exhibit101sunsetgardnerl






                        LOAN  MODIFICATION    AGREEMENT          This  Loan  Modification Agreement   (hereinafter “the Agreement”) is  made   August 22, 2019, by and between SUNSET & GARDNER INVESTORS   LLC, a Colorado limited   liability company (hereinafter “Borrower”) and LONE OAK FUND, LLC, a California limited   liability company (hereinafter “Lender”) with respect to the following:                                      RECITALS         A.    On October 26, 2018, Lender funded a loan (the “Loan”) to Borrower in the original   principal amount of $8,700,000.00.         B.    The Loan is evidenced by that certain Promissory Note dated October 1$, 201$,   executed by Borrower and payable to Lender in the principal sum of $8,700,000.00 (the “Note”).   The Note is secured by a Deed of Trust with Absolute Assignment of Leases and Rents, Security   Agreement and Fixture Filing dated October 18, 2018, executed by Borrower as Trustor for the   benefit of Lender as Beneficiary, and recorded on October 29, 2018 as Instrument No.   2018109415$ in Official Records of Los Angeles County, California (the “Deed of Trust”). The   Deed of Trust presently encumbers that certain real property (the “Mortgaged Property”) situated   in the City of Los Angeles, County of Los Angeles, State of California, described as follows:   PARCEL  1: (PARCEL NO. 5550-013-022)   THAT PORTION  OF THE” LOS ANGELES  AND  PACIFIC RAILWAY, 35 FEET WIDE”, AS SHOWN  ON PLAT OF  “A, GARDNER’S WEST  OF HOLLYWOOD    SUBDIVISION”, IN THE CITY  OF LOS ANGELES,  COUNTY   OF LOS ANGELES,  STATE OF CALIFORNIA,  AS PER MAP  RECORDED  IN  BOOK  1 PAGE 20 OF MAPS, IN THE OFFICE OF THE COUNTY  RECORDER   OF SAID COUNTY,  DESCRIBED  AS FOLLOWS:   BEGINNING  AT A POINT IN THE WESTERLY  LINE OF LOT 2 OF SAID “A”, GARDNER’S WEST  OF HOLLYWOOD    SUBDIVISION”, DISTANT  NORTHERLY   THEREON   122.90 FEET FROM THE  SOUTHWESTERLY    CORNER   OF SAID  LOT; THENCE  EASTERLY   ALONG  A  LINE DRAWN  PARALLEL  WITH  THE  NORTHERLY   LINE OF  THE LOT  TO THE  INTERSECTION   OF SAID  PARALLEL  LINE  WITH  THE NORTHWESTERLY     LINE OF  THE SAID  LOS ANGELES   AND PACIFIC  RAILWAY   AND  THE  TRUE  POINT  OF BEGINNING;  THENCE   NORTHEASTERLY                                                                Borrower Initials 





 






                                                              __________________    ALONG  THE  SAID NORTHWESTERLY     LINE TO A LINE PARALLEL   WITH  AND  50.00 FEET  SOUTHERLY   MEASURED   AT RIGHT  ANGLES  FROM  THE SOUTHERLY    LINE OF THE LAND  CONVEYED   TO THE LOS ANGELES  CITY SCHOOL  DISTRICT  OF LOS ANGELES  COUNTY,  BY  DEED   RECORDED    IN  BOOK   3510  PAGE   287, OF  OFFICIAL   RECORDS;   THENCE  SOUTHEASTERLY     ALONG    A   LINE  DRAWN     AT  RIGHT   ANGLES    FROM    SAID  NORTHWESTERLY      LINE  TO   THE   CENTERLINE    OF   SAID   RAILWAY;    THENCE  SOUTHWESTERLY    ALONG  SAID CENTERLINE  TO A LINE DRAWN   AT RIGHT ANGLES  FROM  SAID NORTHWESTERLY      LINE AND  WHICH   PASSES  THROUGH    THE  TRUE  POINT  OF  BEGINNING;THENCE    NORTHWESTERLY      THEREON   TO  THE   SAID  TRUE   POINT  OF  BEGINNING.   PARCEL 2: (PARCEL NO. 5550-013-019)   THAT PORTION  OF THE  LOS ANGELES  AND  PACIFIC RAILWAY,  35 FEET WIDE, AS SHOWN  ON PLAT  OF”A GARDNER’S   WEST OF  HOLLYWOOD    SUBDIVISION”, IN THE CITY  OF LOS  ANGELES, COUNTY   Of LOS ANGELES,  STATE OF CALIFORNIA,  AS PER MAP  RECORDED  IN  BOOK  1 PAGE 20 OF MAPS, IN THE OFFICE OF THE COUNTY  RECORDER   OF SAID COUNTY,  DESCRIBED  AS FOLLOWS:   BEGINNING  AT THE  SOUTHWEST   CORNER   OF LOT  2 OF SAID “A, GARDNER’S  WEST  OF  HOLLYWOOD    SUBDIVISION”; THENCE   NORTH  ALONG   THE WEST  LINE OF  SAID LOT, A  DISTANCE  OF 122.90 FEET;THENCE EAST PARALLEL   WITH THE  SOUTH  LINE Of SAID LOT  TO THE NORTHWESTERLY    LINE OF SAID LOS ANGELES   AND PACIFIC RAILWAY   AND  THE  TRUE POINT OF BEGINNING;  THENCE  SOUTHEASTERLY    ALONG  A LINE DRAWN  AT  RIGHT  ANGLES  TO  SAID NORTHWESTERLY      LINE TO  THE  CENTERLINE   OF SAID  RAILWAY;  THENCE  SOUTHWESTERLY    ALONG  SAID CENTERLINE  TO THE EASTERLY  PROLONGATION  OF THE SOUTH  LINE OF SAID LOT 2; THENCE WESTERLY  ALONG  SAID PROLONGATION    TO  THE NORTHWESTERLY    LINE OF SAID RAILWAY;  THENCE   NORTHEASTERLY    ALONG  SAID NORTHWESTERLY     LINE TO THE TRUE  POINT Of BEGINNING.   PARCEL 3: (PARCEL NO. 5550-013-015)   THAT PORTION  OF LOT 2 OF “A, GARDNER’S WEST OF HOLLYWOOD    SUBDIVISION”, IN THE  CITY OF LOS ANGELES,  COUNTY  OF  LOS ANGELES,  STATE OF CALIFORNIA,  AS PER MAP  RECORDED   IN BOOK 1 PAGE 20 OF MAPS, IN THE OFFICE OF THE COUNTY   RECORDER   OF  SAID COUNTY,  DESCRIBED  AS FOLLOWS:   BEGINNING  AT  THE SOUTHWEST    CORNER  OF  SAID LOT; THENCE   NORTH  ALONG   THE  WEST LINE OF SAID LOT, 122.90 FEET; THENCE EAST PARALLEL  WITH THE SOUTH  LINE OF  SAID LOT TO  A POINT  IN THE NORTHWESTERLY     LINE OF LOS ANGELES   AND  PACIFIC  RAILWAY   RIGHT  Of WAY;  THENCE   IN A  SOUTHWESTERLY    DIRECTION   ALONG   THE NORTHWESTERLY     LINE OF SAID  RIGHT OF WAY   TO THE SOUTHEAST   CORNER   OF SAID  LOT; THENCE WEST  ALONG  THE  SOUTH LINE OF SAID LOT TO THE  POINT OF BEGINNING.   PARCEL 4: (PARCEL NO. 5550-013-014)   THAT PORTION  Of LOT 2 OF “A, GARDNER’S WEST OF HOLLYWOOD    SUBDIVISION”, IN THE  CITY OF LOS ANGELES,  COUNTY  OF  LOS ANGELES,  STATE OF CALIFORNIA,  AS PER MAP  RECORDED   IN BOOK 1,PAGE 20 OF MAPS, IN THE OFFICE OF THE COUNTY   RECORDER   OF  SAID COUNTY,  DESCRIBED  AS FOLLOWS:                                        2                                                               Borrower Initials 





 






                                                              ____________________    BEG[NI\TING AT A  POINT IN  THE WESTERLY    LINE OF  LOT  2, DISTANT  NORTHERLY  THEREON,  122.90 FEET FROM THE SOUTHWESTERLY   CORNER  OF SAID LOT; THENCE  FROM  SAID POINT  Of BEGINNING,  EASTERLY   ALONG  A  LINE DRAWN   PARALLEL   WITH  THE  NORTHERLY   LINE OF SAID  LOT TO  THE INTERSECTION   Of SAID PARALLEL   WITH  THE  WESTERLY   LINE OF THE RIGHT OF WAY   OF THE PACIFIC ELECTRIC  RAILROAD;  THENCE  NORTHEASTERLY    ALONG   SAID  WESTERLY    LINE OF  SAID  RIGHT  OF  WAY   TO  ITS  INTERSECTION  WITH A LINE DRAWN   PARALLEL  WITH AND  DISTANT  50 FEET SOUTHERLY  AT RIGHTS ANGLES  FROM  THE  SOUTHERLY   LINE Of THE LAND  CONVEYED   TO THE  LOS  ANGELES  CITY SCHOOL   DISTRICT OF  LOS ANGELES   COUNTY,  BY DEED  RECORDED   IN  BOOK  3510, PAGE 287, OF OFFICIAL RECORDS   OF  SAID COUNTY;   THENCE  WESTERLY  ALONG  SAID LAST MENTIONED   PARALLEL   LINE TO A POINT IN THE WESTERLY   LINE OF  SAID LOT 2; THENCE SOUTHERLY   ALONG  SAID WESTERLY   LINE 80 FEET, MORE OR  LESS,  TO THE POINT Of BEGINNING.   PARCEL 5: (PARCEL NO. 5550-013-021)   THAT  STRIP OF  LAND  (THE  “STRIP”), THIRTY-FIVE FEET  (35’) WIDE, MARKED   “LOS   ANGELES  PACIFIC RAILWAY”  BEING  A PART Of SECTION  9, TOWNSHIP  1 SOUTH, RANGE  14 WEST,  SAN  BERNARDINO    BASE   AND  MERIDIAN   AND   SHOWN   AS  EXTENDING NORTHEAST    FROM  THE  NORTH  LINE Of  SUNSET  BOULEVARD    TO THE  WEST  LINE OF  VISTA STREET  ON  THE  MAP  OF A. GARDNER’S   WEST  OF HOLLYWOOD     SUBDIVISION,  RECORDED   IN BOOK 1, PAGE 20 OF MAPS, [N THE OFFICE OF THE COUNTY  RECORDER   OF  LOS ANGELES,   STATE  OF CALIFORNIA,   AND  ON  THE  MAP  OF  A. GARDNER   TRACT  RECORDED  IN BOOK  6, PAGE 107 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER   OF  SAID COUNTY  BEING  A RESUBDIVISION  OF LOTS  1,3, AND 4 OF A. GARDNER’S WEST  OF  HOLLYWOOD    SUBDIVISION AS RECORDED   IN MAP BOOK  I, PAGE 20 OF MAPS.   EXCEPTING  THEREFROM   THAT PORTION  OF THE “LOS ANGELES  PACIFIC RAILWAY”  STRIP  OF LAND (35 FEET WIDE) A SHOWN  ON  THE MAP  OF A GARDNER   TRACT, IN THE CITY OF  LOS ANGELES,COUNTY   Of LOS  ANGELES, STATE  OF CALIFORNIA, RECORDED   IN BOOK  6,  PAGE  107 OF MAPS,  IN THE OFFICE  OF  THE COUNTY   RECORDED    OF SAID  COUNTY.  DESCRIBED  AS FOLLOWS:    BEGINNING  AT THE MOST WESTERLY   CORNER  Of LOT  1, IN BLOCK 1 OF SAID A. GARDNER TRACT;  THENCE  EASTERLY  ALONG  THE  SOUTHERLY   LINE OF SAID LOT I A DISTANCE OF  110.92 FEET;THENCE NORTHERLY    ALONG  A  LINE DRAWN   AT RIGHT  ANGLES  TO  SAID  SOUTHERLY   LINE, TO  THE  SOUTHEASTERLY    LINE Of  SAID  “LOS ANGELES   PACIFIC RAILWAY”   STRIP Of LAND (35 FEET WIDE)AND  THE TRUE  POINT OF BEGINNING;  THENCE NORTHWESTERLY     ALONG  A LINE DRAWN   AT RIGHT  ANGLES  TO SAID SOUTHEASTERLY  LINE, TO THE CENTERLINE  OF SAID  STRIP OF LAND; THENCE  NORTHEASTERLY     ALONG  SAID CENTER  LINE TO LINE DRAWN   AT RIGHT  ANGLES  TO SAID SOUTHEASTERLY    LINE FROM  THE  MOST NORTHERLY   CORNER   OF SAID LOT I; THENCE SOUTHEASTERLY    ALONG  SAID LINE SO DRAWN,  TO SAID MOST  NORTHERLY   CORNER;  THENCE   SOUTHWESTERLY ALONG   SAID SOUTHEASTERLY    LINE  OF SAID STRIP OF LAND   TO THE  TRUE POINT  OF  BEGINNING.  ALSO  EXCEPTING   THEREFROM    THAT  PORTION  OF  THE  “LOS ANGELES   AND  PACIFIC  RAILWAY, 35 FEET WIDE”, AS SHOWN  ON  PLAT OF “A. GARDNER’S WEST  OF HOLLYWOOD  SUBDIVISION”, IN THE  CITY OF LOS  ANGELES,  COUNTY   OF LOS  ANGELES,  STATE  OF CALIFORNIA,  AS PER MAP RECORDED   [N BOOK  1, PAGE 20 OF MAPS, IN THE OFFICE Of THE COUNTY   RECORDER   OF SAID COUNTY,  DESCRIBED  AS FOLLOWS:                                        3                                                               Borrower Initials 





 






                                                              ________________    BEGINNING  AT A POINT IN THE WESTERLY  LINE OF LOT 2 OF SAID A. GARDNER’S WEST OF  HOLLYWOOD    SUBDIVISION,  DISTANT  NORTHERLY    THEREON   122.90 FEET FROM   THE  SOUTHWESTERLY    CORNER   OF SAID  LOT; THENCE  EASTERLY   ALONG   A LINE DRAWN  PARALLEL  WITH  THE  NORTHERLY   LINE OF  THE LOT, TO THE  [NTERSECTION   OF SAID  PARALLEL  WITH  THE NORTHWESTERLY     LINE OF THE SAID LOS  ANGELES  AND  PACIFIC  RAILWAY  AND  THE TRUE  POINT OF BEGINNING;  THENCE  NORTHEASTERLY    ALONG   THE  SAID NORTHWESTERLY    LINE  TO A LINE PARALLEL   WITH AND  50.00 FEET SOUTHERLY,  MEASURED   AT RIGHT ANGLES, FROM  THE SOUTHERLY   LINE OF THE LAND  CONVEYED   TO  THE  LOS ANGELES    CITY SCHOOL   DISTRICT  OF  LOS  ANGELES   COUNTY   BY  DEED  RECORDED   IN BOOK  3510, PAGE 287 Of OFFICIAL RECORDS;  THENCE  SOUTHEASTERLY  ALONG  A LINE DRAWN   AT  RIGHT ANGLES  FROM   SAID NORTHWESTERLY    LINE TO  THE  CENTER  LINE OF SAID RAILWAY;  THENCE  SOUTHWESTERLY    ALONG   SAID CENTER  LINE  TO A LINE DRAWN   AT RIGHT  ANGLES  FROM  SAID NORTHWESTERLY     LINE AND  WHICH  PASSES THROUGH   THE TRUE POINT  OF BEGINNING; THENCE  NORTHWESTERLY    THEREON  TO THE SAID TRUE POINT OF BEGINNING.   ALSO  EXCEPTING  THEREFROM    THAT  PORTION   OF THE  LOS  ANGELES   AND  PACIFIC  RAILWAY,  35 FEET WIDE, AS SHOWN  ON PLAT  OF “A. GARDNER’S WEST  OF HOLLYWOOD  SUBDIVISION”, IN THE  CITY OF LOS  ANGELES,  COUNTY   OF LOS  ANGELES,  STATE  OF  CALIFORNIA, AS PER MAP  RECORDED  IN BOOK  1.PAGE 20 OF MAPS, IN THE OFFICE OF THE  COUNTY  RECORDER   OF SAID COUNTY,  DESCRIBED  AS FOLLOWS:   BEGINNING  AT THE  SOUTHWEST   CORNER   OF LOT  2 Of SAID “A, GARDNER’S  WEST  Of  HOLLYWOOD    SUBDIVISION”; THENCE   NORTH  ALONG   THE WEST  LINE OF  SAID LOT, A  DISTANCE  OF 122.90 FEET;THENCE EAST PARALLEL   WITH THE  SOUTH  LINE Of SAID LOT  TO THE NORTHWESTERLY    LINE Of SAID LOS ANGELES   AND PACIFIC RAILWAY   AND  THE  TRUE POINT OF BEGINNING;  THENCE  SOUTHEASTERLY    ALONG  A LINE DRAWN  AT RIGHT ANGLES   TO  SAID NORTHWESTERLY     LINE TO  THE  CENTER  LINE  OF SAID  RAILWAY; THENCE  SOUTHWESTERLY    ALONG   SAID CENTER LINE TO THE EASTERLY  PROLONGATION  OF THE SOUTH LINE OF SAID LOT 2: THENCE WESTERLY   ALONG  SAID PROLONGATION    TO THE  NORTHWESTERLY    LINE OF SAID RAILWAY;  THENCE  NORTHEASTERLY     ALONG  SAID NORTHWESTERLY     LINE TO THE TRUE  POINT OF BEGINNING.  ALSO   EXCEPTING  THEREFROM    THAT  PORTION   OF THE  LOS  ANGELES   AND  PACIFIC RAILWAY,   35 FEET WIDE, AS SHOWN  ON PLAT  Of “A. GARDNER’S WEST  Of HOLLYWOOD SUBDIVISION”,  IN THE  CITY OF LOS  ANGELES,  COUNTY   OF LOS  ANGELES,  STATE  Of CALIFORNIA,  AS PER MAP RECORDED   IN BOOK  1,PAGE 20 OF MAPS, IN THE OFFICE OF THE COUNTY   RECORDER   OF SAID COUNTY,  DESCRIBED  AS FOLLOWS:   BEGINNING   AT THE MOST  WESTERLY  CORNER  OF LOT  1 OF SAID “A. GARDNER’S WEST OF HOLLYWOOD    SUBDIVISION”; THENCE   EASTERLY  ALONG  THE SOUTH  LINE OF SAID LOT 1, A  DISTANCE  OF  60.92 FEET; THENCE NORTHERLY    ALONG,  A LINE  DRAWN   AT RIGHT ANGLES  TO  SAID SOUTH LINE TO THE  SOUTHEASTERLY   LINE OF SAID LOS ANGELES  AND PACIFIC  RAILWAY   AND  THE  TRUE  POINT OF  BEGINNING;  THENCE  NORTHWESTERLY ALONG   A LINE  DRAWN   AT  RIGHT ANGLES   TO  SAID SOUTHEASTERLY    LINE, TO  THE CENTER  LINE OF  SAID RAILWAY;  THENCE  SOUTHWESTERLY    ALONG   SAID CENTER  LINE TO  THE  WESTERLY   PROLONGATION     OF THE  SOUTH   LINE Of  SAID LOT  I; THENCE EASTERLY    ALONG   SAID PROLONGATION     TO  THE  SOUTHEASTERLY    LINE  OF  SAID RAILWAY;   THENCE  NORTHEASTERLY    ALONG  SAID SOUTHEASTERLY    LINE TO THE TRUE POINT  Of BEGINNING.                                        4                                                               Borrower Initials 





 






                                                             _____________________   ALSO EXCEPT  THAT  PORTION  LYING  WITHIN  PARCEL  MAP  L.A. NO. 2005-7700, FILED [N BOOK  362 PAGES 34 AND 35 OF PARCEL MAPS  OF SAID COUNTY.  PARCEL  6: (PARCEL NO. 5550-013-001)  THAT PORTION  OF LOT I IN BLOCK OF A. GARDNER  TRACT, IN THE CITY OF LOS ANGELES, COUNTY  OF LOS  ANGELES,  STATE OF CALIFORNIA,  AS PER MAP  RECORDED   IN BOOK  6, PAGE 107 OF MAPS, [N THE OFFICE OF THE COUNTY   RECORDER  OF SAID COUNTY,  LYING WESTERLY  OF A LINE EXTENDING  NORTHERLY   AT RIGHT ANGLES  FROM  THE SOUTH  LINE OF SAID LOT 1FROM  A POINT iN SAID SOUTH LINE THAT IS DISTANT EASTERLY  60.92 FEET FROM  THE MOST  WESTERLY  CORNER   OF SAID LOT.  PARCEL  7:  AN EASEMENT   TO BE USED IN COMMON   WITH  OTHERS  FOR WALKWAY    PURPOSES, OVER  THE EASTERLY  5 FEET Of THAT PORTION  Of LOT 1 IN BLOCK 1 Of A. GARDNER TRACT, IN THE CITY OF LOS ANGELES,  AS PER MAP  RECORDED   IN BOOK  6, PAGE 107 OF SAID MAP RECORDS,  LYING  WESTERLY   OF A  LINE EXTENDING   NORTHERLY    AT RIGHT  ANGLES FROM  THE  SOUTH  LINE OF SAID  LOT 1 FROM  A  POINT IN SAID SOUTH   LINE THAT  IS DISTANT EASTERLY   65.92 FEET FROM THE MOST  WESTERLY  CORNER   OF SAID LOT.  PARCEL  8: (PARCEL NO. 5550-013-020)  THAT PORTION  OF THE LOS  ANGELES  AND  PACIFIC RAILWAY,  35 FEET WIDE, AS SHOWN ON PLAT  OF “A. GARNER’S  WEST OF  HOLLYWOOD    SUBDIVISION”, IN THE CITY  OF LOS ANGELES, COUNTY   OF LOS ANGELES,  STATE OF CALIFORNIA,  AS PER MAP  RECORDED  IN BOOK  1, PAGE 20 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER   OF SAID COUNTY, DESCRIBED  AS FOLLOWS:   BEGINNING  AT THE MOST  WESTERLY  CORNER   OF LOT 1OF SAID “A. GARDNER’S WEST  OF HOLLYWOOD    SUBDIVISION”; THENCE  EASTERLY  ALONG  THE SOUTH  LINE Of SAID LOT I, A DISTANCE  Of  60.92 FEET; THENCE  NORTHERLY   ALONG   A LINE  DRAWN   AT  RIGHT ANGLES  TO SAID SOUTH LINE, TO THE SOUTHEASTERLY   LINE OF SAID LOS ANGELES  AND PACIFIC RAILWAY   AND  THE  TRUE  POINT OF  BEGINNING;  THENCE  NORTHWESTERLY ALONG  A  LINE DRAWN   AT  RIGHT  ANGLES  TO  SAID SOUTHEASTERLY    LINE, TO  THE CENTER  LINE OF SAID RAILWAY;  THENCE  SOUTHWESTERLY     ALONG  SAID CENTER  LINE TO THE  WESTERLY    PROLONGATION    OF THE  SOUTH   LINE OF  SAID LOT   1; THENCE EASTERLY   ALONG   SAID  PROLONGATION    TO  THE  SOUTHEASTERLY    LINE  OF  SAID RAILWAY;  THENCE  NORTHEASTERLY    ALONG  SAID SOUTHEASTERLY    LINE TO THE TRUE POINT Of BEGINNING.        C.    As used herein, the term “Loan Documents” means the Note, Deed of Trust, the  Real Property Loan Agreement and Escrow Instructions dated October 18, 201$, Assignment of  Plans and Permits, and any other documents executed in connection with the Loan.        D.    The current outstanding principal balance is $8,700,000.00.                                        5                                                              Borrower Initials 





 






                                                              _          E.    Borrower has requested an extension of the Maturity Date (as defined in the Loan   Documents), and Lender is willing to grant an extension of the Maturity Date upon the terms and   conditions set forth in this Agreement.                                     AGREEMENT         NOW,  THEREFORE,   it is agreed as follows:         1.    Incorporation of Recitals. The Recitals set forth above are true and correct.         2.    Affirmation of Loan and Release. Borrower reaffirms all of its obligations under   the Loan Documents, and Borrower acknowledges that it has no claims, offsets or defenses with   respect to the payment of sums due under the Loan Documents.         3.    Amendment  of Loan Documents. The Loan Documents are hereby amended in the   following particulars only:               (a)   MATURITY    DATE:   The Maturity Date as set forth in the Note and all   other Loan Documents is changed to October 31, 2020.               (b)   INTEREST   RATE:   Borrower shall pay interest on the unpaid principal   balance of the Loan from and including November 1, 2019 until paid, at the rate of SIX and FIVE  TENTHS   per cent (6.50%) per annum, payable interest only, or more, monthly, continuing up to   and including October 31, 2020, when the balance of principal and interest remaining unpaid shall   be due and payable.         4.    Conditions Precedent to Loan Modification. Before this Agreement becomes   effective and any party becomes obligated under it, all of the following conditions precedent shall  have been satisfied at Borrower’s sole cost and expense in a manner acceptable to Lender:               (a)   Lender shall have received a fully executed original of this Agreement on  or before October 16, 2019.                                         6                                                               Borrower Initials 





 






                                                              __                (b)    A $87,000.00 fee shall have been paid to Lone Oak Industries, Inc.   (“Extension fee”). Said Extension Fee is non-refundable. Upon execution of this Agreement,   Borrower authorizes Lender to debit $87,000.00 from Borrower’s account (on file) in payment of   said Extension fee.         5.    Lender Without Cost. Lender shall be without cost or expense in this transaction,   and Borrower shall reimburse Lender for any costs or fees incurred in connection with this   Amendment.         6.    No Prejudice. This Agreement shall not prejudice any rights or remedies of Lender   under the Loan Documents.         7.    Loan Documents.  Except as specifically hereby amended, the Loan Documents   shall remain unaffected by this Agreement and all such documents shall remain in full force and   effect. Nothing in this Agreement shall impair the priority of the lien of the Deed of Trust, which   as hereby amended shall remain one deed of trust with one power of sale, creating a first Lien   encumbering the Property.         8.    General Release. In consideration of, among other things, the forbearance provided   herein, Borrower and each of their heirs, assigns, successors, representatives and affiliated  corporations, partnerships, companies, associations, entities and persons release Lender and any  parent, subsidiary and affiliated corporations and entities, owners, shareholders, directors, officers,  employees, partners, members, managers, agents, attorneys and representatives from any and all   actual or potential claims, obligations, debts and causes of action of any kind or nature whatsoever,   direct or indirect, whether known or unknown, anticipated, suspected, fixed, conditional, or  contingent that in any way relate to the Loan Documents or the Action through the date of this  Agreement, excepting only claims arising from a breach of this Agreement. This release is meant  to address and settle all claims known or unknown that exist by Borrower against Lender.                                        7                                                               Borrower Initials 





 






                                                       ____   Borrower expressly waives any provisions of application law in the State of California that  contemplates otherwise. Borrower acknowledges that they have been advised by legal counsel  and is familiar with the provisions of California Civil Code Section 1542, which provides as  follows: “A general release does not extend to claims which the creditor does not know or  suspect to exist in his or her favor at tite time of executing this release, which if known by him  or her must have materially affected his or her settlement with the debtor.” Being aware of this  code section, Borrower expressly waives and relinquishes all rights and benefits which he may  have thereunder as well as under any other statute or common law principle of similar effect and  that the releases provided for in the Agreement are general releases in favor of the Lender.        9.   Entire Agreement. The Loan Documents, including this Agreement: (a) integrate  all the terms and conditions mentioned in or incidental to the Loan Documents; (b) supersede all  oral negotiations and prior and other writings with respect to their subject matter; and (c) are  intended by the parties as the final expression of the agreement with respect to the terms and  conditions set forth in those documents and as the complete and exclusive statement of the terms  agreed to by the parties. If there is any conflict between the terms, conditions and provisions of  this Agreement and those of any other agreement or instrument, including any of the other Loan  Documents, the terms, conditions and provisions of this Agreement shall prevail. This Agreement  shall form a part of each Loan Document, and all references to a given Loan Document shall mean  that document as hereby modified.        10.  Counterparts. This Agreement and any attached consents requiring signatures may  be executed in counterparts, and all counterparts shall constitute but one and the same document.        11.  Miscellaneous. If any court of competent jurisdiction determines any provision of  this Agreement or any of the other Loan Documents to be invalid, illegal or unenforceable, that  portion shall be deemed severed from the rest, which shall remain in full force and effect as though                                    8                                                        Borrower Initials 





 






                                                             __________________   the invalid, illegal or unenforceable portion had never been a part of the Loan Documents, unless  to do so would materially impair the rights of Lender. This Agreement shall be governed by the  laws of the State of California.         Executed as of the date first above written at Los Angeles, California.                                       BORROWER:                                      SUNSET   & GARDNER    INVESTORS   LLC, a                                      Colorado limited liability company                                       By: SUNSET  & GARDNER    LA LLC, a                                      Colorado limited liability company,                                      Manager                                        By__   William R. Rothacker, Manager                                        LENDER:                                      LONE  OAK  FUND,  LLC, a                                      California limited liability company                                       By: LONE  OAK  INDUSTRIES  [NC., a                                      California corporation, Manager                                                    A. Rothstein, President                                        9                                                              Borrower Initials