Exhibit
10.15


 


	 	©
                                         Commercial Brokers

        Association
        2011

        ALL
RIGHTS RESERVED

         

        CBA
        Form ST-NNN

        Single Tenant NNN Lease
	 
	 	Page
1 of 24	 



 


LEASE
AGREEMENT


(Single
Tenant For Entire Parcel - NNN)


 


THIS
LEASE AGREEMENT (the "Lease") is entered into and effective as of this 19th day of September, 2013, between
M-P Properties ("Landlord"), and Diego Pellicer Worldwide, Inc., a Delaware corporation ("Tenant").
Landlord and Tenant agree as follows:


 


1.            LEASE
SUMMARY.


 


a.             
Leased Premises. The leased commercial real estate (the "Premises") consist of the real property legally described
on attached Exhibit A, and all improvements thereon, and commonly described as 2215 4th Ave S., Seattle, WA 98134.


 


b.             
Lease Commencement Date. The term of this Lease shall be for a period of sixty (60) months and shall commence on October
1, 2013 or such earlier or later date as provided in Section 3 (the "Commencement Date").


 


c.             
Lease Termination Date. The term of this Lease shall terminate at midnight on September 30, 2018 or such earlier or
later date as provided in Section 3 (the "Termination Date"). Tenant shall have no right or option to extend this Lease,
unless otherwise set forth in a rider attached to this Lease (e.g., Option to Extend Rider, CBA Form OR).


 


d.             
Base Rent. The base monthly rent shall be (check one): ☐ $             ,
or ☒ according to the Rent Rider attached hereto ("Base Rent"). Rent shall be payable at Landlord's address shown
in Section 1(h) below, or such other place designated in writing by Landlord.


 


e.             
Prepaid Rent. Upon execution of this Lease, Tenant shall deliver to Landlord the sum of $15.648.32 as prepaid REAL ESTATE
TAXES & INSURANCE FOR OCTOBER 2013. THIS PREPAID RENT SHALL ALSO BE APPLIED TO BASE RENT, REAL ESTATE TAXES AND INSURANCE
FOR NOVEMBER 2013 AND SEPTEMBER 2018 (2 MONTHS) of the Lease. REAL ESTATE TAXES AND INSURANCE ARE ESTIMATES AND MAY BE ADJUSTED
ACCORDINGLY.


 


f.              
Security Deposit. Upon execution of this Lease, Tenant shall deliver to Landlord the sum of $20.000.00 to be held as
a security deposit pursuant to Section 5 below. The security deposit shall be in the form of (check one): ☒ cash, or ☒
letter of credit according to the Letter of Credit Rider (CBA Form LCR) attached hereto.


 


g.             
Permitted Use. The Premises shall be used only for lawful production and sale of cannabis and other related products
and for no other purpose without the prior written consent of Landlord (the "Permitted Use").


 


h.             
Notice and Payment Addresses.


 


Landlord:
M-P Properties PO Box 306


Carnation,
WA 98014 


                          


Fax
No.:              


Email:              


 



    	 



    	 



    

 





	 	©
                                         Commercial Brokers

        Association
        2011

        ALL
RIGHTS RESERVED

         

        CBA
        Form ST-NNN

        Single Tenant NNN Lease
	 
	 	Page
2 of 24	 


 


LEASE
AGREEMENT


(Single
Tenant For Entire Parcel - NNN)


 


Tenant:
Diego Pellicer Worldwide, Inc.


2215
4th Ave S.  


Seattle,
WA 98134 


               


Fax
No.:              


Email:            


 


2.            PREMISES.


 


a.             
Lease of Premises. Landlord leases to Tenant, and Tenant leases from Landlord the Premises upon the terms specified in this
Lease.


 


b.             
Acceptance of Premises. Except as specified elsewhere in this Lease, Landlord makes no representations or warranties to Tenant
regarding the Premises, including the structural condition of the Premises or the condition of all mechanical, electrical, and
other systems on the Premises. Except for any tenant improvements to be completed by Landlord as described on attached Exhibit
B (the "Landlord's Work"), Tenant shall be responsible for performing any work necessary to bring the Premises into
a condition satisfactory to Tenant. By signing this Lease, Tenant acknowledges that it has had an adequate opportunity to investigate
the Premises; acknowledges responsibility for making any corrections, alterations and repairs to the Premises (other than the
Landlord's Work); and acknowledges that the time needed to complete any such items shall not delay the Commencement Date.


 


c.             
Tenant Improvements. Attached Exhibit B sets forth all Tenant's Work, if any, and all tenant improvements to be completed
by Tenant (the "Tenant's Work"), if any, that will be performed on the Premises. Responsibility for design, payment
and performance of all such work shall be as set forth on attached Exhibit B. If Tenant fails to notify Landlord of any defects
in the Landlord's Work within thirty (30) days of delivery of possession to Tenant, Tenant shall be deemed to have accepted the
Premises in their then condition. If Tenant discovers any major defects in the Landlord's Work during this 30-day period that
would prevent Tenant from using the Premises for the Permitted Use, Tenant shall notify Landlord in writing and the Commencement
Date shall be delayed until after Landlord has notified Tenant that Landlord has corrected the major defects and Tenant has had
five (5) days to inspect and approve the Premises. The Commencement Date shall not be delayed if Tenant's inspection reveals minor
defects in the Landlord's Work that will not prevent Tenant from using the Premises for the Permitted Use. Tenant shall prepare
a punch list of all minor defects in Landlord's Work and provide the punch list to Landlord, which Landlord shall promptly correct.


 


3.            TERM.
The term of this Lease shall commence on the Commencement Date specified in Section 1, or on such earlier or later date as
may be specified by notice delivered by Landlord to Tenant advising Tenant that the Premises are ready for possession and specifying
the Commencement Date, which shall not be less than             days
(thirty (30) days if not filled in) following the date of such notice. TENANT MAY TAKE EARLY POSSESSION OF THE PREMISES FOLLOWING
FULL EXECUTION OF THE LEASE. TENANT SHALL TRANSFER UTILITIES INTO ITS NAME UPON THE EARLIER OF POSSESSION OR ON THE COMMENCEMENT
DATE.


 


a.             Early
Possession. If Landlord permits Tenant to possess or occupy the Premises prior to the Commencement Date specified in Section
1, then such early occupancy shall not advance the Commencement Date or the Termination Date set forth in Section 1, but otherwise
all terms and conditions of this Lease shall nevertheless apply during the period of early occupancy before the Commencement Date.


 



    	 



    	 



    

 





	 	©
                                         Commercial Brokers

        Association
        2011

        ALL
RIGHTS RESERVED

         

        CBA
        Form ST-NNN

        Single Tenant NNN Lease
	 
	 	Page
3 of 24	 


 


LEASE
AGREEMENT


(Single
Tenant For Entire Parcel - NNN)


 


b.             Delayed
Possession. Landlord shall act diligently to make the Premises available to Tenant; provided, however, neither Landlord
nor any agent or employee of Landlord shall be liable for any damage or loss due to Landlord's inability or failure to
deliver possession of the Premises to Tenant as provided in this Lease. If possession is delayed, the Commencement Date set
forth in Section 1 shall also be delayed. In addition, the Termination Date set forth in Section 1 shall be modified so that
the length of the Lease term remains the same. If Landlord does not deliver possession of the Premises to Tenant within
_________ days (sixty (60) days if not filled
in) after the Commencement Date specified in Section 1, Tenant may elect to cancel this Lease by giving written notice to
Landlord within ten (10) days after such time period ends. If Tenant gives such notice of cancellation, the Lease shall be
cancelled, all prepaid rent and security deposits shall be refunded to Tenant, and neither Landlord nor Tenant shall have any
further obligations to the other. The first "Lease year" shall commence on the Commencement Date and shall end on
the date which is twelve (12) months from the end of the month in which the Commencement Date occurs. Each successive Lease
year during the initial term and any extension terms shall be twelve (12) months, commencing on the first day following the
end of the preceding Lease year. To the extent that the tenant improvements are not completed in time for the Tenant to
occupy or take possession of the Premises on the Commencement Date due to the failure of Tenant to fulfill any of its
obligations under this Lease, the Lease shall nevertheless commence on the Commencement Date set forth in Section
1.


 


4.            RENT.


 


a.             
Payment of Rent. Tenant shall pay Landlord without notice, demand, deduction, or ffset, in lawful money of the United
States, the monthly Base Rent stated in Section 1 in advance on or before the first day of each month during the Lease term
beginning on (check one): ☐ the Commencement Date, or ☐ _________ (if no date specified, then on the Commencement
Date), and shall also pay any other additional payments due to Landlord ("Additional Rent"), including Operating
Costs (collectively the "Rent") when required under this Lease. Payments for any partial month at the beginning or
end of the Lease shall be prorated. All payments due to Landlord under this Lease, including late fees and interest, shall
also constitute Additional Rent, and upon failure of Tenant to pay any such costs, charges or expenses, Landlord shall have
the same rights and remedies as otherwise provided in this Lease for the failure of Tenant to pay rent.


 


b.             
Triple Net Lease. This Lease is what is commonly called a "Net, Net, Net" or "triple-net" Lease, which means
that, except as otherwise expressly provided herein, Landlord shall receive all Base Rent free and clear of any and all other
impositions, taxes, liens, charges or expenses of any nature whatsoever in connection with the ownership and operation of the
Premises. In addition to Base Rent, Tenant shall pay to the parties respectively entitled thereto, or satisfy directly, all Additional
Rent and other impositions, insurance premiums, repair and maintenance charges, and any other charges, costs, obligations, liabilities,
requirements, and expenses„ which arise with regard to the Premises or may be contemplated under any other provision of
the Lease during its term, except for costs and expenses expressly made the obligation of Landlord in this Lease.


 



    	 



    	 



    

 





	 	©
                                         Commercial Brokers

        Association
        2011

        ALL
RIGHTS RESERVED

         

        CBA
        Form ST-NNN

        Single Tenant NNN Lease
	 
	 	Page
4 of 24	 


 


LEASE
AGREEMENT


(Single
Tenant For Entire Parcel - NNN)


 


c.          
Late Charges; Default Interest. If any sums payable by Tenant to Landlord under this Lease are not received within five (5)
business days after their due date, Tenant shall pay Landlord an amount equal to the greater of $100 or five percent (5%) of
the delinquent amount for the cost of collecting and handling such late payment in addition to the amount due and as
Additional Rent. All delinquent sums payable by Tenant to Landlord and not paid within five (5) business days after their due
date shall, at Landlord's option, bear interest at the rate of fifteen percent (15%) per annum, or the highest rate of
interest allowable by law, whichever is less (the "Default Rate"). Interest on all delinquent amounts shall be
calculated from the original due date to the date of payment.


 


d.          
Less Than Full Payment. Landlord's acceptance of less than the full amount of any payment due from Tenant shall not be deemed
an accord and satisfaction or compromise of such payment unless Landlord specifically consents in writing to payment of such
lesser sum as an accord and satisfaction or compromise of the amount which Landlord claims. Any portion that remains to be
paid by Tenant shall be subject to the late charges and default interest provisions of this Section 4.


 


5.           
SECURITY DEPOSIT. Upon execution of this Lease, Tenant shall deliver to Landlord the security deposit specified in
Section 1 above. Landlord's obligations with respect to the security deposit are those of a debtor and not of a trustee, and
Landlord may commingle the security deposit with its other funds. If Tenant breaches any covenant or condition of this Lease,
including but not limited to the payment of Rent, Landlord may apply all or any part of the security deposit to the payment
of any sum in default and any damage suffered by Landlord as a result of Tenant's breach. Tenant acknowledges, however, that
the security deposit shall not be considered as a measure of Tenant's damages in case of default by Tenant, and any payment
to Landlord from the security deposit shall not be construed as a payment of liquidated damages for Tenant's default. If
Landlord applies the security deposit as contemplated by this Section, Tenant shall, within five (5) days after written
demand therefore by Landlord, deposit with Landlord the amount so applied. If Tenant complies with all of the covenants and
conditions of this Lease throughout the Lease term, the security deposit shall be repaid to Tenant without interest within
thirty (30) days after the surrender of the Premises by Tenant in the condition required hereunder by Section 11 of this
Lease.


 


6.           
USES. The Premises shall be used only for the Permitted Use specified in Section 1 above, and for no other business or
purpose without the prior written consent of Landlord. No act shall be done on or around the Premises that is unlawful IN
THE STATE OF WASHINGTON or that will increase the existing rate of insurance on the Premises, or cause the cancellation
of any insurance on the Premises. Tenant shall not commit or allow to be committed any waste upon the Premises, or any public
or private nuisance. Tenant shall not do or permit anything to be done on the Premises which will obstruct or interfere with
the rights of other tenants or occupants of the Premises, or their employees, officers, agents, servants, contractors,
customers, clients, visitors, guests, or other licensees or invitees or to injure or annoy such persons.


 


7.           
COMPLIANCE WITH LAWS. Tenant shall not cause or permit the Premises to be used in any way which violates any WASHINGTON
STATE law, ordinance, or governmental regulation or order. Landlord represents to Tenant that, as of the Commencement Date,
to Landlord's knowledge, but without duty of investigation, and with the exception of any Tenant's Work, the Premises comply with
all applicable laws, rules, regulations, or orders, including without limitation, the Americans With Disabilities Act, if applicable,
and Landlord shall be responsible to promptly cure at its sole cost any noncompliance which existed on the Commencement Date.
Tenant shall be responsible for complying with all laws applicable to the Premises as a result of the Permitted Use, and Tenant
shall be responsible for making any changes or alterations as may be required by law, rule, regulation, or order for Tenant's
Permitted Use at its sole cost and expense. Otherwise, if changes or alterations are required by rule, law, regulation, or order
unrelated to the Permitted Use, Landlord shall make changes and alterations at its expense.


 



    	 



    	 



    

 





	 	©
                                         Commercial Brokers

        Association
        2011

        ALL
RIGHTS RESERVED

         

        CBA
        Form ST-NNN

        Single Tenant NNN Lease
	 
	 	Page
5 of 24	 


 


LEASE
AGREEMENT 


(Single
Tenant For Entire Parcel - NNN)


  


8.           
UTILITIES. Landlord shall not be responsible for providing any utilities to the Premises and shall not be liable for any
loss, injury or damage to person or property caused by or resulting from any variation, interruption, or failure of utilities
due to any cause whatsoever, and rent shall not abate as a result thereof, except to the extent due to the intentional
misconduct or gross negligence of Landlord. Tenant shall be responsible for determining whether available utilities and their
capacities will meet Tenant's needs. Tenant shall install and connect, if necessary, and directly pay for all water, sewer,
gas, janitorial, electricity, garbage removal, heat, telephone, and other utilities and services used by Tenant on
the Premises during the term, whether or not such services are billed directly to Tenant. Tenant will also procure, or cause
to be procured, without cost to Landlord, all necessary permits, licenses or other authorizations required for the lawful and
proper installation, maintenance, replacement, and removal on or from the Premises of wires, pipes, conduits, tubes, and
other equipment and appliances for use in supplying all utilities or services to the Premises. Landlord, upon request of
Tenant, and at the sole expense and liability of Tenant, shall join with Tenant in any reasonable applications required for
obtaining or continuing such utilities or services.


 


9.           
TAXES. Tenant shall pay all Taxes (defined below) applicable to the Premises during the Lease term. All payments for
Taxes shall be made at least ten (10) days prior to their due date. Tenant shall promptly furnish Landlord with satisfactory
evidence that Taxes have been paid. If any Taxes paid by Tenant cover any period of time before or after the expiration of
the term, Tenant's share of those Taxes paid will be prorated to cover only the period of time within the tax fiscal year
during which this Lease was in effect, and Landlord shall promptly reimburse or credit Tenant to the extent required.
If Tenant fails to timely pay any Taxes, Landlord may pay them, and Tenant shall repay such amount to Landlord upon demand.
Landlord may also elect to pay all such Taxes directly to the appropriate taxing authority/ies and receive reimbursement
thereof from Tenant within ten (10) days after invoice, either of the full amount paid or at Landlord's election in equal
monthly installments.


 


The
term "Taxes" shall mean: (i) any form of tax or assessment imposed on the Premises by any authority, including any city,
county, state or federal government, or any improvement district, as against any legal or equitable interest of Landlord or Tenant
in the Premises or in the real property of which the Premises are a part, or against rent paid for leasing the Premises; and (ii)
any form of personal property tax or assessment imposed on any personal property, fixtures, furniture, tenant improvements, equipment,
inventory, or other items, and all replacements, improvements, and additions to them, located on the Premises, whether owned by
Landlord or Tenant. "Taxes" shall exclude any net income tax imposed on Landlord for income that Landlord receives under
this Lease.


 


Tenant
may, upon reasonable prior notice to Landlord, contest the amount or validity, in whole or in part, of any Taxes at its sole expense,
only after paying such Taxes or posting such security as Landlord may reasonably require in order to protect the Premises against
loss or forfeiture. Upon the termination of any such proceedings, Tenant shall pay the amount of such Taxes or part of such Taxes
as finally determined, together with any costs, fees, interest penalties, or other related liabilities. Landlord shall reasonably
cooperate with Tenant in contesting any Taxes, provided Landlord incurs no expense or liability in doing so.


 



    	 



    	 



    

 





	 	©
                                         Commercial Brokers

        Association
        2011

        ALL
RIGHTS RESERVED

         

        CBA
        Form ST-NNN

        Single Tenant NNN Lease
	 
	 	Page
6 of 24	 


 


LEASE
AGREEMENT


(Single
Tenant For Entire Parcel - NNN)


 


10.         ALTERATIONS. Tenant may make alterations, additions or improvements to the Premises, including any Tenant Work, TO
BE MATUALLY AGREED UPON BETWEEN LANDLORD AND TENANT WITHIN THIRTY (30)
DAYS OF LEASE EXECUTION, identified on attached Exhibit C (the "Alterations"), only with the prior written
consent of Landlord, which, with respect to Alterations not affecting the structural components of the Premises or utility
systems therein, shall not be unreasonably withheld, conditioned, or delayed. Landlord shall have thirty (30) days in which
to respond to Tenant's request for any Alterations so long as such request includes the name of Tenant's contractors and
reasonably detailed plans and specifications therefore. The term "Alterations" shall not include the installation
of shelves, movable partitions, Tenant's equipment, and trade fixtures that may be performed without damaging existing
improvements or the structural integrity of the Premises and Landlord's consent shall not be required for Tenant's
installation or removal of those items. Tenant shall perform all work at Tenant's expense and in compliance with all
applicable laws and shall complete all Alterations in accordance with plans and specifications approved by Landlord, using
contractors approved by Landlord. Tenant shall pay, when due, or furnish a bond for payment (as set forth in Section 18) all
claims for labor or materials furnished to or for Tenant at or for use in the Premises, which claims are or may be secured by
any mechanics' or materialmens' liens against the Premises or any interest therein. Tenant shall remove all Alterations at
the end of the Lease term unless Landlord conditioned its consent upon Tenant leaving a specified Alteration at the Premises,
in which case Tenant shall not remove such Alteration, and it shall become Landlord's property. Tenant shall immediately
repair any damage to the Premises caused by removal of Alterations.


 


11.        
REPAIRS AND MAINTENANCE; SURRENDER. Tenant shall, at its sole expense, maintain the entire Premises including without
limitation the roof surface and normal repairs and maintenance to all heating, ventilation, and air conditioning
("HVAC") equipment at the Premises, in good condition and promptly make all repairs and replacements, whether
structural or non-structural, necessary to keep the Premises in safe operating condition, including all utilities and other
systems serving the Premises, but excluding the roof structure, subfloor, foundation, exterior walls, and capital repairs and
replacements to the HVAC system (collectively, "Landlord's Repair Items"), which Landlord shall maintain in
good condition and repair at Landlord's expense, provided that Tenant shall not damage any Landlord's Repair Items and shall
promptly repair any damage or injury done thereto caused by Tenant or its employees, officers, agents, servants, contractors,
customers, clients, visitors, guests, or other licensees or invitees . Notwithstanding anything in this Section to the
contrary, Tenant shall not be responsible for any repairs to the Premises made necessary by the negligence or willful
misconduct of Landlord or its employees, officers, agents, servants, contractors, customers, clients, visitors, guests, or
other licensees or invitees therein. If Tenant fails to perform Tenant's obligations under this Section, Landlord may at
Landlord's option enter upon the Premises after ten (10) days' prior notice to Tenant and put the same in good order,
condition and repair and the cost thereof together with interest thereon at the default rate set forth in Section 4 shall be
due and payable as Additional Rent to Landlord together with Tenant's next installment of Base Rent. Upon expiration of the
Lease term, whether by lapse of time or otherwise, Tenant shall promptly and peacefully surrender the Premises, together with
all keys, to Landlord in as good condition as when received by Tenant from Landlord or as thereafter improved, reasonable
wear and tear and insured casualty excepted.


 


12.         ACCESS AND RIGHT OF ENTRY. After twenty-four (24) hours' notice from Landlord (except in cases of emergency, when no notice
shall be required), Tenant shall permit Landlord and its agents, employees and contractors to enter the Premises at all reasonable
times to make repairs, inspections, alterations or improvements, provided that Landlord shall use reasonable efforts to minimize
interference with Tenant's use and enjoyment of the Premises. This Section shall not impose any repair or other obligation upon
Landlord not expressly stated elsewhere in this Lease. After reasonable notice to Tenant, Landlord shall have the right to enter
the Premises for the purpose of (a) showing the Premises to prospective purchasers or lenders at any time, and to prospective
tenants within one hundred eighty (180) days prior to the expiration
or sooner termination of the Lease term; and, (b) for posting "for lease" signs within one hundred eighty (180) days
prior to the expiration or sooner termination of the Lease term.


 



    	 



    	 



    

 





	 	©
                                         Commercial Brokers

        Association
        2011

        ALL
RIGHTS RESERVED

         

        CBA
        Form ST-NNN

        Single Tenant NNN Lease
	 
	 	Page
7 of 24	 


 


LEASE
AGREEMENT


 (Single
Tenant For Entire Parcel - NNN)


 


 


13.        
SIGNAGE. Tenant shall obtain Landlord's written consent as to size, location, materials, method of attachment, and appearance,
before installing any signs upon the Premises. Tenant shall install any approved signage at Tenant's sole expense and in compliance
with all applicable laws. Tenant shall not damage or deface the Premises in installing or removing signage and shall repair any
injury or damage to the Premises caused by such installation or removal.


 


14.        
DESTRUCTION OR CONDEMNATION.


 


a.             Damage
and Repair. If the Premises are partially damaged but not rendered untenantable, by fire or other insured casualty, then
Landlord shall diligently restore the Premises to the extent required below and this Lease shall not terminate. The Premises
shall not be deemed untenantable if twenty-five percent (25%) or less of the Premises are damaged. Landlord shall have no
obligation to restore the Premises if insurance proceeds are not available to pay the entire cost of such restoration. If
insurance proceeds are available to Landlord but are not sufficient to pay the entire cost of restoring the Premises, or if
Landlord's lender shall not permit all or any part of the insurance proceeds to be applied toward restoration, then Landlord
may elect to terminate this Lease and keep the insurance proceeds, by notifying Tenant within sixty (60) days of the date of
such casualty.


 


If
the Premises are entirely destroyed, or partially damaged and rendered untenantable, by fire or other casualty, Landlord may,
at its option: (a) terminate this Lease as provided herein, or (b) restore the Premises to their previous condition to the extent
required below; provided, however, if such casualty event occurs during the last six (6) months of the Lease term (after considering
any option to extend the term timely exercised by Tenant) then either Tenant or Landlord may elect to terminate the Lease. If,
within sixty (60) days after receipt by Landlord from Tenant of written notice that Tenant deems the Premises untenantable, Landlord
fails to notify Tenant of its election to restore the Premises, or if Landlord is unable to restore the Premises within six (6)
months of the date of the casualty event, then Tenant may elect to terminate the Lease upon twenty (20) days' written notice to
Landlord unless Landlord, within such twenty (20) day period, notifies Tenant that it will in fact restore the Premises or actually
completes such restoration work to the extent required below, as applicable.


 


If
Landlord restores the Premises under this Section 14, Landlord shall proceed with reasonable diligence to complete the work, and
the base monthly rent shall be abated in the same proportion as the untenantable portion of the Premises bears to the whole Premises,
provided that there shall be a rent abatement only if the damage or destruction of the Premises did not result from, or was not
contributed to directly or indirectly by the act, fault or neglect of Tenant, or Tenant's employees, officers, agents, servants,
contractors, customers, clients, visitors, guests, or other licensees or invitees. No damages, compensation or claim shall be
payable by Landlord for inconvenience, loss of business or annoyance directly, incidentally or consequentially arising from any
repair or restoration of any portion of the Premises. Landlord shall have no obligation to carry insurance of any kind for the
protection of Tenant or any alterations or improvements paid for by Tenant; any Tenant Improvements identified in Exhibit B (regardless
of who may have completed them); Tenant's furniture; or on any fixtures, equipment, improvements or appurtenances of Tenant under
this Lease, and Landlord's restoration obligations hereunder shall not include any obligation to repair any damage thereto or
replace the same.


 








    	 



    	 



    

 





	 	©
                                         Commercial Brokers

        Association
        2011

        ALL
RIGHTS RESERVED

         

        CBA
        Form ST-NNN

        Single Tenant NNN Lease
	 
	 	Page
8 of 24	 


 

LEASE
AGREEMENT


(Single
Tenant For Entire Parcel - NNN)


 


b.             Condemnation. If
the Premises are made untenantable by eminent domain, or conveyed under a threat of condemnation, this Lease shall
automatically terminate as of the earlier of the date title vests in the condemning authority or the condemning authority
first has possession of the Premises and all Rents and other payments shall be paid to that date. If the condemning authority
takes a portion of the Premises that does not render the Premises untenantable, then this Lease shall continue in full force
and effect and the base monthly rent shall be equitably reduced based on the proportion by which the floor area of any
structures is reduced The reduction in Rent shall be effective on the earlier of the date the condemning authority first has
possession of such portion or title vests in the condemning authority. Landlord shall be entitled to the entire award from
the condemning authority attributable to the value of the Premises and Tenant shall make no claim for the value of its
leasehold. Tenant shall be permitted to make a separate claim against the condemning authority for moving expenses, provided
that in no event shall Tenant's claim reduce Landlord's award.


 


15.           INSURANCE.


 


a.             
Tenant's Liability Insurance. During the Lease term, Tenant shall pay for and maintain commercial general
liability insurance with broad form property damage and contractual liability endorsements. This policy shall name Landlord,
its property manager (if any), and other parties designated by Landlord as additional insureds using an endorsement
form acceptable to Landlord, and shall insure Tenant's activities and those of Tenant's employees, officers,
agents, servants, contractors, customers, clients, visitors, guests, or other licensees or invitees with respect to the
Premises against loss, damage or liability for personal injury or bodily injury (including death) or loss or damage to
property with not less than $6,000,000 PER OCCURRENCE, $7,000,000 AGGREGATE, and a deductible of not more than
$10,000. THIS AMOUNT CAN BE REACHED BY USING “UMBRELLA/EXCESS” LIABILITY IF NEEDED. TENANT SHALL ALSO CARRY
COMMERCIAL AUTOMOBILE LIABILITY INSURANCE IN THE AMOUNT OF $1,000,000 FOR OWNED/NON OWNED/HIRED AUTOS. WORKERS
COMPENSATION/EMPLOYERS LIABILITY SHALL ALSO BE EVIDENCED ON A CERTIFICATE OF LIABILITY INSURANCE. ADDITIONAL INSURED FORM(S)
SHOULD BE INCLUDED WITH THE CERTIFICATE OF INSURANCE. Tenant's insurance will be primary and noncontributory with any
liability insurance carried by Landlord. Landlord may also require Tenant to obtain and maintain business income coverage for
at least six (6) months, business auto liability coverage, and, if applicable to Tenant's Permitted Use, liquor liability
insurance and/or warehouseman's coverage.


 


b.             
Tenant's Property Insurance. During the Lease term, Tenant shall pay for and maintain special form clauses of loss
coverage property insurance (with coverage for earthquake if required by Landlord's lender and, if the Premises are situated
in a flood plain, flood damage) for all of Tenant's personal property, fixtures and equipment in the amount of their full
replacement value, with a deductible of not more than $10,000.


 


c.             
Miscellaneous. Tenant's insurance required under this Section shall be with companies rated A-NII or better in Best's
Insurance Guide, and which are admitted in the state in which the Premises are located. No insurance policy shall be
cancelled or reduced in coverage and each such policy shall provide that it is not subject to cancellation or a reduction in
coverage except after thirty (30) days prior written notice to Landlord. Tenant shall deliver to Landlord upon commencement
of the Lease and from time to time thereafter, copies of the insurance policies or evidence of insurance and copies of
endorsements required by this Section. In no event shall the limits of such policies be considered as limiting the
liability of Tenant under this Lease. If Tenant fails
to acquire or maintain any insurance or provide any policy or evidence of insurance required by this Section, and such failure
continues for three (3) days after notice from Landlord, Landlord may, but shall not be required to, obtain such insurance for
Landlord's benefit and Tenant shall reimburse Landlord for the costs of such insurance upon demand. Such amounts shall be Additional
Rent payable by Tenant hereunder and in the event of non-payment thereof, Landlord shall have the same rights and remedies with
respect to such non-payment as it has with respect to any other non-payment of rent hereunder.


 






    	 



    	 



    

 





	 	©
                                         Commercial Brokers

        Association
        2011

        ALL
RIGHTS RESERVED

         

        CBA
        Form ST-NNN

        Single Tenant NNN Lease
	 
	 	Page
9 of 24	 


 


LEASE
AGREEMENT


 (Single
Tenant For Entire Parcel - NNN)


 


d.             Waiver
of Subrogation. Landlord and Tenant hereby release each other and any other tenant, their agents or employees, from responsibility
for, and waive their entire claim of recovery for any loss or damage arising from any cause covered by property insurance required
to be carried or otherwise carried by each of them. Each party shall provide notice to the property insurance carrier or carriers
of this mutual waiver of subrogation, and shall cause its respective property insurance carriers to waive all rights of subrogation
against the other. This waiver shall not apply to the extent of the deductible amounts to any such property policies or to the
extent of liabilities exceeding the limits of such policies.


 


16.         INDEMNIFICATION.


 


a.             
Indemnification by Tenant. Tenant shall defend, indemnify, and hold Landlord and its property manager, if any, harmless
against all liabilities, damages, costs, and expenses, including attorneys' fees, for personal injury, bodily injury
(including death) or property damage arising from any negligent or wrongful act or omission of Tenant or Tenant's employees,
officers, agents, servants, contractors, customers, clients, visitors, guests, or other licensees or invitees on or around
the Premises, or arising from any breach of this Lease by Tenant. Tenant shall use legal counsel reasonably acceptable to
Landlord in defense of any action within Tenant's defense obligation.


 


b.             
Indemnification by Landlord. Landlord shall defend, indemnify and hold Tenant harmless against all liabilities, damages,
costs, and expenses, including attorneys' fees, for personal injury, bodily injury (including death) or property damage
arising from any negligent or wrongful act or omission of Landlord or Landlord's employees, officers, agents, servants,
contractors, customers, clients, visitors, guests, or other licensees or invitees on or around the Premises, or arising from
any breach of this Lease by Landlord. Landlord shall use legal counsel reasonably acceptable to Tenant in defense of any
action within Landlord's defense obligation.


 


c.             
Waiver of Immunity. Landlord and Tenant each specifically and expressly waive any immunity that each may be granted under the
Washington State Industrial Insurance Act, Title 51 RCW. Neither party's indemnity obligations under this Lease shall be
limited by any limitation on the amount or type of damages, compensation, or benefits payable to or for any third party under
the Worker Compensation Acts, Disability Benefit Acts or other employee benefit acts.


 


d.             
Exemption of Landlord from Liability. Except to the extent of claims arising out of Landlord's gross negligence or
intentional misconduct, Landlord shall not be liable for injury to Tenant's business or assets or any loss of income
therefrom or for damage to any property of Tenant or of its employees, officers, agents, servants, contractors, customers,
clients, visitors, guests, or other licensees or invitees, or any other person in or about the Premises.


 








    	 



    	 



    

 





	 	©
                                         Commercial Brokers

        Association
        2011

        ALL
RIGHTS RESERVED

         

        CBA
        Form ST-NNN

        Single Tenant NNN Lease
	 
	 	Page
10 of 24	 


 


LEASE
AGREEMENT


(Single
Tenant For Entire Parcel - NNN)


 


e.             Survival.
The provisions of this Section 16 shall survive expiration or termination of this Lease.


 


17.         ASSIGNMENT
AND SUBLETTING. Tenant shall not assign, sublet, mortgage, encumber or otherwise transfer any interest in this Lease
(collectively referred to as a "Transfer") or any part of the Premises, without first obtaining Landlord's written
consent which shall not be unreasonably withheld, conditioned, or delayed. No Transfer shall relieve Tenant of any liability
under this Lease notwithstanding Landlord's consent to such Transfer. Consent to any Transfer shall not operate as a waiver
of the necessity for Landlord's consent to any subsequent Transfer. In connection with each request for consent to a
Transfer, Tenant shall pay the reasonable cost of processing same, including attorneys' fees, upon demand of Landlord, up to
a maximum of $1,250. Tenant may sublet to Deigo Pellicer Inc. without landlord approval.


 


If
Tenant is a partnership, limited liability company, corporation, or other entity, any transfer of this Lease by merger, consolidation,
redemption or liquidation, or any change in the ownership of, or power to vote, which singularly or collectively represents a
majority of the beneficial interest in Tenant, shall constitute a Transfer under this Section.


 


As
a condition to Landlord's approval, if given, any potential assignee or sublessee otherwise approved by Landlord shall assume
all obligations of Tenant under this Lease and shall be jointly and severally liable with Tenant and any guarantor, if required,
for the payment of Rent and performance of all terms of this Lease. In connection with any Transfer, Tenant shall provide Landlord
with copies of all assignments, subleases and assumption agreement or documents.


 


18.         LIENS. Tenant is not authorized to subject the Landlord's assets to any liens or claims of lien. Tenant shall keep the
Premises free from any liens created by or through Tenant. Tenant shall indemnify and hold Landlord harmless from liability
for any such liens including, without limitation, liens arising from any Alterations. If a lien is filed against the Premises
by any person claiming by, through or under Tenant, Tenant shall, within 10 days after Landlord's demand, at Tenant's
expense, either remove the lien or furnish to Landlord a bond in form and amount and issued by a surety satisfactory to
Landlord, indemnifying Landlord and the Premises against all liabilities, costs and expenses, including attorneys' fees,
which Landlord could reasonably incur as a result of such lien.

 


19.        
DEFAULT. The following occurrences shall each constitute a default by Tenant (an "Event of Default):

 


a.            
Failure To Pay. Failure by Tenant to pay any sum, including Rent, due under this Lease following five (5) days' notice
from Landlord of the failure to pay.


 


b.           
Vacation/Abandonment. Vacation by Tenant of the Premises (defined as an absence for at least fifteen (15) consecutive
days without prior notice to Landlord), or abandonment of the Premises (defined as an absence of five (5) days or more while
Tenant is in breach of some other term of this Lease). Tenant's vacation or abandonment of the Premises shall not be subject
to any notice or right to cure.


 


c.            
Insolvency. Tenant's insolvency or bankruptcy (whether voluntary or involuntary), or appointment of a receiver, assignee or
other liquidating officer for Tenant's business; provided, however, that in the event of any involuntary bankruptcy or other insolvency
proceeding, the existence of such proceeding shall constitute an
Event of Default only if such proceeding is not dismissed or vacated within sixty (60) days after its institution or commencement.


 






    	 



    	 



    

 





	 	©
                                         Commercial Brokers

        Association
        2011

        ALL
RIGHTS RESERVED

         

        CBA
        Form ST-NNN

        Single Tenant NNN Lease
	 
	 	Page
11 of 24	 


 


LEASE
AGREEMENT


(Single
Tenant For Entire Parcel - NNN)





 


d.           
Levy or Execution. The taking of Tenant's interest in this Lease or the Premises, or any part thereof, by execution or
other process of law directed against Tenant, or attachment of Tenant's interest in this Lease by any creditor of Tenant, if
such attachment is not discharged within fifteen (15) days after being levied.


 


e.            
Other Non-Monetary Defaults. The breach by Tenant of any agreement, term or covenant of this Lease other than one
requiring the payment of money and not otherwise enumerated in this Section or elsewhere in this Lease, which breach
continues for a period of thirty (30) days after notice by Landlord to Tenant of the breach.


 


f.             
Failure to Take Possession. Failure by Tenant to take possession of the Premises on the Commencement Date or failure by
Tenant to commence any Tenant's Work in a timely fashion.


 


Landlord
shall not be in default unless Landlord fails to perform obligations required of Landlord within a reasonable time, but in no
event less than thirty (30) days after notice by Tenant to Landlord. If Landlord fails to cure any such default within the allotted
time, Tenant's sole remedy shall be to seek actual money damages (but not consequential or punitive damages) for loss arising
from Landlord's failure to discharge its obligations under this Lease. Nothing herein contained shall relieve Landlord from its
duty to perform of any of its obligations to the standard prescribed in this Lease.


 


Any
notice periods granted herein shall be deemed to run concurrently with and not in addition to any default notice periods required
by law.


 


20.             REMEDIES.
Landlord shall have the following remedies upon an Event of Default. Landlord's rights
and remedies under this Lease shall be cumulative, and none shall exclude any other right or remedy allowed by law.


 


a.             Termination
of Lease. Landlord may terminate Tenant's interest under the Lease, but no act by Landlord other than notice of termination
from Landlord to Tenant shall terminate this Lease. The Lease shall terminate on the date specified in the notice of termination.
Upon termination of this Lease, Tenant will remain liable to Landlord for damages in an amount equal to the Rent and other sums
that would have been owing by Tenant under this Lease for the balance of the Lease term, less the net proceeds, if any, of any
reletting of the Premises by Landlord subsequent to the termination, after deducting all of Landlord's Reletting Expenses (as
defined below). Landlord shall be entitled to either collect damages from Tenant monthly on the days on which rent or other amounts
would have been payable under the Lease, or alternatively, Landlord may accelerate Tenant's obligations under the Lease and recover
from Tenant: (i) unpaid rent which had been earned at the time of termination; (ii) the amount by which the unpaid rent which
would have been earned after termination until the time of award exceeds the amount of rent loss that Tenant proves could reasonably
have been avoided; (iii) the amount by which the unpaid rent for the balance of the term of the Lease after the time of award
exceeds the amount of rent loss that Tenant proves could reasonably be avoided (discounting such amount by the discount rate of
the Federal Reserve Bank of San Francisco at the time of the award, plus 1%); and (iv) any other amount necessary to compensate
Landlord for all the detriment proximately caused by Tenant's failure to perform its obligations under the Lease, or which in
the ordinary course would be likely to result from the Event of Default, including without limitation Reletting Expenses described
in Section 20(b) below.


 






    	 



    	 



    

 





	 	©
                                         Commercial Brokers

        Association
        2011

        ALL
RIGHTS RESERVED

         

        CBA
        Form ST-NNN

        Single Tenant NNN Lease
	 
	 	Page
12 of 24	 


 


LEASE
AGREEMENT


(Single
Tenant For Entire Parcel - NNN)






 


b.             Re-Entry and
Reletting. Landlord may continue this Lease in full force and effect, and without demand or notice, re-enter and take possession of the Premises or any part thereof, expel the Tenant from the Premises
and anyone claiming through or under the Tenant, and remove the personal property of either. Landlord may relet the Premises, or
any part of them, in Landlord's or Tenant's name for the account of Tenant, for such period of time and at such other terms and
conditions as Landlord, in its discretion, may determine. Landlord may collect and receive the rents for the Premises. To the fullest
extent permitted by law, the proceeds of any reletting shall be applied: first, to pay Landlord all Reletting Expenses (defined
below); second, to pay any indebtedness of Tenant to Landlord other than rent; third, to the rent due and unpaid hereunder; and
fourth, the residue, if any, shall be held by Landlord and applied in payment of other or future obligations of Tenant to Landlord
as the same may become due and payable, and Tenant shall not be entitled to receive any portion of such revenue. Re-entry or taking
possession of the Premises by Landlord under this Section shall not be construed as an election on Landlord's part to terminate
this Lease, unless a notice of termination is given to Tenant. Landlord reserves the right following any re-entry or reletting,
or both, under this Section to exercise its right to terminate the Lease. Tenant will pay Landlord the Rent and other sums which
would be payable under this Lease if repossession had not occurred, less the net proceeds, if any, after reletting the Premises
and after deducting Landlord's Reletting Expenses. "Reletting Expenses" is defined to include all expenses incurred by
Landlord in connection with reletting the Premises, including without limitation, all repossession costs, brokerage commissions
and costs for securing new tenants, attorneys' fees, remodeling and repair costs, costs for removing persons or property, costs
for storing Tenant's property and equipment, and costs of tenant improvements and rent concessions granted by Landlord to any new
Tenant, prorated over the life of the new lease.


 


c.             Waiver of Redemption
Rights. Tenant, for itself, and on behalf of any and all persons claiming through or under Tenant, including creditors of all kinds, hereby waives and surrenders all rights and privileges which
they may have under any present or future law, to redeem the Premises or to have a continuance of this Lease for the Lease term,
or any extension thereof.


 


d.             Nonpayment
of Additional Rent. All costs which Tenant is obligated to pay to Landlord pursuant to this Lease shall in the event of nonpayment be treated as if they were payments of Rent, and Landlord shall have the
same rights it has with respect to nonpayment of Rent.


 


e.             Failure to Remove Property.
If Tenant fails to remove any of its property from the Premises at Landlord's request following an uncured Event of Default,
Landlord may, at its option, remove and store the property at Tenant's expense and risk. If Tenant does not pay the storage cost
within five (5) days of Landlord's request, Landlord may, at its option, have any or all of such property sold at public or private
sale (and Landlord may become a purchaser at such sale), in such manner as Landlord deems proper, without notice to Tenant. Landlord
shall apply the proceeds of such sale: (i) to the expense of such sale, including reasonable attorneys' fees actually incurred;
(ii) to the payment of the costs or charges for storing such property; (iii) to the payment of any other sums of money which may
then be or thereafter become due Landlord from Tenant under any of the terms hereof; and (iv) the balance, if any, to Tenant.
Nothing in this Section shall limit Landlord's right to sell Tenant's personal property as permitted by law or to foreclose Landlord's
lien for unpaid rent.


 






    	 



    	 



    

 





	 	©
                                         Commercial Brokers

        Association
        2011

        ALL
RIGHTS RESERVED

         

        CBA
        Form ST-NNN

        Single Tenant NNN Lease
	 
	 	Page
13 of 24	 


 


LEASE AGREEMENT


(Single Tenant For Entire Parcel - NNN)


 


21.            MORTGAGE
SUBORDINATION AND ATTORNMENT. This Lease shall automatically be subordinate to any mortgage or deed of trust created by Landlord
which is now existing or hereafter placed upon the Premises including any advances, interest, modifications, renewals, replacements
or extensions ("Landlord's Mortgage"). Tenant shag attorn to the holder of any Landlord's Mortgage or any party acquiring
the Premises at any sale or other proceeding under any Landlord's Mortgage provided the acquiring party assumes the obligations
of Landlord under this Lease. Tenant shall promptly and in no event later than fifteen (15) days after request execute, acknowledge
and deliver documents which the holder of any Landlord's Mortgage may reasonably require as further evidence of this subordination
and attornment. Notwithstanding the foregoing, Tenant's obligations under this Section to subordinate in the future are conditioned
on the holder of each Landlord's Mortgage and each party acquiring the Premises at any sale or other proceeding under any such
Landlord's Mortgage not disturbing Tenant's occupancy and other rights under this Lease, so long as no uncured Event of Default
by Tenant exists.


 


22.            NON-WAIVER.
Landlord's waiver of any breach of any provision contained in this Lease shall not be deemed to be a waiver of the same provision
for subsequent acts of Tenant. The acceptance by Landlord of Rent or other amounts due by Tenant hereunder shall not be deemed
to be a waiver of any previous breach by Tenant.


 


23.            HOLDOVER.
If Tenant shall, without the written consent of Landlord, remain in possession of the Premises and fail to return them to
Landlord after the expiration or termination of the term, the tenancy shall be a holdover tenancy and shall be on a month-to-month
basis, which may be terminated according to Washington law. During such tenancy, Tenant agrees to pay to Landlord 150% of the
rate of rental last payable under this Lease, unless a different rate is agreed upon by Landlord. All other terms of the Lease
shall remain in effect. Tenant acknowledges and agrees that this Section does not grant any right to Tenant to holdover, and that
Tenant may also be liable to Landlord for any and all damages or expenses which Landlord may have to incur as a result of Tenant's
holdover.


 


24.            NOTICES.
All notices under this Lease shall be in writing and effective (i) when delivered in person or via overnight courier to the
other party, (ii) three (3) days after being sent by registered or certified mail to the other party at the address set forth
in Section 1; or (iii) upon confirmed transmission by facsimile to the other party at the facsimile numbers set forth in Section
1. The addresses for notices and payment of rent set forth in Section 1 may be modified by either party only by written notice
delivered in conformance with this Section.


 


25.            COSTS
AND ATTORNEYS' FEES. If Tenant or Landlord engage the services of an attorney to collect monies due or to bring any action
for any relief against the other, declaratory or otherwise, arising out of this Lease, including any suit by Landlord for the
recovery of Rent or other payments, or possession of the Premises, the losing party shall pay the prevailing party a reasonable
sum for attorneys' fees in such action, whether in mediation or arbitration, at trial, on appeal, and in any bankruptcy proceeding. 


 






    	 



    	 



    

 





	 	©
                                         Commercial Brokers

        Association
        2011

        ALL
RIGHTS RESERVED

         

        CBA
        Form ST-NNN

        Single Tenant NNN Lease
	 
	 	Page
14 of 24	 


 


LEASE AGREEMENT


(Single Tenant For Entire Parcel -
NNN)


 


26.            ESTOPPEL CERTIFICATES.
Tenant shall, from time to time, upon written request of Landlord, execute, acknowledge and deliver to Landlord or its designee
a written statement specifying the following, subject to any modifications necessary to make such statements true and complete:
(i) the total rentable square footage of the Premises; (ii) the date the Lease term commenced and the date it expires; (iii) the
amount of minimum monthly Rent and the date to which such Rent has been paid; (iv) that this Lease is in full force and effect
and has not been assigned, modified, supplemented or amended in any way; (v) that this Lease represents the entire agreement between
the parties; (vi) that all obligations under this Lease to be performed by either party have been satisfied; (vii) that there
are no existing claims, defenses or offsets which the Tenant has against the enforcement of this Lease by Landlord; (viii) the
amount of Rent, if any, that Tenant paid in advance; (ix) the amount of security that Tenant deposited with Landlord; (x) if
Tenant has sublet all or a portion of the Premises or assigned its interest in the Lease and to whom; (xi)    if
Tenant has any option to extend the Lease or option to purchase the Premises; and (xii) such other factual matters concerning
the Lease or the Premises as Landlord may reasonably request. Tenant acknowledges and agrees that any statement delivered pursuant
to this Section may be relied upon by a prospective purchaser of Landlord's interest or assignee of any mortgage or new mortgagee
of Landlord's interest in the Premises. If Tenant shall fail to respond within ten (10) days to Landlord's request for the statement
required by this Section, Landlord may provide the statement and Tenant shall be deemed to have admitted the accuracy of the information
provided by Landlord.


 


27.            TRANSFER OF
LANDLORD'S INTEREST. This Lease shall be assignable by Landlord without the consent of Tenant. In the event of any transfer
or transfers of Landlord's interest in the Premises, other than a transfer for collateral purposes only, upon the assumption of
this Lease by the transferee, Landlord shall be automatically relieved of obligations and liabilities accruing from and after
the date of such transfer, including any liability for any retained security deposit or prepaid rent, for which the transferee
shall be liable, and Tenant shall attorn to the transferee.


 


28.            LANDLORD'S
LIABILITY. Anything in this Lease to the contrary notwithstanding, covenants, undertakings and agreements herein made on the
part of Landlord are made and intended not as personal covenants, undertakings and agreements for the purpose of binding Landlord
personally or the assets of Landlord but are made and intended for the purpose of binding only the Landlord's interest in the
Premises, as the same may from time to time be encumbered. In no event shall Landlord or its partners, shareholders, or members,
as the case may be, ever be personally liable hereunder.


 


29.            RIGHT TO PERFORM.
If Tenant shall fail to timely pay any sum or perform any other act on its part to be performed hereunder, Landlord may make
any such payment or perform any such other act on Tenant's behalf. Tenant shall, within ten (10) days of demand, reimburse Landlord
for its expenses incurred in making such payment or performance. Landlord shall (in addition to any other right or remedy of Landlord
provided by law) have the same rights and remedies in the event of the nonpayment of sums due under this Section as in the case
of default by Tenant in the payment of Rent.


 






    	 



    	 



    

 





	 	©
                                         Commercial Brokers

        Association
        2011

        ALL
RIGHTS RESERVED

         

        CBA
        Form ST-NNN

        Single Tenant NNN Lease
	 
	 	Page
15 of 24	 


 


LEASE AGREEMENT


(Single Tenant For Entire Parcel -
NNN)



 


30.            HAZARDOUS MATERIAL.
As used herein, the term "Hazardous Material" means any hazardous, dangerous, toxic or harmful substance, material
or waste including biomedical waste which is or becomes regulated by any local governmental authority, the State of Washington
or the United States Government, due to its potential harm to the health, safety or welfare of humans or the environment. Landlord
represents and warrants to Tenant that, to Landlord's knowledge without duty of investigation, there is no Hazardous Material
on, in, or under the Premises as of the Commencement Date except as may otherwise have been disclosed to Tenant in writing before
the execution of this Lease. If there is any Hazardous Material on, in, or under the Premises as of the Commencement Date which
has been or thereafter becomes unlawfully released through no fault of Tenant, then Landlord shall indemnify, defend and hold
Tenant harmless from any and all claims, judgments, damages, penalties, fines, costs, liabilities or losses including without
limitation sums paid in settlement of claims, attorneys' fees, consultant fees and expert fees, incurred or suffered by Tenant
either during or after the Lease term as the result of such contamination. Tenant shall not cause or permit any Hazardous Material
to be brought upon, kept, or used in or about, or disposed of on the Premises by Tenant, its employees, officers, agents, servants,
contractors, customers, clients, visitors, guests, or other licensees or invitees, except with Landlord's prior consent and then
only upon strict compliance with all applicable federal, state and local laws, regulations, codes and ordinances. If Tenant breaches
the obligations stated in the preceding sentence, then Tenant shall indemnify, defend and hold Landlord harmless from any and
all claims, judgments, damages, penalties, fines, costs, liabilities or losses including, without limitation, diminution in the
value of the Premises; damages for the loss or restriction on use of rentable or usable space or of any amenity of the Premises,
or elsewhere; damages arising from any adverse impact on marketing of space at the Premises; and sums paid in settlement of claims,
attorneys' fees, consultant fees and expert fees incurred or suffered by Landlord either during or after the Lease term. These
indemnifications by Landlord and Tenant include, without limitation, costs incurred in connection with any investigation of site
conditions or any clean-up, remedial, removal or restoration work, whether or not required by any federal, state or local governmental
agency or political subdivision, because of Hazardous Material present in the Premises, or in soil or ground water on or under
the Premises. Tenant shall immediately notify Landlord of any inquiry, investigation or notice that Tenant may receive from any
third party regarding the actual or suspected presence of Hazardous Material on the Premises.


 


Without limiting the foregoing, if the presence of any Hazardous Material brought upon,
kept or used in or about the Premises by Tenant, its employees, officers, agents, servants, contractors, customers, clients, visitors,
guests, or other licensees or invitees, results in any unlawful release of any Hazardous Materials on the Premises or any other
property, Tenant shall promptly take all actions, at its sole expense, as are necessary to return the Premises or any other property
to the condition existing prior to the release of any such Hazardous Material; provided that Landlord's approval of such actions
shall first be obtained, which approval may be withheld at Landlord's sole discretion. The provisions of this Section shall survive
expiration or termination of this Lease.


 


31.            QUIET ENJOYMENT.
So long as Tenant pays the Rent and performs all of its obligations in this Lease, Tenant's possession of the Premises will
not be disturbed by Landlord or anyone claiming by, through or under Landlord.


 


32.            MERGER. The
voluntary or other surrender of this Lease by Tenant, or a mutual cancellation thereof, shall not work a merger and shall, at
the option of Landlord, terminate all or any existing subtenancies or may, at the option of Landlord, operate as an assignment
to Landlord of any or all of such subtenancies.


 


33.            GENERAL.


 


a.             Heirs and Assigns. This Lease shall apply to and be binding upon Landlord and Tenant and their respective heirs, executors,
administrators, successors and assigns.


 


b.             Brokers' Fees. Tenant represents and warrants to Landlord that except for Tenant's Broker, if any, described or disclosed
in Section 35 of this Lease, it has not engaged any broker, finder or other person who would be entitled to any commission or
fees for the negotiation, execution or delivery of this Lease and shall indemnify and hold harmless Landlord against any loss,
cost, liability or expense incurred by Landlord as a result of any claim asserted by any such broker, finder or other person on
the basis of any arrangements or agreements made or alleged to have been made by or on behalf of Tenant. Landlord represents and
warrants to Tenant that except for Landlord's Broker, if any, described and disclosed in Section 35 of this Lease, it has not
engaged any broker, finder or other person who would be entitled to any commission or fees for the negotiation, execution or delivery
of this Lease and shall indemnify and hold harmless Tenant against any loss, cost, liability or expense incurred by Tenant as
a result of any claim asserted by any such broker, finder or other person on the basis of any arrangements or agreements made
or alleged to have been made by or on behalf of Landlord.


 



    	 



    	 



    

 





	 	©
                                         Commercial Brokers

        Association
        2011

        ALL
RIGHTS RESERVED

         

        CBA
        Form ST-NNN

        Single Tenant NNN Lease
	 
	 	Page
16 of 24	 


 





LEASE AGREEMENT


(Single Tenant For Entire Parcel
- NNN)



 


c.             Entire Agreement. This Lease contains all of the covenants and agreements between Landlord and Tenant relating to the Premises.
No prior or contemporaneous agreements or understandings pertaining to the Lease shall be valid or of any force or effect and
the covenants and agreements of this Lease shall not be altered, modified or amended to except in writing signed by Landlord and
Tenant.


 


d.             Severability. Any provision of this Lease which shall prove to be invalid, void or illegal shall in no way affect, impair
or invalidate any other provision of this Lease.


 


e.             Force Majeure. Time periods for either party's performance under any provisions of this Lease (excluding payment of Rent)
shall be extended for periods of time during which the party's performance is prevented due to circumstances beyond such party's
control, including without limitation, fires, floods, earthquakes, lockouts, strikes, embargoes, governmental regulations, acts
of God, public enemy, war or other strife.


 


f.              Governing Law. This Lease shall be governed by and construed in accordance with the laws of the State of Washington.


 


g.             Memorandum of Lease. Neither this Lease nor any memorandum or "short form" thereof shall be recorded without Landlord's
prior consent.


 


h.             Submission of Lease Form Not an Offer. One party's submission of this Lease to the other for review shall not constitute an
offer to lease the Premises. This Lease shall not become effective and binding upon Landlord and Tenant until it has been fully
signed by both of them.


 


i.              No Light, Air or View Easement. Tenant has not been granted an easement or other right for light, air or view to or from the
Premises. Any diminution or shutting off of light, air or view by any structure which may be erected on or adjacent to the Premises
shall in no way effect this Lease or the obligations of Tenant hereunder or impose any liability on Landlord.


 


j.              Authority of Parties. Each party signing this Lease represents and warrants to the other that it has the authority to enter
into this Lease, that the execution and delivery of this Lease has been duly authorized, and that upon such execution and delivery,
this Lease shall be binding upon and enforceable against the party on signing.


 


k.             Time.
"Day" as used herein means a calendar day and "business day" means any day on which commercial banks are
generally open for business in the state where the Premises are situated. Any period of time which would otherwise end on a non-business
day shall be extended to the next following business day. Time is of the essence of this Lease.


 


L.             LANDLORD'S
OPTION To TERMINATE. SHOULD ANY GOVERNMENTAL AGENCY REQUEST TENANT TO SEIZE OPERATIONS, CLOSE BUSINESS,
AND/OR VACATE, TENANT SHALL VACATE WITHIN THIRTY (30) DAYS WRITTEN NOTICE FROM SUCH GOVERNMENTAL AGENCY AND/OR LANDLORD. UPON
TERMINATION, TENANT SHALL BE RESPONSIBLE FOR PAYMENT TO LANDLORD OF ANY UNAMORTIZED REAL ESTATE COMMISSIONS, FORFEIT SECURITY
DEPOSIT AND LAST MONTHS RENT, AND RETURN THE PREMISES TO ITS ORIGINAL CONDITION AT LANDLORD'S DISCRETION. 






    	 



    	 



    

 





	 	©
                                         Commercial Brokers

        Association
        2011

        ALL
RIGHTS RESERVED

         

        CBA
        Form ST-NNN

        Single Tenant NNN Lease
	 
	 	Page
17 of 24	 


 





LEASE AGREEMENT


(Single Tenant For Entire Parcel
- NNN)



 


IN ADDITION, TENANT GRANTS TO LANDLORD
THE RIGHT TO TERMINATE THIS LEASE AFTER SEPTEMBER 30, 2018 ON THE FOLLOWING TERMS AND CONDITIONS:


 


(A)          LANDLORD'S RIGHT TO TERMINATE THIS LEASE SHALL BE CONDITIONED UPON EITHER: (I) LANDLORD DETERMINING IN ITS SOLE DISCRETION
THAT SUCH TERMINATION IS REQUIRED FOR THE REDEVELOPMENT, MODIFICATION, OR RECONSTRUCTION OF THE PREMISES; OR LANDLORD DETERMINING
IN ITS SOLE DISCRETION THAT SUCH TERMINATION IS REQUIRED BY THE SALE OF THE PREMISES.


 


(B)          LANDLORD MAY EXERCISE ITS RIGHT TO TERMINATE THIS LEASE BY PROVIDING TENANT WITH WRITTEN NOTICE OF TERMINATION, WHICH NOTICE SHALL
SET FORTH THE DATE THE LEASE WILL TERMINATE. IN NO EVENT SHALL THE DATE OF TERMINATION OCCUR ANY SOONER THAN TWELVE (12) MONTHS
AFTER LANDLORD'S ISSUANCE OF THE NOTICE OF TERMINATION.


 


(C)          ON OR BEFORE THE TERMINATION DATE SET FORTH IN THE NOTICE, TENANT WILL SURRENDER POSSESSION OF THE PREMISES TO LANDLORD
IN ACCORDANCE WITH THE PROVISION OF THIS LEASE, AS IF THE TERMINATION DATE WERE THE EXPIRATION DATE OF THIS LEASE AND UPON TERMINATION,
LANDLORD AND TENANT WILL BE RELIEVED OF THEIR OBLIGATIONS UNDER THIS LEASE, EXCEPT FOR THOSE ACCRUING BEFORE THE TERMINATION DATE.


 


(D)          LANDLORD'S RIGHT TO TERMINATE AS PROVIDED IN THIS SECTION IS MATERIAL CONSIDERATION FOR LANDLORD ENTERING INTO THIS LEASE AND
LANDLORD IS RELYING ON THIS RIGHT OF TERMINATION IN EXECUTING AND DELIVERING THIS LEASE. BUT FOR THE RIGHT OF TERMINATION GRANTED
HEREIN, LANDLORD WOULD NOT ENTER INTO THIS LEASE.


 


M.            TENANT'S
OPTION To TERMINATE. IF THERE IS A CHANGE IN THE EXISTING LAWS GOVERNING THE LEGALITY OF TENANT'S
BUSINESS, OR IN THE ENFORCEMENT OF EXISTING LAWS, WHICH MAKE IT IMPOSSIBLE TO CONTINUE OPERATING UNDER THE STATED USE,
OR A SIMILAR USE ACCEPTABLE TO TENANT, TENANT SHALL BE ALLOWED TO TERMINATE THE REMAINDER OF THIS LEASE WITHIN SIXTY (60)
DAYS WRITTEN NOTICE TO LANDLORD. UPON TERMINATION, TENANT SHALL BE RESPONSIBLE FOR PAYMENT TO LANDLORD OF ANY UNAMORTIZED
REAL ESTATE COMMISSIONS, FORFEIT SECURITY DEPOSIT AND LAST MONTHS RENT, AND RETURN THE PREMISES TO ITS ORIGINAL CONDITION AT
LANDLORD'S DISCRETION. TENANT MAY EXERCISE OPTION TO TERMINATE, IN ITS SOLE DISCRETION, IN THE EVENT DIEGO PELLICER INC IS
NOT GRANTED A MARIJUANA RETAIL LICENSE BY WASHINGTON LIQUOR CONTROL BOARD.


 


N.             TENANTS RIGHT OF FIRST REFUSAL To PURCHASE PROPERTY: DURING THE LEASE TERM;

TENANT SHALL HAVE A ONE TIME RIGHT OF FIRST REFUSAL TO PURCHASE THE PROPERTY FOR THE SAME PRICE AND IN ACCORDANCE WITH THE
SAME TERMS AND CONDITIONS AS MAY BE TENDERED TO LANDLORD IN A BONA FIDE OFFER TO PURCHASE BY A PROSPECTIVE PURCHASER.
TENANT SHALL HAVE TEN (10) DAYS FOLLOWING RECEIPT OF WRITTEN NOTICE FROM LANDLORD INDICATING LANDLORD'S INTENT TO ACCEPT
THE SUBJECT OFFER, TOGETHER WITH A COPY OF THE PROPOSED PURCHASE AND SALE AGREEMENT, IN WHICH TO NOTIFY LANDLORD IN WRITING OF
TENANT'S INTENT TO PURCHASE THE PROPERTY FOR THE SAME PURCHASE PRICE AND ON THE SAME TERMS AND CONDITIONS AS SET FORTH IN LANDLORD'S
WRITTEN NOTICE. IF TENANT FAILS TO NOTIFY LANDLORD IN WRITING OF TENANT'S ELECTION TO PURCHASE THE PROPERTY, TENANT'S RIGHT OF
FIRST REFUSAL SHALL BE NULL AND VOID, AND LANDLORD IRREVOCABLY MAY THEN SELL THE PROPERTY TO THE THIRD PARTY.


 


TENANT UNDERSTANDS THAT LANDLORD
CONSISTS OF TWO (2) INDIVIDUALS. SHOULD ONE (1) OF THE INDIVIDUALS WANT TO BUY THE OTHER INDIVIDUALS SHARE OF THE
PROPERTY, TENANTS RIGHT OF FIRST REFUSAL TO PURCHASE PROPERTY SHALL NOT INHIBIT THE INDIVIDUALS RIGHT TO PURCHASE THE OTHER
INDIVIDUALS SHARE OF THE PROPERTY. 






    	 



    	 



    

 





	 	©
                                         Commercial Brokers

        Association
        2011

        ALL
RIGHTS RESERVED

         

        CBA
        Form ST-NNN

        Single Tenant NNN Lease
	 
	 	Page
18 of 24	 


 


LEASE AGREEMENT


(Single Tenant For Entire Parcel
- NNN)


 


34.           EXHIBITS AND
RIDERS. The following exhibits and riders are made a part of this Lease, and the terms thereof shall control over any inconsistent
provision in the sections of this Lease:


 


Exhibit A: Legal Description of
the Property


Exhibit B — Tenant Improvement
Schedule


 


CHECK THE BOX FOR ANY OF THE FOLLOWING
THAT WILL APPLY. CAPITALIZED TERM USED IN THE RIDERS SHALL HAVE THE MEANING GIVEN TO THEM IN THE LEASE.


 


☒              Rent
Rider


☐              Arbitration
Rider


☐              Letter
of Credit Rider


☐              Guaranty
of Tenant's Lease Obligations Rider


☒              Option
to Extend Rider


 


35.           AGENCY
DISCLOSURE. At the signing of this Lease, Landlord is represented by None (insert both the name of the Broker and the Firm
as licensed) (the "Landlord's Broker"), and Tenant is represented by Paul Jacobson with Regency Group, Inc. (insert
both the name of the Broker and the Firm as licensed) (the "Tenant's Broker").


 

This Agency Disclosure creates
an agency relationship between Landlord, Landlord's Broker (if any such person is disclosed), and any managing brokers who supervise
Landlord's Broker's performance (collectively the "Supervising Brokers"). In addition, this Agency Disclosure creates
an agency relationship between Tenant, Tenant's Broker (if any such person is disclosed), and any managing brokers who supervise
Tenant's Broker's performance (also collectively the "Supervising Brokers"). If Tenant's Broker and Landlord's Broker
are different real estate licensees affiliated with the same Firm, then both Tenant and Landlord confirm their consent to that
Firm and both Tenant's and Landlord's Supervising Brokers acting as dual agents. If Tenant's Broker and Landlord's Broker are
the same real estate licensee who represents both parties, then both Landlord and Tenant acknowledge that the Broker, his or her
Supervising Brokers, and his or her Firm are acting as dual agents and hereby consent to such dual agency. If Tenants' Broker,
Landlord's Broker, their Supervising Brokers, or their Firm are dual agents, Landlord and Tenant consent to Tenant's Broker, Landlord's
Broker and their Firm being compensated based on a percentage of the rent or as otherwise disclosed on the attached addendum.
Neither Tenant's Broker, Landlord's Broker nor either of their Firms are receiving compensation from more than one party to this
transaction unless otherwise disclosed on an attached addendum, in which case Landlord and Tenant consent to such compensation.
Landlord and Tenant confirm receipt of the pamphlet entitled "The Law of Real Estate Agency."


 


36.            COMMISSION
AGREEMENT. If Landlord has not entered into a listing agreement (or other compensation agreement with  TENANT'S
Broker), Landlord agrees to pay a commission to TENANT'S Broker (as identified in the Agency Disclosure paragraph above)
as follows:


☒             $7,500.00


☐             _____%
of the gross rent payable pursuant to the lease


☐             $_____
per square foot of the Permises


☐             Other
_____ 






    	 



    	 



    

 





	 	©
                                         Commercial Brokers

        Association
        2011

        ALL
RIGHTS RESERVED

         

        CBA
        Form ST-NNN

        Single Tenant NNN Lease
	 
	 	Page
19 of 24	 


 


LEASE AGREEMENT


(Single Tenant For Entire Parcel - NNN)


 


Landlord's
Broker ☐ shall ☐ shall not (shall not if not filled in) be entitled to a commission upon the extension by Tenant of
the Lease term pursuant to any right reserved to Tenant under the Lease calculated
☐ as provided above or ☐ as follows ______ (if no box is checked, as provided above). Landlord's Broker ☐ shall
☐ shall not (shall not if not filled in) be entitled to a commission upon the extension by Tenant of the Lease term pursuant
to any right reserved to Tenant under the Lease calculated ☐ as
provided above or ☐ as
follows ______ (if no box is checked, as provided above). Landlord's Broker ☐ shall ☐
shall not (shall not if not filled in) be entitled to a commission
upon any expansion of Premises pursuant to any right reserved to Tenant under the Lease, calculated ☐ as provided
above or ☐ as follows_______ (if no box is checked, as provided above).


 


Any
commission shall be earned upon execution of this Lease, and paid one-half upon execution of the Lease, and one-half upon occupancy
of the Premises by Tenant AND TENANT BEING OPEN FOR BUSINESS.


 





If
any other lease or sale is entered into between Landlord and Tenant pursuant to a right reserved to Tenant under the Lease, Landlord
☐ shall ☐ shall not (shall not if not filled in) pay an additional commission according to any commission agreement
or, in the absence of one, according to the commission schedule of Landlord's Broker in effect as of the execution of this Lease.
Landlord's successor shall be obligated to pay any unpaid commissions upon any transfer of this Lease and any such transfer shall
not release the transferor from liability to pay such commissions.


 






    	 



    	 



    

 







 


 






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	 	©
                                         Commercial Brokers

        Association
        2011

        ALL
RIGHTS RESERVED

         

        CBA
        Form ST-NNN

        Single Tenant NNN Lease
	 
	 	Page
          23 of 24	 


 


LEASE
AGREEMENT


(Single
Tenant For Entire Parcel - NNN)


 


EXHIBIT
A


[Legal
Description of the Property]


 


A
unit of land with a 3,700 square foot (approximate size) building located in the state of Washington within the county
of King, with an address of 2215 4th Ave. S., Seattle, WA 98134-1516. Tax parcel number 766620-5165.
BLK 293
Lot 3 Seattle Tide LDS.


 


Exhibit A


 






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	 	©
                                         Commercial Brokers

        Association
        2011

        ALL
RIGHTS RESERVED

         

        CBA
        Form ST-NNN

        Single Tenant NNN Lease
	 
	 	Page
          24 of 24	 


 








LEASE
AGREEMENT


(Single
Tenant For Entire Parcel - NNN)


 


EXHIBIT
B


 


[Tenant
Improvement Schedule (Landlord's Work)]


 


	1.	Tenant Improvements to be Completed by Landlord




 


Tenant
accepts the Premises in an "as is," "where is," "with all faults" condition. However, Landlord at
Landlord's expense will replace the metal roof over the back warehouse portion of the building prior to December 1, 2013. Tenant
shall cooperate with Landlords contractors.


 


	2.	Tenant Improvements to be Completed by Tenant




 


Tenant
at Tenant's expense shall make floor plan, decor, security and air filtration modifications as necessary with Landlord's approval,
which shall not unreasonably be delayed or withheld. All construction work shall be completed to building code and, as necessary,
by licensed bonded contractors.


 






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OPTION TO EXTEND
RIDER


 


This
Option to Extend Rider ("Rider") is made part of the Lease Agreement dated September 19, 2013 (the "Lease")
between M-P Properties ("Landlord") and Diego Pellicer Worldwide, Inc., a Delaware corporation ("Tenant")
concerning the Premises located at the property commonly known as 2215 4th Ave S., Seattle, WA 98134 (the "Property").


 


	1.	Extension
                                         of Lease. Provided Tenant is not in default of any provision of the Lease at the
                                         time that Tenant exercises the right to extend the Lease or at the time the new term
                                         begins, Tenant shall have one (1) successive option to extend the term of the Lease for
                                         five (5) years. The term of the Lease shall be extended on the same terms, conditions
                                         and covenants set forth in the Lease, except that (i) the amount of the Base Rent stated
                                         in the Lease shall be adjusted as set forth below; (ii) there shall be no free or abated
                                         rent periods, tenant improvement allowances or other concessions that may have been granted
                                         to Tenant at the beginning of the initial term hereof; and (iii) after exercise of Tenant's
                                         final extension term option, there shall be no further extension or renewal term options.



 


	2.	Notice.
                                         To extend the Lease, Tenant must deliver written notice to Landlord not less than
                                         one hundred twenty (120) days prior to the expiration of the then-current Lease term.
                                         Time is of the essence of this Rider.



 


	3.	Base
                                         Rent.



 





	Term	Base Monthly Rent
	10/1/18 — 9/30/19	$7,126.12 plus NNN's
	10/1/19 — 9/30/20	$7,375.53 plus NNN's
	10/1/20 — 9/30/21	$7,633.68 plus NNN's
	10/1/21 — 9/30/22	$7,900.85 plus NNN's
	10/1/22
    — 9/30/23	$8,177.38 plus NNN's