Exhibit 10.22





 



    	 	1	 



     


    

 


Property Address: 353 College Avenue Santa Rosa, CA 94501


 





		9.	INDEMNIFICATION
                                         OF LESSOR. Lessor will not be liable for any damage or injury to Lessee, or any other
                                         person, or to any property, occurring on the premises. Lessee agrees to hold Lessor harmless
                                         from arty claims for damages arising out of Lessee's use of the premises, and to indemnify
                                         Lessor far any expense incurred by Lessor in defending any such claims.
	 	 	 
		10.	POSSESSION.
                                         If Lessor is unable so deliver possession of the premises at the commencement date set
                                         forth above, Lessor will not be liable for any damage caused by the delay, nor will this
                                         Lease be void or voidable, but Lessee will not be liable for any rent until possession
                                         is delivered. Lessee may terminate this Lease if possession is not delivered within na
                                         days of the commencement terns item 1.
	 	 	 
		11.	LESSEE'S
                                         INSURANCE. Lessee, at his or her expense, will maintain plate glass, public liability,
                                         and property damage Insurance insuring Lessee and Lessor with minimum coverage as follows: $1,000
                                         000 per occurrence Lessee will provide Lessor with a Certificate of Insurance showing
                                         lessor as additional insured. The policy will require ten (10) day's written notice to
                                         lessor prior to cancellation or material change of coverage.
	 	 	 
		12.	LESSOR'S
                                         INSURANCE. Lessor will maintain hazard insurance covering one hundred percent (100%)
                                         actual cash value of the improvements throughout the Lease term. Lessor's insurance will
                                         not insure Lessee's personal property, leasehold improvements, or trade fixtures.
	 	 	 
		13.	SUBROGATION.
                                         To the maximum extent permitted by insurance policies which may be owned by the parties,
                                         Lessor and Lessee waive any and all rights of subrogation against each other which might
                                         otherwise exist.
	 	 	 
		14.	UTILITIES.
                                         Lessee agrees that he or she will be responsible for the payment of all utilities,
                                         including water, gas, electricity, heat and other services delivered to the premises,
                                         except:__________________________________
	 	 	 
		15.	SIGNS.
                                         Lessee will not place, maintain, nor permit any sign or awning on any exterior door,
                                         wail, or window of the premises without the express written consent of Lessor, which
                                         will not be unreasonably withheld, and of appropriate governmental authorities.
	 	 	 
		16.	ABANDONMENT
                                         OF PREMISES. Lessee will not vacate or abandon the premises at anytime during the
                                         term of this Lease. If Lessee does abandon or vacate the premises, or is dispossessed
                                         by process of law, or otherwise, any personal property belonging to Lessee left on the
                                         premises will be deemed to be abandoned, at the option of Lessor.
	 	 	 
		17.	CONDEMNATION.
                                         If any part of the premises is condemned for public use, and a part remains which
                                         is susceptible of occupation by Lessee, this Lease will, as to the part taken, terminate
                                         as of the date the condemnor acquires possession. Lessee will be required to pay such
                                         proportion of the rent for the remaining term as the value of the premises remaining
                                         bears to the total value of the premises at the date elf condemnation; provided, however,
                                         that either party may, at his or her option, terminate this lease as of the date the
                                         condemnor acquires possession. In the event that the premises are condemned in whole,
                                         or the remainder is not susceptible for use by the Lessee, this Lease will terminate
                                         upon the date which the condemnor acquires possession. All sums which may be payable
                                         on account of arty condemnation will belong solely to the Lessor; except that Lessee
                                         will be entitled to retain any amount awarded to him or her for his or her trade fixtures
                                         arid moving expenses.
	 	 	 
		l8.	TRADE
                                         FIXTURES. Any and all improvements made to the premises during the term will belong
                                         to the Lessor, except trade fixtures of the Lessee. Lessee may, upon termination, remove
                                         all his or her trade fixtures, but will pay for all costs necessary to repair any damage
                                         to the premises occasioned by the removal.
	 	 	 
		19.	DESTRUCTION
                                         OF PREMISES. In the event of a partial destruction of the premises during the term,
                                         from any cause except act4. qr omission of Lessee, Lessor will promptly repair
                                         the premises, provided that such repairs can be reasonably made within sixty (60) days.
                                         Such partial destruction will not terminate this Lease, except that Lessee will be entitled
                                         to a proportionate reduction of rent which such repairs are being made, based upon the
                                         extent to which the making of such repairs interferes with the business of Lessee on
                                         the premises. If the repairs cannot be made within sixty (6) days, this Lease may be
                                         terminated at the option of either party by giving written notice to the other party
                                         within the sixty (60) day period.
	 	 	 
		20.	HAZARDOUS
                                         MATERIALS. Lessee will not use, store, or dispose of any hazardous substances upon
                                         the premises, except the use and storage of such substances that are customarily used
                                         in Lessee's business, and are in compliance with all environmental laws. Hazardous substances
                                         means any hazardous waste, substance or toxic materials regulated under any environmental
                                         laws or regulations applicable to the property. Lessee will be responsible for the cost
                                         of removal of any toxic contamination cause by Lessee's use of the premises.
	 	 	 
		21.	INSOLVENCY.
                                         The appointment of a receiver, an assignment for the benefits of creditors, or the
                                         filing of a petition in bankruptcy by or against Lessee, will constitute a breach of
                                         this Lease by Lessee.
	 	 	 
		22.	DEFAULT.
                                         In the event of any breach of this Lease by Lessee, Lessor may, at his or her option,
                                         terminate the Lease and recover from Lessee: (a) the worth at the time of award of the
                                         unpaid rent which had been earned at the time of termination; (b) the worth at the time
                                         of award of the amount by which the unpaid rent which would have been earned after termination
                                         until the time of the award exceeds the amount of such rental loss that the Lessee proves
                                         could have been reasonably avoided; (c) the worth at the time of award of the amount
                                         by which the unpaid rent for the balance of the term after the time of award exceeds
                                         the amount of such rental loss that the Lessee proves could be reasonably avoided; and
                                         (d) any other amount necessary to compensate Lessor for all the detriment proximately
                                         caused by the Lessee's failure to perform his or her obligations under the Lease or which
                                         in the Ordinary course of things would be likely to result therefrom, including, but
                                         not limited to, that portion of any leasing commission paid by Lessor and applicable
                                         to the unexpired term of the lease.
	 	 	 
	 	 	Lessor
                                         may, in the alternative, continue this Lease in effect, as long as Lessor does not terminate
                                         Lessee's right to possession, and Lessor may enforce all of Lessor's rights anti remedies
                                         under the Lease, including the right to recover the rent as it becomes due under the
                                         Lease. If said breach of Lease continues, Lessor may, at any lime thereafter, elect to
                                         terminate the Lease.







 


Lessee [  DC   ]
 [     ] has read this page


 







    	 	2	 



     


    

 


Property Address: 353 College Avenue Santa Rosa, CA 94501


 


These
provisions will not limit any other rights or remedies which Lessor may have.


 


	 	23.	SECURITY.
    The security deposit will secure the performance of the Lessees obligations. Lessor may, but will not be obligated to,
    apply all or portions of the deposit on account of Lessee's obligations. Any balance remaining upon termination will be returned
    to Lessee. Lessee will not have the right to apply the security deposit in payment of the last month's rent.
	 	 	 
	 	24.	DEPOSIT
    REFUNDS. The balance of all deposits will be refunded within thirty (30) days (or as otherwise required by law), from
    date possession is delivered to Lessor or his or her authorized agent, together with a statement showing any charges made
    against the deposits by Lessor.
	 	 	 
	 	25.	ATTORNEY
    FEES. in any action, arbitration, or other proceeding involving a dispute between Lessor and Lessee arising out of this
    Lease, the prevailing party will be entitled to a reasonable attorney fee, expert witness fees, and costs.
	 	 	 
	 	26.	WAIVER.
    No failure of Lessor to enforce any term of this Lease will be deemed to be a waive:.
	 	 	 
	 	27.	NOTICES.
    Any notice which either party may or is required to give, will be given by mailing the notice, postage prepaid,
    to Lessee at the premises, or to Lesser at the address shown in Item 2, or at such other places as may be designated in writing
    by the parties from time to time. Notice will be effective five (5) days after mailing, or on personal delivery, or when receipt
    is acknowledged in writing.
	 	 	 
	 	28.	HOLDING
    OVER. Any holding over after the expiration of the Lease, with the consent of Owner, will be a month-to-month tenancy
    at a monthly rent equal to the preceding month's rent plus 12 percent payable in advance and otherwise subject to the
    terms of this Lease, as applicable, until either party terminates the tenancy by giving the other party thirty (30) days written
    notice.
	 	 	 
	 	29.	TIME.
    Time is of the essence of this Lease.
	 	 	 
	 	30.	HEIRS,
    ASSIGNS, SUCCESSORS. This lease is binding upon arid inures to the benefit of the heirs, assigns, and successors of the
    parties.
	 	 	 
	 	31.	OPTION
    TO RENEW. Provided that Lessee is not in default in the performance of this Lease, Lessee wilt have the option to renew
    the Lease for an additional term of  24  months commencing at the expiration of the initial Lease term. All of
    the terms and conditions of the Lease will apply during the renewal term in accordance with the cost of living increase provision
    set forth in item 2. The option will be exercised by written notice given to lessor not less than 90 days
    prior to the expiration of the initial Lease term. If notice is not given within the time specified, this Option will expire.
	 	 	 
	 	32.	AMERICANS
    WITH DISABILITIES ACT. The parties are alerted to the existence of the Americans with Disabilities Act, which may require
    costly structural modifications. The parties are advised to consult with a professional familiar with the requirements of
    the Act.
	 	 	 
	 	33.	LESSOR'S
    LIABILTY. in the event of a transfer of Lessor's title or interest to the property during the term of this Lease, Lessee
    agrees that the grantee of such title or interest will be substituted as the Lessor under this Lease, and the original Lessor
    will be released of all further liability; provided, that all deposits will be transferred to the grantee.
	 	 	 
	 	34.	ESTOPPEL
    CERTIFICATE.



 



		a.	On
                                         ten (10) days' prior written notice from Lessor, Lessee will execute, acknowledge, and
                                         delivery to Lessor a statement in writing: [1] certifying that this Lease is unmodified
                                         and in full force and effect (or; if modified, stating the nature of such modifications
                                         and certifying that this Lease, as so modified, is in full force and effect), the amount
                                         of any security deposit, and the date to which the rent and other charges are paid in
                                         advance, if any; and [2] acknowledging that there are not, to Lessee's knowledge, any
                                         uncured defaults on the part of Lessor, or specifying such defaults if any arc claimed.
                                         Any such statement may be conclusively relied upon by any prospective buyer or encumbrancer
                                         of the premises.
	 	 	 
		b.	At
                                         Lessor's option, Lessee's failure to deliver such statement with such time will be a
                                         material breach of this Lease or wit be conclusive upon Lessee: [1] that this Lease is
                                         in full force and effect, without modification except as may be represented by Lessor;
                                         [2] that there are no uncured defaults in Lessor's performance; and [3] that not more
                                         than one month's rent has been paid in advance.
	 	 	 
		c.	If
                                         Lessor desires to finance, refinance, or sell the premises, or any part thereof, Lessee
                                         agrees to deliver to any lender or buyer designated by Lessor such financial statements
                                         of Lessee as may be reasonably required by such lender or buyer. All financial statements
                                         will be received by the Lessor or the lender or buyer in confidence and will be used
                                         only for the purposes set forth.



 


	 	35.	SUBORDINATION.
    This Lease, at Lessor's oration, will be subordinate to any mortgage, deed of trust, or other security now existing or
    later placed upon the property provided, however, that Lessee's right to quiet possession will not be disturbed if LesSee
    IS riot in default on the payment of rent or other provision of this lease.
	 	 	 
	 	36.	ENTIRE
    AGREEMENT. The foregoing constitutes the entire agreement between the parties anti may be modified only in wiring signed
    by all parties. The following exhibits are a part of this Lease:




 


Lessee [  DC  ]  [     ] has
read this page


 


Lessee [  DC  ]  [     ] has
read this page


 



    	 	3	 



     


    

 





4