Commercial
Lease Agreement


 


This
Commercial Lease Agreement
("Lease") is made
and effective December
15th, 2017, by and between Andy Michael Ibrahim ("Landlord")
and Nodechain, Inc. ("Tenant").


 


 


Landlord is
the owner of
land and improvements
commonly known and
numbered as 5445 Oceanus Drive STE 102,
Huntington Beach, CA 92649 and legally
described as follows
(the "Building"):


 


 


THEREFORE,
in consideration of
the mutual promises
herein, contained and
other good and
valuable consideration, it
is agreed:


 


1. Term.


 


 


A.
Landlord hereby leases
the Leased Premises
to Tenant, and
Tenant hereby leases
the same from Landlord,
for an "Initial
Term" beginning December
15th, 2017 and ending December 15thst, 2018 Landlord shall
use its best
efforts to give
Tenant possession as
nearly as possible
at the beginning of
the Lease term.
If Landlord is
unable to timely
provide the Leased
Premises, rent shall abate for the period
of delay. Tenant shall make no other claim against Landlord for
any such delay.


 


2. Rental.


 


 


A.
Tenant shall pay
to Landlord during
the Initial Term
rental of $6,000
per year, payable in
installments of $500.00 per
month. Each installment
payment shall be
due in advance on
the 15th day
of each calendar
month during the
lease term to
Landlord at 5445 Oceanus Drive STE 102,
Huntington Beach, CA 92649, or at such
other place designated
by written notice from
Landlord or Tenant.
The rental payment
amount for any
partial calendar months
included in the lease
term shall be
prorated on a daily
basis.


 


3. Use


 


 


Notwithstanding
the forgoing, Tenant
shall not use
the Leased Premises
for the purposes
of storing, manufacturing or
selling any explosives,
flammables or other
inherently dangerous substance, chemical,
thing or device.


 


4. Sublease
and Assignment.


 


 


Tenant
shall have the
right without Landlord's
consent, to assign
this Lease to
a corporation with which Tenant
may merge or
consolidate, to any
subsidiary of Tenant,
to any corporation
under common control with
Tenant, or to
a purchaser of substantially
all of Tenant's
asset s. Except as set forth
above, Tenant shall
not sublease all
or any part
of the Leased
Premises, or assign
this Lease in whole
or in part
without Landlord's consent,
such consent not
to be unreasonably
withheld or delayed.


 


5. Repairs.


 


 


During
the Lease term,
Tenant shall make,
at Tenant's expense,
all necessary repairs
to the Leased
Premises. Repairs shall
include such items
as routine repairs
of floors, walls,
ceilings, and other parts
of the Leased
Premises damaged or
worn through normal
occupancy, except for




    	 



    	 



    

major
mechanical systems or
the roof, subject
to the obligations
of the parties
otherwise set forth
in this Lease.


 


6. Alterations
and Improvements.


 


 


Tenant,
at Tenant's expense,
shall have the
right following Landlord's
consent to remodel,
redecorate, and make additions,
improvements and replacements
of and to
all or any
part of the
Leased Premises from
time to time
as Tenant may
deem desirable, provided
the same are
made in a workmanlike manner
and utilizing good
quality materials. Tenant
shall have the
right to place
and install personal property,
trade fixtures, equipment
and other temporary
installations in and
upon the Leased Premises,
and fasten the
same to the
premises. All personal
property, equipment, machinery,
trade fixtures and
temporary installations, whether
acquired by Tenant
at the commencement
of the Lease
term or placed
or installed on
the Leased Premises
by Tenant thereafter, shall
remain Tenant's property
free and clear
of any claim
by Landlord. Tenant
shall have the right
to remove the
same at any
time during the
term of this
Lease provided that
all damage to the
Leased Premises caused
by such removal
shall be repaired
by Tenant at
Tenant's expense.


 


7. Property
Taxes.


 


 


Landlord
shall pay, prior
to delinquency, all
general real estate
taxes and
installments of special
assessments coming due during
the Lease term
on the Leased
Premises, and all
personal property taxes with respect to Landlord's personal property, if any, on the
Leased Premises. Tenant shall be responsible for paying all personal property taxes with respect to Tenant's personal
property at the
Leased Premises.


 


8. Insurance
..


 


 


A.
If the Leased
Premises or any
other part of
the Building is
damaged by fire
or other casualty
resulting from any act
or negligence of
Tenant or any
of Tenant's agents, employees or invitees, rent
shall not be
diminished or abated
while such damages
are under repair,
and Tenant shall
be responsible for the
costs of repair
not covered by
insurance.


 


 


B.
Landlord shall maintain
fire and extended
coverage insur ance on the Building and
the Leased Premises in such
amounts as Landlord
shall deem appropriate.
Tenant shall be
responsible, at its
expense, for fire
and extended coverage
insurance on all
of its personal
property, including removable trade
fixtures, located
in the Leased
Premises.


 


 


C.
Tenant and Landlord
shall, each at
its own expense,
maintain a policy or
policies of comprehensive general
liability insurance with
respect to the
respective activities of
each in the
Building with the premiums
thereon fully paid
on or before
due date, issued
by and binding
upon some insurance company approved by Landlord, such insurance to afford minimum
protection of not less than
$1,000,000 combined single
limit coverage of
bodily injury, property
damage or combination thereof.
Landlord shall be
listed as an
additional insured on
Tenant's policy or
policies of comprehensive general
liability insurance, and
Tenant shall provide
Landlord with current Certificates
of Insurance evidencing
Tenant's compliance with
this Paragraph. Tenant shall
obtain the agreement
of Tenant's insurers
to notify Landlord
that a policy is
due to expire
at least (10) days
prior to such
expiration. Landlord shall
not be required
to maintain insurance
against thefts within the
Leased Premises or
the Building.


 


9. Utilities.


 


 


Tenant
shall pay all
charges for water,
sewer, gas, electricity,
telephone and other
services and utilities used
by Tenant on
the Leased Premises
during the term
of this Lease
unless otherwise




    	 



    	 



    

expressly
agreed in writing
by Landlord. In
the event that
any utility or
service provided to
the Leased Premises
is not separately
metered, Landlord shall
pay the amount
due and separately
invoice Tenant for
Tenant's pro rata
share of the
charges. Tenant shall
pay such amounts
within fifteen (15)
days of invoice.
Tenant acknowledges that
the Leased Premises
are designed to
provide standard office
use electrical facilities
and standard office
lighting. Tenant shall
not use any equipment
or devices that
utilizes excessive electrical
energy or which
may, in Landlord's
reasonable opinion, overload
the wiring or
interfere with electrical
services to other
tenants.


 


10. Signs.


 


 


Following
Landlord's consent, Tenant
shall have the
right to place
on the Leased
Premises, at locations
selected by Tenant,
any signs which
are permitted by
applicable zoning ordinances
and private restrictions.
Landlord may refuse
consent to any
proposed signage that
is in Landlord's
opinion too large,
deceptive, unattractive or
otherwise inconsistent with
or inappropriate to
the Leased Premises
or use of
any other tenant.
Landlord shall assist
and cooperate with
Tenant in obtaining any
necessary permission from
governmental authorities or
adjoining owners and
occupants for Tenant
to place or
construct the foregoing
signs. Tenant shall
repair all damage to the Leased Premises
resulting from the
removal of signs
installed by Tenant.


 


11. Entry.


 


 


Landlord
shall have the
right to enter
upon the Leased
Premises at reasonable
hours to inspect
the same, provided Landlord
shall not thereby
unreasonably
interfere with Tenant's
business on the Leased
Premises.


 


12. Parking.


 


 


During
the term of
this Lease, Tenant
shall have the
non -exclusive
use in common
with Landlord, other
tenants of the
Building, their guests
and invitees, of
the non -reserved
common automobile parking
areas, driveways, and
footways, subject to
rules and regulations
for the use
thereof as prescribed from
time to time
by Landlord. Landlord
reserves the right
to designate parking
areas within the
Building or in
reasonable proximity thereto,
for Tenant and
Tenant's agents and
employees.


 


13. Building
Rules.


 


 


Tenant will
comply with the
rules of the
Building adopted and
altered by Landlord
from time to


time
and will cause
all of its
agents, employees, invitees
and visitors to
do so; all
changes to such
rules will be
sent by Landlord
to Tenant in
writing. The initial
rules for the
Building are attached
hereto as Exhibit "A"
and incorporated herein
for all purposes.


 


14. Damage and
Destruction.


 


 


Subject
to Section 8 A.
above, if the
Leased Premises or
any part thereof
or any appurtenance
thereto is so damaged
by fire, casualty
or structural defects
that the same
cannot be used
for Tenant's purposes, then
Tenant shall have
the right within
ninety (90) days
following damage to
elect by notice to Landlord to terminate
this Lease as
of the date
of such damage.
In the event
of minor damage to
any part of
the Leased Premises,
and if such
damage does not
render the Leased Premises unusable for
Tenant's purposes, Landlord shall promptly repair such damage at the cost
of the Landlord.
In making the
repairs called for
in this paragraph,
Landlord shall not
be liable for any
delays resulting from
strikes, governmental restrictions
, inability to obtain
necessary materials or labor
or other matters
which ar e beyond
the reasonable control
of Landlord. Tenant
shall be relieved from
paying rent and
other charges during
any portion of
the Lease term
that the Leased Premises
are inoperable or
unfit for occupancy,
or use, in
whole or in
part, for Tenant's




    	 



    	 



    

purposes
.. Rentals and other
charges paid in
advance for any
such periods shall
be credited on
the next ensuing payments,
if any, but
if no further
payments are to
be made, any
such advance payments shall
be refunded to
Tenant. The provisions
of this paragraph
extend not
only to the
matters aforesaid, but also
to any occurrence
which is beyond
Tenant's reasonable control
and which renders the Leased Premises, or any appurtenance thereto, inoperable or unfit
for occupancy or use,
in whole or
in part, for
Tenant's purposes.


 


15. Default.


 


 


If
default shall at
any time be
made by Tenant
in the payment
of rent when
due to Landlord
as herein provided, and
if said default
shall continue for
fifteen (15) days
after written notice
thereof shall have been given to Tenant by Landlord,
or if default
shall be made
in any of
the other covenants or
conditions to be
kept, observed and
performed by Tenant,
and such default
shall continue for thirty
(30) days after
notice thereof in
writing to Tenant
by Landlord without
correction thereof then having been commenced and thereafter diligently prosecuted,
Landlord may declare the term of
this Lease ended
and terminated by
giving Tenant written
notice of such
intention, and if possession
of the Leased
Premises is not
surrendered, Landlord may
reenter said premises. Landlord shall have,
in addition to
the remedy above
provided, any other
right or remedy


available
to Landlord on
account of any
Tenant default, either
in law or
equity. Landlord shall
use reasonable efforts
to mitigate its
damages.


 


16. Quiet Possession.


 


 


Landlord
covenants and warrants
that upon performance
by Tenant of
its obligations hereunder,
Landlord will keep and
maintain Tenant in
exclusive, quiet, peaceable
and undisturbed and
uninterrupted possession of the Leased Premises during the
term of this
Lease.


 


17. Condemnation.


 


 


If
any legally, constituted
authority condemns the
Building or such
part thereof which
shall make the
Leased Premises unsuitable
for leasing, this
Lease shall cease
when the public
authority takes possession,
and Landlord and
Tenant shall account
for rental as
of that date.
Such termination shall be
without prejudice to
the rights of
either party to
recover compensation from
the condemning authority for
any loss or
damage caused by
the condemnation. Neither
pa rty shall have
any rights in
or to any
award made to
the other by
the condemning authority.


 


18. Subordination.


 


 


Tenant
accepts this Lease
subject and subordinate
to any mortgage,
deed of trust
or other lien
presently existing or hereafter
arising upon the
Leased Premises, or
upon the Building
and to any
renewals, refinancing and extensions
thereof, but Tenant
agrees that any
such mortgagee shall
have the right at
any time to
subordinate such mortgage,
deed of trust
or other lien
to this Lease
on such terms and subject to such conditions as such mortgagee may deem appropriate in its discretion.
Landlord is hereby
irrevocably vested with
full power and
authority to subordinate
this Lease to any
mortgage, deed of
trust or other
lien now existing
or hereafter placed
upon the Leased Premises of
the Building, and
Tenant agrees upon
demand to execute
such further instruments subordinating
this Lease or
attorning to the
holder of any
such liens as
Landlord may request. In
the event that
Tenant should fail
to execute any instrument of subordination
herein require d to be executed by Tenant promptly as requested, Tenant hereby irrevocably constitutes Landlord
as its attorney
-in -fact to execute
such instrument in
Tenant's name, place
and stead, it
being agreed that such power is
one coupled with
an interest. Tenant
agrees that it
will from time
to time upon request
by Landlord execute
and deliver to
such persons as
Landlord shall request
a statement in recordable
form certifying that
this Lease is
unmodified and in
full fo rce
and effect (or
if there have been
modifications, that the
same is in
full force and
effect as so
modified), stating




    	 



    	 



    

the
dates to which
rent and other
charges payable under
this Lease have
been paid, stating
that Landlord is
not in default
hereunder (or if
Tenant alleges a default
stating the nature
of such alleged default)
and further stating
such other matters
as Landlord shall
reasonably require.


 


19. Security Deposit.


 


 


The
Security Deposit shall
be held by
Landlord without liability
for interest and
as security for
the performance by Tenant
of Tenant's covenants
and obligations under
this Lease, it
being expressly understood that
the Security Deposit
shall not be
considered an advance
payment of rental or
a measure of Landlord's
damages in case
of default by Tenant. Unless otherwise
provided by mandatory non-waivable law or regulation, Landlord may commingle the Security Deposit
with Landlord' s other
funds. Landlord may,
from time to
time, without prejudice
to any other remedy,
use the Security
Deposit to the
extent necessary to
make good any
arrearages of rent or
to satisfy any
other covenant or
obligation of Tenant
hereunder. Following any
such application of the
Security Deposit, Tenant
shall pay to
Landlord on demand
the amount so


applied
in order to
restore the Security
Deposit to its
original amount. If
Tenant is not
in default at
the termination of this
Lease, the balance
of the Security
Deposit remaining after
any such application shall
be returned by
Landlord to Tenant.
If Landlord transfers
its interest in the Premises during
the term of
this Lease, Landlord
may assign the
Security Deposit to
the transferee and
thereafter shall have
no further liability
for the return
of such Security
Deposit.


 


20. Notice
..


 


 


Any
notice required or
permitted under this
Lease shall be
deemed sufficiently given
or served if
sent by United
States certified mail,
return receipt requested,
addressed as follows:


 


 


 


 


If
to Landlord to:


 


5445 Oceanus Drive STE 102


 


 


 


Huntington Beach, CA 92649


 


 


 


 


If
to Tenant to:


 


 


5455 Oceanus Drive STE 102


 


Huntington Beach, CA 92649


 


 


 


 


 


Landlord
and Tenant shall
each have the
right from time
to time to
change the place
notice is to
be given under this
paragraph by written
notice thereof to
the other party.


 


21. Brokers
– Check One




    	 



    	 



    

VAPETEK,
INC Tenant represents that Tenant
was not shown
the Premises by
any real estate
broker or agent
and that Tenant has not otherwise engaged
in, any activity
which could form
the basis for
a claim for real estate
commission, brokerage fee,
finder's fee or
other similar charge,
in connection with
this Lease.


 


22. Waiver.


 


 


No
waiver of any
default of Landlord
or Tenant hereunder
shall be implied
from any omission
to take any action
on account of
such default if
such default persists
or is repeated,
and no express
waiver shall affect any
default other than
the default specified
in the express
waiver and that
only for the time
and to the
extent therein stated.
One or more
waivers by Landlord
or Tenant shall
not be construed as
a waiver of a subsequent
breach of the
same covenant, term
or condition.


 


23. Memorandum
of Lease .


 


 


The
parties hereto contemplate
that this Lease
should not and
shall not be filed for record, but in lieu thereof,
at the request
of either party,
Landlord and Tenant
shall execute a Memorandum
of Lease to be
recorded for the
purpose of giving
record notice of
the appropriate provisions
of this Lease.


 


24. Headings.


 


 


The
headings used in
this Lease are
for convenience of
the parties only
and shall not
be considered in interpreting
the meaning of
any provision of
this Lease.


 


25. Successors.


 


 


The
provisions of this
Lease shall extend
to and be
binding upon Landlord
and Tenant
and their respective
legal representatives, successors
and assigns.


 


26. Consent.


 


 


Landlord shall
not unreasonably withhold
or delay its
consent with respect
to any matter
for which


Landlord's
consent is required
or desirable under
this Lease.


 


27. Performance
..


 


 


If
there is a default
with respect to
any of Landlord's
covenants, warranties or
representations under this Lease,
and if the
default continues more
than fifteen (15)
days after notice
in writing from Tenant to Landlord specifying
the default, Tenant may, at its option and without affecting any other remedy
hereunder, cure such
default and deduct
the cost thereof
from the next
accruing installment or installments
of rent payable
hereunder until Tenant
shall have been
fully


reimbursed
for such expenditures,
together with interest
thereon at a rate
equal to the
lessor of


twelve
percent (12%) per
annum or the
then highest lawful
rate. If this
Lease terminates prior
to Tenant's receiving full
reimbursement, Landlord shall
pay the unreimbursed
balance plus accrued interest
to Tenant on
demand.


 


28. Compliance
with Law .


 


 


Tenant
shall comply with
all laws, orders,
ordinances and other
public requirements now
or hereafter pertaining to
Tenant's use of
the Leased Premises.
Landlord shall comply
with all laws,
orders, ordinances and
other public requirements
now or hereafter
affecting the Leased
Premises.




    	 



    	 



    

29. Final
Agreement.


 


 


This
Agreement terminates and
supersedes all prior
understandings or agreements
on the subject
matter hereof. This
Agreement may be
modified only by
a further writing that
is duly executed
by both parties.


 


30. Governing
Law.


 


 


This
Agreement shall be
governed, construed and
interpreted by, through
and under the
Laws of the
State of California.


 


 


IN
WITNESS WHEREOF, the
parties have executed
this Lease as of the day and year first above
written.


 


 


WITNESS


_____________________________________________


 


 


LANDLORD


 


Andy Michel Ibrahim


 


Signature: /s/ Andy
Michael Ibrahim


 


 


 


TENANT


 


Nodechain, Inc.


 


Andy Michael Ibrahim


 


Signature: /s/ Andy Michael Ibrahim