AGREEMENT RE TERMINATION OF
LEASE
WHEREAS, on June 22, 2007 Acaso
Investments, LLC entered into a lease with Kreido Biofuels, Inc.
(hereinafter referred to as “Kreido”) wherein Acaso
Investments, LLC (hereinafter referred to as “Acaso”)
leased that certain premises located at 1070 Flynn Road, Camarillo
California to Kreido Biofuels, Inc. for the period of
August 1, 2007 to July 31, 2012.
WHEREAS, pursuant to the terms of the above
mentioned lease rent was due and payable by Kreido to Acaso on the
first of each and every month commencing on August 1,
2007.
WHEREAS, Kreido failed to pay rent to Acaso on
March 1, 2009.
WHEREAS, on March 18, 2009 a three
(3) day notice to pay rent or quit has been served on Kreido
Biofuels, Inc.
WHEREAS, past due rent has not been paid by
Kreido pursuant to the three (3) day notice to pay rent or
quit.
WHEREAS, on March 23, 2009 Acaso
Investments, LLC filed an Unlawful Detainer action against Kreido
bearing case number 56-2009-00340257-CL-UD-VTV action in the
Ventura Superior Court.
WHEREAS, on March 27, 2009 Kreido was
served with the Summons and Complaint.
WHEREAS, Kreido has not answered the Complaint
within the five (5) day period and thus Acaso is entitled to a
default Judgment consistent with the terms of this
Agreement.
IN CONSIDERATION OF THE ABOVE RECITALS AND ALL
OTHER CONSIDERATIONS PASSING BETWEEN THESE PARTIES THEY AGREE AS
FOLLOWS :
1. Possession of the premises shall be
provided by Kreido to Acaso as of March 31, 2009.
2. The lease dated June 22, 2007
between Acaso and Kreido shall be terminated as of March 31,
2009.
3. All rental obligations of Kreido to
Acaso shall cease as of March 31, 2009.
4. The security deposit of Kreido in the
amount of $14,153 shall be applied to the rent for the month of
March 2009.
5. Acaso shall purchase from Kreido the
phone system, furniture and the computer system that remained with
the premises on March 31, 2009 that is listed on Exhibit
“1” attached hereto, for the sum of $10,000, paid upon
the execution of this Agreement.
6. Kreido has the right, power, legal
capacity and authority to enter into and perform its obligations
under this Agreement and the documents, instruments and
certificates to be executed and delivered by Kreido pursuant to
this Agreement.
7. No litigation, actions or proceedings,
legal, equitable, administrative, through arbitration or otherwise,
are pending or threatened which might affect the consummation of
the purchase and sale described in this Agreement.
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8. Kreido is the owner of and has good and
marketable title to all of the phone system, computer system and
furniture enumerated in Exhibit “1”, free of all debts
and encumbrances, except as specifically set forth
herein.
9. Kreido has not entered into any contract
relating to the sale of the phone system, computer system and
furniture to be conveyed hereunder other than this
Agreement.
10. Kreido shall execute and deliver to
Acaso such bills of sale and other instruments as necessary or
proper to transfer to Acaso all of the phone system, computer
system and furniture being sold pursuant to this
Agreement.
11. The terms and provisions of this
Agreement and all documents, instruments and certificates made or
delivered from time to time by Kreido hereunder and thereunder
constitute valid and legally binding obligations of Kreido ,
enforceable as against Kreido in accordance with the terms hereof
and thereof.
12. Kreido shall execute and deliver to
Acaso a Bill of Sale transferring to Acaso the phone system,
computer system and furniture free from all encumbrances, liens or
other hypothecation and Kreido shall defend, at Kreido’s sole
cost and expense, Acaso against all parties claiming any right,
title or interest therein.
13. The making, execution and delivery of
this Agreement has not been induced by any representations,
statements, warranties or agreements other than those expressed in
this Agreement. This Agreement embodies the entire understanding of
the parties. There are no other agreements or understandings,
written or oral, in effect between the parties relating to the
subject matter of this Agreement, unless expressly referenced in
this Agreement.
14. This Agreement may not be amended,
changed and/or modified except by a written agreement signed by all
of the parties.
15. No waiver of or failure by any party to
enforce a provision, covenant,
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