This ADDENDUM TO STANDARD INDUSTRIAL/COMMERCIAL SINGLE-TENANT LEASE-NET (the
"ADDENDUM") is made and entered into by and between VERNON ASSOCIATES, LLC, a California
limited liability company ("LESSOR") and OVERHILL FARMS, INC., a Nevada corporation ("LESSEE"), as
of the day and year set forth above. To the extent there are any inconsistencies between this Addendum and the
terms and provisions of the Lease to which this Addendum is attached, the terms and provisions of this
Addendum shall control.
1. BASE RENT ESCALATIONS. The Base Rent payable commencing on the Commencement Date shall be
calculated as follows:
The product of $63,300.30 multiplied by a fraction, the numerator of which shall be the "C.P.I.," as that term is
defined in Paragraph 2 below, for the calendar month of January, 2004 and the denominator of which shall be the
C.P.I. for the calendar month which is July, 2001. The sum so calculated shall constitute the initial monthly Base
Rent hereunder, but, in no event, shall such amount be less than $63,300.30. In the event the compilation, format,
components and/or publication of the C.P.I. shall be transferred to any other governmental department or bureau
or agency, shall be changed or shall be discontinued, then the index most nearly the same as the C.P.I. shall be
used to make such calculation. In the event that Lessor and Lessee cannot agree on such alternative index, then
the matter shall be submitted for decision to the American Arbitration Association in accordance with the then
rules of said Association and the decision of the arbitrators shall be binding upon the parties, notwithstanding one
party failing to appear after due notice of the proceeding. The cost of said Arbitrators shall be paid equally by
Lessor and Lessee.
2. BASE RENT ADJUSTMENTS.
2.1 Commencing on October 1, 2005, and again on April 1, 2008 (each such date shall hereinafter be referred
to as a "Rent Increase Date