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ASSIGNMENT AND ASSUMPTION OF LEASE
<br /> THIS ASSIGNMENT AND ASSUMPTION OF LEASE (this "Assignment") is made, entered
<br /> into, and effective as of December 29, 2025 (the "Assignment Effective Date"), by and among Dos
<br /> Hermanos II, LLC, a Minnesota limited liability company ("Assignor"), El Novillo Alegre LLC, a
<br /> Minnesota limited liability company("Assignee"), and Moundsview Square Associates, LLC,a Minnesota
<br /> limited lability company("Landlord").
<br /> RECITALS
<br /> A. Assignor and Landlord are parties to that certain Lease Agreement, dated October 25, 2022 (the
<br /> "Lease"),relating to certain premises consisting of approximately 4,000 square feet of rentable area located
<br /> at 2535 W.U.S. Highway 10,Mounds View, Ramsey County,Minnesota("Premises").
<br /> B. The obligations of Assignor, as Tenant,under the Lease are guaranteed by Dos Hermanos,LLC,a
<br /> Minnesota limited liability company, and Oscar Rivera(collectively,the"Existing Guarantors")pursuant,
<br /> and subject to,the terms of those certain Lease Guaranty Agreements dated October 20, 2022, between the
<br /> Guarantors and Landlord(the"Existing Guaranties').
<br /> C. The initial Lease Term expires on January 31, 2028 (the "Initial Term"), and the "Tenant" under
<br /> the Lease has the right to extend the Lease Term for one(1)five(5)year Option Term, subject to the terms
<br /> and conditions set forth in the Lease.
<br /> D. Assignor desires to assign to Assignee all of its rights and obligations under the Lease,and Assignee
<br /> desires to accept all of Assignor's rights and obligations under the Lease.
<br /> E. Landlord desires to consent to the assignment of the Lease by Assignor and the assumption of the
<br /> Lease by Assignee as set forth under the terms and conditions of this Assignment.
<br /> F. The parties desire to amend the terms of the Lease as set forth herein.
<br /> AGREEMENTS
<br /> NOW, THEREFORE, for good and valuable consideration,the receipt and sufficiency of which is
<br /> hereby acknowledged,Assignor,Assignee,and Landlord agree as follows:
<br /> 1. Defined Terms. Any capitalized terms used, but not defined, herein shall have the meanings
<br /> ascribed to them in the Lease.
<br /> 2. Assignment. Effective as of the Assignment Effective Date,Assignor hereby assigns and transfers
<br /> to Assignee any and all of Assignor's rights,title, and interest in and to the Lease.
<br /> 3. Assumption and Assignment. Assignee, for itself and its successors and assigns, hereby accepts
<br /> the assignment and transfer of Assignor's rights, title,and interest in and to the Lease and hereby assumes
<br /> all of Assignor's obligations under the Lease and agrees to pay all rent and other amounts due thereunder ,
<br /> and to timely perform all covenants, terms and conditions under the Lease accruing on or after the
<br /> Assignment Effective Date.Assignee agrees that the obligations assumed by the Assignee shall inure to the
<br /> benefit of Landlord. Assignor shall deliver possession of the Premises to Assignee on the Assignment
<br /> Effective Date, and Assignee hereby accepts the Premises in its as-is, where-is condition, with all faults,
<br /> and Landlord shall have no obligation to perform any additional maintenance, repairs, replacements, or
<br /> improvements as a result of this Assignment.
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