Complaint Unlimited Fee AppliesCal. Super. - 6th Dist.October 29, 2020\DOONQUI-bUJNH NNNNNNNNNr-tr-tr-tr-tr-tr-tr-tr-tr-tr-t OOQQUI-PUJNHOKDOOQQUI-bUJNHO E-FILED 10/29/2020 3:07 PM DANIEL J. MASH, ESQ, Bar #123678 gLeggrfngCOouUr-trt 0f CA McPHARLIN SPRINKLES & THOMAS LLP County Of Santa Clara 160 W. Santa Clara St., Ste. 625 ZOCV372860 San Jose, California 95 1 13 Telephone: (408) 293-1900 Facsimile: (408) 709-5409 Email: dmash@mstpartners.com Reviewed By: R. Tien Attorneys for Plaintiff KRISTINE WANG SUPERIOR COURT 0F CALIFORNIA COUNTY 0F SANTA CLARA KRISTINE WANG, ) Case No.: 200/3728“ Plaintiff 3 VERIFIED COMPLAINT FOR BREACH 0F ’ ) CONTRACT, BREACH 0F THE IMPLIED V, ) COVENANT 0F GOOD FAITH AND FAIR ) DEALING, NEGLIGENT THOMAS SIGNORELLI, an individual and ) MISREPRESENTATION, INTENTIONAL DOES 1 through 25, inclusive, ) MISREPRESENTATION AND FRAUD ) Defendants. ) ) Plaintiff alleges as follows: w 1. At all times herein mentioned Plaintiff, Kristine Wang (“Plaintiff’ or “KW”) is and was an individual residing in and conducting business in the County of Santa Clara, State of California. 2. At all times herein mentioned, Plaintiff is informed and believes and therefore alleges that Thomas Signorelli (“Defendant,” “Signorelli” 0r “TS”) was an individual conducting business in the County 0f Santa Clara, State 0f California. 3. At all times herein mentioned, Plaintiff is informed and believes and therefore alleges that Oakside Capital, Inc. (“0C”) was a California Corporation conducting business in the County of Santa Clara, State of California, with its principal place of business at 4185 Complaint 1 \DOONQUI-bUJNH NNNNNNNNNr-tr-tr-tr-tr-tr-tr-tr-tr-tr-t OOQQUI-PUJNHOKDOOQQUI-bUJNHO Blackhawk Plaza Cir. Ste. 103 Danville, CA 94506 and a mailing address 0f 3494 Camino Tassajara, Suite 436, Danville, CA 94506. 4. At all times herein mentioned, Plaintiff is informed and believes and therefore alleges that Starj Partners, LLC., (“SP”) was a California Limited Liability Company conducting business in the County of Santa Clara, State of California, With its principal place 0f business at 4185 Blackhawk Plaza Cir. Ste. 103 Danville, CA 94506 and a mailing address of 3494 Camino Tassajara, Suite 436, Danville, CA 94506. 5. KW and OC entered into a short term Promissory Note dated May 23, 2019 (the “Note”). Pursuant to the Note, Defendant OC borrowed the principal amount 0f $215,000.00 as a non-purchase money loan (the “Loan”) With the payment obligation of $350,000.00, t0 be paid within “21 days after the eflective date.” The Loan payment was therefore due on June 11, 2019. In the event OC failed to repay the Loan in a timely manner, KW was then entitled to a late fee of $1,000.00 per day. KW and OC entered into a First Addendum t0 Loan, the addendum included the confirmation that the Loan was arranged by Shank Wang under his California Realtor license, CalBRE #01880385. True and correct copies 0f the Note, addendum and broker representation agreement are collectively attached hereto as Exhibit A. 6. As an inducement for Plaintiff t0 enter into the Loan, Defendant Signorelli agreed t0 a Personal Guaranty Agreement of the promissory note obligation. The Personal Guaranty Agreement states; “. ..This Note shall be guaranteed by Thomas Signorelli. The personal guarantee is an unlimited guarantee. Signorelli waives all rights ofprotection and agrees t0 any attachment the lenderfees necessary t0 secure their repayment. Any asset listed 0n thefinancial statement dated April 2019 is eligiblefor attachment”. A true and correct copy 0f the Personal Guaranty Agreement is attached hereto as Exhibit A and is incorporated herein by reference. 7. Signorelli did in fact provide and executed a written financial statement wherein he represented that he had significant and substantial net worth at the time 0f the transaction. A true and correct copy of the financial statement is attached hereto as Exhibit B and is incorporated herein by reference. 8. The personal financial statement, from Plaintiffs’ perspective was the most Complaint 2 \DOONQUI-bUJNH NNNNNNNNNr-tr-tr-tr-tr-tr-tr-tr-tr-tr-t OOQQUI-PUJNHOKDOOQQUI-bUJNHO important aspect of the transaction, because Signorelli was working with Plaintiff on another matter and he represented he was knowledgeable about OC ability t0 meet the financial commitment required by the Loan and the available equity in 4185 Blackhawk Plaza Circle, Danville CA 94506 to secure the Loan. Therefore Without Signorelli’s personal financial statement, Plaintiffs would not have made the Loan the transaction. 9. Plaintiffs, in reliance on TS representations, including Exhibit B, entered into the Loan. 10. The terms of the Note also included OC providing Plaintiff with security for the debt in the form 0f a deed of trust against the real property known as 4185 Blackhawk Plaza Circle, Danville CA 94506. However, defendant TS misrepresented the equity available in 4185 Blackhawk Plaza Circle. In fact the property was over encumbered and defendant TS omitted to disclose that a notice of default was issued against the property in September 2018. 11. In October of 2019 PlaintiffKW became aware that as 0f the date 0f the Loan there was n0 equity nor security in 4185 Blackhawk Plaza Circle, Danville CA 94506. Ultimately the first mortgage holder foreclosed on its first deed of trust 0n June 26, 2019. 12. Therefore defendant Signorelli offered t0 substitute his home located at 5224 Blackhawk Dr., Danville CA 94506 as replacement security for the valueless security 4185 Blackhawk Plaza Circle, Danville CA 94506. Signorelli represented that 5224 Blackhawk Dr., Danville had one lien in first position and that KW would be in second position With significant and adequate security available t0 cover the Loan balance. On that basis KW agreed to replacement 0f security in a deed of trust against 5224 Blackhawk Drive. 13. These representations were false. 5224 Blackhawk Dr., was over encumbered, KW was in third or fourth position with no equity to cover the Loan balance. The first mortgage holder Keystone Real Estate Lender Fund (“Keystone”) issued a notice 0f default 0n May 6, 2020 and foreclosed 0n its first deed 0f trust on August 3 1 , 2020. 14. At about the same time that Keystone issued a notice of Default Plaintiffs discovered that Signorelli’s financial statement was not accurate and erroneously represented his net worth. Defendant failed to disclose and/or intentionally omitted the fact that he had Complaint 3 \DOONQUI-bUJNH NNNNNNNNNr-tr-tr-tr-tr-tr-tr-tr-tr-tr-t OOQQUI-PUJNHOKDOOQQUI-bUJNHO contingent liabilities/debt which greatly reduced his net worth and the value 0f the Real Property security. 15. Since May 0f 2019, Defendant TS has repeatedly represented that he was procuring payment and that it was imminent. For example, on August 29, 2019, in an email t0 KW’s son, Sherman Wang, Defendant TS again recognized his personal obligation to KW but stated he would be paying the balance due t0 KW. Mr. Signorelli stated; Funds are going t0 be released. I'm sweating through today. It's happening. Received: WedAug 28 2019 16:49:41 GMT-0700 (Pacific Daylight Time). 16. Thereafter, Signorelli continuously and falsely represented the facts concerning the repayment of the loan t0 KW. Defendant Signorelli representations included but were not limited to the lie that KW position was being improved by the re-conveyance of senior liens on 5224 Blackhawk Drive, and that the re-conveyance had in fact occurred, that he was in a sale escrow that was set t0 close and would fund a payoff 0f the Loan and that he was actually present at the escrow office with the buyer, that he received $2,000,000.00 on January 30, 2020 and that on February 5, 2020 he was at Wells Fargo making a deposit. True and correct copies 0f Defendant TS’ communications are attached hereto as Exhibit C and are incorporated herein by reference. In furtherance of his deception of repayment as imminent Defendant Signorelli made sporadic partial interest payments t0 KW totaling $45,750.00 between February and August of 2020 in an effort to appraise her and t0 further induce her to rely 0n his representations 0f payment 0f the entire Loan amount as imminent. 17. Plaintiff has maintained Defendant’s payment on account in attempting t0 collect the outstanding monies owed to Plaintiff. The principal amount 0f $215,000.00 remains outstanding and unpaid from Defendant despite Plaintiff s demands. 18. Pursuant t0 the guarantee, if an action is brought t0 enforce it, the prevailing party shall be entitled to recover reasonable attorney’s fees, court costs, legal fees and other costs incurred in that action, in addition to any other relief to which that party might be entitled. JURISDICTION AND VENUE 19. This court has jurisdiction over this matter by the execution 0f the Promissory Note and Complaint 4 \DOONQUI-bUJNH NNNNNNNNNr-tr-tr-tr-tr-tr-tr-tr-tr-tr-t OOQQUI-PUJNHOKDOOQQUI-bUJNHO Guarantee because the parties agreed in paragraph 5 of the Note that venue for any action arising from the Note was to be venued in Santa Clara County, California. 20. Venue 0f this action is proper in this County and before this Court because the parties agreed in paragraph 5 of the Note that venue for any action arising from the Note was t0 be venued in Santa Clara County, California. FIRST CAUSE OF ACTION (Breach 0f Contract-Guarantee Agreement as t0 Defendant Signorelli) 21. Plaintiff incorporates herein by reference each and every allegation contained in the allegations set forth above in paragraphs 1 through 19. 22. Plaintiff and Defendant entered into a guarantee agreement on May 23, 2019. 23. Plaintiff has performed all the terms and conditions of said guarantee agreement that were t0 be performed by her. 24. Defendant has breached the guarantee agreement by failing to make payments When due and payable under the terms of the Note. As a result of Defendant’s breach 0f the Guarantee, Plaintiff has suffered damages in the minimum sum 0f $215,000.00, plus attorney’s fees and applicable interest. WHEREFORE, Plaintiff prays for judgment against Defendant, and each of them, as hereinafter set forth. SECOND CAUSE OF ACTION (Breach 0f the Implied Covenant 0f Good Faith and Fair Dealing) 25. Plaintiff incorporates herein by reference each and every previous allegation contained in paragraphs 1 through 23 above as though fully set forth herein. 26. In every contract 0r agreement there is an implied promise of good faith and fair dealing. This means that each party will not do anything to unfairly interfere with the right of any other party to receive the benefits of the contract. 27. Plaintiff faithfully executed all duties and obligations required pursuant t0 the Guarantee Agreement. Defendants interfered with Plaintiff” s right t0 receive the benefits of the Complaint 5 \DOONQUI-bUJNH NNNNNNNNNr-tr-tr-tr-tr-tr-tr-tr-tr-tr-t OOQQUI-PUJNHOKDOOQQUI-bUJNHO Guarantee Agreement by misleading, lying and failing to disclose materially important facts regarding his personal financial condition and his ability to guarantee the Loan, as well as an extremely poor subordinate position of Plaintiffs deed of trust 0n 5334 Blackhawk Dr. 28. Defendants knew, or should have known, that its failure to exercise due care in the course of its relationship with Plaintiff would cause Plaintiff t0 incur financial damage. 29. As a proximate result of the aforesaid breach of implied covenant of good faith and fair dealing by said Defendants, Plaintiff is owed contractual and consequential damages in an amount to be shown at the time of trial. THIRD CAUSE OF ACTION (Negligent Misrepresentation as t0 Defendant Signorelli) 30. Plaintiffs incorporate herein by reference each and every allegation contained in the general allegations set forth above in paragraphs 1 through 28. 3 1. As a part of the note transaction Defendant Signorelli agreed t0 and did provide a personal financial statement. In the personal financial statement, Defendant Signorelli represented he had a net worth 0f $17,718,400.00. Defendant Signorelli failed t0 disclose and/or intentionally omitted the fact that he had debt obligation and other contingent liabilities/debt Which greatly reduced his net worth. 32. The personal financial statement, from Plaintiffs’ perspective was the most important aspect of the transaction, and therefore without personal financial statement, Plaintiff would not have accepted the note transaction, as it would have created significant doubt that the loan would be repaid. Thus the personal financial statement and the stability it reflected a material inducement for Plaintiffs to enter into the note transaction. Based upon and in reliance on Signorelli’s’ representations of his financial strength, Plaintiffs agreed t0 enter into and complete the note transaction. 33. At all times, these representations made by Defendant Signorelli were false, and Plaintiffs are informed and believes and thereon alleges that Defendant Signorelli knew 0r should have known them t0 be false. The true facts were as follows: Defendant Signorelli failed Complaint 6 \DOONQUI-bUJNH NNNNNNNNNr-tr-tr-tr-tr-tr-tr-tr-tr-tr-t OOQQUI-PUJNHOKDOOQQUI-bUJNHO to disclose and/or intentionally omitted the fact that he had debt obligation and other contingent liabilities/debt Which eliminated his net worth. 34. Plaintiffs did not know at the time these representations were made that they were false. As a direct and proximate result 0f the false and fraudulent representations of Defendants and each of them, Plaintiffs have been damaged in a sum according t0 proof at the time of trial well within the jurisdictional limits 0f this court. WHEREFORE Plaintiffs pray for judgment against Defendants, and each of them, as hereinafter set forth. FOURTH CAUSE OF ACTION (Intentional Misrepresentation as t0 Defendant Signorelli) 35. Plaintiffs incorporate herein by reference each and every allegation contained in the general allegations set forth above in Paragraphs 1 through 33. 36. As a part 0f the note transaction Defendant Signorelli agreed to and did provide a personal financial statement. In the personal financial statement, Defendant Signorelli represented he had a net worth of $17,718,400.00. Defendant Signorelli failed t0 disclose and/or intentionally omitted the fact that he had debt obligation and other contingent liabilities/debt which greatly reduced his net worth. 37. The personal financial statement, from Plaintiffs’ perspective was the most important aspect of the transaction, and therefore Without personal financial statement, Plaintiff would not have accepted the note transaction, as it would have created significant doubt that the loan would be repaid. Thus the personal financial statement and the stability it reflected was a material inducement for Plaintiffs to enter into the note transaction. Based upon and in reliance on Signorelli’s’ representations 0f his financial strength, Plaintiffs agreed to enter into and complete the note transaction. 38. At all times, these representations made by Defendant Signorelli were false, and Plaintiffs are informed and believes and thereon alleges that Defendant Signorelli knew them to be false. The true facts were as follows: Defendant Signorelli failed to disclose and/or Complaint 7 \DOONQUI-bUJNH NNNNNNNNNr-tr-tr-tr-tr-tr-tr-tr-tr-tr-t OOQQUI-PUJNHOKDOOQQUI-bUJNHO intentionally omitted the fact that he had debt obligation and other contingent liabilities/debt Which eliminated his net worth. 39. Plaintiffs did not know at the time these representations were made that they were false. As a direct and proximate result 0f the false and fraudulent representations of Defendants and each of them, Plaintiffs have been damaged in a sum according t0 proof at the time of trial well within the jurisdictional limits 0f this court. 40. Defendants actions were done with malicious and intention and therefor Plaintiffs are entitled to punitive damages in the courts discretion. WHEREFORE Plaintiffs pray for judgment against Defendants, and each 0f them, as hereinafter set forth. FIFTH CAUSE OF ACTION (Fraud- Concealment) 41. Plaintiff Cross- incorporates herein by reference each and every previous allegation contained in paragraphs 1 through 39 above as though fully set forth herein. 42. Among other things, during the above-referenced time periods Defendant concealed the value 0f 5224 Blackhawk Dr. as Viable Security. 43. Unbeknownst to Plaintiff, the Real Property had n0 Viability in that KW was placed in a fourth position subordinate t0 three loan/encumbrances that left no equity. 44. Said concealment was known only to Defendants, was not known t0 KW, and could not have been discovered by Plaintiff in the exercise of reasonable diligence. 45. The concealments were withheld from Plaintiff with the intent of deceiving Plaintiff and inducing her t0 make the Loan Without security. 46. In reliance 0n Defendants’ deception, Plaintiffmade the Loan. Had Plaintiff known 0f the actual intentions 0f Defendants and the discrepancy in the Real Property value, Plaintiff would never have agreed t0 the Loan. 47. The aforementioned conduct of Defendant constituted the concealment 0f material facts and directly caused Plaintiff to incur serious financial harm. 48. The aforementioned conduct 0f Defendant constituted malicious and despicable Complaint 8 \OOOQQKJIAUJNt-n NNNNNNNNNv-Av-tn-‘n-Imp-nn-«r-tpp-n OOQONUIAWNt-‘OQWQQthUJNHO PRAYER FOR THE FIRST, SECOND AND THIRD CAUSES 0F ACTION 1. For general damages in the minimum amount 0f $215,000.00, as to Plaintiff; 2 For interest at the rate of 10% on the principal, as to Plaintiff; 3. For costs of suit incurred herein; 4 For reasonable attorneys’ fees; and 5. For other damages which the court deems just and proper. FOR THE FOURTH AND FIFTH CAUSES OF ACTION 1. For general damages in the amount of 21 5,000.00, as to Plaintiffs; 2 For interest at the rate of 12% on the principal, as to Plaintiffs; 3 For costs of suit incurred herein; 4. For reasonable attorneys’ fees; 5 For other damages which the court deems just and proper; and 6 For punitive damages in an amount according to the courts discretion. Dated: OctoberA, 2020 McPHARLIN SP KLES & THOMAS LLP By: x aniel J Mash, Attorne for Plaintiff, Kristin Wang Complaint ©OOQONU‘I-PUJN-d NNNNNNNNN-LHHHHHHHHH OO‘JOU‘I-PWNHOOOOQONUILWN-‘O VERIFICATION I, Kristine Wang, am a party to this action, and I have read the foregoing VERIFIED COIVIPLAINT FOR BREACH OF CONTRACT, BREACH OF THE IMPLIED COVENANT OF GOOD FAITH AND FAIR DEALING, NEGLIGENT MISREPRESENTATION, INTENTIONAL MISREPRESENTATION and FRAUD. The matters stated therein are true based 0n my own knowledge, and as t0 those matters I believe them t0 be true. Ideclare under penalty 0f peljury under the laws of the State 0f California that the foregoing is true and correct. Executed 0n September _14_, 2020, at _Cupertino_, California. ?4 ““70 Kristine Wang/ Complaint 1 0 A \OOO‘QQM 10 11 12 13 14 15 16 17 18 I9 20 21 22 23 24 25 26 27 28 Exhibit A Exhibit A 1. PROMISORY NOTE Lender: Borrower: Kristine Wang Thomas Signorelli Oakside Capital, Inc. 7645 Dumas Dr. 5224 Blackhawk Dr. Cupertinn, CA 95014 Danville, CA 94506 Promise t0 Pay. For value received 011 May 23, 201 9 (the “Effective Date"), Thomas SignorelliiOakside Capitai, promises t0 pay t0 Kristine Wang (Lender) (collectively, “the Parties”) Three Hundred Fifty Thousand Dollars ($350300) (the “Loan”) for the value received 0f Two Hundred Fifteen Thousand Dollars, ($215,000) on the terms and subject t0 the conditions C(mtained in this Promissow Note (the “Note”), signed on this date, May 22, 201 9 2. Interest. The Note will be considered a zero coupon note. There is interest held until June 10m. At that point, Interest will accrue at 15% daily plus 1,000.00 daily charges. 3. Payments and Term 0f the Loan. This Note is due and payable as follows: a) Oaksida Capital shall pay the Loan in full within 21 days after the effective date. Tho effective date ofthis note is the date both parties execute this agreement. The final Payoff amount 0n June 1], 201 9. b) Kristine Wang shall be entitled t0 a $ 1,000.00 lale fee for every day after the loan is not paid off after the 10‘“ ofJune. The late fee is within public policy and is acceptabie by borrower. c) Oakside resewes the right t0 prepay the Note in whole 01‘ in part prior t0 maturity however the guaranteed interest is still owed. d) The entire principal ofthc Loan shall be due 21 Days from effective date offimding. e) Oakside Capital win make all payments under this Note in the. form 0f cash, check, cartified funds 0r money order at the option and direction 0f Kristine Wang. Note: repayment can be made t0: Beneficiary: Klistine Wang Bank Name: Wells Fargo Account: 201 0952703 Page l 0M PROMISORY NOTE f) The funding 0f the loan shall be made Via wire transfer t0 the instructions listed beiow. Payee - Oakside Capital Bank Name~ JP Morgan Chase Bank Routing Number" 32227 1 627 Checking Account~ 299271293 S. Choice 0f Law; Venue. The forum. selected for any proceeding 01' suit related t0 a dispute between \ Thomas Signorelli/Oakside Capital and Kristine Wang related t0 this Note shall be in state court 0f competent jurisdiction located inSanta Clara County, California. Thomas Signm‘slli/Oakside Capital consents t0 the couns personaljurisdiction over it and waives any defense, whether zussened by motion 0r pleading, that Santa Clara County, Caiifomia is an improper 0r inconvenient venue. However, both parties agree ‘to arbitration first. 6. Noiice. Any notice, demand 01‘ other communication to the Parties that is permitted 0r required under this Note shall be given in writing, and shall be deemed to have been delivered (i) when delivered by personal delivery, (ii) three (3) days afier being deposited with the United States Postal Service for mailing by first class mail, postage prepaid, certified mail, with return-receipt requested (regardless 0f whether the return receipt is subswqucmly received), or (iii) one business day afim‘ being deposited “with a nationaliy recognized courier service for overnight delivery; and in each case addressed by Thomas Signorelli and 7. Binding Effect. This Note shall be binding upon Thomas Signomlli/Oakside Capital and his successors and assigns, and shaH inure to the benefit 0f Kristine Wang and her successors and assigns. 8. Personal Guarantee This note shall be guaranteed by Thomas Signorelli. The personal guarantee is an unlimited guarantee. Signorelli waives all rights Ofprotection and agrees t0 any attachment the lender feels necessary to secure their repayment. Any asset listed 0n the personal financial statement dated April 201 9 is eligible for attachment. Page 2 0M PROMISORY NQ'FE 9‘ Hold Harmless Signorcili holds lender harmless and waives; 21H right to defense. Signorelli waives righi m tried byjury 21nd arhin'ation. This indemnif‘rcm'ion from Oakside and Signorclli (personally) x is in pizlcc I’m any and all actions 0f lender. 10. Term Out I’mvision At lenders discretion. the loan may be termed out over a 24 month period with monthly paynmnts accruing at an annual default interest rate of'ZO‘Vn. Payments wilt be due (m 1m: firsi of the month and are subject l0 auto check based (m lender‘s discretion. I l. Security Thu 1mm is; secured by separate security instruments prepared together with iiw nme us follows: u) [)ch of‘tl'ust on property ’locatcd at 4185 Blackhawk Plaza ('jlircln‘. Dunvilim CA 94306 Parties in document: Star} Partners. LLC‘ /Oaksiuic Capiia}. inc Vfl'iOl‘IIas Signorelii b) Personal Financial Statement 01"1‘humas Siguorcfili 12. Due 0n Sale or [incumbrancc . The baiance 0f this note is to be immediately due and payable upon the creation 01’ 0r comract for creatiun offi any Hun, cmumbrances transfer m- saie 0f all 01‘ any part 0f the property. IN WITNESS OF THE ABOVE, "["hmnus SIgnm’elii zmd. Kristine Wang have executed this Promissory Note on {hi3 May 22, 20J 0 7645 Dinning Drive C‘uperlinm CA 950M simymm LALWLO (g m. ism a (.2 {fifiiw’ggg ('ium‘anmr Pugs 3 0H f: v STME’OF I51“ gal 1:913}? “7-,?wmunCOUé‘HY OF: gem me a Vi.“ 35 W. :433‘4?“ a harm public, on this day permit me mm Signureifi knawn w ‘m‘e (or pmved to me anthe oath of ‘ First Addendum This is the First Adcfiendum to the Promissory Note dated May 22, 2019 by and between the Lender, Kristine Wang and the Borrower, Oakside Capital, Inc., a California Corporation, and secured by 4185 Blackhawk Plaza Circle, Danville, CA 94505. 1. If any provision of the Note is unenforceable, the unenforceable provision wiii be severed and the remaining provisions will still be énforceable. 2. Borrower understands that this Note may be in excess of California usury laws and hereby agrees to perform to the specific notes of this agreement. Furthermore, this loan Is not primarily for personal, family or household purposes, but for business purposes only. 3. It is understood that Shanko Wang, CalBRE #01880385 is arranging this ioan for Kristine Wang for compensation detailed in a private agreement between Shanko Wang and Kristine Wang. / w" A(Mv/ ,3?! By: // V45“ A / a Thomaé’SIgnorelh Member, Oakside Capital, inc. . I 6" Kristine Wang /7645 Dumas Drive Cupertino, CA 95014 “£57572”; ?j/v‘” By; ”f ' “fa? Thoma’é Signorem Guarantor . Broker Representation Agreement May 22, 2019 Shanko Wang {CaIBRE #01880385), on behalf of Kristine Wang, will help arrange a promissory note between Kristine Wang, as Lender, and Oakside Capital, |nc., as Borrower with the loan secured by property located at 4185 Blackhawk Ptaza Circle, Daanle, CA 94506. As compensation for arranging the loan, Shanko Wang shall receive 0.5% 0f the total loan amount upon final payoff by Borrower. Shanko Wang, CaIBRE #01880385 Kristine Wang 424'“if \DOOQONm-bwton- NNNNNNNNN-I-IHHu-nv-sy-Ar-IHy-a Ooflom-hWNMOQW‘JQUY-hWNHO Exhibit B Exhibit B SECTION I PERSONAL FINANCIAL STATEMENT . AMOUNT REQUESTED: | LOAN PURPOSE: STATEMENT OF CONDITION AS 0F 4-3-19 (Date) .Q Name: Thomas Signorelii Name of Spouse or Registered Partner: I Social Security Number:xxx-xx-3496 Date of Birth: 5-24- l 978 Sooial Security Number: Dale of Birth: Residence Addmss: 5224 Bluckhagwk Dr No. onrs.: 3. Residence Address: No. of Yrs; v _ City/Statc/ZIP: Danvillo, CA 94506 City/StateJZIP: Residence Phone: 3 l0-746-6639 __ Residence Phone: . Employer Name: Sclf No, of Yrs.: mm“ Employer Name: _ No. of Yrs.: Employer Addmss: Employer Address: Business Phone: 3 10-746-6639 Business Phone: E-mai] address: Thomas.signorelli(aggnmil.cpm Enmail address: SECTION 2 ASSETS ‘ (Omit cams) LIABILITIES (Omir cenm‘) Cash on Hand and in Banks: (List Institutions) V Accou‘nts Payablg (List Acbounts ‘ including Credit Cards): ‘ 97,400 [RA or Other Retirement Accounts $ 2,500,000 Accounts‘and Notes Receivable $ . Notes Payable to Banks and Others 3 I 700 000(Complete Section 4) (Describe in Section 1]) ’ ’ Life Insurance ~ Cash Surrender Value Oniy . . ‘ (Complete Section 5) $ 8,000,000 Lymg Expenses I $ 200,000 Stocks and Bonds and Other Secun'ties ‘ ‘ {Comp‘ete Section 6) $ 3,300,000 Insurancg $4,000 Real Estate ' Mortgages on Rea] Estate v (Complete Section 7)‘ $7’400’000 (Describe iu Section 7) $ Automobile - PreséIit Value ‘ $ 150,000 Properly Taxes $ 25,000 Other Personal Property 9:A I . t. _ ‘ 1 (Complete Section 8) $ Income Q other tgnes $ Partnerships/ LLC’S Other Liabilities ' ‘ (Complete Section 9) $ (Describe in Section 13) t$ 1’800’000 Other‘Assets V . (Commute Section m)~ $ TOTAL LIABILITIES .$ 3,729,000 .. ‘ G Total Assets less Totai Liabilities = TOTAL ASSETS. $ 21,447,400 NET WORTH $17,718,400 ‘Page1 of 3 . YO J Q. SECTION 3 SOURCE OF INCOME CONTINGENT LIABILITIES Salary (Annual) $ 300,000 As Endorser or Co-Maker $ Net Investment Income $ Legal Claims and Judgments $ Rea] Estate Income $ Provision for Federal Income Tax $ Other Income (Describe below)* $ Other Special Debt $ Description 0f Other Income in Section 3.. Please describe any recurring income not reflected 0n previous (m: returns. *Alimony or child support payments need not be disclosed in “Other Income" unless it is desired to have such payments counted toward toml income. SECTION 4 ACCOUNTS AND NOTES RECEIVABLE . . CurrentCollateral Lien Eqmty Payment Matunty .Name 0f Dem” Address Description Position Value Tenns Amount Date 32:33:]; SECTION 5 CASH SURRENDER LIFE INSURANCE HELD (Give face amount and cash surrender value of policios- name of insurance and beneficiaries) SECTION 6 STOCKS AND BONDS (use attachmenls ifnecessary. Each attachment must be identified as a part ofthis statement and signed.) Number of Shares Number of Securities Cost Market Value Quotation Exchange Dale of Quotation Exchange Totai Value Pinebl'ook $3,300,000 SECT]ON 7 REAL ESTATE (List each parcel separately. Use attachmems if necessaly. Each attachment must bc identified as :1 part ofthis statement and signed.) Properly A Property B Property C Type omeperty (SFR, mo) SFR Baytown Medical Building Spring Office Park Address oi‘Propcrty 5224 Blackhawk DL Danville, CA Baylown Texaé Spring Texas Name ofPropezty Owner Simorelli LLC Signorclli Partnership Signorclli Pamership % 0f Ownership 100 70 100 Date Purchased 20I6 2013 2014 Original Cost $2,400,000 $1 £00,000 $1 ,700,000 Cunent Market Value $3,100,000 $1,900,000 $2,400,000 Name of [finder/Address Loan Number Current Loan Balance $1,700,000 0 0 Interest Rate Loan Maturity Date Monthly Rent Income Monlhly Payment (Prim). & Int.) Status oflmm (Current 0r Past Due) Page 2 of3 SECTION 8 OTHER PERSONAL PROPERTY (Describe, and if any is pledged as security, slate name and address of lien holder, amount of lien, tcmls 01' payment, and if :my delinquent. describe delinquency) SECTION 9 CORPORATIONS, PARTNERSHIPS and LLCS Name Date of Initial Investment Percent Owncd Cost Current Market Value Obligations Due Due Date % % % % SECTION 10 OTHER ASSETS (Describe, and if any is pledged as security, state name and address 0f lien holder, amount of lien, terms ot‘paymcnt, and if any delinquent, describe delinquency) SECTION 11 NOTES PAYABLE T0 BANK AND OTHERS (Use nflachmcnls if necessary, Each allachmcntmust b3 idcnlificd as a pan ofthis statement and signch Payment Frequency How Secured or Endorsed Name and Address ofNotc Ho]dcr(s) Original Balance Current Balance Amount (monthly, etc.) Type 0f Collateral 1,700,000 5224 Blackhawk Dr SECTION 12 UNPAID TAXES (Describe in detail as to type, 10 whom payable, when due, amount, nnd to what properly, il'zmy, a [2m lien attaches.) SECTION 13 OTHER LIABILITIES (Describe in detail) RBC $1,800,000 line of credit backed by securities SECTION l4 Please cerlify and sign belowfl/ fem.(4-4 . J/ 4-3-19 Signature 5/ U Date Signature 0f borrowing spouse or domestic partner * (If you are applying for creditjointiy) Date o Panner registered under California Domestic Paxtncrship Law Page 3 of 3
