ATRIUM WINE BROKERS INC.

THE CUSTOMER CERTIFIES THAT ALL STATEMENTS AND INFORMATION CONTAINED HEREIN AND ANY SUPPORTING SCHEDULES ARE TRUE AND CORRECT AS OF THE DATE HEREOF. IN THE EVENT THAT ANY MATERIAL ADVERSE CHANGE OCCURS IN THE INFORMATION GIVEN ABOVE OR IN THE CUSTOMER'S FINANCIAL CONDITION, THE CUSTOMER AGREES TO IMMEDIATELY NOTIFY ATRIUM WINE BROKERS INC. IN WRITING, GIVING SPECIFIC DETAILS OF SUCH OCCURRENCE.

THE CUSTOMER UNDERSTANDS THAT ATRIUM WINE BROKERS INC. MAY CONTACT THE ABOVE REFERENCES TO CONFIRM THE FOREGOING INFORMATION AND SPECIEICALLY AUTHORIZES ITS BANK OR ANY OTHER CREDIT GRANTING PARTIES (OR THEIR AGENTS) EITHER LISTEDABOVE OR WITH WHOM THE CUSTOMER HAS HAD DEALINGS, TO RELEASE CREDIT AND FINANCIAL INFORMATION IN SUPPORT OF THIS APPLICATION. THE CUSTOMER ALSO UNDERSTANDS THAT PAYMENT OF ALL PURCHASES TO THE APPROPRIATE WINERY DIRECT VENDOR, ARE PAYABLE WITHIN 30 DAYS OF THE INVOICE DATE.

INCONSIDERATION OF THE CREDIT, UNDER THIS AGREEMENT, THE CUSTOMER AGREES TO PAY A 1.5% (18% PER ANNUM) SERVICE CHARGE ON ALL INVOICES NOT PAID WITHIN THE TERMS. IN THE EVENT OF DEFAULT ON ANY INVOICES, ATRIUM WINE BROKERS INC. WILL HAVE THE RIGHT

TO DECLARE ALL INVOICES DUE AND PAYABLE. IF LEGAL ACTION is INSTITUTED TO ENFORCE COLLECTION, REASONABLE ATTORNEY'S FEES AND

COST FOR SUCH LEGAL ACTION WILL ALSO BE SOUGHT. ATRIUM WINE BROKERS INC. RETAINS THE RIGHT TO REVOKE PRIOR CREDIT AGREEMENTS, AT WHICH TIME, ALL PURCHASES MADE BY THE CUSTOMER WILL BE ON A CASH BASIS.

Atrium Wine Brokers Inc. 2243 Indus Way, San Marcos, CA 92078. Phone: 323.304.2445

3. This certificate is for the purchase from listed in paragraph 5 below.

4. I will resell the item(s) listed in paragraph 5, which I am purchasing under this resale certificate in the form of tangible personal property in the regular course of my business operations, and I will do so prior to making any use of the item(s) other than demonstration and display while holding the item(s) for sale in the regular course of my business. I understand that if I use the item(s) purchased under this certificate in any manner other than as just described, I will owe use tax based on each item's purchase price or as otherwise provided by law.

6. I have read and understand the following: For Your Information: A person may be guilty of a misdemeanor under Revenue and Taxation Code section 6094.5 if the purchaser knows at the time of purchase that he or she will not resell the purchased item prior to any use (other than retention, demonstration, or display while holding it for resale) and he or she furnishes a resale certificate to avoid payment to the seller of an amount as tax. Additionally, a person misusing a resale certificate for personal gain or to evade the payment of tax is liable, for each purchase, for the tax that would have been due, plus a penalty of 10 percent of the tax or $500, whichever is more.