HomeMy WebLinkAbout1993 - Non-Disturbance Attornment and Subordination Agreement - Sun Life Assurance Company / Sound Container Inc - 9302220879After recording return to:
David N. Lombard
Schwabe, Williamson, Ferguson Burdell
1420 Fifth Avenue, Suite 3400
Seattle. Washinaton 98101 -2339
(The above space is reserved for the recorder's office)
NON DISTURBANCE, ATTORNMENT AND SUBORDINATION AGREEMENT
THIS AGREEMENT, dated for reference purposes the i, r day:
v of January, 1993, is between SOUND CONTAINER, INC. "Tenant and
SUN LIFE ASSURANCE COMPANY OF CANADA (U.S.) a Delaware corporation
"Beneficiary the beneficiary under a Deed of Trust, Assignment.
of Rents and Security Agreement "Deed of Trust to be executed by
Hallwood Real Estate Investors Fund XVI, a Delaware general
partnership, or its successor (the. holder of the Landlord's
�ntcrect in th^ Leas described below is herein called the
"Landlord as owner of the real property described in Exhibit A
attached hereto and by this reference incorporated herein (the
"Pre nises and to be recorded in King County, Washington to
encumber the Premises, dated �J 1993, and recorded in
King _County, Washington, on 1993, under Recording
No. (Tenant authorizes Beneficiary or the escrow
agent to fill in the date and recording information).
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PRELIMTNARY STATEMENT
Tenant has executed a Lease (the "Lease with Hallwood
Real Estate Investors Fund WI dated October 24, 1991 and Amendment
to Lease dated November 5, 1992 for a portion of the Premises_
Beneficiary will hold the Deed of Trust described above on the
Premises. Tenant and Beneficiary desire hereby to establish
certain rights, safeguards, obligations and priorities with respect
to their respective interests in the Premises by means of the
following non disturbance, attornment and subordination agreement.
NOW THEREFORE, the parties hereto covenant and agree as
follows:
1. Provided that the Lease is in full force and effect
and there are no defaults thereunder, then:
a. The right of possession of Tenant to the leased
premises and Tenant's rights arising out of the Lease shall not be
affected or disturbed by the Beneficiary in the exercise of any of
its rights under the Deed of Trust or the Note secure th Py(il:
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affected or disturbed by the Beneficiary in the exercise of any of
its rights under the Deed of Trust or the Note secured thereby.
b. ?n the event that the Beneficiary or any other
person acquires title to the Premises pursuant to the exercise of
any remedy provided for in the 'Deed of Trust or by means of a deed
in lieu of foreclosure thereof, the Lease shall not be terminated
or affected by said foreclosure or deed in lieu of foreclosure and
the Beneficiary hereby covenants that any sale by it of the
Premises pursuant to the exercise of any rights or remedies under
the Deed of Trust, or otherwise, shall be made subject to the Lease
and the rights of the Tenant thereunder; and the Tenant covenants
and agrees to attorn to the Beneficiary, or cuch per =on who may
purchase the Premises at a foreclosure sale, as its new landlord,
and the Lease shall continue in full force and effect as a direct
lease between Tenant and Beneficiary, or such other person, upon
all the terms, covenants, conditions and agreements set forth in
the Lease. However, in no event shall the Beneficiary or such
other person be:
(1) liable for any act or of the
present Landlord; or
(2) subject to any offsets or deficie:icies
which the Tenant might be entitled to assert against the present
Landlord; or
(3) :bound by any payment of rent or additional
rent made by the Tenant t0 the Landlord for more than one month in
advance; or
(4) bound by any security deposit which Tenant
may have paid to any prior landlord unless such deposit is in an
escro•.a fund available to Beneficiary; or
(5) bound by any amendment to the Lease if
such amendment has not received Beneficiary's prior written
consent; or t
(6) bound by any provision in the Lease which
obligates Landlord to erect or complete any building or to perform
any construction work or to make any improvements to the Premises.
2. Tenant agrees with Beneficiary that Tenant will not
voluntarily subordinate the Lease to any other lien or encumbrance
without Beneficiary's prior written consent.
2. The Lease shall be subject and subordinate to the
lien of the Deed of Trust and to all terms,' conditions and
provisions thereof, to all advances made or to be made thereunder,
and to any ren -wals, eytonsions, modifications or replaron -ents
thereof.
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4. The foregoing provisions shall be self operative and
effective without the execution of any further instruments on the
part of any party hereto. However,.Tenant agrees to execute and
deliver to the Beneficiary or to any person to whom Tenant herein
agrees to attorn such other instruments as either shall request in :wq
order to effectuate said provisions.
5. This Agreement may not be modified other than by an
agree=ment in writing signed by the parties hereto or by their
respective successors in interest.
6. This Agreement shall inure to the benefit of and be
binding upon the parties hereto and their successors and assigns.
IN WITNESS WHEREOF, the parties hereto have caused this
Agreement to be fully executed effective the day and year first
above written.
TENANT:
SOUND CONTAINER, INC.
By:
Its:
By:
Its:
BENEFICIARY:
SUN LIFE ASSURANCE COMPANY OF CANADA
(U.S.), a Delaware corporation
Its:
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By:
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STATE OF WASHINGTON
ss.
COUNTY OF KING
I certify that I know or have satisfactory evidence that
the persons appearing before me and making this acknowledgment are
the persons whose true signatures appear on this document.
on this day of ].993, before me
personally appeared Y'r�and to me
known to be the y i' and
respectively, of SOUNb CONTAINER, INC., the corporation that
executed the within and foregoing instrument, and acknowledged the
said instrument to be the free and voluntary act and deed of said
corporation, for the uses and purposes therein mentioned, and on
oath stated that they were authorized to execute said instrument
and that the seal affixed, if any, is the corporate seal of -.aid
corporation.
WITNESS my hand and official seal hereto affixed the day
and year first above written.
Notary Public in and for the State
of Washington, residing at ��C�r4111
My commission expires:
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CObLMONWEALTH OF MASSAChUSETTS
ss.
COUNTY OF NORFOLK
State of Massachusetts
Count of Norfolk
On this 17th day of Februarv, 1993 hefore me appeared z
?Iargaret Sear, Mead, to me known to he the Senior Associate Counsel of the Sun life
Assurance Company of Canada, dulc authorized to execute the annexed instrument, on
behalf of Sun Life Assurance Company of Canada (U.S.), and acknowledged the said
inntn:mcnt to be the free and voluntary act ..ad deed of said corporation, for the usex
and purposes therein mentioned, and on oath stated that they were authorized to
execute said instrument, and that the seal affixed is the corporate seal of ::aid
rorporatinu.
IN t,T!NESS ':HEREOF,, i have hereunto set my hand and affixed my official seal the
:riv .ind •.car firs[
.enl �e A. %rnoid, "otary �'uui lc
commission expires: August 6, 1993
Notary Public in and for the
Commonwealth of Massachusetts,
residing at
My commission expires:
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COMMONWEALTH OF MASSACHUSETTS
ss•
COUNTY OF NORFOLK I
I certify that I know or have satisfactory evidence tha'
the persons appearing before me and making this acknowledgment ar
the persons whose true signatures appear on this document.
On this day of 1993, before a
personally appeared an
to me known to be th
and
respectively of SUN LIFE ASSURANCE COMPANY OF CANADA (U.S.)
Delaware corporation, the corporation that executed the within an
foregoing instrument, and acknowledged the said instrument to b
f the free and voluntary act and deed of said corporation, for th
uses and purposes therein mentioned, and on oath stated that the
were authorized to execute said instrument and that the sea
affixed, if any, is the corporate seal of said corporation.
WITNESS my hand and official seal hereto affixed the da
and year first above written.
Notary Public in and for the
i Commonwealth of Massachusetts,
residing at
E My commission expires:
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EX111N17' A
PARCEL A -I:
ALL OF LOTS 1, 2 AND 3 OF A.N'DOVER INDUSTRIAL PARK NO. 5. AS PER PLAT RECORDED
IN VOLUME 83 OF PLATS. PAGES 22 A.4'D 23, RECORDS OF KING COUNTY:
SITUATE IN THE CITY OF TL'KW:LA. COUNTY OF KING. STATE OF WASHINGTON.
PARCEL A -2:
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ALL THAT PORTION OF LOT 7 OF ANDOVER INDUSTRIAL PARK NO. 5, AS PER PLAT
RECORDED IN VOLUME 83 OF PLATS. PAGES 22 ANU 23, RECORDS OF K7NG COUNTY. LYING
NORTH OF THE FOLLOWING DESCRIBED LINE:
BEGINNING AT THE SOUTHWEST CORNER OF SAID LOT 7;
THENCE NORTH 01`47'28" EAST, 149.78 FEET:
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THENCE NORTHEASTERLY ALONG THE CURVE TO THE RIGHT HAVING A RADIUS OF 216.37
FEET THROUGH A CENTRAL ANGLE OF 05 °21'43 AN ARC DISTANCE OF 20.25 FEET TU
THE TRUE POINT OF BEGINNING OF SAID LINE;
THENCE SOUTH 88 °12'32" EAST 339,.74 FEET TO THE FAST BOUNDARY OF SAID LOT 7.
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WHICH IS THE END OF SAID LINE:
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SITUATE I`: THE CITY OF TUKWILA. COUNTY OF KING, STATE OF WASHINGTON.
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PARCEL A -3:
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A PORTION OF THE WEST 1/2 OF SECTION 25 AND THE. ,EA,�Ti /2 OF SECTIO`: 26. ALL IN
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TOF'NSHIP 23 NORTH. RANGE 4 EAST W.M. DESCRIBED AS FOLLOWS:
BEGINNING AT THE EAST 114 CORNER OF SAID SECTION 26:
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THENCE NORTH 88 °06'42" WEST ALONG THE EAST -WEST CENTERLINE OF SAID SECTION 26
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A DISTANCE OF 105.84 FEET TO THE TRUE POINT OF BEGIfi�ING;
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THENCE NORTH 01°47 EAST 2.45 ?EET TO A POINT OF CURVATURE:
THENCE: Al ONC A CURVE TO THE RIGHT RAVING A RADIUS OF 410.28 FEET. THROUGH A
CESTNAI, ANGLE OF 46`46'10'•. AN ARC DISTANCE OF 334.90 FEET:
THENCE NORTH. 48'33'36" EAST 188.36 FEET;
IHE`:CE A_'ONC A CURVE TO THE RIGHT HAVING A RADIUS OF 410.28 FEET, THROUGH A
CENTRAL A):G:.E OF 72 °16'35• AN ARC DISTANCE OF 517.55 FEET TO AN INTERSECTION
WITil A LINE BEARING SOUTH 56'32.'20'" EAST:
THENCE SOUTH 56`38'20'• EAST ALONG SAID LINE A DISTANCE OF 69.93 FEET:
THENCE. SCCTH 4R "44'23" EAST 71.30 FEET:
THENCE. SOC'E 45'09'27•' EAST 9.91 FEET TO THE WESTERLY MARGIN OF JAJMES
C.HY.'. STENSEN Hr -Ar ;U 1479;
THENCK SOf :711 G WEST 468.23 CELT;
THENCE. S6:'Tii 32 39'C5" WLST 132.67 FEET:
THENCE, NOF i: 8P,'12'32•' WEST 524.50 FEET:
TIiE.':Cf. N^PTH 0.'47'22" FAST 90.6G FEET TO THE TRUE POINT OF BEGINNING:
SIT::A ",F i... C, V OF TUKA'7LA. COUNTY OF KING. ST;TL OF W'ASHINGTC.':
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