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HomeMy WebLinkAboutPermit PL17-0034 - RIVERTON HEIGHTS BLA - LAND DIVISION / BOUNDARY LINE ADJUSTMENTRIVERTON HEIGHTS BLA 1523049152 Associated Files: PL17-0034 This File: 117-0039 LAND DIVISION/BOUNDARY LINE ADJUST CITY OF TUKWILA DEPAMMEN? OP COMMUNITY DEVEL0PMENT 6300 SOUTHCENTER BLVD, TUKWILA, WA 9818E1 TELEPHONE (206)4131-3670 FAX (206)431-3665 E-MAIL: plai4ningliltukwilaWA.gov TiJX1r1L SHORT SUBDIVISION COMMITTEE APPROVAL REVIEWED AND APPROVED BY THE SHORT SUBDIVISION COMMITTEE ANO HEREBY CERTIFIED FO FILING THIS DAY OF 2011 CHAI DECLARATION KNOWN ALL MEN BY THESE PRESENT THAT WE, THE UNDERS/GNEO, OWNER(S) IN FEE SIMPLE OF THE LAND HEREIN DESCRIBED DO HEREBY MAKE A BOUNDARY LINE ADJUSTMENT. THE UNDERSIGNED FURTHER DECLARE THIS BOUNDARY LINE ADJUSTMENT TO BE THE GRAPHIC REPRESENTATION OF SAID BOUNDARY LINE ADJUSTMENT AND THE SAME IS MADE WITH THE FREE CONSENT AND IN ACCORDANCE WITH THE DESIRE OF THE OWNER(S). IN WITNESS WHEREOF WE HAVE SET OUR HANDS AND SEALS. 4) NAME: 14:440-04 NAME: W SINN, Lt. ACKNOWLEDGEMENTS STATE OF WA /NGTON ) COUNTY OF ' . )SS ON THIS 214/? DAY OF 2017, BEFORE M , THE UNDERSIGNED, A NOTARY PUBLIC IN & FOR THE STATE OF WASHINGT04, DULY CPMMISSIONEO & SWORN, PERSONALLY APPEAREDr11.419re _ONE PERSONALLY KNOWN (OR PROVEN ON T A IS A,IsFAcIgay,cypENm TO BE THE Mil OF 6 Stir' THE CORPORATION THAT EXECUTED TH WITHIN AND FOREGOING INSTRUMENT, AND ACKNOWLEDGED SAID INSTRUMENT TO BE THE FREE AND VOLUNTARY ACT DEED OF SAID CORPORAT/ON, FOR THE USES THE PURPOSES THEREIN MENTIONED. & ON OATH STATE() THAT HE/SHE WAS AUTHORIZED TO EXECUTE SAID INSTRUMENT & THAT THE SEAL AFFIXED. IF ANY. IS THE CORPORATE SEAL OF S.I0 CORPORATION, WITNESS MY HAND AND SEAL HERETO AFFIXED THE DAY & YEAR IN THI CERTIFICATE ABOVE WRITTEN. NOTARYPB NDFOR HE OF WASHINGTON, RESIDING IN COMMISSION EXPIRES: Aug )61 MAIrri PRINT NOTARY NAME VICINITY MAP S i4OTH ST S 144TH ST 5 140TH ST 43 3 S i4STM ST t7 11 I48TH ST 1" 4=1000 RECORDING CERTIFICATE: RECORDING NO.= FILED FOR TECORD THIS DAY OF 2017 AT M. IN BOOK OF SURVEYS AT PAGE , AT INE REQUEST OF STEPHEN H VOWS PLS ‘44ANAGER' Stiektott4.1 0rARqd S01% SHOAT suaorgisIoN COMMITTEE KING COUNTY DEPARTIMET OF ASSESSMENTS EXAMINED & APPROVED THIS gthDAY OF Decter4er 20122 KING COUNTY ASSESSOR ' DEPUTY KINGCOUNT A ESSOR 1523049152, 1523049010 Wilson ACCOUNT NUMBER RECORDING NUMBER VOL /PAG PORTION OF SE 1/4 OF SW 1/4, S, 15, T. 23 N., R. 4 E., W.M. BOUNDARY LINE ADJUSTMENT ORIGINAL LEGAL DESCRIPTION: PARCEL A (PARCEL A. FIRS? AlaRICAR TITLE INSURANCE FILE NO.NCS-852312-WM): THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15. TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY. WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTHERLY LINE OF SATO SUBDIVISION WHICH IS 25 FEET EAST OF THE SOUTHWEST CORNER THEREOF; THENCE NORTH 330 FEET PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION TO THE SOUTHWEST CORNER OF LOT 10, BLOCK 3, JAMES CLARK S GARDEN ADDITION TO THE CITY OF SEATTLE. ACCORDING TO THE PLAT THEREOF. RECORDED IN VOLUME 13 OF PLATS, PAGE 12, IN KING COUNTY. WASHINGTON; THENCE EAST 264. FEET ALONG THE SOUTH LINE OF SAID LOT 10: THENCE SOUTH 330 FEET, MORE OR LESS4 PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION TO THE SOUTHERLY LINE THEREOF: THENCE WEST 264 FEET ALONG SAID SOUTHERLY LINE TO THE POINT OF BEGINNING. EXCEPT THE SOUTH 180 FEET THEREOF. EXCEPT THE NORTH 60 FEET AS MEASURED ALONG THE WEST LINE THEREOF. EXCEPT THE WEST 5 FEET OF THE REMAINDER THEREOF CONVEYED TO KING COUNTY FOR 37TH AVENUE SOUTH BY DEED RECORDED JUNE 2. 1972 UNDER RECORDING NO. 7206020386, PARCEL B (PARCEL E, FIRST AMERICAN TITLE INSURANCE FEZ NO.NCS-852812-111): THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15. TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY. WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHWEST CORNER OF LOT 10, BLOCK 3, JAMES CLARK 5 GARDEN ADDITION TO THE CITY OF SEATTLE, ACCORDING TO THE PLAT THEREOF. RECORDED IN VOLUME 13 OF PLATS. PAGE 12, IN KING COUNTY. WASHINGTON: THENCE EASTERLY ALONG THE SOUTH LINE OF SAID LOT 10 A DISTANCE OF 264 FEET; THENCE SOUTHERLY PARALLEL WITH THE WEST LINE OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER 60 FEET; THENCE WESTERLY PARALLEL WITH SAID SOUTH LINE OF LOT 10 A DISTANCE OF 264 FEET THENCE NORTHERLY PARALLEL WITH THE WEST LINE OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER 60 FEET TO THE POINT OF BEGINNING. EXCEPT THE WEST 5 FEET THEREOF CONVEYED TO KING COUNTY FOR 37TH AVENUE SOUTH BY DEED RECORDED UNDER RECORDING NUMBER 7206020386. BASIS OF BEARING: WASHINGTON STATE LAMBERT GRID NORTH ZONE COORD/ANTES AS DETERMINED. BY GPS OBSERVATION. PARCEL AREAS: OVERALL: 39083 SO FT (0.897 ACRES) ORIGINAL PARCEL A: 23308 SO FT (0.535 ACRES) ORIGINAL PARCEL 8: 15775 SG FT (0.362 ACRES REVISED PARCEL A: 21730 SO FT (0.499 ACRES REVISED PARCEL B: 17353 SO FT (0.398 ACESi LAND SURVEYOR'S CERTIFICATE: Ts BOUNDARY LINE ADJUSTMENT CORRECTLY REPRESENTS A SURVEY MADE BY ME CB UNDER NY DIRECTION IN CONFORMANCE WITH STATE AND CCUNTY STATUTES Al THE REQUEST OF SEG SUN, LLG IN NAY 2017. NUMBER REVISED LEGAL DESCRIPTION: REVISED PARCEL A: THAT PORTION or THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15. TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTHERLY LINE OF SAID SUBDIVISION WHICH IS 25 FEET EAST OF THE SOUTHWEST CORNER THEREOF; THENCE NORTH 330 FEET PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION TO THE SOUTHWEST CORNER OF LOT 10, BLOCK 3, JAMES CLARK S GARDEN ADDITION TO THE CITY OF SEATTLE, ACCORDING TO THE PLAT THEREOF, RECORDED IN VOLUME 13 OF PLATS. PAGE 12, IN KING COUNTY. WASHINGTON: THENCE EAST 264 FEET ALONG THE SOUTH LINE OF SAID LOT 10: THENCE SOUTH 33(YFEET. MORE OR LESS, PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION TO THE SOUTHERLY LINE THEREOF; THENCE WEST 264 FEET ALONG SAID SOUTHERLY LINE TO THE POINT OF BEGINNING. EXCEPT THE SOUTH180 FEET THEREOF. EXCEPT THE NORTH 66 FEET AS MEASURED ALONG THE WEST LINE THEREOF. EXCEPT THE WEST 5 FEET OF THE REMAINDER THEREOF CONVEYED TO KING COUNTY FOR 37TH AVENUE SOUTH BY DEED RECORDED JUNE 2, 1972 UNDER RECORDING NO. 7206020386. REVISED PARCEL B: THAT PORTION OF THE SOUTHEAST OUARTER OF THE SOUTHWEST QUARTER OF SECTION 15. TOWNSHIP' 23 NORTH, RANGE 4 EAST. N.M., IN KING COUNTY. WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHWEST CORNER OF LOT 10. BLOCK 3. JAMES CLARK S GARDEN ADDITION TO THE CITY OF SEATTLE, ACCORDING TO THE PLAT THEREOF, RECORDED IN VOLUME 13 OF PLATS, PAGE 12, IN KING COUNTY. WASHINGTON; W IE THENCE ALONG THE SOUTH LINE OF SAID LOT 10 A DISTANCE OF THENCE SOUTHERLY PARALLEL WITH THE WEST LINE OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER 66 FEET; THENCE WESTERLY PARALLEL WITH SAID SOUTH LINE OF LOT 10 A DISTANCE OF 264 FEET; THENCE NORTHERLY PARALLEL WITH THE WEST LINE OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER 66 FEET TO THE POINT OF BEGINNING. EXCEPT THEWEST 5-.FEET THEREOF CONVEYED TO KING COUNTY FOR 37TH AVENUE SOUTH' BY DEED RECORDED UNDER RECORDING NUMBER 7206020386. SURVEYOR'S NOTES: 1) THE MONUMENT CONTROL SHOWN FOR THIS SITE WAS ACCOMPLISHEO BY FIELD TRAVERSE UTILIZING A TWO (2) SECOND THEODOLITE WITH INTEGRAL ELECTRONIC DISTANCE MEASURING METER (TRIMBLE S-3) AND REAL TIME KINEMATIC (RTK) -/ STATIC GLOBAL POSITIONING SYSTEM (GPS TRIMBLE.R-8), LINEAR AND ANGULAR CLOSURE OF THE TRAVERSES MEET THE STANDARO8 OF oc 332-130-090. 2) UTILITIES OTHER THAN THOSE SHOWN MAY EXIST ON THIS SITE. ONLY THOSE *UCH ARE VISIBLE OR HAVING VISIBLE EVIDENCE OF THEIR INSTALLATION ARE SHOWN HEREON. 3) THIS SURVEY REPRESENTS PHYSICAL IMPROVEMENT CONDITIONS AS THEY EXISTED MAY 31, 2017. THE DATE OF THIS FIELD SURVEY. 4) FULL RELIANCE FOR LEGAL DESCRIPTIONS AND RECORDED EASEMENTS HAVE BEEN PLACED ON THE TITLE REPORT FROM FIRSTAMERICAN TITLE INSURANCE COMPANY COMMITMENT ORDER NO. NCS,4352312.,WA1, DATED MAY 19, 2017. NO ADDITIONAL DEC 18 2017 RESEARCH HAS BEEN ATTEMPTED. community 5) OFFSET DIMENSIONS SHOWN HEREON ARE MEASURED PERPENDICULAR Dev"Pm t TO PROPERTY ONES. , , COMTOUR ENGINEERING4LIC •CIVIL_ENGDIEERS-SURVEYORS-LAND PLANNERS 47ob 97th Street NW. Suite ft00. 619H4r5or, NA96335 Ph000. 253-657-5454 faX 053 -509,9044,infoliconiA0M1511G.tom NUM BY: L NGUYEN McV12" - S WOODS Mt SEPT 26, 2017 JOB hAAM 15-167 sc" NA . J°13N°.' 15-187E3 ,. _ KC . SE —SW 15, T23N, R4E, WM MUM SEG 56TH. LLC 845 106TH AVE NE STE 100 BELLEVUE. WA 96004 KING COUNTY, WASHINGTON SHEET 1 OF 2 . / 7 0039 RECORDING NUMBER CITY OF TUKWILA DEPARTMENT OF COMMUNITY DEVELOPMENT 6300 SOUTHCENTER BLVD, TUKWILA. WA 98188 TELEPHONE (206)431-3670 FAX (206)431-3665 E-MAIL: planning@tukwilaWA.gov 0 20 N43'19'37'E 24.05' (NOT TO SCALE) CALCULATED 1/16TH 40 Scale: 1" = 20' SOUTHWEST CORNER OF SEC.15. T1P.23N, RNc,6E: CALCULATED FROM MGS POINT NO. 93H-903. N76'52'03'E 0.37' (NOT TO SCALE) 1326.11' CALCULATED 1/16TH SO1'33'36'1 1323.71'(SECTION LINE) BOUNDARY LINE ADJUSTMENT NUMBER L0� FOUND CONCRETE MONUMENT INCASED AT THE INTERSECTION OF SOUTH i40TH ST AM/ 37TH AVE SOUTH. 25' 1 08' 30' A/W DEED SO2'14'3911 1341.75' (PLATED MONUMENT LINE) 37TH AVENUE SOUTH 25' 2.85_ HD • I 25i00 1 S 2.5'S A BUILDING '4141) VOLUME/PAG$ SE 1/4 OF SW 1/4, S. 15, T. 23 N., R 4 E., W.M. X X S87'45'11'E 264.00' X X X B' CYCLONE FENCE X EXTRL E0 CIFW! ASPHALT 262.92' ORIGINAL LOT LINE TO BE REMOVED PARCEL B 0 0; CONCRETE S87'45'11'E 262.92' X X 8' CYCLONE FENCE EXTRUDED C(1R8 ASPHALT CONCRETE S 2 al FOUND 3' BRASS DISC WITH 'X' INCASED AT THE INTERSECTION OF SOUTH 144TH ST AND 37TH AVE SOUTH. LEGEND: 9 = FOUND MONUMENT AS NOTED. VISITED 7-2-12 p = CALCULATED MONUMENT POSITION • - SET #4 REBAR WITH RED PLASTIC CAP STAMPED "CONTOUR LS 38965". ASPHALT ASPHALT REVISED LOT LINE ESTOP SIGN S87.45 11'E 262.92' A ___ EXTRUDED CURB ($( EXTRUDED CURB 262.93' PARCEL A S87.35'22'E 265.78' 267.93' S87'35'22'E 2652.23' 04 q 38965 z, y`� ' 40, 4:), FSIST0+ SJQ' *41. LAND IdtitFl7 EXTRUDED CURB ASPHALT ASPHALT INI11111:5111111111 E N G I N E E R I N G CIVIL ENGINEERS -SURVEYORS -LAND PLANNERS 4706 97th Street NW, Suite 4100, Gig Harbor. MA Phone: 253-857-5454 Fax: 253-509-0044 infoNcontaurpllc.con L L C 98335 DRA1N 8Y: L NGUYEN CHHCXBD B1 S WOODS DATE SEPT 26, 2017 JOB NAWE 15-187 SCAII 1:: =20 • we NO.: 15-1878 2.2'S BUILDING CONCRETE ; w 15' SANITARY SEWER EASEMENT REC. N0.20160614002378 ASPHALT SOUTH QUARTER CORNER OF SEC.15, TWP.2314, ING.5E. FOUND PUNCH MARK IN COPPER PLUG IN CONCRETE POST STAMPED. 1033.18' 15 .,.Td 'VED DEC 182017 o106X DATA l,o'nmun, SE -SW 15, T23N, R4E, WU'm' SURVEY FOR SEG 56TH, LLC 845 106TH AVE NE STE 100 BELLEVUE. WA 98004 KING COUNTY, WASHINGTON SHEET 2 OF 2 t / 7-. 003 f 4,1111111111.1.14, -= City of Tukwila Allan Ekberg, Mayor Department of Community Development - Jack Pace, Director NOTICE OF DECISION August 25, 2017 Steve Woods Contour Engineering LLC PO Box 949 Gig Harbor, WA 98335 Subject: Riverton Heights BLA Project #: PL17-0034. File #: L17-0039 Dear Mr. Woods: The City has completed review of your boundary line adjustment (No. L17-0039) and determined that it complies with all applicable City code requirements. The City SEPA Responsible Official has previously determined that this application does not require a SEPA threshold determination because it is categorically exempt. This letter serves as the Notice of Decision per TMC 18.104.170. Based on the latest project submittal, preliminary approval is granted. NEXT STEPS: 1. Final Approval: Submit the necessary boundary line adjustment documents (survey, and legal descriptions with signatures) for city signatures. All taxes and fees assessed against the property must be current prior to final approval. Please check with the King County Assessor's Office and the City of Tukwila Finance Department prior to submitting final documents. 2. Recording: It is your responsibility to record the approved and signed documents with the King County Department of Records. You will need to pay the recording fees and submit your approved originals to King County. The boundary line adjustment is not complete until the recording occurs and copies of the recorded documents are provided to the Department of Community Development. EXPIRATION OF PRELIMINARY APPROVAL The final approved boundary line adjustment must be filed with the King County Department of Records within one year from the date of this preliminary approval or the application will expire. The City may grant a single one year extension if requested in writing prior to the expiration date. Tukwila City Hall • 6200 Southcenter Boulevard • Tukwila, WA 98188 • 206-433-1800 • Website: TukwilaWA.gov APPEAL RIGHTS This boundary line adjustment decision may be appealed to the Hearing Examiner. One administrative appeal of the decision on the boundary line adjustment, excluding challenges to the DNS, is permitted. If no valid appeals are filed within the time limit, the decision of the Department will be final. In order to appeal the decision a written notice of appeal must be filed with the Department of Community Development within 21 days of the issuance of the Notice of Decision. The requirements for such appeals are set forth in Tukwila Municipal Code 18.116. Appeal materials shall include: 1. The name of the appealing party. 2. The address and phone number of the appealing party; and if the appealing party is a corporation, association or other group, the address and phone number of a contact person authorized to receive notices on the appealing party's behalf. 3. A statement identifying the decision being appealed and the alleged errors in the decision, including any specific challenge to an MDNS. 4. The Notice of Appeal shall identify (a) the specific errors of fact or errors in application of the law in the decision being appealed; (b) the harm suffered or anticipated by the appellant, and (c) the relief sought. The scope of an appeal shall be limited to matters or issues raised in the Notice of Appeal. 5. Appeal fee per the current fee schedule, additional hourly charges may apply. In addition all hearing examiner costs will be passed through to the appellant. Any appeal shall be conducted as an open record hearing before the Hearing Examiner. The Hearing Examiner's decision on the appeal is the City's final decision. A party who is not satisfied with the outcome of the administrative appeal process may file an appeal in King County Superior Court from the Hearing Examiner's decision pursuant to the procedures and time limitations set forth in RCW Ch. 36.70C. An appeal challenging a DNS, an MDNS or an EIS may be included in such an appeal. If you have any questions about this matter please direct them to the project planner, Max Baker, at max.baker@tukwilwa.gov or 206-431-3683. Sincerely, Chair, Short Subdivision Committee cc: Bob.,c;•Y Giberson, Public o ks Director t (please initial your approval) Jay Wittwer, Fire Chie (please initial your approval) Rune Harkestad, Property Owner King County Assessor, Accounting Division Department of Ecology, SEPA Division Phone: 206-433-1800 • Email: Mayor@TukwilaWA.gov • Website: TukwilaWA.gov City of Tukwila Allan Ekberg, Mayor Department of Community Development - Jack Pace, Director MEMORANDUM To: Public Works Director via David McPherson Jay Wittwer via Don Tomaso Richard Takechi From: Max Baker RE: Riverton Heights BLA Date: November 7, 2017 File: L17-0039 The above referenced BLA is ready for final approval. Attached are the documents for recording. Please indicate your approval by putting your initials next to your name below. If you do not approve, indicate any additional requirements below. Approved byRoglWJ fi�C.k}M0 .4k-r (initials) Approved by Jay Wittwer ) ��� (initials) Approved by Richard Takechi 4z-s T (initials) Tukwila City Hall • 6200 Southcenter Boulevard • Tukwila, WA 98188 • 206-433-1800 • Website: TukwilaWA.gov City of Tukwila Allan Ekberg, Mayor Department of Community Development - Jack Pace, Director NOTICE OF COMPLETE APPLICATION July 14, 2017 Steve Woods Contour Engineering LLC PO Box 949 Gig Harbor, WA 98335 Subject: Riverton Heights Boundary Line Adjustment File# L17-0039, Project# PL17-0034 Dear Mr. Woods, Your application for a Boundary Line Adjustment is considered complete on 7/14/2017 for the purposes of meeting state mandated time requirements. This determination of complete application does not preclude the ability of the City to require that you submit additional plans or information, if in our estimation such information is necessary to ensure the project meets the substantive requirements of the City or to complete the review process. This notice of complete application applies only to the permits identified above. It is your responsibility to apply for and obtain all necessary permits issued by other agencies. Please feel free to contact me with any questions at 206-431-3683 or Max.Baker@TukwilaWA.gov Sincerely, %4/ // Max Baker Assistant Planner Tukwila City Hall • 6200 Southcenter Boulevard • Tukwila, WA 98188 • 206-433-1800 • Website: TukwilaWA.gov CONTOUR ENGINEERING, LLC 3309 56TH STREET NW GIG HARBOR, WA. 98335 253-324-6449 Thursday, June 01, 2017 11:47:14 AM NEW PROJECT PROJECT: L:\PROJECT FILES\15-187\15-187b\15-187b.pro CLOSURE REPORT Coordinate values shown are computed based on the rounded bearing and distance, or chord bearing and chord lengths as indicated herein. Boundary Name: ORIGINAL PARCEL A Point Number Description Bearing Distance Sta Northing Easting Elevation 1027 S87°45'11"E 1026 N60' S01°33'36"W 1030 s180 N87°35'22"W 1029 s180 NO1°33'36"E 1027 262.92 89.03 262.93 88.28 ' 0+00.00 176658.22068 1281083.62815 2+62.92 176647.91250 1281346.34599 3+51.95 176558.91550 1281343.92226 6+14.88 176569.97426 1281081.22493 7+03.16 176658.22154 1281083.62824 Closing latitude Closing departure Closing bearing Closing distance Total traverse length Total error of closure Error of closure in latitude Error of closure in departure Area Area = 0.00086 = 0.00010 = S06°28'37"W = 0.00087 = 703.16 (703.16) = 1/812260 = 1/817478 = 1/7200536 = 23307.93 SQ FT = 0.535 ACRES RECEIVED JUN 27 2011 Community Development CONTOUR ENGINEERING, LLC 3309 56TH STREET NW GIG HARBOR, WA. 98335 253-324-6449 Thursday, June 01, 2017 11:47:14 AM NEW PROJECT PROJECT: L:\PROJECT FILES\15-187\15-187b\15-187b.pro CLOSURE REPORT Coordinate values shown are computed based on the rounded bearing and distance, or chord bearing and chord lengths as indicated herein. Boundary Name: ORIGINAL PARCEL B Point Number Description Bearing Distance Sta Northing Easting Elevation 1028 30' r/w S87°45'11"E 262.92 3016 S01°33'36"W 1026 N60' N87°45'11"W 262.92 1027 N01°33'36"E 60.00 1028 30' r/w 60.00 ' 0+00.00 176718.20276 1281085.26156 2+62.92 176707.89458 1281347.97940 3+22.92 176647.91681 1281346.34598 5+85.84 176658.22499 1281083.62813 6+45.84 176718.20276 1281085.26156 325.17 Closing latitude Closing departure Closing bearing Closing distance Total traverse length Total error of closure Error of closure in latitude Error of closure in departure Area Area = 0.00000 = 0.00000 = N90°00'00"W = 0.00000 = 645.84 (645.84) = 1/999999 = 1/999999 = 1/999999 = 15775.04 SQ FT = 0.362 ACRES CONTOUR ENGINEERING, LLC 3309 56TH STREET NW GIG HARBOR, WA. 98335 253-324-6449 Thursday, June 01, 2017 11:47:14 AM NEW PROJECT PROJECT: L:\PROJECT FILES\15-187\15-187b\15-187b.pro CLOSURE REPORT Coordinate values shown are computed based on the rounded bearing and distance, or chord bearing and chord lengths as indicated herein. Boundary Name: REVISED PARCEL A Point Number Description Bearing Distance Sta Northing Easting Elevation 1004 N87°45111"W 1002 S01°33'36"W 1029 s180 S87°35122"E 1030 s180 N01°33'36"E 1004 262.92 ' 82.28 ' 262.93 83.03 ' 0+00.00 176641.91469 1281346.18006 2+62.92 176652.22287 1281083.46221 3+45.20 176569.97336 1281081.22224 6+08.13 176558.91460 1281343.91957 6+91.16 176641.91382 1281346.17996 Closing latitude Closing departure Closing bearing Closing distance Total traverse length Total error of closure Error of closure in latitude Error of closure in departure Area Area = -0.00086 = -0.00010 = N06°28'37"E = 0.00087 = 691.16 (691.16) = 1/798398 = 1/803527 = 1/7077653 = 21730.43 SQ FT = 0.499 ACRES CONTOUR ENGINEERING, LLC 3309 56TH STREET NW GIG HARBOR, WA. 98335 253-324-6449 Thursday, June 01, 2017 11:47:14 AM NEW PROJECT PROJECT: L:\PROJECT FILES\15-187\15-187b\15-187b.pro CLOSURE REPORT Coordinate values shown are computed based on the rounded bearing and distance, or chord bearing and chord lengths as indicated herein. Boundary Name: REVISED PARCEL B Point Number Description Bearing Distance Sta Northing Easting Elevation 3016 N87°45'11"W 1028 30' S01°33'36"W 1002 S87°45'11"E 1004 N01°33'36"E 3016 262.92 r/w 66.00 262.92 ' 66.00 ' Closing latitude Closing departure Closing bearing Closing distance Total traverse length Total error of closure Error of closure in latitude Error of closure in departure Area Area 0+00.00 176707.89497 1281347.97681 2+62.92 176718.20315 1281085.25896 3+28.92 176652.22761 1281083.46219 5+91.84 176641.91943 1281346.18004 6+57.84 176707.89497 1281347.97681 325.17 325.17 = 0.00000 = 0.00000 = N90°00'00"W = 0.00000 = 657.84 (657.84) = 1/999999 1/999999 = 1/999999 = 17352.55 SQ FT = 0.398 ACRES • CONTOUR ENGINEERING, LLC 3309 56TH STREET NW GIG HARBOR, WA. 98335 253-324-6449 Thursday, June 01, 2017 11:47:14 AM NEW PROJECT PROJECT: L:\PROJECT FILES\15-187\15-187b\15-187b.pro CLOSURE REPORT Coordinate values shown are computed based on the rounded bearing and distance, or chord bearing and chord lengths as indicated herein. Boundary Name: OVERALL Point Number Description Bearing Distance Sta Northing Easting Elevation 3016 N87°45'11"W 262.92 1028 30' r/w S01°33'36"W 148.29 1029 s180 S87°35'22"E 262.93 1030 s180 N01°33'36"E 149.04 3016 0+00.00 176707.89497 1281347.97681 2+62.92 176718.20315 1281085.25896 4+11.20 176569.96811 1281081.22195 6+74.13 176558.90935 1281343.91928 8+23.17 176707.89411 1281347.97671 325.17 325.17 Closing latitude Closing departure Closing bearing Closing distance Total traverse length Total error of closure Error of closure in latitude Error of closure in departure Area Area = -0.00086 = -0.00010 = N06°28'37"E = 0.00087 823.18 (823.17) = 1/950902 = 1/957011 = 1/8429572 = 39082.98 SQ FT = 0.897 ACRES Form WA-5 (6/76) Hie No.: NC5-852312-WA1 Commitment Face Page COMMITMENT FOR TITLE INSURANCE Issued by FIRST AMERICAN TITLE INSURANCE COMPANY RECEIVED JUN 27 2011 Community Development First American Title Insurance Company, herein called the Company, for valuable consideration, hereby commits to issue its policy or policies of title insurance, as identified in Schedule A, in favor of the proposed Insured named in Schedule A, as owner or mortgagor of the estate or interest covered hereby in the land described or referred to in Schedule A, upon payment of the premiums and charges therefor; all subject to the provisions of Schedules A and B and to the Conditions and Stipulations hereof. This Commitment shall be effective only when the identity of the proposed Insured and the amount of the policy or policies committed for have been inserted in Schedule A hereof by the Company, either at the time of the issuance of the Commitment or by subsequent endorsement. This Commitment if preliminary to the issuance of such policy or policies of title linsurance and all liability and obligations hereunder shall cease and terminate six (6) months after the effective date hereof or when the policy or policies committed for shall issue, whichever first occurs, provided that the failure to issue such policy or policies is not the fault of the Company. This Commitment shall not be valid or binding until countersigned by an authorizedl officer or agent. IN WITNESS WHEREOF, the Company has caused this commitment to be signed, to become valid when countersigned by an authorized officer or agent of the Company, all in accordance with its By - Laws. This Commitment is effective as of the date shown in Schedule A as "Effective Date." First American Title Insurance Company Dennis J. Gilmore President Jeffrey S. Robinson Secretary First American Title Insurance Company Form WA-5 (6/76) Commitment File No.: NCS-852312-WA1 Page No. 1 ST ANIt;• R� c4 First American Title Insurance Company National Commercial Services 818 Stewart Street, Suite 800, Seattle, WA 98101 (206)728-0400 - (800)526-7544 FAX (206)448-6348 Laura Lau Moniqueje Schmitt -Johnson (206)615-3017 (206)615-3141 Ilau@firstam.com mschmittjohnson@firstam.com Lavonne Bowman (206)615-3269 lavbowman@firstam.com To: Kidder Mathews 500 108th Avenue NE, Suite 2400 Bellevue , WA 98004 Attn: Rune Harkestad SCHEDULE A 1. Commitment Date: May 19, 2017 at 7:30 A.M. 2. Policy or Policies to be issued: Reorganization Rate Extended Mortgagee's Coverage Proposed Insured: To Be Determined Jessica Bowerman (206)615-3049 jbowerman@firstam.com File No.: NCS-852312-WA1 Your Ref No.: SEG 56th, LLC AMOUNT PREMIUM TAX $ To Be $ To Be Determined $ To Be Determined Determined 3. The estate or interest in the land described on Page 2 herein is Fee Simple, and title thereto is at the effective date hereof vested in: SEG 56th, LLC, a Washington limited liability company 4. The land referred to in this Commitment is described as follows: The land referred to in this report is described in Exhibit "A" attached hereto. First American Title Insurance Company Form WA-5 (6/76) Commitment EXHIBIT 'A' File No.: NCS-852312-WA1 Page No. 2 LEGAL DESCRIPTION: PARCEL A: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTHERLY LINE OF SAID SUBDIVISION WHICH IS 25 FEET EAST OF THE SOUTHWEST CORNER THEREOF; THENCE NORTH 330 FEET PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION TO THE SOUTHWEST CORNER OF LOT 10, BLOCK 3, JAMES CLARK'S GARDEN ADDITION TO THE CITY OF SEATTLE, ACCORDING TO THE PLAT THEREOF, RECORDED IN VOLUME 13 OF PLATS, PAGE 12, IN KING COUNTY, WASHINGTON; THENCE EAST 264 FEET ALONG THE SOUTH LINE OF SAID LOT 10; THENCE SOUTH 330 FEET, MORE OR LESS, PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION TO THE SOUTHERLY LINE THEREOF; THENCE WEST 264 FEET ALONG SAID SOUTHERLY LINE TO THE POINT OF BEGINNING. EXCEPT THE SOUTH 180 FEET THEREOF. EXCEPT THE NORTH 60 FEET AS MEASURED ALONG THE WEST LINE THEREOF. EXCEPT THE WEST 5 FEET OF THE REMAINDER THEREOF CONVEYED TO KING COUNTY FOR 37TH AVENUE SOUTH BY DEED RECORDED JUNE 2,, 1972 UNDER RECORDING NO. 7206020386. PARCEL B: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING ON THE SOUTH LINE OF SAID SUBDIVISION AT A POINT 229.00 FEET EASTERLY OF THE SOUTHWEST CORNER THEREOF; THENCE NORTH 2°13'57" EAST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 20.00 FEET TO THE TRUE POINT OF BEGINNING: THENCE NORTH 2°13'57" EAST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 160.00 FEET; THENCE SOUTH 87°35'33" EAST PARALLEL WITH THE SOUTH LINE OF SAID SUBDIVISION 60.00 FEET; THENCE SOUTH 2°13'57" WEST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 6.10 FEET; THENCE SOUTH 86°33'03" EAST 261.03 FEET TO THE WESTERLY MARGIN OF STATE HIGHWAY NO. 1; THENCE SOUTH 20°07'27" WEST ALONG SAID WESTERLY MARGIN 93.60 FEET; THENCE NORTH 87°35'33" WEST PARALLEL WITH THE SOUTH LINE OF SAID SUBDIVISION 139.17 FEET; THENCE SOUTH 2°24'27" WEST 60.00 FEET; THENCE NORTH 87°35'33" WEST 152.86 FEET TO THE TRUE POINT OF BEGINNING. ALSO BEGINNING AT THE INTERSECTION OF THE WESTERLY LINE OF STATE ROAD NO. 1 WITH THE NORTH LINE OF THE SOUTH 20.00 FEET OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SAID SECTION; THENCE WEST ALONG SAID NORTH LINE 120 FEET; THENCE NORTH AT RIGHT ANGLES THERETO 60 FEET; THENCE EAST PARALLEL TO SAID NORTH LINE TO THE WESTERLY MARGIN OF STATE ROAD NO. 1; First American Title Insurance Company Form WA-5 (6/76) Commitment THENCE SOUTHERLY ALONG SAID WESTERLY MARGIN TO THE POINT OF BEGINNING. Fie No.: NCS-852312-WA1 Page No. 3 EXCEPT THAT PORTION CONVEYED TO THE STATE OF WASHINGTON RECORDED DECEMBER 14, 1995 UNDER RECORDING NO. 9512140574; AND EXCEPT THAT PORTION CONVEYED TO THE CITY OF IUKWILA BY INSTRUMENTS RECORDED MAY 1, 2006 UNDER RECORDING NOS. 20060501000630 AND 20060501000631. PARCEL C: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTH LINE OF SAID SUBDIVISION WHICH IS SOUTH 87°35'33" EAST 289 FEET FROM THE SOUTHWEST CORNER THEREOF; THENCE NORTH 2°13'57" EAST PARALLEL TO THE WEST LINE OF SAID SUBDIVISION 173.90 FEET TO THE TRUE POINT OF BEGINNING OF THE TRACT HERE IN DESCRIBED; CONTINUING THENCE NORTH 2°13'57" EAST 105.40 FEET; THENCE SOUTH 86°33'03" EAST 294.65 FEET TO THE WESTERLY MARGIN OF STATE HIGHWAY NO. 1; THENCE SOUTHERLY ALONG AN ARC OF A CURVE TO THE RIGHT WHOSE RADIUS IS 1,860 FEET, 25.11 FEET TO A POINT OF TANGENCY; THENCE SOUTH 20°17'27" WEST ALONG SAID WESTERLY MARGIN OF STATE ROAD NO. 1, 84.84 FEET; THENCE NORTH 86°33'03" WEST 261.03 FEET TO THE TRUE POINT OF BEGINNING. PARCEL D: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTH LINE OF SAID SUBDIVISION DISTANT SOUTH 87°35'33" EAST 289 FEET FROM THE SOUTHWEST CORNER THEREOF; THENCE NORTH 2°13'57" EAST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 279.30 FEET TO THE TRUE POINT OF BEGINNING; THENCE CONTINUING NORTH 2°13'57" EAST 151.6 FEET, MORE OR LESS, TO THE NORTHEAST CORNER OF LOT 10, BLOCK 3, JAMES CLARK'S GARDEN ADDITION TO THE CITY OF SEATTLE, ACCORDING TO THE PLAT THEREOF, RECORDED IN VOLUME 13 OF PLATS, PAGE 12, IN KING COUNTY, WASHINGTON; THENCE EASTERLY ALONG THE SOUTH LINE OF SAID BLOCK 3 TO THE WESTERLY MARGIN OF STATE HIGHWAY NO. 1; THENCE SOUTHWESTERLY ALONG SAID WESTERLY MARGIN TO A POINT WHICH BEARS SOUTH 86°33'03" EAST 294.65 FEET FROM THE TRUE POINT OF BEGINNING; THENCE NORTH 86°33'03" WEST 294.65 FEET TO THE TRUE POINT OF BEGINNING. PARCEL E: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHWEST CORNER OF LOT 10, BLOCK 3, JAMES CLARK'S GARDEN ADDITION TO THE CITY OF SEATTLE, ACCORDING TO THE PLAT THEREOF, RECORDED IN VOLUME 13 OF PLATS, PAGE 12, IN KING COUNTY, WASHINGTON; THENCE EASTERLY ALONG THE SOUTH LINE OF SAID LOT 10 A DISTANCE OF 264 FEET; THENCE SOUTHERLY PARALLEL WITH THE WEST LINE OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER 60 FEET; THENCE WESTERLY PARALLEL WITH SAID SOUTH LINE OF LOT 10 A DISTANCE OF 264 FEET; First American Title Insurance Company Form WA-5 (6/76) Commitment File No.: NCS-852312-WA1 Page No. 4 THENCE NORTHERLY PARALLEL WITH THE WEST LINE OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER 60 FEET TO THE POINT OF BEGINNING. EXCEPT THE WEST 5 FEET THEREOF CONVEYED TO KING COUNTY FOR 37TH AVENUE SOUTH BY DEED RECORDED JUNE 2, 1972 UNDER RECORDING NUMBER 7206020386. First American Title Insurance Company Form WA-5 (6/76) Commitment File No.: NCS-852312-WA1 Page No. 5 SCHEDULE B - SECTION 1 REOUIREMENTS The following are the Requirements to be complied with: Item (A) Payment to or for the account of the Grantors or Mortgagors of the full consideration for the estate or interest to be insured. Item (B) Proper instrument(s) creating the estate or interest to be insured must be executed and duly filed for record. Item (C) Pay us the premiums, fees and charges for the policy. Item (D) You must tell us in writing the name of anyone not referred to in this Commitment who will get an interest in the land or who will make a loan on the land. We may then make additional requirements or exceptions SCHEDULE B - SECTION 2 GENERAL EXCEPTIONS The Policy or Policies to be issued will contain Exceptions to the following unless the same are disposed of to the satisfaction of the Company. A. Taxes or assessments which are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the public records. B. Any facts, rights, interest, or claims which are not shown by the public records but which could be ascertained by an inspection of said land or by making inquiry of person in possession thereof. C. Easements, claims of easement or encumbrances which are not shown by the public records. D. Discrepancies, conflicts in boundary lines, shortage in area, encroachments, or any other facts which a correct survey would disclose, and which are not shown by public records. E. (1) Unpatented mining claims; (2) reservations or exceptions in patents or in acts authorizing the issuance thereof; (3) Water rights, claims or title to water; whether or not the matters excepted under (1), (2) or (3) are shown by the public records; (4) Indian Tribal Codes or Regulations, Indian Treaty or Aboriginal Rights, including easements or equitable servitudes. F. Any lien, or right to a lien, for services, labor, materials or medical assistance heretofore or hereafter furnished, imposed by law and not shown by the public records. G. Any service, installation, connection, maintenance, construction, tap or reimbursement charges/costs for sewer, water, garbage or eled:ricity. H. Defects, liens, encumbrances, adverse claims or other matters, if any, created, first appearing in the public records or attaching subsequent to the effective date hereof but prior to the date the proposed insured acquires of record for value the estate or interest or mortgages thereon covered by this Commitment. First American Title Insurance Company Form WA-5 (6/76) Commitment File No.: NCS-852312-WA1 Page No. 6 SCHEDULE B - SECTION 2 (continued) SPECIAL EXCEPTIONS 1. General Taxes for the year 2017. Tax Account No.: Amount Billed: Amount Paid: Amount Due: Assessed Land Value: Assessed Improvement Value: (Affects Parcel A) 2. General Taxes for the year 2017. Tax Account No.: Amount Billed: Amount Paid: Amount Due: Assessed Land Value: Assessed Improvement Value: (Affects portion of Parcel B) 3. General Taxes for the year 2017. Tax Account No.: Amount Billed: Amount Paid: Amount Due: Assessed Land Value: Assessed Improvement Value: (Affects portion of Parcel B) 4. General Taxes for the year 2017. Tax Account No.: Amount Billed: Amount Paid: Amount Due: Assessed Land Value: Assessed Improvement Value: (Affects Parcel C) 152304-9152-09 $ 7,106.93 $ 3,553.47 $ 3,553.46 $ 536,100.00 $ 0.00 152304-9088-08 $ 7,825.50 $ 3,912.75 $ 3,912.75 $ 590,400.00 $ 0.00 152304-9295-07 15,155.46 7,577.73 7,577.73 526,900.00 617,400.00 152304-9182-03 $ 10,048.74 $ 5,024.37 $ 5,024.37 $ 758,400.00 $ 0.00 5. General Taxes for the year 2017. Tax Account No.: 152304-9011-•00 First American Title Insurance Company Form WA-5 (6/76) Commitment Amount Billed: Amount Paid: Amount Due: Assessed Land Value: Assessed Improvement Value: (Affects Parcel D) 6. General Taxes for the year 2017. Tax Account No.: Amount Billed: Amount Paid: Amount Due: Assessed Land Value: Assessed Improvement Value: (Affects Parcel E) $ 49,991.17 $ 24,995.59 $ 24,995.58 $ 1,313,700.00 $ 2,463,000.00 152304-9010-01 $ 4,742.09 $ 2,371.05 $ 2,371.04 $ 357,400.00 $ 0.00 File No.: NCS-852312-WA1. Page No. 7 7. Potential charges, for the King County Sewage Treatment Capacity Charge, as authorized under RCW 35.58 and King County Code 28.84.050. Said charges could apply for any property that connected to the King County Sewer Service area on or after February 1, 1990. Note: Properties located in Snohomish County and Pierce County may be subject to the King County Sewage Treatment Capacity Charges. To verify charges contact: (206) 296-1450 or CapChargeEscrow@kingcounty.gov. 8. Easement, including terms and provisions contained therein: Recording Information: January 9, 1958 under Recording No. 4864282 For: Underground pipelines or mains for the purpose of conveying sewage and water Affects: The South 10 feet of Parcel C 9. Right to make necessary slopes for cuts or fills upon said premises for 37th Avenue South as granted by deed recorded June 2, 1972 under recording no. 7206020386. Said instrument is a re-record of recording no(s). 7204120307 recorded on April 12, 1972. (Affects Parcels A and E) 10. Easement, including terms and provisions contained therein: Recording Information: April 16, 2002 under Recording No. 20020416003163 In Favor of: City of Tukwila, a Washington municipal corporation For: Sidewalk and utilities Affects: (Parcel B) as described therein First American Title Insurance Company Form WA-5 (6/76) Commitment File No.: NCS-852312-WA1 Page No. 8 11. Lease made by The McKinney Family Partnership, L.P., a Washington Limited Partnership, lessor, to Jack In The Box Inc,, a Delaware corporation, lessee, for a term of 20 years, and the covenants and conditions as therein contained, as disclosed by Memorandum of Lease dated November 4, 2003, and recorded April 20, 2004 as document no. 20040420002487. Said lease, among other things provides for an option to renew for a period of 2 optional terms of 5 years each. Said Lease, among other things, provides for rights of first refusal to purchase. (Affects portion of Parcel B) Said document contains an erroneous legal description. 12. The terms and provisions contained in the document entitled "Possession and Use Agreement" recorded May 6, 2004 as Recording No. 200405,06003029 of Official Records. By and between The McKinney Family Partnership, L.P., a Washington Limited Partnership and City of Tukwila, a Washington municipal corporation. (Affects Parcel B) 13. The terms and provisions contained in the document entitled "Possession and Use Agreement" recorded May 6, 2004 as Recording No. 20040506003030 of Official Records. By and between The McKinney Family Partnership, L.P., a Washington Limited Partnership and City of Tukwila, a Washington municipal corporation. (Affects Parcel B) 14. The Terms, Provisions and Easement(s) contained in the document entitled "Acknowledgment of Easement Agreement" recorded April 20, 2007 as Recording No. 20070420002163 of Official Records. Said document contains an erroneous legal description. 15. A lease dated undisclosed, executed by SEG 56th, LLC, a Washington limited liability company, its heirs, executors, administrators, successors and assigns as lessor and Washington State Liquor Control Board as lessee, for a term of 2 years recorded November 19, 2008 as Recording No. 20081119000696 of Official Records. Said lease, among other things provides for an option to renew for a period of 2 periods of 6 months each. Affects a portion of said land. Said document contains an erroneous legal description. Document(s) declaring modifications thereof recorded November 09, 2010 and February 15, 2012 as Recording Nos. 20101109002012 and 20120215002842 of Official Records. First American Title Insurance Company Form WA-5 (6/76) File No.: NCS-852312-WA1 Commitment Page No. 9 16. Lease made by SEG 56th, LLC, a Washington limited liability company, lessor, to The Bartell Drug Company, a Washington corporation, lessee, for a term of 15 years, and the covenants and conditions as therein contained, as disclosed by Memorandum of Lease dated May 05, 2011, and recorded September 16, 2011 as document no. 20110916000619. Said lease, among other things provides for an option to renew for a period of 4 consecutive periods of 5 years each. Affects a portion of said land. Said document contains an erroneous legal description. 17. Any facts, rights, interests or claims that may exist or arise by reason of the following matters disclosed by an ALTA/ACSM survey made by GeoDimensions on November 07, 2006, designated Job Number 6094: No survey matters 18. Deed of Trust and the terms and conditions thereof. Grantor/Trustor: Grantee/Beneficiary: Trustee: Amount: Recorded: Recording Information: SEG 56th, LLC, a Washington limited liability company The Bancorp Bank, together with its successors and assigns First American Title Insurance Company $5,595,000.00 March 24, 2015 20150324000831 According to the public records, the beneficial interest under the deed of trust was assigned to Wilmington Trust, National Association, as Trustee, on behalf of The Registered Holders of CSAIL 2015-C2 Commercial Mortgage Trust, Commercial Mortgage Pass -Through Certificates, Series 2015-C2, its successors, participants and assigns by assignment recorded July 6, 2015 as Recording No. 20150706001676 of Official Records. 19. Assignment of leases and/or rents and the terms and conditions thereof: Assignor: Assignee: Recorded: Recording Information: Assignment of Assignment thereof: Assignor: Assignee: Recorded: Recording Information: SEG 56th, LLC, a Washington limited liability company The Bancorp Bank, together with its successors and assigns March 24, 2015 20150324000832 of Rents and Leases and/or rents and the terms and conditions The Bancorp Bank, a Delaware state -chartered bank Wilmington Trust, National Association, as Trustee, on behalf of The Registered Holders of CSAIL 2015-C2 Commercial Mortgage Trust, Commercial Mortgage Pass -Through Certificates, Series 2015-C2, its successors, participants and assigns July 6, 2015 20150706001677 First American Title Insurance Company Form WA-5 (6/76) File No.: NCS-852312-WA1 Commitment Page No. 10 20. A financing statement recorded March 24, 2015 as Recording No. 20150324000833 of Official Records. Debtor: SEG 56th, LLC Secured party: The Bancorp Bank According to the public records, the security interest of the secured party was assigned to Wilmington Trust, National Association, as Trustee, on behalf of The Registered Holders of CSAIL 2015-C2 Commercial Mortgage Trust, Commercial Mortgage Pass -Through Certificates, Series 2015-C2 by document recorded July 6, 2015 as Recording No. 20150706001678 of Official Records. 21. Subordination, non -disturbance and attornment agreements: Between Jack In The Box Inc., a Delaware corporation, The Bancorp Bank, a Delaware state -chartered bank And SEG 56th, LLC, a Washington limited liability company, as successor -to McKinney Family Partnership, L.P., a Washington limited partnership Recorded April 9, 2015 Recording No.: 20150409001386 Said document contains an erroneous legal description. (Affects portion of Parcel B) 22. Subordination, non -disturbance and attornment agreements: Between The Bancorp Bank, a Delaware state -chartered bank, together with any other holder of the Loan and their respective successors and assigns, The Bartell Drug Company, a Washington corporation And SEG 56th, LLC, a Washington limited liability company Recorded April 10, 2015 Recording No.: 20150410001015 Said document contains an erroneous legal description. 23. The terms and provisions contained in the document entitled "Valley View Sewer District Developer Extension Agreement" recorded December 07, 2015 as Recording No. 20151207000344 of Official Records. 24. Easement, including terms and Recording Date: Recording Information: In Favor of: For: Affects: (Affects Parcels A and C) provisions contained therein: June 14, 2016 201606140023713 Valley View Sewer District, King County Washington, a municipal corporation of the State of Washington sanitary sewer with necessary appurtenances as described therein. First American Title Insurance Company Form WA-5 (6/76) Commitment File No.: NCS-852312-WA1 Page No. 11 25. Evidence of the authority of the individual(s) to execute the forthcoming document for SEG 56th, LLC, a Washington limited liability company, copies of the current operating agreement should be submitted prior to closing. 26. Any claim that the Title is subject to a trust or lien created under The Perishable Agricultural Commodities Act, 1930 (7 U.S.C. §§499a, et seq.) or the Packers and Stockyards Act (7 U.S.C. §§181 et seq.) or under similar state laws. (Affects Parcel D) 27. Unrecorded leaseholds, if any, rights of vendors and security agreement on personal property and rights of tenants, and secured parties to remove trade fixtures at the expiration of the term. 28. Prior to issuance of an extended coverage policy, the Company will require an Owner's Affidavit be completed and submitted to the Company for approval prior to closing. The Company reserves the right to make any additional requirement as warranted. First American Title Insurance Company Form WA-5 (6/76) Commitment Fib No.: NCS-852312-WA1 Page No. 12 INFORMATIONAL NOTES A. Effective January 1, 1997, and pursuant to amendment of Washington State Statutes relating to standardization of recorded documents, the following format and content requirements must be met. Failure to comply may result in rejection of the document by the recorder. B. Any sketch attached hereto is done so as a courtesy only and is not part of any title commitment or policy. It is furnished solely for the purpose of assisting in locating the premises and First American expressly disclaims any liability which may result from reliance made upon it. C. The description can be abbreviated as suggested below if necessary to meet standardization requirements. The full text of the description must appear in the document(s) to be insured. Ptn Sec 15 Twp 23N Rge 4E, SE Qtr SW Qtr APN: 152304-9152-09 APN: 152304-9088-08 APN: 152304-9295-07 APN: 152304-9182-03 APN: 152304-9011-00 APN: 152304-9010-01 Property Address: 14227, 14235, 14251 Tukwila International Boulevard and 3742 South 144th Street, Tukwila, WA 98168 D. A fee will be charged upon the cancellation of this Commitment pursuant to the Washington State Insurance Code and the filed Rate Schedule of the Company. cc: Will Advise END OF SCHEDULE B ,First American Title Insurance Company Form WA-5 (6/76) Commitment First American Title Insurance Company National Commercial Services COMMITMENT Conditions and Stipulations Fie No.: NCS-852312-WA1 Page No. 13 1. The term "mortgage" when used herein shall include deed of trust, trust deed, or other security instrument. 2. If the proposed Insured has or acquires actual knowledge of a defect, lien, encumbrance, adverse claim or other matter affecting the estate or interest or mortgage thereon covered by this Commitment, other than those shown in Schedule B hereof, and shall fail to disclose such knowledge to the Company in writing, the Company shall be relieved from liability for any loss or damage resulting from any act or reliance hereon to the extent the Company is prejudiced by failure to so disclose such knowledge. If the proposed Insured shall disclosure such knowledge to the Company, or if the Company otherwise acquires actual knowledge of any such defect, lien, encumbrance, adverse claim or other matter, the Company at its option, may amend Schedule B of this Commitment accordingly, but such amendment shall not relieve the Company from liability previously incurred pursuant to paragraph 3 of these Conditions and Stipulations. 3. Liability of the Company under this Commitment shall be only to the named proposed Insured and such parties included under the definition of Insured in the form of Policy or Policies committed for, and only for actual loss incurred in reliance hereon in undertaking in good faith (a) to comply with the requirements hereof, or (b) to eliminate exceptions shown in Schedule B, or (c) to acquire or create the estate or interest or mortgage thereon covered by this Commitment. In no event shall such liability exceed the amount stated in Schedule A for the Policy or Policies committed for and such liability is subject to the Insuring provisions, exclusion from coverage, and the Conditions and Stipulations of the form of Policy or Policies committed for in favor of the proposed Insured which are hereby incorporated by references, and are made a part of this Commitment except as expressly modified herein. 4. Any claim of Toss or damage, whether or not based on negligence, and which arises out of the status of the title to the estate or interest or the lien of the Insured mortgage covered hereby or any action asserting such claim, shall be restricted to the provisions and Conditions and Stipulations of this Commitment. First American Title Insurance Company Form WA-5 (6/76) Commitment The First American Corporation First American Title Insurance Company National Commercial Services PRIVACY (POLICY We Are Committed to Safeguarding Customer Information File No.: NCS-852312-WA1 Page No. 14 In order to better serve your needs now and in the future, we may ask you to provide us with certain information. We understand that you may be concerned about what we will do with such information particularly any personal or financial information. We agree that you have a right to know how we will utilize the personal information you provide to us. Therefore, together with our parent company, The First American Corporation, we have adopted this Privacy Policy to govern the use and handling of your personal information. Applicability This Privacy Policy govems our use of the information which you provide to us. It does not govern the manner in which we may use information we have obtained from any other source, such as information obtained from a public record or from another person or entity. First American has also adopted broader guidelines that govem our use of personal information regardless of its source. First American calls these guidelines its Fair Information Values, a copy of which can be found on our website at www.firstam.com. Types of Information Depending upon which of our services you are utilizing, the types of nonpublic personal information that we may collect include: • Information we receive from you on applications, forms and in other communications to us, whether in writing, in person, by telephone or any other means; • Information about your transactions with us, our affiliated companies, or others; and. • Information we receive from a consumer reporting agency. Use of Information We request information from you for our own legitimate business purposes and not for the benefit of any nonaffiliated party. Therefore, we will not release your information to nonaffiliated parties except: (1) as necessary for us to provide the product or service you have requested of us; or (2) as permitted by law. We may, however, store such information indefinitely, including the period after which any customer relationship has ceased. Such information may be used for any intemal purpose, such as quality control efforts or customer analysis. We may also provide all of the types of nonpublic personal information listed above to one or more of our affiliated companies. Such affiliated companies include financial service providers, such as title insurers, property and casualty insurers, and trust and investment advisory companies, or companies involved in real estate services, such as appraisal companies, home warranty companies, and escrow companies. Furthermore, we may also provide all the information we collect, as described above, to companies that perform marketing services on our behalf, on behalf of our affiliated companies, or to other financial institutions with whom we or our affiliated companies have jcint marketing agreements. Former Customers Even if you are no longer our customer, our Privacy Policy will continue to apply to you. Confidentiality and Security We will use our best efforts to ensure that no unauthorized parties have access to any of your information. We restrict access to nonpublic personal information about you to those individuals and entities who need to know that information to provide products or services to you. We will use our best efforts to train and oversee our employees and agents to ensure that your information will be handled responsibly and in accordance with this Privacy Policy and First American's Fair Information Values. We currently maintain physical, electronic, and procedural safeguards that comply with federal regulations to guard your nonpublic personal information. c 2001 The First American Corporation - All Rights Reserved First American Title Insurance Company Tames Clew-Ii's (502h: /inch =voice .or LAT TEO N6Y4tE. bi 3 k1 t- r ri • 0 a 5 6 7 8 .•1 933 NORTH STR 3 4 16 5 14 13 2 5 6 4er 9 SOUTH 3. STREET 8 .W'J1E. CL. A R N 89. 45 •iS • • • • • 2 STR Eer 1 IL? 1.6 /26' /ZS 4 •-4 9 Ares,; &Ile • A. W. CD .oh/cL5 ow h /he descr*e? prow* Comninne,no o/ Yhe ar. at #z••E.*0/./he <51 .! 4, of Jec.*•.5,7.-vA[13/1( &At -7:t.na Nf9'46E74431;:oka7 ,heAfael bsynorani of/»c JE.fi Wale Ao, /S. Thdixec5Po4 E. 0342.72f 77r:nce Nd9WE o4ny,4•?4* Eat/ liv....xfary 0110.54 at/lZ .314(4 or Px.nz Th&,ee ..398 / 7,1onee .19a4.1.98.011 00*/.0E /Oa 9 .+9 ,Thenez ifestair2.0A 5ence A !Od'AVI! A943.0 okre frr e U7our,deiry a6vt,JE.,2 #x.S.PY*,o4so/d Jen k #7e iS'occ dr--onnAla /94,r„.s rave v Ass. m 917,9t. Fahyr 4,fr'gdY10 621. L071..500'1 'and,5 25'a. 9 !4.6 Yhe. /IM'Cat. at /he sE.14 etlx<5.14!"4 eitootd ..thonn7 ol>/x• Ail /as, dbe4.1 slreek!-.1and ovene.es o/e ' • • .E..Kam' ono, o•ppro,,co' thAi .3 0 day e4Z /_91.Pc/onv_ 8°81.34 C6",n4.15.;ners 49d 0' ••• 07.33- Z. 1---RiNFONGT01,1 • Sec:. 1/5 A,G2r. Sec. ZZ CiEDICA.:7710N '•'• ACKNOWLEDGMENT MP/ow ...5/ate ./4/051vnion „5. Vanes C.42//1): 011 anniii•mCd mon ?MX" i7 ice County of fling ofelz'iona' embrace:1d,-) #24 C.:*774.5 C.6-HZ.1 ( Notary 0,70' Ca lOh../7 ./heRion',.ep thc Oh/ of-cloolYie, '&e- ez ‘51o/e o/ .11i2.shiwkn 0.41 comM,.:1-1,077CG, oral thire )/W fiat. oncidedrole• k 0'k-we cloYarn, cc/hi:4i #xit izt.; 24t1 ././/prd breve, az/ sfreds ono' Oeenucs 905. ,OC454,7d oporcc1 trArc c0,77C3 on unmomed ,70/7, ,o ifom, k be i* oasen..7eo',n, ono' oho executex,d At,i/pn ,o/o/ and oarvrh&vra r/vi he ono' sealezi .50,1Z and rotwfary act and deed ix we," and put,00ses thele.,n nk.nhirled. mtrz.,s..5 ..vhereef /Mhz Mree.m.to .Se:/my/4ono' 09'.eive2/ c.a/ thAi 4 CiLy a/ .9 0./906. Chark-s E -9domo /1Vo,y• o,-41 rft Stole of 06.512,Ay4n cc....,*29,9 eat:Wk. Aviiiiess rrhc.ecof 1hove1*.reun10 ad, her.ndi ono, -sea/ this 14 A"o'oy a '../90./..9O6 ,58neo, ono' seoke ,n /he 0 presence el: - Chet, E../raonas cemes nw,e4 Chas K /o9lesey 3 9/ 9 7,5- .51cd Accord of' Pane/war/n.5 Z.1/906 aof iSkoaje /Z/Ferev's offi (//2, !rash. Coco* -/iva Exonwx..c1 and o,oprogrefi,2_. /9/oni A.' /906. C 6,04, outrevoi.- 7206020386 7204120307 T.L. 10, 211 & 152 Planning 431-71-P • WARRANTY DEED The grantor X herein Paul•Sando &.;..sther Sande & Audrey M. McKinney, Ind.. and as Exec. of the estate of MarshallC. McKinney, deceased and Sara Gran. Swanson Mutual' Benefits for the consideration ofDollars and other valuable consideration, convey__ and warrant it the County of King. State of Washington. all interest in the following described real estate: , The East 5 feet of the West 30 feet of the SW% of the Sif1/4 of the 5E11 of the SW1/4 of SectionI5, 'Asp. 23 N., R. 4 E..W.M., LESS the South 100 feet thereof. Containing 0.02 Acres more or less R/W 37th Ave. So. together with the right to make all sacimulary slaw he MAO and fills epos the sheltie property co each aide of any wad which is now, or way be coastnicted hereafter es said prefortp,JI eriareoleitY with standard plans and specificatioae fro highway preporws, and to the.sabe enter* and pawpaws as if the rights herein grasted had been acquired by cariewnaticor proceedings ender Eiabreot Domain atatutes of the State of Washiaatos. situated in the Courtly of King, State of Wash A. D. ' raik 4011030" 2. t and for the State of Wsihington, duly oommi sinned and Sworn, personally came • N Audrey M. McKinney (Cole). to me known to be theindiYtdUS 0 • described in and she t' executed the within nutrntnenanti aeknowledged to me that she signed Cvand sealed the same. as •her • tree and voluntary act and deed for the uses And purposes STAin OF %YASImKiyON COUNTY OF TM On the.... Hsi* Slat day January 19 72, before me, a Notary Public in • r . therein mentloned.• Witness my hand and official seal the day and Notarplc M and for Reddla at SII(401C,.. (CORPORATION ACKNOWLEDGMENT PORM STATE OF WASHINOTON... tt M. '13 t;.iUNTY )r KING •)n the d y of 1 1 2, before mb, r Notary Public ' in for the •:,Sato of 9:ashi .ton, duly co.^ruiusioned ••and s.:o;'n, r,�:r:;nnF11y came _ qq�rikis Up re to me known to be th^ individuolS describod in and j4 executed the within instrument and acknowledged to me that l�i<�Y -irnel ani ,:salad the lane rs-TNt1Q' free t'ne uses And ptu•poses therein mentioned. Witness my hand and official seal the and ear f s above emitter. ,,, ,, ! And voluntary art And deed fr r No t(a y Public in fog the State of F:ae on Residing at u321%„Lt24.1 •I f 10( 7206020386 WARRANTY DEED FROM . TO COUNTY OF KING Dated • 19 FILED FO RECORD)T REQUEST OF , • VO.--Arac.... on the day of. , 19 i at minutes past M. ,e_ 4•14::,? and recorded in voltune „pry.•:7-4 of , Page .,?.,....-;v4. Records of County, tr ''''.>)1.‘.. Washington. AS* xi-0 num P RECORD AT REQUEST at t":.. • :NS. Ca. 719 :41.4.0 • /13 8111=4 IVAAki y•999 ay Auditor. 9512140574 351214-D574 03t11100 M KIMC t01I11 MC000S 004 SO • • QUITCLAIM DEED State Route 99, S. 144th St. Vicinity The Grantors, THE McKINNEY FAMILY PARTNERSHIP„ L.P., a Washington Limited Partnership; LARRY'S MARKETS, INC., a Washington corporation, also known as Larry's Market, formerly LARRY McKINNEY, INC., a Washington corporation, also shown of record as Larry C. McKinney, Inc.; and, LARRY H. McKINNEY, also shown of record es Larry McKinney, and SUSAN McKINNEY, also known as Suai McKinney, husband and wife, as their interests may appear. for and in consideration of the sum of TIN AND NO/100 (S10.00) DOLLARS, and other valuable consideration, hereby convey and quitclaim to the STATE OF WASHINGTON, the following described real estate, and any after acquired interest therein, situated in King County, in the State of Washington. to the same t tent and pt prase as if the rights herein granted had been acquired wrier Eminent Do ua I2 statutes of the State of Washington: See Exhibit A attached hereto said made a part hereof. The undasig red Grantors hereby authorize and instruct the State of Washington to pay the entire consideration to THE McXINNEY FAMILY PARTNERSHIP, L.P. and direct that the State voucher in payment thereof shell be executed only by THE McKINNEY FAMILY PARTNERSHIP, L P. It is understood and agreed that delivery of this deed is hereby tendered end that the terms and obfigafans hereof shall not became binding upon the State of Washington unless and urns accepted and approved hereon in writing for the State of Washington, Depupnect of Transportation, by the Director of Real Estate Services. Dated Accepted and Approved: THE STATE OF WASHINGTON Department of Tenn By: ' AC Kid-^ Joachim Pestinger, SR/WA Director, Real Estate Services Date: /L if/9 SUSAN , 1295 MY PARTNERSHIP, L.P. Parma DOT26Mat6 ( rd)(6/5I95) Page 1 of 4 paps F. A. No. NH-0099 ( ) Parosl No. 1-15510 • • QUITCLAIM DEED STATE OF WASHINGTON County of King On this 2c6""day of Salsr.,,,, , 1995, before me personally appeared Larry H. McKinney, to me known to be the President of the corporation that executed the foregoing instrument, and actmowtedged said iastnnnent to be the fee and voluntary as and dud of said corporation, for the uses and purposes their mentioned, and on oath stated that he is authorised to execute said instrument and that the seat aced is the corporate seal of said corporation. GIVEN under my hand and official sal the day and year last above written. d' N d STATE OF WASHINGTON ) ad : ss. eV County of King ) 1n On this 28"day of rya um , 1995, before me personally appeared Larry H. 171) McKinney, known to me to be the General Partner of The McKinney Family Patnership, L.P., the partnership that executed the within and foregoing inst nunen, and admowiedged said instrument to be the free and voluntary act and deed of said partnership, for the use and purposes therein mentioned, and on oath stated that he is authorized to execute said instrument. Davi . !k`U.nney Notary Public is and for the State of Washington, residmg at Awe. ( .n r My Appointment mire ► t 136/R5' GIVEN under my hand and official sal the day and year lad above written. • •; Yru;y. p vid L. Notary Public in and wr the State of Waslingtoo, residing at ICr...x. Lo.*,sr•+ My Appointment expires ct { set 14S • • F.A.No. NH-0099() D071624116 (god)(6r119S) Pape 2 of4 pages Feral No. 1-15510 QUITCLAIM DEED STATE OF WASHINGTON County of king On this Vt day of serr a+3G-7t. , 1995, before me personally appeared Lary H. McKinney. to me known to be the individual described in and who excited the foregoing instrument, and acknowledged that he signed the same as his free and vohmtary am and deed, for the uses and purposes therein mentioned. GIVEN under nay bard and official seal the day and year lag above written. MJUmey Notary Public in and for the State of Washington, residing at L buy ri My Appointment expires tt "So tee f de STATE OF WASHINGTON ) V) o : ss. County ofKing ) e! Cka On this Z414. day of 4?a9-nmae5i: 1995, before me personany appeared Susan 101 McKimuy, to me known to be the individual deserted in and who executed the foregoing chinstrument, and adaawledged that she signed the same m her free and vohmtary act and deed, for the toes and purposes therein mentioned. GIVEN under my hand and official seal the* and year ha above written. David L. Manley Notary Pubic in and far the Slane of Washington, rending at it Caws,' My Appointment spires it l is OOT262-016 (9cd)(6/SJMS) F. A. No.101-0099 ( ) Pale 3 of 4 pyres Pared No. 1-15510 9512140574 Q1,JITCL4IM DEED • • • EXHIB1T A All that portion of the hereinafter described PARCEL "A' tying easterly and southerly of a line beginning at Highway Engineer's Station (hereinafter referred to as HES) 466+60 on the SR 99 survey line of SR 99, S. 144th St. Vicinity; thence westerly to a point opposite said HES 466+60 and 55 feet westerly therefrom; thence southerly parallel with said survey line to a point opposite HES 466+50 thereon; thence southwesterly to a point opposite HES L 9+35 on the L Line nuvy of said Highway and 25 feet northerly therefrom; thence westerly parallel with said L Line survey to a point opposite HES L 9+00 thereon; thence southerly to said HES L 9400 and the end of this line description. PARCEL 'A' That portion of the southeast quarter of the southwest quarter of Section 15, Township 23 North, Range 4 East, W.M, in Xing County, Washington, described as follows: Beginning at the intersection of the north line of the south 20 fat of said subdivision with the westerly right-of-way fine of Pacific Highway South; thence North 201320" Eau along said westerly right-of-way line 138.16 feet to the north line of the south 151.54 feet of said subdivision (as measured along the west line thereat); then= North 87'35'33' West along said north line 184.27 feet to the east line of the west 359.70 fat (as measured along the south line) of said subdivision; thence South 02'14'27" West 131.54 fen to said north line of the south 20 fat of said subdivision; thence South 87°35'33" East along said north fine 141.62 feet to the point of beginning. The lands herein described contain an area of 446 square feet, more or less, the specific details concerning all of which are to be found in that certain map of definite location now of record and on file in the office of the Secretary of Transportation at Olympia, and bearing dote of approval Apn7 7, 1995. • • DOT262016 (ged)(68A5) F.ANnNR.0099() Page 4 d4 pages Pa eel No. I-15510 After recording return document to: City of Tukwila 6300 Southcenter Blvd., Suite 100 Tukwila, WA 98188 20060501000630.:.:. 1 20060501000630 CERTIFIED LAND 110 34 e0 PROE1/Zeee 113 0/e le KING COUNTY, 4A E2203795 /01/2006 12 16 KING COUNTY, $10 TAX 00 SALE $0 00 PAGE001 OF 001 Document Title Warranty Deed Grantor THE MCKINNEY FAMILY PARTNERSHIP, L P, a Washington limited partnership Grantee CITY OF TUKWILA, a Washington municipal corporation Legal Description SE SW, 15-23-04 Additional Legal Description is on Exhibit A of Document Assessor's Tax Parcel Number 152304-9088-08 Segregation of taxes required by RCW 84 60 070 WARRANTY I)EED The Grantor, THE MCKINNEY FAMILY PARTNERSHIP, L.P., a Washington limited partnership, for and in consideration of the sum of TEN AND NO/100 ($10 00) DOLLARS, and other valuable consideration, hereby conveys and warrants to the CITY OF TUKWILA, a Washington municipal corporation, the followmg described real estate, situated in King County, m the State of Washington, to the same extent and purpose as if the rights herein granted had been acquired under Eminent Domain statutes of the State of Washington See Exhibit A attached hereto and made a part hereof Also, the Grantor requests the Assessor and Treasurer of said County to set over to the remainder of the hereinafter described, the hen of all unpaid taxes, if any, affecting the real estate herein conveyed, as provided for by RCW 84 60 070 It is understood and agreed that delivery of this deed is hereby tendered and that the terms and obligations hereof shall not become binding upon the City of Tukwila unless and Parcel No 152304-9088-08 1 20060501nnnesn•»• WARRANTY DEED until accepted and approved hereon in wasting by the City of Tukwila, and indicated by the signature of the City Mayor, below. Dated r L(. k(D) T O STATE OF WASHINGTON County of k r 1/2,ff ss Accepted and Approved CTTY OF TUKWILA By, teven M Mullet Mayor Date Z4(ok, On this "-day of , 2005„ before me personally appeared LARRY H MCKINNEY, to me known to be the General Partner of the limited partnership that executed the foregoing instrument, and acknowledged said instrument to be the free and voluntary act and deed of said limited partnership, for the uses and purposes therein mentioned GIVEN under my hand and ot%cial s1 the day and year last above written Notary (pent name) `.�.�• \��\�►,4 Notary Public in and for the State of Washington, residing at My Appointment expires-�^•-�-- --y— -11164116AlliribillIhraball64 4 Notary Pubbc State of Washington KEVIN D HILDERMAN My Appointment Expires Feb 18, 2006 2 Parcel No 152304-9088-08 20060501nnnAnn WARRANTY DEED EXHIBIT "A" All that portion of the following described Parcel "A" as follows The south 12 50 feet of said Parcel "A", more particularly descnbed as follows Beginning on the south line of said subdivision at a point 229 00 feet easterly of the southwest corner thereof, Thence north 2° 13' 57" east parallel with the west line of said subdivision 20 feet to the true point of beginning, Thence north 2° 13' 57" east parallel with the west line of said subdivision 12 50 feet; Thence south 87° 35' 33" east parallel with the south line of said subdivision 131 29 feet, more or less, to anoint on the west line of GRANTOR'S Tax Parcel No 1523049295, Thence south 2 14' 27" west along said west line 12 50 feet; Thence north 87° 35' 33" west 131 25 feet, more or less, to the true point of beginning, containing 1,641 square feet, more or less, situated m the City of Tukwila, King County, Washington. PARCEL "A" That portion of the southeast quarter of the southwest quarter of Section 15, Township 23 North, Range 4 East, W M , in King County, Washington, descnbed as follows Beginnmg on the south line of said subdivision at a point 229 00 feet easterly of the southwest corner thereof, Thence north 2° 13' 57" east parallel with the west line of said subdivision 20 feet to the true point of beginning, Thence north 2° 13' 57" east parallel with the west line of said subdivision 160 00 feet; Thence south 87° 35' 33" east parallel with the south line of said subdivision 60.00 feet, Thence south 2° 13' 57" west parallel with the west line of said subdivision 6 10 feet, Thence south 86° 33' 03" east 261 03 feet to the westerly margin of State Highway No 1; Thence southerly along said westerly line to a point of intersection with the north line of the south 151 54 feet of said subdivision (as measured along the west line thereof), Thence north 87° 35' 33" west along said north line 184 27 feet to the east line of the west 359 70 feet (as measured along the south line) of said subdivision, Thence south 2° 14' 27" west 131 54 feet to said north line of the south 20 feet of said subdivision, Thence north 87° 35' 33" west to the true point of beginning Parcel No 152304-9088-08 3 After recording return document to City of Tukwila 6300 Southcenter Blvd , Suite 100 85/01/2006 11 16 Tukwila, WA 98188 sat.i COUNTY, :sWA e 10 00 988 20060501000631.:.:. 1101111111111111 20060501000631 E PGGROe OF LAND e WO as 65 05/01/7086 11.16 KING COUNTY, WA E2203796 PAG 081 OF 001 Document Title Warranty Deed Grantor THE MCKINNEY FAMILY PARTNERSHIP, L P, a Washington limited partnership Grantee CITY OF TUKWILA, a Washington municipal corporation Legal Description SE SW, 15-23-04 Additional Legal Description is on Exhibit A of Document Assessor's Tax Parcel Number 152304-9295-07 Segregation of taxes required by RCW 84 60 070 WARRANTY DEED The Grantor, THE MCKINNEY FAMILY PARTNERSHIP, L.P., a Washington limited partnership, for and in consideration of the sum of TEN AND NO/100 ($10.00) DOLLARS, and other valuable consideration, hereby conveys and warrants to the CITY OF TUKWILA, a Washington municipal corporation, the following described real estate, situated in King County, in the State of Washington, to the same extent and purpose as if the nghts herein granted had been acquired under Eminent Domain statutes of the State of Washington See Exhibit A attached hereto and made a part hereof Also, the Grantor requests the Assessor and Treasurer of said County to set over to the remainder of the hereinafter descnbed, the lien of all unpaid taxes, if any, affecting the real estate herein conveyed, as provided for by RCW 84 60 070 It is understood and agreed that delivery of this deed is hereby tendered and that the terms and obligations hereof shall not become binding upon the City of Tukwila unless and Parcel No 152304-9295-07 1 20060501000631 WARRANTY DEED until accepted and approved hereon in wasting by the City of Tukwila, and indicated by the signature of the City Mayor, below Dated Jk 111'2 4)` i di T 1. CKI +, Y FAMILY p •,zl' L.P. Accepted and Approved CITY OF TUKWILA By VV\ Mc ey(-Steven M Mullet 9ene • P. + er Mayor STATE OF WASHINGTON ss County of Date ' "1-_ ` z41°6 On thist" day of T. , 2005, before me personally appeared LARRY H MCKINNEY, to me known to be the General Partner of the limited partnership that executed the foregomg instrument, and acknowledged said instrument to be the free and voluntary act and deed of said limited partnership, for the uses and purposes therein mentioned GIVEN under my hand and official seal the day and year last above written Notary (print name) Notary Public in and for the State of Washington, residing at My Appointment expires `"- - Notary Public State of Washington KEVIN D HILDERMAN My Appointment Expires Feb 18, 2006 2 Parcel No 152304-9295-07 20060501000631 WARRANTY DEED EXHIBIT «A" All that portion of the following described Parcel "A" as follows Beginning at the intersection of the north line of the south 20 feet of the southeast quarter of the southwest quarter of Section 15, Township 23 North, Range 4 East, W M with the westerly nght-of-way line of Pacific Highway South (State Highway No 1), thence north 87° 35' 33" west along said north line a distance of 141 62, thence north 2° 14' 27" west 12 50 feet, thence south 87° 35' 33" east parallel with the south line of said subdivision a distance of 127.30 feet to the beginning point of a curve to the left having a radius of 18 00 feet, thence northeasterly along said curve through a central angle of 72° 11' 07" an arc distance of 22 68 feet to a point of tangency, thence south 69° 46' 40" east 5.00 feet to a point situated 50 feet from the centerline of Pacific Highway South, thence south 20° 13' 20" east parallel with said centerline 24 65 feet to the true point of beginning, EXCEPT that portion conveyed to the State of Washington by deed recorded under Recording Number 9512140574, containing 1,493 square feet, more or ;less, situated in the City of Tukwila, King County, Washington PARCEL "A" That portion of the southeast quarter of the southwest quarter of Section 15, Township 23 North, Range 4 East, W M , in King County, Washington, described as follows Beginning at the intersection of the north line of the south 20 feet of said subdivision with the westerly nght-of-way line of Pacific Highway South, thence north 20° 13' 20" east along said westerly nght-of-way line 138 16 feet to the north line of the south 151 54 feet of said subdivision (as measured along the west line thereof), thence north 87° 35' 33" west along said north line 184 27 feet to the east line of the west 359 70 feet (as measured along the south line) of said subdivision; thence south 2° 14' 27" west 131 54 feet to the north Ime of the south 20 feet of said subdivision, thence south 87° 35' 33" east along said north line 141 62 feet to the point of beginning; EXCEPT that portion conveyed to the State of Washington by deed recorded under Recording Number 9512140574 Parcel No 152304-9295-07 3 * . . 0 Tie esasetaeat sad right-of-way hereby granted covers a. strip of land ten (10) feet is width over and across the above described land and being the Weatherly tea (10) feet thereof. First Party hereby giving to Second Party the right to Connect with the existing newer located upon said tan -foot strip. Second Party shall have the right to hold said easement anti right-of-way for himself, his successors and assigns forever and to use the same jointly with First Party or independently. • Party of the First Part does hereby covenant that she is lawfully seised and in p ion of the real estate above describeu..a.ilt.bap 4good -and:awiut right to mane, execute and deliver thin ease;ent and•ibat ibis"w(!ltdefet.d the title thereto against unlawful claims et all per sons. As a part of the consideration of this grant. 'arty t i the . ir.t tart 'does hereby release any and all claims for damages from whatever cause Incidental to the exercise of the rights herein granted. The parties hereto shall contribute rota sly to the cost of any naterta:e and labor used i•• the repair and maintenance of the saio sewer pipeline Soiree the aforementioned property. IN WITNe:SS WHralk:0F „ the parties have hereunto set their bands ai Seattle. Washington the day and yea: first abc%e [n. timed. STATE OF W ASHING L ON al COUNTY OF KING ) its/Harper 1?aal SATs. fie On this day personally appeared before me Rota Harper. to me known it be S.iA E. OF 1:v SHING1ON ) SS GOUTY r;'r ;:I'.:; C.:i this oay.perso.,:.lty.itiapea.rdu.Deluca me .Haul nando. to n, be the fadividual described in and •,vbo sxsLutsd the within and hire.d instrument, and acknowledged that he signed the same as his-[rei-Yad •olur.tary act an i deed. for the ass and parpoges therein mentiooied GIVi.'`t under my Lao and official seul this 9 «day of Jan y.,,.;; 7204120307 litawavissiatkasmissib T#r,,,,TarenW Corporatism . : Riad for Retread at illequest of N Mr. and Hrs. William R.. 4tatna ee ' 9839 - 29MA Yearn, Month Aaron. and Slue_ Seattle libaktimetie 96-06- FILEDFOR.Ramittik-isweiror • PIONEER•NAT'L T. itE n - 719 MOM AVE. IA/22 r-- WO NUM Mt accen('s WC APR 17 0" ft 00 ECT • • N:NO CU. Wit "Fi:TY - • -. • 91°,0101411610*- KNOW ALLYN? BY YESE PRISMititS: that • . ' Metropolitan litalartal Syringe. and Iron iltiseetatica of Seattle S4clet'of t!rit Minn erritgoge haring riatiOntribiar 8;1959 • executed by Wi1U R. -Stain and..Lena P. Stant, his vife 51602iii op/40- to secure- wriest of dot soot et Five Tholeannet 3113/130------:-- • ---Om rart ($,000.06-7—) and harem. and recorded in the office of tie County Auditor of Xing Cara" Stair of Washininom October 16.;- 1992 Jo Vele. 4025' aristillitittig t•de 640 being Aodito.es Fe -No. -5092061 . don hereby adtaselerge dada* lid aerapiet hes been FULLY SATISM)-AND DREEURGIED, awl deo laid* eathedoeeted-theed the ail Ceeply Mass ro tearkiostialatise tweet of mot • IN WITNESS WHEREOF. said corpornMn has caused this instilment to he erecotni by its roper miners This oth day of April . -19 72. • Metropoli1en Federal Sayings and Loan Issor.:..atetort of Seattle STATE OF WASHINGTON, ) • Comte of Ling 1 55 on tans . oth dap of April' 6 . 1972 . Wow me. the andosigoet, . a Notary Public in and foe the State of Washingnek dud. d a04. monk penomdly opporod GI e•in O. Pykerad telO Richard R. Slaorett, Jr. , be the Vice-Fresident and Assistant seartary, rs•speetively, of ‘.. tan Federal Saein4s and Loan Asacciatica of ' Seattle . executett the foregoing ustroaneat, and admotriedged the add torment to te the tree and roluntary l sf.. corporation. for the uses and papaws *area inentioned. and an oath aged that they are .r : itehingedNavrastste the said nalturnent and that the seal And (i( any) is the corporate end of said corporation. 4 .,.. 16,0.. rti toad and official sail hereto *Rudd the day and year 4eat above written. /4, „L • ''. / , t? Nafiry MA- in and for Mr cldt 4 W fbinrion, sndmgei Seattle • AlLah,_BitItt..311‘11111ter k .1.vzileM1§480ea-_ • VkiL_.--IMPAL-,.2diatEMIIMMUMINSMEAkelikallega, • • • eic Ana After recording return document to City of Tukwila Public Works Department 6300 Southcenter Blvd., Suite 100 Tukwila, WA 98188 20020416003163 PAGE a1 IELOF 667EAS 22 ee 64/16/2M2 16 32 (KING COUNTY, YA Document Title Easement Grantor THE MCKINNEY FAMILY PARTNERSHIP, L P, a Washington limited partnership Grantee CITY OF TUKWILA, a municipal corporation Legal Description SE SW, Sec 15, Township 23 North, Range 4 East, W M Additional Legal Description is on Exhibit A of Document Assessor's Tax Parcel Number 152304-9295-07 EASEMENT The Grantor, THE MCKINNEY FAMILY PARTNERSHIP, L.P., a Washington limited partnership, for and in consideration of the sum of TEN AND NO/100 ($10 00) DOLLARS, and other valuable consideration, conveys and warrants unto the CITY OF TUKWILA, a Washington municipal corporation, and its assigns, an Easement over, under, upon and across the hereinafter described lands for the purpose of sidewalk and utilities, to the same extent and purpose as if the rights herein granted had been acquired under Eminent Domain statutes of the State of Washington Said lands being situated in King County, State of Washington, and descnbed as follows See Exhibit A, attached hereto and made a part hereof It is understood and agreed that delivery of this Easement is hereby tendered and that the terms and obligations hereof shall not become binding upon the City of F A No STPUL99 Page i of 3 pages Parcel No 8 EASEMENT Tukwila unless and until accepted and approved hereon m writing for the City of Tukwila, Public Works Department. Dated 9 y , 2001 THE MCKINNEY FAMILY PART RS z1 L.P. By. cKinney ner Date• `3'/ e/ 2 001 Accepted and Approved CITY OF TUKWILA By:dekr1/41 tv\� 1uS!�k teven M. Mullet Mayor Date. dial /6,V F A No STPUL 99 Page 2 of 3 pages Parcel No 8 EASEMENT STATE OF WASHINGTON ss. County of On this € day of Se'k'-a-Aber 2001 , before me personally appeared Lc , known to me to be a General Partner of r C (I►,,u.7 Fte,ru,Ly OQ.-trun4kil / , the partnership that executed the within and foregoing mstrument, and acknowledged said instrument to be the free and voluntary act and deed of said partnership, for the uses and purposes therein mentioned, and on oath stated that he is authorized to execute said mstrument GIVEN under my hand and official seal the day and year last above written NQRb, 'Ni _p, t o i 14 CJ o Si Q 1.1' pTARY II%. .4 Nr s :o N• i ;O PUBIAti i lit �,.qq ! OF WAS No ary (print name) Debe-6_ L lU o r-d f orS Notary Public in and for the State of Washington, residing at 64o5 Jed /R4,, Pla<.�. kterrlcLhd (...4 q )70.i y My Appointment expires (el Ly log F A No STPUL 99 Page 3 of 3 pages Parcel No 8 PARCEL 8 EASEMENT A LEGAL DESCRIPTION EXHIBIT A ALL THAT PORTION OF THE FOLLOWING DESCRIBED PARCEL "A" DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHEAST CORNER OF SAID PARCEL "A"; THENCE NORTH 87°36'12" WEST 50.49 FEET ALONG THE NORTH RIGHT-OF-WAY MARGIN OF SOUTH 144TM STREET TO AN ANGLE POINT IN SAID NORTH MARGIN; THENCE SOUTH 2°23'48" WEST 5 00 FEET ALONG SAID MARGIN TO AN ANGLE POINT IN SAID MARGIN; THENCE NORTH 87°36'12" WEST 1.37 FEET ALONG SAID MARGIN TO THE POINT OF BEGINNING, THENCE CONTINUING NORTH 87°36'12" WEST 5 00 FEET ALONG SAID MARGIN, THENCE AT RIGHT ANGLES NORTH 2°23'48" EAST 6 00 FEET, THENCE AT RIGHT ANGLES SOUTH 87°36'12" EAST 5 00 FEET; THENCE AT RIGHT ANGLES SOUTH 2°23'48" WEST 6 00 FEET TO M SAID MARGIN AND THE POINT OF BEGINNING cn Cr" c ALL WITHIN SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, • W.M KING COUNTY, WASHINGTON a�a o PARCEL "A" 0 cv THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS. BEGINNING AT THE INTERSECTION OF THE NORTH LINE OF THE SOUTH 20 FEET OF SAID SUBDIVISION WITH THE WESTERLY RIGHT-OF-WAY LINE OF PACIFIC HIGHWAY SOUTH; THENCE NORTH 20°13'20" EAST ALONG SAID WESTERLY RIGHT- OF-WAY LINE 138 16 FEET TO THE NORTH LINE OF THE SOUTH 151.54 FEET OF SAID SUBDIVISION (AS MEASURED ALONG THE WEST LINE THEREOF); THENCE NORTH 87°35'33" WEST ALONG SAID NORTH LINE 184 27 FEET TO THE EAST LINE OF THE WEST 359 70 FEET (AS MEASURED ALONG THE SOUTH LINE) OP SAID SUBDIVISION; THENCE SOUTH 2°14'27" WEST 13:L.54 FEET TO SAID NORTH LINE OF THE SOUTH 20 FEET OF SAID SUBDIVISION; THENCE SOUTH 87°35'33" EAST ALONG SAID NORTH LINE 141 62 FEET TO THE POINT OF BEGINNING; EXCEPT THAT PORTION CONVEYED TO THE STATE OF WASHINGTON BY DEED RECORDED UNDER RECORDING NUMBER 9512140574. SAID EASEMENT CONTAINING APPROXIMATELY 30 SQUARE FEET, AS DETERMINED IN ACCORDANCE WITH THE 2001 TUKWILA INTERNATIONAL BOULEVARD RIGHT-OF-WAY PLANS BY PERTEET ENGINEERING, INC. PARCEL 8 EASEMENT B LEGAL DESCRIPTION ZXHIBIT A ALL THAT PORTION OF THE FOLLOWING DESCRIBED PARCEL "A" DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHEAST CORNER OF SAID PARCEL "A", THENCE NORTH 20°07'07" EAST 20.20 FEET ALONG THE WESTERLY RIGHT-OF-WAY MARGIN OF TUKWILA INTERNATIONAL BOULEVARD (PACIFIC HIGHWAY SOUTH) TO AN ANGLE POINT IN SAID MARGIN; THENCE SOUTH 69°52'53" EAST 4 76 FEET ALONG SAID MARGIN TO AN ANGLE POINT IN SAID MARGIN; THENCE NORTH 20°07'07" EAST 72.72 FEET ALONG SAID MARGIN; THENCE SOUTH 33°35'05" WEST 12.86 FEET; THENCE SOUTH 20°07'07" WEST 36.68 FEET PARALLEL WITH SAID MARGIN; THENCE AT RIGHT ANGLES NORTH 69°52'53" WEST 2.00 FEET; un THENCE SOUTH 20°07'07" WEST 20.76 FEET PARALLEL WITH ., SAID MARGIN TO THE BEGINNING OF A CURVE CONCAVE TO THE c NORTHWEST HAVING A RADIUS OF 33.00 FEET; co THENCE SOUTHWESTERLY 33.49 FEET ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 58°08'24" TO A POINT ON THE CDNORTH RIGHT-OF-WAY MARGIN OF SOUTH 144TH STREET; 0.► THENCE ALONG SAID MARGIN NORTH 87° 36'12" EAST 16 60 c FEET TO THE POINT OF BEGINNING. ev ALL WITHIN SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M. KING COUNTY, WASHINGTON PARCEL "A" THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M , IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT THE INTERSECTION OF THE NORTH LINE OF THE SOUTH 20 FEET OF SAID SUBDIVISION WITH THE WESTERLY RIGHT-OF-WAY LINE OF PACIFIC HIGHWAY SOUTH; THENCE NORTH 20°13'20" EAST ALONG SAID WESTERLY RIGHT- OF-WAY LINE 138.16 FEET TO THE NORTH LINE OF THE SOUTH 151 54 FEET OF SAID SUBDIVISION (AS MEASURED ALONG THE WEST LINE THEREOF); THENCE NORTH 87°35'33" WEST ALONG SAID NORTH LINE 184.27 FEET TO THE EAST LINE OF THE WEST 359.70 FEET (AS MEASURED ALONG THE SOUTH 'LINE) OF SAID SUBDIVISION; THENCE SOUTH 2°14'27" WEST 131 54 FEET TO SAID NORTH LINE OF THE SOUTH 20 FEET OF SAID SUBDIVISION, THENCE SOUTH 87°35'33" EAST ALONG SAID NORTH LINE 141.62 FEET TO THE POINT OF BEGINNING; EXCEPT THAT PORTION CONVEYED TO THE STATE OF WASHINGTON BY DEED RECORDED UNDER RECORDING NUMBER 9512140574. SAID EASEMENT CONTAINING APPROXIMATELY 340 SQUARE FEET, AS DETERMINED IN ACCORDANCE WITH THE 2001 TUKWILA INTERNATIONAL BOULEVARD RIGHT-OF-WAY PLANS BY PERTEET ENGINEERING, INC. RECORDING RETURN TO 20040420002487 T'APIERICRN LE 26 00 E001 OF 008 04128/2004 15 00 KENO COUNT.YvVi • • • • • .• v t c A s n y A t p I sT Grantor The McKinney FaiiiityPartriership,AVAShiniton.,!' limited partnership Grantee JACK IN THE BOX INC , a Delaware corporation •Abbreviated Legal Description / Assessor's Property Tax Parcel Account Slumber' 1: Related Documents: .Ptn SE1/4/SW1/4 of Sec 15, Twp 23N, Rge :l(Camptete..legal on Exhibit A) ARE LEASE Landlord hereby leases the Premises to Tenant, upon the terms and conditions of that :certain uitrrecorded. Lease Agreement between Tenant and Landlord dated November 4, 2003, as the same mazy hereafter`be amended.from time to time, which terms and conditions are incorporated bierem.by this reference (tire "Lease") THE PREMISES fihe:Preriiises meana the pr.pii, ity legally .desortbed on Exhibit A, attached hereto and incorporated.herem by. this' reference. The ?remises pare part of a larger shopping center, legally descnbed m that:eertam Deed t if Trust recoz'dctl'•under King County Auditor's file No 9402242077, which legal deseription is fut1y.: ncorporated herem by this reference (the "Shopping Center') . 3. THE TERM The Lease is for a term of twenty (20) years corrinieticing upon the Commencement Date, as that term is defined in the Lease 4. QPTION,TO RENEW Tenafit.may ;extend the lease for 2 optional terms of.. 5 years ,COMMON;AREA RIGHTS Tenant:4has non-e ,clusive'rights for ingress, egress, utilities, sheet water drainage, arid parking over, across; an4Pthrrough the Shopping Center, as further defined in the Leasee; Tenant also has the, right to proliilxit empluyees�of other businesses located m the Shoppmg Center from parkmg on the. Premises ::The<foregoing does.not affect parking by customers of such other busmesses 6. RIGHT .OF FIRST ftEFUS4A,L TO LEASE The Lease provides Tenant with a right of rust refusal to lease for a term commencing after the ten mation'tirexpiration of the Lease, spbjectto the terms and conditions contained in the Lease. 7. USE; TENANT EXCLUSIVE 7 1 Tenant may use the Premises fora restaurant vgifti4nveiittiOugh service Tenant may use the Premises for other'piirposes.:witlz'the Written., consent of the Landlord, which shall not be unreasonably ` withheld 7 2 Tenant has the exclusive right to operates'restaurant wills dritre-up or drtve-tfhru service that sells hamburgers and/or Mexican-styte food on atiy lariit::i wlhicb Landlord has any interest that is located within two ttiiile&:ofthe :Premises ` 2 '.:.PURPOSE OF MEMORANDUM This` Memorandum is prepared and recorded for the purpose of providing notice of the ;Lease, and in no way modifies the terms and conditions of the Lease If the terms of this Memoraiidum and the terms of the Lease are inconsistent, the terms and conditions of the Lease Shallcontrol .: ;COUNTERFMRTS This rlocumetit may be executed iri one Qi more counterparts, which together shall constitute one and..the same docume it: IN WITNESS WHEREOF, ,the pa1ttes hereto have caused this instrument to be executed as of the day and year sliowrt oppoiite their;signatures -below. • LA'iV»LORD: THE MCKINNEY FAMILY,PARTNERSI4IP, L.P. a Washington � ed Partnership By: Pri By Title By Title TENANT: JACK TN.THE BOX INC , .'` a:Delaware corporation ...:. 3 ...PURPOSE OF MEMORANDUM .;ThisMemorandum is prepared and recorded for the purpose of providing notice of the Lease,,,and in 'ao way modifies the terms and conditions of the Lease If the terms of this Mernoraiidunx and tie terms of the Lease are inconsistent, the terms and conditions of the Lease shall control:' .: . COUNTERPARTS This doc'iiment may ilp executed u1 one or more counterparts, which together shall constitute olie atid.the swine docuxne tf ." IN WITNESS WHEREOF,.the parties'hereto have caused this instrument to be executed as of the day and year shown opposite their signituresbelow THE MCKINNEY''FAMIL'ri' PARTNERSHIP, L P a Washington Limited PBtrieiship By Prmt Name Its By Title ':.TENANT: JACk:l THE BOX INC a Delawar orporatio 3 STATE CALIFORNIA TENANT'S ACKNOWLEDGEMENT Te.,:me, the undersigned notary public, personally XX perionally known to me, or •-• Pro* to me on the basis of Satisfactory evidence to be the person(s) :.tvhose* names(s) subscnbed to the within mitrunient ancfackn6%*dged to me that he/she/they executed the same •. .• d that by his/her/their signature(s) on the instrignea-uthe perOori(s), or the entity upon behalf .Of which the tietiOn(4, acted, executed the instrument's- • WITNESS my hand and official ..... • • "i NKR OM "I Ct5MM : #1 0220.8',. Oar NOTARY NAM !CALIFORNIA 1.2, SAN DIEGO:COUNTY r- nim Esprecifuly 2,1007' •••,.. 4 :STATEOF CALIFORNIA COlig11( OF'SAN DIEGO app, ) ss before me, the undersigned notary public, personally • • XX p n Y ktovvn to me, or T proved to :ine:.on the'basis of satisfactory evidence to be the .,persnn(s): whose names(s) isigilsubscnbed to the within nnstnntient and at knowlesdged'to me that he/she/they executed the saifie Tn luii/her/theit authorized capacity(ies), and that by his/her/their signatures) _.on the ix stiv iient the persop(s), or the entity•iipon' behalf of which th person(s) acted, exOuted the instrument "' WITNESS my hand and officiat•seal`. JURY pINKROM svAl o•. COMM•;•#.i,422208 r : _ n NOTARY PUBLIC.CAIfFORN}A 'z SAN C0E00 0g0UNIV Fxpires.t 2, 200 �' Comm lu7 kYWM11MMYwVNb. 5 Oeal LANDLORD'S ACKNOWLEDGEMENT ft- • :On this .25:-'4ay Of brt.4 , 2004, before me personally appeared .,,'tome known to be the *ilex* t Paykyte,f- of The McIpnney amiiy P4itti*ship, L I who efiecated the foregoing instrument and acknowlediad the said histruinent..tii.$e thefat and,oluntary act and deed of said limited liability company, for the uses acid pnFposes Oereininentioned, and on oath stated that he/she was authorized .fetekCcuteiSaid.,..instniiiient.„ , .• . . I certify that I know or have sanifaciory!avid6nce'that the person appeanng before me and making this acknowledgment is the person whose true signature appears on this document IN WITNESS WHEREOF I have heireunto st ftly.liand.Aind affixed my official seal the day and year first above wntten. . ,"•:•, •• ,• ,• iv;‘), (Signature) J NOT 76/14( iu (Anso,L• g • (Name legibly pnnteilorstampOd),, „•••• S•.t. • "2•,. ..... %%":FIPieAsi-Ok • .• •• My appointment expires .2• 6 ;;:co+i Notary Public in and for the StatC of Washington, * residing at 5-(946 EXHIBIT A Legal Description of Premises That portion ofthe Southeast Qurtrter of the Southwest Quarter of Section is, Township 23 North, Range 4 East, W M , i tKmg„Cbunty, Washington, described as follows Begmning at the intersedtidti of the.:iIettb line; f the,South 20 feet of said Subdivision with the Westerly tight -Of -WO Luie of Pacific Highway South, Thence North 20°"t3' 20" East along said,, Nenterly Right -of -Way Line 138 16 feet to the North line of the South 151 54 feet`of said Su idiv§ionlas measured along;lhe West Line thereof), Thence North 87° 35' 33" Westalon said North Line 184 27 feet to the East Line of the West 359 70 feet (as measured along the South Liiie)sof said $ubdiviston% Thence So..uth 20 14' 27" West 131.54 feet to Said North L•ine •cif the Soli 20 feet of said Subdivision, Thence South 876'35' 33" East along said North Lme.141b2 feet to the point of beginning, Except, that portion thereof conveyed to the State of Washingtonl. for'road purposes by`deed reeorded'under Reobrding No 9512140574 7 PRG OF 006 06/06/2004 16 11 KING COUNTY, UA CITY'QPIMOVILA DOCUNI.OrNRECORDING dOVER'SHEET Return Address • CITY OF TUKWILA City Clerk's Department 6200 Southcenter Blvd TUkwitWA 98188 (206) 4*1800 DocyMerif1*(s) PC(5.55/04/ 4A//2%6et4.r. /4-6.1fice; t5 -a3-oy • •, Parties itv.cf TilkvaaNVaihington .... Other teklai/Ari 79 Last Name .... First Nam, InutiaIs -PM- A/6 khl4f/Y eP,f 2. . Company Name (if Witness). ••:,. /I q/0 NL 1247..4 ,„5z. ,(•• Address khaleiN, j City State Assessor's Property Tax Parcel/Account Number(s) /52.30'I 92. ?A— /52,3nel 908,9 3V .:•••• .; 245/97.:: Afterrecording return document to City of Tiicwila Public Works DeDartinent r :,; 6300 Southcer ter Blvd: , Suite 1.9.0" Tukcwtla,:WA 9$+I88 Document TztTrr 'Foss ssiaii and Use. griee ent Grantors THE MCKINNEYFAMILYPARTNERSHIP, L P, a;FYashington ltmrted partnerships:..,:,' Grantee CITY OF TUKWILA Legal Description SE SW Sec.,15, Downsbip ZrAri?rth,.E:Range.4 East, W.M Additional Legal Description is on Exhibit A of Document` Assessor's Tax Parcel Number 15231j4-9Q8k..: • POSSESSION AND USE AGREEMENT This AGREEMENT is made and entered into by and between THE MCKINNEY .TAMILY:`•PARTNERSHIP, L.P., a Washington limited part etship hereinafter refe ted• to as :the "Owners", and the City of Tukwila, a Washington municipal eprporation hereinafter referred to as the "City" WITNESSETH WHEREAS, the. City+:•O.fthnis:that the:0wner's real estate described herein is required by the City for immediate construction of a transportation project AND WHEREAS, the City affirm§ that any delay in its construction program is umtiaty to the public interest, 1 of 4 pages F.A. No §TPUL 99' Parcel No,. •1"52304=9088 p. AND WHEREAS, the City will make a firm and continuing offer to pay just compensation in an ailnount to'b'e determined by the city based on an appraisal for the :purchase• of the: f llowing::'described real estate situated in King County, in the State of Washington::' See Exhibit A attached" hereto;and made a part hereof. NOW THEREFOR*, the Owner hereby grants :to.the City a right to possess and use the above described real estate and the parties further agree that 1. The real estate is necessary £or a.publrc use of the Citypf Tukwila. 2 The City will issue a warrant rn payment to the' Owner 'for the agreed to ;inegottated just compensation amount when all parties„:have agreed o same, subject only to deduction of the value,of uiterests of others:there'in. Execxitior of this agreement by the undersigned"part shall not prejudice part tighti to subsequent adjudication of just compensation pier uuant` to state" law, and neither shall this agreement, nor the basis therefore, lit eoi3strued::as an admission offair market value or just compensation by any of the partiea'nained'herein If iybeconies necessary for the City to institute condemnation proceedings, the has no obje, tron•to the City entering an Order Adjudicating Public Use. as provided by .RC`JV 8.04.070, and agree that this instrument shall be treated as having. the same.legal .se ct as an• Order for Immediate Possession provided by RCW 8:04 090 et seq , Which, by this reference, are incorporated herein as if fully set forth. 5. The date of valuat o for the cletetinrnation, ofjust compensation shall be the date that the review appra"isal is accepted and approved by the City's Director of Public Works. 6. The Owner hereby waive the requfrementOf a4ritten tiofice tomove,,as provided by RCW 8.26 180, and will surrender4:possesstnn cif the above described real estate to the City upon payment. F?.A No STPt7L 99 Page 2 of 4 pages Parcel.No-1523944908. POSSESSION AND USE AGREEMENT • ...Nothing herein shall preclude the City from hereafter changing its pllans to increase.or„ decrease the nature or extent of the acquisition nor from mitigation of dattiages. I'ihe acquisition is enlarged a supplemental Possession and Use Agreement:is contemlated ' It i understood and agreed that of;s agreement is hereby tendered and that the terms and obligations hereof .shall not beeouie'binding upon the City of Tukwila unless and until acceptedanid approved iereon rn writuiig for the City of Tukwila, Public Works Department.'",,,.../ Dated IaT THE MCKINL. EY FAMILY PARTNERSHIP, L.P. Date AcCeptEd and Approved- CITY•OF;TUILA By: Stty n M Mullet Mayor Date: 312I01 Page 3 of 4 pages . A No.'STetli 99.- :.,. Patxel No 1,$2304-9088 . . ,i1)SSESSION AND USE AGREEMENT .STATE OF)VASHINGTON ss. ......60. this IL%'.._.' .:•'diy of *igitAAN.14t.ic, 2003, before me personally ......,.. . appearedi,ARRY 1-1,::*McICIMElir, to int,knoWn to be the General Partner of the limited partnership that exe6u*I thjforegoing instrument, and acknowledged said instrument to be the free and.vniunniry act and..aeecyclOitijimited partnership, for the uses and purposes therein mentioned • . • . • GIVEN under my hand and official seal the day and year last above written. ... n• Notary (niint namb).:Ibpbox v4.-3 Notary Publin and for OrWaOinito* residing at "BityviAt.i. •:' ••••.' My Appomtment expires qt-S-AbLgi Page 4 of 4 pages 07•43q/1.TUKWILA DCD/PW ISO FT 53 PERTEET LN) ENGINEERING,INC Mott oond Tromvalrfaagns CC"fra.411 1; Poat1t Fax Note 7671 Z7E511. ,,, PPS / TO •, - /Z1 - iii; .LP,..,MIN CoMept Male* ifgefIMMII iiaiilWal FOCI *1111111011 mr. AsCMDT M RICHT-OF-WAY JC01.451a011 $xx:44 • • 170* AiTA7. • 24350 SF 61914-0F.4iii • :ACQUISMON• 1629 SF * •••• :••• PAOICEL RE/ANDO.= ::22721 SF± Abarkic EAsEmEgt j) SF DROT-- 20040506003030 TUKWILA CITY 0 AG . PAGE001 OF 006 24 00 05/08/2004 16 11 COUNTY, WA :.: .,,,,,' .,•• ,t i,,,,:.::, , .. •.:, •::::. :,' .::' „, CITY,Pr:T.VKWILA •,. .,: .: , •::. . ••. DOCUMENT RECORDING . . .. ,. . 40VER SHEET Return Address CITY OF TUKWILA City Clerk's Department v ..:. 6200 Southcenter Blvd TdkiAa,.WA 98188 (206) 4330 800 .. ;. Docprnent Title(s):: P05-50 - 5`,/eA/ AA/ D U 46,W. j : .. • Pt4:tr-tAI - , .• III Other tity.Of Tiikuctila:Washindton ittni/A,fi 4,9x;CY,. Last Name First Name' .. Initials . . lAtiV/4:Y 494fre%(-5/i7/' Company Name (if business) , 11Address 4//41 IVA% rYAV City State: Assessor's Property Tax Parcel/Account Number(s) i5Z3eg 92 /5.2-31* (108F.; Zip :3 ••. . . . .... ..• After recording retum document to Citiy of:7ukwit Pub1ii Works Department 6300 S.outhcenter Blvd.: •Suite 100 "iuka, 741A 98188 ' Dominant Trtle.;:,Posiessr¢n and Use Agreeme it Grantor!... ,NEMGK E"F�41V�IILY1'ARTNERSNIP L P, a Washington lrrnued tnerh' .Pm' tiP Grantee. CITY OF TU'KWI4A Legal Deserlption:'SgSW,, A'ec 1'S, Town$hfp23 Arortti;..ange. 4 East W.M. Additional Legal Descrip on is'.on:Er.hiliit;A of Paaument. Assessor's Tax Parcel Ntanber..I5230#-9.; 95-p7 POSSESSION AND USE AGRitEMENT:::. This AGREEMENT is made and entered mto by,and between '[`IM:MCKE (N'EY ' FAMILY PARTNERSHIP, L.P., a Washington limited partnership, :hereinafter referred: !to a# the "Owners", and the City of Tukwila, ``a:Washington municipal corponttion,:hereinafier refined to as the "City": WITNESSETR :, REDS, th'e City affirms that-tiic Owner's real estate described hereto is required by the City for intine4iate iebnstcuction Oa transportation project. AND WHEREAS. the. City effiriitsthat any` delay in its construction program is contary to the public iriierest, :''AND WHEREAS, the City will make a firm and continuing offer to pay just co. npetisatiorrin:an amount to be determined by the city based on an appraisal for the purchase: of the following descilbed real estate situated to King County, in the State of Wasbipgton;• Sce'Exhibtt A ttiched Oreso and made a part hereof NOW THEREi'ORE, the Os Tier hexeby'g acts to the City a right to possess and use the above described real estate and the,paities fl}r�ther agree that. 1 The real estate is necessary for a public use of'the City of Tukwila. 2 The City will issu2 .:n warrarrt rn payment. to the Owner for the agreed to negotiated just compensttiod mimed when `'nit :parties have...agreed to same, subject only to deduction of the value of interests if ot8err,therein ::... Execution of this agt eement by the tuldersigned part' shalZ:ttgx prejudsce such Part right'to subsequent ftdjudioation of just'eompensation'pursuant to state; law and zetthe ; shall this agreement, nor the basis therefore, be cor>st iced as an.. ad isston offer market value or just compensation by anyofthe parties'nanned liereiri if it becomes, necessary for the City to institute condemnano proceedings, the Owner:has no Object on to the City entering an Order Adjudicating Public Use, as prtvided by. RCW 8.04.070, and agree that this instrument shafi.:.be treated as jtavttig the same legal effect as an Order for Immediate Possession provided by 'RCW $'04.00, et seq:; 'which, by this reference, are incorporated herein as if fury set forth. 5. The :date of vatuiatiori for the, determination of just compensation shall be the date that the review appraisal is' accepted arid. approved by the Ciry's Director of Public Works. • 6. The Owner hereby the+egtrement of a writtenrr►otice to move, as provided by RCW 8.26.180, and will surrender posscssion of the above described real estate to the City upon payment. SYp1JL e9 Page 2 of 4 pages :'' Parcel No `:. :•• .,., ...... ,:?0SSESSION AND USE AGREEMENT ....• '..,.. ::. ,..„. 1: i..iothing herein shall preclude the City from hereafter changing ITS plans to ,::........ morease or decrease the nature or extent of the acquisition nor from mitigation of damages If the acquisition is enlarged a supplemental Possession and Use ..:. ..'. ...' ...: Agreement is contempliiid.: ,... : ...: . .... ...., .,... :: .....•,::' if '",:.....• ....lt is:..Underspcxl.'nndoitgred thirldellyerrof this agreement is hereby tendered and that the ::.territs.:ind,cablijationstereof snot bee* binding upon the City of Tukwila tutiess 'and until icceiged:ind,iipproved'hisreonin %kiting for the City of Tukwila, Public Works Deparioent ..I .::: ..:.i' ..i•:..:.. .s.-.,: ',::,.....i' ,.POSSESSION AND USE AGREEMENT STATE WASHINGTOIN ss. Coinity.sig/ ::• ..On this ,day of , 2003, before me personally and , to me known to be the individuals described in anct*ho.:•exectitBdA4e foregointmiltrument, and acknowledged that they signed tlit.sami as their free and. voliun'iOact and deed, for the uses and purposes therein mentionedi.r :••• GIVEN underiny hand and official scl thedaiand yeat last' above wnttcn Notary (Oint naniO) Notary PUN and,for the s at Wiishiogton:', residing at lWhLUI My Appoiritment !ai„tQoci,J) Page 4 of 4 page:. • :i•• • •• ik No. SIKH. SO Paioil No. : '" EXHIBIT A •" - . • 152304,-92§5- L8.1E - • TDKWILA INTERNATIONAL BLVD. . . 41 13 0..11.0.1i ORM „$r-Au...kJ rem 1-1PERTEET IN ENGINEERING, INC Chat and Trayanlortanon Con. „ . EaStANT 1.11.7024E4171 btiV,ett8b& 7 C` 21011 SF RIGhT-OF-WAY( APOUISMON1958 SF OARcgi. , ••••• . .;14Dip. MIL makr—oF-4Aii PARCEL$ ~ca. RETURN ADDRESS: Seth Gustafson Buck & Gordon LLP 2025 First Avenue, Suite 500 Seattle, WA 98121 20070420002163.:.:. 20111111111111111 70420002163 Pt44 cTOei 7 f sas 42. ee KIl,633 WASHINGTON STATE RECORDER'S Cover Sheet (RCW 65.04) DOCUMENT TITLE(S) (or transactions contained therein): ACKNOWLEDGMENT OF EASEMENT AGREEMENT REFERENCE NUMBER(S) OF DOCUMENTS ASSIGNED OR RELEASED: N/A O Additional reference #s on page _ of document(s) GRANTOR(S) (Last name first, then first name and initials) Livengood, Lynn H. and• Joann SEG 56th, LLC 0 Additional names on page _ of document GRANTEE(S) (Last name first, then first name and initials) Livengood, Lynn H. and Joann SEG 56th, LLC O Additional names on page _ of document LEGAL DESCRIPTION (abbreviated: i.e., lot, block, plat or section, township, range) Ptn SE 'A, SW 1/4, 15/23N/4E Additional legal is on Exhibits A and B. ASSESSOR'S PROPERTY TAX PARCEL/ACCOUNT NUMBER 152304-9140 152304-9152 Assessor Tax # not yet assigned Y:\WP\TUKWILA HOLDINGS \ MUTUAL EASEMENT MEMO C.DOC PAGE 1 Si AM lii6 7 EXCISE TAX NOT REQUIRED B Ki g Co. Records "Deputy 200/01000 2163 ACKNOWLEDGEMENT OF EASEMENT AGREEMENT THIS ACKNOWLEDGEMENT OF EASEMENT AGREEMENT (the "Agreement") is executed as of this %d day of Pt' yu,Q , 2007, by Lynn H. Livengood and Joann Livengood, a married couple ("Livengood"), and SEG 566, LLC, a Washington limited liability company ("SEG"). Recitals A. Whereas, Livengood is the owner of certain real property located in King County, Washington, legally described in Exhibit A attached hereto (the "Livengood Property"), and SEG is the owner of certain real property located adjacent to the Livengood Property, which property is legally described in Exhibit B, attached hereto (the "SEG Property"). B. Whereas, Livengood and a predecessor -in -title to SEG entered into an oral agreement for reciprocal ingress and egress easements burdening and benefiting the Livengood Property and the SEG Property (the "Access Easements"). C. Whereas, SEG acquired the SEG Property subject to the Access Easements, and SEG and Livengood have previously acknowledged in writing the existence of the Access Easements. D. Whereas, the City of Tukwila requires as a condition to the development of the Livengood Property that the parties document the existence of the Access Easements in a recorded document. NOW, THEREFORE, for valuable consideration, the receipt and sufficiency of which is hereby acknowledged by the parties, the parties agree as follows: 1. Acknowledgement of Easements. Livengood and SEG acknowledge the existence of the Access Easements, which allow ingress and egress (but not parking) across the boundary between the Livengood Property and the SEG Property in the location shown on Exhibit C and over the driveways within the parking areas on the SEG Property and the Livengood Property as they now exist or may hereafter be modified by the owners of each of the properties. 2. Running with the Land. The parties acknowledge that the Access Easements acknowledged herein shall continue to run with the land and shall be binding upon the owners of the Livengood Property and the SEG Property and upon their heirs, successors and assigns. PAGE 1 Y:\WP\TUKWIA HOLDINOS\MUTUAL EASEMENT MEMO C.DOC 200/04 O ri12i6:s_:::: 3. Incorporation. All exhibits attached hereto are incorporated herein by this reference. oann Livengood SEG: SEG 56TH, LLC, a Washington limited liability,comany By: Name: ?LUWvW IA/kitaS TAD Its: /lEreBek PAGE 2 Y:\WP\TUKWILA HOLDINGS\MUTUAL EASEMENT MEMO C.DOC 20070420002163.:: STATE OF WASHINGTON ) COUNTY OF K I NG ) ss. I certify that I know or have satisfactory evidence that Lynn H. Livengood is the person who appeared before me, and he acknowledged that he signed this instrument and acknowledged it to be his free and voluntary act for the uses and purposes mentioned in the instrument. Dated this 1 / day of v ' 2007. oitilionnito Iiiiouip‘ O:a! '7, (Si s PIMA 1 / OpwitI O Ilitthtittittl00 ) (Printed Name) Notary Public in and for the State of Washington, residing at di e L i4 . / My commission expires / 3/ i STATE OF WASHINGTON ) COUNTY OF KI016) ) ss. I certify that I know or have satisfactory evidence that Joann Livengood is the person who appeared before me, and she acknowledged that she signed this instrument and acknowledged it to be her free and voluntary act for the uses and purposes mentioned in the instrument. Dated this % 7 day of (Printed Name) Notary Public in and for the State of Washington, residing at .l'iv L,n YUfa% . My commission expires l/V //1 2007. /1% PAGE 3 Y:\WP\TIIKWILA HOLDINGS\MUTUAL EASEMENT MEMO C.DOC STATE OF WASHINGTON ) )ss. COUNTY OF (AA vv,�) I certify that I know or have satisfactory evidence that . 6,1(�¢S d signed this instrument, on oath stated that he/she was authorized to execute the instrument and acknowledged it in his/her capacity as the Anum,eV of SEG 56th, LLC, to be the free and voluntary act of such company for the uses and purposes mentioned in the instrument. Dated this 1.2 day of ())0\dt Signature) , 2007. EA/046-AciA.- (Printed Name) Notary Public in and for the State of Washington, residing at'y\ . ( My commission. expires 5N101 PAGE 4 Y:\WP\TUKWILA HOLDINGS\MUTUAL EASEMENT MEMO C.DOC 2007042011021R3_ -_- • 200/�f611/11111'1 EXHIBIT A LIVENGOOD PROPERTY LEGAL DESCRIPTION The North 160 feet of the South 180 feet of the East 120 feet of the West 145 feet of the Southeast quarter of the Southwest quarter of Section 15, Township 23 North, Range 4 East, W.M., in King County, Washington and that portion of the Southeast quarter of the Southwest quarter of Section 15, Township 23 North, Range 4 Fast, W.M., in King County, Washington, described as follows: Beginning on the South line of said subdivision at a point 145.00 feet Easterly of the Southwest comer thereof; Thence Easterly on said South line 84.00 feet; Thence North 180.00 feet; Thence Westerly parallel with the South line of said subdivision, 84.00 feet; Thence South 180.00 feet to the point of beginning. EXCEPT the South 20 feet thereof for County Road. EXCEPT that portion conveyed to City of Tukwila, a Washington municipal corporation by deed recorded October 31, 2005 under Recording No. 20051031000480, in King County, Washington. EXHIBITA-PAGE 1 Y:\WP\TUKWILA HOLDINGS\MUTUAL EASEMENT MEMO C.DOC 200704200091•61-=: EXHIBIT B SEG PROPERTY LEGAL DESCRIPTION " PARCEL A: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED' AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTHERLY LINE OF SAID SUBDIVISION WHICH IS 25 FEET EAST OF THE SOUTHWEST CORNER THEREOF; THENCE NORTH 330 FEET PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION TO THE SOUTHWEST CORNER OF LOT 10, BLOCK 3, JAMES CLARK'S GARDEN ADDITION TO THE CITY OF SEATTLE, ACCORDING TO THE PLAT THEREOF, RECORDED IN VOLUME 13 OF PLATS, PAGE 12, IN KING COUNTY, WASHINGTON; THENCE EAST 264 FEET ALONG THE SOUTH LINE OF SAID LOT 10; THENCE SOUTH 330 FEET, MORE OR LESS, PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION TO THE SOUTHERLY LINE THEREOF; THENCE WEST 264 FEET ALONG SAID SOUTHERLY LINE TO THE POINT OF BEGINNING. EXCEPT THE SOUTH 180 FEET THEREOF. EXCEPT THE NORTH 60 FEET AS MEASURED ALONG THE WEST LINE THEREOF. EXCEPT THE WEST 5 FEET OF THE REMAINDER THEREOF CONVEYED TO KING COUNTY FOR 37TH AVENUE SOUTH BY DEED RECORDED JUNE 2, 1972 UNDER RECORDING NO. 7206020386. PARCEL B: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING ON THE SOUTH LINE OF SAID SUBDMSION AT A POINT 229.00 FEET EASTERLY OF THE SOUTHWEST CORNER THEREOF; THENCE NORTH 2°13'57" EAST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 20.00 FEET TO THE TRUE POINT OF BEGINNING: THENCE NORTH 2°13'57" EAST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 160.00 FEET; EXHIBIT B--PAGE 1 Y:\W%TUKWIIA HOLDINGS\MUTUAL EASEMENT MEMO C.DOC 20070470009 : P_ THENCE SOUTH 87°35'33" EAST PARALLEL WITH THE SOUTH LINE OF SAID SUBDIVISION 60.00 FEET; THENCE SOUTH 2°13'57" WEST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 6.10 FEET; THENCE SOUTH 86°33'03" EAST 261.03 FEET TO THE WESTERLY MARGIN OF STATE HIGHWAY NC'. 1; THENCE SOUTH 20°07'27" WEST ALONG SAID WESTERLY MARGIN 93.60 FEET; THENCE NORTH 87°35'33" WEST PARALLEL WITH THE SOUTH LINE OF SAID SUBDIVISION 139.17 FEET; THENCE SOUTH 2°24'27" WEST 60.00 FEET; THENCE NORTH 87°35'33" WEST 152.86 FEET TO THE TRUE POINT OF BEGINNING. ALSO BEGINNING AT THE INTERSECTION OF THE WESTERLY LINE OF STATE ROAD NO. 1 WITH THE NORTH LINE OF THE SOUTH 20.00 FEET OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SAID SECTION; THENCE WEST ALONG SAID NORTH LINE 120 FEET; THENCE NORTH AT RIGHT ANGLES THERETO 60 FEET; THENCE EAST PARALLEL TO SAID NORTH LINE TO THE WESTERLY MARGIN OF STATE ROAD NO. 1; THENCE SOUTHERLY ALONG SAID WESTERLY MARGIN TO THE POINT OF BEGINNING. EXCEPT THAT PORTION CONVEYED TO THE STATE OF WASHINGTON RECORDED DECEMBER 14, 1995 UNDER RECORDING NO. 9512140574; AND EXCEPT THAT PORTION CONVEYED TO THE CITY OF TUKWILA BY INSTRUMENTS RECORDED MAY 1, 2006 UNDER RECORDING NOS. 20060501000630 AND 20060501000631. PARCEL C: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTH LINE OF SAID SUBDIVISION WHICH IS SOUTH 87°35'33" EAST 289 FEET FROM THE SOUTHWEST CORNER THEREOF; THENCE NORTH 2°13'57" EAST PARALLEL TO THE WEST LINE OF SAID SUBDIVISION 173.90 FEET TO THE TRUE POINT OF BEGINNING OF THE TRACT HERE IN DESCRIBED; CONTINUING THENCE NORTH 2°13'57" EAST 105.40 FEET; EXHIBIT B-PAGE 2 Y:\WP\TUKWIIA HOLDINGS\MUTUAL EASEMENT MEMO C.DOC THENCE SOUTH 86°33'03" EAST 294.65 FEET TO THE WESTERLY MARGIIN OF STATE HIGHWAY NO. 1; THENCE SOUTHERLY ALONG AN ARC OF A CURVE TO THE RIGHT WHOSE RADIUS IS 1,860 FEET, 25.11 FEET TO A POI:INT OF TANGENCY; THENCE SOUTH 20°17'27" WEST ALONG SAID WESTERLY MARGIN OF STATE ROAD NO. 1, 84.84 FEET; THENCE NORTH 86°33'03" WEST 261.03 FEET TO THE TRUE POINT OF BEGINNING. PARCEL D: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION I5, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTH LINE OF SAID SUBDIVISION DISTANT SOUTH 87°35'33" EAST 289 FEET FROM THE SOUTHWEST CORNER THEREOF; THENCE NORTH 2°13'57" EAST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 279.30 FEET TO THE TRUE POINT OF BEGINNING; THENCE CONTINUING NORTH 2°13'57" EAST 151.6 FEET, MORE OR LESS, TO THE NORTHEAST CORNER OF LOT 10, BLOCK 3, JAMES CLARK'S GARDEN ADDITION TO THE CITY OF SEATTLE, ACCORDING TO THE PLAT THEREOF, RECORDED IN VOLUME 13 OF PLATS, PAGE 12, IN KING COUNTY, WASHINGTON; THENCE EASTERLY ALONG THE SOUTH LINE OF SAID BLOCK 3 TO THE WESTERLY MARGIN OF STATE HIGHWAY NO. 1; THENCE SOUTHWESTERLY ALONG SAID WESTERLY MARGIN TO A POINT WHICH BEARS SOUTH 86°33'03" EAST FROM THE TRUE POINT OF BEGINNING; THENCE NORTH 86°33'03" WEST 294.65 FEET TO THE TRUE POINT OF BEGINNING. PARCEL E: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHWEST CORNER OF LOT 10, BLOCK 3, JAMES CLARK'S GARDEN ADDITION TO THE CITY OF SEATTLE, ACCORDING TO THE PLAT THEREOF, RECORDED IN VOLUME 13 OF PLATS, PAGE 12, IN KING COUNTY, WASHINGTON; THENCE EASTERLY ALONG THE SOUTH LINE OF SAID LOT 10 A DISTANCE OF 264 FEET; EXHIBIT B-PAGE 3 Y:\WP\TUKWILA HOLDINGS\MUTUAL EASEMENT MEMO C.DOC 20070420002163.: : THENCE SOUTHERLY PARALLEL WITH THE WEST LINE OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER 60 FEET; THENCE WESTERLY PARALLEL WITH SAID SOUTH LINE OF LOT 10 A DISTANCE OF 264 FEET; THENCE NORTHERLY PARALLEL WITH THE WEST LINE OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER 60 FEET TO THE POINT OF BEGINNING. EXCEPT THE WEST 5 FEET THEREOF CONVEYED TO KING COUNTY FOR 37TH AVENUE SOUTH BY DEED RECORDED UNDER RECORDING NUMBER 7206020386. EXHIBIT B-PAGE 4 Y:\WP\TUKWILA HOLDINGS\MUTUAL EASEMENT MEMO C.DOC 'PUBL ICL Y DEDICATED' LAJ - 25' R-O-W 1.4 EXHIBIT C (DIAGRAM) 0 • ASPHALT PARKING LOT DRIVEWAY AREA "SEG PROPERTY" TP# 152304-9/52 . ' EX I HUOE0 CURB "TY T CAL S87 35 '33"E (199.00 ') FENCE 15 ON OW 1301.01149 15 0.7' 5. OF LINE ACCESS EASEMENT "LIVENGOOD PROPERTY" TP# 152304-9140 1' N 1555. 02 CALCD SOUTH LINE OF SEC. 15-23-4 -2130704200021 63.v S87 '35 '33-E •-i• 20081119000696 WASHINGTON-STA LE 51.00 PAGE001 OF 010 11/19/2008 12:52 KING COUNTY, WA PLEASE RETURN TO ATTN: SU7KnE LEWIS WASHIt GTON STATE LIOUOR CONTROL BOARD PO BOX 43081 OLYMPIA WA 98504-3081 LEASE Washington State Liquor Store No. 086 Tukwila THIS LEASE is made and entered into between SEG 56th, LLC, a Washington limited liability company, its heirs, executors, administrators, successors and assigns, hereinafter called the Lessor(s) and the Washington State Liquor Control Board, hereinafter called the Lessee. The parties desire to enter into a Lease of the premises described below. In consideration of the terms, conditions, covenants and performances contained herein, IT IS MUTUALLY COVENANTED AND AGREED as follows: 1. The Lessor(s) hereby leases to the Lessee, a portion of the following premises, located in Riverton Heights Shopping Center at 14227 Tukwila International Boulevard, Suite 111, Tukwila, Washington, and described as: Tax Parcel #152304-9010-01, 152304-9295-07, 152304-9011-00, 152304-9088-08, 152304-9182-03 & 152304-9152-09 PORTION SECTION 15, TOWNSHIP 23N, RANGE 4E, SW QUARTER SE QUARTER Situate in the City of Tukwila, County of King, State of Washington. 20081119000696.002 Lease Store No. 086 Full legal description is as follows: PARCEL A; THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23.NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTHERLY LINE OF SAID SUBDIVISION WHICH IS 25 FEET EAST OF THE SOUTHWEST CORNER THEREOF; THENCE NORTH 330 FEET PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION TO THE SOUTHWEST CORNER OF LOT 10, BLOCK 3, JAMES CLARK'S GARDEN ADDITION TO THE CITY OF SEATTLE, ACCORDING TO THE PLAT THEREOF, RECORDED IN VOLUME 13 OF PLATS, PAGE 12, IN KING COUNTY.WASHINGTON; THENCE EAST 264 FEET ALONG THE SOUTH LINE OF SAID LOT 10: THENCE SOUTH 330 FEET, MORE OR LESS. PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION TO THE SOUTHERLY LINE THEREOF; THENCE WEST 264 FEET ALONG SAID SOUTHERLY LINE TO THE POINT OF BEGINNING; EXCEPT THE SOUTH 180 FEET THEREOF; EXCEPT THE NORTH 60 FEET AS MEASURED ALONG THE WEST LINE THEREOF; EXCEPT THE WEST 5 FEET OF THE REMAINDER THEREOF CONVEYED TO KING COUNTY FOR 37" AVENUE SOUTH BY DEED RECORDED JUNE 2, 1972 UNDER RECORDING NO, 206020386. PARCEL B: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY. WASHINGTON. DESCRIBED AS FOLLOWS: BEGINNING ON THE SOUTH LINE OF SAID SUBDIVISION AT A POINT 229.00 FEET EASTERLY OF THE SOUTHWEST CORNER THEREOF; THENCE NORTH 2'13'57' EAST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 20.0 FEET TO THE TRUE POINT OF BEGINNING; THENCE NORTH 2'13'57" EAST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 160.00 FEET; THENCE SOUTH 87'35'33" EAST PARALLEL WITH THE SOUTH LINE OF SAID SUBDIVISION 60.00 FEET; THENCE SOUTH 213'57' WEST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 6.10 FEET; THENCE SOUTH 86'33'03" EAST 261.00 FEET TO THE WESTERLY MARGIN OF STATE HIGHWAY NO. 1; THENCEE SOUTH 20'07'27" WEST ALONG SAID WESTERLY MARGIN 93.60 FEET; THENCE NORTH 87'3533" WEST PARALLEL WITH THE SOUTH LINE OF SAID SUBDIVISION 139.17 FEET; THENCE SOUTH 2'24'27' WEST 60.00 FEET; THENCE NORTH 87'35'33 WEST 152.86 FEET TO THE TRUE POINT OF BEGINNING; ALSO BEGINNING AT THE INTERSECTION OF THE WESTERLY LINE OF STATE ROAD NO. 1 WITH THE NORTH LINE OF THE SOUTH 20.00 FEET OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SAID SECTION; THENCE WEST ALONG SAID NORTH LINE 120 FEET; THENCE NORTH AT RIGHT ANGLES THERETO 60 FEET; THENCE EAST PARALLEL TO SAID NORTH LINE TO THE WESTERLY MARGIN OF STATE ROAD NO. 1; THENCE SOUTHERLY ALONG SAID WESTERLY MARGIN TO THE POINT OF BEGINNING. EXCEPT THAT PORTION CONVEYED TO THE STATE OF WASHINGTON RECORDED DECEMBER 14,1995 UNDER RECORDING NO. 512140574. PARCEL C: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST. W.M., IN KING CCIUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTH LINE OF SAID SUBDIVISION WHICH IS SOUTH 87'35'33' EAST 289 FEET FROM THE SOUTHWEST CORNER THEREOF; THENCE NORTH 2'13'57" EAST PARALLEL TO THE WEST LINE OF SAID SUBDIVISION 173.90 FEET TO THE TRUE POINT OF BEGINNING OF THE TRACT HERE IN DESCRIBED; CONTINUING THENCE NORTH 2'13'57" EAST 105.40 FEET; THENCE SOUTH 86'33'03' EAST 294.65 FEET TO THE WESTERLY MARGIN OF STATE HIGHWAY NO. 1; THENCE SOUTHERLY ALONG AN ARC OF A CURVE TO THE RIGHT WHOSE RADIUS IS 1,860 FEET, 25.11 FEET TO A POINT OF TANGENCY; THENCE SOUTH 20'17'27" WEST ALONG SAID WESTERLY MARGIN OF STATE ROAD NO. 1, 84.84 FEET: THENCE NORTH 86'33'03" WEST 261.03 FEET TO THE TRUE POINT OF BEGINNING. PARCEL D: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTH LINE OF SAID SUBDIVISION DISTANT SOUTH 87'35'33" EAST 289 FEET FROM THE SOUTHWEST CORNER THEREOF; THENCE NORTH 2'13'5r EAST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 279.30 FEET TO THE TRUE POINT OF BEGINNING; THENCE CONTINUING NORTH 2'13'57" EAST 151.6 FEET, MORE OR LESS, TO THE NORTHEAST CORNER OF LOT 10, BLOCK 3, JAMES CLARK'S GARDEN ADDITION TO THE CITY OF SEATTLE, ACCORDING TO THE PLAT THEREOF, RECORDED IN VOLUME 13 OF PLATS, PAGE 12, IN KING COUNTY, WASHINGTON; THENCE EASTERLY ALONG THE SOUTH LINE OF SAID BLOCK 3 TO THE WESTERLY MARGIN OF STATE HIGHWAY NO 1; THENCE SOUTHWESTERLY ALONG SAID WESTERLY MARGIN TO A POINT WHICH BEARS SOUTH 86'33'03" EAST FROM THE TRUE POINT OF BEGINNING; THENCE NORTH 86'33'03 WEST 294.65 FEET TO THE TRUE POINT OF BEGINNING. -2- 20081119000696.003 Lease Store No. 086 PARCEL E: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON. DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHWEST CORNER OF LOT 10, BLOCK 3, JAMES CLARK'S GARDEN ADDITION TO THE CITY OF SEATTLE, ACCORDING TO THE PLAT THEREOF, RECORDED IN VOLUME 13 OF PLATS, PAGE 12, IN KING COUNTY, WASHINGTON; THENCE EASTERLY ALONG THE SOUTH LINE OF SAID LOT 10 A DISTANCE OF 264 FEET; THENCE SOUTHERLY PARALLEL WITH THE WEST LINE OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER 60 FEET; THENCE WESTERLY PARALLEL WITH SAID SOUTH LINE OF LOT 10 A DISTANCE OF 264 FEET; THENCE NORTHERLY PARALLEL WITH THE WEST LINE OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER 60 FEET TO THE POINT OF BEGINNING, EXCEPT THE WEST 5 FEET THEREOF CONVEYED TO KING COUNTY FOR 37TH AVENUE SOUTH BY DEED RECORDED UNDER RECORDING NUMBER 7206020386. Situate in the City of Tukwila, County of King, State of Washington. USE 2. The premises shall be occupied by the Washington State Liquor Control Board and used solely for the purposes of selling alcoholic beverages and Ioftery products. The Board shall and may peaceably and quietly have, hold and enjoy the premises for these purposes. TERM 3. TO HAVE AND TO HOLD the premises with their appurtenances for the term beginning September 1, 2008, and ending August 31, 2010. In the event of the issuance of any proclamation or order by any department of the executive branch of the government of the United States of America which shall prevent or make wholly unfeasible the use of the leased premises by the Washington State Liquor Control Board for the sale or storage of liquor; or in the event that the enactment of any law or the decision of any court of competent jurisdiction shall prevent either party hereto from complying with or carrying out the terms of this Lease; or in the event that the operation of a liquor store upon the above -described premises is made unlawful as the result of an election held under RCW 66.40, then this Lease shall terminate and the parties hereto shall be released from any and all liability for any damage or Toss which may result from such inability to comply therewith. RENTAL RATE 4. That Lessee pay the Lessor(s) as rent for said leased premises, the sum of Eleven Thousand Four Hundred and No/100 Dollars ($11,400.00) per month from September 1, 2008 through August 31, 2010, Years 1 and ,2 of this Lease. The rental aforesaid shall be paid only from the Liquor Revolving Fund and shall not be a direct obligation of the State of Washington. -3- 20081119000696.004 Lease Store No. 086 EXPENSES 5. During the term of this Lease, Lessor(s) shall pay all real estate taxes, all property assessments, insurance, water, sewer, storm water, and maintenance and repair as described in Appendix A attached hereto and incorporated herein by this reference. 5A. Lessee shall pay for the following, only if they are separately metered to Lessee's space: electricity, natural gas, garbage, cardboard recycling and telephone. PARKING 6.. Lessor(s) shall provide common customer -use shopping center parking spaces for the use of Lessee and its customers TENANT IMPROVEMENTS 7. Lessor(s) shall remodel the premises to conform to the Washington State Liquor Control Board's "General Specifications for Self -Service Stores" 10/02 Revision, as modified in the River City Construction bid, dated 6/02/08, as well as a floor plan that was provided by Store Development RENEWAL/TERMINATION 8. The Lease may be terminated by either party with a six (6) month written notice from the first of the month following. 8A. The Lease may, at the option of the Lessee, be renewed for up to two (2) periods of six (6) months each with rent to be negotiated at the time the option is exercised. If the Board exercises this option, additional repairs and/or improvements may be required for lease renewal. FIXTURES AND PERSONAL PROPERTY 9. That all personal property of whatsoever kind or description, including furniture, fixtures, appliances and appurtenances, as well as stocks of merchandise which the Lessee may have on said premises, shall be and remain at all times the property of the Lessee and upon termination of this Lease may be removed by the Lessee, its agents or servants. SIGNAGE 10. Lessor will be responsible for fabrication, installation and maintenance of Lessee's individually -lettered, lighted signs, one on the storefront and one on the east end of the shopping center. In addition, Lessor will be responsible for fabrication, installation and maintenance of Lessee's panels on the double -sided, lighted shopping center pylon/monument sign as soon as space is available. Electrical service for the storefront sign shall be on Lessee's electric meter. -4- Lease 20081119000696.005 Store No. 086 LESSEE SATELLITE SYSTEM 11. Lessee shall, at its sole cost and expense, be allowed to place on the roof of the premises a non -penetrating, mounted satellite receiver (approximately 4'0" in diameter) and all accompanying equipment to make said receiver functional (the "Satellite Equipment"). In addition, Lessee shall have the right to install signal -enhancing equipment on the roof of the building at a location above the premises; provided, however, that neither the Satellite Equipment nor the signal enhancing equipment shall be visible from the parking lot, common areas or any other tenants' premises in the shopping center. Following not less than 48 hours' prior written notice to Lessor, Lessee shall have reasonable access to the roof or other areas as deemed necessary in order to maintain, install, repair, remove or modify the satellite dish and signal enhancing equipment and all accompanying equipment. Lessee must remove the satellite dish and repair any damage to the building or the shopping center due to the installation or removal of the satellite receiver or the accompanying equipment within ten (10) days after the expiration or earlier termination of this Lease. DISCRIMINATION 12. Lessor(s) assures and certifies that s/he will comply with all applicable provisions of the Americans With Disabilities Act of 1990 (42 U.S.C. 12101-12213) and the Washington State law against discrimination, Chapter 49.60 RCW, as well as the regulations adopted thereunder. DISASTER 13. In the event the leased premises are destroyed or injured by fire, earthquake or other casualty as to render the premises unfit for occupancy, and the Lessor(s) neglects and/or refuses to restore said premises to their former condition, then the Lessee, may terminate this Lease and shall be reimbursed for any unearned rent that has been paid. In the event said premises are partially destroyed by any of the aforesaid means, the rent herein agreed to be paid shall be abated from the time or occurrence of such destruction or injury until the premises are again restored to their former condition, and any rent paid by the Lessee during the period of abatement shall be credited upon the next installments) of rent to be paid. It is understood that the terms "abated" and "abatement" mean a pro.rata reduction of area unsuitable for occupancy due to casualty loss in relation to the total rented area. HAZARDOUS SUBSTANCES 14. Lessor(s) warrants to his/her knowledge that no hazardous substance, toxic waste, or other toxic substance has been produced, disposed of, or is or has been kept on the premises hereby leased which if found on the property would subject the owner or user to any damages, penalty, or liability under an applicable local, state or federal law or -5- Lease 20081119000696.006 Store No. 086 regulation. Lessor(s) shall indemnify and hold harmless the Lessee with respect to any and all damages, costs, attorney fees, and penalties arising from the presence of any hazardous or toxic substances on the premises, except for such substances as may be placed on the premises by the Lessee. PREVAILING WAGE 15. Lessor(s) agrees to pay the prevailing rate of wage to all workers, laborers, or mechanics employed in the performance of any part of this contract when required by state law to do so, and to comply with the provisions of Chapter 39.12 RCW, as amended, and the rules and regulations of the Department of Labor and Industries. The rules and regulations of the Department of Labor and Industries and the schedule of prevailing wage rates for the locality or localities where this contract will be performed, as determined by the Industrial Statistician of the Department of Labor and Industries, are by reference made a part of this Lease as though fully set forth herein. DATE COMPLIANCE 16. All building systems controls which are time or date sensitive shall operate correctly with dates in the 20th or 21 St century, so that the functions, calculations, and other computing processes of the systems controls perform in a consistent manner regardless of the date in time on which the systems controls are actually performed and regardless of the Date Data input to the systems controls, whether before, during or after the year 2000, and whether or not the Date Data is affected by leap years. "Date Data" means any data, formula, algorithm, process, input or output which includes, calculates, or represents a date, a reference to a date, or a representation of a date; including, but not limited to the following: a) No value for current date will cause any interruption In operation. Current date means today's date as known to the equipment or product. b) Date -based functionality will behave consistently for dates prior to, during, and after year 2000. c) In all interfaces and data storage„ the century in any date will be specified either explicitly or by unambiguous algorithms or inference rule. NO GUARANTEES 17. It is understood that no guarantees, express or implied, representations, promises or statements have been made by the Lessee unless endorsed herein in writing. Any amendment or modification of this Lease must be in writing and signed by both parties. And it is further understood that this Lease shall not be valid and binding upon the State of Washington, unless same has been approved by the Washington State Liquor Control Board and approved as to form by the Office of the Attorney General. -6- 20081119000696.007 Lease Store No. 086 LIABILITY/INDEMNIFICATION 18. A state agency, which Lessee is, does not have authority to enter into a contract/lease that agrees to hold another party harmless and to indemnify the other party for its loss. No party shall be liable for damages or claims which arise from or relate to the performance or non-performance of this agreement by any other party. Each party shall be responsible only for the negligent acts arid omissions of its own officers, employees, and agents, and no party shall be considered the agent of the other. CONDEMNATION 19. If all the premises or such portions of the Building as may be required for the reasonable use of the premises, are taken by eminent domain, this Lease shall automatically terminate as of the date Lessee is required to vacate the premises and all rentals shall be paid to that date. In case of a taking of a part of the premises, or a portion of .the Building not required for the reasonable use of the premises, at Lessee's determination, then the Lease shall continue in full force and effect and the rental shall be equitably reduced based on the proportion by which the floor area of the premises is reduced, such rent reduction to be effective as of the date possession of such portion is delivered to the condemning authority. Lessor reserves all rights to damages and awards in connection therewith, except Lessee shall have the right to claim from the condemning authority the value of its leasehold interest and any relocation benefits. HOLDING OVER 20. If Lessee remains in possession of the premises after the expiration or termination of the Lease term, or any extension thereof, such possession by Lessee shall be deemed to be a month -to -month tenancy, terminable as provided by law. During such month -to - month tenancy, Lessee shall pay all rent provided in this Lease or such other rent as the parties mutually agree in writing and all provisions of this Lease shall apply to the month -to -month tenancy, except those pertaining to term and option to extend. SUBORDINATION 21. So long as Lessor has fully performed under the terms of this Lease, Lessee agrees to execute, within thirty (30) days of written request by Lessor, the state's standard Tenant Estoppel and Subordination Agreements which have been approved as to form by the Office of the Attorney General. -7- 20081119000696.008 Lease Store No. 086 CAPTIONS 22. The captions and paragraph headings hereof are inserted for convenience purposes only and shall not be deemed to limit or expand the meaning of any paragraph. GOVERNING LAWNENUE 23. This Lease shall be construed and interpreted in accordance with the laws of the state of Washington and the venue of any action brought hereunder shall be in the Superior Court for Thurston County. NOTICES 24. Wherever in this Lease written notices are to be given or made, they will be sent by certified mail to the address listed below unless a different address shall be designated in writing and delivered to the other party. LESSOR: SEG 56th, LLC 845 NE 106th Avenue #100 Bellevue, WA 98004-4308 LESSEE: Washington State Liquor Control Board Attn: Store Leasing P O Box 43081 3000 Pacific Avenue SE Olympia, WA 98504-3081 IN WITNESS WHEREOF, The parties have subscribed their names. Approved As To Form: a W onLr a shi on irryte la ility company SEG By colt E. Qraingr, Managing Memter Dame: (oil 6, j WASTIINGTON ST TELIQUOR CONTROL BOARD By: 94.1- 160 -- Pat Kohler, Administrative Director Date: Vti / (o Le* -8- 20081119000696.009 Store No. 086 Appendix A AREAS OF RESPONSIBILITY A. Lessor responsible to: 1. Maintain and repair roof(s), gutter(s), downspout(s), walls, foundation, floor(s), marquee(s), canopy(s) and doors (both interior and exterior). 2. Patch, repair, repaint any stained/damaged ceilings and/or walls and/or replace stained/damaged ceiling tiles, floor tiles/mouldings and/or fixtures/equipment, which has been damaged/stained as a consequence of water leaks from any source, unless caused by Lessee's employees. 3. Repair/replace any damaged window or door glass, unless damaged by the Lessee's employees. 4. Maintain and repair all structural portions of the building, stairways, sidewalks. 5. Maintain continuous satisfaction of all governmental requirements generally applicable to similar retail buildings in the area (example: fire, building, energy codes, indoor air quality and requirements to provide architecturally barrier -free premises for people with disabilities, etc.) 6. Maintain the parking area, to include: a. Trash/clutter removal. b. Snow removal. c. Planter or landscaped areas. d. Patching and resurfacing any holes or cracks. e. Repair and/or replace damaged bumpers, curbs, medians and/or posts. f. Repainting (striping) of parking spaces every approximate 24 to 36 months. 7. Provide for the scheduled maintenance/service, and repair: a. Heating, ventilating and/or air-conditioning system(s) (including replacement of filters as recommended in equipment service manual). b. Automatic door system. 8. Pay for the costto repair/replace and/or service/maintain: a. Water heater(s). b. Exterior building and/or parking lot lighting systems. c. Floor coverings (does not include janitorial). d. Plumbing and electrical (Over $25.00*). e. Vertical blinds in lobby area. B. Lessee will: Lessor Lessee 1. Payfor the replacement of interior lighting ballasts and replacement of interior light bulbs/tubes. * This does not represent a deductible amount. If the cost to repair/replace/service and/or maintain exceeds this amount, it shall be paid in full by the Lessor. Lease STATE OF WASHINGTON COUNTY OF KING ACKNOWLEDGMENT ss. 20081119000696.010 Store No. 086 On this r b day of ((7Lo ,�- , 2008, personally appeared before me .r cow 6v4l1.15,4. to me known to be the person who executed the within and foregoing instrument, and on oath stated that he/she was authorized to execute the instrument and acknowledged it, as Managing Member of SEG 56th, L.L.C., to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument. IN WITNESS WHEREOF, I have hereunto set my hnJ and affixed my official seal the day and year first above writter�,,na'tnu,r,rr,/ J\Q��gSt01Y Efi '.CP A Q M01Agrir`y= rs iiBttr STATE OF WASHINGTON, COUNTY OF THURSTON Notary Public in and for the State of 1.4/sit, Residing at CL• p lj, e w+ r f Commission Expires I l /// ss. On this it -a day of � , 2008, personally appeared before me Pa.*. to me known to be the Administrative Director of the WASHINGTON STATE LIQUOR CONTROL BOARD, State of Washington, and the individual who executed the within and foregoing instrument, and acknowledged said instrument to be the free and voluntary act and deed of the Lessee herein, for the uses and purposes therein mentioned, and on oath stated that she/he was authorized to execute said instrument. IN WITNESS WHEREOF, I hav- o above written. set my hand and affixed my official seal the day and year first e, faGqC� 9 ow.- a�s Commission Expires ! -fZ "/( 4- OF WO Notblic andfor Notary in the Staashington Residing "t. kC • -10- Suzanne Lewis Store Leasing Manager P.O. Box 4-3082 Olympia, Wa 98504-3082 20101109002012 WASHINGTON STA AMND 54.00 PAGE-001 OF 003 11/09/2010 15:47 KING COUNTY, WA Washington State Liquor Control Board LEASE AMENDMENT Washington State Liquor Store No. 086 Tukwila i 20101109002012.001 This Amendment of Lease, previously recorded under Auditor's File # 20081119000696, is made and entered into between SEG 56TH, LLC, a Washington limited liability company, hereinafter called Lessor, and the WASHINGTON STATE LIQUOR CONTROL BOARD, hereinafter called Lessee. Legal description of leased premises: Tax Parcel # 152304-9010-01, 152304-9295-07, 152304-9011-00, 152304-9088-08, 152304-9182-03 & 152304-9152-09 PORTION SECTION 15, TOWNSHIP 23N, RANGE 4E, SW QUARTER SE QUARTER (said space containing approximately 5,000 square feet of floor space) Situate in the City of Tukwila, County of IGng, State of Washington. The parties agree to the following: A. Paragraph 3 is amended to extend the lease for an additional twelve (12) months, beginning September 1, 2010, and ending August 31, 2011. B. The rental amount will remain at $11,400.00 per month during the 12 month extension. All other terms, conditions, covenants, and amendments to this Lease, unless specifically altered, modified, or changed herein, remain in full force and effect. Lease Amendment 20101109002012.002 The effective date of this Lease Amendment is September 1, 2010. IN WITNESS WHEREOF, The parties have subscribed their names. SEG 56m, LLC A Washin n limit liability company. Approved As To Form Assistant Attomey General Date: Ga /2t5/e0 By: cott E Store No. 086 er, Managing Member Date: /1,/Z.2.. �!0 WASHINGTON STATE LIQUOR CONTROL BOARD By: Pa-6 Pat Kohler, Administrative Director Date: i bio SI 2 Lease Amendment STATE OF WASHINGTON COUNTY OF KING ACKNOWLEDGMENT ss. Store No. 086 20101109002012.003 art On this Z Z day of C/ d-o h e . , 2010, personally appeared before me Scott E. Grainger to me known to be the person who executed the within and foregoing instrument, and on oath stated that he/she was authorized to execute the instrument and acknowledged it, as Managing Member of SEG NTH, L.L.C., to be the free and voluntary act of such party for the uses and purposes mentioned • in the instrument. IN WITNESS WHEREOF, 1 have hereunto set my,4d and affixed my official seal the day and year first above written. ``,,,,,,,,,,,,y„11,,' ,.��� G: TH �ggtONOAsa •; �r Notary blic in and for the State of Wife t o s Residing at •�i i► vi "(t ©r c� r,0IAgr t� i _1 •pvsi, • Commission Expires /,? l J (t STATE OF WASHINGTON, COUNTY OF THURSTON pp On this day ofQl_. , 2010, personally appeared before me, to me known to be the Administrative Director or �— of the WASHINGTON STATE LIQUOR CONTROL BOARD, State of Washington, and the individual who executed the within and foregoing instrument, and acknowledged said instrument to be the free and voluntary act and deed of the Lessee herein, for the uses and purposes therein mentioned, and on oath stated that she/he was authorized to execute said instrument. IN WITNESS WHEREOF above written. = QP L• C�c� �� a uct°.., NOTARY V,Notary Public In and for the State Washington PUBLIC 2% Residing City. - L� 9-10-11 OF Commission Expires 3 9 iD—/� SS. reunto set my hand and affixed my official seal the day and year first Return to: Suzanne Lewis WSLCB POB 43082 Olympia WA 98504-3082 20120215002842 UASHINGTON STA LE 65.00 PAGE-001 OF 004 02/15/2012 16:26 KING COUNTY, UA Washington State Liquor Control Board LEASE AMENDMENT #2 Washington State Liquor Store No. 086 Tukwila B This Amendment of Lease, previously recorded under Auditor's File # 20081119000696 and 20101109002012, is made and entered into between SEG 56th, LLC, a Washington limited liability company, hereinafter called Lessor, and the WASHINGTON STATE LIQUOR CONTROL BOARD, hereinafter called Lessee. Legal description of leased premises: Tax Parcel # 152304-9010-01, 152304-9295-07, 152304-9011-00, 152304-9088-08, 152304-9182-03 & 152304-9152-09 PORTION SECTION 15, TOWNSHIP 23N, RANGE 4E, SW QUARTER SE QUARTER (said space containing approximately 5,000 square feet of floor space) Situate in the City of Tukwila, County of King, State of Washington. The parties agree to the following: A. Paragraph 3 Is amended to extend the lease for an additional nine (9) months, beginning September 1, 2011, and ending May 31, 2012. B. The rental amount wild remain $11,400.00 per month during the nine (9) month extension. C. The Lease is amended to add Paragraph 25 and 26 as set forth below: Lease Amendment #2 Store No. 086 INSURANCE 25. It is recognized that the State of Washington, including all its agencies and departments (which includes the Lessee) is self -insured for all exposure to general liability and vehicle liability as provided in Ch. 4.92 RCW and RCW 43.41.280 through 43.41.350. Under these provisions, the State of Washington is continuously self - insured up to a predetermined self-insurance retention level at which point excess insurance provides coverage. The self-insurance program is funded by a liability account established by RCW 4.92.130 and financed by annual premiums assessed to state agencies, including the Lessee. If is further recognized that the Tort Claims Act, Ch. 4.92 RCW, provides the fundamental remedy for all liability claims against the state, its agencies and departments and/or the actions of its officers, employees, and volunteers while engaged in the performance of their official duties. Such claims must be filed with the Risk Management Division within the State of Washington Office of Financial Management for processing according to statute. ASSIGNMENT 26A. No assignment of the Lessee's interest in this Lease may occur without the prior written approval of the Lessor, whose approval shall not be unreasonably withheld. 26B. No assignment of the leasehold interest shall be effective and binding on the Lessee unless it is contained in a written amendment of this Lease signed by the Assignor (Current Lessor) and assignee (Replacement Lessor), which contains the following indemnification and release: The Replacement Lessor hereby agrees to indemnify the Lessee for any claims brought against the Lessee by any person or entity for payment of rent or other charges under the Lease that the Lessee pays or paid to the Replacement Lessor pursuant to this Amendment and the underlying Lease or pursuant to a request of the Replacement lessor. Further, the Replacement Lessor agrees to reimburse the Lessee for any reasonable costs of defending against any such claims. Upon the effective date of this Amendment, the Replacement Lessor shall be the Lessor as that term is used in the Lease and all Lease Amendments. The Current Lessor hereby agrees to release the Lessee from any claims for rent or other charges under the Lease that arise after the effective date of this Amendment or that arose prior to that date if the Lessee paid such rent or other charges to the Replacement Lessor pursuant to an existing and valid assignment of rents and/or ownership executed by the Current Lessor. 2 Lease Amendment #2 Store No. 086 All other terms, conditions, covenants, and amendments to this Lease, unless specifically altered, modified, or changed herein, remain in full force and effect. Any inconsistency between the terms of this amendment and the prior terms, conditions, covenants, and amendments to the Lease shall be resolved in favor of this amendment. The effective date of this Lease Amendment is September 1, 2011. IN WITNESS WHEREOF, The parties have subscribed their names. Approved As To Form Assistant Attorney General Date: SEG 56th, LL a Washin By: Date: compan anaging Member WASHINGTON STATE LIQUOR CONTROL BOARD By: _ �k;lt lI_ Pat Kohler, Administrative Director Date: / 4 3/1 Y 3 Lease Amendment #2 STATE OF WASHINGTON COUNTY OF KING ACKNOWLEDGMENT ss. Store No. 086 SJQU a On this /a day of v tf , 2012, personally appeared before me Scott E. Grainger to me known to be the person/who executed the within and foregoing instrument, and on oath stated that he was authorized to execute the instrument and acknowledged it, as Managing Member of SEG 56th, L.L.C., to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument. IN WITNESS WHEREOF, I have hereunto set T d and affixed my official seal the day and year first above written. i Notary Public State of Washington David G Thompson Commission Expires 1-31-15 STATE OF WASHINGTON, COUNTY OF THURSTON On this da of Notary ublic in and for the State of '%/ar Li �� �t, Residing at ?110lln 1,tC Commission Expires // /S/ 2 0%�` ss. � �`'MnMdJlt� 2012, personally appeared before me, to me known to be the Administrative Director or of the 1ASHINGTON STATE LIQUOR CONTROL BOARD, State of Washington, and the individual who executed the within and foregoing instrument, and acknowledged said instrument to be the free and voluntary act and deed of the Lessee herein, for the uses and purposes therein mentioned, and on oath stated that she/he was authorized to execute said instrumeri?Ileurq puurliryrei IN WTi 1111.. + t L ( ( Pg : 4," "!K i z n ionitin►►►►► .ttfrpunto set my hand and affixed my official seal the day and year first %.124#1/4"--.,. Notary Public in and for the State of W shington Residing Cei • Commission Expires Y) b —%j 4 20110916000619 After Recording Mail To: The Bartell Drug Company 4727 Denver Avenue South Seattle, WA 98134 Attn: David Graef KING COUNTY LEGAL DESCRIPTION MEMORANDUM OF LEASE SEG 56th LLC THE BARTELL DRUG COMPANY The complete legal description is on Exhibit A. ASSESSOR'S PROPERTY TAX PARCEL ACCOUNT NUMBERS: 1523049010, 1523049088, 1523049152, 1523049182 This Memorandum of Lease is entered into this 516day of May, 2011, by and between SEG 56h LLC, a Washington limited liability company ("Landlord") and The Bartell Drug Company, a Washington corporation ("Tenant"), with respect to the Lease of a portion of the real property commonly known as the Riverton Heights- Retail Center, located at 144th and Pacific Highway South in Tukwila, Washington on land legally described on the attached Exhibit A. All references herein to the "Lease" shall be deemed to refer to: (1) the Original Lease dated June 30, 1993, (2) the Memorandum of Lease dated September 30, 1993, (3) . the Nondisturbance and Attornment Agreement dated effective August 31, 2006 and recorded under King County Recording No. 20061017000339, (4) the First Amendment to Shopping Center Lease dated September 17, 2007, (5) the Second Amendment to Shopping Center Lease dated October 28, 2008, and (6) the Memorandum of Understanding dated May 18, 2009. All capitalized terms not otherwise defined in this Memorandum of Lease have the meanings defined in the Lease. (1) The Commencement Date of the Lease was October 1, 1993; MEMORANDUM Of LEASE (RNERTON NEIOHTS)050511.000 - 1 • (2) The Primary Term of the Lease was fifteen (15) Lease Years. Tenant has exercised the first of' four (4) options to extend the term of the Lease for consecutive periods of five (5) Lease Years each. (3) (4) The Floor Area of the Premises is 16,063 square feet; The Lease contains the following provision entitled "Pharmacy Exclusive": Landlord covenants and agrees that so long as Tenant operates a drug store or pharmacy on the Premises, Landlord will not and will not allow any other person, firm, or entity to fill prescriptions in the Shopping Center. IN WITNESS WHEREOF, this Memorandum of Lease is executed as of the date set forth above. "Landlord" SEG 56a', LLC a Washington limited liability company By: Nam Title: "Tenant" STATE OF WASHINGTON ) ) SS. COUNTY OF KING ) l certify that I know or have satisfactory evidence that , f f - /Al ot� , is the person who appeared before me and said person acknowledged that s/he signed this instrument, on oath stated that s/he was authorized to execute the instrument and acknowledged it as the lriamyrg 1/14;y4 .,.- of SEG 56th, LLC to be the free and voluntary act of such party for the uses andpurposes mentioned in the instrument. Dated: 2011. Nay Pull's State of Washington David Thompson comndss on Wires 14145 STATE OF WASHINGTON ) ) SS. COUNTY OF KING inr? Notary (Printed or Stamped Name of No . ) Residing at SkvLoprytfi` My appointment expires: i/i'/`zo/S' 1 certify that 1 know or have satisfactory evidence that 4J, 84100 is the person who appeared before me and said person acknowledged that s/Ge signed this instrument, on oath stated that s/he wits authorized . to execute the instrument and acknowledged it as the Q' , u. t..i of The Bartell Drug Company to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument. Dated: 5/5— , 2011. `0au►►►►14 /4 N©TANr � ''• O.'Ail°Bt.��O�•�Or MEMORANDUM OF LEASE (RIVERTON HEIGHTS) 050511.DOC -3- Notary 1 s tic for W : hington Ceti rivAtA (Printed or Stamped Name of Notary) Residing at Kt'r'(d4rX�� My appointment expires: !g12.0lc( Exhibit A to Memorandum of Lease Legal Description PARCEL A: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTHERLY UNE OF SAID SUBDIVISION WHICH IS 25 FEET EAST OF THE SOUTHWEST CORNER THEREOF; THENCE NORTH 330 FEET PARALLEL WITH THE WEST UNE OF SAID SUBDIVISION TO THE SOUTHWEST CORNER OF LOT 10, BLOCK 3, JAMES CLARK'S GARDEN ADDITION TO THE CITY OF SEATTLE, ACCORDING TO THE PLAT THEREOF, RECORDED IN VOLUME 13 OF PLATS, PAGE 12, IN KING COUNTY, WASHINGTON; THENCE EAST 264 FEET ALONG THE SOUTH UNE OF SAID LOT 10; THENCE SOUTH 330 FEET, MORE OR LESS, PARALLEL WITH THE WEST UNE OF SAID SUBDIVISION TO THE SOUTHERLY UNE THEREOF; THENCE WEST 264 FEET ALONG SAID SOUTHERLY UNE TO THE POINT OF BEGINNING. EXCEPT THE SOUTH 180 FEET THEREOF. EXCEPT THE NORTH 60 FEET AS MEASURED ALONG THE WEST UNE THEREOF. EXCEPT THE WEST 5 FEET OF THE REMAINDER THEREOF CONVEYED TO KING COUNTY FOR 37TH AVENUE SOUTH BY DEED RECORDED ]UNE 2, 1972 UNDER RECORDING NO. 7206020386. PARCEL B: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING ON THE SOUTH UNE OF SAID SUBDIVISION AT A POINT 229.00 FEET EASTERLY OF THE SOUTHWEST CORNER THEREOF; THENCE NORTH 2°13'57" EAST PARALLEL WITH THE WEST UNE OF SAID SUBDIVISION 20.00 FEET TO THE TRUE POINT OF BEGINNING: THENCE NORTH 2°13'57" EAST PARALLEL WITH THE WEST UNE OF SAID SUBDIVISION 160.00 FEET; THENCE SOUTH 87°35'33" EAST PARALLEL WITH THE SOUTH LINE OF SAID SUBDIVISION 60.00 FEET; THENCE SOUTH 2°13'S7" WEST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 6.10 FEET; THENCE SOUTH 86°33'03" EAST 261.03 FEET TO THE WESTERLY MARGIN OF STATE HIGHWAY NO. 1; THENCE SOUTH 20°0727" WEST ALONG SAID WESTERLY MARGIN 93.60 FEET; THENCE NORTH 87°35'33' WEST PARALLEL WITH THE SOUTH LINE OF SAID SUBDIVISION 139.17 FEET; THENCE SOUTH 2°24'27" WEST 60.00 FEET; THENCE NORTH 87°35'33" WEST 152.86 FEET TO THE TRUE POINT OF BEGINNING; ALSO BEGINNING AT THE INTERSECTION OF THE WESTERLY LINE OF STATE ROAD NO. 1 WITH THE NORTH UNE OF THE SOUTH 20.00 FEET OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SAID SECTION; THENCE WEST ALONG SAID NORTH UNE 120 FEET; THENCE NORTH AT RIGHT ANGLES THERETO 60 FEET; THENCE EAST PARALLEL TO SAID NORTH UNE TO THE WESTERLY MARGIN OF STATE ROAD NO. 1; THENCE SOUTHERLY ALONG SAID WESTERLY MARGIN TO THE POINT OF BEGINNING. EXCEPT THAT PORTION CONVEYED TO THE STATE OF WASHINGTON RECORDED DECEMBER 14, 1995 UNDER RECORDING NO. 9512140574. PARCEL C: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTH LINE OF SAID SUBDIVISION WHICH IS SOUTH 87°35'33" EAST 289 FEET FROM THE SOUTHWEST CORNER THEREOF; THENCE NORTH 2°13'57" EAST PARALLEL TO THE WEST UNE OF SAID SUBDIVISION 173.90 FEET TO THE TRUE POINT OF BEGINNING OF THE TRACT HERE IN DESCRIBED; CONTINUING THENCE NORTH 2°13'57" EAST 105.40 FEET; THENCE SOUTH 86°33'03" EAST 294.65 FEET TO THE WESTERLY MARGIN OF STATE HIGHWAY NO. 1; THENCE SOUTHERLY ALONG AN ARC OF A CURVE TO THE RIGHT WHOSE RADIUS IS 1,860 FEET, 25.11 FEET TO A POINT OF TANGENCY; THENCE SOUTH 20°17'27" WEST ALONG SAID WESTERLY MARGIN OF STATE ROAD NO. 1, 84.84 FEET; THENCE NORTH 86°33'03" WEST 261.03 FEET TO THE TRUE POINT OF BEGINNING. PARCEL D: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION IS, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTH LINE OF SAID SUBDIVISION DISTANT SOUTH 8735'33" EAST 289 FEET FROM THE SOUTHWEST CORNER THEREOF; THENCE NORTH 2°13'5T EAST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 279.30 FEET TO THE TRUE POINT OF BEGINNING; THENCE CONTINUING NORTH 2°13'5T EAST 151.6 FEET, MORE OR LESS, TO THE NORTHEAST CORNER OF LOT 10, BLOCK 3, )AMES CLARK'S GARDEN ADDITION TO THE CITY OF SEATTLE, ACCORDING TO THE PLAT THEREOF, RECORDED IN VOLUME 13 OF PLATS, PAGE 12, IN KING COUNTY, WASHINGTON; THENCE EASTERLY ALONG THE SOUTH LINE OF SAID BLOCK 3 TO THE WESTERLY MARGIN OF STATE HIGHWAY NO. 1; THENCE SOUTHWESTERLY ALONG SAID WESTERLY MARGIN TO A POINT WHICH BEARS SOUTH 86°33'03" EAST FROM THE TRUE POINT OF BEGINNING; THENCE NORTH 86°33'03" WEST 294.65 FEET TO THE TRUE POINT OF BEGINNING. PARCEL E: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHWEST CORNER OF LOT 10, BLOCK 3, JAMES CLAWS GARDEN ADDIITION TO THE CITY OF SEATTLE, ACCORDING TO THE PLAT THEREOF, RECORDED IN VOLUME 13 OF PLATS, PAGE 12, IN KING COUNTY, WASHINGTON; THENCE EASTERLY ALONG THE SOUTH LINE OF SAID LOT 10 A DISTANCE OF 264 FEET; THENCE SOUTHERLY PARALLEL WITH THE WEST UNE OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER 60 FEET; THENCE WESTERLY PARALLEL WITH SAID SOUTH LINE OF LOT 10 A DISTANCE OF 264 FEET; THENCE NORTHERLY PARALLEL WITH THE WEST LINE OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER 60 FEET TO THE POINT OF BEGINNING. EXCEPT THE WEST 5 FEET THEREOF CONVEYED TO KING COUNTY FOR 37TH AVENUE SOUTH BY DEED RECORDED UNDER RECORDING NUMBER 7206020386. MEMORANDUM OF LEASE (RNERTON HEIGHTS) 050511.DOC • 5 After Recording Mail To: The Bartell Drug Company 4727 Denver Avenue South Seattle, WA 98134 Attn: David Graef 20110916000619 PEPPLE CANTU PAGE-001 OF 005 KINGSCOUNTY11UA9 i MEMORANDUM OF LEASE GRANTOR: SEG 56t° LLC GRANTEE: THE BARTELL DRUG COMPANY LEGAL PTN. OF SE %. OF SW 4 OF SEC 15, TWP 23N, R 4E DESCRIPTION The complete legal description is on Exhibit A. ASSESSOR'S PROPERTY TAX PARCEL ACCOUNT NUMBERS: 1523049010, 1523049088, 1523049152, 1523049182 This Memorandum of Lease is entered into this 5f 'day of May, 2011, by and between SEG 56th LLC, a Washington limited liability company ("Landlord") and The Bartell Drug Company, a Washington corporation ("Tenant"), with respect to the Lease of a portion of the real property commonly known as the Riverton Heights- Retail Center, located at 144t and Pacific Highway South in Tukwila, Washington on land legally described on the attached Exhibit A. All references herein to the "Lease" shall be deemed to refer to: (1) the Original Lease dated June 30, 1993, (2) the Memorandum of Lease dated September 30, 1993, (3) . the Nondisturbance and Attomment Agreement dated effective August 31, 2006 and recorded under King County Recording No. 20061017000339, (4) the First Amendment to Shopping Center Lease dated September 17, 2007, (5) the Second Amendment to Shopping Center Lease dated October 28, 2008, and (6) the Memorandum of Understanding dated May 18, 2009. Ail capitalized terms not otherwise defined in this Memorandum of Lease have the meanings defined in the Lease. (1) The Commencement Date of the Lease was October 1, 1993; MEMORANDUM OF LEASE (RIVERTON SEWERS) 050511.1)OC -1- (2) The Primary Term of the Lease was fifteen (15) Lease Years. Tenant has exercised the first of four (4) options to extend the term of the Lease for consecutive periods of five (5) Lease Years each. (3) The Floor Area of the Premises is 16,063 square feet; (4) The Lease contains the following provision entitled "Pharmacy Exclusive"; Landlord covenants and agrees that so long as Tenant operates a drug store or pharmacy on the Premises, Landlord will not and will not allow any other person, firm, or entity to fill prescriptions in the Shopping Center. IN WITNESS WHEREOF, this Memorandum of Lease is executed as of the date set forth above. "Landlord" SEG 56th, LLC a Washington limited liability company STATE OF WASHINGTON ) ) SS. COUNTY OF KING ) I certify that I know or have satisfactory evidence that ,}}• 6/qp c tr is the person who appeared before me and said person acknowledged that s/he signed this instrument, on oath stated that s/he was authorized to execute the instrument and acknowledged it as the riiiwk+wqq W14,v, •- of SEG 56th, LLC to be the free and voluntary act of such party for the uses and"purposes mentioned in the instrument. Dated: 2011. Notary Public Slate ofWashington David 0Thompson Commission Expires 141.15 STATE OF WASHINGTON ) ) SS. COUNTY OF KING ) (Printed or Stamped Name of No . ) Residing at ,HvLowtiti� My appointment expires: V.P/ j,+0/S 1 certify that I know or have satisfactory evidence that who appeared before me and said person acknowledged that sre signed this instrument, on oath stated that s/he w s authorized to execute the instrument and acknowledged it as the O�` t� of The Bartell Drug Company to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument. Dated: ,s/S , 2011. `.0011u )1 1. NOTAR►• s. t.;o : a o`b'o MEMORANDUM OF LEASE (RIVERTON HEIGHTS) 050511.DOC -3- - • 80 is the person Notary4'•lic for W hington j Stink 71, Calf r vAIA (Printed or Stamped Name of Notary) Residing at Ki rk-l.r1. My appointment expires: ly(zOly Exhibit A to Memorandum of Lease Legal Description PARCEL A: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTHERLY UNE OF SAID SUBDIVISION WHICH IS 25 FEET EAST OF THE SOUTHWEST CORNER THEREOF; THENCE NORTH 330 FEET PARALLEL WITH THE WEST UNE OF SAID SUBDIVISION TO THE SOUTHWEST CORNER OF LOT 10, BLOCK 3, JAMES CLARKS GARDEN ADDITION TO THE CITY OF SEATTLE, ACCORDING TO THE PLAT THEREOF, RECORDED IN VOLUME 13 OF PLATS, PAGE 12, IN KING COUNTY, WASHINGTON; THENCE: EAST 264 FEET ALONG THE SOUTH LINE OF SAID LOT 10; THENCESOUTH 330 FEET, MORE OR LESS, PARALLEL WITH THE WEST UNE OF SAID SUBDIVISION TO THE SOUTHERLY UNE THEREOF; THENCE WEST 264 FEET ALONG SAID SOUTHERLY UNE TO THE POINT OF BEGINNING. EXCEPT THE SOUTH 180 FEET THEREOF. EXCEPT THE NORTH 60 FEET AS MEASURED ALONG THE WEST UNE THEREOF. EXCEPT THE WEST 5 FEET OF THE REMAINDER THEREOF CONVEYED TO KING COUNTY FOR 37TH AVENUE SOUTH BY DEED RECORDED JUNE 2, 1972 UNDER RECORDING NO. 7206020386. PARCEL B: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNIING ON THE SOUTH UNE OF SAID SUBDIVISION AT A POINT 229.00 FEET EASTERLY OF THE SOUTHWEST CORNER THEREOF; THENCE NORTH 2°13'5T EAST PARALLEL WITH THE WEST UNE OF SAID SUBDIVISION 20.00 FEET TO THE TRUE POINT OF BEGINNING: THENCE NORTH 2°13'S7" EAST PARALLEL WITH THE WEST UNE OF SAID SUBDIVISION 160.00 FEET; THENCE: SOUTH 87°35'33" EAST PARALLEL WITH THE SOUTH UNE OF SAID SUBDIVISION 60.00 FEET; THENCE SOUTH 2°13'57" WEST PARALLEL WITH THE WEST UNE OF SAID SUBDIVISION 6.10 FEET; THENCE SOUTH 86°33'03" EAST 261.03 FEET TO THE WESTERLY MARGIN OF STATE HIGHWAY NO. 1; THENCE SOUTH 20°0727' WEST ALONG SAID WESTERLY MARGIN 93.60 FEET; THENCE NORTH 87°35'33" WEST PARALLEL WITH THE SOUTH LINE OF SAID SUBDIVISION 139.17 FEET; THENCE SOUTH 2°24'27" WEST 60.00 FEET; THENCE NORTH 87°35'33" WEST 152.86 FEET TO THE TRUE POINT OF BEGINNING; ALSO BEGINNING AT THE INTERSECTION OF THE WESTERLY LINE OF STATE ROAD NO. 1 WITH THE NORTH LINE OF THE SOUTH 20.00 FEET OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SAID SECTION; THENCE WEST ALONG SAID NORTH UNE 120 FEET; THENCE NORTH AT RIGHT ANGLES THERETO 60 FEET; THENCE EAST PARALLEL TO SAID NORTH UNE TO THE WESTERLY MARGIN OF STATE ROAD NO. 1; THENCE SOUTHERLY ALONG SAID WESTERLY MARGIN TO THE POINT OF BEGINNING. EXCEPT THAT PORTION CONVEYED TO THE STATE OF WASHINGTON RECORDED DECEMBER 14, 1995 UNDER RECORDING NO. 9512140574. PARCEL C: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTH LINE OF SAID SUBDIVISION WHICH IS SOUTH 87°35'33" EAST 289 FEET FROM THE SOUTHWEST CORNER THEREOF; THENCE NORTH 2°13'57" EAST PARALLEL TO THE WEST UNE OF SAID SUBDIVISION 173.90 FEET TO THE TRUE POINT OF BEGINNING OF THE TRACT HERE IN DESCRIBED; CONTINUING THENCE NORTH 2°13'57" EAST 105.40 FEET; THENCE SOUTH 86°33'03" EAST 294.65 FEET TO THE WESTERLY MARGIN OF STATE HIGHWAY NO. 1; THENCE SOUTHERLY ALONG AN ARC OF A CURVE TO THE RIGHT WHOSE RADIUS IS 1,860 FEET, 25.11 FEET TO A POINT OF TANGENCY; THENCE SOUTH 20°17'27" WEST ALONG SAID WESTERLY MARGIN OF STATE ROAD NO. 1, 84.84 FEET; THENCE NORTH 86°33'03" WEST 261.03 FEET TO THE TRUE POINT OF BEGINNING. PARCEL D: THAT PORTION OF THE SOUTHEAST QUARTER OF THIE SOUTHWEST QUARTER OF SECTION I5, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTH LINE OF SAID SUBDIVISION DISTANT SOUTH 87°35'33" EAST 289 FEET FROM THE SOUTHWEST CORNER THEREOF; THENCE NORTH 2°13'57" EAST PARALLEL WITH THE WEST UNE OF SAID SUBDIVISION 279.30 FEET TO THE TRUE POINT OF BEGINNING; THENCE CONTINUING NORTH 2°13'57" EAST 151.6 FEET, MORE OR LESS, TO THE NORTHEAST CORNER OF LOT 10, BLOCK 3, JAMES CLARK'S GARDEN ADDITION TO THE CITY OF SEATTLE, ACCORDING TO THE PLAT THEREOF, RECORDED IN VOLUME 13 OF PLATS, PAGE 12, IN KING COUNTY, WASHINGTON; THENCE EASTERLY ALONG THE SOUTH UNE OF SAID BLOCK 3 TO THE WESTERLY MARGIN OF STATE HIGHWAY NO. 1; THENCE SOUTHWESTERLY ALONG SAID WESTERLY MARGIN TO A POINT WHICH BEARS SOUTH 86°33'03" EAST FROM THE TRUE POINT OF BEGINNING; THENCE NORTH 86°33'03" WEST 294.65 FEET TO THE TRUE POINT OF BEGINNING. PARCEL E: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHWEST CORNER OF LOT 10, BLOCK 3, JAMES CLARK'S GARDEN ADDITION TO THE CITY OF SEATTLE, ACCORDING TO THE PLAT THEREOF, RECORDED IN VOLUME 13 OF PLATS, PAGE 12, IN KING COUNTY, WASHINGTON; THENCE EASTERLY ALONG THE SOUTH UNE OF SAID LOT 10 A DISTANCE OF 264 FEET; THENCE SOUTHERLY PARALLEL WITH THE WEST UNE OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER 60 FEET; THENCE WESTERLY PARALLEL WITH SAID SOUTH UNIE OF LOT 10 A DISTANCE OF 264 FEET; THENCE NORTHERLY PARALLEL WITH THE WEST UNE OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER 60 FEET TO THE POINT OF BEGINNING. EXCEPT THE WEST 5 FEET THEREOF CONVEYED TO KING COUNTY FOR 37TH AVENUE SOUTH BY DEED RECORDED UNDER RECORDING NUMBER 7206020386. MEMORANDUM OF LEASE (RIVERTON HEIGHTS) 050511.130C - 5 - THIS DOCUMENT PREPARED BY AND RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: Wachtel Miss!), LLP One Dag Hammarskjold Plaza 885 Second Avenue, 47th Floor New York, New York 10017 Attention: Robert Bourguignon Electronically Recorded 20150324000831 SIMPLIFILE Page 001 of 020 03/24/2015 11:56 King County, WA DT 20150324000831.001 164.00 SEG 56TH, LLC (Grantor) to FIRST AMERICAN TITLE INSURANCE COMPANY (Trustee) for the Benefit of THE BANCORP (BANK (Beneficiary) DEED OF TRUST, ASSIGNMENT OF LEASES AND RENTS AND SECURITY AGREEMENT Dated: As of March 2015 Property Location: 14427 Tukwila International Boulevard Tukwila, WA /6-.23vy- Asir,. 00 '56,- ✓eau( Ae ce .• y,, sec. /b- 7Jf 23A, Rfe 5 &*' Srr/ c2,6^ 20150324000831.002 DEED OF TRUST, ASSIGNMENT OF LEASES AND RENTS AND SECURITY AGREEMENT (this "Deed of Trust"), made as of March g3, 2015, by SEG 56TH, LLC, a Washington limited liability company, having an office at 845 106th Avenue, NE, #100, Bellevue, Washington 98004 ("Grantor"), to FIRST AMERICAN TITLE INSURANCE COMPANY, having an address at 818 Stewart Street, Suite 800, Seattle, WA 98101 ("Trustee"), as Trustee, for the benefit of THE BANCORP BANK (together with its successors and assigns, hereinafter referred to as "Beneficiary"), having an address at 712 5th Avenue, 8t Floor, New York NY 10019. Grantor and Beneficiary have entered into a Loan Agreement dated as of the date hereof (as amended, modified, restated, consolidated or supplemented from time to time, the "Loan Agreement") pursuant to which Beneficiary is making a secured loan to Grantor in the aggregate original principal amount of $5,595,000.00 (the "Loan"). Capitalized terms used herein without definition are used as defined in the Loan Agreement. The Loan is evidenced by a Note dated the date hereof made by Grantor to Beneficiary in such principal amount (as the same may be amended, modified, restated, severed, consolidated, renewed, replaced, or supplemented from time to time, the "Note"). To secure the payment of the Note and all sums which may or shall become due thereunder or under any of the other documents evidencing, securing or executed in connection with the Loan (the Note, this Deed of Trust, the Loan Agreement and such other documents, as any of the same may, from time to time, be modified, amended or supplemented, being hereinafter collectively referred to as the "Loan Documents"), including (i) the payment of interest and other amounts which would accrue and become due but for the filing of a petition in bankruptcy (whether or not a claim is allowed against Grantor for such interest or other amounts in any such bankruptcy proceeding) or the operation of the automatic stay under Section 362(a) of Title 11 of the United States Code (the "Bankruptcy Code"), and (ii) the costs and expenses of enforcing any provision of any Loan Document (all such sums being hereinafter collectively referred to as the "Debt'), Grantor has given, granted, bargained, sold, alienated, enfeoffed, conveyed, confirmed, warranted, pledged, assigned and hypothecated and by these presents does hereby give, grant, bargain, sell, alien, enfeoff, convey, confirm, warrant, pledge, assign and hypothecate unto Trustee, in trust for the benefit of Beneficiary, WITH POWER OF SALE, the land described in Exhibit A (the "Premises"), and the buildings, structures, fixtures and other improvements now or hereafter located thereon (the "Improvements"); TOGETHER WITH: all right, title, interest and estate of Grantor now owned, or hereafter acquired, in and to the following property, rights, interests and estates (the Premises, the Improvements, and the property, rights, interests and estates hereinafter described are collectively referred to herein as the "Trust Property"): (a) all easements, rights -of -way, strips and gores of land, streets, ways, alleys, passages, sewer rights, water, water courses, water rights and powers, air rights and development rights, rights to oil, gas, minerals, coal and other substances of any kind or character, and all estates, rights, titles, interests, privileges, liberties, tenements, hereditaments and appurtenances of any nature whatsoever, in any way belonging, relating or pertaining to the Premises and the Improvements; and the reversion and reversions, remainder and remainders, and all land lying in 20150324000831.003 the bed of any street, road, highway, alley or avenue, opened, vacated or proposed, in front of or adjoining the Premises, to the center line thereof; and all the estates, rights, titles, interests, dower and rights of dower, curtesy and rights of curtesy, property, possession, claim and demand whatsoever, both at law and in equity, of Grantor of, in and to the Premises and the Improvements and every part and parcel thereof, with the appurtenances thereto; (b) all machinery, furniture, furnishings, equipment, computer software and hardware, fixtures (including all heating, air conditioning, plumbing, lighting, communications and elevator fixtures), inventory, materials, supplies and other articles of personal property and accessions thereof, renewals and replacements thereof and substitutions therefor, and other property of every kind and nature, tangible or intangible, owned by Grantor, or in which Grantor has or shall have an interest, now or hereafter located upon the Premises or the Improvements, or appurtenant thereto, and usable in connection with the present or future operation and occupancy of the Premises and the Improvements (hereinafter collectively referred to as the "Equipment'), including any leases of, deposits in connection with, and proceeds of any sale or transfer of any of the foregoing, and the right, title and interest of Grantor in and to any of' the Equipment that may be subject to any "security interest" as defined in the Uniform Commercial Code, as in effect in the State where the Trust Property is located (the "UCC), superior in lien to the lien of this Deed of Trust; (c) all awards or payments, including interest thereon, that may heretofore or hereafter be made with respect to the Premises or the Improvements, whether from the exercise of the right of eminent domain or condemnation (including any transfer made in lieu of or in anticipation of the exercise of such right), or for a change of grade, or for any other injury to or decrease in the value of the Premises or Improvements; (d) all leases, subleases and other agreements or arrangements heretofore or hereafter entered into affecting the use, enjoyment or occupancy of, or the conduct of any activity upon or in, the Premises or the Improvements, including any extensions, renewals, modifications or amendments thereof (hereinafter collectively referred to as the "Leases") and all rents, rent equivalents, moneys payable as damages (including payments by reason of the rejection of a Lease in a Bankruptcy Proceeding or in lieu of rent or rent equivalents), royalties (including all oil and gas or other mineral royalties and bonuses), income, fees, receivables, receipts, revenues, deposits (including security, utility and other deposits), accounts, cash, issues, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Grantor or its agents or employees from any and all sources arising from or attributable to the Premises and the Improvements, including all receivables, customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of the sale, lease, sublease, license, concession or other grant of the right of the use and occupancy of the Premises or the Improvements, or rendering of services by Grantor or any of its agents or employees, and proceeds, if any, from business interruption or other loss of income insurance (hereinafter collectively referred to as the "Rents"), together with all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt; 2 20150324000831.004 (e) all proceeds of and any unearned premiums on any insurance policies covering the Trust Property, including, without limitation, the right to receive and apply the proceeds of any insurance, judgments, or settlements made in lieu thereof, for damage to the Trust Property; (f) the right, in the name and on behalf of Grantor, to appear in and defend any action or proceeding brought with respect to the Trust Property and to commence any action or proceeding to protect the interest of Beneficiary in the Trust Property; (g) all accounts (including reserve accounts), escrows, documents, instruments, chattel paper, claims, deposits and general intangibles, as the foregoing terms are defined in the UCC, and all franchises, trade names, trademarks, symbols, service marks, books, records, plans, specifications, designs, drawings, surveys, title insurance policies, permits, consents, licenses, management agreements, contract rights (including any contract with any architect or engineer or with any other provider of goods or services for or in connection with any construction, repair or other work upon the Trust Property), approvals, actions, refunds of real estate taxes and assessments (and any other governmental impositions related to the Trust Property) and causes of action that now or hereafter relate to, are derived from or are used in connection with the Trust Property, or the use, operation, maintenance, occupancy or enjoyment thereof or the conduct of any business or activities thereon (hereinafter collectively referred to as the "Intangibles"); and (h) all proceeds, products, offspring, rents and profits from any of the foregoing, including those from sale, exchange, transfer, collection, loss, damage, disposition, substitution or replacement of any of the foregoing. Without limiting the generality of any of the foregoing, in the event that a case under the Bankruptcy Code is commenced by or against Grantor, pursuant to Section 552(b)(2) of the Bankruptcy Code, the security interest granted by this Deed of Trust shall automatically extend to all Rents acquired by the Grantor after the commencement of the case and shall constitute cash collateral under Section 363(a) of the Bankruptcy Code. TO HAVE AND TO HOLD the Trust Property unto and to the use and benefit of Beneficiary and its successors and assigns, forever; PROVIDED, HOWEVER, these presents are upon the express condition that, if Grantor shall well and truly pay to Beneficiary the Debt at the time and in the manner provided in the Loan Documents and shall well and truly abide by and comply with each and every covenant and condition set forth in the Loan Documents in a timely manner, these presents and the estate hereby granted shall cease, terminate and be void; AND Grantor represents and warrants to and covenants and agrees with Beneficiary as follows: PART I - GENERAL PROVISIONS 1. Payment of Debt and Incorporation of Covenants. Conditions and Aereements. Grantor shall pay the Debt at the time and in the manner provided in the Loan Documents. All the covenants, conditions and agreements contained in the Loan Documents are hereby made a part of this Deed of Trust to the same extent and with the same force as if fully set 3 20150324000831.005 forth herein. Without limiting the generality of the foregoing, Grantor (i) agrees to insure, repair, maintain and restore damage to the Trust Property, pay Taxes and Other Charges, and comply with Legal Requirements, in accordance with the Loan Agreement, and (ii) agrees that the Proceeds of Insurance and Awards for Condemnation shall be settled, held and applied in accordance with the Loan Agreement. 2. Leases and Rents. (a) Grantor does hereby absolutely and unconditionally assign to Beneficiary all of Grantor's right, title and interest in all current and future Leases and Rents, it being intended by Grantor that this assignment constitutes a present, absolute assignment and not an assignment for additional security only. Such assignment shall not be construed to bind Beneficiary to the performance of any of the covenants or provisions contained in any Lease or otherwise impose any obligation upon Beneficiary. Nevertheless, subject to the terms of this paragraph, Beneficiary grants to Grantor a revocable license to operate and manage the Trust Property and to collect the Rents subject to the requirements of the Loan Agreement (including the deposit of Rents into the Clearing Account). Upon an Event of Default, without the need for notice or demand, the license granted to Grantor herein shall automatically be revoked, and Beneficiary shall immediately be entitled to possession of all Rents in the Clearing Account, the Deposit Account (including all Subaccounts thereof) and all Rents collected thereafter (including Rents past due and unpaid), whether or not Beneficiary enters upon or takes control of the Trust Property. Grantor hereby grants and assigns to Beneficiary the right, at its option, upon revocation of the license granted herein, to enter upon the Trust'. Property in person, by agent or by court -appointed receiver to collect the Rents. Any Rents collected after the revocation of such license may be applied toward payment of the Debt in such priority and proportions as Beneficiary in its sole discretion shall deem proper. (b) Grantor shall not enter into, modify, amend, cancel, terminate or renew any Lease except as provided in Section 6.10 of the Loan Agreement. 3. Use of Trust Property. Grantor shall not initiate, join in, acquiesce in or consent to any change in any private restrictive covenant, zoning law or other public or private restriction, limiting or defining the uses which may be made of the Trust Property. If under applicable zoning provisions the use of the Trust Property is or shall become a nonconforming use, Grantor shall not cause or permit such nonconforming use to be discontinued or abandoned without the consent of Beneficiary. Grantor shall not (i) change the use of the Trust Property, (ii) permit or suffer to occur any waste on or to the Trust Property or (iii) take any steps to convert the Trust Property to a condominium or cooperative form of ownership. 4. Transfer or Encumbrance of the Trust Property. (a) Grantor acknowledges that (i) Beneficiary has examined and relied on the creditworthiness and experience of the principals of Grantor in owning and operating properties such as the Trust Property in agreeing to make the Loan, (ii) Beneficiary will continue to rely on Grantor's ownership of the Trust Property as a means of maintaining the value of the Trust Property as security for the Debt, and (iii) Beneficiary has a valid interest in maintaining the value of the Trust Property so as to ensure that, should Grantor default in the repayment of the Debt, Beneficiary can recover the Debt by a sale of the Trust Property. Grantor shall not sell, convey, 4 20150324000831.006 alienate, mortgage, encumber, pledge or otherwise transfer the Trust Property or any part thereof, or suffer or permit any Transfer to occur, other than a Permitted Transfer. (b) Beneficiary shall not be required to demonstrate any actual impairment of its security or any increased risk of default hereunder in order to declare the Debt immediately due and payable upon Transfer in violation of this Paragraph 4. This provision shall apply to every sale, conveyance, alienation, mortgage, encumbrance, pledge or transfer of the Trust Property (and every other Transfer) regardless of whether voluntary or not. Any Transfer made in contravention of this Paragraph 4 shall be null and void and of no force and effect. Grantor agrees to bear and shall pay or reimburse Beneficiary on demand for all reasonable expenses (including reasonable attorneys' fees and disbursements, title search costs and title insurance endorsement premiums) incurred by Beneficiary in connection with the review, approval and documentation of any Permitted Transfer. 5. Chang in Laws Reearding Taxation. If any law is enacted or adopted or amended after the date of this Deed of Trust which deducts the Debt from the value of the Trust Property for the purpose of taxation or which imposes a tax, either directly or indirectly, on the Debt or Beneficiary's interest in the Trust Property, Grantor will pay such tax, with interest and penalties thereon, if any. If Beneficiary is advised by its counsel that the payment of such tax or interest and penalties by Grantor would be unlawful, taxable to Beneficiary or unenforceable, or would provide the basis for a defense of usury, then Beneficiary shall have the option, by notice of not less than 90 clays, to declare the Debt immediately due and payable. 6. No Credits on Account of the Debt. Grantor shall not claim or demand or be entitled to any credit on account of the Debt for any part of the Taxes or Other Charges assessed against the Trust Property, and no deduction shall otherwise be made or claimed from the assessed value of the Trust Property for real estate tax purposes by reason of this Deed of Trust or the Debt. If such claim, credit or deduction shall be required by law, Beneficiary shall have the option, by notice of not less than 90 days, to declare the Debt immediately due and payable. 7. Further Acts, Etc. Grantor shall, at its sole cost, do execute, acknowledge and deliver all and every such further acts, deeds, conveyances, mortgages, assignments, notices of assignment, transfers and assurances as Beneficiary shall, from time to time, require, for the better assuring, conveying, assigning, transferring, and confirming unto Beneficiary the property and rights hereby mortgaged, given, granted, bargained, sold, alienated, enfeoffed, conveyed, confirmed, pledged, assigned and hypothecated or intended now or hereafter so to be, or which Grantor may be or may hereafter become bound to convey or assign to Beneficiary, or for carrying out the intention or facilitating the performance of the terms of this Deed of Trust, or for filing, registering or recording this Deed of Trust or for facilitating the sale and transfer of the Loan and the Loan Documents in connection with a Secondary Market Transaction as described in Section 10.1 of the Loan Agreement. Upon foreclosure, the appointment of a receiver or any other relevant action, Grantor shall, at its sole cost, cooperate fully and completely to effect the assignment or transfer of any license, permit, agreement or any other right necessary or useful to the operation of the Trust Property. Grantor grants to Beneficiary an irrevocable power of attorney coupled with an interest for the purpose of exercising and perfecting any and all rights and remedies available to Beneficiary at law and in equity, including such rights and remedies available to Beneficiary pursuant to this paragraph. Notwithstanding anything to the contrary in the immediately preceding 5 20150324000831.007 sentence, Beneficiary shall not execute any document as attorney -in -fact of Grantor unless (x) Grantor shall have failed or refused to execute the same within five (5) Business Days after Beneficiary's request therefor, or (y) in Beneficiary's good faith determination it would be materially prejudiced by the delay involved in making such a request. Beneficiary shall give prompt notice to Grantor of any exercise of the power of attorney as provided for in this Paragraph 7, along with copies of all documents executed in connection therewith. 8. Recording of Deed of Trust, Etc. Grantor forthwith upon the execution and delivery of this Deed of Trust and thereafter, from time to time, shall cause this Deed of Trust, and any security instrument creating a lien or security interest or evidencing the lien hereof upon the Trust Property and each instrument of further assurance to be filed, registered or recorded in such manner and in such places as may be required by any present or future law in order to publish notice of and fully to protect the lien or security interest hereof upon, and the interest of Beneficiary in, the Trust Property. Grantor shall pay all filing, registration or recording fees, all expenses incident to the preparation, execution and acknowledgment of and all federal, state, county and municipal, taxes, duties, imposts, documentary stamps, assessments and charges arising out of or in connection with the execution and delivery of, this Deed of Trust, any Deed of Trust supplemental hereto, any security instrument with respect to the Trust Property or any instrument of further assurance, except where prohibited by law .41 to do. Grantor shall hold harmless and indemnify Beneficiary, its successors and assigns, against any liability incurred by reason of the imposition of any tax on the making or recording of this Deed of Trust. 9. Right to Cure Defaults. Upon the occurrence of any Event of Default, Beneficiary may, but without any obligation to do so and without notice to or demand on Grantor and without releasing Grantor from any obligation hereunder, perform the obligations in Default in such manner and to such extent as Beneficiary may deem necessary to protect the security hereof. Beneficiary is authorized to enter upon the Trust Property for such purposes or appear in, defend or bring any action or proceeding to protect its interest in the Trust Property or to foreclose this Deed of Trust or collect the Debt, and the cost and expense thereof (including reasonable attorneys' fees and disbursements to the extent permitted by law), with interest thereon at the Default Rate for the period after notice from Beneficiary that such cost or expense was incurred to the date of payment to Beneficiary, shall constitute a portion of the Debt, shall be secured by this Deed of Trust and the other Loan Documents and shall be due and payable to Beneficiary upon demand. 10. Remedies. (a) Upon the occurrence of any Event of Default, Beneficiary may take such action, without notice or demand, as it deems advisable to protect and enforce its rights against Grantor and in and to the Trust Property, by Beneficiary itself or otherwise, including the following actions, each of which may be pursued concurrently or otherwise, at such time and in such order as Beneficiary may determine, in its sole discretion, without impairing or otherwise affecting the other rights and remedies of Beneficiary: (i) declare the entire Debt to be immediately due and payable; 6 20150324000831.008 (ii) give such notice of default and of election to cause the Trust Property to be sold as may be required by law or as may be necessary to cause Trustee to exercise the power of sale granted herein; Trustee shall then record and give such notice of Trustee's sale as then required by law and, after the expiration of such time as may be required by law, may sell the Trust Property at the time and place specified in the notice of sale, as a whole or in separate parcels as directed by Beneficiary, or by Grantor to the extent required by law, at public auction to the highest bidder for cash in lawful money of the United States, payable at time of sale, all in accordance with applicable law. Trustee, from time to time, may postpone or continue the sale of all or any portion of the Trust Property by public declaration at the time and place last appointed for the sale and no other notice of the postponed sale shall be required unless provided by applicable law. Upon any sale, Trustee shall deliver its deed conveying the property sold, without any covenant or warranty, expressed or implied, to the purchaser or purchasers at the sale. The recitals in such deed of any matters or facts shall be conclusive as to the accuracy thereof; (iii) institute a proceeding or proceedings, judicial or nonjudicial, to the extent permitted by Iaw, by advertisement or otherwise, for the complete foreclosure of this Deed of Trust, in which case the Trust Property may be sold for cash or upon credit in one or more parcels or in several interests or portions and in any order or manner; (iv) with or without entry, to the extent permitted and pursuant to the procedures provided by applicable law, institute proceedings for the partial foreclosure of this Deed of Trust for the portion of the Debt then due and payable, subject to the continuing lien of this Deed of Trust for the balance of the Debt not then due; (v) sell for cash or upon credit the Trust Property and all estate, claim, demand, right, title and interest of Grantor therein and rights of redemption thereof, pursuant to the power of sale, to the extent permitted by law, or otherwise, at one or more sales, as an entirety or in parcels, at such tune and place, upon such terms and after such notice thereof as may be required or permitted by law; (vi) institute an action, suit or proceeding in equity for the specific performance of any covenant, condition or agreement contained herein or in any other Loan Document; (vii) recover judgment on the Note either before, during or after any proceeding for the enforcement of this Deed of Trust; (viii) apply for the appointment of a trustee, receiver, liquidator or conservator of the Trust Property, without notice and without regard for the adequacy of the security for the Debt and without regard for the solvency of the Grantor or of any person, firm or other entity liable for the payment of the Debt; (ix) enforce Beneficiary's interest in the Leases and Rents and enter into or upon the Trust Property, either personally or by its agents, nominees or attorneys and dispossess Grantor and its agents and employees therefrom, and thereupon Beneficiary may (A) use, operate, manage, control, insure, maintain, repair, restore and otherwise deal 7 20150324000831.009 with the Trust Property and conduct the business thereat; (B) complete any construction on the Trust Property in such manner and form as Beneficiary deems advisable; (C) make alterations, additions, renewals, replacements and improvements to or on the Trust Property; (D) exercise all rights and powers of Grantor with respect to the Trust Property, whether in the name of Grantor or otherwise, including the right to make, cancel, enforce or modify Leases, obtain and evict tenants, and demand, sue for, collect and receive Rents; and (E) apply the receipts from the Trust Property to the payment of the Debt, after deducting therefrom all expenses (including reasonable attorneys' fees and disbursements) incurred in connection with the aforesaid operations and all amounts necessary to pay the Taxes, insurance and other charges in connection with the Trust Property, as well as just and reasonable compensation for the services of Beneficiary, and its counsel, agents and employees; (x) require Grantor to pay monthly in advance to Beneficiary, or any receiver appointed to collect the Rents, the fair and reasonable rental value for the use and occupation of any portion of the Trust Property occupied by Grantor, and require Grantor to vacate and surrender possession of the Trust Property to Beneficiary or to such receiver, and, in default thereof, evict Grantor by summary proceedings or otherwise; or (xi) pursue such other rights and remedies as may be available at law or in equity or under the UCC, including the right to receive and/or establish a lock box for all Rents and proceeds from the Intangibles and any other receivables or rights to payments of Grantor relating to the Trust Property. In the event of a sale, by foreclosure or otherwise, of less than all of the Trust Property, this Deed of Trust shall continue as a lien on the remaining portion of the Trust Property. (b) The proceeds of any sale made under or by virtue of this Paragraph 10, together with any other sums which then may be held by Beneficiary under this Deed of Trust, whether under the provisions of this paragraph or otherwise, shall be applied by Beneficiary to the payment of the Debt in such priority and proportion as Beneficiary in its sole discretion shall deem proper. (c) Beneficiary may adjourn from time to time any sale by it to be made under or by virtue of this Deed of Trust by announcement at the time and place appointed for such sale or for such adjourned sale or sales; and, except as otherwise provided by any applicable law, Beneficiary, without further notice or publication, may make such sale at the time and place to which the same shall be so adjourned. (d) Upon the completion of any sale or sales pursuant hereto, Beneficiary, or an officer of any court empowered to do so, shall execute and deliver to the accepted purchaser or purchasers a good and sufficient instrument, or good and sufficient instruments, conveying, assigning and transferring all estate, right, title and interest in and to the property and rights sold. Beneficiary is hereby irrevocably appointed the true and lawful attorney of Grantor, in its name and stead, to make all necessary conveyances, assignments, transfers and deliveries of the Trust Property and rights so sold and for that purpose Beneficiary may execute all necessary instruments of conveyance, assignment and transfer, and may substitute one or more persons with lake power, 8 20150324000831.010 Grantor hereby ratifying and confirming all that its said attorney or such substitute or substitutes shall lawfully do by virtue hereof. Any sale or sales made under or by virtue of this Paragraph 10, whether made under the power of sale herein granted or under or by virtue of judicial proceedings or of a judgment or decree of foreclosure and sale, shall operate to divest all the estate, right, title, interest, claim and demand whatsoever, whether at law or in equity, of Grantor in and to the properties and rights so sold, and shall be a perpetual bar both at law and in equity against Grantor and against any and all persons claiming or who may claim the same, or any part thereof, from, through or under Grantor. (e) Upon any sale made under or by virtue of this Paragraph 10, whether made under a power of sale or under or by virtue of judicial proceedings or of a judgment or decree of foreclosure and sale, Beneficiary may bid for and acquire the Trust Property or any part thereof and in lieu of paying cash therefor may make settlement for the purchase price by crediting upon the Debt the net sales price after deducting therefrom the expenses of the sale and costs of the action and any other sums which Beneficiary is authorized to deduct under this Deed of Trust or any other Loan Document. (f) No recovery of any judgment by Beneficiary and no levy of an execution under any judgment upon the Trust Property or upon any other property of Grantor shall affect in any manner or to any extent the lien of this Deed of Trust upon the Trust Property or any part thereof, or any liens, rights, powers or remedies of Beneficiary hereunder, but such liens, rights, powers and remedies of Beneficiary shall continue unimpaired as before. (g) Beneficiary may terminate or rescind any proceeding or other action brought in connection with its exercise of the remedies provided in this Paragraph 10 at any time before the conclusion thereof, as determined in Beneficiary's sole discretion and without prejudice to Beneficiary. (h) Beneficiary may resort to any remedies and the security given by this Deed of Trust or in any other Loan Document in whole or in part, and in such portions and in such order as determined by Beneficiary's sole discretion. No such action shall in any way be considered a waiver of any rights, benefits or remedies evidenced or provided by any Loan Document. The failure of Beneficiary to exercise any right, remedy or option provided in any Loan Document shall not be deemed a waiver of such right, remedy or option or of any covenant or obligation secured by any Loan Document. No acceptance by Beneficiary of any payment after the occurrence of any Event of Default and no payment by Beneficiary of any obligation for which Grantor is liable hereunder shall be deemed to waive or cure any Event of Default, or Grantor's liability to pay such obligation. No sale of all or any portion of the Trust Property, no forbearance on the part of Beneficiary, and no extension of time for the payment of the whole or any portion of the Debt or any other indulgence given by Beneficiary to Grantor, shall operate to release or in any manner affect the interest of Beneficiary in the remaining Trust Property or the liability of Grantor to pay the Debt. No waiver by Beneficiary shall be effective unless it is in writing and then only to the extent specifically stated. All costs and expenses of Beneficiary in exercising its rights and remedies under this Paragraph 10 (including reasonable attorneys' fees and disbursements to the extent permitted by law), shall be paid by Grantor immediately upon notice from Beneficiary, with interest at the Default Rate for the period after notice from Beneficiary, 9 20150324000831.011 and such costs and expenses shall constitute a portion of the Debt and shall be secured by this Deed of Trust. (i) The interests and rights of Beneficiary under the Loan Documents shall not be impaired by any indulgence, including (i) any renewal, extension or modification which Beneficiary may grant with respect to any of the Debt, (ii) any surrender, compromise, release, renewal, extension, exchange or substitution which Beneficiary may grant with respect to the Trust Property or any portion thereof or (iii) any release or indulgence granted to any maker, endorser, guarantor or surety of any of the Debt. 11. Right of Entry. In addition to any other rights or remedies granted under this Deed of Trust, Beneficiary and its agents shall have the right to enter and inspect the Trust Property at any reasonable time during the term of this Deed of Trust. The cost of such inspections or audits shall be bome by Grantor should Beneficiary determine that an Event of Default exists, including the cost of all follow up or additional investigations or inquiries deemed reasonably necessary by Beneficiary. The cost of such inspections, if not paid for by Grantor following demand, may be added to the principal balance of the sums due under the Note and this Deed of Trust and shall bear interest thereafter until paid at the Default Rate. 12. Security Agreement. This Deed of Trust is both a real property deed of trust and a "security agreement" within the meaning of the UCC. The Trust Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Grantor in the Trust Property. Grantor by executing and delivering this Deed of Trust has granted and hereby grants to Beneficiary, as security for the Debt, a security interest in the Trust Property to the full extent that the Trust Property may be subject to the UCC (such portion of the Trust Property so subject to the UCC being called in this paragraph the "Collateral'). This Deed of Trust shall also constitute a "fixture filing" for the purposes of the UCC. As such, this Deed of Trust covers all items of the Collateral that are or are to become fixtures. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of Trust. If an Event of Default shall occur, Beneficiary, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the UCC, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Beneficiary may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Beneficiary, Grantor shall at its expense assemble the Collateral and make it available to Beneficiary at a convenient place acceptable to Beneficiary. Grantor shall pay to Beneficiary on demand any and all expenses, including reasonable attorneys' fees and disbursements, incurred or paid by Beneficiary in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary with respect to the Collateral, sent to Grantor in accordance with the provisions hereof at least ten days prior to such action, shall constitute commercially reasonable notice to Grantor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary to the payment of the Debt in such priority and proportions as Beneficiary in its sole discretion shall deem proper. In the event of any change in name, identity or structure of Grantor, Grantor shall notify Beneficiary thereof and promptly after request shall execute, file and record such UCC forms as are necessary to maintain the priority of Beneficiary's 10 20150324000831.012 lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing or recording of additional UCC forms or continuation statements, Grantor shall, promptly after request, execute, file and record such UCC forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Grantor's obligations under the Loan Documents. 13. Actions and Proceedings. Beneficiary has the right to appear in and defend any action or proceeding brought with respect to the Trust Property and to bring any action or proceeding, in the name and on behalf of Grantor, which Beneficiary, in its sole discretion, decides should be brought to protect its or their interest in the Trust Property. Beneficiary shall, at its option, be subrogated to the lien of any deed of trust or other security instrument discharged in whole or in part by the Debt, and any such subrogation rights shall constitute additional security for the payment of the Debt. 14. Marshalling and Other Matters. Grantor hereby waives, to the extent permitted by law, the benefit of all appraisement, valuation, stay, extension, reinstatement and redemption laws now or hereafter in force and all rights of marshalling in the event of any sale hereunder of the Trust Property or any part thereof or any interest therein. Further, Grantor hereby expressly waives any and all rights of redemption from sale under any order or decree of foreclosure of this Deed of Trust on behalf of Grantor, and on behalf of each and every person acquiring any interest in or title to the Trust Property subsequent to the date of this Deed of Trust and on behalf of all persons to the extent permitted by applicable law. The lien of this Deed of Trust shall be absolute and unconditional and shall not in any manner be affected or impaired by any acts or omissions whatsoever of Beneficiary and, without limiting the generality of the foregoing, the lien hereof shall not be impaired by (i) any acceptance by Beneficiary of any other security for any portion of the Debt, (ii) any failure, neglect or omission on the part of Beneficiary to realize upon or protect any portion of the Debt or any collateral security therefor or (iii) any release (except as to the property released), sale, pledge, surrender, compromise, settlement, renewal, extension, indulgence, alteration, change, modification or disposition of any portion of the Debt or of any of the collateral security therefor; and Beneficiary may foreclose, or exercise any other remedy available to Beneficiary under other Loan Documents without first exercising or enforcing any of its remedies under this Deed of Trust, and any exercise of the rights and remedies of Beneficiary hereunder shall not in any manner impair the Debt or the liens of any other Loan Document or any of Beneficiary's rights and remedies thereunder. 15. Notices. All notices, consents, approvals and requests required or permitted hereunder shall be in writing, and shall be sent, and shall be deemed effective, as provided in the Loan Agreement. 16. Inatmlicable Provisions. If any term, covenant or condition of this Deed of Trust is held to be invalid, illegal or unenforceable in any respect, this Deed of Trust shall be construed without such provision. 11 20150324000831.013 17. Headings. The paragraph headings in this Deed of Trust are for convenience of reference only and are not to be construed as defining or limiting, in any way, the scope or intent of the provisions hereof. 18. Duplicate Originals. This Deed of Trust may be executed in any number of duplicate originals and each such duplicate original shall be deemed to be an original. 19. Definitions. Unless the context clearly indicates a contrary intent or unless otherwise specifically provided herein, words used in this Deed of Trust may be used interchangeably in singular or plural form; and the word "Grantor" shall mean "each Grantor and any subsequent owner or owners of the Trust Property or any part thereof or any interest therein," the word "Beneficiary" shall mean "Beneficiary and any subsequent holder of the Note," the words "Trust Property" shall include any portion of the Trust Property and any interest therein, the word "including" means "including but not limited to" and the words "attorneys' fees" shall include any and all attorneys' fees, paralegal and law clerk fees, including fees at the pre-trial, trial and appellate levels incurred or paid by Beneficiary in protecting its interest in the Trust Property and Collateral and enforcing its rights hereunder. 20. Homestead. Grantor hereby waives and renounces all homestead and exemption rights provided by the Constitution and the laws of the United States and of any state, in and to the Trust Property as against the collection of the Debt, or any part thereof. 21. Assignments. Beneficiary shall have the right to assign or transfer its rights under this Deed of Trust without limitation. Any assignee or transferee shall be entitled to all the benefits afforded Beneficiary under this Deed of Trust. 22. Waiver of Jury Trial. GRANTOR HEREBY AGREES NOT TO ELECT A TRIAL BY JURY OF ANY ISSUE TRIABLE OF RIGHT BY JURY, AND WAIVES ANY RIGHT TO TRIAL BY JURY FULLY TO THE EXTENT THAT ANY SUCH RIGHT SHALL NOW OR HEREAFTER EXIST WITH REGARD TO THIS DEED OF TRUST OR ANY OTHER LOAN DOCUMENT, OR ANY CLAIM, COUNTERCLAIM OR OTHER ACTION ARISING IN CONNECTION THEREWITH. THIS WAIVER OF RIGHT TO TRIAL BY JURY IS GIVEN KNOWINGLY AND VOLUNTARILY BY GRANTOR, AND IS INTENDED TO ENCOMPASS INDIVIDUALLY EACH INSTANCE AND EACH ISSUE AS TO WHICH THE RIGHT TO A TRIAL BY JURY WOULD OTHERWISE ACCRUE. BENEFICIARY IS HEREBY AUTHORIZED TO FILE A COPY OF THIS PARAGRAPH IN ANY PROCEEDING AS CONCLUSIVE EVIDENCE OF THIS WAIVER BY GRANTOR. 23. Consents. Any consent or approval by Beneficiary in any single instance shall not be deemed or construed to be Beneficiary's consent or approval in any like matter arising at a subsequent date, and the failure of Beneficiary to promptly exercise any right, power, remedy, consent or approval provided herein or at law or in equity shall not constitute or be construed as a waiver of the same nor shall Beneficiary be estopped from exercising such right, power, remedy, consent or approval at a later date. Any consent or approval requested of and granted by Beneficiary pursuant hereto shall be narrowly construed to be applicable only to Grantor and the matter identified in such consent or approval and no third party shall claim any benefit by reason 12 20150324000831.014 thereof, and any such consent or approval shall not be deemed to constitute Beneficiary a venturer or partner with Grantor nor shall privity of contract be presumed to have been established with any such third party. If Beneficiary deems it to be in its best interest to retain assistance of persons, firms or corporations (including attorneys, title insurance companies, appraisers, engineers and surveyors) with respect to a request for consent or approval, Grantor shall reimburse Beneficiary for all costs reasonably incurred in connection with the employment of such persons, firms or corporations. 24. Loan Repayment and Defeasance. Provided no Event of Default exists, the Lien of this Deed of Trust shall be terminated, released and reconveyed of record by Beneficiary (and the Trustee, to the extent required by law to effect a full and proper termination, release and reconveyance) prior to the Maturity Date only in accordance with the terms and provisions set forth in the Loan Agreement. 25. Governine Law. THE LAW OF THE STATE OF WASHINGTON WITHOUT REGARD TO CONFLICTS OF LAWS PRINCIPLES SHALL GOVERN ALL MATTERS RELATING TO THIS DEED OF TRUST AND THE OTHER LOAN DOCUMENTS AND ALL OF THE INDEBTEDNESS OR OBLIGATIONS ARISING HEREUNDER OR THEREUNDER. ALL PROVISIONS OF THE LOAN AGREEMENT INCORPORATED HEREIN BY REFERENCE SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF WASHINGTON WITHOUT REGARD TO CONFLICTS OF LAWS PRINCIPLES, AS SET FORTH IN THE GOVERNING LAW PROVISION OF THE LOAN AGREEMENT. 26. Exculpation. The liability of Grantor hereunder is limited pursuant to Section 3.1 of the Loan Agreement. 27. Trustee: Successor Trustee. Trustee shall not be liable for any error of judgment or act done by Trustee, or be otherwise responsible or accountable under any circumstances whatsoever, except if the result of Trustee's gross negligence or willful misconduct. Trustee shall not be personally liable in case of entry by him or anyone acting by virtue of the powers herein granted him upon the Trust Property for debts contracted or liability or damages or damages incurred in the management or operation of the Trust Property. Trustee shall have the right to rely on any instrument, document or signature authorizing or supporting any action taken or proposed to be taken by him hereunder or believed by him to be genuine. Trustee shall be entitled to reimbursement for actual expenses incurred by him in the performance of his duties hereunder and to reasonable compensation for such of his services hereunder as shall be rendered. Grantor will, from time to time, reimburse Trustee for and save and hold him harmless from and against any and all loss, cost, liability, damage and reasonable expense whatsoever incurred by him in the performance of his duties. All monies received by Trustee shall, until used or applied as herein provided, be held in trust for the purposes for which they were received, but need not be segregated in any manner from any other monies (except to the extent required by law) and Trustee shall be under no liability for interest on any monies received by him hereunder. Trustee may resign by giving of notice of such resignation in writing to Beneficiary. If Trustee shall die, resign or become disqualified from acting in the execution of this trust or shall fail or refuse to exercise the same when requested by Beneficiary or if for any or no reason and without cause Beneficiary shall prefer to appoint a substitute trustee to act instead of the original Trustee named herein, or 13 20150324000831.015 any prior successor or substitute trustee, Beneficiary shall, without any formality or notice to Grantor or any other person, have full power to appoint a substitute trustee and, if Beneficiary so elects, several substitute trustees in succession who shall succeed to all the estate, rights, powers and duties of the aforenamed Trustee. Each appointment and substitution shall be evidenced by an instrument in writing which shall recite the parties to, and the book and page of record of, this Deed of Trust, and the description of the real property herein described, which instrument, executed and acknowledged by Beneficiary, shall (i) be conclusive proof of the proper substitution and appointment of such successor Trustee or Trustees, (ii) duly assign and transfer all the estates, properties, rights, powers and trusts of Trustee so ceasing to act and (iii) be notice of such proper substitution and appointment to all parties in interest. In addition, such Trustee ceasing to act shall duly assign, transfer, and deliver any of the property and monies held by Trustee to the successor Trustee so appointed in its or his place. The Trustee may act in the execution of this trust and may authorize one or more parties to act on his behalf to perform the ministerial functions required of him hereunder, including without limitation, the transmittal and posting of any notices and it shall not be necessary for any Trustee to be present in person at any foreclosure sale. PART II • STATE -SPECIFIC PROVISIONS 28. Coniliets With Part I. In the event of any conflict between the provisions of this Part II and any provision of Part I, then the provisions of this Part II shall control. 29. Acceleration: Remedies. Beneficiary shall give notice to Grantor prior to acceleration following Grantor's breach of any covenant or agreement in this Deed of Trust (but not prior to acceleration resulting from an Event of Default described in paragraph (1) or (g) of Section 9.1 of the Loan Agreement, unless applicable law provides otherwise). The notice shall specify: (a) the default; (b) the action required to cure the default; (c) a date, not less than 30 days from the date the notice is given to Grantor, by which the default must be cured; and (d) that failure to cure the default on or before the date specified in the notice may result in acceleration of the sums secured by this Deed of Trust and sale of the Property at public auction at a date not less than 120 days in the future. The notice shall further inform Grantor of the right to reinstate after acceleration, the right to bring a court action to assert the non-existence of a default or any other defense of Grantor to acceleration and sale, and any other matters required to be included in the notice by any applicable law. If the default is not cured on or before the date specified in the notice, Beneficiary at its option, may require immediate payment in full of all sums secured by this Deed of Trust without further demand and may invoke the power of sale and/or any other remedies permitted by any applicable law. Beneficiary shall be entitled to collect all expenses incurred in pursuing the remedies provided in this Section 29, including, but not llimited to, reasonable attorneys' fees and costs of title evidence. (a) If Beneficiary invokes the power of sale, Beneficiary shall give written notice to Trustee of the occurrence of an event of default and of Beneficiary's election to cause the Property to be sold. Trustee and Beneficiary shall take such action regarding notice of sale and shall give such notices to Grantor and to other persons, as any applicable law may require. After the time required by any applicable law and after publication of the notice of sale, Trustee, without demand on Grantor, shall sell the Property at public auction to the highest bidder at the time and place and under the terms designated in the notice of sale in one or more parcels and in any order Trustee determines. Trustee may postpone sale of the Property for a period or periods permitted 14 20150324000831.016 by applicable law by public announcement at the time and place fixed in the notice of sale. Beneficiary or its designee may purchase the Property at any sale. (b) Trustee shall deliver to the purchaser Trustee's deed conveying the Property without any covenant or warranty, expressed or implied. The recitals in the Trustee's deed shall be prima facie evidence of the truth of the statements made therein. Trustee shall apply the proceeds of the sale in the following order: (a) to all expenses of the sale, including, but not limited to, reasonable Trustee's and attorneys' fees; (b) to all sums secured by this Deed of Trust; and (c) any excess to the person or persons legally entitled to it or to the clerk of the superior court of the county in which the sale took place. 30. Reconvevance. Upon payment of all sums secured by this Deed of Trust, Beneficiary shall request Trustee to reconvey the Property and shall surrender this Deed of Trust and all notes evidencing debt secured by this Deed of Trust to Trustee. Trustee shall reconvey the Property without warranty to the person or persons legally entitled to it. Such person or persons shall pay any recordation costs and the Trustee's fee for preparing the reconveyance. 31. Substitute Trustee. In accordance with applicable law, Beneficiary may from time to time appoint a successor trustee to any Trustee appointed hereunder who has ceased to act. Without conveyance of the Property, the successor trustee shall succeed to all the title, power and duties conferred upon Trustee herein and by applicable law. 32. Use of Property. The Property is not used principally for agricultural purposes. 33. Attorneys' Fees. Beneficiary shall be entitled to recover its reasonable attorneys' fees and costs in any action or proceeding to construe or enforce any term of this Deed of Trust. The term "attorneys' fees," whenever used in this Deed of Trust, shall include without limitation attorneys' fees incurred by Beneficiary in any bankruptcy proceeding or on appeal. 34. ORAL AGREEMENTS OR ORAL COMMITMENTS TO LOAN MONEY, EXTEND CREDIT, OR TO FORBEAR FROM ENFORCING REPAYMENT OF A DEBT ARE NOT ENFORCEABLE UNDER WASHINGTON LAW. [NO FURTHER TEXT ON THIS PAGE] 15 20150324000831.017 IN WITNESS WHEREOF, Grantor has executed this instrument as of the day and year first above written. Grantor: SEG 56TH, LLC, a Washington limited liability company By: SEG 56TH M ager, LLC, a Delaware limited liability co pany, its m: sager • STATE OF _ 31). ' f , SS: COUNTY OF . O.. 1 ,lam ! J ) On the 1 day of _M in the year aosf before me, the undersigned, personally appeared personally known to me or proved to me on the basis of satisfactory evidento be the individual(s) whose name(s) is(are) subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their capacity, and that by his/her/their signature(s) on the instrument, the individual(s) or the person(s) upon behalf of which the individual(s) acted, executed the instrument. &a-AAA,,,ao (\WA& NOTARY PUBLIC [Seal] Deed of Trust Signature Page EXHIBIT A Legal Description PARCEL A: 20150324000831.018 THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTHERLY LINE OF SAID SUBDIVISION WHICH IS 25 FEET EAST OF THE SOUTHWEST CORNER THEREOF; THENCE NORTH 330 FEET PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION TO THE SOUTHWEST CORNER OF LOT 10, BLOCK 3, JAMES CLARK'S GARDEN ADDITION TO THE CITY OF SEATTLE, ACCORDING TO THE PLAT THEREOF, RECORDED IN VOLUME 13 OF PLATS, PAGE 12, IN KING COUNTY, WASHINGTON; THENCE EAST 264 FEET ALONG THE SOUTH LINE OF SAID LOT 10; THENCE SOUTH 330 FEET, MORE OR LESS, PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION TO THE SOUTHERLY LINE THEREOF; THENCE WEST 264 FEET ALONG SAID SOUTHERLY LINE TO THE POINT OF BEGINNING. EXCEPT THE SOUTH 180 FEET THEREOF. EXCEPT THE NORTH 60 FEET AS MEASURED ALONG THE WEST LINE THEREOF. EXCEPT THE WEST 5 FEET OF THE REMAINDER THEREOF CONVEYED TO KING COUNTY FOR 37TH AVENUE SOUTH BY DEED RECORDED JUNE 2, 1972 UNDER RECORDING NO. 7206020386. PARCEL B: THAT PORTION OF THE SOUTHEAST QUARTER. OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING ON THE SOUTH LINE OF SAID SUBDIVISION AT A POINT 229.00 FEET EASTERLY OF THE SOUTHWEST CORNER THEREOF; THENCE NORTH 213'57" EAST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 20.00 FEET TO THE TRUE POINT OF BEGINNING: THENCE NORTH 213'57" EAST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 160.00 FEET; THENCE SOUTH 8735'33" EAST PARALLEL WITH THE SOUTH LINE OF SAID SUBDIVISION 60.00 FEET; THENCE SOUTH 213'57" WEST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 6.10 FEET; THENCE SOUTH 8633'03" EAST 261.03 FEET TO THE WESTERLY MARGIN OF STATE HIGHWAY NO. 1; THENCE SOUTH 2007'27" WEST ALONG SAID WESTERLY MARGIN 93.60 FEET; THENCE NORTH 8735'33" WEST PARALLEL WITH THE SOUTH LINE OF SAID Exhibit A — Page 1 20150324000831.019 SUBDIVISION 139.17 FEET; THENCE SOUTH 224'27" WEST 60.00 FEET; THENCE NORTH 8735'33" WEST 152.86 FEET TO THE TRUE POINT OF BEGINNING. ALSO BEGINNING AT THE INTERSECTION OF THE WESTERLY LINE OF STATE ROAD NO. 1 WITH THE NORTH LINE OF THE SOUTH 20.00 FEET OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SAID SECTION; THENCE WEST ALONG SAID NORTH LINE 120 FEET; THENCE NORTH AT RIGHT ANGLES THERETO 60 FEET; THENCE EAST PARALLEL TO SAID NORTH LINE TO THE WESTERLY MARGIN OF STATE ROAD NO. 1; THENCE SOUTHERLY ALONG SAID WESTERLY MARGIN TO THE POINT OF BEGINNING. EXCEPT THAT PORTION CONVEYED TO THE STATE OF WASHINGTON RECORDED DECEMBER 14,1995 UNDER RECORDING NO. 9512140574; AND EXCEPT THAT PORTION CONVEYED TO THE CITY OF TUKWILA BY INSTRUMENTS RECORDED MAY 1, 2006 UNDER RECORDING NOS. 20060501000630 AND 20060501000631. PARCEL C: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTH LINE OF SAID SUBDIVISION WHICH IS SOUTH 8735'33" EAST 289 FEET FROM THE SOUTHWEST CORNER THEREOF; THENCE NORTH 213'57" EAST PARALLEL TO THE WEST LINE OF SAID SUBDIVISION 173.90 FEET TO THE TRUE POINT OF BEGINNING OF THE TRACT HERE IN DESCRIBED; CONTINUING THENCE NORTH 213'57" EAST 105.40 FEET; THENCE SOUTH 8633'03" EAST 294.65 FEET TO THE WESTERLY MARGIN OF STATE HIGHWAY NO. I; THENCE SOUTHERLY ALONG AN ARC OF A CURVE TO THE RIGHT WHOSE RADIUS IS 1,860 FEET, 25.11 FEET TO A POINT OF TANGENCY; THENCE SOUTH 2017'27" WEST ALONG SAID WESTERLY MARGIN OF STATE ROAD NO. 1, 84.84 FEET; THENCE NORTH 8633'03" WEST 261.03 FEET TO THE TRUE POINT OF BEGINNING. PARCEL D: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTH LINE OF SAID SUBDIVISION DISTANT SOUTH 8735'33" EAST 289' FEET FROM THE SOUTHWEST CORNER THEREOF; THENCE NORTH 213'57" EAST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 279.30 FEET TO THE TRUE POINT OF BEGINNING; THENCE CONTINUING NORTH 213'57" EAST 151.6 FEET, MORE OR LESS, TO THE NORTHEAST CORNER OF LOT 10, BLOCK 3, JAMES CLARK'S GARDEN ADDITION TO THE CITY OF SEATTLE, ACCORDING TO Exhibit A — Page 2 20150324000831.020 THE PLAT THEREOF, RECORDED IN VOLUME 13 OF PLATS, PAGE 12, IN KING COUNTY, WASHINGTON; THENCE EASTERLY ALONG THE SOUTH LINE OF SAID BLOCK 3 TO THE WESTERLY MARGIN OF STATE HIGHWAY NO. 1; THENCE SOUTHWESTERLY ALONG SAID WESTERLY MARGIN TO A POINT WHICH BEARS SOUTH 8633'03" EAST 294.65 FEET FROM THE TRUE POINT OF BEGINNING; THENCE NORTH 8633'03" WEST 294.65 FEET TO THE TRUE POINT OF BEGINNING. PARCEL E: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHWEST CORNER OF LOT 10, BLOCK 3, JAMES CLARK'S GARDEN ADDITION TO THE CITY OF SEATTLE, ACCORDING TO THE PLAT THEREOF, RECORDED IN VOLUME 13 OF PLATS, PAGE 12, IN KING COUNTY, WASHINGTON; THENCE EASTERLY ALONG THE SOUTH LINE OF SAID LOT 10 A DISTANCE OF 264 FEET; THENCE SOUTHERLY PARALLEL WITH THE WEST LINE OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER 60 FEET; THENCE WESTERLY PARALLEL WITH SAID SOUTH LINE OF LOT 10 A DISTANCE OF 264 FEET; THENCE NORTHERLY PARALLEL WITH THE WEST LINE OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER 60 FEET TO THE POINT OF BEGINNING. EXCEPT THE WEST 5 FEET THEREOF CONVEYED TO KING COUNTY FOR 37TH AVENUE SOUTH BY DEED RECORDED UNDER RECORDING NUMBER 7206020386. Exhibit A — Page 3 DOCUMENT PREPARED BY AND WHEN RECORDED, RETURN TO: ANDERSON, McCOY & ORTA, P.C. 100 North Broadway, Suite 2600 Oklahoma City, Oklahoma 73102 Telephone: 888-236-0007 DOCUMENT DATE: EFFECTIVE AS OF MAY 20, 2015 Electronically Recorded 20150706001676 SIMPLIFILE ADT Page 001 of 007 07/06/2015 04:56 King County, WA 20150706001676.001 86.00 DOCUMENT TITLE: ASSIGNMENT OF DEED OF TRUST, ASSIGNMENT OF LEASES AND RENTS AND SECURITY AGREEMENT BORROWER(S): SEG 56TH, LLC GRANTOR/ASSIGNOR: THE BANCORP BANK, A DELAWARE STATE -CHARTERED BANK, HAVING AN ADDRESS AT 712 FIFTH AVENUE, 11TH FLOOR, NEW YORK, NY 10019 GRANTEE/ASSIGNEE: WILMINGTON TRUST, NATIONAL ASSOCIATION, AS TRUSTEE, ON BEHALF OF THE REGISTERED HOLDERS OF CSAIL 2015-C2 COMMERCIAL MORTGAGE TRUST, COMMERCIAL MORTGAGE PASS -THROUGH CERTIFICATES, SERIES 2015-C2, HAVING AN ADDRESS AT 1100 NORTH MARKET STREET, WILMINGTON, DE 19890, PROPERTY DESCRIPTION: 1. PARCEL NUMBER(S): 152304-9011-00 2. ABBREVIATED LEGAL: PTN SEC 15 7WN 23N RGE 4E, SE QTR SW QTR SEE EXHIBIT A ATTACHED FOR COMPLETE LEGAL DESCRIPTION RECORDING NUMBER REFERENCE(S): # 20150324000831 Reference No.: 4507.009 Matter Name: Riverton Heights Shopping Center Pool: CSAIL 2015-C2 20150706001676.002 ASSIGNMENT OF DEED OF TRUST, ASSIGNMENT OF LEASES AND RENTS AND SECURITY AGREEMENT THE BANCORP BANK, a Delaware state -chartered bank (Assignor) SEG 56id LLC (Borrower) to WILMINGTON TRUST, NATIONAL ASSOCIATION, AS TRUSTEE, ON BEHALF OF THE REGISTERED HOLDERS OF CSAIL 2015-C2 COMMERCIAL MORTGAGE TRUST, COMMERCIAL MORTGAGE PASS -THROUGH CERTIFICATES, SERIES 2015-C2 (Assignee) Effective as of May 20, 2015 Parcel Number(s): 152304-9011-00 County of King State of Washington DOCUMENT PREPARED BY AND WHEN RECORDED, RETURN TO: ANDERSON, McCOY & ORTA, P.C. 100 North Broadway, Suite 2600 Oklahoma City, Oklahoma 73102 Telephone: 888-236-0007 20150706001676.003 ASSIGNMENT OF DEED OF TRUST, ASSIGNMENT OF LEASES AND RENTS AND SECURITY AGREEMENT As of the 20th day of May, 2015, THE BANCORP BANK, a Delaware state -chartered bank, having an address at 712 Fifth Avenue, 11th Floor, New York, NY 10019, ("Assignor"), as the holder of the instrument hereinafter described and for valuable consideration hereby endorses, assigns, sells, transfers and delivers to WILMINGTON TRUST, NATIONAL ASSOCIATION, AS TRUSTEE, ON BEHALF OF THE REGISTERED HOLDERS OF CSAIL 2015-C2 COMMERCIAL MORTGAGE TRUST, COMMERCIAL MORTGAGE PASS - THROUGH CERTIFICATES, SERIES 2015-C2, having an address at 1100 North Market Street, Wilmington, DE 198190, ("Assignee"), its successors, participants and assigns, without recourse or warranty, all right, title and interest of Assignor in and to that certain: DEED OF TRUST, ASSIGNMENT OF LEASES AND RENTS AND SECURITY AGREEMENT made by SEG 56TH, LLC, a Washington limited liability company to Assignor dated as of March 23, 2015 and recorded on March 24, 2015, as Document Number 20150324000831 in the Recorder's Office of King County, Washington (as the same has heretofore been amended, modified, restated, supplemented, renewed or extended), securing payment of note(s) of even date therewith, in the original principal amount of $5,595,000.00, and creating a first lien on the property described in Exhibit A attached hereto and by this reference made a part hereof. Together with any and all notes and obligations therein described, the debt and claims secured thereby and all sums of money due and to become due thereon, with interest provided for therein, and hereby irrevocably appoints Assignee hereunder its attorney to collect and receive such debt, and to foreclose, enforce and satisfy the foregoing the same as it might or could have done were these presents not executed, but at the cost and expense of Assignee. Together with any and all other liens, privileges, security interests, rights, entitlements, equities, claims and demands as to which Assignor hereunder possesses or to which Assignor is otherwise entitled as additional security for the payment of the notes and other obligations described herein. This Assignment shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns. [SIGNATURE(S) ON THE FOLLOWING PAGE] Reference No.: 4507.009 Matter Name: Riverton Heights Shopping Center Pool: CSAIL 2015•C2 20150706001676.004 4 `LIN WITNESS WHEREOF, the Assignor has caused this instrument to be executed this ? day of May, 2015. THE BANCORP BANK, a Delaware state -chartered bank By: Name: Timothy f. Hallock Title: Managing Director STATE OF NEW YORK § COUNTY OF NEW YORK § On the) day of May, 2015, before me, the undersigned, a Notary Public in and for said state, personally appeared Timothy J. Hallock, personally known to me or proved to me on the basis of satisfactory evidence to be the person whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his authorized capacity as Managing Director of The Bancorp Bank, a Delaware state -chartered bank and that by his signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument. WITNESS •yi hand and official sea Signatu' Public My Commission Expires: _ ,C SOPHIA TZANNES Notary Public: S;.ta oI Kaw York No. 01YZs50 ii17 Oual:;:eci in O..:a:r•s County C81:fi i:e d.to h.:LdlY Y.,.. you iy Conl;t,i::$ion EAr::as July 27,'20 ' Reference No.: 4507.009 Matter Name: Riverton Heights Shopping Center Pool: CSAIL 2015-C2 20150706001676.005 EXHIBIT A LEGAL DESCRIPTION PARCEL A: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTHERLY LINE OF SAID SUBDIVISION WHICH I5 25 FEET EAST OF THE SOUTHWEST CORNER THEREOF; THENCE NORTH 330 FEET PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION TO THE SOUTHWEST CORNER OF LOT 10, BLOCK 3, JAMES CLARK'S GARDEN ADDITION TO THE CITY OF SEATTLE, ACCORDING TO THE PLAT THEREOF, RECORDED IN VOLUME 13 OF PLATS, PAGE 12, IN KING COUNTY, WASHINGTON; THENCE EAST 264 FEET ALONG THE SOUTH LINE OF SAID LOT 10; THENCE SOUTH 330 FEET, MORE OR LESS, PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION TO THE SOUTHERLY LINE THEREOF; THENCE WEST 264 FEET ALONG SAID SOUTHERLY LINE TO THE POINT OF BEGINNING. EXCEPT THE SOUTH 180 FEET THEREOF. EXCEPT THE NORTH 60 FEET AS MEASURED ALONG THE WEST LINE THEREOF. EXCEPT THE WEST 5 FEET OF THE REMAINDER THEREOF CONVEYED TO KING COUNTY FOR 37TH AVENUE SOUTH BY DEED RECORDED JUNE 2, 1972 UNDER RECORDING NO. 7206020386. PARCEL B: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING ON THE SOUTH LINE OF SAID SUBDIVISION AT A POINT 229.00 FEET EASTERLY OF THE SOUTHWEST CORNER THEREOF; THENCE NORTH 213'57" EAST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 20.00 FEET TO THE TRUE POINT OF BEGINNING: THENCE NORTH 213'5 T EAST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 160.00 FEET; THENCE SOUTH 8735'33" EAST PARALLEL WITH THE SOUTH LINE OF SAID SUBDIVISION 60.00 FEET; THENCE SOUTH 213'57" WEST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 6.10 FEET; THENCE SOUTH 8633'03" EAST 261.03 FEET TO THE WESTERLY MARGIN OF STATE HIGHWAY NO. 1; THENCE SOUTH 2007'27' WEST ALONG SAID WESTERLY MARGIN Reference No.: 4507.009 Matter Name: Riverton Heights Shopping Center Pool; CSAIL 2015•C2 20150706001676.006 93.60 FEET; THENCE NORTH 8735'33" WEST PARALLEL WITH THE SOUTH LINE OF SAID SUBDIVISION 139.17 FEET; THENCE SOUTH 224'27" WEST 60.00 FEET; THENCE NORTH 8735'33" WEST 152.86 FEET TO THE TRUE POINT OF BEGINNING. ALSO BEGINNING AT THE INTERSECTION OF THE WESTERLY LINE OF STATE ROAD NO. 1 WITH THE NORTH LINE OF THE SOUTH 20.00 FEET OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SAID SECTION; THENCE WEST ALONG SAID NORTH LANE 120 FEET; THENCE NORTH AT RIGHT ANGLES THERETO 60 FEET; THENCE EAST PARALLEL TO SAID NORTH LINE TO THE WESTERLY MARGIN OF STATE ROAD NO. 1; THENCE SOUTHERLY ALONG SAID WESTERLY MARGIN TO THE POINT OF BEGINNING. EXCEPT THAT PORTION CONVEYED TO THE STATE OF WASHINGTON RECORDED DECEMBER 14, 1995 UNDER RECORDING NO. 9512140574; AND EXCEPT THAT PORTION CONVEYED TO THE CITY OF TUKWILA BY INSTRUMENTS RECORDED MAY 1, 2006 UNDER RECORDING NOS. 20060501000630 AND 20060501000631. PARCEL C: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTH LINE OF SAID SUBDIVISION WHICH IS SOUTH 8735'33" EAST 289 FEET FROM THE SOUTHWEST CORNER THEREOF; THENCE NORTH 213'57" EAST PARALLEL TO THE WEST LINE OF SAID SUBDIVISION 173.90 FEET TO THE TRUE POINT OF BEGINNING OF THE TRACT HERE IN DESCRIBED; CONTINUING THENCE NORTH 213'57" EAST 105.40 FEET; THENCE SOUTH 8633'03" EAST 294.65 FEET TO THE WESTERLY MARGIN OF STATE HIGHWAY NO. 1; THENCE SOUTHERLY ALONG AN ARC OF A CURVE TO THE RIGHT WHOSE RADIUS IS 1,860 FEET, 25.11 FEET TO A POINT OF TANGENCY; THENCE SOUTH 2017'27" WEST ALONG SAID WESTERLY MARGIN OF STATE ROAD NO. I, 84.84 FEET; THENCE NORTH 8633'03" WEST 261.03 FEET TO THE TRUE POINT OF BEGINNING. PARCEL D: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTH LINE OF SAID SUBDIVISION DISTANT SOUTH 8735'33" EAST 289 FEET FROM THE SOUTHWEST CORNER THEREOF; THENCE NORTH 213'57" EAST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 279.30 FEET TO THE TRUE POINT OF BEGINNING; THENCE Reference No.; 4507.009 Matter Name: Riverton Heights Shopping Center Pool: CSAIL2015•C2 20150706001676.007 CONTINUING NORTH 213'57" EAST 151.6 FEET, MORE OR LESS, TO THE NORTHEAST CORNER OF LOT 10, BLOCK 3, JAMES CLARK'S GARDEN ADDITION TO THE CITY OF SEATTLE, ACCORDING TO THE PLAT THEREOF, RECORDED IN VOLUME 13 OF PLATS, PAGE 12, IN KING COUNTY, WASHINGTON; THENCE EASTERLY ALONG THE SOUTH LINE OF SAID BLOCK 3 TO THE WESTERLY MARGIN OF STATE HIGHWAY NO. 1; THENCE SOUTHWESTERLY ALONG SAID WESTERLY MARGIN TO A POINT WHICH BEARS SOUTH 8633'03" EAST 294.65 FEET FROM THE TRUE POINT OF BEGINNING; THENCE NORTH 8633'03" WEST 294.65 FEET TO THE TRUE POINT OF BEGINNING. PARCEL E: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHWEST CORNER OF LOT 10, BLOCK 3, JAMES CLARK'S GARDEN ADDITION TO THE CITY OF SEATTLE, ACCORDING TO THE PLAT THEREOF, RECORDED IN VOLUME 13 OF PLATS, PAGE 12, IN KING COUNTY, WASHINGTON; THENCE EASTERLY ALONG THE SOUTH LINE OF SAID LOT 10 A DISTANCE OF 264 FEET; THENCE SOUTHERLY PARALLEL WITH THE WEST LINE OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER 60 FEET; THENCE WESTERLY PARALLEL WITH SAID SOUTH LINE OF LOT 10 A DISTANCE OF 264 FEET; THENCE NORTHERLY PARALLEL WITH THE WEST LINE OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER 60 FEET TO THE POINT OF BEGINNING. EXCEPT THE WEST 5 FEET THEREOF CONVEYED TO KING COUNTY FOR 37TH AVENUE SOUTH BY DEED RECORDED UNDER RECORDING NUMBER 7206020386. Reference No.: 4507.009 Matter Name: Riverton Heights Shopping Center Pool: CSA1L 2015-C2 1ST AM et /i/C5- 7/54 W3- Wet" THIS DOCUMENT PREPARED BY AND RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: Wachtel Missry LLP One Dag Hammarskjold Plaza 885 Second Avenue, 47th Floor New York, New York 10017 Attention: Robert Bourguignon Electronically Recorded 20150324000832 SIMPLIFILE ASNR Page 001 of 009 03/24/2015 11:56 King County, WA SEG S6TH, LLC (Assignor) to THE BANCORP BANK (Assignee) ASSIGNMENT OF LEASES AND RENTS Dated: As of March 23 2015 Property Location: 14427 Tukwila International Boulevard Tukwila, WA ?at_ Irit ral n/0. /5'230y- 90//- Do A6breGEsaS '!a fin ss-G 'S iuip 23A1 Rye ye, sz' sk/ air 04. Assignment of Rene (4).docx 20150324000832.001 80.00 (a) The payment of the Rents to accrue under any Lease will not be waived, released, reduced, discounted or otherwise discharged or compromised by Assignor; (b) Assignor has not performed, and will not perform, any acts, and has not executed, and will not execute, any instrument that would prevent Assignee from exercising its rights under this Assignment; and (c) Assignor hereby authorizes and directs any tenant under any of the Leases and any successor to all or any part of the interests of any such tenant to pay directly to the Clearing Account, in accordance with the terms of the Loan Agreement, the Rents due and to become due under such tenant's Lease, and such authorization and direction shall be sufficient warrant to the tenant to make future payments of Rents directly to the Clearing Account in accordance with the terms of the Loan Agreement without the necessity for further consent by Assignor. 2. Assignment; Deferred Exercise of Rights. (a) As part of the consideration for the Debt, Assignor does hereby absolutely and unconditionally assign to Assignee all right, title and interest of Assignor in and to all present and future Leases and Rents, and this Assignment constitutes a present and absolute assignment and is intended to be unconditional and not as an assignment for additional security only. It is further intended that it not be necessary for Assignee to institute legal proceedings, absent any requirements off law or regulation to the contrary, to enforce the provisions hereof. Assignor hereby authorizes Assignee or its agents to collect the Rents; provided, however, that prior to an Event of Default, and subject at all times to the requirement that payments and deposits of Rents be made directly to the Clearing Account, Assignor shall have a revocable license, but limited as provided in this Assignment and in any of the other Loan Documents, to otherwise deal with, and enjoy the rights of the lessor under, the Leases. (b) Upon the occurrence and during the continuance of an Event of Default, and without the necessity of Assignee entering upon and taking and maintaining full control of the Property in person, by agent or by court -appointed receiver, the license referred to in paragraph (a) above shall immediately be revoked and Assignee shall have the right at its option, to exercise all rights and remedies contained in the Loan Documents, or otherwise available at law or in equity. 3. Rents Held in Trust by Assignor. Rents held or received by Assignor shall be held or received by Assignor as trustee for the benefit of Assignee only and shall immediately be deposited directly to the Clearing Account in accordance with the terms of the Loan Agreement. 4. Effect on Rights Under Other Documents. Nothing contained in this Assignment and no act done or omitted by Assignee pursuant to the powers and rights granted it hereunder shall be deemed to be a waiver by Assignee of its rights and remedies under any of the other Loan Documents, and this Assignment is made and accepted without prejudice to any of the rights and remedies possessed by Assignee under the terms of the other Loan Documents. The rights of Assignee under the other Loan Documents may be exercised by Assignee either prior to, simultaneously with, or subsequent to any action taken by it hereunder. This Assignment is intended to be supplementary to and not in substitution for or in derogation of any assignment of rents or grant of a security interest contained in any of the other Loan Documents. -2- 04. Assignment of Rents (4).doc, 20150324000832.002 5. Event of Default. Upon or at any time after the occurrence and during the continuance of an Event of Default, then in addition to and without limiting any of Assignee's rights and remedies hereunder and under the other Loan Documents and as otherwise available at law or in equity: (a) Assignee may, at its option, without waiving such Event of Default and without regard to the adequacy of the security for the Debt, either in person or by agent, without bringing any action or proceeding, or by a receiver appointed by a court, without taking possession of the Property in its own name, demand, sue for or otherwise collect and receive all Rents, including those past -due and unpaid, for application to the payment of the Debt in accordance with the terms of the Loan Documents, and Assignee may enter into, and to the extent that Assignor would have the right to do so, cancel, enforce or modify any Lease. The exercise by Assignee of the option granted it in this Section and the collection of the Rents and the application thereof as herein provided shall not be considered a waiver of any Event of Default. (b) Assignor hereby acknowledges and agrees that payment of any item of Rent by a Person to Assignee as hereinabove provided shall constitute payment in full of such item of Rent by such Person, as fully and with the same effect as if it had been paid to Assignor. (c) Assignee in respect of the Leases and Rents shall have all of the rights and remedies of a secured party under the Uniform Commercial Code as in effect in the State in which such rights and remedies are asserted as described in Section l2(b) to the extent of such rights thereunder and additional rights and remedies to which a secured party is entitled under the laws in effect in any jurisdiction where any rights and remedies hereunder may be asserted. 6. Application of Rents and Proceeds. After the occurrence and during the continuance of an Event of Default, Rents received or held by Assignor or Assignee shall be applied in accordance with the terms of the Loan Documents. 7. Attorney -in -Fact. Upon the occurrence and during the continuance of any Event of Default, Assignor hereby appoints Assignee the attorney -in -fact of Assignor to take any action and execute any instruments that Assignor is obligated, or has covenanted and agreed under the Loan Agreement or the other Loan Documents to take or execute, which appointment as attorney -in -fact is irrevocable and coupled with an interest. Without limiting the generality of the foregoing provisions of this Section 7, upon the occurrence and during the continuance of an Event of Default, Assignor does hereby irrevocably appoint Assignee as its attorney -in -fact with full power, in the name and stead of Assignor to demand, collect, receive and give complete acquittance for any and all of the Rents now due or that may hereafter become due, and at Assignee's discretion, to file any claim, to take any other action, to institute any proceeding or to make any settlement of any claim, either in its own name or in the name of Assignor or otherwise, which Assignee may deem necessary or desirable in order to collect and enforce the payment of Rents. 8. Termination. Assignee, by the acceptance of this Assignment, agrees that when all of the Debt shall have been paid in full, this Assignment shall terminate, and Assignee shall execute and deliver to Assignor, upon such termination such instruments of termination or re -assignment and Uniform Commercial Code termination statements, all without recourse and without any representation or warranty whatsoever, as shall be reasonably requested by Assignor. -3- 04. Assignment of Rents (4).doex 20150324000832.003 9. Expenses. Assignor agrees to pay to Assignee all out-of-pocket expenses (including expenses for attorneys' fees and costs of every kind) of, or incident to, the enforcement of any of the provisions of this Assignment or performance by Assignee of any obligation of Assignor hereunder which Assignor has failed or refused to perform. 10. Further Assurances. Assignor agrees that, from time to time upon the written request of Assignee, it will give, execute, deliver, file and/or record any financingstatements, notice, instrument, document, agreement or other papers and do such other acts and things that may be necessary and desirable to create, preserve, perfect or validate this Assignment, to enable Assignee to exercise and enforce its rights hereunder with respect to this Assignment or to otherwise carry out the purposes and intent of this Assignment. 11. No Obligation by Assiznee. By virtue of this Assignment, Assignee shall not be obligated to perform or discharge, nor does it hereby undertake to perform or discharge, any obligation, duty or liability under any of the Leases. This Assignment shall not operate to constitute Assignee as a lender in possession of the Property or to place responsibility for the control, care, management or repair of the Property upon Assignee, nor shall it operate to make Assignee responsible or liable for any waste committed on the Property by any tenant or other party in possession or for any dangerous or defective condition of the Property or for any negligence in the management, upkeep, repair or control thereof. 12. Miscellaneous. (a) No failure on the part of Assignee or any of its agents to exercise, and no course of dealing with respect to, and no delay in exercising, any right, power or remedy hereunder shall operate as a waiver thereof; nor shall any single or partial exercise by Assignee or any of its agents of any right, power or remedy hereunder preclude any other or further exercise thereof or the exercise of any other right, power or remedy. Subject to Section 16 hereof, the remedies herein are cumulative and are not exclusive of any remedies provided by law. (b) WITH RESPECT TO MATTERS RELATING TO THE CREATION, PERFECTION AND PROCEDURES RELATING TO THE ENFORCEMENT OF THIS ASSIGNMENT, THIS ASSIGNMENT SHALL BE GOVERNED BY, AND BE CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF WASHINGTON, WITHOUT REGARD TO CONFLICTS OF LAWS PRINCIPLES. (c) Subject to Section 16 hereof, all rights and remedies set forth in this Assignment are cumulative, and Assignee may recover judgment thereon, issue execution therefor, and resort to every other right or remedy available at law or in equity, without first exhausting and without affecting or impairing the security of any right or remedy afforded hereby; and no such right or remedy set forth in this Assignment shall be deemed exclusive of any of the remedies or rights granted to Assignee in any of the Loan Documents. Nothing contained in this Assignment shall be deemed to limit or restrict the rights and remedies of Assignee under the Loan Agreement or any of the other Loan Documents. (d) Until the indebtedness and all other obligations secured by the Loan Documents is paid in full, Assignor will, upon request, deliver from time to time to Assignee -4- 04. Assignment of Rents (4).docx 20150324000832.004 executed originals to the extent available, otherwise photocopies certified by Assignor as true, correct and complete, of executed originals, of any and all existing Leases to which Assignor is a party, and executed originals, or photocopies of executed originals, so certified by Assignor, if an executed original is not available, of all other and future Leases to which Assignor is a party, and upon request of Assignee, will specifically transfer and assign to Assignee such other and future Leases upon the same terms and conditions as herein contained. (e) Assignor represents that it: (i) has been advised that Assignee engages in the business of real estate financings and other real estate transactions and investments which may be viewed as adverse to or competitive with the business of Assignor or its affiliates; (ii) is represented by competent counsel and has consulted counsel before executing this Assignment; and (iii) has relied solely on its own judgment and on its counsel and advisors in entering into the transaction(s) contemplated hereby without relying in any manner on any statements, representations or recommendations of Assignee or any parent, subsidiary or affiliate of Assignee. 13. No Oral Change. This Assignment may not be amended except by an instrument in writing signed by Assignor and Assignee. 14. Successors and Assigns. Assignor may not assign its rights under this Assignment except as permitted under the Loan Agreement. Subject to the foregoing, this Assignment shall be binding upon, and shall inure to the benefit of, Assignor and Assignee and their respective successors and assigns. 15. Notices. All notices, requests and other communications provided for herein shall be given or made in writing in the manner specified in the Loan Agreement. 16. Exculpation. It is expressly agreed that recourse against Assignor for failure to perform and observe its obligations contained in this Assignment shall be limited as and to the extent provided in Section 3.1 of the Loan Agreement. [NO FURTHER TEXT ON THIS PAGE] -5- 04. Assignment of Rents (4).docx 20150324000832.005 20150324000832.006 IN WITNESS WHEREOF, this Assignment has been duly executed by Assignor as of the day and year first above written. ASSIGNOR: SEG 56T", LLC, a Washington limited liability company By: SEG 56T" Manager, LLC, a Delaware limited liability comptlny, its manage STATE OF COUNTY OF ��auk) SS:) _ On the E G day of l'ACIAAJA-- , in the year before me, the undersigned, personally appeared 0..Q.4A E personally known to me or proved to me on the basis of satisfactory avid/ nce to be the individual(s) whose name(s) is(are) subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their capacity, and that by his/her/their signature(s) on the instrument, the individual(s) or the person(s) upon behalf of which the individual(s) acted, executed the instrument. \ A Ak sib 044-tik NOTARY PUBLIC [Seal] Signature Page to Assignment of Leases and Rents 04 Assignment of Rents (3)docx EXHIBIT A Description of Property PARCEL A: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTHERLY LINE OF SAID SUBDIVISION WHICH IS 25 FEET EAST OF THE SOUTHWEST CORNER THEREOF; THENCE NORTH 330 FEET PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION TO THE SOUTHWEST CORNER OF LOT 10, BLOCK 3, JAMES CLARK'S GARDEN ADDITION TO THE CITY OF SEATTLE, ACCORDING TO THE PLAT THEREOF, RECORDED IN VOLUME 13 OF PLATS, PAGE 12, IN KING COUNTY, WASHINGTON; THENCE EAST 264 FEET ALONG THE SOUTH LINE OF SAID LOT 10; THENCE SOUTH 330 FEET, MORE OR LESS, PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION TO THE SOUTHERLY LINE THEREOF; THENCE WEST 264 FEET ALONG SAID SOUTHERLY LINE TO THE POINT OF BEGINNING. EXCEPT THE SOUTH 180 FEET THEREOF. EXCEPT THE NORTH 60 FEET AS MEASURED ALONG THE WEST LINE THEREOF. EXCEPT THE WEST 5 FEET OF THE REMAINDER THEREOF CONVEYED TO KING COUNTY FOR 37TH AVENUE SOUTH BY DEED RECORDED JUNE 2, 1972 UNDER RECORDING NO. 7206020386. PARCEL B: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING ON THE SOUTH LINE OF SAID SUBDIVISION AT A POINT 229.00 FEET EASTERLY OF THE SOUTHWEST CORNER THEREOF; THENCE NORTH 213'5T EAST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 20.00 FEET TO THE TRUE POINT OF BEGINNING: THENCE NORTH 213'57" EAST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 160.00 FEET; THENCE SOUTH 8735'33" EAST PARALLEL WITH THE SOUTH LINE OF SAID SUBDIVISION 60.00 FEET; THENCE SOUTH 213'57" WEST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 6.10 FEET; THENCE SOUTH 8633'03" EAST 261,03 FEET TO THE WESTERLY MARGIN OF STATE HIGHWAY NO. 1; THENCE SOUTH 2007'27" WEST ALONG SAID WESTERLY MARGIN 93.60 FEET; THENCE NORTH 8735'33" WEST PARALLEL WITH THE SOUTH LINE OF SAID Exhibit A — Page 1 04. Assignment of Rents (4).docx 20150324000832.007 SUBDIVISION 139.17 FEET; THENCE SOUTH 224'27" WEST 60.00 FEET; THENCE NORTH 8735'33" WEST 152.86 FEET TO THE TRUE POINT OF BEGINNING. ALSO BEGINNING AT THE INTERSECTION OF THE WESTERLY LINE OF STATE ROAD NO. 1 WITH THE NORTH LINE OF THE SOUTH 20.00 FEET OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SAID SECTION; THENCE WEST ALONG SAID NORTH LINE 120 FEET; THENCE NORTH AT RIGHT ANGLES THERETO 60 FEET; THENCE EAST PARALLEL TO SAID NORTH LINE TO THE WESTERLY MARGIN OF STATE ROAD NO. 1; THENCE SOUTHERLY ALONG SAID WESTERLY MARGIN TO THE POINT OF BEGINNING. EXCEPT THAT PORTION CONVEYED TO THE STATE OF WASHINGTON RECORDED DECEMBER 14,1995 UNDER RECORDING NO. 9512140574; AND EXCEPT THAT PORTION CONVEYED TO THE CITY OF TUKWILA BY INSTRUMENTS RECORDED MAY 1, 2006 UNDER RECORDING NOS. 20060501000630 AND 20060501000631. PARCEL C: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTH LINE OF SAID SUBDIVISION WHICH IS SOUTH 8735'33" EAST 289 FEET FROM THE SOUTHWEST CORNER THEREOF; THENCE NORTH 213'57" EAST PARALLEL TO THE WEST LINE OF SAID SUBDIVISION 173.90 FEET TO THE TRUE POINT OF BEGINNING OF THE TRACT HERE IN DESCRIBED; CONTINUING THENCE NORTH 213'57" EAST 105.40 FEET; THENCE SOUTH 8633'03" EAST 294.65 FEET TO THE WESTERLY MARGIN OF STATE HIGHWAY NO. 1; THENCE SOUTHERLY ALONG AN ARC OF A CURVE TO THE RIGHT WHOSE RADIUS IS 1,860 FEET, 25.11 FEET TO A POINT OF TANGENCY; THENCE SOUTH 2017'27" WEST ALONG SAID WESTERLY MARGIN OF STATE ROAD NO. 1, 84.84 FEET; THENCE NORTH 8633'03" WEST 261.03 FEET TO THE TRUE POINT OF BEGINNING. PARCEL D: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTH LINE OF SAID SUBDIVISION DISTANT SOUTH 8735'33" EAST 289 FEET FROM THE SOUTHWEST CORNER THEREOF; THENCE NORTH 213'57" EAST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 279.30 FEET TO THE TRUE POINT OF BEGINNING; THENCE CONTINUING NORTH 213'57" EAST 151.6 FEET, MORE OR LESS, TO THE NORTHEAST CORNER OF LOT 10, BLOCK 3, JAMES CLARK'S GARDEN ADDITION TO THE CITY OF SEATTLE, ACCORDING TO Exhibit A — Page 2 04. Assignment of Rcnts (4).docx 20150324000832.008 THE PLAT THEREOF, RECORDED 1N VOLUME 13 OF PLATS, PAGE 12, IN KING COUNTY, WASHINGTON; THENCE EASTERLY ALONG THE SOUTH LINE OF SAID BLOCK 3 TO THE WESTERLY MARGIN OF STATE HIGHWAY NO. 1; THENCE SOUTHWESTERLY ALONG SAID WESTERLY MARGIN TO A POINT WHICH BEARS SOUTH 8633'03" EAST 294.65 FEET FROM THE TRUE POINT OF BEGINNING; THENCE NORTH 8633'03" WEST 294.65 FEET TO THE TRUE POINT OF BEGINNING. PARCEL E: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHWEST CORNER OF LOT 10, BLOCK 3, JAMES CLARK'S GARDEN ADDITION TO THE CITY OF SEATTLE, ACCORDING TO THE PLAT THEREOF, RECORDED IN VOLUME 13 OF PLATS, PAGE 12, IN KING COUNTY, WASHINGTON; THENCE EASTERLY ALONG THE SOUTH LINE OF SAID LOT 10 A DISTANCE OF 264 FEET; THENCE SOUTHERLY PARALLEL WITH THE WEST LINE OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER 60 FEET; THENCE WESTERLY PARALLEL WITH SAID SOUTH LINE OF LOT 10 A DISTANCE OF 264 FEET; THENCE NORTHERLY PARALLEL WITH THE WEST LINE OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER 60 FEET TO THE POINT OF BEGINNING. EXCEPT THE WEST 5 FEET THEREOF CONVEYED TO KING COUNTY FOR 37TH AVENUE SOUTH BY DEED RECORDED UNDER RECORDING NUMBER 7206020386. Exhibit A — Page 3 04. Assignmem of Rena (4).docx 20150324000832.009 DOCUMENT PREPARED BY AND WHEN RECORDED, RETURN TO: ANDERSON, McCOY & ORTA, P.C. 100 North Broadway, Suite 2600 Oklahoma City, Oklahoma 73102 Telephone: 888-236-0007 DOCUMENT DATE: EFFECTIVE AS OF MAY 20, 2015 Electronically Recorded 20150706001676 SIMPLIFILE ADT Page 001 of 007 07/06/2015 04:56 Kling County, WA 20150706001676.001 86.00 DOCUMENT TITLE: ASSIGNMENT OF DEED OF TRUST, ASSIGNMENT OF LEASES AND RENTS AND SECURITY AGREEMENT BORROWER(S): SEG 56TH, LLC GRANTOR/ASSIGNOR: THE BANCORP BANK, A DELAWARE STATE -CHARTERED BANK, HAVING AN ADDRESS AT 712 FIFTH AVENUE, 11TH FLOOR, NEW YORK, NY 10019 GRANTEE/ASSIGNEE: WILMINGTON TRUST, NATIONAL ASSOCIATION, AS TRUSTEE, ON BEHALF OF THE REGISTERED HOLDERS OF CSAIL 2015-C2 COMMERCIAL MORTGAGE TRUST, COMMERCIAL MORTGAGE PASS -THROUGH CERTIFICATES, SERIES 2015-C2, HAVING AN ADDRESS AT 1100 NORTH MARKET STREET, WILMINGTON, DE 19890, PROPERTY DESCRIPTION: 1. PARCEL NUMBER(S): 152304-9011-00 2. ABBREVIATED LEGAL: PTN SEC 15 7WN 23N RGE 4E, SE QTR SW QTR SEE EXHIBIT A ATTACHED FOR COMPLETE LEGAL DESCRIPTION RECORDING NUMBER REFERENCE(S): # 20150324000831 Reference No.: 4507.009 Matter Name: Riverton Heights Shopping Center Pool: CSAIL 2015-C2 20150706001676.002 ASSIGNMENT OF DEED OF TRUST, ASSIGNMENT OF LEASES AND RENTS AND SECURITY AGREEMENT THE BANCORP BANK, a Delaware state -chartered bank (Assignor) SEG 56th LLC (Borrower) to WILMINGTON TRUST, NATIONAL ASSOCIATION, AS TRUSTEE, ON BEHALF OF THE REGISTERED HOLDERS OF CSAIL 2015-C2 COMMERCIAL MORTGAGE TRUST, COMMERCIAL MORTGAGE PASS -THROUGH CERTIFICATES, SERIES 2015-C2 (Assignee) Effective as of May 20, 2015 Parcel Number(s): 152304-9011-00 County of King State of Washington DOCUMENT PREPARED BY AND WHEN RECORDED, RETURN TO: ANDERSON, McCOY & ORTA, P.C. 100 North Broadway, Suite 2600 Oklahoma City, Oklahoma 73102 Telephone: 888-236-0007 20150706001676.003 ASSIGNMENT OF DEED OF TRUST, ASSIGNMENT OF LEASES AND RENTS AND SECURITY AGREEMENT As of the 20th day of May, 2015, THE BANCORP BANK, a Delaware state -chartered bank, having an address at 712 Fifth Avenue, 11th Floor, New York, NY 10019, ("Assignor"), as the holder of the instrument hereinafter described and for valuable consideration hereby endorses, assigns, sells, transfers and delivers to WILMINGTON TRUST, NATIONAL ASSOCIATION, AS TRUSTEE, ON BEHALF OF THE REGISTERED HOLDERS OF CSAIL 2015-C2 COMMERCIAL MORTGAGE TRUST, COMMERCIAL MORTGAGE PASS - THROUGH CERTIFICATES, SERIES 2015-C2, having an address at 1100 North Market Street, Wilmington, DE 19890, ("Assignee"), its successors, participants and assigns, without recourse or warranty, all right, title and interest of Assignor in and to that certain: DEED OF TRUST, ASSIGNMENT OF LEASES AND RENTS AND SECURITY AGREEMENT made by SEG 56TH, LLC, a Washington limited liability company to Assignor dated as of March 23, 2015 and recorded on March 24, 2015, as Document Number 20150324000831 in the Recorder's Office of King County, Washington (as the same has heretofore been amended, modified, restated, supplemented, renewed or extended), securing payment of note(s) of even date therewith,in the original principal amount of $5,595,000.00, and creating a first lien on the property described in Exhibit A attached hereto and by this reference made a part hereof. Together with any and all notes and obligations therein described, the debt and claims secured thereby and all sums of money due and to become due thereon, with interest provided for therein, and hereby irrevocably appoints Assignee hereunder its attorney to collect and receive such debt, and to foreclose, enforce and satisfy the foregoing the same as it might or could have done were these presents not executed, but at the cost and expense of Assignee. Together with any and all other liens, privileges, security interests, rights, entitlements, equities, claims and demands as to which Assignor hereunder possesses or to which Assignor is otherwise entitled as additional security for the payment of the notes and other obligations described herein. This Assignment shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns. [SIGNATURE(S) ON THE FOLLOWING PAGE] Reference No.: 4507.009 Matter Name: Riverton Heights Shopping Center Pool: CSAIL 2015-C2 20150706001676.004 4 y j IN WITNESS WHEREOF, the Assignor has caused this instrument to be executed this ? day of May, 2015. THE BANCORP BANK, a Delaware state -chartered bank / By Name: Timothy J Hallock Title: Managing Director STATE OF NEW YORK § COUNTY OF NEW YORK § On the) 0 day of May, 2015, before me, the undersigned, a Notary Public in and for said state, personally appeared Timothy J. Hallock, personally known to me or proved to me on the basis of satisfactory evidence to be the person whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his authorized capacity as Managing Director of The Bancorp Bank, a Delaware state -chartered bank and that by his signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument. WITNESS y hand and official seal. Signatulf�e: Public My Commission Expires: } Lk �J Z -7-� SOPHIA TZANNES Notary Pudic, Stara of NswYork No. Oi Z;9o1g17 OuaI :er fa Ours County Cur?ffic to F:I ec.� it r ,i �',: Coupty�, Cuniu:ii$iun c•::r::as July E7, 80 Reference No.: 4507.009 Matter Name: Riverton Heights Shopping Center Pool: CSAIL 2015-C2 20150706001676.005 EXHIBIT A LEGAL DESCRIPTION PARCEL A: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTHERLY LINE OF SAID SUBDIVISION WHICH IS 25 FEET EAST OF THE SOUTHWEST CORNER THEREOF; THENCE NORTH 330 FEET PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION TO THE SOUTHWEST CORNER. OF LOT 10, BLOCK 3, JrAMES CLARK'S GARDEN ADDITION TO THE CITY OF SEATTLE, ACCORDING TO THE PLAT THEREOF, RECORDED IN VOLUME 13 OF PLATS, PAGE 12, IN KING COUNTY, WASHINGTON; THENCE EAST 264 FEET ALONG THE SOUTH LINE OF SAID LOT 10; THENCE SOUTH 330 FEET, MORE OR LESS, PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION TO THE SOUTHERLY LINE THEREOF; THENCE WEST 264 FEET ALONG SAID SOUTHERLY LINE TO THE POINT OF BEGINNING. EXCEPT THE SOUTH 180 FEET THEREOF. EXCEPT THE NORTH 60 FEET AS MEASURED ALONG THE WEST LINE THEREOF. EXCEPT THE WEST 5 FEET OF THE REMAINDER THEREOF CONVEYED TO KING COUNTY FOR 37TH AVENUE SOUTH BY DEED RECORDED JUNE 2, 1972 UNDER RECORDING NO. 7206020386. PARCEL B: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING ON THE SOUTH LINE OF SAID SUBDIVISION AT A POINT 229.00 FEET EASTERLY OF THE SOUTHWEST CORNER THEREOF; THENCE NORTH 213'57" EAST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 20.00 FEET TO THE TRUE POINT OF BEGINNING: THENCE NORTH 213'57" EAST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 160.00 FEET; THENCE SOUTH 8735'33" EAST PARALLEL WITH THE SOUTH LINE OF SAID SUBDIVISION 60.00 FEET; THENCE SOUTH 213'57" WEST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 6.10 FEET; THENCE SOUTH 8633'03" EAST 261.03 FEET TO THE WESTERLY MARGIN OF STATE HIGHWAY NO. 1; THENCE SOUTH 2007'27" WEST ALONG SAID WESTERLY MARGIN Reference No.: 4507.009 Matter Name: Riverton Heights Shopping Center Pool: CSAIL 2015-C2 20150706001676.006 93.60 FEET; THENCE NORTH 8735'33" WEST PARALLEL WITH THE SOUTH LINE OF SAID SUBDIVISION 139.17 FEET; THENCE SOUTH 224'27" WEST 60.00 FEET; THENCE NORTH 8735'33" WEST 152.86 FEET TO THE TRUE POINT OF BEGINNING. ALSO BEGINNING AT THE INTERSECTION OF THE WESTERLY LINE OF STATE ROAD NO. 1 WITH THE NORTH LINE OF THE SOUTH 20.00 FEET OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SAID SECTION; THENCE WEST ALONG SAID NORTH LINE 120 FEET; THENCE NORTH AT RIGHT ANGLES THERETO 60 FEET; THENCE EAST PARALLEL TO SAID NORTH LINE TO THE WESTERLY MARGIN OF STATE ROAD NO. I; THENCE SOUTHERLY ALONG SAID WESTERLY MARGIN TO THE POINT OF BEGINNING. EXCEPT THAT PORTION CONVEYED TO THE STATE OF WASHINGTON RECORDED DECEMBER 14, 1995 UNDER RECORDING NO. 9512140574; AND EXCEPT THAT PORTION CONVEYED TO THE CITY OF TUKWILA BY INSTRUMENTS RECORDED MAY 1, 2006 UNDER RECORDING NOS. 20060501000630 AND 20060501000631. PARCEL C: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTH LINE OF SAID SUBDIVISION WHICH IS SOUTH 8735'33" EAST 289 FEET FROM THE SOUTHWEST CORNER THEREOF; THENCE NORTH 213'57" EAST PARALLEL TO THE WEST LINE OF SAID SUBDIVISION 173.90 FEET TO THE TRUE POINT OF BEGINNING OF THE TRACT HERE IN DESCRIBED; CONTINUING THENCE NORTH 213'S7" EAST 105.40 FEET; THENCE SOUTH 8633'03" EAST 294.65 FEET TO THE WESTERLY MARGIN OF STATE HIGHWAY NO. 1; THENCE SOUTHERLY ALONG AN ARC OF A CURVE TO THE RIGHT WHOSE RADIUS IS 1,860 FEET, 25.11 FEET TO A POINT OF TANGENCY; THENCE SOUTH 2017'27" WEST ALONG SAID WESTERLY MARGIN OF STATE ROAD NO. 1, 84.84 FEET; THENCE NORTH 8633'03" WEST 261.03 FEET TO THE TRUE POINT OF BEGINNING. PARCEL D: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTH LINE OF SAID SUBDIVISION DISTANT SOUTH 8735'33" EAST 289 FEET FROM THE SOUTHWEST CORNER THEREOF; THENCE NORTH 213'57" EAST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 279.30 FEET TO THE TRUE POINT OF BEGINNING; THENCE Reference No.: 4507.009 Matter Name: Riverton Heights Shopping Center Pool: CSAIL 2015-C2 20150706001676.007 CONTINUING NORTH 213'57" EAST 151.6 FEET, MORE OR LESS, TO THE NORTHEAST CORNER OF LOT 10, BLOCK 3, JAMES CLARK'S GARDEN ADDITION TO THE CITY OF SEATTLE, ACCORDING TO THE PLAT THEREOF, RECORDED IN VOLUME 13 OF PLATS, PAGE 12, IN KING COUNTY, WASHINGTON; THENCE EASTERLY ALONG THE SOUTH LINE OF SAID BLOCK 3 TO THE WESTERLY MARGIN OF STATE HIGHWAY NO. 1; THENCE SOUTHWESTERLY ALONG SAID WESTERLY MARGIN TO A POINT WHICH BEARS SOUTH 8633'03" EAST 294.55 FEET FROM THE TRUE POINT OF BEGINNING; THENCE NORTH 8633'03" WEST 294.65 FEET TO THE TRUE POINT OF BEGINNING. PARCEL. E: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHWEST CORNER OF LOT 10, BLOCK 3, JAMES CLARK'S GARDEN ADDITION TO THE CITY OF SEATTLE, ACCORDING TO THE PLAT THEREOF, RECORDED IN VOLUME 13 OF PLATS, PAGE 12, IN KING COUNTY, WASHINGTON; THENCE EASTERLY ALONG THE SOUTH LINE OF SAID LOT 10 A DISTANCE OF 264 FEET; THENCE SOUTHERLY PARALLEL WITH THE WEST LINE OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER 60 FEET; THENCE WESTERLY PARALLEL WITH SAID SOUTH LINE OF LOT 10 A DISTANCE OF 264 FEET; THENCE NORTHERLY PARALLEL WITH THE WEST LINE OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER 60 FEET TO THE POINT OF BEGINNING. EXCEPT THE WEST 5 FEET THEREOF CONVEYED TO KING COUNTY FOR 37TH AVENUE SOUTH BY DEED RECORDED UNDER RECORDING NUMBER 7206020386. Reference No.: 4507.009 Matter Name: Riverton Heights Shopping Center Pool: CSAIL 2015-C2 DOCUMENT PREPARED BY AND WHEN RECORDED, RETURN TO: ANDERSON, McCOY & ORTA, P.C. 100 North Broadway, Suite 2600 Oklahoma City, Oklahoma 73102 Telephone: 888-236-0007 DOCUMENT DATE: EFFECTIVE AS OF MAY 20, 2015 Electronically Recorded 20150706001676 SIMPLIFILE ADT Page 001 of 007 07/06/2015 04:56 King County, WA 20150706001676.001 86.00 DOCUMENT TITLE: ASSIGNMENT OF DEED OF TRUST, ASSIGNMENT OF LEASES AND RENTS AND SECURITY AGREEMENT BORROWER(S): SEG 56TH, LLC GRANTOR/ASSIGNOR: THE BANCORP BANK, A DELAWARE STATE -CHARTERED BANK, HAVING AN ADDRESS AT 712 FIFTH AVENUE, 11TH FLOOR, NEW YORK, NY 10019 GRANTEE/ASSIGNEE: WILMINGTON TRUST, NATIONAL ASSOCIATION, AS TRUSTEE, ON BEHALF OF THE REGISTERED HOLDERS OF CSAIL 2015-C2 COMMERCIAL MORTGAGE TRUST, COMMERCIAL MORTGAGE PASS -THROUGH CERTIFICATES, SERIES 2015-C2, HAVING AN ADDRESS AT 1100 NORTH MARKET STREET, WILMINGTON, DE 19890, PROPERTY DESCRIPTION: 1. PARCEL NUMBER(S): 152304-9011-00 2. ABBREVIATED LEGAL: PTN SEC 15 7WN 23N RGE 4E, SE QTR SW QTR SEE EXHIBIT A ATTACHED FOR COMPLETE LEGAL DESCRIPTION RECORDING NUMBER REFERENCE(S): # 20150324000831 Reference No.: 4507.009 Matter Name: Riverton Heights Shopping Center Poot: CSAIL 2015-C2 20150706001676.002 ASSIGNMENT OF DEED OF TRUST, ASSIGNMENT OF LEASES AND RENTS AND SECURITY AGREEMENT THE BANCORP BANK, a Delaware state -chartered bank (Assignor) SEG 5616 LLC (Borrower) to WILMINGTON TRUST, NATIONAL ASSOCIATION, AS TRUSTEE, ON BEHALF OF THE REGISTERED HOLDERS OF CSAIL 2015-C2 COMMERCIAL MORTGAGE TRUST, COMMERCIAL MORTGAGE PASS -THROUGH CERTIFICATES, SERIES 2015-C2 (Assignee) Effective as of May 20, 2015 Parcel Number(s): 152304-9011-00 County of King State of Washington DOCUMENT PREPARED BY AND WHEN RECORDED, RETURN TO: ANDERSON, McCOY & ORTA, P.C. 100 North Broadway, Suite 2600 Oklahoma City, Oklahoma 73102 Telephone: 888-236-0007 20150706001676.003 ASSIGNMENT OF DEED OF TRUST, ASSIGNMENT OF LEASES AND RENTS AND SECURITY AGREEMENT As of the 20th day of May, 2015, THE BANCORP BANK, a Delaware state -chartered bank, having an address at 712 Fifth Avenue, llth Floor, New York, NY 10019, ("Assignor"), as the holder of the instrument hereinafter described and for valuable consideration hereby endorses, assigns, sells, transfers and delivers to WILMINGTON TRUST, NATIONAL ASSOCIATION, AS TRUSTEE, ON BEHALF OF T.HE REGISTERED HOLDERS OF CSAIL 2015-C2 COMMERCIAL MORTGAGE TRUST, COMMERCIAL MORTGAGE PASS - THROUGH CERTIFICATES, SERIES 2015-C2, having an address at 1100 North Market Street, Wilmington, DE 19890, ("Assignee"), its successors, participants and assigns, without recourse or warranty, all right, title and interest of Assignor in and to that certain: DEED OF TRUST, ASSIGNMENT OF LEASES AND RENTS AND SECURITY AGREEMENT made by SEG 56TH, LLC, a Washington limited liability company to Assignor dated as of March 23, 2015 and recorded on March 24, 2015, as Document Number 20150324000831 in the Recorder's Office of King County, Washington (as the same has heretofore been amended, modified, restated, supplemented, renewed or extended), securing payment of note(s) of even date therewith, in the original principal amount of $5,595,000.00, and creating a first lien on the property described in Exhibit A attached hereto and by this reference made a part hereof. Together with any and all notes and obligations therein described, the debt and claims secured thereby and all sums of money due and to become due thereon, with interest provided for therein, and hereby irrevocably appoints Assignee hereunder its attorney to collect and receive such debt, and to foreclose, enforce and satisfy the foregoing the same as it might or could have done were these presents not executed, but at the cost and expense of Assignee. Together with any and all other liens, privileges, security interests, rights, entitlements, equities, claims and demands as to which Assignor hereunder possesses or to which Assignor is otherwise entitled as additional security for the payment of the notes and other obligations described herein. This Assignment shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns. [SIGNATURE(S) ON THE FOLLOWING PAGE] Reference No.: 4507.009 Mauer Name: Riverton Heights Shopping Center Pool: CSAIL 2015•C2 20150706001676.004 4 z LIIN WITNESS WHEREOF, the Assignor has caused this instrument to be executed this 1 day of May, 2015. THE BANCORP BANK, a Delaware state -chartered bank Name: Timothy f Hallock Title: Managing Director STATE OF NEW YORK § COUNTY OF NEW YORK § On the ) '`- day of May, 2015, before me, the undersigned, a Notary Public in and for said state, personally appeared Timothy J. Hallock, personally known to me or proved to me on the basis of satisfactory evidence to be the person whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his authorized capacity as Managing Director of The Bancorp Bank, a Delaware state -chartered bank and that by his signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument. WITNESS • yl hand and official seal. Signature: Public My Commission Expires: ) SOPHIA TZANNES Notary Puti.[, S;r:;L ni New York „0. (f Zti`:0 , 7 Oval; eci fa 0..:=.trs County Ca:?ifie; Se d>c; lfl rcs1 Y;; . vow] rty Cunru;_diun E;:p:as July 27, 20 t 7 Reference No.: 4507.009 Matter Name: Riverton Heights Shopping Center Pool: CSAIL 2015-C2 20150706001676.005 EXHIBIT A LEGAL DESCRIPTION PARCEL A: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTHERLY LINE OF SAID SUBDIVISION WHICH IS 25 FEET EAST OF THE SOUTHWEST CORNER THEREOF; THENCE NORTH 330 FEET PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION TO THE SOUTHWEST CORNER OF LOT 10, BLOCK 3, JAMES CLARK'S GARDEN ADDITION TO THE CITY OF SEATTLE, ACCORDING TO THE PLAT THEREOF, RECORDED IN VOLUME 13 OF PLATS, PAGE 12, IN KING COUNTY, WASHINGTON; THENCE EAST 264 FEET ALONG THE SOUTH LINE OF SAID LOT 10; THENCE SOUTH 330 FEET, MORE OR LESS, PARALLEL WITH THE WEST LINE OF SAD SUBDIVISION TO THE SOUTHERLY LINE THEREOF; THENCE WEST 264 FEET ALONG SAID SOUTHERLY LINE TO THE POINT OF BEGINNING. EXCEPT THE SOUTH 180 FEET THEREOF. EXCEPT THE NORTH 60 FEET AS MEASURED ALONG THE WEST LINE THEREOF. EXCEPT THE WEST 5 FEET OF THE REMAINDER THEREOF CONVEYED TO KING COUNTY FOR 37TH AVENUE SOUTH BY DEED RECORDED JUNE 2, 1972 UNDER RECORDING NO. 7206020386. PARCEL B: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING ON THE SOUTH LINE OF SAID SUBDIVISION AT A POINT 229.00 FEET EASTERLY OF THE SOUTHWEST CORNER THEREOF; THENCE NORTH 213'57" EAST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 20.00 FEET TO THE TRUE POINT OF BEGINNING: THENCE NORTH 213'57" EAST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 160.00 FEET; THENCE SOUTH 8735'33" EAST PARALLEL WITH THE SOUTH LINE OF SAID SUBDIVISION 60.00 FEET; THENCE SOUTH 213'57" WEST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 6.10 FEET; THENCE SOUTH 8633'03" EAST 261.03 FEET TO THE WESTERLY MARGIN OF STATE HIGHWAY NO. 1; THENCE SOUTH 2007'27" WEST ALONG SAID WESTERLY MARGIN Reference No.: 4507.009 Matter Name: Riverton Heights Shopping Center Pool: CSAIL 2015-C2 20150706001676.006 93.60 FEET; THENCE NORTH 8735'33" WEST PARALLEL WITH THE SOUTH LINE OF SAID SUBDIVISION 139.17 FEET; THENCE SOUTH 224'27" WEST 60.00 FEET; THENCE NORTH 8735'33" WEST 152.86 FEET TO THE TRUE POINT OF BEGINNING. ALSO BEGINNING AT THE INTERSECTION OF THE WESTERLY LINE OF STATE ROAD NO. 1 WITH THE NORTH LINE OF THE SOUTH 20.00 FEET OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SAID SECTION; THENCE WEST ALONG SAID NORTH LINE 120 FEET; THENCE NORTH AT RIGHT ANGLES THERETO 60 FEET; THENCE EAST PARALLEL TO SAID NORTH LINE TO THE WESTERLY MARGIN OF STATE ROAD NO. I; THENCE SOUTHERLY ALONG SAID WESTERLY MARGIN TO THE POINT OF BEGINNING. EXCEPT THAT PORTION CONVEYED TO THE STATE OF WASHINGTON RECORDED DECEMBER 14, 1995 UNDER RECORDING NO. 9512140574; AND EXCEPT THAT PORTION CONVEYED TO THE CITY OF TUKWILA BY INSTRUMENTS RECORDED MAY 1, 2006 UNDER RECORDING NOS. 20060501000630 AND 20060501000631. PARCEL C: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTH LINE OF SAID SUBDIVISION WHICH IS SOUTH 8735'33" EAST 289 FEET FROM THE SOUTHWEST CORNER THEREOF; THENCE NORTH 213'57" EAST PARALLEL TO THE WEST LINE OF SAID SUBDIVISION 173.90 FEET TO THE TRUE POINT OF BEGINNING OF THE TRACT HERE IN DESCRIBED; CONTINUING THENCE NORTH 213'5r EAST 105.40 FEET; THENCE SOUTH 8633'03" EAST 294.65 FEET TO THE WESTERLY MARGIN OF STATE HIGHWAY NO. 1; THENCE SOUTHERLY ALONG AN ARC OF A CURVE TO THE RIGHT WHOSE RADIUS IS 1,860 FEET, 25.11 FEET TO A POINT OF TANGENCY; THENCE SOUTH 2017'27" WEST ALONG SAID WESTERLY MARGIN OF STATE ROAD NO. 1, 84.84 FEET; THENCE NORTH 8633'03" WEST 261.03 FEET TO THE TRUE POINT OF BEGINNING. PARCEL D: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTH LINE OF SAID SUBDIVISION DISTANT SOUTH 8735'33" EAST 289 FEET FROM THE SOUTHWEST CORNER THEREOF; THENCE NORTH 213'57" EAST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 279.30 FEET TO THE TRUE POINT OF BEGINNING; THENCE Reference No.: 4507.009 Matter Name: Riverton Heights Shopping Center Pool: CSAIL 2015-C2 20150706001676.007 CONTINUING NORTH 213'57" EAST 151.6 FEET, MORE OR LESS, TO THE NORTHEAST CORNER OF LOT 10, BLOCK 3, JAMES CLARK'S GARDEN ADDITION TO THE CITY OF SEATTLE, ACCORDING TO THE PLAT THEREOF, RECORDED IN VOLUME 13 OF PLATS, PAGE 12, IN KING COUNTY, WASHINGTON; THENCE EASTERLY ALONG THE SOUTH LINE OF SAID BLOCK 3 TO THE WESTERLY MARGIN OF STATE HIGHWAY NO. 1; THENCE SOUTHWESTERLY ALONG SAID WESTERLY MARGIN TO A POINT WHICH BEARS SOUTH 8633'03" EAST 294.65 FEET FROM THE TRUE POINT OF BEGINNING; THENCE NORTH 8633'03" WEST 294.65 FEET TO THE TRUE POINT OF BEGINNING. PARCEL E: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHWEST CORNER OF LOT 10, BLOCK 3, JAMES CLARK'S GARDEN ADDITION TO THE CITY OF SEATTLE, ACCORDING TO THE PLAT THEREOF, RECORDED IN VOLUME 13 OF PLATS, PAGE 12, IN KING COUNTY, WASHINGTON; THENCE EASTERLY ALONG THE SOUTH LINE OF SAID LOT 10 A DISTANCE OF 264 FEET; THENCE SOUTHERLY PARALLEL WITH THE WEST LINE OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER 60 FEET; THENCE WESTERLY PARALLEL WITH SAID SOUTH LINE OF LOT 10 A DISTANCE OF 264 FEET; THENCE NORTHERLY PARALLEL WITH THE WEST LINE OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER 60 FEET TO THE POINT OF BEGINNING. EXCEPT THE WEST 5 FEET THEREOF CONVEYED TO KING COUNTY FOR 37TH AVENUE SOUTH BY DEED RECORDED UNDER RECORDING NUMBER 7206020386. Reference No.: 4507.009 Matter Name: Riverton Heights Shopping Center Pool: CSAIL 2015-C2 20150324000832 THIS DOCUMENT PREPARED BY AND RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: Wachtel Missry LLP One Dag Hammarskjold Plaza 885 Second Avenue, 47th Floor New York, New York 10017 Attention: Robert Bourguignon 20150324000832.001 Electronically Recorded 20150324000832 SIMPLIFILE ASNR 80.00 Page 001 of 009 03/24/2015 11:56 King County, WA SEG S6TH, LLC (Assignor) to THE BANCORP BANK (Assignee) ASSIGNMENT OF LEASES AND RENTS Dated: As of March ? 2015 Property Location: 14427 Tukwila International Boulevard Tukwila, WA ?aL ',Arta ^M. /S 2304/- 9W/- oo Rye ahtsue i 6bre4tia ,Cam fYr 3 iS ifdp'23A/ y «. 04. Assignment of Rena (4).doex (a) The payment of the Rents to accrue under any Lease will not be waived, released, reduced, discounted or otherwise discharged or compromised by Assignor; (b) Assignor has not performed, and will not perform, any acts, and has not executed, and will not execute, any instrument that would prevent Assignee from exercising its rights under this Assignment; and (c) Assignor hereby authorizes and directs any tenant under any of the Leases and any successor to all or any part of the interests of any such tenant to pay directly to the Clearing Account, in accordance with the terms of the Loan Agreement, the Rents due and to become due under such tenant's Lease, and such authorization and direction shall be sufficient warrant to the tenant to make future payments of Rents directly to the Clearing Account in accordance with the terms of the Loan Agreement without the necessity for further consent by Assignor. 2. Assignment: Deferred Exercise of Rights. (a) As part of the consideration for the Debt, Assignor does hereby absolutely and unconditionally assign to Assignee all right, title and interest of Assignor in and to all present and future Leases and Rents, and this Assignment constitutes a present and absolute assignment and is intended to be unconditional and not as an assignment for additional security only. It is further intended that it not be necessary for Assignee to institute legal proceedings, absent any requirements off law or regulation to the contrary, to enforce the provisions hereof. Assignor hereby authorizes Assignee or its agents to collect the Rents; provided, however, that prior to an Event of Default, and subject at all times to the requirement that payments and deposits of Rents be made directly to the Clearing Account, Assignor shall have a revocable license, but limited as provided in this Assignment and in any of the other Loan Documents, to otherwise deal with, and enjoy the rights of the lessor under, the Leases. (b) Upon the occurrence and during the continuance of an Event of Default, and without the necessity of Assignee entering upon and taking and maintaining MI control of the Property in person, by agent or by court -appointed receiver, the license referred to in paragraph (a) above shall immediately be revoked and Assignee shall have the right at its option, to exercise all rights and remedies contained in the Loan Documents, or otherwise available at law or in equity. 3. )tents Held in Trust by Assignor. Rents held or received by Assignor shall be held or received by Assignor as trustee for the benefit of Assignee only and shall immediately be deposited directly to the Clearing Account in accordance with the terms of the Loan Agreement. 4. Effect on Rights Under Other Documents. Nothing contained in this Assignment and no act done or omitted by Assignee pursuant to the powers and rights granted it hereunder shall be deemed to be a waiver by Assignee of its rights and remedies under any of the other Loan Documents, and this Assignment is made and accepted without prejudice to any of the rights and remedies possessed by Assignee under the terms of the other Loan Documents. The rights of Assignee under the other Loan Documents may be exercised by Assignee either prior to, simultaneously with, or subsequent to any action taken by it hereunder. This Assignment is intended to be supplementary to and not in substitution for or in derogation of any assignment of rents or grant of a security interest contained in any of the other Loan Documents. -2- 04. Assignment of Rats (4)4ocx 20150324000832.002 S. Event of Default. Upon or at any time after the occurrence and during the continuance of an Event of Default, then in addition to and without limiting any of Assignee's rights and remedies hereunder and under the other Loan Documents and as otherwise available at law or in equity: (a) Assignee may, at its option, without waiving such Event of Default and without regard to the adequacy of the security for the Debt, either in person or by agent, without bringing any action or proceeding, or by a receiver appointed by a court, without taking possession of the Property in its own name, demand, sue for or otherwise collect and receive all Rents, including those past -due and unpaid, for application to the payment of the Debt in accordance with the terms of the Loan Documents, and Assignee may enter into, and to the extent that Assignor would have the right to do so, cancel, enforce or modify any Lease. The exercise by Assignee of the option granted it in this Section and the collection of the Rents and the application thereof as herein provided shall not be considered a waiver of any Event of Default. (b) Assignor hereby acknowledges and agrees that payment ofany item of Rent by a Person to Assignee as hereinabove provided shall constitute payment in full of such item of Rent by such Person, as fully and with the same effect as if it had been paid to Assignor. (c) Assignee in respect of the Leases and Rents shall have all of the rights and remedies of a secured party under the Uniform Commercial Code as in effect in the State in which such rights and remedies are asserted as described in Section 12(b) to the extent of such rights thereunder and additional rights and remedies to whicha secured party is entitled under the laws in effect in any jurisdiction where any rights and remedies hereunder may be asserted. 6. Application of Rents and Proceeds. After the occurrence and during the continuance of an Event of Default, Rents received or held by Assignor or Assignee shall be applied in accordance with the terms of the Loan Documents. 7. Attorney -in -Fact. Upon the occurrence and during the continuance ofany Event of Default, Assignor hereby appoints Assignee the attorney -in -fact of Assignor to take any action and execute any instruments that Assignor is obligated, or has covenanted and agreed under the Loan Agreement or the other Loan Documents to take or execute, which appointment as attorney -in -fact is irrevocable and coupled with an interest. Without limiting the generality of the foregoing provisions of this Section 7, upon the occurrence and during the continuance of an Event of Default, Assignor does hereby irrevocably appoint Assignee as its attorney -in -fact with full power, in the name and stead of Assignor to demand, collect, receive and give complete acquittance for any and all of the Rents now due or that may hereafter (become due, and at Assignee's discretion, to file any claim, to take any other action, to institute any proceeding or to make any settlement of any claim, either in its own name or in the name of Assignor or otherwise, which Assignee may deem necessary or desirable in order to collect and enforce the payment of Rents. 8. Termination. Assignee, by the acceptance of this Assignment, agrees that when all of the Debt shall have been paid in full, this Assignment shall terminate, and Assignee shall execute and deliver to Assignor, upon such termination such instruments of termination or re-assgnment and Uniform Commercial Code termination statements, all without recourse and without any representation or warranty whatsoever, as shall be reasonably requested by Assignor. -3- 04. Assignment of Rants (4).docx 20150324000832.003 9. Expenses. Assignor agrees to pay to Assignee all out-of-pocket expenses (including expenses for attorneys' fees and costs of every kind) of, or incident to, the enforcement of any of the provisions of this Assignment or performance by Assignee of any obligation of Assignor hereunder which Assignor has failed or refused to perform. 10. Further Assurances. Assignor agrees that, from time to time upon the written request of Assignee, it will give, execute, deliver, file and/or record any financing statements, notice, instrument, document, agreement or other papers and do such other acts and things that may be necessary and desirable to create, preserve, perfect or validate this Assignment, to enable Assignee to exercise and enforce its rights hereunder with respect to this Assignment or to otherwise carry out the purposes and intent of this Assignment. 11. No Obligation by Assignee. By virtue of this Assignment, Assignee shall not be obligated to perform or discharge, nor does it hereby undertake to perform or discharge, any obligation, duty or liability under any of the Leases. This Assignment shall not operate to constitute Assignee as a lender in possession of the Property or to place responsibility for the control, care, management or repair of the Property upon Assignee, nor shall it operate to make Assignee responsible or liable for any waste committed on the Property by any tenant or other party in possession or for any dangerous or defective condition of the Property or for any negligence in the management, upkeep, repair or control thereof. 12. Miscellaneous. (a) No failure on the part of Assignee or any of its agents to exercise, and no course of dealing with respect to, and no delay in exercising, any right, power or remedy hereunder shall operate as a waiver thereof; nor shall any single or partial exercise by Assignee or any of its agents of any right, power or remedy hereunder preclude any other or further exercise thereof or the exercise of any other right, power or remedy. Subject to Section 16 hereof, the remedies herein are cumulative and are not exclusive of any remedies provided by law. (b) WITH RESPECT TO MATTERS RELATING TO THE CREATION, PERFECTION AND PROCEDURES RELATING TO THE ENFORCEMENT OF THIS ASSIGNMENT, THIS ASSIGNMENT SHALL BE GOVERNED BY, AND BE CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF WASHINGTON, WITHOUT REGARD TO CONFLICTS OF LAWS PRINCIPLES. (c) Subject to Section 16 hereof, all rights and remedies set forth in this Assignment are cumulative, and Assignee may recover judgment thereon, issue execution therefor, and resort to every other right or remedy available at law or in equity, without first exhausting and without affecting or impairing the security of any right or remedy afforded hereby; and no such right or remedy set forth in this Assignment shall be deemed exclusive of any of the remedies or rights granted to Assignee in any of the Loan Documents. Nothing contained in this Assignment shall be deemed to limit or restrict the rights and remedies of Assignee under the Loan Agreement or any of the other Loan Documents. (d) Until the indebtedness and all other obligations secured by the Loan Documents is paid in full, Assignor will, upon request, deliver from time to time to Assignee -4- 00. Assignment of Rents (4).docx 20150324000832.004 executed originals to the extent available, otherwise photocopies certified by Assignor as true, correct and complete, of executed originals, of any and all existing Leases to which Assignor is a party, and executed originals, or photocopies of executed originals, so certified by Assignor, if an executed original is not available, of all other and future Leases to which Assignor is a party, and upon request of Assignee, will specifically transfer and assign to Assignee such other and future Leases upon the same terms and conditions as herein contained. (e) Assignor represents that it: (i) has been advised that Assignee engages in the business of real estate financings and other real estate transactions and investments which may be viewed as adverse to or competitive with the business of Assignor or its affiliates; (ii) is represented by competent counsel and has consulted counsel before executing this Assignment; and (iii) has relied solely on its own judgment and on its counsel and advisors in entering into the transaction(s) contemplated hereby without relying in any manner on any statements, representations or recommendations of Assignee or any parent, subsidiary or affiliate of Assignee. 13. No Oral Change. This Assignment may not be amended except by an instrument in writing signed by Assignor and Assignee. 14. Successors and Assigns. Assignor may not assign its rights under this Assignment except as permitted under the Loan Agreement. Subject to the foregoing, this Assignment shall be binding upon, and shall inure to the benefit of, Assignor and Assignee and their respective successors and assigns. 15. Notices. All notices, requests and other communications provided for herein shall be given or made in writing in the manner specified in the Loan Agreement. 16. JExculpatiop. It is expressly agreed that recourse against Assignor for failure to perform and observe its obligations contained in this Assignment shall be limited as and to the extent provided in Section 3.1 of the Loan Agreement. [NO FURTHER TEXT ON THIS PAGE] -5- 04. Assignment of Rents (4)docx 20150324000832.005 20150324000832.006 IN WITNESS WHEREOF, this Assignment has been duly executed by Assignor as of the day and year first above written. ASSIGNOR: SEG 56TH, LLC, a Washington limited liability company By: SEG 56TH Manager, LLC, a Delaware limited liability comp ny, its manage STATE OF l..al�(rt.1�.b►1�1'li,b� ) COUNTY OF ����giudiLSS: ) J%— On the r i day of 1.4M't , in the year 401 before me, the undersigned, personally appeared S@,9. E . A�a��Q�.r personally known to me or proved to me on the basis of satisfactory eviBen a to be the individual(s) whose name(s) is(are) subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their capacity, and that by his/her/their signature(s) on the instrument, the individual(s) or the person(s) upon behalf of which the individual(s) acted, executed the instrument. (\j_ilivv644J1,6 1lYikttA NOTARY PUBLIC [Seal] Signature Page to Assignment of Leases and Rents 04 Assignment of Rents (3).docx EXHIBIT A Description of Property PARCEL A: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTHERLY LINE OF SAID SUBDIVISION WHICH IS 25 FEET EAST OF THE SOUTHWEST CORNER THEREOF; THENCE NORTH 330 FEET PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION TO THE SOUTHWEST CORNER OF LOT 10, BLOCK 3, JAMES CLARK'S GARDEN ADDITION TO THE CITY OF SEATTLE, ACCORDING TO THE PLAT THEREOF, RECORDED IN VOLUME 13 OF PLATS, PAGE 12, IN KING COUNTY, WASHINGTON; THENCE EAST 264 FEET ALONG THE SOUTH LINE OF SAID LOT 10; THENCE ,SOUTH 330 FEET, MORE OR LESS, PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION TO THE SOUTHERLY LINE THEREOF; THENCE WEST 264 FEET ALONG SAID SOUTHERLY LINE TO THE POINT OF BEGINNING. EXCEPT THE SOUTH 180 FEET THEREOF. EXCEPT THE NORTH 60 FEET AS MEASURED ALONG THE WEST LINE THEREOF. EXCEPT THE WEST 5 FEET OF THE REMAINDER THEREOF CONVEYED TO KING COUNTY FOR 37TH AVENUE SOUTH BY DEED RECORDED JUNE 2, 1972 UNDER RECORDING NO. 7206020386. PARCEL B: THAT PORTION OF THE SOUTHEAST QUARTER. OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING ON THE SOUTH LINE OF SAID SUBDIVISION AT A POINT 229.00 FEET EASTERLY OF THE SOUTHWEST CORNER THEREOF; THENCE NORTH 213'57" EAST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 20.00 FEET TO THE TRUE POINT OF BEGINNING: THENCE NORTH 213'5T EAST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 160.00 FEET; THENCE SOUTH 8735'33" EAST PARALLEL WITH THE SOUTH LINE OF SAID SUBDIVISION 60.00 FEET; THENCE SOUTH 213'57" WEST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 6.10 FEET; THENCE SOUTH 8633'03" EAST 261.03 FEET TO THE WESTERLY MARGIN OF STATE HIGHWAY NO. 1; THENCE SOUTH 2007'27" WEST ALONG SAID WESTERLY MARGIN 93.60 FEET; THENCE NORTH 8735'33" WEST PARALLEL WITH THE SOUTH LINE OF SAID Exhibit A — Page 1 04. Assignment of Rents (4),doex 20150324000832.007 SUBDIVISION 139.17 FEET; THENCE SOUTH 224'27" WEST 60.00 FEET; THENCE NORTH 8735'33" WEST 152.86 FEET TO THE TRUE POINT OF BEGINNING. ALSO BEGINNING AT THE INTERSECTION OF THE WESTERLY LINE OF STATE ROAD NO. 1 WITH THE NORTH LINE OF THE SOUTH 20.00 FEET OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SAID SECTION; THENCE WEST ALONG SAID NORTH LINE 120 FEET; THENCE NORTH AT RIGHT ANGLES THERETO 60 FEET; THENCE EAST PARALLEL TO SAID NORTH LINE TO THE WESTERLY MARGIN OF STATE ROAD NO. 1; THENCE SOUTHERLY ALONG SAID WESTERLY MARGIN TO THE POINT OF BEGINNING. EXCEPT THAT PORTION CONVEYED TO THE STATE OF WASHINGTON RECORDED DECEMBER 14,1995 UNDER RECORDING NO. 9512140574; AND EXCEPT THAT PORTION CONVEYED TO THE CITY OF TUKWILA BY INSTRUMENTS RECORDED MAY 1, 2006 UNDER RECORDING NOS. 20060501000630 AND 20060501000631. PARCEL C: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTH LINE OF SAID SUBDIVISION WHICH IS SOUTH 8735'33" EAST 289 FEET FROM THE SOUTHWEST CORNER THEREOF; THENCE NORTH 213'57" EAST PARALLEL TO THE WEST LINE OF SAID SUBDIVISION 173.90 FEET TO THE TRUE POINT OF BEGINNING OF THE TRACT HERE IN DESCRIBED; CONTINUING THENCE NORTH 213'57" EAST 105.40 FEET; THENCE SOUTH 8633'03" EAST 294.65 FEET TO THE WESTERLY MARGIN OF STATE HIGHWAY NO. 1; THENCE SOUTHERLY ALONG AN ARC OF A CURVE TO THE RIGHT WHOSE RADIUS IS 1,860 FEET, 25.11 FEET TO A POINT OF TANGENCY; THENCE SOUTH 2017'27" WEST ALONG SAID WESTERLY MARGIN OF STATE ROAD NO. 1, 84.84 FEET; THENCE NORTH 8633'03" WEST 261.03 FEET TO THE TRUE POINT OF BEGINNING. PARCEL D: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTH LINE OF SAID SUBDIVISION DISTANT SOUTH 8735'33" EAST 289 FEET FROM THE SOUTHWEST CORNER THEREOF; THENCE NORTH 213'57" EAST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 279.30 FEET TO THE TRUE POINT OF BEGINNING; THENCE CONTINUING NORTH 213'57" EAST 151.6 FEET, MORE OR LESS, TO THE NORTHEAST CORNER OF LOT 10, BLOCK 3, JAMES CLARK'S GARDEN ADDITION TO THE CITY OF SEATTLE, ACCORDING TO Exhibit A — Page 2 04. Assignment of Rents (4).doot 20150324000832.008 THE PLAT THEREOF, RECORDED 1N VOLUME 13 OF PLATS, PAGE 12, IN KING COUNTY, WASHINGTON; THENCE EASTERLY ALONG THE SOUTH LINE OF SAID BLOCK 3 TO THE WESTERLY MARGIN OF STATE HIGHWAY NO. 1; THENCE SOUTHWESTERLY ALONG SAID WESTERLY MARGIN TO A POINT WHICH BEARS SOUTH 8633'03" EAST 294.65 FEET FROM THE TRUE POINT OF BEGINNING; THENCE NORTH 8633'03" WEST 294.65 FEET TO THE TRUE POINT OF BEGINNING. PARCEL E: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHWEST CORNER OF LOT 10, BLOCK 3, JAMES CLARK'S GARDEN ADDITION TO THE CITY OF SEATTLE, ACCORDING TO THE PLAT THEREOF, RECORDED IN VOLUME 13 OF PLATS, PAGE 12, IN KING COUNTY, WASHINGTON; THENCE EASTERLY ALONG THE SOUTH LINE OF SAID LOT 10 A DISTANCE OF 264 FEET; THENCE SOUTHERLY PARALLEL WITH THE WEST LINE OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER 60 FEET; THENCE WESTERLY PARALLEL WITH SAID SOUTH LINE OF LOT 10 A DISTANCE OF 264 FEET; THENCE NORTHERLY PARALLEL WITH THE WEST LINE OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER 60 FEET TO THE POINT OF BEGINNING. EXCEPT THE WEST 5 FEET THEREOF CONVEYED TO KING COUNTY FOR 37TH AVENUE SOUTH BY DEED RECORDED UNDER RECORDING NUMBER 7206020386. Exhibit A — Page, 3 04. Assignment or Rents (4).docx 20150324000832.009 Electronically Recorded 20150706001677 SIIMPLIFILE ASNR Page 001 of 007 07/06/2015 04:56 King County, WA DOCUMENT PREPARED BY AND WHEN RECORDED, RETURN TO: ANDERSON, McCOY & ORTA, P.C. 100 North Broadway, Suite 2600 Oklahoma City, Oklahoma 73102 Telephone: 888-236-0007 DOCUMENT DATE: EFFECTIVE AS OF MAY 20, 2015 DOCUMENT TITLE: ASSIGNMENT OF ASSIGNMENT OF LEASES AND RENTS BORROWER(S): SEG 56TH, LLC 20150706001677.001 78.00 GRANTOR/ASSIGNOR: THE BANCORP BANK, A DELAWARE STATE -CHARTERED BANK, HAVING AN ADDRESS AT 712 FIFTH AVENUE, 11TH FLOOR, NEW YORK, NY 10019 GRANTEE/ASSIGNEE: WILMINGTON TRUST, NATIONAL ASSOCIATION, AS TRUSTEE, ON BEHALF OF THE REGISTERED HOLDERS OF CSAIL 2015-C2 COMMERCIAL MORTGAGE TRUST, COMMERCIAL MORTGAGE PASS -THROUGH CERTIFICATES, SERIES 2015-C2, HAVING AN ADDRESS AT 1100 NORTH MARKET STREET, WILMINGTON, DE 19890, PROPERTY DESCRIPTION: 1. PARCEL NUMBER(S): 152304-9011-00 2. ABBREVIATED LEGAL: PTN SEC 15 7WN 23N RGE 4E, SE QTR SW QTR SEE EXHIBIT A ATTACHED FOR COMPLETE LEGAL DESCRIPTION RECORDING NUMBER REFERENCE(S): # 20150324000832 Reference No.: 4507.009 Matter Name: Riverton Heights Shopping Center Pool: CSAIL 2015-C2 20150706001677.002 ASSIGNMENT OF ASSIGNMENT OF LEASES AND RENTS THE BANCORP BANK, a Delaware state -chartered bank (Assignor) SEG 56' " LLC (Borrower) to WILMINGTON TRUST, NATIONAL ASSOCIATION, AS TRUSTEE, ON BEHALF OF THE REGISTERED HOLDERS OF CSAIL 2015-C2 COMMERCIAL MORTGAGE TRUST, COMMERCIAL MORTGAGE PASS -THROUGH CERTIFICATES, SERIES 2015-C2 (Assignee) Effective as of May 20, 2015 Parcel Number(s): 152304-9011-00 County of King State of Washington DOCUMENT PREPARED BY AND WHEN RECORDED, RETURN TO: ANDERSON, McCOY & ORTA, P.C. 100 North Broadway, Suite 2600 Oklahoma City, Oklahoma 73102 Telephone: 888-236-0007 20150706001677.003 ASSIGNMENT OF ASSIGNMENT OF LEASES AND RENTS As of the 20th day of May, 2015, THE BANCORP BANK, a Delaware state -chartered bank, having an address at 712 Fifth Avenue, llth Floor, New York, NY 10019, ("Assignor"), as the holder of the instrument hereinafter describedand for valuable consideration hereby endorses, assigns, sells, transfers and delivers to WILMINGTON TRUST, NATIONAL ASSOCIATION, AS TRUSTEE, ON BEHALF OF THE REGISTERED HOLDERS OF CSAIL 2015-C2 COMMERCIAL MORTGAGE TRUST, COMMERCIAL MORTGAGE PASS - THROUGH CERTIFICATES, SERIES 2015-C2, having an address at 1100 North Market Street, Wilmington, DE 19890, ("Assignee"), its successors, participants and assigns, without recourse or warranty, all right, title and interest of Assignor in and to that certain: ASSIGNMENT OF LEASES AND RENTS made by SEG 56TH, LLC, a Washington limited liability company to Assignor dated as of March 23, 2015 and recorded on March 24, 2015, as Document Number 20150324000832 in the Recorder's Office of King County, Washington (as the same has heretofore been amended, modified, restated, supplemented, renewed or extended), securing payment of note(s) of even date therewith, in the original principal amount of $5,595,000.00, and creating a first lien on the property described in Exhibit A attached hereto and by this reference made a part hereof. Together with any and all notes and obligations therein described, the debt and claims secured thereby and all sums of money due and to become due thereon, with interest provided for therein, and hereby irrevocably appoints Assignee hereunder its attorney to collect and receive such debt, and to foreclose, enforce and satisfy the foregoing the same as itmight or could have done were these presents not executed, but at the cost and expense of Assignee. Together with any and all other liens, privileges, security interests, rights, entitlements, equities, claims and demands as to which Assignor hereunder possesses or to which Assignor is otherwise entitled as additional security for the payment of the notes and other obligations described herein. This Assignment shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns. [SIGNATURE(S) ON THE FOLLOWING PAGE] Reference No.: 4507.009 Matter Name: Riverton Heights Shopping Center Pool: CSAIL 2015-C2 20150706001677.004 IN WITNESS WHEREOF, the Assignor has caused this instrument to be executed this fI--day ofMay, 2015. STATE OF NEW YORK COUNTY OF NEW YORK THE BANCORP BANK, a Delaware state -chartered bank By• /, ..... t, Name: Timothy J. Hallock Title: Managing Director . § On the / j day of May, 2015, before me, the undersigned, a Notary Public in and for said state, personally appeared Timothy J. Hallock, personally known to me or proved to me on the basis of satisfactory evidence to be the person whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his authorized capacity as Managing Director of The Bancorp Bank, a Delaware state -chartered bank and that by his signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument. WITNESS m; hand and official seal. Signatur Public My Co mission Expires: SOPH!A TZANNES Notary Futile, Stata of New York No. 01TZ4901917 Ouaiidied in Quz.s s County Certificate Fii•.0 ir. NCw York Coun Commission Expires July 27, 20 Reference No.: 4507.009 Mauer Name: Riverton Heights Shopping Center Pool: CSAIL 2015-C2 Z71 Z0/ --- 20150706001677.005 EXHIBIT A LEGAL DESCRIPTION PARCEL A: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTHERLY LINE OF SAID SUBDIVISION' WHICH IS 25 FEET EAST OF THE SOUTHWEST CORNER THEREOF; THENCE NORTH 330 FEET PARALLEL WIITH THE WEST LINE OF SAID SUBDIVISION TO THE SOUTHWEST CORNER OF LOT 10, BLOCK 3, JAMES CLARK'S GARDEN ADDITION TO THE CITY OF SEATTLE, ACCORDING TO THE PLAT THEREOF, RECORDED IN VOLUME 13 OF PLATS, PAGE 12, IN KING COUNTY, WASHINGTON; THENCE EAST 264 FEET ALONG THE SOUTH LINE OF SAID LOT 10; THENCE SOUTH 330 FEET, MORE OR LESS, PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION TO THE SOUTHERLY LINE THEREOF; THENCE WEST 264 FEET ALONG SAID SOUTHERLY LINE TO THE POINT OF BEGINNING. EXCEPT THE SOUTH 180 FEET THEREOF. EXCEPT THE NORTH 60 FEET AS MEASURED ALONG THE WEST LINE THEREOF. EXCEPT THE WEST 5 FEET OF THE REMAINDER THEREOF CONVEYED TO KING COUNTY FOR 37TH AVENUE SOUTH BY DEED RECORDED JUNE 2, 1972 UNDER RECORDING NO. 7206020386. PARCEL B: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING ON THE SOUTH LINE OF SAID SUBDIVISION AT A POINT 229.00 FEET EASTERLY OF THE SOUTHWEST CORNER THEREOF; THENCE NORTH 213'57" EAST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 20.00 FEET TO THE TRUE POINT OF BEGINNING: THENCE NORTH 213'57" EAST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 160.00 FEET; THENCE SOUTH 8735'33" EAST PARALLEL WITH THE SOUTH LINE OF SAID SUBDIVISION 60.00 FEET; THENCE SOUTH 2I3'57" WEST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 6.10 FEET; THENCE SOUTH 8633'03" EAST 261.03 FEET TO THE WESTERLY MARGIN OF STATE HIGHWAY NO. 1; THENCE SOUTH 2007'27" WEST ALONG SAID WESTERLY MARGIN Reference No.: 4507.009 Metter Name: Riverton Heights Shopping Center Pool: CSAIL 2015-C2 20150706001677.00E 93.60 FEET; THENCE NORTH 8735'33" WEST PARALLEL WITH THE SOUTH LINE OF SAID SUBDIVISION 139.17 FEET; THENCE SOUTH 224'27" WEST 60.00 FEET; THENCE NORTH 8735'33" WEST 152.86 FEET TO THE TRUE POINT OF BEGINNING. ALSO BEGINNING AT THE INTERSECTION OF THE WESTERLY LINE OF STATE ROAD NO. 1 WITH THE NORTH LINE OF THE SOUTH 20.00 FEET OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SAID SECTION; THENCE WEST ALONG SAID NORTH LINE 120 FEET; THENCE NORTH AT RIGHT ANGLES THERETO 60 FEET; THENCE EAST PARALLEL TO SAID NORTH LINE TO THE WESTERLY MARGIN OF STATE ROAD NO. l; THENCE SOUTHERLY ALONG SAID WESTERLY MARGIN TO THE POINT OF BEGINNING. EXCEPT THAT PORTION CONVEYED TO THE STATE OF WASHINGTON RECORDED DECEMBER 14, 1995 UNDER RECORDING NO. 9512140574; AND EXCEPT THAT PORTION CONVEYED TO THE CITY OF TUKWILA BY INSTRUMENTS RECORDED MAY 1, 2006 UNDER RECORDING NOS. 20060501000630 AND 20060501000631. PARCEL C: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTH LINE OF SAID SUBDIVISION WHICH IS SOUTH 8735'33" EAST 289 FEET FROM THE SOUTHWEST CORNER THEREOF; THENCE NORTH 213'57" EAST PARALLEL TO THE WEST LINE OF SAID SUBDIVISION 173.90 FEET TO THE TRUE POINT OF BEGINNING OF THE TRACT HERE IN DESCRIBED; CONTINUING THENCE NORTH 213'57" EAST 105.40 FEET; THENCE SOUTH 8633'03" EAST 294.65 FEET TO THE WESTERLY MARGIN OF STATE HIGHWAY NO. 1; THENCE SOUTHERLY ALONG AN ARC OF A CURVE TO THE RIGHT WHOSE RADIUS IS 1,860 FEET, 25.11 FEET TO A POINT OF TANGENCY; THENCE SOUTH 2017'27" WEST ALONG SAID WESTERLY MARGIN OF STATE ROAD NO. 1, 84.84 FEET; THENCE NORTH 8633'03" WEST 261.03 FEET TO THE TRUE POINT OF BEGINNING. PARCEL D: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTH LINE OF SAID SUBDIVISION DISTANT SOUTH 8735'33" EAST 289 FEET FROM THE SOUTHWEST CORNER THEREOF; THENCE NORTH 213'57" EAST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 279.30 FEET TO THE TRUE POINT OF BEGINNING; THENCE Reference No.: 4507.009 Matter Name: Riverton Heights Shopping Center Pool: CSAIL 2015-C2 20150706001677.007 CONTINUING NORTH 213'57" EAST 151.6 FEET, MORE OR LESS, TO THE NORTHEAST CORNER OF LOT 10, BLOCK 3, JAMES CLARK'S GARDEN ADDITION TO THE CITY OF SEATTLE, ACCORDING TO THE PLAT THEREOF, RECORDED IN VOLUME 13 OF PLATS, PAGE 12, IN KING COUNTY, WASHINGTON; THENCE EASTERLY ALONG THE SOUTH LINE OF SAID BLOCK 3 TO THE WESTERLY MARGIN OF STATE HIGHWAY NO. 1; THENCE SOUTHWESTERLY ALONG SAID WESTERLY MARGIN TO A POINT WHICH BEARS SOUTH 8633'03" EAST 294.65 FEET FROM THE TRUE POINT OF BEGINNING; THENCE NORTH 8633'03" WEST 294.65 FEET TO THE TRUE POINT OF BEGINNING. PARCEL E: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHWEST CORNER OF LOT 10, BLOCK 3, JAMES CLARK'S GARDEN ADDITION TO THE CITY OF SEATTLE, ACCORDING TO THE PLAT THEREOF, RECORDED IN VOLUME 13 OF PLATS, PAGE 12, IN KING COUNTY, WASHINGTON; THENCE EASTERLY ALONG THE SOUTH LINE OF SAID LOT 10 A DISTANCE OF 264 FEET; THENCE SOUTHERLY PARALLEL WITH THE WEST LINE OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER 60 FEET; THENCE WESTERLY PARALLEL WITH SAID SOUTH LINE OF LOT 10 A DISTANCE OF 264 FEET; THENCE NORTHERLY PARALLEL WITH THE WEST LINE OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER 60 FEET TO THE POINT OF BEGINNING. EXCEPT THE WEST 5 FEET THEREOF CONVEYED TO KING COUNTY FOR 37TH AVENUE SOUTH BY DEED RECORDED UNDER. RECORDING NUMBER 7206020386. Reference No.: 4507.009 Matter Name: Riverton Heights Shopping Center Pool: CSAIL 2015-C2 1ST AM AIa- 7,/q'3-1/0-( Electronically Recorded 20150324000833 UCC FINANCING STATEMENT FOLLOW INSTRUCTIONS A. NAME 6 PHONE OF CONTACT AT FILER (optional) B. E-MAIL CONTACT AT FILER (optional) C. SEND ACKNOWLEDGMENT TO: (Name and Address) EWACHTEL MISSRY LLP ONE DAG HAMMARSKJOLD PLAZA 385 SECOND AVENUE, 47TH FLOOR NEW YORK, NEW YORK 10017 LATTENTION: ROBERT BOURGUIGNON J SIMPLIFILE UCC Page 001 of 007 03/24/2015 11:56 King County, WA 20150324000833.001 78.00 THE ABOVE SPACE IS FOR FIUNG OFFICE USE ONLY 1, DEBTOR'S NAME: Praise onty gos Debar ores (1a or Ib) (yn ncs*L Ira; do not ant moral, « of te abbreviate any part a Debtors name); if sny Pan of Me IndMdual Debtors rn ee WI nal M In ins 1b, leave ail of Item 1 blank Beds here ❑end provide the Incividmi Debar information M Neon 10 of On Flnandnp Statement Addendum (Form 11CC1Ad) OR 1a. ORGANIZATION'S NAME SEG 56TH, LLC tb. INDIVIDUALS SURNAME FIRST PERSONAL NAME ADDITIONALNAME(SIONITIAI.(S) SUFFIX to MAILING ADDRESS 845 106TH AVENUE, NE, #100 CITY BELLEVUE STATE WA POSTAL CODE 98004 COUNTRY USA 2. DEBTOR'S NAME: Mevfda oniT QM Debtor mama (2a or 2b) One exam, ter name: do not omit, mosey. or abbreviate any pan of the Debtors none): If env parte. the tndMNdutl Debtors none MI not et in fro 2b, leave ell of Sem 2 Mink Nees here 0 and provide the IndlvlduM Debar information In heel 10 of the Flnandnp Statement Addendum (Form UCC1Ad) OR 2e. ORGANIZATION'S NAME 2b. INDIVIDUALS SURNAME FIRST PERSONAL NAME 2a MAILING ADDRESS CITY ADDITIONAL NAMEIS)ANITIAL(S) SUFFIX STATE POSTAL CODE COUNTRY 3. SECURED PARTY'S NAME (or NAME ntASSIGNEE of ASSIGNOR SECURED PARTY): Provide only ism Severed Party name (3a Of 3b 3s. ORGANIZATIONS NAME THE BANCORP BANK 3b. INDMDUAL'S SURNAME FIRST PERSONAL NAME ADDITIONAL NAME(SMNITIAL(S) SUFFIX 3o. MMUNG AGGRESS 712 FIFTH AVENUE, 8TH FLOOR CITY NEW YORK STATE NY POSTAL CODE 10019 COUNTRY USA 4. COLLATERAL: TNs Anandna statesmen Coven the fallowing cdleleral: - SEE EXHIBIT "A" ATTACHED HERETO. iAt Ptrce/ Ala. /S23 OC / - «O// 0O 466rt. 14;4' 4 4 :eve S.z /,s- le09 ,.dN 4e 4/ .7,, S a- Ole s.11 Vri 5. Cheek ait If eppsesble and meek Mg one boa: Coburs1 is ease in a Tnwt (lee UCC1Ad, Item 17 and nstnw5Cns) beep admlr5Mered by a Decedent's Persona) Representative 6a. Cheek mg( if appleable and deok oak one box: eb. Cheek oh if 'pelisse* ere Mock amc doe box 0 Public -Mona Tnneacaon O Manufactured -Home Treneaeion O A Debtor Is a Transmllt ng Utility Apiculture! LMn Non-UCC Fine 7. ALTERNATIVE DESIGNATION (If epeene i.) ❑ LOsaelesaor Ej ConsianeeConsipar ❑ Sabflbuyer Baee&Baiar Uommert.kensor IL OPTIONAL FILER REFERENCE DATA: TO BE RECORDED I NTHE LAND RECORDS OF KING COUNTY, WA FILING OFFICE COPY -- UCC FINANCING STATEMENT (Form UCCI) (Rev. 04/2011t) International Association of Commercial Administrators (MCA) UCC FINANCING STATEMENT ADDENDUM FOLLOW INSTRUCTIONS 9. NAME because OR OF FIRST DEBTOR Same as (ns 15 or Ib on Financing StaNm*rn Nara lbws Oen Wank Individual Debtor name dld not fit, check ban Va. ORGANIZATIONS NAME SEG 56TH, LLC 9e. INDIVIDUAL'S SURNAME FIRST PERSONAL NAME ADDITIONAL NAME(SNINITIAL(S) SUFFU( 10. DEBTORS NAME: Provide (toe or 100) eMr obi additional Debtor rune or Debtor name that aid not at in do net emit, modify. or abbredste any part of de Debtor's name) and *Mir 1M maerg address In line 10c 20150324000833.002 THE ABOVE SPACE 1S FOR FLUNG OFFICE USE ONLY One 10 or 20 aN ere Financing Statement (Farm UCCI) (use exact, hi name; 10a. ORGANIZATION'S NAME OR 100. INDMDUAL'S SURNAME INDIVIDUALSS FIRST PERSONAL NAME INDIVIDUALSS ADCITIONAL NAME(S)ANITIAL(S) SUFFIX 10c, MAILING ADDRESS CITY STATE POSTAL COOE COUNTRY 11. ADDITIONAL. SECURED PART rS NAME 9t ❑ ASSIGNOR SECURED PARTY'S NAME: Prolde ony 211 name (11a or 11b) OR 11a. ORGANIZATIONS NAME 11b. INDIVIDUALS SURNAME FIRST PERSONAL NAME ADDITIONAL NAME(S)INITIAL(S) SUFFIX 11c. MMUNGADDRESS CITY STATE POSTAL CODE COUNTRY 12. ADDITIONAL SPACE FOR ITEM 4 (Cdeleraq: 13. a TMa FINANCING STATEMENT is to be Ned For record) (or recorded) in the REAL ESTATE RECORDS (e appacabM) 15. Name and address of a RECORD OWNER c real *Mate described M ilm 18 I'd Debtor does n01 have a no01d imenat): 14. Ibis FINANCING STATEMENT: ❑ corms timber to be cut a coven wextracted ooll5Nrel ® is Mod as a future Ring 16. minnow 01 rear'MOM: SEE SCHEDULE A ATTACHED HERETO. 17. MISCELLANEOUS: TO BE RECORDED I NTHE LAND RECORDS OF KING COUNTY, WA Intern al Association of Commercial Administrators (1ACAS FIUNG OFFICE COPY — UCC FINANCING STATEMENT ADDENDUM (Form UCCIM) (Rev. 04420111) EXHIBIT "A" attached to UCC-1 Financing Statement SEG 56TH, LLC, as Debtor, and THE BANCORP BANK, as Secured Party All of Debtor's right„ title, and interest in and to the land described on Schedule A (the "Premises"), and the buildings, structures, fixtures and other improvements now or hereafter located thereon (the "Improvements"), TOGETHER WITH: all right, title, interest and estate of Debtor now owned, or hereafter acquired, in and to the following property, rights, interests and estates (the Premises, the Improvements, and the property, rights, interests and estates hereinafter described are collectively referred to herein as the "Trust Property"): a) all easements, rights -of -way, strips and gores of land, streets, ways, alleys, passages, sewer rights, water, water courses, water rights and powers, air rights and development rights, rights to oil, gas, minerals, coal and other substances of any kind or character, and all estates, rights, titles, interests, privileges, liberties, tenements, hereditaments and appurtenances of any nature whatsoever, in any way belonging, relating or pertaining to the Premises and the Improvements; and the reversion and reversions, remainder and remainders, and all land lying in the bed of any street, road, highway, alley or avenue, opened, vacated or proposed, in front of or adjoining the Premises, to the center line thereof; and all the estates, rights, titles, interests, dower and rights of dower, curtesy and rights of curtesy, property, possession, claim and :demand whatsoever, both at law and in equity, of Debtor of, in and to the Premises and the Improvements and every part and parcel thereof, with the appurtenances thereto; b) all machinery, furniture, furnishings, equipment, computer software and hardware, fixtures (including all heating, air conditioning, plumbing, lighting, communications and elevator fixtures), inventory, materials, supplies and other articles of personal property and accessions thereof, renewals and replacements thereof and substitutions therefor, and other property of every kind and nature, tangible or intangible, owned by Debtor, or in which Debtor has or shall have an interest, now or hereafter located upon the Premises or the Improvements, or appurtenant thereto, and usable in connection with the present or future operation and occupancy of the Premises and the Improvements (hereinafter collectively referred to as the "Equipment"), including any leases of, deposits in connection with, and proceeds of any sale or transfer of any of the foregoing, and the right, title and interest of Debtor in and to any of the Equipment that may be subject to any "security interest" as defined in the Uniform Commercial Code, as in effect in the State where the Trust Property is located (the "UCC"), superior in lien to the lien of this Mortgage; c) all awards or payments, including interest thereon, that may heretofore or hereafter be made with respect to the Premises or the Improvements, whether from the exercise of the right of eminent domain or condemnation (including any transfer made in lieu of or in anticipation of the exercise of such right), or for a change of grade, or for any other injury to or decrease in the value of the Premises or Improvements; d) all leases, subleases and other agreements or arrangements heretofore or hereafter entered into affecting the use, enjoyment or occupancy of, or the conduct of any activity upon or Exhibit A — Page 1 I2.xx. UCC-I Financing Statement Exhibit 20150324000833.003 in, the Premises or the Improvements, including any extensions, renewals, modifications or amendments thereof (hereinafter collectively referred to as the "Leases") and all rents, rent equivalents, moneys payable as damages (including payments by reason of the rejection of a Lease in a Bankruptcy Proceeding or in lieu of rent or rent equivalents), royalties (including all oil and gas or other mineral royalties and bonuses), income, fees, receivables, receipts, revenues, deposits (including security, utility and other deposits), accounts, cash, issues, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Debtor or its agents or employees from any and all sources arising from or attributable to the Premises and the Improvements, including all receivables, customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of the sale, lease, sublease, license, concession or other grant of the right of the use and occupancy of the Premises or the Improvements, or rendering of services by Debtor or any of its agents or employees, and proceeds, if any, from business interruption or other loss of income insurance (hereinafter collectively referred to as the "Rents"), together with all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt; e) all proceeds of and any unearned premiums on any insurance policies covering the Trust Property, including, without limitation, the right to receive and apply the proceeds of any insurance, judgments, or settlements made in lieu thereof, for damage to the Trust Property; f) the right, in the name and on behalf of Debtor, to appear in and defend any action or proceeding brought with respect to the Trust Property and to commence any action or proceeding to protect the interest of Secured Party in the Trust Property; g) all accounts (including reserve accounts), escrows, documents, instruments, chattel paper, claims, deposits and general intangibles, as the foregoing terms are defined in the UCC, and all franchises, trade names, trademarks, symbols, service marks, books, records, plans, specifications, designs, drawings, surveys, title insurance policies, permits, consents, licenses, management agreements, contract rights (including any contract with any architect or engineer or with any other provider of goods or services for or in connection with any construction, repair or other work upon the Trust Property), approvals, actions, refunds of real estate taxes and assessments (and any other governmental impositions related to the Trust Property) and causes of action that now or hereafter relate to, are derived from or are used in connection with the Trust Property, or the use, operation, maintenance, occupancy or enjoyment thereof or the conduct of any business or activities thereon (hereinafter collectively referred to as the "Intangibles"); and h) all proceeds, products, offspring, rents and profits from any of the foregoing, including those from sale, exchange, transfer, collection, loss, damage, disposition, substitution or replacement of any of the foregoing. Exhibit A — Page 2 12.xx. UCC-1 Financing Statement Exhibit 20150324000833.004 SCHEDULE A attached to UCC-1 Financing Statement SEG 56T", LLC, as Debtor, and THE BANCORP BANK, as Secured Party Legal Description PARCEL A: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTHERLY LINE OF SAID SUBDIVISION WHICH IS 25 FEET EAST OF THE SOUTHWEST CORNER THEREOF; THENCE NORTH 330 FEET PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION TO THE SOUTHWEST CORNER OF LOT 10, BLOCK 3, JAMES CLARK'S GARDEN ADDITION TO THE CITY OF SEATTLE, ACCORDING TO THE PLAT THEREOF, RECORDED IN VOLUME 13 OF PLATS, PAGE 12, IN KING COUNTY, WASHINGTON; THENCE EAST 264 FEET ALONG THE SOUTH LINE OF SAID LOT 10; THENCE SOUTH 330 FEET, MORE OR LESS, PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION TO THE SOUTHERLY LINE THEREOF; THENCE WEST 264 FEET ALONG SAID SOUTHERLY LINE TO THE POINT OF BEGINNING. EXCEPT THE SOUTH 180 FEET THEREOF. EXCEPT THE NORTH 60 FEET AS MEASURED ALONG THE WEST LINE THEREOF. EXCEPT THE WEST 5 FEET OF THE REMAINDER THEREOF CONVEYED TO KING COUNTY FOR 37TH AVENUE SOUTH BY DEED RECORDED JUNE 2, 1972 UNDER RECORDING NO. 7206020386. PARCEL B: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING ON THE SOUTH LINE OF SAID SUBDIVISION AT A POINT 229.00 FEET EASTERLY OF THE SOUTHWEST CORNER THEREOF; THENCE NORTH 213'57" EAST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 20.00 FEET TO THE TRUE POINT OF BEGINNING: THENCE NORTH 213'57" EAST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 160.00 FEET; THENCE SOUTH 8735'33" EAST PARALLEL WITH THE SOUTH LINE OF SAID SUBDIVISION 60.00 FEET; THENCE SOUTH 213'57" WEST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 6.10 FEET; THENCE SOUTH 8633'03" EAST 261.03 FEET TO THE WESTERLY MARGIN OF STATE HIGHWAY NO. 1; THENCE SOUTH 2007'27" WEST ALONG SAID WESTERLY MARGIN Schedule A — Page 1 I2.xx. uCC-I Financing statement Exhibit 20150324000833.005 93.60 FEET; THENCE NORTH 8735'33" WEST PARALLEL WITH THE SOUTH LINE OF SAID SUBDIVISION 139.17 FEET; THENCE SOUTH 224'27" WEST 60.00 FEET; THENCE NORTH 8735'33" WEST 152.86 FEET TO THE TRUE POINT OF BEGINNING. ALSO BEGINNING AT THE INTERSECTION OF THE WESTERLY LINE OF STATE ROAD NO. 1 WITH THE NORTH LINE OF THE SOUTH 20.00 FEET OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SAID SECTION; THENCE WEST ALONG SAID NORTH LINE 120 FEET; THENCE NORTH AT RIGHT ANGLES THERETO 60 FEET; THENCE EAST PARALLEL TO SAID NORTH LINE TO THE WESTERLY MARGIN OF STATE ROAD NO. 1; THENCE SOUTHERLY ALONG SAID WESTERLY MARGIN TO THE POINT OF BEGINNING. EXCEPT THAT PORTION CONVEYED TO THE STATE OF WASHINGTON RECORDED DECEMBER 14, 1995 UNDER RECORDING NO. 9512140574; AND EXCEPT THAT PORTION CONVEYED TO THE CITY OF TUKWILA BY INSTRUMENTS RECORDED MAY 1, 2006 UNDER RECORDING NOS. 20060501000630 AND 20060501000631. PARCEL C: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTH LINE OF SAID SUBDIVISION WHICH IS SOUTH 8735'33" EAST 289 FEET FROM THE SOUTHWEST CORNER THEREOF; THENCE NORTH 213'57" EAST PARALLEL TO THE WEST LINE OF SAID SUBDIVISION 173.90 FEET TO THE TRUE POINT OF BEGINNING OF THE TRACT HERE IN DESCRIBED; CONTINUING THENCE NORTH 213'57" EAST 105.40 FEET; THENCE SOUTH 8633'03" EAST 294.65 FEET TO THE WESTERLY MARGIN OF STATE HIGHWAY NO. 1; THENCE SOUTHERLY ALONG AN ARC OF A CURVE TO THE RIGHT WHOSE RADIUS IS 1,860 FEET, 25.11 FEET TO A POINT OF TANGENCY; THENCE SOUTH 2017'27" WEST ALONG SAID WESTERLY MARGIN OF STATE ROAD NO. 1, 84.84 FEET; THENCE NORTH 8633'03" WEST 261.03 FEET TO THE TRUE POINT OF BEGINNING. PARCEL D: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTH LINE OF SAID SUBDIVISION DISTANT SOUTH 8735'33" EAST 289 FEET FROM THE SOUTHWEST CORNER THEREOF; THENCE NORTH 213'57" EAST PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION 279.30 FEET TO THE TRUE POINT OF BEGINNING; THENCE Schedule A — Page 2 12.xx. UCC-1 Financing Statcmcnt Exhibit 20150324000833.006 CONTINUING NORTH 213'57" EAST 151.6 FEET, MORE OR LESS, TO THE NORTHEAST CORNER OF LOT 10, BLOCK 3, JAMES CLARK'S GARDEN ADDITION TO THE CITY OF SEATTLE, ACCORDING TO THE PLAT THEREOF, RECORDED IN VOLUME 13 OF PLATS, PAGE 12, IN KING COUNTY, WASHINGTON; THENCE EASTERLY ALONG THE SOUTH LINE OF SAID BLOCK 3 TO THE WESTERLY MARGIN OF STATE HIGHWAY NO. 1; THENCE SOUTHWESTERLY ALONG SAID WESTERLY MARGIN TO A POINT WHICH BEARS SOUTH 8633'03" EAST 294.65 FEET FROM THE TRUE POINT OF BEGINNING; THENCE NORTH 8633'03" WEST 294.65 FEET TO THE TRUE POINT OF BEGINNING. PARCEL E: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHWEST CORNER OF LOT 10, BLOCK 3, JAMES CLARK'S GARDEN ADDITION TO THE CITY OF SEATTLE, ACCORDING TO THE PLAT THEREOF, RECORDED IN VOLUME 13 OF PLATS, PAGE 12, IN KING COUNTY, WASHINGTON; THENCE EASTERLY ALONG THE SOUTH LINE OF SAID LOT 10 A DISTANCE OF 264 FEET; THENCE SOUTHERLY PARALLEL WITH THE WEST LINE OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER 60 FEET; THENCE WESTERLY PARALLEL WITH SAID SOUTH LINE OF LOT 10 A DISTANCE OF 264 FEET; THENCE NORTHERLY PARALLEL WITH THE WEST LINE OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER 60 FEET TO THE POIINT OF BEGINNING. EXCEPT THE WEST 5 FEET THEREOF CONVEYED TO KING COUNTY FOR 3TTH AVENUE SOUTH BY DEED RECORDED UNDER RECORDING NUMBER 7206020386. Schedule A — Page 3 12.xx. UCC-1 Financing Statement Exhibit 20150324000833.007 UCC FINANCING STATEMENT AMENDMENT FOLLOW INSTRUCTIONS Electronically Recorded 20150706001678 SIMPLIFILE UCCA Page 001 of 002 07/06/2015 (14:56 King County, WA A. NAME & PHONE OF CONTACT AT FILER 'optional) Vanessa A. Orta 405-236-0003 0. E-MAIL CONTACT AT FILER (optional) C. SEND ACKNOWLEDGMENT TO: (Name and Address) I Anderson, McCoy & Orta PC 100 North Broadway, Suite 2600 Oklahoma City, OK 73102 L J THE ABOVE SPACE IS FOR FIUIG OFFICE USE ONLY 20150706001678.001 73.00 la. MITIA1. FINANCING STATEMENT FILE WIRER 20150324000833 filed 3/24/15 2. a b.QTms FINANCING STATEMENT AMENDMENT Is robe Dad )lor record( (a recorded) In the REAL ESTATE RECORDS Fier: amtDAnw,0TwsAdanam (Fara UCCZA4) sisroade Cedars naae n rem 13 TERMINATION: Effectiveness of Me Financing statement Identified above is tenNraed over, reopen to ay neewny Inierest(s) of Secured Party authorising cis Termination Slatemam 3. Q AS SIGNM ENT6Ry pretiN)r Provide none of AsayFloe n Item 7a or 7b. IDd addteas or Assignee a Item 7c r94 name of Assignor it Item 9 For partial assignment, complMe hems 7 Mtl 9 fled oleo indiums elected 0Ohaael m item s 4 ['CONTINUATION: Effectiveness of the Financing Setometh identified above with respect la the seo,ey i terostls) el Secured Parry auMarioig this Continuation Statement continued lot ma additional period provided Iby appacsbet late 5. ❑ PARTY INFORMATION CHANGE: Check ohs of Rem two ho.u' 011Sa Cheat 90d of these flora bows to. Thisa ammo, Mims ❑Debtor at ❑Scored Patty of temrd n an00 aag00nI7 ur 7b g eami0 t or mCie item ❑ gob* d8NW In Dame' Fie 6b 6 CURRENT RECORD INFORMATION: Compete *Party Mlormaten temp • pmvlde only 991 rate 11a or eb) R 6a. ORGANIZATION'S NAME 60 INDIVIDUAL SURNAME FIRSTPERSONAL NAME A007T10NAL NAME(SHppTIAL(S1 SUFFIX 7. CHANGED OR ADDED INFORMATION: Carmelo M oko es or ?any 0Nanaem Chop • 1,wda mega stet Da a 71)N1. cal *Meede not cm 0o04. Or NMAn0 enl aen0IM Dlda a n00el R 7a. ORGANIZATIONS NAME WILMINGTON TRUST, NATIONAL ASSOCIATION, AS TRUSTEE; 7b. INDN9UAL'S SURNAME INDIvIDUALS FIRST PERSONAL NAME INDIVOUAL'S ADORIONAL NAMEt$),1NI UAL{S) 7c. AILING ADDRESS SUFFIX 1100 North Market Street Inv Wilmington STATE POSTAL CODE COUNTRY DE 19890 USA 9. ❑ COLLATERAL CHANGE: deg check go of Mae lout boxes: ❑ ADD manna ❑ DELETE coolant! 0 RESTATE coveted masers) Q ASSION commie n6CAy mallet* ON BEHALF OF THE REGISTERED HOLDERS OF CSAIL 2015-C2 COMMERCIAL MORTGAGE TRUST, COMMERCIAL MORTGAGE PASS -THROUGH CERTIFICATES, SERIES 2015-C2 9. NAME OF SECURED PARTY OF RECORD AUTHORIZING1--1THIS AMENDMENT: Provide only 99e name MA or gb) Ineme of Aulgn0r,11 IMa is an Asagnmen6 R this Is an Amendment autha0zod by a DEBTOR. check Mrs 1 1 and praruo woe of au00rMnp Debtor OFi 9a. ORGANIZATIONS NAME THE BANCORP BANK 9b. IICIVIDUACS SURNAME FIRST PERSONAL NAME ADDITIONAL NAMEIS)ANfrALISI SUFFIX 10. OPTIONAL FILER REFERENCE DATA: Riverton Heights Shopping Center Reference No.: 4507,009 FILE WITH KING COUNTY, WA UCC FINANCING STATEMENT AMENDMENT (Form UCC3) (Rev. 04/20/11) UCC FINANCING STATEMENT AMENDMENT ADDENDUM FOLLOW INSTRUCTIONS 11. INITIAL FINANCING STATEMENT FILE NUMBER: Same as km is on Amendment bre 20150324000833 filed 3/24/15 12. NAME OF PARTY AUTHORIZING THIS AMENDMENT: Santo es dere 9 on Amenanent lone OR THEBACONPBEAN 1y0. WONDUALS SURNAME FIRST PERSONA. NAME AOOITION4L NAMEIS)/INITIAI.ISI SUFFIx THE ABOVE SPACE IS FOR FILING OFFICE USE ONLY 20150706001678.002 13. Name of DEBTOR on related Enancin9 statement (Name d a current Debtor o1 record reeked 1a mono to rpoaee only in don* Mao ogees • sae NW uaioa earn 131. Prare8e Dula 902 Debor neme (13e 01 130) Nee area. W I name: de not omit modify. or e00re0i0e any pond Ina OWloi s mama): tee Instruction it name doff not fit 13a. ORGANIZATION'S NAME SEG 56TH, LLC OR 13b. INOIVIOUAL1 SURNAME FIRST PERSONAL NAME AODf TIONAI NAMEISIANITIAL(SI SUFFIX 14. ADDITIONAL SPACE FOR ITEM 8 (Collateral) 15. Tnia FINANCING STATEMENT AMENDMENT: n carers linter to be 011 n cover s .exbadPi ddlatual I 1 is Mel as a Wawa dill) 16. Name and Odra* d a RECORD OWNER d mil mate deecrbed in ern 17 (if Debt, does :qt have a meal IINOS- 17. Desaiaion of rear meat!. Property Address: 14227 Tukwila Intemational Boulevard, Tukwila, WA Parcel ID: 152304-9011-00 18. MISCELLANEOUS: UCC FINANCING STATEMENT AMENDMENT ADDENDUM (Form UCC3Ad) (Rev. 04/20111) 110114EN RECORDED SEND TO: Bancorp Bank 712 Fifth AVenne,..0171Oor NewYork,NY 10019 - Electronically Recorded 20150409001386 SIMPLIFILE Page 001 of 009 04/09/2015 04:27 King County, WA • 20150409001386.001 SUBL 80.00 JIB #836 (Space abovethis for Recorder's Use only) Nc-S NOTICE: THIS SUBORDINATION„ ATTORNMEW AND NON, - :DISTURBANCE AGREEMENT RESULTS IN THE LEASEHOLD ESTATE IN THE PROPERTY BECOMING SUBJECT TO • AND OF LOWER.PRIORITY THAN THE LIEN•OF SOME OTHER CO ;LATER SECURITY. INSTRUMENT: '1111S SUBORDDIATION; ATTORNMENT AND NON-D1S11iRBANCE AOREENIENT (this Agree/tient); dated this 2..t day of at.-41-12015., is by and between JACK IN. THE BOX INC., a Delaware corporationwhoseAddressis:,9330 BalbonAVe, Attn: RE LcgaJ JIB # 8365, San Diegot CA 92123 ("Tenant!), and THE BANCORP DANK, a DelaWitre "1.CW-chartered bankwhose address it 712 Filth Avenue, 8th Floori Nei York NY 10019 ("Lender"). . 'SUBORDINATION, ATTORNMENT AND' 10N-DIST.URBA.NCE AGREEMENT. ItEcITALS-, A. Tenant is. ,the original tenant under that certain Lase Agreement, executed between SEC .501, IJLC.I 4.Witiliiiigtaft limited. liability cotnpanYf as successor -to McKinneY Fanlily partnership, .L.P.„. a Washington :limited partnership ("Landlord") anti:Tenant; dated November 4,, 2003 as amended•by that certain first Amendment of Lease Agreeinent, dated February 76, .2004 .(ibe lease • and VI.Anteridmentslthereto are hereinafter -colle.Oively referred to as the —Lease")„ cOitring the: feat property legally describedin Exhibit A (aftaehed hewn and made a part hereof), which real property is hereafter referred to asbe "Premises". B. Ltmdlordis.the present Owner of the Premises, and the ctmetft landlord under the. Lease, C.. Lender is. making .alean (the "Loari")-to 'Landlord. which is' or Will be secured; in. part, by 'the lienof. a deed oftrust executed . and .delivered by 'Landlord to Lender, as beneficiary, erietimberings,the Premises and an OSStgrinient of the leaSeS and rents from the Premiset in favor of Lender, Asheneficiary (the °Deed -aline). . rs. As.A.cAndition 'pretedent to making the:Loan, ',ender is requiring that -the Deed of TtLiSt shall 'Unconditionally be and :remain at all -finless:a lien or charge upon the Premises, prior and superior :to the. Lease and. the leasehold estate cre.a.ted thereby. 'To This end„ Tenant: Will - • . • Subordination to DOT, recording # 20150324000831 20150409001386.002 . . Specifically and Yuntonditionally 'subbrdintit e the Leaseand- the leasehold estate created thereby, together with all tights and.privileges.pf Tenant theretinder, to the Deed,of Trust. E.. The :parties lierettr.desireld effect the stibordination of the Lease to the Deed or Trust and to .provide for the non -disturbance ofl'enant by Lender, subject to the terp1;. and Conditions of this:Agreement.. .The term "Lender, as used :herein shall Also be ,.deettied to •inclutle.: (i) Any lender who. eXecutes'..this Agreement'. and subsequently ,acquires titleto the Preniises pursuant to a:. bankruptcy prnceeding. inVolying Landlord, (n) any successor or assignee of Lender, and any Otirebaser .aforeclOsure.sale,,whetberludit.ial riOn;judieitil. F. As a condition -le making the Loan, Lender. requires. that Tenant enter bp. this: Agreement; NOW, THEREF.00, in :considers:0644f thecovertants contained. heitin and Other good and .-valuable :consideration, the receipt and sufficiency of which is herebyacknowledged, the ;partieS..agree as follows:. 1.. The Deed Of TruSt hi:foyer of Lender, along with. any teneWals, Modifitations„ or extensiohs 'thereof; shall Unconditionally .he, And remain,. at -all. times, a lien .or charge on the. :Prentises prior and superior .to the Lease, and to the leasehold created. thetelv.. The Lease the :leasehold interest created theieby, and :all -tenitS:.of the Lease -are and shallbe:sUbordiriate to the. Deed of Trust, and tO.all.aittendinetitS; modifications „ replacements andextensions thereof, to the full. ex tent, of the principel„•interest, fee.scPense4ariattli. Other amounts Stein:0 thereby. 2. Bender would no make. the without this. Agreement, fully executed. 3. %In the eVent 'Lender elects to: Poreciosethe.Deed. ofTrust, Lender llt not join. Tenant in summaryor 'foreclosure meeefings.unless required t by applicable .14* (and 1110 only • to the extent SG reiplited).4:inng as Tenant.: ianOtin default :Under the Lease, beyond any notice mid. etre 'PetiOd:pTOVided 111 Ihe Lease. 4. hi die event that Lender:Shall suceeed tothe interest of Landlord under the Lease, 014'0. letigas 'Mere exists nt) default by Tenant under the Lease, Lender agrees not to disturb or otherwise intertere:With Tenant's pOSISeSsiona of the frerniScs for the unexpireditermof theLease including oPtions„provided That Lender shall nott..it: • (a). • Liable for any act or omission of -Landlord or any prior landlord Under the, Lease; unless such actor OrniSSiontonstititteSan migoingormieured:default; • • (1. Subject. :to any offsets. or defenses Which Tenant plight' have .against LandlOrdor any prior landlord, unless snot) offsets ot defenses arise m connection with Any ongoing or uncureddefaWtifor excentfor rightsexpressly set forth in thele-ase; ' BOund any rent or additional lent whieh-Tenant might have paid for More Man the current Month to. Landlordsor any prior landlord; • 2 20150409001386:003 (d) Liable .for the refund of arty:paytinentSoaXes„ atSestments, ceinmen atea •maiittertanee .fees, insurance, •or similar payments, except. to • the, extent tender has ..actually receivaSuch monies froM.Teritint; or (e) Liable for any s.ecurity.deposii• Tenant might have:paid to Landlord orany prior landlord, except to the has actnallY:recejifedsaid•secitrity deposit. 5„ Upon Lender'ssucceeding lo landlor&s; interest. under the Lease, Tenant. covenants. and -agrees 10 saltorn. •to Lender or a p(3440.44 a forecloSiire. or trustee's Sale, to ..recogni4 stteh SuccessorilandlettlaS,TentanVa -landlord tindet'ereLease,-,and to be bound by and perform all ofthe obligations and 'conditions -imposed upon Tenant by the Lease If Lendershall beeeMethe owner of the PreMiSes..eethe.PreiniSes Shall be sold by reason of foreclosure or Other. proceedings brought to enforce the Deed of Trust or the P.rentises shall be transferred by deed in 'lieu .4f-(oreclosure, the teaseshall.continue in full for and effect as a direct Lease between the, then owner of PrerniSeS, !Ad shall succeed te the Aghts 'and duties of the Landicird. and Tenant. Tenant.shall attornte Lender or any otherauc'h cmlieras its landlord -and such Mt -Aliment. Atoll. be `effectiveand-self-o.perative without, the execution 'of any further instruments-, 'Tenant. agrees That, twit .the occurrence of .0,hi.40f.tiO .:01.1;44 140100 •!.from..' Lender to Landlord Or, the documents evidencing or sectitingthegathe, and the event of a written demand on Tenant** Lender,l, Or its successors and assigns., for the payment to the Lender or its successors and assigns, of the tent due under the Lease,, Tenant shall pay • therent and all other amounts dab Under:the Lease to Lender, and Landlold hereby.bontents to Said..payme.nt and releases Tenant from any and. all liability., damages, orelaix. nsin tomiection withany such payments tat:ender. Landlord and Tenant agree that The receiptbY'Tenant of any such demand shall be conclUsWeeVidenceaf the:right ofy.,entlettathe•receiPtof Stich. rental .and other payments under the Lease. 6. Prior to. tenninating the Lease due to•a clefaitliby Landlord thereunder, Tenant *tea to titni6i Lender &such default and giiiefAtiderthesame opportunity given the Landlord under: the Leaseto cure such default, 7, Notwithilariding the foregoing suborditiatiOn provisions, Lender acknowledges and: agrees that Any inSurantel proceeds following a casualty and (or) the proceeds of any award resulting front a condemnation or deed in lien thereof:Shall be Used and applied in accordance Wira!the provisions Otte 4.0;1: . !8, This Agreetrientshall b biudirigupen and inure. le thebcncfit ofthereapeCtive heirS, pers nal representativei 'aUcCeSSorfand.assigna of thepariies hereto, 9„ This Agreement ctin hemedified only iriWt-iting duly exeetited by all parties. tO. All notices or comniunleations hpreunderto Lender Shalt be in writing andshalt be sent by overnight Courier or by poled :States registered Or certified mail, with return receipt ke4neSled;, postage prepaid to bender, al the .address appearing below (or at such other address as shall begiven fin writing -by bender to Tenant and Landlord);: 20150409001386.004 "LENDER" THE 13ANCORP BANK 71.2 Fifth Avenue, 8th Floor New York, NY 10019 Attention: 'Ron Wechsler "TENA1.41T” Jack in tite Boxitie. Alta! Rtal statelogali1113 05,0 Balboa Avenue San Diego, CA9212.3. "LANDLORD" SW 56 , 845 ltie Ave NE; Snite 100 Bellevue, WA 98004 Any notice orcommunication Sem pursuant to the tenris hereof Shall be deemed received; if sent by Overnight serve, one (1) IntitieSt day aftersent. Or if sent by mail, 'upon actual receipt. Any notice or 'communication sent by Tenant or Landlord to. Lender pursuant to theterms hereof shall'reference this Agreement, the Lease, and the Priiperty; Auhrtity Fees., ratty legal action, suit or,proceeding is commenced between die Tenant, Landlord and Lender regarding ,their respective rights and obligations under this Agreement, the pro/ailing oily shall be entitled to reGOViti; in addition to damages or other relief, costs and expenses, reasonable: anomeys' fees and court. coal (including, without limitation, expert witness fees). As used hereiktheteMa 'men:ailing park" shall mean thepaitY Which -obtains the principal relief it has sought, eidierby a comprotiiiiedsettlement or judgment. If the patty which commenced or instituted the action, suit or proceeding shall dismiss or di§c..entintiesit without the concurrence:41,11w pt4or.piTity; such other .party shall be deemed the prenailing patty. NOtieg: Ting SUEORVINATION ATTORNMENT :AND NON - DISTURBANCE AGREEMENT CONTAINS A PROVISION WHICH ALLOWS THE PERSON(S); OBLIGATED ON YOUR LEASE TO OBTAIN A LOAN, ALL OP WHICH LOAN PROCEEDS MAY BE EXPENDED FOR OTHER PURPOSES THAN IMPROVEIVIETIT OF THE LAND: 4 20150409001386.005 , IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first above written. "TENANT": JACK IN THE BOX 1NC., a Delaware corporation By: Narne: Its: "LENDER": THE .BANCORP BANK, a Delaware state -chartered bank. By: Name: 41 ex Lel I c/✓ Its: F7rs r /i t Pee s+ d t rrl' "LANDLORD": SEG 56m, LLC., a W , hington limited liability company By: Lid. Dili. N grmawf111011110IfrL Ot_ Its: / ►n/ i" i 4 Em ff4 A.notary public or Other officer completing • CettificateVerifies nIy the identity of the individual who signed the dOcurnent-104.hicti this. certificate is attached,. and notthetruthfUlnes.s., accuracy, or validtiyofthat docurrleht. • .State of California • County of San Diego• on._41115- , before me, Brian J. Niernela, Notary Publicpersonallyappeared Michael J. Snider, who provedto me on the:basis Of satisfactory euiclence to be the person whose name is subscribed to the within instrument end acknowledged tome that he executed the se in his authorized caPacitY, and that by his signature on the instrument the person, or the entity upon behalf Of whiCh the person. acted, eXeouted the.instrUinent l certify under PENALTY OF PERJURY under -the laws of the State of California thatthe foregoing paragraph istrue and colrect. WITNESS my.hand and affiaiat.seel. rw.:.f:62".s=t1AN rrearirl VOA& $2007852 NOTARY PuBLIC CALIFORNIA .1 ..it47,24mmeth Mar* Noisty $0.41Abov.e. 20150409001386.006 STATEOP Y • COUNTYOF N' ). ss 20150409001386.007 On 3/1/./90/5 before rite, L0tAlchtt . , a Nattily Ptiblit ifr and for said County and ',State, personally awe /4),Cx personally known to me (.r proved:to me on the basis of tattifectory evidence) to be the person(s) whose. name(s) istere subscribed to the .widtin instntment, and aCknOwledged to Me that be/She/they. executed the garde in Iiii/Iteritheit: authorized capacity/ie.:I,. and that by his/let/their tigotture(s) on the instrument the person(s), or the entity upon behalf of Which the person(s) acted, executed the I n stntment. WITNESS my hand andofhtiat seal. STATE OP COUNTY OF ) ss ). Notary Public DOROTHY M AARONSON Notary Public - State of New York NO. 01AA6158742 Qualified in New York o My Commission Expires On, befogMe; a Nottuy fublic in and for said County and State; personally appeared personally known to me (or proved to me on the basis., of satisfactory evidence) to be the person(s) whose name(s) is/are subscribed .to the Within ingnirrien‘ and abknOwledged :to nie that he/She/they executed 'the same itt his/her/their authorized capacity/ies, and that by his/her/their signature(S) on the instrument the person(s), or the entity upon behalf Of which the person(s) acted, executed the instrument, WITNESS my hand and ollicialiseat. 6 Notary Fnbtic STATE OF IV Y COUNTY OF NI Y ) ) ss 20150409001386.008 ' On 3/iq / ols before me, Let , a Notary Public and for said County and State, personally appe , personally known to me (or proved to me on the basis of satisfactory evidence) to be the persons) whose name(s) is/are subscribed to the within instrument, and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity/ies, and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal. STATE OF fitAaki ss COUNTY OFtlatuak l Notary Public DOROTHY M AARONSON Notary Public - State of New York NO. 01AA8158742 °Wined in New Y My Commission Expires On P P`it 121' c ,\S before me, N COWie •fi QV Y\ , a Notary Public in and for said County and State, personally appeared CSC.• \ CyrGU11G t:r"- , personally known to me (or proved to me on .the basis: of satisfactory evidence) to be the person(s) whose names) is/are subscribed to the within instrument, and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity/ies, and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed. the instrument. \1111111pf/H1// WITNESS my hand and official seal, . `"ofc!: T. s. i 14-455 .M W 'iortIOFi tiottO Dee. Date:4124S N Pasaa:_L Notary Name: Nao*e I. T. Shane ThInK atulrr//1 DOC. DM.)Virtlen2 ` ````°E l' ,' S', i `` Pt;,NOfiii 4 y non-diur a. . ,ip w ° rQ . w1j- % t . (a S. '' 91! uc 6 20150409001386.009 1:XillBd'T A, Legg DescIipdon ofRreitiises That• iofion Of the Southeast Quarter of 1lie,Southwest:Quarter of Section .is, Township 23 Nerth,;Range:4 10, W.M., in King County, tlesctibedas follows:: Bgginning at the ntersectron of the North 1ine:of the South 20 feet of said; Snbdivisiottwiih the Westerly Right -Of Wai Line of Pacific Highway-Seirth;. Thence North 20* .13' 20" EaSt.,along:said. Wosterly Right-of:.Way Chic 138.1.6: feet: to die North line Of trig South .131•.54 feet of said Subdivisioa:.(as theatitred along the West Line thereclk :T.hencc North 8$°.35a 33" West along said NortliLme.f84.271eet to•the &ast;Lineof the Wes. 359.70 **0t.(as.inea"suredalong the South Line) ot`said Snbdiyision; • Thence South 20 14' 27" West 131.54 feet to stid:;11ostlt tine of t11e'Soutlf 20 feet' of said. Subdivisi n; thence -Souk 8 Z° 35' 33" East along said North: tine .l-t9 62 filet to the point o sbegiiining; train; that portion thereof convayed t0 the State ofWss>Washington for purposes deed recorded under Recording NO.05121.4t)574: )setae 4..ittaws. Electronically Recorded 20150 SIMPLIFILE SUB Page 001 of 015 04/10/2015 04:06 King County, WA AFTER. RECORDING MAIL TO: Name First Amerman Title Address 818 stewart St Ste 800 City/State Seattle WA 98101 20150410001015.001 86.00 Document Titie(s): 1. Deed of Trust Reference Number(s) of Documents Assigned or released: Grantor(s): 1. The Bancorp Bank Grantoe(s): 1. The Bartell Drug Co. 2. [ ] Additional information on page of document Abbreviated Legal Description: Ptn Sec 15 Twp 23N Rge 4E, SE Qtr SW Qtr Tax Parcel Number(s): 152304901100. [ ] Complete legal description is on page of document I am requesting an emergency nonstandard recording for an additional fee as provided in RCW 36.18.010. I understand that the recording processing requirements may cover up or otherwise obscure some part of the text of the original document, 20150410001015.002 SUBORDINATION, NON -DISTURBANCE AND ATTORNMENT AGREEMENT THIS SUBORDINATION, NON -DISTURBANCE AND ATTORNMENT AGREEMENT ("Agreement") is entered into as of 3 , 2015 (the "Effective Date"), by and between THE BANCORP BANK, a DamDameare state -chartered bank (together with any other holder of the Loan (defined below) and their respective successors and assigns, the "Mortgagee") and THE BARTELL DRUG COMPANY, a Washington corporation (hereinafter, collectively the "Tenant'), with reference to the following facts: A. SEG 56th, LLC a Washington Limited Liability Company ("Landlord"), whose address is 845 NE 106th Ave. #100, Bellevue, WA 98004 owns fee simple title to the real property described in Exhibit "A" attached hereto (the "Property"). B. Mortgagee has made or intends to make a loan to Landlord (the "Loan"). C. To secure the Loan, Landlord has or will encumber the Property by entering into a mortgage or deed of trust in favor of Mortgagee (as amended, increased, renewed, extended, spread, consolidated, severed, restated, or otherwise changed from time to time, the "Mortgage") to be recorded in land records. D. Pursuant to the Lease effective June 30, 1993, (the "Lease"), Landlord demised to Tenant a portion of the Property consisting of approximately 16,063 square feet (the "Leased Premises"). E. Mortgagee has requested that Tenant subordinate its Lease to the lien of the Mortgage, and Tenant is willing to do so in consideration of Mortgagee's agreement not to disturb Tenant's possession of the Premises under the Lease. NOW, THEREFORE, for good and sufficient consideration, Tenant and Mortgagee agree: 1. Definitions. The following terms shall have the following meanings for purposes of this Agreement. a. Foreclosure Event. A "Foreclosure Event" means: (i) foreclosure under the Mortgage; (ii) any other exercise by Mortgagee of lights and remedies (whether under the Mortgage or under applicable law, including bankruptdy law) as holder of the Loan and/or the Mortgage, as a result of which a Mortgagee becomes owner of the Property; or (iii) delivery by Landlord to Mortgagee (or its designee or nominee) of a deed or other conveyance of Landlord's interest in the Property in lieu of any of the foregoing. b. Former Landlord. A "Former Landlord" means Landlord and any other party that was landlord under the Lease at any time before the occurrence of any attonunent under this Agreement. c. Offset Right. An "Offset Right' means any right or alleged right of Tenant to any offset, defense (other than one arising from actual payment and performance, which payment and performance would bind a Successor Landlord pursuant to this A t) claim, counterclaim, /1Pac� A.A) t$-- atec•f i- 'AO' $40324100033 NY:1522303.1 20150410001015.003 reduction, deduction, or abatement against Tenant's payment of Rent or performance of Tenant's other obligations under the Lease, arising (whether under the Lease or under applicable law) from Landlord's breach or default under the Lease. d. Rent. The "Rent' means any fixed rent, base rent or additional rent under the Lease. e. Successor Landlord. A "Successor Landlord" means any party that becomes owner of the Property as the result of a Foreclosure Event. f. Termination Right. A "Termination Right' means any right of Tenant to cancel or terminate the Lease or to claim a partial or total eviction arising (whether under the Lease or under applicable law) from Landlord's breach or default under the Lease. g. Other Capitalized Terms. If any capitalized term is used in this Agreement and no separate definition is contained in this Agreement, then such term shall have the same respective definition as set forth in the Lease. 2. Subordination. The Lease, as the same may hereafter be modified, amended or extended, shall be, and shall at all tunes remain, subject and subordinate to the lien imposed by the Mortgage and all advances made under the Mortgage. 3. Nondisturbance. Recognition and Attornment. a. No Exercise of Mortgage Remedies Against Tenant. So long as the Tenant is not in default under this Agreement or under the Lease beyond any applicable grace or cure periods (an "Event of Default'), Mortgagee (i) shall not terminate or disturb Tenant's possession of the Leased Premises under the Lease, except in accordance with the terms of the Lease and this Agreement and (ii) shall not name or join Tenant as a defendant in any exercise of Mortgagee's rights and remedies arising upon a default under the Mortgage unless applicable law requires Tenant to be made a party thereto as a condition to proceeding against Landlord or prosecuting such rights and remedies. In the latter case, Mortgagee may join Tenant as a defendant in such action only for such purpose and not to terminate the Lease or otherwise adversely affect Tenant's rights under the Lease or this Agreement in such action. b. Recognition and Attornment. Upon Successor Landlord taking title to the Property (i) Successor Landlord shall be bound to Tenant under all the terms and conditions of the. Lease (except as provided in this Agreement); (ii) Tenant shall recognize and attorn to Successor Landlord as Tenant's direct landlord under the Lease as affected by this Agreement; and (iii) the Lease shall continue in full force and effect as a direct lease, in accordance with its teens (except as provided in this Agreement), between Successor Landlord and Tenant. Tenant hereby acknowledges notice that pursuant to the Mortgage and assignment of rents, Ieases and profits, Landlord has granted to the Mortgagee an absolute, present assignment of the Lease and Rents which provides that Tenant continue making payments of Rents and other amounts owed by Tenant under the Lease to the Landlord and to recognize the rights of Landlord under the Lease until notified otherwise in writing by the Mortgagee. After receipt of such notice from Mortgagee, the Tenant shall thereafter make all such payments directly to the Mortgagee or as 2 NY:1522303.1 • 20150410001015.004 the Mortgagee may otherwise direct, without any further inquiry on the part of the Tenant. Landlord consents to the foregoing and waives any right, claim or demand which Landlord may have against Tenant by reason of such payments to Mortgagee or as Mortgagee directs. c. No Further Documentation. The provisions of this Article 3 shall be effective and self -operative without any need for Successor Landlord or Tenant to execute any further documents. d. Insurance. Condemnation and Trade Fixtures. Mortgagee agrees that notwithstanding anything to the contrary in the Mortgage or this Agreement, all insurance proceeds and condemnation awards relating to the Leased Premises or the Property shall be applicable in accordance with and as otherwise provided in the Lease, and Tenant may remove Tenant's fixtures from the Premises in accordance with the provisions of the Lease. 4. Protection of Successor Landlord. Notwithstanding anything to the contrary in the Lease or the Mortgage, Successor Landlord shall not be liable for or bound by any of the following matters: a. Claims Against Former Landlord. Any Offset Right that Tenant may have against. any Former Landlord relating to any event or occurrence before the date of attornment, including any claim for damages of any kind whatsoever as the result of any breach by Former Landlord that occurred before the date of attomment, unless such Offset Right is specifically permitted in the Lease and Mortgagee had been given notice and opportunity to cure the event, circumstance or condition giving rise to such Offset Claim. The foregoing shall not limit either (i) Tenant's right to exercise against Successor Landlord any Offset Right otherwise available to Tenant because of events occurring after the date of attornment or (ii) Successor Landlord's obligation to correct any conditions that existed as of the date of attornment and violate Successor Landlord's obligations as landlord under the Lease. b. Prepayments. Any payment of Rent that Tenant may have made to Former Landlord more than thirty (30) days before the date such Rent was first due and payable under the Lease with respect to any period after the date of attomment other than, and only to the extent that, the Lease expressly required such a prepayment. c. Security Deposit. Any obligation to pay Tenant any security deposit that any Former Landlord owed to Tenant unless such security deposit was actually delivered to Mortgagee. d. Modification. Amendment or Waiver. Any material modification or amendment of the Lease, or any waiver of the terms of the Lease, made without Mortgagee's written consent. e. Surrender. Etc. Any consensual or negotiated surrender, cancellation, or termination of the Lease, in whole or in part, agreed upon between Landlord and Tenant, unless effected unilaterally by Tenant pursuant to the express teens of the Lease. 5. [Intentionally Deleted]. 3 NY:1522303.I 20150410001015.005 6. Mortgagee's Right to Cure. Notwithstanding anything to the contrary in the Lease or this Agreement, before exercising any Termination Right: a. Notice to Mortgagee. Tenant shall provide Mortgagee with notice of the breach or default by Landlord giving rise to same (the "Default Notice") and, thereafter, the opportunity to cure such breach or default as provided for below. b. Mortgagee's Cure Period. After Mortgagee receives a Default Notice, Mortgagee shall have a period of thirty (30) days beyond the time available to Landlord under the Lease in which to cure the breach or default by Landlord. Mortgagee shall have no obligation to cure (and shall have no liability or obligation for not curing) any breach or default by Landlord, except to the extent that Mortgagee agrees or undertakes otherwise in writing. 7. Miscellaneous. a. Notices. Any notice or request given or demand made under this Agreement by one party to the other shall be in writing, and may be given or be served by hand delivered personal service, or by depositing the same with a reliable overnight courier service or by deposit in the United States mail, postpaid, registered or certified mail, and addressed to the party to be notified, with return receipt requested or by telefax transmission, with the original machine - generated transmit confirmation report as evidence of transmission. Notice deposited in the mail in the manner hereinabove described shall be effective from and after the expiration of' three (3) days after it is so deposited; however, delivery by overnight courier service shall be deemed effective on the next succeeding business day after it is so deposited and notice by personal service or telefax transmission shall be deemed effective when delivered to its addressee or within two (2) hours after its transmission unless given after 3:00 p.m. on a business day, in which case it shall be deemed effective at 9:00 a.m. on the next business day. For purposes of notice, the addresses and telefax number of the parties shall, until changed as herein provided, be as follows: i. If to the Mortgagee, at: The Bancorp Bank 712 Fifth Ave, 8t fl New York, NY 10019 Attn: Ron Wechsler Email: rwechsler@thebancorp.com ii. If to the Tenant, at: The Bartell Drug Company 4025 Delridge Way SW, Suite 400 Seattle, WA 98106 Attn: Rob Jensen Email: robj®bartelldrugs.com 4 NY:1522303.1 20150410001015.006 b. Successors and Assigns. This Agreement shall bind and benefit the parties, their successors and assigns, any Successor Landlord, and its successors and assigns. If Mortgagee assigns the Mortgage, then upon delivery to Tenant of written notice thereof accompanied by the assignee's written assumption of all obligations under this Agreement, all liability of the assignor shall terminate. c. Entire Agreement. This Agreement constitutes the entire agreement between Mortgagee and Tenant regarding the subordination of the Lease to the Mortgage and the rights and obligations of Tenant and Mortgagee as to the subject matter of this Agreement. f. Interpretation: Governing Law. The interpretation, validity and enforcement of this Agreement shall be governed by and construed under the internal laws of the State in which the Leased Premises are located, excluding such State's principles of conflict of laws. g. Amendments. This Agreement may be amended, discharged or terminated, or any of its provisions waived, only by a written instrument executed by the party to be charged. h. Due Authorization. Tenant represents to Mortgagee that it has full authority to enter into this Agreement, which has been duly authorized by all necessary actions„ Mortgagee represents to Tenant that it has full authority to enter into this Agreement, which has been duly authorized by all necessary actions. i. Execution. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original and all of which together shall constitute one and the same instrument. [THIS SPACE INTENTIONALLY LEFT BLANK] 5 NY:I522303.1 IN WITNESS WHEREOF; the.Mortgagee and Tenant have caused this Agreement to. be executed as of the date first above written. MORTGAGEE: THE BANCORP BANK By: me: As es Loot/ Title: go1. Vkt ?mii' TENANT: THE B :;+ L DRUG COMPANY NY:1522303.1 20150410001015.007 ' 2015041118151015.008 LANDLORD'S CONSENT Landlord consents and agrees to the foregoing Agreement, which was entered into at Landlord's request. The foregoing Agreement shall not alter, waive or diminish any of Landlord's obligations under the Mortgage or the Lease. The above Agreement discharges any obligations of Mortgagee under the Mortgage and related loan documents to enter into a nondisturbance agreement with Tenant. Landlord is not a party to the above Agreement. Dated: Y a , 20,Zr LANDLORD: SEG 56TH. LC itle: Slate of Hawes } d SS County }tU,Wq,bi Notary Adahmvledgemant On this 2114 deY of Pfri 1 , In the Year el /I i S oetsonaby appeared (StOil--. jtiU (Yea) (burnt name and Ude of person who proved to me an the basis of satisfactory evidence to be the person whose name Is subsc rbed to within Me forego .g executed the same In Ns/her authorized capacity( ), and that try Milder signature on the aforementioned Insbument person arced, notated the eforementtoned k�hrnah in free as and deed. 0.40 • witnessr Z/W In witness whereof, I i , (deY) (month) WIZ ant" have hereunto sat my hand and dfflaial ser Z►�' 1 alas) 14-456 • P gr. %tam moo` FOFN M:riper xc is being notarized) to me that he/she .stop behalf of which the DX ONO NOW/ wPS AI11 wrrrarr arAe.u, D uptio iin s causenF-- rwrraor.c Onic PIM aaarooa 20150410001015.009 1 . MORTGAGEE'S ACKNOWLEDGMENT STATE OF ) ss. COUNTY OF 'V •l ) On the 11. day of gra) in the year 2011 before me, the undersigned, a Notary Public in and for said state, personally appeared , ye t.e rW/ , proved to me on .the basis of satisfactory evidence to be the individual whose name is subscribed to the within • instrument and aclmowledged to me that he executed the same in his capacity, and that by his signature on the instrument, the individual, or the • upon behalf of yrjlich the individual acted, executed the instrument. Signature of Notary Public 4 DOROTHY M AARONSON t Notary Public • State of New York • NO. 01AA6158742 Ouallfied In New York un My Commisaioa Expires — NY:1522303.1 20150410001015.010 TENANT'S ACKNOWLEDGMENT STATE OF WASHINGTON ) COUNTY OF K z N r On this Z` day of February, 2015, before me, the undersigned, a Notary Public in and for the State of Washington, duly commissioned and sworn personally appeared Rob Jensen, known to me to be the CFO of The Bartell Drug Company, the corporation that executed the foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said corporation, for the purposes therein mentioned, and on oath stated that he/she was authorized to execute said instrument. )ss. I certify that I know or have satisfactory evidence that the person appearing before me and making this acknowledgment is the person whose true signature appears on this document. written. WITNESS my hand and official seal hereto affixed the day and year in the certificate above 40C;1. • --—--------- - Signature t Krogh AAdleu t Notary Pulse State of Washington 1 Print Name KAORU NUKUI I NOTARY PUBLIC in and or the State of ray Appointment Eapares star 14 2010 t Washington, residing at rt„. My commission expires 'NY:1522303.1 9 20150410001015.011 LIST OF EXHIBITS If any exhibit is not attached hereto at the time of execution of this Agreement, it may thereafter be attached by written agreement of the parties, evidenced by initialing said exhibit. Exhibit "A" - Legal Description of the Land 10 NY:1522303.1 Exhibit A Legal Description 11 NY:I 522303.I 20150410001015.0124~ EXHIBIT A PARCSL A, 1sA2 so223011 of 11.2 S001NMAS1 WARM OP TN! SOBS, COMM Of SECTION IS. T01222IP 23 NOATM, MNOS 4 SASTAMILLANSTTS MERIDIAN. IN E100 COUNT!, WASNINOTOA, DeS0AI11I0 AS f0L&Aws, 111.01NN2N0 AT A P0111T ON T11E $011TMRL. 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'PROMO) 12. 111 Rae OOOMrr, INARteMPTOIN TOMS RASISNIT ALONG !Ms 2002N =S OF 0R20 LO? 10 AMMO, O! 244 rm, tom oconsosos mum num NW tali OF daft imettNJ? 40 opoviscan 00AN:ss 00 7Ms sane IR0l.Mt.! mum M2li saw 000111 LIRt OF 1.0? 10 a mum Or 244 fslrl isoom000mmoocr PARALLXL W M 440 M00! LIMN 01 date J00T00Aar mom Or Tao ocagonst IN0IRTIR 00 POST TO 1111 JOIN? 0! ON010N7010, unn 1100 NWT J 1112 mom ODMVslMO r0 UPI 000Mr! 105 372M A MON men sr NM 01OOMOID OMOY M10020IN0 MOMMRR 7204020264. 14 NY:1522303.1 20150410001015.015 ' &ordiris14 uesial 191 &Ad htft, ' #� Va,1 v►ol/'tw€ 19 x 06 So SeaNe, Wa q 20151207000344.001 1 11111 1 20151207000344 VALLEY VIEW SE AG 83.00 PAGE-001 OF 011 GCOU NTY, KING WA VALLEY VIEW SEWER DISTRICT DEVELOPER EXTENSION AGREEMENT THIS AGREEMENT is to be effective as of the 1 b day of /Jo vemkr. 0 ! , by and between SEG 56th, LLC (the "Owner") and VALLEY ' VIEW SEWER DISTRICT, a municipal corporation of the State of Washington (the "District"). RECITALS A. The Board of Sewer Commissioners of the District operates a system of sewerage for collection and treatment of sanitary sewerage in a portion of the District. B. The Owner owns certain property legally described in Exhibit A, attached hereto and by the reference made a part hereof (the "Property"), which is located at 14277 Tukwila International Boulevard, Tukwila, WA, C. The Owner is willing to construct a system of sanitary sewer lines at Owner's expense, pursuant to the terms of this Agreement, in order to connect the Property to the District's existing system of sewerage along Tukwila International Boulevard. D. The construction of an intemal system of sewerage for the collection of sanitary sewerage on the Property is consistent with the District's comprehensive plan. E. As an initial step in providing sewage collection and treatment service to the Property, certain improvements to the District's system must be constructed and installed. F. The improvements consist generally of furnishing and constructing (size and footage) 300 if of 8-inch sanitary sewer lines and all appurtenances necessary to comprise a complete system ready for operation (the "Project"). 11 20151207000344.002 TERM AND CONDITIONS IN CONSIDERATION of the mutual promises and performances provided herein, the parties hereto for themselves, their assigns and successors in interest, agree as follows: 1. Cash Deposit. Owner agrees to pay the District a cash deposit equal to One Dollar and no/100 ($1.00) per each foot of main line sewer installed with a minimum of Two Hundred Fifty Dollars and no/100 ($250.00) at the time of the filing of this Agreement. This cash deposit shall be conditioned upon the owner's strict compliance with the District's conditions and standards contained herein and shall insure the District against any damage to the existing sewer system as a result of the owner's failure to comply. This cash deposit shall be in addition to the basic engineering and administrative fee and the engineering, legal and administrative costs outlined in Section 6 below. The cash deposit will be refunded to the owners one year after satisfactory completion of the extension to the existing system, which completion shall be signified by Section 10 below. In the event of the owner's failure to comply, the District may exercise the right to irrevocably forfeit the total amount of the cash deposit as liquidated damages. The retention of such funds is in addition to and shall in no way limit the owner's liability regarding the project guarantee as stipulated in the remainder of the specification. 2. Permission to Construct Project. The District shall permit the Owner to constrict and install the Project. 3. Standards of Construction. Construction and installation of the Project shall be strictly in accordance with standards, rules and regulations of the District as now in effect and as the same hereafter may be amended. 4. Submission of Schedule. Promptly after execution of this Agreement, the Owner shall submit to the District a schedule regarding construction of the Project. 5. Preparation and Review of Plans and Specifications. To insure that the Project is designed to the satisfaction of the District, -its consulting engineer shall review and approve in writing before work on the Project is commenced the plans, specifications and drawings of the Project, which shall be prepared by a licensed professional engineer of the Owner's choosing. 12 20151207000344.003 6. Engineering, Legal and Administrative Costs. The Owner has paid to the District a non-refundable Basic Engineering and Administrative fee for review of the application for developer extension and initial services of the District and its consulting engineers to determine the feasibility of the Project. During the period of construction and installation of the Project, the District shall submit monthly to the Owner a statement of charges for other services of the Engineers pursuant to this Agreement, which statement shall be equal to the statement submitted by the Consulting engineers to the District Pursuant to the applicable fee arrangement for engineering services between the District and the consulting engineers. The District shall also submit monthly to the Owner during such period and until this Agreement has been fully performed and the Project has been constructed and conveyed to the District, a statement of charges for legal service, which statement shall be equal to the statement submitted to the District by its attorneys, pursuant to the applicable retainer resolution between the District and its attorneys, for all work performed by its attorneys in connection with the preparation and performance of this Agreement, including, but not limited to, participation in any pertinent ' administrative or court proceedings to which the District may become a party. The Statement of charges shall include an amount equal to 15 percent of the charges of the Engineers and the Attorneys for the administrative coast to the District of handling such statement of charges and all out-of-pocket costs of the District attributable to the Agreement. The Owner shall pay any statement of charges within ten days of receipt. Statements not paid in full within ten. days shall be deemed delinquent and shall accrue interest at the rate of 12 percent per annum from the date of delinquency. The District shall have the right to commence, appear in or defend any action or proceeding affecting the rights of the parties, and shall have the right to pay necessary expenses, including the costs of engineering and legal services, subject to reimbursement by the Owner in the manner provided in this Agreement. 7. Connection Charges and Fees. Before issuance of a side sewer permit for connection of any Project sewer lines to the District's sewer system, the Owner shall pay all stub, trunkage, connection, latecomer and permit fees which may be due for the project and the Property. The fees and charges shall be calculated in accordance with the number of actual and planned building. units at the time the Project is accepted by the District. No other property of the Owner in the vicinity of the Property shall be connected to the District's sewer system until a contract providing for the connection has been entered into with the District. 13 8. Commencement of the Project. In addition to any other requirements of this Agreement and before construction of the Project is commenced, the Owner shall take the following action: (a) Obtain District approval of it contractor in accordance with the qualification requirements of applicable law and the District's Administrative Code. (b) Obtain and file evidence acceptable to the District of a policy of comprehensive general liability insurance for the work being performed under this Agreement. The policy must provide minimum coverage of $1,000,000 for bodily injury, including death, and property damages per occurrence. The District shall be named as an additional insured under the policy maintained in full force and effective during the period of construction and installation. (c) Obtain or cause to be obtained all applicable permits and approvals at Owner's expense for agencies of Cities, King County and the State of Washington. (d) File with the District executed copies of any easements, in a form acceptable to the district, obtained for property located outside the boundaries of the Property but within the boundaries of the District. (e) Give the District one week's written notice before commencing construction of the Project. If construction or installation of any part of the Project will occur in a public right-of-way under franchises or permits obtained by the District or for which the District is responsible, provide to the District a restoration performance bond executed by the Owner and a surety company acceptable to the District, substantially in the form of the restoration performance bond attached to this Agreement, in the sum of $10,000 or fifty percent (50%) of the estimated cost of that part of the project to be constructed or installed in the right-of-way, whichever is greater. The restoration performance bond shall be conditioned upon the Owner's (I) replacing, repairing and restoring the public right-of- way in as good a condition as it was immediately before the right-of- way was entered upon for construction of the Project, and correcting and repairing any defects appearing or developing in the materials or workmanship provided in such replacement, repair and restoration within a period of one year after the date of acceptance of the Project by the district; and (2) indemnifying and holding harmless the District from any damage or expense by reason of the failure of such performance. (f) 14 20151207000344.004 Obtain approval and acceptance of the construction and installation of the project by the District. (b) Pay for engineering and legal services and administrative, out-of-pocket and other applicable fees and charges, as provided herein. (c) Satisfy and release all liens and encumbrances for labor, materials and taxes relating to the Project. (d) Convey without cost to the District easements and rights -of —way, in location, width and form acceptable to the District, for all Project sewer lines, with the right of ingress and egress for maintenance, operation, repair and replacement. (e) Obtain for the District such other easements, in form acceptable to. the District, as are found by the District to be necessary to gain access to the Project. (f) By warranty bill of sale, substantially in the form of the Warranty Bill of Sale attached to this Agreement, Convey the Project to the District free and clear of all liens or encumbrances. The Owner's conveyance of the Project to the District shall be completed before the Owner sells or contracts to sell the Property or any portion thereof. Upon request of the District, provide to the District a title report concerning any easement of right-of-way that will be conveyed to the District. (h) When the Project is accepted by the District, provide to the District a maintenance bond executed by the Owner and a surety company acceptable to the District, substantially in the form of the maintenance 9. Inspection. The Owner shall permit the District and the Engineers to inspect the construction and installation of the Project, both visually before any pipe is covered and by test upon final completion, before connection is made to the District's sewer system. The District and the Engineers shall have authority to reject any construction and installation not conforming to the approved design of the Project and the requirements, of this Agreement. The District and the Engineers further shall have authority to reject any construction and installation that conforms to the approved design of the Project, but does not function properly, in the opinion of the District and the Engineers. An example of improper functioning is back-up of sewer in the line due to inadequate slope of the line. The determination of the District and the Engineers shall be final. 10. Completion of the Project. Subject to any applicable state or local requirements. the Owner shall take the following action to receive the following approvals before the Project its connected to the District's sewer system: (a) (g) 15 20151207000344.005 (i) bond attached to this agreement, in an amount prescribed by the District but not to exceed 50 percent of the cost of the project. The maintenance bond shall be conditioned upon (1) repairing and correcting any defects appearing or developing in the materials or workmanship provided in the construction and installation of the Project by the District: (2) repairing and correcting any improper functioning or condition caused by or occurring within the Project, even though the project was constructed and installed in accordance with the approved plans, specifications and drawings of the Project, within a period of one year after the date of acceptance of the Project by the District; and (3) indemnifying and holding harmless the District from any damages or expenses by reason of the failure of such performance. Deliver to the District an original Mylar & CAD disk as -built set of plans for the Project, including all side sewer connections. (j) Deliver to the District two final copies of the plat of the Property. I I . District Authority; Delinquencies. The Owner shall be subject to all standards, rules and regulations of the District as now in effect and as the same hereafter may be amended. In the event of delinquency in the payment of any rates, charges or assessments imposed by the District, the Owner shall be subject to the lien and foreclosure provisions of the laws of the State of Washington and the rules, regulations and resolutions of the District pertaining to property served by the District. 12. Indemnification. The Owner shall indemnify, defend and hold harmless the District, its officers, agents and employees from all suits, claims or liabilities of any nature including attorneys' fees, costs and expenses, for or on account of injuries or damages sustained by any persons or property resulting form negligent (sole or concurrent) acts or omissions of the Owner, its agents or employees under this Agreement or in connection with work performed under this agreement. If suits in respect to the above is filed, the Owner shall appear and defend the suit at its own cost and expense, and if judgment is rendered or settlement made requiring payment of damages by the District, its officers, agents or employees, the Owner shall pay the same. 13. Contractual Relationship; Assignment. This Agreement does not constitute the Owner as the agent or legal representative of the District for any purpose whatsoever. The Owner is not granted any express or implied right or authority to assume or create any obligation or responsibility on behalf of or in the name of the District or to bind the District in any manner or thing whatsoever. The Owner shall not assign this Agreement without the prior written consent of the District. 14. Utility Local Improvement Districts: Connection of Additional Property. If any utility local improvement district ("ULID") is proposed to pay all or a part of the coast of constructing sewers that serve or benefit all or a part of the 16 20151207000344.006 20151207000344.007 Property, the Owner, its heirs, representatives, assigns and successors in interest agree that they will sign any petition to form the ULID and will not protest or object tot eh formation of the ULID. If the District constructs additional sewer lines and facilities within or serving the property, nothing in this Agreement shall prevent the District from Levying special assessments against any of the Property for the cost of the sewers and the extent of the benefit there from. After conveyance to the District of the Project, additional property may be permitted to connect to it under such terms and condition as the District in its sole discretion may determine. 15. Time of Essence; Termination for Nonpayment; Notices. Time is of the essence of this Agreement. If any payment is not timely made by the Owner, this Agreement, or any performance related to the payment, may be terminated by the District at its option upon ten days' written notice to the Owner. All notices and payments shall be made atthe following addresses, Unless otherwise provided for in writing: Valley View Sewer District 3460 S 148th St, Ste 100 PO Box 69550 • Seattle, WA 98168-9550 16. Delay in Completion. The Project shall be completed and accepted on or before Ft bt.ae y 20 /6 . If the Projects is not completed and accepted on or before that date, the Owner's rights under this Agreement shall cease and no sanitary sewer service shall be connected to the Project unless and until the District finds that the Project is substantially under way and the Owner executes a new agreement with the District or the District consents to a renewal of this Agreement. Any new agreement or renewal of this Agreement shall be subject to the resolutions, rules, regulations and policies of the District in effect at the time of such new agreement or renewal of this Agreement. 17. No Third Person Shall Have Any Rights Hereunder. This Agreement is made only for the benefit of the District and the Developer and successors in interest and no third person or party shall have any rights hereunder whether by agency or third -party beneficiary or otherwise. 18. Applicable Law; Venue. This Agreement shall be construed and interpreted in accordance with the laws of the State of Washington. The Venue of any action brought under this Agreement shall be in the Superior Court for King County. i9. Recordation; Binding Effect. This Agreement shall be recorded in the Records and Elections Division, King County, Washington, and shall constitute an easement and servitude upon the Property, which the Owner warrants it now owns and shall be bindi.ng upon the parties, their heirs, 17 20151207000344.008 representatives, assigns and successors in interest. The cost of such recording shall be paid by the Owner. 20. Attorneys' Fees. If the District or the Owner commences any legal action relating to this Agreement, the prevailing party shall be entitled, in addition to all other amounts to which it is otherwise entitled by this Agreement, to its reasonable attorneys' fees and costs, including those incurred on appeal. 21. Amendments. The parties expressly reserve the right to modify this Agreement, from time to time, by mutual agreement. No modification or amendment of the provisions of this Agreement shall be effective unless in writing and signed by authorized representatives of the parties. 22. Remedies Cumulative. Rights under this Agreement are cumulative. The failure to exercise on any occasion any right shall not operate to forfeit the right on another occasion. The use of one remedy shall not be taken to exclude or waive the right to use another. 23. Invalidity of Particular Provisions. Should any term, provision, condition or other portion of this Agreement or the application thereof be held to be noperative, invalid or enforceable, the remainder of this Agreement or the application of the term or provision to persons or circumstances other than those to which it is held invalid or unenforceable shall not be affected'' thereby and shall continue in full force and effect. 24. No Waiver. No waiver of full performance by either party shall be construed, or operate, as a waiver of any subsequent default or breach of any of the terms, covenants or conditions of this Agreement. 25. Previous Agreements Superseded. The terms and conditions of this Agreement supersede the Terms, obligations and conditions of any existing or prior agreement between the parties regarding the subject matter of this Agreement. 26. Entire Agreement. This Agreement, including the attached exhibits, contains all of the covenants, promises, agreements, and conditions, either oral or written, between the parties. 27. fOptional] Latecomer Reimbursement. if any property within the area described in Exhibit B, attached hereto and by this reference made a part hereof, is connected to the Project within a period of fifteen years from the effective date of this Agreement, the owners of such property, prior to making such connection, shall pay to the District a pro rata share of the costs of the Project, without adjustment for inflation or accrual of interest. The costs of the Projects shall be the total of the costs listed on the warranty bill of sale for the Project. Prior to submission of the warranty bill of sale, the Owner shall provide to the District a summary of the costs of the Project, together with copies of invoices and documents verifying such costs. The amount of reimbursement for any connection shall be computed as follows: 18 Within sixty days after receipt, the District shall pay such reimbursements to the Owner, its assigns, or successors in interest ("Owner or assigns"). The duty of the District to pay such reimbursements to the Owner or assigns shall be conditioned upon the Owner or assigns notifying the District, on or before every two-year anniversary of the date of this Agreement, of the current name, street address, telephone number and email address of the Owner or assigns. If the Owner or assigns fail to comply with this notification requirement within sixty days of the applicable anniversary date, then the District may retain any such reimbursements made thereafter to the District. Upon receipt of a reimbursement, the District shall send a notice to the Owner or assigns, at the last reported name and street address, stating that the District shall retain such reimbursement unless the Owner or assigns claims the reimbursement by written response to the District within thirty days of the date of the notice. The written response shall resume the requirement to provide the notice to the District on or before every two-year anniversary date of this Agreement. Its VALLEY3lIEW SE%,ER-DIS By: Chairm By: Secrete Co i io By: [/ Vice Chairman / Commissioner 20151207000344.009 STATE OF WASHINGTON ) ) ss. COUNTY OF KING ) Har Kes-loci 1 certify that I know or have satisfactory evidence that is the person who appeared before me, and said person acknowledged that kt signed this instrument, on oath stated that IALwas authorized to execute the instrument and cknowledged it as the of to be the free and v` kl fi pch corporation for the uses and purposes mentioned in the in`strur ent a ; o o ,gyp D aorq��Not LT.; 1 LO LDI i• R� -- i to 'a' 'L lc °°_ , '�.0+ �.tie 1 Nota Public in and for the State of �T941{tNGK 4- Washington, residing at My Appointment Expires . 19 STATE OF WASHINGTON ) COUNTY OF KING ) ss. I certify that 1 know or have satisfactory evidence thatPj;i T1 (,,jest Is the person who appeared before me, and said person acknowledged that he signed this instrument, on oath stated that he was authorized to execute the instrument and acknowledged it as the Chairman of The Board of Sewer Commissioners of Valley View SewerDistrict to be the free and voluntary act of such parties for the uses and purposes mentioned in the instrument. N t!• Date na)evi4D.3, DI 5. s� �ssio''a,2/ • sV c': i rn = ` •'= Notary Public in and for the State of / • osoG Washington, residing at 4 . p 0-▪ 144,1 )3-16.....O_ My Appointment Expires;jy0 Q • !!!!1t h'ASi'04%° STATE OF WASHINGTON ) ) ss. COUNTY OF KING ) I certify that I know or have satisfactory evidence that -Paw, 62241er its the person who appeared before me, and said person acknowledged that he signed this instrument, on oath stated that he was authorized to execute the instrument and acknowledged it as the Secretary of The Board of Sewer Commissioners of Valley View Sewer District to be the free and voluntary act of such parties for the e.aattd purposes mentioned in the instrument. tit it Dated ci l„.2')t5— Notary Public in and for the Stang of Washington, residing at G-e My Appointment Expires fS,,p Zu1$ . o• p, hy0! S' off' r,OT4At S i &eL‘O 20151207000344.010 20 20151207000344.011 STATE OF WASHINGTON ) ) ss. COUNTY OF KING ) 1 certify that I know or have satisfactory evidence that kk,vr 1 'flC&sL Is the person who appeared before me, and said person acknowledged that he signed this instrument, on oath stated that he was authorized to execute the instrument and acknowledged it as the Vice -Chairman of The Board of Sewer Commissioners of Valley View Sewer District to be the free and voluntary act of such parties for t%kisetmg purposes mentioned in the instrument. .�y �EEIV 0.1141 �gsioa''ti �Dated .S �,� AU91�G __ Z Notary Public in and for the State of -sr '4 r-p3.it ,�� = Washington, residing at Sp y c.`O" ���ma....���C9s My Appointment Expires 7Cw.3A2U18 21 Recording Requested By and When Recorded Mail To: Valley View Sewer District PO Box 69550 Seattle, WA 98168 111 � IIiIIUII �� 2016 614002378 VALLEY VIEW SE EAS 78.00 PAGE-001 OF 008 08/14/2018 18:28 KING COUNTY, WA EXCISE TAX NOT REQUIRED King Co. Records li Deputy Document Title(s) (or transactions contained therein): 1.EASEMENT DEED 2. 3. 4. Reference Number(s) of Documents assigned or released: (on page of document(s)) Grantor(s)Last name first, then first name and initials) 1. SEG 56 LLC 2. 0 Additional names on page of document. Grantee(s) (Last name first, then first name and initials) I. VALLEY VIEW SEWER DISTRICT 2. 0 Additional names on page of document Legal Description (abbreviated: i.e. lot, block, plat or section, township, range: POR SE 1/4 OF SW 1/4 BEG S 87-35-33 E 289 FT FR SW COR TH N 02-13-57 E 173.90 FT TO TPOB TH N 02-13-57 E 105.40 FT TH S 86-33-03 E 294.65 FT TO WLY LN ST HWY TH SLY ALG HWY 109.95 FT TH N 86-33-03 W 261.03 FT TO BEG . ❑ Additional legal is on _ of document Assessors's Property Tax Parcel/Account Number: 152304-9182 The Auditor/Recorder will rely on the information provided on the form. The staff will not read the document to verify the accuracy or completeness of the indexing information provided herein. 20160614002378.001 C 20160614002378.002 VALLEY VIEW SEWER DISTRICT EASEMENT DEED The grantor, SEG 56th. LLC grants conveys and warrants to the Grantee, VALLEY VIEW SEWER DISTRICT, King County Washington, a municipal corporation of the State of Washington, a perpetual right-of-way easement for a sanitary sewer with necessary appurtenances ("Sanitary Sewer") under, through, across and over the following described real property situated in King County, Washington, more particularly described as follows: See attached Exhibit 'A' for subject parcel and easement description, See attached Exhibit '13' for graphic depiction, Grantee shall have the right, without prior institution of any suit or proceeding at law. and at such times as may be necessary, to enter upon the above -described property for the purpose of constructing, repairing, altering, constructing, maintaining and operating the Sanitary Sewer or making any connection thereto. Together with the right of ingress to and egress from said lands across adjacent lands of the Grantor, for the purposes of constructing. reconstructing, repairing, renewing, altering, changing patrolling and operating said line, and the right at any time to remove said lines and appurtenances form said lands. The Grantor reserves the right to use the surface of the Above -described easement in the manner now existing, but shall not erect any buildings, structures, patios. or other construction of any nature on said easement. This conveyance is conditioned upon the Grantee's obligation to replace any fences, lawns, shrubbery, or land contours that are disturbed in connection with the exercise of the Grantee's rights hereunder in as good condition as the same were immediately before the property was entered upon by the Grantee. The rights, title privileges and authority hereby granted shall continue to be in force until such time as the Grantee, its successors or assigns, shall permanently remove said lines and appurtenances from said lands, or shall otherwise permanently abandon said lines, at which time all such rights, title, privileges, and authority hereby granted shall terminate. The Grantor also covenants to and with the Grantee that Grantor is lawfully seized and possessed of the land aforesaid; has a good and lawful right and power to sell and convey same; the same arc fee and clear ofencumbrances, except as above indicated; that the Grantor forever warrant and defend the tide to said easement and the quiet possession thereof against the lawful claims and demands of all persons whomsoever. This conveyance shall be a covenant running with the land, and shall be binding on the Grantor, and its heirs, successors and assigns, forever. Dated this 2 t day of /1/41 A y , 20 1("„ ?„, 174,14i SEG 56r", LLC STATE OF WASHINGTON ) ) ss COUNTY OF KING On the ZU° day of Vrk,c,.r , 201 l.: before me. a Notary Public in and for the State of Washington, duly commissioned and sworn, personally, appeared �I .ua.. to0-,it to me known to be the /1 E /`1(3 �l (title(s)) of SEG 56TM. LLC 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 he/she/they is/are authorized to execute the said instrument and that the seal affixed (if any) is the corporate seal of said corporation. WITNESS my hand and official seal the day and year first above -written. CATHERINE L. DAVIS NOTARY PUBUC STATE OF WASHINGTON fON EXPIRES NOVEMBER 29, 2017 Notary Public in and for the State of Washington, residing at t)c•Ll-k Jk My commission expires: 11 I ZA in; 20160614002378.003 20160614002378.004 EXHIBIT "A" SANITARY SEWER EASEMENT THAT PORTION OF THE FOLLOWING DESCRIBED PARCEL A AND PARCEL B; PARCEL A: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M.. IN KING COUNTY, WASHINGTON. DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTHERLY LINE OF SAID SUBDIVISION WHICH IS 25 FEET EAST OF THE SOUTHWEST CORNER THEREOF; THENCE NORTH 330 FEET PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION TO THE SOUTHWEST CORNER OF LOT 10, BLOCK 3, JAMES CLARK'S GARDEN ADDITION TO THE CITY OF SEATTLE. ACCORDING TO THE PLAT THEREOF, RECORDED IN VOLUME 13 OF PLATS. PAGE 12, IN KING COUNTY, WASHINGTON: THENCE EAST 284 FEET ALONG THE SOUTH LINE OF SAID LOT 10; THENCE SOUTH 330 FEET, MORE OR LESS, PARALLEL WITH THE WEST LINE OF SAID SUBDIVISION TO THE SOUTHERLY LINE THEREOF; THENCE WEST 264 FEET ALONG SAID SOUTHERLY LINE TO THE POINT OF BEGINNING. EXCEPT THE SOUTH 180 FEET THEREOF. EXCEPT THE NORTH 80 FEET AS MEASURED ALONG THE WEST LINE THEREOF. EXCEPT THE WEST 5 FEET OF THE REMAINDER THEREOF CONVEYED TO KING COUNTY FOR 37TH AVENUE SOUTH BY DEED RECORDED JUNE Z 1972 UNDER RECORDING NO. 7206020388. PARCEL B: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15. TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTH LINE OF SAID SUBDIVISION WHICH IS SOUTH 87•35'33' EAST 289 FEET FROM THE SOUTHWEST CORNER THEREOF; THENCE NORTH 213'57` EAST PARALLEL TO THE WEST LINE OF SAID SUBDIVISION 173.90 FEET TO THE TRUE POINT OF BEGINNING OF THE TRACT HERE IN DESCRIBED; CONTINUING THENCE NORTH 2.13.5r EAST 105.40 FEET; THENCE SOUTH 88•33'03• EAST 294.85 FEET TO THE WESTERLY MARGIN OF STATE HIGHWAY NO. 1; THENCE SOUTHERLY ALONG AN ARC OF A CURVE TO THE RIGHT WHOSE RADIUS IS 1,880 FEET, 25.11 FEET TO A POINT OF TANGENCY; THENCE SOUTH 20'1 T2r WEST ALONG SAID WESTERLY MARGIN OF STATE ROAD NO. 1. 84.84 FEET; THENCE NORTH 86'33'03` WEST 281.03 FEET TO THE TRUE POINT OF BEGINNING. MORE PARTICULARLY DESCRIBED AS FOLLOWS: A STRIP OF LAND 15 FEET WIDE LYING 7.6 FEET ON EACH SIDE OF THE FOLLOWING DESCRIBED CENTER LINE; 20160614002378.005 COMMENCING AT THE NORTHEAST CORNER OF THE ABOVE DESCRIBED PARCEL A; THENCE SOUTH 01.33'36' WEST ALONG THE EAST LINE OF SAID PARCEL A DISTANCE OF 24.74 FEET; THENCE NORTH 87'28'51" WEST A DISTANCE OF 18.78 FEET TO THE TRUE POINT OF BEGINNING; THENCE SOUTH B7.28'S1' EAST A DISTANCE OF 243.66 FEET; THENCE SOUTH 74.11'40" EAST A DISTANCE OF 56.22 FEET MORE OR LESS TO THE WESTERLY MARGIN OF STATE HIGHWAY NO. 1 AND THE TERMINUS OF SAID CENTERLINE; THE SIDELINES OF THE ABOVE DESCRIBED STRIP OF LAND SHALL BE EXTENDED AND/OR TRUNCATED TO INTERSECT AT BOUNDARY LINES AND INTERSECTIONS; EXCEPT ANY PORTION LYING WITHIN ANY EXSITING BUILDING FOUNDATION. CONTAINING 0.103 ACRES, MORE OR LESS. ALL SITUATE IN SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST OF THE WILLAMETTE MERIDIAN, IN THE CITY OF TUKWILA, COUNTY OF KING, STATE OF WASHINGTON. • • • MTOUR ENGINEERING • L L C 4706 97th Strut Northwest, Suite 100, Gig Harbor, WA 98335. ph 253-857-5454. fax 253-509.0044 S0113'3611 24.74' NE COWS OF PARCEL A 0:31 N G I N E E R I N G• L L C CIVIL E4705 NGINEERS-SURVEYORS-LAND VEERS- R eet Nit tVEYOe CRs-LAAND� PLAN Phone: 253-857-5454 Fox: 253-509-0011 infoOcontovrpIlc.coi 7.5' PARCEL B SEIB t eASASB PARCEL A MTOUP 0 50 100 SCALE 1-=50' 20160614002378.006 CITY OF TUKWILA Department of Communi0 Development 6300 Southcenter Boulevard, Tukwila, WA 98188 Telephone: (206) 431-3670 AFFIDAVIT OF OWNERSHIP AND HOLD HARMLESS PERMISSION TO ENTER PROPERTY STATE OF WASHINGTON COUNTY OF KING The undersigned being duly sworn and upon oath states as follows: ss 1. I am the current owner of the property which is the subject of this application. 2. All statements contained in the applications have been prepared by me or my agents and are true and correct to the best of my knowledge. 3. The application is being submitted with my knowledge and consent. 4. Owner grants the City, its emplo ees, agents, engineers, contractors or other representatives the right to enter upon Owner's real property, located at ill 3 I /iodi c/I tN t3L va , for the purpose of application review, for the limited time necessary to complete that purpose. 5. Owner agrees to hold the City harmless for any loss or damage to persons or property occurring on the private property during the City's entry upon the property, unless the loss or damage is the result of the sole negligence of the City. 6. Non -responsiveness to a City information request for ninety (90) or more days, shall be cause to cancel the application(s) without refund of fees. EXECUTED at tLL�VUEs (city), f9 (state), on DUNOE '1- I , 20 �;"7- �h FIA R K-- s ✓9 D (Print Name) 1 tuSE 3oU 56,- vv W4 KOc 1 (Address) 's S��- gss� (Phone Number) I�CtiO4Lei41( (Signature) On this day personally appeared before me Ru.r. to me known to be the individual who executed the foregoing instrument and acknowledged that he/she signed the same as his/her voluntary act and deed for the uses and purposes mentioned therein. SUBSCRIBED WO ►gi3EFORE ME ON THIS 2— DAY OF 41\\r.-.may 1 t (t <-3,—xLl NOTARY PUB in and for the State ate of Washington residing at i_,�r.wc� c; My Commission expires on \\citystore\City Common\Teri - DCD Mik)J16 Applications\Boundary Line Adjustment -Lot Consolidation -March 2016.docx , 20 il-- RECEIVED JUN 27 2017 Community Development CITY OF TUKWILA Department of Community Development 6300 Southcenier Boulevard, Tukwila, WA 98188 Telephone: (206) 431-3670 BOUNDARY LINE ADJUSTMENT / LOT CONSOLIDATION INFORMATION A Boundary Line Adjustment is the realignment of property lines between adjacent parcels. Additional legal lots may not be created. A Lot Consolidation is the elimination of property lines and the consolidation of two or more lots into fewer lots. REQUIREMENTS: All amended lots must meet minimum lot sizes and otherwise satisfy the review criteria. The current standards apply even if the original lots did not conform. No amended lots may create a nonconformity or increase the level of non -conformity with any current regulations. PROCEDURE: The process for both a Boundary Line Adjustment and for a Lot Consolidation consists of three steps: preliminary approval, final approval and recording. Within 28 days of receiving your application, City staff will determine if it is complete based on the attached "Complete Application Checklist". If not, you will be mailed a letter outlining what additional information is needed. If you do not submit requested materials within 90 days from the City's request for additional information the City may cancel your application. PRELIMINARY APPROVAL: Once the application is complete it will be reviewed by the Short Subdivision Committee, made up of representatives of the Fire, Public Works and Community Development Departments. The Committee will issue a decision to approve, modify or deny the application based on the review criteria in Chapter 17.08 of the Tukwila Municipal Code. FINAL APPROVAL: After the preliminary approval conditions have been met, an application for final approval shall be submitted to DCD for final review. A complete final application shall consist of the documents required for recording including: 1. Final recording documents in a recordable format, including: a. Before and after legal descriptions of the affected lots, b. Affidavit of Ownership signed and notarized by all owners, c. All easements and maintenance agreements, 2. Any required bonds or other financial guarantees, 3. Other documentation necessary to demonstrate the conditions of the approval have been met. Upon receiving approval from the City, the applicant will be responsible for picking up the documents from DCD and recording them with King County Recorders Office. A copy of the recorded documents must be returned to DCD to finalize the approval process. The adjustment shall not be deemed final until the City receives these documents. RECEBVED JUN 27 2017 Community Development \\citystore\City Common\Teri - DCD\Kirby\2016 Applications\Boundary Line Adjustment -Lot Consolidation -March 2016.docx COMPLETE APPLIC A TION CHECKLIST The materials listed below must be submitted with your application unless specifically waived in writing by the Public Works Department and the Department of Community Development. Please contact each Department if you feel that certain items are not applicable to your project and should be waived. Application review will not begin until it is determined to be complete. ADDITIONAL MATERIALS MAY BE REQUIRED. The initial application materials allow project review to begin and vest the applicant's rights. However, the City may require additional information as needed to establish consistency with development standards. City staff are available to answer questions about application materials at 206-431-3670 (Department of Community Development) and 206-433-0179 (Department of Public Works). Check items submitted with application Information Required. May be waived in unusual cases, upon approval of both Public Works and Planning APPLICATION MATERIALS: 1 1. Application Checklist (1 copy) indicating items submitted with application. 1 2. Completed Application Form and drawinEs (4 copies). 1 3. One set of all plans reduced to 8 1/2" x 11" or 11" x 17". ✓ 4. Completed and notarized Affidavit of Ownership and Hold Harmless Permission to Enter Property (1 copy attached). 5. Application Fee: See Land Use Fee Schedule online. PROJECT DESCRIPTION AND ANALYSIS: 1 6. Vicinity Map with site location. ✓ 7. Clearly establish status as separate legal lot(s) of record (per TMC Title 17 and RCW Chapter 58.17), showing all known easements and encumbrances. 8. Provide any required maintenance agreements, easements or other documents ready for recording. Items 9 through 11 NOT required for lot consolidations or BLAs without vacant lots 9. Provide King County Health Department approval if there are any septic systems on site. 10. Sewer and water availability letters are required from the provider district if the area is not serviced by the City of Tukwila. Forms are available at the DCD office. 11. Provide two copies of sensitive area studies such as wetland or geotechnical reports if needed per Tukwila's Sensitive Areas Ordinance (TMC 18.45). See Geotechnical Report Guidelines and Sensitive Area Special Study Guidelines for additional information. RECORDING DOCUMENT: Templates are available from the City 1 12. (a) The recording document must meet the King County Assessor's recording format requirements (letter, legal or record of survey format). Only documents prepared by a surveyor may be in record of survey format (18" x 24"). ✓ (b) Drawing must include a graphic scale, space for the City of Tukwila file number and north arrow. It shall include the elements listed at TMC 17.08.030(B). 1 (c) Provide legal descriptions of all lots before and after the proposed changes. 1 (d) The recording documents must include signature blocks for the owner(s), Short Subdivision Committee, Assessor, and Recorder (listed on the template, see TMC 17.04.060). ✓ (e) Existing and proposed lot lines shall be shown solid with new lines called out and lot lines to be removed shall be shown dashed. ✓ (f) Show existing and proposed utility easements (water, sewer, septic drainfields, power, natural gas, telephone, cable). (g) List total lot area and average width of each proposed residential lot. \\citystore\City Common\Teri - DCD\Kirby\2016 Applications\Boundary Line Adjustment -Lot Consolidation -March 2016.docx RECEIVED JUN 27 2011 Community ‘.7 ,.4-.lnnm+anf 4 Check items submitted with application Information Required. May be waived in unusual cases, upon approval of both Public Works and Planning (h) Dash in required setback distances from all parcel lot lines. (i) Show any required fire access lanes and tum-arounds per Fire Department standards. ✓ (j) Show the location and distance to proposed property lines of all existing structures, indicating those to be removed. SENSITIVE AREAS PLAN: NOT required for lot consolidations or BLAs without vacant lots 13. (a) Location of all sensitive areas (e.g. streams, wetlands, slopes over 20%, coal mine areas and important geological and archaeological sites). For stream frontage provide existing and proposed top of stream bank, stream bank toe, stream mean high water mark, and base flood elevation (i.e., 100 yr. flood). Maximum sheet size 24" x 36". (b) Location of all required sensitive area buffers, setbacks, tracts and •rotection measures. (c) Show all significant trees (4" or more in diameter measured 4.5 feet above grade), indicating those to be retained and those to be removed. A tree permit will be required for removal of any significant trees within a sensitive area or its buffer. (d) Show proposed lot and tract lines. CIVIL PLANS: NOT required for lot consolidations or BLAs without vacant lots 14. (a) Include a graphic scale and north arrow. Maximum sheet size 24" x 36". (b) Vertical datum NAVD 1988 and horizontal datum NAD 83/91. Conversion calculations to NGVD 1929, if in a flood zone or flood -prone area. (c) Existing and proposed utility easements and improvements, on site and in street (water, sewer, power, natural gas, telephone, cable). Schematic designs to be provided regardless of purveyor (e.g. site line size, location, and size of public main). No capacity calcs, invert depth, valve locations or the like are needed. (d) Storm drainage design at least 90% cornplete, which meets the King County Surface Water Design Manual (KCSWDM). Include a Technical Information Report (TIR) including feasibility analysis if required by the Manual. Ca11 out total existing and proposed impervious surface in square feet. Include all storm drainage conveyance systems, water quality features, detention structures, maintenance access and safety features. For additional guidance contact Public Works or go to PERMIT CENTER.. (e) Locate the nearest existing hydrant and all proposed hydrants. (f) Show the 100 yr. flood plain boundary and elevation as shown on FEMA maps. (g) Plan, profile and cross-section for any light -of -way improvements. (h) Show planned access to lots, driveways, fire access lanes and turn-arounds. (i) Show the location and distance to proposed property lines of all existing structures, indicating those to be removed. (j) Show proposed lot and tract lines. \\citystore\City Common\Teri - DCD\Kirby\2016 Applications\Boundary Line Adjustment -Lot Consolidation -March 2016.docx CITY OF TUKWILA Department of Community Development 6300 Southcenter Boulevard, Tukwila, WA 98188 Telephone: (206) 431-3670 BOUNDARY LINE ADJUSTMENT / LOT CONSOLIDATION APPLICATION FOR STAFF USE ONLY Peiits Plus Type: P-BLA/LC Planner: File Number: U Application Complete Date: Project File Number: VL\ —00 Application Incomplete Date: Other File Numbers: NAME OF PROJECT/DEVELOPMENT: Riverton Heights BLA BRIEF DESCRIPTION OF PROJECT: Boundary line adjustment of 6-feet to accommodate parking structure. LOCATION OF PROJECT/DEVELOPMENT: Give street address or, if vacant, indicate lot(s), block and subdivision, access street, and nearest intersection. SE 1/4 of the SW 1/4 of Section 25, Township 23N, Range 4E. Nearest intersection is 35th Ave S and 37th Ave S. LIST ALL TAX LOT NUMBERS (this information may be found on your tax statement). 1523049152, 1523049010 DEVELOPMENT COORDINATOR: The individual who: • has decision making authority on behalf of the owner/applicant in meetings with City staff, • has full responsibility for identifying and satisfying all relevant and sometimes overlapping development standards, and • is the primary contact with the City, to whom all notices and reports will be sent. Name: Contour Engineering, LLC - Steve Woods Address: PO Box 949; Gig Harbor WA 98335 Phone: (253) 857-5454 FAX: E-mail: steve.woods@conourengineeringllc.com Signature: ,7L Date: 06/20/2017 \\citystore\City Common\Teri - DCD\Kirby\2016 Applications\Boundary Line Adjustment -Lot Consolidation -March 2016.docx RECEIVED JUN 27 2017 Community Development CITY OF TUKWILA DEPARTMENT OF COMMUMIT DEVELOPMENT 6300 SOUTHCENTER BLVD. TUKWILA, WA 98188 TELEPHONE (206)431-3670 FAX (206)431-3665 E-MAIL: planning@tukailaWA.gov DECLARATION KNOWN ALL MEN BY THESE PRESENT THAT WE, THE UNDESIGNED. OWNER(S) IN FEETHE LANDRHEREIN DESCRIBED DO.HEREBYMPLE MAKEOF A BOUNDARY LINE THE DECLAREJTHIS EBOUNDARYUIGNED LIINESADJUSTMENTHER TO BE THE GRAPHIC REPRESENTATION OF SAID BOUNDARY LINE ADJUSTMENT AND THE SAME IS MADE WITH THE FREE CONSENT AND IN ACCORDANCE WITH THE DESIRE OF THE OWNER(S). IN WITNESS WHEREOF WE HAVE SET OUR HANDS AND SEALS. NAME: NAME: ACKNOWLEDGEMENTS STATE OF WASHINGTON ) COUNTY OF ASS ON THIS DAY OF 2017, BEFORE ME. THE UNDERSIGNED, A NOTARY PUBLIC. IN & FOR THE STATE OF WASHINGTON, DULY COMMISSIONED & SWORN. PERSONALLY APPEARED TO ME PERSONALLY KNOWN (OR PROVEN ON. THE BASIS OF SATISFACTORY EVIDENCE) TO BE THE OF E CORPORATIONAT EXECUTED THE WITHIN AND FOREGOINGTINSTRUMENT. ANDTACKNOWLEDGED SAID DEED OFSAID CORPORATION. SENT TO BE THE E VOLUNTARY FORTHE USESAND THE .THEREIN AS AUTHORIZED NTO�EXECUTE OSAIN D TINSTRUMENT H STATED H&TTHAT STHEHEWSEAL AFFIXED. IF ANY. IS THE CORPORATE SEAL OF SAID CORPORATION. WITNESS MY HAND AND SEAL HERETO AFFIXED THE DAY & YEAR IN THIS CERTIFICATE ABOVE WRITTEN: NOTARY PUBLIC IN AND FOR THE STATE OF.WASHINGTON, RESIDING IN MY COMMISSION EXPIRES: PRINT NOTARY NAME VICINITY MAP RECORDING CERTIFICATE: RECORDING NO FILED FORRECORD THIS DAY OF 2017 AT ._,M. IN BOOK _ OF SURVEYS AT PAGE _ AT TIE REQUEST OF STEPHEN'H W000S. PLS SINAMT TUKWILA SHORT SUBDIVISION COMMITTEE APPROVAL REVIEWED AND APPROVED BY THE SHORT SUBDIVISION COMMITTEE AND HEREBY CERTIFIED FOR FILING THIS DAY OF 201 CHAIRPERSON, SHORT SUBDIVISION COMMITTEE KING COUNTY DEPARTMNET OF ASSESSMENTS EXAMINED & APPROVED THIS _ DAY OF 201 KING COUNTY ASSESSOR 1523049152, 1523049010 ACCOUNT NUMBER DEPUTY KING COUNTY. ASSESSOR ORIGINAL LEGAL DESCRIPTION: PARCEL A THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN. KING COUNTY, WASHINGTON. DESCRIBED AS FOLLOWS: BEGINNING AT A POINT ON THE SOUTHERLY LINE OF SAID SUBDIVISION WHICH, I5 25 FEET EAST OF THE SOUTHWEST CORNER THEREOF; THENCE NORTH 330 FEET PARALLEL. WITH THE WEST LINE OF SAID SUBDIVISION TO THE SOUTHWEST CORNER OF LOT 10, BLOCK 3, JAMES CLARK S GARDEN ADCITION TO THE PLAT THEREOF. RECORDED IN VOLUME T130OFF SPLATS, PAGE O12INING TKING O ECOUNTY. WASHINGTON: THENCE EAST 264 FEET ALONG THE SOUTH LINE OF SAID LOT 10;. THENCE SOUTH 330 FEET. MORE OR LESS: PARALLEL WITH THE WEST LINE OF SAID THENCEUWESTI264NTO FEETTHE ALONGUSAIDLY LINE SOUTHERLYELINE TO THE POINT OF BEGINNING. BOUNDARY LINE ADJUSTMENT NUMBER EXCEPT THE SOUTH 180 FEET THEREOF. EXCEPT THE NORTH 60 FEET AS MEASURED ALONG THE WEST LINE THEREOF. EXCEPT THE WEST 5 FEET OF THE REMAINDER THEREOF CONVEYED TO KING COUNTY FOR 37TH AVENUE SOUTH BY DEED RECORDED JUNE 2, 1972 UNDER RECORDING,NO. 7206020386. PARCEL B: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 15. TOWNSHIP 23 NORTH, RANGE 4 EAST,( W:M., IN KING COUNTY. WASHINGTON. DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHWEST CORNER OF LOT 10. BLOCK 3, JAMES CLARK S GARDEN LAT THEREOF. 4DRECORDED DITION OINHVOLUME 13 OFE CITY OF APLATS. TTLE. APAGE12. IN KINGCCOING TO THEPCOUNTY, WASHINGTON; THENCE EASTERLY ALONG THE SOUTH LINE OF SAID LOT 10 A DISTANCE OF 264 FEET; THENCE SOUTHERLY PARALLEL WITH THE WEST LINE OF SAID SOUTHEAST QUARTER OF THE SOUTHWEST PARALLELTHENCE WESTERLYT WITHSAIDER OSOUTH LINE OF LOT 10 A DISTANCE OF 264 FEET; THENCE NORTHERLY PARALLEL. WITH THE WEST LINE OF SAID SOUTHEAST QUARTER .OF'THE SOUTHWEST QUARTER 60 FEET TO THE POINT OF BEGINNING. EXCEPT THE WEST 5. FEETTHEREOF CONVEYED TO KING COUNTY FOR 37TH AVENUE SOUTH BY DEED RECORDED UNDER RECORDING NUMBER•7206020386. BASIS. OF BEARING:. WASHINGTON STATE LAMBERT. GRID. NORTH ZONE COORDIANTES AS DETERMINED BY. GPS OBSERVATION. PARCEL AREAS: OVERALL: 39083 S0 FT (0.897 ACRES) ORIGINAL PARCEL A: 23308 SO FT (0.535'ACRES) ORIGINAREVISED PARCEL PARCEL PARCELA: 21730 SO FT 8: 15775 SO FT (0.499 ACRES)` REVISED PARCEL B: 17353 SO FT (0.398. ACRES) Eft LAND SURVEYOR'S CERTIFICATE: THIS BOUNDARY LINE ADJUSTMENT CORRECTLY REPRESENTS A SURVEY MADE BY ME OR UNDER MY DIRECTION IN CONFORMANCE WITH SLATE AND COUNTY STATUTES AT TIE REQUEST OF SEG 56TH, LLC IN MAY 2017. CERTIFICATE.NO. 35965 q 38965. '� �'rlp FslSTE�`�SOQ, a41 LA1+o `. RECORDING NUMBER VOLUM/PAGE PORTION OF SE 1/4 OF SW 1/4, S. 15, T. 23 N., R. 4 E., W.M. REVISED LEGAL DESCRIPTION: REVISED PARCEL A THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER. OF SECTION 15, TOWNSHIP 23 NORTH. RANGE 4 EAST. W.M., IN KING COUNTY. WASHINGTON. DESCRIBED AS FOLLOWS: •BEGINNING AT A POINT ON THE SOUTHERLY LINE OF; SAID SUBDIVISION WHICH IS 25 FEET THENCE NORTH A3304FEET-PARALLEL SWITH T RTHE WESNER T LINE OF SAID SUBDIVISION TO THE SOUTHWEST CORNER OF LOT 10, BLOCK 3. JAMES CLARK S GARDEN ADDITION TO THE CITY OF SEATTLE, ACCORDING TO THE PLAT THEREOF, RECORDED,IN VOLUME 13 OF PLATS, PAGE 12, IN KING COUNTY. WASHINGTON: THENCE EAST ALONGSOUTLINE OF THENCE SOUTH264 330FEET FEET. MORETHE OR LESS, PARALLELSAID WITHLOT THEI0: WEST LINE OF SAID SUBDIVISION TO THE POINT OF BEGINNING. EXCEPT THE SOUTH .180 FEET'THEREOF. EXCEPT THE NORTH 66 FEET AS MEASURED ALONG THE WEST LINE THEREOF. EXCEPT THE WEST 5 FEET OF THE REMAINDER THEREOF CONVEYED TO KING COUNTY FOR .37TH AVENUE SOUTH BY DEED RECORDED JUNE 2. 1972 UNDER RECORDING NO. 7206020386. REVISED. PARCEL B: THAT TION OF THE ESUATER OF SECTIONR15. TOWNSHIPS23THEAST UARTNORTH,�RANGE4�EAST. F THE W.M.. INTKIINGRCOUNTY. WASHINGTON, DESCRIBED AS FOLLOWS:. BEGINNING :AT THE SOUTHWEST CORNER OF LOT 10, BLOCK 3. JAMES CLARK S GARDEN ADDITION CITYING TO THE THEREOF. RECORDEDOINHE F VOLUME 013 OFAPLATS.SETTLE.ACCOPAGE 12. IN KINGPLAT COUNTY. WASHINGTON; THENCE EASTERLY ALONG THE SOUTH LINE OF SAID LOT 10. A DISTANCE OF 264 FEET: THENCE SOUTHERLY PARALLEL WITH THE WEST LINE OF SAID SOUTHEAST QUARTER OF THE. SOUTHWEST QUARTER 66 FEET:. THENCE WESTERLY PARALLEL WITH SAID SOUTH LINE OF LOT 10 A DISTANCE OF 264 FEET: THENCE NORTHERLY PARALLEL WITH THE WEST LINE OF SAID SOUTHEAST QUARTER 'OF'THE SOUTHWEST QUARTER 66 FEET TO THE POINT OF BEGINNING. EXCEPT THE WEST 5 FEET THEREOF CONVEYED TO KING COUNTY FOR 37TH AVENUE SOUTH BY GEED RECORDED UNDER RECORDING NUMBER 7206020386. SURVEYOR'S NOTES: 1) THE MONUMENT CONTROL SHOWN FOR THIS SITE WAS ACCOMPLISHED. BY FIELD TRAVERSE UTILIZING A TWO .(2) SECOND THEODOLITE V(TRIMBLE'ITH S-3) AAL NDCREALIC TIMESKINEMATIC'(RTK) METERING STATIC • ' GLOBAL POSITIONING SYSTEM (GPS TRIMBLE R-8). LINEAR AND ANGULAR CLOSURE OF THE TRAVERSES MEET THE STANDARDS OF WAC 332-130-090. • 2) UTILITIES OTHER THAN THOSE SHOWN MAY EXIST ON THIS SITE. ONLY.THOSE WHICH:ARE VISIBLE OR HAVING VISIBLE EVIDENCE OF THEIR INSTALLATION ARE SHOWN:HEREON. 3) THIS SURVEY REPRESENTS PHYSICAL IMPROVEMENT CONDITIONS AS THEY'.EXISTED MAY.31. 2017. THE DATE OF THIS FIELD SURVEY. • 4) LEGAL DESCRIPTION PROVIDED BY CLIENT. RECEWED 5) OFFSET'.DIMENSIONS SHOWN HEREON ARE MEASURED PERPENDICULAR JUN 27 2017 TO PROPERTY LINES. M1Otfl ENGINEER1NG•LLC CML ENGINEERS-SURVEYORS..LAND PLANNERS 4706 97th Street NW, Suite /t00, Gig Harbor, WA 98335 Phone: 253-857-5454 Fax: 253-509-0044 info@contourpllc.cue DRAWEE L NGUYEN Cam= BY S WOODS DATE SCALE JUN.5. 2017 NA. - JOB NA M 15-187 10B Nq.: 15-1876 L /7-oof9 Community Development D7DSR DATA: SE -SW 15, T23N, R4E, WM SURVEY FOR SEG 56TH. LLC 845 106TH•AVE.NE STE 100 .BELLEVUE; WA 98004 • KING . COUNTY, WASHINGTON SHEET 1 OF 2 CITY OF TUKWILA DEPARTMENT OF COMMUNITY DEVELOPMENT WA 8188 TELEPHO EHCENTER (06)431-3670TFAXIU(206))439-3665 E-MAIL: planning@tukwilaWA.gav 0 20 N43'!9'37'E 24.05'(NOT TO SCALE) CALCULATED 1/16TH 40 Scale:. 1" 20' SOIJTHWEST CORNER OF SEC.15; TWP.23N, RN6.5E. CALCULATED FROM W6S POINT N0. 93H-903L 301'33'36'1f 1323.71'ISE i i BOUNDARY LINE ADJUSTMENT NUMBER INCASED ATC THE I �CTIpi OF SOUTH 140TH ST AND 37TH AVE SOUTH. ► 25' 1.08' 30' R/W DEED HC ASPHALT N76'52'03'E 0.37' (NOT TO SCALE) LEGEND: FOUND 3' BRASS DISC WITH 'X' INCASED AT THE INTERSECTION OF SOUTH 144TH ST AND 37TH AVE SOUTH. •. = FOUND MONUMENT AS NOTED. VISITED 7-2-12 O = CALCULATED MONUMENT, POSITION • = SET #4 REBAR WITH RED PLASTIC CAP STAMPED "CONTOUR LS 38965". ORIBINAL LOT LINE ,TO BE REMOVED REVISED. LOT LINE 267.93'. S87'35'22'E 2652.23' DATE X 8' CYCLONE FENCE ASPHALT EXTRUDED CURB COMTOUR ENGINEER N G•L L C CIVIL ENGDIEERSA•SURVEYORS,-LAND PLANNERS 4706 97th Street NW. Suite 1100, 61g Harbor, WA 98335. Phone: 253-857-5454 Fax: 253-509-0044 info@contourpllc.co®. DRAIN at - L NGUYEN CCRI BY: S WOODS SCALE JUN 5. 2017 1"=20' JOB NAME JOB NO.: 15-187 15-1878 RECORDING NUMBER moss) VOLUME/PAGE SE 1/4 OF SW 1/4, S. 15, T. 23 N., R. 4 E., W.M. ASPHALT SOUTH QUARTER CORNER OF SEC.15, TNP.23N, RNG.5E. FOUND HAWK IN COPPER PLUN6 IN CONCRETE POST STAMPED. 1033.18' ------__/ L ft-oo,{ 9 . R•EC Bvs JUN 272011 T;ominunfty 7E;vetopmenf 15 22 INDEXSEDATA. —SW 15, T23N, R4E, WM SURVEY FOB: SEG 56TH, LLC 845 106TH AVE NE STE 100 BELLEVUE, WA 98004 KING COUNTY, WASHINGTON SHEET 2 OF 2