HomeMy WebLinkAboutPermit L97-0036 - OUTBACK STEAKHOUSE - BINDING SITE IMPROVEMENT PLANOUTBACK STEAKHOUSE
17510 Southcenter Pkwy.
' 12,'15/197 08: ,19 2063245842
JOHN) L SCOTT RE PAGE 05
• SCHEDULE B - SECTION .1
REOiJ2 CEMENTS
THE FOLF 9WlNG ARE THE REQUIREMENTS TO BE COMPLIED WITH:
ITEM NO PAYMENT TO OR. FOR THE ACCOUNT OF THE GRANTORS OR MORTGAGORS OF
THE FILL CONSIDERATION FOR THE ESTATE OR INTEREST TO BE
INSURED
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ITEM' (A) PROPER INSTRUMENT(S) CREATING THE ESTATE OR INTEREST TO BE LL.
INSURED MUST AE EXECUTED AND DULY FILED FOR RECORD , W O
POT g : EFFECTIVE JANUARY 1, 1997, AND PURSUANT TO. AMENDMENT OF g -i
WASHINGTON STATE STATUTES RELATING TO STANDARDIZATION OF
RECORDED DOCUMENTS, THE FOLLOWING FORMAT AND CON'T'ENT
REQUIREMENTS MUST BE MET. FAILURE TO COMPLY MAY RESULT IN
REJECTION OF THR DOCUMENT DY THE RECORDER.
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MARGINS TO BE 3" ON TOP OP FIRST PAGE, 1" ON SIDES AND BOTTOM 1" V a
ON TOP, SIDES AND BOTTOM OP EACH SUCCEEDING PAGE. o
•FONT SIZE OF 8 POINTS Oil. LARGER AND PAPER SIZE OF NO MORE THAN 8 = U.
1%2" AX 14".
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NO ATTACHMENTS ON PAGES SUCH AS STAPLED OR TAPED NOTARY SEALS; H =;
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PRESSURE SEALS MUST BE SMUDGED.
I FQ n:X0J( ' X .MV•..._4'I'_ ! 'TEM ONIffn 'IRS= PaqA
TITLE OR TITLES OP DOCUMENT. IF ASSIGNMENT OR RECONVEYANCE
REFERENCE TO AUDITOR'S FILE NUMBER OF SUBJECT DEED OF TRUST.
EO'd
NAMES OF GRANTOR(S) AND GRANTEE(S) WITH REFERENCE TO ADDITIONAL
NAMES ON FOLLOWING PAGE(S), IF, ANY.
ABBREVIATED LEGAL DESCRIPTION (LOT, BLOCK, PLAT NAME OR SECTION,
TOWNSHIP, RANGE AND QUARTER QUARTER SECTION FOR L1N.PLATTED) .
:ASSESSOR'S TAX PARCEL NUMBER(S).
RETURN ADDRESS WHICH MAY APPEAR IN THE UPPER LEFT HAND 3" TOP
MARGIN.
PAGE 3 OF 6
5910- 68L -90E dVpee J Epue. g d55 = T T L6 -L t - ,eO
'12/15/1937 08.49 2063245842 JOHN L SCOTT RE PACE 06
SCHEDULE B - SECTION 2
GENFRAI ji:XCPTIQ TS
THE POLICY OR POLICIES TO BE ISSUED WILL CONTAIN EXCEPTION'S TO THE
FOLLOWING UNLESS THE SAME ARE DISPOSED OF TO THE SATISFACTION: OF THE
COMPANY.
A. TAXES OR ASSESSMENTS WHICH ARE NOT SHOWN AS EXI aTZNG 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, INTERESTS, 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 PERSONS IN POSSESSION THEREOF.
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C. EASEMENTS; CLAIMS OF EASEMENT OR ENCUMBRANCES WHICH ARE NOT SHOWN • H w•
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.ANY LIEN, • OR. RIGHT TO A LIEN, FOR SERVICES, LABOR OR MATERIAL 0
THERETOFORE OR HEREAFTER FURNISHED, IMPOSED BY LAW AND NOT SHOWN BY
THE PUBLIC RECORDS.
DISCREPANCIES, CONFLICTS TN 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. (A) UNPATENTRD MINING CLAIMS; (13) RESERVATIONS OR .EXCEPTIONS IN
PATENTS ' OR IN ACTS AUTHORIZING THE ISSUANCE THEREOF; (C) WATER
RT.CHTS, CLAIMS OR TITLE TO WATER; WHETHER OR NOT THE MATTERS
EXCEPTED UNDER (A)., (S) OR (C) ARE SHOWN BY THE PUBLIC RECORDS; (D)
INDIAN TRIBAL CODES OR REGULATIONS, INDIAN TREATY OR ABORIGINAL
RIGHTS, INCLUDING EASEMENTS OR EQUITABLE SERVITUDES.
G . .ANY SERVICE, INSTALLATION, CONNECTION. MAINTENANCE, CONSTRUCTION,
TAP OR REIMBURSEMENT CHARGES /COSTS FOR SEWER, WATER, GARBACE OR
ELECTRICITY.
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.
170 d
5910-613L -90Z
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PAGE 4 OF C
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12/3.5/1997 08:49 2058245842
SCHEDULE B - SECTION 2 CONT.
JOHN L SCOTT RE PAGE 07
SPECIAL EXCEPTIONS
._J
ORDER NO. 364911 -3
LIEN OF ANY REAL ESTATE EXCISE SALES TAX UPON ANY SALE .
OF SAID PROPERTY IF UNPAID.
AS OF THE DATE HEREIN, THE EXCISE TAX RATE FOR THE •CITY
OF TUKWILA IS 1,53% ACCORDING TO THE LATEST PUBLIC
NOTICE ISSUED BY THE XING COUNTY RECORDS SECTION.
LEVY CODE: 2411
2. TITLE IS TO VEST IN•PERSONS NOT YET REVEALED AND WHEN
' SO VESTED WILL THEN BE SUBJECT TO MATTERS 'WHICH MAY BE
DISCLOSED BY A SEARCH OF THE RECORDS AGAINST THEIR
NAMES,
3, ANY QUESTION THAT MAY ARISE DUE TO THE SHIFTING AND
CHANGING IN THE COURSE OF THE Dt1WAMIER RIVER.
8
RIGHT OF THE STATE OF WASHINGTON IN AND TO THAT
PORTION, IF ANY, OF THE PROPERTY HEREIN DESCRIBED WHICH
MAY LIE BELOW THE LINE Off'' ORDINARY HIGH WATER OF TIE
DUWAWISE RIVER.
5. RIGHT OF THE GENERAL PUBLIC TO THE UNRESTRICTED USE OF
ALL' T131 WATERS .OF A NAVIGABLE BODY OF WATER NOT ONLY
FOR THE PRIMARY PURPOSE OF NAVIGATION, BUT ALSO FOR
COROLLARY PURPOSES, T.NCLt7DING (BUT NOT LIMITED TO)
FISHING, BOATING, BATHING, SWIMMING, WATER SKIING AND
OTHER RELATED RECRE.ATIONAL•PURPOSES, AS THOSE WATERS
MAY AFFECT THE .TIDELANDS, SHORELANDS, OR ADJOINING,
UPLANDS AND WHETHER THE LEVEL OF THE WATER RAS BEEN.
RAISED NATURALLY ORART /FTCIALLY TO A MAINTAINED OR
I LUCTUATING LEVEL., ALL AS FURTHER DEFINED BY THE
DECISIONAL LAW OF THIS STATE. (AFFECTS ALL OF THE.
PREMISES SUBJECT TO SUCH SUBMERGENCE).
NO'S'E Al. GENERAL TAXES AND SPECIAL CHARGES, IF ANY, FOR
'1997 HAVE BEEN PAID IN FULL.
SO'd
TOTAL: $610.00
ASSESSED VALUE OF LAND: $40,000.00
ASSESSED VALUE OF IMPROVEMENTS: NONE
TAX ACCOUNT NO.: 017900- 2860 -00
S9tO- 68L -90Z
(CONTINUED)
PAGE 5 OF 6
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12/15/1997 08 :49 2063245842
SCHEDULE 8 _. SECTION 2 CONT.
JOHN L SCOTT PE
PA3E 08
ORDER NO. 364922_3
NOTICE:
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:
END OF SCHEDULE B
FIRST AMERICAN TITLE INSURANCE COMPANY
2101 FOURTH AVENUE, SUITE 800
SEATTLE, WA 99121
AT14N : AMELIA 8ERLANGA
90'd
5910- 68L -90E
PAGE 5 OF 6
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City of Tukwila John W. Rants, Mayor
Department of Community Development Steve Lancaster, Director
December 12, 1997
Bob Noe
Kenyon Law Firm
11 Front Street South
Issaquah, WA 98027
Dear Bob:
Thank you for your feedback on issues concerning Outback Steakhouse and Glacier
Business Park.
As promised, enclosed is a copy of the request from Outback Steakhouse's architect
regarding taxes imposed by the King County recorder's office on their Binding Site
Improvement Plan.
If you need any additional information, please contact me at (206) 431 -3673.
Sincerely,
Alexa Berlow
Associate Planner
Enclosure
6300 Southcenter Boulevard, Suite #100 • Tukwila, Washington 98188 • (206) 4313670 • Fax (206) 4313665
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12/08/1997 11:10 2067477149 CMA PAGE 01
MERRICK
LENTZ
ARC ECT
F A X t r a n s m i t t a 1
date: 126604e04. 8, 1941
to: CAW aP TJK14114:1
attn: ALEyA ISE4,44.4
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Sincerely,
MERRICK LENTZ ARCHITECT
Merrick D. Lentz
Principle Architect
1800 - 136th Place RE., Suite 100
Bellevue, Washington 98005
425/747 -3177 11 FAX 42.5/747-7149
E -Mail mlarch @isomedia.com
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12/08/1997 11:10 2067477149
1-cw 58_08_040 at leginfo.leg., }gov
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RCW 58.08.040 Depo to cover anticipated taxes Any person
filing a plat, replat, altered plat, or binding site plan
subsequent to May 31st in any year and prior to the date of the
collection of taxes in the ensuing year, shall deposit with the
county treasurer a sum equal to the product of the county
assessor's latest valuation on the property less improvements in
such subdivision multiplied by the current year's dollar rate
increased by twenty -five percent on the property platted. The
treasurer's receipt shall be evidence of the payment. The
treasurer shall appropriate so much of the deposit as will pay the
taxes on the property when the levy rates are certified by the
assessor using the value of the..•property at the time of••filing a
plat, replat, altered plat, or'binding site plan, and in case the
sum deposited is in excess of the amount necessary for the payment
of the taxes, the treasurer shall return, to the party depositing,
the amount of excess. [1994 c 301 § 16; 1991 c 245 § 14; 1989 c iT
378 § 2; 1973 1st ex.s. c 195 § 74; 1969 ex.s. c 271 § 34; 1963 c
66 5 1;.1909 c 200 § 1; 1907 c 44 § 1; 1893 c 129 § 2; RRS 5 9291.]
Severability -- Effective dates and termination dates --
Construction- -1973 1st ex.s. c 195: See notes following RCW
84.52.043. V C 7
Severability- -1969 ex.s. c 271: See RCW 58.17.910.
Assessment date: RCW 84.40.020.
Property taxes -- Collection of taxes: Chapter 84.56 RCW..
CMA
PAGE 02
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http://1eginfo.leg.wa.gov/pub/rcw/title.58/chapter_008/rew 58_08_040
6/4/97
Return Address:
City of Tukwila
Department of Community Development
6300 Southcenter Boulevard
Tukwila, WA 98188
Grantor(s):
A.L.P , Ioe.l'
1993002041 i u g 1
BINDING SITE PLAN NUMBER L97 -0036
CITY OF TUKWILA, WASHINGTON
Edwards, Craig Jvergreen State Limited Partnership
(Last Name) (First Name) (Outback Steakhouse, Southcenter)
Grantee(s): The Public
Assessor's Property Tax Parcel or Account Number(s): 262304 -9127
Legal Descriptions:
Before the Boundary Line Adjustment:
See Attached
After the Boundary Line Adjustment:
See Attached
Reviewed and approved by the Short Subdivision Committee and hereby certified for filing this
2..N;^" day of 19 9 * .
Chairman, Short Subdivision Committee
Page 1 of 1
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:.ITY OF TUKWILA, WASHINGTON
FILE NO. L91 -o03(r
LEGAL DESCRIPTIONS (Attach additional sheets if necessary):
BEFORE THE ADJUSTMENT:
SEE ATTACHED
AFTER THE ADJUSTMENT:
SEE ATTACHED
Filed for record at the request of:
Name
BLAAP.DOC 7/3/96
APPROVAL
Department of Community Development:
Examined and approved this
211 day of SQ- eke..0412r , 19 cn
Director, Dept. of Community Development
Department of Public Works:
Examined and apprRved tjiis
17 `� day of
.1
19f7 .
Director, Department of Public Works
Return to:
Dept. of Community Development
Planning Division
City of Tukwila
6300 Southcenter Boulevard
Tukwila, WA 98188
Page
of - -EIVED
CITY OF TUKWILA
JUN 2 11 1997
PERMIT CENTER
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MAP
(Attach on separate sheet if necessary)
SEE ATTACHED 18" x 24" SITE PLAN
Land Surveyor's Certificate:
BINDING SITE. PLAN Map on File in Vault
This BCOLlidialynklexxAdglauriavIEdrandhUrfdt10301 correctly
represents a survey* made by me or under my direction in Direction:
conformance with the requirements of appropriate State statute.
Scale:
Name: JOHN W. BECKER
Stamp:
Date: 12 JUNE 1997
Certificate No. P.L.S. 13670
*Many Boundary Line Adjustments and all lot consolidations do not Page of
require a survey.
BLAAP.DOC 8/5/96
CITY TUKWIUWILA
JUN 2 4 19971997
E +ytiT CLINTITER
SIGNATURES
DECLARATION:
Know all men by these presents that we, the undersigned, owner(s) in fee simple of the land herein
described do hereby make a short subdivision thereof pursuant to RCW 58.17.060 and acknowledge
that said subdivioier1 shall not be further divided in any manner within a period of five years, from date
of record, without the filing of a final plat. The undersigned further declare this the 4et- to be the
graphic representation of said and the same is made with the free consent and in
accordance with the desire of the owner(s). SIN 01N4 s t-tti t Dt P{2.ou0 l•ti
In witness whereof we have set our hands and seals. PL' (Z�>_At s���v�s�a -�'
Name: Name:
Name: Name:
Name: Name:
Name: Name:
STATE OF WASHINGTON
County of King
On this day personally appeared before me
to me known to be the individual described in and who executed the within and foregoing instrument,
and acknowledge that signed the same as
uses and purposes therein mentioned.
GIVEN under my hand and official seal this day of , 19
free and voluntary act and deed, for the
Signature:
Name as commissioned:
Title:
My appointment expires:
STATE OF WASHINGTON
County of King
On this day personally appeared before me
to me known to be the individual described in and who executed the within and foregoing instrument,
and acknowledge that signed the same as free and voluntary act and deed, for the
uses and purposes therein mentioned.
GIVEN under my hand and official seal this day of , 19
Signature:
Name as commissioned:
Title:
My appointment expires:
Chart- WatNumber
$Ir.IDi' J . SATE
IHPevVEn04T 1PL,At.I
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•
MERRICK •
LENTZ
C .1 .ECT
OUTBACK STEAKHOUSE RESTAURANT
BINDING SITE IMPRO'V'EMENT PLAN
Re: Permit Number L97 -0036
Response.to Review.Criteria:
September ,16, 1997'
. 1.. The Binding'Site Improvement Plan defines two parcels that, will comply with all known
applicable regulations affecting the land, including.zoning, health, building, fire and safety'
and the like.. • • . • . • ' . . •
• 2:' . Tlie access from . the, parcels to the • public roads is existing and as such provides
adequate access from each parcel to. the public road' as weltas.effective cross - circulation.
between'.the two parcels. The ownership of both parcels will remain with .Sauthcenter
• Motor .Hotel, Ltd :, . which is ' no ' change from the existing conditions •prior to this
application.: •
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3: Since• the property is •fully .bounded by the City of Tukwila, this provision does not u ~O
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4.The Doubletree Guest Suites, the existing use .on: the' •site ' built .in 1979 •and operated•
continuously since. the original opening, are fully,serviced by existing utilities, drainage•'and
access. Revisions to these services are part of the improvements currently being reviewed
•by .the City of Tukwila for the purpose.of Building 13.ermit issuance for the proposed riew'
restaurant use. • • •
5. Applicable; provisions from Chapters •1,7.20 and ,17.28 have been included in the design
and preparation of this application. • . •' • •
' 6: The purpose of this :application its to create the .means. to allow two uses; one existing
and one new, to' derive reasonable economic,use of the property..' • •
•
Sincerely,
Merrick D: Lentz '
• Merrick Lentz Arcitect •
Z0 39 kid
REGIST 'ED
•-MERRICK 0. LENTZ •
STATE OF WASHINGTON
1800 - 136th Place N.E., Suite 100•
. Bellevue, Washington 98005
206/747 -3177 • FAX 206/747 -7149 '
6tILLtL90Z Z5 :9Z L661/9T/60
�i: �' d,: 4�i:, s, ��r.' a +a+�a�us5ba�^a�::14�s��u'aY...• �:;�C:��r;+r3t�;���i�''rs,
City of Tukwila John W. Rants, Mayor
Department of Community Development Steve Lancaster; Director
MEMORANDUM
September 12, 1997
TO: Ross Earnst viaJSiicer.
Tom Keefe via Nick Olivas
FROM: Alexa Berlow, Associate Planner
RE: Outback Steakhouse Binding Site Improvement Plan
File #: L97-0036
The above referenced Binding Site Plan is ready for final approval. The project has
previously been reviewed by your Department.
• Attached are the documents for recording. Please review these materials and indicate
your approval. Ross Earnst, please sign original Page 1 of the packet; Tom Keefe,
please indicate your approval by putting your initials next to your name below. If you do
not approve, indicate any additional requirements below.
•
...,---7-----.
• Approved by Tom Keefe / • ii.A.-4.--k(--- (initials)
(Ross Earnst to sign attached ori 1 al Page 1)
6300 Southcenter Boulevard, Suite #100 • Tukwila, Washington 98188 • (206) 431-3670 • Fax (206) 431-3665
• .•
City of Tukwila
John W. Rants, Mayor
Department of Community Development Steve Lancaster, Director
MEMORANDUM
September 12, 1997
TO Ross Earnst via Joanna Spencer
,
Tom Keefe via Nick Olivas
FROM: Alexa Berlow, Associate Planner
RE: Outback Steakhouse Binding Site Improvement Plan
File #: L97-0036
The above referenced Binding Site Plan is ready for final approval. The project has
previously been reviewed by your Department.
Attached are the documents for recording. Please review these materials and indicate
your approval. Ross Earnst, please sign original Page 1 of the packet; Tom Keefe,
please indicate your approval by putting your initials next to your name below. If you do
not approve, indicate any additional requirements below.
Approved by Ross Earnst
(Tom Keefe to sign attached original)
initials)
6300 Southcenter Boulevard, Suite #100 • Tukwila, Washington 98188 • (206) 431-3670 • Fax (206) 431-3665
• :6' ,,'...,41',"1,24.,.:V.3,61i4.:‘,'Zilii4L.../.1.1;■.&04.41/4,144,1(a.:i:Ii'
City of Tukwila John W. Rants, Mayor
Department of Community Development Steve Lancaster, Director
TO: Bob Noe
FROM: Michael Jenkin
DATE: September 2, 19
RE: Binding Site Plan for Outback Steakhouse, L97-0037
MEMORANDUM
I have attached a copy of a recent submittal for Outback Steak House's
application for a Binding Site Plan, which includes the attached map with a draft
copy of the lease agreement between the two referenced parties. We are
specifically curious about the lease and if it adequately provides for maintenance
and operations between the two uses. The applicant is waiting on us to give our
stamp of approval to their binding site plan before they will execute this
agreement, so its a bit of a catch 22 - they won't execute until we approve their
binding site plan and the site plan can't be approved until we know if the
agreements in the lease are acceptable...
If you have any questions, Alexa Berlow is the planner on this project (I am just
pinch hitting for her while she's on vacation).
6300 Southcenter Boulevard, Suite #100 • Tukwila, Washington 98188 • (206) 431-3670 • Fax (206) 431-3665
• •
LEASE
BETWEEN
SOUTHCENTER MOTOR HOTEL, LTD.,
a Washington limited partnership
( "LANDLORD ")
AND
EVERGREEN STATE RESTAURANT CORPORATION,
a Washington corporation
122918.8/2m # %07!
( "TENANT ")
RECEIVED
CITY OF TUKWILA
SEP021997
PERMIT CENTER
LEASE
THIS LEASE is dated as of August , 1997, and is entered into by and between
Southcenter Motor Hotel, Ltd., a Washington limited partnership ( "LANDLORD "), and
Evergreen State Restaurant Corporation, a Washington corporation ( "TENANT ").
ARTICLE
I - GRANT AND TERM
1.1 GRANT. In consideration of the rents, covenants, and agreements herein set
forth, LANDLORD hereby leases to TENANT and TENANT hereby rents from
LANDLORD that certain premises located adjacent to the Doubletree Suites Hotel at
Southcenter, a legal description of which is attached hereto as Exhibit "A -1 ", for
construction by TENANT of an approximately 6,300 square foot building (the "Building ")
with adjacent porch, landscaping, sidewalks, drive aisle and parking area as further described
on the site plan attached hereto as Exhibit "A" ( "Site Plan "), together with all easements,
rights and privileges appurtenant thereto (the "Premises "). LANDLORD owns the property
adjacent to the Premises which is legally described on attached Exhibit "A -2" (the "Hotel
Property").
1.2 QUIET ENJOYMENT. Subject to the terms, covenants and conditions of this
Lease, TENANT shall peacefully and quietly have, hold and enjoy the Premises for the entire
Term of this Lease.
1.3 TERM. The original term of this Lease shall consist of a "Preliminary Term"
and an "Initial Term ". The phrase "Term" shall mean, collectively, the Preliminary Term,
the Initial Term, and any Renewal Term for which an option has been exercised by
TENANT.
A. Preliminary Term. The Preliminary Term shall commence on the
Effective Date (hereafter defined) and shall end on the commencement of the Initial Term.
B. Tender, Commencement and Initial Term. LANDLORD shall
tender, and TENANT shall take possession of, the Premises on the date which is not later
than five (5) days after the date that this Lease is last signed by LANDLORD or TENANT
(the "Effective Date "). In the event LANDLORD fails to tender the Premises to TENANT
by the Effective Date, TENANT, in addition to any remedy it may have in law or in equity,
shall have the right to terminate this Lease. The Initial Term of this Lease shall commence
on the earliest of (a) one hundred (100) days after TENANT's receipt of its Permits and
Approvals (as hereinafter defined), (b) one hundred seventy -five (175) days after the
Effective Date, or (c) the date TENANT first opens for business to the general public (the
122918.8l2m# %071
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"Commencement Date "), and shall end at the expiration of the tenth (10th) Lease Year (the
"Initial Term "), subject to TENANT's options to renew as set forth herein. The parties agree
to execute the Term Commencement and Expiration Agreement in the form of Exhibit "G"
attached hereto within thirty (30) days after the Commencement Date.
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C. Renewal Options. TENANT shall have the option to renew this Lease 1=- z
for four (4) consecutive renewal terms (each a "Renewal Term ") of five (5) years each,
commencing on the first day following the expiration of the Initial Term or the then current o
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default beyond expiration of any applicable cure period, TENANT may renew this Lease as
provided above upon giving LANDLORD written notice of such renewal not less than 0 co LL
twelve (12) and not more than eighteen (18) months prior to the expiration of the then current
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D. Lease Year. For purposes of this Lease, a "Lease Year" shall be w
defined as that twelve (12) calendar month period during the Initial Term or any Renewal z
Term commencing on the Commencement Date or the annual anniversary thereof, as may z o.
be applicable; provided, however, that if the Commencement Date is a day other than the first
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1.4 CONTINGENCY FOR PERMITS AND APPROVALS. TENANT shall u. z
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practices) to obtain, at its sole cost and expense, all building permits, certificates of
occupancy and any other approvals, licenses or permits (including, without limitation, an on-
premises alcoholic beverage license to sell beer, wine and liquor for consumption on
Premises and all permits required for installation and operation of its signs, including one (1)
free - standing pylon sign as described in Section 5.1) as may be required from all government
authorities and utility companies for the construction of TENANT's Work and operation of
the Premises for the Intended Use (the "Permits and Approvals "). In the event TENANT is
unable to obtain the Permits and Approvals within one hundred twenty (120) days from the
Effective Date, TENANT shall have the right to cancel this Lease by giving written notice
of cancellation to LANDLORD, whereupon TENANT shall be released from all obligations
hereunder, and this Lease shall be of no further force or effect. LANDLORD agrees to use
its best reasonable efforts to assist TENANT in obtaining the Permits and Approvals.
1.5 PARKING AREAS.
A. Easements. TENANT and its customers, employees and invitees are
hereby granted during the term of this Lease the non - exclusive right and easement, in
122918.8/2m # %07!
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common with LANDLORD and other users of the Hotel Property to use the walkways,
driveways and access areas (including curb cuts), sidewalks and parking areas located within
that area shown on Exhibit "A" (the "Hotel Property Common Areas ") for the normal or
intended purposes of such areas. TENANT shall comply with and observe all easements and
all restrictive covenants and conditions that may affect or apply to the Hotel Property, the
Hotel Property Common Areas or any portion thereof, from time to time; and all future
easements, covenants and conditions provided such future easements, covenants and
conditions do not impair TENANT's rights under this Lease. No change, alteration or
addition shall be made to the Hotel Property Common Areas, unless such change, alteration
or addition is approved in writing by TENANT. TENANT may withhold such approval if
TENANT believes such change, alteration or addition would adversely affect (i) its business
being conducted in the Premises, (ii) the visibility of, access to, or parking for the Premises,
or (iii) TENANT's use and enjoyment of the Premises. LANDLORD shall not designate or
reserve any portion of the parking area in the Hotel Property Common Areas for the
exclusive use of any person or entity.
LANDLORD reserves for itself and its employees, licensees and invitees a
non - exclusive right and easement, in common with TENANT, to use the walkways,
driveways, and access areas (including curb cuts), sidewalks and parking areas located on
the Premises with that area shown on Exhibit "A" (the "Premises Common Areas ") from time
to time for the normal and intended purposes of such areas. LANDLORD further reserves
unto itself a non - exclusive right and easement for the operation, maintenance and repair of
the utility vault shown on attached Exhibit "A." The Hotel Property Common Areas and
the Premises Common Areas are referred to collectively herein as the "Common Area."
B. Certain Remedies. If TENANT is unable to reasonably conduct its
business operations as a result of a material obstruction preventing TENANT's customers
reasonable access to the Premises (excluding obstructions due to normal maintenance and
parking lot resurfacing), or if any utility service to the Premises is interrupted or discontinued
due to LANDLORD's construction work on the Common Area or if LANDLORD closes the
Common Areas for any reason (excluding interruptions due to normal maintenance and
parking lot resurfacing), TENANT may elect to abate Rent payable hereunder during such
periods that TENANT is unable to reasonably conduct its business. In the event of an
interruption or obstruction which persists for more than fifteen (15) days and which results
in the number of parking spaces available in the Common Area being reduced by fifteen
percent (15 %) or more and such reduction has a material adverse effect upon TENANT'S
sales from the Premises (including the loss of projected sales increases, based upon
TENANTS historical performance, which TENANT reasonably demonstrates), then unless
adequate parking can be provided by LANDLORD elsewhere on the Hotel Property in a
location acceptable to TENANT in its reasonable discretion, TENANT shall have the right
to terminate this Lease upon at least thirty (30) days prior written notice to LANDLORD;
122918.8/2m# %071
4
provided, however, that such termination rights must be exercised within ninety (90) days
after the obstruction or interruption. The rights and remedies of TENANT set forth in this
Section are not exclusive and are in addition to any remedy it may have in law or in equity
including the right to seek injunctive relief.
C. Restrictive Covenants. LANDLORD covenants and agrees that it will
not lease any portion of the Hotel Property to a full service restaurant, bar or lounge which
serves primarily beef. Notwithstanding the above, the restrictive covenant contained in this
subsection C shall not apply to any prohibited use in operation in the Hotel Property as of the
date of this Lease pursuant to a written lease in effect on the date hereof; provided, however,
this exception shall only apply during the term (including renewals provided for therein), of
leases existing and in effect on the date hereof, and this exception shall not apply to any
modifications of those leases executed after the date of this Lease.
1.6 SURRENDER OF PREMISES. Within thirty (30) days after the expiration
of the Term of this Lease (or other extension), TENANT shall surrender the Premises in a
broom clean condition, excepting only reasonable wear and tear, unless this Lease is
terminated as provided in Article XI or XII, subject to alterations, additions and
improvements made pursuant to the terms of this Lease, items which are the responsibility
of LANDLORD or which result from LANDLORD's failure to comply with its obligations
hereunder, and shall surrender all keys for the Premises to LANDLORD. TENANT shall
remove its signage, trade fixtures, and personal property from the Premises at surrender.
1.7 HOLDING OVER. This Lease and the tenancy created shall cease and
terminate at the end of the Initial Term hereof, unless extended as provided herein, without
the necessity of notice, and TENANT hereby waives notice and agrees that LANDLORD
shall be entitled to summary recovery of the Premises.
Any holding over after the expiration of the Term hereof with the consent of
LANDLORD, shall be construed to be a tenancy from month to month at one hundred
twenty -five percent (125 %) of the Base Rent and at the Additional Rent in effect for the last
month of the Term and under all the terms, covenants and conditions of this Lease.
ARTICLE II - RENT
2.1 BASE RENT. TENANT agrees to pay to LANDLORD in equal monthly
installments, the annual Base Rent as set forth in the Base Rent schedule attached hereto as
Exhibit "B ". Base Rent and all Additional Rent (as herein defined) shall be due and payable
each month, in advance, on the first day of each calendar month without demand, setoff, or
deduction, except as otherwise set forth herein, to LANDLORD at the address set forth
herein, or as otherwise designated by subsequent written notice.
122918.8/2m# %071
5
2.2 ADDITIONAL RENT. TENANT shall pay as "Additional Rent" all Real
Estate Taxes and TENANT's Proportionate Share of Common Area Maintenance Expenses
(as such terms are defined in Section 2.2B below). The term "Additional Rent" shall also
include all other sums and charges required to be paid by TENANT pursuant to the terms of
this Lease.
A. Real Estate Taxes. The term "Real Estate Taxes" as used herein means
all real property taxes and assessments that may be levied or assessed against the Premises
by any lawful governmental authority for each calendar year or portion thereof commencing
on the Commencement Date; however, (i) LANDLORD shall elect the longest installment
payment plan available from the taxing authority for non - recurring taxes and assessments and
only those installments coming due during the Term of this Lease shall be included in Real
Estate Taxes, and (ii) Real Estate Taxes shall be determined using the amount of Real Estate
Taxes which would have been payable by LANDLORD had LANDLORD taken advantage
of the maximum available discount for early payment of Real Estate Taxes. Real Estate
Taxes are to be prorated for any partial Lease Year. In addition, Real Estate Taxes shall not
include penalties or interest or other charges for late payments of Real Estate Taxes, any
income, excess profits, estate, single business, inheritance, succession, transfer, franchise,
corporate, capital or other tax or assessment upon LANDLORD.
TENANT, at its cost, shall have the right, at any time, to seek a reduction in the
assessed valuation of the Premises, or to contest any taxes or utility charges that are to be
paid by TENANT. If TENANT seeks a reduction, or contests any taxes or utility charges,
the failure on TENANT's part to pay the taxes or utility charges shall not constitute a default,
as long as TENANT complies with the provisions of this Section. TENANT may use any
means allowed by statute to protest property tax assessments or utility charges as defined in
this Section, as long as TENANT remains current as to all other terms and conditions of this
Lease. If, during the protest period, any default occurs and the protested taxes or assessments
have not been paid, then TENANT shall furnish to LANDLORD a surety bond issued by an
insurance company qualified to do business in the state where the Premises are located. The
amount of the bond shall equal one hundred fifty percent (150 %) of the total amount of taxes
in dispute. The bond shall hold LANDLORD and the Premises harmless from any damage
arising out of the proceedings or contests and shall insure the payment of any judgement that
may be rendered.
LANDLORD shall not be required to join in any proceedings or contest brought by
TENANT unless the provisions of the law require that the proceedings or contest be brought
by or in the name of LANDLORD or the owner of the Premises. In that case, LANDLORD
shall join in the proceeding or contest, or permit it to be brought in LANDLORD's name, as
long as LANDLORD is not required to bear any cost. TENANT, on final determination of
the proceedings or contest, shall immediately pay or discharge any decision or judgment
122918.8/2m # %07!
6
rendered, together with all costs, charges, interest and penalties incidental to the decision or
judgement.
B. Common Area Maintenance Expenses. During the Lease Term,
LANDLORD shall keep and maintain in good condition and repair the Common Area,
including without limitation the landscaping on such Common Area parking lot and drive
aisles (including paving, curbing, and striping), and lighting of the Common Area until at
least 1:00 a.m., provided that TENANT shall pay the increased cost of lighting the Common
Area after 11:00 p.m. if LANDLORD is not otherwise lighting its parking area adjacent to
the Common Area between 11:00 p.m. and 1:00 a.m. LANDLORD shall maintain the
Common Area in neat and clean condition and in compliance with all applicable
governmental laws, regulations and other requirements.
If LANDLORD fails to undertake and complete all necessary maintenance or repairs
as required under this Lease within thirty (30) days after written request or such longer
period if the repair cannot be reasonably completed within the thirty (30) day period and
LANDLORD promptly commences and is diligently pursuing completion of such repair,
(except in the event of an emergency, in which event no more than twenty -four (24) hours
notice shall be required), TENANT shall have the right, to undertake and complete such
repairs at LANDLORD's expense. LANDLORD shall be responsible for payment of all
costs and expenses incurred by TENANT in connection with the exercise of its rights under
this Section. LANDLORD shall have thirty (30) days from receipt of said invoice(s) for such
costs to make payment in full. In the event LANDLORD fails to tender full payment within
said thirty (30) day period, subject to the limitation set forth in Section 16.14, TENANT may
thereafter begin to offset all Rent due under this Lease until the entire cost has been
recovered.
All expenses incurred by LANDLORD in maintaining the Common Areas as
described in the first paragraph under this Section 2.2B shall be deemed "Common Area
Maintenance Expenses." During the term of this Lease, TENANT shall pay percent
( %) of all Common Area Maintenance Expenses incurred (TENANT's "Proportionate
Share "). TENANT shall pay in equal monthly installments in arrears 1 /12th of the amount
of its Proportionate Share of Common Area Maintenance Expenses for each Lease Year.
TENANT, its agents and accountants, shall have the right to examine and audit
LANDLORD's books and records relating to any cost or item that is passed through to
Tenant upon ten (10) business days written request by TENANT to LANDLORD. If
TENANT disputes the accuracy of LANDLORD's certification, TENANT shall still pay the
amount shown owing pending completion of the audit. TENANT'S right to have such an
audit made with respect to any Lease Year shall expire twelve (12) months after
LANDLORD last delivered a statement for such Lease Year to TENANT. If TENANT's
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audit of the books and records shows that the amounts shown on the statement are five
percent (5 %) or more higher than the actual amount owed by TENANT under this Lease,
LANDLORD shall, on demand, reimburse TENANT for all reasonable costs of conducting
the audit. Any overpayment or underpayment of Operating Expenses shall be adjusted by
the parties within ten (10) business days after the audit is finalized and agreed upon.
LANDLORD shall keep complete and accurate books and records relating to Operating
Expenses payable hereunder, which records shall be kept in accordance with generally
accepted accounting principals consistently applied. LANDLORD shall provide TENANT
with a copy of any Operating Expense audit LANDLORD furnishes to or receives from any
other tenant. Notwithstanding the foregoing, this paragraph shall not apply to any Lease
Year in which the Common Area Maintenance Expenses paid by TENANT for such Lease
Year is less than $2,500.
2.3 PERCENTAGE RENT.
A. Percentage Rent; Payment. As "Percentage Rent" hereunder,
TENANT shall pay to LANDLORD for each Lease Year, the amount by which two percent
(2 %) of Gross Sales (as hereinafter defined) derived from the Premises during each such
Lease Year exceeds an artificial break point of $3,000,000 per year (the "Break Point ").
TENANT shall pay Percentage Rent quarterly within sixty (60) days after the end of each
calendar quarter after the Break Point is achieved for a given Lease Year.
B. Gross Sales. The term "Gross Sales" shall mean the aggregate amount
of all sales (whether for cash, on credit or otherwise) made in or from the Premises. Gross
Sales shall not include any federal, state, municipal or other sales, value added, retailer's
excise or other similar taxes paid or accrued by TENANT on sales to customers, irrespective
of whether such taxes are collected from customers or absorbed by TENANT, discounted
sales to employees for which no payment is received, proceeds of insurance policies received
by TENANT, bulk and/or intercompany transfers of food and/or inventory, gratuities and
service charges which are included on customer's bills and which are passed directly through
to the service employees without diminution or deduction by TENANT, proceeds from the
sale of used restaurant equipment, receipts from a cigarette machine, or pay telephones, any
cash or credit refund made upon any sale when the merchandise sold or some part thereof is
thereafter returned to, and accepted by, TENANT, sales in connection with special events or
promotions for which no monetary compensation is received and such sales are recorded for
control purposes only, and sales where the proceeds are given to, or used for charity or public
relations.
C. Reports and Records. Within thirty (30) days from the end of each
calendar quarter, TENANT shall deliver to LANDLORD a written statement of the Gross
Sales made during the preceding calendar quarter together with a payment in the amount of
122918.8/2m # %07!
8
INFO
Percentage Rent due LANDLORD hereunder for the current Lease Year. TENANT shall
also submit monthly to LANDLORD a copy of the state sales tax report as required by the
state in which the Premises are located, said copy to be forwarded to LANDLORD
contemporaneous with the mailing of said report to the state sales tax agency.
D. Inspection. TENANT shall keep at its corporate office true and
accurate records and accounts, in accordance with reasonable accounting practices, for all
the Gross Sales made, and all business carried on, in or from the Premises, all of which
records and accounts, including without limitation, copies of reports to governmental
authorities for purposes of sales tax or tax based upon the sale or sales of merchandise, shall
be open for inspection and audit by LANDLORD, or duly authorized agents of
LANDLORD, at all reasonable times during ordinary business hours. LANDLORD shall
provide TENANT at least ten (10) business days prior notice of its intent to audit TENANT's
books and records. LANDLORD's right to have such an audit made with respect to any
Lease Year shall expire twenty -four (24) months after TENANT's statement for the year shall
have been delivered to LANDLORD. Any overpayment or underpayment of Percentage
Rent shall be adjusted by the parties within ten (10) business days after the audit is finalized
and agreed upon. If an audit made by LANDLORD confirms an error in TENANT's
statement prejudicial to LANDLORD in an amount in excess of three percent (3 %) of total
Gross Sales, TENANT shall, on demand, reimburse LANDLORD for the reasonable cost of
the audit; otherwise all audits shall be at LANDLORD's sole cost and expense.
E. Confidentiality. LANDLORD agrees to treat all information relating
to TENANT's Gross Sales as confidential and not to disclose, divulge or disseminate the
information relating to the Gross Sales or the contents of TENANT's books, records and
accounts to any other person, except to LANDLORD's lawyers and accountants, and except
to the limited extent necessary if required by law, if requested by LANDLORD's lender or
a prospective purchaser of the Premises but only if such lender or purchaser agrees in writing
to treat such information as confidential, or in connection with a dispute between
LANDLORD and TENANT over the Percentage Rent due hereunder.
2.4 OTHER CHARGES. TENANT shall pay to LANDLORD all sales, excise,
rental and use taxes imposed by law on the monthly Base Rent, Real Estate Taxes, Common
Area Maintenance Expenses, Percentage Rent and all other rental charges provided for in this
Lease.
2.5 COMMENCEMENT OF RENT. TENANT's obligation to pay Base Rent,
Percentage Rent, Real Estate Taxes and Common Area Maintenance Expenses (sometimes
collectively referred to herein as "Rent ") shall not commence until the Commencement Date
(as herein defined ).
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2.6 LATE CHARGE. If any payment of Rent is not paid within ten (10) days
after its due date, TENANT agrees to pay a late charge equal to two and one -half percent (2
Y2 %) of the late amount to compensate LANDLORD for the additional administrative
expense and inconvenience occasioned thereby. In addition, LANDLORD may assess a
Fifty and No /100 Dollars ($50.00) charge for any check from TENANT returned to
LANDLORD for insufficient funds. Interest shall accrue on sums not paid when due
hereunder at the prime rate (as announced in the Wall Street Journal) plus 2% per annum.
ARTICLE III - UTILITIES
3.1 SEPARATE METER. TENANT shall contract in its own name for all
electric, gas and telephone service furnished to the Premises. The Premises shall be
separately metered (or submetered) for water and sewer by LANDLORD and TENANT shall
be responsible only for its own water and sewer service and shall not be charged for any
utilities provided to the Hotel Property, other than Common Area Maintenance Expenses.
3.2 FEES. The local government or utility authority may require the payment of
certain fees for public utility facilities and services provided in whole or in part by the local
government or authority. These fees are derived for one of two purposes: (i) to pay for the
usage of a proportionate share of the local government's facilities for future capacity and
infrastructure improvements or to pay for a new user's utilization of oversized facilities paid
for by other parties, including the local government or utility authority (hereinafter referred
to as "Connection Fees" or "Impact Fees "); or (ii) to pay for local government's time and
expense to program or turn on the public utility facilities to a building or structure for each
new customer (hereinafter referred to as "Turn On Fees "). TENANT shall be responsible for
payment of all Connection Fees, Impact Fees and Turn On Fees.
ARTICLE IV - CONDUCT OF BUSINESS BY TENANT
4.1 USE OF LEASED PREMISES. The Premises shall be used by TENANT for
the purpose of a full service restaurant, with ancillary bar area, operating initially under the
name "Outback Steakhouse" (the "Permitted Use "). TENANT hereby reserves the right to
change, from time to time, its operating format in the Premises and trade name so long as the
Premises shall continue to be used for the Permitted Use; provided that if the TENANT is
the franchisor or franchisee of a national or regional restaurant chain, then the change in
format or use must be in connection with a program involving the lesser of (i) a majority of
the restaurants owned or operated by TENANT (and, if TENANT is a franchisee, any
affiliates of TENANT initially operating under the same trade name as TENANT), or (ii) at
least ten (10) other restaurants owned or operated by TENANT (and, if TENANT is a
franchisee, any affiliates of TENANT initially operating under the same trade name as
TENANT). TENANT shall operate its business in an efficient, high class and reputable
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manner, and shall keep the Premises open to the public for business with adequate and
competent personnel in attendance during TENANT's standard hours of operation which
shall be a minimum of six (6) days per week, from 4:30 p.m. until 10:00 p.m. TENANT
shall not open for business before 3:00 p.m. on any day without LANDLORD's prior
consent; provided that LANDLORD may approve special event functions at the restaurant
during other hours in its discretion, including during holidays and/or holiday periods.
4.2 RULES AND REGULATIONS. TENANT shall keep the Premises neat,
clean, sanitary and reasonably free from dirt, rubbish, insects and pests at all times. TENANT
shall not operate an incinerator or burn trash or garbage within the Premises. TENANT shall
not permit any noxious odors to emanate from the Premises nor, except as otherwise
provided herein, place or permit any television or radio on the roof or outside the Premises
or in the Common Area; nor place any antenna, or other projection on the exterior of the
Premises, except TENANT shall have the right to install, at its sole cost and expense, cable
television hook -ups to the Premises, or a satellite dish located outside or on the roof of the
Premises (in a location and with screening approved in advance by LANDLORD) and
TENANT may install a paging system on the exterior of the Premises, provided that music
shall not be played from any outdoor paging system. Nothing herein, however, shall prohibit
TENANT from operating its normal business operations on the Premises. TENANT
covenants not to use or maintain the Premises in such a manner as to constitute an actionable
nuisance to LANDLORD or any third party; and not to commit or permit waste of the
Premises.
4.3 GOVERNMENTAL REGULATION. TENANT shall, at its expense, obtain
all licenses and permits required for, and comply with all Federal, State and local laws,
ordinances, orders, rules and regulations pertaining to the operation of the Premises for its
Permitted Use, now or hereafter in force, including without limitation the Americans with
Disabilities Act. In the event that TENANT's use of the Premises constitutes a violation of
any of the foregoing, then such violation, if continued uncured, shall constitute a default
hereunder. Governmental penalties, fines or damages imposed on any portion of the
Premises as a result of the acts of TENANT, its employees or agents, shall be paid by
TENANT within thirty (30) days after receipt of said notice by TENANT, unless reasonably
contested by TENANT.
4.4 LIENS. TENANT shall have no power to subject LANDLORD's interest in
the Premises to construction, mechanic's or materialmen's liens of any kind nor shall
LANDLORD have the power to subject TENANT's interest in the Premises to any
construction, mechanic's or materialmen's liens of any kind. The existence of any such lien,
which lien is not discharged by TENANT or bonded off within thirty (30) days of notice of
filing, shall be a breach of this Lease. All contracts for work on the Premises performed on
behalf of TENANT must contain a waiver of lien by such party's contractor against the other
122918.8/2m1M071
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party's interest in the Premises. All persons performing work, labor or supplying materials
at the Premises on behalf of TENANT shall look solely to the interest of such party and not
to that of the other party for sums owed. LANDLORD shall have the right, but not the
obligation to discharge or transfer to bond any lien filed against the Premises by the other
party's contractor that has not been discharged or transferred to bond within thirty (30) days a
from the other party's receipt of notice of the filing thereof and any reasonable cost or W
expense, including reasonable attorney's fees, incurred by LANDLORD as a result thereof 6
shall immediately be due and payable and if not paid by TENANT within fifteen (15) days o
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in its "AS IS" condition. Promptly following TENANT's receipt of a building permit to c
construct TENANTs improvements on the Premises and to perform such other site work for ci
TENANTs Intended Use, TENANT, at TENANT's sole cost and expense, shall perform and Z 1-
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A. Plans and Approvals. None of TENANT's Work shall be commenced _
unless and until written plans and specifications have been submitted to and approved by
LANDLORD, in LANDLORD's reasonable discretion. Said plans and specifications shall w z
include a site plan, elevations, electrical panel schedules, load calculations, HVAC 2 _.
equipment specifications, systems diagrams (ductwork, diffusers) and a reflective ceiling z
plan. TENANT, at its sole cost and expense, shall prepare and submit preliminary plans and
specifications to LANDLORD within forty-five (45) days from the Effective Date.
LANDLORD shall have fifteen (15) days from receipt thereof to disapprove of such plans
and specifications. Any disapproval shall contain the specific changes desired by
LANDLORD to obtain its approval. LANDLORD shall have five (5) days from receipt
thereof to disapprove any revised plans and specifications; provided that if the changes
requested by LANDLORD have been made, LANDLORD's approval shall be deemed given.
LANDLORD's failure to disapprove within the applicable ten (10) day period or five (5) day
period shall constitute LANDLORD's acceptance of said plans and specifications.
B. Work/Insurance. All work shall be completed in compliance with all
codes, ordinances, rules and regulations of applicable governmental authorities, in a good and
workmanlike manner by licensed contractors with appropriate building permits. TENANT
shall indemnify and hold harmless LANDLORD from all expense, liens, claims or damages
to either persons or property arising out of or resulting from any such construction and
TENANT agrees that all contractors performing work on the Premises shall maintain public
122918.8/2m# %071
12
liability insurance of at least One Million and No /100 Dollars ($1,000,000.00). All entries
on the Premises after the Effective Date and all work done by or on behalf of the TENANT
shall be at TENANT's sole risk. TENANT shall, at its expense, cause to be issued on behalf
of TENANT's general contractor a payment and performance bond in the amount of the
contract sum for the Tenant Improvements, naming LANDLORD and its lender as the
obligee. z
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C. Sienage. LANDLORD hereby grants to TENANT the right to install
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three standard exposed neon channel signs, as set forth on Exhibit "D" attached hereto, on co oo
exterior walls of the Premises, in locations mutually approved by LANDLORD and J
TENANT. LANDLORD further grants to TENANT the right and easement to install its own N u.
pylon sign, as set forth on Exhibit "D" attached hereto, in the location shown on attached o
Exhibit "A ". TENANT also shall have the right to place its standard proprietor, credit card ga a
and hours of operation insignia on the front entrance of the Premises. All TENANT's w a
signage shall be in compliance with all applicable governmental codes and shall be = w
maintained by TENANT in good and clean condition. z
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D. Exterior Appearance. TENANT may install its standard exterior
fascia, as shown on Exhibit "C" attached hereto and incorporated herein by reference, on o °
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the exterior walls of the Premises. o �_
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E. Additional Construction. During the term of this Lease, TENANT u.
shall have the right to make alterations, additions and improvements to the interior of the — z`
Premises. TENANT may not make structural changes to the Building without o
LANDLORD's prior approval, which shall not be unreasonably withheld. TENANT may not p I-
make changes to the exterior of the Premises without LANDLORD's prior written approval Z
to such changes.
5.2 OWNERSHIP OF IMPROVEMENTS. During the term of this Lease,
TENANT shall be considered for all purposes to be the owner of the Building and its other
improvements constructed on the Premises and TENANT alone shall be entitled to take tax
deductions on its federal and state income tax returns for the depreciation and other expenses
related to same. Upon termination of this Lease, the ownership of said improvements (except
as set out hereunder) constructed on the Premises by TENANT shall belong to LANDLORD.
All trade fixtures, equipment and other moveable personal property placed on the Premises
by TENANT and any alterations or replacements thereof, including, but not limited to, all
bars, booths, decorative light fixtures, stoves, ovens and other restaurant equipment, shall
remain the property of, and may be removed by, TENANT. Upon the expiration or earlier
termination of this Lease, any such property belonging to TENANT which TENANT has
failed to remove from the Premises within ten (10) days of said expiration or termination
shall forthwith become the property of LANDLORD. LANDLORD may thereafter elect to
122918.8/2m# %071
13
remove and dispose of such property at TENANT's reasonable cost and expense. Should
TENANT remove any such trade fixtures, or any alteration or replacement thereof, affixed
to the Premises that were placed on the Premises by TENANT, TENANT, at its sole cost and
expense shall repair any damage to the Premises caused by such removal.
ARTICLE VI - MAINTENANCE OBLIGATIONS
6.1 TENANT'S MAINTENANCE OBLIGATION. TENANT shall at all times
keep and maintain, at its cost and expense, the Building constructed on the Premises, and all
improvements located thereon and all fixtures, equipment and appurtenances thereof,
including lighting, electrical equipment, plumbing fixtures and equipment, heating,
ventilating and air conditioning equipment, in good order and repair, reasonable wear and
tear excepted, and in a clean and sanitary condition, and shall make all necessary repairs,
including all necessary replacements, alterations and additions, using material and equipment
of similar or superior kind and quality to the original improvements. TENANT shall be
responsible for protecting the Premises and the property located therein from theft and
robbery and shall keep all doors and windows securely fastened when not in use. TENANT
shall pay all costs associated with disposal of its garbage, including but not limited to, costs
of pick up, containers and deposits. Trash dumpster screening and location shall be approved
by LANDLORD in its reasonable discretion. Notwithstanding the above, if TENANT is
required to make repairs to the Premises because of LANDLORD'S wrongful or negligent
act or omission to act, or because of the wrongful or negligent act or omission to act of
LANDLORD's employees, agents, contractors, invitees or licensees, TENANT may charge
the reasonable cost of such repairs to LANDLORD and LANDLORD shall have thirty (30)
days from receipt of invoice(s) for such costs to make payment in full. In the event that
LANDLORD fails to tender full payment within the said thirty (30) day period, TENANT
may thereafter begin to offset all Rent due under this Lease, subject to Section 16.14, until
the entire cost has been recovered.
If TENANT fails to maintain the Premises as required hereunder, then thirty (30) days
after written request (or such longer period if the repair cannot reasonably be completed
within the thirty (30) day period and TENANT promptly comments and diligently pursues
the completion of such repair except in the event of an emergency, in which event no more
than twenty -four (24) hours notice shall be required), LANDLORD shall have the right to
enter the Premises and to make such repairs at TENANT's expense, and upon completion
thereof TENANT shall pay as Additional Rent LANDLORD's reasonable costs for making
such repairs upon presentation of the bill therefor. Such payment shall be due within thirty
(30) days after TENANT's receipt of an invoice therefor.
6.2 INDEMNIFICATION. TENANT agrees to indemnify, defend and hold
LANDLORD harmless from and against any and all costs, liabilities, losses and expenses
122918.8/2m# %071
14
1
(including reasonable attorneys' fees and costs) incurred by or asserted against LANDLORD
as a result of negligent or wrongful acts or omissions of TENANT or its employees, agents
and contractors within the Common Area. LANDLORD agrees to indemnify, defend and
hold TENANT harmless from and against any and all costs, liabilities, losses and expenses
(including reasonable attorneys' fees and costs) incurred by or asserted against TENANT as
a result of negligent or wrongful acts or omissions of LANDLORD or its employees, agents
and contractors within the Common Area.
ARTICLE VII - INSURANCE AND INDEMNITY
7.1 TENANT'S GENERAL LIABILITY INSURANCE. TENANT will keep
in force at its own expense, throughout the term of this Lease, commercial general liability
insurance with respect to the Premises and the business operated by TENANT and
construction performed by TENANT with companies licensed to do business in the state in
which the Premises are located and rated A- or better in the then most current issue of Best's
Insurance Reports with coverage of not less than Two Million and No /100 Dollars
($2,000,000.00) per occurrence. TENANT shall have all such public liability policies
endorsed to show LANDLORD as an additional insured with respect to occurrences upon
or about the Premises. TENANT's insurance policy will further provide for at least thirty
(30) days notice to LANDLORD before substantial reduction of policy limits, cancellation
or any other policy changes adverse to LANDLORD's interests. TENANT will furnish
LANDLORD with certificates of such insurance within ten (10) days after written request
by LANDLORD. If TENANT shall not comply with the provisions of this Section, then
subject to notice and opportunity to cure, LANDLORD shall have the right to obtain
insurance as required by this Section and, in such event, TENANT agrees to pay the premium
for such insurance promptly upon LANDLORD's demand.
7.2 TENANT'S PROPERTY INSURANCE. TENANT will keep in force at its
own expense, throughout the term of this Lease, special form "all risk" casualty insurance
with respect to the Building and all TENANT's improvements and betterments and personal
property in companies licensed to do business in the state in which the Premises are located
and rated A- or better, against loss or damage by fire and such other hazards in an amount
not less than the full replacement cost of the Building. TENANT shall be entitled to all
proceeds of insurance maintained by TENANT under this Section 7.2.
7.3 EMPLOYER'S LIABILITY INSURANCE. TENANT shall, throughout the
term of this Lease, maintain such worker's compensation or employer's liability insurance as
may be required by law.
7.4 INDEMNITY BY TENANT. TENANT shall indemnify, save harmless and
defend LANDLORD from and against any and all suits, claims, actions, damages, liability
122918.8/2m # %07!
15
and expense (including reasonable attorneys' fees) in connection with loss of life, personal
injury and/or damage to property arising from or out of the occupancy or use by TENANT
of the Premises or occasioned wholly or in part by the acts or omissions of TENANT, its
officers, contractors, agents or employees.
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7.5 LANDLORD'S INSURANCE COVERAGE. LANDLORD will keep in i ~
force, re z'
throughout the term of this Lease, commercial general liability insurance with respect re �
to the Hotel Property in companies licensed to do business in the state in which the Premises 6
are located and rated A- or better in the then most current issue of Best's Insurance Report c.) o
with combined single limit coverage of not less than Five Million Dollars ($5,000,000) per w z
occurrence. 1.-
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7.6 WAIVER OF SUBROGATION. LANDLORD and TENANT hereby waive 2
any rights each may have against the other on account of any loss or damage incurred by g a
LANDLORD or TENANT, as the case may be, to their respective property, the Premises, = d
or its contents arising from any risk covered by fire and extended coverage insurance 1-- i
policies. The parties each, on behalf of their respective insurance companies insuring the Z 1-
property of either LANDLORD or TENANT against any such loss, waive any right of z
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subrogation that such companies may have against LANDLORD or TENANT, as the case 2 o:
may be. Each covenants with each other than, to the extent such insurance endorsement is o
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available, they will each obtain for the benefit of the other, a waiver of any right of o _ 1--,.
subrogation from their respective insurance companies.
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ARTICLE VIII - ASSIGNMENT AND SUBLETTING . Z
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8.1 ASSIGNMENT.
A. Consent of LANDLORD. Except as specifically provided herein,
TENANT may not assign this Lease, without the prior written consent of LANDLORD,
which consent shall be granted or withheld based on the criteria set forth in Sections 8.1C
or 8.3 below. Any transfer of TENANT's interest in this Lease or the Premises by operation
of law, regardless of whether the same is characterized as voluntary or involuntary, or any
transfer or series of transfers which results in a change in the majority ownership interest in
TENANT (provided that TENANT is a privately held entity) shall be construed as an
"assignment" governed by this Section. LANDLORD's written consent to any one
assignment shall not act as a waiver of the requirements of consent with respect to any
subsequent assignment.
B. Assumption and Release. In the event of an assignment permitted
under Sections 8.1C or 8.3, the assignee shall assume all rights and obligations of TENANT
under this Lease. Any assignee of TENANT shall deliver to LANDLORD an assumption
122918.8/2m# %071
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agreement in a form reasonably satisfactory to LANDLORD no less than thirty (30) days
prior to the effective date of the proposed assignment. Except as specifically provided in
Section 8.3 below, the assigning tenant shall remain liable under this Lease unless otherwise
released in writing by LANDLORD; provided, however, if all the consent criteria with
respect to a proposed assignment are satisfied, LANDLORD shall agree to release the
assigning tenant from all liabilities accruing under this Lease following the effective date of z
the assignment. 1- z
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C. Consent Criteria. LANDLORD agrees to grant its consent to an J
assignment by TENANT so long as the proposed assignee (i) agrees in writing to be bound o w
by all of the terms and conditions contained herein, including, specifically, the Permitted Use J =
clause; (ii) demonstrates, to LANDLORD's reasonable satisfaction, prior experience in 0 N u,
operating a full service restaurant; (iii) demonstrates, to LANDLORD's reasonable uj 0
satisfaction, adequate financial strength to successfully operate the restaurant operation to
be conducted on the Premises; (iv) demonstrates to LANDLORD's reasonable satisfaction, � a:
the ability to reinvest sufficient capital from time to time in order to maintain the quality, = d
level of service, character and condition of the business operated on the Premises; and (v) has Z F
a tangible net worth on the proposed assignment date of at least $1,000,000. z o
8.2 SUBLETTING. D r
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A. Consent of LANDLORD. Except as specifically provided herein, i W
TENANT may not sublet all or any portion of the Premises, without the prior written consent E-
of LANDLORD. Upon such permitted subletting, Sublessee shall agree to comply with all z;
obligations of TENANT under this Lease relating to the area subleased. Further, a, w
LANDLORD's written consent to any one subletting shall not act as a waiver of the o i
requirements of consent with respect to any subsequent subletting. Notwithstanding such z
approved subletting, TENANT shall remain liable under this Lease unless otherwise released
in writing by LANDLORD.
B. Consent Criteria. LANDLORD shall have the right to require the
following conditions to be satisfied by the proposed subtenant in connection with the
proposed sublease as a condition to granting its consent: (i) the proposed subtenant agrees
in writing to be bound by all of the terms and conditions contained herein, including,
specifically, the Permitted Use clause; (ii) the proposed subtenant demonstrates, to
LANDLORD's reasonable satisfaction, prior experience in operating a full service restaurant;
(iii) the proposed subtenant demonstrates, to LANDLORD's reasonable satisfaction, adequate
financial strength to successfully operate the restaurant operation to be conducted at the
Premises; and (iv) the proposed subtenant demonstrates to LANDLORD's reasonable
satisfaction, the ability to reinvest sufficient capital from time to time in order to maintain
the quality, level of service, character and condition of the business operated on the Premises.
122918.8/2m# %071
17
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C. Sublease Rent. All rent and other consideration payable under any
sublease shall be solely the property of TENANT.
8.3 TRANSACTIONS WITH AFFILIATES. Notwithstanding the foregoing,
LANDLORD's consent shall not be necessary for any assignment or subletting to (i) Outback
Steakhouse, Inc.; (ii) Outback Steakhouse of Florida, Inc., (iii) any entity which is an affiliate
of Outback Steakhouse of Florida, Inc., provided Outback Steakhouse of Florida, Inc.
guarantees TENANT's obligations under the Lease; (iv) any entity which is an affiliate of
Outback . Steakhouse, Inc., provided Outback Steakhouse, Inc. guarantees TENANT's
obligations under this Lease; (v) any entity with which or into which TENANT, Outback
Steakhouse of Florida, Inc. or Outback Steakhouse, Inc. has merged or consolidated (as part
of such merger or consolidation); (vi) any entity which purchases all or substantially all of
TENANT's assets or leases in the state in which the Premises is located; or (vii) any entity
which controls, is controlled by, or is under common control with TENANT; provided that
any assignee under this Section 8.3 must comply with the use provisions set forth under
Section 4.1 above. Upon a permitted assignment under this Section 8.3, the assignee or
sublessee shall assume all rights and obligations of TENANT under this Lease. If this Lease
is assigned to Outback Steakhouse, Inc. or Outback Steakhouse of Florida, Inc. in accordance
with the terms of this Section 8.3, TENANT shall be released from its obligations under this
Lease. If this Lease is assigned to a subsidiary or affiliate of Outback Steakhouse of Florida,
Inc., and Outback Steakhouse of Florida, Inc. agrees to guarantee the performance by such
subsidiary or affiliate of all obligations of the TENANT under the Lease, and in such event,
TENANT shall be released from its obligations under the Lease. If this Lease is assigned to
a subsidiary or affiliate of Outback Steakhouse, Inc., and Outback Steakhouse, Inc. agrees
to guarantee the performance by such subsidiary or affiliate of all obligations of the
TENANT under the Lease, TENANT shall be released from its obligations under the Lease.
TENANT shall provide LANDLORD notice of any assignment permitted under this Section
8.3 thirty (30) days prior to the effective date of the assignment.
8.4 TRANSFER OF LANDLORD'S INTEREST. The term "LANDLORD"
shall mean only the owner, for the time being, of the Premises, and in the event of the
transfer by such owner of its interest in the Premises and the assumption of LANDLORD's
obligations hereunder by the transferee, then notwithstanding anything to the contrary
contained herein, such owner shall thereupon automatically be released and discharged from
all covenants and obligations of the LANDLORD thereafter accruing, but such covenants
and obligations shall be binding during the term of this Lease upon each new owner for the
duration of such owner's ownership.
122918.8/2m # %071
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ARTICLE IX - DEFAULT
9.1 DEFAULT OF TENANT.
A. Events of Default. Subject to TENANT's right to notice and
opportunity to cure specified in subsection B hereunder, TENANT shall be deemed to be in
default of its obligations under this Lease upon the occurrence of any of the following:
(a) TENANTs failure to pay Rent or any other sums when due under
this Lease;
(b) TENANT's failure to perform any covenant, promise, term or
obligation of this Lease;
(c) The appointment of a receiver or trustee for all or substantially
all of TENANT's assets;
(d) TENANT's voluntarily petition for relief under any bankruptcy
or insolvency law, or the filing of an involuntary petition against TENANT for relief under
any bankruptcy or insolvency law which is not dismissed within ninety (90) days of its filing;
(e) The sale of TENANTS interest under this Lease by execution or
other legal process;
(f) The seizure, sequestration or impounding by virtue or under
authority of any legal proceeding of any of the personal property or fixtures of TENANT
used in or incident to the operation of the Premises; or
(g) TENANT's making an assignment of this Lease for the benefit
of creditors.
(h) Any sale, transfer, assignment, subleasing, concession, license,
or other disposition prohibited under Article VIII hereof; or
(i) TENANT shall do or permit to be done anything that creates a
lien upon the Premises and shall fail to obtain the release of any such lien or bond off any
such lien as required herein.
B. Notice; Right to Cure. TENANT shall only be deemed in default of
this Lease upon the continued occurrence of (i) TENANT's failure to pay rent or any other
monetary sum within ten (10) days after written notice from LANDLORD to TENANT that
122918.8/2m # %071
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such sums are due, or (ii) the occurrence of any event specified in (b) through (i) of
subsection A above that is not cured by TENANT within thirty (30) days from receipt of ,
written notice from LANDLORD (provided this thirty (30) day cure period shall be extended
for such reasonable period of time as is necessary to cure the default, not to exceed ninety
(90) days, if the alleged default is not reasonably capable of cure within said thirty (30) day z
period and TENANT proceeds and continues to diligently cure the alleged default).
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9.2 LANDLORD'S REMEDIES. Upon TENANT's default hereunder 0'.
LANDLORD may exercise the following options: o
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A. Termination of Possession. Terminate TENANT's right to possession
under this Lease and reenter and take possession of the Premises and relet or attempt to relet w o;
the Premises on behalf of TENANT, at such rental and upon such terms and conditions as �.
LANDLORD may, in the exercise of LANDLORD's discretion, deem best under the u_
circumstances for the purpose of reducing TENANT's liability. LANDLORD shall not be = a
deemed to have thereby accepted a surrender of the Premises and TENANT shall remain U.1
liable for all rental and other charges due under this Lease, all costs of reletting, and for all o.
other damages suffered by LANDLORD because of TENANT's breach of any of the terms w w
of this Lease. At any time during such repossession or reletting, LANDLORD may, by o.
delivering written notice to TENANT, elect to exercise its option under the following Section :o N;
to accept a surrender of the Premises, terminate and cancel this Lease and retake possession w 1.7-
and occupancy of the Premises on behalf of LANDLORD. �.
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B. Termination of Lease. Declare this Lease to be terminated, and reenter ill B.
upon and take possession of the Premises without notice to TENANT, whereupon the term o
hereby granted and all right, title, and interest of TENANT in the Premises shall terminate.
Such termination shall be without prejudice to LANDLORD's right to collect from TENANT
any rent or other charges or sums that have accrued prior to such termination, together with
all damages suffered by LANDLORD because of TENANT's breach of any term contained
in this Lease. Notwithstanding the foregoing, upon such termination and re -entry by
LANDLORD, TENANT shall be forever released from any and all further obligations
hereunder, subject to subsection C below.
C. Other Remedies. If LANDLORD elects to terminate this Lease
pursuant to the provisions of this Section 9.2, LANDLORD may recover from TENANT as
damages, the following:
(i) The worth at the time of the award of any unpaid rental which
had been earned at the time of such termination;
122918.8/2m# %071
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(ii) The worth at the time of award by the court having jurisdiction
thereof of the amount by which the unpaid rent and all other charges owed by TENANT
herein for the balance of the Lease term after the time of the termination exceeds the amount
of such loss for the same period that TENANT proves could be reasonably avoided,
discounted to the present value using a rate equal to the prime rate published in the money
market section of the Wall Street Journal on the date of termination plus two percent (2 %).
(iii) Any other amount necessary to compensate LANDLORD for all
the detriment proximately caused by TENANT'S failure to perform its obligations under this
Lease or which in the ordinary course of things would likely to result therefrom, including,
but not limited, any costs or expenses incurred by LANDLORD in (a) retaking possession
of the Premises, including reasonable attorneys' fees therefor, (b) maintaining or preserving
the Premises after such default, (c) preparing the Premises for reletting to a new tenant,
including repairs or alterations to the Premises for such reletting, (d) leasing commissions,
and (e) any other costs necessary or appropriate to relet the Premises; plus
(iv) At LANDLORD'S election, such other amounts in addition to or
in lieu of the foregoing as may be permitted from time to time by the laws of the State of
Washington.
For purposes of this subsection C only, the terms "rent" and "rental" shall be
deemed to be the Base Rent and all Additional Rent and other sums required to be paid by
TENANT pursuant to the terms of this Lease. All such sums, other than the Base Rent and
any further rent called for in this subsection C (which further rental shall be in lieu of
percentage rent), shall, for the purposes of calculating any amount due under the provisions
of subparagraph (iii) above, be computed on the basis of the average monthly amount thereof
accruing during the immediately preceding twelve (12) month period, except that if it
becomes necessary to compute such rental before such a twelve (12) month period has
occurred then such rental shall be computed on the basis of the average monthly amount
hereof accruing during such shorter period.
D. Remedies Cumulative; Waiver. LANDLORD'S remedies hereunder
are cumulative, and not exclusive, and LANDLORD'S exercise of any right or remedy shall
not be deemed or waiver of, or alter, affect or prejudice any other right or remedy which
LANDLORD may have under this Lease or at law or in equity, including the right to cure
TENANTS default on TENANTS behalf and recover from TENANT upon demand all costs
and expenses incurred by LANDLORD in connection therewith, including interest thereon
at the rate stated in Section 2.6 from date incurred until paid. Neither the acceptance of rent
nor any other acts or omissions of LANDLORD at any time or times after the happening of
any default or breach by TENANT shall operate as a waiver of any past or future violation,
breach or failure to keep or perform any covenant, agreement, term or condition hereof or to
122918.812m # %07!
21
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deprive LANDLORD of its right to cancel or forfeit this Lease, or estop LANDLORD from
promptly exercising any other option, right or remedy that it may have under any term or
provision of this Lease, or at law or in equity.
9.3 DEFAULT OF LANDLORD.
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A. Events of Default. LANDLORD shall be in default under this Lease
if LANDLORD fails to perform any of its obligations or breaches any of its covenants o;
contained in this Lease and said failure or breach continues for a period of thirty (30) days w`.
after written notice from TENANT to LANDLORD (this thirty (30) day period shall be j �.
extended for such reasonable period of time as is necessary to cure the default, if the alleged w
default is not reasonably capable of cure within the thirty (30) day period and LANDLORD
proceeds and continues diligently to cure said default). g Q'
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B. TENANT's Remedies. Following a default by LANDLORD which
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remains uncured beyond the expiration of the cure periods described in paragraph A above,
and subject to the conditions set forth in Section 16.14, TENANT shall have the right of z
setoff against Rent (subject to Section 16.14) for any damages that TENANT may have
sustained by reason of LANDLORD'S failure to perform any of its obligations or breach of N.
any of its covenants contained in this Lease. In addition, if LANDLORD is in default under o
this Lease, TENANT may commence an independent action against LANDLORD for any =
remedy available to TENANT at law or in equity, all such remedies to be cumulative and o
non - exclusive. . z.
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C. Limitations on LANDLORD's Liability. Notwithstanding anything z ~ .
to the contrary contained in this Lease, in the event of any default or breach by LANDLORD
with respect to any of the terms, covenants and conditions of this Lease to be observed,
honored or performed by LANDLORD, TENANT shall look to LANDLORD's ownership
interest in the Premises and the rents, profits and insurance proceeds payable to LANDLORD
with respect to the Premises for the collection of any judgment (or any other judicial
procedures requiring the payment of money by LANDLORD) and no other property or assets
of LANDLORD shall be subject to levy, execution, or other procedures for satisfaction of
TENANT's remedies.
ARTICLE X - ACCESS BY LANDLORD
10.1 RIGHT TO ENTER. LANDLORD or LANDLORD's agents shall have the
right to enter the Premises upon reasonable notice and during TENANT's non - business
hours, accompanied by TENANT's representative, to show the Premises to prospective
purchasers of the Premises and to make such reasonable repairs to the Premises as
LANDLORD may deem necessary and which are LANDLORD's responsibility under this
122918.812m# %071
MIPY
22
Lease, if any. During the ninety (90) day period immediately preceding the expiration of the
Term, LANDLORD may show the Premises to prospective tenants during normal business
hours, upon reasonable notice and accompanied by TENANT's representative.
ARTICLE XI - CONDEMNATION
11.1 CONDEMNATION. If during the Term of this Lease, the whole of the
Premises are condemned or taken in any manner for public use, or if a portion of the
Premises (including access) are condemned or taken in any manner or degree to an extent
that constitutes an unreasonable interference with TENANT's business operations and has
a material effect upon Tenant's Gross Sales (both as determined by TENANT, in its
reasonable discretion), then in either event TENANT may elect to terminate this Lease as of
the date of the vesting of title in the condemning authority. As used in this Article, a
condemnation or taking includes a deed given or transfer made in lieu thereof.
11.2 AWARD. LANDLORD shall be entitled to the entire condemnation award
attributable to LANDLORD's fee interest in the Premises. TENANT shall be entitled to
petition the condemning authority for a separate award for the loss of TENANT's
improvements and fixtures on the Premises, all business losses and relocation costs.
LANDLORD and TENANT shall divide that portion of the condemnation award attributable
to the Building located on the Premises on a percentage basis, with TENANT's share of the
award equal to the unamortized portion of the TENANT improvements as reflected on the
TENANT's books.
11.3 RESTORATION. If TENANT does not elect to terminate this Lease, then
TENANT shall commence restoring the Premises as soon as reasonably possible and
thereafter proceed with diligence to complete such restoration as soon thereafter as is
practicable, and LANDLORD shall pay to TENANT LANDLORD's share of the
condemnation award attributable to the value of the Building and other improvements on the
Premises monthly on a percentage of completion basis (as certified by an independent
architect), beginning on the first day of the month after TENANT's restoration work
commences.
ARTICLE XII - DESTRUCTION OF PREMISES
12.1 TERMINATION. If during the last one (1) year of the Initial Term or any
Renewal Term, the Building is totally destroyed by fire or other casualty or if the Premises
are partially destroyed to an extent that constitutes an unreasonable interference in
TENANT's business operations (as determined by TENANT, in TENANT's reasonable
122918.8/2m# %071
23
discretion), then this Lease shall remain in effect, but TENANT shall not be required to
rebuild the Building or restore the Premises.
12.2 RESTORATION. In the event of fire or other casualty, except as set forth in
Section 12.1 above, then TENANT shall restore the Premises to the same or better condition
as existed prior to such fire or other casualty. TENANT shall commence restoration of the
Premises as soon as reasonably possible and thereafter proceed with diligence to complete
such restoration as soon thereafter as is practical.
ARTICLE XIII - REPRESENTATIONS AND WARRANTIES
13.1 TENANT. TENANT hereby represents and warrants to LANDLORD that:
(i) TENANT is a duly authorized and validly existing limited partnership; (ii) TENANT has
the full right and authority to enter into this Lease; (iii) each of the persons executing this
Lease on behalf of TENANT is authorized to do so; and (iv) this Lease constitutes a valid
and legally binding obligation of TENANT, enforceable in accordance with its terms.
13.2 LANDLORD. LANDLORD represents and warrants to TENANT that: (i)
LANDLORD is the fee simple owner of the Premises; (ii) to the best of LANDLORD's
knowledge, there are no agreements, contracts, covenants, conditions or exclusions which
would, if enforced, prohibit the operation of the Premises for the Permitted Use; (iii)
LANDLORD is a duly authorized and existing limited partnership under the laws of the State
of Washington and is qualified to do business in the State of Washington; (iv) LANDLORD
has the full right and authority to enter into this Lease; (v) each of the persons executing this
Lease on behalf of LANDLORD is authorized to do so; and (vi) this Lease constitutes a valid
and legally binding obligation on LANDLORD, enforceable in accordance with its terms.
ARTICLE XIV - ESTOPPEL CERTIFICATE, SUBORDINATION,
NON- DISTURBANCE
14.1 ESTOPPEL CERTIFICATE. At any time and from time to time either party,
upon request of the other party, will execute, acknowledge and deliver an instrument, stating,
if the same be true, that this Lease is a true and exact copy of the Lease between the parties
hereto, that there are no amendments hereof (or stating what amendments there may be), that
the same is then in full force and effect and that, to the best of its knowledge, there are no
offsets, defenses or counterclaims with respect to the payment of Rent reserved hereunder
or in the performance of the other terms, covenants and conditions hereof on the part of
TENANT or LANDLORD, as the case may be, to be performed, and that as of such date no
default has been declared hereunder by either party or if so, specifying the same and such
other matters as LANDLORD may request. Such instrument will be executed by the other
party and delivered to the requesting party within fifteen (15) days of receipt. If required by
122918.812m # %07!
24
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LANDLORD's lender or a prospective purchaser, TENANT shall, at LANDLORD's request,
provide the requesting party with estoppel certificates and TENANT's most recently prepared
financial statements, on a confidential basis.
14.2 SUBORDINATION. NON - DISTURBANCE.
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A. Future Mortgages. TENANT agrees to subordinate its interest in this 6
Lease to any future mortgage or deed of trust encumbering the Hotel Property and held by -J o
an institutional mortgagee by the execution of a Subordination, Non - disturbance Agreement N °
( "SNDA ") in substantially the form attached hereto as Exhibit "E" or such other w
commercially reasonable form as approved by TENANT in its reasonable discretion, which co o
SNDA shall also be executed by such future mortgagee and LANDLORD. TENANT's 2
interest in this Lease shall not be subordinate to any future lender until TENANT receives g
a fully executed SNDA from such future lender. N o
B. Current Mortgage. LANDLORD agrees to use good faith efforts to obtain z
a SNDA from the holder of any existing mortgage or deed of trust encumbering the Hotel .z
Property, and deliver the same to TENANT within ten (10) days from the Effective Date. 2 n`
TENANT shall joint in the execution of the SNDA in substantially the form attached hereto 0 °
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as Exhibit "E" or such other commercial reasonable form as approved by TENANT in its o ;,
reasonable discretion. w w`
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14.3 SUBORDINATION. LANDLORD hereby expressly subordinates any and Z,
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all claim, right, lien (including, without limitation, any common law or statutory landlord's o
lien), title and security interest in and to all furniture, goods, equipment and personal property o F
of TENANT to the security interest of TENANT's lender, if any, either existing as of the Z
execution date of this Lease or hereafter. LANDLORD further agrees to promptly execute
any commercially reasonable subordination agreement reasonably requested of LANDLORD
by TENANT's lender which subordinates LANDLORD's lien upon TENANT's personal
property to the lien of TENANT's lender.
ARTICLE XV - HAZARDOUS SUBSTANCES
15.1 TENANT'S REPRESENTATION. TENANT shall not cause or permit any
Hazardous Substance to be used, stored, generated, or disposed of on, in or about the
Premises (except those commonly or properly used in connection with the operation of a
restaurant and which are used in accordance with all applicable governmental laws and
regulations), without obtaining LANDLORD's prior written consent. If the Premises become
contaminated in any manner as a result of any breach of the foregoing covenant or any act
or omission of TENANT or any of its agents, employees or contractors, TENANT shall
indemnify, defend and hold harmless LANDLORD from any and all claims, demands,
122918.8/2m # %07!
25
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actions, damages, fines, judgments, penalties, costs (including attorneys', consultants', and
experts' fees), liabilities, losses (including without limitation, any decrease in value of the
Hotel Property, damages due to loss or restriction of rentable or usable space, or any damages
due to adverse impact on marketing of Hotel Property), and expenses arising during or after
the term of this Lease and arising as a result of such contamination. This indemnification
includes, without limitation, any and all costs incurred due to any investigation of the site or
any cleanup, removal, or restoration mandated by a federal, state, or local agency or political
subdivision. Without limitation of the foregoing, if TENANT causes or permits the presence
of any Hazardous Substance on, in, or about the Premises that results in contamination,
TENANT, at its sole expense, shall promptly take any and all necessary actions to return the
Premises to the same condition that existed prior to the presence of any such Hazardous
Substance on, in, or about the Premises. TENANT shall first obtain LANDLORD's approval
for any such remedial action. Notwithstanding the foregoing, this indemnification shall only
apply to contamination by Hazardous Substances resulting from TENANT's use and
operation of the Premises. Nothing herein contained shall be held to indemnify
LANDLORD from liability for Hazardous Substances contamination resulting from
LANDLORD'S ownership, use or operation, or the use or operation by any third party in, on
or under the Premises.
15.2 LANDLORD'S REPRESENTATION. LANDLORD represents and
warrants that, to the best of its knowledge, no leak, spill, discharge, emission or disposal of
Hazardous Substances has occurred on the Premises and that, to the best of its knowledge,
the soil, groundwater, soil vapor on or under the Premises is free of Hazardous Substances
in excess of legally actionable levels as of the Effective Date. LANDLORD agrees to
provide to TENANT a copy of its most recent Phase I report with respect to the Premises
within five (5) days of the Effective Date.
LANDLORD covenants and agrees, at its sole cost and expense, to indemnify, protect,
defend and save TENANT harmless from and against any and all damages, losses, liabilities,
obligations, penalties, claims, litigation, demands, defenses, judgments, suits, proceedings,
costs, disbursements or expenses (including without limitation, attorneys' and experts'
reasonable fees and disbursements) of any kind or nature whatsoever which may at any time
be imposed upon, incurred by or asserted or awarded against TENANT and rising from or
out of any breach by LANDLORD of the representations and warranties contained in this
Section 15.2.
15.3 DEFINITIONS. As used herein, the term "Hazardous Substance" means any
substance which is toxic, ignitable, reactive, or corrosive and which is regulated by any local
government, the State in which the Premises are located, or the United States government.
"Hazardous Substance" includes any and all materials or substances which are defined as
"hazardous waste ", "extremely hazardous waste" or a "hazardous substance" pursuant to
122918.8/2m # %07!
26
state, federal or local governmental law. "Hazardous Substance" includes, but is not limited
to, asbestos, polychlorobiphenyls and petroleum. The provisions under this entire Article
shall survive the expiration or earlier termination of this Lease.
ARTICLE XVI - MISCELLANEOUS
16.1 NOTICE. Any notice, demand, request or other instrument which may be or
is required to be given under this Lease shall be deemed to be delivered (i) whether or not
actually received, three (3) days after deposited in the United States mail, postage prepaid,
certified or registered mail, return receipt requested, or (ii) when received (or when receipt
is refused) if delivered personally or sent by a nationally recognized overnight courier, all
charges prepaid, at the addresses of LANDLORD and TENANT as set forth in this Section.
Such address may be changed by written notice to the other party in accordance with this
Section. The parties acknowledge that copies of any notice sent by facsimile are for
convenience only, and shall not be deemed to be proper notice required hereunder.
If to LANDLORD:
Southcenter Motor Hotel, Ltd.
16500 Southcenter Parkway
Seattle, WA 98188
Attn: General Manager
(206) 575 -8220 Phone
(206) 575 -4743 Fax
If to TENANT:
Evergreen State Restaurant Corporation
3650 - 131st Avenue S.E., Suite 520
Bellevue, WA 98006
(425) 562 -9850 Phone
(425) 562 -9865 Fax
and
Outback Steakhouse of Florida, Inc.
550 North Reo Street, Suite 200
Tampa, FL 33609
Attention: General Counsel
(813) 282 -1225 Phone
(813) 282 -1209 Fax
16.2 WAIVER. The waiver by LANDLORD or TENANT of any breach or default
of any term, covenant or condition shall not be deemed to be a waiver of any subsequent
breach or default of the same or any other term, covenant or condition, nor shall the
acceptance or payment of Rent or other payment be deemed to be a waiver of any such
breach or default. No term, covenant or condition of this Lease shall be deemed to have been
waived by LANDLORD or TENANT, unless such waiver is in writing.
122918.82m# %071
27
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16.3 CAPTIONS AND SECTION NUMBERS. The captions and section numbers
appearing in this Lease are inserted only as a matter of convenience and in no way define,
limit, construe or describe the scope or intent of such sections.
16.4 ENTIRE AGREEMENT. This Lease and any attachments hereto and
forming a part hereof set forth all the covenants, promises, agreements, conditions, and w
understandings between LANDLORD and TENANT concerning the Premises and there are 6 D
no covenants, promises, agreements, conditions or understandings, either oral or written, _10
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other than as herein set forth. No subsequent alteration, amendment, change or addition to , co o
this Lease shall be binding upon LANDLORD or TENANT until reduced to writing and u, x.
signed by LANDLORD and TENANT. co u.
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16.5 TENANT AND LANDLORD DEFINED, USE OF PRONOUN. The words ga
"TENANT" and "LANDLORD" shall mean each party mentioned as TENANT or u. a
LANDLORD herein, whether one or more, and their respective heirs, executors, " w
administrators, successors, and assigns. If there is more than one party any notice required z 1.
or permitted may be given to any one thereof, and such notice to one shall be deemed notice z oo
to all, unless multiple notices are required by Section 16.1. The use of the singular pronoun
to refer to TENANT or LANDLORD shall be deemed proper regardless of the number of D
parties. o 1
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16.6 PARTIAL INVALIDITY. If any term, covenant or condition of this Lease, LL �.
or the application thereof to any person or circumstances shall, to any extent, be invalid or — z
unenforceable, the remainder of this Lease or the application of such term, covenant, or 0 _
condition to persons or circumstances other than those as to which it was held invalid or p 1-
unenforceable, shall not be affected thereby and each term, covenant, or condition of this Z
Lease shall be valid and be enforced to the fullest extent permitted by law.
16.7 APPLICABLE LAW. The parties hereto shall be bound by and this Lease
shall be construed according to the laws of the State of Washington.
16.8 RECORDING. A memorandum of this Lease in the form of Exhibit "F"
attached hereto may be recorded by LANDLORD or TENANT in the public records at the
recording party's expense.
16.9 COSTS OF ENFORCEMENT. In the event that LANDLORD or TENANT
shall bring an action to recover any sum due hereunder or for any breach hereunder and shall
obtain a judgment in its favor, or in the event that LANDLORD or TENANT retain an
attorney for the purpose of collecting any sum due hereunder or construing or enforcing any
of the terms or conditions hereof or protecting their interest in any bankruptcy, receivership,
or insolvency proceeding or otherwise against the other, the substantially prevailing party
122918.8/2m# %071
28
shall be entitled to recover all reasonable costs and expenses incurred, including reasonable
attorneys' and legal assistants' fees prior to trial, at trial, and on appeal and for post judgment
proceedings.
16.10 SUCCESSORS. The provisions of this Lease shall inure to the benefit of and
be binding upon their respective heirs, executors, administrators, successors, and assigns.
16.11 FORCE MAJEURE. In the event that either party hereto shall be delayed or
hindered in or prevented from the performance required hereunder by reason of strikes,
lockouts, labor troubles, failure of power, riots, insurrection, war, acts of God, or other
reason of like nature not the fault of the party delayed in performing work or doing acts
(hereinafter "Permitted Delay "), such party shall be excused for the period of time equivalent
to the delay caused by such Permitted Delay, except for the payment of money hereunder,
which shall not be excused. Notwithstanding the foregoing, any extension of time for a
Permitted Delay shall be conditioned upon the party seeking an extension of time delivering
written notice of such Permitted Delay to the other party within ten (10) days of the event
causing the Permitted Delay, and the maximum period of time which a party may delay any
act or performance of work due to a Permitted Delay shall be sixty (60) days.
16.12 BROKERS. TENANT and LANDLORD represent and warrant to each other
that they have not consulted or contacted any agent, broker, or finder in connection with this
Lease. LANDLORD and TENANT agree to defend, indemnify and hold the other harmless
from any and all claims for compensation or commission in connection with this Lease by
any broker, agent, or finder (other than Broker) claiming to have dealt with such party.
16.13 CONSENT. Whenever a party's consent is requested under or in connection
with this Lease, such consent shall not be unreasonably withheld, delayed or conditioned.
16.14 DEDUCTION /OFFSET. Whenever this Lease provides TENANT with the
right to deduct or offset against sums owed to LANDLORD certain sums specified in this
Lease, TENANT shall not exercise such offset right until and unless sums to be offset have
been awarded to TENANT in a lawsuit.
16.15 EFFECTIVE DATE. The "Effective Date" of this Lease shall be the date that
this Lease is signed by the last of LANDLORD or TENANT.
16.16 FRANCHISE PROVISIONS. LANDLORD acknowledges that TENANT
is also the Franchisee under a Franchise Agreement with Outback Steakhouse of Florida, Inc.
( "Franchisor "). In consideration of the Franchise Agreement, LANDLORD acknowledges
the following:
122918.8/2m # %07!
"'r ..tt. CiFdkx 441
29
(a) That LANDLORD shall not consent to the use of the Premises for the
operation of other than an Outback Steakhouse, until approved in writing by Franchisor.
(b) That the LANDLORD consents to TENANT's use of such Proprietary
Marks and signage as Franchisor may prescribe for the restaurant.
(c) That the LANDLORD agrees to furnish Franchisor with copies of any re 6
and all letters and notices sent to TENANT pertaining to this Lease and the Premises, at the -J o
same time that such letters and notices are sent to TENANT. o
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(d) That LANDLORD will not consent to a sublease or assignment of all �.
or any part of its occupancy rights, or extend the terms of or renew the Lease, without W o
Franchisor's prior written consent. ga
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(e) That Franchisor shall have the right to enter the Premises to make any w
modifications necessary to protect Franchisor's Proprietary Marks or to cure any default z
under the Lease or under the Franchise Agreement. z o:.
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(f) That upon TENANT's default under, or termination of, the Franchise n
Agreement, Franchisor shall have the option but not the obligation, to assume the Lease and 2 co —
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TENANT's occupancy rights and obligations thereunder and all other rights of TENANT for 'w w`
the remainder of the Lease Term (including renewal options).
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id (g) That Franchisor shall have the option, but not the obligation, cure the co
default under and to assume TENANT's rights and obligations under the Lease, and all other o 1-
rights, for the remainder of the Lease Term (including renewal options) upon TENANT's Z
default or termination under this Lease; provided that as a condition to said assumption
Franchisor shall cure TENANT's default. LANDLORD shall grant Franchisor the same cure
period as provided for TENANT under the Lease.
LANDLORD and TENANT acknowledge that a material consideration to
LANDLORD for the execution of this Lease is the right of TENANT to use the name
"Outback Steakhouse" and its ability to initially operate a restaurant bearing or associated
with such name. But for such rights held by TENANT, LANDLORD would not enter into
this Lease. LANDLORD and TENANT acknowledge that TENANT is in process of
obtaining such rights from the entity which holds or controls such rights. Such entity is
hereinafter referred to as "Franchisor." Accordingly, it is agreed that:
(a) Within ten (10) days after LANDLORD's execution and delivery of this
Lease, TENANT shall obtain and shall deliver to LANDLORD (i) a photocopy of a letter or
agreement (the "Franchise ") between Franchisor and TENANT providing, in substance, for
122918.8/2m #°/x071
30
TENANT's use of the name "Outback Steakhouse," and the operation of a restaurant bearing
or associated with such name and that the rights granted to TENANT pursuant to such
Franchise shall be exclusive within the prohibited area described in Section 16.17 of this
Lease, and (ii) a letter or agreement from Franchisor to LANDLORD (the "Commitment ")
providing, in substance, as set forth in Exhibit "H" attached hereto. The Franchise must
bear facsimile or manual signatures, and the Commitment must be manually executed by
Franchisor. Each of such items must have a term (exclusive of options) not less than the
initial stated term of this Lease.
(b) In the event that TENANT fails to deliver each of the items described
in subsection (a) within the time period specified in subsection (a), LANDLORD may, at any
time thereafter and prior to deliver of the last of such items, terminate this Lease by written
notice to TENANT. Pending the delivery of such items or the termination of this Lease
pursuant to this subsection (b), all design and construction of TENANT's Work shall
proceed. In the event that this Lease is terminated pursuant to this subsection (b), (i) each
party shall bear its own costs and fees incurred with respect to this Lease through the date
of termination, including all professional fees incurred, (ii) TENANT shall surrender
possession of the Premises to LANDLORD if previously delivered to TENANT, (iii) all
deposits by TENANT with LANDLORD shall be returned to TENANT, and (v) neither party
shall have any further obligations to the other pursuant to this Lease.
(c) The expiration or earlier termination of the Franchise, for whatever
reason, during the term of this Lease shall be deemed a default by TENANT pursuant to this
Lease entitling LANDLORD to all remedies available to a landlord against a defaulting
tenant, including but not limited to those set forth in Article 9 of this Lease.
16.17 NONCOMPETE. Neither TENANT nor Franchisor, nor their respective
parents, subsidiaries or affiliates, may open or operate another competing restaurant under
the trade name "Outback Steakhouse" or any other tradename in which primarily or
exclusively serves beef within a three (3) mile radius from the Premises. A default by
TENANT or Franchisor under this Section shall entitle LANDLORD to (a) enjoin the
opening or operation of such competing restaurant, and/or (b) include all Gross Sales
received by TENANT or Franchisor from such competing restaurant in the calculation of
Gross Sales under this Lease for the purpose of determining Percentage Rent, and/or (c)
pursue any other remedies available at law or equity.
16.18 BINDING SITE PLAN. TENANT shall be responsible for obtaining a
binding site plan to create the Premises as a separate legal lot from the Hotel Property, all
according to applicable state and local law, regulation and ordinance. The terms of the
binding site plan shall be subject to LANDLORD's reasonable approval. TENANT shall also
be responsible for paying for the cost of the binding site plan, and for paying the cost of
122918.8/2m# %071
31
■
complying with any conditions of the binding site plan and mitigation
with the binding site plan.
IN WITNESS WHEREOF, LANDLORD AND TENANT have
effective as of the Effective Date.
LANDLORD:
SOUTHCENTER MOTOR HOTEL, LTD.,
a Washington limited partnership.
By:
Name:
Title:
Date:
TENANT:
EVERGREEN STATE RESTAURANT
CORPORATION, a Washington corporation
By:
Name:
Title:
Date:
122918.8/2m # %07!
32
expenses associated
executed this Lease
STATE OF WASHINGTON )
) ss:
COUNTY OF KING )
I certify that I know or have satisfactory evidence that
is the person who appeared before me, and said person acknowledged that he signed this
instrument, on oath stated that was authorized to execute the instrument and acknowledged
it as the of SOUTHCENTER MOTOR HOTEL, LTD., a
Washington limited partnership, to be the free and voluntary act of such party for the uses
and purposes mentioned in the instrument.
DATED: , 1997.
STATE OF WASHINGTON )
)
COUNTY OF KING )
SS:
Printed Name:
NOTARY PUBLIC
My Appointment expires:
I certify that I know or have satisfactory evidence that
is the person who appeared before me, and said person acknowledged that he signed this
instrument, on oath stated that was authorized to execute the instrument and acknowledged
it as the of EVERGREEN STATE RESTAURANT
CORPORATION, a Washington corporation, to be the free and voluntary act of such party
for the uses and purposes mentioned in the instrument.
DATED: , 1997.
122918.8/2m# %071
Printed Name:
NOTARY PUBLIC
My Appointment expires:
33
EXHIBIT "A"
SITE PLAN
DOUBI.ETREE GUMST SUITES
442i .811 N 00•5-714 6"
IID/t( FiciWST C ammot /MN � • P ►sStS
;,F��S...^n... .�.:t ii•:i..� �_, -
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EXHIBIT "A -1"
PREMISES LEGAL DESCRIPTION
EXHIBIT A -2
HOTEL PROPERTY LEGAL DESCRIPTION
122918.8/2m# %071
n.s..um. Div . +w�wearwrr•4..I.1`- .r <.w.r• �— .u, ».......
EXHIBIT "B"
SCHEDULE OF BASE RENT
Lease Years 1 through 5 - $60,000 per annum, $5,000 per month.
Lease Years 6 through 10 - $66,000 per annum, $5,500 per month.
Lease Years 11 through 15 - $72,600 per annum, $6,050 per month.
Lease Years 16 through 20 - $79,860 per annum, $6,655 per month.
Lease Years 21 through 25 - $87,846 per annum, $7,320.50 per month.
Lease Years 26 through 30 - $96,630.60 per annum, $8,052.55 per month.
• 122918.8/2m # %07!
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BUILDING FASCIA CRITERIA
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EXHIBIT "D"
SIGN CRITERIA
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EXHIBIT "E"
DOCUMENT TITLE
Subordination, Non - Disturbance
Agreement
REFERENCE NUMBER(S) OF
RELATED DOCUMENTS
N/A
GRANTOR/BORROWER
GRANTEE /ASSIGNEE/
BENEFICIARY
LEGAL DESCRIPTION
ASSESSOR'S PARCEL NO(S).
SUBORDINATION, NON - DISTURBANCE AGREEMENT
THIS SUBORDINATION, NON - DISTURBANCE AGREEMENT (the
"Agreement ") is made and entered into as of the day of
, 19 by and between
( "TENANT ") and a ( "Lender ")
and ( "LANDLORD ").
RECITALS:
WHEREAS, LANDLORD and TENANT executed a Lease dated as of
, 19 (the "Lease ") covering a certain Premises therein described
located on a parcel of real estate, a legal description of which is attached hereto and
incorporated herein by this reference as Exhibit "A" (said parcel of real estate and the
Premises being sometimes collectively referred to herein as the "Property "); and
WHEREAS, LANDLORD is indebted to Lender as evidenced by a
promissory note secured by various loan documents (the "Loan Documents "),
including a (the "Mortgage ") dated
122918.8/2m # %07!
E -1
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19 and recorded on 19 at Volume
, Page , of the Records
of County, ; and
WHEREAS, the parties hereto desire to assure TENANT's possession and
control of the Property under Lease upon the terms and conditions therein contained.
NOW, THEREFORE, for and in consideration of the mutual covenants and
premises herein and other good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged and confessed by the parties hereto, the
parties hereto do hereby agree as follows:
AGREEMENT:
1. The Lease is and shall be subject and subordinate to the Mortgage and
other Loan Documents, and to all renewals, modifications, consolidations,
replacements and extensions thereof, and to all future advances made thereunder;
provided that if no default exists by TENANT under the Lease (beyond any
applicable cure period) Lender will honor or recognize the Lease and all of the
TENANT's rights under the terms of the Lease..
2. Should Lender become the owner of the Property, or should the
Property be sold by reason of foreclosure, or other proceedings brought to enforce
the Mortgage, or should the Property be transferred by deed in lieu of foreclosure,
or should any portion of the Property be sold under a trustee's sale, the Lease shall
continue in full force and effect as a direct lease between the then owner of the
Property covered by the Mortgage and TENANT, upon, and subject to, all of the
terms, covenants and conditions of the Lease for the balance of the term thereof
remaining, including any extensions therein provided. TENANT does hereby agree
to attorn to Lender or to any such owner as its landlord, and Lender hereby agrees
that it will accept such attornment.
3. Notwithstanding any other provision of this Agreement, Lender shall
not be (a) liable for any default of any landlord under the Lease (including
LANDLORD), except that Lender agrees to cure any default of LANDLORD that
is continuing as of the date Lender forecloses the Property within thirty (30) days
from the date TENANT delivers written notice to Lender of such continuing default,
unless such default is of such a nature to reasonably require more than thirty (30)
days to cure and then Lender shall be permitted such additional time as is reasonably
necessary to effect such cure, provided Lender diligently and continuously proceeds
to cure such default; (b) subject to any offsets or defenses which have accrued prior
to the date of foreclosure, unless the same is specifically provided for in the Lease;
(c) bound by any Rent that TENANT may have paid under the Lease more than one
month in advance; (d) bound by any amendment or modification of the Lease
122918.812m # %07!
�urf�rMS'
E -2
hereafter made without Lender's prior written consent; (e) responsible for the return
of any security deposit delivered to LANDLORD under the Lease and not
subsequently received by Lender.
4. If Lender sends written notice to TENANT to direct its rental payments
under the Lease to Lender instead of LANDLORD, then TENANT agrees to follow
the instructions set forth in such written instructions and deliver rental payments to
Lender. LANDLORD and Lender agree that TENANT shall be credited under the
Lease for any rental payments sent to Lender pursuant to such written notice.
5. All notices which may or are required to be sent under this Agreement
shall be in writing and shall be sent by first -class certified U.S. mail, postage prepaid,
return receipt requested, and sent to the party at the address appearing below or such
other address as any party shall hereafter inform the other party by written notice
given as set forth above:
TENANT: Evergreen State Restaurant Corporation
3650 - 131st Avenue S.E., Suite 520
Bellevue, WA 98006
Lender:
LANDLORD:
All notices delivered as set forth above shall be deemed effective three (3) days from
the date deposited in the U.S. mail.
6. The Loan Documents, including the Mortgage, shall not cover or
encumber and shall not be construed as subjecting in any manner to the lien thereof
any of TENANT's improvements or trade fixtures, furniture, equipment or other
personal property at any time placed or installed in the Premises. In the event the
Property or any part thereof shall be taken for public purposes by condemnation or
transfer in lieu thereof or the same are damaged or destroyed, the rights of the parties
to any condemnation award or insurance proceeds shall be determined and controlled
by the applicable provisions of the Lease.
7. This Agreement shall inure to the benefit of and be binding upon the
parties hereto, their successors in interest, heirs and assigns and any subsequent
owner of the Property secured by the Mortgage.
122918.8/2m # %07!
E -3
8. Should any action or proceeding be commenced to enforce any of the
provisions of this Agreement or in connection with its meaning, the prevailing party
in such action shall be awarded, in addition to any other relief it may obtain, its
reasonable costs and expenses, not limited to taxable costs, and reasonable attorney's
fees.
9. TENANT shall not be joined as a party /defendant in any action or
proceeding which may be instituted or taken by reason or under any default by
LANDLORD in the performance of the terms, covenants, conditions and agreements
set forth in the Mortgage.
IN WITNESS WHEREOF, the parties hereto have caused this Non -
Disturbance Agreement to be executed as of the day and year first above written.
122918.8/2m # %07!
LENDER:
a
By:
Name:
Title:
TENANT:
EVERGREEN STATE RESTAURANT
CORPORATION, a Washington
corporation
By:
Name:
Title:
LANDLORD:
By:
Name:
Title:
E-4
: ...
STATE OF
COUNTY OF
(Acknowledgment of Lender)
)
)
)
ss:
I . certify that I know or have satisfactory evidence that
is the person who appeared before me, and said person
acknowledged that he signed this instrument, on oath stated that was authorized to
execute the instrument and acknowledged it as the
of ,a
to be the free and voluntary act of such party for the uses and purposes mentioned
in the instrument.
DATED: , 1997.
Printed Name:
NOTARY PUBLIC
My Appointment expires:
(Acknowledgment of Tenant)
STATE OF )
)
COUNTY OF )
SS:
I certify that I know or have satisfactory evidence that
is the person who appeared before me, and said person
acknowledged that he signed this instrument, on oath stated that was authorized to
execute the instrument and acknowledged it as the
of EVERGREEN STATE RESTAURANT CORPORATION, a Washington
corporation, to be the free and voluntary act of such party for the uses and purposes
mentioned in the instrument.
DATED:
122918.812m# %071
, 1997.
E -5
Printed Name:
NOTARY PUBLIC
My Appointment expires:
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(Acknowledgment of Landlord)
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I certify that I know or have satisfactory evidence that
is the person who appeared before me, and said
person acknowledged that he signed this instrument, on oath stated that was
authorized to execute the instrument and acknowledged it as the
of , a
to be the free and voluntary act of such party for
the uses and purposes mentioned in the instrument.
DATED: , 1997.
122918.8/2m # %071
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Printed Name:
NOTARY PUBLIC
My Appointment expires:
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EXHIBIT "F"
DOCUMENT TITLE
Memorandum of Lease
REFERENCE NUMBER(S) OF
RELATED DOCUMENTS
N/A
GRANTOR/BORROWER
GRANTEE /ASSIGNEE/
BENEFICIARY
LEGAL DESCRIPTION
ASSESSOR'S PARCEL NO(S).
_
MEMORANDUM OF LEASE
This is a Memorandum of Lease by and between
a , hereinafter called LANDLORD (whether one
or more) of and
a , hereinafter called TENANT of
[TENANT'S address] upon the following terms:
Date of Lease:
Description of Premises: See Exhibit "A" attached hereto
Date of Commencement: The Initial Term of the Lease shall commence on
the earlier of (a) ( ) days after TENANT's receipt of its Permits and
Approvals, or (b) the date that TENANT first opens for business to the general
public,
Term: Years.
Renewal Option(s): -5 year renewal options.
122918.8/2m # %071
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The purpose of this Memorandum of Lease is to give record notice of the
Lease and of the rights created thereby, all of which are hereby confirmed.
IN WITNESS WHEREOF the parties have executed this Memorandum of
Lease as of the dates set forth in their respective acknowledgments.
122918.8/2m# %071
TENANT:
EVERGREEN STATE RESTAURANT
CORPORATION, a Washington
corporation
By:
Name:
Title:
LANDLORD:
By:
Name:
Title:
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- s,c:ts:n�R;S.:i!,A'• ":a:+.ra:ie cl�:iL`h:St�.E('.�kS�29• 1+;:. ` 'q L ,«.
(Acknowledgment of Tenant)
STATE OF )
)
COUNTY OF )
ss:
I certify that I know or have satisfactory evidence that
is the person who appeared before me, and said person
acknowledged that he signed this instrument, on oath stated that was authorized to
execute the instrument and acknowledged it as the of
EVERGREEN STATE RESTAURANT CORPORATION, a Washington
corporation, to be the free and voluntary act of such party for the uses and purposes
mentioned in the instrument.
DATED: , 1997.
Printed Name:
NOTARY PUBLIC
My Appointment expires:
(Acknowledgment of Landlord)
)
)
)
STATE OF
COUNTY OF
SS:
I certify that I know or have satisfactory evidence that
is the person who appeared before me, and said person acknowledged that he signed
this instrument, on oath stated that was authorized to execute the instrument and
acknowledged it as the of
a , to be the free and voluntary act of such party
for the uses and purposes mentioned in the instrument.
DATED: , 1997.
122918.82m # %071
F -3
Printed Name:
NOTARY PUBLIC
My Appointment expires:
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EXHIBIT "G"
TERM COMMENCEMENT AND EXPIRATION AGREEMENT
THIS. AGREEMENT, made this day of , 19_, by and
between (herein
"LANDLORD ") and , a corporation (herein "TENANT ").
WITNESSETH:
WHEREAS, LANDLORD and TENANT have entered into that certain Lease dated
( "Lease ") for the Premises located at
; and
WHEREAS, LANDLORD and TENANT wish to set forth their agreements as to the
commencement of the Term of this Lease.
NOW, THEREFORE, in consideration of the Demised Premises as described in this
Lease and the covenants set forth therein, LANDLORD and TENANT agree as follows:
1. The Initial Term of this Lease commenced on , 19 .
2. The Initial Term of this Lease shall expire on , 19_.
3. = TENANT has ( ) options of ( ) years each which are
to be exercised by the presentation of notice to LANDLORD by no later than (a)
, with respect to the First Option; (b) , with
respect to the Second Option; and (c) , with respect to the Third
Option.
4. TENANTs obligation to pay Rent under this Lease Agreement commenced on
, 19`.
5. Square footage contained in
(a) Premises:
(b) Shopping Center:
(c) TENANT's Share:
Monthly rents payable during the first Lease Year are as follows:
122918.812m# %071
(a) Rent:
(b) CAM:
(c) Taxes:
(d) Insurance:
(e) Other:
TOTAL MONTHLY:
•
G -1
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the
day and year first above written.
LANDLORD:
By:
Name:
Title:
122918.812m# %071
G -2
TENANT:
EVERGREEN STATE RESTAURANT
CORPORATION, a Washington
corporation
By:
Name:
Title:
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EXHIBIT H
, 1997
Mr. David W. Wilde
General Manager
Doubletree Suites Seattle
Re: Lease Dated between Evergreen State Restaurant Corporation,
a Washington corporation, and Southcenter Motor Hotel Ltd., a
Washington limited partnership
Dear Sir:
We acknowledge that Southcenter Motor Hotel Ltd., a Washington limited
partnership, as landlord ( "Landlord ") has entered into a written ground lease dated as of
(the "Lease ") with Evergreen State Restaurant Corporation,
a Washington corporation ( "Tenant "), covering certain real property at
Southcenter Boulevard in Tukwila, Washington (the
"Leased Premises "). The undersigned entity ( "Franchisor ") has received and reviewed a
copy of the Lease. Franchisor has also entered into an agreement with Tenant pursuant to
which Tenant will own and operate at the Leased Premises a free standing restaurant under
the trade name "Outback Steakhouse" (the "Franchise ").
In connection with the Lease and the Franchise, Landlord and Franchisor agree as
follows:
1. Franchisor hereby confirms to Landlord that the Franchise Agreement has been
formally executed. A copy thereof is enclosed with this letter. The Franchise Agreement
provides, among other things, that Tenant has the exclusive right to use the name "Outback
Steakhouse" as a trade name for a restaurant within the area described as follows:
. In addition, in the event
said Franchise Agreement expires or is for any reason terminated prior to the expiration or
earlier termination of the Lease, Franchisor shall mail notification to Landlord of such
expiration or earlier termination within ten (10) days after the occurrence of such event.
2. Franchisor acknowledges that it has reviewed and is familiar with the "radius
clause" contained in Section 16.17 of the Lease, describing an area in which neither Tenant
nor any parent, subsidiary or affiliate of Tenant (as those terms are defined in such Section
122918.8/2m# %071
H -1
16.17) may not establish or operate a restaurant as described in Section 16.17 within the store
to be established by Tenant in the Leased Premises (the "Prohibited Area "). Franchisor
agrees that it will not, prior to the expiration or earlier termination of the Lease (including
any Additional Term), itself open or permit any of its subsidiaries, affiliates or any other
persons or entities to open any restaurant as described in Section 16.17 or within the
Prohibited Area.
3. The undersigned has read and is familiar with the provisions of the Lease.
4. Franchisor further acknowledges that Landlord will rely upon this letter and
the commitments and agreements contained herein in connection with its execution and
delivery of the Lease and that Landlord would not execute and deliver the same but for the
delivery of this letter.
Please acknowledge your receipt of this letter and agreement to the terms hereof by
signing and returning to the undersigned the enclosed copy of this letter.
Acknowledge and agreed as of the
date first set forth above:
Very truly yours,
OUTBACK STEAKHOUSE OF FLORIDA, INC.
By:
Title:
SOUTHCENTER MOTOR HOTEL, LTD.
By:
Title:
Dated:
122918.8/2m # %071
H -2
3.2 FEES. The local government or utility authority may require the payment of
certain fees for public utility facilities and services provided in whole or in part by the local
government or authority. These fees are derived for one of two purposes: (i) to pay for the
usage of a proportionate share of the local government's facilities for future capacity and
infrastructure improvements or to pay for a new user's utilization of oversized facilities paid
for by other parties, including the local government or utility authority (hereinafter referred
to as "Connection Fees" or "Impact Fees "); or (ii) to pay for local government's time and
expense to program or turn on the public utility facilities to a building or structure for each
new customer (hereinafter referred to as "Turn On Fees "). LANDL-ARD TENANT, shall be
responsible for payment of all Connection Fees
service to the Premises.
, Impact Fees and Turn On Fees
ARTICLE IV - CONDUCT OF BUSINESS BY TENANT
4.1 USE OF LEASED PREMISES. The Premises shall be used by TENANT for
the purpose of a full service restaurant, with `alil??' bar area, (the "Permitted Use ")
operating initially under the name "Outback Steakhouse" th ? t tt d 1.4g . TENANT
hereby reserves the right to change, from time to time, its operating format in the Premises
and trade name so long as the Premises shall continue to be used for the Permitted Use;
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operate its business in an efficient, high class and reputable manner, and shall keep the
Premises open to the public for business with adequate and competent personnel in
attendance during TENANT's standard hours of operation which shall be a minimum of six
(6) days per week, from 4:30 p.m. until 10:00 .m.• `` it t xct d >f at<MMO:1 ` all rzt t :'
‘4.4444.44
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rovided that LANDLORD ma r e s c'
P ent
functions at the restaurant during other hours in its reasonable discretion, including during
holidays and/or holiday periods.
4.2 RULES AND REGULATIONS. TENANT shall keep the Premises neat,
clean, sanitary and reasonably free from dirt, rubbish, insects and pests at all times. TENANT
shall not operate an incinerator or burn trash or garbage within the Premises. TENANT
shall not permit any noxious odors to emanate from the Premises nor, except as otherwise
provided herein, place or permit any television or radio on the roof or outside the Premises
or in the Common Areas; nor place any antenna, or other projection on the exterior of the
Premises, except TENANT shall have the right to install, at its sole cost and expense, cable •
122918.RED/2m %#02!
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ARTICLE V - IMPROVEMENTS
5.1 TENANT's WORK..);f:t >dX yexl
: Yttft;`;i %i:�::�:�:l�.1��!3��:; T__�_��l__ following '
" ` of a building permit to
construct TENANTs improvements on the Premises and t erform such other site work for
TENANTs Intended Use, TENANT, at TENANTs sol cost and expense, shall perform and
complete all construction, alterations, replaceme ts, additions, repairs, fixtures, and
improvements to the Premises required to prepare the same for TENANT's Intended Use
( "TENANT's Work ").
A. Plans and Approvals. None of TENANT's werk shall be
commenced unless and until written plans and specifications have been submitted to and
approved by LANDLORD, in LANDLORD's reasonable discretion. Said plans and
specifications shall include a site plan, elevations, electrical panel schedules, load
calculations, HVAC equipment specifications, systems diagrams (ductwork, diffusers) and
a reflective ceiling plan. TENANT, at its sole cost and expense, shall prepare and submit
preliminary plans and specifications to LANDLORD within forty -five (45) days from the
Tcnder eet a Date. LANDLORD shall have tcn (10) een (IS) days from receipt
thereof to disapprove of such plans and specifications. Any disapproval shall contain the
specific changes desired by LANDLORD to obtain its approval. LANDLORD shall have
five (5) days from receipt thereof to disapprove any revised plans and specifications;
provided that if the changes requested by LANDLORD have been made, LANDLORD's
approval shall be deemed given. LANDLORD's failure to disapprove within the applicable
ten (10) day period or five (5) day period shall constitute LANDLORD's acceptance of said
plans and specifications.
B. Work/Insurance. All work shall be completed in compliance with all
codes, ordinances, rules and regulations of applicable governmental authorities, in a good and
workmanlike manner by licensed contractors with appropriate building permits. TENANT
shall indemnify and hold harmless LANDLORD from all expense, liens, claims or damages
to either persons or property arising out of or resulting from any such construction and
TENANT agrees that all contractors performing work on the Premises shall maintain public
liability insurance of at least One Million and No /100 Dollars ($1,000,000.00). All entries
on the Premises after the Tender et e Date and all work done by or on behalf of the
TENANT shall be at TENANT's sole risk.
C. Signage. LANDLORD hereby grants to TENANT the right to install
three standard exposed neon channel signs, as set forth on Exhibit "D" attached hereto, on
exterior walls of the Premises,
122918.RED/2m °M402!
13
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LANDLORD further grants
to TENANT the "rive right and easement to install its own pylon sign, as set forth on
Exhibit "D" attached hereto::<; tl he >a::c tnn haw x; n : ttae `e'� >Ex ibz : <tf > € ' "
.:::::;:.:;•.::;.>•.;:;: �:.;:.;::.::.:::;;:.::.>;::::.>:;>:::;::.;;: ::;::.;::.:;;;�:�.;: �:;.����t::. >< .:::.::::. TENANT
also shall have the right to place its standard proprietor, credit card and hours of operation
insignia on the front entrance of the Premises. All TENANT's signage shall be in compliance
with all applicable governmental codes and shall be maintained by TENANT in good and
clean condition.
D. Exterior Appearance. TENANT may install its standard exterior
fascia, as shown on Exhibit "C" attached hereto and incorporated herein by reference, on
the exterior wall Willi of the Premises.
E. Additional Construction. During the term of this Lease, TENANT
shall have the right to make alterations, additions and improvements to the interior er- extcrier
e :., ;..;:: <::;.:: :.,:.:...:...:... :;:::rte::• }�j„
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5.2 OWNERSHIP OF IMPROVEMENTS. During the term of this Lease,
TENANT shall be considered for all purposes to be the owner of the Building and its other
improvements constructed on the Premises and TENANT alone shall be entitled to take tax
deductions on its federal and state income tax returns for the depreciation and other expenses
related to same. Upon termination of this Lease, the ownership of said improvements (except
to s set out hereunder) constructed on the Premises by TENANT shall belong to
k4:
LANDLORD. All trade fixtures, equipment and other is s r 't l property placed
on the Premises by TENANT and any alterations or replacements thereof, including, but not
limited to, all bars, booths, decorative light fixtures, stoves, ovens and other restaurant
equipment, shall remain the property of, and may be removed by, TENANT. Upon the
expiration or earlier termination of this Lease, any such property belonging to TENANT
which TENANT has failed to remove from the Premises within days of
said expiration or termination shall forthwith become the property of LANDLORD.
LANDLORD may thereafter elect to remove and dispose of such property at TENANT's
reasonable cost and expense. Should TENANT remove any such fixture #, or
any alteration or replacement thereof, affixed to the Premises that were placed on the
Premises by TENANT, TENANT, at its sole cost and expense shall repair any damage to the
Premises caused by such removal.
ARTICLE VI - MAINTENANCE OBLIGATIONS
6.1 MAINTENANCE BY TENANT. TENANT shall at all times • keep and
maintain, at its cost and expense, the Building constructed on the Premises, and all
improvements located thereon and all fixtures, equipment and appurtenances thereof,
122918.RED/2m %1102!
:i �:.�;:,i ?;.s :� �„j im`'�.1'`,L'`,M.;. rSFka< 5 .�,!�'d?a��.r,�;,t�xAPasti.•+t�'
.{'1iiiGP ril�4v
14
including lighting, electrical equipment, plumbin xtures and equipment, heating,
ve�t�.l' ati1g and air co nditioning equipment,,in good order and repair, reasonable wea i
tear excepted, and n a clean and sanitary condition, and shall make all necessary repairs,
including all necessary replacements, alterations and additions, using material and equipment
of similar or superior kind and quality to the original improvements. TENANT shall be
responsible for protecting the Premises and the property located therein from theft and
robbery and shall keep all doors and windows securely fastened when not in use. TENANT
shall pay all costs associated with disposal of its garbage, including but not limited to, costs
of pick u , containers and de osits ;:Tr �,h::d .si x:sc a ii axtd::I t o aiill:>b 'roved
P P P 1�:. :g:
Notwithstanding the above if TENANT is
required to make repairs to the Premises because of LANDLORD'S wrongful or negligent
act or omission to act, TENANT may charge the reasonable cost of such repairs to
LANDLORD and LANDLORD shall have thirty (30) days from receipt of invoice(s) for
such costs to make payment in full. In the event that LANDLORD fails to tender full
payment within the said thirty (30) day period, TENANT may thereafter begin to offset all
Rent due under this Lease, subject to Section 16.15, until the entire cost has been recovered
If TENANT fails to maintain the Premises as required hereunder, then thirty (30) days
after written request (or such longer period if the repair cannot reasonably be completed
within the thirty (30) day period and TENANT promptly comments and diligently pursues
the completion of such repair except in the event of an emergency, in which event no more
than twenty -four (24) hours notice shall be required), LANDLORD shall have the right to
enter the Premises and to make such repairs at TENANT's expense, and upon completion
thereof TENANT shall pay as Additional Rent LANDLORD's reasonable costs for making
such repairs upon presentation of the bill therefor. Such payment shall be due within thirty
(30) days after TENANT's receipt of an invoice therefor.
ARTICLE VII - INSURANCE AND INDEMNITY
7.1 TENANT'S GENERAL LIABILITY INSURANCE. TENANT will keep
in force at its own expense, throughout the term of this Lease, commercial general liability
insurance with respect to the Premises and the business operated by TENANT and
construction performed by TENANT with companies licensed to do business in the state
in which the Premises are located and rated A- or better in the then most current issue of
Best's Insurance Reports with coverage of not less than Sae ` wo Million and No /I00 Dollars
($1,000,000 00) Q IQ QO) per occurrence. TENANT shall have all such public liability
policies endorsed to show LANDLORD as an additional insured with respect to occurrences
upon the Premises. TENANT's insurance policy will further provide for at least ten (10) thirty (() days notice to LANDLORD before substantial reduction of policy limits,
122918.RED2m %1402!
15
.._.........,..,n. •wvra�w .xLF�+s 15;.+�t7•'i I s_ "Ci: • @ `m VOS
ANsfail rat
of TENANT to the security interest of TENANT's lender, if any, either existing as of the
execution date of this Lease or hereafter. LANDLORD further agrees to promptly execute
any : h ray es able subordination agreement reasonably requested of LANDLORD
by TENANT's lender witch subordnrtates EAND O s lbe t upon TENANT' s erso :al
ARTICLE XV - HAZARDOUS SUBSTANCES
15.1 TENANT'S REPRESENTATION. TENANT shall not cause or permit any
Hazardous Substance to be used, stored, generated, or disposed of on, in or about the
Premises (except those commonly or properly used in connection with the operation of a
restaurant and which are used in accordance with all applicable governmental laws and
regulations), without obtaining LANDLORD's prior written consent. If the Premises become
contaminated in any manner as a result of any breach of the foregoing covenant or any act
or omission of TENANT or any of its agents, employees or contractors, TENANT shall
indemnify, defend and hold harmless LANDLORD from any and all claims, demands,
actions, damages, fines, judgments, penalties, costs (including attorneys', consultants', and
experts' fees), liabilities, losses (including without limitation, any decrease in value of the
Pfentises HOWI;:botierty , damages due to loss or restriction of rentable or usable space, or
any damages due to adverse impact on marketing of Premises-) gptel Vopertyl, and expenses
arising during or after the term of this Lease and arising as a result of such contamination.
This indemnification includes, without limitation, any and all costs incurred due to any
investigation of the site or any cleanup, removal, or restoration mandated by a federal, state,
or local agency or political subdivision. Without limitation of the foregoing, if TENANT
causes or permits the presence of any Hazardous Substance on, in, or about the Premises that
results in contamination, TENANT, at its sole expense, shall promptly take any and all
necessary actions to return the Premises to the same condition that existed prior to the
presence of any such Hazardous Substance on, in, or about the Premises. TENANT shall
first obtain LANDLORD's approval for any such remedial action. Notwithstanding the
foregoing, this indemnification shall only apply to contamination by Hazardous Substances
resulting from TENANT's use and operation of the Premises. Nothing herein contained shall
be held to indemnify LANDLORD from liability for Hazardous Substances contamination
resulting from LANDLORD'S ownership, use or operation, or the use or operation by any
third party in, on or under the Premises.
15.2 LANDLORD'S REPRESENTATION. LANDLORD represents and
warrants that, >tr?e .esroit':;kno1ed: a no leak, spill, discharge, emission or disposal of
Hazardous Substances has occurred on the Premises and that, thatEffogyggigitigiNWRIgg
the soil, groundwater, soil vapor on or under the Premises is free of Hazardous Substances
as of the Effective Date LANDLORD agrees to provide to TENANT a copy of its most
recent Phase I report with respect to the Premises within five (5) days of the Effective Date.
122918.RED/2m %11021
27
LANDLORD covenants and agrees, at its sole cost and expense, to indemnify, protect,
defend and save TENANT harmless against and from any and all damages, losses, liabilities,
obligations, penalties, claims, litigation, demands, defenses, judgments, suits, proceedings,
costs, disbursements or expenses (including, without limitation, attorneys' and experts'
reasonable fees and disbursements) of any kind or nature whatsoever which may at any time
be imposed upon, incurred by or asserted or awarded against TENANT and arising from or
out of any Hazardous Substances on, in, under or affecting all or any portion of the Premises,
which Hazardous Substances are not the result of TENANT's use or operation of the
Premises.
15.3 DEFINITIONS. As used herein, the term "Hazardous Substance" means any
substance which is toxic, ignitable, reactive, or corrosive and which is regulated by any local
government, the State in which the Premises are located, or the United States government.
"Hazardous Substance" includes any and all materials or substances which are defined as
"hazardous waste ", "extremely hazardous waste" or a "hazardous substance" pursuant to
state, federal or local governmental law. "Hazardous Substance" includes, but is not limited
to, asbestos, polychlorobiphenyls and petroleum. The provisions under this entire Article
shall survive the expiration or earlier termination of this Lease.
ARTICLE XVI - MISCELLANEOUS
16.1 NOTICE. Any notice, demand, request or other instrument which may be or
is required to be given under this Lease shall be deemed to be delivered (i) whether or not
actually received, three (3) days after deposited in the United States mail, postage prepaid,
certified or registered mail, return receipt requested, or (ii) when received (or when receipt
is refused) if delivered personally or sent by a nationally recognized overnight courier, all
charges prepaid, at the addresses of LANDLORD and TENANT as set forth in this Section.
Such address may be changed by written notice to the other party in accordance with this
Section. The parties acknowledge that copies of any notice sent by facsimile are for
convenience only, and shall not be deemed to be proper notice required hereunder.
If to LANDLORD: If to TENANT:
Southcenter Motor Hotel, Ltd.
Phone
122918.RED/2m %!1021
Evergreen State Restaurant Corporation
3650 - 131st Avenue S.E., Suite 520
Bellevue, WA 98006
(425) 562 -9850 Phone
(425) 562 -9865 Fax
and
28
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esi n and co nstru€otioR of TENANT
n n e e <tn t is Lease;: • terminated t rs tant to this::s t
•; t:.;:;::::: :.::::::::::::::;:::: ?:: }•:::,. i:::::::;;:';' yi ;ii:;:i:;:::::it;::: ": Es::::::;:•}":;: fEE::::;::: >::;:::.:::ii: % "''::::: `: i%"::::::?:::: :::::::: }:i:::::::E:::;:::::: }� •: ;:::: }::.:::i::: <:�• %::::i::::
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`e es to: ANl ...L'
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obll.: tons < the other pursuant to this >1 ease>
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16.18 NONCOMPETE. Neither TENANT nor Franchisor, nor their
respective p n '�` >}s b dan s r affiliates, may open or operate e another competing
restaurant under
the trade name "Outback Steakhouse" or any other tradename in which
primarily or exclusively serves :; }beef within a three (3) mile radius from the Premises.
:.,..;.:.,•.,y.;•:. }:;•.d;•.:. :. .:,;t}Y<:i;... .. ..w.•:::�;K•Ywc:.rac <:i >:`.�: �::`.i$%::�seii:: +2;�s::� � i <i
entitle
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49 SUBDIVISION. If LANDLORD determines, in its reasonable
discretion, that a subdivision or short plat of the Hotel Property is necessary to comply with
the subdivision laws in the performance of this Lease, then TENANT shall be responsible
for processing such subdivision, subject to LANDLORD's reasonable approval. TENANT
shall also be responsible for paying for the cost of the subdivision, and for paying the cost
of complying with any conditions of the subdivision and mitigation expenses associated with
the subdivision.
16 6.20'1 >1' = PARHING AREA AND LANDSCAPING. During the Lease Term
LANDLORD shall• keep and maintain in good condition and repair the Common Areas,
including without limitation the landscaping on such Common Areas, and lighting of the
Common Areas until at least 11:00 p.m. LANDLORD shall maintain the Common Areas in
neat and clean condition and in compliance with all applicable governmental laws,
regulations and other requirements.
1229I8.RED/2m %1102!
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If LANDLORD fails to undertake and complete all necessary maintenance or
repairs as required under this Lease within thirty (30) days after written request or such
longer period if the repair cannot be reasonably completed within the thirty (30) day period
and LANDLORD promptly commences and is diligently pursuing completion of such repair,
(except in the event of an emergency, in which event no more than twenty -four (24) hours
notice shall be required) TENANT shall have the right, to undertake and complete such
repairs at LANDLORD's expense. LANDLORD shall be responsible for payment of al],
costs and expenses incurred by TENANT in connection with the exercise of its rights and
this Section. LANDLORD shall have thirty (30) days from receipt of said invoice(s) for such
costs to make payment in full. In the event LANDLORD fails to tender full payment within
said thirty (30) day erio sub etto tattan:set:tbrtb *0 on:1:6.1:4 TENANT ma
thereafter begin to offset all Rent due under this Lease, subject to Section 16.15, until the
entire cost has been recovered.
All expenses incurred by LANDLORD in maintaining the Common Areas as�
described in the first paragraph under this Section 16.20 shall be deemed "Operating
Expenses." During the term of this Lease, TENANT shall pay percent ( %) of
all Operating Expenses incurred >. ` '=Pro 6.0.x kp'gi40").. TENANT shall pay
in equal monthly installments 1fitifears, n a 1 /12th of the amount of its
�r pa ar of Operating Expenses for each Lease Year
TENANT, its agents and accountants, shall have the right to examine and audit
LANDLORD's books and records relating to any cost or item that is passed through to
Tenant upon ten (10) business days written request by TENANT to LANDLORD. If
TENANT disputes the accuracy of LANDLORD's certification, TENANT shall still pay the
amount shown owing pending completion of the audit. TENANT'S right to have such an
audit made with respect to any Lease Year shall expire twelve (12) months after
LANDLORD last delivered a statement for such Lease Year to TENANT. If TENANTs
audit of the books and records shows that the amounts shown on the statement are five
percent (5 %) or more higher than the actual amount owed by TENANT under this Lease,
LANDLORD shall, on demand, reimburse TENANT for all reasonable costs of conducting
the audit. Any overpayment or underpayment of Operating Expenses shall be adjusted by
the parties within ten (10) business days after the audit is finalized and agreed upon.
LANDLORD shall keep complete and accurate books and records relating to Operating
Expenses payable hereunder, which records shall be kept in accordance with generally
accepted accounting principals consistently applied. LANDLORD shall provide TENANT
with a copy of any Operating Expense audit LANDLORD furnishes to or receives from any
other tenant.
IN WITNESS WHEREOF, LANDLORD AND TENANT have executed this Lease
effective as of the Effective Date .
122918.RED/2m %t1021
34
•
CITY OF TUKWILA
Department of Community Development
Building Division - Permit Center
6300 Southcenter Boulevard, Tukwila, WA 98188
Telephone: (206) 431 -3670
REVISION SUBMITTAL
DATE: AIJ L iq 11117
PLAN CHECK/PERMIT NUMBER: Lpg1 " 00 �v
PROJECT NAME: OCYT tSAC . S'CEP 1OUSC
PROJECT ADDRESS:
CONTACT PERSON: RI C 1.,E _ PHONE: (42S) '741 31-11
REVISION SUMMARY: 101 LA 11\1 FDIU A-ilONI .I 17 To RANI PEA
x/14 /1-1 Es-r
RECEIVED
CITY OF l ut wILA
AUG 191997
SHEET NUMBER(S)
"Cloud" or highlight all areas of revisions and date revisions. PERMIT CENTER
SUBMITTED TO:
CITY USE ONLY
Idg ' :.
Planning
Fire
Public •Works
,'
3/19/96
CITY OF TUKWILA
Department of Community Development
Building Division - Permit Center
6300 Southcenter Boulevard, Tukwila, WA 98188
Telephone: (206) 431 -3670
REVISION SUBMITTAL
DATE: V - 18 - l' PLAN CHECK/PERMIT NUMBER: /-' ! 7 --v) 3 C
PROJECT NAME: O(kfrbClCK 51 a f-V /UV 5-C
PROJECT ADDRESS: 1 (-0 51 C1 C52L41kC&) k'r
CONTACT PERSON: C(C1 � � PHONE: 5.-(0 �O p s-CJ /;
REVISION SUMMARY: Per (,eYer ga/ri /4q act/1°6Y
'211Aylt5f )L/ 1497
f\/(fjrps Wcm CQce
OECfkQ"d
RECEIVED
CITY OF TUKWILA
SHEET NUMBER(S)
"Cloud" or highlight all areas of revisions and date revisions.
SUBMITTED TO:
id
PERMIT CENTER
en4e(ed S
rcu
CITY USE ONLY
Planning
Fire
Public Works
xYr
3/19/96
Tr 7mcaYC++.z�n+a.p:
08/15/1997 14:03 2067477149
}
MERRICK
LENTZ
ARC I ECT
DATE:
TO:
ATTN:
FAX NO:
SUBJECT:
FROM:
CMA PAGE 01
P .uyT t5, t41411'
0;1%( or sEAccri E
AA.EXA FLOW / MICHAEL Jrt41 SSS
431 - 3c0(95
oure - BiNDIt■ IT fLANI
e.AC4 LENTZ.
MERRICK LENTZ ARCHITECT
1800 - 136th place N. E., Suite 100
Bellevue, WA 98005
Telephone: (206) 747 -3177
FAX: (206) 747 -7149
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lomrnenr(5• . RECEIIVED
`VDU A•55L5T Ce
4V-1 1-14-6 ikinyein pr-riar4 l4Jocx.p 6E AUG 15 1997
eaEP rLY AffeEc rito
• 415414 r01419.e05 -
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COMMUNITY
DEVELOPMENT
PAGE 1 OF 1 PAGES.
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City of Tukwila
John W. Rants, Mayor
Department of Community Development Steve Lancaster, Director
August 14, 1997
Rick Lentz
Merrick Lentz Architect
1800 136th Place NE, Suite 100
Bellevue, WA 98005
Re: Outback Steakhouse
Binding Site Improvement Plan File No. L97 -0036
Dear Mr. Lentz:
Your Binding Site Improvement Plan for Outback Steakhouse will need further revisions, per
review by the Tukwila Public Works Department. It is our understanding that Rick Thomkins
with Pacific Engineering is revising the utility site plan. Additional items to be revised include
the following:
• The storm drainage system serving Outback Steakhouse and Doubltree Guest Suites Hotel
must be shown within the perimeter of the Outback Steakhouse parcel.
Show any electrical /communication lines crossing the Outback property.
Draft cross easements and utility maintenance agreements.
A Revision Submittal Form is attached. If you have any further questions, please
contact Michael Jenkins at 431 -3663 who will be filling in for me until August 29th.
I can be reached at 431 -3673 thereafter.
Sincerely,
Alexa Berlow
Associate Planner
enclosures
cc: Reviewing City Departments
RECEIVED
CITY OF TUKWILA
AUG 1 9 1997
PERMIT CENTER
6300 Southcenter Boulevard, Suite #100 • Tukwila, Washington 98188 • (206) 431-3670 • Fax (206) 431-3665
•
CITY OF TUKWILA
Department of Community Development
Building Division- Permit Center
6300 Southcenter Boulevard, Tukwila, WA 98188
Telephone: (206) 431 -3670
REVISION SUBMITTAL
DATE: fvGU5T 81 MI PLAN CHECK/PERMIT NUMBER: La1 -O03(o
PROJECT NAME: DOThk 51-EM-HOUSE
PROJECT ADDRESS: 11510 Sotst'{-1G 1 FA.12 ,
CONTACT PERSON: RCt U a- PHONE: (425) 74-1 -301
REVISION SUMMARY: 6 STS iTCI U11'( (N &Tail Pfrict.1 P DCEP
SHEET NUMBER(S) 1 fl Ir
"Cloud" or highlight all areas of revisions and date revisions.
SUBMITTED TO: ,kk x4
' RECEIVED
CITY OF TUKWILA
AUG 0 1997
PERMIT CENTER
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3/19/96
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TRANSNATION TITLE INSURANCE COMPANY
14450 N.E. 29TH PLACE
BELLEVUE, WA 98007
Prepared for:
SHORT CRESSMAN & BURGESS
999 3RD AVE., #3000
SEATTLE, WA 98104
Attn:.- TOM READ 2/1
Transnation No. •
Customer Reference:
Escrow No. •
Seller
Buye = o ` - wer •
By u -.AVi►
For
(2'.
J
866584
Southcenter
Evergreen
on is or•er ca
89/1- 800 - 441 -7701
S, DAVID P. CAMPBELL
IKLASON
(F f( S- 646 -8593)
SCHEDULE A
EFFECTIVE DATE: June 5, 1997 at 8:00 A.M.
1. Policy or policies to be issued: Amount
ALTA Owner's Policy TO BE DETERMINED Premium (SEE NOTE 1)
(Leasehold) Tax
Extended Policy Premium
Tax
Proposed Insured:
EVERGREEN STATE RESTAURANT CORPORATION, A
WASHINGTON CORPORATION
Title to fee simple estate or interest in said land is at the
effective date hereof vested in:
SOUTHCENTER MOTOR HOTEL, LTD., A WASHINGTON LIMITED PARTNERSHIP
(SEE NOTE 2)
3. The land referred to in this commitment is described as follows:
See "LEGAL DESCRIPTION:"
... r.., , ,;Se....�.�,!, .5�..,,�t.,,;;�;.;`h. u:.il'ir7i+:3mL..P.v..s S% �3� :%?'iS�:L'i�?'r•iS...�1.vGd:t ir.�.r•.i .. n. Ga= �'+= �q•:r..d�r,�:a�1.7...,� }ro1c __+
RECEIVED
CITY OF TUKWILA
AUG 0 :; 1997
PERMIT CENTER
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LEGAL DESCRIPTION:
rTh
Order No. 866584
-PARCEL II OF SHORT PLAT NO. 77-51-55, ACCORDING TO THE SHORT
PLAT RECORDED UNDER RING COUNTY RECORDING NO. 7710130634;
• EXCEPT THEREFROM THAT PORTION CONVEYED TO .PARKWAY AND
STRANDER ASSOCIATES, A LIMITED PARTNERSHIP BY DEED RECORDED
UNDER RECORDING NO. 7904160298;
• (ALSO KNOWN. AS PARCEL II (REV.) OF BOUNDARY LINE ADJUSTMENT
:NO. 3LA-3-79 RECORDED UNDER RECORDING NO. 7904180861);
SITUATE IN THE CITY OF TUKWILA, COUNTY OF RING, STATE OF
WASHINGTON.
Page 2
Order No. 866584
SCHEDULE B
REQUIREMENTS. Instruments necessary to create the estate or
interest to be insured must be properly executed, delivered and
duly filed for record.
EXCEPTIONS. Schedule B of the policy or policies to be issued will
contain exceptions to the following matters unless the same are
disposed of to the satisfaction of the Company.
A. 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 for value of record the
estate or interest or mortgage thereon covered by this
Commitment.
B. Standard exceptions set forth in inside of back cover.
C. Special exceptions:
1. Real Estate Excise Tax pursuant to the authority of RCW
Chapter 82.45 and subsequent amendments thereto.
As of the date herein, the tax rate for said property is
.0153.
2. General Taxes, as follows, together with interest, penalty and
statutory foreclosure costs, if any, after delinquency:
(1st half delinquent May 1; 2nd half delinquent November 1)
Tax Account No. Year Billed Paid Balance
262304 - 9127 -08 1997 $228,165.97 $114,082.99 $114,082.98
The levy code for the property herein described is 2390 for
1997.
. EASEMENT AND THE TERMS AND CONDITIONS THEREOF:
GRANTEE:
PURPOSE:
AREA AFFECTED:
RECORDING NO.:
. EASEMENT AND THE
GRANTEE:
PURPOSE:
AREA AFFECTED:
RECORDING NO.:
Said instrument
No. 6320873.
City of Tukwila
Utility mains and lines
Westerly portion as described
therein
6355525
TERMS AND CONDITIONS THEREOF:
Puget Sound Power & Light
Company, a Washington corporation
Underground electric system
Portions as described therein
6376189
supersedes instrument recorded under Recording
Page 3
1
' 5. EASEMENT AND THE TERMS
PURPOSE:
AREA AFFECTED:
RECORDING NO.:
6. EASEMENT AND THE TERMS
PURPOSE:
AREA AFFECTED:
RECORDING NO.:
7. EASEMENT AND THE TERMS
GRANTEE:
PURPOSE:
AREA AFFECTED:
RECORDING NO.:
Order No. 866584
AND CONDITIONS THEREOF:
Underground telephone lines
Westerly portion as described'
therein
6.640297
AND CONDITIONS THEREOF:
Ingress and egress
Northwesterly portion as
described therein
7905030222 and 7905030223
AND CONDITIONS THEREOF:
Puget Sound Power & Light
Company, a Washington corporation
Underground electric transmission
and /or distribution system
10 feet in width as constructed
or to be constructed, extended or
relocated
7906060719
8. ALL COVENANTS, CONDITIONS, RESTRICTIONS, RESERVATIONS,
EASEMENTS, OR OTHER SERVITUDES, if any, disclosed by Short
Plat No. 77 -51 -55 recorded under King County Recording No.
7710130634.
RIGHTS OR BENEFITS, IF ANY, WHICH MAY BE DISCLOSED BY THE
RECORDED DOCUMENT(S) ABOVE AFFECTING LAND OUTSIDE THE BOUNDARY
DESCRIBED IN SCHEDULE A.
Said Short Plat was amended by Boundary Line Adjustment No.
BLA -3 -79 recorded under Recording No. 7904180861.
Covenants, conditions, restrictions and easement imposed by
instrument recorded on December 8, 1977, under Recording No.
7712080325.
Said instrument was amended
Recording No. 7901091041.
10. AGREEMENT AND THE TERMS AND
RECORDED:
RECORDING NO.:
REGARDING:
11. AGREEMENT AND THE TERMS AND
RECORDED:
RECORDING NO.:
REGARDING:
by instrument recorded under
CONDITIONS THEREOF:
May 8, 1980
8005080432
License to construct
CONDITIONS THEREOF:
May 8, 1980
8005080434
Property agreement
Page 4
'%11. • hY*4;i1�s'tiiiiiesGlt; a:#e#k*•9,.1,= . +Y f4lbs'v;1� 6S}5`?iie ?.t '2UC&PJid �t'"r'.i`er n'':r:� f3YVtit ,.,'d1iAhkP a+n AZ144a''`tdc'"W
�rin :lr,'r- k1to5�tis�"+wti��9�:eh��•
'12. AGREEMENT AND THE TERMS AND CONDITIONS THEREOF:
RECORDED:
RECORDING NO.:
REGARDING:
Order No. 866584
May 8, 1980
8005080435
Agreement and easement for
sidewalks, curbs and wheelchair
ramps
13. AGREEMENT AND THE TERMS AND CONDITIONS THEREOF:
RECORDED:
RECORDING NO.:
REGARDING:
February 13, 1990
9002130163
• Agreement and easement for water
line
Said instrument was amended by instrument recorded under
Recording No. 9108150675.
14. AGREEMENT AND THE TERMS AND CONDITIONS THEREOF:
RECORDED:
RECORDING NO.,:
REGARDING:
15. UNRECORDED LEASE:
LESSOR:
LESSEE:
DATE:
DISCLOSED BY:
August 14, 1991
9108140264
Agreement and easement for
utility lines and mains
Southcenter Motor Hotel, Ltd.
MajorCo. L.P., a Delaware limited
partnership, d /b /a Sprint
Telecommunications Venture
March 1996
Instrument recorded under
Recording No. 9605280101
16. DEED OF TRUST AND THE TERMS AND CONDITIONS THEREOF:
GRANTOR:
TRUSTEE:
BENEFICIARY:
ADDRESS:
LOAN NO.:
ORIGINAL AMOUNT:
DATED:
RECORDED:
RECORDING NO.:
Southcenter Motor Hotel, Ltd., a
Washington limited partnership
First American Title Insurance
Company
Wells Fargo Bank, National
Association
555 Montgomery St, 17th Floor;
San Francisco, CA 94111
850456
$9,500,000.00
August 14, 1996
August 19, 1996
9608191238
Page 5
+«n+r i4 Yr; i 4.:44 ;4;1>t .3.4.:1S61,4 `na84; #'3.
tns"�= Psi% r "dc,;,'.''Sr.`Gx��.i•�?s: >kt',
ASSIGNMENT OF THE DEED OF TRUST:
ASSIGNEE:
ADDRESS:
RECORDED:
RECORDING NO.:
Order No. 866584
LaSalle National Bank, as trustee
for Morgan Stanley Capital I
Inc., Commercial Mortgage
Pass - Through. Certificates, Series
1996 -WF1
November 22, 1996
9611220583
Investigation should be made to determine the present balance
owing with the appropriate lender /agency /individual. -
17. FINANCING STATEMENT AND THE TERMS AND CONDITIONS THEREOF:
SECURED PARTY:
DEBTOR:
COVERS:
RECORDED:
RECORDING NO.:
Wells Fargo Bank, National
Association
Southcenter Motor Hotel, Ltd.
Personal property and fixtures
located on property herein
described
August 19, 1996
9608191240
18. Unrecorded leaseholds, if any; rights of vendors and holders
of security. interests on personal property installed upon the
land; and rights of tenants to remove trade fixtures at the
expiration of the term.
19. Matters relating to questions of survey, rights of parties in
possession, and unrecorded liens for labor or material. An
ALTA "as- built" survey must be furnished to this Company which
shows the location of all improvements and reveals all
encroachments, driveways and easements which encumber the
property. We will review the survey and make an inspection of
the premises, and will report the results of both the review
and the inspection by supplemental report.
20. ANY SERVICE, INSTALLATION, CONNECTION, MAINTENANCE OR
CONSTRUCTION CHARGES FOR SEWER, WATER, ELECTRICITY, OR GARBAGE
COLLECTION OR DISPOSAL, OR OTHER UTILITIES UNLESS DISCLOSED AS
AN EXISTING LIEN BY THE PUBLIC RECORDS.
NOTE 1:
The Company has been asked to issue an owner's policy without
disclosure of the liability amount. This commitment shall be
effective only when the amount of the policy committed for has
i
been inserted in Schedule A hereof. The forthcoming policy
must be issued in an amount at least equal to the full value
of the estate insured in accordance with our rating schedule
on file in the office of the Washington State Insurance
Commissioner.
The Company may have further requirements if the undisclosed
amount to be insured exceeds the current assessed valuation.
p..rese•i..NUY.551*>iWr`: ifiNV, A`(YVi1Yttnrar•+.. -._
Page 6
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Order No. 866584
NOTE 2:
We are informed that Southcenter Motor Hotel, Ltd. is a
limited partnership. A copy of the partnership agreement and
all subsequent modifications must be submitted to the Company
for review.
NOTE 3:
It is our understanding that the proposed transaction will
involve a leasehold. A proper lease must be executed and
recorded, and the Policy to issue will be subject to the
following:
Terms, covenants, conditions and provisions of the lease
referred to in Schedule A hereof, and the effect of any
failure to comply with the terms, covenants, conditions and
provisions thereof.
NOTE 4:
There may be Uniform Commercial Code (UCC) Security interests
filed with the Department of Licensing in Olympia affecting
personal property, crops or agricultural facilities which are
not covered by the policy to issue.
NOTE 5:
A proper lease must be executed and recorded before the policy
can be issued. We also call your attention to the necessity
of examining the terms of the lease for provisions which might
require the consent of the lessor to any transfer of the
leasehold estate.
NOTE 6:
According to the application for title insurance, the proposed
insured(s) is /are Evergreen State Restaurant Corporation, a
Washington corporation. We find no pertinent matters of record
against the name(s) of said party(ies).
END OF EXCEPTIONS
Investigation should be made to determine if there
are any service, installation, maintenance or
construction charges for sewer, water, or
electricity.
In the event this transaction fails to close, a
cancellation fee will be charged for services
rendered in accordance with our rate schedule.
CC /kng
ENCLOSURES:
Sketch
Vesting Deed
All recorded encumbrances
Page 7
1 /Occ:_
EVERGREEN STATE RESTAURANT CORP.
3650 131ST AVE SE,1520
BELLEVUE, WA 98006
ATTN: CRAIG EDWARDS
2 /1cc:
MERNICK & LENTZ
1800 136TH PLACE NE, #100
BELLEVUE, WA 98005
ATTN: RICK LENTZ
Page 8
Order No. 866584
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This sketch is provided, without charge, for your information. It is not intended to show all
matters related to the property including, but not limited to, area, dimensions, easements, en-
croachments, or location of boundaries. It is not a part of, nor does it modify, the commitment or
policy to which it is attached. The Company assumes NO LIABILITY for any matter related to this
sketch. References should be made to an accurate survey for further information.
"u'r.f!::r `:5:r'X:,T•H•`" ski : "•3i:;;sw:r�;t'3:iS7: 14 ' ti"104i a: 02 ',WQ,4t:kttalis?ge4..*o,Su. Te f`: r.+k't "11.:.'; Ys.� t ik;ixva li 51'itfatiik i�r .ait:Stl%k"s:C
File:
3Snn.m L.rawing#
CITY OF TUKWILA,
KING COUNTY, WASHINGTON
BINDING
SITE PLAN
FILE NO. L9 7 -003Co
APPROVAL
DEPARTMENT OF COMMUNITY DEVELOPMENT:
Examined and approved this
2Y'µ` day of S¢10-e...ber 1997
Director, Dept of Community Development
DEPARTMENT OF PUBLIC WORKS:
Examined and approve thi
/7u day of 19 97
Director, Dept of t /�w 4'J �o Ldo ,a A'd
FINANCE DIVISION CERTIFICATE
4EREFS ' CEQTIPf 't r ALL PRPPERTY TAXES AVE pAio, THAT itil -
ARE No CELNquENT SPE:cIOL ASSE5SMEW1'5 CERTWIE0 To TH15 oppicE
FoR COLLEGTotk ANO VAT ALL SPECIAL ASSESSMENTS cEeTIFiETU To
1Nts oFFIc.E. FoR COuECTtN ou ANY of 114E FZof8&TY I-!E'R.EIN
conlr, ,4NEp, IXotc$'rE0 A5 STREETS, ALLEYS OR Fog,ANY oTNek
R)8 1c USE, ARE PM0 IN FOIL.
11445 oaY � ({ ,%7YUYL✓ �
1). kg_ 't-)octri cg
t+IMJAAE9, RNAMcE lxvrstoN
APPROVAL
KING COUNTY DEPARTMENT OF ASSESSMENTS
Examined and approved this .2._ day of /eel 19 %7
Carl. /la,/P w..7,/ au .2
King County Assessor Deputy King County Assessor
RECORDING NO.
WATERLINE
EASEMENT A.F.N.
9108150675
B
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BINDING SITE PLAN
F-0
OUTBACK STEAK HOUSE
S_1 / , \W1 SECTIO\ 26,T. 23\.,
TY OF TUKWILA, \\TY, WASH \
600.03' S 00'25'58" E
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UTILITIES EASEMENT A.F.N. 7712080325—^<
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150.74' S 00'25'58" E
MERRICK LENTZ ARCHITECT
1800 136TH PLACE N.E.
SUITE 100
BELLEVUE, WA 98005
SURVEYOR
J. BECKER & ASSOCIATES
6108 COMMUNITY PLACE S.W.
SUITE 2
TACOMA, WA 98499
z
EXISTING
DOUBI.ETREE GUEST SUITES
1111 l A 111111
NEW PARCEL "B"
291,927 S.F.
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OUTBACK
STEAKHOUSE
1
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J f ,495 S.F.Q
237.83
11. 3
B
Y
7906060719
ELECTRICAL EASEMENT
KO
tr�
449.37' (N 00'57'48" W W
R/W PER DEED EASEMENT AREA —REFER TO A.F.N.
FILE NO. 800508433 6355525,6376189,7906060719,
8005080434,8005080435.
DENOTES ITEM ADDED IN RESPONSE TO CITY OF TUKWILA LETTER SOUTHGENTER F',AFZfGYVAY
AQ ADDED PROPOSED STORM, ELECTRIC, & TELEPHONE PER
DATED 16 JULY, 1997. UTILITIES, EXISTING AND PROPOSED, ARE LETTER FROM CITY OF TUKWILA DATED 14 AUG., 1997.
PER SITE DEVELOPMENT PLANS BY PACIFIC ENGINEERING DESIGN, INC.
624.88' N 89'45'58"
VOL./PAGE
184 36
LEGAL DESCRIPTIONS:
EXISTING PARCEL
PARCEL II OF CITY OF TUKWILA SHORT PLAT NO.
77-51-55 (REVISED) RECORDED UNDER RECORDING
NO. 7904180861, A REVISION OF SHORT PLAT NO,
77-51 RECORDED UNDER RECORDING NO. 7710130634;
EXCEPT THAT PORTION CONVEYED TO THE CITY OF •
TUKWILA FOR SOUTHCENTER PARKWAY BY DEED
RECORDED UNDER RECORDING NO.8005080433.
SUBJECT TO AND TOGETHER WITH EASEMENTS,
RESERVATIONS, AND RESTRICTIONS OF RECORD.
NEW PARCEL "A"
THAT PORTION OF PARCEL II OF CITY OF TUKWILA
SHORT PLAT N0. 77-51-55 (REVISED) RECORDED
UNDER RECORDING NO. 7904180861, A
REVISION OF SHORT PLAT NO. 77-51 RECORDED
UNDER RECORDING NO. 7710130634, MORE
PARTICULARLY DESCRIBED AS FOLLOWS:
COMMENCING AT THE SOUTHEAST CORNER OF SAID
PARCEL II; THENCE WESTERLY ALONG THE SOUTH
LINE THEREOF A DISTANCE OF 424.92 FEET TO THE
TRUE POINT OF BEGINNING; THENCE CONTINUING
IN A WESTERLY DIRECTION ALONG SAID SOUTH LINE
A DISTANCE OF 199.96 FEET TO THE EAST LINE OF
THAT CERTAIN TRACT CONVEYED TO THE CITY OF
TUKWILA FOR SOUTHCENTER PARKWAY BY DEED
RECORDED UNDER RECORDING NO. 8005080433;
THENCE NORTHERLY ALONG SAID EAST LINE A
DISTANCE OF 211.53 FEET; THENCE EASTERLY ALONG
A LINE PARALLEL WITH THE SOUTH LINE OF PARCEL II A
DISTANCE OF 201.92 FEET; THENCE SOUTHERLY ALONG
A LINE PARALLEL WITH THE EAST LINE OF PARCEL II
A DISTANCE OF 211.50 FEET TO THE TRUE POINT
OF BEGINNING.
SUBJECT TO AND TOGETHER WITH EASEMENTS,
RESERVATIONS AND RESTRICTIONS OF RECORD.
NEW PARCEL "B"
PARCEL II OF CITY OF TUKWILA SHORT PLAT NO.
77-51-55 (REVISED) RECORDED UNDER RECORDING
N0. 7904180861, A REVISION OF SHORT PLAT NO.
77-51 RECORDED UNDER RECORDING NO. 7710130634;
EXCEPT THAT PORTION CONVEYED TO THE CITY OF
TUKWILA FOR SOUTHCENTER PARKWAY BY DEED
RECORDED UNDER RECORDING NO. 8005080433.
AND EXCEPT THAT PORTION MORE PARTICULARLY
DESCRIBED AS FOLLOWS:
COMMENCING AT THE SOUTHEAST CORNER OF SAID
PARCEL II; THENCE WESTERLY ALONG THE SOUTH
LINE THEREOF A DISTANCE OF 424.92FEET TO THE
TRUE POINT OF BEGINNING; THENCE CONTINUING
IN A WESTERLY DIRECTION ALONG SAID SOUTH LINE
A DISTANCE OF 199.96 FEET TO THE EAST LINE OF
THAT CERTAIN TRACT CONVEYED TO THE CITY OF
TUKWILA FOR SOUTHCENTER PARKWAY BY DEED
RECORDED UNDER RECORDING NO. 8005080433;
THENCE NORTHERLY ALONG SAID EAST LINE A
DISTANCE OF 211.53 FEET; THENCE EASTERLY ALONG A
LINE PARALLEL WITH THE SOUTH LINE OF PARCEL
II A DISTANCE OF 201.92 FEET; THENCE SOUTHERLY
ALONG A LINE PARALLEL WITH THE EAST LINE OF
PARCEL II A DISTANCE OF 211.50 FEET TO THE
TRUE POINT OF BEGINNING.
SUBJECT TO AND TOGETHER WITH EASEMENTS,
RESERVATIONS AND RESTRICTIONS OF RECORD.
RECORDER'S CERTIFICATE 9.?1.4.P:-Y.ls!90
filed for record this.Y-t*h day of.EC-.J9..,19,' ..at.1?,M
In book/6 " ofPIa.'l%t page.. :..at the request of
sU
LAND SURVEYOR'S CERTIFICATE
This BINDING SITE PLAN correctly represents
a survey made by me or under my direction In
conformance with state and county statutes
In .>)UNIT. 19.9.7..
-Certificate No. 13670
re
AL LAN4
p, EXPIRES SEPT. 3, 1998 p
APPROVAL NOTES:
THIS REQUEST QUALIFIES FOR EXEMPTION
UNDER KCC 19.08.112. IT DOES NOT
GUARANTEE THAT THE LOTS WILL BE
SUITABLE FOR DEVELOPMENT NOW OR IN
THE FUTURE. THE LEGAL TRANSFER OF
THE PROPERTY MUST BE DONE BY
SEPARATE INSTRUMENT.
PORTION OF
.L1/4 of N W1/4, S. T. R
DWN. BY
JB
CHKD. BY
JB
DATE
6/97
cALE 160
JOB N0.
97146
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@OUNDARY f TOPO' . SURVEY
AX LOT 152304 -0087
SOUTH 133RD STREET . .
TUKWNILA, '•WASHINGTON
JOB NUMBER...
9712
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ARCHTTECT
8253 1STH AVE. 9.
SEATTLE, WA 98108
RECEIVED
CITY OF TUKIAILA •
PERMIT CENTER
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MARK TRAVERS
ARCHI1ECT
8253 13TH AVE. S.
sEArn.E. WA 98100
RECEIVED
CITY OF TUKWILA
JUN 0 9 1997.
PERMIT CENTER
462P
t #17 P.M
RE0ISTERED 1
11E1-
IOA..052!*
ft. OF WASHINGTON
61*
site plan floor plan