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HomeMy WebLinkAbout1992 - Lease - Werran Family Trust / Donbroski / Stranger / Stephens et al - 92101515519210151551 • When recordeL re+u.r : a and b escrow LEASE • THIS LEASE, dated this /' —day of August, 1992, by and between The Werran Family Trust, Lu Ella Donbroski, Trustee (hereinafter "Lessor "); and NonStop, Inc., a Washington corporation, Ron Stanger and Sherry Stanger , husband and wife, and their marital community and Michael Stephens, a single t-1 1l, man (hereinafter "Tenant ") . 0 W I T N E S E T H• '4 04 1 Lease. The Lessor leases to Tenant and Tenant leases from Lessor, in accordance with the terms hereof, the Premises situated .at 12606 Pacific Highway South, Tukwila, King County, Washington, legally described as follows: 1.1 Restaurant: That portion of the West 100 feet of Tract 39, Riverside Interurban Tracts, according to the Plat recorded in Volume 10 of Plats, page 74, in King County Washington lying East of the easterly line of Pacific Highway South as conveyed to the State of Washington by deed recorded under Auditor's File No. 1996812. AND TOGETHER WITH Lots 4 and 5, Block 12, Riverton Addition per Plat recorded in Volume 13 of Plats, page 36, records of King County, Washington; TOGETHER WITH that portion of vacated south 126th Street adjoining the north line of said tracts, per VAC. ORD 5904; 0 2; AND TOGETHER WITH that portion of Lot 6, Block 12, said Riverton Addition, lying East of the easterly line of said Pacific Highway South except the east 125 feet thereof. 3 V. :g - 1 - c i 1.2 North Parking Area: That portion of the West 100 feet of Tract 38, Riverside Interurban according to plat recorded in Volume 10 of Plats, page 74, in King County, Washington; more particularly described as follows: Beginning at the intersection of the South line of said Tract 38, with the easterly line of Pacific Highway South, as conveyed to the State of Washington by deed recorded under Auditor's File No. 1996812; thence North 12' 23' 12" West along said easterly line, 203.50 feet more or less; thence North 89' 81' 12" East 120 feet more or less; thence South 1' 40' 00" West along said East line 200 feet more or less, to the South line of said Tract 38; thence North 89' 21' 12" West, along said South line 57.55 feet to the point of beginning. TOGETHER WITH portion of vacated South 126th Street adjoining the South line of said Tract, per Vacation Ordinance 5904. LESS the North 125 feet thereof, along with easements for ingress, egress, parking, landscaping, utilities, water and telephone lines necessary to service the North 100 feet. As per the sketch attached.' Hereinafter called "Premises ". 2 Business Purpose. The Premises shall be used for a restaurant, pub and eatery with a "HCEF" Liquor License (The "Liquor License ") and for.no other purpose without the written consent of Lessor. 3 Term and Option to Renew. 3.1 Initial Lease Term. The initial term of this Lease shall be for five years and shall commence on the 1st day of the first month after the Tenant receives its Liquor License, or October 1, 1992, whichever is earlier. 3.2 Options to Renew: Lessee shall have the option of UWWE: TM legal description of the Perking lot nny not be accurate. The Portico authorise the landlord or Its agent to Insert a corrected legal description. - 2 - OEM 9210151551 • renewing this lease for three additional terms of five (5) years each to run consecutively; provided the Tenant is not and has not been in default of any terms of this Lease, and that said option is exercised as provided herein. Other than the amount of the rental, any renewal shall be based upon the same terms and conditions as specified in this Lease, unless modified by mutual agreement of the parties. Written notice of exercise of option to renew shall be delivered to Lessor not later than a date three (3) months prior to the expiration date of the leasehold term or previously exercised renewal terms. 4 Base Rent. Tenant agrees to pay to Lessor at the office designated by Lessor, as rental for said Premises, the monthly base rent as follows: 4.1 For the first six (6) months: One thousand Two Hundred Fifty ($1,250) Dollars; 4.2 For the next eighteen (18) months: Two Thousand Five Hundred ($2,500.00) Dollars; 4.3 bor the next thirty six (36) months: Three Thousand ($3,000) Dollars; 4.4 For the next five (5) years: The Fair Market Rental Value of the Premises, but in no event less than Three Thousand Five Hundred ($3,500) Dollars; 4.5 For the next five (5) years: The Fair Market Rental Value of the Premises, but in no event less than Four Thousand Hundred ($4,000) Dollars; and 4.6 For the next five (5) years: The Fair Market Rental Value of the Premises, but in no event less than Four Thousand Five Hundred ($4,500) Dollars. All rent shall be payable in advance on or before the first day of each calendar month of the Lease term or any period prior or suhzequent thereto while Tenant is in possession of the Premises. - 3 • • Rent for a partial month shall be prorated. Tenant shall pay a late charge and penalty of five percent (5%), plus one percent (1 %) per month interest for any delinquent rental not paid prior to the tenth day of the month. All rent payments shall be "triple net" i.e. exclusive of any real estate taxes, assessments, utility charges, insurance, maintenance including, but not limited to the roof, walls, porches, floors and foundation, parking lot, utilities and sales, franchise, business or occupation or other tax based on rents, and should any such taxes apply during the life of this. Lease, the rent shall be increased by 'such amount. 5 Fair Market Rental value. The term "Fair Market Rental Value" shall be the actual value that a willing tenant would pay to v a willing landlord; and what a willing landlord would accept as to In rental for the Premise based on then current appraising standards. If the parties can not agree to the Fair Market Rental Value for CDthe Premises by the commencement of the third or the forth five C4 year term, t. en, the resolution shall be resolved by arbitration under the provisions of the Revised Code of Washington, RCW 7.14, and under the auspices of the American Arbitration Association in Seattle, Washington. The costs of arbitration shall be borne equally by both parties. 6 Security Deposit. Receipt is acknowledged of Five Thousand and 00/100 Dollars ($5,000.00), deposited with the Lessor as partial security for the performance of Tenant's obligations under this Lease. Lessor may at any time apply such deposit against any loss or damage suffered by reason of any default by - 4 - rJ • - J W n E n L) J U J O -, � Y .1_,_ -J - ~ W c- = = = In .- J Tenant, including the cost of cleaning and repairing said Premises but shall return any remaining part of the lease deposit, without interest, to Tenant upon expiration of the Lease. If any portion of the security deposit is used or applied by Lessor at any time, Tenant will, upon demand, deposit additional cash security to restore the security deposit to its original amount. The security deposit need not be held in any special account. In the event of performance of all the terms and conditions of this Lease without default, this deposit may, at Lessor's option, be applied to the last month's rent and any excess returned to the Lessee. This security deposit shall be forfeited in the event the Tenant does not obtain a Liquor License, or otherwise does not take possession of the Premises and commence paying rent by October 1, 1992. Ul 7 Construction and Repairs. v4 NJ 7.1 Construction. Tenant shall, at tenants' cost and Q expense, remodel the Premises in accordance with the plans and N specifications Mich shall be subject to Lessor's approval which C approval shall not be unreasonably withheld. Construction shall be under the supervision of a general contractor approved by the Lessor; shall commence no later than October 1, 1992, and shall be completed no later than November 30, 1992. Tenant shall keep the premises and the office /warehouse free and clear of all liens and encumbrances. Tenant shall post both a completion and payment bond and /or security sufficient in amount to assure the timely and completion to occupancy permit of the remodeling project; and to protect the Lessor from any liens, encumbrances or charges incurred - 5 - OF THE DOCUMENT LAJ F- as a. result of Tenant's remodeling. All improvements including kitchen equipment and trade fixtures shall remain with the Premises at the termination or expiration of this Lease. 7.2 Jepairs. Tenant shall take good care of the Premises and shall, as and when needed, make all repairs which are made necessary by the Tenant's use and occupancy of the Premises. All maintenance and repair work shall be in quality and class equal to the original work, and shall be done only at such times and in such manner as may be approved in writing by Lessor. Lessor may repair, at the expense of Tenant, any damage to the Premises or to the building of which they are a part, or to its fixtures, grounds, facilities, appurtenances and equipment caused by Tenant or caused by moving property of Tenant into or out of the Premises, or from any other cause due to the use, occupancy, negligence or improper conduct of Tenant or Tenant's employees, family, agents, customers, patrons or visitors. The cost of such repairs shall be payable by Tenant on deman..• but in no case later than the rent payment date next following the submission of a statement by Lessor. B Utilities. Tenant shall provide and pay for all water, sewer, electricity, garbage and other utilities. Lessor shall not be liable, nor shall rental be abated, for interruption of any such service. 9 Accidents. at the risk of Tenant. damage, eitherr to any by Tenant or others, All property on the leased Premises shall be Lessor shall not be liable for theft or any person or to any property, whether sustained and for any cause or reason whatsoever. - 6 - c ▪ • c J I- J 2 W ▪ L -3L) J u J Q J 1- c▪ o _▪ ■ - __ 3 zo 1 W ao = N Tenant agrees to defend and hold Lessor harmless for any and all claims or damages sustained or alleged to be sustained in or about the leased Premises by any person, firm or corporation, unless caused by the negligence of the Lessor. 10 Insurance_ During the term of this Lease, Tenant, at its sole cost and expense, and for the mutual benefit of Lessor and Tenant, shall carry and maintain the following types of insurance in the amount specified: (1) fire and extended coverage insurance against loss or damage by fire and against loss or damage by other risks now or hereafter embraced by "extended coverage", in amounts sufficient to prevent Lessor or Tenant from becoming a co- insurer under the terms of the applicable policies: •(2) comprehensive Li llI public liability insurance, including property damage, insuring to .4 Lessor and Tenant against liability for injury to persons or U G property occurring in or about the leased premises or arising out N of the ownership, maintenance, use or occupancy thereof, the 01 liability under- such insurance shall not be less than One Million ($1,000,000) Dollars for any person injury, death or accident, whether or not liquor related; and not less than Five Hundred Thousand ($500,000) Dollars for personal property damage. All policies of insurance shall provide by endorsement that any loss shall be payable to Lessor or Tenant as their respective interest may appear. Tenant shall have the privilege of procuring and obtaining all of said insurance through its own sources. Lessor and Tenant agree to waive all rights of subrogation their insurance companies may hold against each other. - 7 - 11 compliance with Laws and Regulations. Lessor shall not be called upon to make improvements of any kind to the Premises. Tenant shall at all times keep the use of the Premises in accordance with all laws and regulations, including, but not limited to, rules and regulations of any liquor control or health officer, fire marshal, building inspector or other official having authority over the Premises or the Tenant's business, at the sole cost and expense of Tenant. Tenant will permit no waste, damage or injury to the Premises, and will not use or permit in said premises anything that will increase the rate of fire insurance, nor will Tenant maintain anything that may be dangerous to life or limb; or overload floors; or permit any objectionable noise or odor; nor y4 permit anything to be done in the � Y g premises that will tend to create '4 a nuisance or disturb any other tenant; nor use or permit the use Q y-f of the Premises for lodging or sleeping purposes or any immoral or N CI illegal purpose. 12 Liens .-nd Solvency. Tenant shall keep the leased Premises and the property in which the leased Premises are situate, free from any liens arising out of any taxes, assessments, work performed, materials furnished, services, utilities, or obligations incurred by Tenant and hold the Lessor harmless therefrom including all costs and attorneys' fees. In the event Tenant becomes insolvent, voluntarily or involuntarily bankrupt, or if a receiver, assignee or other liquidating officer is appointed for the business of the Tenant, then the Lessor may cancel this Lease at Lessor's option, and the Tenant shall nevertheless be liable for any further - 8 - • W 0 a 9210151551 losses or damages sustained by Lessor so caused by the Tenant. 13 Assignment. Tenant shall not assign this Lease or any part thereof, nor let or sublet the whole or any part of the Premises without the written consent of Lessor. Said consent shall not be unreasonably withheld. This Lease shall not be assignable by operation of law. If Tenant is a corporation, then any transfer of this Lease from tenant by merger, consolidation, liquidation or any change in the ownership of, or power to vote, the majority of its outstanding stock shall constitute an assignment for the purposes of this paragraph. Any assignment of the lease shall not extinguish or diminish the liability of the Tenant herein . Consent once given by the Lessor to the assignment or subletting shall not relieve Tenant from obtaining written consent to any, new or future assignment or subletting as required herein.• 14 Access. Tenant will allow Lessor or Lessor's agent access at all reasonable times to said Premises for the purposes of inspection, cle.;ning or making repairs, additions or alterations to the Premises, or to any property owned by or under the control of Lessor. The Lessor shall have the right to place and maintain "For Rent" signs in a conspicuous place on said Premises and to show Premises to prospective tenants for 30 days prior to the expiration of this Lease. Nothing herein shall be construed to require the Lessor to make repairs or mitigate any damages of the Tenant. 15 possession. In the event of the inability of Lessor to deliver possession of the Premises, or any portion thereof, at the time of the commencement of the term of this Lease, neither Lessor - 9 - • nor Lessor's agents shall be liable for any damage caused thereby, nor shall this Lease thereby become void or voidable, nor shall the term herein specified be in any way extended, but in such event, Tenant shall not be liable for any rent until such time as Lessor, can deliver possession. If the Tenant shall take possession of the premises prior to the commencement date of this Lease, Tenant and Lessor agree to be bound by all of the provisions and obligations hereunder during such period, including payment of rent at the rate stated herein. 16 Qmaae or Destruction. In the event the Premises are damaged to such extent as to render the same untenable in whole or in substantial part, and Lessor elects to repair or rebuild, the w4 work shall be prosecuted without unnecessary delay. Rent shall be W abated while such work is in progress, in the 'same ratio that the 1,17 portion of the Premises unfit for occupancy shall bear to the whole J of the lease Premises. If, after a reasonable time, the Lessor _ shall fail to proceed to repair or rebuild, Tenant shall have the right to declare this Lease terminated by written notice served upon the Lessor. In the event the building in which the Premises leased are located shall be destroyed or damaged to such extent that in the opinion of the Lessor it shall not be practicable to repair or rebuild, it shall be optional with Lessor to terminate this Lease by written notice mailed to Tenant within 20 days after such damage or destruction. 17 Sians. All such signs shall be installed, maintained, and at the termination of the Lease, removed at Tenant's expense. - 10 - • 0 0 J v 0 W v 1 18 Alterations. Tenant shall not make any alterations, additions or improvements in said Premises without first obtaining the consent of Lessor in writing. All such alterations, additions and improvements which shall be at the cost and expense of Tenant, and shall become the property of the Lessor and shall remain in and be surrendered with the Premises as a part thereof at the termination of this Lease, without disturbance, molestation or injury, except for any improvements that Lessor may elect to request Tenant to remove. If the Tenant shall perform work with the consent of the Lessor, as aforesaid, Tenant agrees to comply with all laws, ordinances, rules and regulations of the appropriate city or county, and any other authorized public authority. Tenant 'r'4 further agrees to hold Lessor harmless from damage, loss or costs arising out of'the said work. Tenant agrees that Lessor has the LIright to make alterations to the Premises and to the building in ,w4 which the Premises are situated, and Lessor shall not be liable for 04 C) any damage which. ^enant might suffer by reason of such undertaking. 19 pefault and Re- entry. If any rents above received, or any part thereof, shall be and remain unpaid when the same shall become due, or if Tenant shall violate or default in any of the covenants and agreements herein contained, then the Lessor may cancel this Lease upon giving the notice required by law, and re- enter said Premises, using such force as may be required. Notwithstanding such re -entry by Lessor, the liability of the Tenant for the rent provided for herein shall not be extinguished for the balance of the term of this Lease and Tenant covenants and Dr. agrees to make good to the Lessor any deficiency arising from a re- entry and reletting of the Premises at a lesser rental than agreed to herein. The Tenant shall pay such deficiency each month as the amount thereof is ascertained by the Lessor. In the event it becomes reasonably necessary to make any changes, alterations or additions to the Premises or any part thereof for the purpose of reletting said premises or any part thereof, Tenant shall also be responsible for such costs. 20 Aron- waiver. The failure of the Lessor to insist upon strict performance of any of the covenants and agreements of this .4 Lease, or to exercise any option herein conferred in any one or Y J In more instance, shall not be construed to be a waiver or relinquishment of any such, or any other covenants and agreements, 0 but the same shall be and remain in full force and effect. 01 21 Costs and Attorneys' Fees. All costs and expenses, including attorneys' fees in a reasonable amount, incurred by Lessor or by Tenant in enforcing the obligations of Tenant or the lessor under this Lease, shall be paid by the defaulting party to the prevailing party upon demand. 22 Removal of Property. 22.1 In the event of any re -entry or taking possession of the lease Premises for default, the Lessor shall have the right, but not the obligation, to remove from the lease Premises all personal property located therein, and may store the same in any place selected by Lessor, including by not limited to a public warehouse, at the expense and risk of the owners thereof, with the - 12 - 1 9210151551 right to sell such stored property, without notice to Tenant, after it has been stored for a period of 30 days or more. The proceeds of such sale to be applied first to the cost of such sale, second to the payment of the charges for the storage, if any, and third to the payment of any other sums of money which may then be due from Tenant to Lessor under any of the terms hereof, the balance, if any, without interest to be paid Tenant. 22.2 Tenant hereby waives all claims for damages that may be caused by Lessor's re- entering and taking possession of the Premises or removing and storing the property of Tenant as provided in this Lease, and will hold Lessor harmless from loss, costs or damages occasioned by Lessor thereby. No such re -entry shall be considered or construed to be a forcible entry. 23 Termination for Government Use. In the event that any federal, state or local government or agency or instrumentality thereof shall, by condemnation or otherwise, take title or possession or thi right to possession of the premises, or any part . thereof, the Lessor may at'its option terminate this Lease as of the date of such taking, and if the Tenant is not in default under any of the provisions of this Lease on said date, any rent prepaid by Tenant shall to the extent allowable for any period subsequent to the effective date of the termination be promptly refunded to Tenant. 24 Transfer by Landlord. If Lessor shall assign its interest under this Lease or transfer its interest in the Premises, Lessor shall be relieved of any obligation accruing hereunder after - 13 - Alb THE DOCUMENT LA- O - J VI 1- such assignment or transfer, and such transferee shall thereafter be deemed to be the Lessor hereunder. Lessor shall transfer Tenant's security to such transferee, and Tenant shall look solely to such transferee for the return of such deposit. 25 } fairs and Successors. Subject to the provisions hereof pertaining to the assignment and subletting, the covenants and agreements of this Lease shall be binding upon the heirs, legal representatives, successors and assigns of any or all of the parties hereto. 26 Holdover. If the Tenant shall, with the written consent of Lessor, holdover after the expiration of this Lease, such tenancy shall be for an indefinite period of time on a month-to- r4 month tenancy, which tenancy may be terminated as provided by law. 1l9 During such tenancy, Tenant agrees to pay to the Lessor the same w4 • rental as provided herein, unless a different rent is agreed upon, • and to be bound by all of the applicable terms and conditions of 01 this Lease. 27 Subordination. This Lease is subordinate to all present and future mortgages, deeds of trust and other encumbrances affecting the demised Premises or the property of which said Premises are a part. Tenant agrees to execute, at no expense to Lessor, any instrument which may be deemed necessary or desirable by the Lessor to further effect the subordination of this Lease to any mortgage, deed of trust or encumbrance. Tenant irrevocably appoints and constitutes the Lessor as the true and lawful attorney -in -fact for Tenant at any time in Tenant's name, place and - 14 - stead, to execute property subordination agreements for this purpose. 28 Mutual Release and Waiver. To the extent a loss is covered by insurance in force, the Lessor and Tenant hereby mutually release each other from liability and waive all right of recovery against each other for any loss from perils insured against under their respective fire insurance policies, including any extended coverage endorsements thereto; provided, that this agreement shall be inapplicable if it would have the effect of invalidating any insurance coverage of the Lessor or the Tenant. '4 29 JIot ,.ces. All notices to be given by the parties hereto » shall be in writing and may either be served �-1 g Y personally or may be v4 deposited in the United States mail, postage prepaid, by either C v4 certified mail with certificate of mailing obtained or by regular N en mail, and if to be given Lessor, to be addressed to the Lessor or Lessor's agent, or if to be given Tenant, may be addressed to Tenant at the 1eAsed premises. 30 First Right of Refusal. At any time during the Lease term, or any extension thereof, the Tenant shall have the first right of refusal for any bona fide offer to purchase the Premises. The Landlord shall give the Tenant written notice of. such an offer, which the Tenant shall have fifteen (15) days to accept, in all respects. The Tenant must also provide the Landlord with proof of its ability to close on the same terms and conditions as the bona fide offer. This provision shall not apply to any transfers of the North 125 feet of the North Parking Lot; or of the Premises to, - 15 - 9210151551 • between or among members of the Cordelia Werran family, nor to an offer from the Boeing Company, or any related entity. 31 Special Provisions Relating to the North 125 Feet of the North Parkins Lot The Landlord has retained the North 125 feet of the North Parking Lot for its future development and use. Until such time as the Landlord desires to develop or use this portion of the North 125 feet of the North Parking Lot, the Tenant may use it without charge, provided that it shall maintain, insure and pay all taxes and assessments thereon. The Tenant further agrees to execute and deliver, at Landlord's request, any and all documents reasonably required by the Landlord to effectuate a lot line adjustment to the North 125 feet and to assure use of that portion of the North Parking Lot for commercial purposes. 32 Riders. The riders, if any, attached hereto, are made part of-this Lease. IN WITNESS WHEREOF, the Lessor and Tenant have executed this Lease the day a,d year first above written. LESSOR: THE WERRAN ILY TRUST By: Craig S. Sternberg, attorney for the Werran Family Trust - 16 - NON -STOP, INC. Bye Michael A. Stephens, President 9210151551 By: By: By: Michael A Ron D. Stanger STATE OF WASHINGTON ss. COUNTY OF KING ! ) On this 1/ day of August, 1992, before me, the undersigned, a Notary Public in and for the State of Washington, duly commissioned a.1d sworn, personally appeared MICHAEL A. STEPHENS, to me known to be the president of Non -Stop. Inc., the corporation that executed the foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and on oath state that he was authorized to execute the said instrument and that the seal affixed, if any, is the corporate seal of said corporation. Witness my hand and official seal hereto affixed the day and year first written above. AG , Notary Public in and for the State of Washington, residing at: k,.L /<. J L -,4- My commissi'on expires: 1-/-/---9-r - 17 - .t. r} STATE OF WASHINGTON COUNTY OF KING ) ) Ss. On this /1, — day of August, 1992, before me, the undersigned, a Notary Public in and for the State of Washington, duly commissioned and sworn, personally appeared CRAIG S. STERNBERG, Trustee, the individual desiring to execute the foregoing instrument, and acknowledged that said instrument to be the free and voluntary act and deed of said individual as the attorney for the Overran Family Trust, for the uses and purposes therein mentioned, and on oath stated that he is authorized to execute the said instrument. WITNESS MY HAND AND OFFICIAL SEAL hereto affixed the day and year first above written. In In v4 LO C L2 STATE OF WASHINGTON CI ) COUNTY OF KING ) ss. On this 5 'day of August, 1992, before me, the undersigned, a Notary Publi•- in and for the State of Washington, duly commissioned and 'sworn, personally appeared ON 0, STANGER an4 SHERRY L. STANGER, the individuals desiring to execute the foregoing instrument, and acknowledged that said instrument to be the free and voluntary act and deed of said individuals, for the uses and purposes therein mentioned, and on oath stated that each is authorized to execute the said instrument. WITNESS MY HAND AND OFFICIAL SEAL hereto affixed the day and year first above written. az- Notary Public in and State of W shington, at: K,,4j.r,.r GG4- My commission expires: for the residing - 18 - Notary Public in and for the State of Washington, residing at: /4ai.4../, " My commission expires: 'I;i -y; 4 _,... STATE OF WASHINGTON COUNTY OF KING ss. On this [� day of August, 1992, before me, the undersigned, a Notary Public in and for the State of Washington, duly commissioned and sworn, personally appeared MICHAEL A. STEPHENS, the individual desiring to execute the foregoing instrument, and acknowledged that said instrument to be the free and voluntary act and deed of said individual, for the uses and purposes therein mentioned, and on oath stated that each is authorized to execute the said instrument. WITNESS MY HAND AND OFFICIAL SEAL hereto affixed the day and year first above written. Notary Public in and for the State of Washington, residing at: kick / ""; v4 My commission expires: l O vJ N - 19 - IT IS OUETO THE. QUALITY OF THE DOGUMENT• 9210151551 _ . - _ - •�. .a. • •••' /.• , aio • • Let C`it� n JI► K 1 •r.11 1 •. .1.•t • sa•z�n•_._.. • •