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HomeMy WebLinkAbout1993 - Non-Disturbance Attornment and Subordination Agreement - Sun Life Assurance Company / Mai Systems Corporation - 9302191653r- W CJ r.� r J After recording return to: David N. Lombard Schwabe, Williamson, Ferguson Burdell 1420 Fifth Avenue, Suite 3400 Seattle. Washington 98101 -2339 (The above space is reserves: for the recorder's office) NON DISTURBANCE, ATTORNMENT AND SUBORDINATION AGREEMENT THIS AGREEMENT, dated for reference purposes the 15th day of January, 1993, is between MAI SYSTEMS CORPORATION "Tenant and SUN LIFE ASSURANCE COMPANY OF CANADA (U.S.) a Delaware, corporation "Beneficiary the beneficiary under a Deed of Trust,• Assignment of Rents and Security Agreement "Deed of Trust to be executed by Hallwood Real Estate Investors .Fund XVI, a Delaware cjeneral partnership, or its successor (the holder of the Landlord's interest in the Lease described below is herein called the "Landlord as owner of the real property described in Exhibit A attached hereto and by this reference incorporated herein (the "Premises and to be recorded in King County, Washington to encumber the Premises, dated /c 1993, and recorded in King County, Washington, on 1993, under Recording No. (Tenant authorizes Beneficiary or the escrow agent to fill in the date and recording information). PRELIMINARY STATEMENT Tenant has executed a Lease (the "Lease with Hallwood Real Estate Investors Fund XVI dated January 31, 1992 for a portion of the Premises. Beneficiary will hold the Deed of Trust described above on the Premises. Tenant and Beneficiary desire hereby to establish certain rights, safeguards, obligations and priorities with respect to their respective interests in the Premises by means of the following non disturbance, attornment and subordination agreement. NOW THEREFORE, the parties hereto covenant and agree as follows: 1. Provided that the Lease is in full force and effect and there are no defaults thereunder, then: a. The right of possession of Tenant to the leased premises and Tenant's rights arising out of the Lease shall not be affected or disturbed by the Beneficiary in the exercise of any of its rights under the Deed of Trust or the Note secured thereby. n9%11 .11 II.NI: N1Ih: I) FRED FOR RF.CORP AT rFQ(TST Or rRANSAMERICA nrlF. 1. ;fin irur;l nt h V P n 1:n� t.r r• ;i, b. In the event that the Beneficiary or any other person acquires title to the Premises pursuant to the exercise of any remedy provided for in the Deed of Trust or by means of a deed in lieu of foreclosure thereof, the Leas: shall not be terminated or affected by said foreclosure or deed in lieu of foreclosure and the Beneficiary hereby covenants than any sale by it of the Premises pursuant to the exercise.of any rights or remedies under the Deed of Trust, or otherwise, shall. be made subject to the Lease and the rights of the Tenant thereunder; and the Tenant covenants and agrees to attorn to the Beneficiary, or such persop,wjto, may purchase the Premises at a foreclosure sale, as its 'new landlord, and the Lease shall continue in full force and effect as a direct lease between Tenant and Beneficiary, or such other person, upon all the terms, covenants, conditions and agree tp•:t set forth in the Lease. However, in no event shall the Llne-c -iary or such other person be: (1) liable for any act or omission of the present Landlord; or (2) subject to any offsets or deficiencies which the Tenant might be entitled to assert against the present Landlord; or (3) bound by any payment of rent or additional rent made by the Tenant to the Landlord for more than one month in advance; or (4) bound by any security deposit which Tenant may have paid to any prior landlord unless such deposit' in an escrow fund available to Beneficiary; or (5) bound by any amendment to the.Ldase if such amendment has not received Beneficiary's prior written consent; or (6) bound by any provision in the Lease which obligates Landlord to erect or complete any building or to perform any construction work or to make any improvements to the Premises. 2. Tenant agrees with Beneficiary that Tenant will not voluntarily subordinate the Lease to any other lien or encumbrance without Beneficiary's prior written consent. 3. The Lease shall be subject and subordinate to the lien of the Deed of Trust and to all terms, conditions and provisions thereof, to all advances made or to be made thereunder, and to any renewals, extensions, modifications or replacements thereof. 4. The foregoing provisions shall be self operative and effective without the execution of any further instruments on the (7914114 V1 ti U1 102 0 2 part of any party hereto. However, Tenant agrees to execute and deliver to the Beneficiary or to any person to whom Tenant herein agrees to attorn such other instruments as either shall request in order to effectuate said provisions. S. This Agreement may not b% modified other than by an agreement in writing signed by the parties hereto or by their respective successors in interest. 6. This Agreement shall inure to the benefit of and be binding upon the parties hereto and their successors and assigns. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be fully executed effective the day and year first above written. TENANT: MAI SYSTEMS CORPORATION By.� �_V fv,� By: Its: BENEFICIARY: SUN LIFE ASSURANCE COMPANY OF CANADA (U.S.), a Delaware corporation L^ n By: Its: U By: Its: r91911)Wr M"V5014: i) 3 i i "3 :1 [y i i f STATE OF WASHINGTON ss. COUNTY OF KING i I certify that I knov or have,satisfactory evidence that the persons appearing before me and malting this acknowledgment are the persons whose true signatures appear on this document. On this day of.' 1993, before me personally appeared and to me known to be the and respectively, of MAI SYSTEMS CORPORATION, the corporation that executed the within and foregoing instrument, and acknowledged the said instrument to be the freh-,and voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and "on oath stated that they were authorized to execute said instrument and that the seal affixed, if any, i the corporate seal of said corporation. WITNESS my hand and•official seal reto affixed the day and year first above written. Notary Public in and for \the State of Washington, residing at ALL PURPOSE ACKNOWLEDGMENT State o f 1 CAPACITY CLAIMED BY SIGNER INDtVIDUAllS1 C_)unty of �)P 1AjrF J t 't El CORPORATE ASs istant_ l 1 -18 -93 Patricia L. Smith, Notary; Publi< OFFrCER(Sr_5ecretary On before me. ti'_E,Si i '<4L'.RE(Y'OrciCFaEG JIVE ^riF. HD's +iv n•JALiC' l PAgTNERfS) Eric L. Christensen personally a c-Peared ATTORNEY -IN -FACT r+nuEs +o! ;icc+Eas Q TRUSTEE(S) Cy-persona.:. known to me OR C3 proved to me on the basis of satisfactory evidence G SUBSCROING WITNESS I to be the person(%) whose name(g) is /am subscribed to the within instrument and ac GUARDIAN CONSERVATOR J; 7 knowledged to me that he4he executed d OTHER the same in hisrhes 4Ju.H r authorized s j T capacity(+es), and that by hisrheuthetr sionature(a) on the instrument the person}s). v or the entity upon behalfofwhich the person(sy SIGNER IS REPRESENTING: actp d. exeruted the instrument. °•,l I +.Sio�I +I °`S -IA1 SYSTE:JIS CORPORATIC •.ar Wetness my hand and official seal i AT /ENT✓Jl1 ,IOTAPY A OPTIONAL c0 Lr..v­I Tfa;CERtrr(CATE Tel lr_. orTyp+ rof Document ;!)n DistuCbanCC..Atzorn;n•�n 7 b7TArrIrp 3 Date of Document tJumbcr of Pa ns subordination Agree. COMMON➢IEALTH OF MASSACHUSETTS Y COUNTY OF NORFOLK State of Massachusetts county of Norfoi=: On this 'th day of February, 1993 before me appeared Xargaret Sears Mend. to me known to be the Senior Associate Counsel of the Sun life I Assurance Company of Canada, du!y authorized to execute the annexed instrument, on behalf of Sun Life Assurance Company of Canada (U.S.), and acknowledged the said instrument to he the free and voIun[ are act and deed of said corporation,, for the uses and purposes therein mentioned, and-on oath stated that they were authorized to execute said instrument,,and CHat the seal affixed is the corporate seat of said corporation. IN WITNESS FHEREOT, aye liereunto set my hand and affixed my official seal the by and yearl;;r v n ten"a ove. Denise A. Arnold, Notary Public My commission expires: August G, 1493 ..7 �J Notary Public in and for the Commonwealth Of Massachusetts, residing at My commission expires: G �Y �i s r rr i� 5 W.4121a� PARCEL. A ALL OF LOTS 1, 2 AND 3 OF ANDOVER INDUSTRIAL PARK NO, 5. AS PER PLAT RECORDED TI: VOLUME 83 OF PLATS. PAGES 22 AND 23, RECORDS OF KING COUNTY: SITUATE IN THE CITY OF TUKWILA. COUNTY OF KING. STATE OF WASHINGTON. PARCEL A -2: ALL THAT PORTION OF LOT 7 OF ANDOVER INDUSTRIAL PARK NO. '5. AS PER PLAT RECORDED IN VOLUME 83 OF PLATS. PAGES 22 AND 23. RECORDS OF KING COUNTY,'LYING NORTH OF THE FOLLOWING DESCRIBED LINE: BEGINNING AT THE SOUTHWEST CORNER OF SAID LOT 7: THENCE NORTH 01 47'28" EAST. 149.78 FEET: _NZI:CE ALONG THE CURVE TO THE RIGHT HAVING A RADIUS OF 216.37 FEET THROUGH A CENTRAL ANGLE OF 05 21'43 AN ARC DISTANCE OF 20.25 FEET TO THE TRUE POINT OF BEGINNING OF SAID LINE: THENCE SOUTH 88'12'32" EAST 339.74 FEET TO THE EAST BOUNDAR4" OF SAID LOT 7. WHICH IS THE END OF SAID LINE: SITUATE IN THE CITY OF TUKWILA. COUNTY OF KING STATE. OF WASHINGTON. PARCEL A -3: A PORTION. OF THE WEST 112 OF SECTION 25 AND THE EAST 1/2 OF SECTION 26. ALL IN .i a) TOWNSHIP 23 NORTH. RANGE 4 EAST W.H. DESCRIBED AS FOLLOWS: BEGINNING AT THE EAST 1/4 CORNER OF SAID SECTION 26: 1 THENCE NORTH 88'OG'42" WEST ALONG THE EAST -WEST CENTERLINE OF SAID SECTION 26 A DISTANCE OF 105.84 FEET TO THE TRUE POINT OF BEGINNING: THENCE NORTH 01'47'28" EAST 2.45 FEET TO A POINT OF CURVATURE: THENCE ALONG A CURVE TO THE RIGHT RAVING A RADIUS OF 410.28 FEET. THROUGH A CENTRAL ANGLE OF 46'46'10 AN ARC DIST.4.NCE OF 334.90 FEET: THENCE NORTH 48 °33'38" EAST 188.36 FEE];; THENCE ALONG A CURVE TO THE RIGHT RAVING A RADIUS OF 410.28 FEET. THROUGH A CE`TPAL ANGLE OF 72 °16'35 AIN ARC DISTANCE OF 517.55 FEET TO AN INTERSECTION WITH A LINE BEARING SOUTH 56'38'20" EAST: THENCE SOUTH 56°38'20" EACT ALONG SAID LINE. A DISTANCE OF 69.93 FEET: THENCE SOUTH 48'44'23" EAST 71.30 FEET: THENCE SOUTH 45'09'27" FAST 9.91 FEET TO THE WESTERLY MARGIN OF JAMES CHRISTENSEN ROAD NO. 1479: 7)!i:SCf; SOUTH 37 °54'41" WEST 468.23 FLET. THF,NCF: SOUTH 32'30'25" WEST 132.67 FECT: THENCI: NORTH 819'12'::2" WEST 524.50 FEET: TIi C NORTH 01'47 EAST 90.66 FEET TO THE TRUE POINT OF BEGINNING: ,iTt::,;I. ;N IM: CITY OF 'NIKWILA. COUNTY OF KING, STATE OF' 1+A"HINGTON.