HomeMy WebLinkAbout1993 - Non-Disturbance Attornment and Subordination Agreement - Sun Life Assurance Company / Business Computer Training Institute - 9302191640After recording return to:
David N. Lombard
Schwabe, Williamson, Ferguson•& 3urdell
1420 Fifth Avenue, Suite 3400
Seattle. Washinaton 98101 -2339
(The above space is reserved for the recorder's office)
NON DISTURBANCE, ATTORNMENT AND SUBORDINATION AGREEMENT j
THIS AGREEMENT, dated for reference purposes thel3th day
of January, 1993, is between BUSINESS COMPUTER TRAINING INSTITUTE,
INC. "Tenant and SUN LIFE ASSURANCE COMPANY OF CANADA (U.S.), a
Delaware corporation "Beneficiary the beneficiary under a Deed
of Trust, Assignment of Rents and Security Agreement "Deed of
Trust to be executed by Hallwood Real Estate Investors Fund XVI,
a Delaware general partnership, or its successor (the holder of the
Landlord's 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 /e 1993, and recorded in
King County, Washin7�on, on 1993, under Recording
No. %C'. j.•;:,�1 (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
0 Real Estate Investors Fund XVI dated November 22, 1991 for a
portion of the Premises. Beneficiary will hold the Deed of Trust
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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.
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NOW THEREFORE, the parties hereto covenant and agree as
follows:
1. Provided that the "ease is in full force and effect
and t;ere 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 dri the exercise of any of
s ria: ^.ts under the Deed of Trust or the 2Ibte secured thereby.
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b. In the event t'.iat the Beneficiary or any other
person acquires title to the Premises pursuant to the exercise of
any remedy provided for in the Deed of Trust or by means of a deed
in lieu of foreclosure thereof, the Lease shall not be terminated
or affected by said foreclosurr or deed in lieu of foreclosure and
the Beneficiary hereby covenants that any sale by it of the
Premises pursuant to the exercise of any rights-or remedies under
the Deed of Trust, or otherw?se, 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 person who may
purchase the Premises at a foreclosure sale, as its new landlord,
and the Lease shall continue in full force and effect as a direct
lease between Tenant and Beneficiary, or such other pers�r:, upon
all the terms, covenants, conditions and agreements set forth in
the Lease. However, in no event shall the Beneficiary or such
other person be:
(1) liable for any act or 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
(a) bound by any security deposit which Tenant
may have paid to any prior landlord unless such deposit is in an
escrow fund available to Beneficiary; or
(5) bound by any amendment to the Lease if
such amendment has not received Beneficiary's prior written
consent; or
(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.
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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.
The Lease shall be subject and subordinate to the
lien the Deed of Trust and to all terms, conditions and
provisions thereof, to all advances made or to be made thereunder,
and to any rene%:als, extensions, modifications or replacements
there
tba
4. The Coregoing provisions shall be self operative and
effect without _hr_ cxc cution of any further instruments on the
2
part of any party hereto. Hows.ver, Tenant agrees to execute and
deliver to the Beneficiary or 'co any person to whom Tenant herein
agrees to attorn such other instruments as either shall request in
order to effectuate said provisions.
5. This Agreement may not be modified other than by an
agreement in writing signed by the parties 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:
BUSINESS COMPUTER TRAINING INSTITUTE, INC•.•.•
Its: kC V
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BENEFICIARY:
SUN LIFE ASSURANCE COMPANY OF CANADA
(U.S.), a Delaware corporatiocl
Its:
By:
It.,.
r� oveaativ�riisoon,n 3
STATE OF WASHINGTON
ss.
COUNTY OF KING
I certify that I know or have satisfactory evidence that
the persong appearing before me and making this acknowledgment assets
the persons whose true signatures appeam on this document.
On this 2 day of Tr, N 1993, before me
personally appeared Td e .ac -T� ei and
to me known to be the ar.'_
of BUSINESS COMPUTER TRAINING INSTITUTE, INC., the
corporation that executed the within and foregoing instrument, and
ackno:;edged the said instrument to be the free and voluntary act
and deed of said corporation, for the uses and purposes therein
mentioned, and on oath stated that they uf*'authorized to execute
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 above written.
\rill M.dn� �J✓�V
Notary Public in and for the Sth`
of Washington, residing at gC: l�r�}
My commission expires:
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C OMMONWEALTH OF MASSACHUSETTS
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COUNTY OF NORFOLK ss.
State of Massachusetts
County of Xorfolk
On this 17th day of February, 1993 before me appeared
Margaret Sears Mead, to me known to he the Senior Associate Counsel .A the Sun Life
Assurance Company of Canada, duly authorized to execute the annexed instrument, on
behalf of Sun Live Assurance Company of Canada (U.S.), and acknowledged the said
instrument to be the free and voluntary act and deed of said corpora.ion, for the uses
and purposes therein mentioned, and. on oath stated that they.were authorized to
execute said instrument, and that the -seal 'sffixed is the corporate seal of said
corporation.
IN ITSESS WHEREOF, epnlo set nvIhand and affixed my official seal the
r7. and year first writ �enabove
Denise A. Arnold, Notary Public
My commission expires: August 6, 1993
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Notary public in and for the
Co d wealth of Massachusetts,
My commission expires:
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EXHIBIT A
PARCEL A
ALL OF LOTS 1. 2 AND 3 OF ANDOVER INDUSTRIAL PARK NO. S. AS PER PLAT RECORDED
IN 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. S. AS PER PLAT
RECORDED IN VOLUME 83 OF PLATS, PAGES 22 AND 23, RECORDS OF KING COUNTY, LYING
NORTH OF THE FOLLOWING DESCRIBED LINE:
FEGIA'NING AT THE SOUTHWEST CORNER OF SAID LOT 7:
THENCE NORTH 01 °47'28" EAST. 149.78 FEET;
THENCE NORTHEASTERLY ALONG THE CURVE TO THE RIGHT HAVING A RADIUS OF 210.37
FEET THROUGH A CENTRAL ANGLE OF 05 °21'd3", 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 BOUNDARY 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 1/2 OF SECTION 25 AND THE EAST I/2 OF SECTION 26. ALL IN
TOWNSHIP 23 NORTH. RANGE 4 EAST W.M. DESCRIBED AS FOLLOWS:
BEGINNING AT THE EAST 1/4 CORNER OF SAID SECTION 26:
THENCE NORTH 88 °06'42" 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 CURVATQRE:
THENCE ALONG A CURVE '.0 THE RIGHT HAVING A RADIUS OF 410.28 FEET. THROUGH A
CENTRAL ANGLE OF 46 °46'10 AN ARC DISTANCE GF 334.90 FEET:
THENCE.NORTH 48 °33'38" EAST 188.36 FEET:
THENCE ALONG A CURVE TO THE RIGHT HAVING A RADIUS OF 410.28 FEET. THROUGH A
CENTRAL ANGLE OF 72 °16'35". AN ARC DISTANCE OF 517.55 FEET TO AN INTERSECTION
W :TH A LINE REARING SOUTH 56 °38'20" EAST:
THENCE SOUTH SG °38'20" EAST ALONG SAID LINE A DISTANCE OF 69.93 FEET:
.HENCE SOUTH 48 °44'23" EAST 71.30 FEET:
THENCE. SOUTH 45 °09'27" FAST 9.91 FEET TO THE WESTERLY MARGIN OF JAMES
i. CHRISTENSEN* ROAD `:O. 1479:
THENCE SOUTH 37`.`.4'41" WEST 468.23 FEET.
7YL!:f.F SOUTH 32'39'25" WEST 132.67 FEET:
I -HENCE NORTH P.8 °12'32" WEST 524.50 FEET:
THF':CF NOP.TH O1'4TZ8 EAST 90.GG FEET TO THE TRUE POIN7 OF BEGINNING.
TF! CITY OF TL'Y.h"ILA. COU.` :T)' OF KING. STATE OF WASHINGTON.