HomeMy WebLinkAbout1993 - Non-Disturbance Attornment and Subordination Agreement - Sun Life Assurance Company / Sam the Carpet Man Inc - 9302191625t
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After recording return to:
David N. Lombard
Schwabe, Williamson, Ferguson Burdell
1420 Fifth Avenue, Suite 3400
Seattle. Washington 98101 -2339
(The above space is reserved for the recorder's office)
NON DISTURBANCE, ATTORNMENT AND SUBORDINATION AGREEMENT
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THIS AGREEMENT, dated for reference purposes the 15th day
of January, 1993, is between SAM THE CARPET MAN, INC. "Tenant
and SUN LIFE ASSURA14CE 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 (formerly Equitec Real Estate Investors Fund
XVI, a California limited 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
1993, and recorded in King County, Waship ton, on
1993, under Recording No. l L 'l'�' (Tenant" authorizes
Beneficiary or the escrow agent to fill in the date and recording
information).
PRELIMINARY STATEIEN
Tenant has executed a Lease (the "Lease with Equitec
v Real Estate Investors Fund XVI dated November 17, 1,487, amended by
Amendment to Lease dated August 9, 1991 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 c
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
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affected or disturbed by -he Beneficiary in the exercise of any of
its rights under the Deed of Trust or the Note secured thereby.
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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 Lease shall not be terminated
or affected by said foreclosure 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,,iemedies 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 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 person, 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 pny payment of rent or additional
rent made by the Tenant to the Landlord for more than one month in
j advance; or
(4) 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
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(5) bound by any amendment to the Lease if
such amendment has not received Beneficiary's prior written
T consent; or
�1 (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.
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4. The foregoing provisions shall be self operative and
effective without the execution of any further instruments on the
part of any party hereto. However, Tenant agrees to execute and
deliver to the Benefi %iary or to 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 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:
SAM THE CARPET MAN, INC.
By: llGlli /�"u
Its: �/�Ii✓
By:
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BENEFICIARY:
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SUN LIFE ASSURANCE COMPANY OF CANADA
(U.S.), a Delaware corporation
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By:
Its:
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STATE OF WASHINGTON
ss.
COUNTY OF KING
I certify that I knov> or have satisfactory evidence that
the persons appearing before rie and making this acknowledgment are
the persons whose true signatures appear on this document.
On this d� of 1993, before me
personally appeared and it to me
known to be the J4aI-41'" and
respectively, of SAM THE CARPET MAN, INC., the corporation that
executed the within and foregoing instrument, and acknowledged the
said instrument to be the free and voluntary act and deed of said
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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, is the corporate seal of said
corporation.
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WITNESS my hand and official seal hereto affixed the day
and year first above written.
State
Notary Public in yand for t"
of Washington, residing at
My commission expires: s/
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COMMONWEALTH OF MASSACHUSETTS
COUNTY OF NORFOLK ss.
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State of Massachusetts
County of Norfolk
On this i7th day of February, 1993 before me appeared
Margaret Sears Mead, to me known to be the Senior Associate Counsel of the Sun Life
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Assurance Company of Canada, duly authorized to execute the annexed instrument, on
behalf of Sun Life Assurance Com any of Canada (U.S.), and acknowledged the said
instrument to be the free and vo.lunf'afy act and deed of said corporation, for the uses
and purposes therein mentioned, and'on'bath stated that they were authorized to
execute said instrument, and chat the se. A affixed is the corporate seal of said
corporation.
IN GITNESS k?I8 OF, N have hereunto set my hand and affixed my official seal the
day and year first written above.
I :4rnise A. Arnold, :rotary 7u"bIIc
commission expires: August 6, 1993
Notary Public in and for the
Commonwealth of Massachusetts,
residing at
Fiy cormnission expires:
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PARCEL. A -l:
ALL OF LOTS 1. 2 AND 3 OF ANTDOVER INDUSTRIAL PARK NO. S. AS PEE 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. 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 O1 °47'28" EAST. 149.78 FEET:
THENCL NORTHEASTERLY 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 BOUNDARY OF SAID LOT 7.
WHICH IS THE END OF SAID LINE:
SITUATE IN THE CITY OF TUKWILA. COUNTY OF KING. STATE OF WASHINGTON
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PARCEL A -3:
A PORTION OF
THE WEST 1/2 OF SECTION 23 AND THE EAST 1/2 OF SECTION 2G. ALL IN
TOWNSHIP 23 NORTH.
RANGE 4 EAST W.N. DESCRIBED AS FOLLOWS:
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BEGINNING AT
THE EAST 1/4 CORKER OF SAID.'SECTjON 26:
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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:
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THENCE NORTH
01'47'28" EAST 2.45 FEET TO A POIN OF CURVATURE:
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THENCE ALONG
A CURVE TO THE RIGHT HAVING A RADIUS OF 410.28 FEET. THROUGH A
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CENTRAL ANGLE
OF 46'46'10'. AN ARC DISTANCE OF 334.90 FEET:
THENCE NORTH.
48'33'38" EAST 188.36 FEET:
THENCE ALONG
A CURVE TO THE RIGHT RAVING A RADIUS OF 410.28 FEET. THROUGH A
CENTRAL A.':GLE
OF 72']F'35 AN ARC DISTANC6 517.55 FEET TO AN INTERSECTION
WITH A LINE BEARING
SOUTH 56'38'20" EAST:
THENCE SOUTH.
56'38'20" EAST ALONG SAID LINE A DISTANCE OF 69.93 FEET:
THENCE SOUTH
48'44'23" EAST 71.30 FEET:
THENCE SOUTH
45'09'27" EAST 9.91 FEET TO THE WESTERLY MARGIN OF JAMES
CHR'STENSEN ROAD
NO. 1479:
THENCE SOUTH
37'54'41" MIST 4GR.23 FEET.
THENCE SOUTH
32'39'25" WEST 132.67 FEET:
.H.E' :CI, NORTH
88'12'32" WEST 524.50 FEET:
"HT': ^I: NORTH
01'47'26" EAST 90.66 FEET TO THE TRUE POINT OF BFk INNING:
CI-V OF '(CY.W'L1.:.. COUNT OF KING. STATE OF WASHINGTON.
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