HomeMy WebLinkAbout1993 - Non-Disturbance Attornment and Subordination Agreement - Sun Life Assurance Company / CM Computers Inc - 9302191619After recording return to:
David N. Lombard
Schwabe, Williamson, Ferguson Burdell
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
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THIS AGREEMENT, dated for reference purposes the 130 1day
of January, 1993, is between C. M. COMPUTERS, 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 V
"Premises and to be recorded in King County, Washingtor to
encumber the Premises, dated iA; 1993, and recorded in
'v King County, Washington, on _L� 1993, under Recording
No. J /,k Y (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
,p Real Estate Investors Fund XVI dated January 15, 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
!y 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 Lease is in full force and effect
and there are no defaults thereunder, then:
a. The right of possession of Tenant to the leased
s� preni.es and Tenant's rights arising out of the Lease shall not be
affected or disturbed by the Beneficiary in the exercise of any of
,_s rights under the Deed of Trust or the Note secured thereby.
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b. In the evert that the Beneficiary or any other
person acquires title to the Premises pursuant to the exercise of
any remedy provided for in th Deed of Trust or by means of a deed
in lieu of foreclosure there-)f, 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 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 person who may
purchase the Premises at a foreclosure sale, as its new landlord,
and the Lease shall continue in full force and effect :s 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 any payment of rent or additional
rent made by the Tenant to the Landlord for more than one month ,n
advance; or
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(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
(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 Feneficia ry'., prior written consent.
i. The Lease shall be subject and subordinate to the
lic-n of the Deed of Trust and to all torms, conditions and
previsions thereof to all advances made or to be made thereunder,
nd to .hnv renewer lo, extensions, modifications or replacements
t hereof.
4. The foregoing provisions shall be self operative and
effective without the execution of any further instruments on the
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part of any party hereto. However, Tenant agrees to execute and
deliver to the Beneficiary or t'-i any person to whom Tenant herein
agrees to attorn such other instruments as either shall request in
order to effectuate said provi.sions.
5. This Agreemen': 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:
C. M. COMPUTERS, INC.
By:
Its:
BENEFICIARY:
SUN LIFE ASSURANCE COMPANY OF CANADA
(U.S.), a Delaware corporation
Its:
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By:
Its:
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STATE OF WASHINGTON
sn.
COUNTY OF KING
I certify that I know or have satisfactory evidence that
the persons appearing before me and making this acknowledgment are
the persons whose true s_gnatures appear on this document.
On this da of `1'%1 /1�i 1.� 1993, before me
personally appeared //t._•` -;1 �j�Gli.i /,and/ to
me known to be the �'l;) .(i;C�iJ7 and
respectively, of C. M. COMPUTERS, 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
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.
WITNESS my hand and official seal hereto affixed the day
and year first above written.
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TArty Notary Public in and for the State
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rQ of Washington, residing a
My commission expires:
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COMMONWEALTH OF MASSACHUSETTS
COUNTY OF NORFOLK
State of Massachusetts
County of Norfolk
on this 17th day of February, 1993 before me appeared
Margaret Sears Mead, to me known to be the Senior Associate Counsel of the Sun Life
Assurance Company of Canada, duly authorized to execute the annexed instrument, on
behalf of Sun Life Assurance Comp nTti Canada (U.S.), and acknowledged the said
instrument to he the free ang Etta `�¢t,'and deed of said corporation, for the uses
and purposes therein mentione r oA4 stated that they were authorized to
execute said instrument, and l` ",�AYI"Efixed is the corporate seal of said
corporation. 7.
IN WITNESS WHEREOF, I ha e �f ep hand and affixed my official seal the
q and tear fir written c
Denise A. Arnold, Notary Public
My commission expires: August 6, 1993
Notary Public in and for the
Commonwealth Of Massachusetts,
residing at
My commission expires:
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I XIIIHI.T A
PARCEL A
ALL OF LOTS 1. 2 AND 3 OF ANDOVER INDUSTRIAL PARK NO. 5. AS PER PLAT RECORDED
IN VOLUME 83 OF PLATS. PAGES 22 AND 23. RECORDS OF KING COUNTY:
SITUATE IS THE CITY OF TUKWILA. COUNiY OF KING. STATE OF WASHINGTON.
PARCEL A -2. 1
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: e
THENCE NORTH O1 47'28" EAST, 149.78 FEET:
THENCE NORTHEASTERLY ALONG THE CURVE TO THE RIGHT HAVING A RADIUS OF 216.37
FEET THROUGH A CENTRAL ANGLE OF 05 21'43 Al ARC DISTANCE OF 20.25 FEET TO
THE TRUE POINT OF BEGINNING OF SAID LTNE:
THENCE SOUTH 88 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 .•ORTION OF THE WEST 1/2 OF SECTION 25 AND THE EAST 1/2 OF SECTION 26. ALL IN
TOW: ;SHIP 23 NORTH, RAGE 4 EAST W.M. DESCRIBED AS FOLLOWS: tr
BEGINNING AT THE EAST 114 CORNER OF SAID SECTION 26:
THENCE NORTH 88 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 HAVING A RADIUS OF 410.28 FEET. THROUGH A
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 HAVING A RADIUS OF 410.28 FEET. THROUGH A
CENTRAL ANGLE OF 72'16'35 AS ARC DISTANCE OF 517.55 FEET TO AN INTERSECTION
WITH A LINE BEARING SOUTH 56 °38'20 EAST:
THENCE SOUTH 56 FAST ALONG SAID LINE, A DISTANCE OF 69.93 FEET:
THENCE SOUTH 48 °44'23" EAST 71.30 FEET:
'HENCE SOUTH 45'09'27 EAST 9.91 FEET TO THE WESTERLY MARGIN OF JAMES
�H "57E';SEN ROAD NO. 1479:
37',4'41" WEST 468.23 FEET:
THENCE. SOUTH 32'39'25 WEST 132.67 FEET:
TY.E' ;CE NORTH P,E'12'32" WEST 524.50 FEET:
TY.F`:CF .':OHTH 07'4 7'28" FAST 90.66 FEET TO THE TRUE POINT OF P,EGIFNING:
7! ?F CI°)' OF TUY.WI;,A. COUN OF FING. STATE OF WASHINGTON