HomeMy WebLinkAbout1993 - Non-Disturbance Attornment and Subordination Agreement - Sun Life Assurance Company / Panako Company - 9302191607After 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, ATTORNNENT AND SUBORDINATION AGREEMENT
THIS AGREEMENT, dated for reference purposes the 15x1, day
of January, 1993, is between PANAKO COMPANY, 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 i King County, Washington to
encumber the Premises, dated 1//.- 1993, and recorded in
King County, Washington, on ?J /.f' 1993, under Recording
No. 16' (iyCl (Tenant authorizes Beneficiary or the escrow
agent to fill in the date and recording information).
PRELIMINARY STATEMENT
.-Z Tenant has executed a Lease (the "Lease with Hallwood
Real Estate Investors Fund XVI dated March 30, 1992 for a portion
of the Premises. Beneficiary will hold the Deed of Trust described
(V 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.
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b. In the r. that the Beneficiary or any other
person acquires title to Vie 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 t'.iereof, 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 as a direct
lease between Tenant and Beneficiary, or such otk, 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
Dresent 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 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
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(6) bound by any provision in the Lease which
`n obligates Landlord to erect or complete any building or to perform
N 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
(79591/e3960/DkL/504e1.1) 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.
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 l.1ve caused this
Agreement to be fully executed effective the day and year first
above written.
TENANT:
PANAKO COMPANY, INC.
Its:
i
By:
Its:
By:
Its:
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BENEFICIARY:
SUN LIFE ASSURANCE
COMPANY OF CANADA
(U.S.), a Delaware
corporation
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By:
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Its: 0
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By:
Its:
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STATE OF WASHINGTON
ss.
COUNTY OF KING
I certify that I know or have satisfactory evidence that
the persons appearing before -Ae and making this acknowledgment are
the persons whose true signatures appear on this document.
On this day 1993, before me
personally g 4:Z and to me
appea red
known to be the Vr IJ and I
respectively, of PANAKO COMPANY, 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.
V,
Notary Publi 'in ar for the,.•State
of Washington, residing
My commission expires:
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COMMONWEALTH OF MASSACHUSETT'
COUNTY OF NORFOL$
ss.
I certif
the Aersans apAedrinahbPf,,.know or have satisfactn,
State of Massachusetts
County of Norfolk
On this 17th day of February, 1993 before me appear,'_
Margaret Sears ;lead, 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 Company of Canada (U.S.), and acknowledged the said
instrument to be the free and. p
1 y.. act and deed of said corporation, for the uses i
and purposes therein mentio �aQ;on�oth stated that they were authorized to
execute said instrument, a "t
n J 'affixed is the corporate seal of said
corporation,
IN WITNESS THEREOF I ialWI gz�[ST t my hand and affixed my official seal the
�av and year first w itte
Denise A. Arnold, ;rotary YuBlic ..,....,,v
My commission expires: August 6, 1993
Q
(TT591 /E37E,p /py( /SacB
Notary 1'ubjic in a
Commonwealth op Masnd sachfor the
usetts,
residing at
MY commission expires:
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E'XIITBIT A
PARCEL A -1:
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 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:
CE N'On HEASIERLY 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 LIKE:
SITUATE IN THE CITY OF TUKWILA. COUNTY OF KING. STATE OP WASHINGTON.
0
PARCEL A -3:
A PORTION OF
THE WEST 1/2 OF SECTION 25 AND THE EAST 1/2 OF SECTION 26, ALL IN
O
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 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 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
CF.NTP.AL ANGLE OF 72'16'35 AN ARC DISTA. \CE OF 517.55 FEET TO AN INTERSECTION
WITH A LINE
BEARING SOUTH 56'38'20' EAST:
THE.':.:E SOUTH
56 °38'20" EAST ALONG SAID LINE A DISTANCE OF 68.93 FEET:
THENCE SOLTIT
48'44'23" EAST 71.30 FEET:
THENCE SOUTH
45'03'27" EAST 9.91 FEET TO THE WESTERLY MARGIN OF JAMES
CHkiSTENSEN
ROAD NO. 1479:
THENCE SOUTH
37 WEST 468.23 FEET:
THENCE SOUTH
32'39'25" WEST 132.67 FEET:
THENCE NORTH
88'12'32 WEST 524.50 FEET
THENCE NORTH
01'47'28" FAST 90.66 FEET TO THE TRUE POINT OF BEGINNING:
SINUA'.I. IN THE Cln' OF TUKWILA. COUNTY OF KING. STATE OF WASHINGTON.
0