HomeMy WebLinkAbout1993 - Non-Disturbance Attornment and Subordination Agreement - Sun Life Assurance Company / Astral International Shipping Services - 9302191606After recording return to:
David N. Lombard
Schwabe,'Wi11iamson, Ferguson h Burdell
1420 Fifth Avenue, Suite 3400
Seattle Washington 98101 -23
(The above space is reserved for the recorder's office)
NON- DISTURBANCE, ATTORNMENT AND SUBORDINATION AGREEMENT
THIS AGREEMENT, dated for reference purposes the �t, day
of January, 1993, is between ASTRAL INTERNATIONAL SHIPPING
SERVICES, 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 (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, Washington, on
1993, under Recording No. l s (Tenant
authorizes Beneficiary or the escrow agent to fill in the date and
recording information).
PRELIMINARY STATEMENT
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Tenant has executed a Lease (the "Lease with!;aliwood
Real Estate Investors Fund XVI dated may 22, 1992, for a portion
v 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
follow.
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
.remises and Tenant's rights arising out of the Lease shall not be
„n-,i? n: ra;5uu•, r r. is CORT1 AT RF.Q? TT?CT OF
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affected or 6isturbed by the Beneficiary in the exercise of any of
its rights under the Deed of Trust or the Note secured thereby.
b. In the event that the Beneficiary or any other
person acquires title to the Premises pursuant to the exercise of
any remr:dy 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 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 benefi.:iary, 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 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 's in an
escrow fund available to Beneficiary; or
(5) bound by any amendment to the Lease if
a such amendment has not received Beneficiary's prior written
z consent; or
(6) bound by any provision in the Lease which
J obligates Landlord to erect or complete any building or to perform
r any construction work or to make any improvements to the Premises.
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2. Tenant agrees with eneficiary 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
O 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 1 3eneficiary or to any person to whom Tenant herein
agrees to attor.n 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 i:n 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 them 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. 1.
TENANT:
ASTRAL'INTERNATIONAL SHIPPING,
SERVICES INC.
By:
Its:
Its: pRc- c1n�F�
BENEFICIARY:
SUN LIFE ASSURANCE COMPANY OF CANADA
(U.S.), Delaware corporation
By: yam,- n1.
Its:
By:
Its:
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STATE OF WA&ffT QG�N 9'
1 9"ks0 GfLLeI+f1cC ss.
COBtiT� F 4U-NG e-'
I certify that I know or have satisfactory evidence that
the persons appearing before me and making this acknowledgment are
the persons whose true signatures appear on this document.
On this �20(k day of T11 -KLL 7 a�, 1993, before me
personally appeared and' iv�n. to me
known to be the PKFS %gw+ur and
respectively, of ASTRAL INTERNATIONAL SHIPPING SERVICES, INC., the
corporation that executed the within and foregoing instrument, ,nd
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 h eto a` fixed the6,0ay
and year first above written.
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Notar Publ c �in for
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of n, re atn;�CKc
My commissIon ex res:.
Noinry Puhlir Rrlranl Parish•IA.
MY tordm io\ iFFUN LIFE.
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CO"LVIONWEALTH
OF MASSACHUSETTS
COUNTY O F NORFOLK
St, to of Massachusetts
County of Norfolk •tF
On this 17th day of February, 1993 before me appeared
Aargaret Sears Mead, tc me known to he 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
i nstrument to be the free and voluntary act and deed of said corporation, for the uses
.I'd purposes therein mentioned" .oath stated that they were authorized to
execute said instrument,. a a t{ q I affixed is the corporate seal of said
corporation. Wo
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IN WITNESS WHEREOF, 1, 4: er� M y hand and affixed my official seal the
Cay and year first
Denise Arnold, Notary Pu
My commission expires: August 6, 1993 4 1
.'3tary publi 11 and fo th
Commonwealth
of Massa c h usetts,
residing at
Commission expires:
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PARCEL. A -1:
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 WASHINGTON.
PARCEL A -2
ALL THAT PORTION OF LOT 7 OF ANDOVER INDUSTRIAL PARK NC. S. At, "ER 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 CORI:ER OF SAID LOT 7;
THENCE NORTH 01 °47'28" EAST, 149.78 FEET;
THENCE NORTHEASTERLY ALONG HE 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 I5 THE END OF SAID LINE:
SITUATE IN THE CITY OF TUKWILA. COUN"N 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
TOWNSHIP 23 NORTH. RANGE 4 EAST W.M. DESCRIBED AS FOLLOWS:
BEGINNING AT THE EAST 1/4 CORNER OF SAID SECTION 26:
U 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 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:
v THENCE ALONG A CURVE TO THE RIGHT RAVING A RADIUS OF 410.28 FEET, THROUGH A
CENTP.AL 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" EAST ALONG SAID LIKE A DISTANCE OF 69.93 FEET:
THENCE SOUTH 48 °44'23" EAST 71.30 FEET:
Tit CE SOi:T!! 45 °03'27" FAST 9.91 FEET TO THE WESTERLY MARGIN OF JAMES
�i CHRISTENSEN ROAD NO. 1479:
THENCE s ^•C ?1! 37 °54'41" WEST 468.23 FEET,
THENCE SOUTH 32 °39'2.'," WEST 132.67 FEET:
THES!'E ':OHTH P,8 12'32" WEST 524,50 FEET:
THENCE NORTH 01 47'28" EAST 90.66 FEET TO THE TRUE POINT OF BEGINNING:
!:AT`. IS T!!!: CITY 0E 'IUY.WILA. COUNTY OF KING. STATE OF WASHINGTON.
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