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HomeMy WebLinkAbout00-076 - McConkey Enterprises - Property Purchase for Tukwila VillagePURCHASE AND SALE AGREEMENT This PURCHASE AND SALE AGREEMENT ("Agreement") is by and between THE CITY OF TUKWILA, a municipal corporation ("Buyer") and FREDRICK W. McCONKEY, as his separate estate, d/b/a McConkey Enterprises ("Seller") and has an Effective Date established pursuant to Section 10.7. For and in consideration of the mutual covenants herein contained, the sufficiency of which is unconditionally acknowledged by Buyer and Seller, the parties hereto do hereby agree as follows: SECTION 1. SALE AND PURCHASE Seller agrees to sell to Buyer, and Buyer agrees to purchase from Seller, the Property on the terms and covenants and subject to the conditions set forth herein. "Property" shall mean the following three (3) parcels of real property located in the City of Tukwila, King County, Washington together with all improvements thereon and appurtenances thereto, if any: 1.1 Newporter. The real property legally described on Exhibit A-1, attached hereto and incorporated herein by this reference, with a street address of 14840 Pacific Highway South, Tukwila, Washington 98168 (the "Newporter"); 1.2 Graves House. The real property legally described on Exhibit A-2, attached hereto and incorporated herein by this reference, with a street address of 14239 -42nd Avenue South, Tukwila, Washington 98168 (the "Graves House"); and 1.3 Fantasy Site. The real property legally described on Exhibit A-3, attached hereto and incorporated herein by this reference, with a street address of 14406 Pacific Highway South, Tukwila, Washington, 98168 (the "Fantasy Site"). SECTION 2. PURCHASE PRICE 2.1 Purchase Price. The purchase price is Two Million Two Hundred Fifty Thousand Dollars ($2,250,000) (the "Purchase Price"). The Purchase Price shall be paid by Buyer in the form of cash or other immediately available funds at closing. 2.2 Pre -Closing Newporter Work. Prior to Closing, Seller shall perform the following work with respect to the Newporter (the "Pre -Closing Work"): 2.2.1 Demolition. Seller will demolish the existing building (including the foundation) and remove all debris. In connection with the demolition, Seller shall remove any asbestos containing materials from the building in compliance with applicable laws. Page 1 Ist «L z, ORIGINALS 2.2.2 Underground Storage Tanks. Seller shall remove any existing underground storage tanks and associated Hazardous Substances in compliance with all applicable laws. 2.2.3 Grading. Upon completion of the work set forth above, Seller shall rough grade the Newport site; provided, however, that Seller shall not be required to compact the soil. 2.3 Completion Date. Seller shall complete the Pre -Closing Work by Closing. SECTION 3. CONDITION OF PROPERTY 3.1 Condition of the Property. Subject to Seller's obligation to perform the Pre -Closing Work, Buyer specifically acknowledges and agrees that, except as expressly provided for in Section 4.2 below above, Seller is selling and Buyer is purchasing the Property "AS IS WITH ALL FAULTS," and that Buyer is not relying on any representations or warranties of any kind whatsoever, express or implied, from Seller or its agents as to any matters concerning the Property, including, without limitation, the following: (i) the quality, nature, adequacy and physical condition of the Property, including, but not limited to, the structural elements, foundation, roof, appurtenances, access, landscaping, parking facilities and the electrical, mechanical, HVAC, plumbing, sewage, and utility systems, facilities and appliances, (ii) the quality, nature, adequacy, and physical condition of soils, geology and any groundwater, (iii) the existence, quality, nature, adequacy and physical condition of utilities serving the Property, (iv) the development potential of the Property, and the Property's use, habitability, merchantability, or fitness, suitability, value or adequacy of the Property for any particular purpose, (v) the zoning or other legal status of the Property or any other public or private restrictions on use of the Property, (vi) the compliance of the Property or its operation with any applicable codes, laws, regulations, statutes, ordinances, covenants, conditions and restrictions of any governmental or quasi -governmental entity or of any other person or entity, (vii) the presence of Hazardous Substances on, under or about the Property or the adjoining or neighboring property, (viii) the quality of any labor and materials used in any improvements on the Property, (ix) the condition of title to the Property, (x) the Leases or Contracts and (xi) the economics of the operation of the Property. 3.2 Hazardous Substances Indemnity. Buyer shall indemnify and hold Seller harmless from and against any and all claims, causes of action, liabilities, damages, judgments, demands, fees, obligations, assessments, costs (including reasonable attorneys' fees) and expenses of any kind or nature arising from the presence of or contamination by any hazardous waste, hazardous materials, or toxic substances or other environmental harm, as such terms are defined by all federal, state, local, or other governmental statutes, ordinances, rules or regulations ("Hazardous Substances") whether arising prior to or after the closing of this transaction, unless caused solely by Seller. The provisions of this Section 3.2 shall survive Closing. SECTION 4. WARRANTIES 4.1 Buyer's Warranties. Buyer represents and warrants to Seller as follows: Page 2 4.1.1 Buyer is a municipal corporation duly formed and validly existing under the laws of the State of Washington. Buyer has full power and authority to enter into, and to perform its obligations under, this Agreement. 4.1.2 This Agreement has been duly executed and delivered by Buyer and constitutes a valid and binding Agreement of Buyer, enforceable against Buyer in accordance with its terms. 4.1.3 The execution and delivery of this Agreement by Buyer and the performance by Buyer of its obligations under this Agreement will not (i) violate any law or any order of any court binding upon Buyer, or (ii) result in a breach of, be in conflict with or constitute a default under any contract, agreement, commitment or other document or instrument to which Buyer is a party or by which Buyer or its property is bound. 4.1.4 To the best of Buyer's knowledge, there is no action, suit, proceeding or governmental investigation (including without limitation any eminent domain proceeding or any proceeding under any bankruptcy, fraudulent conveyance, insolvency, moratorium, reorganization or other similar law), pending or threatened that could result in any judgment, order, decree or settlement that could materially and adversely affect the performance by Buyer of its obligations under this Agreement. 4.2 Seller's Warranties. Seller represents and warrants to Buyer as follows: 4.2.1 This Agreement has been duly executed and delivered by the Seller and constitutes a valid and binding agreement of the Seller, enforceable against the Seller in accordance with its terms, subject to bankruptcy, insolvency, moratorium, reorganization and other similar laws affecting the rights of creditors generally. 4.2.2 The execution and delivery of this Agreement by the Seller and the performance by the Seller of its obligations under this Agreement will not (i) violate any law or any order of any courf binding upon the Seller or affecting the Property, or (ii) result in a breach of, be in conflict with or constitute a default under any contract, agreement, commitment or other document or instrument to which the Seller is a party or by which the Seller or its property is bound, or (iii) result in the creation or imposition of any lien, charge or other encumbrance of any nature upon any asset of the Seller. 4.2.3 Seller is not a "foreign person" as defined in Internal Revenue Code Section 1445 and any related regulations, and Seller will provide Buyer and the Title Company with a certificate so stating at Closing. 4.2.4 To the best of Seller's knowledge, there is no action, suit, proceeding or governmental investigation (including without limitation any eminent domain proceeding or any proceeding under any bankruptcy, fraudulent conveyance, insolvency, moratorium, reorganization or other similar law), pending or threatened that could result in any Page 3 judgment, order, decree or settlement that could materially and adversely affect the performance by Seller of its obligations under this Agreement. SECTION 5. POSSESSION AND INTERIM ACTIONS 5.1 Possession and Prior Entry. Possession of the Property shall be delivered to Buyer at Closing subject to the rights of tenants in possession under the Leases; provided, however, that Seller shall deliver the Newporter to Buyer free of all tenancies no later than Closing Date. Between the Effective Date hereof and Closing, or the earlier expiration or termination of this Agreement, and subject to the rights of tenants, Buyer, its agents and employees shall have the right to go upon the Property at reasonable times for the purpose of inspection and to perform any tests deemed appropriate by Buyer. Buyer shall repair any damage or injury to the Property resulting from any tests performed by Buyer and shall not otherwise cause any damage or injury to the Property and shall indemnify Seller against any loss incurred by Seller as a result of Buyer's or any of its employees', agents', or contractors' actions on or about the Property in connection with investigation of the Property prior to Closing. Any and all inspections, investigations or other activities of Buyer, its officers or employees, in, on or about the Property, shall be at Buyer's sole cost and expense and shall be in accordance with all applicable governmental laws and regulations. 5.2 Books and Records. Seller agrees that Buyer, its designated representatives, attorneys and auditors or agents, shall have the right to (i) examine the accounting records, financial and tax returns and all other records and information in the possession of Seller or any property manager or other agent of Seller pertaining to past, present or future construction, condition and operation of the Property (the "Records"), and (ii) make copies of the Records, at its own expense, during business hours and upon reasonable notice prior to Closing. All Records shall be made available to Buyer at the offices of Seller in Bellevue, Washington. 5.3 Cooperation with Buyer's Due Diligence. Prior to Closing, Buyer shall have the right to review such documentation and information, and to make such investigations, as Buyer may, in Buyer's sole and exclusive discretion, deem necessary or desirable in order to analyze the proposed acquisition of the Property. The aforesaid investigation may include, without limitation, examination of the title of the Property, inspection of the Property on one or more occasions, and the conduct of financial, engineering (including asbestos surveys), environmental and marketing studies with respect to the Property. 5.4 Operation of the Property. Between the Effective Date of this Agreement and Closing, the following restrictions and covenants shall apply: 5.4.1 New Leases. During the period from the Effective Date of this Agreement until Closing, Seller shall not, without prior written approval of Buyer, which approval Buyer may withhold in its sole discretion without any liability to Seller, renew or extend any existing Lease or execute any lease relating to any of the Property. Page 4 5.4.2 New Contracts. Seller shall not enter into or allow to be entered into any new operating Contract that will survive Closing without Buyer's prior written consent, provided, however, that Seller may, in the ordinary course of managing the Property, enter into or allow to be entered into one or more contracts to provide services presently provided to the Property so long as such contracts may be terminated on not more than thirty (30) days notice without penalty and the other terms of any such contract are similar to the terms customarily governing contracts of its type for properties similar to the Property and provided that Seller shall provide copies of all such contracts to Buyer as soon as they been entered into. SECTION 6. TITLE Seller shall, within five (5) business days of the Effective Date, cause Transnation Title Insurance Company (the "Title Company") to deliver to Buyer a preliminary commitment for an owner's ALTA standard coverage policy of title insurance (the "Preliminary Commitment") covering the Property together with a full and complete legible copy of all recorded items or exceptions disclosed therein. Within five (5) days after receipt of the Preliminary Commitment and copies of all exceptions, Buyer shall notify Seller in writing of any objections to matters shown or referred to in the Title Commitment (the "Objections"). Buyer shall take title subject to all matters set forth on the Preliminary Commitment which are not objected to by Buyer within the time permitted (the "Permitted Exceptions"). Seller shall use commercially reasonable efforts to remove the Objections from title or make such items acceptable to Buyer within five (5) days after Seller's receipt of the Buyer's notice thereof. If Seller is unable to remove or conform such exceptions within such period, Buyer may at Buyer's option, within five (5) days after the expiration of said 5 -day period either: (i) waive the Objections not cured, in which case the exceptions shall become Permitted Exceptions, or (ii) as its sole remedy, terminate this Agreement by giving written notice to Seller. Notwithstanding the above, all monetary liens or encumbrances not specifically assumed by Buyer shall be paid, discharged and released by Seller on or before Closing. SECTION 7. CLOSING, ESCROW, CONDITION OF TITLE AND COSTS 7.1 Escrow. Closing of the purchase and sale which is the subject of this Agreement shall occur through an escrow (the "Escrow") with Title Company on November 30, 2000, or such later date as Buyer and Seller may mutually agree upon; provided, Seller may extend Closing by up to 30 days by prior written notice to Buyer to complete the Pre -Closing Work. When used herein, "Close" and "Closing" shall mean the date the Deed from Seller to Buyer is recorded and Seller is entitled to the use of Buyer's funds. 7.2 Deliveries at Closing. Buyer and Seller shall deposit with Title Company in escrow all funds, documents and instruments required under this Agreement to be delivered to the other party, including but not limited to the following: 7.2.1 Seller shall execute and deliver to Escrow a special warranty deed subject only to the Permitted Exceptions (the "Deed"). Page 5 7.2.2 Seller and Buyer shall each deposit into Escrow two (2) executed counterparts of the Assignment and Assumption of Leases attached hereto as Exhibit B. 7.2.3 All security or other deposits or advance payments held by Seller, under the Leases shall be delivered to Buyer on Closing either by depositing into Escrow a cashier's check in the amount of such deposits. 7.3 Costs. Seller shall pay the portion of the cost of the policy of title insurance required hereby attributable to standard coverage, all excise taxes imposed on sellers in connection with the sale of the Property and one-half the other Closing expenses, including Escrow fees and any recording fees except the cost of recording the Deed. Buyer shall pay the portion of the title premium, if any, attributable to extended coverage and any endorsements required by Buyer, any sales tax on personal property and the remaining one-half of Closing expenses and the cost of recording the Deed. 7.4 Prorations. All real and personal property taxes, rents or other income, operating contracts charges, utilities, and any other items of income or expense to the extent to which such costs and expenses are known at Closing, shall be prorated between Seller and Buyer as of Closing. If, on Closing, Seller has not received tax statements for the calendar year during which Closing occurs, estimated tax figures for that year based upon tax bills for the immediately preceding calendar year shall be used for the purpose of prorating taxes at closing, and it is mutually agreed that upon receipt of tax bills for such calendar year, an accurate adjustment in such tax proration shall be made by cash settlement between Seller and Buyer within thirty (30) days of demand by either party. 7.5 Escrow Instructions. Prior to Closing, Seller and Buyer shall execute and deliver to Title Company any their respective instructions and closing statements requested by Title Company for the purpose of consummating this transaction consistent with the terms of this Agreement. Title Company in its capacity as escrow agent shall be responsible for reporting the Closing to the Internal Revenue Service pursuant to Section 6045 of the Internal Revenue Code. SECTION 8. REMEDIES 8.1 Seller's Remedies. If Buyer breaches this Agreement, Seller is entitled to all remedies available at law or in equity, including but not limited to specific performance. 8.2 Buyer's Remedies. If the sale contemplated by this Agreement fails to close due to default by Seller under any term of this Agreement, Buyer may, in addition to any other remedy available at law or equity, seek specific enforcement of Seller's obligation to sell. SECTION 9. 1031 LIKE KIND EXCHANGE Seller intends for this transaction to be a part of a Section 1031 like -kind exchange. Buyer agrees to cooperate in the completion of the like -kind exchange so long as Buyer incurs no additional liability or expense as a result of this transaction. Seller may assign its rights to an entity whose sole purpose is to facilitate Seller's Section 1031 like -kind exchange, Page 6 provided that Closing shall, notwithstanding such assignment, result in the transfer of the Property only to Buyer. SECTION 10. MISCELLANEOUS 10.1 Notices. Except as otherwise specifically set forth herein, any demand, request or notice which either party hereto desires or may be required to make or deliver to the other shall be in writing and shall be deemed given when personally delivered or sent during regular business hours by facsimile, or when delivered by private courier service that customarily delivers on the next business day and issues receipts (such as Federal Express), or three days (3) after being deposited in the United States Mail, in registered or certified form, return receipt requested, addressed as follows: To Seller: with a copy to: To Buyer: Fredrick W. McConkey McConkey Development Co., Inc. 3006 Northrup Way, Suite 101 Bellevue, WA 98004 Fax: (425) 822-9393 Timothy R. Osborn Dorsey & Whitney LLP 1420 Fifth Avenue, Suite 3400 Seattle, WA 98101 Fax: (206) 903-8855 City of Tukwila 6200 Southcenter Blvd. Tukwila, WA 98188 Attn: John McFarland Fax: (206) 433-1833 or to such other address and person as either party may communicate to the other by like written notice. 10.2 Entire Agreement. This Agreement contains the entire understanding between the parties and supersedes any prior understandings and agreements between them respecting the subject matter hereof. There are no other representations, agreements, arrangements or understandings, oral or written, between and among the parties hereto or any of them, relating to the subject matter of this Agreement. No amendment of or supplement to this Agreement shall be valid or effective unless made in writing and executed by the parties hereto. 10.3 Construction. The headings and subheadings throughout this Agreement are for convenience and reference only and the words contained in them shall not be held to expand, modify, amplify or aid in the interpretation, construction or meaning of this Agreement. Page 7 All pronouns and any variations thereof shall be deemed to refer to the masculine, feminine, neuter, singular or plural as the identification of the person or persons, firm or firms, corporation or corporations may require. Any reference herein to "days" means consecutive calendar days. All parties hereto have been represented by legal counsel in this transaction and accordingly hereby waive the general rule of construction that an agreement shall be construed against its drafter. 10.4 Attorneys' Fees. In the event of litigation between the parties hereto, declaratory or otherwise, in connection with or arising out of this Agreement, the prevailing party shall recover its costs and attorneys' fees actually incurred, including for appeals, which shall be determined and fixed by the court as part of the judgment. 10.5 Assignment. Buyer shall not assign all or any portion of its interest in this Agreement without Seller's prior written consent, which may be withheld in Seller's sole and absolute discretion. 10.6 Further Assurances. As and to the extent otherwise contemplated by this Agreement, each party to this Agreement agrees that at any time and from time to time after the date hereof it will, at its own sole cost and expense, immediately following the reasonable request of the other party hereto, and provided that such request does not constitute a change to the terms of this Agreement, promptly execute, acknowledge (if necessary) and deliver or cause to be promptly executed, acknowledged (if necessary) and delivered, such agreements, certificates, statements, instruments and documents and promptly take, or promptly cause to be taken, such other and further steps and actions, in either case as may be required by law or as reasonably shall be deemed necessary by the other party in order to more fully effect, evidence or carry out of the intent and purpose of this Agreement or as shall be essential to satisfy Title Company or Escrow's requirements. 10.7 Time and Date. Time is of the essence in each and every covenant and condition of this Agreement. Without in any way limiting Buyer's right to terminate this Agreement, in the event that Seller fails to provide Buyer any of the items which Seller is obligated to provide under this Agreement, the time for Buyer's performance hereunder and the time period for Buyer's satisfaction of conditions shall be extended one day for each day that Seller's performance is delinquent. The date of execution of this Agreement shall be the day when this Agreement has been signed by both Seller and Buyer, whichever is the later to occur. Any reference herein to the "Effective Date" shall be deemed to mean the date of execution of this Agreement by the last signatory hereto. Except as otherwise specifically provided in this Agreement, all time periods provided for herein shall refer to calendar days and shall expire at 5:00 p.m. Pacific Coast Time on the last of such days; provided, however, that if the time for any performance of any obligation under this Agreement expires on a Saturday, Sunday, or legal holiday, the time for performance shall be extended to the next succeeding day which is not a Saturday, Sunday, or legal holiday. 10.8 Applicable Law. This Agreement shall be construed and interpreted under the laws of the State of Washington. Page 8 10.9 Counterparts. This Agreement may be executed in any number of counterparts and all counterparts shall be deemed to constitute a single agreement. The execution of one counterpart by any party shall have the same force and effect as if that party had signed all other counterparts. 10.10 Agreement Continues. Subject to the limitations set forth in Section 10.3 above, this Agreement and all of the terms, covenants, representations, warranties and other provisions hereof as well as those contained in any delivery to be made at or prior to Closing shall survive Closing and transfer of title. 10.11 Brokerage Commissions. Seller and Buyer each represents to the other that it has not engaged a broker or finder in connection with the sale of the Property from Seller to Buyer. Each party agrees to indemnify and hold the other harmless from any commission or claim therefor thereafter made against the other on account of any other broker or finder which that party has engaged or dealt with in connection with the Property or this Agreement. 10.12 Risk of Loss. If, prior to Closing, any portion of the Property is the subject of an eminent domain action or threatened therewith, or if any of the improvements on the Property shall be destroyed or damaged by fire or other casualty, Buyer shall have the right to either terminate this Agreement or proceed with Closing and receive all condemnation proceeds and/or insurance proceeds resulting therefrom and any deductible amounts related thereto provided for in Seller's insurance policies which deductibles shall be paid by Seller to Buyer or otherwise credited to Buyer at Closing. �sG 7-241-ed tiv 10.13 Acceptance of Agreement. If Seller does not r turn to Buyer two fully executed counterparts of this Agreement on or before 5:00 p.m. on tG r0,2000, this Agreement shall be null and void and Seller shall no longer have any power or authority to accept this Agreement. EXECUTED as of the dates indicated below. SELLER: BUYER: Fredrick W. McConkey, as his parate estate Date: DWGr'- 3/ 2aa CITY OF TUKWILA, a municipal corporation -Y� By: �rti�., ►\,\ iv\ (4v1 Name: 057E/EN N!. M I LC.E l Title: /4i4 Yo 1,2 Date: 11 (2! /00 APPROVED AS TO FORM: Office of e City Attorney Page 9 SCHEDULE 1 List of Leases: 1. 14239 42nd Ave South, Tukwila, WA (Graves House) 2. 14406 Pacific Highway South, Tukwila, WA, El Rinconsito Lease (Fantasy Express Site) Page 10 THE HOUSING AUTHORITY OF THE COUNTY OF KING NOTICE OF CHANGE* *Please Attach to Your Current Lease or Contract 1. This notice serves as an amendment to paragraph three (3) of the Lease, and the Housing Assistance payments contract. This change is due to: ® Annual Reexamination ❑ Interim or Special Reexamination of Tenant's Family Composition or Income ❑ Other 2. Tenant: Pardus Grimes Address: 14239 42nd Ave. S. Seattle, WA 98168 3. a. Tenant Rent b. Housing Assistance Payment c. Contract Rent ❑ Change in Allowance for Tenant Furnished Utilities and Other Services O Adjustment of Contract Rent Landlord: Tukwila Village I LLC HAP Contract Number: WA 19- V 853 0246 SUMMARY OF CHANGES Amended Payment Effective Date: 10-01-00 $55.00 $845.00 $900.00 4. Tenant: Attached is the Income Calculation/Total Tenant Payment Worksheet. This form shows you the income that was used to -calculate your rent and the amount of rental assistance, if any, that HUD pays monthly on your behalf 5. All other provisions of the Lease and Housing Assistance Payments Contract not modified by this Notice shall remain in effect. 6. The tenant has the right to ask for an explanation of the basis of the determination of the Tenant Rent by contacting the Section 8 Office at 439-3850 within 10 days from the date of the Notice of Change. The Tenant also has the right to request an informal hearing on the determination of the rental computation by contacting the Manager of the Section 8 Office within ten (10) days of the date the above explanation is given. THE HOUSING AUTHORITY OF THE COUNTY OF KING, WASHINGTON By: Leasing Assistant Vi Williams Date: Type Name 8-4-00 HACK 819 Revised 7/25/91 Housing Assistance Payments ttntract (HAP) Contract Section 8 Tenant -Based Assistance Housing Choice Voucher Program u.S. Department of Housing and Urban Development Office of Public and Indian Housing Part A of the HAP Contract: Contract Information (To prepare the contract, fill out all contract information in Part A.) 1. Contents of Contract This HAP Contract has three parts: Part A: Contract Information Part B: Body of Contract Part C: Tenancy Addendum 2. Tenant FARDUS GRIMES 3. Contract Unit 14239 42ND AVE SO, SEATTLE, WA 98168 4. Household The following persons may reside in the unit. Other persons may not be added to the household without prior written approval of the owner and the PHA. FARDUS GRIMES JAMAL GRIMES RIDWAN GRIMES 5. Initial Lease Term The initial lease term begins on (mm/dd/yy): The initial lease term ends on (mm/dd/yy): 6. Initial Rent to Owner The initial rent to owner is: $ 850.00 OCTOBER 20, 1999 SEPTEMBER 30, 2000 During the initial lease term, the owner may not raise the rent to owner. 7. Initial Housing Assistance Payment The HAP contract term commences on the first day of the initial lease term. At the beginning amount of the housing assistance payment by the PHA to the owner is $ 841.00 p of the HAP contract term, the er month. The amount of the monthly housing assistance payment by the PHA to the owner is subject to term in accordance with HUD requirements change during the HAP contract Previous editions are obsolete Page 1 of 10 form HUD -52641 (10/99) ref Handbook 7420.8 8. Utilities and Appliances The owner shall provide or pay for the utilities and appliances indicated below by and "0". The tenant shall provide or pay for the utilities and appliances indicated below by a "T". Unless otherwise specified below, the owner shall pay for all utilities and appliances provided by the owner. Item Provided by Paid by Heating Natural gas Cooking Other electric Air conditioning Water heating Water Sewer Trash Collection Refrigerator Range Microwave Other (specify) Signatures Public Housing Agency Bottle gas Oil or electric T Coal or other Natural gas Bottle gas Oil or electric T Coal or other Natural gas Bottle gas Oil of electric T Coal or other T T T 0 0 King County Housing Authority Owner TUKWILA VILLAGE I Print or Type Name of PHA Pri ature JUDY KETTNER, LEASING ASSISTANT e of Owner 01,f Signature AUTHORIZED SIGNER Print or Type Name of Signatory Print or Type Name of Signatory OCTOBER 20,1999 Date (mm/dd/yy) OCTOBER 20, 1999 Date (mm/dd/yy) Previous editions are obsolete Page 2 of 10 form HUD -52641 (10/99) ref Handbook 7420.8 THfs AGRSBMHNT le meed. 7th de of botches Tukwila Village I, LLC and Fardus Grimes The uld Landlord doe, herebyrentuntoth.aidTenant(j) thereeldenceeituetod et WA , of which the real estate is described es Fatima (legal descriplitm THE SOUTH 65FEET of THE NORTH 185 FEET OF THE SOUTH 414.5 WEST 100 FEET OF THE EAST 120 FEET OF THE salmi:Dor 1/4 of TOM4SHIP 23 NORTH, RANGE 4 EAST W.M. upon Ib. foUowing term�ss and conditions: 1. 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An w s peolw et mrd.posit m e by wasted by landlord oohed mid a ed .1 any parasol of arch d.pwgn Is eendhkmWow Tenant 'd se Wo lal Tant men filly perform eblIp tl es htgwwde ed thee purism N Chaplet Nut, Leveed Cade et wwhbpwn. or or nth may be near n aly arnw.dw.l: 1111 Tenant then erempymid prorate lee Sem �.ppeW4.dleawe: lel Trowel sen clan. weir end nose we,eeldaae. aid metro the ewe to Inrll.wd In Ito initial tonal lea, a}eepl for rwwwnnwMw weer end 1..r, non tee twnnlnwth.n 1h1. Wens end natant of real erns. A epeonl .Maw rel de.cdbleg the cm dillnn of le premises M c.wwwenewm.m et IM hm.'n y I. no 1e rnowmw.14. M+wnf: 141 Triomf .ell r.newd.r to tewd►rd le boyo N minket; Any Winn! trraspw%ashy nrl..d.ream.enew 1M4nweoToon*.shell boo toltnnowl In TIMM within boornse oleye Inn Weibel kw al thin hmancy aml rm. nil. rine prewtiees. 14. Men4lbeheisbb Pee Theono oft lNbrnddmedbydie Landlord w.nsn ss w.M.F.kr N/1 and le le Weft le Ib el m emeseer eM defeN epTieM be. pie IM1. es. 11 Mat.uI T.. X any. Mislead horde w on the Renee std. hereof, we mdse pert et this ope.Mr.l by is ..... end se dement w Felon: Landlord pays real estate taxes and property insurance at Landlord's expenses. Tenant is to insure Tenant's personal property. Tenant is responsible for all maintainance, utilities, and repairs. ateagp.s.es le brow in (th•►, se feel by ala LdlednwwtMmet rsteedd.) IN WITNESS WHEREOF, the Tenant(.) and Landlord, or this agent, each hereunto ,Hi his hand. tea t/4 ukwila Village I, LLC Tenant) us Grimes or X AM, 3006 Northup way, Sul 101 Bellevue,WA QRAAA 14239 42nd Ave. S. Tukwila, WA 981E18 _....r..�__. • • Lease No. 8530246 This lease is executed in triplicate by and between TUKWILA VILLAGE I LLC MCCONKEY DEVELOPMENT COMPANY, INC ("Landlord") and FARDUS M. GRIMES ("Tenant") IT IS AGREED THAT: The Landlord hereby agrees to lease to the Tenant upon the conditions hereinafter provided, the dwelling unit located at: 14239 42ND AVE SO, SEATTLE, WA 98168 ("premises"), to be occupied exclusively as a private dwelling and principal residence by the Tenant and Family ("Family"), composed exclusively of the following: Full Name Date of Birth GRIMES, FARDUS M. 04/22/72 GRIMES, JAMAL 10/17/90 GRIMES, RIDWAN 09/01/91 AHMED, HAMSA 06/18/98 1. RENTAL INFORMATION A. Initial term of lease. (Enter first and last date of initial term. The initial term must be for at least one year.) The initial term begins on: 10/20/99 The initial term ends on: 09/30/00 B. Subsequent term of the lease After the initial term of the lease, the tenancy shall be month to month unless the Landlord and Tenant agree to a new lease as described in Section 10 of this lease. C. Contract Rent The amount of the total monthly rent payable to the Landlord during the term of the Lease (called the "Contract Rent") shall be determined in accordance with the Contract between the Landlord and the HA. Initially and until such change is approved by the HA, the Contract rent shall be $850.00 per month. D. Tenant Rent The portion of the Contract Rent payable by the Tenant ("Tenant Rent") shall be the difference between the Contract Rent and the monthly Housing Assistance Payment made by the HA. Initially, and until changed by the HA, the Tenant agrees to pay $9.00 per month to the Landlord as the Tenant Rent. The Tenant agrees to pay the Landlord in advance, without demand or billing, the Tenant Rent for the dwelling unit on or before the first day of each calendar month during the term of this Lease. Said payments by Tenant shall be paid and mailed to: Name: TUKWILA VILLAGE I LLC Address: 3006 NORTHUP WAY, SUITE 101 Address: City, State, Zip Code: Bellevue,WA 98004 or to any other person or place designated in writing by the Landlord. E. Housing Assistance Payment Initially, and until changed by the HA, the amount of the monthly Housing Assistance payment shall be $841.00 per month. Any change in amount of the Housing Assistance Payment will be stated in a written Notice by the HA to the Tenant and the Landlord stating the new amount and the effective date of the change. F. Charges for partial periods of occupancy shall be a daily charge based on the actual days in the month. If this Lease begins on a date other than the first day of the month, then the prorated amounts for the period ending on the last day of said month shall be as follows: Contract Rent: $ 329.00 Tenant Payment: $ 3.00 Housing Assistance Payment $ 326.00 G. Security Deposit The Tenant has deposited $850.00 with the Landlord as a security deposit. The Landlord will hold the security deposit during the period the Tenant Family occupies the dwelling unit under the Lease. 1 2. GENERAL INFO A. Section 8 Pro This agreement is a lease between the Tenant and the Landlord. The Landlord is Ieasmg the contract unit to the Tenants for occupancy by the Tenant's family with assistance for a regular tenancy under the Section 8 voucher program of the United States Department of Housing & Urban Development (HUD). The terms used in this lease are defined in Section 17. B. Lease for Dwelling Unit The Landlord will enter into a HAP contract with the HA under the voucher program. Under the HAP contract, the HA will make housing assistance payments to the Landlord to assist the Tenant in leasing the unit from the Landlord. This model lease includes word-for-word all provisions of HUD's required lease provisions. This lease may not be revised unless any lease revision has been approved in writing by the HA. C. Execution of HAP Contract 1) This lease is not effective until the HA has executed the HAP contract with the Landlord. 2) The HAP contract must be executed within 60 calendar days from the beginning of the lease term. If not, this lease shall be void. A. 3. TERM OF LEASE Lease Termination or Move Out by Family. 1) The Tenant may terminate the lease without cause at any time after the first year if the Tenant notifies the Landlord at least 60 days before the termination. 2) The Tenant must notify the HA and the Landlord before the family moves out of the unit. B. Relation to HAP Contract If the HAP contract terminates for any reason, the lease automatically terminates. C. Termination of assistance. The HA may terminate program assistance for the Family for any grounds authorized in accordance with HUD requirements. If the HA terminates program assistance for the Family, the lease terminates automatically. 4. RENT A. The amount of the Tenant rent may change during the term of the lease by HA notice to the Tenant and the Landlord. Any changes in the amount of the Tenant rent will be effective on the date stated in the HA notice. During the term of this lease, the rent to Landlord may at no time exceed: I) The reasonable rent for the unit as most recently determined or redetermined by the HA in accordance with HUD requirements, or 2) Rent charged by the Landlord for comparable unassisted units in the premises. B. Each month the HA will make a housing assistance payment to the Landlord on behalf of the Tenant in accordance with the HAP Contract. The amount of the monthly housing assistance payment will be determined by the HA in accordance with HUD requirements for a tenancy under the Section 8 voucher program. C. The monthly housing assistance payment shall be credited against the monthly rent to the Landlord for the contract unit. D. The Tenant is not responsible for paying the portion of rent to the Landlord covered by the HA housing assistance payment under the HAP contract. An HA failure to pay the housing assistance payment to the Landlord is not a violation of the lease. The Landlord may not terminate the tenancy for nonpayment of HA housing assistance payment. E. The Landlord may not charge or accept, from the family or from any other source, any payment for rent of the unit in addition to the rent to Landlord. Rent to Landlord includes all housing services, maintenance, utilities and appliances to be provided and paid by the Landlord in accordance with the lease. The Landlord must immediately return any excess rent payment to the Tenant. F. UTILITIES AND APPLIANCES: The Landlord shall provide the utilities listed in column (1) below for the dwelling unit without any additional charge to the Tenant. The cost of these utilities is included in the Contract Rent. The utilities listed in column (2) below are not included in Contract Rent, and are paid by the Tenant. The Tenant must pay for any utilities and provide any appliances that the Landlord is not required to pay for or provide as listed below: Type of Utility Supplied or Paid and Appliances: by Tenant: Heating: Space X Heating: Water X Cooking X Water X Sewer/Septic Tank X Garbage Collection X Range Refrigerator Other 2 .G. Other Fees and Char 1) Rent to Land oes not include cost of any meals or supportive services may be provided by the Landlord. 2) The lease does require the Tenant or family members to pay charges for any s or supportive services or furniture that may be provided by the Landlord. Nonpayment of any such charges is not grounds for termination of tenancy. 3) The Landlord may not charge the Tenant extra amounts for items customarily included in rent to Landlord in the locality, or provided at no additional cost to unsubsidized Tenants in the premises. - SECURITY DEPOSIT A. The Landlord may collect a securitydeposit-frorii-the Tedint. The Landlord may not hold a security deposit in excess of private market practice, nor in excess of amounts charged by the Landlord to unassisted Tenants. B. The Landlord shall promptly deposit the security deposit in a Trust Account, maintained by the Landlord for the purpose of holding such security deposits for Tenants of the Landlord, in a bank, savings and loan association, mutual savings bank, or a licensed escrow agent located in Washington. The Landlord shall provide the Tenant with a written_ receipt for the deposit showing the amount of the deposit and the name and address of the bank or other depository. C. When the Family moves out of the dwelling unit, the Landlord, subject to State and local law, may use the security deposit, including any interest on the deposit, as reimbursement for any unpaid rent payable by the Tenant, any damages to the unit, or other amounts that the Tenant owes under the lease. D. Within fourteen (14) days after the termination of this tenancy and vacation of the premises, the Landlord must give the Tenant a written list of all items charged against the security deposit, and the amount of each item. Within the same time period and, after deducting the amount, if any, used to reimburse the Landlord, the Landlord must promptly refund the full amount of the unused balance to the Tenant. E. If the security deposit is not sufficient to cover amounts the Tenant owes under the lease, the Landlord may collect the balance from the Tenant. 6. PROPERTY DAMAGE A. At the commencement of this Lease the Landlord and the Tenant shall complete a written checklist specifically describing the condition and cleanliness of, or existing damages to, the premises and furnishings. The checklist shall be signed and dated by the Landlord and the Tenant, and the Tenant shall be provided with a copy of the signed checklist. B. Tenant agrees to pay the Landlord reasonable charges (other than for normal wear and tear) for all damages to the premises (including equipment supplied to the premises) except for damages resulting from floods, earthquakes, windstorms, or other Acts of God and for all damages to the multi -unit buildings, facilities, or common areas which are found to have been negligently or intentionally caused by the Tenant, Family, or guests. Tenant agrees that payment of all such charges shall become due and collectable the first day of the month next following the month in which the charges are billed. If charges are set off against a vacated Tenant's security deposit, the Landlord shall mail to the Tenant's last known address a written estimate and/or statement of the basis of such charges within fourteen (14) days after the Landlord determines that the Tenant has vacated, together with any refund due. If the monetary obligations (unpaid rent and charges due) of the Tenant exceed the amount of the security deposit, the Tenant agrees to pay such difference when properly billed by the Landlord and/or Housing Authority. No deposit may be withheld to compensate for wear resulting from reasonable and ordinary use. 7. LANDLORD DUTIES A. The Landlord agrees to comply with the Landlord duties specified in R.C.W 59.18.160 and to provide maintenance and services as follows: (1) The Landlord must maintain the unit and premises in accordance with the Housing Quality Standards (HQS). (2) The Landlord must provide all utilities need to comply with HQS and all housing services agreed upon in the lease. (3) Extermination services shall be provided by Landlord as conditions may require, except that the Tenant shall pay for extermination services for Tenant -caused infestation. (4) Repainting shall be provided by Landlord as conditions may require. B. If at any time during the tenancy the Landlord fails to carry out the duties set out in Section 7.A. above, Tenant shall deliver written notice to Landlord with a copy to HA, which notice shall specify (1) the premises involved, (2) the name of the Landlord, and (3) the nature of the defective condition. The Landlord shall respond to such written notice within the time frame specifies in R.C.W. 59.18.070. PROVIDED, HOWEVER, where circumstances beyond the Landlord's control, including the availability of financing, prevent him/her from complying with the time limitations set forth in this paragraph, he/she shall endeavor to remedy the defective condition with reasonable speed. C. The Landlord is not responsible for a breach of the Housing Quality Standards that is caused by any of the following: (I) The Tenant failure to pay for any utilities that are to be paid by the Tenant; (2) The Tenant fails to provide and maintain any appliances are to be provided by Tenant; or (3) Damages beyond ordinary wear and tear caused by any member of the household or guest . D. Maintenance and replacement (including redecoration) must be in accordance with the standard practice for the building concerned as established by the Landlord. 8. TENANT DUTIES (For this Section "Tenant" includes members of the Family) The failure by the Landlord to exercise rights with regard to a default by Tenant in the performance of the following duties of the Tenant on any particular occasion, shall not be considered a waiver of Tenant's duty to perform Tenant's duties on any other occasion, nor shall it prevent the Landlord from considering such defaults in connection with Section 9.A. Tenant agrees as follows: A. Tenant shall make timely payments in accordance with Section 3 and as otherwise provided herein. B. During the lease term, the Tenant shall use and occupy the Dwelling Unit in the following manner: 1) The Tenant will reside in the unit with assistance under the program. 2) The members of the household must be approved by the HA. The family must promptly inform the HA of the birth, adoption, or court -awarded custody of a child. Other persons may not be added to the household without prior written approval of the Landlord and the HA. 3 • 3) The unit r only be used for residence by the HA -approver isehold members. The unit must be the. family's on residence. Members of the household may eng;trin legal profitmaking activities incidental to prim of the unit for residence by members of the family pending and HA approval. 4) The Ten not sublease or let the unit. 5) 6) 7) The Tenant may not assign the lease or transfer the unit. The Tenant must not own or have any interest in the dwelling unit. The Tenant must not provide accommodations for boarders or lodgers. C. Tenant shall supply any certification, release, information, or documentation as the HA (or HUD) determines to be necessary in the operation of the Housing Voucher Program for a regularly scheduled reexamination or interim reexamination of Family Income and composition in accordance with HUD requirements or the HA's Administrative Plan. --- D. Tenant shall not commit any fraud in connection with the Housing Voucher Program. E. Tenant shall not receive duplicative assistance under the Housing Voucher Program while occupying or receiving assistance for occupancy of any other unit assisted under any Federal housing assistance program (including any Section 8 Program). - F. The Tenant shall comply with all obligations imposed upon Tenants by applicable provisions of building and housing codes materially affecting health and safety The Tenant shall report to the Landlord in writing with a copy to the HA any breakage, damage, or need for repairs to the premises or equipment therein, and should promptly report any unsafe or unsanitary conditions in the common areas and grounds which may lead to damage or injury. G. The Tenant shall use only in a reasonablemannerall electrical, plumbing, sanitary, heating, ventilating, air- conditioning and other facilities and appurtenances, including -elevators, and -shall not use any apparatus for heating except that provided by the Landlord without prior written consent of the Landlord. H. If heat is to be supplied by the Tenant, the Tenant agrees to furnish sufficient heat to the premises to prevent damage to the premises. If for any reason the Tenant is unable to provide sufficient heat, Tenant agrees to pay, when properly billed, for any damages to the unit resulting from Tenant's failure to notify the Landlord of the lack of sufficient heat due to any cause beyond Tenant's control. 1. The Tenant shall permit no combustible material to be kept on the premises except in an approved container and shall take every precaution to prevent fire. J. The Tenant shall not erect radio aerials or television antennae without the prior written consent of the Landlord. K. The Tenant shall not keep cats, dogs or other pets (excluding fish or birds), without the prior written consent of the Landlord. L. All vehicles parked on .the property (other than those belonging to visitors) must be registered to members of Family listed on lease. Vehicles must be in working order and must be parked in areas designated for parking. M. The Tenant shall not park trailers, boats, inoperative or disabled vehicles of any kind on the premises or common areas or streets without the prior written approval of the Landlord. N. The Tenant shall not store household or personal property outside the dwelling unit, other than in designated storage facilities, without the prior written permission of the Landlord and shall store such items at the sole risk of the Tenant. 0. The Tenant shall not have a waterbed. 1'. The Tenant shall clean the premises and all equipment supplied to the premises where supplied, immediately prior to vacating and shall return the premises to the Landlord in as clean and sanitary condition as when the Tenant took possession. Q. Tenant shall keep the premises and other such areas, as may be assigned to Tenant for Tenant's exclusive use in a clean, orderly, safe condition, including, but not limited to, cleaning drapes, windows, walls, floors, cabinets, refrigerators, ranges, and ovens, watering and mowing lawns, watering trees and shrubs, and keeping yard clean and neat. R. The Tenant must pay for any utilities and provide any appliances that the Landlord is not required to pay for or provide under the lease. S. Tenant shall properly dispose of all rubbish, garbage, and waste in a clean, sanitary manner at reasonable and regular intervals and assume all costs of extermination and fumigation for infestation caused by Tenant T. Tenant shall not permit a nuisance or commit waste. U. Tenant shall conduct him/herself and cause other persons who are on the premises with Tenant's consent to conduct themselves in a manner which will not disturb Tenant's neighbors' peaceful enjoyment of their accommodations and will be conducive to maintaining the premises or neighborhood in a decent, safe and sanitary condition. V. Tenant shall refrain from, and cause Tenant's household and guests to refrain from destroying, defacing, damaging, or removing any part of the premises. Violators may be prosecuted under R.C.W Chapter 9.A.48 if destruction is intentional or malicious. W. The Tenant and its guest(s) may not participate in any criminal action which threatens persons who reside in the premises or in the immediate vicinity. X. The Tenant may not participate in any drug-related criminal activity on or near the premises. Y. Tenant shall not make any changes, repairs or alterations in the premises (including, but not limited to, painting and wall papering), without first obtaining written consent of the Landlord. Z. Tenant shall permit Landlord, Landlord's employees or agents, to enter the premises whenever reasonably necessary for the purpose of inspecting the conditions thereof, for making repairs or improvements, or to show the premises for re-leasing. Such entry may be made only during reasonable hours after at least two (2) days prior notice in writing to Tenant of the date, time and purpose of the inspection, except that the Landlord, Landlord's employees or agents shall have the right to enter the premises without prior notice to the Tenant if Landlord reasonably believes that an emergency exists or that abandonment has occurred. AA. Tenant shall permit the duly authorized agent, employee or representative of HA, after at least two (2) days prior notice to Tenant, to enter upon the premises for the purpose of performing routine inspections, which inspections shall occur at least annually. BB. Tenant shall notify the Landlord and the HA before vacating the dwelling unit CC. Upon termination of occupancy, the Tenant shall quietly and peacefully vacate the premises, returning possession thereof to the Landlord, and shall leave all equipment and furnishings provided by the Landlord in good order and repair, reasonable wear and tear excepted. DD. The failure by the Landlord to exercise rights with regard to a default by Tenant in the performance of Tenant's duties on any particular occasion shall not be considered a waiver of Tenant's duty to perform Tenant's duties on any other occasion, nor shall it prevent Landlord from considering such defaults in connection with Section 9.A. 4 ▪ TERMINATION OF ANCY A. Termination ancy by the Landlord 1) Require The Landlord may only terminate the tenancy in accor with the lease and HUD requirements. 2) Grounds During the term of the lease (the initial term of the lease or any extension term) or during the renewal term, the Landlord may only terminate the tenancy because of a) Serious or repeated violation of the lease; b) Violation of Federal, State, or local &aw.that imposes obligations on the Tenant in connection with the occupancy or use of the contract unit and the premises; _ c) Criminal Activity or alcohol abuse (as provided in paragraph 3); or d) Other good cause (as provided in paragraph 4). 3) Criminal Activity or Alcohol Abuse a) The Landlord may terminate the tenancy if any member of the household, a guest or another person under the Tenants control commits any of the following types of criminal activity: • Any criminal activity that threatens the health, safety or right topeaceful enjoyment of the premises by other residents (including property management staff residing on the premises); • Any criminal activity that threatens the health, safety or right to peaceful enjoyment of their residences by persons residing in the immediate vicinity of the premises; or • Any drug-related criminal activity or violent criminal activity on or near the premises. b) The Landlord may terminate the tenancy during the term of the lease if the owner determines that any member of the household engages in any of the following types of activity: • Illegal use of a controlled substance; or • Criminal activity regardless of whether the household member has been arrested or convicted of such activity; or • Abuse of alcohol that threatens the health, safety or right to peaceful enjoyment of the premises by other residents. c) The Landlord may terminate the tenancy if any member of the household is: • Fleeing to avoid prosecution, or custody or confinement after conviction, for a crime, or attempt to commit a crime, that is a felony under the laws of the place from which the individual flees, or that, in the case of the State of New Jersey, is a high misdemeanor; or • Violating a condition of probation or parole under Federal or State law. 4) Other good cause:for termination of tenancy a) During the first year of the initial lease term, other good cause for termination of tenancy must be something the family did or failed to do. b) During the initial term of the lease or during any renewal term, other good cause includes: • Disturbance of neighbors, • Destruction of property, or • Living or housekeeping habits that cause damage to the unit or premises. c) After the first year of the lease, such good cause includes: • The Tenant's failure to accept the Landlord's offer of a new lease or revision; • The Landlord's desire to utilize the unit for personal or family use or for a purpose other than use as a residential rental unit; or • A business or economic reason for termination of the tenancy (such as sale of the property, renovation of the unit, the Landlord's desire to rent the unit for a higher rent). 5) Eviction by Court Action The Landlord may only evict the Tenant from the contract unit by a court action. The Landlord must notify the HA in writing of the commencement of procedures for termination of tenancy, at the same time that the Landlord gives notice to the Tenant under State or local law. The notice to the HA may be given by furnishing the HA a copy of the notice to the Tenant. B. Landlord Termination Notice 1) Notice of grounds. • At or before the beginning of a court action to evict the Tenant, the Landlord must give the Tenant a notice that specifies the grounds for termination of tenancy. The notice may be included in or combined with any Landlord eviction notice. • The Landlord must give the HA a copy of any Landlord eviction notice at the same time the Landlord notifies the Tenant. • Eviction notice means a notice to vacate, or a complaint or other initial pleading used to begin an eviction action under State or local law. C. Lease termination or move-out by Family The Tenant may terminate the lease without cause at any time after the first year of the term of the lease, on not more than sixty (60) days and not less than twenty (20) days notice before the first day of the month in which the termination occurs. The Tenant must notify the HA and the Landlord before the Family moves out of the unit. Failure to do so would be considered a violation of the Tenant's Family Obligations and could result in the denial of further housing assistance. D. Automatic termination 1) In the event of the death of the Tenant, this Lease shall terminate automatically without notice as of the later of the following dates: (a) The last day of the month of the Tenant's death. (b) Fifteen (15) days after the date of the Tenant's death. 2) This Lease shall terminate automatically without further notice as of the date of termination of the Housing Voucher Contract by the HA. E. Property left by Tenant Any personal property left by the Tenant after termination of tenancy may be stored by the Landlord. If personal property Left by the Tenant is stored, the Landlord will mail a written notice to the Tenant at the last known address notifying the Tenant that specified articles are being stored by the Landlord at a specified location and that said articles are deemed abandoned and will be disposed of without sale and without further notice forty-five (45) days after the date of the notice unless claimed and removed by the Tenant 5 10. LANDLORD OFFER OF1 W LEASE �. The Landlord may offe enant a new lease for a term beginning at any time after t tial term. The Landlord must give the Tenant w notice of the offer, with a copy to the HA, at least 60 cale ays before the proposed beginning date of the new lease term. The offer must specify a reasonable time limit for acceptance by the Family 11. NOTICES A. Any notice under this Lease by the Tenant to the Landlord or by the Landlord to the Tenant, must be in writing. Any notice shall be delivered according to federal, state or local law, addressed to the Tenant at the premises and addressed to the Landlord at the address stated in Section 1.D. or as follows: Name: TUKWILA VILLAGE I LLC Address: 3006 NORTHUP WAY, SUITE 101 Address: City, State, Zip Code: Bellevue,WA 98004 A copy of any notice shall be delivered to: King County Housing Authority 501 SW 110th Place Seattle, WA 98146 B. Any notice under Section 8, 9 or 10 may be combined with and run concurrently with any notice required under state or local law. 12. MISCELLANEOUS A. Conflict with Other Provisions of the Lease 1) The terms of this lease are prescribed by HUD in accordance with Federal law and regulation, as a condition for Federal assistance to the Tenant and Tenant's family under the Section 8 voucher program. 2) In case of any conflict between the provisions of this lease as required by HUD, and any other provisions of the lease or any other agreement between the Landlord and the Tenant, the requirements of the HUD required lease shall control. B. Prohibition of Discrimination In accordance with applicable equal opportunity statues, executive orders, and regulations, the Landlord must not discriminate against any person because of race, color, religion, sex, national origin, age, familial status, disability, or any other applicable state or local fair housing ordinance in connection with the lease. C. Severability , If any provision of this lease or the application thereof to any person or circumstances is held invalid, the invalidity shall not affect other provisions or applications of the lease which can be given effect without the invalid provision or application. To this end, the provisions of this lease are severable. 13. PROHIBITED LEASE PROVISIONS The following types of provisions are prohibited by HUD. If there is any such prohibited provision in this lease or lease addendum, the provision will be void. A. Agreement to be sued. Agreement by the Tenant to be sued, to admit guilt, or to a judgment in favor of the Landlord, in a lawsuit brought in connection with the lease. B. Treatment of personal property. Agreement by the Tenant that the Landlord may take, hold, or sell personal property of household members without notice to the Tenant, and a court decision on the rights of the parties. This prohibition, however, does not apply to an agreement by the Tenant concerning disposition of personal property left in the contract unit after the Tenant has moved out. The Landlord may dispose of this personal property in accordance with State and local law. C. Excusing Landlord from responsibility Agreement by the Tenant not to hold the Landlord or Landlord's agent legally responsible for any action or failure to act, whether intentional or negligent. D. Waiver of notice. Agreement by the Tenant that the Landlord may institute a lawsuit against the Tenant without notice to the Tenant. E. Waiver of legal proceedings Agreement by the Tenant that the Landlord may evict the Tenant or household members (1) without instituting a civil court proceeding in which the Tenant has the opportunity to present a defense, or (2) before a court decision on the rights of the parties. F. Waiver of jury trial Agreement by the Tenant to waive any right to a trial by jury. G. Waiver of right to appeal court decision. Agreement by the Tenant to waive any right to appeal, or to otherwise challenge in court, a court decision in connection with the lease. H. Tenant chargeable with cost of legal actions regardless of outcome. Agreement by the Tenant to pay the Landlord's attorney fees or other legal costs even if the Tenant wins in a court proceeding by the Landlord or Landlord against the Tenant. However, the Tenant may be obligated to pay costs if the Tenant loses. 6 14. The following additions were made and inserted in the Lease before it was signed by the parties hereto: (Specify or state "None") AS PER ATTACHED 15. This lease has been signed by the parties on the condition that the HA will promptly execute a Housing Voucher Contract with the Landlord. This Lease shall not become effective unless the HA has executed a Housing Voucher Contract with the Landlord effective the first day of the term of the Lease. 16. When signed by both parties, a copy of this Lease is to be provided promptly to the HA. 17. DEFINITIONS Family. The persons who may reside in the unit with assistance under the program. HA. King County Housing Authority HAP contract. The housing assistance payments contract. The HAP contract is a contract between the HA and the Landlord. The HA pays housing assistance payments to the Landlord in accordance with the HAP contract. Housing quality standards (HQS).. The HUD minimum quality standards for housing assisted under the Section 8 Tenant -based programs. HQS. Housing quality standards. HUD. The U.S. Department of Housing and Urban Development. HUD requirements. HUD requirements for the Section 8 programs. HUD requirements are issued by HUD headquarters, as regulations, Federal Register notices or other binding program directives. Lease. The lease by the Landlord to the Tenant. The lease includes the lease addendum. Lease addendum. The lease language required by HUD. Premises. The building or complex in which the contract unit is located, including common areas and grounds. Program. The Section 8 voucher program. Rent to Landlord. The total monthly rent payable to the Landlord for the unit. The rent to Landlord is the sum of the Tenant rent plus the HA housing assistance payment to the Landlord. Section 8. Section 8 of the United States Housing Act of 1937 (42 United States Code 1437f). Tenant. The Family member who leases the contract unit from the Landlord. • Unit. The housing unit rented by the Tenant. Voucher program. The Section 8 rental voucher program. Under this program, HUD provides funds to an HA for rent subsidy on behalf of eligible families. The tenancy under this lease will be assisted with rent subsidy under the voucher program. TENANT By: � - % . , 10/20/99 FARDUS M Date Signed By: 10/20/99 Date Signed LANDLORD By: 10/20/99 Date Signed By: TUKWILA VILLAGE I LLC AUTHORIZED SIGNER Date Signed 7 HACK 815V Rev. 2/1/99 • Mme* cem, Rutz Ie.t.aiA ASSIGNMENT OF LEASE AND LEASE RENEWAL FOR 14406 PACIFIC HIGHWAY SOUTH TUKWILA, WA MARCH 28, 2000 On this 28th day of March, 2000, McConkey Enterprises (Landlord), hereby grants consent to Jaswinder Pabla dba International Indian Cuisine (Tenant) to assign this lease dated June 14, 1999 to Abel Bramuila, dba Taqueria El Rinconsito (Assignee). This assignment releases Jaswinder Pabla and Brian Singh Hare, dba International Indian Cuisine, from any and all obligations under this lease dated June 14, 1999. (Exhibit A) All terms and conditions of the original lease remain the same until the lease expires on August 30, 2000. The Landlord hereby grants a Lease Renewal to Abel Bramuila, dba Taqueria El Rinconsito (Assignee), on the following terms and conditions. 1. Landlord McConkey Enterprises has transferred its interest to Tukwila Village II, LLC an entity 100% owned and controlled by Fred McConkey. Rental payments are payable to Tukwila Village II, LLC on the first of each month. Please mail rent and notices to: Tukwila Village II, LLC c/o McConkey Development Company Inc 3006 Northup Way, Suite 101 Bellevue, WA 98004 2. Lease Term The original lease expires on August 31, 2000. With the signing of this agreement, Assignee hereby renews the lease for a three-year term, beginning September 1, 2000 and ending August 31, 2003, subject to Landlord's cancellation provisions. Landlord may at Landlord's option, terminate this lease by serving three (3) months prior written notice to Assignee. Assignee understands that the building will be demolished and redeveloped at a future date, which cannot be determined at this time. Therefore, Landlord reserves the right to terminate this lease as provided above. Page 2 of 5 RE: Assignment of Lease anease Renewal 3. Rent The rental schedule is as follows: Rent CAM* Rent Total Original Lease Period April 1, 2000 to August 31, 2000 $2,500.00 $300.00 $2,800.00 Renewal Period Year 1— 9/1/2000 to 8/31/2001 Year 2 — 9/1/2001 to 8/31/2002 Year 3 — 9/1/2002 to 8/31/2003 $3,000.00 $3,250.00 $3,500.00 $300.00 $350.00 $375.00 $3,300.00 $3,600.00 $3,875.00 *CAM charges are a monthly reimbursement from Tenant to Landlord for payment of real estate taxes, building insurance (not Assignee or tenant liability insurance) and property management fees. All other utilities and expenses are the cost and responsibility of the Assignee. 4. Use The use of the premises shall be for preparation and serving of food (dining). The Landlord approves of a Beer and Wine License, but prohibits the use of a Hard Liquor License. Assignee shall not use the premises for any other use and Landlord expressly prohibits the use as a dance club or disco tech. Should Assignee or its customers create any nuisance, or require any police intervention as determined by Landlord, then Landlord shall immediately declare this lease in default and terminated. 5. Condition of Premises Assignee accepts the premises in AS -IS condition and is responsible for all Building Permits due to Assignee's renovation of premises. The following equipment is owned by the Landlord: a. Kitchen Hood and Fire Suppression System b. Big Screen TV c. Walk-in Refrigerator and Compressors d. Dishwasher MCCONKEY DEVELOPMENt 4258229393 ' 03/30 '00 13:25 N0.594 04/06 Page 3 of 3 RF.: Assignment of Lcise and Lease Ro4newal t. In witness hereof, Landlord. tenan and Assignee, hereby execute this Assignment of Lease and Lease Renewal this ./ : day of �; , 2000. Agreed and Accepted: Landlord Mceonkey enterprises. A Washington Sole Pnnprie orship • • • Landlord (renamed) ; 4/-4e • • • • Tukwila Village II, A Washington Litnitedl Liability Company Tenant laswinder Pabia dha International Indian Cuisine Assignee Abel Brarnuila dba Taqueria Lt Itulcoit ito Notices to Assignco at! Abel Dramuila P.O. Box 416 Kent, WA 98035 riLL.UNKtr DEVELOPMENT 4258229393 03/30 '00 13:26 NO.590 05/06 Page 4 of 4 RE. Assignment of Lease and Lease Renewal Individual Stale of County of )ss. Before me, the unddrsigned, a Notary Public: in and for said county and state, personally appeared Fredrick W. McConkey, as President, of McConkey Enterprises, A Washington Sok Proprietorship. known to tete to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that the ssmc subscribed to the foregoing instrument and acknowledged to me that the same was the free act and deed of the said corporation and they executed thc same act Of such corporation for the purposes and consideration therein expressed and in the capacity fhes<ein stated. In testimony whereof. 1 have hereunto sot my htlnd and official scat at OP day of �Qt_(>., , 2000. Corporate State of Vaa tary Public otary Public in and siding ut pointmcnt Expires:_ 60t, this Pa xwet faoteek, r the State of County of )ss. Before me. the undersigned, a Notary Public in and for said county and state, personally appeared Fredrick W. McConkei, as Member, of Tukwila Village 11, LLC. A Washington Limited I.iahility Company, known to me to be the person whose name is subscribed to thc foregoing instrument and acknowledged to me that thc same subscribed to the foregoing instrument and acknowledged to me that the same was the free act and deed of the said corporation and they executed the same act of such corporation for the purposes and consideration therein eicpre4sed and in the capacity therein stated. In testimony whereof; I have hereunto set my hand d official seal at itliza ___--- day nt otary Public Mary Public in and siding at _. . 2000. his ppointment Expires: `1 ( MCCONKEY DEVELOPMENT 458229393 Page 5 of 5 RE: Assignment of Lease and Lease Renewal Tenant Acknv".1odsmcnt State of _L`�RD�► ..� )ss. County of .. 03/30 'it 13:26 NO.590 06/06 t3el'vre Inc. the undersigned. a Notary Public in and for said county and state, personally appeared Jaswinder Pabla. as the Owner, of International Indian Cuisine known to me to he the person whose name is subscribed to the foregoing instrument and acknowledged to me that the same subscribed to the foregoing. instrument and acknowledged to me that the same was the free act and deed of the said person and they executed the same act of such person !'or the purposes and consideration therein expressed and in the capacity therein stated. In testimony whereof. T have hereunto set my hand and official seal at , this '-0day of , 2000. • otary Public 101411/6'otaty Public in an for the State of UV,15ytlb� s "lesiding at _ r, *-Appointment Expires: OP W S Assi nee Ac - punt State of )SS. County of ) Before me. +he undersigned. a Notary Public in and for said county and state, personally appeared .true! Braejuiia. as the Owner. of Taqueria R1 Rinconsito known to me to be the person whose name is Subscribed to the foregoing instrument and acknowledged to mc that the same subscribed to the foregoing instrument and acknowledged to me that the sante was the free act and dccd of the said person and they executed the same act of such person for the purposes and consideration therein expressed and in the capacity therein stated. In testimony whereof. 1 have hereunto s t ty hand and official seal at f7 ; this . 1000. 1 _____ nem Pew lttzAaETN PARROTT DAME AV Appointment Ex *es Jon 12. 2004 ilia day of Notary Public Notary Public in residing at Appointment Expires: r the State of _A AO fif -10 • STANDARD INDUSTRIAL LEAST 1. PnWe. la dated. for reference purposes only, ' UNE A between INA C{L\VA.2 F,.r0000lsmc kiehi);(Yi 4 19 19 Is made by and (herein called "lessor") and -alQtlx.1 SsAI ►*iso -SAS tatt. ttre IC AVMA [�tA T 1 v,00e L-Tte.SAt- TLCk A1.1 C LN.St 6-Ne(INroln salted "L 2. Premises. Lessor hereby leasee to L and L I Irom Lessor for the term, el the renlal, and upon on of the conditions sot lorlh herein, that certain real property situated In the County of �1tV{� 81a1e ol \_I. KS.Oet XviNC1.i common* known a 1'-4'1 *D tekruYA SptiTkiti +i' ukCy ll�,A liJek and described as Sitit40 Pe2. I1Siiern•SE. Sold feel properly Including the land and all Improvements therein. Is herein called "the Premioee".• 3. Term. 3.1 Term. The term o1 lhls Lease shall be for 1 'TEAR- I commencing on P',062..05T ;a1 ) Mct unless sooner terminated pursuant to any provision hereof. 3 2 Delay In P ton. Notwithstanding said commencement dale, Il for any reason lessor cannot deliver possession of the Premises in L on sold date. Lessor shall not be subject to any (lability Iherelor. nor shall such tallure affect the validity of this loose or the obligations 01 L hereunder or extend the term hereof, but In such case, Lessee shall not be obligated lo pay rent until po Ion of the Premises Is tendered to Lessee; provided, however, that 11 Lessor shall nol have delivered possession of the Premises within sixty (60) days from said commencement date. L ay. all s option. by notice In writing to Lessor within ten (10) days Iherealter, cancel this L ease. In which event Ilia parties shall be discharged from sit oblIQallons hereunder; provided further. however, that II Stith wrlllen nollce of Lessee Is not received by Lessor within snit len (10) day period, L s rIghl to cancel this Leese hereunder shall terminale and be of no further force or ellect. 3 3 Early Possession11 Lessee occupies the Premises prior to sold commencement dale, such occupancy shall be stillest to ail provisions hereol, such occupancy shall not advance the termination dale, mull shall pay rent for such periods! the initial monthly rales set forth below 4. Rent. L shall pay to Lessor as rent for the Premises, monthly payments or $ �.tr�[f1. GO 176 In advance, on the day of each month of the term hereof. Lessee shall pay Lessor upon the execution hereof S 5,LICO • DO U.4 es sent la ?RST to.aD L ISI 1./1Dl smlc OP `WEL LEASE PLus -T15- t'ntoa.Xtr4 cPrtpe, -NU t Et iO and ending on Qikt)6LOST 20 j Q.1.42) Rent for any perlod during the term Wool which Is for less than one month shall be a pro rale portion of the monthly Installment. Rent shall be payable In lewlui money of the United Stales to Lessor at the address slated herein or to such other persons or a1 such other places as Lessor may designate In writing S. Security Deposit. 1. hall deposll with Lessor upon execution hereof $ .___"•S� .....____ ___._. as security for L s laltilul pet lormanncsoll s obligations hereunder. II Lessee 1511310 pay reed or other charges due hereunder. or otherwise defaults will, respect to any provision ol 11,131easeLessor may use. apply or retain all or any portion of said deposit for the payment of any rent or other charge 111 default or for lire payment ol any other s to which l assor may become obligated by reason of Lessee's default. or to compensate lessor tot any loss or damage which Lasso, may suffer thereby 11 Lessor so uses or applies all or any portion of said deposit. Lessee shall within len (10) days alley written demand Iherelor deposit cash with Lessor In an amount sufficient forestore said deposit l0the full amount het lnahoveslatedend(esseesfailure to do so shall be a material breech of this Lease. 11 the monthly rent shall, from lime lo limn, Increase during the tem of this Lease. Lessee shall thereupon deposit with Lessor additional securlly deposit so that the amount of security deposit held by Lessor shell at all Mmes bear the same proportion to current lent es the or Iglus' security deposit bears to the original monthly rent set forth In paragraph 4 hereof Lessor shall nol be required to keep said deposit separate from Its general accounts. 11Lesseeerformsall o1l'sobligations hereunder. said deposit, oraomuch !her sol as has not theretofore been applied by Lessor. shelf be returned. without payment 01 Interest or other increment for Its use. to Lessee (or. a1 Lassoes option, to the tial assignee. If any. of Lessee's Interest hereunder) el the expiration of the term hereol, and eller Leasee has vacated the Premises. No trust relationship Is created herein between Lessor and lessee with respect to said Security Deposit. 6. Use. 8.1 Use. The Premises shall be used and occupied only for ?fEfte.Pi tClJ Pima Se2u 11.16•. LSF' Pmts / Vet t t►� �� or any other use which to reasonably comparable and for no other purpose. 6 2 Compliance with Law. (a) Lessor warrants 101 that the Promises, in 11, stale existing on the date the%lheLease term commences. but without regetd to the use for which L will use the Premises. does not violate any covenants or restrictions ol record. or any applicable building code, regulation or ordinance In effect on su.;h Lease tarn) commencement dale. In the event it Is determined that this warranty has been violated. then 11 shall he the obligation of the Lessor. alter written notice horn Lessee, lo promptly. at Lessor's sole cost and expense, rectify any such violation. In the event 1. does not give to Lessor written nollce of the violation of this warranty within six months front the date thal the Lease term commences, lite correction of same shell be the obligation of the L at 1 's sole cost. The warranty contained In this paragraph 8.2 (a) shall beef nn force or effect 11. prior 10 lire dale of this L ease. L was the owner or occupant of the Premises. and, In such event, lessee shall correct any such violation al L a sole cost. (b) Except as provided In paragraph 6 2(a). Leasee shell. al Lessee's expense. comply promptly with all applicable statutes. ordinances. rules. tegu tattons. code's. covenants and restrictions of record, and requirements in ellecl during the terra or any part ol the lvm hereof. regulating the use by 1. of the Premises. L shell not use nor permit the use of the Premises In any manner that will tend to create waste ora nuisance or, if there shall be more than ons tenant In the building containing the Premises, shall tend to disturb such other tenants 8 3 Condition o1 Premises. 1a) lesson shall doliver 11re Premises to Lessee close and free ol debris on Lease co,nmencerne,iI dela (unless Lessee Is already 1n po Ion) end l essor further warrants to L lhal the plumbing. lighting. air conditioning, healing. and loading doors In the Premises shall he In good apes alingcondillnn on the lease commencement dale. In the event Oval It Is determined that this warranty has linen violated. then it shall he the obligation of Lessor, eller receipt of written notice from Lessee selling lorih with speclllclly the nature ol the vlotNlon. to ptomptty. alt assns s solo cost. rectify such violation Lessee's White to give such written notice to Lessor within thirty (30) days alter the 1.11030 commencement dile shall cause the conclusive presumption that Lessor has compiled with all of Lessor's obligations hereunder the warranty contained In this paragraph 8 3(n) shall be of no Some or effect 11 prior 10 the date ol lids Lease. Lessee was the owner or occupant of the Premises (b) Except es otherwise provided In this Lease. Lessee hereby accepts the Premises In their condition existing as of Ilia 1 ease commencement date or the dale that L lakes possession of the Premises. whichever Is earlier, subject 1n all applicable toning, municipal, coin sly and stale laws, ordlnence, and regulations governing and regulating the use of the Premises. and any covenants or restrictions of record, and accepts this Lens° satiric( thereto end to all matters disclosed thereby and by any exhibits attached hereto L acknowledges that neither Lessor nor L osaor's agent las made any representation or warranty as to the present or luluse suitability ol the Premises Inr the conduct ut Lessee's business 7. Maintenance. Repairs and Alterations. 7 1 1. 's Obligations. L shall keep In good order, condlllon end repair the Premises and every pert thereof, structural and non structural, (whether or not such porllon of the Premises requiting repelt, or the means of waiting the same are reasonably or readily accessible to 1. , and whether or not the need for such repairs occurs as a result of t.onsee's use, any prior use. the elements or the age of such pot non o1 Ilia Premises) Including, without noodling the generality or ilia lorngoing, all plumbing, healing, sin conditioning. (1, than procure and maintain. al l s expense. an sir conditioning system maintenance contract) ventilating, electrical, lighting facllllles and equipment within the Premises, Halm as. walls (interior and exterior,. foundations. ceilings. 10o13 (Inlerlur and exterior), floors, windows, doors. plate glass and skylights located within the Premises, and alt landscnping, driveways, parking lots, fences and signs located un the Premises and sidewalks and perkweys adjacent to IM Premises. 7.2 Surrender. On the last day of the term hereof. or on any sooner termination. I. shall surrender lire Premises In 1.15101 In the fano condition as when received. ordinary wear and leer excepted. clean and free of debris. L shalt repair any damage to IhePremises occasioned iki.AeInamea,r blow Sow r A,,rrh ,a. k.Mddel nail l ode Asurkxkr, %Vie r1P T Intllais: by the Instellallon m relnovel of L de Holmes. furnishings and equipment Notwllh _. ling anything to lite contrary olhevelse staled In It:aease, 1 shall leave ll. .1, Hn. ver panels, electrical dishibultonsyatena,llghlh dui ace healers. alrconditioning. plumbbog end fencing on the premises In goo s .ng condition. 7 3 Lessor's Right". If Leeseo perform 's obllgallons under this Paragraph 7 or un y ollel parapnaph of this L0'16.143301nay at Ns option (but shall not be ed lo) enter upon Iho Premises ayes len (10) days pilot written notice 10 L (except In the case of an slnergooey in which case no notices all be required). perform such obligations on L s behalf and put the sante In good oodor, condition and repill, and 1he cost Mateo' together with Interest thereon at lite maximum rete than allowable by law shall become due and payable as additional rental to Lessor together with l 's next rental installment. 74 LessoisObllgatlons. Except too the obligations ol Lessor under Posing's/3h 8.20) and 11.3(e) (relating lo Lessor's war i only). Pet ago sob 9 Isolating to destruction of the Premises) end under Paragraph 14 (relating to condemnation ol the Premises).It s Intended by lite pules herothat st l asst ave no obligation. In eny manner whatsoever, to repair and matntsin the Premises nor the buildng totaled thereon nor the equipment them%, whether shuciurel or non structural. all of which obligations me Intended to be that of the Leasee undo. P.;sgraph 7 1 hereof. l expo ssly wolves the benefit 01 any Mishits now or heretiallo, in effect which would olherwlss afford L lire tight to make repairs al Lessor's expense or to terminate this Lease because of Lessor's failure lo keep the premises In good order. condition end repair 7.5 Alterallons and Additions. (a) shall nut, without I essor s polo( wrlllen consent make nay alterations. Improvements, additions, un Utility lost illations In, 0n no aboul the Prambes, except for nonstructural alterations not exceeding $2.500 In cu !alive costs during the tonin 01 this Lease In any event, wlu,lho or not In excess of $2.500 In cumulative cost, 1.03306 shall nuke no change or alteration to the foxier lot os lite Premises not the ex Mt lot of the hulldtng(s) on the Premises without 1 03101'3 prior wrlllen consent. As used 1n ltd. Peregyropts 7.5 Ilse teen "Utility Installation' shalt mean carpeting. window coverings, air lines. power panels. eleclnlcal distribution systems, lighting Salutes. space heaters. all conrllhming, pl Wog. awl fencing I essor may tequila that Lessee remove any or All of said aftoralions.Improvements, additions or Utility Installellons al the eaphelion of the lent. and !setons the Po woolseS 10 their polo,' condition 103501 may 'coolie lessee to piovlde lessor. at s antes coal and expense, a than and consolation bond in e1 amount equal 10 one and one -hell limes the estimated cost of such Improvements, to Insure 10330; au atrial arty liability tun mechanic's sod in*le,tahnen s (lens and to loroune completion ol lite work. Should Lessee make any alsoraUuns, lis provements, additions c; Utility installations without the prior approval ol Lessor. Lessor may requite that t.essee remove any or all of the same (b) Any shin &Ions. Improvements, additions or Utility Imslallallons In, oo shout the Pr emises that L essee shell Jostle to make and which •ospdres the consent 01 the Lassos shall be presented to Lessor In written forst, with proposed detailed piens. II Lessor shall give its consent. lht0 consent shall be deemed conditioned upon 1. acquiring a permit to do so hot spin opt late governmental agencies. Nle furnishing of • copy thin sot to Lessor prior to the commencement of Me work and Iha compliance by Lessee of all conditions of sold pet mil Ina prompt and expeditious Itlanlal (c) lessee 311511 pay. when due, all claims lot Tabor or millet la's furnished or Mlegod to have been turrdahud so or lot 1 al nt lo, lea In the Poe ises, widc:h claims me 0t may be swan ed by any mechanics' or mate,talmen s lien against the P,emises un any Interest Matelot L essee shall give Lesson not less Than len (10) days nonce pi log to the counnotcemenl 01 any work In Ilse P,smisos, and Lessor shall have the night l0 post notices of non raspwtslbility In on on Ilse Premises as provided by law 1) Lessee shall. In good faith, contest the validity of any such lien, claim or dogwood. then 1 shall, at lis sole expense delend Itself and Lessor against the same and shall pay and sottish; any such solve' se lodgment that may be send/tad lite; eon belme the anion cement thereof against the Lessor or the Premises, upon the condition that 11 L esso. shall ',quire, l essee shell 1 Isis Io Lasso; a sof ly bonsdsatlslactory to Lessor in an amount equal to such contested Ileo claimer demand IndamnilyIng 1 essor against babllity for the sense and holding the Premises Ices from the collect of such lien or chain,. In addition, Lessor ;nay requite 1. to pay Lessor's mrunleys less and costs In patllclpaltng In such action II Loss°, shall decide II Is to Its best Interest to do so. (d) tinlass l essor requl,es 11101,1emoval as set tooth In Paiagn aph 7 5(a). all alter asfoots, Improvements, eddltlons atoll litany InslalIal' (whether or not such Utillly 10111011111011S conslltute (rade limiures of Lessee), which may be mads on the Premises, shall become Me piapes 1y 01 Lessor and remain upon and be surrendered with the Premises a1 the expiration of the term. Notwithstanding the provisions of this Psragpaph 7 5(d). Lessees machinery and squlpment. other than the► which I1 affixed (0 the Promisee so that Il cannot be removedwlthoul material damage to the Premises, shall remain the ptopsrty of lessor and may be removed by Lessee subject to the ptovielont ol Petrograph 7.2. 8. Insurance Indemnity. 8.1 Insuring Patty. As used In this Paragraph 6.1110 hum "insuring party" shall mean the party who has the obligation lo obtain the Properly Inswancsrequired hereunder The inswing patty shall be designated InPelage aph48het Got Inthe event t.essol Is the Is mot Mypafly. I essor shall also mairdabi 1110 liability insurance desctlbed lot primgnsph 8.2 hereof, In addition (0. and not in lieu 01, (he lnsu,alice requited lobe maintained by l essee under said paragraph 8 2, but Lessor shall not be required to name L es an additional insured on such policy Whether the Inuring per Iyy Is the 1.0111101 or the !.essee, l shall, es additional sent for the Premises, pay Ilia cost of ell Insurance required het monde,. except for that million ol the cost aI l,lbulable 10 lassoes liability Insolence coverage 11, excess of $ 1,000,000 per °Celli fence. Il Lessor is the Inswing petty t e s see shall, within len (10) days following demand by lessor, ,elmbu,se Lessor for the cos( of lite Insurance so obtained. 8.2 Liability insurance. 1. shall al Lessee's expense obtain and keep 111 force during the farm of this lease a policy of Combined Single t holt. Bodily holm, and PoopenlyManage lnsur*nue Inswing Lessor and 1 against any liability arising out 01 the owuetship. use, occupancy or mdnbnance of the Premises and all uses appurtenant thereto. Such insurance shall be a combined single limit policy to en amount not fess than 8500.000 per occurrence. The policy shell Insure pstformancs by 1 1 the Indemnlly provisions of Ibis Paragraph 8. The limits of said Insurance shall not, however. limit she liability of L hereunder. 8 3 Properly Instance. (a) f he Inswing pally shall obtain and kenp In force during Iha tern ul this Lease a policy or policies of Insert ante coveting loss or damage 10 the P,eml,es. In the sou unl 01 the hall teplacenienl value thereof. as oho sante may exist from Ilona to time. which Ieplacen ant value Is mow $ ..__._��._._.___— _ . , but tri no even) less then the 10101 amount required by lenders having (lens on the Promises, agalnsl all petits blcluded enlists. doe classification ol the. extended coverage. vandalism. malicious mischief, flood (in the event same 13 twittered by a lender having a hen on the P.enslses). and spacial extended perils ("all risk" 113 such taint Is used In the Inlurance Industry) Said instants shrill provide los paynenll of loss Ilereumdes to 1 53301 01 It the holders of mortgages or deeds of trust on the P.emises 1 he Insuring party shall. In ndddion. obtain and keep lm lance doling the lulu of this Lease a policy of imolai value Insurance covering 6 potlud of one yam, with loss payable so 1 nsson which haw soca shall also coven all real estate taxes and instunoIce costs lar said period. A stipulated value at agreed ammttell endur'einent deleting the coinsurance provision os the policy shall be procured wills said Insurance as well as am automatic increase In Insurance endorsement causing tale Increase un annual properly loses ance coverage by 211 per quarter 11 the Insuring party shelf In11 to procure and maintain tain said immune 0 the vibes pmt Iy may, but shall not be lugtirrd to prucurs and maintain liie smoke. bul al the expense of 1 useee 11 such hosts' mire eulengo tun a dodus:frr.le choose. the deductible amount sludI nut exceed $1,000 poi occurrence, and 1. shall be liable for such deductible amount. (b) 11 Nue Pr emises are pet of a forger building, or Il the Premises ere part ol a group of buildings owned by l.ussor which are adjacold to the Premises. then Lnssoe shall pay lot any Increase In tato propetly Insurance oI such other building or buildings 11 said Increase 13 caused by 1. s acts, omissions, use os occupancy of the Premises. (c) 11 the Lassos Is the insuring party the Lessor will not insure L 'a fixtures, equipment or tenet improvements unless Ilto tenant improvements have become a part of the Pietnises under pat Niglio', 7. hereof. Elul 111 1s the Inswing party the Lessee shall Insure its fixtures, equipment and Isnot Improvements. 5.4 Insurance Policies. Insurance required Hereunder shall bo In companies holding a "Ooneral Policyholders tinting" of al least 8 plus. or 300% 011101 tiling es nifty be required by a leaden having is !ten on Ilse Ptendses, as sol foil's In the most current Issue ul 'Misr s fosse mice Guide" i he hawing panty shall deliver to lite oche pally copies 01 policies n1 such Insurance o; cetlllh:riles evidencing Ilse existent a mid emuunts of such insurance with loss payable clauses as required by this paragraph II No such policy shall be ,:an,.lbblu o, Sub(eCl l) ,eli,CIloii '11 l:tJvoliliptI 0,011,0, ntodllicatlonexcept shoo tinny (30) days prior SOF 1114111 nonce Io Lossor 11 Lessee Is the inswing pasty strait al least noisy (30) days prior 10 Ilse expire • of sects policies, loutish 1. essor with renewals of "binder s" lbere0l, or Lessor may 00101 such haurante and cherge Ilse cosi thereof to t essee, which unwind shall be payable by t essee upon demand L e3s00 shall nal do or pan nil to be done anything which shall Moonstone 1110 swim mice polscles taloned trills Per ogreish 8 3 11Lessee does or pernills lo be done anything which shall Increase tise cost of the 4;31061mo pun. les i elated to In Pao ego a 3. then lessee shall Imlhwilh upon Lessor's demand rebnburne 1.05501 for any additional pre attributable lo any act Of o0ibslon 01 01161411011 us 1 eausing such increase In Ne cost ol Insurance 111 esaor Is Ilse Insuring panty. end if the ln.u,ance policies maintained her minder cover other improvements in addition 10 Ilia Premises. t.essor stroll deliver in 1 a written statement setting hunk the a11Wr,n 11 Of any such insist slice Cost Incl ease and showing in 10650t111110 detail gid 1110l.iier In which 11 has been computed 8 5 Waiver of Subrogation. L and lessor each hereby release and relieve Ilse other• and waive their entire right of recovery against Ilse ower fur toss 01 damage arising out of or Incident to the peons Insured against under paragraph 8 3, which petits occur In, oto or about to Pt emises, whether due to the negligence of Lessor or l or their agents. employees. contractors and/or Invitees. WHO and lessor shall. upon obtaining lite policies of Insurance required halautder. give notice to the insolence carrier or carriers that the foregoing mutual willow of subrogation 13 contained In this Lease 88 Indemnity, Lasses shall Indemnify mid hold harmless 1 osso, Irons and against any and alt claims noising loom 1 Osseo s use of Ilse Premises. or from Ilse conduct of lessee's business of Irons any activity, work on 11111105 done• permitted or Buttered by Lessee in or about the 1' Ises or elsewhere and shall further indemnify and lurid Isar11less Lessor loom and ngnlnsl any and all claims arising from any breach or delimit o., Iho les I0un6nee 01 any uhligdl.nn o i t essee s past to be pas loomed under Ilia loons of lids I. ease• or arising from any negligence of the Lessee. o. any ul L ossuu s ngunls, conhnclos 3, or employees, and 1,0111and nominal all cosh• allot nay s lues, expenses and Ilahlillius Incus led in the delninse of any such claim co any action or proceeding broughl Ihunaun; and In case any acllon or proceeding be brought against L osans by reason el any such claim, 1.osse0 upon notice 1 1 0sso1 shell defend the same III lessee's expanse by counsel saIlstacluny to (.easel Lassen. as a material part oI the consideration to I ussun hereby ASS unses all tisk of danage lo pushes ly or minty so persons. in. upon or about Ilio t'rrnlisns If 150119 from any Cause .and I.ess,e 1101nby wanness all claims 10 n,nporl thereof against 'Assaf 8 7 Exemption of tenor hoar Liability. Lessee hereby agrees 11361 Lessor shall nut be liable fur Injury lo Lesson s husirinss of any loss of Inc thou oft Oise in Int d:umlfpi 1o. Ula goods. wares, uwrt:hmadise tot otter piopetty of Lessee. Lessen $ auiple.yert: invlinuz 1 051001015, 04 any . 1hm 11015011 in 111 ebuml 111., 1',1111115115. ,hall 1 053111 110 11,111111 10, In(iay Ion the person ul 1 11350o. 1 estate s onlpiny•rns. ags•1ds 01 e.unlrnctoes, wh0lhe1 such damages or Iniury Is 1:110aad by 0110$111151 Ili e. steam. electitclly, gas, Witter ser 15111,.11 Ir•111 (1,,' brnnlaq.t, lends ape 01,3111lclIon or sena/ detects ol pipes. 'winkles,. who'. mph/ince,. plumbing. air condi) j Or lighting lIstutes. ni horn env other cause, whether Me said dannegeorin)u.y,•snitsr0113co11durouearlsingu9asthe Premises orupon1,11101portions mlthe bmisdhtg01which Ilse I'uunlwsare a�pail. of hum ,liter souueea of places A1141 11.11111 MOSS 111 whnihrl the C1111301/1 such damage or Injury of 1110 tenants of reprinting111.71611* is beccnbstbla lo Lasers. Lessor stall got bo llehlo fur any damages mitring hum any ROI Or mottled ul any other lunnnl, 11 any, of taw Wilding In which 1110 Piernillei we Incated, , 10111.18' lir t 9 1 DellnllIons. (e) "Prendses Mullet Dnmege .11 herein mann damage or destruction to the Per 38 10 the extent !hal the cost of repair Is less than 50% of the then replacanrooa cost of 1 .dries. "Premises Building Partial Damage" shell 1,... ern n image or destruction 10 the building of which Ilio Premises are a part l0 11 0t Ihnn the cost of repair Is less then 50% of Ito then reels 1 cost ol such building as a whole. (b) 'Premises 1 mist Dash W. shall herein moan damage or destruction to the Premises 1 re extent that the cost of repair Is 50% or mere ol the then replacement coal 0111m Premises. "Premises Building I oral Destruction" shell herein mean damage or destruction to the building of which the Premises roe n part to the extent Ilm1 the corn of repair Is 50% or more of the Then replacement cost of such building ns a whole. (r.) "Insured Loss" shall heroin mean dmmnge or destruction which wns ceusnd by nn event requited 10 bo covered by the Insurance described In peregrnpb 0. 9.? Pant.) Damage — insured Loss. Suh(ecl to the provisions of peraprnphs 9.4.9 5 end 9 0,11 nt any time during the term of this Lease (here Is dmmnge which Is an Insured Loss and which halls Into the clnsslllcalton of Promises Nutlet Damage or Premises Building Partial Damage. then 1.ossor shall, at lessor's expense. repair such damage. but not Lessee's fixtures. equipment or tenant improvements unless lire same have become a purl nI the Promises pursunnl 10 Psrngreph 7.5 hereof as soon as reasonably possible and this lease shall continue In hill force and effect Notwithstanding Ire above. If the lessee Is the insuring pro ly, and it the Insurance proceeds received by lessor mo mol su111cienl to effect such repair, lessor shalt glue notice to Lessee of the emoted required 10 addition to the isurnnce proceeds to el feel such repair Lessee shalt contribute the required amount 10 Lessor within len days eller Lessee Ines received nollce from Lessor oI the shortage In the Insurance. When lessee shall canhthule such amount to Lessor. Lessor shell make such repairs es soon as reasonably possible and this lease shall continue In lull force sod enact. lessee shall Ir no event have any right to reimbursement for any such amounts so contributed. 9 9 Partial Damage — Uninsured loss. Subject to Ihn, provisions of Pat nirmolts 9.4.9 5 and 9 0,11 et any lime during the term of this l ease there Is damage which Is nol nn Insured Loss are which falls within the class! tendon of Premises Partial Osmege or Premises Building Partial Damage. unless caused by a negllgenl or whilst act of lesson (In which event Lessee shell make the repairs al Lessen a expense). lessor 'nay at I.ersur 3 option either (I) repair such damage as soon are reasonably possible at lessor's expanse, In which event this Lease shell continue in hill 'nice and elect. or (11) give written notice to Lessee within thirty (30) days alter the dale of the occurrence oI such damage o' lessor s Intention to cancel end terminate this Lease. as of the date of the occurrence ol such damnpe. 11111re event Lessor elects to give such notice of Lessor s Intention lo cancel and Int minivan lids tease. Lessee shall have the right wllhtn len (10) days Aller lire receipt ol such notice to give written notice lo Lessor of Lessee s Inlenllnn ho repair such damage al lessee s expanse, without reimbursement from l ease/. In which event this Lease shell continue In lull torte and oiler. and lessee shall proceed lo make such repairs ns soon as reasonably possible 11 Lessee does not give such notice within such 10 day patina !Ida tense strain he cancelled and tnrnb,aled as of the dnle of the occurence of such damage. 9 4 Total Dashucllon. 11 nl any lime during the Im1n of this Lease there In dmmege. whether or not an Insured loss. (Including destruction required by any authorized public authority), which falls Into the classification of Premises Total Destruction or Premises Building Total Destruction. this lease shall automatically terminate ns of the dale of such Iota) destruction. 9 5 Damage Near End of Term. (a) II al any liege during thetas' six months ol the Ierrn of this Lease (here Is dmmige. whether or not 50 Insured Loss, which hills within the clnssiflcellon of Premises Partial Damage, Lessor may al Lessor's option cancel and terminate this Lease as ol the dale of occurrence of such damage by giving written notice In Lessee of Lessor s election to do so within 30 dnys niton the date of occurrence of such dnrnege. (b) Notwithstanding pnrngiepli 9.5(a). In the even) lint Lessee has An option la extend or renew ibis Leese. and the time within which said option may be exercised has not yet expired. Lessee shall exercise such option, If II Is 10 be exercised al ail. no toter than 20 dnys alter the occurrence of nn Insured 1 oss lolling within the classification of Premises Partin! Dainnge during the last six months of the term n1 this Lease 11 lessee duly exercises suchoptlnn during said 20 day period. Lessor shall, al Lessor s expense, repeir such damage es soon es reasonably possible and sib Lease shall continue In hull force and ellecl. II Lessee Inlls to exercise such option during said 20 day period. then lessor may al Lessor s option terminate and cermet this Lease es of the explrstton of setd 20 day period by giving written notice to L of Lessor's election 10 do so weld's 10 days slier the explrnllon of said 20 day period. notwithstanding any term or provision In the gran) of option to the contrary 9 R Abatement of Rent: L 's Remedies. (a) In 1be even) of dmnage described In Pnregraphs 9 2 or 9 1. and lessor or Lessee repairs or restores the Premises pursuant to the provisions of this Paragraph 9, the rent payable hereunder for the period during which such damper. repair or restoration continues shell he abated In proportion to the degree to which Lessees use ol the Po emises Is Impaired. Except for abatement of rent. 11 any, Lessee shall have no claim nesinsl Lessor for any damage suffered by meson of any such damage. destrucllon, repair or restoration. (h) 11 Lessor shall be obligated to repair or reslore the Premises under lire provisions of this Paragraph 9 and shall not commence such repair or restoration within 90 days alter such obligations shall occurs. Lessee may a1 Lessee's opllon cancel end terminale this Lease by giving t essm written notice of Lessee's election to do so el any time prior 10 Ilse commencement 01 such repair or restoration. In such event this Lease shall terminale as of Ilia dole of such notice. 9.7 1 erminatlon — Advance Payments. Upon termination of this Leese pursuant lo liras Peregraph 9. an equltshle edluslment shall he made concerning advenco rent and any advance payments made by l asses to Lessor Lessor shall. In addition. return to Lessee so much of L 's security deposit as has riot theretofore been applied by Lessor 9.0 Waiver. Lessor and L waive the provisions of any statutes whlch relrle to termination of I when teased properly Is destroyed and agree that such event shall be governed by the terms of this Lease. 10. Beal Properly Taxes. 10 1 Payment of Taxes. l russet) %hull pay 10, 1551 property Ins. es deigned in earngraph 10 2. applicable to lire Promises during the tern of this Leese All such payments shall lin made al feast len (I0) days prior to the delinquency Ante of such payment lessee shell promptly 1 Ish lessor with sellslaclory evidence that such taxes have been pall II any such taxes paid by L essee shall cover any period of Ione prlor to or alter the expiration ol Ilse terra hereof. Lessee's share of such lazes shall be equitably prorated to cover only the period of time within the lex llscsl year during which Iib Lease shell bn In effect, and lessor shell reimburse Lessee to the extent required. 11 L hall fell to pay any such lexes,lessor shall have the right to pay the senna, in which case Lessee shall reedy such amount to Lessor wllh Lessee's next rent Installment together with Interest al the maximum rale then allowable by law. 10 2 Dellnlllon ol "Real Properly Tax". As used herein. Iia term "real property Ina" shall Include any form of reel estate lax or assessment, general. special. ordinary or exlnanrdinary, and ony license Inc. commercial rental IIx, improvement bond or bonds. levy or Inv (other than Inheritance. personal Incouln m (alata faxes) Imposed on the Premises by any authority hewing the direct or Indirect power to lax. Including any city. *tole or leder el government, or any school, agrIcnlhllat, sanitary. lire. sheet. drainage or other Improvement district Iheneol. ea against any legal o1 equitable, interest of Lessor in Ilse Premises or 111 lire real properly of which Ilse Premises area pert, 53 against Lessor's right to rent or other Income 11m'ehom, and ns against Lessor s business of lensing the Premises Tiro term "real property tax" shall else include any tax. fee. levy, Assessment or charge (1) in substitution ol, partially or totally. any lax, fee. levy. assessment or charge hereinabove included within the definition of teal properly lax," of (II) lire rialto e of which was herelnbelore Included wiltdn the de((nllion of "rent property lax." or (Iii) which is imposed for a service or right not char god prior Io June 1, 1975. or. II previously cherged, Ines been Increased since June 1, 1975. or (iv) which Is Imposed as e result of a transfer. either (millet or total. of lessor's Interest In lire Premises or witch is added to a lax or charge herelnbelore included within the dellnllion of real properly lax by reason ol such transfer. or (v) which is Imposed by reason of lids transaction. any modifications or changes hereto. or any translera hereon. 10 9 Join) A ant. 11 the Premises are nol sensual (sly assessed. Lessee's liability shell he an equitable proportion of the real properly saxes for all of the land And Improvements Included within the tax parcel assessed, such proportion lobe determined by lessor from the respective valuations assigned In the assessor's work sheets or such other Information es may be reasonably available. Lessor's reasonable determination thereon. In good lain'. shall be conclusive. 10.4 Personal Properly Taxes. (a) l shell pay prior to delinquency all tnres esseaserl apelnst and levied upon trade daturas. lurnishings. equipment end all other personal properly ol Lessee contained in the Premises or elsewhere. When possible. Lessee shall cause said trade fixtures. furnishings. equipment nod an other prose/int properly to be ns ed and billed separately horn the real properly of lessor (b) 11 arsy or Lessee s said personal property shall be assessed with lessor's real properly. Lessee shell pay Lessor the tuxes attributable to 1.essee within 10 days alter receipt of a written statement selling 'milt the taxes eppticnhle to Lessee's properly 11. Utilities. Lessee shall pay for all wider. gas. heat. ligld, power, telephone end other utilities and services supplied to the Premises. together with any taxes Ihareon. 11 any such services are not separately metered to l , Lessee shall pay e reasonable proportion to be determined by Lessor of all chargee loinlly metered with other premises. 12. Assignment and Subletting. • 12.1 Lessor's Consent Beguiled, Lessee shall not voluntarily or by operation ()New assign, transfer. mortgage, sublet, or otherwise transfer or encumber all of any pert of Lessee's Interest In this Lease or In the Premises, without Lessor's prior written consent, which lessor shall not uueasanabIy withhold. Lessor shall respond to Lessee s inquest for consent hereunder Ina timely manner and any nttempind nssignmenl, Iransler, morlgnge, en Nance or subletting without aitch consent shall he void, annd shell constitute a breech of this Lease 11.2 L Alliltale. I Iolwihslmndblg the provisions of paragraph 12 t hereof. Lessee may nsslgn or sublet lhu Prmnises, or m1y portion thereof. without Lessor s consent. In any corporation which controls. Is controlled by or Is under common control with 1.ossee. 01 to any coupe' Arlon rest/Miry from tine suet ger or consolidation with lessee, or to soy person or entity which Acquirers rill the assets or L essee as n going cum:cr n o11110 business Mel is being conducted on the Premises, provided tial sold nsslgnee assumes. In lull, tire ohlignttnns of L ... under this 1 rasa Airy such nasty 'of shall not. In Roy way, reflect or linin the liability of lessen under the ferns of this Lenses even it alter such assignment of sublelllnq the terns nI this I ons,' are mnlerinlly changed Dr Altered without the consent of Lessen. the consent ol whom srinll not be necessary 12 3 No neteese of Lessee. Ilegmdless 011 essay's ronsrnl, 00 sulnelling a nsstgnmnnt shale rnlnase lessee et Lessee s obrigalloo or Atter the in hunt y liability 011 essee to pay the rent and lo Pel nit other obligations lo be performed by Lessee hereunder the ac.eplance nl rent by l esso. front Any other err son shun ant bar deemed 10 be n waiver by l n h ess°, al any provisioeron Consent to Doe Assignment or subletting shalt mai be deemed consent 10 any subsequent nesignment or subtelWhg. In the oven) of default by any assignee or Lessee or Any successor of L , in the performance or any of the terns hereof. Lessor may proceed directly s moil L without the necessity ol exhauatln remedies against said essignen. Lessor may consent to subsequent assignments or Subletting of life Lease or amendments or modifications to Ihis Lease with assignees Initials: ?IF 1 +.. vaunt, wltltout.w111yhwlessee. orre• successor oILessee. and without obtaining Its or' consent thereto And such action shell not relieve Lessee of Ilnhlllly ler this lease. • 12.1 Attorney's Foes. In tha evert 1. ,e shell assignor sublet the Premises or request 4•,. can I lessor 10 any assignment or subletting mil 1 shalt toques% the cons 1. essor for arty act Lessee proposes to do then L. shall p ser•sreasonable attorneys fees incurred In connection therewith. such all Ines not to exceed $350.00 for each such request. 13. Defaults; Remedies. 13 1 Defaults. the occurrence o1 any one or more of the following events shall constitute a material default and breach of this Lease by lessee: (a) The vacating or abandonment of the Premises hy Lessee. (4) The felling by L to make any payment of rent or eny other payment required lo be made by leasee hereunder, es and when due. where such failure shell continue for a period al three days alley written notice thereof hom Lessor to Lessee. In the event that Lessor serves Lessee with n Nnlfce la Pay Ren! w Cuff pursuant to nppllcahle Unlawful Detainer statutes such Notice 10 Pay nen, or Qull shall also constitute the notice required by lids sulfpmngraph. (c) 1 he 'allure by Lessee lo observe m per loin' eny ol the covenants, conditions or provisions o1 this Leese to he observed or pet termed by Lessee, other than described 1n paragraph (b) above. where such failure shall continuo for period of 30 days elle, written online herenl from 1 essor to Lessee; provided. however, that 11 the nature of Lessee s default Is such Ihnl more then 30 days ere reasonably required tor its cure. then Losses shall not be deemed 10 be In default II Lessee commenced such cure within said 30 -day period end thereafter diligently prosecutes such cure to completion. (rl) (1) he milking by lessee of any 9000101 of tengnmenril or assignment for the benefit of creditors: ((1) Lessee becomes a "debtor" es defined In 11 U S.C. 1101 of any successor stntuto thereto (unless, In the case ohs petition Illed against lessee. the 30010 Is dismissed within 60 treys): (III) Ilse appointment of n trustee or iacelver to take possession of substnnllatty all of Lessee's assets locnted at the Premises or of t 's Interest In Ibis Leese. whale possession Is not restored to Lessee within 30 days: or (Iv) the attachment. execution or other )udicinl seizure of substaitlnlly all of Lessee s assets located at the Premises or ot Lessee's interest In this L ease. where such seizure Is not discharged within 30 days. Piovidnd. however, In the event Ihnl any provision of this paragraph 13. 1(d) 13 e.ontinry to any applicable law. such provision shall be ot no loreeor effect. (e) The discovery by l essor Iha1 arty Qnnnclal statement given to Lessor by Lessee, any assignee of Lessee, eery suhlennnt o1 Lessee. sty successor In Interest of Lessee or any guarantor of Lessee a obligation hereunder. end any of them, was malerinlly latae. 13 2 nemedles. In the oven) of any such melee lei defottll or breach hy Lesser. lessor may at any Ilene thereafter, with or without nollce or demand and whitener limning Lessor In the exrnclse of soy right of remedy which Lessor nosy hsve by reason of such del molt or bl(wch- (n) 1 erntnnie 1 essee's right to possession of the Promises by any Inwlul means, in which case this lease shell 'meditate and Lessee shall Immediately 'intender possession nlthe Ptemiseslo1.essor hl suchevenll.essoishnllbernttitledtotncovethemLesseeelidamngesincurfedby 1 asset by reason of Lessee s default Including. but not limited lo. ilia cost of recovering possession of lite Premises; expenses of retelling. including necossety,Anov/llon and alteration of the Premises. ransonnhle attorney s lees. and nny real estate commission actually paid: the worth al the lime of (tweed by Ilse court having junisdlclion that eol of the amount by which the unpaid rent for the balance °I the teras aIle, lite lime of such award exceeds the amount of such rental loss Int the same period That Lessee proves could be rensonnbty avoided; 'hal portion of the leasing commission paid by Lessor pursunnl to Paragraph 15 applicable to the mlexpbed leen of this Lease. (h) Maintain Lessee's rigid to possession In which case This lease shall conlInue In oiled whether or not Lessee shall have abandoned the Premises. In such even) Lessor shell be entitled to enforce ail of Lessors rights and remedies under lids Lease, Including the fight to recover the rent ns 11 becomes due hereunder 1c) Pursue any other remedy now or hereafter available to Lessor under the laws or judicial decisions of the stale wherein the Premises are located. Unpaid Installments of rent and other unpaid monetary obligations of Lessen ler the terms of This lease shall bear interest from the dale dun al the maxi ultan rale Then allowable by law 13.3 Default by Lessar. lessor shall not he in delaull unless Lessor falls to perform obligations required of Lessor within a ressonnbtn lime, but In no even) later Man llbltly (30) days eller written nonce by Lessee to Lessor and to the holder of any t rsl Mortgage or deed of trust covering the rt enlist!, whose name and addlaSs Shall have theretofore been furnished to Lessee In willing. specifying wherein Lessor has lolled toperform such obligation; provIdad, however. that Ii the nature p1 Lessor's obligation Is such that more than thirty (30) days ere lequfred for perlormence Then lessor shall not be In default if Lessor commences redo, mance within such 30•dey period and Iherealler diligently prosecutes the sante 10 completion 13 4 Lala Charges. lessee hereby acknowledges Biel Info payment by Lessee to Lessor of rent end °the sums due lief 'under will cause Lessor tolnr,uf costs notconlnntplaledbythisLease.theexaclemouritofwhichwillbeextrenmelydifflcull10escorlain Such costs include. hot are mol limped 10. processing and Accounting charges, and into charges witch may be Imposed on I.essor by the terms of any moltgdge 01 bust deed covering tit Prenises. Ace°,dangly, 11 any Installment of tont or any other sum duo lam tesseeshell not be received by Lasser or Lessor s designee within len (10) days altar such amount shall he due. then. without any requirement for nonce lo Lessee. Lessee shall pay In Lessor a Isle charge equal 10 a% 01 such oveuduo amount. The pestles het Ow agree that stint' late charge represents a lair and reasonable estimate of the costs Lessor will incur by reason of tale payment hy Lessee. Acceptance of such late charge by 1 esti°, shall 111110 event constitute a waiver of Lcsses s default with respect to such overdue mooted, nor prevent Lessor from axerelsing any of the other rights and remedies granted hereunder In the event that a tale charge is pnyahle hereunder, whether or not collected. for three (3) Cot+saculiva instalimenls 01 reel. Then rant sholl Automatically become due and payable quarterly 111 advance. tether than monthly notwithstanding paragraph 4 or any other puovislon of this Leese 10 the contra'y 13 5 Impounds. In the even) Ibnt n Isle charge Is payable hereunder. whether or not collected. for three (3) IPstnil,nenit of rent or any other monets,y obligation oft essen under Ilse tern's of lids Lease, Lessee shall pay to Lessor, If Lessor shall so request, In addition to any othet payments required uncial this Lease, a monthly advance InslAllmenl, pnyahin al the same tine as the monthly rent, as estimated by Lesson. lot real prnpe:1y tax and insurance expenses on the Prenises which are payable by Lessen under the terms of thls Lease. Such fund shell be established to Mune payment when due. helnre delinquency. of any or nil such real property loxes and Insurance premiums. If the amounts paid to Lessor by Lessee ler the inovisions al lids paragraph Ara Insufficient to discharpn the obligations of lensne to pay such reel properly faxes and Insurance plenliums es the same become due. Lessee shall pay 10 Lessor, upon lessor s demand, such Additional sums necessary to pay such obligations. All moneys paid 10 Lessor ,,,idol this paregraph any be Intermingled with other moneys of Lessor and shell not beer interest. In the event ole default In the obligations of Lessee 10 petiole, under this Lease, then any balance , hmnlning b ort fonds paid to Lessor under the provisions of this per age eplt may at Me option of Lesso,. be applied to the payment of any monetary default °f lessen In lieu o1 being Applied to the peyutenl o1'earl property lax nevi Main once pranl s 14. Condemnnllon. 11 the Prcud3es Or fully portion thereof inn Wrenunde, t e power of eminent denonln,or sold tinder the ((neat of the 0301030111 said rower fall of which ere herein called "condemnation -1. Ibis Leese shell Int minale Aa 10 the pelt so taken as of the dale the condemning Aulhuelly lakes lisle 01 possession, whichever 11,51 occurs 11 mote than 10% of the tool area of the building on the Premises, or more than 25%ul the land men 01 the Premises which Is not occupied by any hulidtng, is taken by condemnation, Lessen may. al Lessee s option. to be exorcised in witting only within tett (f0) days eller L essor shall have pivot Lessee written rinllce of such laking lot In the absence of such notice, within ten (10) days Aller Ilse corulrnttng nulhorlly shall have taken possesslon) inrmtnnlo this Lease as of Ilia dale the condemning auUiority takes such possession. 111.essor dons not Inr mb,.le this t ease In accordance with the foregoing, this Lease shall remain In lull toren and el feet As to the mutton of the Nemeses a anlnlnhtg. except lhul the roil shall he reduced In the pi °portion ihn' the Iloor area of the building taken beer s Io the total flour ares rd the building situated on Ilse Premlaes No reduction of rent shall occur U lite only Ales taken is Ilial which does nal have a building located Mei eon Any award lot the laking of all or any past of the Pr onuses under the power o1 eminent (female of arty payment mode under lineal ol the mien etas al such (rowel shrill be the properly olLessor, whalltet such 'ward shell he made) as compensation lot diminution in venue nt the leasehold u1 ter the taking of the fee of ns severance damages: provided. however.11101 Lessee shell be entitled to any award for loss of al damn. to Lessee s ti Ado Ilxtures And ismovnl•le personal properly 10 he event that its Least Is not let mtnatod by issue ol such condemnation, Lessor shall to the extent ol severance damages received hy Lessor in connection with such condemnation, repair any dnmege 10 the Premises caused by such condeumatlon except to the extent lint Lessee has been reimbursed therefor by the condemning authority. Lessee shell pay any nmounl fn excess of such severance damages required to complete such repair. 15. Broker's Fee. �. fa) Upon execution of lids Lease by both parties, Lessor shell pay to --i __ ___ _ _ ._ Licensed real estate hs °kef Isl. a lee es sal forth (11 n separate agreement between Lessor and said broker(s), or In the even) there Is no septuple agreement between 1 Pssnr And said lo okrrist. the gum of $ .. _.__��___.. _ _._ _., for brokerage se,vices rendered by said broker(s) to Lessor In this Itansectlon. (14) 1.03$01further' adorns that 11 Lessee exorcises any Option as defined In paragraph 79..1 of this Lease, which Is granted to Lessee under Illi. t ease. of nny subsequeolly gnarled option which la aubstanlintly s11nHa to en Option granted to Lessee under aids Leese or II Lessee acquires 0113 lights lo Iha l',nnuses or oilier preuians dnsc,lhed las this Leese which are subalnnlinity strolls( l0 whet Lessee would have acquired had go Option herein granted to 1.essee been exercised. o, 11 Lessee remaing in possessing, of the Pteodses eller lite expiration el the Term of lids Lease snrr Imvhtq lolled 10 exrn•Ise no Op11o11, or I1 said blotter(s) ata the pi°curing Cause 01 any other Ease or solo entered Into between the prunes pit talnhul 10 1110 Prenises and•or Ally n(1)ncnnt poverty in witch Lessor has an ',detest. Mee as to any or said transactions. Lessor shell pay used t••nketl•.i n lee In nccmdnnce will, rhe schedule of said ht°ker(s) In effect al the time of execution of Ill's Lease (r.) t.nstor rupees 10 any said Ise not only on holinlf of Lessor hub else on behalf of any person. corpoinllon. Association, or other entity Itnvboq ort ownm ship Interest In sold teal 'tweedy or Any pail thereof. when such lea Is doe hereunder Any trensleree of Lessor's inlet's! In this L.. sw r. whether saris 11 sesta Is by ngf regnant of by ops, Alton °, law, shall he deemed to have assumed lessor's ob11g01Ion under this Per ',graph 15. Sind tenket shall he third unity hennllclny of flirt provisions 01 Ihls Pnrngrnptl 15 iR Estoppel Certificate In) Lea."•r•• shall at an.• anteroom' not lost theft ten t 1111 days' prim w,llleo notice ••l L(1s+or e•eclde. ncknowled;le end deliver to Lessor a slnl^n.e.t 111 wrlll.t til . r•III, h ,,11tn11hls Cense I, lilhalnod In hell lore* fend Mier -11m 11 dined. staling the rialtos of such modification sod et.. Ulc•nq 11,011hit I ..rise, 113 so third. Is 111 lull boort and effect) arid the dote to whIch 1h•• runt end ulhrr sharer's err pnld hl Advance, If any, and Ito 011, 000rlio191.11. 11.10 ,,orur 110 1111, Io L asset s knowledge. nny incased deladts on the pmt of Lorain )'einunder, of specifying such deleults 11 nary ane Plahnnft. env ••••••h drlentrnl .any Ito annrbfsly" Iy collet upon l,v sty pfnsp.eh,u pntcltasei 'n encombraftner of the Premises. do At 1 ••e •ter. ' iplo••ff. 1 °Asru a lnitur•• fo rtellvnn such statement within glia 11111e shelf 1.1 A Inalerlsl breach of Ihfa Lease or Shell he Initials ., hnr...wlrnernn', ,,,r ,..., nor more urns one nwulh s rr 'res been geld In Wverrce or such lalhns may be r.onslrinred by Lasso, es a <Ielanll by 1 , under this Lense. (c) I1 Lessor desires to lInan atlnance, or self lire Premises, or any part lire,. . Les. hereby 391113 to deliver to any lender or purchaser designated by Lessors financial statements of L es may be reasonably require ch lender or mermen. Such statements h ,all Include the pall Ihree yeainctet ointments 01 lessen. All such financial statements a received by Lessor and such lender or purchaser In confidence end sh nsnrl only for Ilse purposes herein eel forth. 17. Lessor', flabbily. I lm term "Lessor" as used herein shall mean only the owner nr owners al the time In question of the lee title or • 1 s interest Ina ground lyase of the Premises. end except IS expressly provided In Paragraph 15, In the even) ol any transfer of such 11tie or Interest. Lessor herein named (and In case of any subsequent transfers then the praetor) shall he relieved Irom and atter the date of such transfer of all liability as respects Lessor s obligations thereafter 10 be performed, provided goal any funds In the hands of Lessor or Ilia then grantor al the lime of such !miler. In which L ease. has an Interest shell be delivered to the grantee. The obligations contained In this Lease 10 be performed by Lessor shalt subject as aloreseld, be binding on Lessor's successors and assigns. only during their respective periods 01 ownership. 1e. Severebllfty. The Invalidity of any provision of this Leese as determined by a cowl of competent jurisdiction, shall In no way affect the validity of any other provision hereof. 19. Interest on Past-due Obligations. Except es expressly herein provided. any amount due to Lessor not paid when due shall hear Interest at the maximum rale Then allowable by law from the dale due. Payment of such interest shall not excuse or cure any delimit by Lessee under this Lease, provided, however. thal interest shall not be payable on Tele charges Incurred by Lessee nor on any amounts upon which late charges are paid by 20. Time of Essence. lime Is of the essence. 21. Additional Rent. Any monetary obligations oI lessee to lessor under the terms of this Lease shall be deemed to he rent. 22. incorporation of Prior Agreements; Amendments. This l.ense contnins all agreements of the parties with respect to any matter mentioned herein No pilot agreemeul or understanding perlelninp lo any such matter shall be el(ective. this Leas, may be modified In wilting only. sign/116y the parties in interest 51111(10rue of the modIlicetlon. Except as otherwise slated In this Lease. Lessee hereby acknowledges that neither Iht real estate broker Ilsled In Paragraph 15 hereof nor any cooperating broker on this transaction nor the Lessor Of any employes or agents of any al said persons has made any mat or wittiest warranties or fepresenlallons to lessee relative to the condition or use by Lessee of said Premises and lessee acknowledges that Lessee assumes all responsibility regarding the Occupational Salely Health Act. the legal use and adaptability of the Premises and the compliance thereof with all applicable laws and regulations In enact during the term of Ibis Lease except as otherwise specifically slated In lids Lease. 23. Notices. Any notice required or permitted to be given hereunder shall be In writing and may be given by personal delivery or hy certified moil, and II givers personally or by malt shall be deemed sufficiently given 11 addressed to Lessee or to Lessor al the address noted below the signature ol line respective per Iles. ns the case may be. Either perry may by notice lo the other specify • different address for notice purposes except that upon Lessee's laking possession of Ilia Premises, the Premises shall constitute Lessee's address for notice purposes. A copy of all notices required or permitted to be given to Lessor hereunder shall be concurrently Irenamllled to such party or parties el such addresses as lessor may from time to time hereafter designate by notice to lessee. 24. Waives. No waiver hy Lessor or any provision hereof shall be deemed n waiver of any other provI3lon hereof or of any subsequent breach by L of tire same 01 any other provision. Lessor's consent to, or approval of. any 3cl shall not bo deemed to render unnecessary the obtaining of lessors consent to or approval of any subsequent act by lessee. 7110 acceptance of rent hereunder by Lessor shall not be s waiver of any preceding breach by Lessee of any provision hereof, other than the failure of L 1 pay lire pnrticuter rent so accepted. regardless of Lessor's knowledge of such preceding breach al the lime of acceptance of such rent. 2S. Recording. Either Lessor or Lessee shall. upon request of the other. execute. acknowledge and deliver 10 the other • "short form" memorandum of lids Lease for recording purposes. 20. Holding Over. 11 Lesser, with Lessor's consenl. remains In possession of the Premises or any part thereof after the expiration of the term hereof. such occupsney shall be a tenancy from month lo month upon all the provisions of this Lease pertaining to the obligations of Lessee. but all opllons and rights of 11131 refusal. i1 any, granted under the terms of this lease shall be deemed terminated end be of no further effect during said month to month tenancy 27. CumulalIe Remedies. No remedy or election hereunder shalt be deemed exclusive but shall. wherever possible. be cumulative with all other remedies al law or 111 equity. 2e. Covenants end Conditions. Each provision of tills lease performable by Lessee shall he deemed both a covenant and a condition. 29. Binding Effect; Cholas of Lew. Subject to any provisions hereof restricting assignment orsubletting byL and subject to the provisions ol Paragraph 17. this Leese shall bind the parties, their personal representatives. successors and assigns. This lease shall be governed by the laws of Ilia State wherein the Premises are located. 30. Subordination. (a) This Lease. at Lessor's option, shell he suhordinaIe to any ground lease, morlgage, deed of trust, or any other hypothecation or security now or hereafter pinced upon the real properly of which the Premises area part end to any end all advances made on the securily thereof and to all renewals, modifications. consolidations, replacements and extensions (hereof Notwithstanding such subordination. Lessee s right to quiet possession of the Premises shall not be disturbed Ii lessee is not In default and so long as Lessee shall pay the rent and observe and perform ill of the piovlalnns of this 1.1333, unless fits Leese Is otherwise terminated pursuant to 113 leans. If any mortgagee. trustee or ground lessor shalt elect to have This Lenge prior to Ilse lien of IIs morlgage, deed of (rust of ground lease, and shall give written notice thereof lo Lessee. this lease shall be deemed pilo( to such mortgage. deed of trust, or ground lease, whether this Lease Is dated prior or subsequent to the dale of said mortgage, deed of trust or ground leaser or the dale of recording thereof. (bt 1 essee agrees In execute any documents required In effectuate an eltornmenl a subordination or to make this Lease prior to the Tien of any mortgage, deed el hush or ground lease. as the case may be. lessee's failure to execute such documents within 10 days alter written demand shall constitute nmate' int del atilt by1 hereunder, or. al Lessor's option, Lessor shell execule such dominion's on behall of I. ash s allorney•hi-lact Lassen does hereby stake. constitute end irrevocably appoint Lessor es Lessee's ellorney-In-tact and In L s name, pieta and Mead. to execute such documents In accordance with this paragraph 30(b). 31. Attorney s Fees. If either pally nr the broker named herein brings en action to nnlorce the forms hereof or declare rights hereunder. the prevailing party h1 any such nclion, on trial or appeal, shall bo entitled to his reasonable allorney's fees 10 be paid by Ilio losing party as fixed by the court the provisions ni this per newts shall Inure to the benefit of she broker named herein who seeks to enforce a right hereunder 32. Lessor's Access. 1 essor end Lessor's agents shall hnve the right to enter the Premises al reasonable Mines for the purpose of Inspecting the same. showing 1he sante to prospective purchasers, lenders, or lessees. end reeking such alterations. repairs. Improvements or additions to the Prellses or 10 lite building of which They are a part as Lessor may deem necessary or desirable. Lessor may a1 any time place on or about the Premises any ordinary "For Sale' signs and lessor may el any thee during the last 120 days of Ilse term hereof place on or about the Premises any ordinary "For (.nose signs, all without inhale of rent or liability to lessee. 33. Auctions. Lessee shell not conduct. nor permit to be conducted, either vaunted!), or Involunlarlty, any auction upon the Premises without Iles) having obinlrred Lessors prior written consenl Notwithstanding anything to the contrary In this Lease. Lessor shall nol be obligated to exmcis3 any standard of reasonableness in determining whether to grant such consenl. 34. Signs. Lessee shell not piece any sign upon the /'remises without Lessor's prior written consenl except that lessee shell have the right, without the prior permission or Lessor la place ordinmy and luslrnI for rent or sublet signs thereon. 35. Merger. The voluntary or other surrender of this Lease by Lessee, or a mutual cancellation thereof, or 3 termination by Lessor. shell not work a merger. and slsall, a1 the option of Lessor, terminate all or any existing aubten3neles or may. at the option of Lessor. operate as an assignment (0 Lessor of any or all of suchh subleuancles. 30. Consents. Except for parer eph99hercol, wherever in this Lense the consenl of one party is required to an ac) oftheotherperlysuch consent shall not be unreasonably withheld. 37. Guarantor, In the evens Ilial there Is n guarantor of this Lease, said guarantor shall hove the same obligations as Lessee under this Lease. 8e, Quiet Po len. Upon Lessee paving lire rent Inv the Promises and observing and performing all of the covenants. conditions nod provlssosta on lessen s pari to be observed and pet formed hereunder, Lessee shell have quiet possession of late Premises for the entire term hereof sub(oct to ail of the provistnns of lids Leese. The individuals executing this Lease on behalf of Lessor represent and warrant to Lessee (hal they are Bully authorized end legally capable of executing this Lease on behalf of Lessor and that such execution Is binding upon all porgies holding an ownership Interest In the Premises. 29. Options. 99.1 Definition. As smell 1st this parngrnph the word "Options' ions the following summing. (I) the right or option to extend ten term of this 1 Dose or to renew this 1 e3s3 or to extend or renew any tense that 1 essee lin, on other properly ol Lessor; (2) the option or right of 11,31 refusal to tense the 0. onuses of the right of 11131011er to loose the P'' s,lses or 1116/19111 of Ilrsl refusal to lease other properly of Lessor or the (iglu of first offer to lease other property of Lessor, p) the rigid or option to purchase the Premises. or the r'girl 0111151 ietuset 10 purchase the Premises. or the right of that otter to purchase Ihn Psemintle or the.Ighl or option to purchase other properly of Lessor. or the right oI first refusal to purchase other properly of lessor or the tight al first oiler to purchase other properly of Lessor. inlSata: NET —S— 39:2 Options Personal. Each Opt 'ranted In 1. In this Leese ere personal 0 rano and may not be exercised or be assigned. voluntarily or Involuntarily. by or to on or entity ether Than l , provided. howeve., the 0 may be exercised by or assigned to any 1. Affiliate es dellned In pare 12.2 or this Lease. The Options herein granted to Lessee ar sslgneble separate and apart from this Lease. 39.3 Multiple Options. In the • nl that L has any mulliple options to extend or renew this Lease a Inter option cannot be exercised unless the prior opllon to extend or renew this lease has been so exercised. 39.4 Ellect of Default on Options. (a) Lessen shall hove no right 10 exercise an Option, notwithstanding any provision In Ihn grant of Option to the conlrmry, (I) durlog lite tin>ecomrnencinglroinlhedeinLeamorgivestoLessee8MOfice01defaultpursuantlopeeagraph13.1(h)or13.1(e)and continuing until the default alleged In said notice of delautl Is cured, or (11) riming the period of lime commencing on the day alter a monetary obligation to lessor Is clue Irony Lessee and unpaid (without any necessity for notice thereof to Leasee) continuing until the obligation Is paid. or (Ili) al any time alter an event nt delautl described In paragraphs (3.1(a). 13.1(d), or 13 1(e) (without any necessity of Lessor to give no11r.e of such default to Lessee). or (Iv) in the even) thiel Lessor has given to L three or more notices of delnutt under paragraph 13.1(b). where a Isle charge has become payable under paragraph 13.1 for each el such defaults, or paragraph 13. ((c). whether or not the defaults are cured. during the 12 month period prlor to the Bine that I.essee Intends to exercise the subject Option. (b) the period of titin within which an Option nary ho exercised ahnll not he extended or enlarged by reason of Lessons hrnhnily to exercise an Option because of the provisions of paragraph 30 4(n). (c) All tights ot Lessee under the provislons 01 an Option shall terminate and he of no further force or enact, notwithstanding Lessen s due end timely exercise of the Option, ll, alter such exercise and during the term of 1105 Leese. (111_nssen 1011510 pay to Lessor a monetary obligation 01 1 assert for a veiled of 30 days eller such obligation becomes due (without any necessity o1 Lessor to give notice thereof to Lessee). or (11) Lessee 'ells to commence 10 cure a default specllled In paragraph 13.1(c) within 30 days alter the date 'hes Lessor gives notice to Lessee of such rleianit arid/or lessee falls Iherenitar to diligently prosecute said cine to completion. or 011) Lessee commits a default described In paragraph 13.1(a). 13.1(d) or 13.1(e) (without any necessity of lessor to give notice of such deleull to I.essee). or (Iv) Lessor gives to L three or more notices of delimit under peragonph 13 1(b). where a tale charge becomes payebte under paragraph 13.4 for each such default. or paragraph 13. t (e), whether or not the delaulls are cured. 40. Multiple Tenant Building. In itte event that the Premises are pail of a larger building or group of buildings then Lessee egress (hal it will abide by. keep end observe all reasonable rules and regulations which Lessor may make from line to time for the management. safety, care, and cleanliness of the building and grounds, the parking of vehicles end ttto preservation of good order therein as well as for the convenience of other occupants and 131131nt5 of lire building. Lha violations of any such rules end regulations shall be deemed a material breech of this Lease by Lessee 41. Stonily Measures. Lessee hereby acknowledges Ilial the rental payable 101 essor thereunder does not Include the cosi of guard service or other security measures. and Ilial Lessor shall have no obligation whatsoever lo provide Berne. Lessee assumes all responsibility for the protection of lessee. Its agents and invitees tram acts of ihlyd parties. 42. Easements. Lessor reserves to Itself the right, h om titne to time. to grant such easements, rights end dedications Mai Lessor deems necessary or desirable, and tocsins the recordation of Parcel Maps and restrictions. so long as such easements, rights, dedications. Maps and restrictions do not uuneasonably Interfere with the use of the Premises by Lessee. L shall sign any of the aforementioned documents upon request of Lessor end (shwa lo do so shall constitute a materiel breach ol'his Leese. 43. Performance Under Protest. al any lime a dispute shall arise es to any amount or sum of money to be pald by one party to the other under the provisions hereol, the party egabisl whom the obligation to pay lite money Is asserted shall have ll,e right to make payment "under protest" and WO payment shall not be s ego, ded es a voluntary ppayment, and there shell survive the rIghl on the part of said party to institute sull for recovery of such sure. ((11.0.11 be adjudged that there was no lege' obligation on the part of said party to pay such sum or any pert thereof, sold party shall be entitled to recover such sure or so much thereof as tl was nol legally required lo pay under the provisions of lots lease. 44. Authority. II Lessee is corporation, trust. or general or limited partnership, each Individual executing this Lease on beheld of such entity represents and warrants that he or she Is duly authorized to execute and deliver this Lease on behalf o1 sold entity. If Lessee Is a corporation, iciest or partnership. Lessee shell. within thirty (30) days alter execution of this Leese, detivet to Lessor evidence of such authority satisfactory to Lessor. 45. Conflict. Any conflict between the printed provisions 01 this Lease end the typewritten or handwritten provlatons shall be controlled by the typewritten of handwritten provisions. 45. Insuring Party. The Insuring party under this lease shell be thel .55566• 47. Addendum. Attached hereto is an addendum or addenda containing paragraphs through which constitutes • • part of this Lease. -. TPJ•�t.sc S4r+601.1.' ‘a1E R-Es1f.P1111rtiylJt VO ft 2ZPOL. �Si9 7t Rs t1ait,t244a4.4 1 L.YINi rs C...9cPiteengS MaD 'V peptr? h 11.5 NOPcr% SpesE Wetafr _.--c-v144.4.0. nti awls•• ec>L51oob.oO LAS Pott. I eaw.srrs L)PeIRt'OEs P D vw►?ttea3)•3V� - Co `tom biut-41.5‘‘ t+.sc t_zei "Tet bte►3tA % eu7a-TOLaL-xeze_- fat+- L•e••�pt.t�RD tos.�t1 -P eLp-. Lis .44:6LAaz tet_ PMS "'NNW cs15'c -11=` >,S`C � a..*sJr s BoscNrc.S ►.�aht, L rege.L,-3e. Ch1 'VAS C4Lc14 wee. z%40-1 ArND C 4E1J *cos) tit* L. a 45 3 e* SE 1 8 LESSOR AND LESSEE 11AVE CAREFULLY READ AND REVIEWED THIS LEASE AND EACH TERM AND PROVISION CONTAINED HEREIN n AND. BY EXECUTION OF 11115 LEASE. 51 IOW 1 HEIR INFORMED AND VOLUNTARY CONSENT THERETO. THE PARTIES HEREBY AGREE y 111AT,AT11IE11ME1111SLF,ASEISEXECUTED,T11E1EflMSQFTIIISLEASEAnECOMMEITCIALLYREASONABLEANDEFFECTUATETHE ri INIENI AND PUIIPOSE OF LESSOR ANO LESSEE WITII RESPECT TO IIIE PREMISES. it 11115 LEASE I IAS BEEN FI1.I.50 IN t r 1 (AS BEEN PREPARED FOn SUBMISSION TO YOtJR ATTORNEY FOR HIS APPROVAL. NO REPRESEN 1 A HON OR 1IECOMMENDA I ION IS MADE BY DIE AMERICAN INDUS I RIAL REAL ES TA 15 ASSOCIA T ION OR BY 1115 REAL ESTA 15 BROKER on 1IS AGENTS OR EMPLOYEES AS TO 111E LEGAL SUFFICIENCY. LEGAL EFFECT. OR TAX CONSEQUENCES OF 11 IIS LEASE OR 1HE 1 RANSACTION RELATING THERETO: THE PARTIES SHALL RELY SOLELY UPON TILE ADVICE OF 111EIR OWN LEGAL COUNSEL AS TO THE LEGAL AND TAX CONSEOUENCES OF THIS LEASE. The parties hereto have executed this Lease at the place on the dales specified Immediately sdjseent to (heir respective signatures. Executed al on By Address By Executed al on Address U..h,,.....1 ...♦•. 4.,... 1 "LESSOR" (Corporote seat) .701.391101-IsJ94. By ey 1 tJC By tk)40 ESSEE.' (Corporele seal) f • STATE OF WASHINGTON, ' COUNTY OF KING CORPORATE On this day of A D 19_, before me personail) appeared to me known to be the and to me known to be the of the corporation that executed the within and foregoing instrument and acknowledged the same Instrument to be the free and voluntary act and deed of said corporation, for the uses am purposes therein mentioned, and on oath stated that they were authorized to execute said instrument. IN WITNESS WHEREOF, 1 have hereunto set my hand and affixed my official seal, the day and year first above written. STATE OF COUNTY OF Notary Public In and for the State of Washington, residing at CORPORATE }as. On this day of A D 19_, before me personally appeared to me known to be the and to me known to be the of the corporation that executed the within and foregoing instrument, and acknowledged the same 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. IN WITNESS WHEREOF. I have hereunto set my hand and affixed my official seal, the day and year first above written. Notary Public in and for the State of , residing at STATE OF WASHINGTON,} INDIVIDUAL ss. COUNTY OF KING [/ This is to certify that on this / 1 day of Ste"' A 0 1 , before me the undersigned, a Notary Public In and for the State of Washington, duly commissioned and qualified, personally appeared 8rAt. AtA�- Si Ar i►. +o-- &141_ ottr..oL4"- P.A.-4-6.-- to +a_ to me known to be the individuals_ described in and who executed the within and foregoing instrument, end acknowledged to me thatsigned and seated the same asrs-4v free and voluntary act and deed, for the uses and purposes therein me tioned. IN. WITNESS WHEREOF, 1 have hereunto set my hand and affixed my official seal, the day and year first above ma�.c.- k . --05t ham written. Notary Public in and for the State of Washington, residing at STATE OF wtSktr‘l/ate INDIVIDUAL u. COUNTY OF k.i►.q This is to certify that onthisjT day of Notary Public in and for the State of LJP' k A 0 19., before me the undersigned, a , duly commiuioned end qualified, personally appeared to me known to be the individual_described in and who exgcuted the within and foregoing instruinent, and acknowledged to me that /te_ signed and sealed the same as .4 S free and voluntary act and deed, for the uses and purposes therein mentioned. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal, the day and year first above 11'?anc�c X . cc,E4-17 written. Notary Public in end for the State of K1a.6h�:�}an , residing at $rfe.t-". LEGAL DESCRIPTION:411 PARCEL A: • Order No. 867905 THAT PORTION OF THE NORTH 105.12 FEET OF LOT 13 LYING EASTERLY OF STATE ROAD NO. 1 IN BLOCK 2 OF ADAMS HOME TRACTS, AS PER PLAT RECORDED IN VOLUME 11 OF PLATS, PAGE 31, RECORDS. OF RING COUNTY; EXCEPT THOSE PORTIONS OF LOT 13 CONVEYED TO RING COUNTY FOR ROAD PURPOSES BY DEEDS RECORDED UNDER KING COUNTY RECORDING NOS. 7501150141 AND 9603260430; SITUATE IN THE CITY OF TUKWILA, COUNTY OF KING, STATE OF WASHINGTON. PARCEL B: THE WEST 60 FEET OF THE NORTH 83 FEET OF LOT 14 IN BLOCK 2 OF ADAMS HOME TRACTS, AS PER PLAT RECORDED IN VOLUME 11 OF PLATS, PAGE 31, RECORDS OF KING COUNTY; SITUATE IN THE CITY OF TUKWILA, COUNTY OF KING, STATE OF WASHINGTON. Page 2 • 1. Ackerly Billboard Lease SCHEDULE 2 List of Contracts: Page 11 WI ACKERLEY (.;-/ (-2, 7"ke, -17r. /12 COMMUNICATIOIL LW"- Date.- JA.r1UaY 41.9 8 6 1. The undersigned, u Lessor. hereby leases and grants exclusively to ACKERLEY COMMUNICATIONS inc. as Lessee, the property (with free access to and upon same) located in the City of fiteelvsmrt:infr.. County of _King , State of WA. described as: Lots 8 .&_ 26.,.. 2.7„. 28..8:Lock 2 -..-Adams- -Home Trs Tax.. parcel_ 04141 Q0- (1.14-1-- 01 i ng County, State of 1? ; I as per map aiAreof recorded in the Office of the County Recocder of , 4.9) date of permit , for a term of fikKIXti51561" for the purpose of erecting and maintaining advertising signs thereon, including necessary supporting structures, devices, illumination facilities and connections, service ladders and other appurtenances thereon. 2. Lessee shall pay to the Lessor rental in the amount of ime nundileci a_n.d (s- 500 ) Dollars per year, payable on a (monthly, annually), basis. Prior to construction and for the entire period during which no advertising copy is being displayed on the property by Lessee, the rental shall be Ten ($10.00) Dollars. Rent to be renegotiated every two (2) years. 3. Lessee shall save the Lessor harmless from all damage to persons or property by reason of accidents resulting from the negligent acts of its agents, employees or others employed in the construction, maintenance, repair or removal of its signs on the property 4. Lessor agrees that he, his tenants, agents, employees, or any other persons acting in his behalf, shall not place or maintain any object on the property or on any neighboring property which would in any way obstruct the view of Lessee's sign structures. If such an obstruction occurs the Lessee has the option of requiring the Lessor to remove said obstruction, or the Lessee may itself remove the obstruction charging the cost of said removal to the Lessor, or the Lessee may reduce the rental herein paid to the sum of Five (35.00) Dollars per year so long as such obstruction continues. 5. If the view of any of Lessee's signs is obstructed or impaired in any way, or if the value of such signs is diminished by reason of diversion or reduction of vehicular traffic, or if the use of any such signs is prevented or restricted by law, or if for any reason a building permit for erection or modification of any such signs is refused, the Lessee may immediately at its option adjust the rental in direct proportton to the decreased value of the leased premises for advertising purposes, or may terminate the lease and receive adjustment for all rent paid for the unexpired term. 6. If Lessee is prevented by law, or government or military order, or other causes beyond Lessee's control, from illuminating its signs. the Lessee may reduce the rental provided by paragraph 2 by one-half (4), with such reduced rental to remain in effect so long as such conditton con- tinues to exist. 7 This Lease shall continue in full force and effect for its term and thereafter for subsequent successive like terms unless terminated at the end of such term or any successive like term upon written notice by the Lessor or Lessee served thirty (30) days betore the end of such term or subsequent like term, provided that Lessee shall have the right to terminate the Lease at the end of any monthly period upon written notice to Lessor served not less than thirty (30) days prior to the end of such monthly period. Lessor shall have the right to terminate the Lease at any time during the period of this Lease if the Lessor is to improve the unimproved property by erecting thereon a permanent private commercial or residential building. Lessee shall remove its signs within thirty (30) days after receipt of a copy of the applicable building permit. The Lessor will upon giving such notice of building, return to the Lessee all rent paid for the unexpired term plus the total cost of the construction and the removal of Lessee's signs, less 1/180th of such cost for each full month of this Lease prior to the notice of termination. If Lessor fails to commence the erection of the private commercial or residential building within thirty (30) days after Lessee removes its signs. Lessee shall again have the right to occupy the premises and maintain advertising signs subject to the provisions of this Lease. If any portions of the property are not to be utilized for such building, the Lessee has the option to use the remaining portion on the same terms, except that the rent shall be proportionately reduced. 8 Lessee shall have the right ib permit others to place signs owned by them on the property, and such signs shall be subject to the terms and conditions of this Lease. It is agreed between the parties that Lessee, or such other person, as the case may be. shall remain the owner of all of said advertising signs, structures and improvements. and that. notwithstanding the fact that the same constitute real estate fixtures, the Lessee or such other person, as the case may be, shall have the right to remove said signs. structures and Improvements at any time miring the term of this Lease, or after Inc expiration of this Lease. 9 This Lease shall constitute the sole agreement of the parties relating to the lease of the above described premises. Neither partv will be bound by any statements. warranties. or promises. oral or written. unless such statements, warranties or proinises are set forth specifically in this Lease. 10 The word •'Lessor' as used herein shall include lessors. This Lease is binding upon. and inures to the benefit of the heirs, executors, successors and assigns of Lessee and Lessor 11 Lessor represents that he is the owner(s)owner of the property covered by this Lease and has the authority to execute this Lease. All rents to be paid pursuant to this Lease, and all notices are to be forwarded to the undersigned Lessor at the address rioted below the Lessor's signature. EXECUTED b‘ the Lessor in the presence of WITNESS ACCEPTED: ACKERLEY COMMUNICATIONS inc. By Title ............... • - LESSOR (S) who is hereby requested to sign as witness. • Address /9A c"., . SC77Z.6 . Sec. or FedTax ID : ACKERLEY • COMMUNICATIONS Inc. f1 f • Mr. Wayne Dawson • 14848 Pac. Hwy. So. //10 • Seattle, WA 98168 RE: Lease No.: 13089 Location: 14848 Pac Hwy So. County: King Date of Lease: 2-26-86 State: Washington Gentlemen: I (We) hereby agree to a rental adjustment in the aforementioned lease from $ 500 an per year payable annually to$ 650.00 per year payable annually effective 12-1-94 Except for the above rental adjustment, all other terms and provisions of the afore- mentioned lease shall remain the same. Witness for Lessor: Ac C fes" . i0 %(-ZeELtJLCcLJ44-)1 'Y ess Very truly yours, wcLyn2, -W'�,� Lessor ACCEP'T'ED AND AGREED: ACKE>;LE7 Ct3MPALFIVICATIONS Inc. B-• UO ,9.99 Dario( Signing Rental consideration shall include the making, painting, and placing of two (2) 4'x16' privilege boards. Said display surface will be painted with Lessor's choice of copy and repainted as often as necessary to keep it in a neat appearance, but not more than once every two years. This agreement to paint and repaint is made with the under- standing that the choice of copy will be lettering or simple pictorial-- if highly pictorial copy is desired, there may be a charge to the Lessor. However, this charge will be fully explained and agreed to by both parties before painting is done. Lessor: Accepted and agreed: William A. Barber, General Manager Ackerley Communications, Inc. { EXHIBIT A-1 Legal Description of the Newporter: LEGAL DESCRIPTION: THAT PORTION OF LOTS 8, 27 AND 28 IN BLOCK 2 OF FIRST ADDITION TO ADAM'S HOME TRACTS, AS PER PLAT RECORDED IN VOLUME 12 OF PLATS, PAGE 50, RECORDS OF KING COUNTY, DESCRIBED AS FOLLOWS: BEGINNING AT THE INTERSECTION OF THE NORTH LINE OF SOUTH 150TH STREET AND THE EASTERLY LINE OF STATE ROAD NO. 1; THENCE NORTH 18°28'40" EAST ALONG THE EASTERLY LINE OF SAID ROAD 126.43 FEET TO THE TRUE POINT OF BEGINNING WHICH IS ON THE NORTH LINE OF THE SOUTH 120 FEET OF SAID LOTS 27 AND 28 AS MEASURED ALONG THE EASTERLY LINE THEREOF; THENCE SOUTH 89044'10" EAST ALONG SAID NORTH LINE 190.31 FEET TO A POINT ON THE EAST LINE OF LOT 27 AND WHICH IS 120 FEET NORTH OF THE SOUTHEAST CORNER THEREOF; THENCE NORTH 00033'50" WEST ALONG THE EAST LINE OF LOTS 27 AND 8, A DISTANCE OF 220.39 FEET; THENCE NORTH 89°44'10" WEST 114.60 FEET TO THE EAST LINE OF STATE ROAD NO. 1; THENCE ON SAID EAST LINE SOUTH 18°28'40" WEST 232 FEET TO THE TRUE POINT OF BEGINNING; AND THAT PORTION OF LOT 26 IN BLOCK 2 OF SAID PLAT, DESCRIBED AS FOLLOWS: BEGINNING AT THE INTERSECTION OF THE NORTH LINE OF SOUTH 150TH STREET AND THE EAST LINE -OF STATE ROAD NO. 1 (HIGHWAY 99) ; THENCE NORTH 18°28'40" EAST, ALONG THE EASTERLY LINE OF SAID ROAD, 126.43 FEET TO POINT WHICH IS ON THE NORTH LINE OF THE SOUTH 120 FEET OF SAID LOTS 27 AND 28 AS MEASURED ALONG THE EASTERLY LINE THEREOF; THENCE SOUTH 89°44'10" EAST, ALONG SAID NORTH LINE, 190.31 FEET TO A POINT ON THE EAST LINE OF LOT 27 AND WHICH IS 120 FEET NORTH OF THE SOUTHEAST CORNER THEREOF; THENCE NORTH 00°33'50" WEST, ALONG THE EAST LINE OF LOT 27, A DISTANCE OF 55.89 FEET TO THE TRUE POINT OF BEGINNING; THENCE NORTH 00°33'50" WEST ALONG THE EAST LINE OF LOT 27, A DISTANCE OF 137.48 FEET TO THE NORTH LINE OF LOT 27; THENCE EAST 23.30 ALONG THE NORTH LINE OF LOT 26 WHICH LINE IS A PROLONGATION OF THE NORTH LINE OF LOT 27; THENCE SOUTHWEST 139.06 FEET TO THE TRUE POINT OF BEGINNING; (ALSO KNOWN AS RECORDED UNDER SITUATE IN THE WASHINGTON. LOT A OF LOT LINE ADJUSTMENT NO. 983059, RECORDING NO. 8901180986) CITY OF TUKWILA, COUNTY OF KING, STATE OF Page 12 EXHIBIT A-2 Legal Description of the Graves House: South 65 feet of the north 185 feet of the south 414.5 feet of the west 100 feet of the east 120 feet of the southeast quarter of the southwest quarter of Section 15, Township 23 north, Range 4 east, W.M., in King County, Washington; EXCEPT the east 10 feet thereof conveyed to King County for road by Deed recorded under Auditor's File No. 5596214. Page 13 EXHIBIT A-3 Legal Description of the Fantasy Site: PARCEL A: THAT PORTION OF THE NORTH 105.12 FEET OF LOT 13 LYING EASTERLY OF STATE ROAD NO. 1 IN BLOCK 2 OF ADAMS HOME TRACTS, AS PER PLAT RECORDED IN VOLUME 11 OF PLATS, PAGE 31, RECORDS OF KING COUNTY; EXCEPT THOSE PORTIONS OF LOT 13 CONVEYED FOR ROAD PURPOSES TO KING COUNTY, STATE OF WASHINGTON, RECORDED UNDER RECORDING NO. 7501150141 AND TO THE STATE OF WASHINGTON RECORDED UNDER RECORDING NO. 9603260430; SITUATE IN THE CITY OF TUKWILA, COUNTY OF KING, STATE OF WASHINGTON. PARCEL B: THE WEST 60 FEET OF THE NORTH 83 FEET OF LOT 14 IN BLOCK 2 OF ADAMS HOME TRACTS, AS PER PLAT RECORDED IN VOLUME 11 OF PLATS, PAGE 3,1, RECORDS OF KING COUNTY; SITUATE IN THE CITY OF TUKWILA, COUNTY OF KING, STATE OF WASHINGTON. Page 14 EXHIBIT B ASSIGNMENT AND ASSUMPTION OF LEASES THIS ASSIGNMENT AND ASSUMPTION OF LEASES (the "Assignment") dated as of October -2)( , 2000, is between FREDRICK W. McCONKEY, as his separate estate, d/b/a McConkey Enterprises, ("Assignor"), and THE CITY OF TUKWILA, a municipal corporation ("Assignee"). A. Assignor owns the following two (2) parcels of real property and improvements thereon located in the City of Tukwila, County of King, Washington (collectively the "Property"): (i) The real property legally described on Exhibit A-1 attached hereto and incorporated herein by this reference with the street address of 14239 -42nd Avenue South, Tukwila, Washington 98168; and (ii) The real property legally described on Exhibit A-2 attached hereto and incorporated herein by this reference with the street address of 14406 Pacific Highway South, Tukwila, Washington, 98168. B. Assignor has leased the Property pursuant to those certain leases specified in Schedule 1 to this Assignment (the "Leases"). C. Assignor and Assignee have entered into Purchase and Sale Agreement dated as of October 5 , 2000 (the "Agreement"), pursuant to which Assignee agreed to purchase the Property from Assignor and Assignor agreed to sell the Property to Assignee, on the terms and conditions contained therein. D. Assignor desires to assign its interest as Lessor in the Leases to Assignee, and Assignee desires to accept the assignment thereof, on the terms and conditions below. ACCORDINGLY, the parties hereby agree as follows: 1. As of the date on which the Property is conveyed to Assignee pursuant to the Agreement (the "Conveyance Date"), Assignor hereby assigns to Assignee all of Assignor's right, title and interest in and to the Leases. 2. Subject to Assignee's obligations pursuant to Section 3 below, Assignor hereby agrees to indemnify Assignee against and hold Assignee harmless from any and all liabilities, losses, claims, damages, costs or expenses, including, without limitation, reasonable attorneys' Page 15 fees and costs (collectively, "Claims"), originating prior to the Conveyance Date and arising out of the Assignor's obligations under the Leases. 3. As of the Conveyance Date, Assignee hereby assumes all of Assignor's obligations under the Leases. Assignee hereby agrees to indemnify Assignor against and hold Assignor harmless from any and all Claims, originating after to the Conveyance Date and arising out of the Assignee's obligations under the Leases. 4. In the event of any dispute between Assignor and Assignee arising out of the obligations of the parties under this Assignment or concerning the meaning or interpretation of any provision contained herein, the non -prevailing party shall pay the prevailing party's costs and expenses of such dispute, including, without limitation, reasonable attorneys' fees and costs. 5. This Assignment shall be binding on and inure to the benefit of the parties hereto and their respective successors and assigns. 6. This Assignment may be executed in any number of counterparts, each of which shall be deemed an original, but all of which taken together shall constitute one and the same instrument. 7. The obligations of Assignor are intended to be binding only on the Property of the Assignor and shall not be personally binding upon, nor shall any resort be had to, the private property of any of its employees or agents. Assignor and Assignee have executed this Agreement the day and year first above written. ASSIGNOR: ASSIGNEE: 71,64ok 914 Fredrick W. McConkey, as his separa Estate CITY OF TUKWILA, a municipal corporation By: , �� �\ tit, t K�,.�— Name: CTEV, fit/ /V1. M u LT Title: %14 /4- YO g_ APPROVED AS TO FORM: Office of the City Attorney Page 16 fees and costs (collectively, "Claims"), originating prior to the Conveyance Date and arising out of the Assignor's obligations under the Leases. 3. As of the Conveyance Date, Assignee hereby assumes all of Assignor's obligations under the Leases. Assignee hereby agrees to indemnify Assignor against and hold Assignor harmless from any and all Claims, originating after to the Conveyance Date and arising out of the Assignee's obligations under the Leases. 4. In the event of any dispute between Assignor and Assignee arising out of the obligations of the parties under this Assignment or concerning the meaning or interpretation of any provision contained herein, the non -prevailing party shall pay the prevailing party's costs and expenses of such dispute, including, without limitation, reasonable attorneys' fees and costs. 5. This Assignment shall be binding on and inure to the benefit of the parties hereto and their respective successors and assigns. 6. This Assignment may be executed in any number of counterparts, each of which shall be deemed an original, but all of which taken together shall constitute one and the same instrument. 7. The obligations of Assignor are intended to be binding only on the Property of the Assignor and shall not be personally binding upon, nor shall any resort be had to, the private property of any of its employees or agents. Assignor and Assignee have executed this Agreement the day and year first above written. ASSIGNOR: 4. Fredrick W. McConkey, as his separa Estate ASSIGNEE: CITY OF TUKWILA, a municipal corporation By: , Name: SiE1JE/U M M UL -LE T— Title: %v1Ave) 2 APPROVED AS TO FORM: Office of the City Attorney Page 16 Amendment to Letter of Intent Between the McConkey Development Corporation and the City of Tukwila The Letter of Intent for the Pacific Highway Corridor Redevelopment Project between the McConkey Development Corporation and the City of Tukwila is amended as follows: Changes in italicized text. Page 1. Objectives The objectives of the Pilot Project are outlined in the attached plan "Pacific Highway Corridor Redevelopment Strategic Plan" revised as of July 23, 1998. The periods listed and objectives will be revised over time, but this plan outlines the general objectives for delivering the mixed-use development. The primary objective of the City is redevelopment of property on Highway 99 to meet the community's goals as defined in the "Pacific Highway Revitalization Plan". This project will benefit the City and its residents by significantly upgrading the center of the Pacific Highway Revitalization area. Page 2. B. City of Tukwila Responsibilities 2. Coordinate project with King County Housing Authority, Water District #125, Key Bank and/or other financial lending institutions, City staff and the City Council. 3. Coordinate transit station design, location, and amenities with Sound Transit if Highway 99 becomes the chosen alignment. Page 3. Contributions by the City of Tukwila 1. Initiate improvements to Highway 99 from South 139th to 152nd Street to five lanes with curbs, storm drainage, underground utilities, illumination and landscaping starting in 1999. The project and the Developer shall not be charged with any assessment for these improvements. The parties understand that the City may choose not to move forward with its Highway 99 construction plans in the event Highway 99 is selected by Sound Transit as its light rail alignment. Instead, the City would work with Sound Transit to ensure that the appropriate street and pedestrian improvements are timely implemented in conjunction with the construction of the light rail system. In the event the Highway 99 improvements will be delayed beyond MDC's construction date, the City will make frontage improvements consistent with light rail design to create an attractive and functional highway improvement adjacent to the property. Amendment to Letter of Intent July 29, 1998 AGREED TO AND ACCEPTED: For the City of Tukwila, Washington For McConkey Development Company 6(), gtd 70 g./ 4AjleM 1—(151A / i a-61/61 . Rants, Mayor Date Fred McConkey Date Y Y If