131-22 - Hillstrom Holdings - ContractRIE
HILLSTROM HOLDINGS LLC
11021 CRAMER RD. NW
GIG HARBOR, WA 98329
COMMERCIAL LEASE AGRETMENT
Contract No. 131-22
I. The Parties. This Commercial Lease Agreement ("Agreement") made this 28 day of
December 20_22_ by and between:
Landlord. 14" "y9s_0__b V-11,� oy"Ib rA 6. C. [Landlord's Name], of
Ilv-a% e-MAau&-iv_ fl-� N W - 6 ,•4 Wp,RraorL [Landlord's Street Address], State of
("Landlord")
AND
Tenant. 6Or- �o,� &far_ iR [Tenant's Name], of
�_ t 1. R •�4. .�zT o,x , opc,** [Tenant's Street Address], State of
�+�s►*SµrNt.� .("Tenant"). Collectively, the Landlord and Tenant shall be referred to herein
as the "Parties".
The Parties agree as follows:
lI. DESCRIPTION OF LEASED PREMISES. The Landlord agrees to lease to the Tenant the
following described square feet (SF) of commercial office space located at
Kt -MAP s-, . WA I -
Additional Description: Unit Number S v t 4w - to t
Hereinafter known as the "Premises".
III. USE OF LEASED PREMISES. The Landlord is leasing the Premises to the Tenant and the
Tenant is hereby agreeing to lease the Premises for the following use and purpose: General office
and administrative use.
Any change in use or purpose the Premises other than as described above shall be upon prior written
consent of Landlord only.
N. TERM OF LEASE. The team of this Lease shall be for a period of 3 year(s) month(s)
commencing an the -I -day of 'S�g�r�a�r , 202 and expiring at M dnight on the
L day of __►7_ , 20 zS. (°`inttial Term"]
V. BASE RENT. The net monthly payment shall be dollars
($ t , q. c3 a , r ), payable monthly with the first payment due upon the commencement of the
Lease and each monthly installment payable thereafter on the tsr day of each month ("Base
Rent"). Rent payment for any period during the term hereon, which is for less than 1 month shall
be a pro-rata portion of the monthly rent.
a. Payment of Rent. Tenant shall pay Landlord without notice, demand, deduction or offset,
in lawful money of the United States, the monthly Base Rent stated in this section in
advance on or before the first day of each month during the Term beginning on the
Commencement Date, and shall also pay any other additional payments, including
Operating Costs, due to Landlord ("Additional Rent and together with Base Rent, "Rent")
when required under this Lease. All payments due to Landlord under this Lease, including
late fees and interest, shall also constitute Additional Rent, and upon Tenant's failure to
pay any such costs, charges or expenses, Landlord shall have the same rights and remedies
as otherwise provided in this Lease for the failure of Tenant to pay Rent.
b. Late Charges; Default Interest. If any sums payable by Tenant to Landlord under this
Lease are not received within five (5) business days after their due date, Tenant shall pay
Landlord an amount equal to the greater of $100 or 5% of the delinquent amount for the
cost of collecting and handling such late payment in addition to the amount due and as
Additional Rent. All delinquent sums payable by Tenant to Landlord and not paid within
five (5) business days after their due date shall, at Landlord's option, bear interest at the
rate of 15% per annum, or the highest rate of interest allowable by law, whichever is less
(the "Default Rate"). Interest on all delinquent amounts shall be calculated from the original
due date to the date of payment.
c. Less Than Full Payment. Landlord's acceptance of less than the full amount of any
payment due from Tenant shall not be deemed an accord and satisfaction or compromise
of such payment unless Landlord specifically consents in writing to payment of such lesser
sum as an accord and satisfaction or compromise of the amount which Landlord claims.
Any portion that remains to be paid by Tenant shall be subject to the late charges and
default interest provisions of this Section.
VI. PREPAID RENT. Upon execution of this lease, Tenant shall deliver to Landlord the sum of
$ as prepaid Rent, to be applied to Base Rent due For the first month of the lease.
VII. SECURITY DEPOSIT. Upon execution of this lease, Tenant shall deliver to Landlord a sum
of $ 1,,%tba — to be held as a security deposit pursuant to Section [] below. The security deposit
shall be in the form of cash, check, or wire transfer.
VIII. OPTION TO RENEW. Tenant may have the right to renew the Lease with a total of 2-
renewal period(s) with each term being �* year(s) month(s) which may be exercised by
giving written notice to Landlord no less than 60 days prior to the expiration of the Lease or renewal
period.
Rent for each option period shall: (check one)
❑ - Increase as calculated by multiplying the Base Rent by the annual change in the
Consumer Price Index (CPI) published by the Bureau of Labor Statistics by the most recent
publication to the option period start date.
Increase b %
Y .� �.vw.�.a I!� fJN I _�
❑ - Increase by dollars ($
Page 2 of 18
IX. OPERATING COSTS
a. Definition. As used herein, "Operating Costs" shall mean all costs of operating,
maintaining and repairing the Premises, the Building, and the Property, determined in
accordance with generally accepted accounting principles, and including without limitation
the following: all taxes and assessments (Including, but not limited to, real and personal
property taxes and assessments, local improvement district assessments and other special
purpose assessments, and taxes on rent or gross receipts); insurance premiums paid by
Landlord and (to the extent used) deductibles for insurance applicable to the Property;
water, sewer and all other utility charges (other than utilities separately metered and paid
directly by Tenant or other tenants); janitorial and all other cleaning services; refuse and
trash removal; supplies, materials, tools, and equipment used in the operation, repair, and
maintenance of the Property; refurbishing and repainting; carpet replacement; to the extent
serving areas other than just the Premises, heating, ventilation and air conditioning
("HVAC") service, repair and replacement when necessary; elevator service and repair and
replacement of elevators when necessary; pest control; lighting systems, fire detection and
security services; landscape maintenance; management (fees and/or personnel costs);
parking lot, road, sidewalk and driveway patching, resurfacing and maintenance; snow and
ice removal; repair, maintenance, and, where reasonably required, replacement of signage;
amortization of capital improvements as Landlord may in the future install to comply with
governmental regulations and rules or undertaken in good faith with a reasonable
expectation of reducing Operating Costs (the useful life of which shall be a reasonable
period of time as determined by Landlord); costs of legal services (except those incurred
directly relating to a particular occupant of the Building); and accounting services, labor,
supplies, materials and tools. Landlord and Tenant agree that if the Building is not 90%
occupied during any calendar year (including the Base Year, if applicable), on a monthly
average, then those portions of the Operating Costs that are driven by occupancy rates, as
reasonably determined by Landlord, shall be increased to reflect the Operating Costs of the
Building as though it were 90% occupied and Tenant's Pro Rata Share of Operating Costs
shall be based upon Operating Costs as so adjusted. Operating Costs shall not include:
Landlord's income tax or general corporate overhead; depreciation or amortization on the
Building or equipment therein; loan or ground lease payments; real estate broker's
commissions; capital improvements to or major repairs of the Building shell (i.e., the
Building structure, exterior walls, roof, and structural floors and foundations), except to
the extent expressly permitted above; any costs regarding the operation, maintenance and
repair of the Premises, the Building, or the Property paid directly by Tenant or other tenants
in the Building or otherwise reimbursed to Landlord, or other cost for which another party
is required to pay Landlord (except as part of operating cost recoveries under other tenant
leases) so that Landlord shall not recover any item of cost more than once. If Tenant is
renting a pad separate from any other structures on the Property for which Landlord
separately furnishes the services described in this paragraph, then the term "Operating
Costs" shall not include those costs of operating, repairing, and maintaining the enclosed
mall which can be separately allocated to the tenants of the other structures. Operating
Costs which cannot be separately allocated to the tenants of other structures may include
but are not limited to: insurance premiums; taxes and assessments; management (fees
and/or personnel costs); exterior lighting; parking lot, road, sidewalk and driveway
patching, resurfacing and maintenance; snow and ice removal; and costs of legal services
and accounting services.
Page 3 of 18
b. Type of Payment. As Additional Rent, Tenant shall pay to Landlord on the first day of
each month with payment of Base Rent one -twelfth of Tenant's Pro Rata Share of
Operating Costs, which amount is determined in the manner set forth in Section M. (c)
below.
c. Method of Payment. Tenant shall pay to Landlord Operating Costs pursuant to the
following procedure:
i. Landlord shall provide to Tenant, on or before the Commencement Date, a good faith
estimate of annual Operating Costs for the calendar year in which the Commencement
Date occurs. Landlord shall also provide to Tenant, as soon as possible following the
first day of each succeeding calendar year, a good faith estimate of Tenant's annual Pro
Rata Share of Operating Costs for the then -current year.
ii. Each estimate of Tenant's annual Pro Rata Share of Operating Costs determined by
Landlord, as described above, shall be divided into 12 equal monthly installments.
Tenant shall pay to Landlord such monthly installment of Operating Costs with each
monthly payment of Base Rent. In the event the estimated amount of Tenant's Pro Rata
Share of Operating Costs has not yet been determined for any calendar year, Tenant
shall pay the monthly installment in the estimated amount determined for the preceding
calendar year until the estimate for the current calendar year has been provided to
Tenant. When the estimate for the current calendar year is received, Tenant shall then
pay any shortfall or receive a credit for any surplus for the preceding months of the
current calendar year and shall, thereafter, make the monthly installment payments in
accordance with the current estimate.
iii. As soon as reasonably possible following the end of each calendar year during the
Term, Landlord shall provide to Tenant a statement (the "Operating Costs Statement')
setting forth the amount of Operating Costs actually incurred and the amount of
Tenant's Pro Rata Share of Operating Costs actually payable by Tenant with respect to
such calendar year. In the event the amount of Tenant's Pro Rata Share of Operating
Costs exceeds the sum of the monthly installments actually paid by Tenant for such
calendar year, Tenant shall pay to Landlord the difference within 30 days following
receipt of the Operating Costs Statcment. In the event the sum of the monthly
installments actually paid by Tenant for such calendar year exceeds the amount of
Tenant's Pro Rata Share of Operating Costs actually due and owing, the difference shall
be applied as a credit to Tenant's future Pro Rata Share of Operating Costs payable by
Tenant pursuant to this Section, or if the Term has expired, the excess shall be refunded
to Tenant within 30 days after delivery of such Operating Costs Statement.
iv. Should Tenant dispute any amount shown on the Operating Costs Statement, Tenant
may audit Landlord's books and records for the calendar year covered by such
Operating Costs Statement upon written notice to Landlord given within 90 days after
Tenant's receipt of such Operating Costs Statement, If Tenant fails to provide notice of
dispute within such 90- day period, the Operating Costs Statement shall be final and
conclusive. Any audit conducted by Tenant shall be completed within 60 days after
Tenant's request therefor. If Landlord concurs with the audit results, and (x) if the audit
reveals that Tenant's Pro Rata Share of Operating Costs exceeds the sum of the monthly
installments actually paid by Tenant for such calendar year, Tenant shall pay to
Landlord the difference within 30 days following completion of the audit; or (y) If the
audit reveals that the sum of the monthly installments actually paid by Tenant for such
calendar year exceeds the amount of Tenant's Pro Rata Share of Operating Costs
Page 4 of 18
actually due and owing, the difference shall be applied as a credit to Tenant's future
Pro Rata Share of Operating Costs payable by Tenant pursuant to this Section, or if the
term has expired, the excess shall be refunded to Tenant within 30 days after
completion of the audit. If Landlord does not concur with the results of Tenant's audit,
the parties shall within twenty (20) days thereafter agree on a neutral auditor who shall
complete an audit within thirty (30) days after selection, and the decision of the neutral
auditor shall be binding on the parties. The parties shall share evenly in the costs of
any such neutral auditor. Landlord and Tenant shall cooperate as may be reasonably
necessary in order to facilitate the timely completion of any audit. Nothing in this
Section shall in any manner modify Tenant's obligations to make payments as and
when provided under this Lease.
X. EXPENSES.
TRIPLE NET (NNN). Tenant's Initials Landlord's Initials (� q- rvaTA Rat k
It is the intention of the Parties that this Lease shall be considered a "Triple Net Lease".
a. Operating Expenses. The Landlord shall have no obligation to provide any services,
perform any acts, or pay expenses, charges, obligations or costs of any kind whatsoever
with respect to the Premises. The Tenant hereby agrees to pay Percent
of any and all Operating Expenses as hereafter defined for the entire term of the Lease
and any extensions thereof in accordance with specific provisions hereinafter set forth
(Tenant's Pro Rata Share). The Pro Rata Share is based on the ratio of the rentable area
of the Premises states in Section U. Tenant's Base Rent and Pro Rata Share shall be
proportionally adjusted in the event of any adjustment to the Premises, Building's, or
Property's rentable floor area. The term "Operating Expenses" shall include all costs to
the Landlord of operating and maintaining the Premises as noted in Section IX.
b.Taxes. Tenant shall pay all taxes, assessments, liens and license fees ("Taxes") levied,
assessed or imposed by any authority having the direct or indirect power to tax or assess
any such liens, related to or required by Tenant's use of the Premises as well as all Taxes
on Tenant's personal property located on the Premises. Landlord shall pay all taxes and
assessment s with respect to the Property, all of which shall be included in Operating
Costs and subject to partial reimbursement by tenant as set forth in Section IX,
c.Insurance.
a. Tenant's Liability Insurance. During the Term, Tenant shall pay for and
maintain commercial general liability insurance with broad form property
damage and contractual liability endorsements. This policy shall (i) contain an
endorsement identifying Landlord, its property manager (if any), and other
parties designated by Landlord, as additional insureds using an endorsement
form acceptable to Landlord, (ii) insure Tenant's activities and those of Tenant's
employees, officers, agents, servants, contractors, customers, clients, visitors,
guests, or other licensees or invitees with respect to the Premises against loss,
damage or liability for personal injury or bodily injury (including death) or loss
or damage to property with a combined single limit of not less than $2,000,000
per occurrence, and a deductible of not more than $10,000, and (iii) contain a
provision requiring the insurer to deliver or mail written notice of cancellation
to the named insureds at least (45) days before the effective date of the
cancellation. Tenant's insurance will be primary and noncontributory with any
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liability insurance carried by Landlord. Landlord may also require Tenant to
obtain and maintain at Tenant's sole cost business income coverage for at least
six (6) months, business auto liability coverage, and, if applicable to Tenant's
Permitted Use, liquor liability insurance and/or warehouseman's coverage
b.Tenant's Property Insurance. During the Term, Tenant shall pay for and
maintain special form clauses of loss coverage property insurance (with
coverage for earthquake if required by Landlord's lender and, if the Premises are
situated in a flood plain, flood damage) for all of Tenant's personal property,
fixtures and equipment, Tenant's Work, and Alterations, in the amount of their
full replacement value, with a deductible of not more than $10,000.
c.Miscellaneous. Tenant's insurance required under this Section shall be with
companies rated A-NII or better in Best's Insurance Guide, and which are
admitted in the State of Washington. No insurance policy shall be cancelled or
reduced in coverage and each such policy shall provide that it is not subject to
cancellation or a reduction in coverage except after 30 days prior written notice
to Landlord. Tenant shall deliver to Landlord, prior to Tenant's first taking
possession of or occupying the Premises, and from time to time thereafter, copies
of the insurance policies or evidence of insurance and copies of endorsements
required by this Section. In no event shall the limits of such policies be
considered as limiting the liability of Tenant under this Lease. If Tenant fails to
acquire or maintain any insurance or provide any policy or evidence of insurance
required by this Section, and such failure continues for three (3) days after notice
from Landlord, Landlord may, but shall not be required to, obtain such insurance
for Landlord's benefit and Tenant shall reimburse Landlord for the costs of such
insurance upon demand. Such amounts shall be Additional Rent payable by
Tenant hereunder and in the event of non-payment thereof, Landlord shall have
the same rights and remedies with respect to such non-payment as it has with
respect to any other non-payment of Rent hereunder.
d.Landlord's Insurance. Landlord shall carry special form clauses of loss
coverage property insurance of the Building shell and core in the amount of their
full replacement value, liability insurance with respect to the Common Areas,
and such other insurance of such types and amounts as Landlord, in its discretion,
shall deem reasonably appropriate. The cost of any such insurance shall be
included in Operating Costs, and if such insurance is provided by a "blanket
policy" insuring other parties or locations in addition to the Building, then only
the portion of the premiums allocable to the Building and Property shall be
included in Operating Costs.
e. Waiver of Subrogation. Notwithstanding any other provision of this Lease to
the contrary, Landlord and Tenant hereby release each other and any other
tenant, their agents or employees, from responsibility for, and waive their entire
claim of recovery for any loss or damage arising from any cause covered by
insurance required to be carried or otherwise carried by each of them. Each party
shall provide notice to the insurance carrier or carriers of this mutual waiver of
subrogation, and shall cause its respective insurance carriers to waive all rights
of subrogation against the other. This waiver shall not apply to the extent of the
deductible amounts to any such policies or to the extent of liabilities exceeding
the limits of such policies.
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XI. UTILITIES AND SERVICES. Landlord shall provide the following services for the Premises
(7) days per week, (24) hours per day, the cost of which shall be included in the Operating Costs
to the extent not separately metered to and exclusively serving the Premises (with the costs of such
separately metered services to be directly billed to and paid by Tenant): water; electricity; sewer;
trash and/or recycling removal; and HVAC. Notwithstanding the foregoing, if Tenant's use of the
Premises incurs utility service charges which are above those usual and customary for the Permitted
Use, Landlord reserves the right to require Tenant to pay a reasonable additional charge for such
usage.
Tenant shall furnish all other utilities (including, but not limited to, telephone, internet, and cable
service if available) and other services which Tenant requires with respect to the Premises, and
shall pay, at Tenant's sole expense, the cost of all utilities separately metered to the Premises, and
of all other utilities and other services which Tenant requires with respect to the Premises, except
those to be provided by Landlord and included in Operating Expenses as described above. Landlord
shall not be liable for any loss, injury or damage to person or property caused by or resulting from
any variation, interruption, or failure of utilities due to any cause whatsoever, and Rent shall not
abate as a result thereof.
XII. LEASEHOLD IMPROVEMENTS. The Tenant agrees that no leasehold improvements,
alterations or changes of any nature, (except for those listed on any attached addenda) shall be made
to the leasehold premises or the exterior of the building without first obtaining the consent of the
Landlord in writing, which consent shall not be unreasonably withheld, and thereafter, any and all
leasehold improvements made to the Premises which become affixed or attached to the leasehold
Premises shall remain the property of the Landlord at the expiration or termination of this Lease
Agreement. Furthermore, any leasehold improvements shall be made only in accordance with
applicable federal, state or local codes, ordinances or regulations, having due regard for the type of
construction of the building housing the subject leasehold Premises. If the Tenant makes any
improvements to the Premises the Tenant shall be responsible for payment, except the following
Nothing in the Lease shall be construed to authorize the Tenant or any other person acting for the
Tenant to encumber the rents of the Premises or the interest of the Tenant in the Premises or any
person under and through whom the Tenant has acquired its interest in the Premises with a
mechanic's lien or any other type of encumbrance. Under no circumstance shall the Tenant be
construed to be the agent, employee or representative of Landlord. In the event a lien is placed
against the Premises, through actions of the Tenant, Tenant will promptly pay the same or bond
against the same and take steps immediately to have such lien removed. if the Tenant fails to have
the Lien removed, the Landlord shall take steps to remove the lien and the Tenant shall pay
Landlord for all expenses related to the Lien and removal thereof and shall be in default of this
Lease.
Leasehold improvements shall include (i) any of Tenant's Work approved by Landlord; (ii) Tenant's
Signage (as further provided in Section [1), or (iii) the installation of shelves, movable partitions,
Tenant's equipment and trade fixtures that may be installed and removed without damaging existing
improvements or the structural integrity of the Premises, the Building, or the Property. Tenant shall
perform all work at Tenant's expense and in compliance with all applicable laws and shall complete
all Alterations in accordance with plans and specifications approved by Landlord, using contractors
approved by Landlord, and in a manner so as not to unreasonably interfere with other tenants.
Tenant shall pay when due, or furnish a bond for payment of (as set forth in Section 20), all claims
for labor or materials furnished to or for Tenant at, or for use in, the Premises, which claims are or
Page 7 of 18
may be secured by any mechanics' or materialmens' liens against the Premises or the Property or
any interest therein.
XIII. Common Areas.
a. Definition. The term "Common Areas" means all areas, facilities and building systems that are
provided and designated from time to time by Landlord for the general non-exclusive use and
convenience of Tenant and other tenants of the Property and which are not leased or held for
the exclusive use of a particular tenant. To the extent that such areas and facilities exist within
the Property, Common Areas include hallways, entryways, stairs, elevators, driveways,
walkways, terraces, docks, loading areas, restrooms, trash facilities, parking areas and garages,
roadways, pedestrian sidewalks, landscaped areas, security areas, lobby or mall areas, common
HVAC systems, common electrical service, equipment and facilities, and common mechanical
systems, equipment and facilities. Tenant shall comply with, and shall use commercially
reasonable efforts to cause its employees, officers, agents, servants, contractors, customers,
clients, visitors, guests, or other licensees or invitees to comply with, reasonable rules and
regulations concerning the use of the Common Areas adopted by Landlord from time to time,
and shall not interfere with the use of Common Areas by others. Without advance notice to
Tenant and without any liability to Tenant, Landlord may change the size, use, or nature of any
Common Areas, erect improvements on the Common Areas or convert any portion of the
Common Areas to the exclusive use of Landlord or selected tenants, so long as Tenant is not
thereby deprived of the substantial benefit of the Premises. Landlord reserves the use of exterior
walls and the roof of the Building and other improvements at the Property, and the right to
install, maintain, use, repair and replace pipes, ducts, conduits, and wires leading through the
Premises in areas which will not materially interfere with Tenant's use thereof.
b. Use of the Common Areas. Tenant shall have the non-exclusive right, in common with such
other tenants of the Property to whom Landlord has granted or may grant such rights, to use
the Common Areas.
c. Maintenance of the Common Areas. Landlord shall maintain the Common Areas in good
order, condition and repair. This maintenance cost shall be includable in Operating Costs
pursuant to Section IX. In performing such maintenance, Landlord shall use commercially
reasonable efforts to minimize interference with Tenant's use and enjoyment of the Premises.
XIV. LICENSES AND PERMITS. A copy of any and all local, state or federal permits acquired
by the Tenant which are required for the use of the Premises shall be kept on site at all times and
shall be readily accessible and produced to the Landlord and/or their agents or any local, state, or
federal officials upon demand.
XV. REPAIRS AND MAINTENANCE; SURRENDER. Tenant shall, at its sole cost and
expense, maintain the entire Premises in good condition and promptly make all non-structural
repairs and replacements necessary to keep the Premises safe and in good condition, including all
HVAC components and other utilities and systems to the extent exclusively serving the Premises.
Landlord shall maintain and repair the Building structure, foundation, subfloor, exterior walls, roof
structure and surface, and HVAC components and other utilities and systems to the extent serving
more than just the Premises, and the Common Areas. the costs of which shall be included as
Operating Costs unless otherwise expressly excluded pursuant to Section 8(a). Tenant shall not
damage any demising wall or disturb the structural integrity of the Premises, the Building, or the
Property and shall promptly repair any damage or injury done to any such demising walls or
structural elements caused by Tenant or its employees, officers, agents, servants, contractors,
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customers, clients, visitors, guests, or other licensees or invitees. Notwithstanding anything in this
Section to the contrary, Tenant shall not be responsible for any repairs to the Premises made
necessary by the negligence or willful misconduct of Landlord or its employees, officers, agents,
servants, contractors, customers, clients, visitors, guests, or other licensees or invitees therein. If
Tenant fails to perform Tenant's obligations under this Section, Landlord may at Landlord's option
enter upon the Premises after 10 days' prior notice to Tenant and put the same in good order,
condition and repair and the cost thereof, together with interest thereon at the Default Rate set forth
in Section 4, shall be due and payable as Additional Rent to Landlord together with Tenant's next
installment of Base Rent. Upon expiration or earlier termination of the Term, Tenant shall promptly
and peacefully surrender the Premises to Landlord, together with all keys, in materially as good
condition as when received by Tenant from Landlord or as thereafter improved (but subject to any
obligations to remove any Tenant's Work and Alterations and/or restore the same as further
provided in this Lease), reasonable wear and tear and insured casualty excepted.
XVI. ACCESS AND RIGHT OF ENTRY. After 24 hours' notice from Landlord (except in cases
of emergency, when no notice shall be required), Tenant shall permit Landlord and its agents,
employees and contractors to enter the Premises at all reasonable times to make repairs, inspections,
alterations or improvements, provided that Landlord shall use reasonable efforts to minimize
interference with Tenant's use and enjoyment of the Premises. This Section shall not impose any
repair or other obligation upon Landlord not expressly stated elsewhere in this Lease. After
reasonable notice to Tenant, Landlord shall have the right to enter the Premises for the purpose of
(a) showing the Premises to prospective purchasers or lenders at any time, and to prospective
tenants within 180 days prior to the expiration or sooner termination of the Term; and (b) posting
"for lease" signs within 180 days prior to the expiration or sooner termination of the Term.
XVII. SIGNAGE. Tenant shall obtain Landlord's written consent as to size, location, materials,
method of attachment, and appearance, before installing any signs upon the Premises. Tenant shall
install and maintain any approved signage ("Signage") at Tenant's sole expense and in compliance
with all applicable laws. Any Signage installed by Tenant shall be removed from the Premises,
Building and Property at Tenant's expense upon the expiration or earlier termination of the Term.
Tenant shall not damage or deface the Premises in installing or removing Signage and shall repair
any injury or damage to the Premises caused by such installation or removal.
XVIII. INSURANCE. In the event the Tenant shall fail to obtain insurance required hereunder
and fails to maintain the same in force continuously during the term, Landlord may, but shall not
be required to, obtain the same and charge the Tenant for same as additional rent. Furthermore,
Tenant agrees not to keep upon the Premises any articles or goods which may be prohibited by the
standard form of fire insurance policy, and in the event the insurance rates applicable to fire and
extended coverage covering the Premises shall be increased by reason of any use of the Premises
made by Tenant, then Tenant shall pay to Landlord, upon demand, such increase in insurance
premium as shall be caused by said use or Tenant's proportionate share of any such increase.
XIX. SUBLET/ASSIGNMENT. Tenant shall not assign, sublet, mortgage, encumber or otherwise
transfer any interest in this Lease (collectively referred to as a "Transfer") or any part of the
Premises, without first obtaining Landlord's written consent, which shall not be unreasonably
withheld, conditioned, or delayed. No Transfer shall relieve Tenant of any liability under this Lease
notwithstanding Landlord's consent to such Transfer. Consent to any Transfer shall not operate as
a waiver of the necessity for Landlord's consent to any subsequent Transfer. In connection with
each request for consent to a Transfer, Tenant shall pay the reasonable cost of processing the same,
including attorneys' fees, upon demand of Landlord, up to a maximum of $1,250.
Page 9 of 18
Any transfer of this Lease by merger, consolidation, redemption or liquidation of Tenant, or any
change in the ownership of, or power to vote, which singularly or collectively represents a majority
of the beneficial interest in Tenant, shall constitute a Transfer under this Section.
As a condition to Landlord's approval, if given, any potential assignee or sublessee otherwise
approved by Landlord shall assume all obligations of Tenant under this Lease and shall be jointly
and severally liable with Tenant and any guarantor for the payment of Rent and performance of all
obligations of Tenant under this Lease. In connection with any Transfer, Tenant shall provide
Landlord with copies of all assignments, subleases and assumption agreements and related
documents.
XX. LIENS. Tenant is not authorized to subject the Landlord's assets to any liens or claims of lien.
Tenant shall keep the Property and Premises free from any liens created by or through Tenant.
Tenant shall indemnify, defend, and hold Landlord and the Property and Premises harmless from
liability for any such liens including, without limitation, liens arising from any of Tenant's Work
or Alterations. If a lien is filed against the Premises by any person claiming by, through or under
Tenant, Tenant shall have the right to contest the correctness or validity of the lien, provided,
however, within 10 days after Landlord's demand, at Tenant's expense, Tenant shall either remove
the lien, or shall procure and record a lien release bond issued by a surety satisfactory to Landlord
in form and amount sufficient to satisfy statutory requirements for satisfaction and release of the
subject lien(s) from the Premises and Property. Tenant shall indemnify landlord, the Premises, and
the Property from and against all liabilities, costs and expenses, including attorneys' fees, which
Landlord could reasonably incur as a result of such lien.
XXI. DAMAGE OR CONDEMNATION.
a. Damage and Repair. If the Premises or the portion of the Building or the Property
necessary for Tenant's occupancy are partially damaged by fire or other insured casualty
but not rendered untenantable, then Landlord shall diligently restore the Premises and the
portion of the Property necessary for Tenant's occupancy to the extent required below and
this lease shall not terminate. Tenant may, however, terminate the Lease if Landlord is
unable to restore the Premises within six (6) months of the casualty event by giving 20
days' written notice of termination.
The Premises or the portion of the Building or the Property necessary for Tenant's
occupancy shall not be deemed untenantable if 25% or less of each of those areas are
damaged. If insurance proceeds are not available or are not sufficient to pay the entire cost
of restoring the Premises, or if Landlord's lender does not permit all or any part of the
insurance proceeds to be applied toward restoration, then Landlord may elect to terminate
this Lease and keep the insurance proceeds, by notifying Tenant within 60 days of the date
of such casualty.
If the Premises, the portion of the Building or the Property necessary for Tenant's
occupancy, or 50% or more of the rentable area of the Property are entirely destroyed, or
partially damaged and rendered untenantable, by fire or other casualty, Landlord may, at
its option: (a) terminate this Lease as provided herein, or (b) restore the Premises and the
portion of the Property necessary for Tenant's occupancy to their previous condition to the
extent required below; provided, however, if such casualty event occurs during the last six
(6) months of the Term (after considering any option to extend the term timely exercised
by Tenant) then either Tenant or Landlord may elect to terminate the Lease. If, within 60
days after receipt by Landlord from Tenant of written notice that Tenant deems the
Page 10 of 18
Premises or the portion of the Property necessary for Tenant's occupancy untenantable,
Landlord fails to notify Tenant of its election to restore those areas, or if Landlord is unable
to restore those areas within six (6 )months of the date of the casualty event, then Tenant
may elect to terminate the Lease upon 20 days' notice to Landlord unless Landlord, within
such 20 day period, notifies Tenant that it will in fact restore the Premises or actually
completes such restoration work to the extent required below, as applicable.
If Landlord restores the Premises or the Property under this Section, Landlord shall proceed
with reasonable diligence to complete the work, and Base Rent shall be abated in the same
proportion as the untenantable portion of the Premises bears to the whole Premises,
provided that there shall be a Base Rent abatement only if the damage or destruction of the
Premises or the Property did not result from, or was not contributed to directly or indirectly
by the act, fault or neglect of Tenant, or Tenant's employees, officers, agents, servants,
contractors, customers, clients, visitors, guests, or other licensees or invitees. No damages,
compensation or claim shall be payable by Landlord for inconvenience, loss of business or
annoyance directly, incidentally or consequentially arising from any repair or restoration
of any portion of the Premises or the Property. Landlord shall have no obligation to carry
insurance of any kind for the protection of Tenant; any Alterations or improvements paid
for by Tenant; Signage; Tenant's furniture; or on any fixtures, equipment, improvements
or appurtenances of Tenant under this Lease, and Landlord's restoration obligations
hereunder shall not include any obligation to repair any damage thereto or replace the same.
Condemnation. If the Premises, the portion of the Building or the Property necessary for
Tenant's occupancy, or 50% or more of the rentable area of the Property are made
untenantable by eminent domain, or conveyed under a threat of condemnation, this Lease
shall terminate at the option of either Landlord or Tenant as of the earlier of the date title
vests in the condemning authority or the condemning authority first has possession of the
Premises or the portion of the Property taken by the condemning authority. All Rents and
other payments shall be paid to that date.
If the condemning authority takes a portion of the Premises or of the Building or the
Property necessary for Tenant's occupancy that does not render them untenantable, then
this Lease shall continue in full force and effect and Rent shall be equitably reduced based
on the proportion by which the floor area of any structures is reduced. The reduction in
Rent shall be effective on the earlier of the date the condemning authority first has
possession of such portion or title vests in the condemning authority. The Premises or the
portion of the Building or the Property necessary for Tenant's occupancy shall not be
deemed untenantable if 25% or less of each of those areas are condemned. Landlord shall
be entitled to the entire award from the condemning authority attributable to the value of
the Premises or the Building or the Property and Tenant shall make no claim for the value
of its leasehold. Tenant shall be permitted to make a separate claim against the condemning
authority for moving expenses, provided that in no event shall Tenant's claim reduce
Landlord's award.
XXII. DEFAULT AND POSSESSION. Each of the following events shall be an "Event of
Default" by Tenant under this Lease:
a. Failure To Pay. Failure by Tenant to pay any sum, including Rent, due under this Lease
following five (5) days' notice from Landlord of the failure to pay.
Page 11 of 18
b. Vacation/Abandonment. Vacation by Tenant of the Premises (defined as an absence for
at least 15 consecutive days without prior notice to Landlord), or abandonment by Tenant
of the Premises (defined as an absence of five (5) days or more while Tenant is in breach
of some other term of this Lease). Tenant's vacation or abandonment of the Premises shall
not be subject to any notice or right to cure.
c. Insolvency. Tenant's insolvency or bankruptcy (whether voluntary or involuntary); or
appointment of a receiver, assignee or other liquidating officer for Tenant's business;
provided, however, that in the event of any involuntary bankruptcy or other insolvency
proceeding, the existence of such proceeding shall constitute an Event of Default only if
such proceeding is not dismissed or vacated within 60 days after its institution or
commencement.
d. Levy or Execution. The taking of Tenant's interest in this lease or the Premises, or any
part thereof, by execution or other process of law directed against Tenant, or attachment of
Tenant's interest in this Lease by any creditor of Tenant, if such attachment is not
discharged within 15 days after being levied.
e. Other Non -Monetary Defaults. The breach by Tenant of any agreement, term or covenant
of this Lease other than one requiring the payment of money and not otherwise enumerated
in this Section or elsewhere in this Lease, which breach continues for a period of 30 days
after notice by Landlord to Tenant of the breach, provided that, if the nature of such default
is such that it cannot be cured within such 30 day period, no Event of Default shall occur
so long as Tenant commences such cure within 30 days of notice by Landlord and diligently
pursues such cure to completion, but in no event longer than 60 days from the date of
Landlord's notice.
f. Failure to Take Possession. Failure by Tenant to take possession of the Premises on the
Commencement Date following five (5) days notice from the Landlord of Tenant's failure
to take possession.
Landlord shall not be in default unless Landlord fails to perform obligations required of Landlord
within 30 days notice to Landlord by Tenant provided that, if the nature of such default is such that
it cannot be cured within such 30 day period, Landlord shall not be in default if Landlord
commences such cure within 30 days of notice by Tenant and diligently pursues such cure to
completion. If Landlord fails to cure any such default within the allotted time, Tenant's sole remedy
shall be to seek actual money damages (but not consequential or punitive damages) for loss arising
from Landlord's failure to discharge its obligations under this Lease. Nothing herein contained shall
relieve Landlord from its duty to perform any of its obligations to the standard prescribed in this
Lease.
Any notice periods granted herein shall be deemed to run concurrently with and not in addition to
any default notice periods required by law.
XXIII. REMEDIES. Landlord shall have the following remedies upon an Event of Default.
Landlord's rights and remedies under this lease shall be cumulative and not exclusive.
a. Termination of Lease. Landlord may terminate Tenant's interest and the Lease, but no act
by Landlord other than notice of termination from Landlord to Tenant shall terminate this
Lease. The Lease shall terminate on the date specified in the notice of termination. Upon
termination of this Lease, Tenant will remain liable to Landlord for damages in an amount
Page 12 of 18
equal to t and other sums that would have been owing by Tenant under this Lease for the
balance of the Term, less the net proceeds, if any, of any reletting of the Premises by
Landlord subsequent to the termination, after deducting all of Landlord's Reletting
Expenses (as defined below). Landlord shall be entitled to either collect damages from
Tenant monthly on the days on which rent or other amounts would have been payable under
the Lease, or alternatively, Landlord may accelerate Tenant's obligations under the Lease
and recover from Tenant: (i) unpaid rent which had been earned at the time of termination;
(ii) the amount by which the unpaid rent which would have been earned after termination
until the time of award exceeds the amount of rent loss that Tenant proves could reasonably
have been avoided; (iii) the amount by which the unpaid rent for the balance of the term of
the Lease after the time of award exceeds the amount of rent loss that Tenant proves could
reasonably be avoided (discounting such amount by the discount rate of the Federal
Reserve Bank of San Francisco at the time of the award, plus 1 %); and (iv) any other
amount necessary to compensate Landlord for all the detriment proximately caused by
Tenant's failure to perform its obligations under the Lease, or which In the ordinary course
would be likely to result from the Event of Default, including without limitation Reletting
Expenses described below.
b. Re -Entry and Reletting. Landlord may continue this Lease in Rill force and effect, and
without demand or notice, re-enter and take possession of the Premises or any part thereof,
expel the Tenant from the Premises and anyone claiming through or under the Tenant, and
remove the personal property of either. Landlord may relet the Premises, or any part of
them, in Landlord's or Tenant's name for the account of Tenant, for such period of time and
at such other terms and conditions as Landlord, in its discretion, may determine. Landlord
may collect and receive the rents for the Premises. To the fullest extent permitted by law,
the proceeds of any reletting shall be applied: first, to pay Landlord all Reletting Expenses
(defined below); second, to pay any indebtedness of Tenant to landlord other than rent;
third, to the rent due and unpaid hereunder; and fourth, the residue, if any, shall be held by
Landlord and applied in payment of other or future obligations of Tenant to Landlord as
the same may become due and payable, and Tenant shall not be entitled to receive any
portion of such revenue. Re-entry or taking possession of the Premises by Landlord under
this Section shall not be construed as an election on Landlord's part to terminate this Lease,
unless a notice of termination is given to Tenant Landlord reserves the right following any
re-entry or reletting, or both, under this Section to exercise its right to terminate the Lease.
Tenant will pay Landlord Rent and other sums which would be payable under this Lease if
repossession had not occurred, less the net proceeds, if any, after reletting the Premises and
after deducting Landlord's Reletting Expenses. "Reletting Expenses" is defined to include
all expenses incurred by Landlord in connection with reletting the Premises, including
without limitation, all repossession costs, brokerage commissions and costs for securing
new tenants, attorneys' fees, remodeling and repair costs, costs for removing persons or
property, costs for storing Tenant's property and equipment, and costs of tenant
improvements and rent concessions granted by Landlord to any new Tenant, prorated over
the life of the new lease.
c. Waiver of Redemption Rights. Tenant, for itself, and on behalf of any and all persons
claiming through or under Tenant, including creditors of all kinds, hereby waives and
surrenders all rights and privileges which they may have under any present or future law,
to redeem the Premises or to have a continuance of this Lease for the Term, or any
extension thereof.
Page 13 of 18
d. Nonpayment of Additional Rent. All costs which Tenant is obligated to pay to landlord
pursuant to this Lease shall in the event of nonpayment be treated as if they were payments
of Rent, and Landlord shall have the same rights it has with respect to nonpayment of Rent.
Failure to Remove Property. If Tenant fails to remove any of its property from the
Premises at Landlord's request following an uncured Event of Default, Landlord may, at
its option, remove and store the property at Tenant's expense and risk. If Tenant does not
pay the storage cost within five (5) days of Landlord's request, Landlord may, at its option,
have any or all of such property sold at public or private sale (and Landlord may become a
purchaser at such sale), in such marmer as Landlord deems proper, without notice to
Tenant. Landlord shall apply the proceeds of such sale: (i) to the expense of such sale,
including reasonable attorneys' fees actually incurred; (ii) to the payment of the costs or
charges for storing such property; (iii) to the payment of any other sums of money which
may then be or thereafter become due Landlord from Tenant under any of the terms hereof;
and (iv) the balance, if any, to Tenant. Nothing in this Section shall limit Landlord's right
to sell Tenant's personal property as permitted by law or to foreclose Landlord's lien for
unpaid rent, if any.
XXI V. INDEMNIFICATION. The Tenant hereby covenants and agrees to indemnify, defend and
hold the Landlord harmless from any and all claims or liabilities which may arise from any cause
whatsoever as a result of Tenant's use and occupancy of the Premises, and further shall indemnify
the Landlord for any losses which the Landlord may suffer in connection with the Tenant's use and
occupancy or care, custody and control of the Premises. The Tenant also hereby covenants and
agrees to indemnify and hold harmless the Landlord from any and all claims or liabilities which
may arise from any latent defects in the subject Premises that the Landlord is not aware of at the
signing of the lease or at any time during the lease term. Except to the extent of claims arising out
of Landlord's gross negligence or intentional acts of misconduct, Landlord shall not be liable for
injury to Tenant's business or assets, or any loss of income therefrom or for damage to any property
of Tenant or of its employees, officers, agents, servants, contractors, customers, clients, visitors,
quests, or other licensees or invitees, or any other person in or about the Premises or the Property.
This provision shall survive expiration or termination of this lease.
XXV. BANKRUPTCY - INSOLVENCY. The Tenant agrees that in the event all or a substantial
portion of the Tenant `s assets are placed in the hands of a receiver or a Trustee, and such status
continues for a period of 30 days, or should the Tenant make an assignment for the benefit of
creditors or be adjudicated bankrupt; or should the Tenant institute any proceedings under the
bankruptcy act or any amendment thereto, then such Lease or interest in and to the leased Premises
shall not become an asset in any such proceedings and, in such event, and in addition to any and all
other remedies of the Landlord hereunder or by law provided, it shall be lawful for the Landlord to
declare the term hereof ended and to re-enter the leased land and take possession thereof and all
improvements thereon and to remove all persons therefrom and the Tenant shall have no ftuher
claim thereon.
XXVI. SUBORDINATION AND ATTORNMENT. This Lease shall automatically be
subordinate to any mortgage or deed of trust created by Landlord which is now existing or hereafter
placed upon the Premises including any advances, interest, modifications, renewals, replacements
or extensions {"Landlord's Mortgage"). Tenant shall attorn to the holder of any Landlord's
Mortgage or any party acquiring the Premises at any sale or other proceeding under any Landlord's
Mortgage provided the acquiring party assumes the obligations of Landlord under this Lease.
Tenant shall promptly and in no event later than 15 days after request execute, acknowledge and
deliver documents which the holder of any Landlord's Mortgage may reasonably require as further
Page 14 of 18
evidence of this subordination and attornment. Notwithstanding the foregoing, Tenant's obligations
under this Section to subordinate in the future are conditioned on the holder of each Landlord's
Mortgage and each party acquiring the Premises at any sale or other proceeding under any such
Landlord's Mortgage not disturbing Tenant's occupancy and other rights under this Lease, so long
as no uncured Event of Default by Tenant exists.
XXVII. MISCELLANEOUS TERMS.
I. Usage by Tenant: Tenant shall comply with all rules, regulations and laws of any
governmental authority with respect to use and occupancy. Tenant shall not conduct or permit
to be conducted upon the Premises any business or permit any act which is contrary to or in
violation of any law, rules or regulations and requirements that may be imposed by any
authority or any insurance company with which the Premises is insured, nor will the Tenant
allow the Premises to be used in any way which will invalidate or be in conflict with any
insurance policies applicable to the building. In no event shall explosives or extra hazardous
materials be taken onto or retained on the Premises. Furthermore, Tenant shall not install or
use any equipment that will cause undue interference with the peaceable and quiet enjoyment
of the Premises by other tenants of the building.
II. Condition of Premises/Inspection by Tenant: The Tenant has had the opportunity to inspect
the Premises and acknowledges with its signature on this lease that the Premises are in good
condition and comply in all respects with the requirements of this Lease. Furthermore, the
Landlord makes no representation or warranty with respect to the condition of the Premises
or its fitness or availability for any particular use, and the Landlord shall not be liable for any
latent or patent defect therein. Furthermore, the Tenant represents that Tenant has inspected
the Premises and is leasing and will take possession of the Premises with all current fixtures
present in their "as is" condition as of the date hereof.
III. Right of Entry: It is agreed and understood that the Landlord and its agents shall have the
complete and unencumbered right of entry to the Premises at any time or times for purposes
of inspecting or showing the Premises.
XXVIII. ESTOPPEL CERTIFICATE. Tenant shall, from time to time, upon written request of
landlord, execute, acknowledge and deliver to Landlord or its designee a written statement
specifying the following, subject to any modifications necessary to make such statements true and
complete: (i) the total rentable square footage of the Premises; (ii) the date the Term commenced
and the date it expires; (iii) the amount of minimum monthly Rent and the date to which such Rent
has been paid; (iv) that this Lease is in full force and effect and has not been assigned, modified,
supplemented or amended in any way; (v) that this Lease represents the entire agreement between
the parties; (vi) that all obligations under this Lease to be performed by either party have been
satisfied; (viij that there are no existing claims, defenses or offsets which the Tenant has against
the enforcement of this Lease by Landlord; (viii) the amount of Rent, If any, that Tenant paid in
advance; (ix) the amount of security that Tenant deposited with Landlord; (x) if Tenant has sublet
all or a portion of the Premises or assigned its interest in the Lease and to whom; (xi) if Tenant has
any option to extend the Term of the Lease or option to purchase the Premises; and (xii) such other
factual matters concerning the Lease or the Premises as Landlord may reasonably request. Tenant
acknowledges and agrees that any statement delivered pursuant to this Section may be relied upon
by a prospective purchaser of Landlord's interest or assignee of any mortgage or new mortgagee of
Landlord's interest in the Premises. If Tenant shall fail to respond within 10 days to Landlord's
request for the statement required by this Section, Landlord may provide the statement and Tenant
shall be deemed to have admitted the accuracy of the information provided by Landlord.
Page 15 of 18
XXIX. HOLDOVER. If Tenant shall, without the written consent of landlord, remain in
possession of the Premises and fail to return them to Landlord after the expiration or termination
of this Lease, the tenancy shall be a holdover tenancy at sufferance, which may be terminated
according to Washington law. During such tenancy, Tenant agrees to pay to Landlord 150% of the
rate of rental last payable under this Lease, unless a different rate is agreed upon by Landlord. All
other terms of the Lease shall remain in effect other than any options to extend the Term. Tenant
acknowledges and agrees that this Section does not grant any right to Tenant to holdover, and that
Tenant may also be liable to Landlord for any and all damages or expenses which Landlord may
have to incur as a result of Tenant's holdover.
XXX. NON -WAIVER. Landlord's waiver of any breach of any provision contained in this Lease
shall not be deemed to be a waiver of the same provision for subsequent acts of Tenant. The
acceptance by Landlord of Rent or other amounts due by Tenant hereunder shall not be deemed to
be a waiver of any previous breach by Tenant.
XXXI. NOTICES. All notices under this Lease shall be in writing and effective (i) when delivered
in person or via overnight courier to the other party, or (ii) three (3) days after being sent by
registered or certified mail to the other party at the address set forth in Section I. The addresses for
notices and payment of rent set forth in Section 1 may be modified by either party only by written
notice delivered in conformance with this Section.
XXXIH. GOVERNING LAW. This Lease shall be governed by the laws of the State of
Washington.
XXV. COSTS AND ATTORNEYS' FEES. If Tenant or Landlord engage the services of an
attorney to collect monies due or to bring any action for any relief against the other, declaratory or
otherwise, arising out of this Lease, including any suit by Landlord for the recovery of Rent or other
payments, or possession of the Premises, the losing party shall pay the prevailing party a reasonable
sum for attorneys' fees in such action, whether in mediation or arbitration, at trial, on appeal, or in
any bankruptcy proceeding.
XXVI. TRANSFER OF LANDLORD'S INTEREST. This Lease shall be assignable by
Landlord without the consent of Tenant. In the event of any transfer or transfers of Landlord's
interest in the Premises, other than a transfer for collateral purposes only, upon the assumption of
this Lease by the transferee, Landlord shall be automatically relieved of obligations and liabilities
accruing from and after the date of such transfer, including any liability for any retained security
deposit or prepaid rent, for which the transferee shall be liable, and Tenant shall attom to the
transferee.
35. GENERAL.
a. Heirs and Assigns. This Lease shall apply to and be binding upon Landlord and Tenant
and their respective heirs, executors, administrators, successors and assigns.
b. Entire Agreement. This Lease contains all of the covenants and agreements between
Landlord and Tenant relating to the Premises. No prior or contemporaneous agreements or
understandings pertaining to the Lease shall be valid or of any force or effect and the
covenants and agreements of this Lease shall not be altered, modified or amended except
in writing, signed by Landlord and Tenant.
Page 16 of 18
c. Severability. Any provision of this Lease which shall prove to be invalid, void or illegal
shall in no way affect, impair or invalidate any other provision of this Lease.
d. Force Majeure. Time periods for either party's performance under any provisions of this
Lease (excluding payment of Rent) shall be extended for periods of time during which the
party's performance is prevented due to circumstances beyond such party's control,
including without limitation, fires, floods, earthquakes, lockouts, strikes, embargoes,
governmental regulations, acts of God, public enemy, war or other strife; provided in no
event shall any of the foregoing events operate to extend the Term of this Lease.
e. No Light, Air or View Easement. Tenant has not been granted an easement or other right
for light, air or view to or from the Premises. Any diminution or shutting off of light, air or
view by any structure which may be erected on or adjacent to the Building shall in no way
affect this Lease or the obligations of Tenant hereunder or impose any liability on Landlord.
f. Authority of Parties. Each party to this Lease represents and warrants to the other that the
person executing this Lease on behalf of such party has the authority to enter into this Lease
on behalf of such party, that the execution and delivery of this lease has been duly
authorized, and that upon such execution and delivery, this Lease shall be binding upon
and enforceable against such party.
g. Time. "Day" as used herein means a calendar day and "business day" means any day on
which commercial banks are generally open for business in the state where the Premises
are situated. Any period of time which would otherwise end on a non -business day shall
be extended to the next following business day. Time is of the essence of this Lease.
h. Quiet Enjoyment. Provided Tenant pays Rent and performs all ofits obligations in this
Lease, Tenant's possession of the Premises will not be disturbed by Landlord or anyone
claiming by, through or under Landlord.
i. Merger. The voluntary or other surrender of this Lease by Tenant, or a mutual cancellation
thereof, shall not work a merger and shall, at the option of Landlord, terminate all or any
existing subtenancies or may, at the option of Landlord, operate as an assignment to
Landlord of any or all of such subtenaneies.
j. Counterparts. This contract may be signed by and returned by one or more counterparts.
All signatures are binding on Tenant and Landlord.
XXVII. AMENDMENT. No amendment of this Lease shall be effective unless reduced to writing
and subscribed by the parties with all the fonnality of the original.
XXVIII. BINDING EFFECT. This Lease and any amendments thereto shall be binding upon the
Landlord and the Tenants and/or their respective successors, heirs, assigns, executors and
administrators.
Signature page to follow.
//
Page 17 of 18
IN WITNESS WHEREOF, the parties hereto set their hands and seal this day of
_, 20
Landlo d's Signature Printed Name Tiittle�.
�i`Lt-sr�d M C�.r%C/• `K, L/sTilc.y � a�►.�G,?
Landlord's Signature
Tenant's Signature
Tenant's Signature
Printed Name Title
Printed Name Title
• r_ I 1 •- ,
Printed Name
ACKNOWLEDGMENT OF NOTARY PUBLIC
STATE OF w01rE 109tC 1
COUNTY OF *:t p
Title
On this tLn day of QeaeM*e, - _ 20Z-2.; before me appeared
16-6k l H111.m-a e", as LANDLORD of this Commercial Lease Agreement who proved to
me through government issued photo identification to be the above -named person, in my presence
executed foregoing instrument and acknowledged that they executed the same as their free act and
deed.
LKIM
ry Public L461 i. �cjcLt t!S1'
Washington Notary Public
LUNDQUISTumber 17481SSION EXPIRES My Commission Expires:
1. 2026
ACKNOWLEDGMENT OF NOTARY PUBLIC
STATE OF it V S rn
COUNTY OF
On this 1 �101 day of 20 `� before me appeared
as TENANT(S) of this Commercial Lease Agreement who proved to me
through government issued photo identification to be the above -named person, in my presence
executed foregoing instrument and acknowledged that they executed their free act and
deed.
\.` NDY, RIN ''..
�.a l n;.9� .� Notary Public
0 a eoNo-r�,+� .cr'
p' m tic
SHI
My Commission Expires: 0?, / ro v�)_
Page 18 of 18