Loading...
050-24 - Pontoon 1 Investments, LLC - ContractInslee, Best, Doezie & Ryder, P.S. ©Commercial Brokers 4� Ci3A 10900 NE 4th St., Suite 1500 Association V Bellevue, WA 98004 ALL RIGHTS RESERVED Phone: 425455-1234 Form: PS AS Assignment and Assumption Fax: 425-635-7720 Rev. 712020 Page 1 of 5 ASSIGNMENT AND ASSUMPTION AGREEMENT This has been prepared for submission to your attorney for review and approval prior to signing. No representation is made by licensee as to its sufficiency or tax consequences This Assignment and Assumption Agreement (the "Assignment") is made the 30th day of Ma�: , 20 24 , between Pontoon 1 Investments LLC a Washington limited liability company ("Assignor") and the City of Port Orchard, a Washington municipality ("Assignee") who are parties to a Purchase and Sale Agreement with a Reference Date of May 6 , 20 24 (the "Purchase Agreement") for real property located at or a business opportunity commonly known as 730 Prospect Street, Port Orchard, WA 98366 (the "Property"). 1. Assigned Property. Pursuant to the terms of the Purchase Agreement, Assignor grants, assigns, sells, transfers, sets over and delivers to Assignee all of Assignor's right, title and interest in and to the following personal property (collectively the "Assigned Property") and Assignee accepts such assignment. - A. Leases. Each of the leases of real or personal property identified in Exhibit A to this Assignment; B. Contracts. All contracts or agreements of any nature, (including without limitation design contracts, construction contracts, purchase orders, utility contracts, water and sewer service contracts, maintenance contracts, warranties, and soils reports), identified in Exhibit B to this Assignment; and C. Intangible Property. All intangible property now or hereafter existing with respect to the Property (including without limitation: all rights -of -way, rights of ingress or egress or other interests in, on, or to, any land, highway, street, road, or avenue, open or proposed, in, on, or across, in front of, abutting or adjoining the Property; all rights to utilities serving the Property; all drawings, plans, specifications and other architectural or engineering work product; all governmental permits, certificates, licenses, authorizations and approvals; all rights, claims, causes of action, and warranties under contracts with contractors, engineers, architects, consultants or other parties associated with the Property; all utility, security and other deposits and reserve accounts made as security for the fulfillment of any of Assignor's obligations; any name of or telephone numbers for the Property; any related trademarks, service marks or trade dress; and guaranties, warranties or other assurances of performance received), identified in Exhibit C to this Assignment. 2. Assumption. Assignee assumes all of the obligations imposed on the Assignor by the Assigned Property that accrue or arise on or after the Effective Date of this Agreement. 3. Indemnification. Assignor agrees to indemnify, defend and hold Assignee harmless from and against any and all claims, demands, liabilities, costs and expenses, including reasonable attorneys' fees, occurring by reason of Assignor's breach of any provisions of the leases identified in Exhibit A or contracts or agreements identified in Exhibit B that occurred prior to the Effective Date. Assignee agrees to indemnify, defend and hold Assignor harmless from and against any and all claims, demands, liabilities, costs and expenses, including reasonable attorneys' fees, occurring by reason of Assignee's breach of any provisions of the leased real or personal property identified in Exhibit A or contracts or agreements identified in Exhibit B that occur on or after the Effective Date. 4. Effective Date. The term "Effective Date" as used in this Assignment means: a) in the event the Property consists of real property, the date that the deed conveying title to the Property from Assignor to Assignee is recorded in the official records of the County recorder's office or, b) in the event the Property consists only of a business opportunity, the date on which ownership of the business is legally transferred from Assignor to Assignee. 5. Further Assurances. Assignor and Assignee shall, on the written request of the other party, execute, acknowledge and deliver further documents and assurances and perform further acts that the other party INITIALS: ASSIGNORd( DATE: f ASSIGNEE RP DATE: ASSIGNOR DATE: ASSIGNEE 01 /06/24 1 Inslee, Best, Doezie & Ryder, P.S. ©commercial Brokers �r CBA 10900 NE 4th St., Suite 1500 Association U ALL RIGHTS RESERVED Bellevue, WA 98004 Form: PS AS Phone: 425-455-1234 Assignment and Assumption Fax: 425-635-7720 Rev. 7/2020 Page 2 of 5 ASSIGNMENT AND ASSUMPTION AGREEMENT (CONTINUED) reasonably requests in order to perform all of the obligations of this Assignment. 6. Counterparts. This Assignment may be signed in one or more counterparts, each of which shall be deemed an original and all of which shall constitute one and the same agreement. 7. Successors and Assigns. This Assignment shall be binding upon and inure to the benefit of the parties to this Assignment, their successors in interest and assigns. 8. Governing Law. This Assignment shall be governed by, construed and enforced in accordance with the laws of the State of Washington, and venue of any suit shall be in the county in which the Property is located. 9. Attorneys` Fees. If Assignor or Assignee sues to enforce this Assignment or obtain a declaration of either of their rights under this Assignment, the prevailing party in any such proceeding shall be entitled to recover its reasonable attorneys' fees and costs incurred in the proceeding (including those incurred in any bankruptcy proceeding or appeal). In the event of trial, the amount of the attorneys' fees shall be as fixed by the court. ASSIGNOR � a Assignor's Name ate Assignor's Name Date By: _z�v • 1 ,.G By: bb Authorized Signature/Title Authorized Signature/Title ASSIGNEE Mayor Rob Putaansu 01/06/24 Assignee's Name Date Assignee's Name Date MayoOaansu (Jun 1, 202417:53 PDT) By: By: Authorized Signature/Title Authorized Signature/Title INITIALS: ASSIGNOR ii DATE: ASSIGNEE Mayor Rob (Jun 1, 20;47PDT)(Jun 1, 20�47PDT) ASSIGNOR DATE: ASSIGNEE 01 /06/24 DATE: inslee, Best, Doezie &r Ryder, P.S. © Commercial Brokers Association OCBA 10900 NE 4th St., Suite 1500 ALL RIGHTS RESERVED Bellevue, WA 98004 Phone: 425-455-1234 Form: PS AS Assignment and Assumption Fax: 425-635-7720 Rev. 712020 Page 3 of 5 ASSIGNMENT AND ASSUMPTION AGREEMENT (CONTINUED) EXHIBIT A (Leases) Commercial Lease with Kitsap County (Family Support Division of Prosecutor's Officel with an effective date of January 1 2021. INITIALS: ASSIGNOR / ` DATE: ASSIGNEE RP DATE: ASSIGNOR DATE: ASSIGNEE 01/06/24 DATE, Inslee, Best, Doezie & Ryder, P.S. Commercial Brokers 10900 NE 4th St., Suite 1500 Association Bellevue, WA 98004 ALL RIGHTS RESERVED Phone: 425-455-1234 Form: PS AS Assignment and Assumption Fax: 425-635-7720 Rev. 7/2020 Page 4 of 5 ASSIGNMENT AND ASSUMPTION AGREEMENT (CONTINUED) EXHIBIT B (Contracts) TK Elevator corporation Maintenance Agreement, Customer #71869 Job #US51429. INITIALS: ASSIGNOR GC C DATE: ASSIGNEE RP DATE: ASSIGNOR DATE: ASSIGN60/06/24 DATE: U CBA Inslee, Best, Doezie & Ryder, P.S. 10900 NE 4th St., Suite 1500 Bellevue, WA 98004 Phone: 425-455-1234 Fax: 425-635-7720 © Commerciai Brokers Association ALL RIGHTS RESERVED Form: PS AS Assignment and Assumption Rev. 712020 Page 5 of 5 ASSIGNMENT AND ASSUMPTION AGREEMENT (CONTINUED) EXHIBIT C (Intangible Property) All permits, licenses, certificates of occupancy, use and operating permits and permits, approvals, and certificates obtained or held in connection with the own the non-exclusive right to use all trademarks, trade names, and similar items of the use or -ownership of the Property. All transferable warranties. auarantees. a is to INITIALS: ASSIGNOR DATE: ASSIGNEE" DATE: ASSIGNOR DATE: ASSIGNEE 01 /06/24 DATE: r O CIBA COMMERCIAL LEASE SUMMARY OF TERMS: 1. Parties: Lessor: PONTOON I INVESTMENTS, LLC Lessee: KITSAP COUNTY- Family Support Division of Prosecutor's Office 2. Lease Term: Five Year Lease (January 1, 2021 through December 31, 2025) �� 70 3. Monthly Base Rent: $7,825.00 per month in 2021 "10 au -1 U $7,900.00 per month in 2022 V�tU Z C $7,975.00 per month in 2023 01 j 0 THIS LEASE, effective as of the 1" day of JANUARY, 2021, is between PONTOON 1 INVESTMENTS, LLC, herein called "Lessor", and KITSAP COUNTY, specifically for the FAMILY SUPPORT DIVISION of the KITSAP COUNTY PROSECUTOR'S OFFICE, herein called "Lessee". Lessor commenced leasing the real property (hereinafter also called "Leasehold Premises" or "Premises"), hereinafter more specifically identified, located at 730 Prospect Street, Port Orchard, Washington 98366, on October 1, 1995. From that date to the present Lessee has continuously been renting the Premises. The present lease runs from January 1, 2021 through December 31,2025. The parties have agreed Lessee shall continue leasing the Premises pursuant to the detailed provisions of this Agreement as hereinafter set forth. NOW, THEREFORE, IN CONSIDERATION of the foregoing recitals and the promises and covenants of the parties hereinafter set forth, they agree as follows: 1. Leasehold Premises. Lessor hereby leases to Lessee, and Lessee hereby leases from lessor, upon the terms and conditions herein set forth, the real property situated in Kitsap County, Washington, legally described as follows: The legal description of the Premises is set forth on the attached "EXH1 BIT A", which by this reference is incorporated herein and made a part hereof. 2. Use of Premises.' The Premises shall be used for the conduct of the FAMILY SUPPORT / PATERNITY work of the Kitsap County Prosecutor's Office, general Kitsap COMMERCIAL LEASE RE: 730 PROSPECT STREET /RILL TO CRIf D SUPPORT DMSION OF KTCSAP COUNTY Page 1 of 12 County Prosecutor Office activities and meetings, and activities incident thereto, and for no other purpose, without the prior written consent of Lessor, which consent shall not be unreasonably withheld. Lessee shall not allow undue noise or vibration and shall comply with all governmental rules, orders, regulations, and/or requirements, relating to the use and occupancy of the Premises. 3.A. Term. This lease shall commence on 7ANUARY 1, 2021and end on December 31, 2025. No other individuals or entities shall be entitled to occupy the Premises for the conduct of a business except for Lessee and its employees. At the conclusion of this lease, Lessee shall peacefully vacate the Leasehold Premises without prior notice of any kind or nature being required from Lessor to Lessee. 3.11. Early Lease Termination. (1) By Lessee. Lessee, in Lessee's sole discretion, shall have the right to terminate this Lease by first providing Lessor six (6) months advance written notice stating that Lessee intends to terminate the lease as of the date set forth in the notice, which termination date must be on the last day of a month at least six (6) months in the future from the date the termination notice is tendered. 4. Rent. Lessee agrees to pay Lessor, at Lessor's address set forth herein, or at such other place as Lessor may designate in writing from time to time, monthly rent, due in advance on the first day of each month as follows: 4.A. Rent in 2021. Commencing January 1, 2021, and running through December 31, 2021, monthly rent in the sum of $7,825.00 shall be due and owing from Lessee to Lessor. 4.B. Rent in 2022. Commencing January 1, 2022, and running through December 31, 2022, monthly rent in the sum of $7,900.00 shall be due and owing from Lessee to Lessor. 4.C. Rent in 2023, 2024, and 2025. Commencing January 1, 2023, and running through December 31, 2025, monthly rent in the sum of $7,975.00 shall be due and owing from Lessee to Lessor. 5. Late Payment Provision. If Lessee shall ever tender a rental payment more than fifteen (15) days from its due date, then and in any such event, in addition to the rental amount due and owing, an additional late charge in the sum of ten percent (10.00%) of the missed payment shall be due and immediately payable. COMMERCLAL LEASE RE: 730 PROSPECT STREET /RILL TO FAMILY SUPPQRT AIVISION OF KITSAP COUNTY Page 2 of 12 6. Quiet Eniovment. Lessor covenants and agrees that Lessee, upon performance of all Lessee's obligations under this lease, shall lawfully and quietly hold, occupy, and enjoy the Premises during the term of this lease, without disturbance by Lessor or by any person claiming under Lessor, subject to the other terms and provisions of this lease, and subject to all mortgages, underlying leases and other underlying matters of record to which this lease is or may become subject to and subordinate. 7. Acceptance of Premises. Lessee has been in possession of the Premises for approximately the past twenty (20) years and agrees they are in good and tenantable condition, and acceptable in their present condition to Lessee. S. Utilities. Lessee shall, at Lessee's expense, provide all utilities and other services to the Premises required by Lessee including, but not limited to, electricity, water, sewer, heating, air conditioning, telephone and janitorial service. Payment of the said utility expenses shall be handled as follows. Lessor shall pay the actual cost of the utility services provided to the Premises, to wit, electricity, water, sewer, heating and air conditioning, on a monthly basis as they come due. Lessee shall then reimburse Lessor for the actual cost of these utility services paid by Lessor, by paying to Lessor the sum of $950.00 each month, which amount shall be due on the fast day of each month, and which amount is included in Lessee's monthly rent payment to Lessor as established in section 4. hereof, entitled "Rent". Lessor shall provide Lessee with a yearly audit of the actual cost of all utility service expenses paid by Lessor regarding the Premises, which audit shall include receipts for all utility payments made during that year. If a yearly audit shows Lessee's payments to Lessor for these services have been less than the actual cost thereof, then Lessee shall promptly issue to Lessor payment for the amount of the deficit. Conversely, if a yearly audit discloses the County's payments to Lessor for these expenses have exceeded their actual cost, then a credit shall be provided from Lessor to Lessee for the difference between the actual expense amount and $950.00, and applied to the subsequent quarter(s) throughout the next year, and shall, following the yearly audit, which shall be delivered to the County by January 20 of the next year, be cumulatively credited to Lessee and deducted from the monthly rent due for the month of February in the next year. After the conclusion of each year, the parties shall review the actual utility costs for that year, and if appropriate, amend the actual base monthly utility payment made from Lessee to Lessor in the future as factored into the monthly rent payment, to more accurately reflect the actual monthly utility expenses incurred. COMMERCLAL LEASE RE: 730 PROSPECT STREET /RILL TO FAMILY SUPPORT DIVISION OF KITSAP COUNTY Page 3 of 12 The parties agree their obligation to account for, pay, and reimburse the actual cost of utility services, shall be extended beyond the term of this lease for such time as is reasonably necessary to conduct the final adjustment for utility costs paid by Lessor. All said utility bills to be paid by Lessor, shall be directly"mailed by each utility provider to Lessor in c/o Mr. L. William Rill at 1490 East Mason Lake Drive West, Grapeview, WA 98546. 9. Maintenance by Lessor & Lessee. Lessor shall maintain in good condition, the Premises' roof, elevator, foundation, exterior walls, plumbing, HVAC, electrical system, asphalt parking area, and sump pump in the basement of the Premises, but shall not be called upon to make any improvements, maintenance or repair of any kind to the interior of the Premises, unless the improvements, maintenance, or repairs to the interior of the Premises are needed as a result damages caused by failure of the Premises' roof, elevator, foundation, exterior walls, plumbing, HVAC, electrical system, asphalt parking area, or sump pump, in which case Lessor shall be obligated to make the required improvements, maintenance, and/or repairs. Lessor shall not be obligated to repair or replace any fixtures or equipment installed by Lessee, and Lessor shall not be obligated to make any repair or replacement occasioned by any act or omission of Lessee, its employees, agents, invitees or licensees. Lessee shall be obligated to maintain in good working order, and to keep in continuous effect, maintenance/monitoring contracts, and pay the yearly contract maintenance and/or monitoring fees, for the Premises' security system (presently an ADT system). 10. Alterations, Repairs and Maintenance by Lessee. Lessee shall make no changes, improvements or alterations to the Premises without first receiving the prior written consent of Lessor. All such changes, improvements, alterations and repairs, if any, made by Lessee shall remain on the Premises and shall become the property of Lessor upon the expiration or sooner termination of this lease, except however, appliances paid for by Lessee shall remain the property of Lessee. Lessee shall keep the Premises in a neat, clean, and sanitary condition, and shall maintain the Premises and all items therein installed by Lessee in good condition and repair, except only for reasonable wear and tear. Without limiting the generality of the foregoing, Lessee shall timely repair as appropriate, any glass, windows, carpeting, and doors, that may become cracked, broken, or fall into disrepair; provided however, the Lessor shall replace, as appropriate, any windows whose seals fail. Lessee, however, shall not be called upon to make any capital improvements to the Premises. Lessee shall also be responsible for any interior painting desired by it. COMMERCIAL LEASE RE: 730 PROSPECT STREET /RILL TO FAMILY SUPPORT DMSION OF KITSAP COUNTY Page 4 of 12 All interior Premises' upkeep, maintenance, and repairs, except as otherwise explicitly stated in this lease, shall be at Lessee's sole expense. Lessor, however, shall be responsible for exterior landscaping and maintenance. 11. Taxes. Lessor shall pay, before the same become delinquent, all taxes and, special assessments levied against the Premises. Lessee shall pay, before the same become delinquent, all taxes assessed against Lessee's furniture, fixtures, equipment and other property in the Premises. 12. Lessor's Access to Premises. Lessor may inspect the Premises at all reasonable times, and enter the same for the purpose of cleaning, repairing, altering, improving, or exhibiting the same, but nothing herein shall be construed as imposing any obligation on Lessor to perform any such work. When Lessee becomes aware of any repair or maintenance issues concerning the Premises that are Lessor's responsibility, it shall so notify Lessor of the nature thereof as soon as reasonably possible. 13. Liability Insurance. Lessee shall, at Lessee's expense, maintain public liability and property damage insurance, insuring against any and all claims for injury to or death of persons, and loss of or damage to property, occurring upon, in, or about the Premises, and Lessee shall hold Lessor hamtless from any and all such damage claims and/or injury claims, and other claims of every kind and nature arising as a result of Lessee's tenancy and/or use of the Leasehold Premises. Lessor presently maintains appropriate liability and property damage insurance. Upon request, Lessor shall be provided with a copy of Lessee's insurance policy. 14. Lessee's Fire Insurance. Lessee shall, at Lessee's expense, maintain on all of Lessee's personal property, leasehold improvements and alterations on the Premises, a policy of standard fire insurance, with extended coverage, in the amount of their replacement value. All proceeds of such insurance shall be applied to the restoration of fixtures, improvements, and alterations, to the extent provided in this lease hereinafter; any proceeds of such insurance remaining after such restoration shall belong to Lessee. 15. Lessor's Fire Insurance. Lessor shall, at Lessor's expense, maintain on the Premises a policy of standard fire insurance, with extended coverage, in the amount of its replacement value. All proceeds of any such insurance shall be payable to the Lessor, and shall be applied to the restoration of the Premises to the extent provided hereinafter; any proceeds of such insurance remaining after such restoration shall belong to Lessor. 16. Assignment and Subletting. Neither this lease nor any right hereunder may be assigned, transferred, encumbered or sublet, in whole or in part, by Lessee, by operation of law or otherwise, without Lessor's express prior written consent, which consent shall not be unreasonably withheld. Lessor may assign its interest in this lease. COMMERCIAL LEASE RE: 730 PROSPECr STREET /RILL TO FAMILY SUPPORT DIVISION OF KITSAP COUNTY Page 5 of 12 17. Damaee or Destruction. If the Premises are damaged or destroyed by fire or any cause other than any act or omission of Lessee, its employees, agents, invitees or licensees, Lessor shall restore the Premises, except for such fixtures, improvements and alterations as are installed by Lessee, as nearly as practicable to their condition immediately prior to such damage or destruction. Lessee, at Lessee's expense, shall, so restore all such fixtures, improvements and alterations installed by Lessee. Lessor, at Lessee's expense, shall so restore the Premises with respect to all damages caused by any act or omission of Lessee, its employees, agents, invitees or licensees; and Lessee agrees to reimburse Lessor upon demand for all expenses of every kind and nature, from time to time, for such restoration. The obligations to restore provided in this paragraph shall be subject to Lessor's and Lessee's termination rights provided hereinafter. Any restoration shall be promptly commenced and diligently prosecuted. Lessor shall not be liable in any fashion to Lessee for any consequential damages incurred by Lessee by reason of any such damage or destruction. Notwithstanding any of the foregoing provisions of this section, in the event the Premises shall be destroyed or damaged to such an extent that Lessor deems it not economically feasible to restore the same, then Lessor may terminate this lease as of the date of the damage or destruction by giving Lessee written notice to that effect. In the event the Premises shall be destroyed or damaged to such an extent that the same cannot be used for the conduct of the business stated herein for a period exceeding ninety (90) days, then either party may terminate this lease as of the date of the damage or destruction by giving the other notice to that effect not later than twenty (20) days after the occurrence of said damage or destruction; provided, however, Lessee shall have no such right to terminate this lease if such damage or destruction is caused by any act or omission of Lessee, its employees, agents, invitees or licensees. If Lessor undertakes to restore the Premises, as provided in this section 17., then commencing with the date of the damage or destruction, and continuing through the period of restoration, the rent for the Premises shall be abated for such period in the same proportion as the untenable portion of the Premises bears to the whole thereof, except that there shall be no abatement to the extent any such damage or destruction was caused by any act or omission of Lessee, its employees, agents, invitees, or licensees. 19. Liens. Lessee shall not suffer or permit any liens to be filed against the Premises, or any part thereof, or the Lessee's leasehold interest, by reason of work, labor, services or materials performed or supplied to Lessee, or anyone holding the Premises, or any part thereof, under Lessee. If any such Lien is filed against the Premises or Lessee's leasehold interest, Lessee shall cause the same to be discharged of record within thirty (30) days after the date of filing the same. COMMERCIAL LEASE RE: 730 PROSPECT STREET /RILL TO FAMILY SUPPORT DMSION OF KITSAP COUNTY Page 6 of 12 19. Indemnity by Lessee. Lessee agrees Lessor shall not be liable for any claims for death or injury to any person, or damage to or destruction of any property, sustained by Lessee, or by any other person on or about the Premises, including, without limiting the generality of the foregoing, any claims caused by or arising from the condition or maintenance of any part of the Premises, unless such damage is caused in whole or in part by the negligence of Lessor, in which case Lessor and Lessee shall be liable according to the comparative negligence laws of Washington State. Provided, however, and notwithstanding anything to the contrary herein, because Lessee is in possession of the Premises, if Lessee becomes aware of, or should have become reasonably aware of, any dangerous or potentially dangerous situation or condition on or about the Premises which Lessor is responsible to remedy according to the terms of this lease, before Lessor shall be liable for any such injury or damage caused by any such situation or condition, Lessee must fast have notified Lessor in writing of the dangerous situation and/or condition, and Lessor must first have been provided with a reasonable time to remedy the same. 20. Default / Remedies. If any of Lessee's payment obligations hereunder shall be and remain unpaid when the same shall have become due, or if Lessee shall violate or default in any of the substantive obligations placed upon it in this lease, then Lessor may cancel this lease upon providing any notices required by law to Lessee, and thereafter re-enter the Premises, but notwithstanding such re-entry by Lessor, the liability of Lessee for the rent provided and other of its payment obligations hereunder, shall not be extinguished for the balance of the term of this lease, and Lessee covenants and agrees to pay Lessor any deficiency arising from a reasonable re-entry and re -letting of the Premises at a lesser rental to a new third -party tenant than agreed to in this lease. Lessee shall pay such deficiency each month as the amount thereof is ascertained by Lessor. If this lease shall be terminated, as herein provided, Lessor may immediately, or at any time thereafter, re-enter the Premises and remove any and all persons and property therefrom by any suitable proceeding at law or otherwise, without liability therefore, and without such re-entry diminishing Lessee's obligation to pay rent as herein provided. Lessor shall apply the proceeds of any re -letting first to the payment of such reasonable expenses as Lessor may have incurred in recovering possession of the Premises and removing persons and property therefrom, and in putting the same into good order or condition or preparing or altering the same for re -letting, and all other expenses incurred by Lessor by re - letting the Premises, and then to Lessee's obligation to pay rent. Any such re -letting may be for the remainder of the term of this lease or for a longer or shorter period. In any such case, and whether or not the Premises, or any part thereof be re -let, Lessee shall pay to Lessor the rent and all other charges required to be paid by Lessee up to the time of such termination of this lease; and thereafter, Lessee agrees to pay the equivalent of the amount of all rent reserved herein, and all other charges required to be paid by COMMERCIAL LEASE RE: 730 PROSPECT STREET /RILL TO FAMILY SUPPORT DMSIQN OP MTSAP COUNTY Page 7 of 12 Lessee, less the net proceeds of re -letting, if any, and the same shall be due and payable by Lessee monthly as the amount thereof is ascertained by Lessor, and Lessor may bring an action therefore as such monthly deficiencies arise. In any of the circumstances hereinbefore mentioned, Lessor shall have the option, instead of holding Lessee liable for the amount of all the rent and all other charges required to be paid be Lessee, less the net proceeds of re -letting, if auy, forthwith to recover from Lessee an aggregate sum representing, at the time of such termination of this lease, the then present worth of the excess, if any, of the aggregate of the rent, and all other charges payable by Lessee hereunder that would have accrued until the end of the lease term, over the aggregate rental value of the Premises during such term. 21. "Grade Futures. Lessee may install on the Premises such equipment as is customarily used in the type of business conducted by Lessee on the Premises. Upon the expiration or sooner termination of this lease, Lessee shall, at Lessee's expense, remove from the Premises all such equipment and all other property of Lessee, and repair any damage to the Premises occasioned by the removal thereof. Any property left in the Premises after the expiration or sooner termination of this lease shall be deemed to have been abandoned by Lessee and become the property of Lessor to dispose of as Lessor deems expedient, without accounting to Lessee therefore. 22. Condemnation. If all of the Premises are taken by any public authority under the power of eminent domain, this lease shall terminate as of the date possession is taken by said public authority pursuant to such condemnation. If any part of the Premises is so taken and, in the opinion of either Lessor or Lessee, it is not economically feasible to continue this lease in effect, either party may terminate this lease. Such termination by either party shall be made by notice to the other, given no later than thirty (30) days after possession is so taken, the termination to be effective as of the later of thirty (30) days after said notice, or the date possession is so taken. If part of the Premises are so taken, and neither Lessor nor Lessee elects to terminate this lease, or until termination is effective, as the case may be, the rental shall be abated in the same proportion as the portion of the Premises so taken bears to the whole of the Premises; and Lessor shall make such repairs or alterations, if any, as are required to render the remainder of the Premises tenantable. All damages awarded for the taking or damaging of all or any part of the Premises shall belong to and be the property of Lessor, and Lessee hereby assigns to Lessor any and all claims to such award; but nothing herein contained shall be construed as precluding Lessee from asserting any claim Lessee may have against such public authority for disruption or relocation of Lessee's business on the Premises. COMMERCIAL LEASE RE: 730 PROSPECT STR13ET /RML TO FAKI Y SUPPORT DIVISION OF KITSAP COUNTY Page 8 of 12 23. Notices. All notices, demands and requests to be given by either party to the other shall be in writing. All notices, demands and requests by Lessor to Lessee shall be sent by United States registered or certified mail, postage prepaid, addressed to Lessee at Kitsap County Prosecutor c/o Family Support / Patemity Division 614 Division Street, MS 35-B Port Orchard, WA 98366-7148 or at such other place as Lessee may from time to time designate by notice to Lessor. All notices, demands and requests by Lessee to Lessor shall be sent by United States registered or certified mail, postage prepaid, addressed to Lessor at Pontoon I Investments, LLC L. William Rill, Manager 1490 East Mason Lake Drive West Grapeview, WA 98546 or at such other place as Lessor may from time to time designate by notice to Lessee. Notice, demands, and requests served upon Lessor or Lessee, as provided in this section, in the manner aforesaid, shall be deemed sufficiently served or given for all purposes hereunder two business days after the time such notice, demand or request is mailed in any post office in Kitsap County, Washington. 24. Performance of Covenants. If Lessee shall fail to make any payment, or perform any of Lessee's obligations under this lease, Lessor may, without notice to or demand upon Lessee, and without waiving or releasing Lessee from any obligations of Lessee under this lease, make said payment or perform said obligation in such manner and to such extent as Lessor deems desirable. All sums so paid by Lessor, and all necessary costs and expenses in connection with the performance of any such obligation by Lessor, together with interest thereon at the rate of twelve per cent (12%) per annum, compounded monthly from the date of the making of such expenditure by Lessor, shall be deemed additional rent hereunder, and shall be payable to Lessor on demand. 25. Surrender of Premises. Subject to Lessor's obligations pursuant to this lease regarding maintenance of the leasehold Premises, Lessee, at the expiration or sooner termination of this lease, shall quit and surrender the Premises in good, neat, clean and sanitary condition, except for reasonable wear and tear. 26. Holdover. If Lessee lawfully holds over after the expiration of the term of this lease, such tenancy shall be a month -to -month tenancy. During such tenancy, Lessee agrees COMMERCIAL LEASE RE: 730 PROSPECT STREET /RILL TO FAMILY SUPPORT DIVISION OF KITSAP COUNTY Page 9 of 12 to pay Lessor the same rental as provided herein, and to be bound by all of the terms, covenants and conditions herein specified. 27. Force Maieure. Lessor's failure to perform any of its obligations under this lease shall be excused if due to causes beyond the control and without the fault or negligence of Lessor, including but not restricted to acts of God, acts of the public enemy, acts of any government, fires, floods, epidemics and strikes. 28. Miscellaneous. (a) Nonwaiver. No failure of Lessor to insist upon the strict performance of any provision of this lease shall be construed as depriving Lessor of the right to insist on strict performance of such provision, or any other provision in the future. No waiver by Lessor of any provision of this lease shall be deemed to have been made unless expressed in writing and signed by Lessor. No acceptance of rent or of any other payment by Lessor from Lessee after any default by Lessee shall constitute a waiver of any such default or any other default. Consent of Lessor in any one instance shall not dispense with necessity of consent by Lessor in any other instance. (b) Attorney's Fee. If, by reason of any default on the part of either Lessor or Lessee, it becomes necessary for the other party to employ an attorney, or if an action be commenced by either party to enforce any of the provisions of this lease, the nondefaulting or prevailing party shall, in addition to its other remedies, be entitled to recover from the other party a reasonable attorney's fee and all costs and expenses expended or incurred in connection with such default or action. (e) Execution In Counterparts. This Agreement may be simultaneously executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument. (d) Partial Invalidity. If any term or provision of this lease, or the application thereof to any person or circumstances, shall to any extent be invalid or unenforceable, the remainder of this lease, or the application of such term or provision to persons or circumstances other than those as to which it is invalid or unenforceable, shall not be affected thereby, and each term and provision of this lease shall be valid and enforced as written to the fullest extent of the law. (e) Governing Law: This lease shall be governed by the laws of the State of Washington. COMMERCIAL LEASE RE: 730 PROSPECT STREET /RILL TO FAMILY SUPPORT DMSION OF KITSAP COUNTY Page 10 of 12 (f) Entire Agreement: This document contains the entire and integrated agreement of the parties and may not be modified except in writing, signed and acknowledged by all parties. (g) Lessor's Agreement: Except in the case of assignment or subletting, Lessor shall not unreasonably withhold its consent where such consent is expressly provided for in this lease. (h) Interpretation: This lease has been submitted to the scrutiny of all parties hereto, and their counsel, if desired, and shall be given a fair and reasonable interpretation in accordance with the words hereof, without consideration or weight being given to its having been drafted by any party hereto, or its counsel. (i) Remedies Cumulative: The specified remedies of which Lessor may resort under the terms of this lease are cumulative, and are not intended to be exclusive of any other remedies or means of redress to which Lessor may lawfully be entitled in case of any breach or threatened breach by Lessee of any provision of this lease. In addition to the other remedies in this lease provided, Lessor shall be entitled to the restraint by injunction of the violation, or attempted or threatened violation, of any of the covenants, conditions or provisions of this lease. (J) Number; Gender; Permissive Versus Mandatory Usage: Where the context permits, references to the singular shall include the plural, and vice versa, and to the neuter gender shall include the feminine and masculine. Use of the word "may" shall denote an option or privilege and shall impose no obligation upon the party which may exercise such option or privilege; use of the word "shall" shall denote a duty or an obligation. (k) Lease Year: As used herein, the term "lease year" shall mean a 12 month period commencing on the date the term of this lease commences, and each 12 month period commencing on each anniversary thereof. (1) Time: Time is of the essence to this lease. (m) Conflict of Provisions: In case of conflict, the more specific provisions of this lease shall control. (n) Binding Effect: Subject to the provisions of Section 15 hereof, this Lease shall be binding upon the parties hereto and upon their respective executors, administrators, legal representatives, successors and assigns. COMMERCIAL LEASE RE: 730 PROSPECT STREET /RILL 19 FAMILY SUPPORT OMSION OF KITSAP COUNTY Page 11 of 12 LESSOR PO TOON1INVESTMENTS C ��—i a Signing Date: Z� William Rill, Manager LESSEE: KITSAP COUNTY by: by: by: Fl r 1 .2w • '7 1 11 1 �. EST: DANA DANIELS Clerk of the Board -r4SSF p,T E Q*�: Signing Date: 12' 14- ZQZO COMMERCIAL LEASE RE: 730 PROSPECT STREET /RILL TO FAMILY $iIPPORT DMSION OF ffiTSAP COUNTY Pago 12 of 12 EJGIIBIT A PART OF LOTS 12 AND 13, BLOCK 15, PLAT OF SIDNEY DESCRIBED AS FOLLOWS: BEGINNING 100 FEET NORTH OF THE SOUTHWEST CORNER OF LOT 12, THENCE EAST PARALLEL TO THE SOUTH LINE OF SAID LOT 37.98 FEET; THENCE NORTH 23"EAST 98.79 FEET, MORE OR LESS, TO THE NORTHERLY LINE OF LOT 13; THENCE NORTHWESTERLY ALONG THE NORTHERLY LINE OF SAID LOTS 12 AND 13, A DISTANCE OF 42.77 FEET TO THE NORTHWEST CORNER OF LOT 12; THENCE SOUTH 22 1/20 WEST ALONG THE WESTERLY LINE OF LOT 12, 95.19 FEET; THENCE SOUTH ALONG THE WEST LINE OF LOT 12, TO THE PLACE OF BEGINNING, KITSAP COUNTY, WASHINGTON, ALSO LOT 6, BLOCK 15, S.M. STEVEN'S TOWN PLAT OF SIDNEY, ACCORDING TO PLAT RECORDED IN VOLUME 1 OF PLATS, PAGE 1, IN KITSAP COUNTY, WASHINGTON; ALSO THE EASTERLY 10 FEET OF LOT 5, BLOCK 15, S.M. STEVEN'S TOWN PLAT OF SIDNEY AS PER PLAT RECORDED IN VOLUME i OF PLATS ON PAGE 1, RECORDS OF KITSAP COUNTY AS MEASURED ALONG THE NORTH LINE THEREOF. ALL SITUATE IN KITSAP COUNTY, WASHINGTON. ACCEPTANCEz YOUR ACCEPTANCE OF ?HIS ADDENDL,'M AND ITS APPROVAL BY AN AUTHORIZED MANAGER OF 78YSSENKR-.TPP ELEVATOR 10ILL CONST170E E'I.CLJSIVELY THE EN71RE UNDERSTANDING or THE PARTIES WI X RESPECT 70 THE SUBJECT MATTER CONTAINED HEREIN AND I? SHALL THEREAFTER BECOME PART OF THE PAP.TIES' AGREEMENT"• ALL 07HER PRIOR REPRESENTATIONS OR AGREEMEN7S, WHETHER URI77EN OR VERBAL, UILL BE DEEMED TO BE MERGED HEREIN AND NO OTHER CHANGES IN OF, ADDI7ZONE TO THIS AGREEMENT WILL BE RECOGNIZED UNLESS MADE IN WRITING AND PROPERLY EXECrTED BY BOTH PARTIES, SHOULD YOUR ACCEPTANCE BE IN THE FORM OF A PURCHASE ORDER OR OTHER SIMILAR DOCUMENT, 7HE :�IROVISIONS OF THIS AGREEMENT ;DILL GOVERN; EVEN IN 7HE EVEN? OF A CONFLICT. THIS PROPOSAL IS SJBMIT?ED FOR ACCEPTANCE K7HIN THIRTY (30) DAYS FROM ?HE DATE SUBMI77ED BY 7HE `PYSTENKRUPP ELZVJ,701R RZPRESEN?A.°TIVE INDICATED BELOW- NO AGENT OR EMPLOYEE SHALL HAJE 7HE A'U7HORITY TO uAIVE t t r., ,., r HE .)rR M�DI� ANY �F 'i � TERMS, OF THIS AGREEMENT WITHOUT THE PRIOR URI'TTEN APPROVAL OF AN Al:'"i HOR12ED THYSSENK?'UPP ELEVA"i 0R MANAGER, THYSSENKRUPP ELEVATOR CORPORATION= 3Yt tSIGR,'.TORE OF t.11i 'r�RIZEb INDIVIIDUAL) GEOFF VES7MAN ACCOUNT )TANAGER J LY '�07H, RLW$ RILL BUILDING :SIGNATURE OF AL7"!ORIZEL' INDI'VID'UAL) (PRINT OR TYPE NAME) �lin�� PRINT O�i�fYF`E TITLE) C�iTE OF APP O'JAL) THYSSENKRUPP ELEVATOR CORPORATION, MANAGEMENT APPROVAL ?SIGNATURE OF All �ORIZED /' / INDIY/IDDU%l) ,PRIN'T OR TYPE NAME) vlb� / l44wd.I.'-A*�- 'PRINT OR TYPE TITLE) 9- e--l-/4 tDATE OF APPROVAL) \ ft►5 dS -rq& 6ucI 60AWXT J Cou1A fii�rl ) of 7- ��� • nJr, n i 2014 � - " - Maintenance Agreement Addendum Scope Revision to include the Maintenance Control Program THYSSENKRUPP ELEVATOR AND RILL BUILDING HEREBY AMEND AND SUPPLE'MEN7 "THEIR DULY EXEC'-i,?ED AND EXISTING ELEVATOR MAINTENANCE AGREEMEN71 DATED 7/1/1197, CONTRACT NJMBERCS) USS113=9, AS SET FORTH IN THIS ADDENDUM. THIS ADDENDLY, SHALL BE MADE A PART OF THE EXISTING ELEVA70R MAINTENANCE AGREEMENT, AND IN THE EVENT OF CONFLICT W17H OTHER. TERMS, CONDI7IONS1 PURCHASE ORDERS OR CONTRACT DOCLMENTS, THIS ADDENDUM SHALL GO'VERN� ALL TERMS AND CONDITIONS SET FORTH IN THE EXISTING ELEVA70R MAWENINCE AGREEMENT 'DILL REMAIN Ii FULL FORCE AND EFFECT AND APPLY TO 'ir,IS ADDENJ'v '�'iERE NO CONFLICT EXISTS, AMENDED SCOPE OF SERVICES THYSSENKRUPP ELEVA70R '1vI1-L PERFORM SERVICE IN ACCORDANCE JITH O-rR J9I77EW MAINTENANCE CONTROL PROGRAM• THIS PROGRAM SHALL MEET OF. EXCEED THE P.EQl1IREMEN7S OF A.SME A ; 9.a =DAD CODE-. SECTION 91o AND 6-11 AND THE APPLICABLE WAC CODES ?HAT ARE IN A.r=-rT 17 THE TIME OF THE SIGNING OF THIS ADDEND''M THE MAIN7ENAi�'CE rG�TR'i_ PROGRAM INCLUDES THYSSENKf:u�r=�E'JA.75K' S „S.'�i�', EA;.NCE `TASKS `"C' DOCUME'N7ATdOA' 'uH :�, r;=_ JR. IC S;�A.:.L �c LSE'✓ "i' COi:iJ A.LL yOY:< . _;:F'J;:MED ON THE EGLIPVrX7 AND IS Pr<O'JIDE? S"r"; ,-r7 , EACf, rON'i;:'J'_yi: A:S RE"'RED BY CODE' THE JORK S-:A.'_'_ B` COMPLETED IN ACCORDANCE 017H THE THYSSENKRUPP ELEVA7R MAIN77NA'NCE PROCEDURES THAT HAVE BEEN REVZEI>ED AND APPROVED BY 'fHE S'".7E OF JA.S'r.INGTON, DEPARTMENT OF LABOR AND INDUSTRIES, ELE'ATOR DI'IIS'!'JN AS OF J' LY =OBB. JE ilILL ALSO PERFORM THE CATEGORY I TESTING Oli'fLINED IN ASME A17.1 KID AS PAR7 OF THIS A.GRE-IMEN7, BL17 DO N07 PER ANY CATEGORY B OR S TA.G ESTS AS PART OF THIS <EEMEAT ijiLESS S'.1CH TESTS ARE SPECIFICALLY LISTED AS INCLUDED ELSEJHERE IN THIS AGREEMENT. PRICE ADJUSTMENT! TO ACCOMMODATE THE ADDITIONAL SCOPE BEING ADDED TO YOUR SERVICE AGREEMENT, THYSSENKR'UPP ELEVATOR WILL INCREASE THE PRICE OF THIS SERVICE AGREEMENT BY *58.48 PER ELEVATOR, PER MONTH, EXCLUDING TAXES. PRICE SHALL BECOME EFFECTIVE AS OF 8/15/14 FOR A NEW 60 MONTH TERM- THIS AMOUNT SHALL BE THE REVISED PRICE OF YOUR EXISTING ELEVATOR MAINTENANCE AGREEMENT AND SHALL BE ADJUSTED ANNUALLY IN ACCORDANCE 'WITH THE TERMS AND CONDITIONS CONTAINED THEREIN- �, THYSSEN ELEVATOR CORPORATION - ELEVATOR MAINTENANCE AGREEMENT T.E.C. Proposal #16-1680A To: Bill Rill 6269 Glen Eagic Ave SW Port Orchard WA 98367 (Hereinafter Purchaser) THYSSEN ELEVATOR CORPORATION (Hereinafter Company) 2920 NE Blakelcv Street Seattle WA 98105-3121 AgrccN to service file elevator equipntwl described herein on the following letrns and waditions, in Purchaser's building located nl: 730 Putt Oroltard WA 98366 EQUIPMENT DESCRIPTION TYPE QUANTITY MANUFACTURER ELEV ID Hydraulic (1) 115EC 31154 Passenger LANDINGS/OPENINGS 3/3 USES 0 Q J W z W PURCHASER'S RESPONSI' 1ES C Passion or wl' WOrdw equip...,, shall remain exclusively yours as oiler."WC, pos,,_.,iu or Custodian. El Your responsiMth• includes, but is not limited 10, inslimning or sabring pusolgcrs in the prover use of die equipment, taking the equipment out of %mice when it becomes unsafe or operates h, a summer that might course injury to a user, promptly rcporfing to us any mcirlculs or row condition which truly need nteniion and maintaining surveillance attic equipment for such pur ou, YOU %sill prmide us ulicsincltd aces% to the equipment, mud a who workplace for our employces. '7 You will kip the pits aid machine rooms clot mid free of water and trash mid not permit Ihcm to In used for sfirmge: and provide supply power of proper voltage and frcc of rhemtions. You agree dud you sill not perlut uthcrs to ruche charges, adjustments, tests, addilioos, repairs or replacements to die equipment. You will pro%ide us with airing &Ilgfmns. Op:mtion mid In le rmee manuals aid any other original m r infomtiou mid cquipneit necessary to maintain elm m:ahincn•. 11 You will nisiire that machine rooms arc properly N• ventilated, and humidity and temperature controlled in the 55°I; to It range mandated by the ANSI 17.1 1lardbuok. COMPANY'S SCOPE OF WORK Under this wnhact the Company will maintain the clevolor equipment hercin described on the following perms and conditions: The Company will use skilled, trained In n"Ild'suln- iud and directly employed by us and use rCuxrnlable care to see that the equipment is maintained as set forth herein. The Coulpmly %%ill regularly and syslcmatically enarInc. rcpincd; tic: adjust, lubricate, ahJ il'eonJitions w;urant unless Spec if Y exas excluded under the uxelusiopwagraph, repair or MACHINE: including worn!, goal, dnust bearings, drive sheave, sheave shall hearings, brake coil, broke linings andcomponcnts. PUMP UNIT: including pump. V-Iclls, slnlnCrs. silencers. springs and gaskurs. MOTOR including motor windings, bearings, malting clenienl, comnutWors, brushes mid brush holders MOTOR GENERATOR: including windings, Ina ntigs. rotating dement. Commutators, brushes and fresh holders. JACK UNIT: including plunge, guide: baring. Packing and packing gland. CONTROLLER: including relays, resislon. contacts, coil, stale components. Ieaals, lrunslomwrs, fiases, Luling devices and sold VALVES: including relief valve, pilot, lowering, leveling and Checking valves; or any of the pats thereof. DISPATCHING EQUIPMENT: including rWans, asistars, COmmfs. COOS, louts, fuses, toumfommrs. timing dcvl a . and solid stare components. _ SELECTOR: including elwtrival or mechanical Drive Compomenls. cams, Contacts, relays, resistors, leads. Iransponners and solid slate components. GOVERNOR: including sheave, bwongS, shorts, contacts and governor jaws. CAR: including paver door Operator. door protedivc devices. car door hangers, ear door contact, load weighing equipment, car safety devices. car guide shins. and subllonrhlg. HOISTWAY: including deflector sheave, sccondmy shcavcs, lalfl'es. goremoT tension assemblies, guide mils, linnit svvitchcs, Cotnpnlwling shwvc assemblies, compensating chain or cables, traveling cables. hoistway and machine «tom wiring, hulsmwy d41or interlocks, hoishy:w door hangers:mJ gibs unJ audlialn• dose:r. ACCESSORY EQUIPMENT: incl u ing;Jl aancawn elevator cquipmen installed prior to commniecin all of this contrael unless excepted ill the exclusions paragraph. FIXTURES: ear mad hall button stations, master indicator control panels, ill signal fixtures including contacts, hruarts, key svirches and locks. 1,:mnps and %teems will In MIAUCCd during regula examimdions only, or will Odler%isc be subject to sclarac holing. FURNISH LUBRICANTS: compoundCJ to specilicalions mid selected to give the hest perfOlmmnw. FURNISH AND MAINTAIN: hydraulic fluid at pmpur operating level. WIRE ROPES: will in rtrinwod as oden as ncccssmy to maintain an adequate factor of safely and cqualire the Icilmon on all hoisting roes. PRORATIONS: The iteleS listed on die w:lmdulc lielOw, slow coltSrlL'rnble wear mid will have to be mpl acCJ in the new futuc. Tb provide you will We maainum service from these items, the CO"IPwI% is:wccpting them in their present Condition w'W plc uldcrstndung dun you agree lO pay, in nklitim la the basal: amount of this proposal. an extra price at Ills time f a; items listed are, first replaced. The charge for this repiaeeuen will lw: delerudued by pramting die anal cost of rcplocing the individual items. You we la ply for that portion of the life of the ircros used prior to tlic date of dlis contract and the C ongamy agates to pry• for that portion tad during the ihnc of This Coalmen. SCHEDULE OFPAR7'S TO BF PRO21 TED (hO,VE - UNLE,SSOTHERWISF INDicfl TED) 3 of4 use aosr Z W HOURS OF SERVICE All work will be perfomwd during the .err wvrking hours of the reguLxr working days of the c .mr trine urless otherwise specified below. The Companywill Pmridc mnergclhcy moor adjusmnmt call back service: ELEVATOR MAINTENANCE (FM) ® Uwing regular working hours of the regular uvrkirmg chi s Orly. Callbacks oulside these hours will be billed in our regular rates in ;,(Uboll to the contract base price. ELEVATOR MAINTENANCE TIME DIFFERENTIAL (FMTD) Oil overthne calbncks, we will absorb the worked hours at shaigll time rates and yvu will be charged for the Overtime Prnnium portion only, at Our regular billing miss. WITH ELEVATOR MAINTENANCE CALLBACKS (FMC) On a 24 hour. 7 clays a week hasis, mid we uill absorb the prenmiunm capenses. f1 Pests; 'Ilene Compmw shall ❑ shall not ® as a part of Ills agreement be required to make tells as set forth in ten antmn ofAnnvTican Named Skmdard Skknnv Code' Ibr 1: evators end l.Walators (ANSI, 17.1) in ctfest atc dhtime this agreement is entered into. SPECIAL PROVISIONS This agreement. utter acccpumcc, is agreed its being entered into, and service shall commence on the 1st dy.of July , 97 1 J and continuo until tcnninatod by cilhn poly nl the end of the &sl live vain offer the commencement dufe, or at the end of any subsequent fivc year term by going the other purr arilt" notice not less than ainciv d:rvx Prior to the end of that fivc veer term. CONTRACTPAYMENTS Are duc monthly in advance at monthly namnnenls of one hundrW flit' and 00/100 (S 150.00 1 Per month dolmas PRICE ADJUSTMENTS 'llhe apecianu ptie; shun be increased or 6=mwd as soon 0 practicable after an increase or decrease in labor rates NMb" the p i'millage Of incramsc or decrease in the then current straight time hourly rate for Flevnlor Constructor e"hanie s in the lmthN' whom the equipment is nnmhhdtud The straight time hourly rate Ibr Iilevator Constructorw1flivicsshan bcthe eetoal homty rare pad to such meehmacs. plus pevroll sues. hutmnee which imid lnngc fxame6ls nctudc, but ac not nmilcxl lo. Unit. Unit. ptthsion%. vacations mad pad holidus. ACCEPTANCE 'lus Iraposrd, when accclAcd in, y'ou, including the terms and exclusions on the rcvcrse hereof. and approved by u CompanyolTiccr, shall ennstitule the contract helwecn us, and all prior rcpresemmtions mid ngrccnnents not incorportel herein we superseded. This agrOCtnent, if not property executed and returned to us in sixty (60) days frnnm the dale submitted is void ACCEPTED Bill Rill Legal Name of Purchaser ADDRESS 6269 Glen Nagle A,, SW Port Orchard, WA 98367 By or TITLE DATE PROPOSED FOR: THYSSENEL EVATOR CORP. / By Glen Minter TITLE Sales Manager DATE SUBMITTED May 28, 1997 ACCEPTED FOR: THYSSEN ELEVATOR CORP. By Corporate Officer TITLE Mark Wallcm Regional Vice Prctident DATE July 7, 1997 03.r4 UsE 3054' z W TERMS AND CONDITIONS 'Ihe Conpanvsulluot be held to., do or liable lir any loss. damage, damtlon. or delay oauw eridmis, stnke� 1«;koutq fire, dml ads of.isil or mililiry aWauifios, nr be insurrection Or riot, or by my Atha eauwm which is beyond it, nusanal+le atuml. bnon,nl shall the Company br liaM1lc vicariously or for eunshrryrntid danwg,•, or for disposal ufharinlous "'a" m"TiaLx Wwod.,s iw or liability on die pan oflhe Conpan)filer thmh that spodfichlly roilhaem is iiamdal 'Ihe Company shall net be liable for any enyironmartm/ttrologimi Manning I W mg cleaning or rehabilitation dictated by why agmyy or party for any rwsah. If such notion is nyuird. the Qn,pMy's 1411 I._ folly wwpensmd "a Purchaser. Purehroug use, amuse w it any Wirer eleVromad,anical aryipment, is subject to w'wr mid l©r. ddaioration unit rtullunctiOn through usc•ubnsu wwr,,wnlaminatiwh anJ dlu furttc G.ymdJlc anUN ofCompan)•. Nlhilc this agrsnlmt is Joxiyyadto nrhruethcvymr ad prolong the useful lie of wet tyuipmenl. Company makes no mjmaw !anon that such aryipment sill ran Fahmk dmwt wnnl(meim, and Purdtasershall hold Cmlpmy harmless fmm any such n'mt err actions arising theni'mm. claims, dentand.annnabiity for,nwrob,mn ludin tare Cotq,Myusm additional inwrdonNlrorawYs polices a r injuall daauv, denising and ror city for damages, including atom y's I'i� anJ aswis, liar death or bodily injury'to poisons or d3no u or esptmw arising of or eonnmd with the ass: orge dcvmor. Hare. ir. dhis indaMib hvill not egenJ to My arts, stsite. wuypmsc arising outoN,e wie negligenceor wi111F1 miskandnct ol'Cnahq,any nr iLs rnploycttn while m the Purdjsce% :\tmylintythe Ceing' sm'ioa,mn ixalay math¢ Ipailicwnponan bking the aiuipmaht, the Company is assrtingp,,s,sim and columl Only cvhservioal SE any divan moment and possession and wmrol of the remainder ofthe equipmnt :hall retrain with Wo Purchaser. The Company shall no be "'llmOsible fur my situalim dint may Occur that canna by revenied by ordinary visual inspoaiww wbile Company is ml IsurdhasYs site. In the m'enl the Ihuniiasr (ails to disc the Company inundiatc verbal mod conlimhWg written noliw wid+ertw'entytbur hounormy accidon- he"[ ion err dhange alfaVingthe wryapmenl: fails to immmdialeIv discona mile list, ofthe equipment known ttsuyxud to he faulty. or fails to maintain son'cilianw ofdlc equipment in order to ddttr faulty operation, then purdmxv will MWId reymwwbL:lirmq mid alldame)yc injuries and liability as a result ofsand lailuru ThLr naiaa rcquiranmlis to b: stridh' an\tmd :end any fa11U« to kamply with this reilidnment will sere'¢ to hold the Purchaser and it, Insurer liable fan tiny and all damage" or injuries which noun thwefmm. In the erVLL Canpm,ygiytn pmdmsa notice ol; or purchaser fails to havc.u,y trnedbconditiom eorreend, Company shall have no further obligation to perlimn under this o ntrad and such failure to correct shall he deemd a mntrial breads of this contract by Purchaser. ha die nv,t of -le. lease or Whor Irmsftt ofthe ei em n or othv nryaipntuw described herein, Of the premises, in which :seamUu y a« laut.+d v a ¢tong of thcrywingpany, the Purdlasr agaa to sea Unit audl lrmmsnrw err aIt mme payment pony ix made ofthis omkad anJ assume and agttx lu b: bound Mthe tow hvrof ror Ihe balance of etc canted Ira, mad subjosi W lamtinldim aehaw, pmyidd v canvas be table lathe full mpaid balance, due tie the unexpired lcmh oftho anted; provided Iwwrnv, Uuu m any wed, seethe COnhpany nuq N ib sun disvction terminate die shay cantrad with any sus, sucossw at any brae upon Uhiny (30) @net advanm notice in writing 'Inc unUad Price is a unit amount I•or die entire oonlrad period wbjat to intrelt mhd �a,iW iOn adju+tmmb. llmthlq payhnenis arc only for Purchase's eonvesienct. In themnn ofhmkh ofthix awtuad, imaudingUm lailuro be Purchaser to pay the price what due the Corpmy' mar at its oryim dyrlare all sums cur or to twwme due hmdv this ennlraex for the unexpired tan+ ofthe autuod immdialdy duennd pa)afilq and ILdlaxr aguuU,.v the Conq,any is disd,argd (nxn any ruhthv ohligilims to p erliamt. Any mmiox due shall bar v1laeV m the nnximum mac alloys by lmv. Ina reV when nth paid shall <vnlpanJ where pumhitud by law. In thecycu la}pl or dwr action is insit Wd M the Coaryrmy to wllttt m,y' comer due it underdlis ennlmd or damages 1'or ice br ndi. it hall be uailldto awns all third pang wllatim eq+`rmsc+, saloon ys lets and cost incurred b)' it with mteraa in ua,jmdim with sad, aolim whdha meta a lawsub u till ur kuncludd. In the n'mt of an actual or alleged dera lk he Company, Purd,asr shall give Cdgimr a ton 1(tY"Tilte, twtimm+d ifCmmprmy foils toasty or wrmhimw -dim to cure within sad+ period, Purdmsr may, upon an additional thrw da)r wrilld, notion, taminale this agexmdn. Disputes will be Masdved to the maximum extent poseihiv by god fuith negotiations. Lions. Ira dispulc is not scaled, lhm my cm Wwsxyordaim ari�u,gout ofox relating to this anu:id small (se sUkd in aeavrdonlx tyiN Utv Cwnmcrcial r\rbhraliun rule ol'Uto.Nurioan :4hitmtiOn :\eweimion. andjudgenhml upon the aw'anl rang he enlerd FI any wort bm'ingjurisdidim Wawf. In erns otherlmmdary dispel s, the Partin shall etch make thdr "Fat and linal" anCrs anJ Ihe .46ilrWur(x) snail dui me or the ufthe antes wilhwa pnoalia,. 11x nmpnvailFtg pany>hall pay the arhitrmor(s) lie. ITna,g the pendency oI'such JLapole. PutdinscrZoos will pay Cahpany my undisputed wan or irs:unc tr in dispute sudh reanmohie value ns wattled nasally br allrihulablc to Wewwk OnUUhcfmal valucol'thcwwk F,dwlingthe JiglWd anmmns iftic dispute is mid in Cumpan)•s favor. Ifthe digaut d amnwn(u) are rid nh decided in Company's I'mor, Ole Comp tn% stall retail back to ParchascT My cxaxe sums paid. Inthc %ontOle Punhaseen aoaplMce is in the for+ afa purchase only or other kind ofdoyunhall, the provisions, turn and conditions ufthis :\gevnmt s alI goyern in the not ofcmllie. EXCLUSIONS Tl,cfulkur' m d sits a«n ' ot mdu g Julmthie antra d. nix' n lei t rim � «Iris' ufthedcyalor o'hh, its fluor. hoar mvau, b ling r�rairingorrplaammt ofany'cronponenl++' ,onions ofthc Basin'.li%cis.wcylindrs.Wsfin&txayeneicpipig.casadicprMdsinsvial ; I uqughlbut m:hjttt to public abut,: hydraulic ixiux cylinders. cd iixry h illua amusing aUtdic prWwim hrcak= nphaanwaofmy GALL 6ulhx.11uorwxrat tuhsaand nssodatd listmm used tar wb illmnawlim: baLLories for wviloha. 6runikas and fisdn to eronuol oquipmmt; or obcoltc yaluipmml whirl, is no longct regularly available through normal suppl% warm Ifthodgbd nl elluipmalt was not manufaurd eaa or inllyd be Company. or was provided by Pur hasv(sucl as, but rid limit d [a. alarm. sec urity, intercom or other systems), may problems with desig,, mat rial or workmmship lie spcciftoaih• eoeiudd fmm wyvrng; OnJathisagunv^e Ifthc elnatore are ealuippd'ill,alirehsm's eunual la:murc, the Compmly will nut be re ponsifik Repairs J to m: w Lt that aI m,kingsud, tests. aatuaa and payable as a sq+armc uNer. the Company is not a Jiiferml 4Cs ur du Other things not nxluird by govemmmal n wFalwend ornm reco m,al Ordirected sly' invm,mnw wnpanie, parts Of didlrent dmig unto,¢ agwd to se rnrately in writing y shall apph•tn this cntrad, and the Co ham, shallnet Iv remvOn ofnegligence at the part of When, misuse of Vic ny othv cause boyand the Coaryrmry's atntrol. In the n'enl upon the equipment grate samins dim Wow: arising lint initially shall not be liabic t'or le kage, Ilws, damage• injury w:oftheactim err fnilum ufany ofWae deviovc Ifrapain airenents, sad, work shall be considwd as an extra to this ed to install new :madhmems on the elevator, nuke nw or ions in dleV on du date this contract was nrst entedonto gowrnlo ntal authmili.�. nor make an)' r plac nhans with U,� 0 Mj W Z W Silverdale 360-692-2233 POrt Orchard �LgND TITLE COMP\NYv 360'876-045 -- ,� O PA '30/z-3 - t3 ?V92 i 1��123 rk l� 71 � � = � Repair Work Order Rill Building Purchaser: Rill Building Address: 7192 McCormick Woods Dr SW Port Orchard, WA 98367-7685 Location: Rill Building Address: 730 Prospect St Port Orchard, WA 98366-5336 January 04, 2024 Purchaser authorizes TK Elevator Corporation (referred to as "TK Elevator" hereafter) to perform the following work on the equipment and at the location described above, in exchange for the sum of Five Thousand Ninety Four Dollars and Seventy Six Cents ($5,094.76) plus any applicable sales or excise tax pursuant to the terms and conditions contained in this Work Order (the "Work Order'). Summary: ONLY Safety Test Safety For further information, please see a detailed Scope of Work on the pages that follow. In the event you have any questions regarding the content of this Work Order please contact me at +1 426 8983756. We appreciate your consideration. Regards, Mason Fisher TK Elevator Corporation 7006 27th St W Ste A University Place WA 98466 mason.fisher@tkelevator.com 1+1425 8983756 Notice: No permits or inspections by others are included in this work, unless otherwise indicated herein. Delivery and shipping is included. All work is to be performed during regular working days and hours as defined in this Work Order unless otherwise indicated herein. 2024-2-16339541 ACIA-2681-HP3 I January 04, 2024 Repair Work Order TKIZ Scope of Work Five Year Full Load We will provide labor to perform a full load safety test per ANSI A17.3 and install test tags as required by code. If the load test discloses any deficiencies in the operation of the equipment tested which are not covered under your service agreement, an additional proposal will be submitted for your approval for work needed to put the specific equipment in proper condition and in compliance with the above mentioned specifications. TK Elevator will exercise caution and care in performing these tests, but will not be responsible for damage done to the building and/or equipment while performing the test. These tests impose greater than normal strains on the elevator equipment and related building structure. It is agreed that while conducting these tests, TK Elevator will be held harmless for any injury to persons, except employees of thyssenkrupp Elevator or damage to building or equipment, except equipment owned by TK Elevator. Payment Terms 100% of the price set forth in this Work Order will be due and payable as an initial progress payment within 10 days from TK Elevator's receipt of a fully executed copy of this Work Order. This initial progress payment will be applied to any applicable project management, permits, engineering, drawings and material procurement. Material will be ordered once this payment is received and the parties have both executed this Work Order. The remaining 0%of the price set forth in this Work Order and any fully executed change orders shall be due and payable at the time TK Elevator commences the work described in the Work Order. TK Elevator's receipt of this final payment is a condition precedent to TK Elevator's return of the equipment described in this Work Order to the full operation and use and Purchaser agrees to waive any and all claims to such operation and use until such time as that payment is made in full. Purchaser agrees that TK Elevator shall have no obligation to complete any steps necessary to provide Purchaser with full use and operation of the affected elevators) until such time as TK Elevator has been paid 100% both of the price reflected in this Work Order and for any other work performed by TK Elevator or its subcontractors in furtherance of this Work Order. Purchaser agrees to waive any and all claims to the turnover and/or use of that equipment until such time as those amounts are paid in full. TK Elevator reserves the right to assign payments owed to TK Elevator under this Work Order. Work order price: $5,094.76 Estimated tax: 9.3000 $473.81 Estimated contract price: $5,568.57 Initial progress payment: (100%) $5,668.57 2024-2-16338541 ACIA-268LHP3 I January 04, 2024 Repair Work Order Terms and Conditions TK Elevator does not assume any responsibility for any part of the vertical transportation equipment other than the specific components that are described in this Work Order and then only to the extent TK Elevator has performed the work described above. No work, service, examination or liability on the part of TK Elevator is intended, implied or included other than the work specifically described above, It is agreed that TK Elevator does not assume possession or control of any part of the vertical transportation equipment and that such remains Purchaser's exclusively as the owner, lessor, lessee, possessor, or manager thereof. Unless otherwise stated herein, TK Elevator's performance of this Work Order is expressly contingent upon Purchaser securing permission or priority as required by all applicable governmental agencies and paying for any and ail applicable permits or other similar documents. It is agreed that TK Elevator's personnel shall be given a safe place In which to work. TK Elevator reserves the right to discontinue its work in the location above whenever, in its sole opinion, TK Elevator believes that any aspect of the location is in any way unsafe until such time as Purchaser has demonstrated, at its sole expense, that it has appropriately remedied the unsafe condition to TK Elevator's satisfaction. Unless otherwise agreed, it is understood that the work described above will be performed during regular working days and hours which are defined as Monday through Friday, 0:00 AM to 4:30 PM (except scheduled union holidays). If overtime is mutually agreed upon, an additional charge at TK Elevator's usual rates for such work shall be added to the price of this Work Order. In consideration of TK Elevator performing the work described above Purchaser, to the fullest extent permitted by law, expressly agrees to indemnify, defend, save harmless, discharge, release and forever acquit TK Elevator, its employees, officers, agents, affiliates, and subsidiaries from and against any and all claims, demands, suits, and proceedings made or brought against TK Elevator, Its employees, officers, agents, affiliates and subsidiaries for loss, property damage (including damage to the equipment which is the subject matter of this Work Order), personal injury or death that are alleged to have been caused by Purchaser or any others in connection with the presence, use, misuse, maintenance, Installation, removal, manufacture, design, operation or condition of the vertical transportation equipment that is the subject of this Work Order, or the associated areas surrounding such equipment. Purchaser's duty to indemnify does not apply to the extent that the loss, property damage (including damage to the equipment which is the subject matter of this Work Order), personal Injury or death is determined to be caused by or resulting from the negligence of TK Elevator and/or its employees. Purchaser recognizes, however, that its obligation to defend TK Elevator and its employees, officers, agents, affiliates and subsidiaries under this clause is broader and distinct from its duty to indemnify and specifically includes payment of all attorney's fees, court costs, Interest and any other expenses of litigation arising out of such claims or lawsuits. Purchaser expressly agrees to name TK Elevator along with its officers, agents, affiliates and subsidiaries as additional insureds in Purchaser's liability and any excess (umbrella) liability Insurance policy(ies). Such insurance must insure TK Elevator, along with its officers, agents, affiliates and subsidiaries for those claims and/or losses referenced in the above paragraph, and for claims and/or or losses arising from the negligence or legal responsibility of TK Elevator and/or its officers, agents, affiliates and subsidiaries, Such insurance must specify that its coverage is primary and non-contributory. Purchaser hereby waives the right of subrogation. 2024-2.16331194 1 ACIA-262LHP3 I January 04, 2024 TIC TK Elevator shall not be liable for any loss, damage or delay caused by acts of government, labor, troubles, strikes, lockouts, fire, explosions, theft, riot, civil commotion, war, malicious mischief, acts of God, or any cause beyond its control. TK Elevator Corporation shall automatically receive an extension of time commensurate with any delay regarding the work called for in this Work Order. In the event that this Work Order includes a safety test of any type or kind TK Elevator shall not be responsible for any damage to the equipment that is the subject matter of the test or the associated building structure, any of its contents or its appurtenances and Purchaser fully releases TK Elevator from all such damage. Should loss of or damage to TK Elevator's material, tools or work occur at the location that is the subject of this Work Order, Purchaser shall compensate TK Elevator therefor, unless such loss or damage results solely from TK Elevator's own acts or omissions, If any drawings, illustrations or descriptive matter are furnished with this Work Order, they are approximate and are submitted only to show the general style and arrangement of equipment being offered. Work Order. Purchaser shall bear all cost(&) for any reinspection of TK Elevator's work due to items outside the scope of this Work Order or for any inspection arising from the work of other trades requiring the assistance of TK Elevator. Purchaser expressly agrees to waive any and all claims for consequential, special or Indirect damages arising out of the performance of this Work Order and specifically releases TK Elevator from any and all such claims. A service charge of 1.5 % per month, or the highest legal rate, whichever is less, shall apply to delinquent accounts. In the event of any default of any of the payment provisions herein, Purchaser agrees to pay, in addition to any defaulted amount, any attorney fees, court costs and all other expenses, fees and costs incurred by TK Elevator in connection with the collection of that defaulted amount. Purchaser agrees thatthis Work Order shall be construed and enforced in accordance with the laws of the state where the vertical transportation equipment that is the subject of this Work Order is located and consents tojurisdiction of the courts, both state and Federal, of that as to all matters and disputes arising out of this Work Order. Purchaser further agrees to waive trial by Jury for all such matters and disputes. The rights of TK Elevator under this Work Order shall be cumulative and the failure on the part of the TK Elevator to exercise any rights given hereunder shall not operate to forfeit or waive any of said rights and any extension, indulgence or change by TK Elevator in the method, mode or manner of payment or any of its other rights shall not be construed as a waiver of any of Its rights under this Work Order. In the event any portion of this Work Order is deemed invalid or unenforceable by a court of law, such finding shall not affect the validity or enforceability of any other portion of this Work Order. This Work Order shall be considered as having been drafted jointly by Purchaser and TK Elevator and shall not be construed or interpreted against either Purchaser or TK Elevator by reason of either Purchaser or TK Elevator's role In drafting same. In the event Purchaser's acceptance of the work called for in this Work Order is in the form of a purchase order or other kind of document, the provisions, terms and conditions of this Work Order shall exclusively govern the relationship between TK Elevator and Purchaser with respect to the work described herein, Repair Work Order TIQ Acceptance This Work Order is submitted for acceptance within 30 days from the date executed by TK Elevator, Purchaser's acceptance of this Work Order will constitute exclusively and entirely the agreement for the work herein described. All prior representations or agreements regarding this work, whether written or verbal, will be deemed to be merged herein, and no other changes in or additions to this Work Order will be recognized unless made in writing and properly executed by both parties. No agent or employee of TK Elevator shall have the authority to waive or modify any of the terms of this Work Order without the written approval of an authorized TK Elevator manager. This Work Order specifically contemplates work outside the scope of any other contract currently in effect between the parties; any such contract shall be unaffected by this Work Order. To indicate acceptance of this work order, please sign and return one (1) original of this agreement to the branch address shown below. Upon receipt of your written authorization and required materials and/or supplies, we shall implement the work called for in this Work Order. By: (Signature of Authorized individual) I (Signature of Branch Representative) )i A� , S �vi) e \, Tara Whitford (Print or Type Name) Branch Manager X /PMAine— ©f P 1 �1(. r (Print or Type Title) (Date/of Acceptance) (Date of Execution) Please contact _—_--to schedule work at the following phone number ;�200�5-YES` 2024-2-16338541 ACIA-268LHP3 I January 04, 2024 REPAIR DOWN PAYMENT REQUEST Rill Building 7192 McCormick Woods Dr SW Port Orchard WA, 98367-7685 s January 04, 2024 Immediate ACIA-268LHP3 Total Contract Price: $5,094.76 Estimated Tax: 9.3000 $473.81 Estimated Invoice Amount (Incl. of taxes) $5,568.57 Down Payment: (100%) $5,568.57 For inquiries regarding your contract or services provided by TK Elevator, please contact your local account manager at +1425 8983756. To make a payment by phone, please call 404-844-4683 with the reference information provided below. Current and former service customers can now pay online at: httns://secu re.bil itni st.com /tkelevator/io/one-time-Davment Thank you for choosing TK Elevator. We appreciate your business. Please detach the below section and provide along with payment. ------------------------------------------------------------------- Customer Name: Rill Building Remit To Location Name: Rill Building TK Elevator PO Box 3796 Customer Number: 71869 Carol Stream, IL Quote Number: 2024-2-1633854 60132-3796 Reference ID: ACIA-268LHP3 Remittance $5,568.57 Amount: 2024-2-16338541 ACIA-2681-HP3 I January 04, 2024 For overnight checks, please send to: Deluxe TK Elevator 3796 5450 N. Cumberland Ave. Chicago, IL 60656 TIC Repair Work Order Rill Building Purchaser: Rill Building Location: Rill Building Address: 7192 McCormick Woods Dr Address: 730 Prospect St SW Port Port Orchard, WA 98367-7685 Orchard, WA 98 Purchaser authorizes TK Elevator Corporation (referred to as "TK Elevator' hereafter) to the equipment and at the location described above, in exchange for the sum of Five Seventy Six Cents ($5,094.76) plus any applicable sales or excise tax pursuant to tl in this Work Order (the "Work Order"). \ , Summary: Elevator Description Repoir citegory ONLY Safetv Test Safety For further information, please see a detailed Scope of Work on the pages that follow. January 04, 2024 the following work on Asabd NL"ty Four Dollars and berms angkonditions contained In the event you have any questions regarding the content of this Work Order please contact me at +1 425 8983756. We appreciate your consideration. Regards, Mason Fisher TK Elevator Corporation 7006 27th St W Ste A University Place WA 98466 mason.fisher@tkelevator.com 1+1 425 8983756 Notice: No permits or inspections by others are included in this work, unless otherwise indicated herein. Delivery and shipping is included. All work is to be performed during regular working days and hours as defined in this Work Order unless otherwise indicated herein. 2024-2-16338541 ACIA-268LHP3 I January 04, 2024 Assignment and Assumption Agreement(1) Final Audit Report 2024-06-02 Created: 2024-05-30 By: Daniel Shin (dshin@insleebest.com) Status: Signed Transaction ID: CBJCHBCAABAAgkjPmjmO5HvIAVQBpQ6YUCr58913Av6B "Assignment and Assumption Agreement(1)" History Document created by Daniel Shin (dshin@insleebest.com) 2024-05-30 - 9:33:23 PM GMT Document emailed to Mayor Rob Putaansu (rputaansuu@portorchardwa.gov) for signature 2024-05-30 - 9:33:37 PM GMT Email viewed by Mayor Rob Putaansu (rputaansuu@portorchardwa.gov) 2024-06-02 - 0:49:36 AM GMT dp Document e-signed by Mayor Rob Putaansu (rputaansuu@portorchardwa.gov) Signature Date: 2024-06-02 - 0:53:57 AM GMT - Time Source: server Agreement completed. 2024-06-02 - 0:53:57 AM GMT Adobe Acrobat Sign