Item No. _attach June 13, 2017 ��1 &#x/MCI;
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 0 ;RECORDED AT THE REQUEST OF AFTER RECORDING RETURN TO: Bentall Kennedy Real Estate Services (U.S.) INC. Assignment and Assumption of Ground Lease Agreement ��2 &#x/MCI;
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 2 ;the Ground Lease from and after the Effective Date or arising because of defaults or events occurring from and after the Effective Date. Landlord has agreed to give such conse nt. NOW, THEREFORE, in consideration of the covenants and conditions set forth herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged , including Assignee s agreement to perform all of the obligations as Tenant under or in connection with the Ground Lease without which Landlord would not execute this Assignment, the parties hereto agree as follows: Assignment Assignor hereby bargains, sells, conveys transfers and assigns to Assignee, as of the Effective Date, without representation or warranty (express or implied), and subject to all easements and other matters record, all of the right, title and interest of Assignor in and to the Ground Lease and the Impro vements Assumption Assignee hereby agrees to , as of the Effective Date ssume and perform all of the obligations of Assignor as Tenant under or in connection the Ground Lease arising fr om and after the Effective Date, and to acquire the Improvements Consent Landlord hereby consents to the assignment of the Ground Lease to Assignee, and to the transfer of the Improvements to Assignee. Release of Assignor . Assignor is hereby released of all obligations arising under or in connection with the Groun d Lease from and after the Effective Date or arising because of defaults or events occurring from and after the Effective Date Successors and Assigns This Assignment shall bind and benefit the parties hereto and their respective successors and assigns. Landlord Execution Notwithstanding any provisions set forth in this Assignment, Landlord hereby executes this Assignment on its behalf only and does not agree, consent or otherwise make any representation on behalf of any other entity with respect to the matters set forth herein and this Assignment shall not be deemed or construed as granting or conveying to any party any rights or interests in the Real Property additional to the rights and interests presently held in such Real Property or contemplated by this Assignment. Reimbursement to Landlord . As provided in Section 24.1.4 of the Ground Lease, upon Landlord’s execution of this Assignment, Assignor shall reimburse Landlord an amount up to Five Thousand Dollars ($5,000.00) for fees and expenses inc urred by Landlord in connection with Landlord’s consent to this Assignment. [Signature Pages Follow �� &#x/Att;¬he;
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 0 ;IN WITNESS WHEREOF, Assignor, Assignee and Landlord have each executed this Assignment as of the Effective Date. ASSIGNOR: DES MOINES CREEK BUSINESS PARK PHASE 1, LLC, a Delaware limited liability company By: Des Moines Creek Business Park, LLC, a Dela ware limited liability company, Sole Member By: PDC DMCBP, LLC, a Delaware limited liability company, Managing Member By: PDC Seattle LLC, a Dela ware limited liability company, Manager By: Name: Bart Brynestad Title: Local Partner ASSIGNEE: DES MOINES CREEK ILP, LLC, a California limited liability company By: Name: Title: LANDLORD: PORT OF SEATTLE, a Washington municipal corporation By: Name: Title: [ACKNOWLEDGMENT FORMS ATTACHED] �� &#x/Att;¬he;
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 0 ;EXHIBIT A LEGAL DESCRIPTION PARCEL A: Lots 4 and 5 and Tracts B, X, and Y, of City of Des Moines Short Plat No. LUA2013 recorded November 13, 2014 as Recording No. 20141113900004, records of King County, Washington as amended by City of Des Moines Short Plat No. LUA2013 0036 Alteration recorded April 26, 2016 as Recording No. 20160426900009, records of King C ounty, Washington. PARCEL B: Avenue South as delineated on City of Des Moines Short Plat No. LUA2013 0036, recorded November 13, 2014 as Recording No. 20141113900004, records of King County, Washington as amended by City of Des Moines Short Plat No. LUA2013 0036 Alteration recorded April 2016 as Recording No. 20160426900009, records of King County, Washington. �� &#x/Att;¬he;
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 0 ;[ATTACH STATE SPECIFIC ACKNOWLEDGMENT FORM