6d draft Lease
LEASE AGREEMENT
Between
PORT OF SEATTLE
And
PCC LOGISTICS, A DIVISION OF PACIFIC COAST
CONTAINER, INC.
At
TERMINAL 104
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Table of Contents
SECTION 1 : LEASED PREMISES .............................................................................................. 1
SECTION 2 : TERM ...................................................................................................................... 2
SECTION 3 : RENT ....................................................................................................................... 2
SECTION 4 : SECURITY .............................................................................................................. 3
SECTION 5 : USE OF PREMISES ................................................................................................ 3
SECTION 6 : UTILITIES ............................................................................................................... 5
SECTION 7 : ALTERATIONS; OWNERSHIP OF CERTAIN INSTALLATIONS .................... 5
SECTION 8 : MAINTENANCE AND REPAIR ........................................................................... 5
SECTION 9 : TAXES ..................................................................................................................... 6
SECTION 10 : COMMON AREAS ............................................................................................... 6
SECTION 11 : INSURANCE AND INDEMNITY ....................................................................... 7
SECTION 12 : DAMAGE OR DESTRUCTION ........................................................................... 9
SECTION 13 : ASSIGNMENT AND SUBLEASE ..................................................................... 10
SECTION 14 : DEFAULT ........................................................................................................... 11
SECTION 15 : TERMINATION OTHER THAN FOR DEFAULT ........................................... 12
SECTION 16 : ACCESS; EASEMENTS ..................................................................................... 13
SECTION 17 : NONWAIVER; RIGHT TO PERFORM............................................................. 14
SECTION 18 : SURRENDER AND HOLDING OVER ............................................................. 15
SECTION 19 : ENVIRONMENTAL STANDARDS .................................................................. 15
SECTION 20 : MISCELLANEOUS ............................................................................................ 17
SECTION 21 : SIGNATURES ..................................................................................................... 20
SECTION 22 : ACKNOWLEDGMENTS ................................................................................... 20
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LEASE AGREEMENT
THIS LEASE AGREEMENT (the "Lease") is made as of this ____ day of ___ 2010 by
and between the PORT OF SEATTLE, a Washington municipal corporation ("the Port"), and PCC
LOGISTICS, A DIVISION OF PACIFIC COAST CONTAINER, INC., a Washington corporation
("Lessee").
For and in consideration of the mutual promises, covenants and conditions hereinafter set
forth, the parties agree as follows:
SECTION 1: LEASED PREMISES
1.1 Premises. The Port hereby leases to Lessee, and Lessee hereby leases from the
Port, the following described premises ("the Premises") located at the Port property commonly
known as Terminal 104, a legal description of which is attached hereto as Exhibit A:
Approximately 365,135 square feet of yard space that includes 41,280 square feet
of warehouse and 4,800 square feet of office (Area A), and 17,312 square feet of
yard area (Area B) located at Terminal 104, Seattle, Washington, all as shown on
the attached Exhibit B.
Subject to the rights reserved to the Port in this Lease, the Premises extend to the centerline of
party/demising walls and to the exterior faces of any exterior walls and from the structural flooring
to ceiling, specifically including any plenum above a drop/suspended ceiling. The Port and Lessee
agree that the Premises are, and shall be deemed for all purposes to be, 382,447 square feet of yard
and office/warehouse space as set forth above.
1.2 Acceptance of the Premises. Lessee has examined the Premises, accepts them in
their present condition, and agrees to make any changes in the Premises necessary to conform to
federal, state and local law applicable to Lessee's use of the Premises.
1.3 Quiet Enjoyment. So long as Lessee is not in default under this Lease and subject
to the specific provisions, covenants and agreements contained in this Lease, the Port covenants
and agrees that the quiet and peaceful possession and enjoyment of the Premises by Lessee shall
not be disturbed or interfered with by the Port or by any other party claiming by or through the
Port.
1.4 Right of First Refusal. Lessee has a right of first refusal to lease the area generally
outlined in red on Exhibit C ("Expansion Property") as the Port makes the area available for lease.
The Port will notify Lessee which portions of the Expansion Property are available for lease and
the rent for such area. Lessee's exercise of its right must be in writing and received by the Port
within 30 days after the Port has delivered its notice to Lessee. The effective date of the addition
of the portions of the Expansion Property to the Premises will be when the parties have amended
paragraph 1.1 and Exhibits A and B as necessary. The Port's Seaport Director will have the
authority to execute the amendments effectuating Premises expansion under this paragraph. The
Port may cancel Lessee's exercise of its right if the parties have not executed an amendment within
30 days after Lessee exercises its right.
1.5 Rail spur track replacement. The Port will be required to modify the existing rail
spur that serves the Premises as a result of the adjacent overpass project on East Marginal Way. At
this time, the overpass project will reduce the length of the spur track available for Lessee's use.
The Port will replace the net lineal feet of tracks lost on the Premises and area "C" as noted on
EXHIBIT B as a result of the overpass project with rail tracks of the same lineal feet. The Port
will only install one switch, if required, to accompany the replacement tracks. The Port's
obligation to provide the track and said switch is capped at $160,000. If the estimated costs exceed
$160,000, the parties will consult to determine how they should proceed with the track
replacement. The Port will determine the final configuration of the replacement tracks following
consultation with Lessee. The Port expects to complete construction of the replacement tracks by
October 2011.
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SECTION 2: TERM
2.1 Lease Term. This Lease shall be for a term of ten (10) years, beginning June 1,
2010 and ending May 31, 2020.
2.2 Possession. If the Port shall be unable for any reason to deliver possession of the
Premises, or any portion thereof, at the time of the commencement of the term of this Lease, the
Port shall not be liable for any damage caused thereby to Lessee, nor shall this Lease thereby
become void or voidable, nor shall the term specified herein be in any way extended, but in such
event Lessee shall not be liable for any Rent until such time as the Port can deliver possession. If
Lessee shall, in the interim, take possession of any portion of the Premises, Lessee shall pay as
Rent the full rent specified herein reduced pro rata for the portion of the Premises not available for
possession by Lessee. If the Port shall be unable to deliver possession of the Premises at the
commencement of the term of this Lease, Lessee shall have the option to terminate this Lease by at
least thirty (30) days' written notice, unless the Port shall deliver possession of the Premises prior
to the effective date of termination specified in such notice. If Lessee shall, with the Port's
consent, take possession of all or any part of the Premises prior to the commencement of the term
of this Lease, all of the terms and conditions of this Lease shall immediately become applicable,
with the exception that Lessee shall not be obligated to pay any Rent for the period prior to the
commencement of the term of this Lease unless otherwise mutually agreed.
SECTION 3: RENT
3.1 Base Rent. Lessee agrees to pay rent for the Premises in accordance with the
schedule below.
June 1, 2010 to February 28, 2011 Yard/Office/Warehouse Space $5,250.00/mo.*
March 1, 2011 to November 30, 2011 Yard/Office/Warehouse Space $12,250.00/mo.*
December 1, 2011 to August 31, 2012 Yard/Office/Warehouse Space $20,250.00/mo.*
September 1, 2012 to May 31, 2013 Yard/Office/Warehouse Space $25,250.00/mo.*
June 1, 2013 to May 31, 2014 Yard/Office/Warehouse Space $40,250.00/mo.*
June 1, 2014 to May 31, 2015 Yard/Office/Warehouse Space $41,458.00/mo.*
June 1, 2015 to May 31, 2016 Yard/Office/Warehouse Space $42,701.00/mo.*
June 1, 2016 to May 31, 2017 Yard/Office/Warehouse Space $43,982.00/mo.*
June 1, 2017 to May 31, 2018 Yard/Office/Warehouse Space $45,302.00/mo.*
June 1, 2018 to May 31, 2019 Yard/Office/Warehouse Space $46,661.00/mo.*
June 1, 2019 to May 31, 2020 Yard/Office/Warehouse Space $48,061.00/mo.*
*plus applicable taxes.
The rent for each month shall be paid to the Port in advance on or before the first day of each and
every month of the lease term, and shall be payable at such place as the Port may hereinafter
designate, without any prior demand, and without any abatement, deduction or setoff whatsoever.
3.2 Late Charges.
3.2.1 Lessee hereby acknowledges that late payment by Lessee to the Port of
Rent, or any portion thereof, or any other sums due hereunder will cause the Port to incur costs not
otherwise contemplated by this Lease. Accordingly, if any installment of Rent, or any portion
thereof, or any other sum due from Lessee shall not be received by the Port within ten (10) days
after such amount shall be due, then, without any requirement for notice to Lessee, Lessee shall
pay the Port a late charge equal to 5% of such overdue amount. The parties agree that such late
charge represents a fair and reasonable estimate of the costs the Port will incur by reason of late
payment by Lessee. Acceptance of such late charge by the Port shall in no event constitute a
waiver of Lessee's default with respect to such overdue amount, nor prevent the Port from
exercising any of the other rights and remedies granted hereunder.
3.2.2 In addition to the late charges provided for in this Section, interest shall
accrue on any unpaid Rent and/or other remuneration, or any other sums due hereunder, at the rate
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of 18% per annum or the maximum rate provided by law, whichever is less, ("the Default Rate")
from the date due until paid.
3.3 Use of Term Rent. The Port and Lessee agree that the term "Rent" shall mean and
refer collectively to sums denominated as either Base Rent, Percentage Rent (if any), Additional
Rent (if any) or any such other sums or charges otherwise payable by Lessee under the terms of
this Lease. Failure by Lessee to pay any sum denominated as Rent shall entitle the Port to pursue
any or all remedies specified in this Lease as well as remedies specified in RCW Chapter 59.12 or
otherwise allowed by law.
SECTION 4: SECURITY
4.1 Security. Lessee shall, upon execution of this Lease, obtain and deliver to the Port
a good and sufficient corporate surety company bond, irrevocable stand-by letter of credit, cash
deposit or other security in an amount equal to six (6) months' of the annual Base Rent (hereinafter
referred to as "Security"), to secure Lessee's full performance of this Lease, including the payment
of all fees and other amounts now or hereafter payable to the Port hereunder. The amount, form,
provisions and nature of the Security, and the identity of the surety or other obligor thereunder,
shall at all times be subject to the Port's approval. The Security shall remain in place at all times
throughout the full term of this Lease and throughout any holdover period. If the Security is in a
form that periodically requires renewal, Lessee must renew the Security not less than 45 days
before the Security is scheduled to expire. No interest shall be paid on the Security and the Port
shall not be required to keep the Security separate from its other accounts. No trust relationship is
created with respect to the Security.
4.2 Return of Security. The Security is a part of the consideration for execution of this
Lease. If Lessee shall have fully performed all terms and conditions of this Lease, any cash
deposit security shall be paid to Lessee within thirty (30) days following the termination (or
expiration) date without interest; otherwise the Port shall, in addition to any and all other rights and
remedies available under this Lease or at law or equity, retain title thereto.
4.3 Application of Security. The Port may apply all or part of the Security to unpaid
Rent or any other unpaid sum due hereunder, or to cure other defaults of Lessee. If the Port uses
any part of the Security, Lessee shall restore the Security to its then-currently required amount
within fifteen (15) days after the receipt of the Port's written request to do so. The retention or
application of such Security by the Port pursuant to this Section does not constitute a limitation on
or waiver of the Port's right to seek further remedy under law or equity.
SECTION 5: USE OF PREMISES
5.1 Use of Premises. Lessee shall use the Premises for warehousing/transloading and
shall not use them for any other purpose without the written consent of the Port.
5.2 General Standards Regarding Use.
5.2.1 Lessee shall occupy and use the entire Premises for the purpose set forth in
Section 5.1 in a first-class manner continuously during the entire term of this Lease, with the
exception of temporary closures for such periods as may reasonably be necessary for repairs or
redecorating or for reasons beyond Lessee's reasonable control.
5.2.2 Lessee shall not use or occupy or permit the Premises or any part thereof to
be used or occupied, in whole or in part, in a manner which would in any way: (i) violate any
present or future Legal Requirements, (ii) violate any of the covenants, agreements, provisions and
conditions of this Lease, (iii) violate the certificate of occupancy then in force with respect thereto,
(iv) as will constitute a public or private nuisance, (v) impair, in the Port's reasonable judgment,
with the character, reputation or appearance of the Port, or (vi) occasion discomfort, inconvenience
or annoyance to either the Port or its adjoining tenants. For purposes of this Lease, the term
"Legal Requirements" shall mean and refer to all laws, statutes and ordinances including building
codes and zoning regulations and ordinances and the orders, rules, regulations and requirements of
all federal, state, county, city or other local jurisdiction departments, agencies, bureaus, offices and
other subdivisions thereof, or any official thereof, or of any other governmental, public or quasipublic
authority, which may be applicable to or have jurisdiction over the Premises, or the
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sidewalks or streets adjacent thereto and all requirements, obligations and conditions of all
instruments of record on the date of this Lease.
5.2.3 Lessee shall not conduct or permit to be conducted without the prior written
consent of the Port, any auction, fire, bankruptcy, "going out of business" or other distress sales of
any nature upon or from the Premises, whether voluntary, involuntary, pursuant to any assignment
for the payment of creditors, or pursuant to any bankruptcy or other insolvency proceeding, unless
ordered by a court of competent jurisdiction.
5.3 Continuing Compliance. Throughout the term of this Lease, Lessee shall, at its own
cost and expense, promptly and diligently observe and comply with: (i) all Legal Requirements
(including, without limitation, those relating to environmental matters) and the requirements of any
fire insurance rating organization and all insurance companies writing policies covering the
Premises or any part or parts thereof; (ii) all applicable rules and regulations of the Port pertaining
to the building or other realty of which the Premises are a part now in existence or hereafter
promulgated for the general safety and convenience of the Port, its various tenants, invitees,
licensees and the general public; and (iii) all permits, licenses, franchises and other authorizations
required for Lessee's use of the Premises or any part thereof. Lessee shall comply with each of
these whether or not they are now in force or at any time in the future may be passed, enacted, or
directed.
5.4 Terminal Security.
5.4.1 Without limiting the generality of either Section 5.2 or 5.3, Lessee shall
comply at all times with all local, state and federal laws, rules and regulations relating to homeland
security ("Security Laws") applicable to the Premises or any larger facility of which the Premises
are a part. If the Premises, either directly or as a result of its location within a larger Port facility,
are subject to a government-required security plan ("Security Plan"), Lessee will fully and
promptly comply with the Security Plan. Lessee shall be solely responsible for all of its costs of
complying with any applicable Security Laws or Security Plan as well as any fines or penalties
incurred (whether by Lessee or the Port) as result of its failure to comply with such Security Laws
or Security Plan.
5.4.2 Lessee shall not without the Port's separate, express written agreement
undertake any activities or handle any cargo that would either: (i) subject the Premises, or any
larger facility of which the Premises are a part, to any Security Laws to which it is not already
then-subject, or (ii) require the adoption of, or any material modification to, a Security Plan
applicable to the Premises, or any larger facility of which the Premises are a part (together,
"Additional Security Requirement"). In addition to its own costs of complying with any
Additional Security Requirement, Lessee shall further be responsible to the Port for any costs it
incurs in complying with any Additional Security Requirement or any fines or penalties incurred
as a result of its failure to implement, or comply with, such Additional Security Requirement.
5.5 No Liens. Lessee will not directly or indirectly create or permit to be created and/or
to remain, a Lien upon the Premises, including any Alterations (as defined below in Section 7.1),
fixtures, improvements or appurtenances thereto, except those Liens expressly permitted by in
writing by the Port. In the event any such Lien(s) have been created by or permitted by Lessee in
violation of this provision, Lessee shall immediately discharge as of record, by bond or as
otherwise allowed by law, any such Lien(s). Lessee shall also defend (with counsel approved by
the Port), fully indemnify, and hold entirely free and harmless the Port from any action, suit or
proceeding brought on or for the enforcement of such lien(s). As used in this Section, "Lien" shall
mean and refer to any mortgage, lien, security interest, encumbrance, charge on, pledge of,
conditional sale or other encumbrance on the Premises, any Alteration, fixture, improvement or
appurtenance thereto, or any larger building and/or property of which the Premises may be a part.
5.6 Signs. No sign, symbols or other advertising ma tter shall be attached to or painted
on or within the Premises, including windows and doors thereof, without the prior written approval
of the Port. At the expiration or sooner termination of this Lease, all signs, symbols, advertising
matter or canopies placed on or in the Premises by Lessee shall be removed by Lessee at its
expense, and Lessee shall repair any damage or injury to the Premises and correct any unsightly
condition caused by the maintenance or removal of said signs or other advertising matter.
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SECTION 6: UTILITIES
6.1 Utilities. Lessee shall be liable for and shall pay throughout the term of this Lease,
all charges for all utility services furnished to the Premises, including, but not limited to, light,
heat, electricity, ADT or equivalent, gas, water, sewerage, recycling, garbage disposal and
janitorial services. In the event that the Premises are part of a building or part of any larger
premises to which any utility services are furnished on a consolidated or joint basis, Lessee agrees
to pay to the Port Lessee's pro rata share of the cost of any such utility services, specifically
including a reasonable cost associated with management of such utility services. Lessee's pro rata
share of any such services may be computed by the Port on any reasonable basis, and separate
metering or other exact segregation of cost shall not be required.
6.2 Utility Interruptions. With respect to any utility service provided to the Premises as
a part of a building or any larger premises of which the Premises are a part, the Port shall have the
right to shut down electrical or other utility services to the Premises when necessitated by safety,
repairs, alterations, connections, upgrades, relocations, reconnections, or for any other reason, with
respect to any such utility system (singularly or collectively, "Utility Work"), regardless of
whether the need for such Utility Work arises in respect of the Premises, any other part of the
building or larger premises. Whenever possible, the Port shall give Lessee no less than two (2)
days prior notice for such utility shutdown. The Port shall not be liable to Lessee for any losses,
including loss of income or business interruption, resulting from any interruptions or failure in the
supply of any utility to the Premises, except when such losses result from the Port's gross
negligence.
6.3 Energy Conservation. The Port shall have the right to institute such reasonable
policies, programs and measures as may be necessary or desirable, in the Port's discretion, for the
conservation and/or preservation of energy or energy related services, or as may be required to
comply with any applicable codes, rules and regulations, whether mandatory or voluntary.
SECTION 7: ALTERATIONS; OWNERSHIP OF CERTAIN INSTALLATIONS
7.1 Limitation on Alterations. Lessee shall make no changes, alterations, additions,
substitutions or improvements (collectively referred to as "Alterations") to the Premises, unless
Lessee shall first deliver to the Port plans and specifications for, and obtain the Port's prior written
approval of, such Alterations. All such Alterations shall be done at Lessee's sole cost and expense
and at such times and subject to such conditions as the Port may from time to time designate.
7.2 Requirements for All Alterations. In addition to, and not in lieu of, conditions
imposed by the Port pursuant to Section 7.1, any alterations or improvements permitted by the Port
shall be performed: (i) in a good and workmanlike manner; (ii) in compliance with all Legal
Requirements; and (iii) in a manner which will not unreasonably interfere with or disturb other
tenants of the Port. In addition, prior to commencement of any Alterations, Lessee shall furnish to
the Port proof of insurance for any and all contractors working on behalf of Lessee in the minimum
form and limits as set forth in Sections 11.2.1.1 and 11.2.1.2. Any Alterations shall immediately
become the property of the Port without any obligation on its part to pay therefor, and shall not be
removed by Lessee unless directed to do so in connection with any consent issued under Section
7.1 or pursuant to SECTION 18.
7.3 Trade Fixtures. Lessee shall retain ownership of all trade fixtures and business
equipment and furnishings from time to time installed by Lessee at its expense. Lessee may
remove any of such fixtures, equipment or furnishings at any time during the term and shall
remove all thereof prior to the expiration of the term. Any such property not removed at the
expiration of the term shall, at the election of the Port, become the property of the Port without
payment to Lessee, or be deemed abandoned and removed by the Port, at Lessee's expense. Upon
any removal of such property, Lessee shall promptly repair any and all damage to the Premises
caused thereby and reimburse the Port for its costs and expenses in removing any such property
not removed by Lessee and repairing any such damage not repaired by Lessee; this covenant shall
survive the termination of this Lease.
SECTION 8: MAINTENANCE AND REPAIR
8.1 Maintenance and Repair by Lessee.
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8.1.1 Lessee shall, at its sole cost and expense, keep the Premises both outside
and inside, together with all Alterations, equipment and installations in good order, condition and
repair at all times. Lessee shall make all repairs and replacements (ordinary as well as
extraordinary, foreseen and unforeseen) which may be necessary or required so that at all times the
Premises are in good order, condition and repair. Without limiting the generality of the foregoing,
Lessee shall keep the glass of all windows and doors on the Premises clean and presentable, shall
replace all cracked or broken glass in the Premises, shall keep the mechanical and electrical
systems and all drains clean and in a good state of repair, shall maintain the rail line within areas
A, B and C in Exhibit B in good working order, and shall protect the sprinkler system and all pipes
and drains so that they will not freeze or become clogged and shall not permit or suffer any waste,
damages, or disfigurement to or upon the Premises or any part thereof.
8.1.2 Lessee shall also keep the Premises and entryways neat, clean and in
sanitary condition, free from infestation of pests and conditions which might result in harborage
for, or infestation of pests. As used in this Section, the word "pests," as used herein, shall include
without limitation, rodents, insects, and birds in numbers to the extent that a nuisance is created.
Lessee shall also specifically remove all snow and ice from the sideway in front of the Premises.
8.2 Maintenance and Repair by Port. The Port is under no obligation to undertake
maintenance repairs to the Premises and will only do so upon Lessee's request, and agreement, to
fully reimburse the Port. There shall be no abatement or reduction of Rent, and the Port shall not
be responsible for any loss or damages to Lessee's business, arising by reason of the Port making
any repairs, alterations or improvements.
SECTION 9: TAXES
9.1 Payment of Taxes. Lessee shall be liable for, and shall pay throughout the term of
this Lease, all license fees and all taxes payable for, or on account of, the activities conducted on
the Premises and all taxes on the property of Lessee on the Premises and any taxes on the Premises
and/or on the leasehold interest created by this Lease and/or any taxes levied in lieu of a tax on
said leasehold interest and/or any taxes levied on, or measured by, the rentals payable hereunder,
whether imposed on Lessee or on the Port. With respect to any such taxes payable by the Port
which are on or measured by the Rent payments hereunder, Lessee shall pay to the Port with each
Rent payment an amount equal to the tax on, or measured by, that particular payment. All other
tax amounts for which the Port is or will be entitled to reimbursement from Lessee shall be payable
by Lessee to the Port at least fifteen (15) days prior to the due dates of the respective tax amounts
involved; provided, that Lessee shall be entitled to a minimum of ten (10) days' written notice of
the amounts payable by it.
9.2 Personal Property Taxes. Lessee shall pay or cause to be paid, prior to delinquency,
any and all taxes and assessments levied upon all trade fixtures, inventories and other real or
personal property placed or installed in and upon the Premises by Lessee. If any such taxes on
Lessee's personal property or trade fixtures are levied against the Port or the Port's property, and if
the Port pays the taxes based upon such increased assessment, Lessee shall, upon demand, repay to
the Port the taxes so levied.
SECTION 10: COMMON AREAS
10.1 Control of Common Areas by Port. The Port shall at all time have the exclusive
control and management of all parking areas, access roads, driveways, sidewalks, entrances, exits,
loading docks, signs, drainage facilities, landscaped areas, washrooms, stairways, hallways and
other areas, improvements, facilities and/or special services provided by the Port for the general
use, in common, of tenants of any larger property of which the Premises are a part ("common areas
and facilities"). Without limiting the Port's right of control and management, the Port specifically
reserves the right to: (i) establish, modify from time to time, and enforce reasonable rules and
regulations governing the use of the common areas and facilities; (ii) police the common areas and
facilities; (iii) change the area, level, location and arrangement of parking and other areas or
facilities within common areas and facilities; (iv) provided Lessee is not deprived of reasonable
access to its Premises, close all or any portion of the common areas and facilities; and (v) do and
perform such other acts in and to the common areas and facilities as, in the use of good business
judgment, the Port shall determine to be advisable with a view to the improvement of the
convenience and use thereof by the Port and tenants of any larger property of which the Premises
are a part.
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10.2 Outside Areas and Roof. The use of the outside area of the walls (other than the
front of the Premises) and the roof of the building in which the Premises are located is reserved to
the Port, which shall have the right to utilize the same for any purpose, including the maintenance
of signs.
10.3 License. All common areas and facilities which Lessee is permitted to use and
occupy are used and occupied under a revocable license. If the amount of such areas or facilities is
revised or diminished, such revision or diminution shall not be deemed a constructive or actual
eviction and the Port shall not be subject to any liability, nor shall Lessee be entitled to any
compensation or reduction or abatement of Rent.
SECTION 11: INSURANCE AND INDEMNITY
11.1 Indemnity.
11.1.1 The Port, its officers, employees and agents shall not be liable for any injury
(including death) to any persons or for damage to any property regardless of how such injury or
damage be caused, sustained or alleged to have been sustained by Lessee or by others, including
but not limited to all persons directly or indirectly employed by Lessee, or any agents, contractors,
subcontractors, licensees or invitees of Lessee, as a result of any condition (including existing or
future defects in the Premises) or occurrence (including failure or interruption of utility service)
whatsoever related in any way to Lessee's use or occupancy of the Premises, Area C on Exhibit B,
and of areas adjacent thereto.
11.1.2 Lessee shall defend (with counsel approved by the Port), fully indemnify,
and hold entirely free and harmless the Port and its Commissioners, officers, agents and employees
from any and all loss, damages, expenses, attorneys' fees, consultants' fees, court costs and other
costs for or from: (a) anything and everything whatsoever arising from the condition the Premises,
including Area C on Exhibit B, or out of the occupancy by the Lessee or subtenant, licensee,
invitee or concessionaire of Lessee; and (b) any accident, injury, death or damage to any party
however caused in or about the Premises or upon the sidewalks adjacent to the Premises, whether
or not caused by the negligence of Lessee or any third party; and (c) any fault or negligence by
Lessee or any sublessee, licensee, invitee or concessionaire of the Lessee or of any officer, agent,
employee, guest or invitee of any such person; and (d) any failure on Lessee's part to comply with
any of the covenants, terms and conditions contained in this Lease; provided, however, nothing
herein shall require Lessee to indemnify the Port from any accident, injury, death or damage
arising out of the sole negligence of the Port or its Commissioners, officers, agents and employees.
Lessee agrees that the foregoing indemnity specifically covers actions brought by its own
employees, and thus Lessee expressly waives its immunity under industrial insurance, Title 51, as
necessary to effectuate this indemnity.
11.1.3 Notwithstanding anything to the contrary in Section 11.1.2, in the event of
the concurrent negligence of Lessee, its subtenants, licensees, assignees, concessionaires, agents,
employees, or contractors on the one hand and the negligence of the Port, its agents, employees or
contractors on the other hand, which concurrent negligence results in injury or damage to persons
or property of any nature and howsoever caused, and relates to the construction, alteration, repair,
addition to, subtraction from, improvement to or maintenance of the Premises and Area C on
Exhibit B such that RCW 4.24.115 is applicable, Lessee's obligation to indemnity the Port as set
forth in this Section shall be limited to the extent of Lessee's negligence and that of Lessee's
officers, sublessees, assignees, agents, employees, contractors or licensees, including Lessee's
proportional share of costs, court costs, attorneys' fees, consultants' fees and expenses incurred in
connection with any claim, action or proceeding brought with respect to such injury or damage.
11.1.4 LESSEE AND PORT AGREE AND ACKNOWLEDGE THAT THIS
PROVISION IS THE PRODUCT OF MUTUAL NEGOTIATION. Lessee's obligations under
this Section shall survive the expiration or earlier termination of this Lease.
11.2 Insurance.
11.2.1 Required Policies. Lessee shall obtain and keep in force, at its sole cost and
expense the following types of insurance, in the amounts specified and in the form hereinafter
provided for:
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11.2.1.1 General Liability Insurance. Lessee shall obtain and keep in
force a commercial general liability policy of insurance, written on ISO Form CG 00 01 10 01 (or
equivalent), that protects Lessee and the Port, as an additional insured using ISO Form 20 26
(either 11 85 or 07 04 revision) or equivalent, against claims for bodily injury, personal injury and
property damage based upon, involving or arising out of the tenancy, use, occupancy or
maintenance of the Premises, including Area C on Exhibit B, and all areas appurtenant thereto, and
specifically including the action/inaction of any subtenant, licensee or concessionaire. Such
insurance shall be on occurrence basis providing single limit coverage in an amount not less than
two million dollars ($2,000,000) per occurrence. The policy shall not contain any intra-insured
exclusions as between insured persons or organizations. The policy shall contain a minimum
$250,000 sub-limit that covers damage to premises rented or leased to Lessee, including fire
damage. This limit shall be identified on the Certificate of Insurance.
11.2.1.2 Automobile Liability Insurance. Lessee shall obtain and keep
in force a commercial automobile liability policy of insurance, written on ISO Form CA 00 01 07
97 (or equivalent), that protects Lessee and the Port against claims for bodily injury and property
damage based upon, involving or arising out of motor vehicle operations on or about the Premises,
including Area C on Exhibit B, and all areas appurtenant thereto. Lessee shall provide a Waiver of
Subrogation on this policy in favor of the Port. Such insurance shall cover any "Auto" (i.e. owned,
hired and non-owned) and shall be on an occurrence basis providing single limit coverage in an
amount not less than one million dollars ($1,000,000) per occurrence. The policy shall not contain
any intra-insured exclusions as between insured persons or organizations.
11.2.1.3 Property Insurance. Lessee shall obtain and keep in force
"Special Extended" or "all risk" property insurance insuring loss or damage to Lessee's personal
property on or about the Premises, including Area C on Exhibit B, and any Alterations
(specifically including "betterments" and "improvements") made by or for Lessee to the Premises.
The policy shall include coverage for any additional costs resulting from debris removal and
reasonable amounts of coverage for the enforcement of any ordinance or law regulating the
reconstruction or replacement of the Premises, including Area C on Exhibit B, and including any
undamaged sections of the Premises required to be demolished or removed by reason of the
enforcement of any Legal Requirement as the result of a covered cause of loss. The amount of
such insurance shall be equal to the full replacement cost of the Premises, including Area C on
Exhibit B, (or the commercially reasonable and available insurable value thereof if, by reason of
the unique nature or age of the improvements involved, such latter amount is less than full
replacement cost). The policy shall also contain an agreed valuation provision in lieu of any
coinsurance clause. The Port of Seattle shall be included as an Additional Insured and Loss Payee
on Lessee's property insurance policy with respect to the Port's interest in Alterations.
11.2.1.4 Other Insurance. Lessee shall further obtain and keep in
force such other and further insurance as the Port may from time to time reasonably request for the
protection by insurance of its interest in the Premises.
The limits of insurance specified in this Section shall be subject to periodic adjustment to reflect
changes in insuring practices for similar properties in the same geographic area and changes in
insurance products.
11.2.2 Insurance Policies.
11.2.2.1 Insurance Companies. Insurance required hereunder shall be
in companies duly licensed to transact business in the State of Washington, and maintaining during
the policy term a General Policyholders Rating of 'A-' or better and a financial rating of 'IX' or
better, as set forth in the most current issue of "Best's Insurance Guide."
11.2.2.2 Policies Primary; Deductibles; Per Location Endorsement.
All insurance to be carried by Lessee shall be primary to and not contributory with any similar
insurance carried by the Port, whose insurance shall be considered excess insurance only. No
insurance required herein shall contain a deductible or self-insured retention in excess of $10,000
without the prior written consent of the Port. If at any time during the term, Lessee shall have in
full force and effect a blanket policy of commercial general liability and umbrella liability
insurance covering the Premises, including Area C on Exhibit B, and other premises and/or
properties of Lessee, such insurance shall satisfy the requirements hereof, provided said policy
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contains a specific endorsement providing a minimum amount of coverage applicable to the
Premises equal to or greater than the amount required above (i.e. a "per location" endorsement).
11.2.2.3 Termination; Renewal. No policy of insurance required
under this Lease shall be cancelable or subject to non-renewal or modification except after forty
five (45) days prior written notice to the Port. Lessee shall at least forty five (45) days prior to the
expiration of such policies, furnish the Port with evidence of renewals or "insurance binders"
evidencing renewal thereof, or the Port may order such insurance and charge the cost thereof to
Lessee, which amount shall be payable by Lessee to the Port upon demand.
11.2.2.4 Evidence of Insurance. Lessee shall deliver, or cause to be
delivered, to the Port, certificates of insurance, additional insured endorsements, loss payee
endorsements for property insurance, waivers of subrogation and any other documentation or
endorsement that provides evidence of the existence and amounts of such insurance, the inclusion
of the Port as an insured as required by this Lease, and the amounts of all deductibles and/or self
insured retentions. Upon request by the Port, Lessee shall deliver or cause to be delivered to the
Port, certified copies of the policies of insurance that Lessee has purchased in order for the Port to
verify insurance coverage, limits, and endorsements or view any exclusions to the Lessee's
insurance policies.
11.2.2.5 No Limitation of Liability. The limits of insurance required
by this Lease or as carried by Lessee shall not limit the liability of Lessee nor relieve Lessee of any
obligation hereunder.
11.3 Waiver of Subrogation. Without affecting any other rights or remedies, Lessee (for
itself and on behalf of anyone claiming through or under it by way of subrogation or otherwise)
hereby waives any rights it may have against the Port, its officers, agents and employees (whether
in contract or in tort) on account of any loss or damage occasioned to Lessee arising out of or
incident to the perils required to be insured against under this Lease. Accordingly, Lessee shall
cause each insurance policy required by this Section 11.2 to further contain a waiver of
subrogation clause. The effect of such release and waiver of the right to recover damages shall not
be limited by the amount of insurance carried or required, or by any deductibles applicable thereto.
11.4 Increase in Port's Cost of Insurance. Lessee shall not use the Premises, including
Area C on Exhibit B, in such a manner as to increase the existing rates of insurance applicable to
the buildings or structures of which the Premises are a part. If it nevertheless does so, then, at the
option of the Port, the full amount of any resulting increase in premiums paid by the Port with
respect to the buildings or structures of which the Premises are a part, and to the extent allocable to
the term of this Lease, may be added to the amount of Rent and shall be paid by Lessee to the Port
upon the monthly rental day next thereafter occurring.
SECTION 12: DAMAGE OR DESTRUCTION
12.1 Duty to Repair. If the Premises or any buildin gs or structures of which the
Premises are a part are damaged by fire, the elements, earthquake, accident or other casualty
(collectively, "Casualty"), the Port shall, except to the extent either party has the right to terminate
this Lease under Section 12.2, use reasonable efforts to repair and restore the Premises and/or the
buildings or structures of which the Premises are a part to substantially their former condition to
the extent permitted by then-applicable Legal Requirements; provided, however, the Port's
obligation to repair and restore shall not extend to any Alterations or any of Lessee's personal
property, specifically including that which Lessee retains ownership of under Section 7.3.
12.2 Right to Terminate. The Port may elect to terminate this Lease in the event that the
Port, in its sole judgment, concludes that the damage to the Premises or any buildings or structures
of which the Premises are a part cannot be repaired within thirty (30) days of the Casualty (with
the repair work and the preparations therefor to be done during regular working hours on regular
work days). In the event that the Port elects to terminate this Lease, the Port shall advise Lessee of
that fact within thirty (30) days of the date of the Casualty and notify Lessee of the date, not more
than ninety (90) days after the Casualty, on which the Lease will terminate.
12.3 Abatement of Rent. Unless the casualty results from Lessee's negligence or breach
of the terms of this Lease, the Base Rent and Additional Rent, if any, shall be abated for any
portion of the Premises that is rendered untenantable or inaccessible from the period from the date
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of the Casualty through the date of substantial completion of the repairs to the Premises (or to the
date of termination of the Lease if either party shall elect to terminate the Lease). The Port shall
not otherwise be liable to Lessee for any loss in the use in the whole or any part of the Premises
(including loss of business) and/or any inconvenience or annoyance occasioned by the Casualty,
by any damage resulting from the Casualty, or by any repair, reconstruction or restoration.
12.4 Waiver. Except as specifically set forth in this Lease, Lessee hereby waives any
right that Lessee may have, under any applicable existing or future law, to terminate this Lease in
the event of any damage to, or destruction of, the Premises or any buildings or structures of which
the Premises are a part.
SECTION 13: ASSIGNMENT AND SUBLEASE
13.1 Prohibition. Lessee shall not, in whole or in part, assign, sublet, license or permit
occupancy by any party other than Lessee of all or any part of the Premises, without the prior
written consent of the Port in each instance. Lessee shall at the time the Lessee requests the
consent of the Port, deliver to the Port such information in writing as the Port may reasonably
require respecting the proposed assignee, subtenant or licensee including, without limitation, the
name, address, nature of business, ownership, financial responsibility and standing of such
proposed assignee, subtenant or licensee. Within twenty (20) business days after receipt of all
required information, the Port shall, in its sole discretion, elect one of the following: (a) to consent
to such proposed assignment, sublease or license or (b) to refuse such consent.
13.1.1 As a condition for the Port's consent to any assignment, encumbrance or
sublease, the Port may require that the assignee, sublessee or licensee remit directly to the Port on
a monthly basis, all monies due to Lessee by said assignee, sublessee or licensee (except with
respect to excess rentals otherwise due Lessee pursuant to Section 13.2). In addition, a condition to
the Port's consent to any assignment, sublease or license of this Lease or the Premises shall be the
delivery to the Port of a true copy of the fully executed instrument of assignment, sublease or
license and an agreement executed by the assignee, sublessee or licensee in form and substance
satisfactory to the Port and expressly enforceable by the Port, whereby the assignee, sublessee or
licensee assumes and agrees to be bound by the terms and provisions of this Lease and perform all
the obligations of Lessee hereunder.
13.1.2 In the event of any assignment, Lessee and each respective assignor, waives
notice of default by the tenant in possession in the payment and performance of the Rent,
covenants and conditions of this Lease and consents that the Port may in each and every instance
deal with the tenant in possession, grant extensions of time, waive performance of any of the
terms, covenants and conditions of this Lease and modify the same, and in general deal with the
tenant then in possession without notice to or consent of any assignor, including Lessee; and any
and all extensions of time, indulgences, dealings, modifications or waivers shall be deemed to be
made with the consent of Lessee and of each respective assignor.
13.1.3 Lessee agrees that any sublease or license will contain a provision in
substance that if there be any termination whatsoever of this Lease then the subtenant or licensee,
at the request of the Port, will attorn to the Port and the sublessee or licensee, if the Port so
requests, shall continue in effect with the Port, but the Port shall be bound to the subtenant or
licensee in such circumstances only by privity of estate. Nothing herein shall be deemed to require
the Port to accept such attornment.
13.1.4 No assignment, subletting or license by Lessee shall relieve Lessee of any
obligation under this Lease, including Lessee's obligation to pay Rent or any other sum hereunder.
Any purported assignment, subletting or license contrary to the provisions hereof without consent
shall be void. The consent by the Port to any assignment or subletting shall not constitute a waiver
of the necessity for such consent to any subsequent assignment or subletting.
13.1.5 Lessee shall reimburse the Port in the sum of Five Hundred Dollars
($500.00) plus any reasonable professionals' fees and expenses incurred by the Port in connection
with any request by Lessee for consent to an assignment, subletting or license.
13.2 Excess Rental. If in connection with any assignment, sublease or license, Lessee
receives rent or other monetary consideration, either initially or over the term of the assignment or
sublease, in excess of the Rent called for hereunder, or in case of the sublease of a portion of the
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Premises, in excess of such Rent fairly allocable to such portion, after appropriate adjustments to
assure that all other payments called for hereunder and out-of-pocket expenditures, operating costs
or concessions incurred by Lessee in connection with such assignment, sublease or license, are
appropriately taken into account, Lessee shall pay to the Port, as Additional Rent hereunder, fifty
percent (50%) of the excess of each such payment of rent or other consideration received by
Lessee after its receipt.
13.3 Scope. The prohibition against assigning or subletting contained in this Section 13
shall be construed to include a prohibition against any assignment or subletting by operation of
law. Furthermore, for purposes of this Section 13, any sale, transfer or other disposition in the
aggregate of fifty percent (50%) or more of the equity ownership in Lessee (i.e. stock with respect
to tenant corporation, partnership interests with respect to a tenant partnership, etc.) shall be
deemed an assignment. If this Lease be assigned, or if the underlying beneficial interest of Lessee
is transferred, or if the Premises or any part thereof be sublet or occupied by anybody other than
Lessee, the Port may collect Rent from the assignee, subtenant or occupant and apply the net
amount collected to the Rent herein reserved and apportion any excess Rent so collected in
accordance with the terms of Section 13.2, but no such assignment, subletting, occupancy or
collection shall be deemed a waiver of this covenant, or the acceptance of the assignee, subtenant
or occupant as tenant, or a release of Lessee from the further performance by Lessee of covenants
on the part of Lessee herein contained. No assignment or subletting shall affect the continuing
primary liability of Lessee (which, following assignment, shall be joint and several with the
assignee), and Lessee shall not be released from performing any of the terms, covenants and
conditions of this Lease.
SECTION 14: DEFAULT
14.1 Defaults. Time is of the essence of this Leas e. The occurrence of any one or more
of the following events constitutes a default of this Lease by Lessee with or without notice from
the Port:
14.1.1 The vacating or abandonment of the Premises by Lessee.
14.1.2 The failure by Lessee to make any payment of Rent, or any other payment
required by this Lease, when due.
14.1.3 The failure by Lessee to observe or perform any covenant, condition, or
agreement to be observed or performed by Lessee in this Lease.
14.1.4 The discovery by the Port that any required report, financial statement or
background statement provided to the Port by Lessee, any successor, grantee, or assign was
materially false.
14.1.5 The filing by Lessee of a petition in bankruptcy, Lessee being adjudged
bankrupt or insolvent by any court, a receiver of the property of Lessee being appointed in any
proceeding brought by or against Lessee, Lessee making an assignment for the benefit of creditors,
or any proceeding being commenced to foreclose any mortgage or other lien on Lessee's interest in
the Premises or on any personal property kept or maintained on the Premises by Lessee.
14.2 Remedies.
14.2.1 Whenever any default (other than a default under Section 14.1.5 above,
upon which termination of this Lease shall, at the Port's option, be effective immediately without
further notice) continues unremedied in whole or in part for thirty (30) days after written notice is
provided by the Port to Lessee (or for ten (10) days after written notice in the case of default for
failure to pay any Rent, or other required payment when due), this Lease and all of Lessee's rights
under it will automatically terminate if the written notice of default so provides. Upon termination,
the Port may reenter the Premises using such force as may be necessary and remove all persons
and property from the Premises. The Port will be entitled to recover from Lessee all unpaid Rent
or other payments and damages incurred because of Lessee's default including, but not limited to,
the costs of re-letting, including tenant improvements, necessary renovations or repairs,
advertising, leasing commissions, and attorney's fees and costs ("Termination Damages"), together
with interest on all Termination Damages at the Default Rates from the date such Termination
Damages are incurred by the Port until paid.
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14.2.2 In addition to Termination Damages, and notwithstanding termination and
reentry, Lessee's liability for all Rent or other charges which, but for termination of the Lease,
would have become due over the remainder of the Lease term ("Future Charges") will not be
extinguished and Lessee agrees that the Port will be entitled, upon termination for default, to
collect as additional damages, a Rental Deficiency. "Rental Deficiency" means, at the Port's
election, either:
14.2.2.1 An amount equal to Future Charges, less the amount of actual
rent, if any, which the Port receives during the remainder of the Lease term from others to whom
the Premises may be rented, in which case such Rental Deficiency will be computed and payable at
the Port's option either:
14.2.2.1.1 In an accelerated lump-sum payment; or
14.2.2.1.2 In monthly installments, in advance, on the first day of
each calendar month following termination of the Lease and continuing until the date on which the
Lease term would have expired but for such termination, and any suit or action brought to collect
any portion of Rental Deficiency attributable to any particular month or months, shall not in any
manner prejudice the Port's right to collect any portion of Rental Deficiency by a similar
proceeding; or
14.2.2.2 An amount equal to Future Charges less the aggregate fair
rental value of the Premises over the remaining Lease term, reduced to present worth. In this case,
the Rental Deficiency must be paid to the Port in one lump sum, on demand, and will bear interest
at the Default Rate until paid. For purposes of this subparagraph, "present worth" is computed by
applying a discount rate equal to one percentage point above the discount rate then in effect at the
Federal Reserve Bank in, or closest to, Seattle, Washington.
14.2.3 If this Lease is terminated for default as provided in this Lease, the Port
shall use reasonable efforts to re-let the Premises in whole or in part, alone or together with other
premises, for such term or terms (which may be greater or less than the period which otherwise
would have constituted the balance of the Lease term), for such use or uses and, otherwise on such
terms and conditions as the Port, in its sole discretion, may determine, but the Port will not be
liable for, nor will Lessee's obligations under this Lease be diminished by reason for any failure by
the Port to re-let the Premises or any failures by the Port to collect any rent due upon such reletting.
14.2.4 In addition to the rights granted by Section 7.3, if upon any reentry
permitted under this Lease, there remains any personal property upon the Premises, the Port, in its
sole discretion, may remove and store the personal property for the account and at the expense of
Lessee. In the event the Port chooses to remove and store such property, it shall take reasonable
steps to notify Lessee of the Port's action. All risks associated with removal and storage shall be
on Lessee. Lessee shall reimburse the Port for all expenses incurred in connection with removal
and storage as a condition to regaining possession of the personal property. The Port has the right
to sell any property which has been stored for a period of 30 days or more, unless Lessee has
tendered reimbursement to the Port for all expenses incurred in removal and storage. The proceeds
of sale will be applied first to the costs of sale (including reasonable attorney's fees), second to the
payment of storage charges and third to the payment of any other amounts which may then be due
and owing from Lessee to the Port. The balance of sale proceeds, if any, will then be paid to
Lessee.
14.3 Remedies Cumulative. All rights, options and remedies of the Port contained in this
Lease shall be construed and held to be distinct, separate and cumulative, and no one of them shall
be exclusive of the other, and the Port shall have the right to pursue any one or all of such remedies
or any other remedy or relief which may be provided by law or in equity, whether or not stated in
this Lease.
SECTION 15: TERMINATION OTHER THAN FOR DEFAULT
15.1 Major Capital Improvement. In the event that the Port , at its sole discretion, shall
require the use of the Premises for a major capital improvement for public or private use in
connection with the operation of the business of the Port, then this Lease may be terminated by the
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Port by written notice delivered or mailed by the Port to Lessee not less than one hundred and
eighty (180) days before the termination date specified in the notice. If Lessee is not in default
under any of the provisions of this Lease on the effective date of such termination, any Rent
prepaid by Lessee shall, to the extent allocable to any period subsequent to the effective date of the
termination, be promptly refunded to Lessee. Lessee shall not be entitled to any compensation at
termination for the bargain value of the leasehold or any relocation expenses.
15.2 Condemnation.
15.2.1 Total Taking. In the case of a taking by emin ent domain of either all of the
Premises or such portion of either the Premises or any buildings or structures of which the
Premises are a part as shall, in the Port's sole judgment, be required for reasonable use of the
Premises, this Lease shall terminate as of the date of such taking. If Lessee is not in default under
any of the provisions of this Lease on said date, any Rent prepaid by Lessee shall, to the extent
allocable to any period subsequent to the effective date of the termination, be promptly refunded to
Lessee.
15.2.2 Partial Taking. In the case of a taking of portion of the Premises or any
buildings or structures of which the Premises are a part as shall not, in the Port's sole judgment, be
required for reasonable use of the Premises, this Lease shall continue in full force and effect, and
the Base Rent shall, as of the date of such taking, be equitably reduced based on the proportion by
which the Premises (but not the buildings or structures of which the Premises are a part) is
reduced.
15.2.3 Damages. The Port reserves all right to the entire damage award or payment
for taking by eminent domain, and Lessee waives all claim whatsoever against the Port and/or the
authority exercising eminent domain for damages for termination of its leasehold or for
interference with its business. The Port and Lessee further agree that all decisions regarding how
the eminent domain proceeding should be handled shall be made in the sole discretion of the Port
(specifically including any response to a motion for order adjudicating public use and necessity or
and request for immediate possession), and Lessee shall take no actions or steps which interfere
with the Port's ability to control the handling of the eminent domain proceeding. Notwithstanding
the foregoing, nothing in this Section shall be considered to be a waiver or assignment by Lessee
of any right to relocation assistance payments or relocation advisory services which may be
available in connection with the eminent domain proceeding.
15.2.4 Eminent Domain. The term "eminent domain" as used in this Section 15.2
shall including taking or damaging of property by, through or under any governmental or quasigovernmental
authority and the purchase or acquisition in lieu thereof.
15.3 Court Decree. In the event that any court having jurisdiction in the matter shall
render a decision which has become final and which will prevent the performance by the Port of
any of its obligations under this Lease, then either party hereto may terminate this Lease by written
notice, and all rights and obligations hereunder (with the exception of any undischarged rights and
obligations that accrued prior to the effective date of termination) shall thereupon terminate. If
Lessee is not in default under any of the provisions of this Lease on the effective date of such
termination, any Rent prepaid by Lessee shall, to the extent allocable to any period subsequent to
the effective date of the termination, be promptly refunded to Lessee. Lessee is not entitled to any
compensation at termination for the bargain value of the leasehold.
SECTION 16: ACCESS; EASEMENTS
16.1 Access to Premises. The Port shall have the right to show the Premises at all
reasonable times during business hours of Lessee to any prospective purchasers, tenants or
mortgagees of the same, and may at any time enter upon the Premises, or any part thereof, for the
purpose of ascertaining the condition of the Premises or whether Lessee is observing and
performing the obligations assumed by it under this Lease, all without hindrance or molestation
from the Lessee. The Port shall also have the right to enter upon the Premises for the purpose of
making any necessary repairs and performing any work that may be necessary by reason of
Lessee's failure to make any such repairs or perform any such work. The above-mentioned rights
of entry shall be exercisable upon request made on reasonable advance notice to Lessee (except
that no notice shall be required in the event of an emergency) or an authorized employee of Lessee
at the Premises, which notice may be given orally.
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16.2 Easements.
16.2.1 The Parties recognize that the Port facilities are continuously being modified
to improve the utilities, services and premises used and provided by the Port. The Port and its
authorized utility service providers are hereby granted a continuous easement or easements that the
Port believes is necessary within the Premises of Lessee, without any additional cost to the Port for
the purposes expressed hereinabove. The Port, its authorized utility service provider, and their
respective agents, shall have the right to enter the Premises of Lessee, and to cross over, construct,
move, reconstruct, rearrange, alter, maintain, repair and operate the sewer, water, and drainage
lines, the electrical service, the roadways (specifically including routes of ingress and egress) and
all other services and facilities required by the Port for its own use. Provided, however, that the
Port by virtue of such use, does not substantially deprive Lessee from its beneficial use or
occupancy of its leased area for an unreasonable period of time, not to exceed thirty (30) working
days, without consent of Lessee.
16.2.2 In the event that the Port permanently deprives Lessee from such beneficial
use or occupancy, then an equitable adjustment in Rent, or in the cost required to modify its
Premises to allow the Lessee to operate its business, will be negotiated and paid by the Port to
Lessee. In the event that such entry by the Port is temporary in nature, then the Port shall
reimburse Lessee for the cost required to modify its Premises for the temporary period that Lessee
is inconvenienced by such Port entry. The Port will not be responsible to Lessee for any reduced
efficiency or loss of business occasioned by such entry.
SECTION 17: NONWAIVER; RIGHT TO PERFORM
17.1 Receipt of Monies Following Termination. No receipt of monies by the Port from
Lessee after the termination or cancellation of this Lease in any lawful manner shall (i) reinstate,
continue or extend the term of this Lease; (ii) affect any notice theretofore given to Lessee;
(iii) operate as a waiver of the rights of the Port to enforce the payment of any Rent and fees then
due or thereafter falling due; or (iv) operate as a waiver of the right of the Port to recover
possession of the Premises by proper suit, action, proceeding or remedy; it being agreed that after
the service of notice to terminate or cancel this Lease, or after the commencement of suit, action or
summary proceedings, or any other remedy, or after a final order or judgment for the possession of
the Premises, the Port may demand, receive and collect any monies due, or thereafter falling due,
without in any manner affecting such notice, proceeding, suit, action or judgment; and any and all
such monies collected shall be deemed to be payments on account of the use and occupation and/or
Lessee's liability hereunder.
17.2 No Waiver of Breach. The failure of the Port to insist in any one or more instances,
upon a strict performance of any of the covenants of this Lease, or to exercise any option herein
contained, shall not be construed as a waiver of or relinquishment for the future of the performance
of such covenant, or the right to exercise such option, but the same shall continue and remain in
full force and effect. The receipt by the Port of the Rent or fees, with knowledge of the breach of
any covenant hereof, shall not be deemed a waiver of such breach, and no waiver by the Port of
any provision hereof shall be deemed to have been made unless expressed in writing and signed by
the Port. The consent or approval of the Port to or of any act by Lessee requiring the Port's
consent or approval shall not be deemed to waive or render unnecessary the Port's consent or
approval to or of any subsequent similar acts by Lessee.
17.3 No Waiver of Rent. The receipt by the Port of any installment of Rent or of any
amount shall not be a waiver of any Rent or other amount then due.
17.4 Application of Payments. The Port shall have the right to apply any payments made
by Lessee to the satisfaction of any debt or obligation of Lessee to the Port, in the Port's sole
discretion and regardless of the instructions of Lessee as to application of any such sum, whether
such instructions be endorsed upon Lessee's check or otherwise, unless otherwise agreed upon by
both parties in writing. The acceptance by the Port of a check or checks drawn by others than
Lessee shall in no way affect Lessee's liability hereunder nor shall it be deemed an approval of any
assignment of this Lease or subletting by Lessee.
17.5 Port's Right to Perform. Upon Lessee's failure to pe rform any obligation or make
any payment required of Lessee hereunder, the Port shall have the right (but not the obligation) to
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perform such obligation of Lessee on behalf of Lessee and/or to make payment on behalf of Lessee
to such parties. Lessee shall reimburse the Port the reasonable cost of the Port's performing such
obligation on Lessee's behalf, including reimbursement of any amounts that may be expended by
the Port, plus interest at the Default Rate.
SECTION 18: SURRENDER AND HOLDING OVER
18.1 Surrender. At the expiration or sooner termination of this Lease, Lessee shall
promptly: (i) surrender possession of the Premises to the Port in the same condition in which
received (or, if altered, then the Premises shall be returned in such altered condition unless
otherwise directed), reasonable wear and tear excepted, and (ii) deliver to the Port all keys that it
may have to any and all parts of the Premises. If the Premises are not surrendered as provided in
this Section, Lessee shall indemnify and hold the Port harmless against loss or liability resulting
from the delay by Lessee in so surrendering the Premises, including, without limitation, any claims
made by any succeeding occupant founded on such delay.
18.2 Removal of Wires. Within ten (10) days following the expiration or earlier
termination of this Lease, the Port may elect by written notice to Lessee to either:
18.2.1 Retain, without necessity of payment, any or all wiring, cables, conduit,
risers and similar installations installed by Lessee ("Wiring") in either the Premises or any larger
property (including buildings or structures) of which the Premises are a part. In the event that the
Port elects to retain the wiring, Lessee covenants that: (i) it is the sole owner of the assets
transferred or passing to the Port, (ii) it shall have right to surrender the assets transferred or
passing to the Port, (iii) the Wiring transferred or passing to the Port are free from all liens and
encumbrances, (iv) the Wiring transferred or passing to the Port is in good condition, working
order, in safe condition and comply with the requirements of this Agreement, and (v) that all
wiring or cables included within the Wiring transferred or passing to the Port is properly labeled at
each end, in each telecommunications/electrical closet and junction box, and otherwise as may be
required by Port regulations. OR
18.2.2 Remove, or required Lessee to remove, all such Wiring and restore the
Premises and any larger property of which the Premises are a part to their condition existing prior
to the installation of the Wiring, all at Lessee's sole cost and expense.
This Section shall survive the expiration or earlier termination of this Lease.
18.3 Holding Over. If Lessee, with the consent of the Port, holds over after the
expiration or sooner termination of this Lease, the resulting tenancy will, unless otherwise
mutually agreed, be for an indefinite period of time on a month-to-month basis. During such
month-to-month tenancy, Lessee shall pay to the Port, at the Port's sole discretion, the same rental
rate that was in effect immediately prior to the month-to-month tenancy times 150%. Lessee will
continue to be bound by all of the additional provisions of this Lease insofar as they may be
pertinent.
18.4 For Rent Signs. The Port shall have the right to place and maintain "For Rent"
signs in conspicuous places on the Premises for ninety (90) days prior to the expiration or sooner
termination of this Lease.
SECTION 19: ENVIRONMENTAL STANDARDS
19.1 Definitions. "Law or Regulation" as used herein shall mean any environmentally
related local, state or federal law, regulation, ordinance or order (including without limitation any
final order of any court of competent jurisdiction), now or hereafter in effect. "Hazardous
Substances" as used herein shall mean any substance or material defined or designated as a
hazardous waste, toxic substance, or other pollutant or contaminant, by any Law or Regulation.
19.2 Hazardous Substances. Lessee shall not allow the presence in or about the Premises
of any Hazardous Substance in any manner that could be a detriment to the Premises or in
violation of any Law or Regulation. Lessee shall not allow any Hazardous Substances to migrate
off the Premises, or the release of any Hazardous Substances into adjacent surface waters, soils,
underground waters or air. Lessee shall provide the Port with Lessee's USEPA Waste Generator
Number, and with copies of all Material Safety Data Sheets (MSDS), Generator Annual
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Dangerous Waste Reports, environmentally related regulatory permits or approvals (including
revisions or renewals) and any correspondence Lessee receives from, or provides to, any
governmental unit or agency in connection with Lessee's handling of Hazardous Substances or the
presence, or possible presence, of any Hazardous Substance on the Premises.
19.3 Violation of Environmental Law. If Lessee, or the Premises, is in violation of any
Law or Regulation concerning the presence or use of Hazardous Substances or the handling or
storing of hazardous wastes, Lessee shall promptly take such action as is necessary to mitigate and
correct the violation. If Lessee does not act in a prudent and prompt manner, the Port reserves the
right, but not the obligation, to come onto the Premises, to act in place of the Lessee (Lessee
hereby appoints the Port as its agent for such purposes) and to take such action as the Port deems
necessary to ensure compliance or to mitigate the violation. If the Port has a reasonable belief that
Lessee is in violation of any Law or Regulation, or that Lessee's actions or inactions present a
threat of violation or a threat of damage to the Premises, the Port reserves the right to enter onto
the Premises and take such corrective or mitigating action as the Port deems necessary. All costs
and expenses incurred by the Port in connection with any such actions shall become immediately
due and payable by Lessee upon presentation of an invoice therefor.
19.4 Inspection; Test Results. The Port shall have access to the Premises to conduct an
annual environmental inspection. In addition, Lessee shall permit the Port access to the Premises
at any time upon reasonable notice for the purpose of conducting environmental testing at the
Port's expense. Lessee shall not conduct or permit others to conduct environmental testing on the
Premises without first obtaining the Port's written consent. Lessee shall promptly inform the Port
of the existence of any environmental study, evaluation, investigation or results of any
environmental testing conducted on the Premises whenever the same becomes known to Lessee,
and Lessee shall provide copies to the Port.
19.5 Removal of Hazardous Substances. Prior to vacation of the Premises, in addition to
all other requirements under this Lease, Lessee shall remove any Hazardous Substances placed on
the Premises during the term of this Lease or Lessee's possession of the Premises, and shall
demonstrate such removal to the Port's satisfaction. This removal and demonstration shall be a
condition precedent to the Port's payment of any Security to Lessee upon termination or expiration
of this Lease.
19.6 Remedies Not Exclusive. No remedy provided herein shall be deemed exclusive.
In addition to any remedy provided above, the Port shall be entitled to full reimbursement from
Lessee whenever the Port incurs any costs resulting from Lessee's use or management of
Hazardous Substances on the Premises, including but not limited to, costs of clean-up or other
remedial activities, fines or penalties assessed directly against the Port, injuries to third persons or
other properties, and loss of revenues resulting from an inability to re-lease or market the property
due to its environmental condition (even if such loss of revenue occurs after the expiration or
earlier termination of this Lease).
19.7 Environmental Indemnity. In addition to all other indemnities provided in this
Lease, Lessee agrees to defend, indemnify and hold the Port free and harmless from any and all
claims, causes of action, regulatory demands, liabilities, fines, penalties, losses, and expenses,
including without limitation cleanup or other remedial costs (and including attorneys' fees, costs
and all other reasonable litigation expenses when incurred and whether incurred in defense of
actual litigation or in reasonable anticipation of litigation), arising from the existence or discovery
of any Hazardous Substance on the Premises, or the migration of any Hazardous Substance from
the Premises to other properties or into the surrounding environment, whether (1) made,
commenced or incurred during the term of this Lease, or (2) made, commenced or incurred after
the expiration or termination of this Lease if arising out of events occurring during the term of this
Lease. Lessee acknowledges that the Premises are subject to the requirements of the City of Seattle
("City") ordinance regarding stormwater drainage, source control, and other applicable City
requirements as well as Washington State Department of Ecology ("Ecology") stormwater
regulations and permits. Lessee will comply with all requirements of the City ordinance and
Ecology regulations and permits, including the preparation of and compliance with state Industrial
General Stormwater Permits or the Phase I Municipal Permits. If the state or the City cites the Port
for violations of the ordinance, Lessee will fully defend and indemnify the Port for any damages,
penalties, or other assessments made against the Port for the violations. Lessee will pay the Port's
attorneys' fees in connection with any enforcement actions carried out against the Port for such
violations.
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SECTION 20: MISCELLANEOUS
20.1 Notice. All notices hereunder shall be in writing and shall be delivered personally,
by certified or registered mail, by facsimile or by recognized overnight courier addressed as
follows:
To Lessor:
Port of Seattle
Attention: Seaport Real Estate
P. O. Box 1209
2711 Alaskan Way
Seattle, WA 98111
Facsimile: (206) 787-3280
For payments only, the following mailing address should be used:
Port of Seattle
P. O. Box 34249
Seattle, WA 98124-1249
To Lessee:
PCC Logistics, a Division of Pacific Coast Container, Inc.
3200 Occidental Avenue S.
Seattle, WA 98134
or to such other respective addresses as either party hereto may hereafter from time to time
designate in writing. Notices shall be deemed delivered (i) when personally delivered; (ii) on the
third day after mailing when sent by certified or registered mail and the postmark affixed by the
United States Postal Service shall be conclusive evidence of the date of mailing; (iii) on the date
transmitted by facsimile, if the facsimile is confirmed received; or (iv) on the first business day
after deposit with a recognized overnight courier if deposited in time to permit overnight delivery
by such courier as determined by its posted cutoff times for receipt of items for overnight delivery
to the recipient.
Payments may be made in the manner provided for notice or may be delivered by regular mail
(postage prepaid); provided, payments made by regular mail (postage prepaid) shall be deemed
delivered when actually received by the Port.
20.2 Brokers. The Port and Lessee each warrant to the other that it has had no
discussions, negotiations and/or other dealings with any real estate broker or agent other than Neil
Walter Company in connection with the negotiation of this Lease, and that it knows of no other
real estate broker or agent who is or may be entitled to any commission or finder's fee in
connection with this Lease. The Port and Lessee each agree to indemnify and hold the other
harmless from and against any and all claims, demands, losses, liabilities, lawsuits, judgments,
costs and expenses (including without limitation, attorneys' fees and costs) with respect to any
leasing commission or equivalent compensation alleged to be owing on account of such party's
discussions, negotiations and/or dealings with any real estate broker or agent other than Broker(s).
This Section is not intended to benefit any third parties and shall not be deemed to give any rights
to brokers or finders. No commission(s) or finders fee(s) shall be paid to Lessee, employee(s) of
Lessee or any unlicensed representative of Lessee. The Port and Lessee shall each pay its
respective Broker pursuant to their respective separate agreements with such Broker; provided,
however, the Port's Broker (if any) shall be free (but without obligation, except as separately
agreed between the Port's Broker and Lessee's Broker) to share the commission payable to it with
Lessee's Broker as the Port's Broker sees fit.
20.3 Consent. Whenever the Port's prior consent or approval is required by this Lease,
the same shall not be unreasonably delayed but may, unless otherwise specifically provided by this
Lease, be granted or denied in the Port's sole and absolute discretion.
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20.4 Wireless Devices. Lessee shall not install any wireless devices and/or transmitters
on or about the Premises without the prior written consent of the Port and subject to any and all
conditions in such consent. Lessee specifically grants to the Port the power to regulate and control
the use of unlicensed frequency bands (including, but not limited to, FCC Part 15 Subpart C, FCC
Part 15 Subpart D (both asynchronous and Isochronous), IEEE 802.11 and BlueTooth (ISM), and
FCC UNII 1 and UNII 2 (IEEE 802.11a)) on or about the Premises.
20.5 Relationship to the Port and Lessee. Nothing contained herein shall be deemed or
construed as creating the relationship of principal and agent, partnership, or joint venture partners,
and no provision contained in this Lease nor any acts of Lessee and the Port shall be deemed to
create any relationship other than that of Lessee and the Port.
20.6 Time. Time is of the essence of each and every one of Lessee's obligations,
responsibilities and covenants under this Lease.
20.7 Recording. Lessee shall not record this Lease or any memorandum thereof without
the Port's prior written consent.
20.8 Subordination, Attornment. Unless otherwise designated by the Port, this Lease
shall be subordinate to all existing or future mortgages and deeds of trust on the Premises or any
larger property of which the Premises may be a part, and to all extensions, renewals or
replacements thereof. Within ten (10) days of the Port's request, Lessee shall execute and deliver
all instrument or certificates which may be necessary or appropriate to reflect such subordination.
Notwithstanding the foregoing, Lessee shall not be required to subordinate to future mortgages or
deeds of trust unless the mortgagee or beneficiary under the deed of trust agrees that if it becomes
the owner of the property, it will recognize the Lease as long as Lessee is not in default. Within
ten (10) days of the Port's request, Lessee shall also execute and deliver to third parties designated
by the Port an estoppel certificate or letter in the form requested by the Port or any lender the
correctly recites the facts with respect to the existence, terms and status of this Lease. Lessee
agrees to attorn to any successor to the Port following any foreclosure, sale or transfer in lieu
thereof.
20.9 Promotion of Port Commerce. Lessee agrees that throughou t the term of this Lease
it will, insofar as practicable, promote and aid the movement of passengers and freight through
facilities within the territorial limits of the Port. Lessee further agrees that all incoming shipments
of commodities that it may be able to control or direct shall be made through facilities within the
territorial limits of the Port if there will be no resulting cost or time disadvantage to Lessee.
20.10 Nondiscrimination Services.
20.10.1 Lessee agrees that it will not discriminate by segregation or
otherwise against any person or persons because of race, sex, age, creed, color or national origin in
furnishing, or by refusing to furnish to such person or persons, the use of the facility herein
provided, including any and all services, privileges, accommodations, and activities provided
thereby.
20.10.2 It is agreed that Lessee's noncompliance with the provisions of this
clause shall constitute a material breach of this Lease. In the event of such noncompliance, the
Port may take appropriate action to enforce compliance, may terminate this Lease, or may pursue
such other remedies as may be provided by law.
20.11 Nondiscrimination Employment. Lessee covenants and agr ees that in all matters
pertaining to the performance of this Lease, Lessee shall at all times conduct its business in a
manner which assures fair, equal and nondiscriminatory treatment of all persons without respect to
race, sex, age, color, creed or national origin and, in particular:
20.11.1 Lessee will maintain open hiring and employment practices and will
welcome applications for employment in all positions from qualified individuals who are member
of racial or other minorities, and
20.11.2 Lessee will comply strictly with all requirements of applicable
federal, state and local laws or regulations issued pursuant thereto relating to the establishment of
nondiscriminatory requirements in hiring and employment practices and assuring the service of all
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patrons or customers without discrimination as to any person's race, sex, age, creed, color or
national origin.
20.12 Labor Unrest. Lessee agrees to join with the Port and use its best efforts in
avoiding labor unrest, or in the event of a wildcat strike or other labor difficulty, to use its good
offices in negotiating and bringing to a swift and satisfactory conclusion any kind of labor dispute
that may affect the interests of the Port.
20.13 Joint and Several Liability. Each and every party who signs this Lease, other than
in a representative capacity, as Lessee, shall be jointly and severally liable hereunder. It is
understood and agreed that for convenience the word "Lessee" and verbs and pronouns in the
singular number and neuter gender are uniformly used throughout this Lease, regardless of the
number, gender or fact of incorporation of the party who is, or of the parties who are, the actual
lessee or lessees under this agreement.
20.14 Captions. The captions in this Lease are for convenience only and do not in any
way limit or amplify the provisions of this Lease.
20.15 Governing Law; Venue. This Lease shall be construed under the laws of
Washington. Exclusive jurisdiction and venue for any action relating hereto shall be in the state or
federal courts located in King County, Washington.
20.16 Attorneys' Fees. In the event that either party shall be required to bring any action
to enforce any of the provisions of this Lease, or shall be required to defend any action brought by
the other party with respect to this Lease, and in the further event that one party shall substantially
prevail in such action, the losing party shall, in addition to all other payments required therein, pay
all of the prevailing party's actual costs in connection with such action, including such sums as the
court or courts may adjudge reasonable as attorneys' fees in the trial court and in any appellate
courts.
20.17 Invalidity of Particular Provisions. If any term or provision of this Lease or the
application thereof to any person or circumstance shall, to any extent, be invalid or enforceable,
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 held invalid or unenforceable shall not be affected
thereby and shall continue in full force and effect.
20.18 Survival of Indemnities. All indemnities provided in this Lease shall survive the
expiration or any earlier termination of this Lease. In any litigation or proceeding within the scope
of any indemnity provided in this Lease, Lessee shall, at the Port's option, defend the Port at
Lessee's expense by counsel satisfactory to the Port.
20.19 Entire Agreement; Amendments. This Lease, together with any and all exhibits
attached hereto, shall constitute the whole agreement between the parties. There are no terms,
obligations, covenants or conditions other than those contained herein. No modification or
amendment of this agreement shall be valid or effective unless evidenced by an agreement in
writing signed by both parties.
20.20 Exhibits. Exhibits A, B, and C are attached to this Lease after the signatures and by
this reference incorporated herein.
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SECTION 21: SIGNATURES
IN WITNESS WHEREOF the parties hereto have signed this Lease as of the day and year
first above written.
PORT OF SEATTLE PCC LOGISTICS, A DIVISION OF
PACIFIC COAST CONTAINER, INC.
By: By:
Its: Its:
SECTION 22: ACKNOWLEDGMENTS
STATE OF WASHINGTON )
) ss
COUNTY OF KING )
On this ___ day of ___________________, 2010 before me personally appeared
____________________________, to me known to be the _________________________________ of the PORT OF
SEATTLE, the municipal corporation that executed the within and foregoing instrument, and acknowledged said
instrument to be the free and voluntary act and deed of said corporation, for the uses and purposes therein mentioned,
and on oath stated that s/he was authorized to execute said instrument.
In Witness Whereof I have hereunto set my hand and affixed my official seal the day and year first above
written.
___________________________________________
(Signature)
___________________________________________
(Print Name)
Notary Public, in and for the State of Washington,
residing at __________________________________
My Commission expires: _______________________
STATE OF WASHINGTON )
) ss
COUNTY OF KING )
On this ___ day of ___________________, 2010 before me personally appeared
____________________________, to me known to be the _________________________________ of the
___________________________________, the individual/entity that executed the within and foregoing instrument as
Lessee, and acknowledged said instrument to be the free and voluntary act and deed of said individual/entity, for the
uses and purposes therein mentioned, and on oath stated that s/he was authorized to execute said instrument.
In Witness Whereof I have hereunto set my hand and affixed my official seal the day and year first above
written.
___________________________________________
(Signature)
___________________________________________
(Print Name)
Notary Public, in and for the State of Washington,
residing at __________________________________
My Commission expires: _______________________
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EXHIBIT A
-- Legal Description --
TERMINAL 104 AREA -A
LEASE DESCRIPTION
THAT PORTION OF THE NORTH 1/2 OF SECTION 18, TOWNSHIP 24 NORTH, RANGE 4
EAST, W.M. IN THE CITY OF SEATTLE, KING COUNTY, WASHINGTON LYING IN THE
PLAT OF SEATTLE TIDE LANDS DESCRIBED AS FOLLOWS:
BEGINNING AT THE INTERSECTION OF THE CENTER LINES OF EAST MARGINAL WAY
SOUTH AND DUWAMISH AVENUE SOUTH; THENCE NORTH 41 01' 45" WEST ALONG
THE CENTERLINE OF DUWAMISH AVENUE SOUTH A DISTANCE OF 65.28 FEET; THENCE
SOUTH 48 58' 15" WEST A DISTANCE OF 45.00 FEET TO A POINT ON THE
SOUTHWESTERLY MARGIN OF DUWAMISH AVENUE SOUTH, BEING THE SOUTHEAST
CORNER OF LOT 29, BLOCK 378, PLAT OF SEATTLE TIDE LANDS;
THENCE NORTH 9000'00" WEST. A DISTANCE OF 750.72 FEET TO THE TRUE POINT OF
BEGINNING;
THENCE CONTINUE SOUTH 9000'00" WEST, A DISTANCE OF 577.58 FEET;
THENCE NORTH 5829'02" WEST, A DISTANCE OF 130.18 FEET;
THENCE NORTH 1427'50" EAST, A DISTANCE OF 506.29 FEET;
THENCE NORTHEASTERLY, A DISTANCE OF 40.39 FEET ALONG A NON TANGENT
CURVE TO THE RIGHT OF WHICH THE RADIUS POINT LIES SOUTH 7316'38" EAST A
RADIUS OF 35.21 FEET, AND HAVING A CENTRAL ANGLE OF 6543'08";
THENCE NORTH 8904'21" EAST, A DISTANCE OF 502.40 FEET;
THENCE SOUTHEASTERLY, A DISTANCE OF 69.60 FEET ALONG A NON TANGENT
CURVE TO THE RIGHT OF WHICH THE RADIUS POINT LIES SOUTH 2946'07" WEST A
RADIUS OF 69.60 FEET, AND HAVING A CENTRAL ANGLE OF 6132'28";
THENCE SOUTH 0000'00" EAST, A DISTANCE OF 526.93 FEET TO THE
TRUE POINT OF BEGINNING.
CONTAINING 365,135 SQUARE FEET 8.38 ACRES MORE OR LESS
February 24, 2010
TERMINAL 104 AREA -B
LEASE DESCRIPTION
THAT PORTION OF THE NORTH 1/2 OF SECTION 18, TOWNSHIP 24 NORTH, RANGE 4
EAST, W.M. IN THE CITY OF SEATTLE, KING COUNTY, WASHINGTON LYING IN THE
PLAT OF SEATTLE TIDE LANDS DESCRIBED AS FOLLOWS:
BEGINNING AT THE INTERSECTION OF THE CENTER LINES OF EAST MARGINAL WAY
SOUTH AND DUWAMISH AVENUE SOUTH; THENCE NORTH 41 01' 45" WEST ALONG
THE CENTERLINE OF DUWAMISH AVENUE SOUTH A DISTANCE OF 65.28 FEET; THENCE
SOUTH 48 58' 15" WEST A DISTANCE OF 45.00 FEET TO A POINT ON THE
SOUTHWESTERLY MARGIN OF DUWAMISH AVENUE SOUTH, BEING THE SOUTHEAST
CORNER OF LOT 29, BLOCK 378, PLAT OF SEATTLE TIDE LANDS;
THENCE NORTH 9000'00" WEST. A DISTANCE OF 462.20 FEET TO THE TRUE POINT OF
BEGINNING;
THENCE CONTINUE SOUTH 9000'00" WEST, A DISTANCE OF 288.52 FEET;
THENCE NORTH 0000'00" WEST, A DISTANCE OF 60.00 FEET;
THENCE NORTH 9000'00" EAST, A DISTANCE OF 288.52 FEET;
THENCE SOUTH 0000'00" EAST, A DISTANCE OF 60.00 FEET TO THE
EXHIBIT A
TRUE POINT OF BEGINNING.
CONTAINING 17,312 SQUARE FEET 0.40 ACRES MORE OR LESS
March 9, 2010
EXHIBIT A
EXHIBIT B
-- Premises --
AREA "C"
"
EXHIBIT B
EXHIBIT C
-- Terminal 104 Expansion Property --
Expansion Property:
This is an
approximate area of
additional yard space.
Size and quality of
land not guaranteed.
EXHIBIT C
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