Item No.           10a_attach 
Date of Meeting   March 5, 2009 
ATTACHMENT 
For comparison   Third Amendment to Management        Fourth Amendment to Management Agreement
purposes:        Agreement Port of Seattle and Columbia     Port of Seattle and Columbia Hospitality, Inc.
Hospitality, Inc. Bell Harbor             Bell Harbor International Conference Center 
International Conference Center, 
Dated June 4, 2008 
Term         Exercised five (5) year option extending     No Change 
agreement to May 31, 2012 
Premises        The Bell Harbor International Conference     No change 
Center including the Cruise Terminal Grand
Concourse when not in use for cruise ship
operations. Additionally Columbia
Hospitality Inc. may utilize the following
Extension Premises when not otherwise in
use for cruise operations: cruise Terminal
Waiting Area (aka The International
Promenade), Cruise Terminal VIP Lounge,
Pier 66 Apron and Elliott Hall. The
Extension Premises shall also include the
Pier 66 Roof Top Deck, Pier 66 Public
Plaza. 
The Third Amendment provided for the       The Maritime Event Center at Bell Harbor aka the
Exhibit Space, aka the Odyssey Maritime      Exhibit Space and ODMC will be included as part
Discovery Center (ODMC) consisting of      of BHICC's Exclusive Premises. 
approximately 32,847 rentable square feet to
be included in the Extension Premises and
CHI for use of the space for events. The use
of this space by CHI expired December 31,
2008. 
Base         3% of gross revenues                No change 
Management Fee 
5% of gross revenues generated within the      Expired December 31, 2008, no longer applicable. 
Exhibit Space. 
Expired December 31, 2008, no longer applicable. 
$1,000 per month paid as a Management
Services Fee for CHI to operate the Exhibit
Space. 
Incentive       IMF calculated as a percentage of Net        No Change 
Management Fee  Operating Income after adjusting for
(IMF)         Common Area Expenses. The percentage
amount paid to CHI quarterly is determined
by the Gross Operating Profit Margin
achieved. 
Operating             CHI's expense associated with the cost of                              The position of Chief Operating Officer, currently 
Expenses        compensation, benefits and payroll taxes of    held by Bret Matteson, will be added as an
all employees working full or part time at      excluded CHI executive position. 
the Facility or while performing duties with
respect to the Facility at CHI's office
excluding CHI's executive personnel. 

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Common Area Expenses: in 2009 a flat fee    A flat fee of four hundred seventy five thousand, 
of five hundred and seventeen thousand, one    three hundred eighty three dollars ($475,383.00)
hundred and ninety-one dollars and no cents    for calendar year 2009, six hundred eighty eight
($517,191.00) is being charged as an         thousand, eight hundred fifty one dollars
operating expense (but which amount shall     ($688,851.00) for calendar year 2010, seven
not be payable to the Port) in equal monthly     hundred twenty three thousand, two hundred
amounts, as a fixed contribution toward the     ninety four dollars ($723,294.00) for calendar year
common area expenses attributable to the      2011, and three hundred fourteen thousand one
Port's Central Waterfront Project at Pier 66,     hundred eighty five dollars ($314,185.00) for the
of which the Facilities are a part. The         first five months calendar year 2012 (which
amount set fourth shall be increased by five     amount is not subject to further proration), which
percent (5%) per year, adjusted on each        amounts shall be chargeable as an Operating
anniversary of the commencement date.        Expense (but which amount shall not be payable to
the Port) in equal monthly amounts, as a fixed
contribution toward the common area expenses
attributable to the Port's Central Waterfront
Project 66, of which the Facilities are a part.
Notwithstanding the foregoing, should CHI or the
Port terminate the Lease prior to its natural
expiration, the above referenced amounts shall be
adjusted to reflect the removal of the Maritime
Event Center from the Exclusive Premises. 
Annual Plan      An Annual Plan will be developed by        Columbia Hospitality, Inc. will submit a revised
Columbia Hospitality, Inc. by August 1st of     Annual Plan to include the Maritime Event Center
each year and reviewed and approved by the    at Bell Harbor space to the Port for review and
Port                                 approval.
Renewal Option:   Exercise one five (5) year option. CHI       No further options 
exercised option to extend for the period
June 2007  May 2012
Capital Reserve   3% of gross revenues                  3% of gross revenues. 
Account: 
Due to short term of amendment, no funds for
capital reserve will be assessed on revenue for
events conducted exclusively in the Maritime
Event Center at Bell Harbor space. It will be
assessed on the total amounts for events conducted
in both existing facility and the Maritime Event
Center at Bell Harbor space. 
Termination in   By either party upon thirty (30) days        No change 
the Event of      advance written notice 
Default 
Insurance:       Combined Minimum Single Limit of         No change 
$1,000,000  45 days' cancellation notice 
Assignment      Not permitted without prior written consent    No change 
or Sublease:      from the Port 
Miscellaneous                                   $50,000 to install new signage, re-carpet and repaint
some areas within the Maritime Event Center
at Bell Harbor space. Work to be done by Port. 

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