HomeMy WebLinkAboutR-1992-D6120 Century Plaza / Yakima MallRESOLUTION NO. D 6 1 2 0
A RESOLUTION authorizing the City Manager of the City of
Yakima to terminate a lease agreement with
CENTURY PLAZA PARTNERSHIP for the premises cur-
rently used by the City Legal Department and
authorizing the City Manager to execute a lease
with YAKIMA MALL SHOPPING CENTER corporation for
new Legal Department Office Space.
WHEREAS, the City of Yakima Legal Department currently is
occupying leased office space at 201 East Lincoln Avenue,
Suite 5, Yakima, Washington; and
WHEREAS, said leased office space is unhealthful because
of the presence of tobacco smoke in the ventilation system;
and
WHEREAS, the City of Yakima has the legal right to termi-
nate the Office Lease Agreement based upon these unhealthful
conditions, now, therefore,
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA:
The City Manager is hereby authorized and directed to
take all necessary steps to terminate the Office Lease Agree-
ment with CENTURY PLAZA PARTNERSHIP for the City of Yakima
Legal Department and to execute a Lease Agreement with YAKIMA
MALL SHOPPING CENTER CORPORATION for new Legal Department
Office Space subject to the following limitations: (1) maxi-
mum month rent of $2,300.00 for the first year with reasonable
cost -of -living increase for the remaining term, (2) three-year
term, (3) adequate parking, (4) healthful surroundings, and
(5) full service.
ADOPTED BY THE CITY COUNCIL this day of KAN--‘r ,
1992.
(;)/a -
Mayor
ATTEST:
City Clerk
(res/cntry.rp)
ORIG NAL
THE NACHES BUILDING
TENANT LEASE
TO
THE CITY OF YAKIMA
TENANT
Ma_
DATE
LEASE AGREEMENT
1.0 BASIC LEASE PROVISIONS
1.1 LESSOR: YAKIMA MALL SHOPPING CENTER CORPORATION
ADDRESS: THE TOWER
402 E YAKIMA AVENUE SUITE 1400
YAKIMA WA 98901
Phone: (509) 248-4040
1.2 TENANT: THE CITY OF YAKIMA, a Washington State
Municipal Corporation
ADDRESS: 129 NORTH SECOND STREET
YAKIMA WA 98901
PHONE NUMBER: (509) 575-6030
1.3 PREMISES: The Naches Building, East Yakima Avenue
and South Naches Avenue, Suite 100, and
consisting of approximately 2264 square
feet.
1.4 PERMITTED USES: City legal and general office use.
1.5 LEASE TERM:
1.6 COMMENCEMENT DATE:
1.7 TERMINATION DATE:
Three Years.
August 1, 1992
July 31, 1995
1.8 BASE RENT: $2,300.00 per month adjusted by
Consumer Price Index increases.
1.9 CONSUMER PRICE INDEX BASE PERIOD:
1.9.1 MINIMUMS AND MAXIMUMS:
1.10 TAX INCREASE BASE YEAR: 1992
December 1991
Minimum 3%
Maximum 6%
1.11 PARKING: Landlord shall provide ten (10) parking
spaces, either in the remote lot or, at
Landlord's option, in the adjacent lot
or the Mall Parking Garage.
2.0
5.0
3.0
3.0
3.0
4.1
4.2
4.2
4.3
2.2
1.12 RIGHT TO RELOCATE: Landlord shall have the right
at any time during the term of this Lease, upon giving
Tenant sixty (60) days' notice in writing, to provide
and furnish Tenant with like space in THE TOWER Building
of approximately the same size and area as the herein
demised space and at Landlord's expense to remove and
replace Tenant in such new space. Should Tenant refuse
to permit the Landlord to move Tenant to such new space
at the end of the 60 -day period, the Landlord shall have
the right to cancel and terminate this Lease, effective
immediately, without further notice. In the event
Landlord relocates Tenant to such new space, then this
Lease shall be amended to reflect the Tenant's
relocation, and each and all of the terms, covenants and
conditions thereof shall thereupon remain in full force
and effect and be deemed applicable to such new space.
Tenant shall not be required to pay any additional rent
beyond that required in Section 1.8 in the event that
Landlord relocates Tenant to new space in THE TOWER
BUILDING.
1.13 TENANT'S CONTINGENT RIGHT TO TERMINATE: Tenant shall
have the right to terminate this Lease prior to the end
of the three year lease term under either one of the
following bases:
(a) If, after the first two years of the lease term,
government-owned office space becomes available for
use by the City of Yakima Legal Department, Tenant
may, at its option, terminate this Lease. Written
Notice of Termination shall be given to Landlord
not less than ninety (90) days prior to the date of
Lease termination pursuant to this provision. Upon
the effective date of such termination, this Lease
shall be deemed canceled by mutual agreement of the
parties without penalty or further obligation by
either party.
(b) If, at any time during the term of this Lease, the
indoor air quality of the Demised Premises is
determined in Tenant's sole discretion to be
unhealthful or unsatisfactory, then Tenant may, at
its option, give Landlord a thirty (30) calendar
day written Notice of Intent to Vacate the Demised
Premises. If upon expiration of said thirty (30)
day notice, the indoor air quality has not been
improved to Tenant's satisfaction, then Tenant may,
at its option, give Landlord a Notice of
Termination which shall be effective thirty (30)
days after the transmission of said Notice of
Termination to Landlord. Upon the effective date
of such termination, this Lease shall be deemed
canceled by mutual agreement of the parties without
penalty or further obligation by either party. The
circumstances involving indoor air quality of the
Demised Premises under which this provision may be
invoked include, but are not limited to, the
presence of tobacco smoke, carbon dioxide, carbon
monoxide, allergens, particulates, gases, and
fumes.
1.14 LANDLORD TO MAKE IMPROVEMENTS: Landlord and Tenant
agree that Landlord shall, at its sole expense,
construct certain alterations and improvements to the
Demised Premises for the purpose of making the Demised
Premises suitable as office space for the City of Yakima
Legal Department. The alterations and improvements to
be constructed by Landlord are shown on the floor plan
diagram which is attached hereto as Exhibit "A" and
incorporated by reference herein. All new walls shown
on the attached floor plan shall be constructed in the
locations indicated from floor to ceiling in order to
establish six (6) enclosed attorney offices and one (1)
enclosed conference room. Each office shall have its
own door, and the construction shall be performed in
such a way as to minimize the transmission of sound
between offices. All alterations and improvements shall
be constructed in accordance with local ordinances and
building codes, including, but not limited to, adequate
electrical power outlets, telephone jacks, and light
switches. All construction shall be performed in
conformance with all applicable standards of
professional skill, competence, and care so that the
Demised Premises can be used by Tenant as attorney
office space. Landlord shall paint the walls and
ceilings, as needed.
(iv)
THE NACHES BUILDING
YAKIMA, WASHINGTON
OFFICE BUILDING LEASE
THIS LEASE is made this 10 day of '31,, t , 1992
between YAKIMA MALL SHOPPING CENTER CORPORATION, a Washington
corporation, ("Landlord") and THE CITY OF YAKIMA, a Washington
State Municipal Corporation ("Tenant").
1.0 BASIC LEASE PROVISIONS: The Basic Lease Provisions on
the previous pages ii, iii and iv are hereby incorporated into
this Lease.
2.0 DEMISED PREMISES:
2.1 Landlord hereby leases to Tenant those certain
premises located in THE NACHES BUILDING (hereinafter the
"Building") designated on the floor plan attached hereto as
Exhibit "A" (the "Demised Premises"), and more particularly
described in section 1.3 of this Lease (page ii above), located
on the following described real property situate in the City of
Yakima, Yakima County, Washington, to wit:
Lots 11 and 12, Block 91, TOWN OF NORTH
YAKIMA, now YAKIMA, as recorded in Volume
"E" of Plats, Page 1, Records of the Auditor
of Yakima County, Washington.
This Lease is subject to the terms, covenants and conditions
set forth herein and Tenant and Landlord each covenant as a
material part of the consideration for this Lease to keep and
perform each and all of said terms, covenants and conditions by
it to be kept and performed and that this Lease is made upon the
condition of such performance.
2.2 Parking: The underground and adjacent street
level, remote (Naches and Chestnut Street), and Yakima Mall
Garage (Mall Parking) parking facilities are owned (or leased)
and operated by Landlord. Landlord agrees to provide Tenant,
without charge other than the rent hereinabove provided for, with
the parking spaces as described in section 1.11 of this Lease.
3.0 TERM: The term of this Lease shall be as described in
section 1.5 commencing on the date set forth in section 1.6, or
-1-
as soon thereafter as the Demised Premises may be ready for
occupancy, and shall end on the date set forth in section 1.7
unless sooner terminated pursuant to any of the provisions of
this Lease.
4.0 RENT:
4.1 Base Rent: Tenant agrees to pay to Landlord, in
advance, on or before the first day of each and every month
during the term hereof, at the offices of the Landlord in THE
TOWER, or at such other place as Landlord may from time to time
designate (by written notice to the Tenant), the base rent set
forth in section 1.8 of this Lease (page ii above). Rent for a
part of the month shall be prorated in proportion to the number
of days in said month.
4.2 Adjustment To Rent -- Consumer Price Index: The
Base Rent to be paid to Landlord by Tenant shall be adjusted
effective August 1 of each year of the Lease term to an amount
equal to the Base Rent multiplied by a fraction, the numerator of
which shall be the Consumer Price Index published by the Bureau
of Labor Statistics of the U.S. Department of Labor for All Urban
Consumers (CPI -U) U.S. City Average for All Items, with a
reference base period of 1982-84=100 (Index) for the month of
December immediately preceding the August 1st adjustment, and the
denominator of which shall be the same Index published for the
month of December of the year set forth in section 1.9 of the
Basic Lease Provisions (page ii hereof). In no event shall the
monthly rent be reduced. Adjustments to rent pursuant to this
section 4.2 shall be subject to the provisions of section 4.2.2
below.
4.2.1 Publication Dates: In the event that the Index
is published less frequently than semi-annually, then the
increase reflected in the next published Index shall be
used. All increases in rent shall relate back to rent
payable since the last rent adjustment.
4.2.2 Minimum and Maximum Increases: Notwithstanding
anything above to the contrary, should any such adjustment
to the monthly base rental result in a rental increase that
is less than the minimum percentage annual rental increases
set forth in section 1.9.1 of the Basic Lease Provisions,
then in such event, the increase in Base Rent shall be as
provided in said Basic Lease Provisions section of this
Lease. In no event shall the increase to Base Rent exceed
the maximum annual increase as provided in said section
1.9.1 of the Basic Lease Provisions.
-2-
4.2.3 Changes to Index: If the U.S. Government ceases
to publish the Index on a 1982-84=100 reference base period,
the Index shall be converted to the currently published
standard reference base period in accordance with the
conversion factor published by the United States Department
of Labor, Bureau of Labor Statistics. If the Index is
discontinued or revised during the term, such other
governmental index or computation with which it is replaced
shall be used in order to obtain substantially the same
result as would be obtained if the Index had not been
discontinued or revised. If a correction is made to
previously published Index data, the corrected data shall be
used prospectively.
4.3 Tax Adjustment: The Base Rent to be paid to
Landlord by Tenant shall be adjusted effective August 1 of each
year by adding thereto the Tenant's pro rata share of any
increase in taxes up to but not in excess of six percent (6%) per
year over the Tax Increase Base Year set forth in section 1.10 of
the Basic Lease Provisions (page ii hereof). The Tenant's pro
rata share shall be determined by dividing the total square
footage of the Demised Premises by the total square footage in
THE NACHES BUILDING available for lease. One -twelfth of the
amount so determined shall be added to the Basic Monthly Rent
payable hereunder effective August 1 of each year of the Lease.
Property taxes shall mean all real and personal property taxes or
assessments, including LID assessments, levied against the land
and improvements including any costs incurred in obtaining a
reduction of the taxes, which cost shall be allocated to the
period for which the reduction applies. Property taxes shall
also include any tax levied in whole or part in lieu of property
tax.
5.0 CHARACTER OF OCCUPANCY:
5.1 The Demised Premises are to be used for the
purposes described in section 1.4 and for no other purpose.
5.2 Tenant shall not suffer nor permit the Demised
Premises nor any part thereof to be used in any manner, nor
anything to be done therein, nor suffer or permit anything to
be brought into or kept therein, which would in any way (i) make
void or voidable any fire or liability insurance policy then in
force with respect to the Building; (ii) make unobtainable
from reputable insurance companies authorized to do business in
the State of Washington any fire insurance with extended
coverage, or liability, elevator, boiler or other insurance
required to be furnished by Landlord under the terms of any lease
-3-
or mortgage to which this Lease is subordinate at standard rates
provided Tenant is not deprived of its intended use of the
Demised Premises; (iii) cause or in Landlord's reasonable opinion
be likely to cause physical damage to the Building or any part
thereof; (iv) constitute a public or private nuisance; (v)
impair, in the reasonable opinion of Landlord, the appearance,
character or reputation of the Building; (vi) discharge
objectionable fumes, vapors or odors into the Building air
conditioning system or into the Building flues or vents not
designed to receive them or otherwise in such manner as may
unreasonably offend other occupants; (vii) impair or interfere
with any of the Building services or impair or interfere with or
tend to impair or interfere with the use of any of the other
areas of the Building by, or occasion discomfort, or annoyance to
Landlord or any of the other tenants or occupants of the
Building, any such impairment or interference to be in the
reasonable judgment of Landlord; (viii) injure the reputation of
the Building or permit the use of the Demised Premises for
lodging or sleeping purposes; (ix) increase on an ongoing
periodic basis the pedestrian traffic in and out of the Demised
Premises or the Building above an ordinary level; (x) constitute
waste; or (xi) make any noise or set up any vibration which will
disturb other tenants, except in the course of permitted repairs
or alterations.
5.3 Tenant shall not use the Demised Premises nor
permit anything to be done in or about the Demised Premises which
will in any way conflict with any law, statute, ordinance or
governmental rule or regulation now in force or which may
hereafter be enacted or promulgated. Tenant shall give prompt
notice to Landlord of any notice it receives of the violation of
any law or requirement of any public authority with respect to
the Demised Premises or the use or occupation thereof. Landlord
shall give prompt notice to Tenant of any notice it receives
relative to the violation by Tenant of any law or requirement of
any public authority with respect to the Demised Premises or the
use or occupation thereof.
6.0 SERVICES AND UTILITIES:
6.1 Landlord shall maintain the leased premises and
the public and common areas of the Building in reasonably good
order and condition consistent with first class office space in
Yakima, Washington, except for damage occasioned by the act or
omission of Tenant, the repair of which damage shall be paid for
by Tenant. Landlord shall furnish the leased premises with
electricity for lighting and the operation of low power usage
office machines, heat, normal air conditioning, water, and sewer
-4-
service. Landlord shall also provide light replacement service
for landlord -furnished lighting, toilet room supplies, window
washing at reasonable intervals, and customary building janitor
service.
6.2 Landlord shall not be liable to Tenant for any
loss or damage caused by or resulting from any variation,
interruption, or failure of such services due to any cause beyond
Landlord's reasonable control. No temporary interruption or
failure of such services incident to the making of repairs,
alterations, or improvements or due to accident or strike, or
conditions or events beyond Landlord's reasonable control, shall
be deemed a constructive eviction of Tenant or relieve Tenant
from any of Tenant's obligations hereunder.
6.3 Before installing any equipment in the leased
premises that generates more than a minimum amount of heat,
Tenant shall obtain the written consent of Landlord, and if the
amount of heat generated would place an undue burden on the air
conditioning system for the building, Landlord may condition such
consent on the Tenant's reimbursement of costs of installation,
operation and maintenance of required additional air
conditioners.
6.4 Landlord warrants and covenants to Tenant that the
Demised Premises will at all times be habitable and suitable for
human occupancy for the uses and purposes contemplated by this
Lease.
7.0 OUIET ENJOYMENT: Landlord warrants and agrees to
defend Tenant in the quiet enjoyment and possession of the
Demised Premises during the term of this Lease so long as Tenant
complies with the provisions hereof.
8.0 MAINTENANCE AND REPAIRS:
8.1 Landlord shall make all necessary repairs and
replacements to the non -leasable areas of the Building, to the
heating, air conditioning and electrical systems located in the
Building and to the common areas, and Landlord shall also make
all repairs to the Demised Premises which are structural in
nature; provided, however, that Tenant shall reimburse Landlord
for all repairs and replacements arising from Tenant's act,
neglect or default and that of its agents, servants and
employees.
8.1.1 In the event that the Landlord shall deem it
necessary, or be required by any governmental authority to
repair, alter, remove, reconstruct or improve any part of
the Demised Premises or of the Building (unless the same
result from Tenant's act, neglect, default or mode of
operation), then the same shall be made by Landlord with
reasonable dispatch, and should the making of such repairs,
alterations or improvements cause any interference with
Tenant's use of the Demised Premises, such interference
shall not relieve Tenant from the performance of its
obligations hereunder.
8.2 Tenant, at Tenant's sole cost and expense, except
for services furnished by Landlord pursuant to section 6 hereof,
shall maintain the Demised Premises in good order, condition and
repair including the interior surfaces of the ceilings (if
damaged or discolored due to the fault of Tenant), walls and
floors, all doors, interior glass partitions or glass surfaces
(not exterior windows). Tenant agrees to promptly repair at
Tenant's expense all injury to the Demised Premises, or to the
building of which they are a part, caused by moving the property
of Tenant into, in, or out of the Building or the Demised
Premises. In the event Tenant fails to maintain the Demised
Premises in good order, condition and repair, Landlord shall give
Tenant notice to do such acts as are reasonably required to so
maintain the Demised Premises. In the event Tenant fails to
promptly commence such work and diligently prosecute it to
completion, then Landlord shall have the right, but shall not be
required, to do such acts and expend such funds at the expense of
Tenant as are reasonably required to perform such work. Landlord
shall have no liability to Tenant for any damage, inconvenience
or interference with the use of the Demised Premises by Tenant as
a result of performing any such work.
9.0 ALTERATIONS AND ADDITIONS:
9.1 Tenant shall make no alterations, additions or
improvements to the Demised Premises or any part thereof without
obtaining the prior written consent of Landlord. Landlord may
impose, as a condition to the aforesaid consent, such
requirements as Landlord may deem necessary in its reasonable
judgment. Those requirements will normally include requiring the
Tenant to submit professionally prepared and reasonably detailed
plans and specifications for the work for Landlord's prior
written approval, and requiring the Tenant to use the contractor
designated by Landlord. Those requirements may include without
limitation the manner in which the work is done, and the times
-6-
during which it is to be accomplished. Tenant further agrees not
to connect with Building systems, including electric wires, water
pipes, fire safety and mechanical systems, any apparatus,
machinery or device without the prior written consent of
Landlord.
9.2 All alterations and additions to the Demised
Premises (whether performed with or without Landlord's consent as
provided herein), shall be deemed a part of the real estate and
the property of Landlord and shall remain upon and be surrendered
with the Demised Premises as a part thereof without molestation,
disturbance or injury at the end of said term, whether by lapse
of time or otherwise, unless Landlord, by notice given to Tenant
no later than fifteen (15) days prior to the end of the term,
shall elect to remove or to have Tenant remove all or any of such
alterations or additions (excluding standard Tenant finish work
and non-movable office walls), and in such event, tenant shall
promptly remove, at its sole cost and expense, such alterations
and additions and restore the Demised Premises to the condition
in which the premises were prior to the making of the same,
reasonable wear and tear excepted. Any such removal, whether
required or permitted by Landlord, shall be at Tenant's sole cost
and expense, and Tenant shall restore the Demised Premises to the
condition in which the Demised Premises were prior to the making
of the same, reasonable wear and tear excepted. All movable
partitions, machines and equipment which are installed in the
Demised Premises by or for the account of Tenant, without expense
to Landlord, and can be removed without permanent structural
damage to or defacement of the Building or the Demised Premises,
and all furniture, furnishings and other articles of personal
property owned by Tenant and located in the Demised Premises (all
of which are herein called "Tenant's Property"), shall be and
remain the property of Tenant and may be removed by it at any
time during the term of this Lease. However, if any of Tenant's
Property is removed, Tenant shall repair or pay the cost of
repairing any damage to the Building or the Demised Premises
resulting from such removal. All additions or improvements which
are to be surrendered with the Demised Premises shall be
surrendered with the Demised Premises, as a part thereof, at the
end of the term or the earlier termination of this Lease.
9.3 If Landlord authorizes persons requested by Tenant
to perform any alterations, repairs, modifications or additions
to the Demised Premises, then prior to the commencement of any
such work, Tenant shall on request of Landlord deliver to
Landlord certificates issued by insurance companies qualified to
do business in the State of Washington evidencing that Workmen's
Compensation, public liability insurance and property damage
-7-
insurance, all in amounts, with companies and on forms reasonably
satisfactory to Landlord, are in force and effect and maintained
by all such contractors and subcontractors engaged by Tenant to
perform such work. All such policies shall name Landlord as an
additional insured. Each such certificate shall provide that the
same may not be canceled or modified without thirty (30) days'
prior written notice to Landlord.
9.4 Tenant, at its sole cost and expense, shall cause
any permitted alterations, decorations, installations, additions
or improvements in or about the Demised Premises to be performed
in compliance with all applicable requirements of insurance
bodies having jurisdiction, and in such manner as not to
interfere with, delay, or impose any additional expense upon
Landlord in the construction, maintenance or operation of the
Building, and so as to maintain harmonious labor relations in the
Building.
10.0 ENTRY BY LANDLORD: Landlord and its agents shall have
the right to enter the Demised Premises at all reasonable times
and upon reasonable notice for the purpose of examining or
inspecting the same, to supply any services to be provided by
Landlord for Tenant hereunder, to show the same to prospective
purchasers of the Building, to make such alterations, repairs,
improvements or additions to the Demised Premises or to the
Building of which they are a part as Landlord may deem necessary
or desirable, and to show the same to prospective tenants of the
Demised Premises (provided that in the event of a bona fide
emergency, Landlord may enter the Demised Premises without
advance notice solely for the purpose of taking emergency
action). Landlord may, for the purpose of supplying scheduled
janitorial services, enter the Demised Premises by means of a
master key without liability to Tenant and without affecting this
Lease. If, during the last sixty (60) days of the term hereof,
Tenant shall have removed substantially all of its property from
the Demised Premises, Landlord may immediately enter and alter,
renovate and redecorate the Demised Premises without elimination
or abatement of rent or incurring liability to Tenant for any
compensation. Tenant shall not, without the prior consent of
Landlord, change the locks or install additional locks on any
door or doors to the Demised Premises.
11.0 MECHANIC'S LIENS: Tenant shall pay or cause to be
paid all costs for work done by Tenant or caused to be done by
Tenant on the Demised Premises of a character which will or may
result in liens on Landlord's interest therein, and Tenant will
-8-
keep the Demised Premises free and clear of all mechanic's liens
and other liens on account of work done for Tenant or persons
claiming under it. Tenant hereby agrees to indemnify, defend and
save the Landlord harmless of and from all liability, loss,
damage, costs or expenses, including reasonable attorneys' fees,
incurred on account of any claims of any nature whatsoever for
work done by or caused to be done by Tenant, or materials or
supplies furnished to Tenant, including lien claims of laborers,
materialmen or others. Should any such liens be filed or
recorded against the Demised Premises with respect to work done
or for materials supplied to or on behalf of Tenant or any action
affecting the title thereto be commenced, Tenant shall cause such
liens to be removed of record within thirty (30) days after
notice from Landlord. If Tenant desires to contest any such
claim of lien, it shall furnish Landlord with adequate security
of at least 150 percent of the amount of the claim, plus
estimated costs and interest, and if a final judgment
establishing the validity or existence of any lien for any amount
is entered, Tenant shall pay and satisfy the same at once. If
Tenant shall be in default in paying any charge for which such a
mechanic's lien or suit to foreclose such a lien has been
recorded or filed and shall not have given Landlord security as
aforesaid, Landlord may (but without being required to do so) pay
such lien or claim and any costs, and the amount so paid,
together with reasonable attorneys' fees incurred in connection
therewith, shall be immediately due from Tenant to Landlord.
12.0 DAMAGE TO PROPERTY, INJURY TO PERSONS:
12.1 Tenant, as a material part of the consideration
to be rendered to landlord under this Lease, hereby waives all
claims of liability Tenant or Tenant's successors or assigns may
have against Landlord for the following described injury or
damage, and Tenant hereby indemnifies and agrees to hold Landlord
harmless from and to defend Landlord against any and all claims
of liability for any injury or damage to any person or property
whatsoever: (1) occurring in, on or about the Demised Premises
or any part thereof; and (2) occurring in, or about the Building,
when such injury or damage is caused in part or in whole by the
act, neglect, fault or omission of any duty with respect to the
same by Tenant, its agents, contractors, employees or invitees.
Tenant further indemnifies and agrees to hold Landlord harmless
from and against any and all claims arising from any breach or
default in the performance of any obligation on Tenant's part to
be performed under the terms of this Lease, or arising from any
act or negligence of Tenant, or any of its agents, contractors,
employees or invitees, from and against all costs, attorneys'
-9-
fees, expenses and liabilities incurred in or about any such
claim or any action or proceeding brought thereon.
12.2 Landlord shall not be liable to Tenant for any
damage to personal property resulting from the carelessness,
negligence or improper conduct on the part of a co -tenant or
anyone other than Landlord, or for any damage to person or
property resulting from any condition of the premises or other
cause, including, but not limited to, damage by water, not
resulting from negligence of Landlord. Tenant shall give
Landlord prompt notice of any defects in the Demised Premises to
be remedied by Landlord. To the extent not covered by normal
fire and extended coverage insurance, Tenant agrees to pay for
all damage to the Building Complex, as well as all damage to
tenants or occupants thereof, caused by Tenant's misuse or
neglect of the Demised Premises or any portion of the Building
Complex.
12.3 Neither Landlord nor its agents shall be liable
for any damage to property entrusted to Landlord, its agents or
employees, nor for the loss or damage to any property by theft or
otherwise, by any means whatsoever, nor for any injury or damage
to persons or property resulting from fire, explosion, falling
plaster, steam, gas, electricity, sprinkler system leakage, water
or rain which may leak from any part of the Building or from the
pipes, appliances or plumbing works therein or from the roof,
street or subsurface or from any other place or resulting from
dampness or any other cause whatsoever; provided, however,
nothing contained herein shall be construed to relieve Landlord
from liability for any personal injury resulting from its
negligence or that of its agents, servants or employees.
Landlord or its agents shall not be liable for any latent defect
in the Demised Premises or in the Building. Tenant shall give
prompt notice to Landlord in case of fire or accidents in the
Demised Premises or in the Building or of defects therein or in
the fixtures or equipment.
12.4 In case any action or proceeding is brought
against Landlord or Tenant by reason of any obligation on their
respective parts to be performed under the terms of this Lease,
or arising from any of their acts or negligence of them,
respectively, or of their agents or employees, such party, upon
notice from the other party shall defend the same at its expense
by counsel reasonably satisfactory to the party giving such
notice.
-10-
13.0 INSURANCE:
13.1 There is no section 13.1 of this Lease.
13.2 Tenant shall procure and maintain at its own cost
during the term of this Lease and any extension hereof fire and
extended coverage insurance on property of Tenant in the amount
of the full insurable value thereof.
13.3 The parties shall obtain from their respective
casualty insurance carriers waivers of subrogation against the
other party, agents, employees and, as to Tenant, invitees.
Neither party shall be liable to the other for any loss or damage
caused by fire or any of the risks enumerated in a standard fire
insurance policy with an extended coverage endorsement if such
insurance was obtainable at the time of such loss or damage.
13.4 Each party hereby releases the other party with
respect to any claim (including a claim for negligence) which it
might otherwise have against the other party for loss, damage or
destruction with respect to its property (including the Building,
Building Complex, the Demised Premises and rental value or
business interruption) occurring during the term of this Lease to
the extent to which it is insured under a policy or policies
containing a waiver of subrogation or permission to release
liability or naming the other party as an additional insured as
provided above.
13.5 Any building employee to whom property shall be
entrusted by or on behalf of Tenant shall be deemed to be acting
as Tenant's agent with respect to such property and neither
Landlord nor its agents shall be liable for any damage to the
property of Tenant or others entrusted to employees of the
Building, nor for the loss of or damage to any property of Tenant
by theft or otherwise.
13.6 There is no section 13.6 of this Lease.
14.0 DAMAGE OR DESTRUCTION TO PREMISES: If the Demised
Premises are damaged by fire or other casualty, then Landlord
may, at Landlord's option, exercised in writing within thirty
(30) days of written notice of damage from Tenant, elect to
terminate this Lease or to repair the damages. If Landlord
elects to repair the damages, Landlord shall at its own expense,
without unnecessary delay, repair the damages. If Landlord
elects to repair, Tenant shall pay the cost of repairing any
Tenant improvements in the Demised Premises other than the
-11-
Building itself and building standard improvements. Tenant shall
be entitled to an abatement of rent in fair proportion to the
amount and nature of the damage sustained, until the Demised
Premises are made fit for occupancy and use. Provided, however,
that Tenant shall not be entitled to an abatement of rent if such
damage was caused by the negligence or willful misconduct of
Tenant or Tenant's employees or invitees.
15.0 CONDEMNATION: If the whole of the Demised Premises or
so much thereof as to render the balance unusable by Tenant for
the proper conduct of its business shall be taken under power of
eminent domain or transferred under threat thereof, then this
Lease, at the option of either Landlord or Tenant exercised by
either party giving notice to the other of such termination
within thirty (30) days after such conveyance or taking
possession whichever is earlier, shall forthwith cease and
terminate and the rent shall be duly apportioned as of the date
of such taking or conveyance. No award for any partial or entire
taking shall be apportioned, and Tenant hereby assigns to
Landlord any award which may be made in such taking or
condemnation, together with any and all rights of Tenant now or
hereafter arising in or to the same or any part thereof;
provided, however, that nothing contained herein shall be deemed
to give Landlord any interest in or to require Tenant to assign
to Landlord any award made to Tenant for the taking of personal
property and fixtures belonging to Tenant and/or for expenses of
moving to a new location or for Tenant's interest in the
leasehold estate. In the event of a partial taking which does
not result in a termination of this Lease, rent shall be reduced
in proportion to the reduction in the size of the premises so
taken and this Lease shall be modified accordingly. Promptly
after obtaining knowledge thereof, Landlord or Tenant, as the
case may be, shall notify the other of any pending or threatened
condemnation or taking affecting the Demised Premises or the
Building.
16.0 ASSIGNMENT AND SUBLETTING:
16.1 Neither Tenant nor its successors or assigns
shall transfer, assign, mortgage or encumber this Lease, by
operation of law or otherwise, or sublet or permit the Demised
Premises, or any part thereof, to be used by others, without the
prior written consent of Landlord in each instance. Any
attempted transfer, assignment, subletting, mortgaging or
encumbering of this Lease in violation of the foregoing shall be
void and confer no rights upon any third person. No permitted
assignment or subletting shall relieve Tenant of any of its
obligations under this Lease.
-12-
16.1.1 If, without complying with the provisions of
section 16.1 above, this Lease is transferred or assigned by
Tenant, or if the Demised Premises, or any part thereof, are
sublet or occupied by anybody other than Tenant, whether as
a result of any act or omission by Tenant, or by operation
of law or otherwise, Landlord, whether before or after the
occurrence of an event of default, may, in addition to, and
not in diminution of or substitution for, any other rights
and remedies under this Lease or pursuant to law to which
Landlord may be entitled as a result thereof, collect rent
from the transferee, assignee, subtenant or occupant and
apply the net amount collected to the basic rent and
additional charges herein reserved, but no such transfer,
assignment, subletting, occupancy or collection shall be
deemed a waiver of the provisions of this section or the
acceptance of the transferee, assignee, subtenant, or
occupant as Tenant, or a release of Tenant from the further
performance by Tenant of its obligations under this Lease.
16.2 Neither the consent by Landlord to any transfer,
assignment or subletting nor the references in any provision of
this Lease or in any rules and regulations to concessionaires and
licensees shall in anywise be construed to relieve Tenant from
obtaining, in each instance, the express consent in writing of
Landlord to any further transfer, assignment or subletting or to
the granting of any concession or license for the use of any part
of the Demised Premises.
17.0 There is no Section 17 of this Lease.
18.0 DEFAULTS, REMEDIES, DAMAGES, ADMINISTRATIVE HANDLING
CHARGES:
18.1 The following events (herein referred to as an
"event of default") shall constitute defaults of Tenant
hereunder.
(1) Tenant shall default in the due and punctual
payment of rent, or any other amounts payable hereunder, and
such default shall continue for seven (7) days after receipt
of written notice from Landlord;
(2) This Lease or the estate of Tenant hereunder shall
be transferred to or shall pass to or devolve upon any other
person or party in violation of this Lease except as
permitted herein;
-13-
(3) Tenant shall fail to take possession of the
Demised Premises within sixty (60) days of the Commencement
Date;
(4) Tenant shall abandon the Demised Premises for ten
(10) consecutive days;
(5) Tenant shall have committed, or suffered or
permitted Tenant's clients, patrons, or employees to commit,
illegal acts upon, or make any illegal use of, the premises
or common areas or adjacent Landlord -owned and/or operated
parking facilities. Such a default shall not be subject to
cure. Acceptance of rent by Landlord with or without
knowledge of such a breach shall not operate as a waiver of
the default and estop Landlord from terminating this Lease
and evicting the Tenant on account of said default.
(6) Tenant shall fail to perform any of the other
agreements, terms, covenants or conditions hereof on
Tenant's part to be performed, and such non-performance
shall continue for a period of thirty (30) days after notice
thereof by Landlord to Tenant, or if such performance cannot
be reasonably had within such thirty (30) day period, Tenant
shall not in good faith have commenced such performance with
such thirty (30) day period and shall not diligently proceed
therewith to completion.
18.2 Upon the occurrence of an event of default,
Landlord shall have the right, at its election, then or at any
time thereafter and while any such event of default shall
continue, either:
(1) To give Tenant written notice of Landlord's
intention to terminate this Lease on the date of such given
notice or on any later date specified therein, whereupon on
the date specified in such notice, Tenant's right to
possession of the Demised Premises shall cease and this
Lease shall thereupon be terminated, except as to Tenant's
liability, as if the expiration of the term fixed in such
notice were the end of the term herein originally demised;
or
(2) To re-enter and take possession of the Demised
Premises or any part thereof, and repossess the same as
Landlord's former estate and expel Tenant and those claiming
through or under Tenant, and remove the effects of both or
either, using such force for such purposes as may be
reasonably necessary, without being liable for prosecution
-14-
thereof, without being deemed guilty of any manner of
trespass, and without prejudice to any remedies for arrears
of rent or preceding breach of covenants or conditions.
Should Landlord elect to re-enter as provided in this
section 18.2(2) or should Landlord take possession pursuant
to legal proceedings or pursuant to any notice provided for
by law, Landlord may, from time to time, without terminating
this Lease, relet the Demised Premises or any part thereof
in Landlord's name, but for the account of Tenant, for such
term or terms (which may be greater or less than the period
which would otherwise have constituted the balance of the
term of this Lease) and on such conditions and upon such
other terms (which may include concessions of free rent and
alteration and repair of the Demised Premises) as Landlord,
in its sole discretion, may determine, and Landlord may
collect and receive the rents therefor. Landlord shall in
no way be responsible or liable for any failure to relet the
Demised Premises, or any part thereof, or for any failure to
collect any rent due upon such reletting. No such re-entry
or taking possession of the Demised Premises by Landlord
shall be construed as an election on Landlord's part to
terminate this Lease unless a written notice of such
intention be given to Tenant. No notice from Landlord
hereunder or under forcible entry and/or unlawful detainer
statutes or similar laws shall constitute an election by
Landlord to terminate this Lease unless such notice
specifically so states. Landlord reserves the right
following any such re-entry and/or reletting to exercise its
right to terminate this Lease by giving Tenant such written
notice, in which event this Lease will terminate as
specified in said notice.
18.3 In the event that Landlord does not elect to
terminate this Lease as permitted in section 18.2(1) hereof, but
on the contrary, elects to take possession as provided in section
18.2(2), Tenant shall pay to Landlord: (i) the rent and other
sums as herein provided, which would be payable hereunder if such
repossession had not occurred, less (ii) the net proceeds, if
any, of any reletting of the Demised Premises after deducting all
landlord's expenses in connection with such reletting, including,
but without limitation, all repossession costs, brokerage
commissions, legal expenses, attorneys' fees, expenses of
employees, alteration and repair costs and expenses of
preparation for such reletting. If, in connection with any
reletting, the new lease term extends beyond the existing term,
or the premises covered thereby include other premises not part
of the Demised Premises, a fair apportionment of the rent
received from such reletting and the expenses incurred in
-15-
connection therewith as provided aforesaid will be made in
determining the net proceeds from such reletting.
18.4 In the event this Lease is terminated, landlord
shall be entitled to recover forthwith against Tenant as damages
for loss of the bargain and not as a penalty, an aggregate sum
which, at the time of such termination of this Lease, represents
the excess, if any, of the aggregate of the rent and all other
sums payable by Tenant hereunder that would have accrued for the
balance of the term over the aggregate rental value of the
Demised Premises (such rental value to be computed on the basis
of a tenant paying not only a rent to Landlord for the use and
occupation of the Demised Premises, but also such other charges
as are required to be paid by Tenant under the terms of this
Lease) for the balance of such term, both discounted to present
worth at the rate of ten percent (10%) per annum.
18.5 Suit or suits for the recovery of the amounts and
damages set forth above may be brought by Landlord, from time to
time, at Landlord's election and nothing herein shall be deemed
to require landlord to await the date whereon this Lease or the
term hereof would have expired by limitation had there been no
such default by Tenant or no such termination, as the case may
be. Each right and remedy provided for in this Lease shall be
cumulative and shall be in addition to every other right or
remedy provided for in this Lease or now or hereafter existing at
law or in equity or by statute or otherwise, including, but not
limited to, suits for injunctive relief and specific performance.
The exercise or beginning of the exercise by Landlord of any one
or more of the rights or remedies provided for in this Lease or
now or hereafter existing at law or in equity or by statute or
otherwise shall not preclude the simultaneous or later exercise
by Landlord of any and all other rights or remedies provided for
in this Lease or now or hereafter existing at law or in equity or
by statute or otherwise. All costs incurred by Landlord in
connection with collecting any amounts and damages owing by
Tenant pursuant to the provisions of this Lease or to enforce any
provision of this Lease, including reasonable attorneys' fees
from the date any such matter is turned over to an attorney,
shall also be recoverable by Landlord from Tenant.
18.6 No failure by Landlord to insist upon the strict
performance of any agreement, term, covenant or condition hereof
or to exercise any right or remedy consequent upon a breach
thereof, and no acceptance of full or partial rent during the
continuance of any such breach, shall constitute a waiver of any
such breach of such agreement, term, covenant or condition. No
agreement, term, covenant or condition hereof to be performed or
-16-
complied with by Tenant, and no breach thereof, shall be waived,
altered or modified except by written instrument executed by
Landlord. No waiver of any breach shall affect or alter this
Lease, but each and every agreement, term, covenant and condition
hereof shall continue in full force and effect with respect to
any other then existing or subsequent breach thereof.
notwithstanding any unilateral termination of this Lease, this
Lease shall continue in force and effect as to any provisions
hereof which require observance or performance of Landlord or
Tenant subsequent to termination.
18.7 There is no Section 18.7 of this Lease.
18.8 Landlord's Lien: In addition to its statutory
rights to a Landlord's lien, the Tenant does hereby grant to the
Landlord a lien for the payment of any amounts of rent due
hereunder upon all of the Tenant's goods, wares, fixtures,
furniture, improvements, and other tangible personal property of
the Tenant. In addition to any other remedies provided herein,
upon any event of default, Landlord may enter the premises and
take possession of any and all goods, wares, equipment, fixtures,
furniture, improvements, and other tangible personal property of
Tenant situated upon the premises without liability for trespass
or conversion, except client files. The Landlord may sell the
same at public or private sale, with or without having such
property at the sale, after giving Tenant reasonable notice as to
the time and the place of the sale. At such sale, Landlord or
its assignees may purchase the property unless such purchase is
otherwise prohibited by law. In all other respects, the property
may be sold pursuant to law and any proceeds of such disposition,
less all expenses connected with the taking of possession and
sale of the property, including a reasonable attorney's fee,
shall be applied as a credit against the indebtedness secured by
the security interest granted in this section.
18.9 There is no Section 18.9 of this Lease.
19.0 POSSESSION: In the event of the inability of Landlord
to deliver possession of the Demised Premises or any portion
thereof at the time of the commencement of the term of this
Lease, neither Landlord nor Landlord's agent shall be liable for
any damage caused thereby, nor shall this Lease thereby become
void or voidable, nor shall the term herein specified be extended
in any way, but in such event, Tenant shall not be liable for any
rent until such time as Landlord can deliver possession. If the
-17-
Tenant shall take possession of the Demised Premises prior to the
commencement date of this Lease, Landlord and Tenant agree to be
bound by all of the provisions and obligations hereunder during
such prior period, including payment of rent as set forth herein.
20.0 REMOVAL OF TENANT'S PROPERTY: All movable furniture
and personal effects of Tenant not removed from the Demised
Premises within ten (10) days after the vacation or abandonment
thereof or upon the termination of this Lease for any cause
whatsoever shall conclusively be deemed to have been abandoned
and may be appropriated, sold, stored, destroyed or otherwise
disposed of by Landlord without notice to Tenant and without
obligation to account therefor, and Tenant shall pay Landlord for
all expenses incurred in connection with the disposition of such
property.
21.0 HOLDING OVER: Should Tenant, with Landlord's written
consent, hold over after the termination of this Lease, Tenant
shall become a tenant from month to month only upon each and all
of the terms herein provided as may be applicable to such month
to month tenancy and any such holding over shall not constitute
an extension of this Lease. During such holding over, Tenant
shall pay rent equal to one hundred twenty percent (120%) of the
last monthly rental rate and the other monetary charges as
provided herein. Such tenancy shall continue until terminated by
Landlord or Tenant by a written notice of its intention to
terminate such tenancy given at least twenty (20) days prior to
the date of termination of such monthly tenancy.
22.0 SURRENDER AND NOTICE: Upon the expiration or earlier
termination of this Lease, Tenant shall promptly quit and
surrender to Landlord the premises broom clean, in good order and
condition, ordinary wear and tear excepted, and Tenant shall
remove all of its movable furniture and other effects and such
alterations, additions and improvements as Landlord shall require
Tenant to remove pursuant to section 9.2. In the event Tenant
fails to vacate the Demised Premises on a timely basis as
required, Tenant shall be responsible to Landlord for all costs
incurred by Landlord as a result of such failure, including, but
not limited to, any amounts required to be paid to third parties
who were to have occupied the Demised Premises.
23.0 ACCEPTANCE OF PREMISES BY TENANT: Taking possession
of the Demised Premises by Tenant shall be conclusive evidence as
-18-
against Tenant that the Demised Premises were in the condition
agreed upon between Landlord and Tenant, and acknowledgment of
satisfactory completion of any fix -up work which Landlord has
agreed in writing to perform, except as otherwise set forth
herein.
24.0 SUBORDINATION: Tenant agrees that upon request of
Landlord it will subordinate its rights hereunder to the lien of
any mortgage ground lease or deed of trust now or hereafter
enforced against the land or building of which the Demised
Premises are a part and to all events made or hereafter to be
made upon the security thereof. Tenant agrees to execute such
documents that may be necessary to effectuate the provisions of
this article.
25.0 PAYMENTS AFTER TERMINATION: No payments of money by
Tenant to Landlord after the termination of this Lease, in any
manner, or after giving of any notice (other than a demand for
payment of money) by Landlord to Tenant, shall reinstate,
continue or extend the term of this Lease or affect any notice
given to Tenant prior to the payment of such money, it being
agreed that after the service of notice of the commencement of a
suit or other final judgment granting Landlord possession of the
Demised Premises, Landlord may receive and collect any sums of
rent due, or any other sums of money due under the terms of this
Lease or otherwise exercise its rights and remedies hereunder.
The payment of such sums of money, whether as rent or otherwise,
shall not waive said notice or in any manner affect any pending
suit or judgment theretofore obtained.
26.0 AUTHORITIES FOR ACTION AND NOTICE:
26.1 Except as herein otherwise provided, Landlord may
act in any matter provided for herein by its building manager or
any other person who shall from time to time be designated in
writing.
26.2 All notices or demands required or permitted to
be given to Landlord hereunder shall be in writing, and shall be
deemed duly served when received, if hand delivered, or five (5)
calendar days after deposited in the United States mail, with
proper postage prepaid, certified or registered, return receipt
requested, addressed to Landlord at its principal office in the
Building, or at the most recent address of which Landlord has
notified Tenant in writing. All notices or demands required to
be given to Tenant hereunder shall be in writing, and shall be
deemed duly served when received if hand delivered or within five
-19-
(5) calendar days after deposited in the United States mail, with
proper postage prepaid, certified or registered, return receipt
requested, addressed to Tenant at its principal office in the
Building. Either party shall have the right to designate in
writing served as above provided a different address to which
notice is to be mailed.
27.0 SIGNAGE: No sign, advertisement or notice shall be
inscribed, painted or affixed on any part of the inside or
outside of the Building unless of such color, size and style and
in such place upon or in the Building, as shall be first
designated by Landlord, but there shall be no obligation or duty
on Landlord to allow any sign, advertisement or notice to be
inscribed, painted or affixed on any part of the inside or
outside of the Building. Landlord shall have the right to remove
all non -permitted signs without notice to Tenant, and at the
expense of Tenant.
28.0 NAME OF BUILDING PROJECT: Landlord presently refers
to the Building as THE NACHES BUILDING. Landlord hereby reserves
the right, at any time and from time to time, without notice to
Tenant, to change the name of the Building at Landlord's sole
discretion.
29.0 ADMITTANCE BY PASS-REY: Landlord shall not be liable
for the consequence of admitting by pass -key or refusing to admit
to the Demised Premises Tenant or any of Tenant's agents,
employees or other persons claiming the right of admittance.
30.0 FINAL SIX MONTHS -- LANDLORD MAY SHOW PREMISES:
Landlord and Landlord's agents shall have the right at reasonable
hours to exhibit the Demised Premises to prospective purchasers
and during the final six (6) months of the term hereof to
prospective Tenants.
31.0 WINDOWS: Tenant shall not allow anything to be placed
on the outside window ledges of the Demised Premises. No awnings
shall be attached to the outside of any windows of the Demised
Premises. Only such window draperies furnished by Landlord,
which shall be uniform to building standards, shall be exposed to
exterior views.
32.0 LIGHT AND AIR: This Lease does not grant any right of
access to light, air, or view over the property, and Landlord
shall not be liable for any diminution of such light, air or view
by any adjacent structure.
33.0 ESTOPPEL CERTIFICATE: Tenant further agrees at any
time and from time to time, on or before ten (10) days after
written request by Landlord, to execute, acknowledge and deliver
to Landlord an estoppel certificate certifying (to the extent it
believes the same to be true) that this Lease is unmodified and
in full force and effect (or if there have been modifications,
that the same is in full force and effect as modified, and
stating the modifications), that there have been no defaults
thereunder by Landlord or Tenant (or if there have been defaults,
setting forth the nature thereof), and the date to which the rent
and other charges have been paid, if any, it being intended that
any such statement delivered pursuant to this section may be
relied upon by any prospective purchaser of all or any portion of
Landlord's interest herein, or a holder of any mortgage
encumbering any portion of the Building Complex. Tenant's
failure to deliver such statement within such time shall be a
default under this Lease and shall be conclusive upon Tenant
that:
(a) This Lease is in full force and effect without
modification except as may be represented by Landlord;
(b) There are no uncured defaults in Landlord's
performance;
(c) Not more than one (1) month's rent has been paid
in advance; and
(d) The amount of any security deposit paid to, and
held by, Landlord.
34.0 MISCELLANEOUS:
34.1 Landlord may make and enforce regulations
appropriate for maintenance and management of the Building
including but not limited to regulations for order, cleanliness
and security, but said regulations shall not be inconsistent with
the terms, covenants and conditions of this Lease. Landlord
shall not be responsible to Tenant for the non-performance by any
other Tenant or occupant of said rules or regulations.
34.2 The term "Landlord", as used in this Lease, so
far as covenants or obligations on the part of Landlord are
concerned, shall be limited to mean and include only the owner or
owners of the Building at the time in question, and in the event
of any transfer or transfers of the title thereto, Landlord
herein named (and in the case of any subsequent transfers or
-21-
conveyances, the then grantor) shall be automatically released
from and after the date of such transfer or conveyance of all
liability in respect to the performance of any covenants or
obligations on the part of Landlord contained in this Lease
thereafter to be performed and relating to events occurring
thereafter; provided that any funds in the hands of Landlord or
the then grantor at the time of such transfer in which Tenant has
an interest shall be turned over to the grantee, and any amount
then due and payable to Tenant by Landlord or the then grantor
under any provisions of this Lease shall be paid to Tenant.
34.3 This Lease shall be construed as though the
covenants herein between Landlord and Tenant are independent and
not dependent, and Tenant shall not be entitled to any set off of
the rent or other amounts owing hereunder against Landlord, if
Landlord fails to perform its obligations set forth herein. The
foregoing shall in no way impair the right of Tenant to commence
a separate action against Landlord for any violation by Landlord
of the provisions hereof so long as notice is first given to
Landlord and any holder of a mortgage or deed of trust covering
the Building Complex or any portion thereof of whose address
Tenant has been notified in writing and an opportunity granted to
Landlord and such holder to correct such violation.
34.4 If any clause or provision of this Lease is
illegal, invalid or unenforceable under present or future laws
effective during the term of this Lease, then and in that event,
it is the intention of the parties hereto that the remainder of
this Lease shall not be affected thereby, and it is also the
intention of the parties to this Lease that in lieu of each
clause or provisions of this Lease that is illegal, invalid or
unenforceable, there shall be added as a part of the Lease a
clause or provision as similar in terms to such illegal, invalid
or unenforceable clause or provision as may be possible and be
legal, valid and enforceable, provided such addition does not
increase or decrease the obligations of or derogate from the
rights or powers of either Landlord or Tenant.
34.5 The captions of each section are added as a
matter of convenience only and shall be considered of no effect
in the construction of any provision or provisions of this Lease.
34.6 Except as herein specifically set forth, all
terms, conditions and covenants to be observed and performed by
the parties hereto shall be applicable to and binding upon their
respective heirs, administrators, executors and assigns.
34.7 If there is more than one entity or person which
or who are the Tenants under this Lease, the obligations imposed
upon Tenant under this Lease shall be joint and several.
34.8 No act or thing done by Landlord or Landlord's
agent during the term hereof, including, but not limited to, any
agreement to accept surrender of the Demised Premises or to amend
or modify this Lease, shall be deemed to be binding upon Landlord
unless such act or things shall be by an officer of Landlord or
a party designated in writing by Landlord as so authorized to
act. The delivery of keys to Landlord, or Landlord's agent,
employees or officers shall not operate as a termination of this
Lease or a surrender of the premises. No payment by Tenant, or
receipt by Landlord, of a lesser amount than the monthly rent
herein stipulated, shall be deemed to be other than on account of
the earliest stipulated rent, nor shall any endorsement or
statement on any check or any letter accompanying any such, or
payment as rent, be deemed an accord and satisfaction, and
Landlord may accept such check or payment without prejudice to
Landlord's right to recover the balance of such rent or pursue
any other remedy available to Landlord.
34.9 Landlord shall have the right to construct other
buildings or improvements in any plaza, or other area designated
by Landlord for use by tenants or to change the location,
character, or make alterations of, or additions to, any of said
plazas, or other areas.
34.10 Tenant acknowledges and agrees that it has not
relied upon any statements, representations, agreements or
warranties except such as are expressed in this Lease.
34.11 Time is of the essence hereof.
34.12 Tenant represents to Landlord that the party
executing this Lease is authorized to do so by requisite action
of the Board of Directors, or partners, as the case may be, and
agree upon request to deliver to each other a resolution or
similar document to that effect.
35.0 GOVERNING LAW; ATTORNEYS'S FEES; VENUE: This Lease
Agreement shall be construed in accordance with the laws of the
State of Washington. In the event of any action arising
hereunder, the prevailing party shall be granted its attorney's
fees and court costs. Venue for any such action shall be in the
County of Yakima.
36.0 ENTIRE AGREEMENT: This Lease, together with the
exhibits attached hereto, contains the entire agreement of the
parties and may not be amended or modified in any manner except
by an instrument in writing signed by both parties.
IN WITNESS WHEREOF, Landlord and Tenant have executed this
Lease the day and year first above written.
YAKIMA MALL SHOPPING CENTER THE CITY OF YAKIMA
CORPORATION
By c' ct, <� By \,\ci C�
Joseph R. Morrier Richard is, Jr.
Its President Its City manager
LANDLORD
ATTEST: K,c(A.:,_
Karen S. Roberts
City Clerk
CITY CONTRACT NO. ef
STATE OF WASHINGTON )
ss. LANDLORD'S
COUNTY OF YAKIMA ) ACKNOWLEDGMENT
TENANT
I certify that I know or have satisfactory evidence that
JOSEPH R. MORRIER signed this instrument, on oath stated that he
was authorized to execute the instrument, and acknowledged it as
the President of YAKIMA MALL SHOPPING CENTER CORPORATION to be
the free and voluntary act of such party for the uses and
purposes mentioned in the instrument.
DATED: 7 r'�9.
(Seal)
ZAiz.ci.p.� /71 /!.i 471 --
Notary Public in and for the State of
of Washington, residing at the/State
My appointment expires: /j--/--9:5"
STATE OF WASHINGTON
COUNTY OF YAKIMA
ss. TENANT'S
ACKNOWLEDGMENT
I certify that I know or have satisfactory evidence that
RICHARD A. ZAIS, JR. and KAREN S. ROBERTS signed this instrument,
on oath stated that they were authorized to execute the
instrument, and acknowledged it as the City Manager and City
Clerk, respectively, of THE CITY OF YAKIMA to be the free and
voluntary act of such party for the uses and purposes mentioned
in the instrument.
DATED: 7-( sr € /2/ /”9
(Seal)
Notary Public in and for the State of
Washington, residing at )kw1c
My appointment expires: //24;/9',5-
TCtfPRW4
ID
a
-.1
•i
-t
o"V
a 31-
• •
s •
•
iaraaaa�
..61:1"
1
met C.5
J
1
•
ktau. -ra 'AMINE 4dl1d, :..
'1`146 svr map, �
Iq trams ,
•
;ate ....
GENERAL, MOTES;
L TFm ISN.L& T4 exr£ FULL
44Elfa44T, VtRef ON SM.
?. lMTC141 ve-1 •udek. WHETZE
F3WTIAS 11.T6 Rad COS157• CiTON.
3. PAW T ;t01.1 .S AND t151ttdC_
ARE -413 TO MA7a -t. ALL SIS
rcEasigNa A B'A71TM PNIS4tTO
fftgrO,6Tta A5 1 TlJ ACCEri
- 71.1V PANT colo UL9Yimtv..
A t v4111•L 4 133'fE t3) G T8
w3at
730;,,, rifrfrri
STRUCTURE ABOVE
FIRE 0.00IONG
3SA' UTL
SWUOES Of S"
VYPE "h"a
GYPSUM 6OARO
WALL TYPES
NEW 'VALtS
cEIui c srs7E,+s
CONT. CttANNEL
OFFICE LEASE AGREEMENT
ADDENDUM
LESSOR: CENTURY PLAZA, a Partnership
LESSEE: THE CITY OF YAKIMA,
a Washington State Municipal Corporation
The above named parties agree to amend the lease between the
parties dated August 1, 1989 to July 31, 1993 by adding the
following Section 30 to the lease.
30.0 FILTER SYSTEM/TERMINATION: "Not withstanding any other
provision of this lease, Lessor and Lessee agree that Lessor, at
its expense, shall install a charcoal filter system to the heating
and air conditioning system for the purpose of eliminating tobacco
smoke from Lessee's leased space. Lessor shall have twenty (20)
calendar days from the date of signing this addendum to the lease
to install the charcoal filter system. Lessee agrees to cooperate
with Lessor in monitoring the effectiveness of the charcoal filter
system. If after sixty (60) calendar days from the date of
installation of the charcoal filter system, the tobacco smoke
problem has not been abated from Lessee's space to the Lessee's
satisfaction, Lessee may give Lessor a sixty (60) calendar day
notice of intent to vacate the leased premises. Lessor, at its
expense, shall maintain the filter system so as to maintain a
tobacco smoke-free environment within Lessee's premises to Lessee's
satisfaction for the term of the lease. If during the remainder of
the term of the lease, the filter system fails or tobacco smoke
from other tenants' space infiltrates the leased space, then Lessee
may give Lessor sixty (60) calendar days notice of intent to vacate
the leased premises. This contingent option to terminate the lease
is in lieu of all other claims by the Lessee for constructive
eviction or breach of the lease based on the claim that tobacco
smoke infiltrates the premises. Upon vacation of the premises by
Lessee pursuant to the terms of this section, and the payment of
all rents accrued up to the date of such vacation, this Lease will
be deemed canceled by the mutual agreement of the parties as of the
date of such vacation."
IN WITNESS
Addendum on the
WHEREOF, Lessor and Lessee have executed this
I a day of February, 1992.
LESSEE:
LESSOR:
CENTURY PLAZA
By:
Robert R. Dolsen
Authorized Partner
THE CITY OF YAKIMA
By �d
Richard A. Zags, Jr.
City Manager
ATTEST: i �''uz Y— ',j/e-- -e'i _
City Clerk
Tr? -oSnes
RESOLUTION NO.D 6 0 6 7
A RESOLUTION authorizing the execution of an Office Lease
Agreement Addendum with the Century Plaza Part-
nership.
WHEREAS, the City of Yakima rents office space at 201
East Lincoln, Suite 5, within the City of Yakima, for its
Legal Department from the Century Plaza Partnership pursuant
to a lease executed on or about August 1, 1989; and
WHEREAS, pursuant to Resolution No. D-5864, said lease
was renewed for an additional two-year term to extend from
July 31, 1991 to July 31, 1993; and
WHEREAS, the parties to the aforementioned lease wish to
amend that lease to provide for the installation of a charcoal
air filtration system within the premises to abate tobacco
smoke within the air-conditioning system of the premises; and
WHEREAS, the City Council deems it to be in the best
interest of the City of Yakima to enter into an addendum to
the aforementioned lease, now, therefore,
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA:
The City Manager and the City Clerk are hereby authorized
and directed to execute an Office Lease Agreement Addendum
with the Century Plaza Partnership, a true copy of which is
attached hereto and incorporated herein by reference.
ADOPTED BY THE CITY COUNCIL this / day of , '/ ,
1992.
Mayor
ATTEST:
City Clerk
(res/dolsen.jv)
CITY GF YAK MA
LEGAL DEPARTMENT
201 E. LINCOLN, SUITE 5, YAKIMA, WA 98901 Phone: (509) 575-6030
SCAN 278-6030
EXERCISE OF LEASE OPTION FOR LEGAL DEPARTMENT OFFICE SPACE
January 15, 1991
Robert R. Dolsen
Dolsen Leasing Company
301 North 3rd Street
Yakima, WA 98901
Re: Lease Option Extension
Dear Mr. Dolsen:
Personally Delivered
By Resolution No. D-5864, the City Council has authorized and
directed me to exercise the lease option extension for Legal De-
partment office space in the Century Plaza building for an addi-
tional two-year period. I take this action pursuant to Section 1.1
of the lease between the City and Century Plaza Partnership exe-
cuted on or about August 1, 1989. Under the terms and conditions
of that section, a copy of which is provided, the City may extend
its lease for an additional two-year term beyond July 31, 1991 at
the same terms and conditions of the existing lease for that space
which it rents from your partnership at 201 East Lincoln, Suite 5,
within the City of Yakima.
Can you please provide me with formal written acknowledgement of
the City's exercise of this lease option extension. Thank you.
Very truly yours,
R. A. ZAIS, JR.
City Manager
/las
enclosure
c: Legal Department
RESOLUTION NO.
A RESOLUTION authorizing the execution of a lease option for
Legal Department office space.
WHEREAS, the City of Yakima rents office space at 201
East Lincoln, Suite 5 within the City of Yakima for its Legal
Department from the Century Plaza Partnership pursuant to a
lease executed on or about August 1, 1989; and
WHEREAS, the City Council deems it to be in the best
interest of the City of Yakima to extend the aforementioned
lease for an additional two-year period on the same terms and
c ndations as the existing lease, now, therefore,
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA:
The City Manager is hereby authorized and directed to
execute the attached and incorporated letter entitled
"Exercise of Lease Option for Legal Department Office Space"
with the Century Plaza Partnership. -�
ADOPTED BY THE CITY COUNCIL this %✓ day of January,
1991.
Mayor
ATTEST:
City Clerk
(res century . jv )
EFFECTIVE DATE:
OFFICE LEASE AGREEMENT
1st day of August, 1989
LESSOR: CENTURY PLAZA, a Partnership
LESSEE: THE CITY OF YAKIMA,
a Washington State Municipal Corporation
LEASED OFFICE SPACE: That portion of the west end of the upper level of the
CENTURY PLAZA office building, the same of which is described on Exhibit A
attached hereto. The term "leased premises," unless the context indicates to
the contrary, means the "leased office space" and Lessee's right with respect to
the "common areas" as hereinafter defined.
LOCATION OF BUILDING AND RELATED COMMON AREAS: The said office building and
related common areas are located on the following described real property
situate in Yakima County, State of Washington:
Lots 14, 15, 16 of Block 47, Town of North Yakima, now Yakima, accord-
ing to plat thereof recorded in Volume "A" of Plats, Page 10, and
re-recorded in Volume "E" of Plats, Page 1, records of Yakima County,
Washington.
COMMON AREAS: In addition to the leased office space, this Lease shall give
Lessee the nonexclusive (in common with other tenants of the office building)
right to the use of the common areas of the building. "Common areas" means
exterior walkways, stairways, restrooms, mechanical areas, janitorial storage
area, sidewalks and the parking facilities designated for the use of the build-
ing and its tenants. Lessee shall be entitled to the use of not more than
thirty percent (30%) of the unassigned parking spaces within the parking facil-
ities provided for the lessees of the building.
LESSOR DOES HEREBY LEASE TO LESSEE THAT PORTION OF THE WEST END OF THE UPPER
LEVEL OF THE CENTURY PLAZA OFFICE BUILDING AS HEREINABOVE SPECIFIED, TOGETHER
WITH THE NONEXCLUSIVE RIGHT TO THE USE OF THE COMMON AREAS, SUBJECT TO THE
FOLLOWING TERMS AND CONDITIONS:
1.0 TERM: The term of this Lease shall be for a period of two (2) years,
commencing on the 1st day of August, 1989 and terminating at 12:00 midnight on
the 3lstday of •July, 1991. Notwithstanding the foregoing, Lessee reserves the
OFFICE LEASE AGREEMENT 1 MGS/LEAS20
right during the initial two-year term of this Lease, upon giving sixty (60)
days' written notice, to terminate the Lease prior to the initial expiration
date. In order to exercise this right, Lessee must pay to Lessor an amount
equal to the product of FOUR HUNDRED FIFTY and NO/100 DOLLARS ($450.00) times
the number of months remaining in the initial two-year term (e.g., in the event
the Lease is terminated after the 10th month, then the number of months remain-
ing would be 14). This payment requirement relating to early termination is
intended to compensate Lessor for the costs incurred in renovating the leased
premises for Lessee's purposes, said renovation being generally described on
Exhibit B attached hereto.
1.1 Option to Extend Lease: Provided that Lessee remains current in
the payment and performance of its obligations under this Lease and provided
that Lessee has not exercised the right of early termination as provided for
above, Lessor hereby grants to Lessee the option to extend this Lease for an
additional two (2) years ("option term") following the end of the initial
two-year term hereof. The following terms and conditions shall be applicable to
the option and to the option term:
(a) Exercise of Option: In order to exercise the option to
extend this Lease, Lessee must give to Lessor written notice of intent to extend
the Lease, said notice to be personally delivered to Lessor not later than six
(6) months prior to the end of the initial_ two-year term of this Lease.
(b) Terms and Conditions Applicable to Option Term: If Lessee
exercises its option to extend this Lease for said additional two-year term
(i.e., option term), then all of the terms and conditions of this Lease shall be
applicable to the option term, including the amount of base rental as provided
for in paragraph 2.0 hereof.
2.0 BASE RENTAL: The base rental for the leased office space and the
nonexclusive use of common areas shall be ONE THOUSAND EIGHT HUNDRED THIRTEEN
and NO/100 DOLLARS ($1,813.00) per month, payable in advance on or before the
first day of each calendar month.
3.0 BUSINESS PURPOSES: The leased office space is to be used for the City
Attorney's office and/or other City office purposes and for no other purpose
OFFICE LEASE AGREEMENT 2 MGS/LEAS20
without the written consent of Lessor, which consent shall not unreasonably be
withheld.
4.0 ASSIGNMENT AND SUBLETTING: Lessee shall not assign this Lease or
sublet the premises, or any part thereof, without first obtaining Lessor's
written consent, which consent shall not be unreasonably withheld. No such
assignment or subletting shall relieve Lessee of Lessee's liability under this
Lease. Consent to any such assignment or subletting shall not operate as a
waiver of the necessity for a consent to any subsequent assignment or sub-
letting, and the terms of such consent shall be binding upon any person holding
by, under or through Lessee.
5.0 CARE OF PREMISES: In consideration of Lessee paying the rental as
provided for in paragraph 2.0 hereof, all repairs to the premises, including,
but not limited to, repairs to heating, air-conditioning, electrical and plumb-
ing systems, necessary to keep the same in proper order and tenantable condition
shall be made by Lessor, at Lessor's expense, unless said repairs are made
necessary through the negligence of Lessee or its employees. Repairs, changes,
alterations or additions to the premises required to be made by order of
federal, state or municipal authorities, or board of fire underwriters, shall be
made by Lessor, at Lessor's expense. Lessor agrees that if Lessor does not
repair or commence to repair the aforementioned within ten (10) days after
notice by Lessee, Lessee may make the repairs at Lessor's expense and deduct the
cost thereof from the rent.
Lessee has examined the leased premises and accepts the same in their
present condition. Subject to the requirement of Lessor to provide daily
janitorial service, and further subject to the maintenance requirements of
Lessor, as provided above in this paragraph, Lessee will at all times keep the
premises neat, clean and in a sanitary condition. Lessee shall, at the
expiration or earlier termination of this Lease, surrender possession thereof to
Lessor in their condition as originally accepted hereunder, ordinary wear and
tear, damage by act of God or by elements excepted; subject, however, to the
provisions with respect to special alterations or improvements made by Lessee as
hereinafter provided in this Lease.
OFFICE LEASE AGREEMENT 3 MGS/LEAS20
6.0 POSSESSION: Lessee shall be entitled to possession of the leased
office space commencing on the date the term of this Lease commences, pursuant
to the terms of paragraph 1.0 hereof.
7.0 SERVICES AND UTILITIES: Provided that Lessee remains current in the
payment and performance of its obligations under the terms of this Lease, Lessor
shall furnish heat and air conditioning (comparable with the heating and air
conditioning furnished in other first—class office buildings situate in the
County of Yakima, State of Washington), light, janitor services, and water and
power for ordinary office machines, when reasonably necessary for the use and
occupancy of the leased office space. Lessor shall not be liable for any
damage, injury or otherwise which may arise or accrue, nor shall the rental
herein reserved be abated for failure to furnish or delay in furnishing any of
the foregoing services when such failure or delay is caused by accident or
conditions beyond the control of Lessor, or by labor disturbances or labor
disputes of any character, or by the making of necessary repairs or improvements
to the premises or to the building, nor shall the temporary failure to provide
such services be construed as a constructive or other eviction of Lessee. If
Lessee's future use of the premises results in an electrical power requirement
materially in excess of that required for the premises at the commencement of
the Lease term, Lessee shall bear the cost of such increase power requirement.
8.0 ALTERATIONS:
8.1 Lessor Alterations: Prior to the commencement of this Lease,
Lessor shall make those alterations and modifications to the leased premises
which have been agreed to by the parties and which are more fully disclosed on
Exhibit B attached hereto and by this reference incorporated herein.
8.2 Lessee Alterations: Lessee shall not make or permit to be made
any alterations, additions or improvements to or of the premises, or any part
thereof, without the prior written consent of Lessor, which consent shall not be
unreasonably withheld; and any alterations, additions or improvements to or of
the premises, except movable furniture and trade fixtures, shall at once become
a part of the realty and belong to Lessor. Any alterations, additions or
improvements to the premises by Lessee shall be made at Lessee's sole cost and
expense, and the selection of any contractor or person to construct or install
OFFICE LEASE AGREEMENT 4 MGS/LEAS20
the same shall be subject to the prior written approval of Lessor. Upon the
expiration or sooner termination of the term hereof, Lessee shall, upon demand
by Lessor, at Lessee's sole cost and expense, forthwith and with all due dili-
gence remove any "special alterations, additions or improvements" made by Lessee
and designated by Lessor to be removed; and Lessee shall forthwith, with all due
diligence, at its sole cost and expense, repair any damage to the premises
caused by the installation of or removal of such "alterations, additions or
improvements." "Special alterations, additions or improvements" means leasehold
modifications or improvements made to the leased premises by Lessee which are
not considered as usual and ordinary for general business offices in Yakima
County, State of Washington.
9.0 DAMAGE OR DESTRUCTION: In the event the premises or building are
destroyed or damaged by fire, earthquake or other casualty to such an extent as
to render the same untenantable in whole or in substantial part thereof, Lessor
shall have the option, exercisable by written notice to Lessee within ninety
(90) days after the occurrence of the damage, to repair or rebuild the same,
provided such repair or rebuilding can be accomplished in nine (9) months. In
such an event, the rent payable during the period the premises remain damaged
shall be abated in proportion to that part of the premises which is unusable by
Lessee. If Lessor does not so elect to make said repairs, or if the repairs or
rebuilding cannot be reasonably accomplished within a nine-month period, then
either party may, by written notice to the other, cancel this Lease.
10.0 ACCIDENT - WAIVER OF SUBROGATION: Lessee will save and hold Lessor
harmless from all loss, damage, liability or expense, including attorney's fees,
resulting from any injury to any person or any loss of or damage to any property
caused by or resulting from negligence of Lessee in or about the leased office
space. Lessor shall not be liable for any loss or damage to persons or property
sustained by Lessee, or other persons, which may be caused by the building or
the leased office space, cr any appurtenances thereto, being out of repair; or
by the bursting or leakage of any water, gas, sewer or steam pipes; or by theft;
or by any act of neglect of any tenant or occupant of the building, or of any
other persons; or by any other cause of whatsoever nature, unless caused by the
negligence of the Lessor.
OFFICE LEASE AGREEMENT 5 MGS/LEAS20
Whether the loss or damage is due to the negligence of Lessor or Lessee,
their agents or employees, or any other cause, Lessor and Lessee do each here-
with and hereby release and relieve the other from responsibility for and waive
their entire claim of recovery for
(a) any loss or damage to the real or personal property of
either located anywhere in the building, and including the building itself,
arising out of or incident to the occurrence of any of the perils which may be
covered by the fire and lightning insurance policy, with extended coverage
endorsement, in common use in the Central Washington locality, and policies
covering any loss by theft or water damage; or
(b) loss resulting from business interruption at the premises or
loss of rental income from the building arising out of or incident to the
occurrence of any of the perils which may be covered by the business interrup-
tion insurance policy and by the loss of rental income insurance policy in
common use in the Central Washington locality.
To the extent that such risks under (a) and (b) are, in fact, covered by insur-
ance, each party shall cause its insurance carriers to consent to such waiver
and to waive all rights of subrogation against the other party.
11.0 CONDEMNATION: If the whole of the leased office space, or such
portion thereof as shall be required for its reasonable use, shall be taken by
virtue of any condemnation or eminent domain proceeding, this Lease shall
automatically terminate as of the date of such condemnation or as of the date
possession is taken by the condemning authority, whichever is earlier. Current
rent shall be apportioned as of the date of such termination. In case of a
taking of a part of the leased office space not required for the reasonable use
of premises, then this Lease shall continue in full force and effect, and the
rental shall be equitably reduced based on the proportion by which the rentable
area of the premises is reduced; such rent reduction to be effective on the date
of such partial taking. No award for any partial or entire taking shall be
apportioned, and Lessee hereby assigns to Lessor any award which may be made in
such taking or condemnation, together with any and all rights of Lessee now or
hereafter arising in or to the same or any part thereof; provided, however, that
nothing shall be deemed to give Lessor any interest in or to require Lessee to
OFFICE LEASE AGREEMENT 6 MGS/LEAS20
assign to Lessor any award made to Lessee for the taking of personal property or
fixtures belonging to Lessee, or for the interruption of or damage to Lessee's
business, or for loss of possession of the leased office space, or for Lessee's
relocation expenses, which shall be the exclusive rights of Lessee.
12.0 ENTRY AND INSPECTION: Lessee will permit Lessor and its agents to
enter into and upon the premises at all reasonable times for the purpose of
inspecting the same or for the purpose of cleaning, repairing, altering or
improving the premises or the building; and when absolutely necessary, Lessor
may temporarily close entrances, doors, corridors, or other facilities without
liability to Lessee by reason of such closure; provided, however, in the event
of such temporary closure, Lessor shall maintain open at least one access to the
leased office space so that Lessee's use and occupancy of the same will not be
unreasonably restricted or interfered with as a result of the temporary closure.
Nothing herein shall require Lessor to make any repair or improvement other than
such as Lessor may, in its sole judgment, deem necessary or desirable. Lessor
shall have the right to enter the premises at reasonable times for the purpose
of showing the premises to prospective tenants for a period of one hundred
twenty (120) days prior to the expiration of the Lease term.
13.0 PRIORITY: This Lease shall automatically be subordinate to any
mortgage or deed of trust heretofore cr hereafter placed upon the building or to
any sale and/or leaseback, to any and all advances made or to be made theca --
under, to the interest on the obligations secured thereby, and to all renewals,
replacements and extensions thereof; provided, however, that in the event of
sale or foreclosure of any such mortgage or deed of trust, or exercise of the
power of sale thereunder, Lessee shall attorn to the purchaser of building at
such foreclosure or sale and recognize such purchaser as Lessor under this
Lease, if so requested by such purchaser. If any mortgagee or beneficiary
elects to have this Lease superior to its mortgage or deed of trust and gives
notice of its election to Lessee, then this Lease shall thereupon become
superior to the lien of such mortgage or deed of trust, whether this Lease is
dated or recorded before or after the mortgage or deed of trust. Within fifteen
(15) days of presentation, Lessee shall execute, acknowledge and deliver to
Lessor
OFFICE LEASE AGREEMENT 7 MGS/LEAS20
(a) any subordination or nondisturbance agreement or other
instrument that Lessor may require to carry out the provisions of this article,
and
(b) any estoppel certificate requested by Lessor from time to
time in the standard form of any such mortgagee or beneficiary certifying in
writing, if such be true, that Lessee shall be in occupancy, that this Lease is
unmodified and in full force and effect (or if there have been modifications,
that the same is in full force and effect as modified and stating the modifica-
tions), and that the dates to which the rent and other charges shall have been
paid, and that there shall be no rental offsets or claims.
The requirements of this paragraph shall not be construed as requiring the
Lessee to waive any rights granted to it by virtue of this Lease Agreement.
14.0 HOLDOVER: If Lessee shall, with the written consent of Lessor, hold
over after the expiration of the term of this Lease, such tenancy shall be for
an indefinite period of time on a month-to-month tenancy, which tenancy may be
terminated as provided by the laws of the State of Washington. During such
tenancy, Lessee agrees to pay to Lesser the same rental as set forth herein,
unless a different rate is agreed upon, and to be bound by all of the terms,
covenants and conditions as herein specified, so far as applicable.
15.0 LIENS AND INSOLVENCY: Lessee shall keep the leased premises, and the
property in which the leased premises are situated, free from any liens arising
out of any work performed, materials furnished or obligations incurred by the
Lessee; provided, however, Lessee reserves the right to contest the merits of
any lien claimants and provided that Lessor is given adequate assurance that the
lien will be paid to the extent the same is valid. Then in such event, the
imposition by a lien claimant shall be considered as a default under the terms
of this paragraph 15.0. In the event Lessee shall become insolvent, become
bankrupt, go into receivership, make an assignment for the benefit of creditors
or take or have taken against Lessee any proceeding of any kind under any
provisions of the Federal Bankruptcy Act, then Lessor may cancel this Lease, at
Lessor's option.
OFFICE LEASE AGREEMENT 8 MGS/LEAS20
16.0 SUCCESSOR: Subject to any limitations on assignment set forth herein,
all of the terms and provisions of this Lease shall inure to the benefit of and
be binding upon the successors and assigns of each of the parties hereto.
17.0 COSTS AND ATTORNEY'S FEES: If by reason of any default on the part of
Lessee it becomes necessary for Lessor to employ an attorney, or in case Lessor
shall bring suit to recover any rent due hereunder or for any breach of the
provisions of this Lease or to recover possession of the leased premises, or if
Lessee shall bring any action for any relief against Lessor, declaratory or
otherwise, arising out of this Lease, the prevailing party shall have and
recover against the other party, in addition to the costs allowed by law, such
sum as the court may adjudge to be a reasonable attorney's fee. In the event
Lessee defaults in the payment of rental, Lessee agrees to pay the cost of any
collection agency or attorney employed by Lessor.
18.0 NONWAIVER: Waiver by Lessor of any breach of any term, covenant or
condition herein contained shall not be deemed to be a waiver of such term,
covenant or condition, or of any subsequent breach of the same, or any other
term, covenant or condition herein contained. The subsequent acceptance of rent
hereunder by Lessor shall not be deemed to be a waiver of any preceding breach
by Lessee of any term, covenant or condition of this Lease, other than the
failure of Lessee to pay the particular rental so accepted, regardless of
Lessor's knowledge of such preceding breach at the time of acceptance of such
rent.
19.0 DEFAULT AND RE-ENTRY: Except for a default under paragraph 15.0
herein, for which immediate right of termination is given to Lessor, if Lessee
fails to pay any installment of rent within fifteen (15) days after written
notice or to perform any other covenant under this Lease within thirty (30) days
after written notice from Lessor stating the nature of the default, Lessor may
cancel this Lease and re-enter and take possession of the premises using all
necessary force to do so. Notwithstanding such retaking of possession by
Lessor, Lessee's liability for the rent provided herein shall not be extin-
guished for the balance of the term, of this Lease. Upon such re-entry, Lessor
may elect either
OFFICE LEASE AGREEMENT 9 MGS%LEAS20
(a) to terminate this Lease, in which event Lessee shall immedi-
ately pay to Lessor a sum equal to that by which the then cash value of the
total rent reserved under this Lease for the balance of the Lease term exceeds
the then reasonable rental value of the premises for the balance of the Lease
term; or
(b) without terminating this Lease, to relet all or any part of
the premises as the agent of and for the account of Lessee upon such terms and
conditions as Lessor may deem advisable, in which event the rents received on
such reletting shall be applied first to the expenses of reletting and collec-
tion, including necessary renovation and alteration of the premises, reasonable
attorney's fees and real estate commissions paid, and thereafter, to payment of
all sums due or to become due Lessor hereunder; and if a sufficient sum shall
not be thus realized to pay such sums and other charges, Lessee shall pay Lessor
any deficiency monthly, and Lessor may bring an action therefor as such monthly
deficiency shall arise.
In the event of any such retaking of possession of the premises by Lessor
as herein provided, Lessee shall remove all personal property located thereon,
and upon failure to do so upon demand of Lessor, Lessor may remove and store the
same in any place selected by Lessor, including, but not limited to, a public
warehouse, at the expense and risk of Lessee. If Lessee shall fail to pay the
cost of storing any such property after it has been stored for a period of
thirty (30) days or more, Lessor may sell any or all of such property at public
or private sale and shall apply the proceeds of such sale: first, to the cost of
such sale; second, to the payment of the charges for storage, if any; and third,
to the payment of any other sums of money which may be due from Lessee to Lessor
under the terms of this Lease, and the balance, if any, to Lessee.
Lessee hereby waives all claims for damages that may be caused by Lessor's
lawfully removing and storing the property of Lessee as herein provided and will
save Lessor harmless from loss, costs, or damages occasioned Lessee thereby; and
no such lawful re-entry shall be considered or construed to be a forcible entry.
20.0 NOTICES: All notices under this Lease shall be sent by registered or
certified mail, return receipt requested, or delivered in person.
OFFICE LEASE AGREEMENT 10 MGS/LEAS20
(a) Notices to the Lessor shall be sent to Lessor at P. O. Box
1726, Yakima, Washington 98907.
(b) Notices to Lessee shall be sent to Lessee at 201 East
Lincoln, Suite 5, Yakima, Washington 98901.
21.0 LESSOR'S RIGHT TO CURE DEFAULTS: All covenants and agreements to be
performed by Lessee under any of the terms of this Lease shall be at its sole
cost and expense and, except as otherwise specifically provided herein, without
any abatement of rent. If Lessee shall fail to pay any sum of money other than
rent required to be paid by it hereunder, or shall fail to perform any other act
on its part to be performed hereunder, and such failure shall continue for
thirty (30) days after notice thereof by Lessor, Lessor may make such payment or
perform such other act without waiving any rights of Lessor or releasing Lessee
from any obligation of Lessee hereunder, but Lessor shall not be obligated to
make such payment or to perform such other act. All sums so paid shall be
considered additional rental hereunder; and, except as otherwise in this Lease
expressly provided, shall be payable to Lessor on demand or, at the option of
Lessor, in such installments as Lessor may elect, and may be added to any rent
then due or thereafter becoming due under this Lease; and Lessor shall have (in
additionto any other right or remedy of Lessor) the same rights and remedies in
the event of the nonpayment thereof by Lessee as in the case of default by
Lessee in the payment of rent hereunder.
22.0 SIGNS OR ADVERTISING: Lessee will not inscribe any inscription or
post, place, or in any manner display any sign, notice, picture or poster or any
advertising matter whatsoever anywhere in or about the leased premises or said
building without first obtaining Lessor's written consent thereto. Any consent
so obtained from Lessor shall be with the understanding and agreement that
Lessee will remove same at the termination of the tenancy herein created and
repair any damage or injury to the premises or said building caused thereby.
Lessor will install and maintain a building directory of tenants in the princi-
pal lobby entrances of the building, or the exterior thereof, and Lessor may, as
it may determine from time to time, publish or advertise a tenancy list of
Lessor's building.
OFFICE LEASE AGREEMENT 11 MGS/LEAS20
22.1 Window Coverings: So as to maintain the aesthetic appearance
and maintain uniformity of the exterior of the office building, Lessor reserves
the right to approve window coverings (e.g., drapes, shades, etc.) to be
installed on the leased premises by Lessee.
23.0 TRANSFER OF LESSOR'S INTEREST: In the event Lessor transfers its
reversionary interest in the premises (other than a transfer for security
purposes only), Lessor shall be relieved of all obligations accruing hereunder
after the effective date of such transfer, provided that such obligations have
been expressly assumed in writing by the transferee.
24.0 RESERVATION OF RIGHTS: Except as otherwise expressly provided herein,
Lessor hereby reserves the right, exercisable from time to time and at any time
during the
change
the
term hereof, and without notice of liability of Lessee,
(a) to change the name (provided Lessor agrees that it
name of the building so as to identify the same as being a
will not
building
owned or occupied by any particular competitor of Lessee) or street address of
the building; and
(b) to grant to anyone the exclusive right to conduct any
particular business or undertaking in the building.
25.0 SURRENDER OF LEASE: The voluntary or other surrender of this Lease by
Lessee, or a mutual cancellation thereof, shall not work a merger and shall, at
the option of Lessor, terminate all or any existing subtera.cies, or may, at the
option of Lessor, operate as an assignment to it of any or all such subten-
ancies.
26.0 ABANDONMENT: Lessee shall not abandon the premises at any time prior
to the expiration or earlier termination of the term hereof. In the event
Lessee shall abandon or surrender the premises, or be dispossessed by process of
law or otherwise, any personal property belonging to Lessee and left on the
premises shall be deemed to have been abandoned.
27.0 RULES AND REGULATIONS: Lessor reserves the right to adopt reasonable
rules and regulations in connection with the use and occupancy of the said
building and related common areas, provided such rules and regulations shall not
be considered as being effective until fifteen (15) days after being mailed or
delivered to Lessee. Further, Lessor reserves the right to amend or modify such
OFFICE LEASE AGREEMENT 12 MGS/LEAS20
STATE OF WASHINGTON
County of Yakima
)
)
)
ss.
I certify that I know or have satisfactory evidence that ROBERT R. DOLSEN
signed this instrument, on oath stated that he was authorized to execute the
instrument and acknowledged it as the authorized partner of CENTURY PLAZA, a
Partnership, to be the free and voluntary act of such party for the uses and
purposes mentioned in the instrument.
DATED this day of , 1989.
NOTARY PUBLIC in and for the State
of Washington, residing at
My appointment expires
OFFICE LEASE AGREEMENT 14 MGS/LEAS20
rules and regulations in the same manner. Lessee agrees that Lessor shall not
be responsible to Lessee for noncompliance by any other lessee or occupant of
the building with any of said rules or regulations as may be adopted and
published by Lessor.
28.0 RIDERS: The riders, if any, attached hereto are made a part of this
Lease by reference.
29.0 QUIET ENJOYMENT: Lessor covenants that if so long as Lessee pays the
rent and additional rent, if any, and performs the covenants herein, Lessee
shall peaceably have, hold and enjoy the leased premises for the term or renewal
term herein mentioned, subject to the provisions of this Lease.
TIME IS OF THE ESSENCE IN THIS LEASE
IN WITNESS WHEREOF, Lessor and Lessee have executed this Lease on the
day of , 1988.
LESSOR:
CENTURY PLAZA
By:,
Robert R. Dolsen
Authorized Partner
OFFICE LEASE AGREEMENT
LESSEE:
THE CITY OF YAKIMA
By:
Title: Richard A. Zais, Jr.
City Manager
'6,1)1.2,
City Clerk
13 MGS/LEAS20
City Contract No. g. 4 -41i1
-4-1i1
Resolution No. ll - ss 43
84'9"
CITY OF YAKIMA, LEGAL DEPARTMENT
OFFICE RENOVATION
CENTURY PLAZA BUILDING - 201 E. LINCOLN, SUITE 5
28
10 (1
70 n.f.
360 s.f.
Library
Kitchen
14
120 s.f.
4
[_3(
14
#6 -Bob
168 n.f.
12
30 a.f.
12
10 —.
#4 -Rod
r
168 a.f.
12
rrKOi!/ A4,r+o•f
-Empty
168 a.f.
12
Waiting
3 6 r:
Sec/Reception
210 a.f.
16
Conf.Rm.
12
232 s.f.
18
14
6
168 a.f.
153'3"
6
-1IBIT A"
14
#2 -Sharon
168 a.f. 12
#1 -John
184 s.f.
16
12
36
CENTURY PLAZA BUILDING (HEST END)
scale - 1/8" - 1'
31'6"
K N
"EXHIBIT B"
CITY OF YAKIMA, LEGAL DEPARTMENT
OFFICE RENOVATION
CENTURY PLAZA BUILDING - 201 E. LINCOLN, SUITE 5
OVERALL OFFICE RENOVATIONS
Replace carpet throughout.
Clean all wood surfaces and refinish as needed.
Clean and paint or replace all acoustic ceiling tiles as
needed.
Clean and wax all wall paneling that is not indicated to be
removed.
Replace fluorescent bulbs with "vita lite" bulbs; replace
clear lighting panels as needed (some are stained or
broken; keep conformity throughout).
Check roof for leaks and repair as needed.
Clean all windows.
Clean and check heat/air conditioning.
Inspect, repair, and/or replace all inside and outside door
locks.
All painted surfaces shall be semi-gloss/satin finish.
INDIVIDUAL OFFICE RENOVATIONS
Waiting/Reception/Secretary Area:
Remove flowered wallpaper; finish and paint wall.
Clean, refinish, and wax paneling, cabinets, etc.
Refinish and wax entry floor tiles.
Clean and paint telephone/storage room.
Remove grass mat wallpaper; retexture and paint wall.
Kitchen/Bathrooms:
Strip, clean, and wax floor tiles.
Clean and wax wood cabinets; fix closet tract system.
Paint walls.
Clean refrigerator and stovetop.
Clean bathrooms (2), paint walls, wax floors, etc.
Install new toilet seats and lighting as necessary.
OFCRENOP - 1
(5/23/89)
Library:
Remove gold carpet and wood strips from wall; refinish and
paint wall.
Repaint cabinets.
Replace wall, finish, and paint.
Retain all electrical outlets.
Hall:
Remove mountain mural from wall, refinish, and paint.
Conference Room:
Paint walls.
Clean baseboard, door frames, etc.
Office #1 (John):
Remove wallpaper, paneling, and corkboard; refinish and paint
all walls.
Exchange curtains/drapes with those in Office #2.
Office #2 (Sharon):
Remove paneling from walls; refinish and paint.
Exchange curtains/drapes with those in Office #1.
Office #3 (empty):
Clean all paneling.
Paint walls.
Office #4 (Rod):
Refinish, repair, and paint unfinished wall.
Office #5 (empty):
Retexture and paint walls.
Replace wall, paneling, and base in door opening between
Offices #5 and #6.
Office #6 (Bob):
Remove mat wallpaper; finish wall and paint.
Replace wall, paneling, and base in door opening between
Offices #5 and #6.
OTHER CONSIDERATIONS
Retain all electrical outlets.
Certify that existing electrical is adequate for word processors
(2), printer (1), copier, fax, typewriters, and any other office
equipment needed.
OFCRENOP - 2
(5/23/89)