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Home My WebLink AboutAddendum - 41 ASSIGNMENT AND ASSUMPTION OF GROUND LEASE THIS ASSIGNMENT AND ASSUMPTION OF GROUND LEASE (this “Assignment”) is executed and delivered as of the 29th day of February, 2024 (the “Effective Date”), by Renton Gateway Center, LLC, a Washington limited liability company (“Assignor”), to and in favor of RNT 750 LLC, a Delaware limited liability company (“Assignee”). WITNESSETH: WHEREAS, Assignor is the owner of that certain ground leasehold estate created by that Ground Lease dated October 7, 2009 (known as City of Renton LAG-09-006, as amended by its Amendments 1- 11, 2-15, and 3-17) (collectively referred to hereafter as the “Ground Lease”), a copy of which is attached hereto as Schedule 3, by and between the City of Renton, a municipal corporation and political subdivision of the State of Washington, as “landlord” (the “City”), and Assignor, as the current “tenant” which Ground Lease recorded in King County, Washington on April 28, 2010 under that certain Recording No. 20100428000074 and pertaining to the land described in Schedule 1 attached hereto (the “Leased Premises”); and WHEREAS, Assignor desires to sell, assign, and convey to Assignee, and Assignee desires to accept all of Assignor’s right, title and interest in the ground leasehold estate created by the Ground Lease. NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: 1. Recitals. The recitals set forth above are true and correct and are incorporated herein. All capitalized terms used but not otherwise defined herein shall have their respective meanings given to them in the Ground Lease. 2. Assignment, Assumption, and Release. Assignor hereby SELLS, TRANSFERS, ASSIGNS and CONVEYS unto Assignee, and Assignee hereby (i) accepts all of Assignor’s right, title, and interest in, to, or created by the Ground Lease and (ii) assumes all of Assignor’s duties, covenants, and obligations under the Ground Lease to be performed by the lessee thereunder to the extent first arising or accruing on or after the Effective Date, TO HAVE AND TO HOLD Assignor’s interest in the Ground Lease, together with all of Assignor’s right, title, and interest in and to the rights and appurtenances, including improvements, structures, and fixtures located thereon or thereunto in anywise belonging, unto Assignee and Assignee’s successors and assigns forever. 3. Indemnification. Assignee shall hold harmless, indemnify, and defend Assignor and Assignor’s successors and assigns, as to any and all losses, costs, damages, expenses (including reasonable attorneys’ fees), claims and/or causes of action (collectively, “Losses”) to the extent arising from or relating to Assignee’s performance or non-performance of the lessee’s obligations pursuant to the Ground Lease which first arise on or after the Effective Date of this Assignment. Assignor shall hold harmless, indemnify, and defend Assignee and Assignee’s successors and assigns, as to any and all Losses to the extent arising from or relating to Assignor’s performance or non-performance of the lessee’s obligations pursuant to the Ground Lease which first arose prior to the Effective Date of this Assignment. 4. Permitted Encumbrances. This Assignment is executed by Assignor and accepted by Assignee subject to those matters of title set forth on Schedule 2 attached hereto and incorporated herein by reference, but only to the extent the same do, in fact, exist and are applicable to the Leased Premises (the “Permitted Encumbrances”). LAG-09-006, Adden #4-24 2 5. City Consent and Estoppel. Pursuant to its signature below, City hereby (i) consents to this Assignment, and (ii) represents and warrants to Assignee that as of the Effective Date (A) the Ground Lease is in full force and effect, (B) there are no events of default existing under the Ground Lease by either Assignor or City, (C) there is no condition existing that, with the passing of time or delivery of notice, or both, would constitute a default or event of default under the Ground Lease, (D) the security deposit held by the City under the Ground Lease equals $0.00, (E) the expiration date of the Ground Lease is October 31, 2045, and (F) the Minimum Monthly Rent under the Ground Lease as of the Effective Date is $11,363.51 (plus Leasehold Excise Tax). This Assignment shall not be effective or applicable to either party until the City has consented below in writing to the assignment and assumption of the Ground Lease. The parties agree to execute any further assignment or other form required by the City to evidence the assignment of the Ground Lease; provided however, as between Assignor and Assignee, this Assignment shall control to the extent of any conflicts between this Assignment and any assignment or other form required by the City. 6. Governing Law. This Assignment shall be governed by the internal laws of the State of Washington, without regarding to any conflicts of law analysis. 7. Binding Effect. This Assignment shall apply to and inure to the benefit of, and be binding upon and enforceable against the parties hereto and their respective heirs, successors, administrators and assigns, to the same extent as if they were original parties hereto. 8. Exhibits and Schedules. All exhibits and schedules referenced in this Assignment are incorporated herein by reference. 9. Counterparts. This Assignment may be executed in any number of counterparts with the same effect as if all parties hereto had signed the same document. All such counterparts shall be construed together and shall constitute one instrument, but in making proof hereof it shall only be necessary to produce one such counterpart. [SIGNATURE AND NOTARY PAGES FOLLOW] 4 ASSIGNEE: RNT 750 LLC By: Name: Its: STATE OF WASHINGTON ) ) ss. COUNTY OF ) On this __ day of , 2024, before me personally appeared , to me known to be the of , the company that executed the within and foregoing instrument, acknowledged said instrument to be the free and voluntary act of said corporation, for the uses and purposes therein mentioned, and on oath stated he/she was authorized to execute said instrument for said corporation. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year first above written. Notary Public for the State of Washington My Commission expires: Printed Name: %$( $--$&! $& "%&! !#! $)&+ ( %$( $-! "-$&! $&- - "%&! &%"-!""#!,& %(&!,-%$"!$-)'!$-)!%*!%-%##)$!(!%$ ST A TE OF WASHINGTON COUNTYOF ttn�) ) ss. ) CITY: CITY OF RENTON By: -----------------Name: Armondo Pavone, Mayor City of Renton :::,,2,2912024 fa Jld ��}J Jason A. Seth, City Clerk ,,,,,,,��:.:.?,:.�·'.�� .. ---- Jason A. Seth, City Clerk On this 2.. 9 �ay of r<-b.ru� . 2024, before me personally appeared 4,, MC✓lla /1:u� to me known to be the rl1H,l/t:!:C of C, LJ ol ut1h11 , the company thatexecuted the within and foregoing instrument, acknowledg�said instrument to be the free and voluntary act of said corporation, for the uses and purposes therein mentioned, and on oath stated he/she was authorized to execute said instrument for said corporation. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year first above written. Notary P lie or the State of Washington My Commission expires: 7-1 �-Z-S-Printed Name: J(t.So,:1 L fft 5 Schedule 1 to Assignment and Assumption of Ground Lease Schedule 1 Legal Description That portion of the South Half of Section 7, Township 23 North, Range 5 East, W. M., in King City, Washington, described as follows: Commencing at the South Quarter corner of said Section 7, which bears South 88°31'14" East, 2,483.39 feet from the Southwest corner of said Section 7; Thence North 85°11'07" East, 321.35 feet to the centerline of Taxiway A"; Thence North 04°48'53" West, along said Taxiway "A", 1,834.03 feet; Thence South 85°11'07" West, 89.00 feet to the Point of Beginning; Thence South 85°02'37" West, 245.40 feet; Thence North 10°08'22" West, 9.37 feet; Thence North 84°06'24" East, 19.79 feet; Thence North 05°32'08" West, 28.82 feet; Thence South 85°23'03" West, 21.41 feet; Thence North 07°30'19" West, 493.14 feet; Thence North 85°10'50" East, 271.40 feet; Thence South 04°48'53" East, 530.60 feet to the Point of Beginning. Situate in the City of King, State of Washington. Schedule 1 to Assignment and Assumption of Ground Lease Schedule 2 Permitted Encumbrances Permitted Encumbrances shall include only those matters of public record applicable to the land upon which the Hangar Improvements are located as set forth in that certain Proforma ALTA Owner’s Policy of Title Insurance dated January 25, 2024 issued to RNT 750 LLC under File No. 230002000945, or such final ALTA Owner’s Policy issued by Stewart Title Guaranty Company under the same file number. Schedule 3 to Assignment and Assumption of Ground Lease Schedule 3 Ground Lease ASSIGNEE ACKNOWLEDGES SEPARATE RECEIPT OF GROUND LEASE _______ (Initials)