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HomeMy WebLinkAboutAdden 1 r.✓ LAG 12-004 Amendment 1-14 AMENDMENT TO LEASE AGREEMENT (City of Renton to Bosair, LLC.) THIS AMENDMENT to Lease Agreement LAG 12-004 is effective as of the date of execution by THE CITY OF RENTON, a Washington municipal corporation (hereinafter "Landlord") and BOSAIR, a Washington Limited Liability Company (hereinafter "Tenant"). RECITALS: WHEREAS, a lease of airport property known as LAG-12-004 was executed on September 20, 2012 between the Landlord and Tenant; and WHEREAS, Tenant committed to the demolition of two hangars and an office building to allow the construction of a new hangar; and WHEREAS, Tenant's financier has requested additional language to clarify the term "Market Rent" as it pertains to the lease rate changed by the Landlord to the Tenant; and WHEREAS, the financing of the project was delayed which has delayed the start of the demolition of the two hangars and an office building to allow the construction of the new hangar; and WHEREAS, Tenant has provided a new schedule for demolition of the two hangars and an office building, and the construction of the new hangar; and WHEREAS, Tenant has requested that the Landlord waive the requirements for a Performance Bond as stipulated in Section 10.d. of LAG 12-004 because the Tenant satisfied special criteria that has been used with prior other Airport tenant hangar construction projects. NOW,THEREFORE, IT IS HEREBY AGREED AND COVENANTED BY AND BETWEEN THE LANDLORD AND TENANT AS FOLLOWS: WITNESSETH: 1. Landlord and Tenant do hereby agree that Section 4.c. of LAG-12-04 shall be amended to read as follows: 4.c. Notice of Request for Rental Readjustment Other than Index: Landlord and Tenant do hereby further agree that at least one hundred eighty (180) days prior to any Adjustment Date, either party shall, if they desire to adjust the Minimum Monthly Rent for the ensuing three (3) year period by a means other than the Index, provide to Lease Agreement-12-004 ORIGINAL 1 City of Renton to Bosair,LLC LAG 12-004 Amendment 1-14 the other party a written request for readjustment of the Rental Rate per Square Foot pursuant to RCW 14.08.120(5). The parties herby agree that the alternate adjustment shall be "to the "Market Rent" (defined below) for the Premises or such rental rate as may be required by the Federal Aviation Administration. The term "Market Rent" means the rental income that a property would most probably command in the open market. 2. Landlord and Tenant do hereby agree that Section 21. Cost Estimate and Section 22. Schedule of Appendix 2 of LAG-12-004 shall be modified to reflect an increase in the cost of the building, and a revised schedule of construction and that a new Section 23. No Performance Bond Required shall be added to Appendix 2 of LAG-12-004, such that the new Appendix 2 of LAG-12-004 reads as follows: APPENDIX 2 The Parties' Schedule of Demolition and Construction Construction by Tenant: 1. Tenant, solely at its cost and expense, must construct or cause to be constructed upon the leased land certain buildings and improvements described below. 2. It is understood that the plans and specifications for said building and improvements are not necessarily in complete detail; and that the final plans, specifications, details, and location of construction within the premises shall be subject to the city of Renton's building permit approval process prior to the construction. 3. Tenant shall submit a completed building permit application to the city of Renton's building department no later than 180 days after execution of this Lease. 4. Tenant shall, at the time of submitting its completed building permit application, submit to the Airport Manager a critical path construction schedule for the buildings and improvements described below. 5. Tenant agrees at Tenants sole cost and expense, to demolish all Tenant owned structures on the leased area with the Exception of 287 Hangar Building depicted in Exhibit A-1 which will remain in place and which will be improved by the Tenant, at Tenant's sole cost and expense. 6. In demolishing tenant owned structures on the leased area, Tenant shall reference the Tenant's own Phase I Environmental Assessment and Limited Asbestos Survey, for the 289 Perimeter Road east building dated September 22, 2000, and Lease Agreement-12-004 2 City of Renton to Bosair,LLC LAG 12-004 Amendment 1-14 evaluate and remediate any contamination found in the floor drains in Hangar #1 and in Hangar#2 as referenced in the Phase I Environmental Assessment and Limited Asbestos Survey. 7. In demolishing tenant owned structures, tenant shall also reference the new Phase I Environmental Assessment as referenced in Section 7.c. of this Lease. 8. Upon completion of construction, Tenant shall provide to the city of Renton's building department a reproducible, CAD disc copy of all as-built drawings for all building and utilities on the leased premises. 9. Tenant shall cause Tenant's construction work to be performed by licensed and bonded contractors, approved by the city of Renton, and the contractors shall provide, if required by the city of Renton, a performance bond covering all Tenant's work. 10. Time of Construction as provided in this Appendix shall commence at the Tenant's option, but no later than 90 days after receipt of all applicable permits. This period may be extended consistent with the terms in Section 25 of the Lease. 11. Tenant shall be fully responsible for all construction and all activities incidental thereto. Tenant is not an agent or employee of the city of Renton but undertakes any activity hereunder solely on its own behalf. All risks of loss arising from Tenant's construction activities to any improvements now or hereafter constructed by Tenant shall rest on the Tenant. 12. All work and material shall be of good quality, free of defects, and accomplished in a workmanlike manner in conformity with approved plans and specifications. 13. Tenant agrees that the height and configuration of any and all buildings and improvements proposed to be constructed shall be subject to any restriction caused by existing landing, runway, or taxiway requirements of the Airport as indicated in the Airport Master Plan and other public planning documents available to Tenant at the time of execution of the Lease. Work and/or material not in accord with the foregoing shall be corrected, removed, replaced, and/or repaired at the Tenant's expense upon written notice by the Airport Manager. If such work and/or material is/are not so corrected, removed, replaced, and/or repaired by the Tenant within a reasonable period of time of such notice, the city of Renton may correct, remove, replace, and/or repair such work and/or material at the Tenant's expense. 14. Tenant shall pay all costs of grading, constructing, paving, or any other development costs, including all permits, within the leased Premises and costs of utility installation, relocation, or removal required by the construction and its use and occupancy of the Premises. All excavated soils shall be removed and disposed of at an Lease Agreement-12-004 3 City of Renton to Bosair,LLC �.r LAG 12-004 Amendment 1-14 approved off-site location. All backfill material shall be imported material and the type and quality of the material shall be approved by the airport engineer. 15. All work by the Tenant shall be performed in a safe manner both on the Premises and with respect to any other city property at the Airport which might be used or affected by any activity of the Tenant during construction. Work shall be performed so as not to interfere with the use of other Airport property by the city, its other tenants, or other users of the Airport property. Tenant shall keep the Premises, and any other Airport property, free of waste materials and rubbish caused by the construction. Material and/or equipment shall not be placed or stored upon Airport property other than the premises leased. 16. The city shall not be liable for any damages in connection with the approval or disapproval of any plans and specifications or any construction or other activities of Tenant on the premises, or the enforcement or failure to enforce any provisions of the Lease. The city's approval of plans and specifications shall not constitute the assumption of any responsibility by the city or its representatives of the accuracy, efficiency, or sufficiency thereof, and Tenant shall be solely responsible therefore. 17. The new hangar building known as the 289 Hangar Building and improvements contemplated by this Appendix 2 consist of an approximately 35,261 square foot hangar building (see Concept Rendering #1 and #2 in Appendix 2). There shall not be significant changes in the design of the fagade of the new hangar building from that which appears in the Concepts Renderings #1 and #2 of this Appendix 2, below, without the written approval by the Airport Manager. Said building will consist of one hangar bay for a total of approximately 14,640 square feet, and one (1) area consisting of an office/lobby, and multiple shop areas for a total of approximately 20,621 square feet. At a minimum, the Tenant's utility and other improvements consist of the following items which are not intended to supplant those improvements that may also be required as part of the city's permitting process: L Installation of one water meter; ii. Connection of the building to the sewer system; iii. Connection of the building to the electrical and gas system; iv. Connection of the building to phone service; v. Rehabilitation/reconstruction all concrete pavement on the apron area serving the hangar; vi. Installation of oil water separator(s) to collect oils and grease from aircraft apron and automobile parking lots; and vii. Installation of an aircraft wash rack connected to the sanitary sewer system. 18. The existing hangar building which will be extensively remodeled (known as 287 Hangar Building as shown in Exhibit A-1) and improvements contemplated by this Appendix 2 consistent of approximately 9,500 square feet of hangar building space. At Lease Agreement-12-004 4 City of Renton to Bosair,LLC err+ LAG 12-004 Amendment 1-14 a minimum, the Tenant's utility and other improvements consist of the following items which are not intended to supplant those improvements that may also be required as part of the city's permitting process: i. Installation of new hangar doors and modification to the header beam supporting the door; ii. Installation of a heating system; iii. Upgraded insulation; iv. Upgrades to the existing fire sprinkler system; vi. Rehabilitation/reconstruction all concrete pavement on the apron area serving the hangar; and vii. Installation of a new north wall (existing wall is a shared wall with the adjacent hangar which will be demolished. 19. The new hangar building that will be constructed by the Tenant under this new lease agreement will occur within areas where petroleum hydrocarbons are present in soil and groundwater, and where the Department of Ecology is conducting oversight of cleanup work. The site is known as the "Former Fuel Farm AOC Group" and The Boeing Company is the principally responsible party. Appendix 3 is the agreement that lists the protocols that should be used in case hazardous materials are encountered by the Tenant during construction of the new hangar building or any other construction on the property covered under this Lease agreement. Concept Rendering#1—Airside Lease Agreement-12-004 5 City of Renton to Bosair,LLC LAG 12-004 Amendment 1-14 Concept Rendering#2—landside- East Perimeter Road Lease Agreement-12-004 6 City of Renton to Bosair,LLC *r.r *4WO, LAG 12-004 Amendment 1-14 20. Specifications & Improvements for Tenant's Buildings: The Tenant's building references shall relate to the conceptual drawings by SFA Architects, shown in Concept Rendering#1 and #2. The building portion of this project shall include, but not necessarily be limited to, the following: 20.a. Substructure: 20.a.(1) Demolition of portions of the existing concrete foundation, footings & slab. 20.a.(2) Limited demolition & removal of existing underground utilities as required for construction. 20.a.(3) Concrete foundation, footings & slab shall be designed for compliance with all local building codes. The concrete slab in the hangar area shall receive a special floor coating of epoxy, polyurethane or similar treatment to provide a low-gloss, maintenance free surface. 20.b. Building Shell: 20.b.(1) The basic structure shall be a pre-engineered metal building system, with clear-span rigid frames, steel primary and secondary members, with a 24-guage standing-seam prefinished metal roof with a manufacturer's 20-year weather tightness warranty. 20.b.(2) The construction shall permit easy expansion in the future. Additionally, since the walls are not load-bearing, a factory preformed and factory prepainted steel panel system will be used on the exterior walls. 20.b.(3) The hangar exterior shall be no less than 26-gauge prefinished metal siding &trim, with a "Kynar" paint system; with a manufacturer's standard 20-year material warranty. There may be limited use of panelized stone veneer or other ACM panelized metal products on the exterior office space portion of the building. 20.b.(4) The office portion of the structure shall use conventional steel or wood frame construction, but exterior materials must blend with the main hangar for a uniform and cohesive appearance, using the same or similar exterior materials. Exterior glazing shall be anodized aluminum curtain wall or storefront, with double-insulated glazing per code. The office portion projects outside the main "box" of the building shell on the North side of the building, with a slightly different roof profile. There will be extensive use of aluminum storefront glazing, particularly on the north & west sides. 20.b.(5) There shall be an enclosed spray booth on the west side of the main hangar face, projecting some 18'-0" from this face, with a lower roofline. Lease Agreement-12-004 7 City of Renton to Bosair,LLC LAG 12-004 Amendment 1-14 20.b.(6) The office portion and the accessory spaces shall project away from the main building shell, with different roof levels. 20.b.(7) There shall be a 4-ton overhead traveling bridge-crane at the center of the main hangar space, providing lifting capabilities for the larger aircraft. 20.b.(8) The building shell is currently conceived to include two levels of interior perimeter mezzanine spaces, to be used for parts storage, avionics shop, pilot training, and other aviation related uses. Mezzanine construction shall be steel girders, with wood and/or steel secondary framing, plywood or steel decking; design loadings shall be in conformance with the 2009 International Building Code. 20.b.(9) The main hangar door facing the taxiway shall be approximately 100'- 0" feet wide X 25'-0" high, using horizontal sliding door sections of non-combustible construction, and exterior metal siding to blend with the balance of the architectural appearance of the building. The predominant exterior building colors shall be aviation "red", with limited white trim; subject to any required approvals by the City of Renton Planning Department. 20.b.(10) Building 289 shall have a quantity of insulated skylights in the roof to allow additional daylighting of the main hangar space. 20.b.(11) The main fagades of the hangar portion shall feature extensive use of exterior glazing to maximize daylighting of the hangar space, together with some horizontal bands of faux-windows—with the intent being to replicate the appearance of the real gridded windows seen in some of the older aircraft hangars from the 1940's. 20.c. Systems: 20.c.(1) Interior spaces, including the hangar bay, shall be heated spaces, in conformance with the 2009 Washington State Energy Code. Finished offices &training rooms shall be fully heated and air conditioned using energy efficient heat pumps or package HVAC units. The hangar space shall be semi-heated using either gas-fired unit heaters, or under-slab gas-fired radiant heating. 20.c.(2) All spaces shall be fully protected by a fire sprinkler system, designed per NFPA Pamphlet#13 criteria, as required by 2009 International Fire Code, and other criteria as per the City of Renton Fire Department. 20.c.(3) The hangar and aircraft repair areas shall include a compressed air system for power tools. 20.d. Adjacent 287 Building: The adjacent 287 building is considered an integral part of the new facility, and as such it will be retrofitted, as set out in Appendix 1, on the taxiway side to accommodate a larger & higher hangar door, to allow this area to be utilized for repair & maintenance of larger aircraft, than is presently possible. The exterior of this structure shall be painted and retrofitted with windows and other Lease Agreement-12-004 8 City of Renton to Bosair,LLC LAG 12-004 Amendment 1-14 materials to carry the architectural theme from the 289 Building to the 287 Building in order to blend the two hangars together into one hangar complex. 21. Cost Estimate: Below is a cost estimate dated February 14, 2014 as prepared by the Tenant's general contractor labeled "Ace Aviation Inc, Development Spend-Down" This cost estimate, which is based upon the conceptual design drawings presented in the "Concept Renderings#1 and #2" of Section 19 of this Appendix is intended to provide a general idea of the cost of the improvements. Last Updated 2,'14+°2014 Ace Aviation Inc Development Spend-Down Projected budget Equity Paid to- Period to Over(under) Construction Hard Costs asot06/1/2013 date date/budget budget Contractor's Fees O&P @S% $211,905.00 $1,623.37 1% $(210,281.63) General Conditions $302,063.00 $7,276.46 2% $(294,786.$4) Siteworkfconcrete $687,242.00 $2500.00 0% $(684,742.00) Metals/Woods,/Thermal&Moisture $499,262.00 $94.84 0% $(499,167.16) Doors and WindowIPinishes/Specialtres/Conveying $540,895.00 $1,335.00 0% $(539,560.00) PMB $1,104,031.00 $0.00 0% $(1,104,031.00) MLP $746,082.00 $22,531.16 3% $(723,550.84) Additional Items(%e float storage,paint booifa craeaeJ WOO $3,595.60 #pN/0! $3,595,60 0. Contingency at 5'.X total hard costs $224,009.00 $0.00 0% $("224 .00 WSS7 incl contingency $388,690.60 $3,238.63 1% $(385,451.97) TOW!lard toft $4,M.1700 $x.195.06 1% $(4,6608454) Lease Agreement-12-004 9 City of Renton to Bosair,LLC ' LAG 12-004 *ftV1 Amendment 1-14 23. he proposed project schedule is shown below: 72 RE-8|D 16 days Mon 2/24/14 Mon 3/17/141 order metal building 1day TueZ/2S/l4 Tue2/35/14 -- metal building 10 days Wed 2/26/14 Tue3/l1/l4 12 order hanger doors ldey Tue3/l�/I4 Tue3/l�/14 16----7 NTp 1day Mon 3/31/14 K4on3/31/14| �---� � ! 3 ` site fencing 1day Tue4/1/l4 Tue4/1/14, ----� s|abd�nn� inZQ7 1day Tue4/1/14 Tue4/1/I�| ' . . . ! 11 � Mob job trailer/ternp 3deys Tua4/1/14 Thu 4/3/14: ' ` facilities ` 1 utility disconnect lday Wed 4/2/14 VVed4/2/141 4 Sprinkler underground 5days Wed 4/2/14 Tue4/A/l4 ' relocation | | -6 wall framing 207 5days Wed 4/2/14 Tu 4/8/14,' ---- � install new sprinkler 2days Wed Thu' . � . � / ! riser - 9--/ install 'new electrical 5days Wed 4/9/14 Tue 4/15/141, . � panel in 287 . 10 ` install fire alarm in287 5days Wed 4/9/14 Tue4/15/14 2— '' Building demolition 20 days Wed 4/ 6/14 Tue5/lq/14| 48 ' foundation excavation 5days Wed 5/14/14 Tue5/7O/ i ! -----' 17 | foundation 15 days Wed 5/21/14 Tue6/1O/ � 18 underslab utiUdes 10 days Wed 6/4/14 � � 14 Tue � 14' - �/ 44 oil vvaterseperator Z days Wed 6/ 14| Thu `-. 45 - trench drain 3deys Fri 6/6/14 Tue6/1O/1 ' ----�i ' 19 door rails 5da� Wed 6/11/14 Tue �I7/14 . . 20 ' cap break 2days Wed 6/18/14 Thu 6/19/141 46 i connect door rail drain Iday Wed 6/18/14 Wed 6/18/14. � | 25 i slab vapor barrier 2days Fri Mon 6/23/14' 49 1 unders|abinsu|ation 3days Fri 6/20/14 Tue6/Z4/l4. 26 - s|abrebar 5days Tue8/Z4/14 Mon 6/30/141 s} l radiant tubing 5dayu Tue7/l/14 Mon 7/7/14' slab pour 1 Sdays Tue7/8/14 Thu 7/10/14j` slab pour 2 3day$ Fri 7/11/14 Tue7/15/14! 23 / s|abpuur3 3days Wed 7/16/14 Fri 7/18/141, - 24 — slab pour 3days Mon 7/21/14 Wed 7/I3/14 14 �� metal ld�y Thu Thu/=~ ' ` ' ' \ Lease Agreement-12-004 10 City of Renton to Bosair,LLC vrrO LAG 12-004 Amendment 1-14 15 metal building erection 45 days Fri 7/25/14 Thu 9/25/14` I 35 structual steel delivery 10 days Fri 8/1/14 Thu 8/14/14 i 32 wood frame exterior 5 days Fri 8/15/14 Thu 8/21/143 walls 36 1 structual steel install 5 days Fri 8/22/14 Thu 8/28/14, 27 window installation 5 days Fri 9/5/14 Thu 9/11/14! 28 exterior HM doors 2 days Fri 9/5/14 Mon 9/8/141. 29 exterior roll up doors 2 days Fri 9/12/14 Mon 9/15/141 38 metal building siding 5 days Fri 9/19/14 Thu 9/25/14; 30 hanger door 10 days Fri 9/26/14 Thu 10/9/14; 31 sprinkler install high bay 5 days Fri 9/26/14 Thu 10/2/14, 37 storefront 5 days Fri 9/26/14 Thu 10/2/141 70 exterior grading 2 days Fri 9/26/14 Mon 9/29/14 51 concrete apron 5 days Tue 9/30/14 Mon 10/6/14; 53 concrete curbs 5 days Tue 9/30/14 Mon 10/6/14; 33 wood frame mezzanine 35 days Fri 10/3/14 Thu 11/20/14" 54 concrete exterior steps 3 days Tue 10/7/14 Thu 10/9/14' 39 metal building 5 days Fri 10/10/14 Thu 10/16/14 insulation 55 concrete patio 5 days Fri 10/10/14 Thu 10/16/14] 42 interior electrical rough 15 days Fri 10/17/14 Thu 11/6/14; in 43_3 plumbing roughin wails 15 days Fri 10/17/14 Thu 11/6/141 V 52 ! asphalt patch and 3 days Fri 10/17/14 Tue 10/21/14 parking 62 _j exterior paint 1 day? Fri 10/17/14 Fri 10/17/14; 56 striping 2 days Wed 10/22/... Thu 10/23/14 71 landscaping 5 days Wed 10/22/... Tue 10/28/14; 57 I transformer 2 days Fri 11/7/14 Mon 11/10/...' 58 new gas meter 1 day Fri 11/7/14 Fri 11/7/14 40 interior insulation 3 days Fri 11/21/14 Tue 11/25/14; 47 , shaft wall 2 days Fri 11/21/14 Mon 11/24/..., 34 elevator install 5 days Tue 11/25/14 Mon 12/1/14 41 GWB 20 days Wed 11/26/... Tue 12/23/141 59 steel stair install 3 days Wed 12/24/... Fri 12/26/14 Lease Agreement-12-004 11 City of Renton to Bosair,LLC ALAG 12-004 mendment 1-14 61 interior paint 10 days Wed 12/24/... Tue 1/6/15 60 I nose section install 2 days Wed 1/7/15 Thu 1/8/151 64 floor coverings 5 days Wed 1/7/15 Tue 1/13/15' 65 FRP 2 days Wed 1/7/15 Thu 1/8/15 66 door hardware 5 days Wed 1/7/15 Tue 1/13/151 68 electrical trim 5 days Wed 1/7/15 Tue 1/13/15 73 cabinet and counters 3 days Wed 1/7/15 Fri 1/9/15 63 interior doors 5 days Wed 1/14/15 Tue 1/20/15 67 plumbing trim 5 days Wed 1/14/15 Tue 1/20/151 69 certificate of oc 1 day Wed 1/21/15 Wed 1/21/15' Lease Agreement-12-004 12 City of Renton to Bosair,LLC LAG 12-004 Amendment 1-14 Section 23. No Performance Bond Required. Tenant shall cause Tenant's construction work to be performed by licensed and bonded contractors, approved by the city of Renton, and the contractors shall provide, if required by the city of Renton, a performance bond covering all Lessee's work. Notwithstanding anything to the contrary in this Section 23 and Section 10.d of the Lease, Landlord acknowledges that it will not require any performance bond for the construction of the hangar/office building. This waiver is based on the following representations made and conditions being met by Tenant: (1) Tenant will finance the construction of the hangar/office building, which is estimated to cost $5.3 million with HomeStreet Bank (subject to the SBA providing a commitment to Tenant, in form and content acceptable to HomeStreet, to refinance a portion of the HomeStreet Bank loan pursuant to the SBA-504 program); (2) Homestreet Bank has granted a blanket waiver on the requirement of a performance bond where a third party in the business of providing construction management services, controls the disbursement of the proceeds; (3) Tenant will contribute in excess of$500,000.00 of its own funds toward the construction of the hangar/office building before using any funds borrowed from any lender, meaning that Tenant's investment in the hangar/office building will be approximately 10 percent; (4) one or more members of the Tenant entity have provided the lender with personal guarantees for the loan; (5) Tenant was required to demonstrate to the lender that it would have the ability to repay the loan without the new business location operating; and (6) Tenant's chosen contractor, Powell Development Company has been pre-approved by the City, has built numerous large metal buildings without incident. Tenant acknowledges that these representations and conditions are material provisions of this contract. 3. All other terms and conditions of the original Lease Agreement shall remain in full force and effect. Lease Agreement-12-004 13 City of Renton to Bosair,LLC LAG 12-004 Amendment 1-14 BOSAIR, LLC CITY OF RENTON a Washington Limited Liability Corporation a Municipal Corporation enis Law Mayor 060X lZ.4 a. Title Bonnie Walton City Clerk Date App r d as to legal form City Attorney r©�' ' - SEAL . Tg S� Lease Agreement-12-004 14 City of Renton to Bosair,LLC fir.► "�✓ LAG 12-004 Amendment 2-14 AMENDMENT TO LEASE AGREEMENT (City of Renton to Bosair, LLC.) THIS AMENDMENT to Lease Agreement LAG 12-004 is effective as of the date of execution by THE CITY OF RENTON, a Washington municipal corporation (hereinafter "Landlord") and BOSAIR, LLC, a Washington Limited Liability Company (hereinafter "Tenant"). RECITALS: WHEREAS, Landlord and Tenant entered into a Ground Lease dated October 1, 2012, LAG- 12-004 on the premises described in Exhibit "A"; and WHEREAS, Tenant has applied for a Small Business Administration Loan pursuant to Section 504 of the Small Business Investment Act of 1950; and WHEREAS, The Authorization and debenture Guaranty issued by the U.S. Small Business Administration pursuant to the application of Tenant for the loan referred to herein requires Tenant's assignment of the Lease as security to the Northwest Business Development Association and further assignment to the U.S. Small Business Administration; and WHEREAS, Pursuant to Authorization for Debenture Guarantee (SBA 504 Loan), Loan No. 6806965004, Tenant will execute a Leasehold Deed of Trust and Note, which Deed of Trust is in favor of Northwest Business Development Association and which Deed of Trust will be immediately assigned to U.S. Small Business Administration, an Agency of the United States of America; and WHEREAS, it is a condition precedent to obtaining said loan that the SBA be specifically excluded from and against any and all obligations imposed on the Tenant as set forth in Paragraph 13 of the Lease due to the Federal Anti-Deficiency Act (USC Title 31, Subtitle II, Chapter 13, Subchapter III, Section 1341 ("Act"). NOW,THEREFORE, IT IS HEREBY AGREED AND COVENANTED BY AND BETWEEN THE LANDLORD AND TENANT AS FOLLOWS: WITNESSETH: 1. EFFECT OF FEDERAL ANTI-DEFICIENCY ACT: The parties agree that SBA shall not be obligated to perform, and shall be completely relieved from, any obligation under Paragraph 13 (Indemnity) of the Lease (LAG 12-004) to the extent that such performance would constitute a violation of the Act. SBA shall be deemed a third party beneficiary of this Amendment for these purposes. The Tenant, however, remains subject to Paragraph 13 of the Lease. ORIGINAL 2. NO WAIVER OF SOVEREIGN IMMUNITY: Nothing whatsoever in this Amendment constitutes or shall be construed as a waiver of the sovereign immunity of SBA, an Agency of the United States Government. 3. COUNTERPARTS: This Amendment may be executed in counterparts. 4. Except as modified herein, all terms of the original Lease shall remain unchanged and shall remain in full force and effect. BOSAIR, LLC CITY OF RENTON a Washington Limited Liability Corporation a Municipal Corporation 2—U urt R. Boswell Denis Law Mayor Title Jas A. Seth Act ng City Clerk Date App L s to legal form City Attorney 2 of 3 STATE OF WASHINGTON ) ss. COUNTY OF ) I certify that I know or have satisfactory evidence that d,U l I is the person who appeared before me, and s/he acknowledged that s/he signed this instrument, on oath stated that s/ as aut rued to execute the instrument and acknowledd�t as the of d�� , a �I«`c„n� [ 1 to'be the free and voluntary act of suchfor the uses and purposes mentioned in the instrument. Dated thisD'day of \A R.�,j�'� [Signature 8f Notary] ,.•� H; [Print Name of Notary] v';A PUgL\27k; ,`�`�� Notary Public in and for the-State of 9, 1 CM 9, ;•.,, •,,. Washington, residing at T QF WO My commission expires: 3 of 3 LAG-12-004, Adden #3-15 LAG 12-004 Amendment 03-15 AMENDMENT TO EASE AGREEMENT City of Renton to Bosair, LLC THIS AMENDMENT No. 3 to Lease Agreement LAG 12-004 is effective as of October 1, 2015, by the City of Renton, a municipal corporation (Landlord) and Bosair LLC, a limited liability company (Tenant), and amends that certain lease agreement LAG 12-004, dated October 1, 2012. RECITALS: WHEREAS, under LAG 12-004, effective October 1, 2012, the City of Renton (Landlord) had leased to Bosair LLC (Tenant) certain land on the Renton Municipal Airport, Renton, Washington, until September 30, 2052; and WHEREAS, under LAG 12-004, Tenant leases 80,811.88 square feet of land; and WHEREAS, on October 1, 2012, the Commencement Date, the land rental rate for the 80,811.88 square feet of land was determined to be $0.63 per square foot per year and continuing until October 1, 2015 and WHEREAS, on January 8, 2015, a new land rental rate was established, through the lease arbitration process, at a rate of$0.7252 per square foot per year; and WHEREAS, pursuant to LAG 12-004, section 4.c., in a letter dated March 23, 2015, Lessee was notified by certified letter that the lease rate would be readjusted using a means other than the Consumer Price Index-Urban; and WHEREAS, on October 1, 2015, the land rental rate was adjusted using the lease arbitration process, to a rate of$0.7252 per square foot per year for the 80,811.88 square feet of leased land, resulting in an annual rental amount of$58,604.78 (80,811.88 x $0.7252), and continuing until October 1, 2018. NOW,THEREFORE, IN CONSIDERATION OF THE TERMS AND CONDITIONS HEREIN CONTAINED AND FOR OTHER GOOD AND VALUABLE CONSIDERATION,THE RECEIPT AND SUFFICIENCY OF WHICH IS HEREBY ACKNOWLEDGED, LANDLORD AND TENANT AGREE TO AMEND THE LEASE AND LEASE AMENDMENTS AS SET FORTH BELOW: Amendment 03-15 to LAG 12-004 ORIGINAL 1 City of Renton to Bosair LLC LAG 12-004 Amendment 03-15 WITNESSETH: 1. The Landlord and Tenant do hereby agree to amend section 4.a. of LAG 12-004 to provide an annual land rent of$58,604.78 (80,811.88 x$0.7252), PLUS leasehold excise tax, for the 80,811.88 square feet identified in lease LAG 12-004, effective October 1, 2015 through October 1, 2018. 2. All other terms and conditions of the original Lease Agreement and Amendments thereto, insofar as they are not inconsistent herewith, shall remain in full force and effect. Bosair LLC CITY OF RENTON a Washington Limited Liability Company a Municipal Corporation 441-1 Denis Law Mayor Atte- l: LLC - I • Title Jasonr.eth C y Clerk ottomuuw,„ Sof REA/r I f* sEAL <C04 ° sz C.) avi. 43ate s $"Approv as to legal form , ' ittA)4.414.46.4e City Attorney Amendment 03-15 to LAG 12-004 2 City of Renton to Bosair LLC