HomeMy WebLinkAboutAddendum - 6LAG-09-006, Adden #6-24 AGREEMENT AND CONSENT TO LEASEHOLD DEED OF TRUST
THIS AGREEMENT AND CONSENT TO LEASEHOLD DEED OF TRUST (this "Agreement")
is made and entered into as of March 20, 2024, by and among CITY OF RENTON, WASHINGTON (the
"Landlord"), and RNT 750 LLC, a Delaware limited liability company, successor to Renton Gateway
Center, LLC (the "Tenant"), in favor of SIGNATURE BANK, its successors and assigns (the "Lender").
Reference is made to that certain Ground Lease (LAG 09-006) dated October 7, 2009, by and between
Landlord and Grantor, successor to Renton Gateway Center, LLC (as the same may be amended, restated,
replaced, supplemented or modified from time to time, the "Ground Lease"), with respect to the Tenant's
leasehold interest in the real property legally described on Exhibit A attached hereto and made a part hereof
(the 'Premises"), which Ground Lease, or a memorandum thereof, has been or will be recorded in the
county where the Premises is located. As the Lender has loaned or will loan certain sums to the Tenant
and RNT FBO LLC, a Delaware limited liability company ("Co-Borrower" and, together with Tenant, the
"Borrower"), which are secured, in part, by that certain Leasehold Deed of Trust, Security Agreement,
Assignment of Rents and Leases and Fixture Filing dated as of March 20, 2024, by Tenant in favor of
Lender (the' Leasehold Deed of Trusf'), on the Tenant's leasehold interest in the property demised under
the Ground Lease and all improvements situated or to be constructed thereon (collectively, the
"Leasehold''), for good and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, the parties hereto agree as follows:
I.Consent; Subordination. The Landlord does hereby consent to: (i) the Leasehold Deed
of Trust, the recording thereof against the Leasehold, and any subsequent sale or transfer of the Leasehold
as provided in such Leasehold Deed of Trust; (ii) to the filing of fixture filings by Lender pursuant to the
Leasehold Deed of Trust; (iii) the recording by Lender of assignments of rents and leases and separate
subordination, non-disturbance and attornment agreements against the Leasehold; and (iv) any
amendments or modifications to any of the foregoing described in (i), (ii) and (iii), and the recording
thereof against the Leasehold; provided that any new leasehold deed of trust will require the Landlord's
consent, which shall not be unreasonably withheld, conditioned or delayed. The Landlord (a) hereby
subordinates its interest in any property of a Borrower which is collateral for any loans made by Lender to
Tenant to Lender's interest in such collateral, excluding any property that reverts to the Landlord pursuant
to the tenns of the Ground Lease, and (b) hereby subordinates its interest in the Premises to the Leasehold
Deed of Trust during the tenn of the Ground Lease.
2.Restrictions. Until (i) all obligations of the Ground Lease have been satisfied to the
reasonable satisfaction of Landlord, and (ii) all obligations of the Tenant to the Lender secured by the
Leasehold Deed of Trust (the "Loan Obligations') shall have been completely paid and perfonned, and
the Leasehold Deed of Trust shall have been discharged, without Lender's prior written consent, not to be
unreasonably withheld, conditioned or delayed: (i) Landlord agrees not to accept a cancellation or
voluntary surrender of the Ground Lease; (ii) neither Landlord nor Tenant shall terminate (except as
provided in Section 3 hereof), amend or modify the Ground Lease; and (iii) Landlord and Tenant shall not
subordinate the Ground Lease, or any New Lease (as defined herein), to any mortgage or deed of trust that
may hereafter be placed on Landlord's fee interest in the Premises. Any such attempted termination,
cancellation, surrender, amendment, modification or subordination of the Ground Lease without the prior
written consent of Lender and Landlord shall be null and void and of no force or effect, provided that (i) if
a tennination, cancellation or surrender of the Ground Lease is expressly required pursuant to a written
order of a federal governmental agency pursuant to federal law and Lender's consent cannot be obtained
prior to such tennination, cancellation or surrender without violatin g such written order, Landlord and
Tenant shall give immediate written notice thereof to Lender with a copy of such written order, and (ii) if