HomeMy WebLinkAboutLease LAG-20-001
SHORT-TERM LEASE AGREEMENT
City of Renton to Cascadian I, L.L.C. (Airport Parcel 250)
THIS SHOT-TERM LEASE AGREEMENT (hereinafter "Lease") is made and entered into this
day of j r�,,� , 20 by and between THE CITY OF RENTON, a Washington municipal
corporation (herein'fter "Landlord" or the "City"), and Cascadian I, L.L.C., a Washington limited
liability company (hereinafter "Tenant").
Recitals
A. This Lease concerns the hangar building together with its associated premises within the
parcel located near the southwest corner of the Renton Municipal Airport ("Airport"); the
premises are defined as the "Premises" in Section 1.b of this Lease. The Premises, and one
additional Airport parcel, were subject to a long-term lease agreement between Landlord and
Bruce J. Leven, which lease was filed under City file number LAG-88-001 (also, sometimes
referred to as LAG-001-88, but hereinafter "LAG-88-001"). The two parcels subject to LAG-88-
001 were known as the "West Side Office Property"and the "East Side Air Park Tie-down." For
the sake of clarity, the Premises at issue in this lease agreement consist of a portion of only the
"West Side Office Property."
B. LAG-88-001 became effective on January 1, 1988, and as a result of several lease
amendments, it carried an initial termination date of December 31, 2019, with an option for Mr.
Leven to extend for an additional 10 years (to December 31, 2029).
C. In 2017, Mr. Leven passed away. Thus, in 2018, Landlord and the Estate of Bruce J. Leven
(the "Estate")executed an amendment to LAG-88-001 recognizing the Estate as the holder of the
LAG-88-001 leasehold interest.
D. In late October 2019 — only slightly more than two months before LAG-88-001's initial
termination date of December 31, 2019—the Estate elected to not exercise the option to extend
LAG-88-001's termination date by 10 years.
E. As a result, because Tenant is a subtenant of the Estate's lease, the termination on
December 31, 2019 of LAG-88-001 would cause Tenant to lose its rights to occupy the Premises
with little more than two months' notice. Of the parcels subject to LAG-88-001, Landlord has
interests in the office building and its surrounding premises within the West Side Office Property
and in the East Side Air Park Tie-down immediately reverting to Landlord. Landlord does not
have interests in immediate reversion of the hangar building and its surrounding premises within
the West Side Office Property.
F. Meanwhile, for several years, the Airport has been undergoing the process to update its
Airport Master Plan and its accompanying Airport Layout Plan as is required by the Federal
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Aviation Administration ("FAA"). The process has been delayed and complicated by numerous
factors.
G. One of the factors was the length of time required to arrive at a decision as to the FAA's
"airport reference code" for the Airport. Ultimately, the FAA determined that the Airport would
move from a B-II to a D-III airport reference code. This determination results in, among other
impacts, a widening of the required clear area known as the Runway Object Free Area (or, ROFA)
that straddles the Airport's runway center line. The widened ROFA line runs through multiple
existing Airport leaseholds, including the Premises.
H. One of the effects of the widened ROFA is that the amount of future leasable space on
the Airport is dramatically reduced. The severity of the impacts is still being evaluated and varies
among the Airport's parcels, with some current parcels potentially losing office space, hangar
space, tiedown space, and/or maneuvering areas.
The loss of space and variation of impacts related to the widened ROFA is causing
Landlord to take additional time in the Airport Master Plan and Airport Layout Plan update
process to consider, among other things, the future land use designation of each parcel on the
Airport. For example, on the current Airport Layout Plan, the Premises' land use designation is
"General Aviation." When the Airport Master Plan and Airport Layout Plan update process is
complete, it is possible that the Premises will still hold a General Aviation land use designation,
but it is also possible that the Premises could be re-designated to a "Manufacturing" land use
designation or to some other land use designation. Currently, the future land use designation
for the Premises and for all parcels on the Airport is unknown, and Landlord remains actively
engaged in Airport-wide planning considerations.
J. As to the Premises,the unknown future land use designation of the Parcel at this stage of
the Airport Master Plan and Airport Layout Plan update process cautions Landlord against
offering the Premises for any period other than a short-term lease, with additional termination
rights held by Landlord.
K. In addition to the issue of the unknown future land use designation, the Premises are
further impacted by the widened ROFA in that the easternmost portion of the existing hangar
building on the Premises is now located within the ROFA such that the building must likely be
altered at some point. The Airport does not have the funding budgeted to alter the building itself
in the short-term. Although Landlord anticipates that it will require a long-term tenant of the
Premises to alter the building, Landlord is not ready for a long-term lease for the reasons
described above. Landlord and Airport have concluded that the Premises would lie economically
fallow (unleased) if Landlord were to attempt to include the requirement to alter the building in
a short-term lease.
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L. For the above reasons, Landlord has concluded that the Premises should be let on a short-
term basis, allowing only those uses that are consistent with the Premise's existing General
Aviation land use designation, and with the existing hangar building remaining as-is for the
duration of such short-term lease. Landlord finds that a short-term lease of three (3) years
reasonably predicts the timeline for reaching an appropriate stage of certainty in the Airport
Master Plan and Airport Layout Plan update process.
M. The Airport received only three leasing proposals stating interest in the Premises for a
period beginning January 1,2020(the date after LAG-88-001 terminates). Two of those proposals
seek to use the Premises for manufacturing uses that are not consistent with the Premises'
current General Aviation land use designation. As described above, due to the stage of the
Airport Master Plan and Airport Layout Plan update, Landlord will only allow a short-term lease
for uses consistent with the Premises' current General Aviation land use designation. The third
proposal was submitted by Tenant, and it seeks to lease the premises for a short-term period,
maintaining the General Aviation uses expressly allowed under LAG-88-001.
N. In conclusion, Landlord has deemed Tenant's proposal as the only proposal for the
Premises that is currently viable given the Airport Master Plan and Airport Layout Plan update
status. Landlord seeks to lease the Premises to Tenant on a short-term basis as set forth below.
Agreement
In consideration of the covenants and agreements set forth in this Lease and incorporating the
foregoing Recitals, Landlord and Tenant agree as follows:
1. GRANT OF LEASE:
1.a. Documents of Lease: The following document constitutes this Lease, together
with:
Exhibit A—Reference Map and Reference Legal Description
Exhibit B— Lease Map Depiction
Exhibit C—Aircraft Laws and Regulations, RCW 47.68.250: Public Highways and
Transportation
1.b. Legal Description: Landlord hereby leases to Tenant, and Tenant leases from
Landlord for the term described in Section 3 below, that portion of the Airport parcel known as
250 West Perimeter Road, Renton, Washington that is located outside of the newly-widened
ROFA, known as Airport parcel no. 250, and occupied with one hangar building, as more fully
described and shown on Exhibit "A" (reference map and reference legal description of entire
West Side Office Property as that parcel was leased to the Estate under LAG-88-001) and Exhibit
"B" (lease map depiction of the approximately 22,450-square foot portion of the West Side Office
Property that is subject to this Lease), which are attached hereto and incorporated herein by this
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reference (hereinafter, the area shown on Exhibit "B", including the entire hangar building
located thereon is the "Premises").
1.c. Common Areas: Tenant, and its Authorized Representatives, subtenants,
assignees, and licensees, shall have the right to use, in common with others, on a non-exclusive
basis and subject to the Airport Regulations and Minimum Standards (as they may be amended
from time to time) pursuant to Section 8(e) below, the public portion of the Airport, including
the runway and other public facilities provided thereon.
1.c.(1). Notwithstanding anything in this Lease to the contrary, Landlord acknowledges
that direct access to the taxiways and runway from the Premises is essential to the conduct of
Tenant's business on the Premises and, except during construction activities occurring on the
taxiways, runway or weather related events, Landlord shall ensure that Tenant and its
representatives, subtenants, assignees, agents, invitees, and licensees have direct access to the
taxiways and runway at all times during the term as described in Section 3 below.
2. CONDITIONS:
2.a. Specific Conditions: This Lease, and Tenant's rights and permitted uses under this
Lease are subject to the following:
2.a.(1). The Airport Regulations and Minimum Standards pursuant to Section 8(e)
of this lease agreement, including Landlord's standards concerning operation of public
aviation service activities from the Airport; and
2.a.(2). All such non-discriminatory charges and fees for such use of the Airport
as may be established from time to time by Landlord.
2.b. No Conveyance of Airport: This Lease shall in no way be deemed to be a conveyance
of the Airport, and shall not be construed as providing any special privilege for any public portion
of the Airport except as described herein. The Landlord reserves the absolute right to lease or
permit the use of any portion of the Airport for any purpose deemed suitable for the Airport,
except that portion that is leased hereby.
2.c. Nature of Landlord's Interest: It is expressly understood and agreed that Landlord
holds and operates the Airport and the Premises under and subject to a grant and conveyance
thereof to Landlord from the United States of America, acting through its Reconstruction Finance
Corporation, and subject to all the reservations, restrictions, rights, conditions, and exceptions
of the United States therein and thereunder, which grant and conveyance has been filed for
record in the office of the Recorder of King County, Washington, and recorded in Volume 2668
of Deeds, Page 386; and further that Landlord holds and operates said Airport and Premises
under and subject to the State Aeronautics Acts of the State of Washington (chapter 165, laws of
1947), and any subsequent amendments thereof or subsequent legislation of said state and all
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rules and regulations lawfully promulgated under any act or legislation adopted by the State of
Washington or by the United States or the Federal Aviation Administration. It is expressly agreed
that the Tenant also accepts and will hold and use this Lease and the Premises subject thereto
and to all contingencies, risks, and eventualities of or arising out of the foregoing, and if this
Lease, its Term (as described in Section 3 below), or any conditions or provisions of this Lease are
or become in conflict with or impaired or defeated by any such legislation, rules, regulations,
contingencies or risks,the latter shall control and,if necessary, modify or supersede any provision
of this Lease affected thereby, all without any liability on the part of,or recourse against, Landlord
in favor of Tenant, provided that Landlord does not exceed its authority under the foregoing
legislation, rules and regulations and provided further that, in the event that this Lease is
modified or superseded by such legislation, rules, regulations, contingencies or risks, all
compensation payable to the Landlord for a third party's use of the improvements during the
Term (as described in Section 3 below) shall be paid to the Tenant, its successors or its assigns.
2.d. Airport Master Plan and Airport Layout Plan Update. Tenant acknowledges that
Landlord is in the process of updating its Airport Master Plan and Airport Layout Plan, and that in
the event of any conflict between the terms of this Lease and requirements imposed on Landlord
as a result of progress on the Airport Master Plan and Airport Layout Plan update,the latter shall
take precedent and subject to Tenant to modification or termination of this Lease at Landlord's
sole discretion. Landlord's early termination rights and entitlement to related indemnification
are further set forth in Sections 3.b and 3.c of this Lease.
2.e. Future Development/Funding: Nothing contained in this Lease shall operate or be
construed to prevent or hinder the future development, improvements, or operation of Airport
by Landlord, its agents, successors or assigns, or any department or agency of the State of
Washington or of the United States, or the consummation of any loan or grant of federal or state
funds in aid of the development, improvement, or operation of the Airport, but Landlord's
exercise of such rights shall not unreasonably interfere with Tenant's rights under this Lease.
2.f. Cleaning of Catch Basins and Oil/Water Separators: At Tenant's cost,Tenant shall
routinely inspect, and clean and remove all sediment and other debris from,the catch basins and
oil/water separators on the Premises. In doing so,Tenant shall comply with all applicable federal,
state, and local laws and regulations. Tenant shall provide Landlord with documentation of
inspection, cleaning, and removal.
3. TERM AND TERMINATION:
3.a. Term: The term of this Lease (the "Term") as to the Premises shall be for a three
(3) year period commencing on January 1, 2020 (hereinafter "Commencement Date"), and
terminating on December 31, 2022.
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3.b. Landlord's Early Termination Rights. Notwithstanding this Lease's three-year term
set forth in Section 3.a above,this Lease is subject to Landlord's early termination rights set forth
in this Section 3.b. In Landlord's sole discretion, Landlord may terminate this Lease at any time
upon no less than 90 (ninety) days' advance notice to Tenant upon the occurrence of any one or
more of the following events: (1) any division or office of the FAA (including, but not limited to,
the FAA Seattle Airport Districts Office) informs Landlord in writing that any provision of this
Lease conflicts with any federal law (including but not limited to Airport Grant Assurances),
regulation, standard, order, or guidance document with which the Airport must comply or upon
which the Airport's eligibility for grant funding depends in whole or part; (2)the commencement
of (or Landlord's receipt of a credible threat of the commencement of) a Part 13 Complaint
process (14 CFR 13.1, et seq.) challenging the Lease in whole or part; or (3) the commencement
of (or Landlord's receipt of a credible threat of the commencement of) a Part 16 Complaint
process (14 CFR 16.1, et seq.) challenging the Lease in whole or part. Tenant shall have no
recourse against Landlord for Landlord's exercise of its early termination rights.
3.c. Indemnification Relating to Early Termination Rights. Tenant shall fully indemnify
and hold Landlord harmless for the first $20,000 (twenty thousand dollars) in damages and costs
(including attorney fees) Landlord incurs in defending against a Part 13 Complaint and/or a Part
16 Complaint challenging this Lease in whole or part.
4. RENT/FEES/CHARGES:
4.a. Minimum Monthly Rent: Tenant shall pay to Landlord a Minimum Monthly Rent
in the sums listed below, PLUS Leasehold Excise Tax as described in Section 5, below, without
deduction, offset, prior notice or demand, payable promptly in advance on the first day of each
and every month. All such payments shall be made to the City of Renton, Attention: Fiscal
Services, 1055 South Grady Way, Renton, Washington 98057. The Minimum Monthly Rent,
beginning on the Commencement Date, is computed as follows:
Monthly Rental— Land Component
22,450 square feet x$1.10 per square foot per year = $24,695/year; $2,057.91/month
Monthly Rental —Building Component
10,850 square feet x $9.15 per square foot per year = $99,277/year; $8,273.13/month
Monthly Total (Minimum Monthly Rent)
$10,331.04
4.b. Annual Rental Adjustment: The Monthly Rent shall be subject to an automatic
increase of one and one-half percent (1.5%) on each anniversary of the Commencement Date as
follows:
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On the first anniversary of the Commencement Date, the Monthly Rent shall be
automatically increased to one hundred one and one-half percent (101.5%) of the
Minimum Monthly Rent.
On the second and all subsequent anniversaries of the Commencement Date, the
Monthly Rent shall be automatically increased to one hundred one and one-half percent
(101.5%) of the prior year's Monthly Rent.
4.c. Late Payment Charge: If any Rent is not received by Landlord from Tenant by the
tenth (10th) business day after such Rent is due, Tenant shall immediately pay to Landlord a late
charge equal to five percent (5%)of the amount of such Rent. Should Tenant pay said late charge
but fail to pay contemporaneously therewith all unpaid amounts of Rent, Landlord's acceptance
of this late charge shall not constitute a waiver of Tenant's default with respect to Tenant's
nonpayment nor prevent Landlord from exercising all other rights and remedies available to
Landlord under this Lease or under law. If any check received by Landlord from Tenant is
returned unpaid for any reason, Landlord reserves the right to charge, and Tenant agrees to pay,
an additional charge up to the maximum amount allowed by law. Landlord's acceptance of this
additional charge shall not constitute a waiver of Tenant's default with respect to Tenant's
returned check nor prevent Landlord from exercising all other rights and remedies available to
Landlord under this Lease or under law. Unpaid amounts of rent, late charges, or additional
charges shall bear interest at the rate of twelve (12%) percent per annum until paid.
4.d. Other Fees and Charges: Tenant shall pay, in addition to the Monthly Rent and
other charges identified in this Lease, all non-discriminatory fees and charges now in effect or
hereafter levied or established by Landlord or charged against the Premises and against other
similarly situated Tenants at the Airport by Landlord, or levied or established by, or against the
Premises by any other governmental agency or authority, being or becoming levied or charged
against the Premises, structures, business operations, or activities conducted by or use made by
Tenant of, on, and from the Premises, including without limitation, Aircraft Rescue and Fire
Fighting or services rendered to the Tenant or the Premises.
5. LEASEHOLD EXCISE TAX: Tenant shall pay to Landlord the leasehold excise tax as
established by RCW Chapter 82.29A, as amended, or any replacement thereof, which tax shall be
in addition to the Monthly Rent and other charges payable under this Lease and shall be paid at
the same time the Monthly Rent is due. If the State of Washington or any other governmental
authority having jurisdiction thereover shall hereafter levy or impose any similar tax or charge on
this Lease or the leasehold estate described herein, then Tenant shall pay such tax or charge
when due. Such tax or charge shall be in addition to the Monthly Rent and other taxes or charges
payable under this Lease.
6. PAYMENT OF UTILITIES AND RELATED SERVICES. Tenant shall pay for all utilities
and services used in the Premises, including without limitation electricity, gas, water, sewer,
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garbage removal, janitorial service, and any other utilities and services used in the Premises.
Landlord shall not be liable for any loss or damage caused by or resulting from any variation,
interruption, or failure of any utility services due to any cause whatsoever, except, and only to
the extent caused by, Landlord's negligence. Landlord shall not be liable for temporary
interruption or failure of such services incidental to the making of repairs, alterations or
improvements,or due to accident,strike, act of God, or conditions or events not under Landlord's
control. Temporary interruption or failure of utility services shall not be deemed a breach of the
Lease or as an eviction of Tenant, or relieve Tenant from any of its obligations hereunder.
7. TENANT'S ACCEPTANCE OF PREMISES: By occupying the Premises, Tenant formally
accepts the Premises in "AS IS"condition, and acknowledges that the Landlord has complied with
all the requirements imposed upon it under the terms of this Lease with respect to the condition
of the Premises at the Commencement Date. Tenant hereby accepts the Premises subject to all
applicable zoning, federal, state, county and municipal laws, ordinances and regulations
governing and regulating the use of the Premises, and accepts this Lease subject thereto and to
all matters disclosed thereby and by any exhibits attached hereto. Tenant acknowledges that,
except as otherwise provided in this Lease, neither Landlord nor Landlord's agents have made
any representation or warranty as to the suitability of the Premises for the conduct of Tenant's
business or use. Except as otherwise provided herein, Landlord warrants Tenant's right to
peaceably and quietly enjoy the Premises without any disturbance from Landlord, or others
claiming by or through Landlord. TENANT ACKNOWLEDGES THAT A PORTION OF THE HANGAR
BUILDING LOCATED ON THE PREMISES IS WITHIN THE NEWLY-WIDENED ROFA, AS IS
APPROXIMATED IN EXHIBIT"B;" TENANT AGREES THAT NO PORTION OF THAT BUILDING WITHIN
THE ROFA MAY BE REBUILT, REPLACED, OR RESTORED IN THE EVENT OF LOSS UNLESS PRIOR
WRITTEN CONSENT IS GIVEN BY THE FEDERAL AVIATION ADMINISTRATION AND LANDLORD.
8. USE OF PREMISES:
8.a. Use of Premises: The Premises are leased to the Tenant for the following
described purpose and use necessary to said purpose: Operation of aircraft storage facilities.
8.b. Continuous Use: Tenant covenants that the Premises shall be continuously used for
the use and purpuose stated in Section 8.a during the Term, shall not be allowed to stand vacant
or idle, subject to reasonable, temporary interruptions for maintenance, construction, or other
purposes, and shall not be used for any other purpose without Landlord's prior written consent.
Consent of Landlord to other types of aviation activities will not be unreasonably withheld.
8.c. Non-Aviation Uses Prohibited: Tenant agrees that the Premises may not be used
for uses or activities that are not related, directly or indirectly, to aviation.
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8.d. Advertising: No advertising matter or signs shall be displayed on the Premises, at
any time,without the prior written approval of Landlord,which approval will not be unreasonably
withheld.
8.e. Conformity with Laws, Rules and Regulations: Tenant shall comply with applicable
federal, state, county and municipal laws, ordinances and regulations concerning Tenant's use of
the Premises. Tenant shall keep and operate the Premises and all structures, improvements, and
activities in or about the Premises in conformity with the Airport Regulations and Minimum
Standards and other reasonable rules and regulations now or hereafter adopted by Landlord,
provided that all such Airport Regulations and Minimum Standards and other rules adopted
hereafter are non-discriminatory, all at Tenant's cost and expense.
8.f. Waste; Nuisance; Illegal Activities: Tenant shall not permit any waste, damage, or
injury to the Premises or improvements thereon, nor allow the maintenance of any nuisance
thereon, nor the use thereof for any illegal purposes or activities.
8.g. Increased Insurance Risk: Tenant shall not do or permit to be done in or about the
Premises anything which will be dangerous to life or limb, or which will increase any insurance
rates upon the Premises or other buildings and improvements at the Airport.
8.h. Hazardous Waste:
8.h.(1). Tenant's Representation and Warranty: Tenant shall not dispose of or otherwise
allow the release of any Hazardous Substances in, on or under the Premises, the Airport, or any
tenant improvements or alterations placed on the Premises by Tenant. Tenant represents and
warrants to Landlord that Tenant's intended use of the Premises does not and will not involve
the use, production, disposal or bringing on to the Premises of any Hazardous Substances other
than fuels, lubricants and other products which are customary and necessary for use in Tenant's
ordinary course of business, provided that such products are used, stored and disposed of in
accordance with applicable laws and manufacturer's and supplier's guidelines. Tenant shall
promptly comply with all laws and with all orders, decrees or judgments of governmental
authorities or courts having jurisdiction, relating to the use, collection, treatment, disposal,
storage, control, removal or cleanup by Tenant of Hazardous Substances, in, on or under the
Premises, or incorporated in any improvements or alterations made by Tenant to the Premises,
at Tenant's sole cost and expense.
8.h.(2). Standard of Care: Tenant agrees to use a high degree of care to be certain that
no Hazardous Substances are released or disposed or improperly used in, on or under the
Premises during the Term by Tenant,or its Authorized Representatives or assigns, or are released
or disposed or improperly used on the Premises by the act of any third party.
8.h.(3). Tenant's Non-Compliance: In the event of non-compliance by Tenant, after
notice to Tenant and a reasonable opportunity for Tenant to effect such compliance, Landlord
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may, but is not obligated to, enter upon the Premises and take such actions and incur such costs
and expenses to effect such compliance with laws as it deems advisable to protect its interest in
the Premises, provided, however that Landlord shall not be obligated to give Tenant notice and
an opportunity to effect such compliance if (i) such delay might result in material adverse harm
to the Premises or the Airport, or (ii) an emergency exists. Tenant shall reimburse Landlord for
the full amount of all costs and expenses incurred by Landlord in connection with such
compliance activities and such obligation shall continue even after expiration or termination of
the Term. Tenant shall notify Landlord immediately of any release of any Hazardous Substances
in, on or under the Premises.
8.h.(4). Indemnity:
8.h.(4)(a). Landlord shall have no responsibility to the Tenant, or any other third party,
for removal or remedial action under Chapter 70.105D RCW, or any other federal, state, county
or municipal laws, in the event of a release of or disposal of any Hazardous Substances in, on or
under the Premises during the Term that are caused by Tenant. Tenant shall defend, indemnify
and hold harmless Landlord, its officials, employees, agents and contractors (hereinafter "City
Indemnitees") from any claims, obligation, or expense (including, without limitation, third party
claims for personal injury or real or personal property damage), actions, administrative
proceedings,judgments, penalties,fines, liability, loss, damage, obligation or expense, including,
but not limited to, fees incurred by the Landlord or City Indemnitees for attorneys, consultants,
engineers, damages, environmental resource damages, and removal or remedial action under
Chapter 70.105D RCW or other remediation, arising by reason of the release or disposal of any
Hazardous Substances in, on or under the Premises during the Term that are caused by Tenant.
The Parties agree that the provisions of this Section 8.h.(4)(a) do not waive or limit any
contribution or recovery rights that Landlord may have against Tenant relating to or arising from
the release or disposal of any Hazardous Substances in, on or under the Premises during the Term
that are not caused by Tenant.
8.h.(4)(b). Tenant shall have no responsibility to the Landlord, or any other third party,
for removal or remedial action under Chapter 70.105D RCW, or other federal, state, county or
municipal laws, nor shall Tenant have any other liability or responsibility of any kind, in the event
of the presence, release, or disposal of any Hazardous Substance on, in, or under the Premises
unless such presence, release, or disposal of any Hazardous Substance was caused by Tenant.
Landlord shall defend, indemnify and hold harmless Tenant, and their,owners, directors,officers,
agents, employees, and contractors (collectively, "Indemnitees") from any claims (including
without limitation third party claims for personal injury or real or personal property damage),
actions, administrative proceedings, judgments, penalties, fines, liability, loss, damage,
obligation or expense, including, but not limited to, fees incurred by Tenant or any Indemnitee
for attorneys, consultants, engineers, damages, environmental resource damages, and removal
or remedial action under Chapter 70.105D RCW or other remediation, arising from or in
connection with the presence, suspected presence, release or suspected release of any
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Hazardous Substances in, on or under the Premises that is not caused, in whole or in part, by
Tenant or the Indemnitees.
8.h.(4)(c). The provisions of this Subsection 8.h.(4) shall survive the expiration or
termination of the Term. No subsequent modification or termination of this Lease by agreement
of the Parties or otherwise shall be construed to waive or to modify any provisions of this Section
unless the modification or termination agreement or other binding document expressly so states
in writing.
8.h.(5). Dispute Resolution: In the event of any dispute between the Parties concerning
whether any Hazardous Substances were brought onto the Premises by Tenant, or whether any
release of or disposal of any Hazardous Substance was caused by Tenant, the Parties agree to
submit the dispute for resolution by arbitration upon demand by either Party. Landlord and
Tenant do hereby agree that the arbitration process shall be limited to not more than one
hundred fifty (150) calendar days, using the following procedures:
8.h.(5).a. Landlord shall select and appoint one arbitrator and Tenant shall select and
appoint one arbitrator, both appointments to be made within a period of sixty (60) days from the
end of the negotiation period cited in Section 8.h.(5), and both arbitrators to be environmental
consultants with experience in the identification and remediation of Hazardous Substances.
Landlord and Tenant shall each notify the other of the identity of their arbitrator and the date of
the postmark or personal delivery of the letter shall be considered the date of appointment. Each
Party shall bear the cost of the arbitrator named by it.
8.h.(5).b. The two appointed arbitrators shall meet, and shall make their decision on the
dispute in writing within thirty (30) days after the date of their appointment. If the appointment
date for either arbitrator is later than the other,the latter date shall be the appointment date for
purposes of the thirty (30) day deadline.
8.h.(5).c. If the two arbitrators are unable to agree on a decision on the dispute within a
period of thirty (30) days after such appointment, they shall, within a period of thirty (30) days
after the first thirty (30) day period, select a third arbitrator who is an environmental consultant
with experience in the identification and remediation of Hazardous Substances. If such third
arbitrator has not been selected or if such third arbitrator has not accepted such appointment
within such thirty (30) day period, either of the two arbitrators, Landlord, or Tenant may apply
to the head of the Seattle office of the American Arbitration Association to appoint said third
arbitrator.
8.h.(5).d. The three arbitrators shall have thirty (30) days from the date of selection of
the third arbitrator to reach a majority decision unless the time is extended by agreement of both
Parties. The decision of the majority of such arbitrators shall be final and binding upon the
Parties.
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8.h.(5).e. The three arbitrators shall make their decision on their dispute in writing within
sixty (60) days after the third arbitrator's appointment, unless the time is extended by the
agreement of the Parties. The decision of a majority of the arbitrators shall be final and binding
upon the Parties. The Parties shall bear equally the cost of the third arbitrator.
8.i. Aircraft Registration Compliance: The Tenant is hereby notified of the Washington
State law concerning aircraft registration and the requirement that the Tenant comply therewith.
See Exhibit C ("Aircraft Laws and Regulations, RCW 47.68.250 Public Highways and
Transportation").
8.i.(1). Tenant shall annually, during the month of January, submit a report of aircraft
status to the Airport Manager. One copy of this report shall be used for each aircraft owned by
the Tenant, and sufficient forms will be submitted to identify all aircraft owned by the Tenant
and the current registration status of each aircraft. If an aircraft is unregistered, an unregistered
aircraft report shall also be completed and submitted to the Airport Manager.
8.i.(2). Tenant shall require from an aircraft owner proof of aircraft registration or proof
of intent to register an aircraft as a condition of subleasing tie-down or hangar space for an
aircraft. Tenant shall further require that annually, thereafter, each aircraft owner using the
Tenant's Premises submit a report of aircraft status, or, if an aircraft is unregistered, an
unregistered aircraft report. Tenant shall annually, during the month of January, collect the
aircraft owners' reports and submit them to the Airport Manager.
9. MAINTENANCE:
9.a. Maintenance of Premises: The Premises and all of the improvements or structures
thereon and authorized by the Landlord for use by the Tenant, shall be used and maintained by
Tenant in an operable, neat, orderly, and sanitary manner. Tenant is responsible for the clean-
up and proper disposal at reasonable and regular intervals of rubbish, trash, waste and leaves
upon the Premises, including that blown against fences bordering the Premises, whether as a
result of the Tenant's activities or having been deposited upon the Premises from other areas.
Tenant shall maintain in good condition and repair the Premises, subject to ordinary wear and
tear, including, the interior walls, floors, and any interior portions of all doors, windows, and
glass, parking areas, landscaping, fixtures, heating, ventilating and air conditioning, including
exterior mechanical equipment. Tenant shall make all repairs, replacements and renewals,
whether ordinary or extraordinary, anticipated or unforeseen,that are necessary to maintain the
Premises in the condition required by this Section, subject to the limitations set forth in Section
7, above. Landlord will be responsible for plumbing and sewage facilities within the building or
under the floor slab including free flow up to the main sewer line, utility facilities, exterior utility
facilities, and exterior electrical equipment serving the Premises.
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9.b. Removal of Snow/Floodwater/Mud: Tenant shall be responsible for removal from
the Premises, all snow and/or floodwaters or mud deposited, with the disposition thereof to be
accomplished in such a manner so as to not interfere with or increase the maintenance activities
of Landlord upon the public areas of the Airport.
9.c. Maintenance, Repair and Marking of Pavement: Tenant shall be responsible for, and
shall perform, the maintenance, repair and marking (painting) of pavement surrounding the
buildings within and on the Premises. Such maintenance and repair shall include, as a minimum,
crack filling, weed control, slurry seal and the replacement of unserviceable concrete or asphalt
pavements, as necessary. To the degree the concrete and asphalt pavements are brought to FAA
standards at any time during the Term of this Lease, Tenant shall maintain the concrete and
asphalt pavements in such condition.
9.d. Right of Inspection: Tenant will allow Landlord or Landlord's agent, free access at all
reasonable times to the Premises for the purpose of inspection, or for making repairs, additions
or alterations to the Premises, or any property owned by or under the control of Landlord.
Landlord shall provide ten (10) days' advance notice of any such inspection and use reasonable
efforts not to interfere with Tenant's use of the Premises during any such inspection.
9.e. Landlord May Perform Maintenance: If Tenant fails to perform Tenant's obligations
under this section, Landlord may at its option (but shall not be required to) enter the Premises,
after thirty (30) days' prior written notice to Tenant, except in the event of an emergency when
no notice shall be required, and put the same in good order, condition and repair, and the cost
thereof together with interest thereon at the rate of twelve (12%) percent per annum shall
become due and payable as additional rental to Landlord together with Tenant's next installment
of Rent.
10. ALTERATIONS:
10.a. Protection from Liens: Before commencing any work relating to alterations,
additions and improvements affecting the Premises ("Work"), Tenant shall notify Landlord in
writing of the expected date of commencement of the Work. Tenant shall pay, or cause to be
paid, all costs of labor, services and/or materials supplied in connection with any Work. Tenant
shall keep the Premises free and clear of all mechanics' materialmen's liens or any other liens
resulting from any Work. Tenant shall have the right to contest the correctness or validity of any
such lien if, immediately on demand by Landlord, it procures and records a lien release bond
issued by a responsible corporate surety in an amount sufficient to satisfy statutory requirements
therefor in the State of Washington. Tenant shall promptly pay or cause to be paid all sums
awarded to the claimant on its suit, and, in any event, before any execution is issued with respect
to any judgment obtained by the claimant in it suit or before such judgment becomes a lien on
the Premises, whichever is earlier. If Tenant shall be in default under this Section, by failing to
provide security for or satisfaction of any mechanic's or other liens, then Landlord may, at its
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option, and after written notice and opportunity to cure is given to Tenant, in addition to any
other rights or remedies it may have, discharge said lien by (i) paying the claimant an amount
sufficient to settle and discharge the claim, (ii) procuring and recording a lien release bond, or
(iii) taking such other action as Landlord shall deem necessary or advisable, and, in any such
event,Tenant shall pay as Additional Rent, on Landlord's demand, all reasonable costs (including
reasonable attorney fees) incurred by Landlord in settling and discharging such lien together with
interest thereon at the rate of twelve(12%) percent per year from the date of Landlord's payment
of said costs. Landlord's payment of such costs shall not waive any default of Tenant under this
Section.
10.b. Bond: At any time Tenant either desires to or is required to make any repairs,
alterations, additions, improvements or utility installation thereon, or otherwise, Landlord may
at its sole option require Tenant, at Tenant's sole cost and expense, to obtain and provide to
Landlord a lien and completion bond in an amount equal to one and one-half (1-1/2) times the
estimated cost of such improvements, to insure Landlord against liability for mechanics and
materialmen's liens and to insure completion of the work.
10.c. Landlord May Make Improvements: Tenant agrees that Landlord may, at its option
and at its expense, make repairs, alterations or improvements which Landlord may deem
necessary or advisable for the preservation, safety or improvement of utilities or Airport
infrastructure on the Premises, if any. Landlord shall provide ten (10) days' advance notice of
any such work and use reasonable efforts to not interfere with Tenant's use of the Premises
during any such work.
11. IMPROVEMENTS: As further consideration for this Lease, it is agreed that upon the
expiration or termination of the Term, all structures and any and all improvements of any
character whatsoever installed on the Premises (except for any fuel tanks and related structures
owned by Tenant) shall be and become the property of the Landlord, and title thereto shall
automatically pass to Landlord at such time, and none of such improvements now or hereafter
placed on the Premises shall be removed therefrom at any time without Landlord's prior written
consent. During the Term, Tenant shall hold title to all improvements placed by Tenant on the
Premises. Tenant covenants and agrees that Tenant will pay and satisfy in full all outstanding
liens, or other debts, affecting or encumbering such improvements before transfer of ownership
of such improvements to Landlord upon the expiration or termination of the Term. Alternatively,
Landlord may, at its option, require Tenant, concurrently with the expiration or termination of
the Term,to remove any and all improvements and structures installed by Tenant, and repair any
damage caused thereby, at Tenant's expense.
12. EXEMPTION OF LANDLORD FROM LIABILITY. Landlord or Landlord's agents shall not
be liable for injury to persons or to Tenant's business or loss of income therefrom or for damage
which may be sustained by the person, goods, wares, merchandise or property of Tenant, its
Authorized Representatives, or any other person in or about the Premises, caused by or resulting
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from (a) fire, electricity, gas, water or rain which may leak or flow from or into any part of the
Premises, (b) any defect in or the maintenance or use of the Premises, or any improvements,
fixtures and appurtenances thereon, (c) the Premises or any improvements, fixtures and
appurtenances thereon becoming out of repair, (d) the breakage, leakage, obstruction or other
defects of the pipes, sprinklers, wires, appliances, plumbing, heating, ventilating or air
conditioning or lighting fixtures of the Premises, (e) flooding of the Cedar River or other body of
water, or from any other source whatsoever, whether within or without the Premises; or (f) any
act or omission of any other tenant or occupant of the building in which the Premises are located,
or their agents, servants, employees, or invitees, provided, that the foregoing exemption shall
not apply to losses to the extent caused by Landlord's or its agents', contractors', or employees'
negligence or willful misconduct.
13. INDEMNITY AND HOLD HARMLESS: Tenant shall defend, indemnify and hold harmless
Landlord against any and all claims arising from (a) the Tenant's (or any of its agents',
contractors', patrons', customers', employees', invitees', and or subtenants') conduct and
management of or from any work or thing whatsoever done in or about the Premises or the
improvements or equipment thereon during the Term, or (b) any act or negligence or willful
misconduct of the Tenant or any of its agents, contractors, patrons, customers, employees,
invitees, or subtenants, or (c) any accident, injury, or damage whatsoever, however caused, to
any person or persons, or to the property of any person, persons, corporation or other entity
occurring during the Term in,on, or about the Premises, and from and against all costs, attorney's
fees, expenses, and liabilities incurred in or from any such claims or any action or proceeding
brought against the Landlord by reason of any such claim, except to the extent caused by the sole
negligence of Landlord, its agents, contractors, employees, or its Authorized Representatives.
Notwithstanding the foregoing,Tenant's indemnity shall not apply to claims arising from aviation
activities of its patrons, customers, subtenants, or invitees. Tenant, on notice from Landlord,
shall resist or defend such action or proceeding forthwith with counsel reasonably satisfactory
to, and approved by, Landlord. Landlord shall indemnify, defend, and hold Tenant harmless from
and against any and all claims, losses, damages, costs, attorney's fees, expenses, and liabilities
arising from the negligence or willful misconduct of Landlord or any of its or Authorized
Representatives. On notice from Tenant, Landlord, at Landlord's expense, shall defend any such
action or proceeding forthwith. The indemnity in this Section shall not apply to Hazardous
Substances, which is addressed elsewhere in this Lease.
14. ASSIGNMENT& SUBLETTING:
14.a. Assignment/Subletting: Tenant shall not voluntarily assign or encumber its interest
in this Lease or in the Premises, or sublease any part or all of the Premises, without Landlord's
prior written consent, which consent shall not be unreasonably withheld, conditioned, or
delayed. Any assignment, encumbrance or sublease, whether by operation of law or otherwise,
without Landlord's consent shall be void and shall constitute a default by Tenant under this Lease.
No consent to any assignment or sublease shall constitute a waiver of the provisions of this
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Section and no other or subsequent assignment or sublease shall be made without Landlord's
prior written consent. Before an assignment or sublease will be approved,the proposed assignee
or subtenant must comply with provisions of the then current Airport Leasing Policies, including,
but not limited to the "Analysis of Tenant's Financial Capacity," independent of Tenant's
compliance or Financial Capacity. Consent shall not be unreasonably withheld, conditioned, or
delayed.
In the case of an assignment of the full leasehold interest and/or complete sale of the stock or
other interests in the entity constituting Tenant and concomitant transfer of ownership of said
entity, (a) in the case of an assignment,the proposed assignee shall deliver to Landlord a written
instrument duly executed by the proposed assignee stating that it has examined this Lease and
agrees to assume, be bound by and perform all of Tenant's obligations under this Lease accruing
after the date of such assignment, to the same extent as if it were the original Tenant, and (b) in
the case of a stock transfer, Transferee shall deliver a written acknowledgment that it shall
continue to be bound by all the provisions of this Lease after the transfer. Except in the case of
an assignment of the full leasehold interest, any assignment permitted herein will not relieve
Tenant of its duty to perform all the obligations set out in this Lease or addenda hereto. In no
event will the assignment of the full leasehold interest or the complete sale of the stock or other
interests in the entity constituting Tenant and concomitant transfer of ownership of said entity
cause an extension of the Term of this Lease.
14.b. Conditions to Assignment or Sublease: Tenant agrees that any instrument by which
Tenant assigns or sublets all or any portion of the Premises shall (i) incorporate this Lease by
reference, (ii) expressly provide that the assignee or subtenant may not further assign or sublet
the assigned or sublet space without Landlord's prior written consent (which consent shall not,
subject to Landlord's rights under this Section, be unreasonably withheld, conditioned, or
delayed), (iii) acknowledge that the assignee or subtenant will not violate the provisions of this
Lease, and (iv) in the case of any assignment, acknowledge that Landlord may enforce the
provisions of this Lease directly against such assignee. If this Lease is assigned, whether or not in
violation of the terms and provisions of this Lease, Landlord may collect Rent from the assignee.
Acceptance of Rent by the Landlord shall not be a waiver of any of Landlord's remedies against
Tenant for violation of provisions of this Lease. A subtenant may cure Tenant's default. In either
event, Landlord shall apply the amount collected from the assignee or subtenant to Tenant's
obligation to pay Rent under this Lease.
14.c. No Release of Tenant's Liability: Neither an assignment or subletting nor the
collection of Rent by Landlord from any Person other than Tenant, nor the application of any such
Rent as provided in this Section shall be deemed a waiver of any of the provisions of this Section
or release Tenant from its obligation to comply with the terms and provisions of this Lease and
Tenant shall remain fully and primarily liable for all of Tenant's obligations under this Lease,
including the obligation to pay Rent under this Lease, unless Landlord otherwise agrees in writing.
Notwithstanding the foregoing, in the event that Landlord's consent to assignment is obtained
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for a complete assignment and Assignee agrees in writing to assume all of the obligations and
liabilities of this Lease accruing after such assignment, Tenant shall be relieved of all liability
arising from this Lease and arising out of any act, occurrence or omission occurring after
Landlord's consent is obtained. To the extent that any claim for which indemnification of the
Landlord (including with respect to Hazardous Substances) arises after Tenant's complete
assignment for conduct predating said assignment,the Tenant shall not be relieved of obligations
or liability arising from this Lease.
14.d. Documentation: No permitted subletting by Tenant shall be effective until there
has been delivered to Landlord a copy of the sublease and an executed Operating Permit and
Agreement in which the subtenant agrees not to violate and to act in conformity with the terms
and provisions of this Lease; provided that no Operating Permit shall be required for the
subletting of hangar or tie-down space for aircraft storage purposes. No permitted assignment
shall be effective unless and until there has been delivered to Landlord a counterpart of the
assignment in which the assignee assumes all of Tenant's obligations under this Lease arising on
or after the date of the assignment.
14.e. No Merger: Without limiting any of the provisions of this Section, if Tenant has
entered into any subleases of any portion of the Premises, the voluntary or other surrender of
this Lease by Tenant, or a mutual cancellation by Landlord and Tenant, shall not work a merger
and shall terminate all or any existing subleases or subtenancies.
15. DEFAULT AND REMEDIES:
15.a. Default: The occurrence of any of the following shall constitute a default by Tenant
under this Lease:
15.a.(1). Failure to Pay Rent: Failure to pay Rent when due, if the failure continues for a
period of three (3) business days after notice of such default has been given by Landlord to
Tenant.
15.a.(2). Failure to Comply with Airport Regulations and Minimum Standards: Failure to
comply with the Airport Regulations and Minimum Standards, if the failure continues for a period
of twenty-four(24) hours after notice of such default is given by Landlord to Tenant. If the failure
to comply cannot reasonably be cured within twenty-four(24) hours, then Tenant shall not be in
default under this Lease if Tenant commences to cure the failure to comply within twenty-four
(24) hours and diligently and in good faith continues to cure the failure to comply. However, said
inability to cure within twenty-four (24) hours, diligence and good faith notwithstanding, cannot
be based on financial incapacity.
15.a.(3). Failure to Perform or Cure: Failure to perform any other provision of this Lease,
if the failure to perform is not cured within thirty (30) days after notice of such default has been
given by Landlord to Tenant. If the default cannot reasonably be cured within thirty (30) days,
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then Tenant shall not be in default under this Lease if Tenant commences to cure the default
within thirty (30) days of the Landlord's notice and diligently and in good faith continues to cure
the default.
15.a.(4). Appointment of Trustee or Receiver: The appointment of a trustee or receiver
to take possession of substantially all of the Tenant's assets located at the Premises or of Tenant's
interest in this Lease, where possession is not restored to Tenant within sixty (60) days; or the
attachment, execution or other judicial seizure of substantially all of Tenant's assets located at
the Premises or of Tenant's interest in this Lease, where such seizure is not discharged within
sixty (60) days.
15.a.(5). Failure to Comply With Laws: It shall be a default of this Lease if the Tenant fails
to comply with any of the statutes, ordinances, rules, orders, regulations, and requirements of
the federal, state, and/or city governments, or any terms of this Lease.
15.b. Additional Security: If Tenant is in default under this Lease, and such default
remains uncured for more than three (3) business days after Landlord gives Tenant notice of such
default, then Landlord, at Landlord's option, may in addition to other remedies, require Tenant
to provide adequate assurance of future performance of all of Tenant's obligations under this
Lease in the form of a deposit in escrow, a guarantee by a third party acceptable to Landlord, a
surety bond, a letter of credit or other security acceptable to, and approved by, Landlord. If
Tenant fails to provide such adequate assurance within twenty (20) days of receipt of a request
by Landlord for such adequate assurance, such failure shall constitute a material breach of this
Lease and Landlord may, at its option, terminate this Lease.
15.c. Remedies: If Tenant commits a default, then following the expiration of the notice
and cure periods set forth in Section 15.a. above, Landlord shall have the following alternative
remedies, which are in addition to any remedies now or later allowed by law, and Landlord shall
use reasonable efforts to mitigate its damages:
15.c.(1). Maintain Lease in Force: To maintain this Lease in full force and effect and
recover the Rent and other monetary charges as they become due,without terminating Tenant's
right to possession, irrespective of whether Tenant shall have abandoned the Premises. If
Landlord elects to not terminate the Lease, Landlord shall have the right to attempt to re-let the
Premises at such rent and upon such conditions and for such a term, and to perform all acts
necessary to maintain or preserve the Premises as Landlord deems reasonable and necessary,
without being deemed to have elected to terminate the Lease, including removal of all persons
and property from the Premises; such property may be removed and stored in a public
warehouse or elsewhere at the cost of and on the account of Tenant. In the event any such
re-letting occurs,this Lease shall terminate automatically upon the new Tenant taking possession
of the Premises. Notwithstanding that Landlord fails to elect to terminate the Lease initially,
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Landlord at any time during the Term may elect to terminate this Lease by virtue of such previous
default of Tenant so long as Tenant remains in default under this Lease.
15.c.(2). Terminate Lease: To terminate Tenant's right to possession by any lawful
means, in which case this Lease shall terminate and Tenant shall immediately surrender
possession of the Premises to Landlord. In such event Landlord shall be entitled to recover from
Tenant the following damages incurred by Landlord by reason of Tenant's default: (i) any and all
unpaid Rent which had been earned at the time of such termination; plus (ii) any and all Rent
which would have been earned after termination until the earlier of the re-letting of the Premises
or December 31, 2022; and (iii) the reasonable costs incurred by Landlord in (A) retaking
possession of the Premises, including reasonable attorney fees therefor, (B) maintaining or
preserving the Premises after such default until the earlier of the re-letting of the Premises or
December 31, 2022, and (C)taking any other actions necessary to re-let the Premises for a short-
term lease. The amounts referenced in this Section include interest at 12% per annum.
16. BINDING AGREEMENT: Subject to the restriction upon assignment or subletting as
set forth herein, all of the terms, conditions, and provisions of this Lease shall be binding upon
the Parties,their successors and assigns, and if the Tenant is a natural person, his or her personal
representative and heirs.
17. CONDEMNATION: If the whole or any substantial part of the Premises shall be
condemned or taken by Landlord or any county, state, or federal authority for any purpose,then
the Term shall cease as to the part so taken from the day the possession of that part shall be
required for any purpose, and the Rent shall be paid up to that date. From that day the Tenant
shall have the right to either cancel this Lease and declare the same null and void, or to continue
in the possession of the remainder of the same under the terms herein provided, except that the
Rent shall be reduced in proportion to the amount of the Premises taken for such public
purposes. All damages awarded for such taking for any public purpose shall belong to and be the
property of the Landlord, whether such damage shall be awarded as compensation for the
diminution in value to the leasehold, or to the fee of the Premises herein leased. Damages
awarded for the taking of Tenant's improvements located on the Premises shall belong to and be
awarded to Tenant.
18. SURRENDER OF PREMISES: Tenant shall quit and surrender the Premises at the
expiration or termination of the Term in a condition as good as the reasonable use thereof would
permit, normal wear and tear excepted. Alterations, additions or improvements which may be
made by either of the Parties on the Premises, except movable office furniture or trade fixtures
put in at the expense of Tenant,shall be and remain the property of the Landlord and shall remain
on and be surrendered with the Premises as a part thereof at the expiration or termination of
the Term without hindrance, molestation,or injury.Tenant shall remove from the Premises, upon
request of the Landlord, movable office furniture or trade fixtures put in at the expense of
Tenant. Tenant shall, at its sole expense, properly and promptly repair to Landlord's reasonable
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satisfaction any damage to the Premises occasioned by Tenant's use thereof, or by the removal
of Tenant's movable office furniture or trade fixtures and equipment, which repair shall include
the patching and filling of holes and repair of structural damage.
19. INSURANCE:
19.a. Personal Property: Tenant, at its expense, shall maintain in force during the Term
a policy of special form—causes of loss or all risk property insurance on all of Tenant's alterations,
improvements,trade fixtures,furniture and other personal property in,on or about the Premises,
in an amount equal to at least their full replacement cost. Any proceeds of any such policy
available to Tenant shall be used by Tenant for the restoration of Tenant's alterations,
improvements and trade fixtures and the replacement of Tenant's furniture and other personal
property. Any portion of such proceeds not used for such restoration shall belong to Tenant.
19.b. Liability Insurance. Tenant, at its expense, shall maintain in force during the Term
the following types of insurance (or equivalents): a policy of commercial general liability
insurance (including premises liability), with the following limits: $1,000,000 per occurrence,
$2,000,000 annual aggregate. Landlord shall be named as an additional insured on Tenant's
liability insurance solely with respect to the operations of the named insured (i.e., Tenant) and
that coverage being primary and non-contributory with any other policy(ies) carried by, or
available to,the Landlord. The Tenant shall provide the Landlord with written notice of any policy
cancellation, within two business days of their receipt of such notice.
19.c. Insurance Policies: Insurance required hereunder shall be written by a company or
companies acceptable to Landlord. Landlord reserves the right to establish and, from time-to-
time,to increase minimum insurance coverage amounts. Insurance required herein shall provide
coverage on an occurrence basis, not a claims-made basis. Notice of increased minimum
insurance coverage amounts shall be sent to the Tenant at least ninety (90) days prior to the
annual renewal date of the Tenant's insurance. Prior to possession the Tenant shall deliver to
Landlord documents, in a form acceptable to Landlord, evidencing the existence and amounts of
such insurance. Tenant shall, prior to the expiration of such policies, furnish Landlord with
evidence of renewal of such insurance, in a form acceptable to Landlord. Tenant shall not do or
permit to be done anything which shall invalidate the insurance policies referred to above.
Tenant shall forthwith, upon Landlord's demand, reimburse Landlord for any additional
premiums for insurance carried by Landlord attributable to any act or omission or operation of
Tenant causing such increase in the cost of insurance. If Tenant shall fail to procure and maintain
such insurance,then Landlord may, but shall not be required to, procure and maintain the same,
and Tenant shall promptly reimburse Landlord for the premiums and other costs paid or incurred
by Landlord to procure and maintain such insurance. Failure on the part of the Tenant to
maintain the insurance as required shall constitute a material breach of the Lease, upon which
the Landlord may, after giving five business days notice to the Tenant to correct the breach,
terminate the Lease or, at its discretion, procure or renew such insurance and pay any and all
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premiums in connection therewith, with any sums so expended to be repaid to the Landlord on
demand.
19.d. Waiver of Subrogation: Tenant and Landlord each waives any and all rights of
recovery against the other, or against the officers, employees, agents and representatives of the
other, for loss of or damage to such waiving Party or its property or the property of others under
its control, where such loss or damage is insured against under any insurance policy in force at
the time of such loss or damage. Tenant shall, upon obtaining the policies of insurance required
hereunder, give notice to the insurance carriers that the foregoing mutual waiver of subrogation
is contained in this Lease.
20. TAXES: Tenant shall be responsible for the payment of any and all taxes and
assessments upon any property or use acquired under this Lease and upon any alterations or
improvement made by Tenant to the Premises.
21. NO WAIVER: It is further covenanted and agreed between the Parties that no
waiver by Landlord of a breach by Tenant of any covenant, agreement, stipulation, or condition
of this Lease shall be construed to be a waiver of any succeeding breach of the same covenant,
agreement, stipulation, or condition, or a breach of any other covenant agreement, stipulation,
or condition. The acceptance by the Landlord of Rent after any breach by the Tenant of any
covenant or condition by Tenant to be performed or observed shall be construed to be payment
for the use and occupation of the Premises and shall not waive any such breach or any right of
forfeiture arising therefrom.
22. NOTICES: All notices or requests required or permitted under this Lease shall be
in writing; shall be personally delivered, delivered by a reputable express delivery service such as
Federal Express or DHL, or sent by certified mail, return receipt requested, postage prepaid, and
shall be deemed delivered on receipt or refusal. All notices or requests to Landlord shall be sent
to Landlord at Landlord's address set forth below and all notices or requests to Tenant shall be
sent to Tenant at Tenant's address set forth below:
Landlord's Address: Airport Administration Office
Attn: Airport Manager
616 West Perimeter Road, Unit A
Renton, Washington 98057
Tenant's Address: Cascadian I, L.L.C.
Attn: Maria Plunket and Gary Young
11624 SE 5th Street, Suite 210
Bellevue, Washington 98005
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Either Party may change the address to which notices shall be sent by written notice to the other
Party.
23. DISCRIMINATION PROHIBITED:
23.a. Discrimination Prohibited: Tenant covenants and agrees not to discriminate
against any person or class of persons by reason of race, color, creed, sex or national origin, or
any other class of person protected by federal or state law or the Renton City Code, in the use of
any of its facilities provided for the public in the Airport. Tenant further agrees to furnish services
on a fair, equal and not unjustly discriminatory basis to all users thereof, and to charge on a fair,
reasonable and not unjustly discriminatory basis for each unit of service; provided that Tenant
may make reasonable and non-discriminatory discounts, rebates, or other similar types of price
reductions to volume purchasers.
23.b. Minority Business Enterprise Policy: It is the policy of the Department of
Transportation that minority business enterprises as defined in 49 C.F.R. Part 23 shall have the
maximum opportunity to participate in the performance of leases as defined in 49 C.F.R. 23.5.
Consequently,this Lease is subject to 49 C.F.R. Part 23, as applicable. No person shall be excluded
from participation in, denied the benefits of or otherwise discriminated against in connection
with the award and performance of any contract, including leases covered by 49 C.F.R. Part 23,
on the grounds of race, color, national origin or sex.
23.c. Application to Subleases: Subject to the provisions of Section 14 of this Lease,
Tenant agrees that it will include the above clause in all assignments of this Lease or subleases,
and cause its assignee(s) and sublessee(s) to similarly include the above clause in further
assignments or subleases of this Lease.
24. FORCE MAJEURE: In the event that either Party shall be delayed or hindered in or
prevented from the performance of any act required hereunder by reason of strikes, lockouts,
labor troubles, inability to procure materials, failure of power, restrictive governmental laws or
regulations, riots, insurrections, war, or other reason of like nature not the fault of the Party
delayed in performing work or doing acts required under the terms of this Lease, then
performance of such act shall be extended for a period equivalent to the period of such delay.
The provisions of this Section shall not, however, operate to excuse Tenant from the prompt
payment of rent,or any other payment required by the terms of this Lease,to be made by Tenant.
25. TRANSFER OF PREMISES BY LANDLORD: In the event of any sale, conveyance,
transfer or assignment by Landlord of its interest in the Premises, Landlord shall be relieved of
all liability arising from this Lease and arising out of any act, occurrence or omission occurring
after the consummation of such sale, conveyance, transfer or assignment, provided that the
Landlord's transferee shall have assumed and agreed to carry out all of the obligations of the
Landlord under this Lease.
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26. ATTORNEYS' FEES AND COSTS; COLLECTION COSTS: If either Party brings any
action for relief against the other Party, declaratory or otherwise, arising out of this Lease,
including any action by Landlord for the recovery of Rent or possession of the Premises, the
prevailing Party shall be entitled to reasonable attorneys' fees and costs of litigation as
established by the court. If the matter is not litigated or resolved through a lawsuit, then any
attorneys' fees for collection of past-due rent or enforcement of any right of Landlord or duty of
Tenant hereunder shall entitle Landlord to recover, in addition to any late payment charge, any
costs of collection or enforcement, including reasonable attorney's fees. For the purpose of this
Section26, attorney's fees shall include a reasonable rate for attorney's employed by the City.
27. EMERGENCY RESPONSE: Tenant must provide to the Airport Manager reasonable
access and response in times of emergency or urgency. The Tenant is wholly responsible to keep
an up-to-date listing of aircraft types, identification, and owners on file and at the Airport
Manager's office.
28. HOLDING OVER. If, without execution of any extension or renewal,Tenant should
remain in possession of the Premises after expiration or termination of the Term, then Tenant
shall be deemed to be occupying the Premises as a tenant from month to month. All the
conditions, terms, and provisions of this Lease, insofar as applicable to a month-to-month
tenancy, shall likewise be applicable during such period.
29. DEFINITIONS: As used in this Lease, the following words and phrases, shall have
the following meanings:
"Additional Rent" means any charges or monetary sums to be paid by Tenant to Landlord
under the provisions of this Lease other than Monthly Rent.
"Authorized Representative" means any officer, agent, employee, independent
contractor or invitee of either Party.
"Environmental Laws and Requirements" means any and all federal, state, local laws,
statutes, ordinances, rules, regulations and/or common law relating to environmental
protection, contamination, the release, generation, production, transport, treatment,
processing, use, disposal, or storage of Hazardous Substances, worker health or safety or
industrial hygiene, and the regulations promulgated by regulatory agencies pursuant to these
laws, and any applicable federal, state, and/or local regulatory agency-initiated orders,
requirements, obligations, directives, notices, approvals, licenses, or permits.
"Hazardous Substances" means any and all material, waste, chemical, compound,
substance, mixture or byproduct that is identified, defined, designated, listed, restricted or
otherwise regulated under any Environmental Laws and Requirements as a "hazardous
constituent," "hazardous substance," "hazardous material," "extremely hazardous material,"
"hazardous waste," "acutely hazardous waste," "hazardous waste constituent," "infectious
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City of Renton to Cascadian I, L.L.C. (Airport Parcel 250)
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waste," "medical waste," "biohazardous waste," "extremely hazardous waste," "pollutant,"
"toxic pollutant" or "contaminant." The term "Hazardous Substances" includes, without
limitation, any material or substance which is (i) hexavalent chromium; (ii) pentachlorophenol;
(iii) volatile organic compounds; (iv) petroleum; (v) asbestos; (vi) designated as a "hazardous
substance" pursuant to Section 311 of the Federal Water Pollution Control Act, 33 U.S.C. § 1251
et seq. (33 U.S.C. § 1321); (vii) defined as a "hazardous waste" pursuant to Section 1004 of the
Federal Resource Conservation and Recovery Act, 42 U.S.C. § 6901 et seq. (42 U.S.C. § 6903); (viii)
defined as a "hazardous substance" pursuant to Section 101 of the Comprehensive
Environmental Response, Compensation and Liability Act of 1980, as amended, 42 U.S.C. § 9601
et seq. (42 U.S.C. § 9601); or (ix) designated as a "hazardous substance" pursuant to the
Washington Model Toxics Control Act, RCW 70.105D.010 et seq.
"Parties" means Landlord and Tenant. "Party" means Landlord or Tenant, as indicated by
context.
"Person" means one or more human beings, or legal entities or other artificial persons,
including without limitation, partnerships, corporations, trusts, estates, associations and any
combination of human beings and legal entities.
"Rent" means Monthly Rent, both as established as a minimum amount and as adjusted
from time to time under this Lease, and Additional Rent.
30. GENERAL PROVISIONS:
30.a. Entire Agreement: This Lease sets forth the entire agreement of the parties as to
the subject matter hereof and supersedes all prior discussions and understandings between
them. This Lease may not be amended or rescinded in any manner except by an instrument in
writing signed by a duly authorized officer or representative of each Party.
30.b. Governing Law: This Lease shall be governed by, and construed and enforced in
accordance with, the laws of the State of Washington.
30.c. Severability: Should any of the provisions of this Lease be found to be invalid,
illegal or unenforceable by any court of competent jurisdiction, such provision shall be stricken
and the remainder of this Lease shall nonetheless remain in full force and effect unless striking
such provision shall materially alter the intention of the parties.
30.d. Jurisdiction and Venue: In the event any action is brought to enforce any of the
provisions of this Lease, the parties agree to be subject to exclusive in personam jurisdiction in
the Superior Court of the State of Washington in and for the County of King or in the United
States District Court for the Western District of Washington.
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City of Renton to Cascadian I, L.L.C. (Airport Parcel 250)
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30.e. Waiver: No waiver of any right under this Lease shall be effective unless contained
in a writing signed by a duly authorized officer or representative of the Party sought to be charged
with the waiver and no waiver of any right arising from any breach or failure to perform shall be
deemed to be a waiver of any future right or of any other right arising under this Lease.
30.f. Captions: Section captions contained in this Lease are included for convenience
only and form no part of the agreement between the parties.
30.g. Assignee as Tenant: The term "Tenant" shall be deemed to include the assignee
where there is a full assignment of the Lease.
30.h. Effectiveness: This Lease shall not be binding or effective until properly executed
and delivered by Landlord and Tenant.
30.i. Gender and Number: As used in this Lease, the masculine shall include the
feminine and neuter, the feminine shall include the masculine and neuter, the neuter shall
include the masculine and feminine, the singular shall include the plural and the plural shall
include the singular, as the context may require.
30.j. Time of the Essence: Time is of the essence in the performance of all covenants
and conditions in this Lease for which time is a factor.
30.k. Joint and Several Liability: If Tenant is composed of more than one Person, then
the obligations of all such Persons under this Lease shall be joint and several.
30.1. No Recordation Without Consent of Landlord: Tenant shall not record this Lease
or any memorandum of this Lease without Landlord's prior written consent.
30.m. Cumulative Remedies: No remedy or election hereunder shall be deemed
exclusive, but shall, wherever possible, be cumulative with all other remedies at law or in equity.
30.n. Corporate Authority: If Tenant is a corporation or limited liability company, each
individual executing this Lease on behalf of said corporation or limited liability company
represents and warrants that he is duly authorized to execute and deliver this Lease on behalf of
said corporation or limited liability company pursuant to duly enacted resolutions or other action
of such corporation or limited liability company and that this Lease is binding upon said
corporation or limited liability company in accordance with its terms.
[Signatures follow on next page.]
25
LEASE AGREEMENT
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TENANT: LANDLORD:
CASCADIAN I, L.L.C. THE CITY OF RENTON
a Washington limited liability a Washington municipal
company corporation
By: aC,rb\� 5Vrio, k Armondo Pavone
Its: 1- or.1 + Mayor
Date: t 18)20i0 Date: 14`1'19
Attest:
By
Jason .Set , y Cler
Approved as to legal form:
,`lent' ��%�a'�da+c; .•.
Shane Moloney, City Attorney
e'rf CS
1
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City of Renton to Cascadian I,L.L.C.(Airport Parcel 250)
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TENANT
STATE OF WASHINGTON
:ss.
COUNTY OF )
I certify that I know or have satisfactory evidence that 4i-14 4y k is the
person who appeared before me, and s/ cknowledged that se)signed this instrument, on
oath stated that sit" as authorized to execute the instrument and acknowledged it as the
4 .& r of Cast ,LLC , a LLL , to be the
free and voluntary act of such 1?-crc for the uses and purposes mentioned in the
instrument.
Dated this day ofT ( )n , 20r2_0.
•
•
Signature off Notary]
[Print Name of Notary]
Notary Public in and for the State of
Washington, residing at Rtleneyt1L .
My commission expires: LI I'2a2
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LEASE AGREEMENT
City of Renton to Cascadian I,L.L.C.(Airport Parcel 250)
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LANDLORD
STATE OF WASHINGTON
: ss.
COUNTY OF Ai Al )
I certify that I know or have satisfactory evidence that Armondo Pavone is the person who
appeared before me, and he acknowledged that s/he signed this instrument, on oath stated that
he was authorized to execute the instrument and acknowledged it, as the Mayor of the City of
Renton, a Washington municipal corporation, to be the free and voluntary act of such municipal
corporation for the uses and purposes mentioned in the instrument.
Dated this Ceit4 day of J0.imLit.Y/ , 20J0
4., Weitz
��•�‘`p J %44./ 4 [Signature of No ry]
g o A lt 61 I z Print Name of Notary]
u 1161
%,, Aue\> ,y 3Uotary Public in and for the State of
��r �„6"19 � _=V1/ashington, residing at Kev.4
/
//rr 1 6-10�Wp,S ,.:' My commission expires: (e• tot- ZOZ3 .
1
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EXHIBIT A
Reference Map and Reference Legal Description
[See following.]
•
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LEASE AGREEMENT
City of Renton to Cascadian I, L.L.C. (Airport Parcel 250)
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EXHIBIT B
Lease Map Depiction
.
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tprlrci tc
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EXHIBIT C
Aircraft Laws and Regulations,
RCW 47.68.250: Public Highways and Transportation.
[See following.]
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°' ►�'' \ASI LING-MN SisA I: LI•GISI..Nel RI.
ch I Help
RCWs Title 47>Chapter 47 68>ection 47.68 250
Inside the Legislature
Find Your Legislator 47.68.240 < 47 68.250>•> 47,68.255
* Visiting the Legislature
f* Agendas,Schedules and RCW 47.68.250
Calendars
* Billlnformation Registration of aircraft.
Laws and Agency Rules
* Legislative Committees Everyaircraft shall be registered with the department for each calendar
eg' ep year in which the
* Legislative Agencies aircraft is operated or is based within this state,A fee of fifteen dollars shall be charged for
* Legislative Information each such registration and each annual renewal thereof.
Center
* E-mail Notifications Possession of the appropriate effective federal certificate,permit,rating,or license
(Listserv) relating to ownership and airworthiness of the aircraft,and payment of the excise tax
* Civic Education imposed by Title 82 RCW for the privilege of using the aircraft within this state during the
History of the State year for which the registration is sought,and payment of the registration fee required by this
*
L y ure
of
section shall be the only requisites for registration of an aircraft under this section.
The registration fee imposed by this section shall be payable to and collected by the
Outside the Legislature
11 secretary.The fee for any calendar year must be paid during the month of January,and shall
* Congress-the Other be collected by the secretary at the time of the collection by him or her of the said excise tax.
Washington If the secretary is satisfied that the requirements for registration of the aircraft have been met.
* T W he or she shall thereupon issue to the owner of the aircraft a certificate of registration
* Washington Courts therefor.The secretary shall pay to the state treasurer the registration fees collected under
n9 this section,which registration fees shall be credited to the aeronautics account in the
* OFM Fiscal Note Website transportation fund.
Access + It shall not be necessary for the registrant to provide the secretary with originals or copies
Ai Washington• of federal certificates,permits,ratings,or licenses.The secretary shall issue certificates of
registration,or such other evidences of registration or payment of fees as he or she may
deem proper;and in connection therewith may prescribe requirements for the possession
and exhibition of such certificates or other evidences.
`r'r«.- The provisions of this section shall not apply to:
Mawr*,
\r.N
(1)An aircraft owned by and used exclusively in the service of any government or any
political subdivision thereof,including the government of the United States,any state,
territory,or possession of the United States,or the District of Columbia,which is not engaged
in carrying persons or property for commercial purposes;
(2)An aircraft registered under the laws of a foreign country;
(3)An aircraft which is owned by a nonresident and registered in another state:
PROVIDED,That if said aircraft shall remain in and'or be based in this state for a period of
ninety days or longer it shall not be exempt under this section:
(4)An aircraft engaged principally in commercial flying constituting an act of interstate or
foreign commerce:
(5)An aircraft owned by the commercial manufacturer thereof while being operated for
test or experimental purposes,or for the purpose of training crews for purchasers of the
aircraft:
(6)An aircraft being held for sale,exchange,delivery,test,or demonstration purposes
solely as stock in trade of an aircraft dealer licensed under Title 14 RCW;
(7)Art aircraft based within the state that is in an unairworthy condition,is not operated
within the registration period,and has obtained a written exemption issued by the secretary.
The secretary shall be notified within thirty days of any change in ownership of a
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registered aircraft.The notification shall contain the N,NC,NR,NL,or NX number of the
aircraft,the full name and address of the former owner,and the full name and address of the
new owner.For failure to so notify the secretary,the registration of that aircraft may be
canceled by the secretary,subject to reinstatement upon application and payment of a
reinstatement fee of ten dollars by the new owner.
A municipality or port district that owns,operates,or teases an airport,as defined in RCW
475.8.02_0_,with the intent to operate,shall require from an aircraft owner proof of aircraft
registration as a condition of leasing or selling tiedown or hanger space for an aircraft.It is
the responsibility of the lessee or purchaser to register the aircraft.The airport shall work with
the aviation division to assist in its efforts to register aircraft by providing information about
based aircraft on an annual basis as requested by the division.
poo3 c 375§4;1999 c 302§2,1998c 188§1;1995 c 170§3;1993 c 208§7,1987c 220§3:1979c 158§
206,1967 ex.s.c 9§8,1955 c 150§11:1949 c 49§12.1947 c 165§25:Rem,Supp.1949§10964-105.
Formerly RCW.14.114.25_Q,!
Notes:
Effective date—2003 c 375:See note following RCW 41,0,249.
Severability— 1987 c 220:See note following RCW 47 68 230.
Aircraft dealers:Chapter 1420,RCW.
Definition of terms:RCW 14.20,010,47,68.020.
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City of Renton to Cascadian I, L.L.C. (Airport Parcel 250)