HomeMy WebLinkAboutAddendum - 3AMENDMENT NO 3 TO MAPLEWOOD GOLF COURSE CLUBHOUSE
CONSENT TO ASSIGNMENT AND ASSUMPTION OF
LEASE AND CONCESSION AGREEMENT
LAG-20-028
THIS AMENDMENT NO. 3 TO AGREEMENT LAG-20-028, is made this __ day of
2023 (Effective Date) is by and between the City of Renton (City), a
Washington municipal corporation, and Northwest Restaurant Experience, Inc.
(Current Concessionaire -NWRE ) and KISMAT LLC (Assignee Concessionaire -
KISMAT) an LLC, collectively in this Agreement as the "Parties."
WHEREAS, the City engaged the services of Concessionaire under LAG-20-028
dated November 23, 2020 that replaced LAG-15-002 dated March 20, 2015 to
provide concession services to the Golf Course Clubhouse and entered into
Amendment No 1 dated March 1, 2021, Amendment No 2 dated February 18, 2022
collectively the (Agreement); and
WHEREAS, NWRE wishes to sell and assign the Agreement LAG-20-028 and
amendments to KISMAT LLC and requires the City's consent per Section BB
ASSIGNMENT OF AGREEMENT;
NOW THEREFORE, it is mutually agreed upon by the Parties that LAG-20-028 is
amended as follows:
1.CITY'S CONSENT TO ASSIGNMENT OF AGREEMENT
A. Per Section BB of the Agreement, the City has reviewed the
qualifications of KISMAT LLC and the City consents to the assignment
and transfer of the Agreement MAPLEWOOD GOLF COURSE
CLUBHOUSE LEASE AND CONCESSION AGREEMENT LAG-20-028
subject to the terms and conditions of the Agreement and this
amendment by NWRE to KISMAT LLC and fully assumes all of NWRE
rights, duties, obligations and responsibilities under the Agreement,
including responsibility for obligations through (or up to} the effective
date of the assignment.
B.For the avoidance of doubt, in the event the assignment and transfer
between NWRE and KISMAT LLC, mentioned above, does not close,
this Amendment NO 3 shall be null and void.
C.This Consent is not intended to relieve NWRE from any rights or
obligations under the Agreement that accrue or apply prior to the
effective date of the Assignment and/or any obligations of NWRE that
LAG-20-028 Amendment No 3 Page 1 of 8
LAG-20-028, Adden #3-23
26th
January
2.
are not assigned to KISMAT LLC pursuant to the Assignment, and the
NWRE / KISMAT purchase and sale agreement or any other terms
agreed to by NWRE and KISMAT LLC.
D.Binding Effect.
This Consent shall not be effective, and the Assignment shall not be
valid or binding on the City unless and until a fully-executed copy of
the assignment and a copy of the fully executed sale documentation
evidencing the conveyance of the business from Seller NWRE to Buyer
KISMAT LLC are delivered to the City.
Personal Guarantee and Working Capital
Per Section BB of the Agreement the City requires minimum personal guaranty and
working capital provisions from KISMAT LLC to fulfill its obligation under this
Agreement and maintain sufficient liquidity for the ongoing operation, as follows:
A.Personal Guarantee:
8.
The City establishes a Minimum Personal Guarantee at an amount of
two hundred thousand dollars and no cents ($200,000.00).
The Parties may agree that upon completion of 3 years that the
Personal Guarantee will be reviewed annually by both the City and
Concessionaire for adjustments.
Personal Guarantees are made by
Sandeep Dhillon
And
Maninder Dahb
And
Atinder Dahb
Working Capital:
The City established a Minimum Working Capital in the form of cash
or cash equivalent in the amount not less than seventy-five thousand
dollars and no cents ($75,000.00) by the effective date of the
Agreement.
3.All terms of the Agreement not explicitly modified herein shall remain in full
force and effect and such terms shall apply to this Amendment as if fully set forth
herein.
LAG-20-028 Amendment No 3 Page 2 of 8
IN WITNESS WHEREOF, the Parties have voluntarily entered into this Amendment as of the effective date above.
CITY OF RENTON
By: __________ _ Armondo Pavone, Mayor Date: ___________ _
Attest
Jason Seth, City Clerk
Approved as to form
Shane Moloney Renton City Attorney
clb (584 folder 5) Amend 3 1-10-23
LAG-20-028 Amendment No 3 Page 3 of8
CONCESSIONAIRE NWRE
CONCESSIONAIRE -KISMAT LLC
By:�_,__��---'--,-;.....-�.....:,..:;_�-Sandeep Dhil n -KISMAT LLC
b-KISMAT LLC
Date: ___ 1_/ ___ 1_1_! ___ J_i'_'J_·2. ____ _
By:�A -............�--=-"---Atinder Dahb - KISMAT LLC Date: _____ O_l -_{ >_-----';)J>'---2_] ___ _
(approved by Cheryl Beyer via email on 1/17/2023)
01/26/2023
LAG-20-028 Amendment No 3 Page 4 of 8
The following individuals signing this Agreement
hereby agree to, jointly and severally as applicable,
personally guarantee the payment and collection of
all fees and costs payable under this Agreement , on
behalf of KISMAT LLC:
, I
J"iv0Cu..
2o 2-.$
Atinder Dahb
Date: ----------
.· ,._. :1le,
•1:. ,n of
�, on
KISMAT LLC {3)
STATE OF _._tv_lJ __ _
COUNTY OF /LIIV(j
Notary Pages
} ss.
}
I certify that I know or have satisfactory evidence that J.. /1}-N I 1'J r) E R.
______________ is the person / people who appeared before me, and said person
acknowledged that he/she signed this instrument, on oath stated that he/she was authorized to execute the
instrument and acknowledged it as the l)y\ ..tl\'V1b{A..: of KISMAT LLC, to be the free and
voluntary act of such party for the uses and purposes mentioned in the instrument.
STATE OF __ 2,J_f1 __ _
COUNTY OF ,"=1.A/k) } ss.
}
Dated: ----=(;}"------'-10,__/_1,__/ _,,.3 __ _,, 2023.
�# (Name)
NOTARY PUBLIC in and for the State of 1/ A---"---�
residing at �,} 1My commission expires c:> / -z� -2v ;)__ '1
I certify that I know or have satisfactory evidence that J1 Tl,//[)£ /( Dfl \:-\ �______________ is the person / people who appeared before me, and said person
acknowledged that he/she signed this instrument, on oath stated that he/she was authorized to execute the
instrument and acknowledged it as the M.,.(./)v\b.G, ;_ of KISMAT LLC, to be the free and
voluntary act of such party for the uses and purposes mentioned in the instrument.
LAG-20-028 Amendment No 3 Page 5 of8
Dated: _C>_( __ , _f ...... 3� __ _,, 2023.
(/ (Name)
NOTARY PUBLIC in and for the .sitate of � A
residing at /4eM /, t-1/-T,,..,-(;;; My commission expires e :J � ,,,,-� g)____"'
'H(· .
STATE OF _W _______ f] __ _
COUNTY OF /tt::-f/\(C, ) ss.)
I certify that I know or have satisfactory evidence that 5 ltN D E £ e pH/ L l Q ly is the person / people who appeared before me, and said person acknowledged that he/she signed this instrument, on oath stated that he/she was authorized to execute the instrument and acknowledged it as the (h1 ,R/hA lJ:L_, of KISM�T LLC, to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument.
Northwest Restaurant Experience (1)
STATE OF �h"Ms3t-Yl
COUNTY OF JL.�a,. ) ss. )
Dated: __ C,._.!_,_/4_1_�.........._ __ __,. 2023.
(Name] NOTARY PUBLIC in and for the State of 1.-v-/; , residing at � / My commission expires O ') -� .-'2--D �
I certify that I know or have satisfactory evidence that :s;nvt � S is the person who appeared before me, and said person acknowledged that he/she signed this instrument, on oath stated thathe/she was authorized to execute the instrument and acknowledged it as the pt-a1 11 Jrc...t-of NORTHWEST RESTAURANT EXPERIENCE, INC., to be the free and voluntary act of such party for the usesand purposes mentioned in the instrument.
LAG-20-028 Amendment No 3 Page 6 of 8
Dated: __ 0_1 ..... /_1 _.J. __ __,, 2023.
>"'f� lName) NOTARY PUBLIC in and for the State of W .......... A--'------'residing at 9',u,� My commission expires 01,1 1 ... �o)..4-
STATE OF _ _;,_W....;;........:t1-'----_
) ss.
COUNTY OF }<) A/Gp )
1 certify that I know or have satisfactory evidence that S IJN DE!? f ,�6 fJ t<-bld \ l, l O pJ is the person/ people who appeared before me, and said person(s) signed this
instrument and acknowledged it to be their free and voluntary act for the uses and purposes mentioned in
the instrument.
STATEOF l,J(\ -----------) ss.
)
Dated: o;/;7 ,20�
H�r&c (Name)
NOTARY PUBLIC in and for the State of 211 If residing at �f?Nr
My commission expires (9 J -2.--D r-2-D &)__ l(
COUNTY OF Kl 1\/Gj
I certify that I know or have satisfactory evidence that A 1') fl DC f<-5 I/'( �[)j
't) A J::\ \3 is the person/ people who appeared before me, and said person(s) signed this
instrument and acknowledged it to be their free and voluntary act for the uses and purposes mentioned in
the instrument.
LAG-20-028 Amendment No 3 Page 8 of 8
Dated:_& __ / /�! _____ 7_/_�, 20�I I
LNarn}i)
NOTARY PUBLIC in and for the State of _'/4/ _ _..;./r _ _,
residing at �,/-
My commission expires <2 3 --2.--o �-�
1(