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HomeMy WebLinkAboutMiscLandAmarlica Transnation Unico Properties 1215 4th Avenue Suite #600 Seattle, WA 98161 REFERENCE NO: /Earlington l.LC, a Delaware limited liability company Order No.: 11064839 Liability: Charge: Tax: Total: LIMITED LIABILITY GUARANTEE DEVELOPMENT PLANNING CITY OF RFNTON OCT - 1 2007 RECEIVED $10,000.00 $ 400.00 $ 35.60 $ 435.60 Subject to the Exclusions from Coverage, the limits of liability and other provisions of the Condltlons and Stipulations hereto annexed and made a part of this Guarantee, and subject to the further exclusion and limitation that no guarantee is given nor liability assumed with respect to the identity of any party named or referred to in Schedule A or with respect to the validity, legal effect or priority of any matter shown therein. Transnation Title Insurance Company a corporation herein called the Company, GUARANTEES the Assured named In Schedule A against actual monetary loss or damage not exceeding the liability amount stated herein which the Assured shall sustain by reason of any incorrectness in the assurances set forth in Schedule A. Dated. August 6, 2007 Transnation Title Insurance Company By Authorised sl n tune Limited Liability Guarantee GNT005 Page 1 of 9 Order No.: 11064839 SCHEDULE A 1. Name of Assured: Unlco Properties 2. Date of Guarantee: August 6, 2007 3. The assurances referred to on the face page hereof are: a. That according to those public records which, under the recording laws, impart constructive notice of matters affecting title to the following described land: See Exhibit A attached hereto. b. Title to the estate or Interest in the land described above is vested in Earlington LLC, a Delaware limited liability company, pursuant to deed recorded March 15, 2007, under Recording No. 20070315001738. C. The estate or interest In the land described above is: a fee simple d. There are no taxes or assessments, mortgages or deeds of trust, real estate contracts, judgment liens, state or federal tax liens, or other monetary encumbrances which purport to affect title to the land, other than those shown below as exceptions: EXCEPTIONS: THE FOLLOWING MATTERS ARE ALSO EXCLUDED FROM THE COVERAGE OF THIS GUARANTEE: 1. TAXES OR ASSESSMENTS WHICH ARE NOT SHOWN AS EXISTING LIENS BY THE RECORDS OF ANY TAXING AUTHORITY THAT LEVIES OR ASSESSMENTS ON LAND OR BY THE PUBLIC RECORDS. 2. (A) UNPATENTED MINING CLAIMS; (8) RESERVATIONS OR EXCEPTIONS IN PATENTS OR IN ACTS AUTHORIZING THE ISSUANCE THEREOF; (C) INDIAN TREATY OR ABORIGINAL RIGHTS, INCLUDING, BUT NOT LIMITED TO, EASEMENTS OR EQUITABLE SERVITUDES; OR, (D) WATER RIGHTS, CLAIMS OR TITLE TO WATER, WHETHER OR NOT THE MATTERS EXCEPTED UNDER (A), (B), (C) OR (D) ARE SHOWN BY THE PUBLIC RECORDS. 3. ALL COVENANTS, CONDITIONS OR RESTRICTIONS, ALL EASEMENTS OR OTHER SERVITUDES, AND ALL RESERVATIONS APPEARING IN THE PUBLIC RECORDS OR INDICATED ON A RECORDED PLAT, 4. RIGHT OF USE, CONTROL OR REGULATION BY THE UNITED STATES OF AMERICA IN THE EXERCISE OF POWERS OVER NAVIGATION; ANY PROHIBMON OR LIMITATION ON THE USE, OCCUPANCY OR IMPROVEMENT OF THE LAND RESULTING FROM THE RIGHTS OF THE PUBLIC OR RIPARIAN OWNERS TO USE ANY WATERS WHICH MAY COVER THE LAND OR TO USE ANY PORTION OF THE LAND WHICH IS NOW OR MAY FORMERLY HAVE BEEN COVERED BY WATER. Limited Liability Guarantee Page 2 of 9 GNT005 Order No.: 11064839 Schedule "A" (continued) S. GENERAL PROPERTY TAXES AND SERVICE CHARGES, AS FOLLOWS, TOGETHER WITH INTEREST, PENALTY AND STATUTORY FORECLOSURE COSTS, IF ANY, AFTER DELINQUENCY: (1ST HALF DELINQUENT ON MAY 1; 2ND HALF DELINQUENT ON NOVEMBER 1) TAX ACCOUNT NO.: 334040 7100 YEAR BILLED PAID BALANCE 2007 $117,315.29 $58,657.65 $58,657.64 TOTAL AMOUNT DUE, NOT INCLUDING INTEREST AND PENALTY: $SB,357.64. LEVY CODE: 2110 ASSESSED VALUE LAND: $1,856,300.00 ASSESSED VALUE IMPROVEMENTS: $8,814,100.00 (COVERS LOT A) 6. GENERAL PROPERTY TAXES AND SERVICE CHARGES, AS FOLLOWS, TOGETHER WITH INTEREST, PENALTY AND STATUTORY FORECLOSURE COSTS, IF ANY, AFTER DELINQUENCY: (1ST HALF DELINQUENT ON MAY 1; 2ND HALF DELINQUENT ON NOVEMBER 1) TAX ACCOUNT NO.: 334040 7101 YEAR BILLED PAID BALANCE 2007 $30,240,96 $15,120.48 $15,120.48 TOTAL AMOUNT DUE, NOT INCLUDING INTEREST AND PENALTY: $15,120.48. LEVY CODE: 2110 ASSESSED VALUE LAND: $1,358,200.00 ASSESSED VALUE IMPROVEMENTS: $1,395,500.00 (COVERS LOT B) 7. RELINQUISHMENT OF ALL EASEMENTS EXISTING, FUTURE OR POTENTIAL, FOR ACCESS, LIGHT, VIEW AND AIR, AND ALL RIGHTS OF INGRESS, EGRESS AND REGRESS TO, FROM AND BETWEEN THE LAND AND THE HIGHWAY OR HIGHWAYS TO BE CONSTRUCTED ON LAND CONVEYED BY DEED. TO: STATE OF WASHINGTON DATED: MAY 21, 1962 RECORDED: JUNE 22, 1962 RECORDING NO.: 5443689 8. RELINQUISHMENT OF ALL EASEMENTS EXISTING, FUTURE OR POTENTIAL, FOR ACCESS, LIGHT, VIEW AND AIR, AND ALL RIGHTS OF INGRESS, EGRESS AND REGRESS TO, FROM AND BETWEEN THE LAND AND THE HIGHWAY OR HIGHWAYS TO BE CONSTRUCTED ON LAND CONVEYED BY DEED. TO: STATE OF WASHINGTON DATED: NOVEMBER 8, 1962 RECORDED: DECEMBER 7, 1962 RECORDING NO.: 5516657 (COVERS LOT B) 9. EASEMENT AND THE TERMS AND CONDITIONS THEREOF: PURPOSE: WATER PIPE LINE AND APPURTENANCES AREA AFFECTED: A PORTION OF SAID PREMISES RECORDING NO. 3359489 (COVERS LOT B) Limited Uabillty Guarantee Page 3 of 9 GNT005 Order No.: 11064839 Schedule "A" (continued) 10. EASEMENT AND THE TERMS AND CONDITIONS THEREOF: GRANTEE: CITY OF RENTON PURPOSE: SANITARY SEWER LINE AND APPURTENANCES AREA AFFECTED: A PORTION OF SAID PREMISES RECORDED: OCTOBER 8, 1969 RECORDING NO,: 6574300 11. EASEMENT AND THE TERMS AND CONDITIONS THEREOF: GRANTEE: PUGET SOUND POWER & LIGHT COMPANY PURPOSE: ELECTRIC TRANSMISSION FACILITIES AREA AFFECTED: A PORTION OF SAID PREMISES RECORDED: OCT08ER 18, 1979 RECORDING NO.: 7910180691 12. CITY OF RENTON ORDINANCE NO. 3373 AND THE TERMS AND CONDITIONS THEREOF: RECORDED: NOVEMBER 26, 1979 RECORDING NO.: 7911260604 REGARDING: VACATION OF STREETS AND ALLEYS AND RESERVATION OF EASEMENT RIGHTS RETAINED BY THE CITY OF RENTON AS TO UTILITIES AND APPURTENANT TIGHTS THERETO 13. EASEMENT AND THE TERMS AND CONDITIONS THEREOF: GRANTEE: CITY OF RENTON PURPOSE: PUBLIC UTILITIES AREA AFFECTED: A PORTION OF SAID PREMISES RECORDED: FEBRUARY 11, 1980 RECORDING NO.: 8002110469 14. EASEMENT AND THE TERMS AND CONDITIONS THEREOF: GRANTEE: CITY OF RENTON PURPOSE: PUBLIC UTILITIES AREA AFFECTED: A PORTION OF SAID PREMISES RECORDED: DECEMBER 9, 1982 RECORDING NO.: 8212090486 (COVERS LOT 8) is. EASEMENT AND THE TERMS AND CONDITIONS THEREOF: GRANTEE: CITY OF RENTON PURPOSE: PUBLIC UTILITIES AREA AFFECTED: A PORTION OF SAID PREMISES RECORDED: JUNE 9, 1983 RECORDING NO,: 8306090714 16, EASEMENT RIGHTS AND MAINTENANCE AGREEMENTS, IF ANY, FOR UTILITIES WHICH MAY HAVE BEEN GRANTED IN VACATED STREETS AND ALLEYS PRIOR TO THEIR VACATION. 17. COVENANTS, CONDITIONS AND RESTRICTIONS IMPOSED BY INSTRUMENT RECORDED ON SEPTEMBER 13, 1979, UNDER RECORDING NO, 7909130668, 18. COVENANTS, CONDITIONS AND RESTRICTIONS IMPOSED BY INSTRUMENT RECORDED ON NOVEMBER 17, 1980, UNDER RECORDING NO. 8011170559. Limited Uabtlity Guarantee Page 4 of 9 GNT005 Order No.: 11064839 Schedule "A" (continued) 19. ENCROACHMENT OF A FENCE AND CURB AND PAVING ALONG THE EAST BOUNDARY LINE OF THE PROPERTY DISCLOSED BY PENHALLEGON ASSOCIATES SURVEY, JOB NO. 94444.00, AS DISCLOSED BY THAT CERTAIN STATUTORY WARRANTY DEED RECORDED ON MAY 12, 1994, UNDER RECORDING NO. 9405122170. (COVERS LOT A) 20. MATTERS DISCLOSED BY SURVEY: RECORDED: DECEMBER 15, 1992 RECORDING NO.: 9212159008 (COVERS LOT B) 21. RIGHT TO MAKE NECESSARY SLOPES FOR CUTS OR FILLS UPON THE LAND HEREIN DESCRIBED AS GRANTED TO KING COUNTY BY DEED RECORDED UNDER RECORDING NO, 2919081. 22, RIGHT TO MAKE NECESSARY SLOPES FOR CUTS OR FILLS UPON THE LAND HEREIN DESCRIBED AS GRANTED TO KING COUNTY BY DEED RECORDED UNDER RECORDING NO. 2919485. 23. RIGHT TO MAKE NECESSARY SLOPES FOR CUTS OR FILLS UPON THE LAND HEREIN DESCRIBED AS GRANTED TO KING COUNTY BY DEED RECORDED UNDER RECORDING NO. 2923140. 24. RIGHT TO MAKE NECESSARY SLOPES FOR CUTS OR FILLS UPON THE LAND HEREIN DESCRIBED AS GRANTED TO KING COUNTY BY DEED RECORDED UNDER RECORDING NO. 2927725. 25. CITY OF RENTON ORDINANCE NO. 4775 AND THE TERMS AND CONDITIONS THEREOF: RECORDED: APRIL 15, 1999 RECORDING NO.: 9904151576 REGARDING: VACATION OF OAKESDALE AVENUE SOUTHWEST (COVERS LOT B) 26. MEMORANDUM OF PCS SITE AGREEMENT AND THE TERMS AND CONDITIONS THEREOF: RECORDED: MAY 2, 2000 RECORDING NO.: 20000502001656 27. ALL COVENANTS, CONDITIONS, RESTRICTIONS, RESERVATIONS, EASEMENTS OR OTHER SERVITUDES, IF ANY, DISCLOSED BY THE BOUNDARY LINE ADJUSTMENT RECORDED UNDER RECORDING NO. 20070423900013. THIS POLICY DOES NOT INSURE THAT THE LAND DESCRIBED IN SCHEDULE A IS BENEFITED BY EASEMENTS, COVENANTS OR OTHER APPURTENANCES SHOWN ON THE PLAT OR SURVEY TO BENEFIT OR BURDEN REAL PROPERTY OUTSIDE THE BOUNDARIES OF SAID LAND. 28. POSSESSION AND USE AGREEMENT AND THE TERMS AND CONDITIONS THEREOF: RECORDED: JULY 19, 2007 RECORDING NO.: 20070719002126 Umlted Liability Guarantee Page 5 of 9 GNT005 Order No,: 11064839 Schedule "A" (continued) 29. MEMORANDUM OF LEASE: LESSOR: SHEPHERD INVESTING LESSEE: THE MONEYTREE, INC. DATED: JANUARY 1, 1995 RECORDED: JUNE 7, 2002 RECORDING NO.: 20020607002277 30. RIGHT OF FIRST REFUSAL (EXPANSION SPACE) AND THE TERMS AND CONDITIONS THEREOF: RECORDED: JUNE 7, 2002 RECORDING NO.: 20020607002277 31, LEASE AND THE TERMS AND CONDITIONS THERETO LESSOR: SHEPHERD INVESTING LESSEE: STATE OF WASHINGTON, DEPARTMENT OF CORRECTIONS FOR A TERM OF: 5 YEARS DATED: FEBRUARY 3,2004 RECORDED: AUGUST 18, 2004 RECORDING NO.: 200408180011SB THE LEASE WAS AMENDED BY INSTRUMENT: RECORDED: JULY 26, 2007 RECORDING NO.: 20070726000846 SUBORDINATION, NON -DISTURBANCE AND ATTORNMENT AGREEMENT AND THE TERMS AND CONDITIONS THEREOF; RECORDED: MARCH 15, 2007 RECORDING NO.: 20070315001747 32. DEED OF TRUST AND THE TERMS AND CONDITIONS THEREOF: GRANTOR: EARLINGTON LLC, A DELAWARE LIMITED LIABILITY COMPANY TRUSTEE: U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION BENEFICIARY: U,S, BANK NATIONAL ASSOCIATION ORIGINAL AMOUNT: $14,000,000.00 DATED: MARCH 15, 2007 RECORDED: MARCH 15, 2007 RECORDING NO.: 20070315001739 THE DEED OF TRUST WAS AMENDED BY INSTRUMENT. RECORDED: JULY 11, 2007 RECORDING NO.: 20070711001548 33. NUMEROUS UNRECORDED LEASES DISCLOSED BY INSTRUMENT RECORDED UNDER RECORDING NO. 20070315001740. Llmlted Liability Guarantee Page 6 of 9 GNTOOS Order No.: 11064839 Schedule "A" (continued) SUBORDINATION AGREEMENT AND THE TERMS AND CONDITIONS THEREOF: BY AGREEMENT DATED: MARCH 12, 2007, FEBRUARY 28, 2007 AND MARCH 21, 2007 RECORDED: MARCH 15, 2007 RECORDING NO.: 20070315001740 THROUGH 2O070315001746 THE LESSEE'S INTEREST IN SAID LEASE WAS MADE SUBORDINATE TO THE DEED OF TRUST OR MORTGAGE RECORDED UNDER RECORDING NO. INSERT RECORDING NUMBER OF SENIOR LIEN, SET FORTH AT PARAGRAPH INSERT PARAGRAPH NUMBER OF SENIOR LIEN HEREIN. 34. UNRECORDED LEASEHOLDS, IF ANY; RIGHTS OF VENDORS AND HOLDERS OF SECURITY INTERESTS ON PERSONAL PROPERTY INSTALLED UPON THE LAND; AND RIGHTS OF TENANTS TO REMOVE TRADE FIXTURES AT THE EXPIRATION OF THE TERM. NOTE 1: THERE MAY BE UNIFORM COMMERCIAL CODE (UCC) SECURITY INTERESTS FILED WITH THE DEPARTMENT OF LICENSING IN OLYMPIA, AFFECTING PERSONAL PROPERTY, CROPS OR AGRICULTURAL FACILITIES WHICH ARE NOT COVERED BY THE POLICY TO ISSUE. NOTE 2: BASED ON INFORMATION PROVIDED TO THE COMPANY, ON THE DATE OF THIS COMMITMENT IT APPEARS THAT THERE IS LOCATED ON THE LAND: COMM ERCIALJINDUSTRIAL STRUCTURE(S) KNOWN AS: 919 SW GRADY WAY RENTON, WA 98057 NOTE 3: THE LIABILITY AMOUNT WHICH APPEARS ON SCHEDULE A HEREIN IS A MINIMUM BECAUSE NO SPECIFIC LIABILITY AMOUNT WAS REQUESTED AT THE TIME THE TITLE ORDER WAS PLACED. PLEASE CONTACT YOUR TITLE OFFICER IF A GREATER LIABILITY IS REQUIRED FOR WHICH AN ADDITIONAL FEE MAY BE CHARGED. NOTE 4: THE FOLLOWING MAY BE USED AS AN ABBREVIATED LEGAL DESCRIPTION ON THE DOCUMENTS TO BE RECORDED, PER AMENDED RCW 65.04, SAID ABBREVIATED LEGAL DESCRIPTION IS NOT A SUBSTITUTE FOR A COMPLETE LEGAL DESCRIPTION WITHIN THE BODY OF THE DOCUMENT. LOTS A-B LLA NO LAU-07-035-LLA REC NO 20070423900013 NOTES: WHEN SENDING DOCUMENTS FOR RECORDING, PLEASE SEND VIA TDS (TITLE DELIVERY SERVICE) IN THE YELLOW RECORDING ENVELOPES WHENEVER POSSIBLE. IF THEY MUST RECORD THE SAME DAY, PLEASE CONTACT THE TIRE UNIT FOR SPECIAL DELIVERY REQUIREMENTS. IF THEY MAY BE RELEASED WITHIN 48 HOURS, THEY SHOULD BE SENT TO THE FOLLOWING ADDRESS: TRANSNATION TITLE INSURANCE COMPANY 1501 - 4TH AVENUE, SUITE 308 SEATTLE, WA 98101 ATTN: RECORDING DEPT. Limited Liability Guarantee Page 7 of 9 GNT005 Order No,; 11064839 Schedule "A" (continued) CWC Enclosures; Sketch Vesting Deed Paragraphs all recorded encumbrances Limited Liability Guarantee Page 8 of 9 GNT005 Order No., 11064839 EXHIBIT "A" LOTS A AND B OF CITY OF RENTON LOT LINE ADJUSTMENT NO. LAU-07-035-U.A, RECORDED UNDER KING COUNTY RECORDING NO. 20070423900013; SITUATE IN THE CITY OF RENTON, COUNTY OF KING, STATE OF WASHINGTON. SCHEDULE OF EXCLUSIONS FROM COVERAGE OF THIS GUARANTEE Precept to the extent that speclllc assurances are provided In Schedule A of this Guarantee, the Company assumes no liability for loss or damage by Masan of the following: (a) Defects, irons, encumbrances, *dverso claims at other marten ageinsl the title, whether or not shown by the public records. M 11) Tabors or assessments of any taxing authority that levies taxes of assessments on real property, or. (2) Proceedings by a pudic agency which may vw"A in taxes or astar"ments, or noticas of such proceedings, whither or rot the matters excluded under (1) of 12) are shown by the records of the taring authority or by the public records. (a) (1) Unpataned mining chins; (I) issemgons of aweptiors in patents or In Acts authorizing the issuance theired; (3) water rights, chins or lids to water, whether ar not the matters excluded under 01r (2) of (3) are shown by the pubic records Notwithstanding any specific assurances which are provided In Schedule A of this Guarantee, the Company assumes no liability for lose or damage by reason of the fonawing: (a) Defects, fans, encumbrances, sdvon* claims or otut matlars affecting the tilts to any property beyond the lino of the land enpresaly described in the desaipion set forth in Schedule (A), (G) or in Pert 2 of this Guarantee, or tale to sboets, roads, avenues, lease, ways or watarways to which such land abuts, or the right to maintain therein wauns, tunnels, ramps or any structure or improvements, or any rights Of easements t areln, unhim such property, rights or easements are axpresaiy end specifically set bhh in said description. lb) Defects, liens. mhcwmbrancss, adnrse claims or other matters. whether or not shown by the pudic tocotds; (1) which are created, suffered, ssaumed or agreed to by one or more of the Assuieds; (2) which resat in no Ices to the Assured, of (3) which do not result in the invalidity at potential invalidity of any Judicial or non, judicial precesding which is wtthin the scope and purpose of the assurances provided. lei The identity of any panty shown or rdefrd to it schedule A- (4) The vaiddy, legal *that or priorwy of any matter shown or refined to In this Guaramse GUARANTEE COMMONS AND STIPULATIONS Definition of Terms. The folowing terms when used in the Guarani" mean: (a) the "Assured': the party or pebee named as the Assured in this Guarantee, or on a supplemental writing executed by the Company. (b) 'land"; the land described or Warred to in Schedule (A), (C) or In Pan 2, and improvmnents of fixed t heista which by law constitute real property The term land' does not irrJude any property beyond des lines of the atex described or rafaired to in Schedule (A), (C) or in Part 2 nor any right. title, mterest *state or ■asarrtent In obuttitmg streets, rands. avenues, &Rays, btnes, ways or watewaya (c) 'martgaga': mortgage, dead of trust, trust dead. or odor security insbhfnent. (it) 'public raearda•; retards established under state statutes at Dote of Guarantee for the purpose of Imparting con6ncdvo notice at maMrs totaling to real property to pumhosirs for value and wglwut kru h~ge. let "date": the anecbve date. 2. Notice of Claim to be Given by Assured Claimant An Assured sham rho* the Company promptly in writing in case lane Lodge shag come to an Assured horaunder of any claim of tots or interest which is adverse to the tic* tp the estate or inietee, as stated heroin, and vi nic h might pus iosa of damage forwhich the Company may be liable by vimue of this Guarantee, it prompt notice dug not be given to the Company, then all liablay, of the Company shag tsrminats with regard to the maner of matters for which prompt natur a requifod; provided, however. Vat failure Tin notify the Company shall In no case preju6a the rights of any Assured under this Guarantee unless the Company shag be pmjucliced by this failure and then only to the extent of the prejudice. 3. No Duty to Defend or Prasocurw The Company shall have no duty, to defend or prosaaule any action or preceding to whim the Assured is a party, notwithstaruing the nature of any aft"akon In such anion at Proceeding - Company's Option to Defend or Prosecute Action: Duty of Assured Clalmorit to Cooperate. Even though the Company has no duty to defend or prosecute as sat forth in Paragraph 11 above (a) The Company shag have the 691K al as sole option and test, to bsbli" and (b) (d) prosecute any action or proceeding, interpose a dNemo, as Nomad In (b), or tb do any other act which in its opinion may be necessary or doaiable to establish the th We to e satase or Interest rs stated heroin, or to establish the fart rights at the Assured, or to proven or reduce Was of damage to the Assured. The Company may take any appropriate action under the toms of thls Guarantee, whether at nat It shag be fable heewider, and shall not tirroby concede liability or waive any provision of (this Guarantee. N the Company &hall exercise its rights under big paragraph, d shal do so diligently. It the Company elects to eheraiso its options as stated in Paragraph Alta) the Company email have the right to segea counsel of its Chace luubjed to the night of such Assured to object for ressonable cause) to ropresefw the Assured end shah not be liable for end will not pay de torts of any other aauisel, nor will this Company pay any fees, costs or &xpsram Incurred by an Assured in the defense of those causes of ettion which shags maiWrs no covered by this Guaranies. Whenewt des Company sham have brought an action of interposed a dolenas as permitted by the provisions of this Guarantee, Its Company may pursue any litigation to final determination by a court of compotiM jurmsQcton and ospresely reserves the right in tls sate discretion, to appeal from an advarso )udgt'erit or order. in all cams what* this Guarantee permits the Conpsny, to prosecute or Pravda for the defense of any action of proceodm 1, an Assured &hail secure to the Can tiny the fight to so prosecute of provida fair the defoma of any action of proceeding, and an appeals therein, and pomtit the Company to use, at as option, the name at such Assured for this purpose. Whenever, requested by the Company, on Assured, W the Company's expefle*, shall give the Company all roaWANI aid in any &COW or proceeding, securing evident*, obtaining witnesses, prosecuting Or defending the action or lawful act which in the opinion Of the Company may be necessary or desirable to establish the tips to the *Stale Of interest as stated hotoin, or to establish the fen rights of the Assured. ti fta Company is prstudied CLTA Guarantee Conditions and Stlpulatlons (Revised 12/15/95) by the failure of the Asswed to fumssh the required cooperation, the Company's obhgabora to the Assured under the Guarantee shall tsfminate, Proof of toss er Damage, In addition to and after die rtobCsa required under Section 2 of Ime Conditions and Shpulations have been provided to the Company, a proof of loss or damage signed and sworn to by the Assured shell be furnished to the Company within ninety (90) days after the Assurad shad aseenain the facts givinli rise to the loss or damage. The proof Of toss or damage ahem describe the matters covered by irus Guarantee which consbttuto the basis of loss or damage and shall state, to the extent possible, the basis of coiculsdng the amount of the lass or damage. t the Company is pre(udicad by the failure of the Assured to provide the required prod of boss or carnage, the Company's obigabon to such assuted under the Guarantee shall terminate, in addition, the Asswed may reasonably be required to simrrut to examination under oath by any authorized roprosentebvs at the Company and shall produce for abomination, inspection and copying, at such reasonable limes and places as may be designated by arty authorized representative of the Company. all records, books, lodgers. checks, corraspondenee and rrwrhoranda. whether bearing a date bdore or alter Date at Guarantee, which reasonably pertain to the loss or damage. Furthar, it requested by any authorized tapresentative of the Company, the Assured shag grant its permission, in writing, for any sutairized ragas irhtative at the Company to examine, inspect and copy all records. boors, lodgers, checks, correspondence and mernafands in the custody or contra Of a third party, which reasonably pertain to the loss or damage. Ail intoanmdon designated me confidential by tea Assured provided to the Company pursuant to this Section shag rail boa disclosed to others unless, in the reasonable judgment of the Company, a is necessary in the adminisbstion of the claim. Fauurs of the Assured to submit for examinndon under cam, produce other reasonably requested information or grant permission to secure reasonably necessary iniormabon from turd parties as required in the above paragraph, unless plohib4ad by law or governmental regulation. shalt termlale any liability of the Company under On Guaranis* to the Assured far that claim 6. Options to Pay or Otherwise Settle Claims: Termination of Liability. In case of a Gain under this Guarantee, the Company ehdl have the fafla wing addibouei Options (a) To Pay or Tender Payment of the Amount of Uablrry at to Purchase the Irrdebtadnaas. The Company shag have the option 10 pay or settle or comprprNs:e far or in the name of the A&surad any daim which could result in loss to the Assured within the coverage of this Guaranto*, of to pay the full amount of this Guarantee or, d this Guarantee is rued tar the benefit of a holder o1 ■ mortgage of a lienhdder, the Company sham hew ore option to purchase the indebtedness secured by &aid mortgage of said Ron for ore amount owing thereon. together with any costs, reasonable attorneys' tass and expanses incurred tty the Assured eaaemant wthlch men authorized by die Company up to the tame of purchase. Such purchase, payment or tender of payment of the tun emourt of the Guarantaa shall Imminats all liability of the Company hereunder in the event after notice of craen has been given to this Company by the Assured the Company oll►rs to purchas* said indebtedness. the owner of stch indebtedness shall transfer and assign said mdobtedrwm. together with any collateal security, to tho Company upon payment of the purchase price Upon the exercise by the Company Of the option provided for in Paragraph (a) the Companyrs obligation to the Assorted under this Guarantee for the dawned loss or damage, other than to make the payment required in that paragraph, shall terminate, including any obligation to continue the defense or prosecution of arty litigation for which tha Company has exercised its options under Paragraph 4, and the Guaremee shag be surrendered to the Company lot cancellation. (b) To Pay or Othwimiso Seale With Partin Other Than tho Assured or With the Assured Claimant To pay of odwrwiso settle with other parties for or in the name or an Assured claimant any dam assured against under this Guarantee, together with any costs, atomaye' toes and expenses Incurred by the Assured daimant which were authorized by the Company up to lone time of payment and which the Company is obligated to pay. Upon the exercise by the Company of the option provided for in Paragraph (b) the Canprtnys obigation to the Assurad under this Guarantee for the hdsimed boss or damage, other than to make the payment required in that paragraph shell tamiruts, including any obligation to continue the deforms or pmeaarGon of airy litgeoca for which the Company has aaomis id its options under Paragraph 4. 7. Determination and Extant of L(abdlty. This Guarantee is a contract of Indemnity egairst actual monetary tour or damage sustained or incurred by the Assured rJainant who has suftarad k3L* OF damage by reason of reliance upon the assurances set forth In this Guarantee and only to the edem heroin dwribod, and subject to the Fxttmlorw From Coverago of This Guarantee. The liability of the Company under this Guaranies to the Assured shall not exceed the least of (a) the amount of nobility stated In Schedule A of in Pan 2; (b) the amount of the unpaid pncc>pal indebtedness secured by the mortgage of an Assured mortgagee, as lenaad or provided under section 8 of these Conditions and Stipulatrom or as reduced under Sectors g of these Co"Ilons and Stipulations, at the lwrm* the loss or damage assured against by this Guarantee occurs, togelharwith mtaiest thereon; or (a) the difference between the value of the agate of Vnteast covered hereby as staid harem and the value of to estato of Inferestsubjeet to any defect lion or encumbrance esewod against by this Guarantee. S. Limitation of Llsblllty. (al it the Company asbbAshas the ke, or ramove& the alleged defect, lion of encumbrance, Or turn any adlen matter essur*d against by this Guarantee in a reasonably diligent manner by any method, including litigation and the cornpleian at any appeals therefrom, it suit have fully perfermad its obligations with fesped to Ihat matter and shag not be kabM for any toss or damage caused thereby CONDITIONS AND STIPULATIONS CONTINUED (b) In the avant cif any ftlatlon by the f.ompa ty or *0 the Company's cOMMIL the Company shall have no IistMily fa loss or damage until there has been a Final d*lerminatim by a court of txrripetent jurisdiction, end disposition of at appeals therefrom. adverse to tine title, as anted hersin. (c) The Company shell not be Ilable lof boas or damage to any Assured la IlsbiFty voluntarily assumed by the Assured in settling any claim or and without the poor suntan consent of the Company. 1. Reduction of Llabblhy or Termination of Wbitlty. All payments under this Guarantee, swept. paymeMa made for crap, sttoneys' leas and emmneas pursuantto Paragraph A shall reduce the amount of lability pro tanto- 10. Payment of Lose. (a) No payment shall be made without producing the Guarantee for endorsement of the payment unlit" the Guarantee has been lost or destroyed, in w 1kh cams prod of Ion or daatiuictien shall be furnished to the satisfaction of the Company. (b) When llabiily and tlhe eAsnt of loss of darrhags has been definitely fixed in accordance with these Conditions and Stipulations, the loss or damage shall be Payable vethn thirty (30) days theteafter It. Subrogation Upon Payment or Settlement. Whanevef the Company shall haw settled and paid a daim under this Guarani", all right of subrogation shall Yost in the Company unaAacted W any net Of the Assured clairruint. The Company shay be submgatsd to and be srdWad to al rights and rammedias which the Assured would have had against any person or property in rasped to the daim had this Guarantee not been lasued. If requested by the Company, the Assured shall transfer to the Company all rigfm and remadiss against any person of property necessary In older to perfect the right of subrogation. The Assured that p"mhd the Company to sue, compromise at sated ih Ilia name of fhe Assured and to use the name of the Assured in any transaction or Ibgatlon orvohring these fights of remedies t a payment on account of a r? does not hilly evow the lop of the Assured the Company chat be subrogatsd to aI rights and remedies of tine Assured aAsr the A"ured Mal have racovered its principal, irdwehct, and toss d cdla tion- 12. Arbftratom unless prohibited by applicable law, either the Company or tha Assured may demand arbitration pursuard to the Th* Insurance Arbitration Rhino of the American Arbitration Asseuabon. Arbibable matters may include, but art not limited to, any controversy or claim between time Company and the Assured adding out d or raleting to this Guarantee. any sarvncs of the Company in connection with is issuance of the breach of a Guarantee provision or other ob4pdon. All arbibable matters when the Amount of Uabdq is S 1.000,000 of le" shhel be mbihalsd at the option of sither tna Company in the Assured. All arbitrable matters wherh the amount of liability is in @=me of f1,OW 000 shall to arbitrated only wh*n agread to by both the Company and iha Assured. The Rules In effect at Data of Guarantee shall be binding upon the parties The award may include attwiveys' teas only d the laws of the state in which the tend it located Permits a court to award attorneys' I&" to a prrvading party. Judgment upon fhe award rendered by the Arbitrato(s) may be entafed in any court having junedicfi'nA thersd. The law at the sou of the land shall apply to sin arbitration under the Tole Insurance Arbttation Ruies. A copy of the Rules may be obtained tram the Company upon request 13, Lfabhfty Llmttad to This Guarantee; Guarantee a tre ConbncL (a) This Guarantee together with all sfdosanents, if any, attached hereto by the Company is the entire Guaranis* and contract between the Assured era Me Company. in Interpreting any pmvlslm of this Guarantee, this Guaranty shall be construed as a wfhdn (b) Any daim d loss or damage, wnether of not based on negligence, of any action asswbfV such dabA shall be restricted to this Guaranies. (c) No amananuint of or andonernent to this Guaan Um can be made except by a railing endorsed hereon or attached harem signed by elther time Resident„ s trice Presided the Secretary, an Assistant Secretary, or validating olfk*r or euthorited signatory of the Company. 14. Notices, Where Sent. All notices required in be given the Company and any staternord in writing +aghired to be tumished the Company shall include the nhanber of this Guarantee and shelf be addressed to. Co surrhar Affairs Department P 0. Box 27567, Richrrmnd, Virginia 23281.7567 CLTA Guarantee Conditlons and Stipulations (Revised 12/15195) THIS SKETCH IS PROVIDED, WITHOUT CHARGE, FOR YOUR INFORMATION. IT IS NOT INTENDED TO SHOW ALL MATTERS RELATED. TO THE PROPERTY INCLUDING, BUT NOT LIMITED TO, AREA, DIMENSIONS, EASEMENTS, ENCROACHMENTS OR LOCATIONS OF BOUNDARIES, IT IS NOT A PART OF, NOR DOES IT MODIFY, THE COMMITMENT OR POLICY TO WHICH IT IS ATTACHED, THE COMPANY ASSUMES NO LIABILITY FOR ANY MATTER RELATED TO THIS SKETCH,UNLESS SUCH COVERAGE IS SPECIFICALLY PROVIDED BY THE COVERED RISKS OF THE POLICY. REFERENCE SHOULD BE MADE TO AN ACCURATE SURVEY FOR FURTHER INFORMATION, SECTION: 24 TOWNSHIP: 23N RANGE: 04E '� �+ri-. r ,w,i _ •tir I.Y r.n r+. iYAy O6ALl: Y.rG' d ' rwJ !-ar•Y'711' sow ro• 9 r•� * ; LOT LINE ADJUSTMEN I A PORTION OF THE S 1/2 CF TI-E HE V4 OF SECTION 24 TOIM6W 23 NORTK RM X 4 EAST, WJk CITY OF FIENTOK KNO CaFm. WA8I I =ON AREA IY, 1 'i..LLf fQll• (,1.i b[f1) ' . !f - .. .. r ' }� 5 ['��� �I�•I r:r�-iI•ll , a r..r: i i'Z'p• � Mr"J 11,E rFr,{'ei I1 ,a 1 „�[.ec Pfr�[ .a■ ! ; Y � I'' � i IVY rd �/�•49 fir. r I LqW 1 i tl ' . .• ' � � m.irn:r.m ruw awc M /. i.�.-�/.n Ve.wr rr iy.�r. f xs u d 1i.1}1. f' ' •��� LOT 9 Ls FI i - L0 I- II , Is I ;l s (.y; - ...........Y. LrL v:w.r.•.' :1� ra r.. .� ..=..��rwo,li' wan ,j ; . -� �±L�, r�.r-.�• � .w.Tii.�_ r' �y ,.yw. L w.wn __.�-^- —... -- " NN�L�I+l Vll --... "' � I1��� `_R- -� - lr -�'1 •' .. •1 � JI LE ryl ti�,rrr a5a •c na-�"^-""""�� s.Ln '• SIN i.r ws.sw is • [ H,V 1821S 72-0-*-1-=11L ..,. f:IIC �evlwwwrLwr.• SW 16TH S7 KEM7, ..• :.. r. w1o1? or ,r o/ LLC. {i5,-R71 _ /ILtl�1tl 4,h,„ zSr1_II797e7 FAN � �• rw" t , / • anL t.ramra, 11wo .wrr 1711E a. �,l uwLwc. paw►i moo -oft t,Is.r/S ,� r ai 1erto11 f� 14 20070315001738.001 Prepared by and after Recording return to, Earhngton LLC Attention: Quentin W. Kuhrau, Senior Vice President 12151+ourth Avenue, Suite 600 Seattle, Washington 98161 STATUTORY WARRANTY DEED Grantor: SHEPHERD INVESTING, INC., a Washington corporation Grantee: EARLINGTON LLC, a Delaware limited liability company Legal Description (abbreviated): PTN OF BLOCKS 40 AND 41, OF RMLMAN'S EARLINGTON GARDENS #1, TGW PTN OF SW V. OF NE'/, OF SEC 24, TWN 23 N, RNG 4E. Assessor's Tax Parcel ID: 334040-7100 and 242304-9124 Far the consideration of the sum of Ten and 00/100 Dollars ($10.00) and other valuable consideration, SHEPHERD INVESTING, INC., a Washington corporation ("Grantor"), does hereby convey and warrant to EARLINGTON LLC, a Delaware limited liability company ("Grantee"), whose address is 1215 Fourth Avenue, Suite 600, Seattle, Washington 98161, and its successors and assigns forever, the following described real property located in King County, Washington, as described in Exhibit "A" attached hereto and incorporated by this reference (the 'Troperty'�. TOGETHER WITH all and singular the tenements, hereditaments, easements, rights and appurtenances thereunto belonging or in any way appertaining, the reversion and reversions, remainder and remainders, rents, issues, and profits thereof; and all estate, right, and interest in and to the Property, as well in law as in equity. SUBJECT only to those matters set forth on Exhibit "S" attached hereto and incorporated by this reference ("Permitted Exceptions'). [Signature page follows] FILED FOR RECORD AT THE REQUEST OF andAmerica Commercial Ss E2271447 7�jq 9d 7 K NG COUNTY, WA ee SOLE $125 81:eae 00 PiGgbel OF 001 20070315001738.002 IN WITNESS WHEREOF, the Grantor has caused these presents to be executed this t , day of March, 2007, Shepherd investing, Inc., a Washington corporationr) ' By: Name• c1 Title• PrBg JgK 20070315001738.003 My term expires: STATE OF WASHINGTON SS. On this ��day of March, 2007, before me appeared I , to me personally known, who, being by me duly sworn, did say that he is the of SHEPHERD INVESTING, INC., a corporation of the State of Washington, and that the foregoing instrument was signed on behalf of said corporation; and said acknowledged said instrument to be the free act and deed of said corporation. IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my official seal in the County and State aforesaid, the day and year first a wri Notary Public gg1s0:p�'� ' 4 p0as> r /��� may'T. ,O9 (s 2007031 S001738.004 EXHIBIT 'A' (LEGAL DESCRIPTION) PARCEL A: LOTS I THROUGH 56, BLOCK 40 AND LOTS I THROUGH 56, BLOCK 41, C. D. HILLMAN'S EARLINGTON GARDENS ADDITION TO THE CITY OF SEATTLE, DIVISION NO. 1, AS PER PLAT RECORDED IN VOLUME 17 OF PLATS, PAGE 74, RECORDS OF KING COUNTY; TOGETHER WITH THOSE PORTIONS OF SOUTHWEST 12TH STREET (FORMERLY KNOWN AS SOUTH 150TH PLACE) AND THOMAS AVENUE SOUTHWEST (FORMERLY KNOWN AS 83RD AVENUE SOUTH) AND ALLEYS IN SAID BLOCKS 40 AND 41, VACATED BY THE CITY OF RENTON ORDINANCE NO.2475 AS CONVEYED BY THE CITY OF RENTON BY DEED RECORDED UNDER RECORDING NO.6635409; AND THE CITY OF RENTON ORDINANCE NO.3373, RECORDED UNDER RECORDING NO. 7911260604 THAT WOULD ATTACH BY OPERATION OF LAW; EXCEPT THAT PORTIONS THEREOF CONVEYED TO KING COUNTY FOR PUBLIC ROAD BY DEEDS RECORDED UNDER RECORDING NOS. 2919081, 2923140 AND 2927725; AND EXCEPT THAT PORTION THEREOF CONVEYED TO THE STATE OF WASHINGTON FOR PRIMARY STATE HIGHWAY NO. 1 BY DEED RECORDED UNDER RECORDING NO. 5443689; SITUATE IN THE CITY OF RENTON, COUNTY OF KING, STATE OF WASHINGTON. PARCEL B: THAT PORTION OF THE SOUTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 24, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., DESCRIBED AS FOLLOWS: BEGINNING AT A CONCRETE MONUMENT IN CASE, WHICH MARKS THE EAST QUARTER CORNER OF SAID SECTION; THENCE NORTH 00035'53" EAST, ALONG THE EAST LINE OF SAID SECTION, 445.93 FEET TO THE NORTHERLY MARGIN OF STATE ROUTE 405, AS APPROVED OCTOBER 31, 1961; THENCE SOUTH 86019' 51" WEST, ALONG SAID NORTHERLY MARGIN, 1,339.58 FEET TO AN INTERSECTION WITH THE EAST LINE OF SAID SUBDIVISION AND THE TRUE POINT OF BEGINNING; THENCE CONTINUE, ALONG SAID NORTHERLY MARGIN, 10.98 FEET TO A POINT WHICH 1S 39.00 FEET NORTHEASTERLY OF THE CENTERLINE OF PROPOSED OAKFSDALE AVENUE SOUTHWEST, AS MEASURED AT RIGHT ANGLES THERETO, AS SAID CENTERLINE IS SHOWN ON THE PLANS ENTITLED "OAKESDALE AVENUE SOUTHWEST IMPROVEMENTS, SOUTHWEST I6TH STREET TO SOUTHWEST GRADY WAY," DATED SEPTEMBER 25, 1987, AS PREPARED BY CH2M HILL FOR THE CITY OF RENTON; THENCE NORTH 28045'31" WEST, PARALLEL TO SAID CENTERLINE A DISTANCE OF 156.95 FEET TO A POINT OF CURVATURE OF A TANGENT CURVE TO THE RIGHT HAVING A RADIUS OF 45.00 FEET; THENCE NORTHERLY, ALONG THE ARC OF SAID CURVE, THROUGH A CENTRAL ANGLE OF 54"47759", 43.04 FEET TO A POINT ON THE SOUTHERLY MARGIN OF SOUTHWEST GRADY RIGHT-OF-WAY, WHICH POINT BEARS NORTH 63°57'32" WEST FROM THE CENTER POINT OF SAID CURVE; 4 20070316001738.005 THENCE NORTH 66058'02" EAST, ALONG SAID MARGIN, 98.61 FEET TO THE EAST LINE OF SAID SUBDIVISION; THENCE SOUTH 00°53'49" WEST, ALONG SAID SUBDIVISION LINE, 216.91 FEET TO THE TRUE POINT OF BEGINNING; SITUATE IN THE CITY OF RENTON, COUNTY OF KING, STATE OF WASHINGTON. PARCEL C: THAT PORTION OF OAKESDALE AVENUE SOUTHWEST ( PLATTED AS STMIEN AVENUE, FORMERLY KNOWN AS 80TH AVENUE SOUTH, ALSO KNOWN AS UNDEVELOPED OAKDALE AVENUE SOUTHWEST) IN THE NORTHEAST QUARTER OF SECTION 24, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., ADJOINING BLOCKS 40 AND 41, C. D. HILLMAN'S EARLINGTON GARDENS ADDITION TO THE CITY OF SEATTLE, DIVISION NO. 1, AS PER PLAT RECORDED IN VOLUME 17 OF PLATS, PAGE 74, RECORDS OF KING COUNTY, AND LYING NORTHERLY OF STATE ROUTE 405 AS CONVEYED TO THE STATE OF WASHINGTON BY DEED RECORDED UNDER RECORDING NO.5443689, AND LYING SOUTHERLY OF SOUTHWEST GRADY WAY AS CONVEYED FOR PUBLIC ROAD BY DEEDS RECORDED UNDER RECORDING NOS. 2919081, 2923140 AND 2927725 THAT WOULD ATTACH BY OPERATION OF LAW; SITUATE IN THE CITY OF RENTON, COUNTY OF KING, STATE OF WASHINGTON. 20070315001738.006 EXHIBIT `B' (PERMITTED EXCEPTIONS) 1. TAXES FOR THE YEAR 2007 ARE PAYABLE BUT NOT YET DELINQUENT, TAXES FOR SUBSEQUENT YEARS NOT YET DUE AND PAYABLE. 2. RELINQUISHMENT OF ALL EASEMENTS EXISTING, FUTURE OR POTENTIAL, FOR ACCESS, LIGHT, VIEW AND AIR, AND ALL RIGHTS OF INGRESS, EGRESS AND REGRESS TO, FROM AND BETWEEN THE LAND AND THE HIGHWAY OR HIGHWAYS TO BE CONSTRUCTED ON LAND CONVEYED BY DEED. TO: STATE OF WASHINGTON DATED: MAY 21, 1962 RECORDED: JUNE 22,1962 RECORDING NO.; 5443689 (COVERS BLOCK 40 OF PARCEL A) 3. RELINQUISHMENT OF ALL EASEMENTS EXISTING, FUTURE OR POTENTIAL, FOR ACCESS, LIGHT, VIEW AND AIR, AND ALL RIGHTS OF INGRESS, EGRESS AND REGRESS TO, FROM AND BETWEEN THE LAND AND THE HIGHWAY OR HIGHWAYS TO BE CONSTRUCTED ON LAND CONVEYED BY DEED. TO: STATE OF WASHINGTON DATED: NOVEMBER 08, 1962 RECORDED: DECEMBER 07,1962 RECORDING NO.: 5516657 (COVERS PARCEL B) 4. EASEMENT AND THE TERMS AND CONDITIONS THEREOF: PURPOSE: RIGHT OF WAY FOR CONSTRUCTION, OPERATION AND MAINTENANCE OF A WATER PIPE LINE AND APPURTENANCES THERETO AREA AFFECTED: A STRIP OF LAND 2 FEET IN WIDTH LYING WITHIN PARCEL B RECORDED: JANUARY 11, 1944 RECORDING NO.: 3359489 AREA AFFECTED: THE DESCRIPTION CONTAINED THEREIN IS NOT SUFFICIENT TO DETERMINE ITS EXACT LOCATION WITHIN THE PROPERTY HEREIN DESCRIBED S. EASEMENT AND THE TERMS AND CONDITIONS THEREOF: GRANTEE: THE CITY OF RENTON PURPOSE: RIGHT OF WAY FOR CONSTRUCTION, OPERATION AND MAINTENANCE OF A SANITARY SEWER LINE AND APPURTENANCES THERETO AREA AFFECTED: THE SOUTHERLY 30 FEET OF THE BLOCK 40 OF PARCEL A RECORDED: OCTOBER 08, 1569 RECORDING NO.: 6574300 UNDERGROUND UTILITY EASEMENT AND THE TERMS AND CONDITIONS THEREOF: GRANTEE: PUGET SOUND POWER AND LIGHT COMPANY PURPOSE. RIGHT OF WAY FOR CONSTRUCTION, OPERATION AND MAINTENANCE OF ELECTRIC TRANSMISSION FACILITIES AND APPURTENANCES THERETO AREA AFFECTED: A STRIP OF LAND 10 FEET IN WIDTH IN THE NORTH 20 FEET AND/OR AS CONSTRUCTED WITHIN PARCEL A RECORDED: OCTOBER 18, 1979 RECORDING NO.; 7910180691 CONTAINS COVENANT PROHIBITING STRUCTURES OVER SAID EASEMENT OR OTHER ACTIVITY WHICH MIGHT ENDANGER THE UNDERGROUND SYSTEM. 20070316001738.007 7, THE CITY OF RENTON ORDINANCE NO. 3373 AND THE TERMS AND CONDITIONS THEREOF: RECORDED: 112679 RECORDING NO.: 7911260604 REGARDING, VACATION OF STREETS AND ALLEYS AND RESERVATION OF EASEMENT RIGHTS RETAINED BY THE CITY OF RENTON AS TO UTILITIES AND APPURTENANT RIGHTS THERETO (COVERS PARCEL A) 8. EASEMENT AND THE TERMS AND CONDITIONS THEREOF: GRANTEE: THE CITY OF RENTON PURPOSE: RIGHT OF WAY FOR CONSTRUCTION, OPERATION AND MAINTENANCE OF PUBLIC UTILITIES (INCLUDING WATER AND SEWER) AND APPURTENANCES THERETO AREA AFFECTED: A STRIP OF LAND 15 FEET ALONG THE WESTERLY AND THE SOUTHERLY AND THE NORTHERLY BOUNDARY LINE OF THE WESTERLY PORTION OF PARCEL A RECORDED: FEBRUARY 11,1980 RECORDING NO.: 8002110469 9. EASEMENT AND THE TERMS AND CONDITIONS THEREOF: GRANTEE: THE CITY OF RENTON PURPOSE: RIGHT OF WAY FOR CONSTRUCTION, OPERATION AND MAINTENANCE OF PUBLIC UTILITIES (INCLUDING WATER AND SEWER) AND APPURTENANCES THERETO AREA AFFECTED: A STRIP OF LAND 15 FEET ALONG THE WESTERLY AND THE SOUTHERLY AND THE NORTHERLY BOUNDARY LINE OF THE WESTERLY PORTION OF PARCEL A RECORDED: DECEMBER 09, 1982 RECORDING NO.: $212090486 10. EASEMENT AND THE TERMS AND CONDITIONS THEREOF: GRANTEE: THE CITY OF RENTON PURPOSE: RIGHT OF WAY FOR CONSTRUCTION, OPERATION AND MAINTENANCE OF PUBLIC UTILITIES (INCLUDING WATER AND SEWER) AND APPURTENANCES THERETO AREA AFFECTED: A STRIP OF LAND 15 FEET ALONG THE WESTERLY AND THE SOUTHERLY AND THE NORTHERLY BOUNDARY LINE OF THE WESTERLY PORTION OF PARCEL A RECORDED: )UNE 09, 1983 RECORDING NO.: 8306090714 11. EASEMENT RIGHTS AND MAINTENANCE AGREEMENTS, IF ANY, FOR UTILITIES WHICH MAY HAVE BEEN GRANTED IN VACATED STREETS AND ALLEYS PRIOR TO THEIR VACATION. (COVERS PARCELS A AND C) 12. COVENANTS, CONDITIONS AND RESTRICTIONS IMPOSED BY INSTRUMENT RECORDED ON SEPTEMBER 13, 1979, UNDER RECORDING NO, 7909130668. THIS POLICY DOES NOT INSURE THAT THE LAND DESCRIBED IN SCHEDULE A IS BENEFITED BY EASEMENTS, COVENANTS OR OTHER APPURTENANCES SET FORTH IN SAID INSTRUMENT TO BENEFIT OR BURDEN REAL PROPERTY OUTSIDE THE BOUNDARIES OF SAID LAND. (COVERS PARCEL A) 7 20070315001738.008 13. COVENANTS, CONDITIONS AND RESTRICTIONS IMPOSED BY INSTRUMENT RECORDED ON NOVEMBER 17, 1980, UNDER RECORDING NO. 8011170559, INCLUDING, BUT NOT LIMITED TO, LIABILITY FOR ASSESSMENTS LEVIED BY THE CITY OF RENTON. THIS POLICY DOES NOT INSURE THAT THE LAND DESCRIBED IN SCHEDULE A IS BENEFITED BY EASEMENTS, COVENANTS OR OTHER APPURTENANCES SET FORTH IN SAID INSTRUMENT TO BENEFIT OR BURDEN REAL PROPERTY OUTSIDE THE BOUNDARIES OF SAID LAND. (COVERS PARCEL A) 14. ENCROACHMENT OF A FENCE AND CURB AND PAVING ALONG THE EAST BOUNDARY LINE OF THE PROPERTY DISCLOSED BY PENHALLEGON ASSOCIATES SURVEY, JOB NO. 94444.00, AS DISCLOSED BY THAT CERTAIN STATUTORY WARRANTY DEED RECORDED ON MAY 12, 1994, UNDER RECORDING NO. 9405122170. (COVERS PARCEL A) 15. ALL COVENANTS, CONDITIONS, EASEMENTS, ENCROACHMENTS OR OTHER SERVITUDES, IF ANY, DISCLOSED BY THE SURVEY RECORDED UNDER RECORDING NO, 9212159008. THIS POLICY DOES NOT INSURE THAT THE LAND DESCRIBED IN SCHEDULE A IS BENEFITED I3Y EASEMENTS, COVENANTS OR OTHER APPURTENANCES SHOWN ON THE PLAT OR SURVEY TO BENEFIT OR BURDEN REAL PROPERTY OUTSIDE THE BOUNDARIES OF SAID LAND. (COVERS PARCEL B) 16, RIGHT TO MAKE NECESSARY SLOPES FOR CUTS OR FILLS UPON THE LAND HEREIN DESCRIBED AS GRANTED TO KING COUNTY BY DEED RECORDED OCTOBER 28, 1936, UNDER RECORDING NO, 2919081. (COVERS PARCEL A) 17. RIGHT TO MAKE NECESSARY SLOPES FOR CUTS OR FILLS UPON THE LAND HEREIN DESCRIBED AS GRANTED TO KING COUNTY BY DEED RECORDED OCTOBER 30, 1936, UNDER RECORDING NO. 2919485. (COVERS PARCEL A) 18. RIGHT TO MAKE NECESSARY SLOPES FOR CUTS OR FILLS UPON THE LAND HEREIN DESCRIBED A5 GRANTED TO KING COUNTY BY DEED RECORDED NOVEMBER 28, 1936, UNDER RECORDING NO. 2923140. (COVERS PARCEL A) 19. RIGHT TO MAKE NECESSARY SLOPES FOR CUTS OR FILLS UPON THE LAND HEREIN DESCRIBED AS GRANTED TO KING COUNTY BY DEED RECORDED JANUARY 05, 1937, UNDER RECORDING NO. 2927725. (COVERS PARCEL A) 20. CITY OF RENTON ORDINANCE NO. 4775 AND THE TERMS AND CONDITIONS THEREOF; RECORDED: APRIL 15, 1999 RECORDING NO.: 9904151576 REGARDING: VACATION OF OAKESDALE AVENUE SOUTHWEST 21. MEMORANDUM OF PCS SITE AGREEMENT: LESSOR: SHEPHERD INVESTING, INC., A WASHINGTON CORPORATION LESSEE: SPRINT SPECTRUM, L.P. DATED: APRIL 21, 2000 RECORDED: MAY 02, 2000 RECORDING NO.: 20000502001656 (COVERS PARCEL A) 20070315001738.009 22. MEMORANDUM OF LEASE WITH RIGHT OF FIRST REFUSAL. LESSOR: SHEPHERD INVESTING, INC. LESSEE: THE MONEYTREE, INC. FOR A TERM OF: THE UNEXPIRED TERM EXTENDS TO JANUARY 31, 2007 WITH TWO ADDITIONAL FIVE-YEAR OPTIONS TO EXTENT] DATED: JANUARY 01, 1995 RECORDED: 3UNE 07, 2002 RECORDING NO.: 20020607002277 (COVERS PARCELS A AND B) 23. LEASE AND THE TERMS AND CONDITIONS THEREOF LESSOR: SHEPHERD INVESTING LESSEE: THE STATE OF WASHINGTON, DEPARTMENT OF CORRECTIONS FOR A TERM OF: 5 YEARS DATED: FEBRUARY 3,2004 RECORDED: AUGUST 18, 2004 RECORDING NO.: 20040818001158 (COVERS A PORTION OF PARCEL A) 24. RIGHTS OF THE FOLLOWING TENANTS, AS TENANTS ONLY WITH NO RIGHTS OF FIRST REFUSAL OR OPTIONS TO PURCHASE: SEE RENT ROLL EXHIBIT ATTACHED 9 am an' Qycqrd ins mm , 15,2001,1 (at aLsIgnodf OcL 1. 2005 Setftyr.be'r3D,2.O W DQ arzmsnt at Core.101 Fists. 3,-.20D41 Aillf"107M . I it) Co ir7n 260 JWY 1. 20031 Ja 1. 200.3 -June 3Q.2W?..z N KhV COtmlyfflolkSource 425 &12��T"Pe: A06 Jim, ""!� 19 W am,roded ---T . Jan.' 1995 Umthj*-Mbnth N OIRM C�� --2451 ep- .7. �OP31 (as amended Nxil 1. 2MOMO3 A%mh 31.2003 No UnKwsily of Wastinvoton 9 .22f4 June 2009 A"g. 18. 2006 May"17,2007 cam a i CoLodyWashington—'State CramCom Gwnagie pany/ONo N AMI -.294 Dm 20MI July 1; 2005 Jww 30,2010 'Norte None Ix **Offq 1w: , i WA. 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M41M�i�l f�1y� M lR�yi�MMlft' iM j /iMY* M i'.+�■+ + wl rtt s►J 4 pop, - i fly ' YI . - . . •� .. a 1 y wt . Wig : is , [ �. i....w�ar 6-..rr:rr• WARRANTY DEW � �'. fu tAr k for of W wr SL4k flfstsrey X* 14 AA. as / ha to Jet or Ka+rar .`t [. ,wxar sr rrf fitt ru:a[ts..r�.e a. otrelar., r� # e in SNOOP. for. raid iw .eeat[r"ON..1 tie an bf Q 1,prpa) �*+�-•�* !sM usas f7atsa+4 "toss stase•tiwltsrMiat �. hrashy.r.w„ v ewf ntrrmat so tho IkvN oar' r4aMlbac+ars, dw fou"Oh/ dowidmd rrcar "Soto aatustrd i+ eft cow-gs: iR fu slag 44 i1'"L *Qtt+. $* the o..qi-O'xrove 04 0WOPUMN q rsr evW urr+w VOW- d had f oe ategt�ised Valor 1n6u�r '.k..r+s N�CT*N „q A. Slate of R'eafitaW"w . ""t pert.tat of ►fs rsuarl" desrriirr hand f#t I"" s*u..'situ of lout iw f-mot trldes.bosm. 10 rat sot UA %"at t>sds ark ttgif tat* M UO sfs►ft. asaa of tae ees•..r UPS ml rots.. Moto rdrftwT rfsth y M D b %a kto of rsa M. i rasa« air t v*%, p4 L=!N 61,00 SML*MA "brow or 00 %i� qw~ am tMr Z1 A tmmaf I"~ of 00 $"twos% vscwr to fftoup% 1%, st.wtM* 77 per",; Saw ► %A %^, dessrifsd .. rats... 004b list tr,+ tsstrsrauar at- Nat rtrstt i4r .t twrtf uhs.f[c...+r sritA tfiI ffasl fly at sttal tiwaMOrl quetw of tM ftestfsmat 4aw wa7 tiros." 1boNds sifts flu st"at M rarrtt thm" *W 6" ef�M1. woo" w eai news Ume we food . ssfm or .1s", . is tia SttrAs UM of kY ftws inel xSew", tft IZ loss 47"r 1 a-Z 1r►rll►wast. trig si@fp 04d vt&M at VW JO, rtl AO tow. me %on# so ►t; LA*"**%%a► V%%A NOW satA 11JID st M&t4 iratisirA yrwrtwM r[ tie Orilrrsst O"FW►S tarot firsts Od0 lad, now " hate is tit tome rtr►fit at Or r g»! ts,[ Mite ss""vow"rw emitfff+d w tt. srsasw fit/ .toga /tsfs�W►1 frwrs#M }rttm sJlart U" muds ti•stats. Ptw%1st s0.I. Bust r►& M st vM MsOa to the My of huts+. Ensay at am, rttase sr if ws"110ert. Twt tapav to Lag taa"y" %moos^ 00"War eft same of doom Mna*w.fmd, s w► er tome. tar qi*Sf►e ds+lls srastrniar &U at vkfa are.b M took. w0b" UA ltsrtstrt uo of saflt►te lstmt►m■ srr of amwerd W is MA is *A efrYrs'd t1,. VtrW%w rf tfis+mwlt at Olrapls and wwtwr am or gvmnt Kano tti, 101, srrsrsd Aatf Ia lwL , rd tfr Irmur )two or att 0 is also sasr% at tmreni tL *s►rsin f ad It let►. rumen of 6tuf Cmarrtg. IJate, oar wwwo 1,wmgt eaww'aasl warms to sat Stale, wr Mosswut ull notm of ttt•► pxtq 064 eyesw (tsstri►" An VZAIML f_t�ttl+sn-ar VOW0sas eeerrrwta of erh tete, alt, V"* and MAP) we fro* MA1•faest "M ►r —W; Seim ML tarp OZ. k,- wf an OP.&A do*,? .sat bluer 1st! Am smassttort•ar..fs►t Meet eie. U ►a rr►aaraswai.sad tomb tad tlrs.fiaab of lreltwstaa atauD bm rsss"mlaw wtOw tawar drsar►fins rod erawyet 11swlw,•�s,.ar fersrtti ,twwsrs:/• 11i1. v� •T� ti. • .. + I a Fi "N Wi .40d ~6rw hef"I Aw no ioldiQ WMAM v .'11416 ft. WOMOON a "Jim OW Iota mdpb 1 00 - W'd ewsiVA u o i�l wwiofs�o' gkw sku No a bwrAW4 A-swow-i 761 W*wk kv w euq Nu ol Woki-Apmit �shim An a CW th 1 4*4. P%M bqA SO -?p ghw�xtxk W weadkou% {qvftb I hot an lkw on" ow MW do, --uniff ft" wi 4#4. VrZp G&IW WA ow pwwt wove.. WE h.) W'� W'� ' u iiiiii, ',it vur iu i r ioersour► n or 17u 'ros of :'.*oral, kif3 i vb 13 1944 r10 s.y el; 7356, P4th un oity Satut dau 11 1944 3 iS9489 DcLia 7 194J k l i red 1.40180n, .Dili! Vatellolman t,w rp t0Li11lei) 1ltrar.u9116ay AD r}, hoy itiYc, rid e".rstlt to al, is .-t,ur_kintut a:nt. rar u wtst;ar I�lp1s l l...e un e06 ul 0 ntril; of 1:6rtd Z. ft wido rd Alc unally in v nMly (Ilm-at:n fro--s Ot. UV 11 to .';I;o no 1 "(i ."i hc;ci aurrrar., tlsn Ictntt IV' 4aA s:.y 0, rt.ro.'Jol f n a.rtht;. fp 4. r th tolltr•YiGat A of the H4,:, .Gt d A 24, t.w;, 1 j t1 1 b diva, to upun 'lku tulL ntlydtttia; It is •.,i1c1 utou+i t bt isd }+::line t! c,tku L t:R:,•a of t'y t,hu sslraac;y t..1su 1a1s1: r,tld irtatr:ll"r, nitb It" ubtsdatl. t.tt:r;! rl unc� t:;dt LUG uu-.�t sllltill b�. sad 0011lo tit.iu in ft2,or-rfaat tho I aOAU&e Lid ; 1,0410 U1Lllct i'y W t:t1ty- od J ir1..:' 15 1:uvr luid i'he s'1 yi;jv l .nk it kl :;r,.lf4; s>i11O11, l,a ts61t1te ued at Laerlt: ] 4 ltlatses balms t11, auvreco of.t.he a n ss; 'dLes pr.wuu. so not to int.nrfai. M1t. LI..: 111LTi:;t; G Cite tiO•,t , ':1l by tira,, tl 1'$, rid-, r1; uk' +,1;(I,oaj mtta11 l:be�+ k1i1 Ir iLor p1 jrtt iii,�.': lk a:tiatt ral.p1!•, till+ vor Lt.q. clrp of 1na;eat;itl.' a',li , t: 11l,. hart malLial;. r6polrs tharrto, t;11e16l „'11113, s: xrri, ,.d:;rl� or y ty ,,ta1calf or th&: ,'slats, htir ur snoi:• serventa, aptlta or of, Auyays have Will tight to slits" UPo Lr14 cove t!eB ,•rer,;h tot e1L renui tic.e11, lid ap h ma4 a, bi,ol.l be Hauls ror all 10 !.a Lv he a:.uvc d•,o a,rc.,;s, It s•.y, Vt, H,3d t,y bruuxyea at a%-' rI;-eli t•., 0116for eisydti-A 0 #AD to I-.rowl K profs tr•,.reaa uah ••.fly tc, oatlime ./ enteriay. On { r'. ,.ro,: a 1 r `alto G.,rp of r.,ak L%,, )rb],•61 rK tee.' e.r , i, AAA- 0 r1i•' ra .Nir1 .,: t:.c ni2V.1 v.1 nr,t•. I t i I dttrunts n'' ittr. , nah Orr l: t rlortort 111+". arunt;r. lit tlte F. u.tnhrn , orLn thu:o:,r, t;r.d t,r1e illais in tiisr,etar ll,ttlutc.1.+ `nii1.. e,rtirs 1nk'... tiro e=tltt.,.1- +a: t,..,t art tlutir th. uu c.n:1 of oil i•,t!,ipo is 3/4 of iin ;u,;b 1a tlLst,.tLer. Thu adpl.1,v In eslvd -,Ivtd hulk JAps 'ilia tib.t: ttr,! greut ud st,al i bu bnt' im ayyurtoil,ont tu, . hal run watts t;lltt yr6.j4 DOW or,nc:8 :,•y LOU sy lf• r�uu ut u utrinQ s:.oa tit thu as aLor it of :,ar.ntlnt.'i 11:.. :,cu 3 a ad ett,ilu :.utY l,sltig at 6 yt of curve daaltuoLed u a :.t.0t1 •rk 138_1lua 16.98 ilk tt11; ; u : !#a 110t; utu;. r{! Lh no 270,31 rt bit., is, ;L 175J.06 .f.r. Lu :I,u -truw pl.- ol': t:,r; :air'. bt,ltt uos, ion Iron 1 1.-0 att Lisa line of an 0.7181,rl8 funaff''Warkin,. tta styy bdr. O;V t1t6.ttiu. of nea 2b, Lv,j,'x3 n r 4:uka a.: 'tr.u• ,,t:u-bainr: hisb� .0 sett J130" gust 1Bpl,.lo rt Vj Lin ; on -tion friprk ill trio] axim r• no so avr u1' .k,3 '4 , Und rg Lt. fru; t.itn r1d t.run I.1 4: .•r til s[, 09 d Oe, A t ts3" wont i G50 11t :,k bl! J. to h1c: roil 1•ivet ali tile dj.y-AwrL;i11 ul ou rua • No 8; Lt: al bnu ad rust," t;,rgin my sa nwly 1.5Ou vt a or 1 Wtn,- my O' r•y of 80A loi 6 itl auok:, t-up 23 a r uxta th tkoiy ss1 tl,nad nay Gdry Qn' the my bdry of Cult lot. 5 tit ya 0401y, ett:1 ells• on,,, rely r;l tha ttelr Wry �I burl tut+ b iu rA euoi3 totlle eiy aarnar u"1`' duvt lot 41 t1a wly HiLhh �o lUTr of sd BOO lot .4' #6 `�7pit w, or 1 L�7 tilt toM our tts:,f; b4100 also thrl no aor or tho th. •, us' n1sa 21„ nA oor i.csln,;; :ari.e+ on t110 jjroun 1�y .e.1,Gat ic: iron ;,iy., ��tihO Lut.er- eol,i,:,. u,1` Lwcl rono6e1: th, ais 0 0ky9. 03' 3J" ;nur�t b1 t11t; at t t :dry, ut. sr. :{',.. 817.91 ft. r1 or: 1. to :.ki true rl ut l,.:r,{tha wt;ritlit.. uuc:d tllrt}ti..r:aut 4trle do* t,a ttkk,t ui 1;6, k o x trr�, Fred Nelson ;eta SN'.lberi; 11 . Li l�iauitra ssr.;urti8en a� Kovlvuo .0 20 19�t3, t,y A�1red ife11!®n. ant11.7+st.sk�el.at:n hVt r� r it. ,1rrlold :Lp for an r- s at Uutdn 1lr ney 1:2 1946 rid, y ej. rt 5 0ltV pox 5U0 1. or Mr and lei and' vAtuah1p -Kwr.jAw4j *41%pCi4vtz, a 61aaftArmfiw $0 L. i.ML. 1440 W1 P" 4*41 Wiltsew J.-6-ugti d I t$ Job Wil goijrCod. *..Cr p4l "411&1 q:olr&' J West:%. #*I"" dwNJ coctiver to tOA .6%v -rot ftocca. AN ft"IrttwNl tok !--r tfM tiuvjwvoti+, POrf*pAjoor 41'r'l ter". & "W.PW%U4i Aw-efit aN-WF, dwomm Wool v*4w.# i.rr fOU"utwo 4*46critiod so*, "It !dTt1vFd;:N,4 A"rrOts-0 104 1411RAX NIP al"O. 0 tjo. fioibb`31 PobtNaP, CArlfoo`811 4.S.l4tiaw. to-cosr-IoLl a" Vol. 11, -wfp- To of 0.1obt-i rwCalrds -1 tl" cmwcbm. w4r4LpAf!atmin. IN, in- b`vr,T40A, in 9.4- "r nom- ort.&Ftwo-F rt ,.raljow 14, rupbtlft 20 %Qfth. "'"W" or 4n'd #fj f~1 'PO &%gob Aoo,"-f Or.. blgp.? i*Cf,•,Jo, ht, tr,41-vrj.� lot --w-oor. to FIL6wl, tm, 1.­,tj A., jet or T!,_ .r.- I.' 1�r,oj W. -# P" Y*ow-- Jot; �t,tter I 11 -eve r. tt ot st J. rt1�'�Ck• Cfa�tltAr aaa�J {►rN ttw rlri{s is aott►t+nct, � rrywira trtSJae�e. rarrlcw W rtaa►t�1{1 aaL�t lgMa, wi4t.aer II�r ::Mr. ab3 /IRAftr awlr t3Mr Mir •,tys+abr v+StLe tlttlitiN ae8 'I ..jvY4sr lNl�f ar_'d.-ft�t �ftdar talt� 131RN+alsRrfi�A bJ MiNlt. t# •dtlrtJ011• -,i wi,nt irap$..tagrer i R►1t✓Yt: Ccmpba'y, a waablogtoo cgrtvtat.toe.WO sar.:•as,atr OW a•asnor, mitrwlt Mrr Thw rlgtt6 is rorratr"Ot. Owerrte. 't 'r4t9a1,as;r, 110;;'41r-.ALhd watJrsy A" ur trots •tece:r-{t tams* r,.. u*'**; W *040f1lt Rl tit il..t:ltlt -I ti.K y.tf 4fifjlir ♦taftV tail "S~fkl ' I €agtxtt.r't. t+ttit .11 4%-kwSuai-r tir OI.errnlRttt aywrtrllancra t.rfllt Tloff• ? v1 geft 'rr;• I+Wr-Jwar i.lt a:tl jQt t:wlkla2 to 0.7 IV$jq &g t, •r �nr }j t�ritt .� MvJsa alte/er k4o"O` vlt1A rr,w+witwAr J:r+srs. Start roll rwt+wt'ti ■Jrttrlc tr�a.►it.+Yira aa$ $latftt+ltlaw tJr{aaW ¢rwAtlaltwtlu4 wr10 alt:'+.l lrtwol R.tN7: r+f11,t(s. L1 iWl t {t irf. llny�rgflt41L7 it 14A•tyl t i. ���++N��1�r�l��d CwYZlra• 'Viryl�a.. r•� I:o>I• " 414hrt •nil 4 raflxt</Ant at - iN/ti -u,rr i.�l in �r bolt.{ bW rt,sd t av l l i l l R'R I -Mete A R ,at:i1 r lrmn,tbr ;zr• OM e.. .*"t��l 'Y. �.» "+wfrt ... 4~ .M4�v 'P.:t1+.3 tar...• . {at:rt. t:. «..�. r '"..i'MP r,rw : , •? �1. t.i'.• r. e.ay 1d. +<ra••ir. ev, 6-4 yA.tnt - ,•t W.e+att:tt+' armAw#.cI tilt Ilia y`Aflu:+ u; domtrtwllti•f, frt.a{rli" #rt• ai A•+:«..asty n.u.l +,. •11 ital{tieO ,Wkb r.i...M {atr .{'r.8•u W't.eettt .. S „t.•,, fit.: -a. .Tl..•:.e! .;4V;w:4: 04rj W:r'trjµ: +• 11r,4%Stir. 14 l.arl-filet _ a _ �qf..•.,. ., ■f!K,iwkM. l.g..•f' •)t Nilt'. aat!x«,.r•f, ':174lW i�f�M•AI. ♦ k.. 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All, w�YI.. � . .r.WJ.1 r-•es•fi..n•'d ..- •-«arW i,. • .� � ram, y• • a •. 1W r 'ktti ti N tttir+s tnu w. tM wlsl~re� e! uia��s+,�I11eM 11rt'Enea►sLOSS rrs.R t1.r rlirtrr• Iwrrell► sr�llrr+. ►rpril.�I.frrl. �Mtiawr,cofsl.l Rol nwaocruce - � xt e,rtir�.A>. -anlr Iri�,id4w.aa tow i�wwwrrt .� s�cAawi�r. µcol: � i.r :.l.rs:nq •; U1' Ari Tihelbo tweAtr.{ 0100) test:er ttmreori:r%d put" 1lurrr$ fwvr • jI :I-ttc v.•pwr.r•v, .r"tlitlrs rlt>,pirt Peter wrtttaw C40ts"t. ti, l ri4?Y, MT ;L•cspt.ler� iid 100" lt"o ilkls "r.eaaw.e, ffl sr.ntte r•.d �tlpel.IIa:�ed•reiunr t LIght Crrg6" ""W to 1M4.+r6" MAI ::� t+il'.s1a�R 4tMSM► tra.. fhr ^4 WO CI*itri tot 490-4"b ar{!er04-LT "at+r pwrri.b +3'+�c7� tiy' F� G.rsid Ur Liwht ,�y �+.:.ttirw�f,Cfa..a{ �lti. 1'1.r!sts..Rsrrlr-rtwnl+tJ. I.rnn_t.i�n! `.nsi, �ts!+1r,+ �. !• ..xr, �vwl d+`.. AU rurwf i LtKts1: Co-o+wjr' •hwS'l "[ is rsal+r.ri1TSo to nr u-t or7 '� `i•. my .irr.an• t.srlsiaR rtno* iA,atls• rn snY awroas at dam". to . ►f Am-tir .C*%Ir$ tW Onto Of artsrlom of trlrrtm4, ►-. :f►!r'!'rdz+«a ti4fl�ll71t�M. rSrf riwl�it- Aw:i a/.i1�a�t�:rM - *t 5••• �x.r��.� ♦6ASl Srssrw to thr r,tr.w{it •T w+wr m 4-10040uran /well - 'rJ'!'Sw t.Yi• f� .fit! d.� �.+. t'►f�. t+�1�Ttrfi" n - .rc.''At trvfst�ifi' All 10r{trr' r.s 46. ftblif got O'd Nor sko state i tdi" 4ft Lja —64 Y,rt 41"j. 11062; oarvanaltv evvo"oA lloatfro Fm.- c %to &*%to. aF4 ati I lApt - A. D.U41 I or& t Ala bAlf of M. 43. lrffjTj.Twr Co.. to vqpkmebAt Uk 4M 1016 VW*Vilt" Ui* 6409 ON tDR11 flim OI&A pqtVo&"- hViSIS owntlailwa, ay. h&*4 49"d officitt tool twis %Jay i t.—v r twol4taw at 41* r-.0 J.. swso"l -6-, SA 4w, Vh U00 Am, 1~4 - J 4 BASF,MEMPORt)Nn£RGRO1JA'[ XLECi1(ICSYBTGM P011M AR, _�, AhVIp h. SADL'Y and &ltu6Wi I.. SABIgi�ilia ---wL4ZhC_A4pll'ItGAGIL.CORPQR1TLOtl,.-t A bior-tyage-m _ (*:same" Itaro;al, p:tnhL convr,la a,W warrants to PUCE( SOUND tOWL1a A 6IGWt COAIN1— . a I.tiaihlAsian ear• " parwtlml i"(1ransla^ h.mlu), for the pwpnsra haroiaa(tut sM Ir0ce1h a MPIWuai aaramrpl unity, amosa and ores rha tot. - A„•tinp 1lett:rib.d rvat prolkwty Caautp.lVnridugxin . Lots 1 through.7, inclusive,"and Lots 50'Lhrougl1 59, inclusive, !Moak 41, and Lots 1 thru 7, lncluaive", and Lots SO- thru $6, 1noluniva. Block 40, all in 0— C. U. llillmnhla Eurlington,Cardona Additien to the Cttj of Seattle pivision No. 1, according to the plat, recorded in Volume 17 of. Plata, pagq 74, in C King County, ilashingtonr TOG6MMR WITH !Mono portions of S. W. 12th'Straat Iformerly.S. 150th Plaeal and Thomas Avenue B.N.'(forinarly tilyd Avsnttu S.) and aile.ye in said Flock■ — 41 and 40, vacated by City of Renton ordinanca'lio. 2475, that would attach by �oparntion cf lank EXCEPT that portion conveyed to icing County for public road by deed ceeorderd under Auditor'a Filer No. 2919081; and EXCEPT that portion aon- veyed Lo the State of Mashington.tar .Priteary State highway No. 1.by dared recorded under Auditor's bile No. 54436891 Located in the Sontheast 1/4 of the Nartheaut 1/4 of Section 24, Township 23 North, Range 4 Sant, H.M. Vvrwpt as may bar a0mr%Ase sal lards 1lratn Crantea'+ fthls rhatt be eaerdmi ulron that plirdoe of rho Prop" Ir" IN ISM. d Way' Wrcinj descrlhed as fn!lrnaw A AS{�tlo!•IYar.� ..19_ _ _ fwl fn"trWth hedrryl _,"t' _ fret al weh W1d4h an tog dde of . eoahn line dsuiilatd of IaN9%,m The canterlitie"of Grantuorts facilities as aanatrueted cr to be conatructod,'oxtanded at relocated, iytng within the north 20 feat of the."ebovn described property. ]. rittperr. (:sheen;hell have the riOf in ennslruel, 41wata. andatala, repair, rc1l1dacu Alin enlsrpe art awdarttsaml rk-drk tra im(rarun snow Jhtroxtilen system upon sad Iwdw the 91jgh111MVVy !supper is th ell pnaaeerry or eerlrsMent ep• ' pp,alnumou d141elur, wwch wly hedaJe hot ago &A 11mikil to Ow Inllowiap: aiwla.pr ro al raridukk awak eaeumiriesaes Neva; vndra, raadalm swifaha, and traaaferasrw and aunbhvried at ground nMrentod facilatee, Mellio%Us Ow !atrial con. skaantn of Its to4MIes. Gtap(sa mar from dare Ia Rme coenlruW ruth additianol ladbtin as It mq rerlafro.::. i . i. Acton. Cuaatru dial! bare the KSW of acceaf In the Ritlhte[•1Vay owr aeA.ere+aflra Prgrarq toen,Lie Grari4w In ens - ctse Ill two$ lloteuede,, fwort14 dew Cranr.e shall omtr+u,tta Greater for Any, duaaI'v to the 1—jowly tmmed by the error nM d slit riot d aorta 1 1 Olntrocltam. Lanl,lapigy Otani" roar IneV lisle In lime realwt'at►aar, hosllae. m oiWr a61rVeW rs vA&ia file Atia�ht• . afdt/ay era! error 6 and =rain the Nleh[•trfdVay W d1a t.Ali n1 Maloneblr 111vtttary Ia calm sue Itw Iwrpeser ed forth to am n ppaI hwear. {rrwhlwL Iha! M: NWIr�p sad! Va k. "midge ahtall. la the anted raamnn4ly pTadkNbla, mslore th ragraph e HI{jtl•sf•tvay to Ills eerrd1110n h IVU (matt;+ally Inipr to track %vwX rAkmAsft Ihn Msrallalimt a( C.rankti'a sviei{rmpd . Whvsa,Crta6rrrNnyuadartnheapyardtsnitytmlrtsramshuteAlva1411JI tpinCsfI%0Rlit1t•el•1Yar,proHdedti%Mnokmua whur plena shill bar rrtaw4 ifercon w0lich I'V011114 its Ilnrallulnehlr 04WIMslw at Meer 1101 ter Cnptee be tmneee and - 4. Grsnlars llas of ifltht•ei Witt'. Granter reaairn iho ritht to rw the IilXl W-Way tar %cW parpsse Not Inmrniski a with . 1119 rlFlga hard" sran t: [hill Cn%Mw shall net consirto err amine say balldinpav ollar ankatire an the AkgM• ' ol•y('ny rrfrcjl nvnM! Inter uri a with tMo osaralsu ul the rtytul IlmuLtpralumb trot nil dl,rylity, runaagat w ether form al tow• • ssnictbn aelh•Ify ,Anil 6a 4kww as the Pinverlr td4h %a"dtatrgll th. enttltlari" er unnsllA Grantac4 facMins'no the mob"FWar, or cndark;t r Iho Lateral suln"M to raid [AdIM•s: and that au bLuwtadlsll La A4ae within Is fad d the RISM4. Wiry f. tudmauM Ql acolr6l/ and rernrlatte thtr earman4 Gnuur rasarn to trdelan!!pp sad bald harlplssr Gsatttor ban oar and all claitsr sr MtJrAar saver rlulryim suflsnt+l lit' my {raspll rchlth.nor Iw raasuJly the Croruas9 eanrlla of Iha tip1�6 horofn arantedl proVi tad, 01e1 Ceattrls d1a11 not be raeteonsrolo toCrslakr fur any 11 juries aNdfir doms=as to any per= causedTIk1 ••ch at oroiulten a( CrorAw. 1, AboNdaanetu, IlAr 102 horula prattled sA-tn fLlllhuis %11111I m4ch r1Nke •11 climlao crows is are ttia It tot•lvar for a pudial ad lira 131 alarlerriVe mare is lrhtcll even[ Min ratelaoa 01.11 ionnhvefe nMl Mill lights hmaaat6V aball Mart I OMP Oar. w Niklal that no p1etubAM11011 AMLI Ire'hKMMII IN have occtrtrsd ly IrateN of Craai wit (Allard 10 fnataN(r insind Its 11C141Lv an lite k1piM•e1•16r wllhln oily p.rlpd of 1I140 irws Iha dark hnrnd, 4. bue,vn .n LMI ,tsrtylnl.Tllo rlMtis a,sl aigloal ns of dim {mrprrs nlmU Metro in the flenarit of sail bit I.tahn}upaa 4hnir gmaearill•,rato•narna awl air FIL£d FOR R£CORO AT REQUEST OF: R-1174 PUGET PCNER r.J/44 Rf_*4 ESTATE Oiv0ON- .twu 1 r. 737961 PUGET POWER JIM, ���� `� � i• 2 d 4/9 Z B� GEOME 1kMANTMIAM 1 t ' '` t• Al GAIT.O this __L= day u( Cf1A AVrAC�xCORPORATION raunn of Xing 5Lb A.y of hr„i..w----- -- .:9TS1_.. IKlare ac"thr aodrr.isaad. ■ ttimo)- 1 rLlic A. and I- tlw< Rues of 1l'aahiwYtan, .Irly eo.MAisslancd and ..ran. pvtamaallr .Honored ka- �.;. l9r,vJ.d i• r•ei1>_ev .�° a� ' '• � � � Y- - -- w ... La.w r Lr it., i.rdlvrd,rf deu•+Iwd W. nrrd a'ha . ±�t vure.4.4 the widtlm lasnuueas inn h {pj &all rnJ Al.o at. rho Ana WY In Feel fcr,3And- L._ CabOy }# 1'S • _', _ end seLava'lydred to err rhar_hr aiLned and srev" the saM ■s_ 61 it own frrr, and •oluntarr art and 1+� • • datAl for _DIY aril, mad also as eu hS It Gee and voluntary net ar.l deed as Atmaey In }•ace for .; said A,hftr a T- Amber ' is slw r.paaiey and for the acts sad;F-L-F/ erelenrnriwrd, sad that s.id principal is mot•dreseaed ma Ims.an'., ., ... ..,. - - '�• -�M • f.\ OIi,rEff IWILM :OP. I Moir Ar►�r► w1 �V I.w.l .d �fJi+ri wY ilnefd a..lri sM Isar r+•H''., . •-her . • . r. S ! L'i i Astons ►.kf ie i. "d fr ate lraa• 91 s'rweeje.ti •peldh; eaI . - '�r6at.LlrstuNf -ut,e Amt 4,rt"%dFACT' C1. - S STATE O! %VASItluCM,l i SB OODUIY [7i • Dn dds dur yanaadlp apn►uM taafare my lamp kocnne to be Air lnilirWmal— desirlbed in mad alw omeculorl the trilfdn awi larnphtz imstMu *ftL amd acksosrfedecd iW ' sligned the sepia as " Irw and Wortuary tier And deW foe the oua and punwo ihicala manriensel C WN mrmhv nor luwf and official Mal fhb' day of is 4-1 Nolrrp puMls is amtl far the fluiv of LYa4lew Ca rr fir'; .a STATE CW WAIMIN TON f . "'` •j fi5 . COIIPO16TE AC► NOWLMGMENT COLM'M Or Icing I no Ihis Sth day 1 tJU�Cber ,10 7g � , before me, the wai"jf eat personally RppaeRd A tIPAC IfGU=ACr__ the tnrytaradim alau aRoeulad the le►algpityt Imatnnromt ' Y f- Wl ocicmawln:Ccd llr. said Issirumord m bs Iha flaw And volnmtory act find_ dead of uW rorpwadw%far the um and pucparesther'arA rasailnrwl snd en oath palwl lhmt sailwrltaA Ic aaaeuie I}ra YW 6tsienn pot MO tlw the E r r swl rifised is the mrptrmie Real al sad corfwrM left M lvttnuss Mey h:mvl mat affidai seal haraio Mixed Iha der AM roar [first tdtrrn•a wellierr. � _5..1.5` •1.11.tJ �r��asW�� � r --� - r sue- Nomry 1'« .y: 't Arid Ian the Stela of lt'sshirii,'k+n, ' Art'.. 3 raddWFat _W-dinville �_----- �. 7 is � v t PN C�+.. LW "P11t t. ituir A' i? ,.•t J- n • ra'flir ne rar .r we ra„ Tom' r ,y. i / i,':.N Ib, IM.re,p l'r.l• jni % i I!•.. -A .., M:.. 91 irtbk yfYtN tn't A< ).45 .Grin Wt r �+ NNN'...t r r. y,wl i yH lrrrr/,o s� 140.90 Ih,'"W VTr or. Rt"TON, WAS11MOTON � •• •'OROIMAWE NO. rll.J - .. '[Nt�k�lltlllLS or ?He C17Y t1A'LRJtR"H, WAtNIHaMl1, . YACATINO A PORTION OF 3.11. Wit 87. BAST OF OAK3DALF . Ayh S.W. - YAG-11-71 • DAVID I. MSSY �' br WN9119AS a popes petition for Yoealtng a-porilvn of S,W. IM St. Feat .;, al Oattdate Ave F.M. Renton. Kirg Cowly, WAMIntton, eras duty filed with $At City Clorl as w.about Jair 2e, 11y1, and sold polulen aar4x f,ww aI6Ae0 tR atwtera - repn/antfog store Ibom Ise -lairds '.af theprof•rt! armttbg was suet right df wry -s4r ,. r W I to Go.raaa}eil and- w"RRFAS tlrs CNy Counall Oy Involution'' No, 1101 prsud am ewer" im AdgWI zo, im, mw after duo Invesd4atMa. W Its and dotarmhup Wa 241A dog of Septa", W11. at Um bolo of Sr" p.m.,; In thv City Cooneit chambers of the City of Roman to bt the timm eau plaro.for a Poole hearlAC thrraam, and IA* City Cleft . y hwltlg given aaa mice of teen hearing IA the hopper presided try ow. dad All ix'rmm Aariag boaA hearsi appearing to tefor or U appooilloo tltarotof sad MHKAZAA the Aeputtaaht o! Poetie works sad the 71amI g Department t� {. ',' c ,,.• ' of the City of NeAlw. heelrc d,rly mmaidmrrd ufd potitim Po, saW Yaealion, and hovft #;•.i r• found eatpe to tre in the ptmue: interest and far the pabitr beaefil, and no injury or �+ a dareaam to may parson or properties will romit iron nags Yeeatlomi NOW TIIRRQFCRF,, TUJ CITY COUNCIL OF TIIE CITY OF REnTON, J Y t+ WASltli aMil; IIO ORDAIN AS 701,01134 - eaI.yys.., _ aw!at r Oq_ It :1,e faWwirr dosorb" portion of right of ray. towriu See, It"it +A• atioehed kroie'an_d iaeda it put hereof as If ruing lot Imth heroin. kR AwD`TNE SAMS: 13 tICAROYV4CATFO SUIIJSC7 to ant aasatpen! over, aeroa, WKmr OW an aR of We aivrsdeserbod, pfepariy I% favor of the city for 1111Yty one 3R4�'IOIt -M4 City Catme hprvby vleeu to :hargo a fad of tid.ary-,Jo to Potitionat-•Otemm. said &mount m oieescft WWA%aif of Ike CIty4 appraisal of r ' : 3 the tot,efway Imtmal hsreim vacated, and imit obotra being npsonalm" atst prgw. Im Tttls OrOutpa *Alk be offoollvo wpm lb patimp. approeel i :.� _ 2. t' . 7� ': ,4 4 ILi�[Llaihara�..G���Y..,a�s»n. _,..a . ,...� . _ . - _ � ..F` :`x..".a,�' ��� 'vp',.� r►P1.�; i� . "t`i ��%°, }�' ,n p, ,�: f� . T+ritlt -'R -laYl :•Crriptlr`-l.rl.•1 a�ly-7i, ytY I Ural 1�'.A111y YaaaliM 9-li-l7 _ ' . - {0 t[. jtnrtr'ly Fcr-� at s„Ijpin 11., s. loch sl. rnd'in1 . 't7' 4 y of tktI'lr1Ylr1-el+wtr - Ilfr• of Wt+.lr a... .$Vint sAC4a'I:l7 ' Ir known r! ilolk ,trt, trl artanfladi - . t .7 .Zferaarly .i.I-rYatsrly of + Hrityift If,r co rjIn, 7r>. SC ro+n+r is lot Ik I `Q '' Ilesk LI, C. t; Mtltr+ari'a W1.4myto• "r/a•t. Rir, 01. aeCarptlrt to Plot tharrrl r.cuirt In Vol,- E7 of plsl4. pa" 14, r.corlt ea [lr,t. Cau•tr,' unhlr,0er,. bill: OfrC wrr.r •f tot Ic, aluc te. w tali • '.' �:y C, O: 11111Mr'1 carllrfYtso Cardam, ON. Its. ..., 3 Y N:$Ic •IICy, M+i + width rf 4i Co, ta{rlkar With th+l pardon *I a nt 14 It., Iw ►Irtk it, tci4 plot rl C. V. biltl.•n'C Carttnftra flariawt ff tyl,it aaCtarly of t%o aaltaCly rl7htrol-wr tint at 5414 ark"Iff err. SW atLt"4W OW IyInY w*iWIT si • Ilm Cu lket'M Ihr it ccrMt of Lot 16,641d YtxY 61 with the :C Caifryf J tot at of C+id !lack tt. ,.� f i rY• ^�Yy i cr ♦ �' toll tJA �} Y , , I�Nf1 tri�l�tl i �' :I.f r: ► ,1 is alit•$ is hr tsr:ir,l.`' -:•:• ,wa't,�Y.hLI'1741'1r6j..Ll�_�s� YJf1.hll! 1. &M sou'i'3I wi4,rr•: • CM�t+tk�a :r,ik III T, A M, S lJos R ENT, "do this litb.43, of Tabrkiair T im b Y. a and and = 4 C3 : hereinaftor called 114rantor(s)", Jnd the CITY OF MENTON a Municipal Corpoi on of� Go County, siathington, hereinafter called"Granteiel. WITHESSE": r- That said Prantor(s), for and In cqq%ld*r*tIon of the sun a r JL, 00, (000 13021arlI paid by Crantem, and other val.ble consldtf"t on. 4U hy TFaso -Pro"nts, grant, barge ro_,sell, convoy;" I nd warrant unto the said Gr"toa; Its s"cossors 4nd.G1%Ign6. on easca*nc for public utilities (including water and towor),,Wth n-C.'s-ry oppurtanainces over, through, across and upon the fol lowing, 4ascrIbad property +4 In Mng Washl"ton, rare pr"cu'ariy described as Wlawffit 'a is root movanoint for wator' puspodem over, uaftr, Games AvA ft=09P all that portion of into 9, 10, 20, 29 apil 48. SIACk 41, MW Of t*tg 9 through 21 and 4S through 40, Slack 40. L C.D. JjUlaan * I EarLiogton, Gard"m Div. No. 1. &Dowdiog to plot rao*rdad in TOL. 17 of Plata, page 14, rowx4m Of WIM oxwty, washir4ton. &pd of vacated liLr**L4F end allso adjoining. LYIng southerly of a. w. Oraft way end Northerly Of ItibbrOtAtO HiA2hMMY 405- tM eont4wlino of whLah Is dadorib" as rollover p*qjrjnjrq at the Intersection or a line 7.S fact masterly of mid parallel to the east augLo of Bfth Ave. So. (06koWa Ave. 9.10.) with the southerly nargin of S. V. Grady ways thence southerly slow said parallel IlAs to a line 7.S rt. northerly of and Parallel to tA* WxthOrLY %argin of interstate Kighwgy 4051 thence *&*tlwlY along MAJA PACA1141 Und, to & line 293.$ feet westerly of and paraLlti to the cuntwlins bf varcatmil a 3rd Avg. B. (ThOMMIN 4VO. 5-01.)1 then** n*rth*aY 910"9 *Aid parallel Line, S distime of 323.5 facts thews on A d0flwdtiOn to the .1j. left of it 1/4 to ehm amtbarly vwx1ja or S.W. Grady %my and the tcmizuim of this caDtwrline do*orLptioe. 7 1% L..XCME I'AYV01 REQ0IFtEl) :KA Xing Retards 4alslnn ''�.n�tE NUO Romer Stf'fOH Lit mull -AL nLOM 1411-1 J. .7 }�. .w - .�� ` ��+�rP!!:Mw•«.b!F+,!'4T'"'('+�rN►!'},k7•"'i►^5i S::ti:���;'*,.cw���.: -'- �LIF+•i.'�-w '•j5b�'3' •�,�' �M »r`., aJk '45f I. '� •1y:i�r•/'r!.!; „iLa :.',.. ')'• ;•.•i ;,i1: ..'�.� .:. "1'•y.. ��•,.a i.q y$gy f+: . i` � t ��,�'ii y r : � ,.k �'�'-•1 � ri1' •: .•..'.. 'y , . N .r. '. ' -'y, t �:. �<=Viiyry',� *`�S� �(tr� f�"If � "i"`�'�• kl ��': :'"�'.' l'• j r.,r•r^';�•{, w'' _ '�' 1 ?"r`..1!'�r:r'l`'•'r �����'�,�{ tw•1 _ - -�L� - .s !{"• 'v ,: a�.d. ;•. •�.. •.••;••%.r• j! :S� '•a' �ti-y 's,f' ,. j;ti fin, �'.t� w-: �' L:•";s i,rM?: •"�c,�?'... ,: �+xr•.ti•.:_u'r. �. '.11:.•. .. 1?. iT.: .+ri 4 +�M a'• �y�� - ";i.�' "1, r r' `.i. i, _ � Y,,. '�_r.: ��iµ��1i.5� ,,,'yy,/�/..� �ij .�. ` r� ;�il'lfi�-. heteCclors-wntlaned pranbes. Its succassors or..Usigns, seiell::: 4't e t1iA' right, withqut prior notice or.proceadtng at law, at such tipas.; laay upon sold to enter usold 9MVI described properthe purpo"sir` gf conitRructing. aslntaining, repairing, altaring or'recomme,tiog Mild '° '•r ....L'„i r uiltlfy. Or"king my a tnectfans therewith, witho5it ideurrtng arty lagai'' ,h n4liyy+lions or liability therefore, provided; that•such caristKuction; Bain- tainin , repairingt altering or reconstruction of such utility shall be . 4cco*liahod in such + manner that 0& private ioprovsisents existing 14 chi ri.¢st rlght(s),of-ray shall riot be disturbed or damoad. or in the event thsy,ai's' iar{ dlstarbed er damigtd, 'they will tie replaced In as good a condition as they wars laaedlately before the property was entered upon by the Grantee. The Grantor shall fully use and enyay tht aforedescribed premises, y' Q including the right to retain the right to use the surface of said right�of=way if such use doss not Interfere with installation and maintananoe of the utility IIne. pover. Ow grantor shall not *met buildings or structures over, under we or across the right -of -Way during the existence of such utility.. e This aaseaent. shall be a covensat running with the land and shall be bind• Ing an the ornntor. his successors, h■irs and assigns. Grantor•+ cOV"&nt that s they are the lawful owners of the above properties and that .they have a good and lawful right to execute' is agreement. o/vr ro .r a and 4 and �. T and CONI'oMTE FCNH: f .. STATE or ,— SS a IlyiNiTV of ' an this 6eh ` day of hre In ag berow xha, the undartii;W, g a Rout Pebl e n an or,t 8.6 o �, duly caemlasioned end worn b personally ap"A"14 ,[ + and respectively, to me' to the the cargos on t erscutad,the'fare �} teeing s rua+li asE ac t g sa instruaknt to ly. the free and voluntary act and dead of said corporation, for the uses sad Vurpoxes tlherein a+erstioaed, and an o:th stated Shot auiharised to execute the said instruawnt and that. „= the seal affixed Is TW corporate seat of said corporation. Hy YfYRESS W hand aed official seal hereto stfixed the day and yea` certificate aitevt written. 111! . w•' i ' `r at�l`iry-pi C to an or a of.' ' y resid g; at gjIligRi.. r w. i .• .. .... .J•..}i•! drip ���''ir• i r{ ,t`. f ��''' :.''J i•-•r+M ��.R :-, irri+• w*}:,�':'s*n'�ll", 4 uTMIT1ES It EASEMENT THIS IMiTM,MEMT, +[.ade of ncn•_em!mr by and hatwesnthenntnr Eaataftd___C;tV of Renton ; Invastment and .r and and ; ha,elnafter called "Crantor(s)", and tha CITv OCREMT.CM..a Muntc1pal Corporation of King County, Washington, hereinafter "lied "G antel'. C.7 WIT14ESSETH: � That Bald Grantor(s), for and in consideration of the ems• of S aid by Grantee. and other valuable consideration, do by p tie presents, grant, garjaMin. sell, convey. and worrant Lmto the said 4rantoo, its' ' . M suetossors and assigns. an essarent for pubilc utilltles (Includtn4 water and sewer) with nocessarY appurtenances over, through, across and upon the follorlrq described property In Klnq County, Vashington, more particularly described as follows: A 15' ride sasearat for pubLic atlLltles ever, under, and aeross a portion of block 41, C.O. Hlllnan's Sarlington C.ardens Oivisloo il, according to the plat recorded ' In bolume 17 of plats, page 74, records of King County, Masington, and of vacated alley tereia, the centerline of which easoment it deacri.bed as foliousi Couencing of the intersection of the svutiwrly margin of S.11. Grady May and the oast margin of Both Ave. go. (aakdale Ave. S.M.11 thence northeasterly along the southerly margin of S.M. Grady qay 184' to the True Point of Beginning, thence southeasterly perpendicular to said southerly margln 70' to the end of this center- line. 92/12,'09 00496 D RECD F 4.00 CAIHSL +�,►*4.OQ 22 Said heretofore mentioned grantee. Its successors or assigns, shall have the ri}ht, without prior notice or proceeding at 14w, at such times as may be Necessary to enter upon said above described property for the purpose of construct- ing. maintaining, repairing, altering or reeonstnicting said l,tilitles. or Braking any connections therewith, olthout incurring any legal obligations or liability therefore. provided, that such cgfs tT*Lrction. naintainir repairing, altering or reconstruction of said utilities shall be accoaplished to such a runner that the private inprovelnents existing in the rights) -of -way shall not be disturbed or damaged, they will be replaced in as good a conditlon as they W-re laaaediataly before the property was entered upon by the Grantee, I- The wrantur s'noll folly use a»d "Say the aforedeteribed premises. including ( the right to retain the right to use the surface of said .right-of-way if such use i does not interfere with installation and maintenance of the utilities. However, the grantor shall root erect buildings or structures over, under or across the j ccpp right-of-way twring the existence of such utilities. W This easement, shall be a covenant running with the land and shall be binning on the Grantor, his successors, heirs and assigns. Grantors covenant that M4 are the lawful awe of tha a properties and that they have a good and ?awful right to execute t a t [ � and Ij } and I and and STATE Of WAJ;IRVON I SS COUNTY OF KING I, the undersigned, a notary public in and for the State of Washington. hereby certify th+tt on this ZL day of ge���r 19 e2 personally appeared before me anr} n1ya a e •Mr and 1. and and . to me known to be irdividual(s) described in an* who execu the ongoing ia$trumdftt, and ackiiowleJged that signed and sealed the same as dree and voluntary act and dpeded or 5e uses and purposes therein mentioned. Notary Public in an 'far the State o Vathington, residt at s,� '. / A S ww,i%f to IN, f 4jurm'. 0 RIcfo,el '.,Pqo#O of It* of R;k f&S 1#* rh of 4 U Tk itow of too two of 400l %ploof 0414p"Wiff $ORlo to sol"w"s st met. gigo"fr. RN -*#*oat Amn$qo 160 OdIA 9,6-low. Itt 1.0 OiAtit.;.11tilson .1tocludifte -*too 4-4 ttiewe1 -tio • :-st4sipa-V ovef. "#"It A9v1*%S ova Woo 00 16?tsmel" AmsEffib" pf"we'lo fiva v-osvi Aftm-6: mA qjq44.AO,AI1 p"oNlow A. it. .:*A al. firs 0 4 7•b. ep,4 .06 t"**%r6 M wsV t*+M@Vb!&3 Or im" p"stuarlIp of I -It ins lbp I%r I tie., 1.1-foof pboakIliti %" 9" oatt. -1 ft;t% 9VAL#A4*! AW;%.W-I SIP �hMNOS* -it A-W-- C90AP ;-.iNto.s to -SM4 "A.1 No -a I Jaw 7. 11 r.", ba"bro IV MI 6�4 61 lei bpi I%-- Oi:,oftt-ofm-sxw '1rimwftr .0%, th."s, YaAeir.y slepso A44 liNd IN, a 9jmm,_1i*. feet. *;o-blef1j, *1 6"4 "ralw 1. tow awmfiovgtdq *1 _44s.s ono A*-. Ow. Iwo, ft.11.aA 1%~a: 016titbooll: eet'ss ".,4 ;Wlsosff. &I-mr S4,CS 1-4 T.­ ct teasftw rfmotr see. .j fft, qwmi-m4. -.0 tho polovt".iLl,, Aosumko­t +� 14WWi -ill- 0 6141 P of tmwl t7 t": &A vojets—apsotib" mo .#*tltwv. "tft&psq of ttw bmfrGAjfpf4R apectlim,4 &*Ut I a kml6m ;p"tergir dR ti4ol. emistoom kno'Irr"Iwa-ef fterailoimd kwt*e.. 14.0 fowl tr in. livowfti-o wf t%t%, 94,!tKmrU*Nr 4boberdpAtIeft. OW4 W.VO.11 &IMM" 4—_'N�ft* 44*"t.. &to% VVNM.f% sjQt* fa-vt, - %w6 ocq-, t .6 to Kim 0 =ism lqG oat viw, j —r._ _ _..- --. - .- .y 4tr:i'f -M1 *•. _. w-w' p'.:r;��,u: `w .,': yr:�.'i r�r'•:.c.- �.R;.�,,.4i��� 114, wa• U14 sr,lttafar9 Mato@"* Ilrplll, it► tr:lwtlsrl sr 4sl1ywl. 1o41t fls,. - tr[.►•i'+t..110•'WR t+4,19e "atfrr low, at wCN Itkr:.s4.•[/ G9 :•`� tfcwltOfA2,:1w.rf %0.0 Wo 4419 t+:L/1trlpt ttj lot to.* 99i'04?9 or c{wst.%0- ". �. tr'l. r'J+hRltM1ero, rr;iJ4rIN, 4ttsrlry or eeulttlrre:itw'! Nit-rrtl+.ttttt. Or.}sttw4 •ryf 6trRrf'1lpftt ta[f r�kf lA. Lrlrsl 101/41frt49 ay 141101 altf4t..lw4 ow 11s411ttf - • - ' p twrrlf[rs• s,0•tk//d. 1Mt MKh'f ws[r�tit�• w[Iwltlw!ea. ►yJirl,�p, 6a0r4k•1 or q ` woo4t•Mtitir+ rp *114 ;1111ties '041, of'.ctmrllVsC r* um% r 040000 towt'140 ' �i` ?t: xr4��t['lr�.iwnMGt t'litttr.-p to "r rlletj�:}rs�•N) t4.1t Not sofksl t d %! - 1 lwtla• ID*-O 1rtt1 f4kk9'rr9f:t� 0 jAgPb • �•t+ti'a[ •t f►.rJ •rwrY �wt�t0ttr,t'I ' � -twtJir spr7►ltl'rkCt.M wra7 f�lat'r1!d�►t�•4'>t�t.�a1NlSi1., ' :! Swr.Grrttd•, t►/t! Iyotf'ifSt 4vW noJ7y VAJiw.crti!41++f Tr4! +t9t, Wa fwtOpi ikt �ty*.1','Ir-rrtilw !Rt Il t t'J ttr t►. t:rt/►w at ♦41:f ri;tt+4 •+rtJ 1/ 41il►r nr ' . fineev'rf Toth IAstollO tttrr tad �t'lgltrilRklt 11f t1+k �lfllint. t1"'4f. wr• R- tow jS441.1, 04t1 MI [r+rLR•Dtiil¢ti•.+4 Ol,lt*w;L:rtY r.n.,.eef;rr M s4r9lf t>r ' fspllt-pf•rrj lkA�N� lltt 4�1tts�lt♦ 4f s'dC% W1.0ttkei. Ak .l9ts'f/fAAt, 1'fi1F Ie•.1 K0�1fNt#1 .w+esk+9 •!tf i1w'14Ad &a /f1/tlAd ►!wlkwp .� sw {kr 'iaxta►, at1 sactlltars k lrrlrt- #skt {i41�s. �sR1.r1: CM4r•1wt that t►jf j ae i49:loaftlt "*;It�fs� of. tag tarn ;rY/rttiwl rwkl tout 1,1try Min 4$M t sho t/wri11 s £ " sE4Att t' ON t �- iI1LiC • #ti.N114, J Mtrr* rLft:f� SA +�I ttlrsitr a :":.^._.�trtrl 'xai{ifa*rf 900 tow 4 srnl+ulty /tsWr,t+l t�srre a ;dr►.1 sr t r . f tm9- ju1Rp •t ,�wlklt• [f lYlw r s N 14sU A1lst t..hll taw If99 rAd wttrlLrl ' act ►n ani of 9.114 sorprsltatl. /.r 1tk[ It.4' [r4 II+rY*4M tlkr*f#tl ttr+tla�rd, ♦ra P eks 441144tttN. t"I prtls9rtr9a to N9ItCt9 Owtoad .s,.:inmt SR., LrJ1. . tow is/t.Jf/lati,16 WCtOjW4tV 1031 to %f"'ta+W'Otta1: 9111M 17 Lrd IRS Whitt 4Ht M*MtM [1t14" Uw do dad rf ? 104,141`�, � lalittr4 t9 obY4 Kttt9A. �,a t st 4 •r . .:fir ,., �. g t1�{�;�`�+t• +, Zia .tat slry kf. Wrq tt . t.- WMM Y•4 David A. $*bey• - - -ygctaRnrram Ulu RLSTikIL7IVR COVEN11NT5 4 WURSAS, David A.'Sabey and hie wife -Sandra :.. S_abay are- tha.ownare of tao Collwing real property in the City of Renton, County of r4nq, $Cato of Nast.ington,. deiciihod as follows,' Parca.. lr. That portion of L,ats'L6 through 29, Block'4I. C.D. 11111..,n'a m . Earli'ngton Gardens Division No. 1, according to Plat thar"t recce:dod in Volume 17 of Plats, page 74, kueord* of King -County, Washington, lying ._j southerly of S.W. urady May. vl Parcel ]s Lots 29 throuyb 41. Block 4L, C.D. tiilLaen1a.iterlinyton Cardans . Division'No. 1, accordin9 to Plat thereof recorded in Volume 17 of Plats, pAgo 74, Araorda'of Ring County, washlngton. i- W1iORl'AS" the owner* of Said :eocribai -ry pcoparty, hereinafter "the property," desire to impose the following restrtcLiva eovaitants running with tho land as to use, present and .future, at the property,.:: Wm. THEREPORE, the aforesaid owners hereby eatabLiah, grant and imq�ose restrictions and voyonants running with the land as to the use of the land herelnabove descriL,ad with raspact to the use by the.undersigned, their eucceamors, hairs and sr. asaigna, as folLowai w� � ��a� �� F .f'� � � ✓`ems : , giVEI4PHE1iR' ;n .Development of Lha ptoparty aunt eonform:to'tho setback and 'landscape raquireo,ents of r 'Section 4-730, N&.nMfMct%irJnq Park DLatrict, title tV, Ordinance M. 1620, Cods of Oeoeral ordlnancaa,. City of Ronton,'King County, Washington. s^�; . .DURATION 1 ihssa,00venanta shall rum with the land and -expiry on Dcossher 21, 2o25. It at any d. tint lsiprovezeente 'cis installed pursuant to'thase covenanter,the portion of the covenantu pertdining rc the aprctf1c installed improvements as raquired by the Oxdinancea of the City of Aantan *hall terminate withou- necasaity of further documentation. Proper,.iegaL procedures in the Supwrior Court at Ring County liar be instigated by either the City of. Rantan or any property. Owners adjoining subject property who are -adversely affected by any viotatioa,ar. breach of thase rastrlctive covenants, ' Reasonable attorneys' fees incurred during an •nforcemant proceeding will be borne by tho parties whom the court datermilias are in erro� and G)La be entered s 4 Y judgarsnt in such action r f Sandra L. 'SKFJey SSAT2 CP WA6ttUKWN) . COVNTy OP arpn I: On th+a day of _ � ,.19 before we personally appeared L David A. Saber anA Sandra L. Sabey, the parsons vho executed the within and foregaing •instrwant, and A�eknowledgad said lnatrwmrtt to be the free and voluntary act and deed of said persolts for the ucoe and purposes therein mantinned. rN WIrmS WHEREOP, I Nava hereunto set my hand and affixed my official seal the day and year first above written. sib . sip• .i j,• . ;.. . - Notary Public in and for• thd. 6tm4s r1LED %r Raord a- Pommy ti of Meahingtori, reaidi:p r G V V I Res U twsl ' AENrflli, WAd14 OW55 Li 4 � ♦x,� �t `�"+9 t t w �j'.►[ 14 FIis :` s"4p� 7r "�S♦f i r ..s'a .fi F,•,i tr' Fr 'fr: •; �rt2 "�"r'• 1� *, r«•w' ka r is in w wo't '„�. i• I i • ...iw <”' ��'�• i;. �.•,a.: I,'}�;...,.a".,i ' !{ �.,,#f,,�u �a,tr �; N f Y •i4•+�•�:`:•'"f �i',"O'�"'..1•I- • .yy'i '4`Y�� "'�„k.."' .`��,*•�,t . /3•� � 1� • a �•!• N-• wit, ♦ � �. 'Y .t � ' T.. 1 ;; ,....�,"ry •' :,a s ?`'"•xV°'-,11�1 t N • �:ly- $",•,Y;1"� i.*f.� ,w, ��� - , r •it.. � {' y� r1# t 9•�n }r '2 w �,•: T'.w'�'fiA'r ,+r � 11Rilf'�1��((N '1f! '�y",� tf 4 :ti Msy Y �� 211 DCCLARA ION 01 R S 11-' C 1y C 111�1�T .s � a ''ii r' `y ki1iE,Rl AS Sou NTCR :ER57 1Ndt 5T iJiS t S _ _ t �f arr tile .0Wncr's'of the foliorvinq reek property in the City.'o'f, Retrtpn;, Couiity' of XInq, State of Washim to.w, described as Exhibit .'A', {'t attached'heratn �lrw NIICfiEAS, the owner{ ) of said, desci-ilmd property desire to R Ikttiusa the foiiowint, restiictivc covenants running frith the lap.d as to use,'present dlid future, uf.tile above described real propelty. �a= . kDii, THEREFORE, t,kile aforesaid owners) bercby• estatil i'sh, w' grant and impose restrictions anti covenants ruon'Intl with'the land hcreluattave described H1tn. rocpAct to the .uso by. the und0rsi(ined,, i.-..-' tile ir successors, heirs, a+rii assigns as follows: A, .,. ItfSiRi.LAifON DF 4F_F_-51TC� ItipR6VffhENTS -_. '�. Tito uwnier(s) of (lie above described property, their successors, heirs and assigns, hereby agree a%nd covenant to,participate-it;. sigma lietition in support a , and -accept any future Local irxpravement T)lstrtct (Li0) •ar city 1111Lia-Led proposal, •and 'pay . their fait, share therefore, for the purposas of provibing .the necessary ofr-sl"te improvements r'oquired" b'y .the Code of .General w.iii- ,i Ordinances of: 1:14 City of Renton. Saidt,imgrovements.shall . "the elude hut may, 'naC be •lWill ted to -instaIIation-of curbs; gutters ate' sideMalks, street paving, sanity"ry'sewers, .torm,sewors, under- m grounding of ut.il.lties, .landscapi1q,'and str•egt tiahting. These cavenants 'are 'Imposed in lieu• of Soction .4-10 V. of Title _ _. ; 1X.'of Ordinance 816.28 of the"Cit•y of Renton. •;,.•. f1 ADwr Y,acordirv) plc+rteo'- mitt Tn to •, t/ r .ij iUi` i1t:� .}i �{ ,SrNil�:a. ... '1i1]-kLsrlriiton " �.'r•� r��; - • ! �. •W �ilAB TT1G:.�.: it t 'pF }`. •- �.. , " ' 925 116th ' ... Ai�et'suse . E. �• „•r §. ^tielle�rue;,".11A:_ 9fl004" •�.w--.,�� f t.� ..r'^ Al .elenr r.."~"'"' r , ;,� . { 1� •', — .,-a, ? ! D f .i �x i?I• �I,i .:N;• �7„, •`I, ; .. ., �`•h' ,�'yf.. 'u"•,�� '.:., A'�?ti,�•` 1�•�. �wi'.."•, �. �,�,�"•s.5�,- ` „..�. .f5t'�h ''t_ :' ',..�,�,, 'L'�;4.i';,,.°' 74 >:!" *�x•. !�°"� t':i: ,tV• :� r .r. yT '.•ir: f<' ,y{:�. 1ih' - .�" +J: i`. +.`.- gq. -I '- •S!; +a" f�' i �'R� .iE' Z.'i "rqA;7 ` ,i # `'�t. r+rf ..aj(f " f CyC •. ..4rkii•:. ``fT �e'��y"3r=�'aw'l��p'�y 1'~'� i�`�k'>�F3'r :+..f,�a6:•v,�•r•yi C�� I"r ��' �w+l��l�� kji�!, ,r��.�«� ;y* - - = t �Y"y�I,..a�s.�}+N7�,5�i�° .�A�t+. wyJ��is..•'ism.�{...�',.ea�.!-ir!�-'.i�+ti'��+� k .p..r�'i.k~,�M..� P4 (y fn:�E'�" ,� 1 ii :CL'�7tif•. Rt .N' } — ;.Y1 (I'l,S- y:�r" ••,v :y=ry,ti' ,•r',s1 ytf+.'. �. _ - � • I•. , � F 4 «^ �`:i _ .� y,:�ii� ;t,�l��sir'.J,,•��.,;.�irz' C�' w• �' ^t;•t-ts•:'. . .. t •'� 'qr I .r;l i J7Aa':r 7.d:, r�i•.ti�;".r.xV �,I',� "fur Yppa. #. ,, - -• •':r`�i.t, Ilit! 3u e.oreirrnls s11A1i•`r�ll hi=,h,lLv.lrarld end'e�IEii:e 11uticsnbei"'3! 2PcS ii at any lime Eltilru:vuue111r• 1ns:`o,11ed' pursuant''to tkr�sc toYeliaots tho p'ar`tion, d k; 0' r=Ise:'covenants pertairlin:l' la tlte_specific instaliuC.7 - -� as'reqre.by•thc i1•.daenis �oti'.un �! SnalI •ccrieir►atu without n4: 5sity o'f .further Eocumentaiian, i ,.• Any rloYaliorti,or, breach of, those restei.ctivi CaVella,lts may be 4r • '•. enturced 1-y proper legal proceJures in tlfe 'Superior Court of King } :''r" �'•'" Cour,tY.bY.eftlie r the City.a Itcatoll or any property owners adjoining i s: }, s:ubJCci'praperty wl>o rr JverSIe ffe<led by said breacti', j' 5TAIC OF uASI{tNGTON) COUHIY Or. K'IHG }: } On tlris day of _ 1���' 14 be,f ore ale ,� . . personae ly appeared CJ d ;�%—„��il,�s! r , __, _ ;.• . it the person rtio executed, the' wit•ktn:'amid foregoing instrument, and acknowledged Said .tustrutuent•t0 lee the f1'pe and, voluntary act and, r� 1.:, w deed of said pai'sote(s) for the.. uses and. purposes. tirereIn mentioned. 5 I WNfSS JNEREOF. 1 have :harounto'set..my jtand and affixed RIB aCf}Ciei Seal the e'ay and year Cirs.+,Above wrIIftLin 10. Rotary Public n. am •tl► e,'•,;^ �; t i of 5ia hingioit,. residing 8:. .� i •" iCT r'r., , t'E,. w_ ' .. . , r ... �-` '! � ;- qy s,�,' y L e• F`.S•',vy'":� n}r:',n ;iK ;�r.•• =i',�tS i•• .� .Y. .. r`, �a .:•l .r,��',.+!Yi t!"� �• {i�•.+d rr,,'',,�•r6}t'..rS. .L. tiy, r� '.1.a• L."�'i�r •:,: = ""�: ., :y1w.. .J;:: ".w'��"t':�• �_s�:lti;• :CE':. N•' FFil :.+..:"^.C`,^:-..•: .����� s�,t Lc�' :��� '4• .��•. ]`-•,r,�L p:. �'r-_• .. L.,. `-.r..F'` >}-,{i`(i�,9at 'S^"+`;+ ��,�'N;:"4K. �'!1.\'�.' iJ..►:..r• ..r:;•':s" ti.•, '. .rti:il:• �'-►.'• r .,. 'r.'rh'il�'q .. T.tii, .1 . •:. ii!~ :.4::.{ . :�':I '.� :'! 1 �• . ,'1'• ��: L'.i' r E:.i i °��� '+:i!,'} ;;- f..+ "',�' •..�,' r+wn TT���� `. •' •� + .'t, rr, .i:' �'ir,^...F] aai• l:+f:.C:�sr��.rai..`F�:yv: . .'a ....�:].''• .t+::..M�yl;�il�'!"A. Y ,L^,':_, �:: `::';y t'� L '.i:'r• 'J t>!�`?�}y"••y. r+�L.�yx��� "'r' �.i�7' '*`C""� 4 -.F 'X *jPv-" i�Ir3Q i S'Tl`;7+ 41I V ,r - 7 J •{it. ! .,+�'j• '� 'PM�•.f'.•'-' .. `F t ��•TM1 i 7 �rtJ rtlij1 / ++,. f '� Jf :►. w. �t• 1 �is�r..� .k p i.- M! ♦. r r"i�.N � Y.r :4 ::�� ( `:•,i:.�.1 8i S ;.i ..:'., �": :'�','s "r' +�'� i `rr fst !" tj+�F T ., . �. �..:w � ��, Ih�`,:4� 'y.•,,.,�r-� , ��>;. k`y +:t fit;. t _t�'?ti :.:e•,4�,,: !•--„ # � ,� f:...[y►� ZA���.�y��.•a,F �vr+"'� � ' _S •� ."..•��'?.(r,'r.. �.•+,•:r4i'"' `,�a=i rk, :'•�y,�[�:. .f• Y. _Sjy h } '� s• 1' Jli7 :n gh ,� ti' y r a t »t �atiT-.j.v4� S� lc+rg 1 tlirt- 5G_ , Ili k-, ift. Juxt lrat. t1,ru 5G,. R1a:Ji al... C.m 'Ili)]JIVU►'s •y frtrl litirtivt C.;o iols ar.f l;fijt Xb -the'Oi - of.5enttrle aivipicri Nc. 1J acmLiiing, ` ra p1Jtt �+Lvnf ,noatclr+,ci in .oltisreK•a, pa74xts of King s r toasty, ttuwhincjtot: 3 t, 7DC:nfStt vtth:.ehar pc.rrlons of S: W. 12tit &tsmt (fourariyF S. 150th P1JJCl�1 .7ru! :Nrnus Aikemte S. H.• ifot narly 83rd Atientto 5.) mid Alleys 'in mi l�I a 40 MA 4.1 t'JJC.1tC[l L�r City or ta:nton t]tilirtvtce.NDs.' 2475 and .3373, thL _ would attach t7y operntion of law. M -in, tluit portiosi commyod to ttirrj County. or {xtli)liO Ivad by <Sood tcoor+lpcf `: �.. unsier Attciitat's- A'i•le Nos. 291WO1. 2923110�, ami, 2927725. AND L'�cGlPr that perOon convoy to tho State of llishingtvat ,for rrbJ nty" State- ttigl", — No. 1 by (teal tt conicx) 17xter .Auditor's File No. 5443689. ' C. M r „r t7• :�'. _• ^'•:rr. '.ti�� .j�, �� •P,rs -:.•, •.if,'"r•�t}r'+;-'.F:,•�� •�' '. ar�;�� i� 4':'t''�+ors".S.r '� j 1 4i=: ••� _ is l'v •+t-'�. '. ~ '' +, ..9-',r''`• `-1 .:,•,�a1=4;'':'.LJ. a�C'r��:.'"t:r,r ;ti�., ` yy 1�C .i. ,^�_vp+J, .1;r `� SY�.V, •5•':'.x .M',. .��. t' • #�„r. `.._', , �•�, '? ���� �^55 �, •...�'!1=:: J!Y M.� �, , 't .''•;i: wt .,. •�• i.' :$'�: Leo.: ;.._� +Ir" .t.' � •4.' .. ' 4`:r t ::�: '.., ' a' ':r•.. is,1 t:.`t• yam;..., tt�� a n, 1: . i:'� .�'... .'?Pi vV i.+�"'3::•0. r 4; '••.'1::�7C��..�j' :...�h�... i l.Ar'''•��..: +rLid..',.tr'd1Y�tr=1'•i il�.�i�l..s%.%'.+ • N • WUN RECORDED, RBTMLN T0: International Business and institutional Development Corporation 335 - 116th Avenue SE M Bellevue, Washington 98004 Attn: Dennis Page s 0 N N H C N N apECIAI, RARRAMY D&tD The Grantor, THE CASEY FAMILY PROGRAM, a Waahington nonprofit corporation, for and in consideration of Ten Dollars (S10) and other good and valuable consideration in hand paid, convoys and warrants to International Business and Institutional Development Corporation, a Washington corporation, the Grantee, the following described real estate, situated in the County of King, State of Washington: Late 1 through 56, Block 40, and iota 1 through 56, Block 41, C.D. Hillman's Earlington Cardona Addition to the city of Seattle, Division No. 1, according to the plat thereof recorded in volume 17 of Plata, page 74, in King county, Washington; TOGETHER WITH those portions of Southwest 12th Street (formerly South 150th Place) and Thomas "anus Southwest (formerly 83rd Avenue South) and allays in said Blocks 40 and 41 vacated by City of Renton Ordinance Wes. 2475 and 3373, that would attach by operation of law; EXCEPT that portion conveyed to King County for public road by dead recorded under Recorder's Nos. 29190s1, 2923140 and 29277251 ALSO EXCEPT that portion conveyed to the State of Washington for primary State Highway No. 1 by deed recorded under Recorder's No. 5443689. SUB,78CT To the following easements, restrictions, covenants and reservations: 1. EASEMENT AND THE TERMS AND CONDITIONS THEREOF: GRANTEE: DATED: RECORDED: RECORDING NUMBER: 27dH7s1007�7.aiLlf .0.4i kstir Puget Sound Power Z Light Company, a Washington corporation October S. 1979 October 16, 1979 7910160691 EiS74319 O511211994 63660.00 4700000.00 a - .'?i.. of atl,!i. r!.r 'ti•�r•�, 71 tii i. 4. ':.•1 i} 2. EASEMENT AND THE TERMS AND CONDITIONS THEREOF: GRANTEE: City of Renton RECORDED: December 9, 1982 RECORDING NUMBER: 6212090486 3. EASEMENT AND THE TERMS AND CONDITIONS THEREOF: GRANTEE: City of Renton RECORDED: June 9, 1983 RECORDING NUMBER: 8306090714 4. RELINQUISHMENT OF ACCESS TO STATE HIGHWAY AND 07F LIGHT, VIEW AND AIR BY DEED TO STATE OF WASHINGTON: RECORDED: June 22, 1962 RECORDING NUMBER: 5443689 S. R85TRICTIoNS CONTAINED IN INSTRUMENT: RECORDED: September 13, 1979 RECORDING NUMBER: 7909130669 6. RESTRICTIONS CONTAINED IN INSTRUMENT: RECORDED: November 17, 1980 RECORDING NUMBER: 8011170659 7. RIGHT TO !MAKE NECESSARY SLOPES FOR CUTS OR FILLS UPON PROPERTY HEREIN DESCRIBED AS GRANTED IN DEED: RECORDING NUMBER: 29190B1 GRANTEEt King County 8. RIGHT TO MAKE NECESSARY SLOPES FOR CUTS OR FILLS UPON PROPERTY HEREIN DESCRIBED AS GRANTED IN DEED: RECORDING NUMBER: 2923140 GRANTEE: King county 9. RIGHT TO !LAKE NECESSARY SLOPES FOR CUTS OR FILLS UPON PROPERTY HEREIN DESCRIBED AS GRANTED IN DEED: RECORDING NUMBER-* 2927725 GRANTEE: King County Ia. Taxes and assessments not yet due and payable. 11. LEASES AND RIGHTS OF PARTIES IN POSSESSION. l�f.117i 1tlo0�3.ot➢/S.a. *1 tutu• 2 0 N N N w Iw M a 12. Encroachment of a fence and curb and paving along the east boundary of the property, disclosed by eenhallegon Associates Survey, Job so. 94444,00, The Grantor tar itself and its successors in interest does by than: prssants expressly lial.t the covenants of the des* to those herein expressed, and excLudeo all rovobants arising or to arise by statutory or other implication, and does hereby covenant that, against all parsons whomsoever lawfully claiming or to claim by, through or under acid Grantor and not othdrwise, Grantor will forever warrant and dalend the said described real estate. The property is being transferred "as is. where in", Without representation or warranty. Dated this day or 1994. TIM CASEY FAMILY PROGRAM, a Washington nonprofit corporation sy Its STATE OF WASHINGTOff ) ) as. Coi7NTY OF KING ) On this _�f `N' day of 2ZMI ��, 1994, before ass, a Notary Publicn 4nd for the S to a 4iashingtna, personally appeared GreL personally knc%m to roe (or proved to no an the bee s of as actory evidence) to be the parsnn who executed this instrument, on oath stated that .R ", fv;;1 was authorized to execute the instrument, and ackZoVledgad— It as the of THS CASaY FAMILY PRcaM to be Me free and va unto. act and deed of said corporation for the uses and purposes asntianed in the instrument, IN WITMS WKIN EOF, I knave hereunto not my hand and official seal the day and year :Civet above written. '' NOTARY Y PUBLIC in and on the State 1 �,,i, ••- �' of Washington, rosidisua at r �i;:�t expires r/a AMr , Sri `• s lrilf:appointme,�n�Jeet g /rY fl=hAa i trot rj '" 'j;j 3 fpli[e�3 SZ�r`♦ 0 • Ni1<IA T A L.tOAL 033MIPTION Lots 1 through 46, 9lock 40, and Lots 1 thsough 54, Rloek 41, C.D. Hillman's Zarlington Gardena Addktion to the City of settle. Division No. 1, according to the plat thereof recorded in Velure 17 of plate. page 74, in King County, Washington] r10O6MR WITH those portions of southwest 12tb Stroet ;foroerly south 130th Place] and Thomas Avenue 8outhvsat {formerly 93rd Ayanue Soothe and allsyr In sold 8looka 40 and 41 vacated by City of Renton ordinance Nos. 2475 and 2373, that would attach by operation of law, zXCUM that portion conveyed to Xing County for public road by dead r000rded under Recorder's Nos. 2929011 and 29277251 ► ALSO EICLiT that portion conveyed to the State of Washington for primary State Highway No. 1 by dead recorded under Recorder•■ No. 6443689. AN - - - - - - - - - -- 24 5 tit J. lit Eie I - - -L easivu — — — — — Z.W. urm zu Z V1E t IV 1b" 6, 'the Jett ilong a vurO . with r#dl..e 716,M) f-4 .■ &Lou of �41 �3A t to a dt on the 0l.11mr lViMiaim street In Renton, ad pt btL 66, 'tt. o so ot.. tiha aerates li at 6 th axs total dia G -11 i?� - tt .m or I o Gq 0,05 dawns m or x right of may blaot ki.�ror . :Sa��Boatan •roe�d �: . tog* th . With t:Ib rAghG b l am to 009 to aige .. � .I araagat#s kOw .S4pt . $ IM by A loaaeaon bef .inonaxd r Clairic n p for cm ran i� a a . Apit 9. 1930 S14 by. do • (FOR) .)Oat 30 1IO56 #5000 tvid " n r 00b. .13 .1966 irsA Solnen and Dori lisle ea. GO 00" Gj of lingi or. Ole Wn, 3 Sp ay rel so as 48. aboy* 2-ci (5 Y g_;- A strip of land loo -vt Ado, mkvro&i ,-Fhtq portri or `o-rt iota Band 10- tim 1511 of the Rut GM, fuli ao 260 Tt Of t..hu 14il 01' tho ust of As* JW twp 25 a r 4 * e t now Owned by, jermtori bolmg So 9 449 .&entor�t nei ft on a4ch Me of the :'alb ths O-D t �% bile at' bag f:ca M (Ito 00ad 146--10t4 fto's W44"I'he SVI 44r 61 Jmo, -24 twp 93 it r 4 MIM 1",iftrio to. At Aee-051 vesk th 110 k$ 19BR476 SC 65 dep, 4G .00" eiDt 4.0 446 at 140 4. 2U.4-2 a 100+97. 00 of iioa4 XU* a Wof ILn-4 'd f 8dg at ung ritm 130491.00 of road A90t A#M,044 LA the J;lj. of she NI Of 540 26 twp 23 A r 4 Vr tmh thei iont j ;,or of oA see bearp so 64 dog 43"49" sciat ZM2460 V :.-th -to I Up, 00;1 10" sent 04#10 ft a the tlun ,ubj th.a6u4iuuLng @* I do 300104 qaoO 66P.71 ft to t!,o nor, TAV a of the liuAex N ol aw panel roa i. ,io 67b y the w11r..a1 ad r/wll l;!C rt; kh dorl;h 43 dog 090 500 anut-70.91ftj th nm I Jog ..rb.1 pi no 4a o4a appen west ep.ol. ro, th no 615 deg; 43.0 50" *ftot 1430 09 ft 110 the true pabs Au. air-alt,,ho m maj� att%4bed lerabo; '9 tg a to'tol of 3.91. same m or l e/v bldok Ilivor-Tos - ent.)n rftd I the above immed donsidu of #6000 in awarded #autor on .14 Q 1 ba$ to I ..ror. Itind," ta'-en #33101 0 to remainder of qtj im &cot of vevermiasks 0420 9400nutruaTion of fenoos tad evert o0or nlamant* of daug? or manaitruction 4470 tatal 05(loo ttwth wits, tbd ri bt,to -Wes-- am no 4013 to sig& -- Dora 11*146a k6w Oat 13 1936 by grad lielmou and Dora helson hwf, bet ArjovX�y L.08hea n p fot Ym rox at a n il Tul .21 1040 1.14 by 40 1.;,,7r dP h- A Fmi :oat 30 1936 -Dot 12 1936 41 nn-I o'g and -sal -`con rho *eddral l,mn4 Bunk..O:V ;zponano, a oar • and -.1i is itot a9proved Jul 17 19105,t to rred likoon at ux . �11►ltaf� . � Li�o • end . �y . � Li�'ort�`� ��` , - to oa��► .at , 8Uti d .l'M6hiagt�st �. !� .�T. snR to uaw oft tote' pub2►ie i�oxtwex�er a p�bl� . sa►d rn�t,rRr e��i dates : fora t at 4iti t0 ItIat go"Of .. lot .16. to .ice 9 c4.. o! Ulk 4 A' � / Data itvxldurdorir add. Div Na 3 � ly 'N ithip r4�i t land:. : i dtb 60 tt Of such width being nit W)i ri#r .a� i8 dr�i 44MG110 'et�r +a 0ta. 106*01,40 "r onu: tot ::: po rit +► 4 . t'i►i4, ' es.t .tlellq► tq'ed aa�r. tho• �tot- ta00 tS, th, to ..tali/ VL # d one a i1w/ !1I'�t►h t"pa {II of !S7 0 f tv, . r'A 6 0�, �040 d0 0 tit 690,04 0 1#: 4Mi$40tt o th.to this: ��d'... al `� Wfavvith. rnolto o `;fC::•. -Ai$t or'2078.r0.4% th. �N0440� 6 so 00,'10 ft� th Who Islti:', 1 a fir+ ro with,Radius 710i r A0 Adldt :.off ; gb�.60 i`t tea a gdi6t odtte. l►ftt*r ,.lino. of stain rit.-Wentos�'O. Pt. betrig i6 tt. 'ma "d" tb 0r � thitoint#i amebt omb ve. T0811 Uin . 11d7o. ti o to arr�r � Rig at wep tot " Viso t r tbaRout4witwd to the pi t to Mko.01. eoo464W Slopan for euts afld fills u,p64. the abutU t, and. ova os rid* of Ask doe right of - aayo La6a forpit,:V with d eti�e�ri pla�i�M aad apaeilieatigns for I%Igbv purvo. ee. to" the • outont and purpose as it thorightn 1� rantod - d, bo*n,. a* add by o081dW paega Undo r gMLOa�it IkMo4n eiatut6o of t�totIt offt ft1ter S 4,Ixfo�rth 297 0 Linf6rth Ott is4o4 a . 0anymna ieoo,061 f riov ' 1$ 50 by w iltdr u L' Intarth sad : -Mai► 0 L OVU hvd '.bt.'- AOMVh 8 Loqu rd AV for a ttyaDd qa of .haUri Prang lao o. rld, tt. • of -fah vder. Zoe 00unt Olark of Q ity. and:0t of �04041"90dif 'the '061* .blind aoour Df raoord and h4s o dedl adder of 4 dtAtd Ho* 19 $00 •tfd at to Nty OWMAty and gftdol sid .a ao aloof i?eo1A4t �at,atd �onr tr8 ....3.� . . . K�blrft � Nar�tell .rat a1rt� ,,. 46alk..a Af aonslidtingot Myddlf Ignd Wif 0 j . ng 17 TWA 5 1087 , ? 1)$* '29 1956 6',100 and.. be f, !frs Ajul a 'D Ab&ld,.; to 00untyof aq1t, at Of WA at ral 4nk r 'i q o to dp four. us* of tfiso pub foxalffer, so a pub road and 'iliehwoW-all tat' 1� thelolg x0i re eat all of grwoore right or L, i tle to that powtn of lot 16 blk.41 0, D. 11il IN&04 tarlihotoA oardens -Add 41v Ao I 3FiU6 within a Strig of 1pmd, 100 ft in'Vidth 50 ft of, suoh AdOi being on ewoti aide 6.f tlors. ts. 408 aenter - i4ne Ileg'aC wig at& 106+01 - ,40 *f-'$U.r Ho 4.8Z.4-6 be.!j2(; a pt on tho Mved West 10111sy goad n*%r:A;J2o, qtatsr Of goVt LQt 10 Sao 24 t1k a$ n, r 4 -a w #.' th no 65 dog. 17130" oast 3398.00 rt tik to the :right along a ourve wlt.,, radiu's 5750 ft a 410b of 1049.20 ft; th harth 70 dog 471 east 3880.90 ft; V. to the left along a ourva with radius a "20 ft a d1st of 2072.ZO ft; tb no 44 des 551 eart 518.70 fUl t1i to the left alonga curve wim radian 716.50 ft a diet of 1501.60 ft- to a pt on the 0anter line arr4ain at In i�.ont,=, ad pt being 35 ft ra or 1 so of ...Le *enter ' - Ii of 5th avoi; total diet of 11479 ft w or I atS 0.01 acres m or I right of way for Blaox River ;0t, -Unton road togeth With the rig.t to ..sxd all neaess &Lopes for aota and gills upon the abutting pty-and on eaoh utdo or 'aa des iight of way In oonformity wil." stan4did plaan nd apsoifleatioris for hietway ptirps, and UP tno-az extenb and pta:)rp as ifthe rLjr/Tjtz hin gvant*4 had been aaquirad by oond podgm and eminent doZ11610 ataout-os of the at of Wn Ann& � Sib4ld isy• oo ny on Doe Xg 1936 by Anna ) Sibald, baf Jaak Goldtarg, n p ny 00 n 8 %ar 4 1967 f1d by ap &a5satent Jan 5 11j37 S997726 Dec 36 1936 VA 1 0 M J to I kinSr 01DUdtT "I shingtan fp ,rants mud rays to 61 its suac and a, tha privl and z1athty to ounstruot, improve, repair and ai taiii a It" -Gulvert for Araijinv.s T)urt)o, on a strip of I-aritt two ft %91dedf I C� 117 • 47 C :T r� s Docmest Tltle(t): Ordinance No. 4775 - oake■dnie Avenue S.N. Street Vacation Re mace Number(t)o(Dotumeale utlgned or rdutcd: [on p p___,_ofdoeument(s)] FIA Craalbr(s) (Last name Ent then Nett none and initielt): I• City of Renton 1• 3. 4, O AdditiarW unites an pap of doeumeM Graotca(e) (LM acme fink then Ong name and inhWQ: L. Y. 3. 4. fl Additlonalnasmoapµ_�.p(document Legal Deteripllon (abbreviaW: Le. lot, block, plat or seWon, towmNp, range). Coapiete legal description found on page 3. D AddidoewlagallsonP&ke Tordocumw Aaaemea mperq Tas )rareellAcaeal Komkr. g/A D Addilioad lap! Is oo pags of dotatmei I The Aadit *=:dU will eels oa ike lararmtilan provided on the form. TU staff wW W tad W@ doew nt to veffly go MEM or pMVIetemy of tho W&dm LdprmOm 9myM i aslo. „ sm CITY OF.RENT ON, WASHINGTON M. oRDINAmM NO. 4775 AN ORDR1+1fICE OF THE OY RENTON, WASRINGIOiV, VACA7 MG A PORTION OY OAKL9DALL AVENUE S.W. FROM SR443 TO S.W. CRADY WAY (IBID CORPORATION; VAC•9f. MJI3 WIIERFAS, a Fmper pinion for vauling a portion or Oakeadala Avenue, S.W from SR-40S to S.W. Grady Way wu duly filed with the City C1ak on or ebmt Sgrt—Am 19, 1993, and aid petition having been signed by the ownua representing more then two-4hird3 (2/3) of the (� property abuts in= upon such greet sought to be vacmad; and 1? WHERFJtS, the City Conch, by Raofulbn No, 33$7 paced end approved an Oelober Uj 19, 1999, afar duo invim4ttion did fur and ddtsmina do day ofNovenbm IG, 1991, at the hour r"1 of 7,30 p.m. in the City.Couaai Chambers of the City of RcAt n to be the time sad plate rot a Q Public hearing thareoe, gad jk City CWk havlrte given doa notice of wecl. Irving in the meaaear pto"dM by law, and sl pmm loving bad heard appw;Ag in fiver or in opposition themo. and the My Couaol having considered *0 information utd gtgwatm 11mu tted to it; and WIILREAS, the Board of Public Works or the City of RaMon having duly cotuldaed said pelilion ran &W vtrulioo, and haritg found tame to be in the public Wow and fo, the pubbe beaegt, and no injury at damage to al petmn et prepertirs WW rauk from Mill vacation: NOW, TrIEREP0R4 THE CITY COUNCIL. OF THE CITY OF REKTON, WASHMOTON, DOORDAIN AS FOLLOWS; The fallowk4 described atreot, to wit: Sae Cdbw "A” aLuc ad hereto and awde a pan hatwfas My as faith herein MRi3MAlE . .. t1,the undiartlened, d fr'y Clerk of the ai; of Reown. WashIngt n, Cift Md WS IS a true 1. end correct copy of • t 8u�ab101gA -mmma- Ram WING ORDINANCE NO erns 6s rutd the lime is 6i by rst�led a to the eottdsicn ss<abfislred 6y the Retttae City Ca+ocit at iu mating of November Id, 1996.' 3ECK141II1.', The. City. Coueal hereby"deCU to Charge it fee of 315,0w.00 to the petikioticr Owner, satd aptatrpt being SWA'af t►s City`r appaiW of the right-oCway interal horein vacated. "end wch dwgc Was rme ubk and prow. srajol4I!!. This Ordttwace t8ap be eMbWvei upon W passage, epprovsi, and rwc days MAW its pubiicaiian A certi{red copy of Utia Orditturee slulI be filet with the OfficeO{keeords and Electima, CO . and u athawwe,protiided by Lvr. �.� PASSED BY THE CITY COUNCIL thin " Sth day of April , 1499 Tj Mwyn J, et City Clerk APPROVED BY THE MAYORthia Irb dayof� Ap�ti 1994. i aener, Mayrx Approved a OlPt .' LawremJ: Wemn, CityAllomey ' Dworpubfiwtioc 419,99 (summery) ORD.773,311S19Pas " ' - - ONOINFNCL NO.. 4775 8XWB[T A Sheet V&cadoo VAC 9"3 aekesdale Arenae SW, SR 405 to SW Grady Way Land Description That ponloa of Oakeadde Avvm SW Iplmad m Saim Am famwlytot6 Ave S, elro known no nad&vebpad Oakdek Ava SWj in tba Northam Qvww of Samiaa U. Ta"lhip 23 Wank Rana& 4 Fish W.M., is IGnS Canty. Wuhindlan ad*IRS DID*$ 40 OW 41, C M Hillman's Winhton C4MMS Addition to Uw City of Swtck DMilon Me, 1, wuardinS W the pW 06=0 tneonW in Vowmo 17 of Ptah, pats 74, words of King Casty, Wa+hinSlna wd Dina nonWly of Sule JtWo 405 a SonveyW W the Stec of %Aim" by deed vKArdW under KJN# County Nacadine N-aft-4436". eed'lykg toudwdy of SW dndy Way w canveYed for pabtia'road by dead& racvdcd wider King County Reaadia j Nttti+berr 2919"ll at+d 2927725. . �YtrtMrr► ' R Recorded At The Request Of And After Recording Return To ItLC* dcd AL The itcqucsl 01 And Atler Kccordmj; KaLum To MILLUi MASI1, 1-0113Wuh 4400 Two Union Squim 601 Union S4=1 Seoftle, WA 99101.2352 Memorandum of PCS Site Agreement Site Name: EarlingtonfCity U Grantor ` a.M Grantee w w � Legal Description CIA 0 i= 0 (11 SE36XG013-8 Shepherd Invesbng, Inc Sprint Spectrum L P , a Delaware limited partnership Us 1-56, Blk 40 and its 1-56 Blk 41, C D Hillman's Earlmgton Gardens Add Ottiaal legal descripban on Exhibit A hereto Assessor's Tax Parcel ID# Reference # (if applicable) 33404071DO N/A .5- 0 Memorandum of PCS Site Agreement The memoran��dyym� �¢vvdm ences that a lease was made and ordered into by written PCS Sao Agreeent dated �it7o _ between Shepherd Investing, Inc ('Ownee) and Sprint Spectrum L P , a Delaware limited partnership ('SSLP'), the terms and conditions of which are incorporated herein by reference Such Agreement provides in part that Owner leases to SSLP a certain in site {"Site'} located at 1107 SW Grady Way, Renton, Cour y of tong, State of ~nglon, within the property of Owner which is descnbed in Exhibit A attached hereto, with grant of easement for unrestricted rights of access thereto and to pleqnc and telephone facilities for a term of five (5) years commencing on Ja012 O , winch term is subjed to three (3) addrbonst five (5) year extension penods by SSLP IN WITNESS WHEREOF, the parties have executed this Memorandum as of the day and year first above written "OWNER" S epherdlnveslin Inc eta Dennis E. Page a d C14 Treasurer and CFO O Ln Address 919 SW Grady Way, Renton WA 0 98055 u ca cv -6- "SSLP" Sprint Spectrum L P , a Delaware limited partnership �j� NameI��--��1 Title Address /Notary block for Corpomon, Parmeahip, Limited Llabithy Company] STATE OF WASHINGTON ) ss COUNTY OF King ) 1 certify that I know or have satisfactory evidence that Dennis E Page is the person who appeared before me, and said person acknowledged that Wshe signed this instrument, on oath stated that he/she was authorized to execute the instrument and acknowledged it as Treasurer and CFO of Shepherd investing Inv to be the free and vohintary act of such party for the uses and purposes mentioned in the instru=nt Dated 1 + 1 Ltg:1-Q - Q an MI • .. „ ►L*..ate '. �a. thin apana for notary aamphu BE SURE SEAL STAYS WrrHIN BOX) STATE OF CA.1.t.rW-4&( -- w )u an COUNTY OF eLIP-A n 6&Aaf ) L e= 1 certify that 1 know or have satisfactory evidence that 1�A ✓� _ �-i F"(.1�� is e.0 the person who appcared before me, and said person acknowledged that)adshe signed this instrument, on "` oath stated that fi0she was authorized to execute the uutiurr nt and acknowledged it as tho CM ./�C� 1 Stif CAiuQ.�l' r of Sprutt Spectrum L P to be dic free and voluntary act of such party%r the usiw and purposes mentioned tit the t istnuncnt CD cm Dated 41-34Ipa LZ cm N Notary Public t Name L- 1! ANAL y commission expizes O2Z Cammhw)n #F 120MIS Notary Pu C - Calif" Comm Costa County W Corm � Det24 this spux Car noury L= C.7 N Site Name Gty U EXHIBIT A PC$ Sit& Agreement April 69 Site Id SE36XCO138 Site situated in the City of Renton, County of King, State of Washington commonly desuibed as follows Legal Description See allcJted eMbn A-1 Skatch of Site NEW CAW ¢WRY � I 'ObCHOUSr t is t& m to -- rA to 'a UNDERGROUND Powm/m= Ctwt I705fiAtG POWER POLE 1V/ BOLLARDS MAKING AA 64 CA N. d'-0' GWH LINK j FURE ENCE spmr Cs EOVP Op �� I j rl_ tiJL�J -thq. ,2�t,►,c 0-4 A- Owner lnittsls GYV— P06%W Wil 5' trot SSLP Indials Hot& Owner and S msy, at SSLP's option, replace this t=_rdnblt vio an exhrbt setbrng foM the legal descriptlon of V e property on which the Site is located and/or an as -built drawing depidxsg the Ste -3- Exhibit A -I Page i of 1 Lots 1 through 56 in Block 40, and Lots 1 through 56 in Block 41 of C.O. HILLMAN'S EARLINGTON GARDENS AADITION TO THE CITY OF SEATTLE, DIVISION NO. 1, according to the Plat thereof recorded in Volume 17 of Plata, Page 74, records of King County, Washington; TOGETHER WITH those portions of Southwest 12th Street (formerly South 150th Place) and Thomas Avenue Southwest (formerly 89rd Avenue South) and Oakesdale qva S.W. (formerly 80th Ave S.) and alleys in said Blacks 40 and 41 vacated by City of Renton Ordinance No, 2475 aS conveyed by the City of Renton by deed recorded under Recording No. 6635409; and City of Renton Ordinance No. 3373, recorded under Recording No. 1911260604 and City of Renton Ordinance No. 4776, recorded under Recording No. 990416157S that would attach by operation of law; EXCEPT that portion conveyed to King County for public road by deed recorded under Recording Nos. 2919081, 2023140 and 2927725; AND EXCEPT that portion conveyed to the State of Washington for Primary State Highway No. 1 by dead recorded under Recording No. 6443689. La Un Situate in the County of King, State of Washington. AM c.+ 0 Ln CIA 8 6 J C9 o� N v�7k� w v •a1i'' �� vrrlli alQlrJ7:M M9iM .,.R A-r4 ,p.•, .K.i —of$ - tMe 11 •ti —1/--0 6-lPW/Ht:l\114d'�Y�nfVfS�Lf `.'�Aaii\n "� �I h N ry ry m �v� N �•, dl "IV 4w64 .00.j •" +W6 iCCZ "i W " V"VO IM lMlrifil�n�n`. �1W0621\e " F- a9k 0.. 4 �. W 3i$1��'8 31 0 71 f6 . �o. - l •,, r QO , a .h O 'e y` ,11 ' •r UA VV j�In�lra _ iC o � F n •q �)•"•�.j + aaafif WI H A 0— M.[. 4•r.� AM,I •N i' ^•+•KO - tP2 'r'. 4f •' dom m 20070719002126.001 After recording return document to: State of Washington Department of Transportation Real Estate Services Office P 0 Box 47338 Olympia, WA 98504-7338 Document Title: Possession and Use Agreement Reference Number of Related Document: N/A Grantor: Earlington LLC Grantee: State of Washington, Department of Transportation .Legal Description: Ptn. SWY, of the NE'/. of Section 24, T23N, R4E, WM and pin Lts 1- 56, Blk 40 & Lts 1-S6, Blk 41, CD. Hillman's Earlington Gardens Add Div 1, Yol. 17 of Plats. Pg. 74, tgw vac. sts and alleys adj. (AKA LtsA & B ofLLR No. LUA-07-035-LL14, Rec No, 20070423900013) Additional Legal Description is on Pages 8, 9, 10, 11, 12 and 13 of Document Assessor's Tax Parcel Numbers: 334040-7101-08, 334040-7100-09 POSSESSION AND USE AGREEMENT State Route 405, SR 181 Vic. to SR 167 Vic. This AGREEMENT is made and entered into by and between the State of Washington, Department of Transportation, hereinafter referred to as the "State", and EARLINGTON LLC, a Delaware limited liability company, hereinafter referred to as the "Owner" and U.S. BANK NATIONAL ASSOCIATION, Lender: WITNESSETH WHEREAS, the State affrtns that the Owner's real estate described herein is required by the State for immediate construction of a transportation project. AND WHEREAS, the State affirms that any delay in its construction program is contrary to the public interest; M-317 Revised 09105 FA No, F-405 ( ) Project No. U40502B Page I of 32 pages Parcel No. 1-19558 20070719002126.002 POSSESSION AND USE AGREEMENT AND WHEREAS, the State has made a firm and continuing offer to pay the amount of ONE MILLION FIVE HUNDRED FORTY-ONE THOUSAND THREE HUNDRED .AND N0/104 ($1,541,300.00) DOLLARS (the "Offer') for the purchase of the following described real property and easements situated in King County, in the State of Washington: For legal descriptions see Exhibit A attached hereto and made a part hereof (collectively the "Subject Property"). AND WHEREAS, the Owner requires additional time to evaluate said offer and/or to resolve any questions concerning just compensation; NOW THEREFORE, for and in consideration of the payment of said offer, the Owner hereby grants to the State a right to possess and use the Subject Property, and the parties further agree that: The Subject Property is necessary for a public use of the State of Washington. 2. The State will issue a warrant in payment to the Owner of the amount of the offer stated above. Notwithstanding any provision to the contrary herein, the right granted herein to the State to possess and use the Subject Property shall not be effective until both the warrant, and a copy of this agreement signed by the State, have been delivered to Owner. 3. Neither execution of this agreement by Owner nor execution and delivery of the utility easement by Owner to Puget Sound Energy shall prejudice such party's rights to subsequent adjudication of just compensation pursuant to state law, and neither shall this agreement, nor the basis therefore, be construed as an admission of fair market value or just compensation by Owner. The States Offer herein shall be deemed a continuing offer as provided in RCW 8.04,090. 4. If it becomes necessary for the State to institute condemnation proceedings, the Owner has no objection to the State entering an Order Adjudicating ttes-317 Page 2 of 32 pages ,Parcel No. 1-19558 20070719002126.003 POSSESSION AND USE AGREEMENT Public Use, as provided by RCW 8.04,070, and agrees that this instrument shall be treated as having the same legal effect as an Order for Immediate Possession provided by RCW 8.04.090, ct seq., which, by this reference, are incorporated herein as if hilly set forth. 5. The date of valuation for the determination of just compensation shall be the date that the warrant in the amount of the Offer has been delivered. 6. The Owner hereby waives the requirement of a written notice to move, as provided by RCW 8.26.180, and will surrender possession of the above described real estate to the State not later than seven (7) days after receipt of payment. 7. The State shall pay Owner any interest due per RCW 8.04.092. 8. The State, as further consideration to Owner for Owner's execution of this agreement, also agrees to the following: (a) The State shall work with its contractor to minimize the impacts of construction on the tenants in the buildings on Owner's remainder property particularly during the construction of the large retaining wall that will be constructed in close proximity thereto. (b) The State acknowledges that the tenant in Building A on Owncr's remainder property is King County (Elections division), and that during certain election periods the operations therein are extremely sensitive and important. Owner will attempt to give the State as much advance notice as possible of the critical periods, and the State shall then use its best efforts to coordinate construction activities to minimize disruption (noise, vibration, dust, etc) to Building A during these periods. (c) The State shall use its best efforts to work with its contractor to minimize the period of time on Owner`s property with the objective of initial mobilization (including temporary fence erection), construction and demobilization (including removal of temporary fencing) all occurring within a six consecutive month period. RES-317 Page 3 of 32 pages Parcel No. 1-19558 20070719002126.004 POSSESSION AND USE AGREEMENT (d) The State shall make a good faith efl"ort to insure that its contractor leaves Owner's property in a clean condition during any period that a temporary or seasonal discontinuation in the use of property occurs- (e) The State's agreement with its contractor shall prohibit the placement or storage of dumpsters (or other garbage containers), materials, equipment, sheds, or other construction related items on the Subject Property, and shall require that all garbage and construction debris be promptly removed. Further, the contract shall prohibit (i) placement of portable toilets on the Property, and (ii) use of the Subject Property for construction related parking. Notwithstanding this paragraph, the contractor shall be allowed to place one convex type storage container on the Subject Property within either 25' of Owner's east property line or 75 feet of Owner's west property line (said lines being a reference to the boundaries as they existed before the State's acquisition of the Subject Property as contemplated in this agreement). (0 The Owner's storm drainage system is located within the areas described on Exhibit A that will be encumbered with the Temporary Easement and the Soil Mitigation Easement, The State shall survey Owner's existing drainage system, and produce an existing drainage conditions report which includes a video survey of that portion of Owner's existing drainage facilities that will remain on the Subject Property. From this the State's contractor will determine if any drainage sections need to be fixed. The State's contractor shall maintain all drainage conveyance facilities necessary for proper drainage of the existing and proposed project areas in a workable condition during the course of the work. Owner's final drainage system (moth existing to remain and new facilities) shall be cleaned and repaired as necessary for a fully functional system during and at the end of the Contract. M-317 Page 4 of 32 pages Parcel No. 1-19558 20070719002126.006 POSSESSION AND USE AGREEMENT The State will also conduct a joint inspection of both buildings on Owner's remainder property adjacent to 1-405 in order to conduct a video and still photograph survey of the buildings in order to memorialize existing conditions of said building and will provide the owner a copy of a[l videos and photographs for their records. (g) The State's agreement with its contractor, consistent with the requirement in the lease between Owner and King County, shall provide that construction fencing shall be installed no closer than 12 feet from the building. Said fencing shall comply with applicable fire truck or safety access requirement of the City of Renton. The State will work with its contractors to provide periodic temporary access of sufficient width to provide a 30-foot vehicle to have access to the south side of Building A and to the secured parking area during post election ballot delivery times. (h) The State, after completion of the Project, agrees that it will not construct a fence between Owner's remainder property line and the retaining wail. (i) The Temporary Construction Easement rights described herein are for the purpose of providing a work area for adjacent highway construction related activities. The state agrees that the highway construction related activities will be completed no later than October 31, 2010 and that landscaping establishment and plant maintenance work will be completed no later than December 31, 2012. 9. If the parties, prior to the filing of a Petition for Condemnation, are able to agree upon the amount of just compensation to be paid by the State for acquisition of the Subject Property, said property shall be conveyed to the State as follows: (a) The property the State is acquiring in fee shall be conveyed by a Special Warranty Deed in the form attached as Exhibit B. (b) The Soils Mitigation Easement shall be in the form attached as Exhibit C. (c) The Temporary Easement shall be in the form attached as Exhibit D. It is understood and agreed that delivery of this agreement is hereby tendered and that the terms and obligations hereof shall not become binding upon the State of Washington REs-317 Page 5 of 32 pages Parcel No. 1-19558 20070719002126.006 POSSESSION AND USE AGREEMENT unless and until accepted and approved hereon in writing for the State of Washington, Department of Transportation, by the Director of Real Estate Services. The State, within thirty (30) days of the execution of this agreement, shall record it with the King County Recorder. Dated �", 2007 EARLINGTON LLC, a Delaware limited liability company By: UNICO INVESTMENT GROUP LLC, a Delaware limited liability company, its Manager 6, a . QUENTIN W. KUHRAU, its Manager LENDER: US Bank National Association Accepted and Approved STATE OF WASBINGTON Dep t 9f T ortation By: Gerald L. Gallin Director, Real Estate Services kES-317 Page 6 of 32 pages Parcel No. 1-19558 GIVEN under my hand and official seal the.day and year last above written.. r Y Notary (print name) i clm r i a nth i Notary Public'm and for the State of Wasnington;' residing at . Sfc d e O MY APO,ntment�cxpires .; 20070719002126.00$ POSSESSION AND USE AGREEMENT STATE OF WASHINGTON County of JeZ141 ss. On this 264 day of _�(,� , 2[?07, before me personally appeared E: � 1rU L fibj x , to me known to be the V1 of the corporation that executed the foregoing instrument, and acknowledged said instrument to be the free and voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and on oath stated that he was authorized to execute said instrument and that the seal affixed is the corporate seal of said corporation. GIVEN under my hand and official sea] the day and year last above written. Notary (print name) -r Notary Public I'D d for residing at My Appointment expires 7a the State of Washington, /O •/a 20070719002126,009 POSSESSION AND USE AGREEMENT EXHIBIT A RIGHTS TO BE ACQUIRED IN FEE: All that portion of the hereinafter referred to TRACT "X" lying southerly of a line beginning at a point opposite Highway Engineers Station (hereinafter referred to as HES) 289+99.79 on the SR 405 line survey of SR 405, SR 181 Vic. to SR 167 Vic. and 126.27 feet northerly therefrom; thence easterly to a point opposite HES 290+14.77 on said line survey and 127.08 feet northerly therefrom; thence northwesterly to a point opposite HES 290+11.61 on said line survey and 133.92 feet: northerly therefrom; thence easterly to a point opposite HO 290+53.90 on said line survey and 135.92 feet northerly therefrom; thence southerly to a point opposite HES 290+53.35 on said line survey and 128.89 feet northerly therefrom; thence easterly along a curve to the right having a radius of 3817,24 feet and an arc distance of 292.60 feet to a point opposite HES 293+45.88 on said line survey and 129.94 feet northerly therefrom; thence along a curve to the right having a radius of 14,934.10 feet and an arc distance of 502.55 feet to a point opposite HF,S 298+48.19 on said line survey and 115.38 feet northerly therefrom; thence easterly to a point opposite HES 299+32± on said line survey and 114.59 feet northerly therefrom, said point being on the easterly boundary of said TRACT "X" and the end of this line description. RIGHTS TO BE ACQUIRED FOR SOIL MITIGATION EASEMENT: All that portion of the hereinafter referred to TRACT "X" lying between two lines described as follows: Line 1 Beginning at a point opposite Highway Engineer's Station (hereinafter referred to as HES) 290+12t on the SR 405 line survey of SR 405, SR 181 Vic. to SR 167 Vic. and 143.98 feet northerly therefrom, said point being on the westerly boundary of said Tract "X'; thence easterly along a curve to the right having a radius of 3,834.24 feet and an arc distance of 378.92 feet to a point opposite HES 293+70.26 on said line survey and 146,02 feet northerly therefrom; thence southerly to a point opposite HES 293+70.16 on said line ttEs-317 Page 8 of 32 pages Parcel No. 1-19558 20070719002126.010 POSSESSION AND USE AGREEMENT EXHIBIT A (continued) survey and 142.62 feet northerly therefrom; thence easterly along a curve to the right having a radius of 14,947.10 feet and an are distance of 563.06 feet to a point opposite HES 299+33± on said line survey and 124.27 feet northerly therefrom, said point being on the easterly boundary of said TRACT W' and the end of this Line 1 description. Line 2 Beginning at a point opposite Highway Engineer's Station (hereinafter referred to as HES) 289+99.79 on the SR 405 line survey of SR 405, SR 181 Vic. to SR 167 Vic. and 126.27 feet northerly therefrom; thence easterly to a point opposite HES 290+14.77 on said lint survey and 127.08 feet northerly therefrom; thence northwesterly to a point opposite HES 290+11.61 on said line survey and 133.92 feet northerly therefrom; thence easterly to a point opposite HES 290+53.90 on said line survey and 135.92 feet northerly therefrom; thence southerly to a point opposite HES 290+53.35 on said line survey and 128.89 feet northerly therefrom; thence easterly along a curve to the right having a radius of 3817.24 feet and an arc distance of 292.60 feet to a point opposite HES 293+45.88 on said line survey and 129.94 feet northerly therefrom; thence along a curve to the right having a radius of 14,934.10 feet and an arc distance of 502.55 feet to a point opposite HES 298+48.19 on said line survey and 115.39 feet northerly therefrom; thence easterly to a point opposite HES 299+32t on said line survey and 114.59 feet northerly therefrom, said point being on the easterly boundary of said TRACT "X" and the end of this Line 2 description. _RIGHTS TO BE ACOUI_RED FOR UTILITY EASEMENT FOR TRANSFER TO PUGET SOUND ENERGY: .� All that portion of the herein described TRACT "X" lying within a tract of land beginning at a point opposite Highway Engineer's Station (hereinafter referred to as HES) 290+51± on the SR 405 line survey of SR 405, SR 181. Vic. to SR 167 Vic. and 166.70 feet northerly therefrom, said point being on the westerly boundary of vacated Oaksdale Ave SW (Stibien Ave.) as vacated by City of Renton Ordinance 4775 and recorded under Recording Number 9904151576; thence southerly to a point opposite said HES 290+51w and 156.70 feet northerly therefrom; thence easterly to a point opposite HES 290+67.79 on said line survey and 156.68 feet northerly therefrom; thence southerly to a point PM-317 Page 9 of 32 pages Parcel No. 1-19558 20070719002126.011 POSSESSION AND USE AGREEMENT EXHIBIT A (continued) opposite HES 290+67.42 on said line survey and 130.23 feet northerly therefrom; thence easterly to a point opposite HES 290+77.42 on said line survey and 130.60 feet northerly therefrom; thence northerly to a point opposite HES 290+77.64 on said line survey and 146.66 feet northerly therefrom; thence easterly to a -point opposite RES 292+63.89 on said line survey and 146.39 feet northerly therefrom; thence easterly to a point opposite RES 296+30.09 on said line survey and 138.69 -feet northerly therefrom; thence southeasterly to a point opposite HES 299+32-h on said line survey and 118.30 feet northerly therefrom, said point being on the easterly boundary of said TRACT "X"; thence northerly to a point opposite HES 299+34f on said line survey and 138.32 feet northerly therefrom, said point being on the easterly boundary of said TRACT "X'; thence northwesterly to a point opposite RES 296+32.27 on said line survey and .158.67 feet northerly therefrom; thence westerly to a point opposite HES 292+65.53 on said line survey and 166.39 feet northerly therefrom; thence westerly to the point of beginning. RIGHTS TO , BE ACQUIRED IN TEMPORARY EASEMENT: All that portion of the hereinafter referred to TRACT "X" lying between two lines described as follows: Line 1 Beginning at a point opposite Highway Engineer's Station (hereinafter referred to as HES) 290+12:� on the SR 405 line survey of SR 405, SR 181 Vic. to SR 167 Vic. and 143.98 feet northerly therefrom, said point being on the westerly boundary of said Tract "X'; thence easterly along a curve to the right having a radius of 3,634.24 feet and an arc distance of 379.92 feet to a point opposite HES 293+70.26 on said line survey and 146.02 feet northerly therefrom; thence southerly to a point opposite HES 293+70.16 on said line survey and 142.62 feet northerly therefrom; thence easterly along a curve to the right having a radius of 14,947.10 feet and an arc distance of 563.06 feet to a point opposite HES 299+33:� on said line survey and 124.27 feet northerly therefrom, said point being on the easterly boundary of said TRACT "X" and the end of this Line 1 description. RES•317 Page 10 of32 pages parcel No. 1-19558 2007071900212s.01 2 POSSESSION AND USE AGREEMENT EXHIBPF A (continued) Line 2 Beginning at a point opposite Highway Engineer's Station (hereinafter referred to as HES) 290+08� on the SR 405 line survey of Sly 405, SR 181 Vic. to SR 167 Vic. and 153.75 feet northerly therefrom, said point being on the westerly boundary of said Tract "X"; thence easterly along a curve to the right having a radius of 3,844.24 feet and an are distance of 372.73 feet to a point opposite HES 293+80.53 and 155.60 feet northerly therefrom; thence southerly to a point opposite HES 293+80.45 on said line survey and 152.48 feet northerly therefrom; thence easterly along a curve to the right having a radius of 14,957.10 feet and an arc distance of 558.67 feet to a point opposite HES 299+38.77 on said line survey and 133.98 feet northerly therefrom; and the end of this Line 2 description. TRACT "X" Parcel A That portion of the southwest quarter of the northeast quarter of Section 24, Township 23 North, Range 4 East, W.M., in King County, Washington, described as follows: Commencing at a concrete monument in case which marks the east quarter corner of said section; thence North 04°35'53" East along the east line of said section a distance of 445.93 feet to the northerly margin of State Route 405 as approved October 31, 1961; thence South 86°19'51" West along said margin a distance of 1,339.59 feet to an intersection with the out line of said subdivision and the True Point of Beginning, thence continuing along said northerly margin a distance of 10.88 feet to a point which is 39.00 feet northeasterly of the centerline of proposed Oakesdale Avenue Southwest, as measured at right angles thereto, as said centerline is shown on the plans entitled "Oakesdale Avenue S.W. Improvements, S.W. 16th Street to S.W. Grady Way", dated September 25, 1987, as prepared by CH2M Hill for the City of Renton; thence North 28*4513 V West parallel to said centerline a distance of 15 6.9 5 feet to a point of curvature of a tangent curve to the right having a radius of 45.00 feet; thence northerly along the arc of said curve, through a central angle of 54°47'59" a distance of 43.04 feet to a point on the southerly margin of S.W. Grady Way Right -of -Way, which point bears North RES-317 Page 11 of 32 pages Parcel No. 1-19558 20070719002126.013 POSSESSION AND USE AGREEMENT EXHIBIT A (continued) 6305732" West from the center point of said curve; thence North 66°58'02" East along said margin a distance of 98.61 feel to the east line of said subdivision; thence South 00'53'49" West along said subdivision line a distance of 216.91 feet to the TRUE POINT OF BEGINNING. Parcel B Lots 1 through 56, Block 40, and Lots 1 through 56, Block 41, C.D. Hillman's Earlington Gardens Addition to the City of Seattle, Division No. 1, according to the plat thereof recorded in Volume 17 of Plats; page 74, in King County, Washington; TOGETHER WITH those portions of Southwest 12th Street (formerly South 150th Place) and Thomas Avenue Southwest (formerly 83rd Avenue South) and alleys in said Blocks 40 and 41 vacated by City of Trenton Ordinance No. 2475, as conveyed by the City of Renton by deed recorded under Recording Number 6635409; and City of Renton Ordinance Number 3373, recorded under Recording Number 7911260604 that would attach by operation of law; EXCEPT that portion conveyed to King County for public road by deed recorded under Recorder's Numbers 2919081, 2923140 and 2927725; ALSO EXCEPT that portion conveyed to the State of Washington for Primary State Highway No. 1 by deed recorded under Recorder's Number 5443689. Parcel C That portion of Oaksdale Avenue S.W., vacated by City of Renton Ordinance 4775 and recorded under Recording Number 9904151576 that would attach by operation of law, described as follows: That portion of Oaksdale Avenue S.W. (platted as Stibien Avenue, formerly 80th Avenue South, also known as undeveloped Oaksdale Avenue S.W.) in the northeast quarter of Section 24, Township 23 North, Range 4 East, W.M., in King County, Washington, adjoining Blocks 40 and 41, C.D. Hillman's Earlington Gardens Addition to the City of Seattle, Division No. 1, according to the plat thereof recorded in Volume 17 of Plats, RES•317 Page 12 of 32 pages Parcel No. 1- 195 58 20070719002126.014 POSSESSION AND USE AGREEMENT EXR1BTT A (continued) page 74, in King County, Washington and lying northerly of State Route 405 as conveyed to the State of Washington by deeds recorded under Recording Number 5443689, and lying southerly of S.W. Grady Way as conveyed for public road by deeds recorded under Recording Numbers 2919081 and 2927725. (Parcels A, B, and C are also known as Lots A and B of LLA No. LUA-07-035-LLA, Recorded under Recording Number 20070423900013).' Also, the Grantor herein conveys and grants to the State of Washington all rights of ingress and egress (including all existing, future or potential easements of access, light, view and air) to, from and between SR 405, SR 181 Vic. to SR 167 Vic, and the remainder of said TRACT °X". The lands herein described in fee contain an area of 23,415 square feet, more or less, and herein described in soil mitigation easement contain an area of 12,925 square feet, more or less and herein described in temporary easement contain an area of 9,248 square feet, more or less, and herein described in utility easement contain an area of 17,697 square feet, more or less, the specific details concerning all of which are to be found in that certain map of definite location now of record and on file in the office of the Secretary of Transportation at Olympia, and bearing date of approval September 16, 2005, revised March 29, 2007. RES-317 Page 13 of 32 pages Parcel No. 1-19558 20070718002126.015 POSSESSION AND USE AGREEMENT EXHIBIT B After recording return document to: State of Washington Department of Transportation Real Estate Services Office P 0 Box 47339 Olympia, WA 95504-7338 Document Title: Special Warranty Deed Reference Number of Related Document: N/A Grantor: Earlington LLC Grantee: State of Washington, Department of Transportation Legal Description: Ptn. SWY# of the NE'314 and pin. SE'/. of the NE% of secrion 24, T23N, M, WM.. andpin. Lis 1-56, Bl. 40 & Lts 1-56, Bl. 41, C.D. Hillman's Earlington Gardens Addition Div 1, Vol, 17 of Plats, Pg. 74, tgw vac. sts. and alleys adj. (AKA Lis A & B of LLA No. L UA-07-035-L,r„ 4, Rec No. 200704239000I3) Addilional Legal Description is on Pages 4, S, and 6 of Document Assessor's Tax Parcel Numbers: 334040-7101-08, 334040-7100-09 SPECIAL WARRANTY DEED State Route 405, SR 181 Vic. to SR 167 Vic. The Grantor, EARLINGTON LLC, a Delaware limited liability company, for valuable consideration, grants, bargains, sells, conveys, and confirms to the State of Washington, Department of Transportation, the following described real property situated in King County, State of Washington, under the imminent threat of the Grantee's exercise of its rights of Eminent Domain: For legal description and additional conditions, see Exhibit A attached hereto and made a part hereof. The Grantor, for itself and for its successors in interest does by these presents expressly limit the covenants of the deed to those herein expressed, and exclude all covenants arising or to arise by statutory or other implication, and does hereby covenant xEs-31? Page 14 of 32 pages Parcel No. 1-19558 20070719002126.016 POSSESSION AND USE AGREEMENT that against all persons whomsoever lawfully claiming or to claim by, through or under said Grantor and not otherwise, and will forever warrant and defend the said described real estate. It is understood and agreed that delivery of this deed is hereby tendered and that the terms and obligations hereof shall not become binding upon the State of Washington unless and until accepted and approved hereon in writing for the State of Washington, Department of Transportation, by the Director of Real Estate Services. Date: .2007 EARLINGTON LLC, a Delaware limited liability company, By: UNICO INVESTMENT GROUP LLC, a Delaware limited liability company, its. Manager By: QUENTIN W. KUHRAU, its Manager Accepted and Approved STATE OF WASHINGTON, Department of Transportation 0 Gerald L. Gallinger Director, Real Estate Services Date: xis-317 ' Page 15 of 32 pages Parcel No. 1-19558 20070719002126.017 POSSESSION AND USE AGREEMENT STATE OF WASHINGTON ) : ss. County of On this day of , 2007, before me personally appeared QUENTIN W. KUHRAU, to the known to be the Manager of UNICO INVESTMENT GROUP LLC, a Delaware limited liability company, the limited liability company that executed the within and foregoing instrmnent, and acknowledged said instrument to be the free and voluntary act and deed of said limited liability company, for the uses and purposes therein mentioned, and an oath stated that'they were authorized to execute the said instrument, and on oath further stated that said limited liability company is the Manager of EARLINGTON LLC, a Delaware limited liability company, and that said instrument was the free and voluntary act and deed of said limited liability company for the uses and purposes therein mentioned. , GIVEN under my hand and official seal the day and year last above written. Notary Seal Notary (print name) Notary Public in and for the State of Washington, residing at My Appointment expires Please stay within black. REs-3 1 7 Page 16 of 32 pages Parcel No. 1-19558 20070719002126.018 POSSESSION AND USE AGREEMENT All that portion of the hereinafter referred to TRACT "X" lying southerly of a line beginning at a point opposite Highway Engineer's Station (hereinafter referred to as HES) 289+99.79 on the SR 405 line survey of SR 405, SR 181 Vic. to SR 167 Vic. and 126.27 feet northerly therefrom; thence easterly to a point opposite HES 290+14.77 on said line survey and 127.08 feet northerly therefrom; thence northwesterly to a point opposite HES 290+11.61 on said line survey and 133.92 feet northerly therefrom; thence easterly to a point opposite HES 290+53.90 on said line survey and 135.92 feet northerly therefrom; thence southerly to a point opposite HES 290+53.35 on said line survey and 128.89 feet northerly therefrom; thence easterly along a curve to the right having a radius of 3817.24 feet and an arc distance of 292.60 feet to a point opposite HES 293+45.88 on said line survey and 129.94 feet northerly therefrom; thence along a curve to the right having a radius of 14,934.10 feet and an arc distance of 502.55 feet to a point opposite HES 298+48.19 on said line survey and 115.38 feet northerly therefrom; thence easterly to a point opposite HES 299+32* on said line survey and 114.59 feet northerly therefrom, said point being on the easterly boundary of said TRACT "X" and the end of this line description. TRACT "X" Parcel A That portion of the southwest quarter of the northeast quarter of Section 24, Township 23 North, Range 4 East, W.M., in King County, Washington, described as follows: Commencing at a concrete monument in case which marks the east quarter corner of said section; thence North 00°35'53" East along the east line of said section a distance of 445.93 feet to the northerly margin of State Route 405 as approved October 31, 1961; thence South 86°19'5I" West along said margin a distance of 1,339.38 feet to an intersection with the east line of said subdivision and the True Point of Beginning: thence continuing along said northerly margin a distance of 10.88 feet to a point which is 39.00 feet northeasterly of the centerline of proposed Oakesdale Avenue Southwest, as measured at right angles thereto, as said centerline is shown on the plans entitled "Oakesdale Avenue S.W. Improvements, S.W. 16th Street to S.W. Grady Way", dated September 25, 1987, as prepared by CH2M Hill for the City of Renton; thence North 28145'31" West parallel to said centerline a distance of 156.95 feet to a point of curvature of a tangent curve to the right having a radius of 45.00 feet; thence northerly along the arc RBs-3 E7 Page 17 of 32 pages Parcel No. 1-19558 20070719002126.019 POSSESSION AND USE AGREEMENT EXHIBIT A (continued) of said curve, through a central angle of 54°4759" a distance of 43.04 feet to a point on the southerly margin of S.W. Grady Way Right -of -Way, which point bears North 63°ST32" West from the center point of said curve; thence North 66658'02" East along said margin a distance of 98,61 feet to the east line of said subdivision; thence South 00'53149" West along said subdivision line a distance of 216.91 feet to the TRUE POINT OF BEGINNING. Parcel B Lots 1 through 56, Block 40, and Lots 1 through 56, Block 41, C.D. Hillman's Earlington Gardens Addition to the City of Seattle, Division No. 1, according to the plat thereof recorded in Volume 17 of Plats, page 74, in King County, Washington; TOGETHER WITH those portions of Southwest 12th Street (formerly South 150th Place) and Thomas Avenue Southwest (formerly 83rd Avenue South) and alleys in said Blocks 40 and 41 vacated by City of Renton Ordinance No. 2475, as conveyed by the City of Renton by deed recorded under Recording Number 6635409; and City of Renton Ordinance Number 3373, recorded under Recording Number 7911260604 that would attach by operation of law; EXCEPT that portion conveyed to King County for public road by deed recorded under Recorder's Numbers 2919081, 2923140 and 2927725; ALSO EXCEPT that portion conveyed to the State of Washington for Primary State Highway No. 1 by deed recorded under Recorder's Number 5443689. Parcel C That portion of Oaksdale Avenue S.W., vacated by City of Renton Ordinance 4775 and recorded under Recording Number 9904151576 that would attach by operation of law, described as follows: That portion of Oaksdale Avenue S.W. (platted as Si3-bicn Avenue, formerly 80th Avenue South, also known as undeveloped Oakesdale Avenue S.W.) in the northeast quarter of Section 24, Township 23 North, Range 4 East, W.M., in King County, R -317 Page 18 of 32 pages Parcel No. 1-19558 20070719002126.020 POSSESSION AND USE AGREEMENT EXHIBIT A (continued) Washington, adjoining Blocks 40 and 41, C.D. Hillman's Eariington Gardens Addition to the City of Seattle, Division No. 1, according to the plat thereof recorded in Volume 17 of Plats, page 74, in Icing County, Washington and lying northerly of State Route 405 as conveyed to the State of Washington by deeds recorded under Recording Number 5443689, and lying southerly of S.W. Grady Way as conveyed for public road by deeds recorded under Recording Numbers 2919081 and 2927725. (Parcels A, B, and C are also known as Lots A and B of LLA No. LUA-07-035-LLA, Recorded under Recording Number 20070423900013). Also, the Grantor herein conveys and grants to the State of Washington all rights of ingress and egress (including all existing, future or potential easements of access, light, view and air) to, from and between SR 405, SR 181 Vic. to SR 167 Vic. and the remainder of said TRACT "X". The lands herein described contain an area of 23,415 square feet, more or less, the specific details concerning all of which are to be found in that certain map of definite location now of record and on file in the office of the Secretary of Transportation at Olympia, and bearing date of approval September 16, 2005, revised March 29, 2007. Grantoes Initials RES-30 Page 19 of 32 pages Parcel No. 1-19558 20070719002126,021 POSSESSION AND USE AGREEMENT 004. t Alter recording return document to: State of Washington Department of Transportation Real Estate Services Office P 0 Box 47338 Olympia, WA 99504-7338 Document Title: Soil Mitigation Easement Reference Number of Related Document: N/A Grantor: Earlington LLC Grantee. State of Washington, Department of Transportation Legal Description: Ptn. SW% of the NEY4 and pin. SE'/ of the NE Y,, of Section 24, T23N, R4E, WMandptn Lts 1-56, d1. 40 & Lts 1-56 Bl, 41, C.D. Hillman's Earlington Gardens Add Div 1, Vol. 17 of PIats, Pg. 74, tgw vac .rts and alleys a4. (AKA Lts. A do B ofLL,4 No. LUA•07-035-LLA, Rec.)Vo. 20070423900013) Additional Legal Description is on Pages 4, 5, b and 7 of Document Assessor's Tax Parcel Numbers: 334040-7101-08, 334040-7100-09 SOIL MITIGATION EASEMENT State Route 405, SR 181 Vic. to SR 167 Vic. The Grantor, EARLINGTON Y. LC, a Delaware limited liability company, for and in consideration of the sum of TEN AND NO1100 ($10.00) DOLLARS, and other valuable consideration, hereby conveys and grants unto the State of Washington, Department of Transportation, and its assigns, under the imminent threat of the Grantee's exercise of its rights of Eminent Domain, a non-exclusive sub -surface easement under the hereinafter described lands for the purpose of binding and strengthening the soil by injecting a non -hazardous material into the ground, at a depth no less than four (4) feet below the existing grade, to minimize the risk of soil liquefaction during future earthquakes, and for access thereto to accomplish said work The State shad, upon completion of construction of said project described herein, remove all debris and restore the surface of the property as nearly as possible to the condition immediately prior to the State's entry thereon, excepting any modifications or improvements made as part of the construction project The rights granted herein to Grantee are a one-time right that will expire if not RES-31 7 Page 20 of 32 pages Parcel No. 1-19558 20070719002126.022 POSSESSION AND USE AGREEMENT accomplished on or before June 30, 2010. Grantor, subject to Grantee's right to accomplish the soil mitigation described herein, shall continue to have the right to use the property encumbered by this easement, without limitation, for all surface and sub -surface uses so long as the integrity of the soil mitigation work performed by Grantee is not materially impacted. Said lands being situated in King County, State of Washington, and described as follows: For legal description, see Exhibit A attached hereto and made a part bereof It is understood and agreed that delivery of this Easement is hereby tendered and that the terms and obligations hereof shall not become binding upon the ,State of Washington unless and until accepted and approved hereon in writing for the State of Washington, Department of Transportation, by its Director of Real Estate Services. Date; ..,. _ . 2007 EARLINGTON LLC, a Delaware limited liability company By: UNICO INVESTMENT GROUP LLC, a Delaware limited liability company, its Manager By: QUENTIN W. KUHRAU, its Manager Accepted and Approved STATE OF WASEINGTON Department of Transportation Em Gerald L. Gallinger Director, Real Estate Services Date: RES-317 Page 21 of 32 pages Parcel No. 1-19558 20070719002126.023 POSSESSION AND USE AGREEMENT STATE OF WASHINGTON County of On this day of , 2007, before me personally appeared QUENTIN W. KUHRAU, to me known to be the Manager of UNICO INVESTMENT GROUP LLC, a Delaware limited liability company, the limited liability company that executed the within and foregoing instrument, and acknowledged said instrument to be the free and voluntary act and deed of said limited liability company, for the uses and purposes therein mentioned, and on oath stated that they were authorized to execute the said instrument, and on oath further stated that said limited liability company is the Manager of EARLINGTON LLC, a Delaware limited liability company, and that said instrument was the free and voluntary act and deed of said limited liability company for the uses and purposes therein mentioned. GIVEN under my hand and official seal the day and year last above written. Notary Seal Notary (print name) Notary Public in and for the State of Washington, residing at My Appointment expires Please stay within block REs-317 Page 22 of 32 pages Parcel No. 1-19558 20070719002126.024 POSSESSION AND USE AGREEMENT EXl MIT A All that portion of the hereinafter referred to TRACT "X" lying between two lines described as follows: Line 1 Beginning at a point opposite Highway Engineer's Station (hereinafter referred to as HES) 290+12 L on the SR 405 line survey of SR 405, SR, 181 Vic. to SR 167 Vic. and 143.99 feet northerly therefrom, said point being on the westerly boundary of said Tract "X'; thence easterly along a curve to the right having a radius of 3,83424 feet and an are distance of 378.92 feet to a point opposite HES 293+70.26 on said line survey and 146.02 feet northerly therefrom; thence southerly to a point opposite HES 293+70.16 on said line survey and 142.62 feet northerly therefrom; thence easterly along a curve to the right having a radius of 14,947.10 feet and an arc distance of 563.06 feet to a point opposite HES 299+33+ on said line survey and 124.27 feet northerly therefrom, said point being on the easterly boundary of said TRACT "X" and the end of this Line 1 description. Line 2: Beginning at a point opposite Highway Engineer's Station (hereinafter referred to as HES) 289+99.79 on the SR 405 line survey of SR 405, SR 181 Vic. to SR 167 Vic. and 126.27 feet northerly therefrom; thence easterly to a point opposite HES 290+14.77 on said line survey and 127.08 feet northerly therefrom; thence northwesterly to a point opposite HES 290+11.61 on said Iine survey and 133.92 feet northerly therefrom; thence easterly to a point opposite HES 290+53,90 on said line survey and 135.92 feet northerly therefrom; thence southerly to a point opposite HES 290+53.35 on said line survey and 128.89 feet northerly therefrom; thence easterly along a curve to the right having a radius of 3,817.24 feet and an are distance of 292.60 feet to a point opposite HES 293+45.88 on said line survey and 129.94 feet northerly therefrom; thence along a curve to the right having a radius of 14,934.10 feet and an are distance of 502.55 feet to a point opposite HES 298+48.19 on said line survey and 115.38 feet northerly therefrom; thence easterly to a point opposite HES 299+32:L on said line survey and 114.59 feet northerly therefrom, said point being on the easterly boundary of said TRACT "X" and the end of this Line 2 description. RM317 Page 23 of 32 pages Parcel No. 1-19558 20070719002126.025 POSSESSION AND USE AGREEMENT EXHIBIT A (continued) TRACT "X" Parcel A That portion of the southwest quarter of the northeast quarter of Section 24, Township 23 North, Range 4 East, W.M., in King County, Washington, described as follows: Commencing at a concrete monument in case which marks the east quarter corner of said section; thence North 00135'53" East along the east line of said section a distance of 445.93 feet to the northerly margin of State Route 405 as approved October 31, 1961; thence South 86°19'51" West along said margin a distance of 1,339.58 feet to an intersection with the east line of said subdivision and the True Point of Beginning: thence continuing along said northerly margin a distance of 10.88 feet to a point which is 39.00 feet northeasterly of the centerline of proposed Oakesdale Avenue. Southwest, as measured at right angles thereto, as said centerline is shown on the plans entitled "Oakesdale Avenue S.W. Improvements, S.W. l6th Street to S.W. Grady Way", dated September 25, 1987, as prepared by CH2M Hill for the City of Renton; thence North 28°45'31" West parallel to said centerline a distance of 156.95 feet to a point of curvature of a tangent curve to the right having a radius of 45.00 feet; thence northerly along the are of said curve, through a central angle of 54°47'59" a distance of 43.04 feet to a point on the southerly margin of S.W. Grady Way Right -of -Way, which point bears North 63°57'32" West from the center point of said curve; thence North 66°58'02" East along said margin a distance of 98.61 feet to the east line of said subdivision; thence South 00153'49" West along said subdivision line a distance of 216.91 feet to the TRUE POINT OF BEGINNING. Parcel B Lots I through 56, Block 40, and Lots 1 through 56, Bloch 41, C,D. Hillman's Earlington Gardens Addition to the City of Seattle, Division No. 1, according to the plat thereof recorded in Volume 17 of Plats, page 74, in King County, Washington; W-317 Page 24 of 32 pages Parcel No. 1-19558 20070719002126.026 POSSESSION AND USE AGREEMENT EXHIBIT A (continued) TOGETHER WITH those portions of Southwest 12th Street (formerly South 150th Place) and Thomas Avenue Southwest (formerly 83rd Avenue South) and alleys in said Blocks 40 and 41 vacated by City of Renton Ordinance No. 2475, as conveyed by the -- City of Renton by deed recorded under Recording Number 6635409; and City of Renton Ordinance Number 3373, recorded under Retarding Number 7911260604 that would attach by operation of law; EXCEPT that portion conveyed to King County for public road by deed recorded under Recorder's Numbers 2919081, 2923140 and 2927725; ALSO EXCEPT that portion conveyed to the State of Washington for Primary State Highway No. 1 by deed recorded under Recorder's Number 5443689. Parcel C That portion of Oaksdale Avenue S.W., vacated by City of Renton Ordinance 4775 and recorded under Recording Number 9904151576 that would attach by operation of law, described as follows: That portion of Oaksdale Avenue S.W. (platted as Stibien Avenue, formerly 80th Avenue South, also known as undeveloped Oakesdale Avenue S.W.) in the northeast quarter of Section 24, Township 23 North, Range 4 East, W.M., in King County, Washington, adjoining Blocks 40 and 41, C.D. Hillman's Earlington Gardens Addition to the City of Seattle, Division No. 1, according to the plat thereof recorded in Volume 17 of Plats, page 74, in King County, Washington and lying northerly of State Route 405 as conveyed to the State of Washington by deeds recorded under Recording Number 5443689, and lying southerly of S.W. Grady Way as conveyed for public road by deeds recorded under Recording Numbers 2919081 and 2927725. (Parcels A, B, and C arc also known as Lots A and B of LLA No. LUA-07-035-LLA, Recorded under Recording Number 20070423900013). REs-317 Page 25 of 32 pages Parcel No. 1-19558 20070719002126.027 POSSESSION AND USE AGREEMENT EXHIBIT A (continued) The lands herein described contain an area of 12,925 square feet, more or less, the specific details concerning all of which are to be found in that certain map of definite location now of record and on file in the office of the Secretary of Transportation at Olympia, and bearing date of approval September 16, 2005, revised March 29, 2007. Grantor's Initials RPS-317 Page 26 of 32 pages Parcel No. 1-19558 Z0070719002126.028 POSSESSION AND USE AGREEMENT EXHIBIT D After recording return document. to, - State of Washington Department of Transportation Real Estate Services Office P O Box 47338 Olympia, WA 98504-7338 Document Title: Temporary Easement Reference Number of Related Documents: N/A Grantor: Earlington LLC Grantee: State of Washington, Department of Transportation Legal Description: Pta SW% of the NE'/. and pin SE : of the NE 4 of Section 24, 723N, R4E, WMand pin, Lts 1-56, Bl. 40 & Lis 1-56, B1. 41, C.D. Hillman's Earlington Gardens Add Div 1, Vol. 17 of Plats, Pg. 74, tgw vac. sts. and alleys adj. (AKA Lts A & B of LLA No. L UA-07-035-LLA, Rec 1& 20070423900013) Additional Legal Description is on Pages 4, 5, and 6 of Document Assessor's Tax Parcel Numbers: 334040-7101-08, 334040-7100-09 TEMPORARY EASEMENT State Route 405, SR 181 Vic, to SR 167 Vic, The Grantors, EARLINGTON LLC, a Delaware limited liability company, for and in consideration of TEN AND N0/100 ($10.00) Dollars, and other valuable consideration, hereby conveys and grants unto the State of Washington, Department of Transportation and its assigns under the imminent threat of the Grantee's exercise of its right of Eminent Domain, the right, privilege and easement over, upon, and across the hereinafter described lands for the purpose of (a) providing a work area for adjacent highway construction -related activities that will be completed no later than October 31, 2010, and (b) landscaping establishment and plant maintenance work that will be completed no later than December 31, 2012. The temporary rights herein granted shall terminate on (i) October 31, 2010 for the use described in (a) above, and (ii) December 31, 2012 for the use described in (b) above. RES-317 Page 27 of 32 pages Parcel No. 1-19558 20070719002126.029 POSSESSION AND USE AGREEMENT Said lands being situated in King County, State of Washington, and described as follows: For legal description and additional conditions, see. Exhibit A attached hereto and made a part hereof. It is understood and agreed that delivery of this Easement is hereby tendered and that the terms and obligations hereof shall not become binding upon the State of Washington, unless and until accepted and approved hereon in writing for the State of Washington, Department of Transportation, by its Director of Real Estate Services. Date: , 2007 EARLINGTON LLC, a Delaware limited liability company, By, UNICO INVESTMENT GROUP LLC, a Delaware limited liability company, its Manager By: QUENTIN W. KUHRAU, its Manager Accepted and Approved STATE OF WASHINGTON, Department of Transportation By: Gerald L. Gallinger Director, Real Estate Services Date: RES-317 Page 28 of 32 pages Parcel No. l A 9558 20070719002126.030 POSSESSION AND USE AGREEMENT STATE OF WASHINGTON ) . ss. County of ) On this day of , 2007, before me personally appeared QUENTIN W. KUHRAU, to me known to be the Manager of UNICO INVESTMENT GROUP LLC, a Delaware limited liability company, the limited liability company that executed the within and foregoing instrument, and acknowledged said instrument to be the free and voluntary art and deed of said limited liability company, for the uses and purposes therein mentioned, and on oath stated that they were authorized to execute the said instrument; and on oath further stated that said limited liability company is the Manager of EARLINGTON LLC, a Delaware limited liability company, and that said instrument was the free and voluntary act and deed of said limited liability company for the uses and purposes therein mentioned. GIVEN under my hand and official seal the day and year last above written. Notary Seal Notary (print name) Notary Public in and for the State of Washington, residing at My Appointment expires Please stay within block RES-317 Page 29 of 32 pages Parcel No. 1-19558 20070719002126.031 POSSESSION AND USE AGREEMENT All that portion of the hereinafter referred to TRACT "X" lying between two lines described as follows: Line 1 Beginning at a point opposite Highway Engineer's Station (hereinafter referred to as HES) 290+12+ on the SR 405 line survey of SR 405, SR 181 Vic. to SR 167 Vic. and 143.98 feet northerly therefrom, said point being on the westerly boundary of said Tract "X"; thence easterly along a curve to the right having a radius of 3,834.24 feet and an are distance of 378,92 feet to a point opposite HES 293+70.26 on said line survey and 146.02 feet northerly therefrom; thence southerly to a point opposite HMS 293+70.16 on said line survey and 142.62 feet northerly therefrom; thence easterly along a curve to the right having a radius of 14,947.10 feet and an arc distance of 563.06 feet to a point opposite HES 299+33f on said line survey and 124.27 feet northerly therefrom, said point being on the easterly boundary of said TRACT "X" and the end of this Line 1 description. Line 2 Beginning at a point opposite Highway Engineer's Station (hereinafter referred to as HES) 290+08-k on the SR 405 line survey of SR 405, SR 181 Vic. to SR 167 Vic, and 153.75 feet northerly therefrom, said point being on the westerly boundary of said Tract "X"; thence easterly along a curve to the right having a radius of 3,844.24 fxt and an arc distance of 372.73 feet to a point opposite HES 293+80.53 and 155.0 feet northerly therefrom; thence southerly to a point opposite HES 293+80.45 on said line survey and 152.48 feet northerly therefrom; thence easterly along a curve to the right having a radius of 14,957.10 feet and an arc distance of 558,67 feet to a point opposite HES 299+38.77 on said line survey and 133.98 feet northerly therefrom; and the, end of this Lino 2 description. TRACT "X" Parcel A That portion of the southwest quarter of the northeast quarter of Section 24, Township 23 North, Range 4 East, W.M, in King County, Washington, described as follows: REs-317 Page 30 of 32 pages Parcel No. 1-19558 20070719002126.032 POSSESSION AND USE AGREEMENT EXHIBIT A (continued) Commencing at a concrete monument in case which marks the east quarter corner of said section; thence North 00°35'53" East along the east line of said section a distance of 445.93 feet to the northerly margin of State Route 405 as approved October 31, 1961; thence South 86°19'51" West along said margin a distance of 1,339.58 feet to an intersection with the east line of said subdivision and the True Point of Beginning: thence continuing along said northerly margin a distance of 10.88 feet to a point which is 39.00 feet northeasterly of the centerline of proposed Oakesdale Avenue Southwest, as measured at right angles thereto, as said centerline is shown on the plans entitled "Oakesdals Avenue S.W. Improvements, S.W. 16th Street to S.W. Grady Way", dated September 25, 1987, as prepared by CH2M Hill for the City of Renton; thence North 28°45'31" West parallel to said centerline a distance of 156.95 feet to a point of curvature of a tangent curve to the right having a radius of45.00 feet; thence northerly along the are of said curve, through a central angle of 54°47'59" a distance of 43.04 feet to a point on the southerly margin of S.W. Grady Way Right -of -Way, which point bears North 63°57'32" West from the center point of said curve; thence North 66°58'02" East along said margin a distance of 98.61 feet to the east line of said subdivision; thence South 00°53'49" West along said subdivision line a distance of 216.91 feet to the True Point of Beginning. Parcel B Lots 1 through 56, Block 40, and Lots 1 through 56, Block 41, C.D. Hillman's Earlington Gardens Addition to the City of Seattle, Division No. 1, according to the plat thereof recorded in Volume 17 ofPla% page 74, in Icing County, Washington; TOGETHER WrM those portions of Southwest 12th Street (formerly South 150th Place) and Thomas Avenue Southwest (formerly 83rd Avenue South) and alleys in said Blocks 40 and 41 vacated by City of Renton Ordinance No. 2475, as conveyed by the City of Renton by deed recorded under Recording Number 6635409, and City of Renton Ordinance Number 3373, recorded under Recording Number 7911260604 that would attach by operation of law; EXCEPT that portion conveyed to King County for public road by deed recorded under Recorder's Numbers 2919081, 2923140 and 2927725; AES-317 Page 31 of 32 pages Parcel No. 1-19558 20070719002126.033 POSSESSION AND USE AGREEMENT EXHIBIT A {continued} ALSO EXCEPT that portion conveyed to the State of Washington for Primary State Highway No. 1 by deed recorded under Recorder's Number 5443689, Parcel C That portion of Oaksdale Avenue S.W., vacated by City of Renton Ordinance 4775 and recorded under Recording Number 9904151576 that would attach by operation of law, described as follows: That portion of Oaksdale Avenue S.W. (platted as Stzbien Avenue, formerly 80th Avenue Soutb, also known as undeveloped Oakesdale Avenue S.W.) in the northeast quarter of Section 24, Township 23 North, Range 4 East, W M., in King County, Washington, adjoining Blocks 40 and 41, C.D. Hillman's Earlinglon Gardens Addition to the City of Seattle, Division No. 1, according to the plat thereof recorded in Volume 17 of Plats, page 74, in King County, Washington and lying northerly of State Route 405 as conveyed to the State of Washington by deeds recorded under Recording Number 5443689, and lying southerly of S.W. Grady Way as conveyed for public road by deeds recorded under Recording Numbers 2919081 and 2927725. (Parcels A, B, and C are also known as Lots A and B of LLA No, LUA-07-035-LLA, Recorded under Recording Number 20070423900013). The lands herein described contain an area of 9,248 square feet, more or less, the specific details convening all of which are to be found in that certain map of definite location now of record and on file in the office of the Secretary of Transportation at Olympia, and bearing date of approval September 16, 2005, revised March 29, 2007. Grantors lniiiela Ps-317 Page 32 of32 pages Parcel No. 1-19558 After Recording Return To: Daniel Gandars VANDEBERG JOHNSON & GAN)DA.RA 600 University Street, Suite 2424 Seattle, WA 98101-1192 Abbreviated Leval DeKnr tion: Washington Tax Parcel No.: 334040-7100 1107 S.W. Grady Way, Renton, MEMORANDUM OF LEASE TO WHOM IT MAY CONCERN: NOTICE IS HEREBY GIVEN that a lease agreement dated January 1, 1995, as amended on March 13, 2000, December 19, 2001, and May 10, 2002 ("Lease'), for certain office space in commercial premises located at 1107 S W Grady Way, Renton, Washington 98055, was entered into between Shepherd Investing, as Landlord of the prernnises, and The Moneytree, Inc, a Washington corporation, as Tenant The uncxpited term extends to January 31, 2007, with two (2) add►tionaI five (5) year options to extend. REFERENCE IS MADE TO PARAGRAPH FIVE OF THIRD AMENDMENT TO LEASE , which provides in pertinent part as follows Right of First Refusal Tenant shall have the right of first refusal to lease the office space more specifically described and identified in attached Exhibit (A) ("Expansion Space'D If, at any time during the term of the Lease and any extensions thereof, Landlord shall receive a bona fide offer from a third party to lease the Expansion Space, or any part thereof, which offer Landlord shall desire to accept, Landlord shall promptly deliver to Tenant a copy of such offer, and Tenant may, within ton (10) business days thereafter, elect to lease the Expansion Space on the same terms and conditions of the Lease, as amended, except that, the effective date and the square foot rental rate for the Expansion Space shall be the same as set forth to such offer If Tenant declines to exercise its right of first refusal and Landlord is then unable to consummate the lease contemplated by the offer from the third party, the Tenant's right of first refusal shall remain applicable to all subsequent bona fide offers 0 LO r•" THE PURPOSE OF THIS MEMORANDUM OF LEASE is to put all interested persons on notice of the right of first refusal granted to Tenant pursuant to the Lease, and it is in no way intended to modify the provisions of the Lease referenced above DATED as of the 2Lday of May, 2002 LANDLORD SHEPHERD INVESTING AY'David Potter Its President STATE OF WASHINGTON ) } ss COUNTY OF KING ) TENANT THE MONEYTREE, INC Q'tj� - r 0- By David E Bassford Its Executive Vice Presid nt On this day personally appeared before me David E. Bassford, to me known to be the Executive Vice President of The Moneytree, Inc, the corporation that executed the Within and foregoing instrument, and acknowledged said instrument to be the free and voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and on oath stated that she is authorized to execute said instrument and that the seal affixed is the corporate seat of said corporation GIVEN under my hand and official seal fhi day of May, 2002 hor rcrardmg in the State of WashiVon, L. ; i the Noumal Seal must he Cully legible [P i ecru and cannot intn►de into document margins N A Y BLIC in an for the late of ?lease alruc seal in the spay provided ngton, residing at ' 1 'mZ*1 % My appointment expires + +t PLSLIG i A. 2 STATE OF WASB NGTON ss COUNTY OF KING On this day personally appeared before me David Potter, to me known to be the President of Shepherd Investing, the entity that executed the within and foregoing instrument, and acknowledged said instrument to be the free and voluntary act and deed of said entity, for the uses and purposes therein mentioned, and on oath stated that he/she Is authorized to execute said instrument GIVEN under my hand and official seal this —)) day of May, 2002 For record ing m the State of Washington, / theNorartal Sal must be fully legible (PrVi( ame) rMA i 1 t and cannot mmide into document margins NOTARY PUBLI in and forth Sta f Plem affix seal in the space provided Washington, residing at to + L i < My appointment cxpires ° i t J3 ylctttl c.� r o OTAR N CJ Y m � in s� �j "UC i i CM Cam-. t�iopWASk* 2oo2 (6 195727; RIGHT OF FIRST REFUSAL 1107 S-W. GRMY WAY RENTON, WA98955 FIRST FLOOR -SOUTH SIDE t'V f 20040818001158.001 AFTER RECORDrNG RETURN TO Department of General Admuastratson Division of State Services, Real Estate P O Box 41015 Olympia, Washington 98504-1015 Lease No SRL 04-0019 SR 022-01-03 LEASE (Renton) GRF/ds Pagel of 9 February 3, 2004 I This LEASE is made and entered into between Sboherd investing whose address is PO Box R96& Egllevue. Washington 98015 for 1M heirs, executors, administrators, successors, and assigns, hereinafter called die Lessor, and the State of Washington, DQA=t31 Qf -CVjcMU=, acting through the Department of General Admitustratton, hereinafter called the Lessee WHEREAS, the Department of General Administration is granted authority to lease property under RCW 43 82 010, WHEREAS, the Lessor and Lessee deem it to be in the best public interest to enter into this Lease, NOW, THEREFORE, in consideration of the terms, conditions, covenants and performances contained herein, IT 1S MUTUALLY AGREED AS FOLLOWS LEASED PREMISES The Lessor hereby leases to the Lessee the following described premises ..• _. � J� gal aJ sae! , _• • i' a 1 a I , a:� • e_- .� l .1 ,'a ...I, � � a :. J a =. I i , a y_ IMP d I y , 6 _J • y:' 1 l' 1 I■ I! %1• ■ 1 .N \ a 20040818001158.002 Lease No SPL 04-0019 February 3, 2004 Page 2 of 9 to be used for the following purposes USE 3 The premises shall be used by the DMartniont of C2=9jWm and/or other state agencies for the following purpose(s) QM22 SIR TERM 4 TO HAVE AND TO HOLD the premises with their appurtenances for the term beginning April 1, 2M and ending March 31, 2009 RENTAL RATE S The Lessee shall pay rent to the Lessor for the promises at the following rate Four ThoW Slim Hundred ❑U11W and No Cents 1; — SM 00 p Payment shall be made at the end of each month upon submission of properly executed vouchers EXPENSES 6 During the corm of this Lease, Lessor shall pay all real estate taxes, all property assessments, lnsumce, storm water, i5r, sewor,ggrage collectLon. and maintenance and repair as described below, together with e e and irngation.waW. and itinitorservice Janitor scEylee includes exterior and intenor windovr wukne-reskoomgtlRplies and light bulb replaamM1,,48 set EQrlh in Exhibit "7" which is attached hereto and incoroorated by reference MAW MANCE AND REPAIR 7 The Lessor shall mat itaui the premises in good repair and tenantable condition during the continuance of this Dmc, except m case of damage arising from the negligence of the Lessee's clients, agents or employees For the purposes of maintaining and repairuig the premises, the Lessor reserves the right at reasonable tunes to enter and inspect the premi es and to make any necessary repairs to the building Lessor's maintenance and repair obligations under Paragraph 7 shall include, but not be limited to, the mechanical, electrical, mtenor lighting (including replacement of ballasts, starters and fluorescent tubes as required), plumbing, heating, ventilating and air-conditioning systems (including replacement of filters as recommended in equipment service manual), floor coverings, window coverings, elevat, inside and outside walls (mcludtng windows and entrance and exit doors), all structural portions of the building (including the roof and the watertight integrity of same), porches, stairways, sidewalks, exterior lighting, parlang lot (including snow removal, cleaning and restnpi ng as required), wheel bumpers, dminage, landscaping and continuous satisfaction of all governmental requtrements generally applicable to sinular office buildings in the area (example tire, building, energy codes, indoor air quality and requirements to provide architecturally barrier --free premises for persons with disabilities, etc ) ASSIGNMENT/SUBLEASE 8 The Lessee may assign this Lease or sublet the premises with the prior written consent of the Lessor, which consent shall not be utuewonitbly withheld Lessee shall not permit the use of the premises by anyone other than the Lessee, such assignee or sublessee, and the employees, agents and servants of the Lessee, assignee, or sublessee 2004-0818001168.003 Lease No SRL 04-0019 February 3, 2004 Page 3 of 9 RENEWALICANCELLATION 9 The Lease may, at the option of the Lessee, be renogotiatod for an additional five (J) years 91 it is Mvided. howevgr.ha d 4 Witten notice to the Lessors at least titticty ((901 days prior to the a jggllyg date gf Igg Llominanon._in which event rent shall be prorated to the date of =inet►rn PAYMENT 10 Any and all. payments provided for hcrcm when made to the Lessor by the Lessee shall release the Lcssco from any obligation therefor to any other parry or assignee COMPLIANCE WITH STATEtFEDERAL LAWS 11 Lessor is responsible for complying with all applicable provisions of the Americans With Disabilities Act of 1990 (42 U S C 12101- 12213) and the Washington State Law Against Discnminanon, Chapter 49 60 RCW, as well as the regulations adopted thereunder, with respect to the Leased Premises FIXTURES 12 The Lessee, upon the written authorization of the Department of General Administration, shall have the right durwg the ewteace of this Lease with the written permission of the Lessor (such permission shall not be unreasonably withheld), to make alterations, attach fixtures, and erect additions, structures or signs, in or upon the premises hereby leased Such alterations, fixtures, additions, structures and signs shall be authorized only by the Department of General Adnutustration Perfortatince of any of the rights authorized above shall be conducted in compliance with all appheable goverrmtental regulations, building codes, including obtaining any necessary permits Any fixtures, additions, or structures so placed in or upon or attached to the premises shall be and remain the property of the Lessee and may be removed therefrom by the Lessee upon the termination of this Lease Any damage caused by the removal of any of the above items shall be repaired by the Lessee ALTERATYONSIMIPROVEN MPITS 13 In the event the Lessee requires alterationshmprovoments during the terns of this Lease, any renewals and/or modif'icattons thereof, the Lessor shall have the right to provide such services If required by state law, the Lessor shall pay prevailing rate of wage to all workers, laborers or mechanics employed to perform such work.as well as comply with the rules and regulations of the Department of Labor & industries If the Lessee considers Lessor's proposed costs for alterations/ improvements excessive, Lessee shall have the right, but not the obligation, to request and receive at least two independent bids, and the Lessee shall have the right at its option to select one alternative contractor whore the Lessor shall allow to provide such services for the Lessee in comphance with the Lessor's bu►ldrmg standards and operation procedures PREVAILING WAGE 14 Lessor agrees to pay the prevailing rate of wage to all workers, laborers, or mechanics employed in the performance of any part of this Lease when required by state law to do so, and to comply with the provisions of Chapter 39 12 RCW, as amended, and the rules and regulations of the Department of Labor and Industries The rules and regulations of the Department of Labor and Industries and the schedule of prevailing T wage rates for the localtty or localities where this Lease will be performed as determined by the Industrial Statistician of the Department of Labor and Industries, are by reference made a part of this Lease as though fully set forth herein 20040818001168.004 Lease No SRL 04-0019 February 3, 2004 Page 4 of 9 DISASTER Is In the event the leased premises are destroyed or mjured by fire, earthquake or other casualty so as to render the premises unfit for occupancy, and the Lessor(s) neglects and/or refuses to restore said premises to their former condition, then the Lessee may terminate dus Lease and shall be rcimbumed for any unearned rent that has bocn paid In the event said premises are partially destroyed by any of the aforesaid means, the rent herein agreed to be paid shall be abated from the tune of occurrence of such destruction or injury until the premises are again restored to their former condition, and any rent paid by the Lessee during the period of abatan=t shall be creditod upon the next mstallmetit(s) of rent to be paid It is understood that the terms "abated" and "abatement" mean a pro rasa reduction of area unsuitable for occupancy due to casualty lass in relation to the total rented area NO GUARANTEES 16 It is understood that no guarantees, express or implied, representations, promises or statements have been made by the Lessee unless endorsed herein in writing And it is further understood brat this Lease shall not be valid and binding upon the State of Washington, unless same has been approved by the Director of the Department of General Administration of the State of Washington or his or her designee and approved as to form by the ice of the Attomcy (rental Any amendment or modification of this Lease must bein writing and signed by both parties ENERGY I7 The Lessor, or authorized repiwentattve, in accordance with RCW 43 19 685, has conducted a walk-through survey of the leased premises with a representative of the Director of the Department of General Administration Lessor wtU undertake technical assistance studies and/or subsequent acquisition and installation of energy conservation measures identified as cost effecuve by the survey REIMBURSEMENT FOR DAMAGE TO PRXNUSES 18 The Lessee hereby agrees to reimburse the Lessor for damages caused by the negligence of its employees, clients and agents, but in no event shall this paragraph be construed as du=ishing the Lessor's duty to make repairs as set forth in preceding paragraphs of this Lease, or as making Lessee responsible for the repair of normal wear and tear BAZARDOUS SUBSTANCES 19 Lessor warrants to his/her knowledge that no hazardous substance, toxic waste, or other toxic substance has been produced, disposed of, or is or has been kept on the premises hereby leased which if found on the property would subject the owner or user to any damages, penalty, or liability under an applicable local, state or federal law or regulation Lessor shall utdemmfy and hold harmless the Lessee with respect to any and all damages, costs, attorneys' fees, and penalties an" from the presence of any hazardous or toxic substances on the premises, except for such substances as may be placed on the premises by the Lessee CANCELLATION/SUPERSESSION 20 This L&ase r&ncala. supersedes. -or__r if aR ces SR&L 8212 dated, January 6,_1229, and all modifiolions thereto effects+-Aoni_i 2OD4 2004.0818001168,005 Lease No 9RL 04-0019 February 3, 2004 Page S of 9 ADDMONAL LEASE PROVISIONS 21 It ts agreed that the Lessor sha13. at Lespoes_ aoic cost and•"Mme, on or before June 1. 2004. Acogrdance wilb state and. =orated herein by referent& Al Exhebit'per'.,tbj foilowmg items ! f , 41+1l1 . ::1 . , !•A + ;M f' -1 ' - 751161 i.ql ;:. Y., s . Il + 1_ .�I 1 :, !_ ql: . _I_ 11ll 1P.I: l y1.. , 9; .1, mi� . �1! ! .+ I -7� 1 1�f���!e:•i .pql d + ►. l'H.1- 1-'1<Si4, i ,' 1 . 1 : 1 . 11 . I 1 ' . 1 . . 1 r : ! ( 1 . 1 • !!1 L! 1 1. 11.p T. MET, 1' . g Holm carpet thmuebout_snam _Lessee to be rMonstblj for 1115lY1t1E3ll tllgp one,cuter and data Schedule robe coordwatecl mth j928ee ♦Tw61 ♦,. •�.-. ll:•.• :1 T 11I• J: !�•� ! 11,.! IBIS :.I, .If ! ,.,. 11 : . 1 1 -. 1 . . i . 1. •11• . 1 . • , -fit . , ..�. 1 , 1 1 9+ i , 1 ,. 20040818001168.006 Lease No SRL 04-0019 February 3, 2004 Page 6 of 9 R-1-1-- r a !�■ � i a• �� 11�� r r1111�T r l �/, k' .N � I r a r �i 11 1 r �. � �.r :,/ 21 1 It is agreed that the Lessor shall, at Lessor's sole cost and expense, on or before August 1. 2004. conlete nnprovemcnts to front office area as =uggjajby Lessee WITHHOLDING OF RENT PAYMENTS 22 If the Leswr fails to maintain, repair and/or improve the premises as set forth herein, the Lessee may, if authorized by the Department of General Administration, withhold ten percent (10%) of rent payments until such time as Lessor completes deficient maintenance, repair and/or improvements Upon receipt of documentation of Lessor's noncompliance with maintenance, repair and/or miprovement provisions and a wntten request to withhold rent payments from the Lessee, the Department of General Administration shall provide Lessor with a list of deficient maintenance, repair and/or unprovement items and notify Lessor that Lessee has been authorized to withhold rent payment until deficient maintenance, repair and/or improvements have been completed Lessee shall place all withheld rant payments in an interest bearing account Withheld rent payments plus accrued iutawt w►il be remitted to Lessor after the Department of General Administration verifies that Lessor has satisfactorily completed all maintenance, repair and/or improvements and authorizes Lessee to remit the withheld rent Nothing in this provision shall limit other remedies which may be available to Lessee under this Lease 23 All building systems controls which are time or date sensitive shall operate correctly with dates in the 20" or 21' century, so that the functions, calottlations, and other computing processes of the systems controls perform in a consistent manner regardless of the date in time on which the systems controls are actually performed and regardless of the Date Data input to the systems controls, whether before, during or after the year 2000, and whether or not the Date Data is affected by leap years "Date Data" means any data, formula, algorrthrn, process, input or output which includes, calculates, or represents a date, a reference to a date, or a representation of a date, including, but not linuted to the following a) No value for current date will cause any interruption in operation Current date means today's date as known to the equipment or product b) Date -based functionality will behave consistently for dates prior to, during, and after year 2000 c) In all interfaces and data storage, the century in any date will be specified either explicitly or by unambiguous algorithms or a suitable interface rule CONDEMNATION 24 If all the premises or such portions of the Building as may be required for the reasonable use of the premises, are taken by eminent domain, this Lease shall automatically terminate as of the date Lessee is required to vacate the prom= and all rentals sha11 be paid to that date In case of a taking of a part of the premises, or a portion of the Building not required for the reasonable use of the premises, at Lessee's determination, then the Lease shall continue in full force and effect and the rental shall be egw1ably reduced based on the proportion by which the floor arcs of the premises is reduced, such rant redueuon to be effective as of the date possession of such portion is delivered to the condernrung authority Lessor reserves all rights to damages and awards in a connection therewith, except Lessee shall have the right to clattti from the condenining authority the value of its leasehold interest and any relocation benefits 20040818001158.007 Lease No SRL 04-0019 February 3, 2004 Page 7 of 9 BOLDING OVER 25 If Lessee remains in possession of the premnsea after the expiration or t rramatnoa of the Lease term , or any extension thereof, such possession by Lessee shall be deemed to be a month -to -month tenancy, terminable as provided by law During such month -to -month tenancy, Lessee shall pay all vent provided m dus Lease or such other rent as the parties mutually agree to writing and all provisions of this Lease shall apply to the month -to -month tenancy, except those pcTWmng to term and option to extend SUBORDINATION 26 So long as Lessor has fully performed under the terms of this Lease, Lessee agrees to execute, within ten (10) days of WritIctiL request by Lessor, the state's standard Tuiant Estoppel and Subordination Agreements which have been approved as to form by the Office of the Attorney General A $400 00 processing fee will be assessed for processing these documents CeUTIONS 27 The captions and paragraph headings hereof are inserted for convenience purposes only and shall not be deemed to limit or expand the meaning of any paragraph NOTICES 28 Wherever in this L&4se written notices are to be given or made, they will be sent by certified mail to the address listed below unless a different address shall be designated in writing and delivered to the other party LESSOR $heoherd Inveattng PO Box 52858 Bellevue, WA 98015 LESSEE Department of General Administration SRL 04-700$ Division of State Services, Real Estate 210 116 Avenue SW, Room 230 Post Office Box 41015 Olyi npta, Washington 98504-1015 20040818001158.008 Lease No SRL 04.0019 February 3, 2004 IN WI WESS WHEREOF, the parties hereto have hereunto subscribed their names Shepherd Investing By. Title Date (Lessor orporation, Partnership, or other officer with legal authority other than a natural person, give ntie) APPROVED AS TO FORM By Ca Asses t A oorrney General Date Y If STATE OF 33 Countyof ►�r+ & QV6 �3 W0. / I " Glona R Fletcher,przve&coordinator Division of Spate Services Date ft, L -7 '-� fb Lf STATE OF WASHINGTON Department of Corrections Page $ of 9 Acting through the Department of General Adpuni tration L le Services Manager Division of State Services Date on ttus Y`' day of ,�wt_ 20 Cb before me personalty appeared -� A and said person(s) acknowledged that ke ,_ signed this instrument, and on oath Braced that was sutironzed to execute the instrument and acknowledged It as _ the of the uses and in to be the free and voluntary act of such party rot In Witness Whereof I have hereunto set my hand and affixed my official seal the day and year first above written �111111f1/�� Notary Public m and for the State of Washutgton, Reatdmg at u NOTARY My oon mismon expnrs z pubttc ��ii�1$1WAV ��``� 20040818001168.009 Lease No SRL 04-0019 February 3, 2004 Page 9 of 9 STATE OF WASHINGTON ) ) as County of Thurston ) 1, the undersigned, a Notary Public, do hereby certify that on dus.p�( t-day of E` 20personally appeared before me MARK L LA ME, Real Estate Services M per, llty ion of State Services, Department of General Adrnmistratton, State of Washmgton, to me known to be the tadividual desenbed in and who executed the wtthtn instrument, and acknowledged that he signed and sealed the same as the free and voluntary act and deed of the Department, for the pttrposes and uses therein mentioned, and on oath stated that he was duly authorized to execute said document wntten In Witness Wkcmof I have hereunto set my hand and affixed my offictal seal the day and year first above ' Z ' s Notary Public to aMi for tjie State of Washington, # Y NNM-f, , 4. Reaidmg at f yr } �LltJ:.TJ My cotnmtsston expires 20070726000846.001 AFTER RECORDING RETURN TO: Department of General Administration Buildings, Grounds & Real -Estate Services PO Box 41015 Olympia, WA 98504-1015 Lease No. SRL 0"019 (Renton) GAW/ij Page 1 of April 19, 2007 LEASE AMENDMENT NO.1 This Lease Amendment No,1 modifies that certain Lease Number SRL 40. 0019 dated Febntary J. ZQD4, recorded under King County number 20040$18Q01E58, and is made and entered into between Earlingto LLQ. a Delaware limited liability camoany whose address, is 1215_Fourth Avenue,Suisr600- Seattle, Washington 98161, hereinafter called the Lessor, and the State of Washington, Dcpartmentaf_Gorreclions, acting through the Department of General Administration, hereinafter called the Lessee. Legal description of leased premises: Tax -Parcel Number-, 334040-7160 Common Street Address: I L07 South West Grady )Eay. Suite 101. Renton, King County. Washington Anprn,8emately 3,727 1301y1A usabic m- Ue fCel 2f 2ffl ee space in suite 1; QI at 1107 South West Grady Way- Reltnn, together wiLb code -ciparkinvanam in common in designated acce,%sible Ra spaces. legally describe" Lots l thru 56, Block 40, and Lots I thou 56, Block 41, C D. Hillman's E:arlington Gardens Addition to the City of ScQuIg,j1iyiiion No. 1. accartijng to the plat recordcd in Volume_17 of Plats, page 74, in King County Washington: TOGETHL& WITH thqsc V rtions of Southwest r Shret Lformcrly South 150* Place) and Thomas Avenue Southwest 83 AVggg 59gth I and alleys in said Bloicka 40 and 41 vacated by Q iry of Renton Od inance Nos. 2475 and 3 7,�. tihat would attach by operation of tam EXCIEPT that rti County a blic road by detAFilg No. 29190 E 292 And EXCEPT that vortion conveyed to the State of WashingWg for Drimarx State Hightyay & I bled recorded under Auditor's File No. 5443689. The purpose -of Isis Lease Amendment is as follows: 1) To change Lessor's name as referenced herein due to ownervhip change. 2) To delete paragraph Zj of the original Lease dated FebruaMj, 2444 in its entirety and replace with the following: C) 20070726000846.002 Luse No. SRL 04-0019 April 19, 2007 Page 2 of 3 NOTICES 28. Wherever in this Lease written notices are to be given or made, they will be sent by certified mail to the address listed below unless a different address shall be designated in writing and delivered to the other party. LESSOR: Bar]ington LLC 1215 Fourth Avenue, Suite 600 Seattle, Washington 99161 LESSEE:' Department of General Administration Buildings, Grounds and Real Estate Services 210 — 11 a, Avenue SW, Room 230 Post Office Box 41015 Olympia, Washington 98504-1015 All other terms, conditions, covenants, and amendments to this Lease, unless specifically altered, modified, or changed herein, remain in full force and effect. The effective date of this amendment is March 15, 2007. IN WITNESS WHEREOF, the parties hereto have hereunto subscribed their names, Earlington LLC STATE OF WASHMGTON Title, Cl~ i' Date: E S ° 7 Department of Corrections Acting through a Department of era[ finis is Robert Bippert, Senior Deputy Assistant Director Bindings, Oro and 1 Estate Services Date: �s RECOMME FOR APPROVAL: Guy Win man, Facilities Senior Planner Buildings, Grog ds a d Real Estate Services Date; 6�016 �— APPROVED AS TO FORM:: i U'f By: , , � `.'d P Assistant AttornEiy General Date: r ( , S Lea3C NO. bKL V9-VV 1 `J . npni r Y, Zw r c age ., vL I STATE OF JV s$. County of On is ay "of 24f��' before tnc personally a d and said person(s) acknowledged that sighed, this instrument, and on oath stated that was authorized pD exe ute the instrument and acknowledged it the rG•6c. �'1Lta.r of _ to be the free and voluntary act of such party for the uses and pure s mentioned in the instrument. In Witness Whereof l have hereunto set my hand and affixed my official seal the day and year first above 'Nss ON �' `4 9 v NpTq� ..Q otary Public ' fo e St f ashinglaa, ' r �. ring at A#y'QUB[.IC+. My commission expires W yt''� . 8, 79.08 .: ' •tom " . STATE OF WASHINGI'ON ) SS. County of Thurston i, the undersigned, a Notary Public, do by; certify rl, of n this day of 20 �7 pemonally appeared before me Senior Deputy Assistant Director, Buildings, Grounds and Real Estate Seryicas, Deparunemt of General Administration, State of Washington, to me known to be the individual described in and who eitecuted the within instrument, and acknowledged that he signed and scaled the same as the free and voluntary act and deed of the Dcpartmtnt, for the purposes and uaes therein mentioned, and on oath stated that he was duly authorized to execute said document In Witness Whereof 1 have hereunto set my hand„and atTizcd my official seal the day and year first above written. rrr Notary. Public in and krtbAtate of Washington, t�V Residing at ZV Y*-t gv., ` 1Y71 My commission expires„ .....►.� 20070315001747.001 Return Address: U.S. Bank National Amociedon Commerciol Real Estate Division PD-WA-TWE 1420 Fifth Avc 8" FkKw Seattle, WA 98101 200705 01 47 03% 3I10i4:f2 Bi. 38.08 KItili LINTY , WA AWN. Bonnie Menzies 3 G rrra*aNra rrr aararNrt**rf*•a#ar**rriN♦wrrrrt*arAa^Aa*ar atarria!*#r*rfar*r*rrlwr air••r*irararrr#aa• Document Thlo(s) (or transactions contained therein). 1. Subordination, Non-Disburbance, Estoppel and Attorament Agreement ;***A*rrair*aaralrr*a!r*Mara}#r;#f*f*a**rrrrr!*rwrarrrar;#w**aaa*Warr•r*wfYArrrrarra•r**rr**;rrrarrr Iteferoace Nura"s) of Documents assigned or released: (en page of doeumentation(s)) rrraraaaraararawrararaaaaarraraaaraaararr,raaaaaarr►rrrrara*arrrrrrrarrraar#rrararrrarrararaaarrra*raa Grantors) (Last name Brat, then first name and Initials) 1. Department of Carrectioos Acting through the Dapartmmt of Gsueral Administration 2. Unice Properties LLC member of ELrlamgteo LLC 3, Additional names on page of document #rraarra*rra raa a*aaa*i r*rrrrar*f*rrrrr rr***rrr*ar**•raa N;r*rrA*Aaaia#krr!*arrrrar*rr*rfrriaa rr+r Wrrt Grantees) (Last name first, then first name and Initials) 1. U.S. Bank National Assoclatiea 2. Additional nanses on page of document rr*aarararrraa#rasa**wrrirrrr*a*a*ra*rraaa*a#!rr►a;*rrrrarAa*raa**aNarrr#r*r*rar*r+*!r*rrrrArararrrr*a Legal Description (abbnevlatW: i.e. lot, block, plat or section, townslip, range) Additional legal Is oa page �_ of document rrrrr#k#*rir Arrrwaw*ra►rrrrw**r*a*agar*r**r;r*r*raaararrrala►arrrrrrwrrrrraarrr•aarr*+rrarrrrrrar+rr+• Assessor's Proporty Tax ParcellAccount Number 330404-7100 Additional Tax ParcellAccoust Numbers on page of document r*laaaia**rNrNtaaa#*i*#ai;#*RarararrarrfraaaNNi;alrr*rrrrr**wNr*a+r#*AN**rrr raaa*rr##r#R••wrlar• The Auditor/Recorder will rely on the Information provided on the form. The staff wIU not read the document to verif)+ the accuracy or eomplsten4" of the indexing information provided hercln. #*arawar*#►a*arra#}i*aarr a r*ai**ra as aaaaaHNa*r•;;arr;rr*iraaa ar***i;#rrrr*N*rar**#a**r rasa*rr roar*r MED FOR RECORD AT THE REQUEST OF 01", LandAmeTica 1"1 cmmerdal Services 20070315001747.002 SUBORDINATION, NON -DISTURBANCE AND ATTORNMENT AGREEMENT SRL 04-0019 City: Renton [dS Pard5 — Convnercial ILeal Estate ("Lender") whose address is 1420 FiBb Avenue," Floor, Seattle. Washington 9g1p1, has agreed to make a loan (the "Loan") to Unieol'roperties LLC ("Prospective Purchaser") to be secured by a Qeed of Trust on the property commonly known as 11Mouth West Grady Way, Suite 101. Renton. Washington ("the Property"), which property is more particularly described as follows: Tax Parcel Number: 334040-7100 Comm2l] Stuct-Adgress.'! 0 West Grady WfLy, Suitq 10 1. Renion.Ki W s3 it o ARPrpxjmat§ly 3.727 BOMA msable sauam feet of olCegaacr in suite 101 it 1 107 South Well Grady Way, Rcnton. WIshiWom together with code -dte puking snaccs sncommon. iMhijiing M2 (2) desig0,;rted-accessible narking 1p.Lecs.s• Lots 1 6 BlocE 40, andthru 56. alockAl.-CD, Hillman's Earfln=g GivAeUA Addition tolhe!Qi1y of Scai1t,Division No. 1. according to the Out records! in Volume 17 Qf Plals. page 74, inKines;ollnry, Wafijlillmn: TOGETHERWMJ thoag pqniQM of aouthwesi° m Place) o v u Sg.plbw4el: (formerly 83Avenue-$outhl and alloys in snid_Blp,,l3s 40 and 41 vacaled by Ci,ry of Renton Ordinance 1`14g. 2475 and 3373. that would AMCU,X 22MdOn-OfJAW, Countyd by dcgd re c A to ' File No 91 292314Q_and 2927725, And EXCE21 that portion convevod tq the SiM Qf Washington for ply State Highway_ o. 1 by deed _recorded hadCLAuditor's Fllts No. 5443689, lQegggment of Correagons, acting through the Department of General Administration ("Tenant") whose address is Pg1t Office 4 a 0 - 0 has a lease dated February 3. ,2004, (the "Lease") with Shoherd [ verl___sgag as Landlord on the above described Property. Now, therefore, Lender, Prospective Purchaser and Tenant agree as fol lows: I. Subordination. Tenant agrees that the Lease, and the rights of Tenant, in, to and under the Lease and the Property, are hereby subjected and subordinated, and shall remain in all respects and for all purposes subjected and subordinate, to the peed a f lMsl,, and to any modifications, amendments or extensions of the Dad g(Trust. 20070315001747.003 Lea-te SRL 04-0019 City: Renton Page 2of4 Tenant Not to be Disturbed, Lender agrees that, so long as Tenant is not in default under the Lease or any renewals,' extensions, modifications, or amendments, thereof, (a) Tenant's rights under the Lease and possession of the leased premises shall not be diminished or interfered with by Lender, and Tenant's occupancy of the leased premises shall not be, disturbed by Lender during the terns of the Lease, and (b) Lender will not join Tenant as a party defendant in any action or proceeding foreclosing the Deed of Trust unless its joinder is necessary to foreclose the Decd of Trust and then for only such purpose and not for the purpose of terminating the Lease. 3. Tenant to Attorn to Lender. If Lender becomes the owner of the premises by reason of foreclosure or other proceedings brought to enforce the Prd of Trust, the Lease shall continue in frill force and effect as if Leader were the original Landlord, provided that Tenant is not obligated to pay rent to Lender until Tenant has received a written notice from the Lender that it has succeeded to the interest of the Landlord in the Lease. Lender shall not be bound by any prepayment of rent which Tenant might have paid. 4. Third Party Owner. If someone acquires the Property through 1�e QfTn whether at a foreclosure sale or otherwise, that person shall have the same rights and obligations to continue the Lease with the Tenant as Lcnder would have under the preceding paragraphs 2 and 3_ S. Default. In the event of a default in the performance or observance of any of the terms, conditions or agreements in the Lease, Tenant shall give written notice thereof to Lender and the Lender shall have the right, but not the obligation, to cure such default within ten (10) days of receipt of notice from Tenant. Tenant shall not take any action to terminate or rescind the Lease, for a period often (10) days after receipt of such written notice. 6. Successors and Assigns. This agreement shall be binding upon and shall be to the benefit of the parties and their heirs, administrators, representatives, successors, and assigns. 7. Captions. The captions in this agreetnent are for convenience only and are not to be construed as limiting the scope or intent of the provisions contained herein. 8. This agreement is not valid unless, and until, Unico Properties LLC acquires the property. LENDER: PROS>P]E;CTWE PURCHASER: US Batik — Cornrnercial Real Estate Unico Pr 'es LLC y BBy: C(� ' Tide Title: Date:. 3 /r ogr Date: _ 165107 TENANT APPROVED AS TO FORM Dcpartwant of Corrections Acting h e ens eneral Ad ' ' alion By: APPROVAL ON F92 Assistant Attorney General Ro 13rp fit, Senia uty Assistant D' 4!(7 Dated: �February ] 3.200t Buildings, Grounds & Real Estate Services 20070315001747.004 Lease SRL M-0019 City. Renton Page 3 of 4 STATE OF w =,Ihy sir. County of On this 1. S`� day Y n 80 52& , A.D., 20 bef me personally appeared _ 4te to me known to be the C 4 IA faf2 s,Q I of the corporation that executed the within and foregoing instrument and acknowledged the said hismuneut to be the free Mary act and deed of said corporation, for do uses and purposes therein nx=iomd, and on oath stated that was authorized to execute said instrument and that the seal affixt�eraO is the corporate seal of said corporation. / In Witness Whereof I have hereunto set my had and affixed mi4f iicip seal thg4ay and year first above written. �t+y�P tot Y �sHrNQ•�o� . STATE OF Notaryrc in a f r the State of Washington, at U ugc�--03 4 My commission expires s a i )sir. County of ' On this day of 20� before the personally app ed and said person(s) acknowledged that signed this instttanen and an astir stated that was authorized to execute the instrument and acknowledged the � it as . L.t u, Y0AZA.r ",4 of UNICO PROPERTIES LLC to be the free and voluntary act of such party for the uses and purposes mentioned in the msumntrsi. In Witness Whereof I bay_r,-h lmtkset my hand and afiitred my official seal the day and year Brat above written. ! .� SCWE4`N4, iak�Ad'A 4 t ;row%%OTA,gy Gs r r *N pUBUrl 02 ¢��`• 0 A tt%t OP WASITN 41 nary Public ' f State o }�asltiugton, siding at !� (commission expires m . 1CA V 5C ff Err A FR G-- 20070316001739.001 After Recording Mail To: U.S. Bank National Association Comr=cial Real Estate Division, PD-WA-T8RE 1420 Fifth Avenue, 8's Floor Seattle, WA 98101 Attention: Bonnie Menzies DEED OF TRUST, ASSIGNMENT OF RENTS AND LEASES AND SECURITY AGREEMENT (Security for Construction Loan) 3 (FUture Filing) 3 Coversheet Recording Information: GRANTOR EARLINGTON LLC GRANTEE U.S, BANK NATIONAL ASSOCIATION, a national (Beneficiary): banking association GRANTEE U.S. BANK TRUST COMPANY, NATIONAL (Trustee): ASSOCIATION LEGAL PTN OF BLOCKS 40 AND 41, OF MLLMAN'S DESCRIPTION: EARLINGTON GARDENS #l; TOW PTN OP SW 1/4 OF NE 114 OF SEC 24, TWN 23 N, RNG 4E The complete legal description is on Exhibit A. ASSESSOR'S PROPERTY TAX PARCEL ACCOUNT NUMBERS: 334040-7100 and 242304-9124 FILED FOR RECORD AT THE REQUEST OF V LandAmerica F CDMmmiai Services /09Yynr7 DEED OF TRUST 12187-23044.ECLAL139262373 3113107 20070316001739.002 TABLE OF CONTENTS l. TITLE AND USE................................................................................................4 1.1 Warranty of Title...................................................................................... 4 1.2 NonAgricultural Use; Commercial Loan ................................................... 5 2. GRANTOR'S COVENANTS.............................................................................. 5 2.1 Payment and Performance of Secured Obligations ..................................... 5 2.2 Payment of Taxes, Utilities, Liens and Charges ......................................... 5 (a) Taxes and Assessments................................................................. 5 (b) Utilities.........................................................................................6 (c) Labor and Materials...................................................................... 6 (d) Liens and Charges.........................................................................6 (e) Taxes, Assessments and Other Charges Imposed on Beneficiary.................................................................................... 5 2.3 Insurance.................................................................................................. 7 (a) Coverages Required......................................................................7 (b) Policies......................................................................................... 7 (c) Payment; Renewals....................................................................... 8 (d) Application of Insurance Proceeds ................................................. 8 (e) Application of Insurance Proceeds to Restoration .......................... 9 (0 Transfer of Title............................................................................9 2.4 Preservation and Maintenance of Property; Right of Entry ......................10 (a) Preservation and Maintenance.....................................................10 (b) Alterations................................................................I.................10 (c) Right of Entry .............................................................................10 2.5 Parking..................................................................................................10 DEEDOF TRUST PAGE i 12167-2304/LEGAL 12026237. S V13/07 20070316001739.003 2.6 Use of Property................................................................I....................11 2.7 Condernnation........................................................................................11 (a) Proceedings................................................................................. ] 1 (b) Application of Conderrmation Proceeds.......................................12 2.8 Protection of Beneficiary's Security........................................................12 2.9 Reimbursement of Beneficiary's and Trustee's Expenses .........................12 2.10 Books and Records on Property,...............................,.............................12 3. RESERVES.......................................................................................................13 3.1 Deposits...............................................................................................13 3.2 Application of Deposits..........................................................................13 3.3 Adjustments to Deposits.........................................................................13 3.4 Conditional Waiver...................................................,.............................14 4. RESTRICTIONS ON TRANSFER OR ENCUMBRANCE...............................14 (a) Restrictions.................................................................................14 (b) Permitted Transfers ............................ .........................................14 5, UNIFORM COMMERCIAL CODE SECURITY AGREEMENT......................15 5.1 Grant to Beneficiary ................................................................................15 5.2 Beneficiary's Rights and Remedies ....................................... 6. ASSIGNMENT OF RENTS AND LEASES......................................................16 6. t Assignment of Rents and Leases............................................................. 16 6.2 Collection of Rents.................................................................................16 6.3 Grantor's Representations and Warranties..............................................17 6.4 Leases of the Property ............................................................................17 6.5 Beneficiary in Possession; Appointment of Receiver................................18 6.6 Application of Rents...............................................................................18 6.7 Deficiencies......................................................... ..................................19 6.8 Beneficiary Not Mortgagee in Possession................................................19 6.9 Enforcement...........................................................................................19 7. LOAN AGREEMENT.......................................................................................19 7.1 Advances................................................................................................19 7.2. Assignment of Claims.............................................................................19 7.3. Default Under the Loan Agreement........................................................20 8. EVENTS OF DEFAULT...................................................................................20 DELI OF TRUST P'AGEii 1 X V-23044ZOAL12926237.5 31113107 20070315001739.004 %O B.l Events of DefaUt.--------'..~—.--.--,,.—.—____1~.__ 8.3 JommnfNotice ....................................................................................... 2v g. REMEDIES .............................. ......................... .^~.^...................................... zu 9.1 Acceleration Upon Default; Additional Reneclies............................. ...... %0 9.2 Exercise of Power ¢fSale. ........ ... --..................... ^............................ 2l 9.3 Application of Sale Proceeds ......................................................... 21 9.4 Waiver of Order mfSale and --.^^.------------.Z% 9.5 No7woivner of Defaults .......................................... ....... ........................ Z3 9.8 Expenses During Redemption Period ...................................................... Z3 9.7 Foreclosure Subject toTenancies ................................ ........................... 23 9.8 Bbezoslies Cumulative ............................... .............................................. 23 9.9 Beneficiary's and Trustee's Expenses ...................................................... 23 10.} NoOffset ................... ---~............................................................ 23 10.3 Application of Payments ................................................. ........................ %3 10.3 Appraisal Costs ...................................................... ............................. —24 10`4 Imposition of Tax ................................................................................... 24 10.5 --.------------..------------..24 10.6 Successor Trnxtee............. ................................................................. ..24 10JPowers ........ ............................ ........................................ 25 10.0 Subdivision ..................................................... ......... ........................... 25 10.9 Subrogation ----.............................................................................. 10.18 Lior�itatiunuuInterest and -----------.-------'25 10.11 Additional Documents; Power of ---------------26 10`13 Waiver ofStatute of Limitations ....... ....... ........................................ .Z8 10.13 Forbwarmmo-e by Beneficiary Not aWaiver .......... .......................... �.......26 10\14 Entire Modifications and \mlaivers—.................................. —38 10.15 NotiucJ7 10i16 Governing Law; 8 .—^—.—..----.-------.-Z7 10i17Definitions ............... .............................................................................. 27 10.19 Successors and Agents .............................................................. I7 10i19Number, Gender .......................................... .......................................... 27 10.20 Time .......... .................................................................... ----..... 2Q )0]1 Request fbr Notice ............................................................. ..................... 2D 10.22 Assignment ofLoan Documents ............................................................. 2W 10.23 Estoppel Certificate ................................................................................ 2R oa000pruomT pAGEa 20070315001739.005 DEED OF TRUST, ASSIGNMENT OF RENTS AND LEASES AND SECURITY AGREEMENT (Security for Construction Loan) (FYxtare Filing) TM DEED OF TRUST, ASSIGNMENT OF RENTS AND LEASES, AND SECURITY AGREEMENT ("Deed of Trust") is made as of the 15'h day of March, 2007, by Grantor, EARLINGTON LLC, a Delaware limited liability company, ("Grantor") whose mailing address is1215 Fourth Avenue, Suite 600, Seattle, Washington 98161. The Trustee is U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, whose mailing address is 1420 Fifth Avenue, 8* Floor, P.O. Box 720, PD-WA-T8RE, Seattle, Washington 98111- 0720. The Beneficiary is U.S. BANK NATIONAL ASSOCIATION, a national banking association ("Beneficiary"), whose mailing address is 1420 Fifth Avenue, 9d' Floor, P.O. Box 720, PD-WA-TSRE, Seattle, Washington 98111-0720. For purposes of Article 9 of the Uniform Commercial Code (RCW 62A.9A), this Deed of Trust constitutes a Security Agreement with Grantor being the Debtor and Beneficiary being the Secured Party. This Deed of Trust also constitutes a Financing Statement filed as a fixture filing pursuant to Article 9 of the Uniform Commercial Code, RCW 62A.9A-502(c). In consideration of the loan ('loan") evidenced by the Note described below, Grantor hereby, irrevocably GRANTS, TRANSFERS, CONVEYS and ASSIGNS to Trustee, IN TRUST, WITH POWER OF SALE, all of Grantor's present and future estate, right, title, claim and interest, either in law or in equity, in and to the following property ("Property'): (a) The real property described on Exhibit A, all rights to the alleys, streets and roads adjoining or abutting the real property, all easements, access, air and development tights, minerals and oil, gas and other hydrocarbon substances, water, water rights and water stock, and all other rights, hereditaments, privileges and appurtenances now or hereafter belonging or in any way appertaining to such real property ("Land"). (b) All buildings, improvements and tenements now or hereafter located on the Land ("Improvements"), including, without limitation, all fixtures, articles and accessions of property attached to, or used or adapted for use'in the ownership, development, operation or maintenance of the Land and Improvements (whether such items are leased, owned or subject to any title -retaining or security instrument); all heating, cooling, air-conditioning, ventflating, refrigerating, plumbing, generating, power, lighting, laundry, maintenance, incinerating, lifting, cleaning, fire prevention and extinguishing, security and access control, cooking, gas, electric and communication fixtures, equipment and apparatus; all engines, motors, conduits, pipes, DEED OF 1R[ W PAGE I 12187-23041LEGALIM6237.5 3/13.W 20070316001739.006 pumps, tanks, ducts, compressors, boilers, water heaters and furnaces; all ranges, stoves, disposals, refrigerators and other appliances; all escalators and elevators, baths, sinks, all cabinets, partitions, mantels, built-in mirrors, window shades, blinds, screens, awnings, storm doors, windows and sash; all carpeting, underpadding, floor covering, paneling, and draperies; all furnishings of public spaces, halls and lobbies; and all shrubbery and plants. All such items shall be deemed part of the Land and not severable wholly or in part without material injury to the freehold. (c) All of the present and future rents, revenues, issues, accounts, general intangibles, profits and income of the Land and Improvem nts, all rights to receive rental assistance payments and rent subsidies with respect to the occupancy or use of all or any part of the Land and Improvements, and all present and future leases and other agreements for the occupancy or use of all or any part of the Land and Improvements, including, without limitation, all cash or security deposits, advance rentals and deposits or payments of similar nature, and all guarantees of tenants' or occupants' performance under such leases and agreements. (d) All of Grantor's assets, including, without limitation, tangible and intangible personal property now or hereafter used or acquired in connection with or in any way arising out of or related to the ownership, development, operation or maintenance of the Land and Improvements, including, without limitation, all furniture, furnishings, equipment, supplies, inventory and other goods, wherever located, whether in the possession of Grantor, warehousemen, bailee or any other person; all site plans, plats, architectural plans, specifications, work drawings, s veys engineering reports, test borings, market surveys, and other similar work products; all perrnits, licenses, franchises and trade names, all contract rights (including, without limitation, all architectural, construction, engineering, consulting and management contracts, all insurance policies, and all performance, payment, completion and other surety bonds); and all claims, causes of action, warranties, accounts receivable, escrow accounts, insurance policies, deposits (including talc, insurance and other reserves), instruments, documents of title, general intangibles and business records. (e) All present and future monetary deposits given to any public or private utility with respect to utility services finnished to the Land or the Improvements. (f) All proceeds (including claims and demands therefor) of the conversion, voluntary or involuntary, of any of the foregoing into cash or liquidated claims, including, without limitation, all insurance proceeds and condemnation awards. (g) All proceeds of the foregoing. TO SECURE THE FOLLOWING ("Secured Obligations"): DEW OF TRUST PAGE 2 12187.2304&WALL2924237.5 31L3A7 20070316001739.007 (1) Payment of the sum of $14,000,000, with interest thereon, according to the terms and provisions of a promissory note ("Note") of even date, made by Grantor and payable to Beneficiary. (2) Payment of all other sums which are or may become owing from Grantor under the Loan Documents (as hereinafter defined). (3) Performance of all other obligations of Grantor under the Loan Documents. (4) Payment and performance of all obligations of Grantor under this Deed of Trust, together with all advances, payments or other expenditures made by Beneficiary or Trustee for the payment or performance of any such obligations of Grantor. (5) Payment and performance of all obligations, if any, and the contracts under which they arise, which any rider attached to and recorded with this Deed of Trust recites are secured hereby. (6) Payment and performance of all future advances and other obligations that the then record owner of the Property may agree to pay and/or perform (whether as principal, surety or guarantor) for the benefit of Beneficiary, when any such advance or other obligation is evidenced by a writing which recites that it is secured by this Deed of Trust. (7) All modifications, extensions and renewals of any of the Secured Obligations (including without limitation, (a) modifications, extensions or renewals at a different rate of interest, or (b) deferrals or accelerations of the required principal payment dates or interest payment dates or both, in whole or in pan), however evidenced, whether or not any such modification, extension or renewal is evidenced by a new or additional promissory note or notes. (8) All indebtedness, obligations, covenants and agreements of Grantor under any agreement between Grantor and Beneficiary, whether or not in writing, relating to (i) any transaction that is a rate swap, basis swap, forward rate transaction, commodity swap, commodity option, equity or equity index swap or option, bond, note or bill option, interest rate option, cap, collar or floor transaction, swap option, or any other, similar transaction (including any option to enter into any of the foregoing) or any combination of the foregoing, and unless the context otherwise clearly requires, any master agreement relating to or governing any or all of the foregoing, (ii) funds transfers, whether by Fedwire, Automated Clearing House or other means, and (A) granting provisional credit for deposits or paying checks, drafts or other instruments. DEED OF TRUST PAGE 3 12187.23D41LEOALIM6237.5 31M? 200T0315001 T39.008 The term "obligations" is used herein in its most comprehensive sense and includes any and all advances, debts, obligations and liabilities heretofore, now or hereafter made, incurred or created, whether voluntary or involuntary and however arising, whether due or not due, absolute or contingent, liquidated or unliquidated, determined or undetermined, joint or several, including without limitation, all principal, interest, charges, including prepayment charges and late charges, and loan fees at any time accruing or assessed on any Secured Obligation. As used herein, the term "Loan Documents" means the Note, this Deed of Trust, the Loan Agreement ("Loan Agrcernent'l between Beneficiary and Grantor of even date herewith and all related documents and instruments (except the "Indemnity Agreement" dated the same as this Deed of Trust and executed by Grantor in favor of Beneficiary and any obligations udder Guaranties (as such term is defined in the Loan Agreement), to the extent that such other obligations relate specifically to the presence on the Property of Hazardous Materials and are the same or have the same effect as any of the obligations evidenced by or arising under the lndetntirty Agreement), and any and all modifications, extensions, renewals and replacements thereof. The Secured Obligations may be indexed, amended, modified, adjusted, renewed or renegotiated Grantor's obligations under the Indemnity Agreement are not secured by this Deed of Trust. Except as provided in the preceding sentence, all terra of the Secured Obligations are incorporated herein by this reference. All persons who may have or acquire an interest in the Property are hereby deemed to have notice of the terms of the Secured Obligations and that this Deed of Trust secures future advances, and to have notice, if provided therein, that. (a) the Note or any other Secured Obligation may permit borrowing, repayment and reborrowing and (b) the. rate of interest on one or more of the Secured Obligations may vary from time to time. Funds may be advanced by Beneficiary, repaid by Grantor and subsequently readvanced by Beneficiary. Absent default under the terms of the Secured Obligations, all advances thereunder by Beneficiary are obligatory and arc secured by this Deed of Trust. All such obligatory advances shall have the same priority as the funds initially advanced under any such Secured'ObEgation. GRANTOR HEREBY REPRESENTS, WARRANTS, COVENANTS AND AGREES AS FOLLOWS; 1. TITLE AND USE 1.1 Warranty of Title Grantor warrants, represents, covenants and agrees as follows: (a) Grantor holds marketable fee simple title to the Property with the full right and power to grant, convey and assign the Property; (b) the Property is free from liens, encumbrances, exceptions and other charges of any kind whatsoever, except for the Permitted Exceptions (as such term is defined in the Loan Agreement); (c) no other lien or encumbrance, whether superior or inferior to this DEED OF TRUST PAGE 4 17.187.2304ILMAL 12426237.5 3A VD7 20070315001739.009 Deed of Trust, shall be created or suf Bred to be created by Grantor without the prior written consent of Beneficiary, (d) no default on the part of Grantor or any other person exists under any of the Permitted Exceptions and all of the Permitted Exceptions are in full force and effect and in good standing, without modification; (e) corTicte and current copies of the Permitted Exceptions have been famished to Beneficiary, and none of them have been or wall be modified by Grantor without Beneficiary's prior written consent; (f) Grantor shaU fully comply with all the terms of the Permitted Exceptions and shall deliver to Beneficiary a copy of all notices delivered in connection with the Permitted Exceptions; (g) Beneficiary has the right to contact the other parties to the Permitted Exceptions to confirm the status thereof, and Grantor shall, from time to time, at the request of Beneficiary, request of such parties a certificate coniurzring such information regarding the Permitted Exceptions as Beneficiary may request•, and (h) Grantor shall forever warrant and defend the Property unto Beneficiary against all claims and demands of any other person whatsoever, subject only to nondelinguent taxes and assessments and the Permitted Exceptions. 1.2 NonAgricultural Use; Commercial Loan Grantor represents and warrants to Beneficiary that (a) the Property is not used principally for agricultural purposes and (b) the Loan secured by this Deed of Trust was not made prfimrily for personal, family or household purposes. 2. GRANTOR'S COVENANTS .2.1 Payment and Performance of Secured Obligations Grantor shall pay when due all sums which are now or which may become owing under the Note, and shall pay and perform all other Secured Obligations in accordance with their terms. 2.2 Payment of Taxes, Utilities, Liens and Charges (a) Taxes and Assessments Except as the same may otherwise be paid under Section 3, Grantor shall pay when due directly to the payee thereof all taxes and assessments (including, without limitation, nongovernmental levies or assessments such as maintenance charges, owner association dues or charges, or fees, levies or charges resulting horn covenants, conditions or restrictions) levied, assessed or charged against or with respect to the Property or this Deed of Trust. Upon request, Grantor shall promptly famish to Beneficiary all notices of amounts due under this subparagraph and all receipts evidencing such payments. DEW OF TRUST PAGE S 12187.2304/LEa3AL12926237.3 3I13M7 20070315001739.010 (b) Utilities Grantor shall pay when due all utility charges and assessments for services furnished to the Property. (c) Labor and Materials Grantor shall pay when due the claims of all persons supplying labor or materials to or in connection with the Property, provided that Grantor shall have the right to contest the amount or validity in whole or in part of any such claim by appropriate proceedings conducted in good faith and with due diligence, in which event Grantor, upon prior written notice to Beneficiary, may postpone or defer payment of such claim so long as (i) such proceedings shall operate to prevent the collection of the claim; (ii) neither the Property nor any part thereof will, by reason of such postponement or deferment, be in danger of being forfeited or lost; and (iii) Grantor, before the date such claim becomes delinquent, gives such reasonable security as may be requested by Beneficiary to ensure payment thereof and prevent any forfeiture or loss of the Property or any part thereof (d) Liens and Charges Grantor shall promptly discharge any lien, encumbrance or other charge, whether superior or inferior to this Deed of Trust, which may be claimed against the Property, provided that Grantor shall have the right to contest the amount or validity in whole or in part of any lien, encumbrance or other charge against the Property by appropriate proceedings conducted in good faith and with due diligence, in which event Grantor, upon prior written notice to Beneficiary, may postpone or defer payment of such lien, encumbrance or other charge so long as (1) such proceedings shall operate to prevent the collection of the lien, encumbrance or other charge; (ii) neither the Property not any part thereof will, by reason of such postponement or deferment, be in danger of being forfeited or lost; and (iii) Grantor, before the date such lien, encumbrance or other charge becomes delinquent, gives such reasonable security as may be requested by Beneficiary to ensure payment thereof and prevent any forfeiture or loss of the Property or any part thereof (e) Taxes, Assessments and Other Charges Imposed on Beneficiary If, at any time after the date of this Deed of Trust, any law is enacted or changed (including any interpretation thereof] which subjects Beneficiary to any increase in any tax (except federal income taxes), assessment or other charge, in any form measured by or based on any portion of the indebtedness secured by this Deed of Trust, Grantor shall pay such increased amount to Beneficiary on demand, provided that if any such payment would be unlawful, Beneficiary may declare all accrued interest and the entire principal balance of the Note immediately due and payable. DEED OF TRUST PAGE 6 121 S7.33Q.41LEGAL12926237.5 3113107 20070315001739.011 2.3 Insurance (a) Coverages Required Grantor shall keep the following insurance coverages in effect with respect to the Property. (1) Insurance against loss by fire, terrorism, earthquake and the hazards now or hereafter embraced by the standard "special cause of loss" form of insurance, in an amount equal at all times to the full insurable value of the Improvements. Notwithstanding the foregoing, terrorism and earthquake insurance shall be obtained at commercially reasonable levels so long as the prezniurns for such insurance are commercially reasonable as deternined by Grantor. All such insurance coverage shall contain a "replacement cost coverage" without reduction for depreciation, and shall also contain loss of rents and/or business inten-uption insurance coverage, a fluctuating value endorsement with a waiver of the co-insurance clause (or an agreed amount endorsement with an inflation guard endorsement), amid shall contain such other endorsements as Beneficiary may reasonably request. All such endorsements shall be in form and substance satisfactory to Beneficiary. (2) Commercial general liability insurance against claims fdr bodily injury, death or property damage occurring on, in or about the Property in an amount of not less than S10,000,000 and on terms acceptable to Beneficiary. (3) Flood insurance in an amount satisfactory to Beneficiary and on terms satisfactory to Beneficiary if the Land is located in a designated flood hazard area. (4) Rental and/or business interruption insurance for a period of not less than twelve months in amounts and otherwise on terms satisfactory to Beneficiary. (5) Insurance against such similar or other hazards, casualties, liabilities and contingencies, in such forms and amounts, as Beneficiary may from tirne to time reasonably require. (b) Policies Each insurance policy shall be with a company and in a form acceptable to Beneficiary. Each hazard insurance policy shall include a Form 438BFU or equivalent mortgagee endorsement in favor of Beneficiary. Each liability insurance policy shall name Beneficiary as an additional insured Alt required policies will provide for at least tern days' written notice to Beneficiary prior to the effective date of any cancellation or material amendment, which term shalt include any reduction in the scope or limits of coverage. Grantor shall furnish to Beneficiary a certificate of insurance setting forth the coverage, the limits of liability, the carrier, the policy number and the expiration date. As security for the Secured Obligations, DEED OF TRUST PAGE 7 12187-2304UGAL12926237.5 3/13/a7 20070316001739.012 Grantor hereby assigns to Beneficiary all required insurance policies, together with all proceeds thereof, rights thereto and all unearned premiums returnable upon cancellation. (e) Fayment; Renewab Grantor shall promptly furnish to Beneficiary all renewal notices relating to insurance policies. Except as the same may otherwise be paid under Section 3, Grantor shall pay all premiums on insurance policies directly to the carrier. Prior to the expiration date of each such policy, Grantor shall furnish to Beneficiary an updated certificate of insurance setting forth the coverage, the limits of liability, the carrier, the policy number and the expiration date. (d) Appllcatlou of Insurance Proceeds In the event of any material loss, Grantor shall give prompt written notice thereof to the insurance carrier and Beneficiary. Grantor hereby authorizes Beneficiary as Grantor's attorney -in -fact to make proof of loss, to adjust and compromise any claim, to commence, appear in and prosecute, in Beneficiary's or Grantor's name, any action relating to any claim, and to collect and receive insurance proceeds; provided, however, that Beneficiary shall have no obligation to do so. Beneficiary shall apply any insurance proceeds received by it hereunder first to the payment of the costs and expenses incurred in the collection of the proceeds and then, in its absolute discretion and without regard to the adequacy of its security, to: (1) The payment of the Secured Obligations, whether then due and payable or not. Any such application of proceeds to principal on the Note shall be without the imposition of any prepayment fee otherwise payable under the Note, but shall not extend or postpone the due dates of the iastaUment payments under the Note, or change the amounts thereof, or (2) The reimbursement of Grantor, under Beneficiary's prescribed disbursement control procedures, for the cost of restoration or repair of the Property. Beneficiary may, at its option, condition the reimbursement on Beneficiary's approval of the plans and specifications of the reconstruction, contractor's cost estimates, architect's certificates, waivers of liens, sworn statements of mechanics and materiah=, and such other evidence of costs, percentage completion of construction, application of payments and satisfaction of liens as Beneficiary clay reasonably require. Nothing herein contained shall be deemed to excuse Grantor from restoring, repairing or maintaining the Property as provided in Section 2.4, regardless of whether or not there are insurance proceeds available or whether any such proceeds are sufficient in amount. DEED OF TRUST PACE 8 12187 23W/UMA1.12924237.3 3113/07 20070316001739.013 (e) Application of Insurance Proceeds to Restoration Notwithstanding the provisions of Section 2.3(d), Grantor, rather than Beneficiary, shall have the right to direct the application of insurance proceeds to payment of the Secured Obligations or to repair or restoration of the Property upon satisfaction of the following conditions: (1) There is then no Event of Default nor any event or condition which would be an Event of Default if not cured within the time allowed under the Loan Documents. (2) If the proceeds are to be applied to repair or restoration then in addition to the matters required under Section 2.3(d)(2), Beneficiary shall have approved each of the following with respect to the repair or restoration: (i) the construction contract, and if required by Beneficiary, payment and performance bonds with dual obligee rider, (ii) evidence that the insurance proceeds are adequate to substantially restore the Property to its condition immediately prior to the casualty, and if insufficient, the deficiency shall be deposited with Beneficiary for disbursement prior to disbursement of insurance proceeds; (iii) evidence that Grantor has funds or insurance proceeds are sufficient to pay operating expenses, taxes, debt service and other carrying costs of the Property through the period of repair or restoration; (iv) evidence that upon such repair or restoration the Property will be in compliance with all applicable laws, ordinances and regulations; (v) evidence that such repair or restoration of the Property will be completed at least 30 days before the current maturity date under the Note, and (vi) evidence that upon the completion of any such repair or restoration the Property will produce sufficient income and be of sufficient value to be adequate security for the Secured Obligations. {3) Each disbursement shall be made in accordance with and subject to the provisions of the Loan Agreement. (4) Grantor shall execute and deliver to Beneficiary such additional security documents and instruments as Beneficiary deems necessary to continue and to perfect Beneficiary's security interest in the Property. (f) Transfer of Title If the Property is sold pursuant to Section 4 or if Beneficiary otherwise acquires title to the Property, Beneficiary shall have all of the right, title and interest of Grantor in and to any insurance policies and unearned premiums thereon and in and to the proceeds resulting from any damage to the Property prior to such sale or acquisition. DEED OF TRUST PAO& 9 12187-23041LE3AL 12926237.5 31f 3lk7 20070315001739.014 2.4 Preservation and Maintenance of Property; Right of Entry (a) Preservation and Maintenance Grantor represents and warrants that the Improvements are free from damage caused by fire or other casualty. Grantor shall (i) not Commit or suffer any waste or permit any inVainnent or deterioration of the Property, (H) not abandon the Property, (iii) restore or repair promptly and in a good and workrnanlike manner all or any part of the Property to the equivalent of its original condition, or such other condition as Beneficiary may approve in w6ting, in the event of any damage, injury or loss thereto, whether or not insurance proceeds arc available to cover in whole or in part the costs of such restoration or repair, (iv) keep the Property, including, fixtures, equipment, machinery and appliances thereon, in good condition and repair and shall replace fixtures, equipment, machinery and appliances of the Property when necessary to keep such items in good condition and repair, and (v) generally operate and maintain the Property in a commercially reasonable manner. (b) Alterations. None of the Improvements shall be structurally altered, removed or demolished, in whole or in part, without Beneficiary's prior written consent. Beneficiary shall not unreasonably withhold or delay its consent to minor structural alterations if Grantor furnishes plans and assurances that the work will be completed in goad workmanlike quality and Beneficiary determines in its reasonable business judgment that the value of the Property will not be materially and adversely affected. Grantor shall not remove any fixture or chattel covered by this Deed of Trust and adapted to the use and enjoyment of the Property at any time without Beneficiary's prior written consent unless actually replaced by an article of equal suitability which is owned by Grantor free and clear of any lien or security interest. (c) Right of Entry Beneficiary is hereby authorized to enter the Property, including the interior of any structures, at reasonable times and after reasonable notice, for the purpose of inspecting the Property to determine Grantor's compliance with this Section. 2.5 Parking if any part of the automobile parking areas included within the Property is taken by condenmation, and before the parking areas are diminished for any other reason, Grantor shall take all actions as are necessary to provide parking facilities in kind, size and location to comply with all governmental zoning and other regulations and all leases. Before making any contract for substitute parking facilities, Grantor shall furnish to Beneficiary satisfactory assurance of completion thereof free of liens and in conformity with all government zoning and other regulations. DEED of TRUST PARE K 12187.M41LEGA1.1242237.5 W13107 20070316001739.016 2.6 Use of Property Grantor represents and warrants to Beneficiary that the Land, the Improvements and their intended use by Grantor comply with all applicable restrictive covenants, zoning and subdivision laws, ordinances, regulations and legal requirements, building codes, flood disaster laws, applicable health and environmental laws and regulations and all other laws, ordinances, regulations, orders and legal requirements issued by any state, federal or municipal authority having or claiming jurisdiction over the Property the noncompliance with which could reasonably be expected to have a material adverse affect on the Property. Grantor shall comply with all laws, ordinances, regulations and requirements of any governmental body, and all other covenants, conditions and restrictions applicable to the Property and its intended use, and pay all fees and charges in connection therewith. Unless required by applicable law or unless Beneficiary has otherwise agreed in writing, Grantor shall not allow changes in the use for which all or any part of the Property was intended at the time this Deed of Trust was executed_ Grantor shall not initiate or acquiesce in a change in the zoning classification of the Property without Beneficiary's prior written consent. 2.7 Condemnation (a) Proceedings Grantor shall promptly notify Beneficiary of any action or proceeding relating to any condemnation or other taking (including, without limitation, any change in the grade of the Property), whether direct or indirect, of the property or part thereof or interest therein, and Grantor shall appear in and prosecute any such action or proceeding unless otherwise directed by Beneficiary in writing. Following an Event of Default hereunder, Grantor authorizes Beneficiary, at Beneficiary's option, as attorney -in -fact for Grantor, to commence, appear in and prosecute, in Beneficiary's or Grantor's name, any action or proceeding relating to any such condemnation or other taking, and to settle or compromise any claim in connection with such condemnation or other taking. Notwithstanding the foregoing, at all times Beneficiary shall have the right to review and approve all documentation related to any condemnation or other taking, provided that such approval shall not be unreasonably withheld, conditioned or delayed Except as provided in the Loan Agreement, all awards, payments, damages, direct, consequential and otherwise, claims and proceeds thereof, in connection with any such condemnation or other taking, or for conveyances in lieu of condemnation, are hereby assigned to Beneficiary, and all proceeds of any such awards, payments, damages or claims shall be paid to Beneficiary. DW OF TRUST PAGE n ! 1218723041L iCsAL1242b237s WMAJ7 20070315001739.016 (b) Application of Condemnation Proceeds Except as provided in the Loan Agreement, Beneficiary shall apply any such proceeds in the manner and upon the terms and conditions set forth in Section 2.3 (d) relating to the application of insurance proceeds. 2.8 Protection of Beneficiary's Security Grantor shall give notice to Beneficiary of and shall appear in and defend any action or proceeding that may affect the Property, the interests of Beneficiary or Trustee therein, or the rights or remedies of Beneficiary or Trustee under the Loan Doewnents. If any such action or proceeding is commenced and there is an uncured Event of Default, or Grantor falls to perform any of the Secured Obligations, Beneficiary or Trustee may, at their option, make any appearances, disburse any seuns, pay or settle any claims that have resulted in or may result in a Lien of any portion of the property, make any entries upon the Property and take any actions as may be necessary or desirable to (1) protect or enforce the security of this Deed of Trust, (it) remedy Grantor's failure to perform the Secured Obligations (without waiving such default by Grantor), or (in) otherwise protect Beneficiary's or Trustee's interests. Grantor shall pay all losses, damages, fees, costs and expenses incurred by Beneficiary and Trustee in taking such actions; including, without limitation, reasonable legal fees. 2.9 Reimbursement of Beneficiary's and Trustee's Expenses All amounts disbursed by Beneficiary and Trustee pursuant to Section 2.8 or any other provision of this Deed of Trust or the other Loan Documents, with interest thereon at the Default Rate from the date of disbursement until repaid, shall constitute a Secured Obligation. All such amounts shall be immediately due and payable and bear interest from the date of disbursement at the lesser of the Default Rate or the maximum rate permitted by law. 2.10 Books and Records on Property Grantor shall ]seep and maintain at Grantor's address stated above, or such other place as Beneficiary may appx-ove in writing, books of account and records adequate to reflect correctly the results of operation of the Property and copies of all written contracts, leases and other documents affecting the Property. Such books, records, contracts, leases and other documents shall be subject to examination, inspection and copying at any reasonable time by Beneficiary, Grantor shall furnish to Beneficiary, within 20 days after Beneficiary's request therefor, the following documents, each certified to Beneficiary by Grantor as being true, correct and complete: (a) copies of all leases and other agreements for occupancy or use of all or any portion of the Property, (b) a rent roll for the Property, showing the name of each tenant, and for each tenant, the site occupied, the number of square feet rented, the lease expiration date, the rent payable, the date through which rent has been paid, the amount of DEM of TRUST PAOR 12 l Z d E 7-2 304/L.EGA G 129 26237.5 3/13M 20070315001739.017 any security deposit, and the number and terns of any renewal options, (c) copies of the most recent real and personal property tax statements for the Property, and (d) copies of the most recent statements for the insurance coverage maintained pursuant to this Deed of Trust. 3. RESERVES 3.1 Deposits If required by Beneficiary, Grantor shall, on the first day of each month, deposit with Beneficiary a stun, as estimated by Beneficiary, equal to (i) the taxes and special assessments next due on the Property, and (a) the premiums that will next become due on insurance policies as may be required under this Deed of Trust, less all sums already deposited therefor, divided by the number of months to elapse before two months prior to the date when such taxes, special assessments and premiums will become delinquent. If required by Beneficiary, Grantor shall promptly deliver to Beneficiary all bills and notices with respect to any taxes, assessments and premiums. Unless Grantor and Beneficiary otherwise agree in writing, Beneficiary shall not be required to pay Grantor any interest, earnings or profits on any sums deposited with Beneficiary. All sums deposited with Beneficiary under this Section 3.1 are hereby pledged as security for the Secured Obligations. 3.2 AppPieation of Deposits All such deposited sums shall be held by Beneficiary and applied in such order as Beneficiary elects to pay such taxes, assessments and premiums or, upon any Event of Default, may be applied in whole or in part, to the Secured Obligations. The arrangement provided for in this Section 3 is solely for the added protection of Beneficiary and entails no responsibility on Beneficiary's part beyond the allowing of due credit, without interest, for the sums actually received by it. Upon any assignment of this Deed of Trust by Beneficiary, any funds on hand shall be turned over to the assignee and any responsibility of Beneficiary with respect thereto shall terminate. Each transfer of the Property in accordance with Section 4 shall automatically transfer to the transferee all rights of Grantor with respect to any funds deposited hereunder. Upon payment in full of the Secured Obligations, Beneficiary shall promptly refund to Grantor the remaining balance of any deposits then held by Beneficiary. 3.3 Adjustments to Deposits If the total deposits held by Beneficiary exceed the amount deemed necessary by Beneficiary to provide for the payment of such taxes, assessments and premiums, such excess shall, provided there is no Event of Default or any event which would constitute an Event of Default if not cured within the time allowed, be credited by Beneficiary on the next due installment or installments of such deposits. if at any time the total deposits held by Beneficiary are less than the amount deemed necessary by Beneficiary to provide for the DEEM OF TRMT PAGE 13 12187-73044EGAL.11M237.5 3113AD7 20070315001739.018 payment of such taxes, assessments and premiums, Grantor shall promptly deposit the deficiency with Beneficiary after receipt of written demand from Beneficiary. 3.4 Conditional Waiver Notwithstanding the foregoing, Beneficiary shall not require the payment of reserves as provided in this Section until a delinquency occurs in the payment of such taxes, assessments and premium, or until the occurrence of an Event of Default. 4. RESTRICTIONS ON TRANSFER OR ENCUMBRANCE (a) Restrictions Neither the Property nor any part thereof or interest therein shall be encumbered, sold (by contract or otherwise), conveyed, leased (except as provided in this Section 4) or otherwise transferred by Grantor; nor shall there be any change in (i) the ownership or control of any of Grantor's stock if Grantor is a corporation, (ii) the ownership or control of any membership interest in Grantor if Grantor is a limited liability company, (iii) the ownership or control of any general partnership interest in Grantor if Grantor is a partnership, (iv) the ownership or control of any beneficial interests in Grantor if Grantor is not otherwise a natural person or persons, or (v) the ow=ship or control of any stock, membership, any general partnership interest or any other beneficial interest in any corporation, partnership or other entity that has an ownership interest in Grantor. Any such action without Beneficiary's prior written consent shall be deemed to increase the risk of Beneficiary and shall constitute an Event of Default if not corrected within five days after Beneficiary's delivery of written demand to Grantor. Beneficiary may, in its sole discretion, consent to any such action subject to such terms and conditions as Beneficiary may require, including, without limitation, the payment of a transfer review fee, an assumption fee of one percent (1 %) of the principal balance of the Note and as increase in the interest rate of the Note. (b) Permitted Transfers Notwithstanding the foregoing, the following transfers shall be permitted without Beneficiary's prior written consent: (i) transfer by Unico Office Investors LLC, a Delaware limited liability company, of up to 6 percent of the Iinuted liability company interest in Unico Earlington Sponsor LLC, a Delaware limited liability company ("Sponsor"), to Unico 2007 LTIP Fund LLC, a to be formed Delaware limited liability company that will be wholly owned by senior management of Unico Investruent Group LLC, a Delaware Iimited liability company ("L1IG"); or (ii) transfers of shares of issued and outstanding stock of Unico Investment Company, a Delaware corporation ("Unico") and/or transfers of membership interests in UIG in the ordinary course of business ("Ordinary .Course Transfers"), provided that less than a majority (in aggregate) of the shares of issued and outstanding stock of Unico and/or DEW OF TRUST PAGB 14 12167-230OUGALLM6737.5 V131D7 20070315001739.019 membership interests in UIG are transferred or two or more of Dale R. Sperling, John D. Lamb, Quentin W. Kuhrau or Jaynes Rock remain employed in management positions at UIG. 5. UNIFORM COMMERCIAL CODE SECURITY AGREEMENT 5.1 Grant to Benef1dary This Deed of Trust constitutes a security agreement pursuant to the Uniform Commercial Code with respect to: (a) Any of the Property which, under applicable law, is not real property or effectively made part of the real property by the provisions of this Deed of Trust, and any sums deposited with Beneficiary by Grantor pursuant to the terms of Section 3.1 herein; and (b) Any and all other property now or hereafter described on any Uniform Commercial Code Financing Statement naming Grantor as Debtor and Beneficiary as Secured Party and affecting property in any way connected with the use and enjoyment of the Property (any and all such other property constituting "Property" for purposes of this Deed of Trust); and Grantor hereby grants Beneficiary a security interest in all property described in clauses (a) and (b) above as security for the Secured Obligations. Grantor hereby authorizes Beneficiary to file or cause to be filed such financing statements as reasonably deemed necessary to perfect, preserve, continue, extend in time or maintain the security interests herein contained_ Such financing statements may contain a description of collateral broader than as set forth in this Deed of Trust. Grantor and Beneficiary agree, however, that neither the foregoing grant of a security interest nor the filing of any such financing statement shall be construed as limiting the parties' stated intention that everything used in connection with the production of income from the Property, or adapted for use therein, or which is described or reflected in this Deed of Trust, is and at all times shall be regarded as part of the Land. 5.2 Beneficiary's Rights and Remedies With respect to the Property subject to the foregoing security interest, Beneficiary shall have all of the rights and remedies (i) of a secured party under the Uniform Commercial Code, (ii) provided herein, including, without limitation, the right to cause such Property to be sold by Trustee under the power of sale granted by this Deed of Trust, and (iii) provided by law. In exercising its remedies, Beneficiary may proceed against the items of real -property and any items of personal property separately or together and in any order whatsoever, without in any way affecting the availability of Beneficiary's remedies. Upon demand by Beneficiary following an Event of Default hereunder, Grantor shall assemble any items of personal property and make them available to Beneficiary at the Land. Beneficiary shall give Grantor at least five days' prior written notice of the time and place of any public sale or other disposition of such Property or of the time of or after which any private sale or any other DEED of TRUST PAGE 15 121 a7-23041r.E0AL12M 237.5 3/13107 20070315001739.020 intended disposition is to be matte. Any person permitted by law to purchase at any such sale may do so. Such Property may be sold at any one or more public or private sales as permitted by applicable law. 6. ASSIGNMENT OF RENTS AND LEASES 6.1 Assignment of Rents and Leases As security for the Secured Obligations, Grantor assigns and transfers to Beneficiary and grants Beneficiary a security interest in and to all right, title and interest of Grantor in and to: (a) any and all present and future leases, subleases and other agreements for the occupancy or use of all or any part of the Property, and any and all extensions, renewals and replacements thereof ("Leases'); (b) all cash or security deposits, advance rentals and deposits of a similar nature under the Leases; (c) any and all guarantees of tenants' or occupants' performances under any and all Leases, and (d) all rents, issues, profits and revenues ("Rents' now due or which may become due or to which Grantor may now or shall hereafter become entitled or may demand or claim (including Rents coning due during any redemption period), arising or issuing from or out of any and all Leases, including, without limitation, minimum, additional, percentage and deficiency rents and liquidated damages. 6.2 Collection of Rents Prior to any Event of Default hereunder, Grantor shall have a license to, and shall, collect and receive all Rents of the Property as trustee for the benefit of Beneficiary and Grantor, apply the Rents so collected first to the payment of taxes, assessments and other charges on the Property prior to delinquency, second to the cost of insurance, maintenance and repairs required by the terms of this Deed of Trust, third to the costs of discharging any obligation or liability of Grantor under the Leases, and fourth to the Secured Obligations, with the'balance, if any, to the account of Grantor provided there is no Event of Default. Upon delivery of vvritten notice by Beneficiary to Grantor of an Event of Default hereunder and stating that Beneficiary exercises its rights to the Rents, and without the necessity of Beneficiary entering upon and taking and maintaining full control of the Property in person, by agent or by a court -appointed receiver, Beneficiary shall immediately be entitled to possession of all Rents from the Property as the same become due and payable, including, without limitation, Rents then due and unpaid, and all such Rents shall immediately upon delivery of such notice be held by Grantor as trustee for the benefit of Beneficiary only. Upon delivery of such written notice by Beneficiary, Grantor hereby agrees to direct each tenant or occupant of the Property to pay all. Rents to Beneficiary on Beneficiary's written demand therefor, without any liability on tha part of said tenant or occupant to inquire fiuther as to the existence of an Event of Default by Grantor. Grantor hereby authorizes Beneficiary as Grantor's attorney -in - fact to make such direction to tenants and occupants upon Grantor's failure to do so as required herein. Payments made to Beneficiary by tenants or occupants shall, as to such DEED OF TILM PAGE e 12187.2304/1MALI=6237.5 3113/07 20070315001739.021 tenants and occupants, be in discharge of the payors' obligations to Grantor_ Beneficiary may exercise, in Beneficiary's or Grantor's name, all rights and remedies available to Grantor with respect to collection of Rents. Nothing herein contained shall be construed as obligating Beneficiary to perform any of Grantor's obligations under any of the Leases. 6.3 Grantor's Representations and Warranties Grantor hereby represents and warrants to Beneficiary that Grantor has not executed and will not execute any other assignment of said Leases or Rents, that Grantor has not performed and will not perform any acts and has not executed and will not execute any instrument which would prevent Beneficiary from exercising its rights under this Section 6, and that at the time of execution of this Deed of Trust there has been no anticipation or prepayment of any of the Rents of the Property for more than two (2) months prior to the due dates thereof Grantor further represents and warrants to Beneficiary that all existing Leases are in good standing and there is no default thereunder, whether by Grantor or lessee, and that, to Grantor's knowledge, there is no event or condition which, with notice or the passage of time or both, would be a default thereunder. Grantor shall execute and deliver to Beneficiary such further assignments of Rents and Leases of the Property as Beneficiary may from time to time request. 6.4 Leases of the Property Grantor shall comply with and observe Grantor's obligations as landlord under all Leases and will do all that is necessary to preserve all Leases in force and free from any right of counterclaim, defense or setoff. At Beneficiary's request, Grantor shall furnish Beneficiary with executed copies of all Leases now existing or hereafter made and all Leases hereafter entered into shall use a farm previously approved by Beneficiary. All nonresidential Leases shall specifically provide that the tenant attorns to any person succeeding to the interest of Grantor upon any foreclosure of this Deed of Trust or conveyance in lieu thereof Such attornment shall be in such form as Beneficiary may approve and shall provide that Tenant shall not have the right of set off or defense to payment of rents for any event or act that occurred prior to such successor obtaining title to Grantor's interest except to the extent such event or act is continuing at the tittle such successor obtains such title. Tenant shall also agree to execute such fiuther evidences of attornment as Beneficiary may from time to time request. Without Beneficiary's written consent, Grantor shall not (a) collect or accept payment of any Rents more than one month prior to the due dates thereof, (b) modify, surrender or terminate any lease in excess of 20,000 rentable square feet; (c) waive, discharge, release or modify the obligations of any tenant of the, Property other than in the ordinary course of Grantor's business; or (d) request or consent to the subordination of any non-residential Lease to any lien subordinate to this Deed of Trust. Any attempted action in violation of this Section 6.4 shall be null and void. Without in any way limiting the requirement of Beneficiary's consent hereunder, any sums received by Grantor in excess of $10,000 in any 12-month period in DF.Pa7 OF TRU6T PAGE 17 12167.2304/LBGAL 12926237.5 3113107 20070316001739.022 consideration of any termination (or release or discharge of any lease), modification or amendment of any Lease shall be applied to reduce the outstanding Secured Obligations and any such sums received by Grantor shall be held in trust for such purpose. 6.5 Beneficiary in Possession; Appointment of Receiver Upon any Event of Default, Beneficiary tray, in person, by agent or by a court - appointed receiver, regardless of the adequacy of Beneficiary's security, enter upon and take and maintain full control of the Property in order to perform ail acts necessary and appropriate for the operation and maintenance thereof in the same manner and to the same extent as Grantor could do the same, including, without limitation, the execution, enforcement, cancellation and modification of Leases, the collection of all Rents of the Property, the removal and eviction of tenants and other occupants, the making of alterations and repairs to the Property, and the execution and termination of contracts providing for management or maintenance of the Property, all on such terms as are deemed best by Beneficiary to protect the security of this Deed of Trust. From and after any Event of Default, if any owner of the Property shall occupy the Property or part thereof such owner shall pay to Beneficiary in advance on the first day of each month a reasonable rental for the space so occupied, and upon failure so to do Beneficiary shall be entitled to remove such owner from the Property by any appropriate action or proceedings. Following an Event of Default, Beneficiary shall be entitled (regardless of the adequacy of Beneficiary's security) to the appointment of a receiver, Grantor hereby consenting to the appointment of such receiver. Said receiver may serve without bond and may be Beneficiary or an cmployce of Beneficiary. The receiver shall have, in addition to all the rights and powers customarily given to and exercised by such receivers, all the rights and powers granted to Beneficiary in this Section 6. Beneficiary or the receiver shall be entitled to receive a reasonable fee for so managing the Property. 6.6 Application of Rents All Rents collected subsequent to delivery of written notice by Beneficiary to Grantor of an Event of Default shall be applied first to the costs, if any, of taking control of and managing the Property and collecting the Rents, including, without limitation, attorneys' fees, receiver's fees, premiums on receiver's bonds, costs of maintenance and repairs to the Property, premiums on insurance policies, taxes, assessments and other charges on the Property, and the costs of discharging any obligation or liability of Grantor under the Leases, and then to other Secured Obligations, Beneficiary or the receiver shall be liable to account only for those Rents actually received Beneficiary shall not be liable to Grantor, anyone claiming under or through Grantor or anyone having an interest in the Property by reason of anything done or left undone by Beneficiary under this Section. DEED OF rRU&T PAOI ] S 12187-23041WAL12926237.3 3/13/07 20070315001739.023 6.7 Deficiencies To the extent, if any, that the costs of taking control of and managing the Property, collecting the Rees, and discharging obligations and liabilities of Grantor under the Leases, exceed the Rents of the Property, the excess sums expended for such purposes, plus interest, shall constitute a Secured Obligation. Such excess sums shall be payable upon demand by Beneficiary and shall bear interest from the date of disbursement at the lesser of the Default Rate or the maximum rate permitted by law. 6.8 Beneficiary Not Mortgagee in Possession Nothing herein shall constitute Beneficiary a "mortgagee in possession" prior to its actual entry upon and taking possession of the Property. Entry upon and taking possession by a receiver shall not constitute possession by Beneficiary. 6.9 Enforcement Beneficiary may enforce this assignment without first resorting to or exhausting any security or collateral for the Secured Obligations. 7. LOAN AGREEMENT 7.1 Advances Grantor agrees to comply with the covenants and conditions of the Loan Agreement. The Loan Agreement provides for the disbursement of loan funds with respect to the construction of Improvements on the Land and for other matters described therein. The Loan Agreement is hereby incorporated herein and made a part of this Deed of Trust. All advances made by Beneficiary pursuant to the Loan Agreement shall constitute a Secured Obligation, and such advances shall be derrned to be obligatory. Any sums advanced by Beneficiary for the purpose of financing tenant improvements for the benefit of Grantor shall be treated as advances pursuant to the Loan Agreement and shall constitute a Secured Obligation. All such sums shall bear interest from the date of disbursement at the rate stated in the Loan Agreement. 7.2. Assignment of Claims From tame to time as Beneficiary deems necessary to protect Beneficiary's interest, Grantor shall, upon request of Beneficiary, execute and deliver to Beneficiary in such form as Beneficiary shall direct, assignments of any and all rights or claims which relate to the construction of the improvements, and which Grantor may have against any party supplying or who has supplied labor, materials or services in connection with the construction of the Improvements. DEED of 7RMT PAGE 19 12187-3304fiX 3AL1292G237.5 VIVO 20070315001739.024 7.3. Default Under the Loan Agreement Upon an Bvent of Default, Beneficiary may, at its option, with or without entry upon the Property, exercise any of the rights or remedies provided in the Loan Agreement, exercise any of the rights or remedies provided in this Deed of Trust, or do both. 8. EVENTS OF DEFAULT 8.1 Events of Default Any one or =re of the following is an "Event of Default"; (a) Grantor falls to make any payment under the Note, this Deed of Trust or any of the other Loan Documents to which it is a party when due and such default is not cured within any cure period set forth under the Note, this Deed of Trust or any of the other Loan Documents. (b) There is a default under any of the Permitted Exceptions, if not cured within any cure period given in the Permitted Exceptions. (c) There is an Event of Default as defined in the Loan Agreement or any of the other Loan Documents. (d) Grantor fails to perform any other covenant, agreement or obligation under this Deed of Trust or any of the other Loan Documents to which it is a party, if not cured within the time allowed. if no cure period is otherwise specified for such default, the cure period shall be within 30 days after Beneficiary's delivery of written demand to Grantor. 9.2 Form of Notice At Beneficiary's option, any written notice of default given to Grantor under Section 8.1 may be given in the form of a statutory notice of default under the Washington Deed of Trust Act or any other form as Beneficiary may elect. 9. REMEDIES 9.1 Acceleration Upon Default; Additional Remedies Upon any Event of Default, Beneficiary may, at its option and without notice to or demand upon Grantor, exercise any one or more of the following actions; (a) Declare all the Secured Obligations immediately due and payable. DM D OF TRUST PAM 20 12197-2304azaAL1292462373 3113107 20070315001739.025 (b) Bring a court action to enforce the provisions of this Deed of Trust or any of the other Loan Documents. (c) Foreclose this Deed of Trust as a mortgage. (d) Cause any or all of the Property to be sold under the power of sale granted by this Deed of Trust in any manner permitted by applicable law. (e) Obtain a deficiency judgment if the net sales proceeds of any sale of the Property under the power of sale granted by this Deed of Trust are insufficient to pay in full all of the Secured Obligations. (Q Elect'to exercise its rights with respect to the Leases and the Rents. (g) Exercise any or all of the other rights and remedies under this Deed of Trust and the other Loan Documents. (h) Exercise any other right or remedy available under law or in equity. 9.2 Exercise of Power of Sale For any sale under the power of We granted by this Deed of Trust, Beneficiary or Trustee shall record and give all notices required by law and then, upon the expiration of such time as is required by law, Trustee may sell the Property upon any terms and conditions specified by Beneficiary and periTitted by applicable law. Trustee may postpone any sale by public announcement at the time and place noticed for the sale. If the Property includes several lots or parcels, Beneficiary in its discretion may designate their order of sale or may elect to sell all of them as an entirety. The Property, real, personal and mixed, may be sold in one parcel. To the extent any of the Property sold by the Trustee is personal property, then Trustee shall be acting as the agent of Beneficiary in selling such Property. Any person permitted by law to do so may purchase. at any sale. Upon any sale, Trustee will execute and deliver to the purchaser or purchasers a deed or deeds conveying the Property sold, but without any covenant or warranty, express or implied, and the recitals in the Trustee's deed showing that the sale was conducted in compliance with all the requirements of law shall be prima facie evidence of such compliance and conclusive evidence thereof in favor of bona fide purchasers and encumbrancers for value. 9.3 Application of Sale Proceeds Except as may otherwise be required by law, the proceeds of any sale under this Deed of Trust shall be applied in the following priority. DEED OF TRUST PAGE 21 12187-Z304/LEGAL12926MZ 3113M? 20070316001739.026 (a) Payment of the costs and expenses of the sale; including, without limitation, Trustee's fees, reasonable legal fees and disbursements, tide charges and transfer taxes, and payment of all expenses, liabilities and advances of Trustee, together with interest on all advances made by Trustee from date of disbursement at the lesser of the Default Rate or the maximum rate permitted by law. (b) Payment of all sums expended by Beneficiary under the terms of this Deed of Trust and not yet repaid, together with interest on such surns from date of disbursement at the lesser of the Default Rate or the maximum rate permitted by law. (c) Payment of all other Secured Obligations in any order that Beneficiary chooses. (d) The remainder, if any, to the person or persons legally entitled to it. 9.4 Waiver of Order of Sale and Marshalling beneficiary shall have the right to determine the order in which any or all portions of the Secured Obligations are satisfied from the proceeds realized upon the exercise of any remedies provided herein. To the fullest extent permitted by law, Grantor, any party who consents to this Deed of Trust and any party who now or hereafter acquires a security interest in the Property and who has actual or constructive notice hereof, hereby waives any and all right to require marshalling of assets in connection with the exercise of any of the remedies permitted by applicable law or provided herein, or to direct the order in which any of the Property will be sold in the event of any sale under this Deed of Trust. 9.5 Nonwaiver of Defaults The entering upon and taking possession of the Property, the collection of Rents or the proceeds of fire and other insurance policies or compensation or awards for any taking or damage of the Property, and the application or release thereof as herein provided, shell not cure or waive any default or notice of default hereunder or invalidate any act done pursuant to such notice. 9.6 Expenses During Redemption Period If this Deed of Trust is foreclosed as a mortgage and the Property sold at a foreclosure sale, the purchaser may during any redemption period allowed, make such repairs or alterations on the Property as may be reasonably necessary for the proper operation, care, preservation, protection and insuring thereof. Any sums so paid together with interest thereon from the tit= of such expenditure at the lesser of the Default Rate or the maxhum rate permitted by law, shall be added to and become a part of the amount required to be paid for redemption from such sale. DEW OF TRUV PAu'8 22 12187 2304A.MAL1292d237.5 3/13/07 20070315001739.027 9.7 Foreclosure Subject to Tenancies Beneficiary shall have the right at its option to foreclose this Deed of Trust subject to the rights of any tenant or tenants of the Property. 9.8 Remedies Cumulative To the extent permitted by law, every right and remedy provided in this Deed of Trust is distinct and cumulative to all other rights or remedies under this Deed of Trust or afforded by law or equity or any other agreement between Beneficiary and Grantor, and may be exercised concurrently, independently or successively, in any order whatsoever. Beneficiary may exercise any of its rights and remedies at its option without regard to the adequacy of its security. 9.9 Beneficiary's and Trustee's Expenses Grantor shall pay all of Beneficiary's and Trustee's expenses incurred in any efforts to enforce any terms of this Deed of Trust, whether or not any suit is filed, including, without limitation, legal fees and disbursements, foreclosure costs, title charges, and expenses incurred in any bankruptcy, reorganization, liquidation, receivership or similar proceeding. All such sums, with interest thereon, shall be additional indebtedness of Grantor secured by this Deed of Trust. Such suite shall be inunediately due and payable and shall bear interest from the date of disbursement at the lesser of the Default Rate or the maximum rate permitted by law. 10. GENERAL 10.1 No Offset Grantor's obligation to timely pay and perform all obligations under the Note, this Deed of Trust, and the other Loan Documents shall be absolute and unconditional and shall not be affected by any event or circurnstance; including, without limitation, any setoff, counterclaim, abatement, suspension, recoupment, deduction, defense or any other right that Grantor or any guarantor may have or claim against Beneficiary or any other person or entity. The foregoing shall not constitute a waiver of any claim or demand which Grantor or any guarantor may have in damages or otherwise against Beneficiary or any other person or entity, provided that Grantor shall maintain a separate action thereon. 10.2 Application of Payments Except as applicable law or this Deed of Trust may otherwise provide, all payments received by Beneficiary under the Note or this Deed of Trust may be applied by Beneficiary to the Secured Obligations in such order as Beneficiary, at its option, may determine. DEED OF TRUST PAGE 23 12187-23011LEGAL 1292b237.7 3113107 20070315001739.028 10.3 Appraisal Costs In the event the Financial Institutions Reform, Recovery, and Enforcement Act, as amended, any regulatory agency, or any internal policy of Beneficiary requires Beneficiary to obtain an appraisal of the Property, Grantor shall reirr U rse Beneficiary on demand for payment of the costs of such appraisal; provided, however, that unless there exists an Event of Default, Grantor shall not be required to reimburse Beneficiary more than once during any twelve month period for the cost of any appraisal under this Section 10.3. 10.4 Imposition of Tax For purposes of this Section, "Tax" shall mean: (a) a specific tax on deeds of trust or on all or any part of the indebtedness secured by a deed of trust; or (b) a specific tax on the owner of the Property covered by a deed of trust which the taxpayer is authorized or required to deduct from payments on the deed of trust; or (e) a tax on property covered by a deed of trust chargeable against a beneficiary or trustee under the deed of trust or the holder of the note secured by the deed of trust; or (d) a specific tax (other than an income tax or a gross receipts tax) on all or any portion of the obligations secured hereby or on payments of principal and interest made by a grantor under a deed of trust. If any Tax is enacted subsequent to the date of this Deed of Trust, enactment of the Tax shall constitute an Event of Default, and Beneficiary rnay exercise any or all of the remedies available to it upon the occurrence of any Event of Default, unless the following conditions are met: (i) Grantor may lawfully pay the Tax without causing any resulting econonuc disadvantage or increase of tax to Beneficiary or Trustee; and (ii) Grantor pays the Tax (including any tax on the payment made) within 30 days after notice from Beneficiary that the tax law has been enacted. 10.5 Reconveyance Upon payment of all Secured Obligations, Beneficiary shall request Trustee to reconvey the Property and shall surrender this Deed of Trust and all notes evidencing the Secured Obligations to Trustee. Trustee shall reconvey the Property without warranty to the person or persons legally entitled thereto. The grantee in any reconveyance my be described as the "person or persons legally entitled thereto," and the recitals therein of any matters or facts shall be conclusive proof of the truthfulness thereof. Such person or persons shall pay Trustee's reasonable costs incurred in so reconveying the Property. 10.6 Successor Trustee In accordance with applicable law, Beneficiary may from time to time appoint a successor trustee to any Trustee appointed hereunder. Without conveyance of the Property, DEED OF TRUST PAGE 24 12187-2304/f.EQALL2926237.5 3/13M7 20070316001739.029 the successor trustee shall succeed to all the title, power and duties conferred upon the Trustee herein and by applicable law. 10.7 Beneficiary's Powers Without affecting the Iiability of any person for payment or performance of the Secured Obligations or any of Beneficiary's rights or remedies, Beneficiary, at its option, may extend the time for payment of the Secured Obligations or any part thereof, reduce payment thereon, release arryone liable thereon, accept a renewal note or notes therefor, modify the terms and time of payment thereof, release the lien of this Deed of Trust on any part of the Property, take or release other or additional security, release or reconvey or cause to be released or reconveyed all or any part of the Property, or consent and/or cause Trustee to consent to the rnaking of any map or plat of the Property, consent or cause Trustee to consent to the granting of any casement or creating any restriction on the Property, or join or cause Trustee to join in any subordination or other agreement affecting this Deed of Trust or the lien or charge hereof. Grantor shall pay Beneficiary a reasonable service charge, together with such title insurance premiums and attorneys' fees as may be incurred at Beneficiary's option, for any such action if taken at Grantor's request. 10.8 Subdivision Grantor hereby consents to a subdivision of the Property, if Beneficiary, in its sole discretion, determines that a subdivision of the Property is necessary or desirable to preserve the lien of this Deed of Trust, or to permit Beneficiary to foreclose on only a portion of the Property. 10.9 Subrogation Beneficiary shall be subrogated for further security to the lien, although released of record, of any and all encumbrances discharged, in whole or in part, by the proceeds of the Note or any other indebtedness secured hereby. 10.10 Limitation an Interest and Charges The interest, fees and charges under the Loan Documents shall not exceed the maximurn amounts perrnitted by any applicable law. If any such interest, fee or charge exceeds the maximum, the interest, fee or charge shall be reduced by the excess and any excess amounts already collected from Grantor shall be refunded Beneficiary may refund such excess either by treating the excess as a prepayment of principal under the Dote or by making a direct payment to Grantor. If Beneficiary elects to treat the excess as a prepayment of principal, Grantor shall not be obligated to pay any prepayment premium set forth in the DBM OF TRUST PAGE 23 12187.2304/LEOAt.IM237.5 3/13J07 20070316001739.030 Loan Agreement. The provisions of this Section shall control over any inconsistent provision in the Loan Documents. 10.11 Additional Documents; Power of Attorney Grantor, from time to time, shall execute, acknowledge and deliver to Beneficiary upon request, and hereby irrevocably appoints Beneficiary its attorney -in -fact, exercisable upon an Event of Default, to execute, acknowledge, deliver and if appropriate file and record, such security agreements, assignments for security purposes, assignments absolute, financing statements, affidavits, certificates and other documents, in form and substance satisfactory to Beneficiary, as Beneficiary may request in order to perfect, preserve, continue, extend in time or maintain the assignments herein contained, the lien and security interest under this Deed of Trust, and the priority thereof. Grantor shall pay to Beneficiary upon, request therefor all costs and expenses incurred in connection with the preparation, execution, recording and Ming of any such document. 10.12 Waiver of Statute of Limitations To the full extent Grantor may do so, Grantor hereby waives the right to assert any statute of limitations as a defense to the enforcement of the lien of this Deed of Trust or to any action brought to enforce the Note or any other obligation secured by this Deed of Trust. 10.13 Forbearance by Beneficiary Not a Waiver Any forbearance by Beneficiary in exercising any right or remedy hereunder, or otherwise afforded by applicable law, shall not be a waiver of or preclude the exercise of any right or remedy, and no waiver by Beneficiary of any particular default shall constitute a waiver of any other default or of any similar default in the future. Without limiting the generality of the foregoing, the acceptance by Beneficiary of payment of any of the Secured Obligations after the due date thereof shall not be a waiver of Beneficiary's right to either require prompt payment when due of all other sums so secured or to declare a default for failure to make prompt payment. The procurement of insurance or the payment of taxes or other liens or charges by Beneficiary shall not be a waiver of Beneficiary's right to accelerate the maturity of the indebtedness secured by this Deed of Trust, nor shall Beneficiary's receipt of any awards, proceeds or damages under Sections 2.3 and 2.7 operate to cure or waive Grantor's default in payment of the Secured Obligations. 10.14 Entire Agreement; Modifications and Waivers This Deed of Trust, together with the other Loan Documents, constitutes the entire understanding and agreement of Grantor and Beneficiary with respect to the Loan. The Loan Documents supercede all prior negotiations, discussions, and agreements with respect to the Loan, may not he contradicted by evidence of any alleged oral agreement, and may not be DEED OF TRUST PAOR 26 12187.2304/L,FGAL12426237.5 3113107 20070315001739.031 waived, changed, discharged or terminated except by an instrument in writing signed by the party against whom enforcement of any waiver, change, discharge or termination is sought. 10.15 Notice Any notice to Grantor under this Deed of Trust shall be to the address noted above or such other address as may be designated by Grantor in writing and shall be deemed to have been given on the date delivered in the case of personal delivery or, if mailed, three days after the postmark thereof. 10.16 Governing Law; Severability; Captions Except to the extent that the federal laws of the United States of America provide Beneficiary with greater rights or remedies, this Deed of Trust shall be governed by the laws of the State of Washington. If any provision or clause of this Deed of Trust conflicts with applicable law, such conflicts shall not affect other provisions or clauses hereof which can be given effect without the conflicting provision, and to this end the provisions hereof are declared to be severable. The captions and headings of the paragraphs and Sections of this Deed of Trust are for convenience only and are not to be used to interpret or define the provisions hereof. 10.17 Definitions As used herein: the term "Grantor" means Grantor herein named, together with any subsequent owner of the Property or any part thereof or interest therein; the term "Trustee" means the Trustee herein named, together with any successor Trustee; and the term "Beneficiary" means Beneficiary herein named, together with any subsequent owner or holder of the Note or any interest therein, including pledgees, assignees and participants. 10.18 Successors and Assigns; Agents This Deed of Trust shall bind and inure to the benefit of the parties hereto and their respective heirs, devisees, legatees, administrators, executors, successors and assigns, subject to the provisions of Section 4. In exercising any rights hereunder or taking actions provided for herein, Beneficiary and Trustee may act through their respective employees, agents or independent contractors as authorized by Beneficiary and Trustee. 10.19 Number; Gender This Deed of Trust shall be construed so that wherever applicable the use of the singular number shall include the plural number, and vice versa, and the use of any gender shall be applicable to all genders. DEAD OF TRUST PAGE 27 12 F 8I.230 CLEQAL 12926237.5 3113M 20070315001739.032 10.20 Time Time is of the essence in connection with all obligations of Grantor herein. 10.21 Request for Notice Grantor hereby requests that a copy of any notice of default and notice of sale hereunder be maned to it at its address set forth at the beginning of this Deed of Trust. 10.22 Assignment of Loan Documents Beneficiary may assign the Loan Documents in whole or in part. Beneficiary may make available to any proposed assignee or participant all credit and financial data with respect to Grantor and Any guarantor as may be in the possession of Beneficiary. Grantor agrees to provide any additional information that any proposed assignee or participant may reasonably request. 10.23 Estoppel Certificate Grantor sha14 within ten days after receipt of Beneficiary's written request, furnish Beneficiary or any other party designated by Beneficiary with a written statement, duly acknowledged, setting forth the amount of the Secured Obligations and otherwise confirnvng the status of the Secured Obligations, the Property and the Loan Documents, 10.24 Certain Obligations Unsecured Notwithstanding anything to the contrary set forth herein or any of the Loan Documents, this Deed of Trust shall not secure the following obligations (the "Unsecured Obligations"): (a) any obligations evidenced by or arising under the Indemnity Agreement, and (b) any other obligations in this Deed of Trust, the Guaranties or in any of the other Loan Documents to the extent that such other obligations relate specifically to the presence on the Property of Hazardous Materials and are the same or have the same effect as any of the obligations evidenced by or arising under the Indemnity Agreement. Any breach or default with respect to the Unsecured Obligations shall constitute an Event of Default hereunder, notwithstanding the fact that such Unsecured Obligations are not secured by this Deed of Trust. Nothing in this Section shall, in itself, impair or lirmt Beneficiary's right to obtain a judgment in accordance with applicable law after foreclosure for any deficiency in recovery of all obligations that are secured by this Deed of Trust following foreclosure. ORAL AGREEMENTS OR ORAL COMMITMENTS TO LEND MONEY, EXTEND CREDIT, OR FORBEAR FROM ENFORCING REPAYMENT OF A DEBT ARE NOT ENFORCEABLE UNDER WASl NGTON LAW. DEED OF TRUST PACE 28 12197-2304ILEGAL12926237.$ 3/13A)7 20070316001739.033 IN WITNESS WHEREOF, Grmtor has executed this Deed of Trust as of the date first above written. "Grantor" EARLINGTON LLC Name: Tick: Sll P D= OF TRUST PACE 29 12 k 97.2304R_EGALL292d237.5 3l13W 20070315001739.034 STATE OF WASHiNGTON ) ss. COUNTY OF KING ) 1 certify that i know or have satisfactory evidence t is tllc person who appeared before me, and said person acknowledged that he signed this instrument, on oath stated that ho was authorized to execute the instrument and acknowledged it as the of EARLFNGTON LLC, a Delaware limited habRity conipany, to be the free and voluntary act of such parties for the uses and purposes mentioned in the instrument. Dated %L/'UZr� .2.O'a -7- of DEED OF TRUST 12187.13041MOAt.724261.37.5 3113W Notary Pubficof Washington Residing My appointment expires: % IYi • ,CA Y SG 4ei_e & G PAGE 3a 20070315001739.035 EXHIBIT A to Deed of Trust Legal Description PARCEL A: LOTS 1 THROUGH 56, BLOCK 40 AND LOTS I THROUGH 56, BLOCK 41, C. D. HILLMAN'S EARLINGTON GARDENS ADDITION TO THE CITY OF SEATTLE, DIVISION NO. 1, AS PER PLAT RECORDED IN VOLUME 17 OF PLATS, PAGE 74, RECORDS OF KING COUNTY; TOGETHER WITH THOSE PORTIONS OF SOUTHWEST 12TH STREET (FORMERLY KNOWN AS SOUTH 150TH PLACE) AND THOMAS AVENUE SOUTHWEST (FORMERLY KNOWN AS 93RD AVENUE SOUTH) AND ALLEYS IN SAID BLOCKS 40 AND 41, VACATED BY THE CITY OF RENTON ORDINANCE NO.2475 AS CONVEYED BY THE CITY OF RENTON BY DEED RECORDED UNDER RECORDING NO. 6635409; AND THE CITY OF RENTON ORDINANCE NO.3373, RECORDED UNDER RECORDING NO. 7911260604 THAT WOULD ATTACH BY OPERATION OF LAW; EXCEPT THAT PORTIONS THEREOF CONVEYED TO KING COUNTY FOR PUBLIC ROAD BY DEEDS RECORDED UNDER RECORDING NOS. 2919081, 2923140 AND 2927725; AND EXCEPT THAT PORTION THEREOF CONVEYED TO THE STATE OF WASHINGTON FOR PRIMARY STATE HIGHWAY NO. 1 BY DEED RECORDED UNDER RECORDING NO. 5443689; SITUATE IN THE CITY OF RENTON, COUNTY OF KING, STATE OF WASHINGTON. PARCEL B: THAT PORTION OF THE SOUTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 24, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., DESCRIBED AS FOLLOWS: BEGR4NING AT A CONCRETE MONUMENT IN CASE, WHICH MARKS THE BAST QUARTER CORNER OF SAID SECTION; RXHBIT A TO DEW OF TRUST PAGE 1 12187-23044,PAAL12425237.S 3AND7 20070315001739,036 THENCE NORTH 00°35'53" EAST, ALONG THE EAST LINE OF SAID SECTION, 445.93 FEET TO THE NORTHERLY MARGIN OF STATE ROUTE 405, AS APPROVED OCTOBER 31,1961; THENCE SOUTH 86019'51" WEST, ALONG SAID NORTHERLY MARGIN, 1,139.58 FEET TO AN INTERSECTION WITH THE EAST LINE OF SAID SUBDIVISION AND THE TRUE POINT OF BEGINNING, THENCE CONTINUE, ALONG SAID NORTHERLY MARGIN, 10.88 FEET TO A POINT WHICH IS 39.00 FEET NORTHEASTERLY OF THE CENTERLINE OF PROPOSED OAKESDALE AVENUE SOUTHWEST, AS MEASURED AT RIGHT ANGLES THERETO, AS SAID CENTERLINE IS SHOWN ON THE PLANS ENTITLED "OAKI?SDALE AVENUE SOUTHWEST IMPROVEMENTS, SOUTHWEST 16TH STREET TO SGUTHWEST GRADY WAY," DATED SEPTEMBER 25, 1987, AS PREPARED BY CH2M HILL FOR THE CITY OF RENTON; THENCE NORTH 28045131" WEST, PARALLEL TO SAID CENTERLINE A DISTANCE OF 156.95 FEET TO A POINT OF CURVATURE OF A TANGENT CURVE TO THE RIGHT HAVING A RADIUS OF 45.00 FEET; THENCE NORTHERLY, ALONG THE ARC OF SAID CURVE, THROUGH' A CENTRAL ANGLE OF 54647'59", 43.04 FEET TO A POINT ON THE SOUTHERLY MARGIN OF SOUTHWEST GRADY RIGHT-OF-WAY, WHICH POINT BEARS NORTH 63057132" WEST FROM TIM CENTER POINT OF SAID CURVE; THENCE NORTH 66058'02" EAST, ALONG SAID MARGIN, 98.61 FEET TO THE EAST LINE OF SAID SUBDIVISION; THENCE SOUTH 00°53'49" WEST, ALONG SAID SUBDIVISION LINE, 216.91 FEET TO THE TRU13 POINT OF BEGINNING, SITUATE IN THE CITY OF RENTON, COUNTY OF KING, STATE OF WASH NGTON. PARCEL C: THAT PORTION OF OAKESDALE AVENUE SOUTHWEST ( PLATTED AS STIBIEN AVENUE, FORMERLY KNOWN AS 80TH AVENUE SOUTH, ALSO KNOWN AS UNDEVELOPED OAKDALE AVENUE SOUTHWEST) IN THE NORTHEAST QUARTER OF SECTION 24, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., ADJOINING BLOCKS 40 AND 41, C. D. HILLMAN'S EARLINGTON GARDENS ADDITION TO THE CITY OF SEATTLE, DIVISION NO. 1, AS PER PLAT RECORDED mmiR1T A TO DEm OB TRUST PAGE 2 12187-2304/LEGAL12926237.5 3113M 20070316001739.037 1N VOLUME 17 OF PLATS, PAGE 74, RECORDS OF KING COUNTY, AND LYING NORTHERLY OF STATE ROUTE 405 AS CONVEYED TO THE STATE OF WASHINGTON BY DEED RECORDED UNDER RECORDING NO.5443689, AND LYING SOUTHERLY OF SOUTHWEST GRADY WAY AS CONVEYED FOR PUBLIC ROAD BY DEEDS RECORDED UNDER RECORDING NOS. 2919081, 2923140 AND 2927725 THAT WOULD ATTACH BY OPERATION OF LAW; SITUATE IN THE CITY OF RENTON, COUNTY OF KING, STATE OF WASHINGTON. EXHIBIT A TO DEED OF TRUST PAGE 3 I2I s7-2304/1.EOALl7M237.5 3/13/07 20070711001648.001 Return Address U.S. Bank National Association Cotnmercial Real Estate Division, PD-WA T8RE 1420 Fifth Avenue, 8`' Floor Seattle, WA 98101 Attention: Bonnie Menzies Document Title(s) (or transactions contained therein): 1. First Amendnant to Deed of Trust /G '/ ,-7G� 'Up l3$ Reference Number(s) of Documents amended: FILED FOR RECORO (on page of documents(s)) AT THE REQUEST OF Ml LaI1dAmeflca 20070315001739 1111011111 commercial Services Grantor(s) (Last name first, then first name and initials): 1. EARLINGTON LLC Grantee(s) (Last name first, then fast name and initials): 1. U.S. BANK NATIONAL ASSOCIATION (Beneficiary) 2. U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION.(Trustee) )Legal description (abbreviated: i.e. lot, block, plat or section, township, range) LOTS A & B OF CITY OF RENTON LLA f# LUA-07-035-LLA, REC NO. 20070423900013 ALONG WITH THAT PTN OF OAKSDALE AVE SW ATTACHED BY OPERATION OF LAW The complete legal description is on Exhibit A. Assessor's Property Tax ParcelVAccount Numbers 334040-7100 and 242304-9124 FIRST AMENDMENT TO DEED OF TRIJV- 12167,234IA,EGAL13279521.2 612M7 PACE I 3�b 20070711001548.002 FIRST AMENDMENT TO DEED OF TRUST The Deed of Trust described below (the "Deed of Trust') is hereby amended as set forth herein: Grantor: EARLINGTON LLC Trustee: U-S. BANK TRUST COMPANY, NATIONAL ASSOCIATION Beneficiary: U.S. BANK NATIONAL ASSOCIATION Date: March 15, 2007 Recording No.: 20070315001739 1. The Deers of Trust is hereby amended to reflect that the legal description of the band (as such term is defined in the Deed of Trust) has been amended and is set forth on Exhibit A attached hereto, 2. The Deed of Trust is hereby amended to reflect that the Loan Agreement has been amended and restated by that certain Amended and Restated Loan Agreement dated as of Jane 20,2007. All references in the Deed of Trust to the Loan Agreement shall constitute references to such Amended and Restated Loan Agreement, as it may be subsequently amended or restated. 3. The Deed of Trust is hereby amended to reflect that the Note has been renewed by that certain Renewal Note dated as of June 20, 2007. All references in the Deed of Trust to the Note shall constitute references to such Renewal Note, as it may be subsequently amended or restated. 4. Clause (1) of the section of the Deed of Trust commencing with "To Secure the 1{ollowi4' is hereby deleted in its entirety and replaced with the following: (1) Payment of the sum of $21,500,000, with interest thereon, according to the terms and provisions of that certain Renewal Promissory Note ("Note) dated as of June 20, 2007, made by Grantor and payable to Beneficiary. 5. Except as set forth herein, all of the terms and conditions of the Deed of Trust, as amended, shall remain in full force and effect and are hereby ratified and affirmed. [The remainder of this page has been intentionally left blank] FIRST AMENDMENT TO t7GED OF TRUST PAGE 2 121 V-23041LEGAL 13279521.2 sran7 20070711001648.003 IN WITNESS WHEREOF, Grantor and Beneficiary havc executed this Amendment as of June 20, 2007. GRANTOR EARLINGTON LLC By 'C� • !-'� Name: btK .. !.v • v /p Title: 'cv4 P BENEFICIARY: U.S. HANK NATIONAL ASSOCIATION !_ ._.�.� FIRST AMENDM>:.NT TO DM OF TRUST PAGA 3 12187 ?104UGAL13279321.1 612w? 200707110016U.004 STATE OF WASHINGTON ) ) ss. COUNTY OF KING } I certify that I know or have satisfactory evidence that � Ij �, jjj? khjU is the person who appeared before me, and said person acknowledged that he signed this instrument, on oath stated that he was authorized to execute the inw=ent and aclmowledged it as the _ W.WX SV p of EARLTNGTON LLC, a Delaware limited liability company, to be the free and voluntary act of such parties for the uses and purposes mentioned in the instnunent. Dated: ' %/ 1010 7 Sy�ol1 @-00 p0�R� '? ys iCesiding allotary blic of VV sh ad d!3c aoff! A 2 r s s My appointment expires: V11/![ FIRST AMYNDML'NT TO DEED OF TRUST PAGE 4 121 B7.2304/LLGAL 13279521.1 WW07 20070711001648.005 STATE OF WASHiNGTON ) )SS. COUNTY OF KING } On this Z day of , 2007, beforc me, the undersigned, a Notary Public in and for the State of Washington, duly commissioned and sworn, personally appeared E_ Me L bbD-9E , to the known to be the person who signed as of U.S. BANK NATIONAL ASSOCIATION, the national banking association that executed the within and foregoing instnment, and aclmowledged said instrument to be the free and voluntary act and deed of said national banking association for the uses and purposes therein mentioned, and on oath stated that J tX- was authorized to execute said instrument on behalf of the national banking association. IN WITNESS WHEREOF I have hereunto set my hand and official seal the day and year first above written. fa (Signature Notaryy `g a�h'f'k: (Print or stamp name of Notary) NOTARY PUBLIC in and for.4he State s X , „ V. s of Washington, residing at My appointment expires. //- /0 •/D +t 1111%��U��� FIRST AMUNDMENTTO DIED OF TRUST pAOF 3 12187.23041LEGALl3279521.2 02=7 20070711001648.006 EXHIBIT A Legal Description PARCEL LOT A OF CITY OF RENTON LOT LINE ADJUSTMENT NO. LUA-07-035-LLA, RECORDED UNDER KING COUNTY RECORDING NO. 20070423 9000 13, RECORDS OF KING COUNTY. SITUATE IN THE CITY OF RENTON, COUNTY OF KING, STATE OF WASHINGTON. PARCEL B: LOT B OF CITY OF RENTON LOT LINE ADJUSTMENT NO. LUA-07-035-LLA, RECORDED UNDER KING COUNTY RECORDING NO.20070423900013, RECORDS OF KING COUNTY. SITUATE IN THE CITY OF RENTON, COUNTY OF KING, STATE OF WASHINGTON. PARCEL C: THAT PORTION OF OAKESDALE AVENUE SOUTHWEST (.PLATTED AS STIBIEN AVENUE, FORMERLY KNOWN AS 80TI" AVENUE SOUTH, ALSO KNOWN AS UNDEVELOPED OAKDALE AVENUE SOUTHWEST) IN THE NORTHEAST QUARTER OF SECTION 24, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., ADJOINING BLOCKS 40 AND 41, C. D, HILLMAN'S EARLiNGTON GARDENS ADDITION TO THE CITY OF SEATTLE, DIVISION NO. 1, AS PER PLAT RECORDED IN VOLUME 17 OF PLATS, PAGE 74, RECORDS OF KING COUNTY, AND LYING NORTHERLY OF STATE ROUTE 405 AS CONVEYED TO THE STATE OF WASHINGTON BY DEED RECORDED UNDER RECORDING NO. 5443689, AND LYING SOUTiIERLY OF SOUTHWEST GRADY WAY AS CONVEYED FOR PUBLIC ROAD BY DEEDS RECORDED UNDER RECORDING NOS. 2919081, 2923140 AND 2927725 THAT WOULD ATTACH BY OPERATION OF LAW; SITUATE in the CITY OF Renton, County of King, STATE OF WASHINGTON. FIRST AMENDMENT TO DEED Of TRUST PAGE I 12187.23041LEGAL13274521.2 6=07 20070315001740.001 Return Address U.S. Bank National Association Commercial Real Estate Division, PD-WA-T8RE 1420 Fifth Avenue, 812` Floor Seattle, WA 98101 Attention: Bonnie Menzies 20070315001740 pAaH80 i CAOF 8] 1 SUeL 42 AS 09 "12"7 14.12 KYNG GotnlTY, WA Document Title: 1. Subordination, Non -Disturbance, Estoppel and Attornment Agreement Reference Number(&) of Documents assigned or released: (on page _ of documents(s)) Grantor(s) (Last name first, then first name and initials): 1. KING COUNTY, WASB NGTON 2. EARLINGTON LLC Grautee(s) (Last name first, then first name and initials): 1. U.S. BANK NATIONAL ASSOCIATION Legal description (abbreviated: i.e. lot, block, plat or section, township, range) The complete legal description is on Exhibit A. Assessor's Property Tax Parcel/Account Number 3340407100 FILED FOR RECORD AT THE REQUEST OF MarldAmerica Commercial Se►vice$ /0� � goi-7 j 12I 87.0I OQ-iN0W/I2926T2G_1, D0q V2 V02 20070316001740.002 SUBORDINATION, NON -DISTURBANCE, ESTOPPEL AND ATTORNMENT AGREEMENT Date: 2007 From: KING COUNTY, WASHINGTON ("Tcnanf') and EARLINGTON LLC (`landlord") To: U.S. BANK NATIONAL ASSOCIATION ("U.S. Bann") Lease Dated: December 2005 WITNESSETH A. Tenant has entered into a lease dated December 2005 (the "Lease *� with Shepherd Investing, Inc., Landlord's predecessor in interest covering promises (the "Premises') described more particularly on attached Exhibit A. B. U.S. Bank has made a loan or intends to make a loan to Landlord secured by a Deed of Trust, Assignment of Rents and Leases and Security Agreement (the "Deed of Trust"). One of the requirements for U.S. Bank making the loan to Landlord is that the Lease be subordinate to the lien of the Deed of Trust. The Deed of Trust was recorded on March , 2007 in the real estate records of King County, Washington under File No. 7Q-Jbt ,'5tD)�J� . U.S. Bank and its agents are authorized to insert the recording information into this recital. C. U.S. Bank has been requested by Tenant and by Landlord to enter into a non - disturbance agreement with Tenant; NOW, THEREFORE, in consideration of the promises and mutual covenants hereinafter contained, the parties hereto mutually covenant and agree as follows: l . The Lease and any extensions, renewals, replacements or modifications thereof, and all of the right, title and interest of Tenant in and to said Premises, including but not limited to any option or right of first refusal to purchase Premises, or any acquisition of title to the Premises by Tenant during the term of the Deed of Trust, are and shall be subject and subordinate to the Deed of Trust and to all of the terms and conditions contained herein, and to any renewals, modifications, replacements, consolidations and extensions of the indebtedness secured thereby. SUBORDINATION, NON-MSTURSANCE. ESTO"EL ANu AT"romkt6N r AUREEMENT [ 1SNDA_WSU] PAGE 3/ k JW7 20070315001740.003 2. U.S. Bank consents to the Lease and, in the event of foreclosure of the Deed of Trtrst, or in the event U.S. Bank comes into possession or acquires title to the premises as a result of the enforcement or foreclosure of the Deed of Trust, or as a result of any otber means, U.S, Bank agrees to recognize Tennant and further agrees that Tenant shall not be disturbed in its possession of the Premises for any reason other than one which would entitle Landlord to terminate the Lease under its terms or would cause, without further action by such Landlord, the termination of the Lease or would entitle such Landlord to dispossess Tenant from the Premises. 3. Tenant agrees with U.S. Bank that if the interests of Landlord in the Premises shall be transferred to and owned by U.S. Bank by reason of foreclosure or other proceedings brought by it, or by any other manner, Tenant shall be bound to U.S. Bank under all of the terms, covenants and conditions of the Lease for the balance of the terra thereof remaining and any extensions or renewals thereof which may be affected in accordance with any option therefor in the Lease, with the same force and effect as if U.S. Bank were Landlord under the Lease, and Tenant does hereby attorn to U.S. Bank as its Landlord, said attonvment to be effective and self -operative without the execution of any further instruments on the part of any of the parties hereto immediately upon U.S. Bank succeeding to the interest of Landlord in the Premises. Tenant agrees, however, upon the election of and written demand by U.S. Bank after U.S. Bank receives title to the Premises, to promptly execute an instrument in confirmation of the foregoing provisions, satisfactory to U.S. Bank, in which Tenant shall acknowledge such attornment and shall set forth the terms and conditions of its tenancy. 4. Tenant agrees with U.S. Bank that if U.S. Bank shall succeed to the interest of Landlord under the Lease, U.S. Bank shall not be (a) liable for any action or omission of any prior landlord under the Lease, or (b) subject to amy offsets or defenses which Tenant might have against any prior landlord, or (c) bound by any rent or additional rent which Tenant might have paid for more than the current month to any prior landlord, or (d) bound by any security deposit which Tenant may have paid to any prior landlord, unless such deposit is in an escrow fund available to U.S. Bank, or (e) bound by any amendment or modification of the Lease made without U.S. Bank's consent, or (f) bound by any provision in the Lease that obligates Landlord to erect or complete any building or to perform any construction work or to make any improvements to the Premises, or (g) liable for or incur any obligation with respect to any breach of warranties or representations of any nature under the Lease or otherwise, including, without limitation, any warranties, or representations respecting use, compliance with zoning, Landlord's title, Landlord's authority, habitability and/or fitness for any purpose. or possession, or (h) liable for consequential damages. Tenant further agrees with U.S. Bank that Tenant will not voluntarily subordinate the Lease to any lien or enewnbrance without U.S. Bank's consent. 5. In the event that Landlord shall default in the performance or observance of any of the terms, conditions or agreements in the Lease, Tenant shall give written notice SUBOROTNA7[ON, NON -DISTURBANCE, t:MPPEL AND ArrORNMENT ACIRERMENT PAGE 2 (AN DA_wSUj 3/12ro7 20070316001740.004 thereof to U.S. Bank and U.S. Bank shall have the right (but not the obligation) to cure such default. Tenant shall not take any action with respect to such default under the Lease, including and without limitation, any action in order to terminate, rescind or void the Lease or to withhold any rental thereunder for a period of 10 days alter receipt of such written notice thereof by U.S'. Bank withh respect to any such default capable of being cured by the payment of money and for a period of 30 days after receipt of such written notice thereof by U.S. Bank with respect to any other such default; provided, that in the case of any default which cannot be cured by the payment of money and cannot with diligence by cured within such thirty 30- day period because of the nature of such default or because U.S. Bank requires time to obtain possession of the Premises in order to cure the default, if U.S. Bank shall proceed promptly to attempt to obtain possession of the Premises, where possession is required, and to cure the same and thereafter shall prosecute the curing of such default with diligence and continuity, then the time within which such default may be cured shall be extended for such period as may be necessary to complete the curing of the sarne with diligence and continuity. 6. Tenant agrees with U.S. Bank that Tenant's estate in the Premises shall not be conveyed or encumbered without the written consent of U.S. Bank so long as the Lease is in effect. 7. Landlord and Tenant hereby covenant and agree with U.S. Bank as follows: (a) The Lease has been property executed and delivered by Tenant, is valid and binding upon Tenant, has not been modified, and is in full force and effect; (b) There exist no defaults under the terms of the Lease by Landlord or Tenant; (c) Tenant has not paid any rental to Landlord more than one month in advance and Landlord holds no security deposit for Tenant except (d) Tenant has no defense, claim of lien or offset, under the Lease or against the rental payable thereunder; and (e) Tenant has no claims to or interest in the Premises, legal or equitable, or any contract or option therefore, other than as a tenant under the lease. Tenant hereby agrees that it will promptly notify U.S. Bank in writing of and when any of the above conditions should become untrue or incorrect in any material respect. 8. This Agreement shall bind and inure to the benefit of all parties hereto, their successors and assigns, As used herein the term "Tenant" shall include Tenant, its successors and assigns; the words "foreclosure" and "foreclosure sale" as used herein shall be deemed to include the acquisition of Landlord's estate in the Premises by voluntary deed (or assignment) in lieu of foreclosure, and the word "U.S. Bank" shall include U.S. Bank herein specifically SUBOMNATION. NON-DISTURSANCn, ESTOPPEL AND ATTQRNMENT AGREEMENT PAGE 7 J%N DA_ WSU) 31I2107 20070315001740.005 named and any of its successors and assigns, including anyone who shall succeed to Landlord's interest in the Premises by, through or under foreclosure of the Deed of Trust_ 9. This Agreement shall not be modified or amended except in writing signed by the parties hereto. 10. The use of the neuter gender in this Agreement shall be deemed to include any outer gender, and words in the singular number shall be held to include the plural, when the sense requires. 11. Notwithstanding any of the other provisions hereof this Agreement is not intended to create and shall not be deemed to create any personal liability on the part of tenant for repayment of the loan secured by the Deed of Trust. IN WITNESS WHEREOF the parties hereto have placed their hands and seals the day and year first above written. LANDLORD: EARLINGTON LLC By �•e... Name: Title: TENANT: KING COUNTY, WASHINGTON 13y L4!gr.2&2Kae — Name: _ IL_a.` ky D. Bruw ✓� Title: fife 07 r SUBORDINATION. NON-DISTURSANCE. MIOPP0, AND ATMRN UNT AGREUM ENT t fSNDA_ WSO) PAGR4 3112107 U.S. BANK: U.S. BANK NATIONAL ASSOCIATION' SUBORDINATION.NONA NSTURBANCE.I:STOPPCL AND A'ITIUMMENTAGREEMENT PAGE 5 [ ISNDA_WStq M2107 20070315001740.007 STATE OF WASHINGTON ) )Ss. COUNTY OF KING ) I certify that I know or have satisfactory evidence that e f,A,•' is the person who appeared before me, and said person acknowledged that he signed this instrument, qn oath stated that he was authorized to execute the instrument and acknowledged it as the r• _�t•tr-_-- of � , as the Of C a �i • t • c� C_ ti !: �J n �_•-ylk to be the free and voluntary act of such parties for the uses and purposes mentioned in the instrument. Dated: 9 • 12 - 2 VC Z ;a-" tr SUBORDINA710N. NUN -DISTURBANCE. L' OPPEL AND ATrORNMLNT AGREEMENT t/SNan ws11) ( ignaturc of Notary) n � � (Print or stamp name of Notary) NOTARY PUBLIC in and for the State of Washington, residing at SZ--Z,P My appointment expires: Icy_-1S' :j T& ff PAOE6 V1 aru7 20070316001740.008 STATE OF WASHINGTON ) ss. COUNTY OF KING ) I certify that I know or have satisfactory evidence thal is the person who appeared before me, and said person acknowledged that he signed this instrument, gn oa stated that he was authorized to execute the instrument and acknowledged it as the !/ of l ._, L! C.- , to be the free and voluntary act of such corporation for the uses and pujOoscs mentioned in the instrument. Dated: SUBORDINATION. NON -DISTURBANCE. E.RTOPPEL AND ATTORNMENT AGREEMENT [ IyNDA_%VSUl ---A - e�:4= (Signature ofRotary) (Print or stamp name of Notary) NOTARY PUBLIC in and fo the of Washington, residing at , �� c. !'I My appointment expires: PAGE 7 3/ V07 20Q STATE OF WASHNGTON ) ss. COUNTY OF KING 1 �4. Akcr/- On this � da of . 2007, personpy appe before me �- • /►.�4k b4 tome Irnawn to be the U (5 S 9,vr of U.S. Bank National Association, that executed the within and foregoing instrument and acknowledged the instrument to be the free and voluntary act and deed of the association, for tite uses and purposes therein mentioned, and on oath stated that sbethe was/were authorized to execute the instrument. IN W] T'NESS WHEREOF I have hereunto set my irl�` and official seal the day and year first above written. I / r ��.""NWtltl ltt ,� -4 ON �, t rl�(Si a f Notary) 0 ' • . : (Print or stamp name of Notary) -1 ��,,t�q ' NOTARY PUBLIC in and the State of Washington, residing at N f My appointment expires: �f) SUBORi)INATION. NON-DISTUUANCE, ESTOPPEL .AND ATTORNMENT AURP_EM F-N T PAGE a (+SNDA WCUI 3112107 EXHIBIT A to Subordination, Non -Disturbance, Estoppel and Attornment Agreement LEGAL DESCRIPTION PARCEL A: LOTS I THROUGH 56, BLOCK 40 AND LOTS I THROUGH 56, BLOCK 41, C.D. HLLLMAN'S EARLINGTON GARDENS ADDITION TO THE CITY OF SE.ATTLE, DIVISION NO. 1, AS PER PLAT RECORDED IN VOLUME 17 OF PLATS, PAGE 74, RECORDS OF KING COUNTY; TOGETE ER Wr]'3"I THOSE PORTIONS OF SOLMiWM 12TH STREET (FORMERLY KNOWN AS SOUTH 150TH PLAM AND T HOMAS AVENUE SOUTHWEST (FORMERLY KNOWN AS 83"" AVENUE SOUTH) AND ALLEYS IN SAID BLOCKS 40 AND 41, VACATED BY THE CITY OF RENTON ORDINANCE NO. 2475 AS CONVEYED BY THE CITY OF RENTON BY DEED RECORDED UNDER RECORDING NO. 6635409; AND THE CITY OF RENTON ORDINANCE NO.3373, RECORDED UNDER RECORDING NO. 7911260604 THAT WOULD ATTACH BY OPERATION OF LAW: EXCEPT THAT PORTIONS IMMOF CONVEYED TO KING COUNTY FOR PUBLIC ROAD B Y DEEDS RECORDED UNDER RECORDING NOS. 2919081, 2923140 AND 2927725; AND EXCEPT THAT PORTION THB1 MF CONVEYED TO THE STATE OF WASHINGTON FOR PRIMARY STATE HIGHWAY NO. I BY DEED RECORDED UNDER RECORDING NO.5443689: SITUATE IN THE CITY OF RENTON, COUNTY OF KING, STATE OF WA5IIINGTON. PARCEL B; THAT PORTION OF THE SOUTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 24, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., DESCRIBED AS FOLLOWS: BEGINNING AT A CONCRETE MONUMTNT IN CASE, WHICH MARKS THE BAST QUARM CORNER OF SAID SECTION; TIiENCE NORTH 00°35'53" EAST, ALONG THE EAST LINE OF SAD) SECTION, 445.93 FEET TO THE NORTHERLY MARGIN OF STATE ROUTE 405, AS APPROVED OCTOBER 31, 1961; THENCE SOUTH 86,19'5 V WEST, ALONG SAID NORTHERLY MARGIN, 1,339.58 FEET TO AN INTERSECTION WITH THE EAST LINE OF SAID SUBDIVISION AND THE TRUE PONY OF BEGINNING; THENCE CONTINUE, ALONG SAID NORTHERLY MARGIN, I0.88 FEET TO A POINT WHICH IS 39.00 FEET NORT TEASTERL,Y OF THE CENTERLINE OF PROPOSED OAKESDALE AVENUE SOUTHWEST, AS MEASURED AT RIGHT ANGLES THERETO, AS SAID CENTERLINE IS SHOWN ON THE PLANS ENTITLED " OAKESDALE AVENUE SOUTHWEST IIv[PROVEMEMS, SOUTHWEST 16'" STREET TO SOUTHW ESL' GRADY WAY," DATED SEPTEMBER 25, 1987, AS PREPARED BY CH2M HILL FOR THE CITY OF RENTON; EX)418n A TO SUBORDINATION. NUN-UISTURSANCE, E.4TOPPEL AND AITORNMENT AOltli'EMENT rSNDA_WSU] PACE 1 3112)07 200703160017 40.011 THENCE NORTH 2r4531" WEST, PARALLEL TO SAID CENTERLINE A DISTANCE OF 156.95 FEET TO A POINT OF CURVATURE OF A TANGENT CURVE TO THE RIGHT HAVING A RADIUS OF 45.00 FEET; TFIENCE NORTHERLY, ALONG THE ARC OF SAID CURVE, THROUGH A CENTRAL ANGLE OF 54°4759", 43.04 FEET TO A POINT ON THE SOUTHERLY MARGIN OF SOUTHWEST GRADY R[GHT- OF-WAY, WHICR POINT SEARS NORTH 63-5732" WEST FROM THE CENTER POINT OF SAID CURVE; THENCE NORTH 66"5n2" EAST, ALONG SAID MARGIN, 98.61 FEET To THE EAST LINE OF SAID SUBDIVISION; THENCE SOUTH. OTST49" WEST, ALONG SAID SUBDIVISION LINE, 216.91 FEET TO THE TRUE POINT OF BEGR4NING; SITUATE IN THE CITY OF RENTON, COUNTY OF KING, STATE OF WASFMGTON. EARCEL C: THAT PORTION OF OAKESDALP. AVENUE SOUTHWEST (PLATTED AS STIBIEN AVENUE, FORMERLY KNOWN AS 80TH AVENUE SOUTA, ALSO KNOWN AS UNDEVELOPED OAKDALE AVENUE SOUTHWEST) IN THE NORTHEAST QUARTER OF SECTION 24, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M, ADIOTNINO BLOCKS 40 AND 41, C.D. HILLMAN'S EARLTNGTON GARDENS ADDITION TO THE CITY OF SEATTL.E, DMSION NO. 1, AS PER PLAT RECORDED IN VOLUME 17 OF PLATS, PAGE 74, RECORDS OF TANG COUNTY, AND LYING NORTHERLY OF STATE ROUTE 405 AS CONVEYED TO THE STATE OF WASHINGTON BY DEED RECORDED UNDER RECORDING NO. 5443689, AND LYING SOUIIIERLY OF SOUTHWEST GRADY WAY AS CONVEYED FOR PUBLIC ROAD BY DEEDS RECORDED UNDER RECORDING NOS. 2919081, 2923140 AND 2927725 THAT WOULD ATTACH BY OPERATION OF LAW; SITUATE W THE CITY OF RENTON, COUNTY OF KING, STATE OF WASHINGTON. SUBORDINAVON. NON-DI5 fURBANCL, GS'1' PPEL ANL) ATl ORNMENT AGRECMENf I /SNDA,WSl1j PACE 2 1112M7 20070315001741.001 r % r Return Address U.S. Bank National Association Commercial Real Estate Division, PD-WA-T8RE 1420 Fifth Avenue, 80'Floor Seattle, WA 98101 Attention: Bonnie Menzies Document Title: 1. SuboTdination, Nan -Disturbance, Estoppel and Attornment Agreement Reference Number(s) of Documents assigned or released: (on page _ of doe ments(s)) Grantor(s) (Last name first, then first name and initials): 1. KING COUNTY, WASHINGTON 2. EAR.LINGTON LLC Grantee(s) (East name first, then first name and initials): 1. U.S. BANK NATIONAL ASSOCIATION Legal description (abbreviated: i.e. lot, }clock, plat or section, township, range) The complete legal description is on Exhibit A. Assessor's property Tax Parcei/Account Number 3340407100, ;t-Y Z .?V y'- g/ xy 112197-01004X) O/12926726^).DOC.) FILED FOR RECORD AT THE REOUEST OF 1!_andAmerica camme(cial Services 3!--&02 20070315001741.002 SUBORDINATION, NON -DISTURBANCE, ESTOPPEL AND ATTORNMENT AGREEMENT Date: .2007 From: KING COUNTY, WASHINGTON (`"Tenant"} and EARLINGTON LLC ("Landlord") To: U.S. BANK NATIONAL ASSOCIATION ("U.S. Bank") Lease Dated: December 2005 WITNESSETH A. Tenant has entered into a lease dated December 2005 (the "Lease") with Shepherd Investing, Inc., Landlord's predecessor in interest covering premises (the "Premises' described more particularly on attached Exhibit A. B. U.S. Bank has made a loan or intends to make a loan to Landlord secured by a Deed of Trust, Assignment of Rents and Leases and Security Agreement (the "Deed of Trust"). One of the requirements for U.S. Bank making the loan to Landlord is that the Lease be subo4nate to the lien of the Deed of Trust. The Deed of Trust was recorded on March t5 , 2007 in the real estate records of King County, Washington under File No. 9W-7n� . U.S. Bank- and its agents are authorized to insert the recording information into this recital. C. U.S. Bank has been requested by Tenant and by Landlord to enter into a non - disturbance agreement with Tenant; NOW, THEREFORE, in consideration of the promises and mutual covenants hereinafter contained, the parties hereto mutually covenant and agree as follows: L The Lease and any extensions, renewals, replacements or modifications thereof, and all of the right, title and interest of Tenant in and to said Premises, including but not limited to any option or right of first refusal to purchase Premises, or any acquisition of title to the Premises by Tenant during the term of the Deed of Trust, are and shall be subject and subordinate to the Deed of Trust and to all of the terms and conditions contained herein, and to any renewals, modifications, replacements, consolidations and extensions of the indebtedness secured thereby. SUBORDINA1I0N. NON-DLSTURBANCE- E,STUPPEL AND ATrORNMENT AGREEMENT L t3NDA_KinU aunty W'ork.Sourcej PAGE 3112107 20070315001741.003 .. I 2. U.S. Bank consents to the Lease and, in the event of foreclosure of the Deed of Trust, or in the event U.S. Bank comes into possession or acquires title to the premises as a result of the enforcement or foreclosure of the Deed of Trust, or as a result of any other means, U.S. Bank agrees to recognize Tenant and further agrees that Tenant shall not be disturbed in its possession of the Premises for any reason other than one which would entitle Landlord to terminate the Lease under its terms or would cause, without further action by such Landlord, the termination of the Lease or would. entitle such Landlord to dispossess Tenant from the Premises. 3. Tenant agrees with U.S. Bank that if the interests of Landlord in the Premises shall be transferred to and owned by U.S. Bank by reason of foreclosure or other proceedings brought by it, or by any other manner, Tenant shall be bound to U.S. Bank under all of the terms, covenants and conditions of the Lease for the balance of the term thereof remaining and any extensions or renewals thereof which may be affected. in accordance with any option therefor in the Lease, with the same force and effect as if U.S. Bank were Landlord under the Lease, and Tenant does hereby attorn to U.S. Bank as its Landlord, said attornment to be effective and self -operative without the execution of any further instruments on the part of any of the parties hereto immediately upon U.S. Bank succeeding to the interest of Landlord in the Premises. Tenant agrees, however, upon the election of and written demand by U.S. Bank after U.S. Bank receives title to the Premises, to promptly execute an instrument in confirmation of the foregoing provisions, satisfactory to U.S. Bank, in which Tenant shall acknowledge such attorament and shall set forth the terms and conditions of its tenancy. 4. Tenant agrees with U.S. Bank that if U.S. Bank shall succeed to the interest of Landlord under the Lease, U.S. Bank shall not be (a) liable for any action or omission of any prior landlord under the Lease, or (b) subject to any offsets or defenses which Tenant might have against any prior landlord, or (c) bound by any rent or additional rent which Tenant might have paid for more than the current month to any prior landlord, or (d) bound by any security deposit which Tenant may have paid to any prior landlord, unless such deposit is in an escrow fund available to U.S. Bank, or (e) bound by any amendment or modification of the Lease made without U.S. Bunk's consent, or (f) bound by any provision in the Lease that obligates Landlord to erect or complete any building or to perform any constriction work or to make any improvements to the Premises, or (g) liable for or incur any obligation with respect to any breach of warranties or representations of any nature under the Lease or otherwise, including, without limitation, any warranties, or representations respecting use, compliance with zoning, Landlord's title, Landlord's authority, habitability and/or fitness for any purpose. orpossession, or (h) liable for consequential damages. Tenant further agrees with U.S. Bank that Tenant will not voluntarily subordinate the Lease to any lien or encumbrance without U.S. Bank's consent. S. In the event that Landlord shall default in the performance or observance of any of the terms, conditions or agreements in the Lease, Tenant shall give written notice SUBURAINATION. NON•DISTURSANCE, F.STO PM. AND ATrORNMENT AGREEMENT I M.NDA_Kins County WorkSewal PAGE 3/12W 20070316001741.004 thereof to U.S. Bank and U.S. Bank shall have the right (but not the obligation) to cure such default. Tenant shall not take any action with respect to such default under the Lease, inciuding and without limitation, any action in order to terminate, rescind or void the Lease or to withhold any rental thereunder for a period of 10 days after receipt of such written notice thereof by U.S. Bank with respect to any such default capable of being cured by the payment of money and for a period of 30 days after receipt of such written notice thereof by U.S. Bank with respect to any other such default, provided, that in the case of any default which cannot be cured by the payment of money and cannot with diligence by cured within such thirty 30- day period because of the nature of such default or because U.S. Bank requires time to obtain possession of the Premises in order to cure the default, if U.S, Bank shall proceed promptly to attempt to obtain possession of the Premises, where possession is required, and to cure the same and thereafter shall prosecute the curing of such default with diligence and continuity, then the time within which such default may be cured shall be extended for such period as may be necessary to complete the curing of the same with diligence and continuity. b. Tenant agrees with U.S. Bank that Tenant's estate in the Premises shall not be conveyed or encumbered without the written consent of U.S. Bank so long as the Lease is in effect. Landlord and Tenant hereby covenant and agree with U.S. Bank as follows: (a) The Lease has been properly executed and delivered by Tenant, is valid and binding upon Tenant, has not been modified, and is in full force and erect; (b) There exist no defaults under the terms of the Lease by Landlord or Tenant; (c) Tenant has not paid any rental to Landlord more than one month in advance and Landlord holds no security deposit for Tenant except $ 0 ; (d) Tenant has no defense, claim of lien or offset, under the Lease or against the rental payable thereunder, and (e) Tenant has no claims to or interest in the Premises, legal or equitable, or any contract or option themfore, other than as a tenant under the lease. Tenant hereby agrees that it will promptly notify U.S. Bank in writing of and when any of the above conditions should become untrue or incorrect in any material respect. $, - This Agreement shall bind and inure to the benefit of all parties hereto, their successors and assigns. As used herein the term "Tenant" shall include Tenant, its successors and assigns; the words "foreclosure" and "foreclosure sale" as used herein shall be deemed to include the acquisition of Landlord's estate in the Premises by voluntary deed (or assignment) in lieu of foreclosurre, and the word "U.S. Bank" shall include U.S. Bank herein specifically SUBORDINATION, NOWDISTtI WANCL ESTOPPEL AND AITORNMENT ACrRPFMFW PAGE ? (1SNDA_King County Worvsoulvcl 3 2/07 20070316001741.005 named and any of its successors and assigns, including anyone who shall succeed to Landlord's interest in the Premises by, through or under foreclosure of the Deed of Trust. 9. This Agreement shall not be modified or amended except in writing signed by the parties hereto. 10. The use of the neuter gender in this Agreement shall be deemed to include any other gender, and words in the singular number shall be held to include the plural, when the sense requires. 11. Notwithstanding any of the other provisions hereof, this Agreement is not intended to create and shall not be deemed to create any personal liability on the part of tenant for repayment of the loan secured by the Deed of Trust. IN WITNESS WHEREOF the parties hereto have placed their hands and seals the day and year first above written. LANDLORD: EARLINGTON LLC B y Name: vd r.,,.frr1 Title: S'✓t TENANT: KING COUNTY, WASIHNGTON By ��✓-- Name: _ 144 -ow Title: _�.I 2 IG7.rp c�`o1�. SUl3MINAMN. NON•p!S MBANCL'.. ESTOPPEL AND AT'rORNMENT AGUEMENT PAVE 4 [1'SNDA_KingCounty WorkSource) Y121107 U.S. BANK: U.S. BANK NATIONAL ASSOCIATION SUBORDINATION. NUN-UI.SPURSAW12 EMPPEL A14D A7T0R NM CNT AGREEMENT j 1SNDA_King County WerkSmmc] PAGE S 312107 n iei.Ky rut5uu in ana for the z>tate of Washington, residing at mf My appointment expires: Le?•/S'-2Eis�d NUPORDINATION. NO\-D4S11IRSANCE, ESTOPPEL AND ATCORN.MENT AGREL,WNT 'SND.,i_KMq('(Amty WofkSoureG] PAGE G 3/12/0T r r Nli�lr7�l�Y[L•Y��lrt� STATE OF WASHINGTON ) ) ss. COUNTY OF KING } I certify that I know or have satisfactory evidence that sz. Al 444,-.., person who appeared before me, and said person acknowledged that he signed this instrument, on o th stated that he was anthorizeo to execute the instrument and acknowledged it as the off to be the free and voluntary act of such corporation forthe uses and p oses mentioned in the instrument. Dated: 12- ;, -v -:�- �.:a� apTARy qa � ;'0 AZ ►}rrrrpfi,�t� �. SUBORDINATION, NOH.M-n IRBANC F, ESroPPEL AND ATTOMM EN'r AGREW ENT /SNDA_KingCounty WorlcSoumo) (Signature of otary) (Print or stamp name of Notary) NOTARY PUBLIC in and fore State of Washington, residing at L. ".t My appointment expires: zTV V PA(iV } M12,137 20070316001741.009 STATE OF WASHNGTON ) ) ss. COUNTY OF KING } tns y of /�2007, pens a11Y app ed before ma to me known to be the er /19 s fv- of U.S. Bank National Association, that executed the within and foregoing instr=ent and acknowledged the instrument to be the free and voluntary act and deed of the association, for the uses and purposes therein mentioned, and on oath stated that she/he was/were authorized to execute the instrument. IN WTMIESS WHEREOF T have hereunto set my year first above written. z �14,10 official seal the day and S'I r (Print or stamp name of Notary) NOTARY PUBLIC in and a tate of Washington, residing at My appointment expires: A . 5UBORDINA110N. NON•DI.STURBANCE.ESTOPPL•L AND A170RNME.NTAGREEMUNT PAGE 8 t TSNVA_King Caimry wnrkS rccj 3112,07 EXHMIT A to Subordination, Non -Disturbance, Estoppel and Attornment Agreement LEGAL DESCRIPTION Pam: LOTS 1 THROUGH 56, BLOCK 40 AND LOTS 1 THROUGH 56. BLOCK 41, C.D. HILLMA:N'S EARLINGTON GARDENS ADDITION TO THE CITY OF SEATTLE, DIVISION NO. 1, AS PER PLAT RECORDED IN VOLUME 17 OF PLATS, PAGE 74, RECORDS OF ICING COUNTY; TOGETHER WITH THOSE PORTIONS OF SOUTHWEST 12"' STREET (FORMERLY KNOWN AS SOUTH 150TH PLACE) AND THOMAS AVENUE SOUTHWEST (FORMERLY KNOWN AS 83RA AVENUE SOUTH) AND ALLEYS IN SAID BLOCKS 40 AND 41, VACATED BY THE CITY OF RENTON ORDINANCE NO. 2475 AS CONVEYED BY THE CITY OF RENTON BY DEED RECORDED UNDER RECORDING NO. 6635409; AND THE CITY OF RENTON ORDINANCE NO.3373, RECORDED UNDER RECORDING NO. 7911260604 THAT WOULD ATTACH BY OPERATION OF LAW; EXCEPT THAT PORTIONS THEREOF CONVEYED TO KING COUNTY FOR PUBLIC ROAD BY DEEDS RECORDED UNDER RECORDING NOS. 2919081, 2923140 AND 2927725, AND EXCEPT THAT PORTION THEREOF CONVEYED TO THE STA fE OF WASHWGT'ON FOR PRIMARY STATE HIGHWAY NO. 1 BY DEED RECORDED UNDER RECORDING NO.5443689; SITUATE IN THE CITY OF RENTON, COUNTY OF KING, STATE OF WASE NGTON. PAR!QF,L B: THAT PORTION OF THE SOUTHWEST QUARTER OF THE NORTFFIEASf QUARTER OF SECTION 24, TOWNSHIP 23 NOIZIA RANGE 4 EAST, W-M., DESCRIBED AS FOLLOWS: BEGINNING AT A CONCRETE MONUMENT IN CASE, WHICH MARKS THE EAST QUARTER CORNER OF SAID SECTION; THENCE NORTH W3553" EAST, ALONG THE EAST LINE OF SAID SECTION, 445.93 FEET TO THE NORTIERLY MARGIN OF STATE ROUTE 405, AS APPROVED OCTOBER 31, 1961; THENCE SOUTH 86019,510 WEST, ALONG SAID NORTHERLY MARGIN, 1,339.58 FEET TO AN -INTERSECTION WITH THE FAST LLNE OF SAID SUBDIVISION AND THE TRUE. POINT OF BEGINNING; THENCE CONTINUE, ALONG SAID NORTHERLY MARGIN,10.88 FEET TO A POINT WHICH IS 39.00 FEET NORTHEASTERLY OF THE CENTERLINE OF PROPOSED OAKESDALE AVENUE SOUTHWEST, AS MEASURED AT RIGI:II ANGLES THERETO, AS SAID CEO IS SHOWN ON THE PLANS ENTITLED "OAKESDALE AVENUE SOUTHWEST IMPROVEMENTS, SOUTHWEST le STREET TO SOUTHWEST GRADY WAY," DATED SEPTEMBER 25, 1997, AS PREPARED BY CH2M HILL FOR THE CITY OF RENTON; CXH1BrC A TO SUBORDMATiON. NON•D1MMSANCE, ESTOPPEL AND A'f'CORNML:NTAGREEMEN'f PAGF s ( ANDA. King County %lorkSoume) 311 JOT 0, THENCE NORTH 28°45'31" WEST, PARALLEL TO SAID CENTERLINE A DISTANCE OF 156.95 FEET TO A POINT OF CURVATURE OF A TANGENT CURVE TO THE RIGHT HAVING A RADIUS OF 45.00 FEET; THENCE NORTIIERLY, ALONG THE ARC OF SAID CURVE, THROUGH A CENTRAL ANGLE OF 54°47'59", 43.04 FEET TO A POINT ON THE SOUTHERLY MARGIN OF SOUI71WEST GRADY RIGHT- OF-WAY, WHICH POINT BEARS NORTH 63°5732" WEST FROM THE CENTER POINT OF SAID CURVE; THENCE NORTH 66°58'02° EAST, ALONG SAID MARGIN, 98.61 FEET TO THE EAST LINE OF SAID SUBDrMION; THENCE SOUTH 0O'53'49" WEST, ALONG SAID SUBDIVISION LINE, 216.91 FEET TO THE TRUE POINT OF BEGINNING; SITUATE IN THE CITY OF RENTON, COUNTY OF KING, STATE OF WASHINGTON. PARCEL C- !i `• • • • THAT PORTION OF OAKESDALE AVENUE SOUI'I3WEST (PLATTED AS STMIEN AVENUE, FORMERLY KNOWN AS 80"` AVENUE SOUTH, ALSO KNOWN AS UNDEVELOPED OAKDALE AVENUE SOUTHWEST) IN THE NORTHEAST QUARTER OF SECTION 24, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M:, ADJOINING BLOCKS 40 AND 41, C.D. HILLMAN'S EARLWGTON GARDENS ADDITION TO THE CITY OF SEATTLE, DIVISION NO. 1, AS PER PLAT RECORDED IN VOLUME 17 OF PLATS, PAGE 74, RECORDS OF ICING COUNTY, AND LYING NORTTIERI,Y OF STATE ROUTE 405 AS CONVEYED TO THE STATE OF WASHINGTON BY DEED RF,CORDED UNDER RECORDING NO. 3443689, AND LYING SOUTHERLY OF SOUTHWEST GRADY WAY AS CONVEYED FOR PUBLIC ROAD BY DEEDS RECORDED UNDER RECORDING NOS. 2919081, 2923140 AND 2927725 THAT WOULD ATTACH BY OPERATION OF LAW; SITUATE IN THE CITY OF RENTON, COUNTY OF KING, STATE OF WASHINGTON. SUBORDINATION, NON-UISTURBANCL ESTOPPEL AND A'ITOANMENT AGREEMENT I iSNDA King Cuunly 16YnrkSWrrej PAGE 2 it 12 iY1 20070315001 MOM Return Address U.S. Bank National Association Commercial Real Estate Division, PD-WA-T8RE 1420 Fifth Avenue, 8'� Floor Seattle, WA 98101 Attention: Bonnie Menzies Document Title: 1. Subordination, Non -Disturbance, Estoppel and Attomment Agreemcnt Reference Nu mber(s) of Documents assigned or released: (on page _ of documents(s)) Grantor(s) (Last name first, then first name and initials): 1. [BID CORP. 2. EARLINGTON LLC Grantee(s) (Last name first, then first name and initials): I. U.S. BANK NATIONAL ASSOCIATION Legal description (abbreviated: i.e. lot, block, plat or section, township, range) The complete legal description is on Exhibit A. Assessor's Property Tax Parcel/Aecoant Number 3340407100, � y 2 3 o y,- gr zy {t21S7.0t00-0W0LV1292672b 1.o0Cj FIND FOR RECORD AT THE REQUEST OF UfflLandAmerica Commercial Servieas /6gYC?ay7 ;nrro? SUBORDINATION, NON -DISTURBANCE, ESTOPPEL AND ATTORNMENT AGREEMENT Date: , 2007 From: CBID CORP. ("Tenant) and EARLINGTON LLLC ("Landlord") To: U.S. BANK NATIONAL ASSOCIATION ("U.S. Bank') Lease Dated: July 1, 2003 WITNESSETA A. Tenant has entered into a lease dated July 1, 2003 (the "Lease" j with Shepherd Investing, inc., Landlord's predecessor in interest covering premises (the "Premises") described more particularly on attached Exhibit A. B. U.S. Bank has made a loan or intends to make a loan to Landlord secured by a Deed of Trust, Assignment of Rents and Leases and Security Agreement (the "Deed of Trust"). One of the requirements for U.S. Bank making the loan to Landlord is that the Lease be subordinate to the lien of the Deed of Trust. The Deed of Trust was recorded on 2007 in the real estate records of King County, Washington under File No. U.S. Bank and its agents are authorized to insert the recording information into this recital. C. U.S. Bank has been requested by Tenant and by Landlord to enter into a non - disturbance agreement with Tenant; NOW, THEREFORE, in consideration of the promises and mutual covenants hereinafter contained, the parties hereto mutually covenant and agree as follows: 1. The Lease and any extensions, renewals, replacements or modifications thereof, and all of the right, title and interest of Tenant in and to said Premises, including but not limited to any option or right of first refusal to purchase Premises, or any acquisition of title to the Premises by Tenant during the term of the Deed of Trust, are and shall be subject and subordinate to the Deed of Trust and to all of the terms and conditions contained herein, and to any renewals, modifications, replacements, consolidations and extensions of the indebtedness secured thereby, SUBORDINATION. NON•DWIABANCt. E.S"rUPPEL AND ArfORNM ENT AGR EEMWr 11SNDA_IBIo Cnrp.j PAGE. I 113M7 2, U.S. Bank consents to the Lease and, in the event of foreclosure of the Deed of Trust, or in the event U.S. Bank comes into possession or acquires title to the premises as a result of the enforcement or foreclosure of the Deed of Trust, or as a result of any other means, U.S. Bank agrees to recognize Tenant and further agrees that Tenant shall not be disturbed in its possession of the Premises for any reason other than one which would entitle Landlord to terminate the Lease under its terms or would cause, without further action by such Landlord, the termination of the Lease or would entitle such Landlord to dispossess Tenant from the Premises. 3. Tenant agrees with U.S. Bank that if the interests of Landlord in the Premises shall be transferred to and owned by U.S. Bank by reason of foreclosure or other proceedings brought by it, or by any other manner, Tenant shall be bound to U.S. Bank under all of the terms, covenants and conditions of the Lease for the balance of the term thereof remaining and any extensions or renewals thereof which maybe affected in accordance with any option therefor in the Lease, with the same force and effect as if U.S. Bank were Landlord under the Lease, and Tenant does hereby attorn to U.S. Bank as its Landlord, said attornment to be effective and self -operative without the execution of any further instruments on the part of any of the parties hereto immediately upon U.S. Bank succeeding to the interest of Landlord in the Premises. Tenant agrees, however, upon the election of and written demand by U.S. Bank after U.S. Bank receives title to the Premises, to promptly execute an instrument in confirmation of the foregoing provisions, satisfactory to U.S. Bank, in which Tenant shall acknowledge such attornment and shall set forth the terms and conditions of its tenancy. 4. Tenant agrees with U.S. Bank that if U.S. Bank shall succeed to the interest of Landlord under the Lease, U.S. Bank shall not be (a) liable for any action or omission of any prior landlord under the Lease, or (b) subject to any offsets or defenses which Tenant might have against any prior landlord, or (c) bound by any rent or additional rent which Tenant might have paid for more than the current month to any prior landlord, or (d) bound by any security deposit which Tenant may have paid to any prior landlord, unless such deposit is in an escrow fund available to U.S. Bank, or (e) bound by any amendment or modification of the Lease made without U.S. Bank's consent, or (f) bound by any provision in the Lease that obligates Landlord to erect or complete any building or to perform any construction work or to make any improvements to the Premises, or (g) liable for or incur any obligation with respect to any breach of warranties or representations of any nature under the Lease or otherwise, including, without limitation, any warranties, or representations respecting use, compliance with zoning, Landlord's title, Landlord's authority, habitability andlor fitness for any purpose. or possession, or (h) liable for consequential damages. Tenant further agrees with U.S. Bank that Tenant will not voluntarily subordinate the Lease to any lien or encumbrance without U.S. Bank's consent. 5. In the event that Landlord shall default in the performance or observance of any of the terms, conditions or agreements in the Lease, Tenant shall give written notice SUBORDINATION, NON-DIMRBANCIL FSTOPPBL AND AWORNMEWAGR68M EVT PAOE Z [ 1SNDA_IBIi7 CoM.l I.'30107 thereof to U.S. Bank and U.S. Bank shall have the right (but not the obligation) to cure such default. Tenant shall not take any action with respect to such default under the Lease, including and without limitation, any action in order to terminate, rescind or void the Lease or to withhold any rental thereunder for a period of 10 days after receipt of such written notice thereof by U.S. Bank with respect to any such default capable of being cured by the payment of money and for a period of 30 days after receipt of such written notice thereof by U.S. Bank with respect to any other such default; provided, that in the case of any default which cannot be cured by the payment of money and cannot with diligence by cured within such thirty 30- day period because of the nature of such default or because U.S. Bank requires time to obtain possession of the Premises in order to cure the default, if U.S. Bank shall proceed promptly to attempt to obtain possession of the Premises, where possession is required, and to cure the same and thereafter shall prosecute the curing of such default with diligence and continuity, then the time within which such default may be cured shall be extended for such period as may be necessary to complete the curing of the same with diligence and continuity. 6. Talent agrees with US. Bank that Tenant's estate in the Premises shall not be conveyed or encumbered without the written consent of U.S. Bank so long as the Lease is in effect. 7. Landlord and Tenant hereby covenant and agree with U.S. Bank as follows: (a) The Lease has been properly executed and delivered by Tenant, is valid and binding upon Tenant, has not been modified, and is in full force and effect; (b) There exist no defaults under the terms of the Lease by Landlord or Tenant; (0) Tenant has not paid any rental to Landlord more than one month in advance and Landlord holds no security deposit for Tenant except ; (d) Tenant has no defense, claim of lien or offset, under the Lease or against the rental payable thereunder; and (e) Tenant has no claims to or interest in the Premises, legal or equitable, or any contract or option therefore, other than as a tenant under the lease. Tenant hereby agrees that it will promptly notify U.S. Bank in writing of and when any of the - above conditions should become untrue or incorrect in any material respect. 8. This Agreement shall bind and inure to the benefit of all parties hereto, their successors and assigns. As used herein the term `Tenant" shall include Tenant, its successors and assigns; the words "for,eclos W' and "foreclosure sale" as used herein shall be deemed to include the acquisition of Landlord's estate in the Premises by voluntary deed (or assignment) in lieu of foreclosure, and the word "U.S. Bank" shall include U.S. Bank herein specifically SUBORDINAVON. NO�4=TLIRRANCL, LfiTOPP£1. AND ATT(JMM@NTAGRECML NT PAGE 3 1 AN DA_ IS FD Corp.] 13M7 named and any of its successors and assigns, including anyone who shall succeed to Landlord's interest in the Premises by, throw or under foreclosure of the Deed of Trust. 9. This Agreement shall not be modified or amended except in writing signed by the Parties hereto. 10. The use of the neuter gender in this Agreement shall be deemed to include any other gender, and words in the singular number shall be held to include the plural, when the sense requires. 11. Notwithstanding any of the other provisions hereof, this Agreement is not intended to create and shall not be deemed to create any personal liability on the part of tenant for repayment of the loan secured by the Deed of Trust, IN WITNESS WHEREOF the parties hereto have Placed their hands and seats the day and year first above written. LANDLORD: EARLINGTON LLC By • G- . P2--•---' Name: yr -- U, Title: 5V r TENANT: is �r * • . I 46 a! 1 ■ire SUBORDINATION, KON-DUMARBANCV. ESTOPPEL AND A'111DRNMENT AGREEMENT PAGE d 1.NN UA_IB rD Corp.] 1)3rnn7 U.S. BANK: U.S. BANK NATIONAL ASSOCIATION I:MF- ow-av"Rom 1 SUBOWNATION,NON- S"iURBANCL,ESTf3PPEL. AND AMANMENT AOREEM LNT PAGE 5 (iSNDA WlD (brp.) t:30147 STATE OF WASHINGTON ) ) ss. COUNTY OF KING } I certify that I ]Chow or have satisfactory evidence tha -1?. ?0rttjs the person who appeared before me, and said person acknowledged that he signed this instrument, on oath stated that he was authorized to execute the instrument and acknowledged it as the C1=4 of 113 /L) , to be the free and voluntary act of such corporation for the uses and purposes mentioned in the instrument. Dated: 9 L ILI 0 '7 T SUBORDINKMN. NON -DISTURBANCE. ESTOPPEL AND ,I'I' oMMENC AGREEMENT I INDn IBID Corp.) — 0 E'05Z-x-) 1 ft" hWto (Print Al n ITI�►d , 31.2010 ]var 1� of Washington, residing at k1d) 4t` My appointment expires: Ail .1� �10 PAGE 7 OWN STATE OF WASHINGTON ) Ss. COUNTY OF KING I certify that I know or have satisfactory evidence that 0 �±e�- XaWAo ,� person who appeared before me, and said person acknowledged that he signed this instrument, on oath.stated that he was quthorized to execute the instrument and acknowledged it as the �U,�.t.U� G� �, to be the free and voluntary act of sucbAAVNA%Rt.1ajj for a ses and�� se� mentioned in the instrument. Dated:�?u__ �.�ys"�a�i �A t�`,9 g,► r' :o�,�oTA&Y o i.� (Signature a otary) N� : pt,E100 oIYI • key s�H�_u-f3En ¢' , (Print or stamp name of Notary) NOTARY PUBLIC in and fo the S e of Washington, residing at V"P- My appointment expires: /} if SUBORDINATION. NON-I}IPURHANCE MOM- ANO ATPORNMEW AOREEMENT PAGE 7 (ANDA 01'lee Careers] 3n1G7 STATE OF WASHNGTON ) ) ss- COUNiY OF KING } this fa day of 2007, persgnaiiy apAnd before me �• _Aj-q IL � /1�5 _ tome known to be the of U.S. Bank National Association, that executed the wiffiii and foregoing instrument and acknowledged the instrument to be the free and voluntary act and deed of the association, for the uses and purposes therein mentioned, and on oath stated that sheltie was/were authorized to execute the instntment. PN WrFNESS WHEREOF I have hcreunto set my ha77,r d official seal the day and year first above written. �iRO/��rrr %-45H1610'i o,�, �., ' ,•r! ' � �Dr1 4� i T �m GORIC �`C fltir�&,10 jyQ Kuu,►+� fiVia? "ING' SUBORDINATION, NON-DLti7URBANM rIsTOPPEL AND ArfORNMENT ACRUMENT [ JSNDA_]BID Corp.) of Notary} (Print or stamp name of Notary) NOTARY PUBLIC in and for the State of Washington, residing at f/ i y My appointment expires: 5 r PAGES IP10A)7 EXHIBIT A to Subordination, Non -Disturbance, Estoppel and Attornment Agreement LEGAL DESORrPTION PARCEL A: LOTS I THROUGH 56, BLACK 40 AND LOTS I THROUGH A BLOCK 41, C.D_ ULLMAN'S EAR .INGTON GARDENS ADDITION TO THE CITY OF SEATTLE, DIVISION NO.1, AS PER PLAT RECORDED IN VOLUME 17 OF PLATS, PAGE 74, RECORDS OF KING COUNTY; TOGETHER WITH THOSE PORTIONS OF SOUTHWEST 12TH STREET (FORMERLY KNOWN AS SOUTH 150U PLACE) AND THOMAS AVENUE SOUTHWEST (FORMERLY KNOWN AS 83' AVENUE SOUTH) AND ALLEYS IN SAID BLOCKS 40 AND 4I, VACATED BY THE CITY OF RENTON ORDINANCE NO. 2475 AS CONVEYED BY THE CITY OF RENTON BY DEED RECORDED UNDER RECORDING NO. 6635409; AND THE CTIY OF RENTON ORDINANCE NO.3373, RECORDED UNDER RECORDING NO. 7911260604 THAT WOULD ATTACH BY OPERATION OF LAW; EXCEPT THAT PORTIONS TMMWF CONVEYED TO KING COUNTY FOR PUBLIC ROAD BY DEEDS RECORDED UNDER RECORDING NOS. 2919081, 2923140 AND 2927725; AND EXCEPT THAT PORTION THEREOF CONVEYED TO THE STATE OF WASHINGTON FOR PRIMARY STATE HIGHWAY NO. I BY DEED RECORDED UNDER RECORDING NO.5443689; SITUATE IN THE CITY OF RENTON, COUNTY OF KING, STATE OF WASHINGTON. PARCEL B: THAT PORTION OF THE SOUTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 24, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., DESCRIBED AS FOLLOWS: BEGINNING AT A CONCRETE MONUMENT IN CASE, WHICH MARKS THE EAST QUARTER CORNER OF SAID SECTION; THENCE NORTH 00.35'53" EAST, ALONG THE EAST LINE OF SAID SECTION, 445.93 FEET TO THE NORTHERLY MARGIN OF STATE ROUTE 405, AS APPROVED OCTOBER 31, 1961, THENCE SOUTH 86019'51" WPST, AL ONG SAID NORTHERLY MARGIN, 1.339-58 FEET TO AN INTERSECTION WITH THE EAST LINE OF SAID SUBDIVISION AND THE TRUE POINT OF BEGUTNING; THENCE CONTINUE, ALONG SAID NORTHERLY MARGIN, 10.88 FEET TO A POINT' WHICH IS 39.00 FEEL' NORTHEASTERLY OF THE CENTERLINE OF PROPOSED OAK'ESDALE AVENUE SOUTHWEST, AS MEASURED AT RIGHT ANGLES THERETO, AS SAID CEN TETMINE IS SHOWN ON THE PLANS ENTTTI.P_D "OAKESDALE AVENUE SOUTHWEST IMPROVEMENTS, SOUTHWEST 10 STREET TO SOUTHWEST GRAsDY WAY," DATED SEPTEMBER 25, 1987, AS PREPARED BY C12M HILL FOR THE CTTY OF RENTON; EXHIMTA TO SUBORDINATION, NON -DISTURBANCE ESTOPPEL AND An'ORNMUNCAGREEMENT ( 6NDA_18ID rump I PAGE 1 1r$0107 THENCE NORTH 28"45'31" WEST, PARALLEL. TO SAID CENTERLINE A DISTANCE OF 156.95 FEET TO A POINT OF CURVATURE OF A TANGENT CURVE TO THE RIGHT HAVING A RADIUS OF 45.00 FEET; THENCE NORTHERLY, ALONG THE ARC OF SAM CURVE, THROUGH A CENTRAL ANGLE OF 54647`59", 43.04 FEET TO A POINT ON THE SOUTHERLY MARGIN OF SOUTHWEST GRADY RIGHT OF -WAY, WHICH POINT BEARS NORTH 675732" WEST FROM THE CENTER POINT OF SAID CURVE; THENCE NORTH W58'02" EAST, ALONG SAID MARGIN, 98.61 FEET TO THE EAST LINE OF SAID SUBDIVISION; THENCE SOUTH 00053`49" WEST, ALONG SAID SUBDIVISION LME, 216.91 FEET TO THE TRUE POINT OF BEGZMG; SITUATE IN THE CITY OF RENTON, COLIM Y OF KING, STATE OF WASHINGTON. PARCEL C: THAT PORTION OF OAKBSDALE AVENUE SOUTHWEST (PLATTED AS STIBIEN AVENUE, FORMERLY KNOWN AS Be AVENUE SOUTH, ALSO KNOWN AS UNDEVELOPED OAKDALE AVENUE SOUTHWEST) IN THE NORTHEAST QUARTER OF SECTION 24, TOWNSHIP 23 NORTH, RANGE 4 FAST, W.M., ADJOINING BLOCKS 40 AND 41, C.D. HULMAN'S EARI_1NGTON GARDENS ADDITION TO THE CITY OF SEATTLE, DNISION NO. 1, AS PER PLAT RECORDED IN VOLUME 17 OF PLATS, PAGE'74, RECORDS OF KING COUNTY, AND LYING NORTHERLY OF STATE ROUTE 405 AS CONVEYED TO THE STATE OF WASHINGTON BY DEED RECORDED UNDER RECORDING NO. 5443689, AND LYING SOUTHERLY OF SOUTHWEST GRADY WAY AS CONVEYED FOR PUBLIC ROAD BY DEEDS RECORDED UNDER. RECORDING NOS. 2919081, 2923140 AND 2927725 THAT WOULD ATTACH BY OPERATION OF LAW; SITUATE IN TIME CITY OF RENTON, COUNTY OF KING, STATE OF WASHINGTON, SUB(}RDINA710N, NON -DISTURBANCE ESSTC?PPU AND ATTORNM ENT A(3REEM FN'f I /SNDA_IB 117 C'ivp. J PACd'. 2 1 C30'07 2007031600174.3.001 Return Address U.S. Bank National Association Commercial Real Estate Division, PD-WA-T8RE 1420 Fifth Avenue, 8c' Floor Seattle, WA 98101 Attention: Bonnie Menzies IN 1111111111 20070315001743 LAWMrICA CO SU& 43-PAMOS®8 OF 012 e3 5/2w7 14:12 KING COUNTY, UA Document Title: 1. Subordination, Non -Disturbance, Estoppel and Attornment Agreement Reference Number(s) of Documents assigned or released: (on page ____ of documents(s)) Grantor(s) (Last name first, then first name and initials): 1. OFFICE CAREERS 2. EARLINGTON LLC Grantee(s) (Last name first, then first name and initials): 1. U.S. BANK NATIONAL ASSOCIATION Legal description (abbreviated: i.e. lot, block, plat or section, township, range) The complete legal description is on Exhibit A. Assessor's Property Tax Parcet/Account Number 3340407100, I `f 2 3 by ,f e 2 `f (12 r 87.01 Op-tWO(W 12'Y2b72G_ 1, DOCI FILED FOR RECORD AY THE REQUEST OF lh,LandAmerice :rxnr�eraat Services Gm�y?40P�7 112M., SUBORDINATION, NON -DISTURBANCE, ESTOPPEL AND ATTORNMENT AGREEMENT Date: . 2007 From: OFFICE CAREERS ("Tenant") and EARLINGTON LLC ("Landlord's To: U.S. BANK NATIONAL ASSOCIATION C U.S. Bank' Lease Dated: February 7, 2003 as amended by the Amendment to Lease dated February 18, 2003 WITNESSETH A. Tenant has entered into a lease dated February 7, 2003 (as amended, the "Lease") with Sbepherd Investing, Inc., Landlord's predecessor in interest covering premises (tbe "Premises'D described more particularly on attached Exhibit A. B. U.S. Bank has made a loan or intends to make a loan to Landlord secured by a Deed of Trust, Assignment of Rents and Leases and Security Agreement (the "Deed of Trust"). One of the requirements for U.S. Bank making the loan to Landlord is that the Lease b subordinate to the lien of the Deed of Trust. The Deed of Trust was recorded on L6,2007 in the real estate records of King County, Washington under File No. .i�o"]Db-13i. U.S. Bank and its agents are authorized to insert the recording information into this recital. C. U.S. Bank has been requested by Tenant and by Landlord to enter into a non - disturbance agreement with Tenant; NOW, THEREFORE, in consideration of the promises and mutual covenants hereinafter contained, the parties hereto mutually covenant and agree as follows: 1. The Lease and any extensions, renewals, replacements or modifications thereof, and all of the right, title and interest of Tenant in and to said Premises, including but not limited to any option or right of first refusal to purchase Premises, or any acquisition of title to the Premises by Tenant during the term of the Deed of Trust, are and shall be subject and subordinate to the Deed of Trust and to all of the terms and conditions contained herein, and to any renewals, modifications, replacements, consolidations and extensions of the indebtedness secured thereby. SI)AORD[NATION. NON•DIS-MRBANCE, ESgOPPGU, AND AMRNMCNr AGRLliMUNT PALL 1 t,SNDA_OtriccCsL3t rsj OU07 2. U.S. Bank consents to the Lease and, in the event of foreclosure of the Deed of Trust, or in the event U.S. Bank comes into possession or acquires title to the premises as a result of the enforcement or foreclosure of the Deed of Trust, or as a result of any other means, U.S. Bank agrees to recognize Tenant and further agrees that Tenant shall not be disturbed in its possession of the Premises for any reason other than one which would entitle Landlord to terminate the Lease under its terms or would cause, without further action by such Landlord, the termination of the Lease or would entitle such. Landlord to dispossess Tenant from the Premises. 3. Tenant agrees with U.S. Bank that if the interests of Landlord in the premises shall be transferred to and owned by U.S. Bank by reason of foreclosure or other proceedings brought by it, or by any other manner, Tenant shall be bound to U.S. Bank under all of the terms, covenants and conditions of the Lease for the balance of the term thereof remaining and any extensions or renewals thereof which may be affected in accordance with any option therefor in the Lease, with the same force and effect as if U.S. Bank were Landlord under the Lease, and Tenant does hereby attorn to U.S. Bank as its landlord, said attormnent to be effective and self -operative without the execution of any further instruments on the part of any of the parties hereto immediately upon U.S. Bank succeeding to the interest of Landlord in the Premises. Tenant agrees, however, upon the election of and written demand by U.S. Bank after U.S. Bank receives title to the Premises, to promptly execute an instrument in confirmation of the foregoing provisions, satisfactory to U.S. Bank, in which Tenant shall acknowledge such attornment and shall set forth the terms and conditions of its tenancy. 4. Tenant agrees with U.S. Bank that if US. Bank shall succeed to the interest of Landlord under the Lease, U.S. Bank shall not be (a) liable for any action or omission of any prior landlord under the Lease, or (b) subject to any offsets or defenses which Tenant might have against any prior landlord, or (c) bound by any rent or additional rent which Tenant might have paid for more than the current month to any prior landlord, or (d) bound by any security deposit which Tenant may have paid to any prior landlord, unless such deposit is in an escrow fund available to U.S. Bank, or (e) bound by any amendment or modification of the Lease made without U.S. Bank's consent, or (f) bound by any provision in the Lease that obligates Landlord to erect or complete any building or to perform any construction work or to make any improvements to the Premises, or (g) liable for or incur any obligation with respect to any breach of warranties or representations of any nature under the Lease or otherwise, including, without limitation, any warranties, or representations respecting use, compliance with zoning, Landlord's title, Landlord's authority, habitability and/or fitness for any purpose. or possession, or (h) liable for consequential damages. Tenant further agrees with U.S. Bank that Tenant will not voluntarily subordinate the Lease to any lien or encumbrance without U.S. Bank's consent. 5. In the event that Landlord shall default in the performance or observance of any of the terms, conditions or agreements in the Lease, Tenant shall give written notice SUBORDINK110N, i ON-DiSTURSANCG. FCTCOPU AND A'[TORNMENT AGREEMENT PAOF 2 [ 19NDA OfFMet Camera] 1 '3"7 thereof to U.S. Bank and U.S. Bank shall have the right (but not the obligation) to cure such default. Tenant shall not take any action with respect to such default under the Lease, including and without limitation, any action in order to terminate, rescind or void the Lease or to withhold any rental thereunder fora period of 10 days after receipt of such written notice thereof by U.S. Bank with respect to any such default capable of being cured by the payment of money and for a period of 30 days after receipt of such written notice thereof by U.S. Bank with respect to any other such default; provided, that in the case of any default which cannot be cured by the payment of money and cannot with diligence by cured within such thirty 30- day period because of the nature of such default or because U.S. Bank requires time to obtain possession of the Premises in order to cure the default, if U.S. Bank shall proceed promptly to attempt to obtain possession of the Premises, where possession is required, and to cure the same and thereafter shall prosecute the curing of such default with diligence and continuity, then the time within which such default may be cured shall be extended for such period as may be necessary to complete the curing of the same with diligence and continuity. 6. Tenant agrees with U.S. Bank that Tenant's estate in the Premises shall not be conveyed or encumbered without the written consent of U.S. Bank so long as the Lease is in effect. 7. Landlord and Tenant hereby covenant and agree with U.S. Bank as follows; (a) The Lease has been properly executed and delivered by Tenant, is valid and binding upon Tenant, has not been modified, and is in full force and effect; (b) There exist no defaults under the terms of the Lease by Landlord or Tenant; (c) Tenant has not paid any rental to Landlord morZth n one month in advance and Landlord holds no security deposit for Tenant except $ Jl ; (d) Tenant has no defense, claim of lien or offset, under the Lease or against the rental payable thereunder; and (e) Tenant has no claims to or interest in the Premises, legal or equitable, or any contract or option therefore, other than as a tenant under the lease. Tenant hereby agrees that it will promptly notify U.S. Hank in writing of and when any of the above conditions should become untrue or incorrect in any material respect. 8. This Agreement shall bind and inure to the benefit of all parties hereto, their successors and assigns. As used herein the term "Tenant" shall include Tenant, its successors and assigns; the words "foreclosure" and "foreclosure sale" as used herein shall be deemed to include the acquisition of Landlord's estate in the Premises by voluntary deed (or assignment) in lieu of foreclosure, and the word "U.S. Bank" shall include U.S. Bank herein specifically SUBOMNSMIN. NON-DIS nJUANCE ESTOPPEL AND AMRNMENTAOREPMENT MOTE 3 [ 6NDA OMcc Cwcm) 1:3D'07 named and any of its successors and assigns, including anyone who shall succeed to Landlord's interest in the Premises by, through or under foreclosure of the Deed of Trust. 9. This Agreement shall not be modified or amended except in writing signed by the parties hereto. 10. The use of the neuter gender in this Agreement shall be deemed to include any other gender, and words in the singular number shall be held to include the plural, when the sense requires. 11. Notwithstanding any of the other provisions hereof, this Agreement is not intended to create and shall not be deemed to create any personal liability on the part of tenant for repayment of the loan sectored by the Deed of Trust. IN Wl INESS W ER-EOF the parties hereto have placed their hands and seals the day and year first above written. LANDLORD: EARLINGTON LLC By Name: vsa n n' 'x-- Title'. TENANT: OFFICE CAR.EERS. 0 SUBORDINATION. NON•DMTIJTZBANCF4 rS'TOPKE. AND ALTO RINENT ACRN, ENT PAGE 4 [ ISNDA_ Office Cavell UNW7 20070315500174.3.006 U.S. BANK: U.S. BANK NATIONAL ASSOCIATION I NO LWF AM� .! SUBORDINATION. NON-Mcs" IURBANCE. ESTOPPEL AND ATfORNMENT AGREEMENT PAGE 5 [+SNDA OfficeCe", 1 1/30107 STATE OF WASHINGTON ) ) ss. COUNTY OF KING ) I certify that I ]mow or have satisfactory evidence that T,..,5 37• 7L,",, is the person who appeared before me, and said person acknowledged that he signed this instrument, on oath stated that he was authorized to execute the instrument and acknowledged it as the Of ��� d '�.rc ers , as the of , a , to be the free and voluntary act of such parties for the uses and purposes mentioned in the instrument: Dated: YGL a 0 200 C tSTo A- Cn,c- w r4 (Print or stamp name of Notary) NOTARY PUBLIC in and for the State of Washington, residing at -50-:4., LdE. My appointment expires: rLz .nip_ pia. SUBORDINATION, NON -DISTURBANCE. ESTOPPEL AND AT IURNME.N7 A6RGGMENT PAGE 4 (MNDA 0Mca(:arccrsj IOW07 STATE OF WASH NGTON ) ) ss. COUNTY OF KING ) Q.cu.►r,Lv►s. a/. 4av"L"Vo I certify that I know or have satisfactory evidence that is the person who appeared before me, and said person acknowledged that he signed this instrument, c on oath stated that he was guthonized to execute the instrument and acknowledged it as the U.ctv/drui+: ofm L L- to be the free and voluntary act of such for the uses and p�ose�s mentioned in the instrument. Dated:a ?ram �jCH� i+11�1 A' I Nam :,• PUB O-0 2 •o R=RD1NATIg14. NUN-DIS9URRANCE. PSTOPPEL AND AWORNMENT AMEEMLN7 ISHDA_Offica Careers] /))9 . (Signature of otary) 09 - rAY ,56q4 4-LOiFR Cr (Print or stamp name of Notary) NOTARY PUBLIC in =ga for a State of Washington, residine4w My appointment expires: PAOE7 3r77p7 STATE OF WASHINGTON ) ) ss. COUNTY OF KING ) I certify that I know or have satisfactory evidence that J3a�} ) ,,a. a is the person who appeared before me, and said person acknowledged that he signed this instrument, an oath stated that he was authorized to execute the instrument and acknowledged it as the r. y of a - , to be the free and voluntary act of ;UcW corporation for the uses and purposes mentioned in the instrument. Dated: 6V ', U a 1fION LA wDT�llf AbB1.�4 0r SUBORDINMTION. NON -DISTURBANCE. MOPPEL AND A n'ORNMENTAGRIEEMFhrr ( ISNIDA_O ice C=m) -- C *f4=, bPt# jF— lk- - -CQn-)w (Print or stamp name of Notary) NOTARY PUBLIC in and for the State of Washington, residing at � w My appointment expires: at, Q11, 20 PACE VW07 20070316001743.010 STATE OF WASENGTON ) ) ss. COUNTY OF KING ) On this y of � 440 , 20{l7, person efore me �34fL 6 to me Down to be the FIC Cr 4Ss j,o qby- -of U.S. Bank National Association, that executed the within and foregoing instrument and admowledged the instrument to be the free and voluntary act and deed of the association, for the uses and purposes therein mentioned, and on oath statod that sheJhe was/were authorized, to execute the instrument. IN WITNESS WHEREOF I have hereunto set my haryl dnd official seal the day and year first above written. ,"'..,,,�tirr WR p NNE sic,% onea�+'+s ��;?�; _= SUROP-DCNA110N. N0N•D1ST1JRBAN( r:.. MOPPEL AND AT 0RNMFNTAGRL'1:MEN'r j rSNllA_Officc (:immi (Sign &re o tary) U HJ012 u, AIS1 rSl (Print or stamp name of Notary) NOTARY PUBLIC in and tt O t e of Washington, residing at (� My appointment expires. �0 . PAGER 1130r'07 to Subordivatioln, Non -Disturbance, Estoppel and AttoromentAgreement .LEGAL DESCRIPTION PARCEL A. LOTS 1 THROUGH 56, BLOCK 40 AND LOTS I THROUGH 56, BLOCK 41, C.D. HII.LMA S EARLINGTON GARDENS ADDITION TO THE CITY OF SEATTLE, DIVISION NO. 1, AS PER PLAT RECORDED IN VOLUME 17 OF PLATS, PAGE 74, RECORDS OF KING COUNTY; TOGETHER WITH THOSE PORTIONS OF SOUTHWEST 12'" STREET (FORMERLY KNOWN AS SOUTH 150n PLACE) AND THOMAS AVENUE SOUTHWEST (FORMERLY KNOWN AS 83p* AVENUE SOUTH) AND ALLEYS IN SAID BLOCKS 40 AND 41, VACATED BY THE CITY OF RENTON ORDINANCE NO. 2475 AS CONVEYED BY THE CITY OF RENTON BY DEED RECORDED UNDER RECORDING NO. 6635409; AND THE CITY OF RENTON ORDINANCE NO.3373, RECORDED UNDER RECORDING NO. 7911260604 THAT WOULD ATTACH BY OPERATION OF LAW; EXCEPT THAT PORTIONS THEREOF CONVEYED TO KING COUNTY FOR PUBLIC ROAD BY DEEDS RECORDED UNDER RECORDING NOS. 2919081, 2923140 AND 2927725; AND EXCEPT THAT PORTION THEREOF CONVEYED TO THE STATE OF WASK NGTON FOR PRIMARY STATE HIGHWAY NO. 1 BY DEED RECORDED UNDER RECORDING NO.5443689. SFTUATE 1N THE CITY OF RENTON, COUNTY OF KING, STATE OF WASHINGTON. PARCEL B: THAT PORTION OF THE SOUTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 24, TOWNSHIP 23 NORTH, RANGE 4 EAST, W,M., DESCRIBED AS FOLLOWS: BEGINNING AT CONCRETE MONUMENT IN CASE, WHICH MARKS THE EAST QUARTER CORNER OF SAID SECTION; THENCE NORTH 00°35'53" EAST, ALONG THE EAST LINE OF SAID SECTION, 44$,93 FEET TO THE NORTHERLY MARGIN OF STATE ROUTE 405. AS APPROVED OCTOBER 31. 1961; THENCE SOUTH 86-19-51" WEST, ALONG SAID NORTHERLY MARGIN, 1,33958 FEET TO AN INTERSECTION WITH THE EAST LINE OF SAID SUBDIVISION AND THE TRUE POINT OF BEGINNING; THENCE CONTINUP, ALONG SAID NORTHERLY MARGIN, 10.88 FEET TO A POINT WHICH IS 39.00 FEET NORTHEASTERLY OF THE CENIIERLWE OF PROPOSED OAKFSDALE AVENUE SOUTHWEST, AS MEASURED AT RIGHT ANGLES THERETO, AS SAID CENTER3.M IS SHOWN ON THE PLANS ENTITLED "OAKE.SDALE AVENUE SOUTHWEST IMPROVEM13NTS, SOUTHWEST 16T" STREET TO SOUTHWEST GRADY WAY," DATED SEPMEMMBER 25, 1987, AS PREPARED BY CH2M BILL FOR THE CITY OF RENTON; EXHIBIT A TO S(JBORDINA110N. NON•DISn"ANC£. MOPPLL AND KMR14MENTAURlitr 04T PACE:1 [ lSNDA_6MC0 COMM] 1130J07 THENCE NORTH 28°4531" WEST, PARALLEL TO SAID CENTERLM A DISTANCE OF 156.95 FEET TO A POINT OF CURVATURE OF A TANGENT CURVE TO THE RIGHT HAVING A RADIUS OF 45.00 FEET; THENCE NORTHERLY, ALONG THE ARC OF SAID CURVE, THROUGH A CENTRAL ANGLE OF 54°4759", 43.04 FEET TO A POINT ON THE SOUTHERLY MARGIN OF SOUTHWEST GRADY RIGHT- OF-WAY, WHICH POINT BEARS NORTH 63"5732" WEST FROM THE CENTER POINT OF SAID CURVE; THENCE NORTH 66"58V2" EAST, ALONG SAID MARGIN, 98.61 FEET TO THE FAST LINE OF SAID SUBDIVISION; THENCE SOUTH 00°5349" WEST, ALONG SAID SUBDIVISION LINE, 216.91 FEET" TO THE TRUE POINT OF BEGINNING; SITUATE IN THE CITY OF RENTON, COUNTY OF KING, STATE OF WASHINGTON. THAT PORTION OF OAXESDALE AVENUE SOUTHWEST (PLATTED AS STIBIEN AVENUE, FORMERLY KNOWN AS 80"' AVENUE SOUTFI, ALSO KNOWN AS UNDEVELOPED OAKDAL,E AVENUE SOUTHWEST) IN THE NORTIMAST QUARTER OF SECTTON 24, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., ADJOINING BLOCKS 40 AND 41, C.D. H LCMAN'S EARLING'TON GARDENS ADDITION TO THE CITY OF SEATTLE, DIVISION NO. 1, AS PER PLAT RECORDED IN VOLUME 17 OF PLATS, PAGE 74, RECORDS OF KING COUNTY, AND LYING NORTHERLY OF STATE ROUTE 405 AS CONVEYED TO THE STATE OF WASHINGTON BY DEED RECORDED UNDER ".CORDING NO. 5443689, AND LYING SOUTHERLY OF SOUrKWEST GRADY WAY AS CONVEYED FOR PUBLIC ROAD BY DEMOS RECORDED UNDER RECORDING NOS. 2919081, 2923140 AND 2927725 THAT WOULD ATTACH BY OPERATION OF LAW; SITUATE, IN THE CITY OF RENTON, COUNTY OF KING, STATE OF WASHMTON. SUBORDINATION. Nox-DISTIJRNANCE. ESTOPPEL AND AT]'ORNMUNT AGRVFNt T4T PAGE 2 1 nNloA chra Comrs) IAW07 20070315001744.001 Return Address U.S. Bank National Association Commercial Real Estate Division, PD-WA-TBRE 1420 Fifth Avenue, a Floor Seattle, WA 98101 Attention: Bonnie Menzies 1I /V V Document lltle:� 1. Subordination, Nan -Disturbance, Estoppel and Attornment Agreement Reference Number(s) of Documents assigned or released: (on page of doeuments(s)) Grantor(s) (Last name first, then first name and initials); L MONEYTREE, INC. 2. EARL.INGTON LLC Grantee(s) (Last name first, then first name and initials): 1. U.S. BANK NATIONAL ASSOCIATION Legal description (abbreviated: i.e. lot, block, plat or section, township, range) The complete legal description is on Exhibit A. Assessor's Property Tax Parcel/Account Number 3340407100t ;L y Z 3 0 if- 9r z Y �}�! g7-01 f10•UUCKMU11292b726 1.U0C: � FILM FoR FtEcoao AT THE REQUEST OF i-andAmerica Ccmrnorciai Services Ap�4Y yop-,� 3,"l d'U2 SUBORDINATION, NON -DISTURBANCE, ESTOPPEL AND ATTORNMENT AGREEMENT Date: .2007 From: MONEYTREE, INC. ("Tenant's and EARLINGTON LLC ("Lmdlord'I To: U.S. BANK NATIONAL ASSOCIATION ("U.S. Bank') Lease Dated: January 1, 1995 as amended by the Amendment to Lease dated March 13, 2000, the Second Amendment to Lease dated December 19, 2001, the Third Amendment to Lease dated May 10, 2002, the Fourth Amendment to Lease dated November 30, 2002, and the Fifth Amendment to Lease dated April 19, 2004. WITNESSETH A. Tenant has entered into a lease dated January 1, 2005 (as amended, the "Lease's with Shepherd Investing, Inc., Landlord's predecessor in interest covering premises (the "Premises") described more particularly on attached Exhibit A- B. U.S. Bank has made a loan or intends to make a loan to Landlord secured by a Deed of Trust, Assignment of Rents and Leases and Security Agreement (the "Deed of Trust'J, One of the requirements for U.S. Bank making the loan to Landlord is that the Lease M dina to the lien of the Deed of Trust, The Deed of Trust was recorded on 2007 in the real estate records of King County, Washington under File No. U.S. Bank and its agents are authorized to insert the recording information into this recital. C. U.S. Bank has been requested by Tenant and by Landlord to enter into a non - disturbance agreement with Tenant; NOW, THEREFORE, in consideration of the promises and mutual covenants hereinafter contained, the parties hereto mutually covenant and agree as follows. 1. The Lease and any extensions, renewals, replacements or modifications thereof, and all of the right, title and interest of Tenant in and to said Premises, including but not limited to any option or right of fast refusal to purchase Premises, or any acquisition of title to the Premises by Tenant during the term of the Deed of Trust, are and shall be subject and subordinate to the Deed of Trust and to all of the terms and conditions contained herein, SUi3f)MNAT ION, NON-01ST URSANCN- ENW)PPEL AND ATFORNWNTAGREPM04T PAGE i I /SNUA Manwy TF=] I f"07 and to any renewals, modifications, replacements, consolidations and extensions of the indebtedness secured thereby, 2. U.S. Bank consents to the Lease and, in the event of foreclosure of the Deed of Trust, or in the event U.S. Bank comes into possession or acquires title to the premises as a result of the enforcement or foreclosure of the Deed of Trust, or as a result of any other means, U.S. Bank agrees to recognize Tenant and further agrees that Tenant shall not be disturbed in its possession of the Premises for any reason other than one which would entitle Landlord to terminate the Lease under its terms or would cause, without fiuther action by such Landlord, the termination of the Lease or would entitle such Landlord to dispossess Tenant from the Premises. 3. Tenant agrees with U.S. Bank that if the interests of Landlord in the Premises shall be transferred to and owned by U.S. Bank by reason of foreclosure or other proceedings brought by it, or by any other manner, Tenant shall be bound to U.S. Bank under all of the terms, covenants and conditions of the Lease for the balance of the term thereof remaining and any extensions or renewals thereof which may be affected in accordance with any option therefor in the Lease, with the same force and effect as if U.S. Bank were Landlord under the Lease, and Tenant does hereby attorn to U.S. Bank as its Landlord, said attornment to be effective and self -operative without the execution of any further instruments on the part of any of the parties hereto immediately upon U.S. Bank succeeding to the interest of Landlord in the Premises. Tenant agrees, however, upon the election of and written demand by U.S. Bank after U.S. Bank receives title to the Premises, to promptly execute an instrument in conf.rmation of the foregoing provisions, satisfactory to U.S. Bank, in which Tenant shall acknowledge such att:omment and shall set forth the terms and conditions of its tenancy. 4. Tenant agrees with U.S. Bank that if U.S. Bank shall succeed to the interest of Landlord under the Lease, U.S. Bank shall not be (a) liable for any action or omission of any prior landlord under the Lease, or (b) subject to any offsets or defenses which Tenant might have against any prior landlord, or (c) bound by any rent or additional rent which Tenant might have paid for more than the current month to any prior landlord, or (d) bound by any security deposit which Tenant may have paid to any prior landlord, unless such deposit is in an escrow fund available to U.S. Bank., or (e) bound by any amendment or modification of the Lease made without U.S. Bank's consent, or (f) bound by any provision in the Lease that obligates Landlord to erect or complete any building or to perform any construction work or to make any improvements to the Premises, or (g) liable for or incur any obligation with respect to any breach of warranties or representations of any nature udder the Lease or otherwise, including', without bmitation, any warranties, or representations respecting use, compliance with zoning, Landlord's title, Landlord's authority, habitability and/or fitness for any purpose. or possession, or (h) liable for consequential damages. Tenant further agrees with U.S. Bank that Tenant will not voluntarily subordinate the Lease to any lien or encumbrance without U.S. Bank's consent. SUBORDMAMN. NON -DI TURBANCL, ESTOPPEL AND ATTORNMENTAGREEMENT PAGE 1 t JSNDA Moncy Trccl I al) 07 S. In the event that Landlord shall default in the performance or observance of any of the terms, conditions or agreements in the Lease, Tenant shall give written notice thereof to U.S. Bank and U.S. Bank shall have the right (but not the obligation) to cure such default. Tenant shall not take any action with respect to such default under the Lease, including and without limitation, any action in order to terminate, rescind or void the Lease or to withhold any rental thereunder for a period of 10 days after receipt of such written notice thereof by U.S. Bank with respect to any such default capable of being cured by the payment of money and for a period of 30 days after receipt of such written notice thereof by U.S. Bank with respect to any other such default; provided, that in the case of any default which cannot be cured by the payment of money and cannot with diligence by cured within such thirty 30- day period because of the nature of such default or because U.S. Bank requires time to obtain possession of the Premises in order to cure the default, if U.S. Bank shall proceed promptly to attempt to obtain possession of the Premises, where possession is required, and to cure the same and thereafter shall prosecute the curing of such default with diligence and. continuity, then the time within which such default may be cured shall be extended for such period as may be necessary to complete the curing of the same with diligence and continuity. 6. Tenant agrees with U.S. Bank that Tenant's estate in the Premises shall not be conveyed or encumbered without the written consent of U.S. Bank so long as the Lease is in effect. 7. Landlord and Tenant hereby covenant and agree with U.S. Bank as follows: (a) The Lease has been properly executed and delivered by Tenant, is valid and binding upon Tenant, has not been modified, and is in full force and effect; (b) There exist no defaults under the terms of the Lease by Landlord or Tenant; (c) Tenant has not paid any rental to Landlord more than one month in advance and Landlord holds no securitydeposit for Tenant except $ ; (d) Tenant has no defense, claim of lien or offset, under the Lease or against the rental payable thereunder, and (e) Tenant has no claims to or interest in the Premises, legal or equitable, or any contract or option therefore, other than as a tenant under the lease. Tenant hereby agrees that it will promptly notify U.S, Bank in writing of and when any of the above conditions should become untrue or incorrect in any material respect. 8. This Agreement shall bind and inure to the benefit of all parties hereto, their successors and assigns. As used herein the term "Tenant" shall include Tenant, its successors and assigns; the words "foreclosure" and "foreclosure sale" as used herein shall be deemed to SUBORMINATION. NON•DUTIABANCU. 4SIUPi°14L AND ATfORNMEW ArIREEMENT PAGE 3 t ISNOA. Money Tnx) 1 f304)? 20070316001744.005 include the acquisition of Landlord's estate in the Premises by voluntary deed (or assignment) in lieu of foreclosure, and the word "U.S. Bank" shall include. U.S. Bank herein specifically named and any of its successors and assigns, including anyone who shall succeed to Landlord's interest in the Premises by, through or under foreclosure of the Deed of Trust_ 9. This Agreement shall not be modified or amended except in writing signed by the parties hereto. 10. 'The use of the neuter gender in this Agreement shall be deemed to include any other gender, and words in the singular number shall be held to include the plural, when the sense requires. 11. Notwithstanding any of the other provisions hereof, this Agreement is not intended to create and shall not be deemed to create any pcmnal liability on the part of tenant for repayment of the loan secured by the Deed of Trust. IN WTINESS WHEREOF the parties hereto have placed their hands and seals the day and year first above written. LANDLORD: EARLINGTON LLC B' am. - Y C Name: < Title: ' TENANT: MONEYTREE, INC. BS - E - K Name: pr Title: u ' e, a. ider,k SUBOR ANATiON. NON•DISTURBAA'CIL FSTOPPM AND ATTO"MENT AGREEMk'N'r PAGE 4 f /SKDA Money Tteal 1 /30•'D7 U.S. SANK: U.S. BANK NATIONAL ASSOCIATION w SUBORDINATION, NON-DfMRSANC9, ESTOPPE , AND ATTMNMEN7A(;Rr-tiMENT PACE S j jNNDA Moncy Treat W(wa7 STATE OF WASHINGTON ) ) ss. COUNTY OF KING } I certify that I know or have satisfactory evidence that Qnv,d, r-,g=,,za�j&the person who appeared before me, and said person acknowledged that he signed this instrument, on oath stated that he was authorized to execute the instrument and acknowledged it as the v Of , as -the _ ,a WaAhs ACA o gr,gippa}ten , to be the free and voluntary act of such parties for the uses and purposes mentioned in the instrument i (Signature % (Print or stamp &nrte`o£Notary) `, OFWASH� r NOTARY PUBLIC in and for the State of Washington, residing at My appointment expires: SUBORDINATION, NON -DISTURBANCE. ESTOPPEL AND ATTORNMENTAGRCEMENT PACE G [ i SNDA_Moncy Trm) 1130107 STATE OF WASH NGTON ) ) ss. COUNTY OF KING ) I certify that I know or have satisfactory evidence that is the person who appeared before me, and said person acknowledged that he signed this instrument, on oath stated that he was authorized to execute the instrument and acknowledged it as the of z G G , to be the free and voluntary act of suc eeri for a us and p4poses me boned in the instrument. Dated: 4D 4'xNOTA9�''9�+,� a �0 z y� cps .• [18L o poll SUBORD1NAPON, NUN -DISTURBANCE, ESTOPPEL AND ATTURNMY.NT AGREEMENT [ /SNDA_Moncy Tr=j (Signature of otary) int or stamp name of Notary) NOTARY PUBLIC in and fo the State of Washington, residing at U1t' My appointment expires: PAGE 7 U3n+07 STATE OF WASHINGTON ) } ss. COUNTY OF KING ) %this y of b!'1 /� C& , 20(}7, pezSon apprar fore me 4 to me ]mown to be the f ASS Sit! of U.S. Bank National Association, that executed the within and foregoing instrument and acknowledged the instrument to be the free and voluntary act and deed of the association, for the uses and purposes therein mentioned, and on oath stated that she/he was/were authorized to execute the instrument. IN WrINESS WHEREOF I have hereunto set my rffiand ocial seal the day and year first above written. ``���ttttl!l11tt >; ' Kor 0, ��p la 4 0 . SUWRDINATtON, NON-DMM)RHANCE, ESTOPPEL AND A7TORNMENTAC3 EEMENT I ISNAA Moncy TMc] {S nature f Notary) (Print or stamp name of Notary) NOTARY PUBLIC in and or the State of Washington, residing at ys My appointment expires: PACES i r3M7 to Subordination, Non -Disturbance, Estoppel and Attornment Agreement LEGAL DESCRIPTION PARCEL A: LOTS-1 THROUGH 56, BLOCK 40 AND LOTS I THROUGH 56, BLOCK 41, GD. HILLMAN'S EARLINGTON GARDENS ADDITION TO THE CITY OP SEATTLE. DIVISION NO. 1, AS PER PLAT RECORDED IN VOLUME 17 OF PLATS, PAGE 74, RECORDS OF KING COUNTY; TOGETHER WITH THOSE PORTIONS OF SOUTHWEST I2m STREET (FORMERLY KNOWN AS SOUTH 15oTH PLACE) AND THOMAS AVENUE SOUTHWEST (FORMERLY KNOWN AS 83RD AVENUE SOUTH) AND ALLEYS IN SAID BLOCKS 40 AND 41, VACATED BY THE CITY OF RENTON ORDINANCE NO. 2475 AS CONVEYED BY THE CITY OF RENTON BY DEED RECORDED UNDER RECORDING NO. 6635409; AND TTIE CITY OF RENTON ORDINANCE NO.3373, RECORDED UNDER RECORDING NO. 791126D604 THAT WOULD ATTACH BY OPERATION OF LAW; EXCEPT THAT PORTIONS THEREOF CONVEYED TO KING COUNTY FOR PUBLIC ROAD BY DEEDS RECORDED UNDER RECORDING NOS. 2919DS 1, 2923140 AND 2927725; AND EXCEPT THAT PORTION THEREOF CONVEYED TO THE SPATE OF WASHINGTON FOR PRIMARY STATE HIGHWAY NO. I BY DEED RECORDED UNDER RECORDING NO.5443689; SITUATE IN THE CITY OF RENTON, COUNTY OF KING, STATE OF WASHINGTON. PARCEL B; THAT PORTION OF THE SOUTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 24, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., DESCRIBED AS FOLLOWS: BEGINNING AT A CONCRETE MONUMENT IN CASE, WHICH MARKS THE EAST QUARTER CORNER OF SAID SECTION; THENCE NORTH 0063513" EAST, ALONG THE EAST LINE OF SAID SECTION, 445.93 FEET TO THE NORTHERLY MARGIN OF STATE ROUTE 405, AS APPROVED OCTOBER 31, 196I; THENCE SOUTH 8el9'51" WEST, ALONG SAID NORTHERLY MARGIN,1,339.58 FEET TO AN INTERSECTION WITH THE BAST LINE OF SAID SUBDIVISION AND THE TRUF. POINT OF HPGINNING; THENCE CONTINUE, ALONG SAID NORTHERLY MARGIN, 10.88 FEET TO A POINT WHICH IS 39.00 FEET NORTHEASTERLY OF THE CEN TERLRQ OF PROPOSED OAKFSDALE AVENGE SOUTHWEST, AS MEASURED AT RIGHT ANGLES THERETO, AS SAID CENTERLINE IS SHOWN ON THE PLANS ENTITLED "OAKESDALE AVENUE SOUTHWEST UAPROVEMFNTS, SOUTHWEST 16"' STREET TO SOUTHWEST GRADY WAY," DATED SEPTEMBER 25, 1937, AS PREPARED BY CH2M HILL FOR THE CITY OF RENTON; EXHIRM A TO SUBORDINA710N, NON•DISTURBANCIE- ESTOPPEL AND ATYORNMEW AORL•:i ME'N*T PAGE I INNDA_McmcyTree] WOW THENCE NORTH 2804531" WEST, PARALLEL TO SAID CENTERLINE A DISTANCE OF 156.95 FEES' TO A POINT OF CURVATURE OF A TANGEW CURVE TO THE RIGHT HAVING A RADIUS OF 45,00 FEET; THENCE NORTHERLY, ALONG THE ARC OF SAID CURVE, THROUGH A CENTRAL AINGLE OF 54°47'59", 43.04 FEET TO A POINT ON THE SOUTHERLY MARGIN OF SOUTHWEST GRADY RIGHT OF -WAY, WHICH POINT BEARS NORTH 6305732" WEST FROM THE CENTER POINT OF SAID CURVE; THENCE NORTH 66058'02" FAST, ALONG SAID MARGIN, 98.61 FEET TO THE EAST LINE OF SAID SUBDIVISION; THENCE SOUTH 0(°53'49" WEST, ALONG SAID SUBDIVISION LINE, 216.91 FEET TO THE TRUE POINT OF BEGINNING; SITUATE IN THE CITY OF RENTON, COUNTY OF KING, STATE OF WASHINGTON. PARM C. THAT PORTION OF OAKESDALE AVENUE SOUTHWEST (PLATTED AS STIBIEN AVENUE, FORMERLY KNOWN AS 80T" AVENUE SOUTH, ALSO KNOWN AS UNDEVELOPED OAKDALE AVENUE SOUTHWEST) IN THE NORTHEAST QUARTER OF SECTION 24, TOWNSHIP 23 NORM RANGE 4 EAST, W.M., ADJOINING BLOCKS 40 AND 4I, C.D. HILLMAN'S EARLINGTON GARDENS ADDITION TO THE CITY OF SEATTLE, DMSION NO. I, AS PER PLAT RECORDED IN VOLUME 17 OF PLATS, PAGE 74, RECORDS OF KING COUNTY, AND LYING NORTHERLY OF STATE ROUTE 405 AS CONVEYED TO THE STATE OF WASHINGTON BY DEED RECORDED UNDER RECORDING NO. 5413689, AND LYING SOUTHERLY OF SOUTHWEST GRADY WAY AS CONVEYED FOR PUBLIC ROAD BY DEEDS RECORDED UNDER RECORDING NOS. 2919091, 2923140 AND 2927725 THAT WOULD ATTACH BY OPERATION OF LAW; SITUATE IN THE CITY OF RENTON, COUNTY OF ICING, STATE OF WASHINGTON, SUBORI)INATM. NON -DISTURBANCE, VMPPUL AND A17MC MENTAGREEMEN1' j /SNUA_Moocy Tree] PAGE 1 /30107 U.S. Bank National Association Commercial Real Estate Division, PD-WA-T$RE /! yx- Document Title: 1. Subordination, Non-Disnirbance, Estoppel and Attornment Agreement Reference Number(s) of Documents assigned or released: (on page _ of documents(s)) Grantor(s) (Last name first. then first name and initials): 1, KIM, HAT R. 2. EARLINGTON LLC Grantee(s) (Last name first, then first name and initials): 1. U.S. BANK NATIONAL ASSOCIATION Legal description (abbreviated: i.e. lot, block, plat or section, township, range) The complete legal description is on Exhibit A. Assessor's Property Tax Parcel/Accouut Number 3 340407100f FILED FOR RECORD AT THE REQUEST OF lom LandAmerica Commercial Services rU YYyo ,t [ ] 2 E 97-0100.00000D/ I2926726_ I .DUC] 3.'2FV02 33� SUBORDINATION, NON -DISTURBANCE, ESTOPPEL AND ATTORNMENT AGREEMENT Date: a- �� 2007 From: RAI RANG KIM ("Tenant') and EARL.INGTON LLC ("Landlord'I To: U.S. BANK NATIONAL ASSOCIATION ("U.S. Bank"} Lease Dated: November 15, 2005 WITNESSETH A. Tenant's predecessor in interest entered into a lease dated November I5, 2005 (the "Lease) with Shepherd Investing, Inc., Landlord's predecessor in interest covering premises (the "Premises") described more particularly on attached Exhibit A. The lease was subsequently assigned to tenant on December 28, 2005. B. U.S. Bank has made a loan or intends to make a loan to Landlord secured by a Deed of Trust, Assignment of Rents and Leases and Security Agreement (the "Deed of Trust" . One of tbo requirements for U.S. Bank making the loan to Landlord is that the Lease dinate to the lien of the Deed of Trust. The Deed of Trust was recorded on E 2007 in the real estate records of King County, Washington under File No. p0 �f'�. U.S. Bank and its agents are authorized to insert the recording informatioa into this recital. C. U.S. Bank has been requested by Tenant and by Landlord to enter into a non - disturbance agreement with Tenant; NOW, THEREFORE, in consideration of the promises and mutual covenants hereinafter contained, the parties hereto mutually covenant and agree as follows: 1. The Lease and any extensions, renewals, replacements or modifications thereof, and all of the right, title and interest of Tenant in and to said Premises, including but not limited to any option or right of first refusal to purchase Premises, or any acquisition of title to the Premises by Tenant during the term of the Deed of Trust, are and shall be subject and subordinate to the Deed of Trust and to all of the terms and conditions contained herein, and to any renewals, modifications, replacements, consolidations and extensions of the indebtedness secured thereby. SUBORDINAI [ON. NON -DISTURBANCE, ESTOPPEL AND ATTORNMENT AOREEM ENT t ISNUA CAtyCifel PAGE 1 1 /3U1t17 2. U.S. Bank consents to the Lease and, in the event of foreclosure of the Deed of Trust, or in the event U.S. Bank comes into possession or acquires title to the premises as a result of the enforcement or foreclosure of the Deed of Trust, or as a result of any other means, U.S. Bank agrees to recognize Tenant and further agrees that Tenant shall not be disuwbed in its possession of the. Premises for any reason other than one which would entitle Landlord to terminate the Lease under its terms or would cause, without further action by such Landlord, the termination of the Lease or would entitle such Landlord to dispossess Tenant from the Premises. 3. Tenant agrees with U.S. Bank that if the interests of Landlord in the Premises shall be transferred to and owned by U.S. Bank by reason of foreclosure or other proceedings brought by it, or by any other manner, Tenant shall be bound to U.S. Bank under all of the terms, covenants and conditions of the Lease for the balance of the term thereof remaining and any extensions or renewals thereof which may be affected in accordance with any option therefor in the Lease, with the same force and effect as if U.S. Bank were landlord under the Lease, and Tenant does hereby attorn to U.S. Bank as its Landlord, said attornment to be effective and self -operative without the execution of any further instruments on the part of any of the parties hereto immediately upon U.S. Bank succeeding to the interest of Landlord in the Premises. Tenant agrees, however, upon the election of and written demand by U.S. Bank after U.S. Bank, receives title to the Premises, to promptly execute an instrument in confirmation of the foregoing provisions, satisfactory to U.S. Bank, in which Tenant shall acknowledge such attornment and shall set forth the terms and conditions of its tenancy. 4. Tenant agrees with U.S. Bank that if U.S. Bank shall succeed to the interest of Landlord under the Lease, U.S. Bank shall not be (a) liable for any action or omission of any prior landlord under the Lease, or (b) subject to any offsets or defenses which Tenant might have against any prior landlord, or (c) bound by any rent or additional rent which Tenant might have paid for more than the current month to any prior landlord, or (d) bound by any security deposit which Tenant may have paid to any prior landlord, unless such deposit is in an escrow fund available to U.S. Bank, or (e) bound by any amendment or modification of the Lease made without U.S. Bank's consent, or (t) bound by any provision in the Lease that obligates Landlord to erect or complete any building or to perform any constnmction work or to make any improvements to the Premises, or (g) liable for or incur any obligation with respect to any breach of warranties or representations of any nature under the Lease or otherwise, including, without limitation, any warranties, or representations respecting use, compliance with zoning, Landlord's title, Landlord's authority, habitability and/or fitness for any purpose. or possession, or (h) liable for consequential damages. Tenant further agrees with U.S. Bank that Tenant will not voluntarily subordinate the Lease to any lien or encumbrance without U.S. Bank's consent. 5. In the event that Landlord shall default in the performance or observance of any of the terms, conditions or agreements in the Lease, Tenant shall give written notice SURORDINATION. NON-Aly7 MANCa ESTOPKI. AND ATTORNM ENT AGRUM Eyr PAGE 2 (1SNDA C1[yCsfcJ I13W7 thereof to U.S. Bank and U.S. Bank shall have the right (but not the obligation) to cure such default. Tenant shall not take any action with respect to such default under the Lease, including and without limitation, any action in; order to terminate, rescind or void the Lease or to withhold any rental thereunder for a period of 10 days after receipt of such written notice thereof by U.S. Bank with respect to any such default capable ofbeing cured by the payment of money and for a period of 30 days after receipt of such written notice thereof by U.S. Bank with respect to any other such default; provided, that in the case of any default which cannot be cured by the payment of money and cannot with diligence by cured within such thirty 30- day period because of the nature of such default or because U.S. Bank requires time to obtain possession of the Premises in order to cure the default; if U.S. Bank shall proceed promptly to attempt to obtain possession of the Premises, where possession is required, and to cure the same and thereafter shall prosecute the curing of such default with diligence and continuity, then the time within which such default may be cured shall be extended for such period as may be necessary to complete the curing of the same with diligence and continuity. 6. Tenant agrees with U.S. Bank that Tenant's estate in the Premises shall not be conveyed or encumbered without the written consent of U.S. Bank so long as the Lease is in effect. 7. landlord and Tenant hereby covenant and agree with U.S. Bank as follows: (a) The Lease has been properly executed and delivered by Tenant, is valid and binding upon Tenant, has not been modified, and is in full force and effect; (b) There exist no defaults under the terms of the Lease by Landlord or Tenant; (c) Tenant has not paid any rental to landlord more than one month in advance and Landlord holds no security deposit for Tenant except $ to_; (d) Tenant has no defense, claim of lien or offset, under the Lease or against the rental payable thereunder; and (e) Tenant has no claims to or interest in the Premises, legal or equitable, or any contract or option therefore, other than as a tenant under the lease. Tenant hereby agrees that it will promptly notify U.S. Bank in writing of and when any of the above conditions should become untrue or incorrect in any material respect, 8. This Agreement shall bind and inure to the benefit of all parties hereto, their successors and assigns. As used herein the term "Tenant" shall include Tenant, its successors and assigns; the words "foreclosure' and "foreclosure sale" as used herein shall be deemed to include the acquisition of Landlord's estate in the Premises by voluntary deed'(or assignment) in lieu of foreclosure, and the word "U.S, Bank" shall include U.S. Bank Herein specifically SUBORDINATION. NONdll4' ARANCE. ESTOPPEL AND K[TORNMENT AOMAM ENT RACE 3 1 MNDA Clry C'afcl 113&07 named and any of its successors and assigns, including anyone who shall succeed to Landlord's interest in the Premises by, through or under foreclosure of the Deed of Trust. 9. This Agreement small not be modified or amended except in writing signed by the parties hereto. 14. The use of the neuter gender in this Agreement shall be deemed to include any other gender, and words in the singular number shall be held to include the plural, when the sense requires. 11. Notwithstanding any of the other provisions hereof, this Agreement is not intended to create and shall not be deemed to create any personal liability on the part of tenant for repayment of the loan secured by the Dced of Trust. IN WITNESS WHEREOF the parties hereto have placed their hands and seals the day and year first above written. LANDLORD: EARLINGTON LLC By 4. - Name: prn ber �ir-r. Title:_ - TENANT: HAI RANG KIM SUBORDINATION, NON-O STURSAN(M. BTOPPEL AND ATIORNMENT AGREEMENT iSNDA_Chy Cafe PAGE a I - 3tV07 U.S. BANK: U.S. BANK NATIONAL ASSOCIATION SUBORDINAVON. NON-DIS'PIIRBANCL. ESTOPPEL AND A n'ORNMiiNT AGREEM ENT PAGE : f i3NDA C.ityCaFtj U34,07 4 ' � STATE OF WASHINGTON ) } ss. COUNTY OF KING } I certify that I know or have satisfactory evidence ftl is the person who appeared before me, and said person acknowledged that he signed this instrument, on oath stated that he was a ithorized to execute the instrument and acknowledged it as the LL G , to be the free and voluntary act of suchv9qNpetmftfor be u scs mentioned in the instrument. Dated: 'SOti ELn f. U •'� i ''h3 t7u= YVXj SUBORDINArlON,NON•DISTURBANCE? MTDPPEL AND AMRNMENI AGREEMENT ( iSNUA (;ity Cak) (Signature of atary) M • ICE' Y (Print or stamp name of Notary) NOTARY PUBLIC in and forjhe State of Washington, residing at Wi4 My appointment expires: I Ir ,Q PAGE i 113f1W STATE OF WASHI'NGTON ) ss. COUNTY OF KING ) this f ay of_ �1 h at . 2007,personqly appeare efore me 1cG. to me known to be the !' of U.S. Bank National Association, that executed the within and foregoing instrument and acknowledged the instrument to be the free and voluntary act and deed of the association, for the, uses and purposes therein mentioned, and on oath stated that she/he was/were authorized to execute the instzument. IN WITNESS WHEREOF C have hereunto set my year first above written. -(°r s 4 Oak ' 0 �% b 1 sN "h� °te a . to a, Notary) official seal the day and 0 W rdp S! j� (Print or stamp name of Notary) NOTARY PUBLIC in and for the State of Washington, residing at I r s My appointment expires: d 5 /4 . SUSORDTNA110N. NON-DISTUKBANCT'. ESTOPPSL AND A'I URNMENT Af iREEM NT PAGE 8 t1SNDA CityCAfcj I/3"7 EXHIBIT A to Subordbation, NoD-Disturbance, Estoppel and Attornment Agreement LEGAL DESCRIPTION PARCEL A: LOTS I THROUGH 56, BLOCK 40 AND LOTS 1 THROUGH 56, BLOCK 41, C.D. HILLMAN'S EARLINGTON GARDENS ADDITION TO THE CITY OF SEATTLE, DIVISION NO. 1, AS PER PLAT RECORDED AI VOLUME 17 OF PLATS, PAGE 74, RECORDS OF KING COUNTY; TOGETHER WITH THOSE PORTIONS OF SOVTI3WES'T 12TH STREET (FORMERLY KNOWN AS SOLMI 1S0'x PLACE) AND TI30MAS AVENUE SOUTHWEST (FORMERLY KNOWN AS 83AD AVEM3F SOUTIT) AND ALLEYS IN SAID BLOCKS 40 AND 41, VACATED BY THE CITY OF RENTON ORDINANCE NO. 2475 AS CONVEYED BY THE CITY OF RENTON BY DEED RECORDED UNDER RECORDING NO. 6635409; AND THE CITY OF RENTON ORDINANCE NO.3373, RECORDED UNDER RECORDING NO. 7911260604 THAT WOULD ATTACH BY OPERATION OF LAW; EXCEPT THAT PORTIONS THEREOF CONVEYED TO KING COUNTY FOR PUBLIC ROAD BY DEEDS RECORDED UNDEk RECORDING NOS. 2919081, 292-3140 AND 2927725; AND EXCEPT THAT PORTION THEREOF CONVEYED TO TUB STATE OF WASHINGTON FOR PRIMARY STATE HIGHWAY NO. I BY DEED RECORDED UNDER RECORDING NO.5443689; SITUATE IN THE CITY OF RENTON, COUNTY OF KING, STATE, OF WASHINGTON. PARCEL B; 7TIAT PORTION OF THE SOUTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 24, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., DESCRIBED AS FOLLOWS: BEGINNING A A CONCRETE MONUMENT IN CASE, WHICH MARKS THE FAST QUARTER CORNER OF SAID SECTION; THENCE NORTH W35'53"'EAST, ALONG THE BAST LINE OF SAID SECTION, 445.93 FEET TO THE NORTHERLY MARGIN OF STATE ROUTE 405, AS APPROVED OCTOBER 31, 1961; THENCE SOUTH 86019'51" WEST, ALONG SAID NORTHERLY MARGIN,1,339.58 FEET TO AN DiTERSF..CTION W ITH THE EAST LINE OF SAID SUBDNISION AND THE TRUE POINT OF BEGINNING; THENCE CONTINUE, ALONG SAID NORTHERLY MARGIN, 10.88 FEET TO A POINT WHICH IS 39.00 FEET NORTHEASTERLY OF THE CENTERLINB OF PROPOSED OAKFSDALE AVM41M SOUTHWEST, AS MF.ASURIrD AT RIGHT ANGLES THERETO, AS SAID CENfMRLINE IS SHOWN ON THE PLANS EN'TTTLEI) "OAmDALF, AVENUE SOUTHWEST IMPROVEMENTS, SOUTHWEST I eH STREET TO SOUTHWEST GRADY WAY," DATED SEMMBER 25, 3987, AS PREPARED BY CH2M HILL FOR THE CITY OF RENTON: F,xH(BI7A TO S1180ROCNATION, NON-D4SrURBAN(T. FSTOPPEI. AND ATfORNMENTAC.REEMENT 1 /SNDA-City Cafc1 PAGE 1 t?W07 THENCE NORTH 28.4511 " WEST, PARALLEL TO SAID CENTERLINE A DISTANCE OF 156.95 FE ST TO A POINT OF CURVATURE OF A TANGENT CURVE TO THE RIGHT HAVING A RADIUS OF 45.00 FaT; THENCE NORTHERLY, ALONG THE ARC OF SAID CURVE, THROUGH A CENTRAL ANGLE OF 54°47'59", 43.04 FEET TO A POINT ON THE SOUTHERLY MARGIN OF SOUTHWEST GRADY RIGHT- OF-WAY, WHICH POINT SEARS NORTH 63°57'32" WEST FROM THE CENTER POINT OF SAID CURVE; THENCE NORTH 6&Sn2" EAST, ALONG SAID\MARGIN, 98.61 FEET TO THE EAST LINE OF SAID SUBDIVISION; THENCE SOUTH OW53'49" WEST, ALONG SAID SUBDIVISION LINE, 216.91 FEET TO THE TRUE POINT OF BEGINNING; SITUATE IN THE CITY OF RENTON, COUNTY OF SING, STATE OF WASHINGTON. MCEL Q THAT PORTION OF OAKESDALE AVENUE SOUTHWEST (PLATTED AS STIBIEN AVENUE, FORMERLY KNOWN AS 80n'AVENUE SOUTH, ALSO KNOWN AS UNDEVELOPED OAKDALE AVENUE SOUTHWEST) IN THE NORTHEAST" QUARTER OF SECTION 24, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., ADJOINING BLOCKS 40 AND 41, C.D. HIL NIAN'S EARLINGTON GARDENS ADDITION TO THE CITY OF SEATTLE, DIVISION NO. 1, AS PER PLAT RECORDED IN VOLUME 17 OF PLATS, PAGE 74, RECORDS OF KING COUNTY, AND LY14NG NORTHERLY OF STATE ROUTE 405 AS CONVEYED TO THE STATE. OF WASHINGTON BY DEED RECORDED UNDER RECORDING NO. 5443699, AND LYING SOUTHERLY OF SOUTHWEST GRADY WAY AS CONVEYED FOR PUBLIC ROAD BY DEEDS RECORDED UNDER RECORDING NOS. 2919081. 2923140 AND 2927725 TREAT WOULD ATTACH BY OPERATION OF LAW; SITUATE IN THE CITY OF RENTON, COUNTY OF KING, STATE OF WASHINGTON, SOSORDINAMN, NON-DISTIIRBANCL ESTOPPEL AND AXTORNMENP AGREEMENT I ISNDA_ City Cafe) PAGL2 1130IJ7 20070316001746,001 Return Address U.S. Bank National Association Commercial Real Estate Division, PD-WA-T8RE 1420 Fifth Avenue, 8* Floor Seattle, WA 98101 Attention: Bonnie Menzies Document Title: 1. Subordination, Non -Disturbance, Estoppel and Attomment Agreement Reference Number(s) of Documents assigned or released: (on page _ of documents(s)) Grantor(s) (Last name first, then first name and initials); 1. KING COUNTY, WASHINGTON 2. EARLINGTON LLC Grantee(s) (Last name first, then first name and initials): 1. U.S. BANK NATIONAL ASSOCIATION Legal description (abbreviated: i.e. lot, block, plat or section, township, range) The complete legal description is on Exhibit A. Assessor's Property Tax Parcel/Account Number 33yoYo-7to0, t 12187-01004-k tl 29267-:6_ i MOCI 1985PI2,2 FILED FOR RECORD AT THE REQUEST O Mi i.andAmerim Commerdal SOMCes l ,9 1 `r ?Orr? 328.'U2 2007031 6-.= i SUBORDINATION, NON -DISTURBANCE, ESTOPPEL AND ATTORNMENT AGREEMENT Date: March , 2007 From: KING COUNTY, WASE NGTON C f enane) and EARL,INGTON LLC ("Landlord') To: U.S. BANK NATIONAL ASSOCIATION ("U.S. Bank') Lease Dated: March 12, 2007 WrrNESSETH A. Tenant has entered into a lease dated March 12, 2007 (the "Lease) with Landlord covering leased premises containing approximately 93,044 square feet of space in Building A, Earlington Business Center (the 'Tremises'), which Premises are located on the real property described more particularly on attached Exhibit A. B. U.S. Bank has made a loan or intends to make a loan to Landlord secured by a Deed of Trust, Assignment of Rents and Leases and Security Agreement (the "Deed of Trust'). One of the requirements for U.S. Bank making the loam to Landlord is that the Lease be subordinate to the lien of the Deed of Trust. The Deed of Trust was recorded on March J!S 2007 in the real estate records of King County, Washington under File No. _ 272 U.S. Bank and its agents are authorized, to insert the recording information into this recital. C. U.S. Bank has been requested by Tenant and by Landlord to enter into a non - disturbance agreement with Tenant; NOW, THEREFORE, in consideration of the promises and mutual covenants hereinafter contained, the parties hereto mutually covenant and agree as follows: 1. The Lease and any extensions, renewals, replacements ormodifications thereof, and all of the right, title and interest of Tenant in and to said Premises, including but not limited to aay option or right of first refusal to purchase Premises, or any acquisition of title to the Premises by Tenant during the terns of the Deed of Trust, are and shall be subject and subordinate to the Deed of Trust and to all of the terms and conditions contained herein, and to any renewals, modifications, replacements, consolidations and extensions of the indebtedness secured thereby. SUBORDINATION, NON -DISTURBANCE. ESTOPPEL AND ATTORNMENT AGREEMENT (1SNDA . KCR (2)) 19959177 PAGE 3114107 2. U.S. Bank consents to the Lease and, in the event of foreclosure of the Deed of Trust, or in the event U.S. Bank comes into possession or acquires title to the premises as a result of the enforcement or foreclosure of the Deed of Trust, or as a result of any other means, U.S. Bank agrees to recognize Tenant and firrther agrees that Tenant shall not be disturbed in its possession of the Pren i ses for any reason other than one which would entitle Landlord to terminate the Lease under its terms or would cause, without further action by such Landlord, the termination of the Lease or would entitle such Landlord to dispossess Tenant from the Premises. 3. Tenant agrees with U.S. Bank that if the interests of Landlord in the Premises shall be transferred to and owned by U.S. Bank by reason of foreclosure or other proceedings brought by it, or by any other manner, Tenant shall be, bound to U.S. Bank under all of the terms, covenants and conditions of the Lease for the balance of the term thereof remaining and any extensions or renewals thereof which may be affected in accordance with any option therefor in the Lease, with the same force and effect as if U.S. Bank were Landlord under the Lease, and Tenant does hereby attorn to U.S. Bank as its Landlord, said anornment to be effective and self -operative without the execution of any further instruments on the part of any of the parties hereto immediately upon U.S. Bank succeeding to the interest of Landlord in the Premises. Tenant agrees, however, upon the election of and written demand by U.S. Bank after U.S. Bank receives title to the Premises, to promptly execute an instrument in confirmation of the foregoing provisions, satisfactory to U.S. Bank, in which Tenant shall acknowledge such attornment and shall set forth the terms and conditions of its tenancy. 4. Tenant agrees with U.S: Bank that if U.S. Bank shall succeed to the interest of Landlord under the Lease, U.S. Bank shall not be (a) liable for any action or omission ofany prior landlord under the Lease, or (b) subject to, any offsets or defenses which Tenant might have against any prior landlord, or (d) bound by any security deposit which Tenant may have paid to any prior landlord, unless such deposit is in an escrow fund available to U.S. Bank, or (e) bound by any amendment or modification of the Lease made without U.S. Bank's consent, or or (g) liable for or incur any obligation with respect to any breach by Landlord of warranties or representations of any nature under the Lease or otherwise, including, without limitation, any warranties, or representations respecting use, compliance with zoning, Landlord's title, Landlord's authority, habitability and/or fitness for any purpose. or possession. Tenant further agrees with U.S. Bank that Tenant will not voluntarily subordinate the Lease to any lien or encumbrance without U.S. Bank's consent. 5. In the event that Landlord shall default in the performance or observance of any of the terms, conditions or agreements in the Lease, Tenant shall give written notice thereof to U.S. Bank and U.S. Bank shall have the right (but not the obligation) to cure such default. Tenant shall not take any action with respect to such default under the Lease, including and without limitation, any action in order to terminate, rescind or void the Lease or SUBORMATION,NON-DlS'iUR©ANCP, ESTOPPEL AND AT MRNMEN T ACRE&NIFNT PAGE 2 (1SNDA . KCE (2)) 7114107 1985912.2 20070316001746.004 to withhold any rental thereunder for a period of 10 days after receipt of such written notice thereof by U.S. Bank with respect to any such default capable of berg cured by the payment of money and for a period of 30 days after receipt of such written notice thereof by U.S. Bank with respect to any other such default; provided, that in the case of any default which cannot be cured by the payment of money and cannot with diligence by cured within such thirty 30- day period because of the nature of such default or because U.S. Bank requires time to obtain possession of the Premises in order to cure the default, if U.S. Bank shall proceed promptly to attempt to obtain possession of'the Premises, where possession is required, and to cure the same and thereafter shall prosecute the curing of such default with diligence and continuity, then the time within which such default may be cured shall be extended for such period as may be necessary to complete the curing of the same with diligence and continuity. 5. Tenant agrees with U.S. Bank that Teriant's estate in the Premises shall not be conveyed or encumbered without the written consent of U.S. Bank so long as the Lease is in effect. 7. Landlord and Tenant hereby covenant and agree with U.S. Bank, as of the date hereof, as follows: (a) The Lease has been properly executed and delivered by Tenant; is valid and binding upon Tenant, has not been modified, and is in full force and effect; (b) There exist no defaults under the terms of the Lease by Landlord or Tenant; (c) Tenant has not paid any rental to Landlord more than one month in advance and Landlord holds no security deposit for Tenant; (d) , Tenant has no defense, claim of lien or offset, under the Lease or against the rental payable thereunder; and (e) Tenant has no claims to or interest in the Premises, legal or equitable, or any contract or option therefore, other than as a tenant under the lease. Tenant hereby agrees that it will promptly notify U.S. Bank in writing of and when any of the above conditions should become untrue or incorrect in any material respect. 8. This Agreement shall bind and inure to the benefit of all parties hereto, their successors and assigns. As used herein the term "Tenant" shall include Tenant, its successors and assigns; the words "foreclosure" and "foreclosure sale" as used herein shall be deemed to include the acquisition of Landlord's estate in the Premises by voluntary deed (or assignment) in lieu of foreclosure, and the word "U.S. Bank" shall include U.S. Bank herein specifically SURORDINATION, VON-DISTURIJAAfCF., HSTOPPFL AND A'r MRNNiFNT A(iREZMFNT PAO.E 3 f/SNDA. KCH (2)l 3,14/V7 1985912.2 named and any of its successors and assigns, including anyone who shall succeed to Landlord's interest in the Premises by, through or under foreclosure of the Deed of Trust. 9. This Agreement shall not be modified or amended except in writing signed by the parties hereto. 10. The use of the neuter gender in this Agreement shall be deemed to include any other gender, and words ii the singular number shall be held to include the plural, when the sense requires. 11, Notwithstanding any of the other provisions hereof this Agreement is not intended to create and shall not be deemed to create any personal liability on the part of tenant for repayment of the loan secured by the Deed of Trust. IN WITNESS WHEREOF the parties hereto have placed their hands and seals the day and year first above written. LANDLORD: EARLINGTON LLC, a Delaware limited liability company Name: Title: TENANT: KING COUNTY, a political subdivison of the State of Washington $y Name: . Sca-•-- Title: SUBORDINATION,NON-DIS'PURLIANCti, ESTOPPEL AND ATTORNMENT AGREEMENT PROF. 4 (ISNOA - KCF (2)) 3,14f01 19SS912.2 U.S. BANK: T.S. BANK NATIONAL ASSOCIATION " Mll wt'-'., I SUBORDINATION, NON•DISTURBAHM E3'I'OPPFL AND AVORNNIM' AGREEMENT PAGES IISNDA - KC'E Mj 3114107 l')95912.2 20070316001746.007 STATE Of WASHINGTON ) )SS. COUNTY OF KING I certify that I know or have satisfactory evidence that &� /;0t!36L0 0 is the person who appeared before me, and said person acknowledged that he signed this instrument on oath stated that he was authorized to exec to the instrument and acknowledged it as the !I , off Cou I, -, to be the free and voluntary act of such corporatioA for the uses and purposes mentioned in the instnunent. Dated: -3 A;-Zo 2 0 (Sipature of Notary) • 110. ul' ;A (Print or stamp name of Notary) 'A A V;A= NOTARY PU13LIC in and for t State L. ,/ eld III' of GaRfaiWa, residing at LJ:5) My appointment expires: SUBORDNAMN, NON-DISTMANCE, ESTOPFFT. AND ATTORNMENT AGREEMENT PAGE. 7 JJSNDA - XCE (2)) M "7 1985912.2 20070415001746.-M STATE OF WASHNGTON ) S8. COUNTY OF KING ) 'w I certify that I know or have satisfactory evidence that is the person who appeared before me, and said person acknowledged that he signed this instrument, on oath stated that he was quMhoryedd to execute the instrument and acknowledged it as the yam•A41441106 of LL G ,. ee and voluntary act of such pasties for the uses and purposes mentioned in the ins raiment. Dated: I q %fit lti Z" ;Z- .?ter- -. �'i,t,�t ION C.) dP-•'0 y (Signature of otary} AZ eAl (Print or stamp name of Notary) NOTARY PUBLIC in and far the s e of Washington, residing at My appointment expires: �d SUBORDINAMN• NON-MTURBANCE. F.S I'OPPEI, AND ATrORNM ENT A(iRFF.V1F.Ni' PAGED JISNAA - KCE (:)] 1%14 07 1985912.2 STATE OF WASHINGTON ) ss. COUNTY OF KING ) 2all d before me On this � day of �yl �4�1 cH- � (}D7, person _ Y gkA- tome known to bethe r• t swr of U.S. Bank National Association, that executed the within and foregoing instrument and acknowledged the instrument to be the free and voluntary ad and deed of the association, for the uses and purposes therein mentioned, and on oath stated that she/he was/were authorized to execute the instrument. IN WITNESS WHEREOF I have hereunto set my handy d official seal the day and year first above written. SUCiOM NATION, MON.D1STURBANCE, FSTOPPEL AND ATTORNMEW AOREEMENT J.'SNDA - KC8 (2)) 1985912.2 a12 W 140 Se f (Print or stamp name of Notary) NOTARY PUBLIC in and for the State of Washington, residing at TK 0 At G�` r� My appointment expires: PAGER 3/14.107 20070315001746.010 EXHIBIT A to Subordination, Non -Disturbance, Estoppel and Attornment Agreement LEGAL DESCRIPTION LOTS I THROUGH 56, BLOCK 40 AND LOTS I THROUGH 56, BLOCK 41, C.D. HILLMAN'S EARLINGTON GARDENS ADDITION TO THE CITY OF SEATTLE, DIVISION NO. 1, AS PER PLAT RECORDED IN VOLUME 17 OF PLATS, PAGE 74, RECORDS OF KING COUNTY; TOGETHER WITH THOSE PORTIONS OF SOUTHWEST 12TH STREET (FORMERLY KNOWN AS SOUTH 150"" PLACE) AND THOMAS AVENUE SOUTHWEST (FORMERLY KNOWN AS 83p"o AVENUE SOUTH) AND ALLEYS IN SAID BLOCKS 40 AND 41, VACATED BY THE CITY OF RENTON ORDINANCE NO. 2475 AS CONVEYED BY THE CITY OF RWrON BY DEED RECORDED UNDER RECORDING NO. 6635409; AND THE CITY OF RENTON ORDINANCE NO.3373, RECORDED UNDER RECORDING NO. 7911260604 THAT WOULD ATTACH BY OPERATION OF LAW; EXCEPT THAT PORTIONS THEREOF CONVEYED TO KING COUNTY FOR PUBLIC ROAD BY DEEDS RECORDED UNDER RECORDING NOS. 2919081, 2923140 AND 2927725; AND EXCEPT THAT PORTION THEREOF CONVEYED TO THE STATE OF WASHINGTON FOR PRIMARY STATE HIGHWAY NO. 18Y 1)FED RECORDED UNDER RECORDING NO.5443689; SITUATE IN THE CITY OF RENTON, COUNTY OF KING, STATE OF WASHINGTON. PARCEL B: THAT PORTION OF THE SOUTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 24, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., DESCRIBED AS FOLLOWS: BEGINNING AT A CONCRETE MONUMENT IN CASE, WHICH MARKS THE EAST QUARTER CORNER OF SAID SECTION; THENCE NORTH 00°35'53" EAST, ALONG THE EAST LINE OF SAID SECTION, 445.93 FEET TO THE NORTHERLY MARGIN OF STATE ROUTE 405, AS APPROVED OCTOBER 31, 1961; THENCE SOUGH 86°I9'51' WEST, ALONG SAID NORTHERLY MARGIN,1,339.58 FEET TO AN INTERSECTION WITH THE EAST LIVE OF SAID SUBDIVISION AND THE TRUE POINT OF BEGINNING; THENCE ( ONT7NUE, ALONG SAID NORTHERLY MARGIN, 10.88 FEET TO A POINT WHICH IS 39.00 FEET NORTHEASTERLY OF THE CENTERLINE OF PROPOSED OAKRSDALE AVENGE SOUTHWEST, AS MEASURED AT RIGHT ANGLES THERETO, AS SAID CENTERLINE IS SHOWN ON THE PLANS ENiTIU D "OAKESDALE AVENUE SOUTHWEST IMPROVEMENTS, SOUTHWEST 10 STREET TO SOUTHWEST GRADY WAY," DATED SEPTEMBER 25, 1987, AS PREPARED BY CH2M HILL FOR THE CITY OF RENTON; F.XR)RIT A TO SUSORDINA110N, NON -DISTURBANCE, ESTOPPEL. AND ATTORNMEHT AGREEMENT PAGE I (1SN0A - KCIT (2)I N 1 Mr 1985912.2 200703166001746,011 THENCE NORTH 29*4531" WEST, PARALLEL TO SAID CENTERLINE A DISTANCE OF 156.95 FEET TO A POINT OF CURVATURE- OF A TANGENT CURVE TO THE RIGHT HAVING A RADIUS OF 45.00 FEET; THENCE NORTHERLY. ALONG THE ARC OF SAID CURVE, THROUGH A CENTRAL ANGLE OF 54°47'59", 43.04 FEET TO A POINT ON THE SOUTHERLY MARGIN OF SOUnJWE,ST GRADY RIGHT- OF-WAY, WHICH POINT BEARS NORTH 63°57'32" WEST FROM THE CENTER POINT OF SAID CURVE; THENCE NORTH 66°58'02" EAST, ALONG SAID MARGIN, 98.61 FEF r TO nM EAST LINE OF SAID SUBDIVISION; THENCE SOUTH 0(r5349" WEST, ALONG SAID SUBDIVISION LINE, 21691 FEET TO THE TRUE POINT OF BEGINNING; SITUATE IN THE CITY OF RENTON, COUNTY OF KING, STATE OF WASHINGTON. PARCEL C: THAT PORTION OF OAKESDALE AVENUE SOUT ITWEST {PLATTED AS STIB IEN AVENUE, FORMERLY KNOWN AS 80"5 AVENUE SOUTH, ALSO KNOWN AS UNDEVELOPED OAKDAL E AVENUE SOUTHWEST) IN THE NORTHEAST QUARTER OF SECTION 24, TOWNSHIP 23 NORTH, RANGE; 4 EAST, W.M., ADJOINING BLOCKS 40 AND 41, C.D. HILLMAN'S EARLINGTON GARDENS ADDITION TO TIM CITY OF SEATTLE, DIVISION NO. 1, AS PER PLAT RECORDED IN VOLUME 17 OF PLATS, PAGE 74, RECORDS OF KING COUNTY, AND LYING NORTHERLY OF STATE ROUTE 405 AS CONVEYED TO THE STATE OF WASHINGTON BY DEED RECORDED UNDER RECORDING NO. 5443689, AND LYING SOUTTHERLY OF SOUTHWEST GItADY WAY AS CONVEYED FOR PUBLIC ROAD BY DEEDS RECORDED UNDER RECORDING NOS. 2919081, 2923140 AND 2927725 THAT WOULD ATTACH BY OPERATION OF LAW; ' SITUATE IN TIM CITY OF RENTON, COUNTY OF KING, STATE OF WASHINGTON. SUBORDTNAT1DN. NON-DISTIJRRANCE, ESTOPPEL AND ATMRNWl NT AGREEMENT PACE Z [6NDA - KCE (1)j V W(17 1985912.2 AAALENGTOH TO THE CITY OF SEATTLE �"' ,.•>• gyp DIVISION N° { `�� llvt�+�+� 7y,•u ;} :.ak I =y pYlr,� ill 1. n+ r uln'+ii 11�:4.: 'i•^•:.�":: I - INE Avz 4 rot W. L. Morr wr rz G£ a ca"`a ,', , s + � i ,. i�Ygoit? I i i.�• •4� � � i !+ � _,uri� i wit : yam— �R. t! , f MT 1•.,. l7. itr • fw, ram. ,W ':{, rOfJAi4V a4VGMU4r ,. Lr i sir rr •'i17 f i'rr ,�,r, isw •r a�', -- -: _— r __ 71j s, . hf cfGDhG/(mm» �a �ddJga:1�>Ok G; .�o�..���n}Wr7 /Y° l G1.dfpCGyk OIIOT n , 4Y1C�k ! r+ „ `� r ~r1 , =a 7fcNyY�o{rn�r.��f.�r• Tix.JlY�iol�N%��1'z�aa/ii��lx.�lli1�,: N .:•...u.. � -.�f ;-. r�_.._'`'.. 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S•J -• - JJ.,-l.- - aTF..—' ar: fr / `I !e u .a, _—_ _.__ 1 r T.r kr — - I• JJ sJ_ {'- JJ 'f fJ ~ � � )d Ji :. •Y ., y ,� ( I -.TM. fo N f! �f ,l — .....1Yki._. }r E .3 _ T ,•f q .a It I r Cr — - _n � � � r( ! :y, r.': ,r fr u I •ar -- y tl ,f s._ :..Si 01 fl __ 1 a .r S! as /� N /r �; ::a[ - r e. 1 � •5 _ .i r of 9-`_t ..� J _ la M• • � �' 1 rJ ,) ri I _.�r fJ ,<• a _ Jr +J � _ .�/,. u � • t� rc i ,J I -3? si CS I 62 N I.. x 60970 ._ N J•: , 'j F»��rfeca.valate�dGaN,I/.rwntlw -`nAS�rd d.dp+/L.gifal1plvEJpad /fAM. �� x•• o�o�rMJbtwne ITm/Pk✓3.eTf, Rccads .'� 'dlXTN 'c i AY�NUC• ; F:.+• �y i�te }e law,/ • •' .�. J a • r I i'f�YRUMChR A�[�� .k: f:l RAY VOL • � ! f n a _�I � II "AveyI 1 4 - , j 1 ) M N - 11 I• A AL r. DEVELOPMENT PLANNING CITY OF RENTON OCT -1 2007 RE(ft;EO D STORM DRAINAGE �EPORT Proposed City University/Unico Properties, LLC Renton Campus Parking Lot Addition SEC - of S.W. Grady Way and Oakesdale Avenue S.W. Renton, Washington Prepared for: Lance Mueller & Associates 130 Lakeside, Suite 250 Seattle, WA 98122 March 6, 2007 Our Job No. 12834 �-6-°jx EXPIRES 10/ 10/10 CIVIL ENGINEERING, LAND PLANNING, SURVEYING, ENVIRONMENTAL SERVICES 18215 72ND AVENUE SOUTH KENT, WA 98032 (425) 251-6222 (425) 251-8782 FAx BRANCH OFFICES ♦ OLYMPIA, WA ♦ TACOMA, WA ♦ SACRAMENTO, CA ♦ TEMECULA, CA www.barghausen.com 1.0 INTRODUCTION/GENERAL INFORMATION 1.0 INTRODUCTION/GENERAL INFORMATION This proposed project consists of 0.15-acre increase in the parking area of an existing impervious site, which is approximately 7.33 acres in size overall with almost the entire site consisting of impervious surface. The far western portion of the site along the frontage of Oakesdale Avenue S.W. is a grassy area a portion of which will be paved with asphalt, as mentioned previously, consisting of 0.15 acre of new impervious surface. There is no detention provided on the site under existing conditions and none is proposed under this proposal. However, water quality will be provided for this new parking area such that a catch basin stormfilter with two cartridges is the proposed means of treating runoff from the new parking area. The peak runoff rates computed by utilizing the SBCTH methodology were used in sizing the catch basin stormfilter and are included on the following pages of this report. In addition, Contech-CPI, the sole proprietor for the catch basin filters, and their sizing calculation is attached to the following pages of this report as well. There will be no change in the natural discharge point for runoff from this proposed parking area, which will be to the south in Oakesdale Avenue S.W. 12834.001.doc HYDROGRAPH BASIN SUMMARY Appended on: 15:55:12 Monday, March 05, 2007 12834dev Event Summary Event j Peak r=ea(acyi E _qCc%jPeak T (hrs)jjjHyd Vol (acftj,�Method; Raintype} 6 month 0.0402 8.00 0.0133 01 F -7i P �n0,0662 0.0222 _j - i 1—,--0.0983 1,15—BU—H -,TypElk 50,1500 -'FSBUH FTVl' IAI, Li 0. 13 3 !F 0.0458 7F —.,F—E I k, Record Id: 12834dev [Design method —SBUH — - Rainfall type --- --------- TYPEIA jHyd Intv il 10.00 min 11Peaking Factor ;lAbstraction Coeff 0.20 !LPervkous Area 0.15 ac Pervious CN 0.00 C . ......... 98.00 11Pervious TC 0.00 min KC7T C 5.00 min Directly Connected CN Cole Description SubArea Sub cn Impervious surfaces (pavements, roofs, etc) 0.11 ac F98.00 DC Composited CN (AMC 2) 98.00 . . . .... .... . . ... .... .... Directly Connected TC Cale -7 F p e i! Desc�!ption i.'_jengtF I L 1[j.00 min Directly Connected TC 5.00min Licensed to: Barghausen Engineers SIZING AND COST ESTIMATE /k--4\i4--LEW1E^ Ll WV40:'9-i&W: STORMWATiER 501rUTIONS INC. Prepared by Joe Reidy an March 6, 2007 Size and Cast Estimate Unico Properties — Stormwater Treatment System Renton, WA Information provided: • Impervious area = 0.15 acres • Water quality flow, Qq = 0.04 cfs Peak hydraulic flow rate, Qpe.k= 0.13 cfs Assumptions: • Media W ZPG cartridges • Plow rate per cartridge =15 gpm • Drop required from inlet to outlet = 2.3' minimum Size and cost estimates: The StormFilter is a flow -based system, and therefore, is sized by calculating the peak water quality flow rate associated with the design storm. The water quality flow rate was calculated by the engineer and provided to CONTECH Stormwater Solutions Inc. The StormFilter for this site was sized based on a water quality flow rate of 0.04 cfs. To accommodate this flow rate, CONTECH Stormwater Solutions Inc. recommends using a catch basin Storm Filter with 2 cartridges. The estimated cost of this system is $9,500, complete and delivered to the job site. The contractor is responsible for setting the Storm Filter and all external plumbing. 02006 CONTECH Stormwater Soluliom 12021-8 NE Alrport Way, Portland QR 97220 Page 1 of 1 contechslormwater.com Toll•free:600.5413.4667 Pax:600.561.1271 BASIN MAP RECORD LEGAL. DESCRIPTION: ;vER 1KAN: ATh: •Rst 11flutANCI =Y Ahv oRm NO. RT-ITNA9OA7 DATED 4cw13EH is. ZOM6.} PART,`Fy1 +Ai D,IRN b+ `� aUd A9 MM E M 1 1HRLA" SR. R. ON AT. G.D. `NLL R PLAT ,*OOR M LAPDEHS 17 W- A ME X 7 . COR RL OM1Kidi E- ,. AS PER PUT M.� N YO.UAe l7 ff ALA15. 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