HomeMy WebLinkAboutR2023-050^.-.t'it\r.
BOARD OF COUNTY COMMISSIOIIERS
COUNTY OF KITTITAS
STATE OF WASHINGTON
RESOLUTIoN No. 2023- C 50
A RESOLUTION AUTHORIZING LEASE EXECUTION BETWEEN Kittitas County
AND PAUTZKE CO. LLC.
WHEREAS' Kittitas County is in need of additional office space for the office of
Prosecuting Attorney; and
WHEREAS, the county has done its due diligence to locate a property to meet the
county's needs for additional office space; and
WHEREAS, Pautzke Co. LLC. has prepared a lease with the necessary plans to meet the
county's need for additional office space for the Prosecuting Attorney's Office; and
WHEREAS, the Board of County Commissioners agreed with the proposed terms of the
lease at a Public Hearing held on March 28,2023 at2:30pm; and
NOW THEREFORE, BE IT HEREBY RESOLVED that the Board of County
Commissioners of Kittitas County, Washington authorizes the execution of the lease for the
office space located atTth Ave. and Main Street in Ellensburg Washington.
ADOPTED trris 4alav or I 2023
BOARD OF COUNTY COMMISSIONERS
UNTY, WASHINGTON
Chair
ABSENT
Commissioner
APPROVED AS TO FORM:
Clerk of Board- Julie Kjorsvik Neil A. Caulkins, Deputy Prosecuting Attorney
<f u''
n Deputy Clerk of the Board- Mandy Buchholz
TREASURER'S USE ONLY
REVIEWED
KII IIIAS UUUN Y IA$UHIH
IAR 28 ?0n
INITIALS
03/28/ 2023 03 : 22t29 Pl1 2@23?3280027
Page:l ol 27s229.54Lease KC f4nINTKittitas County Auditor
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Kittitas Countv AuditorlRecorder's Indexins Form
Please Print Or Tvne All Information in Black lnk
t Titles (or transactians contained therein)
l"
A
t
B.first
Additional grantors on page of document
C. Grantee e, first
Additional grantees on page of document.
des plat or section, township, range):
Additional legal description on page_ of document.
E. Assessor's property tax parcel/account number(s):
F. Reference numbers of documenfs assrgned or released:
Additional references on page_ of document.
The auditor or recordins officer will rely on the iryformation provided on this form. The stqffwill not read the
document to veri"fv the accuracv of or the completeness of the indexing itlformation nrovided herein.
am requesting an emergency nonstandard recording for an additional fee as provided in RCW 36.18.010. I
understand that the recording processing requirements may cover up or otherwise obscure some part of the text of the
2
initial)
1
D.
original document
COMMERCIAL BUILDING LEASE
BUILDING LEASE (hereinafter refened to as the "Lease") is made and entered into
as of 2023,by and between PAUTZKE BAIT CO., INC., a Washington
corporation (hereinafter referred to as the "Landlord"),
Washington (hereinafter referred to as the "Tenant'').
and KITTITAS COUNTY, a political subdivision of the State of
WIIEREAS, Landlord is the owner of the property described below in Section I and Landlord desires to lease
said propeily to Kittitas County.
NOW THEREFORE, for and in consideration of the rents reserved hereunder and the terms and conditions
hereo{ the Landlord hereby rents, demises and leases to Tenang and Tenant takes and leases from Landlord, the following
described Leased Premises all upon the following terms and conditions:
1. PREMISES Al{D DEI{ISE. Landlord hereby leases, rents and demises to Tenant, and Tenant hereby accepts
from Landlord, subject to and with the benefit of the terms and provisions of ttris Lease, that portion of the Premises located
at 201 West Seventh Avenue and203 West Seventh Avenue, Ellensburg Washinglon and legally described on Exhibit
A. Tenant acknowledges that Landlord is constructing Tenant's improvements as described in Section 7.2, on the Premises
by Tenant once the improvements are completg which is unknown but estimated to be on or before
2023.
2. TERMANDPOSSESSION.
2.1 Lease Commencement Date. As set forth in Section l, Landlord is constructing alterations on the
building which will comprise the premises described herein, and the exact date of completion is unknown at the present
time. Landlord and Tenant wish to establish the terms and conditions under which the Tenant will take possession of the
premises upon completion of the improvements on the Premises and Landlord desires to ensure ttrat once the Premises are
iompleted,as provided for herein, that Tenant takes possession ofthe Premises and begins paying rent and other financial
obligations olthe Tenant consistent with this lease. When used in this Agreement, the term "Effective Date" (also
refened to herein as the ftase Commencement Date) is the date the last party to execute this Agreement executes it as
disclosed by the respective date appearing below each party's signature. This lease and all its terms are specifically
enforceable by Landlord and by Tenant on and after the Effective Date.
2.2 Lease Term. The Lease Term shall conmence on the Possession Date.
2.2.1 Possession. Subject to the provisions of S ectionT .2, Landlord shall deliver to the Tenant, and
the Tenant agrees to accept from the Landlord, possession of the Premises fourteen (14) days after a certificate of
occupancy is issued by the City ofEllensburg or ifno certihcate ofoccupancy is required, then fourteen (14) days after
the lural inspections by Landlord and Tenant are completed on the improvements as described herein (ttre "Possession
Date"). Possession shall be deemed given when Landlord has delivered keys to the Premises to Tenant.
2.2.2
on the Possession Date
Rent Commencement Date. Rent shall be paid pursuant to Section 3.2 below commencing
2.2.3 Lease Termination Date. Unless extended as provided herein, this Lease shall terminate at
midnight (hereinafter referred to as the "Termination Date"), ten (10) years from the Possession Date. In the event
Landlord elects to release the property at the expiration ofthe term ofthis Lease, then Tenant shall have flrst right to lease
the property and improvements from Landlord under terms then to be negotiated. Tenant may request an early termination
of tttis Leaie at anylime after the commencement of ttre 8s year of the Lease term. Tenant shall request early termination
by giving the Landlord eight (S) months' written notice of the Tenant's intended early termination.
2.3 Surrender of Possession. Tenant shall promptly yield and deliver to Landlord possession of the
Premises at the expiration or prior termination of this Lease. Landlord may place and maintain a "For Lease" sign in
conspicuous places on the Premises for ninety (90) days prior to the expiration or prior termination of this Lease.
Commercial Building Lease
Page I of26
2.4 Holding Over. Any holding over by Tenant after the expiration or termination of the Lease hereof shall
be construed to be a tenaniy at sufferance ofthe Landlord on all ofthe terms and conditions set forth herein, to the extent
not inconsistent with a tenancy at sufferance; provided, that the Minimum Rent for such hold-over period shall be an
amount equal to two (2) times the Minimum Rent due for the last month of the Lease Term. Such tenancy at sufferance
may be terminated by either party by not less than thirty (30) days prior written notice.
2.5. Abandonment. Tenant agrees not to vacate or abandon the Premises at any time during the Lease Term'
Should Tenant vacate or abandon said Premises or be dispossessed by process oflaw or otherwise, such abandonment
vacation or dispossession shall be deemed a breach of this Lease and, in addition to any other rights which Landlord may
have, Landlord- may remove any personal property belonging to Tenant which remains on the Premises and store the same,
the cost of such removal and storage to be charged to the account of Tenant. Landlord's entry into the abandoned Premises
and/or Landlord's removal ofthe personal property as described above shall not be consfued or deemed to be a termination
ofthis Lease or an actual or constructive eviction ofTenant, nor shall the same relieve Tenant ofits obligations under this
Lease. Landlord shall have such rights of entry and removal in order to attempt to mitigate Landlord's damages in the
event of Tenant's abandonment of the Premises.
2.6 Voluntary Surrender. The voluntary or other surrender of this Lease by Tenant, or a mutual
cancellation ttrereof, shall not be a merger, but shall, at the option oflandlord, terminate all or any existing subleases or
sub tenancies, or operate as an assignment to it ofany or all such subleases or sub tenancies'
3. RENT. All rent payments as hereinafter set forth shall be paid by Tenant to Landlord without notice or
demand, in advance, e*"ept as otherwise specifically provided herein, on or before the lst day of each and every
successive calendar month during the Term hereof commencing on the Rent Commencement Date, and shall be
considered delinquent if not so paid on or before the first day of each month. The Minimum Monthly Rent and the
Additional Rents jhereinafter defined) are refened to collectively herein as "Rent." All Rent shall be paid to Landlord'
without deduction or offset, in lawful money of the United States of America, at PO Box 36, Ellensburg WA98926,
or at such other place as Landlord may from time to time designate in writing. If the Lease Terrn commences or expires
on a day other than the last day of a calendar month, the Minimum Monthly Rent for such month shall be a pro-rated based
upon athirty (30) day month.
3.1. Rent Commencement Date. Rent payments from Tenant to Landlord shall commence on the Rent
Commencement Date.
3.2. Initial Monthly Rent. Tenant shall pay to Landlord as "Minimum Monthly Rent" the following
amounts for the following years of the Term:
3.2.1.
3.2.2.
3.2.3.
3.2.4.
3.2.5.
3.2.6.
3.2.7.
3.2.8.
3.2.9.
3.2.10.
First Year of the Lease Term
Second Year ofthe Lease Term
Third Year of the Lease Term
Fourth Year of the Lease Term
Fifth Year of the Lease Term
Sixth Year of the Lease Term
Seventh Year ofthe Lease Term
Eighth Year of the Lease Term
Ninth Year of the Lease Term
Tenth Year ofthe Lease Term
$12,000
s12,420
$12,855
$13,305
$13,770
$14,252
$14,750
$15,266
$15,877
$ 16,512
3.3. For purposes of determining when the Rent increases begin, the earliest Possession Date by Landlord
is the Date which commences the Term ofthe Lease and is the date rent commences. A year of the Lease term commences
on the annual anniversary of the earliest Possession Date. As set forth in Section 7.2 defining the Tenant's improvements,
it may be possible for Landlord to complete the improvements to the East one-half of the building prior to the West one-
half, and in such event the Tenant shail pay fifty percent (507o) of the rental amounts due in Section 3'2 and 3.4 until
Commercial Building Lease
Page2 of26
Landlord is able to deliver possession of the West one-half, at which time Tenant will begin paying the full amount of rent.
Any rent for a partial month shall be prorated based on the number of days in the month.
3.4. Late Charges. If any installment of Rent, adjustments or any sum due from Tenant shall not be received
by Landlord or Landlord's designee on or beforc the date that is three (3) business days from the date such sum is due as
set forth herein, then Tenant shall pay automatically to Landlord a late charge equal to One Hundred ($100.00) Dollars.
Any such late charges shall be added to the next installment ofRent due under the Lease. The failure to pay any such late
charge with the next installrnent ofRent due shall be considered a default under this Lease. For the purposes hereofthe
term "past due" shall mean Rents or other sums which are due but not received on or before the first of the month. The
parties hereby agree that such late charges represent a fair and reasonable estimate ofthe cost that Landlord will incur by
ieason ofthelatJ payment by Tenant. Acceptance of such late charges by the Landlord shall in no event constitute a waiver
ofTenant's default with respect to such overdue amount, nor prevent Landlord from exercising any ofthe other rights and
remedies granted hereunder.
3.5. Additional Rents. In addition to the Minimum Monthly Ren! Tenant shall pay to Landlord as
'Additional Rents" the following amounts:
3.5.1. Payment of Taxes. Tenant shall pay all real property taxes. Upon receipt of the tax
statements from the govemmental entity levying said taxes, Landlord will provide Tenant with said tax statement and
Tenant will make suih payments directly to the governmental entity at the time said taxes are due. If Tenant shall fail
to pay any such tzxes, Landlord shall have the rightto pay the same, in which case, Tenant shall repay such amount
to LanAtorO together with interest at the rate of twelve (12%o) percenl per annum. Additional Rent for taxes for any
portion of the ierm which is less than one (l) year shall be prorated. As used herein, the term "property tax" shall
include any form of assessment, license fee, rent tax, levy or tax (other than inheritance or estate taxes), imposed by
any authority having the direct or indirect power to tax, including any clty, county, state or federal goYernment, or any
school, agriiultural, lighting, drainage or other improvement district thereof, including but not limited to any tax or
fee imposed on Landloid under the Prime Lease, as against any legal or equitable interest of Landlord in the Premises
or in the Property.
3.5.2. Property Insurance. Tenant shall reimburse Landlord for 100% of the annual premium
for Property Insurance described in Paragraph 5.1 herein and allocated to the Premises. All such payments shall be
made directly to Landlord by Tenant within fourteen (14) days after Tenant's receipt of the billing from Landlord.
Additional IGnt for Property Insurance for any period during the Term hereof which is for less than one (l) month
shall not be prorated.
4. TENANT COSTS. Tenant will pay, in addition to Rent and Additional Ront, set forth above and charges
set forth in Section 7 herein, the following expenses:
4.1. Utilities. Tenant shall pay before delinquency, at its sole cost and expense, all charges for gas, heat
electricity, power, telephone, television, intemet, fiber optic, water, sewer or other services separately metered and
attributable to the Premises, and all other services or utilities used in, upon or about the Premises by Tenant or any of its
Tenants, licensees or concessionaires from the Lease Commencement Date set forth hereinabove and throughout the Lease
Term hereof. In no event shall Landlord be liable for an intenuption or failure in the supply ofany such utilities or
services used in, upon or about the Premises by Tenant or any ofits Tenants, licensees or concessionaires from the date
of this Lease and ihroughout the Lease Term. No intenuption or failure in the supply of any such utilities or services
shall be deemed an eviciion or disturbance of Tenant or relieve Tenant from the full and complete performance of all of
Tenant's obligations under this Lease.
4.2. Personal Property Taxes. Tenant shall pay, or cause to be paid, before delinquency, any and all taxes
levied, assessed and/or which become payable during ttre Lease Term hereof upon all or any part of Tenant's leasehold
improvements, equipment, fumiture, fixtures and other personal property located in the Premises. In the event any or all
of the Tenant's leisehold improvements, equipmen! furniture, fixtures and other personal property shall be assessed and
taxed with the real property, ienant shall pay to Landlord its share ofsuch taxes within ten (10) business days after delivery
to Tenant by Landlord of a statement in writing setting forth the amount of such taxes applicable to Tenant's property.
4.3. Licenses and Taxes. Tenant shall be liable for, and shall pay throughoutthe Lease Term, all license
Commercial Building Lease
Page3 of26
and excise fees and occupation taxes covering the business conducted on the Premises. Ifany govemmental authority or
unit under any present or future law effective at any time during the Lease Term hereof shall in any manner levy a tax on
rents payable under this Lease or rents accruing from use ofthe Premises or a tax in any form against Landlord because
of, or-rneasured by, income derived from the leasing or rental ofsaid properly, such tax shall be paid by Tenant, either
directly or through Landlord, and upon Tenant's default therein, Landlord shall have the same remedies as upon failure to
pay Rent. It is understood and agreed, however, that Tenant shall not be liable to pay any net income tax imposed on
Landlord unless, and then only to the ext€nt that, the net income tax is a substitute for real estate taxes.
5. INSTJRANCE.
5.1. Property Insurance. Landlord shall, at Tenant's expense as provided in Section 3.4.2 hereof, obtain
and keep in force during the term of this Lease, a policy or policies of insurance covering loss or damage to the Premises,
the Building and the Property, in the amount of the full replacement value thereof, providing for prokction against all
perils, excluding earthquake coverage, included within the classification of frre extended coverage, vandalism, malicious
mischief, special extended perils (all risk) and water damage, public liability insurance and for such other insurance that
Landlord purchases to protect Landlord from liability arising from Tenants use and occupancy ofthe property' Said
insurance shall provide for payment for loss thereunder to Landlord.
5.2. Tenant Insurance Policies. During the entire Lease Term, the Tenant shall, at its own expense,
maintain adequate premises liability and property damage insurance with a reputable insurance company or companies
with minimum amounts of $2,000,000.00 combined single limit and $2,000,000 annual aggregate for personal injuries and
propefty damage, to indemnif both Landlord and Tenant against any such claims, demands, losses, damages, liabilities
*d .*p.nr.r. Landlord and the management company, if any, employed by Landlord with respect tc the Property shall
be named as insureds and shall be fumished with a certificate of such insurance, which shall bear an endorsement that ttre
same shall not be canceled except upon not less than thirty (30) days' prior written notice to Landlord Tenant shall provide
Landlord with copies of the policies of insurance or certificates thereof. If Tenant fails to maintain such insurance,
Landlord may maintain the same on behalf of Tenant. Any premiums paid by Landlord shall be deemed additional rent
and shall be due on the payment date of the next installment of Minimum Rent hereunder.
5.3. Waiver of Subrogation. Landlord and Tenant hereby mutually release each other from liability and
waive all right ofrecovery against each other for any loss in or about the Premises, from perils insured against under their
respective frre insurance iontracts, including any and all risk endorsements thereof, whether due to negligence or any other
cause; provided that this Section shall be inapplicable if it would have the effect, but only to the extent it would have the
effect, ofinvalidating any insurance coverage oflandlord or Tenant. Tenant shall, atthe request oflandlord execute and
deliver to Landlord a form of Waiver of Subrogation in the form and content as required by Landlord's insurance carrier.
5.4. Companies. Insurance required hereunder shall be issued by companies rated A+ or better in "Bests"
Insurance Guide or such other companies as approved by Landlord.
5.5. Certificate of Insurance. A certificate issued by the insurance carrier for each policy of insurance
required to be maintained by Tenant under the provisions of this Lease shall be delivered to Landlord at PO Box 36,
Ellensburg, WA 98926, upon or before ilre delivery of the Premises to Tenant for any purpose and thereafter, as respects
policy renewals, within thirty (30) days prior to the expiration of the term of each such policy. Each of said certificates of
inrur-.. and each such policy of insurance required to be maintained by Tenant hereunder shall expressly evidence
insurance coverage as requiredby this Lease. Ali such policies shall be written as primary policies not contributing with
and not in excess of coverage which Landlord may carry.
5.6. Personal Property Insurance. Tenant is responsible for obtaining its own insurance covering
Tenant's personal property and the contents ofthe Property from any peril. Tenant shall hold Landlord harmless from
any and all damage to Tenant's contents and personal property.
6. USEOFPREMISESBYTENANT.
6.1. Permitted Uses. Tenant will use and occupy said Premises for the purpose of conducting any use
allowed under the zoning of the property as established by the zone assigned to the Property by the City of
Ellensburg. Tenant shall not use or permit the Premises to be used for any other purpose or purposes except with the
Commercial Building Lease
Page 4 of26
prior written consent of Landlord, which consent may be subject to such conditions as Landlord deems appropriate.
Landlord's approval of any such use shall not be deemed to grant to Tenant an exclusive right to such use in the Property'
6.2. Uses Prohibited. Tenant shall not do or permit anything to be done in, outside or about the Premises
nor bring or keep anything therein which will in any way increase the existing rate of, or affect any, fire or other insurance
upon th. P...iies, iroperty or the building of which the Premises is a part (hereinafter referred to as the "Building"), or
cause a cancellation of any insurance policy covering said Premises, Property or Building or any part thereof or any of its
contents. Tenant shall not do or permit or suffer anything to be done in or about the Premises which will in any way
obstuct or interfere with the rights ofother Tenants or occupants ofthe Building or Property or injure or annoy them (and
Tenant shall take all necessaryaction to prevent odors, emissions, fumes, liquids or other substances or excessive noise
from escaping or extending beyond the Premises), nor shall the Tenant use or allow the Premises to be used for any
improper, immoral, unlawful or objectionable or offensive purpose, nor shall Tenant cause, maintain, or suffer or permit
uny nuir*." in, outside, on or about the Premises. Tenant shall not operate any business in the Premises which may violate
-y .ight of .*clusive use granted to another Tenant. Tenant shall not commit or allow to be committed any waste in or
upon ih. Premises and shall refrain from using or permitting the use of the Premises or any portion thereof as living
quarters, sleeping quarters or for lodging purposes.
6.3. Compliance with Laws. Tenant shall, at its sole cost and expense, promptly comply with all federal,
state, county, or municipal laws, ordinances, rules, regulations, directives, orders and/or requirements now in force or
which may hereafter be in force with respect to the Premises (including storefronts and entrances), the Tenanf s use and
o..up*.y of the Premises, the Tenant's business conducted thereon and with the requirements of any board of fire
undenvriters or other similar bodies now or hereafter constituted relating to or affecting the condition, use or occupancy
of the Premises. The judgment of any court of competent jurisdiction or the admission of Tenant in any action against
Tenant, whether Landlord be a party thereto or not, that Tenant has violated any law, statute, ordinance or govemmental
rule, regulation, order, directive or requirement, shall be conclusive of that fact as between the Landlord and Tenant. The
Tenantihall be solely responsible for and pay, and shall indemniff and hold Landlord harmless from and against, all costs,
expenses (including attomeys' fees), fines, damages, penalties and surcharges incurred or arising by reason ofTenant's
failure to promptly and completely perform the Tenant's obligations under this Section.
6.4. Signs. With the prior written consent of Landlord, Tenant may, at Tenant's cost and expense, hang one
(l)signonthefrontdormerfasciaofthePremisesandone(l)signonthefaciafacingeast. Landlordherebyreservesthe
exclusive right to the use for any purpose whatsoever of the roof and exterior of the walls of the Premises or the Building
of which thJPremises is a part. Inthe event Tenant shall install any sign which does not comply with the City of Ellensburg
sign codes, Landlord shalihave the right and authority, without liability to Tenant, to enter upon ttre Premises,remove and
st6re the subject sign and repair all damage caused by the removal of the sign. All costs and expenses incuned by Landlord
relative to such actions shall be immediately paid by Tenant as additional rent. The Landlord reserves the right to remove
the Tenant's sign during any period when Landlord repairs, restores, constructs or renovates the Premises or the Building
of which the Piemises G a part. Tenant may also use one (l) "sandwich board" style movable sign, the location of which
may be specified by Landlord. Any such sandwich board sign must be constructed, displayed and used consistent with
any applicable City of Ellensburg Code goveming said signs. At termination of this Lease, all signs shall be removed by
Tenant at Tenant's sole cost and expense.
7. CONDITIONOFTHEBUILDING,MAINTENANCE,AI{DALTERATIONS.
7.1. Condition of the Premises at the Lease Commencement Date. Tenant hereby acknowledges to
Landlord that Tenant has inspected the Premises and shall, as of the Rent Commencement Date and baning material
casualty, accepts them in theircurrent condition. Tenant has made its own independent verification that Tenant's intended
use complies with the cunent City of Ellensburg zone for the Property. By entry hereunder, Tenant shall be deemed to
have accepted the Premises as being in its "as is" condition.
7.2. Landlord and Tenant's Work.
i.Z.l. Tenantns Work. Landlord does hereby approve the Tenant's Work attached hereto as Exhibit
B. Tenant's Work shall be completed by Landlord at Tenant's expense as provided for in this Section 7.2. Tenant
acknowledges that all of Tenant's Work will be done by Landlord using the then exiting prevailing wages rates for Kittitas
County Washington. The description of Tenant's Work, attached hereto as Exhibit B shall not be changed without the
Commercial Building Lease
Page 5 of26
written consent of both Tenant and Landlord. Landlord intends to pay up to one-half (l/2) of the cost of the electrical
improvements, the painting improvements and the flooring improvements described in the description of the Tenant's
Work in Exhibit B. Tenant will pay the rest and remainder of the cost of Tenant's Worlg which is estimated to be
$387,000.00, including applicable sales tax and builders' insurance (hereinafter "Tenant's Share"). In the event the cost
ofTenant's share ofthe work exceeds $403,000.00, then Tenant shall pay those amounts over $403,000.00, together with
applicable sales tax and builder's insurance on the amount over $403,000.00. Tenant agrees to pay the Tenant's Share of
the Work described on Exhibit B by making a payment equal to 25Yo of the Tenant's Share of the Work described on
Exhibit B upon the execution of this Lease and then an additional payment of 25Yo of the Tenant's Share of the Work
described on Exhibit B on the thirty (30) day, sixty (60) day and ninety (90) day anniversaries ofthe execution ofthis
Lease. Landlord and Tenant acknowledge that the "Floor Plan-Easf improvements described on Exhibit B may be
completed and occupied by Tenant prior to the completion of the "Floor Plan-West" improvements described on Exhibit
B. In such event if Tenant elects to occupy the "Floor Plan-East" area once the "Floor Plan-East" area is available for the
Tenant, then the date Tenant takes possession ofthe Floor Plan-East area shall be the Possession Date and Tenant shall
pay rent consistent with Section 3.2 and the term of the kase as provided in Section 2.2.1 shall commence when the
Tenant has possession ofthe "Floor Plan-Easf' area.
7.3. Maintenance. Landlord and Tenant agree that each will perform the maintenance and repair
obligations for the Premises as follows:
7.3.1. Maintenance and Repair by Tenant. Tenant shall at all times throughout the Lease Term,
at its sole cost and expense, keep in good order, condition and arrange for the repair, maintenance and or replacement of
the following:
7.3.1,1. The Premises and every non-sffuctural part thereof, including exterior doors and
entrances, all windows, interior, exterior glass and glazing, floor coveringg sills, interior and exterior door closures,
apparatuses and mechanisms, door and window moldings and trim; and
7.3.1.2. All interior walls, partitions, door surfaces, fixtures, equipment and appurtenances
thereof; and
7.3.1.3. All electrical components of the Premises, light fixtures, lighting, telephone
systems, cable systems, intemet systems and heating, ventilating and air conditioning systems shall be maintained and
repaired and, if during the term of this Lease, the heating, air conditioning and ventilation systems or any portion thereof
neids to be replaced, Landlord will anange for and pay for said replacement of the unit with a unit of the same size installed
by a licensed and bonded HVAC contractor; and
7.3.1.4. All plumbing fixtures, hot water heaters, sinks, toilets, drains and pipes which are
not located within the walls; and
7.3.1.5. All signs located in the areas which are adjacent to and included with the Premises;
and
7.3.1.6, Tenant shall keep the glass of all windows, doors, and showcases clean and
presentable; and replace immediately all broken glass in the Premises; and
7.3.1.7. The plumbing system exceptthe portion of the plumbing system located within the
walls of the Premises; and
?.3.1.8. Tenant will be responsible for parking lot maintenance and all snow removal and
any and all costs associated with the parking lot and all snow and ice removal from the parking lot and exterior sidewalks;
and.
7.3.1.9. Tenant will be responsible for making arrangements for parking lot and all exterior
maintenance and any and all costs associated with the parking lot and exterior maintenance.
Commercial Building Lease
Page 6 of26
1.3.2. Cost of Tenant's Maintenance and Repair. The costs of the foregoing maintenance and
repair obligations of Tenant shall be ananged by, billed directly to, and paid by, Tenant. Without limiting the generalities
thereof, Tenant's obligations of maintenance and repair includes the obligation to maintain and repair the items set forth
above which arises as a result of: i) normal wear and tear; and ii) damage from vandalism, burglary or attempted burglary
of the Premises; and iii) damage occurring as a result of Tenant's use of the Premises and use of the Premises by Tenant's
employees, confactors, business invitees and others on the Premises as a result of Tenant's use of ttre Premises.
7.3.3. Tenant's Failure to Maintain. If Tenant fails to maintain the Premises as set forth above,
Landlord may, al its option, after not less than fourteen (14) days' prior written notice to Tenant (or such shorter written
or verbal notice as Landlord may deem appropriate under the circumstances within the exercise of Landlord's good faith
and reasonable business judgment), perform the maintenance and repairs that Tenant has failed to perform, and in such
case, upon receipt ofwritten statements from Landlord, Tenant shall promptly pay the entire cost thereofas additional rent.
Landlord shall have the right, without liability, to enter the Premises for the purpose ofmaking such repairs upon the failure
of Tenant to do so.
7.3.4. Maintenance and Repair by Landlord. Landlord shall at all times throughout the Lease
Term at its sole cost and expense keep in good order, condition and repair the roof, exterior walls, foundations, and
structural elements of the Premises. Landlord, at Landlord's expense, reserves the right to replace the roof, at Landlord's
sole discretion, if the Landlord determines replacement of the roof is necessary. Landlord will repair and maintain the
faci4 eaves and soffits, including but not limited to the maintenance of the faci4 eaves and soffits, the painting or staining
of the exterior faci4 and/or the replacement of ttre faci4 eaves and soffits. Landlord will repair and or replace that portion
of *re plumbing system which is within the walls. Landlord will have the parking lot crack sealed, top coated and restriped
within sixty (60) days of Tenant taking possession.
7.3.5. Cost of Landlord's Maintenance and Repair. The costs of the foregoing maintenance
and repair obligations of Landlord shall billed directly to, and paid by, Landlord. Should Landlord determine, it its sole
discretion, that iepairs are necessary or requircd by reason ofTenant's negligent acts or failure to act, Tenant shall promptly
pay Landlord for the cost thereof and payment thereof shall be considered Additional Rent. Tenant shall promptly inform
Landlord ofany necessary repairs and Tenant shall make none of such repairs without Landlord's prior written consent,
which shall not be urneasonably withheld, conditioned or delayed. Landlord shall not be liable for any failure to make any
such repairs or to perform any maintenance required of Landlord hereunder unless such failure shall persist for an
unreasonable time after written notice of the need of such repairs or maintenance is given to Landlord by Tenant. Except
as otherwise specifically provided herein, there shall be no abatement ofrent and no liability oflandlord by reason ofany
injury to or interference with Tenant's business arising from the making of any repairs, alterations or improvements in or
toany portion of the Premises or Building of which the Premises is a part or in or to fxtures, appurtenances and equipment
therein, but the Rent for the portion of the Premises which Tenant cannot reasonably use during the making of such repairs,
alterations or improvements shall abate.
7.3.6. Trash Removal. Tenant, at its sole cost and expense, shall make all arrangements for regular
trash and garbage removal from the Premises. If requested in writing by Landlord, Tenant shall provide at its sole cost
and expenie a trash container for trash disposal and pickup from the Premises. Any such trash container shall be located
in the North Lot.
7.4. Alterations to the Premises During the Term of the Lease.
7.4.1. Alterations by Tenant. Except for the Tenant Improvements approved by Landlord in
Section 7.2,Tenarfi.shall not make any alterations, additions or improvements in or to the Premises including penetration
of the roof without the prior written consent of Landlord which consent may be subject to such conditions as Landlord
may deem appropriate; provided, however, Landlord approves of Tenant making the Tenant Improvements. The cost of
any such alterations, additions or improvements consented to by Landlord, including roof penetration, exceeding the
Tenant Improvement Allowance, shall be made at Tenant's sole cost and expense'
7.4.2. With respect to any improvements or alterations to the Premises, Tenant shall: i) provide its
own trash container or containers for construction debris; and ii) promptly remove all construction and related debris from
all Common Areas; and iii) immediately following completion of construction, retum the Common Areas to the condition
Commercial Building Lease
Page7 of26
they were in immediately prior to construction; and iv) repair and restore any portions of the Common Areas harmed as
...ult of th. construction activities to the condition they were in immediately prior to construction; and v) disrupt other
Tenants as little as possible; vi) pay to Landlord the amount of any and all damage to the roof caused by the penetration
thereof, and the amount ofany and all damages to the Properly as a result ofroof leaks caused by the penehation. Tenant
shall secure any and all govemmental permits, approvals or authorizations required in connection with the Tenant
Improvements or, if applicable, any additional alterations performed by Tenant after ttre completion of the Tenant
Improvements, and shall indemnif,, defend Landlord against, and hold Landlord harmless from any and all liability, costs,
damages (including any damage to the Building Premises, Common Areas or any part of the Property), expenses
(including reasonable atto-"ys; fees) and any and all liens resulting therefrom to the extent the aggregate amount ofthe
foregoing exceeds the Tenant Improvement Allowance. The Landlord's review and/or approval of any request for
alterations, additions or improvements in or to the Premises, and/or the plans or specifications with respect thereto, shall
create no responsibility or liability on the part ofthe Landlord, nor shall such review or approval evidence or constitute a
representation or warranty by Landlord with respect to the action or undertaking approved or the completeness, accuracy,
design sufficiency or compliance of such plans or specifications with laws, ordinances, rules and/or regulations of any
govemmental aggncy or authority.
7.4.3. Status of Alterations and Improvements at Termination of the Lease. At the termination
of this Lease, regardless of when or how said termination occurs, Landlord shall have the optiorl to be exercised by
Landlord within thirly (30) days of terminatiorL to:
7.4.3.1. Retain all alterations made by Tenant during the term ofthis Lease, in which case the
Landlord shall become the owner of the alterations and Tenant will have no right to remove the altemations; or
7.4.3.2. Require the Tenant to remove at Tenant's sole cost and expense some or all of the
alterations and return the Premises to the condition it was in at the commencement of this Lease, normal wear and tear
excepted, in which case Tenant shall have thirty (30) days to complete the removal of the alterations
7.5. Surrender ofPremises. Tenant shall remove, at Tenant's sole cost and expense, all hade fixtures, signs,
appliances and equipment (where such removal will not require structural change to the Premises) which do not become a
part of the Premises and alterations which Landlord designates to be removed pursuant to Section 7.4.1, and shall restore
the Premises to the condition they were in prior to the installation of said items, normal wear and tear and the Tenant
Improvements excepted. Tenant's obligation to perform this covenant shall survive the expiration or termination of this
Lease.
8. LIENSANDENCUMBRANCES.
8.1. Liens. Tenant shall keep the Premises and the Property in which the Premises is situated free from any
liens arising out of any work performed, materials fumished or obligations incurred by Tenant. Landlord may require, at
Landlord's sole option, that Tenant shall provide to Landlord, at Tenant's sole cost and expense, payment and perfirrmance
bonds in an amount equal to one and one half (l%) times the estimated cost of such work, materials, labor and supplies
and/or any improvements, additions, or alterations in the Premises which the Tenant desires to make to insure Landlord
against any liability for mechanics' and materialmen's liens and to insure completion of the work.
8.2. Encumbrances. The Tenant shall not cause or suffer to be placed, filed or recorded against the title to
the Premises, the Building of which the Premises is a part, the Property in which the Premises is located, or any part thereof,
any mortgage, deed of trust, security agreement, financing statement or other encumbrance; and further, in no event shall
ttre tien o}ienant's mortgage, deed of trust, or other security agreement or financing statement cover the Premises, the
Building of which the Premises is a part or the Property or any part thereof nor any leasehold improvements, alterations,
additioni, or improvements thereto except trade fixtures, appliances and equipment which are owned by Tenant and which
are not, and which do not become, a part ofthe Premises. The form ofany such mortgage, deed oftust or other security
agreement or financing statement which includes a legal description of the Premises, or the Building of which the Premises
is a part or the Property or the address thereto, shalt be subject to Landlord's prior written approval, which approval shall
be subject to such conditions as the Landlord may deem appropriate.
9. ASSIGNMENTANDSUBLETTING.
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Page 8 of26
g.l. Landlord's Consent Required. No portion of the Premises or of Tenant's interest in this Lease
may be acquired by another person or entity, whether by sale, assignment, sublease, mortgage, transfer, operation of
law or act bf Tenant (collectively, a "Transfer"). Any attempted Transfer without Landlord's consent shall be void
and shall constitute a breach ofthis Lease.
9.2. No Release of Tenant. No Transfer, whether with or without Landlord's consent, shall change, or
release Tenant from, Tenant's primary liability to pay the Rent and to perform all other obligations of Tenant under
this Lease. Landlord's acceptince of Rent from any other person is not a waiver of any provision of this Article.
Consent to one Transfer is not consent to any subsequent Transfer. If any Transferee defaults under this Lease,
Landlord may proceed directly against Tenant without pursuing remedies against the Transferee. Landlord may
consent to any subsequent Transfers or modifications of this Lease by Tenant's transferee, without notifying Tenant
or obtaining its consent. Such action shall not relieve Tenant of its liability under this Lease.
10. INDEMNITIES.
10.1. Indemnification.
10.1.1. Tenant's Indemnity. Subject to the provisions of this Section, Tenant will save and hold
Landlord, and Landlord's ofhcers, directors and/or partners and the management company (and its employees) employed
by Landlord for the management of the Property, if any, harmless from and against all loss, damage, liability or expense
(including attomeyso fees) resulting from, claimed by or against or incuned by Landlord or arising from any injury to any
person orloss ofor damage to any property caused by or resulting from any act or omission ofTenant or any officer, agent,
contractor, employee, guest, invitee, licensee or visitor ofTenant in or about the Premises or Property or incurred or arising
from or by reasonofthe use ofthe Premises by Tenant or others or the conduct ofthe business thereon or from any activtty,
work, or thing done, permitted or suffered by the Tenant or others in or about ttre Premises, and shall further indemni$
and hold harmless La-ndlord and Landlord's management company (and its employees), if any, against and from any and
all claims, liabilities, costs, obligations and expenses (including attomeys' fees) arising from or incuned by reason of any
breach or default in the performance of any obligation on Tenant's part to be performed under the terms of this Lease and
from and against all costs, attomeys' fees, expenses and liabilities incurred in or about such claim or any action or
proceeding brought thereon. Neither Landlord nor the management company (or its employees) employed by Landlord
ittutt t. tiaUte foi any loss or damage to person or property sustained by Tenant, or other persons, which may be caused
by the Premises, building in which the Premises is located, or the Property, or any appurtenances thereto, being out of
repair, or by the bursting or leakage ofany water, gas, sewer, or steam pipes, or by theft or by any act or neglect or omission
of any Tenant or occupant of the Property, or of any other persor; or by any other cause of whatsoever nature, unless
caused by the gross negligence of Landlord or the management company (or its employees) employed by Landlord.
10.1.2. Landlord's Indemnification. Subject to the provisions of this Section, Landlord will
save and hold Tenant, and Tenant's officers, directors and/or partners and/or employees harmless from and against all
loss, damage, liability or expense (including reasonable attomeys' fees) resulting from, claimed by or against or incuned
by Tenant or arising from any injury to any person or loss ofor damage to any property caused by or resulting from any
nlgligence or willful misconduct of Landlord or any officer, agent, contractor, employee, or licensee of Landlord in or
abouittre Premises or Property or arising from or incurred by reason of any breach or default in the performance of any
obligation on Landlord's parf to be performed under the terms of this Lease and from and against all costs, reasonable
attorneys' fees, expenses and liabilities incurred in or about such claim or any action or proceeding brought thereon.
10.2. Negligence.
10.2.1. Notwithstanding the provisions in this Section or as otherwise referenced herein, in the event
ofthe concurrent negligence ofthe Tenan! its agents, employees, sublessees, invitees, licensees, or contractors on the one
hand and that oflandlord its partners, directors, offrcers, agents, employees, management company or contractors on the
other hand, which concurrent negligence results in injury or damage to persons or property and relates to the construction,
alteration, repair, addition to, subtraction from, improvemont to or maintenance of the Premises, Common Areas or
Property, ttren (D Tenant's obligation to indemnify Landlord as set forth in this Section shall be limited to the extent of
Tenant's negligence, and that of its agents, employees, sublessees, invitees, licensees or contractors, including Tenant's
proportionaishare of costs, attomeys' fees, and expenses incuned in connection with any claim, action or proceeding
Lrought with respect to such injury or damage; and (ii) Landlord's obligation to indemnify Tenant as set forttr in this
Commercial Building Lease
Page9 of26
10.2.2. TTIE LANDLORD AND TENANT SPECIFICALLY AGREE THAT THE PROVISIONS
OF THIS SECTION ALSO APPLY TO ANY CLAIM OF INJURY OR DAMAGE TO TIIE PERSONS OR PROPERTY
OF THE TENANT'S EMPLOYEES, AND TENANT ACKNOWLEDGES AND AGREES TTIAT AS TO SUCH
CLAIMS, TENANT, WITH RESPECT TO LANDLORD, DOES FIEREBY WAIVE ANY RIGHT OF IMMI]NITY
WHICH TENANT MAY HAVE UNDER INDUSTRIAL INSURANCE (TITLE 5I RCW AS AMENDED AND
LINDER ANY SUBSTITUTE OR REPLACEMENT STATUTE). THIS WAIVER AND AGREEMENT WAS
SPECIFICALLY NEGOTIATED BY LANDLORD AND TENANT AND IS SOLELY FOR TIIE BENEFIT OF
LANDLORD AND TENANT AND THEIR SUCCESSORS AND ASSIGNS AND IS NOT INTENDED AS A
WAIVER OF TENANT'S RIGHTS OF IMMLINITY UNDER SAID INDUSTRIAL INSURANCE FOR ANY OTHER
PURPOSE.
Landlord/Tenant Initials: I
Section shall be limited to the extent oflandlord's negligence, and that ofits agents, employees, sublessees, licensees or
contractors, including Landlord's proportional share ofcosts, attomeys' fees, and expenses incurred in connection with
any claim, action or proceeding brought with respect to such injury or damage.
10.2.3. Survival. The obligations of Tenant under this Section arising by reason of any occurence
taking place during the term of this kase shall survive the expiration or earlier termination of this Lease.
11. EMINENTDOMAIN.
11.1. Total Taking. If all the Premises are taken by the power of eminent domain exercised by any
govemmental or quasi-govemmental authority, this Lease shall terminate as of the date Tenant is required to vacate the
Fremises and all Rent and other charges due hereunder shall be paid to ttrat date. The term "eminent domain" shall include
the taking or damaging of properly by, ttrrough or under any governmental or quasigovemmental authority, and any
purchase or acquisition in lieu thereof, whether or not the damaging or taking is by the goverffnent or any other person'
11.2. Partial Taking. If more than eleven (117o) percent of the floor area of the Premises shall be taken or
appropriated, this Lease may, at the option of either party, be terminated by written notice given to the other party not more
ttran tirirfy (30) days after Landlord and Tenant receive notice of the taking or appropriation, and such termination shall be
effective as of the date when Tenant is required to vacate the portion of the Premises so taken. In the event that more than
ten percent (107o) ofttre parking areas or other Common Areas ofthe Property or any access point to an adjacent sfteeg
roui, high*uy or avenue shall be taken or appropriated, then the Landlord may at its option terminate this Lease by written
notice g-iven io Tenant within sixty (60) days of the date of such taking. If this Lease is so terminated, all Rent and other
chargeJ due hereunder shall be paid to the date of termination. Whenever any portion of the Premises or Common Areas
*. tik n by eminent domain and this Lease is not terminated, Landlord shall at its expense proceed with all reasonable
dispatch to restore, to the extent that it is reasonably prudent to do so, the remainder of the Premises and Common Area to
the condition it was in immediately prior to such taking, and Tenant shall at its expense proceed with all reasonable dispatch
to restore its flxtures, fumiture, fumishings, leasehold improvements, floor covering and equipment to the same condition
they were in immediately prior to such taking. From the date Tenant is required to vacate that portion of the Premises
taken, the Minimum Rent payable hereunder shall be reduced in the same proportion that the area taken bears to the tctal
area of the Premises prior to taking.
11.3. Damages. Landlord reserves all rights to the entire damage award or payment for any taking by eminent
domain, and Tenant shall make no claim whatsoever against Landlord for damages for termination of its leasehold interest
in the Premises or for interference with its business. Tenant hereby grants and assigns to Landlord any right Tenant may
now have or hereafter acquire to such damages and agrees to execute and deliver such further instruments of assignment
thereof as Landlord .uy irorn time to time iequest. Tenant shall, however, have the right to claim from the condemning
authority all compensation that may be recoverable by Tenant on account ofany loss incurred by Tenant in removing
Tenant'i merchandise, fumiture, trade fixfures and equipment or for damage to Tenant's business; provided, however, that
Tenant may claim such damages only if ttrey are awarded separately in the eminent domain proceeding and not as part of
Landlord's damages.
12. RECONSTRUCTIONOFTHEPREMISES.
Commercial Building Lease
Page l0 of26
12.1. Reconstruction-lnsured Loss. In the event the Premises are damaged by fire or other perils, excluding
earthquakes, covered by the Landlord's insurance, Landlord agrees to forthwith repair same to the extent of insurance
proceeds available by reason of such damage or destruction, and this Lease shall remain in full force and effect, except
ihat Tenant shall be entitled to a proportionate reduction of the Minimum Rent from the date of damage and while such
repairs are being made, such proportionate reduction to be based upon the extent to which the damage and making of such
repairs shall reasonably interfere with the business canied on by the Tenant in the Premises; provided, that if the damage
is due to the fault or neglect ofTenant or its employees, there shall be no abatement ofRent. The Tenant shall be responsible
at its sole cost and expense to repair or replace any of the Tenant's fxtures, equipment and leasehold improvements which
are damaged or destroyed by the insured cause.
12.2. Uninsured Loss. In the event the Premises are damaged as a result of any cause other than the perils
covered by the Landlord's insurance, then Landlord shall (except where the damage or destruction is caused by the
negligence ofTenant, its employees, agents, contractors, licensees or invitees in which case Tenant shall repair all damage)
forttrwith repair the same, provided the extent of the destruction be less ttran ten percent (10olo) of the then full replacement
cost of the Premises. In the event the destruction of the Premises is to an extent of ten percent (10%o) or more of the full
replacement cost then Landlord shall have the option: (l) to repair or restore such damage, ttris Lease continuing in full
foice and effect, but the Rent to be proportionately reduced as hereinabove in this Section provided; or (2) give notice to
Tenant at any time within sixty (60) days after such damage, terminating this Lease as of the date specified in such notice,
which date shall be no more than thirty (30) days after the giving of such notice. In the event of giving such notice, this
Lease shall expire and all interest ofthe Tenant in the Premises shall terminate on the date so specified in such notice and
the Ren! reduced by a proportionate reduction, based upon the extent if any, to which such damage substantially interfered
with the business canied on by the Tenant in the Premises, shall be paid up to date of such termination. In the event
Landlord shall determine to repair or restore the Premises, the Tenant shall at its sole cost and expense, repair and restore
any of the Tenant's fixtures, equipment and leasehold improvements which are damaged or destroyed by the uninsured
caus0.
12.3. No Obligation. Notwithstanding anything to the contrary contained in this Section, Landlord shall not
have any obligation whatsoever to repair, reconstruct or restore the Premises when the damage resulting from any casualty
covered under this Section occurs during the last twenty-four (24) months of the Term of this Lease or any extension
thereof. Landlord shall not be required to repair any injury or damage by fire or other cause, or to make any repairs or
replacements ofany leasehold improvements, fixtures, or other personal property ofTenant.
12.4. Partial Destruction of Property. If fifty percent (50%o) or more of the Rentable Area of the portion of
the Property owned by Landlord is damaged or destroyed by fire or other cause, notwithstanding that the Premises may be
unaffected by such lre or other cause, either party may terminate this Lease and the tenancy hereby created by giving the
other pafiy not less than thirty (30) days' prior written notice of such party's election; provided, however, that such notice
shall be given, if at all, within the sixty (60) days following the date of occurrence of said damage or destruction. Minimum
Rent shall be prorated as of the date of such termination.
13. SUBORDINATION AND ATTORNMENT; MORTGAGEE PROTECTION.
13.1. Subordination-Notice to Mortgagee. Tenant shall, at any time and from time to time, within five (5)
business days after receipt of written notice from Landlord, execute, acknowledge and deliver all instruments which may
be required to subordinate this Lease to a mortgage, deed of trus! and/or security documents on or encumbering the portion
of the Property owned by Landlord and to any extensions, renewals, or replacements thereof, provided that ttre mortgagee
or beneficiary, as the case may be, shall agree to recognize this Lease in the event offoreclosure ifTenant is not in default
at such time. The form of such subordination shall be as required from time to time by any such mortgagor or beneficiary
(the "subordination, Non-Disturbance and Attornment Agreement"). Any such Subordination, Non-Disturbance and
Attornment Agreement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the
Property of which the Premises are a part. Tenant shall be in default under this Lease if Tenant fails or refuses to execute,
acknowledge and deliver such Subordination, Non-Disturbance and Attrcmment Agreement to Landlord within the time
or in the manner set forth above, and Landlord need not provide the written notice ofdefault required under Section 17.
13.2. Tenant's Certificate. Tenant shall, at any time and from time to time, within five (5) business days'
after receipt of written notice from Landlord, execute, acknowledge and deliver to Landlord a statement in writing (a)
certifiing that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification
Commercial Building Lease
Page ll of26
and certifing that this Lease as so modified is in full force and effect), and the date to which the rental and other charges
are paid in advance, ifany; and (b) acknowledging that there are not, to Tenant's knowledge, any uncured defaults on the
part of ttre Landlord or Tenant hereunder, or specifring such defaults if any are claimed; and (c) setting forth the Rent
bommence-"nt Date and expiration of the Lease Term hereof. The form of such certificate shall be as required from time
to time by any such mortgagor or beneficiary (the "Tenant Estoppel Certificate"). Any such Tenant Estoppel Certificate
may be relied upon by any prospective purchaser or encumbrancer of all or any portion of the Property of which the
Premises ue apart. Tenant shall be in default under this Lease ifTenant fails or refuses to execute, acknowledge and
deliver such Tenant Estcppel Certificate to Landlord within the time or in the manner set forth above, and Landlord need
not provide the written notice ofdefault required under Section 17.
13.3. Mortgagee Protection Clause. Tenant agrees to give any mortgagees and/or trust deed holders, by
registered mail, a copy of any notice of default served upon the Landlord, provided that prior to such notice Tenant has
bein notified in writing (by way of Notice of Assignment of Rents and Leases, or otherwise) of the addresses of such
mortgagees and/or trust deed holders. Tenant further agrees that if Landlord shall have failed to cure such default within
the time provided for in this Lease, then the mortgagees and/or trust deed holders have an additional thirty (30) days within
which to cure such default or if such default cannot be cured within that time, then such additional time as may be necessary
if within such thirty (30) days any mortgagee and/or trust deed holder has commenced and is diligently pursuing the
remedies necessary to cure such default (including but not limited to commen@ment of foreclosure proceedings if
necessary to effect such cure), in which event the Tenant shall not exercise its remedies under this Lease ifthe mortgagee
and/or trust deed holder is diligently pursuing its remedies.
14. ACCESSBYLANDLORD.
14.1. Right of Entry. Landlord or Landlord's employees, agents and/or contactors shall have the right to
enter the Premises, upon reasonable prior written notice and at any reasonable time to examine the same, and to show them
to prospective purchasers or, at any reasonable times during the 180-day period immediately preceding the Lease Term
expiration date, prospective Tenants of the Building, and to make such repairs, alterations, improvements or additions as
Landlord may deem necessary or desirable, provided. that Landlord shall undertake any such work in coordination with
Tenant in order to mitigate any potential adverse impact to Tenant's commercial activities caused by such work. Provided
further, that in the event of an emergency Landlord or Landlord's employees, agents and/or contractors shall have access
without notice to Landlord. If Tenant is not personally present to permit entry and an entry is necessary, Landlord or its
agents may, in case of emergency, forcibly enter the same, without rendering Landlord liable therefor. Nothing contained
herein shall be construed to impose upon Landlord any duty of repair of the Premises or Building of which the Premises
is a part except as otherwise specifically provided for herein. Landlord acknowledges that Tenant will be installing a
security system and that all access to the Premises should be made with due consideration of such system.
14.2. Excavation or Environmental Remediation. If an excavation or other environmental remediation or
testing is required on the area of the premises which comprises the parking lot on the north side of the building, Tenant
shall afford to the person causing or authorized to cause such excavation or remediation, license to enter upon the Premises
for the purpose of doing such work as Landlord shall dsem necessary, without any claim for damages or indemnification
against Landlord for diminution or abatement of rent.
15. QUIET ENJOYMENT. Landlord's Covenant. Tenant, upon fully complying with and promptly performing
all of the terms, covenants and conditions of this Lease on its partto be performed, and upon the prompt and timely payment
of all sums due hereunder, shall have and quietly enjoy the Premises for the Lease Term set forth herein.
16. AUTHORITY OF PARTIES.
16.1. Tenant. Tenant is a political subdivision of the State of Washinglon and each individual executing this
Lease on behalfofsaid political subdivision represents and warrants that he or she is duly authorized to execute and deliver
this Lease on behalfof said political subdivision, and further represents and warrants that this Lease is binding upon said
political subdivision in accordance with its terms.
16.2. Landlord. Landlord is a Washington State Corporation and each individual executing this Lease on
behalf of said Corporation represents and warrants that he or she is duly authorized to execute and deliver this Lease on
behalf of said Corporation, in accordance with the provisions of the Bylaws or such other goveming document of said
Commercial Building Lease
Page 12 of26
Corporation; and further represents and warrants that this Lease is binding upon said Corporation in accordance with its
terms.
17. DEFAULT.
li.l. Default by Tenant. The occurrence of any one or more of the following events shall constitute a default
and breach ofthis Lease by Tenant.
l7.l.l. Vacating the Premises. The vacating or abandonment ofthe Premises by Tenant or the failure
ofTenant to be open for business (except in the event ofdamage or destruction to the Premises which prevents Tenant
from conducting any business ttrereon) for a period oftime exceeding twenty-eight (28) consecutive days.
17.1.2. Failure to Pay Rent The failure by Tenant to make any payment of Rent, Adjustrnents, or
any other payment required to be made by Tenant hereunder, as and when due, where such failure shall continue for a
period ofthree (3) days after written notice thereofby Landlord to Tenant.
17.1.3. Failure to Perform. The failure by Tenant to observe or perform any of the covenants,
conditions or provisions ofthis Lease to be observed or performed by the Tenan! where such failure shall continue for a
period of thirty (30) days afterwritten notice thereof by Landlord to Tenant; provided, however, that if the nature of
ienant's default is such that more than thirly (30) days are reasonably required for its cure, then Tenant shall not be deemed
to be in default if Tenant commences such cure within said thirty (30) day period and thereafter diligently prosecutes such
cure to completion.
17.2. Remedies in Tenant Default. In the event of any such default or breach by Tenant, Landlord may at
any time thereafter, with or without notice or demand beyond that notice, if any, required under this Section or such other
applicable notice period required under a particular Section of this Lease, and without limiting Landlord in the exercise of
a right or remedy which Landlord may have by reason of such default or breach:
17.2.1. Terminate Lease. Terminate Tenant's right to possession of the Premises by any lawful
means, in which case this Lease shall terminate and Tenant shall immediately surrender possession of the Premises to
Landlord. In such event Landlord shall be entitled to recover from the Tenant all past due Rents, adjustrnents, and other
charges; the expenses ofreletting the Premises, including necessary renovation and alteration ofthe Premises, reasonable
attomeys' fees and costs; the worttr at the time of award by the court having jurisdiction thereof of the amount by which
the unpaid Rent and other charges and adjustments called for herein for the balance ofthe Lease Term after the time of
such award exceeds the amount of such loss for the same period that Tenant proves could be reasonably avoided; and that
portion of any leasing commission paid by Landlord and applicable to the unexpired Lease Term of this Lease, providing
ihat should the Lease be subject to termination during a Lease assignment or subletting , Landlord shall offer to relet
Premises to Tenant on the same terms and conditions after Termination so long as Tenant pays all past due Rents,
adjustrnents, and other charges, including liquidated damages, interest and attomey's fees within thifiy (30) days of
Termination of Sub-Tenant or Assignee. Should Tenant fail to agree to relet the Premises within fifteen (15) days of the
Landlord's Notice to Re-Let or fail to pay all sums due within thirty (30) days, then Landlord may proceed with all other
remedies herein. Unpaid installments of Rent or other sums shall bear interest from the date due at the rate of ten percent
(10%o) per annum.
17.2.2. Continue the Lease. Maintain Tenant's right to possession, in which case this Lease shall
continue in effect whether or not Tenant shall have abandoned or vacated the Premises, In such event, Landlord shall be
entitled to enforce alt of Landlord's right and remedies under this Lease, including the right to recover past due Rents,
adjustrnents, and other charges, the Rent and any other charges and adjustments as may become due hereunder, and at
Landlord's option, to recovei the worth at the time of the award by the court having jurisdiction thereof of the amount by
which the unpaid Rent and other charges and adjustments called for herein for the balance ofthe Lease Term after the time
of such award exceeds the amount of such loss for the same period that Tenant proves could be reasonably avoided.
17.2.3. Reletting for Tenant's Account. Subject to 17 .2.1 above,Landlord may re-enter and attempt
to relet without terminating this Lease and remove all persons and property from the Premises (which property may be
removed and stored in a public warehouse or elsewhere at the cost and risk of, and for the account of, Tenant), all without
Commercial Building Lease
Page 13 of26
service ofnotice or resort to legal process and wittrout being deemed guilty oftrespass, or any liability oflandlord for any
loss or damage which may be occasioned thereby. If Landlord, without terminating this Lease, either (1) elects to re-enter
the PremiseJand attempt to relet, or (2) takes possession of the Premises pursuant to legal proceedings, or (3) takes
possession of the Premises pursuant to any notice provided by law, then Landlord may, from time to time, make such
alterations and repairs as may be necessary in order to relet the Premises or any part thereof for such term or terms (which
may be for a term extendingbeyond the term of this Lease) and at such rent and other terms as Landlord in its reasonable
disiretion deems advisable. Upon such reletting, all rents received by Landlord from such reletting shall be applied, firsg
to the payment of any indebtedness of Tenant (other than any Rents due hereunder) to Landlord; second, to the payment
ofany costs and expenses ofobtaining possession and any such reletting, including expense ofalterations and repairs,
brokerage fees and utto-.y" fees; third, to the payment of any Rents due and unpaid hereunder. If such rents and any
other amowrts received from such reletting during any month be less than that to be paid during that month by Tenant'
Tenant shall immediately pay such deficiency to Landlord. No such re-entry or taking possession of the Premises by
Landlord shall be constued as an election by Landlord to terminate this Lease unless a notice of such intention is given to
Tenant. Notwithstanding any such reletting without termination, Landlord may at any time ttrereafter elect to terminate
this Lease for such previous breach. Should Landlord at any time terminate this Lease for any breach, in addition to any
other remedies it may have, Landlord may recover Aom Tenant all damages it may incur by reason of such breach,
including the cost of recovering the Premises, reimbursement of any brokerage fees incurred by Landlord in connection
with Tenant's Lease and all Rent (accrued or to accrue during the term of the Lease) which, at Landlord's election, shall
be accelerated and be due in full on demand.
17.2.4. Other Remedies. Pursue any other remedy now or hereafter available to Landlord under the
laws or judicial decisions of the State in which the Premises are located, including but not limitsd to the right to assess
against ienant an amount equal to the attorneys' fees incurred by Landlord in collecting any Rent or other payment due
hireunder, which amount shall be due in full within ten (10) days of Tenant's receipt of the assessment by Landlord.
17.3. Remedies Cumulative-Waiver. It is understood and agreed that the Landlord's remedies hereunder
are cumulative and ttre Landlord's exercise ofany right or remedy due to a default or breach by Tenant shall not be deemed
a waiver of, or to alter, affect or prejudice any right or remedy which Landlord may have under this Lease or by law or in
equity. Neither the acceptance of Rent nor any other acts or omission of Landlord at any time or times after the happening
of any event authorizing the cancellation or forfeiture of this Lease, shall operate as a waiver of any past or future violation,
breach or failure to keep or perform any covenant, agreement, term or condition hereofor to deprive Landlord ofits right
to cancel or terminate this Lease, upon the written notice provided for herein, at any time that cause for cancellation or
termination may exis! or be construed so as at any time to stop Landlord from promptly exercising any other option, right
or remedy that it may have under any term or provision of this Lease, at law or in equity.
1i.4. Acceptance of Payment. It is specifically understood and agreed that the Landlord's acceptance of any
sum, whether as Rent, adjustments or otherwise, which is less than the amount claimed as due by the Landlord, shall not
act as, or be deemed to beo a waiver of such claimed amount or a compromise or accord and satisfaction of the amount
claimed as due by Landlord.
17.5. Waiver of Rights of Redemption. Tenant hereby expressly waives any and all rights of redemption
granted by or under any present or future laws in the event ofTenant being evicted or dispossessed for any cause, or in the
event of iandlord obtaining possession of the Premises, by reason of the violation by Tenant of any of the covenants or
conditions of this Lease, or otherwise.
17.6. Default by Landlord. The Landlord shall be in default under this Lease if Landlord fails to perform
obligations required oflandlord after not less than thirty (30) days' prior written notice by Tenant to Landlord and to the
holdir of any mortgage or deed of trust covering the Premises and/or Properly whose name and address shall have
theretofore blen furnished to Tenant in writing in accordance with Section 19.6 below. Said notice shall speciff wherein
Landlord has failed to perform such obligation; provided, however, ttrat ifthe nature ofLandlord's obligation is such that
more than thirly (30) days ar required for performance then Landlord shall not be in default if Landlord commenc€s
performance within such thirty (30) day period and thereafter diligently prosecutes the same to completion. Tenant further
agrees not to invoke any ofits remedies under this Lease until any such mortgagees and/or deed oftrust holders have been
provided an opportunityto cure as set forth in Section 13.3.
Commercial Building Lease
Page 14 of26
17.7. No Consequential Damages. Tenant shall not have the right to recover any consequential or
speculative damages by reason ofany default by Landlord under this Lease'
17.8. Limitation of Liability. In consideration of the benefits accruing hereunder, Tenant and all successors
and assigns covenant and agree tha! in the event ofan actual or alleged failure, breach or default hereunder by Landlord
and/or enforcement of any indemnification made or given by Landlord:
17.8.1. The sole and exclusive remedy shall be against the Landlord's interest in the Building;
17.8.2. No partner, offic.er, shareholder or member (individually and collectively a "partner") of
Landlord shall be sued or named as a party in any suit or action (except as may be necessary to securejurisdiction ofthe
partnership);
17.8.3. No service ofprocess shall be made against any shareholder or officer of Landlord (except as
may be necessary to securejurisdiction ofthe partnership);
17.8.4. No shareholder or officer of Landlord shall be required to answer or otherwise plead to any
service olprocess;
17.8.5. No judgment will be taken against any shareholder or officer of Landlord;
17.8.6. Any judgment taken against any shareholder or oflicer of Landlord may be vacated and set
aside at any time nuric pro tunc;
17.8.7. No writ of execution will ever be levied against the assets of any shareholder or officer of
Landlord.
17.8.8. The obligations of Landlord under this Lease do not constitute personal obligations of the
individuat partners, directors, officers, members or shareholders oflandlord, and Tenant shall not seek recourse against
the individual parhers, directors, officers, members or shareholders of Landlord or any of their personal assets for
satisfaction of any liability in respect to this Lease;
17.8.9. These covenants and agreements are enforceable both by Landlord and also by any shareholder
or officer oflandlord.
18. HAZARDOUSSUBSTANCES.
18.1. Presence and Use of Hazardous Substances. Tenant shall not, without Landlord's prior written
consent, keep on or around the Premises, Common Areas or Properly, for use, handling, transpoq disposal, treatment,
generation, Jtorage o. sale, any substances designated as, or containing components designated as hazardous, dangerous,
ioxic, harmful, midical or infectious (collectively referred to as "Hazardous Substanceo'), and/or is subject to regulation by
any federal, state or local law, regulation, statute, ordinance or man€ement plan. With respect to any such Hazardous
Substance, Tenant shall comply promptly, timely, and completely with all govemmental requirements for reporting,
keeping and submitting manifests, and obtaining and keeping current identification numbers.
18.2. Cleanup Costs, Default and Indemnification. Tenant shall be fully and completely liable to Landlord
for any and all cleanup iosts, and any and all other charges, fees, penalties (civil and criminal) imposed by any
govemmental authority with respect to Tenant's use, handling, disposal, transportation, generation and/or sale of
Hazardous Substances, in or about the Premises, Common Areas, or Property. Tenant shall indemni$, defend and save
Landlord harmless from any and all ofthe costs, fees, penalties and charges assessed against incurred by or imposed upon
Landlord (as well as Landlord's attomeys'and consultants' fees and costs) as aresultofTenanfsuse, handling, disposal,
transportation, generation and/or sale of Hazardous Substances. Upon Tenant's default under this Section, in addition to
the rights and remedies set forttr elsewhere in ttris Lease, Landlord shall be entitled to the following rights and remedies:
i) at iandlord's option, to terminate this Lease immediately; and ii) to recover any and all damages.associated with the
defaul! including, but not limited to cleanup costs and charges, civil and criminal penalties and fees, loss of business and
Commercial Building Lease
Page 15 of26
sales by Landlord and other Tenants of the Property, any and all damages and claims asserted by third parties and
Landlord's attorneys' and consultants' fees and costs.
18.3. Survival. The provisions of this Section shall survive the expiration or earlier termination of this Lease.
19. N{ISCELLANEOUS.
19.1. Time. Time is of the essence of this Lease and each and all of its provisions in which performance is a
factor.
1g,2. Successors or Assigns. All the terms, conditions, covenants and agreements of this Lease shall extend
to and be binding upon Landlord, Tenant and their respective heirs, administrators, executors, successors, sub-Tenants,
sublessees, concessionaires, assigns and marital communities, if any, and upon any person or persons coming into
ownership or possession of any interest in the Premises by operation of law or otherwise.
19.3. Tenant Defined. Subject to Section 19.2 above,the word "Tenanf' as used herein shall mean each and
every person, partnership or corporation who is mentioned as a Tenant herein or who executes this Lease as Tenant'
1g.4. Partial Invalidity. If any term, covenant, or condition of this Lease or the application thereof to any
person or circumstance is, to any extent, invalid or unenforceable, the remainder ofthis Lease, or the application of such
ierm, covenant or condition to persons or circumstances other than those as to which it is held invalid or unenforceable,
shall not be affected thereby and each term, covenant or condition ofthis Lease shall be valid and be enforced to the fullest
extent permitted by law.
19.5. Recording. Neither Landlord nor Tenant shall record this Lease, but a short form memorandum
hereof shall be recorded. Said memorandum or short form ofthis Lease shall describe the parties, the Premises and the
Lease Term and shall incorporate this Lease by reference.
19.6. Notices. Any notices required in accordance with any of the provisions herein or desired to be given
hereunder shall be delivered personally or if mailed then mailed by registered or certified mail and addressed to the address
set forth hereinbelow or at such other place as Landlord and/or Tenan! as the case may be, may in writing from time to
time direct. Notices shall be deemed given when delivered, ifdelivered personally, or three (3) business days after deposit
in the United States mail as set forth above.
To Landlord at:Pautzke Bait Co., Inc.
P.O. Box 36
Ellensburg, WA 98926
and to:JeffSlothower
Attomey at Law
415 E. Mountain View, Suite 302
Ellensburg, WA 98926
To Tenant at:Kittitas County
Ellensburg, WA 98926
1g.7. Waiver. The waiver by Landlord of any term, covenant or condition herein contained shall not be
deemed to be a waiver of such term, covenant or condition or any subsequent breach of the same or any other term,
covenant or condition herein contained. The subsequent acceptance ofRent or any other adjustment or sum hereunder by
Landlord shall not be deemed to be a waiver of any preceding default by Tenant ofany term, covenant or condition ofthis
Lease, other than the failure ofthe Tenant to pay the particular sum so accepted, regardless oflandtord's knowledge of
such preceding default at the time ofthe acceptance ofsuch sum'
19.8. Force Majeure. Any prevention, delay or stoppage due to strikes, lockouts, labor disputes, acts of
God, inability to obtain services, labor, or materials or reasonable substitutes therefor, governmental actions, civil
Commercial Building Lease
Page 16 of26
commotions, fire or other casualty, and other causes beyond the reasonable control ofthe party obligated to perform,
except with respect to the obligations imposed with regard to Rent and other charges to be paid by Tenantpursuant to
this iease (collectively, the "Force Majeure"), notwithstanding anything to the contrary contained in this Lease, shall
excuse the performante ofsuch party for a period equal to any such prevention, delay or stoppage and, therefore, if
this Lease specifies a time period for performance of an obligation of either party, that time period shall be extended
by the period of any delay in such party's performance caused by a Force Majeure.
lg.g. Joint Obligation. If there be more than one Tenant the obligations hereunder imposed shall be joint
and several.
19.10. Marginal Headings. The marginal headings and article titles to the Sections and Subsections of this
Lease are not a part ofthis Lease and shall have no effect upon the construction or interpretation ofany part hereof.
19.11. Floor Area. Floor area shall be computed by measuring from the center of partitions that separate
Tenants to the outside surface of the permanent outer building walls. If space fronts on an enclosed mall, measurement
will be taken to the exterior surface ofthe store front wall and to the exterior surface ofcorridor walls'
lg.l2. Acceptance of Keys. The acceptance of keys to the Premises by the Landlord, its agents, employees,
contractors or any otheiperson on Landlord's behalf shall not be deemed or constitute a termination of this Lease unless
such termination is evidenced in writing signed by the Landlord.
19.13. Condition of Title. It is understood and agreed that this Lease is subject to all matters now or hereafter
ofrecord against the title to the Propefty.
lg.l4. Mandatory Programs. It is understood and agreed that from time to time the Landlord may institute
certain voluntary programs for the Property which the Landlord believes will be in the best interest of the Property and the
Tenants. Tenant agfees to promptly comply with and carry out its obligations under such programs as the same may exist
from time to time.
19.15. Third Party Contract. This Lease is entirely separate and distinct from and independent of any and
all agreements that Tenant may at any time enter into with any third party for the provision of services, which include, but
are iot limited to, telecommunications, office automation, repair, maintenance services, computer and photocopying
("Independent Services'). Tenant acknowledges that Landlord has no obligation of any type conceming the provision of
independent Services, and agrees that any cessation or intemrption oflndependent Services or any other act or neglect by
the tirird party providing the Independent Services shall not constitute a default or constructive eviction by Landlord.
19.15.1. Indemnity. Tenant agrees, excapt to the extent of the gross negligence of Landlord, its
partners, employees, agents and/or assigns, to waive as against, and hold harmless and defend Landlord, its parhers,
employees, agents and assigns from any claim Tenant may have arising in any way out of the provision (or lack thereof)
ofthe Independent Services which Tenant has contracted to receive from the third parties.
19.15.2. No Consequential Damages. In no event shall Landlord be liable to Tenant for incidental,
consequential, indirect or special damages (including lost profits) which may arise in any way out of a claim conceming
Independent Services.
19.16. Prior Agreements. THIS LEASE CONTAINS Tm ENTIRE AGREEMENT OF Tm PARTIES
HERETO AND ANY AND ALL ORAL AND WRITTEN AGREEMENTS, TINDERSTANDINGS,
REPRESENTATIONS, WARRANTIES, PROMISES AND STATEMENTS OF THE PARTIES HERETO AND THEIR
RESPECTIVE OFFICERS, DIRECTORS, PARTNERS, AGENTS AND BROKERS WITH RESPECT TO TTIE
SUBJECT MATTER OF THIS LEASE AND AI{Y MATTER COVERED OR MENTIONED IN THIS LEASE SHALL
BEMERGED INTHIS LEASE ANDNO SUCHPRIORORAL ORWRITTENAGREEMENT, UNDERSTANDING,
REPRESENTATION, WARRANTY, PROMISE OR STATEMENT S}IALL BE EFFECTIVE ORBINDING FORANY
REASON OR PURPOSE UNLESS SPECIFICALLY SET FORTH IN THIS LEASE. NO PROVISION OF THIS LEASE
MAY BE AMENDED OR ADDED TO EXCEPT BY AN AGREEMENT IN WRITING SIGNED BY THE PARTIES
HERETO OR THEIR RESPECTryE SUCCESSORS IN INTEREST. THIS LEASE STIALL NOT BE EFFECTIVE OR
BINDING ON ANY PARTY UNTIL FULLY EXECUTED BY BOTH PARTIES MRETO.
Commercial Building Lease
PagelT of26
lg.li. No Usury. No interest charged, or chargeable by Landlord under this Lease (including but not limited
to interest chargeable hereunder and/or any late chargg fee or other sum charged or withheld by Landlord and which is
deemed to be interest) shall exceed the maximum amount of interest permitted by any applicable law. If any such interest,
fee or charge would exceed such maximum, then such interest, fee or charge shalt be automatically reduced to the
maximum amount allowed by law and any sums already collected in excess of such maximum amount shall be refunded
by Landlord in cash or by granting Tenant a credit in the applicable amount which credit shall be applied against the next
Rent coming due.
19.18. Interpretation. The parties hereto specifically acknowledge and agree that the terms of this Lease have
been mutually negotiated and the parties hereby specifically waive the rule or principle of contract construction which
provides thaiany ambiguity in any term or provision of a contract will be interpreted or resolved against the party which
drafled such term or provision.
lg.lg. Choice of Law. This Lease shall be govemed by the laws of the State of Washington and in the event
suit is brought to enforce any of the provisions of this Lease, venue shall be laid in Kittitas County, Washington.
19.20. Legal Expenses. If either party is required to bring or maintain any action (including assertion of any
counterclaim or cross-claim, or claim in a proceedings in arbitration, bankuptcy, receivership or any other proceeding
instituted by a party hereto or by others), or otherwise refers this Lease to an attomey for the enforcement of any of the
covenants, terms or conditions of this Lease, the prevailing party in such action shall, in addition to all other payments
required herein, receive from the other, all the costs incurred by the prevailing party including reasonable attorneys' fees
and such costs and reasonable atlcmeys' fees whichthe prevailing party incuned in, and in preparation for, such action,
arbitration, trial, appeal, review and/or proceeding in bankruptcy court.
lg.2l. Effective Date. When used in this Agreement, the term "Effective Date" is the date the last party
to execute this Agreement executes it as disclosed by the respective date appearing below each party's signature. Each
party authorizes ihe endorsement ofsuch date for administrative reference in the space provided in the Agreement's
heading.
IN WITNESS WHEREOF, the parties hereto have executed this instrument as of the day and year first above
set forth.
LANDLORD:
PAUTZKE
Print
Title:
STATEOF WASHINGTON
County of Kittitas
On this day personally appeared me, the Notary and for the of
Washinglon, duly commissioned and sworn,namel, the
[title] of PAUTZKE BAIT CO., INC., which executed the and instrument,and acknowledged
the uses and purposes therein mentioned, and on oath
Commercial Building Lease
Page l8 of26
ss.
)
)
)
said instrument to be the free and voluntary act and deed for
stated that he was authorized to execute said instrument.
Datedthisffi orwy'/l^fl,Ll-h,zozt.
436t0
Notary Public in and forthe State
My Commission Expires:
C o mmerc ial Buil ding L ea s e
Page 19 of26
TENANT:
STATE OF WASHINGTON
County of Kittitas
elzs las
Notary Public in and for the State
My Commission Expires:
SS.
On this day personally appeared before me, the
Washington, duly commissioned and swom,
acknowledged the said instrument to be
mentioned, and on oath stated that he was
Datedthis /)
1h
day
Notarv Public. in and for the State of
tne izc+ X. '(.
htt.t t t rA | ftitteJ of
the within and foregoing instrument, andASwhich
the free and voluntary act and deed for the uses and purposes therein
authorized to execute said instrument.
2023
Commercial Building Lease
Page 20 of26
EXHIBIT A
Leeal DescriPtion
That certain real property located in the City ofEllensburg, County ofKittitas, State of Washington
and legally described as follows:
All that portion of FRACTIONAL BLOCK NORTH OF BLOCK l, ELLENSBURG; beginning
at a point 80 feet North of the Northeast comer of Block 1, thence West 120 feet; thence North
148 feet; thence East 120 feet; and thence South 148 feet to the point of beginning, in the County
of Kittitas, State of Washington, and
A tract of land bounded by a line beginning at a point 228 feet North of the Northeast comer of
Block l, ORIGINAL TOWN (NOW CITY) OF ELLENSBURG, in the County of Kittitas, State
of Washington, as per plat thereof recorded in Book I of Plats, page 1, records of said County, and
running thence West 120 feet; thence North 60 feet, thence East 120 feet; thence South 60 feet to
the point of beginning.
Commercial Building Lease
Page2l of26
EXHIBIT B
Tenantos Work
Mountain onst. Co.
P.O.
Tel
January L9,2023
Pautzke Bait Co., lNC.
Attn: Casey Kelley
8&) N Prospect St.
Ellensburg, WA 98925
RE: REMODET OF EXISTING 8,388SF OFFICE
Dear Mr. Kelley,
Mountain States Const. Co. (MSCC) is pleased to have this opportunity to provide you with the
following proposal for the remodel of your existing 8,388sf office to accommodate a new tannate
following thc bclow scope of work as well as the MSCC floor plan dated 01-19-23.
Scopc of Work:
General Condltlom:
o Furnish General Liability and Builders Risk lnsurance
o Furnish architectural drawings for Building Permit submission'
r An allowance of 55,000 has been included for architectural code review and stamp requlred
for building permit apPlication
o Furnish Project Manager as required
e Furnish Supervision as required
r Furnish on site chemlcal toilet(s) as needed for MSCC work
o Furnish equipment necessary to perform MSCC work
o Prevailing Wage Rates for Kittitas County have been included.
. Kcep Construction site clear & orderly, removing MSCC garbage & debris
Demolltlon:
e Demo and remove approx. 2,500sf of existing ACT grid, tile, and blanket insulation to allow
for new supply and return ducts to be installed in new offices.
r Demo and remove approx. 1,0001f of existing wood base trim to be reinstalled at a later
date.
r Demo and remove all padding and carpet located in east half of building, Flooring located in
rooms 101, 1(Xr, 112,113, 114, and 117-119 to remain as is-
Commercial Building Lease
Page22 of26
Ll i r'l
i([,,s
| ,
"l'y'
llPage
Framlnr:
r Furnish and install new 6" 20ga steel stud framing for new offices. New office room
numbers include rooms 103-107 and 115-116 (West), 108,117 and 118 (East).
Wosdl
r Furnish and install approx. loOlf of new !5"x?" S4S cherry base trim and door casing to
match existing as close as possible.
r Reinstall approx. 1,0O0lf of existing cherry base trim after new flooring has been installed.
Thermrl:
r Furnish and install approx. 25fi)sf of new R-11 blanket insulation overtop of act ceiling tiles.
o Furnish and install approL 1,950sf of 5.5" Rockwool Type lnsulation at 6" steel stud cavities.
Doon ond Hardwrre:
r Furnish and install eight (8) 3070 commercial grade hollow metal doors and frames.
Hardwere to include lockset, hinges, and24"x6O" glass relight.
r Furnish and install one (1) thr rated 3070 commercial grade hollow metal door, frame, and
hardware. Hardware to include grade one closure, lockset, and hinges.
r Furnish and lnstall three (3) pre-hung 3070 Maple door and frames. Door leaf to include
frosted full door glass relight kit to match existing.
Flnlehes
Furnish, install, tape, end texture with a light orange peel texture 5/8" GwB at new
partltion wall locations in both the east 3nd west sldes of the buildlng.
Tape and texture approx. 639sf of existing pre-hung 5/8" GWB in the west side of the
building.
Furnish and install approx. 2,500sf of new 2'x4' ACI grid. Existing tile are figured to be
reused where possible.
Prep, prime and paint new and existing walls that have a new gwb finish applied. (West
Side)
Prep, prime and paint new and existing walls excluding rooms 112, 113, 119, 120, 103, 101,
l0() and 102 (East)
Refinish existing cherry base board as needed. Appror l,0fi)lf of baseboard refinishing has
been included.
Furnish and install Philedelphia Gommercial Mesh Weave carpet tile in all areas except
109,114 tl'7-tl;g (West) and l:OL,tlz and 113 (East).
Furnish and install Tarkett 4" Rubber base in new western carpeted areas.
Mcchanicrl:
o Demo existing duct work as needed.
e Furnlsh and install supply and return duct work to new offices.
o lnstall new supply and retum grilles within new office spaces.
e Relocate existing thermostats as needed.
r Complete system start up and check for proper system operation.
2lPage
Commercial Building Lease
Page23 of26
a
a
a
a
a
a
a
a
Elestrlcal:
a Wire all new offices with outlets and switch for light.
Demo and move wire for (new doorways and walls).
Retrofit all light fixtures on East side with LED ballast bypass tubes.
lnstalt new flat panel fixtures on West side of building in new office spaces.
a
a
PRICE:
Remodel of existing 8,388sf office facility to accornmodate new tenants.
Lump Sum Base Price , . $loz,ezg.oo Plus washlngton sbte sales Tax.
Work Not lncluded
o Building Permit fee's
o Fire sprinklers
o Fire separation areas due to increased occupancy
r Casework
o Demo/patch back required for added electricaUlow voltage within existing walls.
r Applianceinstallstion
. Exterlor utilities
o Cold weather protection and temporary heating
e Changes caused by local building officials or other government agencies.
o All work not specifically noted in this proposal.
o Work figured to be done during normal business hours. Overtime ls not currently figured into
this proposal.
. Weshington State Sales Tax
Alulrnrte One: Crrpet Tlle
. lnstallation of Phlladelphia Cornmercial Carbon Copy carpet tiles in lieu of Philadelphia
Commerclal Mcsh Weavc carpet tile.
Deduct from Bese Prlce . . ($8,476.m1 Plur Washirylon Stato Sales Tax.
Alt€rnrte Two: Electrlcsl By Owner
o Removal of electrical scope from proposal.
Deduct From Bsse Price . . ($57,889.001 Plus Washlnglon StINte Srlce Tax.
AltcrnetG Three: Falntlng
. Prep, prime and paint new and existing walls that have a new GWB flnish applied (West Side).
o Pr€p, prime and paint walls with new GWB finish. All existing walls to remain as is (East Side).
Deduct From Base Prlce . . ($10,520.001 Plus Washlngton Stste Ssles T.x.
Commercial Building Lease
Page24 of26
3lPage
n
Mountaln Statel Const. Co. will hold this pmposal open for a period of 15 days frorn the date of
pmposal after which time materlal prlces may have to be verifled for rne*et cfianges.
Mountain States Const. Co. wants to thank you for this opportunity to continue working with you and
Pouteke Eait. Should you have any questions please dont trcsitete to €all"
Sincerely,
Fra,'-
Nlck Ranger
Prorect Englnoer
Mountrln Statee Const. Co.
5C,9-837.6E22 tel
4lPage
C o nmerc ial Buil ding Lea s e
Page25 of26
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