HomeMy WebLinkAboutLW09-252 - Amendment - #2 - King County - Aukeen District Court Lease Agreement - 04/28/2011 SECOND AMENDMENT TO LEASE AGREEMENT
BETWEEN
KING COUNTY AND CITY OF KENT
AUKEEN DISTRICT COURT BUILDING
THIS AMENDMENT TO LEASE AGREEMENT(the"Amendment") is made
and entered into by and between KING COUNTY, a political subdivision of the State of
Washington("Landlord"), and the CITY OF KENT, a municipal corporation of the State of
Washington("Tenant") The date of this agreement for reference purposes only shall be
f�wr1 a 5;� _, 2011. Capitalized terms in this Amendment shall have the meanings set
fo h in the Lease, unless defined herein. In case of conflicting definitions or terms,the
definitions and terms contained herein shall control. The Parties covenant and agree as
follows.
RECITALS
A) Landlord and Tenant, entered into that certain Lease dated December 22,
2008, as amended (the "Lease") establishing Tenant's leasehold in the Premises, which is
located within landlord's Building at 1210 S. Central Avenue, Kent WA. Both Landlord
and Tenant occupy and provide court services within the Building The parties entered
into the First Amendment to the Lease on or about February 5, 2010 to expand the
leasehold area.
B) As part of Tenant's consideration for the Lease, it undertook certain
construction obligations (hereafter "Tenant's Construction Obligations") to construct
tenant improvements to expand the Premises. Tenant's construction obligations are
provided in Exhibit C (Work Letter Addendum Tenant Improvements and Tenant's
Work) to the Lease.
C) Pursuant to Section 2(B)(5) of the Lease, Tenant was required to initiate
Tenant's Construction Obligation within 11 months of the Lease Commencement date,
and was to have completed tenant's Construction Obligation, according to Section
2(B)(5), 11 months later. The parties have by written agreement extended these
deadlines three (3) times due to an inability of the parties to agree on 100% drawings and
to manage the increased risk of flooding. Given these extensions, the Tenant has not
completed its Construction Obligation
D) Tenant has standing to purchase the Property pursuant to that certain Right
of First Offer to Purchase Property, as amended and attached to the Lease as Rider One.
Landlord has indicated a willingness to sell the Property and Tenant has expressed
interest in purchasing same.
E) Landlord and Tenant desire to defer the required completion dates for
Tenant's Construction Obligation in the Lease while engaging in good faith negotiations
of the terms and conditions for a purchase and sale agreement providing for the sale of
the Building to Tenant.
NOW, THEREFORE, the parties hereby agree as follows:
1) Temporary Deferral of Required Initiation and Completion of
Construction. Tenant's obligations to initiate and complete Tenant's Construction
Obligation, as provided in Sections 2(B)(5) and 3(D)(1) and (2) of the Lease, and Exhibit
C thereto, are hereby deferred for 180 days from the date of this Second Amendment.
2) Purchase and Sale Agreement. The purpose of said deferral of Tenant's
Construction Obligations, as provide herein, shall be to permit Landlord and Tenant to
engage in good faith negotiations for the sale of the Building by King County to the City
of Kent So long as the parties are engaged in good faith negotiations for said sale, the
deferral of Tenant's Construction Obligations may be extended by mutual written
agreement.
3) Termination of Sale Negotiations. Either party hereto may terminate said
sale negotiations subject to 10 days' prior written notice to the other party. In this event,
Tenant's Construction Obligation as provided in the Lease including, without limitation,
Exhibit C and Sections 2(B)5 and 3(C) and (1)), shall be in full force and effect, except
that construction and performance requirements with required action related to the Lease
Commencement Date shall be extended by 180 days from the date of receipt of notice to
terminate sale negotiations.
4) Indemnification Landlord and Tenant each agree to indemnify and hold
harmless the other to the full extent allowed by law from any liability, claims, costs and
damages, including attorney fees, arising from the exercise by the indemnifying party or
its elected officials, employees, managers, agents, or contractors of the rights or
obligations created herein by the indemnified party. The foregoing indemnity has been
specifically negotiated and applies to actions brought by each party's own employees and
is specifically and expressly intended to constitute a waiver of each party's immunity
under RCW Title 51, but only to the extent necessary to indemnify against claims made
from each party's own employees.
All other terms and conditions of the original Lease, as amended, shall remain in
full force and effect.
IN WITNESS WHEREOF the parties hereto have signed this Lease as of the day
and year first above written
LANDLORD: TENANT:
King County, a Political Subdivision of CITY OF KENT, a municipal corporation of
the State of Washington the State of Washington
By: By:
Title:j&gqP `�G'1i��6��y1� itle:
Date- �!/ Date: �����
APPROVED AS TO FORM: APPROVED AS TO FORM:
By: By
Senior Deputy rosecuting Attorney City of Ken Leg epartment
STATE OF WASHINGTON )
ss
COUNTY OF KING )
On this day personally appeared before me •i E 4, tome
known to be the �� 01 c u f the .�G ,..��- that
executed the foregbing inst went, and acknowledged the said instrument t be the free and
voluntary act and deed of said corporation for the uses and purposes therein mentioned and
that he was authorized to execute the said instrument.
GIVEN under my hand and official seal this oZ day of �L ,2011.
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NOTARY PUBLIC in and for the State of
aUa\.\s' :`_ Washington residing at o .vLo
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STATE OF WASHINGTON )
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COUNTY OF KING )
On this day personally appeared before me 6aZ[fy e t�Oel-3�2-- to me
known to be the or the C.t a 4� that
executed the foregoing instrument. and acknowledged the said instrument to be the free and
voluntary act and deed of said corporation for the uses and purposes therein mentioned and
that he was authorized to execute the said instrument
GIVEN under my hand and official seal this :06 day of—40 '� 2011.
AD Zf
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•; NOTARY PUBLIC in and for the 5tateof
Washington residing at
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RECEIVED
King County
(teal estate services MAY 0 4 2011
Facilities Management Division
Department of Executive Services KEN7 LA
1 DEPr.
Letter of Transmittal
Date: May 2, 2011
Routing: Kim Komoto
City of Kent
220 4t" Avenue South
Kent, WA 98032
From: Steve Salyer
We are sending herewith the following:
No ofCopies Date Pages Description
1 4/28/11 Second Lease Amendment—Aukeen District Courthouse
Comments: Fully-executed original for your file.
Thanks.
500 Fourth Avenue Room 500, Seattle, WA 98104, Phone- (206) 205-5772, Email: steve salyer@kmgcounty gov
REQUEST FOR MAYOR'S SIGNATURE
KtNT Please Fill in All Applicable Boxes
Routing Information (ALL REQUESTS MUST FIRST BE ROUTED THROUGH THE LAW DEPARTMENT)
Originator: Kim Komoto Phone (Originator): 5788
Date Sent: 04/25/11 Date Required: 04/27/11
Return Signed Document to: Komoto CONTRACT TERMINATION DATE: Upon
Notification
VENDOR NAME: King County DATE OF COUNCIL APPROVAL: 04/19/11
Brief Explanation of Document:
This Second Amendment defers required completion dates for the City's obligation to construct
an addition and remodel the Aukeen Court Building, while the County and City negotiate a
purchase and sale agreement for the Aukeen District Court Building.
All Contracts Must Be Routed Through The Law Department
(This area to be completed by the Law Department)
Received:
Approval of Law Dep .: 2 5
l�l
Law Dept. Comments:
KENT LAW DEP
Date Forwarded to Mayor: Z-t?/
Shaded Areas To Be Completed By Administration Staff 7
Received: � ��
t
Recommendations and Comments:
,1/�..,,,,��
Disposition:4/`,/�� / fJ/L C1n CLEF.
Date Returned:
CITY CLERK
KENT CITY OF KENT
Wr S H N G T o„ 220 4"Avenue South
Kent, WA 98032
Fax 253-856-6725
PHONE: 253-856-5725
Lease Agreement Cover Sheet
Thrs document is to be used in heu of the Contract Cover Sheet
SECTION 1 - CONTRACT PROCESSING AND TENANT SET-UP:
Contract Number: LW09-252 (to be completed by Clerk's Office)
1. Responsible Department/Division: Parks/Facilities
2. Contact Person and Title: Charlie Lindsey
Telephone Extension: 5081
3. Tenant (Customer) Name: King County
4. Tenant (Customer) Number: 33193
5. General Ledger Account Number: 54006900.64520.5805
6. King County Tax Parcel Number: 000660-0043-0
7. Address of Parcel: 1210 S. Central Ave, Kent, Wa.
8. Type of Lease: Lease Agreement Court Building Amendment 2
9. Council Authorization Date: 4/19/2011
10. Mayor Signature Date: 4/25/2011
SECTION 2 - LEASE DURATION AND IMPORTANT DATES:
11. Lease Start Date: Reference only 4/28/2011
12. Tenant Lease Option Renewal Notification Due Date: N/A
13. Lease Termination Date:
14. Lease Duration:
SECTION 3 - RENT DETERMINATION AND DUE DATE:
15. Rent: Deferral for 180 days from 4/28/2011
16. Rent Due Date:
17. Calculation of Rental Increase(s): N/A
Lease Agreement Cover Sheet—Page 1 of 2
SECTION 4 — LEASEHOLD EXCISE TAX:
18. Is this lease subject to leasehold excise taxes?
❑ YES (go to Question 19)
❑ NO, reason:
19. Are leasehold excise taxes for this tenant centrally assessed, i.e.
directly collected from the tenant by the Washington State Department
of Revenue?
❑ YES (attach written verification received directly from DOR or indirectly
through the tenant, e.g. DOR notification letter)
❑ NO (go to Question 20)
20. Does Lease Rent include Leasehold Excise Tax?
(Leasehold taxes must be broken out on the invoice and coded: Business
unit.32500.0303)
❑ YES Calculate the leasehold excise tax (Stated Rent divided by
1.1284)
® NO Calculate the leasehold excise tax (Stated Rent times .1284)
SECTION 5 — APPLICABLITY OF UTILITIES:
21. Applicability of Utilities — Check all that utilities that are affected and
indicate provider (e.g. City of Kent), Account Number or basis of
exclusion.
❑ Does Not Apply
❑ Water: Soos Creek Water & Sewer
❑ Sewer: Soos Creek Water & Sewer
❑ Drainage: City of Kent, January 2011
❑ Garbage: Allied Waste
❑ Electricity/Natural Gas: PSE
SECTION 6 — MONETARY PENALTIES AND LATE INTEREST CHARGES:
22. Monetary Penalties: None as long as City and County are in good faith
negotiations for Purchase and Sale Agreement of the building owned
by King County.
23. Late Interest:
SECTION 7 — OTHER LEASE CONSIDERATIONS:
Special lease considerations, e.g. non-monetary rent, etc None as long as City and
County are in good faith negotiations for Purchase and Sale Agreement of the
building owned by King County.
❑ None (check box if no considerations)
Lease Agreement Cover Sheet—Page 2 of 2