HomeMy WebLinkAboutCity Council Committees - Parks and Human Services Committee - 04/18/2019
Unless otherwise noted, the Parks and Human Services Committee meets at 5 p.m. on the
third Thursday of each month in the Kent City Hall, Council Chambers East, 220 Fourth
Avenue South, Kent, WA 98032.
For additional information please contact Ron Lashley at 253 -856-5101, or via email at
RLashley@KentWA.gov.
Any person requiring a disability accommodation should contact the City Clerk’s Office at
253-856-5725 in advance. For TDD relay service call Washington Telecommunications Relay
Service at 7-1-1.
Parks and Human Services
Committee
Agenda
Chair - Brenda Fincher
Satwinder Kaur– Marli Larimer
Thursday, April 18, 2019
5:00 p.m.
Item Description Action Speaker Time
1. Call to Order Chair 01 MIN.
2. Roll Call Chair 01 MIN.
3. Changes to the Agenda Chair 01 MIN.
4. Approval of March 21, 2019
Minutes
YES Chair 05 MIN.
5. 2014 Third Quarter Fee In Lieu
Funds Re-allocation -
Recommend
YES Bryan Higgins 20 MIN.
6. Human Services Master Plan and
CDBG Consolidated Plan Update
– Information Only
NO Merina Hanson 10 MIN.
7. Terreno Valley Corporate Ground
Lease - Recommend
YES Brian Levenhagen 05 MIN.
8. Tenant name change for
restaurant space at Riverbend
Golf Complex – Recommend
YES Julie Parascondola 10 MIN.
9. Director’s Report – Information
Only
NO Julie Parascondola 10 MIN.
10. Adjournment Chair 01 MIN.
Page 1 of 3
Approved
Parks and Human Services
Committee
CC Parks Regular Meeting
Minutes
March 21, 2019
Date: March 21, 2019
Time: 5:00 p.m.
Place: Chambers East
Attending: Brenda Fincher, Committee Chair
Satwinder Kaur, Councilmember
Marli Larimer, Councilmember
Agenda:
1. Call to Order 5:00 p.m.
2. Roll Call
Attendee Name Title Status Arrived
Brenda Fincher Committee Chair Present
Satwinder Kaur Councilmember Present
Marli Larimer Councilmember Present
3. Changes to the Agenda
Moved Item 8 to the first item on the Agenda.
4. Approval of Minutes dated February 21, 2019
MOTION: Move to approve the Minutes dated February 21, 2019
RESULT: APPROVED [UNANIMOUS]
MOVER: Marli Larimer, Councilmember
SECONDER: Satwinder Kaur, Councilmember
AYES: Fincher, Kaur, Larimer
5. Amendment "R" to King County Conservation Futures Interlocal
Agreement - Authorize
MOTION: Authorize the Mayor to sign Amendment “R” to the City’s
Interlocal Agreement with King County for open space acquisition
projects to allow administrative amendments when funds are
awarded without the need for formal amendment by the legislative
bodies of King County and the City of Kent, subject to final terms and
conditions acceptable to the Parks Director and City Attorney.
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Parks and Human Services Committee CC Parks
Regular Meeting
Minutes
March 21, 2019
Kent, Washington
Page 2 of 3
RESULT: RECOMMENDED TO COUNCIL [UNANIMOUS]Next: 4/2/2019 7:00
PM
MOVER: Marli Larimer, Councilmember
SECONDER: Satwinder Kaur, Councilmember
AYES: Fincher, Kaur, Larimer
6. Amendment "S" to King County Conservation Futures Interlocal
Agreement - Authorize
Friendly change "conversation" to "conservations"
MOTION: Authorize the Mayor to sign Amendment “S” to the 1991
Conversation Futures Interlocal Agreement with King County, which
allocates additional grant funds in the amount of $1,479,000. to Kent
for property acquisition projects, and authorize the Mayor to sign all
documents that may be required to impose use restrictions on the
properties consistent with grant conditions, subject to final terms
and conditions acceptable to the Parks Director and City Attorney.
RESULT: RECOMMENDED TO COUNCIL [UNANIMOUS]Next: 4/2/2019 7:00
PM
MOVER: Satwinder Kaur, Councilmember
SECONDER: Marli Larimer, Councilmember
AYES: Fincher, Kaur, Larimer
7. Goods and Services Agreement with Northwest Playground Systems
for Purchase of Lunar Rover Replica - Authorize
MOTION: Authorize the Mayor to sign a Goods and Services
Agreement with Northwest Playground Equipment in the amount of
$123,615 for an interactive replica of the Lunar Rover, subject to
final terms and conditions acceptable to the Parks Director and City
Attorney.
RESULT: RECOMMENDED TO COUNCIL [UNANIMOUS]Next: 4/2/2019 7:00
PM
MOVER: Marli Larimer, Councilmember
SECONDER: Satwinder Kaur, Councilmember
AYES: Fincher, Kaur, Larimer
8. 2019 City Art Plan and Five-Year City Art Plan 2019-2023 - Adopt
MOTION: Adopt the 2019 City Art Plan and Five-Year Plan.
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Parks and Human Services Committee CC Parks
Regular Meeting
Minutes
March 21, 2019
Kent, Washington
Page 3 of 3
RESULT: RECOMMENDED TO COUNCIL [UNANIMOUS]Next: 4/2/2019 7:00
PM
MOVER: Satwinder Kaur, Councilmember
SECONDER: Marli Larimer, Councilmember
AYES: Fincher, Kaur, Larimer
9. Directors Report
Hogan Park now has LED Lighting to be energy efficient and currently
replacing Service Club Ball Field lighting to LED.
Summer Spring Guide is out covering events until the end of July. Finale
Winter/Spring Spotlight Series Concert will be April 5th at Kent-Meridian.
Summer/Spring will be occurring at Lake Meridian and Kent Station.
Parks will be holding the marketing and engagement plan for another month
or more until it is more refined with formal submittal to the council in July.
Haleigh Elliott is the new Marketing and Engagement Coordinator starting
April 1st.
Initial internal engagement has begun for the Recreation and Program Plan.
Strengths, weaknesses, trending, and analytics on our internal departments
as well as the performance of programs existing and recovery along with
participation rates and lifecycle or some of the items addressed. An existing
statistically valid survey will be going out to the community in conjunction
with a qualitative survey on social media. Pros Consulting will be at the May
Parks and Human Services Committee meeting. Expected presentation of the
comprehensive results will be at the June 18th City Council Meeting.
June 10th is the 30th anniversary of the Riverbend Golf Course and will do a
soft opening of the new Restaurant. Also, starting the planning of the
expansion of the driving range.
10. Adjournment 5:27 p.m.
Ronald Lashley
Committee Secretary
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PARKS AND HUMAN SERVICES COMMITTEE
Julie Parascondola, CPRE
220 Fourth Ave S
Kent, WA 98032
253-856-5100
DATE: April 18, 2019
TO: Parks and Human Services Committee
SUBJECT: 2014 Third Quarter Fee In Lieu Funds Re-allocation -
Recommend
MOTION: Move to recommend Council reallocate $20,550.00 of fee-in-lieu funds
dedicated to Springwood Park and Lake Meridian Park, amend the Community Parks
Reinvestment Program budget, and authorize the future expenditure of these same
funds for capital improvements at Meridian Glen Park.
SUMMARY: On November 4, 2014 city council accepted $20,550.00 in fee-in-lieu
funds from Zhong Qing and Jasvir Singh in lieu of dedicating park land to mitigate
the development of homes in local subdivision. At that time the funds were
allocated for expenditure at Springwood Park and Lake Meridian Park.
Since accepting the funds, projects at Springwood Park have been delayed and will
not resume before the five-year fund expenditure deadline of July 2, 2019. Projects
at Lake Meridian Park are fully funded and nearing completion. The Lake Meridian
funds have an expenditure deadline of August 20, 2019. The city may return these
funds upon request from the developers if they are not used within five years of the
receipt date. Proposed work at Meridian Glen is moving forward during spring 2019
and will expend these funds before the deadline.
We therefore ask that the funds dedicated to Springwood and Lake Meridian Parks
in 2014 be reallocated toward capital improvements at Meridian Glen Park.
BUDGET IMPACT: Revenue and expense will impact the Community Parks
Reinvestment Budget.
SUPPORTS STRATEGIC PLAN GOAL:
Thriving City, Evolving Infrastructure, Sustainable Services
ATTACHMENTS:
1. Council Acceptance and Revenue Report (PDF)
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Ex/" I
KENT
WasHtNoroN Agen da Item: Consent Calendar - 7J
TO City Council
November 4,20t4
2OL4 Third Quarter Fee-in-Lieu Funds - Accept
DATE:
SUBJECT:
MOTION: Authorize the Mayor to accept $2O,550.OO for Fee-in-lieu-of funds
and amend the Park Lifecycle Program budget for future expenditures.
SUMMARY: Between July and September, 20t4, the City of Kent received a total of
$20,550.00 from the developers listed below, who voluntarily paid fees in lieu of
dedicating park land to mitigate the development of single family homes in local
subdivisions. The funds will be used at the park locations as noted below.
. Lake Meridian Park: $12,675.00 from Jasvir Singh. Springwood Park: $7,875.00 from Zhong Qing
EXHIBITS: Copy of Revenue Report
RECOMMENDED BY: Parks and Human Services Committee
YEA: Ranniger - Higgins - Fincher NAY:
BUDGET IMPACTS: Revenue increase of $12,675,00 and $7,875.00 to the Lifecycle
Program Budget.
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R55GA014
GL Dates: 71112014
Acount Number
P20006.56730
P20006.56730
GL Date Doc #
7tu2014 JK 157486
8t20t2014 JK 158260
Account Total
Report Total
Search GL by Account Number
PO#Ref 2
14-51157
14-52065
Descriptlon
530277 Zhong Qing
542649 Bank Of America -jasvir
Vendor or Customer
11:03:58
PC LT R/V Rec
PAA
PAA
1012t2014
Page: 19t30t2014
Subledger Batch #
277042
282018
Amount
(7,875.00)
(12,675.00)
(20,550.00)
(20,550.00)
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PARKS AND HUMAN SERVICES COMMITTEE
Julie Parascondola, CPRE
220 Fourth Ave S
Kent, WA 98032
253-856-5100
DATE: April 18, 2019
TO: Parks and Human Services Committee
SUBJECT: Human Services Master Plan and CDBG Consolidated Plan
Update – Information Only
SUMMARY: Merina Hanson, Human Services Manager, will update the committee
regarding the timeline and planning process for the CDBG Consolidated Plan and
the Human Services Master Plan. The Consolidated Plan serves as the framework
for our Community Development Block Grant investments as required by Housing
and Urban Development (HUD). The Human Services Master Plan provides the
blueprint for the City’s General Fund investments in our community.
SUPPORTS STRATEGIC PLAN GOAL:
Inclusive Community, Evolving Infrastructure, Sustainable Services
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PARKS AND HUMAN SERVICES COMMITTEE
Julie Parascondola, CPRE
220 Fourth Ave S
Kent, WA 98032
253-856-5100
DATE: April 18, 2019
TO: Parks and Human Services Committee
SUBJECT: Terreno Valley Corporate Ground Lease - Recommend
MOTION: Recommend council authorize the Mayor to sign a ground lease with
Terreno Valley Corporate in the amount of $30,577.27 per year for five years, for
parking and storage, subject to final terms and conditions acceptable to the parks
director and city attorney.
SUMMARY: The City of Kent (Lessor) owns property located at the South 22nd
block of 68th Avenue South, adjacent to the Puget Power Trail connecting 68th
Avenue South with 64th Avenue South to the west. San Francisco-based Terreno
Valley Corporate, LLC (Lessee) has agreed to rent the portion of the property
described in Exhibit A and depicted in Exhibit B to the lease agreement for a period
of five (5) years, commencing on April 1, 2019 and ending March 31, 2024.
Annual rent shall be paid by the Lessee to the Lessor on the commencement date of
the lease agreement and subsequently on or before April 1 for each year of the
five-year term. The Annual Rent paid by the Lessee shall be $27,097.90 plus
Leasehold Tax of $3,479.37 for a Total Annual Rent of $30,577.27.
Lessee Terreno Valley Corporate agrees to use the premises in “as is” condition and
solely for vehicular parking, telephone equipment storage and other incidental uses.
The Lessee agrees to maintain at its sole expense the public parking area on the
property to the Lessor’s standards, pay utilities accrued at the premises and
maintain and/or repair the leased premises according to the terms of the lease as
well as applicable laws, ordinances, rules, regulations and requirements of the City
and governmental authorities.
Lessor City of Kent agrees to maintain at is sole expense the public pedestrian trail
known as the Puget Power Trail, approximately twelve (12) feet in width, adjacent
to and north of the premises, and to pay all applicable taxes levied against the
premises excepting those taxes upon rents determined by law to be the
responsibility of the Lessee. Lessee Terreno Valley shall be held harmless from
costs associated with use of the public trail and parking area, but only to the extent
of the Lessee’s negligence. The trail and parking area shall be open for the use and
enjoyment of the public. Lessor City of Kent shall maintain insurance as described
in Exhibit C to the lease agreement.
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Exhibit A, B and C are incorporated into the lease agreement by these references.
BUDGET IMPACT: Revenue impact to the Parks Capital Fund
SUPPORTS STRATEGIC PLAN GOAL:
Inclusive Community, Thriving City, Evolving Infrastructure, Sustainable Services
ATTACHMENTS:
1. Terreno Ground Lease (PDF)
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PARKS AND HUMAN SERVICES COMMITTEE
Julie Parascondola, CPRE
220 Fourth Ave S
Kent, WA 98032
253-856-5100
DATE: April 18, 2019
TO: Parks and Human Services Committee
SUBJECT: Tenant name change for restaurant space at Riverbend Golf
Complex – Recommend
MOTION: Recommend Council ratify the execution of the Riverbend Golf Complex
restaurant lease agreement with Half Lion Public House LLC signed by the Mayor on
February 22, 2019, and any subsequent actions taken to date in accordance with
the terms and conditions of the lease agreement.
SUMMARY: At the January 15, 2019 City Council Meeting, the City Council
unanimously authorized the Mayor to sign all documents necessary to enter into a
lease agreement with Half Lion Brewing Company, LLC, d/b/a Half Lion Public
House, for the restaurant at Riverbend Golf Complex, subject to final terms and
conditions acceptable to the Parks Director and the City Attorney.
City Council initially authorized staff to enter into an agreement with the ‘Half Lion
Brewing Company, LLC’ as the tenant, however, after additional consideration of
Half Lion Brewing Company, LLC’s long-term business goals, its owners decided a
new LLC would be formed to directly manage the Brewing Company’s Public
Houses.
The lease was signed with the new tenant name of, ‘Half Lion Public House, LLC’, on
February 22, 2019. The new Certificate of Formation for the Half Lion Public House,
LLC was effective March 25, 2019, per attached.
There are no other changes to the lease agreement, staff is only cleaning up
approval paperwork to address the tenant name change. The soft opening is still
planned for late May 2019, with a public Grand Opening in June 2019.
BUDGET IMPACT: Riverbend Golf Complex Enterprise Fund / Lease in alignment
with 2018-2023 Riverbend Golf Complex Business Plan.
SUPPORTS STRATEGIC PLAN GOAL:
Thriving City, Evolving Infrastructure
ATTACHMENTS:
1. Half Lion Public House LLC certificate (PDF)
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2. Half Lion Public House LLC signed lease (PDF)
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I, KIM WYMAN, Secretary of State of the State of Washington and custodian of its seal, hereby issue this
CERTIFICATE OF FORMATION
to
HALF LION PUBLIC HOUSE LLC
A WA LIMITED LIABILITY COMPANY, effective on the date indicated below.
Effective Date: 03/25/2019
UBI Number: 604 429 421
Given under my hand and the Seal of the State
of Washington at Olympia, the State Capital
Kim Wyman, Secretary of State
Date Issued: 03/25/2019
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KENT
S CA llllED,\-r4::i"ltu:#
V PHoNE: 2s3-8s6-szzs
WasHtNGToN
Lessee Agreement Cover Sheet
This document is to be used in lieu of the Contract Cover Sheet
SECTION 1 - CONTRACT PROCESSING AND TENANT SET.UP:
Contract Number:Lhfrt1-oot
1. Tenant (Lessee) Name: ,HalF Lion VvVtlic H0US( LLO
2. ResponsibleDepartment/Division: Parks
3. Contact Person and Title: Pete Petersen
Telephone Extension: 5190
4. Lessor: Half Lion Public House, LLC
5. General Ledger Account Number: 48006855.56250
6. King County Tax Parcel Number: 2322O49OLO
7. Address of Parcel: 2O19 West Meeker Street, Kent, WA 98032
8. Type of Lease: Retail Lease
9. Council Authorization Date: OLl1-Sl2OLg
10, Mayor Signature Date: 02122/20L9
SECTION 2 - LEASE DURATION AND IMPORTANT DATES:
11.Lease Start Date: O2/OL/20L9
L2. Tenant Lease Option Renewal Notification Due Date: O2/0t/2O29
13. Lease Termination Date= L2/3L/2028
L4. Lease Duration: 10 years
SECTION 3 - RENT DETERMINATION AND DUE DATE:
15. Rentr $3,000
16. Rent Due Date: 1't of month
L7. Calculation of Rental fncrease(s): Monthly Base Rent + L2.B4o/o
Lease Agreement Cover Sheet-Page 1 of 2
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03l1ttlce
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SECTION 4 - LEASEHOLD EXCISE TAX:
18. Is this lease subject to leasehold excise taxes?
X YES (go to Question 19)
I 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
L.L284)
NO Calculate the leasehold excise tax (Stated Rent times .L284)
SECTION 5 . APPLICABLITY OF UTILITIES:
2L. Applicability of Utilities - Check all that utilities that are affected and
indicate provider (e.9. City of Kent), Account Number or basis of
exclusion.
Does Not Apply
Water: 45o/o Tenant 55o/o Landlord
Sewer: 45o/o Tenant 55o/o Landlord
Drainage:. 45o/o Tenant 55o/o Landlord
Garbage= 45o/o Tenant 55o/o Landlord
Electricity/Natural Gas:
SECTION 6 - MONETARY PENALTIES AND LATE INTEREST CHARGES:
22. Monetary Penalties: Late Charges and Interest; Insufficient Funds
23. Late Interest: equal to or greater then 3olo of amount past due or $150 plus
any attorneys'fees.
SECTION 7 - OTHER LEASE CONSIDERATIONS:
Special lease considerations, e.g. non-monetary rent, etc Tenant Improvements,
-$75,000 to 100,000 - potential reimbursement by City at straight-line
depreciation,
None (check box if no considerations)
T
X
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Lease Agreement Cover Sheet-Page 2 of 2
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RIVERBEND GOLF COMPLEX
RESTAURANT LEASE
Between
THE CITY OF KENT,
a Washington Municipal Corporation
as Landlord,
and
Half Lion Public House, LLC
a Washington Limited Liability Company
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TABLE OF CONTENTS
SECTION 1 - BASIC LEASE PROVISIONS AND ENUMERATION OF EXHIBITS
1.1 Basic Lease Provisions.
1.2 Significance of Basic Lease Provisions.
1.3 Exhibits.
sEcTtoN 2 - PREMISES ..............2.1 Premises and Demise-Generally2.2 Patio Area-Revocable License.
SECTION 3 - TERM, LANDLORD'S AND TENANT'S WORK.
3.'1 Lease Term ..........
3.2 Landlord's and Tenant's Work........
3.3 Statement as to Lease Term..........
SECTION 4 - RENT
4.1 Monthly Rent. ...........
4.2 SecLrrity Deposit
4.3 Adjustments
4.4 No Offsets or Deductions/Place of Payment..........
4.5 LateCharges.................
4.6 lnterest; lnsufficient Funds.
SECTION 5 - USE
5.1 PermittedUses...........
5.2 Uses Prohibited. ............
5.3 Operation of Business
5.4 Compliance with Laws.
5.5 Hazardous Material.
5.6 Representation and Warranty of Tenant....
SECTION 6 - UTILITIES AND HVAC.........
6.1 Utilities.
6.2 Non-Liability of Landlord..
SECTION 7 _ LEASEHOLD AND PERSONAL PROPERTY TAXES
7.1 Tenant'sObligations..
SECTION B - LICENSE AND TAXES
8.1 Tenant's Obligations..
SECTION 9 - ALTERATIONS..........
9.1 Acceptance of Premises
9.2 Alterations by Tenant.
9.3 DisabilityLaws...........
SECTION 1O - MAINTENANCE OF PREMISES..............
10.1 Maintenance and Repair by Tenant.
10.2 Failure to Maintain.
10.3 Repairs by Landlord
10.4 Surrender of Premises
SECTION 11 - LIENS AND ENCUMBRANCES
11.1 Liens. .........
11.2 Encumbrances...............
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Riverbend Restaurant Lease
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SECTION 12 - ASSIGNMENT AND SUBLETTING
12.1 Assignment or Sublease12.2 AssigneeObligations.
12.3 SublesseeObligations.12.4 ConditionalConsents.12.5 Attorneys' Fees and Costs.
12.6 Transfer of Landlord's lnterest. .....
SECTION 13 - COMMON AREAS13.1 Control of Common Areas
SECTION 14 - INSURANCE AND INDEMNITY
14.1 lndemnification..............
14.2 lnsurance.
14.3 Mutual Release and Waiver of Subrogation. .............14.4 Acts of Others.
14.5 Evidence of Coverage Prior to Entry. .........
SECTION 15 - EMINENT DOMAIN
SECTION 1 6 - TENANT'S DEFAU1T.............,..
16.1 Default.
16.2 Remedies in Default.
16.3 RemediesCumulative-Waiver.
16.4 Acceptance of Payment.
16.5 Waiver of Rights of Redemption..............
16.6 Application of Rents......
16.7 Bankruptcy.
SECTION 17 - DEFAULT BY LANDLORD
17.1 Default by Landlord
17.2 Tenant's Right to Damages.
SECTION 1B - DESTRUCTION
18.1 DamageorDestruction.................
SECTION 19 - ACCESS BY LANDLORD.........
19.1 Right of Entry...........
19.2 Excavation.
SECTION 20 - SURRENDER OR ABANDONMENT OF PREMISES
20.1 Surrenderof Possession.................
20.2 Holding Over...........
20.3 VoluntarySurrender.
sEcTroN 21 - QUrET ENJOYMENT.................
21.1 LandlordCovenant.
SECTION 22 - AUTHORITY OF PARTIES...
22.1 Authority.
SECTION 23 - SIGNS
23.1 General.
23.2 Tenant's lnterior Signs..........
23.3 SignRequirements.
SECTION 24 - DISPLAYS, AUCTIONS AND SALES.,.....
24.1 General.
SECTION 25 - MISCELLANEOUS
25.1 Environmental Stewardship..............
25.2 Successors or Assigns.
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25.3 Tenant Defined.
25.4 Broker'sCommission
25.5 Partiallnvalidity.
25.6 Recording.
25.7 Notices.......
25.8 Plats and Riders; Marginal Headings; Captions
25.9 Waiver........
25.10 Joint Obligations. ..........
25.11 Time...........
25.12 lnability to Perform..
25.13 Choice of Law; Venue.
25.14 Legal Expenses. ............
25.15 Competition
25.16 Acceptance of Keys.
25.17 Landlord's Consent......
25.18 No Light, Air or View Easement.
25.19 Name.
25.20 Submission of Lease.
25.21 Prior Agreements............
25.22 Construction
25.23 Financial Statements.
25.24 Effective Date. ..........
EXHtBtT A................
PREMISES / DESCRIPTION OF PREMISES
EXHIBtT B.................
DESCRIPTION OF LANDLORD WORK
EXHtBtT C................
DESCRIPTION OF TENANT WORK........
EXHtBIT D.................
TENANT INSURANCE REQUIREMENTS
EXHtBrr E.......
ANNUAL RENT INCREASE SCHEDULE
Exhibit A
Exhibit B
Exhibit C
Exhibit D
Exhibit E
EXHIBITS
Premises
Landlord Work
Tenant Work
lnsurance Requ irements
Annual Rent lncrease Schedule
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Riverbend Restaurant Lease
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RETAIL LEASE
THIS RETAIL LEASE is made by and between the city of Kent, a Washington municipal
corporation (hereinafter referred to as the "Landlord"), and Half Lion Public House LLC, a Washington
limited liability corporation (hereinafter referred to as the "Tenant").
WHEREAS, the Landlord is the owner of certain real property and improvements at the
Riverbend Clubhouse, located a|2019 W. Meeker St., Kent, Washington, 98032, and Landlord intends to
lease a portion of that property, including generally a restaurant dining area, banquet area, kitchen, walk-
in coolers, back offices, patio and dry storage (the "Leased Premises" or the "Premises"). The Premises
are more particularly described on Exhibit A, attached, and shown on the drawing on Exhibit A, attached.
WHEREAS, Landlord desires to lease the Premises to Tenant under the terms of this Lease
agreement and Tenant desires and agrees to take and lease the Premises.
NOW THEREFORE, for and in consideration of the rents reserved and the terms and conditions
in this Lease, the Landlord does rent, demise and lease to Tenant, and Tenant takes and leases from
Landlord the Premises.
SECTION 1 . BASIC LEASE PROVISIONS AND ENUMERATION OF EXHIBITS
1.1 Basic Lease Provisions.
Landlord:
Landlord's Address:
The City of Kent, Washington
Attention: Director of Parks, Recreation and Community Services
220 4th Ave. S.
Kent, WA 98032
Phone: 253-856-5'100
Fax: 253-856-6050
Tenant:Half Lion Public House, LLG
Tenant's Address:
(For Notice Purposes)
Tenant's Address:
(At Leased Premises)
Tenant's Permitted
Trade Name:
Leased Premises:
Lease Term:
Possession Date:
Commencement Date
Termination Date:
1723 West Valley Highway Est #10'1
Sumner, WA 98390
20'19 West Meeker Street
Kent, WA 98032
Half Lion Public House
See Exhiblt A, attached
Ten years plus three five-year options to renew
February 1,2019
To be determined per Section 3.3 below.
December 31,2028, unless the Lease Term is extended
pursuant to Section 3.1(c) below.
Riverbend Restaurant Lease Page l1
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Monthly Rent:
Annual Rent lncrease
Market Rate Adjustment for
Term Extensions
Utilities
Leasehold Excise Tax:
Security Deposit:
First Month's Rent
Landlord Work:
Tenant Work:
Permitted Uses
Outdoor Seating:
$3,000.00
The Monthly Rent shall be increased annually following
the Commencement Date in accordance with Exhibit E -
Annual Rent lncrease Schedule.
ln addition to the annual rent increase per Exhibit E, the
Monthly Rent may be increased in accordance with
market rates at the time of any lease term extension or
renewal.
Not included in Rent. Tenant shall pay utilities in accordance with
Section 6.1.
Tenant to pay all leasehold excise tax due under state law,
currently estimated at 12.84% of Monthly Rent.
$5,000 to be paid upon lease execution. lnterest accruing on
Security Deposit is not payable to Tenant.
The Monthly Rent shall be paid in accordance with Section
3, representing a 3 month rent abatement.
Landlord will repair, refurbish, install or construct the items
listed on Exhibit B, attached.
Tenant will install or construct improvements generally in
accordance with the plan attached as Exhibit C at an
estimated build-out cost of $75,000 to $150,000.
The Tenant will operate the Premises to complement and
enhance the Riverbend Golf Complex golfer and client
experience as well as surrounding community. Tenant will
use the Premises for the operation of a casual sit down full
service restaurant with a Class H liquor license and full bar
serving breakfast, lunch, and dinner seven (7) days a week.
Other services will include beverage cart service to the golf
course during peak golfing season (June- September), with
spot service for tournaments during golf offseason, catering
for tournaments, golf course special events, and Half Lion
Brewing Company private or public events.
Tenant may, at no additional rent, establish outdoor seating
on the patio area shown on Exhibit A that is adjacent to the
Premises, after first obtaining applicable federal, state, and
local permits or approvals. Excluding any patio planters,
Tenant, at its sole expense, will maintain the patio in clean,
usable condition before, during, and after its use. Tenant
will provide all restaurant amenities, including without
limitation, tables, chairs, waste receptacles, wait stations,
etc.
Riverbend Restaurant Lease P a g e 12
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Tent / Banquet Area Subject to availability, Tenant may, at no additional rent,
utilize the outdoor tent/banquet area shown on Exhibit A
that is near the Premises, after first obtaining any
applicable federal, state, and local permits or approvals.
Exclusive Use During the initial Lease Term so long as Tenant is not in
default under the Lease, and subject to Section 5.1(b)
below, Landlord agrees that from and after that date
Landlord will not enter into any future lease within the
Riverbend Golf Complex with a tenant whose primary use
is for food or restaurant services as a full-service sit down
restaurant or for on-site catering. "Full-service sit down" is
defined as a sit down restaurant with table service and wait
staff. Tenant acknowledges and agrees that the Exclusive
Use will automatically terminate and be of no further effect
without notice from Landlord in the event that (i) Tenant
remains in default of the Lease beyond any applicable cure
period, and Tenant is not allowed subsequently to cure the
default; (ii) Tenant discontinues its operations in the
Premises for more than thirty (30) consecutive days (except
in connection with casualty, condemnation, force majeure,
permitted assignment or subletting, periodic remodeling, or
national holidays (collectively, "permitted closures"); or (iii)
subject to the exceptions set forth in subsection (ii) hereof,
Tenant does not operate the Premises for the use
specifically set forth in Section 1.1.
1.2 Siqnificance of Basic Lease Provisions.
Paragraph 1.1 represents a summary of the basic terms of this Lease. ln the event of any
inconsistency between the terms contained in Paragraph 1.1 and any specific provision in this Lease, the
terms of the more specific provision will prevail.
1.3 Exhibits.
The exhibits enumerated in this Section 1.3 and attached to this Lease are incorporated herein by
reference and are to be construed as a part of this Lease. Each party agrees to perform any obligation on
its part stated in any and all exhibits:
Exhibit A
Exhibit B
Exhibit C
Exhibit D
Exhibit E
Premises
Landlord Work
Tenant Work
lnsurance Requirements
Annual Rent lncrease Schedule
SECTION 2. PREMISES
2.1 PremisesandDemise-Generally.
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 this Lease, the Premises described in Section 1.1
and generally depicted and outlined in red in Exhibit A. The Premises, and the Furniture, Fixtures &
Equipment (FF&E) located therein on the date that the Premises are delivered to Tenant are delivered AS
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lS WHERE lS. Landlord warrants it is the owner of the FF&E, free of any claims of third parties. Tenant
will pay all personal property taxes due going forward from the date of this Lease. ln addition, Tenant will
be required, at the end of the Lease Term, to leave any affixed FF&E in place in the Premises at no cost
to Landlord and in the same condition as at the time of delivery, reasonable wear and tear excepted. The
Premises does not include the space above the suspended ceiling or below the surface of the floor slab;
provided, however, commencing 60 days after the Commencement Date, Tenant will be solely
responsible for the cost of maintaining all systems (such as electrical, lighting, heating and plumbing) or
portions thereof that exclusively serve the Premises, but are located outside the Premises. Landlord
warrants that those systems are in good working condition as of the Commencement Date.
2.2 Patio Area-Revocable License
Tenant is granted a revocable license to use an area identified as the area generally depicted and
outlined in blue on Exhibit A (the "Patio Area") for the purpose of an outdoor seating area, provided that
the Tenant's use does not violate any governmental rule or restriction, and provided further that Landlord
will have the right to approve the location and design of the Patio Area (including but limited to the
partitioning of the Patio Area), which approval will not be unreasonably withheld. Tenant will, at its sole
cost and expense, comply with all relevant governmental rules, regulations or ordinances and obtain all
necessary permits or licenses for the same. Tenant's use and occupancy of the Patio Area will be
subject to all of the terms and provisions of this Lease as if the Patio Area were part of the Premises,
including without limitation all of the insurance and indemnification provisions of the Lease. Tenant will at
all times when Tenant is using the Patio Area keep the Patio Area in a clean and neat condition
consistent with the standards that would be expected in a first-class golf complex. Landlord, however, will
be responsible for landscaping and planters on the patio area, if any. Tenant will not allow any music or
other noise or any odors to emanate from the Patio Area that would unreasonably disturb any users of the
Riverbend Golf Complex or their clients or customers. lf Tenant fails to comply with the requirements of
this Section 2.2 after a reasonable written notice and opportunity to cure, Landlord will have the right to
cure Tenant's default, and Tenant will reimburse Landlord for any costs incurred by Landlord as additional
rent. Notwithstanding anything to the contrary set forth in this Section 2.2, in the event that Landlord
provides Tenant with more lhan 2 notices of default, and those defaults are uncured under this Section
2.2 in any calendar year, Landlord will have the right to revoke this revocable license on written notice to
Tenant, which notice will be effective upon the third day following the day upon which written notice is
placed in the mail.
2.3 BanquetTent-RevocableLicense
Tenant is granted a revocable license to use an area identified as the area generally depicted and
outlined in yellow on Exhibit A (the "Banquet Tent") for the purpose of hosting tournament events, private
events and parties and additional seating, provided that the Tenant's use does not violate any
governmental rule or restriction. Tenant will, at its sole cost and expense, comply with all relevant
governmental rules, regulations or ordinances and obtain all necessary permits or licenses for the same.
Tenant's use and occupancy of the Banquet Tent will be subject to all of the terms and provisions of this
Lease as if the Banquet Area were part of the Premises, including without limitation all of the insurance
and indemnification provisions of the Lease. Tenant will at all times when Tenant is using the Banquet
Tent keep it in a clean and neat condition consistent with the standards that would be expected in a first-
class golf complex. Tenant will not allow any music or other noise or any odors to emanate from the
Patio Area that would unreasonably disturb any users of the Riverbend Golf Complex or their clients or
customers. lf Tenant fails to comply with the requirements of this Section 2.3 after a reasonable written
notice and opportunity to cure, Landlord will have the right to cure Tenant's default, and Tenant will
reimburse Landlord for any costs incurred by Landlord as additional rent. Notwithstanding anything to the
contrary set forth in this Section 2.2, in the event that Landlord provides Tenant with more than 2 notices
of default, and those defaults are uncured under this Section 2.2 in any calendar year, Landlord will have
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the right to revoke this revocable license on written notice to Tenant, which notice will be effective
effective upon the third day following the day upon which written notice is placed in the mail.
SECTION 3 - TERM, LANDLORD'S AND TENANT'S WORK
3.1 Lease Term
(a) Posdession Date. The "Possession Date".will be the date Landlord delivers the
Premises to Tenant with substantial completion of Landlord's Work (as defined in Section 3.2(a) below),
which will be no earlier than Febru ary 1 ,2019.
(b) Commencement and Termination Date. This Lease will be for the term set forth
in Section'1.1 above (hereinafter referred to as the "Term" or "Lease Term ") and the Commencement
Date for the restaurant operation shall be mutually determined following completion of Landlord and
Tenant improvements, as described in Exhibits B and C, and receipt of final approval for a liquor license
from the Washington State Liquor and Cannabis Board. Tenant shall not be responsible for any Monthly
Rent obligation for the first three (3) months following the Commencement Date. The Lease Term will
terminate at 1 1 :59 P.M. of the Termination Date set forth in Section 1 .1 above (hereinafter referred to as
the "Termination Date"). lf the Commencement Date occurs on any other day other than the 1st day of a
calendar month, then the Lease Term will be extended to include that portion of the calendar month
necessary for the Termination Date to occur on the last day of that calendar month. lf Tenant fails to
surrender the Premises at the end of the Lease Term, or any renewal or extension, Tenant will be liable
for, and will indemnify Landlord against, all claims and demands made by any succeeding tenants against
Landlord founded upon delay by Landlord in delivering possession of the Premises to the succeeding
tenant. The extension of the Term will be on the same terms, covenants and conditions as in this Lease.
(c) Option to Extend. Provided that no default exists at the time Tenant elects to
exercise an option, Tenant may extend the Term of this Lease for three (3) periods of five years each.
Tenant must exercise this right by delivering written notice of Tenant's exercise at least six, but not more
than nine months prior to the expiration of the initial '1O-year Term or the current extension. At the time of
each option for extension, the Monthly Rent may be increased to reflect a current market demand rate for
the lease of similar facilities, which will be capped at a max of 6% growth via the first option for extension,
will be capped at a max 10% growth via the second option for extension and will be capped at a max of
13% growth for the third option for extension. Landlord will provide notice of monthly rent increase 12
(twelve) months in advance of each option for extension, along with any documenting paperwork
validating said increase.
(d) Landlord's Redevelooment Option. Tenant acknowledges and agrees that,
beginning April 1 ,2028, Landlord will have the right at any time upon twelve (12) months' prior written notice
from Landlord to Tenant (i.e., notice may be given as early as April 1 ,2028) to redevelop all or any part of
the Riverbend Golf Complex, which may include demolishing the Building and/or Premises and rearranging,
contracting or expanding the location, size, dimensions and appearance of the Riverbend Golf Complex,
including without limitation, the buildings, structures, other improvement areas and facilities, and the
common areas (and their entranceways and exits), and/or combine the Premises with space adjacent to the
Premises. lf Landlord elects to redevelop the Riverbend Golf Complex that results in the demolition of
Tenant's Premises, then Landlord or Tenant will have the right to terminate this Lease upon six (6) months
written notice.
(1) No Liabilityfor Landlord. Notwithstanding anything contained in this Lease
to the contrary, Tenant agrees that:
(i) Landlord will have no liability, and Tenant will not be entitled to
any compensation or a reduction or abatement of Rent prior to termination, as a result of Landlord's
exercise of its rights under Section 3.1(d) above. However, if Landlord exercises its rights under Section
3.1(d) above to demolish or redevelop the Premises, Landlord will reimburse Tenant the depreciated value
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of the original Tenant lmprovements made prior to the Commencement Date. Such reimbursement shall be
based on a straight-line depreciation. Landlord shall not be required to reimburse Tenant pursuant to this
section if Tenant is in default or material breach of the Lease as provided in Section 16 herein. Following
completion of tenant improvements, Tenant will provide a summarized list of original improvements to
Landlord, establishing initial value of said improvements.
(ii) Tenant will not commence any action or proceeding seeking
injunctive or declaratory relief in connection with any of the rights reserved to Landlord under Section 3.1(c)
above. lf Tenant intends to commence any action or proceeding, it will only seek monetary relief, provided
that in no way will this be deemed a waiver or modification of subsection 3.1(d)(1)(i) above; and
(iii) lf Landlord will prevail in any action or proceeding taken by
Tenant, Tenant will pay to Landlord, as Additional Rent, a sum equal to all legal fees, costs and
disbursements, incurred by Landlord in any way related to, or arising out of, that action or proceeding.
3.2 Landlord's and Tenant's Work.
(a) Landlord's Work. Landlord will, at its sole cost and expense as soon as is
reasonably possible, commence and pursue to completion the improvements to be constructed by
Landlord to the extent shown on the attached Exhibit B ("Landlord's Work"). Landlord will deliver the
Premises to Tenant with all utilities (i.e. water, plumbing/sewer, electrical, grease interceptor, hood
system, and all refrigerationllreezers in good working condition). Tenant will notify Landlord within 60
days of the Possession Date if any of these items are not in good working order and Landlord will be
obligated to repair the same.
(b) Tenant's Work. Tenant will commence the installation of fixtures, equipment and
any other Tenant's Work promptly following the Possession Date and Tenant will diligently pursue its
installation and work completion prior to the Commencement Date. Tenant will pursue issuance of
permits with due diligence and will pick up all permits within five days after receipt of notification from the
Landlord that the permits are ready. Tenant's failure to complete Tenant's Work prior to the
Commencement Date will be a material breach of this Lease. All of Tenant's Work will be at Tenant's
sole cost and expense and will be pursuant to plans and specifications approved, in writing, by Landlord.
Tenant's contractor will name Landlord as an additional insured on contractor's insurance policies. All
Tenant's Work will be undertaken and completed in a good, workmanlike manner and Tenant will obtain
all necessary governmental permits, licenses and approvals and will fully comply with all governmental
statutes, ordinances, rules and regulations. Tenant covenants that no work by Tenant or Tenant's
employees, agents or contractors will disrupt or cause a slowdown or stoppage of any work conducted by
Landlord on the Premises or the Riverbend Golf Complex. Tenant's failure to comply with the terms and
conditions of this provision will be a material breach of this Lease. lf required by Landlord, Tenant will
provide its own trash container(s) as needed for containment and removal of construction debris from
Tenant's Work, and Tenant will remove the trash containers prior to opening for business. The Landlord
must first approve the location of the trash containers. Tenant and its contractor, if any, will keep adjoining
Complex areas free of all construction and related debris. Prior to opening for business, Tenant will remove
all construction and related debris from the Premises and adjacent areas, and all those areas will be clean
and the adjacent areas will be returned to the condition they were in prior to commencement of Tenant's
Work.
(c) lmprovement Timinq. Landlord and Tenant understand that in order to complete the
work necessary to meet the Commencement Date, much of the work will need to be done simultaneously.
ln order to ensure that the Premises are fully operational by the Commencement Date, Landlord shall have
access to the Premises to make its required improvements following the Possession Date, if necessary. lf
certain improvements or maintenance cannot be done simultaneously, the parties shall coordinate in good
faith so that each party's obligations can be completed in a timely manner.
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3.3 Statement as to Lease Term
When the Commencement Date and Termination Date of the Lease Term have been determined
as provided in Section 3.1, at Landlord's request, the Tenant will execute, acknowledge and deliver to the
Landlord, a written statement in recordable form specifying the Commencement Date and Termination
Date of the Lease Term, and those dates will be deemed inserted in Section 1.1 and 3.1 above.
SECTION 4. RENT
4.1 Monthly Rent.
Tenant will pay to Landlord, without notice or demand and without any set-off deduction
whatsoever, as fixed the monthly sums set forth in Section 1.1 above, including Monthly Rent, Utilities,
and Leasehold Excise Tax. Tenant will pay these sums in advance on or before the first day of each
calendar month of the Lease Term commencing with the Commencement Date of this Lease. These
sums will be delinquent if not paid on or before the first day of each month. lf the Lease Term
commences or expires on a day other than the last day of a calendar month, the Rent for that month will
be a prorated portion of the Monthly Rent, based upon a 30 day month. The Monthly Rent shall be
increased annually following the Commencement Date in accordance with Exhibit E.
4.2 Securitv Deposit.
Upon the execution of this Lease, Tenant must have deposited with Landlord as a "Security
Deposit" the sum shown in Section 1.1 above. The Landlord will hold this sum as securityforthefaithful
performance by Tenant of all the terms, covenants and conditions of this Lease during the entire Term.
Tenant is not entitled to interest on the Security Deposit. lf Tenant defaults with respect to any provision
of this Lease, including, but not limited to, the provisions relating to the payment of Monthly Rent,
Adjustments or other charges or sums due under this Lease, Landlord may (but will not be required to)
use, apply or retain all or any part of the Security Deposit for (a) the payment of any Monthly Rent,
Adjustments or other charges or sums due under this Lease or any sum in default, (b) for the payment of
any amount that Landlord may spend or become obligated to spend by reason of Tenant's default, or (c)
to compensate Landlord for any other loss, damage, cost or expense (including attorneys' fees) that
Landlord may suffer or incur by reasons of Tenant's default. lf any portion of the Security Deposit is so
used or applied, Tenant will, within five days after receiving Landlord's written demand, deposit a certified
or cashier's check with Landlord in an amount sufficient to restore the Security Deposit. lf Tenant fails to
restore the Security Deposit within this five day time period or if Tenant makes at least three consecutive
late payments of any sum required under this Lease, Landlord will have the option to require Tenant to
increase the amount of the Security Deposit by one hundred percent (100%), which increased sum will be
retained by Landlord and may be applied by Landlord as provided in this section. Tenant shall provide the
increased deposit within 1 0 business days after written notice has been provided by Landlord. lf Tenant
fully and faithfully performs every provision of this Lease, the Security Deposit or any balance remaining
after deduction by Landlord will be returned to Tenant (or, at Landlord's option to the last assignee of
Tenant's interest) within 30 days following expiration of the Lease Term; provided, that in the event this
Lease is terminated by or upon the default of the Tenant, the Landlord will retain the Security Deposit and
all of Tenant's interest in the Security Deposit will terminate. ln the event of termination of Landlord's
interest in this Lease, Landlord will transfer the Security Deposit to Landlord's successor in interest.
4.3 Adiustments.
(a) Taxes, Assessments, and lnsurance.
(1) ln addition to the Monthly Rent provided in Section 4.1 above, and
commencing on the Commencement Date, Tenant will pay to Landlord in monthly installments, the
Tenant's pro rata share for all leasehold excise taxes, if required by law, at the rate established by the
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State of Washington. The current rate is 12.84% as established by Chapler 82.29A, Revised Code of
Washington.
(2) The Tenant will obtain all types of insurance with limits as referenced in
Section 1.1 and as more particularly described in Exhibit D.
(b) Common Area Maintenance and Charqes.
(1) The terms "common areas" or "Common Areas" refer to all areas within
the exterior boundaries of the Riverbend Golf Complex and all internal areas within the Riverbend Golf
Complex that are not included as part of the Premises that are now or subsequently become available for
general use, convenience and benefit of Landlord and other persons entitled to occupy space in the
Riverbend Golf Complex, which areas will include but not be limited to, parking areas, roofs (including
roof structures and membranes), driveways, sidewalks, cart paths, landscaped and planted areas
(including tees, fairways, greens, and other golf course amenities), streets or roadways, passageways,
service corridors, loading platforms, delivery areas, public bathrooms, directory and wayfinding signage,
common lighting facilities, drainage areas, drinking fountains, public meeting rooms, and all furniture,
decorations and fixtures.
(2) ln consideration of the Landlord not imposing a common area
maintenance charge, Landlord reserves the right to:
(i) change the name of the Riverbend Golf Complex, and its
subsidiary parts,
(ii) install, maintain, alter and remove signs on, in or about the
Riverbend Golf Complex, except Tenant's signage, without Tenant's prior written consent,
(iii) add land, easements or other interests to or eliminate the same
from the Riverbend Golf Complex, and grant easements and other interests and rights in the Riverbend
Golf Complex to other parties,
(iv) add, alter, expand, reduce, eliminate, relocate or change the
shape, size, location, character, design, appearance, use, number or height of any permanent or
temporary buildings, structures, improvements, surface parking, kiosks, carts, planters, pools, waterfalls,
parking areas, driveways, landscaped areas (including tees, fairways, greens, and other golf course
amenities), and other Common Areas, change the striping of parking areas and direction and flow of
traffic, and convert Common Areas to leasable areas and leasable areas to Common Areas; provided,
that Landlord will not change the size, layout or dimensions of the Premises, nor materially alter the
existing access or visibility of the Premises, to the general public,
(v) grant licenses for use of portions of the Common Areas,
(vi) enclose any other area, or remove any enclosure, or add one or
more additional levels or stories to all or part of any building in the Riverbend Golf Complex, whether or
not the Premises are part of the affected structure, and add structural support columns that may be
required, and
(vii) in connection with the foregoing matters outlined in Subsections
(i) - (vi) above, or with any other inspections, repairs, maintenance, improvements or alterations in or
about the Riverbend Gotf Complex, or as a result of any casualty, incident, strike, condemnation, act of
God, law or governmental requirement or request, or any other cause, erect scaffolding, barricades, and
other structures reasonably required in, or otherwise close to, Common Areas or portions thereof,
including but not limited to public walkways and areas, restrooms, and stairways.
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However, in connection with exercising these section 4.4(b) rights, Landlord will insure that: (A)
reasonable steps are taken to minimize or avoid any denial of access to the Premises except when
necessary on a temporary basis, (B) reasonable steps are taken to avoid materially changing the
configuration or reducing the square footage of the Premises, unless required by laws or other causes
beyond Landlord's reasonable control (and in the event of any permanent material reduction, the Rent,
breakpoint, and taxes charge will be proportionately reduced), and (C) at Landlord's expense, move
Tenant's entrance doorway if access is materially impaired.
(3) Landlord will keep the Common Areas in a neat, clean, and orderly
condition, properly lighted and landscaped, and will repair any damage to the facilities not caused by
Tenant.
4.4 No Offsets or Deductions/Place of Pavment.
All Rent and other charges will be paid in lawful money of the United States of America and will
be paid without offset or deduction. Landlord will have the right to designate, from time to time, the place
or places at which Tenant will tender all Rent and other charge payments.
4.5 Late Charqes.
Tenant hereby acknowledges that late payment by Tenant to Landlord in rent or other sums due
will cause Landlord to incur costs not contemplated by this Lease, the exact amount of which will be
extremely difficult to ascertain. These costs include, but are not limited to, processing and accounting
charges, and late charges that may be imposed upon Landlord by terms of any bond or loan covering the
Premises or Riverbend Golf Complex. Accordingly, if the Landlord does not receive from Tenant any
installment of Monthly Rent or other charge that becomes due within five days of the due date (for
Monthly Rent, the Sth day of each month), then Tenant will pay to Landlord a late charge equal to the
greater of three percent (3%) of the amount past due or One Hundred Fifty and No/100 Dollars ($150.00),
plus any attorneys' fees that may be incurred by Landlord. The parties have reviewed this amount and
acknowledge that these late charges represent a fair and reasonable estimate of the cost that Landlord
will incur by reason of the late payment by Tenant. Landlord's acceptance of this late charge will in no
event constitute a waiver of Tenant's default with respect to the overdue amount, nor prevent Landlord
from exercising any of the other rights and remedies granted in this Lease. This late charge will apply
individually to each payment past due without any daily pro rata adjustment to any charge.
4.6 lnterest: lnsufficient Funds.
Whenever in this Lease any sum (except late charges imposed pursuant to Section 4.6) payable
to Landlord is not paid when due, the same will, at Landlord's option, bear interest from the date due until
paid at the rate of eight percent (B%) per annum. Any payment of any kind returned for insufficient funds
will be subject to a handling fee of $50.00 in addition to any late charge or interest.
SECTION 5. USE
5.1 Permitted Uses.
(a) General Use. Tenant will not use, permit or suffer the use of the Premises for
any business or purpose other than those specifically set forth in Section 1.1 above and wilt not engage in
any use that violates or interferes with Riverbend Golf Complex operations or any other exclusive use
granted by Landlord to other tenants. Landlord warrants that the use set forth in Section'1.1 does not
violate any other exclusive use granted by Landlord within the Riverbend Golf Complex. Further, Tenant
will not conduct any business in the Premises under any trade name other than the Permitted Trade
Name set forth in Section 1.1 above. Landlord makes no representation or warranty and has given no
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assurance, express or implied, as to the availability or continued availability of Tenant's Permitted Trade
Name. Tenant will indemnify, defend and hold Landlord harmless from any and all losses, claims, causes
of action, judgments and liabilities (including but not limited to attorneys' fees and costs) arising out of or
relating to Tenant's use of its Permitted Trade Name, including but not limited to trademark and service
mark infringement and dilution claims.
(b) Exclusive Use. Notwithstanding anything to the contrary set forth herein-but
with the exception of any portion of the Riverbend Golf Complex that is sold or leased for redevelopment,
so long as Tenant is not in default under the Lease, Landlord agrees that from and after the date hereof
Landlord will not enter into any future lease within the Riverbend Golf Complex with a tenant whose
primary use is as a full service sit down restaurant with on-site catering services. For purposes of this
Section, "primary use" is defined as activities that generate at least 20o/o or more of the tenant's gross
sales. "Full service sit down" is defined as a sit down restaurant with table service and wait staff.
Additionally, Landlord agrees that it shall not permit the locating of food{rucks or similar food service
operations at the Riverbend Golf Complex without Tenant's approval. Tenant acknowledges and agrees
that this Exclusive Use will automatically terminate and be of no further force and effect without further
notice from Landlord in the event that (i) Tenant remains in default of the Lease beyond any applicable
cure period; or (ii) Tenant discontinues its operations in the Premises for more than 30 consecutive days
(except in connection with casualty, condemnation, force majeure, permitted assignment or subletting,
periodic remodeling, periodic taking of inventory, or national holidays; collectively, "permitted closures"),
Tenant does not operate the Premises for the use specifically set forth in Section 1.1.
5.2 Uses Prohibited
(a) Generallv. Tenant will not do or permit anything to be done in or about the
Premises nor bring or keep anything there that will in any way increase the existing rate of, or affect any,
fire or other insurance upon the Premises, the building (the "Building") of which the Premises is a part, or
the Riverbend Golf Complex, nor will Tenant cause a cancellation of any insurance policy covering all or
any part of the Premises, Building, Riverbend Golf Complex, or any of its contents. Tenant will take all
reasonably necessary action to prevent excessive odors, emissions, fumes, liquids or other substances or
excessive noise from escaping or extending beyond the Premises, and Tenant will not use or allow the
Premises to be used for any improper, immoral, unlawful or objectionable or offensive purpose, nor will
Tenant cause, maintain, or suffer or permit any nuisance in, on or about the Premises. Tenant will not
commit or allow to be committed any waste in or upon the Premises and will refrain from using or
permitting the use of the Premises or any portion thereof as living quarters, sleeping quarters or for
lodging purposes. lf the Landlord reasonably determines that the Tenant is creating or causing any of
these prohibited uses, then Tenant will be responsible for installing, providing for and maintaining, at
Tenant's sole cost and expense, measures to mitigate the nuisance or potential nuisance. The Landlord
must first approve the Tenant's type and adequacy of mitigating measures as well as the time allowed to
complete the measures. The construction, installation, maintenance and repair of the mitigating measures
will be accomplished in accordance with the requirements set forth in Sections 9 and 10 below. lf Tenant
fails to complete the mitigating measures as required by Landlord or if Tenant fails to complete the
mitigating measures within the time allowed, Landlord may terminate the Lease upon giving 30 days prior
written notice. Notwithstanding anything to the contrary herein and in addition to all other remedies
available to Landlord, Tenant will indemnify Landlord for all damages, costs and fees (including attorney's
fees and costs) incurred by Landlord as a result of Tenant's breach of this Section 5.2.
5.3 Operation of Business.
(a) General.
(1) Conduct of Business. Tenant will conduct its business on the Premises
during the entire Lease Term with diligence and efficiency to ensure longterm financial viability of
Tenant's operation, unless prevented from doing so by causes beyond Tenant's control. Tenant will keep
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in stock on the Premises a full and ample line of cookware, serving ware, and food stuffs for the purpose
of operating its business and will maintain staffing sufficient to maximize Tenant's operations. Subject to
the provisions of this Lease, Tenant will continuously conduct and carry on Tenant's business in the
Premises without interruption and will keep the Premises open for business.
Landlord and Tenant will determine from time to time, in writing, the schedule for Tenant's
operating hours. lf no written schedule is in effect or if Landlord and Tenant cannot agree on an
operating schedule, Monday through Sunday minimum hours of operation will be weekdays 11am-7pm
and weekends 8am-7pm.
This provision will not apply if the business of Tenant is temporarily discontinued on account of
strikes, lockouts or similar causes beyond Tenant's reasonable control.
(b) Failure to Ooerate. lf Tenant should fail to be open to the public on a fully-
operational basis during all hours required under this Lease, in addition to being in material breach of this
Lease, Tenant will immediately pay to Landlord, for each day or portion of any day that Tenant fails to
open a "Failure to Open" charge of Two Hundred Dollars ($200.00) However, Tenant shall not be liable
for such charges if Tenant's failure to open is due to the unavailability of utilities, such as power outages.
5.4 Compliance with Laws
Tenant will, at its sole cost and expense, promptly comply with all local, state or federal laws,
statutes, ordinances and governmental rules, regulations or requirements now in force or that may
subsequently be in force with respect to Tenant's use and occupancy of the Premises and Tenant's
business. Tenant will also, at its sole cost and expense, comply with the requirements of any board of fire
underwriters or other similar bodies now or hereafter constituted relating to or affecting the condition, use
or occupancy of the Premises (excluding structural changes not related to or affected by Tenant's
improvements or acts). Landlord represents that the Premises comply with all local, state or federal laws,
statutes, ordinances and governmental rules, regulations or requirements now in force as of the
Possession Date. The judgment of any court of competent jurisdiction or the admission of Tenant in any
action against Tenant, whether or not Landlord is a party, that Tenant has violated any law, statute,
ordinance or governmental rule, regulation or requirement, will be conclusive of that fact as between the
Landlord and Tenant. The Tenant will be solely responsible for and pay, and will indemnify, defend, and
hold Landlord harmless from and against all costs, expenses (including attorneys' fees), fines, damages,
penalties, and surcharges incurred or arising by reason of Tenant's failure to promptly and completely
perform the Tenant's obligations under this Section 5.4.
5.5 Hazardous Material.
Tenant will not cause or permit any Hazardous Material, as defined below, to be brought upon,
kept or used in or about the Premises by Tenant, its agents, employees, contractors or invitees, except in
accordance with all applicable laws, rules and regulations. lf Tenant breaches the obligations stated in
the preceding sentence, or if the presence of any Hazardous Material caused or permitted by Tenant
results in contamination of the Premises or any part of the Riverbed Golf complex or any other property,
or if contamination of the Premises or any part of the Riverbend Golf Complex or other property by any
Hazardous Material otherwise occurs for which Tenant may be legally liable to Landlord for the resulting
damage, then Tenant will indemnify, defend and hold Landlord harmless from any and all claims,
judgments, damages, penalties, fines, costs, liabilities or losses (including without limitation, diminution in
value of the property, damages for the loss or restriction on use of rentable or usable space, damages
arising from any adverse impact on marketing or use of the Riverbend Golf Complex, damages to any
other property, and amounts paid in settlement of claims, attorneys' fees, consultant fees and expert fees)
that arise during or after the Lease Term as a result of the contamination.
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Without limiting the foregoing, this indemnification includes, without limitation, costs incurred in
connection with any investigation of site conditions or any cleanup, remedial, removal or restoration work
required by any federal, state or local governmental agency or political subdivision because of Hazardous
Material present in the soil or ground water on or under the Premises or any part of the Riverbend Golf
Complex or other property, if the presence of any Hazardous Material caused or permitted by Tenant
results in any contamination of the Premises or any part of the Riverbend Golf Complex or other property.
Tenant will promptly take all actions at its sole expense as are necessary to return the Premises or the
Riverbend Golf Complex or other property to the condition existing prior to the introduction of any
Hazardous Material; provided that Tenant will first obtain Landlord's approval of that action, which
approval will not be unreasonably withheld so long as Tenant's actions would not potentially have any
material adverse long-term or short-term effect on the Premises or the Riverbend Golf Complex or other
property.
As used in this Section 5.5, the term "Hazardous Material" means any hazardous, dangerous,
toxic or harmful substance, material or waste which is or becomes regulated by any local governmental
authority, the State of Washington or the United States Government, but will not mean minimal amounts
of cleaning supplies customary for the restaurant industry.
To the best of Landlord's knowledge, Landlord has not used, generated, manufactured,
produced, stored, released, discharged or disposed of on, under, or about the Premises (or off-site of the
Premises that might affect the Premises) or transferred to or from the Premises, any Hazardous Material
or allowed any other person or entity to do so.
5.6 Representation and Warranty of Tenant.
Tenant (and, if Tenant is a corporation, partnership, limited liability company or other legal entity, that
corporation, partnership, limited liability company or entity) makes the following representations and
warranties, each of which is material and relied upon by Landlord, is true in all respects as of the date of
this Lease, and will survive the expiration or termination of the Lease. Tenant will re-certify these
representations to Landlord periodically, upon Landlord's reasonable request:
(a) to the best of its knowledge, Tenant is not in violation of any Anti-Terrorism Law;
(b) to the best of its knowledge, Tenant is not, as of the date hereof:
(1) conducting any business or engaging in any transaction or dealing with
any Prohibited Person, including the making or receiving of any contribution of funds, goods or services to
or for the benefit of any Prohibited Person;
(2) dealing in, or otherwise engaging in any transaction relating to, any
property or interests in property blocked pursuant to Executive Order No. 13224; or
(3) engaging in or conspiring to engage in any transaction that evades or
avoids, or has the purpose of evading or avoiding, or attempts to violate any of the prohibitions set forth in,
any Anti-Terrorism Law; and
(c) to the best of its knowledge, neither Tenant nor any of its affiliates, officers,
directors, shareholders, members or lease guarantor, as applicable, is a Prohibited Person.
lf at any time any of these representations become false, then it will be considered a material
default under this Lease.
As used herein, "Anti-Terrorism Law" is defined as any law relating to terrorism, anti-terrorism,
money-laundering or anti-money laundering activities, including without limitation the United States Bank
Secrecy Act, the United States Money Laundering Control Act of 1986, Executive Order No. 13224, and
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Title 3 of the USA Patriot Act, and any regulations promulgated under any of them. As used herein
"Executive Order No. 13224' is defined as Executive Order No. 13224 on Terrorist Financing effective
September 24, 2001, and relating to "Blocking Property and Prohibiting Transactions With Persons Who
Commit, Threaten to Commit, or Support Terrorism", as may be amended from time to time. "Prohibited
Person" is defined as (i) a person or entity that is listed in the Annex to Executive Order No. 13224, or a
person or entity owned or controlled by an entity that is listed in the Annex to Executive Order No. 1322a; (ii)
a person or entity with whom Landlord is prohibited from dealing or otherwise engaging in any transaction
by any Anti-Terrorism Law; or (iii) a person or entity that is named as a "specially designated national and
blocked person" on the most current list published by the U.S. Treasury Department Office of Foreign
Assets Control at its official website, http://www.treas.qov/ofac/t11sdn.pdf or at any replacement website or
other official publication of this list. "USA Patriot Act" is defined as the "Uniting and Strengthening America
by Providing Appropriate Tools Required to lntercept and Obstruct Terrorism Act of 2001" (Public Law 107-
56), as may be amended from time to time.
SECTION 6 - UTILITIES AND HVAC
6.1 Utilities.
(a) City water, sewer, solid waste, and storm water drainage charges, electricity use
charges, and gas use charges are not included in Tenant's monthly rent. Tenant shall be responsible for
45o/o of all such utility charges, and shall reimburse the Landlord monthly. Landlord shall provide a
monthly invoice detailing all utility charges. Landlord shall also audit utility consumption on the Premises
for one year following the Commencement Date. Following the one year audit, Tenant's percentage
responsibility for utility charges shall be readjusted to accurately reflect the Premises use of utilities and
the Lease shall be amended to such readjusted responsibility.
(b) Tenant is responsible for all telephone, internet, and cable TV costs
(c) Tenant is responsible to pay any change in size or location to meters, piping, or
other utility facilities, if caused or required by Tenant.
(d) Landlord will pay to operate and maintain the existing alarm system in the
building, but Tenant will be responsible for all costs incurred to modify that system to the extent caused or
required by Tenant's operations or by Tenant's alterations, additions, or improvements. Tenant shall also
be responsible for all costs incurred as a result of false alarms.
(e) Landlord will pay to operate and maintain the existing heating, ventilation, and air
conditioning (HVAC) system in the building, but Tenant will be responsible for all costs incurred to modify
that system to the extent caused or required by Tenant's alterations, additions, or improvements.
6.2 Non-Liability of Landlord.
Landlord will not be liable or deemed to be in default, nor will there be any abatement of Rent for
any interruption, reduction or failure in the supply of any utilities (including telephone service) to the
Premises or the Riverbend Golf Complex unless caused by the gross negligence or willful act of Landlord.
No interruption or failure in the supply of any utilities or services will be deemed an eviction or disturbance of
Tenant or relieve Tenant from the full and complete performance of all of Tenant's obligations under this
Lease.
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SECTION 7 - LEASEHOLD AND PERSONAL PROPERTY TAXES
7.1 Tenant'sObliqations.
Tenant will pay, or cause to be paid, effective as of the Commencement Date, and before
delinquency, all leasehold excise tax if required by law, at a rate established by the State of Washington,
currently estimated al 12.84%. Tenant will also pay, or cause to be paid, effective as of the Possession
Date, and before delinquency, any and all taxes levied, assessed and/or that become payable during the
Lease Term upon all or any part of Tenant's leasehold improvements, equipment, furniture, fixtures, and
any other personal property located in the Premises. ln the event any or all of the Tenant's leasehold
improvements, equipment, furniture, fixtures and other personal property will be assessed and taxed with
the real property, Tenant will pay to Landlord its share of those taxes within ten days after delivery to Tenant
by Landlord of a statement in writing setting forth the amount of those taxes applicable to Tenant's property.
SECTION 8. LICENSE AND TAXES
B.'1 Tenant's Obliqations.
Tenant will be liable for, effective as of the date of full execution of this Lease, and will pay
throughout the Lease Term, all license and excise fees and occupation taxes covering the business
conducted on the Premises. lf any governmental authority or unit under any present or future law effective
at any time during the Lease Term will in any manner levy a tax on Rents payable under Lease or rents
accruing from use of the Premises or a tax in any form against Landlord because of, or measured by,
income derived from the leasing or rental of the Premises, Tenant will pay that tax, either directly or through
Landlord, and upon Tenant's default, Landlord will have the same remedies as upon failure to pay Monthy
Rent.
Subiect to all applicable federal, state, and local laws and regulations, Tenant is permitted to
conduct gambling activities on the Premises. Tenant is responsible for obtaining any necessary permits and
approvals to conduct gambling activities, and Tenant will be liable for and shall pay all applicable gambling
taxes when due and payable. Tenant's failure to comply with the terms and conditions of this provision or
any applicable federal, state, or local law will be considered a material breach of this Lease.
SECTION 9 . ALTERATIONS
9.1 Acceptance of Premises.
Upon delivery of the Premises to Tenant, Tenant will acknowledge to Landlord in writing within three
days of delivery of possession of the Premises to Tenant that Tenant has inspected the Premises and
accepts it in its then condition or else, within that three day period, will notify Landlord in writing of any
patent deficiencies then apparent; provided, that a failure by Tenant to provide the above written notices to
Landlord within the three day period will be deemed acceptance of the Premises in their then condition,
except for latent defects. The Landlord's obligation and/or liability to Tenant for deficiencies will be strictly
limited to the correction of the noted deficiencies, which correction will be made only to the extent of
compliance with the Landlord's Work as set forth herein and in "Exhibit B."
9.2 Alterations bv Tenant.
Tenant will not make any alterations, additions or improvements in or to the Premises, including
without limitation any penetration to the roof, without the prior written consent of Landlord, which consent
to nonstructural alterations will not be unreasonably withheld, conditioned or delayed, and as to structural
alterations may be conditioned by Landlord as Landlord may deem appropriate; provided, that Tenant
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may make minor non-structural alterations, additions or improvements to the Premises that in the
aggregate do not exceed a cost of $5,000 per calendar year without the Landlord's prior written consent.
Any alterations, additions or improvements consented to by Landlord, including roof penetration, will be
made at Tenant's sole cost and expense. Tenant will provide its own trash container and/or container for
construction debris; will provide its own portable toilets; will promptly remove all construction and related
debris from all Common Areas; will return the Common Areas to the condition they were in immediately prior
to construction immediately following completion of construction; will repair and restore any portions of the
Common Areas harmed as result of the construction activities to the condition they were in immediately prior
to construction; will use service entrances to the Premises, if any; will conduct no core drillings during
business hours; and will disrupt Riverbend Golf Complex users as little as possible, and will pay to
Landlord the amount of any and all damage to the roof caused by Tenant's penetration, and the amount of
any and all damages to the Riverbend Golf Complex as a result of roof leaks caused by the penetration.
Tenant will secure any and all governmental permits, approvals, or authorizations required in connection
with this work, and will hold Landlord harmless from any and all liability, costs, damages, expenses
(including attorneys' fees) and any and all liens resulting therefrom. Except trade fixtures, appliances and
equipment that do not become a part of the Premises, all alterations, additions and improvements
(expressly including all light fixtures and floor covering), will immediately become the property of the
Landlord without any obligation to pay for them. Upon completion of Tenant's alterations, additions, or
improvements, Tenant will provide Landlord a complete and accurate set of as-built drawings showing, in
detail, the exact location and extent of each of Tenants alterations, additions, and improvements. By way
of explanation and without limitation, these drawings would include location of wiring, conduit, and other
facilities installed within the roofs, walls, and floors.
9.3 Disability Laws.
Notwithstanding anything in this Lease to the contrary, if Tenant constructs, makes or installs or
causes to be constructed, made or installed any alteration, addition, or improvement in or to the Premises
or surrounding areas, Tenant will be solely responsible for ensuring that those alterations, additions, or
improvements do not violate any provision in any local, state or federal law or regulation relating to
accessibility for handicapped persons or the removal of architectural or communication barriers to
accessibility ("Disability Law"), including but not limited to RCW Chapter 70.92 and The Americans with
Disabilities Act. Any approval by Landlord of Tenant's plans or specifications for any alterations,
additions or improvements will not be a representation or warranty, express or implied, by Landlord that
the plans will comply with any Disability Law. lf any claim under any Disability Law relates directly or
indirectly to any alterations, additions, or improvements installed, made, or constructed, directly or
indirectly, by or for Tenant in or to the Premises or relates directly or indirectly to any trade fixture or
personal property item used by Tenant in the Premises, Tenant will defend, indemnify and hold Landlord
harmless from and against the claim and any and all charges, liabilities, obligations, penalties, damages,
judgments, costs and expenses (including attorneys' fees) arising or incurred against or suffered, directly
or indirectly, by Landlord relating to those claims. lf it should be determined that any alterations, additions,
or improvements constructed, made or installed in or to the Premises, directly or indirectly, by or for
Tenant or any trade fixture or personal property item used by Tenant in the Premises is an illegal
architectural or communication barrier under any Disability Law, Tenant will immediately, at its sole cost
and expense, remove the barrier or, to the extent allowed by the Disability Law, provide alternatives to the
barrier to make the Premises accessible to disabled persons. No alteration or improvement in the
Premises will be approved by Landlord if it will require that barriers outside the Premises be removed
under any Disability Law. Tenant will not have any basis for objecting to Landlord's judgment regarding
the probable application of any Disability Law, provided Landlord does not act arbitrarily.
SEGTION 1O . MAINTENANCE OF PREMISES
10.1 Maintenance and Repair bv Tenant.
Tenant will at all times throughout the Lease Term at its sole cost and expense keep the
Premises (including exterior doors and entrances, all windows, moldings and trim of all doors and
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windows, and the Patio Area and Tent/Banquet area, if applicable) and all partitions, door surfaces,
fixtures, grease receptacles, equipment and appurtenances (including lighting, heating and plumbing
fixtures and any air conditioning system) in good order, condition and repair (including damage from
burglary or attempted burglary of the Premises). The costs of these repairs will be billed directly to, and
paid by, Tenant. Landlord will operate, maintain and pay for the system used for heating, ventilating and
air conditioning ("HVAC") serving the Premises, but Tenant agrees to pay for any modifications to the
system caused or required by Tenant's alterations, additions, or improvements to the Premises during the
Lease term. Tenant will keep the glass of all windows, doors, and showcases clean and presentable;
immediately replace all broken glass in the Premises; at reasonable intervals paint or refinish the interior
of the Premises, including entrances as determined by Landlord; make any necessary repairs to, or
replacements of, all door closure apparatuses and mechanisms; keep all plumbing clean and in good
state of repair including pipes, drains, toilets, basins and those portions of the heating system within the
walls of the Premises; keep sidewalks and service areas adjacent to the Premises clear of dirt, rubbish,
snow, ice and excess moisture or water; store all trash, refuse and recyclable materials in appropriate
containers within the Premises or the Riverbend Golf Complex, as applicable, and attend to the daily
disposal in a manner approved by Landlord (and if Tenant fails to do so, Landlord may arrange for
disposal, and Tenant will reimburse the cost for that disposal upon demand, plus a handling charge of
Fifty Dollars ($5O.OO; per invoice, all of which will be additional rent under this Lease); and keep all
utilities within the Premises in a good state of repair.
10.2 Failure to Maintain,
lf Tenant fails to keep and preserve the Premises as set forth in Section 10.1 above, Landlord
may, at its option, upon reasonable notice to Tenant and opportunity to cure, put or cause the same to be
put in the condition and state of repair agreed upon, and in that case, upon receipt of written statements
from Landlord, Tenant will promptly pay the entire cost as additional rent. Landlord will have the right,
without liability, to enter the Premises for the purpose of making those repairs upon Tenant's failure to do
so.
10.3 Repairs bv Landlord.
Landlord will keep the structure of the roof, exterior walls, foundations and building structure of
the Premises in a good state of repair, and will accomplish those repairs as may be needed promptly after
receipt of written notice from Tenant and said repairs will be at the sole cost of Landlord. Landlord will
replace the roof when Landlord determines in its reasonable discretion that replacement is necessary.
Landlord will also paint the exterior portion of the Premises as reasonably needed. Should any painting
or repairs be required by reason of Tenant's negligent acts or failure to act, Tenant will promptly pay
Landlord for that cost as additional rent. Tenant will immediately inform Landlord of any necessary repairs
and Tenant will make none of those repairs without Landlord's prior written consent. Landlord will not be
liable for any failure to make any repairs or to perform any maintenance required of Landlord unless the
failure persists for an unreasonable time after Tenant has given written notice of the need for those
repairs to Landlord. Except as otherwise specifically provided in this Lease, there will be no abatement of
rent and no liability of Landlord by reason of any injury to or interference with Tenant's business arising
from the making of any repairs, alterations or improvements in or to any portion of the Premises or
Premises building or in or to their fixtures, appurtenances and equipment.
10.4 Surrender of Premises
At the expiration or sooner termination of this Lease, Tenant will return the Premises to Landlord
in the same condition in which received (or, if altered by Landlord or by Tenant with the Landlord's
consent, then the Premises will be returned in the altered condition), reasonable wear and tear and
damage by casualty excepted. Tenant will remove all trade fixtures, appliances and equipment (where
removal will not require structural changes to the Premises) which do not become a part of the Premises
and alterations which Landlord designates to be removed pursuant to Section 9.2 above, and will restore
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the Premises to the condition they were in prior to the installation of said items. ln addition, Tenant will be
required, at the end of the Lease Term, to leave any affixed FF&E in place (including, but not limited to, two
walk-in coolers, one walk-in freezer system, and all hoods and venting within the Premises) in the
Premises at no cost to Landlord and in the same condition as originally delivered by Landlord, reasonable
wear and tear excepted. Tenant's obligation to perform this covenant will survive the expiration or
termination of this Lease.
SECTION 11 . LIENS AND ENCUMBRANCES
11.1 Liens.
Tenant will promptly file and/or record, as applicable, all notices of completion provided for by
law, and will pay and discharge all claims for work or labor done, supplies furnished or services rendered
at the request of Tenant or at the request of Landlord on behalf of Tenant, and will keep the Premises and
Riverbend Golf Complex free and clear of all mechanics' and materialmen's liens in connection with that
work, labor, supplies, or services. ln the event any material or labor lien is recorded, Tenant will cause
the lien to be removed within ten days after receipt of written notice from Landlord, or will provide a bond
or other security in the amount of 150% of the lien within that ten day period.
11.2 Encumbrances.
The Tenant will not cause or suffer to be placed, filed or recorded against the title to the
Premises, the Premises building, the Riverbend Golf Complex, or any part thereof, any mortgage, deed of
trust, security agreement, financing statement, or other encumbrance. The form of any mortgage, deed
of trust or other security agreement or financing statement that includes a legal description of the
Premises, or the Premises building, or the Riverbend Golf Complex or its address, or any part thereof, will
be subject to Landlord's prior written approval, which approval may be conditioned as the Landlord
deems appropriate.
SECTION 12 . ASSIGNMENT AND SUBLETTING
12.1 Assiqnment or Sublease.
Tenant will not assign, transfer, mortgage, pledge, hypothecate or encumber this Lease or any
interest in this Lease, nor sublet the whole or any part of the Premises, nor will this Lease or any interest
in this Lease be assignable or transferable by operation of law or by any process or proceeding of any
court, or otherwise, without the prior written consent of Landlord, which consent will not be unreasonably
withheld, conditioned or delayed. Any of these transactions undertaken without Landlord's prior written
consent will be null and void.
(a) Change in Ownership. No assignment, sublease or other transfer will relieve
Tenant of any liability under this Lease. The prohibition set forth in this Section 12 includes, without
limitation (and the following will be deemed to be "assignments"): (1) a consolidation or merger of Tenant;
(2) a change in the ownership or voting rights of more than fifty percent (50%) of the issued and
outstanding stock, units or membership interest of any corporate or limited liability company tenant; (3)
any sublease, assignment or transfer which would otherwise occur by operation of law, merger,
consolidation, reorganization, transfer or other significant change in corporate, proprietary or limited
liability company structure; (4) the sale, assignment or transfer of all or substantially all of the assets of
Tenant, with or without the specific assignment of this Lease; and (5) a change in control of any Tenant.
(b) No Waiver. The acceptance by Landlord of any amounts following any
transaction prohibited in this Section 12.1 will not be deemed to be consent by Landlord nor will it be
deemed a waiver of any right or remedy by Landlord. Consent to any assignment, sublease or other
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transfer will not operate as a waiver of the necessity for consent to any subsequent assignment, sublease
or transfer.
(c) Documentation. ln connection with any approved sublease, assignment or
transfer, Tenant will promptly provide Landlord with fully executed copies of all assignment, sublease,
transfer and assumption instruments.
12.2 AssiqneeObliqations.
As a condition to Landlord's consent, any potential assignee or transferee otherwise approved by
Landlord will expressly assume all existing and future obligations of Tenant under this Lease and will be
jointly and severally liable with Tenant for the payment of Rent, Adjustments, additional rent, or any other
charges and the performance of all terms, covenants and conditions of this Lease. Tenant will not be
relieved from any liability under the Lease.
12.3 SublesseeObliqations.
As a condition to Landlord's consent, any potential sublessee otherwise approved by Landlord
will expressly assume all existing and future obligations of Tenant under the Lease during the term of the
sublease and will be jointly and severally liable with Tenant for the payment of Rent, Adjustments,
addltlonal rent, or any other charges, and the performance of all terms, covenants, and conditions of this
Lease. Tenant will not be relieved from any liability under the Lease.
12.4 ConditionalConsents
Any consent by Landlord to any assignment, sublease or other transfer may be subject to any
terms or conditions as Landlord will reasonably determine appropriate (including but not limited to
requiring that any and all guarantors of the Lease agree to continue to guarantee the Lease obligations
after the assignment) and those terms and conditions will be binding upon any person holding by, under
or through Tenant.
12.5 Attorneys' Fees and Costs
Tenant and any assignee, sublessee or transferee will reimburse Landlord for Landlord's
reasonable attorneys' fees and costs incurred in conjunction with the processing and documentation of
any requested transfer, assignment, sublease or similar encumbrance. Notwithstanding the foregoing,
the maximum charge to Tenant in connection with that assignment, sublease or transfer will be One
Thousand Five Hundred Dollars ($1,500.00)
12.6 Transfer of Landlord's lnterest.
ln the event of any transfers of Landlord's interest in the Premises or the Premises building, other
than a transfer for security purposes only, the transferor will be automatically relieved of any and all
obligations and liabilities on the part of Landlord accruing from and after the date of the transfer and
Tenant agrees to attorn to the transferee.
SECTION 13 . COMMON AREAS
13.1 Control of Common Areas.
The Landlord will manage the Common Areas of the Riverbend Golf Complex. The Common
Areas will include but not be limited to all automobile parking areas, access roads, driveways, entrances,
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retaining walls and exits, truck ways, loading docks or loading areas, package pick-up stations,
washrooms, courts, sidewalks and ramps, landscaped areas, exterior stairways, and other areas,
improvements, facilities and special services provided by Landlord for the general use of all employees,
invitees and customers of the Riverbend Golf Complex. With respect to the Common Areas, Landlord will
have the right to cause from time to time to establish, modify and enforce reasonable rules and
regulations; construct, maintain and operate lighting facilities; police the Common Areas and facilities;
from time to time to change the area, level, location and arrangement of parking areas and other facilities
within the Common Areas; and to do, perform or cause to be performed other acts in and to the Common
Areas as, in the use of good business judgment, Landlord determines to be advisable with a view to the
improvement of the convenience and use of the Riverbend Golf Complex by its employees, invitees and
customers.
SECTION f 4 .INSURANCE AND INDEMNITY
14.1 lndemnification.
(a) Generally. Landlord will not be liable for the loss of or damage to any property
(including property of Tenant and others) occurring in or about the Premises or for injury to any person
occurring in or about the Premises except and to the extent the damage or injury is caused by Landlord's
negligence. Except to the extent an injury to any person is caused by Landlord's negligence, Tenant will
defend, indemnify and hold Landlord harmless from and against any and all claims, charges, liabilities,
obligations, penalties, damages, costs and expenses (including attorneys'fees) arising, claimed, charged
or incurred against or suffered, directly or indirectly, by Landlord from any matter or thing arising from
Tenant's use of the Premises, the conduct of its business or from any activity, work, or other things done
or permitted by Tenant in or about the Premises, and Tenant will further defend, indemnify and hold
Landlord harmless from and against any and all claims arising, directly or indirectly, from any breach or
default in the performance of any obligation of or to be performed by Tenant under the terms of this
Lease, or arising from any act or omission of Tenant, or any officer, agent, employee, guest, or invitee of
Tenant, and from all costs, attorneys' fees, and liabilities incurred in or about the defense of any claim or
any action or proceeding brought on that basis. lf any action or proceeding is brought against Landlord
by reason of a claim, Tenant, upon notice from Landlord, will defend the same at Tenant's expense by
legal counsel reasonably satisfactory to Landlord.
(b) Concurrent Neqliqence of Landlord and Tenant Relatino to Construction. Reoair
and Maintenance Activities. Notwithstanding Section 14.1 @) above, in the event of the concurrent
negligence of Tenant, its agents, employees, sublessees, invitees, licensees or contractors on the one
hand, and that of Landlord, its agents, employees 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, improvement to or maintenance of the Premises or the Riverbend
Golf Complex, Tenant's obligation to indemnify Landlord as set forth in this Section 14.1 will be limited to
the extent of Tenant's negligence, and that of its agents, employees, sublessees, invitees, licensees or
contractors, including Tenant's proportional share of costs, and attorneys' fees and expenses incurred in
connection with any claim, action or proceeding brought with respect to that injury or damage.
(c) Waiver of Workers' Compensation lmmunitv. THE LANDLORD AND TENANT
SPECIFICALLY AGREE THAT THE PROVISIONS OF THIS SECTION 14 ALSO APPLY TO ANY CLAIM
OF INJURY OR DAMAGE TO THE PERSONS OR PROPERTY OF THE TENANT'S EMPLOYEES, AND
TENANT ACKNOWLEDGES AND AGREES THAT AS TO THOSE CLAIMS, TENANT, WITH RESPECT
TO LANDLORD, DOES HEREBY WAIVE ANY RIGHT OF IMMUNITY WHICH TENANT MAY HAVE
UNDER INDUSTRIAL INSURANCE (TITLE 51 RCW AS AMENDED AND UNDER ANY SUBSTITUTE OR
REPLACEMENT STATUTE). THIS WAIVER AND AGREEMENT WAS SPECIFICALLY NEGOTIATED BY
LANDLORD AND TENANT AND IS SOLELY FOR THE BENEFIT OF LANDLORD AND TENANT AND
THEIR SUCCESSORS AND ASSIGNS AND IS NOT INTENDED AS A WAIVER OF TENANT'S RIGHTS
OF IMMUNITY UNDER SAID INDUSTRIAL INSURANCE FOR ANY OTHER PURPOSE.
Riverbend Restaurant Lease Page 119
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Date:2016 Date:2016
ndlord Tenant
Date:
-,2016
Tenant
14.2 lnsurance.
(a) Tenant will, as of the date of full execution of this Lease and at its own cost and
expense, keep and maintain in full force and effect during the Lease Term, insurance policies of the types
and in the amounts required as described in Exhibit D.
(b) Tenant will immediately notify Landlord if claims made against Tenant and covered
by any single policy exceed fifty percent (50%) or more of the aggregate limit. Notwithstanding the
foregoing, if during the Lease Term, in Landlord's reasonable judgment, the Exhibit D policy limits are no
longer adequate to provide reasonable protection to Landlord, Landlord may notify Tenant of the
inadequacy and Tenant, within 30 days of receiving the notice, will obtain and provide Landlord with
evidence of additional amounts of insurance.
(c) Tenant will deliver to Landlord upon the Commencement Date and from time to
time thereafter as requested by Landlord copies of all policies of these insurance or certificates thereof
showing the parties named above as a primary additional insureds and the applicable policy limits
thereof. ln no event will the limits of these policies be considered as limiting the liability of Tenant under
this Lcasc.
(d) Service of Alcoholic Beveraqes. The insurance to be carried by Tenant pursuant
to Section 14.2(a) above will not exclude liability for violation of any governmental statute, ordinance,
regulation or rule pertaining to the sale, gift, distribution or use of any alcoholic beverages, or liability by
reason of the selling, serving, or giving of any alcoholic beverage to a minor or to a person under the
influence of alcohol or any other person, or which causes or contributes to the intoxication of any persons.
Accordingly, the indemnification obligations in Section 14.1 of this Lease will extend, as well, to damages
occurring at locations other than the Premises and resulting from risks insurable by any of the following
(1) so-called dram shop liability insurance; (2) host liquor liability insurance; (3) liquor legal liability
insurance; or (4) insurance otherwise related to the sale, gift, distribution or use of alcoholic beverages.
(e) Failure to Maintain. lf Tenant fails or refuses to maintain any insurance required by
this Section 14, Landlord, at its discretion, may obtain and maintain insurance for those items and interests
to protect Landlord in amounts as Landlord may determine to be appropriate, and any and all premiums
paid or payable by Landlord will be deemed to be additional rent and will be due on the payment date of the
next installment of Rent. The failure to obtain or maintain any insurance required by this Section 14 will
constitute a material breach of this Lease.
(f)lncrease in lnsurance Premium. Notwithstand ing anything in this Lease to the
contrary, Tenant will not keep, use, sell or offer for sale in or upon the Premises any article, nor conduct any
activities or operations, which are or may be prohibited by Landlord's insurance carriers. Tenant will pay
any increase in premiums for property or liability insurance maintained by Landlord resulting from Tenant's
use or occupancy of the Premises, whether or not Landlord has consented to the increase. ln the event of
Landlord's increased insurance premiums, Tenant also will pay immediately to Landlord an amount equal to
any additional premium on the insurance policy or policies that Landlord may carry for its protection against
loss resulting from any insured event. ln determining whether increased premiums are the result of
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Tenant's use or occupancy of the Premises, the rates and premiums determined by the organization setting
the insurance premiums will be conclusive evidence of the several items and charges which make up the
insurance premiums. Landlord will deliver bills for these additional amounts to Tenant, and Tenant will
immediately pay Landlord.
14.3 Mutual Release and Waiver of Subroqation.
Landlord and Tenant hereby mutually release each other from liability, and waive all right of
recovery against each other, for any injury, loss or damage to any building, structure, inventory or other
tangible property and any revenues, profit and rents to be generated therefrom, whether due to negligence
or any other insured cause, if the injury, loss or damage is caused by any of the perils that are covered by a
first-party insurance policy benefiting the party suffering the injury, loss or damage or if the injury, loss or
damage was required to be covered by insurance pursuant to this Lease; provided that this Section 14.3 will
be inapplicable if it would have the effect, but only to the extent it would have the effect, of invalidating any
insurance coverage of Landlord or Tenant. Landlord and Tenant acknowledge that their current insurance
policies, as of the date of this Lease, will not be invalidated. ln the future, if avoiding any invalidation can be
effected by the payment of money to an insurer, the other party may elect to pay that amount to obtain a
waiver of subrogation for its benefit. Landlord and Tenant, respectively, will promptly notify the other if its
insurance will be invalidated by the foregoing release and waiver or if any payment is required to avoid
invalidation. Notwithstanding anything to the contrary, this Section will not apply to any claim by Landlord for
any Monthly Rent, Adjustments and additional rent payable under this Lease. Landlord and Tenant
specifically intend, however, that this Section will apply to any potential claim that could otherwise be made
by Landlord for any rents to be paid by other occupants of the Premises or any claim that could potentially
be made by Tenant for any lost sales, profits or revenues that could have been generated from or operating
expenses related to the Premises or elsewhere.
14.4 Acts of Others.
Landlord will not be responsible or liable to Tenant, or to those claiming by, through or under
Tenant, for any loss or damage which may be occasioned by or through the acts or omissions of third
parties or persons occupying space adjoining the Premises, any part of the Premises, the Premises
building, or any other part of the Riverbend Golf Complex. ln addition, Landlord will not be responsible or
liable to Tenant for any loss or damage resulting to Tenant, or those claiming by, through or under
Tenant, or any of its property, from fire; explosion; falling plaster; the breaking, bursting, stoppage or
leaking of water, gas, sewer, electrical cables, wires or steam pipes; or from water, rain or other
substances leaking or coming from the roof, street, subsurface or from any other place or from dampness
or from any similar risks or causes. Landlord will not be liable for any loss or damage to any person or
property sustained by Tenant or any other persons, which may be caused by theft, or by any act or
neglect of any tenant or occupant of the Premises, or of any other third parties.
14.5 Evidence of Coveraqe Prior to Entry.
Notwithstanding the foregoing, prior to entry upon the Premises, Tenant will provide Landlord with
written evidence of the required insurance coverage in the form of a certificate of insurance with the
applicable endorsements attached or, at Landlord's request, a copy of the policy. With respect to industrial
labor and industry insurance, this requirement will be satisfied by a letter from the appropriate state agency
confirming participation in accordance with statutory requirements. Tenant will submit all accurate and
complete certifications and endorsements required under this Section 14 no later than five days prior to
opening for business. All corrections and/or modifications to the certifications and endorsements requested
by Landlord must be completed to Landlord's satisfaction prior to Tenant's opening for business.
Riverbend Restaurant Lease Page 121
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SECTION 15. EMINENT DOMAIN
lf all or part of the Premises are taken by the power of eminent domain exercised by any
governmental or quasi-governmental authority, this Lease will terminate as of the date Tenant is required to
vacate the Premises and all Rent, Adjustments and other rentals and charges due hereunder will be paid to
that date. The term "eminent domain" will include the taking or damaging of property by, through or under
any governmental or quasi-governmental authority, and any purchase or acquisition in lieu thereof, whether
or not the damaging or taking is by the government or any other person.
SECTION 16 . TENANT'S DEFAULT
16.1 Default.
The occurrence of any one or more of the following events will constitute a default and material
breach of this Lease by Tenant:
(a) Vacatinq the Premises. The vacating or abandonment of the Premises by
Tenant or the violation of the operating covenant in Section 5.3. Vacation or abandonment of the
Premises will be deemed to exist if Tenant's business in the Premises remains closed to the public for
more than five consecutive days.
(b) Failure to Pav Rent/Taxes. The failure by Tenant to make any payment of Rent,
Adjustments, additional rent, taxes, or any other payment required to be made by Tenant, as and when
due.
(c) Failure to Perform. The failure by Tenant to observe or perform any of the
covenants, conditions or provisions of this Lease, otherthan described in Section 16.1 (b) above, where
Tenant's failure continues for a period of at least 30 days after the Landlord provides written notice
(unless a shorter period is specifically provided for in this Lease with respect to any covenant, condition or
provision); provided, however, that if the nature of Tenant's default is such that more than 30 days are
reasonably required for its cure, then Tenant will not be deemed to be in default if Tenant commences the
cure within 30 days and diligently prosecutes the cure to completion.
(d) Bankruptcv. The making by Tenant or Guarantor, if any, of any general
assignment or general arrangement for the benefit of creditors, or by the filing by or against Tenant of a
petition to have Tenant adjudged a bankrupt, or a petition or reorganization or arrangement under any law
relating to bankruptcy (unless, in the case of a petition filed against Tenant, the same is dismissed within
60 days of filing); or the appointment of a trustee or a receiver to take possession of substantially all of
Tenant's assets located at the Premises or of Tenant's interest in this Lease, where that seizure is not
discharged within 30 days after appointment of a trustee or receiver, or the filing of a petition for the
appointment of a trustee or receiver, whichever occurs first.
(e) Repeated Defaults. Tenant's third failure to perform or observe any of Tenant's
obligations under the Lease during any calendar year (despite the fact Tenant may have cured the
previous failures after notice from Landlord and within the notice period).
(f) Default by Guarantor. A default by Guarantor, if any, in its obligations under its
guaranty in favor of Landlord.
Riverbend Restaurant Lease Page 122
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16.2 Remedies in Default.
ln the event of any of these defaults or breaches by Tenant, Landlord may at any time with or
without notice of demand and without limiting Landlord in the exercise of a right or remedy which Landlord
may have by reason of the default or breach:
(a) Terminate Lease. Terminate Tenant's right to possession of the Premises by
any lawful means, in which case this Lease will terminate and Tenant will immediately surrender
possession of the Premises to Landlord. ln this event Landlord will be entitled to recoverfrom Tenant (1)
any unpaid rent which has been earned at the time of termination plus interest at the rates contemplated
by this Lease; plus (2) the amount by which the unpaid rent which would have been earned after
termination until the time of award exceeds the amount of that rental loss that Tenant proves could have
been reasonably avoided plus interest at the rates contemplated by this Lease; plus (3) any other amount
necessary to compensate Landlord for all the damage proximately caused by Tenant's failure to perform
under this Lease;
(b) Continue the Lease. Maintain Tenant's right to possession, in which case this
Lease will continue in effect whether or not Tenant has abandoned the Premises. ln this event Landlord
will be entitled to enforce all Landlord's rights and remedies under this Lease, including the right to
recover the Rent, damages from Tenant's breach or default and any other charges and Adjustments as
may become due, and to specifically enforce Tenant's obligations and obtain injunctive relief from further
defaults or breaches;
(c) Remove Persons and Prooerty. Landlord will also have the right with or without
terminating this Lease, to re-enter the Premises and remove all persons and property from the Premises;
property may be removed and stored in a public warehouse or elsewhere at the cost of and for the
account of the Tenant. No re-entry or taking possession of the Premises by Landlord pursuant to this
subsection (c) will be construed as an acceptance of a surrender of the Premises or an election to
terminate this Lease unless Landlord gives a written notice of that intention or unless a court decrees
termination; and
(d) Other Remedies. Landlord may also pursue any other remedy available to
Landlord under the laws or judicial decisions of the State of Washington, including but not limited to
specific performance, injunctive relief or any other equitable remedy, and/or the right to assess against
Tenant an amount equal to the attorneys' fees incurred by Landlord in collecting any rent or other
payment due, which amount will be due in full within ten days of Tenant's receipt of the assessment by
Landlord.
16.3 RemediesCumulative-Waiver.
It is understood and agreed that the Landlord's exercise of any right or remedy due to a default or
breach by Tenant will not be deemed a waiver and will not alter, affect or prejudice any right or remedy
that 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, will operate as a waiver of any past or future violation, breach or
failure to keep or perform any covenant, agreement, term, or condition or to deprive Landlord of its right to
cancel or to forfeit this Lease.
16.4 Acceptance of Payment.
It is specifically understood and agreed that Landlord's acceptance of any sum, whether as Rent,
Adjustments or otherwise, which is less than the amount claimed as due by the Landlord, will not act as,
or be deemed to be, a waiver of the claimed amount or a compromise or accord and satisfaction of the
amount due Landlord.
Riverbend Restaurant Lease Page 123
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16.5 Waiver of Riqhts of Redemption.
Tenant hereby expressly waives any and all rights of redemption granted by or under any present
or future laws in the event of Tenant being evicted or dispossessed for any cause, or in the event of
Landlord obtaining possession of the Premises, by reason of the violation by Tenant of any of the
covenants or conditions of this Lease, or otherwise.
16.6 Application of Rents.
ln the event that Landlord elects to re-let, the rents received by Landlord from that re-letting may,
in Landlord's sole subjective discretion, be applied as follows: first to the payment of any indebtedness
other than rent due from Tenant; second to the payment of any costs of re-letting; third, to the payment of
the cost of any alterations and repairs to the Premises; fourth, to the payment of rent due and unpaid; and
the residual, if any, held by Landlord and applied to payment of future rent as it will become due. Should
that portion of rents received from re-letting during the month which is applied to the payment of rent be
less than the rent payable during that month, then Tenant will pay any deficiency immediately upon
Landlord's demand. The deficiency will be calculated and paid monthly. Tenant will also pay Landlord,
as soon as is certain, any of the costs and expenses incurred by Landlord in re-letting or in making any
alterations and repairs not covered by the rents received from re-letting.
16.7 Bankruptcy
Landlord and Tenant (as either debtor or debtor-in-possession) agree that if a petition ("Petition")
is filed by or against tenant under any chapter of Title 11 of the United States Code (the "Bankruptcy
Code"), the following provisions will apply:
(a) Adequate Protection. Adequate protection for Tenant's obligations accruing after
filing of the Petition and before this Lease is rejected or assumed will be provided within 15 days after
filing in the form of a security deposit equal to three months' Rent and Adjustments and other Lease
charges, to be held by the court or an escrow agent approved by Landlord and the court.
(b) Reasonable Compensation. The sum of all amounts payable by Tenant to
Landlord under this Lease constitutes reasonable compensation for the occupancy of the Premises by
Tenant.
(c) Abandonment. Tenant or Trustee will give Landlord at least 30 days written
notice of any abandonment of the Premises or any proceeding relating to administrative claims. lf Tenant
abandons without notice, Tenant or Trustee will stipulate to entry of an order for relief from stay to permit
Landlord to re-enter and re-let the Premises-
(d) Timely Performance. lf Tenant failed to timely and fully perform any of its
obligations under this Lease before the filing of the Petition, whether or not Landlord has given Tenant
written notice of that failure and whether or not any time period for cure expired before the filing of the
Petition, Tenant will be deemed to have been in default on the date the Petition was filed for all purposes
under the Bankruptcy Code.
(e) Prompt Cure. For the purposes of Section 365(bxl) of the Bankruptcy Code,
prompt cure of defaults will mean cure within 30 days after assumption.
(f) Adequate Assurance of Future Performance. For the purposes of Section
365(bXl) and 365(f)(2) of the BankruptcyCode, adequate assurance of future performance of this Lease
by Tenant, Trustee or any proposed assignee will require that Tenant, Trustee or the proposed assignee
deposit three months of Rent, Adjustments and other Lease charges into an escrow fund (to be held by
Riverbend Restaurant Lease Page 124
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the court or an escrow agent approved by Landlord and the court) as security for future performance. ln
addition, if this Lease is to be assigned, adequate assurance of future performance by the proposed
assignee will require that: (1) the assignee have a tangible net worth not less than the net worth of Tenant
as of the Commencement Date or that the assignee's performance be unconditionally guaranteed by a
person or entity that has a tangible net worth not less than the net worth of Tenant as of the
Commencement Date; (2) the assignee demonstrate that it possesses a history of success in operating a
business of similar size and complexity in a similar market as Tenant's business; and (3) the assignee
assumes in writing all of Tenant's obligations relating to the Premises or this Lease.
(g) AssignmenV Assumption. lf Tenant or Trustee intends to assume and/or assign
this Lease, Tenant or Trustee will provide Landlord with 30 days written notice of the proposed action,
separate from and in addition to any notice provided to all creditors. Notice of a proposed assumption will
state the assurance of prompt cure, compensation for loss and assurance of future performance to be
provided to Landlord. Notice of a proposed assignment will state: (1) the name, address, and federal tax
identification and registration numbers of the proposed assignee; (2) all of the terms and conditions of the
proposed assignment, and (3) the assignee's proposed adequate assurance of future performance to be
provided to Landlord.
(h) No Obliqation. lf Tenant is in default under this Lease when the Petition is filed,
Landlord will not be required to provide Tenant or Trustee with services or supplies under this Lease or
otherwise before Tenant assumes this Lease, unless Tenant compensates Landlord for those services
and supplies in advance.
SECTION 17. DEFAULT BY LANDLORD
17.1 Default by Landlord.
Landlord will not be in default unless Landlord fails to perform obligations required of Landlord
within a reasonable time, but in no event later than 30 days after written notice by Tenant to Landlord.
The notice will specify how Landlord has failed to perform its obligation; provided, however, that if the
nature of Landlord's obligation requires more than 30 days for performance, then Landlord will not be in
default if Landlord commences performance within 30 days and diligently prosecutes remedying the
default obligation to completion. Tenant further agrees not to invoke any of its remedies under this Lease
until 30 days (or longer as provided in this section) have elapsed. ln no event will Tenant have the right
to terminate this Lease as a result of Landlord's default, and Tenant's remedies will be limited to damages
and/or an injunction.
17.2 Tenant's Riqht to Damaqes
Tenant's right to seek damages from Landlord as a result of a default by Landlord under this
Lease will be conditioned on Tenant taking all actions reasonably required, under the circumstances, to
minimize any loss or damage to Tenant's property or business, or to any of Tenant's officers, employees,
agents, invitees, or other third parties that may be caused by any Landlord default.
SECTION 18 . DESTRUCTION
18.1 Damaqe or Destruction
lf during the Term of this Lease, any portion of the Premises, access to the Premises or any part
of the Riverbend Golf Complex that is economically and physically essential to the use of the Premises is
damaged or destroyed and that damage or destruction can, in Landlord's reasonable estimation, be
repaired within 240 days following the damage or destruction, this Lease will remain in full force and
effect, and Landlord promptly will begin repairs and restore the damage or destruction to substantially the
same condition as existed prior to the damage event and then diligently complete the repair and
Riverbend Restaurant Lease Page 125
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restoration in compliance with all then existing laws. Landlord will give Tenant written notice of this
determination within 60 days after the date of the damage event. lf the damage or destruction cannot, in
Landlord's reasonable estimation, be repaired within 240 days from the date the damage occurs, then
either party may, in its sole discretion, terminate this Lease by delivery of written notice to the other party
at least 30 days prior to the termination date. ln addition, if (i) more than forty percent (40%) of the
Riverbend Golf Complex is damaged or destroyed (regardless of its impact on the Premises); or (iii) the
damage or destruction is not covered in full by Landlord's insurance required by this Lease, or Tenant's
insurance by this Lease (or combination of both policies), or (iv) the damage or destruction occurs within
the last 12 months of the Term of this Lease or any extensions, then Landlord may, in its sole discretion,
terminate this Lease by delivery of notice to Tenant within 60 days of the date Landlord learns of the
damage.
(a) Rent Abatement. ln the event of repair, reconstruction and restoration by
Landlord as described in this Section 18.1, the Rent payable under this Lease will be abated
proportionately with the degree to which Tenant's use of the Premises is economically or physically
impaired during the repair, reconstruction, or restoration period. Tenant will not be entitled to any
compensation or damages for loss of the use of the whole or any part of the Premises, damage to
Tenant's personal property, and/or any inconvenience or annoyance occasioned by the repair,
reconstruction, or restoration.
(b) Tenant's Obliqation to Repair. lf Landlord is obligated to or elects to repair or
restore under this Section'18.'1, Landlord will be obligated to make repair or restoration only to those
portions of the Riverbend Golf Complex and the Premises that were originally provided at Landlord's
expense, and the Tenant will be responsible for the repair and restoration of items not provided at
Landlord's expense. Tenant agrees to coordinate the restoration and repair of those items it is required
to restore or repair with Landlord's repair and restoration work. Further, Tenant's work will be performed
in accordance with the terms, standards and conditions contained in Section '10 above.
SECTION 19 . ACCESS BY LANDLORD
19.1 Riqht of Entry
Landlord or Landlord's employees, agents and/or contractors will have the right to enter the
Premises at any time to examine the Premises, to show them to prospective purchasers or tenants, and,
after giving 72 hours' notice (except in emergencies) to make repairs, alterations, improvements or
additions as Landlord may deem necessary or desirable. lf Tenant is not personally present to permit
entry and an entry is necessary, Landlord or its agents may forcibly enter, without rendering Landlord
liable for that entry.
19.2 Excavation.
lf an excavation is made upon property adjacent to the Premises, Tenant will afford to the person
authorized to cause the excavation, license to enter the Premises for the purpose of doing necessary
work to preserve the wall of the Premises Building from injury or damage or to support the foundations,
without any claim for damages or indemnification against Landlord for diminution or abatement of Rent.
SECTION 20 . SURRENDER OR ABANDONMENT OF PREMISES
20.1 Surrender of Possession.
Tenant will 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 60 days prior to the expiration or prior termination of this Lease.
Riverbend Restaurant Lease Page 126
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20.2 Holdinq Over
Any holding over by Tenant after the expiration or termination of the Lease Term, with or without
Landlord's consent, will be construed to be a tenancy from monthto-month on all of the terms and
conditions set forth in this Lease, to the extent not inconsistent with a monthto-month tenancy; provided,
that the Rent for this hold-over period will be an amount equal to two hundred percent (200%) of the Rent
due for the last month of the Lease Term.
20.3 VoluntarvSurrender.
Tenant's voluntary or other surrender of this Lease will not work a merger, and Landlord's
removal of Tenant's personal property will not be construed or deemed to be a termination of this Lease
or an actual or constructive eviction of Tenant, nor will it relieve Tenant of its obligations under this Lease.
Landlord will have rights of entry and removal in order to attempt to mitigate Landlord's damages in the
event of Tenant's abandonment of the Premises.
SECTION 21 . QUIET ENJOYMENT
21.1 LandlordCovenant.
Tenant, upon fully complying with and promptly performing all of the terms, covenants and
conditions of this Lease, and upon the prompt and timely payment of all sums due, will have and quietly
enjoy the Premises for the Lease Term.
SECTION 22. AUTHORITY OF PARTIES
22.1 Authoritv
Each individual executing this Lease on behalf of Tenant personally represents and warrants that
he or she is duly authorized to execute and deliver this Lease on behalf of Tenant, and that this Lease is
binding upon Tenant in accordance with its terms. Tenant will, within 30 days after execution of this
Lease, deliver to Landlord a certified copy of a resolution of the board of directors, members, or partners
(as applicable) of Tenant authorizing or ratifying the execution of this Lease.
SECTION 23 - SIGNS
23.1 General.
Tenant will not place or suffer to be placed on the exterior walls of the Premises or upon the roof
or any exterior door or wall or on the exterior or interior of any window any sign, awning, canopy,
marquee, advertising matter, decoration, letter or other thing of any kind (exclusive of the signs, if any,
which may be provided for in the original construction or improvement plans and specifications approved
by the Landlord) without the prior written consent of Landlord, which consent may be withheld in
Landlord's sole subjective discretion. Landlord reserves the exclusive right to the use for any purpose the
roof and exterior of the walls of the Premises or the Premises building. ln the event Tenant installs any
sign without the Landlord's prior written approval, Landlord will have the right and authority without liability
to Tenant to enter upon the Premises, remove and store the sign and repair all damage caused by the
removal of the sign. All costs and expenses incurred by Landlord will be immediately paid by Tenant as
additional rent. Tenant will be responsible for all maintenance and repair costs for its signs and awnings
(if any). The Landlord reserves the right to remove the Tenant's signs or awnings during any period that
Landlord repairs, restores, constructs or renovates the Premises or the Premises building.
Riverbend Restaurant Lease Page 127
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23.2 Tenant's lnterior Siqns.
Except as otherwise herein provided, Tenant will have the right, at its sole cost and expense, to
erect and maintain within the interior of the Premises all signs and advertising matter customary and
appropriate in the conduct of Tenant's business; so long as the signage complies with the provisions set
forth in Landlord's sign criteria; provided, however, that Tenant will upon demand of the Landlord
immediately remove any sign, advertisement, decoration, lettering or notice which Tenant has placed or
permitted to be placed in, upon or about the Premises and which Landlord deems objectionable or
offensive, and if Tenant fails or refuses so to do, the Landlord may enter upon the Premises and remove
the same at Tenant's cost and expense. ln this connection, Tenant acknowledges that the Premises are
a part of an integrated Premises, and agrees that control of all signs by Landlord is essential to the
maintenance of uniformity, propriety and the aesthetic values in or pertaining to the Premises.
23.3 Siqn Requirements
Notwithstanding anything to the contrary provided for in this Lease, Tenant will be obligated, at its
sole cost and expense and on or before the date Tenant opens its doors for business, to design, fabricate
and install a primary storefront sign on the Premises ("Storefront Sign"); provided further that the
Storefront Sign will remain subject to Landlord's approval prior to installation with respect to and without
limitation, design, method of attachment, location or other conditions. The Storefront Sign shall comply
with the Kent City Code, and Tenant shall obtain any applicable permits or approvals.
SECTION 24 - DISPLAYS, AUCTIONS AND SALES
24.1 General.
Tenant agrees not to tnstall any exterior lighting, amplifiers or similar devices or use in or about
the Premises, such as flashing lights, searchlights, loudspeakers (although Tenant may play music at a
reasonable level in the outdoor seating areas), phonographs or radio broadcasts, nor to make, or allow to
be made, any excessive noise in or around the Premises. No advertisement or sound of advertising will
be heard outside the Premises, unless Tenant first receives Landlord's prior written approval. lf music or
any other audio transmission emanating from within the Premises is objectionable or offensive (in the
reasonable judgment of Landlord), Landlord may require Tenant to stop or decrease the volume of those
sounds to a reasonable level, as determined by Landlord, and Tenant will immediately comply. The
Tenant may not display, sell or store merchandise outside the defined exterior walls and permanent
doorways of the Premises.
SECTION 25 - MISCELLANEOUS
25.1 Environmental Stewardship
Tenant shall, as much as reasonably possible, follow environmentally conscious business
practices, such as separating and properly disposing of recyclable materials, reducing the use of plastics
(e.9., straws, single use bags, etc.), using energy efficient appliances and lighting, and incorporating the
use of "green" chemicals used for cleaning and maintenance.
25.2 Successors or Assiqns.
All the terms, conditions, covenants and agreements of this Lease will extend to and be binding
upon Landlord, Tenant and their respective heirs, administrators, executors, successors, subtenants,
subleases, concessionaires, assigns and marital communities, if any, and upon any person or person
coming into ownership or possession of any interest in the Premises by operation of law or otherwise.
Riverbend Restaurant Lease Page 128
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25.3 Tenant Defined.
The word "Tenant" will mean each and every person, partnership or corporation who is mentioned
as a Tenant or who executes this Lease as Tenant.
25.4 Broker'sCommission.
Tenant represents and warrants that it has incurred no liabilities or claims for brokerage
commissions or finder's fees in connection with the execution of this Lease.
25.5 Partiallnvaliditv
lf any term, covenant, or condition of this Lease or its application to any person or circumstance
is, to any extent, determined to be invalid or unenforceable, the remainder of this Lease, or the
application of that term, covenant or condition to persons or circumstances other than those as to which it
is held invalid or unenforceable, will not be affected and each term, covenant or condition of this Lease
will be valid and be enforced to the fullest extent permitted by law.
25.6 Recordinq.
Tenant will not record or file this Lease, or any assignment or security document pertaining to this
Lease or all or any part of Tenant's interest in this Lease without the prior written consent of Landlord,
which consent may be withheld or granted in Landlord's sole discretion.
25.7 Notices.
Any notice, demand, request, consent, approval or communication that either party desires or is
required to give to the other party or any other person will be in writing and either served personally or
sent by registered or certified United States mail, or by overnight courier (collectively, "Notice"). Any
Notice will be addressed to the other party at the address appearing in Section 1.1. Notice will be
deemed communicated within three business days from the time of deposit in the United States mail if
mailed as provided in this section, or upon delivery or refusal of delivery if delivered personally or by
overnight courier. Although either party will have the right to change its address for notice purposes from
time to time, any notice delivered pursuant to this Section to the address set forth in Section 1.1. of this
Lease or to other addresses as may be specified in writing in accordance with this Section will be
effective even if actual delivery cannot be made as a result of a change in the address of the recipient if
the party delivering the notice has not received actual written notice in accordance with the provisions of
this Section of the current address to which notices are sent.
25.8 Plats and Riders: Maroi nal Headinqs: Captions.
Clauses, plats, riders, exhibits and addendums, if any, affixed to this Lease are incorporated
herein by reference. To the extent any Exhibits conflict with the terms of this Lease, the terms of this
Lease will control. Except to the extent any Addendum specifically modifies terms of this Lease, the
terms of this Lease otherwise will control. Any section or paragraph titles or captions are for convenience
only and will not be deemed to define, limit or otherwise modify the scope and intent of this Lease or any
provision thereof.
Riverbend Restaurant Lease Page 129
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25.9 Waiver
The waiver by Landlord of any term, covenant or condition will not be deemed to be a waiver of
that term, covenant or condition or any subsequent breach of that or any other term, covenant or
condition. Landlord's subsequent acceptance of Rent or any other Adjustment or sum will not be deemed
to be a waiver of any preceding default by Tenant, other than the failure of the Tenant to pay the
particular sum so accepted, regardless of Landlord's knowledge of the preceding default at the time of the
acceptance of that sum.
25.10 JointObliqations.
lf there be more than one Tenant the obligations hereunder imposed will be joint and several
25.11 Time.
Time is of the essence of this Lease.
25.12 lnabilitv to Perform.
ln the event that either party will be delayed or hindered in or prevented from the performance of
any covenant, agreement, work, service, or other act required under this Lease (other than monetary
obligations), and that delay or hindrance is due to causes entirely beyond its control, such as riots,
insurrections, martial law, lawsuits, court orders or injunctions, civil commotion, war, fire, flood,
earthquake, or other casualty or acts of God, the performance of the covenant, agreement, work, service,
or other act will be excused for the period of delay and the time period for performance will be extended
by the same number of days in the period of delay.
25.13 Choice of Law: Venue.
This Lease will be governed by the laws of the State of Washington. The venue for any action to
enforce the terms of this Lease or collect any amounts owing by Tenant to Landlord will be in the Superior
Court for King County, Washington.
25.14 Leqal Exoenses.
lf either party is required to bring or maintain any action (including assertion of any counterclaim
or cross-claim, or claim in a proceeding in bankruptcy, receivership or any other proceeding instituted by
a party hereto or by others), or otherwise refers this Lease to an attorney for the enforcement of any of
the covenants, terms or conditions of this Lease, each party will be responsible to pay all its costs and
attorneys'fees incurred as a result.
25.15 Competition
During the Lease Term, and any extensions, and for a period of one year from the date of Lease
termination (as may be shortened or extended),Tenant will not directly or indirectly engage in any similar
or competing business within a radius of three miles from the property line of the Riverbend Golf Complex
closest to the location of the proposed competing business location, unless the Landlord first provides its
prior written approval.
Riverbend Restaurant Lease Page 130
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25.16 Acceptance of Keys
The acceptance of keys to the Premises by the Landlord, its agents, employees, contractors or
any other person on Landlord's behalf will not be deemed or constitute a termination of this Lease unless
termination is evidenced in writing signed by the Landlord.
25.17 Landlord'sConsent.
Unless otherwise specifically stated, whenever Landlord's consent is required, Landlord's consent
may be withheld in Landlord's sole subjective discretion.
25.18 No Liqht, Air or View Easement.
Any diminution or shutting off of light, air or view by any structure that may be erected on or
adjacent to the Premises will not affect this Lease or Tenant's obligations under the Lease, and will not
impose any liability on Landlord.
25.19 Name
Tenant will not, without the prior written consent of Landlord, use the name of the building or
Premises for any purpose other than as the address of the Premises, and in any event, Tenant will not
acquire any rights in or to those names.
25.20 Submission of Lease.
This Lease will not bind Landlord in any way until (a) Tenant has executed and delivered at least
one original copy of the Lease to Landlord, and (b) Landlord has executed and delivered at least one
fully-signed copy to Tenant.
25.21 PriorAqreements.
It is understood that there are no oral or written agreements or representations between Landlord
and Tenant affecting this Lease and that this Lease supersedes and cancels any and all previous
negotiations, arrangements, representations, brochures, displays, projections, estimates, agreements and
understandings, if any, made by or between Landlord and Tenant, nor will they be used to interpret,
construe, supplement or contradict this Lease. This Lease, and all mutually-executed, written
amendments, is and will be considered to be the only agreement between Landlord and Tenant and their
representatives and agents. All negotiations and oral agreements acceptable to Landlord and Tenant
have been merged into and are included in this Lease. There are no other representations, covenants or
warranties between Landlord and Tenant and all reliance with respect to representations is solely upon
the express representations, covenants and warranties contained in this Lease. Landlord and Tenant
agree that the interlineation, obliteration or deletion of language from this Lease prior to its mutual
execution by Landlord and Tenant will not be construed to have any particular meaning or to raise any
presumption, canon of construction, or implication, including, without limitation, any implication that
Landlord or Tenant intended to state the converse, obverse or opposite of the deleted language. This
Lease will be read as if the obliterated or deleted language had never existed and the interlineated
language had always existed.
25.22 Construction.
Each party acknowledges and agrees that it has participated in the drafting and the negotiation of
this Lease and has been afforded a full and fair opportunity to seek advice from legal counsel. Tenant
Riverbend Restaurant Lease Page 131
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acknowledges that Landlord's attorney represents Landlord and not Tenant. Although the printed
provisions of this Lease were drawn by Landlord, Landlord and Tenant agree that this circumstance will
not create any presumption, canon of construction, or implication favoring the position of either Landlord
or Tenant. Accordingly, in the event of a dispute with respect to the interpretation or enforcement of this
Lease, no provision will be construed so as to favor or disfavor either party.
25.23 Financial Statements
Tenant will, prior to Tenant's execution of this Lease and within 10 days after Landlord's request
at any time of Tenant's default hereunder during the Term, deliver to Landlord complete, accurate and up-
to-date financial statements with respect to Tenant and any Guarantor(s) or other parties obligated upon
this Lease, which financial statements must be (a) prepared according to generally accepted accounting
principles consistently applied, and (b) certified by an independent certified public accountant or by
Tenant's (or Guarantor's, as the case may be) chief financial officer, or Guarantor if Guarantor is an
individual, that the same are a true, complete and correct statement of Tenant's (or Guarantor's) financral
condition as of the date of those financial statements.
25.24 Effective Date.
This Lease willtake effect on the last date provided below
LANDLORD:
THE CITY OF KENT,
a Washington municipal corporation
By:
Its: Mavor
Date z/z:/t 7
TENANT:
Half Lion Public House, LLC
a Washington Limited Liability Company
Its: \9en-N-l<, n,
Date 2-2L- 14
Riverbend Restaurant Lease Page 132
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STATE OF WASHINGTON
COUNTY OF KING
I certify that I know or have satisfactory evidence that Dana Ralph is the person who appeared
before me, and said person acknowledged that she signed this instrument, on oath stated that she was
authorized to execute the instrument and acknowledged it as the Mayor of the City of Kent to be the free
and voluntary act of such party for the uses and purposes mentioned in the instrument.
ss.
-Notary Seal Must Appear Within This Box-
lN WITNESS WHEREOF, I have hereunto set my hand and official seal the day and year
Myappointmentexpires 'F -'^,. I
first
the State.u/tzt/.
(
NOTARY PU of Wash ington,
residing at
BLIC, in and forfuhz Ca
P.
Riverbend Restaurant Lease Page 133
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STATE OF WASHINGTON
COUNTY OF KING
-Notary Seal Must Appear Within This Box-
IN WHEREOF , I have hereunto set my hand and official seal d year first
above ll l1
A
(Signature)
NOTARY for the State ofrWashington,
residing at
ftt oFw My appointment expires
llr
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lcertifythatlknoworhavesatisfactoryevidencetnat@sthepersonwho
appeared before me, and said person acknowledged that he siqned this instrument, on oalh stated that he
rtr + f i: if i,H"#,' ?: ff f,iY:i8i3J:ffi h",ffi """.in the instrument.
Riverbend Restaurant Lease Page 134
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EXHIBIT A
PREMISES / DESCRIPTION OF PREMISES
Tenant's Premises includes:o The sidewalk adjacent to the restaurant entrance.o Restaurantentrances.
' The restaurant area consists of 7,000 square feet, which includes the main dining
and bar area, kitchen, walk-in coolers, two offices, two walk-in store rooms and
the outdoor patio area.. Additionally, the golf complex has a 2,400-square foot outdoor tent for
tournaments and events.
' Maximum indoor occupancy (restaurant and bar): 3,200 square feet, max
ot"1o"Til"otr'"10",.,"n
space is made up of the kitchen, bathrooms, walk-in
coolers, storage areas, mechanical rooms and the office. This area is
2200 square feet and has an occupancy of around 15. ,. Maximum outdoor occupancy (patio area): 1,600 square feet. Occupancy
dependent upon setup.. Maximum outdoor occupancy (tent): 2,400 square feet. Occupancy dependent
upon setup.
Visual representation only. Not to scale.
a
Riverbend Restaurant Lease Page 135
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EXHIBIT B
DESCRIPTION OF LANDLORD WORK
Lighting
. Ensure all lighting circuits and switches are clearly marked
. Remove all hanging light fixtures and ensure other fixtures are working properly
. Ensure all emergency lighting is up to code and in working condition
Ceiling
. Ensure the fire protection/sprinklers and alarm system in good working order
. Service HVAC and ensure it is in fully working condition
Kitchen/bar
. Ensure grease trap is up to code with proper capacity, replace if necessary
. Ensure ceiling tiles have been properly maintained, replace if needed.
. Replace all electrical outlets as needed and ensure all circuits are clearly marked
. Ensure fire suppression system is in fully working order
. Make sure kitchen wall coverings are completely up to code and in working condition
. Kitchen cleaned and sanitized from floor to ceiling
. Walk-in Coolers and Freezer need to be fully operational
Walls
. Remove loose wires
. All electrical properly terminated
. All Holes repaired
. All Dry rot repaired
. Cove base molding replaced as needed
. Walls patched and primed in prep for Tenant painting
Flooring
. Dining Area - All holes patched
. Replace kitchen tiles as needed
Bathrooms
. Ensure bathrooms meet ADA code
. Ensure plumbing and electrical is up to date to current standards
. Replace electric hand dryers
Demolition
. Remove current bar structure and a portion of floor, as identified
. Remove square pillar facades
. Remove flooring and half wall of the golfer pass through area
Banquet tent
. Replace tent walls and top with new coverings
. Prep area to build outside bar next to banquet tent
Riverbend Restaurant Lease Page 136
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EXHIBIT C
DESCRIPTION OF TENANT WORK
Note: Visual representation only, not to scale. Final layout is subject to approved plans and
specifications will be approved by landlord in accordance with Section 9, prior to submittal for
building plans and permits from the City of Kent. Design feasibility still under confirmation.
lTl
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Riverbend Restaurant Lease Page 137
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EXHIBIT D
TENANT INSU RANCE REQUIREM ENTS
lnsurance
The Lessee shall procure and maintain for the duration of the Agreement, insurance against claims for
injuries to persons or damage to property which may arise from or in connection with the Lessee's
operation and use of the leased Premises.
A. Minimum Scope of Insurance
Lessee shall obtain insurance of the types described below:
1. Commercial General Liabilitv insurance shall be written on lnsurance Services Office
(lSO) occurrence form CG 00 01 and shall cover premises and contractual liability.
The City shall be named as an insured on Lessee's Commercial General Liability
insurance policy using ISO Additional lnsured-Managers or Lessors of Premises
Form CG 20 11 or a substitute endorsement providing equivalent coverage.
2. Liquor Leqal Liability itrsurarrce witlr the sarrre linrits as ttre Cornnrercial General
Liability coverage.
3. Prooerty insurance shall be carried by te Lessee to cover any and all property on the
Leased premises.
B. Minimum Amounts of lnsurance
Lessee shall maintain the following insurance limits
1. Commercial General Liability insurance shall be written with limits no less than
$2,000,000 each occurrence, $3,000,000 general aggregate.
C. Other lnsurance Provisions
The insurance policies are to contain, or be endorsed to contain, the following provisions for Commercial
General Liability insurance:
1. The Lessee's insurance coverage shall be primary insurance as respect the City.
Any lnsurance, self-insurance, or insurance pool coverage maintained by the City
shall be excess of the Lessee's insurance and shall not contribute with it.
2. The Lessee's insurance shall be endorsed to state that coverage shall not be cancelled
by either party, except after
thirty (30) days prior written notice by certified mail, return receipt requested, has been
given to the City.
D. Acceptability of Insurers
Riverbend Restaurant Lease Page 138
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lnsurance is to be placed with insurers with a current A.M. Best rating of not less than A:Vll
E. Verification of Coverage
Lessee shall furnish the City with original certificates and a copy of the amendatory endorsements,
including but not necessarily limited to the additional insured endorsement, evidencing the insurance
requirements of the Lessee.
F. Waiver of Subrogation
Lessee and Landlord hereby release and discharge each other from all claims, losses and liabilities
arising from or caused by any hazard covered by property insurance on or in connection with the
premises or said building. This release shall apply only to the extent that such claim, loss or liability is
covered by insurance.
G. Landlord's Property lnsurance
Landlord shall purchase and maintain during the term of the lease all-risk property insurance covering the
Building for their full replacement value without any coinsurance provisions.
Riverbend Restaurant Lease Page 139
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EXHIBIT E
ANNUAL RENT INCREASE SCHEDULE
Rent Formula = Monthly Base Rent + 12.84o/o Leasehold Tax = Total Monthly Base Rent
ln addition to total base monthly rent, Tenant will submit reinbursement for identified portion of utility consumption (per 6.0)
Minimum of 3.0% CPI lnflation/Growth each year based on Commencement Date.
FrRST TEN YEAR TERM (2019-2028)
Year 1 $3,000 12.84%
Year 2 $3,090 12.84o/o
Year 3 $3,183 12.84%
Year 4 $3,278 12.84%
Year 5 $3,377 12.84%
Year 6 $3,478 12.84%
Year 7 $3,582 12.84%
Year 8 $3,690 12.84Yo
Year 9 $3,800 12.84%
Year 10 $3,914 12.84o/o
ANNUAL BASE RENT
$36,000
$37,080
$38,1 92
$39,338
$40,518
$41,734
$42,986
$44,275
$45,604
$46,972
MONTH ANNUAL
$3,385
$3,487
$3,s91
$3,699
$3,810
$3,924
$4,042
$4,1 63
$4,288
$4,417
Prior Year
Prior Year
Prior Year
Prior Year
Prior Year
Prior Year
Prior Year
Prior Year
Prior Year
Prior Year
$1,080
$1,112
$1,146
$1,180
$1,216
$1,252
$1,290
$1,32B
$1,368
$ lncrease from
$ lncrease from
$ lncrease from
$ lncrease from
$ lncrease from
$ lncrease from
$ lncrease from
$ lncrease from
$ lncrease from
$ lncrease from
$eo
$s3
$95
$98
$1 01
$1 04
$1 07
$111
$1 14
F|RST s-YEAR OPTTON TO EXTEND (2029-2033) ANNUAL BASE RENT
Note: Base rent subject to change beyond 3% minimum (max of 6%) - due to market demand/value.
Year 11 $4,032 12.84o/o $4,549 $48,381
Year 12 $4,153 12.84% $4,680 $49,832
Year 13 $4,277 12.84o/o $4,826 $51 ,327
Year 14 $4,406 12.84Yo $4,971 $52,867
Year 15 $4,538 12.B4Yo $5,120 $54,453
MONTH ANNUAL
$ lncrease from Prior Year
$ Increase from Prior Year
$ lncrease from Prior Year
$ lncrease from Prior Year
$ lncrease from Prior Year
$117
$121
$1 25
$1 28
$1 32
$t
$t
$t
$t
$t
409
451
495
540
586
sEcoND s-YEAR OPTTON TO EXTEND (2034-2038) ANNUAL BASE RENT
Note: Base rent subject to change beyond 3% minimum (max of 10%) - due to market demand/value.
Year 16 $4,674 12.84Yo $5,274 $56,087 $ lncrease from Prior Year
Year 17 $4,814 12.84% $5,432 $57,769 $ lncrease from Prior Year
Year 18 $4,959 12.84Yo $5,595 $59,503 $ lncrease from Prior Year
Year 19 $5,107 12.84% $5,763 $61 ,288 $ lncrease from Prior Year
Year 20 $5,261 12.84% $5,936 $63,126 $ lncrease from Prior Year
THIRD s-YEAR OPTTON TO EXTEND (2039-2043) ANNUAL BASE RENT
Note: Base rent subject to change beyond 3% minimum (max of '13%) - due to market demand/value.
Year 21 $5,418 12.84% $6,114 $65,020 $ lncrease from Prior Year
Year 22 $5,581 12.84% $6,297 $66,971 $ lncrease from Prior Year
Year 23 $5,748 12.84% $6,486 $68,980 $ lncrease from Prior Year
Year 24 $5,921 12.84% $6,68.1 $71,049 $ lncrease from Prior Year
Year 25 $6,098 12.84% $6,881 $73,181 $ lncrease from Prior Year
MONTH ANNUAL
$1 36 634
683
733
785
839
40
44
49
53
63
67
72
78
$1
$1
$1
$1
$1
$1
$t
$1
MONTH ANNUAL
$1 58
$t
$1
$1
$t
$t
$1,894
$1,951
$2,009
$2,069
$2,1 31
Riverbend Restaurant Lease Page 140
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-
ACORD\---
HALFLIO.O2
CERTIFICATE OF LIABILITY INSURANCE DATE (MWDO/YYYY)
TH]S CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO R]GHTS UPON THE CERT]FICATE HOLDER. THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BYTHEPOLICIES
BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTTTUTE A CONTRACT BETWEEN THE ISSU|NG TNSURER(S), AUTHORTZED
REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.
IMPORTANT: ll tho certillcate holder is an ADDITIONAL INSURED, the policy(lee) must have ADDITIONAL INSURED provisions or be endoroed,
oedalnI' SUBROGATION 1S WAIVED,to lhe t6rms and conditions of the
rhis certllioate doea nol confer to the ceillflcate holder in lieu ol such
may requlre an endorsement. A gtatement on
INSURERISI AFFORDING COVENAGE NAr(:t
PRODUCER
Basin Pacitlc lnsurance & Benelite
11120 Gravellv Lake Dr SW STE 1
Lakewood, wA 98499
1476119eu6EB1';filglg9l*ol*!1r_u11r-c,lawlnsg1g4Ae_CgqpCnJ,,_
IN9URER B:
INSlIRFR C
INSIJRER D:
Half Lion Publlc House LLG
20'19 MeekerStreet
Kent, WA 98092
INSUREO
INSURER F:
INSURER E:
INSRtTe TYPE OF INSURANOE - POLICYNUIIBCR POLICY EFF LIMITS
THIS TO THACERTIFY THET HAVEBELOWOF ISSUEDBEEN THETO NAMEDINSURED ABOVE THEFOR POLICY PERIODTED.INDICA NOTWTHSTANDING CONDITIONANY OF CONTRACTANY OTHEROR WTHDOCUMENT RESPECT TO THIWHICH s
CERTIFICA MAYTE ISSUEDBE OR Y THEMA BYAFFORDED POLICIESTHE HEREINDESCRIBED sts TOUBJECT THEALL TE RMS,EXCLUSI oNs coNotTtoNsAND OF BEENHAVE BYREDUCED cl-AtMsPAIO
-EAgH,q.qQU-88E.\Aq __*
DAIMAGE TO RENTEDNtrililqtrc /E- ^^^,,.ra^^^\
MtrD FYP /Anv ^nA hArsh\
PtrRSONAI * ANV IN-il IPY
GtrNtrRAI AGCPtrGATtr
2,000,000,$ -_
4,000,000s
A COMMERCIAL GENERAL LIABILITY
XCLAIMS.MADE OCCUR
POUCY
X
APPUES PER
ili,-o"
X
X BOP001847f zr'lSnOlS a19nO20
Il&qDu.clg : Qq!! Pro P 4q q
Liquor Liabilly s
.$. ,,.,2,000,000
2,000,fi!0
RODII Y lN.ltlRY ltror nanonl
Fl0DllY lN.ll IRY ,Ppr...idaht\
FROPERTY DAMAGE
..$
s
AUTOMOBILE LIABILITY
ANY AUTO
OWl{ED
AUTOSONLY
HIRED
AUTOS ONI Y
SCHEDULED
AUTOS
$
UMBFELLA LIAB
EXCESS LIAg
OCCUR
CLAIMSMAIJE
DED REIENTION $
-EAqIQ9AUEREJ-,j98 .-- . -
,49_G-BH9ALE., -
$
$
$
WORKEFS COMPENSATION
AND EMPLOYERS' LIABILITY
ANY PROPRIETOR/PARTNERYEXECUTIVE
OFRCER,|MEMBER EXCLUDED?(Manddory ln NH)
lf yes, describe under
OESCRIPTION OF OPERAIIONS below
Y/N.U N/A
I
s
OESCRIPTffcI'l oF oPERATIONS/ LocAYloNg/. VEHICLES {ACORD _101, Addltlonal Re.nstks €ohdutq, rnoy ba.nfFhid ll more space to r€qutr6d)city ot Kent is underetood to be addltional lnruied wlth rbepea m tne pottcy. F-i;iftitlitii-t;iriii-.- - --- - -
SHOULO ANY OF THE ABOVE DESCFIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION OATE THEREOF, NOTICE WILL BE DELIVERED IN
ACCORDANCE WITH THE POLICY PROVISIONS.City of Kent
220 4th Avo S
Kent, WA 98032
*,*a';****zw
AUIHORZED REPRESENTATIVE
@ 1988-2015 ACORD CORPORATTON, Ail rights reserved.
The ACOFD name and logo are registered marks ot ACORD
ACORD 25 (2016n3)
8.b
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8.b
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This endorsement rnodifies insurance provided underthe following
BUSINESSOWNERS COVERAGE FORM
Section ll- Liability is amended as follows:
A. The following is added to'Paragraph C. Who ls An
lnsured:
3. Any person(s) or organization(s) for whom you
are performing operations is also an additional
insured, if you and such person(s) or
organization(s) have agreed in writing in a
conlract or agreement that such person(s) or
organizalion(s) be included ,as an additional
insured on yout policy. Such person(s) or
organization(s) is an additional insured onlywith respbct to liability for "bodily injury",
"property damage!' or "personal and advertising
injury" caused, in whole or in part, by;
a. Your acts or omissions; or
b. The acts or omissions of those acting on
your behalf;
in the performance of your ongoing operations
for the additional insured.
However, the insurance afforded to such
additional insured:
a. Only applies to the extent perrnitteiJ by law;
and
b. Will not be broader than that which you are,
required by the contract or agreement to
provide for such additional insured.
A person's or organization's status as an
additional insured under this endorsement
ends on the earlier of the date:
a. When your operations for that insured are
completed; or
b. The contract or agreement you have
entered into with the additional insured is
terminated.
BUSINESSOWNERS
BP 04 51 07 '13
B, With respect to the insurance afforded to these
additional insureds, the following additional
exclusion applies:
This insurance does not apply to "bodily injury,' or
"property darnage" occurring after:
1. All work, including materials, parts or
equipment furnished in connection with such
work, on the project (other than service,
maintenance or repairs) to be performed by or
on behalf of the additional insured(s) at the
location of the covered operations has been
completed; or
2. That portion of "your work" out of which the
injury or damage arises has been put to its
intended use by any person or organization
other than another contractor or subconlractor
engaged in performing operations for a
principal as a part of the same project.
C. With respect to the insurance afforded to these
additional insureds, the following is added to
Paragraph o. Liabitity And,Med'ical Expenses
Limits Of lnsurance: :
The most we will pay on behalf of the adclitional
insured is lhe amounl of,insurance:
1. Required by the contracl or agteement you
, have entered into with the additional insurecl;
or
2. Available under the applicable Limits Of
lnsurance shown in the,Declarations;
whichever is less.
This endorsement shall not increase the
applicable Limits Of lnsurance shown in the
Declarations.
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
ADDITIONAL INSURED - OWNERS, LESSEES OR
CONTRACTORS - WITH ADDITIONAL INSURED
REQUIREMENT IN CONSTRUGTION CONTRACT
BP 04 61 07 13 @ lnsurance Services Office, lnc.,2O1Z Page 1 of 1
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PARKS AND HUMAN SERVICES COMMITTEE
Julie Parascondola, CPRE
220 Fourth Ave S
Kent, WA 98032
253-856-5100
DATE: April 18, 2019
TO: Parks and Human Services Committee
SUBJECT: Director’s Report – Information Only
SUMMARY: Julie Parascondola, Director of the Parks, Recreation and Community
Services Department, will inform the committee of noteworthy information and
upcoming events.
9
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