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Agreements/Contracts - Renew
GRANT COUNTY COMMISSIONERS AGENDA MEETING REQUEST FORM (Must be submitted to the Clerk of the Board by 12:00pm on Thursday) REQUESTING DEPARTMENT: Renew REQUEST suBMiT-rEo sY: Linze Greenwalt CONTACT PERSON ATTENDING ROUNDTABLE: Linze Greenwalt CONFIDENTIAL INFORMATION: ❑YES ©NO DATE: 7.15.25 PHONE: X54'70 ,TYPE(S) OF DOCUMENTS SUBMITTED: (CHECK ALL THAT APPLY) ®Agreement / Contract ❑AP Vouchers ❑Appointment / Reappointment DARPA Related ❑ Bids / RFPs / Quotes Award ❑ Bid Opening Scheduled ❑ Boards / Committees ❑ Budget ❑Computer Related ❑County Code ❑Emergency Purchase ❑Employee Rel. ❑ Facilities Related ❑ Financial ❑ Funds []Hearing ❑ Invoices / Purchase Orders ❑ Grants — Fed/State/County Ell -eases ❑ MOA / MOU El Minutes ❑Ordinances ❑Out of State Travel El Petty Cash ❑ Policies ❑ Proclamations ❑ Request for Purchase ❑ Resolution ❑ Recommendation ❑ Professional Serv/Consultant ❑Support Letter ❑Surplus Req. ❑Tax Levies ❑Thank You's ❑Tax Title Property ❑WSLCB SUGGESTED WORDING FOR AGENDA: Who, What,.Whdn, Why,, 7crim, cost; etc Commercial Lease between Moberg Investment Properties, LLC and Grant County dba Renew for property at 1441 East Yonezawa, Moses Lake. Effective January 1, 2026 through January 31, 2031. If necessary, was this document reviewed by accounting? ❑ YES ❑ NO ® N/A If necessary, was this document reviewed by legal? © YES ❑ NO ❑ N/A a, eAvLa4_ i DATE OF ACTION:DEFERRED OR CONTINUED TO: APPROVE: DENIED ABSTAIN D1: D2: y D3: 4/23/24 WITHDRAWN: RECEIVED JUL 15 2025 GRANT COUNTY COMMISSIONERS COMMERCIAL LEASE: THIS COMMERCIAL LEASE (this "Lease"), dated June 17, 2025 is made between Moberg Investment Properties, LLC. ("Landlord") and Grant County DBA Renew ("Tenant"). IT IS AGREED: 1. BASIC PROVISIONS AND DEFINITIONS The following terms, whenever used in this Lease, with the first letter of each word capitalized, will have the meanings set forth in this Section, and only such meanings, unless expressly contradicted, limited, or expanded in this Lease: 1.1 Premises: Certain space containing approximately 7,200 square feet known as Suite 2 and 3. 1.2. Building: 1441 East Yonezawa, Moses Lake, WA 98837 1.3 W flp 1.6 1.7 Premises Sauare Footaae & Tenant's Proportionate Share: Approximately 15,000 Square Feet Tenant's Proportionate Share of the entire net leasable space is approximately 49%. Date of Execution: The date of above written, which is the date of full execution hereof. Commencement Date (Section 4): January 1st, 2026 Initial Term (Section 3)1: Initial Term End Date (Section U 1.8 Extended Terms (Section 3): 1.9 Minimum Rent for Initial Term (Section 7): 1.10 Rent Payment: 1.11 Deposits (Section.§): Five years with a five year option to extend January 31st, 2031 None $147400 Monthly, on the first calendar day of each month. Rent Deposit $-0- Security Deposit $141400 1 1.12 Landlord's Notice and Payment Address (Section Notice and Payment: Moberg Investment Properties, LLC Attn: Corbin Moberg 1800 South Clover Drive Moses Lake, WA 98837 1.13 Tenant's Billing and Notice Address (Section Renew 840 E Plum Moses Lake, WA 98837 765-9239 1.14 PERMITED USES UNDER LEASE: (Section 5): Renew 1.15 Riders & Exhibits to the Lease (Section 24 Rider Numbered: 1 2. PREMISES Landlord hereby leases to Tenant and Tenant hereby leases from Landlord, upon the terms and conditions set forth inthis Lease. The Premises are a part of the building which is situated at the Building Address as set out in Sections 1.1and- 1.2. 3. TERM Tenant leases from Landlord the Premises for elease term which includes the Initial Term of this Lease listed in Section 1.8and the Extended Terms listed inSection 1.8(the "Lease Term").The Initial Term will begin on the Commencement Date and end atmidnight onthe|nitia|TenmEndUateun|eosouonertarminabedaoprovidede|aevvhenein[hkaLeose.Tha Tenant will notify Landlord six months before expiration ofterm if they wish to exercise the five year option. 4POSSESSION - 4.1 Possession.. Except asprovided elsewhere inthis Lease, Tenant will beentitled to possession of the Premises on the Commencement Date. 4.1 Delay of Possession. |fLandlord, for any reason, cannot deliver possession of the Premises to Tenant upon the Commencement Date, this Lease shall not be void orvoidable, nor shall Landlord be liable to Tenant for any loss ordamage resulting from the delay, but there shall be o rent abatement covering the period between the Commencement Date and the time the Landlord delivers possession to Tenant, and all of the terms and conditions of this Lease shall remain in full force and effect. |fLandlord does not deliver possession of the Premises to Tenant within sixty (60days after Commencement Date (the "Delivery Pehod")'Tenant may, st its option, (a)cancel this Lease bvwritten notice delivered tu Landlord within the ban (10) day period immediately succeeding the final day of the Delivery Period, or (b) nsoek/e e credit oftwo-days Minimum Rent for every one -day past the Delivery Period. 4.3 Early Possession. Landlord and Tenant may agree to Tenant's occupancy of the Premises prior to the Commencement Date. If Tenant occupies the Premises prior to the Commencement Date, the occupancy will be subject to all provisions of this Lease, the occupancy shall not advance the termination date and Tenant shall pay rent throughout the period ofearly occupancy aoset forth inSections 6and 8ofthis Lease. 4.4 Surrender of Premises. At the expiration or sooner termination of this Lease, Tenant shall return the Premises to Landlord in the same condition in which received or, if altered by Landlord or by Tenant with Landlord's consent, then the Premises may be returned in such altered condition. Broom clean, reasonable wear and tear excepted. Tenant shall remove all personal property, trade fixtures, appliances and equipment ("Fixtures"). Where such narnovo| will require structural changes to the Premises, Landlord will have the option to have same removed at Tenant's expense and under Landlord's supervision. Tenant shall also remove any and all alterations which Landlord designates to be removed pursuant to Section 10.4 below, and shall remove any and all to the condition they were in prior to the installation or construction of said alterations. If Tenant has failed to fully pay all amounts due under this |oase. Landlord may, at Landlord's option' designate any or all Fixtures paid for by Tenant and installed on the Premises as Landlord's payment in full or in pert of any such unpaid amounts, and Tenant shall provide Landlord with a Bill of Sale correctly evidencing the transfer of ownership. If Tenant fails to remove any fixture, at Landlord's option, Tenant shall agree to designate and permit Landlord to remove the same atTenant's expense. Tenant shall return all keys to the Landlord within twelve (12) hours following termination ofthisLoaae. Tenant's obligation toperform this covenant shall survive the expiration ortermination ofthis Lease. Landlord may place and maintain "For Lease" signs in conspicuous places on the Premises for sixty(6O)days prior tothe expiration or early termination of this |eeoe, and naoen/eo the right to enter any part of the Premises during the same sixty (80) day period toshow the Premises toprospective tenants. 5. USE 5~1 Use. Tenant covenants that at all times during the Lease Term and such other time as Tenant occupies the Premises, Tenant shall use the Premises for the Permitted Uses and for no other purposes without the prior written consent of Landlord, as set out in Section 1.14. 5.2 Uses Prohibited. Tenant ohoU not do or permit anything to be done in orabout the Premises or bring or keep anything therein which will in any way increase or affect the existing rate of any fire or other insurance policy upon the Premises or the Building, or cause a cancellation of any such insurance policy covering said Premises, nor which will in any 3 way obstruct or interfere with the right of other tenants or occupants of the Building or injure or annoy them, nor shall the Tenant use or allow the Premises to be used for any improper, immoral, unlawful, objectionable or offensive purposes, nor shall Tenant cause, maintain or suffer or permit any nuisance in, on or about the Premises. Tenant shall not commit or allow to be committed any waste in or upon the Premises and shall refrain from using or permitting the use of the Premises or any portion thereof as living quarters or for lodging purposes. Tenant shall not do or permit anything to be done in or about the Premises, nor bring or keep anything thereon that is or will constitute or create a hazardous waste or substance or violate any environmental law. Tenant will indemnify and hold the Landlord harmless from any and all damages related to the Tenant's introduction to, or creation of, hazardous waste on the Premises. Landlord represents and warrants to Tenant that, to Landlord's knowledge, the Building, including the Premises, complies with and Landlord is not in violation of any environmental laws. Landlord agrees to indemnify, defend and hold Tenant harmless from and against any and all costs and expenses (including reasonable attorneys' fees), fines, suits, claims, actions, damages and liabilities asserted against or sustained by Tenant arising out of Landlord's violation of any environmental laws. 5.3 Building Codes and Zoning. Tenant accepts the Premises "as is", subject to any latent defects and all applicable statutes, ordinances, rules and regulations governing Tenant's use of the Premises. Except as provided in Section 5.4 below, any and all expenses required to comply with all applicable statutes, ordinances, rules, regulations and requirements in effect during the Lease Term or part thereof regulating Tenant's use of the Premises will be borne exclusively by Tenant. Tenant agrees to comply with all such statutes, ordinances, rules and regulations throughout the Lease Term. 5.4 Condition of Premises. Landlord shall deliver and maintain the Building and the Premises in compliance with all applicable state and local building codes and laws, including, but not limited to the Americans With Disabilities Act, and all environmental laws and regulations. In addition, the Landlord shall deliver and maintain the following in accordance with Building standards and specifications: (a) mechanical, electrical and plumbing systems, (b) floor loading and structural, components, (c) heating, ventilating and air conditioning, (d) window treatment, signs, graphics or other quality appearance or aesthetic considerations, and (e) fire and life safety systems. On or before the Commencement Date, Tenant agrees to inspect the Premises. Based upon that inspection, Tenant shall accept the Premises "as is", subject to any latent defects, and in the absence of any material change in its condition prior to the Commencement Date or the date the Tenant takes possession of the Premises, whichever is earlier. Tenant acknowledges that neither Landlord nor Landlord's agent has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Tenant's business. 6. COMMON AREAS 6.1 Areas. Landlord shall make available such areas and facilities for the common use of all tenants of the Building (including but not limited to parking areas, driveways, truck ways, delivery passages, truck -loading area, access and egress roads, walkways, and landscaped and planted areas) as Landlord shall reasonably deem appropriate ("Common Areas"). Landlord may, from time to time, change the size, location, nature and use of any Common Area, and make installations therein and move and remove the same, provided that Tenant's access to the Premises is not materially altered. 6.2 Rights. Tenant and its employees, agents and invitees shall have the non-exclusive right (in common with other tenants of the Building and Landlord) to use the Common Areas, subject to any Rules, as defined in Section 18. Landlord's Rules may include the designation of specific areas in which cars owned by Tenant, its employees and agents must be parked. During the Term, Landlord shall make available to Tenant a minimum of.29 parking spaces on the surface lot of the Property. Landlord may at any time temporarily close any Common Areas due to construction, maintenance, repair or changes to any part of the building or real property upon which the Building is located, with prior notice to Tenant. 7. MINIMUM RENT 7.1 Initial Term. During the Initial Term of this Lease, Tenant agrees to pay to Landlord at Landlord's Payment Address or such other place as designated, the Minimum Rent for the Initial Term of this Lease, in the manner described in Section 7.3. 7.2 Extended Terms. During the Extended Term or Terms, Tenant shall pay the Minimum Rent for the Extended Terms as set out in Section 1.8 and in the manner described in Section 7.3. 7.3 Rent Payment. The Minimum Rent for the Initial Term or any Extended Term shall bepaid on the first day of each calendar month of the Initial Term or any Extended Term or any period prior of subsequent thereto while Tenant isiD possession of the Premises. The Minimum Rent for any partial month shall beprorated. The Minimum Rent ieexclusive if any sales, franchise, business, occupation or other tax based on rents and should any such taxes apply during the term of this Lease, the Minimum Rent shall be increased by such amount. In the event additional rent is payable by the Tenant under this Lease, it ehe|| be paid in the manner and at the time set forth in the Riders attached hereto and by reference made opart ofthis Lease. 8. INTENTIONALLY OMITTED 9. OPERATING EXPENSES 9.1 Net Lease. The purpose of this Section 8is to ensure that, in addition to Minimum Rent, Tenant pays its Proportionate Share of all expenses relating to the use, maintenance, ownership, repair and insurance of the Premises, except costs specifically assumed by Landlord according toother terms of this Lease. 9~2 Direct Expense. The expenses listed >nSection 9.2("Direct are tobepaid bvTenant: 9.2.1 UtiNiffies. Tenant agrees to pay before delinquency and at its sole cost and expense, all charges for utilities supplied to the Premises including, without limitation, water, electricity,gas, steam, sewer, waste disposal and security throughout the full Lease Term. Landlord shall not be liable for the failure of any of these services for any reason whatsoever. If charges for any or all such utility services are charged for the Building as a whole, Tenant agrees to pay' upon demand, Tenant's Proportionate Share ofsuch charges. The Landlord and Tenant shall work together todetermine the share of charges tobapaid bvTenant. In the event that an agreement cannot be reached, the Landlord retains the right to make the final decision. 9.2.2.nsurance Procured by Tenant. Throughout the Lease Term and any other period(s) of occupancy of the Premises by Tenant, Tenant shall, at Tenant's expense, obtain and maintain the following insurance po|icieo, naming as additional insured, Moberg Investment Properties, LLC. e) Liability Insurance. A commercial general liability insurance policy providing coverage for bodily injury|iobi|itv' property damage liability and personal injury liability with minimum |in1Uo of not less than $500,000.00 Combined Single Limit per accident and $500,000.00 General Aggregate. Such insurance policies shall include Blanket Contractual Liability and Owners and Contractors Protective endorsements. Landlord may, inits commercially reasonable discretion, increase or decrease the required limit as it deems necessary based upon periodic insurance reviews. The insurance required by this Section shall be on an occurrence basis, and underwritten by an acceptable insurer licensed to dobusiness inthe State ofWashington. If Tenant is unable to obtain this insurance on an occurrence basis, it may be on a claims made basis provided that, in addition, Tenant, at Tenant's expense, obtains an owner's protective policy , 'issued in the name of Landlord only, which is in an occurrence basis for the limits required by this Section 9.2.2(a). This insurance shall be written as a primary policy not contributing with and not in excess of coverage, which Landlord may carry. Tenant shall Obtain the insurance required by Section 9.2.2 from companies reasonably acceptable to Landlord licensed to do business in the State of Washington. Before occupying the Pramioeo. Tenant shall deliver to Landlord, or Landlord's agent certificates evidencing the existence and amount ofsuch insurance. Not later than ten (10) days before expiration of these policies, the Tenant shall deliver to Landlord evidence that insurance required by Section Q.2.2has been continued. Tenant shall provide Landlord, its Agent or its Lender with thirty (30) days' prior written notice in the event Tenant receives notice of cancellation or reduction of coverage from its insurer. b) Accidents. All personal property onthe Premises shall beatthe risk ofLessee. Landlord orLandlord's agents shall not be liable for any damage' either to person or property, sustained by Lessee or others unless caused by the negligence orwillful misconduct ofLandlord orLandlord's agents and employees. 9~2.3 Personal Property Taxes. Tenant shall pay, before delinquency, any and all taxes levied or assessed and payable during the Lease Term upon all Tenant's aquiprnent, furniture, fixtures and any other personal property located on the Premises. If any of the same are assessed or taxed with the building or real property upon which the Building is located, Tenant shall pay Landlord the amount of such taxes within 45 days after receipt of written statement setting forth the amount of such taxes that Landlord has determined to be attributable to Tenant's personal property. 9.3 Additional Rent. N/A . 9.4 Interruption of Services. Notwithstanding anything in this Lease to the contrary, should there be an interruption in any essential services to the Premises (including, without |imitation, electrical services, heating, ventilation, or air conditioning, water, sewer, or telecommunications) and such interruption continues for a period of two (2) consecutive business days, Tenant shall be entitled to an abatement of all Minimum Rent payable under this Lease for the entire period that such services are not provided to the extent that such interruption interferes with the nonne| conduct of Tenant's business in the Premises. Should such interruption continue for a period of ninety(9O)consecutive calendar days, Tenant shall have the option to cancel and terminate this Lease on ten (10) days' notice to Landlord 9.5 Insurance Procured by Landlord. Landlord shall purchase and keep in force fire, special form " all risk' insurance covering the Building in an amount equal to full replacement value. Landlord may maintain "Loss of Rents" inoonsnoe' insuring the Minimum Rent will be paid in @ timely manner to Landlord for a period of at least twelve (12) months if the Premises. the Bui|ding, or any portion thereof are destroyed or rendered unusable or inaccessible by any cause insured against under the Lease. 10. MAINTENANCE, REPAIRS AND ALTERATIONS 10.1 Landlord's Obligations. Landlord shall maintain and repair the foundations, exterior wall structure, roof structure and roof waterproofing of the Building. Landlord shall be required to pay for repairs to HVAC system aadeemed necessary to keep system in good working order. Except as otherwise required by Section 13 reyenj|nQ aubrogation, if any of this maintenance and/or repair is required in whole or in part because of the negligence ofthe Tenant, its agent orinvitees, Tenant shall pay 10Landlord the actual and reasonable cost of the repairs incurred by Landlord and only to the extent such repair was required because ofTenant's negligence. 10'2 Tenant's Obligations. Tenant shall, etTenant's sole cost and expense, keep in good condition and repair all interior surfaces of the Premises (reasonable wear and tear' and damage by fire' the n|omenho' oaaua|b/' or acts of god excepted) not required to be maintained by Landlord under Section 10.1 and Section 5.4' including, without limitation, the maintenance, repair and replacement of any storefront' all interior walls or partitions and interior portions ofexterior wall, ceilings and floors, doors' exterior and interior glass and window frame and casements and all utility systems within the Premises including p|umbing, electricity and upkeep of programmable thermostat. Tenant aha||` at his own cost and expense, keep all drainage pipes free and open and will protect water heater and other pipes so that they will not become clogged, and will repair all leaks and repair all damage caused by leaks or reaction to Tenant's failure to protect and keep free and open all of the pipes and plumbing in the Premises. Tenant oho||' upon expiration or sooner termination of this Lease, surrender the Premises to Landlord in good and clean condition, ordinary wear excepted. Any damage toadjacent premises caused byTenant's use Ofthe Premises shall berepaired atthe sole cost and expense of Tenant. 10'3 Government Repairs. INTENTIONALLY OMITTED. 10~4 Alterations and Additions. Tenant shall not make or permit any alteration, addition or improvement to the Premises without the prior written consent of Landlord, which consent shall not be unreasonably withheld. Tenant shall pay any and all actual and reasonable costs incurred by Landlord in reviewing and evaluating any request for the consent required by this Section. Any alteration, addition or improvement consented to by Landlord ahe|> be made in a good workmanlike manner atTenant's sole cost and expense and shall comply with all applicable laws, codes, ordinances, rules and regulations. All a|tonstiono, additions or improvements (including but not limited to light fixtures, vva|| and window covering, paneling and built-in cabinet work, but excluding movable furniture and trade fixtures) shall otonce become apart of the Premises belonging to the Landlord and shall be surrendered with the Premises at the expiration of this Lease, unless Landlord demands their removal asset forth below. Upon expiration orsooner termination ofthe Lease term, Tenant shall, at Tenant's sole cost and expense, with all due diligence, remove any alterations, additions or improvements made by Tenant and designated by Landlord to be removed; provided Landlord gave Tenant advance written notice contemporaneously with Landlord's consent to such alteration, addition or improvement. Tenant shall, st its sole cost and expenee, repair any damage to the Premises caused by such removal. |fTenant fails to remove any such a|tenationa, additions orimprovements, Landlord may dothe same edTenant's expense. Anything in this Lease to the contrary notwithstanding, Tenant has the right to make Minor Alterations (as hereinafter defined) to the Premises without Landlord's consent." Minor Alterations" means minor alterations, additions or improvements in the Premises which (1) are not structural in nature. (2) do not materially and adversely affect any of the main Building oyabsmo' and (3) are not visible from outside the Premises; provided' however, that any painting, vve|| covering installation, rel carpeting installation and removal of cabling and lighting fixtures will not be deemed visible from outside of the Premises for the purposes of this paragraph. 11. LIENS 11.1 Liens. Tenant shall keep the Premises free from any liens arising out of any work performed, materials furnished or obligations incurred by Tenant, and agrees to hold Landlord harmless from the same. 11.2 Encumbrances. The Tenant shall not cause or suffer to be placed, filed or recorded against the title to the. Premises, the Building, or any part thereof, any mortgage, deed of trust, security agreement, financing statement or other encumbrances. Further, in no event shall the Tenant lien or mortgage any leasehold improvements, alterations, additions or improvements thereto, except trade fixtures, appliances and equipment which are owned by Tenant and which are not, and which do not become a part of the Premises. The form of any such mortgage, deed, or trust or other security agreement of financing statement which includes a legal description of the Premises or the Building shall be subject to Landlord's prior written approval, which approval shall be subject to such conditions as the Landlord may deem appropriate. 12. HOLD HARMLESS Tenant agrees to indemnify and hold Landlord and its agents harmless from any and all claims to the extent directly arising from Tenant's use of the Premises, from the conduct of Tenant's business, or from any activity, work or things done or permitted to be done by Tenant on the Premises or elsewhere. Tenant further agrees to indemnify and hold Landlord and its agents harmless from any and all claims to the extent directly arising from, in connection with, or related to any default by Tenant in the performance of its obligations under this Lease, or any act, omission or neglect of Tenant, its agents or invitees. Tenant further agrees to indemnify and hold Landlord and its agents harmless from all actual and reasonable costs (including but not limited to attorney's fees) incurred by Landlord in connection with its defense against any claim made against the Landlord as to which Tenant is required to indemnify Landlord pursuant to this Section. Tenant shall give prompt notice to Landlord of any casualty or accident in the Premises. Landlord shall defend, protect, indemnify and hold harmless Tenant and Tenant's agents against and from any and all Losses arising from: (1) from any activity done, permitted or suffered by Landlord or Landlord's agents in or about the Premises or the Building and (2) any act, neglect, fault, willful misconduct or omission of Landlord or Landlord's agents, or from any breach or default in the terms of this Lease by Landlord or Landlord's agents, and (3) any action or proceeding brought on account of any matter in items (1) or (2). If any action or proceeding is brought against Tenant by reason of any such claim, upon notice from Tenant, Landlord shall defend the same at Landlord's expense by counsel reasonable satisfactory to Tenant. The provisions of this Paragraph 12 shall survive the termination of this Lease. The foregoing indemnity shall not relieve any insurance carrier of its obligations under any policies required to be carried by either party pursuant to this Lease, to the extent that such policies cover the peril or occurrence that results in the claim that is subject to the foregoing indemnity. 13. SUBROGATION .Neither Landlord nor Tenant shall be liable to the other or to any insurance company (by way of subrogation or otherwise) insuring the other party for any loss or damage to any building, structure or other tangible property, or any resulting loss of income, or losses under worker's compensation laws and benefits, even though such loss or damage might have been occasioned by the negligence of such party, its agents or employees if any such loss or damage is covered by insurance benefiting the party suffering such loss or damage or was required to be covered by insurance pursuant to this Lease. 14. RECONSTRUCTION 14.1 Effect of Insured Loss. Except as provided below, if the Premises are damaged by fire or other cause, Landlord agrees to repair the same within one hundred eighty (180) days from the date of the casualty, and this Lease shall remain in full force and effect. 14.2 Landlord's Options. In the event the Building or the Premises are destroyed or damaged by fire, earthquake or other casualty in whole or in a substantial part thereof, it shall be optional with the Landlord to rebuild or repair the same within one hundred eighty (180) days from of the ; after the ingofany such 'the Tenant shall give Landlord orLand��agent immediate notice thereof. Landlord shall have not more than sixty (6O)days after date of such notification, to notify the Tenant in writing of Landlord's intentions to rebuild or repair said Premises, or the part so damages as aforesaid, and if Landlord elects to rebuild or repair said- Premises, Landlord aheU prosecute the work of such rebuilding or repairing without unnecessary delay and no later than one hundred eighty (180) days from the date of the casualty, and during such period the Minimum Rent and Tenant's Proportionate Share of said Premises shall be abated in the same ratio that that portion of the Premises rendered for the time being inaccessible or unfit for occupancy shall bear tothe whole ofthe Premises. If the Landlord shall fail to give the notice aforesaid, Tenant shall have the right to declare this Lease terminated by written notice served Upon the Landlord or Landlord's agent. In the event Landlord fails bJ complete restoration of the Building or Premises in substantially the same condition within one hundred and eighty (180) days from the date of the naouo|tv' this Lease may be terminated effective aoofthe date ofsuch damage or destruction upon written notice from either party to the other given not more than ten (10) days following expiration of the one hundred and eighty (180) day period. 14.3 Tenant's Repair Obligations. Landlord shall not be required torepair or replace any leasehold improvements, fixtures or other personal property of Tenant, all of which shall be repaired or replaced promptly by Tenant. is. EMINENT DOMAIN 15.1 Total or Partial Taking.|fany portion of the Premises is taken or appropriated by any public orqblic authority under the power of eminent domain, or is purchased by the condemner inlieu of condemnation proceedings,either party shall have the right to terminate this Lease upon thirty (30days' written notice given to the other party within sixty (60days after the date that possession is surrendered to the condemner. If neither party elects to terminate, the Minimum rent and any Additional Rent thereafter to be paid shall be equitably reduced. If any part of the Building other than the Premises is so taken or appropriated, or is purchased by the condemned in lieu thereof, Landlord shall have the right sdits option to terminate this Lease upon thirty (30) days'written notice to Tenant given within sixty(60)days after the date that possession is surrendered to the condemner. 15.2 Damages.Landlord reserves all rights to the entire damage award or payment for any taking eminent domain and Tenant shall make noclaim whatsoever against Landlord for damages for termination of its leasehold interest inthe Premises orfor interference with its business. Tenant hereby grants and assigns toLand|ordany rightTenen[nloynow have or hereafter acquire to donlegea related to any taking by eminent domain and agrees to execute and deliver such further instruments of assignment thereof as Landlord may from time to time request. Tenant shall, however, have the right to claim from the condemning authority all compensation that may be recoverable by Tenant on account of any loss incurred byTenant inremoving Tenant's merchandise, furniture, trade fixtures and equipment orfor damage toTenant's business provided, however, that Tenant may claim such damages only if they are awarded separately in the eminent domain proceeding and not eopart ofLandlord damages. 16. ASSIGNMENT AND SUBLETTING 16.1 Restriction. Except as provided inSection 18.3'Tenant shall not, without prior written consent of Landlord: a) Voluntarily, involuntarily Cr by operation of law, assign, transfer, mortgage, pledge, hypothecate Cr otherwise encumber this Lease, or any interest in it, or any right of privilege appUrtenant'to it; b) Sublet all orany part ofthe Premises; or C) Allow any other person, except the agents, Affiliates and invitees of Tenant, to occupy or use any portion of the Premises. Landlord's consent shall not be unreasonably withheld, condition or delayed.Landlord shall respond to Tenant's request for assignment nolater than 20-days following the date of Tenant's written request. Any assignment, transfer, encumbrance, subletting or use without Landlord's consent shall be void and shall, at the option of Landlord, constitute a material default under this Lease. An assignmentor sublease consented to by Landlord shall not be binding upon Landlord unless the assignee or subtenant delivers to Landlord: a) An originalezecuted assignmentoraubleeme'emd b) An instrument containing said assignee's or sublessee's assumption of all of the obligations of the Tenant under this Lease, inform and substance satisfactory to Landlord. The assignee's or sublessee's failure to execute such acovenant shall not waive, release ordischarge the assignee or sublessee from its liability for the performance of the Tenant's obligations under this Lease. Regardless of Landlord's consent, nosubletting oraooignnnentahaUre|aaaeTenantofTenant'aob|' aUonooralterthephmary|iabi|itvofTenontto pay rent and toperform all the obligations ofthe Tenant under this Lease. 16.2 Costs. Tenant shall reimburse Landlord. for all actual and reasonable attorney's fees and other costs incurred by Landlord in connection with the review of and preparation of documents incident to any request by Tenant for Landlord's consent, which shall not exceed Five Hundred Dollars ($5OO). Each request for Landlord's consent shall beaccompanied by a deposit in the amount of Two Hundred Dollars ($200) to be applied to such costs. Landlord shall return toTenant any unused balance ofthe deposit. . 16.3 Permitted Transfers. Notwithstanding anything tothe con�oryset fo�hherein, Tenant ahoUhave the hght'vvithout obtaining Landlord's consent, to: (e) assign this Lease or sublet all or any port of the Premises to (i) any person or entity which, directly or indirectly, controls, is controlled by, or is Under common control with, Tenant (an "AffiUiate"' (ii) to a successor of Tenant or an Affiliate (by merger, reorganization, consolidation, or transfer of all or substantially all of Tenant's (or such Affiliate's) assets, partnership or other equity interests) (b) assign this Lease or sublet all or any part of the Premises. to any operating division, group' department` or group of individuals of Tenant or an Affiliate (collectively and "Operating Unit") which has mseeed to be an Affiliate as e result of a spin-off from Tenant or otherwise (regardless of whether such assignment or sublet is to o new entity formed by such Operating Unit, or to an existing entity of which the Operating Unit becomes a part); or (o) transfer any interest in Tenant including, without limitation, e majority or controlling interest in Tenant. Tenant shall also have the right to enter into desk -sharing licenses with entities with which it has a business relationship without the consent of Landlord. For purposes hereof, control (and variations thereof) shall mean the ownership of not less than fifty percent (5096) of the equity or other ownership interests of the entity in question or the power to direct or control the management ofthe entity in question. Any of the foregoing transfers are referred to herein as a"Permittad Transfer." Tenant shall: not be released from liability under the Lease as a result of a Permitted Trnasfer except if the Permitted Transfer involves an assignment of the Lease to a party with similar or greater financial strength to that of other Building tenant's leasing premises ofcomparable size. 16.4 Judicially Imposed Assignment. If the non -assignment provisions of this Section are deemed to be unenforceable inany bankruptcy proceeding, Landlord and Tenant agree that oshowing ofadequate assurance offuture performance by a prospective assignee of this Lease must include, without limitation, clear and convincing evidence that: a) Landlord will receive the full benefit of each and every term of its bargain in this Lease, except for the non - assignment and related termination clauses; b) The Premises will continue to be used solely for the use permitted by this Lease; o) A judicially imposed assignment will not cause an acceleration or increase in the interest rate' Cr fees in connection with, any indebtedness of Landlord secured by Landlord's interest in the building or this Lease; and d) The prospective assignee has the means, expertise and 'experience to operate the business to be conducted upon the Premises inofirst-class manner. 16.5 Assignment by Landlord~ If Landlord shall assign its interest under this Lease` Landlord shall be relieved of any obligation accruing hereunder after the effective date of such assignment or transfer, and such transferee shall thereafter bedeemed tobethe Landlord under this Lease. Landlord may transfer Tenant's Security Deposit tosuch transferee and Tenant shall look solely tothe transferee for the return ofsuch deposit. 17. REMEDIES IN DEFAULT 171 Defaults. The occurrence of any one or more of the following events shall constitute a default and breach of this Lease by Tenant: a) The vacating or abandonment of the Premises by Tenant without payment of Minimum Rent. E. b) The failure by Tenant to make when due any payment of rent or any other payment required to be made by Tenant under this Lease, where such failure shall continue for a period of five (5) business days after written notice of default from Landlord to Tenant. In the event that Landlord serves Tenant with a notice to pay rent or vacate pursuant to applicable unlawful detainer statutes, such notice to pay rent or vacate shall also constitute the notice required by this Section. c), The failure by Tenant to observe or perform any of the covenants, conditions or provisions of this Lease to be observed or performed by Tenant, other than those described above, for a period of thirty (30) days after written notice of such default from Landlord to Tenant; provided, however, that if the nature of Tenant's default is such that more than thirty (30) days are reasonably required for its cure, then Tenant shall not be deemed to be in default if Tenant commences a cure within that thirty (30) day period and thereafter diligently prosecutes the cure to completion. d) Tenant becomes a "debtor" as defined in the Bankruptcy Code, 11 USC Section 101, or any successor statute, or if trustee or a receiver is appointed to take possession of substantially all of the Tenant's assets located at the Premises or of Tenant's interest in this Lease. 17.2 Remedies. In the event of a material default or breach by Tenant, Landlord may at any time thereafter, with or without notice or demand and without limiting Landlord in the exercise of any right or remedy which Landlord may have by reason of such default or breach: a) Terminate Tenant's right to possession of the Premises by any lawful means, in which case this Lease shall terminate and Tenant shall immediately surrender, possession of the Premises to Landlord. In this event, Landlord shall be entitled to recover from Tenant all damages incurred by Landlord by reason of Tenant's default including, but not limited to: the cost of recovering possession of the Premises; expenses of reletting (including necessary renovation and alteration of the Premises); reasonable attorney's fees and costs and any real estate commission actually paid; the worth at the time of award by a court having jurisdiction of any unpaid rent or other charges owed by Tenant to Landlord which had been earned at the time of termination; the amount by which the unpaid rent or other charges for the balance of the term after the time of such award exceeds the amount of such rental or other loss for the same period that Tenant proves could reasonably be avoided; and that portion of the leasing commission paid by Landlord according to this Lease applicable to the unexpired term of this Lease. I b) Pursue any other remedy now or afterwards available to Landlord under the laws or judicial decisions of the state where the Premises are located. C) Landlord will have the obligation to mitigate its damages in the exercise of any of its remedies hereunder. 17.3 Late Charges. Tenant acknowledges that late payment by Tenant to Landlord of Minimum Rent and other sums due under this Lease 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 nd late charges, which may be imposed on Landlord by the terms of any mortgage or deed of trust covering the Premises. Accordingly, if any installment of Minimum Rent or other sums due from Tenant shall not be received by Landlord or Landlord's agent within ten (10) days after the amount shall be due or if any rent check should be returned for non -sufficient funds, then without any requirement of notice to Tenant, Tenant shall pay to Landlord a late charge of $50.00 for each month of delinquency. If Minimum Rent is unpaid at end of initial month of delinquency, an additional interest charge of 1 % monthly on the unpaid balance will be made. The parties agree that this late charge plus interest represents fair and reasonable estimate of the cost Landlord will incur by reason of late payment by Tenant. Acceptance, of the late charge by Landlord shall 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 or remedies granted to Landlord under this Lease, or at law or equity. 17.4 Default by Landlord. Landlord shall not be in default unless Landlord fails to perform obligations required of Landlord within a reasonable time, but in any event within thirty (30) days after written notice by certified mail by Tenant to Landlord. Said notice shall specify wherein Landlord has failed to perform such obligation; provided, however, that if the nature of Landlord's obligation is such that more than thirty (30) days are required for performance, then Landlord shall not be in default if Landlord commences performance within such thirty (30) days period and thereafter diligently prosecutes the same to completion. Tenant further agrees not to invoke any of its remedies under this Lease until said thirty (30) days have elapsed. If Landlord fails to commence curing such default within the thirty (30) days period or fails to thereafter diligently continue curing such default until completion, then Tenant, in addition to all other rights or remedies which Tenant is entitled to under this Lease, at law or in equity, shall have the right to take reasonable measures to cure such Landlord's default and set off against and deduct from Tenant's next monthly installment(s) of Rent an amount equal to the actual and 10 reasonable out-of-pocket cost for curing such default plus interest at the maximum interest rate permitted by law, or if there is no such rate then 18% per annurn I 18. RULES AND REGULATIONS Tenant shall faithfully observe and comply with all recorded covenants, conditions and restrictions affecting the Premises, all existing rules and regulations, and all rules and regulations that Landlord may from time to time make to facilitate the reasonable operation of the Building of which the Premises are a part or the complex in which it is located or to comply with the requirements of any governmental entity or insurance company (collectively called "Rules"). Landlord reserves the right to modify the Rules from time to time. The Rules and any modifications shall be binding upon Tenant upon delivery of a copy of the Rules to Tenant. Landlord shall not be responsible to Tenant for the failure of any other tenants or occupants to comply with the Rules. 19. HOLDING OVER 19.1 Holding Over. If Tenant remains in possession of the Premises or any part thereof, after the expiration of the Lease Term with the express written consent of Landlord (which consent may be granted, withheld or conditioned at the sole discretion of Landlord), such occupancy shall be a tenancy from month to month at a minimum rent in an amount equal to one hundred twenty percent (120%) of the last monthly Minimum Rent, plus all additional rent and other charges payable hereunder, and upon all the terms hereof applicable to a month -to -month tenancy. 19.2 Abandonment. Tenant agrees not to vacate or abandon the Premises without payment of Minimum Rent at any time during the Lease Term. Should Tenant, without payment of Minimum Rent, vacate or abandon said Premises or be dispossessed by process of law or otherwise, such abandonment, vacation or dispossession shall be deemed a breach of this Lease and, in addition to any other rights which Landlord may have, Landlord may remove any personal property belonging to Tenant which remains on the Premises and store the same, the cost of such removal and storage to be Tenant's liability. 19.3 Voluntary Surrender. The voluntary or other surrender of this Lease by Tenant, or a mutual cancellation thereof, shall not work a merger, but shall, at the option of Landlord, terminate all or any subleases or subtenancies, or operate as an assignment to it of any or all such subleases or subtenancies. M2 ENTRY BY LANDLORD Following at least 2-days advance notice except in the event of an emergency, Landlord reserves the right to enter the Premises to inspect the same, to show the Premises to prospective purchasers or tenants, to perform any alterations, improvements, repairs or maintenance, to provide any services that Landlord may deem commercially necessary and desirable and to do any other act permitted under this Lease. Landlord may retain a key with which to unlock all of the doors in the premises (Excluding Tenant's vaults, safes and files). Such entry and inspections shall be conducted in such a manner as to minimize the interference with Tenant's Permitted Use and, as applicable, such access to the Premises shall be of a nature and scope as shall be reasonably required. 21. ESTOPPEL CERTIFICATE Right to Estoppel Certificates. Tenant, within ten (10) business days after notice from Landlord, shall execute and deliver to Landlord, in recordable form, a certificate stating that this Lease is unmodified and in full force and effect, or in full force and effect as modified and stating the modifications, and that there are no defaults or alleged defaults hereunder. The certificate shall also state the amount of Minimum Monthly Rent, the dates to which Rent has been paid in advance, and the amount of any Prepaid Rent or Security Deposit, whether Landlord has performed all of its obligations under this Lease and such other matters as Landlord may reasonably request. Failure to deliver the certificate within such ten (10) day period shall be conclusive upon Tenant for the benefit of Landlord and ally successor to Landlord, that this Lease is in full force and effect and has not been modified except as may be represented by Landlord requesting the certificate. Tenant shall not place any signs or symbols in the windows or on the doors of the Premises or upon any part of the Building without the prior written consent of Landlord. Any signs or symbols shall be in conformity with other signs on the Premises and the Building, the Rules, and all applicable laws, ordinances and regulations. Tenant shall maintain any such sign or symbol in good condition and repair at its sole cost and expense. Tenant shall remove such sign or symbol at its sole cost 11 and expense upon termination of the Lease, and shall repair all damage caused by the removal. |fTenant fails to remove any sign orsymbol and/or repair any damage caused by its removal, Landlord may have the same removed and/or repaired at Tenant's expense. 23. AUTHORITY OF PARTIES 23.1 Corporate Authority. If Tenant is a corporation, each individual executing this Lease onbehalf of said corporation represents and warrants that he or she is duly authorized to execute and deliver this Lease on behalf of said Corporation. -- GENERAL PROVISIONS, 24.1 Exhibits and Addendums. Any exhibits and addendums attached to this Lease are a part hereof and are fully incorporated in this Lease by this reference. 24.4 Section, Titles. The section titles of this Lease are not a part of this Lease and shall have no effect upon its construction or interpretations. 24.5 Time. Time is of the essence of this Lease and each and all of its provisions in which performance is a factor, including, but not limited to, Tenant's execution ofestoppel certificates and aubord|nationsand Tenant reimbursements to Landlord. 24~6 Successors and Assigns. The covenants and conditions of this Lease apply to and bind the heirs, successors, executors, administration and assigns ofall parties ofthis Lease. 24.7 Recordation. A short form memorandum may be recorded at the request of either peMx, and at the requesting partv'oexpense. 24.8 Quiet Possession. Subject to all the provisions of this Lease and provided Tenant pays all sums due under this Lease and ubaen/ea and performs all of the other covenants, conditions and provisions to be observed and performed by Tenent. Tenant shall have quiet possession of the Premises for the entire Lease Term' against any adverse claim of Landlord orany party claiming under Landlord. 24.9 Prior Agreements. This Lease contains the full agreement of the parties with respect to any matter covered or mentioned inthis Lease. No prior agreements or understandings pertaining to any such matters shall be effective for any purpose. This Lease may be amended or supplemented only by an agreement in writing signed by the parties ortheir respective successors ininterest. 24~10 Inability to Perform. Except as provided in Sections 13,14 and 17.4' this Lease and Tenant's obligations hereunder' including Tenant's obligation to nneha payments, shall not beaffected or impaired because Landlord is unable to fu|M|| any of its obligations, or is delayed in doing so' if such inability or delay is caused by reason of weather, strike labor troubles, acts of God, or any other cause beyond the reasonable control of the Landlord. 24.11 Seve~abi/ity. Any provision of this Lease which shall prove to be invalid, void or illegal shall in no way affect, impair or invalidate any other provision, and all other provisions shall remain infu|l force and effect. ` 24.12 Cumulative Remedies. No remedy or election under this Lease shall be deemed to be exclusive but shall, whenever possible, be cumulative with all other remedies at law or in equity. 24.13 Choice mfLaw. This Lease shall bogoverned bythe laws ofthe State ofWashington. 24,14 Attorney"s Fees. In the event any action or proceeding is brought by either party against the other arising out of or in connection with this Lease, each party will be responsible for their own attorney's and accountant's fees. 24.15 Notices. All notices or demands which are required or permitted to be given by either party to the other under this Lease shall beinwriting. Except as otherwise provided in any addendum, all notices and demands to the Tenant shall be either personally delivered or sent by US Mail, registered or certified, postage prepaid, addressed to the Tenant at the Premises and atthe address set forth below, or to such other place as Tenant may from time to time designate in a notice 12 to the Landlord. Except as provided in any addendum, all notices and demands to the Landlord shall beeither personally delivered or sent by US Mail, registered orcertified, postage prepaid, addressed to the Landlord at the address set forth below, ortosuch other person orplace as the Landlord may from time totime designate inanotice to the Tenant. Any notices sent byUGMail as provided above shall bedeemed to have been received three (3)days after deposit into the mail ooset out inSection 1.12and 1.13. 24.16 Subordination. At Landlord's option, this Lease shall be subject to and subordinate to the lien of any existing or future mortgagesmrdeeds oftrust inany amount oramounts whatsoever, now orhereafter placed inoragainst the Building or the real property upon which it is located, and to any extensions, renewals or replacements thereof, without the necessity of, the execution and delivery of any further instruments On the port CfTenant tO effectuate such subordination. Upon Landlord's request, Tenant will execute and deliver such further instruments as may be appropriate to evidence such subordination of this Lease. As long as Tenant is not in default under this Lease, said subordination shall not disturb Tenant's right topossession ofthe Premises. Aaocondition toTenant's subordination ofthis Lease toany current orfuture land |ea000 end/or mortgages, Landlord shall deliver to Tenant a non -disturbance agreement in a form reasonable acceptable toTenant (the "SNDA"). Concurrently with the execution of this Lease, Landlord shall cause any current holders ofinterests superior tothis Lease toexecute and deliver an8NIDAtoTenant 24.17 Attornment.|nthe event of foreclosure, or the exercise of the power of sale under any mortgage or deed of trust made by Landlord covering the Premises, orinthe event of any sale inlieu thereof, Tenant shall attomto the purchaser upon any such foreclosure orsale and recognize such purchaser as Landlord under this Lease; provided said purchaser expressly agrees in writing that, solong as Tenant is not in default under the Lease, Tenant's possession and occupancy of the Premises shall not be distributed and said purchaser will thereafter perform all of the obligationofLand\ondunderthis _____ 24.18 Guarantor. |nthe event that there iseGuarantor of this Lease, the Guarantor shall have the same payment obligations as Tenant under this Lease. 24.19 Compliance with Environmental Laws. The parties acknowledge that there are certain federal, state and local laws, regulations and guidelines now ineffect and that additional laws, regulations and guidelines may hereafter be enacted relating tooraffecting the Premises and the larger parcel ofland upon which the demisedPremises may bee part, concerning the impact on the environment of construction, land use, the maintenance and operation of structures, and the conduct Cfbusiness. Tenant shall not cause, orpermit to becaused, any act orpractice bvnegligence, or omission, orotherwise, that would adversely affect the environment ordoanything orpermit anything tobedone that would violate any of said |avva, regulations or guidelines. Any violation of this covenant aheU be on event of default under this Lease. Tenant shall indemnify and hold Landlord harmless from any and all cost, expense, claims, losses, damages, fines and penalties, including attorneys'fees, that may in any manner arise out of or be imposed because of the failure of Tenant tocomply with this covenant. The foregoing shall cover all requirements whether ornotfor000eob|eatthepreoent time and regardless ofthe expense attendant thereto. |fHazardous Materials are discovered inthe Premises orutility system or other facility which serves the Building, whether located in the Premises or in other portions of tile Building at any time during the Term hereof, then Tenant shall have the right to vacate the Premises and Landlord shall, at its sole cost and expense, promptly perform all abatement work and repair or replace all improvements damaged by the abatement work. All Minimum Rent and additional rent shall totally abate from the date on which the hazardous materials are discovered until the date on which the abatement work is complete and all damaged improvements are repaired or replaced to the extend that Tenant may reoccupy the entire Premises for the conduct of Tenant's business. Landlord shall indemnify, defend and hold Tenant harmless from and against any and all costs associated with the presence of hazardous materials within the Premises, including the disruption of Tenant' s business and its quiet and peaceful possession of the Premises, relation to any hazardous materials in the Premises or utility system or other facility Which serves the Building, whether located in the Premises or in other portions of the Building and provided that such hazardous materials were not installed therein byTenant orTenant's agents. Landlord shall besolely responsible for and shall comply with all legal requirements with respect to hazardous materials in the Premises, provided that such hazardous materials were not installed thereon byTenant orTenant's agents. 24.20 Riders and Exhibits. The Riders and Exhibits referred to in Section 1. 18 are. attached to this Lease and made part of it. 25. LEGAL DOCUMENT 13 24.20 Riders and Exhibits. The Riders and Exhibits referred to in Secfion 1.18 are attached to this Lease and made part of it. 2s. LEGAL DOCUMENT Tenant understands that this is a legally binding contract. Tenant has carefully read each of its provisions, and prior to execution of the Lease, represents and warrants that Tenant has discussed the legal effect of the Lease with Tenant's legal counsel. IN WITNESS WHEREOF, the parties have executed this instrument as of the day and year first above written: LANDLORD: By. Title: TENANT: By: Title: Rob Jones, Chair 14 � 61 N aia0-1M1=111 Landlord will provide snow removal from parking lot. BASE RENT: ($2.00/sq ft per month with 2.5% increase) Period Rent Per RSF Per Month Annual Base Rent Monthly Installment of Base Rent Months 1-12 $24. 00 $172, 800 $147400 Months 13-24 $24.60 $1771120 $147760 Months 25-36 $25.22 $1811584 $157132 Months 37-48 $25. 85 $1861120 $151510 Months 49-60 $26.49 $1907728 $157894 Months 61-72 $27.15 $1957480 $167290 Months 73-84 $27.83 $2001376 $167698 Months 85-96 $28.53 $2057416 $171118 Months 97-108 $29.24 $2101528 $177544 Months 109-120 $29.97 $215784 $177982 Tenant Improvements Landlord will pay an allowance of up to $80.00 per square foot ($576,000) to complete necessary tenant improvements as mutually agreed to between the parties. Five Year Option: If tenant does not exercise its option to extend the Term, then Tenant shall reimburse Landlord for $40.00 per square foot ($288, 000). 15