Exhibit 10.7(j)
NINTH AMENDMENT TO LEASE
AGREEMENT
THIS NINTH AMENDMENT
TO LEASE AGREEMENT is made and entered into as of the 7
th
day of October,
2004, between RAINIER COMMONS, LLC, a Washington limited liability
company (“Lessor”), and TULLY’S COFFEE
CORPORATION, a Washington corporation
(“Lessee”).
RECITALS
A. Pursuant to that certain Lease
Agreement dated August 16, 1999, entered into between Kent
Central, LLC (“KCL”) and Lessee, as modified by those
certain amendments described in the attached Exhibit B
(collectively, the “KCL Lease”), KCL agreed to lease to
Lessee certain premises as further described in the Lease (the
“Original Lease Premises”) on the real property located
at 3100 Airport Way South, Seattle, Washington, which is legally
described as set forth on the attached Exhibit A (the
“Property”). On July 17, 2003, Lessor purchased
the Property from KCL, and thereby assumed all of KCL’s
rights and obligations under the Lease. Lessor and Lessee modified
the lease by the Sixth Amendment to Lease Agreement dated as of
June 26, 2003, which became effective upon the July 17,
2003 closing the purchase of the Property from KCL (the
“Sixth Amendment”) and further modified the lease by
the Seventh Amendment to Lease Agreement dated as of July 23,
2004 (the “Seventh Amendment”) and the Eighth Amendment
to Lease Agreement of even date herewith (the “Eighth
Amendment”). The KCL lease, as modified by the Sixth
Amendment, Seventh Amendment and Eighth Amendment, is referred to
herein as the “Lease”.
B. Lessor and Lessee have agreed to
make certain modifications to the Lease on the terms and conditions
set forth in this Ninth Amendment to Lease Agreement ( the
“Ninth Amendment”).
AGREEMENT
NOW, THEREFORE, in consideration of
foregoing and the promises made below, and other good and valuable
consideration, the parties agree as follows:
1. Definitions
. Except as otherwise
stated in this Ninth Amendment, terms which are defined in the
Lease shall have the same meanings for this Ninth
Amendment.
2. Amendments .
Effective as provided herein, the
Lease is hereby amended as follows:
2.1 Modifications of
Premises. Lessor and
Lessee have entered into a separate lease agreement of even date
herewith (the “retail store lease”), providing for the
construction by Lessor of a retail store with drive-thorough
service on the Property, which shall be leased to Lessee pursuant
to the retail store lease. Nothing in this section shall require
the parties to construct such a store or execute such a retail
store lease. However, in the event that such store is constructed
by Lessor and Leased by Lessee pursuant to the retail store
lease:
(a) The retail store premises shall
not be included within the Tully’s Premises under the
Lease.
(b) The construction, leasing and
operation of the retail store shall not affect the respective
privileges and responsibilities of Lessor and Lessee under the
Lease, and shall not result in any change to the amount to Rent
payable by Lessee under the Lease.
|
|
|
|
|
|
|
#395696 v1 -
9th Amendment Tullys Lease
|
|
Page 1
|
|
|
c) All cost related to such retail
store shall be paid by Lessor or Lessee, as applicable, as may be
provided under the retail store lease, and such costs shall be
excluded from the costs that are allocable as Monthly Operating
Expenses under the Lease.
3. No Other Changes
. Except as modified by
the this Ninth Amendment and as otherwise agreed upon herein, all
other terms of the Lease, including without limitation all exhibits
thereto, remain unchanged and in full force and effect.
4. Conflict and Construction;
Definitions . In the
event of any conflict between the terms of this Ninth Amendment and
the terms of the Lease, the terms and provisions of this Ninth
Amendment shall prevail. Capitalized terms not otherwise defined in
this Ninth Amendment shall have the meanings set forth in the
Lease.
5. Successor and Assigns
. The terms and
provisions of this Ninth Amendment shall bind and inure to the
benefit of Lessor and Lessee and their respective successors and
assigns. This Ninth Amendment may not be assig