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SIXTH AMENDMENT TO LEASE AGREEMENT

Lease Agreement

SIXTH AMENDMENT TO LEASE AGREEMENT | Document Parties: Kent Central, LLC | RAINIER COMMONS, LLC | TULLY'S COFFEE CORPORATION You are currently viewing:
This Lease Agreement involves

Kent Central, LLC | RAINIER COMMONS, LLC | TULLY'S COFFEE CORPORATION

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Title: SIXTH AMENDMENT TO LEASE AGREEMENT
Date: 9/18/2008

SIXTH AMENDMENT TO LEASE AGREEMENT, Parties: kent central  llc , rainier commons  llc , tully's coffee corporation
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Exhibit 10.7(g)

SIXTH AMENDMENT TO LEASE AGREEMENT

THIS SIXTH AMENDMENT TO LEASE AGREEMENT is made and entered into as of the 26th day of June, 2003, between RAINIER COMMONS, LLC, a Washington limited liability company (“Lessor”), and TULLY’S COFFEE CORPORATION, a Washington corporation (“Lessee”).

RECITALS

A. Lessor has entered into a written agreement with Kent Central, LLC (“KCL”) to purchase 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”). Pursuant to that certain Lease Agreement dated August 16, 1999, entered into between KCL and Lessee, as modified by those certain amendments described in the attached Exhibit B (collectively, the “Lease”), KCL agreed to lease to Lessee certain premises as further described in the Lease (the “Original Lease Premises”).

B. If and when Lessor closes the purchase of the Property from KCL, Lessor will assume all of KCL’s rights and obligations under the Lease.

C. Subject to the Lessor’s acquisition of fee title to the Property, Lessor and Lessee have agreed to make certain modifications to the Lease on the terms and conditions set forth in this Sixth Amendment to Lease Agreement (“Sixth 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. Effective Date.  This Sixth Amendment shall become effective upon the date (the “Effective Date”) upon which Lessor unconditionally acquires fee title to the Property from KCL. If Lessor does not unconditionally acquire fee title to the Property from KCL on or before August 31, 2003, this Sixth Amendment shall be null and void and of no further effect.

2. Amendments.  Effective as of the Effective Date, the Lease is hereby amended as follows:

2.1 Premises. Section 1 of the Lease is hereby amended to as follows: (a) Lessee and Lessor have agreed that Lessee shall occupy the spaces within the Property identified on Exhibit C, comprising approximately 80,115 square feet (the “Tully’s Premises”) and (b) the term “Premises” as used in the Lease will be limited to the Tully’s Premises as determined above. Without limiting the foregoing, the Tully’s Premises shall include exclusive and unrestricted access to and use of the existing loading dock and all other areas included in the Tully’s Premises. The parking spaces reserved for Lessee, the loading dock, and any other spaces outside of the buildings comprising the Property that may be used exclusively by Lessee or in common with the New Tenants (as defined below), and the additional storage space as set

 

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forth in the next paragraph are not considered in the determination of the square feet of the Tully’s Premises.

In addition to the Tully’s Premises, Lessor shall make available to Lessee additional storage space within the Original Lease Premises (but not included within the Tully’s Premises). The maximum total amount of additional storage space which may be provided to Lessee under this section at any time is 5,000 square feet. The additional storage space shall be located at Lessor’s discretion and may be in more than one location in the Property. The additional storage space shall be subject to reasonable security and shall be suitable for dry storage of equipment, records or merchandise. Lessor shall have no obligation to install any tenant improvements in the additional storage space, or to perform any maintenance services for the additional storage space, and may change the location of the additional storage space from time to time. Lessee shall give Lessor a written request for such additional storage space not less than 30 days prior to its anticipated requirement. There shall be no additional Base Rent or Monthly Operating Expense paid by Lessee in connection with the additional storage space, and Lessee shall not be entitled to any reduction in Base Rent or Monthly Operating Expense if Lessee does not use the additional storage space or if the actual additional storage space used is less than 5,000 square feet.

2.2 Rent.  Section 3 of the Lease is hereby amended and restated to read as follows:

3. Rent. Lessee covenants and agrees to pay Lessor rent in advance without offset or deduction on or before the 1 st day of each month of the Lease term in the amounts as follows:

 

 

 

 

 

Months

  

Monthly
Base
Rent

(from date of this Sixth Amendment until December 31, 2003)

  

$

51,033

January 1, 2004 through May 14, 2005

  

$

43,378

May 15, 2005 through May 14, 2010

  

$

49,885

2.3 Monthly Operating Expense Adjustments.  Section 9 of the Lease is hereby amended to provided that, commencing on January 1, 2004 and continuing through the end of the Lease term, Lessee will pay 50% of the actual Monthly Operating Expenses for the Property as its pro rata share. From the Effective Date to January 1, 2004 Lessee shall continue to pay 100% of the actual Monthly Operating Expenses for the Property.

2.4 Utilities.  Section 8 of the Lease is hereby amended to provide that the utilities for the Tully’s Premises shall be separately metered, and that for utilities and services not subject to metering, such as garbage collection, separate service and billings shall be established with the service provider. If separate metering (or separate service and billings, as

 

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applicable) is not reasonably practicable, the parties shall negotiate an appropriate method to allocate such costs. If separate metering (or separate service and billings, as applicable) is not reasonably practicable and the parties are unable to agree upon an appropriate method to allocate such costs, and during the time that the parties may be discussing the allocation method and/or until separate metering (or separate service and billings, as applicable) is accomplished if at all, Tully’s shall pay an amount equal to the average monthly usage in the applicable units of measure over the two (2) year period prior to the Effective Date, priced at the actual average current cost per unit set forth on the service provider’s billing, but shall not pay in any case more that the total actual cost set forth on the service provider’s billing. Any costs related to establishment of separate metering shall be considered to be costs of Lessor Work.

2.5 Termination of Right to Require Lessee to Vacate Premises in 150 Days.  The parties agree that the provisions granting KCL a right to terminate the Lease and/or require Lessee to vacate the Original Lease Premises upon 150 days notice contained in (i) that certain letter dated March 19, 2002, executed by KCL and Lessee, and (ii) Section 2 of the Fifth Lease Amendment referred to in Exhibit B are here are hereby terminated and that such provisions shall be considered null and void and of no further force and effect.

2.6 Impact of Lessor Work.  Lessor expects to rehabilitate, remodel, develop, demolish, improve and partition the portion of the Property that is not within the Tully’s Premises (the “Available Space”) (the “Lessor Work.”). Lessor hereby agrees that any and all Lessor Work and any and all other development, demolition, improvement, partitioning and remodeling of the Property undertaken by Lessor or any of its agents shall not disturb Lessee’s use and enjoyment of the Tully’s Premises nor negatively impact Lessee’s security nor increase Lessee’s costs of security in the Tully’s Premises. All Lessor Work shall be performed in compliance with applicable codes, regulations and laws. All Lessor Work shall be performed at no cost to Lessee.

2.7 Signage.  Lessor agrees that Lessee shall continue to have the right (but not the obligation) to maintain in place the Tully’s green “T” on top of the building where it is currently placed. In addition, Lessee shall continue to have the right to maintain, use, replace and update all other existing exterior signage that is currently present on any of the building


 
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