HomeMy WebLinkAboutLandloard Consent and Agreement - Auburn Flyers Condo III, Heckin Holdings LLC, Heritage Bank After Filing Return To:
Heritage Bank
Attn: Loan Operations
3615 Pacific Ave
Tacoma, WA 98418
LANDLORD CONSENT AND AGREEMENT
Grantor(s):
I. CITY OF AUBURN
2. THE OWNERS ASSOCIATION OF AUBURN FLYERS CONDO III, a Washington
nonprofit corporation
3. HECKIN HOLDINGS LLC, a New Mexico limited liability company
D Additional names on page of document
Grantee(s):
1. HERITAGE BANK
0 Additional names on page of document
Abbreviated Legal Description (lot, block and plat name, or section-township-range):
UT 1,AUBURN FLYERS CONDO III, REC#20060724001165
1 Additional legal description is on Exhibit A of document
Assessor's Property Tax Parcel Account Number(s): 030132-0010-06
Reference Numbers of Documents Assigned or Released (if applicable):
D Additional reference numbers on page of document
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LANDLORD CONSENT AND AGREEMENT
THIS LANDLORD CONSENT AND AGREEMENT ("Agreement") is made and entered into as
of L j , 2026,by and between the CITY OF AUBURN,a municipal corporation of the State
of Washington ("Landlord"), whose address is 25 W Main Street, Auburn, WA 98001, THE OWNERS
ASSOCIATION OF AUBURN FLYERS CONDO III, a Washington nonprofit corporation ("Tenant"),
whose address is 3416 E Quilcene Road, Quilcene, WA 98376, HECKIN HOLDINGS LLC, a New
Mexico limited liability company ("Borrower"), whose address is 522 W Riverside Ave, Suite N,
Spokane, WA 99201, and HERITAGE BANK and its successors and assigns ("Lender"), whose address
is Attn: King Commercial,PO BOX 1578, Olympia,WA 98507, with respect to the following facts:
A. Tenant is the tenant and Landlord is the landlord under that certain Lease dated
September 14, 2005 (the "Ground Lease"), recorded in the records of King County, Washington as
Recording No. 20060724001167.
B. The leasehold estate established by the Ground Lease is subject to a Leasehold
Condominium in accordance with that certain Declaration of Covenants, Conditions, Restrictions and
Reservations for Auburn Flyers Condo III, a Leasehold Condominium, recorded in the records of King
County, Washington as Recording No. 20060724001166 (the"Condominium").
C. Borrower is the owner of a unit in the Condominium commonly known as Unit 1 of
Auburn Flyers Condo HI, a Leasehold Condominium, and more particularly described on Exhibit A
attached hereto (the"Unit").
D. Lender is the beneficiary of that certain Deed of Trust (including all amendments,
modifications, renewals, replacements and substitutions thereof, the "Mortgage"), dated as of the date
hereof, which Mortgage will be recorded concurrently herewith in the records of King County,
Washington, encumbering the Unit, which, as part of the Condominium, is property that is subject to the
Ground Lease. The Mortgage secures certain obligations to Lender as more particularly described
therein.
E. It is a condition of the loan by Lender to Borrower that Landlord and Tenant consent to
Lender's Mortgage and provide certain protections to Lender as set forth herein.
NOW, THEREFORE, Landlord and Tenant agree for the benefit of Lender as follows:
Status of Lease. The Ground Lease is presently in full force and effect, is valid and
enforceable according to its terms and has not been modified or amended in any way. Tenant is not in
default (a) in the payment of rent or any other amounts due and payable by Tenant under the Ground
Lease or (b) to the knowledge of Landlord, in the observance or performance of any other covenant or
condition to be observed or performed by Tenant under the Lease. To the knowledge of Landlord, no
event has occurred which now does or hereafter will authorize Landlord to terminate the Ground Lease.
2. Landlord and Tenant Consent. Landlord and Tenant hereby consent to the
encumbrance of Borrower's interest in the Unit by the lien of the Mortgage and to any assignment or
transfer of the Unit, either to Lender or to any other purchaser, at a sale held in connection with the
foreclosure of the lien of the Mortgage or upon the execution of a deed in lieu of foreclosure, and, to any
assignment or transfer of the Unit to any purchaser from Lender following Lender's acquisition of the
2
Unit by foreclosure or otherwise, and Landlord and Tenant agree to recognize Lender or such purchaser
as the owner of the Unit.
3. Mortgagee Protection. Notwithstanding any other provision of the Ground Lease,
Landlord and Tenant hereby each agree with Lender as follows: 3.1 In the event of default
by Borrower under the terms of the Mortgage, Lender may cause the Mortgage to be foreclosed in any
lawful way, enforce the Mortgage, acquire title to the Unit and any interest of Borrower therein, whether
through foreclosure and sale or acceptance of a deed in lieu of foreclosure, and sell and assign the Unit
and the improvements thereon or sublet the Unit in whole or in part.
:3.2 Neither Landlord nor Tenant will terminate the Ground Lease voluntarily by
agreement with Borrower, each other, or any other unit owner in the Condominium, or after an event of
default by any party under the Ground Lease, if within sixty (60) days after receipt of written notice from
Landlord (or Tenant, as applicable) of its intention to terminate the Ground Lease for any such cause,
Lender shall cure any default curable by the payment of money or, if such default shall not be curable by
the mere payment of money, Lender shall undertake in writing to perform all of Tenant's covenants under
the Ground Lease which are reasonably capable of performance by Lender until such time as the Unit
shall have been sold upon foreclosure pursuant to said Mortgage or acquired by Lender by deed in lieu of
foreclosure and transferred to a subsequent purchaser or assignee. The limitations in this Section 3.2 are
in addition to, and not in limitation of, any other restrictions or limitations on Tenant, in its capacity as the
Owner's Association of the Condominium, with respect to the Ground Lease as set forth in the
Condominium declaration and other operative documents.
3.3 Lender may remove from the Unit at any reasonable time any personal property
covered by the Mortgage or other security instrument, including personal property that is affixed to the
real property or improvements thereon but which can be removed without resulting in material damage to
or loss of use of the real property or improvements thereon. Lender will not be liable for the condition of
the Unit after removal of such personal property so long as reasonable care is used in effecting such
removal.
3.4 Lender shall have the right to participate in any litigation, arbitration or dispute
affecting the Unit or the interests of Borrower, Landlord or Tenant therein, including without limitation
any suit, action, arbitration proceeding, condemnation proceeding or insurance claim; and Landlord,upon
instituting or receiving notice of any such litigation, arbitration or dispute, will promptly notify Lender of
same.
3.5 if the Ground Lease shall be rejected or disaffirmed pursuant to any bankruptcy
law or other law affecting creditors' rights, Lender shall have the right, exercisable by notice to Landlord
within ten (10) days after the effective date of such termination, to enter into a new lease with Landlord
solely with respect to the Unit. The term of such new lease shall begin on the date of the termination of
the Ground Lease and shall continue for the remainder of the then unexpired term of the Ground Lease.
Such new lease shall otherwise contain the same terms and conditions as those set forth in the Ground
Lease, except for requirements that have already been performed and are no longer applicable, and
proportionately modified to apply solely to the Unit. From the date on which Lender gives notice to enter
into a new lease with Landlord, Lender may use arid enjoy the Unit in accordance with the terms of the
Ground Lease, If Lender shall elect not to exercise such right, Landlord will give Lender the right to
enter upon, use or remain in all or a portion of the Property in accordance with the terms set forth in
Section 3.3 hereof
3
6. Construction of Agreement. This Agreement sets forth the complete understanding
between Lender, Tenant and Landlord with respect to the Ground Lease, may be amended only in writing
signed by both parties and, without limiting the generality of the foregoing, shall not be deemed modified
by any course of dealing. In the event of any conflict between the terms of this Agreement and the
Ground Lease, this Agreement shall control. The term "Lender" as and when used herein shall mean and
include the aforesaid Lender and Lender's heirs, executors, administrators, successors and assigns, and
the tenn.3 "Landlord", "Tenant" and "Borrower" shall mean and include the above-named Landlord,
Tenant and Borrower and their respective heirs, executors, administrators, successors and assigns; and
where there is more than one Landlord, Tenant or Borrower, the use of the singular herein shall be
construed to include the plural wherever the context shall so require.
Li, Notice of Default. A copy of each and every notice of default served or sent by Landlord
or its agent to or upon Tenant pursuant to the Ground Lease shall be sent contemporaneously to Lender in
the,rnanner set forth in Section 6.
5. Notices, All notices, copies of notices, consents or other communications given under
this Agreement must be in writing and shall be effective when received, Such communications shall be
given in person to an officer of Lender, Tenant or to Landlord or shall be delivered to one of such persons
by certified United States mail or by public or private courier or wire service, addressed to the parties at
their respective addresses set forth above, unless by such notice a different person or address shall have
been designated in writing.
7. Governing Law. This Agreement shall be governed by federal law applicable to Lender
and, to the extent not preempted by federal law, the laws of the State of Washington without regard to its
conflicts of law provisions. This Agreement has been accepted by Lender in the State of Washington.
Jury Waiver, Lender,Tfe...;ant and Landlord hereby waive the right to any jury trial
in any action, proceeding, or counterclaim brought by either Lender, Tenant or Landlord against
the other.
9. Ctihasehit to Jurisdiction; Waiver of Immunities. Landlord and Tenant hereby
irrevocably submit to the jurisdiction of any State court sitting in King County, Washington or in any
federal court sitting in Seattle, Washington, in any action or proceeding brought to enforce or otherwise
arising cut of or relating to this Agreement and irrevocably waives to the fullest extent permitted by law
any objection which it may now or hereafter have to the laying of venue in any such action or proceeding
in any such forum, and hereby further irrevocably waives any claim that any such forum is an
inconvenient forum. Landlord and Tenant each agree that a final judgment in any such action or
proceeding shall be conclusive and may be enforced in any other jurisdiction by suit on the judgment or in
any other manner provided by law.
10. Counterparts. This Agreement may be executed in multiple counterparts, including
both counterparts that are executed on paper and counterparts that are electronic records and executed
electronically, and each such executed counterpart (and any copy of an executed counterpart that is an
electronic record) shall be deemed an original of this Agreement.
[Signature page follows]
4
5
By. 413
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TENANT:
',IIii, CAYNT'TZS ASSOCIATION OF AUBURN FLYERS CONDO III
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By:
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BORROWER:
I-TE MON Tri`OY_nlINGS 1_,LC
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By. .r-77:7114A v . / / ,,,..„,,,,,
Name: ' VIA--:,scir-wl
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?HERITAGE BANK
By:
Name: .
Title:
6
STATE O ✓__ rING l ON )
) ss.
COUNTY G.3 , LLi_
On this 1"D day of AP 12i , 2026, before me, a Notary Public in and for the
State of Wa;h Yto__, personally appeared MALIC-? -f_ILLLS, personally known to me (or
proved to me on the basis of satisfactory evidence)to be the person who executed this instrument, on oath
st'.:7tted. t..a she/he was authorized to execute the instrument, and acknowledged it as the
M ®R— of the City of Auburn, to be the free and voluntary act and deed of said
municipal corporation for the uses and purposes mentioned in the instrument.
IN WITNESS WHEREOF, I have hereunto set my hand and official seal the day and year first
above written.
.+`•"`ORIA llllllll H'',,,,,�� NO ARY P ITALIC in a d for the to of Washington,
r,�rr G� ,.. a II Lap
s40'7,COS residing
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NOTARY Print Name LD-L Ct' r'
• u'• � PUBLIC ':`
�ASH,N �,..I '
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STATE OF WASHINGTON )
ss.
COUNTY OF
4,4
On this j day of "AD rC J , 2026, before me, a Notary Public in and for the
State of Washington, personally appeared G ic"t 04 , personally known to me (or
proved to me on the basis of satisfactory evidence) 8O be the person who executed this instrument, on oath
stated., that he , was authorized to execute the instrument, and acknowledged it as the
04 t1 v j of THE OWNERS ASSOCIATION OF AUBURN FLYERS CONDO
HI, to be the free and voluntary act and deed of said corporation for the uses and purposes mentioned in
the instrLn'nernt.
?N WITNESS thOF, I have hereunto set my hand and official seal the day and year first
above written. ,t p
daln
ao '(B 0 fgrl - NOTARY PUBLIC iin and o7 the Nate ashington,
ry residing at 1 C\G', 7 e&
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a Print
Pp P nt Name ?'
STATE OF `:BIAS SING ON /' )
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COUNTY OF__.----`---------_._ �.A )
•
On this day of ' •d ,2026,before me, a otary Public in and for the
State of Washing orl, personally appeared_ ,personally known to me(or
proved to me on the basis of satisfactory evidence)to be the person wh xecuted this instrument, on oath
state that he was aurhor/izcd to execute the instrument, and acknowledged it as the
tie t ,,^( of HECKIN HOLDINGS LLC, to be the free and voluntary act and deed
of said company o. the uses and purposes mentioned in the instrument.
11:d ',1Ik:E.4 yS WHEREOF, I have hereunto set my hand and official seal the day and year first
above w.cittr �q�°��g�Vtv ��I@�9,16i"
esr-
70 NOTARY PUBLIC in and fevithe t t o ashington,
A� ,ck,a er, residing at 1CI T I L C1 I
m�r 1" 0'.40 Wy My appoint t expires, I ) a
Print Name—1Ni1"Y't L. tv01 ---
8
STATE C.,TON
) ss.
COUNTY OF
On this day of , 2026, before me, a Notary Public in and for the
State of Washiro-on, personally appeared , personally known to me (or proved to
me on the basis of satisfactory evidence) to be the person who executed this instrument, on oath stated
that she/he was authorized to execute the instrument, and acknowledged it as the
of Heritage Barak, to be the free and voluntary act and deed of said bank for the uses and purposes
mentioned in the instrument.
IN WITNESS WHEREOF, I have hereunto set my hand and official seal the day and year first
above
NOTARY PUBLIC in and for the State of Washington,
residing at
My appointment expires
Print Name
9
^
EXHDil IT A
UNIT 1.AU8URN FLYERS CONDO U[ A LEASEHOLD CONDOMINIUM ACCORDING TOTHE
DECLARATION THEREOF RECORDED UNDER RECORDING NO. 2O060724O0118G. AND SURVEY
MAP AND PLANS RECORDED UNDER RECORDING NO. 20000724001185, IN KING COUNTY,
VV/\SH|NGTON, AND ANY AMENDMENTS THERETO,
811-UATL' IN THECOUNTYOF KING, STATE [}FVVA8HINGTON.
10 i
Dr d er 0306107��
EXHIBIT"A"
Legal Description
UNIT 1, AUBWRN FLYERS CONDO III, A LEASEHOLD CONDOMINIUM ACCORDING TO THE DECLARATION
THEREOF RECORDE:D UNDER RECORDING NO. 20060724001166,AND SURVEY MAP AND PLANS RECORDED
UNDER RECORDING NO. 2O060724O01185. |N KING COUNTY, VVASH|NGTDN. AND ANY AMENDMENTS
THERETO.
SITUATE |N THE COUNTY DF KING, STATE OFVVASH|NGTON.
A leasehold es,,ate creaifed' by that certain lease of said land executed by and between the parties named herein, for the
term moJ upon the,ternu. cnv�-oants and conditions therein provided:
Losonc City ofAuburn
Lessee: NVV Hangars LLC
Dated: Sap\ernber14. 2805
Recording Date: July 24. 28O6
Recording No.: 2001�072r,001187
Lessee's interest is now held of record by Paladin Technology Corporation by Statutory Warranty Deed recorded under
Recording No. 201SOG18UO132O.