Resolution 3399 - Laserfiche WebLink

DRS462 America or the State of Washington or their respective departments, agencies, or officials, or any civil or military authority; insurrections; riots; landslides; volcanoes; earthquakes; fires; storms; droughts; floods; explosions; breakage or accident to machinery, transmission pipes or canals; or any other cause or event not reasonably within the control of the City and not resulting from its negligence. The City agrees, however, to remedy with all reasonable dispatch the cause or causes preventing the City from carrying out its agreements hereunder; provided that the settlement of strikes, lockouts and other industrial disturbances shall be entirely within the discretion of the City and the City shall not be required to make settlement of strikes, lockouts and other industrial disturbances by acceding to the demands of the opposing party or parties when such course is in the judgment of the City unfavorable to the City. ARTICLE XIX: CONSENT TO LEASEBACK AND ASSIGNMENT OF IMPROVEMENTS, LEASES 19. 1 Intention of Parties. Lessor hereby acknowledges and agrees that the City would not execute this Lease but for the agreement by Lessor to construct the Improvements on the Leased Premises as provided in the Construction Contract, the Ground Lease, and Chapter 35. 42 RCW, including in particular RCW 35. 42. 070 -. 080. 19. 2 Lessee Obligation to Execute Assignment and Deed. Lessor hereby agrees immediately upon payment to Lessor of the Acquisition Price to execute an assignment and deed in substantially the form of Exhibit E hereto, in consideration for payment to Lessor of the Acquisition Price for the purpose of assigning all right, title and interest of Lessor under this Lease, the Ground Lease and all of Lessor's right, title and interest in the Improvements, to Security Pacific Bank Washington, in trust for the benefit of an underwriter to be then determined and owners of any certificated interests therein, for the purpose of accomplishing the take-out financing of the Improvements. It is understood and agreed that Lessor's obligation hereunder to execute the Assignment and Deed is applicable notwithstanding that the City (or its designee) may be entitled under the Construction Contract, or required under state law, to withhold a certain portion of the Acquisition Price as retainage and/or security for completion of the punch list for the Improvements. Lessor's rights to - receive any withheld portion of the Acquisition Price shall be governed by the Construction Contract. Notwithstanding anything in this Lease to the contrary, in the event the City is unable to accomplish the take-out financing of the Improvements as contemplated by this Section 19.2 , then Lessor shall be paid in accordance with and within the time B-18