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22-116.00 Wallaroo's Furniture & Mattress: Lease Agreement L2 17 DocuSign Envelope ID:C2C9A7B8-A5FE-466E-981C-E87123C1E97B Byrd Real Estate Group ©Commercial Brokers CBA Association 1912 N. Division Ste.201 ALL RIGHTS RESERVED ri Spokane,WA 99207 Form: ST NNN ' Phone: 509 326 8080 Single Tenant NNN Lease `'• Fax: 509-326-3685 Rev.9/2020 Page 1 of 23 LEASE AGREEMENT Single Tenant for Entire Parcel- NNN THIS LEASE AGREEMENT("Lease")is entered into and effective as of this 23rd day of June , 20 22 , between City of Spokane Valley , a(n) ("Landlord"), and Wallaroo's Furniture&Mattresses, LLC , a(n) Washington limited liability company("Tenant"). Landlord and Tenant agree as follows: 1. LEASE SUMMARY. a. Leased Premises. The leased commercial real estate("Premises")consists of that real property legally described on the attached Exhibit A, including all improvements thereon, and commonly described as 12614 E Sprague , , Spokane Valley, WA 99216 . b. Lease Commencement Date. The term of this Lease shall commence upon (check one): ❑Substantial completion of(choose one) ❑Landlord's Work, or ®Tenant's Work, as further described in the attached Exhibit B ("Work Letter"), but in no event later than , 20_ LI , 20 (the"Commencement Date"). c. Lease Termination Date. The term of this Lease shall terminate at midnight on the last day of the 60 full month following the Commencement Date,or such earlier or later date as otherwise provided in this Lease (the"Termination Date").Tenant shall have no right or option to extend this Lease, unless otherwise set forth in a rider attached to this Lease (e.g., Option to Extend Rider, CBA Form OR). d. Base Rent.The monthly base rent shall be(check one): 0$ , or ®according to the Rent Rider attached hereto("Base Rent"). Base Rent and all other amounts payable by Tenant to Landlord hereunder ("Rent")shall be payable by wire transfer or at Landlord's address shown in Section 1(h)below, or such other place designated in writing by Landlord. 4 _'8 ►a' e. Prepaid Rent. Upon execution of this Lease,Tenant shall deliver to Landlord the sum of y s prepaid Base Rent,to be applied to Base Rent due for-mere September 2022.through ef-the Lcosc. f. Security Deposit. Upon execution of this Lease,Tenant shall deliver to Landlord the sum of$0 to be held as a security deposit pursuant to Section 5 below.The security deposit shall be in the form of(check one): ❑cash, check or wire transfer, or 0 letter of credit according to the Letter of Credit Rider(CBA Form LCR) attached hereto. g. Permitted Use. The Premises shall be used only for business operations of Wallaroo's Furniture& Mattresses, LLC , subject to applicable zoning and other laws, and for no other purpose without the prior written consent of Landlord (the"Permitted Use"). h. Notice and Payment Addresses. Landlord: City of Spokane Valley 10210 E Sprague Spokane Valley WA 99206 Email: Tenant: Wallaroo's Furniture&Mattresses do Nathan Chetrit DocuSign Envelope ID:C2C9A7B8-A5FE-4B6E-981C-E87123C1E97B Byrd Real Estate Group ©Commercial Brokers UCBA z to Association /N\.> 1912 N. Division Ste.201 ALL RIGHTS RESERVED r� Spokane, WA 99207 Form: ST NNN Phone: 509-326-8080 Single Tenant NNN Lease r,'-,y/ Fax: 509-326-3685 Rev.9/2020 Page 2 of 23 LEASE AGREEMENT Single Tenant for Entire Parcel - NNN (Continued) 4611 S Ledgemont Dr, SLC UT 84124 Email: nathan[a).wallaroosfumiture.com 2. PREMISES. a. Lease of Premises. Landlord leases to Tenant, and Tenant leases from Landlord, the Premises upon the terms specified in this Lease. b. Acceptance of Premises. Except as specified elsewhere in this Lease, Landlord makes no representations or warranties to Tenant regarding the Premises, including the structural condition of the Premises or the condition of all mechanical,electrical, and other systems on the Premises. Except for any tenant improvements to be completed by Landlord as described in the Work Letter attached as Exhibit B ("Landlord's Work"),Tenant shall accept the Premises and its improvements in their respective AS-IS, WHERE-IS condition, and shall further be responsible for performing any work necessary to bring the Premises into a condition satisfactory to Tenant. By signing this Lease,Tenant acknowledges that it has had an adequate opportunity to investigate the Premises; acknowledges responsibility for making any corrections, alterations and repairs to the Premises(other than Landlord's Work); and acknowledges that the time needed to complete any such items shall not delay the Commencement Date. c. Tenant Improvements. The Work Letter attached as Exhibit B sets forth all of Landlord's Work, if any, and all tenant improvements to be completed by Tenant("Tenant's Work"), if any,that will be performed on the Premises. Responsibility for design, payment and performance of all such work shall be as set forth in the Work Letter. 3. TERM.The term of this Lease shall commence on the Commencement Date and shall end on the Termination Date, subject to any option to extend the term of this Lease set forth in a rider attached hereto (the"Term"). a. Early Possession. Tenant shall have reasonable access to the Premises during the 7 days((0)days if not filled in) preceding the Commencement Date for the sole purpose of installing Tenant's furniture, telecommunications,fixtures,telephone systems and computer cabling and the performance of Tenant's Work, if any. Such access shall be fully coordinated with Landlord in advance and Tenant shall not interfere with Landlord's Work.All of the terms and conditions of this Lease, including Tenant's insurance and indemnification obligations, shall apply during such time, except for payment of Base Rent. If Landlord permits Tenant to possess or occupy the Premises prior to the Commencement Date specified in Section 1,then such early occupancy shall not advance the Commencement Date or the Termination Date set forth in Section 1. b. Delayed Possession. Landlord shall act diligently to make the Premises available to Tenant; provided, however, neither Landlord nor any agent or employee of Landlord shall be liable for any damage or loss due to Landlord's inability or failure to deliver possession of the Premises to Tenant as provided in this Lease. If possession is delayed, the Commencement Date set forth in Section 1 shall also be delayed. If Landlord does not deliver possession of the Premises to Tenant within days((60)days if not filled in)after the Commencement Date specified in Section 1 (check one): MreTant may elect to cancel this Lease by giving written notice to Landlord no later than days((10)days if not filled in)after such time period ends,or 0 then all Base Rent and Additional Rent(as defined below)shall be abated for each one(1)day after the Commencement Date during which possession of the Premises has not been delivered to Tenant. If Tenant gives such notice of cancellation, as Tenant's sole and exclusive remedy, the Lease shall be cancelled, all prepaid Rent(as such term is defined below) and security deposits shall be refunded to Tenant, and neither Landlord nor Tenant shall have any further obligations to the other. Notwithstanding anything in this Paragraph 3(b)to the contrary,to the extent that any portions of the Landlord's Work or Tenant's Work have not been sufficiently completed in time for the Tenant to occupy or take possession of the Premises on the Commencement Date due to the failure of Tenant to fulfill any of DocuSign Envelope ID:C2C9A7B8-A5FE-4B6E-981C-E87123C1E97B Byrd Real Estate Group 0Commercial Brokers 1► CBA Association V 1912 N. Division Ste. 201 ALL RIGHTS RESERVED ce• Spokane, WA 99207 Form: ST NNN Phone: 509 326-8080 Single Tenant NNN Lease Fax: 509-326-3685 Rev.912020 Page 3 of 23 LEASE AGREEMENT Single Tenant for Entire Parcel -NNN (Continued) its obligations under this Lease ("Tenant Delays"), the Lease Term and Tenant's obligation to pay Base Rent and Additional Rent shall nevertheless commence on the Commencement Date set forth in Section 1, or upon the date that the Commencement Date would have occurred but for the Tenant Delays.The first "Lease year"shall commence on the Commencement Date and shall end on the date which is twelve (12) months from the end of the month in which the Commencement Date occurs. Each successive Lease year during the Term shall be twelve (12) months, commencing on the first day following the end of the preceding Lease year. 4. RENT. a. Payment of Rent. Tenant shall pay Landlord without notice, demand, deduction, or offset, in lawful money of the United States, the monthly Base Rent stated in Section 1 in advance on or before the first day of each month during the Term beginning on (check one): ®the Commencement Date, or ❑ (if no date specified,then on the Commencement Date), and shall also pay any other additional payments due to Landlord ("Additional Rent"and together with Base Rent,the"Rent")when required under this Lease. Payments for any partial month during the Term shall be prorated.All payments due to Landlord under this Lease, including late fees and interest, shall also constitute Additional Rent, and upon Tenant's failure to pay any such costs, charges or expenses, Landlord shall have the same rights and remedies as otherwise provided in this Lease for the failure of Tenant to pay Rent. b. Triple Net Lease. This Lease is what is commonly called a"Net, Net, Net" or"triple-net" Lease,which means that Landlord shall receive all Base Rent free and clear of any and all other impositions, taxes, liens, charges or expenses of any nature whatsoever in connection with the ownership and operation of the Premises. In addition to Base Rent,Tenant shall pay to the parties respectively entitled thereto, or satisfy directly, all Additional Rent and other impositions, insurance premiums, repair and maintenance charges, and any other charges, costs, obligations, liabilities, requirements, and expenses,which arise with regard to the Premises or may be contemplated under any other provision of the Lease during its term, except for costs and expenses expressly made the obligation of Landlord in this Lease. c. Late Charges; Default Interest. If any sums payable by Tenant to Landlord under this Lease are not received within five (5) business days after their due date, Tenant shall pay Landlord an amount equal to the greater of$100 or 5%of the delinquent amount for the cost of collecting and handling such late payment in addition to the amount due and as Additional Rent.All delinquent sums payable by Tenant to Landlord and not paid within five(5)business days after their due date shall, at Landlord's option, bear interest at the rate of 4612% per annum, or the highest rate of interest allowable by law,whichever is less (the"Default Rate"). Interest on all delinquent amounts shall be calculated from the original due date to the date of payment. d. Less Than Full Payment. Landlord's acceptance of less than the full amount of any payment due from Tenant shall not be deemed an accord and satisfaction or compromise of such payment unless Landlord specifically consents in writing to payment of such lesser sum as an accord and satisfaction or compromise of the amount which Landlord claims.Any portion that remains to be paid by Tenant shall be subject to the late charges and default interest provisions of this Section 4. 5. SECURITY DEPOSIT. Upon execution of this Lease, Tenant shall deliver to Landlord the security deposit specified in Section 1 above. Landlord's obligations with respect to the security deposit are those of a debtor and not of a trustee, and Landlord may commingle the security deposit with its other funds. If Tenant defaults in the performance of any covenant or condition of this Lease, Landlord shall have the right, but not the obligation,to use or retain all or any portion of the security deposit for the payment of:(i) Base Rent, Additional Rent, or any other sum as to which Tenant is in default;or(ii)the amount Landlord spends or may become obligated to spend,or to compensate Landlord for any losses incurred by reason of Tenant's default.Tenant acknowledges, however,that the security deposit shall not be considered as a measure of Tenant's damages DocuSign Envelope ID:C2C9A7B8-A5FE-4B6E-981C-E87123C1E97B Byrd Real Estate Group ©Commercial Brokers CBA Association 1912 N. Division Ste. 201 ALL RIGHTS RESERVED r• Spokane, WA 99207 Form: ST NNN .'' Phone: 509-326-8080 Single Tenant NNN Lease Fax: 509-326-3685 Rev.9/2020 Page 4 of 23 LEASE AGREEMENT Single Tenant for Entire Parcel - NNN (Continued) in case of default by Tenant, and any payment to Landlord from the security deposit shall not be construed as a payment of liquidated damages for Tenant's default. If at any time during the Lease the security deposit delivered by Tenant becomes insufficient to cover the amounts required under this Section 5, whether or not due to Landlord's application of all or a portion of the security deposit as contemplated by this Section, Tenant shall, within five (5) days after written demand therefore by Landlord, deposit with Landlord an amount sufficient to replenish the security deposit to the amount required in Section 1 above. If Tenant is not in default of any covenant or condition of this Lease at the end of the Term, Landlord shall return any unused portion of the security deposit without interest within 30 days after the surrender of the Premises by Tenant in the condition required hereunder by Section 11 of this Lease. 6. USES. The Premises shall be used only for the Permitted Use, and for no other business or purpose without the prior written consent of Landlord. Tenant shall not do or permit any act to be done on or around the Premises that violates any law, ordinance, governmental regulation or order or that will increase the existing rate of insurance on the Premises, or cause the cancellation of any insurance on the Premises. Tenant shall not commit or allow to be committed any waste upon the Premises, or any public or private nuisance. 7. COMPLIANCE WITH LAWS. Landlord represents to Tenant that, as of the Commencement Date, to Landlord's actual knowledge, but without duty of investigation, and with the exception of any Tenant's Work, the Premises comply with all applicable laws, rules, regulations, and orders, including without limitation,the Americans With Disabilities Act. and Landlord shall be responsible to promptly cure at its sole cost any noncompliance which existed on the Commencement Date. Tenant shall be responsible for complying with all laws applicable to the Premises as a result of the Permitted Use, and Tenant shall be responsible for making any changes or alterations as may be required by law, rule, regulation, or order for the Permitted Use at its sole cost and expense. Otherwise, if changes or alterations are required by law, rule, regulation, or order unrelated to the Permitted Use, Landlord shall make such changes and alterations at its expense. 8. UTILITIES AND SERVICES. Landlord shall not be responsible for providing any utilities or services to the Premises and shall not be liable for any loss, injury or damage to person or property caused by or resulting from any variation, interruption, or failure of utilities due to any cause whatsoever, and Rent shall not abate as a result thereof, except to the extent due to the intentional misconduct or gross negligence of Landlord. Tenant shall be responsible for determining the availability of utilities and for determining the adequacy of their capacities for Tenant's needs.Tenant shall install and connect, as necessary, and directly pay for all water, sewer, gas.janitorial, electricity, garbage removal, heat, telephone, internet, cable services, and other utilities and services used by Tenant on the Premises during the Term, as the same may be extended,whether or not such services are billed to Landlord for reimbursement by Tenant. Tenant will also procure, or cause to be procured,without cost to Landlord, all necessary permits, licenses or other authorizations required for the lawful and proper installation, maintenance, replacement, and removal on or from the Premises of wires, pipes, conduits,tubes, and other equipment and appliances for use in supplying all utilities or services to the Premises. Landlord, upon request of Tenant, and at the sole expense and liability of Tenant, shall cooperate with Tenant in any reasonable applications required for obtaining or continuing such utilities or services. 9. TAXES AND ASSESSMENTS. Tenant shall pay all Taxes(as such term is defined below) applicable to the Premises during the Lease Term, as the same may be extended. Tenant shall submit payments for Taxes at least 10 days prior to their due date and shall promptly furnish Landlord with satisfactory evidence that Taxes have been paid. If any Taxes paid by Tenant during the Term of the Lease apply to any period of time before the Commencement Date or after the expiration or earlier termination of the Lease, Tenant's share of those Taxes paid shall be prorated for the period of time within the applicable tax period during which the Lease Term (including any extension thereof)was in effect, and Landlord shall promptly reimburse or credit Tenant the balance of the Taxes paid, as applicable. If Tenant fails to timely pay any Taxes in accordance with this Section 9, Landlord may, but is not obligated to, pay the unpaid Taxes, and Tenant shall reimburse such paid amount(s) to Landlord upon written demand therefore. Landlord may also elect to pay all such Taxes directly to the appropriate taxing authority(ies) and receive reimbursement from Tenant within 10 days after written demand therefore, of either the full amount paid or, at Landlord's election, in equal monthly installments. DocuSign Envelope ID:C2C9A7B8-A5FE-4B6E-981C-E87123C1E97B Byrd Real Estate Group ©Commercial Brokers 'I•CBA y Association 1912 N. Division Ste.201 ALL RIGHTS RESERVED Spokane, WA 99207 Form: ST NNN Phone: 509-326-8080 Single Tenant NNN Lease Fax: 509-326-3685 Rev.9/2020 Page 5 of 23 LEASE AGREEMENT Single Tenant for Entire Parcel -NNN (Continued) TENANT SHALL PAY LEASEHOLD EXCISE TAX OF 12.84% BASED ON MONTHLY RENT, PAID MONTHLY TO LANDLORD ($7,083.33 RENT+$909.50 LEASEHOLD EXCISE TAX). The term"Taxes"shall mean: (i) any form of tax or assessment imposed on the Premises by any authority, including any city, county, state or federal government, or any improvement district, as against any legal or equitable interest of Landlord or Tenant in the Premises or in the real property of which the Premises are a part, or against Rent paid for leasing the Premises; and (ii)any form of personal property tax or assessment imposed on any personal property,fixtures,furniture, tenant improvements, equipment, inventory, or other items, and all replacements, improvements, and additions to them, located on the Premises,whether owned by Landlord or Tenant. "Taxes" shall exclude any net income tax imposed on Landlord for income that Landlord receives under this Lease. Tenant may, following at least 10 days' notice to Landlord, contest the amount or validity, in whole or in part, of any Taxes paid by Tenant, the cost of which shall be borne at Tenant's sole cost and expense; provided, however, in advance of any such contest, Tenant shall post such security as Landlord may reasonably require to protect the Premises against loss or forfeiture. Upon the termination of any such proceedings,Tenant shall pay the amount of such Taxes as finally determined and not yet paid by Tenant,together with any costs,fees, interest penalties, or other related liabilities. Landlord shall reasonably cooperate with Tenant in contesting any Taxes, provided Landlord incurs no expense or liability in doing so. 10. ALTERATIONS.Tenant may make alterations, additions or improvements to the Premises(the "Alterations"), only with the prior written consent of Landlord,which consent, with respect to Alterations not affecting the structural components of the Premises or utility systems therein or for which the aggregate cost and expense does not exceed$10,000, shall not be unreasonably withheld, conditioned, or delayed. Landlord shall have 30 days following Tenant's request for Alterations to respond to such request, provided Tenant's request includes the name of Tenant's contractors and reasonably detailed plans and specifications therefor.The term "Alterations"shall not include: (i) any of Tenant's Work approved by Landlord pursuant to Exhibit B, (ii) Tenant's Signage(as further provided in Section 13),or(iii)the installation of shelves, movable partitions, or Tenant's equipment and trade fixtures that may be installed and removed without damaging existing improvements or the structural integrity of the Premises.Tenant shall perform all work at Tenant's expense and in compliance with all applicable laws and shall complete all Alterations in accordance with plans and specifications approved by Landlord, using contractors approved by Landlord.Tenant shall pay when due, or furnish a bond for payment of(as set forth in Section 18), all claims for labor or materials furnished to or for Tenant at or for use in the Premises,which claims are or may be secured by any mechanics' or materialmens' liens against the Premises or any interest therein. Except as otherwise provided in the Work Letter attached as Exhibit B with respect to Tenant's Work, any improvements installed as part of Tenant Work's or Alterations performed or caused to be performed by Tenant(check one):0 shall become the property of Landlord, or ®shall be removed by Tenant at its sole cost and expense upon the expiration or earlier termination of the Lease Term (unless Landlord conditioned its consent in writing upon Tenant leaving a specified Alteration at the Premises, in which case Tenant shall not remove such Alteration, and it shall become Landlord's property). Tenant shall immediately repair any damage to the Premises caused by removal of improvements performed as part of Tenant's Work and/or Alterations. 11. REPAIRS AND MAINTENANCE; SURRENDER. Tenant shall, at its sole cost and expense, maintain the entire Premises including without limitation the routine repairs and maintenance to all heating,ventilation, and air conditioning ("HVAC") equipment at the Premises, in good condition and promptly make all repairs and replacements, whether structural or non-structural, necessary to keep the Premises in safe operating condition, including all utilities and other systems serving the Premises, but excluding the ROOF SURFACE, roof structure, subfloor,foundation,exterior walls, and capital replacements to the HVAC system (collectively,the"Landlord's Repair Items"),which Landlord shall maintain in good condition and repair at Landlord's expense, provided that Tenant shall not damage any Landlord's Repair Items and shall promptly repair any damage or injury done thereto caused by Tenant or its employees,officers, agents, servants, contractors, customers, clients, visitors, guests, or other licensees or invitees. Notwithstanding anything in DocuSign Envelope ID:C2C9A7B8-A5FE-4B6E-981C-E87123C1E97B Byrd Real Estate Group Commercial Brokers UCBA Association 1912 N. Division Ste. 201 ALL RIGHTS RESERVED yr ra Spokane, WA 99207 Form: ST NNN �f Phone: 509-326-8080 Single Tenant NNN Lease Fax: 509-326-3685 Rev,9/2020 Page 6 of 23 LEASE AGREEMENT Single Tenant for Entire Parcel - NNN (Continued) this Section 11 to the contrary,Tenant shall not be responsible for any repairs to the Premises made necessary by the negligence or willful misconduct of Landlord or its employees, officers, agents, servants, contractors, customers, clients, visitors, guests, or other licensees or invitees therein. If Tenant fails to perform Tenant's obligations under this Section, Landlord may at Landlord's option enter upon the Premises after 10 days' notice to Tenant and put the same in good order, condition and repair, the costs of which, together with interest thereon at the default rate set forth in Section 4, shall be chargeable to Tenant and payable as Additional Rent to Landlord together with Tenants next installment of Base Rent. Upon expiration or earlier termination of the Lease Term, Tenant shall promptly and peacefully surrender the Premises to Landlord, together with all keys, in materially as good condition as when received by Tenant from Landlord or as thereafter improved (but subject to any obligations to remove any Tenant's Work and Alterations and/or restore the same as provided elsewhere in this Lease), reasonable wear and tear and insured casualty excepted. 12. ACCESS AND RIGHT OF ENTRY. After twenty-four(24) hours' notice from Landlord (except in cases of emergency, when no notice shall be required), Tenant shall permit Landlord and its agents, employees and contractors to enter the Premises at all reasonable times to make repairs, inspections, alterations or improvements, provided that Landlord shall use reasonable efforts to minimize interference with Tenant's use and enjoyment of the Premises. This Section shall not impose any repair or other obligation upon Landlord not expressly stated elsewhere in this Lease.After reasonable notice to Tenant, Landlord shall have the right to enter the Premises for the purpose of(a) showing the Premises to prospective purchasers or lenders at any time, and to prospective tenants within 180 days prior to the expiration or sooner termination of the Term, and, (b)for posting "for lease" signs within 180 days prior to the expiration or sooner termination of the Term. 13. SIGNAGE.Tenant shall obtain Landlord's written consent as to size, location, materials, method of attachment, and appearance, before installing any signs upon the Premises. Tenant shall install and maintain any approved signage("Signage") at Tenant's sole expense and in compliance with all applicable laws. Unless as otherwise provided in Exhibit B with respect to any Tenant Work, any Signage installed by Tenant shall be removed from the Premises at Tenant's expense upon the expiration or earlier termination of the Lease term. Tenant shall not damage or deface the Premises in installing or removing Signage and shall repair any injury or damage to the Premises caused by such installation or removal. 14. DESTRUCTION OR CONDEMNATION. a. Damage and Repair. If the Premises are partially damaged but not rendered untenantable, by fire or other insured casualty, then Landlord shall diligently restore the Premises to the extent required below and this Lease shall not terminate. The Premises shall not be deemed untenantable if 2.510% or less of the Premises are damaged. Landlord shall have no obligation to restore the Premises if insurance proceeds are not available to pay the entire cost of such restoration. If insurance proceeds are available to Landlord but are not sufficient to pay the entire cost of restoring the Premises, or if Landlord's lender shall not permit all or any part of the insurance proceeds to be applied toward restoration, then Landlord may elect to terminate this Lease and keep the insurance proceeds, by notifying Tenant within 60 days of the date of such casualty. If 50% or more of the rentable area of the Premises are destroyed or damaged and rendered untenantable, by fire or other casualty, Landlord may, at its option: (a)terminate this Lease as provided herein, or(b) restore the Premises to their previous condition to the extent required below; provided, however, if such casualty event occurs during the last six(6) months of the Lease term (after considering any option to extend the term timely exercised by Tenant)then either Tenant or Landlord may elect to terminate the Lease. If, within 60 days after receipt by Landlord from Tenant of written notice that Tenant deems the Premises untenantable, Landlord fails to notify Tenant of its election to restore the Premises, or if Landlord is unable to restore the Premises within six(6) months of the date of the casualty event, then Tenant may elect to terminate the Lease upon 20 days'written notice to Landlord unless Landlord,within such 20 day period, notifies Tenant that it will in fact restore the Premises or actually completes such DocuSign Envelope ID:C2C9A7B8-A5FE-4B6E-981C-E87123C1E97B Byrd Real Estate Group ©Commercial Brokers 4: CBA Association U / 1912 N. Division Ste.201 ALL RIGHTS RESERVED 4 f rii Spokane, WA 99207 Form: ST_NNN .',- Phone: 509-326-8080 Single Tenant NNN Lease r�'r Fax: 509-326-3685 Rev.9/2020 Page 7 of 23 LEASE AGREEMENT Single Tenant for Entire Parcel -NNN (Continued) restoration work to the extent required below, as applicable. If Landlord restores the Premises under this Section 14, Landlord shall proceed with reasonable diligence to complete the work,and the Base Rent shall be abated in the same proportion as the untenantable portion of the Premises bears to the whole Premises, provided that there shall be a Base Rent abatement only if the damage or destruction of the Premises did not result from,or was not contributed to directly or indirectly by,the act,fault or neglect of Tenant or Tenant's employees,officers,agents, servants, contractors,customers,clients,visitors,guests,or other licensees or invitees. No damages,compensation or claim shall be payable by Landlord for Tenant's inconvenience,loss of business or annoyance directly, incidentally or consequentially arising from any repair or restoration of any portion of the Premises. Landlord shall have no obligation to carry insurance of any kind for the protection of Tenant; any Alterations or improvements paid for by Tenant; any tenant improvements identified in Exhibit B (regardless of who may have completed them); Signage;Tenant's furniture; or on any fixtures, equipment, improvements or appurtenances of Tenant under this Lease; and Landlord's restoration obligations hereunder shall not include any obligation to repair any damage thereto or replace the same. b. Condemnation. If the Premises are made untenantable by eminent domain, or conveyed under a threat of condemnation, this Lease shall automatically terminate as of the earlier of the date title vests in the condemning authority or the condemning authority first has possession of the Premises and all Rents and other payments shall be paid to that date. If the condemning authority takes a portion of the Premises that does not render the Premises untenantable,then this Lease shall continue in full force and effect and the Base Rent shall be equitably reduced based on the proportion by which the floor area of any structures is reduced.The reduction in Base Rent shall be effective on the earlier of the date the condemning authority first has possession of such portion or title vests in the condemning authority. Landlord shall be entitled to the entire award from the condemning authority attributable to the value of the Premises and this Lease, and Tenant shall make no claim for the value of its leasehold estate or the Tenant's Work or any Alterations.Tenant shall be permitted to make a separate claim against the condemning authority for moving expenses, provided that in no event shall Tenant's claim reduce Landlord's award. 15. INSURANCE. a. Tenant's Liability Insurance. During the Term, Tenant shall pay for and maintain commercial general liability insurance with broad form property damage and contractual liability endorsements.This policy shall(i)contain an endorsement identifying Landlord, its property manager(if any),and other parties designated by Landlord,as additional insureds using an endorsement form acceptable to Landlord, (ii) shall insure Tenant's activities and those of Tenant's employees,officers,agents, servants, contractors, customers, clients, visitors, guests, or other licensees or invitees with respect to the Premises against loss, damage or liability for personal injury or bodily injury(including death) or loss or damage to property with a combined single limit of not less than$2,000,000 per occurrence,and a deductible of not more than $10,000, and (iii)contain a provision requiring the insurer to deliver or mail written notice of cancellation to the named insureds at least forty-five(45) days before the effective date of the cancellation.Tenant's l insurance will be primary and noncontributory with any liability insurance carried by Landlord. Landlord may also require Tenant to obtain and maintain at Tenant's sole cost business income coverage for at least six(6)months, business auto liability coverage, and, if applicable to Tenant's Permitted Use, liquor liability insurance and/or warehouseman's coverage. b. Tenant's Property Insurance. During the Term,Tenant shall pay for and maintain special form clauses of loss coverage property insurance(with coverage for earthquake if required by Landlord's lender and, if the Premises are situated in a flood plain, flood damage)for all of Tenant's personal property,fixtures and equipment,Tenant's Work, and Alterations in the amount of their full replacement value,with a deductible of not more than$10,000. Landlord shall maintain property insurance for the building in which the Premises are located, the cost(s)for which shall constitute Additional Rent payable by Tenant in accordance with this Lease. DocuSign Envelope ID:C2C9A7B8-A5FE-4B6E-981C-E87123C1E97B Byrd Real Estate Group ©Commercial Brokers ) CBA Association V 1912 N. Division Ste. 201 ALL RIGHTS RESERVED c Spokane, As 99207 Form: ST NNN Phone: 509-326-8080 Single Tenant NNN Lease Fax: 509-326-3685 Rev.9/2020 Page 8 of 23 LEASE AGREEMENT Single Tenant for Entire Parcel - NNN (Continued) c. Miscellaneous.Tenant's insurance required under this Section shall be with companies rated A-NII or better in Best's insurance Guide, and which are admitted in the State of Washington. No insurance policy shall be cancelled or reduced in coverage and each such policy shall provide that it is not subject to cancellation or a reduction in coverage except after 45 days prior written notice to Landlord.Tenant shall deliver to Landlord, prior to Tenant's first taking possession of or occupying the Premises,and from time to time thereafter, copies of the insurance policies or evidence of insurance and copies of endorsements required by this Section. In no event shall the limits of such policies be considered as limiting the liability of Tenant under this Lease. If Tenant fails to acquire or maintain any insurance or provide any policy or evidence of insurance required by this Section, and such failure continues for three (3) days after notice from Landlord, Landlord may, but shall not be required to, obtain such insurance for Landlord's benefit and Tenant shall reimburse Landlord for the costs of such insurance upon demand. Such amounts shall be Additional Rent payable by Tenant hereunder and in the event of non-payment thereof, Landlord shall have the same rights and remedies with respect to such non-payment as it has with respect to any other non-payment of Rent hereunder. d. Waiver of Subrogation. Notwithstanding any other provision of this Lease to the contrary, Landlord and Tenant hereby release each other and any other tenant, their agents or employees, from responsibility for, and waive their entire claim of recovery for any loss or damage arising from any cause covered by insurance required to be carried or otherwise carried by each of them. Each party shall provide notice to the insurance carrier or carriers of this mutual waiver of subrogation, and shall cause its respective insurance carriers to waive all rights of subrogation against the other.This waiver shall not apply to the extent of the deductible amounts to any such policies or to the extent of liabilities exceeding the limits of such policies. 16. INDEMNIFICATION. a. Indemnification by Tenant. Tenant shall defend, indemnify, and hold Landlord and its property manager (if any)harmless against all liabilities,damages,costs,and expenses, including attorneys'fees,for personal injury, bodily injury(including death) or property damage arising from any negligent or wrongful act or omission of Tenant or Tenant's employees,officers, agents, servants, contractors, customers, clients, visitors, guests, or other licensees or invitees on or around the Premises, or arising from any breach of this Lease by Tenant.Tenant shall use legal counsel reasonably acceptable to Landlord in defense of any action within Tenant's defense obligation. b. Indemnification by Landlord. Landlord shall defend, indemnify and hold Tenant harmless against all liabilities,damages, costs, and expenses, including attorneys'fees,for personal injury, bodily injury (including death)or property damage arising from any negligent or wrongful act or omission of Landlord or Landlord's employees, officers, agents, servants,contractors,customers,clients, visitors,guests,or other licensees or invitees on or around the Premises, or arising from any breach of this Lease by Landlord. Landlord shall use legal counsel reasonably acceptable to Tenant in defense of any action within Landlord's defense obligation. 1 c. Waiver of Immunity. Landlord and Tenant each specifically and expressly waive any immunity that each may be granted under the Washington State Industrial Insurance Act,Title 51 RCW. Neither party's indemnity obligations under this Lease shall be limited by any limitation on the amount or type of damages, compensation, or benefits payable to or for any third party under the Worker Compensation Acts, Disability Benefit Acts or other employee benefit acts. d. Exemption of Landlord from Liability. Except to the extent of claims arising out of Landlord's gross negligence or intentional misconduct, Landlord shall not be liable for injury to Tenant's business or assets or any loss of income therefrom or for damage to any property of Tenant or of its employees, officers, agents, servants, contractors, customers, clients,visitors, guests, or other licensees or invitees, or any DocuSign Envelope ID:C2C9A7B8-A5FE-486E-981C-E87123C1E97B Byrd Real Estate Group ©Commercial Brokers �JCBA Association 1912 N. Division Ste. 201 ALL RIGHTS RESERVED �! Spokane,WA 99207 Form: ST_NNN 't< Phone: 509 326 8080 Single Tenant NNN Lease ''% Oa 509-326-3685 Rev.9i2020 Page 9 of 23 LEASE AGREEMENT Single Tenant for Entire Parcel - NNN (Continued) other person in or about the Premises. e. Survival.The provisions of this Section 16 shall survive expiration or termination of this Lease. 17. ASSIGNMENT AND SUBLETTING. Tenant shall not assign, sublet, mortgage, encumber or otherwise transfer any interest in this Lease(collectively referred to as a"Transfer")or any part of the Premises,without first obtaining Landlord's written consent-which 3h3N No Transfer shall relieve Tenant of any liability under this Lease notwithstanding Landlord's consent to such Transfer. Consent to any Transfer shall not operate as a waiver of the necessity for Landlord's consent to any subsequent Transfer. In connection with each request for consent to a Transfer,Tenant shall pay the reasonable cost of processing the same, including attorneys'fees, upon demand of Landlord, up to a maximum of$1,250. Any transfer of this Lease by merger, consolidation, redemption or liquidation of Tenant, or any change in the ownership of, or power to vote,which singularly or collectively represents a majority of the beneficial interest in Tenant, shall constitute a Transfer under this Section. As a condition to Landlord's approval, if given, any potential assignee or sublessee otherwise approved by Landlord shall assume all obligations of Tenant under this Lease and shall be jointly and severally liable with Tenant and any guarantor for the payment of Rent and performance of all obligations of Tenant under this Lease. In connection with any Transfer,Tenant shall provide Landlord with copies of all assignments, subleases and assumption agreements and related documents. 18. LIENS.Tenant is not authorized to subject the Landlord's assets to any liens or claims of lien.Tenant shall keep the Premises free from any liens created by or through Tenant.Tenant shall indemnify,defend,and hold Landlord and the Premises harmless from liability for any such liens including,without limitation,liens arising from any of Tenant's Work or Alterations. If a lien is filed against the Premises by any person claiming by,through or under Tenant,Tenant shall have the right to contest the correctness or validity of the lien, provided, however,within 10 days after Landlord's demand, at Tenant's expense,Tenant shall either remove the lien or shall procure and record a lien release bond issued by a surety satisfactory to Landlord in form and amount sufficient to satisfy statutory requirements for satisfaction and release of the subject lien(s)from the Premises.Tenant shall indemnify Landlord and the Premises from and against all liabilities, costs and expenses, including attorneys'fees,which Landlord could reasonably incur as a result of such lien. 19. DEFAULT. Each of the following events shall be an"Event of Default"by Tenant under this Lease: a. Failure To Pay. Failure by Tenant to pay any sum, including Rent, due under this Lease following five (5) days' notice from Landlord of the failure to pay. b. Vacation/Abandonment.Vacation by Tenant of the Premises (defined as an absence for at least 15 consecutive days without prior notice to Landlord),or abandonment by Tenant of the Premises(defined as an absence of five (5)days or more while Tenant is in breach of some other term of this Lease).Tenant's vacation or abandonment of the Premises shall not be subject to any notice or right to cure. c. Insolvency.Tenant's insolvency or bankruptcy(whether voluntary or involuntary), or appointment of a receiver, assignee or other liquidating officer for Tenant's business; provided, however,that in the event of any involuntary bankruptcy or other insolvency proceeding, the existence of such proceeding shall constitute an Event of Default only if such proceeding is not dismissed or vacated within 60 days after its institution or commencement. d. Levy or Execution. The taking of Tenant's interest in this Lease or the Premises, or any part thereof, by execution or other process of law directed against Tenant, or attachment of Tenant's interest in this Lease by any creditor of Tenant, if such attachment is not discharged within 15 days after being levied. DocuSign Envelope ID:C2C9A7B8-A5FE-4B6E-981C-E87123C1E97B Byrd Real Estate Group ©Commercial Brokers $CBA Association 1912 N. Division .201 ALL RIGHTS RESERVED �f rj Spokane, As 9920Ste7 Form: ST NNN '' Phone: 509-326-8080 Single Tenant NNN Lease ' Fax: 509 326 3685 Rev.9/2020 Page 10 of 23 LEASE AGREEMENT Single Tenant for Entire Parcel -NNN (Continued) e. Other Non-Monetary Defaults. The breach by Tenant of any agreement,term or covenant of this Lease other than one requiring the payment of money and not otherwise enumerated in this Section or elsewhere in this Lease, which breach continues for a period of 30 days after notice by Landlord to Tenant of the breach, provided that, if the nature of such default is such that it cannot be cured within such 30 day period, no Event of Default shall occur so long as Tenant commences such cure within 30 days of notice by Landlord and diligently pursues such cure to completion, but in no event longer than 60 days from the date of Landlord's notice. f. Failure to Take Possession. Failure by Tenant to take possession of the Premises on the Commencement Date following five(5)days' notice from Landlord of Tenant's failure to take possession. Landlord shall not be in default unless Landlord fails to perform obligations required of Landlord within 30 days after notice by Tenant to Landlord, provided that, if the nature of such default is that it cannot be cured within such 30 day period, Landlord shall not be in default if Landlord commences such cure within 30 days of notice by Tenant and diligently pursues such cure to completion. If Landlord fails to cure any such default within the allotted time,Tenant's sole remedy shall be to seek actual money damages(but not consequential or punitive damages)for loss arising from Landlord's failure to discharge its obligations under this Lease. Nothing herein contained shall relieve Landlord from its duty to perform any of its obligations to the standard prescribed in this Lease. Any notice periods granted herein shall be deemed to run concurrently with and not in addition to any default notice periods required by law. 20. REMEDIES. Landlord shall have the following remedies upon an Event of Default. Landlord's rights and remedies under this Lease shall be cumulative and non-exclusive. a. Termination of Lease. Landlord may terminate Tenant's interest under the Lease, but no act by Landlord other than notice of termination from Landlord to Tenant shall terminate this Lease.The Lease shall terminate on the date specified in the notice of termination. Upon termination of this Lease, Tenant will remain liable to Landlord for damages in an amount equal to Rent and other sums that would have been owing by Tenant under this Lease for the balance of the Term, less the net proceeds, if any, of any reletting of the Premises by Landlord subsequent to the termination,after deducting all of Landlord's Reletting Expenses(as defined below). Landlord shall be entitled to either collect damages from Tenant monthly on the days on which Rent or other amounts would have been payable under the Lease, or alternatively, Landlord may accelerate Tenant's obligations under the Lease and recover from Tenant: (i) unpaid Rent which had been earned at the time of termination; (ii)the amount by which the unpaid Rent which would have been earned after termination until the time of award exceeds the amount of Rent loss that Tenant proves could reasonably have been avoided; (iii)the amount by which the unpaid Rent for the balance of the term of the Lease after the time of award exceeds the amount of Rent loss that Tenant proves could reasonably be avoided (discounting such amount by the discount rate of the Federal Reserve Bank of San Francisco at the time of the award, plus 1%); and(iv)any other amount necessary to compensate Landlord for all the detriment proximately caused by Tenant's failure to perform its obligations under the Lease, or which in the ordinary course would be likely to result from the Event of Default, including without limitation Reletting Expenses described below. b. Re-Entry and Reletting. Landlord may continue this Lease in full force and effect,and without demand or notice, re-enter and take possession of the Premises or any part thereof,expel the Tenant from the Premises and anyone claiming through or under the Tenant, and remove the personal property of either. Landlord may relet the Premises, or any part of them, in Landlord's or Tenant's name for the account of Tenant,for such period of time and at such other terms and conditions as Landlord, in its discretion, may determine. Landlord may collect and receive the rents for the Premises.To the fullest extent permitted by law,the proceeds of any reletting shall be applied: first,to pay Landlord all Reletting Expenses (defined DocuSign Envelope ID:C2C9A7B8-A5FE-4B6E-981C-E87123C1E97B ©Commercial Brokers •CBA Byrd Real Estate Group Association U fillN 1912 N. Division Ste. 201 ALL RIGHTS RESERVED Spokane, WA 99207 Form: ST_NNN / Phone: 509-326-8080 Single Tenant NNN Lease ;� Fax: 509-326-3685 Rev.9/2020 Page 11 of 23 LEASE AGREEMENT Single Tenant for Entire Parcel - NNN (Continued) below); second, to pay any indebtedness of Tenant to Landlord other than Rent; third, to the Rent due and unpaid hereunder; and fourth, the residue, if any, shall be held by Landlord and applied in payment of other or future obligations of Tenant to Landlord as the same may become due and payable, and Tenant shall not be entitled to receive any portion of such revenue. Re-entry or taking possession of the Premises by Landlord under this Section shall not be construed as an election on Landlord's part to terminate this Lease, unless a notice of termination is given to Tenant. Landlord reserves the right following any re-entry or reletting, or both, under this Section to exercise its right to terminate the Lease.Tenant will pay Landlord Rent and other sums which would be payable under this Lease if repossession had not occurred, less the net proceeds, if any, after reletting the Premises and after deducting Landlord's Reletting Expenses. "Reletting Expenses" is defined to include all expenses incurred by Landlord in connection with reletting the Premises, including without limitation, all repossession costs, brokerage commissions and costs for securing new tenants, attorneys'fees, remodeling and repair costs, costs for removing persons or property, costs for storing Tenant's property and equipment, and costs of tenant improvements and rent concessions granted by Landlord to any new Tenant, prorated over the life of the new lease. c. Waiver of Redemption Rights. Tenant, for itself, and on behalf of any and all persons claiming through or under Tenant, including creditors of all kinds, hereby waives and surrenders all rights and privileges which they may have under any present or future law, to redeem the Premises or to have a continuance of this Lease for the Term, or any extension thereof. d. Nonpayment of Additional Rent. All costs which Tenant is obligated to pay to Landlord pursuant to this Lease shall in the event of nonpayment be treated as if they were payments of Rent, and Landlord shall have the same rights it has with respect to nonpayment of Rent. e. Failure to Remove Property. If Tenant fails to remove any of its property from the Premises at Landlord's request following an uncured Event of Default, Landlord may, at its option, remove and store the property at Tenant's expense and risk. If Tenant does not pay the storage cost within five (5) days of Landlord's request. Landlord may, at its option. have any or all of such property sold at public or private sale(and Landlord may become a purchaser at such sale), in such manner as Landlord deems proper, without notice to Tenant. Landlord shall apply the proceeds of such sale: (i) to the expense of such sale, including reasonable attorneys'fees actually incurred; (ii) to the payment of the costs or charges for storing such property; (iii)to the payment of any other sums of money which may then be or thereafter become due Landlord from Tenant under any of the terms hereof; and(iv)the balance, if any, to Tenant. Nothing in this Section shall limit Landlord's right to sell Tenant's personal property as permitted by law or to foreclose Landlord's lien for unpaid Rent, if any. 21. MORTGAGE SUBORDINATION AND ATTORNMENT. This Lease shall automatically be subordinate to any mortgage or deed of trust created by Landlord which is now existing or hereafter placed upon the Premises including any advances, interest, modifications, renewals, replacements or extensions ("Landlord's Mortgage"). Tenant shall attorn to the holder of any Landlord's Mortgage or any party acquiring the Premises at any sale or other proceeding under any Landlord's Mortgage provided the acquiring party assumes the obligations of Landlord under this Lease. Tenant shall promptly and in no event later than 15 days after request execute, acknowledge and deliver documents which the holder of any Landlord's Mortgage may reasonably require as further evidence of this subordination and attornment. Notwithstanding the foregoing, Tenant's obligations under this Section to subordinate in the future are conditioned on the holder of each Landlord's Mortgage and each party acquiring the Premises at any sale or other proceeding under any such Landlord's Mortgage not disturbing Tenant's occupancy and other rights under this Lease, so long as no uncured Event of Default by Tenant exists. 22. NON-WAIVER. Landlord's waiver of any breach of any provision contained in this Lease shall not be deemed to be a waiver of the same provision for subsequent acts of Tenant. The acceptance by Landlord of Rent or other amounts due by Tenant hereunder shall not be deemed to be a waiver of any previous breach by Tenant. DocuSign Envelope ID:C2C9A7B8-A5FE-4B6E-981C-E87123C1E97B Byrd Real Estate Group ©Commercial Brokers UCBA Association 1912 N. Division Ste. 201 ALL RIGHTS RESERVED ra Spokane, WA 99207 Form: ST NNN Phone: 509-326-8080 Single Tenant NNN Lease Fax: 509-326-3685 Rev.9/2020 Page 12 of 23 LEASE AGREEMENT Single Tenant for Entire Parcel -NNN (Continued) 23. HOLDOVER. If Tenant shall,without the written consent of Landlord, remain in possession of the Premises and fail to return them to Landlord after the expiration or termination of this Lease, the tenancy shall be a holdover tenancy at sufferance,which may be terminated according to Washington law. During such tenancy, Tenant agrees to pay to Landlord 150%of the rate of rental last payable under this Lease, unless a different rate is agreed upon by Landlord. All other terms of the Lease shall remain in effect other than any options to extend the Term.Tenant acknowledges and agrees that this Section does not grant any right to Tenant to holdover, and that Tenant may also be liable to Landlord for any and all damages or expenses which Landlord may have to incur as a result of Tenant's holdover. 24. NOTICES.All notices under this Lease shall be in writing and effective(i)when delivered in person or via overnight courier to the other party, or(ii)three(3)days after being sent by registered or certified mail to the other party at the address set forth in Section 1.The addresses for notices and payment of Rent set forth in Section 1 may be modified by either party only by written notice delivered in conformance with this Section. 25. COSTS AND ATTORNEYS' FEES. If Tenant or Landlord engage the services of an attorney to collect monies due or to bring any action for any relief against the other, declaratory or otherwise, arising out of this Lease, including any suit by Landlord for the recovery of Rent or other payments, or possession of the Premises, the losing party shall pay the prevailing party a reasonable sum for attorneys'fees in such action, whether in mediation or arbitration, at trial, on appeal, and in any bankruptcy proceeding. 26. ESTOPPEL CERTIFICATES. Tenant shall, from time to time, upon written request of Landlord, execute, acknowledge and deliver to Landlord or its designee a written statement specifying the following, subject to any modifications necessary to make such statements true and complete: (i)the total rentable square footage of the Premises; (ii)the date the Term commenced and the date it expires; (iii)the amount of minimum monthly Rent and the date to which such Rent has been paid;(iv)that this Lease is in full force and effect and has not been assigned, modified, supplemented or amended in any way; (v)that this Lease represents the entire agreement between the parties; (vi)that all obligations under this Lease to be performed by either party have been satisfied; (vii)that there are no existing claims,defenses or offsets which the Tenant has against the enforcement of this Lease by Landlord; (viii)the amount of Rent, if any,that Tenant paid in advance; (ix)the amount of security that Tenant deposited with Landlord; (x)if Tenant has sublet all or a portion of the Premises or assigned its interest in the Lease and to whom; (xi)if Tenant has any option to extend the Term of the Lease or option to purchase the Premises; and (xii)such other factual matters concerning the Lease or the Premises as Landlord may reasonably request.Tenant acknowledges and agrees that any statement delivered pursuant to this Section may be relied upon by a prospective purchaser of Landlord's interest or assignee of any mortgage or new mortgagee of Landlord's interest in the Premises. If Tenant shall fail to respond within 10 days to Landlord's request for the statement required by this Section, Landlord may provide the statement and Tenant shall be deemed to have admitted the accuracy of the information provided by Landlord. 27. TRANSFER OF LANDLORD'S INTEREST. This Lease shall be assignable by Landlord without the consent of Tenant. In the event of any transfer or transfers of Landlord's interest in the Premises,other than a transfer for collateral purposes only,upon the assumption of this Lease by the transferee, Landlord shall be automatically relieved of obligations and liabilities accruing from and after the date of such transfer, including any liability for any retained security deposit or prepaid Rent,for which the transferee shall be liable, and Tenant shall attorn to the transferee. 28. LANDLORD'S LIABILITY. Notwithstanding anything in this Lease to the contrary, covenants, undertakings and agreements herein made on the part of Landlord are made and intended not as personal covenants, undertakings and agreements for the purpose of binding Landlord personally or the assets of Landlord but are made and intended for the purpose of binding only the Landlord's interest in the Premises,as the same may from time to time be encumbered. In no event shall Landlord or its partners, shareholders, or members, as the case may be, ever be personally liable hereunder. DocuSign Envelope ID:C2C9A7B8-A5FE-4B6E-981C-E87123C1E97B Byrd Real Estate Group ©CommercialBrokers it CBL� y Association V • 1912 N. Division Ste. 201 ALL RIGHTS RESERVED ►j Spokane, WA 99207 l orm: sr NNN 2` Phone: 509 326 8080 Single Tenant NNN Lease Fax: 509-326-3685 Rev.9/2020 Page 13 of 23 LEASE AGREEMENT Single Tenant for Entire Parcel - NNN (Continued) 29. RIGHT TO PERFORM. If Tenant shall fail to timely pay any sum or perform any other act on its part to be performed hereunder, Landlord may make any such payment or perform any such other act on Tenant's behalf. Tenant shall, within 10 days of demand, reimburse Landlord for its expenses incurred in making such payment or performance. Landlord shall (in addition to any other right or remedy of Landlord provided by law) have the same rights and remedies in the event of the nonpayment of sums due under this Section as in the case of default by Tenant in the payment of Rent. 30. HAZARDOUS MATERIAL. As used herein, the term "Hazardous Material"means any hazardous, dangerous, toxic or harmful substance, material or waste including biomedical waste which is or becomes regulated by any local governmental authority, the State of Washington or the United States Government, due to its potential harm to the health, safety or welfare of humans or the environment. Landlord represents and warrants to Tenant that, to Landlord's actual knowledge without duty of investigation, there is no Hazardous Material on, in, or under the Premises as of the Commencement Date in excess of reportable quantities except as may otherwise have been disclosed to Tenant in writing before the execution of this Lease. If there is any Hazardous Material on, in, or under the Premises as of the Commencement Date which has been or thereafter becomes unlawfully released in excess of reportable quantities through no fault of Tenant, then Landlord shall indemnify, defend and hold Tenant harmless from any and all claims,judgments, damages, penalties,fines, costs, liabilities or losses including without limitation sums paid in settlement of claims, attorneys'fees, consultant fees and expert fees, incurred or suffered by Tenant either during or after the Term as the result of such contamination. Tenant shall not cause or permit any Hazardous Material to be brought upon, kept, or used in or about, or disposed of on the Premises by Tenant, its employees, officers, agents, servants, contractors, customers, clients, visitors, guests, or other licensees or invitees, except with Landlord's prior consent(except in de minimis quantities typical of the Permitted Use, such as in office supplies and household cleansers) and then only upon strict compliance with all applicable federal, state and local laws, regulations, codes, ordinances, and product labels. If Tenant breaches the obligations stated in the preceding sentence, then Tenant shall indemnify, defend and hold Landlord harmless from any and all claims,judgments, damages, penalties, fines, costs, liabilities or losses including, without limitation, diminution in the value of the Premises; damages for the loss or restriction on use of rentable or usable space or of any amenity of the Premises, or elsewhere; damages arising from any adverse impact on marketing of space at the Premises; and sums paid in settlement of claims, attorneys'fees, consultant fees and expert fees incurred or suffered by Landlord either during or after the Term. These indemnifications by Landlord and Tenant include, without limitation, costs incurred in connection with any investigation of site conditions or any clean-up, remedial, removal or restoration work, whether or not required by any federal, state or local governmental agency or political subdivision, because of Hazardous Material present in the Premises, or in soil or ground water on or under the Premises. Tenant shall immediately notify Landlord of any inquiry, investigation or notice that Tenant may receive from any third party regarding the actual or suspected presence of Hazardous Material on the Premises. Without limiting the foregoing, if the presence of any Hazardous Material brought upon, kept or used in or about the Premises by Tenant, its employees, officers, agents, servants, contractors, customers, clients, visitors, guests. or other licensees or invitees, results in any unlawful release of any Hazardous Materials on the Premises or any other adjacent property, Tenant shall promptly take all actions, at its sole expense, as are necessary to return the Premises or any other property to the condition existing prior to the release of any such Hazardous Material; provided that Landlord's approval of such actions shall first be obtained,which approval may be withheld at Landlord's sole discretion. The provisions of this Section shall survive expiration or earlier termination of this Lease. 31. QUIET ENJOYMENT. Provided Tenant pays the Rent and performs all of its obligations in this Lease, Tenant's possession of the Premises will not be disturbed by Landlord or anyone claiming by, through or under Landlord. DocuSign Envelope ID:C2C9A7B8-A5FE-4B6E-981C-E87123C1E97B Byrd Real Estate Group ©Commercial Brokers � CBA Y Association 1912 N. Division Ste. 201 ALL RIGHTS RESERVED r�:\> Spokane, WA 99207 Form: ST NNN Phone: 509-326-8080 Single Tenant NNN Lease Fax: 509-326-3685 Rev.9/2020 Page 14 of 23 LEASE AGREEMENT Single Tenant for Entire Parcel -NNN (Continued) 32. MERGER.The voluntary or other surrender of this Lease by Tenant, or a mutual cancellation thereof, shall not work a merger and shall, at the option of Landlord, terminate all or any existing subtenancies or may, at the option of Landlord, operate as an assignment to Landlord of any or all of such subtenancies. 33. GENERAL. a. Heirs and Assigns. This Lease shall apply to and be binding upon Landlord and Tenant and their respective heirs, executors, administrators, successors and assigns. b. Brokers' Fees. Tenant represents and warrants to Landlord that except for Tenant's Broker, if any, described or disclosed in Section 35 of this Lease, it has not engaged any broker,finder or other person who would be entitled to any commission or fees for the negotiation, execution or delivery of this Lease and shall indemnify and hold harmless Landlord against any loss, cost, liability or expense incurred by Landlord as a result of any claim asserted by any such broker,finder or other person on the basis of any arrangements or agreements made or alleged to have been made by or on behalf of Tenant. Landlord represents and warrants to Tenant that except for Landlord's Broker, if any, described and disclosed in Section 35 of this Lease, it has not engaged any broker,finder or other person who would be entitled to any commission or fees for the negotiation, execution or delivery of this Lease and shall indemnify and hold harmless Tenant against any loss, cost, liability or expense incurred by Tenant as a result of any claim asserted by any such broker,finder or other person on the basis of any arrangements or agreements made or alleged to have been made by or on behalf of Landlord. c. Entire Agreement. This Lease contains all of the covenants and agreements between Landlord and Tenant relating to the Premises. No prior or contemporaneous agreements or understandings pertaining to the Lease shall be valid or of any force or effect and the covenants and agreements of this Lease shall not be altered, modified or amended except in writing signed by Landlord and Tenant. d. Severability.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 of this Lease. e. Force Majeure. Time periods for either party's performance under any provisions of this Lease (excluding payment of Rent) shall be extended for periods of time during which the party's performance is prevented due to circumstances beyond such party's control, including without limitation,fires,floods, earthquakes, lockouts, strikes, embargoes, governmental regulations, acts of God, public enemy,war or other strife; provided in no event shall any of the foregoing events operate to extend the Term of this Lease. f. Governing Law. This Lease shall be governed by and construed in accordance with the laws of the State of Washington. g. Memorandum of Lease. Neither this Lease nor any memorandum or"short form"thereof shall be recorded without Landlord's prior consent. h. Submission of Lease Form Not an Offer. One party's submission of this Lease to the other for review shall not constitute an offer to lease the Premises.This Lease shall not become effective and binding upon Landlord and Tenant until it has been fully executed by both parties. i. No Light,Air or View Easement. Tenant has not been granted an easement or other right for light,air or view to or from the Premises.Any diminution or shutting off of light, air or view by any structure which may be erected on or adjacent to the Premises shall in no way affect this Lease or the obligations of Tenant hereunder or impose any liability on Landlord. j. Authority of Parties. Each party to this Lease represents and warrants to the other that the person DocuSign Envelope ID:C2C9A7B8-A5FE-4B6E-981C-E87123C1E97B Byrd Real Estate Group ©Commercial Brokers UCBA Association ID 1912 N. Division Ste. 201 ALL RIGHTS RESERVED ti, rj Spokane,WA 99207 Form: ST NNN ''ham Phone: 509-326-8080 Single Tenant NNN Lease ,,�., Fax: 509-326-3685 Rev.9/2020 Page 15 of 23 LEASE AGREEMENT Single Tenant for Entire Parcel - NNN (Continued) executing this Lease on behalf of such party has the authority to enter into this Lease on behalf of such party, that the execution and delivery of this Lease has been duly authorized, and that upon such execution and delivery,this Lease shall be binding upon and enforceable against such party. k. Time."Day"as used herein means a calendar day and"business day"means any day on which commercial banks are generally open for business in the state where the Premises are situated.Any period of time which would otherwise end on a non-business day shall be extended to the next following business day. Time is of the essence of this Lease. 34. EXHIBITS AND RIDERS. The following exhibits and riders are made a part of this Lease, and the terms thereof shall control over any inconsistent provision in the sections of this Lease: Exhibit A: Legal Description of the Premises Exhibit B: Work Letter EXHIBIT C: SITE PLAN CHECK THE BOX FOR ANY OF THE FOLLOWING THAT WILL APPLY. CAPITALIZED TERMS USED IN THE RIDERS SHALL HAVE THE MEANING GIVEN TO THEM IN THE LEASE. ® Rent Rider ❑ Arbitration Rider El Letter of Credit Rider ❑ Guaranty of Tenant's Lease Obligations Rider N Option to Extend Rider IK LEASE ADDENDUM 35. AGENCY DISCLOSURE. At the signing of this Lease, Landlord is represented by Douq Byrd, affiliated with Byrd Real Estate Group, LLC (insert both the name of the Broker and the Firm as licensed) (the"Landlord's Broker"), and Tenant is represented by Doug Byrd, affiliated with Byrd Real Estate Group, LLC(insert both the name of the Broker and the Firm as licensed)(the"Tenant's Broker"). This Agency Disclosure creates an agency relationship between Landlord, Landlord's Broker(if any such person is disclosed), and any managing brokers who supervise Landlord's Broker's performance(collectively the"Supervising Brokers"). In addition,this Agency Disclosure creates an agency relationship between Tenant,Tenant's Broker(if any such person is disclosed),and any managing brokers who supervise Tenant's Broker's performance (also collectively the"Supervising Brokers"). If Tenant's Broker and Landlord's Broker are different real estate licensees affiliated with the same Firm,then both Tenant and Landlord confirm their consent to that Firm and both Tenant's and Landlord's Supervising Brokers acting as dual agents. If Tenant's Broker and Landlord's Broker are the same real estate licensee who represents both parties, then both Landlord and Tenant acknowledge that the Broker, his or her Supervising Brokers,and his or her Firm are acting as dual agents and hereby consent to such dual agency. If Tenant's Broker, Landlord's Broker,their Supervising Brokers,or their Firm are dual agents, Landlord and Tenant consent to Tenant's Broker, Landlord's Broker and their Firm being compensated based on a percentage of the rent or as otherwise disclosed on the attached addendum. Neither Tenant's Broker, Landlord's Broker nor either of their Firms are receiving compensation from more than one party to this transaction unless otherwise disclosed on an attached addendum, in which case Landlord and Tenant consent to such compensation. Landlord and Tenant confirm receipt of the pamphlet entitled"The Law of Real Estate Agency." 36. COMMISSION AGREEMENT. If Landlord has not entered into a listing agreement(or other compensation agreement with Landlord's Broker), Landlord agrees to pay a commission to Landlord's Broker(as identified in the Agency Disclosure paragraph above)as follows: ❑$ ® 5 % of the gross rent payable pursuant to the Lease El$ per square foot of the Premises DocuSign Envelope ID:C2C9A7B8-A5FE-4B6E-981C-E87123CIE97B Byrd Real Estate Group ©Commercial Brokers UCBA Association 1. 1912 N. Division Ste.201 ALL RIGHTS RESERVED �� Spokane, WA 99207 Form: ST_NNN Phone: 509 326 8080 Single Tenant NNN Lease >;, Fax: 509-326-3685 Rev 9/2020 Page 16 of 23 LEASE AGREEMENT Single Tenant for Entire Parcel -NNN (Continued) ❑Other Landlord's Broker ®shall ❑shall not (shall not if not filled in) be entitled to a commission upon the extension by Tenant of the Term pursuant to any right reserved to Tenant under the Lease calculated IN as provided above or ❑as follows (if no box is checked, as provided above). Landlord's Broker®shall El shall not(shall not if not filled in) be entitled to a commission upon any expansion of Premises pursuant to any right reserved to Tenant under the Lease, calculated®as provided above or ❑as follows (if no box is checked, as provided above). With respect to any commission earned upon execution of this Lease or pursuant to any expansion of the Premises, Landlord shall pay one-half upon execution of the Lease or any amendment/addenda thereto expanding the Premises, and one-half upon occupancy of the Premises by Tenant. With respect to any commission earned upon extension of the Term of this Lease, Landlord shall pay one-half upon execution of any amendment/addenda to the Lease extending the Term and one-half upon the commencement date of such extended term. Landlord's Broker shall pay to Tenant's Broker(as identified in the Agency Disclosure paragraph above)the amount stated in a separate agreement between them or, if there is no agreement, $ or %(complete only one)of any commission paid to Landlord's Broker,within five(5)days after receipt by Landlord's Broker. If any other lease or sale is entered into between Landlord and Tenant pursuant to a right reserved to Tenant under the Lease, Landlord ®shall ❑shall not(shall not if not filled in) pay an additional commission according to any commission agreement or, in the absence of one, according to the commission schedule of Landlord's Broker in effect as of the execution of this Lease. Landlord's successor shall be obligated to pay any unpaid commissions upon any transfer of this Lease and any such transfer shall not release the transferor from liability to pay such commissions. 37. BROKER PROVISIONS. LANDLORD'S BROKER, TENANT'S BROKER AND THEIR FIRMS HAVE MADE NO REPRESENTATIONS OR WARRANTIES CONCERNING THE PREMISES;THE MEANING OF THE TERMS AND CONDITIONS OF THIS LEASE; LANDLORD'S OR TENANT'S FINANCIAL STANDING; ZONING; COMPLIANCE OF THE PREMISES WITH APPLICABLE LAWS; SERVICE OR CAPACITY OF UTILITIES; OPERATING COSTS; OR HAZARDOUS MATERIALS. LANDLORD AND TENANT ARE EACH ADVISED TO SEEK INDEPENDENT LEGAL ADVICE ON THESE AND OTHER MATTERS ARISING UNDER THIS LEASE. IN WITNESS WHEREOF this Lease has been executed the date and year first above written. 57V "--oocus+$yea by: MS AIA. urr 1 ilei LAN LORD: • Fcy.AN 186?=COY F p:s I LANDLORD: TENANT: Cat(` (9/� `AAA 6 Nathan chetrit `BY: BY Pee._41 C IT 7 ittokoai ef President ITS DocuSign Envelope ID:C2C9A7B8-A5FE-486E-981C-E87123C1E97B ®Commercial Brokers V CRA Byrd Real Estate Group Association I. 1912 N.Division Ste.201 ALL RIGHTS RESERVED �"+ Spokane,WA 99207 Form ST NNN fir, Phone:509-326-8080 single Tenant NNN Lease 1.r'r,, Fax:509-326-3685 Rev.912020 Page 17 of 23 LEASE AGREEMENT Single Tenant for Entire Parcel -NNN (Continued) STATE OF WASHINGTON 4 r COUNTY OF e)r— L was acknowledged before me on at i This record �-0.ic,20, ,by 1`�w" t as &a»g - of l /tecDS 0, - Notary Public for the iagtoa State of Washington Sharon L Reynolds &1 as Commission No. 119503 My commission expires: ac:, Commission Expires 06-22-26 STATE OF WASHINGT�OfJN,�. COUNTY OF S—e6.4 Y"r"( This record was acknowledged before me on 5�n`Ci Z V ,20 24by ii ;, t9 r as .6 oQoyi- el ilelAtoyirof tic 6- 21.,6 p /e i 'lia"14.— f -A _int:60011SiI Notary Pub lb for the Sia a of Washington ` 41 ,ZQ`_,;��ioN 't,,,�� /� My commission expires: 42 -'t - ;64 a.-E i ru +OT y M j ''. 94883 {AZ % 't 1 `e Li° orhiV #� ll A DocuSign Envelope ID:C2C9A7B8-A5FE-4B6E-981C-E87123C1E97B Byrd Real Estate GroupOCommercialBrokers �` CF3A Y Association U .110 1912 N. Division Ste. 201 ALL RIGHTS RESERVED ,�� ►j Spokane, WA 99207 Form: ST NNN Phone: 509-326-8080 Single Tenant NNN Lease `r,:• Fax: 509-326-3685 Rev.9/2020 Page 18 of 23 LEASE AGREEMENT Single Tenant for Entire Parcel - NNN (Continued) STATE OF WASHINGTON COUNTY OF This record was acknowledged before me on , 20_, by as of Notary Public for the State of Washington My commission expires: STATE OF WASHINGTON COUNTY OF This record was acknowledged before me on , 20_,by as of • Notary Public for the State of Washington My commission expires: 1 DocuSign Envelope ID:C2C9A7B8-A5FE-4B6E-981C-E87123C1E97B Byrd Real Estate Group ©Commercial Brokers UCBA Association ID 1912 N. Division Ste.201 ALL RIGHTS RESERVED r ra Spokane, WA 99207 Form' ST NNN Phone: 509 326 8080 Single Tenant NNN Lease Fax: 509-326-3685 Rev.9/2020 Page 19 of 23 LEASE AGREEMENT Single Tenant for Entire Parcel -NNN (Continued) EXHIBIT A [Legal Description of the Property] a portion of Parcel#45222.0313-OPPORTUNITY PTN OF TR 163 DAF; BEG AT THE NE COR OF SD TR; TH S ALG THEE LN TO THE SE COR OF SD TR: TH W 136.43', TH N 639.1'TO APNT ON THE N LN OF SD TR, TH W TO THE POB. EXC THE N 190'THEREOF: TOGETHER WITH THEE 120 OF THE W 498 OF SD TR 163; situate in the City of Spokane Valley, Spokane County. Washington State. See attached Exhibit C. DocuSign Envelope ID:C2C9A7B8-A5FE-4B6E-981C-E87123C1E97B Byrd Real Estate Group ©Commercial Brokers UCBA Association 1912 N. Division Ste. 201 ALL RIGHTS RESERVED ti I/PON . Spokane, WA 99207 Form: STNNN / Phone: 509-326-8080 Single Tenant NNN tease •\.6/ Fax: 509-326-3685 Rev.9/2020 Page 20 of 23 LEASE AGREEMENT Single Tenant for Entire Parcel - NNN (Continued) EXHIBIT B [Work Letter] CHECK IF APPLICABLE: 1.®Improvements to be Completed by Landlord A. Performance of Improvements. Subject to the terms and conditions of this Lease and any Improvement Allowance provided herein. Landlord's obligations to improve the Premises shall be limited to the work ("Landlord's Work")described below.All other work shall be performed by Tenant at its sole expense or, if performed by Landlord, shall be promptly reimbursed by Tenant. Landlord's Work shall be deemed to be "substantially complete"on the date that Landlord's notifies Tenant that Landlord's Work is complete, except for punch list items that do not impair the use or operations thereof,would not prevent Tenant from occupancy and/or performing Tenant's Work, and except for that portion of Landlord's Work, if any, which cannot be feasibly performed before Tenant completes Tenant's Work, fixturing, or decorating. The work to be done by Landlord in satisfying its obligation to complete Landlord's Work under the Lease shall be limited to the following (check one): ®As identified below(check and describe all that apply); E FLOOR: ❑WALLS: ❑CEILING: ❑LIGHTING: ❑WASHROOM(S): ❑ELECTRICAL: ❑HVAC: ®OTHER: Building in good working order at commencement of lease, including but not limited to electrical, plumbing. HVAC & mechanical. ❑As mutually agreed upon between Landlord and Tenant as follows: a. Within days ((10) days if not filled in) after mutual acceptance of the Lease, Tenant shall prepare and submit for Landlord's review a preliminary sketch of the improvements to be performed by Landlord ("Preliminary Landlord Plan"). Landlord and Tenant shall cooperate in good faith to adopt a mutually acceptable Preliminary Landlord Plan. b. Upon Landlord's approval of the Preliminary Landlord Plan, Landlord shall promptly prepare(or cause to be prepared) construction documents (i.e.. those plans used for submittal to the appropriate governmental bodies for all necessary permits and approvals for Landlord's Work, if any) for Tenant's review and approval, which approval shall not be unreasonably withheld, conditioned or delayed, The construction documents, once approved, shall then constitute"Landlord's Improvement Plans." c. Landlord shall submit the Landlord's Improvement Plans to the appropriate governmental body for plan checking and issuance of necessary permits and approvals, as applicable. Landlord and Tenant shall cooperate and use commercially reasonable efforts to cause to be made any changes in the Landlord's Improvement Plans necessary to obtain such permits and approvals; provided, however, any costs and expenses resulting from the foregoing changes to Landlord's Work that exceed the Improvement Allowance shall be borne at Tenant's sole cost and expense. DocuSign Envelope ID:C2C9A7B8-A5FE-4B6E-981C-E87123C1E97B Byrd Real Estate Group ®Commercial Brokers �� Ci3� y Association V 1912 N. Division Ste.201//-\\\> ALL RIGHTS RESERVED � Spokane WA 99207 Form: ST NNN ,f` Phone: 509-326-8080 Single Tenant NNN Lease '`�+ Fax 509 326 3685 Rev.9i2020 Page 21 of 23 LEASE AGREEMENT Single Tenant for Entire Parcel -NNN (Continued) B. Defects in Landlord's Work. If Tenant fails to notify Landlord of any defects in the Landlord's Work within 30 days of delivery of possession of the Premises to Tenant,Tenant shall be deemed to have accepted the Premises in their then-existing condition. If Tenant discovers any major defects in the Landlord's Work during this 30-day period that would prevent Tenant from using the Premises for the Permitted Use,Tenant shall notify Landlord and the Commencement Date shall be delayed until after Landlord has notified Tenant that Landlord has corrected the major defects and Tenant has had five (5)days to inspect and approve the Premises.The Commencement Date shall not be delayed if Tenant's inspection reveals minor defects in the Landlord's Work that will not prevent Tenant from using the Premises for the Permitted Use. Tenant shall prepare a punch list of all minor defects in Landlord's Work and provide the punch list to Landlord,which Landlord shall promptly correct. 2. ®Improvements to be Completed by Tenant A. Performance of Improvements. Subject to the terms and conditions of the Lease and any Improvement Allowance provided herein,Tenant shall complete, at its sole cost and expense,the work identified in the Tenant Improvement Plans(as such term is defined below)adopted by Landlord and Tenant in accordance with the provisions below("Tenant's Work").Tenant's Work shall be performed lien free and in a workmanlike manner,without interference with other work, if any, being done in the Premises, including any of Landlord's Work, and in compliance with all laws and reasonable rules promulgated from time to time by Landlord, its property manager,architect, and contractors. The work to be done by Tenant in satisfying its obligation to complete Tenant's Work under the Lease shall be limited to the following (check one): ®As identified below(check and describe all that apply); ®FLOOR: polish concrete floors ❑WALLS: ❑CEILING: IX LIGHTING: install additional lighting as needed ❑WASHROOM(S): ❑ELECTRICAL: ❑HVAC: IX OTHER: paint interior and exterior of building and remove bookshelves ❑As mutually agreed upon between Landlord and Tenant as follows: a. Within days((10)days if not filled in)after mutual acceptance of the Lease,Tenant shall prepare and submit for Landlord's review a preliminary sketch of the Tenant Improvements j ("Preliminary Tenant Plan"). Landlord and Tenant shall cooperate in good faith to adopt a mutually acceptable Preliminary Plan. I b. Upon approval of the Preliminary Tenant Plan by Landlord,Tenant shall promptly prepare construction documents(i.e.,those plans used for submittal to the appropriate governmental bodies for all necessary permits and approvals for the Tenant's Work, if any)for Landlord's review and approval. The construction documents, once approved, shall then constitute the'Tenant Improvements Plans." c. Upon approval by Landlord,Tenant shall submit the Tenant Improvements Plans to the appropriate governmental body for plan checking and issuance of necessary permits and approvals.Tenant,with Landlord's approval, shall cause to be made any changes in the Tenant Improvements Plans DocuSign Envelope ID:C2C9A7B8-A5FE-486E-981C-E87123C1E978 Byrd Real Estate GroupI. ©Commercial Brokers $CBA Association 1912 N. Division Ste. 201 ALL RIGHTS RESERVED rillSpokane, WA 99207 Form: ST_NNN '�1; Phone: 509-326-8080 Single Tenant NNN Lease '"%, Fax: 509-326-3685 Rev.9/2020 Page 22 of 23 LEASE AGREEMENT Single Tenant for Entire Parcel - NNN (Continued) necessary to obtain such permits and approvals. d. Landlord makes no warranty or representation of any type or nature with respect to the adequacy or sufficiency of the Tenant Improvements Plans for any purpose. Landlord makes no warranty or representation of any type or nature with respect to the quality, suitability, or ability of contractor or the quality of the work or materials supplied or performed with respect to the Tenant Improvements by contractor,the subcontractors, Tenant's agents,or any other person or entity. B. General Requirements.Tenant shall submit to Landlord, prior to the commencement of the construction of Tenant's Work,the following information for Landlord's review and approval (check all that apply): El The names, contact names,addresses, and license numbers of all general contractors and subcontractors Tenant intends to use in the construction of Tenant's Work. ❑A reasonably detailed schedule for Tenant's performance of Tenant's Work(including, without limitation, the date on which Tenant's Work will commence,the estimated date of completion of Tenant's Work, and the date on which Tenant expects to open for business in the Premises). El Evidence of insurance as required in the Lease and any other insurance usual and customary for performance of Tenant's Work and requested by Landlord. ❑Copies of all required governmental permits. C. Contractor Qualifications. All contractors and subcontractors to perform Tenant's Work shall be licensed contractors,capable of performing quality workmanship and working in harmony with Landlord's general contractor on the Premises, if any. Upon notice from Landlord,Tenant shall stop using (or cause contractor or any subcontractor to stop using)any person or entity disturbing labor harmony with any work force or trade engaged in performing Tenant's Work or other work, labor,or services in or about the Premises.All work shall be coordinated with any on-going construction work on the Premises. Landlord shall have the right to disapprove, in Landlord's reasonable discretion, any contractor or subcontractor which Tenant desires to engage for Tenant's Work. 3. Improvement Allowance Provided there is no uncured Event of Default by Tenant under the Lease, upon completion of Landlord's Work or Tenant's Work, as applicable, Landlord shall provide an allowance("Improvement Allowance") toward the costs and expenses associated with improvements to the Premises in accordance with the following (check one): ❑$ per rentable square foot of the Premises.The Improvement Allowance shall be used only for I (choose one):0 Landlord's Work,or 0 Tenant's Work,excepting . If costs associated with completing Tenant's Work exceed the Improvement Allowance, or if any costs of Tenant's Work are not to be paid out of the Improvement Allowance, then the excess or excluded amount shall be paid directly by Tenant. I%I None;Tenant shall be obligated to pay all costs,expenses and fees associated with completing the Tenant's Work in accordance with the Tenant Improvement Plans. None; Landlord shall be obligated to pay all costs, expenses and fees associated with completing the Landlord's Work in accordance with the Landlord Improvement Plans, however, excepting any costs related to Tenants'furniture, cabling, fixtures and equipment, Signage, design services, and , and in no event in an amount exceeding$ . DocuSign Envelope ID:C2C9A7B8-A5FE-4B6E-981C-E87123C1E97B Byrd Real Estate Group ®CommercAssociial Brokers •I CBA V 1912 N. Division Ste.201 ALL RIGHTS RESERVED r• Spokane,WA 99207 Form: ST NNN ''. Phone: 509-326-8080 Single Tenant NNN tease Fax: 509-326-3685 Rev.9/2020 Page 23 of 23 LEASE AGREEMENT Single Tenant for Entire Parcel -NNN (Continued) 4.®Removal of Improvements/Surrender. The following scope of Tenant's Work(check one): ®shall become the property of Landlord shall be removed by Tenant at its sole cost and expense upon the expiration or earlier termination of the Lease Term: DocuSign Envelope ID:C2C9A7B8-A5FE-4136E-981C-E87123C1E97B EXHIBIT C Wallaroo ' s Lot/ Land area outlined in Purple Y r rr arl rr • Yr an 411101 rr °., Parking IMIP, CUM �... y License *mt� 1►�272b�E 1r2510 ElSprag �e e.i Spraflue s.rtR ..me =in •veStel • :Ave MS222.0448 s; �r` I • 11452220211 f °, <• uu 'a ca „u 'r` ,�, 12622E 4,1, t 'Ui.a ssi{tned r • ,i I • •• Sprague Ave Address,. . ,, 40, ; 45222.0314 45222.0 r •1• E Sprog .r .a ' •:::y spLa9ue ve �. 127 4� ve Ster .o st ? ? 3 • 4's1 - ;KB - 45222.0448 ..• us :.:,:r•:::::r::•:::::.:.:i: . or 12710E Z22.• P 91 Mt 'i Sprague Ave F�12SO6 E �s . a 4S2'M.il'1T7 �.. :••: o 9 Spmpue Ave �` r • t r.fi 45222.0448 � � t .•12b06 E 1 Sprague Ave A 45222.0310 I. • op -4 i,f.N mar. r - J 4 r _+_T_ r r r r 1 4 r .A. . , -,- Clif 6 ,, * i r , Unossijned r • rr iti rr— r. . �� Address ir- WI r r c45222A228 'linfr- poril w fir v �t , « ' mot..`"`^ Addiess =, O ` rye,' .,: a` . 12505 Q 3 dr I�, �, ac V`+ '3,! Ave'Apt :+ MI - EtrIOM 0 0 01 50S© J Ave Apt 9 tb . © 1I-�+ � ,. 'CI ,-re%13P;4l ve"Api'1 . .- 45222.•..2 .a- ;.c.r , .. 5/4/2022, 7:35:24 AM 1:2,257 � 0.01 26 J30" �b5 mi i=: City of Spokane Valley 1 1 1 I 1 1 1 0 0.02 0.04 0.08 km ° Site Address Point 6/23/2022 Valley Parcels CSV,Spokane Image Consortium,Maxar,Microsoft ValleyViewer Map Spokane Valley I CSV I Spokane Image Consortium,Maxar,Microsoft I DocuSign Envelope ID:C2C9A7B8-A5FE-4B6E-981C-E87123C1E97B Byrd Real Estate Group ©Commercial Brokers 1 CBA 1912 N. Division Ste. 201 ALL RIGHTS AssEci RESERVED V ral Spokane, WA 99207 Form: LA 6. Phone: 509-326-8080 Lease Addendum y% Fax. 509-326-3685 Rev.9/2020 Page 1 of 1 ADDENDUM TO CBA LEASES CBA Text Disclaimer:Text deleted by licensee indicated by strike. The following terms are made part of and incorporated by this reference into the Lease Agreement ("Agreement") dated June 23 , 20 22 between City of Spokane Valley , a(n) ("Landlord") and Wallaroo's Furniture & Mattresses, LLC , a(n) Washington limited liability company("Tenant")concerning the leased commercial premises commonly known as 12614 E Sprague("Premises"), which Premises are part of the real property located at 12614 E Sprague , Spokane Valley , WA 99216 and commonly known as 12614 E Sprague ("Property"). LANDLORD AND TENANT AGREE AS FOLLOWS: Tenant acknowledges Parking License Agreement with Conley's Restaurant for parking on the Northerly portion of subject property, as noted on Exhibit C. Tenant acknowledges that based on an engineer's inspection and calculations, they recommend a load limit of 40 psf for the mezzanine, which is apparently 2.5 times less than the 100 psf required for"public access areas." Therefore, there is a load limit for said mezzanine and a requirement for signage on the mezzanine regarding the load limit. All other terms and conditions of the Agreement remain unchanged and in full force and effect. ©s INITIALS: / 6/23/2022 Landlord/Lessor: Date Z 2Z Tenant/Lessee: Date Landlord/Lessor: Date Tenant/Lessee: Date DocuSign Envelope ID:C2C9A7B8-A5FE-4B6E-981C-E87123C1E97B Byrd Real Estate Group ©Commercial Brokers �CBA 1912 N. Division Ste. 201 Association V ALL RIGHTS RESERVED Ij Spokane, WA 99207 9F'' Form: OR ,, Phone: 509-326-8080 Option to Extend Rider Fax: 509-326-3685 Rev.9/2020 Page 1 of 2 OPTION TO EXTEND RIDER CBA Text Disclaimer:Text deleted by licensee indicated by strike.New text inserted by licensee indicated by small capital letters. This Option to Extend Rider("Rider") is made part of and incorporated by this reference into that certain Lease Agreement dated June 23 , 20 22 ("Lease") between City of Spokane Valley , a(n) ("Landlord") and Wallaroo's Furniture& Mattresses, LLC , a(n)Washington limited liability company("Tenant"), as the same may be amended, concerning the leased commercial space commonly known as 12614 E Sprague ("Premises"), which Premises are part of the real property located at 12614 E Sprague , Spokane Valley , WA 99216 and commonly known as 12614 E Sprague("Property"). 1. Extension of Lease. Provided LANDLORD DOES NOT NEED THE SUBJECT PROPETY FOR THEIR USE AND Tenant is not in default of any provision of the Lease beyond the applicable cure period at the time that Tenant exercises the right to extend the term of the Lease or at the time an Extended Term defined below begins, Tenant shall have 5 (zero, if not completed) successive options to extend the term of the Lease for 1 years each (each, an "Extended Term"). The term of the Lease shall be extended for the length of the Extended Term on the same terms, conditions and covenants set forth in the Lease, except that(i)the amount of the Base Rent in base; «al�;-at � e€-free or abated- «hat. .ray'have .t+he initie14er+ SHALL INCREASE 2% ANNUALLY. 2. Notice. To exercise its option to extend the term of the Lease, Tenant must deliver written notice of its election to extend the term of the Lease to Landlord not more than twe-hundfed forty(244THREE HUNDRED SIXTY FIVE (365) days and not less than wed eighty-{1-89NINETY(90) days prior to the expiration date of the then- current Lease term. Time is of the essence of this Rider. 3. Monthly Rent. Upon Tenant's exercise of an option to extend the term of the Lease, Landlord and Tenant shall make a good faith effort to determine and agree on the Base Rent for the Premises for the extended term of the Lease, which shall be-the fairmarket-rental-rate-thcrcofINCREASE 2%ANNUALLY. a. rate-fer the--Premises T nant delive_s notice of its election to exercise its option-te extend, the parties shall -heve-ten(19)days to- ally select eppoint-one r. e th c « « i « f «h o E w eppr-aiseF shah-havefcccivcd #rom the-Appraisal t,eas��„«te. � (1-0)Ycarsef leasing- set-in-whie#-t#e Premise. a located -e equivalent experience-ta-the commerciat teasing fer-the -twenty {20}days of appointmer and Tenant, and -be-fisted term. The appraiser's fees and expenses shelt-be-shared<equally b n he-parties. b. -Appraiser , then -may-give-tFie ether that it has selected complete vith-the name, address,end other ebout receivingeh netice shall-then-Have ten{1$}days-te giving ten notieeto the days, r fir-st-appointed-shall be INITIALS:LANDLORD l r-- DATE &l Jiy Z!n Z TENANT DATE 6/23/2022 LANDLORD DATE TENANT DATE DocuSign Envelope ID:C2C9A7B8-A5FE-4B6E-981C-E87123C1E97B Byrd Real Estate Group ©Commercial Brokers �� CBS 1912 N. Division Ste. 201 Association V ALL RIGHTS RESERVED rj Spokane, WA 99207 Phone: 509-326-8080 Form: OR E. ^j Option to Extend Rider ''s Fax: 509-326-3685 Rev.9/2020 Page 2 of 2 OPTION TO EXTEND RIDER final, conclusive and binding upon both parties, and the Base Rent shall be adjusted accordingly for the applicable Extended Term. The appraiser's fees and expenses shall be shared equally between the parties. c. Method of Determining Rent.-ate appraisers appointed shall-proceed to determine the fair market rental rate within twenty{28}days following their went.The conclusion of the appraisers shall be final; conclusive and binding open both Landlord and Tenant. If the appraisers should fail to agree,but the difference in theireenelusions as to fair market rental rate is ten percent(10%}or less of the lower of the two appraisals, then the fair rrfar-ket rental retee shall be deemed to be the average of the two rates,and Base Rent shall be adjusted aeeerdingly for the applicable Extended Term.if the two appraisers should fail to agree en the fair market rental value, and the difference between the two appraisals exceeds ten percent{-1-89Aief the lower of the two appraisals, then the two appraisers shall promptly appoint a third appraiser. If they fail to agree en a third appraiser within ten 0-9}days after their individual determination of the fair market rental rate,either party may apply to the courts for the county in which the Premises are located,requesting the appointment of the third appraiser. Once appointed,the third appraiser shall promptly determine the fair market rental rate for the Premises. The third appraiser shall then take the average of the twe appraisals that arc closest in value, which average rate shall be final;eenclusive,and binding open bath Landlord and Tenant, and Base Rent shall be adjusted accordingly for the applicable Extended Term. Each party shall pay its own legal fees{if any}and the fees and expenses fer4ts-ewn appraiser. In the event a third appraiser must be appointed,Kiser her fees and expenses shall-be-berne equally by the parties. 4. Conflicts. In the event of any conflicts between the terms of this Option to Extend Rider and the terms of the Lease and/or any Rent Rider, the terms of this Option to Extend Rider shall control. /_ os 6/23/2022 INITIALS: LANDLORD DATE v 2L'l I l ZZ TENANT 'v DATE !!I LANDLORD DATE TENANT DATE DocuSign Envelope ID:C2C9A7B8-A5FE-4B6E-981C-E87123C1E97B Byrd Real Estate Group ©Commercial Brokers 0 CBA 1912 N. Division Ste. 201 ALL RIGHTS AssE RESERRVEDVEDciat V ra Spokane, WA 99207 Phone: 509-326-8080 Form: RR Rent Rider Fax: 509-326-3685 Rev.9/2020 Page 1 of 2 RENT RIDER CBA Text Disclaimer:Text deleted by licensee indicated by strike. New text inserted by licensee indicated by small capital letters. This Rent Rider("Rider") is a part of and incorporated by this reference into that certain Lease Agreement dated June 23 , 20 22 ("Lease") between City of Spokane Valley , a(n) ("Landlord") and Wallaroo's Furniture& Mattresses, LLC , a(n)Washington limited liability company("Tenant"), as the same may be amended, concerning the commercial space commonly known as 12614 E Sprague ("Premises"), which Premises are part of the real property located at 12614 E Sprague , , Spokane Valley , WA 99216 and commonly known as 12614 E Sprague ("Property"). ® 1. BASE MONTHLY RENT SCHEDULE. Tenant shall pay to Landlord base monthly rent during the initial Lease Term according to the following schedule: Lease Year(Stated in Years or Months) Base Monthly Rent Amount July 1, 2022 -September 15, 2022 $0 September 16, 2022-September 30, 2022 $ 3,541.67 October 1, 2022-August 31, 2027 $7,083.33 ❑ 2. CONSUMER PRICE INDEX ADJUSTMENT ON BASE MONTHLY RENT. The base monthly rent shall be increased on the first day of the second year of the Term, which shall occur on the first day of the calendar month after the calendar month in which the Commencement Date occurs and on the first day of each year of the Term thereafter(each, an "Adjustment Date") (but not during any extended or renewal term(s) unless specifically set forth elsewhere in the Lease or set forth in this Rent Rider below). The increase shall be determined in accordance with the increase in the United States Department of Labor, Bureau of Labor Statistics, Revised Consumer Price Index for All Urban Consumers (CPI-U): U.S. Cities Average, all items index(Reference Base 1982-84 equal 100)(the"Index"). The base monthly rent payable immediately prior to the applicable Adjustment Date shall be increased by the percentage that the Index published for the date nearest preceding the applicable Adjustment Date has increased over the Index published for the date nearest preceding the first day of the Lease Year from which the adjustment is being measured. Upon the calculation of each increase, Landlord shall notify Tenant of the new base monthly rent payable hereunder. Within twenty(20) days of the date of Landlord's notice, Tenant shall pay to Landlord the amount of any deficiency in base rent paid by Tenant for the period following the subject Adjustment Date, and shall thereafter pay the increased base rent until receiving the next notice of increase from Landlord. If the components of the Index are materially changed after the Commencement Date, or if the Index is discontinued during the Lease term, Landlord shall notify Tenant of a substitute published index which, in Landlord's reasonable discretion, approximates the Index, and shall use the substitute index to make subsequent adjustments in base monthly rent. In no event shall base monthly rent be decreased pursuant to this paragraph. FOS INITIALS:LANDLORD DATE 6/'Zy 2a TENANT DATE 6/23/2022 LANDLORD DATE ` TENANT DATE DocuSign Envelope ID:C2C9A7B8-A5FE-4B6E-981C-E87123C1E97B Byrd Real Estate Group ©Commercial Brokers ► CBA ID ALL RIGHTS RESERVED 1912 N. Division Ste. 201 Association V '�!'' KIP Spokane, WA 99207 F Form: RR ,� Phone: 509-326-8080 Rent Rider '''E Fax. 509-326-3685 Rev.9/2020 Page 2 of 2 RENT RIDER CBA Text Disclaimer:Text deleted by licensee indicated by strike. New text inserted by licensee indicated by small capital letters. ❑ 3. EXTENDED TERM BASE MONTHLY RENT SCHEDULE. Tenant shall pay to Landlord base monthly rent during the Extended Term of the Lease commencing upon (check one): ❑the date that is months following the Commencement Date of the initial Term, or El , 20_, as follows (choose one): El As set forth in the Option to Extend Rider attached to the Lease ❑BASE MONTHLY RENT SCHEDULE. Tenant shall pay to Landlord base monthly rent during the Extended Term of the Lease according to the following schedule: Lease Year(Stated in Years or Months) Base Monthly Rent Amount $ $ $ $ $ ❑CONSUMER PRICE INDEX ADJUSTMENT ON EXTENDED TERM BASE MONTHLY RENT. The base monthly rent shall be increased on the first day of the first year of the Extended Term of the Lease and on the first day of each year of the Extended Term of the Lease thereafter(each, an "Adjustment Date"). The increase shall be determined in accordance with the increase in the United States Department of Labor, Bureau of Labor Statistics, Consumer Price Index for All Urban Consumers (CPI-U): U.S. Cities Average, all items index(Reference Base 1982-84 equal 100) (the"Index"). The base monthly rent payable immediately prior to the applicable Adjustment Date shall be increased by the percentage that the Index published for the date nearest preceding the applicable Adjustment Date has increased over the Index published for the date nearest preceding the first day of the Lease Year from which the adjustment is being measured. Upon the calculation of each increase, Landlord shall notify Tenant of the new base monthly rent payable hereunder. Within twenty(20) days of the date of Landlord's notice, Tenant shall pay to Landlord the amount of any deficiency in base rent paid by Tenant for the period following the subject Adjustment Date, and shall thereafter pay the increased base rent until receiving the next notice of increase from Landlord. If the components of the Index are materially changed after the Commencement Date of the Extended Term, or if the Index is discontinued during the Extended Term, Landlord shall notify Tenant of a substitute published index which, in Landlord's reasonable discretion, approximates the Index, and shall use the substitute index to make subsequent adjustments in base monthly rent. In no event shall base monthly rent for the Extended Term be decreased pursuant to this paragraph. os / 6/23/2022 INITIALS:LANDLORD i'/ (— DATE 6/ZY 2 7- TENANT it DATE LANDLORD DATE TENANT DATE l ® DATE(MM/DD/YYYY) ACORD CERTIFICATE OF LIABILITY INSURANCE 06/23/2022 THIS CERTIFICATE IS ISSUED AS A MATTEKOF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME; Stephanie Nelson Pacific Crest Services, Inc. (A/C No.Extl: 2087144251 FAX No):2087144251 320 E Neider Ave, Suite 202 ADDRESS: s.nelson@pacificcrestinsurance.com Coeur d'Alene, ID 83815 INSURER(S)AFFORDING COVERAGE NAIC# INSURER A: Travelers 25658 INSURED INSURER B: Wallaroo's Furniture and Mattresses LLC 3651 W Market Center Dr INSURER C: #200 INSURER D: Riverton, UT 84065 INSURERE: INSURER F: COVERAGES CERTIFICATE NUMBER: 00149181-474597 REVISION NUMBER:7 THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR ADDLISUBR POLICY EFF POLICY EXP LTR TYPE OF INSURANCE INSD WVD POLICY NUMBER .IMM/DD/YYYY) (MM/DD/YYYY). LIMITS A X COMMERCIAL GENERAL LIABILITY Y Y 680-0S505240-22-42 02/10/2022 02/10/2023 EACH OCCURRENCE $ 1,000,000 DAMAGE RENTED CLAIMS-MADE X OCCUR PREMISESo(Ea occurrence) $ 300,000 MED EXP(Any one person) $ 5,000 PERSONAL&ADV INJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 X POLICY JECOT LOC PRODUCTS-COMP/OP AGG $ 2,000,000 X OTHER: Non-owned/hired auto $ 1,000,000 AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ (Ea accident) ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE AUTOS ONLY AUTOS ONLY (Per accident) X UMBRELLA LIAB X OCCUR CUP-3S953226-22-42 02/10/2022 02/10/2023 EACH OCCURRENCE $ 2,000,000 A EXCESS LIAB CLAIMS-MADE AGGREGATE $ DED RETENTION$ $ WORKERS COMPENSATION PER OTH- AND EMPLOYERS'LIABILITY Y/N STATUTE ER ANY PROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? N/A (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ If yes,describe under DESCRIPTION OF OPERATIONS below I E.L.DISEASE-POLICY LIMIT $ DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) Certificate holder is additional insured for leased premises at 12614 E Sprague,Spokane Valley,WA 99216 CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Spokane Valley THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN 10210 E Sprague ACCORDANCE WITH THE POLICY PROVISIONS. Spokane Valley WA 99206 AUTHORIZED REPRESENTATIVE *ettemi;„ (STE) ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD DATE (MM/DD/YYYY) CERTIFICATE OF LIABILITY INSURANCE 02/13/2023 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). CONTACT PRODUCER Erin Webb (PTE2W) NAME: FAX PHONE Pacific Crest Services, Inc 888-938-41497(866)885-8743 (A/C, No): (A/C, No, Ext): E-MAIL 450 W State St., Ste 215 erin@pacificcrestinsurance.com ADDRESS: Eagle, ID 83616 INSURER(S) AFFORDING COVERAGENAIC # INSURER A : Travelers25682 INSURED INSURER B : Travelers25674 Wallaroos Furniture and Mattresses LLC INSURER C : DBA Wallaroos INSURER D : 4611 S Ledgemont Dr INSURER E : Salt Lake City, UT 84124-4734 INSURER F : COVERAGESCERTIFICATE NUMBER:00149181-753458REVISION NUMBER:5 THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. ADDLSUBR INSRPOLICY EFFPOLICY EXP TYPE OF INSURANCELIMITS POLICY NUMBER LTR(MM/DD/YYYY)(MM/DD/YYYY) INSDWVD COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE$ 02/10/202302/10/2024 1,000,000 AX680-0S505240-23-42 DAMAGE TO RENTED CLAIMS-MADEOCCUR$ 300,000 X PREMISES (Ea occurrence) MED EXP (Any one person)$ 5,000 PERSONAL & ADV INJURY$ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE$ 2,000,000 PRO- POLICYLOCPRODUCTS - COMP/OP AGG$ 2,000,000 X JECT $ OTHER: COMBINED SINGLE LIMIT AUTOMOBILE LIABILITY$ (Ea accident) ANY AUTO BODILY INJURY (Per person)$ OWNEDSCHEDULED BODILY INJURY (Per accident)$ AUTOS ONLYAUTOS NON-OWNED HIREDPROPERTY DAMAGE $ (Per accident) AUTOS ONLYAUTOS ONLY $ UMBRELLA LIAB EACH OCCURRENCE$ 02/10/202302/10/2024 OCCUR BXXCUP-3S953226-23-42 EXCESS LIAB 2,000,000 CLAIMS-MADEAGGREGATE$ $ DEDRETENTION$ PEROTH- WORKERS COMPENSATION STATUTEER AND EMPLOYERS' LIABILITY Y / N ANY PROPRIETOR/PARTNER/EXECUTIVE E.L. EACH ACCIDENT$ N / A OFFICER/MEMBER EXCLUDED? (Mandatory in NH) E.L. DISEASE - EA EMPLOYEE$ If yes, describe under E.L. DISEASE - POLICY LIMIT$ DESCRIPTION OF OPERATIONS below DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) CERTIFICATE HOLDERCANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. Evidence of Insurance AUTHORIZED REPRESENTATIVE (ERW) © 1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03)The ACORD name and logo are registered marks of ACORDPrinted by ERW on 02/13/2023 at 11:40AM / ACORD® CERTIFICATE OF LIABILITY INSURANCE 16.� DATE (MMIDD/YYYY) 1 02/12/2024 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Flathead Insurance 350 East Kathleen Ave, Suite 300 Coeur d Alene, ID 83815 CONTACT Brandon Desjardins PHOE FAX A/C NNo E:t : (208)667-7485 AIC No): E-MAIL brandon@flatheadinsurance.com ADDRESS: INSURERS AFFORDING COVERAGE NAIC # License #: 3000058675 INSURER A: Travelers 25682 INSURED Wallaroos Furniture and Mattresses LLC INSURERB: Travelers 25674 DBA Wallaroos INSURER C : INSURER D : 4611 S Ledgemont Dr Salt Lake City, UT 84124-4734 INSURER E: INSURER F : COVERAGES CERTIFICATE NUMBER: 00263628-1076639 REVISION NUMBER: 1 THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL INSD SUBR WV POLICY NUMBER POLICY EFF MM/DD/YYYY POLICY EXP MM/DDIYYYY LIMITS A X COMMERCIAL GENERAL LIABILITY 680OS505240 02/10/2024 02/10/2025 EACH OCCURRENCE $ 1,000,000 CLAIMS -MADE X OCCUR DAMAGE TO RENTED PREMISES Ea occurrence $ 300 000 MED EXP (Any one person) $ 5,000 PERSONAL & ADV INJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 X POLICY PRO ❑ JECT LOC PRODUCTS - COMP/OP AGG $ 2,000,000 $ OTHER: AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea accident $ BODILY INJURY (Per person) $ ANY AUTO OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY (Per accident) $ PROPERTY DAMAGE Per accident $ HIRED NON -OWNED AUTOS ONLY AUTOS ONLY B X UMBRELLALIAB X OCCUR CUP-3S953226-23-42 02/10/2024 02/10/2025 EACH OCCURRENCE $ AGGREGATE $ 2,000,000 EXCESS LIAB CLAIMS -MADE DED I I RETENTION$ $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y / N PER I OTH- STATUTE I I ER ANY PROPRIETOR/PARTNER/EXECUTIVE E.L. EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? N / A E.L. DISEASE - EA EMPLOYE $ (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $ DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached If more space is required) Property Location 12614 E Sprague Ave Spokane Valley WA 99216 CERTIFICATE HOLDER CANCELLATION City of Spokane Valley 10210 E Sprague Avenue Spokane Valley, WA 99206 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE n 19BR-2015 ,CORD CORPORATION. All riahts reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD Printed by BIRD on 02/12/2024 at 02:30PM