HomeMy WebLinkAbout2026, 04-28 Formal A Meeting Packet
AGENDA
SPOKANE VALLEY CITY COUNCIL
REGULAR MEETING
FORMAL A FORMAT
Tuesday, April 28, 2026 6:00 p.m.
Remotely via ZOOM Meeting and
In Person at Spokane Valley City Hall, Council Chambers
10210 E. Sprague Ave.
Spokane Valley, WA 99206
Please Silence Your Cell Phones During Council Meeting
NOTE: Members of the public may attend Spokane Valley Council meetings in-person at the address provided
above, or via Zoom at the link below. Members of the public will be allowed to comment in-person or via
Zoom as described below. Public comments will only be accepted for those items noted on the agenda as
Citizens must register by 4 p.m. the day of the meeting to provide comment
by Zoom. Please use the links below to register to provide verbal or written comment.
Sign up to Provide Verbal Public Comment at the Meeting via Calling-In
Submit Written Public Comment Prior to the Meeting
Join the Zoom WEB Meeting
-------------------------------------------------------------------------------------------------------------------------------
CALL TO ORDER
INVOCATION:
PLEDGE OF ALLEGIANCE
ROLL CALL
APPROVAL OF AGENDA
SPECIAL GUESTS/PRESENTATIONS:
PROCLAMATIONS:
GENERAL PUBLIC COMMENT OPPORTUNITY: This is an opportunity for the public to speak on any
subject except agenda action items, as public comments will be taken on those items where indicated. Please
keep comments to matters within the jurisdiction of the City Government. This is not an opportunity for
questions or discussion. Diverse points of view are welcome but please keep remarks civil. Remarks will be
limited to three minutes per person. If a person engages in disruptive behavior or makes individual personal
attacks regarding matters unre
public comment time before the three-minute mark. To comment via zoom: use the link above for oral or
written comments as per those directions. To comment at the meeting in person: speakers may sign in to
speak but it is not required. A sign-in sheet will be provided at the meeting.
CONSENT AGENDA:
1. Consent Agenda: Consists of items considered routine which are approved as a group. Any member of
Council may ask that an item be removed from the Consent Agenda to be considered separately.
Proposed Motion: I move to approve the Consent Agenda.
a. Approval of Claim Vouchers, April 28, 2026, Request for Council Action Form: $2,641,981.34.
b. Approval of Payroll for Pay Period ending March 31, 2026: $843,346.25.
c. Approval of Payroll for Pay Period ending April 15, 2026: $758,296.32.
Council Agenda April 28, 2026 Page 1 of 2
d. Approval of Council Meeting Minutes of February 10, 2026
e.Approval of Council Meeting Minutes of February 24, 2026
f. Approval of Council Meeting Minutes of March 3, 2026
g. Approval of Council Meeting Minutes of March 10, 2026
h. Approval of Council Meeting Minutes of March 17, 2026
i. Approval of Council Meeting Minutes of March 17, 2026
j. Approval of Council Meeting Minutes of March 31, 2026
ACTION ITEMS:
2.Motion Consideration Ice Sports Facility Ground Lease -John Hohman
\[public comment opportunity\]
3. First Read: Ordinance 26-006 Opportunity Fund CTA -Kelly Konkright, Mike Basinger
\[public comment opportunity\]
NON-ACTION ITEMS:
4. Admin Report: Opportunity Zone Application Discussion Teri Stripes
INFORMATION ONLY(will not be reported or discussed):
5. Monthly Department Reports
6. Fire Department Monthly Report
GENERAL PUBLIC COMMENT OPPORTUNITY:General public comment rules apply.
ADVANCE AGENDA
7. Advance Agenda
COUNCILMEMBER REPORTS
CITY MANAGER COMMENTS
EXECUTIVE SESSION:
ADJOURNMENT
Scan to access the meeting materials
Council AgendaApril28,2026 Page 2 of 2
CITY OF SPOKANE VALLEY
Request for Council Action
Meeting Date: April 28, 2026 Department Director Approval:
Check all that apply: consent old business new business public hearing
AGENDA ITEM TITLE: Approval of the Following Vouchers:
CHECK DATES CHECK NUMBERS AMOUNT
Explanation of Funds
FundDescriptionFundDescription
001General Fund309Parks Capital Projects Fund
101Street Fund310Buildings Capital Project Fund
103Trails & Paths Fund311Pavement Preservation Fund
104Tourism Facilities Tax Fund312Capital Reserve Fund
105Hotel/Motel Fund314Railroad Grade Separation Fund
106Solid Waste Fund315Transportation Impact Fee Fund
107PEG Fund316Economic Dev Capital Proj Fund
108Affordable-Supportive Housing402Stormwater Management Fund
109Tourism Promotion Area Fund403Aquifer Protection Area Fund
110Homeless Housing Program 501Equip Rental/Replacement
FundFund
120CenterPlaceOp Reserve Fund502Risk Management Fund
121Stabilization Res Fund631Check Clearing Fund
122Winter Weather Reserve Fund632Passthrough Fees & Taxes Fund
204LTGO Bonds Fund901Government Asset Fund
301REET 1 Capital Projects Fund999Pooled Cash Fund
302REET 2 Capital Projects Fund
303Street Capital Projects Fund
Explanation of Cost Centers and Org Codes
FA515419 Fac External Legal AdviceNR
Cost Org Code Description
Cost Org Code Description
Center
Center
FA518200Fac Prop Management
11000Legislative
Branch FA518300 Fac Bldg Maintenance
CC511600Council Legislative Activities
FA518399 Fac Bldg MaintenanceNR
CC511700 Council Lobbying Activities
FA594180 FacAdm Capital-Gen Svcs
CC515450 Council Ext Legal Claims & Lit
30100 City Hall Maint.
12000Communications
CH518300 CHall Bldg Maintenance
PI557200 PIO Community Svcs
CH518399CHall BldgMaintenance NR
PI573999 PIO-Cult/Comm Events-OthCCE
CH573900 Chall-Cult/Comm Events-
13000City Manager
OthCCE
30200 CenterPlace Maint.
CM513100CityMan Executive Office
CX575500CX MP/Comm Center MX
CM513199CtyMgrExecutive Office NR
CX594750CPMnt Capital-Rec Facilities
CM594139CtyMgr Capital-ExecutiveNR
30300Precinct Maint.
14000Financial
Services
PM521500 PrecMx Facilities
FN514200Finance Financial Services
PM521599 PrecMx FacilitiesNR
14500Finance
30301 Precinct
Programs
Maint/LE
FP558700 FinPgm-Economic Development
PS521500 PubSaf Police Facilities
FP558709FinPgm-Economic Development
30500Balfour Maint.
NR
BM518300 BalfFac Maintenance
FP565100 FinPgm-Welfare
BM573900 BalFac-Cult/Comm Events-
FP565109 FinPgm-Welfare NR
OthCCE
FP565300 FinPgm-Services for Disabled
BM594180 BalfFac Capital-Gen Gov
FP565400 FinPgm-Homless Services
BM594590 BalFac Capital-Prop Dev
FP565409 FinPgm-Homless Services NR
30600 Police Campus Maint.
FP565500 FinPgm-Domestic Violence
PC521500Police Campus Maintenance
FP567000 FinPgm-Children Services
30900 Other City Facilities
FP567009 FinPgm-Children Services NR
OF518200 Oth Fac Prop Mgmt
FP569000 FinPgms-Aging & Disability Svc
OF518300 OthFac Maintenance
FP569009 FinPgms-Aging & Dis Svc NR
OF594180 OthFac Capital-Gen Gov
15000City Attorney
40000 Public Works Admin.
CA515310 CityAtty Internal Advice
PW518900CPW Oth Central Services
CA515350 CityAttyInternal Litigation
PW594440PubWks Capital-Street Ops
CA515410 CityAtty External Advice
41000 Engineering
CA515450 CityAtty External Litigation
EG543100Eng Street OH Management
CA594110 CityAtty Capital-Legal Svcs
EG558500Eng BldgPermits & Plan Reviews
16000Public Safety
43000 Building
PS512520 PubSaf Contracted Court
BD521300 Bldg Crime Prevention
PS515350 PubSaf Int Legal Litigation
BD524600 Bldg Code Enforcement
PS515910 PubSafIndigent Defense
BD558500 BldgPermits & Plan Review
PS521200 PubSaf Police Operations
44000 Planning
PS521299 PubSaf Police OperationsNR
PL558600Planning CP/ED Planning
PS523600 PubSaf Prisoner Housing
45000 Housing & Homeless Svc.
PS525600 PubSaf Disaster Prep Svcs Exp
HS565400 Housing SS-Homeless Svcs
PS554300 PubSaf Animal Control
HS565499 Housing SS-Homeless SvcsNR
PS586000 PubSafCourt Remittances Exp
HH565400 HHAA-Soc Srv-Homeless
PS594210 PubSaf Capital-Law Services
Enforcement 46000 Economic Development
PS594219 PubSaf Capital-Law EnforceNR
ED558700 EcoDev CP/ED Economic Dev
17000Information
ED558799 EcoDev CP/ED Economic DevNR
Tech
ED594570 EconDev Capital-Comm Svcs
IT518800 IT IT Services
76000 Parks & Rec Admin.
18000Deputy City Mgr
PR575599P&Radm Cult/Rec Fac
DM513100 DCM Executive Office
MP/CCtrNR
19000Human
PR576800P&Radm Park Fac-Gen Parks
Resources
PR576899P&Radm Park Fac-Gen ParksNR
HR515410 HumRes External Legal Advice
76100 Parks & Rec Recreation
HR518100 HumRes Personnel Services
RC571000 Rec Educ/Rec Activities
20000Administrative
RC589300 Rec Custodial Remittances
AD518900 City Administrative Svc-Gen
76200 Parks & Rec Aquatics
AD594189 Administrative Svcs-Capital
AQ576200 Aqua Park Fac-Pools
30000Facilities Admin.
AQ576299 Aqua Park Fac-PoolsNR
Cost Org Code Description GG553700 GenGov Pollution Control
Center
GG558700 GenGov Cp/ED Economc Dev
AQ589300 Aqua Custodial Remittances
GG558799 GenGov CP/ED Economic Dev
76300Parks Maintenance
NR
PX576800 ParksMnt Park Fac-Gen Parks GG5587OA GenGov ED Outside Agency
Grant
PX576900 ParksMnt Park Fac-Other
GG559300 Gen Gov Property Development
PX594760 ParksMnt Capital-Park Fac
GG565199GenGov SS Outside Agency
PX594769 PksMnt Cap-Prk Facilities NR
Grant
76400Senior Center
GG5651OA GenGov SS Outside Agency
SC575500SenCtr Cult/Rec Fac MP/CCtr
Grant
76500CenterPlace Activities
GG565499 Gen Gov SS-Homeless
CP571200CenterPlace Activities-Ed/Rec
ServicesNR
GG566000GenGovChem Dependancy Svcs
90000General Government
GG567099 Gen Gov SS-Children ServicesNR
GG513100 GenGov City Manager Activities
GG589300GenGov Custodial Remittances
GG514200 GenGov Financial Services
GG591180 Gen Gov Debt Repmt-Gen Gov
GG514299 GenGov Financial ServicesNR
GG592180 Gen Gov DebtSvcCost-GG
GG514400 GenGov Election Services
GG594180 GenGov Capital-GenGov
GG514900GenGov Voter Registration
GG594189 GenGov Capital-GenGovNR
GG517900 GenGov Other Emp Benefits
GG594440 GenGOv Capital-Street Ops
GG518100GenGov Personnel Services
GG594519Capital-Affordable Housing NR
GG518300 GenGov Facilities Maintenance
GG597000 Gen Gov Transfer Out
GG518639 GenGov General GrantsNR
GG597099 Gen Gov Transfer OutNR
GG518800 GenGov IT Services
GG518850 GenGov Gen IT Services
GG518900 GenGov Oth Central Services
GG519000 GenGov Risk Management
508030JUDICIAL STABILIZATION TRUST
531000Miscellaneous Supplies
Explanation of Object Codes
531001Office Supplies/Equipment
508001VEH LIC FRAUD
531004Operating Supplies
508002TRAUMA CARE
531006Safety Supplies
508003CNTY CRIME VICTIMS
531008Repair & Maintenance Supplies
508004AUTO THFT PREV
531009Janitorial Supplies
508005TRUM BRAIN INJ
531010Vehicle Supplies
508006LAB-BLD/BREATH
531012Holiday Decorations
508007WSP HIWAY ACCT
532001Vehicle Fuel
508008ACCESSCOMMACCT
535001Small Tools & Minor Equipment
508009MULTITRANSACCT
535004JAG Grant Supplies
508010HWY SAFETY ACT
535008Security Hardware
508011DEATH INV ACCT
535009Network Hardware
508012ST GEN FUND 40
535011Desktop Hardware
508013ST GEN FUND 50
535012Desktop Software
508014ST GEN FUND 54
535013Emp Health & Wellness Supplies
508015DNA ACCOUNT
535014Non Capital Server Hardware
508016JIS ACCOUNT
535018Non Capital Security Software
508017SCH ZONE SAFETY
535019Non Capital Network Software
508020DV PREV STATE
535020Non CapitalServer Software
508021DIST DRIV PREV
536006Capital Construction Materials
508022MC SAFE ACCT
539007TCD-Accident Damage Materials
508023WSBCC SURCHARGE
540001Merchant Charges (Bank Fees)
508024Sales Tax
508025SVFD Fire Fees
540002 Penalties & Interest
508027VUL RDWY USER
541000 Tourism Promotion
508028DOL TECH SUPP
541001 Accounting And Auditing
508029LAW LIBRARY
541002 Engineering & Architectural
541003GIS Services541077Spokane Valley Summer Theatre
541004 Contract Attorney Services 542001 Postage
541005Professional Services-General542002Telephone Service
541006 Land Survey Services542003 Cell Phone Service
541007Geo Technical Services542004Web Site Service
541008 Materials Testing Services 542008 Internet Service
541009Contracted ED Services542010Network Infrastructure Access
541010 Consulting Services 542011 Network Inf Access-SCRAPS
541011Contracted Street Maintenance543001Employee Travel Expenses
541012 Contracted Snow/Ice Removal 543010 Emp Travel Reimb -Fed Lobby
541013Broadcasting Services543011Pos 1 -Travel Expenses
541014 Contract Signal Maintenance543012 Pos 2 -Travel Expenses
541015WSDOT Snow/Ice Removal543013Pos3 -Travel Expenses
541017 Advertising 543014 Pos 4 -Travel Expenses
541018Legal Notices543015Pos 5 -Travel Expenses
541019 Transient Relocation/Transport 543016 Pos 6 -Travel Expenses
541020Decant Facility Usage543017Pos 7 -Travel Expenses
541021 Janitorial Services 544003 Taxes and Assessments
541023 Valley Youth Voice 545003 Equipment Rental
541024 811 Service545005 Computer Leases
541025 Encampment Cleanup 545007 Interfund Vehicle Lease
541026 Vehicle Towing/Relocation 545050 Operating Facilities Rent
541027 Homeless Outreach Services546001 Auto & Property Insurance
541028 Federal Lobbyist Services 546002 Payments to Claimants
541029 State Lobbyist Services546051 Public Defender
541030 COVID JAG LE Services 546052 Law Enforcement (Sheriff)
541031 Contracted Park Maint 546053 Law Enforcement Equipment
541032 Contracted IT Support546054 Spokane County Contracts
541033 Liquor Excise Tax546055 Spokane County Contracts - EMS
541034 Liquor Profits 546056 Law Enforcement Equipment
541040Watershed Studies546057Election Costs
541041 Uncollectible Accounts Expense 546058 Spokane County Air Poll Auth
541047Contracted SW Maintenance546059Street Maintenance-County
541054 Hearing Examiner Services 546060 District Court Contract
541060 Outside Agency Grants 546061 Prosecutor
541061 Visit Spokane 546062 LEC Labor Contract Settlement
541062 Sports Commission 546063 Jail:Contract Confinement
541063 Spokane County Fair & Expo 546064 Law Enforcement Vehicles
541064 Valleyfest546065 WSDOT Maintenance Contract
541065 Spokane Valley Heritage Museum 546066 Pretrial Services
541066 HUB 546067 Emergency Management
541067 Evergreen Region Volleyball 546068 Voter Registration
541068 Spokane Octoberfest546069 Animal Control
541069 Crave NW546070 Unemployment Claims
541070 Valleyfest Cycle Celebration 546071 Ecology Permit
541071 Farmers Market - JAKT546072 Utility Permits
541072 Northwest Winterfest 546923 2023 Settle & Adjust
541073 JAKT- Brews Beats and Eats 546924 2024 Settle & Adjust
5469252025 Settle & Adjust560000Capital Outlay -Budget Only
547001 Gas/Electric Service 561000 Land Acquisition
547002Water Service561001ROW Acquisition
547003 Sewer Service 561002 ROW Land Improvements
547004Waste Disposal561003Tennant Relocation -CIP
547005 Telvision Service 561005 Utilities Insallation/Removal
547006Utility Relocation562000Bldgs & StrctrConstruction
548001 Repair & Maintenance Services 562001 Building Purchases
548002Copier Service562002Building Improvements
548003 Vehicle Service - Rep & Maint 562003 Precinct Imp w/ JAG Funds
548007Building/Grounds Rep & Maint562005Park Buildings
548031 Desktop SW Subscript/Maint563000 Construction
548032Hosted Software as a Service563003Capital Traffic Control Equip
548033 Server HW Subscript/Maint 563005 Capital Stormwater Impr
548034Server SW Subscript/Maint563006Park Structures
548035 Network HW Subscript/Maint 563007 Utility Relocations - CIP
548036Network SW Subscript/Maint563008Construction -BNSF Expenses
548037 Security HW Subscript/Maint 563009 Construction - UPRR Expenses
548038 Security SW Subscript/Maint563041 Street Cap Imp 2011+ Budget
549000 City Wide Records Management 563099 Contingency - Budget Only
549001 Subscription Services 564000 Capital IT Equipment
549002 Memberships 564001 Capital Office Furniture/Equip
549003 Printing Services 564004 Capital PEG Equipment
549004 Registrations & Training 564005 Capital Machinery & Equipment
549005 Filing & Recording Fees 564006 Capital Vehicles
549006 Miscellaneous Services 564011 Capital Computer Hardware
549007 TCD-Accident Damage Services 564012 Capital Computer Software
549008 Code Enforcement Abatement Svc 564013 IT HW Lease Asset
549010 Education Reimbursement 565000 Park Construction
549011 Pos 1 -Registrations571001 Street Bonds - Principal
549012Pos 2 -Registrations571002Mirabeau Bonds -Principal
549013 Pos 3 -Registrations571003 LTGO '16 -Principal
549014Pos 4 -Registrations575001Lease Service (Principal)
549015 Pos 5 -Registrations582001 Debt Service - Other
549016 Pos 6 -Registrations583001 Street Bonds - Interest
549017 Pos 7 -Registrations583002 Mirabeau Bonds - Interest
549018 Vehicle License & Registration583003 LTGO '16 -Interest
549019 Homelessness Response Services 584001 Street Bonds - Issue Costs
549023 Discounts & Scholarships584002 Mirabeau Bonds - Issue Costs
549025 Professional Licenses 584003 LTGO '16 -Issue Costs
549026 Refund-prior period revenues 585001 Lease Service (Interest)
549031 COVID: Rental/Mortgage Asst 590000 Estimated Ending Fund Balance
549032 COVID: Utility Asst 599099 CIP Contingency Budget
549033 COVID: Food Insecurity
549034 COVID: Small Business Grants
549035 COVID: Non-profit Org Grants
549036 COVID: School Districts
549050 Emp Health/Welln Events - Serv
Prepaid Expense Accounts
GF001000 143700 Prepaid expenses fund 001
SF101000 143700 Prepaid expenses fund 101
SW402000 143700 Prepaid expenses fund 402
RECOMMENDED ACTION OR MOTION: Move to approve attached list of AP Check Run Reports
\[Approved as part of the Consent Agenda, or may be removed and discussed separately.\]
STAFF CONTACT: Chelsie Walls, Finance Director
ATTACHMENTS: AP Check Run Reports
2
Qbhf
71214-71244
1403603137371436T228:-924/9:1403603137!1:;26;4:Tbsbi!EfGpse!)TEfGpse*bqxbssou
J-!Uif!voefstjhofe-!ep!dfsujgz!voefs!qfobmuz!pg!qfskvsz-!uibu!uif!nbufsjbmt!ibwf!cffo!gvsojtife-!uif!tfswjdft!sfoefsfe-!ps!uif!mbcps!qfsgpsnfe!bt!eftdsjcfe!ifsfjo!boe!uibu!uif!dmbjn!jt!kvtu-!evf!boe!
bo!voqbje!pcmjhbujpo!bhbjotu!uif!Djuz!pg!Tqplbof!Wbmmfz-!boe!uibu!J!bn!bvuipsj{fe!up!bvuifoujdbuf!boe!dfsujgz!tbje!Dmbjn/`````````````````````````````````````````````!!````````````````Gjobodf!Ejsfdup
s!ps!eftjhoff!!!!EbufDpvodjm!nfncfs!sfwjfxfe;`````````````````````````````````````````````!!````````````````Nbzps!!!!!!!Ebuf`````````````````````````````````````````````!!````````````````Dpvodjm!Nfnc
fs!!!!!!Ebuf!
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!Sfqpsu EBUF;XBSSBOU;BNPVOU;Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
3
DIFDL
Qbhf
WPVDIFS
6/24 6/24
95/7453/:536/34
263/91 234/3:234/3:
BNPVOU
55-63:/61 55-63:/61
9/6:9/6:6/166/24
27/:461/8927/:336/8731/29
234/3:
55-63:/61
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 28:I.MSIK.GGU:2HDN.GQ2G.2LEU2SY8.:SN2.GNISJ2739:9JO.1512545477
150130313715015031371501703137150190313715013031371404103137
EVF!EBUF
JOWJOWJOWJOWJOWJOW
UZQF
PggTvqqPggTvqqPggTvqqPggTvqqPggTvqqPggTvqqPggTvqqPggTvqqWfiTvqqWfiSfqNyQsgTwdtHfo
QP
QMQmboojohCEQmoSfwFEFdpoEfwCEQmoSfwQMQmboojohFEFdpoEfwFHPINhnuFHQnuQmoXUToJdDusmXUToJdDusmQmboOS
Pqfsbujoh!'!BQ
111211121112111211111112
SFNJU
642112642112642112642112642112642112642112642112642121659114652116
::2211
1403603137
QM669711CE669611FE669811CE669611QM669711FE669811FH654211FH669611XU653771XU653771QM6697::
23423423222
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371436T21403603137 1403603137!1:;26;4:Tbsbi!EfGpse!)TEfGpse*bqxbssou
BNB\[PO!DBQJUBM!TFSWJDBNB\[PO!DBQJUBM!TFSWJDBNB\[PO!DBQJUBM!TFSWJDBSH!JOEVTUSJBMDJUZ!PG!TQPLBOFDPNNVOJUZ!BUUSJCVUFT!
67
8138138134::
3236
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
4
DIFDL
Qbhf
WPVDIFS
45/59 45/59
37:/46 37:/46:13/19:13/19 889/69 889/69
2-29:/35 2-29:/35
BNPVOU
24-3:4/21 24-3:4/21
28/3528/3547/7:
343/77:13/19889/69
2-29:/35
24-3:4/21
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 667827782:5SF!57!KH7564!M153Gfc!3137JOW.2833743Fyq!4/24/37
150150313715021031371402:03137160120313715023031371502303137
EVF!EBUF
JOWJOWJOWJOWJOWJOW
UZQF
WfiTvqqWfiTvqqOXIXNyDpotuXbufsXbufsQlFrvjqFnqUswm
QP 3711145
FHPINhnuUSNyUDEHHHfoJUTwd334TUSDUTXTEVuQYQbsltQDDQCehuISQfsTwd
Pqfsbujoh!'!BQ
111111111118111111121111
SFNJU
642121642121659146674111658113658113676112654112
::2211
1403603137
FH654211US653751HH6299613346:661TX642111QY687911QD6:5871IS629211
23222322
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371436T21403603137 1403603137!1:;26;4:Tbsbi!EfGpse!)TEfGpse*bqxbssou
DPSXJO!PG!TQPLBOF!MMDEBUFD!JODEFQU!PG!USBOTQPSUBUJPFBTU!TQPLBOF!XBUFS!EJFshpufdi!Dpouspmt-!MMLfttmfs-!Dpvsuofz
985848267
249244244135
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
5
DIFDL
Qbhf
WPVDIFS
:/36
23/43 23/43 36/1439/41 64/44 21/9:38/8428/72 76/59
BNPVOU
:/36
23/4336/1425/2625/2621/9:38/8428/7229/96
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 1157228639237:2:04238339043973.21:2:63973.21:2663973.2218413973.221837Fyq!4/28/37!)2*
15013031371402:031371501:0313714039031371403903137150150313715015031371502703137
EVF!EBUF
JOWJOWJOWJOWJOWJOWJOWJOW
UZQF
TbgfTvqqTnbmmUppmTnbmmUppmTnbmmUppmS'NtvqqS'NtvqqS'NtvqqS'NtvqqFnqUswm
QP
TENyFohGNQXNQTENyFohTXTEVuGNQXNQGNQXNQGNQXNQGNQXNQGOGjoTwd
Pqfsbujoh!'!BQ
11121112111211121112111211121111
SFNJU
642117646112646112646112642119642119642119642119654112
::2211
1403603137
TE653211GN659811TE653211TX642111GN659811GN659811GN659811GN659811GO625311
222322222
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371436T21403603137 1403603137!1:;26;4:Tbsbi!EfGpse!)TEfGpse*bqxbssou
OPSDP!JODOPSUI!51!!PVUGJUUFSTOPSUI!51!!PVUGJUUFSTPSFJMMZ!BVUPNPUJWF!TUPSFJMMZ!BVUPNPUJWF!TUPSFJMMZ!BVUPNPUJWF!TUPSFJMMZ!BVUPNPUJWF!TUQbtdibm-!Csboepo
77
339339527527527527
4425
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
6
DIFDL
Qbhf
WPVDIFS
5/82 5/82
29/96 29/96 42/31 42/31 92/94 92/94 32/86
348/45282/77 541/86
BNPVOU
5/82
42/3192/9432/86
229/78229/78282/77
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF Fyq!4/28/37!)3*8E3::112971155767147816147827147837
15027031371403:031371501603137150140313715015031371501603137
EVF!EBUF
JOWJOWJOWJOWJOWJOW
UZQF
FnqUswmPqTvqqWfiSfqNyS'NtvqqS'NtvqqS'NtvqqS'Ntvqq
QP
GOGjoTwdUSNyUDEXUToJdDusmTENyFohTXTEVuTXTEVuTENyFoh
Pqfsbujoh!'!BQ
111111121111111211121112
SFNJU
654112642115659114642119642119642119642119
::2211
1403603137
GO625311US653751XU653771TE653211TX642111TX642111TE653211
2222322
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371436T21403603137 1403603137!1:;26;4:Tbsbi!EfGpse!)TEfGpse*bqxbssou
Qbtdibm-!CsboepoQMBUUQPNQT!UJSF!TFSWJDF!JOSVHHJFSP(T!BDF!IBSEXBSVHHJFSP(T!BDF!IBSEXBSVHHJFSP(T!BDF!IBSEXB
:7
44252715386338633863
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
7
DIFDL
Qbhf
WPVDIFS
78/89 78/89 61/11 61/11
936/11 936/11
5-541/97 5-541/97
BNPVOU
86/1186/1186/1186/1186/1186/1186/1186/1186/1186/1186/1135/7154/2961/11
3-769/632-883/45
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 27619:811Fyq!4/27/377:2:9
1402:03137150150313715026031371404103137
EVF!EBUF
JOWJOWJOWJOW
UZQF
DpouSfuDpouSfuDpouSfuDpouSfuDpouSfuDpouSfuDpouSfuDpouSfuDpouSfuDpouSfuDpouSfuEftluTXTvcDbqUsgFrqQsgTwdtHfoPggTvqqXbtufEjq
QP 3711131
Hfofsbm!GEHfofsbm!GEHfofsbm!GEHfofsbm!GEHfofsbm!GEHfofsbm!GEHfofsbm!GEHfofsbm!GEHfofsbm!GEHfofsbm!GEHfofsbm!GEUSNyUDETu!Dbq!UsgDDMfhBduDDMfhBduTENyFoh
Pqfsbujoh!'!BQ
1112111111111111
SFNJU
3:33453:33453:33453:33453:33453:33453:33453:33453:33453:33453:3345659142674114652116642112658115
::2211
1403603137
HG112111HG112111HG112111HG112111HG112111HG112111HG112111HG112111HG112111HG112111HG112111US653751TQ6:6751DD622711DD622711TE653211
23456789:23232
DT:::111
2122
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371436T21403603137 1403603137!1:;26;4:Tbsbi!EfGpse!)TEfGpse*bqxbssou
TFOTLF!MBXO!'!USFF!DBTjfssb!UsbotqpsubujpoTNJUI-!KJMMTQPLBOF!DP!TPMJE!XBTU
795478
4229396:
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
8
DIFDL
Qbhf
WPVDIFS
43/25
357/45 357/45 25:/:5249/:6 399/9:2:6/54 338/68
BNPVOU
91-135/97 91-135/97
7/547/54
4:/1:4:/192:/39
215/3:253/1625:/:5249/:6228/37
91-135/97
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF Sft36.1321!Gmpdl!BMQNbs!3137!$3JO244482JO24448371683994217168399423
1302:0313715021031371403:031371403:0313714041031371404103137
EVF!EBUF
JOWJOWJOWJOWJOWJOW
UZQF
MFTifsjggXbufsXbufsMhmOpuMhmOpuPggTvqqPggTvqqPggTvqqPggTvqqPggTvqqPggTvqq
QP
GQQpmPqtQYQbsltTXTEVuDNFyPggDNFyPggCEQmoSfwQMQmboojohFEFdpoEfwCEQmoSfwQMQmboojohFEFdpoEfw
Pqfsbujoh!'!BQ
112111121112111211121112
SFNJU
657163658113658113652129652129642112642112642112642112642112642112
::2211
1403603137
GQ6323::QY687911TX642111DN624211DN624211CE669611QM669711FE669811CE669611QM669711FE669811
22322234234
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371436T21403603137 1403603137!1:;26;4:Tbsbi!EfGpse!)TEfGpse*bqxbssou
Tqplbof!Dpvouz!TifsjgTQPLBOF!DP!XBUFS!EJTUTQPLFTNBO.SFWJFX-!UIFTQPLFTNBO.SFWJFX-!UIFTUBQMFTTUBQMFT
2
3656:56:5
33323332
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
9
DIFDL
Qbhf
WPVDIFS
92/87 92/87
246/11 246/11
4-156/42 4-156/42 2-795/61 2-795/61
BNPVOU
37-841/11 37-841/11
28:-924/9:
92/87
812/84246/11
3-454/692-795/61
24-476/1124-476/11
28:-924/9:
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 88367624JOW13:36943.3137381348::
14041031371502703137140420313713017031371404103137
EVF!EBUF
JOWJOWJOWJOWJOW
UZQF
FodDmoXbtufEjqDpotuQsgTwdtHfoQsgTwdtHfoNfncfstiqXusTieTue
XBSSBOU!UPUBM
QP 3711144
XNTXVujmTENyFoh462TQDOTXTEVuFHPINhnuXNTXVujmTXTEVu
Pqfsbujoh!'!BQ
11121112111211121111
SFNJU
65213665811567411165211665211665:113652151
::2211
1403603137
XN648111TE6532114626:641TX642111FH654211XN648111TX642111
2322322
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371436T21403603137 1403603137!1:;26;4:Tbsbi!EfGpse!)TEfGpse*bqxbssou
Tvotijof!Ejtqptbm!'!STXBSDP!NDDBJO!JODBoobmjtb!G!OpcmfXBTI/!TUBUF!SFDZDMJOHXFTU!DPOTVMUBOUT!JOD/
JOWPJDFT
2:52
573359
41274145
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
:
1/111/11
.79/99
424/81249/:7
.954/81.236/11
4-4:3/345-1:1/8:3-:36/942-763/136-379/3:2-463/3:4-738/942-1:9/927-89:/245-558/173-223/787-14:/:4
.3-::1/43.4-29:/13.2-47:/95.4-92:/8:
41-111/1181-889/:1
Qbhf
.91-135/97.48-944/49.26-993/64.47-746/17
BWMC!CVEHFU
6/166/24
54/2935/7182/1331/2928/3534/6782/1523/4325/2642/3128/3592/87
324/19399/9:936/11889/69251/:93:1/44316/23812/84246/11 947/84
3-4:4/693-769/63 6-738/6:2-883/45
BNPVOU
24-476/1191-135/9724-3:4/2155-63:/61
264-845/97
GVOE!UPUBMGVOE!UPUBMGVOE!UPUBM
Pggjdf!Tvqqmjft0FrvjqPggjdf!Tvqqmjft0FrvjqQspgfttjpobm!TfswjdftMfhbm!OpujdftPggjdf!Tvqqmjft0FrvjqPggjdf!Tvqqmjft0FrvjqWfijdmf!TvqqmjftQspgfttjpobm!TfswjdftPggjdf!Tvqqmjft0FrvjqFnqmpzff!Usbwfm!FyqfoMb
x!Fogpsdfnfou!)TifsDpousbdu!SfubjobhfOfuxpsl!IX!Tvctdsjqu0Fnqmpzff!Usbwfm!FyqfoPggjdf!Tvqqmjft0FrvjqQspgfttjpobm!TfswjdftXbufs!TfswjdfTbgfuz!TvqqmjftSfqbjs!'!Nbjoufobodf!Tnbmm!Uppmt!'!Njops!FXbtuf!Ej
tqptbmPqfsbujoh!TvqqmjftWfijdmf!TvqqmjftEftlupq!TX!Tvctdsjqu0Wfijdmf!TvqqmjftWfijdmf!Tfswjdf!.!SfqFodbnqnfou!DmfbovqNfncfstijqtDpotusvdujpoDbqjubm!Usbggjd!Dpous
BDDPVOU 112.72.54111.669611.21.111.642112.112.21.22111.622711.21.111.642112.112.21.22111.622711.21.111.652116.112.21.24111.624211.21.111.652129.112.61.57111.669811.21.111.642112.112.51.52111.654211.2
1.111.642112.112.51.52111.654211.21.111.642121.112.51.52111.654211.21.111.652116.112.72.52111.669611.21.111.642112.112.21.25111.625311.21.111.654112.112.31.25611.632311.::.111.657163.112.11.11111.111
111.11.111.3:3345.112.21.:1111.629961.21.111.659146.112.21.2:111.629211.21.111.654112.112.72.55111.669711.21.111.642112.112.72.55111.669711.::.111.652116.112.81.87411.687911.21.111.658113.212.51.5331
1.653211.21.111.642117.212.51.53311.653211.21.111.642119.212.51.53311.653211.21.111.646112.212.51.53311.653211.21.111.658115.212.51.53611.653751.21.111.642115.212.51.53611.653751.21.111.642121.212.51
.53611.653751.21.111.659142.212.51.53211.653771.21.111.642121.212.51.53211.653771.21.111.659114.217.41.61711.648111.21.111.652136.217.41.61711.648111.21.111.65:113.414.51.75111.6:6411.21.462.674111.4
14.51.75111.6:6751.21.111.674114.
1403603137
Cmeh!Qfsnjut!'!Qmbo!SDpvodjm!Mfhjtmbujwf!BDpvodjm!Mfhjtmbujwf!BDjuzNbo!Fyfdvujwf!PggFdpEfw!DQ0FE!FdpopnjdFoh!Tusffu!PI!NbobhfnFoh!Tusffu!PI!NbobhfnFoh!Tusffu!PI!NbobhfnFoh!CmehQfsnjut!'!QmbGjobodf!Gj
obodjbm!TfsGjoQhn.Qpmjdf!PqfsbujHfofsbm!GvoeHfoHpw!Hfo!JU!TfswjdfIvnSft!Qfstpoofm!TfswQmboojoh!DQ0FE!QmboojQmboojoh!OSQbsltNou!Qbsl!Gbd.HfoTusffut!Tusffu!Nbjou.Tusffut!Tusffu!Nbjou.Tusffut!Tusffu!Nbj
ou.Tusffut!Tusffu!Nbjou.Usbggjd!Tusffu!Nbjou.Usbggjd!Tusffu!Nbjou.Usbggjd!Tusffu!Nbjou.XjoufsPqt!Nbjou.Topx0XjoufsPqt!Nbjou.Topx0217!Tpmje!Xbtuf!Vujmj217!Tpmje!Xbtuf!Vujmj462!Cbslfs;!Tqsbhvf.BTusffu!
Dbqjubm!Usbggj
371436T21403603137 1403603137!1:;26;4:Tbsbi!EfGpse!)TEfGpse*bqxbssou
PSH CE669611DD622711DD622711DN624211FE669811FH654211FH654211FH654211FH669611GO625311GQ6323::HG112111HH629961IS629211QM669711QM6697::QY687911TE653211TE653211TE653211TE653211US653751US653751US653751XU6
53771XU653771XN648111XN6481114626:641TQ6:6751
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuXbssbou!Tvnnbsz XBSSBOU;EVF!EBUF;GVOE 112112112112112112112112112112112112112112112112112212212212212212212212212212217217414414 Sfqpsu!hfofsbufe;Vtfs;Qs
phsbn!JE;
21
1/11
6-774/517-:26/93:-:::/::
.2-965/17
28-44:/44
Qbhf
23:-948/26
.295-842/65
.9-77:-373/93
25/2676/5936/14:1/62
:13/19:13/19 251/53485/82
2-965/21 2-29:/35 2-29:/35 2-795/61
24-476/11 26-689/89
28:-924/9:28:-924/9:
GVOE!UPUBMGVOE!UPUBMGVOE!UPUBMGVOE!UPUBMGVOE!UPUBM
HSBOE!UPUBM
XBSSBOU!TVNNBSZ!UPUBM
Qbsl!FrvjqnfouDpotusvdujpoSfqbjs!'!Nbjoufobodf!Tnbmm!Uppmt!'!Njops!FQspgfttjpobm!TfswjdftXbufstife!TuvejftXbufs!TfswjdfSfqbjs!'!Nbjoufobodf!Tnbmm!Uppmt!'!Njops!F
41:.81.78111.6:5871.21.111.676112.425.51.75111.6:6611.21.334.674111.513.11.52611.642111.21.111.642119.513.11.52611.642111.21.111.646112.513.11.52611.642111.21.111.652116.513.11.52611.642111.21.111.65
2151.513.11.52611.642111.21.111.658113.612.21.99111.659811.21.111.642119.612.21.99111.659811.21.111.646112.
Qbslt!DQ!Gvoe!Dbqjubm334!Qjoft!HTQ.TUSDUTunXbufs!Tupsn!EsbjobTunXbufs!Tupsn!EsbjobTunXbufs!Tupsn!EsbjobTunXbufs!Tupsn!EsbjobTunXbufs!Tupsn!EsbjobGmuNou!QX.Npups!Qppm!GmuNou!QX.Npups!Qppm!
1403603137!1:;26;4:Tbsbi!EfGpse!)TEfGpse*bqxbssou
QD6:58713346:661TX642111TX642111TX642111TX642111TX642111GN659811GN659811
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!Sfqpsu 41:425513513513513513612612 Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
2
Qbhf
71245-71287
1404203137371442T2:17-243/35 1404203137!25;14;31Tbsbi!EfGpse!)TEfGpse*bqxbssou
J-!Uif!voefstjhofe-!ep!dfsujgz!voefs!qfobmuz!pg!qfskvsz-!uibu!uif!nbufsjbmt!ibwf!cffo!gvsojtife-!uif!tfswjdft!sfoefsfe-!ps!uif!mbcps!qfsgpsnfe!bt!eftdsjcfe!ifsfjo!boe!uibu!uif!dmbjn!jt!kvtu-!evf!boe!
bo!voqbje!pcmjhbujpo!bhbjotu!uif!Djuz!pg!Tqplbof!Wbmmfz-!boe!uibu!J!bn!bvuipsj{fe!up!bvuifoujdbuf!boe!dfsujgz!tbje!Dmbjn/`````````````````````````````````````````````!!````````````````Gjobodf!Ejsfdup
s!ps!eftjhoff!!!!EbufDpvodjm!nfncfs!sfwjfxfe;`````````````````````````````````````````````!!````````````````Nbzps!!!!!!!Ebuf`````````````````````````````````````````````!!````````````````Dpvodjm!Nfnc
fs!!!!!!Ebuf!
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!Sfqpsu EBUF;XBSSBOU;BNPVOU;Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
3
DIFDL
Qbhf
WPVDIFS
51/9459/78
924/8326:/11487/68
5-46:/15 5-46:/15
BNPVOU
8:-172/54 8:-172/54
51/9427/3427/3427/32
214/:781:/8726:/11487/68
4-273/565-46:/15
86-9:9/:9
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 965862569592UDZ.N8YM.Q2HW2GW8.KE5I.ULLW2GW8.KE5I.RXHY2ZLY.LEZW.WDX:2QUL.878Z.LI8Q
1404103137150190313715019031371502603137150260313715026031371502403137
EVF!EBUF
JOWJOWJOWJOWJOWJOWJOW
UZQF
DpouTXDpouTusuNyQsjouTwdTnbmmUppmQlFrvjqPqTvqqPqTvqqPggTvqqPggTvqqPggTvqqPqTvqq
QP
TXTEVuTENySexz462TQDOHHHfoJUTwdQDDQCehuDQFe0SfdSDFeSfdBduQSQbsltSDFeSfdBduDQFe0SfdDQFe0Sfd
Pqfsbujoh!'!BQ
1111111211121112111211121112
SFNJU
65215865212265:114646112676112642115642115642112642112642112642115
::2211
1404203137
TX642111TE6534114626:641HH629961QD6:5871DQ682311SD682111QS687911SD682111DQ682311DQ682311
23223222342
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371442T21404203137 1404203137!25;14;31Tbsbi!EfGpse!)TEfGpse*bqxbssou
BBB!Txffqjoh!MMDBCBEBO!SFQSPHSBQIJDTBNB\[PO!DBQJUBM!TFSWJDBNB\[PO!DBQJUBM!TFSWJDBNB\[PO!DBQJUBM!TFSWJDBNB\[PO!DBQJUBM!TFSWJDBNB\[PO!DBQJUBM!TFSWJD
6:2813813813813813
3612
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
4
DIFDL
Qbhf
WPVDIFS
33/2266/2365/35 65/35
.39/44
384/51499/49 499/49
2-872/1:
BNPVOU
21:-673/11 21:-673/11
65/7933/2266/2365/35
.39/44
329/83499/49
21:-673/11
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 2H2I.MLQR.SMWR2XNK.87GZ.YHNY2Y:D.RKGQ.Z:UH2WD4.EUII.8NEL11114:.711.192J273726423969
150260313715028031371503403137150330313714042031371501:031371302403137
EVF!EBUF
JOWJOWDSNJOWJOWJOWJOW
UZQF
PggTvqqPggTvqqPggTvqqPqTvqqPqTvqqUfmTwdWfiTvqqVuJotuSfn
QP
FHPINhnuFHQnuQmoDQFe0SfdDQFe0SfdSDFeSfdBduQSQbsltXUToJdDusm334TUSDU
Pqfsbujoh!'!BQ
1112111211121112111211121112
SFNJU
642112642112642112642115642115653113642121672116
::2211
1404203137
FH654211FH669611DQ682311DQ682311SD682111QS687911XU6537713346:661
23222222
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371442T21404203137 1404203137!25;14;31Tbsbi!EfGpse!)TEfGpse*bqxbssou
BNB\[PO!DBQJUBM!TFSWJDBNB\[PO!DBQJUBM!TFSWJDBNB\[PO!DBQJUBM!TFSWJDBNB\[PO!DBQJUBM!TFSWJDBQQMFUSFF!BOTXFSTBSH!JOEVTUSJBMBWJTUB
813813813813931327
3236
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
5
DIFDL
Qbhf
WPVDIFS
294/:2 294/:2
5-186/13 5-186/13 5-7:3/2:5-7:3/2:
BNPVOU
:5-312/86:5-312/86 21-353/64 21-353/64
239-484/44 239-484/44
294/:2
5-186/135-7:3/2:
:5-312/8621-353/64
239-484/44
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF:13:5739:13:6::5Q362188.467657JOW:191882495
120150313713024031371401503137150330313713038031371501:03137
EVF!EBUF
JOWJOWJOWJOWJOWJOW
UZQF
DpotuDpotuHfpUfdiCmehJnqSfqNyTwdFoh'Bsdi
QP 3711137
334TUSDU334TUSDU468QQQFQTDBMFTENyFohTXDbqQs
Pqfsbujoh!'!BQ
111211121112111211121112
SFNJU
674111674111652118673113659112652113
::2211
1404203137
3346:6613346:6614686:621QT6:5321TE653211TX6:6511
222222
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371442T21404203137 1404203137!25;14;31Tbsbi!EfGpse!)TEfGpse*bqxbssou
COTG!SBJMSPBE!DPCOTG!SBJMSPBE!DPCVEJOHFS!'!BTTPDJBUFTDPOUSBDU!EFTJHO!BTTPDEBZ!NBOBHFNFOU!DPSQPSFWFSHSFFO!TUPSNI3P
9:1659366
21682168318:
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
6
DIFDL
Qbhf
WPVDIFS
741/61 741/61 399/26457/:73:9/94:44/:5 398/47 398/47
9-:41/11 9-:41/11
BNPVOU
9:-678/95 9:-678/95
741/61399/26457/:73:9/94398/47
9-:41/112-119/5:
99-66:/46
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 35295JEMFX3186219136:9136991368:9445748752311912943
1301803137150120313714041031371404103137140410313715016031371402503137
EVF!EBUF
JOWJOWJOWJOWJOWJOWJOW
UZQF
QsgTwdtHfoTbgfTvqqQsgTwdtHfoQsgTwdtHfoQsgTwdtHfoDpotuDpotvmujohDpotvmujoh
QP
DQFe0SfdTENyFohQSQbsltQSQbsltQSQbslt462TQDO334TUSDU334TUSDU
Pqfsbujoh!'!BQ
1111111111111111111111121112
SFNJU
652116642117652116652116652116674111652121652121
::2211
1404203137
DQ682311TE653211QS687911QS687911QS6879114626:6413346:6613346:661
22222223
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371442T21404203137 1404203137!25;14;31Tbsbi!EfGpse!)TEfGpse*bqxbssou
Fyibvtu!Ippe!boe!EvduGBTUFOBM!DPTubuf!Qspufdujpo!TfswTubuf!Qspufdujpo!TfswTubuf!Qspufdujpo!TfswHSBJOHFSIES!FOHJOFFSJOH!JOD
51
778232
43:2441944194419
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
7
DIFDL
Qbhf
WPVDIFS
8:2/23 8:2/23 437/8:437/8:797/11 797/11
BNPVOU
33-9:9/94 33-9:9/94 2:-535/86 2:-535/86 59-965/25 59-965/25
8:2/23437/8:797/11
33-9:9/942:-535/8659-965/25
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 313299391:1267113.133736.249!$7!GjobmNbsdi!2.26Fyq!4/5/3721:8396
150150313714041031371502803137150280313715014031371501903137
EVF!EBUF
JOWJOWJOWJOWJOWJOW
UZQF
PqTvqqQsgTwdtHfoCmehJnqDQDbufsjohFnqUswmCmehJnq
QP
USNyUDEFHPINhnuQTDBMFDQPqtCSNyTusdQTDBMF
Pqfsbujoh!'!BQ
111211121111111211111112
SFNJU
64211565211667311365:148654112673113
::2211
1404203137
US653751FH654211QT6:5321DQ686611CS653611QT6:5321
222222
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371442T21404203137 1404203137!25;14;31Tbsbi!EfGpse!)TEfGpse*bqxbssou
JCT!pg!Opsuifbtufso!XLJNMFZ.IPSO!BOE!BTTPDMfpof!'!Lffcmf!Jod/Jomboe!Opsuixftu!DbufMZODI-!LFMMZNbdlfo{jf
997831
3988435244184194
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
8
DIFDL
Qbhf
WPVDIFS
.34/:9
359/99 359/99 277/79314/:5 481/73 319/29
BNPVOU
9/81:/37:/37:/37:/37:/37:/38:/38
52/5129/6329/6538/9294/5424/:352/81
.34/:9
2:9/89212/97319/29
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBM
JOWPJDF Fyq!4/35/3734:52:3515713973.2197973973.219953
15034031371301703137150130313714037031371403803137
EVF!EBUF
JOWJOWJOWJOWDSN
UZQF
PggTvqqPggTvqqPggTvqqWfiSfqNyWfiSfqNyWfiSfqNyWfiSfqNyWfiSfqNyWfiSfqNyWfiSfqNyWfiSfqNyWfiSfqNyWfiSfqNyWfiSfqNyWfiSfqNyWfiSfqNyWfiSfqNyWfiTvqqWfiTvqq
QP
DNFyPggDNFyPggDDMfhBduGBCmeNyCEQmoSfwCEDpefFogFHQnuQmoFHPINhnuQSQbsltTENyFohGBCmeNyCEQmoSfwFHPINhnuCEDpefFogFHQnuQmoFHPINhnuTENyFohJUJUTwdJUJUTwd
Pqfsbujoh!'!BQ
11111112111211121112
SFNJU
642112642112642112659114659114659114659114659114659114659114659114659114659114659114659114659114659114642121642121
::2211
1404203137
DN624211DN624211DD622711GB629411CE669611CE635711FH669611FH654211QS687911TE653211GB629411CE669611FH654211CE635711FH669611FH654211TE653211JU629911JU629911
2342345678234567822
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371442T21404203137 1404203137!25;14;31Tbsbi!EfGpse!)TEfGpse*bqxbssou
NFZFST.MFINBO-!KVMJF!NJTUFS!DBS!XBTINJTUFS!DBS!XBTIPSFJMMZ!BVUPNPUJWF!TUPSFJMMZ!BVUPNPUJWF!TU
527527
399332933293
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
9
DIFDL
Qbhf
WPVDIFS
295/31 883/61 883/61 5:8/61 5:8/61 558/11 558/11 821/6:
BNPVOU
33-761/6439-393/4239-393/42
883/61359/86359/86558/11821/6:
33-761/6439-393/4239-393/42
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 612674297115579548479DJOW21114886DJOW21114:54DJOW21114:57DJOW21115215
1301803137150210313714041031371401203137130250313714032031371404103137
EVF!EBUF
JOWJOWJOWJOWJOWJOWJOW
UZQF
DpouTopxWfiSfqNyWfiSfqNyFoh'BsdiQsptfdvupsBojnbmDpouBojnbmDpouHJTTwdt
QP
XUToJdDusmTENyFohTXTEVuCSNyTusdQTJouMjuQT!BonDou!QT!BonDou!QTQpmPqt
Pqfsbujoh!'!BQ
1111111111111112111211121112
SFNJU
65212365911465911465211365717265717:65717:652114
::2211
1404203137
XU653771TE653211TX642111CS653611QT626461QT665411QT665411QT632311
22322222
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371442T21404203137 1404203137!25;14;31Tbsbi!EfGpse!)TEfGpse*bqxbssou
QPF!FOUFSQSJTFT!JODQPNQT!UJSF!TFSWJDF!JOTBSHFOU!FOHJOFFST!JODTQPLBOF!DP!USFBTVSFSTQPLBOF!DP!USFBTVSFSTQPLBOF!DP!USFBTVSFSTQPLBOF!DP!USFBTVSFS
2222
249
31372715
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
:
DIFDL
Qbhf
WPVDIFS
311/11 311/11 461/11461/11461/11461/11:51/11
BNPVOU
29-991/:7:9-917/81
229-9:7/34 229-9:7/34
311/11461/11461/11461/11461/11:51/11
29-991/:7
229-9:7/34
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF DJOW211152941462!.!4/24/37DJOW211152683137!CSPXO!QFSNJU3137!FEHFDJGG!QFSN3137!HSFFOBDSFT!QFSN3137EJTDPWFSZ!QFSNJU3137!QBSL!QPPM!QFSN!
15033031371502303137150270313715027031371502703137150270313715027031371502703137
EVF!EBUF
JOWJOWJOWJOWJOWJOWJOWJOW
UZQF
TuNyDpvouzDpotuEjtuDuDpouNjtdTwdNjtdTwdNjtdTwdNjtdTwdNjtdTwd
QP
USNyUDE462TQDOQTDouDsuBRQppmtBRQppmtBRQppmtBRQppmtBRQppmt
Pqfsbujoh!'!BQ
11121112111811121112111211121112
SFNJU
65716:67411165717165:11765:11765:11765:11765:117
::2211
1404203137
US6537514626:641QT623631BR687311BR687311BR687311BR687311BR687311
22222222
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371442T21404203137 1404203137!25;14;31Tbsbi!EfGpse!)TEfGpse*bqxbssou
TQPLBOF!DP!USFBTVSFSTQPLBOF!DP!USFBTVSFSTQPLBOF!DPVOUZTQPLBOF!SFHJPOBM!IFBMTQPLBOF!SFHJPOBM!IFBMTQPLBOF!SFHJPOBM!IFBMTQPLBOF!SFHJPOBM!IFBMTQPLBOF!SFHJPOBM!IFBM
222
492492492492492
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
21
DIFDL
Qbhf
WPVDIFS
:51/11:51/11:56/61:86/11:56/61518/39 518/39 357/:5
5-331/113-977/11
BNPVOU
:51/11:51/11583/86583/86598/61598/61583/86583/86518/39357/:5
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 3137!UFSSBDF!QFSNJU!3137!NJTTJPO!QFSN212:3212:5212:4351289744.11:357423899
1502703137150270313715016031371501603137150160313715013031371403803137
EVF!EBUF
JOWJOWJOWJOWJOWJOWJOW
UZQF
NjtdTwdNjtdTwdDpouTusuNyDpouTXDpouTusuNyDpouTXDpouTusuNyDpouTXPqTvqqKboTvqq
QP
BRQppmtBRQppmtTENySexzTXTEVuTENySexzTXTEVuTENySexzTXTEVuUSNyUDEDQFe0Sfd
Pqfsbujoh!'!BQ
1112111211121112111211121112
SFNJU
65:11765:11765212265215865212265215865212265215864211564211:
::2211
1404203137
BR687311BR687311TE653411TX642111TE653411TX642111TE653411TX642111US653751DQ682311
2223232322
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371442T21404203137 1404203137!25;14;31Tbsbi!EfGpse!)TEfGpse*bqxbssou
TQPLBOF!SFHJPOBM!IFBMTQPLBOF!SFHJPOBM!IFBMTQPLBOF!USBGGJD!DPOUSTQPLBOF!USBGGJD!DPOUSTQPLBOF!USBGGJD!DPOUSUBDPNB!TDSFX!QSPEVDUTIE!Tvqqmz!Gbdjmjujft!
492492219219219374
257:
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
22
DIFDL
Qbhf
WPVDIFS
78/5:
.69/56
534/32971/55911/11 911/11
2-64:/74 3-5:5/352-892/71 5-386/95
BNPVOU
78/5:46/95
.69/56
534/32971/55911/11254/47
3-5:5/352-892/71
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF:357235466:3573343:::357997955:35792576326882689QKJO1157821678:12
14032031371403603137150220313715021031371501303137150130313715013031371502203137
EVF!EBUF
JOWDSNJOWJOWJOWJOWJOWJOW
UZQF
KboTvqqPggTvqqPqTvqqKboTvqqMboeTswzMboeTswzCmehJnqPggTvqqPggTvqq
QP
DQFe0SfdHHNyDQFe0SfdDQFe0SfdQQDotuQQDotuQTDBMFFHPINhnuFHQnuQmo
Pqfsbujoh!'!BQ
11121112111211121111111111111111
SFNJU
64211:64211264211564211:652117652117673113642112642112
::2211
1404203137
DQ682311HH629411DQ682311DQ682311QQ6:6411QQ6:6411QT6:5321FH654211FH669611
222222223
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371442T21404203137 1404203137!25;14;31Tbsbi!EfGpse!)TEfGpse*bqxbssou
IE!Tvqqmz!Gbdjmjujft!IE!Tvqqmz!Gbdjmjujft!IE!Tvqqmz!Gbdjmjujft!IE!Tvqqmz!Gbdjmjujft!Usvmboe!Tvswfz!MMDUsvmboe!Tvswfz!MMDUVSOFS!'!UPXOTFOE!IFFXBMUFS!F!OFMTPO!DP
665
257:257:257:257:442244223364
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
23
DIFDL
Qbhf
WPVDIFS
28:/31639/72 818/92 686/11 686/11 611/11 611/11
2-275/89
BNPVOU
25-5::/18 25-5::/18 34-978/13 36-142/91
639/72686/1168:/:7345/49875/11277/51611/11
24-:2:/2234-978/13
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 679733125917:11942:5.2629.2111118221811111821:32316
150350313714042031371404203137150150313715028031371401803137
EVF!EBUF
JOWJOWJOWJOWJOWJOW
UZQF
PggTvqqNfncfstiqXbtufEjqXbtufEjqDbqUsgFrqDbqUsgFrqDbqUsgFrqDbqUsgFrqBew
QP 37111273711114
HHNyDQFe0SfdTXTEVuTENyFohTu!Dbq!UsgUSDBTPUSDBTPOSTu!Dbq!UsgFHPINhnu
Pqfsbujoh!'!BQ
111111121111111111111111
SFNJU
64211265:113658115658115674114674114674114674114652128
::2211
1404203137
HH629411DQ682311TX642111TE653211TQ6:6751US6:5551US6:555:TQ6:6751FH654211
222322342
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371442T21404203137 1404203137!25;14;31Tbsbi!EfGpse!)TEfGpse*bqxbssou
XBMUFS!F!OFMTPO!DPXBTIJOHUPO!IPTQJUBMJUXBTUF!NBOBHFNFOU!PG!TXFTUFSO!TZTUFNT!JODXFTUFSO!TZTUFNT!JODXUT!Tqplbof!Dpfvs!e(!
665821437
383638364369
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
24
DIFDL
Qbhf
WPVDIFS
BNPVOU
:17-243/35
:17-243/35
JOWPJDF
EVF!EBUF
UZQF
XBSSBOU!UPUBM
QP
Pqfsbujoh!'!BQ
SFNJU
::2211
1404203137
DT:::111
371442T21404203137 1404203137!25;14;31Tbsbi!EfGpse!)TEfGpse*bqxbssou
JOWPJDFT
85
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
25
1/111/111/11
.79/99
383/83
.236/81.934/:9.797/:7.::2/38.224/59.:37/46
3-617/943-836/693-:33/923-:36/942-463/3:2-579/:94-335/91
.2-315/66.2-1:9/5:.9-876/:1.2-1:3/83.7-467/26.2-691/36.2-453/96.3-569/53.2-929/41.6-769/13.2-366/21.4-29:/13
23-975/314:-728/7325-928/62
Qbhf
.31-:98/15
375-645/41237-521/83
.966-795/69
BWMC!CVEHFU
9/81:/37
29/6448/1849/4343/56:1/6338/9127/3465/3527/34:6/:6
351/29685/84686/11473/19611/11296/3:581/27214/:7295/31:44/:5821/6:558/11437/8:741/6168:/:7294/:2
5-331/112-641/6:9-:41/11
BNPVOU
59-965/2533-9:9/9433-761/6467-675/7336-713/:5
229-9:7/34 426-544/42
GVOE!UPUBM
Njtdfmmbofpvt!TfswjdfWfijdmf!Tfswjdf!.!SfqWfijdmf!Tfswjdf!.!SfqPggjdf!Tvqqmjft0FrvjqPggjdf!Tvqqmjft0FrvjqPggjdf!Tvqqmjft0FrvjqPqfsbujoh!TvqqmjftKbojupsjbm!TvqqmjftQspgfttjpobm!TfswjdftNfncfstijqtDfou
fsQmbdf!Dbufsjoh!Pggjdf!Tvqqmjft0FrvjqQspgfttjpobm!TfswjdftBewfsujtjohWfijdmf!Tfswjdf!.!SfqPggjdf!Tvqqmjft0FrvjqWfijdmf!Tfswjdf!.!SfqWfijdmf!Tfswjdf!.!SfqPggjdf!Tvqqmjft0FrvjqTnbmm!Uppmt!'!Njops!FWfi
jdmf!TvqqmjftPggjdf!Tvqqmjft0FrvjqQspgfttjpobm!TfswjdftUfmfqipof!TfswjdfWfijdmf!Tfswjdf!.!SfqEjtusjdu!Dpvsu!DpousbQsptfdvupsHJT!TfswjdftBojnbm!DpouspmCvjmejoh!JnqspwfnfoutPggjdf!Tvqqmjft0FrvjqPqfsbuj
oh!TvqqmjftFohjoffsjoh!'!BsdijufFnqmpzff!Usbwfm!FyqfoTbgfuz!TvqqmjftXbtuf!EjtqptbmSfqbjs!'!Nbjoufobodf!
BDDPVOU 112.81.87311.687311.21.111.65:117.112.31.54111.635711.21.111.659114.112.72.54111.669611.21.111.659114.112.21.22111.622711.21.111.642112.112.21.24111.624211.21.111.642112.112.81.87611.682111.2
1.111.642112.112.81.87611.682111.21.111.642115.112.81.87611.682111.21.111.64211:.112.81.87611.682111.21.111.652116.112.81.87611.682111.21.111.65:113.112.81.87611.686611.21.111.65:148.112.51.52111.654
211.21.111.642112.112.51.52111.654211.21.111.652116.112.51.52111.654211.21.111.652128.112.51.52111.654211.21.111.659114.112.72.52111.669611.21.111.642112.112.72.52111.669611.21.111.659114.112.21.4111
1.629411.21.111.659114.112.21.:1111.629411.21.111.642112.112.21.:1111.629961.21.111.646112.112.21.28111.629911.21.111.642121.112.81.87111.687911.21.111.642112.112.81.87111.687911.21.111.652116.112.81
.87111.687911.21.111.653113.112.81.87111.687911.21.111.659114.112.31.27111.623631.21.111.657171.112.31.27111.626461.21.111.657172.112.31.27111.632311.21.111.652114.112.31.27111.665411.21.111.65717:.1
12.31.27111.6:5321.21.111.673113.112.81.87211.682111.21.111.642112.112.81.87211.682111.21.111.642115.212.51.53411.653611.21.111.652113.212.51.53411.653611.21.111.654112.212.51.53311.653211.21.111.642
117.212.51.53311.653211.21.111.658115.212.51.53311.653211.21.111.659112.
1404203137
Brvb!Qbsl!Gbd.QppmtCmeh!Dpef!FogpsdfnfouCmeh!Qfsnjut!'!Qmbo!SDpvodjm!Mfhjtmbujwf!BDjuzNbo!Fyfdvujwf!PggDfoufsQmbdf!BdujwjujfDfoufsQmbdf!BdujwjujfDfoufsQmbdf!BdujwjujfDfoufsQmbdf!BdujwjujfDfoufsQmbdf!
BdujwjujfDQ!NQ0Dpnn!Dfoufs!PqfFoh!Tusffu!PI!NbobhfnFoh!Tusffu!PI!NbobhfnFoh!Tusffu!PI!NbobhfnFoh!Tusffu!PI!NbobhfnFoh!CmehQfsnjut!'!QmbFoh!CmehQfsnjut!'!QmbGbd!Cmeh!Nbjoufobodf!HfoHpw!Gbdjmjujft!NbjH
foHpw!Hfo!JU!TfswjdfJU!JU!TfswjdftQ'Sben!Qbsl!Gbd.Hfo!QQ'Sben!Qbsl!Gbd.Hfo!QQ'Sben!Qbsl!Gbd.Hfo!QQ'Sben!Qbsl!Gbd.Hfo!QQvcTbg!Dpousbdufe!DpvQvcTbg!Jou!Mfhbm!MjujQvcTbg!Qpmjdf!PqfsbujQvcTbg!!Bojnbm!Dpo
uspQvcTbg!Dbqjubm.Mbx!FoSfd!Fevd0Sfd!BdujwjujSfd!Fevd0Sfd!BdujwjujCsjehft!Tusffu!Nbjou.Csjehft!Tusffu!Nbjou.Tusffut!Tusffu!Nbjou.Tusffut!Tusffu!Nbjou.Tusffut!Tusffu!Nbjou.
371442T21404203137 1404203137!25;14;31Tbsbi!EfGpse!)TEfGpse*bqxbssou
PSH BR687311CE635711CE669611DD622711DN624211DQ682311DQ682311DQ682311DQ682311DQ682311DQ686611FH654211FH654211FH654211FH654211FH669611FH669611GB629411HH629411HH629961JU629911QS687911QS687911QS687911QS6
87911QT623631QT626461QT632311QT665411QT6:5321SD682111SD682111CS653611CS653611TE653211TE653211TE653211
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuXbssbou!Tvnnbsz XBSSBOU;EVF!EBUF;GVOE 112112112112112112112112112112112112112112112112112112112112112112112112112112112112112112112112212212212212212
Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
26
1/111/111/111/11
45/59
.718/24
5-558/17
27-319/6826-61:/36
Qbhf
.47-746/17.29-685/49.36-14:/94
6:2-457/:6366-126/48286-527/61
.251-:68/:9.317-8:5/37.679-699/95.274-16:/31
.2-769-166/43.9-77:-373/93
419/:8345/49875/11499/49883/61598/4781:/87 81:/87 359/86
5-6:6/562-2:9/515-46:/155-186/135-386/95 9-461/97
29-991/:7 3:-422/31 35-144/53 39-98:/93 9:-678/9588-442/:924-:2:/2221-353/64
21:-673/11333-686/19 532-815/:3212-853/48:17-243/35:17-243/35
GVOE!UPUBMGVOE!UPUBMGVOE!UPUBMGVOE!UPUBMGVOE!UPUBMGVOE!UPUBM
HSBOE!UPUBM
XBSSBOU!TVNNBSZ!UPUBM
Wfijdmf!Tfswjdf!.!SfqDpousbdufe!Tusffu!NbjPqfsbujoh!TvqqmjftTusffu!Nbjoufobodf.DpDbqjubm!Usbggjd!DpousDbqjubm!Usbggjd!DpousWfijdmf!TvqqmjftDpousbdufe!Topx0Jdf!SQsjoujoh!TfswjdftDpotusvdujpoDbqjubm!Us
bggjd!DpousQbsl!FrvjqnfouHfp!Ufdiojdbm!TfswjdfMboe!Tvswfz!Tfswjdft!DO!DpotvmujohVujmjujft!JotbmmbujpoDpotusvdujpoDpousbdufe!TX!NbjoufoXbtuf!EjtqptbmWfijdmf!Tfswjdf!.!SfqFohjoffsjoh!'!Bsdijuf
212.51.53311.653211.21.111.659114.212.51.53311.653411.21.111.652122.212.51.53611.653751.21.111.642115.212.51.53611.653751.21.111.65716:.212.51.53611.6:5551.21.111.674114.212.51.53611.6:5551.::.111.67
4114.212.51.53211.653771.21.111.642121.212.51.53211.653771.21.111.652123.414.51.75111.6:6411.21.462.65:114.414.51.75111.6:6411.21.462.674111.414.51.75111.6:6751.21.111.674114.41:.81.78111.6:5871.21.1
11.676112.422.51.75111.6:6211.21.468.652118.422.51.75111.6:6411.21.111.652117.425.51.75111.6:6611.21.334.652121.425.51.75111.6:6611.21.334.672116.425.51.75111.6:6611.21.334.674111.513.11.52611.642111
.21.111.652158.513.11.52611.642111.21.111.658115.513.11.52611.642111.21.111.659114.513.11.75111.6:6511.21.111.652113.
Tusffut!Tusffu!Nbjou.Tusffut!Tusffu!Nbjou.Usbggjd!Tusffu!Nbjou.Usbggjd!Tusffu!Nbjou.Usbggjd!Dbqjubm.TusffUsbggjd!Dbqjubm.TusffXjoufsPqt!Nbjou.Topx0XjoufsPqt!Nbjou.Topx0462!Cbslfs;!Tqsbhvf.B462!Cbslfs
;!Tqsbhvf.BTusffu!Dbqjubm!UsbggjQbslt!DQ!Gvoe!Dbqjubm468!Gbodifs;!CspbexbzQbwf!Qsft!Dpotusvdujp334!Qjoft!HTQ.TUSDU334!Qjoft!HTQ.TUSDU334!Qjoft!HTQ.TUSDUTunXbufs!Tupsn!EsbjobTunXbufs!Tupsn!EsbjobTunXb
ufs!Tupsn!EsbjobTunXbufs!Dbq!Qspkfdut
1404203137!25;14;31Tbsbi!EfGpse!)TEfGpse*bqxbssou
TE653211TE653411US653751US653751US6:5551US6:555:XU653771XU6537714626:6414626:641TQ6:6751QD6:58714686:621QQ6:64113346:6613346:6613346:661TX642111TX642111TX642111TX6:6511
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!Sfqpsu 21221221221221221221221241441441441:422422425425425513513513513 Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
2
Qbhf
71288-71324
1501303137371513T2581-121/16 1501303137!22;44;33Tbsbi!EfGpse!)TEfGpse*bqxbssou
J-!Uif!voefstjhofe-!ep!dfsujgz!voefs!qfobmuz!pg!qfskvsz-!uibu!uif!nbufsjbmt!ibwf!cffo!gvsojtife-!uif!tfswjdft!sfoefsfe-!ps!uif!mbcps!qfsgpsnfe!bt!eftdsjcfe!ifsfjo!boe!uibu!uif!dmbjn!jt!kvtu-!evf!boe!
bo!voqbje!pcmjhbujpo!bhbjotu!uif!Djuz!pg!Tqplbof!Wbmmfz-!boe!uibu!J!bn!bvuipsj{fe!up!bvuifoujdbuf!boe!dfsujgz!tbje!Dmbjn/`````````````````````````````````````````````!!````````````````Gjobodf!Ejsfdup
s!ps!eftjhoff!!!!EbufDpvodjm!nfncfs!sfwjfxfe;`````````````````````````````````````````````!!````````````````Nbzps!!!!!!!Ebuf`````````````````````````````````````````````!!````````````````Dpvodjm!Nfnc
fs!!!!!!Ebuf!
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!Sfqpsu EBUF;XBSSBOU;BNPVOU;Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
3
DIFDL
Qbhf
WPVDIFS
46/9746/97 82/83 46/95
989/:6 989/:6 432/49 432/49
3-583/11 3-583/11
BNPVOU
95-562/35 95-562/35
46/9746/9746/95
989/:6432/49
3-583/11
95-562/35
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 9664636.256!$72685982876395MTQP3:2644:MTQP3:192:4J274698
15022031371502:0313714041031371501503137150220313714026031371503403137
EVF!EBUF
JOWJOWJOWJOWJOWJOWJOW
UZQF
SfqNyTwdDpotuFoh'BsdiCmeHseNyCmeHseNyCmeHseNyWfiTvqq
QP
TXTEVu334TUSDUQDDQCehuDYCmeNyQNGbdQNGbdXUToJdDusm
Pqfsbujoh!'!BQ
1111111111111112111211121112
SFNJU
659112674111652113659118659118659118642121
::2211
1501303137
TX6421113346:661QD6:5871DY686611QN632611QN632611XU653771
2222222
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371513T21501303137 1501303137!22;44;33Tbsbi!EfGpse!)TEfGpse*bqxbssou
BBB!Txffqjoh!MMDBdujwf!Dpotusvdujpo!JBICM!JODBMMJFE!GJSF!'!TFDVSJUBMTDPBMTDPBSH!JOEVTUSJBM
732525
682
361243423236
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
4
DIFDL
Qbhf
WPVDIFS
46/95 36/58
318/66 344/13 238/11 238/11
3-754/86 3-754/86
BNPVOU
23-611/11 23-611/11 43-541/6:43-541/6:
43/6543/6682/3482/3436/58
238/11
3-754/86
23-611/1143-541/6:
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF Fyq!4/3/37!)2*Fyq!4/3/37!)3*33:1:13946571195:3495
150120313715012031371502903137150280313714041031371502303137
EVF!EBUF
JOWJOWJOWJOWJOWJOW
UZQF
Q6UsbwfmFnqUswmQ6UsbwfmFnqUswmFnqUswmQsgTwdtHfoQsgTwdtHfoQsgTwdtHfoQsgTwdtHfo
QP
DDMfhBduQJDpnTwdDDMfhBduQJDpnTwdQJDpnTwdQJDpnTwdISQfsTwdHHDNBdu43:SPX
Pqfsbujoh!'!BQ
111111111111111211121112
SFNJU
654126654112654126654112654112652116652116652116652116
::2211
1501303137
DD622711QJ668311DD622711QJ668311QJ668311QJ668311IS629211HH62421143:6:631
234522222
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371513T21501303137 1501303137!22;44;33Tbsbi!EfGpse!)TEfGpse*bqxbssou
DMPVHI-!WJSHJOJBDMPVHI-!WJSHJOJBDpmpsnbujdt!MMDPDDVQBUJPOBM!IFBMUI!DEftbvufm!Ifhf!JodFQJD!MBOE!TPMVUJPOT!J
83241:
324:324:44264139
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
5
DIFDL
Qbhf
WPVDIFS
94/7194/7187/1444/41 44/41
278/31 278/95 354/98
7-:22/362-4:3/41 9-414/66
BNPVOU
94/7194/7149/1249/1344/41
278/95
7-:22/362-4:3/41
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 2:39612:46792:3352:334:95621:855:962629196Fyq!4/28/37
1402403137150190313715023031371502303137150280313715033031371502703137
EVF!EBUF
JOWJOWJOWJOWJOWJOWJOW
UZQF
Foh'BsdiFoh'BsdiQsgTwdtHfoQsgTwdtHfoTbgfTvqqTbgfTvqqWfiTvqqFnqUswm
QP
Tusffu!OD!USNyUDEDBJouBewDBJouBewFHPINhnuFHQnuQmoXUToJdDusmDBJouBew
Pqfsbujoh!'!BQ
1111111111121112111211121111
SFNJU
652113652113652116652116642117642117642121654112
::2211
1501303137
TQ629731US653751DB626421DB626421FH654211FH669611XU653771DB626421
22222322
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371513T21501303137 1501303137!22;44;33Tbsbi!EfGpse!)TEfGpse*bqxbssou
GFIS!'!QFFSTGFIS!'!QFFSTHPQIFS!MMDHPQIFS!MMDHSBJOHFSHSBJOHFSIFOOJOH-!UBNNZ
368368778778
257325733787
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
6
DIFDL
Qbhf
WPVDIFS
86/8547/21 64/52
.69/54
771/35 771/35
BNPVOU
71-697/52:8-219/2372-:47/1639-558/66
32:-741/69
86/8547/21
.69/54
771/35
71-697/52:8-219/2372-:47/1639-558/66
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF JOW.1159:631127Q286439127Q286452127Q2864536:967371323:712:3659132:
15032031371503103137150310313715031031371402503137150220313715022031371501:03137
EVF!EBUF
JOWJOWJOWDSNJOWJOWJOWJOW
UZQF
UfmTwdWfiTvqqWfiTvqqWfiTvqqFoh'BsdiDpotvmujohFoh'BsdiDpoBuuz
QP
HHPuTwdtXUToJdDusmXUToJdDusmXUToJdDusm467TQQF422QF467TQQFDDFyuMhmDM
Pqfsbujoh!'!BQ
11121112111211121112111211121111
SFNJU
653113642121642121642121652113652121652113652115
::2211
1501303137
HH629:11XU653771XU653771XU6537714676:6214226:6214676:621DD626561
22222222
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371513T21501303137 1501303137!22;44;33Tbsbi!EfGpse!)TEfGpse*bqxbssou
JOUFSNBY!OFUXPSLTLFOXPSUI!TBMFT!DPNQBOLFOXPSUI!TBMFT!DPNQBOLFOXPSUI!TBMFT!DPNQBOLQGG!DPOTVMUJOH!FOHJOLQGG!DPOTVMUJOH!FOHJOLQGG!DPOTVMUJOH!FOHJOMVLJOT!'!BOOJT!Q/T
268268268363363363354
2752
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
7
DIFDL
Qbhf
WPVDIFS
719/5:719/5:623/11379/94 379/94 624/47 624/47
6-141/21 6-653/21
BNPVOU
39-558/66
:/38:/385/74
29/6529/6538/9294/5434/2:29/6566/72
719/5:623/11624/47
6-141/21
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 2142::645:5!3/39/37573!3/39/3734:8:522186146
15027031371404103137140410313714019031371503:03137
EVF!EBUF
JOWJOWJOWJOWJOW
UZQF
CmeHseNyDpoBuuzDpoBuuzWfiSfqNyWfiSfqNyWfiSfqNyWfiSfqNyWfiSfqNyNjtdTwdWfiSfqNyWfiSfqNyWfiSfqNyWfiSfqNyQsgTwdtHfo
QP
DICmeNyDBFyuBewDBFyuBewGBCmeNyCEQmoSfwCEDpefFogFHQnuQmoFHPINhnuHHPuTwdtQSQbsltTENyFohTXTEVuUSNyUDEISQfsTwd
Pqfsbujoh!'!BQ
11111111111111121112
SFNJU
65911865211565211565911465911465911465911465911465:117659114659114659114659114652116
::2211
1501303137
DI629411DB626521DB626521GB629411CE669611CE635711FH669611FH654211HH629:11QS687911TE653211TX642111US653751IS629211
22223456789:2
DT:::111
21
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371513T21501303137 1501303137!22;44;33Tbsbi!EfGpse!)TEfGpse*bqxbssou
NDLJOTUSZ!DP!MMDNFOLF!KBDLTPO!CFZFS!MNFOLF!KBDLTPO!CFZFS!MNJTUFS!DBS!XBTIOBWJB!CFOFGJU!TPMVUJP
:49248248558
3293
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
8
DIFDL
Qbhf
WPVDIFS
78/9:78/9:75/8568/68
381/14 381/14 276/77214/64 4:2/61
2-145/8:2-145/8:
BNPVOU
78/9:93/9493/9475/8568/68
246/13246/12214/64
2-145/8:
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 23835804572:983381128E233718E623568E538648E85731R3382972
1502103137150230313714038031371501403137150130313715019031371503303137
EVF!EBUF
JOWJOWJOWJOWJOWJOWJOW
UZQF
WfiTvqqWfiTvqqPggTvqqTnbmmUppmTnbmmUppmS'NtvqqPqTvqqPqTvqqFrqSfou
QP
TENyFohTXTEVuDBJouBewDICmeNyDYCmeNyDYCmeNyUSNyUDEUSNyUDEHHPuTwdt
Pqfsbujoh!'!BQ
1112111211121112111211121112
SFNJU
642121642121642112646112646112642119642115642115656114
::2211
1501303137
TE653211TX642111DB626421DI629411DY686611DY686611US653751US653751HH629:11
232232222
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371513T21501303137 1501303137!22;44;33Tbsbi!EfGpse!)TEfGpse*bqxbssou
OPSUI!51!!PVUGJUUFSTPEQ!CVTJOFTT!TPMVUJPOQMBUUQMBUUQMBUUQMBUURvbejfou!Mfbtjoh!VTB!
:7:7:7:7
339
27164268
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
9
DIFDL
Qbhf
WPVDIFS
51/11 51/11 34/:8 34/:8 65/59 65/59
246/31 246/31
BNPVOU
63-27:/83 63-27:/83 23-986/19
51/1134/:865/59
246/31
2-1:1/11
63-27:/8323-986/19
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 4:9:514787248679232541437DJOW211151863992239.Bqs!3137JOW13:3731JOW13:3915
1503503137150260313715022031371501:031371502:0313715029031371502803137
EVF!EBUF
JOWJOWJOWJOWJOWJOWJOW
UZQF
PggTvqqTnbmmUppmS'NtvqqQsgTwdtHfoTvctdTwdDpotuPqTvqq
QP 3711144
DDMfhBduTXTEVuQNGbdTXTEVuDNFyPgg462TQDOUSNyUDE
Pqfsbujoh!'!BQ
1112111211121112111311121112
SFNJU
64211264611264211965211665:112674111642115
::2211
1501303137
DD622711TX642111QN632611TX642111DN6242114626:641US653751
2222222
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371513T21501303137 1501303137!22;44;33Tbsbi!EfGpse!)TEfGpse*bqxbssou
Sfdphojujpo!BwfovfSVHHJFSP(T!BDF!IBSEXBTIFSXJO!XJMMJBNT!DPNQTQPLBOF!DP!USFBTVSFSUIF!TQPLFTNBO.SFWJFXTXBSDP!NDDBJO!JODTXBSDP!NDDBJO!JOD
2
2:2:
745362
38633332
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
:
DIFDL
Qbhf
WPVDIFS
:/2:
62/4141/23:1/72 6:/746:/74
358/8:358/8:
2-1:1/11
BNPVOU
24-:76/19
:/2:
62/4141/2351/124:/3636/1229/8751/124:/3656/616:/746:/74
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 3512912:4.11351291829.11351288849.1272499:742276718346467671841928
150260313715029031371502903137150280313714036031371501903137
EVF!EBUF
JOWJOWJOWJOWJOWJOW
UZQF
PqTvqqWfiTvqqWfiTvqqDfmmQipofDfmmQipofDfmmQipofDfmmQipofDfmmQipofDfmmQipofDfmmQipofCmeHseNyCmeHseNy
QP
USNyUDEXUToJdDusmXUToJdDusmDBJouBewDDMfhBduDQFe0SfdFHQnuQmoJUJUTwdQSQbsltTXTEVuDICmeNyDICmeNy
Pqfsbujoh!'!BQ
111211121112111211121112
SFNJU
642115642121642121653114653114653114653114653114653114653114659118659118
::2211
1501303137
US653751XU653771XU653771DB626421DD622711DQ682311FH669611JU629911QS687911TX642111DI629411DI629411
222234567822
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371513T21501303137 1501303137!22;44;33Tbsbi!EfGpse!)TEfGpse*bqxbssou
UBDPNB!TDSFX!QSPEVDUTUBDPNB!TDSFX!QSPEVDUTUBDPNB!TDSFX!QSPEVDUTWFSJ\[PO!XJSFMFTTWftujtWftujt
374374374
272541294129
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
21
DIFDL
Qbhf
WPVDIFS
6:/746:/746:/746:/74
468/89 634/35 634/35
BNPVOU
581-121/16
6:/746:/746:/746:/74
634/35
581-121/16
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 767182:9937671838297767184577776718272981111182253
14029031371501203137150260313714022031371501203137
EVF!EBUF
JOWJOWJOWJOWJOW
UZQF
CmeHseNyCmeHseNyCmeHseNyCmeHseNyPqTvqq
XBSSBOU!UPUBM
QP
DICmeNyDICmeNyDICmeNyDICmeNyUSNyUDE
Pqfsbujoh!'!BQ
11121112111211121111
SFNJU
659118659118659118659118642115
::2211
1501303137
DI629411DI629411DI629411DI629411US653751
22222
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371513T21501303137 1501303137!22;44;33Tbsbi!EfGpse!)TEfGpse*bqxbssou
WftujtWftujtWftujtWftujtXFTUFSO!TZTUFNT!JOD
JOWPJDFT
69
41294129412941293836
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
22
475/91:4:/:8528/28461/72573/:3843/::423/:6592/57
5-822/118-:64/767-428/126-823/912-6:6/782-487/634-226/923-9:9/947-589/852-543/712-492/733-541/952-444/25:-:49/373-:76/325-744/547-479/:33-779/828-6:6/664-674/55
.4-76:/88
22-819/8126-716/:194-315/1626-6:2/2437-:26/1156-7:6/63
Qbhf
248-38:/56318-717/36
BWMC!CVEHFU
:/38
38/9229/6578/9:51/1244/4151/114:/3693/9436/1293/9449/1234/2:49/1329/8794/5429/6551/1265/5982/834:/3629/65
278/31214/88:77/38246/31214/64432/49771/35751/4723:/36246/13
6-653/213-754/862-145/8:
BNPVOU
39-558/6623-611/11 65-417/19
GVOE!UPUBM
Wfijdmf!Tfswjdf!.!SfqWfijdmf!Tfswjdf!.!SfqPggjdf!Tvqqmjft0FrvjqQspgfttjpobm!TfswjdftDfmm!Qipof!TfswjdfFnqmpzff!Usbwfm!FyqfoDpousbdu!Buupsofz!TfsPggjdf!Tvqqmjft0FrvjqDfmm!Qipof!TfswjdfQpt!6!.!Usbwfm!S
fjncvDpousbdu!Buupsofz!TfsTnbmm!Uppmt!'!Njops!FCvjmejoh0Hspvoet!Sfq!Tvctdsjqujpo!TfswjdftDfmm!Qipof!TfswjdfSfqbjs!'!Nbjoufobodf!Tnbmm!Uppmt!'!Njops!FCvjmejoh0Hspvoet!Sfq!Tbgfuz!TvqqmjftWfijdmf!Tfswjd
f!.!SfqTbgfuz!TvqqmjftDfmm!Qipof!TfswjdfWfijdmf!Tfswjdf!.!SfqWfijdmf!Tfswjdf!.!SfqQspgfttjpobm!TfswjdftUfmfqipof!TfswjdfFrvjqnfou!SfoubmNjtdfmmbofpvt!TfswjdfQspgfttjpobm!TfswjdftDfmm!Qipof!TfswjdfQsp
gfttjpobm!TfswjdftFnqmpzff!Usbwfm!FyqfoSfqbjs!'!Nbjoufobodf!Cvjmejoh0Hspvoet!Sfq!Dfmm!Qipof!TfswjdfWfijdmf!Tfswjdf!.!SfqWfijdmf!Tvqqmjft
BDDPVOU 112.31.54111.635711.21.111.659114.112.72.54111.669611.21.111.659114.112.21.26111.626421.21.111.642112.112.21.26111.626421.21.111.652116.112.21.26111.626421.21.111.653114.112.21.26111.626421.2
1.111.654112.112.21.26111.626521.21.111.652115.112.21.22111.622711.21.111.642112.112.21.22111.622711.21.111.653114.112.21.22111.622711.21.111.654126.112.21.22111.626561.21.111.652115.112.21.41211.629
411.21.111.646112.112.21.41211.629411.21.111.659118.112.21.24111.624211.21.111.65:112.112.81.87611.682111.21.111.653114.112.81.41311.686611.21.111.642119.112.81.41311.686611.21.111.646112.112.81.4131
1.686611.21.111.659118.112.51.52111.654211.21.111.642117.112.51.52111.654211.21.111.659114.112.72.52111.669611.21.111.642117.112.72.52111.669611.21.111.653114.112.72.52111.669611.21.111.659114.112.21
.41111.629411.21.111.659114.112.21.:1111.624211.21.111.652116.112.21.:1111.629:11.21.111.653113.112.21.:1111.629:11.21.111.656114.112.21.:1111.629:11.21.111.65:117.112.21.2:111.629211.21.111.652116.1
12.21.28111.629911.21.111.653114.112.71.23111.668311.21.111.652116.112.71.23111.668311.21.111.654112.112.31.41411.632611.21.111.642119.112.31.41411.632611.21.111.659118.112.81.87111.687911.21.111.653
114.112.81.87111.687911.21.111.659114.212.51.53311.653211.21.111.642121.
1501303137
Cmeh!Dpef!FogpsdfnfouCmeh!Qfsnjut!'!Qmbo!SDjuzBuuz!Joufsobm!BewDjuzBuuz!Joufsobm!BewDjuzBuuz!Joufsobm!BewDjuzBuuz!Joufsobm!BewDjuzBuuz!Fyufsobm!BewDpvodjm!Mfhjtmbujwf!BDpvodjm!Mfhjtmbujwf!BDpvodjm!Mf
hjtmbujwf!BDpvodjm!Fyu!Mfhbm!DmbDIbmm!Cmeh!NbjoufobodDIbmm!Cmeh!NbjoufobodDjuzNbo!Fyfdvujwf!PggDfoufsQmbdf!BdujwjujfDY!NQ0Dpnn!Dfoufs!NY!DY!NQ0Dpnn!Dfoufs!NY!DY!NQ0Dpnn!Dfoufs!NY!Foh!Tusffu!PI!Nbobhf
nFoh!Tusffu!PI!NbobhfnFoh!CmehQfsnjut!'!QmbFoh!CmehQfsnjut!'!QmbFoh!CmehQfsnjut!'!QmbGbd!Cmeh!Nbjoufobodf!HfoHpw!Djuz!Nbobhfs!BHfoHpw!Pui!Dfousbm!TfHfoHpw!Pui!Dfousbm!TfHfoHpw!Pui!Dfousbm!TfIvnSft!Qf
stpoofm!TfswJU!JU!TfswjdftQJP!Dpnnvojuz!TwdtQJP!Dpnnvojuz!TwdtQsfdNy!GbdjmjujftQsfdNy!GbdjmjujftQ'Sben!Qbsl!Gbd.Hfo!QQ'Sben!Qbsl!Gbd.Hfo!QTusffut!Tusffu!Nbjou.
371513T21501303137 1501303137!22;44;33Tbsbi!EfGpse!)TEfGpse*bqxbssou
PSH CE635711CE669611DB626421DB626421DB626421DB626421DB626521DD622711DD622711DD622711DD626561DI629411DI629411DN624211DQ682311DY686611DY686611DY686611FH654211FH654211FH669611FH669611FH669611GB629411HH6
24211HH629:11HH629:11HH629:11IS629211JU629911QJ668311QJ668311QN632611QN632611QS687911QS687911TE653211
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuXbssbou!Tvnnbsz XBSSBOU;EVF!EBUF;GVOE 112112112112112112112112112112112112112112112112112112112112112112112112112112112112112112112112112112112112212
Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
23
6-192/:59-::6/485-584/226-822/846-88:/274-352/:9
25-:29/16:3-:46/1725-285/67
Qbhf
.34-6:7/36.46-2:7/54
237-487/48221-111/11
.277-:3:/39.8:5-412/81
.2-462-68:/31.:-8:4-96:/85.2-856-951/59
5/74:/38
66/7234/:856/61
3:7/51246/12989/:6
2-897/962-4:3/41 4-781/92 7-:22/363-583/11 3-583/11
43-541/6:23-986/1995-562/35:8-219/2363-27:/83 64-373/53
233-633/57 285-84:/49292-66:/47581-121/16581-121/16
GVOE!UPUBMGVOE!UPUBMGVOE!UPUBMGVOE!UPUBMGVOE!UPUBM
HSBOE!UPUBM
XBSSBOU!TVNNBSZ!UPUBM
Wfijdmf!Tfswjdf!.!SfqPqfsbujoh!TvqqmjftFohjoffsjoh!'!BsdijufWfijdmf!Tfswjdf!.!SfqWfijdmf!TvqqmjftQspgfttjpobm!TfswjdftDpotusvdujpoFohjoffsjoh!'!BsdijufFohjoffsjoh!'!BsdijufFohjoffsjoh!'!BsdijufDpotus
vdujpoQF!Dpotvmujoh!TUCHWfijdmf!TvqqmjftTnbmm!Uppmt!'!Njops!FQspgfttjpobm!TfswjdftDfmm!Qipof!TfswjdfSfqbjs!'!Nbjoufobodf!Wfijdmf!Tfswjdf!.!Sfq
212.51.53311.653211.21.111.659114.212.51.53611.653751.21.111.642115.212.51.53611.653751.21.111.652113.212.51.53611.653751.21.111.659114.212.51.53211.653771.21.111.642121.414.51.75111.6:6311.21.43:.65
2116.414.51.75111.6:6411.21.462.674111.414.51.75111.6:6211.21.467.652113.414.51.75111.629731.21.111.652113.41:.81.78111.6:5871.21.111.652113.425.51.75111.6:6611.21.334.674111.425.51.75111.6:6211.21.4
22.652121.513.11.52611.642111.21.111.642121.513.11.52611.642111.21.111.646112.513.11.52611.642111.21.111.652116.513.11.52611.642111.21.111.653114.513.11.52611.642111.21.111.659112.513.11.52611.642111
.21.111.659114.
Tusffut!Tusffu!Nbjou.Usbggjd!Tusffu!Nbjou.Usbggjd!Tusffu!Nbjou.Usbggjd!Tusffu!Nbjou.XjoufsPqt!Nbjou.Topx043:!.!Cbslfs!Jnq.SPX!462!Cbslfs;!Tqsbhvf.B467!Bshpoof0J:1!CsjehTusffu!Opo.Dbqjubm!DpQbslt!DQ!G
voe!Dbqjubm334!Qjoft!HTQ.TUSDU422!Tvmmjwbo!JoufsdibTunXbufs!Tupsn!EsbjobTunXbufs!Tupsn!EsbjobTunXbufs!Tupsn!EsbjobTunXbufs!Tupsn!EsbjobTunXbufs!Tupsn!EsbjobTunXbufs!Tupsn!Esbjob
1501303137!22;44;33Tbsbi!EfGpse!)TEfGpse*bqxbssou
TE653211US653751US653751US653751XU65377143:6:6314626:6414676:621TQ629731QD6:58713346:6614226:621TX642111TX642111TX642111TX642111TX642111TX642111
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!Sfqpsu 21221221221221241441441441441:425425513513513513513513 Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
2
Qbhf
71325-71355
1501803137371518T2285-744/36 1501803137!1:;25;36Tbsbi!EfGpse!)TEfGpse*bqxbssou
J-!Uif!voefstjhofe-!ep!dfsujgz!voefs!qfobmuz!pg!qfskvsz-!uibu!uif!nbufsjbmt!ibwf!cffo!gvsojtife-!uif!tfswjdft!sfoefsfe-!ps!uif!mbcps!qfsgpsnfe!bt!eftdsjcfe!ifsfjo!boe!uibu!uif!dmbjn!jt!kvtu-!evf!boe!
bo!voqbje!pcmjhbujpo!bhbjotu!uif!Djuz!pg!Tqplbof!Wbmmfz-!boe!uibu!J!bn!bvuipsj{fe!up!bvuifoujdbuf!boe!dfsujgz!tbje!Dmbjn/`````````````````````````````````````````````!!````````````````Gjobodf!Ejsfdup
s!ps!eftjhoff!!!!EbufDpvodjm!nfncfs!sfwjfxfe;`````````````````````````````````````````````!!````````````````Nbzps!!!!!!!Ebuf`````````````````````````````````````````````!!````````````````Dpvodjm!Nfnc
fs!!!!!!Ebuf!
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!Sfqpsu EBUF;XBSSBOU;BNPVOU;Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
3
DIFDL
Qbhf
WPVDIFS
59/8985/8353/3328/77
.21/44
244/:6 244/:6 348/68
2-143/96 2-554/58
BNPVOU
59/8985/8399/:253/3328/77
.21/44
244/:6259/77
2-143/96
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 416992N28.M:IR.RD:D22OO.UMI:.IINI2QZ7.2IIQ.UEWR2R5H.ZHIS.RLQL2HO4.LZRX.H5DO27OX.ZXIY.4KD5248E.HZ:E.DXS2
150410313715029031371303803137150360313715035031371503:0313715041031371504103137
EVF!EBUF
JOWJOWDSNJOWJOWJOWJOWJOW
UZQF
QsgTwdtHfoTnbmmUppmIpmEfdTnbmmUppmEUIXPggTvqqNjtdTvqqPggTvqqPggTvqq
QP
ISQfsTwdHHHfoJUTwdCGDpnFwouHHHfoJUTwdHHHfoJUTwdDNFyPggQJDpnFwouGOGjoTwdGOGjoTwd
Pqfsbujoh!'!BQ
11131112111211121112111211121112
SFNJU
652116646112642123646112646122642112642111642112642112
::2211
1501803137
IS629211HH629961CN684:11HH629961HH629961DN624211QJ684:::GO625311GO625311
222222322
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371518T21501803137 1501803137!1:;25;36Tbsbi!EfGpse!)TEfGpse*bqxbssou
DCT!SFQPSUJOH!JODBNB\[PO!DBQJUBM!TFSWJDBNB\[PO!DBQJUBM!TFSWJDBNB\[PO!DBQJUBM!TFSWJDBNB\[PO!DBQJUBM!TFSWJDBNB\[PO!DBQJUBM!TFSWJDBNB\[PO!DBQJUBM!TFSWJDBNB\[PO!DBQJUBM!TFSWJD
226813813813813813813813
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
4
DIFDL
Qbhf
WPVDIFS
:4/74:4/74
226/11 226/11298/37
6-19:/82
BNPVOU
46-831/28 51-91:/99
:/:7
76/43:7/:6:4/74:4/74
226/11956/93382/27232/97
.426/::
5-65:/:32-17:/912-17:/91
44-136/39
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF J2193998354351111!4/22/372927231111!4/21/37Q:16734:5Q:1698853
15041031371501303137150130313715033031371503403137
EVF!EBUF
JOWJOWJOWJOWJOW
UZQF
NjtdTwdHbt0FmfdHbt0FmfdHbt0FmfdHbt0FmfdHbt0FmfdHbt0FmfdHbt0FmfdHbt0FmfdHbt0FmfdHbt0FmfdHbt0FmfdTnbmmUppmTnbmmUppm
QP
YDnbjoupqtBRQppmtDYCmeNyQYQbsltTWQEDbnqNyDICmeNyQYQbsltPGNyUSNyMjhiutTUBenGbdTXTEVuTXTEVuHHHfoJUTwdHHHfoJUTwd
Pqfsbujoh!'!BQ
11121112111212561256
SFNJU
65:117658112658112658112658112658112658112658112658112658112658112658112646112646112
::2211
1501803137
YD687:11BR687311DY686611QY687911QD632611DI629411QY687911PG629411US653741TU654611TX642111TX642111HH629961HH629961
22345234567822
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371518T21501803137 1501803137!1:;25;36Tbsbi!EfGpse!)TEfGpse*bqxbssou
BNFSJDBO!POTJUF!TFSWJBWJTUBBWJTUBCBUUFSJFT!QMVT!CVMCTCBUUFSJFT!QMVT!CVMCT
461327327256256
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
5
DIFDL
Qbhf
WPVDIFS
513/87 513/87 238/11 238/11 261/38 261/38
3-577/6:3-253/48 3-253/48
BNPVOU
34-251/:2 36-718/61
92/7579/74
36:/:5253/93238/11
7-85:/543-577/6:3-253/48
27-4:2/59
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 5577!4037.5036037:1553645Nbs!3137612:453612:45221978657588
150310313716012031371502:03137150270313715033031371502803137
EVF!EBUF
JOWJOWJOWJOWJOWJOW
UZQF
JoufsofuUfmTwdQsgTwdtHfoXbufsXbufsDpnqMfbtfQQeFyqDpnqMfbtfEUIX
QP 351112:3711151
HHPuTwdtHHPuTwdtISQfsTwdDYCmeNyYDnbjoupqtHHJUTwdHfofsbm!GEHHJUTwdHHHfoJUTwd
Pqfsbujoh!'!BQ
111211121111111211121114
SFNJU
653119653113652116658113658113656116254811656116646122
::2211
1501803137
HH629:11HH629:11IS629211DY686611YD687:11HH629911HG112111HH629911HH629961
232232322
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371518T21501803137 1501803137!1:;25;36Tbsbi!EfGpse!)TEfGpse*bqxbssou
DPNDBTUPDDVQBUJPOBM!IFBMUI!DDPOTPMJEBUFE!JSSJHBUJEFMM!GJOBODJBM!TFSWJDEFMM!GJOBODJBM!TFSWJDEfmm!Nbslfujoh!M/Q/
216832367291291291
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
6
DIFDL
Qbhf
WPVDIFS
4-736/11 4-736/11:-158/11:-158/11 9-567/43 9-567/43 7-:55/61 7-:55/61
BNPVOU
46/:5:8/81:1/49
798/47485/496:6/2866:/:6447/44645/48645/48
4-736/11:-158/112-284/813-11:/242-371/812-346/696-986/87
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF Jowpjdf!$2.2R3137JOW42:85548935:36638.556
15026031371501:0313715041031371404203137
EVF!EBUF
JOWJOWJOWJOW
UZQF
QsgTwdtHfoQsgTwdtHfoWfiGVfmWfiGVfmWfiGVfmWfiGVfmWfiGVfmWfiGVfmWfiGVfmWfiGVfmWfiGVfmWfiGVfmWfiGVfmWfiGvfmKboTvqqKboTvqqKboTvqq
QP
FEFdpoEfwFEFdpoEfwCEQmoSfwCEDpefFogFHQnuQmoFHPINhnuGBCmeNyHHPuTwdtQSQbsltXUToJdDusmTENyFohTXTEVuUSNyUDE334TUSDUQNGbdTUBenGbdTXTEVu
Pqfsbujoh!'!BQ
1112111211121112
SFNJU
65211665211664311264311264311264311264311264311264311264311264311264311264311264311264211:64211:64211:
::2211
1501803137
FE669811FE669811CE669611CE635711FH669611FH654211GB629411HH629:11QS687911XU653771TE653211TX642111US6537513346:661QN632611TU654611TX642111
2223456789:234
DT:::111
212223
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371518T21501803137 1501803137!1:;25;36Tbsbi!EfGpse!)TEfGpse*bqxbssou
Fbtufso!Xbtijohupo!VoMjhiudbtuFMKBZ!PJM!DPNQBOZFowjsponfou!Dpouspm!T
23:
426144233211
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
7
DIFDL
Qbhf
WPVDIFS
61/11 61/11
742/53 742/53 246/15 246/15
2-545/99 2-545/99 2-8:7/72
BNPVOU
61/1144/7647/8173/71
6:8/88246/1528:/93545/15224/82:7:/85
2-545/99
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF Sfhjtusbujpo!4/36/37Nbs!3137!.!:5313113!JOW.1159:975T211745597/112323966:4
15035031371503603137150330313715036031371502803137
EVF!EBUF
JOWJOWJOWJOWJOW
UZQF
Sfh'UsoHbt0FmfdHbt0FmfdDpouJUS'NtvqqHbt0FmfdXbufsHbt0FmfdXbufsXbufsHbt0Fmfd
QP
FEFdpoEfwQYQbsltUSNyMjhiutHHHfoJUTwdDYCmeNyBRQppmtBRQppmtQYQbsltQYQbsltQNGbdQNGbd
Pqfsbujoh!'!BQ
11121112111211111112
SFNJU
65:115658112658112652143642119658112658113658112658113658113658112
::2211
1501803137
FE669811QY687911US653741HH629961DY686611BR687311BR687311QY687911QY687911QN632611QN632611
22322234567
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371518T21501803137 1501803137!1:;25;36Tbsbi!EfGpse!)TEfGpse*bqxbssou
JOMBOE!OPSUIXFTU!QBSUJOMBOE!QPXFS!'!MJHIU!JOUFSNBY!OFUXPSLTN!'!M!TVQQMZ!DP!JODNPEFSO!FMFDUSJD!XBUFS
4
5:
2:7779
2752
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
8
DIFDL
Qbhf
WPVDIFS
66/62 66/62 84/43 84/43
2-3:5/25 2-3:5/25
BNPVOU
23-8:6/72 25-6:3/33 49-148/47 49-148/47
87/3196/1466/623:/5584/43
9-442/:55-413/552-375/814-54:/752-257/65
49-148/47
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 323966:323863804137769484:892BS11285798QER.8:248
150280313715036031371404103137150330313715025031371503103137
EVF!EBUF
JOWJOWJOWJOWJOWJOW
UZQF
Hbt0FmfdHbt0FmfdHbt0FmfdXbufsS'NtvqqQsgTwdtHfoOfuIXOfuIXDpqjfsTfswTXNyQQeFyq
QP 3711154
USNyMjhiutTXTEVuDICmeNyDICmeNyQNGbdUBUpvsjtnHHHfoJUTwdHHHfoJUTwdGOGjoTwdHHHfoJUTwdHfofsbm!GE
Pqfsbujoh!'!BQ
111211121112111111121112
SFNJU
65811265811265811265811364211965211664611:64611:659113659145254811
::2211
1501803137
US653741TX642111DI629411DI629411QN632611UB668411HH629961HH629961GO625311HH629961HG112111
23452223223
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371518T21501803137 1501803137!1:;25;36Tbsbi!EfGpse!)TEfGpse*bqxbssou
NPEFSO!FMFDUSJD!XBUFSOPSUI!51!!PVUGJUUFSTPOF!TJYUFFO!'!XFTUPTJ!IBSEXBSFQBDJGJD!PGGJDF!BVUPNBQER/DPN!DPSQPSBUJPO
5:
339555:52
2::125:7
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
9
DIFDL
Qbhf
WPVDIFS
21/63 21/63
243/48 243/48
5-697/29 5-697/29 3-156/66
BNPVOU
21/6346/:283/1547/1383/1556/5547/13::/1747/1383/1582/93
243/48219/17219/17276/76415/16254/:8219/17228/17345/24291/21
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 8F51::321535231:1857:6!.!Nbs!3137
150270313715035031371503103137
EVF!EBUF
JOWJOWJOW
UZQF
S'NtvqqS'NtvqqDfmmQipofDfmmQipofDfmmQipofDfmmQipofDfmmQipofDfmmQipofDfmmQipofDfmmQipofDfmmQipofDfmmQipofDfmmQipofDfmmQipofDfmmQipofDfmmQipofDfmmQipofDfmmQipofDfmmQipofDfmmQipofDfmmQipof
QP
QNGbdDICmeNyCEQmoSfwDYCmeNyDQFe0SfdDBJouBewDDMfhBduDNFyPggCEDpefFogQJDpnTwdEDFyPggFHPINhnuFHQnuQmoGBCmeNyITInmtTwdtQSQbsltSDFeSfdBdu334TUSDUTXTEVuTENyFohUSNyUDE
Pqfsbujoh!'!BQ
111211111112
SFNJU
642119642119653114653114653114653114653114653114653114653114653114653114653114653114653114653114653114653114653114653114653114
::2211
1501803137
QN632611DI629411CE669611DY686611DQ682311DB626421DD622711DN624211CE635711QJ668311EN624211FH654211FH669611GB629411IT676511QS687911SD6821113346:661TX642111TE653211US653751
2223456789:
DT:::111
2122232425262728292:
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371518T21501803137 1501803137!1:;25;36Tbsbi!EfGpse!)TEfGpse*bqxbssou
QMBUUQVSF!GJMUSBUJPO!QSPEVU.Npcjmf!VTB!Jod/
:7
287
4316
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
:
DIFDL
Qbhf
WPVDIFS
934/95 934/95
2-791/11 4-836/66 7-:32/5:7-:32/5:
BNPVOU
44/7178/3178/3144/7144/7144/7178/31
312/71211/91295/91245/51312/71279/11262/31312/7173:/972:4/:9746/61914/27498/61
6-1:6/44
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 31:928762!.!Nbs!3137:35773275:Nbs.37
150310313715015031371502403137
EVF!EBUF
JOWJOWJOW
UZQF
DfmmQipofDfmmQipofDfmmQipofDfmmQipofDfmmQipofDfmmQipofDfmmQipofDfmmQipofDfmmQipofDfmmQipofDfmmQipofDfmmQipofDfmmQipofDfmmQipofDfmmQipofKboTvqqPggTvqqHbt0FmfdXbufsXbufsHbt0Fmfd
QP
CEQmoSfwDQFe0SfdDNFyPggCEDpefFogQJDpnTwdEDFyPggFHPINhnuFHQnuQmoGBCmeNyITInmtTwdtQYPuQlGbd334TUSDUTXTEVuTENyFohUSNyUDEDICmeNyHHNyUSNyMjhiutTXTEVuQYQbsltQYQbslt
Pqfsbujoh!'!BQ
111211121111
SFNJU
65311465311465311465311465311465311465311465311465311465311465311465311465311465311465311464211:642112658112658113658113658112
::2211
1501803137
CE669611DQ682311DN624211CE635711QJ668311EN624211FH654211FH669611GB629411IT676511QY687:113346:661TX642111TE653211US653751DI629411HH629411US653741TX642111QY687911QY687911
23456789:232345
DT:::111
212223242526
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371518T21501803137 1501803137!1:;25;36Tbsbi!EfGpse!)TEfGpse*bqxbssou
U.Npcjmf!VTB!Jod/IE!Tvqqmz!Gbdjmjujft!WFSB!XBUFS!'!QPXFS
89
4316257:
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
21
DIFDL
Qbhf
WPVDIFS
62/:9 62/:9
3-996/26 3-996/26
BNPVOU
285-744/36
62/:9
3-996/26
285-744/36
MJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 54923Fyq!5/2/37
14017031371601203137
EVF!EBUF
JOWJOW
UZQF
DbqDpnqIXFnqUswm
XBSSBOU!UPUBM
QP
QHDBMfhGOGjoTwd
Pqfsbujoh!'!BQ
11111111
SFNJU
675122654112
::2211
1501803137
QH6:5221GO625311
22
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJM
371518T21501803137 1501803137!1:;25;36Tbsbi!EfGpse!)TEfGpse*bqxbssou
WJQ!Qspevdujpo!OpsuixXJMTPO-!DBSJ
JOWPJDFT
53
436:3:84
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
22
21/44
:4:/:8::2/21
.265/59
7-735/312-:53/319-538/925-881/:12-6:6/784-226/92:-365/753-6:9/:24-9:8/922-2:1/41:-846/386-:46/118-429/1:6-968/458-727/393-541/952-483/473-521/:15-4:8/986-269/942-974/176-718/:23-816/97
.2-145/:8
41-933/6124-49:/:122-468/5946-882/9:26-6:2/2428-1:5/:82:-975/:7
Qbhf
212-82:/73392-986/5:221-271/47
.277-4::/7:
BWMC!CVEHFU
47/8196/1499/:246/:292/757:/7361/116:/9962/:984/43
.21/44
29:/89485/4924:/35798/4741:/77219/17276/76243/4873:/97214/33216/7566:/:6599/966:6/28344/57447/44288/682:4/:9421/87246/15
5-478/872-545/995-65:/:38-9:6/:82-3:5/254-286/334-54:/75
BNPVOU
23-783/1129-969/18
Hbt0Fmfdusjd!Tfswjdf!Xbufs!TfswjdfWfijdmf!GvfmDfmm!Qipof!TfswjdfWfijdmf!GvfmDfmm!Qipof!TfswjdfIpmjebz!EfdpsbujpotDfmm!Qipof!TfswjdfDfmm!Qipof!TfswjdfSfqbjs!'!Nbjoufobodf!Kbojupsjbm!TvqqmjftHbt0Fmfdus
jd!Tfswjdf!Xbufs!TfswjdfPggjdf!Tvqqmjft0FrvjqDfmm!Qipof!TfswjdfDfmm!Qipof!TfswjdfSfqbjs!'!Nbjoufobodf!Dfmm!Qipof!TfswjdfHbt0Fmfdusjd!Tfswjdf!Xbufs!TfswjdfDfmm!Qipof!TfswjdfQspgfttjpobm!TfswjdftSfhjtu
sbujpot!'!UsbjoWfijdmf!GvfmDfmm!Qipof!TfswjdfWfijdmf!GvfmDfmm!Qipof!TfswjdfWfijdmf!GvfmDfmm!Qipof!TfswjdfPggjdf!Tvqqmjft0FrvjqFnqmpzff!Usbwfm!FyqfoDpqjfs!TfswjdfQsfqbje!FyqfotftPggjdf!Tvqqmjft0FrvjqD
pnqvufs!MfbtftTnbmm!Uppmt!'!Njops!FOfuxpsl!IbsexbsfEftlupq!IbsexbsfDpousbdufe!JU!TvqqpsuTfswfs!TX!Tvctdsjqu0N
BDDPVOU 112.81.87311.687311.21.111.658112.112.81.87311.687311.21.111.658113.112.31.54111.635711.21.111.643112.112.31.54111.635711.21.111.653114.112.72.54111.669611.21.111.643112.112.72.54111.669611.2
1.111.653114.112.21.41611.684:11.21.111.642123.112.21.26111.626421.21.111.653114.112.21.22111.622711.21.111.653114.112.21.41211.629411.21.111.642119.112.21.41211.629411.21.111.64211:.112.21.41211.629
411.21.111.658112.112.21.41211.629411.21.111.658113.112.21.24111.624211.21.111.642112.112.21.24111.624211.21.111.653114.112.81.87611.682111.21.111.653114.112.81.41311.686611.21.111.642119.112.81.4131
1.686611.21.111.653114.112.81.41311.686611.21.111.658112.112.81.41311.686611.21.111.658113.112.21.29111.624211.21.111.653114.112.61.57111.669811.21.111.652116.112.61.57111.669811.21.111.65:115.112.51
.52111.654211.21.111.643112.112.51.52111.654211.21.111.653114.112.72.52111.669611.21.111.643112.112.72.52111.669611.21.111.653114.112.21.41111.629411.21.111.643112.112.21.41111.629411.21.111.653114.1
12.21.25111.625311.21.111.642112.112.21.25111.625311.21.111.654112.112.21.25111.625311.21.111.659113.112.11.11111.111111.11.111.254811.112.21.:1111.629411.21.111.642112.112.21.:1111.629911.21.111.656
116.112.21.:1111.629961.21.111.646112.112.21.:1111.629961.21.111.64611:.112.21.:1111.629961.21.111.646122.112.21.:1111.629961.21.111.652143.112.21.:1111.629961.21.111.659145.
1501803137
Brvb!Qbsl!Gbd.QppmtBrvb!Qbsl!Gbd.QppmtCmeh!Dpef!FogpsdfnfouCmeh!Dpef!FogpsdfnfouCmeh!Qfsnjut!'!Qmbo!SCmeh!Qfsnjut!'!Qmbo!SCbmGbd.Dvmu0Dpnn!FwfoDjuzBuuz!Joufsobm!BewDpvodjm!Mfhjtmbujwf!BDIbmm!Cmeh!Nbj
oufobodDIbmm!Cmeh!NbjoufobodDIbmm!Cmeh!NbjoufobodDIbmm!Cmeh!NbjoufobodDjuzNbo!Fyfdvujwf!PggDjuzNbo!Fyfdvujwf!PggDfoufsQmbdf!BdujwjujfDY!NQ0Dpnn!Dfoufs!NY!DY!NQ0Dpnn!Dfoufs!NY!DY!NQ0Dpnn!Dfoufs!NY!DY!
NQ0Dpnn!Dfoufs!NY!EDN!Fyfdvujwf!Pggjdf!FdpEfw!DQ0FE!FdpopnjdFdpEfw!DQ0FE!FdpopnjdFoh!Tusffu!PI!NbobhfnFoh!Tusffu!PI!NbobhfnFoh!CmehQfsnjut!'!QmbFoh!CmehQfsnjut!'!QmbGbd!Cmeh!Nbjoufobodf!Gbd!Cmeh!Nbjo
ufobodf!Gjobodf!Gjobodjbm!TfsGjobodf!Gjobodjbm!TfsGjobodf!Gjobodjbm!TfsHfofsbm!GvoeHfoHpw!Gbdjmjujft!NbjHfoHpw!JU!TfswjdftHfoHpw!Hfo!JU!TfswjdfHfoHpw!Hfo!JU!TfswjdfHfoHpw!Hfo!JU!TfswjdfHfoHpw!Hfo!JU!
TfswjdfHfoHpw!Hfo!JU!Tfswjdf
371518T21501803137 1501803137!1:;25;36Tbsbi!EfGpse!)TEfGpse*bqxbssou
PSH BR687311BR687311CE635711CE635711CE669611CE669611CN684:11DB626421DD622711DI629411DI629411DI629411DI629411DN624211DN624211DQ682311DY686611DY686611DY686611DY686611EN624211FE669811FE669811FH654211FH6
54211FH669611FH669611GB629411GB629411GO625311GO625311GO625311HG112111HH629411HH629911HH629961HH629961HH629961HH629961HH629961
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuXbssbou!Tvnnbsz XBSSBOU;EVF!EBUF;GVOE 1121121121121121121121121121121121121121121121121121121121121121121121121121121121121121121121121121121121121121121
12112 Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
23
.73/77.:1/49
::2/219:6/75423/:6266/314:7/34
.2:1/61.248/37.483/61.528/17
:-:49/379-438/677-226/:82-7:8/7:8-573/6:2-751/182-571/332-958/916-125/267-281/195-582/:1
.2-377/28.4-127/66
31-541/5:28-431/1561-186/7:25-497/5328-273/9743-613/9339-45:/97
Qbhf
491-928/95
2-785-332/35
46/:57:/7377/14:8/8183/1579/74:1/49
253/9336:/:5371/:6382/27257/35259/77:7:/85224/82219/17976/87312/71226/11496/44645/48492/8124:/13
.426/::
6-986/872-8:8/:73-11:/242-17:/912-346/692-284/813-996/26 3-996/26
86-768/:3 58-161/43 64-94:/:4 49-148/47 49-148/47
GVOE!UPUBMGVOE!UPUBMGVOE!UPUBMGVOE!UPUBM
Wfijdmf!GvfmUfmfqipof!TfswjdfJoufsofu!TfswjdfQspgfttjpobm!TfswjdftDfmm!Qipof!TfswjdfHbt0Fmfdusjd!Tfswjdf!Hbt0Fmfdusjd!Tfswjdf!Dfmm!Qipof!TfswjdfNjtdfmmbofpvt!TvqqmjfSfqbjs!'!Nbjoufobodf!Kbojupsjbm!Tv
qqmjftHbt0Fmfdusjd!Tfswjdf!Xbufs!TfswjdfWfijdmf!GvfmDfmm!Qipof!TfswjdfHbt0Fmfdusjd!Tfswjdf!Xbufs!TfswjdfDfmm!Qipof!TfswjdfDfmm!Qipof!TfswjdfXbufs!TfswjdfNjtdfmmbofpvt!TfswjdfWfijdmf!GvfmDfmm!Qipof!Tf
swjdfKbojupsjbm!TvqqmjftHbt0Fmfdusjd!Tfswjdf!Hbt0Fmfdusjd!Tfswjdf!Wfijdmf!GvfmDfmm!Qipof!TfswjdfWfijdmf!GvfmDbqjubm!Dpnqvufs!IbseQspgfttjpobm!TfswjdftWfijdmf!GvfmDfmm!Qipof!Tfswjdf
112.21.:1111.629:11.21.111.643112.112.21.:1111.629:11.21.111.653113.112.21.:1111.629:11.21.111.653119.112.21.2:111.629211.21.111.652116.112.71.56111.676511.21.111.653114.112.21.41:11.629411.21.111.65
8112.112.31.41711.632611.21.111.658112.112.71.23111.668311.21.111.653114.112.71.23111.684:11.::.111.642111.112.31.41411.632611.21.111.642119.112.31.41411.632611.21.111.64211:.112.31.41411.632611.21.1
11.658112.112.31.41411.632611.21.111.658113.112.81.87111.687911.21.111.643112.112.81.87111.687911.21.111.653114.112.81.87411.687911.21.111.658112.112.81.87411.687911.21.111.658113.112.81.87411.687:11
.21.111.653114.112.81.87211.682111.21.111.653114.112.81.87711.687:11.21.111.658113.112.81.87711.687:11.21.111.65:117.212.51.53311.653211.21.111.643112.212.51.53311.653211.21.111.653114.212.51.53111.6
54611.21.111.64211:.212.51.53111.654611.21.111.658112.212.51.53611.653741.21.111.658112.212.51.53611.653751.21.111.643112.212.51.53611.653751.21.111.653114.212.51.53211.653771.21.111.643112.218.21.:1
111.6:5221.21.111.675122.21:.61.57111.668411.11.111.652116.425.51.75111.6:6611.21.334.643112.425.51.75111.6:6611.21.334.653114.
HfoHpw!Pui!Dfousbm!TfHfoHpw!Pui!Dfousbm!TfHfoHpw!Pui!Dfousbm!TfIvnSft!Qfstpoofm!TfswIpvtjoh!TT.Ipnfmftt!TPuiGbd!NbjoufobodfQpmjdf!Dbnqvt!NbjoufoQJP!Dpnnvojuz!TwdtQJP.Dvmu0Dpnn!Fwfout.QsfdNy!Gbdjmjujf
tQsfdNy!GbdjmjujftQsfdNy!GbdjmjujftQsfdNy!GbdjmjujftQ'Sben!Qbsl!Gbd.Hfo!QQ'Sben!Qbsl!Gbd.Hfo!QQbsltNou!Qbsl!Gbd.HfoQbsltNou!Qbsl!Gbd.HfoQbsltNou!Qbsl!Gbd.PuiSfd!Fevd0Sfd!BdujwjujUif!Dpvstf.nbjou!'!pq
Uif!Dpvstf.nbjou!'!pqTusffut!Tusffu!Nbjou.Tusffut!Tusffu!Nbjou.TusBen!Benjo.GbdjmjujTusBen!Benjo.GbdjmjujUsbggjd!Tusffu!Nbjou.Usbggjd!Tusffu!Nbjou.Usbggjd!Tusffu!Nbjou.XjoufsPqt!Nbjou.Topx0218!Dbqjub
m.Mfhjtmujw21:!Dpnnvojuz!Twdt.Up334!Qjoft!HTQ.TUSDU334!Qjoft!HTQ.TUSDU
1501803137!1:;25;36Tbsbi!EfGpse!)TEfGpse*bqxbssou
HH629:11HH629:11HH629:11IS629211IT676511PG629411QD632611QJ668311QJ684:::QN632611QN632611QN632611QN632611QS687911QS687911QY687911QY687911QY687:11SD682111YD687:11YD687:11TE653211TE653211TU654611TU65461
1US653741US653751US653751XU653771QH6:5221UB6684113346:6613346:661
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!Sfqpsu 11211211211211211211211211211211211211211211211211211211211211221221221221221221221221221821:425425 Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
24
4:7/34
7-88:/526-88:/279-7:8/88
72-1:6/66
Qbhf
33:/51 645/48396/17746/61
2-371/812-378/97 4-:94/5:
285-744/36285-744/36
GVOE!UPUBMGVOE!UPUBM
HSBOE!UPUBM
XBSSBOU!TVNNBSZ!UPUBM
Kbojupsjbm!TvqqmjftWfijdmf!GvfmDfmm!Qipof!TfswjdfHbt0Fmfdusjd!Tfswjdf!Xbufs!Tfswjdf
513.11.52611.642111.21.111.64211:.513.11.52611.642111.21.111.643112.513.11.52611.642111.21.111.653114.513.11.52611.642111.21.111.658112.513.11.52611.642111.21.111.658113.
TunXbufs!Tupsn!EsbjobTunXbufs!Tupsn!EsbjobTunXbufs!Tupsn!EsbjobTunXbufs!Tupsn!EsbjobTunXbufs!Tupsn!Esbjob
1501803137!1:;25;36Tbsbi!EfGpse!)TEfGpse*bqxbssou
TX642111TX642111TX642111TX642111TX642111
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!Sfqpsu 513513513513513 Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
2
Qbhf
11821-11841
1501:0313737151:T24-55:/56 1501:03137!18;11;24Tbsbi!EfGpse!)TEfGpse*bqxbssou
J-!Uif!voefstjhofe-!ep!dfsujgz!voefs!qfobmuz!pg!qfskvsz-!uibu!uif!nbufsjbmt!ibwf!cffo!gvsojtife-!uif!tfswjdft!sfoefsfe-!ps!uif!mbcps!qfsgpsnfe!bt!eftdsjcfe!ifsfjo!boe!uibu!uif!dmbjn!jt!kvtu-!evf!boe!
bo!voqbje!pcmjhbujpo!bhbjotu!uif!Djuz!pg!Tqplbof!Wbmmfz-!boe!uibu!J!bn!bvuipsj{fe!up!bvuifoujdbuf!boe!dfsujgz!tbje!Dmbjn/`````````````````````````````````````````````!!````````````````Gjobodf!Ejsfdup
s!ps!eftjhoff!!!!EbufDpvodjm!nfncfs!sfwjfxfe;`````````````````````````````````````````````!!````````````````Nbzps!!!!!!!Ebuf`````````````````````````````````````````````!!````````````````Dpvodjm!Nfnc
fs!!!!!!Ebuf!
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!Sfqpsu EBUF;XBSSBOU;BNPVOU;Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
3
DIFDL
Qbhf
WPVDIFS
86/11 86/11 86/11 86/11 86/11 86/11 86/11 86/11
321/11 321/11 321/11 321/11
BNPVOU
86/1186/1186/1186/11
321/11321/11
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF Bmfhsjb!4.23.24037Bwjtub!!4.22.37Disjtujbo!4039037Divsdi!4032037Ejhjdpnn!4.4.37Gjwf!Tubs!4.6.37
14037031371403703137150140313715012031371401:031371402103137
EVF!EBUF
JOWJOWJOWJOWJOWJOW
UZQF
DQSfgDQSfgDQSfgDQSfgDQSfgDQSfg
QP
Hfofsbm!GEHfofsbm!GEHfofsbm!GEHfofsbm!GEHfofsbm!GEHfofsbm!GE
Qbsl!Pqfsbujoh
111111111111111111111111
SFNJU
34821:34821:34821:34821:34821:34821:
::2213
1501:03137
HG112111HG112111HG112111HG112111HG112111HG112111
222222
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
37151:T21501:03137 1501:03137!18;11;24Tbsbi!EfGpse!)TEfGpse*bqxbssou
Bmfhsjb!Ebodf!MMDBwjtub!DpsqpsbujpoDisjtujbo-!MfpobseDivsdi-!NjdibfmEjhjdpnnGjwf!Tubs!Sfbm!Ftubuf
DBTI!BDDPVOU;
::::::::::::::::::::::::::::::::::::
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
4
DIFDL
Qbhf
WPVDIFS
86/11 86/11 86/11 86/11 86/11 86/11 86/11 86/11
265/11 265/11 321/11 321/11
BNPVOU
86/1186/1186/1186/11
265/11321/11
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF Hmbdjbs!3022<4042037Hsfbufs!!3.28.37Ibmnf!8.21.37Lfzuspojd!3037.38037Nbivhi!4.8.37OFXBOB!3.33.37
150140313714017031371402203137150120313714021031371402803137
EVF!EBUF
JOWJOWJOWJOWJOWJOW
UZQF
DQSfgDQSfgDQSfgDQSfgDQSfgDQSfg
QP
Hfofsbm!GEHfofsbm!GEHfofsbm!GEHfofsbm!GEHfofsbm!GEHfofsbm!GE
Qbsl!Pqfsbujoh
111111111111111111111111
SFNJU
34821:34821:34821:34821:34821:34821:
::2213
1501:03137
HG112111HG112111HG112111HG112111HG112111HG112111
222222
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
37151:T21501:03137 1501:03137!18;11;24Tbsbi!EfGpse!)TEfGpse*bqxbssou
Hmbdjbs!DpotvmujohHsfbufs!Hppe!OpsuixftIbmnf!DpotusvdujpoLfzuspojd!DpsqpsbujpoNbivhi-!TvtjOFXBOB
DBTI!BDDPVOU;
::::::::::::::::::::::::::::::::::::
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
5
DIFDL
Qbhf
WPVDIFS
86/11 86/11 63/11 63/11 86/11 86/11
644/56 644/56 381/11 381/11 611/11 611/11
BNPVOU
86/1163/1186/11
644/56381/11611/11
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF Sjwfs!Djuz!2.41.37.DSptifivqljo!3.26.37!TW!Sjgmf!3.32.37TW!Sjgmf!4.4.29Uipnqtpo!4039037Upfsjoh!4.33.37
1401503137140150313714028031371402:0313715014031371403703137
EVF!EBUF
JOWJOWJOWJOWJOWJOW
UZQF
DQSfgDQSfgDQSfgDQSfgDQSfgDQSfg
QP
Hfofsbm!GEHfofsbm!GEHfofsbm!GEHfofsbm!GEHfofsbm!GEHfofsbm!GE
Qbsl!Pqfsbujoh
111111111111111111111111
SFNJU
34821:34821:34821:34821:34821:34821:
::2213
1501:03137
HG112111HG112111HG112111HG112111HG112111HG112111
222222
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
37151:T21501:03137 1501:03137!18;11;24Tbsbi!EfGpse!)TEfGpse*bqxbssou
Sjwfs!Djuz!DijspqsbduSptifivqljo-!JoobTW!Sjgmf!'!Qjtupm!DmvTW!Sjgmf!'!Qjtupm!DmvUipnqtpo-!FnjmzUpfsjoh-!Obdpob!'!Kft
DBTI!BDDPVOU;
::::::::::::::::::::::::::::::::::::
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
6
DIFDL
Qbhf
WPVDIFS
86/11 86/11
321/11 321/11 386/11 386/11
4-55:/56
BNPVOU
86/11
321/11386/11
4-55:/56
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF VojufeIfbmui!3.31.37Zft!5!4.27.37\[jqqfsfs!7031037
140280313714035031371404203137
EVF!EBUF
JOWJOWJOW
UZQF
DQSfgDQSfgDQSfg
XBSSBOU!UPUBM
QP
Hfofsbm!GEHfofsbm!GEHfofsbm!GE
Qbsl!Pqfsbujoh
111111111111
SFNJU
34821:34821:34821:
::2213
1501:03137
HG112111HG112111HG112111
222
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
37151:T21501:03137 1501:03137!18;11;24Tbsbi!EfGpse!)TEfGpse*bqxbssou
VojufeIfbmuidbsfZft!5!Fbtu!Wbmmfz\[jqqfsfs-!Kbof
JOWPJDFT
32
DBTI!BDDPVOU;
::::::::::::::::::
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
7
Qbhf
BWMC!CVEHFU
4-55:/56 4-55:/564-55:/564-55:/56
BNPVOU
GVOE!UPUBM
HSBOE!UPUBM
XBSSBOU!TVNNBSZ!UPUBM
DQ0Qbslt!Sfgvoe!)dpou
BDDPVOU 112.11.11111.111111.11.111.34821:.
1501:03137
Hfofsbm!Gvoe
37151:T21501:03137 1501:03137!18;11;24Tbsbi!EfGpse!)TEfGpse*bqxbssou
PSH HG112111
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuXbssbou!Tvnnbsz XBSSBOU;EVF!EBUF;GVOE 112 Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
2
Qbhf
71356-71365
1501:0313737151:T327-159/28 1501:03137!18;29;57Tbsbi!EfGpse!)TEfGpse*bqxbssou
J-!Uif!voefstjhofe-!ep!dfsujgz!voefs!qfobmuz!pg!qfskvsz-!uibu!uif!nbufsjbmt!ibwf!cffo!gvsojtife-!uif!tfswjdft!sfoefsfe-!ps!uif!mbcps!qfsgpsnfe!bt!eftdsjcfe!ifsfjo!boe!uibu!uif!dmbjn!jt!kvtu-!evf!boe!
bo!voqbje!pcmjhbujpo!bhbjotu!uif!Djuz!pg!Tqplbof!Wbmmfz-!boe!uibu!J!bn!bvuipsj{fe!up!bvuifoujdbuf!boe!dfsujgz!tbje!Dmbjn/`````````````````````````````````````````````!!````````````````Gjobodf!Ejsfdup
s!ps!eftjhoff!!!!EbufDpvodjm!nfncfs!sfwjfxfe;`````````````````````````````````````````````!!````````````````Nbzps!!!!!!!Ebuf`````````````````````````````````````````````!!````````````````Dpvodjm!Nfnc
fs!!!!!!Ebuf!
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!Sfqpsu EBUF;XBSSBOU;BNPVOU;Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
3
DIFDL
Qbhf
WPVDIFS
57/74 57/74 69/11 69/11
778/81 778/81
3-873/46 3-873/46 2-612/79 2-612/79 6-::6/11 6-::6/11
BNPVOU
57/7469/11
778/81
3-873/462-612/796-::6/11
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 2484.ZR78.KUIZ6162574JOW.2835433JOW.223912:4:4Nbsdi!3137!2153
150410313716012031371503403137210410313615038031371504103137
EVF!EBUF
JOWJOWJOWJOWJOWJOW
UZQF
PggTvqqDpnqMfbtfQlFrvjqQsgTwdtHfoQsgTwdtHfoTuMpccz
QP
QSQbsltHHJUTwdQDDQCehuQSQbsltDBJouBewDDMpccz
Pqfsbujoh!'!BQ
111211121112111211121112
SFNJU
64211265611667611265211665211665213:
::2211
1501:03137
QS687911HH629911QD6:5871QS687911DB626421DD622811
222222
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
37151:T31501:03137 1501:03137!18;29;57Tbsbi!EfGpse!)TEfGpse*bqxbssou
BNB\[PO!DBQJUBM!TFSWJDEFMM!GJOBODJBM!TFSWJDFshpufdi!Dpouspmt-!MMGBTUTJHOTHPQIFS!MMDHPSEPO!UIPNBT!IPOFZXF
54
813291582
44242573
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
4
DIFDL
Qbhf
WPVDIFS
94:/36 94:/36 593/17 593/17
3-724/11 3-724/11 2-193/61 2-193/61
BNPVOU
27-159/28
94:/36593/17:47/65256/:7
3-724/11
27-159/28
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 27936Fyq!4/3:/37266427929
1501203137150390313716012031371501203137
EVF!EBUF
JOWJOWJOWJOW
UZQF
DpouSfuFnqUswmDpoBuuzDpouSfuDpouSfu
XBSSBOU!UPUBM
QP
Hfofsbm!GESDFeSfdBduDDFyuMhmDMHfofsbm!GEHfofsbm!GE
Pqfsbujoh!'!BQ
1111111111121112
SFNJU
3:33456541126521153:33453:3345
::2211
1501:03137
HG112111SD682111DD626561HG112111HG112111
22223
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
37151:T31501:03137 1501:03137!18;29;57Tbsbi!EfGpse!)TEfGpse*bqxbssou
JCFY!GMPPSJOH!MMDJohfstpmm-!DbmmjfSfcfddb!Efbo!QMMDSPC(T!EFNPMJUJPO!JOD
JOWPJDFT
21
476451
428:4161
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
5
6-765/912-425/223-352/:5
73-126/1194-872/96
Qbhf
.95-347/95
245-777/56
.277-4::/7:
BWMC!CVEHFU
69/1157/74
778/81593/17
6-::6/113-724/112-:32/863-873/462-612/79 2-612/79
BNPVOU
25-657/5:27-159/2827-159/28
GVOE!UPUBMGVOE!UPUBM
HSBOE!UPUBM
XBSSBOU!TVNNBSZ!UPUBM
Qspgfttjpobm!TfswjdftTubuf!Mpcczjtu!TfswjdDpousbdu!Buupsofz!TfsDpousbdu!SfubjobhfDpnqvufs!MfbtftPggjdf!Tvqqmjft0FrvjqQspgfttjpobm!TfswjdftFnqmpzff!Usbwfm!FyqfoQbsl!Frvjqnfou
BDDPVOU 112.21.26111.626421.21.111.652116.112.21.22111.622811.21.111.65213:.112.21.22111.626561.21.111.652115.112.11.11111.111111.11.111.3:3345.112.21.:1111.629911.21.111.656116.112.81.87111.687911.2
1.111.642112.112.81.87111.687911.21.111.652116.112.81.87211.682111.21.111.654112.41:.81.78111.6:5871.21.111.676112.
1501:03137
DjuzBuuz!Joufsobm!BewDpvodjm!Mpcczjoh!BdujDpvodjm!Fyu!Mfhbm!DmbHfofsbm!GvoeHfoHpw!JU!TfswjdftQ'Sben!Qbsl!Gbd.Hfo!QQ'Sben!Qbsl!Gbd.Hfo!QSfd!Fevd0Sfd!BdujwjujQbslt!DQ!Gvoe!Dbqjubm
37151:T31501:03137 1501:03137!18;29;57Tbsbi!EfGpse!)TEfGpse*bqxbssou
PSH DB626421DD622811DD626561HG112111HH629911QS687911QS687911SD682111QD6:5871
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuXbssbou!Tvnnbsz XBSSBOU;EVF!EBUF;GVOE 11211211211211211211211241:Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
2
Qbhf
71366-71383
1502503137371525T2233-328/69 1502503137!1:;17;17Tbsbi!EfGpse!)TEfGpse*bqxbssou
J-!Uif!voefstjhofe-!ep!dfsujgz!voefs!qfobmuz!pg!qfskvsz-!uibu!uif!nbufsjbmt!ibwf!cffo!gvsojtife-!uif!tfswjdft!sfoefsfe-!ps!uif!mbcps!qfsgpsnfe!bt!eftdsjcfe!ifsfjo!boe!uibu!uif!dmbjn!jt!kvtu-!evf!boe!
bo!voqbje!pcmjhbujpo!bhbjotu!uif!Djuz!pg!Tqplbof!Wbmmfz-!boe!uibu!J!bn!bvuipsj{fe!up!bvuifoujdbuf!boe!dfsujgz!tbje!Dmbjn/`````````````````````````````````````````````!!````````````````Gjobodf!Ejsfdup
s!ps!eftjhoff!!!!EbufDpvodjm!nfncfs!sfwjfxfe;`````````````````````````````````````````````!!````````````````Nbzps!!!!!!!Ebuf`````````````````````````````````````````````!!````````````````Dpvodjm!Nfnc
fs!!!!!!Ebuf!
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!Sfqpsu EBUF;XBSSBOU;BNPVOU;Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
3
DIFDL
Qbhf
WPVDIFS
323/66 323/66 226/52 226/52 696/11 696/11
2-813/17 2-813/17 7-611/11 7-611/11
BNPVOU
69-986/62 69-986/62
323/66226/52696/11
2-813/177-611/11
69-986/62
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 666732WGZ.NRL5.2N2YJ219369361197.44657N1437/67::
1503:0313716017031371504103137150220313716017031371404203137
EVF!EBUF
JOWJOWJOWJOWJOWJOW
UZQF
S'NtvqqPqTvqqNjtdTwdQsgTwdtHfoGfeMpcczDpouQbsl
QP
DYCmeNySDFeSfdBduQYQbsltQMQmboojohDDMpcczQYQbslt
Pqfsbujoh!'!BQ
111211121112111211121112
SFNJU
64211964211565:117652116652139652142
::2211
1502503137
DY686611SD682111QY687911QM669711DD622811QY687911
222222
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371525T21502503137 1502503137!1:;17;17Tbsbi!EfGpse!)TEfGpse*bqxbssou
BN!IBSEXBSFBNB\[PO!DBQJUBM!TFSWJDBNFSJDBO!POTJUF!TFSWJBsevssb!Hspvq-!JodDBSEJOBM!JOGSBTUSVDUVDMFBSXBUFS!TVNNJU!HSP
4348134617:8435
4146
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
4
DIFDL
Qbhf
WPVDIFS
4-:61/:4
BNPVOU
38/4938/4838/4938/4838/4938/4838/4938/4838/4938/4847/1138/4938/4838/4938/486:/7438/4938/492:/3522/3738/4938/4938/4938/4947/66
413/36413/36413/36329/36413/36413/36413/36413/36413/35413/35413/35
MJOF!BNPVOU
JOWPJDF 28177
1502503137
EVF!EBUF
JOW
UZQF
DpouSfuDpouSfuDpouSfuDpouSfuDpouSfuDpouSfuDpouSfuDpouSfuDpouSfuDpouSfuDpouSfuDpouSfuDpouSfuDpouSfuDpouSfuDpouSfuDpouSfuDpouSfuDpouSfuDpouSfuDpouSfuDpouSfuDpouSfuDpouSfuDpouSfuDpouSfuDpouSfuDpouSfuDpo
uSfuDpouSfuDpouSfuDpouSfuDpouSfuDpouSfuDpouSfuDpouSfu
QP
Hfofsbm!GETusffu!GE!TX!Nhnu!GEHfofsbm!GETusffu!GE!TX!Nhnu!GEHfofsbm!GETusffu!GE!Tusffu!GE!Hfofsbm!GEHfofsbm!GETX!Nhnu!GETX!Nhnu!GEHfofsbm!GETusffu!GE!TX!Nhnu!GEHfofsbm!GEHfofsbm!GETX!Nhnu!GETusffu!GE
!Hfofsbm!GETX!Nhnu!GETusffu!GE!Hfofsbm!GEHfofsbm!GETusffu!GE!TX!Nhnu!GEHfofsbm!GEHfofsbm!GEHfofsbm!GETusffu!GE!TX!Nhnu!GEHfofsbm!GETusffu!GE!TX!Nhnu!GEHfofsbm!GE
Pqfsbujoh!'!BQ
1112
SFNJU
3:33453:33453:33453:33453:33453:33453:33453:33453:33453:33453:33453:33453:33453:33453:33453:33453:33453:33453:33453:33453:33453:33453:33453:33453:33453:33453:33453:33453:33453:33453:33453:33453:33453
:33453:33453:3345
::2211
1502503137
HG112111TG212111TX513111HG112111TG212111TX513111HG112111TG212111TG212111HG112111HG112111TX513111TX513111HG112111TG212111TX513111HG112111HG112111TX513111TG212111HG112111TX513111TG212111HG112111HG11211
1TG212111TX513111HG112111HG112111HG112111TG212111TX513111HG112111TG212111TX513111HG112111
23456789:
DT:::111
2122232425262728292:3132333435363738393:41424344454647
BDDPVOU!EFUBJM
371525T21502503137 1502503137!1:;17;17Tbsbi!EfGpse!)TEfGpse*bqxbssou
Fowjsponfou!Dpouspm!T
3211
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
5
DIFDL
Qbhf
WPVDIFS
346/162:5/46485/18434/4828:/39
4-:61/:4
BNPVOU
53-:51/74 53-:51/74
4/62
3:/262:/5585/9229/82:8/1275/789:/759:/75
346/16256/87391/66272/7:
53-:51/74
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 2484BS524511BS524513BS5244::BS5244:7BS5244:9BS524514
1402403137160120313716012031371601203137160120313716012031371601203137
EVF!EBUF
JOWJOWJOWJOWJOWJOWJOW
UZQF
Foh'BsdiDpqjfsDpqjfsDpqjfsDpqjfsDpqjfsDpqjfsDpqjfsDpqjfsDpqjfsDpqjfsDpqjfsDpqjfsDpqjfs
QP
TXDbqQsDBJouBewCEQmoSfwQMQmboojohFEFdpoEfwFHPINhnuFHQnuQmoFHPINhnuCEQmoSfwQMQmboojohFEFdpoEfwDDMfhBduDNFyPggJUJUTwd
Pqfsbujoh!'!BQ
1112111211121112111211121112
SFNJU
652113659113659113659113659113659113659113659113659113659113659113659113659113659113
::2211
1502503137
TX6:6511DB626421CE669611QM669711FE669811FH654211FH669611FH654211CE669611QM669711FE669811DD622711DN624211JU629911
22234234234232
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371525T21502503137 1502503137!1:;17;17Tbsbi!EfGpse!)TEfGpse*bqxbssou
FWFSHSFFO!TUPSNI3PI!'!I!CVTJOFTT!TZTUFNI!'!I!CVTJOFTT!TZTUFNI!'!I!CVTJOFTT!TZTUFNI!'!I!CVTJOFTT!TZTUFNI!'!I!CVTJOFTT!TZTUFNI!'!I!CVTJOFTT!TZTUFN
229229229229229229
318:
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
6
DIFDL
Qbhf
WPVDIFS
4/62
45/7629/71
391/69252/:6811/11 811/11 34:/91 34:/91
2-896/52
BNPVOU
:/41:/41
45/7646/5:46/5:46/5:46/59
251/3:251/3:811/1134:/91
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF BS524512BS5244:8BS524515BS524516Bqs!313728:29
160120313716012031371601203137160120313716019031371504103137
EVF!EBUF
JOWJOWJOWJOWJOWJOW
UZQF
DpqjfsDpqjfsDpqjfsDpqjfsDpqjfsDpqjfsDpqjfsDpqjfsDpqjfsFnqUswmQsjouTwd
QP
ISQfsTwdDNFyPggEDFyPggTENyFohTXTEVuQSQbsltSDFeSfdBduTDNQDDusDQFe0SfdDNFyPggQJDpnTwd
Pqfsbujoh!'!BQ
111211121112111211111112
SFNJU
65911365911365911365911365911365911365911365911365911365411265:114
::2211
1502503137
IS629211DN624211EN624211TE653211TX642111QS687911SD682111TD686611DQ682311DN624211QJ668311
22323234522
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371525T21502503137 1502503137!1:;17;17Tbsbi!EfGpse!)TEfGpse*bqxbssou
I!'!I!CVTJOFTT!TZTUFNI!'!I!CVTJOFTT!TZTUFNI!'!I!CVTJOFTT!TZTUFNI!'!I!CVTJOFTT!TZTUFNIPINBO-!KPIONJOVUFNBO!QSFTT
229229229229494
2689
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
7
DIFDL
Qbhf
WPVDIFS
97/6567/7293/59 93/59 8:/718:/71
254/26 243/:7 243/:7 287/742:3/44
BNPVOU
97/6567/7293/598:/718:/71
243/:7287/742:3/44
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 23869704238731048D24418Fyq!4/36/37JO244:25JO245193JO24545:JO24581:
1503:031371601203137150340313715035031371501903137150230313715028031371503503137
EVF!EBUF
JOWJOWJOWJOWJOWJOWJOWJOW
UZQF
S'NtvqqS'NtvqqS'NtvqqPggTvqqMhmOpuMhmOpuBewBew
QP
DICmeNyQNGbdQNGbdITInmtTwdtQMQmboojohQMQmboojohQSQbsltQSQbslt
Pqfsbujoh!'!BQ
11121112111211111112111211121112
SFNJU
642119642119642119642112652129652129652128652128
::2211
1502503137
DI629411QN632611QN632611IT676511QM669711QM669711QS687911QS687911
22222222
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371525T21502503137 1502503137!1:;17;17Tbsbi!EfGpse!)TEfGpse*bqxbssou
OPSUI!51!!PVUGJUUFSTOPSUI!51!!PVUGJUUFSTQMBUUSPCJTPO-!FSJDTQPLFTNBO.SFWJFX-!UIFTQPLFTNBO.SFWJFX-!UIFTQPLFTNBO.SFWJFX-!UIFTQPLFTNBO.SFWJFX-!UIF
:7
339339
26723332333233323332
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
8
DIFDL
Qbhf
WPVDIFS
639/27 942/66 942/66 316/23285/583:5/:3 785/62
3-328/58 3-328/58
BNPVOU
233-328/69
993/893:2/54942/66316/23285/583:5/:3
2-154/37
233-328/69
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 28117679:48:3921151:3921152:3921443
1501:031371503703137150260313715026031371502603137
EVF!EBUF
JOWJOWJOWJOWJOW
UZQF
DpouSfuDpouSfuDpouSfuKboTvqqCmeHseNyCmeHseNyCmeHseNy
XBSSBOU!UPUBM
QP
QFH!GEQFH!GEQFH!GEQNGbdQNGbdDICmeNyDYCmeNy
Pqfsbujoh!'!BQ
11111111111211121112
SFNJU
3:33453:33453:334564211:659118659118659118
::2211
1502503137
QH218111QH218111QH218111QN632611QN632611DI629411DY686611
2342222
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371525T21502503137 1502503137!1:;17;17Tbsbi!EfGpse!)TEfGpse*bqxbssou
WJQ!Qspevdujpo!OpsuixXBMUFS!F!OFMTPO!DPXFTUFSO!FYUFSNJOBUPSXFTUFSO!FYUFSNJOBUPSXFTUFSO!FYUFSNJOBUPS
JOWPJDFT
44
66582:82:82:
436:
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
9
.9:/27
859/::52:/2383:/35528/632:4/34451/9162:/2272:/2252:/22242/62
3-736/572-33:/343-565/662-816/685-592/:52-231/615-626/822-537/428-516/:9
.4-76:/88.4-127/66
81-611/1122-437/6392-9::/4322-724/7126-129/9955-694/6628-821/9855-84:/9723-886/1121-999/75
Qbhf
485-735/29
BWMC!CVEHFU
4/62:/41
9:/7597/6546/5995/2285/9245/7693/5946/5:46/5:46/5:
418/56346/16285/58811/1133:/:4323/663:5/:3251/3:3::/3734:/91479/:7237/2729:/68942/66316/2326:/31696/11226/52384/88 394/18
7-611/114-514/512-813/17
BNPVOU
69-986/62 87-5:4/46
GVOE!UPUBMGVOE!UPUBM
Dpqjfs!TfswjdfDpqjfs!TfswjdfDpqjfs!TfswjdfGfefsbm!Mpcczjtu!TfswSfqbjs!'!Nbjoufobodf!Cvjmejoh0Hspvoet!Sfq!Fnqmpzff!Usbwfm!FyqfoDpqjfs!TfswjdfDpqjfs!TfswjdfSfqbjs!'!Nbjoufobodf!Cvjmejoh0Hspvoet!Sfq!Dpq
jfs!TfswjdfDpqjfs!TfswjdfDpqjfs!TfswjdfDpqjfs!TfswjdfDpousbdu!SfubjobhfDpqjfs!TfswjdfPggjdf!Tvqqmjft0FrvjqDpqjfs!TfswjdfQsjoujoh!TfswjdftQspgfttjpobm!TfswjdftMfhbm!OpujdftDpqjfs!TfswjdfSfqbjs!'!Nbjou
fobodf!Kbojupsjbm!TvqqmjftCvjmejoh0Hspvoet!Sfq!BewfsujtjohDpqjfs!TfswjdfDpousbdufe!Qbsl!NbjouNjtdfmmbofpvt!TfswjdfPqfsbujoh!TvqqmjftDpqjfs!TfswjdfDpqjfs!TfswjdfDpqjfs!TfswjdfDpousbdu!Sfubjobhf
BDDPVOU 112.72.54111.669611.21.111.659113.112.21.26111.626421.21.111.659113.112.21.22111.622711.21.111.659113.112.21.22111.622811.21.111.652139.112.21.41211.629411.21.111.642119.112.21.41211.629411.2
1.111.659118.112.21.24111.624211.21.111.654112.112.21.24111.624211.21.111.659113.112.81.87611.682111.21.111.659113.112.81.41311.686611.21.111.642119.112.81.41311.686611.21.111.659118.112.21.29111.624
211.21.111.659113.112.61.57111.669811.21.111.659113.112.51.52111.654211.21.111.659113.112.72.52111.669611.21.111.659113.112.11.11111.111111.11.111.3:3345.112.21.2:111.629211.21.111.659113.112.71.5611
1.676511.21.111.642112.112.21.28111.629911.21.111.659113.112.71.23111.668311.21.111.65:114.112.72.55111.669711.21.111.652116.112.72.55111.669711.21.111.652129.112.72.55111.669711.21.111.659113.112.31
.41411.632611.21.111.642119.112.31.41411.632611.21.111.64211:.112.31.41411.632611.21.111.659118.112.81.87111.687911.21.111.652128.112.81.87111.687911.21.111.659113.112.81.87411.687911.21.111.652142.1
12.81.87411.687911.21.111.65:117.112.81.87211.682111.21.111.642115.112.81.87211.682111.21.111.659113.112.81.87511.686611.21.111.659113.212.51.53311.653211.21.111.659113.212.11.11111.111111.11.111.3:3
345.
1502503137
Cmeh!Qfsnjut!'!Qmbo!SDjuzBuuz!Joufsobm!BewDpvodjm!Mfhjtmbujwf!BDpvodjm!Mpcczjoh!BdujDIbmm!Cmeh!NbjoufobodDIbmm!Cmeh!NbjoufobodDjuzNbo!Fyfdvujwf!PggDjuzNbo!Fyfdvujwf!PggDfoufsQmbdf!BdujwjujfDY!NQ0Dpnn
!Dfoufs!NY!DY!NQ0Dpnn!Dfoufs!NY!EDN!Fyfdvujwf!Pggjdf!FdpEfw!DQ0FE!FdpopnjdFoh!Tusffu!PI!NbobhfnFoh!CmehQfsnjut!'!QmbHfofsbm!GvoeIvnSft!Qfstpoofm!TfswIpvtjoh!TT.Ipnfmftt!TJU!JU!TfswjdftQJP!Dpnnvojuz!T
wdtQmboojoh!DQ0FE!QmboojQmboojoh!DQ0FE!QmboojQmboojoh!DQ0FE!QmboojQsfdNy!GbdjmjujftQsfdNy!GbdjmjujftQsfdNy!GbdjmjujftQ'Sben!Qbsl!Gbd.Hfo!QQ'Sben!Qbsl!Gbd.Hfo!QQbsltNou!Qbsl!Gbd.HfoQbsltNou!Qbsl!Gbd.H
foSfd!Fevd0Sfd!BdujwjujSfd!Fevd0Sfd!BdujwjujTfoDus!Dvmu0Sfd!Gbd!NTusffut!Tusffu!Nbjou.Tusffu!Gvoe
371525T21502503137 1502503137!1:;17;17Tbsbi!EfGpse!)TEfGpse*bqxbssou
PSH CE669611DB626421DD622711DD622811DI629411DI629411DN624211DN624211DQ682311DY686611DY686611EN624211FE669811FH654211FH669611HG112111IS629211IT676511JU629911QJ668311QM669711QM669711QM669711QN632611QN6
32611QN632611QS687911QS687911QY687911QY687911SD682111SD682111TD686611TE653211TG212111
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuXbssbou!Tvnnbsz XBSSBOU;EVF!EBUF;GVOE 112112112112112112112112112112112112112112112112112112112112112112112112112112112112112112112112112212212
Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
:
242/63
Qbhf
.234-311/91
:/41
384/87
3-328/58 3-328/58
53-:51/74 54-334/7:
233-328/69233-328/69
GVOE!UPUBMGVOE!UPUBM
HSBOE!UPUBM
XBSSBOU!TVNNBSZ!UPUBM
Dpousbdu!SfubjobhfDpousbdu!SfubjobhfDpqjfs!TfswjdfFohjoffsjoh!'!Bsdijuf
218.11.11111.111111.11.111.3:3345.513.11.11111.111111.11.111.3:3345.513.11.52611.642111.21.111.659113.513.11.75111.6:6511.21.111.652113.
QFH!GvoeTupsnxbufs!NbobhfnfouTunXbufs!Tupsn!EsbjobTunXbufs!Dbq!Qspkfdut
1502503137!1:;17;17Tbsbi!EfGpse!)TEfGpse*bqxbssou
QH218111TX513111TX642111TX6:6511
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!Sfqpsu 218513513513 Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
2
Qbhf
71384-71438
1502603137371526T2637-921/95 1502603137!1:;44;21Tbsbi!EfGpse!)TEfGpse*bqxbssou
J-!Uif!voefstjhofe-!ep!dfsujgz!voefs!qfobmuz!pg!qfskvsz-!uibu!uif!nbufsjbmt!ibwf!cffo!gvsojtife-!uif!tfswjdft!sfoefsfe-!ps!uif!mbcps!qfsgpsnfe!bt!eftdsjcfe!ifsfjo!boe!uibu!uif!dmbjn!jt!kvtu-!evf!boe!
bo!voqbje!pcmjhbujpo!bhbjotu!uif!Djuz!pg!Tqplbof!Wbmmfz-!boe!uibu!J!bn!bvuipsj{fe!up!bvuifoujdbuf!boe!dfsujgz!tbje!Dmbjn/`````````````````````````````````````````````!!````````````````Gjobodf!Ejsfdup
s!ps!eftjhoff!!!!EbufDpvodjm!nfncfs!sfwjfxfe;`````````````````````````````````````````````!!````````````````Nbzps!!!!!!!Ebuf`````````````````````````````````````````````!!````````````````Dpvodjm!Nfnc
fs!!!!!!Ebuf!
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!Sfqpsu EBUF;XBSSBOU;BNPVOU;Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
3
DIFDL
Qbhf
WPVDIFS
8:/53 8:/53 91/53
216/61 216/61 857/:6
6-15:/44 6-15:/44
BNPVOU
4:/824:/8252/3852/3856/:822/5:51/3251/32
216/61248/7:248/7:442/68
3-635/782-11:/972-625/91
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 256:17BUT.43429822985:2OWI.ZI7R.NQ8R2L5Y.5:K7.4NLE
15026031371503603137150410313715024031371502703137
EVF!EBUF
JOWJOWJOWJOWJOW
UZQF
QsjouTwdQsjouTwdQsjouTwdSfqNyTwdSfqNyTwdTnbmmUppmS'NtvqqS'NtvqqKboTvqqKboTvqqPggTvqqPggTvqqPggTvqqS'NtvqqS'Ntvqq
QP
QQDotuTu!Dbq!Se!TXDbqQsTENyFohTXTEVuXUToJdDusmTENyFohTXTEVuTUBenGbdTXTEVuFHPINhnuFHQnuQmoTENySexzTENyFohTXTEVu
Pqfsbujoh!'!BQ
11121112111111121112
SFNJU
65:11465:11465:11465911265911264611264211964211964211:64211:642112642112642112642119642119
::2211
1502603137
QQ6:6411TQ6:6411TX6:6511TE653211TX642111XU653771TE653211TX642111TU654611TX642111FH654211FH669611TE653411TE653211TX642111
234232234567823
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371526T21502603137 1502603137!1:;44;21Tbsbi!EfGpse!)TEfGpse*bqxbssou
BCBEBO!SFQSPHSBQIJDTBEBNT!USBDUPS!PG!TQPLBMM!.!XFTUFSO!JOEVTUSBNB\[PO!DBQJUBM!TFSWJDBNB\[PO!DBQJUBM!TFSWJD
6:2744317813813
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
4
DIFDL
Qbhf
WPVDIFS
84/:3
219/59214/16336/69239/71234/282:9/:1
BNPVOU
:/37:/375/:1
82/:828/::2:/7284/:32:/71
214/16235/36212/44219/::234/28285/515:1/5:
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
JOWPJDF 2HIG.4EUM.2H4K2GMK.IRD7.ZI2M2QKK.RQHL.Q4M42WYU.SOGS.LLRY27LR.:4Z7.X4KW2ESU.YMEU.R4RO2MUI.QDSW.2GL42R:4.KNZZ.XXH2
1502:031371503403137150350313715036031371601203137160170313716017031371601703137
EVF!EBUF
JOWJOWJOWJOWJOWJOWJOWJOW
UZQF
S'NtvqqS'NtvqqPggTvqqPggTvqqS'NtvqqEUIXTnbmmUppmS'NtvqqTbgfTvqqTnbmmUppmQlFrvjqTbgfTvqqPggTvqqPggTvqqTnbmmUppm
QP
TENyFohTXTEVuFHPINhnuFHQnuQmoGNQXNQFHPINhnuHHHfoJUTwdTENyFohFHPINhnuTENyFohQDDQCehuFHPINhnuFHPINhnuFHQnuQmoFHPINhnu
Pqfsbujoh!'!BQ
11121112111211121112111211121112
SFNJU
642119642119642112642112642119646122646112642119642117646112676112642117642112642112646112
::2211
1502603137
TE653211TX642111FH654211FH669611GN659811FH654211HH629961TE653211FH654211TE653211QD6:5871FH654211FH654211FH669611FH654211
234522323222342
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371526T21502603137 1502603137!1:;44;21Tbsbi!EfGpse!)TEfGpse*bqxbssou
BNB\[PO!DBQJUBM!TFSWJDBNB\[PO!DBQJUBM!TFSWJDBNB\[PO!DBQJUBM!TFSWJDBNB\[PO!DBQJUBM!TFSWJDBNB\[PO!DBQJUBM!TFSWJDBNB\[PO!DBQJUBM!TFSWJDBNB\[PO!DBQJUBM!TFSWJDBNB\[PO!DBQJUBM!TFSWJD
813813813813813813813813
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
5
DIFDL
Qbhf
WPVDIFS
62/3789/5765/65 65/65 51/81 51/81
5:1/5:277/57236/11 3:2/5723:/83
3-38:/67
BNPVOU
62/3789/5765/6551/81
277/57236/11
285-987/46
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF J21943:J2193:1J274795J273826T365312323::13:56:7
1504103137150410313715035031371503703137160130313716012031371201403137
EVF!EBUF
JOWJOWJOWJOWJOWJOWJOW
UZQF
FrqSfouFrqSfouWfiTvqqWfiTvqqTnbmmUppmS'NtvqqDpotu
QP
TXTEVuTXTEVuXUToJdDusmXUToJdDusmFHPINhnuTENyFoh334TUSDU
Pqfsbujoh!'!BQ
1112111211121112111211111112
SFNJU
656114656114642121642121646112642119674111
::2211
1502603137
TX642111TX642111XU653771XU653771FH654211TE6532113346:661
2222222
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371526T21502603137 1502603137!1:;44;21Tbsbi!EfGpse!)TEfGpse*bqxbssou
BNFSJDBO!POTJUF!TFSWJBNFSJDBO!POTJUF!TFSWJBSH!JOEVTUSJBMBSH!JOEVTUSJBMBSSPX!DPOTUSVDUJPO!TVBSSPX!QSPQBOF!MMDCOTG!SBJMSPBE!DP
461461:43
3236323631162168
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
6
DIFDL
Qbhf
WPVDIFS
225/39 225/39 719/48244/11238/11 371/11
2-861/11 2-861/11 8-3:5/5:8-:13/97
BNPVOU
285-987/46 285-987/46
225/39719/48244/11238/11
2-861/118-3:5/5:
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF JO.151293DJQ1488!TFQB!4/38/3737141333714143:14763:8:1639184
150280313715037031371604103137160410313715035031371601903137
EVF!EBUF
JOWJOWJOWJOWJOWJOW
UZQF
SfqNyTwdNjtdTwdDpotvmujohQsgTwdtHfoQsgTwdtHfoQsgTwdtHfo
QP
XUToJdDusmTu!Dbq!FohTu!Dbq!SPX466TXSPXXUToJdDusmISQfsTwd
Pqfsbujoh!'!BQ
111111111112111211121112
SFNJU
65911265:117652121652116652116652116
::2211
1502603137
XU653771TQ6:6211TQ6:63114666:631XU653771IS629211
222222
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371526T21502603137 1502603137!1:;44;21Tbsbi!EfGpse!)TEfGpse*bqxbssou
DJUZ!PG!TQPLBOFDJUZ!PG!TQPLBOF!WBMMFDPNNPOTUSFFU!DPOTVMUJDPNNPOTUSFFU!DPOTVMUJPDDVQBUJPOBM!IFBMUI!DPDDVQBUJPOBM!IFBMUI!D
67
6:78:18:1832832
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
7
DIFDL
Qbhf
WPVDIFS
2:5/35381/:8 576/32 338/15 338/15
2-7:5/384-::8/155-:4:/92 5-:4:/92
BNPVOU
52-955/48 58-646/79
:8/23:8/23
381/:8338/15
9-986/712-7:5/384-::8/155-:4:/92
43-:79/88
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 668125668324JOW:25448SF.424.BUC71328182SF.424.BUC71328173SF.424.BUC7142717:579
1502603137150360313715036031371402:031371402:0313715026031371601803137
EVF!EBUF
JOWJOWJOWJOWJOWJOWJOW
UZQF
WfiTvqqWfiTvqqWfiTvqqPqGbdSfouXTEPUToxXTEPUNyDouXTEPUNyDouXTEPUNyDouQsgTwdtHfo
QP
TENyFohTXTEVuTENyFohTUBenGbdXUToJdDusmTENySexzUSNyUDEUSNyUDE43:SPX
Pqfsbujoh!'!BQ
2492249211121112111211121112
SFNJU
642121642121642121656161652126657176657176657176652116
::2211
1502603137
TE653211TX642111TE653211TU654611XU653771TE653411US653751US65375143:6:631
232223222
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371526T21502603137 1502603137!1:;44;21Tbsbi!EfGpse!)TEfGpse*bqxbssou
DPSXJO!PG!TQPLBOF!MMDDPSXJO!PG!TQPLBOF!MMDEBZ!NBOBHFNFOU!DPSQPSEFQU!PG!USBOTQPSUBUJPEFQU!PG!USBOTQPSUBUJPEFQU!PG!USBOTQPSUBUJPFQJD!MBOE!TPMVUJPOT!J
36684884884841:
24922492
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
8
DIFDL
Qbhf
WPVDIFS
256/52 256/52 285/67 285/67 338/18 338/18
6-285/61 6-285/61 3-242/8:3-242/8:
BNPVOU
85-167/:5 85-167/:5
83/8283/8134/58
285/67314/71
6-285/613-242/8:
85-167/:5
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF XBTQL6374867:21:6:96513:2664:3547:2:152311921286
15021031371502103137150340313715035031371502:031371502203137
EVF!EBUF
JOWJOWJOWJOWJOWJOW
UZQF
TbgfTvqqTbgfTvqqS'NtvqqS'NtvqqTnbmmUppmQsgTwdtHfoWfiTvqqDpotvmujoh
QP
TENyFohTXTEVuTENyFohTXTEVuFHPINhnuXNTXVujmXUToJdDusm334TUSDU
Pqfsbujoh!'!BQ
111111111112111111121112
SFNJU
642117642117642119642119646112652116642121652121
::2211
1502603137
TE653211TX642111TE653211TX642111FH654211XN648111XU6537713346:661
23223222
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371526T21502603137 1502603137!1:;44;21Tbsbi!EfGpse!)TEfGpse*bqxbssou
GBTUFOBM!DPGSBOL!HVSOFZ!JODHSBJOHFSHSFBU!XFTU!FOHJOFFSJOIbtljot!Tuffm!DpIES!FOHJOFFSJOH!JOD
51
325778232
31384235
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
9
DIFDL
Qbhf
WPVDIFS
75/8875/8854/6:54/6:76/43
23:/65 874/11 874/11 265/69254/73
BNPVOU
75/8875/8854/6:88/3:88/3:76/43
874/11254/73
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 2898128:1233783611574812572383690423876:0423876904
15036031371503:0313715035031371504103137150220313716013031371601303137
EVF!EBUF
JOWJOWJOWJOWJOWJOWJOW
UZQF
PggTvqqPggTvqqS'NtvqqWfiTvqqS'NtvqqS'NtvqqS'NtvqqS'Ntvqq
QP
FHPINhnuFHQnuQmoTENyFohXUToJdDusmTENyFohTXTEVuTENyFohTXTEVu
Pqfsbujoh!'!BQ
1112111211121112111211121112
SFNJU
642112642112642119642121642119642119642119642119
::2211
1502603137
FH654211FH669611TE653211XU653771TE653211TX642111TE653211TX642111
22222322
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371526T21502603137 1502603137!1:;44;21Tbsbi!EfGpse!)TEfGpse*bqxbssou
NJOVUFNBO!QSFTTNJOVUFNBO!QSFTTOBUJPOBM!CBSSJDBEF!'!OPSDP!JODOPSUI!51!!PVUGJUUFSTOPSUI!51!!PVUGJUUFSTOPSUI!51!!PVUGJUUFST
77
729339339339
26892689
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
:
DIFDL
Qbhf
WPVDIFS
57/9243/:3 43/:3 74/3191/73
.37/77
521/44::3/61::3/61 362/89
BNPVOU
34/5134/5243/:374/3191/73
.37/77
772/79276/52276/52362/89
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 2388260448915769481941123973.2221983973.2218173973.2232383973.224835
1601703137150330313716018031371501603137150150313715021031371502803137
EVF!EBUF
JOWJOWJOWJOWDSNJOWJOW
UZQF
TbgfTvqqTbgfTvqqSfh'UsoSfh'UsoSfh'UsoPggTvqqS'NtvqqWfiTvqqWfiTvqqWfiTvqq
QP
TUBenGbdTXTEVuFHPINhnuFHQnuQmoTUBenPIDBJouBewGNQXNQCEDpefFogXUToJdDusmUSNyUDE
Pqfsbujoh!'!BQ
1112111111121112111211121112
SFNJU
64211764211765:11565:11565:115642112642119642121642121642121
::2211
1502603137
TU654611TX642111FH654211FH669611TU653:11DB626421GN659811CE635711XU653771US653751
2323422222
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371526T21502603137 1502603137!1:;44;21Tbsbi!EfGpse!)TEfGpse*bqxbssou
OPSUI!51!!PVUGJUUFSTOX!NPCJMF!GMBHHJOH!BDPEQ!CVTJOFTT!TPMVUJPOPSFJMMZ!BVUPNPUJWF!TUPSFJMMZ!BVUPNPUJWF!TUPSFJMMZ!BVUPNPUJWF!TUPSFJMMZ!BVUPNPUJWF!TU
339649527527527527
2716
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
21
DIFDL
Qbhf
WPVDIFS
6/88
25/276:/216:/:7
.34/:9
32:/89374/88213/22213/22
BNPVOU
6/88
25/276:/216:/:7
.34/:9
32:/89374/88213/22213/22
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
JOWPJDF 3973.2248333973.224:533973.2236393973.2246713973.2249123973.2275:33973.2278593973.2276823973.226:96
150280313715029031371502203137150270313715028031371503:0313715041031371503:031371503703137
EVF!EBUF
JOWJOWJOWJOWDSNJOWJOWJOWJOW
UZQF
WfiTvqqWfiTvqqWfiTvqqWfiTvqqWfiTvqqWfiTvqqWfiTvqqWfiTvqqWfiTvqq
QP
GBCmeNyXUToJdDusmGBCmeNyCEQmoSfwUSNyUDEGBCmeNyFHQnuQmoCEQmoSfwGBCmeNy
Pqfsbujoh!'!BQ
111211121112111211121112111211121112
SFNJU
642121642121642121642121642121642121642121642121642121
::2211
1502603137
GB629411XU653771GB629411CE669611US653751GB629411FH669611CE669611GB629411
222222222
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371526T21502603137 1502603137!1:;44;21Tbsbi!EfGpse!)TEfGpse*bqxbssou
PSFJMMZ!BVUPNPUJWF!TUPSFJMMZ!BVUPNPUJWF!TUPSFJMMZ!BVUPNPUJWF!TUPSFJMMZ!BVUPNPUJWF!TUPSFJMMZ!BVUPNPUJWF!TUPSFJMMZ!BVUPNPUJWF!TUPSFJMMZ!BVUPNPUJWF!TUPSFJMMZ!BVUPNPUJWF!TUPSFJMMZ!BVUPNPUJWF!TU
527527527527527527527527527
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
22
DIFDL
Qbhf
WPVDIFS
71/:665/24 65/24 91/98
:13/78:13/78 227/91952/7:
2-343/78
BNPVOU
71/:638/1738/1869/5169/5151/5551/54
562/45562/44952/7:28:/1428:/13
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 3973.2276682288/2!4.3137Gfc.Bqs!31378F481788F285:68F5639:8F87719
1503:03137150250313715036031371502703137150230313715028031371503303137
EVF!EBUF
JOWJOWJOWJOWJOWJOWJOW
UZQF
WfiTvqqSfqNyTwdSfqNyTwdSfqNyTwdSfqNyTwdS'NtvqqS'NtvqqS'NtvqqS'NtvqqDpotuS'NtvqqS'Ntvqq
QP
CEQmoSfwTUBenGbdTXTEVuTUBenGbdTXTEVuTUBenGbdTXTEVuTXTEVuTUBenGbd462TQDOTUBenGbdTXTEVu
Pqfsbujoh!'!BQ
1112111111121112111211121112
SFNJU
642121659112659112659112659112642119642119642119642119674111642119642119
::2211
1502603137
CE669611TU654611TX642111TU654611TX642111TU654611TX642111TX642111TU6546114626:641TU654611TX642111
223232323223
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371526T21502603137 1502603137!1:;44;21Tbsbi!EfGpse!)TEfGpse*bqxbssou
PSFJMMZ!BVUPNPUJWF!TUDSPXO!XFTU!SFBMUZ!MMDQBSL!TQPLBOF!OD!MMDQMBUUQMBUUQMBUUQMBUU
:7:7:7:7
527
28672867
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
23
DIFDL
Qbhf
WPVDIFS
:/91
62/11
469/16387/14 387/14 811/11 811/11
2-4:8/52 2-929/86
BNPVOU
55-742/:7 55-742/:7
5/:15/:1
36/6136/61
387/14811/11:1:/49:1:/48
55-742/:7
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 58883JO311.3123248111883!.!Nbs!3137147857147861147922
140410313715041031371504103137150210313715022031371503603137
EVF!EBUF
JOWJOWJOWJOWJOWJOW
UZQF
DpouTopxTvctdTwdDpouTusuNyTnbmmUppmTnbmmUppmS'NtvqqS'NtvqqS'NtvqqS'Ntvqq
QP
XUToJdDusmXUToJdDusmTENySexzTENyFohTENyFohTENyFohTXTEVuTENyFohTXTEVu
Pqfsbujoh!'!BQ
111211121111111211121112
SFNJU
65212365:112652122646112646112642119642119642119642119
::2211
1502603137
XU653771XU653771TE653411TE653211TE653211TE653211TX642111TE653211TX642111
222232323
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371526T21502603137 1502603137!1:;44;21Tbsbi!EfGpse!)TEfGpse*bqxbssou
QPF!BTQIBMU!QBWJOH!JOQSFDJTF!NSN!MMDSJDIBSE!Q!MPTISVHHJFSP(T!BDF!IBSEXBSVHHJFSP(T!BDF!IBSEXBSVHHJFSP(T!BDF!IBSEXB
27
651
3744386338633863
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
24
DIFDL
Qbhf
WPVDIFS
43/4325/81
672/98
2-:37/68 2-::6/8:9-364/852-582/634-:35/11 6-4:6/63
BNPVOU
21-922/51
43/4325/81
672/98846/87846/87
2-::6/8:9-364/852-:73/112-:73/11
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 14793514796:266726782677JOW.2:2658JOW.357584
1503:03137160170313715036031371601803137160120313715013031371502603137
EVF!EBUF
JOWJOWJOWJOWJOWJOWJOW
UZQF
S'NtvqqS'NtvqqS'NtvqqS'NtvqqS'NtvqqDpouTXDpouTusuNyDpouTXDpouTusuNy
QP 3711157
TENyFohTXTEVuTENyFohTENyFohTENyFohTXTEVuTENySexzTXTEVuTENySexz
Pqfsbujoh!'!BQ
1112111211121112111211121112
SFNJU
642119642119642119642119642119652158652122652158652122
::2211
1502603137
TE653211TX642111TE653211TE653211TE653211TX642111TE653411TX642111TE653411
222222323
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371526T21502603137 1502603137!1:;44;21Tbsbi!EfGpse!)TEfGpse*bqxbssou
SVHHJFSP(T!BDF!IBSEXBSVHHJFSP(T!BDF!IBSEXBTFBMNBTUFS!XBTIJOHUPOTFBMNBTUFS!XBTIJOHUPOTFBMNBTUFS!XBTIJOHUPOTFOTLF!MBXO!'!USFF!DBTFOTLF!MBXO!'!USFF!DB
795795
38633863333933393339
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
25
DIFDL
Qbhf
WPVDIFS
529/4:529/4:262/57 262/57
2-7:1/11 2-7:1/11 2-911/11 2-911/11 3-376/57 3-376/57
BNPVOU
77-637/63 77-637/63
86/8486/84
529/4:279/97242/5:
2-7:1/112-911/112-:76/22
77-637/63
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF:83628841.14BSW0786731123665/148838:33624:5935
150270313716017031371503703137150260313715041031371501903137
EVF!EBUF
JOWJOWJOWJOWJOWJOW
UZQF
TnbmmUppmFoh'BsdiTnbmmUppmDpotvmujohFodDmoXbtufEjqXbtufEjqWfiTvqqWfiTvqq
QP 3711139
USNyUDECSNyFohGNQXNQ466TXQFXNTXVujmTXTEVuTENyFohFHQnuQmoTENyFoh
Pqfsbujoh!'!BQ
111111111112111211121112
SFNJU
646112652113646112652121652136658115658115642121642121
::2211
1502603137
US653751CS653211GN6598114666:623XN648111TX642111TE653211FH669611TE653211
222223423
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371526T21502603137 1502603137!1:;44;21Tbsbi!EfGpse!)TEfGpse*bqxbssou
Tjfssb!UsbotqpsubujpoTJNQTPO!FOHJOFFST!JODTOBQ.PO!JODTQWW!MBOETDBQF!BSDIJUTvotijof!Ejtqptbm!'!SUJUBO!USVDL!FRVJQ
88
754
4229397725614127
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
26
DIFDL
Qbhf
WPVDIFS
39/8563/44
574/36 574/36
7-731/252-984/27 9-5:4/41
BNPVOU
33-221/11 33-221/11
25/4825/4837/2837/27
342/74342/73
7-731/252-984/27
22-116/1122-216/11
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 4.313733526:626:747645314761174
160120313715031031371601203137160120313715026031371501903137
EVF!EBUF
JOWJOWJOWJOWJOWJOW
UZQF
QsgTwdtHfoQsgTwdtHfoDpouTXDpouTusuNyMboeTswzMboeTswzNjtdTwdNjtdTwdNjtdTwdNjtdTwd
QP
TXTEVuFHPINhnuTXTEVuTENySexzQQDotuQQDotuTUBenGbdTXTEVuTUBenGbdTXTEVu
Pqfsbujoh!'!BQ
111211121111111111111111
SFNJU
65211665211665215865212265211765211765:11765:11765:11765:117
::2211
1502603137
TX642111FH654211TX642111TE653411QQ6:6411QQ6:6411TU654611TX642111TU654611TX642111
2323222323
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371526T21502603137 1502603137!1:;44;21Tbsbi!EfGpse!)TEfGpse*bqxbssou
Boobmjtb!G!OpcmfUsbjmIfbe!Usff!TfswjdUsvmboe!Tvswfz!MMDUsvmboe!Tvswfz!MMDVT!MJOFO!'!VOJGPSN!JOVT!MJOFO!'!VOJGPSN!JO
756756
4145417:44224422
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
27
DIFDL
Qbhf
WPVDIFS
39/1:62/79
271/95 864/91 864/91:18/34
3-:72/792-535/94 6-3:4/85
BNPVOU
25/1625/1536/9536/95
864/91:18/34439/71275/41275/32878/83
3-:72/796-182/12
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 4757654476798:29191224738224875224:4841232
1501203137150330313715041031371502903137150360313716017031371504103137
EVF!EBUF
JOWJOWJOWJOWJOWJOWJOW
UZQF
NjtdTwdNjtdTwdNjtdTwdNjtdTwdDpouTusuNyQsjouTwdQsjouTwdQsjouTwdQsjouTwdQsjouTwdQptubhfWfiSfqNy
QP
TUBenGbdTXTEVuTUBenGbdTXTEVuXUToJdDusm334TUSDU462TQDOQQDotuTu!Dbq!Se!TXDbqQsTu!Dbq!Se!FHQnuQmo
Pqfsbujoh!'!BQ
1111111111111111111111111111
SFNJU
65:11765:11765:11765:11765212265:11465:11465:11465:11465:114653112659114
::2211
1502603137
TU654611TX642111TU654611TX642111XU6537713346:6614626:641QQ6:6411TQ6:6411TX6:6511TQ6:6411FH669611
232322223452
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371526T21502603137 1502603137!1:;44;21Tbsbi!EfGpse!)TEfGpse*bqxbssou
VT!MJOFO!'!VOJGPSN!JOVT!MJOFO!'!VOJGPSN!JOWBMMFZ!MBOETDBQF!TQPLXBMU(T!NBJMJOH!TFSWJDXBMU(T!NBJMJOH!TFSWJDXBMU(T!NBJMJOH!TFSWJDXBTIJOHUPO!BVUP!DPMMJ
666666
756756918772
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
28
DIFDL
Qbhf
WPVDIFS
6-182/12 6-182/12 3-271/11 3-271/11 2-491/37 2-491/37
BNPVOU
21-471/95 21-471/95
637-921/95
525/54
:-:57/523-271/112-491/37
637-921/95
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 1194451.2629.136.313!$4674:8
160120313716015031371504103137
EVF!EBUF
JOWJOWJOW
UZQF
XbtufEjqXbtufEjqQsgTwdtHfoS'Ntvqq
XBSSBOU!UPUBM
QP
TXTEVuTENyFohFHQnuQmoTENyFoh
Pqfsbujoh!'!BQ
111111121111
SFNJU
658115658115652116642119
::2211
1502603137
TX642111TE653211FH669611TE653211
2322
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371526T21502603137 1502603137!1:;44;21Tbsbi!EfGpse!)TEfGpse*bqxbssou
XBTUF!NBOBHFNFOU!PG!T\[BEMBOET!MMD\[VNBS!JOEVTUSJFT!JOD!
JOWPJDFT
437541 215
3:11
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
29
465/49843/83386/224:7/34898/33
.442/68
5-:33/817-985/297-395/1:9-736/372-25:/322-362/482-336/865-812/::3-636/:82-3:6/843-56:/6:6-718/:27-123/:84-22:/732-632/565-3::/6:3-333/253-1:7/456-8:3/682-388/49
.4-848/98.9-558/31
2:-856/11::-555/1423-8:4/8927-:76/3575-419/7:
Qbhf
.:8-661/56.37-699/:2
222-233/75
2-758-296/14
BWMC!CVEHFU
43/:3::/2683/824:/8234/5152/3891/54
.37/77
236/93313/42394/4:859/74235/36772/79288/95276/52756/73212/44238/11554/93442/68276/52388/97338/15589/51338/91
3-271/116-182/122-7:1/112-:52/:33-48:/654-73:/499-986/716-7:2/42
BNPVOU
22-216/11 32-915/81 24-771/4377-637/63
GVOE!UPUBM
Wfijdmf!TvqqmjftWfijdmf!TvqqmjftPggjdf!Tvqqmjft0FrvjqPggjdf!Tvqqmjft0FrvjqTbgfuz!TvqqmjftTnbmm!Uppmt!'!Njops!FEftlupq!IbsexbsfQspgfttjpobm!TfswjdftSfhjtusbujpot!'!UsbjoPggjdf!Tvqqmjft0FrvjqWfijdmf!Tv
qqmjftQspgfttjpobm!TfswjdftWfijdmf!Tfswjdf!.!SfqSfhjtusbujpot!'!UsbjoWfijdmf!TvqqmjftTnbmm!Uppmt!'!Njops!FQspgfttjpobm!TfswjdftFohjoffsjoh!'!BsdijufTbgfuz!TvqqmjftSfqbjs!'!Nbjoufobodf!Wfijdmf!Tvqqmjf
tTnbmm!Uppmt!'!Njops!FXbtuf!EjtqptbmSfqbjs!'!Nbjoufobodf!Pggjdf!Tvqqmjft0FrvjqDpousbdufe!Tusffu!NbjXTEPU!Nbjoufobodf!DpoSfhjtusbujpot!'!UsbjoTbgfuz!TvqqmjftSfqbjs!'!Nbjoufobodf!Kbojupsjbm!TvqqmjftPqf
sbujoh!Gbdjmjujft!Sfqbjs!'!Nbjoufobodf!Njtdfmmbofpvt!TfswjdfWfijdmf!TvqqmjftTnbmm!Uppmt!'!Njops!FXTEPU!Nbjoufobodf!Dpo
BDDPVOU 112.31.54111.635711.21.111.642121.112.72.54111.669611.21.111.642121.112.21.26111.626421.21.111.642112.112.51.52111.654211.21.111.642112.112.51.52111.654211.21.111.642117.112.51.52111.654211.2
1.111.646112.112.51.52111.654211.21.111.646122.112.51.52111.654211.21.111.652116.112.51.52111.654211.21.111.65:115.112.72.52111.669611.21.111.642112.112.72.52111.669611.21.111.642121.112.72.52111.669
611.21.111.652116.112.72.52111.669611.21.111.659114.112.72.52111.669611.21.111.65:115.112.21.41111.629411.21.111.642121.112.21.:1111.629961.21.111.646112.112.21.2:111.629211.21.111.652116.212.51.5341
1.653211.21.111.652113.212.51.53311.653211.21.111.642117.212.51.53311.653211.21.111.642119.212.51.53311.653211.21.111.642121.212.51.53311.653211.21.111.646112.212.51.53311.653211.21.111.658115.212.51
.53311.653211.21.111.659112.212.51.53311.653411.21.111.642112.212.51.53311.653411.21.111.652122.212.51.53311.653411.21.111.657176.212.51.53111.653:11.21.111.65:115.212.51.53111.654611.21.111.642117.2
12.51.53111.654611.21.111.642119.212.51.53111.654611.21.111.64211:.212.51.53111.654611.21.111.656161.212.51.53111.654611.21.111.659112.212.51.53111.654611.21.111.65:117.212.51.53611.653751.21.111.642
121.212.51.53611.653751.21.111.646112.212.51.53611.653751.21.111.657176.
1502603137
Cmeh!Dpef!FogpsdfnfouCmeh!Qfsnjut!'!Qmbo!SDjuzBuuz!Joufsobm!BewFoh!Tusffu!PI!NbobhfnFoh!Tusffu!PI!NbobhfnFoh!Tusffu!PI!NbobhfnFoh!Tusffu!PI!NbobhfnFoh!Tusffu!PI!NbobhfnFoh!Tusffu!PI!NbobhfnFoh!CmehQf
snjut!'!QmbFoh!CmehQfsnjut!'!QmbFoh!CmehQfsnjut!'!QmbFoh!CmehQfsnjut!'!QmbFoh!CmehQfsnjut!'!QmbGbd!Cmeh!Nbjoufobodf!HfoHpw!Hfo!JU!TfswjdfIvnSft!Qfstpoofm!TfswCsjehft!Tusffu!Nbjou.Tusffut!Tusffu!Nbjou
.Tusffut!Tusffu!Nbjou.Tusffut!Tusffu!Nbjou.Tusffut!Tusffu!Nbjou.Tusffut!Tusffu!Nbjou.Tusffut!Tusffu!Nbjou.Tusffut!Tusffu!Nbjou.Tusffut!Tusffu!Nbjou.Tusffut!Tusffu!Nbjou.TusBen!Nbjou.Benjo'PITusBen!Be
njo.GbdjmjujTusBen!Benjo.GbdjmjujTusBen!Benjo.GbdjmjujTusBen!Benjo.GbdjmjujTusBen!Benjo.GbdjmjujTusBen!Benjo.GbdjmjujUsbggjd!Tusffu!Nbjou.Usbggjd!Tusffu!Nbjou.Usbggjd!Tusffu!Nbjou.
371526T21502603137 1502603137!1:;44;21Tbsbi!EfGpse!)TEfGpse*bqxbssou
PSH CE635711CE669611DB626421FH654211FH654211FH654211FH654211FH654211FH654211FH669611FH669611FH669611FH669611FH669611GB629411HH629961IS629211CS653211TE653211TE653211TE653211TE653211TE653211TE653211TE6
53411TE653411TE653411TU653:11TU654611TU654611TU654611TU654611TU654611TU654611US653751US653751US653751
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuXbssbou!Tvnnbsz XBSSBOU;EVF!EBUF;GVOE 112112112112112112112112112112112112112112112112112212212212212212212212212212212212212212212212212212212212212
Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
2:
496/83977/29
.878/83
8-4:5/612-818/116-658/:5
.2-241/28.6-377/38.2-861/11.2-861/11.2-285/27.3-964/38.3-:72/79.5-:31/11
98-968/3:81-8:6/4275-936/6143-934/33
Qbhf
.41-111/11.95-347/95.51-188/11.34-891/:5
.865-313/:2.277-:3:/39
.2-463-531/9:.2-88:-921/47.:-581-6:2/43
84/:3 84/:3:7/22
216/61244/11864/91225/39387/14279/97:18/34952/7:719/48878/83787/31
3-4::/996-285/61 6-454/47 5-:4:/922-861/112-285/279-5:4/413-964/383-:72/792-911/118-3:5/5:
55-742/:743-:79/88 21-:99/:922-457/68 85-167/:5
299-298/34 285-987/46 362-9:5/:8
GVOE!UPUBMGVOE!UPUBMGVOE!UPUBMGVOE!UPUBMGVOE!UPUBMGVOE!UPUBM
Wfijdmf!TvqqmjftTnbmm!Uppmt!'!Njops!FQspgfttjpobm!TfswjdftDpousbdufe!Tusffu!NbjDpousbdufe!Topx0Jdf!SXTEPU!Topx0Jdf!SfnpwbSfqbjs!'!Nbjoufobodf!Tvctdsjqujpo!TfswjdftQspgfttjpobm!TfswjdftFodbnqnfou!Dmfb
ovqQspgfttjpobm!TfswjdftQsjoujoh!TfswjdftDpotusvdujpoNjtdfmmbofpvt!TfswjdfDpotvmujoh!TfswjdftQptubhfQsjoujoh!TfswjdftQbsl!FrvjqnfouMboe!Tvswfz!Tfswjdft!Qsjoujoh!TfswjdftDO!DpotvmujohDO!Qsjoujoh!'!Cjo
ejohDpotusvdujpoDpotvmujoh!TfswjdftQspgfttjpobm!TfswjdftTbgfuz!TvqqmjftSfqbjs!'!Nbjoufobodf!
212.51.53211.653771.21.111.642121.212.51.53211.653771.21.111.646112.212.51.53211.653771.21.111.652116.212.51.53211.653771.21.111.652122.212.51.53211.653771.21.111.652123.212.51.53211.653771.21.111.65
2126.212.51.53211.653771.21.111.659112.212.51.53211.653771.21.111.65:112.217.41.61711.648111.21.111.652116.217.41.61711.648111.21.111.652136.414.51.75111.6:6311.21.43:.652116.414.51.75111.6:6411.21.4
62.65:114.414.51.75111.6:6411.21.462.674111.414.51.75111.6:6211.21.111.65:117.414.51.75111.6:6311.21.111.652121.414.51.75111.6:6411.21.111.653112.414.51.75111.6:6411.21.111.65:114.41:.81.78111.6:5871
.21.111.676112.422.51.75111.6:6411.21.111.652117.422.51.75111.6:6411.21.111.65:114.425.51.75111.6:6611.21.334.652121.425.51.75111.6:6611.21.334.65:114.425.51.75111.6:6611.21.334.674111.513.11.75111.6
:6211.21.466.652121.513.11.75111.6:6311.21.466.652116.513.11.52611.642111.21.111.642117.513.11.52611.642111.21.111.642119.
XjoufsPqt!Nbjou.Topx0XjoufsPqt!Nbjou.Topx0XjoufsPqt!Nbjou.Topx0XjoufsPqt!Nbjou.Topx0XjoufsPqt!Nbjou.Topx0XjoufsPqt!Nbjou.Topx0XjoufsPqt!Nbjou.Topx0XjoufsPqt!Nbjou.Topx0217!Tpmje!Xbtuf!Vujmj217!Tpmje!
Xbtuf!Vujmj43:!.!Cbslfs!Jnq.SPX!462!Cbslfs;!Tqsbhvf.B462!Cbslfs;!Tqsbhvf.BTusffu!Dbqjubm!FohjofTusffu!Dbqjubm!SPXTusffu!Dbqjubm!SpbexbTusffu!Dbqjubm!SpbexbQbslt!DQ!Gvoe!DbqjubmQbwf!Qsft!DpotusvdujpQb
wf!Qsft!Dpotusvdujp334!Qjoft!HTQ.TUSDU334!Qjoft!HTQ.TUSDU334!Qjoft!HTQ.TUSDU466!43oe;!Qjoft.TS38.466TX!43oe;!Qjoft.TS3TunXbufs!Tupsn!EsbjobTunXbufs!Tupsn!Esbjob
1502603137!1:;44;21Tbsbi!EfGpse!)TEfGpse*bqxbssou
XU653771XU653771XU653771XU653771XU653771XU653771XU653771XU653771XN648111XN64811143:6:6314626:6414626:641TQ6:6211TQ6:6311TQ6:6411TQ6:6411QD6:5871QQ6:6411QQ6:64113346:6613346:6613346:6614666:6234666:63
1TX642111TX642111
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!Sfqpsu 21221221221221221221221221721741441441441441441441441:422422425425425513513513513 Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
31
4:7/34898/38
5-486/::4-438/25:-223/::
.2-78:/12.2-118/19
25-92:/2125-245/96
Qbhf
221-111/11798-:66/8:
52/38:8/2391/52
3:2/57629/22277/36529/4:695/75
3-:3:/4:2-78:/12
22-116/1121-188/:1 47-697/58
637-921/95637-921/95
GVOE!UPUBMGVOE!UPUBM
HSBOE!UPUBM
XBSSBOU!TVNNBSZ!UPUBM
Kbojupsjbm!TvqqmjftWfijdmf!TvqqmjftQspgfttjpobm!TfswjdftDpousbdufe!TX!NbjoufoFrvjqnfou!SfoubmXbtuf!EjtqptbmSfqbjs!'!Nbjoufobodf!Njtdfmmbofpvt!TfswjdfQsjoujoh!TfswjdftSfqbjs!'!Nbjoufobodf!Tnbmm!Uppmt!
'!Njops!F
513.11.52611.642111.21.111.64211:.513.11.52611.642111.21.111.642121.513.11.52611.642111.21.111.652116.513.11.52611.642111.21.111.652158.513.11.52611.642111.21.111.656114.513.11.52611.642111.21.111.65
8115.513.11.52611.642111.21.111.659112.513.11.52611.642111.21.111.65:117.513.11.75111.6:6511.21.111.65:114.612.21.99111.659811.21.111.642119.612.21.99111.659811.21.111.646112.
TunXbufs!Tupsn!EsbjobTunXbufs!Tupsn!EsbjobTunXbufs!Tupsn!EsbjobTunXbufs!Tupsn!EsbjobTunXbufs!Tupsn!EsbjobTunXbufs!Tupsn!EsbjobTunXbufs!Tupsn!EsbjobTunXbufs!Tupsn!EsbjobTunXbufs!Dbq!QspkfdutGmuNou!QX.
Npups!Qppm!GmuNou!QX.Npups!Qppm!
1502603137!1:;44;21Tbsbi!EfGpse!)TEfGpse*bqxbssou
TX642111TX642111TX642111TX642111TX642111TX642111TX642111TX642111TX6:6511GN659811GN659811
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!Sfqpsu 513513513513513513513513513612612 Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
2
Qbhf
71439-71442
1503203137371532T266-8:7/95 1503203137!25;64;59Tbsbi!EfGpse!)TEfGpse*bqxbssou
J-!Uif!voefstjhofe-!ep!dfsujgz!voefs!qfobmuz!pg!qfskvsz-!uibu!uif!nbufsjbmt!ibwf!cffo!gvsojtife-!uif!tfswjdft!sfoefsfe-!ps!uif!mbcps!qfsgpsnfe!bt!eftdsjcfe!ifsfjo!boe!uibu!uif!dmbjn!jt!kvtu-!evf!boe!
bo!voqbje!pcmjhbujpo!bhbjotu!uif!Djuz!pg!Tqplbof!Wbmmfz-!boe!uibu!J!bn!bvuipsj{fe!up!bvuifoujdbuf!boe!dfsujgz!tbje!Dmbjn/`````````````````````````````````````````````!!````````````````Gjobodf!Ejsfdup
s!ps!eftjhoff!!!!EbufDpvodjm!nfncfs!sfwjfxfe;`````````````````````````````````````````````!!````````````````Nbzps!!!!!!!Ebuf`````````````````````````````````````````````!!````````````````Dpvodjm!Nfnc
fs!!!!!!Ebuf!
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!Sfqpsu EBUF;XBSSBOU;BNPVOU;Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
3
DIFDL
Qbhf
WPVDIFS
34/6134/6134/61
583/52292/27411/96848/41
3-134/163-527/8:
BNPVOU
34/6134/6134/61
583/52292/27411/96848/41
3-134/163-527/8:
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
JOWPJDF 56144/1419!313756144/141:!313756144/:1:1!313756144/:1:2!313756144/:237!313756312/1233!313756285/:144!313756333/1424!313746352/5212!3137
150410313715041031371504103137150410313715041031371504103137150410313715041031371504103137
EVF!EBUF
JOWJOWJOWJOWJOWJOWJOWJOWJOW
UZQF
Uby'BttnuUby'BttnuUby'BttnuUby'BttnuUby'BttnuUby'BttnuUby'BttnuUby'BttnuUby'Bttnu
QP
334TUSDU334TUSDU334TUSDU334TUSDU334TUSDUDICmeNyPGNyPGNyQSQbslt
Pqfsbujoh!'!BQ
111111111111111111111111111111111111
SFNJU
655114655114655114655114655114655114655114655114655114
::2211
1503203137
3346:6613346:6613346:6613346:6613346:661DI629411PG629411PG629411QS687911
222222222
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371532T21503203137 1503203137!25;64;59Tbsbi!EfGpse!)TEfGpse*bqxbssou
TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!
734734734734734734734734734
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
4
DIFDL
Qbhf
WPVDIFS
34/6134/6134/6134/6134/61
26:/55331/98
2-332/966-176/96
BNPVOU
34/6134/6134/6134/6134/61
26:/55331/98
2-332/966-176/96
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
JOWPJDF 55152/1213!313755152/1214!313755152/1215!313755152/:118!313755152/:157!313755152/:159!313756157/:173!3137561:4/1757!313756212/:179!3137
150410313715041031371504103137150410313715041031371504103137150410313715041031371504103137
EVF!EBUF
JOWJOWJOWJOWJOWJOWJOWJOWJOW
UZQF
Uby'BttnuUby'BttnuUby'BttnuUby'BttnuUby'BttnuUby'BttnuUby'BttnuUby'BttnuUby'Bttnu
QP
QSQbsltQSQbsltQSQbsltQSQbsltQSQbsltQSQbsltQSQbsltQSQbsltQSQbslt
Pqfsbujoh!'!BQ
111111111111111111111111111111111111
SFNJU
655114655114655114655114655114655114655114655114655114
::2211
1503203137
QS687911QS687911QS687911QS687911QS687911QS687911QS687911QS687911QS687911
222222222
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371532T21503203137 1503203137!25;64;59Tbsbi!EfGpse!)TEfGpse*bqxbssou
TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!
734734734734734734734734734
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
5
DIFDL
Qbhf
WPVDIFS
91/84
645/:1597/39:68/12
9-449/963-539/493-:77/872-312/882-755/22
BNPVOU
91/84
645/:1597/39:68/12
9-449/963-539/493-:77/872-312/882-755/22
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
JOWPJDF 56216/:121!313756225/:126!313756273/1438!313756285/:142!313756285/:16:!313756285/:175!313756285/:176!313756293/:243!313756326/4212!3137
150410313715041031371504103137150410313715041031371504103137150410313715041031371504103137
EVF!EBUF
JOWJOWJOWJOWJOWJOWJOWJOWJOW
UZQF
Uby'BttnuUby'BttnuUby'BttnuUby'BttnuUby'BttnuUby'BttnuUby'BttnuUby'BttnuUby'Bttnu
QP
QSQbsltQSQbsltQSQbsltQSQbsltQSQbsltQSQbsltQSQbsltQSQbsltQSQbslt
Pqfsbujoh!'!BQ
111111111111111111111111111111111111
SFNJU
655114655114655114655114655114655114655114655114655114
::2211
1503203137
QS687911QS687911QS687911QS687911QS687911QS687911QS687911QS687911QS687911
222222222
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371532T21503203137 1503203137!25;64;59Tbsbi!EfGpse!)TEfGpse*bqxbssou
TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!
734734734734734734734734734
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
6
DIFDL
Qbhf
WPVDIFS
791/67789/417:8/4:477/52452/86269/61219/61
2-146/822-582/:7
BNPVOU
791/67789/417:8/4:477/52452/86269/61219/61
2-146/822-582/:7
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
JOWPJDF 56343/:234!313756352/:223!313756353/1:12!313756382/:118!313756382/:119!313756384/:147!313756443/2628!313757462/:254!313757463/:25:!3137
150410313715041031371504103137150410313715041031371504103137150410313715041031371504103137
EVF!EBUF
JOWJOWJOWJOWJOWJOWJOWJOWJOW
UZQF
Uby'BttnuUby'BttnuUby'BttnuUby'BttnuUby'BttnuUby'BttnuUby'BttnuUby'BttnuUby'Bttnu
QP
QSQbsltQSQbsltQSQbsltQSQbsltQSQbsltQSQbsltQSQbsltQSQbsltQSQbslt
Pqfsbujoh!'!BQ
111111111111111111111111111111111111
SFNJU
655114655114655114655114655114655114655114655114655114
::2211
1503203137
QS687911QS687911QS687911QS687911QS687911QS687911QS687911QS687911QS687911
222222222
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371532T21503203137 1503203137!25;64;59Tbsbi!EfGpse!)TEfGpse*bqxbssou
TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!
734734734734734734734734734
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
7
DIFDL
Qbhf
WPVDIFS
34/6134/61
339/61259/61658/68658/26366/99
4-263/::2-426/4:
BNPVOU
34/6134/61
339/61259/61658/68658/26366/99
4-263/::2-426/4:
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
JOWPJDF 57465/:261!313757466/:262!313765143/:18:!313765143/:191!313766183/1429!313766183/1435!313766293/2664!313766293/2734!313766293/2735!3137
150410313715041031371504103137150410313715041031371504103137150410313715041031371504103137
EVF!EBUF
JOWJOWJOWJOWJOWJOWJOWJOWJOW
UZQF
Uby'BttnuUby'BttnuUby'BttnuUby'BttnuUby'BttnuUby'BttnuUby'BttnuUby'BttnuUby'Bttnu
QP
QSQbsltQSQbsltQSQbsltQSQbsltQSQbsltQSQbsltQSQbsltQSQbsltQSQbslt
Pqfsbujoh!'!BQ
111111111111111111111111111111111111
SFNJU
655114655114655114655114655114655114655114655114655114
::2211
1503203137
QS687911QS687911QS687911QS687911QS687911QS687911QS687911QS687911QS687911
222222222
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371532T21503203137 1503203137!25;64;59Tbsbi!EfGpse!)TEfGpse*bqxbssou
TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!
734734734734734734734734734
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
8
DIFDL
Qbhf
WPVDIFS
41/11
325/:763:/46916/17544/:5792/5:787/93791/:9
4-232/13
BNPVOU
41/11
325/:763:/46916/17544/:5792/5:787/93791/:9
4-232/13
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
JOWPJDF 662:3/:175!313756332/:315!313766284/3:12!313766296/:133!3137662:3/:159!313756333/4312!313756332/:2:2!313756342/4512!313756225/:11:!3137
150410313715041031371504103137150410313715041031371504103137150410313715041031371504103137
EVF!EBUF
JOWJOWJOWJOWJOWJOWJOWJOWJOW
UZQF
Uby'BttnuUby'BttnuUby'BttnuUby'BttnuUby'BttnuUby'BttnuUby'BttnuUby'BttnuUby'Bttnu
QP
QSQbsltQSQbsltQSQbsltQSQbsltQSQbsltQSQbsltQSQbsltQSQbsltQSQbslt
Pqfsbujoh!'!BQ
111111111111111111111111111111111111
SFNJU
655114655114655114655114655114655114655114655114655114
::2211
1503203137
QS687911QS687911QS687911QS687911QS687911QS687911QS687911QS687911QS687911
222222222
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371532T21503203137 1503203137!25;64;59Tbsbi!EfGpse!)TEfGpse*bqxbssou
TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!
734734734734734734734734734
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
9
DIFDL
Qbhf
WPVDIFS
4/753/452/41
85/4826/1134/61
344/38248/54
2-9:6/28
BNPVOU
4/753/452/41
85/4826/1134/61
344/38248/54
2-9:6/28
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
JOWPJDF 66183/142:!313756333/1338!313756333/1341!313766184/4212!313766185/5812!313766185/5813!313746354/1918!313755153/:225!313756214/1516!3137
150410313715041031371504103137150410313715041031371504103137150410313715041031371504103137
EVF!EBUF
JOWJOWJOWJOWJOWJOWJOWJOWJOW
UZQF
Uby'BttnuUby'BttnuUby'BttnuUby'BttnuUby'BttnuUby'BttnuUby'BttnuUby'BttnuUby'Bttnu
QP
QSQbsltQNGbdQNGbdTXTEVuTXTEVuTXTEVuTXTEVuTXTEVuTXTEVu
Pqfsbujoh!'!BQ
111111111111111111111111111111111111
SFNJU
655114655114655114655114655114655114655114655114655114
::2211
1503203137
QS687911QN632611QN632611TX642111TX642111TX642111TX642111TX642111TX642111
222222222
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371532T21503203137 1503203137!25;64;59Tbsbi!EfGpse!)TEfGpse*bqxbssou
TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!
734734734734734734734734734
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
:
DIFDL
Qbhf
WPVDIFS
517/25
3-533/75
BNPVOU
66-8:7/9566-8:7/95
517/25
2-322/432-322/43
66-8:7/95
MJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBM
JOWPJDF 66182/1341!313756232/:229!3137
15041031371504103137
EVF!EBUF
JOWJOW
UZQF
Uby'BttnuUby'BttnuUby'Bttnu
XBSSBOU!UPUBM
QP
TXTEVuTUBenGbdTXTEVu
Pqfsbujoh!'!BQ
11111111
SFNJU
655114655114655114
::2211
1503203137
TX642111TU654611TX642111
223
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJM
371532T21503203137 1503203137!25;64;59Tbsbi!EfGpse!)TEfGpse*bqxbssou
TQPLBOF!DP!USFBTVSFS!TQPLBOF!DP!USFBTVSFS!
JOWPJDFT
76
734734
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
21
87/:682/67
393/47399/79
.835/18.411/78
Qbhf
.28-2:2/76
BWMC!CVEHFU
835/18 835/18
3-134/163-828/753-239/552-322/43 2-322/43 2-911/78 2-911/78
BNPVOU
56-2:2/76 63-171/8966-8:7/9566-8:7/95
GVOE!UPUBMGVOE!UPUBMGVOE!UPUBMGVOE!UPUBM
HSBOE!UPUBM
XBSSBOU!TVNNBSZ!UPUBM
Ubyft!boe!BttfttnfoutUbyft!boe!BttfttnfoutUbyft!boe!BttfttnfoutUbyft!boe!BttfttnfoutUbyft!boe!BttfttnfoutUbyft!boe!BttfttnfoutUbyft!boe!Bttfttnfout
BDDPVOU 112.21.41211.629411.21.111.655114.112.21.41:11.629411.21.111.655114.112.31.41411.632611.21.111.655114.112.81.87111.687911.21.111.655114.212.51.53111.654611.21.111.655114.425.51.75111.6:6611.2
1.334.655114.513.11.52611.642111.21.111.655114.
1503203137
DIbmm!Cmeh!NbjoufobodPuiGbd!NbjoufobodfQsfdNy!GbdjmjujftQ'Sben!Qbsl!Gbd.Hfo!QTusBen!Benjo.Gbdjmjuj334!Qjoft!HTQ.TUSDUTunXbufs!Tupsn!Esbjob
371532T21503203137 1503203137!25;64;59Tbsbi!EfGpse!)TEfGpse*bqxbssou
PSH DI629411PG629411QN632611QS687911TU6546113346:661TX642111
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuXbssbou!Tvnnbsz XBSSBOU;EVF!EBUF;GVOE 112112112112212425513 Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
2
Qbhf
71443-71489
1503203137371532T3298-17:/14 1503203137!26;31;17Tbsbi!EfGpse!)TEfGpse*bqxbssou
J-!Uif!voefstjhofe-!ep!dfsujgz!voefs!qfobmuz!pg!qfskvsz-!uibu!uif!nbufsjbmt!ibwf!cffo!gvsojtife-!uif!tfswjdft!sfoefsfe-!ps!uif!mbcps!qfsgpsnfe!bt!eftdsjcfe!ifsfjo!boe!uibu!uif!dmbjn!jt!kvtu-!evf!boe!
bo!voqbje!pcmjhbujpo!bhbjotu!uif!Djuz!pg!Tqplbof!Wbmmfz-!boe!uibu!J!bn!bvuipsj{fe!up!bvuifoujdbuf!boe!dfsujgz!tbje!Dmbjn/`````````````````````````````````````````````!!````````````````Gjobodf!Ejsfdup
s!ps!eftjhoff!!!!EbufDpvodjm!nfncfs!sfwjfxfe;`````````````````````````````````````````````!!````````````````Nbzps!!!!!!!Ebuf`````````````````````````````````````````````!!````````````````Dpvodjm!Nfnc
fs!!!!!!Ebuf!
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!Sfqpsu EBUF;XBSSBOU;BNPVOU;Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
3
DIFDL
Qbhf
WPVDIFS
.:/44
5:/9555/78
.29/77.29/77
683/36 683/36 383/56 431/42 486/11 486/11
BNPVOU
.:/44
5:/9555/78
.29/77.29/77
683/36383/56486/11
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 666992QZ7.2IIQ.4KW52LI8.RGLL.G24I2NQK.D:QK.O75K2NX2.WLWW.Q7HO2NX2.WLWW.Q8822XLK.5S:2.GEHNJ221:96
1601803137150350313716021031371503:031371601:031371601:0313716025031371602103137
EVF!EBUF
JOWJOWJOWDSNDSNDSNJOWJOW
UZQF
S'NtvqqTbgfTvqqNjtdTvqqNjtdTvqqNjtdTvqqNjtdTvqqPggTvqqNjtdTwd
QP
DYCmeNyDQFe0SfdQJDpnFwouQJDpnFwouQJDpnFwouQJDpnFwouHHNyQYQbslt
Pqfsbujoh!'!BQ
11121112111211121112111211121112
SFNJU
64211964211764211164211164211164211164211265:117
::2211
1503203137
DY686611DQ682311QJ684:::QJ684:::QJ684:::QJ684:::HH629411QY687911
22222222
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371532T31503203137 1503203137!26;31;17Tbsbi!EfGpse!)TEfGpse*bqxbssou
BN!IBSEXBSFBNB\[PO!DBQJUBM!TFSWJDBNB\[PO!DBQJUBM!TFSWJDBNB\[PO!DBQJUBM!TFSWJDBNB\[PO!DBQJUBM!TFSWJDBNB\[PO!DBQJUBM!TFSWJDBNB\[PO!DBQJUBM!TFSWJDBNFSJDBO!POTJUF!TFSWJ
434813813813813813813461
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
4
DIFDL
Qbhf
WPVDIFS
65/35 65/35
711/11 711/11
9-:63/:7 9-:63/:7 5-3::/22 5-3::/22 6-374/27 6-374/27 9-662/26 9-662/26
BNPVOU
65/35
649/36916/359::/7:711/11
7-81:/895-3::/226-374/279-662/26
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 11114:.996.2628354351111!5/:/3717:2!Nbs!31372824!Nbs!31372:52!Nbs!31375544!Nbs!3137
160120313716012031371601503137160150313716015031371601503137
EVF!EBUF
JOWJOWJOWJOWJOWJOW
UZQF
UfmTwdHbt0FmfdHbt0FmfdHbt0FmfdHbt0FmfdBDJMjbcmuzBDJMjbcmuzBDJMjbcmuzBDJMjbcmuz
QP
QSQbsltBRQppmtDYCmeNyQYQbsltTWQEDbnqNyHfofsbm!GEHfofsbm!GEHfofsbm!GEHfofsbm!GE
Pqfsbujoh!'!BQ
111211121112111211121112
SFNJU
653113658112658112658112658112324213324213324213324213
::2211
1503203137
QS687911BR687311DY686611QY687911QD632611HG112111HG112111HG112111HG112111
223452222
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371532T31503203137 1503203137!26;31;17Tbsbi!EfGpse!)TEfGpse*bqxbssou
BQQMFUSFF!BOTXFSTBWJTUBCBOOFS!CBOLCBOOFS!CBOLCBOOFS!CBOLCBOOFS!CBOL
7:7:7:7:
931327
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
5
DIFDL
Qbhf
WPVDIFS
718/32 718/32 211/11 211/11 28:/::28:/::769/2:769/2:
3-223/3:3-223/3:3-146/91 3-146/91
BNPVOU
718/32211/1128:/::769/2:
3-223/3:3-146/91
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 5648!Nbs!31375712!Nbs!31375926!Nbs!31377631!Nbs!313791:2!Nbs!31379327!Nbs!3137
160150313716015031371601503137160150313716015031371601503137
EVF!EBUF
JOWJOWJOWJOWJOWJOW
UZQF
BDJMjbcmuzBDJMjbcmuzBDJMjbcmuzBDJMjbcmuzBDJMjbcmuzBDJMjbcmuz
QP
Hfofsbm!GEHfofsbm!GEHfofsbm!GEHfofsbm!GEHfofsbm!GEHfofsbm!GE
Pqfsbujoh!'!BQ
111211121112111211121112
SFNJU
324213324213324213324213324213324213
::2211
1503203137
HG112111HG112111HG112111HG112111HG112111HG112111
222222
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371532T31503203137 1503203137!26;31;17Tbsbi!EfGpse!)TEfGpse*bqxbssou
CBOOFS!CBOLCBOOFS!CBOLCBOOFS!CBOLCBOOFS!CBOLCBOOFS!CBOLCBOOFS!CBOL
7:7:7:7:7:7:
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
6
DIFDL
Qbhf
WPVDIFS
8:/928:/858:/928:/858:/858:/928:/928:/928:/92
BNPVOU
8:/928:/858:/928:/858:/858:/928:/928:/928:/92
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
JOWPJDF 1893:78188468118917171886:17188939618963321898578189:89218:322:
15013031371401603137140370313714023031371402:031371501:03137150270313715034031371504103137
EVF!EBUF
JOWJOWJOWJOWJOWJOWJOWJOWJOW
UZQF
NjtdTwdNjtdTwdNjtdTwdNjtdTwdNjtdTwdNjtdTwdNjtdTwdNjtdTwdNjtdTwd
QP
DQFe0SfdDQFe0SfdDQFe0SfdDQFe0SfdDQFe0SfdDQFe0SfdDQFe0SfdDQFe0SfdDQFe0Sfd
Pqfsbujoh!'!BQ
111211121112111211121112111211121112
SFNJU
65:11765:11765:11765:11765:11765:11765:11765:11765:117
::2211
1503203137
DQ682311DQ682311DQ682311DQ682311DQ682311DQ682311DQ682311DQ682311DQ682311
222222222
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371532T31503203137 1503203137!26;31;17Tbsbi!EfGpse!)TEfGpse*bqxbssou
CMVF!SJCCPO!MJOFO!TVQCMVF!SJCCPO!MJOFO!TVQCMVF!SJCCPO!MJOFO!TVQCMVF!SJCCPO!MJOFO!TVQCMVF!SJCCPO!MJOFO!TVQCMVF!SJCCPO!MJOFO!TVQCMVF!SJCCPO!MJOFO!TVQCMVF!SJCCPO!MJOFO!TVQCMVF!SJCCPO!MJOFO!TVQ
31::31::31::31::31::31::31::31::31::
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
7
DIFDL
Qbhf
WPVDIFS
793/78267/58499/95:39/76693/:5417/:3898/1865:/26353/84
6-454/63
BNPVOU
793/78267/58499/95:39/76693/:5417/:3898/1865:/26353/84
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBM
JOWPJDF T1885347T1888161T1889:72T1892863T1897486T189:::9T1895235T1899191T18:3485
140160313714023031371402:0313714037031371501:031371503403137150130313715027031371504103137
EVF!EBUF
JOWJOWJOWJOWJOWJOWJOWJOWJOW
UZQF
NjtdTwdNjtdTwdNjtdTwdNjtdTwdNjtdTwdNjtdTwdNjtdTwdNjtdTwdNjtdTwd
QP
DQFe0SfdDQFe0SfdDQFe0SfdDQFe0SfdDQFe0SfdDQFe0SfdDQFe0SfdDQFe0SfdDQFe0Sfd
Pqfsbujoh!'!BQ
111211121112111211121112111211121112
SFNJU
65:11765:11765:11765:11765:11765:11765:11765:11765:117
::2211
1503203137
DQ682311DQ682311DQ682311DQ682311DQ682311DQ682311DQ682311DQ682311DQ682311
222222222
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371532T31503203137 1503203137!26;31;17Tbsbi!EfGpse!)TEfGpse*bqxbssou
CMVF!SJCCPO!MJOFO!TVQCMVF!SJCCPO!MJOFO!TVQCMVF!SJCCPO!MJOFO!TVQCMVF!SJCCPO!MJOFO!TVQCMVF!SJCCPO!MJOFO!TVQCMVF!SJCCPO!MJOFO!TVQCMVF!SJCCPO!MJOFO!TVQCMVF!SJCCPO!MJOFO!TVQCMVF!SJCCPO!MJOFO!TVQ
31::31::31::31::31::31::31::31::31::
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
8
DIFDL
Qbhf
WPVDIFS
22/21 22/21
811/83 811/83 544/39 544/39 87:/62 87:/62
9-123/75 9-123/75
BNPVOU
:5/28:5/2822/2147/21
912/38811/83233/58233/5887:/62
3-514/8:5-918/69
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 476669HD112455885779!4025.5027037JOW.51358622827.556JOWFyq!5/21/37
150340313715029031371502203137160420313615034031371602103137
EVF!EBUF
JOWJOWJOWJOWJOWJOW
UZQF
EftluTXTvcEftluTXTvcTXBBTXfctjufTWDJoufsofuUfmTwdUfmTwdJoufsofuNjtdTwdKboTwdtFnqUswm
QP
QSQbsltSDFeSfdBduDQFe0SfdDNFyPggQSQbsltQSQbsltDQFe0SfdDQFe0SfdDYCmeNyDICmeNyGOGjoTwd
Pqfsbujoh!'!BQ
111211121112111311121111
SFNJU
65914265914265914365311565311965311365311365311965:117652132654112
::2211
1503203137
QS687911SD682111DQ682311DN624211QS687911QS687911DQ682311DQ682311DY686611DI629411GO625311
23422345222
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371532T31503203137 1503203137!26;31;17Tbsbi!EfGpse!)TEfGpse*bqxbssou
DJWJDQMVT!MMDDPEF!QVCMJTIJOH!DPNQBDPNDBTUEFQU!PG!MBCPS!'!JOEVTFowjsponfou!Dpouspm!TGBSS-!TBSBI
632216221
312:22493211
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
9
DIFDL
Qbhf
WPVDIFS
47/21 47/21 79/11 79/11
31:/22412/74 621/85 457/83 457/83 43:/96 43:/96
2-469/51 2-469/51
BNPVOU
79/11
31:/22412/74457/8343:/96
2-469/51
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF:974326154:974768959Fyq!5/25/37Fyq!5/7/37Nbs!3137Fyq!4/41/37
160120313716012031371602503137160170313716013031371503:03137
EVF!EBUF
JOWJOWJOWJOWJOWJOW
UZQF
PggTvqqPggTvqqFoqUswMpccFoqUswMpccXbufsFoqUswMpcc
QP
DICmeNyDICmeNyDDMfhBduDDMfhBduQYQbsltDDMfhBdu
Pqfsbujoh!'!BQ
111211121111111111111111
SFNJU
642112642112654121654121658113654121
::2211
1503203137
DI629411DI629411DD622711DD622711QY687911DD622711
222222
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371532T31503203137 1503203137!26;31;17Tbsbi!EfGpse!)TEfGpse*bqxbssou
HSBJOHFSHSBJOHFSIBMFZ-!QBNIPINBO-!KPIOJSWJO!XBUFS!EJTU/!$7!KBDLTPO-!BEBN
77877859549444671:
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
:
DIFDL
Qbhf
WPVDIFS
619/84 619/84
6-885/113-96:/:6 9-744/:6
BNPVOU
48-131/11 48-131/11 38-454/61 38-454/61
619/84
6-885/113-96:/:6
48-131/1138-454/61
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 463:5749Nbsdi!26.42592481592482Fyq!4/35/37
15041031371601203137160170313716014031371503403137
EVF!EBUF
JOWJOWJOWJOWJOW
UZQF
QsgTwdtHfoDQDbufsjohDpoBuuzDpoBuuzFoqUswMpcc
QP
QSQbsltDQPqtDDFyuMhmDMDBFyuBewDDMfhBdu
Pqfsbujoh!'!BQ
11121112111111111111
SFNJU
65211665:148652115652115654121
::2211
1503203137
QS687911DQ686611DD626561DB626521DD622711
22222
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371532T31503203137 1503203137!26;31;17Tbsbi!EfGpse!)TEfGpse*bqxbssou
LJNMFZ.IPSO!BOE!BTTPDJomboe!Opsuixftu!DbufMVLJOT!'!BOOJT!Q/TMVLJOT!'!BOOJT!Q/TNBOU\[-!HMPSJB
354354
398844183129
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
21
DIFDL
Qbhf
WPVDIFS
8-973/612-288/11:-14:/61 2-212/9:2-212/9:
BNPVOU
53-2:7/67 53-2:7/67
32/13
385/9:246/15877/37748/56319/83
8-966/2:2-45:/813-6:9/113-7:3/7:3-712/:62-655/:27-314/782-446/638-973/612-288/112-212/9:
25-291/38
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF Nbs!3137217565217564Fyq!5/:/37Fyq!4/36/37!)3*
1504103137160210313716021031371601:031371503503137
EVF!EBUF
JOWJOWJOWJOWJOW
UZQF
CME0CSFBUIHFOGVOE51HFOGVOE61HFOGVOE65EUIJOWBDUUSBVNBDBSFXTQIXZBDUXTCDDTDIXZTBGBDUDBSUIGUQSWUSNCSOJOKEPMUFDITQUKJTBDDUTD\[OTBGFDpoBuuzDpoBuuzFoqUswMpccFnqUswm
QP
QUDsuSnuFyQUDsuSnuFyQUDsuSnuFyQUDsuSnuFyQUDsuSnuFyQUDsuSnuFyQUDsuSnuFyQUDvtuSnuQUDsuSnuFyQUDsuSnuFyQUDsuSnuFyQUDsuSnuFyQUDsuSnuFyQUDsuSnuFyDBFyuBewDBFyuBewDDMfhBduITInmtTwdt
Pqfsbujoh!'!BQ
11121112111211111111
SFNJU
619117619123619124619125619122619113619118619134619121619115619116619139619127619128652115652115654121654112
::2211
1503203137
QU697111QU697111QU697111QU697111QU697111QU697111QU697111QU69:411QU697111QU697111QU697111QU697111QU697111QU697111DB626521DB626521DD622711IT676511
23456789:2222
DT:::111
2122232425
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371532T31503203137 1503203137!26;31;17Tbsbi!EfGpse!)TEfGpse*bqxbssou
XBTIJOHUPO!TUBUF!USFBQBDJGJDB!MBX!HSPVQ!MMQBDJGJDB!MBX!HSPVQ!MMQBEEFO-!MBVSBSPCJTPO-!FSJD
332477477
31872672
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
22
DIFDL
Qbhf
WPVDIFS
41/:7 41/:7
319/83 319/83 2:1/55 2:1/55 563/82 563/82 438/41 438/41 285/33 285/33 289/76
BNPVOU
41/:739/92
2:1/55563/82438/41256/52289/76
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 147944BSW078524829Nbs!31376.TQ57934Bqs!3137!$291249:25::
150410313715022031371504103137160170313716018031371504103137
EVF!EBUF
JOWJOWJOWJOWJOWJOW
UZQF
S'NtvqqTnbmmUppmDOUZDSNWJDQsgTwdtHfoXbufsXbufsNjtdTwd
QP
DICmeNyGNQXNQQUDsuSnuFyITInmtTwdtQYQbsltTXTEVuHHPuTwdt
Pqfsbujoh!'!BQ
111211121111111211121112
SFNJU
64211964611261911465211665811365811365:117
::2211
1503203137
DI629411GN659811QU697111IT676511QY687911TX642111HH629:11
2222232
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371532T31503203137 1503203137!26;31;17Tbsbi!EfGpse!)TEfGpse*bqxbssou
SVHHJFSP(T!BDF!IBSEXBTOBQ.PO!JODTQPLBOF!DP!QSPTFDVUJOTQPLBOF!DP!UJUMF!DPTQPLBOF!DP!XBUFS!EJTUTufsjdzdmf!Jod/
754336521365
38634143
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
23
DIFDL
Qbhf
WPVDIFS
29/51
.29/51
289/76 274/72538/4621:/19 811/15:66/77
2-484/58 2-484/58 2-415/84
BNPVOU
29/51
.29/51
274/72538/4621:/19:66/77
2-484/582-415/84
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF:357:4::12:3581:8:78:358534386:358724271:35872426:96451:6173518.2326.2769.4733518.2326.2769.474
15023031371502803137150370313716013031371601303137160120313716012031371601203137
EVF!EBUF
JOWJOWDSNJOWJOWJOWJOWJOW
UZQF
PqTvqqKboTvqqTbgfTvqqKboTvqqTbgfTvqqTvctdTwdCmeHseNyCmeHseNy
QP
DQFe0SfdDQFe0SfdDQFe0SfdDQFe0SfdDQFe0SfdDBJouBewQNGbdDICmeNy
Pqfsbujoh!'!BQ
11121112111211121112111211121112
SFNJU
64211564211:64211764211:64211765:112659118659118
::2211
1503203137
DQ682311DQ682311DQ682311DQ682311DQ682311DB626421QN632611DI629411
22222222
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371532T31503203137 1503203137!26;31;17Tbsbi!EfGpse!)TEfGpse*bqxbssou
IE!Tvqqmz!Gbdjmjujft!IE!Tvqqmz!Gbdjmjujft!IE!Tvqqmz!Gbdjmjujft!IE!Tvqqmz!Gbdjmjujft!IE!Tvqqmz!Gbdjmjujft!UIPNTPO!SFVUFST.XFTUXBMM!BOE!DPNQBOZ!MMDXBMM!BOE!DPNQBOZ!MMD
53::18:18
257:257:257:257:257:
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
24
DIFDL
Qbhf
WPVDIFS
349/::349/::3:8/8:793/67367/53
3-371/4:2-361/11 2-361/112-347/88
BNPVOU
298-17:/14
349/::527/78527/77527/783:8/8:793/67214/75263/89
298-17:/14
MJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOUMJOF!BNPVOU
DIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBMDIFDL!UPUBM
JOWPJDF 67976923487313715111468931371511166333137151136821
15035031371601:03137160120313716012031371601203137
EVF!EBUF
JOWJOWJOWJOWJOW
UZQF
KboTvqqNfncfstiqNfncfstiqNfncfstiqOXJogBddJoufsofuOXjogTDSBQOXJogBdd
XBSSBOU!UPUBM
QP
DQFe0SfdQSQbsltSDFeSfdBduDQFe0SfdHHPuTwdtHHPuTwdtHHPuTwdtHHPuTwdt
Pqfsbujoh!'!BQ
11111111111211121112
SFNJU
64211:65:11365:11365:113653121653119653122653121
::2211
1503203137
DQ682311QS687911SD682111DQ682311HH629:11HH629:11HH629:11HH629:11
22342223
DT:::111
BDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJMBDDPVOU!EFUBJM
371532T31503203137 1503203137!26;31;17Tbsbi!EfGpse!)TEfGpse*bqxbssou
XBMUFS!F!OFMTPO!DPXBTIJOHUPO!SFDSFBUJPO\[BZP!HSPVQ!MMD\[BZP!HSPVQ!MMD\[BZP!HSPVQ!MMD
JOWPJDFT
57 8:
665214214214
DBTI!BDDPVOU;
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuEfubjm!Jowpjdf!Mjtu XBSSBOU;EVF!EBUF;WFOEPS Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
25
561/27915/:::97/158:2/399:1/2338:/44
.299/63
4-817/567-59:/377-283/614-3::/394-391/782-246/172-8:3/532-685/442-784/716-233/848-756/115-8:8/235-556/624-683/812-4:2/462-235/84
.2-418/53.3-276/97
41-395/3622-399/6833-755/9222-437/6392-891/1724-569/3738-:38/2325-979/29:6-11:/9555-778/7157-852/9627-625/91
Qbhf
239-9:3/56
.296-577/94
BWMC!CVEHFU
.2/:9
41/:75:/95:5/2822/2147/21
649/36621/8587:/62811/83274/72886/53233/58527/78683/36383/56793/67561/68214/75289/76438/41319/839::/7::66/77259/52233/58912/38527/78916/35
2-484/583-466/2:6-885/112-415/845-918/696-454/637-81:/89
BNPVOU
22-9::/5638-454/6135-517/:148-131/11
Hbt0Fmfdusjd!Tfswjdf!Tvctdsjqujpo!TfswjdftDpousbdu!Buupsofz!TfsFnq!Usbwfm!Sfjnc!.!GfDpousbdu!Buupsofz!TfsPggjdf!Tvqqmjft0FrvjqSfqbjs!'!Nbjoufobodf!Kbojupsjbm!TfswjdftCvjmejoh0Hspvoet!Sfq!Xfc!Tjuf!Tfs
wjdfPqfsbujoh!TvqqmjftTbgfuz!TvqqmjftKbojupsjbm!TvqqmjftUfmfqipof!TfswjdfJoufsofu!TfswjdfIptufe!Tpguxbsf!bt!b!NfncfstijqtNjtdfmmbofpvt!TfswjdfDfoufsQmbdf!Dbufsjoh!Sfqbjs!'!Nbjoufobodf!Hbt0Fmfdusjd!Tf
swjdf!Njtdfmmbofpvt!TfswjdfFnqmpzff!Usbwfm!FyqfoBDJ!MjbcjmjuzPggjdf!Tvqqmjft0FrvjqJoufsofu!TfswjdfOfuxpsl!JogsbtusvduvsOfuxpsl!Jog!Bddftt.TDNjtdfmmbofpvt!TfswjdfQspgfttjpobm!TfswjdftFnqmpzff!Usbwfm!F
yqfoHbt0Fmfdusjd!Tfswjdf!Njtdfmmbofpvt!TvqqmjfCvjmejoh0Hspvoet!Sfq!Qspgfttjpobm!TfswjdftUfmfqipof!TfswjdfJoufsofu!TfswjdfEftlupq!TX!Tvctdsjqu0NfncfstijqtHbt0Fmfdusjd!Tfswjdf!
BDDPVOU 112.81.87311.687311.21.111.658112.112.21.26111.626421.21.111.65:112.112.21.26111.626521.21.111.652115.112.21.22111.622711.21.111.654121.112.21.22111.626561.21.111.652115.112.21.41211.629411.2
1.111.642112.112.21.41211.629411.21.111.642119.112.21.41211.629411.21.111.652132.112.21.41211.629411.21.111.659118.112.21.24111.624211.21.111.653115.112.81.87611.682111.21.111.642115.112.81.87611.682
111.21.111.642117.112.81.87611.682111.21.111.64211:.112.81.87611.682111.21.111.653113.112.81.87611.682111.21.111.653119.112.81.87611.682111.21.111.659143.112.81.87611.682111.21.111.65:113.112.81.8761
1.682111.21.111.65:117.112.81.87611.686611.21.111.65:148.112.81.41311.686611.21.111.642119.112.81.41311.686611.21.111.658112.112.81.41311.686611.21.111.65:117.112.21.25111.625311.21.111.654112.112.11
.11111.111111.11.111.324213.112.21.:1111.629411.21.111.642112.112.21.:1111.629:11.21.111.653119.112.21.:1111.629:11.21.111.653121.112.21.:1111.629:11.21.111.653122.112.21.:1111.629:11.21.111.65:117.1
12.71.56111.676511.21.111.652116.112.71.56111.676511.21.111.654112.112.31.41711.632611.21.111.658112.112.71.23111.684:11.::.111.642111.112.31.41411.632611.21.111.659118.112.81.87111.687911.21.111.652
116.112.81.87111.687911.21.111.653113.112.81.87111.687911.21.111.653119.112.81.87111.687911.21.111.659142.112.81.87111.687911.21.111.65:113.112.81.87411.687911.21.111.658112.
1503203137
Brvb!Qbsl!Gbd.QppmtDjuzBuuz!Joufsobm!BewDjuzBuuz!Fyufsobm!BewDpvodjm!Mfhjtmbujwf!BDpvodjm!Fyu!Mfhbm!DmbDIbmm!Cmeh!NbjoufobodDIbmm!Cmeh!NbjoufobodDIbmm!Cmeh!NbjoufobodDIbmm!Cmeh!NbjoufobodDjuzNbo!Fyfd
vujwf!PggDfoufsQmbdf!BdujwjujfDfoufsQmbdf!BdujwjujfDfoufsQmbdf!BdujwjujfDfoufsQmbdf!BdujwjujfDfoufsQmbdf!BdujwjujfDfoufsQmbdf!BdujwjujfDfoufsQmbdf!BdujwjujfDfoufsQmbdf!BdujwjujfDQ!NQ0Dpnn!Dfoufs!PqfD
Y!NQ0Dpnn!Dfoufs!NY!DY!NQ0Dpnn!Dfoufs!NY!DY!NQ0Dpnn!Dfoufs!NY!Gjobodf!Gjobodjbm!TfsHfofsbm!GvoeHfoHpw!Gbdjmjujft!NbjHfoHpw!Pui!Dfousbm!TfHfoHpw!Pui!Dfousbm!TfHfoHpw!Pui!Dfousbm!TfHfoHpw!Pui!Dfousbm!T
fIpvtjoh!TT.Ipnfmftt!TIpvtjoh!TT.Ipnfmftt!TQpmjdf!Dbnqvt!NbjoufoQJP.Dvmu0Dpnn!Fwfout.QsfdNy!GbdjmjujftQ'Sben!Qbsl!Gbd.Hfo!QQ'Sben!Qbsl!Gbd.Hfo!QQ'Sben!Qbsl!Gbd.Hfo!QQ'Sben!Qbsl!Gbd.Hfo!QQ'Sben!Qbsl!G
bd.Hfo!QQbsltNou!Qbsl!Gbd.Hfo
371532T31503203137 1503203137!26;31;17Tbsbi!EfGpse!)TEfGpse*bqxbssou
PSH BR687311DB626421DB626521DD622711DD626561DI629411DI629411DI629411DI629411DN624211DQ682311DQ682311DQ682311DQ682311DQ682311DQ682311DQ682311DQ682311DQ686611DY686611DY686611DY686611GO625311HG112111HH6
29411HH629:11HH629:11HH629:11HH629:11IT676511IT676511QD632611QJ684:::QN632611QS687911QS687911QS687911QS687911QS687911QY687911
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!SfqpsuXbssbou!Tvnnbsz XBSSBOU;EVF!EBUF;GVOE 1121121121121121121121121121121121121121121121121121121121121121121121121121121121121121121121121121121121121121121
12112 Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
26
82/4522/87
::4/78
7-147/329-626/475-542/496-751/:85-497/743-248/339-856/25
59-682/9923-511/1172-177/8525-143/2338-:94/6521-261/9:88-584/:175-1:5/7525-394/2428-148/61
Qbhf
24:-418/64
39/92 39/92 32/13
486/11527/772:1/55 2:1/55 563/82877/37748/56246/15385/9:
2-614/923-514/8:2-45:/813-7:3/7:3-712/:68-966/2:7-314/782-446/632-655/:23-6:9/11
25-291/38 53-75:/38
255-311/62298-17:/14298-17:/14
GVOE!UPUBMGVOE!UPUBMGVOE!UPUBMGVOE!UPUBM
HSBOE!UPUBM
XBSSBOU!TVNNBSZ!UPUBM
Xbufs!TfswjdfNjtdfmmbofpvt!TfswjdfEftlupq!TX!Tvctdsjqu0NfncfstijqtXbufs!TfswjdfTnbmm!Uppmt!'!Njops!FUSBVNB!DBSFDOUZ!DSJNF!WJDUJNTBVUP!UIGU!QSFWUSVN!CSBJO!JOKMBC.CME0CSFBUIXTQ!IJXBZ!BDDUIXZ!TBGFUZ!BDU
EFBUI!JOW!BDDUTU!HFO!GVOE!51TU!HFO!GVOE!61TU!HFO!GVOE!65KJT!BDDPVOUTDI!\[POF!TBGFUZEPM!UFDI!TVQQXTCDD!TVSDIBSHF
112.81.87411.687911.21.111.658113.112.81.87411.687911.21.111.65:117.112.81.87211.682111.21.111.659142.112.81.87211.682111.21.111.65:113.513.11.52611.642111.21.111.658113.612.21.99111.659811.21.111.64
6112.743.11.:1111.697111.21.111.619113.743.11.:1111.697111.21.111.619114.743.11.:1111.697111.21.111.619115.743.11.:1111.697111.21.111.619116.743.11.:1111.697111.21.111.619117.743.11.:1111.697111.21.1
11.619118.743.11.:1111.697111.21.111.619121.743.11.:1111.697111.21.111.619122.743.11.:1111.697111.21.111.619123.743.11.:1111.697111.21.111.619124.743.11.:1111.697111.21.111.619125.743.11.:1111.697111
.21.111.619127.743.11.:1111.697111.21.111.619128.743.11.:1111.697111.21.111.619139.743.11.:1111.69:411.21.111.619134.
QbsltNou!Qbsl!Gbd.HfoQbsltNou!Qbsl!Gbd.HfoSfd!Fevd0Sfd!BdujwjujSfd!Fevd0Sfd!BdujwjujTunXbufs!Tupsn!EsbjobGmuNou!QX.Npups!Qppm!743!Dpvsu!Sfnjuubodft743!Dpvsu!Sfnjuubodft743!Dpvsu!Sfnjuubodft743!Dpvsu!
Sfnjuubodft743!Dpvsu!Sfnjuubodft743!Dpvsu!Sfnjuubodft743!Dpvsu!Sfnjuubodft743!Dpvsu!Sfnjuubodft743!Dpvsu!Sfnjuubodft743!Dpvsu!Sfnjuubodft743!Dpvsu!Sfnjuubodft743!Dpvsu!Sfnjuubodft743!Dpvsu!Sfnjuubodf
t743!Dpvsu!Sfnjuubodft743!Dvtupejbm!Sfnjuub
1503203137!26;31;17Tbsbi!EfGpse!)TEfGpse*bqxbssou
QY687911QY687911SD682111SD682111TX642111GN659811QU697111QU697111QU697111QU697111QU697111QU697111QU697111QU697111QU697111QU697111QU697111QU697111QU697111QU697111QU69:411
Djuz!pg!Tqplbof!Wbmmfz-!XB!BQ!Difdl!Svo!Sfqpsu 112112112112513612743743743743743743743743743743743743743743743 Sfqpsu!hfofsbufe;Vtfs;Qsphsbn!JE;
CITY OF SPOKANE VALLEY
Request for Council Action
Meeting Date: April 28, 2026 Department Director Approval:
Item: Check all that apply: consent old business new business public hearing
information admin. report pending legislation
AGENDA ITEM TITLE: Payroll for Pay Period Ending March 31, 2026
GOVERNING LEGISLATION:
PREVIOUS COUNCIL ACTION TAKEN:
BACKGROUND:
RECOMMENDED ACTION OR MOTION: Move to Approve above payroll. \[Approved as part of
the Consent Agenda, or may be removed and discussed separately.\]
STAFF CONTACT: Raba Nimri
CITY OF SPOKANE VALLEY
Request for Council Action
Meeting Date: April 28, 2026 Department Director Approval:
Item: Check all that apply: consent old business new business public hearing
information admin. report pending legislation
AGENDA ITEM TITLE: Payroll for Pay Period Ending April 15, 2026
GOVERNING LEGISLATION:
PREVIOUS COUNCIL ACTION TAKEN:
BACKGROUND:
RECOMMENDED ACTION OR MOTION: Move to Approve above payroll. \[Approved as part of
the Consent Agenda, or may be removed and discussed separately.\]
STAFF CONTACT: Raba Nimri
MINUTES
City of Spokane Valley
City Council Special Meeting
Executive Session
Tuesday, February 10, 2026
The meeting was called to order at 5:00 p.m. The meeting was held in person by Council and staff at the
Spokane Valley City Hall.
___________________
Attendance:
Councilmembers Staff
Laura Padden, Mayor John Hohman, City Manager
Tim Hattenburg, Deputy Mayor Erik Lamb, Deputy City Manager
Michael Kelly, Councilmember Kelly Konkright, City Attorney
Pam Haley, Councilmember Tony Beattie, Senior Deputy City Attorney
Jessica Yaeger, Councilmember Chad Knodel, IT Manager
Al Merkel, Councilmem Marci Patterson, City Clerk
Absent:
Ben Wick, Councilmember
ROLL CALL City Clerk Patterson called roll; all Councilmembers were present except Councilmember
Wick. It was moved by Councilmember Merkel, seconded and unanimously agreed to excuse
Councilmember Wick.
Councilmember Wick arrived at 5:04 p.m. and joined the rest of council in the executive session in progress.
1. Executive Session Pending Litigation RCW 42.30.110(1)(i)\].
It was moved by Deputy Mayor Hattenburg, seconded to adjourn into executive session for approximately
20 minutes to discuss the pending litigation, and that no action will be taken upon return to open session.
There was not any discussion. Vote by acclamation: in favor: Unanimous. Opposed: None. Motion carried.
Council adjourned into executive session at 5:02 p.m.
At 5:22 p.m., Senior Deputy City Attorney Beattie requested to extend the Executive Session by an
additional 10 minutes.
At 5:32 p.m., Senior Deputy City Attorney Beattie requested to extend the Executive Session by an
additional 5 minutes.
At 5:37 p.m., Senior Deputy City Attorney Beattie requested to extend the Executive Session by an
additional 10 minutes.
At 5:47 p.m., Senior Deputy City Attorney Beattie requested to extend the Executive Session by an
additional 5 minutes.
It was moved by Councilmember Haley, seconded and unanimously agreed to adjourn at 5:52p.m.
ATTEST: ______________________________
Laura Padden, Mayor
___________________________
Marci Patterson, City Clerk
Council Meeting Minutes, 02-10-2026, Special Meeting Executive Session Page 1 of 1
Approved by Council:
MINUTES
City of Spokane Valley
City Council Special Meeting
Winter Workshop
Tuesday, February 24, 2026
Mayor Padden called the meeting to order at 8:30 a.m. The meeting was held in person in Council Chambers,
and also remotely via Zoom meeting.
___________________
Attendance:
Councilmembers Staff
Laura Padden, Mayor John Hohman, City Manager
Tim Hattenburg, Deputy Mayor Erik Lamb, Deputy City Manager
Pam Haley, Councilmember Gloria Mantz, City Services Administrator
Ben Wick, Councilmember Kelly Konkright, City Attorney
Jessica Yaeger, Councilmember Robert Blegen, Public Works Director
Michael Kelly, Councilmember John Bottelli, Parks & Rec Director
Al Merkel, Councilmember John Whitehead, HR Director
Mike Basinger, Economic Development Director
Dave Ellis, Police Chief
Virginia Clough, Legislative Policy Coordinator
Dan Domrese, Accounting Manager
Morgan Koudelka, Senior Admin. Analyst
Sean Walter, Assistant Police Chief
Chad Knodel, IT Manager
Marci Patterson, City Clerk
WELCOME: Mayor Padden welcomed everyone to the meeting and provided a brief overview of the
meeting for the day.
PLEDGE OF ALLEGIANCE: Council, staff and the audience stood for the Pledge of Allegiance.
ROLL CALL: City Clerk Patterson called roll; all Councilmembers were present.
NON ACTION ITEMS:
1. Introduction John Hohman, Erik Lamb
City Manager Hohman provided an introduction to the winter workshop and a brief overview of the materials
that would be discussed during the workshop.
2. City Vision Statement - John Hohman
City Manager Hohman spoke about the current city vision and where we see the city going. Council spoke
about growth and development within the city. Council spoke about the visions.
3. Update on Prior Council Budget Goals - John Hohman
Mr. Hohman noted that it will be presented later in the meeting as discussions continued.
4. Law Enforcement Interlocal Agreement Discussion - Erik Lamb, Morgan Koudelka, Dave Ellis
Mr. Lamb opened the conversation with a brief overview of the law enforcement contract and noted that no
changes will be made, but simply a deep dive in costs, where our budget currently stands with the contract,
and then noted that he would get into the information provided in the PowerPoint presentation. Mr. Lamb
detailed the history of the agreement, the addition of the officers in the last couple of years, where the
agreement currently stands, further detail into the law enforcement costs, multiple slides showing the cost
increases, the five year history in the cost changes, a list of law enforcement costs by unit, the indirect costs,
a list of the revenues, spoke about the vehicle replacements each year and costs associated with that. Mr.
Council Meeting Minutes, Study Session: 02-24-2026 Page 1 of 4
Approved by Council:
Lamb continued with the presentation with the law enforcement agreement services such as City Police
Department Administration (Chief, Assistant Chief, Sergeant)Patrol, Traffic Unit (Enforcement and
Investigation), Crime Prevention, Domestic Violence Unit (Investigation and Mitigation), School Resource
Officers, K-9, and Spokane Valley Investigative Unit (Property and Drug Crimes Investigations).
Mr. Lamb also reviewed the shared service units such as Major Crimes Unit (Investigation of Crimes Against
Persons), Special Assault Unit (Sex Crimes Investigation), Spokane County Investigative Unit: (Property
and Drug Crimes Investigations; Lieutenant only), Joint Terrorism Task Force, Safe Streets (Drug Task
Force and Gang Enforcement), Emergency Operations Team (Marine and Search and Rescue), Public
Information Officer, Training Office of Professional Standards (Investigations of complaints against officers
and use of force), Air Support Unit, Forensics, Explosive Disposal, Regional Investigative Group 9 (Crime
Analysis), Fleet Maintenance, SWAT (Hostage Negotiation), Tac Team (Crowd Control), Reservist and
Explorer Units and Administrative Support. Mr. Lamb continued with an overview of the dedicated officers.
Mayor Padden called for a recess at 10:00am for 10 minutes and that the meeting would resume at 10:10am.
Mr. Lamb and Chief Ellis spoke about the current staffing levels, the patrol platoons, and the current SVPD
civilian positions. They continued to review the key terms such as termination, independent contractor,
dedicated officers, shared officers, Chief and Assistant Chief that come up throughout the contracts. Mr.
Lamb also explained the reporting that is provided, workload indicators, performance measures, capital
costs, cost/payment process, records retained, liability, the recent and upcoming issues, and discussion with
council on the PowerPoint items presented. Mr. Lamb touched on the upcoming issues that included a
helicopter purchase and potential costs for the training center, capital costs, RMS purchase/process, and the
Real Time Crime Center future costs. They also discussed the recent settle and adjust issues, FCS review
that is ongoing, SREC facility costs and the budget impacts from Spokane leaving (not direct, but paid
ate.
Mayor Padden called for a lunch recess at 12:00pm for 45 minutes and that the meeting would resume at
12:45pm.
5. Status Update - Public Safety Contract Costs - Erik Lamb, Morgan Koudelka
Mr. Lamb opened the discussion with a PowerPoint presentation that included the SV Public Safety
Agreement cost updates. Those included the nine agreements associated with public safety such as: Law
Enforcement Services $38,512,539 (previously discussed), Detention Services $2,046,780, District Court
$1,599,719, Public Defender $1,117,207, Prosecutor $400,000, Pretrial $210,681, Emergency Management
$201,875, SCRAPS $389,516, Probation - no cost to city (exchange for fees), Contingency $200,000 with a
total 2026 recurring Public Safety budget: $44,678,317. Mr. Lamb further explained the last time there was
a completed reconciliation with each of the agreements. The detention services was last completed in 2023,
District Court was also done in 2023, Public Defender was last completed in 2022, Prosecutor Services was
completed in 2021, Pretrial completed in 2022, Emergency Management completed in 2022, SCRAPS is
current as it is a fixed cost at $45,000 a year, and noted general issues that may have potentially caused the
delay in receiving the completed reports. Council discussed the need for more current reconciliations in order
to get a more accurate cost for each agreement.
6. Public Safety Coordinator - Erik Lamb
Mr. Lamb provided details on the Public Safety Coordinator position and noted that it is not funded for 2026
and that the current public safety agreements are managed primarily by two administrative analysts and the
Deputy City Manager and City Manager. While the analysts spend the majority of their time focused on
public safety issues, the Deputy City Manager provides assistance and management over public safety in
addition to overseeing five other departments and assisting the City Manager with other projects as needed.
In recognition of the work required to manage the nine public safety agreements, in 2025, City Council
determined to create a public safety coordinator position. Due to constraints on revenues and increasing
costs elsewhere within City services, that position was not funded in the 2026 Budget and no public safety
coordinator has been hired. Mr. Lamb went on to provide details on what estimated costs for a public safety
coordinator position would include such as a vehicle for the employee and salary and benefits.
Council Meeting Minutes, Study Session: 02-24-2026 Page 2 of 4
Approved by Council:
7. Business License Fees -Gloria Mantz, Erik Lamb
Mr. Hohman detailed the need for additional staff to coordinate all the public safety contracts and
agreements. Mr. Hohman also provided information on how we may fund that staff person. He noted that
Ms. Mantz would further explain the business licenses and fees in our city. Ms. Mantz explained the business
license fees and noted a comparison with our surrounding communities, the revenue, the public outreach
that has taken place, the potential revenue if fees were incrementally raised each year, and the
recommendation to raise those costs. The recommendation is to raise the fee from $25 to $60 for 2026, $75
for 2027, and $95 for 2028.
8. City Events - Gloria Mantz
Mr. Hohman opened the conversation with an introduction to the opportunity for the city events that may be
available within the community. Ms. Mantz presented a PowerPoint presentation that included an overview
of the parks and recs events, the one-time events, the annual events, and other potential events. She provided
details on the benefits and criteria for the events and a list of the city events. Ms. Mantz also spoke about the
celebration of lights events and the costs associated with the event, the staff time for the event and the
partners that we had for the event in 2025. She continued the presentation with the Cops and Kids Car Show
and detailed the planning that went into the event, the staff time involved, the coordination with the police
staff, the cost of the event and the attendance for the first year. Ms. Mantz continued with a review of the
Farmers Market event and noted that JAKT will likely not run the event for 2026. She also detailed the costs
to coordinate the event and what it would look like if staff were to carry out those duties and take on part of
the event. She stated that current staff do not have the capacity to take on the market for 2026 without a
sponsor or third party to assist, or a market operator. Ms. Mantz also noted what costs could be for supplies
and things necessary to keep the events going each year. Ms. Mantz gave details on the letter of intent that
was received from Valleyfest that requested the city take over the event and that Valleyfest 501c3 would
dissolve and provide their funds to the city and that the city would take over all of the events associated with
Valleyfest. She closed with other suggested events that have been brought up to the city but have no funding
associated with them. Mr. Hohman asked for clarity on the events that have been reviewed. Mayor Padden
asked that the celebration of lights continue and the cops and kids car show event as well. She is hesitant to
take on new projects, especially something as large as Valleyfest. Councilmember Kelly noted that he agreed
with the mayor. Council also asked about chamber being more involved in these opportunities. Council
agreed that it would be too much to take on such a large event and suggested Valleyfest contact Valley
Chamber to see if they would become a partner in the event.
9. Council Vision for 2027-2028 Budget Goals - John Hohman
Mr. Hohman quickly walked through the budget themes and noted that the themes work better than some
specific priorities. Mr. Hohman touched on the themes as listed:
A safe and accountable community that maintains public safety and upholds services, enforcement and codes
that keep our community safe.
A connected and maintained network building and maintaining roads and systems that safely and efficiently
move people and goods and protect the environment.
A strong and diverse economy generating revenue to fund city services through the many places to live, eat,
shop, work, play and access services.
An exceptional quality of life creating opportunities for people to connect, have fun and improve their
physical and mental health.
A strategic and fiscally responsible government
openly.
Mr. Hohman noted that the wording could be crafted differently when presented at a council meeting and
with more time dedicated to the themes.
10. Closing Remarks - John Hohman
Mr. Hohman provided closing remarks and thanked staff and council and Chief Ellis for staying with us all
day. Mr. Hohman noted that these workshops allow for more of a round table discussion and allow us to
look deeper at some of the subject matter. The topics gave us a lot to work with, and we will continue to
Council Meeting Minutes, Study Session: 02-24-2026 Page 3 of 4
Approved by Council:
update with conversations that we have with the county. Staff will build costs and layout more details for
the special events hosted by the city. We will report back to Valleyfest and let them know that a third party
should take on that event.
Deputy Mayor Hattenburg adjourned the workshop at 2:59pm.
ATTEST: ______________________________
Laura Padden, Mayor
___________________________
Marci Patterson, City Clerk
Council Meeting Minutes, Study Session: 02-24-2026 Page 4 of 4
Approved by Council:
MINUTES
City of Spokane Valley
City Council Meeting
Formal B Format
Tuesday, March 3, 2026
Mayor Padden called the meeting to order at 6 p.m. The meeting was held in person by Council and staff in
Council Chambers, and also remotely via Zoom meeting.
___________________
Attendance:
Councilmembers Staff
Laura Padden, Mayor John Hohman, City Manager
Tim Hattenburg, Deputy Mayor Erik Lamb, Deputy City Manager
Pam Haley, Councilmember Robert Blegen, Public Works Director
Michael Kelly, Councilmember Kelly Konkright, City Attorney
Jessica Yaeger, Councilmember Tony Beattie, Senior Deputy City Attorney
Ben Wick, Councilmember Gloria Mantz, City Services Administrator
Al Merkel, Councilmember Dave Ellis, Police Chief
Virgina Clough, Legislative Policy Coordinator
Jill Smith, Communications Manager
John Bottelli, Parks & Rec Director
John Whitehead, HR Director
Glenn Ritter, Senior Engineer
Adam Jackson, Engineering Manager
Erica Amsden, CIP Engineering Manager
Caitlin Prunty, Deputy City Attorney
Justan Kinsel, IT Specialist
Marci Patterson, City Clerk
INVOCATION: Pastor Mike Drew with Valley Assembly Church provided the invocation.
PLEDGE OF ALLEGIANCE: Council, staff and the audience stood for the Pledge of Allegiance.
ROLL CALL: City Clerk Patterson called roll; all Councilmembers were present.
APPROVAL OF AGENDA It was moved by Deputy Mayor Hattenburg, seconded and unanimously
agreed to approve the agenda.
SPECIAL GUESTS/PRESENTATIONS:
Betsy Wilkerson, City of Spokane Council President spoke about the Ordinance banning the sale of Kratom
in the Spokane Valley and noted that the City of Spokane was also authorizing the ban on the sale of Kratom
as well. She also spoke about how important it was for the communities to come together with this ban.
PROCLAMATIONS:
GENERAL PUBLIC COMMENT OPPORTUNITY: After the Mayor explained the process, she invited
public comments. Yvonne Johnson, Spokane Valley; Dr. Andrea Olson, Spokane Valley; Ben Lund,
Spokane Valley; John Harding, Spokane Valley; William Hulings, Spokane; Justin Haller, Spokane; Sue
Delucci, Spokane Valley provided comments.
ACTION ITEMS:
1. Second Read: Ordinance 26-003 Banning the Sale of Kratom Caitlin Prunty
Clerk Patterson read the title of the Ordinance and then it was moved by Deputy Mayor Hattenburg,
seconded to approve Ordinance 26-003 prohibiting the sale of Kratom products within Spokane Valley
Council Meeting Minutes: 03-03-2026 Page 1 of 3
Approved by Council:
and establishing a penalty for a violation of such prohibition. Ms. Prunty provided a detailed PPT that
included the history of the kratom ordinance and previous presentations, information on the current draft
ordinance, and noting the violations that would be incurred if fined. Council discussed the advertising ban
portion, the 30 day enforcement period, and when the violations would begin. Councilmember Merkel
th
amended the motion to extend the notification period to May 5. Councilmember Kelly seconded the
th
motion. Council discussed the potential for April 20 being a big sale day on some of the products and
that date. Mayor Padden invited public comments. Will Hulings, Spokane; Ben Lund, Spokane Valley;
Darryl Williams, Spokane Valley provided comments. Vote by acclamation on the amended motion: in
favor: Councilmember Merkel. Opposed: Mayor Padden, Deputy Mayor Hattenburg, Councilmembers
Yaeger, Wick, Haley and Kelly. Motion failed. Vote by acclamation on the original motion: in favor:
Mayor Padden, Deputy Mayor Hattenburg, Councilmembers Wick, Haley, Merkel and Kelly. Opposed:
Councilmember Yaeger. Motion carried.
2. Motion Consideration: South Sullivan Preservation (8th to 24th) Bid Award Erica Amsden
It was moved by Deputy Mayor Hattenburg, seconded to award the South Sullivan Rd Preservation to
Selland Construction, Inc. in the amount of $3,937,220 and authorize the City Manager to finalize and
execute the construction contract. Ms. Amsden provided details on project and the bids received. She went
over the bid tab spreadsheet and the photo of the project. Mayor Padden invited public comments; no
comments were provided. Vote by acclamation: in favor: Unanimous. Opposed: None. Motion carried.
3. Motion Consideration: Amended 2026 Federal Legislative Agenda Virginia Clough
It was moved by Deputy Mayor Hattenburg, seconded to amend the 2026 Federal Legislative Agenda as
presented. Ms. Clough provided details on the updated information that would be adjusted to the federal
legislative agenda if approved. Councilmember Merkel moved to amend the motion to "include that under
the public safety section". With no second to the amended motion, the motion died. City Manager Hohman
noted that it is very late in the process to try and amend the agenda would be extremely difficult to change
and set up the necessary meetings while in DC. Mayor Padden invited public comments; no comments were
offered. Vote by acclamation: in favor: Unanimous. Opposed: None. Motion carried.
NON-ACTION ITEMS:
4. Admin Report: Potential Grant Opportunity: Pedestrian/Bicycle Program & Safe Routes to Schools
Adam Jackson
Mr. Jackson provided a PowerPoint presentation on the pedestrian/bicycle program (PBP) and Safe Routes
to School (SRTS) Program. Mr. Jackson detailed the grant program description and criteria for the grant, the
recommended project applications that included Barker/Appleway Roundabout, Appleway Crossings,
Arterial Crossings, Ped/Bike Safety Improvements (Sprague, Sullivan) and multiple citywide school zone
flashing beacon & rectangular rapid flashing beacon installations. Mr. Jackson was looking for consensus to
return with a motion. Council discussed the beacons or posted radar signs, potentially changing projects if
awarded funding and Mr. Jackson noted that the projects listed are not fully designed and that they would
be addressed at funding. Council provided consensus to return at a later date with a motion consideration for
the grant opportunity.
INFORMATION ONLY: (will not be reported or discussed)
5. 2025 Annual Hearing Examiner Report
GENERAL PUBLIC COMMENT OPPORTUNITY: Mayor Padden stated that the general public
comment rules still apply and called for public comments. No comments were provided.
COUNCIL COMMENTS
Councilmember Kelly thanked staff for accommodating him for the additional questions throughout the
evening.
Councilmember Wick spoke about broadband projects and noted that we were awarded funding. He also
spoke about being selected as the AWC chair for the large city advisory committee.
Council Meeting Minutes: 03-03-2026 Page 2 of 3
Approved by Council:
Councilmember Merkelmade comments regarding it being an interesting day, noting the$300K Leonard
Christian supported for the ice arena and spoke about his issues with local control. He also spoke about
Veracrest road and the citizens noting that they are waiting on letter from the city. He closed with noted that
he appreciated Betsy Wilkerson being here tonight and the collaboration with the city of Spokane.
Councilmember Yaeger spoke about Kratom and not understanding where the correlation comes from with
th
the April 20 since that is a marijuana holiday. She also noted that we need to think of our service
members right now and everyone involved in the conflict in the middle east.
Councilmember Haley spoke about spoke about kratom and the need to ban the sale of it from our local
stores. She spoke about a ribbon cutting she attended for a new mental health facility in our area.
Deputy Mayor Hattenburg spoke about the SRTC board and noted that our Sullivan Trent project ranked the
highest and that helps to keep the momentum going at the federal level for that project.
COMMENTS
Mayor Padden spoke about the all-day workshop and reviewed our vision and goals for the city. She noted
that we are one of the few entities that studies and understands the budget and allows for public comment
and education of the budget prior to adopting it each year. She spoke about the honest and open discussions
that we have around the budget and how it aligns with our goals and vision for the city.
CITY MANAGER COMMENTS
City Manager Hohman provided clarification on the update regarding 24th and Veracrest project and noted
that the city is currently coordinating with the fire department regarding access. Mr. Hohman also provided
an update on the ice rink and noted the discussion on a potential lease and that staff is still looking at all the
pieces of it. Mr. Hohman also noted that the $300K being supported by Senator Christian was not a city
request for funds, it was from Innovia and was the senate version of the budget. Mr. Hohman also
congratulated our Public Works Department on the Wellesley preservation project for a quality and
construction award. Mr. Hohman closed noting that next week starts at 5:00pm for the
comprehensive plan discussion and will be more of a workshop/roundtable setting.
EXECUTIVE SESSION
Potential Acquisition of Real Estate \[RCW 42.30.110(1)(b)\] & Potential Litigation \[RCW 42.30.110(1)(i)\].
It was moved by Deputy Mayor Hattenburg, seconded to adjourn into executive session for approximately
45 minutes to discuss the potential acquisition of real estate and potential litigation, and that no action will
be taken upon return to open session. Vote by acclamation: in favor: Unanimous. Opposed: None. Motion
carried. Council adjourned into executive session at 7:53 p.m.
At 8:38 p.m., Senior Deputy City Attorney Beattie requested to extend the Executive Session by an
additional 4 minutes.
At 8:42 p.m., Senior Deputy City Attorney Beattie requested to extend the Executive Session by an
additional 3 minutes.
At 8:45 p.m., Senior Deputy City Attorney Beattie requested to extend the Executive Session by an
additional 3 minutes.
At 8:48 p.m., Senior Deputy City Attorney Beattie requested to extend the Executive Session by an
additional 4 minutes.
At 8:52 p.m., Senior Deputy City Attorney Beattie requested to extend the Executive Session by an
additional 3 minutes.
Mayor Padden adjourned from Executive Session and Council reconvened at 8:55 p.m.
It was moved by Deputy Mayor Hattenburg, seconded and unanimously agreed to adjourn at 8:55p.m.
ATTEST: ______________________________
Laura Padden, Mayor
___________________________
Marci Patterson, City Clerk
Council Meeting Minutes: 03-03-2026 Page 3 of 3
Approved by Council:
MINUTES
City of Spokane Valley
City Council Special Meeting
Thursday, March 10, 2026
Mayor Padden called the meeting to order at 5:00 p.m. The meeting was held in person by Council and staff
at the Spokane Valley City Hall and via Zoom.
___________________
Attendance:
Councilmembers Staff
Laura Padden, Mayor John Hohman, City Manager
Tim Hattenburg, Deputy Mayor Erik Lamb, Deputy City Manager
Michael Kelly, Councilmember Tony Beattie, Senior Deputy City Attorney
Pam Haley, Councilmember Robert Blegen, Public Works Director
Ben Wick, Councilmember Kelly Konkright, City Attorney
Jessica Yaeger, Councilmember John Bottelli, Parks & Rec Director
Al Merkel, Councilmember Chelsie Walls, Finance Director
Mike Basinger, Community & Econ. Dev. Director
John Whitehead, HR Director
Steve Roberge, Planning Manager
Jill Smith, Communications Manager
Jenny Nickerson, Building Official
Sean Walter, Assistant Police Chief
Eric Robison, Housing & Homeless Coordinator
Chad Knodel, IT Manager
Marci Patterson, City Clerk
PLEDGE OF ALLEGIANCE: Council, staff and the audience stood for the Pledge of Allegiance.
ROLL CALL City Clerk Patterson called roll; all Councilmembers were present.
APPROVAL OF AGENDA It was moved by Deputy Mayor Hattenburg, seconded and unanimously
agreed to approve the agenda.
NON-ACTION ITEMS:
1. Admin Report: Comprehensive Plan Update Steve Roberge, Mike Basinger & Guest
Mr. Basinger provided a history of the previous comprehensive plan and how choices were made during
the planning period last time it was reviewed. Mr. Weiss with Community Attributes Inc. presented a
PowerPoint presentation that included information on the Comprehensive Plan overview, the economic
development element, the land use element and preferred scenario, and the natural resources element. Mr.
Weiss went into further details on the overall timeline, key themes for the economic development element
such as emphasize opportunity for commercial and industrial business and development, maintain and
promote a high quality of life, continue to invest in the local tourism economy, support local retailers amidst
changes in macroeconomic conditions and consumer behavior, and offer a positive and predictable business
climate. Some of the changes from 2016 were also discussed. Mr. Weiss also explained the scenarios for
consideration with being a no action alternative, scenario A: limited rezone + upzone, or Scenario B: No
rezone, stronger upzone. Council discussed the scenarios and liked scenario A for the flexibility as well as
the limited rezone. Mr. Weiss continued the PowerPoint with the natural resources element overview. Mr.
Roberge noted a need for a parking requirement review. Mr. Hohman gave further details on the need for a
parking study and that the study looks at the impacts of our city and perhaps would assist with some relief
from the Department of Commerce. In order to complete the parking study, we need funding added to the
budget. This would allow us to apply for an exemption from the Dept. of Commerce regarding some of the
parking requirements once the study is complete. Staff are looking for $100K to complete the study with
Council Meeting Minutes, 03-10-2026, Special Meeting Page 1 of 2
Approved by Council:
the consultant and would add that through a future budget amendment to move forward with the consultant
and the study. There have not been a lot of these studies done as they are quite extensive and take a lot of
time to complete and this request would come out of the fund balance. Councilmember Merkel noted that
he considered this to be a public safety issue. Council discussed the need for the study and provided
consensus to move forward with expenditure and consultant for the study.
Mayor Padden called for a ten-minute recess at 7:15pm.
2. Admin Report: HCDAC Grant Applications Gloria Mantz
Mr. Robison presented a PowerPoint presentation that included an overview of the Spokane County
HCDAC grant applications. Mr. Robison went over the funding sources available, the timeline, the
applications received that included some from affordable housing for Habitat for Humanity, Spokane
Housing Aut Bethany
Village, Cochran Development Threshold Apartment Homes, Greatest Matriarchs Society - HIRE
Transitional Living for Families, and Spokane Neighborhood Action Partners - Riverwalk Point 1 Safety
Modernization. The next category was community development and capital/public works and those
applications included City of Spokane Valley- Grace Sewer Connection Assistance, Town of Fairfield-
Rattler Run Road Sewer Crossing, The Salvation Army - Stepping Stones, Lutheran Community Services
Northwest - Victim Advocacy and Education, The Salvation Army After the Bell, and The Salvation
Army Food Bank, Greater Spokane Meals on Wheels. The Disaster Recovery category is for long term
recovery group and the request is for rebuilding homes impacted by the Oregon and Gray Road Fires.
Council discussed the applications at length and went over the amounts applied for and what the funds
would be used for. Council noted that they wanted to make sure there was a mechanism in place to make
sure funds would be used for what each entity put on the application. Ms. Mantz noted that since these were
HUD dollars there would be federal regulations for the funding.
It was moved by Councilmember Merkel, seconded and unanimously agreed to adjourn at 8:21p.m.
ATTEST: ______________________________
Laura Padden, Mayor
___________________________
Marci Patterson, City Clerk
Council Meeting Minutes, 03-10-2026, Special Meeting Page 2 of 2
Approved by Council:
MINUTES
City of Spokane Valley
City Council Special Meeting
Community Conversations
Tuesday, March 17, 2026
The meeting was called to order at 5:00 p.m. The meeting was held in person by Council and staff
at the Spokane Valley City Hall.
___________________
Attendance:
Councilmembers Staff
Laura Padden, Mayor John Hohman, City Manager
Pam Haley, Councilmember Erik Lamb, Deputy City Manager
Jessica Yaeger, Councilmember Jill Smith, Communications Manager
Ben Wick, Councilmember Robert Blegen, Public Works Director
Michael Kelly, Councilmember John Whitehead, HR Director
Al Merkel, Councilmember John Bottelli, Parks & Rec Director
Dave Ellis, Police Chief
Absent: Erica Amsden, CIP Engineering Manager
Tim Hattenburg, Deputy Mayor Rob Lochmiller, CIP Engineering Manager
Marci Patterson, City Clerk
OPEN HOUSE STYLE FORMAT:
1. Display Boards with Project Information
Staff provided multiple conversation display boards with information on the Capital Improvement Projects.
Information included boards on various projects happening within the city. Multiple staff members were
available at the open house to provide additional detailed information on the projects and the budget and
any other topics that the citizens wanted to speak about.
Councilmembers were also available to speak with residents regarding their feedback on the projects and
recommendations from the public.
The meeting adjourned at 5:55p.m.
ATTEST: ______________________________
Laura Padden, Mayor
___________________________
Marci Patterson, City Clerk
Council Meeting Minutes, Special Meeting Community Conversations 03-17-26 Page 1 of 1
Approved by Council:
MINUTES
City of Spokane Valley
City Council Meeting
Formal B Format
Tuesday, March 17, 2026
Mayor Padden called the meeting to order at 6 p.m. The meeting was held in person by Council and staff in
Council Chambers, and also remotely via Zoom meeting.
___________________
Attendance:
Councilmembers Staff
Laura Padden, Mayor John Hohman, City Manager
Tim Hattenburg, Deputy Mayor Erik Lamb, Deputy City Manager
Pam Haley, Councilmember Robert Blegen, Public Works Director
Ben Wick, Councilmember Gloria Mantz, City Services Administrator
Michael Kelly, Councilmember John Bottelli, Parks & Rec Director
Jessica Yaeger, Councilmember Tony Beattie, Senior Deputy City Attorney
Al Merkel, Councilmember Dave Ellis, Police Chief
Kelly Konkright, City Attorney
Jill Smith, Communications Manager
John Whitehead, HR Director
Mike Basinger, Community & Econ. Dev. Director
Jonny Solberg, IT Specialist
Marci Patterson, City Clerk
INVOCATION: Sheri Olson with Path of Life provided the invocation.
PLEDGE OF ALLEGIANCE: Council, staff and the audience stood for the Pledge of Allegiance.
ROLL CALL: City Clerk Patterson called roll; all Councilmembers were present.
APPROVAL OF AMENDED AGENDA It was moved by Deputy Mayor Hattenburg, seconded and
unanimously agreed to approve the amended agenda.
SPECIAL GUESTS/PRESENTATIONS: Mr. Mike Frucci & Ms. Vicki Frucci, You Rock Recognition
Award, Sheriff Nowels & Commissioner Brooks
Deputy Mayor Hattenburg announced as the You Rock Recognition recipient for March.
accepted the You Rock Award and thanked the council for the award. They spoke about their
time with WSDOT and the active role they have with the Kiwanis in the community.
Sheriff Nowels and Commissioner Brooks presented a PowerPoint presentation that reviewed the budget
trends and investments for the Spokane Valley police and Spokane County sheriff. Sheriff Nowels spoke
about contract costs, historical need for communication, the vision statement, focus on staffing with 40 new
commissioned positions since 2019, ensure professional police services with an emphasis on training the
deputies, an increase in the training increases the budget impacts, the training overtime costs from 2019-
2025, which laws are driving the costs, the operational drivers and effects, the technology increases create a
cost increase, technology increases include the body cameras and laptops for each deputies, wage contract
increases, noting that overall public safety budgets in other communities have also increased across the board
and noted a regional Law Enforcement budget comparison of surrounding communities.
PROCLAMATIONS:
GENERAL PUBLIC COMMENT OPPORTUNITY: After the Mayor explained the process, she invited
public comments. Andrea Olson, Spokane Valley; David Baker, Spokane; Yvonne Johnson, Spokane
Council Meeting Minutes: 03-17-2026 Page 1 of 5
Approved by Council:
Valley; Ray Alvarado, Spokane Valley; Chris Pew, Elk; Jessica Brown, Spokane Valley; Tyler Zyph,
Spokane Valleyprovided comments.
Mayor Padden called for a ten-minute recess at 7:45 p.m.
ACTION ITEMS:
1. Public Hearing: Emergency Interim Ordinance 26-002 Battery Energy Storage Systems - Kelly Konkright
Mayor Padden opened the public hearing at 7:57 p.m. City Attorney Konkright provided details and
background on the battery facilities and the need for the interim ordinance. Mayor Padden invited public
comments. Rick Freier, Spokane Valley provided comments. Mayor Padden closed the public hearing at
8:01 p.m.
2. Resolution 26-003: Reaffirming Findings of Fact for Ordinance 26-002 Kelly Konkright
It was moved by Deputy Mayor Hattenburg, seconded to approve Resolution 26-003 reaffirming ordinance
26-002 adopting emergency interim regulations concerning battery energy storage systems (BESS). Council
discussed the findings of fact and City Manager Hohman noted that this provides a basis for the action you
already took on the ordinance when you previously adopted it. Vote by acclamation: in favor: Mayor
Padden, Deputy Mayor Hattenburg, Councilmembers Yaeger, Wick, Kelly and Haley. Opposed:
Councilmember Merkel. Motion carried.
3. Public Hearing: Emergency Interim Ordinance 26-004 Reclassifying Marijuana Retail SalesTony Beattie
Mayor Padden opened the public hearing open at 8:10 p.m. Mr. Beattie provided details and a background
on the ordinance and the reclassification on the marijuana retail sales. Mayor Padden invited public
comments. Steven Burks, Spokane Valley; Tyler, Spokane Valley; Kristi, Spokane Valley provided
comments. Mayor Padden closed the public hearing at 8:20 p.m.
4. Resolution 26-004: Reaffirming Findings of Fact for Ordinance 26-004 Tony Beattie
It was moved by Deputy Mayor Hattenburg, seconded to approve Resolution 26-004 reaffirming ordinance
26-004 adopting emergency interim regulations for reclassifying marijuana retail sales uses as legal
nonconforming uses. Mr. Beattie noted that this resolution just reaffirms the ordinance that was already
adopted and that the planning commission will review the ordinance. After much discussion regarding
planning commission review Councilmember Merkel moved to amend the resolution to eliminate whereas
number , but if we look at number 8, number 9,
number 10, and number 11, so counting from the first whereas statement um I think that um I would like to
eliminate those um whereas statements as being immaterial to the land use regulation. Not that I disagree
Mr. Beattie
provided clarification and noted that Councilmember Merkel was looking at the ordinance as the resolution
findings of fact that we made in an ordinance and noted that that was what Councilmember Merkel wanted
to do. Councilmember Merkel confirmed that clarification. Councilmember Merkel stated that he was
ant to
reaffirm. Mr. Konkright further clarified what the findings of fact does in the resolution and not the ordinance
and explained how changes could be made. City Manager Hohman noted that this is just a pause to work
with the planning commission to bring something back to the council to review where the locations of these
shops should be located within the city and that tonight was the public hearing and would be to allow the
public input to help shape the regulations moving forward. Councilmember Merkel then motioned to
withdraw his previous amendment and change the amendment to do exactly as attorney Konkright suggested.
Without a second on the motion, the amended motion failed. Councilmember Yaeger expressed some of her
concerns regarding the ordinance. Councilmember Merkel continued to speak about concerns around
allowing certain locations for the marijuana retail locations and felt that the current regulations were too
strict and that the time period is too long for the businesses that exist. He specifically called out the planning
commission and told them not to pass or forward an ordinance that looks like this to us. Mayor Padden
interrupted Councilmember Merkel and stated that is not germane to what we are doing tonight and that it is
not up to us to tell the Planning Commission what to do and we can have that conversation when the materials
Council Meeting Minutes: 03-17-2026 Page 2 of 5
Approved by Council:
come back to us. She asked if he would like to appeal her ruling and he appealed. Without a second, the
appeal failed. Vote by acclamation: in favor: Mayor Padden, Deputy Mayor Hattenburg, Councilmembers
Wick, Haley and Kelly. Opposed: Councilmembers Yaeger and Merkel. Motion carried.
NON-ACTION ITEMS:
5. Admin Report: North Spokane Corridor Update Robert Blegen, Alexandra Proszek
Mr. Blegen gave a brief background on the project and introduced Ms. Alex Proszek, Project Engineer with
WSDOT. Ms. Proszek presented a PowerPoint presentation on the north Spokane corridor update. The
update included a project overview, the miles left to complete, the current progress on the corridor, the rough
cost in construction, the remaining work left to be completed, the yearly overview of the remaining project
pieces left to complete, photos of stage 2 Trent interchange connection, , photo of the I-90/NSC Connection,
the Freya to Appleway (Project 1) portion of the project, noted the community event on February 26th in
choosing the style of pedestrian bridge and the location. She stated that the public chose Carnahan as the
location for the bridge, the artist rendering for the bridges, and closed with noting the challenging delivery
for certain portions of the bridge. Council discussed various topics within the presentation.
It was moved by Councilmember Yaeger, seconded and unanimously approved to extend the council meeting
to 9:30 p.m.
6. Admin Report: Spokane Regional CoC Homeless Management Information System (HMIS)/Longitudinal
System Analysis Report - Gloria Mantz, Arielle Anderson
Ms. Martinez and Ms. Anderson presented a PowerPoint presentation on the 2025 Longitudinal Systems
Analysis (LSA). The information included an introduction to the LSA and noted it is an annual federally
mandated report looking at the data within the Homeless Management Information System (HMIS) of those
who were served in the following project types throughout the year: emergency shelter, transitional housing,
rapid housing, permanent supportive housing. The LSA provides information on demographics, patterns of
system usage, length of time homeless, needs of specific populations, exit destinations and retention of
permanent housing. Ms. Martinez provided an overview on the key indicators and the measures reviewed
from 2024 to 2025. They reviewed the system performance overview, a system performance map, the length
of time homeless, exits by destination type, exits by pathway, graphs of the individuals return to homeless
system, graphs of the returns by pathway, a review of demographics overview, demographics by age, race,
and household composition. She closed with the key takeaways noting transitional housing interventions
have improved long term outcomes for permanent housing placement and retention. Those placed into
permanent housing have a 96% retention rate. Our projects with actual beds attached (i.e. not eviction
prevention) served over 6,400 individuals in 2025 and this is a fraction of those we serve. With only 4% of
those served returning and the areas of focus. Council discussed various points of the presentation.
INFORMATION ONLY: (will not be reported or discussed)
GENERAL PUBLIC COMMENT OPPORTUNITY: Mayor Padden stated that the general public
comment rules still apply and called for public comments. Brad Hohn, Spokane Valley provided comments.
COUNCIL COMMENTS
Councilmember Kelly had nothing to report.
Councilmember Wick congratulated SeaPort Airlines to our area.
Councilmember Merkel noted that he interviewed Deputy Mayor Hattenburg about his teaching experience
and spoke about the planning commission and the ordinance documents previously presented in the meeting.
Councilmember Yaeger
community to visit or volunteer at the center.
Councilmember Haley had nothing to report.
Deputy Mayor Hattenburg had nothing to report.
COMMENTS
Council Meeting Minutes: 03-17-2026 Page 3 of 5
Approved by Council:
Mayor Padden spoke about concerns where she was quoted in the comments comparing the ice rink versus
the performing arts center andcorrected the information andsaid thatthey are entirelydifferent. We own
the land for the ice rink, and we will not be building the facility, and we are not responsible for the payments
on the facility. The performing arts center would require that we would get the building and the payments
associated with the building and responsible for the bonds as well.
CITY MANAGER COMMENTS
City Manager Hohman spoke about the Barker Corridor Project - Appleway to Sprague corridor project will
start Monday. The public workshop on Pines GSP is tomorrow at CenterPlace from 5:00-6:30 p.m. Mr.
Blegen came forward and spoke about support letters for Spokane County for an application for the fiscal
year 2027 Congressional Directed Spending grant for improvements along the Centennial Trail. Council
discussed the location and the grant and provided consensus for the mayor to sign the support letter. Mr.
Blegen then spoke about the SRTMC budget and the recently approved transportation budget at the state
level. Mr. Blegen explained that the letter of support would go to the Governor approving the funding for
the SRTMC budget.
It was moved by Councilmember Yaeger, seconded and unanimously approved to extend the council meeting
to 9:45 p.m.
Council discussed the support letter and provided consensus to send letter.
Mr. Hohman continued with an update on the performing arts center and shared the feasibility study and
noted that over the last couple of weeks we have worked with outside review teams trying to find the cost to
the city. The request from the performing arts center is for the city to secure $28M in bond funds for them
to use to complete the center. Mr. Hohman noted that we have very little debt and that we assumed the bonds
for CenterPlace 20+ years ago. We also have bonds on this facility for $7-8M range and they were structured
at what our previous rent costs were in the old building. Mr. Hohman stated that his job is to evaluate the
requests and gather what is necessary to move forward with consultant reviews. Currently the feasibility
study shows that it is optimistic on revenue side and expenditure side. Mr. Hohman stated that he wanted to
hear from council regarding the need to hire two consultants to continue to evaluate the feasibility study. We
would need a bond counsel and a financial consultant for the financial aspects of the assumptions of the
feasibility study. Mr. Hohman stated that cost estimates are about $96K for the consultants and we do not
have a line item for this and that is why he was speaking to the item this evening. We would need a budget
amendment and council authorization to move forward with spending the $96K. Mr. Hohman strongly
recommended the need for the outside assistance to review all the documents if there was going to be
movement forward with the project. Deputy Mayor Hattenburg stated that he was not supportive of spending
$96K and that we have not ever bonded a private business and it puts us at risk. City Attorney Konkright
clarified that he believed we would have to own this building if providing bonds for it. City Manager Hohman
stated that in his initial conversation with Pacifica that we would have to own it and that these are things we
would have to identify and he was not sure logistically or financially that we could spend that kind of money.
Council questioned what the total project would be worth once completed and Mr. Hohman stated that would
be part of what would be analyzed and their ability to pay the bonds. If they couldn't, the city is on the hook
for it.
It was moved by Councilmember Merkel, seconded and unanimously approved to extend the council meeting
thirty more minutes.
Mayor Padden noted that we have heard the promises and predictions before and we have provided funding
once before. They have lost bank support, lost private support, some private support is conditional, bond
transfer the debt and build, maintain and operate to the city. If we are going to float bonds, we have a public
safety campus to think about and roads to think about. It doesn't justify the need at the moment. Deputy
Mayor Hattenburg requested to seek consensus to not move forward with the $96K expenditure. Council
provided consensus with a 6-1 vote to not move forward with the expenses.
City Manager Hohman continued his update and stated that there would be some of the council traveling to
Washington D.C. next week and that there would not be a council meeting next Tuesday.
Council Meeting Minutes: 03-17-2026 Page 4 of 5
Approved by Council:
EXECUTIVE SESSION Pending Litigation \[RCW 42.30.110(1)(i)\].
(Proposed motion: I move Council adjourn into executive session for approximately 20 minutes to discuss
pending litigation, and that no action will be taken upon return to open session.)
It was moved by Deputy Mayor Hattenburg, seconded and unanimously approved to adjourn into executive
session for approximately 20 minutes to discuss pending litigation, and that no action will be taken upon
return to open session.
Council adjourned into executive session at 9:49 p.m.
At 10:09 p.m., Senior Deputy City Attorney Beattie requested to extend the Executive Session by an
additional 4 minutes.
At 10:13 p.m., Senior Deputy City Attorney Beattie requested to extend the Executive Session by an
additional 2 minutes.
Council returned to session at 10:15 p.m.
It was moved by Councilmember Merkel, seconded and unanimously agreed to adjourn at 10:15p.m.
ATTEST: ______________________________
Laura Padden, Mayor
___________________________
Marci Patterson, City Clerk
Council Meeting Minutes: 03-17-2026 Page 5 of 5
Approved by Council:
MINUTES
City of Spokane Valley
City Council Meeting
Formal B Format
Tuesday, March 31, 2026
Deputy Mayor Hattenburg called the meeting to order at 6 p.m. The meeting was held in person by Council
and staff in Council Chambers, and also remotely via Zoom meeting.
___________________
Attendance:
Councilmembers Staff
Tim Hattenburg, Deputy Mayor John Hohman, City Manager
Pam Haley, Councilmember Erik Lamb, Deputy City Manager
Michael Kelly, Councilmember Robert Blegen, Public Works Director
Ben Wick, Councilmember Kelly Konkright, City Attorney
Tony Beattie, Senior Deputy City Attorney
Chelsie Walls, Finance Director
Gloria Mantz, City Services Administrator
Dave Ellis, Police Chief
Absent: Jill Smith, Communications Manager
Laura Padden, Mayor Virgina Clough, Legislative Policy Coordinator
Jessica Yaeger, Councilmember Mike Basinger, Community & Econ. Dev. Director
Al Merkel, Councilmember John Whitehead, HR Director
John Bottelli, Parks & Rec Director
Teri Stripes, Economic Development Specialist
Adam Jackson, Engineering Manager
Chad Knodel, IT Manager
Marci Patterson, City Clerk
INVOCATION: Pastor Phil Altmeyer with the Union Gospel Mission provided the invocation.
PLEDGE OF ALLEGIANCE: Council, staff and the audience stood for the Pledge of Allegiance.
ROLL CALL: City Clerk Patterson called roll; all Councilmembers were present except Mayor Padden and
Councilmembers Yaeger and Merkel. It was moved by Councilmember Kelly seconded and unanimously
agreed to excuse Mayor Padden and Councilmembers Yaeger and Merkel.
APPROVAL OF AGENDA It was moved by Councilmember Wick, seconded and unanimously agreed to
approve the agenda.
SPECIAL GUESTS/PRESENTATIONS:
PROCLAMATIONS:
GENERAL PUBLIC COMMENT OPPORTUNITY: After the Deputy Mayor explained the process, he
invited public comments. Ben Lund, Spokane Valley provided comments.
CONSENT AGENDA:
1. Consent Agenda: Consists of items considered routine which are approved as a group. Any member of
Council may ask that an item be removed from the Consent Agenda to be considered separately.
Proposed Motion: I move to approve the Consent Agenda.
a. Approval of Claim Vouchers, March 31, 2026, Request for Council Action Form: $4,956,997.75
b. Approval of Payroll for Pay Period ending February 15, 2026: $694,516.03
c. Approval of Payroll for Pay Period ending February 28, 2026: $766,178.68
Council Meeting Minutes: 03-31-2026 Page 1 of 4
Approved by Council:
d. Approval of Payroll for Pay Period ending March 15, 2026: $716,532.07
e. Approval of Council Meeting Minutes of February 3, 2026
f. Approval of Council Meeting Minutes of February 10, 2026
g. Approval of Council Meeting Minutes of February 17, 2026
h. Approval of Council Meeting Minutes of February 17, 2026
i. Approval of Council Meeting Minutes of February 19, 2026
It was moved by Deputy Mayor Hattenburg, seconded and unanimously agreed to approve the Consent
Agenda.
ACTION ITEMS:
2. Motion Consideration: Potential Grant Opportunity: Pedestrian/Bicycle Program and Safe Routes to
Schools- Adam Jackson
It was moved by Councilmember Haley, seconded to authorize the City Manager or designee to apply for
the projects identified in Table 1.
Table 1.
Fund Project Total Request
PBP Barker/Appleway Roundabout $4,500,000 $4,300,000
PBP Appleway Crossings $1,100,000 $1,100,000
PBP Arterial Crossings $1,100,000 $1,100,000
Pedestrian/Bicycle Safety Improvements Planning:
PBP $300,000 $300,000
Sprague (Argonne to Sullivan) and Sullivan (Sprague to Mission)
Citywide School Zone Flashing Beacon, Speed Feedback Signs,
SRTS $2,000,000 $2,000,000
and Rectangular Rapid Flashing Beacon Installations
Mr. Jackson provided background on the grant details and provided a brief PowerPoint presentation that
included a program description, the recommended applications, and the project cost estimates. Deputy
Mayor Hattenburg invited public comments; no comments were offered. Vote by acclamation: in favor:
Unanimous. Opposed: None. Motion carried.
3. Motion Consideration: Opioid Interlocal Agreement w/Spokane County Tony Beattie
It was moved by Councilmember Haley, seconded to approve the interlocal agreement with Spokane County
for the SRSC expansion project and annual operation costs. Mr. Lamb and Mr. Beattie gave a brief
background on the funding that has been received thus far as well as what the opioid funding has been used
for such as the Spokane Regional Health District for the dashboard expansion, a one-time needs assessment,
and to Spokane County for the expansion of the Crisis Relief and Sobering Center. Deputy Mayor
Hattenburg invited public comments; no comments were offered. Vote by acclamation: in favor: Unanimous.
Opposed: None. Motion carried.
NON-ACTION ITEMS:
4. Admin Report: Safe & Healthy Task Force Update Erik Lamb, Lance Beck, Zeke Smith
Mr. Lamb provided an introduction of Mr. Lance Beck with GSI and Mr. Zeke Smith with Waters Meet
Foundation. Mr. Beck and Mr. Smith provided a PowerPoint presentation that reviewed the Spokane
Regional Safe and Healthy Task Force. Mr. Beck reviewed why the task force was created, the purpose of
the task force, the vision of the task force, who represents the task force, the community representatives, the
emergency response and health representatives, the government, justice and correctional representatives, a
list of who is involved in the task force, and the progress of the task force thus far. Mr. Smith continued with
the presentation and spoke about the Leifman Group Asset Assessment Report, the source material with the
asset assessment, the key findings in the report, the task force advisory committees, the community and
stakeholder engagement strategy, the groups that the task force members will engage, the next steps for the
task force, noting early wins and building momentum, and a calendar of the next steps with meeting dates
with final report to be provided around late May of 2026. Council discussed various points of the presentation
and asked about the budget for the program.
5. Admin Report: Economic Trends Report Teri Stripes, Dr. Cullen & Dr. Jones
Ms. Stripes gave a brief background and introduced Dr. Jones and Dr. Cullen. Dr. Jones and Dr. Cullen
provided a PowerPoint presentation that included an overview on demographics, the civilian labor force
Council Meeting Minutes: 03-31-2026 Page 2 of 4
Approved by Council:
rebounds in second half of the year, the labor market: employment, the unemployment count and rate, a
summary of aggregate employment measures, key sectors with employment numbers with a variety of
graphs, and a summary of sector performance as measured by employment. They continued the presentation
with a variety of graphs on housing as it pertains to residential building permits, multifamily building
permits, the average valuation, the affordability for the median homebuyer and first time homebuyer, the
rental affordability, the affordability for low income renters, the rental vacancy rate, the median home resale
price, and noted that renters are spending more than 50% of income on shelter. They also reviewed the
regional price parities on consumer goods, services, and a summary of housing construction and
affordability. They continued with information and graphs on the retail sales determinant, the city taxable
retail sales activity with growth that picked up in 2025, city retail sales activity, and noted that the WA
taxable retail sales for 2025: gain of 3% over 2024. They noted that January 2026 is up slightly over prior
January. Council discussed a variety of the topics covered in the presentation.
Deputy Mayor Hattenburg called for a ten-minute recess at 7:30pm.
6. Admin Report: HCDAC Grant Application Discussion, Round Two Gloria Mantz, Eric Robison
Ms. Mantz and Mr. Robison provided a PowerPoint presentation on the Spokane County Housing and
Community Development Grant Applications. They provided details on the grant applicants, the funding
sources and the available funding. They also provided details on timeline for the application process and the
selection of the grant recipients. They spoke about the homeless services and that there was $2,100,768
available in funding, the applicants included the Salvation Army, the YWCA, Family Promise, Volunteers
of America, and Catholic Charities. The next round of applicants were for homelessness prevention and total
funding available is $465,768 and applicants included Family Promise, Community Frameworks, Cheney
Outreach Center, and International Rescue Committee. The transitional housing and outreach funding
included a total of $635,000 for both programs and applicants included Volunteers of America, Catholic
Charities, the Salvation Army, Greatest Matriarchs Society, the City of Spokane Valley, City of Airway
Heights, and Transitions. Councilmember Wick, Deputy Mayor Hattenburg, Ms. Mantz and Mr. Robison
spoke about their choices for the where they felt funding would be best served.
7. Admin Report: Drug Overdose Report Chief Ellis
Chief Ellis and Special Deputy Mark Voigtlaender presented a PowerPoint presentation that included the
2025 Spokane County Criminal Drug/Death Report. The report provided information, mapping and graphs
on 2025 overdose deaths, the four year overdose death trend, the 2024 2025 overdose death map of the
City of Spokane Valley, 2024
Fentanyl Purity, 2025 Naloxone Availability, and 2025 Spokane County Drug Seizure Trend. Council
discussed the trends for the overdoses, the types of drugs and overdoses and where the drugs are coming
from.
INFORMATION ONLY: (will not be reported or discussed)
GENERAL PUBLIC COMMENT OPPORTUNITY: Deputy Mayor Hattenburg stated that the general
public comment rules still apply and called for public comments. No comments were offered.
COUNCIL COMMENTS
Councilmember
nd
the 92 Air Refueling Wing at Fairchild Air Force Base and then he will rotate to a new location, an event
this Friday with the cops and Kiwanis with the Kiwanis donating $10K worth of stuffed animals to the
officers, and spoke on the STA ballot measure.
Councilmember Kelly spoke about the Lincoln Day Dinner that he attended.
Councilmember Haley stated that she had nothing to report.
COMMENTS
Council Meeting Minutes: 03-31-2026 Page 3 of 4
Approved by Council:
Deputy Mayor Hattenburg spoke about the Washington D.C. trip that he attended and spoke about a Muslem
community event organized by Gonzaga students hosted atGonzagaUniversity that he attended and
appreciated the event.
CITY MANAGER COMMENTS
City Manager Hohman spoke about the Washington D.C. event, the Department of Justice meeting in D.C.,
the Federal Railroad Administration meeting also in D.C., thanked staff member Greg Baldwin for his time
rd
anniversary.
EXECUTIVE SESSION
It was moved by Councilmember Haley, seconded and unanimously agreed to adjourn at 8:35p.m.
ATTEST: ______________________________
Laura Padden, Mayor
___________________________
Marci Patterson, City Clerk
Council Meeting Minutes: 03-31-2026 Page 4 of 4
Approved by Council:
CITY OF SPOKANE VALLEY
Request for Council Action
Meeting Date: April 28, 2026 Department Director Approval:
Check all that apply: consent old business new business public hearing
informationadmin. reportpending legislationexecutive session
AGENDA ITEM TITLE:Motion Consideration–Ice Sports Facility Ground LeaseAgreement
GOVERNING LEGISLATION:
PREVIOUS COUNCIL ACTION TAKEN: Administrative report on August 19, 2025
Administrative report on September 23, 2025
Motion Consideration allocating lodging tax funds for the Sullivan park infrastructure and the
operations of the ice sports facility on December 16, 2025.
Administrative report on April 21, 2026
BACKGROUND:
In fall of 2024, the City was approached by a donor indicating an interest in developing and
constructing a regional tourism facility to serve youth sports within Spokane Valley and the
region and associated economic development facilities. The donor is partnering with Innovia
Foundation, which has been tasked to lead the project on behalf of the donor. Staff identified
the recently acquired Sullivan Property north of Sullivan Park as a potential location for the
project. The donor has indicated a desire to provide a substantial portion of the project but
requested some City participation.
On August 19, 2025, City Council heard a report from Innovia Foundation discussing the
potential project. Council directed Innovia to provide a proposal on the ice facility and the use of
the City’s Sullivan property (Attachment A). On September 23, 2025, Innovia discussed a
proposal for using the Sullivan property and constructing an ice sports facility. Innovia
requested a long-term 99-year ground lease for the entire Sullivan property to construct and
operate the ice sports facility and at least two related facilities that will complement the ice
facility. The proposal included the option for the City to purchase the facility for $9.4 million.
Innovia also requested that the City pay for certain infrastructure improvements which are
estimated to cost $3.03M. The improvements include improvements to the Sullivan intersection
and signal, two access roads to property and a sewer lift station.
On September 30, 2025, the City hosted a public input session and staff discussed the ice
sports facility proposal, estimated costs for the infrastructure requested by Innovia and potential
economic impact for the project to the City and region. Council reached consensus to authorize
the City Manager to negotiate ground lease terms with Innovia.
On December 16, 2025, Council discussed the Lodging Tax Committee recommendations and
moved to allocate $2M of Lodging Tax funds (Fund 104) for the infrastructure improvements for
the Sullivan property to the City. Councill also allocated $600,000 and up $550,000 for 2029-
2031 from Fund 104 for the operations of the facility to Innovia.
Since the fall of 2025, staff have been negotiating ground lease terms with Innovia. The
material terms of proposed ground lease agreement are attached (Appendix B). The proposed
ground lease agreement is included in Attachment C.
On April 21, 2026, staff discussed the background for the waterline project, the acquisition of the
Sullivan property, the Ice Sports facility proposal, the economic impact of this facility, the
requested City infrastructure project and the negotiated ground lease terms. Staff also
corrected misinformation regarding the project intent, history and its connection to the waterline
project and the acquisition of the Sullivan property. Council reached consensus to bring a
motion consideration authorizing the City Manager to execute the ground lease agreement as
presented.
Should council authorize the City the execution of the lease agreement, the City would advertise
the infrastructure improvement project in late spring. It is recommended to include the
improvements to the Western Dance Hall and Race Car (RC) lot in the contract which would
include repaving and restriping the parking lot of the Western Dance Hall, relocating the
barbeque pit that conflicts with the access road and grading the RC gravel lot. These
improvements are estimated to cost approximately $493K. Council allocated $500K from Fund
312 for improvements to Sullivan Park.
OPTIONS: Motion consideration to authorize the City Manager to execute the ground lease
agreement; authorize the inclusion of the improvements to Sullivan Park with the City
infrastructure project; or take other or take other appropriate action.
RECOMMENDED ACTION OR MOTION: Move to authorize the City Manager to execute the
ground lease agreement in substantially the same form as attached, and include the
improvements to Sullivan Park with the City infrastructure project.
BUDGET/FINANCIAL IMPACTS: The cost of the requested transportation improvements are
estimated at $3.03M which are funded with $2M of Fund 104 and Fund 312. The cost of the
improvements to the Western Dan Hall and RC lot are estimated at $493K and will be paid with
Fund 312. The Fund 104 will also be used for the operations of the facility from 2027-2031 as
recommended by the Lodging Tax Committee and approved by Council on December 16, 2025.
Innovia will be responsible for the ongoing operations and development of the ice sports facility.
Per the ground lease, the City has the option to purchase the property for $9.4M or exercise a
right of first refusal to purchase the facility if a third-party desires to buy the ice sports facility at
the same terms as the third party. The lease agreement does not obligate the City to purchase
the facility. Funding will need to be identified in the future if Council desires to acquire the ice
sports facility.
STAFF CONTACT: John Hohman, City Manager
___________________________________________________________________________
ATTACHMENTS:
Appendix A - Innovia Foundation Proposal
Appendix B - Ground lease Terms
Appendix C – Ground lease agreement
PowerPoint Presentation
QSPQPTFE!
JDF!'!BTTPDJBUFE!
GBDJMJUJFT!BU!
TVMMJWBO!
QSPQFSUZ
TFQUFNCFS!28-!3136
ubcmf!pg!
dpoufout
Dpwfs!Mfuufs!4
Qspkfdu!Jogpsnbujpo!5
Bcpvu!22
Mfuufst!pg!Tvqqpsu!23
Qspkfdu!Tiffut!32
Qspkfdu!Ujnfmjof!35
Dpodfquvbm!Eftjho!Esbxjoht!36
Dpodfquvbm!Sfoefsjoht!3:
JOOPWJB!GPVOEBUJPO!!TVMMJWBO!QSPQFSUZ!QSPQPTBM1:/28/3136
John HohmanSeptember 17, 2025
City Manager
City of Spokane Valley
10210 E Sprague Avenue
Spokane Valley, WA 99206
RE: Response to City Request for Information – Proposed Ice and Associated Facilities
at Sullivan Property
Dear Mr. Hohman,
On behalf of a generous donor and longtime community member, Innovia Foundation
extends our sincere appreciation to the City of Spokane Valley for the opportunity to
collaborate on the proposed indoor ice-skating facility at the Sullivan property. We are
grateful for the City’s request for information, dated August 25, 2025, and are pleased to
submit the enclosed comprehensive proposal for your review and consideration by the City
Council.
This project represents far more than the construction of an arena. It is an investment in
Spokane Valley’s vitality — expanding recreation, strengthening tourism, and driving long-
term economic opportunity. The proposed facility will broaden access to ice sports while
civic lives.
We respectfully submit this proposal in a spirit of partnership, with the shared goal of
creating a world-class civic asset that will serve Spokane Valley residents for generations.
We look forward to working closely with you, the City Council, and City st
advances.
Respectfully,
Shelly O’Quinn
Innovia Foundation
JOOPWJB!GPVOEBUJPO!!TVMMJWBO!QSPQFSUZ!QSPQPTBM1:/28/3136
qspkfdu!jogpsnbujpo
1. Introduction
enhances Spokane Valley’s recreational, hospitality, and economic landscape. This initiative is
more than the construction of an ice arena — it is an investment in community vitality, regional
tourism, and sustainable economic growth.
The vision for the Spokane Valley Ice Facility is to provide low- or no-cost opportunities for
children and youth to participate in ice sports while building essential life and leadership skills. At
ctural barriers that have historically limited
access for economically challenged families. By providing equipment, mentorship, and inclusive
resilience — qualities that will serve them throughout life.
Meeting this vision addresses an urgent regional need. Current ice facilities are overscheduled,
constrained by lack of consistent ice time. A modern, two-sheet facility will directly address this
shortage, ensuring Spokane Valley residents and youth organizations have access to safe, high-
quality, and inclusive ice sports opportunities. The project also aligns with the Spokane Valley
Tourism Strategic Plan, which id
sports tourism and recreation infrastructure.
The impact reaches beyond sports. According to feasibility analysis, the new facility is projected
to generate nearly $5.6 million in annual direct visitor spending and over 9,800 new hotel room
nights once fully operational. Regional and national tournaments will draw families and athletes
Valley as a family-friendly recreation destination.
By integrating a state-of-the-art ice facility with lodging and dining amenities, this project delivers
two transformative outcomes:
1. -enriching sports and leadership
opportunities.
2. Establishing Spokane Valley as a regional hub for tourism, recreation, and community
vitality.
JOOPWJB!GPVOEBUJPO!!TVMMJWBO!QSPQFSUZ!QSPQPTBM1:/28/3136
2. Project Description
Facilities Overview
Dual-Sheet Ice Arena: 65,000 SF facility with two NHL-size ice sheets, spectator seating,
conditioned viewing areas, locker rooms, player support spaces, and concessions.
Hotel Development: A potential 120-
accommodating visiting teams, families, and traveling professionals while supporting
nearby business activity.
family dining, retail, or other visitor-serving uses.
Anticipated Size & Key Components
Ice Arena: 500-700
and team facilities.
Hotel: 120 rooms with meeting/event space and visitor amenities.
Food & Beverage: Full-service dining or retail tenant to complement the facility.
Proposed Uses
The Spokane Valley Ice Facility will serve as a multipurpose hub for sport, recreation, and tourism,
including:
Year-round youth and adult hockey programs, leagues, and clinics.
-to-skate programs.
School partnerships, after-school activities, and community events.
Dedicated practice venue for the WHL Spokane Chiefs, elevating visibility and inspiring
local youth.
On-site lodging and dining options to serve teams, families, and local residents.
3. Funding Sources
-layered strategy that
combines private capital, philanthropic investment, and public partnership. This balanced
ores the shared
commitment of stakeholders to deliver a transformative community asset.
JOOPWJB!GPVOEBUJPO!!TVMMJWBO!QSPQFSUZ!QSPQPTBM1:/28/3136
Philanthropic Contributions
Charitable Support through Innovia Foundation: Innovia Foundation, on behalf of a
costs and ensure broad youth access.
Naming Rights and Sponsorships: Corporate and philanthropic partners will be invited to
support through naming opportunities, sponsorship packages, and recognition programs,
creating enduring ties between community leaders and the project.
Program Scholarships: Dedicated gifts will fund scholarships and program subsidies,
ensuring that families of all income levels can participate in hockey and skating programs.
Private Financing and Investment
Equity Contributions: Private partners will contribute direct equity into hotel and
hotel, providing professional management and generating a reliable revenue stream.
Tenant Investments: Retail and food & beverage tenants will fund their own build-outs,
reducing overall project cost while tailoring spaces to community demand.
Public–Private Partnership with the City of Spokane Valley
Land Lease: Favorable, long-term ground lease terms for the Sullivan property will provide
the foundation for project viability and ensure alignment with City priorities.
-site improvements — such as roadway access, utilities,
— will reduce upfront development costs while improving the broader
Sullivan corridor.
Incentives and Tax Relief: Local tax incentives, including sales/use tax relief and targeted
Purchase Option: The City will retain the ability to acquire the completed facility—
projected to be valued at approximately $44 million—
cure
permanent public ownership of a state-of-the-art recreational and economic asset at a
fraction of its market value. By exercising this option in the future, the City can transform a
privately initiated development into a publicly owned community cornerstone, ensuring
long-term local control, stability, and equitable access. This safeguard protects public
y established.
JOOPWJB!GPVOEBUJPO!!TVMMJWBO!QSPQFSUZ!QSPQPTBM1:/28/3136
4. Operations of Facilities
Revenues
Youth & Adult Hockey Programming Fees: League play, clinics, and practice sessions
across skill levels.
Tournaments & Special Events: Regional and national events driving hotel occupancy,
visitor spending, and local economic activity.
-to-skate, and
school groups to ensure consistent community use.
-term revenue from hotel and
retail parcels will contribute directly to facility operations.
Food & Beverage & Retail Operations: Concessions, pro-shop sales, and restaurant/café
tenants serving residents and visitors alike.
Ownership & Management
ies, hospitality, and events,
ensuring professional oversight. This structure provides:
Optimized scheduling to maximize ice time.
High-quality customer service and engagement.
Coordination with hotel/retail tenants for seamless visitor experiences.
Partnerships with Spokane Chiefs and schools for training, practices, and educational
programming.
Sustainability
The operational framework is designed to ensure long-term self-
subsidy. Key measures include:
-revenue
tournaments.
Economic Multipliers: Leveraging hotel, retail, and dining activity to strengthen the local
economy.
JOOPWJB!GPVOEBUJPO!!TVMMJWBO!QSPQFSUZ!QSPQPTBM1:/28/3136
The building will meet the current Washington State Energy code which
incorporates elevated environmental building design requirements.
Reserves & Reinvestment: Establishing a capital reserve fund from operating surpluses for
ongoing maintenance, upgrades, and equipment replacement.
Together, these measures will ensure the Spokane Valley Ice Facility operates as a resilient,
community-centered, and economically catalytic asset.
5. City Contributions and Expectations
To unlock the full potential of this project, we respectfully request the City of Spokane Valley’s
to ensure accountability and shared success.
Ground Lease & Purchase Option
We request a 99-year lease term for the 11-acre Sullivan parcel to establish a strong foundation for
development. Under the proposed structure, the City also retains the option to purchase the
completed facility — valued at $44 million — for only $9.4 million. This ensures project feasibility
today while preserving the City’s ability to secure permanent public ownership tomorrow, at less
than one-quarter of cost.
Infrastructure Support & Reimbursement
The facility requires infrastructure investment — including utility connections and roadway
improvements. We respectfully request that the City provide funding -site
improvements. This not only advances the facility but also strengthens the broader Sullivan
corridor’s capacity for future economic growth.
Tax Incentives & Exemptions
We seek relief of construction-related sales/use tax exemptions. These incentives will reduce
upfront costs, enabling greater investment in youth programming and amenities, while also
generating recurring lodging tax revenues through tournaments and visitor activity.
Collaboration & Permitting Partnership
and permitting processes. By streamlining approvals, the City and development team can
maintain momentum, reduce delays, and ensure timely, cost-very of the project.
JOOPWJB!GPVOEBUJPO!!TVMMJWBO!QSPQFSUZ!QSPQPTBM1:/28/3136
City Contribution
Ground Lease & Purchase Option Favorable Provides immediate project viability while preserving
lease terms for 11-acre Sullivan parcel, a pathway to permanent public ownership at
with option to purchase $44M facility for extraordinary value. Ensures long-term civic control
$9.4M. of a landmark asset.
Infrastructure Support Funding for utilities, Strengthens safety, access, and future development
-site improvements. capacity in the Sullivan corridor. Supports long-term
economic growth.
Tax Incentives & Exemptions Relief on Reduces development costs, enabling greater
sales/use tax and potential allocation of
lodging tax revenue. Generates recurring hotel and visitor tax revenues.
Collaboration in Permitting & Accelerates project delivery while ensuring
Environmental Processes Active City compliance and environmental stewardship.
partnership in regulatory approvals. Demonstrates City commitment to tourism and
recreation growth.
7. Additional Information
Innovia Foundation is committed to full transparency, accountability, and collaboration with
information at each stage, Innovia Foundation and its partners will:
Provide Updated Materials on Request: At the City Council’s request, we will deliver
details as the project progresses from planning to implementation.
Share Feasibility and Market Data:Supplemental studies on projected economic impact,
tourism growth, and community demand will be made available to validate assumptions
and strengthen decision-making.
Regular updates will be provided to the City Council, City
phases.
This commitment to open communication ensures that Spokane Valley residents, elected
long-term impact.
JOOPWJB!GPVOEBUJPO!!TVMMJWBO!QSPQFSUZ!QSPQPTBM1:/28/3136
8. Conclusion
The Spokane Valley Ice Facility represents a once-in-a-generation opportunity to invest in the
community’s youth, economy, and quality of life. At its core, the dual-sheet ice facility will expand
access to ice sports, provide mentorship, and create leadership opportunities for young people —
ensuring that every child, regardless o
teamwork, and resilience.
Complementary elements, including an on-site hotel, dining, and retail space, will enhance
Spokane Valley’s reputation as a family-friendly regional destination while generating new
revenue streams for local businesses, lodging tax collections, and long-term tourism growth.
Equally important, the facility is structured to be
sources, experienced professional operators, and balanced programming, it will serve residents
community life, drives economic activity, and requires no ongoing operational subsidy from the
City.
Through the proposed purchase option, the City will also preserve the ability to acquire the
completed facility — valued at $44 million — for only $9.4 million. This ensures that Spokane
Valley can one day secure permanent public ownership of a world-class facility at an extraordinary
value, protecting community interests for generations.
By partnering together, Innovia Foundation, the City of Spokane Valley, and local stakeholders
can deliver not only a modern ice arena but also a transformative investment in community
vitality, youth opportunity, and regional economic growth.
We respectfully submit this proposal with gratitude for the City’s consideration and look forward
to continuing this collaborative process.
9. Attachments:
Letters of Support
Project Timeline
Conceptual Design Drawings
Conceptual Renderings
JOOPWJB!GPVOEBUJPO!!TVMMJWBO!QSPQFSUZ!QSPQPTBM1:/28/3136
nbljoh!npsf!qpttjcmf
Bt!uif!dpnnvojuz!gpvoebujpo!tfswjoh!Fbtufso!Xbtijohupo!boe!Opsui!Jebip-!Joopwjb!Gpvoebujpo!jt!
b!usvtufe!qsftfodf!jo!uif!Jomboe!Opsuixftu!qspwjejoh!mfbefstijq-!wjtjpo-!boe!sftpvsdft!up!nffu!uif!
fwpmwjoh!offet!pg!dpnnvojujft/!Gpdvtfe!po!jut!njttjpo!up!jhojuf!hfofsptjuz!uibu!usbotgpsnt!mjwft!boe!
nfncfst!up!tusfohuifo!uif!qmbdft!qfpqmf!dbmm!ipnf/!
Gps!npsf!uibo!61!zfbst-!Joopwjb!ibt!qbsuofsfe!xjui!uipvtboet!pg!epopst!xip!tibsf!b!dpnnjunfou!up!
hfofsptjuz!boe!qmbdf.cbtfe!jowftunfou/!Uiftf!qbsuofstijqt!ibwf!nbef!ju!qpttjcmf!up!gvoe!qsphsbnt!
uibu!foibodf!fevdbujpo-!fyqboe!bddftt!up!uif!bsut-!jnqspwf!ifbmui!pvudpnft-!boe!tvqqpsu!fdpopnjd!
wjubmjuz/!Bdsptt!uif!sfhjpo-!Joopwjbt!jowftunfout!ibwf!gvfmfe!dpvoumftt!mpdbm!jdpojd!qspkfdut!.!jodmvejoh!
uif!Tqplbof!Dfoufoojbm!Usbjm!boe!uif!sftupsbujpo!pg!uif!ijtupsjd!Gpy!Uifbufs!.!efnpotusbujoh!ipx!mpdbm-!
b!dpmmbcpsbups!jo!cvjmejoh!djwjd!mjgf/!Xifuifs!sftqpoejoh!up!bo!vshfou!dsjtjt-!fmfwbujoh!pqqpsuvojujft!
gps!zpvoh!qfpqmf-!ps!jowftujoh!jo!uif!efwfmpqnfou!pg!mpdbm!dpnnvojuz!mfbefst-!uif!gpvoebujpo!xpslt!
bmpohtjef!uiptf!xiptf!jefbt!boe!efejdbujpo!npwf!uif!sfhjpo!gpsxbse!boe!fosjdi!uif!gbcsjd!pg!uif!
Jomboe!Opsuixftu/!
mfwfsbhfe!opu!pomz!gps!jnnfejbuf!offet!cvu!bmtp!gps!mpoh.ufsn!tpmvujpot!uibu!dsfbuf!mbtujoh!jnqbdu!boe!
fotvsf!wjcsbou!boe!tvtubjobcmf!dpnnvojujft!xifsf!fwfsz!qfstpo!ibt!uif!pqqpsuvojuz!up!uisjwf/!
bcpvu!Joopwjb
NJTTJPOWJTJPO
UP!JHOJUF!HFOFSPTJUZ!!WJCSBOU!'!TVTUBJOBCMF!DPNNVOJUJFT!
UIBU!USBOTGPSNT!MJWFT!!XIFSF!FWFSZ!QFSTPO!IBT!UIF!
'!DPNNVOJUJFTPQQPSUVOJUZ!UP!UISJWF
TFSWJOH!31!DPVOUJFT!'!7!OBUJWF!BNFSJDBO!USJCBM!
GPVOEFE!
SFHJPOT!BDSPTT!FBTUFSO!XBTIJOHUPO!'!OPSUI!JEBIP
JO!2:85
%25!NJMMJPO!
TVQQPSUFE!CZ!
%261!NJMMJPO!
EJTUSJCVUFE!JO!
NPSF!UIBO!
%391,!
DVNVMBUJWF!HSBOUT!
HSBOUT!'!
'!TDIPMBSTIJQT!
411!
NJMMJPO!
TDIPMBSTIJQT!
TJODF!2:85
JO!UPUBM!BTTFUT
WPMVOUFFST
BOOVBMMZ
JOOPWJB!GPVOEBUJPO!!TVMMJWBO!QSPQFSUZ!QSPQPTBM1:/28/3136
mfuufst!pg!tvqqpsu
Uif!gpmmpxjoh!qbhft!dpoubjo!mfuufst!pg!tvqqpsu!gps!uif!qspqptfe!jdf!sjol!qspkfdu/!Uiftf!foepstfnfout!
sftjefout-!zpvui!qsphsbnt-!boe!mpdbm!sfdsfbujpo/
JOOPWJB!GPVOEBUJPO!!TVMMJWBO!QSPQFSUZ!QSPQPTBM1:/28/3136
Gspn!Uif!Eftl!pg!Efooz!MbSvf!
Tfqufncfs!26!3136
Djuz!pg!Tqplbof!Wbmmfz!Djuz!Dpvodjm
21321!F!Tqsbhvf!Bwfovf
Tqplbof!Wbmmfz-!XB!::317
Efbs!Dpvodjm!Nfncfst-
J!xsjuf!up!zpv!jo!gvmm!tvqqpsu!pg!uif!qspqptfe!Tqplbof!Wbmmfz!Jdf!Gbdjmjuz/
J!tqfou!38!zfbst!fnqmpzfe!cz!uif!Obujpobm!Ipdlfz!Mfbhvf!bt!bo!po!jdf!Sfgfsff/!Tvctfrvfou!
up!nz!po!jdf!dbsffs-!J!cfdbnf!jowpmwfe!xjui!uif!Tqplbof!Bnfsjdbo!Zpvui!Ipdlfz!Bttpdjbujpo!
)TBZIB*!uif!qbsfou!pshboj{bujpo!gps!uif!Tqplbof!Ks/!Dijfgt/!J!tfswfe!bt!Qsftjefou!pg!TBZIB!gps!
6!zfbst-!foejoh!jo!3133/!
Xijmf!bu!TBZIB-!xf!gbdfe!ovnfspvt!dibmmfohft-!DPWJE!cfjoh!pof!pg!uif!nptu!ejdvmu!cvu!
puifst!upp/!Pof!pg!uiptf!xbt!uszjoh!up!hvsf!pvu!ipx!up!hspx!!zpvui!ipdlfz!jo!uif!hsfbufs!
Tqplbof!bsfb-!xjui!mjnjufe!jdf!tvsgbdft/!Bt!xf!dbnf!pvu!pg!DPWJE-!uijt!dibmmfohf!gbefe!b!cju!
bt!uif!qboefnjd!ibe!b!ejsfdu!jnqbdu!po!pvs!hspxui!usbkfdupsz/!
Upebz-!tfwfsbm!zfbst!sfnpwfe!gspn!uibu!ujnf-!uif!Ks/!Dijfgt!ibwf!sfuvsofe!up!qsf!DPWJE!
ovncfst!boe!bsf!bhbjo!dibmmfohfe!xjui!oejoh!boe!bqqspqsjbujoh!jdf!gps!uifjs!hspxjoh!
nfncfstijq/
Uif!ofx!Wbmmfz!Jdf!Gbdjmjuz!xjmm!dibohf!uibu/!Ju!xjmm!bmmpx!uif!Ks/!Dijfgt!up!dpoujovf!up!xpsl!
dmptfmz!xjui!uif!Tqplbof!Dijfgt!boe!uif!Tfbuumf!Lsblfo!gspn!uif!OIM-!up!sftvnf!uif!rvftu!up!
hspx!qbsujdjqbujpo!jo!uif!zpvui!hbnf-!up!uif!hsfbuftu!ovncfst!fwfs!tffo/!
Nz!qfstpobm!sfmbujpotijq!xjui!tfwfsbm!qfpqmf!jowpmwfe!gspn!cpui!uif!Lsblfo!boe!uif!OIM-!
nblft!nf!fyusfnfmz!dpoefou!uibu!cpui!pg!uiptf!foujujft!bsf!dpnnjuufe!boe!fydjufe!bcpvu!
hspxjoh!uif!hbnf!pvutjef!pg!uif!Hsfbufs!Tfbuumf!Nbslfu/!Uifsf!jt!b!vojrvf!pqqpsuvojuz!tjuujoh!
sjhiu!jo!gspou!pg!vt!boe!uif!ujnf!jt!OPX/!Uiftf!xjoepxt!epou!sfnbjo!pqfo!gpsfwfs/
Uif!OIM-!uispvhi!uifjs!Joevtusz!Hspxui!Gvoe!boe!jojujbujwf!boe!uif!Lsblfo-!jt!dpnnjuufe!up!
csjoh!uif!hsfbu!hbnf!pg!ipdlfz!up!bt!nboz!ljet-!jo!cjh!djujft!boe!tnbmm!dpnnvojujft-!bt!uifz!
dbo/
Uijt!ofx!jdf!gbdjmjuz!xpvme!cf!b!ivhf!tufq!gpsxbse!jo!dbsszjoh!pvu!uibu!njttjpo/
J!sftqfdugvmmz!sfrvftu!uibu!zpv!hjwf!ju!zpvs!vunptu!dpotjefsbujpo!boe!bqqspwf!uif!qspqptbm!tp!
uibu!uif!qfpqmf!xip!bsf!sfbez!boe!xjmmjoh!up!ep!uijt!xpsl-!dbo!hfu!tubsufe/
Tjodfsfmz!
Efooz!MbSvf
OIM!Sfgfsff-!Sfujsfe
Nfncfs-!Jomboe!Opsuixftu!Tqpsut!Ibmm!pg!Gbnf-!3135
JOOPWJB!GPVOEBUJPO!!TVMMJWBO!QSPQFSUZ!QSPQPTBM1:/28/3136
September15,2025
CityofSpokaneValleyCityCouncil
10210ESpragueAvenue
SpokaneValley,WA99206
DearCouncilMembers,
OnbehalfoftheSpokaneAmericansYouthHockeyAssociation,Iwanttothankyouforyour
leadershipandexpressourstrongsupportfortheproposedSpokaneValleyIceFacilityatthe
Sullivanproperty.
Ourassociationservesmorethan450childrenandtheirfamilieseachyear.Despitethe
tremendousinterestinourprograms,thelackofavailableicetimehascreatedsignificant
barrierstoparticipation.Toooften,athletesareturnedaway,orfamiliesmustcommitto
late-nightpracticesthatplaceunnecessarystrainonyoungplayers,parents,andsiblingsalike.
Theadditionofamodern,two-sheetfacilityisnotjustaconvenience—itisanecessity.Beyond
providingequitableaccessforfamilies,thisfacilitywouldopenthedoorforexpanded
programming,newtournaments,andregionaleventsthatwillbringvisitorsandeconomic
activitytoSpokaneValley.Itrepresentsaninvestmentinbothcommunityhealthandthelocal
economy,whilealsogivingchildrenasafe,inclusivespacetodevelopskills,confidence,and
lifelongfriendships.
Werespectfullyurgeyoutomovethisprojectforward.Itwillhavealastingimpactonthousands
offamilies,andensurethatSpokaneValleybecomesadestinationwhereyouthsports,
communityengagement,andeconomicopportunitythrivetogether.
Thankyouforyourthoughtfulconsiderationandsupport.
Respectfully,
LukeDamskov
PresidentSpokaneYouthHockeyAssociation
JOOPWJB!GPVOEBUJPO!!TVMMJWBO!QSPQFSUZ!QSPQPTBM1:/28/3136
September 16, 2025
RE: Spokane Valley Ice Complex
I am writing to express Spokane Sports' support for a two sheet ice complex in the
City of Spokane Valley. This initiative presents a unique opportunity to boost our
community's economy through sports tourism, a sector that remains resilient even
as traditional leisure and business travel softens.
63% of destinations report that
The industry generates contributing to a
total economic impact of $128 billion.
This results in and supports 73.5 million
hotel room nights generated.
Source: 2023 Sports ETA State of The Industry report
At home, initiatives through Spokane Sports inject approximately
This translates to over $1.7 million
weekly—new money that would not be realized without our efforts. This activity
supports benefiting sectors ranging from hospitality to transportation.
The Food & Beverage sector alone benefits from $20.9 million in direct sales,
equivalent to the
It could attract new revenue, and keep families in our
community for tournaments and events, rather than sending them to compete
elsewhere. Thank you for considering our endorsement of this vital project. We are
excited about the possibilities it presents for or region’s future as a leading sports
destination.
All the best,
Ashley Blake
Spokane Sports
CEO
JOOPWJB!GPVOEBUJPO!!TVMMJWBO!QSPQFSUZ!QSPQPTBM1:/28/3136
September 15, 2025
City of Spokane Valley
City Council
10210 E Sprague Ave
Spokane Valley,WA99206
Dear Councilmembers,
As Superintendent of Central Valley School District, I am writing to express our support for the proposed
Spokane Valley Ice Facility.
This initiative closely aligns with our district’s commitment to promoting student wellness, character
development, and inclusive access to extracurricular opportunities. The promise of
low-or no-cost access for youth is particularly impactful—it ensures that allstudents can experience the
physical, social, and emotional benefits that come from participation in ice sports.
Beyond recreation, the proposed facility represents a meaningful opportunity for educational collaboration.
From integrating skating into our physical education curriculum to hosting leadership development programs
and school-based events, we see this as adynamic space where students can learn, grow, and thrive in new
ways.
We commend the Innovia Foundation and the City of Spokane Valley for their vision and leadership in
bringing this proposal forward. It is a project that will not only enhance community life but also enrich the
educational landscape for years to come.
We encourage your favorable consideration and look forward to future partnership opportunities that support
the success and well-being of our students.
Sincerely,
John Parker, Superintendent
Central Valley School District
Jparker@cvsd.org
JOOPWJB!GPVOEBUJPO!!TVMMJWBO!QSPQFSUZ!QSPQPTBM1:/28/3136
JOOPWJB!GPVOEBUJPO!!TVMMJWBO!QSPQFSUZ!QSPQPTBM1:/28/3136
JOOPWJB!GPVOEBUJPO!!TVMMJWBO!QSPQFSUZ!QSPQPTBM1:/28/3136
JOOPWJB!GPVOEBUJPO!!TVMMJWBO!QSPQFSUZ!QSPQPTBM1:/28/3136
Dear City of Spokane Valley Council,
On behalf of the Spokane Chiefs Hockey Club, I am writing to express our strong support
for the addition of a new twin-sheet ice facility in the Spokane Valley.
As one of the region’s premier youth hockey organizations, the Spokane Jr. Chiefs have
skating are thriving. However, our ability to accommodate new athletes and grow the game
is being severely limited by a lack of available ice time.
A new twin-sheet ice rink in the Spokane Valley would serve as a cornerstone for the
region’s hockey culture, providing a lasting impact on youth development, the Spokane
exposure, more programs and clinics, a pathway for aspiring players, increased tourism
and events and increased community engagement.
Furthermore, a modern twin sheet facility opens the door to hosting regional and national-
needed to support the long-term growth of ice sports in our region. A new facility will
ensure the Spokane Valley is a key player in that growth.
We respectfully urge the City Council to support this much-needed project. Investing in an
additional ice facility is an investment in our youth, our community, and the future of
improving recreational opportunities and we look forward to partnering with you to help
make this vision a reality.
Sincerely,
Mark Miles
President
Spokane Chiefs Hockey Club
509-981-2854
mmiles@spokanechiefs.com
JOOPWJB!GPVOEBUJPO!!TVMMJWBO!QSPQFSUZ!QSPQPTBM1:/28/3136
Qipup;!Dpmjo!Nvmwboz0
Uif!Tqplftnbo.Sfwjfx
Sftqpotf
Cfuxffo!Bvhvtu!29!boe!36-!3134-!uif!Psfhpo!Spbe!Gjsf!boe!Hsbz!Gjsf!efwbtubufe!Tqplbof!Dpvouz-!
Xbtijohupo!Tubuf!ijtupsz/!
sbqjemz!npcjmj{joh!sftpvsdft!boe!dpnnvojuz!tvqqpsu-!vmujnbufmz!sbjtjoh!pwfs!%2/4!njmmjpo!uispvhi!jut!
sfhjpobm!qbsuofst-!boe!uifo!fyqboefe!uispvhi!dpousjcvujpot!gspn!joejwjevbmt-!cvtjofttft-!boe!dibsjubcmf!
pshboj{bujpot-!fotvsjoh!bo!jnnfejbuf!boe!tvtubjofe!sftqpotf/!
Sftpvsdf!Dfoufs/!Hsbout!xfsf!vtfe!up!nffu!vshfou!offet!jodmvejoh!gppe-!tifmufs-!hbt!dbset-!fnfshfodz!
ipufm!tubzt-!boe!qspqbof!gps!ejtqmbdfe!gbnjmjft/!Cz!qppmjoh!gvoet!gspn!hfofspvt!epopst-!Joopwjb!dbo!
offefe!nptu/!
Xijmf!jnnfejbuf!sfmjfg!xbt!dsjujdbm-!Joopwjb!Gpvoebujpo!jt!ifmqjoh!fotvsf!mpoh.ufsn!sfdpwfsz-!
sfdphoj{joh!uibu!sfcvjmejoh!gspn!tvdi!efwbtubujpo!jt!b!dpnqmfy-!nvmuj.zfbs!qspdftt/!Jo!qbsuofstijq!xjui!
sfnpwbm-!xjoufsj{joh!SWt-!sftupsjoh!vujmjuz!dpoofdujpot-!boe!dpotusvdujoh!ofx!ipnft!gps!tvswjwpst/!
Joopwjbt!hsbout!ifmq!csjehf!gvoejoh!hbqt-!csjohjoh!uphfuifs!dpvouz!boe!qsjwbuf!sftpvsdft!up!nblf!
qspkfdut!mjlf!uif!dpnqmfujpo!pg!fjhiu!ipnft!qpttjcmf!jo!Kvmz!3136/!
Mppljoh!bifbe-!vq!up!23!
beejujpobm!ipnft!bsf!qmboofe!
sfmfwbodjft
gps!uif!ofyu!cvjmejoh!qibtf/!
gbnjmjft!boe!dpnnvojujft!dbo!
NVMUJ.TPVSDF!FDPOPNJD!!
sfhbjo!tubcjmjuz!boe!ipqf!gps!
GVOEJOHJNQBDU
uif!gvuvsf/!
DPMMBCPSBUJWF!DPNNVOJUZ!
QBSUOFSTIJQTEFWFMPQNFOU
JOOPWJB!GPVOEBUJPO!!TVMMJWBO!QSPQFSUZ!QSPQPTBM1:/28/3136
IVC!Tqpsut!Dfoufs!!
Qbsuofstijq
Joopwjb!Gpvoebujpo!qbsuofsfe!xjui!bo!bopoznpvt!epops!up!tfdvsf!uif!gvuvsf!pg!uif!IVC!Tqpsut!Dfoufs!
jo!Tqplbof!Wbmmfz!cz!gbdjmjubujoh!uif!qvsdibtf!pg!jut!cvjmejoh!uispvhi!b!vojrvf!qijmbouispqz.esjwfo!
bqqspbdi/!Jo!3122-!uif!bopoznpvt!epops!ftubcmjtife!b!gvoe!xjui!uif!gpvoebujpo!sfrvftujoh!uibu!uif!
jojujbm!ejtcvstfnfou!cf!vtfe!upxbse!bdrvjsjoh!uif!IVC!gbdjmjuz!.!bu!uibu!ujnf!b!dsjujdbm!tufq!gps!uif!tqpsut!
dfoufs-!xijdi!xbt!pqfsbujoh!xjuipvu!mpoh.ufsn!tfdvsjuz!boe!xbt!nfsfmz!csfbljoh!fwfo/!
Up!dbssz!pvu!uijt!qmbo-!Joopwjb!Gpvoebujpo!gpsnfe!b!tvqqpsujoh!pshboj{bujpo!up!qvsdibtf!uif!IVC!
cvjmejoh!gspn!qsjwbuf!pxofst!gps!%4/3!njmmjpo!jo!3123-!xjui!uif!joufou!pg!mfbtjoh!ju!cbdl!up!uif!IVC!
cvzcbdl/!Evsjoh!uibu!qfsjpe-!uif!IVC!qbje!sfevdfe!sfou!up!uif!gpvoebujpo!xijmf!mfwfsbhjoh!epobujpot-!
hsbout-!boe!dbnqbjho!qspdffet!up!xpsl!upxbse!gvmm!pxofstijq/
Uijt!qbsuofstijq!dsfbufe!tubcjmjuz!gps!uif!IVC!Tqpsut!Dfoufs!boe!vompdlfe!jut!bcjmjuz!up!fyqboe!zpvui!
epopst!gvoe!bu!Joopwjb!Gpvoebujpo-!dsfbujoh!b!mfhbdz!nfdibojtn!xifsf!uiptf!gvoet!dpvme!dpoujovf!
tvqqpsujoh!puifs!dibsjubcmf!dbvtft!jo!uif!sfhjpo!mpoh!ufsn
Vmujnbufmz-!uibolt!up!uif!ufobdjuz!pg!uif!IVC!boe!uif!hfofsptjuz!pg!cpui!uif!epops!boe!Joopwjb!
Gpvoebujpo-!uif!tqpsut!dfoufs!cfdbnf!b!tfdvsf-!qfsnbofou!nvmuj.vtf!gbdjmjuz-!fotvsjoh!bddftt!gps!
uipvtboet!pg!zpvui!boe!gbnjmjft!jo!uif!dpnnvojuz!gps!zfbst!up!dpnf/!
sfmfwbodjft
BTTFNCMZ0HBUIFSJOH!IFBMUI!'!
QMBDFXFMMCFJOH!
ZPVUI!!FDPOPNJD!!
FOHBHFNFOUJNQBDU
JOOPWJB!GPVOEBUJPO!!TVMMJWBO!QSPQFSUZ!QSPQPTBM1:/28/3136
Pblftebmf!Njmm!!
Qbsuofstijq
Tjuvbufe!jo!uif!ifbsu!pg!Pblftebmf-!uif!KD!Cbsspo!Gmpvs!Njmm!fncpejft!uif!sjdi!ijtupsz!boe!dvmuvsbm!
jefoujuz!pg!uijt!upxo!pg!4:5/!Cvjmu!jo!29:1-!ju!tuboet!bt!uif!pomz!tvswjwjoh!hsbjo!njmm!jo!Xijunbo!Dpvouz!
boe!pof!pg!kvtu!b!gfx!mfgu!jo!Xbtijohupo!Tubuf/!Uipvhi!mbshfmz!dmptfe!up!uif!qvcmjd!tjodf!2:71-!uif!
Pme!Njmm!ibt!foevsfe!bt!b!difsjtife!mboenbsl!.!tp!nvdi!tp!uibu!Pblftebmft!boovbm!Pme!Njmm!Ebzt!
dfmfcsbujpo!cfbst!jut!obnf-!boe!qbttfstcz!sfhvmbsmz!tupq!bmpoh!uif!tubuf!ijhixbz!up!dbquvsf!qipupt!pg!
jut!jdpojd!xppefo!gsbnf/
Jotqjsfe!cz!jut!ijtupsz!boe!dsbgutnbotijq-!Nbsz!Kbof!Cvuufst!cpvhiu!uif!njmm!gspn!mpohujnf!pxofs!
Kptfqi!Cbsspo!boe!lfqu!ju!bmjwf!gps!efdbeft-!hsjoejoh!pshbojd!hsbjot!gps!ifs!gppet!cvtjoftt!xijmf!
qsftfswjoh!jut!spmf!bt!b!upxo!dfoufsqjfdf/!Xifo!Cvuufst!mbufs!qvu!uif!qspqfsuz!vq!gps!tbmf-!Joopwjb!
Gpvoebujpo!tufqqfe!jo!up!qvsdibtf!uif!njmm!jo!fbsmz!3135/!Uijt!bdujpo!fotvsfe!uibu!uif!mboenbsl!xpvme!
sfnbjo!mpdbmmz!pxofe!boe!opu!mptu!up!pvutjef!joufsftut/!Joopwjb!uifo!qbsuofsfe!xjui!Pblftebmf!mfbefst!
up!sbjtf!uif!gvoet!ofdfttbsz!up!tfdvsf!uif!njmmt!gvuvsf!bt!qbsu!pg!uif!upxot!ifsjubhf!boe!fdpopnjd!
wjubmjuz/
%71-111!nbudijoh!dibmmfohf-!jotqjsjoh!dpnnvojuz!nfncfst!up!sbmmz!uphfuifs!jo!tvqqpsu!pg!uif!Pme!
Njmmt!qsftfswbujpo!boe!sfuvso!up!mpdbm!tufxbsetijq/!Cz!Efdfncfs!3135-!Joopwjb!usbotgfssfe!pxofstijq!
pg!uif!njmm!up!uif!Qpsu!pg!Xijunbo!Dpvouz-!qptjujpojoh!ju!gps!mpoh.ufsn!vtf!bt!b!ivc!gps!cpui!ijtupsjd!
qsftfswbujpo!boe!gvuvsf!fdpopnjd!efwfmpqnfou/
Mppljoh!bifbe-!qmbot!gps!uif!Pme!Njmm!nbz!jodmvef!wbmvf.beefe!bhsjdvmuvsf-!sfubjm!tfswjdft-!dp.xpsljoh!
tqbdft-!boe!bo!fwfou!wfovf/!Uiftf!pqqpsuvojujft!qspnjtf!up!csjoh!ofx!kpct-!hspx!mpdbm!upvsjtn-!
boe!fotvsf!uibu!uijt!ijtupsjd!
mboenbsl!dpoujovft!up!tfswf!
bt!cpui!b!tpvsdf!pg!qsjef!
sfmfwbodjft
boe!b!esjwfs!pg!fdpopnjd!
sftjmjfodf!gps!Pblftebmf!boe!
uif!tvsspvoejoh!sfhjpo/
DPMMBCPSBUJWF!DPNNVOJUZ!
QBSUOFSTIJQT!EFWFMPQNFOU
FDPOPNJD!!
JNQBDU
JOOPWJB!GPVOEBUJPO!!TVMMJWBO!QSPQFSUZ!QSPQPTBM1:/28/3136
qspkfdu!ujnfmjof
CONCEPTUAL
dpodfquvbm!eftjho!esbxjoht
dpodfquvbm!eftjho!esbxjoht
dpodfquvbm!eftjho!esbxjoht
dpodfquvbm!eftjho!esbxjoht
dpodfquvbm!sfoefsjoht
dpodfquvbm!sfoefsjoht
dpodfquvbm!sfoefsjoht
nblf
npsf
qpttjcmf/
Joopwjb!Gpvoebujpo!
929!X/!Sjwfstjef!Bwf/!Tuf/!761
Tqplbof-!XB!::312
xxx/joopwjb/psh
612!)d*)4*!uby.fyfnqu!pshboj{bujpo
FJO!$!:2.1:52164
Appendix B – Material Terms of Ice Arena Lease
General Terms:
City leases the land to Lessee for 75 years with an option to extend the lease for
an additional 24 years if approved by both the City and Lessee.
Lessee must use a portion of the parcel to develop, operate and maintain a youth
ice sports complex – all at Lessee’s expense through the duration of the lease.
Lessee must make the facility available to the general public and must
provide at least 500 hours of use at free or discounted rates for
economically disadvantaged persons.
All revenue generated by the facility must be spent on operations,
maintenance, capital improvements, and programming.
Lessee must cause the remaining parcel to be developed for commercial uses
allowed by the City’s zoning code at no expense to the City.
All net revenue received by Lessee from development of the commercial
parcels must be applied towards the expenses to operate, maintain,
complete capital improvements and provide programming for the youth ice
sports complex.
At end of lease term, the City will own all improvements on the land unless it
exercises its right of first refusal or option to purchase the improvements prior to
the lease expiration.
LTAC Funds:
The youth ice sports complex is intended and expected to generate tourism
activity within the City. Accordingly, City will provide Lessee with LTAC grant funds
for operational expenses of the youth ice sports complex for years 2027 through
2031 as follows:
The amount of LTAC funds contributed shall be the lesser of the amounts
requested by Lessee or (a) $600,000 each year for years 2027 and 2028,
and (b) $550,000 each year for years 2029 through 2031.
Payment is on a reimbursement basis and only paid on expenses paid by
Lessee supported by documents evidencing the expense was incurred.
LTAC funds can only be used to reimburse for expenses to operate the
youth ice sports complex.
Lessee may apply for LTAC funding for years following 2031, but LTAC funds
are not guaranteed past 2031.
City’s Utility Responsibilities: City to complete:
Transportation improvements for access to the land. These include (1)
increasing the capacity of the existing improved access to the City’s
tourism-related properties, which include the land to be leased, the existing
dance hall, existing RC track, and existing Sullivan Park; and (2) improving
existing unimproved access situated north of the existing improved access.
Installation of a sewer lift station on the land and sewer line from the left
station to the sewer main along Sullivan Road. The City agrees to maintain
the lift station at City’s expense.
Rent Rate:
In consideration for the public benefits Lessee commits to providing the
community by developing and operating the ice sports facility and devoting all of
Lessee’s revenue from the commercial parcels to providing the public benefits,
the City has agreed to a lease rate of $1/year through the duration of the lease.
ROFR/Option to Purchase:
The City has a right of first refusal (“ROFR”) and an option to purchase (“Purchase
Option”) Lessee’s rights to the premises (including all improvements).
ROFR: If Lessee receives a bona fide offer from a third party to purchase all
of Lessee’s rights in the land and improvements thereon, it must first
present the offer to the City. City may decide to purchase on the same
terms as the third party offer.
Option:
o City’s Purchase Option cannot be exercised until (1) a certificate of
occupancy has been issued for the Ice Sports Facility, and (2) Lessee’s
debt to construct improvements on the land is $9.4 million or less.
o Purchase Option expires 2 years after it could have first been
exercised.
o Price: $9.4 million
If City exercises either the ROFR or Purchase Option, then it can condition
its purchase on Lessee or a third party agreeing to operate and maintain
the facility at their own expense.
Assignment/Transfers:
Lessee may assign its entire interest in all or any of the parcels to a third party,
but third party is bound by the terms of the ground lease between City and
Lessee.
Obligation to operate and maintain youth ice sports complex follows
transfer of interests in that parcel.
Obligation to use commercial parcel net revenue for the youth ice sports
complex follows any transfer of Lessee’s interest in those parcels.
Subleasing:
Lessee may sublease space to a third party, but (1) must be at fair market value,
and (2) sublessee is bound to restrictions in City’s ground lease, and (3) Lessee is
still ultimately responsible to ensure sublessee is not in breach of the master
Lease.
Reporting Requirements:
Every year, Lessor must provide City with reports identifying the following:
The dates and number of hours Lessee provided free or reduced-cost
services for the public and the manner in which they were provided;
The net revenue of the youth ice sports complex for the year (inclusive of
gross revenues and expenses);
The net revenue from development of the commercial parcels (inclusive of
the gross revenue received by Lessee and Lessee’s expenses); and
The uses to which Lessee applied the net revenue it received from the
commercial parcels.
GROUND LEASE
THIS GROUND LEASE (this “Lease”) is made and entered into as of ____________, 20__ (the
“Commencement Date”), by and among the City of Spokane Valley, a municipal corporation (“City” or
“Lessor”) and Ignite Youth Ice, LLC, a Washington limited liability company a wholly owned subsidiary
of Innovia Ignite Foundation, a Washington , a nonprofit corporation described under Section 501(c)(3) of
the federal Internal Revenue Code of 1986, as amended, and Spokane Youth Ice, LLC, a Washington
limited liability Company, as joint tenants (together the “Lessee”).
RECITALS:
A. This Lease concerns certain real property owned by the City and located at 2100 N.
Sullivan Road in the City of Spokane Valley, Spokane County, State of Washington (referred herein as
“Sullivan Property”). The Sullivan Property is comprised of an approximately twelve (12) acre parcel of
land more particularly described in the attached Exhibit A. The City intends to subdivide the Sullivan
Property into three or more separate legal lots and use all such lots to support tourism, accommodate tourist
activities within the City, and provide recreation opportunities for youth in the community, as applicable.
B. In 2023, the City retained a third-party consultant to conduct a Strategic Tourism Plan
Update (“Tourism Study”). The study concluded that the tourism-generated economic activity within the
City was sub-standard compared to other similarly situated municipalities. The Tourism Study further
identified amenities that, if developed, would be expected to attract large numbers of out-of-town tourists
to the City for multi-day events and generate significant tourism-related revenue.
C. The Tourism Study specifically identified a cross-country course and ice sporting complex
as facilities (a) for which there is high demand but low supply regionally, (b) that are reasonably expected
to substantially increase the number of visitors entering and staying in the City for multiple days to attend
events, and (c) that will therefore increase the number of visitors spending money for overnight stays,
dining, shopping and other tourism-related economic activity in the City.
D. Lessee has been working with a benefactor who desires to fund an ice sports complex that
will provide recreational opportunities for youth within Spokane Valley and the Spokane region. The
benefactor desires to remove barriers for youth ice sports participation, including economic barriers, limited
availability for ice sheet practice times and having a facility that is located centrally within the region.
E. Lessee submitted a proposal that the City ground lease the Sullivan Property to Lessee for
Lessee to provide recreational opportunities for the youth in the City and surrounding area. Specifically,
Lessee proposes to: (1) construct, operate, and maintain an approximately 80,000 square foot ice sports
complex with two National Hockey League (“NHL”)-sized ice sheets, spectator seating, conditioned
viewing areas, locker rooms, player support spaces and concessions (the Youth Ice Rink”) on
approximately six (6) acres of the Sullivan Property; and (2) develop or cause development of the remaining
Sullivan Property for commercial or other revenue-generating uses and apply all of Lessee’s net revenues
from such development to financially support the operations, maintenance, and future capital improvements
of the Youth Ice Rink. As part of the proposal, Lessee is proposing operations that will remove barriers to
youth ice sports participation, including economic barriers, limited availability for ice sheet practice times,
and having a facility that is located centrally within the region. This operation provides a public benefit to
the City and the community.
F. The City reviewed Lessee’s proposal and desires to ground lease the Sullivan Property to
Lessee to (a) construct, operate, and maintain the proposed Youth Ice Rink at Lessee’s expense on
approximately six (6) acres of the Sullivan Property, and (b) develop or cause development of the remainder
- 1 -
of the Sullivan Property for commercial or other revenue-generating uses to financially support the
operations, maintenance, and future capital improvements of the Youth Ice Rink.
G. Lessee desires to grant the City both a right of first refusal and an option to purchase all of
Lessee’s interests in the Premises.
H. The buildings, structures, parking areas, landscaping and other improvements located on
the Sullivan Property as of the Commencement Date, if any, are collectively referred to as the “Existing
Improvements”.
I. The Sullivan Property, the Existing Improvements, the Leasehold Improvements and
Alterations, together with any and all buildings, structures, systems, facilities and fixtures currently located
and to be located within the Sullivan Property pursuant to this Lease, as well as all easements and other
appurtenant rights, are referred to collectively as the “Premises”.
J. Lessee agrees to demolish any Existing Improvements, as necessary, and develop the
Sullivan Property by constructing, maintaining, and operating the Leasehold Improvements. Lessee further
agrees that its operation of the Premises will include providing the public benefits identified in Sections 11
and 12 of this Lease.
K. Lessee is willing to construct or cause construction of the Leasehold Improvements and
operate the Premises in accordance with the terms and conditions set forth in this Lease on the express
condition that Lessor enter into a long-term lease of the Premises on the terms and conditions set forth
below.
L. Lessor is willing to enter into a long-term lease of the Premises on the express condition
that Lessee constructs the Youth Ice Rink and thereafter operates and maintains the Premises and provides
the public benefits during the Term of this Lease on the terms and conditions set forth below.
NOW, THEREFORE, in consideration of the rents to be paid hereunder and of the agreements,
covenants and conditions contained herein, the parties hereby agree as follows:
1. Basic Lease Information
The following is a summary of basic lease information. Each term or item in this Section 1 shall be
deemed to incorporate all of the provisions set forth below pertaining to such term or item and to the extent
there is any conflict between the provisions of this Section 1 and any more specific provision of this Lease,
the more specific provision shall control.
Lessor: City of Spokane Valley
10210 E. Sprague Avenue
Spokane Valley, WA 99206
Attn: City Manager
Email Address: jhohman@spokanevalleywa.gov
Lessees: Ignite Youth Ice, LLC
818 W. Riverside Avenue, Suite 650
Spokane, WA 99201
Attn: Shelly O’Quinn
Email Address: soquinn@innovia.org
- 2 -
Spokane Youth Ice, LLC
\[address\]
\[address\]
Attn: \[name\]
Email Address: \[insert email address\]
Term: Seventy-five (75) years from Commencement Date with
one (1) 24-year extension exercisable upon mutual
election of the Parties.
Commencement Date: Date of this Lease
Expiration Date: __________day and month of __, 2101
Annual Base Rent (Section 6): Annual Base Rent in the amount of $1/year for the
Term.
Use (Sections 9, 11 & 12): The Premises shall be used by Lessee for the development
and operation of the Youth Ice Rink and other revenue-
generating improvements to financially support the Youth
Ice Rink that are allowed by applicable zoning
regulations.
2. Definitions
All capitalized terms not otherwise defined in this Lease (including in the recitals which are
incorporated herein by this reference) shall have the meanings set forth in the Glossary attached to this
Lease and made a part hereof.
3. Lease of Premises; Reservation of Rights
3.1. Lease of Premises. As of the Commencement Date, Lessor hereby demises and leases the
Premises to Lessee, and Lessee hereby accepts and leases the Premises from Lessor on and subject to the
terms and conditions set forth in this Lease. This Lease shall be subject to (a) all Applicable Laws and all
zoning and other governmental regulations and entitlements now or hereafter in effect, and (b) all liens,
assessments, encumbrances, restrictions, rights and conditions of law or of record existing as of the
Commencement Date, TOGETHER WITH all appurtenances, rights, privileges, and easements
benefiting, belonging, or pertaining thereto, and together with the buildings, structures, and improvements
erected or to be erected thereon, whether presently or in the future. All rights and interests of the Lessor in
any personal property contained within or used in connection with the Premises, are hereby made subject
to this Lease for the Lease Term, subject to the Lessor’s right of first refusal and option to purchase all of
Lessee’s interests, including Lessee’s leasehold estate, to the Premises pursuant to Section 38 hereof. Lessor
and Lessee agree that from time to time, they each will promptly execute and deliver all further
commercially reasonable instruments and documents, and take all further action, that may be necessary or
desirable, in order to reflect the disposition of such personal property.
3.2. Reservation of Rights.
3.2.1. Inspection. Lessor shall be entitled, at reasonable times and upon reasonable notice
to Lessee, and in a commercially reasonable manner, to go upon and into the Premises and the
Improvements for the purposes of (i) inspecting the same; (ii) inspecting the performance by Lessee of the
- 3 -
terms, covenants, agreements and conditions of this Lease; (iii) posting and keeping posted thereon notices
of non-responsibility for any construction, alteration or repair; (iv) performing (or permitting third parties
to perform) any work, testing or monitoring in connection with any governmental requirements that is not
otherwise the responsibility of Lessee under this Lease, and (iv) any other reason permitted under this
Lease; provided that Lessor shall not materially and adversely impact the operations of Lessee at the
Premises, and Lessor shall not interfere with the occupancy of any tenant at the Premises.
3.2.2. Repair of Damage. Lessor shall at Lessor’s sole cost and expense repair any
damage done to the Premises to restore the Premises to the condition that existed immediately prior to the
exercise by Lessor of its rights under this Section 3.2.
3.2.3.Entitlements and Agreements. As fee owner of the Premises and of other real
property in the vicinity of the Premises, Lessor may desire from time to time to apply for entitlements, seek
rezoning, or otherwise endeavor to negotiate agreements with the governmental entities having jurisdiction
over Lessor’s property. So long as Lessor’s efforts (i) do not have a material adverse impact on Lessee’s
use, operation, value or marketability of the Premises, or (ii) do not discriminate against the Premises or
disproportionately burden the Premises as compared to other properties in the vicinity of the Premises,
Lessee shall not publicly oppose or object to any such efforts by Lessor.
4. Acceptance Of Premises
4.1. Lessee’s Due Diligence. Prior to entering into this Lease, Lessee has made a thorough,
independent examination of the Premises and all matters relevant to Lessee’s decision to enter into this
Lease, and Lessee is thoroughly familiar with all aspects of the Premises and is satisfied that they are in an
acceptable condition and meet Lessee’s needs. Without in any way limiting the generality of the foregoing,
Lessee’s inspection and review has included, to the extent that Lessee in its sole discretion has deemed
necessary or appropriate:
4.1.1. all matters relating to title, and all municipal and other legal requirements such as
taxes, assessments, zoning, use permit requirements and building codes;
4.1.2. the physical condition of the Premises, the Existing Improvements, and the land
underneath the Existing Improvements, including the soils and groundwater, any other geological
conditions, engineering data (including, but not limited to, structural, seismic and engineering evaluations
that might impact the Improvements), the presence or absence of known Hazardous Substances upon or in
the vicinity of the Premises, and all other physical and functional aspects of the Premises;
4.1.3. the suitability of the Premises for the permitted use;
4.1.4. the boundaries of the Premises and all access rights to which the Premises are
subject;
4.1.5. the development potential of the Premises and/or the zoning, land use, or other
legal status of the Premises or compliance with any public or private restrictions on the use of the Premises,
as the same are in effect as of the Commencement Date, or may be hereafter modified, amended, adopted,
published, promulgated or supplemented; or the compliance of the Premises or Improvements with any
Applicable Laws;
4.1.6. the availability, existence, quality, nature, adequacy and physical condition of
utilities servicing the Premises;
- 4 -
4.1.7. Lessee’s ability to obtain appropriate permits, licenses and Entitlements, and
satisfy all licensing requirements under Applicable Laws;
4.1.8. all material information relating to the leasing and operation of the Premises
(including occupancy as of the Commencement Date); and
4.1.9. the economics and feasibility of the development of the Improvements and the
business operations Lessee intends to conduct on the Premises, including without limitation, market
conditions and financial viability.
4.2. Acceptance of the Premises. Lessee acknowledges that, except as otherwise provided in
this Lease, Lessor has made no representations or warranties, express or implied, regarding the Premises or
matters affecting the Premises, whether made by Lessor, on Lessor’s behalf or otherwise, including, without
limitation, the physical conditions beneath the Premises; title to, or the boundaries of the Premises; the
presence, existence or absence of Hazardous Substances on, under or in the vicinity of the Premises;
compliance of the Premises with Applicable Laws; traffic patterns, the availability of utilities, the
development potential of the Premises, market data, economic conditions or projections; the suitability of
the Premises for the permitted use; the economic feasibility of the business operations Lessee intends to
conduct on the Premises; or any other matter pertaining to the Premises or the market and physical
environments in which the Premises are located. Lessee acknowledges: (a) Lessee has engaged a
sophisticated real estate developer with sufficient experience and expertise to evaluate the Premises,
feasibility of the intended project, and the risks associated with acquiring a leasehold interest in the Premises
upon the terms and conditions set forth herein; (b) Lessee has received sufficient information and had
adequate time to make such an evaluation; (c) Lessee has entered into this Lease with the intention of
relying upon its own investigation or that of third parties with respect to the Premises; (d) in connection
with its investigations and inspections of the Premises, Lessee has had the opportunity to obtain the advice
of advisors and consultants as Lessee deemed to be necessary, and that Lessee has reviewed thoroughly the
reports of such advisors and consultants, as well as all materials and other information given or made
available to Lessee by Lessor and by public and governmental entities; and (e) Lessee is not relying upon
any statements, representations or warranties of any kind, other than those specifically set forth in or
required pursuant to this Lease. Lessee further acknowledges that it has not received from or on behalf of
Lessor any accounting, tax, legal, architectural, engineering, property management or other advice with
respect to this transaction and is relying solely upon the advice of third party accounting, tax, legal,
architectural, engineering, property management and other advisors. Lessee agrees and acknowledges that
any surveys, reports, studies, plans or other documentary information about the Premises that may have
been delivered to Lessee by Lessor were delivered merely as a courtesy, and without any representation or
warranty relating to the validity of such documents; Lessee has not relied on such documents, and Lessee
is responsible for verifying the accuracy and completeness of such documents and any information
contained therein. Lessee has satisfied itself as to such suitability and other pertinent matters by Lessee’s
own inquiries and tests into all matters relevant in determining whether to enter into this Lease. Except as
otherwise specifically provided in this Lease, Lessee accepts the Premises and all conditions in the vicinity
of or affecting the Premises in their existing condition and hereby expressly agrees that if any investigation,
remedial or restoration work is required in order to conform the Premises to the requirements of Applicable
Laws, Lessee shall assume sole responsibility for any such work. Except as otherwise specifically provided
in this Lease, Lessee is acquiring on the Commencement Date a leasehold interest in the Premises in
its “AS IS” condition and “WITH ALL FAULTS”.
5. Term
5.1. Term. The term of this Lease (the “Term”) shall be for the period stated in the Basic Lease
Information, commencing on the Commencement Date and expiring at 11:59 p.m. on the Expiration Date
- 5 -
or on such earlier date as this Lease may be terminated as hereinafter provided.
5.2. Extension Options. Provided Lessee is not in Default beyond any applicable cure period,
Lessee shall have the right (“Option”) to extend the initial Term of the Lease for twenty-four (24) additional
years (an “Option Term”). Lessee may exercise this Option by providing Lessor with written notice of
such exercise no later than nine (9) months prior to the expiration of the then-existing Term in effect,
provided, at the time Lessee exercises such Option, Lessee is not in Default of this Lease. Following
Lessee’s timely and valid exercise of the Option, Lessee shall prepare and Lessor shall execute and deliver
to Lessee an amendment to this Lease confirming the Term as extended by the Option Term. There shall
be no further options to extend or renew the Term beyond the Option Term. If Lessee elects not to exercise
the Option as provided herein, the option privilege shall be extinguished and the Term shall end upon the
expiration of the initial Term.
5.3. Terms of Extension Option. If the Option is exercised, as aforesaid, all of the same terms,
provisions and conditions set forth in this Lease shall apply and Lessee shall pay the Base Rent in the
amount and as required during the initial Term.
6. Rent
6.1. Rent. Commencing on the Commencement Date, Lessee shall pay Base Rent equal to $1
per year through the end of the Term (also referred to herein as “Annual Rent”).
7. Additional Rent
7.1. Additional Rent. As of the Commencement Date, each and every sum payable to Lessor
pursuant to this Lease (other than the Annual Rent), each and every sum Lessee is obligated to pay to any
third party in order to fulfill its obligations under this Lease (if unpaid), and each and every sum which
Lessor pays to any third party to cure a default of Lessee under and in accordance with the provisions of
this Lease shall be additional rent (“Additional Rent”).
7.2. Taxes.
7.2.1. Leasehold Excise Tax. To the extent required by Chapter 82.29A RCW, Lessee
shall pay to Lessor leasehold excise tax (“LET”) on all “Taxable Rent”, as defined in chapter 82.29A RCW.
Taxable Rent includes that portion of Annual Rent and other consideration considered “Contract Rent” as
defined in chapter 82.29A RCW. Taxable Rent does not include that portion of Annual Rent and other
consideration attributable to concessions or other intangible rights or to the Improvements, as the
Improvements are not the property of Lessor and thus are exempt from leasehold excise tax.
7.2.2. Taxes. In addition to the LET described in 7.2.1 above, Lessee shall pay, but only
if and to the extent applicable, all real and personal property taxes, assessments (including assessments for
public improvements), rates, charges, license and permit fees, municipal liens, levies, excises or imposts,
sales, use and occupancy taxes, business and occupation taxes, leasehold excise taxes on subleases or
otherwise, gross receipts and similar taxes, any tax or charge assessed against the fair market value of the
Sullivan Property or any part thereof, and any taxes levied or assessed in addition to or in lieu of, in whole
or in part, such taxes, assessments or other charges of every name, nature and kind whatsoever, including
without limitation all governmental charges of every name, nature or kind that are be levied, assessed,
charged or imposed or may be or become a lien or charge (i) upon the Sullivan Property or any part thereof;
(ii) upon the rent or income of Lessee; (iii) upon the use or occupancy of the Sullivan Property; or (v) upon
Lessor by reason of its interest in the Sullivan Property. All of the foregoing taxes, assessments and other
charges which are the responsibility of Lessee (other than LET) are herein referred to as “Taxes”. However,
Lessor will not impose an assessment, tax, charge, license, or permit fee on Lessee’s development or use
- 6 -
of the Premises unless it is pursuant to a generally applicable law or policy that applies to other similarly
situated persons.
7.3. Payment. Lessee shall pay all taxes incurred in association with this Lease, the
Improvements and Operations and remit payments of the same to the appropriate taxing authority.
7.4. Right to Contest. Lessee shall have the right to contest, by appropriate proceedings and at
Lessee’s sole cost and expense, the amount or validity, in whole or in part, of any Taxes; provided, however,
that Lessee shall not have the right to contest the inclusion of the Premises in any existing assessment
district currently affecting the Premises as of the Commencement Date. In the event the applicable taxing
authority having jurisdiction over the contest proceedings allows the posting of security or some other
method of deferring payment of the disputed Taxes, Lessee may do so; otherwise Lessee shall not postpone
or defer payment of any disputed Taxes but shall pay such Taxes in accordance with Section 7.2
notwithstanding such contest. Lessor shall have no obligation to join in any such proceedings. Lesseeshall
indemnify and defend Lessor against and hold Lessor harmless from and against any and all Claims, arising
from or in connection with any such proceedings.
7.5. Proration. Any Taxes relating to a fiscal period of any taxing authority, only a part of
which period is included within the Term, shall be prorated as between Lessor and Lessee so that Lessor
shall pay the portion thereof attributable to any period outside the Term, and Lessee shall pay the portion
thereof attributable to any period within the Term.
8. Sullivan Property Binding Site Plan. In accordance with the Spokane Valley Municipal Code
and applicable Washington law, the City shall process, finalize, and record a Binding Site Plan dividing the
Sullivan Property into up to four (4) but no less than three (3) separate parcels (hereinafter “Sullivan
Property Binding Site Plan”). Whether to divide the Sullivan Property into 4 parcels rather than 3 parcels
shall be in Lessee’s sole discretion.
8.1. The parcel on which the Youth Ice Rink is to be situated (hereinafter “Ice Complex
Parcel”) shall be approximately six (6) acres in size. The other parcels are referred to herein as
“Commercial Parcels”.
8.2. Nothing in this Section 8 prevents Lessee from beginning construction activity on the
Sullivan Property to complete the Youth Ice Rink prior to the Sullivan Property Binding Site Plan being
recorded, provided Lessee satisfies all applicable requirements of the Spokane Valley Municipal Code and
Washington law.
9. Leasehold Improvements; Construction of Alterations
9.1. Ice Complex Parcel. As material consideration for this Lease, Lessee has agreed to
undertake, at its sole cost and expense, the development of the Youth Ice Rink on the Ice Complex Parcel
pursuant to the approved plans and specifications for development of the Youth Ice Rink (the “Ice Complex
Project Plans”) attached as Exhibit B, and in accordance with the terms and conditions of this Lease
(collectively, “Ice Complex Improvements”). The development of the Leasehold Improvements on the
Ice Complex Parcel shall be referred to as the “Ice Complex Project”. The existing improvements on the
Ice Complex Parcel, Leasehold Improvements and Alterations thereon, Easements and Appurtenances, and
Lessee’s leasehold rights to the Ice Complex Parcel are collectively referred to as the “Ice Complex
Premises”.
9.1.1. Lessor acknowledges that the aesthetic and conceptual aspects of the Ice Complex
Project Plans and Ice Complex Project Documents, but not those aspects pertaining to Lessor’s decision-
- 7 -
making authority as a permitting agency, have been approved by Lessor as of the date hereof. Lessee may
make material changes to said approved Ice Complex Project Plans and the Ice Complex Project Documents
without obtaining Lessor’s prior approval so long as changes generally align with the aesthetics and
conceptual aspects of the previously approved Ice Complex Project Plans and Documents.,
9.1.2. Commencement of Construction – Ice Complex Improvements. Lessee shall cause
Construction Commencement of the Youth Ice Rink to occur within one hundred eighty (180) Business
Days following the Commencement Date, subject to extensions agreed to in writing by Lessor and Lessee,
and subject to Unavoidable Delay (“Outside Construction Commencement Date”). Notwithstanding the
foregoing, prior to commencement of any demolition or construction work on the Youth Ice Rink, Lessee
shall have obtained all necessary permits and governmental approvals necessary to commence construction
of the Youth Ice Rink.
9.1.3. Failure to Commence Construction – Ice Complex Improvements. In the event
Lessee fails to cause Construction Commencement of the Youth Ice Rink to occur prior to the Outside
Construction Commencement Date, and if such failure is not cured within a period of one hundred twenty
(120) days after written notice from Lessor to Lessee of Lessor’s intention to exercise its rights to terminate
this Lease due to such failure, then Lessor shall have the right to terminate this Lease following expiration
of such 120-day period upon written notice to Lessee. If Lessor terminates this Lease under this Section
9.1.3 then (1) unless otherwise approved in writing by Lessor, Lessee shall take all action necessary to
return Sullivan Property to its condition immediately prior to commencement of this Lease, and (2) this
Lease shall be of no further force or effect. An Unavoidable Delay shall extend the deadlines Construction
Commencement on a day-for-day basis up to ninety (90) days. Notwithstanding the foregoing, if Lessee in
fact caused Construction Commencement prior to the date Lessor actually issues a notice of termination
following expiration of such 60-day period, then such notice of termination shall be ineffective and this
Lease shall remain in full force and effect. Further, the provisions of this subsection 9.1.3 shall be subject
to the notice, cure and other rights of a Leasehold Mortgagee under Section 25 below, including the rights
of a Leasehold Mortgagee to cure the failure and/or to cause commencement of construction to occur.
9.1.4. Substantial Completion – Ice Complex Improvements. Lessee shall achieve
Substantial Completion of the Youth Ice Rink no later than the date which is three (3) years from the
Commencement Date (“Target Substantial Completion Date”), which date may be extended for
Unavoidable Delay; provided that such Target Substantial Completion Date shall not be extended due to
Unavoidable Delay by more than twelve (12) months. Provided, however, if Lessee fails to achieve
th
Substantial Completion of the Youth Ice Rink prior to the last day of the forty-eighth (48) month after
Commencement Date, Lessor shall have the right to terminate this Lease upon written notice to Lessee, in
which case Lessee shall take all actions necessary to deliver and assign to Lessor the Lessee Materials, the
Project Documents and the Construction Contract. Notwithstanding the foregoing, the provisions of this
subsection shall be subject to the notice, cure and other rights of a Leasehold Mortgagee under Section 25
below, including the rights of a Leasehold Mortgagee to cure the failure and/or to cause Substantial
Completion to occur.
9.1.5. Completion Guaranty. Lessee has or will enter into a completion guaranty in favor
of Lessee’s Lender (“Completion Guaranty”).
- 8 -
9.2.Improvements on Commercial Parcels.
9.2.1. As a material consideration for this Lease, Lessee agrees to (a) develop and operate
or cause the development and operation of revenue-generating land uses on both Commercial Parcels at no
cost to Lessor, and (b) use Lessee’s net revenue from the Commercial Parcels solely to pay for Lessee’s
expenses to operate, maintain, and complete necessary capital improvements for the Ice Complex Parcel.
The Commercial Parcels, Existing Improvements thereon, Leasehold Improvements and Alterations
thereon, Easements and Appurtenances are collectively referred to herein as the “Commercial Premises”.
The development of Leasehold Improvements on the Commercial Parcels shall be referred to herein as the
“Commercial Project”.
9.2.2. The “revenue-generating land uses” that may be developed on the Commercial
Premises are restricted by this Lease to those revenue-generating land uses authorized by the City of
Spokane Valley’s municipal zoning code applicable to the Commercial Premises at the time the Lessor, as
the permitting agency, receives a complete application for such development from Lessee or assignee,
transferee, or subtenant that complies with all applicable requirements of this Lease.
9.3. Permits and Approvals. Lessee shall be solely responsible for obtaining, at its sole cost
and expense, the approval of the Lessor, as the permitting agency, and the approval of any other
governmental agencies with jurisdiction over the Premises for any building, electrical and plumbing
permits, environmental impact analysis and mitigations imposed thereby, or other governmental action
necessary to permit the development, construction and operation of the Leasehold Improvements and any
Alterations in accordance with this Lease. Lessor shall cooperate with Lessee in Lessee’s efforts to obtain
all permits and approvals and Lessor will assist in expediting the approval process by the permitting agency.
Lessee shall apply for and prosecute any required governmental review processes for any discretionary
approvals, comprehensive plan amendment, rezoning, variance or use permit only with the written approval
of Lessor, such approval not to be unreasonably withheld, delayed or conditioned, and Lessee shall not
submit any (i) environmental impact statement, addendum, checklist, or (ii) other State Environmental
Policy Act document, or any consultant’s report containing information regarding Lessor, Lessor’s lands
or Lessor’s tenants to any public agency without Lessor’s prior written approval, which Lessor may
withhold in its sole discretion with respect to items in subparagraphs (i) and (ii) above. Lessee shall be
solely responsible for compliance with all permits, conditions, and fees related to the Leasehold
Improvements and/or any Alterations.
9.4. Design of Alterations After Certificate of Occupancy Issued – Ice Complex Parcel.
The following provisions shall apply to all Alterations of Improvements on the Ice Complex Parcel:
9.4.1. The design of Alterations to the Ice Complex Premises or Improvements thereon,
including without limitation, the site plan, structural plans, landscaping plan, materials, colors and
elevations shall be functionally and aesthetically consistent with the use of and improvements on the Ice
Complex Parcel at the time the Alteration is commenced.
9.4.2. If, in order to complete any Alteration to the Ice Complex Premises or
Improvements thereon, Lessee is required by applicable law to obtain one or more permits from Lessor as
the permitting agency, then Lessee shall submit to Lessor two (2) duplicate hard copy sets and one (1)
electronic version of all design drawings for the proposed work of construction.
9.5. Prerequisites to Commencement of Construction – Ice Complex Parcel. In addition to
all other requirements set forth in this Section, before commencing the construction of the Ice Complex
Improvements and any Alterations thereof, and before any building materials have been delivered to the
Premises by Lessee or under Lessee’s authority, Lessee shall:
- 9 -
9.5.1.Furnish Lessor with all permits and approvals required to commence construction.
9.5.2. Procure and/or cause Lessee’s contractor to procure and keep in force during the
course of construction the insurance coverage described below, subject to reasonable deductibles, and
provide Lessor with certificates of such insurance in form satisfactory to Lessor. All such insurance shall
comply with the requirements of this Section 9 and of Section 20.
9.5.2.1. During the course of construction, to the extent not covered by property
insurance maintained by Lessee pursuant to Section 20. and for construction projects in excess of
$1,000,000, builder’s risk property insurance on an “all risk” basis insuring against the perils of, fire and
extended coverage, and physical loss or damage, including theft, vandalism and malicious mischief,
collapse, false work, temporary buildings, and debris removal, including demolition resulting from the
enforcement of any Applicable Laws, in the amount of the construction contract price, including all change
orders, on a replacement cost basis until completion. The policy will cover the Youth Ice Rink
Improvements or any Alterations in place on the Ice Complex Parcel, all materials and equipment stored
on the Ice Complex Parcel and furnished under contract, and all materials and equipment that are in the
process of fabrication at the premises of any third party or that have been placed in due course of transit to
the Ice Complex Parcel when such fabrication or transit is at the risk of, or when title to or an insurable
interest in such materials or equipment has passed to, Lessee or its construction manager, contractors or
subcontractors (excluding any contractors’, subcontractors’ and construction managers’ tools and
equipment, and property owned by the employees of the construction manager, any contractor or any
subcontractor.
9.5.2.2. Commercial general liability, and if necessary, umbrella liability insurance
for the construction project, which insurance may be effected by the policy required to be carried pursuant
to Section 20. The policy will cover bodily injury and property damage, including but not limited to
coverage for premises/operations, products/completed operations, elevators, contractual, personal and
advertising, injury, and independent contractors. The policy will be written on an occurrence basis and in
an amount not less than the amount at the time maintained by prudent Lessors of comparable construction
projects in Spokane County and reasonably satisfactory to Lessor, but in any event not less than
$25,000,000 in the aggregate. Lessor and the Lessor Parties shall be named as additional insureds, as their
interest may appear. Any general aggregate shall apply per project. The policy shall contain a cross-liability
clause or separation of insureds provision and an endorsement deleting the property damage exclusion as
to explosion, underground, and collapse hazards.
9.5.2.3. Automobile and, if necessary, umbrella liability insurance including
coverage for owned, non-owned, leased or hired vehicles, written on an insurance industry standard form
or equivalent, with limits of not less than $5,000,000 each accident. This coverage shall be required only if
Lessee or Lessee’s employees operate one or more automobiles in connection with Lessee’s construction
or oversight of construction on the Ice Complex Parcel or Lessee’s operation and/or maintenance of the Ice
Complex Parcel.
9.5.2.4. Provide Lessor with documentation verifying worker’s compensation
insurance coverage exists for all workers engaged in the construction project, in the amounts and coverages
required under workers’ compensation, disability and similar applicable employee benefit laws.
9.5.2.5. Employer’s liability Insurance with limits not less than $5,000,000 each
accident or each employee for bodily injury by disease, or such higher amounts as may be required by law.
- 10 -
9.6.General Construction Requirements.
9.6.1. Ice Complex Project Costs. Except as otherwise expressly provided herein, all
construction and other work in connection with the Ice Complex Premisesand any Alterations shall be the
responsibility of the Lessee, and shall be done at Lessee’s sole cost and expense and in accordance with the
approved plans, specifications and materials.
9.6.2. Commercial Project Costs. As between the Lessor and Lessee, and except as
otherwise expressly provided herein, all construction and other work in connection with the Commercial
Premises and any Alterations shall be the responsibility of the Lessee and shall be done at Lessee’s sole
cost and expense and in accordance with approved plans, specifications and materials. Nothing herein shall
be interpreted as preventing Lessee from entering into subleases with third parties which obligate such sub-
lessees to be responsible for said costs.
9.6.3. Compliance. Lessee shall construct all portions of the Ice Complex Project,
Commercial Project and all Alterations in accordance with all Applicable Laws and all other applicable
provisions of this Lease. Further, the Ice Complex Project shall be constructed in accordance with the plans
and specifications that are in accordance with the provisions of this Section 9.
9.6.4. Safety. Lessee shall take all customary and necessary safety precautions during
any construction.
9.6.5. As-Builts for thePremises. Lessee shall prepare (or require the general contractor
to prepare) in accordance with normal construction practices, upon completing construction of any
Leasehold Improvements on the Premises, record drawings (“as-builts”) showing clearly all changes,
revisions and substitutions during construction, including, without limitation, field changes and the final
location of all mechanical equipment, utility lines, ducts, outlets, structural members, walls, partitions and
other significant features of the Ice Complex Premises and any Alterations. These as-built drawings and
annotated plans and specifications shall be kept at the Ice Complex Premises and Lessee shall update them
as often as necessary to keep them current. Lessee shall also make a copy of the as-built drawings and
annotated plans and specifications and deliver electronic copies of the same to Lessor upon exercise of the
Option by Lessor pursuant to Section 38.2,.
9.7. Construction Completion Procedures. Upon completion of any construction, Lessee
shall deliver to Lessor evidence reasonably satisfactory to Lessor of the payment of all costs, expenses,
liabilities and liens arising out of or in any way connected with such construction (except for Liens that are
contested in the manner provided in Section 17), which shall include Lien waivers from all general
contractors and subcontractors who participated in the construction.
9.8. On Site Inspection. Lessee agrees to allow Lessor to have an inspector on site during the
construction on the Premises to satisfy Lessor’s duties and obligations as the permitting agency. No
inspection performed or not performed by Lessor hereunder shall (a) give, or be deemed to give, Lessor
any responsibility or liability for the Premises or any Alterations, or the design or construction thereof; (b)
constitute, or be deemed to constitute, approval or acceptance of, any aspect of the design or construction
of the Premises or any Alterations; or (c) constitute or be deemed to constitute a waiver of any of Lessee’s
obligations hereunder.
10. Improvements And Alterations
10.1. During the Term, title to all Improvements and personal property now or hereafter located
on the Premises shall be vested in Lessee until either (a) the Expiration Date, (b) the date when the Premises
- 11 -
are conveyed to Lessor following Lessor’s exercise of the Option to Purchase or Right of First Refusal, in
which case title to all of Lessee’s interests in the Premises and Improvements shall transfer to Lessor, (c)
Lessee, pursuant to and in compliance with the requirements of this Lease, assigns all its interest to a Parcel
under this Lease to a third party who is not an Affiliate (as defined in Section 23.6) or wholly-owned
subsidiary of Lessee, in which case the third party assignee shall be the owner of the Improvements then-
existing on the Parcel(s) so conveyed, or (d) as otherwise provided in any sublease made by Lessee in
compliance with the terms of this Lease. Notwithstanding the foregoing, the ownership and disposition of
all personal property, trade fixtures and improvements installed by any subtenants of the Premises shall be
as provided in their subleases with Lessee.
Lessee’s leasehold interest in the Premises and interest in the Improvements shall not be conveyed,
transferred or assigned, except as permitted under Sections 23 and 25. Any attempted conveyance, transfer
or assignment of Lessee’s leasehold interest in the Sullivan Propertyor ownership interest in the
Improvements, whether voluntarily or by operation of law or otherwise, to any person, corporation or other
entity shall be void and of no effect whatever, except as permitted under Sections 23 and 25.
Notwithstanding the foregoing, Lessee may from time to time replace the Leasehold Improvements and any
Alterations, provided that the replacements for such items are of equivalent or better value and quality, and
such items are free from any liens and encumbrances except for equipment leases and any other financings
expressly permitted hereunder.
11. Operations, Maintenance, Capital Improvements, and Security of the Ice Complex Premises.
11.1. Operations.
11.1.1. Lessee is solely and exclusively responsible for performing or, pursuant to Section
11.3.4 of this Lease, entering into an agreement for the performance of Operations on the Ice Complex
Parcel, including but not limited to the Youth Ice Rink. “Operations” means the routine and regular
provision of all labor, materials, utilities and other services required to use, operate and manage the
Premises, and shall include but not be limited to the following elements: (i) staffing the Premises and
Improvements; (ii) scheduling, presenting and promoting hockey and skating events; and (iii) managing all
other Operations in the Improvements and/or of the Premises.
11.1.2. Permitted Use. Subject to all provisions and limitations contained herein, the Ice
Complex Premisesshall at all times during the Term be used and operated solelyfor the purposes stated in
Section 1 and in this Section 11, and for no other purpose. Lessee acknowledges that the foregoing covenant
is a material consideration for Lessor’s agreement to enter into this Lease. Any violation of said covenant
shall constitute a material breach of this Lease and entitle Lessor to exercise any and all of its rights and
remedies under this Lease or otherwise at law or in equity.
11.1.3. Prohibited Uses. Without limiting the foregoing or any other provision of this
Lease, Lessee shall not do any act, or allow any subtenant or other user of the Ice Complex Premises to do
any act, and in no event shall the Ice Complex Premises be used for a purpose other than that identified in
Section 11.1.2.
11.1.4. Public Benefit. Upon Lessee’s receipt of a certificate of occupancy for the Youth
Ice Rink, Lessee shall make the Youth Ice Rink available for use by the general public and through private
reservations for such activities which are consistent with the purposes for which the Youth Ice Rink exists,
which may include (but not necessarily be limited to): public skate sessions; open skate; youth and adult
hockey lessons and clinics; youth and adult hockey divisions; adult and youth hockey club use; youth
hockey development programs; youth hockey camps; youth learn to play programs; hockey coaching
lessons; figure skating lessons and clinics (for adults and children); adult and youth figure skating club use;
- 12 -
figure skating coaching; figure skating camps; girls and women hockey programs; field trips; birthday
parties; and ice rentals.
11.1.4.1. Each calendar year beginning in the year a certificate of occupancy is
issued for the Youth Ice Rink, Lessee must make said facility available to the general public for at least
five-hundred (500) hours of free or reduced cost services at reasonable times that facilitate meaningful
public use. Lessee may provide this public benefit through philanthropic programs, such as financial needs-
based scholarships and other programs serving economically disadvantaged members of the public.
11.1.4.2. Lessee shall provide a report to Lessor each year identifying the dates and
number of hours Lessee provided the aforementioned free or reduced-cost services and the manner in which
they were provided.
11.2. Maintenance of Ice Complex Parcel.
11.2.1. Lessee Maintenance Obligations. Lessee is solely and exclusively responsible for
performing Maintenance of the Ice Complex Parcel. “Maintenance” means the routine and regular
provision of all labor, materials, utilities and other services for: (i) performing all preventive or routine non-
capitalized maintenance, including that which is stipulated in operating manuals for the Premises (and the
equipment, fixtures and systems therein) as regular, periodic maintenance procedures; (ii) conducting
regular non-capitalized maintenance for all systems of the Ice Complex Premises, including the heating,
ventilation and air conditioning systems, electrical, plumbing and mechanical, technology infrastructure,
vertical transportation, and roof; (iii) performing routine maintenance of the surface of the skating rinks;
(iv) keeping all portions of the Premises clean and free from debris; and (v) performing all other non-
capitalized routine repair and replacement of the Premises, all subject to normal wear and tear, casualty and
condemnation.
11.2.2. No Obligation of Lessor to Repair. Lessor shall not be obligated to make any
repairs, replacements or renewals of any kind, nature or description whatsoever to the Ice Complex Parcel
or the Improvements, and Lessee hereby expressly waives any right under any Applicable Laws to (a)
terminate this Lease due to Lessor’s refusal to make any repair, replacement or renewal, and/or (b) make
repairs at Lessor’s expense.
11.3. Capital Improvements; Operations.
11.3.1. CapEx Work. After the certificate of occupancy is issued for the Youth Ice Rink,
it may be necessary for Lessee to complete capital improvements (“CapEx Work”) in order for Lessee to
operate the Youth Ice Rink in accordance with the terms of this Lease.
11.3.2. Expenses for Operations, Maintenance, and Capital Expenditures. Lessee is solely
and exclusively responsible for and shall pay all costs and expenses associated or incurred in connection
with performing (i) Operations, which includes payments to service debt incurred by Lessee to develop,
maintain or operate the Ice Complex Premises (the “Operating Expenses”), (ii) expenses to complete
CapEx Work (the “CapEx Expenses”) and (iii) Maintenance (the “Maintenance Expenses”) of the Ice
Complex Premises. For the avoidance of doubt, the terms CapEx Expenses and Maintenance Expenses
shall include reasonable reserves earmarked for CapEx Expenses and Maintenance Expenses respectively.
Lessee covenants and agrees to provide sufficient funding to satisfy these obligations and acknowledges
and agrees Lessor shall have no liability for the performance or cost and expense of any Operations or
Maintenance.
11.3.3. Delegation of Operations. Maintenance and CapEx Work. The City acknowledges
- 13 -
that Lessee shall have the right to delegate performance of its Operations, Maintenance and CapEx Work
obligations to a wholly-owned subsidiary of Lessee, or to an Affiliate controlled by or under common
control with Lessee, provided that (i) Lessee promptly notifies the City of such delegation, (ii) Lessee shall
not be released from liability to Lessor under this Agreement for the performance of all such duties and
(iii) Lessee shall be responsible for ensuring that Operations, Maintenance, and CapEx Work are performed
consistent with the terms of this Lease.
11.3.4. Outsourcing of Operations and/or Maintenance Duties. Lessee may outsource its
Operations and/or Maintenance duties to a third-party independent contractor, provided Lessee notifies the
City and certifies that the third-party operator has the knowledge and expertise necessary to operate and
maintain such facilities in accordance with this Lease. Lessee shall not be released from liability to Lessor
under this Agreement for any such outsourced Operations and/or Maintenance work and shall remain
responsible for ensuring that such outsourced services are performed consistent with Lessee’s obligations
under this Agreement. Lessee’s outsourcing of Operations and/or Maintenance duties shall in no manner
limit Lessee’s duty to indemnify Lessor as provided herein.
11.3.5. Permits and Approvals. The Parties acknowledge and agree that Lessee is
responsible for obtaining all necessary Permits and Approvals with respect to the use, management,
Operations and Maintenance of the Premises.
11.4. Security and Emergency Management Plan. At Lessee’s expense, Lessee shall be solely
responsible for security of the Ice Complex Premises and the safety of persons thereon. Lessee shall (a)
maintain and shall regularly update a security and emergency management plan for the Premises in a form
substantially similar to the example attached as Exhibit E, and (b) provide a copy thereof to the Lessor
within seven (7) calendar days of the requesting the same.
12. Commercial Parcel Operations, Maintenance, Capital Improvements, and Restricted Use of
Net Revenues of Commercial Parcels.
12.1. Permitted Use. Development and use of the Commercial Parcels is unrestricted except as
otherwise specifically provided in this Lease.
12.2. Prohibited Uses. Without limiting the foregoing or any other provision of this Lease,
Lessee shall not do any act, or allow any subtenant or other user of the Commercial Premises to do any act,
and in no event shall the Commercial Premises be used for a purpose other than that identified in Section
12.1.
12.3. Operations, Maintenance, and Capital Improvements of Commercial Parcels. Lessee
shall be solely responsible for Operations, Maintenance, CapEx Work of the Commercial Premises except
as otherwise provided in Section 23 of this Lease. If Lessee subleases any portion of a Commercial Premises
to another person or entity, then Lessee shall remain responsible to Lessor for compliance with this Lease
unless otherwise agreed in a writing signed by Lessor after the Commencement Date of this Lease.
12.3.1. Expenses for Operations, Maintenance and CapEx Work. Between Lessee and
Lessor, Lessee is solely and exclusively responsible for and shall pay all (i) Operating Expenses, (ii) CapEx
Expenses, and (iii) Maintenance Expenses of the Commercial Premises. Lessee agrees Lessor shall have
no liability for the performance or cost and expense of any Operations, Maintenance, or capital
improvements.
12.3.2. No Obligation of Lessor to Repair. Lessor shall not be obligated to make any
repairs, replacements or renewals of any kind, nature or description whatsoever to the Commercial
- 14 -
Premises, and Lessee hereby expressly waives any right under any Applicable Laws to (a) terminate this
Lease due to Lessor’s refusal to make any repair, replacement or renewal, and/or (b) make repairs at
Lessor’s expense.
12.3.3. Permits and Approvals. The Parties acknowledge and agree that Lessee is
responsible for obtaining all necessary permits and approvals with respect to the use, management,
operations and maintenance of the Commercial Premises.
12.4. Public Benefit. All net revenue received by Lessee from development of or Improvements
on the Commercial Premises (“Commercial Net Revenue”) shall be used solely to pay for Lessee’s
Operating Expenses, Maintenance Expenses, and CapEx Expenses of the Ice Complex Premises, and for
the purposes set forth in 11.1.4. Lessee is prohibited from entering into any agreement or other arrangement
in which Lessee receives less than fair market value for any right or privilege conveyed to any person or
entity to develop and/or use the Commercial Premises.
12.4.1. At the time Lessee provides Lessor with the report identified in Section 11.1.4.2
of this Lease, Lessee shall also provide Lessor with a report that identifies the following (1) the net revenue
of the Ice Complex Premises for the year to which the report pertains, including the gross revenue and
expenses thereof along with a categorical itemization of each revenue source and expense, (2) the
Commercial Net Revenue during the reporting year, including the gross revenue received by Lessee from
each of the Commercial Premises as well as the expenses Lessee utilized to calculate the net revenue
received therefrom, and (3) by category and amount, the uses to which Lessee applied the Commercial Net
Revenue.
13. Net Lease; No Counterclaim or Abatement
13.1. Net Lease. The Rent due hereunder shall be absolutely net to Lessor and shall be paid
without assertion of any counterclaim, offset, deduction or defense and without abatement, suspension,
deferment or reduction. Lessor shall not be expected or required under any circumstances or conditions
whatsoever, whether now existing or hereafter arising, and whether now known or unknown to the parties,
to make any payment of any kind whatsoever with respect to the Premises or be under any obligation or
liability hereunder, except if and solely to the extent expressly so provided elsewhere in this Lease.
13.2. Expenses of Lessor. Lessee shall pay to Lessor, within ten (10) days after the date of
mailing or personal delivery of statements, for the following incurred by Lessor, after an Event of Default
and expiration of any applicable cure period provided in this Lease: all reasonable costs and expenses,
including attorneys’ fees, paid or incurred by Lessor: (a) required to be paid by Lessee pursuant to this
Lease (including without limitation pursuant to any indemnity provision), (b) in enforcing any of Lessee’s
covenants or obligations in this Lease following an Event of Default, (c) in protecting Lessor against or
remedying any default of this Lease by Lessee, (d) in recovering possession of the Premises or any part of
the Premises after an Event of Default, (e) in collecting or causing to be paid to third parties any amounts
payable by Lessee under this Lease, within thirty (30) days of receiving notice of the amount that is then
due and unpaid, (f) in connection with any estoppel requested by Lessee, or (g) in connection with any
litigation (other than condemnation proceedings) commenced by or against Lessee to which Lessor shall
without fault be made a party (unless defended by Lessee at Lessee’s cost).
13.3. Independent Covenants. The obligations of Lessee under this Lease shall be separate and
independent covenants, and each covenant of Lessee shall be both a covenant and a condition.
14. Lodging Tax Funds to Partially Subsidize Operating Expenses. Upon issuance of a final
certificate of completion for the Youth Ice Rink, the Ice Complex Premises will be real property owned by
Lessee nonprofit organization, will have a useful life greater than three (3) years, and will have been
- 15 -
designed and will be operated to support and promote tourism within the City and Spokane County. Per
the recommendation of Lessor’s Lodging Tax Advisory Committee and approval of Lessor’s City Council,
both of which are hereby acknowledged, beginning in year 2027 and until the end of year 2031, Lessor
shall transfer to Lessee a portion of tax revenues collected by Lessor pursuant to RCW 67.28.180
(“Lodging Tax Funds”) each year for Lessee to apply towards those reasonable Operating Expenses
incurred by Lessee solely to operate, but not maintain or complete capital improvements for, the Ice
Complex Premises so long as Lessee does not operate, or allow to be operated, a hotel or motel on the
Commercial Parcels in any year in which Lessee receives Lodging Tax Funds. The Lodging Tax Funds
shall be distributed to Lessee on a reimbursement basis for Operation Expenses incurred by Lessee, and
shall be distributed to Lessee within fourteen (14) days after the Lessor receives a written reimbursement
request from Lessee that is accompanied by a copy of invoices or other records demonstrating Lessee
incurred each expense for which it seeks reimbursement, and Lessee shall not submit any reimbursement
request to Lessor until thirty (30) days after the immediately preceding reimbursement request. The
aggregate amount of Lodging Tax Funds contributed by the Lessor to Lessee shall not exceed the lesser of
the amounts requested by Lessee for reimbursement or (a) six-hundred thousand dollars ($600,000) each
year for years 2027 and 2028, and (b) five-hundred fifty thousand dollars ($550,000) each year for years
2029 through 2031. To receive Lodging Tax Funds for operation costs of the Ice Complex Premises for any
year after 2031, Lessee will need to formally submit a complete request for such funding through Lessor’s
official process for Lodging Tax Fund grants. Lessor’s administrative staff shall cooperate and facilitate
Lessee’s request for funding past year 2031, but nothing herein shall be interpreted as a promise or
commitment by Lessor to provide Lodging Tax Fund grants to Lessee past year 2031.
15. Utilities And Services
15.1 Lessee shall be solely responsible for, shall make all arrangements for, and shall pay for
all utilities and services furnished to or used at the Premises, including without limitation, gas, electricity,
water, telephone, cable and other communication services, security services, sewage, sewage service fees,
trash collection, and any Taxes thereon. All service lines of such utilities shall be installed and connected
and maintained at no cost or expense to Lessor other than as expressly provided in Section 15.2 herein.
15.2 Necessary transportation and sewer infrastructure improvements currently traverse or will
traverse other City-owned property that is not subject to this Lease. In addition to serving the Ice Complex
Premises, these infrastructure improvements will serve the Commercial Premises, the revenue of which
shall be used exclusively to pay for the costs to maintain, make future capital improvements to, and operate
the Ice Complex Premises, and by extension support tourism and accommodate tourist activities within the
City. These infrastructure improvements will also serve existing tourism-generating facilities owned by the
City. Construction of the transportation infrastructure improvements, installation of a sewer lift station on
the Commercial Premises, and installation of a sewer line connecting the sewer lift station to the main sewer
line that runs along Sullivan Road shall be at Lessor’s sole expense and shall be located as depicted in
Exhibit C attached hereto. City shall complete and approve the design of the aforementioned transportation
and sewer infrastructure improvements in accordance with Exhibit C, and shall complete construction of
such improvements no later than June 30, 2027. All costs and expenses to install, maintain and operate said
infrastructure improvements within or on the Premises (other than the aforementioned sewer lift station)
shall be Lessee’s sole responsibility. Lessor hereby represents and warrants that on the Commencement
Date of this Lease Lessor will begin and expeditiously complete the design work, public bidding process,
and execution of binding construction contracts in order to complete construction of the infrastructure
improvements required to be provided by Lessor pursuant to this Section 15.2 on or before June 30, 2027.
15.3 Lessor shall maintain the sewer lift station installed on the Premises at Lessor’s expense.
Lessee agrees that it shall, at no expense to Lessor, (1) require all development of the Premises to include
installation and implementation of one or more grease separator systems that, based on the scope and land
- 16 -
uses of the Premises, are adequate to separate grease from wastewater entering the sewer lift station from
the Premises, and (2) ensure that the grease separator systems are maintained and functional.
16. Mechanics’ And Other Liens
16.1. No Liens. Lessee covenants and agrees to keep the Premises and every part thereof and all
Improvements free and clear of and from any and all mechanics’, material suppliers and other liens for: (a)
work or labor done, services performed, materials, appliances, or power contributed, used or furnished, or
to be used, in or about the Premises for or in connection with any operations of Lessee; (b) the Ice Complex
Project, Commercial Project, or any Alterations; or (c) any work or construction by, for or permitted by
Lessee on or about the Premises or Improvements (collectively, “Liens”). Lessee shall (a) promptly and
fully pay and discharge any and all claims upon which any such Lien may or could be based, and keep the
Premises and Improvements free and clear of, and save and hold Lessor, the Premises and the Improvements
harmless from, any and all such Liens and claims of Liens, damages, liabilities, costs (including, without
limitation, attorneys’ fees and costs), suits or other proceedings pertaining thereto, and (b) provide Lessor
with proof that all such obligations have been satisfied and discharged.
16.2. Lessor’s Interests. Nothing herein shall authorize Lessee to do any act that may encumber
the fee simple title of Lessor in and to the Premises, nor shall the fee simple estate of Lessor therein be in
any way subject to any claim of lien or encumbrance, whether claimed by operation of law or by virtue of
any express or implied contract by Lessee. Any claim to a lien upon the Premises or any Improvements
constructed thereon by Lessee, arising from any act or omission of Lessee, shall accrue only against the
leasehold estate and shall in all respects be subject to the paramount fee simple title of Lessor. In no event
shall any interest of Lessor in the Premises, including without limitation, Lessor’s right to receive Rent and
its other rights and interest under this Lease (collectively, “Lessor’s Interest”), be subject or subordinate
to any Lien.
Without limitation of the foregoing, no work performed by, through, under or for Lessee pursuant
to this Lease shall be deemed to be for the immediate use or benefit of Lessor to the end that no
mechanic's or other liens shall be allowed against the estate of Lessor by reason of any consent given
by Lessor to Lessee to improve the Premises. Prior to commencement of any work or the supplying
of materials, Lessee shall provide to any contractor or subcontractor performing services or
supplying materials for or to Lessee notice that such service and/or supplies are not at the direction
of Lessor.
16.3. Lessor’s Right to Cause Release of Liens. If Lessee does not cause any Lien that Lessee
does not contest in accordance with Section 17 to be released of record by payment or posting of a proper
bond or insured over within thirty (30) days following the imposition of such Lien, Lessor shall have the
right, but not the obligation, to cause the Lien to be released by any means Lessor may deem appropriate,
and the amount paid by Lessor plus interest at the Interest Rate from the date of payment by Lessor, shall
be Additional Rent, immediately due and payable by Lessee to Lessor upon demand.
17. Right To Contest Liens
Lessee shall have the right to contest, in good faith, the amount or validity of any Lien, provided
that, before doing so, Lessee shall give Lessor written notice of Lessee’s intention to do so within thirty
(30) days after the recording of such Lien and provided further that Lessee shall, at its expense, defend itself
and Lessor against such Lien and shall pay and satisfy any adverse judgment that may be rendered
concerning such Lien before that judgment is enforced against the Premises. In addition, at the request of
Lessor, Lessee shall either (a) procure and record a bond freeing the Premises from the effect of such Lien;
or, (b) at Lessee’s election, cause such Lien to be insured over for the benefit of Lessor; or (c) post
- 17 -
alternative security that is reasonably acceptable to Lessor and meets the requirements of Applicable Law
to cause the Lien to no longer attach to Lessor’s Interest.
18. Compliance With Laws
Lessee, at Lessee’s sole cost and expense, shall comply with all Applicable Laws relating to this
Lease, the Premises, and/or the Improvements during the Term. Lessee shall give Lessor prompt written
notice of any violation of Applicable Laws by Lessee or its agents known to Lessee and, at its sole cost and
expense, Lessee shall promptly rectify any such violation. Without in any way limiting the generality of the
foregoing obligation of Lessee, Lessee shall be solely responsible for compliance with, and shall make or
cause to be made all such Alterations to the Premises (including, without limitation, removing barriers and
providing alternative services) as shall be required by the Americans with Disabilities Act (42 USC section
12101 et seq.), as the same may be amended from time to time, and any similar or successor laws, and with
any rules or regulations promulgated thereunder. Any work or installations made or performed by or on
behalf of Lessee or any person or entity claiming through or under Lessee in order to conform the Premises
to Applicable Laws shall be subject to and performed in compliance with the provisions of this Lease.
19. Hazardous Substances
19.1. Hazardous Substances. Except as provided in this Section 19.1, no Hazardous Substance
shall be used, treated, kept, stored, transported, handled, sold or Released at, on, under or from the Premises
during the Term. Notwithstanding the foregoing, Lessee and Lessee’s Agents may use such quantities of
standard janitorial, kitchen, and office products, and also such products as are incorporated into the
functioning of building systems (e.g. HVAC units and elevators) that are typical or necessary to the
permitted use of the Premises and may use such quantities of Hazardous Materials as is necessary and
typical in connection with the construction and operation of the Premises, and then only in compliance with
all Applicable Laws. Lessee shall (i) in all respects comply with all Environmental Requirements in its
operation of the Premises and (ii) handle, treat, deal with and manage any and all Lessee’s Hazardous
Substances in total conformity with all Environmental Requirements, other Applicable Laws, and prudent
industry practices regarding Hazardous Substances management.
19.2. Permits; Inventories. Lessee shall, at its own expense, procure, maintain in effect and
comply with all conditions of any and all permits, licenses, and other governmental and regulatory
approvals required for Lessee’s use of Hazardous Substances at the Premises, including, without limitation,
discharge of appropriately treated materials or wastes into or through any sanitary sewer serving the
Premises.
19.3. No Lien. Lessee shall not suffer any lien to be recorded against the Premises as a
consequence of any Lessee Environmental Activity, including any so-called state, federal or local
Superfund lien related to the remediation of any Hazardous Substances in or about the Premises.
19.4. Indemnity for Environmental Claims.
19.4.1. To the greatest extent allowed by Applicable Laws, Lessee and its successors and
assigns shall indemnify, protect, defend, reimburse, and save and hold harmless Lessor and the Lessor
Parties from and against any and all Environmental Claims to the extent arising from or related to (a) Lessee
Environmental Activity, (b) any non-compliance by Lessee with Environmental Requirements at the
Premises, (c) any other acts or omissions of Lessee or Lessee’s Agents in or about the Premises which result
in the Release of Hazardous Substances, or (d) Lessee’s demolition of the Existing Improvements and
construction of the Improvements. Lessee’s obligations hereunder shall include, but not be limited to, the
reimbursement of Lessor’s costs and expenses related to the defense of all claims, suits and administrative
- 18 -
proceedings (using counsel selected by Lessor in its sole discretion), even if such claims, suits or
proceedings are groundless, false or fraudulent; participating in all negotiations of any description; and
promptly paying and discharging when due any and all judgments, penalties, fines or other sums due against
or from Lessor or the Premises. Notwithstanding anything to the contrary contained herein, Lessee’s
indemnity shall not apply to the acts or omissions, negligence or willful misconduct of Lessor or any Lessor
Party.
19.4.2. To the greatest extent allowed by Applicable Laws, Lessor and its successors and
assigns shall indemnify, protect, defend, reimburse, and save and hold harmless Lessee and the Lessee
Parties from and against any and all Environmental Claims to the extent arising from or related to (a) any
non-compliance or violation of Environmental Requirements with respect to the Sullivan Property
occurring prior to the Commencement Date, or (b) any other acts or omissions of Lessor or Lessor’s Agents
in or about the Premises which result in the Release of Hazardous Substances. Lessor’s obligations
hereunder shall include, but not be limited to, the reimbursement of Lessee’s costs and expenses related to
the defense of all claims, suits and administrative proceedings (using counsel selected by Lessee in its sole
discretion), even if such claims, suits or proceedings are groundless, false or fraudulent; participating in all
negotiations of any description; and promptly paying and discharging when due any and all judgments,
penalties, fines or other sums due against or from Lessee or the Premises. Notwithstanding anything to the
contrary contained herein, Lessor’s indemnity shall not apply to the acts or omissions, negligence or willful
misconduct of Lessee or any Lessee Party.
19.5. Obligation to Remediate. Notwithstanding the obligation of Lessee to indemnify Lessor
pursuant to this Lease, during the Term of this Lease, Lessee shall, upon demand by Lessor, and at Lessee’s
sole cost and expense, promptly take all actions to remediate the Premises from the effects of any Lessee
Environmental Activity and to obtain regulatory closure determinations (referred to by several
Environmental Requirements as “No Further Action Opinion Letters”) from all applicable Governmental
Authorities or agencies having jurisdiction over the Premises, including without limitation the
Environmental Protection Agency, Washington Department of Ecology, the City, and Spokane County.
Lessee shall be responsible for all reporting obligations under applicable Environmental Requirements
relating to Lessee Environmental Activity, and Lessee agrees to be named on any remediation orders as the
primarily responsible party for such Lessee Environmental Activity, and Lessor shall be named, if Lessor
consents in writing to be named, only secondarily liable. Lessor shall have the right to participate in all
negotiations with the Governmental Authorities having jurisdiction over any remediation. Lessee’s
remediation obligations with regard to Lessee Environmental Activity shall include, but not be limited to,
the investigation of the environmental condition of the Premises, the preparation of any feasibility studies,
reports or remedial plans, and the performance of any cleanup, remediation, containment, operation,
maintenance, monitoring or restoration work, whether on or off of the Premises. Lessee shall take all actions
required under Environmental Requirements to remediate the Premises from the effects of such Lessee
Environmental Activity. All such work, including without limitation the contractor(s) performing the work
and the work plan for the remediation, shall be reasonably approved in advance and in writing by Lessor.
Lessee shall proceed continuously and diligently with such investigatory and remedial actions, provided
that in all cases such actions shall be in accordance with all Applicable Laws. Any such actions shall be
performed in a good, safe and workmanlike manner. Lessee shall pay all costs in connection with such
investigatory and remedial activities, including but not limited to all power and utility costs, and any and
all taxes or fees that may be applicable to such activities. Lessor’s environmental consultant shall have the
right to be present during any testing or investigation on the Premises, and Lessee shall promptly provide
to Lessor copies of testing results and reports that are generated in connection with the above activities and
any that are submitted to any governmental entity. Promptly upon completion of such investigation and
remediation, Lessee shall permanently seal or cap all monitoring wells and test holes in accordance with
sound engineering practice and in compliance with Applicable Laws, remove all associated equipment, and
restore the Premises to the maximum extent possible, which shall include, without limitation, the repair of
- 19 -
any surface damage, including paving, caused by such investigation or remediation.
Lessee shall, in compliance with this Section 19.5 and Environmental Requirements, other
Applicable Laws, and prudent industry practices regarding Hazardous Substances management, be
responsible for the removal, disposal, and/or remediation of any Hazardous Substances present in the
Premises during demolition of the Existing Improvements and construction of the Improvements.
19.6. Obligation to Notify. If Lessee or Lessor shall become aware of or receive notice or other
communication in writing concerning any actual, alleged, suspected or threatened violation of
Environmental Requirements, Release of Hazardous Substances, or liability for Environmental Claims in
connection with the Premises, including but not limited to, notice or other communication concerning any
actual or threatened investigation, inquiry, lawsuit, claims, citation, directive, summons, proceeding,
complaint, notice, order, writ, or injunction, relating to same, then such party promptly shall deliver to the
other party a written description of said notice or other communication within five (5) Business Days after
receipt. Except as required by Applicable Laws, or as permitted by Lessor or Lessee in writing, Lessee and
Lessor shall maintain the confidentiality of all information, reports and assessments regarding the
environmental condition of the Premises, whether received by or prepared for Lessee or Lessor, unless
otherwise required to be disclosed by Applicable Law.
19.7. Right to Remediate. If Lessee fails to perform or observe any of its obligations or
agreements pertaining to Hazardous Substances or Environmental Requirements, then Lessor shall have
the right, but not the obligation, without limitation of any other rights of Lessor hereunder, following thirty
(30) days prior written notice to Lessee, and Lessee’s failure to commence remediation activities within
the 30-day period, to enter the Premises personally or through Lessor’s Agents and perform the same.
Lessee agrees to indemnify Lessor for the costs thereof and liabilities therefrom as set forth above in this
Section. With respect to any work undertaken by Lessor to remediate the Premises from the effects of
Lessee Environmental Activity pursuant to this Section, Lessee shall be named as generator of all
Hazardous Substances that are disposed of in connection with the remediation, and all such Hazardous
Substances shall be disposed of using Lessee’s hazardous waste generator number.
19.8. Statute of Limitations. Lessee hereby agrees that no statute of limitations relating to
Lessee Environmental Activity, the presence of Hazardous Substances, the violation of Environmental
Requirements or any other matter covered by this Section shall commence to run unless and until Lessor
obtains actual knowledge of any of the foregoing in the course of any inspection or assessment conducted
by Lessor, whether independently, from Lessee, or by written notice from a governmental agency with
jurisdiction over the environmental condition of the Premises or from Lessee (each, a “Triggering Event”).
In the event of a Triggering Event, Lessor and Lessee shall enter into a commercially reasonable agreement
to toll all applicable statutes of limitation, which the parties shall renew periodically during the Term;
provided that by entering into such agreement Lessor shall not be deemed to have waived any enforcement
rights, and Lessee shall not be deemed to have waived any substantive defenses, available pursuant to this
Lease or any Applicable Laws.
19.9. Existing Hazardous Substances.
19.9.1. Lessee’s Release. From and after the Commencement Date, Lessee hereby releases
Lessor and all Lessor Parties from all liability to Lessee or Lessee Parties related to the Release of any
Hazardous Substances in, on, under or about the Premises on or after the Commencement Date, except to
the extent such liability arises as a result of the gross negligence or willful misconduct of Lessor or any
Lessor Parties.
19.9.2. Lessor’s Release. Lessor hereby releases and agrees to hold harmless and
- 20 -
indemnify Lessee and all of its officers, employees, agents and representatives of Lessee (the “Lessee
Parties”) from all liability to Lessor related to the (i) existence or Release of any Hazardous Substances in,
on, under or about the Premises prior to the Commencement Date, as well as any (ii) migration, seepage or
discharge on, under or in the Premises of Hazardous Substances originating off of the Premises, except to
the extent such liability arises or is exacerbated as a result of the gross negligence or willful misconduct of
Lessee following the Commencement Date. Notwithstanding the foregoing, Lessee shall not be released
from its obligations pursuant to Section 19.5.
19.9.3. Other Claims. Nothing in this Section 19 shall prevent or limit Lessor or Lessee
(separately or jointly) from pursuing claims against third parties who may have liability with respect to
Environmental Claims and/or Hazardous Substances with respect to the Premises, whether arising before
or after the Commencement Date.
19.10. General Provisions.
19.10.1. The provisions of this Section 19 shall survive any termination of this Lease.
19.10.2. The provisions of Section 20 (Insurance) shall not limit in any way Lessee’s
obligations under this Section 19. If any governmental agency or department requires insurance or bonds
with respect to any proposed or actual use, storage, treatment or disposal of Hazardous Substances by
Lessee or any of Lessee’s Agents, Lessee shall be responsible for such insurance and bonds and shall pay
all premiums and charges connected therewith; provided, however, that this provision shall not be deemed
to modify the requirements of Section 20.
20. Insurance
20.1. Required Insurance. At all times during the Term and at its sole cost and expense, Lessee
shall obtain and keep in force for the benefit of Lessee and Lessor the following insurance:
20.1.1. Property Insurance. Commercial property insurance covering the building,
fixtures, equipment, tenant improvements (unless separately insured by subtenants) and betterments, with
coverage at least as broad as the ISO special causes of loss form and specifically including the perils of
earthquake, flood and terrorism. The amount of such insurance (other than earthquake, flood and terrorism
coverage) shall be the Full Replacement Value. The amount and terms of earthquake, flood and terrorism
coverage shall be as close to Full Replacement Value as is available at commercially reasonable rates given
market deductibles and coverage limits and comparable to that carried by similar commercial properties in
the greater Spokane area. Lessor shall be named as a loss payee on Lessee’s property insurance. Lessee’s
property insurance shall be primary and non-contributory to any insurance or self-insurance maintained by
Lessor.
20.1.1.1. “Full Replacement Value” means 100% of the actual costs to
replace the Improvements (without deduction for depreciation but with standard exclusions such as
foundations, excavations, paving and landscaping, as applicable to specific perils), including the costs of
demolition and debris removal and including materials and equipment not in place but in transit to or
delivered to the Premises. The Full Replacement Value initially shall be determined at Lessee’s expense by
an appraiser or an insurer, selected by Lessee and reasonably acceptable to Lessor. Lessee shall notify
Lessor of the determination of the Full Replacement Value by such appraiser or insurer. Lessor or Lessee
may at any time, but not more frequently than once in any twelve (12) month period, by written notice to
the other, require the Full Replacement Value to be redetermined, at Lessee’s expense, by an appraiser or
insurer selected by Lessee and reasonably acceptable to Lessor. Lessee shall not cause the Full Replacement
Value to be redetermined except in accordance with the preceding sentence. Lessee shall maintain coverage
- 21 -
at the current Full Replacement Value throughout the Term, subject to reasonable deductibles approved in
writing by Lessor.
20.1.2. Worker’s Compensation. Worker’s Compensation Insurance in the amounts and
coverages required in accordance with Applicable Laws, if applicable.
20.1.3. Employer's Liability Insurance. Employer's liability insurance in an amount not
less than $5,000,000 each accident or per employee for bodily injury or from disease, if applicable.
20.1.4. Commercial General Liability Insurance. Commercial general and if necessary
umbrella liability insurance covering the use and occupancy of the Premises and insuring against claims for
bodily injury, property damage and other covered loss (however occasioned) occurring on the Premises
during the policy term. Such coverage shall be written on an “occurrence” form, with such limits as may
be reasonably required by Lessor from time to time, but in any event not less than $5,000,000 in the
aggregate for the Premises, which Lessee shall increase as necessary during the Term to maintain adequate
coverage over time that is comparable to the requirements in effect as of the execution of this Lease.
20.1.4.1. Such insurance shall (A) provide blanket contractual coverage, including
liability assumed by and the obligations of Lessee under Section 21 for bodily injury, death and/or property
damage; (B) provide Products and Completed Operations and Independent Contractors coverage and Broad
Form Property Damage liability coverage without exclusions for collapse, explosion, demolition,
underground coverage and excavating, including blasting; (C) provide liability coverage on all mobile
equipment used by Lessee; and (D) include a cross liability endorsement (or provision) permitting recovery
with respect to claims of one insured against another.
20.1.4.2. If commercial general liability insurance with a general aggregate
limit is used, either the general aggregate limit shall apply separately to this project/location or the general
aggregate limit shall be twice the required occurrence limit.
20.1.4.3. In the event that Lessee or any subtenant of Lessee is in the
business of selling or serving alcoholic beverages, unless such insurance is separately provided by such
subtenant, Lessee shall procure liquor liability insurance coverage (unless such insurance is separately
provided by such subtenant), in an amount not less than $1,000,000 per occurrence and $2,000,000) in the
aggregate.
20.1.4.4. Commercial Auto Liability. Automobile and, if necessary,
umbrella liability insurance including coverage for owned, non-owned, leased or hired vehicles, written on
an insurance industry standard form or equivalent, with limits of not less than $2,000,000 for each
occurrence. Notwithstanding the foregoing, Lessee is not required to obtain commercial auto liability
insurance coverage if Lessee (a) demonstrates such coverage is provided under other insurance coverage
of Lessee, or (b) certifies in writing that no agent thereof will operate an automobile in connection with
developing, operating, maintaining, or completing capital improvements on any portion of the Premises
20.1.5. Other. All other insurance that Lessee is required to maintain under Applicable
Laws.
20.2. Policy Form and General.
20.2.1. Policies. All of the insurance policies required under this Lease and all renewals
thereof shall be issued by one or more companies of recognized responsibility, authorized to do business in
Washington, with a financial rating reasonably acceptable to Lessor. The proceeds of all property damage
- 22 -
and builder’s risk policies of insurance shall be payable to Lessee for application in accordance with this
Lease, and Lessor shall be named as an additional insured, as its interest may appear. All liability insurance
shall name as additional insureds Lessor, the Lessor Parties, and such other parties as Lessor reasonably
may request, as their interest may appear. All deductibles and self-insurance retention shall be paid by
Lessee. All insurance of Lessee shall be primary coverage to Lessor and the Lessor Parties. Any insurance
or self-insurance maintained by Lessor shall be excess of Lessee’s insurance and shall not contribute to it.
20.2.2. Proof of Insurance; Renewals. Copies of Lessee’s certificates of insurance shall be
delivered to Lessor within ten (10) days prior to the delivery of possession of the Premises to Lessee and
thereafter within five (5) days prior to the expiration of the term of each such policy. As often as any policy
shall expire or terminate, renewal or additional policies shall be procured and maintained by Lessee in like
manner and to like extent. Lessee will give to Lessor thirty (30) days’ notice in writing in advance of any
cancellation or lapse or of the effective date of any reduction in the amounts of insurance. Lessor reserves
the right to require complete certified copies of all required insurance policies, including endorsements
affecting the coverage required by the specifications at any time.
20.2.3. Increased Coverage. If either party shall at any time deem the limits of any of the
insurance described in this Lease then carried or required to be carried to be either excessive or insufficient,
the parties shall endeavor to agree upon the proper and reasonable limits for such insurance then to be
carried and such insurance to the extent available at commercially reasonable rates, shall thereafter be
carried with the limits thus agreed upon until further change pursuant to the provisions of this subsection.
If the parties shall be unable to agree on the proper and reasonable limits for such insurance, then either
party may submit the matter to arbitration pursuant to the then-current Expedited Procedures under the
Commercial Arbitration Rules and Mediation Procedures of the American Arbitration Association.
20.2.4. No Representation. No approval by Lessor of any insurer, or the terms or
conditions of any policy, or any coverage or amount of insurance, or any deductible amount shall be
construed as a representation by Lessor of the solvency of the insurer or the sufficiency of any policy or
any coverage or amount of insurance or deductible, and Lessee assumes full risk and responsibility for any
inadequacy of insurance coverage or any failure of insurers.
20.2.5. Lessor Rights. If Lessee fails to take out and keep in force each insurance policy
required under this Section 20, or if such insurance is not be reasonably approved by Lessor and Lessee
does not rectify the situation within five (5) Business Days after written notice from Lessor to Lessee,
Lessor shall have the right, without assuming any obligation in connection therewith, to purchase such
insurance at the sole cost of Lessee, and all costs incurred by Lessor shall be payable to Lessor by Lessee
within thirty (30) days after demand as Additional Rent and without prejudice to any other rights and
remedies of Lessor under this Lease.
20.2.6. Waiver of Recovery. Notwithstanding anything to the contrary contained herein,
to the extent of property insurance proceeds received (or which would have been received had Lessee
carried the insurance required by this Lease) with respect to the loss, Lessee hereby waives any right of
recovery against Lessor and any other party maintaining a policy of property insurance with respect to the
Premises or any portion thereof, or the contents of the Premises or the Improvements for any loss or damage
sustained by Lessee with respect to the Premises, the Improvements, or any portion thereof, or the contents
of the same or any operation therein, whether or not such loss is caused by the fault or negligence of Lessor.
Lessee shall notify Lessor if the policy of insurance carried by it does not permit the foregoing waiver.
21. Indemnity And Release
21.1. Indemnity. To the greatest extent allowed by Applicable Laws, unless otherwise provided
- 23 -
herein, Lessee and its successors and assigns shall indemnify, protect, defend and save and hold harmless
Lessor and the Lessor Parties (hereinafter collectively referred to as the “Lessor Indemnitees”) from and
against, and shall reimburse Lessor and the Lessor Parties for, any and all claims, demands, losses, damages,
costs, liabilities, penalties, causes of action and expenses, including, without limitation, reasonable
attorneys’ fees and expenses (collectively, “Claims”), incurred in any way in connection with or arising
from, in whole or in part, the following: (a) any default by Lessee in the observance or performance of any
of the terms, covenants or conditions of this Lease on Lessee’s part to be observed or performed; (b) the
use, occupancy or manner of use or occupancy of the Premises by Lessee, any of Lessee’s Agents, or any
other person or entity claiming by, through or under Lessee; (c) the conduct or management of any work or
thing done in or on the Premises by Lessee, any of Lessee’s Agents, or any other person or entity claiming
by, through or under Lessee; (d) the design (including actual or alleged design defects), construction
(including actual or alleged construction defects), removal, financing, maintenance, or condition of any
Improvements during the Term; (e) the condition of the Premises during the Term; (f) any actual or alleged
acts, omissions, or negligence of Lessee or Lessee’s Agents, subtenants or invitees, in, on or about the
Premises; (g) any Lessee Environmental Activity during the Term; (h) any accident or other occurrence on
the Premises, from any cause whatsoever during the Term; or (i) Lessee’s operation or management of the
Premises. This indemnification will also inure to the successors and assigns of the Lessor Indemnitees and
will also be binding upon the successors and assigns of Lessee, and this indemnification will survive the
expiration or termination of this Lease. In case any claim, action or proceeding is brought, made or initiated
against a Lessor Indemnitee relating to any of the above described events, acts, omissions, occurrences, or
conditions, Lessee, upon notice from Lessor or such Lessor Party, shall at its sole cost and expense, resist
or defend such claim, action or proceeding by attorneys reasonably approved by Lessor or such Lessor
Party. Notwithstanding the foregoing, Lessee’s indemnity obligations described herein shall not apply to
the extent a Claim arises or results from Lessor’s breach of its obligations under this Lease; the gross
negligence or willful misconduct of Lessor, The foregoing indemnity is specifically and expressly intended
to, constitute a waiver of Lessee's immunity under Washington's Industrial Insurance Act, RCW Title 51,
to the extent necessary to provide Lessor with a full and complete indemnity from claims made by Lessee
and its employees, to the extent provided herein.
21.2. Indemnification by Lessor. To the greatest extent allowed by Applicable Laws, unless
otherwise provided herein, Lessor and its successors and assigns shall indemnify, protect, defend and save
and hold harmless Lessee and all of its trustees, officers, employees, directors, agents, and consultants
(hereinafter collectively referred to as the “Lessee Indemnitees”) from and against, and shall reimburse
the Lessee Indemnitees for, any and all Claims incurred in any way in connection with or arising from, in
whole or in part, the following (i) any actual negligence or willful misconduct of the Lessor, its agents or
employees, or others working at the direction of the Lessor or on its behalf, in, on or about the Premises,
and/or (ii) any default by Lessor in the observance or performance of any of the terms, covenants or
conditions of this Lease on Lessor’s part to be observed or performed. This indemnification will also inure
to the successors and assigns of the Lessee Indemnitees and will also be binding upon the successors and
assigns of Lessee, and this indemnification will survive the expiration or termination of this Lease. In case
any claim, action or proceeding is brought, made or initiated against a Lessee Indemnitee relating to any
of the above described events, acts, omissions, occurrences, or conditions, Lessor, upon notice from such
Lessee Indemnitee , shall at its sole cost and expense, resist or defend such claim, action or proceeding by
attorneys reasonably approved by such Lessee Indemnitee. Notwithstanding the foregoing, Lessor’s
indemnity obligations described herein shall not apply to the extent a Claim arises or results from the gross
negligence or willful misconduct of Lessee, its agents or employees, or others working at the direction of
the Lessee at the Premises, or claims exclusively between the undersigned parties arising from the terms or
regarding the interpretation of this Lease.
21.3. Lessee’s Assumption of Risk and Waiver. As a material part of the consideration to
Lessor for entering into this Lease, except as otherwise provided herein, Lessee agrees that neither Lessor
- 24 -
nor any Lessor Party shall be liable to Lessee for, and Lessee expressly assumes the risk of and waives,
releases and discharges Lessor and all Lessor Parties from any and all claims, damages, liabilities, costs
and expenses of any kind or nature relating in any manner, directly or indirectly, in whole or in part, to the
Premises or this Lease, including without limitation: (a) the performance of any public or quasi-public
works on or near the Premises; (b) any loss or theft of, or damage to, any Improvements or personal
property; (c) any act or omission of any person accessing the Premises pursuant to an easement or right of
entry reserved under this Lease or implied by Applicable Law; and (d) any past, present or future aspect,
feature, characteristic, circumstance or condition arising out of or in connection with the Premises;
provided, however, that this assumption of risk and waiver and release shall not apply to the negligence or
willful misconduct of Lessor, or failure by Lessor to comply with any of its obligations under this Lease,
or with respect to any indemnity obligations of Lessor hereunder. Without limiting the generality of the
foregoing provisions of this Section 21.3, and notwithstanding anything to the contrary elsewhere in this
Lease, neither Lessee or Lessor shall under any circumstances whatsoever be liable to the other for
consequential damages or interference with light or other incorporeal hereditaments. The provisions of this
Section 21.3 shall survive the expiration or earlier termination of this Lease.
22. Condemnation, Damage Or Destruction
22.1. Condemnation. The following terms and conditions shall apply in the event of a
Condemnation.
22.1.1. Total Taking. If all of the Premises or any substantial part of the Premises
(as shall in the reasonable discretion of Lessee make it economically unfeasible to continue to operate the
remaining portion of the Premises) shall be taken as a result of a Condemnation (“Total Taking”), this
Lease shall terminate as of the date of taking or as of the date of final judgment, whichever is earlier. All
Awards with respect to Lessee’s interests with respect to such Total Taking shall be distributed as follows:
(1) first to the Leasehold Mortgagee in an amount equal to the principal, accrued interest and other amounts
due and payable under the Leasehold Mortgage; and (2) the remaining balance of the Award shall be paid
to the Lessor and Lessee in accordance with Section 22.1.5 below.
22.1.2. Partial Taking. Upon any Condemnation which is not a Total Taking
(“Partial Taking”), this Lease shall terminate as to the portion of the Premises subject to the Partial Taking.
This Lease shall be terminated in its entirety if (i) Lessee elects to terminate the Lease in its entirety by
delivering written notice to the Lessor within thirty (30) after the property condemned is transferred to the
condemning agency (whether by agreement or court order for early use and possession, final judgment, or
deed), or (ii) the Premises cannot be restored to an economically viable whole capable of operation in
accordance with this Lease, and capable of generating sufficient revenues to pay the indebtedness under the
Leasehold Mortgage, as and when due. If this Lease is terminated in its entirety due to a Partial Taking as
set forth above, the Award shall be distributed as set forth in Section 22.1.1 above. If a Partial Taking
occurs, and this Lease is not terminated pursuant to and in accordance with this Section 22.1.2, this Lease
shall be deemed amended, effective as of the effective date of such Condemnation, such that the definition
of the “Premises” shall include only that portion of the Premises that is not subject to such Condemnation,
and the Award for such Partial Taking shall be distributed to the Leasehold Mortgagee, and used to repair
and restore the Premises, as set forth in Section 22.1.4 below.
22.1.3. Effect of Condemnation. No Condemnation shall, except as otherwise
provided herein, operate to terminate this Lease. Unless this Lease is terminated pursuant to and in
accordance with this Section 22.1, no such Condemnation shall relieve or discharge Lessee from the
payment of Rent, or from the performance and observance of any of the agreements, covenants and
conditions herein contained on the part of Lessee to be performed and observed.
- 25 -
22.1.4. Repair and Restoration. If a Partial Taking occurs, and (i) the Premises can
be restored to an economically viable whole capable of operation in accordance with this Lease, and capable
of generating sufficient revenues to pay the indebtedness under the Leasehold Mortgage, as and when due,
and (ii) Lessee does not elect to terminate the entire Lease as provided in Section 22.1.2, then Lessee, as
promptly as practicable and with all due diligence, shall cause the repair or reconstruction of or the making
of Alterations to the Improvements as necessary to restore the Premises. All repairs and restoration shall be
performed in accordance with the applicable provisions of this Lease. If a Partial Taking occurs and this
Lease is terminated in its entirety, then Lessee must, at its sole cost and expense, undertake all work
necessary to restore that portion of the Premises not condemned to the condition it was in prior to the
Commencement Date of this Lease.
22.1.5. Allocation of Award. The amount of the Award due to Lessor and Lessee
as a result of Condemnation shall be separately determined by the court having jurisdiction over such
proceedings based on the following: Lessor shall be entitled to that portion of the Award attributable to the
value of its interest in the Premises (or portion thereof subject to Condemnation, in case of a Partial Taking)
subject to this Lease, as determined by the court; Lessee shall be entitled to that portion of the Award
attributable to the value of Lessee’s leasehold interest in the Premises (or portion thereof subject to
Condemnation, in case of a Partial Taking), as determined by the court.
22.1.6. Excess Award. If the total Award made in connection with any
Condemnation for Lessee’s interests, and for severance damages to both Lessee’s and Lessor’s interests,
exceeds the amount necessary to repair, restore, reconstruct, demolish and/or remove Improvements and
Alterations as required under Section 22.1.4, then upon receipt by Lessor of satisfactory evidence that the
work of repair, restoration, reconstruction, and/or removal of Improvements and Alterations required under
Section 22.1.4 has been fully completed and paid for in accordance with the provisions of this Lease and
that the last day for filing any mechanic’s or materialmen’s liens has passed without the filing of any, or if
filed, any such lien has been released, such excess Award (which is attributable to Lessee’s leasehold
interest in the Premises) shall first be paid to the holders of Leasehold Mortgages as their interests may
appear, and to the extent required thereunder, and second be paid to the Lessee.
22.1.7. Temporary Taking. If the whole or any part of the Premises or of Lessee’s
interest in this Lease shall be taken in condemnation proceedings or by any right or eminent domain for a
temporary use or occupancy, the Term shall not be reduced or affected in any way and Lessee shall continue
to pay in full the Rent due hereunder. Except only to the extent that Lessee is prevented from so doing
pursuant to the terms of the order of the condemning authority, Lessee shall continue to perform and observe
all of the other covenants, agreements, terms and provisions of this Lease as though such taking had not
occurred. Lessee shall be entitled to receive the entire amount of any award made for such temporary taking
whether such award is paid by way of damages, rent or otherwise, unless such period of temporary use or
occupancy shall extend beyond the expiration date of the Term, in which case such award, after payment
to Lessor therefrom of the estimated cost of restoration of the Premises, to the extent that any such award
is intended to compensate for damage to the Premises, shall be apportioned by Lessor and Lessee as of such
date of expiration in the same ratio that the part of the entire period for such compensation is made falling
before the date of expiration and that part falling after, the date of expiration, bear to the entire period.
22.1.8. Participation in Settlement. Lessor and Lessee shall both have the right to
participate in the settlement or compromise of any Awards.
22.2. Damage or Destruction. No loss or damage by fire or other cause resulting in either partial
or total destruction of the Premises, the Improvements or any other property on the Premises shall, except
as otherwise provided herein, operate to terminate this Lease. The following terms and conditions shall
apply in the event of damage to or destruction of the Premises.
- 26 -
22.2.1. No Effect on Rent. Except as expressly provided herein, no such loss or damage
shall affect or relieve Lessee from Lessee’s obligation to pay Rent, and in no event shall Lessee be entitled
to any proration or refund of Rent paid hereunder. Unless this Lease is terminated pursuant to and in
accordance with this Section 22.2, no such loss or damage shall relieve or discharge Lessee from the
payment of Rent, or from the performance and observance of any of the agreements, covenants and
conditions herein contained on the part of Lessee to be performed and observed which are, under the
circumstances at the time, capable of being performed and observed.
22.2.2. Determination of Damage. Upon the occurrence of any event of damage or
destruction to the Premises or the Improvements or any portion thereof, Lessee shall promptly undertake to
determine the extent of the same and the estimated cost and time to repair and restore the Improvements in
accordance with the provisions of this Lease. Lessee shall notify Lessor of its estimation of such cost and
time not later than one hundred twenty (120) days after the occurrence of the damage or destruction.
22.2.3. Repair and Restoration. If the Premises or the Improvements, or any portion
thereof, are damaged or destroyed at any time during the Term, then Lessee, as promptly as practicable and
with all due diligence (given the time required to obtain insurance proceeds and to obtain construction
permits), shall either (a) cause the repair, reconstruction and replacement of the Improvements as nearly as
possible given the circumstances and then-Applicable Law to their condition immediately prior to such
damage or destruction and, except as otherwise approved in writing by Lessor or precluded by then-
Applicable Law, to their same general appearance; or (b) remove the damaged or destroyed Improvements,
unless otherwise agreed to in writing by the Lessor, restore the affected Parcel(s) to their original condition
prior to the Commencement Date of this Lease, and immediately thereafter terminate this Lease as to the
affected Parcel(s). Lessee shall immediately notify Lessor, in writing, whether it elected option (a) or (b)
as soon as practicable under the circumstances. In the event Lessee elects option (a), then all repairs and
restoration shall be performed in accordance with the provisions of Section 9, 11, and 12 of this Lease (as
applicable). If Lessee chooses option (b), then upon Lessor’s request Lessee shall execute any writing(s)
reasonably necessary to effect the release of its rights under this Lease to the affected Parcels.
22.2.4. Insurance Proceeds. If damage to or destruction of any portion of the Premises or
Improvements thereon is covered by one or more insurance policies held by Lessee, then the insurance
proceeds shall be applied in the following order: (1) to repair and restore the damaged or destroyed Premises
and Improvements, but only if Lessee has elected to repair or restore the same; (2) to repay all loans secured
by Leasehold Mortgages, if any; and (3) to Lessee.
22.2.4.1. The provisions of Section 22.2.4 do not apply to proceeds from insurance
provisions covering damages to persons or property of third parties when the damage is alleged to have a
causal relationship to the Premises or any act or omission related thereto.
22.2.5. Emergency Repairs. If a casualty occurs there is a substantial possibility that
immediate emergency repairs will be required to eliminate defective or dangerous conditions and to comply
with Applicable Laws pending settlement of insurance claims and prior to procuring bids for performance
of restoration work. Notwithstanding any provision of this Section 22.2 to the contrary, Lessee shall
promptly undertake such emergency repair work after a casualty as is necessary or appropriate under the
circumstances to eliminate defective or dangerous conditions and to comply with Applicable Laws.
23. Assignment
23.1. Consent Required. Except as provided in Section 23.7 of this Lease, Lessee shall have the
right to sell, assign, encumber, pledge or otherwise transfer all of its interests in or rights with respect to
any Parcel of the Premises (herein referred to as a “Transfer”) without the prior written consent of Lessor
- 27 -
so long as Lessee and said transferee(s) are in compliance with Sections 23.2 through 23.5 of this Lease,
and Lessee provides Lessor with advance notice of the Transfer. Any sale or other transfer permitted under
Section 23.6 of this Lease shall not be deemed a Transfer hereunder.
23.2. Conditions of Transfer.
23.2.1.No Event of Default shall have occurred and remain uncured under this Lease;
23.2.2. Lessee shall have complied with all provisions of this Section 23, including Section
23.5;
23.2.3. The use by the transferee of the Parcel of the Premises to be assigned shall comply
with the provisions of this Lease and shall not materially increase the risk of an Environmental Claim arising
from any Lessee Environmental Activity to be conducted by the transferee at the Premises;
23.2.4. The proposed transferee shall be experienced with operating similar facilities (or
development of similar facilities if the transferee is to develop the parcel being assigned).;
23.2.5. The proposed transferee shall not have filed a petition in bankruptcy, insolvency,
reorganization, readjustment of debt, dissolution or liquidation under any law or statute of any government
or any subdivision within five (5) years prior to the date of the proposed Transfer;
23.2.6. No civil or administrative judgments involving fraud or dishonesty, or criminal
convictions of any kind, have been entered against the proposed transferee or its key people; and the
proposed transferee does not pose a material risk of reputational damage or negative publicity to Lessor;
23.2.7. The proposed transferee shall not have been the subject of any default proceedings
instituted by Lessor as landlord of property leased by the proposed transferee;
23.2.8. The proposed transferee shall be capable financially of performing Lessee’s
obligations under this Lease and all other obligations relating to the Premises being transferred.
23.3. Assumption in Writing. Upon any Transfer, and for any Transfer to be valid, Lessee shall
deliver to Lessor a fully executed copy of the assignment instrument, pursuant to which the proposed
transferee shall unconditionally assume and agree to perform and observe all covenants and conditions to
be performed and observed by Lessee under this Lease, including but not limited to Lessor’s rights
identified in Section 38 and the requirements that (a) Lessee’s use of the Ice Complex Premises be restricted
to the uses identified in this Lease, and (b) Lessee’s net revenue from the Commercial Premises shall be
restricted to being used only in connection with operating, maintaining, and completing capital
improvements to the Ice Complex Premises and programming consistent with the terms of this Lease,
whether arising before or after the date of the assignment. The transferee shall specifically assume liability
for the pre-existing physical condition of the portion of the Premises transferred, including the obligation
to remediate the same from the effects of any Lessee Environmental Activity occurring prior to the
assignment of this Lease, but not any other liabilities arising prior to the date of the Transfer. Any Transfer
or attempted Transfer that fails to comply with this Section 23 shall be void and, at the option of Lessor,
shall constitute an Event of Default. A Transfer shall relieve Lessee from liability under this Leasefor the
specific portion of the Premises assigned to the transferee, but only if the Transfer was completed in
accordance with the express terms of this Section 23.
23.4. Entire Interest. Lessee may Transfer its entire leasehold interest in any one of the three (3)
Parcels under this Lease separate from the other Parcels, but Lessee is not entitled to Transfer (a) less than
- 28 -
all of its interest to a Parcel or (b) its title to any Improvements on a Parcel separately from all of its other
interests in the same Parcel under this Lease.
23.4.1. In the event Lessee Transfers its interest under this Lease concerning the Ice
Complex Premises, but does not Transfer the Commercial Premises to the same transferee, then Lessee (or,
if applicable, prior and subsequent Commercial Premises transferees) shall continue to remit net revenues
received from the Commercial Parcels to the Ice Complex Premises transferee for Operation Expenses,
Maintenance Expenses, and CapEx Expenses of the Ice Complex Premises through the remaining duration
of the Term.
23.4.2. In the event Lessee transfers its interests under this Lease concerning one or both
of the Commercial Premises separate from the Ice Complex Premises, then the Transfer shall be void unless
the terms of the assignment require such Commercial Premises transferees, through the remaining duration
of this Lease, to remit to Lessee (or, if applicable, the prior or subsequent Ice Complex Premises transferee)
that portion of the net revenue the transferees receive from said Commercial Premises that is equal to the
fair market rent value of the Commercial Premises being assigned. Lessee (or the prior or subsequent Ice
Complex Premises transferee) shall use such remitted funds for Operation Expenses, Maintenance
Expenses, and CapEx Expenses of the Ice Complex Premises through the remaining duration of this Lease.
23.5. Financial Information. In connection with an assignment of this Lease other than transfers
pursuant to Section 23.6, Lessee shall provide Lessor with reasonable current financial information for such
assignee, which may include financial statements certified, reviewed or compiled by a certified public
accountant, if available, or, in the absence thereof, a current (most recently available) balance sheet and
current (most recently available) income statement certified by an officer of the assignee, reasonable
evidence showing the assignee’s established access to capital, or other current financial information, as may
be appropriate.
23.6. Permitted Transfers. Notwithstanding anything in this Lease to the contrary, Lessee shall
have the right to assign no less than all of its interests in one or more Parcels (inclusive of improvements
made thereon) under this Lease without Lessor approval, but with written notice to Lessor, prior to the
issuance of a final certificate of occupancy for the Youth Ice Rink and thereafter (a) to one or more Affiliates
of Lessee (for purposes of this Lease, an “Affiliate” shall mean any entity which is controlled by, under
common control with, or controlling Lessee) or to any joint venture entity of which Lessee or an Affiliate
of Lessee is a part; (b) in connection with a sale or other transfer of more than 50% of the voting stock or
ownership interest of the Lessee entity to one or more new owners holding more than 50% interest, (c) to a
lender or creditor, including a Permitted Leasehold Mortgagee, for security or collateral purposes, or (d) in
connection with any merger, corporate reorganization or other corporate restructuring. In connection with
any assignment (except for an assignment pursuant to clause (ii) in the preceding sentence), the assignee
shall assume, in writing, the obligations of Lessee under the Lease with respect to the Parcels (including
improvements thereon) assigned, which obligations accrue on and after the date of the assignment.
23.7. No Transfer Prior to issuance of Certificate of Occupancy for the Improvements. Lessee
shall have no right to make any Transfer of its interests in the Ice Complex Premises prior to issuance of a
final certificate of occupancy for the Ice Complex Premises Improvements (except with respect to a
Permitted Transfer). Any attempted Transfer prior to issuance of a final certificate of occupancy for said
improvements without the prior written consent of Lessor, which consent may be withheld by Lessor in its
sole and absolute discretion, shall be void and shall constitute a breach of this Lease.
- 29 -
23.8.Subletting.
23.8.1. Subleases Authorized. Lessee shall be entitled to enter into one or more subleases
to sublease space within the Ice Complex Premisesand all or any portion of the Commercial Premisesto
third parties (each, a “Subtenant”) without Lessor’s prior consent or approval, so long as (a) Lessee
complies with the terms of this Section, (b) the sublease otherwise complies with the terms of this Lease,
(c) Lessee receives fair market monetary rent for the sublease, and (d) Lessee’s net revenues from the
sublease are used only for Operating Expenses, Maintenance Expenses, and CapEx Expenses of the Ice
Complex Premises and programming to make the Ice Complex Premises available to economically
disadvantaged persons at free or reduced rates.
23.8.2.Lessor Rights and Obligationsas to Subleases. In the event Lessor elects to
terminate the Lease due to a Default by Lessee, any Sublease shall automatically become a direct lease
between Lessor and the Subtenant, subject to all terms and conditions of such Sublease and the terms of
this Lease as properly applicable to such Subtenant, without further action by any party.
23.8.3. Lessee Request for Direct Lease. Lessee may request Lessor to directly lease with
a third-party tenant identified by Lessee for use of any one of the entire Commercial Parcels. Upon
receiving such a request, Lessor may, exercising its sole discretion, elect to directly lease said Commercial
Parcel to the third-party. In the event Lessor agrees to directly lease one or more Commercial Parcels to a
third-party tenant, then:
23.8.3.1. The lease between Lessor and said third-party tenant must: (a) require the
third-party tenant to pay rent in an amount no less than fair market value; and (b) require the third-party
tenant to pay said rent directly to Lessor (or the prior or subsequent Ice Complex Premises transferee, as
applicable).
23.8.3.2. Lessee (or, if applicable, the prior or subsequent Ice Complex Premises
transferee) and Lessor shall execute an agreement (a) terminating Lessee’s leasehold rights to the entire
Commercial Parcel leased to the third-party tenant; and (b) obligating Lessee to use rent payments received
from the third-party tenant only as identified in Section 12.4 of this Lease and provide the reporting required
by Section 12.4.1.
23.9. Paramount Title of Lessor. Notwithstanding any provision of this Lease, and
notwithstanding any consent or approval which Lessor may give to any assignment, sublease, encumbrance
or other transfer, all such interests shall be subordinate to Lessor's paramount fee simple title to the
Premises, and all such interests shall be subject to extinguishment by Lessor's exercise of any termination
rights accorded to Lessor under this Lease or expiration of this Lease.
24. \[Reserved\]
25. Leasehold Mortgages
25.1. Leasehold Mortgage.
25.1.1. Right to Encumber. Notwithstanding the provisions of Section 23 regarding
Transfers of this Lease, but subject to the provisions of this Section 25, Lessee shall have the right at any
time and from time to time to encumber Lessee’s interest in any parcel of the Sullivan Property subject to
this Lease by one or more mortgages, deeds of trust or other security instruments (any such mortgage, deed
of trust, or other security instrument that satisfies the requirements of this Section 25 being herein referred
to as a “Leasehold Mortgage”) to secure repayment of loans made to Lessee for the purpose of financing
- 30 -
the construction of any Improvements made pursuant to the terms of this Lease or for the long-term
financing of any such Improvements, provided that the indebtedness secured by a Leasehold Mortgage shall
be payable over not more than the remaining portion of the Term. Copies of all such documents evidencing
and/or securing the Leasehold Mortgage shall be provided to Lessor.
25.1.2. No Subordination of Fee. In no event shall Lessor’s fee interest in the Sullivan
Property be subject or subordinate to any lien or encumbrance of any mortgage, deed of trust or other
security instrument.
25.2. Notice to Lessor.
25.2.1. Required Notice. Each time Lessee enters into a Leasehold Mortgage, Lessee shall
require the holder of such Leasehold Mortgage to provide Lessor with notice of such Leasehold Mortgage,
together with a true copy of such Leasehold Mortgage and the name and address of the Leasehold
Mortgagee. The provisions of this Section 25 shall apply in respect to such Leasehold Mortgage. In the
event of any assignment of a Leasehold Mortgage or in the event of a change of address of a Leasehold
Mortgagee or of an assignee of such Leasehold Mortgagee, notice of the new name and address shall be
provided to Lessor. Lessee shall thereafter with reasonable promptness also provide Lessor from time to
time with a copy of each material amendment, modification or supplement to such instruments.
25.3. Protection of Leasehold Mortgagees. If Lessee shall mortgage Lessee’s interest under
this Lease in compliance with the provisions of Sections 25.1 and 25.2, then so long as any such Leasehold
Mortgage shall remain unsatisfied of record, the following provisions shall apply:
25.3.1. Consent. No cancellation, surrender or modification of this Lease shall be effective
as to any Leasehold Mortgagee unless consented to in writing by such Leasehold Mortgagee.
25.3.2. Notice of Default. Lessor, upon providing Lessee any notice of (a) any default
under this Lease, (b) a termination of this Lease, or (c) a matter on which Lessor may predicate or claim a
default, shall at the same time provide a copy of such notice to every Leasehold Mortgagee of which Lessor
has been provided notice in accordance with Section 25.2 hereof. Lessor shall have no liability for the
failure to give any such notice, except that no such notice by Lessor to Lessee shall be deemed to have been
duly given unless and until a copy thereof has been so provided to every Leasehold Mortgagee of which
Lessor has been provided notice in accordance with Section 25.2 hereof. From and after such notice has
been given to a Leasehold Mortgagee, such Leasehold Mortgagee shall have the same period, after the
giving of such notice upon it, for remedying any default or acts or omissions which are the subject matter
of such notice, or causing the same to be remedied, as is given Lessee after the giving of such notice to
Lessee, plus in each instance, the additional periods of time specified in Sections 25.3 and 25.4 hereof to
remedy, commence remedying or cause to be remedied, the defaults or acts or omissions which are specified
in such notice. Lessor shall accept such performance by or at the instigation of such Leasehold Mortgagee
as if the same had been done by Lessee. Lessee authorizes each Leasehold Mortgagee to take any such
action at such Leasehold Mortgagee’s option and does hereby authorize entry upon the Premises by the
Leasehold Mortgagee for such purpose.
25.3.3. Second Notice to Leasehold Mortgagee. Anything contained in this Lease to the
contrary notwithstanding, if any Event of Default shall occur which entitles Lessor to terminate this Lease,
Lessor shall have no right to terminate this Lease unless, following the expiration of the period of time
given Lessee to cure such Event of Default or the act or omission which gave rise to such Event of Default,
Lessor shall notify every Leasehold Mortgagee of Lessor’s intent to so terminate at least one hundred eighty
(180) days in advance of the proposed effective date of such termination. The provisions of Section 25.4
hereof shall apply only if, during such one hundred eighty (180) day termination notice period, any
- 31 -
Leasehold Mortgagee shall:
25.3.3.1. Notify Lessor of such Leasehold Mortgagee’s desire to nullify
such Notice; and
25.3.3.2. Pay or cause to be paid all Rent and other payments (i) then due
and in arrears as specified in the termination notice to such Leasehold Mortgagee and (ii) any of the same
which become due during such one hundred eighty (180) day period as and when they become due; and
25.3.3.3. Comply or in good faith, with reasonable diligence and continuity,
commence to comply with all non-monetary requirements of this Lease then in default and reasonably
susceptible of being complied with by such Leasehold Mortgagee; provided, however, that such Leasehold
Mortgagee shall not be required during such one hundred eighty (180) day period to cure or commence to
cure any Event of Default consisting of (i) Lessee’s failure to satisfy and discharge any lien, charge or
encumbrance against Lessee’s interest in this Lease or the Premises junior in priority to the lien of the
mortgage held by such Leasehold Mortgagee, or (ii) past non-monetary obligations then in default and not
reasonably susceptible of being cured by such Leasehold Mortgagee, such as, by way of example only, the
bankruptcy of Lessee or a court-ordered stay or injunction. If such Leasehold Mortgagee has not completed
the cure within three hundred sixty five (365) days after the later to occur of (A) the receipt of Lessor’s
termination notice or (B) three hundred sixty five (365) days after the date that any court with jurisdiction
over Lessee or the Premises releases any stay, order or injunction, Lessor shall have the right to terminate
this Lease upon written notice to Lessee and such Leasehold Mortgagee.
25.3.3.4. If more than one Leasehold Mortgagee notifies Lessor of such
Leasehold Mortgagee’s desire to nullify such notice, the Leasehold Mortgagee whose Leasehold Mortgage
is prior in lien shall have the right to nullify such notice and Lessor without liability to Lessee or any
Leasehold Mortgage with a subordinate lien shall accept the cure tendered by the Leasehold Mortgagee
whose Leasehold Mortgage is prior in lien.
25.4. Procedure on Default.
25.4.1. Cure of Default. If Lessor shall elect to terminate this Lease by reason of any Event
of Default, and a Leasehold Mortgagee shall have proceeded in the manner provided for by Section 25.3.3,
this Lease shall not be deemed terminated so long as such Leasehold Mortgagee shall:
25.4.1.1. Pay or cause to be paid the Rent and other monetary obligations
of Lessee under this Lease as the same become due, and continue its good faith efforts to perform all of
Lessee’s other obligations under this Lease excepting (A) obligations of Lessee to satisfy or otherwise
discharge any lien, charge or encumbrance against Lessee’s interest in this Lease or the Leasehold Estate
junior in priority to the lien of the Leasehold Mortgage held by such Leasehold Mortgagee, and (B) past
non-monetary obligations then in default and not reasonably susceptible of being cured by such Leasehold
Mortgagee, such as, by way of example only, the bankruptcy of Lessee; and
25.4.1.2. If not enjoined or stayed, take steps to acquire or sell Lessee’s
interest in this Lease by foreclosure of the Leasehold Mortgage or other appropriate means and prosecute
the same with due diligence within the time period described in Section 25.3.3.3. Nothing in this Section
25.4, however, shall be construed to extend this Lease beyond the original Term hereof, nor to require a
Leasehold Mortgagee to continue such foreclosure proceedings after the Event of Default has been cured.
If the Event of Default shall be cured and the Leasehold Mortgagee shall discontinue such foreclosure
proceedings, this Lease shall continue in full force and effect as if Lessee had not defaulted under this
Lease.
- 32 -
25.4.2. Lease Remains in Effect. If a Leasehold Mortgagee is complying with Section
25.4, upon the acquisition of the Leasehold Estate herein by such Leasehold Mortgagee or its designee or
any other purchaser at a foreclosure sale or otherwise and the discharge of any lien, charge or encumbrance
against Lessee’s interest in this Lease or the Premises which is junior in priority to the lien of the Leasehold
Mortgage held by such Leasehold Mortgagee and which Lessee is obligated to satisfy and discharge by
reason of the terms of this Lease, this Lease shall continue in full force and effect as if Lessee had not
defaulted under this Lease.
25.4.3. Assumption of Lease. The making of a Leasehold Mortgage shall not be deemed
to constitute an assignment or transfer of Lessee’s interest under this Lease or the leasehold estate hereby
created, nor shall any Leasehold Mortgagee, as such, be deemed to be an assignee or transferee of Lessee’s
interest under this Lease or of the leasehold estate hereby created so as to require such Leasehold
Mortgagee, as such, to assume the performance of any of the terms, covenants or conditions on the part of
Lessee to be performed hereunder. Notwithstanding the foregoing, the purchaser at any sale of Lessee’s
interest under this Lease and of the leasehold estate hereby created in any proceedings for the foreclosure
of any Leasehold Mortgage, or the assignee or transferee of the Lessee’s rights under this Lease and of the
leasehold estate hereby created under any instrument of assignment or transfer in lieu of the foreclosure of
any Leasehold Mortgage, including, without limitation, a Leasehold Mortgagee, shall be deemed to be an
assignee or transferee within the meaning of this Section 25.4 and shall be deemed to have agreed to perform
all of the terms, covenants and conditions on the part of Lessee to be performed hereunder from and after
the date of such purchase and assignment only for as long as such purchaser or assignee is the holder of this
leasehold estate.
25.5. New Lease. In the event of the termination of this Lease as a result of an Event of Default
that has not been cured by either Lessee or the Leasehold Mortgagee, Lessor shall promptly, within a
reasonable time, provide each Leasehold Mortgagee with written notice that the Lease has been terminated
(the “New Lease Notice”), together with a statement of all sums which would at that time be due under this
Lease but for such termination and of all other defaults, if any, then known to Lessor. Lessor agrees to enter
into a new lease (the “New Lease”) of the Premises with such Leasehold Mortgagee or its affiliated
designee for the remainder of the Term of this Lease, effective as of the date of termination, at the same
Rent and upon the terms, covenants and conditions of this Lease; provided:
25.5.1. Such Leasehold Mortgagee shall make written request upon Lessor for such New
Lease within sixty (60) days after the date such Leasehold Mortgagee receives Lessor’s New Lease Notice
given pursuant to this Section 25.5.
25.5.2. Such Leasehold Mortgagee or such affiliated designee shall agree to remedy any
of Lessee’s defaults of which such Leasehold Mortgagee was notified by Lessor’s New Lease Notice and
which are reasonably capable of being so cured by Leasehold Mortgagee or such designee.
25.5.3. Any New Lease made pursuant to this Section 25.5 shall have the same priority
with respect to any mortgage or other lien, charge or encumbrance on the Premises as this Lease, and the
tenant under such New Lease shall have the same right, title and interest in and to the Premises and the
Improvements as Lessee had under this Lease as of the date of the New Lease.
25.6. Conflicting Priorities. If more than one Leasehold Mortgagee shall seek to nullify a notice
in accordance with Section 25.3.3.3 above or request a New Lease pursuant to Section 25.5, the Leasehold
Mortgagee whose Leasehold Mortgage is prior in lien, or with the designee of such Leasehold Mortgagee,
shall have the right to nullify such notice or obtain such New Lease. Lessor, without liability to Lessee or
any Leasehold Mortgagee with an adverse claim, may rely upon a mortgagee title insurance policy issued
by a responsible title insurance company doing business in the state where the Premises is located as the
- 33 -
basis for determining the appropriate Leasehold Mortgagee who is entitled to nullify such notice or obtain
the New Lease.
25.7. Certain Defaults. Nothing herein contained shall require any Leasehold Mortgagee or its
designee as a condition to its exercise of rights hereunder to cure any Event of Default which by its terms
is not reasonably susceptible of being cured by such Leasehold Mortgagee or such designee in order to
comply with the provisions of Sections 25.3 or 25.4. The financial condition of any Leasehold Mortgagee
or successor to Lessee’s interest under this Lease or a new lease entered into pursuant to Section 25.5 shall
not be a consideration in the determination of the reasonable susceptibility of cure of such Event of Default.
No Event of Default, the cure of which, and no obligation of Lessee, the performance of which, requires
possession of the Premises shall be deemed reasonably susceptible of cure or performance by any Leasehold
Mortgagee or successor to Lessee’s interest under this Lease not in possession of the Premises, provided
such holder is complying with the requirements described in Section 25.4.1 hereof and, upon obtaining
possession, promptly proceeds to cure any such Event of Default then reasonably susceptible of cure by
such Leasehold Mortgagee or successor. No Leasehold Mortgagee shall be required to cure the bankruptcy,
insolvency or any related or similar condition of Lessee.
25.8. Eminent Domain. Lessee’s share, as provided in Section 22 of this Lease, of the proceeds
arising from an exercise of the power of eminent domain shall be disposed of as provided for by any
Leasehold Mortgage.
25.9. Insurance. A standard mortgagee clause naming each Leasehold Mortgagee as “loss
payee” shall be added to any and all insurance policies required to be carried by Lessee hereunder. Any
such insurance proceeds shall be disposed of as provided for by any Leasehold Mortgage.
25.10. Legal Proceedings. Lessor shall give each Leasehold Mortgagee of which Lessor has
written notice prompt notice of any dispute resolution or legal proceedings between Lessor and Lessee
involving obligations under this Lease. Each such Leasehold Mortgagee shall have the right to intervene,
within sixty (60) days after receipt of such notice of dispute resolution or legal proceedings, in any such
proceedings and be made a party to such proceedings, and the parties hereto do hereby consent to such
intervention. Any intervening Leasehold Mortgagee shall be bound by the outcome of such proceedings. In
the event that any Leasehold Mortgagee shall not elect to intervene or become a party to any such
proceedings, Lessor shall give the Leasehold Mortgagee notice of, and a copy of any award or decision
made in any such proceedings, which shall be binding on all Leasehold Mortgagees not intervening after
receipt of Notice of such proceedings.
25.11. No Merger. So long as any Leasehold Mortgage is in existence, unless all Leasehold
Mortgagees shall otherwise expressly consent in writing, the fee title to the Premises and the leasehold
estate of Lessee therein created by this Lease shall not merge but shall remain separate and distinct,
notwithstanding the acquisition of said fee title and said leasehold estate by Lessor or by Lessee or by a
third party, by purchase or otherwise.
25.12. Notices. Notices from Lessor to the Leasehold Mortgagee shall be mailed to the address
furnished Lessor pursuant to Section 25.2 and those from the Leasehold Mortgagee to Lessor shall be
mailed to the address designated pursuant to the provisions of Section 33 hereof, as the same may be
amended from time to time. All notices from any Leasehold Mortgagee or Lessor shall be given in the
manner described in Section 33 and shall in all respects be governed by the provisions of that section.
25.13. Erroneous Payments. No payment made to Lessor by a Leasehold Mortgagee shall
constitute agreement that such payment was, in fact, due under the terms of this Lease; and any Leasehold
Mortgagee having made any payment to Lessor pursuant to Lessor’s wrongful, improper or mistaken notice
- 34 -
or demand shall be entitled to the return of any such payment or portion thereof provided the Leasehold
Mortgagee shall have made demand therefor not later than twelve (12) months after the date of its payment.
25.14. Bankruptcy. In the event of any proceeding by either Lessor or Lessee under the United
States Bankruptcy Code (Title 11 U.S.C.) as now or hereafter in effect:
25.14.1. Rejection of Lease by Lessee. If this Lease is rejected in connection with a
bankruptcy proceeding by Lessee or a trustee in bankruptcy for Lessee, such rejection shall be deemed an
assignment by Lessee to the Leasehold Mortgagee (or if there is more than one Leasehold Mortgagee, to
the one highest in priority) of the leasehold estate and all of Lessee’s interest under this Lease, in the nature
of an assignment in lieu of foreclosure, and this Lease shall not terminate, unless such Leasehold Mortgagee
shall reject such deemed assignment by notice in writing to Lessor within thirty (30) days following the
later of (i) rejection of the Lease by Lessee or Lessee’s trustee in bankruptcy or (ii) approval of such
rejection by the bankruptcy court. If any court of competent jurisdiction shall determine that this Lease
shall have been terminated notwithstanding the terms of the preceding sentence as a result of rejection by
Lessee or the trustee in connection with any such proceeding, the rights of any Leasehold Mortgagee to a
new lease from Lessor pursuant to Section 26.5 hereof shall not be affected thereby.
25.14.2. Termination of Lease by Lessor. If this Lease is rejected or otherwise terminated
in connection with a bankruptcy proceeding by Lessor or by Lessor’s trustee in bankruptcy:
25.14.2.1. Lessee shall not have the right to treat this Lease as terminated
except with the prior written consent of all Leasehold Mortgagees and the right to treat this Lease as
terminated in such event shall be deemed assigned to each and every Leasehold Mortgagee, whether or not
specifically set forth in any such Leasehold Mortgage, so that the concurrence in writing of Lessee and each
Leasehold Mortgagee shall be required as a condition to treating this Lease as terminated in connection
with such proceeding.
25.14.2.2. Unless this Lease is treated as terminated in accordance with
Section 25.14.2.1, this Lease shall continue in effect upon all the terms and conditions set forth herein,
including Rent, but excluding requirements that are not then applicable or pertinent to the remainder of the
Term. The lien of any Leasehold Mortgage then in effect shall extend to the continuing possessory rights
of Lessee following such rejection or other termination with the same priority as it would have enjoyed had
such rejection or other termination not taken place.
25.14.3. If, in any bankruptcy or similar proceeding in which Lessor is the debtor, the
Premises are sold or proposed to be sold free and clear of the interests of Lessee under this Lease, each of
Lessee and any Leasehold Mortgagee shall be entitled to: (i) receive prior written notice of such proposed
sale not less than ten (10) Business Days prior to the earliest date such sale or proposed sale is to or could
occur; (ii) contest such sale or proposed sale; and (iii) petition for and receive adequate protection of their
respective interests under this Lease, it being acknowledged and agreed that monetary damages are not, and
will not be, adequate protection thereof.
25.15. Rights Against Lessee. The rights of a Leasehold Mortgagee hereunder shall not diminish
any right or claim of Lessor against Lessee for damages or other monetary relief under this Lease; provided,
however, such rights and claims of Lessor against Lessee shall, subject to the terms of this Lease, be
subordinated to Leasehold Mortgagee’s rights and claims against Lessee under the Leasehold Mortgage.
25.16. Lease Amendments or Recognition Agreement Requested by Leasehold Mortgagee.
In the event a Leasehold Mortgagee desires amendments to this Section 25 or desires to enter into a
recognition agreement with Lessor, then Lessor agrees to negotiate in good faith any commercially
- 35 -
reasonable amendment or recognition agreement; provided that the form and content of such amendment
or recognition agreement is not unreasonable and that such proposed amendment or recognition agreement
does not reduce the Rent hereunder or otherwise adversely affect the rights of Lessor hereunder or its
interest in the Premises, as determined by Lessor in its reasonable discretion. All reasonable expenses
incurred by Lessor in connection with any such amendment or recognition agreement shall be paid by
Lessee.
25.17. Lessor Purchase Right in the Event of Foreclosure.
In the event a Leasehold Mortgagee desires to transfer the leasehold interest in the Premises by
foreclosure sale, accept a deed in lieu of foreclosure, or acquire Lessee’s interest in this Lease by other
means, the Leasehold Mortgagee shall provide Lessor no less than thirty (30) days prior written notice of
its intention to exercise such right and Lessor shall have the right exercisable within thirty (30) days after
receipt of such written notice to elect to acquire the entire interest in the loan and the Leasehold Mortgage
for a price equal to the outstanding unpaid balance of principal and interest and premium, if any, of the
indebtedness secured by the Leasehold Mortgage, sum of the outstanding unpaid balance of the
indebtedness secured by the Leasehold Mortgage, together with any other amounts due and unpaid under
the Leasehold Mortgage. The closing shall occur within thirty (30) days after the date of the election through
escrow at a title company selected by Lessor and reasonably acceptable to Leasehold Mortgagee. At the
closing, Lessor shall deliver to the Leasehold Mortgagee through escrow the purchase price equal to the
outstanding unpaid balance of principal and interest and premium, if any, of the indebtedness secured by
the Leasehold Mortgage, and Leasehold Mortgagee shall assign to Lessor all of its right, title and interest
in the loan and the Leasehold Mortgage pursuant to documentation reasonably satisfactory to Lessor and
the Leasehold Mortgagee. If Lessor fails to deliver into escrow the required funds with said thirty (30) day
period with instructions to deliver said funds to Leasehold Mortgagee conditioned only upon receipt of the
documentation necessary to enable the title company to insure Lessor as the sole beneficiary of the
Leasehold Mortgage, the Leasehold Mortgagee shall be entitled to pursue its rights to acquire or transfer
the leasehold estate pursuant to this Lease and the Leasehold Mortgage. If Lessor delivers said funds as
required herein, the Leasehold Mortgagee’s rights under this Lease and the Leasehold Mortgage shall
terminate and be of no further force and effect.
26. Events of Default and Remedies
26.1. Events of Default. The occurrence of any of the following shall be an “Event of Default”
on the part of Lessee hereunder:
26.1.1. Failure to pay Rent or any other sums of money that Lessee is required to pay
hereunder at the times or in the manner herein provided, when such failure shall continue for a period of
fifteen (15) Business Days after written notice thereof from Lessor to Lessee. No such notice shall be
deemed a forfeiture or a termination of this Lease.
26.1.2. Failure to perform any nonmonetary provision of this Lease when, except in the
case of any provision which by its terms provides for no grace period, such failure shall continue for a
period of thirty (30) days, or such other period as is expressly set forth herein, after written notice thereof
from Lessor to Lessee; provided that if the nature of the default is such that more than thirty (30) days are
reasonably required for its cure, then an Event of Default shall not be deemed to have occurred if Lessee
shall commence such cure within said thirty (30) day period and thereafter diligently and continuously
prosecute such cure to completion. No such notice shall be deemed a forfeiture or a termination of this
Lease unless Lessor expressly so elects in such notice.
26.1.3. The abandonment of the Premises by reason of a course of conduct by Lessee that
- 36 -
reasonably evidences an interest to permanently relinquish its rights under this Lease.
26.1.4. Lessee shall admit in writing its inability to pay its debts generally as they become
due, file a petition in bankruptcy, insolvency, reorganization, readjustment of debt, dissolution or
liquidation under any law or statute of any government or any subdivision thereof either now or hereafter
in effect, make an assignment for the benefit of its creditors, consent to or acquiesce in the appointment of
a receiver of itself or of the whole or any substantial part of the Premises.
26.1.5. A court of competent jurisdiction shall enter an order, judgment or decree
appointing a receiver of Lessee or of the whole or any substantial part of the Premises and such order,
judgment or decree shall not be vacated, set aside or stayed within sixty (60) days after the date of entry of
such order, judgment, or decree, or a stay thereof shall be thereafter set aside and the receivership not
thereafter vacated or set aside within sixty (60) days of the set aside of the stay.
26.1.6. A court of competent jurisdiction shall enter an order, judgment or decree
approving a petition filed against Lessee under any bankruptcy, insolvency, reorganization, readjustment
of debt, dissolution or liquidation law or statute of the Federal government or any state government or any
subdivision of either now or hereafter in effect, and such order, judgment or decree shall not be vacated, set
aside or stayed within sixty (60) days from the date of entry of such order, judgment or decree, or a stay
thereof shall be thereafter set aside.
26.2. Lessor’s Remedies. Upon the occurrence of an Event of Default, Lessor shall have the
following rights and remedies, subject to the rights of a Leasehold Mortgagee as set forth in Section 25
above:
26.2.1. The right to terminate this Lease subject to Section 26.2.1.1 below, in which event
Lessee shall immediately surrender possession of the Premises in accordance with Section 28. In the event
Lessee fails to surrender possession, Lessor shall have the right to terminate Lessee's right to possession by
any lawful means. In such event Lessor shall be entitled to recover from Lessee all damages incurred by
Lessor by reason of Lessee's default, including without limitation thereto, the following: (i) the worth at the
time of award of any unpaid Rent that had been earned at the time of such termination; plus (ii) the worth
at the time of award of the amount by which the unpaid Rent that would have been earned after termination
until the time of award exceeds the amount of such rental loss that Lessee proves could have been
reasonably avoided; plus (iii) the worth at the time of award of the amount by which the unpaid Rent for
the balance of the Term after the time of award exceeds the amount of such rental loss that Lessee proves
could be reasonably avoided; plus (iv) any other amount necessary to compensate Lessor for all damages
directly caused by Lessee's failure to perform its obligations under this Lease or which in the ordinary
course of events would be likely to result therefrom, including, without limitation, (A) any direct costs or
expenses incurred by Lessor in recovering possession of the Premises and maintaining or preserving the
Premises after such default and (B) such amounts in addition to or in lieu of the foregoing as may be
permitted from time to time by Applicable Law to the extent that such payment would not result in a
duplicative recovery. As used in (i) above, the “worth at the time of award” is computed by allowing interest
at the Interest Rate.
26.2.1.1. In the event Lessor terminates this Lease for a default other than Lessee’s
violation of Sections 9.1, 11.1.2, 11.1.4.1, 12.2, 12.4, or 38.1 of this Lease or for making a transfer in
violation of Section 23 of this Lease, then Lessor shall assume the debt existing on the termination date that
was (a) incurred by Lessee to complete Leasehold Improvements, and (b) recorded against the title to said
Leasehold Improvements and/or the Premises. Otherwise, Lessee shall be responsible for all such debt and
cause such debt to be removed as a charge against the Leasehold Improvements and Premises.
- 37 -
26.2.2. The right to maintain this Lease in full force and effect and recover the Rent, and
other monetary charges as they become due, without terminating Lessee's right to possession irrespective
of whether Lessee shall have abandoned the Premises. In the event Lessor elects not to terminate this Lease,
Lessor shall use commercially reasonable efforts to relet the Premises at such rent and upon such conditions
and for such a term, and to do all acts necessary to maintain or preserve the Premises as Lessor deems
reasonable and necessary without being deemed to have elected to terminate this Lease, including removal
of all persons and property from the Premises. Such property may be removed and stored in a public
warehouse or elsewhere at the cost of and for the account of Lessee. If Lessor relets the Premises or any
portion thereof, such reletting shall not relieve Lessee of any obligation hereunder, except that Lessor shall
apply the rent or other proceeds actually collected by it as a result of such reletting against any amounts due
from Lessee hereunder, less any expenses incurred by Lessor in collecting such rents and arranging for or
providing such services or fulfilling such obligations.
26.2.3. The right and power, as attorney-in-fact for Lessee, to enter and to sublet the
Premises upon any vacancy while an Event of Default is outstanding, and Lessor is hereby authorized on
behalf of Lessee, but shall have absolutely no obligation, to provide such services and fulfill such
obligations and to incur all such reasonable expenses and costs as Lessor deems necessary in connection
therewith. Lessee shall be liable immediately to Lessor for all reasonable costs and expenses Lessor incurs
in collecting such rents and arranging for or providing such services or fulfilling such obligations. Lessor
is hereby authorized, but not obligated, to relet the Premises or any part thereof on behalf of Lessee, to incur
such reasonable expenses as may be necessary to effect a relet and make said relet for such term or terms,
upon such conditions and at such rental as Lessor in its sole discretion may deem proper. Lessee shall be
liable immediately to Lessor for all reasonable costs Lessor incurs in reletting the Premises including,
without limitation, brokers’ commissions, expenses of remodeling the Premises required by the reletting,
and other costs. If Lessor relets the Premises or any portion thereof, such reletting shall not relieve Lessee
of any obligation hereunder, except that Lessor shall apply the rent or other proceeds actually collected by
it as a result of such reletting against any amounts due from Lessee hereunder to the extent that such rent
or other proceeds compensate Lessor for the nonperformance of any obligation of Lessee hereunder. Such
payments by Lessee shall be due at such times as are provided elsewhere in this Lease, and Lessor need not
wait until the termination of this Lease, by expiration of the Term hereof or otherwise, to recover them by
legal action or in any other manner. Lessor may execute any lease made pursuant hereto in its own name,
and the lessee thereunder shall be under no obligation to see to the application by Lessor of any rent or
other proceeds, nor shall Lessee have any right to collect any such rent or other proceeds. Lessor shall not
by any reentry or other act be deemed to have accepted any surrender by Lessee of the Premises or Lessee’s
interest therein, or be deemed to have otherwise terminated this Lease, or to have relieved Lessee of any
obligation hereunder, unless Lessor shall have given Lessee express written notice of Lessor’s election to
do so as set forth herein.
26.2.4. The right to have a receiver appointed upon application by Lessor to take
possession of the Premises and to collect the rents or profits therefrom and to exercise all other rights and
remedies pursuant to Section 26.2.
26.2.5. The right to enjoin, and any other remedy or right now or hereafter available to a
lessor against a defaulting lessee under the laws of the State of Washington or the equitable powers of its
courts, and not otherwise specifically reserved herein.
26.2.6. Whether or not this Lease is terminated, the right to recover actual damages
incurred by Lessor arising out of the Event of Default, or due to Lessee’s failure to indemnify Lessor
pursuant to Section 21.1.
26.2.7. In the event of Lessee’s failure to surrender possession of the Premises as of the
- 38 -
Termination Date, and in addition to the remedies described in Section 28, the right to collect the Annual
Rent during any holdover period in the amount of one hundred ten percent (110%) of the Fair Market Rental
Value of the Premises as of the Termination Date.
26.3. Rights Cumulative. The various rights and remedies reserved to Lessor herein, including
those not specifically described herein, shall be cumulative and shall be in addition to every other right or
remedy provided for in this Lease or now or hereafter existing at law or in equity and the exercise of the
rights or remedies provided for in this Lease or now or hereafter existing at law or in equity shall not
preclude the simultaneous or later exercise by Lessor of any or all other rights and remedies.
26.4. Lessor’s Default. Lessor shall be in default under this Lease if Lessor fails to cure any
breach of its obligations under this Lease within thirty (30) days after receipt of written notice from Lessee
specifying in reasonable detail the nature of Lessor’s breach; provided, however, that if the nature of
Lessor’s breach is such that more than thirty (30) days are required for performance, then Lessor shall not
be in default if Lessor commences the cure of such breach within such thirty (30) day period and thereafter
diligently prosecutes the same to completion. Lessee shall be entitled to actual (but not consequential)
damages in the event of an uncured default by Lessor, but shall not have any right to terminate this Lease
as a result of any Lessor default.
27. Lessor’s Right to Cure Defaults
If Lessee shall fail or neglect to do or perform any act or thing herein provided by it to be done or
performed and such failure shall not be cured within any applicable grace period provided in Section 26,
then Lessor shall have the right, but shall have no obligation, to pay any amounts payable by Lessee to third
parties hereunder, discharge any lien, take out, pay for and maintain any insurance required under Section
21, or do or perform or cause to be done or performed any such other act or thing (entering upon the
Premises for such purposes, if Lessor shall so elect), and Lessor shall not be or be held liable or in any way
responsible for any loss, disturbance, inconvenience, annoyance or damage resulting to Lessee on account
thereof (except to the extent of Lessor’s gross negligence or willful misconduct), and Lessee shall repay to
Lessor upon demand the entire cost and expense thereof. Lessor may act upon shorter notice or no notice
at all if necessary in Lessor’s judgment to meet an emergency situation or governmental or municipal time
limitation. Lessor shall not be required to inquire into the correctness of the amount or validity of any
payable or lien that may be paid by Lessor, and Lessor shall be duly protected in paying the amount of any
such payable or lien claimed, and, in such event, Lessor shall also have the full authority, in Lessor’s sole
judgment and discretion and without prior notice to or approval by Lessee, to settle or compromise any
such lien or payable. Any act or thing done by Lessor pursuant to the provisions of this Section 27 shall not
be or be construed as a waiver of any default by Lessee, or as a waiver of any term, covenant, agreement
or condition herein contained or of the performance thereof. Except in the case of an emergency situation
or governmental or municipal time limitation, Lessor shall not exercise its rights hereunder until Lessor has
given Lessee written notice of such default, and Lessee has failed to cure such default with thirty (30) days
following the date of such notice from Lessor.
28. Surrender of The Premises
28.1. Surrender. Upon the termination of this Lease, whether at the expiration of the Term or
prior thereto, Lessee shall surrender the Premises to Lessor in the condition in which the Premises is
required to be maintained pursuant to the terms of this Lease, free and clear of all letting and occupancies
other than any subleases Lessor has elected to recognize after such termination, and free and clear of all
Liens or any other encumbrances, other than Liens Lessor has placed on the Premises.
28.2. Extinguishment of the Lessee’s Rights. Upon the Expiration Date or earlier termination
- 39 -
of this Lease (excluding as a result of Lessor’s exercise of the ROFR or Option to Purchase as set forth in
Section 38 of this Lease) (“Termination Date”), all rights and interests of the Lessee in and to the Premises,
and all persons whomsoever claiming by, through, or under the Lessee, shall immediately cease and
terminate, and the Premises, including all improvements, engines, machinery, generators, boilers, furnaces,
elevators, fire escapes, and all lifting, lighting, heating, cooling, refrigerating, air conditioning, ventilating,
gas, electric and plumbing apparatus, appliances and fixtures, as well as other fixtures attached to or within
the Premises, and all personal property located thereon, shall thence forward constitute and belong to and
be the absolute property of the Lessor, without further act or conveyance, and without liability to make such
compensation to the Lessee or to anyone whomsoever, and free and discharged from all and every lien,
encumbrance, claim and charge of any character created or attempted to be created by the Lessee at any
time. Lessee agrees, at the termination of this Lease, to surrender unto Lessor, the Premises, including the
Improvements located thereon, in the same condition as when the construction of the Improvements were
completed, only natural and normal wear and tear excepted. Upon or at any time after the Expiration Date,
if requested by Lessor, Lessee shall, without charge to Lessor, promptly execute, acknowledge and deliver
to Lessor a good and sufficient quitclaim deed of all of Lessee’s right, title, and interest in and to the
Premises, and in any contracts relating to the operation, management, maintenance or leasing of the
Premises or any part thereof, and shall deliver to Lessor all such other instruments, records and documents
relating to the operation, management, maintenance or leasing of the Premises or any part thereof, including
but not limited to all leases, lease files, plans and specifications, records, registers, permits, and all other
papers and documents which may be necessary or appropriate for the proper operation and management of
the Premises. Lessee agrees to indemnify, protect, defend, and hold harmless Lessor from and against any
and all losses, costs, damages, claims, liabilities and expenses arising directly or indirectly, in whole or in
part, out of any obligations or liabilities incurred by Lessee prior to the Termination Date with respect to
any such items so assigned to Lessor. Any contracts, agreements or other obligations of Lessee relating to
the Premises not designated by Lessor and assigned by Lessee to Lessor pursuant to this Section 28 shall
immediately terminate and be of no further force or effect as of the Termination Date.
28.3. Personal Property. Any personal property of Lessee that remains on the Premises after
the Termination Date may, at the option of Lessor, be deemed to have been abandoned by Lessee and may
either be retained by Lessor as its property or disposed of, without accountability and at Lessee’s expense,
in such manner as Lessor may determine in its sole discretion.
28.4. Holding Over. Lessee shall have no right to remain in possession of the Premises after the
Termination Date. If Lessee remains in possession of all or any part of the Premises after the Termination
Date with Lessor’s prior written consent: (i) Lessee’s occupancy of the Premises shall be deemed a month-
to-month tenancy (not a renewal or extension of the Term), terminable by either party upon 30 days’ written
notice to the other; (ii) tenant shall be liable Rent and all other expenses, obligations and payments at rates
in effect for the immediately preceding year of the Term of this Lease; and (iii) Lessee’s occupancy of the
Premises otherwise shall be subject to all applicable terms and conditions of this Lease as if the Term had
not expired or this Lease had not been terminated, as the case may be. Nothing in this Section 28.4 shall be
deemed or construed as a consent by Lessor to any holding over by Lessee.
29. \[Reserved\]
30. Representations And Warranties
30.1. Lessee’s Representations and Warranties. Lessee hereby represents and warrants to
Lessor as follows:
30.1.1. Lessee Ignite Youth Ice, LLC is a disregarded entity for federal income tax
purposes and therefore is considered a tax exempt entity by virtue of Ignite Foundation being a nonprofit
- 40 -
organization described under Section 501(c)(3) of the federal Internal Revenue Code of 1986, as amended
Both entities referred to herein as “Lessee” are dulyformed and validly existing under the laws of the State
of Washington. Both entities referred to herein as “Lessee” have full limited liability power and authority
to enter into and perform their obligations under this Lease and to develop, construct and operate the
Premises as contemplated by this Lease.
30.1.2. Lessee has taken all necessary action to authorize the execution, delivery and
performance of this Lease and this Lease constitutes the legal, valid, and binding obligation of Lessee.
30.1.3. Lessee has the right, power, legal capacity and authority to enter into and perform
its obligations under this Lease and no approvals or consents of any person are required in connection with
the execution and performance of this Lease. The execution and performance of this Lease will not result
in or constitute any default or event that with notice or the lapse of time or both, would be a default, breach
or violation of the organizational instruments governing Lessee or any agreement or any order or decree of
any court or other governmental authority to which Lessee is a party or to which it is subject.
30.1.4. There are no defaults by Lessee or any circumstances which, with the giving of
notice or the passage of time, would constitute a default by Lessee, under any agreement, contract, lease,
loan, or other commitment to which Lessee is a party.
30.1.5. There are no claims, demands, litigation, proceedings or governmental
investigations pending or threatened against Lessee.
30.1.6. The execution and delivery of the Lease, and the consummation of the transactions
contemplated by the Lease do not violate any provision of law, any order, judgment or decree of any court
binding on Lessee, any provision of any indenture, agreement, or other instrument to which Lessee is a
party or by which Lessee is affected, and are not in conflict with, and will not result in a breach of or
constitute a default under any such indenture, agreement, or other instrument or result in creating or
imposing any lien, charge, or encumbrance of any nature whatsoever on the Premises.
30.2. Lessor’s Representations and Warranties. Lessor hereby represents and warrants to
Lessee as follows:
30.2.1. Lessor is municipal corporation.
30.2.2. Lessor has taken all necessary action to authorize the execution, delivery and
performance of this Lease and this Lease constitutes the legal, valid, and binding obligation of Lessor.
30.2.3. Lessor has the right, power, legal capacity and authority to enter into and perform
its obligations under this Lease and no approvals or consents of any person are required in connection with
the execution and performance of this Lease. The execution and performance of this Lease will not result
in or constitute any default or event that with notice or the lapse of time or both, would be a default, breach
or violation of the organizational instruments governing Lessor or any agreement or any order or decree of
any court or other governmental authority to which Lessor is a party or to which it is subject.
30.2.4. The City is not aware of, nor has any information indicating that Spokane County
(a) has used or intends to use tax revenue collected under RCW 67.28.180 or .181 et seq. to acquire,
construct, operate or maintain a facility used by a professional sports franchise, or (b) has taken any other
action that would prevent such tax revenues from being used to support the Lessee’s costs to operate the
Spokane Valley Ice Sports Complex.
- 41 -
31.No Waiver by Lessor
No failure by Lessor to insist upon the strict performance of any term, covenant, agreement,
provision, condition or limitation of this Lease or to exercise any right or remedy upon a breach thereof,
and no acceptance by Lessor of full or partial rent during the continuance of any such breach, shall constitute
a waiver of any such breach or of such term, covenant, agreement, provision, condition or limitation. No
term, covenant, agreement, provision, condition or limitation of this Lease and no breach thereof may be
waived, altered or modified except by a written instrument executed by Lessor. No waiver of any breach
shall affect or alter this Lease but each and every term, covenant, agreement, provision, condition and
limitation of this Lease shall continue in full force and effect with respect to any other then existing or
subsequent breach.
32. No Dedication
This Lease shall not be, nor be deemed or construed to be, a dedication to the public of the Premises,
the areas in which the Premises are located or the Improvements, or any portion thereof.
33. Notices
Any notice, consent or other communication required or permitted under this Lease shall be in
writing and shall be delivered by hand, sent by expedited courier, sent by prepaid registered or certified
mail with return receipt requested, or sent by electronic mail, and shall be deemed to have been given on
the earliest of (a) receipt or refusal of receipt; (b) one (1) Business Day after delivery to an air courier for
overnight expedited delivery service; (c) five (5) Business Days after the date deposited in the United States
mail, registered or certified, with postage prepaid and return receipt requested (provided that such return
receipt must indicate receipt at the address specified); or (d) on the day of its transmission by electronic
mail if transmitted during the business hours of the place of receipt, otherwise on the next Business Day,
provided that a copy of such notice, consent or other communication is also delivered pursuant to clause
(b) or (c) above. All notices shall be addressed as appropriate to the addresses given in the Basic Lease
Information (or to such other or further addresses as the parties may designate by notice given in accordance
with this Section).
34. Nondiscrimination
Lessee will not discriminate in employment on the basis of race, age, creed, color, national origin,
religion, sex, national origin, veteran or military status, marital status, families with children status, sexual
orientation or the presences of any sensory, mental or physical disability in regard to any position for which
the employee is qualified, in compliance with (a) Presidential Executive Order 11246, as amended,
including the Equal Opportunity Clause contained therein; (b) Section 503 of the Rehabilitation Act of
1973, as amended, and the Vietnam Era Veterans Readjustment Act of 1974, as amended, and the
Affirmative Action Clauses contained therein; (c) the Americans with Disabilities Act of 1990, as amended;
and (d) all other Applicable Laws. In its selection of tenants for the Premises, Lessee shall not discriminate
on the basis of race, age, creed, color, national origin, religion, sex, veteran or military status, marital status,
families with children status, sexual orientation or the presence of any sensory, mental or physical disability.
Lessee will not maintain facilities which are segregated on the basis of race, color, religion, or national
origin in compliance with Presidential Executive Order 11246, as amended, and will comply with the
Americans with Disabilities Act of 1990, as amended, regarding its programs, services, activities and
employment practices.
- 42 -
35.Memorandum of Lease
This Lease shall not be recorded. However, the parties hereto shall execute and acknowledge a
memorandum hereof in the form attached hereto as Exhibit D, which shall be recorded concurrently with
the execution of this Lease.
36. Nature of Relationship
The relationship between Lessor and Lessee shall be solely that of landlord and tenant. Nothing
contained in this Lease shall be deemed or construed to create a partnership, tenancy-in-common, joint
tenancy, joint venture or co-ownership between Lessor and Lessee. Lessor shall not in any way be
responsible or liable for the debts, losses, obligations or duties of Lessee with respect to the Premises or
otherwise by reason of this Lease. All obligations to pay Rent, and to develop, operate, manage, maintain
and repair the Premises shall be the sole responsibility of Lessee.
37. Lessee Not a Blocked Person
Lessee represents and warrants that neither Lessee nor any person or entity owning any direct or
indirect membership interest or other equity ownership interest in Lessee is now, or ever has been, named
on (or now is or ever has been acting directly or indirectly for or on behalf of any person or entity named
on) the list of “Specially Designated Nationals and Blocked Persons” published by the Office of Foreign
Assets Control of the United States Department of the Treasury or any similar list maintained by the United
States government or any other government (any person so named, a “Blocked Person”). If Lessee, or any
person or entity owning any direct or indirect membership interest or other equity ownership interest in
Lessee, at any time becomes a Blocked Person or acts directly or indirectly for or on behalf of any Blocked
Person, such event shall constitute an Event of Default under this Lease, unless, within thirty (30) days after
Lessee becomes aware of such Blocked Person or aware of actions taken directly or indirectly for or on
behalf of such Blocked Person, Lessee initiates and diligently pursues steps to cause such Blocked Person
to be removed from owning a direct or indirect membership or other equity ownership interest in Lessee or
removed from the list of “Specially Designated Nationals and Blocked Persons.”
38. ROFR and Option to Purchase \[for discussion\].
38.1. Lessor’s ROFR. For good and valuable consideration, the receipt of which is hereby
confirmed, Lessee grants Lessor the exclusive and irrevocable right of first refusal to purchase (“ROFR”),
upon the terms and conditions identified below, all of Lessee’s property interests in the Premises (including
the Improvements thereon). This ROFR shall terminate when either: (1) Lessor does not timely exercise
the ROFR after Lessee presents Lessor with a bona fide offer from a third party to purchase all of Lessee’s
interests in the Premises and Lessee has transferred all of its interest in the Premises to said third party; or
(2) Lessor exercises its Option to Purchase the Premises pursuant to Section 38.2 of this Lease and Lessee
has transferred all of its interests in the Premises to Lessor.
38.1.1. If the Lessee receives a bona fide written offer from a third party (“Third Party
Offer”) to purchase all of Lessee’s interests in the Premises, the Lessee shall promptly provide written
notice of the Third Party Offer to the Lessor, including all material terms. The Lessor shall have sixty (60)
days from receipt of such notice to elect, in writing, to purchase all of Lessee’s interests in the Premises on
the same terms and conditions as set forth in the Third Party Offer. If the Lessor does not exercise this right
within the specified period, the Lessee may proceed with the transaction on terms no more favorable to the
third party than those offered to the Lessor.
- 43 -
38.1.2. To exercise the ROFR, Lessor must provide written notice thereof to Lessee on or
th
before 11:59 pm on the sixtieth (60) day after Lessee provided the notice identified in Section 38.1.1.
38.2. Lessor’s Option to Purchase. Lessee, for additional good and valuable consideration, the
receipt and sufficiency of which is hereby confirmed, hereby grants to Lessor an option to purchase all of
Lessee’s interests in the Premises, inclusive of the Ice Complex Improvements, as provided herein (the
“Option to Purchase”).
38.2.1. Option to Purchase Duration. Beginning on the date that Lessee notifies Lessor
that the total debt incurred to complete the Leasehold Improvements and recorded against title thereto or
the Premises (“Leasehold Improvement Debt”) is nine million four hundred thousand dollars
($9,400,000) or less, but in no case before the later of the certificate of occupancy being issued for the Ice
th
Complex Premises or the end of the 5 full year following Commencement Date of this Lease, Lessor shall
have the right and option to purchase Lessee's right, title, and interest in and to the Premises, including the
Ice Complex Improvements thereon. Thereafter, Lessor has seven hundred thirty (730) days to exercise
and close its Option to Purchase (“Purchase Option Expiration Date”). The Option to Purchase shall be
extinguished if, prior to Lessor exercising the same, (a) Lessor does not timely exercise the ROFR after
Lessee presents Lessor with a Third Party Offer to purchase all of Lessee’s interests in the Premises, and
(b) Lessee has transferred all of its interest in the Premises to said third party.
38.2.2. Notice of Outstanding Leasehold Improvement Debt. Beginning after the
certificate of occupancy is issued for the Ice Complex Premises, Lessee shall notify Lessor (a) of the total
outstanding Leasehold Improvement Debt at the end of each calendar year; and (b) when the total
outstanding Leasehold Improvement Debt is equal to or below nine million four hundred thousand dollars
($9,4000,000). At any time during the Term, Lessee shall identify the total outstanding Leasehold
Improvement Debt within a reasonable time after Lessor’s written request.
38.2.3. Exercise Notice. To exercise its Option to Purchase, Lessor must give Lessee and
Leasehold Mortgagee notice of the same at least ninety (90) days before the Purchase Option Expiration
Date.
38.2.4. ROFR Priority. If Lessee presents Lessor with a Third Party Offer during the
timeframe identified in Section 38.2.1 prior to Lessor exercising its Option to Purchase, then Lessor may
exercise the Option to Purchase only if (a) the Third Party Offer expired, (b) Lessee did not enter into a
binding purchase and sale agreement for the Premises with the third-party who made the Third Party Offer,
and (c) the Option to Purchase has not yet expired.
38.3. Option to Purchase – Terms of Purchase. If Lessor exercises its Option to Purchase the
Premises and improvements thereon, then the following terms shall apply:
38.3.1. Purchase Price. If Lessor exercises its Option to Purchase the Premises and
improvements thereon, the purchase price (“Purchase Price”) of the Lessee's right, title, and interest in and
to such Premises thereon shall be nine million four hundred thousand dollars ($9,400,000).
38.3.2. Liens. Upon full payment of the Purchase Price, Lessee shall satisfy all monetary
liens and encumbrances on the Premises.
38.3.3. Subleases. Lessor shall assume all of Lessee’s rights and obligations under
Lessee’s subleases of space within or on the Premises to third parties, but only if said sublease was formed
in compliance with the requirements of this Lease and only to the extent the terms of the sublease are not
prohibited by this Lease.
- 44 -
38.3.4. Closing. The conveyance of any Ice Complex Improvements to Lessor (together,
the “Closing”) shall occur within sixty (60) days after the date of the election through escrow at a title
company selected by Lessor and reasonably acceptable to Leasehold Mortgagees. At the Closing, Lessor
shall deliver the Purchase Price to the escrow agent and the parties shall enter into the following documents:
38.3.4.1. Ground Lease Termination. Upon request by Lessor, Lessee shall
execute and deliver without additional charge such documents as may be reasonably requested by Lessor
to evidence and confirm the termination of Lessee's leasehold interest to the Premises under this Lease and
the termination of all liens and encumbrances on the Premises, including but not limited to, a partial
termination of lease and full reconveyance of Leasehold Mortgages or other security interests, each of
which shall be executed in recordable form and such other documentation as may be necessary to evidence
and confirm the termination of all property management contracts and other contracts affecting the Premises
effective as of the date of termination.
38.3.4.2. Operating Lease/Management Agreement. As part of its option to
purchase the Premises, the Cityand the Lesseeshalleachalso have the option of conditioning the purchase
on (a) Lessee or an Affiliate thereof to lease or manage the Ice Complex Premises from the City and operate
and maintain the same at no cost to the City, or (b) if Lessee and Affiliates decline to enter into such a lease
or management agreement, then there shall be a third party approved by Lessor to lease the Ice Complex
Premises from the City and operate and maintain the same at no cost to the City. If the City exercises this
option, then at the Closing, the City and either Lessee, Affiliate or approved third party shall execute an
Operating Lease or management agreement, with the City as landlord, and Lessee, Affiliate or approved
third party as tenant/manager, with respect to the Ice Complex Premises (the “Operating Lease”). The
terms of the Operating Lease shall, at a minimum, require (a) the Lessee, Affiliate, or approved third party
(“Operating Lease Tenant”) to possess, operate, and maintain the Ice Complex Premises in accordance
with and for the public benefit purposes identified in Section 11 of this Lease at Operating Lease Tenant’s
own expense, (b) the City, as owner of the Commercial Premises, to transfer those net revenue it receives
from the Commercial Premises to the Operating Lease/ manager Tenant, and (c) require the Operating
Lease Tenant/manager to use the funds so transferred solely for operations, maintenance, and capital
expenses of the Ice Complex Premises and programming to make the same available for use by
economically disadvantaged persons free of charge or at a reduced cost. The minimum duration of the
Operating Lease/management agreement shall be equal to the term of any debt the City incurred to purchase
the Ice Complex Improvements. If the Operating Lease/manager Tenant is not the Lessee or an Affiliate
thereof, then the Operating Lease Tenant or operation manager shall be selected by the City by publishing
a request for qualifications and the City thereafter selecting a qualified candidate, if any, in accordance with
the City’s established policies and procedures. Nothing herein shall be construed as preventing this
condition from being satisfied by a management agreement or other similar agreement rather than a lease,
but only if the agreement requires the Lessee, an Affiliate thereof, or a third party approved by Lessor to
operate and maintain the Ice Complex Premises at no cost to the City.
38.3.4.3. Deed. At the Closing, all of Lessee’s interests to the Premises
shall be conveyed to Lessor by Bargain and Sale Deed, subject only to those exceptions approved by Lessor.
38.3.4.4. General Assignment. At the Closing, Lessee and Lessor shall
execute a general assignment whereby Lessee will assign to Lessor, and Lessor shall assume, all of Lessee’s
interest in the plans and specifications, including all warranties, and all architectural and general contractor
agreements, relating to the Premises and Improvements thereon.
- 45 -
38.3.4.5. Bill of Sale. At the Closing, Lessee shall convey to Lessor the
personal property of Lessee related to the Premises or Improvements, and the parties shall execute a bill of
sale.
38.3.5. Excise Tax and Escrow Fees. At the Closing, Lessor shall be responsible for
payment of all applicable real estate excise tax associated with the conveyance of the Premises to Lessor.
Lessor and Lessee shall share equally the closing fee charged by the escrow agent.
38.3.6. Prorations. Real property taxes and assessments shall be prorated as of the date
of Closing. Lessee shall be responsible for any and all deferred or abated taxes and related interest and
charges, any past due taxes and assessments through the closing date and shall cause such to be paid and
removed at or before Closing. The current year's taxes shall be prorated between the parties as of the date
of Closing. In addition, insurance, interest, water and other utilities that are not separately metered
constituting liens shall be prorated as of the date of Closing.
39. General Provisions
39.1. Confidentiality. Except for those matters that must be disclosed to perform the
commitments of Lessee and Lessor under this Lease, and except as otherwise provided by Applicable Law,
including but not limited to public record and public meeting laws, Lessee and Lessor agree that the
provisions of this Lease are confidential business of Lessee and Lessor. Lessee shall not make any public
announcements or advertise any affiliation with Lessor. Notwithstanding the foregoing, the provisions of
this Section 39.1 shall not be applicable with respect to information that becomes public through parties
other than Lessee, including information that may become public through information requests directed at
Lessor and information that may become public as part of Lessor’s internal approval and ongoing reporting
processes.
Notwithstanding the foregoing, nothing contained hereby shall be deemed to prohibit Lessor or
Lessee from disclosing the terms and provisions of this Lease: (i) in connection with the enforcement of
the terms of this Lease; (ii) to the extent required by any subpoena or court order or requested by any
governmental entity; (iii) in the case of Lessee, to any actual or proposed Leasehold Mortgagee; or (iv) to
the extent required by the requirements of any applicable securities exchange; provided, however, in the
case of any disclosure pursuant to clauses (ii) through (iv) above, Lessee shall notify the recipient of such
information of the obligation to keep such information confidential.
39.2. Broker’s Commissions. Lessor and Lessee have used no broker or finder in connection
with this transaction. Each party represents to the other party that the representing party has incurred no
liability for any brokerage commission or finder’s fee arising from or relating to the negotiation or execution
of this Lease, other than as set forth in this Section 39.2. Each party hereby indemnifies and agrees to
protect, defend and hold harmless the other party from and against all liability, cost, damage or expense
(including, without limitation, attorneys’ fees and costs incurred in connection therewith) on account of any
brokerage commission or finder’s fee which the indemnifying party has agreed to pay or which is claimed
to be due as a result of the actions of the indemnifying party. This Section 39.2 is intended to be solely for
the benefit of the parties hereto and is not intended to benefit, nor may it be relied upon by, any person or
entity not a party to this Lease.
39.3. No Third-Party Beneficiaries. This Lease shall not confer nor be deemed nor construed
to confer upon any person or entity, other than the parties hereto, any right or interest, including, without
limiting the generality of the foregoing, any third-party beneficiary status or any right to enforce any
provision of this Lease, other than any Leasehold Mortgagee.
- 46 -
39.4. Severability. In case any one or more of the provisions of this Lease shall for any reason
be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability
shall not affect any other provision of this Lease, and this Lease shall be construed as if such invalid, illegal
or unenforceable provisions had not been contained herein.
39.5. Time of the Essence. Time is hereby expressly declared to be of the essence of this Lease
and of each and every term, covenant, agreement, condition and provision hereof.
39.6. Headings. Section and subsection headings in this Lease are for convenience only and are
not to be construed as a part of this Lease or in any way limiting or amplifying the provisions hereof.
39.7. Lease Construed as a Whole. The language in all parts of this Lease shall in all cases be
construed as a whole according to its fair meaning and not strictly for or against either Lessor or Lessee.
The parties acknowledge that each party and its counsel have reviewed this Lease and participated in its
drafting and therefore that the rule of construction that any ambiguities are to be resolved against the
drafting party shall not be employed nor applied in the interpretation of this Lease.
39.8. Construction. This Lease and each provision herein shall be given a fair and reasonable
construction in accordance with the intention of the parties. This Lease was drafted as a mutual effort by
the parties and shall not be interpreted against any single drafter.
39.9. Meaning of Terms. Whenever the context requires, the neuter gender shall include the
masculine and the feminine, and the singular shall include the plural, and vice versa.
39.10. Attorneys’ Fees. In the event of any action or proceeding at law or in equity between
Lessor and Lessee to enforce or interpret any provision of this Lease or to protect or establish any right or
remedy of either party hereunder, the party not prevailing in such action or proceeding shall pay to the
prevailing party all costs and expenses, including without limitation, reasonable attorneys’ fees and
expenses (including reasonable attorneys’ fees and expenses of in-house attorneys), incurred therein by
such prevailing party and if such prevailing party shall recover judgment in any such action or proceeding,
such costs, expenses and attorneys’ fees shall be included in and as a part of such judgment.
39.11. Choice of Law. The interpretation, construction and enforcement of this Agreement, and
all matters relating hereto, including applicability and interpretation of conflict of laws, shall be governed
by the laws of the State of Washington. Any judicial proceeding brought by either of the parties against the
other party or any dispute arising out of this Agreement, the Closing, or the Premises, or any matter relating
thereto shall be brought in the Superior Court of the State of Washington (in Spokane County), or in the
United States District Court for the Eastern District of Washington. In that regard, each party hereby waives
any defense of inconvenient forum and any bond or other security that might otherwise be required of the
other party with respect to such choice of judicial forum.
39.12. Binding Agreement. Except as otherwise stated herein, the terms, covenants and
agreements contained in this Lease shall bind and inure to the benefit of the parties hereto and their
respective successors and assigns.
39.13. Entire Agreement. This instrument, together with the exhibits hereto, all of which are
incorporated herein by reference, constitutes the entire agreement between Lessor and Lessee with respect
to the subject matter hereof and supersedes all prior offers, negotiations, oral and written. This Lease may
not be amended or modified in any respect whatsoever except by an instrument in writing signed by Lessor
and Lessee.
- 47 -
39.14. Quiet Enjoyment. Lessee, upon paying the Rent and all other sums due hereunder and
upon keeping and observing all of the covenants, agreements and provisions of this Lease on its part to be
observed and kept, shall lawfully and quietly hold, occupy and enjoy the Premises during the Term without
hindrance by anyone claiming by, through, or under Lessor.
39.15. Termination Not Merger. The voluntary sale or other surrender of this Lease by Lessee
to Lessor, or a mutual cancellation thereof, or the termination thereof by Lessor pursuant to any provision
contained herein, shall not work a merger, but at the option of Lessor shall either terminate any or all
existing subleases or subtenancies hereunder, or operate as an assignment to Lessor of any or all of such
subleases or subtenancies.
39.16. Modification of Lease. In the event of any ruling or threat by the Internal Revenue Service,
or opinion of counsel, that all or part of the Rent paid or to be paid to Lessor under this Lease will be subject
to the income tax on unrelated business taxable income, Lessee agrees to modify this Lease to in order to
carry out the intent that this Lease shall not be subject to such tax; provided that such modifications will
not result in any increase in Rent, or any increased obligations of Lessee under this Lease. Lessor will pay
all Lessee’s reasonable costs incurred in reviewing and negotiating any such lease modification, including
reasonable attorneys’ and accountants’ fees.
39.17. Lessor Consents and Amendments. Except as otherwise set forth in this Lease, Lessor
may, in the exercise of its sole discretion, withhold its consent to any request by Lessee under this Lease
including but not limited to requests to amend any Lease term. Except as otherwise provided in this Lease,
in the event that Lessor shall fail to approve or deny any consent request within the applicable time period
set forth in this Lease, Lessor shall be deemed to have disapproved such request.
39.18. Survival. The obligations of this Lease shall survive the expiration or earlier termination
of this Lease to the extent necessary to implement any requirement for the performance of obligations or
forbearance of an act by either party which has not been completed prior to the termination of this Lease.
Such survival shall be to the extent reasonably necessary to fulfill the intent thereof, or if specified, to the
extent of such specification, as same is reasonably necessary to perform the obligations and/or forbearance
of an act set forth in such term, covenant or condition. Notwithstanding the foregoing, in the event a specific
term, covenant or condition is expressly provided for in such a clear fashion as to indicate that such
performance of an obligation or forbearance of an act is no longer required, then the specific shall govern
over the general provisions of this Lease.
39.19. Estoppel Certificates. Either party, at any time and from time to time within ten (20)
Business Days after receipt of written notice from the other party, shall execute, acknowledge and deliver
to the requesting party a certificate stating (to the responding party’s best knowledge where applicable): (a)
that Lessee has accepted the Premises (if true); (b) the Commencement Date and Expiration Date of this
Lease; (c) that this Lease is unmodified and in full force and effect (or, if there have been modifications,
that same is in full force and effect as modified and stating the modifications); (d) whether or not there are
then existing any defenses against the enforcement of any of the obligations of Lessee under this Lease
(and, if so, specifying same); (e) whether or not there are then existing any defaults by the parties in the
performance of their obligations under this Lease (and, if so, specifying same); and (f) any other factual
information relating to the rights and obligations under this Lease that may reasonably be required by
requesting party.
39.20. Counterparts. This Lease may be executed in any number of counterparts and each of the
counterparts shall be considered an original and all counterparts shall constitute one and the same
instrument.
- 48 -
39.21. Limitation of Liability. Notwithstanding anything herein to the contrary, the liability of
the Lessee hereunder and each obligation of Lessee hereunder (including, but not limited to its indemnity
obligations) under this Lease shall be “limited recourse obligations” and, accordingly, the Lessor's sole
source of satisfaction of such obligations shall be limited to the Lessee's interest in this Lease, the Premises,
the rents, issues and surplus related thereto and the other assets of the Lessee, and the Lessor shall not seek
to obtain payment from any person or entity comprising the Lessee or who is a member, officer, director,
agent or employee of Lessee or its member, notwithstanding the survival of any obligation of the Lessee
beyond the Term.
\[SIGNATURES APPEAR ON FOLLOWING PAGE\]
- 49 -
Lessor and Lesseehave executed this Lease as of the date first above written:
LESSOR:
City of Spokane Valley
By:
Its:
LESSEES:
Spokane Youth Ice, LLC
By:
Its:
Ignite Youth Ice, LLC
By:
Its:
GLOSSARY
As used in this Lease, the following terms shall have the following meanings, applicable, as
appropriate, to both the singular and plural forms of the terms herein defined:
“Additional Rent” is defined in Section 7.1.
“Affiliate” means (a) the legal representative, successor or assignee of, or any trustee of a trust for
the benefit of, Lessee; (b) any entity of which a majority of the voting or economic interest is owned,
directly or indirectly, by Lessee or one or more of the persons referred to in the preceding clause; (c) any
entity in which Lessee or a person referred to in the preceding clauses is a controlling stockholder,
controlling partner or controlling member (directly or indirectly); (d) any person or entity which is an
officer, director, trustee, controlling stockholder, controlling partner or controlling member (directly or
indirectly) of Lessee or of any person or entity referred to in the preceding clauses; or I any person or entity
directly or indirectly controlling, controlled by or under common control with, Lessee or any person or
entity referred to in any of the preceding clauses. For purposes of this definition, “control” means owning
directly or indirectly fifty percent (50%) or more of the beneficial interest in such entity or the direct or
indirect power to control the management policies of such person or entity, whether through ownership, by
contract or otherwise.
“Alterations” means any additional improvements, alterations, remodeling, or reconstruction of
or to the Leasehold Improvements following the issuance of a certificate of occupancy for the Spokane
Valley Ice Sports Complex.
“Annual Rent” is defined in Section 1.
“Applicable Laws” means (a) all applicable laws, statutes, codes, ordinances, orders, resolutions,
rules, regulations and requirements, including, without limitation, all Environmental Requirements, of all
federal, state, county, municipal and other Governmental Authorities and the departments, commissions,
boards, bureaus, instrumentalities, and officers thereof; (b) all judicial rulings, decrees and orders; and (c)
the American Insurance Association (formerly the National Board of Fire Underwriters) or any other body
exercising similar functions relating to or affecting the Premises, the Improvements now or hereafter located
on the Premises or the use, operation or occupancy of the Premises for the purposes permitted hereunder.
In each instance, Applicable Laws shall include those existing as of the Commencement Date and those
hereafter enacted. State laws shall prevail over federal law only where preemption is recognized by federal
law.
“Award” means the amount paid by the Condemning authority as a result of a Condemnation.
“Basic Lease Information” means the information contained in Section 1.
“Blocked Person” is defined in Section 37.
“Buildings” means the Leasehold Improvements and all other buildings located on the Sullivan
Property.
“Business Days” means Monday through Friday, excluding federal and State of Washington legal
holidays. Any references to “days” that are not expressly designated to be business days shall mean calendar
days.
Glossary
“Claims”are defined in Section 21.1.
“Closing” is defined in Section38.3.4.
“Commencement Date” is defined in the introductory paragraph.
“Commercial Parcels” is defined in Section 8.
“Commercial Premises” is defined in Section 9.2.1.
“Commercial Project” is defined in Section 9.2.1.
“Condemnation” means any taking by exercise of right of condemnation (direct or inverse) or
eminent domain, or requisitioning by military or other public authority for any purpose arising out of a
temporary emergency or other temporary circumstance or sale under threat of condemnation. “Condemned”
means having been subject to such taking and “Condemning” means exercising such taking authority.
“Construction Commencement” means Lessee has obtained and closed on all necessary
construction financing for the Ice Complex Project, and has commenced demolition of the Exiting
Improvements for the purpose of constructing the Ice Complex Project.
“Construction Contract” means the contract with a general contractor for construction of the Ice
Complex Project, which shall by its terms be fully assignable to Lessor.
“Development” or “Develop” means any acts necessary and appropriate to (a) obtain any required
land use, zoning, environmental, building or other approvals and permits for the Design, Construction,
operation and use of the Project, (b) obtain any required extension of public and private utility services for
the Project, (c) obtain any required vehicular or pedestrian rights of way and access from or to the Project
(including such rights granted herein), and (d) satisfy the legal requirements and insurance requirements in
connection with the Design or Construction of the Project.
“Environmental Claims” means all claims, demands, suits, actions (including, without limitation,
notices of noncompliance, charges, directives, and requests for information), causes of action, orders,
judgments, settlements, damages, losses, diminutions in value, penalties, fines, actions, proceedings,
obligations, liabilities (including strict liability), encumbrances, liens, costs (including, without limitation,
costs of investigation and defense of any claim (including, Lessor’s in-house counsel), whether or not such
claim is ultimately defeated, and costs of any good faith settlement or judgment), and expenses of whatever
kind or nature, contingent or otherwise, matured or unmatured, foreseeable or unforeseeable, including
without limitation reasonable attorneys’ and consultants’ fees and disbursements, any of which are incurred
at any time, arising out of or related to Environmental Requirements, including, without limitation:
(a) Damages for personal injury, or injury to property or natural resources occurring
upon the Premises or off the Premises, foreseeable or unforeseeable, including, without limitation,
consequential damages, lost profits, lost rents, the cost of demolition and rebuilding of any improvements
on real property, interest and penalties;
(b) Claims brought by or on behalf of employees of Lessee;
(c) Fees incurred for the services of attorneys, consultants, contractors, experts,
laboratories and all other costs incurred in connection with the investigation or remediation of Releases of
Hazardous Substances (whether or not performed voluntarily) or violation of Environmental Requirements,
Glossary
including, but not limited to, preparation of feasibility studies or reports, or the performance of any cleanup,
remediation, removal, response, abatement, containment, closure, restoration or monitoring work required
by any federal, state or local governmental agency or political subdivision, reasonably necessary to restore
full economic use of the Premises or any other property, or otherwise expended in connection with such
conditions, and including without limitation any attorneys’ fees, costs and expenses incurred in enforcing
this Lease or collecting any sums due hereunder; and
(d) Liability to any third person or governmental agency to indemnify such person or
agency for costs expended in connection with the items referenced above.
“Environmental Requirements” means all applicable present and future statutes, regulations,
rules, ordinances, codes, common law, licenses, permits, orders, approvals, plans, authorizations,
concessions, franchises, and similar items, and all amendments thereto, of all governmental agencies,
departments, commissions, boards, bureaus or instrumentalities of the United States, Washington, and
political subdivisions thereof, and all applicable judicial, administrative and regulatory decrees, judgments,
orders and written directives relating to the protection of human health, safety, wildlife or the environment,
including, without limitation, (a) all requirements pertaining to reporting, licensing, permitting,
investigation and/or remediation of emissions, discharges, Releases, or threatened Releases of Hazardous
Substances, whether solid, liquid, or gaseous in nature, into the air, surface water, groundwater, or land, or
relating to the manufacture, processing, distribution, use, treatment, storage, disposal, transport, or handling
of Hazardous Substances; and (b) all requirements pertaining to occupational health, the health and safety
of employees or the public, including, without limitation, as amended from time to time, the Federal
Resource Conservation and Recovery Act of 1976, 42 U.S.C. Section 6901 et seq., Federal Comprehensive
Environmental Response, Compensation, and Liability Act of 1980, 42 U.S.C. Section 9601 et seq., Federal
Hazardous Materials Transportation Control Act, 49 U.S.C. Section 1801 et seq., Federal Clean Air Act,
42 U.S.C. Section 7401 et seq., Federal Water Pollution Control Act, Federal Water Act of 1977, 33 U.S.C.
Section 1251 et seq., Federal Insecticide, Fungicide and Rodenticide Act, Federal Pesticide Act of 1978, 7
U.S.C. Section 136 et seq., Federal Toxic Substances Control Act, 15 U.S.C. Section 2601 et seq., Federal
Safe Drinking Water Act, 42 U.S.C. Section 300f et seq., Washington Water Pollution Control Act, RCW
Chapter 90.48, Washington Clean Air Act, RCW Chapter 70.94, Washington Solid Waste Management
Recovery and Recycling Act, RCW Chapter 70.95, Washington Hazardous Waste Management Act, RCW
Chapter 70.105, Washington Hazardous Waste Fees Act, RCW Chapter 70.95E, Washington Model Toxics
Control Act, RCW Chapter 70.105D, Washington Nuclear Energy and Radiation Act, RCW Chapter 70.98,
Washington Radioactive Waste Storage and Transportation Act of 1980, RCW Chapter 70.99, Washington
Underground Petroleum Storage Tanks Act, RCW Chapter 70.148, and any regulations promulgated
thereunder.
“Event of Default” is defined in Section 26.1.
“Existing Improvements” is defined in Recital H.
“Expiration Date” is stated in the Basic Lease Information.
“Final Completion” means Substantial Completion has occurred and all punch list items have been
performed and are completed.
“Full Replacement Value” is defined in Section 20.1.1.1.
“GAAP” means those principles of accounting set forth in pronouncements of the Financial
Accounting Standards Board and its predecessors or pronouncements of the American Institute of Certified
Public Accountants or those principles of accounting that have other substantial authoritative support and
Glossary
are applicable in the circumstances as of the date of application, as such principles are from time to time
supplemented and amended.
“General Construction Contract”that certain Construction Contract between the Lesseeand the
General Contractor pursuant to which the General Contractor has agreed to Construct the Ice Complex
Project and any exhibits and plans and specifications attached thereto, and any modifications, amendments
or supplements thereto in accordance with the terms thereof. Lessor acknowledges receipt of a copy of the
General Construction Contract.
“General Contractor” means Garco Construction Inc., as contractor under the terms and
conditions of the Construction Contract, and its permitted successors and assigns.
“Gross Revenue”means for the period in question, all gross income, revenues and receipts,
actually received by the Lessee (on an accrual basis in accordance with GAAP) relating to the Premises
and/or Improvements, determined on the basis of GAAP, including but not limited to any and all of the
following (but without duplication of any item): (a) gross, fixed, minimum and guaranteed rentals or
revenue received under any subleases or in connection with any of Lessee’s operations conducted at the
Premises; (b) late charges and interest received on late payments under any subleases; (c) amounts received
as a result of provisions in subleases permitting the landlord thereunder to receive or share in receipts from
the subleasing of space or assignment of such subleases; (d) parking fees and rentals; and (e)fees, charges,
or payments received from onsite amenities (e.g., admission fees, concessions, vending machines, etc.).
Notwithstanding the foregoing, Gross Revenues shall not include (i) proceeds of casualty insurance or
condemnation awards (other than business interruption insurance proceeds, which will be included in the
term Gross Revenue), (ii) proceeds from sales, financings, or other capital transactions, (iii) equity or capital
contributions, or (iv) any gains on the sale or other disposition of investments or fixed or capital assets not
in the ordinary course of business, (v) earnings on amounts that are irrevocably deposited in escrow to pay
the principal of or interest on indebtedness of the Lessee, (vi) earnings or gains resulting from any
reappraisal, revaluation, or write-up of assets, and (vii) interest or investment income earned on bank
accounts, deposits or escrows.
“Governmental Authorities” means all
jurisdiction over the Premises.
“Hazardous Substance” means any substance, material or waste:
(a) the presence of which requires investigation or remediation under any
Environmental Requirement;
(b) which is or becomes listed, regulated or defined as a “hazardous waste,”
“hazardous substance,” “hazardous material”, “toxic substance”, “hazardous air pollutant”, “pollutant,”
“infectious waste,” “bio-hazardous waste”, “medical waste”, “radioactive waste”, or “contaminant” under
any Environmental Requirement;
(c) which is toxic, explosive, corrosive, flammable, infectious, radioactive,
carcinogenic, mutagenic, or otherwise hazardous to human health, safety, wildlife or the environment and
is or becomes regulated under any Environmental Requirement;
(d) the presence or Release of which at, on, under or from the Premises causes or
threatens to cause a nuisance upon the Premises or to surrounding properties or poses or threatens to pose
a hazard to the environment or the health or safety of persons on or about the Premises; or
Glossary
(e)the presence of which on adjacent properties could constitute a trespass by Lessee.
Without limitation of the foregoing, Hazardous Substances shall include gasoline, diesel
fuel and other petroleum hydrocarbons and the additives and constituents thereto, including MTBE;
polychlorinated biphenals (PCBs); asbestos and asbestos-containing material; universal waste, lead; urea
formaldehyde foam insulation; radon gas and microbial material (including mold).
“Ice Complex Parcel” is defined in Section 8.
“Ice Complex Premises” is defined in Section 9.1.
“Ice Complex Project” is defined in Section 9.1.
“Improvements” means Leasehold Improvements and all Alterations together with any and all
buildings, structures, systems, facilities and fixtures to be located within the Sullivan Property pursuant to
this Lease.
“Interest Rate” means the rate of twelve percent (12%) per annum.
“Lease” is defined in the introductory paragraph.
“Lease Year” means each successive calendar year during the Term, provided that the first partial
Lease Year shall commence on the Commencement Date and the last partial Lease Year shall end on the
Termination Date.
“Leasehold Improvements” means all construction, improvement or Alteration of the Sullivan
Property pursuant to this Lease, including but not limited to all buildings, structures, systems, facilities and
fixtures to be located on or within the Sullivan Property.
“Leasehold Mortgage” is defined in Section 25.
“Leasehold Mortgagee” means the holder of a Leasehold Mortgage.
“Lessee” means Ignite Youth Ice, LLC and Spokane Youth Ice, LLC as joint tenants, including
their permitted successors and assigns under this Lease.
“Lessee Environmental Activity” means any use, treatment, keeping, handling, storage, transport,
sale or Release at, on, under or from the Premises of any Hazardous Substance during the Term that arises
out of, is the result of, or is related to the acts or omissions of Lessee or Lessee’s Agents, subtenants or
invitees on or about the Premises during the Term.
“Lessee Materials” means materials on the Sullivan Property to be incorporated into the
Improvements of the Ice Complex Premises, but have not been so incorporated at the time Lessor terminates
this Lease for Lessee’s failure to achieve Substantial Completion by the deadline identified in Section 9.1.4.
“Lessee Parties” are defined in Section 19.9.2.
“Lessee’s Agents” means Lessee’s employees, agents, contractors, subtenants and invitees.
“Lessor” is defined in the introductory paragraph.
“Lessor Parties” shall mean Lessor’s employees, city council members and the City Manager.
Glossary
“Lessor’s Agents”means Lessor’s employees and agents.
“Lessor’s Interest” is defined in Section 16.2.
“Liens” are defined in Section 16.1.
“New Lease” is defined in Section 25.5.
“New Lease Notice”is defined inSection 25.5.
“Operating Expenses” shall mean and be limited to the following items for any stated time
period, all of which must be reasonable, normal and customary in the ordinary course of the business of
Lessee at and solely for the Premises, and actually incurred: (a) costs of utilities, air conditioning, heating
and electricity for the Premises (except to the extent that sublessees, renters, licensees, concessionaires or
others pay any such utilities directly); (b) all costs, expenses and fees paid in managing, maintaining,
operating and repairing the Premises as required under the terms of this Lease, including without limitation,
costs to relocate tenants, costs of repairs made as a result of any damage to the Premises caused by
sublessees, renters, licensees, concessionaires or visitors to the Premises but excluding any costs of
replacements, remodeling or rehabilitation of or capital improvements to the Premises or any part or
portion thereof. Notwithstanding the foregoing, however, specific remodeling, rehabilitation or capital
improvement cost items (collectively “Capital Cost Items”) may be included in Operating Expenses
provided that each such item is either specifically authorized under this Lease or shall have been submitted
by Lessee to Lessor and approved in advance and in writing by Lessor. Submission by Lessee to Lessor of
requests for approval of Capital Cost Items shall be in writing and in reasonable detail, and shall include,
among other things, a statement or explanation of the need for or desirability thereof, detailed plans, cost
estimates and proposed means of payment and such other information as may be required under this Lease;
(c) Reserved; (d) marketing and advertising costs and expenses incurred for the benefit of the Premises or
any portion thereof; (e) expenses incurred with respect to security and insurance premiums on policies of
insurance required to be maintained pursuant to this Lease or the Leasehold Mortgage; (f) Reserved; (g)
Taxes; and (h) Fixed Rent due to Lessor under this Lease. Operating Expenses shall not include any
depreciation of the Premises or any equipment, personal property, furniture or fixtures of or located on the
Premises or amortization in lieu thereof or any federal or state business and occupation or income taxes
payable by Lessee, or any property manager, or any other similar taxes measured by income.
“Option” is defined in Section 38.2.
“Premises”is defined in Recital I.
“Project” is defined to refer to both the Ice Complex Project and the Commercial Project.
“Project Documents” mean the Construction Contract, drawings, plans and specifications for
construction of the Ice Complex Project.
“Release” with respect to Hazardous Substances, means any release, deposit, discharge, emission,
leaking, spilling, seeping, migrating, injecting, pumping, pouring, emptying, escaping, dumping, disposing,
or other movement of Hazardous Substances into the environment; provided that “Release” shall not
include the migration, seepage or discharge on, over or across the Premises of any Hazardous Substance
that originates off of the Premises.
“Rent” means Annual Rent and Additional Rent.
Glossary
“Substantial Completion” means the date that the Leasehold Improvements for the Ice Complex
Premises are complete (other than minor punch list items) in accordance with the Project Documents and a
temporary certificate of occupancy for the Ice Complex Project has been issued by the City such that Lessee,
and Lessee’s subtenants are permitted to and could, pursuant to such certificate of occupancy, physically
occupy the Improvements and carry out the Operations identified in Section 11.
“Sullivan Property” is defined in Recital A.
“Taxes” are defined in Section 7.2.2.
“Term” is defined in Section 5.1.
“Termination Date” means the Expiration Date or such earlier date as this Lease is terminated
pursuant to any provision hereof.
“Third Party Offer” is defined in Section 38.1.1.
“Transfer” is defined in Section 23.1.
“Triggering Event” is defined in Section 19.8.
“Unavoidable Delay” means any delay due to war, insurrection, riots, civil disturbances, floods,
fires, casualties, earthquakes, tsunamis, acts of God, acts of the public enemy, acts of terrorists,
governmental embargo restrictions, inability to obtain materials through ordinary sources using
commercially reasonable efforts (including the selection of alternative materials), bankruptcy, insolvency
or dissolution of third party providers of services or capital to the Ice Complex Project, strikes, epidemics,
quarantine restrictions, Unusually Severe Weather Conditions, unforeseen subterranean conditions that
could not have otherwise been reasonable anticipated, any actions by any governmental authorities, or
similar events or circumstances beyond Lessee’s reasonable control, and provided (i) Lessee shall use
commercially reasonable efforts to seek to minimize the effects of any Unavoidable Delay, and (ii) the total
length of time a delay may constitute Unavoidable Delay with respect to a specific event or circumstance
shall not exceed the length of time for the actual event or circumstance plus a period of time thereafter in
the exercise of reasonable diligence necessary to address the consequences associated with such event or
circumstance (which, by way of example, for a casualty would include the length of time of the casualty
itself and the time thereafter in the exercise of reasonable diligence to seek and secure insurance proceeds
and necessary permits and the time to conduct the actual repairs of such casualty).
“Unusually Severe Weather Conditions” means the occurrence of precipitation, low temperature,
windstorms, or snow or ice which is reasonably unanticipated and causes construction projects in downtown
Spokane Valley to cease work.
Glossary
EXHIBIT A
LEGAL DESCRIPTION OF THE SULLIVAN PROPERTY
\[See attached\]
Exhibit B
EXHIBIT B
LESSEE’S DRAFT ICE COMPLEX PLANS
\[On file with Lessor and Lessees\]
Exhibit B
EXHIBIT C
LESSOR’S DRAFT INFRASTRUCTURE PLANS
\[See attached\]
Exhibit B
EXHIBIT D
MEMORANDUM OF LEASE
\[See attached\]
Exhibit B
EXHIBIT E
SECURITY AND EMERGENCY MANAGEMENT PLAN
\[See attached\]
Exhibit B
I.C. 6-32-00088
Sullivan Pit
Pit SitePS-C-144
Stockpile Site SP-C-6143
Assessor’s Parcel Number 45114.9009
That portion of Government Lot 8, Section 11, Township 25 North, Range 44 East of the
Willamette Meridian, lying South of a line drawn parallelwith and 200 feet distant
Southerly, when measured at right angles, from the southerly Spokane International
Railway right of way line and North of the following described line:
BEGINNING at a point on the East line of said Section from which point the Southeast
corner of Section 11 bears South0°47' East 925.08 feet distant;
Thence North 55°50' West 952.90 feet;
Thence North 77°39' West 135 feet;
Thence North 3°35' West 205 feet;
Thence North 72°10' West 330 feet;
Thence North 76°57'West to a point of intersection with the West line of Government
Lot8;
EXCEPT any part thereof lying within the East 100 feet of the North 575 feet of
GovernmentLot 8;
AND EXCEPT any portion lying within Sullivan Road;
AND EXCEPT that portion conveyed to The County of Spokane by Quitclaim Deed
recordedunder Auditor's File No. 504316B, described as follows:
BEGINNING at the Southeast corner of Section 11, Township 25 North, Range 44 East,
W.M.;
Thence North 0°47' West 925.08 feet along the East line of Section 11;
Thence North 55°50' West 36.60 feet to the Westerly right of way line of Sullivan Road
andthe True Point of Beginning;
Thence North 55°50' West 916.30 feet;
Thence North 89°13' East 751.04 feet to the Westerly right of way line of Sullivan Road;
Thence South 0°47' East 524.91 feet along the Westerly right of way line of Sullivan
Roadto the True Point of Beginning;
AND EXCEPT that portion conveyed to Spokane County by Quitclaim Deed recorded
under Auditor's File No. 728210B, described as follows:
BEGINNING at the Southeast corner of Section 11, Township 25 North, Range 44 East,
W.M.;
Thence North 0°47' West a distance of 1520.96 feet along the East line of said Section
11;
Thence South 89°13' West a distance of 30 feet to a point on the West right of way line of
Sullivan Road and the True Point of Beginning;
Thence North 69°53.5' West a distance of 321.12 feet;
Thence South 0°47' East a distance of 164.51 feet;
Thence North 89°13' East a distance of 300 feet to a point on the Westerly right of way
lineofSullivan Road;
Thence Northerly along said right of way line to the True Point of Beginning;
AND ALSO EXCEPT that portion conveyed to the Union Pacific Railroad Company by
Quitclaim Deed recorded under Auditor's File No. 9112310430, described as follows:
BEGINNING at the intersection of the West line of Government Lot 8, Section 11,
Township 25 North, Range 44 East, W.M.,and a line drawnparallel with and 200 feet
Southeasterly, when measured at right angles and/or radially,fromtheSoutheasterly right
of way line of the Spokane International Railway;
Thence North 74°53' East along said parallel line a distance of 1275.71 feet;
Thence South 00°47' East a distance of 326.53 feet;
Thence North 89°13' East a distance of 70.0 feet, more or less, to a point on the Westerly
right of way line of Sullivan Road, which point is 30.0 feet Westerly, when measured at
right angles, from the East line of said Section 11;
Thence South 00°47' East along said Westerly right of way line a distance of 193.47 feet;
Thence South 89°13' West a distance of 130.0 feet;
Thence North 00°47' West a distance of 380.81 feet;
Thence South 74°53' West a distance of 1213.78 feet, more or less, to the said West line
ofsaid Government Lot 8;
Thence North 00°54' West along said West line to the Point of Beginning;
Situate in the County of Spokane, State of Washington.
WHEN RECORDED RETURN TO:
Lukins & Annis, P.S.
Attn: James S. Black
717 W Sprague Avenue, Suite 1600
Spokane, WA 99201
MEMORANDUM OF GROUND LEASE
Lessor: CITY OF SPOKANE VALLEY,
a municipal corporation
Lessee: IGNITE YOUTH ICE, LLC
a Washington limited liability company
SPOKANE YOUTH ICE, LLC
a Washington limited liability company
Parcel Nos.
Reference Nos. of Related
Documents:
MEMORANDUM OF GROUND LEASE
THIS GROUND LEASE (this “Lease”) is made and entered into as of the _____ day of April,
2026 (the “Commencement Date”), by and among the CITY OF SPOKANE VALLEY, a municipal
corporation (“City” or “Lessor”) and Ignite Youth Ice, LLC, a Washington limited liability company a
wholly owned subsidiary of Innovia Ignite Foundation, a Washington , a nonprofit corporation described
under Section 501(c)(3) of the federal Internal Revenue Code of 1986, as amended, and SPOKANE
YOUTH ICE, LLC, a Washington limited liability Company, as joint tenants (together the “Lessee”) to
give record notice of the following facts and circumstances:.
1. Lease. Lessor and Lessee are parties to that certain Ground Lease Agreement dated as of ___,
2026(the “Lease”). This Lease relates to certain real property owned by the Lessor and located
at 2100 N. Sullivan Road in the City of Spokane Valley, Spokane County, State of Washington
(referred herein as “Sullivan Property”). The Sullivan Property is comprised of an approximately
twelve (12) acre parcel of land more particularly described in the attached Exhibit A. The Landlord
intends to subdivide the Sullivan Property into three or four separate legal lots for the benefit of
Lessee and Lessee’s use all such lots shall support tourism, accommodate tourist activities within
the City, provide financing for a Youth Ice Rink as defined within the Lease, and provide recreation
opportunities for youth in the community, as applicable. The Sullivan Property, together with any
and all buildings, structures, systems, facilities and fixtures currently located and to be located
within the Sullivan Property pursuant to this Lease, as well as all easements and other appurtenant
rights, are referred to collectively as the premises (“Premises”).
2. Term of Lease. Subject to and upon the terms set forth in the Lease, the term of said Lease shall
run for Seventy-five (75) years from Commencement Date with one (1) 24-year extension option
exercisable upon the election of the Lessee.
3. Exclusive Use. The Premises shall be used for the development and operation of a Youth Ice Rink
and other commercial purposes, the revenue of which will support the Youth Ice Rink as provided
within the Lease.
4. Right of First Refusal//Option to Purchase. As set forth in the Lease, Lessee grants to Lessor
both a right of first refusal and an option to purchase all of Lessee’s interests in the Premises
allowing for the termination of the Lease. .
5. Other Provisions. The Lease provides various other financing, representations provisions, and
covenants which are all contained explicitly within the Lease.
6. Counterparts. This Memorandum may be executed in any number of counterparts and by the
parties hereto on separate counterparts. Each counterpart shall constitute an original of this
Memorandum, but together the counterparts shall constitute one document.
**Signatures on the following page**
IN WITNESS WHEREOF, the Lessor has executed this Memorandum as of the date and year first
above written.
LESSOR:
CITY OF SPOKANE VALLEY
By:
Its:
LESSEES:
IGNITE YOUTH ICE, LLC
By:
Its:
SPOKANE YOUTH ICE, LLC
By:
Its:
STATE OF WASHINGTON )
: ss.
County of Spokane )
On this ____ day of April, 2026, personally appeared before me
______________________, an authorized representative of the City of Spokane Valley, a
municipal corporation, to me known to be the individual described in and who executed this
Memorandum of Ground Lease, and acknowledged that he/she signed the same as his/her free and
voluntary act and deed, for the uses and purposes therein mentioned.
GIVEN UNDER my hand and official seal the day and year in this certificate first above
written.
Notary Public (Signature)
(Print Name)
My appointment expires:
STATE OF WASHINGTON )
: ss.
County of Spokane )
On this ____ day of April, 2026, personally appeared before me ______________________, an
authorized representative of IGNITE YOUTH ICE, LLC, a Washington limited liability company,
to me known to be the individual described in and who executed this Memorandum of Ground
Lease, and acknowledged that he/she signed the same as his/her free and voluntary act and deed,
for the uses and purposes therein mentioned.
GIVEN UNDER my hand and official seal the day and year in this certificate first above
written.
Notary Public (Signature)
(Print Name)
My appointment expires:
STATE OF WASHINGTON )
: ss.
County of Spokane )
On this ____ day of April, 2026, personally appeared before me ______________________, an
authorized representative of SPOKANE YOUTH ICE, LLC, a Washington limited liability company,
to me known to be the individual described in and who executed this Memorandum of Ground
Lease, and acknowledged that he/she signed the same as his/her free and voluntary act and deed,
for the uses and purposes therein mentioned.
GIVEN UNDER my hand and official seal the day and year in this certificate first above
written.
Notary Public (Signature)
(Print Name)
My appointment expires:
Exhibit A
Legal Description
Emergency Action Plan (EAP)for the
\[FACILITYNAME\]
Location: \[Address\]
I. PURPOSE AND SCOPE
The purpose of this Emergency Action Plan (EAP) is to provide a structured and systematic
response to emergencies occurring at the ____________ facility known as ______. This plan
II. THREAT EVALUATION
Potential threats include:
Medical emergencies (injury, illness, cardiac events)
Active shooter or armed assailant
Fire
Severe weather (e.g., lightning)
Lost or missing persons
Animal or insect threats (e.g., wasps, wildlife)
III. EMERGENCY PERSONNEL
SafetyDirector:
o_____________ willact as Event Director and EAP administration for the
facility.
o.
Safety Coordinator:Liaison with emergency responders, supervises evacuation if
necessary, coordinates medical response, communicates with EMS.
:Report incidents and guide participants, trained in
crowd management.
IV. EMERGENCY COMMUNICATION
Primary method: Two-way radios
Police Fire EMS:911
-urgent issues: Crime check (509)456-2233
Spokane County Emergency Management: (509) 477-2204
Poison Control: 1-800-222-1222
V. EMERGENCY VEHICLE ACCESS POINTS
Clearly marked access points:
1.________________________________
2.________________________________
VI. EMERGENCY EQUIPMENT ON SITE
___________
First Aid Kits: Located at _______________
Fire Extinguishers: Located at _________________
VII. CHAIN OF COMMAND
1.SafetyDirector
2.Safety Coordinator
3.Emergency Responders (take over upon arrival)
VIII. MEDICAL TREATMENT RESPONSIBILITY
EMS services will assume control for advanced medical care upon arrival
P
IX. FIRST AID LOCATIONS
______________________________
X.
A. Medical Emergency
1.Call 911 immediately.
2.Administer First Aid/CPR if trained.
3.Clear the area to allow emergency personnel access.
4.Report incident to Supervisor and complete an incident report.
1.Call 911.
2.
3.Do not re-
1.Monitor NOAA alerts and local news.
2.Shelter guests in a secure structure or evacuate as needed.
3.Cancel or postpone outdoor events if necessary.
4.Document and assess post-storm damage.
1.Notify supervisor and call 911 immediately.
2.Gather description and last known location.
3.-wide coordinated search.
4.
5.Assist law enforcement upon arrival.
1.Evacuate the immediate area.
2.Call 911.
3.Do not attempt cleanup unless trained, equipped
.
4.
1.Call 911.
2.Follow Run, Hide, Fight protocol.
3.
4.Remain in secure location until “All Clear” from authorities.
5.Cooperate with law enforcement.
1.Drop, Cover, and Hold On.
2.
3.
4.Do not re-enter until cleared.
1.
2.
3.Notify appropriate utility company.
J.BOMB THREAT RESPONSE
1. Take all threats seriously
2. Do not touch suspicious items
3. Call 911
4. Evacuate the area following instructions from authorities
5. .
XI. WEATHER-SPECIFIC GUIDELINES
Suspend outdoor events/activity if lightning is within 10 miles.
outdoor events/activities.
XII. TRAINING AND DRILLS
Scenario-
XIII. PLAN REVIEW AND UPDATES
post-
incident assessments, and facility layout changes.
Prepared By: _________________, Ignite Youth Ice, LLC
Date: ______________
_____________
GROUND LEASE TERMS
GROUND LEASE TERMS
GROUND LEASE TERMS
GROUND LEASE TERMS
GROUND LEASE TERMS
MOTION CONSIDERATION AND NEXT STEPS
CITY OF SPOKANE VALLEY
Request for Council Action
Meeting Date: April 28, 2026 Department Director Approval:
Check all that apply: consent old business new business public hearing
information admin. report pending legislation executive session
AGENDA ITEM TITLE: First Read: Ordinance 26-006 Code Text Amendment -TPA Opportunity
Fund
GOVERNING LEGISLATION: Chapter 3.21 SVMC, RCW 35.101
PREVIOUS COUNCIL ACTION TAKEN:
On Aug. 21, 2025, the TPA Hotel Commission approved a recommendation to City Council
to commit $1,325,000 in 2026 TPA revenue for destination marketing and event
recruitment services. This budget was based on projected tourism travel and historical
revenue generation. The Commission also recommended including $450,000 in 2025 TPA
carryover funds, creating a total 2026 budget of $1,775,000. In addition, the Commission
recommended a 2026 Work Plan that uses budgeted funds to purchase destination and
sports recruitment marketing services, technology services, and to establish an
“Opportunity Fund” to market events and venues in and near Spokane Valley.
On Sept. 9, 2025, City Council heard an administrative report and recommended by
consensus that staff bring forward a motion to approve the 2026 TPA budget of
$1,775,000 and Work Plan.
On Sept. 16, 2025, City Council approved a motion to approve the recommended 2026
TPA Budget of $1,775,000 and Work Plan.
On Oct. 16, 2025, the TPA Commission approved a recommendation to City Council to
divide the 2026 TPA budget of $1,775,000 into four allocations: $875,000 for destination
marketing; $700,000 for sports recruitment and marketing; up to $30,000 for technology
services; and $170,000 for an Opportunity Fund to support destination events and venues,
while also granting the TPA Commission the authority to administer the fund. The
Commission was informed at this meeting that an amendment to the city Municipal Code
may be necessary to allow the Commission to administer the Opportunity Fund.
On Oct. 28, 2025, City Council heard an administrative report and recommended by
consensus that staff bring forward a motion to (1) place $170,000 of 2026 TPA revenue
into an Opportunity Fund to distribute to destination venues and events based on
presented criteria that will be approved by City Council and adopted in the SVMC; and (2)
grant the TPA Commission administrative authority to review Opportunity Fund
applications and award funding.
On Nov. 18, 2025, City Council approved a motion to place $170,000 of 2026 TPA revenue
into an Opportunity Fund to distribute to destination venues/events and grant the TPA
Commission administrative authority to review Opportunity Fund applications and make
grant funding decisions subject to Council review, all pursuant to authority and criteria that
Council will review and adopt by separate ordinance at a later date.
On Feb. 19, 2026, the TPA Commission, by unanimous consensus, recommended that
City Council approve the draft text amendments to Chapter 3.21 of the Spokane Valley
Municipal Code (attached hereto as Ordinance No. 26-006). If adopted, these code text
amendmentswillenable TPA revenue to be utilized tooperate a “Tourism Opportunity
Fund” and grant the TPA Commission administrative authority to review applications and
award funding, pending City Council oversight by placing the funding award on the next
regularly scheduled consent agenda of City Council, or on the next available non-consent
agenda if the funding award is time sensitive and the consent agenda is not an option.
BACKGROUND:
After City Council approved placing $170,000 of 2026 TPA revenue into an Opportunity Fund on
Nov. 18, 2025, city staff in collaboration with the City Attorney’s Office determined that a code text
amendment would be necessary to fully implement the program.
City Attorney Kelly Konkright and Tourism and Marketing Manager Lesli Brassfield met with the
TPA Commission on Dec. 18 to explain the code text amendment process, and discuss first draft
edits to Spokane Valley Municipal Code Section 3.21, the section that authorizes the TPA
program.
Discussions continued at the Jan.15 TPA Commission meeting and were focused on finalizing
draft text that identifies the type and amount of information (criteria) that should be included in the
application process to help commissioners determine if a funding request should be approved. In
addition, there was discussion regarding the decision process, and authority of the Commission
to award funding. As experts in the lodging industry with a broad understanding of what type of
events or venues generate overnight hotel stays, commissioners recommended to city staff that
the application process be simple, and require only the necessary information to determine the
potential “destination” value of an event or venue. Staff recommended that the Commission’s
decision to award funding be validated by City Council by placing the Commission’s funding award
decision on the Council’s next consent agenda, or on the next available non-consent agenda if
the Opportunity Fund award is time sensitive. If a councilmember does not approve of the
Commission’s decision, the councilmember would have the option to request that the item be
pulled from the consent agenda for Council discussion and action. A final draft of the code text
amendments was presented to the TPA Commission on Feb. 19, and the Commission, by
unanimous consent, recommended that the draft as presented go forward to City Council for
consideration.
OPTIONS: (1) Move to advance Ordinance 26-006 adopting amendments to chapter 3.21 SVMC
creating the Tourism Opportunity Fund to a second reading and authorize the City of Spokane
Valley Tourism Promotion Area Commission to administer the same, or (2) take other action as
appropriate.
RECOMMENDED ACTION OR MOTION: Move to advance Ordinance 26-006 adopting
amendments to chapter 3.21 SVMC to a second reading.
BUDGET/FINANCIAL IMPACTS: City Council has approved placing $170,000 in 2026 TPA
revenue into the Opportunity Fund. This funding would be available for the TPA Commission to
distribute after approval of text amendments to Chapter 3.21 SVMC.
STAFF CONTACTS:
Mike Bassinger, Community & Economic Development Director; Kelly Konkright, City Attorney
ATTACHMENTS: Proposed Ordinance 26-006: An Ordinance of the City of Spokane Valley
Amending Title 3, Chapter 21 of the Spokane Valley Municipal Code Creating the Tourism
Opportunity Fund and Authorizing the Spokane Valley Tourism Promotion Area Commission to
Administer the Same.
CITY OF SPOKANE VALLEY
SPOKANE COUNTY, WASHINGTON
ORDINANCE NO. 26-006
AN ORDINANCE OF THE CITY OF SPOKANE VALLEY, SPOKANE COUNTY,
WASHINGTON, ADOPTING CHAPTER 3.21 OF THE SPOKANE VALLEY MUNICIPAL
CODE TO ESTABLISH A TOURISM OPPORTUNITY FUND, AND OTHER MATTERS
RELATING THERETO.
WHEREAS, the City of Spokane Valley City Council adopted Ordinance No. 22-016 which (1)
established the Spokane Valley Tourism Promotion Area (“TPA”) comprised entirely of the corporate
limits of the City pursuant to RCW 35.101.020, (2) established the Spokane Valley Tourism Promotion
Area Commission (“TPA Commission”) to make recommendations for use of TPA tax revenue received
by the City, (3) established a tax under RCW 35.101.050 and a separate tax under RCW 35.101.057 on
overnight lodging within the TPA, and (4) restricts the City’s use of such tax revenue for the purpose of
promoting tourism within the City; and
WHEREAS, on August 21, 2025, the TPA Commission recommended using a portion of TPA tax
revenues to fund a “Tourism Opportunity Fund” from which the TPA Commission may, subject to review
and approval by City Council, award funds to venues or event organizers to help defray the costs of
locating a tourism-generating event within the City and incentivize such tourism-generating events to
locate within the City; and
WHEREAS, on November 18, 2025, the City of Spokane Valley City Council (1) approved a
duly made motion to create the Tourism Opportunity Fund and fund it in 2026 with $170,000 from TPA
funds for year 2026 and (2) directed City staff to propose amendments to the Spokane Valley Municipal
Code to identify criteria for disbursements to be made from the Tourism Opportunity Fund to venues or
event organizers; and
WHEREAS, on February 19, 2026, the TPA Commission, by unanimous vote, recommended that
City Council approve the presented draft text amendments to Chapter 3.21 of the Spokane Valley
Municipal Code in order for the TPA Commission to begin administering the Tourism Opportunity Fund;
NOW, THEREFORE, the City Council of the City of Spokane Valley, Washington, ordains as
follows:
Section 1. Amendment to SVMC 3.21.050. Spokane Valley Municipal Code 3.21.050 shall
be amended as follows:
3.21.050 Uses of lodging charge revenue.
A. The uses described in SVMC 3.21.050 are limited to tourism promotion pursuant to RCW
35.101.010(4) and may include payment of administrative costs associated with operation of the tourism
promotion area as determined by the city council.
B. Revenue from lodging charges collected from the charges under Chapter 3.21 SVMC shall only be
used for the following purposes:
1. The general promotion of tourism within Spokane Valley and the Spokane metropolitan area as
specified in the annual tourism promotion area work plan/budget, to be adopted annually;
City of Spokane Valley Ordinance No. 26-006
2. The marketing of convention, trade shows, and events that benefit local tourism and the lodging
business in Spokane Valley;
3. The marketing of Spokane Valley and the Spokane metropolitan area to the travel industry to
benefit local tourism and the lodging businesses in Spokane Valley;
4. The marketing of Spokane Valley and the Spokane metropolitan area to recruit sporting events in
order to benefit local tourism and the lodging businesses in Spokane Valley;
5. To operate a fund established hereby and referred to herein as the “Tourism Opportunity Fund”.
The purpose of the Tourism Opportunity Fund is to incentivize significant trade events, special
interest events, entertainment events, and/or sporting events to locate within or near the City when
said events are reasonably expected to generate a substantial amount of tourism within the City,
including but not limited to overnight stays in lodging businesses. The funds may be used to mitigate
an event organizer’s expenses to locate an event within or near the City, or for a venue within or near
the City to offer amenities for an event in order to incentivize an event organizer to locate a specific
event at said venue.
C. Pursuant to RCW 35.101.130, the city council shall have sole discretion as to how the revenue derived
from the lodging charge imposed pursuant to Chapter 3.21 SVMC is to be used for tourism promotion. In
exercising its discretion on use of these funds, city council shall consider the recommendation(s) of the
Spokane Valley hotel/motel tourism promotion area commission established pursuant to SVMC 3.21.070.
(Ord. 22-016 § 5, 2022).
Section 2. Amendment to SVMC 3.21.070. Spokane Valley Municipal Code 3.21.070 shall
be amended as follows:
3.21.070 Hotel/motel tourism promotion area commission.
A. The hotel/motel tourism promotion area commission (also referred to in this Chapter as “the
commission”) is created as an advisory body to make recommendations to the city council for use of
revenue derived from that portion of the taxes/charges imposed by this SVMC 3.21 et seq. that city
council has not designated for the “Tourism Opportunity Fund” established in SVMC 3.21.050(B)(5).
B. Tourism Opportunity Fund:
1. The commission is authorized and directed to receive and review complete written applications for
funding from the Tourism Opportunity Fund. Except as otherwise provided herein, the commission shall
review pending complete Tourism Opportunity Fund applications, if any, at each regularly scheduled
meeting of the commission. If delaying review of a complete application until the next regularly
scheduled meeting renders the request moot, then upon receiving a Tourism Opportunity Fund request the
City shall (1) schedule a special meeting of the commission to review the request, and (2) provide notice
thereof to the public in accordance with applicable law.
2. Tourism Opportunity Fund Application: An event organizer or venue may apply for a funding
award from the Tourism Opportunity Fund by submitting a written application to the hotel/motel tourism
promotion area commission. If an applicant is applying for multiple non-associated events, then they must
submit a separate application for each event. To be eligible for consideration, the application must include
the following:
i. The applicant’s name, phone number, email address, and physical mailing address. If the
applicant is an entity, then the applicant must also identify what type of entity it is (i.e.
corporation, limited liability company, etc.) and whether it is a for-profit or non-profit entity.
City of Spokane Valley Ordinance No. 26-006
ii. Detailed description of the proposed event. The description shall include (a) the date(s),
location(s), and specific venue(s) of the event; (b) the purpose(s) of the event and a description
of the activities that will occur at the event; and (c) whether the event is intended to be a
one-time event, an event that will repeat on a recurring basis (including the expected interval
between events), or part of a series of associated events.
iii. Whether the applicant is a venue owner or operator and, if so, identify (a) whether and
specifically how the applicant intends to use the funds to recruit one or more events to said
venue, (b) the specific event(s) to be recruited, (c) any pertinent deadlines that applicant must
meet in order to recruit said event(s), and (d) the date by which the applicant anticipates being
notified whether the event will locate at the applicant’s venue.
iv. Whether the event will be held at the identified location if the application for funding from the
Tourism Opportunity Fund is denied and, if not, the alternate location or locations at which the
applicant may hold the event.
v. Identify the market demand for the event along with an explanation of how the event will
generate tourism activity within the City, including but not limited to (1) the total projected
number of “tourists,” as defined in RCW 35.101.010(5), that are reasonably expected to attend
the event, and (2) the projected number of overnight stays in lodging businesses within the City
by tourists as a result of the event.
vi. Identify the demographic and geographic market(s) to which the event is or will be targeted.
This information should be demonstrated by market data and research. If the applicant has data
regarding one or more past similar events, and the data demonstrates whether and the extent to
which those past events generated tourism in the area where it was held, then said data must be
included with the application unless applicable law prevents the applicant from doing so.
vii. The marketing plan that the applicant will implement to attract tourists to attend the event,
which plan must include a marketing budget, strategy, and timeline.
viii. Identify (a) the amount of funds the applicant is requesting from the Tourism Opportunity
Fund, and (b) the specific expenses of the event for which the funds will be used, or the
amenities that the venue will provide using the funds, if the application is approved.
xiv. Identify the methods the applicant will use in order to (1) measure the total number of lodging
room nights of tourists that were generated by the event for hotels within the City and outside
of the City, but within Spokane County, and (2) quantify the actual economic impact on hotels
of the event in the tourism promotion area based on an average daily rate.
3. Review by the Commission: In reviewing applications for use of the Tourism Opportunity Fund,
the commission shall determine whether each of the following criteria are met:
i. The applicant may be a person, nonprofit entity, or for-profit entity, but must be either (a) a
venue owner or operator; or (b) an event organizer/organization.
ii. The proposed use of the funds must be for an approved use identified in RCW 35.101 et seq. or
SVMC 3.21 et seq.
iii. The event must be either a destination convention, conference, trade show, association
gathering, sports event, entertainment event, or similar event that is expected to generate
tourism activity in the City.
City of Spokane Valley Ordinance No. 26-006
iv. The event cannot be a private wedding, memorial, family reunion, or similar private social
event.
v. The date of proposed event must be identified in the application and be within five (5) years
after the application was submitted.
vi. The applicant must demonstrate that the event will generate substantial tourism within the City,
including but not limited to overnight stays of tourists within the City.
vii. The event does not include any activity that is contrary to applicable law.
4. Decision of the Commission:
i. The commission must deny all Tourism Opportunity Fund applications that do not satisfy all of
the criteria identified in subsections B.2. and B.3. herein. If an application meets all of the
criteria, then the commission may grant the request, in full or in part, only if and to the extent
the expected return on investment to the economy within the tourism promotion area warrants
an award from the Tourism Opportunity Fund. The commission does not have authority to
award funds in amounts greater than that requested by the applicant in their written application.
ii. The commission’s decision on any given application shall be placed on the next regularly
scheduled consent agenda of City Council. Alternatively, the commission’s decision may be
presented as a non-consent agenda item at the next regularly scheduled Council meeting rather
than on the next regularly scheduled consent agenda if the next regularly scheduled City
Council meeting does not include a consent agenda. The commission’s decision shall be final
immediately following said City Council meeting unless the City Council vetoes the
commission’s decision by majority vote at said meeting. If City Council vetoes the
commission’s decision, then the application shall be deemed denied in its entirety.
5. Before receiving any funds awarded from the Tourism Opportunity Fund, a successful applicant
must first execute an agreement containing terms identified by the City. Said agreement must include the
following terms in addition to other terms the City deems appropriate:
i. Identify the total amount of funds awarded from the Tourism Opportunity Fund.
ii. Identify a mandatory process for seeking fund disbursements, including whether the funds will
be disbursed on a reimbursement basis for qualified expenses incurred for the event or an
alternative basis. If the disbursement is on a reimbursement basis, then the applicant must
provide invoices or other evidence demonstrating the expenses submitted for reimbursement
are qualified expenses for the event that the applicant actually paid. If the disbursement process
is not on a reimbursement basis, then within forty-five (45) days after receiving a disbursement,
the applicant must provide the City with invoices or other evidence sufficient to establish that
the disbursed funds were used for uses authorized by the agreement.
iii. Require the applicant to apply the awarded funds only for the specific purpose(s) authorized by
the commission and specifically identified in the agreement,
iv. Require the applicant, within sixty (60) days after the event has concluded, to complete and
submit a report to the City identifying the event’s total economic lodging impact within the
tourism promotion area, including but not limited to the total overnight stays generated by the
event and the total number of tourists that attended or participated in the event;
City of Spokane Valley Ordinance No. 26-006
v. Require the applicant to indemnify the City for any claims arising out of any matter or situation
related to the event other than claims alleging injury or damage resulting solely from
negligence of the City;
vi. Require the applicant to procure insurance naming the City as an additional insured with
coverage limits in amounts that the City deems sufficient to satisfy the applicant’s indemnity
obligations; and
vii. Provide that a breach of the agreement by the applicant entitles the City to (a) a return of any
funds disbursed to but not yet expended by the applicant, (b) be reimbursed by the applicant for
funds spent in violation of the agreement, (c) deny pending or future applications submitted by
the applicant for funding from the Tourism Opportunity Fund; (d) terminate the agreement; and
(e) demand any other relief authorized by applicable law.
viii. Provide that funds from the Tourism Opportunity Fund (a) cannot be used for any event other
than the event identified in the application and for which the commission awarded said funds,
and (b) must be returned to the City for deposit back into the Tourism Opportunity Fund if the
event is cancelled or otherwise does not occur at the location identified in the application.
C. Appointments to or removals from the hotel/motel tourism promotion area commission shall be made
by the mayor, with confirmation by a majority of council pursuant to the then-currently adopted
governance manual.
D. The hotel/motel tourism promotion area commission shall be composed of five voting representatives
from the following hotel chain scales, as defined by Smith Travel Research (STR). If no representative
from a hotel in the corresponding chain scale is willing or able to serve on the hotel/motel tourism
promotion area commission, that position may be made available to a representative of any lodging
business within the boundaries of the tourism promotion area:
1. One economy hotel;
2. One midscale hotel;
3. One upper midscale hotel;
4. One upscale hotel;
5. One full-service hotel over 200 rooms.
A commission member may only represent one type of property identified in SVMC 3.21.070(B)(1)
through (5) at any given time, and an ownership group may only represent one such property on the
commission at any given time.
E. In addition to the above voting commission members, there shall be one nonvoting ex officio member
as assigned by the city manager, who will function as a liaison between the city council and the
hotel/motel tourism promotion area commission.
F. For appointment of the initial hotel/motel tourism promotion area commission, three members shall
have a three-year term, and two members shall have a two-year term. Upon the expiration of the initial
three-year term, the term for those three positions shall thereafter convert to a two-year term.
G. Members of the hotel/motel tourism promotion area commission shall serve without compensation.
City of Spokane Valley Ordinance No. 26-006
H. All meetings of the hotel/motel tourism promotion area commission are subject to Washington’s Open
Public Meetings Act, Chapter 42.30 RCW, and Washington’s Public Record Act, Chapter 42.56 RCW.
(Ord. 22-016 § 7, 2022).
Section 3. Amendment to SVMC 3.21.080. Spokane Valley Municipal Code 3.21.080 shall
be amended as follows:
3.21.080 Spokane Valley tourism promotion area annual work plan/budget.
A. The hotel/motel tourism promotion area commission shall develop a recommended annual work
plan/budget for use of Spokane Valley TPA revenues. The work plan shall include (1) recommended
activities and programs for funding from the taxes/charges authorized by Chapter 3.21 SVMC, (2) a
complete list of projects for which application was made for funding for that year, and (3) the amount of
funding, if any, to designate for the Tourism Opportunity Fund in the City’s budget for the upcoming
fiscal year. The recommended work plan/budget shall be submitted to the city council in written form no
later than November 15th of each calendar year for inclusion in the City’s annual budget adoption
process.
B. The city council may by motion approve the proposed work plan/budget, or instead return the proposed
work plan/budget to the hotel/motel tourism promotion area commission for further recommendations.
C. The city council may not add a project to the annual work plan/budget that was not previously
considered by the hotel/motel tourism promotion area commission. If such action is proposed by city
council, the proposed work plan/budget shall be returned to the hotel/motel tourism promotion area
commission for further discussion and recommendation, providing at least 20 days for comment unless
the comment period is waived by the hotel/motel tourism promotion area commission. After the comment
period, the city council may exercise its sole discretion as to how the revenue derived from the charge is
to be used to promote tourism, pursuant to RCW 35.101.130(1).
D. After the annual work plan/budget is adopted by city council, it shall govern the use of revenue derived
from the charges during the calendar year in which annual work plan/budget was approved. The city
council may make amendments to the annual work plan/budget by motion, subject to compliance with the
requirements of SVMC 3.21.080(C) regarding review and comment period by the hotel/motel tourism
promotion area commission.
E. The hotel/motel tourism promotion area commission shall provide a written report to the city council at
least fifteen (15) days prior to when the annual work plan/budget is due to the city council. The report
shall include information on the previous year’s operations of the tourism promotion area such as (but not
limited to):
1. The number of hoteliers paying the tourism promotion area fee;
2. A summary of key factors influencing Spokane Valley’s visitor industry in the past year;
3. An outline of major initiatives including visitor marketing and promotion, recruitment of group
meetings or sporting events occurring in the past year;
4. The level of hotel occupancy and associated room demand contrasted to previous year;
5. The level of TPA per-room night proceeds contrasted to previous year;
6. The number of group meetings or sporting events that were booked, or in which significant support
services were provided by the booking organization. This would include the number of participants
and estimated economic impacts;
City of Spokane Valley Ordinance No. 26-006
7. Other relevant efforts and impacts of the TPA activities. (Ord. 22-016 § 8, 2022).
Section 4. Severability. If any section, subsection, sentence of clause of this Ordinance is
for any reason held to be invalid, such decision shall not affect the validity of the remaining provisions of
this chapter.
Section 5. Effective Date. This Ordinance shall be in full force and effect five days after
publication of this Ordinance or a summary thereof occurs in the official newspaper of the City as
provided by law.
Passed this _______ day of __________, 2026
____________________________
Mayor Laura Padden
ATTEST:
_____________________________
City Clerk, Marci Patterson
Approved As To Form:
____________________________
Office of the City Attorney
Date of Publication:___________
Effective Date:_______________
City of Spokane Valley Ordinance No. 26-006
CITY OF SPOKANE VALLEY
Request for Council Action
Meeting Date: April 28, 2026 Department Director Approval:
Check all that apply: consent old business new business public hearing
information admin. report pending legislation executive session
AGENDA ITEM TITLE: Administrative Report: Resolution 26-XXX to authorize Opportunity Zone
Designation Application and Letter of Support
PREVIOUS COUNCIL ACTION TAKEN: None
BACKGROUND: The first federal Opportunity Zone (OZ) Round 1.0 legislation, which determined
eligible census tracts that qualify for various tax incentives to augment economic development,
was enacted by Congress in 2017, with an expiration date of December 2028. The City had no
Opportunity Zones designated under round 1.0.
In July 2025, Congress passed House Resolution 1 (Public Law 119-21), making Opportunity
Zones permanent with set designation cycles every 10 years. It’s estimated that investments in
the first round of designations totaled $90 to $100 billion across 5,600 low-income neighborhoods
in the U.S.
In OZ Round 2.0, the federal government has identified eligible census tracts across the country
that qualify for Opportunity Zone status again. State governors can nominate up to 25 percent of
eligible tracts within their state for consideration for OZ Round 2.0 designation. The Washington
State Department of Commerce is accepting applications from April 28 to May 28, 2026, for the
Governor’s consideration. Governors must submit nominations to the U.S. Treasury by July 1,
2026. New OZs will be made official on January 1, 2027, and ready for investment.
There are five identified census tracts in the City of Spokane Valley that are eligible for Opportunity
Zone status under Round 2.0. City staff has determined that Census Tract 53063012300 (Tract
123) demonstrates the strongest need for investment, has available, properly zoned land, and
offers additional incentives to further leverage investment.
OPTIONS:
Consensus for staff to bring forth a motion to approve Resolution 26-XXX authorizing the City
Manager or his designee to submit an Opportunity Zone designation application and Letter of
Support to the Department of Commerce for Tract 123 or take other action as deemed
appropriate.
RECOMMENDED ACTION OR MOTION:
Consensus for staff to bring forth a motion to approve Resolution 26-XXX authorizing the City
Manager or his designee to submit an Opportunity Zone designation application and Letter of
Support to the Department of Commerce for Tract 123.
BUDGET/FINANCIAL IMPACTS: The application requires no direct investment from the City.
There are no immediate impacts on City tax revenues, as all tax benefits provided to investors
are at the Federal level. However, investments in the City will likely translate into future
improvements, resulting in increased property values and, subsequently, increased property tax
collections.
STAFF CONTACT: Teri Stripes, Economic Development Specialist
ATTACHMENTS:
PowerPoint Presentation
Draft Resolution
Draft Letter of Support
2
WHAT IS IT?
Identify
Promote
Apply
GOAL
WHY CENSUS TRACT 123
CITY OF SPOKANE VALLEY
SPOKANE COUNTY, WASHINGTON
RESOLUTION NO. 26-XXX
A RESOLUTION OF THE CITY OF SPOKANE VALLEY, SPOKANE COUNTY,
WASHINGTON, AUTHORIZING AND SUPPORTING AN APPLICATION FOR AN
OPPORTUNITY ZONE DESIGNATION; AND PROVIDING FOR OTHER MATTERS
PROPERLY RELATING THERETO
WHEREAS,in July 2025, the President of the United States signed H.R. 1, the One Big Beautiful
Bill Act,which,among many other initiatives,madeOpportunity Zones permanent and established
designation cycles to takeplace every ten years; and
WHEREAS, itisestimated that investments across the first round of designations area staggering
$90-100 billion across 5,600 low-income neighborhoods in the U.S.; and
WHEREAS, the City had no designated Opportunity Zones under the first round; and
WHEREAS, the Washington Department of Commerce is acceptingapplications from April 1 to
May 1, 2026for second round nominations; and
WHEREAS, the City strongly supportssecuring anOpportunityZone designation for one of our
five eligibleCensus Tracts; and
WHEREAS, the City has determined that Census Tract 53063012300 (Tract 123)demonstrates the
strongest needfor investment, has properly zonedland available, and offers additional incentives to further
leverage the investment. Investmentin this Census Tract meets all Community Plans and goals.
NOW THEREFORE, be it resolved by the City Council of the City of Spokane Valley, Spokane
County, Washington, as follows:
Section 1. Authorization to submit Opportunity Zone Designation Application. City Council
authorizes the CityManager or designee to complete and submit anapplication to the Washington State
Department of Commerce forTract 123. This Resolution and aLetter of Support may accompany the
application.
Section 2. Effective Date. This Resolution shall take effect immediately upon its passage and
approval.
ADOPTED by the City Council onthis____day of ____________, 2026.
ATTEST:CITY OF SPOKANE VALLEY
Marci Patterson, City ClerkLaura Padden, Mayor
Approved as to form:
Office of the City Attorney
Resolution No.26-XXX-INTENTION TO APPLY FOR AN OPPORTUNITY ZONE DESIGNATION
Page 1of 1
DateXXXXX
DearGovernor Bob Fergusonand Department of Commerce,
On behalf of the Spokane Valley City Council,weare writing in support of the City’sapplication
foran Opportunity Zone nomination and future designation inthe City of Spokane Valley.An
Opportunity Zone designation provides the City of Spokane Valleywith the unique opportunity to
leverage our local public investments, state initiatives, and private-sector investments in ourlowest-
income Census Tract, which is home to a large at-risk population.
A designationwill leverage WSDOT investments in I-90 and US 395, help implement new GMA
goals and policies to better serve disadvantaged communities, and spur investment in new affordable
housing.This designation will also leverage Spokane Transit's recent investment in a High-
PerformanceTransportation route serving a large proportion of residentswithout cars. It will also
build on the city’sactions taken a few years ago to remove barriers to housing infilldevelopment by
adopting a SEPA Planned Action for housing development in this area. This fall, the City intends to
evaluate addinga WA State Multi-Family Tax Exempt target area for this Census Tract to encourage
homeownership, as well as mixed-income rental projects targeting units for low-income and
workforce households.When adding rooftops to this area, we should see an expansion of our year-
round indoor farmers market at the Conservation District, and/or attract private investment to offer
groceries in this USDA-designated Food Desert.
Asacityfocused onfosteringeconomic development, wegreatly value what an Opportunity Zone
could bring to the community and look forward to actively promoting the incentive and exploring
new and innovative ways to make the area increasingly attractive to private development. Our goalis
to interrupt the cycle of poverty and improve the quality of life for our citizens.
Though cities and organizations within our region are submitting individual applications, please note
that those of us in Spokane County have been working diligently to coordinate our efforts and
outreach, and to understand the benefits of each of the census tracts nominated for your
consideration. We believe you will find the nominations from Spokane County will leverage
community assets and resources,and are poised to attract private investment.
We have enclosed Resolution ____in support of our Nomination Application. Please accept our
heartfelt thanks forconsidering what this designation can do for our community.
Sincerely,
Laura Padden,Mayor
OnbehalfoftheCityofSpokaneValleyCouncil
Spokane Valley Police Department
Accredited Since 2011
Services provided in partnership with
the Spokane County Sheriff’s Office andthe Community,
Dedicated to Your Safety.
Monthly Reportfor January2026
New Deputies Commissioned in January:
Jeremiah “Jeremy” Haney is 30 years old and recently moved to Post Falls, ID with his wife and
two young children. He was born in Long Beach, CA and raised in Monrovia, CA. He graduated
from Monrovia High School in 2013. He was hired in 2018 to be a Deputy Sheriff for the Riverside
County Sheriff’s Office where he has worked since 2018. He was assigned to work patrol at the
Perris Station. Haney is being hired as a Deputy Sheriff-Lateral.
Justin and Kassandra West are married, and they recently moved to Hayden, ID from Bakersfield,
CA. Justin was born in Clovis, CA and raised in Bakersfield, CA. Both Justin and Kassandra
began their law enforcement careers with the Bakersfield Police Department. Justin graduated
from Centennial High School in Bakersfield in 2010. Justin has over sevenyears of experience
working for BPD. His last assignment was as a K-9 handler assigned to Patrol.
Kassandra was born and raised in Bakersfield. She graduated from South Hill School in
Bakersfield in 2010. She attended California State University Bakersfield between 2010-2015
earning an BA in Criminal Justice and a Master of Arts (MA) in Public Administration. She began
her law enforcement career with Bakersfield Police Department in 2019. She was recently
assigned as a Senior Police Officer to the Training Division where she served as an FTO
Coordinator. Justin and Kassandra are both being hired asDeputy Sheriff-Laterals.
Events Attended by Chief Ellis:
Commissioning ceremony for four new deputies
Cops & Kids Car Show Preparation meeting
WA FIFA World Cup 2026 Preparedness meeting
Spokane Regional Emergency Communications (SREC) Governing Boardmeeting
Martin Luther King Parade
Meeting with Partners WithFamilies and Children
Law Communication Advisory Board monthly meeting
Joint Terrorism Task Force monthly meeting
Guest speaker at the Rotary Club’s meeting at the Mirabeau Hotel
Senate State Government, Tribal Affairs and Elections Committee meeting
Spokane County Emergency Management meeting
Page 1
Patrol Incidents:
Suspected Impaired Driver Arrested for Felony and Misdemeanor Charges Following Rollover
Crash - Spokane Valley Sheriff’s Deputies arrested a suspected impaired driver at the scene of
a rollover crash. The adult male suspect was arrested and booked into jail on several felony and
misdemeanor charges. A young juvenile passenger received medical aid for serious but non-life-
threatening injuries. In early January, at approximately 3:45 am, Spokane Valley Sheriff’s Deputies
responded to the report of a collision near the intersection of N. Houk Road and E. Mansfield
Avenue. Responding deputies were advised that the suspect, armed with a knife, was now fighting
with witnesses. Arriving deputies detained the 38-year-old male suspect and began their
investigation. Initial information indicates that the suspect, with his young juvenile son as a passenger,
was suspected of driving while impaired at the time of the crash. He tried to leave the scene with his
son but was confronted by several witnesses, and a physical fight ensued. The male suspect brandished
a knife and threatened to stab the witnesses, but they were able to disarm him. The suspectand the
juvenile, who suffered a substantial laceration during the crash, were transported to the hospital for
additional medical care. The witnesses involved were not injured. Through their investigation,
deputies developed probable cause to charge the suspect with Vehicular Assault, Felony Harassment
th
(2 counts), DUI, Reckless Endangerment, and Assault 4 Degree (2 counts). After the suspect was
medically cleared, he was transported and booked into the Spokane County Jail on his charges.
Hours-Long Standoff Successfully Ends with the Arrest of an Armed Suspect in Crisis, Several
Weapons Recovered -Spokane Valley Deputies responded to what was initially reported as a
rd
welfare check of an adult male who was possibly in crisis at an apartment complex on E. 3
Avenue, east of University Road. Deputies later learned the male suspect had pointed a gun at
a person in the complex, had several weapons in his apartment, and had made statements that
he might try to force a violent encounter with law enforcement. SWAT and additional resources
responded to the location and eventually took the suspect into custody without injury. Deputies
seized firearms (12), air rifles (2), several holsters, and a large amount of ammunition in various
calibers. In early January, at approximately 4:00 pm, Spokane Valley Deputies received a call
rd
regarding a welfare check of an adult male at an apartment complex in the 11000 block of E. 3
Avenue in Spokane Valley. Deputies learned the 57-year-old male suspect was possibly in crisis and
made statements about potentially forcing law enforcement into a deadly encounter. Additional
information indicated that the suspect been known to answer the door with a gun in his hand. Trying
to avoid a violent encounter, deputies attempted to contact the suspect via phone, but he did not
answer. Approximately 30 minutes later, Spokane County Emergency Communications (SREC)
advised deputies of a related call where a victim reported the suspect had pointed a pistol at him,
causing him to fear for his safety and life. Deputies at the scene continued conducting interviews and
nd
established a perimeter. With probable cause to arrest the male suspect for Assault 2 Degree and
Displaying Weapons Apparently Capable of Producing Bodily Harm, information that he was in crisis
and had access to weapons, they requested the assistance of the SWAT Team, Crisis Negotiators, and
additional resources. They also worked to obtain a search warrant for the residence, while giving
announcements advising the suspect to surrender and warnings that force may be used if he failed to
do so. At approximately 7:10 pm, the male suspect exited his apartment and was taken into custody
without incident by SWAT Team members. With a valid search warrant, deputies recovered and
seized 12 firearms, two air rifles, several holsters, and a large amount of ammunition in various
nd
calibers.The suspectwas transported and booked into the Spokane County Jail for felony Assault 2
Degree and a misdemeanor charge of Displaying Weapons Apparently Capable of Producing Bodily
Harm.
Page 2
Retail Theft Escalates to Robbery After Suspect Assaults Loss Prevention Employees-Spokane
Valley Deputies responded to a reported theft at a business on E. Montgomery Avenue, west of
N. Argonne Road. As deputies responded, they were informed that the incident escalated, and
an employee was holding the suspect on the ground. Deputies arrived and, through their
investigation, developed probable cause to charge the suspect with several felony and
misdemeanorcrimes. In mid-Januar, at approximately 7:25 pm, Spokane Valley Deputies responded
to a reported theft at a store in the 9000 block of E. Montgomery Avenue in Spokane Valley. The
caller, a customer, advised that Loss Prevention (LP) was attempting to detain a possible
shoplifter. He later suggested that the situation appeared to be escalating, and LP was now holding
the suspect down on the ground in the parking lot. At approximately the same time, an LP Officer
called and advised that they detained an uncooperative theft suspect who had assaulted them during
an attempt to flee. Deputies arrived and learned the 31-year-old male suspect was observed walking
through the store with his large (estimated 75 pounds) dog while concealing multiple items inside his
clothing. As LP continued to observe the suspect’sactions, he walked to the front of the store, past
all points of sale, and exited without paying for the merchandise. LP contacted the suspect in front of
the store, where he let his dog off its leash, saying something to the effect of, “get him.” The dog went
past the LP Office and went to the store manager, biting his wrist. The bite was momentary and did
not break the victim’s skin. The LP Officer approached the suspect and attempted to detain him, but
he turned toward the LP Officer and delivered a knee strike. The male suspect threw a dog bone from
his coat and turned to escape. He shoved the LP Officer and struck him in the face with an open
hand. Eventually, despite the suspect’s continued assaultive behavior, LP Officers detained him in
handcuffs. Thankfully, the injuries to the store employees were visible but believed to be minor. As
a result of the theft and assaults, the male suspect was trespassed from all locations related to this store.
Approximately $125 in stolen property was recovered and returned to the store. Despite the amount
of the attempted theft/robbery, the suspectwas arrested with approximately $516 on his person and a
baggie containing an unknown substance. A check of the suspect’s name revealed an unrelated felony
arrest warrant out of Grant County. He was transported to a hospital for his safety due to the possible
consumption of an unknown substance. After being medically cleared, the suspect was transported
strd
and booked into Spokane County Jail for charges of Robbery 1 Degree, Theft 3 Degree, and two
th
counts of Assault 4Degree.
ALPR Camera Helps Deputies Locate Stolen Vehicle, Suspect Arrested - Spokane Valley
Deputies responded to an ALPR Alert and, during a search of the area, located the reported
stolen vehicle in a nearby parking lot. After the subsequent investigation, they arrested the
driver and booked him into jail on felony and misdemeanor charges. They released the
recovered stolen vehicle to the registered owner. In late January, at approximately 7:55 am,
Spokane Regional Emergency Communications (SREC) advised Spokane Valley Deputies of an
Automated License Plate Reader (ALPR) Stolen Vehicle Alert on E. Broadway, east of Sullivan Road.
Deputies began searching the area for the reported stolen car, a silver 1998 Honda CRV, locating it
minutes later in the parking lot of a business. Deputies contacted the 37-year-old male driver and
detained him during the investigation. The suspect was advised of his rights and agreed to answer
questions. He explained that earlier in the morning, he traded his vehicle, a 2013 Impala, to a guy for
the reported stolen CRV and some drugs. He had no paperwork for either car or to corroborate his
statement. Deputies confirmed the Honda CRV’s license plate and VIN, showing it was reported as
stolen from the area of the 13300 block of E. Mission Avenue earlier in the month. They contacted
the victim, the registered owner, and released the CRV to them. Deputies arrested the male suspect,
and during the following search, they located a baggie containing a rocklike substance believed to be
Page 3
Methamphetamine. Later, a field test showed a presumptive positive result for Methamphetamine.
The suspectwas transported and booked into the Spokane County Jail for charges of Possession of a
Stolen Motor Vehicle and Possession of a Controlled Substance, Methamphetamine.
Deputies Continue to Arrest Retail Theft Suspects, Juveniles, and Adults - Spokane Valley
Deputies continue working with Spokane Valley businesses to identify and hold accountable
those who choose to steal merchandise. In late January, at approximately 3:45 pm, deputies were
notified of a possible theft at a store located in the 5000 block of E. Sprague Avenue. They later
ndrd
arrested a 48-year-old male suspect, charged with Burglary 2 Degree, Theft 3Degree, and
Possession of a Controlled Substance-Fentanyl. Store Loss Prevention (LP) notified deputies that they
had observed the suspect concealing items, and they provided a description of him. Deputies contacted
the suspect as he exited the store, past all points of sale, without purchasing the merchandise, and
detained him. During the investigation, they learned that the male suspect had previously been
trespassed from the business and recovered a stolen Lego set, valued at $26.97. After being advised
of his rights, the suspect agreed to answer questions. He admitted to stealing the Legos because he
did not have the money to purchase them. Because the suspect had been trespassed (notice signed by
the male suspect provided by LP), he unlawfully entered the store and committed theft; he was arrested
ndrd
for Burglary 2 Degree and Theft 3Degree.During a search after his arrest, deputies located two
glass pipes and a piece of folded up tin foil that had a pea-sized chunk of an off-white powdery
substance believed to be Fentanyl. He was booked into the Spokane County Jail for the three charges
noted, one felony and two misdemeanors.
In late January, at approximately 1:10 pm, deputies responded to a theft call at a business in the 13700
block of E. Sprague Avenue. Deputies later located and arrested a 17-year-old juvenile suspect for
rd
Theft 3 Degree and Minor in Possession/Consuming Alcohol. They recovered five stolen liquor
bottles, two partially consumed, valued at approximately $161. Store Loss Prevention (LP) reported
two juvenile males stole alcohol from the business and left on foot. Responding deputies located and
detained two juvenile males (16, 17), who matched the description given by LP, walking south on
Blake Road, from Sprague Avenue. During the investigation, deputies learned LP recognized both
juveniles from previous theft incidents. This time, they watched the 17-year-old grab multiple liquor
bottles and put them in his backpack. The 16-year-old was not observed stealing any merchandise. LP
contacted the pair as they left the store without paying and told them to return the stolen items, but
they refused and left on foot. Deputies located and seized five bottles of alcohol in the 17-year-old’s
backpack, noting two had been opened and partially consumed. They did not locate stolen property
in the 16-year-old’s possession, and he was not charged. Deputies transported the 17-year-old to the
rd
Spokane County Juvenile Detention Facility, where he was booked for Theft 3 Degree and Minor in
Possession/Consuming Alcohol.
In late January, at approximately 8:45 pm, deputies responded to a theft call at a business in the 15500
block of E. Sprague Avenue. After the investigation, they arrested two juvenile males (15, 16). Both
rd
were charged with Theft 3 Degree, and one received additional charges of Minor in
Possession/Consuming Alcohol and Possession of Cannabis Products Under 21. A third juvenile (16)
was listed as a runaway and later released to Child Protective Services. Store Employees reported that
a group of males, whom they recognized from previous theft incidents, entered the store, stole alcohol,
and left on foot. Responding deputies located a large group of males, who matched the description
provided by employees, on Sullivan Road, just south of Sprague Avenue. Store employees positively
identified three of the juvenile males as being in the store at the time of the theft, and specifically, the
two juveniles who stole merchandise (approximately $40 in alcohol/snacks). After watching store
surveillance video, they observed the 15-year-old walk out of the store without paying for food items
(chips). During a search, deputies located consumed alcohol containers and food products, all believed
to have been stolen, in the 16-year-old’s backpack.They also seized a vape device believed to contain
Page 4
cannabis/THC. Both were transported and booked into the Spokane County Juvenile Detention
rd
Facility for Theft 3Degree.The 16-year-old was additionally charged with Minor in
Possession/Consuming Alcohol and Possession of Cannabis Products Under 21.
In late January, at approximately 12:10 pm, deputies responded to a business in the 14700 block of E.
Indiana Avenue regarding a theft suspect assaulting an LP employee. Upon arrival, deputies learned
that LP observed a 16-year-old male suspect take a necklace, valued at approximately $135, and leave
the store without paying. With the assistance of a family member, the suspect returned to the store
with the stolen necklace and was detained by the LP employee.
While in the LP office, after returning the stolen necklace, the suspect became agitated and tried to
leave. In the process, the suspect had to be subdued after he hit an LP employee in the head.Because
the assault occurred after the return of the stolen property and not during the theft, the 16-year-old
male suspect was not charged with robbery. However, he was transported and booked into the
rdth
Spokane County Juvenile Detention Facility for Theft 3
Degree and Assault 4Degree.
Frigid Spokane River Quickly Changes a Multi-Time Convicted and Wanted Felon’s Mind in
His Attempt to Avoid Arrest - Spokane Valley Deputies responded to a Domestic Violence (DV)
call in late January, where they established probable cause to arrest the suspect, a wanted, multi-
time convicted felon, on felony and misdemeanor DV charges. The following day, when a deputy
attempted to contact the suspect on the Centennial Trail, he fled on foot. Eventually, he entered
the fast-moving, extremely cold Spokane River to try to evade his inevitable arrest. As the ice-
cold current began taking him downstream, the suspect appeared to realize he had made a poor,
possibly life-ending choice, and he worked his way back to shore. He was provided medical
treatment before being transported and booked into jail on a felony warrant, and new felony
and misdemeanor DV charges. In late January, at approximately 9:55 pm, Spokane Valley Deputies
responded to a reported Domestic Violence (DV) incident in the 15800 block of E. Indiana Avenue.
Deputies learned that earlier in the day, the 31-year-old male suspect grabbed the adult female victim’s
arm and forcefully ripped her from the passenger seat of her sister’s car, while at the intersection of
N. Crestline Street and E. Euclid Avenue. Against her will, he dragged her to a red F150 that he was
driving, pushed her inside, and left while threatening her. From experience, she did not fight back,
stating she was afraid the suspect would physically assault and injure her as he had done in the
past. Additionally, after the male suspect showed her a handgun the week before, she feared he might
be armed. Near E. Trent Avenue and N. Hamilton Street, she jumped from the slow-moving
truck. The suspect grabbed her arm, trying to keep her in the vehicle, but she broke free, and he drove
away. The victim and a witness said they observed the suspect in the red F150 in a parking lot in the
15900 block of E. Indiana Avenue. Prior to contacting them, deputies checked the area and located
the truck but did not find the suspect. During the investigation, deputies developed probable cause to
stth
charge the suspect with Kidnapping 1 Degree (DV), Felony Harassment (DV), and Assault 4 Degree
(DV). They also learned that he had an active felony Washington State Department of Corrections
(DOC) Escape Community Custody Hold for his arrest (original charge: Burglary). Unfortunately,
efforts to locate the suspect were unsuccessful. At the end of January, at approximately 10:50 am, a
deputy checking the area for the suspect noticed the F150 still parked in the parking lot,
unoccupied. He spoke with the business’ employees, and while he grabbed some information from
his patrol car, one of the employees approached him and said a female with a dog and the possible
suspect were near the truck. He drove his marked patrol car back to the truck and noticed a female,
an associate of the suspect’s, inside the F150. When he asked her where the male suspectwas, she
said she didn’t know.Believing she was being deceptive, he continued to talk with her about the
suspect’s location. Although she denied knowing where he was, her body language led the deputy to
believe the suspecthad gone north, toward the Centennial Trail and Spokane River.The deputy
Page 5
walked toward the trail, then west, and noticed a male who matched the suspect’s description starting
to pick up his pace.He yelled at the male suspect, identified himself, and told him to stop.He
informed the male suspect that he was under arrest, and via radio, advised Spokane Regional
Emergency Communications (SREC) and other responding deputies that he was in foot pursuit. The
deputy chased the suspect for over aquarter of a mile, keeping him in sight the entire time. Shortly
before the N. Sullivan Road Bridge, he observed the suspect walk to the Spokane River and enter the
water. He slowed his pace, advised responding deputies of the situation, and called out to the suspect,
trying to keep him in sight as he slowly drifted downstream. He again told the suspect, now clinging
to a boulder just west of the bridge, that he was under arrest. Due to his extensive criminal history,
including unlawful possession of firearms, in addition to the seriousness of his recent crimes, the
deputy also gave the suspect use-of-force warnings. As additional deputies began to arrive, the suspect
slowly worked his way out of the frigid water and onto shore, where they took him into custody. He
was provided medical treatment before being transported and booked into jail. Deputies also seized
the red Ford F150 as evidence, pending a valid search warrant. After he was medically cleared, the
st
suspect was booked into the Spokane County Jail on new felony charges of Kidnapping 1 Degree
th
(DV), and Harassment (DV) in addition to misdemeanor charges of Assault 4 Degree (DV) and
Resisting Arrest. He is also being held on his felony Washington State DOC Hold. At his court
appearance, Spokane County Superior Court Commissioner K. Stewart set the suspect’s total case
bond at $50,000 in addition to his DOC Hold.
SCAM Warning: We will NEVER Call or Text You and Demand Payment
The Spokane County Sheriff’s Office and Spokane Valley Police want to warn everyone of a continued
SCAM in our area. It appears these criminals are using publicly accessible information to identify and
contact family members of people who were recently arrested and are in jail. The SCAMMER uses
this information to call the arrestee’s family members, claiming to be an employee of the Sheriff’s
Office, Detention Services, or Spokane County Pretrial Services. The scammer then tells the potential
victim thattheir loved one will be released IF they pay a fee, typically $1,500, using a non-typical
payment method.
This is another SCAM!
1. We will NEVER call or text you and demand payment.
2. If you need to pay taxes/fines/fees, Spokane County generally accepts cash, check, credit/debit
cards, or money orders. The payment method is up to you.
3. Non-typical payment options, cash apps, crypto coins, Apple cards, and others are not
accepted.
4. ALWAYS contact the law enforcement agency, court, or government office directly, using the
contact information you know or have verified yourself, to confirm any potential
problem. Do NOT use the phone number, email address, or other contact information the
scammer provides.
5. IF you’re unsure, for any reason, STOP and VERIFY. Again, we will NEVER call or text
you and demand payment.
Page 6
Sheriff’s Community Oriented Policing Effort (SCOPE):
January Monthly Events:
There were no events for the month
Volunteer Hours:
*Includes estimated volunteer service hours that are provided in the City of Spokane Valley. These two locations cover
both Spokane Valley and the unincorporated portion of the county.
December:
Location# VolunteersAdmin Hours L.E. Hours Total Hours
Central Valley13191127.5318.5
East Valley* 7 117.5 18 135.5
Edgecliff3124.595219.5
University15 72.5 21.5 94
West Valley* 13 175 24 199
TOTALS 51 680.5 286 966.5
Volunteer Value ($41.70 per hour) $40,303.05 for January 2026
Handicap Parking Patrols:
Spokane Valley
# of Disabled # of # of Non -
# of Vol. # of Hrs. Infractions Warnings Disabled
Issued Issued Infractions Issued
January0000
0
February
March
April
May
June
July
August
September
October
November
December
Total
Page 7
# of Disabled # of # of Non -
# of Vol. # of Hrs.Infractions Warnings Disabled
Issued Issued Infractions Issued
Spokane County
January0000
0
February
March
April
May
June
July
August
September
October
November
December
Total
Latent Fingerprint Team:
TotalSpokane Valley Total
Incidents given to team 5039
Appointments made 3327
No shows7 5
Prints lifted115 109
Business/Vacation Checks:
Business Checks = 218Vacation Checks = 36
th
Parking Tickets = 08/Thierman School Patrol = 10 days
Graffiti:
The Graffiti Team were not active in January.
SCOPE Incident Response Team (SIRT):
Current number of members 12
On-Scene Hours (including travel time) responding to County = 48 Spokane Valley = 0
crime scenes, motor vehicle accidents and providing
traffic control
Special Events: NoneCounty = 0 Spokane Valley = 0
Total Volunteer Hours for the month 627
Current YTD Volunteer Hours 627
***************************
Page 8
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Burglary -Spokane Valley
Time Period: January 2026
80
70
60
50
2021
2022
40
2023
30
2024
2025
20
2026
10
-
202120222023202420252026
January 53 57 54 45 49 34
February 45 40 56 55 32 -
March 43 64 48 38 54 -
April 41 50 66 60 41 -
May 49 43 47 55 52 -
June 44 48 48 56 39 -
July 54 51 43 45 31 -
August 59 67 50 54 27 -
September 39 54 56 45 48 -
October 38 57 54 42 36 -
November 62 64 36 54 53 -
December 55 40 41 67 44 -
DƩğƓķ ƚƷğƌ ЎБЋ ЏЌЎ ЎВВ ЏЊЏ ЎЉЏ ЌЍ
* IBR Offense: Burglary/Breaking & Entering 220
Produced: 02/09/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Rape -Spokane Valley
Time Period: January 2026
12
10
8
2021
2022
6
2023
2024
4
2025
2026
2
-
202120222023202420252026
January 2 10 5 - 2 2
February 3 2 9 4 3 -
March 5 6 6 4 1 -
April 5 7 7 3 4 -
May 7 2 7 1 5 -
June 4 4 7 2 2 -
July 4 - 2 1 5 -
August 5 4 6 4 1 -
September 3 5 8 6 1 -
October - 2 10 5 1 -
November 4 7 3 3 3 -
December 4 4 5 5 3 -
DƩğƓķ ƚƷğƌ ЍЏ ЎЌ АЎ ЌБ ЌЊ Ћ
*IBR Offense: Rape - Forcible 11A, Sodomy - Forcible 11B,
Sexual Assault with Object 11C
Produced: 02/09/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Assault -Spokane Valley
Time Period: January 2026
100
90
80
70
60
2021
2022
50
2023
40
2024
30
2025
2026
20
10
-
202120222023202420252026
January 72 74 81 71 55 93
February 52 81 62 63 68 -
March 65 93 75 79 73 -
April 69 75 88 69 60 -
May 70 65 59 84 68 -
June 56 68 74 95 68 -
July 79 60 78 80 91 -
August 68 81 70 72 63 -
September 61 79 71 73 92 -
October 74 94 68 65 91 -
November 54 75 58 56 64 -
December 90 66 59 64 84 -
DƩğƓķ ƚƷğƌ БЊЉ ВЊЊ БЍЌ БАЊ БАА ВЌ
* IBR Offense: Aggravated Assault 13A & Simple Assault
13B
Produced: 02/09/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Robbery -Spokane Valley
Time Period: January 2026
16
14
12
10
2021
2022
8
2023
6
2024
2025
4
2026
2
-
202120222023202420252026
January 8 6 8 3 3 5
February 6 4 5 2 3 -
March 5 3 4 4 2 -
April 9 2 8 7 2 -
May 7 5 6 4 2 -
June 3 7 6 1 4 -
July 5 5 6 6 4 -
August 6 15 4 2 5 -
September 4 2 2 4 4 -
October 7 5 4 6 5 -
November 4 6 3 4 3 -
December 7 11 6 - 4 -
DƩğƓķ ƚƷğƌ АЊ АЊ ЏЋ ЍЌ ЍЊ Ў
* IBR Offense: Robbery 120
Produced: 02/09/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Motor Vehicle Theft -Spokane Valley
Time Period: January 2026
90
80
70
60
2021
50
2022
40
2023
2025
30
2026
20
2022
10
-
202120222023202420252026
January 29 39 33 23 24 31
February 25 35 21 34 21 -
March 25 57 31 18 17 -
April 24 42 33 33 30 -
May 28 43 46 31 19 -
June 26 34 39 27 37 -
July 24 51 78 25 24 -
August 41 67 40 28 29 -
September 40 44 43 37 26 -
October 42 51 36 28 29 -
November 54 65 19 21 25 -
December 55 48 37 29 26 -
DƩğƓķ ƚƷğƌ ЍЊЌ ЎАЏ ЍЎЏ ЌЌЍ ЌЉА ЌЊ
* IBR Offense: Motor Vehicle Theft 240
Produced: 02/09/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Theft From Motor Vehicle (Vehicle Prowl) -Spokane Valley
Time Period: January 2026
140
120
100
2021
80
2022
2023
60
2024
40
2025
2026
20
-
202120222023202420252026
January 87 78 67 49 64 62
February 105 89 55 62 34 -
March 75 97 67 61 48 -
April 86 73 49 52 57 -
May 77 57 86 54 66 -
June 69 73 56 53 88 -
July 66 67 57 37 50 -
August 116 73 54 51 62 -
September 127 72 61 43 63 -
October 120 84 50 68 65 -
November 79 92 45 47 62 -
December 84 80 69 75 68 -
DƩğƓķ ƚƷğƌ ЊͲЉВЊ ВЌЎ АЊЏ ЏЎЋ АЋА ЏЋ
* IBR Offense: Theft From Motor Vehicle 23F
Produced: 02/09/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Damage/Destruction/Vandalism (MALMS) -Spokane Valley
Time Period: January 2026
250
200
150
2021
2022
100
2023
2025
2026
50
-
202120222023202420252026
January 131 136 165 103 121 131
February 121 133 130 134 98 -
March 104 195 135 119 121 -
April 132 174 139 114 104 -
May 133 150 163 131 148 -
June 158 176 157 146 125 -
July 133 133 165 136 128 -
August 176 164 131 142 117 -
September 163 151 121 128 125 -
October 196 158 109 125 105 -
November 141 169 96 124 120 -
December 128 135 126 144 121 -
DƩğƓķ ƚƷğƌ ЊͲАЊЏ ЊͲБАЍ ЊͲЏЌА ЊͲЎЍЏ ЊͲЍЌЌ ЊЌЊ
IBR Offense: Destruction/Damage/Vandalism 290
Produced: 02/09/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Homicide -Spokane Valley
Time Period: January 2026
3
2
2
2021
2022
2023
1
2024
2025
2026
1
-
202120222023202420252026
January - - - - - -
February 1 1 1 - - -
March 1 - - - - -
April 1 - - - - -
May - 1 - - 1 -
June - - 1 - - -
July 1 - - 1 - -
August 1 - - 1 - -
September 1 - 1 - - -
October 2 1 - - - -
November 1 - - - - -
December - - - - - -
DƩğƓķ ƚƷğƌ В Ќ Ќ Ћ Њ Ώ
*IBR Offense: Murder/Non-Negligent Manslaughter 09A
Produced: 02/09/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Identity Theft -Spokane Valley
Time Period: January 2026
25
20
15
2021
2022
2023
10
2024
2025
2026
5
-
202120222023202420252026
January 12 10 17 13 10 15
February 18 23 12 10 13 -
March 20 15 15 18 17 -
April 23 10 23 17 14 -
May 18 7 12 16 11 -
June 12 14 15 10 18 -
July 13 14 7 7 9 -
August 22 14 14 14 7 -
September 22 6 13 12 14 -
October 16 10 9 18 16 -
November 13 15 12 13 9 -
December 13 9 10 13 8 -
DƩğƓķ ƚƷğƌ ЋЉЋ ЊЍА ЊЎВ ЊЏЊ ЊЍЏ ЊЎ
*IBR Offense: Identity Theft 26F
Produced: 02/09/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
DUI -Spokane Valley
Time Period: January 2026
45
40
35
30
2021
25
2022
20
2023
2024
15
2025
10
2026
5
-
202120222023202420252026
January 21 29 19 13 9 11
February 24 28 28 18 18 -
March 15 25 27 24 17 -
April 18 23 25 15 17 -
May 20 19 35 13 16 -
June 30 17 24 25 20 -
July 17 23 27 20 19 -
August 7 29 16 22 18 -
September 19 21 21 25 26 -
October 25 27 23 22 26 -
November 19 24 18 19 27 -
December 34 20 42 15 18 -
DƩğƓķ ƚƷğƌ ЋЍВ ЋБЎ ЌЉЎ ЋЌЊ ЋЌЊ ЊЊ
* IBR Offense: DUI 90D
Produced: 02/09/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Drugs -Spokane Valley
Time Period: January 2026
60
50
40
2021
30
2023
2024
20
2025
2026
10
-
202120222023202420252026
January 31 - 7 27 21 27
February 36 4 1 30 26 -
March 4 6 5 27 20 -
April 2 6 5 28 34 -
May 4 6 4 26 39 -
June 2 6 2 20 25 -
July - 9 4 34 23 -
August 3 5 22 28 30 -
September 1 8 53 17 24 -
October 1 2 39 20 34 -
November 1 6 41 22 25 -
December 6 6 31 30 36 -
DƩğƓķ ƚƷğƌ ВЊ ЏЍ ЋЊЍ ЌЉВ ЌЌА ЋА
* IBR Offense: Drugs/Narcotics Violations 35A and Drug
Equipment Violations 35B
Produced: 02/09/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Fraud -Spokane Valley
Time Period: January 2026
120
100
80
2021
2022
60
2023
2024
40
2025
2026
20
-
202120222023202420252026
January 64 55 55 67 61 71
February 57 80 67 78 57 -
March 97 56 80 85 71 -
April 96 55 76 85 70 -
May 63 56 73 91 74 -
June 63 49 59 71 73 -
July 81 58 70 61 60 -
August 92 77 62 80 58 -
September 79 64 55 63 74 -
October 59 66 63 81 54 -
November 70 52 56 62 63 -
December 66 62 57 65 57 -
DƩğƓķ ƚƷğƌ ББА АЌЉ ААЌ ББВ ААЋ АЊ
* IBR Offense: Pretenses/Swindling/Con Games 26A, Fraud - Credit Card/ATM 26B,
and Fraud - False & Fraud - Impersonation 26C
Produced: 02/09/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Forgery -Spokane Valley
Time Period: January 2026
16
14
12
10
2021
2022
8
2023
6
2024
2025
4
2026
2
-
202120222023202420252026
January 13 4 12 11 8 7
February 8 11 12 9 7 -
March 10 9 15 6 9 -
April 10 9 14 7 9 -
May 10 7 11 11 14 -
June 6 14 6 7 7 -
July 13 9 14 11 7 -
August 2 7 15 6 9 -
September 14 7 8 11 7 -
October 11 11 9 12 14 -
November 14 12 8 11 8 -
December 8 9 7 12 5 -
DƩğƓķ ƚƷğƌ ЊЊВ ЊЉВ ЊЌЊ ЊЊЍ ЊЉЍ А
*IBR Offense: Counterfeiting/Forgery 250
Produced: 02/09/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Theft -Spokane Valley
Time Period: January 2026
300
250
200
2021
2022
150
2023
2024
100
2025
2026
50
-
202120222023202420252026
January 196 197 202 182 171 184
February 185 198 158 189 193 -
March 193 203 159 202 174 -
April 185 198 175 209 142 -
May 161 179 209 197 189 -
June 185 219 218 208 207 -
July 156 234 181 172 172 -
August 176 233 146 197 214 -
September 194 190 152 200 188 -
October 210 221 194 207 199 -
November 201 240 150 167 200 -
December 200 190 183 226 188 -
DƩğƓķ ƚƷğƌ ЋͲЋЍЋ ЋͲЎЉЋ ЋͲЊЋА ЋͲЌЎЏ ЋͲЋЌА ЊБЍ
* IBR Offense: Theft - Pocket-Picking 23A, Theft - Purse-Snatching 23B, Theft - Shoplifting 23C, Theft
From Building 23D, Theft From Coin-Operated Machine 23E, Theft of Motor Vehicle Parts/Accessories
23G, and Theft-All Other 23H
Produced: 02/09/2026
Duration (hh:mm:ss)
Duration (hh:mm:ss)
Μ Duration (hh:mm:ssDuration (hh:mm:ss)
Duration (hh:mm:ss)
Duration (hh:mm:ss)
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Call ActivityHeat Maps -Spokane Valley
January 2026
Citizen Calls by Day of Week and Hour
{ǒƓķğǤaƚƓķğǤǒĻƭķğǤĻķƓĻƭķğǤŷǒƩƭķğǤCƩźķğǤ{ğƷǒƩķğǤƚƷğƌ
0 14 7 10 9 29 10 20 99
1 9 8 12 11 8 13 15 76
2 12 13 11 7 7 3 10 63
3 3 7 5 4 11 4 9 43
4 7 8 4 10 12 6 10 57
5 10 4 7 9 7 7 9 53
6 7 9 13 11 11 19 9 79
7 5 17 20 21 16 18 14 111
8 13 22 20 23 27 31 19 155
9 11 19 19 24 24 34 17 148
10 20 28 22 25 27 28 30 180
11 20 28 23 39 40 40 29 219
12 29 27 35 30 34 40 38 233
13 24 21 18 23 51 40 33 210
14 28 25 18 31 40 38 31 211
15 38 42 30 31 34 44 37 256
16 25 29 23 31 32 47 34 221
17 25 36 22 24 34 38 46 225
18 28 26 26 25 28 33 31 197
19 19 19 18 15 45 38 23 177
20 21 22 17 29 22 26 20 157
21 14 15 19 20 34 24 28 154
22 22 13 13 14 15 31 33 141
23 19 6 16 13 20 21 17 112
ƚƷğƌ ЍЋЌ ЍЎЊ ЍЋЊ ЍАВ ЏЉБ ЏЌЌ ЎЏЋ ЌͲЎАА
Total Deputy Involved Incidents by Day of Week and Hour
{ǒƓķğǤaƚƓķğǤǒĻƭķğǤĻķƓĻƭķğǤŷǒƩƭķğǤCƩźķğǤ{ğƷǒƩķğǤƚƷğƌ
0 10 8 20 5 18 14 18 93
1 11 12 16 10 8 13 14 84
2 11 10 5 7 3 6 9 51
3 4 7 4 10 10 3 9 47
4 4 8 4 7 8 5 8 44
5 14 8 11 10 11 7 13 74
6 14 10 24 12 18 19 18 115
7 11 13 24 19 16 16 21 120
8 11 29 34 27 26 30 21 178
9 14 15 26 32 38 45 31 201
10 19 22 37 31 33 33 30 205
11 17 31 27 33 43 49 22 222
12 25 23 34 30 30 38 31 211
13 17 24 29 36 47 47 19 219
14 21 33 26 36 39 38 22 215
15 23 39 33 31 23 33 39 221
16 19 24 21 20 27 34 24 169
17 20 25 17 23 27 35 22 169
18 21 26 21 23 27 30 22 170
19 23 14 19 21 33 36 24 170
20 24 24 18 24 17 29 37 173
21 20 20 20 26 30 22 38 176
22 17 26 17 22 33 33 36 184
23 15 19 17 18 26 18 21 134
ƚƷğƌ ЌБЎ ЍАЉ ЎЉЍ ЎЊЌ ЎВЊ ЏЌЌ ЎЍВ ЌͲЏЍЎ
tƩƚķǒĭĻķʹ ЉЋΉЉВΉЋЉЋЏ
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Citizen CallFor Service (CFS) -Spokane Valley
Time Period: January 2026
6,000
5,000
4,000
2021
2022
3,000
2023
2024
2,000
2025
2026
1,000
-
CallSource(Multiple Items)
202120222023202420252026
January 3,680 3,792 3,917 3,919 3,663 3,577
February 3,342 3,652 3,681 3,612 3,394
March 4,052 4,475 4,277 4,029 2,553
April 4,078 4,072 4,392 4,169 3,908
May 4,415 4,382 5,115 4,271 4,241
June 4,810 4,463 5,176 4,466 4,431
July 4,993 4,880 5,163 4,801 4,891
August 4,583 4,840 4,951 4,449 4,572
September 4,397 4,504 4,520 4,405 4,415
October 4,471 4,408 4,331 4,166 4,291
November 3,966 3,874 3,843 3,611 3,606
December 4,252 3,850 3,825 3,864 3,818
DƩğƓķ ƚƷğƌ ЎЊͲЉЌВ ЎЊͲЊВЋ ЎЌͲЊВЊ ЍВͲАЏЋ ЍАͲАБЌ ЌͲЎАА
ΫĻǣĭƌǒķĻƭ ĭğƌƌƭ ŷğƓķƌĻķ ĬǤ /ƩźƒĻ /ŷĻĭƉ ƚƓƌǤ Produced: 02/09/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Citizen CFS With DeputyResponse -Spokane Valley
Time Period: January 2026
3,000
2,500
2,000
2021
2022
1,500
2023
2024
1,000
2025
2026
500
-
CFS_OICFS
GroupSV
202120222023202420252026
January 2,295 2,181 2,294 2,185 1,971 2,194
February 2,073 2,125 2,105 2,041 2,011
March 2,399 2,663 2,477 2,131 1,552
April 2,475 2,318 2,487 2,152 2,329
May 2,605 2,529 2,732 2,295 2,418
June 2,712 2,463 2,651 2,295 2,433
July 2,544 2,530 2,659 2,401 2,739
August 2,528 2,741 2,558 2,325 2,583
September 2,312 2,666 2,450 2,280 2,460
October 2,453 2,510 2,449 2,226 2,430
November 2,221 2,273 2,264 1,957 2,189
December 2,326 2,224 2,201 1,999 2,277
DƩğƓķ ƚƷğƌ ЋБͲВЍЌ ЋВͲЋЋЌ ЋВͲЌЋА ЋЏͲЋБА ЋАͲЌВЋ ЋͲЊВЍ
Produced: 02/09/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
CitizenCFS Without Deputy Response -Spokane Valley
Time Period: January 2026
3,000
2,500
2,000
2017
2018
1,500
2019
2020
1,000
2021
2022
500
-
202120222023202420252026
January 1,385 1,611 1,623 1,734 1,692 1,383
February 1,269 1,527 1,576 1,571 1,383
March 1,653 1,812 1,800 1,898 1,001
April 1,603 1,754 1,905 2,017 1,579
May 1,810 1,853 2,383 1,976 1,823
June 2,098 2,000 2,525 2,171 1,998
July 2,449 2,350 2,504 2,400 2,152
August 2,055 2,099 2,393 2,124 1,989
September 2,085 1,838 2,070 2,125 1,955
October 2,018 1,898 1,882 1,940 1,861
November 1,745 1,601 1,579 1,654 1,417
December 1,926 1,626 1,624 1,865 1,541
DƩğƓķ ƚƷğƌ ЋЋͲЉВЏ ЋЊͲВЏВ ЋЌͲБЏЍ ЋЌͲЍАЎ ЋЉͲЌВЊ ЊͲЌБЌ
Produced: 02/09/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Deputy Initiated Incidents -Spokane Valley
Time Period: January 2026
2,000
1,800
1,600
1,400
1,200
2021
2022
1,000
2023
800
2024
600
2025
2026
400
200
-
GroupSV
CFS_OIOI
202120222023202420252026
January 1,114 848 1,616 1,637 1,721 1,451
February 983 771 1,472 1,515 1,416
March 1,000 1,252 1,879 1,411 939
April 997 967 1,436 1,469 1,669
May 1,003 1,207 1,449 1,277 1,498
June 1,155 1,068 1,237 1,125 1,667
July 767 1,197 1,369 1,457 1,664
August 567 1,239 1,550 1,284 1,701
September 725 1,160 1,573 1,388 1,469
October 813 1,132 1,612 1,432 1,896
November 1,102 1,177 1,655 1,481 1,480
December 907 917 1,509 1,324 1,453
DƩğƓķ ƚƷğƌ ЊЊͲЊЌЌ ЊЋͲВЌЎ ЊБͲЌЎА ЊЏͲБЉЉ ЊБͲЎАЌ ЊͲЍЎЊ
Produced: 02/09/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Total Deputy Involved Incidents -Spokane Valley
Time Period: January 2026
5,000
4,500
4,000
3,500
3,000
2021
2022
2,500
2023
2,000
2024
1,500
2025
2026
1,000
500
-
GroupAll
CFS_OIAll
202120222023202420252026
January 3,409 3,029 3,910 3,822 3,692 3,645
February 3,056 2,896 3,577 3,556 3,427
March 3,399 3,915 4,356 3,542 2,491
April 3,472 3,285 3,923 3,621 3,998
May 3,608 3,736 4,181 3,572 3,916
June 3,867 3,531 3,888 3,420 4,100
July 3,311 3,727 4,028 3,858 4,403
August 3,095 3,980 4,108 3,609 4,284
September 3,037 3,826 4,023 3,668 3,929
October 3,266 3,642 4,061 3,658 4,326
November 3,323 3,450 3,919 3,438 3,669
December 3,233 3,141 3,710 3,323 3,730
DƩğƓķ ƚƷğƌ ЍЉͲЉАЏ ЍЋͲЊЎБ ЍАͲЏБЍ ЍЌͲЉБА ЍЎͲВЏЎ ЌͲЏЍЎ
Produced: 02/09/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Crime Check CallFor Service (CFS) -Spokane Valley
Time Period: January 2026
900
800
700
600
2021
500
2022
400
2023
2024
300
2025
200
2026
100
-
202120222023202420252026
January 622 352 580 646 651 733
February 659 458 556 715 636
March 760 529 656 740 432
April 739 477 656 711 688
May 767 509 685 746 745
June 736 502 655 764 755
July 723 523 664 737 744
August 728 563 647 835 827
September 656 551 568 720 818
October 603 658 537 844 735
November 500 609 521 665 670
December 480 483 556 724 661
DƩğƓķ ƚƷğƌ АͲВАЌ ЏͲЋЊЍ АͲЋБЊ БͲБЍА БͲЌЏЋ АЌЌ
Produced: 02/09/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
CAD Call Type COP -Spokane Valley
Time Period: January 2026
300
250
200
2023
150
2024
2025
100
2026
50
-
CallTypeCOP
GroupSV
2023202420252026
January 120 39 28
February 87 43
March 9 73 36
April 94 51 36
May 75 64 42
June 57 45 28
July 34 53 38
August 44 47 31
September 51 43 24
October 129 38 37
November 243 30 28
December 184 25 36
DƩğƓķ ƚƷğƌ ВЋЉ ЏАЏ ЍЊБ ЋБ
Produced: 02/09/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Ticket Charge Details -SpokaneValley
Date Range: January 2026
ChargeCount
(blank)2
204.21.060: TURN SIGNAL LAMP VIOLATION1
46.09.470.3A: ORV-PVT RD NO SEATBELT/HELMET1
46.12.650.8: FAIL TO TRANSFER TITLE W/I 45 DAYS3
46.16A.030.2: OPER VEH W/O CRNT/PRPR REG & PLATE7
46.16A.030.5.L: FL RENEW EXPIRED REG <= 2 MTHS11
46.16A.030.5.O: FL RENEW EXPIRED REG >2 MTHS34
46.16A.180.1: FAIL TO SIGN/CARRY/DISPLAY VEH REG1
46.16A.180.2: OPER/POSSESS VEH W/O REGISTRATION2
46.16A.200.7B: DISPLAY CHANGED/DISFIGURED PLATE1
46.16A.320.6: TRIP PERMIT VIOLATION1
46.20.005.C: NO VALID OPER LICEN W/O ID COMPLICI1
46.20.005: DRIVING WITHOUT A LICENSE10
46.20.015: DRIVING MOTOR VEHICLE WITH AN EXPIRED LICENSE WITH VALID IDENTIFICATION26
46.20.017: LICENSE NOT IN POSSESSION1
46.20.031: OPERATING MOTOR VEHICLE WHILE INELIGIBLE FOR LICENSE1
46.20.342.1B: DWLS 2ND DEGREE5
46.20.740: MV IGNITION INTERLOCK DRIVE VEH WO2
46.30.020: OPERATING A MOTOR VEHICLE WITHOUT INSURANCE45
46.37.020: LAMPS, OPERATE VEH WO HEADLGHT WHEN REQ1
46.37.040: LAMPS, HEADLAMPS REQ1
46.37.050: DEFECTIVE LIGHTS2
46.37.070.3: REAR CTR HI-MOUNTED STOP LAMP REQ2
46.37.200: LAMPS, DEFECT TURN SIGNALS-STOP LAMPS3
46.37.220: LAMPS, DEFECT MULTIPLE BEAM HEADLIGHTS1
46.37.270: DRIVE WITHOUT TWO HEADLIGHTS2
46.37.510.4: FRONT SHOULDER SEAT BELT VIOLATON1
46.37.685.1A: DISPLAY NON-MATCH LICENSE PLATE1
46.52.020.2: DRIVER DUTY DAMAGE ONLY HIT/RUN1
46.52.020: OLD CODE:VEH(HIT/RUN PERSON AT1
46.61.050: DISREGARD TRAFFIC SIGNAL SIGN4
46.61.055.4: FAIL TO STOP AT SIGNAL MARK2
46.61.055: FAIL TO OBEY TRAFFIC CONTROL LEGEND6
46.61.140: IMPROPER LANE USAGE8
46.61.145.1: FOLLOW VEHICLE TOO CLOSELY3
46.61.180.1: FAIL TO YIELD TO VEHICLE APPROACHING INTERSECTION8
46.61.185.1: FAIL YIELD LEFT TURN MOTOR VEHICLE2
46.61.190.2: FAIL STOP AT STOP SIGN/INTERSECTION7
46.61.190.3: FAIL YIELD AT YIELD SIGN/INTERSECTION2
46.61.200: FAIL TO STOP AT INTERSECTION/STOP SIGN1
46.61.205.1: FAIL YIELD PRIVATE RD MOTOR VEHICLE1
46.61.290.3C: TURN LANE, IMPROPER USE CENTER1
46.61.290: TURN, PROHIBIT-IMPROPER3
46.61.305: FAIL TO SIGNAL STOP-TURN UNSAFE LANE2
46.61.310: FAIL TO SIGNAL2
Produced: 2/9/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Ticket Charge Details -SpokaneValley
Date Range: January 2026
ChargeCount
46.61.400.05U: SPEED 5 OVER (40 OR UNDER)23
46.61.400.1: SPEEDING TOO FAST FOR CONDITIONS3
46.61.400.10: SPEED 10 OVER (OVER 40)3
46.61.400.10U: SPEED 10 OVER (40 OR UNDER)71
46.61.400.11U: SPEED 11 OVER (40 OR UNDER)4
46.61.400.13U: SPEED 13 OVER (40 OR UNDER)2
46.61.400.14U: SPEED 14 OVER (40 OR UNDER)3
46.61.400.15: SPEED 15 OVER (OVER 40)1
46.61.400.15U: SPEED 15 OVER (40 OR UNDER)16
46.61.400.16U: SPEED 16 OVER (40 OR UNDER)4
46.61.400.17U: SPEED 17 OVER (40 OR UNDER)1
46.61.400.19U: SPEED 19 OVER (40 OR UNDER)3
46.61.400.20: SPEED 20 OVER (OVER 40)1
46.61.400.20U: SPEED 20 OVER (40 OR UNDER)2
46.61.400.22U: SPEED 22 OVER (40 OR UNDER)1
46.61.400.24U: SPEED 24 OVER (40 OR UNDER)1
46.61.400.26: SPEED 26 OVER (OVER 40)1
46.61.400.28U: SPEED 28 OVER (40 OR UNDER)1
46.61.400.29U: SPEED 29 OVER (40 OR UNDER)2
46.61.400: SPEED 47 MPH OVER (LIMIT 40 & UNDER1
46.61.440.01-05: SCHOOL/PLAYGROUND CROSSWALK SPEED 1-5 MPH OVER13
46.61.440.16-20: SCHOOL/PLAYGROUND CROSSWALK SPEED 16-20 MPH OVER1
46.61.500: RECKLESS DRIVING3
46.61.502: OLD CODE:VEH(DWUIL/DRUG)NEW7
46.61.504: OLD CODE:VEH(PHY/UNIL/DRUG)NEW2
46.61.519: VEH(LIQ/OPEN CONTAINER)1
46.61.525: NEGLIGENT DRIVING 2 DEGREE2
46.61.605.1: UNSAFE OR IMPROPER BACKING1
46.61.655.7C: FAIL TO SECURE LOAD1
46.61.670: VEH DRIVE WITH WHEELS OFF ROADWAY1
46.61.672.1: PER ELECTRONIC DEVICE WHILE DRIVING16
46.61.672.4: PER ELECTRONIC DEV DRIVE 2ND/SUBSEQ1
46.61.687: FAIL TO USE CHILD RESTRAINTS1
46.61.688: FAIL TO WEAR SAFETY BELT4
46.61.745: CANNABIS IN MOTOR VEHICLE VIOLATION2
46.61.780: BICYCLE-DEF EQUIP1
66.44.270.3A: MINOR POSS AND/OR CONSUMPTION LIQUOR1
69.50.4013.1A: POSSESSION OF CONTROLLED SUBSTANCE14
7.105.450.1: PROTECTION ORDER VIOLATION10
9.41.050.2: LOADED PISTOL IN CAR W/OUT PERMIT1
9.41.250.1B: FURTIVELY CARRY DANGEROUS WEAPON2
9.41.250: WEAPONS VIO, POSS DANGEROUS WEAPON \[POSSESS\]1
9A.36.041.2: ASSAULT 4TH DEGREE30
9A.36.150: DV INTER WITH REPORTING1
9A.46.020.1: HARASSMENT1
Produced: 2/9/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Ticket Charge Details -SpokaneValley
Date Range: January 2026
ChargeCount
9A.46.020.2A: HARASSMENT1
9A.48.090.1A: MALICIOUS MISCHIEF-3D1
9A.48.090: MALICIOUS MISCHIEF-317
9A.52.070.1: CRIMINAL TRESPASS FIRST DEGREE2
9A.52.070: TRESPASS 18
9A.52.080: TRESPASS 22
9A.52.100.1: VEHICLE PROWLING 2ND DEGREE1
9A.56.050.1A: THEFT 3RD DEG-NOT EXCEED $750 VALUE1
9A.56.050: OLD CODE: THEFT-3D13
9A.76.020: OBSTRUCT LE OFF6
9A.76.040: OBSTRUCT GOVT-RESISTING ARREST2
9A.76.175: OBSTRUCT GOVT-MAKING FALSE OR MISLEADING STATEMENT TO PUBLIC SERVANT2
9A.84.030: DISORDERLY CONDUCT1
9A.86.010.7A: DISCLOSING INTIMATE IMAGES2
9A.90.120.2A: CYBER HARASSMENT1
SV7.50.020: UNLAWFUL CAMPING3
Grand Total548
Produced: 2/9/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Criminal Ticket Counts -Spokane Valley
Time Period: January 2026
250
200
150
2021
2022
2023
100
2024
2025
2026
50
-
MapGroupsAll
TicketType(Multiple Items)
202120222023202420252026
January 124 127 163 140 105 144
February 128 109 142 126 124
March 117 155 143 141 141
April 123 136 130 134 127
May 126 123 166 144 113
June 125 132 136 136 117
July 107 153 137 134 133
August 88 177 140 139 122
September 110 129 160 125 158
October 112 139 146 112 198
November 115 139 158 130 153
December 117 114 178 126 159
DƩğƓķ ƚƷğƌ ЊͲЌВЋ ЊͲЏЌЌ ЊͲАВВ ЊͲЎБА ЊͲЏЎЉ ЊЍЍ
*Ticket type of Criminal Non Traffic & Criminal Traffic Produced: 02/09/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Non -Criminal Ticket Counts -Spokane Valley
Time Period: January 2026
800
700
600
500
2021
2022
400
2023
300
2024
2025
200
2026
100
-
MapGroupsAll
TicketType(Multiple Items)
202120222023202420252026
January 195 193 543 516 526 316
February 172 156 464 460 476
March 166 253 539 390 383
April 198 201 320 398 386
May 212 408 450 318 406
June 353 224 363 222 686
July 284 187 416 310 503
August 132 211 605 273 404
September 178 250 499 375 349
October 216 236 491 397 587
November 295 364 504 374 292
December 157 202 382 414 263
DƩğƓķ ƚƷğƌ ЋͲЎЎБ ЋͲББЎ ЎͲЎАЏ ЍͲЍЍА ЎͲЋЏЊ ЌЊЏ
*Ticket Type of Infraction Non Traffic & Infraction Traffic Produced: 02/09/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
All Ticket Counts -Spokane Valley
Time Period: January 2026
900
800
700
600
2021
500
2022
400
2023
2024
300
2025
200
2026
100
-
MapGroupsAll
TicketTypeAll
202120222023202420252026
January 319 320 706 656 631 460
February 300 265 606 586 600
March 283 408 682 531 524
April 321 337 450 532 513
May 338 531 616 462 519
June 478 356 499 358 803
July 391 340 553 444 636
August 220 388 745 412 526
September 288 379 659 500 507
October 328 375 637 509 785
November 410 503 662 504 445
December 274 316 560 540 422
DƩğƓķ ƚƷğƌ ЌͲВЎЉ ЍͲЎЊБ АͲЌАЎ ЏͲЉЌЍ ЏͲВЊЊ ЍЏЉ
*All ticket types except parking Produced: 02/09/2026
Spokane Valley Police Department
Accredited Since 2011
Services provided in partnership with
the Spokane County Sheriff’s Office andthe Community,
Dedicated to Your Safety.
Monthly Reportfor February2026
Events Attended by Chief Ellis:
WA FIFA World Cup 2026 Preparedness meeting
Radio Subcommittee Meeting
Quarterly In-Service Training
Spokane Regional Emergency Communications (SREC) Building Committee meeting
SpokaneRegional Emergency Communications (SREC) Governing Boardmeeting
Law Communication Advisory Board monthly meeting
Joint Terrorism Task Force monthly meeting
Patrol Incidents:
Deputy Successfully De-escalates Situation and Arrests Erratic Suspect Armed with a Stolen
Claw/Pry Bar-A Spokane Valley Deputy arrested an erratic, possibly high/intoxicated adult
female suspect armed with a stolen claw/pry bar, after she damaged the wood door of a
residence.The deputy contacted the suspect at a home, where she was found beating on the solid
wood front door, causing damage.He told her to stop, she was not free to leave, and she turned
toward the deputy and raised the claw/pry bar above her head, indicating a possible violent
attack.The deputy drew his Taser, ordered the suspect to drop the tool, and used his radio to
request the assistance of additional deputies.Although this could have ended in the use of deadly
force, fortunately, the suspect did not attack, and the deputy effectively de-escalated the tense
situation, safely taking the suspect into custody. This same suspect was arrested in December of
rdnd
2023, charged with felony Assault 3Degree and Malicious Mischief 2Degree, after she ran
from a deputy, violently kicked him in the torso, and damaged his patrol car. In early February,
th
at approximately 1:40 pm, a Spokane Valley Deputy responded to a vehicle prowling call near E. 10
Avenue and S. Oberlin Road.The caller stated a female suspect entered a vehicle and stole a “claw”
tool.He described the suspect, saying she appeared possibly high or intoxicated, and that she was last
seen walking south on Oberlin Road.The deputy arrived in the area and observed the 36-year-old
female suspect running in front of a home in the 1000 block of S. Oberlin Road.He exited his fully
marked patrol car, ordered the female suspect to stop, and told her that she was not free to leave.She
ran away from him, ignored his commands, and went to the front door of the residence.She began
hitting the solid wood door with what was later determined to be the stolen claw/pry bar.The deputy
Page 1
continued to approach, advising the suspect to stop again, but she suddenly turned toward him and
raised the claw/pry bar above her head in what appeared to be the start of a violent attack.The deputy
created distance, drew and activated his Taser, ordered her to stop, and via radio, requested the
response of additional deputies. He told the female suspect to drop the tool, warning her that she
would be tased if she did not comply, as she took a couple of steps toward him. Thankfully, the deputy
successfully de-escalated the tense situation, the suspect dropped the claw/pry bar as instructed, and
then sat down on the porch. The deputy ordered her to get down on the ground, but she refused. He
gave the suspect multiple additional commands, but she continued to ignore them, while yelling
gibberish. He gave more commands, again warning her that he would use his Taser, and she finally
complied. He took her into custody and advised her of her rights. The female suspect admitted to
taking the tool from the truck, requested to be medically evaluated for difficulty breathing, and was
later medically cleared by medics. The victim homeowner told deputies that he wanted to pursue
charges for the damage the female suspect caused to his door. The victim of the vehicle prowling and
theft stated he did not want to press charges against the suspect and deputies returned the stolen tool
to him. The suspect was transported and booked into the Spokane County Jail, charged with felony
nd
Malicious Mischief 2 Degree.
U.S. Marshals Fugitive Task Force Arrests Convicted Felon Wanted on a Felony Assault Charge
in Connection with a Major Crimes Detectives Investigation - The U.S. Marshals Service Pacific
Northwest Violent Offender Task Force, assisted by a Spokane County Sheriff’s Office K9 Unit,
located and arrested the wanted convicted felon after a short foot pursuit. The suspect was
wanted for felony assault stemming from a Major Crimes Detectives investigation. He also had
two valid misdemeanor warrants for his arrest. In mid-February, at approximately 6:25 pm, the
U.S. Marshals Service Pacific Northwest Violent Offender Task Force (PNVOTF), with a Spokane
County Sheriff’s Office K9 Unit assisting, arrested a 39-year-old male wanted convicted felon after a
th
short foot pursuit near the intersection of E. 35 Avenue and S. Fiske Street. The suspect’s active
nd
felony warrant, for Assault 2Degree, stems from a reported person with a weapon call in January at
th
a residence in the 6800 block of E. 10 Avenue in Spokane Valley. Spokane Valley Deputies spoke
to the adult male victim, who advised he was violently assaulted by an unknown male, armed with a
baseball bat. Major Crimes Detectives continued the investigation and, using data from ALPR
cameras and other law enforcement resources, identified a possible suspect vehicle based on its
distinctive characteristics. As the investigation progressed, detectives identified the male suspect as
nd
the assault suspect, established probable cause to charge him with Assault 2Degree, and obtained a
no-bond felony warrant for his arrest. The male suspect also had valid misdemeanor warrants for
th
Violation of a Protection Order and Assault 4 Degree. After his arrest, the suspect was medically
cleared before being booked into the Spokane County Jail on his felony and misdemeanor warrants.
ALPR Camera Leads to Wanted Felon’s Arrest on Slew of Charges -Spokane Valley Deputies
responded to an ALPR Alert regarding a vehicle driven by a wanted suspect and, during a
search of the area, located the black GMC with Montana license plates.In a parking lot, a traffic
stop was attempted; however, the suspect ignored commands and fled recklessly. Before the
suspect could reenter the roadway and endanger unsuspecting motorists, a PIT maneuver was
used to end the pursuit quickly. The suspect, a convicted felon, was arrested for multiple
misdemeanor and felony charges, including an active felony warrant.In mid-February, at
approximately 3:10 pm, Spokane Regional Emergency Communications (SREC) advised Spokane
Valley Deputies of an Automated License Plate Reader (ALPR) Alert regarding a black GMC Yukon
with Montana license plates, associated with a wanted 37-year-old male convicted felon. The suspect
was wanted for two counts of felony Violation of a Superior Court Domestic Violence (DV) No-
Page 2
Contact Order of Protection stemming from a patrol investigation earlier in the month. At that time,
a Real-Time Crime Center Analyst advised deputies that the male suspect had previously been
contacted in a black GMC Yukon with Montana license plates. This matched the victim’s description
of the vehicle the suspect was observed driving when he left the location after violating the court order
of protection. The male suspect was also wanted on a confirmed felony Washington State Department
of Corrections (DOC) warrant (original charge: felony Malicious Mischief). It was also noted that the
suspect previously claimed to have a BB gun that he intended to use to force law enforcement to shoot
him. Days later, at approximately 3:50 pm, a Spokane Valley Police Sergeant observed the black
GMC driving west on E. Mansfield Avenue approaching E. Mirabeau Pkwy. He got behind the SUV,
confirmed the license plate, and requested additional deputies to respond and assist. He followed the
GMC, now eastbound on E. Indiana Avenue, as he waited for assistance. Unfortunately, the suspect
suddenly signaled and turned into a business parking lot in the 13800 block of E. Indiana
Avenue. Now in an uncongested area, the sergeant activated his emergency lights, hoping the male
suspect would pull over. Instead, he continued driving toward the front of the store, and the sergeant
activated his siren with the hope the suspect would stop. The suspect turned back north and pulled
into a parking stall. The sergeant exited his patrol car and advised the suspect that he had a warrant
for his arrest and to place his hands outside the window. The male suspect failed to comply with his
lawful order, which the sergeant repeated, and the suspect replied, “I don’t have a warrant.” He again
told the suspect that he indeed had a warrant, warning him not to make things worse, but the suspect
rolled up his window and fled, driving over grass and a concrete curb. The sergeant got in his patrol
car and pulled around in front of the male suspect, blocking his ability to enter traffic on E. Indiana
Avenue. He exited his vehicle and again gave the suspect commands. Defiant, the suspect put the
GMC in reverse. The sergeant tried to pin the Yukon in and prevent the suspect from escaping, but
he drove through the attempt, going west in the parking lot. As the male suspect drove around the
northwest corner of the business, the sergeant prepared to conduct a PIT maneuver to safely end the
slow-speed pursuit before the suspect could reenter traffic and risk the safety of unsuspecting
motorists. When the suspect turned east, around the back of the business, the sergeant conducted the
PIT, causing the GMC to slide. The male suspect suddenly accelerated, trying to regain control, and
crashed through a concrete/fenced divider, landing in a loading dock area. With the vehicle now
immobilized and with additional deputies assisting, the suspect was taken into custody. Deputies
contacted an adult female passenger, who told them that when they originally pulled over, she planned
to get out of the vehicle and had removed her seat belt. The suspect then chose to flee, causing her to
fear for her safety. She screamed at the male suspect to stop, but he did not listen. She suffered minor
injuries and was transported to a hospital as a precaution and for additional evaluation. During a
search following the suspect’s arrest, deputies removed a clear plastic bag containing a crystallized
substance, believed to be Methamphetamine, from his pants pocket. A field test of the substance
showed a presumptive positive result for Methamphetamine. The suspect was transported and booked
into the Spokane County Jail for new charges of Attempting to Elude a Police Vehicle, Reckless
Endangerment, Obstructing Law Enforcement, Resisting Arrest, Possession of a Controlled
rd
Substance, Driving While Suspended 3 Degree, along with his previous two counts of felony
Violation of a DV Order of Protection and his felony Washington State DOC warrant/hold.
Automated License Plate Reader (ALPR) Helps Deputies Locate a Suspect Wanted on 17 Felony
Child Sexual Assault Charges -Spokane Regional Emergency Communications (SREC) advised
of an Automated License Plate Reader (ALPR) Alert regarding a vehicle registered to a suspect
wanted on several Child Sexual Assault charges. Deputies quickly located the vehicle near S.
Sullivan Road and E. Sprague Avenue.Multiple Spokane Valley and Spokane County Sheriff’s
Deputies, along with additional resources, responded to the traffic stop. The armed suspect,
known to have made statements about forcing law enforcement to shoot him, was not
Page 3
cooperative, which created a standoff situation. Several additional resources responded,
including Crisis Negotiators and Behavioral Health Units.Thankfully, they de-escalated the
tense situation and safely took the suspect into custody. Deputies recovered and seized a loaded
pistol found in the suspect’s front waistband area. In mid-February, at approximately 10:40 am,
Spokane Regional Emergency Communications (SREC) advised of an Automated License Plate
Reader (ALPR) Alert regarding a vehicle registered to a suspect wanted on several felony Child Sexual
Assault charges. Deputies also received information that the adult male suspect had former military
training and was a safety concern due to previously making statements that he would force law
enforcement to shoot him. A Spokane Valley Deputy located the suspect vehicle within seconds as it
traveled south on Sullivan Road from E. Sprague Avenue. Multiple Spokane Valley and Spokane
County Deputies responded to assist. The36-year-old male suspect/driver stopped in a parking lot
located in the 15300 block of E. Sprague as deputies in fully marked patrol cars made
contact. Deputies issued commands to the suspect, which he initially followed. The suspect advised
that he was armed with a pistol, but then became argumentative and began making statements of self-
harm. Additional resources, including Crisis Negotiators, Behavioral Health Units, and other assets,
were called to assist as deputies at the scene established a perimeter to keep unsuspecting people in
the area safe. Hours later, efforts to de-escalate the tense situation were successful, and the male
suspect was taken safely into custody. Deputies recovered and seized a loaded pistol from his front
waistband area. The suspect was transported and booked into the Spokane County Jail on 17 felony
Child Sexual Assault charges stemming from an ongoing Sexual Assault Unit investigation.
Deputies Locate Reckless Driver and the Armed Suspect in Separate Hit-and-Run Collisions,
but Despite Efforts to De-escalate, Incident Tragically Ends - Spokane Valley Deputies
responded to a reported hit-and-run property damage collision. Additional deputies searched
the area, locating the armed suspect and his vehicle. Despite deputies’ efforts to de-escalate the
extremely tense situation, and multiple commands for him to drop the handgun, the suspect told
deputies to shoot him so he wouldn’t have to. At one point, he moved the firearm from his head
and set it on the ground as deputies worked to gain his cooperation. Unfortunately, he moved
to pick the weapon up, and deputies used less lethal options, but they were ineffective. Sadly,
the man shot himself. Deputies immediately provided medical aid, and the male was transported
to the hospital with a life-threatening injury and was later pronounced deceased. Per a mutual
aid request, Spokane Police Department Detectives responded to assist Major Crime Detectives
and Forensic Unit personnel with the investigation. Initial information indicates that in mid-
February, at approximately 11:10 pm, Spokane Valley Deputies responded to a reported hit-and-run,
property damage collision in the 600 block of N. Bowdish Road. Callers stated an unknown suspect,
driving a blue Dodge pickup, rammed into two unoccupied, parked cars and left the
scene. Additionally, deputies were advised that a neighbor was attempting to follow the suspect in a
gray Chevrolet. The neighbor following the suspect vehicle called 911, provided the license plate for
the Dodge, and said the suspect had hit a mailbox at another location. He stated the Dodge was near
the intersection of N. Van Marter Road and E. Valleyway Avenue when it turned west. The adult
male driver stopped, got out of the Dodge, and began walking toward the witness. As he did, he pulled
a black, unknown object from his pocket and held it in his hand. Unsure if the male was holding a
gun, wallet, or some other object, the witness backed away. The male suspect put the object back in
his pocket and returned to the Dodge. At approximately 11:21 pm, deputies located the Dodge on E.
Valleyway Avenue and N. Raymond Road and advised the male was holding a gun to his head. They
gave several commands for him to drop the weapon, as the male suspect told deputies to shoot him,
so he didn’t have to do it himself. Deputies worked to de-escalate this extremely tense situation, and
at one point, the male placed the gun on the ground. He suddenly reached to pick the weapon back
up, and deputies deployed less-lethal options, attempting to prevent him from arming
Page 4
himself. Unfortunately, less lethal options were ineffective. He grabbed the gun and ran to the front
of his vehicle, appearing to use it as cover.Not knowing if he planned to shoot at them or force a
violent encounter, they held their position and continued their efforts to get him to surrender
peacefully. At approximately 11:22 pm, the male suspect stood up, moved the firearm back up to his
head, and fired. Deputies immediately gave emergency medical aid until they were relieved by
Spokane Valley Firefighters. The male was transported to the hospital, where he was later pronounced
deceased. Per a mutual aid request, Spokane Police Department Detectives responded to assist Major
Crimes Detectives in conducting an investigation. Spokane Forensic Unit personnel also responded
to assist with evidence processing. Deputies only used less lethal options and did not fire their
assigned firearms (lethal force). This remains an active investigation, and no additional
information is available at this time.
ALPR Alert: Stolen Vehicle Recovered, Suspect, a Five-Time Convicted Felon, Arrested, and
Passenger Also Arrested on Several Warrants - Spokane Valley Deputies responded to an
Automated License Plate Reader (ALPR) Alert regarding a reported stolen vehicle and located
it within minutes. The recovered stolen vehicle was returned to its owner, and deputies arrested
the driver, a five-time convicted felon. A passenger, who lied about his name, was also arrested
for multiple warrants after deputies determined his true identity. In mid-February, at
approximately 10:10 am, Spokane Regional Emergency Communications (SREC) advised of an
Automated License Plate Reader (ALPR) Alert regarding a reported stolen Toyota SUV. Deputies
began searching for the vehicle and, within minutes, located it traveling east on E. Sprague Avenue
near Pines Road. They confirmed the license plate and activated their emergency lights to conduct a
traffic stop in the 13000 block of E. Sprague Avenue. During the traffic stop, they detained the four
individuals inside the vehicle. Deputies confirmed that the SUV was reported stolen to the Spokane
Police Department earlier in the month, after the victim left it running unattended to warm up. The
23-year-old male driver is a five-time convicted felon and he was advised of his rights. The suspect
invoked his right to remain silent and declined to answer questions. A 30-year-old male passenger
provided a false name to the deputies. After additional investigation, they confirmed his real identity
and learned he had six active misdemeanor warrants for his arrest (two counts of Possession of a
th
Controlled Substance, two counts of Violation of a Court Order of Protection, Assault 4 Degree, and
rd
Theft 3 Degree).After interviewing the other two passengers, deputies did not establish probable
cause to charge them with a crime, and they were released. The 23-year-old male was transported and
booked into the Spokane County Jail for Possession of a Stolen Motor Vehicle, a felony. The 30-year-
old male suspectwas transported and booked into the Spokane County Jail for his six warrants, two
counts of Possession of a Controlled Substance, two counts of Violation of a Court Order of Protection,
thrd
Assault 4 Degree, and Theft 3 Degree, and a new charge of Possession of a Controlled Substance.
U.S. Marshals Service and Spokane County Sheriff’s Office Real Time Crime Center Locate
and Arrest Non-Compliant Sex Offender in Spokane Valley - Spokane Valley, Washington -In
late February, the United States Marshals Service Pacific Northwest Violent Offender Task Force,
with the support of the Spokane County Sheriff’s Office Real Time Crime Center (RTCC), located
and arrested a male suspectnear the 15000 block of E 24th Ave in Spokane Valley.The suspect was
wanted on a Washington State Department of Corrections warrant for failing to comply with the terms
and conditions of his probation stemming from convictions for Rape in the Third Degree involving a
15-year-old female and Communication with a Minor for Immoral Purposes, and he was additionally
arrested on a Spokane County Superior Court warrant for Failure to Register as a Sex Offender.The
U.S. Marshals Service is committed to assisting state, local, and tribal law enforcement in
investigating, pursuing, locating, and apprehending non-compliant sexoffenders who fail to
Page 5
comply with their sex offender registration requirements, placing the highest priority on those who
have committed violent acts and crimes against children.The arrest and investigation were conducted
by members of the United States Marshals Service Pacific Northwest Violent Offender Task Force,
the Spokane County Sheriff’s Office – Major Crimes, Spokane County Sheriff’s Office Real Time
Crime Center (RTCC), and the Washington State Department of Corrections - Community Response
Unit (CRU)
FREE 2026 Washington State Boater Education Classes
Although it’s not summer yet, it will be boating season before you know it, and we want you to
be prepared. The Spokane County Sheriff’s Office Marine Unit invites you to attend one of their
scheduled FREE Washington State Boater Education Classes.
Effective January 1, 2014, every person born after January 1, 1955, is required to have the
Boater Education Card to operate any vessel with 15 or more horsepower. This applies to
Washington State residents operating vessels on Washington waterways.
Classes will be held on the following dates, from 9 am – 4 pm, at the Spokane County Sheriff’s
Office Training Center, 13033 W. SR 902, Spokane, WA 99224.
April 25, 2026
May 16, 2026
June 13, 2026
June 27, 2026
July 11, 2026
August 8, 2026
Additional Information
What is the Boater Education Card?
The Boater Education Card is proof that you have successfully completed all of the components of an
approved boater safety course. This card allows boating in Washington.
** Exemptions
Education is not required if:
Your vessel has an engine that is under 15 hp.
You were born prior to January 1, 1955.
You hold a valid U.S. Coast Guard Marine Operator’s License.
You Must Carry the Card
Vessel operators who are required to have the Washington Boater Card must carry the card on board
the vessel and have it available for inspection by an enforcement officer. Not carrying your
Washington Boater Card when required can result in a $99 fine.
Questions? Please contact Deputy J. Ebel at jmebel@spokanesheriff.gov
Page 6
Sheriff’s Community Oriented Policing Effort (SCOPE):
February Monthly Events:
There were no events for the month of February.
Volunteer Hours:
*Includes estimated volunteer service hours that are provided in the City of Spokane Valley. These two locations cover
both Spokane Valley and the unincorporated portion of the county.
December:
Location# VolunteersAdmin Hours L.E. Hours Total Hours
Central Valley1324892340
East Valley* 10 91 25.5 116.5
Edgecliff384.523107.5
University13 131.5 46 177.5
West Valley* 10 172.5 23 195.5
TOTALS 49 727.5 209.5 937
Volunteer Value ($41.70 per hour) $39,072.90 for February 2026
Handicap Parking Patrols:
Spokane Valley
# of Disabled # of # of Non -
# of Vol. # of Hrs. Infractions Warnings Disabled
Issued Issued Infractions Issued
January0000
0
February0000
0
March
April
May
June
July
August
September
October
November
December
Total
# of Disabled # of # of Non -
# of Vol. # of Hrs.Infractions Warnings Disabled
Issued Issued Infractions Issued
Spokane County
Page 7
January0000
0
February0000
0
March
April
May
June
July
August
September
October
November
December
Total
Latent Fingerprint Team:
TotalSpokane Valley Total
Incidents given to team 4123
Appointments made 2518
No shows5 2
Prints lifted4235
Business/Vacation Checks:
Business Checks = 9Vacation Checks = 4
Graffiti:
The Graffiti Team was not active in February.
SCOPE Incident Response Team (SIRT):
Current number of members 12
On-Scene Hours (including travel time) responding to County = 18 Spokane Valley = 22
crime scenes, motor vehicle accidents and providing
traffic control
Special Events: NoneCounty = 0 Spokane Valley = 0
Total Volunteer Hours for the month 616
Current YTD Volunteer Hours 1243
Abandoned Vehicles:
The team for handling abandoned vehicles is again active. There were two volunteers working in both
January and February. In January, there were 11 vehicles tagged. In February, there were 5 vehicles
tagged and 4 were towed.
***************************
Page 8
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Burglary -Spokane Valley
Time Period: February 2026
80
70
60
50
2021
2022
40
2023
30
2024
2025
20
2026
10
-
202120222023202420252026
January 53 57 54 45 49 34
February 45 40 56 55 32 34
March 43 64 48 38 54 -
April 41 50 66 60 41 -
May 49 43 47 55 52 -
June 44 48 48 56 39 -
July 54 51 43 45 31 -
August 59 67 50 54 27 -
September 39 54 56 45 48 -
October 38 57 54 42 36 -
November 62 64 36 54 53 -
December 55 40 41 67 44 -
DƩğƓķ ƚƷğƌ ЎБЋ ЏЌЎ ЎВВ ЏЊЏ ЎЉЏ ЏБ
* IBR Offense: Burglary/Breaking & Entering 220
Produced: 03/11/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Rape -Spokane Valley
Time Period: February 2026
12
10
8
2021
2022
6
2023
2024
4
2025
2026
2
-
202120222023202420252026
January 2 10 5 - 2 2
February 3 2 9 4 3 3
March 5 6 6 4 1 -
April 5 7 7 3 4 -
May 7 2 7 1 5 -
June 4 4 7 2 2 -
July 4 - 2 1 5 -
August 5 4 6 4 1 -
September 3 5 8 6 1 -
October - 2 10 5 1 -
November 4 7 3 3 3 -
December 4 4 5 5 3 -
DƩğƓķ ƚƷğƌ ЍЏ ЎЌ АЎ ЌБ ЌЊ Ў
*IBR Offense: Rape - Forcible 11A, Sodomy - Forcible 11B,
Sexual Assault with Object 11C
Produced: 03/11/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Assault -Spokane Valley
Time Period: February 2026
100
90
80
70
60
2021
2022
50
2023
40
2024
30
2025
20
2026
10
-
202120222023202420252026
January 72 74 81 71 55 93
February 52 81 62 63 68 57
March 65 93 75 79 73 -
April 69 75 88 69 60 -
May 70 65 59 84 68 -
June 56 68 74 95 68 -
July 79 60 78 80 91 -
August 68 81 70 72 63 -
September 61 79 71 73 93 -
October 74 94 68 65 91 -
November 54 75 58 56 64 -
December 90 66 59 64 84 -
DƩğƓķ ƚƷğƌ БЊЉ ВЊЊ БЍЌ БАЊ БАБ ЊЎЉ
* IBR Offense: Aggravated Assault 13A & Simple Assault
13B
Produced: 03/11/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Robbery -Spokane Valley
Time Period: February 2026
16
14
12
10
2021
2022
8
2023
6
2024
2025
4
2026
2
-
202120222023202420252026
January 8 6 8 3 3 5
February 6 4 5 2 3 3
March 5 3 4 4 2 -
April 9 2 8 7 2 -
May 7 5 6 4 2 -
June 3 7 6 1 4 -
July 5 5 6 6 4 -
August 6 15 4 2 5 -
September 4 2 2 4 4 -
October 7 5 4 6 5 -
November 4 6 3 4 3 -
December 7 11 6 - 4 -
DƩğƓķ ƚƷğƌ АЊ АЊ ЏЋ ЍЌ ЍЊ Б
* IBR Offense: Robbery 120
Produced: 03/11/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Motor Vehicle Theft -Spokane Valley
Time Period: February 2026
90
80
70
60
2021
50
2022
40
2023
2025
30
2026
20
2022
10
-
202120222023202420252026
January 29 39 33 23 24 31
February 25 35 21 34 21 17
March 25 57 31 18 17 -
April 24 42 33 33 30 -
May 28 43 46 31 19 -
June 26 34 39 27 37 -
July 24 51 78 25 24 -
August 41 67 40 28 29 -
September 40 44 43 37 26 -
October 42 51 36 28 28 -
November 54 65 19 21 25 -
December 55 48 37 29 26 -
DƩğƓķ ƚƷğƌ ЍЊЌ ЎАЏ ЍЎЏ ЌЌЍ ЌЉЏ ЍБ
* IBR Offense: Motor Vehicle Theft 240
Produced: 03/11/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Theft From Motor Vehicle (Vehicle Prowl) -Spokane Valley
Time Period: February 2026
140
120
100
2021
80
2022
2023
60
2024
40
2025
2026
20
-
202120222023202420252026
January 87 78 67 49 64 59
February 105 89 55 62 34 43
March 75 97 67 61 48 -
April 86 73 49 52 57 -
May 77 57 86 54 66 -
June 69 73 56 53 88 -
July 66 67 57 37 50 -
August 116 73 54 51 62 -
September 127 72 61 43 63 -
October 120 84 50 68 65 -
November 79 92 45 47 62 -
December 84 80 69 75 68 -
DƩğƓķ ƚƷğƌ ЊͲЉВЊ ВЌЎ АЊЏ ЏЎЋ АЋА ЊЉЋ
* IBR Offense: Theft From Motor Vehicle 23F
Produced: 03/11/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Damage/Destruction/Vandalism (MALMS) -Spokane Valley
Time Period: February 2026
250
200
150
2021
2022
100
2023
2025
2026
50
-
202120222023202420252026
January 131 136 165 103 121 131
February 121 133 130 134 98 101
March 104 195 135 119 121 -
April 132 174 139 114 104 -
May 133 150 163 131 148 -
June 158 176 157 146 125 -
July 133 133 165 136 128 -
August 176 164 131 142 117 -
September 163 151 121 128 125 -
October 196 158 109 125 105 -
November 141 169 96 124 120 -
December 128 135 126 144 121 -
DƩğƓķ ƚƷğƌ ЊͲАЊЏ ЊͲБАЍ ЊͲЏЌА ЊͲЎЍЏ ЊͲЍЌЌ ЋЌЋ
IBR Offense: Destruction/Damage/Vandalism 290
Produced: 03/11/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Homicide -Spokane Valley
Time Period: February 2026
3
2
2
2021
2022
2023
1
2024
2025
1
2026
-
202120222023202420252026
January - - - - - -
February 1 1 1 - - -
March 1 - - - - -
April 1 - - - - -
May - 1 - - 1 -
June - - 1 - - -
July 1 - - 1 - -
August 1 - - 1 - -
September 1 - 1 - - -
October 2 1 - - - -
November 1 - - - - -
December - - - - - -
DƩğƓķ ƚƷğƌ В Ќ Ќ Ћ Њ Ώ
*IBR Offense: Murder/Non-Negligent Manslaughter 09A
Produced: 03/11/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Identity Theft -Spokane Valley
Time Period: February 2026
25
20
15
2021
2022
2023
10
2024
2025
5
2026
-
202120222023202420252026
January 12 10 17 13 10 15
February 18 23 12 10 13 8
March 20 15 15 18 17 -
April 23 10 23 17 14 -
May 18 7 12 16 11 -
June 12 14 15 10 18 -
July 13 14 7 7 9 -
August 22 14 14 14 7 -
September 22 6 13 12 14 -
October 16 10 9 18 16 -
November 13 15 12 13 9 -
December 13 9 10 13 8 -
DƩğƓķ ƚƷğƌ ЋЉЋ ЊЍА ЊЎВ ЊЏЊ ЊЍЏ ЋЌ
*IBR Offense: Identity Theft 26F
Produced: 03/11/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
DUI -Spokane Valley
Time Period: February 2026
45
40
35
30
2021
25
2022
20
2023
2024
15
2025
10
2026
5
-
202120222023202420252026
January 21 29 19 13 9 11
February 24 28 28 18 18 25
March 15 25 27 24 17 -
April 18 23 25 15 17 -
May 20 19 35 13 16 -
June 30 17 24 25 20 -
July 17 23 27 20 19 -
August 7 29 16 22 18 -
September 19 21 21 25 26 -
October 25 27 23 22 26 -
November 19 24 18 19 27 -
December 34 20 42 15 18 -
DƩğƓķ ƚƷğƌ ЋЍВ ЋБЎ ЌЉЎ ЋЌЊ ЋЌЊ ЌЏ
* IBR Offense: DUI 90D
Produced: 03/11/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Drugs -Spokane Valley
Time Period: February 2026
60
50
40
2021
30
2023
2024
20
2025
2026
10
-
202120222023202420252026
January 31 - 7 27 21 27
February 36 4 1 30 26 34
March 4 6 5 27 20 -
April 2 6 5 28 34 -
May 4 6 4 26 39 -
June 2 6 2 20 25 -
July - 9 4 34 23 -
August 3 5 22 28 30 -
September 1 8 53 17 24 -
October 1 2 39 20 34 -
November 1 6 41 22 25 -
December 6 6 31 30 36 -
DƩğƓķ ƚƷğƌ ВЊ ЏЍ ЋЊЍ ЌЉВ ЌЌА ЏЊ
* IBR Offense: Drugs/Narcotics Violations 35A and Drug
Equipment Violations 35B
Produced: 03/11/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Fraud -Spokane Valley
Time Period: February 2026
120
100
80
2021
2022
60
2023
2024
40
2025
2026
20
-
202120222023202420252026
January 64 55 55 67 61 71
February 57 80 67 78 57 53
March 97 56 80 85 71 -
April 96 55 76 85 70 -
May 63 56 73 91 74 -
June 63 49 59 71 73 -
July 81 58 70 61 60 -
August 92 77 62 80 58 -
September 79 64 55 63 74 -
October 59 66 63 81 54 -
November 70 52 56 62 63 -
December 66 62 57 65 57 -
DƩğƓķ ƚƷğƌ ББА АЌЉ ААЌ ББВ ААЋ ЊЋЍ
* IBR Offense: Pretenses/Swindling/Con Games 26A, Fraud - Credit Card/ATM 26B, and
Fraud - False & Fraud - Impersonation 26C
Produced: 03/11/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Forgery -Spokane Valley
Time Period: February 2026
16
14
12
10
2021
2022
8
2023
6
2024
2025
4
2026
2
-
202120222023202420252026
January 13 4 12 11 8 7
February 8 11 12 9 7 4
March 10 9 15 6 9 -
April 10 9 14 7 9 -
May 10 7 11 11 14 -
June 6 14 6 7 7 -
July 13 9 14 11 7 -
August 2 7 15 6 9 -
September 14 7 8 11 7 -
October 11 11 9 12 14 -
November 14 12 8 11 8 -
December 8 9 7 12 5 -
DƩğƓķ ƚƷğƌ ЊЊВ ЊЉВ ЊЌЊ ЊЊЍ ЊЉЍ ЊЊ
*IBR Offense: Counterfeiting/Forgery 250
Produced: 03/11/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Theft -Spokane Valley
Time Period: February 2026
300
250
200
2021
2022
150
2023
2024
100
2025
2026
50
-
202120222023202420252026
January 196 197 202 182 171 185
February 185 198 158 189 193 151
March 193 203 159 202 174 -
April 185 198 175 209 142 -
May 161 179 209 197 189 -
June 185 219 218 208 207 -
July 156 234 181 172 172 -
August 176 233 146 197 214 -
September 194 190 152 200 188 -
October 210 221 194 207 199 -
November 201 240 150 167 200 -
December 200 190 183 226 188 -
DƩğƓķ ƚƷğƌ ЋͲЋЍЋ ЋͲЎЉЋ ЋͲЊЋА ЋͲЌЎЏ ЋͲЋЌА ЌЌЏ
* IBR Offense: Theft - Pocket-Picking 23A, Theft - Purse-Snatching 23B, Theft - Shoplifting 23C, Theft
From Building 23D, Theft From Coin-Operated Machine 23E, Theft of Motor Vehicle Parts/Accessories
23G, and Theft-All Other 23H
Produced: 03/11/2026
Duration (hh:mm:ss)
Duration (hh:mm:ss)
Μ Duration (hh:mm:ssDuration (hh:mm:ss)
Duration (hh:mm:ss)Duration (hh:mm:ss)
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Call ActivityHeat Maps -Spokane Valley
February 2026
Citizen Calls by Day of Week and Hour
{ǒƓķğǤaƚƓķğǤǒĻƭķğǤĻķƓĻƭķğǤŷǒƩƭķğǤCƩźķğǤ{ğƷǒƩķğǤƚƷğƌ
0 12 10 8 10 10 10 9 69
1 16 10 4 8 8 9 10 65
2 17 11 6 11 3 5 11 64
3 8 6 11 4 3 8 4 44
4 1 6 5 5 3 9 5 34
5 1 7 3 5 6 6 10 38
6 3 8 10 7 4 9 7 48
7 4 16 14 15 14 13 13 89
8 14 30 30 30 11 18 10 143
9 11 26 27 21 29 23 16 153
10 17 33 29 19 23 30 25 176
11 32 31 26 22 35 29 25 200
12 24 33 24 27 17 31 24 180
13 26 20 27 33 15 26 22 169
14 28 24 27 21 22 44 29 195
15 18 30 28 35 30 39 31 211
16 22 34 24 27 29 30 20 186
17 17 18 44 24 30 23 31 187
18 25 26 24 23 22 22 27 169
19 35 18 26 25 26 20 29 179
20 16 16 22 24 12 24 25 139
21 23 18 15 19 18 19 40 152
22 15 16 12 14 8 20 23 108
23 11 5 11 13 17 15 23 95
ƚƷğƌ ЌВЏ ЍЎЋ ЍЎА ЍЍЋ ЌВЎ ЍБЋ ЍЏВ ЌͲЉВЌ
Total Deputy Involved Incidents by Day of Week and Hour
{ǒƓķğǤaƚƓķğǤǒĻƭķğǤĻķƓĻƭķğǤŷǒƩƭķğǤCƩźķğǤ{ğƷǒƩķğǤƚƷğƌ
0 20 8 11 10 13 15 15 92
1 19 4 7 9 16 13 16 84
2 18 11 9 18 10 7 14 87
3 9 4 11 5 5 5 7 46
4 1 7 3 7 2 5 3 28
5 6 10 8 9 11 11 12 67
6 5 7 19 21 14 15 16 97
7 14 23 22 21 34 19 10 143
8 16 25 39 46 31 25 9 191
9 14 29 52 27 44 33 22 221
10 17 32 41 28 33 35 24 210
11 22 27 28 43 42 33 27 222
12 20 17 28 42 30 32 27 196
13 22 22 41 39 26 32 26 208
14 20 21 35 29 21 34 34 194
15 14 26 33 38 24 34 25 194
16 13 30 23 23 28 22 18 157
17 18 18 23 20 28 16 26 149
18 20 20 18 18 17 23 23 139
19 24 16 22 24 31 27 33 177
20 28 24 25 26 22 22 31 178
21 27 18 18 26 22 23 57 191
22 18 18 15 21 15 20 28 135
23 7 8 13 21 20 20 28 117
ƚƷğƌ ЌВЋ ЍЋЎ ЎЍЍ ЎАЊ ЎЌВ ЎЋЊ ЎЌЊ ЌͲЎЋЌ
tƩƚķǒĭĻķʹ ЉЌΉЊЊΉЋЉЋЏ
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Citizen CallFor Service (CFS) -Spokane Valley
Time Period: February 2026
6,000
5,000
4,000
2021
2022
3,000
2023
2024
2,000
2025
2026
1,000
-
CallSource(Multiple Items)
202120222023202420252026
January 3,680 3,792 3,917 3,919 3,663 3,577
February 3,342 3,652 3,681 3,612 3,394 3,093
March 4,052 4,475 4,277 4,029 2,553
April 4,078 4,072 4,392 4,169 3,908
May 4,415 4,382 5,115 4,271 4,241
June 4,810 4,463 5,176 4,466 4,431
July 4,993 4,880 5,163 4,801 4,891
August 4,583 4,840 4,951 4,449 4,572
September 4,397 4,504 4,520 4,405 4,415
October 4,471 4,408 4,331 4,166 4,291
November 3,966 3,874 3,843 3,611 3,605
December 4,252 3,850 3,825 3,864 3,818
DƩğƓķ ƚƷğƌ ЎЊͲЉЌВ ЎЊͲЊВЋ ЎЌͲЊВЊ ЍВͲАЏЋ ЍАͲАБЋ ЏͲЏАЉ
ΫĻǣĭƌǒķĻƭ ĭğƌƌƭ ŷğƓķƌĻķ ĬǤ /ƩźƒĻ /ŷĻĭƉ ƚƓƌǤ Produced: 03/11/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Citizen CFS With DeputyResponse -Spokane Valley
Time Period: February 2026
3,000
2,500
2,000
2021
2022
1,500
2023
2024
1,000
2025
2026
500
-
CFS_OICFS
GroupSV
202120222023202420252026
January 2,295 2,181 2,294 2,185 1,971 2,204
February 2,073 2,125 2,105 2,041 2,011 2,002
March 2,399 2,663 2,477 2,131 1,552
April 2,475 2,318 2,487 2,152 2,329
May 2,605 2,529 2,732 2,295 2,418
June 2,712 2,463 2,651 2,295 2,433
July 2,544 2,530 2,659 2,401 2,739
August 2,528 2,741 2,558 2,325 2,584
September 2,312 2,666 2,450 2,280 2,460
October 2,453 2,510 2,449 2,226 2,430
November 2,221 2,273 2,264 1,957 2,188
December 2,326 2,224 2,201 1,999 2,277
DƩğƓķ ƚƷğƌ ЋБͲВЍЌ ЋВͲЋЋЌ ЋВͲЌЋА ЋЏͲЋБА ЋАͲЌВЋ ЍͲЋЉЏ
Produced: 03/11/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
CitizenCFS Without Deputy Response -Spokane Valley
Time Period: February 2026
3,000
2,500
2,000
2017
2018
1,500
2019
2020
1,000
2021
2022
500
-
202120222023202420252026
January 1,385 1,611 1,623 1,734 1,692 1,373
February 1,269 1,527 1,576 1,571 1,383 1,091
March 1,653 1,812 1,800 1,898 1,001
April 1,603 1,754 1,905 2,017 1,579
May 1,810 1,853 2,383 1,976 1,823
June 2,098 2,000 2,525 2,171 1,998
July 2,449 2,350 2,504 2,400 2,152
August 2,055 2,099 2,393 2,124 1,988
September 2,085 1,838 2,070 2,125 1,955
October 2,018 1,898 1,882 1,940 1,861
November 1,745 1,601 1,579 1,654 1,417
December 1,926 1,626 1,624 1,865 1,541
DƩğƓķ ƚƷğƌ ЋЋͲЉВЏ ЋЊͲВЏВ ЋЌͲБЏЍ ЋЌͲЍАЎ ЋЉͲЌВЉ ЋͲЍЏЍ
Produced: 03/11/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Deputy Initiated Incidents -Spokane Valley
Time Period: February 2026
2,000
1,800
1,600
1,400
1,200
2021
2022
1,000
2023
800
2024
600
2025
400
2026
200
-
GroupSV
CFS_OIOI
202120222023202420252026
January 1,114 848 1,616 1,637 1,721 1,451
February 983 771 1,472 1,515 1,416 1,521
March 1,000 1,252 1,879 1,411 939
April 997 967 1,436 1,469 1,669
May 1,003 1,207 1,449 1,277 1,498
June 1,155 1,068 1,237 1,125 1,667
July 767 1,197 1,369 1,457 1,664
August 567 1,239 1,550 1,284 1,701
September 725 1,160 1,573 1,388 1,469
October 813 1,132 1,612 1,432 1,896
November 1,102 1,177 1,655 1,481 1,480
December 907 917 1,509 1,324 1,453
DƩğƓķ ƚƷğƌ ЊЊͲЊЌЌ ЊЋͲВЌЎ ЊБͲЌЎА ЊЏͲБЉЉ ЊБͲЎАЌ ЋͲВАЋ
Produced: 03/11/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Total Deputy Involved Incidents -Spokane Valley
Time Period: February 2026
5,000
4,500
4,000
3,500
3,000
2021
2022
2,500
2023
2,000
2024
1,500
2025
1,000
2026
500
-
GroupAll
CFS_OIAll
202120222023202420252026
January 3,409 3,029 3,910 3,822 3,692 3,655
February 3,056 2,896 3,577 3,556 3,427 3,523
March 3,399 3,915 4,356 3,542 2,491
April 3,472 3,285 3,923 3,621 3,998
May 3,608 3,736 4,181 3,572 3,916
June 3,867 3,531 3,888 3,420 4,100
July 3,311 3,727 4,028 3,858 4,403
August 3,095 3,980 4,108 3,609 4,285
September 3,037 3,826 4,023 3,668 3,929
October 3,266 3,642 4,061 3,658 4,326
November 3,323 3,450 3,919 3,438 3,668
December 3,233 3,141 3,710 3,323 3,730
DƩğƓķ ƚƷğƌ ЍЉͲЉАЏ ЍЋͲЊЎБ ЍАͲЏБЍ ЍЌͲЉБА ЍЎͲВЏЎ АͲЊАБ
Produced: 03/11/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Crime Check CallFor Service (CFS) -Spokane Valley
Time Period: February 2026
900
800
700
600
2021
500
2022
400
2023
2024
300
2025
200
2026
100
-
202120222023202420252026
January 622 352 580 646 651 733
February 659 458 556 715 636 724
March 760 529 656 740 432
April 739 477 656 711 688
May 767 509 685 746 745
June 736 502 655 764 755
July 723 523 664 737 744
August 728 563 647 835 827
September 656 551 568 720 818
October 603 658 537 844 735
November 500 609 521 665 670
December 480 483 556 724 661
DƩğƓķ ƚƷğƌ АͲВАЌ ЏͲЋЊЍ АͲЋБЊ БͲБЍА БͲЌЏЋ ЊͲЍЎА
Produced: 03/11/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
CAD Call Type COP -Spokane Valley
Time Period: February 2026
300
250
200
2023
150
2024
2025
100
2026
50
-
CallTypeCOP
GroupSV
2023202420252026
January 120 39 28
February 87 43 37
March 9 73 36
April 94 51 36
May 75 64 42
June 57 45 28
July 34 53 38
August 44 47 31
September 51 43 24
October 129 38 37
November 243 30 28
December 184 25 36
DƩğƓķ ƚƷğƌ ВЋЉ ЏАЏ ЍЊБ ЏЎ
Produced: 03/11/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Ticket Charge Details -SpokaneValley
Date Range: February 2026
ChargeCount
204.21.040: HEADLAMP VIOLATION1
46.12.550.1: OPERATE VEH W/O VAL CERT OF TITLE2
46.12.650.8: FAIL TO TRANSFER TITLE W/I 45 DAYS4
46.16A.030.2: OPER VEH W/O CRNT/PRPR REG & PLATE5
46.16A.030.4: FAIL TO INITIALLY REGISTER VEHICLE4
46.16A.030.5.L: FL RENEW EXPIRED REG <= 2 MTHS12
46.16A.030.5.O: FL RENEW EXPIRED REG >2 MTHS44
46.16A.180.1: FAIL TO SIGN/CARRY/DISPLAY VEH REG1
46.16A.180.2: OPER/POSSESS VEH W/O REGISTRATION2
46.16A.200.7A: DISPLAY PLATE NOT ISSUED BY DOL1
46.16A.200.7B: DISPLAY CHANGED/DISFIGURED PLATE1
46.16A.200.7D: VEH PLATE NOT VALID/IMPROPER ATTACH1
46.16A.320.3A: TRIP PERMIT VIOLATION-USAGE1
46.16A.320.6: TRIP PERMIT VIOLATION1
46.20.005: DRIVING WITHOUT A LICENSE2
46.20.015: DRIVING MOTOR VEHICLE WITH AN EXPIRED LICENSE WITH VALID IDENTIFICATION27
46.20.017: LICENSE NOT IN POSSESSION3
46.20.342.1B: DWLS 2ND DEGREE5
46.20.500: CYCLE(OPERATE W/O ENDORSEMENT)4
46.20.740: MV IGNITION INTERLOCK DRIVE VEH WO6
46.30.020: OPERATING A MOTOR VEHICLE WITHOUT INSURANCE55
46.37.020: LAMPS, OPERATE VEH WO HEADLGHT WHEN REQ3
46.37.040: LAMPS, HEADLAMPS REQ1
46.37.050: DEFECTIVE LIGHTS5
46.37.150: LAMPS, LIGHTING VIO COLOR-LOCATION, PARK-STOP1
46.37.200: LAMPS, DEFECT TURN SIGNALS-STOP LAMPS2
46.37.230.2: FAIL DIM LIGHTS TO ONCOMING VEHICLE1
46.37.270: DRIVE WITHOUT TWO HEADLIGHTS1
46.37.390.3.1: MODIFIED EXHAUST, 1ST OFFENSE1
46.37.530.1C: OPERATE/RIDE MOTORCYCLE WITHOUT HELMET1
46.52.010.1: HIT/RUN UNATTENDED VEHICLE1
46.52.010.2.C: HIT AND RUN UNATTENDED-AID/ABET2
46.52.010.2: HIT/RUN UNATTENDED PROPERTY2
46.52.020: OLD CODE:VEH(HIT/RUN PERSON AT2
46.61.050: DISREGARD TRAFFIC SIGNAL SIGN3
46.61.055: FAIL TO OBEY TRAFFIC CONTROL LEGEND4
46.61.140: IMPROPER LANE USAGE2
46.61.145.1: FOLLOW VEHICLE TOO CLOSELY5
46.61.180.1: FAIL TO YIELD TO VEHICLE APPROACHING INTERSECTION7
46.61.185.1: FAIL YIELD LEFT TURN MOTOR VEHICLE2
46.61.190.2: FAIL STOP AT STOP SIGN/INTERSECTION11
46.61.200: FAIL TO STOP AT INTERSECTION/STOP SIGN1
46.61.290: TURN, PROHIBIT-IMPROPER2
46.61.305.2: IMPROPER LANE CHANGE (100 FT NOTICE)1
46.61.400.05: SPEED 5 MPH OVER (OVER 40)2
46.61.400.05U: SPEED 5 OVER (40 OR UNDER)72
46.61.400.08U: SPEED 8 OVER (40 OR UNDER)1
46.61.400.1: SPEEDING TOO FAST FOR CONDITIONS4
46.61.400.10: SPEED 10 OVER (OVER 40)4
46.61.400.10U: SPEED 10 OVER (40 OR UNDER)45
46.61.400.11U: SPEED 11 OVER (40 OR UNDER)3
46.61.400.12U: SPEED 12 OVER (40 OR UNDER)2
Produced: 3/11/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Ticket Charge Details -SpokaneValley
Date Range: February 2026
ChargeCount
46.61.400.13: SPEED 13 OVER (OVER 40)1
46.61.400.13U: SPEED 13 OVER (40 OR UNDER)2
46.61.400.14U: SPEED 14 OVER (40 OR UNDER)2
46.61.400.15U: SPEED 15 OVER (40 OR UNDER)7
46.61.400.16: SPEED 16 OVER (OVER 40)1
46.61.400.16U: SPEED 16 OVER (40 OR UNDER)5
46.61.400.17U: SPEED 17 OVER (40 OR UNDER)6
46.61.400.18: SPEED 18 OVER (OVER 40)1
46.61.400.18U: SPEED 18 OVER (40 OR UNDER)2
46.61.400.19U: SPEED 19 OVER (40 OR UNDER)2
46.61.400.20: SPEED 20 OVER (OVER 40)2
46.61.400.20U: SPEED 20 OVER (40 OR UNDER)1
46.61.400.21: SPEED 21 OVER (OVER 40)1
46.61.400.22U: SPEED 22 OVER (40 OR UNDER)1
46.61.400.24U: SPEED 24 OVER (40 OR UNDER)1
46.61.400.25: SPEED 25 OVER (OVER 40)1
46.61.400.26U: SPEED 26 OVER (40 OR UNDER)2
46.61.400.40: SPEED 40 OVER (OVER 40)1
46.61.400.40U: SPEED 40 OVER (40 OR UNDER)1
46.61.400.45: SPEED 45 OVER (OVER 40)1
46.61.440.01-05: SCHOOL/PLAYGROUND CROSSWALK SPEED 1-5 MPH OVER24
46.61.440.06-10: SCHOOL/PLAYGROUND CROSSWALK SPEED 6-10 MPH OVER1
46.61.500: RECKLESS DRIVING3
46.61.502: OLD CODE:VEH(DWUIL/DRUG)NEW21
46.61.503: DRIVER <21 YO CONSUME ALCOHOL/MARIJU1
46.61.504: OLD CODE:VEH(PHY/UNIL/DRUG)NEW2
46.61.605.1: UNSAFE OR IMPROPER BACKING2
46.61.672.1: PER ELECTRONIC DEVICE WHILE DRIVING15
46.61.688: FAIL TO WEAR SAFETY BELT9
66.44.270.3A: MINOR POSS AND/OR CONSUMPTION LIQUOR1
69.50.4013.1A: POSSESSION OF CONTROLLED SUBSTANCE18
69.50.412.1: USE OF DRUG PARAPHERNALIA1
7.105.450.1: PROTECTION ORDER VIOLATION13
70A.15.5010: OUTDOOR BURN PROHIBITED SUBSTANCES2
9.41.050.2A: PISTOL-LOADED IN VEHICLE W/O PERMIT1
9.41.230: WEAPONS VIO, AIM-DISCHARGE FIREARM-DANGEROUS WEAPON1
9.41.250: WEAPONS VIO, POSS DANGEROUS WEAPON \[POSSESS\]1
9A.36.041.2: ASSAULT 4TH DEGREE26
9A.46.020.1: HARASSMENT1
9A.48.090.1A: MALICIOUS MISCHIEF-3D1
9A.48.090: MALICIOUS MISCHIEF-37
9A.52.070: TRESPASS 17
9A.52.080.1: CRIMINAL TRESPASS SECOND DEGREE1
9A.56.050: OLD CODE: THEFT-3D14
9A.76.020: OBSTRUCT LE OFF5
9A.76.080.2A: CRIMINAL ASSISTANCE-21
9A.76.175: OBSTRUCT GOVT-MAKING FALSE OR MISLEADING STATEMENT TO PUBLIC SERVANT2
9A.84.030: DISORDERLY CONDUCT1
SV7.50.020: UNLAWFUL CAMPING1
Grand Total600
Produced: 3/11/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Criminal Ticket Counts -Spokane Valley
Time Period: February 2026
250
200
150
2021
2022
2023
100
2024
2025
502026
-
MapGroupsAll
TicketType(Multiple Items)
202120222023202420252026
January 124 127 163 140 105 146
February 128 109 142 126 124 127
March 117 155 143 141 141
April 123 136 130 134 127
May 126 123 166 144 113
June 125 132 136 136 117
July 107 153 137 134 133
August 88 177 140 139 122
September 110 129 160 125 158
October 112 140 146 112 198
November 115 139 158 130 153
December 117 114 178 126 159
DƩğƓķ ƚƷğƌ ЊͲЌВЋ ЊͲЏЌЍ ЊͲАВВ ЊͲЎБА ЊͲЏЎЉ ЋАЌ
*Ticket type of Criminal Non Traffic & Criminal Traffic Produced: 03/11/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
Non -Criminal Ticket Counts -Spokane Valley
Time Period: February 2026
800
700
600
500
2021
2022
400
2023
300
2024
2025
200
2026
100
-
MapGroupsAll
TicketType(Multiple Items)
202120222023202420252026
January 195 193 543 516 526 320
February 172 156 464 460 476 364
March 166 253 539 390 383
April 198 201 320 398 386
May 212 408 450 318 406
June 353 224 363 222 686
July 284 187 416 310 503
August 132 211 605 273 404
September 178 250 499 375 349
October 216 236 491 397 587
November 295 364 504 374 292
December 157 202 382 414 263
DƩğƓķ ƚƷğƌ ЋͲЎЎБ ЋͲББЎ ЎͲЎАЏ ЍͲЍЍА ЎͲЋЏЊ ЏБЍ
*Ticket Type of Infraction Non Traffic & Infraction Traffic Produced: 03/11/2026
SPOKANE COUNTY SHERIFF'SOFFICE
Regional Intelligence Group9
All Ticket Counts -Spokane Valley
Time Period: February 2026
900
800
700
600
2021
500
2022
400
2023
2024
300
2025
200
2026
100
-
MapGroupsAll
TicketTypeAll
202120222023202420252026
January 319 320 706 656 631 466
February 300 265 606 586 600 491
March 283 408 682 531 524
April 321 337 450 532 513
May 338 531 616 462 519
June 478 356 499 358 803
July 391 340 553 444 636
August 220 388 745 412 526
September 288 379 659 500 507
October 328 376 637 509 785
November 410 503 662 504 445
December 274 316 560 540 422
DƩğƓķ ƚƷğƌ ЌͲВЎЉ ЍͲЎЊВ АͲЌАЎ ЏͲЉЌЍ ЏͲВЊЊ ВЎА
*All ticket types except parking Produced: 03/11/2026
DRAFT
ADVANCE AGENDA
as of April 23, 2026; 9:00 a.m.
Please note this is a work in progress; items are tentative
To: Council & Staff
From: City Clerk, by direction of City Manager
Re: Draft Schedule for Upcoming Council Meetings
May 5, 2026 Formal B Meeting, 6:00 p.m. \[due Tue April 28\]
1. Second Read: Ordinance 26-005 Virtual Currency Kiosks Caitlin Prunty (10 minutes)
2. Second Read: Ordinance 26-006 Opportunity Fund CTA Kelly Konkright, Mike Basinger (10 minutes)
3. Admin Report: Recap of the 2026 State Legislative Session Virginia Clough, Briahna Murray (20 minutes)
4. Admin Report: School Zone Speed Limit Modifications & CV School Speed Zone Jerremy Clark (10 minutes)
5. Admin Report: Parks & Rec. Summer Season Preview Presentation Kendall May (15 minutes)
6. Admin Report: 2026 Budget Amendment Chelsie Walls (10 minutes)
\[*estimated meeting: 75 mins\]
May 12, 2026 Formal A Meeting, 6:00 p.m. \[due Tue May 5\]
1. Consent Agenda (claims, payroll, minutes) (5 minutes)
2. Public Hearing: 2026 Budget Amendment Chelsie Walls (10 minutes)
3. First Read: Ordinance 26-XXX: 2026 Budget Amendment Chelsie Walls (5 minutes)
4. Resolution 26-XXX: Opportunity Zone Authorization Teri Stripes (10 minutes)
5. Motion Consideration: Opportunity Zone Application Teri Stripes (10 minutes)
6. Admin Report: Affordable Housing Sales Tax RFP Discussion Gloria Mantz, Sarah Farr (15 minutes)
7. Admin Report: Draft Parks & Recreation Master Plan 2026 Update John Bottelli (20 minutes)
8. Advance Agenda Mayor Padden (5 minutes)
\[*estimated meeting: 80 mins\]
May 19, 2026 SPECIAL MEETING: Community Conversations, 5:00 p.m.
May 19, 2026 Formal B Meeting, 6:00 p.m. \[due Tue May 12\]
1. Resolution 26-XXX: School Zone Speed Limit Modifications & CV School Speed Zone J. Clark (10 minutes)
2. Admin Report: Conservation District, 2027 Rates & Charges Update Vicki Carter, Kohl LeRoy (15 minutes)
3. Admin Report: 2027 Council Budget Priorities - John Hohman, Jill Smith (20 minutes)
\[*estimated meeting: 45 mins\]
May 26, 2026 Formal A Meeting, 6:00 p.m. \[due Tue May19\]
1. Consent Agenda (claims, payroll, minutes) (5 minutes)
2. Second Read: Ordinance 26-XXX: 2026 Budget Amendment Chelsie Walls (10 minutes)
3. Motion Consideration: Affordable Housing Sales Tax RFP Gloria Mantz, Sarah Farr (10 minutes)
4. Admin Report: Six Year TIP & 2026 TIP Amendment Adam Jackson (10 minutes)
5. Admin Report: Surface Treatment Pilot Program Adam Jackson (10 minutes)
6. Advance Agenda Mayor Padden (5 minutes)
7. Info Only: Department Monthly Reports; Fire Dept Monthly Report
\[*estimated meeting: 50 mins\]
June 2, 2026 SPECIAL MEETING, 5:00 p.m.
1. Admin Report: Comprehensive Plan Update Steve Roberge, Mike Basinger & Guest
June 9, 2026 SPECIAL MEETING -BUDGET WORKSHOP, 8:30 a.m. \[due Tue June 2 \]
June 16, 2026 SPECIAL MEETING: Community Conversations, 5:00 p.m.
June 16, 2026 Formal B Meeting, 6:00 p.m. \[due Tue June 9\]
1. Public Hearing: Six Year Transportation Improvement Program (TIP) Adam Jackson (10 minutes)
2. Motion Consideration: Six Year TIP Adam Jackson (10 minutes)
Draft Advance Agenda 4/24/2026 8:46:32 AM Page 1 of 2
3. Public Hearing: 2026 Transportation Improvement Program (TIP) Amendment Adam Jackson (10 minutes)
4. Motion Consideration: 2026 TIP Amendment Adam Jackson (10 minutes)
6. Motion Consideration: Parks & Recreation Master Plan 2026 John Bottelli (10 minutes)
7. Admin Report: Draft Active Transportation Plan Adam Jackson (10 minutes)
8. Admin Report: Citywide No Parking Schedule Jerremy Clark (10 minutes)
June 23, 2026 Formal A Meeting, 6:00 p.m. \[due Tue June 16\]
1. Consent Agenda (claims, payroll, minutes) (5 minutes)
2. Motion Consideration: Citywide No Parking Schedule Jerremy Clark (10 minutes)
3. Advance Agenda Mayor Padden (5 minutes)
4. Info Only: Department Monthly Reports; Fire Dept Monthly Report
June 30, 2026 Formal B Meeting, 6:00 p.m. \[due Tue June 23\]
1. Motion Consideration: Active Transportation Plan Adam Jackson (10 minutes)
July 7, 2026 Formal B Meeting, 6:00 p.m. \[due Tue June 30\]
July 14, 2026 Formal A Meeting, 6:00 p.m. \[due Tue July 7\]
1. Consent Agenda (claims, payroll, minutes) (5 minutes)
2. Advance Agenda Mayor Padden (5 minutes)
July 21, 2026 SPECIAL MEETING: Community Conversations, 5:00 p.m.
July 21, 2026 Formal B Meeting, 6:00 p.m. \[due Tue July 14\]
July 28, 2026 Formal A Meeting, 6:00 p.m. \[due Tue July 21\]
1. Consent Agenda (claims, payroll, minutes) (5 minutes)
3. Advance Agenda Mayor Padden (5 minutes)
4. Info Only: Department Monthly Reports; Fire Dept Monthly Report
*time for public or council comments not included
OTHER PENDING AND/OR UPCOMING ISSUES/MEETINGS:
Autonomous Vehicle Regulations
Compression Brake Discussion
Energy Code
Fairchild Air Force Base Update
Fireworks Code
Granicus Discussion
HUD Entitlement Fund Urban Consortium
Oversize & Overweight Vehicle Permit
Paddy Wagon Services
Peer Court
Police Contract Review
Protection of Utility Infrastructures
Draft Advance Agenda 4/24/2026 8:46:32 AM Page 2 of 2