HomeMy WebLinkAbout15-045 - King County Library System - Tukwila Library Parcel Purchase and Sale Agreement (Tukwila Village) CONFORMED COPY }
20150520001083
FIRST AMERICAN LID 73.00
. AFTER RECORDING RETURN TO: PAGE-001 OF 15:26
King County Library System
960 Newport Way NW E273 1321
Issaquah,WA 98027 05/20/2015 15:21
Attn: Greg Smith $
SALE $0.00 PAGE-001 OF 001
Ref. 15-045
Council Approval 2/2/15
STATUTORY WARRANTY DEED
Reference Number(s)of Related Documents: King County Recording No.20150428900001
Grantor: City of Tukwila
Grantee: . King County Rural Library District,a Washington rural library district
Legal Description: Parcel D, City of Tukwila Lot Consolidation No. L13-021, recorded under
King County Recording No.20150428900001
Assessor's Property Tax Parcel/Account Number: 152304-9092-02'
The City of Tukwila, a Washington municipal corporation, hereinafter "Grantor," for Ten and
No/100 Dollars ($10.00) and other good and valuable consideration in hand paid, receipt and
sufficiency of which are acknowledged, conveys and warrants to King County Rural Library
District, a Washington rural library district D/B/A King County Library System, hereinafter
"Grantee,"the following described real estate situated in King County,Washington:
That portion of Southeast quarter of the Southwest quarter of Section 15,Township 23 North,
Range 4 East,Willamette Meridian,more particularly described as follows:
COMMENCING at the Southeast corner of said Southwest quarter;
THENCE North 87°35'31"West, 586.32 feet along the South line of said Southwest quarter;
THENCE at right angles,North 02°24'29"East,44.25 feet to the North margin of South 144th
Street as conveyed to the City of Tukwila by King Recording No. 20150319001438 and the
TRUE POINT OF BEGINNING;
THENCE North 87°35'35"West, 125.26 feet to the East margin of Tukwila International
Boulevard;
THENCE North 20°06'52"East, 184.93 feet along said East margin to a point of tangency;
THENCE Northerly along said East margin, along the arc of a curve to the left,having a radius
of 1,960.00 feet,through a central angle of 00°13'35", and an arc length of 7.74 feet;
- 1 -
REF. TUKWILA VILLAGE DEVELOPMENT
THENCE South 70°32'36"East, 11935 feet to a point which bears North 20°06'52"East from
the TRUE POINT OF BEGINNING;
THENCE South 20°06'52" West, 155.94 feet to the TRUE POINT OF BEGINNING.
(Also known as Parcel D,City of Tukwila Lot Consolidation No. L13-021,recorded under King
County Recording Number 20150428900001.)
DATED this.p day of My 2015.
GRANTOR
By ;-' I Ile dad
T.�/ • aggerto F*or,City of Tukwila
ef
STATE OF WASHINGTON )
) ss.
COUNTY OF KING )
I certify that I know or have satisfactory evidence that Jim Haggerton is the person who
appeared before me, and on oath acknowledged that he is the Mayor of the City of Tukwila and
is authorized to execute this instrument on behalf of the City of Tukwila, and acknowledged it to
be the free and voluntary act and deed of said City of Tukwila for the uses and purposes
mentioned in this instrument.
WITNESS my hand and official seal hereto affixed this ! 1 d y of h1a , 2015.
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15 -045
Council Approval 2/2/15
PURCHASE AND SALE AGREEMENT
for
Tukwila Library Parcel
0 k T S PURCHASE AND SALE AGREEMENT ( "Agreement ") is entered into as of the !day of
.f i , 2015 by and between the City of Tukwila, a municipal corporation operating under the laws of the
state of Washington as a non - charter code city (the "at" or, in its capacity as owner of the Property, "Seller ") and
the King County Rural Library District, d/b /a the King County Library System, a Washington rural library district
(the "Library"). The City, the Developer (defined below) and the Library are sometimes referred to individually as
a "Party" and collectively referred to in this Agreement as the "Parties ". The City and the Library have entered
into this Agreement with reference to the following facts:
RECITALS:
A. The City owns approximately 187,000 square feet of land and right of way on the northeast corner
of Tukwila International Boulevard plus approximately 90,000 square feet of land on the southeast corner of
Tukwila International Boulevard, totaling approximately 6.4 acres which the City intends to be used for a mixed -use
development it calls Tukwila Village.
B. On October 30th 2012, the City entered into a Disposition and Development Agreement (the
"DDA ") with Tukwila Village Development Associates, LLC, a Washington limited liability company (the
"Developer ") for the conveyance and development of certain real property more particularly described in the DDA
(the "Tukwila Village Property ") with the exception of an area containing 20,799 square feet in size located in the
northeast corner of the intersection of Tukwila International Boulevard and South 144`h Street reserved for future
development of a branch of the King County Library System (the "Library Parcel" or the "Land "). The Tukwila
Village Property does not include the Library Parcel. The City subsequently entered into a Development Agreement
dated December 21, 2012 (the "Development Agreement ") with the Developer which sets forth certain
development standards for the development of the Tukwila Village Property and a Temporary Usage Agreement
dated August 18, 2014 (the "Developer Temporary Construction Easement ") whereby the City granted the
Developer the right to undertake certain development or construction work on the Tukwila Village Property prior to
Developer acquiring the Tukwila Village Property or individual Development Parcels thereof.
C. The parties to the DDA intended that the boundaries of the Library Parcel would be established by
mutual agreement of the Library, City and Developer through a Boundary Line Adjustment (as defined in Section
2.5 of the DDA) as a condition precedent to the sale of the Library Parcel to the Library. The Developer has
submitted, and the City expects to approve, Lot Line Consolidation No. L13 -021 (in lieu of the originally
contemplated Boundary Line Adjustment), a copy of which is attached hereto as Exhibit A and by this reference
incorporated herein, which creates Parcels A through D on real property owned by the City north of S 144th Street
and Parcel E on real property owned by the City south of S. 144th Street (the "Lot Consolidation "). Parcel D is the
Library Parcel and is hereinafter referred to in this Agreement as the "Land" or the "Library Parcel" and the
various easements to be recorded in connection therewith which consist of (i) an Access & Shared Parking
Easement and Maintenance Agreement, (ii) Utility Easement and Maintenance Agreement, (iii) Waterline Easement
(North Basin), (iv) Waterline Easement (South Basin), (v) Sanitary Sewer Easement Agreement, (vi) Storm
Drainage and Detention Easement, and (vii) Public Storm Drainage Easement (collectively the "Lot Consolidation
Easements "). The City and /or Developer will also record permanent access easements in favor of adjoining
property owners Normandy Court Holdings and Samara Hubner, Inc. in the form previously negotiated with such
parties. Following recording of the Lot Consolidation and the Lot Consolidation Easements, Developer and Library
will also enter into an Access and Shared Parking Easement Agreement which will be recorded against new
Development Parcels A, B, C and E and will benefit Development Parcels A, B and C located on the Tukwila
Village Property and the Library Parcel.
D. The Parties intend that the Developer shall be responsible for the design, engineering,
development, construction, installation and ongoing maintenance and repair of Shared Infrastructure for the Tukwila
Village Property ( "Shared Infrastructure "). The Shared Infrastructure includes, but is not limited to, all roads,
sidewalks and pedestrian walkways, street frontage improvements to Tukwila International Boulevard, surface
parking areas, utility extensions and connections, stormwater drainage, detention and water quality treatment
systems and landscaping on the Tukwila Village Property. Shared Infrastructure does not include the community
plaza or community commons building or any other infrastructure that does not directly benefit the Library Parcel.
E. The Developer and the City intend to enter into an agreement for payment in lieu of construction
of street frontage improvements to S. 144th Street between Tukwila International Boulevard and 42nd Avenue S.
(the "S. 144th Street Improvements Agreement "). The Library Parcel is located at the intersection of S. 144th
Street and Tukwila International Boulevard. The Library Parcel's share of the cost of such improvements based
upon street frontage is 15.71% or $125,707.
F. The Parties intend for the Library and Developer to mutually agree upon a "Library
Development Agreement" that describes the Developer's responsibilities for certain sidewalks and roads located on
Parcels A, B and C, 12 parking spaces that will be reserved for exclusive use by the Library to be located on Parcel
A immediately north of the Library Parcel and approximately 68 non - exclusive shared parking spaces to be located
on Parcels A, B and C that benefit the Library Parcel (collectively, the "Library Shared Infrastructure ") and a
cost allocation method for the Library to reimburse Developer for the Library's portion of the design, engineering,
development, construction, installation and ongoing maintenance and repair of the Library Shared Infrastructure.
The Parties do not intend for the Library to reimburse Developer for any costs incurred under the S. 144th Street
Improvements Agreement or for any fees, costs, charges or expenses related to the community plaza or community
commons building, any Shared Infrastructure other than the Library Shared Infrastructure or to pay parking or
management fees to use the shared parking located on the Tukwila Village Property.
G. The Parties intend for the Library Development Agreement to set forth the Developer's obligation
to make the necessary improvements to the Developer's property such that sufficient parking is available on the
Tukwila Village Property for the Library Parcel to meet parking requirements under the applicable provisions of the
City Municipal Code for the development of an approximately 10,000 square foot branch library on the Library
Parcel. The Parties further intend that the Library Development Agreement will include an agreement by the
Developer to enter into a permanent access and shared parking easement (the "Library Access/Parking
Easement ") with the Library which will, among other things, grant the Library and its agents, employees, Library
patrons, and invitees exclusive rights to park in the twelve (12) parking spaces to be constructed on the south side of
the access road abutting the north side of the future Library Parcel (the "Dedicated Library Parking "). The Parties
acknowledge that the parking spaces to be constructed on the north side of the access road abutting the north side of
the Library Parcel may be restricted for the exclusive use of the commercial and retail tenants on the Tukwila
Village Property.
H. In addition to establishing the Library's rights to the Dedicated Library Parking, the Library
Access/Parking Easement will also establish certain perpetual easements benefitting and burdening the Tukwila
Village Property and benefitting the Library Parcel for access to, and rights to use, the Shared Infrastructure
including easements for roads, sidewalks and surface parking areas. Once the Library Access/Parking Easement and
the terms of the various easements contemplated under the Lot Consolidation are agreed upon by the Developer and
the Library, the Lot Consolidation, including the applicable easements contemplated thereunder, and the Library
Access/Parking Easement, will be approved by the City, the Lot Consolidation and related easements will be
executed by the City and the Developer, the Library Access/Parking Easement will be executed by the Developer
and the Library and all documents recorded in the King County real property records prior to any sale by the City of
the first Development Phase (as defined in the DDA) of the Tukwila Village Property to the Developer and /or the
sale by the City of the Library Parcel to the Library.
I. The Parties intend that the Library shall have responsibility for the design, engineering,
development, construction and maintenance of all Library on -site infrastructure located on or under the Library
Parcel and making utility service connections.
J. In accordance with the foregoing, the City and the Library entered into negotiations to establish
the terms and conditions upon which the City would convey the Library Parcel to the Library for development as a
branch library to be owned and operated by the Library to replace the existing library branch located at 4060 South
144th Street in Tukwila.
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K. The Library has finalized its site plan for the branch library to be built on the Library Parcel which
has been approved by the City through its Board of Architectural Review ( "BAR ") design review process.
L. The Parties have set forth their mutual understanding of the terms and conditions of conveyance of
the Library Parcel to the Library, as follows:
1.1
ARTICLE 1: PROPERTY/PURCHASE PRICE
Certain Basic Terms.
(a)
(c)
Library:
KING COUNTY RURAL LIBRARY
DISTRICT, d/b /a KING COUNTY
LIBRARY SYSTEM,
960 Newport Way NW
Issaquah, WA 98027 -2702
Attn:Greg Smith
Facsimile: (425) 369 -3310
Title Company:
First American Title Insurance Company
818 Stewart Street, Suite 800
Seattle, WA 98101
Attn: National Commercial Services
Facsimile: (206) 448 -6348
(b) Seller:
City of Tukwila
6200 Southcenter Boulevard
Tukwila, Washington 98188
Attn: City Clerk
With a copy to: Mayor @tukwilawa.gov
Facsimile: (206) 433 -1833
(d) Escrow Agent:
First American Title Insurance Company
818 Stewart Street, Suite 800
Seattle, WA 98101
Attn: National Commercial Services
Facsimile: (206) 433 -6348
(e) Date of this Agreement: The latest date of execution by Seller or Library, as indicated on
the signature page.
(f) Purchase Price: Five Hundred Thousand and no /100 Dollars ($500,000), subject to the
prorations and adjustments provided for herein.
(g) Land/Property. That certain real property located in the City of Tukwila, King County,
Washington and more particularly described in Exhibit B attached hereto and by this reference incorporated herein
and referred to herein as the "Land" together with the appurtenant easements for Dedicated Library Parking
contemplated under the Access & Shared Parking Easement and Maintenance Agreement, the Library
Access/Parking Easement and the Library Development Agreement described in Recitals G and H above.
(h) Library Conditions Precedent to Closing. Library's obligation to purchase the Property
(as defined in Paragraph 1.2) under this Agreement is expressly conditioned on, and subject to satisfaction of the
following conditions precedent:
of the Property;
(i)
Library shall have obtained the approval by its Board of Trustees to the purchase
(ii) Library has obtained financing for its purchase and development of the Property;
(iii) The Lot Consolidation and appurtenant Lot Consolidation Easements in form
reasonably acceptable to the Library and necessary to cause the Land to constitute a legal lot separate from other real
property owned by Seller and /or Developer, has been completed;.
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(iv) Library has approved the environmental condition of the Property which shall be
acceptable to Library in its sole and absolute discretion;
(v) Library and Developer have approved and fully executed the Library
Development Agreement as described in Recitals F, G, and H and have approved the terms and conditions of the
Access & Shared Parking Easement and Maintenance Agreement, the Library Access/Parking Easement and the
other easements contained therein including the Temporary Use Agreement as defined below and any additional
easements contemplated under the Library Development Agreement (collectively, the "Library Easements ");
(vi) City has recorded the Lot Consolidation and the Lot Consolidation Easements
contemplated thereunder and the Library Access/Parking Easement setting forth the easements as described in
Recital H each in a form reasonably acceptable to the Library;
(vii) Final City approval has been obtained for the Street Vacation and the Street
Vacation Agreements, each as defined in the DDA and the S. 144th Street Improvements Agreement; and
(viii) City and Developer shall have amended the Developer Temporary Construction
Easement to exclude the Library Parcel therefrom and Developer shall have granted the Library a temporary
construction and parking easement for construction staging and temporary parking on the Tukwila Village Property
at the locations identified therein in a form reasonably acceptable to the Library during the construction of the First
Development Phase and the construction of a public library on the Library Parcel (the "Temporary Use
Agreement ").
(i) Seller Conditions Precedent to Closing. Seller's obligation to sell the Property (as
defined in Paragraph 1.2) under this Agreement is expressly conditioned on, and subject to satisfaction of, the
following conditions precedent:
(i) Library has all regulatory permit approvals required to commence construction
of the branch library, including, but not limited to, approval by the City of a building permit for the branch library
subject only to payment of the required permit fees.
(ii) Library and Seller have agreed on the terms and conditions by which the Seller
has the right to re- purchase the Property from the Library for the same purchase price set forth herein, plus the
Library's actual costs incurred in the design, development and construction of the branch library on the Property to
the date of repurchase in the event that the Library has not (a) commenced construction of the branch library within
six (6) months following the Closing, or (b) the Library has not achieved substantial completion of the branch
library building within twenty-four (24) months following commencement of construction of the branch library;
unless such failure to commence or complete construction arises from any delay in commencement or completion of
construction of (x) the First Development Phase of the Tukwila Village project, (y) the Shared Infrastructure or the
Library Shared Infrastructure, or (z) the occurrence of Force Majeure Events as set forth herein or in the DDA or
Development Agreement. The Seller's repurchase right is set forth in Article 9 of this Agreement.
(j) Due Diligence Period: The period ending ninety (90) days after the Date of this
Agreement; provided, however, that in the event all of the conditions precedent set forth in Paragraph 1(h) above
have not been satisfied through no fault of Library, Library shall have the right to extend the Due Diligence Period
for up to an additional sixty (60) days upon written notice delivered to Seller and Escrow Agent.
(k) Closing Date: Thirty (30) days after Library's delivery of the Notice to Proceed as
defined in Paragraph 2.2 or such earlier time as Library may designate upon ten (10) days' prior written notice to
Seller.
1.2 Property. Subject to the terms and conditions of this Agreement, Seller agrees to sell to Library,
and Library agrees to purchase from Seller, certain real property consisting of a separate legal lot containing
approximately 20,799 square feet of land legally described in Exhibit B attached hereto and by this reference
incorporated herein located at the northeast corner of the intersection of Tukwila .International Boulevard and South
144th Street, all building and improvements located therein, if any (the "Improvements "), together with all and
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singular the rights, benefits, privileges, easements, tenements, hereditaments and appurtenances thereunto belonging
or appertaining thereto, and Seller's rights, easements or other interests, if any, in and to adjacent streets, alleys and
rights -of -way, or other property abutting such real property, including certain easements set forth in the Lot
Consolidation for the benefit of the Tukwila Village Property and the Library Parcel and the Library Access/Parking
Easement which is appurtenant to the Library Parcel, together with all of Seller's right, title and interest in any and
all minerals and mineral rights, water and water rights, wells and well permits (collectively, the "Property ").
ARTICLE 2: DUE DILIGENCE
2.1 Seller's Delivery of Property Information. Within five (5) Business Days after the Date of this
Agreement, Seller shall provide to Library the following materials in connection with the Property (the "Property
Information "): (a) all leases, easements, contracts, service contracts, agreements and recorded documents affecting
the Property; (b) the most current title reports on the Property; (c) all surveys, maps, plans and specifications, soil,
structural and engineering reports, and similar documents concerning the Property prepared by Seller or in Seller's
possession relating to the Property, including all appraisals; (d) any and all surveys, reports, studies and other
documentation related to the environmental condition of the Property or any property located in the vicinity of the
Property prepared by Seller or in Seller's possession; (e) any permits, licenses or approvals relating to or affecting
the possession, ownership or use of the Property (and any applications for permits, licenses or approvals); (f) any
written notices, reports, citations, orders, decisions, correspondence, or memoranda from any governmental
authority (including, but not limited to, copies of any zoning letters); (g) all agreements with or applications to any
governmental authority with respect to any zoning modification, variance exception, platting or other matter relating
to the zoning, use, development, subdivision or platting of the Property; (h) all agreements, studies, reports,
correspondence, notices, citations, orders, decisions, correspondence, memoranda and other documents relating to
the presence or absence of any hazardous materials, endangered species or environmentally sensitive areas on the
Property; (i) any contracts or agreements relating to the Property or services being provided or to be provided to the
Property, including, without limitation, any agreements with electric, cable, gas, telephone or other utility providers.
Seller shall provide to Library any documents described above and coming into Seller's possession or produced by
Seller after the initial delivery above and shall continue to provide same during the term of this Agreement. Seller
shall also make available to Library at a location in Tukwila for review and copying, any and all materials in Seller's
or Seller's consultants' possession regarding the Property. "Business Day" means any day other than a Saturday,
Sunday or a legal holiday for national banks.
2.2 Due Diligence. Library shall have through the close of business on the last day of the Due
Diligence Period in which to examine, inspect, and investigate the Property and, in Library's sole and absolute
judgment and discretion, to determine whether the Property is acceptable to Library and to obtain all necessary
internal approvals from its board of trustees. If Library determines, in its sole and absolute judgment and discretion,
before the expiration of the Due Diligence Period that Library does not want to proceed with the purchase of the
Property for any reason, Library shall have the right to terminate this Agreement by giving Seller written notice of
termination. If, on or before expiration of the Due Diligence Period, Library gives Seller written notice setting forth
Library's waiver of its due diligence contingency (the "Notice to Proceed "), then this Agreement shall remain in
full force and effect in accordance with its terms. If Library elects not to, or otherwise fails to, deliver the Notice to
Proceed to Seller on or before the expiration of the Due Diligence Period, Library shall be deemed to have elected to
terminate this Agreement, and except as otherwise expressly provided herein neither party hereto shall have any
further rights, duties or obligations under this Agreement.
2.3 Access /Inspection. Library and its contractors, agents, employees, representatives and their
equipment and vehicles, shall have a continuing right of access to the Property during the term of this Agreement for
the purpose of preparing and conducting land surveys, economic and land use feasibility, structural, soil,
engineering, geotechnical, and environmental and hazardous substances sampling, audits, inspections, studies and
tests (including, subject to Library's restoration obligations herein, invasive inspection and sampling), and any other
sampling, audits, inspections, studies, or tests required by Library. Seller agrees to cooperate with Library to enable
Library to conduct any such sampling, audits, inspections, studies or tests. Library shall keep the Property free and
clear of any liens resulting from its inspections and due diligence and will hold Seller harmless from all claims and
liabilities asserted against Seller as a result of any such entry by Library, its contractors, agents, employees, or
representatives. If any inspection or test disturbs the Property, Library will restore the Property to substantially the
same condition as existed prior to any such inspection or test. Notwithstanding the foregoing, this indemnity shall
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not extend to and in no event shall Library be liable to Seller or third parties for (a) any release of pre- existing
hazardous substances arising from the conduct of any investigation or testing of the Property, (b) for any diminution
in the market value of the Property resulting from the information disclosed by any such investigation or tests,
(c) any negligence or misconduct of Seller, or any of its agents, contractors, or employees, or (d) any pre- existing
conditions on or about the Property. In the course of its investigations Library shall have the right to talk and make
inquiries with all tenants and third parties including, without limitation, lenders, contractors, neighboring property
owners and municipal, local, and other government officials and representatives, and Seller consents to such
inquiries. The obligations of Library under this paragraph shall survive the termination of this Agreement. In
addition, Seller expressly consents to Library holding public meetings from time to time regarding the Property and
its proposed development of the Property and the disclosure of such information about the Property and its proposed
development of the Property as Library deems necessary or appropriate.
2.4 Development Approvals. Library may need to obtain certain zoning and /or development permits,
licenses and other approvals for its proposed development of the Property (collectively, the "Development
Approvals "). Library's efforts to obtain the Development Approvals shall be at its sole cost and expense. The
Development Approvals may include, without limitation, any approvals required under any declaration of
covenants, conditions and restrictions or any other private agreement affecting the Property. Seller agrees to
cooperate fully with Library, at no material out -of- pocket cost to Seller, to enable Library to apply for and obtain
any such Development Approvals including appearing at public hearings, city staff meetings, or other meetings
related to the approval of Library's application(s) as may be reasonably requested by Library.
2.5 Adverse Conditions. As a condition to Library's obligation to close, there shall be no material
change in any condition of or affecting the Property not caused by Library or its contractors, employees or agents,
that has occurred after the Due Diligence Period including without limitation (i) any dumping or discovery of refuse
or environmental contamination; (ii) access; (iii) the availability, adequacy or cost of or for all utilities (including
without limitation, water, sanitary sewer, storm sewer, gas, electric, and cable) that will be necessary to serve
Library's proposed development of the Property; (iv) the imposition of any moratorium which would prohibit or
delay the commencement of construction; or (v) the solvency and financial condition of any taxing districts to which
the Property is subject or the ability and capacity of any of such districts to service the Library's proposed
development of the Property. It shall also be a condition to Library's obligation to close that there shall be no City
imposed offsite obligations required in connection with the Library's proposed development of the Property (other
than the street frontage improvements contemplated under the S. 144th Street Improvements Agreement) and
applicable water, sewer and impact fees charged by the applicable utilities or governmental authorities shall not have
materially increased over the levels assessed as of the date of this Agreement.
ARTICLE 3: TITLE REVIEW
3.1 Delivery of Title Commitment and Survey. Within ten (10) days after the date of this Agreement,
Seller shall cause to be delivered to Library a current, effective commitment for title insurance for the Property (the
"Title Commitment ") issued by the Title Company, in the amount of the Purchase Price with Library as the
proposed insured, and accompanied by true, complete, and legible copies of all documents referred to in the Title
Commitment. Within fifteen (15) days after the date of this Agreement, Seller shall deliver to Library and its
authorized agents a copy of any surveys of the Property in its possession. Library shall have the right to obtain, at
its expense, a current ALTA /ACSM survey of the Property (the "Survey ").
3.2 Title Review and Cure. Within thirty (30) days following its receipt of the Title Commitment and
the Survey (the "Title Review Period "), Library shall review title to the Property as disclosed by the Title
Commitment and the Survey and advise Seller in writing of any objections thereto. The Title Commitment shall
include reciprocal easement rights granted under the Lot Consolidation that affect the Library Parcel and the Library
Easements, the Temporary Use Agreement to be granted by the Developer and any additional easements to be
granted by the Developer pursuant to the Library Development Agreement. If Library fails to notify Seller of its
approval or objection to any matters contained in the Title Commitment and the Survey on or before the expiration
of the Title Review Period, Library shall be deemed to have approved of the matters contained therein and such
matters shall be deemed Permitted Exceptions (as defined below). Seller shall notify Library in writing within
fifteen (15) days after receipt of an objection notice from Library whether Seller agrees to remove or obtain
affirmative insurance for such objectionable matter(s); provided, any indemnification of the Title Company to
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induce it to insure over any objectionable matter shall not be allowed except with the prior written consent of
Library in its sole discretion after full disclosure to Library of the nature and substance of such exception and
indemnity. If Seller notifies Library that Seller has elected not to remove or obtain insurance for any such matters,
then Library shall notify Seller within five (5) days following receipt of such notice from Seller whether Library
elects to terminate this Agreement or to proceed, taking title subject to such matters. If Seller fails to notify Library
of its election within the time specified, Seller shall be deemed to have elected not to remove or insure around such
matters. Seller will cooperate with Library in curing any objections Library may have to title to the Property,
provided, Seller shall have no obligation to cure title objections except (a) monetary liens and encumbrances and
other liens of an ascertainable amount created by, through or under Seller or consented to by Seller (other than the
DDA, the Lot Consolidation and the Lot Consolidation Easements) and (b) any exceptions or encumbrances to title
which are created by, through or under Seller after the date of this Agreement without the written consent of Library
(in each case Seller shall be required to take such actions and expend such amounts as may be required to remove or
cure such matter on or before the Closing Date). Any updates to the Title Commitment showing new matters of title
that are not Permitted Exceptions shall be subject to the same review process and termination rights as provided
above, except that Library's initial review of such new matters shall be limited to five (5) Business Days after
receipt of the updated Title Commitment and a copy of the new exception document(s). Seller shall not assign or
convey any right, title or interest whatsoever in or to the Property or create or permit to exist any lien, encumbrance
or charge thereon without promptly discharging the same on or prior to Closing, except as otherwise expressly
provided for herein. Notwithstanding the foregoing, if (i) Seller fails to remove prior to Closing any liens,
exceptions or encumbrances which are not Permitted Exceptions or which were created by, under or through Seller
after expiration of the Title Review Period without the prior written consent of Library or (ii) if the Title Company
revises the Title Commitment after the expiration of the Title Review Period to add or modify the conditions to
obtaining any endorsement requested by Library during the Title Review Period if such additions, modifications or
deletions are not acceptable to Library and are not removed by the Closing Date, Library may terminate this
Agreement. The term "Permitted Exceptions" shall mean the specific exceptions (exceptions that are not part of
the promulgated title insurance form) in the Title Commitment that the Title Company has not agreed to insure over
or remove from the Title Commitment as of the dates indicated above, those exceptions to which Library did not
make objection or waived (or was deemed to have waived) its objections.
3.3 Delivery of Title Policy at Closing. At the Closing, as a condition to Library's obligation to close,
the Title Company shall deliver to Library an ALTA Extended Coverage Owner's Policy of Title Insurance (Rev.
2006) ( "Title Policy ") containing the Library's Endorsements, dated the date and time of the recording of the Deed
(as defined in Paragraph 5.3(a) below) in the amount of the Purchase Price (or such other amount as may be
approved by Library, in Library's sole discretion), insuring Library as owner of good, marketable and indefeasible
fee simple title to the Property (and owner of good and marketable title to the appurtenant easements including the
access and parking easement benefitting the Property granted under the Library Access/Parking Easement and any
easements benefitting the Property contemplated by the Lot Consolidation, including good and marketable title to
any additional Library Easements to be granted by Developer) and the Temporary Use Agreement, free and clear of
all liens, encumbrances and defects, subject only to the Permitted Exceptions. "Library's Endorsements" shall
mean: (a) owner's comprehensive; (b) access; (c) survey (accuracy of survey); (d) location (survey legal, if any,
matches title legal); (e) separate tax lot; (f) subdivision /legal lot; (g) zoning; and (h) such other endorsements as
Library may require based on its review of the Title Commitment and Survey. Library in its discretion may waive
receipt of any such endorsement or request additional endorsements not itemized above. Seller shall execute at
Closing such affidavits so that the Title Company can issue extended coverage.
3.4 Title and Survey Costs. Seller shall pay the premium (and any taxes thereon) for the Title Policy
with liability in the amount of the Purchase Price (excluding the premium for extended coverage and the cost of any
Survey). Library shall pay (i) any additional premium (and any taxes thereon) for extended title insurance coverage,
(ii) the cost of Library's Endorsements, and (iii) the cost of any Survey.
ARTICLE 4: OPERATIONS
4.1 Performance under Contracts. During the term of this Agreement, Seller will perform its material
obligations under all agreements that affect the Property and the Tukwila Village Property.
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4.2 New Contracts. During the term of this Agreement, Seller will not enter into any contracts, leases
or other agreements allowing anyone to occupy or use the Property nor enter into any other contract or agreement or
consent to or permit any lien or encumbrance (whether written or oral) that will be an obligation affecting the
Property after the Closing without Library's prior written consent. Other than Permitted Exceptions and other
agreements that Library has agreed to assume in writing, Seller shall terminate all contracts or other agreements
affecting the Property effective as of Closing.
4.3 Maintenance Pending Closing. During the term of this Agreement, Seller shall maintain the
Property in good condition and repair and fully insured and in a manner consistent with Seller's past practices.
Seller agrees to not construct any improvements on the Property or alter, improve or otherwise modify any existing
improvements without the prior written consent of Library. Seller agrees to keep the Property free from
materialmen's, mechanics' and construction liens not attributable to Library and to protect, indemnify, defend and
hold Library harmless from all such liens and all reasonable attorneys' fees and other costs incurred by reason
thereof, which indemnity shall survive Closing.
4.4 Listings and Other Offers. During the term of this Agreement, Seller will not list the Property
with any broker or otherwise solicit or make or accept any offers to sell or lease the Property, engage in any
discussions or negotiations with any third party with respect to the sale, lease or other disposition of the Property, or
enter into any contracts or agreements (whether binding or not) regarding any disposition or lease of the Property.
4.5 Seller's Obligations. Seller, subject to the terms and conditions of this Agreement, covenants that
it shall pay and discharge any and all liabilities of each and every kind arising out of or by virtue of its development,
ownership, leasing or use of the Property prior to the Closing Date, which obligations shall survive Closing.
4.6 Damage or Condemnation. Risk of Toss resulting from any condemnation or eminent domain
proceeding which is commenced or has been threatened before the Closing, and risk of loss to the Property due to
fire, flood or any other cause before the Closing, shall remain with Seller. If before the Closing the Property or any
portion thereof shall be materially damaged, or if the Property or any portion thereof shall be subjected to a
contemplated or threatened condemnation or shall become the subject of any proceedings, judicial, administrative or
otherwise, with respect to the taking by eminent domain or condemnation, then Library may terminate this
Agreement by written notice to Seller given within ten (10) days after Library receives notice from Seller or
otherwise learns of the damage or taking. If the Closing Date is within the aforesaid 10 -day period, then Closing
shall be extended to the next business day following the end of said 10 -day period. if no such election is made, and
in any event if the damage is not material, this Agreement shall remain in full force and effect and the purchase
contemplated herein, less any interest taken by eminent domain or condemnation, shall be effected (and Library
shall have the sole right during the term of this Agreement to negotiate and otherwise deal with the condemning
authority in respect of such matter) and upon the Closing of this purchase, Seller shall assign, transfer and set over to
Library all of the right, title and interest of Seller in and to any awards that have been or that may thereafter be made
for such taking, and Seller shall assign, transfer and set over to Library any insurance proceeds that may thereafter
be made for such damage or destruction giving Library a credit at Closing for any deductible under such policies.
To the extent any such awards are made for such taking after the Closing, such amounts shall be payable and belong
solely to Library. For the purposes of this paragraph, the phrases "Material damage" and "Materially damaged"
means damage, the cost of which to repair is reasonably expected to exceed ten percent (10 %) of the Purchase Price
or which impairs access to the Property.
ARTICLE 5: CLOSING
5.1 Closing. The consummation of the transaction contemplated herein ( "Closing ") shall occur on the
Closing Date at the offices of the Escrow Agent. Closing shall occur through an escrow with the Escrow Agent.
Funds shall be deposited into and held by the Escrow Agent in a closing escrow account with a bank satisfactory to
Library and Seller. Upon satisfaction or completion of all closing conditions and deliveries, the parties shall direct
the Escrow Agent to immediately record and deliver the closing documents to the appropriate parties and make
disbursements according to the closing statements executed by Seller and Library. The Escrow Agent shall agree in
writing with Library that (1) recordation of the Deed constitutes its representation that it is holding the closing
documents, closing funds and closing statements and is prepared and irrevocably committed to disburse the closing
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funds in accordance with the closing statement and (2) release of funds to Seller shall irrevocably commit the
Escrow Agent to issue the Title Policy in accordance with this Agreement.
5.2 Conditions to Obligations to Close. In addition to all other conditions set forth herein, the
obligation of Library and the Seller to consummate the transactions contemplated hereunder shall be contingent
upon the following:
(a) Seller's representations and warranties contained herein shall be true and correct as of the
date of this Agreement and the Closing Date. For purposes of this clause (a), a representation shall be false if the
factual matter that is the subject of the representation is false notwithstanding any lack of knowledge or notice to the
party making the representation;
(b) As of the Closing Date, Seller and the Library shall have performed their obligations
hereunder and all deliveries to be made at Closing have been tendered;
(c) There shall exist no actions, suits, arbitrations, claims, attachments, proceedings,
assignments for the benefit of creditors, insolvency, bankruptcy, reorganization or other proceedings, pending or
threatened against Seller, Developer, the Tukwila Village Property or the Property that would materially and
adversely affect the operation or value of the Property or Seller's ability to perform its obligations under this
Agreement or that would materially and adversely affect Developer's ability to perform its obligations under the
DDA or Development Agreement with respect to the development and construction of the Library Shared
Infrastructure, or materially and adversely affect Developer's ability to perform its obligations under the Lot
Consolidation Easements, the Temporary Use Agreement, the Library Development Agreement or the Library
Easements;
(d) All of the conditions to Closing set forth in Paragraph 1.1(h) and (i) have been met to the
satisfaction of the Parties or waived in writing;
(e) There shall exist no pending or threatened action, suit or proceeding with respect to Seller
before or by any court or administrative agency which seeks to restrain or prohibit, or to obtain damages or a
discovery order with respect to, this Agreement or the consummation of the transactions contemplated hereby; and
(f)
Agreement.
The Property shall be in substantially the same condition as on the date of this
So long as Library is not in default hereunder, if any condition to Library's obligation to proceed with the
Closing hereunder has not been satisfied as of the Closing Date, Library may, in its sole discretion: (i) terminate this
Agreement by delivering written notice to Seller on or before the Closing Date, (ii) elect to extend the Closing Date
until such condition is satisfied, or (iii) elect to close, notwithstanding the non- satisfaction of such condition, in
which event Library shall be deemed to have waived any such condition. Nothing in the foregoing shall relieve
Seller from any liability it would otherwise have if the failure of Seller to satisfy a condition also constitutes a
default by Seller hereunder.
If any obligation of the Library that constitutes a condition precedent to closing has not been satisfied as of
the Closing Date, Seller may, in its sole discretion: (i) terminate this Agreement by delivering written notice to
Library on or before the Closing Date, (ii) elect to extend the Closing Date until such condition is satisfied, or
(iii) elect to close, notwithstanding the non - satisfaction of such condition, in which event Seller shall be deemed to
have waived any such condition. Nothing in the foregoing shall relieve Library from any liability it would otherwise
have if the failure of Library to satisfy a condition also constitutes a default by Library hereunder.
5.3 Seller's Deliveries in Escrow. At least one (1) Business Day prior to the Closing Date, Seller shall
deliver or cause to be delivered in escrow to the Escrow Agent the following:
(a) Deed. A Washington statutory warranty deed in form reasonably satisfactory to Library,
executed and acknowledged by Seller, conveying to Library good, indefeasible and marketable fee simple title to the
9
Property, subject only to the Permitted Exceptions and all easements and rights appurtenant thereto including the
Library Access/Parking Easement, together with a duly executed real estate excise tax affidavit (the "Deed ").
(b) State Law Disclosures. Such disclosures and reports, required by applicable state and
local law in connection with the conveyance of real property including a duly executed Form 17 (Seller Disclosure
Form for Commercial Property).
(c) FIRPTA. A Foreign Investment in Real Property Tax Act affidavit executed by Seller. If
Seller fails to provide the necessary affidavit and/or documentation of exemption on the Closing Date, Library may
proceed with withholding provisions as provided by law.
(d) Amendment to Developer Temporary Construction Easement. Seller shall deliver
Library a copy of the amendment to the Developer Temporary Construction Easement excluding the Library Parcel
from the rights granted Developer thereunder.
(e) Easements. To the extent not previously recorded, the Lot Consolidation, the Lot
Consolidation easement agreements contemplated thereunder duly executed by the City and acknowledged, if
required, and the Library Access /Parking Easement described under Section 1.1(h) (v and vi), and the Temporary
Use Agreement described under Section 1.1(h) (viii) each in form reasonably acceptable to the Library duly
executed by the Developer and acknowledged, if required, and any additional Library Easements contemplated
under Section 1.1(h) (v) in form reasonably acceptable to the Library duly executed and acknowledged by the
Developer and /or the City, if applicable;
(f) Reconveyances. Any reconveyance documents required to reconvey any encumbrances
which are a lien on the Property and any affidavit required to eliminate the Title Company exception for construction
liens and the rights of parties in possession;
(g) Authority. Evidence of the existence, organization and authority of Seller and the
authority of the person(s) executing the documents on behalf of Seller, reasonably satisfactory to Library, the
Escrow Agent and the Title Company; and
(h) Additional Documents. Any additional documents that Library may reasonably require
for the proper consummation of the transaction contemplated by this Agreement (which documents, as applicable
shall be duly executed (and acknowledged, if appropriate by Seller and other persons party thereto) and all other
documents required to be delivered at or prior to the Closing pursuant to the terms of this Agreement.
5.4 Library's Deliveries in Escrow. Except as specified below, at least one (1) Business Day prior to
the Closing Date, Library shall deliver in escrow to the Escrow Agent the following:
(a) Purchase Price. On the Closing Date, the Purchase Price, plus or minus applicable
prorations, deposited by Library with the Escrow Agent in immediate, same -day federal funds wired for credit into
the Escrow Agent's escrow account;
(b) State Law Disclosures. Such disclosures and reports required by applicable state and
local law in connection with the conveyance of real property including acknowledging receipt of a duly executed
Form 17 (Seller Disclosure Form for Commercial Property) provided by Seller and a duly executed real estate excise
tax affidavit;
(c) Easements. The Library Access/Parking Easement, the Temporary Use Agreement
described under Section 1.1(h) (viii), and any additional Library Easements contemplated under Section 1.1(h) (v)
duly executed by Library and acknowledged, if required; and
(d) Additional Documents. Any additional documents that the Escrow Agent or the Title
Company may reasonably require for the proper consummation of the transaction contemplated by this Agreement.
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5.5 Closing Costs. At Closing, Seller shall pay (i) the real estate excise tax and any other transfer
taxes, if any, recording fees and charges imposed by governmental entities with respect to the conveyance of the
Property, (ii) those amounts to be prorated through Closing and payable by Seller pursuant to Article 6: below,
(iii) one -half of the escrow fees, and (iv) an amount equal to the premium charged by the Title Company for a
standard coverage owner's policy of title insurance with liability in the amount of the Purchase Price. Library shall
pay (i) those amounts to be prorated through Closing and payable by Library pursuant to Article 6: below, (ii) one -
half of the escrow fees, and (iii) the difference between (i) the premium (and taxes thereon) charged by the Title
Company for the extended coverage owner's policy of title insurance and any endorsements required by Library,
and (ii) the amount payable by Seller for title insurance premiums as set forth above. Since both Seller and Library
are exempt from payment of ad valorem property taxes, there will be no proration of ad valorem real property taxes
between Seller and Library. Each party shall pay the costs and expenses of the attorneys, accountants and other
agents and consultants engaged by the particular party. The parties shall pay their respective shares of all other
closing costs, prorations, adjustments, fees and charges in accordance with local custom and practice.
5.6 Closing Statements. At least one (1) Business Day prior to the Closing Date, Seller and Library
shall deposit with the Escrow Agent executed closing statements consistent with this Agreement in form reasonably
required by the Escrow Agent. If Seller and Library cannot agree on the closing statements to be deposited as
aforesaid because of a dispute over the prorations and adjustments set forth therein, the Closing nevertheless shall
occur, and the amount in dispute shall be withheld from the Purchase Price and placed in an escrow with the Title
Company, to be paid out upon the joint direction of the parties or pursuant to court order upon resolution or other
final determination of the dispute.
5.7 Title Policy. The Escrow Agent shall deliver to Library the Title Policy pursuant to Paragraph 3.3.
5.8 Possession. Seller shall afford authorized representatives of Library reasonable access to the
Property for the purpose of satisfying Library with respect to the representations, warranties and covenants of Seller
contained herein and with respect to satisfaction of any conditions precedent to the Closing contained herein. Seller
shall deliver possession of the Property, vacated by all occupants, if any, at the Closing subject only to the Permitted
Exceptions and with any personal property of Seller removed from the Property. Prior to the Closing Date, Seller
shall remove all trash, debris and rubbish from the Property.
ARTICLE 6: PRORATIONS
6.1 Prorations. The funds due at Closing pursuant to Paragraph 5.4(a) hereof shall be subject to
adjustment as of the Closing Date in accordance with the following provisions, with the day of the Closing
belonging to Library.
(a) Utilities and Operating Costs. All amounts due under service contracts, if any, assigned
to Library hereunder and utility costs, including water, garbage, sewer, electricity and gas (collectively, the
" OperatinE Costs ") shall be prorated between Seller and Library as of the Closing Date. To the extent possible,
Seller shall cause all utility meters to be read on the day preceding the Closing Date. Seller shall be responsible for
the payment of all Operating Costs incurred prior to the Closing Date, which obligation shall survive Closing. To
the extent possible, Library shall arrange with all utility services and companies servicing the Property to have new
accounts started in the name of Library as of the Closing Date.
(b) Insurance. No insurance policies of Seller are to be transferred to Library, and no
apportionment of the premiums therefore shall be made. Library acknowledges that it shall be responsible for
securing its own insurance for the Property.
(c) Leasing Commissions. On or before the Closing Date, Seller shall pay in full all leasing
commissions and locator's and finder's fees due to leasing or other agents for the Property and indemnify, defend,
protect and hold Library harmless from all such commissions and fees and any costs and expenses, including
reasonable attorneys' fees, incurred by Library in connection therewith, which indemnity shall survive Closing.
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(d) Taxes and Assessments. Since both Seller and Library are public entities exempt from
payment of ad valorem property taxes, there will be no proration of ad valorem property taxes. Surface water
management charges, special assessments and all other taxes shall be prorated as of Closing.
(e) Final Adjustment After Closing. In general, Seller shall be entitled to all income, and
shall pay all expenses, relating to the operation of the Property for the period prior to the Closing Date, and Library
shall be entitled to all income, and shall pay all expenses, relating to the operation of the Property for the period
commencing on and after the Closing Date. The prorations shall be based on good faith estimates where actual
expenses are not available. If final prorations cannot be made at Closing for any item, then Library and Seller agree
to allocate such items on a fair and equitable basis as soon as invoices or bills are available, with the final adjustment
to be made as soon as reasonably possible after Closing. Payments in connection with the final adjustment shall be
due within thirty (30) days of written notice.
6.2 Other Costs and Expenses. Unless otherwise expressly agreed in writing between Seller and
Library, no other expense related to the ownership or operation of the Property shall be charged to or paid or
assumed by Library, whether allocable to any period before or after the Closing. Library shall pay the Seller
$125,707 representing its percentage share of the cost of the S. 144th Street frontage improvements contemplated
under the S. 144th Street Improvements Agreement upon final completion of such street frontage improvements.
6.3 No Brokers. Seller and Library each represent to the other that they have not dealt with any
broker, agent or finder with respect to this Agreement or the sale of the Property contemplated hereby and there is
no broker, finder, or intermediary with whom they have dealt in connection with this transaction, and each agrees to
indemnify the other against all claims for fees, commissions, or other compensation claimed due any broker, finder
or intermediary with whom the indemnifying party may have dealt in connection with this transaction, which
indemnification shall survive termination of this Agreement or the Closing of the sale of the Property, as applicable.
6.4 Sales, Transfer, and Documentary Taxes. Seller shall pay all sales, excise, and transfer taxes and
all recording, deed or similar fees imposed in connection with the conveyance of the Property under applicable local
or state law. Seller shall also pay all costs of recording instruments to discharge or release any liens or
encumbrances against the Property or to cure other title matters Seller is required to or has elected to cure.
ARTICLE 7: REPRESENTATIONS AND WARRANTIES
7.1 Seller's Representations and Warranties. As a material inducement to Library to execute this
Agreement and consummate this transaction, Seller represents and warrants to Library that:
(a) Authority. Seller is a municipal corporation validly existing under the laws of the State
of Washington, has the full right, power and authority and has taken all action necessary or required under applicable
law to enter into this Agreement, the Lot Consolidation and Lot Consolidation Easements, the S. 144th Street
Improvements Agreement, and the Developer Temporary Construction Easement, as amended (collectively, the
"City A>reements") and to consummate or cause to be consummated the sale and make or cause to be made the
transfers and assignments contemplated herein. The City Agreements have been, and the documents to be executed
by Seller pursuant to this Agreement and the other City Agreements have been duly authorized and properly
executed and delivered and constitute the valid and binding obligations of Seller, enforceable against Seller in
accordance with its terms.
(b) Conflicts and Pending Actions or Proceedings. There is no agreement to which Seller is
a party or, to Seller's knowledge, binding on Seller which is in conflict with the City Agreements. Without limiting
the generality of the foregoing, no person or party has a lease contract, option to purchase or right of first refusal to
purchase the Property or similar right with respect to the Property. There is no action or proceeding pending or, to
Seller's knowledge, threatened against or relating to Seller or the Property, which challenges or impairs Seller's
ability to execute or perform its obligations under the City Agreements.
(c) Agreements with Governmental Authorities /Restrictions. Seller has not entered into, and
has no knowledge of, any agreement with or application to any governmental authority with respect to any zoning
12
modification, variance, exception, platting or other matter except for the Lot Consolidation, the street vacation of
41S1 Avenue South and the Street Vacation Agreements. To Seller's knowledge, neither Seller nor the Property is in
violation or non - compliance with any Requirements of Law or any restriction or covenant affecting the Property.
The term "Requirements of Law" means all requirements relating to land use and building construction, including
without limitation, planning, building code, land use, zoning, subdivision, environmental, air quality, flood hazard,
fire safety, accessibility and other governmental approvals, permits, licenses and certificates as may be necessary
from time to time to comply with all of the foregoing, and all other applicable statutes, rules, orders, regulations,
laws, ordinances, covenants, conditions and restrictions which now apply to and /or affect the use, operation and
occupancy of the Property.
(d) Condemnation and Property Rights. To Seller's knowledge, no condemnation, eminent
domain or similar proceedings are pending or threatened with regard to the Property. Seller has received no
payment from any party for any easements or any other rights to use the Property.
(e) Notice of Special Assessments. Seller has not received any notice and has no knowledge
of any pending or threatened liens, special assessments, impositions or increases in assessed valuations to be made
against the Property by any governmental authority (including any proposed by the City).
(f) Zoning. The Property is currently zoned Neighborhood Community Commercial (NCC)
and Seller has no knowledge of any contemplated, threatened or pending zoning change.
(g) Property Information. To Seller's knowledge, the Property Information contains all
material documents, leases, files, written information, books and records in Seller's possession or control and
relating to the Property and the Property Information is true, correct and complete in all material respects. There are
no contracts, leases, licenses or other agreements granting any person or persons the right to occupy or use the
Property or any portion thereof as of the date of this Agreement or after the Closing. There are no licenses or other
agreements granting any person or persons the right to provide services to the Property or any portion thereof. No
person or entity has a contract or option to purchase the Property, a right of first refusal or first offer or any other
similar rights with respect to the Property. Seller has not entered into any contracts or other agreements granting any
broker, agent or other persons the right to lease the Property or list the Property for lease or entitling such parties to
any leasing commissions or locator's or finder's fees as of the date of this Agreement or after the Closing.
(h) Environmental. Seller has no knowledge of any violation of Environmental Laws related
to the Property or the presence or release of Hazardous Substances on or from the Property or any migration of
Hazardous Substances from adjoining property onto the Property. Seller has not manufactured, introduced, Released
or discharged from or onto the Property any Hazardous Substances or any solid or hazardous wastes, toxic
substances or materials (including, without limitation, PCBs or asbestos) nor permitted the same, and Seller has not
used (nor permitted the use of) the Property or any part thereof for the generation, treatment, storage, handling,
Release or disposal of any Hazardous Substances except in strict compliance with all Environmental Laws. The
term "Environmental Laws" includes, without limitation, the Resource Conservation and Recovery Act, the
Comprehensive Environmental Response Compensation and Liability Act, the Clean Water Act and other federal
laws governing the environment as in effect on the date of this Agreement together with their amendments,
implementing regulations and guidelines as of the date of this Agreement, and all state, regional, county, municipal,
tribal and other local laws, regulations and ordinances that are equivalent or similar to the federal laws recited above
or that purport to regulate Hazardous Substances. The term "Hazardous Substances" includes petroleum, including
crude oil or any fraction thereof, gasoline, natural gas, natural gas liquids, liquefied natural gas, or synthetic gas
usable for fuel (or mixtures of natural gas or such synthetic gas), lead -based paint, asbestos and asbestos containing
materials and any substance, material, waste, pollutant or contaminant listed or defined as hazardous or toxic under
any Environmental Law. For purposes of this Paragraph 7.1(h), the term "knowledge" shall mean and refer to the
knowledge of the City Manager, the Mayor and the Economic Development Administrator for the City of Tukwila.
(i) Withholding Obligation. Seller's sale of the Property is not subject to any federal, state
or local withholding obligation of Library under the tax laws applicable to Seller or the Property.
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(j) Compliance with Laws. To Seller's knowledge, Seller is not in receipt of and Seller has
not received any written notice, sent by any governmental authority or agency having jurisdiction over the Property
that the Property or its use is in violation of any law, ordinance or regulation.
(k) Agreements with Developer. The DDA and the Development Agreement with Developer
are each in full force and effect and there is no default by the City thereunder. As of the date of this Agreement the
City has not taken, and does not currently plan to take, any action to declare an Event of Default by Developer under
the DDA or the Development Agreement. City shall not amend, modify or terminate the DDA, the Development
Agreement, the Lot Consolidation or easements contemplated thereunder, the Developer Temporary Construction
Easement or any other agreement with Developer relating to development of the Tukwila Village Project, the Shared
Infrastructure, or the Library Shared Infrastructure or the S. 144th Street Improvements Agreement, or any
easements related to any of the foregoing, extend any dates or deadlines for performance or waive any of the
requirements to be performed by the Developer under the DDA or the Development Agreement that would adversely
affect the design, development, construction of the branch library on the Property or increase the costs thereof or
which would adversely affect the ongoing operation and maintenance of the branch library or increase the costs
thereof without the prior written consent of the Library, which consent shall not be unreasonably withheld,
conditioned or delayed. If the Developer Temporary Construction Easement is terminated for any reason prior to
final completion of the library building on the Library Parcel, City shall grant Library a replacement temporary
construction easement in form reasonably acceptable to Library as provided in Section 10.21 below.
7.2 Library's Representations and Warranties. As a material inducement to Seller to execute this
Agreement and consummate this transaction, Library represents and warrants to Seller that:
(a) Organization and Authority. Library is a rural library district validly existing under the
laws of the State of Washington. Subject only to obtaining certain internal approvals on or before the expiration of
the Due Diligence Period, Library has the full right, power and authority and has obtained any and all consents
required therefor to enter into the City Agreements and consummate or cause to be consummated the purchase and
sale of the Property pursuant to this Agreement. This Agreement and all of the documents to be delivered by
Library at the Closing have been and will be duly authorized and properly executed and delivered and will constitute
the valid and binding obligations of Library, enforceable in accordance with their terms.
(b) Conflicts and Pending Actions. There is no agreement to which Library is a party or to
Library's knowledge binding on Library which is in conflict with the City Agreements. There is no action or
proceeding pending, or to Library's knowledge, threatened against Library which challenges or impairs Library's
ability to execute or perform its obligations under the City Agreements.
7.3 Survival of Representations and Warranties. The representations and warranties set forth in this
Article 7 are made as of the date of this Agreement and are remade as of the Closing Date and shall not be deemed
to be merged into or waived by the Deed or the other instruments of Closing but shall survive the Closing. Each
party agrees to defend, indemnify and hold harmless the other party and its successors and assigns against any claim,
liability, damage, loss or expense including reasonable attorneys' and other fees and costs asserted against or
suffered by such other party arising out of the breach or inaccuracy of any such representation or warranty.
ARTICLE 8: DEFAULT AND REMEDIES
8.1 Seller's Default. If this transaction fails to close as a result of Seller's default, Library shall be
entitled to such remedies for breach of contract as may be available at law and in equity, including without
limitation, the remedy of specific performance.
8.2 Library's Default. If this transaction fails to close due to the default of Library, then Seller's sole
and exclusive remedy in such event shall be to terminate this Agreement, Seller waiving all other rights or remedies
in the event of such default by Library.
8.3 Notice of Default. Except for a party's failure to close on the Closing Date, neither party shall
have the right to declare a default by the other party and terminate this Agreement because of a failure by such other
14
party to perform under the terms of this Agreement unless the other party shall fail to cure such failure to perform
within three (3) Business Days after its receipt of written notice of such failure to perform.
8.4 Other Expenses. if this Agreement is terminated due to the default of a party, then the defaulting
party shall pay any fees due to the Escrow Agent and any fees due to the Title Company for cancellation of the
escrow and the Title Commitment.
ARTICLE 9: SELLER REPURCHASE RIGHT
9.1 Commencement of Construction and Substantial Completion of Library Building. Library agrees
to (a) Commence Construction of the branch library building on the Property within six (6) months following the
Closing, and (b) to achieve Substantial Completion of the branch library building within twenty-four (24) months
following Commencement of Construction of the branch library, unless such failure to Commence Construction or
achieve Substantial Completion of the branch library building arises from any delay by the Developer in
commencement or completion of construction of (a) the First Development Phase of the Tukwila Village Project, or
(b) the Shared Infrastructure or the Library Shared Infrastructure, or (c) the occurrence of Excusable Delay or Force
Majeure events (as defined below) or in the DDA or the Development Agreement.
9.2 Seller Right to Repurchase; Repurchase Price. If Library fails to perform its obligations under
Section 9.1, Seller shall give Library written notice of same, whereupon following receipt of such written notice, the
Library shall have thirty (30) days within which to commence all necessary action to cure any such failure (and if
cure is commenced with such thirty (30) day period, proceed to diligently complete such cure within a reasonable
period of time). In the event Library fails to cure or commence to cure such failure within the time period set forth
above, Library shall be in default under this Article 9 and Seller shall, at its sole and exclusive remedy for such
failure, have the right upon written notice (the "Repurchase Notice ") delivered to Library within one hundred
eighty (180) days following such default to repurchase the Property from the Library for the Purchase Price set forth
herein, plus the Library's actual costs incurred in the design, development and construction of the branch library on
the Property to the date of delivery of the Repurchase Notice. In the event that Seller fails to deliver the Repurchase
Notice within the one hundred eighty (180) day period set forth above, Seller's right to repurchase the Property shall
automatically terminate without further action and shall be of no further force and effect. If Seller delivers the
Repurchase Notice within the one hundred eighty (180) day period set forth above, Library shall deliver to Seller an
itemization of its costs incurred together with copies of invoices and such other supporting documentation as Seller
shall reasonably request within thirty (30) days following Library's receipt of the Repurchase Notice.
9.3 Closing of Repurchase; "AS IS" Sale. Closing of the Seller's repurchase of the Property shall
occur within ninety (90) days following Seller's receipt of Library's costs incurred in connection with the design,
development and construction of the library branch building, and Library shall transfer title to the Property by
statutory warranty deed, free and clear of all liens and encumbrances except Permitted Exceptions and any other
exceptions consented to by the Seller prior to the Closing. Except for the warranties set forth in the deed delivered
by Library to Seller at Closing, Seller acknowledges and agrees that the Property will be conveyed and transferred
by Library to Seller on the Closing Date in its then present condition and state of repair, "AS IS ", WHERE IS"
WITH ALL FAULTS, and expressly without representation or warranty by Library of any kind or character, express
or implied, with respect to the maintenance, repair, condition or marketability of the Property, including, but not
limited to (a) any implied or express warranty of merchantability, or (b) any implied or express warranty of fitness
or suitability for a particular purpose, or (c) any representation regarding compliance of the Property with applicable
laws, ordinances, rules, regulations or requirements, zoning, subdivision, building, fire or environmental matters.
The Escrow Agent shall conduct the Closing and Closing costs and prorations shall be allocated between Library, in
its capacity as seller and Seller, in its capacity as buyer, as provided in Articles 5 and 6 of this Agreement. If Seller
fails to timely deliver the Repurchase Notice to Library or if Seller notifies Library that it intends to repurchase the
Property but fails to close the repurchase within one hundred twenty (120) days thereafter, Seller shall not be in
default under this Agreement, but Seller's right to repurchase the Property as a remedy for Library's breach of its
covenant regarding Commencement of Construction and Substantial Completion of the library branch building shall
terminate and shall be of no further force and effect.
9.4 Definitions. For purposes of this Article 9, the following terms shall have the following meaning:
15
"Commence Construction" or "Commencement of Construction" means the earlier of: (a) commencement of
mobilization, site preparation, demolition, grading, excavation for the foundation of the branch library building or
other improvements to be constructed as part of the library building project or any combination of such events, or
(b) the date the Library delivers the notice to proceed with construction to its general contractor.
"Substantial Completion" means that the Library's general contractor has substantially completed the construction
of the branch library building shell and core including completion of all structural concrete work, including floor
slabs, the installation of all exterior walls, exterior doors, windows, roof, and construction and installation of all site
utilities with plumbing, electrical, water and sewer lines, telecommunication conduit and other utilities stubbed to
the boundaries of the Property. Completion of construction and installation of interior improvements to the building
such as interior drywall, distribution of utility services within the building, installation of interior, non -load bearing
walls, interior lighting, wall, floor and ceiling finishes and other customary tenant improvements, such as installation
of library shelving, books, computer equipment and other furniture, fixtures and equipment is not required in order
for the Library to have achieved Substantial Completion of the library building.
9.5 Survival. The provisions of this Article 9 shall survive Closing and recording of the Deed to the
Property. In addition and in express consideration of the Library's agreement to Seller's right of repurchase as set
forth herein, if Commencement of Construction and Substantial Completion of the library branch building occurs
within the time period set forth in Section 9.1 above, the Parties agree that Seller's repurchase right shall terminate
and shall be of no further force or effect. At Library's request, Seller shall execute and deliver a written
acknowledgement of the termination of its repurchase right, executed in recordable form.
ARTICLE 10: MISCELLANEOUS
10.1 Parties Bound. Seller may not assign this Agreement without the prior written consent of Library,
and any such prohibited assignment shall be void. Library may not assign this Agreement without the prior written
consent of Seller and any such prohibited assignment shall be void. Subject to the foregoing, this Agreement shall
be binding upon and inure to the benefit of the respective legal representatives, successors, assigns, heirs, and
devisees of the Parties.
10.2 Headings. The article and paragraph headings of this Agreement are for convenience only and in
no way limit or enlarge the scope or meaning of the language hereof.
10.3 Invalidity and Waiver. If any portion of this Agreement is held invalid or inoperative, then so far
as is reasonable and possible, the remainder of this Agreement shall be deemed valid and operative, and effect shall
be given to the intent manifested by the portion held invalid or inoperative, unless rights and obligations of the
Parties have been materially altered or abridged by such invalidation or unenforceability. The failure by either Party
to enforce against the other any term or provision of this Agreement shall not be deemed a waiver of such party's
right to enforce against the other Party the same or any other such term or provision.
10.4 Governing Law. This Agreement and said other instruments shall, in all respects, be governed,
construed, applied, and enforced in accordance with the laws of the State of Washington.
10.5 Survival. The provisions of this Agreement that contemplate performance after the Closing and
the obligations of the Parties not fully performed at the Closing shall survive the Closing and shall not be deemed to
be merged into or waived by the instruments of Closing.
10.6 No Third Party Beneficiary. This Agreement is not intended to give or confer any benefits, rights,
privileges, claims, actions or remedies to any person or entity as a third party beneficiary or otherwise.
10.7 Entirety and Amendments. This Agreement and the exhibits hereto and the documents intended to
be delivered by the Parties pursuant to the terms and conditions of this Agreement, including the Lot Consolidation
and easements contemplated thereunder, the Library Development Agreement, the Library Easements and the S.
144th Street Improvements Agreement embody the entire agreement between the Parties and supersedes all prior
agreements and understandings relating to the Property including that term sheet as approved by the City Council on
16
June 25, 2012. This Agreement may be amended or supplemented only by an instrument in writing executed by the
Party against whom enforcement is sought.
10.8
Agreement.
Time. Subject to the provisions of Article 9, time is of the essence in the performance of this
10.9 Attorneys' Fees. Should either Party employ attorneys to enforce any of the provisions hereof, the
Party losing in any final judgment agrees to pay the substantially prevailing Party all reasonable costs, charges and
expenses, including attorneys' fees, expended or incurred in connection therewith.
10.10 Notices. All notices required or permitted hereunder shall be in writing and shall be served on the
Parties at the addresses set forth in Paragraph 1.1. Any such notices shall be either (a) sent by overnight delivery
using a nationally recognized overnight courier, in which case notice shall be deemed delivered one (1) Business
Day after deposit with such courier, (b) sent by telefax, in which case notice shall be deemed delivered upon
confirmation of the receipt of the transmission of such notice, or (c) sent by personal delivery, in which case notice
shall be deemed delivered upon receipt. A Party's address may be changed by written notice to the other Party;
provided, however, that no notice of a change of address shall be effective until actual receipt of such notice. Copies
of notices are for informational purposes only, and a failure to give or receive copies of any notice shall not be
deemed a failure to give notice. Notices given by counsel to Library shall be deemed given by Library and notices
given by counsel to Seller shall be deemed given by Seller.
10.11 Construction. The Parties acknowledge that the Parties and their counsel have reviewed and
revised this Agreement and agree that the normal rule of construction to the effect that any ambiguities are to be
resolved against the drafting party shall not be employed in the interpretation of this Agreement or any exhibits or
amendments hereto.
10.12 Calculation of Time Periods. Unless otherwise specified, in computing any period of time
described herein, the day of the act or event after which the designated period of time begins to run is not to be
included and the last day of the period so computed is to be included, unless such last day is a Saturday, Sunday or
legal holiday for national banks, in which event the period shall run until the end of the next day which is neither a
Saturday, Sunday, or legal holiday. The last day of any period of time described herein shall be deemed to end at
5 p.m. Seattle, Washington time.
10.13 Procedure for Indemnity. The following provisions govern actions for indemnity under this
Agreement. Promptly after receipt by an indemnitee of notice of any claim, such indemnitee will, if a claim in
respect thereof is to be made against the indemnitor, deliver to the indemnitor written notice thereof and the
indemnitor shall have the right to participate in the defense of such claim, (and, if the indemnitor agrees in writing
that it will be responsible for any costs, expenses, judgments, damages and losses incurred by the indemnitee with
respect to such claim, to assume the defense thereof with counsel mutually satisfactory to the parties; provided,
however, that an indemnitee shall have the right to retain its own counsel, with the fees and expenses to be paid by
the indemnitor, if the indemnitee reasonably believes (even in view of the indemnitor's agreement to be so
responsible) that representation of such indemnitee by the counsel retained by the indemnitor would be inappropriate
due to actual or potential differing interests between such indemnitee and any other party represented by such
counsel in such proceeding). The failure to deliver written notice to the indemnitor within a reasonable time of
notice of any such claim shall relieve such indemnitor of any liability to the indemnitee under this indemnity only if
and to the extent that such failure is prejudicial to the indemnitor's ability to defend such action, and the omission to
so deliver written notice to the indemnitor will not relieve it of any liability that it may have to any indemnitee other
than under this indemnity. If an indemnitee settles a claim without the prior written consent of the indemnitor, then
the indemnitor shall be released from liability with respect to such claim unless the indemnitor has unreasonably
withheld such consent.
10.14 Further Assurances. In addition to the acts and deeds recited herein and contemplated to be
performed, executed and /or delivered by Seller to Library at Closing, Seller agrees to perform, execute and deliver,
but without any obligation to incur any additional liability or expense, on or after the Closing any further deliveries
and assurances as may be reasonably necessary to consummate the transactions contemplated hereby or to further
perfect the conveyance, transfer and assignment of the Property to Library.
17
10.15 Execution in Counterparts. This Agreement may be executed in any number of counterparts, each
of which shall be deemed to be an original, and all of such counterparts shall constitute one Agreement. To
facilitate execution of this Agreement, the parties may execute and exchange by facsimile counterparts of the
signature pages.
10.16 Acceptance. This Agreement shall not be effective for any purpose until it has been executed and
delivered by both Seller and Library; execution and delivery by one Party shall not create any option or other right
in the other Party.
10.17 Confidentiality. To the extent permitted by law, including the Washington State Public Records,
Act, each Party shall hold in confidence all documents and information furnished by the other Party and any
information obtained through Library's inspection of the Property (other than matters of public record or matters
generally known to the public). The foregoing provision shall not, however, be construed to prohibit any Party from
making any disclosures to any governmental authority which it is required to make by law or to prohibit Library
from disclosing (Library having the affirmative right and consent of Seller to disclose), to its officers, directors,
escrow officers, title insurer, accountants, consultants, attorneys and other third parties involved in completing the
purchase and sale of the Property such documents, information or terms of this transaction as is necessary or
desirable for Library to perform its due diligence or as otherwise is customarily disclosed to them in connection with
similar transactions. In addition, both Parties expressly consent to the other Party holding public meetings from time
to time regarding the Property and the disclosure of such information about the Property that each Party deems
necessary or appropriate.
10.18 No Partnership. Nothing contained in this Agreement is intended, nor shall it be construed, to
create a partnership or joint venture or other special relationship between the Parties hereto or to render either of the
Parties liable or responsible for the debts or obligations of the other Party.
10.19 Recitals Incorporated; Definitions. Each of the recitals set forth above is incorporated into this
Agreement as though fully set forth herein. All capitalized terms not otherwise defined herein shall have the same
meaning as defined in the DDA.
10.20 Excusable Delay (Force Majeure). In addition to the specific provisions of this Agreement, and
notwithstanding anything to the contrary contained elsewhere this Agreement, Library shall not be in default in the
performance or the failure of performance of its obligations under this Agreement, or in the delay of its
performance, where such failure or delay or the failure or delay by the Developer in the performance of its
obligations under the DDA, the Development Agreement or the Library Development Agreement is due to war,
insurrection, strikes, lock -outs or other labor disturbances, one or more acts of a public enemy, war, riot, sabotage,
blockade, embargo, floods, earthquakes, fires, quarantine restrictions, freight embargoes, lack of transportation,
court order, delays or failures of performance by any governmental authority or utility company (so long as Library
or Developer, as applicable, seeking the extension has adequately complied with the applicable processing
requirements of such governmental authority or utility company), delays resulting from changes in any applicable
laws, rules, regulations, ordinances or codes, or a change in the interpretation thereof by any governing body with
jurisdiction, delays resulting from the weather or soils conditions which necessitate delay, delays resulting from
litigation (including suits filed by third parties concerning or arising out of this Agreement, the DDA or the
Development Agreement) or any other cause beyond the reasonable control or without the fault of the party (Library
or Developer) claiming an extension of time to perform or an inability of performance. The Library's lack of funds
or Library's inability to finance the construction of the branch library building on the Property is not a cause beyond
the reasonable control of, or without the fault of, the Library. The extension of time for any cause shall be from the
time of the event that gave rise to such period of delay until the date that the cause for extension no longer exists or
is no longer applicable, in each case as evidenced by a notice from the Library or the Developer claiming the
extension. An extension of time for the duration of such event will be deemed granted if notice by the Library is
sent to Seller within ten (10) days from Library's actual knowledge of the commencement of the cause and such
extension of time is not rejected in writing by Seller within ten (10) days of receipt of the notice (such extension of
time is referred to herein as "Force Majeure"). The occurrence of any Excusable Delay or Force Majeure by the
Developer under the DDA, the Development Agreement or the Library Development Agreement shall automatically
constitute an Excusable Delay or Force Majeure Event under this Agreement. Times for performance under this
Agreement may also be extended in writing by Seller and the Library.
18
10.21 Substitute Parking or other Easements. In the event there is any default by the Developer under
the DDA, the Development Agreement or the Developer Temporary Construction Easement or any delay in
commencement of construction of the First Development Phase or the Library Shared infrastructure beyond October
1, 2015, or delay in completion of construction of the First Development Phase or the Library Shared Infrastructure
by the Developer which has an adverse impact on the ability of the Library to construct the library building on the
Library Parcel or to obtain a certificate of occupancy for the library branch building or to operate a public library on
the Library Parcel, City agrees, upon written request of the Library and for no additional consideration, to grant
Library substitute easements for construction staging, temporary construction office and contractor parking, access
and parking either on the Tukwila Village Property, to the extent available or, if not available, on the Great Bear
Motor Inn property owned by City and located at 14420 Tukwila International Boulevard and /or the Boulevard
Motel property owned by the City located at 14440 Tukwila International Boulevard as may be necessary for the
Library to construct and operate a public library on the Library Parcel until such time as the Library Shared
Infrastructure has been completed and the Library is able to exercise the easement rights contemplated under the Lot
Consolidation and related easements and the Library Access/Parking Easement. The provisions of this Section
10.21 shall survive the closing of the sale of the Property to the Library.
10.22 Library's Payment of Pro Rata Share of S. 144th St Street Frontage Improvements. In addition to
the purchase price and notwithstanding any provision of the S. 144th Street Improvements Agreement to the
contrary, the Library will also reimburse the City for its pro rata share of the cost of construction of street frontage
improvements to S. 144th St. which will be more particularly described in the S. 144th Street Improvements
Agreements in the amount of $125,707 upon substantial completion of such street frontage improvements, which
agreement shall survive the closing of the sale of the Property to the Library. City and Library agree that Library's
payment of $125,707 to City shall constitute full and complete satisfaction of Library's obligation to construct or
reimburse the City or the Developer for street frontage improvements to the Library Parcel, including but not limited
to the street frontage improvements more particularly described in the S. 144th Street Improvements Agreement.
Library acknowledges that the City has not yet finalized design of the street frontage improvements. Library agrees
to grant City a sidewalk easement along the southerly boundary of the Library Parcel if necessary to complete
installation of the street frontage improvements described in the S. 144th Street Improvements Agreement so long as
such grant shall not result in a violation of any setback or other land use or zoning requirement or render the Library
Parcel or the branch library to be built thereon a non - conforming use under then applicable law.
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the day and year first above written
LIBRARY: KING COUNTY RURAL LIBRARY
DISTRICT, d/b /a KING COUNTY LIBRARY SYSTEM,
By:
Name: f4 ItV A. WAIt>IN
Its: l.I (3 12A- em C7b'
APPROVED AS TO FORM; SELLER: CITY OF TUKWILA, a Washington
CITY ATTORNEY municipal corporation
By e (9 -s'_J �ii�2 7 lJ
Name: I'ip,GP,e `74-N6i/ t.
19
EXHIBIT B
LEGAL DESCRIPTION OF LAND
Certain real property located in the City of Tukwila, King County, Washington and more particularly described as
follows:
Proposed Parcel D of City of Tukwila Lot Consolidation No. L -13 -021 to be recorded in the real property
records of King County, Washington.
Return Address:
CITY CLERK
CITY OF TUKWILA
6200 Southcenter Blvd.
Tukwila, WA 98188
CONFORMED COPY
20160623000470
CITY OF TUKWIL EAS 78.00
PAGE -001 OF 006
06/23/2016 14:18
pc information WASHINGTON STATE RECORDER'S Cover Sheet (RCw 65.04)
Document Title(s) (or transactions contained therein): (all areas applicable to your document must be filled in)
l Easement 2.
3. 4.
Reference Number(s) of Documents assigned or released: .
Additional reference #'s on page of document
Grantor(s) Exactly as name(s) appear on document
l City of Tukwila
2. ,
Additional names on page of document.
Grantee(s) Exactly as name(s) appear on document
l Seattle City Light
2. ,
Additional names on page of document.
Legal description (abbreviated: i.e. lot, block, plat or section, township, range)
Parcel A of City of Tukwila Lot Consolidation L13 -021 as recorded under recording number 20150428900001
Additional legal is on page 1 of document.
Assessor's Property Tax Parcel /Account Number 0 Assessor Tax # not yet
assigned 1523049242
The Auditor /Recorder will rely on the information provided on this form. The staff will not read the document
to verify the accuracy or completeness of the indexing information provided herein.
"I am signing below and paying an additional $50 recording fee (as provided in RCW 36.18.010 and
referred to as an emergency nonstandard document), because this document does not meet margin and
formatting requirements. Furthermore, 1 hereby understand that the recording process may cover up or
otherwise obscure some part of the text of the original document as a result of this request."
VVL C Vv
Signature of Requesting Party
Note to submitter: Do not sign above nor pay additional $50 fee if the document meets margin /formatting requirements
EXCISE TAX NOT REQUIRED
King Co. Records Division
By . , / Deputy
When recorded, return to:
City of Tukwila
Office of the City Clerk
6200 Southcenter Blvd
Tukwila, WA 98188
EASEMENT- (Underground Electric)
Reference #: 230415 -3 -021
Grantor: City of Tukwila
Short Legal: Lot A of City of Tukwila Lot Consolidation No. L13 -021,
Rec. No. 20150428900001, King County
Tax Parcel #: 152304-9242
THIS EASEMENT is made this 11 day of U1) E , 2016, between CITY OF
TUKWILA, a Washington municipal corporation, hereinafter called the Grantor; and the CITY OF
SEATTLE, a Washington municipal corporation, acting by and through its CITY LIGHT
DEPARTMENT, hereinafter called the Grantee; AS FOLLOWS:
That the Grantor, for and in consideration of the sum of One Dollar (1.00) and other valuable
consideration, receipt and sufficiency of which is hereby acknowledged, hereby grants to the
Grantee, its successors and assigns,,the right, privilege and authority (an "Easement ") to install,
construct, improve, remove, erect, alter, repair, energize, operate and maintain underground electric
distribution facilities which are limited to: vaults, handholes, risers, ducts, conduits, cables,
underground wires and other convenient appurtenances necessary to make said underground
facilities an integrated electric system ( "Electric System ") upon, under, across and through the
following described lands and premises ( "Property") situated in the County of King, State of
Washington:
PARCEL A OF CITY OF TUKWILA LOT CONSOLIDATION L13 -021
AS RECORDED UNDER RECORDING NUMBER 20150428900001,
IN KING COUNTY, STATE OF WASHINGTON.
Except as otherwise set forth herein, Grantee's rights shall be exercised upon that portion
( "Easement Area ") of the Property as depicted in Exhibit A attached hereto and as legally described
as follows:
THE SOUTHERN FORTY (40) FEET OF THE WESTERLY TEN (10) FEET OF
THE ABOVE DESCRIBED REAL PROPERTY.
Page 1 of 4
Together with the right at all times to the Grantee, its successors and assigns, of ingress to and
egress from the Easement Area across and through the Property of the Grantor for the purposes set
forth herein.
Together with the right at all times to the Grantee, its successors and assigns, to cut and trim brush,
trees or other plants standing or growing upon the Easement Area, which, in the opinion of Grantee,
interfere with the maintenance or operation of Grantee's Electric System.
Except for structures within the Easement Area as of the date of this Easement and except for
grading, site work, construction and installation and maintenance of facilities as approved in City
permits D14 -0999 and PW13 -0163, the Grantor, their heirs, executors, administrators, successors
and assigns, hereby covenant and agree that no structure or fire hazards will be erected or permitted
within the Easement Area; that no digging will be done or permitted within the Easement Area
which will in any manner disturb the Electric System or its solidity or unearth any portion thereof;
and that no blasting or discharge of any explosives will be permitted within fifty (50) feet of the
Electric System.
The City of Seattle is to be responsible, as provided by law, for any damage to the Grantor through
its negligence in the construction, maintenance and operation of its Electric System. The City of
Seattle shall restore the property to at least as good a condition than that which existed prior to any
disturbance by the City of Seattle due to its actions to construct, improve, remove, erect, alter,
repair, energize, operate and maintain underground electric distribution facilities within the
Easement Area.
The Grantor and Grantee acknowledge that the Electric System is not wholly contained within the
Easement Area and that components of the Electric System extend into the public right -of -way for
Tukwila International Boulevard. Grantor and Grantee hereby agree that any conflict between the
Electric System and future public improvements within the right -of -way (consistent with the
Franchise agreement in place between Tukwila and Seattle City Light) that necessitate relocation,
adjustment, or other physical changes to the Electric System to resolve the conflict, will be resolved
in partnership between Grantor and Grantee with all associated costs shared equally. Every
reasonable effort will be made to design such future improvements within the right -of -way to avoid
conflicts with the Electric System.
The rights, title, privileges and authority hereby granted shall continue and be in force until such
time as the Grantee, its successors and assigns shall permanently remove all of its Electric System
from the Easement Area or shall permanently abandon the Easement Area, at which time all such
rights, title, privileges and authority shall terminate without further action required from Grantor or
Grantee.
Page 2 of 4
IN WITNESS WHEREOF, this instrument has been executed the day and year first above written.
GRANTOR: CITY OF TUKWILA
GRANTEE: SEATTLE CITY LIGHT
Printed Name and Title:
A-iIckift eLbpArl
Printed Name and Title:
Maureen Barnes
MetiTY, a5-`rtAk. ui t TO Real Estate Services Manager
Page 3 of 4
STATE OF WASHINGTON )
) ss.
COUNTY OF KING
I certify that I know or have satisfactory evidence that 14 L_L A) ..R signed
this instrument, on oath stated that he /she was authorized to execute the instrument nd
acknowledged it as the Cz vytal of CITY OF TUKWILA
to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument.
IN - WITNESS - WHEREOF, I have hereunto set my hand and affixed my official seal the —day and
year above written.
(notary seal)
•r•■• ,5swot 4'4,, P .
. V o +°T'4'►pA' ' :
y s r.
!., % A ',et_' —
)` ` o •og-20
't,,°P wns ``
STATE IOWA HINGTON
) ss.
COUNTY OF KING
Signature:
TM-i-P
Print name: C.1\ Ti F ( ei l\ Qj t9
Notary Public in and for the State o Washin on
Residing at: (60_90 W
My commission expires: 3
I certify that I know or have satisfactory evidence that Maureen Barnes signed this instrument, on
oath stated that she was authorized to execute the instrument and acknowledged it as the Real
Estate Services Manager of SEATTLE CITY LIGHT to be the free and voluntary act of such
party for the uses and purposes mentioned in the instrument.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and
year above written.
(notary seal)
ttttuIIS,i
' 4.x,460%.
I4.41F144,
i.1 4114....._ t, r , ;
1
i0 WAS '#
s.
1$010,411,
Signature:
Print name: Mary Louise Davis
Notary Public in and for the State of Washington
Residing at: Edmonds, WA
My commission expires: November 30, 2017
Page 4 of 4
EXHIBIT A
Depiction of Easement Area
Not to Scale
TUKWILA INTERNATIONAL BLVD
After recording return to: CONFORMED COPY
CITY OF TUKWILA
Office of the City Clerk 20150520001082
6200 Southcenter Boulevard 88.00
Tukwila,Washington 98188 FIRST AMERICAN EAS
PAGE-001 OF 017
05/20/2015 15:26
DECLARATION OF ACCESS AND SHARED PARKING EASEMENTS
Ref. 15-045
Council Approval 212/15
Grantor(s):
1. City of Tukwila
Grantee(s):
1. City of Tukwila
Legal Description(Abbreviated):
Parcels A,B,C,and D,City of Tukwila Lot Consolidation No.L13-021,recorded under
King County Recording No.20150428900001; and Parcel E [Ptns Lots 12-15,Block 2,
Adam Home Tracts(11/31)]
Complete Legal Descriptions are set forth on Exhibit A-1 and Exhibit A-2 attached hereto.
Assessor's Property Tax Parcel/Acct.Number(s):
Assessor's Property Tax#not yet assigned for parcels A,B,C,and D.
Parcel E: 004000-0180,004000-0194,004000-0146,004000-0145,004000-0191,004000-0196,
and 004000-0198.
Title(s)and Reference No(s).of Related Documents:
City of Tukwila Lot Consolidation No. L13-021, recorded under King County Recording
No.20150428900001.
EXC1F TAY . 7
,Co. "t* •rds FV,:. 'j f
d t L / _
_, Ti .*`Uty
1
REF. TUKWILA VILLAGE DEVELOPMENT
DECLARATION OF ACCESS AND SHARED PARKING EASEMENTS
The CITY OF TUKWILA, a Washington non-charter optional municipal code city (the
"City" or the"Declarant"),is the legal and beneficial owner of certain real property located in the City
of Tukwila,King County, Washington, legally described on Exhibits A-1 and A-2 ("Property"). The
Property includes Parcels A,B, C and D of City of Tukwila Lot Consolidation No. L13-021 as legally
described on Exhibit A-1 (which shall be referred to herein as"Parcel A,""Parcel B,""Parcel C,"and
"Parcel D"). The Property also includes the real property legally described on Exhibit A-2, which
shall be referred to herein collectively as "Parcel E". Each parcel shall be referred to herein
individually as a"Parcel" or collectively as the"Parcels." Each owner of a Parcel shall be referred to
herein as an "Owner," and the owners of all the Parcels shall be referred to herein collectively as the
"Owners."
Declarant, for the preservation of values and amenities of the Property, hereby declares that
the Parcels are hereafter subject to the terms, conditions and provisions of this Declaration of Access
and Shared Parking Easements("Declaration").
1. Grant of Access Easement.
Declarant, as the Owner of Parcel A,Parcel B,Parcel C,Parcel D, and Parcel E,hereby grants
to the Owners of Parcel A, Parcel B, Parcel C, Parcel D, and Parcel E (a) a permanent non-exclusive
easement for vehicular ingress, egress and access from Tukwila International Boulevard and S. 144th
Street over the easement areas legally described on Exhibit B attached hereto and as depicted on the
approved site map attached hereto as Exhibit C; and (b) a permanent non-exclusive easement for
pedestrian and vehicular access to use all access roads and sidewalks now or hereafter constructed on
Parcels A,B,C,D and E.
2. Grant of Exclusive Parking Easement.
Declarant, as the Owner of Parcel A, hereby grants to the Owner of Parcel D a permanent
exclusive parking easement(for so long as Parcel D is used as a public library or for other public use)
to park on a first come/first served, unreserved basis, at no charge, during the hours that the public
library located on Parcel D is open for business, in twelve (12) surface parking stalls (including one
which shall be an ADA accessible parking stall and one special Library vehicle loading area stall
reserved for use by Library vehicles for pick up or delivery of library books and materials) (the
"Exclusive Library Parking"),to be constructed on that portion of Parcel A as illustrated and depicted
on Exhibit D attached hereto.
Notwithstanding anything to the contrary herein, the Owner of Parcel D shall be responsible,
at its sole expense,to maintain the Exclusive Library Parking in good order, condition and repair, and
in accordance with Maintenance Obligation standards set forth in Section 6 herein.
In the event that Parcel D is no longer used as a public library or for other public use,then the
Owner of Parcel A may terminate the easement granted in this Section by giving thirty (30) days
written notice of termination to the Owner of Parcel D and filing a notice of termination in the office
of the King County Recorder.
2
3. Grant of Non-Exclusive Shared Parking Easement.
Declarant, as the Owner of Parcel A, Parcel B, Parcel C, and Parcel E, hereby grants to the
Owners of Parcel A, Parcel B, Parcel C, Parcel D, and Parcel E, a permanent non-exclusive easement
for shared non-residential parking, at no charge, on the non-residential parking stalls now or hereafter
constructed on Parcels A,B,C and E(the"Shared Parking Spaces").
4. Transportation Management Plan.
The Owners shall establish a transportation management plan to maximize the utilization and
efficiency of the Shared Parking Spaces,to reduce parking demand,to regulate the traffic flow, and to
otherwise manage the parking on the Parcels (the "Transportation Management Plan"). The
Transportation Management Plan shall comply with all laws, ordinances, codes, regulations and other
governmental requirements applicable to the Parcels, and may include strategies such as encouraging
transit use, assigning parking stalls for specific uses or users,restricting parking based on day of week
or time of day, designating certain spaces or areas for employee parking, and other methods as the
Owners may agree from time to time. The establishment of the initial Transportation Management
Plan, and the adoption of any amendments or modifications thereto, shall require the unanimous
approval of the Owners.
Unless otherwise agreed with the unanimous approval of the Owners, the Transportation
Management Plan shall permit the Owner of Parcel A to designate up to twelve (12) surface parking
stalls opposite the Exclusive Library Parking, and up to seven (7) surface parking stalls parallel to
Tukwila International Blvd., as illustrated and depicted on Exhibit D (together, the "Commercial
Parking Area"), for retail and commercial use only, during the hours that the retail and commercial
businesses located on Parcel A are open for business.
Notwithstanding anything to the contrary herein, the Owner of Parcel A shall be responsible,
at its sole expense,to maintain the Commercial Parking Area in good order, condition and repair, and
in accordance with Maintenance Obligation standards set forth in Section 6 herein.
5. Grant of Easement for Use of Trash Enclosure.
Declarant, as the Owner of Parcel A, Parcel B, Parcel C, and Parcel D, hereby grants to the
Owners of Parcel A,Parcel B,Parcel C, and Parcel D, a permanent non-exclusive easement to access
the trash enclosure located on Parcel A, as illustrated and visually depicted on Exhibit D, for the
purpose of depositing and placing receptacles for garbage,refuse,and recycling materials.
Each Owner shall be separately responsible for supplying its own receptacles for disposing of
trash deposited in its receptacles at reasonable regular intervals. The Owners may,but are not required
to, share dumpster space and/or jointly contract for the disposal of trash on such terms and conditions
as may be mutually agreeable to the Owners. The Owner of Parcel A reserves the right to install a
lock to secure the trash enclosure, provided that reasonable access to the trash enclosure is made
available to the other Owners and its tenants during regular business hours.
6. Maintenance and Management Obligations and Responsibilities.
(a) Parcels A,B,C,and D.
(1). Commencing upon Declarant's conveyance of Parcel A to any third party,the
Owner of Parcel A ("Lead Owner") shall be responsible to maintain the paved roadways,
3
curbs,gutters,parking areas and sidewalks("Paved Surfaces")of Parcels A,B,C and D of the
Property in good order, condition and repair (including capital improvements, if required) in
compliance with applicable laws and in a manner comparable to other similar mixed-use
developments of comparable size in Tukwila, Washington (the "Maintenance Obligation") as
provided herein. The Lead Owner shall also be responsible to implement and execute the
Transportation Management Plan. The Maintenance Obligation shall include(a)maintenance,
cleaning and repairing of the Paved Surfaces in a smooth and evenly covered condition,
including sweeping, power washing, restriping, resealing and resurfacing, (b) periodic
removal of litter, filth, ice and snow to the extent necessary to keep the Paved Surfaces in a
safe, clean and orderly condition, (c) maintenance and cleaning of directional signage and
street lighting including replacement of burn out light bulbs, and (d) maintenance of
landscaping and maintenance and repair of related irrigation located within the parking or
sidewalk areas of the Property.
(2). The Owners of Parcels B, C and D shall reimburse the Lead Owner for their
allocated share of the costs incurred by the Lead Owner in connection with the Maintenance
Obligation. The allocated share ("Allocated Share") for each Parcel shall be as set forth
below:
Parcel Allocated Share of
Maintenance Obligation
A 49.04%
B 17.20%
C 13.89%
D 19.88%
(3). At least thirty(30)days prior to the beginning of each calendar year,the Lead.
Owner shall submit to the other Owners a proposed budget setting forth the estimated costs of
the Maintenance Obligation (the "Proposed Maintenance Budget"). The other Owners shall
pay the Lead Owner in twelve (12) equal monthly installments on the first day of each
calendar month, their Allocated Share of the estimated costs of the Maintenance Obligation
based upon the estimates in the Proposed Maintenance Budget. Within ninety(90) days after
the end of each calendar year,the Lead Owner shall provide the other Owners with a certified
statement setting forth the actual costs of the Maintenance Obligation paid by the Lead Owner
during the previous calendar year and each Owner's Allocated Share of the Maintenance
Obligation. The Lead Owner shall keep its books of accounts and records concerning such
actual costs of the Maintenance Obligation in accordance with generally accepted accounting
principles and shall maintain all such books and records for a minimum of five(5)years.If the
amount paid by the Owner of any Parcel shall have exceeded its Allocated Share, the Lead
Owner shall refund the excess to such Owner within thirty (30) days after such certified
statement is delivered or,if the amount paid by an Owner for such calendar year is less than its
Allocated Share, such Owner shall pay the balance of its Allocated Share to the Lead Owner
within thirty (30) days after receipt of such certified statement. Within three (3) years after
receipt of a certified statement, each Owner shall have the right to audit the Lead Owner's
books and records pertaining to the actual costs of the Maintenance Obligation for the
calendar year covered by such certified statement. In the event that such audit discloses any
error in the determination of the actual costs of the Maintenance Obligation,the Lead Owner
shall refund to such Owner the excess amount paid by such Owner(if any) for such calendar
year within thirty(30)days following receipt of the results of such audit or, if the amount paid
by an Owner for such calendar year is less than its Allocated Share, such Owner shall pay the
unpaid balance of its Allocated Share to Lead Owner within thirty(30)days following receipt
4
of the results of such audit. If the audit discloses a discrepancy which results in an owner
having overpaid its allocable share of the actual costs of the Maintenance Obligation by more
than 5.00%, Lead Owner shall pay the reasonable costs of the audit; otherwise the applicable
Owner shall pay the costs of the audit.
(b) Parcel E.
(1). Commencing upon Declarant's conveyance of Parcel E to any third party,the
Owner of Parcel E shall be responsible, at its sole expense,to maintain the Paved Surfaces of
Parcel E in good order, condition and repair(including capital improvements, if required)and
in compliance with the Maintenance Obligation standards.
(2). The Owners of Parcels A,B,and C shall reimburse the Owner of Parcel E for
a total of fourteen and 84/100 percent (14.84%) of the maintenance costs incurred by the
Owner of Parcel E in connection with the maintenance of the Paved Surfaces on Parcel E(the
"Parcel E Reimbursement Obligation"). The respective share of the Parcel E Reimbursement
Obligation for the Owners of Parcel A,Parcel B,and Parcel C is set forth below:
Parcel Share of Parcel E Reimbursement Obligation
A 61.20%
$ 21.46%
C 17.34%
7. Parking Fees; Special Events
There shall be no parking fees assessed or imposed by any Owner in connection with the
Exclusive Library Parking,the Shared Parking Spaces,or the Commercial Parking Area. The Owners
of all Parcels shall work together in good faith in scheduling and coordinating special events at the
Tukwila Village Community Center & Plaza (to be located on Parcel C) or events sponsored by
residents and tenants of the various buildings or by the Tukwila Library (to be located on Parcel D)
which may result in a large parking demand.
8. Running With the Land
The declarations, easements, limitations, covenants, conditions, and restrictions granted,
reserved or otherwise set forth herein, are not intended to be personal to the individual Owners, but
shall run with the land and shall be appurtenant to Parcels A, B, C, D, and E. It is the intent of the
Declarant that this Agreement shall not be extinguished by the doctrine of merger.
9. Modification
The provisions of this Declaration may be modified only by a written instrument executed by
the then existing Owners of Parcels A,B,C,D and E.
10. Not a Public Dedication
Nothing contained herein shall be deemed to be a gift or dedication of any portion of the
Property or any portion thereof to the general public or for any public use or purpose whatsoever. No
Owner shall grant any third party (other than such Owner's officers, employees, agents, tenants,
subtenants, customers, patrons and invitees) any right to park in any parking areas now or hereafter
located on Parcels A,B,C,or E.
5
11. Enforcement and Limitation
The easements,rights of use and benefits set forth herein are granted to enable the Owners to
provide the same to their respective tenants and all guests of sdch tenants for the purpose of enhancing
and protecting the value and attractiveness of the Property. Any covenant or agreement contained
herein may be enforced by legal or equitable proceedings, including, without limitation, an action for
specific enforcement,against any person or persons violating or attempting to violate such covenant or
agreement,either to restrain or enjoin such violation and/or recover damages for an Owner's failure to
pay its Allocated Share of the Maintenance Obligation; provided, however, no such action to enforce
the easements granted herein may be brought by any third party whatsoever(including but not limited
to the tenants)except the Owners or their successors in interest.
12. Governing Law.
The validity of this Agreement, the interpretation of the rights and duties of the Owners
hereunder and the construction of the terms hereof shall be governed in accordance with the internal
laws of the State of Washington.
IN WITNESS WHEREOF,the undersigned Declarant has executed this Declaration of Access
and Shared Parking Easements effective as of this )6D4 day of May,2015.
Declarant: CITY OF TUKWILA,Washington non-charter optional municipal code city
By:
N. -: Ji Haggert%
Title: ayor
Approved as to form:
tat.elvtAl /r
City Attorney
6
ACKNOWLEDGMENT
STATE OF WASHINGTON )
)ss.
COUNTY OF KING )
I HEREBY CERTIFY that on this /D y of Cr_ 2015, before me, the
undersigned, a notary public in and for the State of Washington, ly commissioned and sworn,
personally appeared Jim Hagerstown, to me known to be the Mayor of the CITY OF TUKWILA, a
Washington non-charter optional municipal code city,the municipal code city that executed the within
and foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and
deed of said municipal code city for the uses and purposes therein mentioned, and on oath stated that
he or she was authorized to execute said instrument on behalf of said municipal code city.
WITNESS my hand and official seal the day and year certificate first above written.
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EXHIBIT A-1
LEGAL DESCRIPTION OF PARCELS A,B,C,and D
Parcels A,B,C,and D,City of Tukwila Lot Consolidation No.L13-021,recorded under King County
Recording No.20150428900001.
8
EXHIBIT A-2
LEGAL DESCRIPTION OF PARCEL E
Parcel E per this Declaration comprises those parcels listed below:
PARCEL K(APN 004000-0180):
THAT PORTION OF THE NORTH 105.12 FEET OF LOT 13 LYING EASTERLY OF STATE
ROAD NO 1 IN BLOCK 2 OF ADAMS HOME TRACTS,AS PER PLAT RECORDED IN
VOLUME 11 OF PLATS,PAGE 31,RECORDS OF KING COUNTY,WASHINGTON.
EXCEPT THOSE PORTIONS OF LOT 13 CONVEYED FOR ROAD PURPOSES TO KING
COUNTY, STATE OF WASHINGTON,RECORDED UNDER RECORDING NO 7501150141
AND TO THE STATE OF WASHINGTON RECORDED UNDER RECORDING NO 9603260430,
RECORDS OF KING COUNTY,WASHINGTON.
PARCEL L(APN 004000-0194):
THE WEST 60 FEET OF THE NORTH 83 FEET OF LOT 14 IN BLOCK 2 OF ADAMS HOME
TRACTS,AS PER PLAT RECORDED IN VOLUME 11 OF PLATS,PAGE 31,RECORDS OF
KING COUNTY,WASHINGTON.
PARCEL M(APN 004000-0146):
THAT PORTION OF LOTS 13 AND 14 IN BLOCK 2 OF ADAM HOME TRACTS IN KING
COUNTY,WASHINGTON,DESCRIBED AS FOLLOWS:
BEGINNING AT A POINT 60 FEET EAST AND 159 FEET NORTH OF THE SOUTHWEST
CORNER OF TRACT 14;THENCE WESTERLY 100 FEET;THENCE NORTHERLY 26 FEET;
THENCE WESTERLY 78.51 FEET TO THE EASTERLY MARGIN OF PACIFIC HIGHWAY
SOUTH;THENCE NORTHEASTERLY ALONG SAID HIGHWAY 23.74 FEET;THENCE
EASTERLY 109.85 FEET;THENCE NORTHERLY 22.20 FEET;THENCE EASTERLY 60 FEET;
THENCE SOUTHERLY 70.60 FEET TO POINT OF BEGINNING.
PARCEL N(APN 004000-0145):
THAT PORTION OF LOTS 12, 13 AND 14 IN BLOCK 2 OF ADAMS HOME TRACTS IN KING
COUNTY,WASHINGTON,DESCRIBED AS FOLLOWS:
BEGINNING 60 FEET EAST AND 125 FEET NORTH OF THE SOUTHWEST CORNER OF
TRACT 14;THENCE WESTERLY 198.14 FEET TO THE EASTERLY MARGIN OF PACIFIC
HIGHWAY SOUTH;THENCE NORTHEASTERLY ALONG SAID HIGHWAY 63.02 FEET;
THENCE EASTERLY 78.51 FEET;THENCE SOUTHERLY 26 FEET;THENCE EASTERLY 100
FEET;THENCE SOUTHERLY 34 FEET TO POINT OF BEGINNING.
PARCEL 0(APN 004000-0191):
LOT 14 IN BLOCK 2 OF ADAMS HOME TRACTS,AS PER PLAT RECORDED IN VOLUME 11
OF PLATS,PAGE 31,RECORDS OF KING COUNTY,WASHINGTON.
EXCEPT THE WEST 60 FEET THEREOF.
9
PARCEL P(APN 004000-0196):
THE WEST 28.6 FEET OF LOT 15 IN BLOCK 2 OF ADAMS HOME TRACTS,AS PER PLAT
RECORDED IN VOLUME 11 OF PLATS,PAGE 31,RECORDS OF KING COUNTY,
WASHINGTON.
SITUATE IN THE CITY OF TUKWILA,COUNTY OF KING, STATE OF WASHINGTON.
PARCEL Q(APN 004000-0198):
LOT 15,BLOCK 2,ADAMS HOME TRACTS,ACCORDING TO THE PLAT THEREOF,
RECORDED IN VOLUME 11 OF PLATS,PAGE 31,IN KING COUNTY,WASHINGTON.
EXCEPT THE WEST 29.5 FEET THEREOF.
AND EXCEPT THE SOUTH 11.5 FEET THEREOF.
AND EXCEPT THE EAST 3.0 FEET THEREOF.
10
EXHIBIT B
(See attached)
11
LEGAL DESCRIPTION
ACCESS EASEMENT
That portion of Parcels A, B and C of City of Tukwila Lot Consolidation No.L13-021, recorded under
King County Recording No.20150428900001, more particularly described as follows:
COMMENCING at the Southeast corner of said Parcel B;
THENCE North 87°35'31" West, 139.18 feet along the South line of said Parcel C to the TRUE
POINT OF BEGINNING;
THENCE North 01°27'33" East, 155.74 feet to a point on a non-tangent curve, the radius of which
bears North 88°32'36"West;
THENCE Northwesterly along the arc of a curve concave to the Southwest, having a radius of
77.00 feet, through a central angle of 59°20'42", and an arc length of 79.75 feet to a point of
reverse curvature;
THENCE Northwesterly along the arc of a curve to the right, having a radius of 30.00 feet, through
a central angle of 66°18'18", and an arc length of 34.72 feet;
THENCE North 08°25'00" East, 71.74 feet to a point of tangency;
THENCE Northerly along the arc of a curve to the left, having a radius of 213.00 feet, through a
central angle of 06°57'36", and an arc length of 25.87 feet;
THENCE North 01°27'24" East, 108.76 feet to a point on a non-tangent curve, the radius of which
bears South 68°07'36" East;
THENCE Northeasterly along the arc of a curve concave to the Southeast, having a radius of 2.00
feet, through a central angle of 18°19'51", and an arc length of 0.64 feet to a point of compound
curvature;
THENCE Northeasterly along the arc of a curve to the right, having a radius of 9.98 feet, through a
central angle of 50°49'27", and an arc length of 8.85 feet;
THENCE South 88°58'18" East, 7.92 feet to the East line of said Parcel A;
THENCE North 07°15'12"West, 28.29 feet along said East line;
THENCE North 88°32'36" West, 3.73 feet to a point on a non-tangent curve, the radius of which
bears North 06°07'01" East;
THENCE Northwesterly along the arc of a curve concave to the Northeast, having a radius of 10.08
feet, through a central angle of 72°43'12", and an arc length of 12.79 feet to a point on a non-
tangent curve, the radius of which bears South 78°59'31"West;
THENCE Northwesterly along the arc of a curve concave to the Southwest, having a radius of
46.00 feet, through a central angle of 77°32'07", and an arc length of 62.25 feet;
THENCE North 88°32'36"West,42.62 feet to a point of tangency;
THENCE Westerly along the arc of a curve to the right, having a radius of 100.73 feet, through a
central angle of 11°01'16", and an arc length of 19.38 feet;
THENCE North 80°15'52"West, 17.62 feet to the North line of said Parcel A;
THENCE South 73°14'00" West, 21.80 feet along said North line to the Northwest corner of said
Parcel A, being to a point on a non-tangent curve, the radius of which bears North 80°09'16"West;
THENCE Southerly along the West line of said Parcel A, along the arc of a curve concave to the
West, having a radius of 1,960.00 feet, through a central angle of 00°28'32", and an arc length of
16.27 feet;
Project Name: Tukwila Village
Revised May 14,2015
Page 1 of 2
BDG
15255L.026.doc
Exhibit: 15255EXH26-ACC.dwg
THENCE South 80°15'52" East, 36.64 feet to a point on a non-tangent curve, the radius of which
bears North 12°10'48" East;
THENCE Easterly along the arc of a curve concave to the North, having a radius of 126.73 feet,
through a central angle of 10°43'25", and an arc length of 23.72 feet;
THENCE South 88°32'36" East, 42.62 feet to a point of tangency;
THENCE Southeasterly along the arc of a curve to the right, having a radius of 20.00 feet, through
a central angle of 90°00'00", and an arc length of 31.42 feet;
THENCE South 01°27'24"West, 138.99 feet to a point of tangency;
THENCE Southerly along the arc of a curve to the right, having a radius of 187.00 feet, through a
central angle of 06°57'36", and an arc length of 22.72 feet;
THENCE South 08°25'00"West, 71.74 feet to a point of tangency;
THENCE Southwesterly along the arc of a curve to the right, having a radius of 30.00 feet, through
a central angle of 66°18'18", and an arc length of 34.72 feet to a point of reverse curvature;
THENCE Southwesterly along the arc of a curve to the left, having a radius of 77.00 feet, through a
central angle of 24°53'19", and an arc length of 33.45 feet to a point of reverse curvature;
THENCE Westerly along the arc of a curve to the right, having a radius of 30.00 feet, through a
central angle of 42°57'03", and an arc length of 22.49 feet;
THENCE North 71°14'17"West, 104.01 feet;
THENCE North 70°32'36" West, 6.50 feet to the West line of said Parcel A, being to a point on a
non-tangent curve,the radius of which bears North 71°23'01"West;
THENCE Southerly along said West line, along the arc of a curve concave to the West, having a
radius of 1,960.00 feet, through a central angle of 00°45'36", and an arc length of 26.00 feet;
THENCE South 70°32'36" East, 6.30 feet;
THENCE South 71°33'50" East, 111.52 feet to a point on a non-tangent curve, the radius of which
bears North 03°43'25" East;
THENCE Easterly along the arc of a curve concave to the North, having a radius of 53.00 feet,
through a central angle of 44°50'01", and an arc length of 41.47 feet to a point of reverse curvature;
THENCE Southeasterly along the arc of a curve to the right, having a radius of 51.00 feet, through
a central angle of 132°34'01", and an arc length of 118.00 feet;
THENCE South 01°27'24"West, 155.31 feet to the South line of said Parcel C;
THENCE South 87°35'31" East, 26.00 feet along the South lines of said Parcels C and B to the
TRUE POINT OF BEGINNING.
AND
That portion of Lot 14, Block 2, Plat of Adams Home Tracts, recorded in Volume 11, Page 31, more
particularly described as follows:
COMMENCING at the intersection of the West line of said Lot 14 and the South margin of South
144th Street, as dedicated by Recording No.20150319001438;
THENCE South 87°35'35" East, 43.41 feet along said South margin to the TRUE POINT OF
BEGINNING;
THENCE CONTINUING South 87°35'35" East, 26.01 feet along said South margin;
THENCE South 01°07'34"West, 143.54 feet;
THENCE North 88°52'26"West, 26.00 feet; 1). Gll.
THENCE North 01°07'34" East, 144.12 feet to the LO
TRUE POINT OF BEGINNING. \' OF WAIF-IN??
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Project Name: Tukwila Village
Revised May 14,2015
Page 2 of 2 4 isms •
15255L.026.doc
Exhibit: 15255EXH26-ACC.dwg -AL LAND
5/14/15
EXHIBIT C
(See attached)
12
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EXHIBIT D
(See attached)
13
THE SAMARA
APARTMENTS
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APARTMENTS
PROPERTY
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Tukwila, WA
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LEGEND
SURFACE PARKING:
NO. OF
STALLS AREA
12 EXCLUSIVE
LIBRARY
PARKING AREA
OTHER:
19 COMMERCIAL
PARKING AREA
TRASH ENCLOSURE
AREA
50' 100' 200'
•
CD
SCALE: 1" = 100'-0"
Surface Parking Exhibit
Date: 05-19-2015