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HomeMy WebLinkAboutReg 2026-03-02 Item 5F - Agreement - Duwamish Hill Preserve Property Purchase & Sale Agreement for $321,000City of Tukwila Thomas McLeod, Mayor Marty Wine, City Administrator AGENDA BILL ITEM NO. 5.F. Agenda Item Duwamish Hill Preserve Property Acquisition, CIP Project # 92241203 Sponsor Mike Perfetti, Surface Water Senior Program Manager Public Works Department Legislative History February 23, 2026 Transportation & Infrastructure Services Committee March 2, 2026 Regular Meeting Consent Recommended Motion ❑ Discussion Only ❑x Action Requested MOVE TO authorize the Mayor to sign a Purchase and Sale Agreement for $321,000.00, to acquire parcels #3351400010 and #3351400011 using King County Conservation Futures grant funds. EXECUTIVE SUMMARY The Council is being asked to authorize the Mayor to sign a Purchase and Sale Agreement for $321,000.00, to acquire parcels #3351400010 and #3351400011 using King County Conservation Futures grant funds, and to forward this item to the Consent Agenda at the March 2, 2026 Regular Meeting. DISCUSSION In 2004, Forterra (formerly Cascade Land Conservancy) and the City, in partnership with Friends of the Hill, purchased what is now the Duwamish Hill Preserve ("Preserve"). The original 2007 park master plan identified the acquisition of two small additional parcels to the east, which was completed in 2024 through as similar process as here, expanding the park to 10.7 acres. In 2025, the City was approached by the owner of the two subject adjacent parcels. The parcels would expand the Preserve by -0.31 acres (0.34 acres including a segment of unopened ROW), adjoining it to the 40th Ave. S. and S. 114th St. rights of way. The properties, which have a common owner, are currently vacant and covered largely with non-native vegetation. Acquisition would: • Expand ecosystem services provided to the community (reduction in stormwater impacts, air temperature reduction, health benefits, etc.), and neighborhood access to the Preserve and • Support the in -progress Duwamish Hill Preserve Phase 3, which preliminarily shows future restoration and trail construction on these parcels. The Conservation Futures Tax (CFT) grant that was awarded to the City for the purchase of these parcels was approved by Council on February 2, 2026, and the subsequent grant (Interlocal Cooperation Agreement) was signed by the Mayor on February 9, 2026. Through the in -progress Duwamish Hill Preserve Phase 3 (CIP Project # 92241203), the two sites are being preliminarily programmed as open space and neighborhood access. The purchase price for these parcels is $321,000, which is the same as the appraised value. Forterra is under contract, and is being paid via grant funds, to act as the agent on the City's behalf for this land acquisition. 103 FINANCIAL IMPACT Complete for all items with fiscal implications Expenditures: Fund Source: ■ Expenditure - Budgeted $321,000 Revenues (if applicable): Conservation Futures Tax Levy Grant ■ Expenditure - Unbudgeted © Expenditure - Grant -Funded ■ Revenue — One -Time (e.g. asset sale, surplus equipment) ■ Revenue - Ongoing Contractor (if applicable) Forterra Scope of Work Acquire approximately 1/3 acre of land (two parcels) to expand Duwamish Hill Preserve Amount $321,000 Duration N/A Additional Comments: to review by the City Attorney Final terms and scope of work subject ATTACHMENTS A. Duwamish Hill Preserve Ph 3 Capital Improvement Project Summary B. Draft Purchase and Sale Agreement C. Review Appraisal D. Site Map E. Minutes from 02/23 Transportation and Infrastructure Services Committee Meeting - to be distributed separately 104 Attachment A CITY OF TUKWILA CAPITAL PROJECT SUMMARY 2025 to 2030 1,/1111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111111 PROJECT: Duwamish Hill Preserve Phase 3 Project# 92241203 Project Manager Mike Perfetti Department Surface Water DESCRIPTION: JUSTIFICATION: STATUS: MAINTENANCE IMPACT: COMMENT: The goals of the project are to restore the shoreline to create off -channel habitat and expand the park visitor experience. The park master plan calls for moving a portion of S. 115th Street landward to improve shallow water habitat, water quality and enjoyment of the shoreline. Final design will be informed by a feasibility evaluation and alternatives evaluation process. This project is described in the Duwamish Hill Preserve Park Master Plan and is listed as Project DUW-63 in the WRIA 9 Salmon Habitat Plan (2021) The project has some funding in the 2023-24 CIP for initial feasibility work. Project initiation and consultant advertisement is planned for 2024. This is a work in progress. The Green Infrastructure Program Proposal is intended, in part, to address maintenance needs for PW-initiated habitat restoration projects and helping to alleviate pressure on Parks' given resource constraints. Note that vegetation management maintenance needs decrease over time as planted vegetation matures. 3 years is considered a rule of thumb for plant establishment. The City completed acquisitions of properties identified in master plan that may be used for this project. Two small additional undeveloped properties are for sale that would expand the park footprint. FINANCIAL (in thousands) 2025 2026 2027 2028 2029 2030 Beyond TOTAL Project Costs Project Mgmt (Staff Time/Cost) Design Land (R/W) Construction Mgmt. Construction Contingency $ 10 $ 200 $ 20 $ 10 $ 200 $ 300 $ 20 $ 20 $ 400 $ 40 $ 5 $ 5 $ 20 $ 200 $ 2,000 $ 440 $ 20 $ - $ - $ 200 $ 2,000 $ 440 $ 85 $ 800 $ 300 $ 400 $ 4,000 $ 965 Total Project Costs $ 230 $ 530 $ 460 $ 10 $ 2,660 $ 2,660 $ 6,550 Project Funding Proposed Grant Utility Revenues $ 230 $ 460 $ 70 $ 400 $ 60 $ 10 $ 2,000 $ 660 $ 2,000 $ 660 $ 4,860 $ 1,690 Total Project Funding $ 230 $ 530 $ 460 $ 10 $ 2,660 $ 2,660 $ 6,550 105 Docusign Envelope ID: 5918C49C-B73A-4FEB-9DF1-6CDC1 FE58DD9 Attachment B Form 25 Vacant Land PSA Rev. 8/24 Page 1 of 6 1. Date: July 10, 2025 VACANT LAND PURCHASE AND SALE AGREEMENT Specific Terms ©Copyright 2024 Northwest Multiple Listing Service ALL RIGHTS RESERVED MLS No.: n/a Offer Expiration Date: 2. Buyer: Forterra NW, a Washington nonprofit corporation and/or assigns Buyer Buyer Status 3. Seller: Joel Thomson Seller Seller 4. Property: Legal Description attached as Exhibit A. Tax Parcel No(s).: 3351400010 , 3351400011 Tukwila King WA 98168 Address City County State Zip 5. Purchase Price: $ 321,000.00 Three Hundred Twenty -One Thousand U.S. Dollars 6. Earnest Money: $ 6 000.00 U.S. Dollars; Delivery Date days after mutual acceptance To be held by ❑ Buyer Brokerage Firm; Gil Closing Agent; ❑ In the form of a Promissory Note (included as an Addendum) 7. Default: (check only one) Gil Forfeiture of Earnest Money; ❑ Seller's Election of Remedies 8. Title Insurance Company: WFG National Title Company 9. Closing Agent: WFG Title & Escrow Teresa Jamieson Company Individual (optional) 10. Closing Date: See Addendum ; Possession Date: ® on Closing; ❑ Other 11. Services of Closing Agent for Payment of Utilities: ❑ Requested (attach NWMLS Form 22K); Gil Waived 12. Charges/Assessments Levied Before but Due After Closing: ❑ assumed by Buyer; Gil prepaid in full by Seller at Closing 13. Seller Citizenship (FIRPTA): Seller ❑ is; kl is not a foreign person for purposes of U.S. income taxation 14. Subdivision: The Property: ❑ must be subdivided before ; Gil is not required to be subdivided 15. Feasibility Contingency: ® Expires 90 days after mutual acceptance; ❑ Satisfied/Waived 16. Information Verification Period: ® Expires 90 days after mutual acceptance; ❑ Satisfied/Waived 17. Agency Disclosure: Buyer represented by: ❑ Buyer Broker; ❑ Buyer/Listing Broker (limited dual agent); Gil unrepresented Seller represented by: Gil Listing Broker; ❑ Listing/Buyer Broker (limited dual agent); ❑ unrepresented 18. Buyer Brokerage Compensation: Gil Addendum for Buyer Credit (a) Seller's Offer (if any) (b) Amount to be Paid by Seller 19. Addenda: Form 31- Earnest Money Promissory Note See attached Addendum / Amendment (—Signed by: Mi(.N-fu,f (0 l'. 7/18/2025 yea Signature Date S ler ignature to Buyer Signature Date eller Signature Date 5101 14th Ave NW Suite 200, #307 Buyer Address Seattle, WA 98107 City, State, Zip 206-669-3899 Buyer Phone No. Fax No. dangrausz@gmail.com Seller Address City, State, Zip Seller Phone No. Fax No. Buyer E-mail Address Seller E-mail Address Buyer Brokerage Firm MLS Office No. KW Greater Seattle 317 Listing Brokerage Firm MLS Office No. Max Hoge 134798 Buyer Broker (Print) MLS LAG No. Listing Broker (Print) (206) 632-2636 Firm Phone No. Broker Phone No. Firm Fax No. Firm Phone No. (206) 384-7965 Broker Phone No. Transactions@KWGreaterSeattle.com MLS LAG No. (206) 547-1837 Firm Fax No. Firm Document E-mail Address Firm Document E-mail Address max@hdseattlerealty.com Buyer Broker E-mail Address Listing Broker E-mail Address 21014469 50330 Buyer Broker DOL License No. Firm DOL License No. 106 Listing Broker DOL License No. Firm DOL License No. Docusign Envelope ID: 5918C49C-B73A-4FEB-9DF1-6CDC1FE58DD9 Form 25 Vacant Land PSA Rev. 8/24 Page 2 of 6 VACANT LAND PURCHASE AND SALE AGREEMENT General Terms ©Copyright 2024 Northwest Multiple Listing Service ALL RIGHTS RESERVED a. Purchase Price. Buyer shall pay to Seller the Purchase Price, including the Earnest Money, in cash at Closing, unless 1 otherwise specified in this Agreement. Buyer represents that Buyer has sufficient funds to close this sale in accordance 2 with this Agreement and is not relying on any contingent source of funds, including funds from loans, the sale of other 3 property, gifts, retirement, or future earnings, except to the extent otherwise specified in this Agreement. The parties 4 shall use caution when wiring funds to avoid potential wire fraud. Before wiring funds, the party wiring funds shall take 5 steps to confirm any wire instructions via an independently verified phone number and other appropriate measures. 6 b. Earnest Money. Buyer shall deliver the Earnest Money by the Delivery Date listed in Specific Term No. 6 (2 days after 7 mutual acceptance if not filled in) to the party holding the Earnest Money (Buyer Brokerage Firm or Closing Agent). If 8 sent by mail, the Earnest Money must arrive at Buyer Brokerage Firm or Closing Agent by the Delivery Date. If the 9 Earnest Money is held by Buyer Brokerage Firm and is over $10,000.00 it shall be deposited into an interest bearing 10 trust account in Buyer Brokerage Firm's name provided that Buyer completes an IRS Form W-9. Interest, if any, after 11 deduction of bank charges and fees, will be paid to Buyer. Buyer shall reimburse Buyer Brokerage Firm for bank 12 charges and fees in excess of the interest earned, if any. If the Earnest Money held by Buyer Brokerage Firm is over 13 $10,000.00 Buyer has the option to require Buyer Brokerage Firm to deposit the Earnest Money into the Housing Trust 14 Fund Account, with the interest paid to the State Treasurer, if both Seller and Buyer so agree in writing. If Buyer does 15 not complete an IRS Form W-9 before Buyer Brokerage Firm must deposit the Earnest Money or the Earnest Money is 16 $10,000.00 or less, the Earnest Money shall be deposited into the Housing Trust Fund Account. Buyer Brokerage Firm 17 may transfer the Earnest Money to Closing Agent at Closing. If all or part of the Earnest Money is to be refunded to 18 Buyer and any such costs remain unpaid, the Buyer Brokerage Firm or Closing Agent may deduct and pay them 19 therefrom. The parties instruct Closing Agent to provide written verification of receipt of the Earnest Money and notice of 20 dishonor of any check to the parties and Brokers at the addresses and/or fax numbers provided herein. 21 Upon termination of this Agreement, a party or the Closing Agent may deliver a form authorizing the release of Earnest 22 Money to the other party or the parties. The party(s) shall execute such form and deliver the same to the Closing Agent. 23 If either party fails to execute the release form, a party may make a written demand to the Closing Agent for the Earnest 24 Money. Pursuant to RCW 64.04.220, Closing Agent shall deliver notice of the demand to the other party within 15 days. 25 If the other party does not object to the demand within 20 days of Closing Agent's notice, Closing Agent shall disburse 26 the Earnest Money to the party making the demand within 10 days of the expiration of the 20 day period. If Closing 27 Agent timely receives an objection or an inconsistent demand from the other party, Closing Agent shall commence an 28 interpleader action within 60 days of such objection or inconsistent demand, unless the parties provide subsequent 29 consistent instructions to Closing Agent to disburse the earnest money or refrain from commencing an interpleader 30 action for a specified period of time. Pursuant to RCW 4.28.080, the parties consent to service of the summons and 31 complaint for an interpleader action by first class mail, postage prepaid at the party's usual mailing address or the 32 address identified in this Agreement. If the Closing Agent complies with the preceding process, each party shall be 33 deemed to have released Closing Agent from any and all claims or liability related to the disbursal of the Earnest 34 Money. If either party fails to authorize the release of the Earnest Money to the other party when required to do so 35 under this Agreement, that party shall be in breach of this Agreement. For the purposes of this section, the term Closing 36 Agent includes a Buyer Brokerage Firm holding the Earnest Money. The parties authorize the party commencing an 37 interpleader action to deduct up to $750.00 for the costs thereof. The parties acknowledge that RCW 64.04.220 requires 38 the court to award the Closing Agent its reasonable attorneys' fees and costs associated with an interpleader action. 39 c. Condition of Title. Unless otherwise specified in this Agreement, title to the Property shall be marketable at Closing. 40 t;;,;,arketaA;c: r ti—��s„ts.,« ohs hts-cohdTti , 41 42 unduly interfering with Buyer's reasonable use of the Prope ty and r ems -e# and er mini right. Seller shall not 43 convey or reserve any oil and/or mineral rights after mutual acceptance without Buyer's written consent. Monetary 44 encumbrances or liens not assumed by Buyer, shall be paid or discharged by Seller on or before Closing. Title shall be 45 conveyed by a Statutory Warranty Deed. If this Agreement is for conveyance of a buyer's interest in a Real Estate 46 Contract, the Statutory Warranty Deed shall include a buyer's assignment of the contract sufficient to convey after 47 acquired title. If the Property has been short platted, the Short Plat number is in the Legal Description. 48 d. Title-insurancc. Seller-authorizes-Buyerls--lender-ar-Closing-Agent-,-at-SellerLs-expeaserent ALTA fo f title insurance from the Ti usly reee ved-a-prellrtairaar mitment from a Title Insurance Company that Buyer-deeGnes to use, Buyer--sway-any cancellation-fees-owing-te-the-origtle-nsuranc orrtpany-Otherwise-the-party-applying-for-title-insurene-e-sha44 pay -any -title -cancellation fee-in-the-eventrsuoh-a-fee-is-assessed-The-Title-Insurance-Gornpany-shall-send a copy -of the -preliminary commitment to Seller;-Listing-Brekcr, Buyer -and -Buyer Brekcr. The pr-eRt ary-semrnitrnent, and -the title poll ntain-no exceptions —other —than -the -General Exclusions and Exceptions -in said standard form and -Special Exceptions consistent with the Condition —of —Title —herein —provided. If title cannot be made so insurable prior 7/18/2025 49 50 51 52 53 54 55 56 ZS Buyer's Initials Date Buyer's Initials Date Seller's Initials Date er's Initials Date 107 Docusign Envelope ID: 5918C49C-B73A-4FEB-9DF1-6CDC1FE58DD9 Form 25 Vacant Land PSA Rev. 8/24 Page 3of6 VACANT LAND PURCHASE AND SALE AGREEMENT General Terms ©Copyright 2024 Northwest Multiple Listing Service ALL RIGHTS RESERVED to-the-Glesing-Date, then -as -Buyer's sele-and exclusive remedy, the Earnest-MeRey-shall glees -Beyer elects -to -waive 57 such defects or cncurnwranecs, be refunded to Buyer, less any unpaid costs described in this Agreement, and --this 58 59 consequence of Seller's inability to provide insurable tit e. 60 e. Closing and Possession. This sale shall be closed by the Closing Agent on the Closing Date. "Closing" means the 61 date on which all documents are recorded and the sale proceeds are available to Seller. If the Closing Date falls on a 62 Saturday, Sunday, legal holiday as defined in RCW 1.16.050, or day when the county recording office is closed, the 63 Closing Agent shall close the transaction on the next day that is not a Saturday, Sunday, legal holiday, or day when the 64 county recording office is closed. Buyer shall be entitled to possession at 9:00 p.m. on the Possession Date. Seller shall 65 maintain the Property in its present condition, normal wear and tear excepted, until Buyer is provided possession. Buyer 66 reserves the right to walk through the Property within 5 days of Closing to verify that Seller has maintained the Property 67 as required by this paragraph. Seller shall not enter into or modify existing leases or rental agreements, service 68 contracts, or other agreements affecting the Property which have terms extending beyond Closing without first obtaining 69 Buyer's consent, which shall not be unreasonably withheld. 70 f. Section 1031 Like -Kind Exchange. If either Buyer or Seller intends for this transaction to be a part of a Section 1031 71 like -kind exchange, then the other party shall cooperate in the completion of the like -kind exchange so long as the 72 cooperating party incurs no additional liability in doing so, and so long as any expenses (including attorneys' fees and 73 costs) incurred by the cooperating party that are related only to the exchange are paid or reimbursed to the cooperating 74 party at or prior to Closing. Notwithstanding the Assignment paragraph of this Agreement, any party completing a 75 Section 1031 like -kind exchange may assign this Agreement to its qualified intermediary or any entity set up for the 76 purposes of completing a reverse exchange. 77 Closing Costs and Prorations and Charges and Assessments. Seller and Buyer shall each pay one-half of the 78 escrow fee unless otherwise required by applicable FHA or VA regulations. Taxes for the current year, rent, interest, 79 and lienable homeowner's association dues shall be prorated as of Closing. Buyer shall pay Buyer's loan costs, including 80 credit report, appraisal charge and lender's title insurance, unless provided otherwise in this Agreement. If any payments 81 are delinquent on encumbrances which will remain after Closing, Closing Agent is instructed to pay such delinquencies at 82 Closing from money due, or to be paid by, Seller. Buyer shall pay for remaining fuel in the fuel tank if, prior to Closing, 83 Seller obtains a written statement from the supplier as to the quantity and current price and provides such statement to the 84 Closing Agent. Seller shall pay all utility charges, including unbilled charges. Unless waived in Specific Term No. 11, Seller 85 and Buyer request the services of Closing Agent in disbursing funds necessary to satisfy unpaid utility charges in 86 accordance with RCW 60.80 and Seller shall provide the names and addresses of all utilities providing service to the 87 Property and having lien rights (attach NWMLS Form 22K Identification of Utilities or equivalent). 88 Buyer is advised to verify the existence and amount of any local improvement district, capacity or impact charges or 89 other assessments that may be charged against the Property before or after Closing. Seller will pay such charges that 90 are or become due on or before Closing. Charges levied before Closing, but becoming due after Closing shall be paid 91 as agreed in Specific Term No.12. 92 g• h. Sale Information. Listing Broker and Buyer Broker are authorized to report this Agreement (including price and all terms) to the Multiple Listing Service that published it and to its members, financing institutions, appraisers, and anyone else related to this sale. Buyer and Seller expressly authorize all Closing Agents, appraisers, title insurance companies, and others related to this Sale, to furnish the Listing Broker and/or Buyer Broker, on request, any and all information and copies of documents concerning this sale. i. Seller Citizenship and FIRPTA. Seller warrants that the identification of Seller's citizenship status for purposes of U.S. income taxation in Specific Term No. 13 is correct. Seller shall execute a certification (NWMLS Form 22E or equivalent) under the Foreign Investment In Real Property Tax Act ("FIRPTA") and provide the certification to the Closing Agent within 10 days of mutual acceptance. If Seller is a foreign person for purposes of U.S. income taxation, and this transaction is not otherwise exempt from FIRPTA, Closing Agent is instructed to withhold and pay the required amount to the Internal Revenue Service. Seller shall pay any fees incurred by Buyer related to such withholding and payment. 93 94 95 96 97 98 99 100 101 102 103 If Seller fails to provide the FIRPTA certification to the Closing Agent within 10 days of mutual acceptance, Buyer may 104 give notice that Buyer may terminate the Agreement at any time 3 days thereafter (the "Right to Terminate Notice"). If 105 Seller has not earlier provided the FIRPTA certification to the Closing Agent, Buyer may give notice of termination of 106 this Agreement (the "Termination Notice") any time following 3 days after delivery of the Right to Terminate Notice. If 107 Buyer gives the Termination Notice before Seller provides the FIRPTA certification to the Closing Agent, this Agreement 108 is terminated and the Earnest Money shall be refunded to Buyer. 109 ittL 7/18/2025 108 Buyer's Initials Date Buyer's Initials Date Seller's Initials Date Q''er's Initials Date Docusign Envelope ID: 5918C49C-B73A-4FEB-9DF1-6CDC1FE58DD9 Form 25 Vacant Land PSA Rev. 8/24 Page 4 of 6 J• VACANT LAND PURCHASE AND SALE AGREEMENT General Terms ©Copyright 2024 Northwest Multiple Listing Service ALL RIGHTS RESERVED Notices and Delivery of Documents. Any notice related to this Agreement (including revocations of offers or 110 counteroffers) must be in writing. Notices to Seller must be signed by at least one Buyer and shall be deemed delivered 111 only when the notice is received by Seller, by Listing Broker, or at the licensed office of Listing Broker. Notices to Buyer 112 must be signed by at least one Seller and shall be deemed delivered only when the notice is received by Buyer, by 113 Buyer Broker, or at the licensed office of Buyer Broker. Documents related to this Agreement, such as NWMLS Form 114 17C, Information on Lead -Based Paint and Lead -Based Paint Hazards, Public Offering Statement or Resale Certificate, 115 and all other documents shall be delivered pursuant to this paragraph. Buyer and Seller must keep Buyer Broker and 116 Listing Broker advised of their whereabouts in order to receive prompt notification of receipt of a notice. 117 Facsimile transmission of any notice or document shall constitute delivery. E-mail transmission of any notice or 118 document (or a direct link to such notice or document) shall constitute delivery when: (i) the e-mail is sent to both Buyer 119 Broker and Buyer Brokerage Firm or both Listing Broker and Listing Brokerage Firm at the e-mail addresses specified on 120 page one of this Agreement; (ii) Buyer Broker or Listing Broker provide written acknowledgment of receipt of the e-mail (an 121 automatic e-mail reply does not constitute written acknowledgment); or (iii) if a party is unrepresented, the e-mail is sent 122 directly to the party's e-mail address specified on page one of this Agreement. At the request of either party, or the 123 Closing Agent, the parties will confirm facsimile or e-mail transmitted signatures by signing an original document. 124 k. Computation of Time. Unless otherwise specified in this Agreement, any period of time measured in days and stated in 125 this Agreement shall start on the day following the event commencing the period and shall expire at 9:00 p.m. of the last 126 calendar day of the specified period of time. Except for the Possession Date, if the last day is a Saturday, Sunday or legal 127 holiday as defined in RCW 1.16.050, the specified period of time shall expire on the next day that is not a Saturday, 128 Sunday or legal holiday. Any specified period of 5 days or less, except for any time period relating to the Possession Date, 129 shall not include Saturdays, Sundays or legal holidays. If the parties agree that an event will occur on a specific calendar 130 date, the event shall occur on that date, except for the Closing Date, which, if it falls on a Saturday, Sunday, legal holiday 131 as defined in RCW 1.16.050, or day when the county recording office is closed, shall occur on the next day that is not a 132 Saturday, Sunday, legal holiday, or day when the county recording office is closed. When counting backwards from 133 Closing, any period of time measured in days shall start on the day prior to Closing and if the last day is a Saturday, 134 Sunday or legal holiday as defined in RCW 1.16.050, the specified period of time shall expire on the next day, moving 135 forward, that is not a Saturday, Sunday or legal holiday (e.g. Monday or Tuesday). If the parties agree upon and attach a 136 legal description after this Agreement is signed by the offeree and delivered to the offeror, then for the purposes of 137 computing time, mutual acceptance shall be deemed to be on the date of delivery of an accepted offer or counteroffer to 138 the offeror, rather than on the date the legal description is attached. Time is of the essence of this Agreement. 139 I. Integration and Electronic Signatures. This Agreement constitutes the entire understanding between the parties and 140 supersedes all prior or contemporaneous understandings and representations. No modification of this Agreement shall 141 be effective unless agreed in writing and signed by Buyer and Seller. The parties acknowledge that a signature in 142 electronic form has the same legal effect and validity as a handwritten signature. 143 m. Assignment. Buyer may not assign this Agreement, or Buyer's rights hereunder, without Seller's prior written consent, 144 unless the parties indicate that assignment is permitted by the addition of "and/or assigns" on the line identifying the 145 Buyer on the first page of this Agreement. 146 n. Default. In the event Buyer fails, without legal excuse, to complete the purchase of the Property, then the following 147 provision, as identified in Specific Term No. 7, shall apply: 148 i. Forfeiture of Earnest Money. That portion of the Earnest Money that does not exceed five percent (5%) of the 149 Purchase Price shall be forfeited to the Seller as the sole and exclusive remedy available to Seller for such failure. 150 ii. Seller's Election of Remedies. Seller may, at Seller's option, (a) keep the Earnest Money as liquidated damages 151 as the sole and exclusive remedy available to Seller for such failure, (b) bring suit against Buyer for Seller's actual 152 damages, (c) bring suit to specifically enforce this Agreement and recover any incidental damages, or (d) pursue 153 any other rights or remedies available at law or equity. 154 o. Professional Advice and Attorneys' Fees. Buyer and Seller are advised to seek the counsel of an attorney and a 155 certified public accountant to review the terms of this Agreement. Buyer and Seller shall pay their own fees incurred for 156 such review. However, if Buyer or Seller institutes suit against the other concerning this Agreement, or if the party 157 holding the Earnest Money commences an interpleader action, the prevailing party is entitled to reasonable attorneys' 158 fees and expenses. 159 P. Offer. This offer must be accepted by 9:00 p.m. on the Offer Expiration Date, unless sooner withdrawn. Acceptance 160 shall not be effective until a signed copy is received by the other party, by the other party's broker, or at the licensed 161 ML 7/18/2025 Buyer's Initials frz/2J /S�(lDate Buyer's Initials Date Seller's Initials Date er's Initials Date 109 Docusign Envelope ID: 5918C49C-B73A-4FEB-9DF1-6CDC1FE58DD9 Form 25 Vacant Land PSA Rev. 8/24 Page 5 of 6 9• VACANT LAND PURCHASE AND SALE AGREEMENT General Terms ©Copyright 2024 Northwest Multiple Listing Service ALL RIGHTS RESERVED office of the other party's broker pursuant to General Term j. If this offer is not so accepted, it shall lapse and any 162 Earnest Money shall be refunded to Buyer. 163 Counteroffer. Any change in the terms presented in an offer or counteroffer, other than the insertion of or change to 164 Seller's name and Seller's warranty of citizenship status, shall be considered a counteroffer. If a party makes a 165 counteroffer, then the other party shall have until 9:00 p.m. on the counteroffer expiration date to accept that 166 counteroffer, unless sooner withdrawn. Acceptance shall not be effective until a signed copy is received by the other 167 party, the other party's broker, or at the licensed office of the other party's broker pursuant to General Term j. If the 168 counteroffer is not so accepted, it shall lapse and any Earnest Money shall be refunded to Buyer. 169 r. Offer and Counteroffer Expiration Date. If no expiration date is specified for an offer/counteroffer, the 170 offer/counteroffer shall expire 2 days after the offer/counteroffer is delivered by the party making the offer/counteroffer, 171 unless sooner withdrawn. 172 s. Agency Disclosure. Buyer Brokerage Firm, Buyer Brokerage Firm's Designated Broker, Buyer Broker's Branch 173 Manager (if any) and Buyer Broker's Managing Broker (if any) represent the same party that Buyer Broker represents. 174 Listing Brokerage Firm, Listing Brokerage Firm's Designated Broker, Listing Broker's Branch Manager (if any), and 175 Listing Broker's Managing Broker (if any) represent the same party that the Listing Broker represents. All parties 176 acknowledge receipt of the pamphlet entitled "Real Estate Brokerage in Washington." 177 t. Brokerage Firm Compensation. Seller and Buyer shall pay compensation in accordance with any listing or 178 compensation agreement to which they are a party. The Listing Brokerage Firm's compensation shall be paid as 179 specified in the listing agreement. The compensation offered by Seller to the Buyer Brokerage Firm, if any, is set 180 forth in Specific Term No. 18(a), and if there is any inconsistency between the Buyer Brokerage Firm compensation 181 offered and the description of the offered compensation stated in Specific Term No. 18(a), the terms shall be as set 182 forth in the published offer. Seller shall pay the Buyer Brokerage Firm compensation set forth in Specific Term No. 183 18(b). Seller and Buyer hereby consent to Listing Brokerage Firm or Buyer Brokerage Firm receiving compensation 184 from more than one party. Seller and Buyer hereby assign to Listing Brokerage Firm and Buyer Brokerage Firm, as 185 applicable, a portion of their funds in escrow equal to such compensation and irrevocably instruct the Closing Agent to 186 disburse the compensation directly to the Firm(s). In any action by Listing or Buyer Brokerage Firm to enforce this 187 paragraph, the prevailing party is entitled to court costs and reasonable attorneys' fees. Seller and Buyer agree that the 188 Firms are intended third -party beneficiaries under this Agreement. 189 u. Subdivision. If the Property must be subdivided, Seller represents that there has been preliminary plat approval for the 190 Property and this Agreement is conditioned on the recording of the final plat containing the Property on or before the 191 date specified in Specific Term No. 14. If the final plat is not recorded by such date, this Agreement shall terminate and 192 the Earnest Money shall be refunded to Buyer. 193 v. Feasibility Contingency. Unless satisfied/waived, Buyer shall have the time period set forth in Specific Term No. 15 to 194 verify the suitability of the Property for Buyer's intended use, including whether the Property can be platted, developed 195 and/or built on (now or in the future) and what it will cost to do so. Buyer should not rely on any oral statements 196 concerning this made by Seller, Listing Broker or Buyer Broker. Buyer should inquire at the city or county, and water, 197 sewer or other special districts in which the Property is located. Buyer's inquiry should include, but not be limited to: 198 building or development moratoriums applicable to or being considered for the Property; any special building 199 requirements, including setbacks, height limits or restrictions on where buildings may be constructed on the Property; 200 whether the Property is affected by a flood zone, wetlands, shorelands or other environmentally sensitive areas; road, 201 school, fire and any other growth mitigation or impact fees that must be paid; the procedure and length of time 202 necessary to obtain plat approval and/or a building permit; sufficient water, sewer and utility and any service connection 203 charges; and all other charges that must be paid. Buyer and Buyer's agents, representatives, consultants, architects 204 and engineers shall have the right, from time to time during and after the feasibility contingency, to enter onto the 205 Property and to conduct any tests or studies that Buyer may need to ascertain the condition and suitability of the 206 Property for Buyer's intended purpose. Buyer shall restore the Property and all improvements on the Property to the 207 same condition they were in prior to the inspection. Buyer shall be responsible for all damages resulting from any 208 inspection of the Property performed on Buyer's behalf. Seller shall cooperate with Buyer in obtaining permits or other 209 approvals Buyer may reasonably require for Buyer's intended use of the Property; provided that Seller shall not be 210 required to incur any liability or expenses in doing so. If Buyer does not give notice of disapproval on or before the time 211 period set forth in Specific Term No. 15, this feasibility contingency shall conclusively be deemed satisfied. If Buyer 212 gives timely notice of disapproval, then this Agreement shall terminate and the Earnest Money shall be refunded to 213 Buyer. The Feasibility Contingency Addendum (NWMLS Form 35F), if included in the Agreement, supersedes the 214 Feasibility Contingency in Specific Term No. 15 and this General Term v. 215 PAL 7/18/2025 / k' 2-74- -ss -- Buyer's Initials Date Buyer's Initials Date Seller's Initials Date er's Initials Date 110 Docusign Envelope ID: 5918C49C-B73A-4FEB-9DF1-6CDC1FE58DD9 Y. Form 25 Vacant Land PSA Rev. 8/24 Page 6 of 6 VACANT LAND PURCHASE AND SALE AGREEMENT General Terms ©Copyright 2024 Northwest Multiple Listing Service ALL RIGHTS RESERVED w. Information Verification Period. Unless satisfied/waived, Buyer shall have the time period set forth in Specific Term No.16 (10 days after mutual acceptance if not filled in) to verify all information provided from Seller or Listing Brokerage Firm related to the Property. This contingency shall be deemed satisfied unless Buyer gives notice identifying the materially inaccurate information within the time period set forth in Specific Term No. 16. If Buyer gives timely notice under this section, then this Agreement shall terminate and the Earnest Money shall be refunded to Buyer. 216 217 218 219 220 x. Property Condition Disclaimer. Buyer and Seller agree, that except as provided in this Agreement, all representations 221 and information regarding the Property and the transaction are solely from Seller or Buyer, and not from any Broker. 277 The parties acknowledge that the Brokers are not responsible for assuring that the parties perform their obligations 223 under this Agreement and that none of the Brokers has agreed to independently investigate or confirm any matter 224 related to this transaction except as stated in this Agreement, or in a separate writing signed by such Broker. In 225 addition, Brokers do not guarantee the value, quality or condition of the Property and some properties may contain 226 building materials, including siding, roofing, ceiling, insulation, electrical, and plumbing, that have been the subject of 227 lawsuits and/or governmental inquiry because of possible defects or health hazards. Some properties may have other 228 defects arising after construction, such as drainage, leakage, pest, rot and mold problems. In addition, some properties 229 may contain soil or other contamination that is not readily apparent and may be hazardous. Brokers do not have the 230 expertise to identify or assess defective or hazardous products, materials, or conditions. Buyer is urged to use due 231 diligence to inspect the Property to Buyer's satisfaction and to retain inspectors qualified to identify the presence of 232 defective or hazardous materials and conditions and evaluate the Property as there may be defects and hazards that 233 may only be revealed by careful inspection. Buyer is advised to investigate whether the Property is suitable for Buyer's 234 intended use and to ensure the water supply is sufficient to meet Buyer's needs. Buyer is advised to investigate the cost 235 of insurance for the Property, including, but not limited to homeowner's, fire, flood, earthquake, landslide, and other 236 available coverage. Buyer acknowledges that local ordinances may restrict short term rentals of the Property. Brokers 237 may assist the parties with locating and selecting third -party service providers, such as inspectors or contractors, but 238 Brokers cannot guarantee or be responsible for the services provided by those third parties. The parties shall exercise 239 their own judgment and due diligence regarding third -party service providers. 240 Fair Housing. Seller and Buyer acknowledge that local, state, and federal fair housing laws prohibit discrimination 241 based on sex, marital status, sexual orientation, gender identity, race, creed, color, religion, caste, national origin, 242 citizenship or immigration status, families with children status, familial status, honorably discharged veteran or military 243 status, the presence of any sensory, mental, or physical disability, or the use of a support or service animal by a person 244 with a disability. 245 ML 7/18/2025 Buyer's Initials Date Buyer's Initials Date Seller's Initials Date .e. -r's Initials late Docusign Envelope ID: 5918C49C-B73A-4FEB-9DF1-6CDC1FE58DD9 ADDENDUM/AMENDMENT TO PURCHASE AND SALE AGREEMENT The following is part of the Purchase and Sale Agreement dated July 10, 2025 between Forterra NW ("Buyer") and Joel Thomson ("Seller") concerning King County Tax Parcels 3351400010 3351040011, IT IS HEREBY AGREED AS FOLLOWS: EXHIBIT A: LEGAL DESCRIPTION OF PROPERTY LOT A: EXCEPT THE WEST 3 FEET THEREOF AND ALL OF LOTS 2, 3, 4, 5, AND 6, BLOCK 20, C.D. HILLMAN'S MEADOW GARDENS ADDITION TO THE CITY OF SEATTLE, DIVISION NUMBER 3, ACCORDING TO THE PLAT THEREOF RECORDED IN VOLUME 12 OF PLATS, PAGE 86, IN KING COUNTY, WASHINGTON; EXCEPT THAT PORTION CONDEMNED FOR ROAD IN KING COUNTY SUPERIOR COURT CAUSE NUMBER 182433. SITUATE IN THE CITY OF TUKWILA, COUNTY OF KING, STATE OF WASHINGTON. Seller Initials: Date �/,z/25 Initial PAZ Buyer's Initials: Date 7 /1 5/25 112 Docusign Envelope ID: 5918C49C-B73A-4FEB-9DF1-6CDC1FE58DD9 ADDITIONAL PROVISIONS A. Financing Contingency: the Parties acknowledge that funding for this acquisition is contingent on receipt of a grant from King County. If for any reason such funding is not received on or before February 28, 2026, Buyer shall notify Seller whereupon the Earnest Money shall be returned to Buyer, this Agreement shall terminate and neither Party shall have any further rights or obligations hereunder. B. City of Tukwila Contingency: the Parties acknowledge that Seller has entered into this Agreement on the assumption that Forterra NW will assign its rights under this Agreement to the City of Tukwila which will take title to the Property at Closing. If for any reason such assignment does not occur on or before February 28, 2026, Buyer shall notify Seller whereupon the Earnest Money shall be returned to Buyer, this Agreement shall terminate and neither Party shall have any further rights or obligations hereunder. C. REET: Seller to pay real estate excise tax. D. Closing Date: on a date agreed by Buyer and Seller that is within 30 days after both the Financing Contingency and City of Tukwila Contingency are satisfied. E. Title Matters: Title shall be insurable by a ALTA Owner's Standard Coverage Policy in the amount of the Purchase Price (the "Title Policy"), subject only to the Permitted Exceptions (as defined below). Seller shall satisfy all requirements of the Title Company in connection with issuance of the Title Policy in accordance with the Commitment (as that term is defined below). Within 15 days after mutual acceptance, Seller shall obtain and deliver to Buyer a current title insurance commitment issued by the Title Company, showing title to the Property as vested in Seller and committing to insure such title in Buyer by the issuance of the Title Policy. The commitment (or one or more updates thereto) (collectively, the "Commitment") shall also commit the Title Company to issue such policy endorsements as reasonably required by Buyer. Buyer shall have 15 days after receipt of the Commitment to notify Seller in writing (a "Title Objection Notice") of any objection Buyer in its sole discretion may have to any matter of record shown on the Commitment (the "Title Objections"). General taxes and assessments, but not special assessments, due after Closing, and those matters of record disclosed in the Commitment that Buyer does not disapprove constitute permitted exceptions ("Permitted Exceptions"). Seller shall have five (5) Business Days from its receipt of a Title Objection Notice to notify Buyer in writing whether Seller commits to cause the Title Objections to be removed or insured against at Closing. If Seller does not commit to remove or provide insurance against any Title Objection, Buyer's sole remedy shall be to either: a. proceed with this transaction and, subject to any other conditions or requirements provided for in this Agreement, purchase the Property, and any Title Objections that Seller has not committed to remove or insure over shall be considered Permitted Exceptions; or b. elect not to proceed to purchase the Property and terminate this Agreement, by giving Seller written notice of such election within 10 days after receiving Seller's response to the Title Objection Notice, in which case this Agreement shall terminate, the Earnest Money shall be 11Seller Initials: Date/ a-25 `ht Buyer's Initials: Date 7 /15 /25 113 Docusign Envelope ID: 5918C49C-B73A-4FEB-9DF1-6CDC1 FE58DD9 returned to Buyer and neither Seller nor Buyer shall have any further rights or obligations under this Agreement. Notwithstanding any provision above, the following are not considered Permitted Exceptions and must be removed by Seller at or prior to Closing: (i) liens and security interests securing loans obtained by Seller; (ii) any other monetary liens or security interests; and (iii) all taxes and assessments due and payable for or applicable to any period prior to the Closing. F. Environmental Matters: Seller represents and warrants to Buyer that it has not, and prior to Closing will have not, used, generated, manufactured, produced, stored, released, discharged or disposed of, on, under, above or about the Property (or off -site of the Property that might affect the Property) or transported to or from the Property, any Hazardous Substance or allowed any other person or entity to do so. Seller has no knowledge, nor has Seller observed any questionable practice or conduct (including with respect to the acts or omissions of any prior owner of the Property) indicating, that any Hazardous Substance has been used, generated, manufactured, produced, stored, released, discharged or disposed of on, under or above the Property (or off -site of the Property that might affect the Property) or transported to or from the Property by any entity, firm or person, or from any source whatsoever. The term "Hazardous Substance" includes, without limitation (i) those substances included within the definitions of "hazardous substances", "hazardous materials", "toxic substances", "hazardous wastes" or "solid waste" in any Environmental Law; (ii) petroleum products and petroleum byproducts; (iii) polychlorinated biphenyls; and (iv) chlorinated solvents. The term "Environmental Law" includes any federal, state, municipal or local law, statute, ordinance, regulation, order or rule pertaining to health, industrial hygiene, environmental conditions or hazardous substances. G. Indemnity: Seller shall pay, protect, defend, indemnify and hold Buyer and its successors and assigns harmless from and against any and all loss, liability, damage and expense suffered or incurred by reason of: (i) the breach of any representation, warranty or agreement of Seller set forth in this Agreement; (ii) the ownership, maintenance, and/or operation of the Property by Seller prior to Closing; or (iii) any injuries to persons or property from any cause occasioned in whole or in part by any acts or omissions of the Seller, its representatives, employees, contractor or suppliers that occurred before Closing. Seller shall defend any claim covered by this indemnity using counsel reasonably acceptable to Buyer. H. Donation in Lieu of Commission: In lieu of paying-275 Buyer roker commission, a Closing, Seller will make a donation to Forterra NW, which is a 501(c)(3) organization, equal to-275/ ofth Purchase Price. Such donation shall be paid from the Closing escrow. Aly Se er: ignatu re % iignneI,d by: Buyer Signature. Seller Initials: Date //Z/25 Date: 9/ 472.--C- Date: 7/18/2025 Buyer's Initials: Date 7 /15/25 114 Docusign Envelope ID: 5918C49C-B73A-4FEB-9DF1-6CDC1 FE58DD9 Form 31 Earnest Money Promissory Note Rev. 3/21 Page 1 of 1 ©Copyright 2021 Northwest Multiple Listing Service ALL RIGHTS RESERVED EARNEST MONEY PROMISSORY NOTE $ 6,000.00 Seattle , Washington 1 FOR VALUE RECEIVED, • 2 Buyer and/or assigns ("Buyer") 3 Buyer agree(s) to pay to the order of WFG Title & Escrow (Buyer Brokerage Firm or Closing Agent) 4 the sum of Six Thousand Dollars 5 ($ 6,000.00 ), as follows: 6 0 within 3 days following mutual acceptance of the Purchase and Sale Agreement. 7 * within 3 days following waiver of the Financing Contingency. 8 This Note is evidence of the obligation to pay Earnest Money under a real estate Purchase and 9 Sale Agreement between the Buyer and Joel Thomson 10 Seller ("Seller") 11 lie da ed July 10, 2025 . Buyer's failure to pay the Earnest Money 12 strictly as above shall constitute default on said Purchase and Sale Agreement as well as on this Note. 13 If this Note shall be placed in the hands of an attorney for collection, or if suit shall be brought to collect 14 any of the balance due on this Note, the Buyer promises to pay reasonable attorneys' fees, and all 15 court and collection costs. 16 Date: 7/18/2025 BUYER BUYER c."-- Wetted by: --3t13 EyC.E07iM£;7..• 17 18 19 * "On closing" or similar language is not recommended. Use a definite date. 115 Form 22E FIRPTA Certification Rev_ 7/19 Page 1 of 1 FIRPTA CERTIFICATION ©Copyright 2019 Northwest Multiple Listing Service ALL RIGHTS RESERVED The Foreign Investment in Real Property Tax Act ("FIRPTA"), 26 U.S.C. 1445, provides that a buyer of a U.S. real 1 property interest must withhold tax if Seller is a foreign person, unless one of the exceptions in the Act applies. The 2 following will inform Buyer and Closing Agent whether tax withholding is required. 3 Note: The above law applies to foreign corporations, partnerships, trusts, estates and other foreign entities, as well 4 as to foreign individuals. If Seller is a corporation, partnership, trust, estate or other entity, the terms "I" and "my" as 5 used below means the corporation or other entity. A "real property interest" includes full or part ownership of land 6 and/or improvements thereon; leaseholds; options to acquire any of the foregoing; and an interest in foreign 7 corporations, partnerships, trusts or other entities holding U.S. real estate. 8 SELLER CERTIFICATION. Seller hereby certifies the following: PROPERTY. I am the Seller of real property I at: Tukwila WA 98.168 Address City State Zip or m (if no street address) legally described on the attached. CITIZENSHIP STATUS. 1 © AM Zi AM NOT a non-resident alien (or a foreign corporation, foreign partnership, foreign trust, foreign estate or other foreign business entity) for purposes of U.S. income taxation. TAXPAYER I.D. NUMBER. My U.S. taxpayer identification number (e.g. social security number) is (Tax I.D. number to be provided by Seller at Closing) ADDRESS. / My home address is 3 2.0 1 71- Address City State Zip Under penalties of perjury, I declare that I have examined this Certification and to the best of my knowledge and belief it is true, correct and complete. I understand that this Certification may be disclosed to the Internal Revenue Service ("IRS") d that any false statement I have made here could be punished by fine, imprisonment, or both. ate Seller Date BUYER CERTIFICATION (Only applicable if Seller is a non-resident alien). If Seller is a non-resident alien, and has not obtained a release from the IRS, then Closing Agent must withhold 15% of the amount realized from the sale and pay it to the IRS, unless Buyer certifies that the selected statement below is correct: © Amount Realized ($300,000 or Tess) and Family Residence = No Tax. (a) 1 certify that the total price that I am to pay for the property, including liabilities assumed and all other consideration to Seller, does not exceed $300,000; and (b) I certify that I or a member of my family" have definite plans to reside on the property for at least 50% of the time that the property is used by any person during each of the first two twelve month periods following the date of this sale. If Buyer certifies these statements, there is no tax. © Amount Realized (more than $300,000, but not exceeding $1,000,000) and Family Residence = 10% Tax. (a) I certify that the total price that I am to pay for the property, including liabilities assumed and all other consideration to Seller, exceeds $300,000, but does not exceed $1,000,000; and (b) I certify that I or a member of my family* have definite plans to reside on the property for at least 50% of the time that the property is used by any person during each of the first two twelve month periods following the date of this sale. If Buyer certifies these statements, then Closing Agent must withhold 10% of the amount realized from the sale and pay it to the IRS. * (Defined in 11 U.S.C. 267(c)(4). It includes brothers, sisters, spouse, ancestors and lineal descendants). Under penalties of perjury, I declare that I have examined this Certification and to the best of my knowledge and belief both statements are true, correct and complete. 1 understand that this Certification may be disclosed to the IRS and that any false statement I have made here could be punished by fine, imprisonment, or both. Buyer Date Buyer Date 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 116 Form 47 ©Copyright 2024 Seller Representation SELLER REPRESENTATION AGREEMENT Northwest Multiple Listing Service Rev. 8/24 (SALE TO IDENTIFIED BUYER) ALL RIGHTS RESERVED Page 1 of 2 This Seller Representation Services Agreement (Sale to Identified Buyer) (the "Agreement") is made between 1 Joel Thomson ("Seller') 2 and KW Greater Seattle , ("Real Estate Firm" or "Firm") 3 with regard to real property commonly known asAPN #'s: 3351400010 & 3351400011 4 City Tukwila , County King , State WA , Zip 98168 ; 5 and legally described on Exhibit A ("the Property"). 6 Forterra NW, a Washington nonprofit corporation 1. IDENTIFIED BUYER. Firm agrees to represent Seller in the sale of the Property to. and/or assigns ("Buyer"), who Seller has identified as the likely purchaser. 7 8 2. TERM. If a purchase and sale agreement between Buyer and Seller is not executed within 60 days 9 from mutual acceptance of this Agreement (30 days if not filled in) ("Term"), then this Seller Representation 10 Agreement (the "Agreement") shall terminate. 11 3. AGENCY. 12 a. Pamphlet. Seller acknowledges receipt of the pamphlet entitled "Real Estate Brokerage in Washington." 13 b. Seller's Broker. Firm appoints Max Hoge 14 to represent Seller ("Seller's Broker"). This Agreement creates an agency relationship with Seller's Broker 15 and any of Firm's managing brokers who supervise Seller's Broker ("Supervising Broker") during the Term. 16 No other brokers affiliated with Firm are agents of Seller. 17 4. LIMITED DUAL AGENCY. 18 a. Seller's Broker as Limited Dual Agent. If initialed below, Seller consents to Seller's Broker and Supervising 19 Broker representing both Seller and Buyer as limited dual agents in the sale of the Property to Buyer. Seller 20 acknowledges that as a limited dual agent, RCW 18.86.060 prohibits Seller's Broker from advocating terms 21 favorable to Seller to the detriment of Buyer and further limits Seller's Broker's representation of Seller. 22 23 Seller's Initials Date Seller's Initials Date b. Firm Limited Dual Agency. If Buyer is represented by one of Firm's brokers other than Seller's Broker 24 ("Firm's Buyer's Broker"), Seller consents to any Supervising Broker, who also supervises Firm's Buyer's 25 Broker, acting as a limited dual agent. 26 5. COMPENSATION. Seller acknowledges that there are no standard compensation rates and the compensation in 27 this Agreement is fully negotiable and not set by law. Seller shall pay Firm compensation of 3 % of 28 the sales price; $ ; other for representing Seller in the sale of 29 the Property to Buyer. No compensation from Seller is otherwise due, unless Seller separately agrees to compensate 30 a buyer brokerage firm who represents Buyer. Seller consents to Firm receiving compensation from more than one 31 party, provided that any terms offered to Firm are disclosed as required by RCW 18.86.030. 32 6. MULTIPLE LISTING SERVICE. MLS means "Northwest Multiple Listing Service." Seller authorizes Firm to 33 provide this Agreement to MLS, including photographs, drawings, or sketches of the Property, and report the 34 sale of the Property (including price and all terms) to MLS and to its members, financial institutions, appraisers, 35 and others related to the sale, provided that any terms reported to MLS before the sale closes shall only be used 36 for aggregated, anonymized reports. MLS is an intended third -party beneficiary of this Agreement. 37 7. NO MARKETING AND FAIR MARKET VALUE. Seller acknowledges that Firm will not market the Property 38 (through MLS or otherwise), even though exposure of the Property to the open market through MLS will increase 39 the likelihood that Seller will receive fair market value for the Property. Seller understands that selling the 40 Property to Buyer without exposure of the Property to the market may cause the Seller to receive a lower 41 purchase price or other less favorable terms. 42 er's Initials Dat Seller's Initials Date 117 Form 47 Seller Representation SELLER REPRESENTATION AGREEMENT Rev. 8/24 SALE TO IDENTIFIED BUYER Page 2 of 2 Continued ©Copyright 2024 Northwest Multiple Listing Service ALL RIGHTS RESERVED 8. SELLER'S WARRANTIES AND REPRESENTATIONS. Seller warrants that Seller has the right to sell the 43 Property on the terms herein. If Seller provides Firm with any photographs, drawings, or sketches of the 44 Property, Seller warrants that Seller has the necessary rights in the photographs, drawings, or sketches to allow 45 Firm to use them as contemplated by this Agreement. Seller agrees to indemnify and hold Firm and other 46 members of MLS harmless in the event the foregoing warranties are incorrect. 47 9. SHORT SALE / NO DISTRESSED HOME CONVEYANCE. If the proceeds from the sale of the Property are 48 insufficient to cover the Seller's costs at closing, Seller acknowledges that the decision by any beneficiary or 49 mortgagee, or its assignees, to release its interest in the Property, for less than the amount owed, does not 50 automatically relieve Seller of the obligation to pay any debt or costs remaining at closing, including fees such as 51 Firm's compensation. Firm will not represent or assist Seller in a transaction that is a "Distressed Home 52 Conveyance" as defined by Chapter 61.34 RCW unless otherwise agreed in writing. A "Distressed Home 53 Conveyance" is a transaction where a buyer purchases property from a "Distressed Homeowner" (defined by 54 Chapter 61.34 RCW), allows the Distressed Homeowner to continue to occupy the property, and promises to 55 convey the property back to the Distressed Homeowner or promises the Distressed Homeowner an interest in, or 56 portion of, the proceeds from a resale of the property. 57 10. FAIR HOUSING. Seller acknowledges that local, state, and federal fair housing laws prohibit discrimination 58 based on sex, marital status, sexual orientation, gender identity, race, creed, color, religion, caste, national 59 origin, citizenship or immigration status, families with children status, familial status, honorably discharged 60 veteran or military status, the presence of any sensory, mental, or physical disability, or the use of a support or 61 service animal by a person with a disability. 62 11. SELLER DISCLOSURE STATEMENT. Unless Seller is exempt under RCW 64.06, Seller shall provide to Buyer 63 as soon as reasonably practicable a completed and signed "Seller Disclosure Statement" (Form 17 (Residential), 64 Form 17C (Unimproved Residential), or Form 17 (Commercial). Seller agrees to indemnify, defend and hold Firm 65 harmless from and against any and all claims that the information Seller provides on Form 17, Form 17C, or 66 Form 17 Commercial is inaccurate. 67 12. DAMAGES IN THE EVENT OF BUYER'S BREACH. In the event Seller retains earnest money as liquidated 68 damages on Buyer's breach, any costs advanced or committed by Firm on Seller's behalf shall be paid therefrom 69 and the balance shall be ® retained by Seller; ❑ divided equally between Seller and Firm (retained by Seller if 70 not checked). 71 13. ATTORNEYS' FEES. In the event either party employs an attorney to enforce any terms of this Agreement and 72 is successful, the other party agrees to pay reasonable attorneys' fees. In the event of trial, the successful party 73 shall be entitled to an award of attorneys' fees and expenses; the amount of the attorneys' fees and expenses 74 shall be fixed by the court. The venue of any suit shall be the county in which the Property is located. 75 j)z D to Sellers $i(jnature Seller's Signature 2-pte 9"'7z `fly Seller E-mail Address Seller Phone Num `-r KW Greater Seattle Real Estate Firm is :'. '-r's Signature 50330 21014469 Date 76 77 p:2 78 Real Estate Firm License Number Seller's Broker License Number 79 max@hdseattlerealty.com (206) 384-7965 80 Seller's Broker E-mail Address Seller's Broker Phone Number 118 Introduction This pamphlet provides general information about real estate brokerage and summarizes the laws related to real estate brokerage relationships. It describes a real estate broker's duties to the seller/landlord and buyer/tenant. Detailed and complete information about real estate brokerage relationships is available in chapter 18.86 RCW. If you have any questions about the information in this pamphlet, contact your broker or the designated broker of your broker's firm. Licensing and Supervision of Brokers To provide real estate brokerage services in Washington, a broker must be licensed under chapter 18.85 RCW and licensed with a real estate firm, which also must be licensed. Each real estate firm has a designated broker who is responsible for supervising the brokers licensed with the firm. Some firms may have branch offices that are supervised by a branch manager and some firms may delegate certain supervisory duties to one or more managing brokers. The Washington State Department of Licensing is responsible for enforcing all laws and rules relating to the conduct of real estate firms and brokers. Page 1 of 4 119 Agency Relationship In an agency relationship, a broker is referred to as an 'agent* and the seller/landlord and buyer/tenant is referred to as the 'principal: For simplicity, in this pamphlet, seller includes landlord, and buyer includes tenant. For Sellers A real estate firm and broker must enter into a written services agreement with a seller to establish an agency relationship. The firm will then appoint one or more brokers to be agents of the seller. The firm's designated broker and any managing broker responsible for the supervision of those brokers are also agents of the seller. For Buyers A real estate firm and broker(s) who perform real estate brokerage services for a buyer establish an agency relationship by performing those services. The firm's designated broker and any managing broker responsible for the supervision of that broker are also agents of the buyer. A written services agreement between the buyer and the firm must be entered into before, or as soon as reasonably practical after, a broker begins rendering real estate brokerage services to the buyer. For both Buyer and Seller - as a Limited Dual Agent A limited dual agent provides limited representation to both the buyer and the seller in a transaction. Limited dual agency requires the consent of each principal in a written services agreement and may occur in two situations: (1) When the buyer and the seller are represented by the same broker, in which case the broker's designated broker and any managing broker responsible for the supervision of that broker are also limited dual agents; and (2) when the buyer and the seller are represented by different brokers in the same firm, in which case each broker solely represents the principal the broker was appointed to represent, but the broker's designated broker and any managing broker responsible for the supervision of those brokers are limited dual agents. Duration of Agency Relationship Once established, an agency relationship continues until the earliest of the following: 1. Completion of performance by the broker; 2. Expiration of the term agreed upon by the parties; 3. Termination of the relationship by mutual agreement of the parties; or 4. Termination of the relationship by notice from either party to the other. However, such a termination does not affect the contractual rights of either party. Page 2 of 4 120 Written Services Agreement A written services agreement between the firm and principal must contain the following: 1. The term (duration) of the agreement; 2. Name of the broker(s) appointed to act as an agent for the principal; 3. Whether the agency relationship is exclusive (which does not allow the principal to enter into an agency relationship with another firm during the term) or nonexclusive (which allows the principal to enter into an agency relationship with multiple firms at the same time); 4. Whether the principal consents to limited dual agency; 5. The terms of compensation; 6. In an agreement with a buyer, whether the broker agrees to show a property when there is no agreement or offer by any party or firm to pay compensation to the broker's firm; and 7. Any other agreements between the parties. A Broker's Duties to All Parties A broker owes the following duties to all parties in a transaction: 1. To exercise reasonable skill and care; 2. To deal honestly and in good faith; 3. To timely present all written offers, written notices, and other written communications to and from either party; 4. To disclose all existing material facts known by the broker and not apparent or readily ascertainable to a party. A material fact includes information that substantially adversely affects the value of the property or a party's ability to perform its obligations in a transaction, or operates to materially impair or defeat the purpose of the transaction. However, a broker does not have any duty to investigate matters that the broker has not agreed to investigate; 5. To account in a timely manner for all money and property received from or on behalf of either party; 6. To provide this pamphlet to all parties to whom the broker renders real estate brokerage services and to any unrepresented party; 7. To disclose in writing who the broker represents; and 8. To disclose in writing any terms of compensation offered by a party or a real estate firm to a real estate firm representing another party. A Broker's Duties to the Buyer or Seller A broker owes the following duties to their principal (either the buyer or seller): 1. To be loyal to their principal by taking no action that is adverse or detrimental to their principal's interest in a transaction; 2. To timely disclose to their principal any conflicts of interest; 3. To advise their principal to seek expert advice on matters relating to the transaction that are beyond the broker's expertise; 4. To not disclose any confidential information from or about their principal; and 5. To make a good faith and continuous effort to find a property for the buyer or to find a buyer for the seller's property, until the principal has entered a contract for the purchase or sale of property or as agreed otherwise in writing. Page3of4 121 Limited Dual Agent Duties A limited dual agent may not advocate terms favorable to one principal to the detriment of the other principal. A broker, acting as a limited dual agent, owes the following duties to both the buyer and seller: 1. To take no action that is adverse or detrimental to either principal's interest in a transaction; 2. To timely disclose to both principals any conflicts of interest; 3. To advise both principals to seek expert advice on matters relating to the transaction that are beyond the limited dual agent's expertise; 4. To not disclose any confidential information from or about either principal; and 5. To make a good faith and continuous effort to find a property for the buyer and to find a buyer for the seller's property, until the principals have entered a contract for the purchase or sale of property or as agreed otherwise in writing. Compensation In any real estate transaction, a firm's compensation may be paid by the seller, the buyer, a third party, or by sharing the compensation between firms. To receive compensation from any party, a firm must have a written services agreement with the party the firm represents (or provide a "Compensation Disclosure" to the buyer in a transaction for commercial real estate). A services agreement must contain the following regarding compensation: 1. The amount the principal agrees to compensate the firm for broker's services as an agent or limited dual agent; 2. The principal's consent, if any, and any terms of such consent, to compensation sharing between firms and parties; and 3. The principal's consent, if any, and any terms of such consent, to compensation of the firm by more than one party. Short Sales A "short sale' is a transaction where the seller's proceeds from the sale are insufficient to cover seller's obligations at closing (e.g., the seller's outstanding mortgage is greater than the sale price). If a sale is a short sale, the seller's real estate firm must disclose to the seller that the decision by any beneficiary or mortgagee, to release its interest in the property for less than the amount the seller owes to allow the sale to proceed, does not automatically relieve the seller of the obligation to pay any debt or costs remaining at closing, including real estate firms' compensation. C Copyright 2024 t" MultipleList ng Service Revised January'1, 2024 RCW ' 8 86 1 0, Page 4 of 4 122 Attachment C Appraisal Review Report Duwamish Hills Add Review as of October 10, 2025; Dated as of September 25, 2025 Prepared for: Julie Currier Vice President, Real Estate Forterra 1111111111011111111111111111, ition #3 Property I Tukwila, WA VI43Lt Date of Value as of September 9, 2025; Appraisal Report 0011100000000110 111111111111111111111111110 1111,1,11,1,1,11""" 11111111111,111,1„1,1,1,1,1,1,1,1,1,1,1,1,1,11111111111111111111 1111111111111111111111111,1,1111111111111111'11 11111111111111111111110111111100011111100011 ,11111111(11'1111111,11 10011011(Jd(000- MaL0(00w00,,0 Val 04()r1 Adv1sory '0,3,0(000-v1c(00F; Stan Sidor, MAI, AI-GRS, CRE 1201 Pacific Avenue, Suite 1400 Tacoma, WA 98402 253122.1400 V Fax 253122 .1409 stan.sidorgkidder.com kiddermathews.com fo00 ieWS e Prepared by: 123 October 13, 2025 Julie Currier Vice President, Real Estate Forterra 5101 14t" Ave. NW, Suite 200 #307 Seattle, WA 98107 RE: Duwamish Hills Addition #3 Property Appraisal Review Tukwila, WA 98168 Dear Ms. Currier: At your request, I have prepared a review of an appraisal as pertains to the above -referenced property. The reviewed appraisal report was prepared and signed by Chad C. Johnson, MAI and Katherine Tiffany, Associate. The report was dated as of September 25, 2025, with an effective date of value of September 9, 2025. The appraisal was presented as being a compliant appraisal report under USPAP Standard 2. My appraisal review report has been prepared in conformance with the Uniform Standards of Professional Appraisal Practice (USPAP), 2024 Edition, and meets USPAP Standard 3 for Appraisal Reviews. The USPAP edition referred to also includes, and this review is based on references to and conforms with, the various USPAP Standard Rules, USPAP Advisory Opinion 20 (AO-20), along with FAQ portions of USPAP pertaining to Appraisal Reviews, Appraisal Development and Reporting, the Scope of Work Rule, the Ethics Rule, and the Competency Rule. This appraisal review report will be used by the client for my opinion on the credibility of the market value of the property based on the noted appraisal, and may not be suitable for other uses. In addition to this letter, please refer to the attached Certification, Limiting Conditions, Summary of Appraisal, and Real Estate Appraisal Review Document attached. The Real Estate Appraisal Review Document addresses pertinent elements of the appraisal under review, while this letter overviews any key findings from my review that I believe would have a material impact on the concluded market value of the appraised property, which I have not revised as a result of my review and own analysis, as noted and concluded below. An Appraisal Review is defined under USPAP as: "the act or process of developing and communicating an opinion about the quality of another appraiser's work that was performed as part of an appraisal, appraisal review, or appraisal consulting assignment." It may or may not include an opinion of value by the reviewing appraiser. In this instance, as the reviewer, I have not developed and provided my own opinion as to the market value of the property. RI In completing this appraisal review, in addition to USPAP, I also referred to the following pertinent appraisal references: • The Appraisal of Real Estate, 15th Edition, The Appraisal Institute, 2020 • The Dictionary of Real Estate Appraisal, 7th Edition, Appraisal Institute, 2022 In support of this appraisal review, I did not physically inspect the subject property, and in completing this appraisal review I also did not complete my own independent research of the subject's market area nor obtained data regarding other similar real estate in the area. I have considered market and property conditions as of the date of the market value of the subject property. As a result of my review of the noted appraisal report for the subject property, as completed by Mr. Johnson and Ms. Tiffany, I have concluded that the market value of the subject property to which they concluded is supportable, and does represent a credible opinion of the property's actual market value as of September 9, 2025. A summary of any key issues impacting the appraisal report follows below: Appraisal - Key Issues There are no key issues with the appraisal report that would affect the concluded market value of the property or the overall quality of the appraisal report. The appraisal report may be accepted as written. Respectfully submitted, Stan Sidor, II AT-S, CE WA State Certified General Real Estate Appraiser License No. 1100565 SRS/sh 110 Certification I certify that, to the best of my knowledge and belief: 1) The statements of fact contained in this report are true and correct. 2) The reported analyses, opinions, and conclusions are limited only by the reported assumptions and limiting conditions, and represent my personal, impartial and unbiased professional analyses, opinions, and conclusions. 3) I have no present or prospective interest in the property that is the subject of the work under review, and no personal interest with respect to the parties involved. 4) I have no bias with respect to the property that is the subject of the work under review or to the parties involved with this assignment. 5) My engagement in this assignment was not contingent upon developing or reporting predetermined results. 6) My compensation is not contingent on an action or event resulting from the analyses, opinion or conclusions in this review or from its use. Further, my compensation for completing this assignment is not contingent upon the development or reporting of a predetermined assignment result or assignment results that favors the cause of the client, the attainment of a stipulated result, or the occurrence of a subsequent event directly related to the intended use of this appraisal review. 7) The reported analyses, opinions and conclusions were developed, and this review report has been prepared, in conformity with the Uniform Standards of Professional Appraisal Practice. 8) I have not made a personal inspection of the property that is the subject of the work under review. 9) I have not provided professional appraisal or consulting services concerning the subject property within the three years prior to accepting the assignment. 10) No one provided significant real property appraisal assistance to the person signing this Certification. 11) The reported analyses, opinions and conclusions were developed, and this report has been prepared, in conformity with the requirements of the Code of Professional Ethics and Standards of Professional Appraisal Practice of the Appraisal Institute. 12) The use of this report is subject to the requirements of the Appraisal Institute relating to review by its duly authorized representatives. 13) As of the date of this report, Stan Sidor, MAI, AI-GRS, CRE has completed the Continuing Education program of the Appraisal Institute for Designated Members. Stan Sidor, Al,-AR8, CRE WA State Certified General Real Estate Appraiser License No. 1100565 126 Page 1 Duwamish Hills Addition #3 Property ullllitt Limiting Conditions Limiting conditions specific to this appraisal review are: 1) The reviewer has made no survey of the property and assumes no responsibility in connection with such matters. 2) It is assumed that there are no hidden or unapparent conditions of the property, subsoil, or structures (including asbestos, soil contamination, or unknown environmental factors) that render it more or less valuable. No responsibility is assumed for such conditions or for arranging the studies that may be required to discover them. 3) No responsibility is assumed for the legal description or for matters including legal or title considerations. 4) The information identified in this report as being furnished by others is believed to be reliable, but no warranty is given for its accuracy. 5) The reviewer is not required to give further consultation or testimony, or attendance in court, by reason of this appraisal review unless arrangements have previously been made. 6) The allocation of total value to land, buildings, or any fractional part or interest as shown in this report, is invalidated if used separately in conjunction with any other appraisal. 7) Valuation Advisory Services is a subsidiary of Kidder Mathews, a full service commercial real estate brokerage firm. On occasion, employees or agents of the firm have interests in the property being appraised. When present, interests have been disclosed, and the report has been made absent of any influence from these parties. 8) Possession of this review, or a copy thereof, does not carry with it the right of publication. 9) This review is intended solely for the internal use of the Client or its assigns. Neither all nor any part of the contents of this Review shall be disseminated to the public through advertising, public relations, news, sales, or other media without the prior written consent and approval of the reviewer. 10) Unless stated otherwise in the preceding scope and attached review, the analyses, opinions, and conclusions in this review are based solely on the data, analyses, and conclusions contained in the appraisal report under review. Except as may be noted in this review, it is assumed that the appraisal data is representative of pertinent existing market and property data as of the date of appraisal. No attempt has been made to obtain additional market data for this review except as would be reasonable by a buyer or seller to confirm market trends, or as otherwise noted in this review. I have not personally inspected the comparable market sale and rental properties. Additions or exceptions to this standard scope are clearly stated within this review document. 11) All analyses, opinions and conclusions expressed by the Reviewer are limited by the scope of the review process as defined herein. Page 2 Duwamish Hills Addition #3 Property 127 001010 RESTRICTION UPON DISCLOSURE & USE: Neither all nor any part of the contents of this review report (especially any conclusions as to value, the identity of the appraiser or the firm with which he is connected, or any reference to the Appraisal Institute or to the MAI designation) shall be disseminated to the public through advertising media, public relations media, news media, sales media or any other public means of communication without the prior written consent and approval of the review appraiser. No part of this report or any of the conclusions may be included in any offering statement, memorandum, prospectus or registration without the prior written consent of the review appraiser. Page 3 Duwamish Hills Addition #3 Property 128 11111 11111111 Summary of Appraisal Subject to Review Page 4 Duwamish Hills Addition #3 Property 129 IIIIIIIIIIIIII II Summary of Appraisal Subject to Review Identity of Property Identity of the Work Under Review Property Description - Characteristics of the Property Under Review Highest & Best Use - Sidor Conclusion Problem To Be Solved, and Reviewer's Scope of Work Duwamish Hills Addition #3 Property Northwest Corner of South 115t" St. & 40t" Ave. South Tukwila, King County, WA 98168 Appraisal report completed and signed by Chad C. Johnson, MAI, and Katherine Tiffany, Associate, dated as of September 25, 2025, with an effective valuation date as of September 9, 2025. The subject property consists of two parcels of vacant, undeveloped residential land. The property is located in Tukwila, which is further part of the greater Puget Sound regional market area. The site contains a gross area of 12,461 sq ft (about 0.29 acres), with one parcel (Parcel A) containing 6,011 sq ft and the other parcel (Parcel B) containing 6,450 sq ft; however, Parcel A is bisected by an undeveloped right-of-way, with the main site area containing around 5,000 sq ft, and the remnant portion containing around 1,000+/- sq ft. The site is zoned CR, Community Residential, a residential use zone under the City of Tukwila zoning. This zoning classification allows residential development and use. Single-family residential development with one unit per parcel (two units maximum). The problem to be solved by this appraisal review is whether the market value of the subject property, as concluded by the noted appraisers as of the date of appraisal and valuation in the appraisal report is reasonable and supportable, along with concluding to an opinion of the quality of the appraiser's work, and whether the appraised value conclusion is supportable and credible. As the appraisal reviewer, my Scope of Work included: • Reading and analyzing the referenced appraisal report. • Checking quality and appropriateness of market data in the appraisal report. • Checking mathematics for accuracy. • Checking for omitted data or techniques. • Checking reasonableness of analysis and conclusions. • Checking for conformity to USPAP. 130 Page 5 Duwamish Hills Addition #3 Property Client of the Review Intended User/Use of Appraisal Review Purpose of Appraisal Review Property Rights Appraised Market Value IIlllll° l Forterra Determine reasonableness and credibility of appraised value conclusion and USPAP compliance of the appraisal. To determine whether the market value estimate of the subject property, as concluded by the noted appraisers in their appraisal report, is reasonable and supportable, and thus credible, along with a conclusion as to the quality of the appraisal work completed by the noted appraisers. Fee Simple Estate The term "Market Value" is defined as: The most probable price which a property should bring in a competitive and open market under all conditions requisite to a fair sale, the buyer and seller each acting prudently and knowledgeably, and assuming the price is not affected by undue stimulus. Implicit in this definition is the consummation of a sale as of a specified date, and the passing of title from seller to the buyer under conditions whereby: a. the buyer and seller are typically motivated; b. both parties are well informed or well advised, and acting in what they consider their own best interests; c. a reasonable time is allowed for exposure in the open market; d. payment is made in terms of cash in U.S. dollars or in terms of financial arrangements comparable thereto; and e. the price represents the normal consideration for the property sold unaffected by special or creative financing or sales concessions granted by anyone associated with the sale. Source: Office of the Comptroller of the Currency under 12 CFR, Part 34, Subpart C-Appraisals, 34.42 Definitions [h]. Page 6 Duwamish Hills Addition #3 Property 131 Property Ownership History Extraordinary Assumptions Necessary for the Review Hypothetical Conditions Necessary for the Review llll 1111111111111 As of the date of the appraisal under review, the subject property is reportedly owned by Joel Thomson, who has owned the property for more than the past three years. The property is currently subject to a pending sale to Forterra NW, with a contract price of $321,000 (equivalent to the current assessed value of the property). This pending sale price is equal to the appraised value of the property, though is contingent on a funding grant from King County and certain contingencies with the City of Tukwila. Except as may be otherwise noted, all other portions of the appraisal report under review have been concluded to be credible, and are hereby extended to the reviewer's Scope of Work (refer to the Real Estate Appraisal Review Document attached) and thus their use may have affected the assignment results (as per USPAP). None Date of Appraisal September 25, 2025 Report Under Review Effective Date of September 9, 2025 Appraisal and Value Effective Date of Appraisal Review October 13, 2025, based on the subject property and market characteristics and conditions as of September 9, 2025 Appraiser Stan Sidor, MAI, AI-GRS, CRE Completing The WA State Certified General Real Estate Appraiser Work Under Review License No. 1100565 Page 7 Duwamish Hills Addition #3 Property 132 III181111111110 Ipl REAL ESTATE APPRAISAL REVIEW DOCUMENT Property Name/Description: Property Location: Duwamish Hills Addition #3 Property NWC of S. 115th St. and 40th Ave. S., Tukwila, WA 98168 Intended Use of Review Document: Determine reasonableness of market value estimate and quality and USPAP compliance of appraisal Intended User(s) of Review: Appraisal Prepared By: Forterra Chad C. Johnson, MAI and Katherine Tiffany, Associate Appraisers Responsible: Same as above Legal Interest Appraised: Fee Simple Interest Appraisal Report Date: September 25, 2025 Reviewed By/Review Report Date: Stan Sidor, MAI, AI-GRS, CRE / October 13, 2025 Reviewer's Effective Date of September 9, 2025 Appraisal Property Type: Vacant, undeveloped residential land Interest Appraised: Fee Simple Market Value Conclusion Effective Date of Appraisal / Value Market Value As Submitted Market Value As Supported in Review Appraisal and Valuation As Supported By Review September 9, 2025 $321,000 $321,000 Page 8 Duwamish Hills Addition #3 Property 1 33 11111 uuupl Ipl REAL ESTATE APPRAISAL REVIEW DOCUMENT APPRAISAL REVIEW APPRAISAL OPINION RATING Excellent Good Avg. Below Poor Avg. 1 2 3 4 5 Completeness of the report: X Adequacy and relevance of the data, and propriety of any adjustments to the data: X Appropriate appraisal methods & techniques: X Analysis, opinions & conclusions appropriate, supportable, reasonable, and credible: X Overall USPAP compliance: X Overall Appraisal Quality Rating X Market Value Conclusion Reasonable, Supportable, and Credible Yes No X RECOMMENDATION: Accept as written Accept as modified by Accept as modified by REJECT appraiser reviewer X SCOPE OF REVIEW: Standard USPAP conforming review, unless as otherwise noted. EXTRAORDINARY REVIEW MEASURES: None REVIEW COMMENTS AND CONCLUSIONS: Overall, the appraisal report is well -supported and presented, the quality of work appears good, and the market value conclusion appears reasonable and credible. 134 Page 9 Duwamish Hills Addition #3 Property REAL ESTATE APPRAISAL REVIEW DOCUMENT USPAP SCOPE OF WORK RULE, AND SCOPE OF WORK ISSUES 1. Has the appraiser identified the problem to be solved? 2. Has the appraiser performed the scope of work necessary to develop credible assignment results? 3. Has the appraiser disclosed the scope of work in the report? 4. Has the appraiser allowed the assignment conditions to limit the scope of work to such a degree that the assignment results are not credible in the context of the intended use? 5. Has the appraiser allowed the intended use of the assignment or the client's objectives to cause the assignment results to be biased? 6. Does the report contain sufficient information to allow intended users to understand the scope of work performed? USPAP Scope of Work Rule Note: 11111 III1111 Ipl YES NO N/A X X X X The scope of work must include the research and analyses that are necessary to develop credible assignment results, and must meet or exceed the expectations of parties who are regularly intended users for similar assignments, and what an appraiser's peers' actions would be in performing the same or a similar assignment. Comments: Well -supported and credible assignment results. USPAP ETHICS RULE, AND ETHICS -RELATED ISSUES 1. Has the appraiser disclosed in the report Certification any services regarding the subject property performed by the appraiser within the three year period immediately preceding acceptance of the assignment, as an appraiser or in any other capacity? (If the appraiser has agreed with the client not to disclose that he or she has appraised a property, the appraiser must decline all subsequent assignments that fall within the three year period.) 2. Has the appraiser communicated a report that is known by the appraiser to be misleading or fraudulent? 3. Has the appraiser communicated assignment results with the intent to mislead or to defraud? 4. Has the appraiser performed the assignment in a grossly negligent manner? YES NO N/A X Page 10 Duwamish Hills Addition #3 Property 1 35 REAL ESTATE APPRAISAL REVIEW DOCUMENT USPAP ETHICS RULE, AND ETHICS -RELATED ISSUES (cont.) 5. Has the appraiser accepted an assignment that includes the reporting of predetermined opinions and conclusions? 6. Has the appraiser performed the assignment with bias? USPAP Ethics Rule Notes: llllgllllllllll Ipl YES NO N/A • Not disclosing prior appraisals of the same property within the past three years of the date of appraisal is unethical. • Preparing a misleading or fraudulent appraisal report, and/or intending to mislead or defraud, is unethical. • Performing an assignment that includes the reporting of predetermined opinions and conclusions, or with bias, is unethical. • Inflating values is unethical. Comments: Full compliance USPAP STANDARDS RULES CONFORMANCE: STANDARD 1 REAL PROPERTY APPRAISAL DEVELOPMENT Standards Rule 1-1 In developing a real property appraisal, an appraiser must: (a) Be aware of, understand, and correctly employ those recognized methods and techniques that are necessary to produce a credible appraisal; (b) not commit a substantial error of omission or commission that significantly affects an appraisal; and (c) not render appraisal services in a careless or negligent manner, such as by making a series of errors that, although individually might not significantly affect the results of an appraisal, in the aggregate affects the credibility of those results. YES NO N/A 136 Page 11 Duwamish Hills Addition #3 Property REAL ESTATE APPRAISAL REVIEW DOCUMENT USPAP STANDARDS RULES CONFORMANCE: STANDARD 1 REAL PROPERTY APPRAISAL DEVELOPMENT (cont.) Standards Rule 1-3 In developing a real property appraisal, an appraiser must: (a) identify and analyze the effect on use and value of ...economic supply and demand...and market area trends. (b) develop an opinion of the highest and best use of the real estate Standards Rule 1-4 (a) In developing a real property appraisal, an appraiser must collect, verify, and analyze all information for credible assignment results. (e) When analyzing the assemblage of the various ... component parts of a property, an appraiser must analyze the effect on value, if any, of the assemblage....the value of the whole (or a part) must be tested by reference to appropriate data and supported by an appropriate analysis of such data. Standards Rule 1-5 (a) Analyze all agreements of sale, options, and listings of the subject property current as of the effective date of appraisal; and, (b) When the value opinion to be developed is market value, an appraiser must ... analyze all sales of the subject property that occurred within the three (3) years prior to the effective date of the appraisal. Standards Rule 1-6 In developing a real property appraisal, an appraiser must: (a) Reconcile the quality and quantity of data available and analyzed within the approaches used; and, (b) Reconcile the applicability and relevance of the approaches, methods, and techniques used to arrive at the value conclusion(s). USPAP Standards Rule 1 Note: llllgllllllllll Ipl YES NO N/A In developing a real property appraisal, an appraiser must ... correctly complete research and analyses necessary to produce a credible appraisal. Credible assignment results require support by relevant evidence and logic. Page 12 Duwamish Hills Addition #3 Property 1 37 REAL ESTATE APPRAISAL REVIEW DOCUMENT Comments: Full compliance USPAP STANDARDS RULES CONFORMANCE: STANDARD 2 REAL PROPERTY APPRAISAL REPORTING 1. Does the appraiser clearly and accurately set forth the appraisal in a manner that is not misleading? (SR 2-1(a)) 2. Does the appraisal report contain sufficient information to enable the intended users of the appraisal to understand the report properly? (SR 2-1(b)) 3. Does the appraisal report clearly and accurately disclose all assumptions, extraordinary assumptions, hypothetical conditions, and limiting conditions used in the assignment; is it noted that their use may have affected the assignment results; and, are they reasonable and/or necessary for credible analysis? (SR 2-1(c)) 4. Is the appraisal report prepared under one of the noted report options, and prominently states which option is used? (SR 2-2) 5. Is the content of the appraisal report consistent with the intended use of the appraisal? (SR 2-2(a)) 6. Does the appraisal state the identity of the client and any intended users, by name or type? (SR 2-2(a)(i)) 7. Does the appraisal state the intended use of the appraisal? (SR 2- 2(a)(ii)) 8. Does the appraisal describe information sufficient to identify the real estate involved in the appraisal, including the physical and economic characteristics relevant to the assignment? (SR 2-2(a)(iii)) 9. Does the appraisal state the real property interest appraised? (SR 2- 2(a)(iv)) 10. Does the appraisal state the type and definition of value and cite the source of the definition? (SR 2-2(a)(v)) 11. Is the opinion of market value based in terms of cash or based on financing terms equivalent to cash? (SR 2-2(a)(v)) 12. Does the appraisal state the effective date of the appraisal and the date of the report? (SR 2-2(a)(vi)) If applicable, are retrospective and/or prospective values properly identified per USPAP? 13. Does the appraisal describe the scope of work used to develop the appraisal, including the extent of any significant real property appraisal assistance? (SR 2-2(a)(vii)) llllgllllllllll Ipl YES NO N/A X X X X X 138 Page 13 Duwamish Hills Addition #3 Property REAL ESTATE APPRAISAL REVIEW DOCUMENT USPAP STANDARDS RULES CONFORMANCE: STANDARD 2 REAL PROPERTY APPRAISAL REPORTING (cont.) 14. Does the appraisal describe the information analyzed, the appraisal methods and techniques employed, and the reasoning that supports the analyses, opinions, and conclusions? (SR 2-2(a)(viii)) - that is: is the information provided sufficient to indicate that the appraiser complied with the requirements of Standard 1? 15. Does the appraisal explain the exclusion of any approach to value? (SR 2-2(a)(viii)) 16. When the value opinion to be developed is market value, an appraiser must ... analyze all sales of the subject property that occurred within the three (3) years prior to the effective date of the appraisal. If applicable, is a summary of ownership history (including recent sales, options, listings) of the subject provided and analyzed? If the information is unobtainable, did the appraisal include a statement on the efforts undertaken to obtain the information? If the information is irrelevant, does the appraisal include a statement acknowledging the existence of the information and cite its lack of relevance? (AO-1) 17. Does the appraisal state the use of the real estate existing as of the date of value and the use of the real estate reflected in the appraisal? (SR 2-2(a)(ix)) 18. Does the appraisal clearly and conspicuously state all extraordinary assumptions and hypothetical conditions, and that their use may have affected assignment results? (SR 2-2(a)(x)) USPAP Standards Rule 2 Note: 1111glll1111 Ipl YES NO N/A X X X X X In reporting the results of a real property appraisal, an appraiser must communicate each analysis, opinion, and conclusion in a manner that is not misleading. Comments: Full compliance Page 14 Duwamish Hills Addition #3 Property ,� 39 REAL ESTATE APPRAISAL REVIEW DOCUMENT CERTIFICATION, AND STATE LICENSING REQUIREMENTS 1. Does the appraisal include a signed Certification in accordance with Standards Rule 2-3? (SR 2-2(a)(xi)) 2. Has the appraiser certified personal inspection, or not, of the property? (SR 2-3) 3. Is the Certification signed by the appraiser(s) who prepared the report? (SR 2-3) 4. Has the appraisal been completed by a WA State licensed or certified appraiser? (RCW 18.140.140) 5. Is the appraiser's state license number reflected by the appropriate state title, if referenced? (RCW 18.140.140) 6. If another appraiser has provided significant real property appraisal assistance to the appraiser signing the Certification, has the other appraiser been identified by name? (SR 2-3) Comments: Full compliance COMPETENCY RULE 1. Is the appraiser competent to perform the appraisal assignment? 2. If not competent prior to accepting the assignment, has the appraiser disclosed the lack of knowledge and/or experience to the client before accepting the assignment, taken all steps necessary or appropriate to complete the assignment competently, and described in the report the lack of knowledge and/or experience and the steps taken to complete the assignment competently? Comments: Full compliance 111151111111111 Ipl YES NO N/A X X X X X X YES NO UNK X X 140 Page 15 Duwamish Hills Addition #3 Property REAL ESTATE APPRAISAL REVIEW DOCUMENT MARKET OVERVIEW: 1. Region/vicinity analysis adequate (considering scope of assignment)? Comments: Full compliance PROPERTY DESCRIPTION: 1. Does the identification of the property include a legal description? 2. Does appraiser correctly define and identify the real property interest appraised? 3. Is the site description adequate? 4. Is the description of any improvements adequate? 5. Has the improvements' conformance with zoning been considered? Comments: Full compliance COMPETITIVE MARKET ANALYSIS: 11111 111110 Ipl YES NO N/A X YES NO N/A X X X 1. Has a marketability analysis, including an analysis of both market supply and demand, been completed, and is it adequate to support the assumptions and projections? 2. Is the level of market analysis compliant with the terms of the engagement and the size and complexity of the transaction involving the collateral? 3. Have competitive properties been identified and adequately described? 4. Has the historical performance of the market been presented and analyzed? 5. Are estimates of future market supply and demand reasonable? 6. Has the position of the subject property within the market been considered? 7. Are the existing improvements consistent with the highest and best use? X X YES NO N/ A X X Page 16 Duwamish Hills Addition #3 Property 141 REAL ESTATE APPRAISAL REVIEW DOCUMENT Comments: Full compliance HIGHEST AND BEST USE ANALYSIS: 1. Does the appraiser follow the four criteria for establishing a Highest and Best Use? 2. Is Highest and Best Use as vacant analyzed? 3. Is Highest and Best Use as improved (proposed) analyzed? 4. Are any probable physical, legal or external changes considered, such as a pending change in zoning, that may impact property value? 5. Does the appraiser identify the Most Likely Buyer/Typical User, and is the analysis consistent with this conclusion throughout the report? 6. Does the appraiser provide an adequate discussion of economic feasibility for proposed new construction or changes in any existing improvements? 7. Has an opinion of the highest and best use of the property been developed by the appraiser, and has the appraiser described the support and rationale for that opinion? (SR 2-2(a)(ix)) Comments: Full compliance COST APPROACH: 1. Are land sales current, comparable, and appropriately adjusted? 2. Are land sale parcel maps and/or a location map reflecting the location of each sale property included for reference? 3. Is the land value conclusion logical and reasonable? 4. Is basis for the replacement cost estimate properly documented? 5. Does the estimated cost to complete proposed improvements include leasing expenses and/or holding cost during construction? 6. Are all forms of accrued depreciation considered and supported? 7. Does the appraiser account for and adequately support Entrepreneurial Profit? 8. Is the Cost Approach conclusion logical and reasonable? 1111glll111110 Ipl YES NO X YES NO N/A N/A X X X X X 142 Page 17 Duwamish Hills Addition #3 Property REAL ESTATE APPRAISAL REVIEW DOCUMENT Comments: N/A — Land sales analysis contained within the Sales Comparison Approach SALES COMPARISON APPROACH: 1. Are sales reasonably current, comparable, and cash equivalent? 2. Are photographs and/or parcel maps, and/or a location map, of the sales included for reference? 3. Are sale write-ups sufficiently comprehensive to understand? 4. Are sales adjusted, or factors taken into account, for occupancy, deferred maintenance and/or remaining tenant finish at date of sale? 5. Is the final value conclusion of the Sales Comparison Approach logical, reasonable, and credible? Comments: Full compliance. Analysis appears reasonable and credible. INCOME APPROACH: 1. Are contract rents appropriately analyzed and supported? 2. Is a rent roll and/or income and operating expense history provided? 3. Is market rent appropriately analyzed and supported? 4. Are rent comparable photographs and/or a location map included for reference? 5. Is income for all sources including reimbursements considered and analyzed? 6. Is vacancy and collection loss reasonable and supported? 7. If applicable, is the absorption forecast reasonable and adequately supported? 8. Is an expense history provided? Are expenses appropriately analyzed and supported? 9. Are expense comparables included and analyzed? 10. Are overall and terminal capitalization rates and discount rates reasonable and supported? 11. Are pro forma income statements and/or DCF assumptions and projections reasonable and supported? 12. Is the Income Approach conclusion logical and reasonable? III181111111110 Ipl YES NO N/A X X X X X YES NO N/A X X X X X X X X X X X X Page 18 Duwamish Hills Addition #3 Property 1 43 REAL ESTATE APPRAISAL REVIEW DOCUMENT Comments: N/A RECONCILIATION: 1. Are final conclusions and analyses reconciled, reasonable and supported? 2. Are final value estimates consistent with the data presented, and sufficient documentation included to assess the appraiser's logic, reasoning, judgment, and analysis? 3. Is the final value appropriately split between realty and non -realty items? Is the impact of their inclusion/exclusion on the estimate of value discussed? 4. Is the estimated exposure time and/or marketing period disclosed and reasonable based on the data presented? 11111 uuupl Ipl YES NO N/A X X X X Comments: Full compliance FINAL REVIEW COMMENTS AND CONCLUSIONS: Overall, good quality work and report presentation, and supportable and credible value conclusion. 144 Page 19 Duwamish Hills Addition #3 Property REAL ESTATE APPRAISAL REVIEW DOCUMENT ADDENDUM 145 IIIluouluillllllll Kidder Mathews STAN SIDOR, MAI, AI-GRS, CRE Senior Vice President, Manager, Shareholder Valuation Advisory Services T 253.722.1445 c 253.219.5899 stan.sidor@kidder.com Stan manages the division's Tacoma branch. Stan is available to provide consultation services and valuation analysis on a variety of commercial property types, including office, industrial, and retail properties. Stan also brings expertise in the valuation of a variety of special-purpose properties such as golf courses, convenience stores, automobile dealerships, marinas, athletic clubs /fitness centers, churches and schools, daycare centers, and properties impacted by wetlands or hazardous waste contamination. Stan is also experienced in the valuation of corridors, water rights, and conservation easements, along with appraisal reviews of the same. Stan has 45 years of combined real estate and banking experience, including 32 years as a real estate appraiser. In addition to valuation analysis and consulting, Stan has experience in property and asset management, leasing, sales, loan underwriting and credit approval. TD U C AT II O III Attended all courses in the Masters of Science degree in real estate appraisal program at the University of St. Thomas, Minneapolis, MN. Bachelor of Arts degree University of Washington. Other Coursework in real estate finance, law, leasing, foreclosure and repossession, technical inspection of RE, real estate workouts and lender liability, argus, credit analysis and development, business law, financial and tax statement analysis, and accounting and bank accounting. L. Ik 1 G A IL. Ik 1 X IF"" Ik 1 IR II Ikw:' IC` 11 C Ik 1 Stan is qualified as an expert witness for real estate valuation in King, Pierce, Thurston, Lewis, Grays Harbor, and Mason Counties, State of Washington. F°"IR0IF'IG1SSII0INIIAII„ A IF IF 11 11„„„ 11 AT o o 11N11S / ITDIG1SIIGAT o 11N11S Member of Appraisal Institute (MAI) Appraisal Institute - General Review Specialist (AI-GRS) Counselors of Real Estate (CRE) President of Appraiser's Coalition of Washington (ACOW), 2009 - 2010, 2013 - 2014 President, Seattle Chapter, Appraisal Institute, 2020 Commissioner, WA Real Estate Appraiser Commission - appointed to a six -year term January 10, 2020 IK II Ir)Ir)IEIR 1MATII1 IEWS 1201 PACIFIC AVE, SUITE 1400, TACOMA, WA 98402 146 4. II DDEIR CO OM U " ���R 0 ��F I:� S SU0 IIJA I � I �UC I:� IIJ S I:� S State ofWashington Certified General Real Estate Appraiser (No. 1100565) � � 0 ��F I:�SSU0 I�JA���R I:� C0 G I�JUTU0 I�J Appraiser ofthe Year, 2009, Seattle Chapter, Appraisal Institute SI:� MUI�JA�SI) I:�V�I �0 I'� I:� I)/TANG I IT Corridor Valuation Washington State Laws for Real Estate Appraisers Washington 5tate'n New AMC Law Flood Plain Regulation Changes: Impacts onValuation Changing Environmental Regulations and Impacts on Market Valuations Brovvnfie|6n: AVa|uation Perspective AMC Legislation AnOverview & Analysis ofOther States Legislation Appraising Environmentally Contaminated Properties i"AlRTUAll, Cl,Ull:,l1JTIUST Legal Clients Campbell Barnett PLLC Fife Law Gordon Thomas Honeywell Byrnes Keller Cromwell Rogers Deutsch & Turner PLLC JBJ Law Group LLP U.S. Attorneys Office Banks/Financial Institutions VVCLACredit Union WSECU TapcoCredit Union Heritage Bank KitnapBank Roberts Johns Hemphill PLLC Davies Pearson, P.C. Farr Law Group PLLC Carney Badley Spellman Brain Law Firm, PLLC Eisenhower& Carlson PLLC Schwabe Williamson & Wyatt McGaviclk Graves, P.S. Peterson Russell Kelly Livengoo6 — PLL[ HarborstoneCredit Union North Cascades Bank Washington Business Bank Timberland Bank Commencement Bank - Van6ebergJohnson &Gan6ara.LLP Red Canoe Credit Union U.S. Bank RaboAghfinanceLLC Evangelical Christian Credit Union GBCInternational Bank Umpqua Bank Taiwan Cooperative Bank Washington Federal Savings KeyBanlk 1 st Security Bank of Washington xnoosm M^r1111E.wm 7207 PACIFIC AVE, smrs wnn' r^cow^ w^po*n2 0DDERI{}V U " Ports/Government/Schoo|s Pierce Conservation District Tacoma Public Schools C|aUamCuunty Central KitsapFire &Rescue Metropolitan Park District ofTacoma City ofTacoma Kitsap Transit Private Sector Washington State Parks and Port of Centralia Recreation Grays Harbor Transit Tacoma Redevelopment Authority City ofTulkwi|a City ofYalkima Federal Way Public Schools Mason County SSHI, LLC dba D.R. Horton Summit Development Corporation BN5FRai|way Slattery Properties TRAP Enterprises Fomerra Lanigan Holdings Habitat For Humanity Allstate Appraisal, LP. Pacific Lutheran University - Port ofGrays Harbor - Port of Tacoma Thurston County White River School District Washington State Dept. ofNatural Resources m11Dosm M^r1111E.wm 7207 PACIFIC AVE, smrs wnn' r^cow^ w^po*n2 48 0DDERI{}V Attachment D Id IVO 1i1 111Gi�;�;1'�� dolorrry pH'INMN Illl110i "P' NuVpwg1u1V111uV'"'' 110 dre Art N1.r1'I'I 'dIw'N"J°m"U'I'hii"'Illlld. 1111111 I'yl�illlll1III"iilV1Illorioo orrrrr1r111111141wry1, Ill �llml000lllllllllllllllllllll111lo V "1� Illlll "''11 11Iloll� u11IIII1IIIIIIIuuuu111HW""""'91.� ridd rt rowiris rm IiI Nile ddl''1io.( MIM mVp Mi""' m1 A!Y,,1411WUl Vr 111,1100081 23 1111111 IIIIIIII Fa umlalVl'/�� 441441444441114114 "' III11V1111111V1illldli:'p1,,pI Ili I ol,pw �IVpp 1144,11ii1iul'I� 1VV 111g1 u,aulu, 1i mNl.;ltl " ''1;V'III;'�1„� n„1 1 :1,„„, ;1,1„y IIVIV1w"WIIyddY;111';Poo 111ilIl11111 II 111111 1pi j111111 1� CV Ittl rir 5„,,11d't1te 'I ~tt 1 4tu I I m.. l !9 MPI11V 11111111111111 1111,11111111111111111111111111111111 IIIpNPI 111111111uNuP�iii11p111111111111111111 111i'6i'"ui1111 1111;1'iNIII�VlllllllliI111g11111 Mo* li'P"I'111II,1^Ill�oniVl11d1111111pr„ ',I IIIl,1',I"V1?1i11p rw "fib w�gtl 1111111, 1104kpor,"4411/frAlt Proposed Acquisition uilsiiClan 3caulnd ary 1111111111111111111111111111111 rnttoIrIrnaII II aTreeII Il3ou.wIrndaIryr IPubDilc Open Space tty, of 1TullcvwiiII a Conservation Easement Other IFea'irulres IIpu.wlb lic o ad •• • II eyit°IrnaII 1fIrailII IIVAIIIII: Aoriiall Il: lHcatog raplh FORT&RRA Map date: Feboas a 5, 2025 1 49—