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Home My WebLink About21-081 - Annual Report 2024 - Holden at Southcenter, LLC - Multi-Family Residential Property Tax Exemption AgreementHOLDEN AT SOUTHCENTER, LLC 1900 N'. Northlake Way, Suite 237 Seattle, Washington 98103 March 14, 2024 City of Tukwila, Washington Office of the City Clerk 6200 Southcenter Blvd. Tukwila, WA 98188 Reference: 21-081 RECEIVED OEM= CITY OF TUKWILA CITY CLERK T C 13 Re: Multi -Family Residential Property Tax Exemption Agreement, dated May 21, 2021 (the "Agreement"), by and between the City of Tukwila, Washington and Holden at Southcenter, LLC ("Holden") Greetings: Pursuant to Section 6 of the Agreement, notice is hereby given that on March 14, 2024, Holden conveyed the Property to MG at Tukwila, LLC, a Delaware limited liability company ("Buyer"), pursuant to the Bargain and Sale Deed attached hereto as Exhibit A, and assigned all of its rights, interests, and obligations under the Agreement to Buyer pursuant to the MFTE Assignment and Assumption Agreement attached hereto as Exhibit B. Please address all future notices, demands and correspondence under the Agreement to Property Owner to Buyer as follows: MG at Tukwila, LLC c/o AEW Capital Management, L,P, 2 Seaport Lane Boston, MA 02210 Attn: Brian Sunday With a copy to: c/o Merrill Gardens, L.L.C. 1938 Fairview Ave E, Ste 300 Seattle, WA 98102 Attn: Doug Spear Proskauer Rose LLP One International Place Boston, MA 02110 Attn: Sean T, Boulger Capitalized terms used herein and not defined shall have the meanings assigned to such terms in the Agreement. Very truly yours, HOLDEN AT SOUTHCENTER, LLC, a Delaware limited liability company By: V. Ja Authorized Signatory cc: City of Tukwila Office of Economic Development 6200 Southcenter Blvd, Tukwila, WA 98188 Signature Page to Letter to City Exhibit A Instrument Number: 20240325000646 Document:D Rec: $3W50 Page -1 of'6 Excise Does: 3274816 Selling Price: S29,847,200.00 Tax Amount: S1,013,732.00 Record Date:3/25/2024 2:32 PM Electronically Recorded King County, WA AFTER RECORDING MAM TO. Proskauer Rose LLP One International Place Boston, Massachusetts 02100 Attcntiom Scan T. Boulger, Esq. CT NCS - 23,4416 -NCS Document Title(s); (or transactions contained herein) Bargain and Sale Deed Reference Nurnher(s) of Documents assigned or released: N/A Grantor(s). (Last name first, then first name and initials) Holden at Southcentcr, LLC, a Delaware limited liability company Grantee($)., (Last name first, then first time and initiats) MG at Tukwila, LLC, a Delaware limited liability company Abbreviated Legal Description as follows. (i,e, lot/block/plat or section/township/range/quarter/quartet) Ptn Tracts 4 & 5, Andover Industrial Park No. 1, Vol. 66, Pg- 36 Complete legal description attached as Exhibit A - Assessor's Property Tax Parcel/Account Number(s); 022300-0045-08 022300-0045-99 M Instrument Number 2024032,5000646 Docurnent:D Rec: 5308.50 Page -2 of 6 Record Date -3/25/2024 2:32 PM King Count),, WA T= GRANTOR, HOLDI:N AT SOUTHCENTER, LLC, a Delaware limited liability company ("Grantor"'), for and in consideration of'Ten Dollars in hand paid, bargains, sells, and conveys to MG AT TUKWTLA, LLC, a Delaware limited liability company ("Grantee'), the following described real estate, situated in the County of King, State of Washington: See Exhibit A attached hereto and incorporated herein by this reference. Subject to and excepting those matters Listed in Exhibit B attached hereto and incorporated herein by this reference. [Signature appears on the following page.] I hi,strunient Number: 2024032-5000646 Docurnen(:D Ree: S308.50 Page -3 of 6 Record Datc,3/25/2024 2:32 PM King County, WA Dated this I t4 day of M=14 2024, HOLDEN AT SOUTHCENTER, LLC, a Delaware limited liability company By: Narg- 170al Hiemenz Title: Authorized Signatory NNA200'� W I certify that I know or have satisfactory evidence that V. Jay Hiernenz is the person who appeared before me, and said person acknowledged that he signed this instrument, on oath stated that he was authorized to execute the instrument and acknowledged it as the Authorized Signatory of Holden of Southeenter, LLC, a Delaware limited liability company, to be the free and voluntary act of such party for the uses and purposes stated therein. Dated March 14, 2024. Name: VON, PrjntNa&p1 '(�48j� 2% zap w:? NOTARY PUBLIC, State of Arizona My appointment expires 91'2 X11' z9a5 Qumptim- PaiYA to Piffunin Anti qmlft TIOPA Instrument Number: 20240325000640 Document.1) Ree: $308.50 Page -4 of 6 Record Date:3/25/2024 2:32 PM King County, WA EXITIZIT A LEGAL DESCR11PTION The Land referred to herein below is situated in the County of King, State of Wasbington, and is described as follows� THE SOUTH 28 FEET OF TRACT 4, AND THE NORTH 200.00 FEET OF TRACT 5, SAID 200 FEET BEING MEASURED PARALLEL TO ANDOVER PARK EAST (67TI-I AVENUE SOUTH), ANDOVER INDUSTRIAL PARK NO. 1, ACCORDING TO THE PLAT THEREOF, RECORDED IN VOLUME 66 OF PLATS, ])AGE 36, IN KING COUNTY, WASHINGTON; EXCEPT THAT PORTION THEREOF CONDEMNED IN KING COUNTY SUPERIOR COURT CAUSE NUMBER 592245 FOR PRIMARY STATE HIGHWAY NO. 1. A-1 Tn— Instrument Number 20240325000646 Document:][) Rec: $308.50 Page -5 of 6 Record Date:3/25/2024 2:32 PM King County, WA 4. Easement(s) for the purpose(s) shown below and rights incidental thereto, as granted in a EXIUBIT B PERNnTTED EXCEPTIONS 1. 10' utility casement as contained andlor delineated on the face of the Plat of Andover Industrial Park, No. I recorded in Volume 60 of Plais, Page 36, in King County, Washiligton- Recording No-: Recording No. 5256442 Affects: 2. Covenants, conditions and restrictions as set forth in the document: Recording Date: August 22, 2019 Recording No-: 20190822000625 3. Easement(s) for the purpose(s) shown below and rights incidental thereto, as granted in a document: August 16,2022 Granted to: Puget Sound Energy, Inc. Purpose: One or more utility systems for purposes of transmission, Assumption Agreement, dated as of March 14, 2024. distribution and sale of electricity and appurtenances Recording Date: October 8, 2020 Recording No.: 20201008002380 Affect& Portion of said premises 4. Easement(s) for the purpose(s) shown below and rights incidental thereto, as granted in a document: Granted to: Comeast Cable Communications Management, LLC Purpose;, Broadband communications systems and appurtenances Recording Date: June 2, 2021 Recording No-: 20210602002641 Affects: Portion of said premises as described therein 5. Matters contained in that certain document: Entitled- Multi -Family Residential Property Tax Exemption Agreement Between: Holden at Southcenter, LLC Recording Date: August 16,2022 Recording No.: 20210816001162 As. assigned by Holden at Southeenter, LLC to MK at Tukwila, LLC pursuant to the MF,TE Assignment and Assumption Agreement, dated as of March 14, 2024. 6. Real estate taxes and assessments for the year 2024 and subsequent years, a lien not yet due and payable. mm Instrument Number 20240325000646 Doctiment:D Rec: 5308.50 Page -6 of 6 Record Date.3/25/2024 2:3,2 PM King County, WA The rights of the residents and tenants (as residents and tenants only, and without any right or option to purchase said premises or any portion thereof) under the resident agreements mid leases. Potential charges for the King County Treatment Capacity Charge as authorized under RCW 35.58 and King County Code 28,84,050, All charges due and payable are paid in full. B-2 Exhibit B MFTE Assignment and Assumption Agreement Instrument Number 20240322000443 Docunient.A Rec: $306.50 Page -1 ot'4 Record Date:3/22/2024 11.47 AM Electronically Recorded King County, WA AFTER RECORDING MAIL TO: Proskauer Rose LLP One International Place Boston, Massachusetts 02100 Attention.- Sean T. Boulger, Esq. CT NCS - 234416 -NCS Document Titic(s): (or transactions contained herein) Assignment and Assiuription Agreement ReferenceNumber(s) of Documents assigned orreleased: 20210816001162 Grantor(s): (Last name first, then first name and initials) Holden at Southccnter, LLC, a Delaww•are limited liability company Grantee(x): (Last name first, then fust name and initials) MG at Tukwila, LLC, a Delaware limited liability company Abbreviated Legal ]Description as fallaws: (i.e. lot/Wocklplat or section/townsbjplrangolquatter/qtiarter) Ptn Tracts 4 & 5, Andover Industrial Park No. 1, Vol. 66, Pg. 36 Complete legal description attached as Exhibit A Assessor's Property Tax Parcel/Account Nurnber(s): 022300-0045 Instrument Number: 202403220(10443 Document:A Rec: 5306.50 Page -2 of=4 Record Date:3/22/2024 11:47 AM King County, WA MFTE ASSIGNMYNT AND ASSUMPTION AGRERIMT NT FOR VALUABLE 'CONSIDERATION, receipt of which is hereby acknowledged, the undersigned, 14OLDEN A -l' SOUTHCENTER, LLC, a Delaware limited liability company C'Seller"), hereby sells, transfers, assigns and conveys to MG AT TUKWILA, LLC, a Delaware limited liability company ("Buyer"), all right, title and interest ofSeller in and to the Multi -Family Residential Property 'faux Exemption Agreement, dated May 21, 2021, between Seller and the City, recorded as Instrument Number 202108160,01162 in the Official Records of King County, Washington (the "NEP TE Agreement"), This Assigmucut and Assumption (this "Agreement") is, given pursuant to that certain Purchase Agreement (the "Purchase Agreement'") dated as of February 23, 2024, between Seller and Buyer (or its predecessor in interest), providing for the sale of the Property. 'The covenants, agreements, and limitations (including, but not lUnited to, the limitations provided in Sections 7.3, 7.4, 8 and 10.2 of the Purchase Agreement) provided in the Purchase Agreement with respect to the property conveyed hereunder are hereby incorporated herein by this reference as if herein set out in MI. Buyer hereby accepts the foregoing assignment and agrees to assume and discharge, in accordance with the terms thereof,, all of the obligations of Seller under the MFTE Agreement, to The extent the same arise on Or after the date hereof. This Agreement shall inure to the benefit of and shall be binding upon Seller and Buyer, and their respective successors and assigns. The rights, title and interest of Seller in the METE. Agreement are conveyed "as N" without representation or warranty, except as may be set forth in the Purchase Agreement, TO HAVE AND 1'0 HOLD all of said rights, title and interest unto Buyer, its successors and assigns, to its own use forever. This Agreement shal I inure to the benefit of and be binding upon the parties hereto and their respective successors and assigns. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same document. 'Mis Agreement shall, in all respects, be governed, construed, applied, and enforced in accordance with the laws of the State of Washington, [Ibis space intentionally left blank) X111!- —1. Instminent Number 20240322000443 Docurnent:A Rec: 5306.50 Page -3 of 4 Record Datc.3/22/2024 11:47 AM King County, WA DATED: As of 1A arch _, 2024 OUNNOV HOLDEN AT SOUTHCENTER, LLC, a Delaware limited liability company By: Nrp*,JVaW-l'i�e enz Title: Authorized Signatory STATE OF ARIZONA COUNTY OF MARICOPA I certify that I know or have satisfactory evidence that V. Jay Hiemenz is the person who appeared before me, and said person acknowledged that lie signed this instrument, on oath stated that he was authorized to execute the instrument and acknowledged it as the Authorized Signatory of Holden of Southeenter, LLC, a Delaware limited liability company, to be the free and voluntary act or such party for the uses and purposes stated therein. Dated March —, 2024, Name: P , rint Nw. . . .................... NO -to of Arizona TARY PURL WICNLIa My appointment expires 02040e.5 Signature Page to MiFTE Assignment and Assumption Agreement Instrument Nunjbcr 20240322000443 Doeument:A Rec: 5306.50 Page -4 of 4 Record Date:3/22/2024 11:47 AM King County, WA MG AT TLJKIAtILA, LLC, a Delaware limited liability company By: Nator—; Doug VS"<pear Title: Authorized Signatory STATE OF COUNTYOF VQnL. I certify that I know or have satisfactory evidence that Douglas Spear is the person who appeared before me, and said person acknowledged that he signed this instrument, on oath stated that he was authorized to execute the instrument and acknowledged it as the Authorized Signatory of MG at Tukwila, LLC, a Delaware limited liability company, to be the free and voluntary act of such party for the uses and purposes stated therein. Dated Match J.,& 2024. =3 Name: JENNIFER A VAC -.'i Print Nan c 11 6T R� P NOTARYPUBLIC 89683 L STATE OF WASHINGTON S [N NOTARY UBLIC, State 0 Y I IC "t' C MM OMMISSlON EXPIRES oirit=ex�irest My appointment expires OCTO 'BER 19,,2027 Signature Page lu MFTE Assignment and Assumption Agreement