HomeMy WebLinkAbout2007 - Easement Agreement - CS&JH Leede / Village Partners Southcenter - 2007061900242020070619002420
WHEN RECORDED RETURN TO:
Michael S. Courtnage
Alston, Courtnage & Bassetti LLP
1000 Second Avenue, Suite 3900
Seattle, Washington 98104 -1045
Document Title: Easement Agreement
Grantor: CS&JH Leede, LLC
Grantee:
Legal Description:
Abbreviated Legal Description:
Village Partners Southcenter, LLC
Full Legal Description: See Exhibits 1 and 2 attached.
Assessor's Tax Parcel Nos.: 0- 1701.; B1170201; 0 -1692;
EASEMENT AGREEMENT
RECITALS
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MC:OURI\VILLAGE. PARTNFRS SOIITIICENTFR. LL :(il N ER AI.
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2007061.9002420
ALSTON EAS 45.00
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KING COUNTY, WA
EXCISE TAX NOT REQUIRED
King Co. Records
By --` Y
Zee
THIS AGREEMENT entered into as of this I L - day of /��[/t�� 2007,
between CS &JH LEEDE, LLC, a Washington limited liability company ( "Leede ") and
VILLAGE PARTNERS SOUTE[CENTER, LLC, a Washington limited liability company
( "VPS "):
A. Leede is the owner of a parcel of real property located in King County,
Washington, which are described more particularly on Exhibit 1 hereto (collectively the
"Leede Parcel ").
B. VPS is the owner of a parcel of real property located in King County,
Washington, which is adjacent to the Leede Parcel and is described more particularly on
Exhibit 2 hereto (the "VPS Parcel "). (The Leede Parcel and the VPS Parcel are designated
as the 400 Evans Block Drive and the Baker Boulevard Retail Center on the two page Site
EASEM AG R4
Plan attached hereto as Exhibit 3 (the "Site Plan ") and are referred to collectively as the
"Entire Property.")
C. The parties see a mutual benefit to shared parking and access and have agreed
to grant certain easements affecting portions of the Leede and VPS Parcels that they wish to
reflect in writing.
NOW, THEREFORE, the parties covenant and agree as follows:
] . Easements.
(a) Leede hereby grants to VPS and its successors and assigns in title or
interest to all or any portion of the VPS Parcel a non - exclusive easement for vehicular and
pedestrian ingress to and egress from the VPS Parcel over and upon the drive aisles on the
Leede Parcel, as those are presently depicted on the Site Plan or may hereafter be located
(the "Access Easement Area ") to the public street. This easement is for the benefit of the
VPS Parcel.
(b) Upon completion of construction of the improvements depicted on the
Site Plan, V PS hereby grants to Leede and its successors and assigns in title or interest to all
or any portion of the Leede Parcel a non - exclusive easement (i) for vehicular parking upon
the three (3) parking stalls to be constructed on the VPS Parcel, as depicted on the Site Plan
(the "Parking Stalls ") and (ii) for vehicular and pedestrian ingress to and egress from the
Leede Parcel over and upon the drive aisles on the VPS Parcel adjacent to the Parking Stalls,
as those drive aisles are presently designated on the Site Plan or may hereafter be located
(collectively the "Parking Easement Area ") to the Parking Stalls. This easement is for the
benefit of the Leede Parcel.
(c) Leede grants to VPS a non - exclusive easement (i) to enter the Leede
Parcel to enable VPS to install, at its expense, the Parking Stalls, new loading area, screened
trash /recycling enclosure (the "Enclosure ") and new landscaping improvements depicted on
the Site Plan and, in conjunction therewith, to also permit ITS to restripe the parking lot on
the Leede Parcel at VPS's expense in the manner depicted on the Site Plan and (ii) to use the
Enclosure and new loading area and (iii) to maintain the Enclosure and landscape area
described in paragraph 2 below.
(d) Each party grants to the other a non - exclusive easement for
maintenance and repair of the landscaping and improvements which directly straddle the
common boundary line between the Leede and VPS Parcels.
2. Maintenance. VPS shall maintain the Enclosure and the new landscape area
shown on the Site Plan that lies to the east of the Parking Stalls at its expense. Otherwise,
each party shall be responsible for maintaining the Easement Area on its Parcel in good
order, repair and condition at its sole cost and expense.
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MCOURT'\VILLAGE PARTNERS SOUTHCIiNTER. LI.ClGENERAI.
3. Indemnity; Insurance. The owner or owners of each of the Leede Parcel and
the VPS Parcel shall indemnify and defend the owner or owners of the other Parcel(s)
against, and hold the others harmless from and against, all claims, demands, liabilities, costs
and expenses (including reasonable attorneys' fees) suffered by or claimed against the other
owner(s) of the other Parcel(s) as the result of or caused by a claim asserted by any third
party for damage or injury suffered on the Easement Areas as a result of the negligence or
misconduct of the indemnifying owner. When a claim or demand results from negligence or
misconduct attributable to both owners, each owner will be responsible for the claim or
demand in proportion to its allocable share of such joint negligence or misconduct. Each
party shall maintain commercial general liability insurance on its Parcel with combined
minimum limits of not less than One Million Dollars ($1,000,000) per occurrence for
property damage and bodily injury.
4. Limitation. Nothing contained in this document shall limit the rights of any
owner of either party Parcels to construct, reconstruct, alter, remove or relocate buildings,
improvements, landscaping or other features on the non - Easement Areas of its Parcel.
5. Successors and Assigns. The term "successors and assigns in title or interest"
to the Leede and VPS Parcels includes, but is not limited to, mortgagees, beneficiaries of
deeds of trust, secured parties under security agreements, any purchaser upon the foreclosure
of any such security interest or transfer in lieu thereof and purchasers under real estate
contracts, together with tenants, employees, agents, contractors, licensees, guests and
business invitees of such persons.
6. Eminent Domain. In the event of any exercise of eminent domain or transfer
in lieu thereof of any part of the Easement Area, the award attributable to the land and
improvements of such portion of the Easement Area shall belong to and be payable only to
the owner in fee thereof and no claim thereon shall be made by the owners of the other
Parcel.
7. Litigation. In the event of breach or threatened breach of this Agreement, the
record owners of all or a portion of the Leede Parcel or of the VPS Parcel shall be entitled to
institute legal proceedings for relief from the consequences of said breach. The prevailing
party in any such action shall be awarded its costs and expenses, including reasonable
attorneys' fees, which shall be deemed to have accrued on the commencement of such action
and shall be awarded whether or not such action is prosecuted to judgment.
8. Default. If the owner of either Parcel shall default in the full, faithful and
punctual performance of any obligation required hereunder, and if at the end of thirty (30)
days after written notice from any owner of another Parcel or the party to whom its authority
has been delegated, stating with particularity the nature and extent of such default, the
defaulting owner has failed to cure such default, and if a diligent effort is not then being
made to cure such default, then any other owner of a Parcel or the party to whom its
authority has been delegated shall, in addition to all other remedies it may have at law or in
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MCOURT`•.VILLAGE PAR'T'NERS SOUfHC1-;NTF:R, LI.CAGENERAL
equity, have the right to perform such obligation of this Agreement on behalf of such
defaulting owner and recover the cost thereof together with interest at the rate of twelve
percent (12 %) per annum. Any such claim for reimbursement, together with interest as
aforesaid, shall be a secured right and a lien shall attach and take effect upon recordation of
a lien claim by the claimant with the King County Recorder's Office. The claim of lien shall
include the following: (1) the name of the claimant; (2) a statement concerning the basis of
the claim of the lien; (3) the last known name and address of the owner or reputed owner of
the Parcel against which the lien is claimed; (4) a description of the Parcel against which the
lien is claimed; (5) a description of the work performed or payment made which has given
rise to the claim of lien hereunder and a statement itemizing the amount thereof, and (6) a
statement that the lien is claimed pursuant to the provision of this Agreement. The notice
shall be duly verified, acknowledged and contain a certificate that a copy thereof has been
served upon or mailed to the party against whom the lien is claimed, either by personal
service or by mailing (first class, certified, return receipt requested) at the address for
mailing of tax statements with respect to the property against which the lien is claimed. A
party which files a lien shall be obligated to release the lien if the owner of the parcel posts a
bond or deposits cash equal to one hundred fifty percent (150 %) of the liened amount as
security for the payment thereof The lien so claimed shall attach from the date of
recordation solely in the amount claimed thereby and it may be enforced in any manner
allowed by law for the foreclosure of liens. Notwithstanding the foregoing, such liens shall
be subordinate to any mortgage or deed of trust given in good faith and for value now or
hereafter encumbering the Parcel subjected to the lien which is recorded prior to the date of
such lien, and any purchaser at any foreclosure or trustee's sale (as well as any grantee by
deed in lieu of foreclosure or trustee's sale) under any first mortgage or deed of trust shall
take free and clear from any such then existing lien, but otherwise be subject to the
provisions of this Agreement. The failure of the owner or owners of a Parcel to insist in any
one or more cases upon the strict performance of any of the promises, covenants, conditions,
restrictions or agreements herein, shall not be construed as a waiver or relinquishment for
the future breach of the provisions hereof.
9. Rights and Obligations of Lender. The charges and burdens of this
Agreement are, and shall at all times be, prior and therefore superior to the lien or charge of
any mortgage or deed of trust hereafter made in good faith and for value affecting the Leede
or VPS Parcels or any part thereof, or any improvements now or hereafter placed thereon,
but are subordinate to the security interests of record on the date hereof A breach of any of
the easements, covenants, or restrictions hereof shall not defeat or render invalid the lien or
charge of any mortgage or deed of trust. The superiority of this Agreement shall be limited
to the extent that title to any property acquired through sale under foreclosure of any
mortgage or deed o affected by power of sale, judicial proceedings, or otherwise, shall
be subject to all the charges and burdens affecting the Leede and VPS Parcels by virtue of
this Agreement, as noted in paragraph 8 hereof
10. Release From Liability. Any person acquiring fee title to the Leede or VPS
Parcels or any portion thereof shall be bound by this Agreement only as to the Parcel or
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MCOURT\VILC..AGE PARTNERS SOIITUCENTER. 1.LC''GENERAL
portion of the Parcel acquired by such person. Such person shall be bound by this
Agreement only during the period such person is the fee owner of such Parcel or portion of
the Parcel, except as to obligations, liabilities or responsibilities that accrue during said
period. Although persons may be released under this paragraph, the easements, covenants
and restrictions of this Agreement shall continue to be easements, covenants and restrictions
upon the Parcels, running with the land, and shall inure to the benefit of, and be binding
upon their successors and assigns in title or interest.
11. Not a Public Dedication. Nothing herein contained shall be deemed to be a
gift or dedication of any portion of the Parcels to the general public or for the general public
or for any public purposes whatsoever, it being the intention of the parties hereto that this
Agreement shall be strictly limited to and for the purposes herein expressed. The right of
the public or any person to make any use whatsoever of the Easement Areas of the Parcels
herein affected, or any portion thereof (other than any use expressly allowed by a written or
recorded map, agreement, deed or dedication) is by permission, and subject to the control of
the owner. Notwithstanding any other provisions herein to the contrary, the owners of the
Parcels may periodically restrict ingress and egress from the Easement Areas in order to
prevent a prescriptive easement from arising by reason of continued public use. Any
restriction on ingress and egress shall be limited to the period reasonably necessary to
prevent the creation of a prescriptive easement and, to the extent reasonably practical, shall
occur at such time as to have a minimum effect on the parties hereto.
12. Rules and Regulations. The owners of each Parcel shall have the right to
establish reasonable rules and regulations related to the use of its Parcel under terms of this
Agreement.
13. Early Termination. If an owner of a Parcel defaults in its obligations hereunder
or violates any rules or regulations established by the other Parcel owner and fails to cure such
default or breach within thirty (30) days after written notice thereof; or if the owner of a Parcel
materially and permanently changes the nature or intensity of the use of its Parcel or the
Easement Area, the owner of the other Parcel shall have the right to terminate this Agreement
upon thirty (30) days prior written notice to the other party. Further, if there is a sale of a
Parcel or if there is a disagreement among the parties as to the paragraph 12 rules and
regulations or other matters related to this Agreement or its impact on a Parcel that cannot be
resolved within one hundred eighty (180) days, then either owner may terminate this
Agreement upon thirty (30) days prior written notice to the other party.
14. Notices. All notices provided for herein may be delivered in person, sent by
Federal Express or other overnight courier service or mailed in the United States mail postage
prepaid and, if mailed, shall be considered delivered three (3) days after deposit in such mail.
The addresses to be used in connection with such correspondence and notices are the following,
or such other address as a party shall from time to time direct:
3901 %001 :05/15/07 -5- EASrMENT AGR4
MCAIJRTNII,i.AGE PARTNERS SOUTIiCI'!NTER. Id,CCENi;RAL
Leede:
VP S:
15. Miscellaneous.
9539 NE l 5t Street
Bellevue, Washington 98004
Attn: Charles Doland
1420 Fifth Avenue, Suite 2200
Seattle, WA 98101
Attn: Mark McDonald
(a) Headings. The headings in this Agreement are for convenience only
and do not in any way limit or affect the terms and provisions hereof
(b) Unenforceability. If any provision of this Agreement is held to be
invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability
shall not affect the remainder of such provision or any other provisions hereof
(c) Gender. Wherever appropriate in this Agreement, the singular shall be
deemed to refer to the plural and the plural to the singular, and pronouns of certain genders
shall be deemed to include either or both of the other genders.
(d) Governing Law. This Agreement shall be construed and enforced in
accordance with the laws ofthe State of Washington.
(e) Counterparts. This Agreement may be executed in counterparts, each of
which shall be deemed an original, but which when taken together shall constitute one and the
same instrument.
(f) Amendment. This Agreement may be modified, amended or canceled
only by further written agreement of all record owners ofthe Leede and VPS Parcels.
16. Entire Agreement. This Agreement constitutes the entire agreement among the
parties with respect to the subject matter hereof and supersedes all prior agreements, oral or
written, express or implied, and all negotiations or discussions of the parties, whether oral or
written, and there are no warranties, representations or agreements among the parties in
connection with the subject matter hereof except as set forth herein.
390P001:05/15/07 G- EASEMENT AGR4
MCOURTIVILLAGE PARTNERS SOUTNCENTER. LLC"+GEN ERAI.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and
year first above written.
LEEDE
CS &JH LEEDE, LLC, a Washington limited
liability comp.
VPS
l
B y
Its ft-Lk A;1a &L tz- M- 6/
VILLAGE PARTNERS SOUTHCENTER,
LLC, a Washington limited liability company
Mark McDonald, Manager Mern f
3901 MODI:05 /15107 -7- EASEMENT AGR4
MCOI:RT`.VILLAGE PARTNERS SOUTHCENTER. I,I.C•C,EN ERA[.
STATE OF WASHINGTON )
COUNTY OF KING )
On this 7 day of Nt / , 2007, before me, the undersigned, a Notary
Publi in and for the State of Washington, duly commissioned and sworn personally appeared
e i f1&c-k- Or L MJO , known to me to be the I.A C ?tilt of CS &JH LEEDE, LLC, the
limited liability company that executed the foregoing instrument and acknowledged the said
instrument to be the free and voluntary act and deed of said limited liability company, for the
purposes therein mentioned, and on oath stated that he was authorized to execute said
instrument.
ss.
I certify that I know or have satisfactory evidence that the person appearing before me
and making this acknowledgment is the person whose true signature appears on this document.
WITNESS my hand and official seal hereto affixed the day and year in the certificate
above written.
COLLO
sTAT'OF VAISHIDIGTOtt
NOTARY — • -- PUSLC
Si ialu •
J �t�•c \a,i
4 - • — -
r`.
Prim K.i c
NOTARY PUBLIC in and for the State of
Washington, residing at 3.•: -- ` k._E...
My commission expires vl . ,z
3901'001:05/I5;i37 -R- EASEMENT AGR4
MCOCRTSVILL.AGF PARTNERS SOUTEICE,NTI-R. LLCIGENERAI.
STATE OF WASHINGTON )
) ss.
COUNTY OF KING )
•
On this \ I' day of S\r\l:;. , 2007, before me, the undersigned, a Notary
Public in and for the State of Washington, duly commissioned and sworn personally appeared
MARK McDONALD, known to me to be the Manager of VILLAGE PARTNERS
SOUTHCENTER, LLC, the limited liability company that executed the foregoing instrument
and acknowledged the said instrument to be the free and voluntary act and deed of said limited
liability company, for the purposes therein mentioned, and on oath stated that he was
authorized to execute said instrument.
I certify that I know or have satisfactory evidence that the person appearing before me
and making this acknowledgment is the person whose true signature appears on this document.
WITNESS my hand and official seal hereto affixed the day and year in the certificate
above written.
c .
[ tiv 66rirtgicPf *et/X.1C
3901\OD!:O5/15117
MCOURT`,WILL.AC;F, PARTNERS SOUTH(:ENTER. EN FR AL:
,S ignitor
x \
Print Nmmc
NOTARY PUBLIC in and for the State of
Washington, residing at
My commission expires
IJISEMENT AGR4
Dated: :2 3i-
STATE OF WASHINGTON )
) ss.
COUNTY OFG. M ' N5 )
I
CONSENT
The undersigned, being a secured lender with respect to the VPS Parcel, hereby
consents to the foregoing Easement Agreement and agrees that it will have priority over the
lien of the undersigned's Deed of Trust.
, 2007
FRONTIER BANK ,:-
B
Its !/; r r` /,, 47
On this , .3 - -t day of t+ , 2007, before me, the undersigned, a Notary
Public in and for the State of Washington, duly commissioned and sworn personally a eared
) 1 m C_CU I , known to me to be the,5416r Vte '
of FRONTIER BANK, thecj_.cc o,N that executed the foregoing instrument, and
aclatowledged the said instrument to be the free and voluntary act and deed of said
C:kiGiti,'tt\9`l , for the purposes therein mentioned, and on oath stated that he/she was
authorized to execute said instrument.
I certify that I know or have satisfactory evidence that the person appearing before me
and making this acknowledgment is the person whose true signature appears on this document.
WITNESS my hand and official seal hereto affixed the day and year in the certificate
above written.
M.
Ls. � �;. y ' {'� Signature
NC A.. Fr'.' l y�
PU Llf -b M. Aiv
Print Name
NOTARY PUBLIC in and for the State of
Washington, residing at
My commission expires
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M COURT\Vi LLAGE PARTNIiRS SO UT FI(' ENT ER, LLC•QIiNERAL
EXHIBIT I
THAT PORTION OF TRACT 3 OF THE PLAT OF ANDOVER INDUSTRIAL PARK NO. 2,
ACCORDING TO THE PLAT RECORDED IN VOLUME 71 OF PLATS, PAGE 68 AND 69, IN KING
COUNTY , WASHINGTON, DESCRIBED AS FOLLOWS:
BEGINNING AT THE NORTHEAST CORNER OF SAID TRACT 3; THENCE SOUTH 01 ° 05'06" WEST
ALONG THE EASTERLY LIMITS OF SAID TRACT 3 A DISTANCE OF 30.00 FEET; THENCE NORTH
88 ° 25'27" WEST A DISTANCE OF 175.00 FEET TH THE NORTHWEST CORNER OF THAT CERTAIN
TRACT OF LAND AS COVEYED TO FRANK C. BUTY ET AL., BY DEED RECORDED UNDER
AUDITOR'S FILE NO. 7109070112, AND THE TRUE POINT OF BEGINNING; THENCE SOUTH 01
° 05'06" WEST A DISTANCE OF 200.00 FEET TO THE NORTHEAST CORNER OF THAT CERTAIN
TRACT OF LAD AS CONVEYED TO HUGH S. FERGUSON AND HIS WIFE JANE A. FERGUSON
BY DEED RECORDED UNDER AUDITOR'S FILE No. 6145317; THENCE NORTH 88 ° 25'27" WEST A
DISTANCE OF 201.01 FEET TO TILE SOUTHEAST CORNER OF THAT CERTAIN TRACT OF LAND
AS CONVEYED TO H. JAY GOULD AND HIS WIFE LEOTO GOULD, BY DEED RECORDED UNDER
AUDITOR'S FILE NO. 6050292; THENCE NORTH 0105'06" EAST A DISTANCE OF 200.00 FEET;
THENCE SOUTH 88 ° 25'27' EAST A DISTANCE OF 201.01 FEET TO THE TRUE POINT OF
BEGLN'NLNG.
?AGE 9
EXHIBIT 2
LEGAL DESCRIPTION EXHIBIT
(Paragraph 4 of Schedule continuation)
THAT PORTION OF TRACT 3, ANDOVER INDUSTRIAL PARK NO. 2, ACCORDING TO THE PLAT
THEREOF, RECORDED IN VOLUME 71 OF PLATS, PAGES 68 AND 69, IN KING COUNTY,
WASHINGTON, DESCRIBED AS FOLLOWS:
BEGINNING AT THE SOUTHWEST CORNER OF SAID TRACT 3;
THENCE SOUTH 9B °25'27" EAST ALONG THE SOUTHERLY LIMITS OF SAID TRACT 3, A
DISTANCE OF 250.00 FEET TO THE TRUE POINT OF BEGINNING, SAID POINT BEING THE
SOUTHEAST CORNER OF THE DAVIDSON PRODUCTS COMPANY SITE, AS DESCRIBED IN THAT
INSTRUMENT RECORDED UNDER RECORDING NUMBER 5775047;
THENCE NORTH 01 °05'06" EAST A DISTANCE OF 214.00 FEET TO THE SOUTHERLY
BOUNDARY OF THE KIRSCH COMPANY SITE, AS RECORDED UNDER RECORDING NUMBER
6110635;
THENCE SOUTH 86 °25'27" EAST A DISTANCE OF 152.01 FEET TO THE SOUTHEAST CORNER
OF SAID KIRSCH COMPANY SITE;
THENCE SOUTH 01 °05'06" WEST A DISTANCE OF 214.00 FEET TO THE SOUTHERLY LIMITS
OF SAID TRACT 3;
THENCE NORTH 8B °25'27" WEST A DISTANCE OF 152.01 FEET TO THE TRUE POINT OF
BEGINNING. .
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EXHIBIT 3
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