HomeMy WebLinkAboutFirst Amendment to Parking Easement Agreement - Mel's LotAFTER RECORDING RETURN TO:
Auburn Professional Plaza LLC
c/o Michael John Klein, CPA
30300 Agoura Road, Suite 270
Agoura Hills, CA 91301
FIRST AMENDMENT TO PARKING EASEMENT AGREEMENT
Grantor: CITY OF AUBURN; and
LEXI, LLC, a Washington limited liability company
Grantee: AUBURN PROFESSIONAL PLAZA LLC,
a Washington limited liability company; and
ONE MAIN STREET PROFESSIONAL PLAZA OWNERS
ASSOCIATION, a Washington nonprofit corporation
Legal Description:
Tax Parcel Nos.:
Related. Documents:
Parcel A of City of Auburn Declaration of Lot Combination
BLA19-0005, recorded May 9, 2019 under King County recording
number 20190509000812, also known as Block 7, Map of L.W.
Ballard's Park Addition to Slaughter, according to the Plat Thereof
recorded in Volume 3 of Plats, Page 91, records of King County,
Washington; together with the vacated West 10 feet of Silver
Street (now "A" Street NW) adjoining, except that portion
conveyed to the City of Auburn by Deed recorded November 18,
2009 under King County recording number.20091118001497
0492000460,0492000461 and 0492000463
20091118001355,20100512000511,20100512000510
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FIRST AMENDMENT TO
PARKING EASEMENT AGREEMENT
This FIRST AMENDMENT TO PARKING EASEMENT AGREEMENT ("First
Amendment") is entered into as of January %4_, 2020, by and between THE CITY OF
AUBURN, a code city of the state of Washington ("City"), LEXI, LLC, a Washington limited
liability company ("Lexi"), ONE MAIN STREET PROFESSIONAL PLAZA OWNERS
ASSOCIATION, a Washington nonprofit corporation ("One Main"), and AUBURN
PROFESSIONAL PLAZA LLC, a Washington limited liability company ("APP"), with
reference to the following facts:
RECITALS
A. A Parking Easement Agreement was entered into as of November 17, 2009 by and
between Auburn Professional Plaza LLC, as Grantor, and Auburn Professional Plaza LLC, as
Grantee, and recorded under King County recording number 20091118001355 ("PEA").
B. The PEA granted to APP an easement and right to use one hundred twenty (120)
automobile parking spaces on the "Grantor Property," commonly referred to as the "Mel's
Property." The Mel's Property is legally described as Block 7, Map of L.W. Ballard's Park
Addition to Slaughter, According to the Plat Thereof recorded in Volume 3 of Plats, Page 91,
records of King County, Washington; together with the vacated West 10 feet of Silver Street
(now "A" Street NW) adjoining, and is listed as King County Tax Assessor's Parcel Nos.
0492000460,0492000461 and 0492000463.
C. The "Grantee Property" described in the PEA, together with the appurtenant easement
rights granted to that real property in the PEA, was submitted by APP on May 12, 2010 to
condominium status in a Condominium Declaration for One Main Street Professional Plaza, a
Condominium, recorded under King County recording number 20100512000511 (the "One Main
Declaration"), together with a Survey Map and Plans recorded in the official records of King
County, Washington under recording number 201.00512000510. Article 8 of the One Main
Declaration assigned the 120 parking spaces that were the subject of the PEA as Limited
Common Elements to specific Units in the One Main Street Professional Plaza Condominium in
Schedule B to the One Main Declaration, as amended.
D. On May 1.4, 2010, the City acquired fee simple title to the Mel's Property from APP in a
Statutory Warranty Deed recorded under King County recording number 20100514000042.
Also, on May 14, 2010, a Development Rights Agreement was entered into by and between the
City, as Grantor, and APP, as Grantee, and recorded in the official records of King County,
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Washington under recording number 201.00514000044 ("Original DRA"), The Original DRA
granted to APP the right to reacquire and develop the Mel's Property "in any manner that
Grantee shall determine in its sole judgment," subject to the provisions of the Original DRA and
applicable law.
E. On August 28, 2013, in conjunction with the sale by the City to APP of what was then -
designated as Unit 380 described in the One Main Declaration, seven (7) of the one hundred
twenty (120) Limited Common Element parking spaces that were the subject of the PEA and
were assigned to City owned Units in the One Main Street Professional Plaza Condominium
were reassigned to APP -owned Unit 162 in the One Main Street Professional Plaza
Condominium. (See Warranty Deed recorded under King County recording number
20130828001054, and Amendment No. 1 to Condominium Declaration for One Main Street
Professional Plaza a Condominium, recorded under King County recording number
20130828001056.) These seven (7) parking spaces are referred to as the "APP Parking Spaces,"
the remaining one hundred thirteen (113) parking spaces assigned to City owned Units in the
One Main Street Professional Plaza Condominium are referred to as the "City Parking Spaces,"
and together the City Parking Spaces and the APP Parking Spaces are referred to as the "Condo
Parking Spaces."
F. On January 30, 2019, APP notified the City of its election to exercise its rights under the
Original DRA.
G. On January 31, 2019, APP assigned all of its right, title, powers and interest as Grantee
under the Original DRA to Lexi, LLC, a Washington limited liability company ("Lexi"), as
reflected in the Assignment of Grantee's Interest in Development Rights Agreement recorded
under King County recording number 20190131000785. On February 1, 2019, a Memorandum
of Exercise of Grantee's Rights Pursuant to Development Rights Agreement was recorded under
King County recording number 201902013000726. Notwithstanding this assignment, APP
retained ownership rights in the APP Parking Spaces on the Mel's Property.
H. On January , 2020, Lexi and the City entered into an Amended and Restated
Development Rights Agreement, which supersedes and replaces the Original DRA in its entirety.
NOW, THEREFORE, in consideration of the covenants and promises contained in this
Agreement and the Amended. and Restated Development Rights Agreement Lexi, APP, and the
City amend the PEA as follows:
1. Section 3.1 is amended by adding the following sentences at the end of the section:
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No Party shall have the right to use the Parking Spaces allocated to it in any manner that
would materially impact the other Parties' use of the Grantor Property under this
Easement.
2. Section 3.2 is deleted in its entirety.
3. The following new subsections are added to Article 3:
3.6 Restricted Access System. Grantor or Grantee may implement an access card,
sticker or other identification or entrance system; provided (i) the access system does not
restrict continuous access to the Parking Lot by the Grantee Parties designated by
Grantee and (ii) if applicable, Grantor promptly provides Grantee with sufficient parking
identification, key -cards, or other access devices (including temporary passes and
replacements for lost or stolen identification, cards or devices) necessary for continuous
access. Grantor or Grantee may impose a reasonable charge for providing identification,
cards, or devices, provided that charge does not exceed the actual out-of-pocket
administrative and replacement cost incurred in obtaining, operating, managing and
otherwise producing such identification, cards or devices.
3.7 Other Easements. Grantor shall have the right to grant other persons easement
rights on or across the Grantor Property only if those easement rights do not interfere
with the easements and rights granted to Grantees under this Agreement or the rights
granted to Lexi under that certain Amended and Restated Development Rights
Agreement between the City of Auburn and Auburn Professional Plaza, LLC, as Grantor,
and Lexi, LLC, as Grantee.
4. Article 4 is deleted in its entirety.
5. Section 6.7 is deleted in its entirety.
6. Section 7.1 is amended to delete the following words from the first sentence thereof. "or
Grantor provides Substitute Property in which the Parking Spaces are in a garage".
7. Section 8.3 is deleted in its entirety and replaced with the following new Section 8.3:
8.3 Condemnation Award. Grantee and/or Unit Owners in One Main Street Professional
Plaza, a Condominium, the Declaration of which was recorded under King County
recording number 20100512000511, as their interests may appear, are entitled to receive
and keep all damages, awards or payments resulting from any loss or damage to
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Grantee's and/or Unit Owners' rights under this Agreement, as provided in this
Agreement and the Amended and Restated DRA. Grantee (and/or Unit Owners) may file
a separate claim with the condemning authority for any loss of or damage to Grantee's
(or Unit Owners') rights under this Agreement and the Amended and Restated DRA. If
the condemning authority does not enter separate awards for the taking of the Grantor
Property on the one hand and the taking of the Parking Easement on the other hand, or
does not allocate the award between the Grantor Property on the one hand and the
Parking Easement on the other hand, Grantee and/or Unit Owners may request the court
make an allocation of the award as provided in the Amended and Restated DRA.
8. Section 10.4 is deleted in its entirety and replaced with the following new Section 10.4:
10.4 Notices. All notices and other communications given pursuant to this Agreement
shall be in writing and shall be deemed properly served if delivered in person to the party
to whom it is addressed or two (2) business days after deposit in the U.S. mail, postage
prepaid, certified or registered mail, return receipt requested at the following addresses:
APP: Auburn Professional Plaza, LLC
P.O. Box 1294
Auburn, Washington 98071-1294
Attn: President
With concurrent copies to:
And to:
City of Auburn:
Auburn Professional Plaza, LLC c/o Michael J Klein. CPA
30300 Agoura Road, Suite 270
Agoura Hills, California 91301
Auburn Professional Plaza, LLC
c/o Anthony L. Rafel, Esq.
Rafel Law Group PLLC
4126 E. Madison St. Ste. 202
Seattle, Washington 98112
City of Auburn
25 West Main Street
Auburn, Washington 98001-4998
Attention: Mayor
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Lexi:
With concurrent copies to:
And to:
City of Auburn
25 West Main Street
Auburn, Washington 98001-4998
Attention: Director of Administration
City of Auburn
25 West Main Street
Auburn, Washington 98001-4998
Attention: City Attorney
Lexi, LLC
P.O. Box 1294
Auburn, Washington 98071-1294
Attn: President
With concurrent copies to:
And to:
One Main:
Lexi, LLC c/o Michael John Klein. CPA
30300 Agoura Road, Suite 270
Agoura Hills, California 91301
Lexi, LLC c/o Anthony L. Rafel, Esq.
Rafel Law Group PLLC
4126 E. Madison St. Ste. 202
Seattle, Washington 98112
One Main Street Professional Plaza Owners Association
P.O. Box 1294
Auburn, Washington 98071-1294
Attn: President
With concurrent copies to:
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And to:
And to:
One Main Street Professional Plaza Owners Association
c/o Michael John Klein. CPA
30300 Agoura Road, Suite 270
Agoura Hills, California 91301
Anthony L. Rafel, Esq.
Rafel Law Group PLLC
4126 E. Madison St. Ste. 202
Seattle, Washington 98112
City of Auburn
25 West Main Street
Auburn, Washington 98001-4998
Attention: City Attorney
or to such other or additional addresses as any party may from time to time designate by
providing written notice to all other parties.
9. Section 10.5 is deleted in its entirety and replaced with the following new Section 10.5:
10.5 Construction. This Agreement was negotiated, drafted, and approved by the
Parties. Any rule that would otherwise require an ambiguity in this Agreement to be
construed against the drafting party is waived.
10. Except as expressly modified in this Amendment, the PEA shall remain in full force and
effect.
[This page ends here.]
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IN WITNESS WHEREOF, the parties have duly executed this First Amendment as of
the day and year first written above.
AUBURN PROFESSIONAL PLAZA LLC
a Washington limited liability company
By: Oliphant Real Estates Services, Inc.
a Washington corporation
its manager and managing member
By:
Olipl ant, President
A notary public or other officer completing this certificate verifies only the identity of the
individual who signed the document to which this certificate is attached, and not the
truthfulness, accuracy, or validity of that document.
STATE OF LO' , gsk 40,/
COUNTY OF tai ntq
_ On =1 ani u 2020, before me,
I "OL. 1, Notary Public, personally appeared Jeffrey L.
Oliphant, satisfactorily pro en to me to be the person whose name is subscribed to the within
instrument and acknowledged that he executed the same in his authorized capacity, and that by
his signature on the instrument the person(s), or the entity upon behalf of which he acted,
executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of
i,� a 5% •vq—{� Nl that the foregoing paragraph is true and correct.
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NATURE OF NOTA C�
THE CITY OF AUBURN, WASHINGTON
a municipal corporation
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W"IMayor
A notary public or other officer completing this certificate verifies only the identity of the
individual who signed the document to which this certificate is attached, and not the
truthfulness, accuracy, or validity of that document.
STATE OF �,&-)7A
COUNTY OF
On 24 , 2020, before me,
-zirr'+ , Notary Public, personally appeared Nancy
Backus, satisfactorily proven to me to be the persons whose name is subscribed to the within
instrument and acknowledged that she executed the same in her authorized capacity, and that by
her signature on the instrument the person(s), or the entity upon behalf of which she acted,
executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of
L&T that the foregoing paragraph is true and correct.
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SIGNATURE OF NOTARY
LEXI, LLC
a Washington limited liability company
By: Oliphant Real Estates Services, Inc.
a Washington corporation
its manager and managing member
By:
/- fr L. Kant, President
A notary public or other officer completing this certificate verifies only the identity of
the individual who signed the document to which this certificate is attached, and not the
truthfulness, accuracy, or validity of that document.
STATE OF LOA-�ine,46M
COUNTY OF
On "u0 -Ry 622 , 2020, before me,
- — —T-jr_Z� �- q�t� l.EV Notary Public, personally appeared Jeffrey L.
Oliphant, satisfactorily proven to me to be the person whose name is subscribed to the within
instrument and acknowledged that he executed the same in his authorized capacity, and that by
his signature on the instrument the person(s), or the entity upon behalf of which he acted,
executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of
W inq�oM that the foregoing paragraph is true and correct.
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NATURE OF NOTA
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ONE MAIN STREET PROFESSIONAL PLAZA
OWNERS ASSOCIATION
a Washington corporation
By:
lt. Olip • nt, President
A notary public or other officer completing this certificate verifies only the identity of
the individual who signed the document to which this certificate is attached, and not the
truthfulness, accuracy, or validity of that document.
STATE OF
COUNTY OF l nl
On —� AN tAAA X02 2020, before me,
�I AL2, �• if�►� tm G- (E� Notary Public, personally appeared Jeffrey L.
Oliphant, satisfactorily proven to me to be the person whose name is subscribed to the within
instrument and acknowledged that he executed the same in his authorized capacity, and that by
his signature on the instrument the person(s), or the entity upon behalf of which he acted,
executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of
Lol nt q jp xthat the foregoing paragraph is true and correct.
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