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Home My WebLink About5482 RESOLUTION NO. 5482 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF AUBURN, WASHINGTON, RELATING TO THE AUBURN CONSOLIDATED RESOURCE CENTER WHEREAS, on September 3, 2019, the Auburn City Council adopted Resolution 5453 that approved the concept of the city establishing an "Auburn Consolidated Resource Center," where a variety of community services providers could co-locate in order to improve coordination among the services and increase public access to them; and WHEREAS, Resolution 5453 authorized the mayor to negotiate and execute an agreement with Benson and Kaye Liu, Co-Managers of Feenix Parkside LLC, to lease a portion of 2802-2826 Auburn Way North to house the Consolidated Resource Center; and WHEREAS, Resolution 5453 required that the lease agreement be in substantial conformity with Exhibit A to that resolution, a letter of intent negotiated by the City and the Lius; and WHEREAS, the letter of intent includes a right of first refusal clause that would allow the city one opportunity to match any offer made to purchase the Liu's property during the City's lease term; and WHEREAS, the Liu's now desire that the lease agreement contain a "right of first offer" clause rather than the right of first refusal clause; WHEREAS, the parties have negotiated a right of first offer clause that is in the mutual interest of the parties. Resolution No. 5482 December 9, 2019 Page 1 of 3 Rev.2019 NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF AUBURN, WASHINGTON, RESOLVES as follows: Section 1. The Mayor is authorized to negotiate and execute a lease agreement between the City of Auburn and Benson W. and Kaye M. Liu containing a right of first offer clause in substantial conformity with Exhibit A of this resolution, instead of the right of first refusal clause contained in Exhibit A, Letter of Intent, to Resolution 5453. Section 2. Except as provided in Section 1, this resolution does not supersede Resolution 5453, which remains in full force and effect. Section 3. The Mayor is authorized to implement those administrative procedures necessary to carry out the directives of this legislation. Section 4. This Resolution will take effect and be in full force on passage and signatures. Dated and Signed: December 16, 2019 CITY OF AUBURN te =i ► ANCY .isa' US, MAYOR ATTEST: APP\W I AS TO FORM: 1 Shawn Campbell, MMC, City Clerk S even L. Gross, City Attorney Resolution No. 5482 December 9, 2019 Page 2 of 3 Rev.2019 EXHIBIT A RIGHT OF FIRST OFFER Whenever the owners wish to sell the property, the owners will give notice of their intent to the city. If the City elects to exercise its Right of First Offer the city and owner will jointly agree on a MAI designated appraiser to prepare a self-contained appraisal report to determine the value of the property. The parties will share the cost of the appraisal. Upon delivery of the appraisal, the city will have 10 days to accept or reject the appraisal. If the city accepts the appraisal the appraised value shall be the offer price for the property. If the city rejects the appraisal the city will have 45 days to obtain another self-contained appraisal at the city's sole cost and expense. If the second appraisal value is within 10% of the first appraisal then the parties agree to average the value of the two appraisals to establish the offer price of the property. If the second appraisal differs in value by more than 10% of the first appraisal, then both parties shall jointly agree to and share the cost of a third appraisal. The average value of the three appraisals shall set the offer price of the property. Once the proposed offer price has been established, the city shall have 60 days to accept or decline (which shall include Council action), its Right of First Offer option. The owners may not modify the offer price. Declining the city's Right of First Offer does not preclude or restrict the city from making other offers to purchase the property at a later date. Resolution No. 5482 December 9, 2019 Page 3 of 3 Rev.2019 City of Auburn AUBURN SHOPS LETTER OF INTENT Shelter,Night Shelter,Workforce Training,Community Court,Police Substation. The City will maintain a Police Substation facility on the premises as part of its tenancy,but are under no staffing obligations for the Substation. A constant police presence is not required,however,the space and parking area will have supervision during the lease term and operation of the facilities. SUBLEASE: The tenant will have the right to sublease some or all of the tenant's premises to other service providers as tenant deems necessary with written approval of the landlord.Landlord will have Ten(10)business days from the request by the Tenant to sublease all or a portion of the premises to approve or disapprove of the Subtenant. If no response of approval or disapproval is received by 5:00PM on the tenth day then Landlord is deemed to have approved the Subtenant. FIRST RIGHT OF If at any point during the tenancy by the City of Auburn,the Landlord REFUSAL receives an offer to purchase the Auburn Shops Center,the City shall have a Thirty(30)day.First Right of Refusal to match the first solicited or unsolicited offer for the sale of the property.This will be a ONE TIME RIGHT and will apply tothe first bona fide offer received only. Should the City elect notto exercise their First Right of Refusal,their right shall terminate and the Landlord may sell the building to any third party they chose with no further obligation to the Tenant/City of Auburn CITY COUNCIL: This lease and any of its terms are subject to the approval and/or ratification of the Auburn City Council,no later than the September 16, 2019 scheduled Council Meeting. This Letter of Intent is not binding upon either party,rather a summary of terms City of Auburn staff can present to City Council for approval.If you are in agreement with the aboveterms,please execute this letter and return an executed copy to me so the City may proceed with the Council process. Respectfully, Mr. Benson and Mrs. Kaye Liu [SIGNATURES-ON'THE FOLLOWING PAGE] Page 3 of 4 Law Offices • Established 1904 • A Professional Service Corporation George S.Treperinas Attorney at Law KA R R 701 Fifth Avenue,Suite 3300 TUTTLE Seattle,Washington 98104 Direct:(206)224 8053 Main:(206)223 1313 Fax:(206)682 7100 gtreperinas@karrtuttle.com February 14, 2020 VIA CERTIFIED MAIL; RETURN RECEIPT REQUESTED TO: City of Auburn Attn: Josh Arndt 25 W Main Auburn, WA 98001 FROM: Carol for George S. Treperinas RE: Auburn Shops Lease with City of Auburn ENCLOSED PLEASE FIND THE FOLLOWING: • Original signature pages of the Lease signed by Feenix Parkside LLC. THE ABOVE IS BEING FURNISHED TO YOU FOR THE PURPOSE INDICATED BELOW: Filing and return of endorsed copies to the undersigned in the enclosed self-addressed, stamped envelope. Please sign where indicated and return to me. X For your information and records. Please review and call me to discuss. As requested by client. Other: /cmc Enclosure 41300631 v 1 /43815-001 impair Landlord's right to indemnification under this Section 11.1, and, accordingly, hereby waives all such industrial insurance immunity rights. The foregoing waiver of industrial insurance immunity rights was specifically negotiated by Landlord and Tenant and is solely for the benefit of the Landlord and Tenant, and their successors and assigns, under the Lease, and is not intended as a waiver of Tenant's rights of immunity under such industrial insurance for any other purposes. if and only to the extent RCW 4.24.115 is deemed to apply to all or any part of this Lease then the indemnities set forth in this Lease shall be limited such that: (i)Tenant is not indemnifying Landlord for damages arising out of bodily injury to persons or damage to property caused by, or resulting from,the sole negligence of Landlord or its agents or employees; and (ii)any indemnity against liability for damages arising out of bodily injury to persons or damage to property caused by or resulting from, the concurrent negligence of(A) Landlord or its agents or employees,and (B)Tenant or its agents or employees, is valid and enforceable only to the extent permitted under RCW 4.24.115. The parties hereby acknowledge that the foregoing waiver was mutually negotiated by the parties. The provisions of this Section 11.1 shall survive the expiration or sooner termination of this Lease with respect to any claims or liability arising in connection with any event occurring prior to such expiration or termination. ,11.) Landlord's Initials Tenant's Initials 11.2 Indemnification of Other 'Tenants. Tenant shall indemnify and save harmless all other tenants of the Building from any loss or damage caused to the Building owing to the leakage or escape of water, gas or other substances from any pipes, machinery or equipment installed by Tenant within the Building. 11.3 Limitation of Liability. Except in the event of negligence or willful misconduct of Landlord, Landlord shall not be liable for injury or damage which may be sustained by the person, goods, wares, merchandise or property of Tenant,its employees, invitees or customers,or any other person in or about the Premises caused by, or resulting from, fire, steam, electricity, gas or water, which may leak or tlow from or into any part of the Premises, or from breakage, leakage, obstruction or other defects of the pipes, sprinklers, wires, appliances, plumbing, air conditioning or lighting fixtures of the same, whether the said damage or injury results from conditions arising upon the Premises or upon other portions of the Building of which the Premises are a part, or from other sources. Landlord shall not be liable for any damages arising from any act or neglect of any other tenant of the Building. In no event shall Landlord be liable for consequential damages. 12. DAMAGE,DESTRUCTION AND BUSINESS INTERRUPTION. 12.1 Repair of Damage to Premises by Landlord. Tenant shall promptly notify Landlord of any damage to the Premises resulting from fire or any other casualty. If the Premises or any Common Areas of the Building serving or providing access to the Premises shall be damaged by fire or other casualty, Landlord shall promptly and diligently, subject to reasonable delays for insurance adjustment or other matters beyond Landlord's reasonable control,and subject to all other tet ins of this Article 12,restore the structural components of the Premises and such Common Areas. Such restoration shall be to substantially the same condition of the structural components of the Premises and Common Areas prior to the casualty, except for modifications required by zoning and building codes and other Laws or by the holder of a mortgage on the Building, or the lessor of a ground or underlying lease with respect to the Real Property and/or the Building, or any other modifications to the Common,Areas deemed desirable by Landlord. Upon the occurrence of any damage to the Premises, Tenant shall assign to Landlord (or to any party designated by Landlord)all insurance proceeds payable to Tenant under Tenant's insurance required under Section 10 3 above pertaining to all tenant improvements and fixtures in the Premises (but not Tenant's -18- #1295029 v3/43815-001 IN WITNESS WHEREOF, Landlord and Tenant have executed this Lease as of the day and year first above written. LANDLORD: FEENIX PARKSIDE LLC, a Washington limited liability-company, By: 'e/ec''I 6�� Lie aN me: i3e44ek W L-i„. Its: 1444+`d, lec lx� TENANT: CITY OF AUBURN, WASHINGTON, a Municipal corporation By: ��: LAN sp4 VA its: By: Name: Its: ***If Tenant is a CORPORATION, the authorized officers must sign on behalf of the corporation and indicate the capacity in which they are signing. This Lease must be executed by the president or vice president and the secretary or assistant secretary,unless the bylaws or a resolution of the board of directors shall otherwise provide, in which event,the bylaws or a certified copy of the resolution, as the case may be,must be attached to this Lease. -35- #1295029 v3/'43815-001 Landlord Notary STATE OF WASHINGTON ) )ss. • - COUNTY OF KING ) As- On this day of ft:-..Afic ,2020 before me,the undersigned,a Notary Public in and for the State of Washington, duly commissioned and sworn personally appeared Benson W. Liu, known to me to be the Manager of FEENIX PARKSIDE LLC, the limited liability company that executed the foregoing instrument, and i acknowledged the said instrument to be the free and voluntary act and deed of said company,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. Noary Pow Print � / �-cySii Notary Puut Name: �� blic �h' State of Washington NOTARY PUBLIC in an or Ate State of My Appointment Expires 04101/2020 Washington,residingat 5e//eV Commission Number 183811 My commission expires arr,% fit-I 20 20 -36- #1295029 v3/43815-001 LANDLORD: FEENIX PARKSIDE LLC, a Washington limited liability compa By: /15 //if • Name: 13eb%On ! '. Its: Mr AGewber- TENANT: CITY OF AUBURN, WASHINGTON, a Municipal corporation By: j . .,. . . . .. ame: ENtaW Its: • titr By: Name: Its: ()FC) -5- #1295029 v3 i 43815-001