HomeMy WebLinkAboutPSA ARMC Parking Garage w 7 AmendmentsSIXTH AMENDMENT TO
PURCHASE AND SALE AGREEMENT
This SIXTH AMENDMENT TO PURCHASE AND SALE AGREEMENT this
Amendment is entered into as of the JL day of October 2008 by and between the CITY
OF AUBURN a Washington municipal corporation City and AUBURN REGIONAL
MEDICAL CENTER INC a Washington corporation ARMC with reference to that certain
Purchase and Sale Agreement between the parties dated as of January 24 2005 as amended
February 9 2005 June 22 2005 July 7 2005 January 24 2006 and March 5 2008
collectively the Agreement
For good and valuable consideration the receipt and sufficiency of which are hereby
mutually acknowledged City and ARMC hereby agree to amend the Agreement as follows
A Adjusted Size of Parking Facility Notwithstanding anything to the contrary in
Recitals C and D to the Agreement or in the Fifth Amendment to Purchase and Sale Agreement
City and ARMC hereby acknowledge and agree that the Parking Facility shall contain three
hundred three 303 vehicular parking spaces and the Condominium Unit shall contain one
hundred fortyfive 145 vehicular parking spaces
B Updated Development Schedule for Parking Facility Notwithstanding
anything to the contrary in Section 142 of the Agreement or in the Fifth Amendment to Purchase
and Sale Agreement City and ARMC hereby acknowledge and confirm the following with
respect to the development schedule for the Parking Facility ARMC expects to have
substantially completed the Parking Facility no later than December 31 2009 The foregoing
date is a good faith estimated deadline subject to delay for causes not within ARMCs
reasonable control
C Modification of Section 143 The date August 1 2009 in the first sentence of
Section 143 of the Agreement is hereby replaced with December 31 2009
D Modification of Section 145 Section 145 in the Agreement is hereby deleted
and replaced in its entirety with the following
145 Operations The Parking Facility shall be designed in such a
manner as to provide for a single vehicular access entranceexit for
the joint use of City and ARMC and their respective employees
and invitees Prior to substantial completion of the Parking
Facility ARMC and City shall use good faith and diligent efforts
to agree upon and enter into a joint operation and management
agreement for the Parking Facility that addresses and governs
among other things access to and use of ARMCs parking spaces
and Citys parking spaces the daytoday management cleaning
and maintenance of the Parking Facility security issues and
allocation of income and expenses relating to the Parking Facility
The Condominium Documents shall provide for maintenance
repair and replacement of the structural and common elements of
the Parking Facility through assessment and the Condominium
owners association
E Deletion of Section 146 Section 146 of the Agreement added in the Fifth
Amendment to Purchase and sale Agreement is hereby deleted in its entirety and shall be of no
further force or effect
F Modification of Section 15 The fourth sentence in Section 15 of the Agreement
is hereby deleted and replaced in its entirety with the following
ARMC shall substantially complete construction of the shell and
core of the Medical Building on or before December 31 2009
G Updated Schematic Plans The Schematic Plans as defined in the Agreement
mean the updated Site Plan Floor Plans and Elevations for City Center Parking prepared by
TGBA Architects a copy of which is attached hereto as substitute Exhibit C which hereby
supersedes and replaces all prior versions of Exhibit C to the Agreement
H Ratification Terms Counterparts City and ARMC hereby confirm that the
Agreement is and shall remain in full force and effect as modified by the terms of this
Amendment Upon full execution of this Amendment the term Agreement shall mean and
refer to the Agreement as amended by this Amendment Capitalized terms used herein and not
defined in this Amendment shall have the meanings as set forth in the Agreement This
Amendment may be executed in multiple counterparts all of which shall constitute one and the
same instrument when executed by the parties
DWT 11892259v2 0018516000023
2
SIGNED in duplicate original as of the date first above written
CITY CI1
By
Attest
City Clerk
Ap roved as t
s
urn City A4torney
ARMC AUBURN REGIONAL MEDICAL CENTER a
Wa
Attachment
Exhibit C Schematic Plans
By
Na
Titl
DWT 11892259v2 0018516000023
3
EXHIBIT C
SCHEMATIC PLANS
DWT 11892259v2 0018516000023
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