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HomeMy WebLinkAbout5029 RESOLUTION NO. 5 0 2 9 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF AUBURN, WASHINGTON, AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE A PURCHASE AND SALE AGREEMENT BETWEEN THE CITY OF AUBURN AND JOHN RICE WHEREAS, the John Rice owns real property located in the City of Auburn, Washington; and WHEREAS, the City desires to purchase the property and John Rice desires to sell this property at price that is acceptable to the City; and NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF AUBURN, KING COUNTY, WASHINGTON, HEREBY RESOLVES as follows. Section 1. The Mayor of the City of Auburn and the Auburn City Clerk are hereby authorized to execute a Purchase and Sale Agreement between the City of Auburn and John Rice for real property, which agreement shall be in substantial conformity with the Agreement attached hereto as Exhibit "A" and incorporated herein by this reference Section 2. The Mayor is hereby authorized to take such administrative and/or procedural action as may be necessary and/or appropriate to carry out the directives of this legislation and to accommodate the decision to purchase the John Rice property ------------------------------------- Resolution No. 5029 May 10, 2013 Page 1 of 2 Section 3. This resolution shall be in full force and effect upon passage and signatures hereon. Dated and Signed this ,�7 day of 2014. CITY OF AUBURN NANCY KUS, MAYOR ATTEST. taAQ4 �� Danielle E. Daskam, City Clerk APPRO ED ORM: Daniel B Hei i y Attorney -------------------------------------- Resolution No. 5029 May 10, 2013 Page 2 of 2 PURCHASE AND SALE AGREEMENT This PURCHASE AND SALE AGREEMENT (this "Agreement") is entered into as of the a\` day of 2014, by and between the CITY OF AUBURN, a Washington municipal corporation, as Seller (hereinafter the "City" or "Buyer"), and JOHN RICE (hereinafter the "Seller"). RECITALS A. The Bueyr is the owner of certain real property and all improvements thereon ("Property") located in the City of Auburn, County of King, Washington, commonly known as the Rice property, which is legally described as follows: THE NORTH 140 FEET LESS THE WEST 126 FEET OF LOT 4 IN BLOCK 4 OF EAST AUBURN GARDEN TRACTS, AS PER PLAT RECORDED IN VOLUME 18 OF PLATS, PAGE 98, RECORDS OF KING COUNTY AUDITOR; SITUATE IN THE COUNTY OF KING, STATE OF WASHINGTON. B. Seller desires to sell the Property to City, on the terms and conditions set forth herein. AGREEMENT NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby mutually acknowledged, Buyer and Seller hereby agree as follows: 1. Certain Defined Terms. For purposes of this Agreement, the terms set forth below shall have the meaning assigned to them: 1.1 "Closing" or "Close of Escrow" means the recordation of the Deed in the Official Records and Seller's receipt of the Purchase Price. 1.2 "Closing Date" means any mutually agreeable date on or before February 28, 2014. 1.3 "Escrow" means the escrow opened with Escrow Agent for the consummation of the transaction described in this Agreement. 1.4 "Escrow Agent" means Natalie Evans of Stewart Title Company (206.770 8821) whose address is 1420 5th Avenue, Suite 500, Seattle, WA 98101. 1.5 "Official Records" means the official real property records of King County, Washington. Rice Property Acquisition 12.5.13 Page 1 of 12 1.6 "Opening of Escrow" means the date a fully executed copy of this Agreement is deposited with Escrow Agent. 1 7 "Permitted Exceptions" has the meaning as set forth in Section 6.3 below 1 8 "Purchase Price" has the meaning as set forth in Section 3. 1.9 "Title Company" means Stewart Title Company. 1.10 "Title Policy" means an ALTA (1970 Form B) extended coverage owner's policy of title insurance issued by the Title Company to Buyer with coverage in the amount of purchase price, showing title to the Property vested in Buyer subject only to the Permitted Exceptions. 2. Purchase and Sale. The Seller agrees to sell to City, and City agrees to purchase from Seller, the Property upon the terms and conditions set forth in this Agreement. 3 Purchase Price; Cash Payment. The total cash purchase price for the Property (the "Purchase Price") shall be Forty-five Thousand Dollars and no cents ($45,000.00). The Purchase Price shall be paid to Seller via a wire transfer or check at Closing. 4. Earnest Money Deposit. On execution of this Agreement, Buyer shall deposit with Escrow Agent One Thousand Dollars and no cents ($1,000.00) in cash (the "Deposit"), which shall be held by Escrow Agent as an earnest money deposit hereunder The Deposit shall be held in Escrow and applied or disposed of by Escrow Agent as provided herein. Escrow Agent shall place the Deposit in an interest-bearing account approved by City and Buyer and all interest earned thereon shall be added to and become a part of the Deposit. 5. Due Diligence. 5.1 Due Diligence Period. Buyer shall have the right for a period of thirty (30) days from the date of this Agreement (the "Due Diligence Period") to conduct Buyer's due diligence review, examination and inspection of all matters pertaining to its acquisition of the Property, including such inspections, tests, and surveys as Buyer deems appropriate to determine the suitability of the Property for Buyer's intended use. Seller shall provide the City and City's agents and consultants with reasonable access to the Property and, to the extent such information is in the possession or control of Seller, shall provide reasonable access to appropriate information respecting the Property, subject to the terms and conditions of this Agreement. City's obligation to purchase the Property shall be contingent upon its approval of such property after conducting its due diligence review. If, based upon City's review, examination and inspection, City shall determine in its sole discretion that it intends to acquire the Property, then City shall promptly notify Seller of such determination in writing prior to the expiration of the Due Diligence Period, Rice Property Acquisition 12.5.13 Page 2 of 12 whereupon City's due diligence contingency shall be deemed satisfied and waived, the Deposit shall become nonrefundable (except as otherwise provided herein), and City shall proceed to Closing. In the event that City shall fail to have delivered such notice to Seller on or before the expiration of the Due Diligence Period, City shall have been deemed to be satisfied with the results of its aforesaid review, and shall be deemed to have waived its right to terminate this Agreement pursuant to this subsection. If City shall have timely and affirmatively advised the Seller in writing of its dissatisfaction with the aforesaid matters based on its review, then this Agreement shall automatically terminate, the Deposit shall be returned to the City, and the parties' rights under this Agreement shall be of no further force or effect. 5.2 Title Commitment. Promptly after mutual execution of this Agreement, Seller shall obtain an extended preliminary title insurance commitment covering the Property from the Title Company (the "Commitment") as is consistent with Section 9 together with copies of all recorded documents listed as special exceptions therein. Approval by Buyer of the exceptions to title set forth in the Commitment (other than as hereinafter set forth) shall be a condition precedent to Buyer's obligation to purchase the Property. Unless Buyer gives written notice that it disapproves the exceptions to title shown on the Commitment (other than the exceptions to title approved by Buyer and described in Section 6.3 below), stating the exceptions so disapproved, within thirty (30) days after the date of this Agreement, Buyer shall be deemed to have approved such exceptions. If Buyer disapproves any title exceptions, Seller shall have a ten (10) day period after its receipt of Buyer's written notice of disapproval of the same within which to provide written notice to Buyer as to which of such disapproved title exceptions the Seller will remove (or cause to be removed) from title; provided, however, that Seller shall not be required to actually remove such exception(s) until Closing. If, for any reason, Seller's notice given pursuant to the immediately preceding sentence does not covenant to remove all of Buyer's disapproved title exceptions at or prior to Closing, Buyer shall have the right to terminate this Agreement by written notice to Seller and Escrow Agent given within ten (10) days after the earlier of the expiration of such ten (10) day period or the date Seller informs Buyer that it does not intend to remove the disapproved items (the "Termination Notice"). Buyer's failure to deliver the Termination Notice within such ten (10) day period shall be deemed Buyer's approval of any such previously disapproved title exception. If Buyer delivers the Termination Notice within such ten (10) day period, the obligation of Seller to sell, and Buyer to buy, the Property as herein provided shall terminate and the Deposit shall be returned to Buyer. Buyer shall have the option to waive the condition precedent set forth in this Section 6.2 by written notice to Seller. In the event of such waiver, such condition precedent shall be deemed satisfied. 5.3 Permitted Exceptions. In addition to such other exceptions to title as may be approved by Buyer pursuant to the provisions of Section 6.2 above, Buyer shall accept title to the Property subject to the following (collectively, the "Permitted Exceptions"). Rice Property Acquisition 12.5.13 Page 3 of 12 5.3.1 The printed exceptions which appear in the ALTA (Form 1970B) form extended coverage owner's policy of title insurance issued by Title Company in the State of Washington, and items created by, or on behalf of, Buyer. 54 No New Leases or Contracts. Prior to Closing, Seller shall not enter into any new leases, contracts or agreements affecting the Property without the prior written consent of Buyer, except the Seller may enter into interim contracts or agreements in connection with the management, maintenance, repair or preservation of the Property in the normal course of business if each such contract or agreement expires or is terminated at or prior to Closing. 6 Buyer's Right of Entry. Buyer, and its agents and consultants, at Buyer's sole expense and risk, may enter the Property during the term of this Agreement at reasonable times scheduled in advance with Seller for the purpose of Buyer's due diligence study of the Property. Buyer shall (a) exercise care at all times on or about the Property, and (b) take precautions for the prevention of injury to persons or damage to property on or about the Property. Buyer shall keep the Property free from all mechanics', materialmen's and other liens, and all claims thereof, arising from any work or labor done, services performed, or materials and supplies furnished in with Buyer's actions in the exercise of its right of entry on the Property, and Buyer shall indemnify and defend Seller against and hold Seller harmless from all such liens and claims. 7. Closing. 7.1 Time for Closing. This purchase and sale shall be closed in the office of Escrow Agent on the Closing Date. Buyer and Seller shall deposit in Escrow with Escrow Agent all instruments, documents and monies necessary to complete the sale in accordance with this Agreement. Funds held in reserve accounts pursuant to escrow instructions shall be deemed, for purposes of this definition, as available for disbursement to Seller. 7.2 Closing Costs. 7.2.1 Seller's Costs. Seller shall pay the Seller's share of prorations, if any, and excise real estate taxes. 7.2.2 Buyer's Costs. Buyer shall pay (a) all escrow fees and costs, (b) the recording fees for the Deed, (c) Buyer's share of prorations, if any and, (d) all premiums charged. for basic and extended coverage for the Title Policy and any additional endorsements or coverage Buyer may require, including applicable sales tax. 7.2.3 Other Costs. Buyer and Seller shall each pay its own legal fees and fees of its own consultants. All other costs and expenses shall be allocated between Buyer and City in accordance with the customary practice of King County, Washington. Rice Property Acquisition 12.5.13 Page 4 of 12 7.3 Real Property Taxation. City shall be responsible for all real property taxes due land owing prior to the Closing. 74 Closing Documents. 74 1 Seller's Documents. At Closing, Seller shall deliver to Escrow Agent the following instruments and documents: 7.4.1.1 The executed and acknowledged Deed in the form attached hereto as Exhibit "A," conveying the Property to Buyer; 7.4.1.2 The executed real estate excise tax affidavit to accompany the Deed; and 7.4.1.3 An executed nonforeign person affidavit in the form required under Section 1445 of the Internal Revenue Code. 7.4.2 Buyer's Documents. At Closing, Buyer shall deliver to Escrow Agent the following funds, instruments and documents: 7.4.2.1 The balance of the Purchase Price in accordance with Section 3; 7.4.2.2 The executed real estate excise tax affidavit referenced in Section 8.4.1.2 above. 7.5. Possession. Buyer shall be entitled to possession of the Property upon Closing. 9. Title Insurance. As soon as available after Closing, Seller shall provide to Buyer the Title Policy, dated as of the Closing Date, subject only to the Permitted Exceptions. 10. Representations and Warranties. 10.1 Seller's Representations and Warranties. In addition to any other representations or warranties of City elsewhere in this Agreement, Seller represents and warrants to Bueyr now, and as of the Date of Closing, that: 10.1.1 Authority That the Seller has full power and authority to execute this Agreement and perform Seller's obligations hereunder, and all necessary action to authorize this transaction has been taken, except as specifically provided herein. 10.1.2 Hazardous Substances. Seller has not received notification of any kind from any governmental agency suggesting that the Property is or may be targeted for a Hazardous Substances cleanup; to the best of Seller's knowledge the Property has not been used (a) for the storage, disposal or discharge of oil, solvents, fuel, chemicals or any type of toxic, dangerous, hazardous or biological waste or substance (collectively, "Hazardous Substances"), or (b) as a landfill or waste disposal site; to the best of Seller's knowledge Rice Property Acquisition 12.5.13 Page 5 of 12 the Property has not been contaminated with any Hazardous Substances; and to the best of Seller's knowledge, there are no underground storage tanks on the Property. 10.2 Buyer's Representations and Warranties. In addition to any other representations and warranties of Buyer elsewhere in this Agreement, Buyer represents and warrants to Seller now, and as of the Date of Closing, that (a) Buyer has full power to execute, deliver and carry out the terms and provisions of this Agreement, and has taken all necessary action to authorize the execution, delivery and performance of this Agreement; and (b) the individual executing this Agreement on behalf of Buyer has the authority to bind Buyer to the terms and conditions of this Agreement. 10.3 "AS IS" CONDITION OF PROPERTY. THE PURCHASE PRICE REFLECTS THAT THE PROPERTY IS BEING PURCHASED BY BUYER ON AN "AS IS" "WHERE IS" AND "WITH ALL FAULTS" BASIS, EXCEPT TO THE EXTENT OF REPRESENTATIONS AND WARRANTIES SPECIFICALLY MADE BY SELLER HEREIN OR IN THE DEED OR OTHER DOCUMENTS TO BE DELIVERED BY SELLER AT CLOSING. BUYER HEREBY WAIVES AND RELINQUISHES ALL RIGHTS AND PRIVILEGES ARISING OUT OF, OR WITH RESPECT TO, ANY REPRESENTATIONS, WARRANTIES OR COVENANTS, WHETHER EXPRESS OR IMPLIED, WHICH MAY HAVE BEEN MADE OR GIVEN, OR WHICH MAY BE DEEMED TO HAVE BEEN MADE OR GIVEN, BY SELLER OR ITS REPRESENTATIVES, INCLUDING BUT NOT LIMITED TO ANY BROKER, EXCEPT FOR THOSE REPRESENTATIONS, WARRANTIES AND COVENANTS SET FORTH IN THIS AGREEMENT OR IN ANY DOCUMENTS TO BE EXECUTED AND DELIVERED BY SELLER AT CLOSING. EXCEPT TO THE EXTENT OF ANY REPRESENTATIONS OR WARRANTIES SET FORTH ELSEWHERE IN THIS AGREEMENT OR IN ANY DOCUMENTS TO BE EXECUTED AND DELIVERED BY SELLER AT CLOSING, BUYER HAS NOT RELIED UPON AND WILL NOT RELY UPON, AND SELLER EXPRESSLY DISCLAIMS, ANY REPRESENTATIONS OR WARRANTIES WITH RESPECT TO, AND SHALL HAVE NO LIABILITY FOR: (I) THE CONDITION OF THE PROPERTY OR ANY BUILDINGS, STRUCTURES OR IMPROVEMENTS LOCATED THEREON OR THE SUITABILITY THEREOF FOR HABITATION, OCCUPANCY OR FOR BUYER'S INTENDED USE OR FOR ANY USE WHATSOEVER; (II) ANY APPLICABLE BUILDING, ZONING OR FIRE LAWS OR REGULATIONS OR WITH RESPECT TO COMPLIANCE THEREWITH OR WITH RESPECT TO THE EXISTENCE OF OR COMPLIANCE WITH ANY REQUIRED PERMITS, IF ANY, OF ANY GOVERNMENTAL AGENCY; (III) THE AVAILABILITY OR EXISTENCE OF ANY WATER, SEWER OR UTILITIES, ANY RIGHTS THERETO, OR ANY WATER, SEWER OR UTILITY DISTRICTS; (IV) ACCESS TO ANY PUBLIC OR PRIVATE SANITARY SEWER SYSTEM; (V) THE FACT THAT ALL OR A PORTION OF THE PROPERTY MAY BE LOCATED ON OR NEAR AN EARTHQUAKE FAULT LINE, OR (VI) EXCEPT AS SPECIFICALLY SET FORTH ABOVE, THE PRESENCE OF ANY HAZARDOUS SUBSTANCES IN Rice Property Acquisition 12.5.13 Page 6 of 12 ANY IMPROVEMENTS ON THE PROPERTY, INCLUDING WITHOUT LIMITATION ASBESTOS OR FORMALDEHYDE, OR THE PRESENCE OF ANY ENVIRONMENTALLY HAZARDOUS WASTES OR MATERIALS ON OR UNDER THE PROPERTY. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, EXCEPT TO THE EXTENT OF ANY REPRESENTATIONS OR WARRANTIES SET FORTH ELSEWHERE IN THIS AGREEMENT OR IN ANY DOCUMENTS TO BE EXECUTED AND DELIVERED BY CITY AT CLOSING, CITY SHALL HAVE NO LIABILITY TO BUYER WITH RESPECT TO THE CONDITION OF THE PROPERTY UNDER COMMON LAW, OR ANY FEDERAL, STATE, OR LOCAL LAW OR REGULATION, INCLUDING BUT NOT LIMITED TO THE COMPREHENSIVE ENVIRONMENTAL RESPONSE, COMPENSATION AND LIABILITY ACT OF 1980 AS AMENDED, 42 U.S.C.A. SECTIONS 9601 ET SEQ., AND THE WASHINGTON MODEL TOXICS CONTROL ACT ("MTCA"), RCW 70.105D. BUYER HEREBY RELEASES AND WAIVES ANY AND ALL CLAIMS WHICH THE BUYER HAS OR MAY HAVE AGAINST CITY UNDER ANY OF THE FOREGOING LAWS OR WITH RESPECT TO THE CONDITION OF THE PROPERTY, EXCEPT TO THE EXTENT OF ANY CLAIMS BUYER MAY HAVE ARISING FROM ANY EXPRESS REPRESENTATIONS, WARRANTIES OR COVENANTS OF CITY UNDER THIS AGREEMENT OR ANY DOCUMENTS TO BE EXECUTED AND DELIVERED BY CITY AT CLOSING. BUYER ACKNOWLEDGES TO CITY THAT BUYER IS GIVEN THE OPPORTUNITY UNDER THIS AGREEMENT TO FULLY INSPECT THE PROPERTY AND BUYER ASSUMES THE RESPONSIBILITY AND RISKS OF ALL DEFECTS AND CONDITIONS, INCLUDING SUCH DEFECTS AND CONDITIONS, IF ANY, THAT CANNOT BE OBSERVED BY CASUAL INSPECTION, SUBJECT TO THE EXCEPTION OF RIGHTS EXPRESSLY SET FORTH ABOVE. BUYER: SELLER: e 11. Maintenance of Property; Risk of Loss, Condemnation. III Maintenance of Property. From the date of this Agreement until the Closing Date (or any earlier termination of this Agreement), Seller agrees to maintain the Property in substantially the same condition existing as of the date hereof, ordinary wear and tear, damage by casualty excepted. 11.2 Risk of Loss; Condemnation. Risk of loss of or damage to the improvements on the Property shall be borne by Seller at all times and no event of casualty or damage shall affect the parties' obligations hereunder or the Purchase Price, however, Buyer shall have the right to receive any insurance proceeds due Seller in connection with any casualty or damage and Seller hereby covenants to maintain commercially reasonable casualty insurance in place with respect to the Property at all times prior to Closing. City shall promptly notify Buyer of any condemnation or eminent domain proceeding which affects the Property, and City covenants and agrees not to commence or pursue any such action. Rice Property Acquisition 12.5.13 Page 7 of 12 In the event of any condemnation or eminent domain proceeding by any entity other than City, or a deed in lieu or under threat thereof, which affects a material portion of the Property, Buyer may elect either to terminate this Agreement, or to purchase the Property in the condition existing on the Closing Date without adjustment of the Purchase Price. If Buyer elects to terminate this Agreement, the Deposit shall be returned to Buyer. If Buyer elects to purchase the Property, City shall not be liable to restore same, and Buyer shall be entitled to any condemnation award or payment in lieu thereof payable to City in its capacity as the owner thereof. 12. Default. 12.1 Time of Essence. Time is of the essence of this Agreement. 12.2 Seller's Remedies for Buyer's Default or Failure to Close. If Buyer fails, without legal excuse, to complete the purchase of the Property in accordance with this Agreement, Seller's sole and exclusive remedies shall be to retain the Deposit as liquidated damages. Buyer expressly agrees that the retention of the Deposit by Seller represents a reasonable estimation of the damages in the event of Buyer's default and failure to close hereunder, that actual damages may be difficult to ascertain and that this provision does not constitute a penalty. In this respect, Buyer and Seller acknowledge that these damages have been specifically negotiated between Buyer and Seller and are, inter alia, to compensate Seller for delaying the eventual sale of the Property and to compensate Seller or its costs and expenses associated with this Agreement. Buyer hereby waives the rights and benefits of any law, rule, regulation or order now or hereafter existing that would allow Buyer to claim a refund of the Deposit as unearned earnest money, a penalty or for any other reason except default by Seller. 12.3 Buyer's Remedies for Seller's Default. If Seller fails to complete the sale of the Property in accordance with this Agreement, Buyer shall have and may enforce the following exclusive remedies: (a) seek specific performance; (b) terminate this Agreement, receive a refund of the Deposit and recover from Seller all of Buyer's actual third-party costs and expenses incurred by it in connection with the transaction and the Project; or (c) seek rescission of this Agreement and receive a refund of the Deposit. 13 Notices. All notices, demands and other communications required or permitted to be given hereunder shall be in writing, and shall be sent by personal delivery (including by means of professional messenger or courier service) or registered or certified mail, postage-prepaid, return-receipt requested, or by email at the addresses provided herein. Notice shall be deemed to have been given if personally delivered or sent by email, upon receipt, if sent by mail, two (2) days after duly deposited in the U.S. Mail to all of the addresses designated for such party. The parties' respective addresses for notices are as follows: Rice Property Acquisition 12.5.13 Page 8of12 If to City: City of Auburn Planning & Development Department 25 West Main Street Auburn, WA 98001-4998 Attn: Elizabeth Chamberlain, Planning Services Manager Email: echamberlaingauburnwa.gov With copies to: City Attorney's Office City of Auburn 25 West Main Street Auburn, WA 98001-4998 Attn. City Attorney Email. st?ross a,auburnwa.eov; dheid a auburmva.gov If to Seller: Mr. John Rice 104 L Street NE Auburn, WA 98002 Email: bertkeenenhotmail.com Notice of change of address shall be given by written notice in the manner detailed in this Section 13. 14 General. 14.1. Entire Agreement. This is the entire agreement of Buyer and Seller with respect to the matters covered hereby and supersedes all prior agreements between them, written or oral. This Agreement may be modified only in writing, signed by Buyer and Seller. Any waivers hereunder must be in writing. No waiver of any right or remedy in the event of default hereunder shall constitute a waiver of such right or remedy in the event of any subsequent default. This Agreement shall be governed by the laws of the State of Washington. Venue for disputes under this agreement shall lie with the Superior Court of King County, Washington. 14.2 No Third Party Beneficiaries/Severability This Agreement is for the benefit only of the parties hereto and shall inure to the benefit of and bind the heirs, personal representatives, successors and permitted assigns of the parties hereto. The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision hereof. This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. 15. Attorneys' Fees. In the event suit or action is instituted to interpret or enforce the terms of this Agreement, the prevailing party therein shall be entitled to recover from the Rice Property Acquisition 12.5.13 Page 9 of 12 other party such sum as the Court may adjudge reasonable as attorneys' fees, including fees incurred at trial, on any appeal and in any petition for review. 16 Exclusivity. During the term of this Agreement Seller shall not market nor list the Property for sale, nor accept any offers from third parties with respect to sale of the Property 17. Reservation of Police Power. Notwithstanding anything to the contrary set forth herein, Seller understands and acknowledges that the City's authority to exercise its police (regulatory) powers in accordance with applicable law shall not be deemed limited by the provisions of this Agreement. 18. City Council Approval. The Seller acknowledges that this Agreement does not bind the City of Auburn until the City Council approves the Purchase Agreement and the Mayor executes the Agreement. 19. Exhibits. Exhibit A attached hereto is incorporated herein as if fully set forth. SIGNED in duplicate original as of the date first above written. CITY OF AUBURN SELLER By ancy Bac1 s, 1 ayor Dint Rice, P per Owner Attest: ^ Danielle Daskam, City Clerk Approved as to form: Darnel B Heid, Auburn City Attorney EXHIBITS Exhibit A, Warrant), Deed Rice Property Acquisition 12.5.13 Page 10 of 12 . ,::, , ' ,�` �.. I�IVI������V��I�II ��� ,• U� �I�� ,, . A,. : �` {�'� 20140227001i60 �,; s :�.., �.STfiYART T�TLE� IJD 73.BB .. •+r'. y' . � 7/2B1 18•Il irM t' .��. ,'� ,.r'� :r''� K� COUN�Y, GIR .. � a� `��'"w. ,r''� 'A°t�f`nA�droas� �'.���p1� r�^�..C"C E2655259 °"„�.,....•.,� .r�Cl�'oPI�Vb41tf,;,�'�� ..�/� �y�''' „ 0ZzN2G7/�20�Y16�1�0 � Cjl)'C� ''� � r'�/��.77 �.!a�� TAX � � 3808.00 �L:. ?5 WQS�MOIR�°A : .a :� > �y, SALE Sa8�000.00 PNGE-007 OF 00f 'Aub�pn,IN�A::980p'�1 • r �'��� :.,,�F :� '� �:Ab�qre this r rved�4b�epconling ioformazlon. .w.>�' ,rF a`' :'•y,'.a' R.u,, �, . . ,'''� �''' �° V��ARR,�I��DEED ' ,�' .`,,„,,,...,r . r � ,. , �e�+�n(ics�,i�o,� n ,:. �Grantor/BRhroywr. •.'JoI�a7�WCe,.mwwa�'�nan Orantee/Aesig�ee7Bpficfi¢�lary,-` (rity otAUDu'rb;a Was�,ir,l�mn Muplcipal Co�paation Legal UbacrjptloalSTtk'� .>�1'HE'�1Vf)RT�i�,�I�ET.LESS,TRE WFST �wm,:' .; 12i6�FEE�1'�OF,�O'k'"3 IN BLOCK 4 OF EAST 's A�BZJRIV Gk`RD��[ AS PER. .,`"' � ;.PLX'1'�T�C,QRIfED�(?�18�}N�;f i� `'`,. "E T$;PdIGEr�IS,.. �Op' G` k^ �. AL�I�R;�Tf�A1"E�TiiE .�:��~ ":� C�)U�.�K�NG��BTTI�TEYDF:�: , N WASHriVG9'ON. ?,. ,., ;,, , �; r � `�:Mto.�x..y . .r�. ��' ,° Aesessar's Tax ParoellDq: 2154000120 ,t , .�' ; a - . . •t;a~ y� ..� .1� r •.., A; :'� �: � '.:.n" . a : . 4�•'I.,1r For;�Sd�u cpns�er�fion of the sum of 7'Et�1 DOLLARS ($10.00) and other good and i�alwable c�nsj�eraYionj're,aE�p�„of which is hereby acknowledged, Crrantor, John J. Rice, an unni�ci@,d., 'hereby conveys and warrants fo the City of Aaborq a mwucipal corporation o tFie $ta�E�of:;V✓ae�tin�ton, Crrnat� hecain, its successors and assigns,the propelrty 1 alfy degcnHmd.t+nd'de�cted in Exhibit "A," atmct�ed hereto and incorporated here��°b j� is reference(t�ie;!`Property�. �,..�:., : , ,. ,,� 1N WIT7VESS WH�RFAF ��ft�e.:�'r �tor � , rap ,�las VSUg'ed�his instrument to be axecuted this 26thdayof Februa"�"+c+"">2.�14.;; ;' ' ?r""' <,,,.. Grantor: '�� " •.,.�,'� },' ;' .�O�IA.�.�C0 _:' ~ ;r r.,.�,,� .s`` .•••w� }r .�,.....n. S BY����` ,n.�. .. , '�5'� n'' ..� .; : ': �• �` , y,...�.,.. .... ,.,.F:. ��« ..a:C : ���V. + •if .'�'.f1 �'. ., yiM.F'� 5'�Y �. . i ,��4 ..1��' 1 y fy�.HA'� . . 'r A � F+ ..� 'y,'`t' (�A' n^~L�A I 1 .r''i., . � I.T ay. � 1'.. ,, '��, ..�' . .1`• �t�,� . r'' �^� ST�0.TE OF WASHINOTON ) 'p �.�5. • (FiounfyQf K1N0 ) :i ,t` .,,+ F;�... . t: :• ..; :' , : n, '•.. �:.i�J .�, s'� l;CertiCy Ihat f;,know or heve satisfactory avidei�ce tliat JOHN,J. RICE is tiie person who appeeied ,+ yefo4e'fnp. anQ'said porson ack�owledgad that he slgnM ihu Inshument,on arth s�Ded d�at Ne wav �N �' w`•y ry,�•,"� `autl�brizad W,pceyutC"lhE,Iratrument and adawwtodged it a4 ihe fr�e and wlumaryr act of such P�Y .��� fod�tha�3es anq.1Surposes nuertfono�.fmthi�,instrume�t, .: . :. Y ;Dak¢�' :.'Febr'�.�zc4 �6r�2014� ,,,,�' r= j�� t ��r �,�r.,���^~, y'r . — .. . .:. . , ,.. •:�...r' '�+ ,�; r�r, �-,� ' - `w : �°,/,A. 'y:�: /�l�j� �U�e1� , /IIO /4.,�y� •���,,,.M•'' :�a .,,� '`',yt�'OtaryPublic in for tqe State of FIA ,1.y' ,'. _ . ' �r F� �.' '.i' .�f�lll&�8� fS� "x«n .s :r'�'1X�f0�{PRpIdllptEf �' r $'� ,� t S H 1� f' .r. ��..y. .., . - �..,�7`. � r �"'r � :�. .,+.i•`!' r•: ��::yi�yF .a�' it ��:Mlt. `':F :. ,4..n:... ��5: Q Y�'n; . .hn. �'�; '..�.r r � yh. `� �$ '`,r - . �'�0. '�4,a �J? i'sb��0��r���I l : .If i' �y ��y��r Y x.�� Y �Y� .Y 4 �1 .�T •�. ..�����'��M�'�^Y��N,24����7��t, .4,,,. .�P 'I� .i �C 9',`. f^ :� . ' �1 . �4 � 'Y .. `• Y .' N ;� 'r n�.. '.�, .Y' ' Y' "��.X �M1. ]' � ,� .r� d' .•„y.. . :+a.,.a '.�A� .B•'. �'�'��w X ,,;� �...4. `.:.��• ..i.� f'��'' .rr^ ti ,r . `'Mw..Y' F r: °•W.. � � � ' :�� +'� a�..�'' .x� . . ' '�yi`;� �...yNe / ���:�:. rr � rr' .,�iK. i.� '�. 3• .1•y4��n.A'� '�YH \ t�: 4W*�' Y�M' �ti. r~1. �V. a � �'\:. .✓'� `'�♦ '��� .F'• L"r^'"'".. T II•w.�.. ..a � ., �,N .1':'� il ,�, • . li .. +' '� .a'��~ +� • :.,�,f. ���% . ' r�` ,��;°'rr .i�.. �;'ti.. ..5.:' :. '�:e . .. .'. y �! ','f�'..��•', .�. i; ^. ... +ir.....� .. ,..+°:;� ,�w . % ,q�ak ;.,� :• � .:..,,.' r,t ;; '+��. .r' � �S '��M..r" A'� w'xb ( ,� L P A 1•,:1 . n n �� (� a� r� ,E� ... ;N� -;„ .ar ' ,Y, �+, ��� ������ C !� I�� �� a f %� 'tl°: '~ �'� �EN�`iECARDED RETURN TO: � �t270 1159� �� �JOhtiJ Rka 2`�iy 40 7s.so x 104*'L$�t NE y ` AYduM,WA 88002. s� � i, +Y . .j� . �^� p :��� '• �/""^.' '�. '.�`�':�����9 ' E2,6�5.5.,��50 ..e 0 ,�.�, � e., Yn�% ' .� �f� nnM. � f�.Oe r� r" sws %�eaowNumtla, 7 j . .a o�a wc�wam�v�oc1�K n�Ya�,yr.�wcomv+�r•�+ro�.r rnre swroa ,� G ,a �-. ocum :. .. �:: a'' .: `' �,f �� i md,myw�epp�+ . �{ �3 l +��''� �� ;' . +• w « .� p, . . E NUMBER{��OF;UOCI�l�Eif T�I�SS�NED OR RELEASED: ? :w 0031108001185 ": i .�` .f' .'' ,i`��"", t "•'� ^s' i .l NTORIsk ;r '° +i Yr' �.. �� ., : `^ '. '} " '� '' .�, . � tr�''e.,. e A.Mellnak ��P � : ..3 °><a:� +` l� . . 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"�M ' i � 'y �`^v L� ,� '7 �''it ~A�V`�`�^+..��+.��:+^a• '"Y` v qr { � ) +��y ,aiy{ '"�i �' • rr•a �` rr'1�.t��• z tx���'� +'r� �e �+�:1^. "3_}�F r'✓e'��� z } 'LT �;�Y�rFr .wr�m 4�'M7"ia � ,} a` Y:. "Y. (.".� Er�"'-.ry, � �Y ayexr S _ •xl.^ i[ y, t/t:- y r.>�y. a.^.,'f 4,ra � ��% '�� .., '�G7.O ���.r���Y� � w.•f ,r•:.��, }e ��.f'�lrf'.y�, � i u K �i 4 ` ��x � �. -31 �' t` -� - •�(i`" '.�j, , t mac}.:_ i. ';Eb '< ' .z,. i ` t i � ../' a , ,fir � '',� 'JF �+ -k a�C h ' i'� � •.�(`� � a, e� .rR N k+ry 1 r �',�—+-�°-5c^!aar•ti�. k J.e' Y �-s,. d' sT .1, i.v". } Y ,.,.o+F �.S '?t, �, L v r_ �+A' -� t Z' RICE P�OpEI'hl r=..e� �"xn � � �'� ,1.3�• P � .t r �r ' '.* � � _� L s Fenster LevysSet ack Project +�`�''' 'F.� • �a�—�' — '•k� pis�, , .� i•�'�b � ;,� ,5r �,, ���• a. �'� .,"'°9 r ¢ ) ti�;t ' 4. Y Key #�"° .r.-r- l'-✓ tt ,Q 'y -'� �`.ay *,^ �,.... �a� c!=R� �� �. � f "�k ✓ *�µ � �" �'+r-"S't.,Y +? .t '�i,�` � - n. R' '.3�,.!„zy .r. '�"€ �ipt 'i^s,�,�,".', Y � `4-'S✓' a., r"�1,',c3,^y.YC,� ��** „.a"�xr % ,+e Y+"I��s.c r.�;C+:�"...`i`+' f.. .+»h .. #" r �}$.' � X+i�e tom,� .z " •p 3' .�#?9�!{ .}` _.-. �� .. , ;iJ �aL� tx~�.+Y .� � 315 �1ay t'�� •` �. .Y� yY W,' ,v�+m�H ��,.Ht:.Y,, ai`� 1 1 t .. ,sit,} ,k�♦ 4;' �'N,'��'.^.' r Y�r�}, f � f-a' • .. ) � fly' .. i \ t "r" � } y. 1�,4 i z y�y�� � � `�i"ty„ysLf.;•� ��} ^��,•qi 7 A'7'`.4�` ,��"3 - ? -... } REA 17 `7.'F., J fk"fll'f1.4`.r:91 FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT This First Amendment ("AmendmenY')to the Purchase and Sale Agreement between JOHN J. RICE (°Seller") and the GTY OF AUBURN ("euyer°) ("Original AgreemenY') dated / is entered into as of the � � day of February, 2014. RECITALS A. The parties entered into the Original Agreement on �uh��-y �/ �!��. � 8. The parties wish to correct the legal description in the Original Agreement, and to remove the requirement for extended title coverage. AGREEMENT 1. The legal description in Section A of the Original Agreement is stricken and replaced with the following legal description: THE NORTH 140 FEET LESS THE WEST 126 FEET OF LOT 3 IN BLOCK 4 OF EAST AUBURN GARDEN TRACTS,AS PER PLAT RECORDED IN VOLUME 18 OF PLATS, PAGE 98, RECORDS OF KING COUNTY AUDITOR; SITUATE IN THE COUNTY OF KING, STATE OF WASHINGTON. 2. Section 1.10 of the Original Agreement is stricken and replaced with the following: 1.10"'Title Policy' means an ALTA standard coverage owner's policy issued by the Title Company with coverage in the amount of the purchase prices, showing title to Property vested in Buyer subject only to the Permitted Exceptions." 3.Section 5:2 of the Original Agreement is stricken and replaced with the following: 5. 2 Title Commitment. Promptly after mutual execution of this Agreement, Seller shall obtain an standard preliminary title insurance commitment covering the Property from the Title Company( the " CommitmenY') as is consistent with Section 9 together with copies of all recorded documents listed as special exceptions therein. Approval by Buyer of the exceptions to title set forth in the Commitment ( other than as hereinafter set forth) shall be a condition precedent to Buyer' s obligation to purchase the Property. Unless Buyer gives written notice that it disapproves the exceptions to title shown on the Commitment ( other than the exceptions to title approved by Buyer and described in Section 6. 3 below), stating the exceptions so disapproved, within thirty (30) days after the date of this Agreement, Buyer shall be deemed to have approved such exceptions, If Buyer disapproves any title exceptions, Seller shall have a ten ( 10) day period af[er its receipt of Buyer' s written notice of disapproval of the same within which to provide written notice to Buyer as to which of such disapproved title exceptions the Seller will remove ( or cause to be removed) from title; provided, howe4er, that Seller shall not be required to actually remove such exception( s) until Closing. If, for any reason, Seller' s notice given pursuant to the immediately preceding sentence does not covenant to remove Rice/Auburn 1"Amendment 2.12.2014 Page 1 of 2 all of Buyer's disapproved title exceptions at or prior to Closing, Buyer shall have the right to terminate this Agreement by written notice to Seller and Escrow Agent given within ten ( 10) days after the earlier of the expiration of such ten ( 10) day period or the date Seller informs Buyer that it does not intend to remove the disapproved items ( the Termination Notice"). Buyer' s failure tb deliver the Termination Notice within such ten 30) day period shall be deemed Buyer' s approval of any such previously disapproved title exception. If Buyer delivers the Termination Notice within such ten ( 10) day period, the obligation of Seller to sell, and Buyer to buy, the Property as herein provided shall terminate and the Deposit shall be returned to Buyer. Buyer shall have the option to waive the condi4ion precedent set forth in this Section 6. 2 by written notice to Seller. In the event of such waiver, such condition precedent shall be deemed satisfied. 4. Ratification. Except as otherwise expressly provided in this Amendment, the Agreement is hereby ratified and confirmed and shall continue in full force and effect in accordance with its terms. 5. Counterparts. This Amendment may be eicecuted in identical counterparts, which when taken together shall constitute one and the same instrument. A counterpart transmitted by facsimile shall be deemed an original for all purposes. IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of the date first above written. CITY OF AUBURN JOHN J. RICE � BY Nancy B c s, Mayor Name Attest: Title ���CC�L7sa>J��`�--� Danielle Daskam, City Clerk Appro toform: � Daniel B. Heid, Auburn City Attorney Rice/Auburn 1n Amendment 2.12.2014 Page 2 of 2 . � WHEN RECORDED RETURN TO: IIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIII�IIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIII I City of Auburn I City Clerk 25 West Main 201403310�0244 Auburn, WA 98001 STEWpRT TITLE WD 76.00 PiiGE-001 OF 005 03/31/2014 10:14 KING COUNTY, W{i Escrow Number: 14000200071 Filed for Record at Request of: Stewart Title Guaianty Company•National TiUe Services DOCUMENTS TITLE�S): arranty Deed REFERENCE NUMBER�S)OF DOCUMENTS ASSIGNED OR RELEASED: 0140227001160 RANTOR(S): ohn J. Rice GRANTEE(S): City of Auburn BBREVIATED LEGAL DESCRIPTION: Ptn. Lt. 3, Blk. 4, East Auburn Garden Tracts AX PARCEL NUMBER�S): 15400-0120-OS HIS STATUTORY WARRANTY DEED IS BEING RE-RECORDED TO ATTACH THE LEGAL DESCRIPTION AS SHOWN ON EXHIBIT"A" E2659956 03/31/2014 10:I4 . KING COUNTY, Wii SfiLE $$0.00 PpGE-001 OF 001 � LP801-OS ' Page 1 of 1 I , . :. • --- - __._.... -- 2�140227��1160 STEUqRT TITLE WD 73.00 ' PiiGE-001 OF 802 02/27/2010.18:11 KING COUNTV,- Wi Retum Address; S��EWART TI�Lr E�655259 City of Auburn eziz�izeia t5:s0 CI Clerk �/ y�{�� KING COIWTY, YR ry ( S' r� TiiX 5806.00 25 Wal Main SaLE 5<5�000.00 PRGE-003 OF 001 Aubum, WA 98001 �� Above this line rcserved for recording infortnatian. WARRANTY DEED Reference N(if applicable): N/A GrantodBortower: John J.Rice,an wmarried man GrancedAssignee/Beneficiary: Ciry of Aubum,a Washington Municipal Corporation � , Le�al DescriptioNSTR: THE NORTH l40 FEET LESS THE WEST 126 FEET OF LOT 3 IN BLOCK 4 OF EAST AUBURN GARDEN TRACTS,ASPER PLAT RECORDED 1N VOLUME 18 OF PLATS,PAGE 98,RECORDS OF KING COUNTY AUDITOR; SITUATE W THE COUNCY OF KING,STATE OF WASHIlVGTON. Assessor's Tax Percei IDtl: 2154000120 For and in consideration of the sum of TEN DOLLARS ($10.00) and other good and valuable consideration, mceipt of which is hereby acknowledged, Grantor, John J. Rice, an unmarried man, hereby conveys and wazrants to the City ot Auburn, a municipal corporation of the State of Weshington, Grantee herein, its successors and assigns, the property legally described and depicted in Exhibif"A," attached hereto and incorporated herein by this reference(the"Properry"). IN WITNESS WI-IEREOF, the Grantor has caused this instrument to be executed this 26thday of Februarv , 2014. Grantor: John J. Rice By: �u.G�-vN V.l�,�fJ Sllf.[�'_Q_ . THIS WARRANTY DEED IS BEING RE-RECORDED TO ATTACH THE LEGAL DESCRIPTION AS SHON?N ON EXHIBIT"A" � . � �� . ' STATE OF WASHINGTON ) )ss. Counry of KING ) I certify that I know or have satisfactory evidence that JOHN J. RICE is the person who appeered before me, and said person acknowledged thet.he signed this instrument, on oath stated that he was . authorized to execute the instrument and azknowledged it ac the free and voluntary act of such parry for the uses and purposes mentioned in tliis instrument. Dated Februarv 26 . 2019 •G� A�y �v�-y , �vo{,�y Natary Public in and far the State of WA residing at UG�'5��� My appointment expires / Notary PuDiic State of Waehinpton ANYA WRIGHi MY ADPolntmant Exphe�Jin Y4.2017 � � -- EXHIBIT "A" LEGAL DESCRIPTION The North 140 feet less the West 126 feet of Lot 3, Block 4, East Auburn Garden Tracts, according to the plal thereof recorded in Voiume 18 of Plats, Page(s) 98, rewrds of King County, Washington. Situate in the County of King, State of Washington.