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HomeMy WebLinkAboutAD1996-0218 - Original - Community Health Centers of King County - Purchase of 403 East Meeker - 07/12/1996 36662 REAL ESTATE PURCHASE AND SALE AGREEMENT(Commercial and/or Investment) (WITH EARNEST MONEY PROVISION) THIS IS A LEGALLY BINDING CONTRACT,READ BOTH FRONT AND VBACK CAREFULLY BEFORE SIGNING. q G .�• �� ,, County y�.�_y_�y�aj Washington ---.,1..-9 6 The undersigned Purchaser, ( Inl y Hea1�1-Ceners-Qf- -nq `°1`�'-"'J -� rUfi t 0T1--1ni-the State-of-state -of (Kent C( mlunity Health Center agrees to purchase and the undersigned Seller agrees to sell,on the following terms,the property common lykiroK�ns County,Washington,legally described as 403 E. Meeker _Street in the city of ----Kent-__ -- - King--g— --- (full and complete legal description must be inserted prior to execution by parties): Legal description attached as Exhibit A and incorporated herein. Additionally, Purchaser is purchasing back from Seller all contract rights contained in a certain Contract to Convey dated 10/6/94, which was recorded under Auditor's No. 9410130252, a copy of which is attached as Exhibit B and incorporated herein. Upon closing the parties shall execute an agreament which terminates Purchaser's obligation to convey the property to Seller herein. One Hundred F�ftv Tho�ls�nd DQl l ate_—— _ -- ----- -- -- 1. PURCHASE PRICE. The total purchase price is -- payable as follows: All cash at closing. 2. FINANCING.The offer isV is not conditioned upon Purchaser obtaining financing.If it is.Purchaser agrees to make application immediately and to pay for credit report,appraisal charges,and related costs. 3. CONTINGENCIES.This agreement is conditioned upon_. _- - --- -- - ---------- y/§'R lfe'P'�j Y]t 4. CONDTTION OF TITLE.Title to the propert r a cumbrances or defects,except those matters shown under CONDITION OF TITLE ON THE REVERSE, � SIDE HEREOF,and except for: - -_- Encumbrancestob dk'S�jharge bY�{"erovideptit�'etinsurancelntoyPurchaserIonl ielpropertyndescribedeindExh bitdAdlonlyi.arges or assessments. §I 1 er sal I p ►,, z 19% This sale shall be closed by Curran, Kl eweno & Johnson P.S. 5. CLOSING OF SALE.This sale shall be closed on or before—�-�-'�-. -. - �- - 555 W. $ITllth St., Kent, WA _ or such other closing agent as Purchaser shall designate subject to the Closdng- Unavoidahle Delay"clause on the reverse side hereof.Purchaser and Seller will,inunediale.ly nn demand,deposit wile Closing Agent all instrunu uts and nxmies roquirod torompintelha purchusu ill accurdnm:o Willi I Ills agmm�nett,"Closing"uunms leodnte on whicld ell dociiindmts nru rururdndl wdd III(!rmlo procrd,dcuunnvul lnldu to Seller. ti. CLOSING COSTS AN D PRO-RATION.Seller and Purchaser shall each pay one-half of escrow fee.Seller shall pay the real estate they excise tax and for revenue without The Agent's commission is due on closing or upon Seller's default on this Agreement,whichever occurs first"I'he amount or due d a the Agent's written consent. haser,rents,interest,murtgagr, escrvos,and utilities,shall be,pro-rated its of(:losing.l In ;d ernrd dr,pusdls Taxes for the current year,insurance acceptable to tee Purc Oil tenancies,and remaining mortgage or other reserves shall be assigned to Purchaser at closing. 7. POSSESSION.Purchaser shall be entitled to possession_. 1V/A._ Purchaser-already--in H. SELLER WARRANTIES.Seller warrants that: (a)to the best of seller's knowledge, any improvenioits on the property meet all applicable,building and zoning rcg�?tar rrovemenisonthe received claiiii or notice of any or Enlluti+ingin tide best of seller's knowledge there am no material defer is ill I an}m E property, 9. SPECIAL PROVISIONS.IN ADDITION TO THE PROVISIONS ON THE REVERSE SIDE HEREOF,the following additional Attachments are part of this Agreement: 10. LEASED FIXTURES.Seller warrants that there are no leased fixtures on the property exa;p : -- ---- - WA 11. AGENCY DISCLOSURE.Atthesigningof this agreement,these ingagent _ (oameoPcrtf c );atidthe Y (name of agent)represented - - (name of agent) listing agent N/A - - __(name of party). Elicit party represented signing this document confirms that,pursuant to W.A.C.308-124D-040,prior oral and/or written disclosure of agency was provided to him/ier in this ransac emr. .................... .................................................................................................................................................................................................. -0- ---_,frmn the Purchaser in the form of l 1 cash; 12. EARNEST MONEY RECEIPT.Agent hereby roceipts for earnest money in the am ou nt of$- -_ ___ -_ -_ -. i_1 personal check;0 cashier's check;0 promissory note due-.-... - -- - --- -- -- as earnest money in partial payment of the purchase price.Agent shall deposit any check only after Purchaser and Seller have signed this Agreement.Agent may,at Agent's option,disburse the earnest money to the closing agent. __ __ By - - -- -- AGENT _ - ---- --- Salesperson Office ...................................................................................................................................................... 13. AGREEMENT TO PURCHASE-AND TIME LIMIT FOR ACCEPTANCE.Purchaser offers to purchase the property on the above terms and conditions.Seller shall have until mid " t of __,_-__,to accept this offer by delivering a signed copy hereof to the Agent.If this offer is not so accepted,it shall lapse and the gee 1 nd t st money to the Purchaser. 1025 S. 3rd St., Suite A Purchaser Purchaser's Address-- -Eton-,-1�A - - - _ -- /Q Purchaser's Telephone:home—_ ---office� _��-�3 _. Purchaser -IM -- .......................................................................................................................................................................................................................... 14. SELLERS'ACCEPTANCE AND BROKERAGE AGREEMENT.Seller agrees to sell the property on the terms and conditions speth ci e Agherent If,and f money agrees to pay ned a commission of - - - as liquidate cages,any advances by en r P c s or Seller shall be reimbursed from the earnest money.Seller acknowledges receipt of a Purchaser-signed copy of thi Agr em lltr ACCEPTED - - SELLER B Seller's Address SELLER -__ - -- --- -- --- Cl of Kent Seller'sTelephone:home_.— _._office__ _ ------ ----- .....................................................................................................................-.................. 15. PURCHASER'S RECEIPT.Purchaser acknowledges receipt of a Seller-signed copy of this agreement on— _-_- ----- -- -----' PURCHASER EXHIBIT "A" lots 20, 21, and 22, Block 13, Washington Central Improvement Co.'s First addition to Kent, according to the plat thereof recorded in Vol. 3 of Plats, page 97, in King County, Washington. u CORDINa MAID TO: y 11LEWEN0 & JOHNSON, P.S. POST OFFICE BOX 140 KENT, WAS WON 98035-0140 ru w ru 0 CONTRACT TO CONVEY o a WHEREAS, the CITY OF KENT, (hereinafter "City of Kent") a ,C municipal corporation in King County, Washington, has disbursed funds to COMMUNITY HEALTH CENTERS OF KING COUNTY, a nonprofit S corporation (hereinafter "Community Health Centers") , for the purchase of real estate legally described herein, and m WHEREAS, Community Health Centers has purchased the real properties and title to the properties is vested in Community 8 Health Centers , and ^� b WHEREAS, in consideration of the provision of funds by the City of Kent for the purchase of the properties, Community Health Cat Centers has agreed to transfer title to the real properties to City cc of Kent, g WHEREAS, the parties desire to reduce their agreement to writing, NOW, THEREFORE, in consideration of the mutual promises T4 contained herein, the parties agree as follows: 1. Community Health Centers agrees to convey all of its right, title and interest to the following legally described properties to the City of Kent no later than five (5) years from the date of this agreement; or the completion of the building project(s) by Community Health Centers on the properties, whichever occurs soonest: Parcel 1 Lot 19, Block 13 , Washington Central Improvement Co. Is First addition to Kent, according to the plat thereof recorded in Vol. 3 of Plats, page 97, in King County, Washington. Parcel 2 Lot 18 , Block 13 , Washington Central Improvement Co. Is First addition to Kent, according to the plat thereof recorded in Vol. 3 of Plats, page 97, in King County, Washington. 2 . Contemporaneously with the conveyance of the properties to the City of Kent, the City of Kent shall execute a lease with CONTRACT TO CONVEY - Page 1 of 2 i Community Health Centers on the properties with terms substantially the same as the existing lease between the City of Kent and Community Health Centers for real estate adjacent to the subject properties. 3 . Community Health Centers agrees to execute a statutory warranty deed conveying the subject properties to the City of Kent, to be held in escrow and released to the City of Kent for recording by the City of Kent in the event Community Health Centers dissolves, either voluntarily or involuntarily, prior to the time of the transfer of the subject properties to the City of Kent in accordance with this agreement. 4 . This agreement shall be binding upon the parties hereto, their successors or assigns. DATED this 162,�J- day of L �/ , 1994 . COMMUNITY HEALTH CENTERS CITY OF KENT: OF KING COUNTY: B �. ^ %��1� By: hn Campion It(51 J President Cti2 / In O C"7 �-1 O ?7 CONTRACT TO CONVEY - Page 2 of 2 EXHIBIT "Bly ADDENDUM TO PURCHASE AND SALE AGREEMENT The following is a part of the Purchase and Sale Agreement dated (undated) 1996, between City of Kent ("Seller"), and Community Health Centers of King County("Purchaser"). IT IS AGREED BETWEEN THE SELLER AND PURCHASER AS FOLLOWS: 1. The parties agree that the closing date shall be extended from July 12, 1996 to on or before August 12, 1996. ALL OTHER TERMS AND CONDITIONS OF SAID AGREEMENT REMAIN UNCHANGED. "PURCHASER" "SEL " Community Health Centers of King County: City f Ke t: By: By: Date: Date• �� CLOSING STATEMENT SELLER: City of Kent PURCHASER: Community I lealth Centers of King County DATE: Closing Date - 7/29/96 SELLER'S ACCOUNT Charee Credit Sales Price 150,000.00 Escrow Fee 400.00 Title Insurance 657.86 Utilities Outside Escrow Due to Seller 148,942.14 TOTAL 150,000.00 150,000.00 1. "There has been no pro-rate of insurance,utilities or utility deposits,or additional lease charges,if any. 2. Ibis closing statement is subject to final audit and if legitimate monetary error is discovered or any encumbrances of record necessary to clear title,such differences or payment are to be assessed and immediately collected from or refunded to the parties liable lherclore. 3. YOUR SIGNATURE,ACKNOWLEDGES THAT TT IESE DOCUMENTS HAVE BEEN PREPARED WITH STRICT IMPAR,rIAL.ITY AND THAT C:URRAN. KLEWI.;NO & JOHNSON, P.S., ITS EMPLOYEES, OFFICERS, OR SHAREHOLDERS HAVE MADE,NO REPRESENTATIONS OR REPRESENTATIONS WI IA"rSOEVER,REGARDING TI IE TERMS OF Tf IIS TRANSACTION.YOU I IAVE BEEN SPECIFICALLY INFORMED OF TI IE ADVISABILITY OF SEEKING INDEPENDENT LEGAL COUNSEL, REGARDING THE TERMS OI' THIS TRANSACTION AND THE CONTENT AND LEGAL, CONSI?QuENCES OF THE DOCUMENTS, AND ARE NOT RELYING ON SAID ATTORNEYS IlOR LEGAL OPINIONS OR ADVICE. 4. Your signature acknowledges any change referenced or made in the final closing documents as being authorized and understood by you. To the extent that the language contained in the final draft closing documents differs from the earnest money receipt and agreement, earlier sale and purchase agreement and/or any related addendum,your signature ratifies said changes and you specifically waive any and all claims or liability against Curran,Klc%veno&Johnson,P.S.,its employees and shareholders based upon discrepancies between the final documents and the earlier stated agreements or addenda. 5. The parties acknowledge that Escrow has made no representations as to the issuance or existence of any insurance of any kind. The parties acknowledge that they have been cautioned as to the advisability of securing insurance coverage and that said coverage should he effective as of the date and time of closing. The parties agree that the transfer of existing policies or obtaining coverage shall he strictly the responsibility of the parties,outside Escrow. SIGNED AND DATED this_`0L (lay of_ SELLER: City of Kent U) Ln a z O u� J :•I CU r+ 0 CY) N N I rncj l a rn i Z it O 1 d9 ' _z U O cla 1 �O 1 0U `0 1 w f- o � ' N i W U LA 1 J M L y 1 Y i- +-� J 1 Z 1 Q ._ U co +.o d a r M fo O 06 cc � O c 2 O E F-- .a E � 0 —4 F-- rta U N OC 1 O O N L �■ a cr: L z z m N _ r" z3 s O =Q � Z O o O-j o O -,�1--o rn Z Ln ca a 14 z o rU U)Xo Z .a z z W Z N m e W ZO= moo m mLm Ln LLr xac�m 0 3. � m Y Z �3 mo d O Z Q Y W r--� c LL- w O OC O 0 O U LL O w¢ >�"o O a�0 LL REVOCATION OF CONTRACT TO CONVEY WHEREAS,the CITY OF KENT,a municipal corporation in King County, Washington,and COMMUNITY HEALTH CENTERS OF KING COUNTY, a Washington nonprofit corporation,entered into a Contract to Convey dated October 6, 1994 and recorded October 13, 1994 under Auditor's No. 9410130252, and WHEREAS,the City of Kent and Community Health Centers of King County wish to terminate Community Health Centers of King County's obligation to convey to the City of Kent the real property described in said Contract,which property is described on Exhibit A attached hereto and incorporated by reference herein, NOW,THEREFORE, in consideration of the mutual promises made herein,the parties agree as follows: I. The parties herein acknowledge and agree that they entered into a Contract to Convey,dated October 6, 1994 and recorded October 13, 1994 under Auditor's No. 9410130252,wherein Community Health Centers of King County agreed to convey the following described real property to the City of Kent under terms and conditions set forth in said Contract: Lots 18 and 19, Block 13, Washington Central Improvement Co.'s First Addition to Kent, according to the plat thereof recorded in Volume 3 of Plats,page 97, in King County, Washington. 2. The parties agree that said Contract to Convey is hereby revoked,and further that any obligation of Community 1-lealth Centers of King County to convey the properties described herein to the City of Kent is hereby terminated. ated this day of U I—j , 1996. ity of Kent V W site, ayorunity Health Centers o King County By:James R. Rauch,Jr., President State of Washington County of King 1 certify that I know or have satisfactory evidence that JIM WHITE is the person who appeared before me, and said person acknowledged that he signed this instrument,on oath stated that he was authorized to execute the instrument and acknowledged it,as the MAYOR of THE CITY OF KENT,to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument. •Nquu�h�•� ••• kq ANN hi9'•. Dated: �.�"'' '••S :> Print am : ': Notary Pu tic in aW for xXashington PUBLIC Residing at ;'(; Commission expires — �►• Y! is r �'••-P WAS%A`�.•. he (o 07 30 0 3Q __________________________________ r*ISmpAcspnowosoronnsoonosnmone FILED FOR RECORD aT REQUEST op ' ! ' WHEN RECORDED RETURN To i � Name---C��rr�D ^ Kl8w8D�0 & JDhDD0D�_P ^ 5 , _______ P . 0 Box 140 Address............................................................................................................................... WA 98035-0140 ! ! on' um�.o�---. ' � Statutory Warranty Deed THE GRANTOR THE CITY OF KENT for and bz consideration mf TEN DOLLARS AND OTHER VALUABLE CONSIDERATION io hand paid,conveys and warrants mv COMMUNITY HEALTH CENTERS OF KING COUNTY , d Washington nonprofit C0rDOFDtiOn , the fuOmviog described real estate,situated io the County of KING ,State vfWashington: LOTS 20 , 21 AND 22 , BLOCK 13 , WASHlNGT0N CENTRAL IMPROVEMENT CO . / S FIRST ADDITION TO KENT , ACCORDING TO THE PLAT THEREOF , RECORDED IN VOLUME 3 OF PLATS , PAGE 47 , IN KING COUNTY , WASHlNGTON , °y - ~^� ��� --. ="-""'—np'�,_.�*~"_,________________ ________________________________ lT KENT ....... '_''--_'--_''_------.--..---'.---''----- -----__-- -_--.----' JIM WHITE , MAYOR � --------_-------.----_---_--------' ------''_-'_-'__---'_-_'-_-------.-' STATE OF WASHINGTON STATE OF WAGHINQTON ( as. uo COUNTY QF.---_-'---_---/ COUNTY OF.........�]'n.g............................ / On this day personally appeared before om Ootbis-' of................................................................. 19............. before me, the undersigned, a Notary Public in and for the State of Wash- -----------------.---------_--- ing!90 duly and sworn, personally appeared................................ u,mr known u, be the individual described ivand Jim White who executed the within and foregoing instrument, opd'______ ___ ____` and oo6uvw�doed�that ------ o�oo6the *amo* u`momkoo~o »ubo �bo ']���DI---.�������6�--------'��&"A free and tle �.i. f....K.e. for the uses and purposes the AMq% the corporation that executed the foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said corpor- SION atiop, f �he uses and purposes therein mentioned, and on oath stated that or .......... authorized to execute the said instrument and that the seal GIVEN under my*hand a A I a affixed it the corporate sea]of said corporation. __� �O hand year first % ------- _-'---�^ -_---. Notaryruu� mn �� mou�' Publi and the State of Washington, /ngtnn. residing at...................... .......... r ON F. u?lS ' PLEASE TYPE OR PRINT REAL ESTATE EXCISE TAX AFFIDAVIT This form is your receipt when stamped PLEASE SEE REVERSE by cashier. CHAPTER 82.45 RCW -CHAPTER 458-61 WAC For Use at County Treasurer's Office (Use Form No. 84-MIB for Reporting Transfers of Controlling Interest of Entity Ownership to the Department of Revenue) THIS AFFIDAVIT WILL NOT BE ACCEPTED UNLESS ALL AREAS 1-7 ARE FULLY COMPLETED Q Name___ith_e_L_Lt_y_Qf_K.e Name__C.ammu-ni_t_y_Ke.a_l.th_C-e-n_ter-s_-of___- 99 King County _ w� Street—_2_�_F.Q Lr_th_A_V e -__ Street__14.2 5_$D .__3Z CL.$ ._,—$_U 1 t.E-�i --- t7 is City/State/Zip Kent _wA-9_U-12 City/State/Zip_Re_n_to n--,-_._W_A - ADDRESS TO SEND ALL PROPERTY TAX RELATED CORRESPONDENCE ALL TAX PARCEL NUMBERS xxx ihT: _—__.-.�-----__--- -_1_1__00 -- 00 Name mmunist�Hea1th Centers of King 917960 — 7 0 11 05-05 Street_ 25_SQ r t _3.r�5_ 11itP -----A - 91--7960 0 --- . 55 City/State/Zip`_.Renton A 980� W — — © LEGAL DESCRIPTION OF PROPERTY SITUATED IN ❑UNINCORPORATED COUNTY ® OR IN CITY OF K P n t Street Address (if property is improved): 403 F M P P k P r Kant W A 98031 Lots 20 , 21 and 22 , Block 13 , Washington Central Improvement Co . ' s First Addition to Kent , according to the plat thereof recorded in Volume 3 of Plats , page 97 , in King County , Washington . ® Is this property currently: YES NO ®Description of tangible personal property if included in sale(furniture, appliances, etc.) Classified or designated as forest land? El Chapter 84.33 RCW Classified as current use land (open space, farm ❑ and agricultural, or timber)?Chapter 84.34 RCW Exempt from property tax as a nonprofit ❑ ® If exemption claimed, list WAC number and explanation. organization? Chapter 84.36 RCW 4 5 8-61 -4 2 0 Seller's Exempt Reg. No. ___—————— WAC No. (Sec/Sub) .. ____—._— ------- Receiving special valuation as historic ❑ ® Explanation ._transfer of Y e a U—r o pert property? Chapter 84.26 RCW from a municipal cor-p_orati on Property Type: ❑ land only ❑ land with new building -- -- ® land with previously used building ❑ land with mobile home Type of Document $t a t U t 0 r y W a r r a n� D e e d ❑ timber only ❑ building only —� Date of Document ---- Principal Use: ❑ Apt. (4 + unit) ❑ residential ❑ timber ❑ ricultural ❑ commercial/industrial Gross Sale Price $_ 1 5-0 0_0 0-. 0 0 in other h e a 1 ti care Personal Property (deduct) $ © (1) NOTICE OF CONTINUANCE (RCW 84.33 or RCW 84.34) Taxable Sale Price $ Excise Tax: State $ If the new owner(s)of land that is classified or designated as current use or forest land wish to continue the classification or designation of such Local $ land,the new owner(s)must sign below.If the new owner(s)do not desire Delinquent Interest: State to continue such classification or designation, all compensating or addi- Local $ tional tax calculated pursuant to RCW 84.33.120 and 140 or RCW Delinquent Penalty: State 84.34.108 shall be due and payable by the seller or transferor at the time of sale.The county assessor must determine if the land transferred qualifies Total Due $---0 to continue classification or designation and must so indicate below. THERE IS A$2.00 FEE FOR PROCESSING THIS FORM IF NO TAX IS DUE Signatures do not necessarily mean the land will remain in classification or designation. If it no longer qualifies, it will be removed and the com- A F F I DAV I T pensating taxes will be applied. All new owners must sign. I certify under penalty of perjury under the laws of the state of This land ❑does ❑does not qualify for continuance. Washington that the foregoing is true and correct(See back of this form). Date Signature of DEPUTY ASSESSOR Grantor/Agent (2) NOTICE OF COMPLIANCE (Chapter 84.26 RCW) Name (print) of Kent/By Jim White Mayor If the new owner(s)of property with special valuation as historic property �'? Kent W A wish to continue this special valuation the new owner(s)must sign below. Date & Place of S nin If the new owner(s)do not desire to continue such special valuation, all If additional tax calculated pursuant to Chapter 84.26 RCW, shall be due Signature of and payable by the seller or transferor at the time of sale. Grantee/Agen 2jc z?, CHC.&- (3) OWNER(S) SIGNATURE Name (print)C 0 A u n i t Y H e a l t Centers of Ki nQ County Date & Place of Signing 7 S �� � � LJ4 Perjury: Perjury is a class C felony which is punishable by imprisonment in a state correctional institution for a maximum term of not more than five years,or by a fine in an amount fixed by the court of not more than five thousand dollars($5,000.00),or by both imprisonment and fine (RCW 9A.20.020 (1C)). REV 94 0001a(6-16-95)(PD 11/29/95) FOR TREASURER'S USE,ONLY COUNTY TREASURER