HomeMy WebLinkAboutPK04-248 - Original - Northwest Housing Guild, LLC - Sale of Parcel Numbers 3422059187 & 3422059192 - 07/17/2003 O Records Management
KEN W♦SHINOTON Document
CONTRACT COVER SHEET
This is to be completed by the Contract Manager prior to submission to City Clerks Office. All
portions are to be completed, If you have questions, please contact Mary Simmons,City
Clerks Office.
Vendor Name:
Contract Number.•
This is assigned by Mary Simmons
Vendor Number:
Project Name: �G
Contract Effective Date:
Contract Termination Date:
Contract Renewal Notice (Days):
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ADCL7832 07102
REAL ESTATE PURCHASE AND SALE AGREEMENT
This Agreement is entered between the CITY OF KENT, a Washmgtommunicipal
corporation, whose mailing address is 220 4th Ave. S, Kent, Washington 98032, ("Seller"), and
NORTHWEST HOUSING GUILD, LLC, whose mailing address is 13110 NE 177t' Place,
#118, Woodinville,Washington("Buyer"), for the sale and purchase of real property as follows:
1. PROPERTY. The property, including all improvements and appurtenances
situated thereon, which Buyer agrees to buy and Seller agrees to sell, is approximately 10.22
acres, legally described in the attached Exhibit A, incorporated by this reference, and identified
as King County tax parcel numbers 3422059187 and 3422059192 ("Property"). The Buyer's
Planned Unit Development Proposal for Eagle Creek, dated April 23, 2003, is attached as
Exhibit B and the Buyer's Conceptual Site Plan and City Park is attached as Exhibit C, both of
which are incorporated by this reference. The legal description for the City Park, which is not
being sold to Buyer is described in Exhibit D and incorporated by this reference.
2. PURCHASE PRICE. The purchase price for the Property is One Million Eight
Hundred Fifty Thousand Dollars and No/100ths ($1,850,000.00) to be paid at Closing. This
purchase price is based on a value of Two Hundred Fifty Thousand and 00/100 dollars
($250,000.00) for the existing home and the lot to be created for that home, plus One Million Six
Hundred Thousand dollars ($1,600,000.00) for the remaining property. The purchase price is
based upon the Seller approving the preliminary plat of Eagle Creek for a minimum of forty-nine
(49) lots. Should the number of lots approved per Section 3(d) below be less than 48 lots, then
the purchase price shall be decreased by $33,333.33 ($1,600,000 divided by 48 planned lots) per
lot not approved. Should the number of lots approved per Section 3(d) below be more than 49
lots, then the purchase price shall be increased by $33,333.33 per lot in excess of 49 lots
approved.
3. CONTINGENCIES. This Agreement is contingent upon:
(a) Acceptance of its terms by the Kent City Council.
(b) Buyer's review and approval of the title report according to Section 4(b).
(c) A Feasibility Study as follows:
(i) Buyer shall have sixty (60) days from the date of mutual
acceptance of this Agreement to determine, in Buyer's sole and absolute discretion, if the real
property is feasible for investment and/or development by Buyer. Buyer agrees to assume all
liability for and to defend, indemnify and save Seller harmless from all liability and expense
REAL ESTATE PURCHASE AND SALE AGREEMENT—Page 1 of 7
(between City of Kent and Northwest Housing Guild for Eagle Creek) (July 15,2003)
(including reasonable attorneys' fees) in connection with all claims, suits and actions of every
name, kind and description brought against Seller or its agents or employees by any person or
entity as a result of or on account of injuries or damages to persons, entities and/or property
received or sustained, arising out of, in connection with or as a result of the acts or omissions of
Buyer or its agents or employees in exercising its rights under the right of entry granted in this
Section, except for claims caused by Seller's negligence.
(ii) Buyer's feasibility study may include, but is not limited to utilities
availability and capacity, access availability, zoning, preliminary architectural and engineering
studies, marketing feasibility.
(iii) Buyer agrees to conduct its feasibility study at its sole cost and
expense; and if Buyer does not remove the feasibility contingency on or before the expiration
of the feasibility period, then Buyer also agrees, if requested by Seller, to deliver to Seller
copies of all information and documentation obtained or developed by Buyer in connection
with its feasibility study.
(iv) If Buyer fails to notify Seller of the removal of the
contingencies in Section 3(c) in writing, on or before sixty (60) days after mutual acceptance,
then this Agreement shall be terminated, and neither Buyer nor Seller shall have any further
rights, duties or obligations hereunder, except that Buyer agrees to return the real property to
its original state (i.e., fill all boring holes, etc.).
(d) Preliminary Plat Approval as follows:
(i) Seller obtaining preliminary plat approval and approval of a
planned unit development based upon Buyer's Planned Unit Development Proposal for Eagle
Creek, Exhibit B, and Buyer's Conceptual Site Plan and City Park, Exhibit C, which are
subject to changes mutually agreed upon by the parties, but in no event shall the preliminary
plat approval and approval of a planned unit development fall below 45 lots.
(ii) Seller agrees to pay the application fees and other costs associated
with the process of obtaining preliminary plat approval and approval of the planned unit
development. Seller agrees to pay for and provide the necessary drawings and any modifications
of those drawings needed to obtain preliminary plat approval and approval of the planned unit
development. Buyer agrees to reasonably cooperate and participate in Seller's efforts to
obtain preliminary plat approval and approval of the planned unit development. Should the
Closing not occur for any reason whatsoever, all documents (including, without limitation,
drawings, designs, and specifications provided by Buyer's agent, the Mithun Company),
permits, approvals, and other property and rights associated with the application for
preliminary plat approval and approval of the planned unit development (the "Development
Rights") shall become the sole property of Seller, and Buyer agrees to execute any and all
documents which may be necessary to effectuate any transfer of the Development Rights to
Seller.
REAL ESTATE PURCHASE AND SALE AGREEMENT—Page 2 of 7
(between City of Kent and Northwest Housing Guild for Eagle Creek) (July 15,2003)
4. TITLE.
(a) Conveyance. At Closing Seller shall convey to Buyer fee simple title to
the Property by duly executed and acknowledged statutory warranty deed (the "Deed"), free and
clear of all defects and encumbrances (for purposes of this Agreement; the following shall not be
deemed encumbrances or defects: reasonable and customary rights reserved and federal patents
or state deeds; building or use record) and subject only to those exceptions that Buyer approves
pursuant to this Agreement (the "Permitted Exceptions").
(b) Preliminary commitment.
(i) Buyer shall order a preliminary commitment for an owner's ALTA
extended coverage policy of title insurance in the amount of the Purchase Price to be issued by
Land America Transnation, whose address and telephone number is 14450 Northeast 29`h Place,
Suite 111, Bellevue, Washington 98007, (425) 628-2794 (the "Title Company") and
accompanied by copies of all documents referred to in the commitment (the "Preliminary
Commitment"). Buyer shall advise Seller by written notice what exceptions to title, if any, are
disapproved by Buyer("Disapproved Exceptions") within fifteen (15) business days of receipt of
the Preliminary Commitment and legible copies of all exceptions to title shown in the
Preliminary Commitment. Seller will have fifteen (15) days after receipt of Buyer's notice to
give Buyer notice that (i) Seller will remove the Disapproved Exceptions or (ii) Seller elects not
to remove the Disapproved Exceptions. If Seller fails to give Buyer notice before the expiration
of the fifteen (15) day period, Seller will be deemed to have elected not to remove the
Disapproved Exceptions.
(ii) If Seller elects not to remove any nonmonetary Disapproved
Exemptions, Buyer will have until the expiration of the feasibility study period to notify Seller of
Buyer's election either to proceed with the purchase and take the Property subject to those
exceptions, or to terminate this Agreement. If Buyer elects to terminate this Agreement under
this Section, the escrow will be terminated, all documents and other funds will be returned to the
party who deposited them in escrow, and neither party will have any further rights or obligations
under this Agreement except as otherwise provided herein. If this Agreement is terminated
through no fault of Seller, then Buyer shall pay any costs of terminating the escrow and any
cancellation fee for the Preliminary Commitment.
(c) Title policy. Seller shall cause the title company to issue to Buyer at
Closing an ALTA extended coverage owner's policy of title insurance insuring Buyer's title to
the Property in the full amount of the purchase price subject only to the Permitted Exceptions
(the "Title Policy"). The Title Policy must be dated as of the Closing date. Seller shall pay what
would have been the cost of a standard coverage policy and Buyer shall pay the remainder due
for the ALTA extended coverage policy.
REAL ESTATE PURCHASE AND SALE AGREEMENT—Page 3 of 7
(between City of Kent and Northwest Housing Guild for Eagle Creek) (July 15,2003)
5. CLOSING COSTS AND PRO-RATIONS. The cost of escrow shall be shared
equally between Buyer and Seller, except those fees which are expressly limited by Federal
Regulation. Seller shall pay for excise tax and revenue stamps, should they become due for this
transaction. Taxes for the current year, rents, interest, water and other utility charges, if any, shall
be pro-rated as of date of Closing unless otherwise agreed.
6. CLOSING OF THE SALE. WITH THE UNDERSTANDING THAT TIME IS
OF THE ESSENCE FOR THIS AGREEMENT, this sale shall be closed within thirty (30) days
of the Seller obtaining approval of the preliminary plat and the planned unit development
described in Section 3(d), unless said Closing date is extended in writing by mutual agreement of
the parties ("Closing"). The parties will in good faith use their best efforts to close tlus sale no later
than February 15, 2004. However, in the event that Buyer has not obtained approval of the
preliminary plat and the planned unit development described in Section 3(d) by June 15, 2004,
this agreement shall be terminated, unless the parties, in writing, mutually agree to extend the time
for approval and Closing. When notified,the Buyer and Seller will deposit,without delay, in escrow
with Land America Transnation, whose address and telephone number is 14450 Northeast 29ih
Place, Suite 111, Bellevue, Washington 98007, (425) 628-2794, all instruments and monies
required to complete the transaction in accordance with this Agreement. At Closing, all documents
will be executed and the sale proceeds will be available for disbursement to the Seller.
7. CASUALTY LOSS. If prior to Closing, improvements on said premises shall be
destroyed or materially damaged by fire or other casualty,this Agreement shall continue in full force
and effect without any reduction in price; provided, all insurance proceeds or coverage available to
cover casualty damage to the improvements on the Premises will be applied to the purchase price by
Seller at Closing. Seller represents that its purchase and sale agreement for the Property with Don
and Barbara Clasen requires the Clasen to maintain the current levels of insurance on the Property
until Buyer takes possession.
8. POSSESSION. Buyer shall be entitled to possession on Closing, with the exception
of the residence on Tax Parcel No. 3422059187. Buyer shall be entitled to possession of the
residence(90) days following Closing,subject to the lease and salvage provisions in Section 9.
9. LEASE AND SALVAGE. As part of the consideration for the sale of the Property,
Buyer agrees to lease the house, currently located on King County Tax Parcel No. 3422059187, to
Don and Barbara Clasen, rent free for ninety (90) days after Closing. Upon Closing, Seller shall
cause the Clasen's to name Buyer as an additional insured for the residence in amounts no less than
$2,000,000.00 liability and $300,000 replacement coverage for the dwelling unit. The lease to be
executed is attached as Exhibit E. Buyer may agree to a longer lease term, but that will be at
Buyer's sole discretion. Buyer acknowledges that Don and Barbara Clasen are entitled, by the
Clasen' agreement with the Seller, to salvage, at the Clasen' cost, the following items: all fences
on the Property, the red barn, the "old" loafing shed, any small plants on tax parcel number
3422059187, and any personal property or fixtures from the white house on parcel number
3422059192. The Clasen will have not less than ninety days to complete the above-referenced
salvage (the "Salvage Period'); however, the Salvage Period will not commence until the Buyer,
REAL ESTATE PURCHASE AND SALE AGREEMENT—Page 4 of 7
(between City of Kent and Northwest Housing Guild for Eagle Creek) (July 15,2003)
s
through its purchaser, Northwest Housing Guild, provides the Clasens thirty (30) day prior written
notice of the commencement of the Salvage Period. Accordingly, the minimum time allowed for
salvage would be 120 days, if the City's purchaser were to provide its written notice on the day of
closing.
10. SELLER'S REPRESENTATIONS. Seller represents:
(a) that it will maintain the property in present or better condition until time of
agreed possession, excluding reasonable wear and tear;
(b) that it has no knowledge or notice from any governmental agency of any
violation of laws relating to the subject property;
(c) that the property is not encumbered by any leases.
11. SELLER'S ENVIRONMENTAL REPRESENTATIONS. Seller represents
that to the best of its knowledge that it is not aware of existence of, or has caused or allowed to
be caused, any environment condition (including, without limitation, a spill, discharge or
contamination) that existed as of and/or prior to the Closing date or any act or omission
occurring prior to the Closing date, the result of which may require remedial action pursuant to
any federal, state or local law or may be the basis for the assertion of any third party claims,
including, claims of governmental entities. This provision shall survive the Closing and be in
addition to Seller's obligation for breach of a representation or warranty as may be set forth
herein.
12 SELLER'S INDEMNITIES. Seller agrees to indemnify and hold harmless the
Buyer, against and in respect of, any and all damages, claims, losses, liabilities, judgments,
demands, fees, obligations, assessments, and expenses and costs, including, without limitation,
reasonable legal, accounting, consulting, engineering and/or other expenses which may be
imposed upon or incurred by Buyer, or asserted against Buyer, by any other party or parties
(including, without limitation, a governmental entity), arising out of or in connection with any
breach of the representations made in Sections 10 and 11 of this Agreement This indemnity shall
survive the Closing.
13. PROPERTY SOLD IN "AS IS" CONDITION. In connection with its
Feasibility Study, Buyer will inspect those aspects of the Property, including, without limitation,
its physical condition, that Buyer deems necessary in order to make a determination whether to
purchase the Property. Buyer hereby acknowledges that it intends to purchase the property "as
is" and that it has received no representations or warranties from Seller as to the condition of the
Property other than that contained in Section 11 of this Agreement.
REAL ESTATE PURCHASE AND SALE AGREEMENT—Page 5 of 7
(between City of Kent and Northwest Housing Guild for Eagle Creek) (July 15,2003)
14. DEFAULT AND ATTORNEY'S FEES.
(a) Default. If either party defaults hereunder, the non-defaulting party
shall have all the rights and remedies available at law or in equity.
(b) Attorney's Fees and Costs. In the event of litigation to enforce any of the
terms or provisions herein, the prevailing party shall be awarded its reasonable attorney's fees and
costs.
15. NON-MERGER. The terms, conditions, and provisions of this Agreement shall
not be deemed merged into the deed, and shall survive the Closing and continue in full force and
effect.
16. NOTICES. All notices required or permitted to be given hereunder shall be in
writing and shall be sent U.S. certified mail, return receipt requested, or by facsimile transmission
addressed as set forth below:
(a) All notices to be given to Seller shall be addressed as follows:
John Hodgson,Director
Parks,Recreation&Community Services Department
City of Kent
220 Fourth Avenue South
Kent,Washington 98032-5895
(b) All notices to be given to Buyer shall be addressed as follows:
Cliff Running,Managing Member
Northwest Housing Guild, LLC
13110 NE 177`"Place,#118
Woodinville,Washington 98072
Either party hereto may, by written notice to the other, designate such other address for
the giving of notices as being necessary. All notices shall be deemed given on the day such
notice is personally served, or on the date of the facsimile transmission, or on the third day
following the day such notice is mailed in accordance with this paragraph.
17. ENTIRE AGREEMENT. This Agreement, including all incorporated exhibits,
constitutes the full understanding between Seller and Buyer. There have been no verbal or other
agreements that modify this Agreement.
REAL ESTATE PURCHASE AND SALE AGREEMENT—Page 6 of 7
(between City of Kent and Northwest Housing Guild for Eagle Creek) (July 15,2003)
18. BINDING EFFECT AND SURVIVAL. This Agreement shall be binding upon
parties hereto and their respective heirs, successors and assigns; and the terms, conditions and
provisions of this Agreement shall survive the Closing of this transaction.
19. DATE OF MUTUAL ACCEPTANCE. For the purposes of this Agreement, the
date of mutual acceptance of this Agreement shall be the last date on which the parties to this
Agreement have executed this Agreement as indicated below.
20. CONFIDENTIALITY. Prior to Closing, Buyer will not distribute or divulge, or
allow its agents or consultants to distribute or divulge, to other persons the information or
materials Buyer and its agents and consultants may generate in connection with Buyer's
feasibility study except as may be required by law. Buyer further agrees that prior to Closing,
except as may be required by law, it will not further divulge or further distribute any information
or materials concerning the Property except with Seller's consent. If Buyer elects not to
purchase the Property, and Seller requests copies of the written reports and studies prepared for
Buyer in connection with this Agreement, Buyer will deliver to Seller copies of the written
reports and studies.
21. FACSIMILE SIGNATURES. Facsimile signatures on this Agreement will
be considered originals.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date
set forth below.
SELLER: BUYER:
CITY KENT NORTHWEST HOUSING GUILD,
LLC
By:
Ji ite, Mayor By:
Cliff R ing Member
Dated:
Dated: ! 3
APPROVED AS TO FORM:
By: �7� !l -
Kent City Attorney
Dated: 7—/7—O,-�
P'-HILES`4OpwNMWVNR KA NWHG Whit Gl E
REAL ESTATE PURCHASE AND SALE AGREEMENT—Page 7 of 7
(between City of Kent and Northwest Housing Guild for Eagle Creek) (July 15,2003)
Legal Descriptions: _ EXHIBIT A
Property located at 13602 S.E. 282 St., in the city of Kent, King County, Washington
more particularly described as follows:
The West 330 feet of the North 330 feet of the West 600 feet of the North 5/8 of the
Northeast '/a of the Southwest '/a of Section 34,Township 22 North, Range 5 East W. M.;
ALSO The West 15 feet of the North 5/8 of the Northeast '/a of the Southwest '/a of
Section 34, Township 22 North, Range 5 East W. M.; except the South 30 feet thereof
(for County road): all situate in King County,State of Washington.
Property located at 13636 S.E. 282 St., Kent,King County, Washington more particularly
described as follows:
The West 600 feet of the North 5/8 of the Northeast'/a of the Southwest '/s of Section 34,
Township 22 North, Range 5 East W. M.;except the West 15 feet thereof; and except the
East 315 feet of the West 330 feet of the North 330 feet thereof; and except the South 30
feet of the Remainder(for County road): situate in King County, State of Washington.
EXCEPT FOR
That portion of Parcel B of City of Kent Lot Line Adjustment LL-96-3 as recorded
under King County Recording Number 9603151046, in the northeast quarter of
the southwest quarter of Section 34, Township 22 North, Range 5 East, W.M., in
King County, Washington, more particularly described as follows:
Commencing at the southwest corner of said Parcel B; thence S89°24'35"E,
along the south line of said Parcel B, 416.53 feet to the TRUE POINT OF
BEGINNING of the herein described tract; thence N0003525"E 145.00 feet;
thence N89024'35'W 186.63 feet to a point of tangency with a 145.00 foot radius,
circular curve to the left; thence southwesterly, along said curve, through a
central angle of 90°00'00", an arc distance of 227.77 feet to the south line of said
Parcel B; thence S89024'35"E, along said south line, 331.53 feet to the TRUE
POINT OF BEGINNING.
Containing 43,560 square feet or 1.0000 acres.
April 23,2003
City of Kent
Parks, Recreation& Community Services
220 Fourth Ave. So.
Kent, WA 98032
Mr. Perry Brooks - Park& Open Space Planner
Mr, Kurt Hansen—Service.Planner Community Development
Re: Eagle Creek, Planned Unit Development Proposal
Dear Perry and Kurt.
Thank you for allowing Northwest Housing Guild the opportunity to participate in the
purchase of the future of the Eagle Creek Planned Unit Development. It is our strong
belief that together with our team of the Northwest's leading companies and the City of
Dent that we can share in the creation of a special community at Eagle Creek.
As a company,our desire is to create a community of affordable lifestyle choices and
amenities for the citizens of our area. Therefore, we have established our, offering price
at $3,850,000. for the total purchase price of Eagle Creek Planned Unit Development.
This figure is based on a total of 48 buildable lots,with existing house to be upgraded to
match the new housing styles and remain in it's present location. This total number of
buildable lots is based on 0ae following criteria:
1) 23--front-load, single family homes on lot sizes 50' wide by 66' deep
2) 25 —alley lots, single family homes on lot sizes 34' wide by 80' deep
As a company it is our desire to create a community of affordable lifestyle choices and
arnenN u for the citizens of our area. We will offer a number of different styles and
spacious floor plans,thereby creatiuS a community of many choices. Our homes will
range in sire from.approximately 1700,square feet. They will feature 3 —6 bedrooms,
sovie with master bedrooms on the main floor, 2-3 bathrooms. some with bonus rooms,2
fireplaces per home (living room & master bedroom suite), high tech wiring, 2 &3 car
garages,tiles,hardwoods, 6 peatiel raised white doors, front porches,premium siding,
landscaping and private rear yards and cotutyards.
EXHIBIT "B"
By using these particular Iot sizes and house styles, it allows us the freedom to
incorporate the maximum amount of open space within the Eagle Creek Community. As
you will notice on our attached site platy, we have located the requested one acre part on
the frontage of 282'Q street, with the park divided into sections at the entrance. In
addition we are able to include approximately 225,000 square feet of additional
park/Qpen space throughout the community. Finally, we have also included a continual
50' wide road joining the entire community, thereby providing safe community access to
all areas of Eagle Creek. This site plan was clone in conjunction with Mr. Bill. Kreager
zLQd Jeff Wagner of Mithun Architects, and we know it will give the community all open,
fresh, real and natural feeling.
Also enclosed for your review is our Preferred Plan brochure. This is a unique program I
developed as an entrepreneurial businessman over 25 years ago. Simply put,this
program affords the homebuyer the opportunity to close on the purchase of their new
home prior to construction, This affords the homebuyer many benefits as outlined in the
brochure. Most importantly it allows the homebuyer to truly "customize" their new home
to suit their lifestyle instead of being locked into the typical "cookie-cutter" style spec
ho,nte.
Listed below are just a few of our team members that we have partnered with over the
years that would be very instrumental in the development and success of Eagle Creek:
jr Weyerhauser Realty Investors—Doug Yost, Equity Investments
Mithun Architects— Bill Kreager, Planning & Site Development
Bargbauseu Engineers—Tom Barghausen, Engineering Site Development
Hornestreet Bank—Bob Pascal,A&D/Construction/Permanent Financing
Washington Federal Savings—Charles Richmond~ Director Deal Estate Lending
Coldwell Banker Real Estate— Bradley Running, Marketing Manager for
Northwest Housing Guild LLC
Again, our entire staff and partners would very much welcome the opportunity in
conjunction with the City of Kent to make.planned unit development something unique
and special, If you should have any questions or concerns About our company and it's
team members, please reference the letter and information you received from me dated
April 7, 2003,
We will anxiously await your reply.
Sincerel c e,
iff unnin,g
orthweA Housing Guild LLC
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Exhibit ,V,
Eagle Creek- Park Legal
That portion of Parcel B of City of Kent Lot Line Adjustment LL-96-3 as recorded
under King County Recording Number 9603151046, in the.northeast quarter of
the southwest quarter of Section 34, Township 22 North, Range 5 East, W.M., in
King County, Washington, more particularly described as follows:
Commencing at the southwest comer of said Parcel B; thence S89024'35"E,
along the south line of said Parcel B, 416.53 feet to the TRUE POINT OF
BEGINNING of the herein described tract; thence N00°35'25"E 145.00 feet;
thence N89°24'35W 186.63 feet to a point of tangency with a 145.00 foot.radius,
circular curve to the left; thence southwesterly, along said curve, through a
central angle of 90°00'00", an arc distance of 227.77 feet to the south line of said
Parcel B; thence S89024'35"E, along said south line, 331.53 feet to the TRUE
POINT OF BEGINNING.
Containing 43,560 square feet or 1.0000 acres.
Exhibit E
LEASE AGREEMENT
THIS LEASE is entered into the date fully executed by and between the NORTHWEST
HOUSING GUILD LLC, a limited liability company organized under the laws of the State of
Washington, hereinafter called the "Owner", and DON CLASEN and BARBARA CLASEN,
husband and wife,hereinafter called the"Tenant".
1. PREMISES
The Owner hereby lets and leases to the Tenant the house located on King County Tax
Parcel No. 3422059187. The area so leased is hereinafter called "the premises" and is depicted in
Exhibit "A" attached hereto and incorporated herein by this reference. Tenant recognizes that
construction of a planned unit development will be proceeding in all areas surrounding the premises
on King County Tax Parcel No. 3422059192 and 3422059187. Tenant agrees that access to the
premises may be relocated from its present configuration during the term of this Lease
2. USE
Tenant shall use the premises for a personal residence. No use shall be made of premises,
nor act done in or about premises, which is illegal, unlawful, or which will increase the existing rate
of insurance upon the premises. Tenant shall not commit or allow to be committed upon premises,
any waste or any public or private nuisance. Tenant will comply, at Tenant's own cost and expense,
with all reasonable orders, notices, regulations or requirements of any municipality, state or other
governmental authority respecting the use of the premises..
3. TERM
The term of this lease shall be for 90 days from the closing of the Purchase and Sale
Agreement between Owner and the City of Kent.
4. RENT
The rental value of the premises was included in the consideration of the sale between
Owner and the City of Kent and the sale between Tenant and the City of Kent. Therefore,no further
rent will be collected.
5. TAXES
Tenant shall pay any tax that this Lease, or the interest created thereby, may be subject to at
any time during the term of the Lease or renewal thereof.
LEASE AGREEMENT—Page 1 of 6
(between Northwest Housing Guild,LLC and Don and Barbara Clasen) (June 13, 2003)
6. RE-DELIVERY
Tenant, at the expiration of the term in section 3, any extension of the term, or upon any
sooner termination of this Lease, will, without notice, quit and deliver up said premises to the
Owner peaceably, quietly, and in as good order and condition as the same now are or may hereafter
be placed by Owner, reasonable use and wear thereof excepted.
7. CONDITION OF THE PREMISES
The parties acknowledge that the premises are being leased to Tenant for Tenant's
convenience. The premises are being leased"as is". Owner is not obligated to make any repairs to
the premises. All necessary repairs to maintain the condition of the premises, minus reasonable
wear and tear shall be paid by Tenant.
S. REPAIRS AND ALTERATIONS
Tenant shall not make any alterations, additions or improvements to said premises,without
the consent of Owner in writing first, which shall not be unreasonably withheld. All alterations,
additions and improvements that are made, shall be at the sole cost and expense of Tenant. All
improvements shall become the property of the Owner except for improvements that Owner, at
Owner's option,agrees are the property of Tenant, or improvements that Owner requests Tenant to
remove at termination. If the Tenant shall perform work with the consent of the Owner, Tenant
agrees to comply with all laws, ordinances, rules,regulations of the appropriate City or County, and
any other authorized public authority. The Tenant further agrees to save the Owner free and
harmless from damage, loss or expense arising out of the said work. Tenant agrees that Owner has
the right,but not the duty,to make alterations to the premises.
9. UTILITIES
Tenant shall pay for all utilities provided to the premises.
10. INSURANCE
The Tenant shall procure and maintain for the duration of the Lease insurance against claims
for injuries to persons or damage to property which may arise from or in connection with Tenant's
use of the premises. Tenant shall name Owners as an additional insured on this policy, subject to
notice to Owner thirty (30) days prior to cancellation. Tenant's insurance shall be in amounts no
less than $2,000,000.00 liability and$300,000.00 replacement value for the dwelling unit.
11. INDEMNIFICATION/HOLD HARMLESS
The Tenant shall defend, indemnify and hold the Owner, its officers, officials, employees
and volunteers harmless from any and all claims, injuries, damages, losses or suits including
attorney fees, arising out of or in connection with the performance of this Lease, except for injuries
and damages caused by the sole negligence of the Owner.
LEASE AGREEMENT—Page 2 of 6
(between Northwest Housing Guild,LLC and Don and Barbara Clasen) (June 13, 2003)
Should a court of competent jurisdiction determine that this Lease is subject to RCW 4.24.115,then,
in the event of liability for damages arising out of bodily injury to persons or damages to property
caused by or resulting from the concurrent negligence of the Tenant and the Owner, its officers,
officials, employees, and volunteers, the Tenant's liability hereunder shall be only to the extent of
the Tenant's negligence. The provisions of this section shall survive the expiration or termination of
this Lease.
12. LIENS AND INSOLVENCY
Tenant shall keep the leased premises and property in which the leased premises are
situated, free from any liens arising out of any work performed, materials furnished or obligations
incurred by Tenant.
13. ASSIGNMENT
Tenant shall not assign this lease or any part thereof and shall not let or sublet the whole or
any portion of the premises. This lease shall not be assignable by operation of law.
14. ACCESS
Tenant will allow Owner or Owner's agents free access at all reasonable times to said
premises for the purposes of inspection, cleaning or making repairs, additions or alterations. This
right shall not be construed as an agreement on the part of the Owner to make repairs, additions, or
alterations. Tenant also agrees to allow Owner or Owner's agents free access at all reasonable times
to said premises for reasons associated with work being performed for the planned unit
development.
15. DAMAGE OR DESTRUCTION
In the event the premises or the building is damaged to such extent as to render the premises
untenantable in whole or in a substantial part thereof, or is destroyed, the Tenant shall give Owner
or Owner's agent immediate written notice thereof, and,it shall be optional with the Owner to repair
or rebuild the same; Owner shall have not more than thirty (30) days after date of such notification
to notify the Tenant in writing of Owner's intentions to repair or rebuild said premises,or the part so
damaged as aforesaid. If Owner elects to repair or rebuild said premises, Owner shall prosecute the
work of such repairing or rebuilding without unnecessary delay. If Owner elects not to repair or
rebuild said premises this Lease shall be terminated.
16. NOTICES
All notices to be given by the parties hereto shall be in writing and may either be served
personally or may be deposited in the United States Mail,postage prepaid, by either registered mail
or by regular mail with certificate of mailing obtained. Notices shall be mailed to the addresses
below, or a later changed addressed provided in writing to the party:
LEASE AGREEMENT—Page 3 of 6
(between Northwest Housing Guild,LLC and Don and Barbara Clasen) (June 13,2003)
OWNER:
Northwest Housing Guild,LLC
Attn: Cliff Running,Managing Member
13110 NE 177d'Place,#118
Woodinville,Washington 98072
TENANT:
Don and Barbara Clasen
13602 SE 282°d Street
Kent,Washington 98042
(253)631-3333
17. DEFAULT AND RE-ENTRY
If Tenant shall violate,default or not comply with any of the material covenants, agreements
or provisions of this lease agreement, then the Owner may cancel this lease upon giving the notice
required by law,and re-enter said premises,using such force as may be required.
The failure of the Owner to insist upon strict performance of any of the covenants and
agreements of this lease, or to exercise any option herein conferred in any one or more instances,
shall not be construed to be a waiver or relinquishment of any such, or any other covenant or
agreements, but the same shall be and remain in full force and effect.
18. COSTS AND ATTORNEYS FEES ,
If by reason of any default on the part of Tenant it becomes necessary for the Owner to use
an attorney, or if Tenant shall bring any action for any relief against Owner, declaratory or
otherwise, arising out of this lease, the prevailing party shall have and recover against the other
party in addition to the cost allowed by law, such sum as the court may adjudge to be reasonable
attorney's fees.
19. REMOVAL OF PROPERTY
In the event of any entry in, or taking possession of, the leased premises, the Owner shall
have the right, but not the obligation, to remove from the leased premises all personal property
located therein. Owner may store the same in any place selected by Owner, including but not
limited to a public warehouse, at the expense and risk of the owners of the personal property, with
the right to sell such stored property in accordance with Chapter 59.18 RCW
LEASE AGREEMENT—Page 4 of 6
(between Northwest Housing Guild,LLC and Don and Barbara Clasen) (June 13,2003)
20. HEIRS AND SUCCESSORS
Subject to the provision hereof pertaining to assignment and subletting, the covenants and
agreements of this lease shall be binding upon the heirs, legal representatives, successors and
assigns of any or all of the parties hereto.
21. HOLDOVER
If the Tenant shall, with the written consent of Owner, holdover after the expiration of the
term of this lease, such tenancy shall be for an indefinite period of time on a month to month
tenancy, such tenancy may be terminated as provided by the laws of the State of Washington.
During such tenancy Tenant agrees to pay to the Owner One Thousand Five Hundred
Dollars (S 1500.00) a month and to be bound by all of the terms, covenants, and conditions of this
Lease, so far as applicable.
22. SUBORDINATION
Upon Owner entering into any financing or refinancing affecting the subject premises,
Tenant agrees to execute documents within three (3) days of the request of Owner to subordinate
this lease to any mortgage, (or deed of trust or other security) granted to a financing institution or
other secured party or entity.
23. COMMUNICATIONS
Tenant is responsible for all installation,operation and termination charges related to its own
independent telephone system, including, but not limited to, costs, expenses and charges for
telephone equipment and line charges, line installation, inside wiring, re-configuration, and system
repairs.
The foregoing conditions are mutually agreed to by the Owner and the Tenant.
TENANT: OWNER:
DON CLASEN and BARBARACLASEN Northwest Housing Guild LLC, a limited
liability company
Husband and Wife
By:
DON CLASEN Print Nam , �. ,✓�
Title: zw w4g mo, A14,�f►
BARBARA CLASEN
Date: Date:
(Notary Public Acknowledgements Appear on Next Page)
LEASE AGREEMENT—Page 5 of 6
(between Northwest Housing Guild,LLC and Don and Barbara Clasen) (June 13,2003)
STATE OF WASHINGTON }
):ss.
KING COUNTY }
On this day of , 2003, before me a Notary Public in and for
the State of Washington, personally appeared before me , to
me known to be the , for the NORTHWEST HOUSING GUILD, LLC., a
Washington limited liability company, that executed the foregoing instrument, and
acknowledged such instrument to be the free and voluntary act and deed of such municipal
corporation, for the uses and purposes therein mentioned, and on oath stated that was
duly authorized to execute such instrument.
Notary Seal Must Appear Within This Box-
IN WITNESS WHEREOF, I have hereunto set my hand and official seal the
day and year first above written.
NOTARY PUBLIC, in and for the State of Washington
residing at
My appointment expires
STATE OF WASHINGTON )
)ss.
COUNTY OF KING )
On this day of , 2003, before me a Notary Public in and for
the State of Washington, personally appeared DON CLASEN and BARBARA CLASEN,
husband and wife, personally known to me (or proved to me on the basis of satisfactory evidence)
to be the persons who executed this instrument and acknowledged it to be their free and voluntary
act and deed for the uses and purposes mentioned in this instrument.
-Notary seal Must Appear Within Thu Box-
IN WITNESS WHEREOF, I have hereunto set my hand and official seal the day and
year first above written.
NOTARY PUBLIC,in and for the State of Washington
residing at
My appointment expires
P\CrvJ\FILES10pmFdes\0763gs do
LEASE AGREEMENT—Page 6 of 6
(between Northwest Housing Guild,LLC and Don and Barbara Clasen) (June 13,2003)
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