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HomeMy WebLinkAboutAD04-065 - Other - Addendum #4 - Yarrow Bay Development, LLC - Reservoir Impoundment Property - 03/08/2004 0 /08/2004 10:28 FAX 205 ozi 17bZ wu ADDENDUM FOUR TO TBE REAL ESTATE PURCHASE AND SALE AGREEMENT BETWEEN YARROW BAY DEVELOPMENT,LLC. AND THE CITY OF KENT Yarrow Bay Development, LLC ("Buyer'l, with offices located at 825 Fifth Avenue, Suite 202, Kirkland, Washington, and the City of Kent ("Seller"} with offices located at 220 — 4* Avenue South, Kent, Washington 98032, hereby enter into this Addendum Four to the Real Estate Purchase and Sale Agreement as signed on October 8, 2003, as amended by Addendum One as signed on December 18,2003, Addendum Two as signed on February 13, 2004, and Addendum Three as signed on March 1, 2004 (collectively the"Agreement"): 1. The Buyer and Seller acknowledge that the Property does not currently have a comprehensive plan or a zoning designation. This anomaly arose from the fact that when the Property was initially annexed to the City of Kent it was intended to be an impound reservoir for water utility purposes. The Seller is currently going through the public processes required to adopt a comprehensive plan and a zoning designation for the Property. The Buyer acknowledges that the comprehensive plan and zoning designations adopted by the Kent City Council will be designations that the Kent City Council'finds to be in accord with the City of Kent's Comprehensive plan, Washington state statutes, and Kent City Code. Buyer acknowledges that Seller is not guaranteeing that any particular comprehensive plan or zoning designation will be adopted. 2. Section 4.(cxi)of the Agreement shall be amended as follows: 4.(c) A Feasibility Study as follows: (i) Buyer shall have until the earlier of the following dates to drxearume, in Buyer's sole and absolute discretion, if the real property is feasible for investment and/or development by Buyer. May 7, 2004, or ten(10)days after the Knit City Council passes a motion establishing the comprehensive plan and zoning designations for the Property and directing staff to prepare the necessary ordinance. Buyer is granted a right of entry during the term of the Feasibility Study. Buyer agrees to assume all liability for and to defend,indemnify and save Seller harmless from all liability and expense (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 iunder the right of entry granted in this Section, except for claims caused by Seller's sole ADDENDUM FOUR TO REAL ESTATE PURCHASE AND SALE AGREEMENT BETWEEN YARROVY BAY DEVELOPMENT,LLC.AND THE CITY OF KENT Page I of 2 UJ/VOi LV VY LV.LV rM negligence. The provision of this subsection shall survive Closing or the termination of this Agreement. 3. Section 4(c)(iv)of the Agreement shall be amended as follows: 4.(c) A Feasibility Study as follows: (iv) If Buyer fails to notify Seller in writing of the results of the Feasibility Study in 4(c), on or before the deadline established in 4(c) then the feasibility contingency will be deemed satisfied and removed. If Buyer does not remove the feasibility contingency and terminates this Agreement before the expiration of the Feasibility Study,neither Buyer nor Seller shell have any further rights, duties or obligations hexeunder, except that Buyer agrees to return,the real property to its original state (i.e., fill all boring holes, etc) and except as Buyer remains obligated under the provisions of 4(c)(i). 4. Except as modified by this Addendum Four, all the terms and conditions of the Agreement will remain in full force and effect. S. Facsimile signatures on this Addendum Four shall be considered originals. This Addendum Four will take effect on the last date entered below. SELLER: BUYER: CITY OF KENT YARROW BAY DEVELOPMENT,LLC e By: By. J' 'te,Mayo Managing a ber Dated: ti�— k' ©� Dated. 3 s j?tCot! APPKO `-- TO FORM- By: ` Kent City Attorney Dated: ADDENDUM FOUR TO REAL ESTATE PURCHASE AND SALE AGREEMENT BETWEI N YARROW BAY DEVELOPMENT,LLC.AND THE CITY OF KENT Page 2 of 2