HomeMy WebLinkAboutAD04-048 - Other - Kent Station, LLC - Recorded CBDG Loan Covenant - 06/29/2004 Recording requested by
and after recording return to.
City of Kent
Fourth Avenue Kent,
20040629001158
Kent, WA 98030
CHICAGO TITLE COU 31 00
Attn: City Attorney PAGE001 OF 013
06/29/2004 11 22
KING COUNTY, WA
CBDG LOAN COVENANT
GRANTORS: 1. CITY OF KENT, a Washington municipal corporation
2. KENT STATION LLC, a Washington limited liability company
GRANTEE: KING COUNTY, a political subdivision of the State of Washington
Legal Description:
Abbreviated form: Abbreviated form: Portion of NW '/4 of NE '/4 524, T22N,
ME, W.M.,King County
Additional Legal on Exhibit A attached hereto.
Assessor's Tax Parcel ID No(s).: 242204-9126-02
242204-9144-00
242204-9127-01
242204-9010-01
THIS CBDG LOAN COVENANT ("Covenant") is entered into this day of
June 2004 by City of Kent, a Washington municipal corporation ("City") and Kent Station
LLC, a Washington limited liability company ("Developer") in favor of King County, a
political subdivision of the State of Washington, its successors and assigns ("Lender") with
reference to the following facts: FILED BY V:CAGO TITLE
RECITALS REF.i� — C� ` !�•
A. City is the fee owner of certain real property more particularly described on
Exhibit A attached hereto and by this reference incorporated herein (the "Property") that is
the subject of this Covenant.
B. City and Developer have entered into that certain Real Estate Purchase and
Sale Agreement dated as of January 20, 2004, as amended (the "Purchase Agreement")
whereby City agreed, on the terms and conditions therein set forth, to sell, and Developer
agreed to purchase, certain real property located in the City of Kent, King County,
Washington, including, but not limited to, the Property. The real property described in the
Purchase Agreement is hereinafter referred to as the "Kent Station Project" and includes
the Property and other real property.
NOW, THEREFORE, pursuant to the terms of Section 11.1.9 of the Purchase
Agreement and as part of the consideration for the execution of the Purchase Agreement
and the agreement by the City to sell the Property and other valuable consideration, the
receipt and sufficiency of which is hereby acknowledged,the parties agree as follows:
AGREEMENT
1. Community Development Block Grant Requirements. City acquired the
Property with proceeds of a United States Department of Housing and Urban Development
Community Development Block Grant(CDBG) float loan from Lender which requires that
the City, any private developer, such as Developer who acquires all or any portion of the
Property and all subsequent owners of the Property comply with the following CDBG
regulations for job creation and retention: (1) at least 51% of the permanent full-time
equivalent jobs created by the development of the Kent Station Project shall be held by
persons from low and moderate income households, defined by HUD as households with
annual incomes less than 80% of the area median, and (2) a minimum of 258 total
permanent full-time equivalent jobs be created on or before June 13, 2004.
2. Job Creation Summary Form. City, Developer and any subsequent owners
of all or any portion of the Property shall provide letters to tenants requesting each tenant
to provide documentation regarding the specific job titles and number of permanent full-
time equivalent jobs to be created and the household size and annual household income of
persons subsequently hired for those jobs. The information shall be provided in a format
approved by Lender. King County Job Creation Summary Form and King County
Employee Verification Form, copies of which are attached hereto as Exhibits B and C,
respectively, and by this reference incorporated herein are the currently acceptable formats.
City, Developer and any subsequent owners of all or any portion of the Property shall use
HUD income guidelines in effect at the time of hiring, which income guidelines shall be
obtained from Lender. Neither Developer nor any subsequent owners of all or any portion
of the Property shall be in default under this Covenant or the Purchase Agreement if
Developer or any subsequent owners of all or any portion of the Property has provided
tenants with the applicable King County forms together with a postage prepaid envelope
addressed to City.
3. Covenant Running with the Land. This Covenant is governed by the laws
of the State of Washington and the requirements set forth in Section 1 and 2 above
constitute covenants running with the land in favor of and for the benefit of Lender, its
successors and assigns. This Covenant shall be binding upon City, Developer, and their
respective legal representatives, successors, assigns, lessees and sublessees and all persons
claiming under or through them, including all current and future owners of all or any
portion of or interest in the Property (hereinafter "Owner"). Until termination of this
Covenant as provided in Section 6 below, each Owner of all or any portion of the Property
-2- aDRSOaszoo 06/2ao4
shall include references to this Covenant in any deed transferring title to all or any portion
of the Property. Failure to include references to this Covenant in any such deed shall
constitute a breach of this Covenant.
4. Enforcement of Covenant by Lender. Lender will be irrevocably damaged
in the event of a breach of this Covenant and shall have the right to pursue all rights and
remedies at law and in equity under this Covenant, including without limitation, specific
performance of the obligations under this Covenant.
5. Enforcement of Covenant by City. Developer acknowledges that City will
be irrevocably damaged in the event of a breach of this Covenant by Developer, its
successors and assigns and agrees that City shall have the right, but not the obligation, to
pursue all rights and remedies at law and in equity under the Purchase Agreement
including, without limitation, specific performance of the obligations of Developer under
this Covenant and City shall have the right to contact tenants of Developer or the then
Owner of all or any portion of the Property and the employees of tenants of Developer or
the then Owner directly to obtain the necessary information and documentation.
6. Termination of Covenant. This Covenant shall terminate, with the prior
written consent of Lender, upon completion of the Kent Station Project on the Property as
defined in the Loan Agreement dated February 9, 2001 between City and Lender.
IN WITNESS WHEREOF, the parties hereto have executed this Covenant in favor
of Lender as of the date and year first above written.
"City"
APPROVED AS TO FORM CITY OF KENT, a Washington municipal
corporation
CITY ATTORNEY
By - V�q� By
Tom Brubaker Name /I/7`
Title tm
x0
"Developer"
KENT STATION LLC, a Washington
limited liability company
By Tarragon L.L.C., a Washington limited
liability company, its manager
Joseph D. Blattner
Manager
-3- P ORSORS200 06/28/04
STATE OF WASHINGTON )
ss:
COUNTY OF KING )
I certify that I ]mow or have satisfactory evidence tha is
t kastated
n who appeared before me, and said person acknowledg that he signed this instrument,
o that he was authorized to execute the rostrum nt and aclmowledged it as the
_ of the City of Kent, a Washington municipal corporation, to be the free
and volunta t of party for the uses and purposes mentioned in the instrument.
Dated:
9, ! Notary Pubh
4+'�' y/� Prmt Name
My comimssion expires
Y ��•
a+ •,I UBLt6 ss'
• OR:VA SM`�
(Use this space for imtanal staTM/seal)
-4- P 1ORS\DRS20Q 06126104
STATE OF WASHINGTON )
)ss:
COUNTY OF KING )
I certify that I know or have satisfactory evidence that Joseph D. Blattner is the person who
appeared before me, and said person acknowledged that he signed this instrument, on oath stated
that he was authonzed to execute the instrument and acknowledged it as manager of Tarragon
L.L.C., a Washington limited liability company, manager of Kent Station LLC, a Washington
limited liability company to be the free and voluntary act of such linuted liability company for the
uses and purpose entioned in the instrument.
Dated:
Notary P kic ���
�Pc1 p STFV� Print Nate
J .\SgtiON�c . 'L� 1� My commission expires - •-O�
1
oNOTARY
.U �.... V). /
►'UBL1G �
�� s9 S 11'oyii
(Else this space for no 1S mp/seal)
—5— PORSORS200 06/2M4
EXHIBIT A
Legal Description
The land referred to is situated in the county of King, State of Washington, and described
as follows:
PARCEL A:
That portion of the northwest quarter of the northeast quarter of Section 24,
Township 22 North,Range 4 East,W.M., in King county, Washington, described
as follows:
Commencing at the northeast corner of said northwest quarter of the northeast
quarter;
thence west along the north line thereof to a point in a line parallel with and distant
30 feet west,measured at right angles, from the east line of said northwest quarter
of the northeast quarter, said parallel line being the west line of 1"Avenue North;
thence south 00°13'30"west along said west line a distance of 548.0 feet to the
TRUE POINT OF BEGINNING;
thence continuing south 00°13'30"west along said west line a distance of 214.45
feet;
thence southwesterly and westerly on a curve to the right, radius of 265.44 feet,
which curve is not tangent to said west line, a distance of 203.73 feet to a point of
tangency in a line hereinafter called line "A",which bears south 89°59'30"west
from a point in said west line south 0093'30"west, a distance of 289.58 feet from
the TRUE POINT OF BEGINNING, said point of tangency being distant 184.73
feet westerly,measured along said line"A"from said west line;
thence south 89058'30"west, a distance of 226.9 feet;
thence on a curve to the right, radius of 742.0 feet, a distance of 221.77 feet;
thence north 72°53'30"west a distance of 108.4 feet to a point of curve;
thence on a curve to the left,radius 787.0 feet, a distance of 169.14 feet,more or
less,to a point in the east line of 4ch Avenue North, distant 97.38 feet north,
measured along said east line, from said line"A";
thence north 00°13'30" east along said east line of 4`h Avenue North, a distance of
427.20 feet;
thence north 89'58'30"east parallel with said line "A"a distance of 440.964 feet to
a point in the centerline of the 10 foot right of way easement for a sewer pipe line
heretofore granted to the City of Kent; thence southerly along said center line to a
point in a line parallel with and distant 289.58 feet northerly, measured at right
angles, from said Line"A", which point is south 89°58'30"west a distance of
457 522 feet from the TRUE POINT OF BEGINNING;
A-1 PkDRSIDRS200 0628104
thence north 89°58'30"east a distance of 457.522 feet to the TRUE POINT OF
BEGINNING
EXCEPT that portion thereof condemned in King County Superior Court Cause
Number 706251.
PARCEL B:
That portion of the northwest quarter of the northeast quarter of Section 24,
Township 22 North, Range 4 East,W.M.,in King County,Washington, described
as follows:
Commencing at the northeast quarter of said northwest quarter of the northeast
quarter;
thence west along the north line thereof to a point in a line parallel with and distant
30 feet west,measured at right angles, from the east line of said northwest quarter
of the northeast quarter, said parallel line being the west line of I't Avenue North;
thence south 00°13'30"west along said west line, a distance of 548.0 feet to the
TRUE POINT OF BEGINNING;
thence south 89158'30"west a distance of 457.522 feet to a point in the center line
of the 10-foot right of way easement for a sewer pipe line heretofore granted to the
City of Kent;
thence northerly along said center line to a point in a line parallel with and distant
235.0 feet north,measured at right angles, from the last described course;
thence north 89°58'30"east a distance of 458.556 feet to said west line;
thence south 0093'30"west along west line a distance of 235 feet, more or less,to
the TRUE POINT OF BEGINNING;
PARCEL C:
That portion of the northwest quarter of the northeast quarter of Section 24,
Township 22 North, Range 4 East, W.M., in King County, Washington, described
as follows:
Commencing at the northeast comer of said northwest quarter of the northeast
quarter;
thence west along the north line thereof to a point in a line parallel with and distant
30 feet west, measured at right angles, from the east line of said northwest quarter
of the northeast quarter, said parallel line being a northerly production of the west
line of First Avenue North;
thence south 00°13'30"west along said produced west line to a point distant 33 feet
south, measured at right angles, from the north line of said northwest quarter of the
A-2 P OMDRS200 0628M4
northeast quarter, said point being the intersection of the west line of First Avenue
North and the south line of James(Winner) Street, and the point of beginning;
thence continuing south 00°13'30"west along said west line, a distance of 280 feet;
thence south 89°58'30"west a distance of 899.52 feet to the east line of Fourth
Avenue North;
thence north along said east line a distance of 280 feet to the south line of James
(Winner) Street;
thence east along said south line to the point of beginning;
EXCEPT that portion thereof condemned in King County Superior Court Cause
Number 706251.
PARCEL D:
That portion of Tract X described as follows:
Beginning at the most southwesterly comer of the parcel land conveyed by
Northwestern Improvement Company to The Borden Company under deed dated
April 12, 1956 and recorded under Recording Number 4688725, records of King
County, Washington, being a point in the east line of 4th Avenue in the City of
Kent;
Thence south 0°13'11"west along said east line 18.2 feet;
Thence south 72°53'30" east 270.58 feet to a point of curve;
Thence easterly on a curve to the left with a radius of 776.62 feet, a distance of
108.07 feet;
Thence north 9°08'07" east 22.3 feet to a point of curve from a tangent bearing
south 80°51'53"east;
Thence easterly on a curve to the left, with a radius of 754.32 feet, a distance of
120.6 feet;
Thence north 00001'30" west 12.7 feet, more or less, to the southerly line of the
above-mentioned parcel of land;
Thence westerly along said southerly line to the point of beginning.
Said Tract X described as follows:
That portion of the northwest quarter of the northeast quarter of Section 24,
Township 22 North, Ran§e 4 East, in King County, Washington, lying west of First
Avenue North, east of 4` Avenue North, north of Temperance Street and south of
the following described line:
Beginning at a point on the west line of First Avenue North 762.45 feet south of the
north line of said subdivision;
A-3 PIDRSXDRS2OQ 06128t04
Thence southwesterly and westerly on a curve to the right, radius of 265.44 feet,
which is not tangent to said west line, a distance of 203.73 feet to a tangent in a line
hereinafter called line "A";
Thence south 89°58'30"west 226.9 feet;
Thence on a curve to the right,radius of 742.0 feet, a distance of 221.77 feet;
Thence north 72°53'30"west a distance of 108.4 feet to a point of curve;
Thence on a curve to the left, radius 787.0 feet, a distance of 169.14 feet, more or
less,to a point on the east line of 0 Avenue North.
A-4 P 1ORSORS2OO WM04
Exhibit B
KING COUNTY JOB CREATION SUMMARY FORM
STORE/TENANT:
ADDRESS:
JOB TITLE/CATEGORY WAGE RATE HOURS/WEEK
$ per
$ per
$ per
$ per
$ per
$ per
$ per
$ per
$ per
$ per
$ per
$ per
$ per
$ per
$ per
$ per
$ per
$ per
TOTAL JOBS CREATED:
B-1 PTRS\ORS200 06028/04
hi this business hours per week is considered full-time.
Signature Date
Print Name and Title
This is a confidential statement necessary to venfy the need for public financial assistance for a business and
is not considered a public record THANK YOU FOR YOUR ASSISTANCE
B-2 PXDRSORS20Q O6128/04
Exhibit C
INCOME VERIFICATION FORM
FOR EMPLOYEES TAKING NEWLY-CREATED JOBS LISTED IN EXHIBIT B
@) i
STORE:
EMPLOYEE NAME:
ADDRESS:
Sex _Male Female Job Title
Date of Both _/__/ Salary/Wage $
Head of How long employed in
Household? Yes No thisjob: Months
A. Please check one: Full Time Part Time
If part time,how many hours per week?
B. Please circle the number of people in your family. FAMILY SIZE 12 3 4 5 6 7 8 910 more
C. Please find your family size in the table below,and circle either"below"or"above"the income
level given which best describes the income for your family-for the last 12 months. In calculating
total income,include all of the following sources that apply.
• Wages,salaries,rips,etc.(covered by W-2) • Total IRA distributions,taxable amount
• Dividend income • Total pensions and annuities,taxable amount
• Taxable refunds,credits,or offsets of state and • Rental real estate,royalties,partnerships
• Local income taxes • S corporations,trusts,etc
• Alimony received • Farm income(or loss)
• Business income(or loss) • Unemployment compensation
• Capital gam(or loss) • Social Security benefits,taxable amount
• Other gains or losses • Other income(specifysource)
FAMILY SIZE 1 Below $39,550 Above
2 Below $45,200 Above
3 Below $50,850 Above
4 Below $56,500 Above
5 Below $61,000 Above
6 Below $65,550 Above
7 Below $70,050 Above
8 Below t $74,600 Above
C-1 POR81DR5200 06QW04
The following Race/Ethnicity information is optional. The federal government requires us to ask for
this information,but you do not have to answer this part if you do not wish to do so. The information
will be used to determine any additional impacts of the public funds that helped support this project The
information you provide will remain confidential and will not be made a part of your permanent records.
Do you consider yourself Hispanic or Latino? Yes No
Please check the most appropriate category:
American Indian or Alaska Native
Asian
Black or African American
Native Hawaiian or Other Pacific
Islander
White
American Indian or Alaska Native AND
White
Asian AND White
Black or African American AND White
American Indian or Alaska Native AND
Black or African American
Other more than one race
I hereby certify all of the above to be true and correct.
Signature Date
This income and race%thnicity statement is confrdentiaL It is necessary only to verify the need for public
financial assistance for a business and is not considered a public record THANK YOUFOR YOUR
ASSISTANCE
C-2 PMWDRS20Q 06MID4