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HomeMy WebLinkAboutPK15-136 - Original - Eretz Capital LLC - Sale of Old Fire Station Park Property - 03/17/2015 • Records M -4* 1 10ENT WA5„ 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 City Clerk's Office. Vendor Name: ? ta( i itL Vendor Number: JD Edwards Number Contract Number: ' This is assigned by City Clerk's Office' Project Name: Vacant Land Purchase and Sale Agreement Description. ❑ Interlocal Agreement ❑ Change Order ❑ Amendment ® Contract ❑ Other: Contract Effective Date: 3/25/15 Termination Date: 4/17/15 Contract Renewal Notice (Days): Number of days required notice for termination or renewal or amendment Contract Manager: Brian Levenhagen Department: Parks Planning & Dev. Contract Amount: $75,000.00 Approval Authority: ❑ Department Director ❑Mayor ®City Council Detail: (i.e. address, location, parcel number, tax id, etc.): Tax parcel #222204-9111 (Old Fire Station Park property) at 3536 South 252"d Street in Kent. Buyer is Eretz Capital LLC Division Contract #PPD15-06 adccW10877 8 14 Authe,ti ,11):5B665BAD-CE48-4E2E-AD3D-Eg6B713A6GE2 Form 25 ©Copyright 2014 Vacant Land Purchase&Sale Northwest Multiple Listing Service Rev.5114 VACANT LAND PURCHASE AND SALE AGREEMENT ALL RIGHTS RESERVED Page 1 of SPECIFIC TERMS 1. Date: March 17,2015 MLS No.: 757138 2. Buyer: Eretz Capital LLC and/or assigns A limited liability company Buyer Buyer Status 3. Seller: City of Kent Seller Seller '. 4. Property: Tax Parcel No(s).: 2222049111 ( King County) 3536 S 252nd Street Kent WA 98032 Address city Slate Zip ', Legal Description:Attached as Exhibit A. 5. Purchase Price: $75,000.00 Seventy-Five Thousand Dollars - 6. Earnest Money: (To be held by IA Selling Firm; 17 Closing Agent) Personal Check:$ ; Note:$2,500.00 ; Other( ):$ 7. Default: (check only one)bid Forfeiture of Earnest Money;l7 Seller's Election of Remedies 8. Title Insurance Company: Chicago Title Co. 9. Closing Agent: O a qualified closing agent of Buyer's choice;56 Chicago Title and Escrow--Renton WA 10. Closing Date: 4/17/2015 or sooner 11. Possession Date: A on Closing;l7 Other 12. Offer Expiration Date: 13. Services of Closing Agent for Payment of Utilities: O Requested (attach NWMLS Form 22K); 21 Waived 14. Charges and Assessments Due After Closing: ❑ assumed by Buyer; 0 prepaid in full by Seller at Closing 15. Subdivision:The Property:❑ must be subdivided before ;lid is not required to be subdivided 16. Feasibility Contingency Expiration Date: A 10 days after mutual acceptance; O Other 17. Agency Disclosure: Selling Broker represents: Buyer; ❑ Seller;O both parties; O neither party Listing Broker represents: Ed Seller; ❑ both parties 18. Addenda: 22D(Optional Clauses) 22T(Title Cont.) 35F(Feasibility) 31(Earnest Money) I r r�c»Zle� iy 03/17/2015 I f BuydtWSJgAafh0e:31 AM Date �Selle s$i ature Date Buyer's Signature Date Sellers Signature Dale 5175 S.Spencer Street 220 4th Ave S Buyer's Address Sellers Address Seattle WA 98118 Kent WA 98032 City,State,Zip City,State,Zip (206)550-6295 (253)856-5200 Phone No. Fax No. Phone No. Fax No. dan.birk@eretzeap.com Buyer's E-mail Address Seller's E-mail Address Windermere Real Estate/PSR Inc 3422 Sperry Van Ness/Raven 3539 Selling Firm MLS Office No. Listing Firm MLS Office No. Larry Jassen(206-795-9494) 3630 Jerry Wilcox 68966 Selling Broker(Print) MLS LAG No. Listing Broker(Print) MLS LAG No. (425)277-5900 (425)277-6099 (206)919-7643 Phone No. Firm Fax No. Phone No. Firm Fax No. rentonsouth@windermere.com - raven@svn.com Selling Firm Document E-mail Address Listing Firm Document E-mail Address Ijhomes@windermere.com jwilcox@svn.com Selling Brokers E-mail Address Listing Broker's E-mail Address I Aufhenf,!ic ID:66668BAD-CE48�4E2E.AD9D.E98B713A80E2 Form 25 ©Copyright 2014 Vacant Land Purchase 8 Sale VACANT LAND PURCHASE AND SALE AGREEMENT Northwest Multiple Listing Service Rev.5/14 ALL RIGHTS RESERVED Page 2 of 5 GENERAL TERMS Continued a. Purchase Price. Buyer shall pay to Seller the Purchase Price, including the Earnest Money, in cash at Closing, unless 1 otherwise specified in this Agreement. Buyer represents that Buyer has sufficient funds to close this sale in accordance 2 with this Agreement and is not relying on any contingent source of funds, including funds from loans, the sale of other 3 property, gifts, retirement, or future earnings, except to the extent otherwise specified in this Agreement. 4 b. Earnest Money. Buyer shall deliver the Earnest Money within 2 days after mutual acceptance to Selling Broker or to 5 Closing Agent. If Buyer delivers the Earnest Money to Selling Broker, Selling Broker will deposit any check to be held 6 by Selling Firm, or deliver any Earnest Money to be held by Closing Agent, within 3 days of receipt or mutual 7 acceptance, whichever occurs later. If the Earnest Money is held by Selling Firm and is over $10.000.00 it shall be 8 deposited into an interest bearing trust account in Selling Firm's name provided that Buyer completes an IRS Form W-9. 9 Interest, if any, after deduction of bank charges and fees, will be paid to Buyer. Buyer shall reimburse Selling Firm for 10 bank charges and fees in excess of the interest earned, if any. If the Earnest Money held by Selling Firm is over 11 $10,000.00 Buyer has the option to require Selling Firm to deposit the Earnest Money into the Housing Trust Fund 12 Account, with the interest paid to the State Treasurer, if both Seller and Buyer so agree in writing. If the Buyer does not 13 complete an IRS Form W-9 before Selling Firm must deposit the Earnest Money or the Earnest Money is $10,000.00 or 14 less, the Earnest Money shall be deposited into the Housing Trust Fund Account. Selling Firm may transfer the Earnest 15 Money to Closing Agent at Closing. If all or part of the Earnest Money is to be refunded to Buyer and any such costs 16 remain unpaid, the Selling Firm or Closing Agent may deduct and pay them therefrom. The parties instruct Closing 17 Agent to provide written verification of receipt of the Earnest Money and notice of dishonor of any check to the parties 18 and Brokers at the addresses and/or fax numbers provided herein. 19 Upon termination of this Agreement, a party or the Closing Agent may deliver a form authorizing the release of Earnest 20 Money to the other party or the parties.The party(s)shall execute such form and deliver the same to the Closing Agent. 21 If either party fails to execute the release form, the other party may make a written demand to the Closing Agent for the 22 Earnest Money. If only one party makes such a demand, Closing Agent shall promptly deliver notice of the demand to 23 the other party. If the other party does not object to the demand within 10 days of Closing Agent's notice, Closing Agent 24 shall disburse the Earnest Money to the party making the demand. If Closing Agent complies with the preceding 25 process, each party shall be deemed to have released Closing Agent from any and all claims or liability related to the 26 disbursal of the Earnest Money. The parties are advised that, notwithstanding the foregoing, Closing Agent may require 27 the parties; to execute a separate agreement before disbursing the Earnest Money. If either party fails to authorize the 28 release of the Earnest Money to the other party when required to do so under this Agreement, that party shall be in 29 breach of this Agreement. Upon either party's request, the party holding the Earnest Money shall commence an 30 interpleader action in the county in which the Property is located. For the purposes of this section, the term Closing 31 Agent includes a Selling Firm holding the Earnest Money. The parties authorize the party commencing an interpleader 32 action to deduct up to$500.00 for the costs thereof. 33 c. Condition of Title. Unless otherwise specified in this Agreement, title to the Property shall be marketable at Closing. 34 The following shall not cause the title to be unmarketable: rights, reservations, covenants, conditions and restrictions, 35 presently of record and general to the area; easements and encroachments, not materially affecting the value of or 36 unduly interfering with Buyer's reasonable use of the Property; and reserved oil and/or mining rights. Monetary 37 encumbrances or liens not assumed by Buyer, shall be paid or discharged by Seller on or before Closing. Title shall be 38 conveyed by a Statutory Warranty Deed. If this Agreement is for conveyance of a buyer's interest in a Real Estate 39 Contract, the Statutory Warranty Deed shall include a buyer's assignment of the contract sufficient to convey after 40 acquired title. If the Property has been short platted, the Short Plat number is in the Legal Description. 41 d. Title Insurance. Seller authorizes Buyer's lender or Closing Agent, at Seller's expense, to apply for the then-current 42 ALTA form of standard form owner's policy of title insurance from the.Title Insurance Company. If Seller previously 43 received a preliminary commitment from a Title Insurance Company that Buyer declines to use, Buyer shall pay any 44 cancellation fees owing to the original Title Insurance Company. Otherwise, the party applying for title insurance shall 45 pay any title cancellation fee, in the event such a fee is assessed. The Title Insurance Company shall send a copy of 46 the preliminary commitment to Seller, Listing Broker, Buyer and Selling Broker. The preliminary commitment, and the 47 title policy to be issued, shall contain no exceptions other than the General Exclusions and Exceptions in said standard 48 form and Special Exceptions consistent with the Condition of Title herein provided. If title cannot be made so insurable 49 prior to the Closing Date, then as Buyer's sole and exclusive remedy, the Earnest Money shall, unless Buyer elects to 50 waive such defects or encumbrances, be refunded to the Buyer, less any unpaid costs described in this Agreement, and 51 this Agreement shall thereupon be terminated. Buyer shall have no right to specific performance or damages as a 52 consequence of Seller's inability to provide insurable title. 53 e. Closing and Possession. This sale shall be closed by the Closing Agent on the Closing Date. "Closing" means the 54 date on which all documents are recorded and the sale proceeds are available to Seller. If the Closing Date falls on a 55 Saturday, Sunday, legal holiday as defined in RCW 1.16.050, or day when the county recording office is closed, the 56 Closing Agent shall close the transaction on the next day that is not a Saturday, Sunday, legal holiday, or day when the 57 county recording office is closed. Buyer shall be entitled to possession at 9:00 p.m. on the Possession Date. Seller shall 58 maintain the Property in its present condition, normal wear and tear excepted, until the Buyer is entitled to possession. 59 hall not enter into or modify existing leases or rental agreements, service contracts, or other agreements 60 03l17/2015 _ "a+f� Buyers Initials Date Buyer's Initials Date Seller's Initials Date Seller's Initials Date Auth-nta gn ID.60599EAe CE484L2E-AWD LOWN348UE3 Form 25 CCopyright 2014 Vacant Land Purchase 8 Sale VACANT LAND PURCHASE AND SALE AGREEMENT Northwest Multiple Listing Service Rev.5M4 ALL RIGHTS RESERVED Page 3 of 5 GENERAL TERMS Continued affecting the Property which have terms extending beyond Closing without first obtaining Buyer's consent, which shall 61 not be unreasonably withheld. 62 f. Section 1031 Like-Kind Exchange. If either Buyer or Seller intends for this transaction to be a part of a Section 1031 63 like-kind exchange, then the other party shall cooperate in the completion of the like-kind exchange so long as the 64 cooperating party incurs no additional liability in doing so, and so long as any expenses (including attorneys' fees and 65 costs) incurred by the cooperating party that are related only to the exchange are paid or reimbursed to the cooperating 66 party at or prior to Closing. Notwithstanding the Assignment paragraph of this Agreement, any party completing a 67 Section 1031 like-kind exchange may assign this Agreement to its qualified intermediary or any entity set up for the 68 purposes of completing a reverse exchange. 69 g. Closing Costs and Prorations and Charges and Assessments. Seller and Buyer shall each pay one-half of the 70 escrow fee unless otherwise required by applicable FHA or VA regulations. Taxes for the current year, rent, interest, 71 and lienable homeowner's association dues shall be prorated as of Closing. Buyer shall pay Buyer's loan costs, 72 including credit report, appraisal charge and lender's title insurance, unless provided otherwise in this Agreement. If any 73 payments are delinquent on encumbrances which will remain after Closing, Closing Agent is instructed to pay such 74 delinquencies at Closing from money due, or to be paid by, Seller. Buyer shall pay for remaining fuel in the fuel tank if, 75 prior to Closing, Seller obtains a written statement as to the quantity and current price from the supplier. Seller shall pay 76 all utility charges, including unbilled charges. Unless waived in Specific Term No. 13, Seller and Buyer request the 77 services of Closing Agent in disbursing funds necessary to satisfy unpaid utility charges in accordance with RCW 60.80 78 and Seller shall provide the names and addresses of all utilities providing service to the Property and having lien rights 79 (attach NWMLS Form 22K Identification of Utilities or equivalent). 80 Buyer is advised to verify the existence and amount of any local improvement district, capacity or impact charges or 81 other assessments that may be charged against the Property before or after Closing. Seller will pay such charges that 82 are encumbrances at the time of Closing, or that are or become due on or before Closing. Charges levied before 83 Closing, but becoming due after Closing shall be paid as agreed in Specific Term No. 14. 84 h. Sale Information. Listing Broker and Selling Broker are authorized to report this Agreement (including price and all 85 terms)to the Multiple Listing Service that published it and to its members, financing institutions, appraisers, and anyone 86 else related to this sale. Buyer and Seller expressly authorize all Closing Agents, appraisers, title insurance companies, 87 and others related to this Sale, to furnish the Listing Broker and/or Selling Broker, on request, any and all information 88 and copies of documents concerning this sale. 89 i. PIRPTA-Tax Withholding at Closing.The Closing Agent is instructed to prepare a certification (NWMLS Form 22E or 90 equivalent) that Seller is not a"foreign person"within the meaning of the Foreign Investment In Real Property Tax Act. 91 Seller shall sign this certification. If Seller is a foreign person, and this transaction is not otherwise exempt from FIRPTA, 92 Closing Agent is instructed to withhold and pay the required amount to the Internal Revenue Service. 93 j. Notices. In consideration of the license to use this and NWMLS's companion forms and for the benefit of the Listing 94 Broker and the Selling Broker as well as the orderly administration of the offer, counteroffer or this agreement, the 95 parties irrevocably agree that unless otherwise specified in this Agreement, any notice required or permitted in, or 96 related to, this Agreement(including revocations of offers or counteroffers)must be in writing. Notices to Seller must be 97 signed by at least one Buyer and shall be deemed given only when the notice is received by Seller, by Listing Broker or 98 at the licensed office of Listing Broker. Notices to Buyer must be signed by at least one Seller and shall be deemed 99 given only when the notice is received by Buyer, by Selling Broker or at the licensed office of Selling Broker. Receipt by 100 Selling Broker of a Form 17 or 17C (whichever is applicable), Public Offering Statement or Resale Certificate, 101 homeowners' association documents provided pursuant to NWMLS Form 22D, or a preliminary commitment for title 102 insurance provided pursuant to NWMLS Form 22T shall be deemed receipt by Buyer. Selling Broker and Listing Broker 103 have no responsibility to advise of receipt of a notice beyond either phoning the party or causing a copy of the notice to 104 be delivered to the party's address shown on this Agreement. Buyer and Seller must keep Selling Broker and Listing 105 Broker advised of their whereabouts in order to receive prompt notification of receipt of a notice. 106 k. Computation of Time. Unless otherwise specified in this Agreement, any period of time measured in days and stated 107 in this Agreement shall start on the day following the event commencing the period and shall expire at 9:00 p.m, of the 108 last calendar day of the specified period of time. Except for the Possession Date, if the last day is a Saturday, Sunday 109 or legal holiday as defined in RCW 1.16.050, the specified period of time shall expire on the next day that is not a 110 Saturday, Sunday or legal holiday. Any specified period of 5 days or less shall not include Saturdays, Sundays or legal 111 holidays. If the parties agree that an event will occur on a specific calendar date, the event shall occur on that date, 112 except for the Closing Date, which, if it falls on a Saturday, Sunday, legal holiday as defined in RCW 1.16.050, or day 113 when the county recording office is closed, shall occur on the next day that is not a Saturday, Sunday, legal holiday, or 114 day when the county recording office is closed. If the parties agree upon and attach a legal description after this 115 Agreement is signed by the offeree and delivered to the offeror, then for the purposes of computing time, mutual 116 acceptance shall be deemed to be on the date of delivery of an accepted offer or counteroffer to the offeror, rather than 117 the date the legal description is attached.Time is of the essence of this Agreement. 118 P11 03/17/2015 Buyer's Initials Date Buyer's Initials Date Seller's Initials Date Seller's Initials Date i Authent!Mgn ID:50668 BAD CEMAE2E-AMD E90B'/73A80E2 Form 25 ©Copyright 2014 Vacant Land Purchase&Sale VACANT LAND PURCHASE AND SALE AGREEMENT Northwest Multiple Listing Service Rev.5/14 ALL RIGHTS RESERVED Page 4 of 5 GENERAL TERMS Continued I. Facsimile or E-mail Transmission. Facsimile transmission of any signed original document, and retransmission of any 119 signed facsimile transmission, shall be the same as delivery of an original. At the request of either party, or the Closing 120 Agent, the parties will confirm facsimile transmitted signatures by signing an original document. E-mail transmission of 121 any signed original document, and retransmission of any such e-mail, shall be the same as delivery of an original, 122 provided that the e-mail is sent to both Selling Broker and Selling Firm or both Listing Broker and Listing Firm at the e- 123 mail addresses on page one of this Agreement. At the request of either party, or the Closing Agent, the parties will 124 confirm e-mail transmitted signatures by signing an original document. 125 m. Integration and Electronic Signatures. This Agreement constitutes the entire understanding between the parties and 126 supersedes all prior or contemporaneous understandings and representations. No modification of this Agreement shall 127 be effective unless agreed in writing and signed by Buyer and Seller. The parties acknowledge that a signature in 128 electronic form has the same legal effect and validity as a handwritten signature. 129 In. Assignment. Buyer may not assign this Agreement, or Buyer's rights hereunder, without Seller's prior written consent, 130 unless the parties indicate that assignment is permitted by the addition of"and/or assigns" on the line identifying the 131 Buyer on the first page of this Agreement. 132 o. Default. In the event Buyer fails, without legal excuse, to complete the purchase of the Property, then the following 133 provision, as identified in Specific Term No.7,shall apply: 134 t. Forfeiture of Earnest Money. That portion of the Earnest Money that does not exceed five percent (5%) of the 135 Purchase Price shall be forfeited to the Seller as the sole and exclusive remedy available to Seller for such failure. 136 it. Seller's Election of Remedies. Seller may, at Seller's option, (a) keep the Earnest Money as liquidated damages 137 as the sole and exclusive remedy available to Seller for such failure, (b) bring suit against Buyer for Seller's actual 138 damages, (c) bring suit to specifically enforce this Agreement and recover any incidental damages, or (d) pursue 139 any other rights or remedies available at law or equity. 140 p. Professional Advice and Attorneys' Fees. Buyer and Seller are advised to seek the counsel of an attorney and a 141 certified public accountant to review the terms of this Agreement. Buyer and Seller agree to pay their own fees incurred 142 for such review. However, if Buyer or Seller institutes suit against the other concerning this Agreement the prevailing 143 party is entitled to reasonable attorneys'fees and expenses. 144 q. Offer. Buyer shall purchase the Property under the terms and conditions of this Agreement, Seller shall have until 9:00 145 p.m. on the Offer Expiration Date to accept this offer, unless sooner withdrawn.Acceptance shall not be effective until a 146 signed copy is received by Buyer, by Selling Broker or at the licensed office of Selling Broker. If this offer is not so 147 accepted, it shall lapse and any Earnest Money shall be refunded to Buyer. 148 r. Counteroffer. Any change in the terms presented in an offer or counteroffer, other than the insertion of the Seller's 149 name, shall be considered a counteroffer. If a party makes a counteroffer,then the other party shall have until 9:00 p.m. 150 on the counteroffer expiration date to accept that counteroffer, unless sooner withdrawn. Acceptance shall not be 151 effective until a signed copy is received by the other party,the other party's broker, or at the licensed office of the other 152 party's broker. If the counteroffer is not so accepted, it shall lapse and any Earnest Money shall be refunded to Buyer. 153 s, Offer and Counteroffer Expiration Date. If no expiration date is specified for an offer/counteroffer, the 154 offer/counteroffer shall expire 2 days after the offer/counteroffer is delivered by the party making the offer/counteroffer, 155 unless sooner withdrawn. 156 t. Agency Disclosure. Selling Firm, Selling Firm's Designated Broker, Selling Broker's Branch Manager (if any) and 157 Selling Broker's Managing Broker (if any) represent the same party that Selling Broker represents. Listing Firm, Listing 158 Firm's Designated Broker, Listing Broker's Branch Manager (if any), and Listing Broker's Managing Broker (if any) 159 represent the same party that the Listing Broker represents. If Selling Broker and Listing Broker are different persons 160 affiliated with the same Firm, then both Buyer and Seller confirm their consent to Designated Broker, Branch Manager 161 (if any), and Managing Broker(if any) representing both parties as dual agents. If Selling Broker and Listing Broker are 162 the same person representing both parties then both Buyer and Seller confirm their consent to that person and his/her 163 Designated Broker, Branch Manager(if any), and Managing Broker(if any)representing both parties as dual agents.All 164 parties acknowledge receipt of the pamphlet entitled"The Law of Real Estate Agency." 165 u. Commission. Seller and Buyer agree to pay a commission in accordance with any listing or commission agreement to 166 which they are a party. The Listing Firm's commission shall be apportioned between Listing Firm and Selling Firm as 167 specified in the listing. Seller and Buyer hereby consent to Listing Firm or Selling Firm receiving compensation from 168 more than one party. Seller and Buyer hereby assign to Listing Firm and Selling Firm, as applicable, a portion of their 169 funds in escrow equal to such commission(s) and irrevocably instruct the Closing Agent to disburse the commission(s) 170 directly to the Firm(s). In any action by Listing or Selling Firm to enforce this paragraph,the prevailing party is entitled to 171 court costs and reasonable attorneys'fees. Seller and Buyer agree that the Firms are intended third party beneficiaries 172 under this Agreement. 173 1A 03/17/2015 = Buyer's Initials Date Buyer's Initials Dale Seller's Initials Date Seller's Initials Date Authentisign ID:58656HAG-CE484L2E-AD30-Eg8B713A6UE2 I Form 25 ©Copyright 2014 Vacant Land Purchase&Sale VACANT LAND PURCHASE AND SALE AGREEMENT Northwest Multiple Listing Service Rev.5/14 ALL RIGHTS RESERVED Page 5 of 5 GENERAL TERMS Continued v. Feasibility Contingency. It is the Buyer's responsibility to verify before the Feasibility Contingency Expiration Date 174 identified in Specific Term No. 16 whether or not the Property can be platted, developed and/or built on (now or in the 175 future) and what it will cost to do this. BUYER SHOULD NOT RELY ON ANY ORAL STATEMENTS concerning this 176 made by the Seller, Listing Broker or Selling Broker. Buyer should inquire at the city or county, and water, sewer or 177 other special districts in which the Property is located. Buyer's inquiry should include, but not be limited to: building or 178 development moratoriums applicable to or being considered for the Property; any special building requirements, 179 including setbacks, height limits or restrictions on where buildings may be constructed on the Property; whether the 180 Property is affected by a flood zone, wetlands,shorelands or other environmentally sensitive area; road, school,fire and 181 any other growth mitigation or impact fees that must be paid; the procedure and length of time necessary to obtain plat 182 approval and/or a building permit; sufficient water, sewer and utility and any service connection charges; and all other 183 charges that must be paid. Buyer and Buyer's agents, representatives, consultants, architects and engineers shall have 184 the right, from time to time during the feasibility contingency, to enter onto the Property and to conduct any tests or 185 studies that Buyer may need to ascertain the condition and suitability of the Property for Buyer's intended purpose. 186 Buyer shall restore the Property and all improvements on the Property to the same condition they were in prior to the 187 inspection. Buyer shall be responsible for all damages resulting from any inspection of the Property performed on 188 Buyer's behalf. If the Buyer does not give notice to the contrary on or before the Feasibility Contingency Expiration Date 189 identified in Specific Term No. 16, it shall be conclusively deemed that Buyer is satisfied as to development and/or 190 construction feasibility and cost. If Buyer gives notice this Agreement shall terminate and the Earnest Money shall be 191 refunded to Buyer, less any unpaid costs. 192 w. Subdivision. If the Property must be subdivided, Seller represents that there has been preliminary plat approval for the 193 Property and this Agreement is conditioned on the recording of the final plat containing the Property on or before the 194 date specified in Specific Term 15. If the final plat is not recorded by such date, this Agreement shall terminate and the 195 Earnest Money shall be refunded to Buyer. 196 x. Information Verification Period and Property Condition Disclaimer. Buyer shall have 10 days after mutual 197 acceptance to verify all information provided from Seller or Listing Firm related to the Property. This contingency shall 198 be deemed satisfied unless Buyer gives notice identifying the materially inaccurate information within 10 days of mutual 199 acceptance. If Buyer gives timely notice under this section, then this Agreement shall terminate and the Earnest Money 200 shall be refunded to Buyer. I �01 Buyer and Seller agree, that except as provided in this Agreement, all representations and information regarding the 202 Property and the transaction are solely from the Seller or Buyer, and not from any Broker. The parties acknowledge that 203 the Brokers are not responsible for assuring that the parties perform their obligations under this Agreement and that 204 none of the Brokers has agreed to independently investigate or confirm any matter related to this transaction except as 205 stated in this Agreement, or in a separate writing signed by such Broker. In addition, Brokers do not guarantee the 206 value, quality or condition of the Property and some properties may contain building materials, including siding, roofing, 207 ceiling, insulation, electrical, and plumbing, that have been the subject of lawsuits and/or governmental inquiry because 208 of possible defects or health hazards. Some properties may have other defects arising after construction, such as 209 drainage, leakage, pest, rot and mold problems. Brokers do not have the expertise to identify or assess defective 210 products, materials, or conditions. Buyer is urged to use due diligence to inspect the Property to Buyer's satisfaction 211 and to retain inspectors qualified to identify the presence of defective materials and evaluate the condition of the 212 Property as there may be defects that may only be revealed by careful inspection. Buyer is advised to investigate 213 whether there is a sufficient water supply to meet Buyer's needs. Buyer is advised to investigate the cost of insurance 214 for the Property, including, but not limited to homeowner's, flood, earthquake, landslide, and other available coverage. 215 Brokers may assist the parties with locating and selecting third party service providers, such as inspectors or 216 contractors, but Brokers cannot guarantee or be responsible for the services provided by those third parties.The parties 217 agree to exercise their own judgment and due diligence regarding third-party service providers. 218 [G�i}1 03/17/2015 r Buyer's Initials Dale Buyer's Initials Date Seller's Initials ate Seller's Initials Date Aathenlisign lD,58660BAD�E484UE-ADM ESBB713ARGE1 Form 35F ©Copyright 2010 Feasibility Contingency Addendum Northwest Multiple Listing Service Rev.7110 ALL RIGHTS RESERVED Page 1 of 1 FEASIBILITY CONTINGENCY ADDENDUM The following Is part of the Purchase and Sale Agreement dated March 17,2015 1 between Evetz Capital LLC and/or assigns ("Buyer") 2 Buyer Buyer and City of Kent ("Seller') 3 Seller Seller concerning 3536 S 252nd Street Kent WA 98032 (the"Property'). 4 Address oily State Zip Feasibility Contingency. Buyer shall verify within 10 days (10 days if not filled in) after mutual acceptance 5 (the "Feasibility Contingency Expiration Date") the suitability of the Property for Buyer's Intended purpose including, 6 but not limited to, whether the Property can be platted, developed and/or built on (now or in the future) and what it will 7 cost to do this. This Feasibility Contingency SHALL CONCLUSIVELY BE DEEMED WAIVED unless Buyer gives 8 notice of disapproval on or before the Feasibility Contingency Expiration Date. If Buyer gives a timely notice of 9 disapproval, then this Agreement shall terminate and the Earnest Money shall be refunded to Buyer. Buyer should not 10 rely on any oral statements concerning feasibility made by the Seller, Listing Broker or Selling Broker. Buyer should 11 inquire at the city or county, and water, sewer or other special districts in which the Property is located. Buyer's inquiry 12 shall include, but not be limited to: building or development moratoria applicable to or being considered for the 13 Property; any special building requirements, including setbacks, height limits or restrictions on where buildings may be 14 constructed on the Property; whether the Property is affected by a flood zone, wetlands, shorelands or other 15 environmentally sensitive area; road, school, fire and any other growth mitigation or impact fees that must be paid; the 16 procedure and length of time necessary to obtain plat approval and/or a building permit; sufficient water, sewer and 17 utility and any services connection charges; and all other charges that must be paid. 18 Buyer and Buyer's agents, representatives, consultants, architects and engineers shall have the right, from time to 19 time during the feasibility contingency, to enter onto the Property and to conduct any tests or studies that Buyer may 20 need to ascertain the condition and suitability of the Property for Buyer's intended purpose. Buyer shall restore the 21 Property and all Improvements on the Property to the same condition they were in prior to the inspection. Buyer shall 22 be responsible for all damages resulting from any inspection of the Property performed on Buyer's behalf. 23 id AGREEMENT TERMINATED IF NOTICE OF SATISFACTION NOT TIMELY PROVIDED. If checked, this24 Agreement shall terminate and Buyer shall receive a refund of the Earnest Money unless Buyer gives notice to Seller25 on or before the Feasibility Contingency Expiration Date that the Property is suitable for Buyer's intended purpose. 26 Pml 03/17/2015 Buyer's Initials Date Buyer's Initials Dale Seller's Initials' Date Sellers Initials Date AufhentM,t,,ID:60068BAD-CE4e4E2E-AD3D-E90B713ASOE2 Form 22T ©Copyright 2006I' Title Contingency Addendum Northwest Multiple Listing Service Rag.6106 TITLE CONTINGENCY ADDENDUM TO ALL RIGHTS RESERVED Page 1 of 1 PURCHASE&SALE AGREEMENT The following is part of the Purchase and Sale Agreement dated March 17,2015 1 between Eretz Capital LLC and/or assigns ("Buyer") 2 Buyer Buyer and City of Kent ("Seller") 3 Seller Seller concerning 3536 S 252nd Street Kent WA 98032 (the "Property"). 4 Addre� city stele nP 1. Title Contingency. This Agreement is subject to Buyer's review of a preliminary commitment for title insurance, 5 together with easements, covenants, conditions and restrictions of record, which are to be obtained by Buyer, to 6 determine that they are consistent with Buyer's intended use of the Property. Buyer shall have 10 days 7 (5 days if not filled in) O from mutual acceptance of this Agreement or lid from the date of Buyer's receipt of the 8 preliminary commitment for title insurance (from mutual acceptance, If neither box checked) to give written 9 notice of Buyer's disapproval and the reasons therefore. Buyer may only disapprove exceptions that are 10 contained in the preliminary commitment and may not object to matters not contained therein. 11 Seller shall have days (5 days if not filled in) after receipt of Buyer's notice of disapproval to give 12 Buyer written notice that Seller will clear all disapproved exceptions. Seller shall have until the Closing Date to 13 cure all disapproved exceptions. If Seller does not give timely notice that Seller will clear all disapproved 14 exceptions, Buyer may terminate this Agreement within 3 days after the deadline for Seller's notice. In the event 15 Buyer elects to terminate the Agreement, the Earnest Money shall be returned to Buyer, less any unpaid costs 16 described in the Agreement. Buyer shall have no right to specific performance or damages as a consequence of 17 Seller's inability to provide insurable title. If Buyer does not terminate the Agreement, Buyer shall be deemed to 18 have waived all objections to title, which Seller did not agree to clear. 19 2. Supplemental Title Reports. If Buyer receives supplemental title reports that disclose new exception(s) to the20 title commitment, then the time periods and procedures for notice, correction, and termination above shall apply2l to the date of Buyer's receipt of the supplemental title report. 22 3. Marketable Title. This Addendum does not relieve Seller of the obligation to provide marketable title at closing 23 as provided in the Agreement. 24 03(1712015 r � Buyer's Initials Date Buyer's Initials Date Seller's Iniiial� ' Date Seller's Initials Date luthsrtisiyn ID:58008BAD CE484EH-ADM E98B713A00E2 '.. Form 22D ©Copyright 2014 Optional Clauses Addendum Northwest Multiple Listing Service Rev.5/14 OPTIONAL CLAUSES ADDENDUM TO ALL RIGHTS RESERVED Page 1 of 2 PURCHASE &SALE AGREEMENT The following is part of the Purchase and Sale Agreement dated March 17,2015 1 between Eretz Capital LLC and/or assigns ("Buyer") 2 Buyer Buyer and City of Kent ("Seller") 3 Seller Seller concerning 3536 S 252nd Street Kent WA 98032 (the "Property"). 4 Address city State zip CHECK IF INCLUDED: 5 1. 16 Square Footage/Lot Size/Encroachments. The Listing Broker and Selling Broker make no representations 6 concerning: (a) the lot size or the accuracy of any information provided by the Seller; (b)the square footage of 7 any improvements on the Property; (c)whether there are any encroachments (fences, rockeries, buildings)on 8 the Property, or by the Property on adjacent properties. Buyer is advised to verify lot size, square footage and 9 encroachments to Buyer's own satisfaction within the inspection contingency period. 10 2. Title Insurance. The Title Insurance clause in the Agreement provides Seller Is to provide the then-current ALTA 11 form of Homeowner's Policy of Title Insurance. The parties have the option to provide less coverage by selecting 12 a Standard Owner's Policy or more coverage by selecting an Extended Coverage Policy: 13 ❑ Standard Owner's Policy. Seller authorizes Buyer's lender or Closing Agent, at Seller's expense, to 14 apply for the then-current ALTA form of Owner's Policy of Title Insurance, together with homeowner's 15 additional protection and inflation protection endorsements, if available at no additional cost, rather than 16 the Homeowner's Policy of Title Insurance. 17 ❑ Extended Policy. Seller authorizes Buyer's lender or Closing Agent, at Seller's expense to apply for an 18 ALTA or comparable Extended Coverage Policy of Title Insurance, rather than the Homeowner's Policy 19 of Title Insurance. Buyer shall pay the increased costs associated with the Extended Coverage Policy, 20 including the excess premium over that charged for Homeowner's Policy of Title Insurance and the cost 21 of any survey required by the title insurer. 22 3. 0 Property And Grounds Maintained. Until possession is transferred to Buyer, Seller shall maintain the 23 Property in the same condition as when initially viewed by Buyer. The term "Property" includes the building(s); 24 grounds; plumbing, heat, electrical and other systems; and all Included Items. Should an appliance or system 25 become inoperative or malfunction prior to transfer of possession, Seller shall either repair, or replace the 26 j same with an appliance or system of at least equal quality. Buyer reserves the right to reinspect the Property 27 within 5 days prior to transfer of possession to verify that Seller has complied with this Paragraph 3. Buyer 28 and Seller understand and agree that the Listing Broker and Selling Broker shall not be liable for the foregoing 29 or Seller's breach of this Paragraph 3. 30 4. ❑ Items Left by Seller. Any personal property, fixtures or other items remaining on the Property when 31 possession is transferred to Buyer shall thereupon become the property of the Buyer, and may be retained or 32 disposed of as Buyer determines. However, Seller shall clean the interiors of any structures and remove all 33 trash, debris and rubbish on the Property prior to Buyer taking possession. 34 5. m Utilities.To the best of Seller's knowledge, Seller represents that the Property is connected to a: 35 m public water main; m public sewer main; ❑ septic tank; ❑ well (specify type) ; 36 ❑ irrigation water(specify provider) ; 0 natural gas; III telephone; 37 16 cable; Id electricity;0 other Utilities available but NOT connected-Buyer to verify during feasibility(35F). . 38 6. ❑ Insulation - New Construction. If this is new construction, Federal Trade Commission Regulations require 39 the following to be filled in. If insulation has not yet been selected, FTC regulations require Seller to furnish 40 Buyer the information below in writing as soon as available: 41 WALL INSULATION: TYPE: THICKNESS: R-VALUE: 42 CEILING INSULATION: TYPE: THICKNESS: R-VALUE: 43 OTHER INSULATION DATA: 44 H03/1712015 Buyers Initials Date Buyer's Initials Date Seller's Initials Sellers Initials Date AutheA,J,o ID:63399EAD.CE4il4E2E.AD3PE966"113ADOE2 Form 22D ©Copyright 2014 Optional Clauses Addendum Northwest Multiple Listing Service Rev. OPTIONAL CLAUSES ADDENDUM TO ALL RIGHTS RESERVED 2 of Page 2 of 2 PURCHASE & SALE AGREEMENT Continued 7. ❑ Leased Property. Buyer acknowledges that Seller leases the following items of personal property: 45 ❑ propane tank; ❑ security system; ❑ satellite dish and operating equipment; ❑ other 46 Buyer shall assume the lease(s) for the selected items) and hold Seller harmless from and against any 47 further obligation, liability, or claim arising from the lease(s), if the lease(s)can be assumed. 48 8. ❑ Homeowners' Association Review Period. If the Property is subject to a homeowners' association or any 49 other association, then Seller shall, at Seller's expense, provide Buyer a copy of the following documents (if 50 available from the Association)within days (10 days if not filled in)of mutual acceptance: 51 a. Association rules and regulations, including, but not limited to architectural guidelines; 52 b. Association bylaws and covenants, conditions, and restrictions (CC&Rs); 53 c. Association meeting minutes from the prior two (2)years; 54 d. Association Board of Directors meeting minutes from the prior six(6) months; and 55 e. Association financial statements from the prior two (2)years and current operating budget. 56 If Buyer, in Buyer's sole discretion, does not give notice of disapproval within days (5 days if not 57 filled in) of receipt of the above documents or the date that the above documents are due, whichever is 58 earlier, then this homeowners' association review period shall conclusively be deemed satisfied (waived). If 59 Buyer gives timely notice of disapproval, then this Agreement shall terminate and the Earnest Money shall be 60 refunded to Buyer. 61 9. ❑ Excluded Item(s). The following item(s), that would otherwise be included in the sale of the Property, is 62 excluded from the sale ("Excluded Item(s)"). Seller shall repair any damage to the Property caused by the 63 removal of the Excluded Item(s). Excluded Item(s): 64 65 66 10. ❑ Home Warranty. Buyer and Seller acknowledge that home warranty plans are available which may provide 67 additional protection and benefits to Buyer and Seller. Buyer shall order a one-year home warranty as follows: 68 a. Home warranty provider: 69 b. Seller shall pay up to $ ($0.00 if not filled in) of the cost for the home warranty, 70 together with any included options, and Buyer shall pay any balance. 71 c. Options to be included: 72 (none, if not filled in). 73 d. Other. 74 11. ❑ Other. 75 76 77 78 79 80 81 82 83 84 85 CiI 03l17I2015 Buyers Initials Date Buyer's Initials Date Seller's Initials - /Dale Sellers Initials Date Authentisign ID:586G2BAD-CE48AE2E.A030-Eg BB713A88E.2 Form 31 ©Copyright 2010 Earnest Money Promissory Note Northwest Multiple Listing Service Rev.7MO ALL RIGHTS RESERVED Page 1 of 1 EARNEST MONEY PROMISSORY NOTE $ 2,500.00 SEATTLE ,Washington 1 FOR VALUE RECEIVED, Eretz Capitai LLC 2 Buyer and/or assigns ("Buyer") 3 Buyer agree(s)to pay to the order of Chicago Title and Escrow (Selling Firm or Closing Agent) 4 the sum of Two Thousand Five Hundred Dollars 5 ($ 2,500.00 ), as follows: 6 ❑ within 3 days following mutual acceptance of the Purchase and Sale Agreement. 7 0 *March 29,2015,subject to waiver of feasibility on NWMLS Form 35F Attached 8 This Note is evidence of the obligation to pay Earnest Money under a real estate Purchase and 9 Sale Agreement between the Buyer and City ofKent 10 Seller ("Seller ) 11 Seller dated March 17,2015 Buyer's failure to pay the Earnest Money 12 strictly as above shall constitute default on said Purchase and Sale Agreement as well as on this Note. 13 If this Note shall be placed in the hands of an attorney for collection, or if suit shall be brought to collect 14 any of the balance due on this Note, the Buyer promises to pay reasonable attorneys' fees, and all 15 court and collection costs. 16 Date: 03/17/2015 17 �Aulhentis,ou BUYER E' ,oriel ra73 ,z 18 3/17/2015 11:10:43 AM BUYER 19 I I i "On closing"or similar language is not recommended. Use a definite date. Auihtofls yn ID:58663BAD CE484E2&AD30-E98E713A89E2 EXHIBIT A That portion of the NWk of the SWJ of Section 22, Township 22 North, Range 4 B,w.N., deaoribed as follow$: commencing at the interseotion of the West line of Military Road (36th Avenue South) and the South line of the north one-half of the southwest quarter of said section, townshipp and range, thence westerly along said south line B distance of 200 feet to the true point of beginninngg; thence continuing westerly along Bald South line 70 Ceet; thence northerly, parallel to and 270 test from the wtet lino ralleelito ando130afeet distance northoof1thefsouth thence easterly, pa lima of said north one-half of the said southwest quarter of said section, township and range, a distance of 70 feet; thence southerly a distance of 130 rest to the true point of beginning; RBSSBVINc, however, to the grantors herein, their heirs, executors, administrators and asaigne, an easement for road purposes through, over, under and across the southerly 30 rest of the land herein conveyed;TODETHBR with an easement for road and utility purposes over the west quarter tof3 Said ssection, township t of te tandrange quarter �f the south from the true point'of beginning of the land herein conveyed easterly to the east line of said subdivision. asllS 03l17/2015 � y t I CG��S�