REAL ESTATE PURCHASE AND SALE AGREEMENT
This Real Estate Purchase and Sale Agreement (the "Agreement") is made by
and between METROPOLITAN PARK DISTRICT OF TACOMA, a municipal corporation
("Seller") and WAHL & ASSOCIATES, INC., a Washington corporation ("Buyer") for
the purchase and sale of that certain real property situated in Pierce County,
Washington, and described on EXHIBIT "A" attached hereto and incorporated herein
by reference and all rights appurtenant thereto (the "Property"), and is
effective as of the date specified on the last page.
1. PURCHASE PRICE; PAYMENT. The total purchase price for the
Property is Three Million Two Hundred Thousand Dollars (U.S. $3,200,000.00)
which amount including the Deposit shall be paid as follows:
1.1 Except as otherwise provided in this Agreement, as partial
payment of the purchase price, Buyer shall convey to Seller approximately 21.66
acres of forested land located in the City of Tacoma, commonly known as Black
Oaks Hill, and described on EXHIBIT "B" attached hereto and incorporated herein
by reference and all rights appurtenant thereto (the "Trade Property"). The
parties agree that the value of the Trade Property shall be One Million Two
Hundred Thousand Dollars (U.S. $1,200,000.00).
1.2 The balance of the purchase price shall be paid in cash at
closing.
2. SELLER DUE DILIGENCE. Seller shall have until July 31, 1996 in
which to determine whether the Trade Property is satisfactory for Seller's
proposed use, in Seller's sole and absolute discretion (the "Evaluation
Period"). Seller, its agents and consultants shall have the right to come upon
the Trade Property and conduct soils tests, environmental assessments, title
surveys and such other tests and studies as it deems necessary to conduct its
due diligence. If Seller does not acquire the Trade Property, Seller shall, at
Buyer's election, repair or compensate Buyer for any physical damage done to the
Trade Property as a result of such tests and inspections.
On or before the end of the Evaluation Period, Seller agrees to notify
Buyer in writing whether the Trade Property is satisfactory. If Seller notifies
Buyer that the Trade Property is satisfactory, Seller shall be obligated to
accept the Trade Property as partial payment of the purchase price except as
otherwise provided in this Agreement. If Seller determines, in its sole and
absolute discretion, that the Trade Property is unsatisfactory in any respect
and that Seller does not desire to obtain the Trade Property, Buyer shall pay
the entire purchase price for the Property in cash. Seller's failure to notify
Buyer at the end of the Evaluation Period of its rejection of the Trade Property
shall be deemed an acceptance of the Trade Property as satisfactory.
3. BUYER DUE DILIGENCE. Buyer shall have until July 31, 1996 in
which to determine whether the Property is satisfactory for Buyer's proposed
use, in Buyer's sole and absolute
PURCHASE AND SALE AGREEMENT - 1
discretion (the "Evaluation Period"). Buyer, its agents and consultants shall
have the right to come upon the Property and conduct soils tests, environmental
assessments, title surveys and such other tests and studies as it deems
necessary to conduct its due diligence. If Buyer does not purchase the
Property, Buyer shall, at Seller's election, repair or compensate Seller for any
physical damage done to the Property as a result of such tests and inspections.
On or before the end of the Evaluation Period, Buyer agrees to notify
Seller in writing whether the Property is satisfactory. If Buyer notifies
Seller that the Property is satisfactory, Buyer shall pay Seller the Deposit
described in Section 4 below and this Agreement shall remain in full force and
effect. If Buyer determines, in its sole and absolute discretion, that the
Property is unsatisfactory in any respect, Buyer may terminate this Agreement
and the parties shall be released from any further obligations, duties or
liabilities hereunder (other than Buyer's duty to restore or compensate Seller
for any physical damage to the Property). Buyer's failure to notify Seller at
the end of the Evaluation Period of its rejection of the Property shall be
deemed an acceptance of the Property as satisfactory.
4. EARNEST MONEY DEPOSIT. Buyer agrees to deposit One Hundred Sixty
Thousand Dollars (U.S. $160,000.00) as an earnest money deposit (the "Deposit"),
payable to Closing Agent, and shall deliver the Deposit to Closing Agent within
five (5) days after Buyer notifies Seller that the Property is satisfactory as
provided in Section 3 above, and the Deposit shall be held in escrow and applied
or disposed of by Closing Agent as provided herein.
5. PERMITS AND APPROVALS. This Agreement and Buyer's obligations,
duties and liabilities hereunder are subject to the condition that Buyer is able
to obtain all land use, rezoning, permits and other approvals (the "Approvals")
from the City of Tacoma and all other applicable governmental authorities (and
there are no appeals of any Approvals and the time periods in which such appeals
are required to be filed have expired) which are necessary in Buyer's sole and
absolute discretion for Buyer to develop and construct its planned standard
Eagle Hardware & Garden store building, greenhouse and garden yard, parking area
and other improvements and to open and operate its business on the Property and
on certain contiguous property that Buyer has contracted to purchase from an
adjacent owner subject to the usual conditions of purchase, no later than April
1, 1997 (the "Contingency Date"). If all Approvals are not obtained or if any
such appeals have not been finally extinguished or if all rights to appeal have
not expired on or before the Contingency Date, Buyer may, at its election,
terminate this Agreement by giving written notice (the "Termination Notice")
thereof to Seller. In the event this Agreement is so terminated by Buyer, the
Deposit shall be returned to Buyer, and neither party shall have any further
obligations, duties or liabilities to the other. If Buyer has not given the
Termination Notice by the Contingency Date but still desires to pursue its
Approvals, Buyer shall have three (3) consecutive sixty (60) day extensions to
continue to try and obtain its Approvals, provided that Buyer is diligently
pursuing such Approvals.
In the event a judicial appeal of the Approvals is pending at the
expiration of the three sixty (60) day extensions, Buyer shall have the right to
extend this Agreement in thirty (30) day increments for a maximum of three
hundred and sixty (360) days. To exercise each thirty (30)
PURCHASE AND SALE AGREEMENT - 2
day extension, Buyer must deliver to Seller twelve thousand five hundred dollars
($12,500) on or before the first day of each thirty (30) day extension if Seller
is accepting the Trade Property or twenty thousand dollars ($20,000) on or
before the first day of each thirty (30) day extension if Seller is not
accepting the Trade Property. If, after all of the extensions provided herein
have been exhausted and the sale has not closed, either party may terminate this
Agreement upon ten (10) days written notice.
6. CLOSING.
6.1 TIME FOR CLOSING. This sale shall be closed in the office
of First American Title Insurance Company ("Closing Agent") within thirty (30)
days after all of Buyer's conditions have been satisfied or waived by Buyer.
Buyer and Seller shall deposit in escrow with Closing Agent all instruments,
documents and monies necessary to complete the sale in accordance with this
Agreement. Any dispute concerning the form of any of the documents shall be
determined by arbitration in accordance with the laws of the state of
Washington, with the Closing Agent designating the arbitrator. As used herein,
"closing" or "date of closing" means the date on which all appropriate documents
are recorded and proceeds of sale are available for disbursement to Seller.
Funds held in reserve accounts pursuant to escrow instructions shall be deemed,
for purposes of this definition, as available for disbursement to Seller.
6.2 PRORATIONS; CLOSING COSTS. Seller represents that there
are no items to be pro-rated. Buyer shall pay the premium for a title insurance
policy on the Property, the real estate excise tax on the Property, the cost of
recording the deed to the Property, and one-half (1/2) of Closing Agent's escrow
fee plus any amount thereof in excess of Two Thousand Dollars (U.S. $2,000.00).
Seller shall pay the premium for any title insurance policy it may wish to
obtain on the Trade Property, any real estate excise tax on the Trade Property,
the cost of recording the deed to the Trade Property and one-half (1/2) of
Closing Agent's escrow fee, but shall not be required to contribute more than
One Thousand Dollars (U.S. $1,000.00) to such escrow fee.
6.3 POSSESSION. Buyer shall be entitled to possession of the
Property and Seller shall be entitled to possession of the Trade Property upon
closing.
7. CONVEYANCE OF TITLE.
7.1 Upon closing, Seller shall execute and deliver to Buyer a
statutory warranty deed conveying good and marketable title to the Property free
and clear of any defects or encumbrances except for the lien of real estate
taxes for the current calendar year not yet due and payable and those defects or
encumbrances identified on EXHIBIT "C" (the "Permitted Exceptions").
7.2 Upon closing, Buyer shall execute and deliver to Seller a
statutory warranty deed conveying good and marketable title to the Trade
Property free and clear of any defects or encumbrances, except for the lien of
real estate taxes for the current calendar year not yet due and payable and
those defects or encumbrances identified on EXHIBIT "D".
PURCHASE AND SALE AGREEMENT - 3
8. RISK OF LOSS; CONDEMNATION.
8.1 Risk of loss of or damage to the Property shall be borne by
Seller until the date of closing. Thereafter, Buyer shall bear the risk of
loss. In the event of material loss of or damage to the Property prior to the
date upon which Buyer assumes the risk, Seller shall not be obligated to restore
the Property nor pay damages to Buyer by reason of such loss or damage, and
Buyer may terminate this Agreement by giving notice of such termination to
Seller and Closing Agent, and such termination shall be effective and the
Deposit shall be refunded ten (10) days thereafter; provided, however, that such
termination shall not be effective if Seller agrees in writing within such ten
(10) day period to restore the Property substantially to its present condition
by the closing date; and provided further that Buyer may elect to purchase the
Property in the condition existing on the date of the closing and on closing
Seller shall assign to Buyer the proceeds of any policy of insurance carried by
or for the benefit of Seller covering any loss or damage to the Property
occurring after the date hereof and prior to the closing date. If the loss or
damage is covered by an insurance policy, Seller will submit an insurance claim
and use its best efforts to obtain insurance proceeds. Seller will pay to
Buyer, outside of escrow, the entire amount of insurance proceeds received from
such claim.
If the Property is or becomes the subject of a condemnation or
other legal or administrative proceeding relating to the sale of the Property
prior to closing, Buyer may defer closing or, at its option, at any time
thereafter may terminate this Agreement by giving notice of such termination to
Seller, and upon such termination the Deposit shall be returned to Buyer and
this Agreement shall be of no further force or effect; provided, however, that
Buyer may elect to purchase the Property, in which case the total purchase price
shall be reduced by the total of any condemnation award received by Seller. On
closing, Seller shall assign to Buyer all Seller's rights in and to any future
condemnation awards or other proceeds payable or to become payable by reason of
any taking. Seller agrees to notify Buyer of eminent domain or other legal or
administrative proceedings within five (5) days after Seller learns thereof.
8.2 Risk of loss of or damage to the Trade Property shall be
borne by Buyer until the date of closing. Thereafter, Seller shall bear the
risk of loss. In the event of material loss of or damage to the Trade Property
prior to the date upon which Seller assumes the risk, Buyer shall not be
obligated to restore the Trade Property nor pay damages to Seller by reason of
such loss or damage, and Seller may elect to receive all cash at Closing by
giving notice to Buyer and Closing Agent; provided, however, that such election
shall not be effective if Buyer agrees in writing within such ten (10) day
period to restore the Trade Property substantially to its present condition by
the closing date; and provided further that Seller may elect to purchase the
Trade Property in the condition existing on the date of the closing and on
closing Buyer shall assign to Seller the proceeds of any policy of insurance
carried by or for the benefit of Buyer covering any loss or damage to the Trade
Property occurring after the date hereof and prior to the closing date. If the
loss or damage is covered by an insurance policy, Buyer will submit an insurance
claim and use its best efforts to obtain insurance proceeds. Buyer will pay to
Seller, outside of escrow, the entire amount of insurance proceeds received from
such claim.
PURCHASE AND SALE AGREEMENT - 4
If the Trade Property is or becomes the subject of a condemnation or
other legal or administrative proceeding prior to closing or for reasons beyond
the control of Buyer the Trade Property cannot be conveyed to Seller at closing,
Seller may defer closing or, at its option, at any time thereafter may (1) elect
to receive all cash at closing or (2) terminate this Agreement by giving notice
of such termination to Buyer, and upon such termination the Deposit shall be
returned to Buyer and this Agreement shall be of no further force or effect;
provided, however, that Seller may elect to accept the Trade Property, in which
case the total purchase price shall be increased by the total of any
condemnation award received by Buyer. On closing, Buyer shall assign to Seller
all Buyer's rights in and to any future condemnation awards or other proceeds
payable or to become payable by reason of any taking relating to the Trade
Property. Buyer agrees to notify Seller of eminent domain or other legal or
administrative proceedings within five (5) days after Buyer learns thereof.
9. SELLER'S REPRESENTATIONS AND WARRANTIES.
9.1 In addition to other representations herein, Seller
represents and warrants to Buyer as of the date of closing as follows:
9.1.1 Seller, and the person signing on behalf of Seller,
has full power and authority to execute this Agreement and perform Seller's
obligations hereunder and all necessary municipal action to authorize this
transaction has been taken;
9.1.2 The Property is not subject to any leases,
tenancies or rights of persons in possession;
9.1.3 Seller has good and marketable title to the
Property;
9.1.4 All persons and corporations supplying labor,
materials and equipment to the Property have been paid and there are no claims
or liens;
9.1.5 Seller is not a "foreign person" for purposes of
Section 1445 of the Internal Revenue Code. Prior to closing, Seller shall
execute and deliver to Closing Agent an affidavit in order to meet the Foreign
Investment in Real Property Tax Act ("FIRPTA") requirement of I.R.C. #1445; and
9.2 Seller has leased the Property to a private business for
the last twenty years or more. The lessee conducted activities on the Property
which may be considered inconsistent with the Buyer's proposed use, including
the construction, maintenance and operation of a golf driving range and golf
course. However, Seller represents to the best of its knowledge and without
investigation as follows:
9.2.1 There is no known violation of any applicable
statute, ordinance or regulation, nor any order of any court or other
governmental authority or agency, pertaining to the use, occupancy or condition
of the Property;
PURCHASE AND SALE AGREEMENT - 5
9.2.2 Seller is unaware of any material defect in the
Property;
9.2.3 There are no currently due and payable assessments
for public improvements against the Property and Seller is not aware of any
local improvement district or other taxing authority having jurisdiction over
the Property in the process of formation;
9.2.4 One parcel included in the Property has legal
access to Mullen Street;
9.2.5 Seller has not received notification of any kind
from any agency suggesting that the Property is or may be targeted for a
Superfund cleanup. To the best of Seller's knowledge, neither the Property nor
any portion thereof is or has been used as a landfill, waste storage or disposal
site or for the storage or disposal of any chemicals, petroleum or oil products
or hazardous or dangerous wastes or substances and there are no underground
storage tanks located on, in or about the Property.
10. BUYER'S REPRESENTATIONS AND WARRANTIES.
10.1 In addition to other representations herein, Buyer
represents and Warrants to Seller as of the date of closing as follows:
10.1.1 Buyer, and the person signing on behalf of Buyer,
has full power and authority to execute this Agreement and perform Buyer's
obligations hereunder and all necessary corporate action to authorize this
transaction has been taken;
10.1.2 The Trade Property is not subject to any leases,
tenancies or rights of persons in possession;
10.1.3 Buyer has good and marketable title to the Trade
Property;
10.1.4 All persons and corporations supplying labor,
materials and equipment to the Trade Property have been paid and there are no
claims or liens;
10.1.5 Buyer is not a "foreign person" for purposes of
Section 1445 of the Internal Revenue Code. Prior to closing, Seller shall
execute and deliver to Closing Agent an affidavit in order to meet the Foreign
Investment in Real Property Tax Act ("FIRPTA") requirement of I.R.C. #1445; and
10.2 Buyer represents and Seller acknowledges that Buyer does
not presently own the Trade Property and will only be acquiring it to reconvey
to Seller as partial payment of the purchase price. However, Buyer represents
to the best of its knowledge and without investigation as follows:
PURCHASE AND SALE AGREEMENT - 6
10.2.1 There is no known violation of any applicable
statute, ordinance or regulation, nor any order of any court or other
governmental authority or agency, pertaining to the use, occupancy or condition
of the Trade Property;
10.2.2 Buyer is unaware of any material defect in the
Trade Property;
10.2.3 There are no currently due and payable assessments
for public improvements against the Trade Property and Buyer is not aware of any
local improvement district or other taxing authority having jurisdiction over
the Trade Property in the process of formation;
10.2.4 Buyer has not received notification of any kind
from any agency suggesting that the Trade Property is or may be targeted for a
Superfund cleanup. To the best of Buyer's knowledge, neither the Trade Property
nor any portion thereof is or has been used as a landfill, waste storage or
disposal site or for the storage or disposal of any chemicals, petroleum or oil
products or hazardous or dangerous wastes or substances and there are no
underground storage tanks located on, in or about the Trade Property.
10.3 Buyer shall, prior to closing, use its best efforts
to remove any tires located on the Trade Property.
11. DEFAULT.
11.1 Time is of the essence of this Agreement.
11.2 If Seller defaults hereunder, Buyer may seek specific
performance of this Agreement or termination and Buyer shall be entitled to
return of the Deposit on demand. However, Buyer shall not be entitled to
damages resulting from Seller's default.
11.3 If Buyer defaults, the Deposit shall be forfeited on demand
by Seller as liquidated damages and as Seller's sole and exclusive remedy and
upon payment thereof to Seller, Buyer shall have no further obligations, duties
or liabilities hereunder.
11.4 In any suit, action or appeal therefrom to enforce this
Agreement or any term or provision hereof or to interpret this Agreement, the
prevailing party shall be entitled to recover its costs incurred therein,
including reasonable attorney's fees. Venue for such action shall be Pierce
County, Washington.
12. NOTICES. All notices, waivers, elections, approvals and demands
required or permitted to be given hereunder shall be in writing and shall be
personally delivered or sent by United States certified mail, return receipt
requested to the addressee's mailing address set forth below and, in the case of
Buyer, a copy to William N. Moloney, 5711 N.E. Tolo Road, Bainbridge Island,
Washington 98110, and, in the case of Seller, a copy to Mark R. Roberts, Davies
Pearson, P.C., P.O. Box 1657, Tacoma, Washington 98401. Either party hereby
may, by
PURCHASE AND SALE AGREEMENT - 7
proper notice to the other, designate any other address for the giving of
notice. Any notice shall be effective when personally delivered or, if mailed
as provided herein, on the date of actual receipt or refused delivery.
13. ASSIGNMENT. Buyer may assign its rights hereunder to any person
or entity but any such assignment shall not release Buyer from its obligations
hereunder.
14. GENERAL. This is the entire agreement of Buyer and Seller with
respect to the matters covered hereby and supersedes all prior agreements
between them, written or oral. This Agreement may be amended or modified only
in writing, signed by Buyer and Seller. Any waivers hereunder must be in
writing. No waiver of any right or remedy in the event of default hereunder
shall constitute a waiver of such right or remedy in the event of any subsequent
default. This Agreement shall be governed by the laws of the state of
Washington. This Agreement is for the benefit only of the parties hereto and
shall inure to the benefit of and bind the heirs, personal representatives,
successors and assigns of the parties hereto. The invalidity or
unenforceability of any provision of this Agreement shall not affect the
validity or enforceability of any other provision hereof.
15. SURVIVAL OF WARRANTIES. The terms, covenants, representations and
warranties shall not merge in the deeds of conveyance, but shall survive
closing.
16. COMMISSIONS. Buyer and Seller acknowledge that Wahl & Associates,
Inc. has acted as broker for Buyer in this transaction. Each party represents
to the other that it has engaged no other broker in connection with the
negotiations leading to this Agreement and each shall indemnify and hold the
other harmless from any such claims. Buyer shall be solely responsible for the
payment of any commissions to Wahl & Associates, Inc.
Buyer and Seller have executed this Agreement as of the dates set forth
below.
SELLER: BUYER:
METROPOLITAN PARK DISTRICT WAHL & ASSOCIATES, INC.
OF TACOMA
By /s/ Neil A. Ofsthun By /s/ Arthur L. Wahl
-------------------------------- -----------------------------------
NEIL A. OFSTHUN Typed name: ARTHUR L. WAHL
--------------------------
Its Executive Director Its PRESIDENT
----------------------------------
Date of Execution: 4-1-96 Date of Execution: 4-10-96
---------------- -------------------
Address: Address:
4702 South 19th Street c/o Eagle Hardware & Garden, Inc.
Tacoma, Washington 98405 981 Powell Avenue S.W.
Renton, Washington 98055
PURCHASE AND SALE AGREEMENT - 8
Order No. 381754
D-E-S-C-R-I-P-T-I-0-N
PARCEL "A":
The South half of the Southwest quarter of the Northwest quarter of Section 12,
Township 20 North, Range 2 East of the Willamette Meridian, in Pierce County,
Washington.
EXCEPT that portion thereof conveyed to the City of Tacoma, a municipal
corporation, by deed recorded September 15, 1972 under Auditor's No. 2464956;
ALSO EXCEPT that portion thereof conveyed to the Town of Fircrest, a
municipal corporation, by deed recorded June 1, 1951 under Auditor's No.
1595790;
ALSO EXCEPT the following described tract of land:
Beginning at the Northeast corner of the North half of the Southeast quarter of
the Southwest quarter of the Northwest quarter of Section 12, Township 20 North,
Range 2 East of the Willamette Meridian; thence West 420.10 feet; thence
Southerly to a point on the South line of said Subdivision 437 feet West of the
Southeast corner; thence North to the point of beginning.
ALSO EXCEPT Bantz Boulevard;
EXCEPT that portion thereof conveyed to the State of Washington for SR16 by deed
recorded March 19, 1973 under Auditor's No. 2490999.
PARCEL "B":
Beginning at the Northwest corner of the Northeast quarter of the Southwest
quarter of Section 12, Township 20 North, Range 2 East of the Willamette
Meridian; thence South along the West line of said Subdivision 285.37 feet;
thence East on an angle of 90 DEG., a distance of 80.64 feet to an arc of curve
to the left, a radius of 987.39 feet; thence Easterly along said curve to
intersect a line drawn parallel to and 207.09 feet East of the West line of said
Subdivision; thence on said line North 277.51 feet to the North line of said
Subdivision; thence West on said North line 207.09 feet to the true point of
beginning, in Pierce County, Washington.
- 2 -
Schedule B - Section 2 (continued) Order No. 381754
Special Exceptions
1.
2.
3. Liability, if any, for pro-rata portion of 1996 taxes which are carried
on the Pierce County Tax Rolls as exempt.
(as to Parcels "A" and "B")
4.
5. Investigation should be made in the office of the City of Tacoma,
Department of Public Works, to determine if there are any "connection" or
"tap" charges or in lieu of assessment fees in accordance with Statute,
City Charter or by instrument recorded NOVEMBER 1, 1978 under Auditor's
No. 2864651.
6. Assessment by the City of: TACOMA
Original Amount: $22,308.00 PLUS INTEREST AT 6.5%
Original Number of Installments: 10
Number of Installments Paid: 4
Number of Installments Delinquent: NONE
Local Improvement District No.: 3882
Filing Date: APRIL 12, 1991
Next Payment Due: APRIL 12, 1996
Improvement: SANITARY SEWER
Account No.: 0220122004
Call 591-5832 for current payoff figures.
-6-
Schedule B - Section 2 (continued) Order No. 381754
Special Exceptions
7. Assessment by the City of: TACOMA
Original Amount: $33,678.90 plus interest at 6.5%
Original Number of Installments: 10
Number of Installments Paid: 4
Number of Installments Delinquent: NONE
Local Improvement District No.: 3882
Filing Date: APRIL 12, 1991
Next Payment Due: APRIL 12, 1996
Improvement: SANITARY SEWER
Account No.: 0220122002
Call 591-5832 for current payoff figures.
8. Matters of extended owner/purchaser coverage which are dependent upon AN
INSPECTION AND AN ALTA SURVEY of the property for determination of
insurability.
Please submit a copy of the ALTA Survey at your earliest convenience for
review. Our inspection will be held pending our review of the ALTA
survey and the results of said inspection will be furnished by
supplemental report.
9. Unrecorded leaseholds, if any, rights of vendors and security agreement
on personal property and rights of tenants, and secured parties to remove
trade fixtures at the expiration of the term.
10. According to the application for title insurance, title is to vest in
persons not yet revealed and when so vested will then be subject to
matters disclosed by a search of the records against their names.
11. Transmission line right of way per Superior Court Case No. 81978.
12. Access restrictions concerning Bantz Boulevard per Superior Court Case
No. 115038.
13. Condemnation in Pierce County Superior Court by the State of Washington
of the rights of access to State highway and of light, view and air.
Decree Entered: JUNE 4, 1975
Cause No.: 206667
14. Easement and the conditions contained therein.
Recorded: FEBRUARY 9, 1940
Auditor's No.: 1256235
In favor of: CITY OF TACOMA
For: ELECTRIC TRANSMISSION AND POWER LINE
Affects: a portion of Parcel "A"
- 7 -
ORDER NO. 96-08680
"EXHIBIT A"
PARCEL A:
The South 260 feet of the following described property:
Beginning at the Northeast corner of the Southeast 1/4 of the Southwest 1/4 of
Section 30, Township 20 North, Range 3 East, W.M.;
thence South along the centerline of Section 30, 665 feet;
thence West 474 feet;
thence North 665 feet parallel with the said centerline of said section to the
South line of Squire's Subdivision, as per plat recorded in Volume 2 of Plats,
page 107, records of Pierce County Auditor;
thence East 474 feet to place of beginning;
EXCEPT the East 30 feet for street purposes;
TOGETHER WITH the South 977.36 feet of the following described property:
Beginning at a point on the South line of Section 30, Township 20 North, Range 3
East of the W.M. 474.2 feet West of Southeast corner of Southwest 1/4 of said
Section 30;
thence North parallel with centerline of Section 30, 1,313.1 feet to the South
line of Squire's Subdivision, as per plat recorded in Volume 2 of Plats, page
107, records of Pierce County Auditor;
thence West along South line of Squire's Subdivision, 320 feet;
thence South 1,313.1 feet, more or less, to South line of said section;
thence East 320 feet to the place of beginning;
Situate in the City of Tacoma, County of Pierce, State of Washington.
PARCEL B:
That portion of the following described tract of land lying Southeasterly of the
Southeasterly line of the right of way, granted to Tacoma Light and Water
Company by instrument recorded July 26, 1884 in Volume 17 of Deeds, page 221:
Beginning at a point on the South line of Section 30, Township 20 North, Range 3
East, W.M., 474.2 feet West of Southeast corner of Southwest 1/4 of said Section
30;
thence North parallel with centerline of Section 30, 1,313.1 feet to South line
of Squire's Subdivision, as per plat recorded in Volume 2 of Plats, page 107,
records of Pierce County Auditor;
thence West along South line of Squire's Subdivision 320 feet;
thence South 1,313.1 feet, more or less, to South line of said section;
thence East 320 feet to place of beginning;
EXCEPT South 977.36 feet thereof;
AND EXCEPT a strip 35 feet in width along the North line for street purposes as
excepted in deed executed by Grace N. Catton, recorded October 18, 1919 under
Recording No. 539586;
Situate in the City of Tacoma, County of Pierce, State of Washington.
PARCEL C:
Beginning at a point on the South line of Section 30, Township 20
North, Range 3 East of the W.M., 794 feet West of the Southeast
corner of the Southeast 1/4 of the Southwest 1/4 of said Section 30;
thence West along the South of Section 30, 526 feet to the Southeast
corner of Lot 4 in said Section 30;
thence North along the East line of Lot 4, 936.6 feet;
thence East at right angles, 346 feet;
thence South 280 feet;
thence East 180 feet;
thence South 652.1 feet to the point of beginning;
EXCEPTING therefrom the right of way granted to the Tacoma Light and Water
Company;
EXCEPT that portion lying Northwesterly of said right of way of Tacoma Light and
Water Company;
Situate in the City of Tacoma, County of Pierce, State of Washington.
PARCEL D:
That part of the following described land lying Southerly of Flume line right of
way:
Beginning on the South line of SQUIRE'S SUBDIVISION at center of
Lawrence Street in the Southwest 1/4 of Section 30, Township 20 North,
Range 3 East of the Willamette Meridian;
thence South 380.9 feet;
thence East 490 feet;
thence South 280 feet;
thence East 180 feet;
thence North 660.9 feet to South line of Squire's Subdivision;
thence West 670 feet to point of beginning;
Situate in the City of Tacoma, County of Pierce, State of Washington.
Schedule B - Section 2 (continued) Order No. 381754
Special Exceptions
15. Easement and the conditions contained therein:
Recorded: NOVEMBER 7, 1945
Auditor's NO.: 1386010
In favor of: CITY OF TACOMA
For: ELECTRIC LINE AND ACCESS
Affects: a portion of Parcel "B"
16. Easement and the conditions contained therein:
Recorded: JANUARY 4, 1951
Auditor's No.: 1581035
In favor of: THE TOWN OF FIRCREST, A MUNICIPAL CORPORATION
For: WATER MAINS AND/OR WATER PIPE LINES
Affects: NORTHERLY PORTION OF PARCEL "A"
17. Easement and the conditions contained therein:
Recorded: JUNE 1, 1951
Auditor's No.: 1595791
In favor of: TOWN OF FIRCREST
For: WATER PIPE LINES AND ELECTRIC POWER LINES
Affects: NORTHERLY 30 FEET OF THE WESTERLY PORTION OF PARCEL
"A"
18. Easement and the conditions contained therein:
Recorded: MAY 19, 1964
Auditor's No.: 2055777
In favor of: CITY OF TACOMA
For: WIRES AND EQUIPMENT
Affects: SOUTHEASTERLY PORTION OF PARCEL "A"
19. Right to make necessary slopes for cuts or fills upon said premises for
ORCHARD STREET as granted by Deed recorded SEPTEMBER 15, 1972 under
Auditor's No. 2464956.
20. A record of survey recorded September 11, 1986 under Auditor's No.
8609110395, said Survey discloses the following matters:
APPARENT ENCROACHMENT OF A FENCE ONTO THE EASTERLY 3.4 FEET OF PARCEL
0220122002
21. Easement and the conditions contained therein:
Recorded: SEPTEMBER 25, 1987
Auditor's No.: 8709250438
In favor of: CITY OF TACOMA
For: INSTALL AND MAINTAIN WATER MAINS AND APPURTENANCES
Affects: THE WEST 20 FEET of PARCEL "A"
- 8 -
Schedule B - Section 2 (continued) Order No. 381754
Special Exceptions
22. Easement and the conditions contained therein:
Recorded: JULY 8, 1988
Auditor's No.: 8807080118
In favor of: CITY OF TACOMA
For: CONSTRUCT AND MAINTAIN WATER MAINS AND ALL APPURTENANT EQUIPMENT
Affects: REFER TO SAID INSTRUMENT FOR THE EXACT LOCATION
Said instrument is a re-record of Auditor's No. 8806230224.
23. Right of Pierce County to make necessary slopes for cuts or fills upon
said premises for BANTZ BOULEVARD, acquired by Condemnation Decree
entered in Pierce County Superior Court Cause No. 89-2-03557-5.
NOTE #1: In the event this transaction fails to close, a cancellation fee
will be charged for services rendered in accordance with our rate
schedule.
-9-
ORDER NO. 96-08680
SCHEDULE B
EXCEPTIONS: Schedule B of the policy or policies to be issued will contain
exceptions to the following matters unless the same are disposed of to the
satisfaction of the company.
A. Standard exceptions set forth on the inside back cover.
B. Defects, liens, encumbrances, adverse claims or other matters, if any,
created, first appearing in the public records or attaching subsequent to
the effective date hereof but prior to the date the proposed Insured
acquires for value of record the estate or interest or mortgage thereon
covered by this Commitment.
C. Instruments necessary to create the estate or interest to be properly
executed, delivered and duly filed for record.
1. Real Estate Excise tax pursuant to the authority of RCW Chapter 82.45 and
subsequent amendments thereto.
As of the date herein, the tax rate for said property is 1.78%.
(continued)
-1-
SCHEDULE B (continued) ORDER NO. 96-08680
3. NOTICE OF TAP OR CONNECTION CHARGES WHICH HAVE BEEN OR WILL BE LEVIED
AGAINST THE LAND AS DISCLOSED BY RECORDED INSTRUMENT. INQUIRIES
REGARDING THE SPECIFIC AMOUNT OF THE CHARGES SHOULD BE MADE TO THE
CITY/COUNTY/AGENCY.
CITY/COUNTY/AGENCY: City of Tacoma
RECORDING NO.: 2864651
4. EASEMENT AND THE TERMS AND CONDITIONS THEREOF:
GRANTEE: TACOMA RAILWAY AND POWER COMPANY
PURPOSE: Transmission line
AREA AFFECTED: A portion of Parcel A
RECORDED: August 16, 1906
RECORDING NO.: 219253
S. EASEMENT AND THE TERMS AND CONDITIONS THEREOF:
DISCLOSED BY: Instrument recorded under Recording
No. 1671846
PURPOSE: Road purposes and ingress and
egress
AREA AFFECTED: A portion of Parcel B
6. EASEMENT AND THE TERMS AND CONDITIONS THEREOF:
GRANTEE: THE PACIFIC TELEPHONE AND TELEGRAPH
COMPANY
PURPOSE: Pole line
AREA AFFECTED: A portion of Parcel A
RECORJDING NO.: 1681927
7. EASEMENT AND THE TERMS AND CONDITIONS THEREOF:
GRANTEE: PUGET SOUND POWER & LIGHT COMPANY,
a Washington corporation
PURPOSE: Perpetual easement
AREA AFFECTED: A portion of Parcel A
RECORDED: JANUARY 15, 1985
RECORDING NO.: 8501150207
(continued)
-2-
SCHEDULE B (continued) ORDER NO. 96-08680
NOTE 1:
We find no corporation under the name of ATLANTIC SEABOARD REALTY on the list of
active corporations in the office of the Secretary of State. If it is an
unincorporated association, title to real property so acquired cannot be
insured. The forthcoming deed or contract must run to a legal entity.
NOTE 2:
The above captioned description may be incorrect, because the application for
title insurance contained only an address and/or Parcel No. Prior to closing,
all parties to the transaction must verify the legal description. If further
changes are necessary, notify the Company well before closing so that those
changes can be reviewed. Closing instructions must indicate that the legal
description has been reviewed and approved by all parties.
END OF EXCEPTIONS
INVESTIGATION SHOULD BE MADE TO DETERMINE IF THERE ARE ANY SERVICE,
INSTALLATION, MAINTENANCE OR CONSTRUCTION CHARGES FOR SEWER, WATER OR
ELECTRICITY, GARBAGE COLLECTION OR DISPOSAL OR OTHER UTILITIES.
IN THE EVENT THIS TRANSACTION FAILS TO CLOSE, A CANCELLATION FEE WILL BE CHARGED
FOR SERVICES RENDERED IN ACCORDANCE WITH OUR RATE SCHEDULE.
enclosures:
sketch
vesting deed
exception(s)
TMM/SM
4+2cc: addressee
ORDER NO. 96-08681
SCHEDULE B
EXCEPTIONS: Schedule B of the policy or policies to be issued will contain
exceptions to the following matters unless the same are disposed of to the
satisfaction of the company.
A. Standard exceptions set forth on the inside back cover.
B. Defects, liens, encumbrances, adverse claims or other matters, if any,
created, first appearing in the public records or attaching subsequent to
the effective date hereof but prior to the date the proposed Insured
acquires for value of record the estate or interest or mortgage thereon
covered by this Commitment.
C. Instruments necessary to create the estate or interest to be properly
executed, delivered and duly filed for record.
1. Real Estate Excise Tax pursuant to the authority of RCW Chapter 82.45 and
subsequent amendments thereto.
As of the date herein, the tax rate for said property is 1.78%.
2. LOCAL IMPROVEMENT ASSESSMENTS, IF ANY, LEVIED BY TACOMA; A REPORT OF
WHICH WILL FOLLOW.
3. NOTICE OF TAP OR CONNECTION CHARGES WHICH HAVE BEEN OR WILL BE LEVIED
AGAINST THE LAND AS DISCLOSED BY RECORDED INSTRUMENT. INQUIRIES
REGARDING THE SPECIFIC AMOUNT OF THE CHARGES SHOULD BE MADE TO THE
CITY/COUNTY/AGENCY.
CITY/COUNTY/ACENCY: City of Tacoma
RECORDING NO.: 2864651
(continued)
-1-
SCHEDULE B (continued) ORDER NO. 96-08681
4. Lack of a recorded means of ingress or egress to a public road from said
property. It is assumed that there exists a valid and subsisting
easement for that purpose over adjoining properties, but the Company does
not insure against any rights based on a contrary state of facts.
5. The land described in this commitment appears to be residential in nature
and may be subject to the provisions of R.C.W.6.13.060 provided the land
is occupied as a homestead. If the land is occupied as a homestead, all
instruments conveying or encumbering the land must be executed by each
spouse, individually, or by an attorney-in-fact.
NOTE 1:
We find no corporation under the name of ATLANTIC SEABOARD REALTY on the
list of active corporations in the office of the Secretary of State. If
it is an unincorporated association, title to real property so acquired
cannot be insured. The forthcoming deed or contract must run to a legal
entity.
NOTE 2:
The County Tax Rolls disclose the current assessed valuations as
follows:
Land: $9,500.00
Improvements: $0.00
Total: $9,500.00
NOTE 3:
The above captioned description may be incorrect, because the application
for title insurance contained only an address and/or Parcel No. Prior to
closing, all parties to the transaction must verify the legal
description. If further changes are necessary, notify the Company well
before closing so that those changes can be reviewed. Closing
instructions must indicate that the legal description has been reviewed
and approved by all parties.
END OF EXCEPTIONS
INVESTIGATION SHOULD BE MADE TO DETERMINE IF THERE ARE ANY SERVICE,
INSTALLATION, MAINTENANCE OR CONSTRUCTION CHARGES FOR SEWER, WATER OR
ELECTRICITY, GARBAGE COLLECTION OR DISPOSAL OR OTHER UTILITIES.
IN THE EVENT THIS TRANSACTION FAILS TO CLOSE, A CANCELLATION FEE WILL BE
CHARGED FOR SERVICES RENDERED IN ACCORDANCE WITH OUR RATE SCHEDULE.
enclosures:
sketch
vesting deed
exception(s)
TMM/SM
4+2cc: addressee
ORDER NO. 96-08682
SCHEDULE B
EXCEPTIONS: Schedule B of the policy or policies to be issued will contain
exceptions to the following matters unless the same are disposed of to the
satisfaction of the company.
A. Standard exceptions set forth on the inside back cover.
B. Defects, liens, encumbrances, adverse claims or other matters, if any,
created, first appearing in the public records or attaching subsequent
to the effective date hereof but prior to the date the proposed Insured
acquires for value of record the estate or interest or mortgage thereon
covered by this Commitment.
C. Instruments necessary to create the estate or interest to be properly
executed, delivered and duly filed for record.
1. Real Estate Excise Tax pursuant to the authority of RCW Chapter 82.45 and
subsequent amendments thereto.
As of the date herein, the tax rate for said property is 1.78%.
3. LOCAL IMPROVEMENT ASSESSMENTS, IF ANY, LEVIED BY TACOMA; A REPORT OF
WHICH WILL FOLLOW.
4. NOTICE OF TAP OR CONNECTION CHARGES WHICH HAVE BEEN OR WILL BE LEVIED
AGAINST THE LAND AS DISCLOSED DY RECORDED INSTRUMENT. INQUIRIES
REGARDING THE SPECIFIC AMOUNT OF THE CHARGES SHOULD BE MADE TO THE
CITY/COUNTY/AGENCY.
CITY/COUNTY/AGENCY: City of Tacoma
RECORDING NO.: 2864651
(continued)
-1-
SCHEDULE B (continued) ORDER NO. 96-08682
5. EASEMENT AND THE TERMS AND CONDITIONS THEREOF:
GRANTEE: CITY OF TACOMA
PURPOSE: Sewer
AREA AFFECTED: A portion of said promises
RECORDED: JUNE 18, 1965
RECORDING NO.: 2105401
6. EASEMENT AND THE TERMS AND CONDITIONS THEREOF:
GRANTEE: PUGET SOUND POWER AND LIGHT COMPANY
PURPOSE: Electrical transmission and/or
distribution lines and
appurtenances
AREA AFFECTED: A portion of said premises
RECORDED: OCTOBER 18, 1984
RECORDING No.: 8410180132
7. Lack of a recorded means of ingress or egress to a public road from said
property. It is assumed that there exists a valid and subsisting easement
for that purpose over adjoining properties, but the Company does not
insure against any rights based on a contrary state of facts.
8. The land described in this commitment appears to be residential in nature
and may be subject to the provisions of R.C.W.6.13.060 provided the land
is occupied as a homestead. If the land is occupied as a homestead, all
instruments conveying or encumbering the land must be executed by each
spouse, individually, or by an attorney-in-fact.
NOTE 1:
We find no corporation under the name of ATLANTIC SEABOARD REALTY on the
list of active corporations in the office of the Secretary of State. If
it is an unincorporated association, title to real property so acquired
cannot be insured. The forthcoming deed or contract must run to a legal
entity.
(continued)
-2-
SCHEDULE B (continued) ORDER NO. 96-08682
NOTE 2:
The above captioned description may be incorrect, because the application for
title insurance contained only an address and/or Parcel No. Prior to closing,
all parties to the transaction must verify the legal description. If further
changes are necessary, notify the Company well before closing so that those
changes can be reviewed. Closing instructions must indicate that the legal
description has been reviewed and approved by all parties.
END OF EXCEPTIONS
INVESTIGATION SHOULD BE MADE TO DETERMINE IF THERE ARE ANY SERVICE,
INSTALLATION, MAINTENANCE OR C0NSTRUCTION CHARGES FOR SEWER, WATER OR
ELECTRICITY, GARBAGE COLLECTION OR DISPOSAL OR OTHER UTILITIES.
IN THE EVENT THIS TRANSACTION FAILS TO CLOSE, A CANCELLATION FEE WILL BE CHARGED
FOR SERVICES RENDERED IN ACCORDANCE WITH OUR RATE SCHEDULE.
enclosures:
sketch
vesting deed
exception(s)
TMM/SM
4+2cc: addressee