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16-10492120101222000g38 NNOYINF rLt:uo W." �3WHEN RECORDED RETURN TO CITY OF FEDERAL WAY P. D. B°x9"e E2471827 FEDERAL WAY, WASHINGTON 99063 12/22/201. 12:31 KTAx COUNTY, uR $ 1e.M SALE =l.09 PAGE-ft1 OF Nl CHICAGO TITLE INSURANCE COMPANY STATUTORY WARRANTY DEED THE GRANTOR(S) PAL -DO COMPANY, INC., A WASHINGTON CORPORATION for and in consideration of TEN DOLLARS AND OTHER GOOD AND VALUABLE CONSIDERATION in hand paid, conveys and warrants to CITY OF FEDERAL WAY, A WASHINGTON MUNICIPAL CORPORATION the following described real estate situated in the County of KING State of Washington: LOT 3 OF SURVEY RECORDED IN VOLUME 52 OF SURVEYS, PAGE 220, UNDER RECORDING NUMBER 8612129019, IN KING COUNTY, WASHINGTON. SUBJECT TO: EXCEPTIONS SET FORTH ON ATTACHED EXHIBIT W AND BY THIS REFERENCE MADE A PART HEREOF AS IF FULLY INCORPORATED HEREIN. V CHICAGO TITLE INS. CO. REFS, I2LkF— Z-6 Tax Account Number(a): 092104-9166-03 Dated: DECEMBER 20, 2010 PAL-00 COMPANY, INC. -4"� //�— 4C,ie'� C PRESIDENT Y G SflCE PRESIDENT RECEIVED OCT 07 2016 CITY OF FEDERAL WAY CDS STATE OR WOPINGTON se COUNTY 1 115 I CERTIFY THAT I KNOW OR HAVE SATISFACTORY EVIDENCE THAT BOUNG C. PARR AND YOUNG S. PARR ARE THE PERSONS WHO APPEARED BEFORE ME, AND SAID PERSON ACKNOWLEDGED THAT THEY SIGNED THIS INSTRUMENT, ON OATH STATED THAT THEY WERE AUTHORIZED TO EXECUTE THE INSTRUMENT AND ACKNOWLEDGED IT AS PRESIDENT AND VICE PRESIDENT OF PAL -DO COMPANY, INC. TO BE THE FREE AND VOLUNTARY ACT OF SUCH PARTY FOR THE USES AND PURPOSES MENTIONED IN THE INSTRUMENT. DATED: NOT Y TGNXTUr7 /► PR i� HAM : �J NOTARY PUBLIC AND R T S OF WASHINGTON RESI ING AT r MY APPOINTMENT R8514 M N GAYY PUBLIwRSH:i�t;T;;ION EXP(R S 15, 2014 CHICAGO WILE INSURANCE COMPANY EXHIBIT A EsaowNo.:4360255 TERMS AND CONDITIONS OF STORM DRAIN EASEMENT, ESTABLISHED OVER ADJOINING LANDS FOR THE BENEFIT OF SAID PREMISES AND OTHER PROPERTY BY INSTRUMENT: RECORDED: JULY 15, 1987 RECORDING NUMBER: 8707150886 UNDERGROUND UTILITY EASEMENT AND THE TERMS AND CONDITIONS THEREOF: GRANTEE: PUGET SOUND POWER & LIGHT COMPANY, A WASHINGTON CORPORATION PURPOSE: ELECTRIC TRANSMISSION AND/OR DISTRIBUTION SYSTEM TOGETHER WITH ALL NECESSARY OR CONVENIENT APPURTENANCES AREA AFFECTED: A STRIP OF LAND 10 FEET IN WIDTH HAVING 5 FEET OF SUCH WIDTH ON EACH SIDE OF THE CEc1TERLINE OF GRANTEE'S FACILITIES AS CONSTRUCTED OR TO BE CONSTRUCTED, EXTENDED OR RELOCATED LYING WITHIN THE WEST 65 FEET AND WITHIN THE SOUTH 55 FEET OF THE EAST 55 FEET OF THE WEST 120 FEET OF SAID PREMISES RECORDED: SEPTEMBER 14, 1987 RECORDING NUMBER: 8709140815 CONTAINS COVENANT PROHIBITING STRUCTURES OVER SAID EASEMENT OR OTHER ACTIVITIES WHICH MIGHT ENDANGER THE UNDERGROUND SYSTEM_ EASEMENT AND THE TERMS AND CONDITIONS THEREOF: GRANTEE: FEDERAL WAY WATER AND SEWER DISTRICT, A MUNICIPAL CORPORATION PURPOSE: WATER FACILITIES AND ALL APPURTENANCES AREA AFFECTED: PORTIONS OF SAID PREMISES RECORDED: MARCH 28, 1988 RECORDING NUMBER: 8803280350 EASEMENT AND THE TERMS AND CONDITIONS THEREOF: GRANTEE: FEDERAL WAY WATER AND SEWER DISTRICT, A MUNICIPAL CORPORATION PURPOSE: SEWER FACILITIES AND ALL APPURTENANCES AREA AFFECTED: PORTION OF SAID PREMISES LYING WITHIN A STRIP OF LAND 10 FEET IN WIDTH RECORDED: MARCH 13, 1989 RECORDING NUMBER: 8903130453 ®a®rr/RnA/mm CHICAGO TITLE INSURANCE COMPANY EXHIBIT A EscrowNo.: 4360255 (continued) EASEMENT AGREEMENT AND THE TERMS AND CONDITIONS THEREOF: BETWEEN: AND: RECORDED: RECORDING NUMBER: REGARDING: TRU PROPERTIES, INC., SUCCESSOR -IN -INTEREST TO TOYS "R" US, INC., A DELAWARE CORPORATION WAL-MART STORES, INC., A DELAWARE CORPORATION DECEMBER 24, 1998 9812240445 ESTABLISHMENT OF EASEMENT FOR INSTALLATION, MAINTENANCE AND REPAIR OF A TRAFFIC SIGNAL ON A NORTHWESTERLY PORTION OF SAID PREMISES. COVENANTS, CONDITIONS, RESTRICTIONS AND EASEMENTS CONTAINED IN INSTRUMENT: RECORDED: RECORDING NUMBER: FEBRUARY 18, 1957 4772705 COVENANTS, CONDITIONS, RESTRICTIONS, EASEMENTS, NOTES, DEDICATIONS AND SETBACKS, IF ANY, SET FORTH IN OR DELINEATED ON THE SURVEY RECORDED UNDER RECORDING NUMBER 8612129019. COVENANTS, CONDITIONS AND RESTRICTIONS CONTAINED IN INSTRUMENT, BUT OMITTING ANY COVENANTS OR RESTRICTIONS, IF ANY, BASED UPON RACE, COLOR, RELIGION, SEX, SEXUAL ORIENTATION, FAMILIAL STATUS, MARITAL STATUS, DISABILITY, HANDICAP, NATIONAL ORIGIN, ANCESTRY, OR SOURCE OF INCOME, AS SET FORTH IN APPLICABLE STATE OR FEDERAL LAWS, EXCEPT TO THE EXTENT THAT SAID COVENANT OR RESTRICTION IS PERMITTED BY APPLICABLE LAW: RECORDED: OCTOBER 24, 2006 RECORDING NUMBER: 20061024000518 COVENANTS, CONDITIONS AND RESTRICTIONS CONTAINED IN INSTRUMENT, BUT OMITTING ANY COVENANTS OR RESTRICTIONS, IF ANY, BASED UPON RACE, COLOR, RELIGION, SEX, SEXUAL ORIENTATION, FAMILIAL STATUS, MARITAL STATUS, DISABILITY, HANDICAP, NATIONAL ORIGIN, ANCESTRY, OR SOURCE OF INCOME, AS SET FORTH IN APPLICABLE STATE OR FEDERAL LAWS, EXCEPT TO THE EXTENT THAT SAID COVENANT OR RESTRICTION IS PERMITTED BY APPLICABLE LAW: RECORDED: SEPTEMBER 27, 2007 RECORDING NUMBER: 20070927002037 TERMS AND CONDITIONS OF NOTICE OF CHARGES BY WATER, SEWER, AND/OR STORM AND SURFACE WATER UTILITIES, RECORDED UNDER RECORDING NUMBER 8106010916. MATTERS DISCLOSED BY A SURVEY OF SAID PREMISES BY BASELINE ENGINEERING, INC. DATED DECEMBER 7, 2010 UNDER JOB NO. 10-099 AS FOLLOWS: A.) POSSIBLE ENCROACHMENT OF SIDEWALK ONTO A SOUTHERLY PORTION OF SAID PREMISES; exhibite/rim/121196 r Chicago Title Insurance Company _ �' OWNER'S POLICY OF TITLE INSURANCE Issued by Chicago Title Insurance Company Any notice of claim and any other notice or statement in writing required to be given to the Company under this Policy must be given to the Company at the address shown in Section 19 of the Conditions. COVERED RISKS SUBJECT TO THE EXCLUSIONS FROM COVERAGE, THE 'EXCEPTIONS FROM COVERAGE CONTAINED IN SCHEDULE B, AND THE CONDITIONS, CHICAGO TITLE INSURANCE COMPANY, a Nebraska corporation (the "Com- pany") insures, as of Date of Policy and, to the extent stated in Covered Risks 9 and 10, after Date of Policy, against loss or damage, not exceeding the Amount of Insurance, sustained or incurred by the Insured by reason of: 1. Title being vested other than as stated in Schedule A. 2. Any defect in or lien or encumbrance on the Title. This Covered Risk includes but is not limited to insurance against loss from (a) A defect in the Title caused by (i) forgery, fraud, undue influence, duress, incompetency, incapacity, or impersonation; (ii) failure of any person or Entity to have authorized a transfer or conveyance; (iii) a document affecting Title not properly created, executed, witnessed, sealed, acknowledged, notarized, or deliv- ered; (iv) failure to perform those acts necessary to create a document by electronic means authorized by law; (v) a document executed under a falsified, expired, or otherwise invalid power of attorney; (vi) a document not properly filed, recorded, or indexed in the Public Records including failure to perform those acts by electronic means authorized by law; or (vii) a defective judicial or administrative proceeding. (b) The lien of real estate taxes or assessments imposed on the Title by a governmental authority due or payable, but unpaid. (e) Any encroachment, encumbrance, violation, variation, or adverse circumstance affecting the Title that would be disclosed by an accurate and complete land survey of the Land. The term "encroachment" includes encroachments of existing improvements located on the Land onto adjoining land, and encroachments onto the Land of existing im- provements located on adjoining land. 3. Unmarketable Title. 4. No right of access to and from the Land. 5. The violation or enforcement of any law, ordinance, permit, or governmental regulation (including those relating to building and zoning) restricting, regulating, prohibiting, or relating to (a) the occupancy, use, or enjoyment of the Land; (b) the character, dimensions, or location of any improvement erected on the Land; (c) the subdivision of land; or (d) environmental protection if a notice, describing any part of the Land, is recorded in the Public Records setting forth the violation or intention to enforce, but only to the extent of the violation or enforcement referred to in that notice. FORM 72-031-06 (6=) ALTA Owner's Policy (6.17-06) CHICAGO TITLE INSURANCE COMPANY 701 FIFTH AVENUE, #2300, SEATTLE, WA 98104 Order No.: 001316532 PROPERTY ADDRESS: 31510 20TH AVENUE SOUTH Your No.: 31510 20TH AVE S ESCROW# 4360255 FEDERAL WAY, WASHINGTON CITY OF FEDERAL WAY P. O. BOX 9718 FEDERAL WAY, WASHINGTON 98063 Attn: SKIP PRIEST, MAYOR Enclosed are your materials on the above transaction If you have any questions regarding these materials, please contact us. Thank you for this opportunity to serve you. ««««««««««««««««««<»»»»»»»»»»»»»»»»»»» TITLE UNIT 6 TELEPHONE: (206) 628-5610 FAX (206) 628-9717 TOLL FREE: (800) 627-0530 DARYL SAVIDIS SENIORTME OFFICERAND UNITMANAGER (E-MAII,: DARYL.SAVIDIS@Crr CON) DAVID P. CAMPBELL SENIOR TITLE OFFICER (E-MAIL: DAvID.ctcWBELLCCTT.COM) IU=EiSENBRFY T nEOFFICER (L-MAiL KEnnEISENBREY@CIT cOM) MIKE HARRIS THE OFFICER (E-MAIL- MICHAEL.HARRIS@CIT.COM) ««««««««««««««««««<»»»»»»»»»»»»»»»»»»» CHICAGO TITLE INSURANCE COMPANY 701 FIFTH AVENUE, #2300, SEATTLE, WA 98104 PHONE: (206)628-5610 FAX (206)628-9717 Extended Owner's Policy of Title Insurance SCHEDULE A Policy No: 1316532 Your Ref: 31510 20TH AVE S ESCROW# 4360255 Address Reference: * * * SEE ATTACHED Amount of Insurance: $ 5, 3 7 5, 0 0 0.0 0 Premium: $ 7, 8 3 6.0 0 Date of Policy: DECEMBER 22, 2010 at: 12 : 3 2 PM 1. Name of Insured: CITY OF FEDERAL WAY, A WASHINGTON MUNICIPAL CORPORATION 2. The estate or interest in the Land that is insured by this policy is: FEE SIMPLE 3. Title is vested in: CITY OF FEDERAL WAY, A WASHINGTON MUNICIPAL CORPORATION 4. The Land referred to in this policy is described as follows: LOT 3 OF SURVEY RECORDED IN VOLUME 52 OF SURVEYS, PAGE 220, UNDER RECORDING NUMBER 8612129019, IN KING COUNTY, WASHINGTON. THIS POLICY VALID ONLY IF SCHEDULE B IS ATTACHED 080P1SA 11/14/07 bk CHICAGO TITLE INSURANCE COMPANY ( Address Reference of Schedule A Exhibit) Policy No: 1316532 31510 20TH AVENUE SOUTH, FEDERAL WAY, WASHINGTON TAX NO. 092104-9166 060PSAPC 11/14/07 bk 0 CHICAGO TITLE INSURANCE COMPANY Extended Owner's Policy of Title Insurance SCHEDULE B policy No: 001316532 EXCEPTIONS FROM COVERAGE This policy does not insure against loss or damage and the Company will not pay costs, attorneys' fees or expenses that arise by reason of: GENERAL EXCEPTIONS: Au A. TAXES OR SPECIAL ASSESSMENTS WHICH ARE NOT YET PAYABLE OR WHICH ARE NOT SHOWN AS EXISTING LIENS BY THE PUBLIC RECORDS. B. ANY LIEN FOR SERVICE, INSTALLATION, CONNECTION, MAINTENANCE, TAP, CAPACITY, OR CONSTRUCTION OR SIMILAR CHARGES FOR SEWER, WATER, ELECTRICITY, NATURAL GAS OR OTHER UTILITIES, OR FOR GARBAGE COLLECTION AND DISPOSAL- C. UNPATENTED MINING CLAIMS, AND ALL RIGHTS RELATING THERETO; RESERVATIONS AND EXCEPTIONS IN UNITED STATES PATENTS OR IN ACTS AUTHORIZING THE ISSUANCE THEREOF; INDIAN TRIBAL CODES OR REGULATIONS, INDIAN TREATY OR ABORIGINAL RIGHTS, INCLUDING EASEMENTS OR EQUITABLE SERVITUDES. D. WATER RIGHTS, CLAIMS, OR TITLE TO WATER. 090PESBG 10/31/07 bk • • CHICAGO TITLE INSURANCE COMPANY Extended Owner's Policy of Title Insurance SCHEDULE B Policy No:1316532 SPECIAL EXCEPTIONS: a 1. TERMS AND CONDITIONS OF STORM DRAIN EASEMENT, ESTABLISHED OVER ADJOINING LANDS FOR THE BENEFIT OF SAID PREMISES AND OTHER PROPERTY BY INSTRUMENT: z r RECORDED: RECORDING NUMBER: JULY 15, 1987 8707150886 2. UNDERGROUND UTILITY EASEMENT AND THE TERMS AND CONDITIONS THEREOF: GRANTEE: PURPOSE: AREA AFFECTED: RECORDED: RECORDING NUMBER: PUGET SOUND POWER & LIGHT COMPANY, A WASHINGTON CORPORATION ELECTRIC TRANSMISSION AND/OR DISTRIBUTION SYSTEM TOGETHER WITH ALL NECESSARY OR CONVENIENT APPURTENANCES A STRIP OF LAND 10 FEET IN WIDTH HAVING 5 FEET OF SUCH WIDTH ON EACH SIDE OF THE CENTERLINE OF GRANTEE'S FACILITIES AS CONSTRUCTED OR TO BE CONSTRUCTED, EXTENDED OR RELOCATED LYING WITHIN THE WEST 65 FEET AND WITHIN THE SOUTH 55 FEET OF THE EAST 55 FEET OF THE WEST 120 FEET OF SAID PREMISES SEPTEMBER 14, 1987 8709140815 CONTAINS COVENANT PROHIBITING STRUCTURES OVER SAID EASEMENT OR OTHER ACTIVITIES WHICH MIGHT ENDANGER THE UNDERGROUND SYSTEM. 3. EASEMENT AND THE TERMS AND CONDITIONS THEREOF: GRANTEE: PURPOSE: AREA AFFECTED: RECORDED: RECORDING NUMBER: 080PESBS 10/31/07 bk FEDERAL WAY WATER AND SEWER DISTRICT, A MUNICIPAL CORPORATION WATER FACILITIES AND ALL APPURTENANCES PORTIONS OF SAID PREMISES MARCH 28, 1988 8803280350 CHICAGO TITLE INSURANCE COMPANY SCHEDULE B ( CONl'DWM ) Policy No: 001316532 SPECIAL EXCEPTIONS CONTINUED: a 4. EASEMENT AND THE TERMS AND CONDITIONS THEREOF: IT GRANTEE- 8 PURPOSE: AREA AFFECTED: RECORDED: RECORDING NUMBER: FEDERAL WAY WATER AND SEWER DISTRICT, A MUNICIPAL CORPORATION SEWER FACILITIES AND ALL APPURTENANCES PORTION OF SAID PREMISES LYING WITHIN A STRIP OF LAND 10 FEET IN WIDTH MARCH 13, 1989 8903130453 5. EASEMENT AGREEMENT AND THE TERMS AND CONDITIONS THEREOF: BETWEEN: TRU PROPERTIES, INC., SUCCESSOR -IN -INTEREST TO TOYS "R" US, INC., A DELAWARE CORPORATION AND: WAL-MART STORES, INC., A DELAWARE CORPORATION RECORDED: DECEMBER 24, 1998 RECORDING NUMBER: 9812240445 REGARDING: ESTABLISHMENT OF EASEMENT FOR INSTALLATION, MAINTENANCE AND REPAIR OF A TRAFFIC SIGNAL ON A NORTHWESTERLY PORTION OF SAID PREMISES. 6. COVENANTS, CONDITIONS, RESTRICTIONS AND EASEMENTS CONTAINED IN INSTRUMENT: RECORDED: RECORDING NUMBER: FEBRUARY 18, 1957 4772705 7. COVENANTS, CONDITIONS, RESTRICTIONS, EASEMENTS, NOTES, DEDICATIONS AND SETBACKS, IF ANY, SET FORTH IN OR DELINEATED ON THE SURVEY RECORDED UNDER RECORDING NUMBER 8612129019. a 8. COVENANTS, CONDITIONS AND RESTRICTIONS CONTAINED IN INSTRUMENT, BUT OMITTING ANY COVENANTS OR RESTRICTIONS, IF ANY, BASED UPON RACE, COLOR, RELIGION, SEX, SEXUAL ORIENTATION, FAMILIAL STATUS, MARITAL 080PESM 10/31/07 bk CHICAGO TITLE INSURANCE COMPANY SPECIAL EXCEPTIONS CONTINUED: Y zlr SCHEDULE B ( CONTANUED ) Policy No: 0013165,32 STATUS, DISABILITY, HANDICAP, NATIONAL ORIGIN, ANCESTRY, OR SOURCE OF INCOME, AS SET FORTH IN APPLICABLE STATE OR FEDERAL LAWS, EXCEPT TO THE EXTENT THAT SAID COVENANT OR RESTRICTION IS PERMITTED BY APPLICABLE LAW: RECORDED: RECORDING NUMBER: OCTOBER 24, 2006 20061024000518 9. COVENANTS, CONDITIONS AND RESTRICTIONS CONTAINED IN INSTRUMENT, BUT OMITTING ANY COVENANTS OR RESTRICTIONS, IF ANY, BASED UPON RACE, COLOR, RELIGION, SEX, SEXUAL ORIENTATION, FAMILIAL STATUS, MARITAL STATUS, DISABILITY, HANDICAP, NATIONAL ORIGIN, ANCESTRY, OR SOURCE OF INCOME, AS SET FORTH IN APPLICABLE STATE OR FEDERAL LAWS, EXCEPT TO THE EXTENT THAT SAID COVENANT OR RESTRICTION IS PERMITTED BY APPLICABLE LAW: RECORDED: RECORDING NUMBER: SEPTEMBER 27, 2007 20070927002037 10. TERMS AND CONDITIONS OF NOTICE OF CHARGES BY WATER, SEWER, AND/OR STORM AND SURFACE WATER UTILITIES, RECORDED UNDER RECORDING NUMBER 8106010916. AD 11. MATTERS DISCLOSED BY A SURVEY OF SAID PREMISES BY BASELINE ENGINEERING, INC. , DATED DECEMBER 7, 2010 UNDER JOB NO. 10-099 AS FOLLOWS: A.) POSSIBLE ENCROACHMENT OF SIDEWALK ONTO A SOUTHERLY PORTION OF SAID PREMISES; AO 12. DECLARATION OF RECIPROCAL ACCESS EASEMENT AND MAINTENANCE AGREEMENT, AND THE TERMS AND CONDITIONS THEREOF: BETWEEN: HILLSIDE PLAZA ASSOCIATES LLC, A WASHINGTON LIMITED LIABILITY COMPANY AND: CITY OF FEDERAL WAY, A MUNICIPAL ORGANIZTION AND: PAL -DO COMPANY, INC., ,AWC RECORDED: DECEMBER 22, 2010 RECORDING NUMBER: 20101222000939 060PEBSC 10/31/07 bk CHICAGO TITLE INSURANCE COMPANY SCHEDULE B (CONTDWM) Policy No:001316532 SPECIAL EXCEPTIONS CONTINUED: ** END OF SCM ULB B ** U HORI7 SIGNATORY Loan Policy Endorsements: N/A Owner's Policy Endorsements: 9.2-06, 25-06, 17-06, AND 18-06 060PEBSC 10/31/07 bk • Your RA,nc, 31570 2ff1JQFFE 5 FSCRaW* 4360255 ENDORSEMENT Attached to and forming a part of Policy No. 1316532 Issued by CHICAGO TITLE INSURANCE COMPANY Dated: ALTA ENDORSEMENT - FORM 9.2-06 (Owner's Policy - Improved Land) The Company insures against loss or damage sustained by the Insured by reason of: 1. The existence, at Date of Policy, of any of the following unless expressly excepted in Schedule B: a. Present violations on the Land of any enforceable covenants, conditions or restrictions, or any existing improvements on the Land that violate any building setback lines shown on a plat of subdivision recorded or filed in the Public Records. b. Any instrument referred to in Schedule B as containing covenants, conditions, or restrictions on the Land that, in addition, (i) establishes an easement on the Land; (ii) provides for an option to purchase, a right of first refusal or the prior approval of a future purchaser or occupant; or (iii) provides a right of reentry, possibility of reverter, or right of forfeiture because of violations on the Land of any enforceable covenants, conditions, or restrictions. c. Any encroachment of existing improvements located on the Land onto adjoining land, or any encroachment onto the Land of existing improvements located on adjoining land. d. Any encroachment of existing improvements located on the Land onto that portion of the Land subject to any easement excepted in Schedule B. e. Any notices of violation of covenants, conditions, or restrictions relating to environmental protection recorded or filed in the Public Records. 2. Damage to existing buildings: a. That are located on or encroach upon that portion of the Land subject to any easement excepted in Schedule B, which damage results from the exercise of the right to maintain the easement for the purpose for which it was granted or reserved; b. Resulting from the future exercise of any right existing at Date of Policy to use the surface of the Land for the extraction or development of minerals excepted from the description of the Land or excepted in Schedule B. 3. Any final court order or judgment requiring the removal from any land adjoining the Land of any encroachment, other than fences, landscaping or driveways, excepted in Schedule B. 4. Any final court order or judgment denying the right to maintain any existing building on the Land because of any violation of covenants, conditions, or restrictions or building setback lines shown on a plat of subdivision recorded or fled in the Public Records. Wherever in this endorsement the words "covenants, conditions or restrictions" appear, they shall not be deemed to refer to or include the terms, covenants, conditions, or limitations contained in an instrument creating a lease. As used in paragraphs La. and 4 the words "covenants, conditions or restrictions" do not include any covenants, conditions, or restrictions (a) relating to obligations of any type to perform maintenance, repair, or remediation on the Land, or (b) pertaining to environmental protection of any kind or nature, including hazardous or toxic matters, conditions, or substances, except to the extent that a notice of a violation or alleged violation affecting the Land has been recorded or filed in the Public Records at Date of Policy and is not excepted in Schedule B. ENI)OR5[1 f RDA/VPJ9 Your *nce: 315 10 2071-1 AVE 5 ESCROW# 4360255 ENDORSEMENT Attached to and forming a part of Policy No. 1316532 Issued by CHICAGO TITLE INSURANCE COMPANY Dated: This endorsement is issued as part of the policy. Except as it expressly states, it does not (i) modify any of the terms and provisions of the policy, (ii) modify any prior endorsements, (iii) extend the Date of Policy or (iv) increase the Amount of Insurance. To the extent a provision of the policy or a previous endorsement is inconsistent with an express provision of this endorsement, this endorsement controls. Otherwise, this endorsement is subject to all of the terms and provisions of the policy and of any prior endorsements. Authorized ignatory Nb 17 0. s andorseaant shall not be v or binding until aouatorsigned by an autberisod signatory P-N WFS2c/ROA/W99 Your *nce: 31510 20TH AVE S ESCROW# 4360255 ENDORSEMENT Attached to and forming a part of Policy No. 1316532 Issued by CHICAGO TITLE INSURANCE COMPANY Dated: ALTA 25-06 (SURVEY) The Company insures against loss or damage sustained by the Insured by reason of the failure of the Land as described in Schedule A to be the same as that identified on the survey made by BASELINE ENGINEERING, INC., dated DECEMBER 10, 2007 and designated Job No.10-099. This endorsement is made a part of the policy and is subject to all the terms and provisions thereof and of any prior endorsements thereto. Except to the extent expressly stated, it neither modifies any of the terms and provisions of the policy and prior endorsements, if any, nor does it extend the effective date of the policy and prior endorsements, or increase the face amount thereof. Authorized ignatory Notes Tma endorsement shall not be d or binding until oountarsigned by an authorised signatory RNDORSBC/RDA/CM Your wcc: 31510 20111 AVE S ESCROW# 4360255 ENDORSEMENT Attached to and forming a part of Policy No. 1316532 Issued by CHICAGO TITLE INSURANCE COMPANY Dated: ALTA ENDORSEMENT FORM 17-06 (Access and Entry) The company insures against loss or damage sustained by the Insured if, at Date of Policy (i) the Land does not abut and have both actual vehicular and pedestrian access to and from 20TH AVENUE SOUTH AND SOUTH 316TH STREET (the "Street"), (ii) the street is not physically open and publicly maintained, or (iii) the insured has no right to use existing curb cuts or entries along that portion of the Street abutting the Land. This endorsement is issued as part of the policy. Except as it expressly states, it does not (i) modify any of the terms and provisions of the policy, (ii) modify any prior endorsements, (iii) extend the Date of Policy, or (iv) increase the Amount of Insurance. To the extent a provision of the policy or a previous endorsement is inconsistent with an express provision of this endorsement, this endorsement controls. Otherwise, this endorsement is subject to all of the terms and provisions of the policy and of any prior endorsements. X--v(5- zo.� Authorized ignatory Not This endorseaent @ball not be . binding until countersigned by an authorised signatory FNDoR5EC/RDA/0M • Your 0nca: 31510 20TH AVE S ESCROW#6 4360255 ENDORSEMENT Attached to and forming a part of Policy No. 1316532 Issued by CHICAGO TITLE INSURANCE COMPANY Dated: ALTA ENDORSEMENT FORM 18-06 (Single Tax Parcel) The Company insures against loss or damage sustained by the Insured by reason of the Land being taxed as part of a larger parcel of land or failing to constitute a separate tax parcel for real estate taxes. This endorsement is issued as part of the policy. Except as it expressly states, it does not (i) modify any of the terms and provisions of the policy, (ii) modify any prior endorsements, (ui) extend the Date of Policy, or (iv) increase the Amount of Insurance. To the extent a provision of the policy or a previous endorsement is inconsistent with an express provision of this endorsement, this endorsement controls. Otherwise, this endorsement is subject to all of the terms and provisions of the policy and of any prior endorsements. k,5- a-i4j." AuthorizeSignatory Note: ,,az aadoraeaent shall sot be valid r binding until aountersigned by an authorised signatory FTiWRSFC/RnA/0%9 EXCLUSIONS FROM COVERAGE The following matters are expressly excluded from the coverage of this policy, and the Company will not pay loss or damage, costs, attomeys' fees, or expenses that arise by reason Of. 1. (a) Any law, ordinance, permit, or governmental regulation (including those relating to building and zoning) restricting, regulating, prohibiting, or relating to (i) the occupancy, use, or enjoyment of the Land; (ii) the character, dimensions, or location of any improvement erected on the Land; (ui) the subdivision of land; or (iv) environmental protection; or the effect of any violation of these laws, ordinances, or governmental regulations. This Exclusion 1(a) does not modify or limit the coverage provided under Covered Risk 5. (b) Any governmental police power. This Exclusion 1(b) does not modify or limit the coverage provided under Covered Risk 6. 2. Rights of eminent domain. This Exclusion does not modify or limit the coverage provided under Covered Risk 7 or 8. 3. Defects, liens, encumbrances, adverse claims, or other matters : (a) created, suffered, assumed, or agreed to by the Insured Claimant; (b) not Known to the Company, not recorded in the Public Records at Date of Policy, but Known to the Insured Claimant and not disclosed in writing to the Company by the Insured Claimant prior to the date the Insured Claimant became an Insured under this policy; (c) resulting in no loss or damage to the Insured Claimant; (d) attaching or created subsequent to Date of Policy (however, this does not modify or limit the coverage provided under Covered Risk 9 and 10); or (e) resulting in loss or damage that would not have bean ,ustained if the Insured Claimant had paid value for the Title. 4. Any claim. by reason of the operation of federal bankruptcy, state insolvency. orsimiIarcreditors'rights Iaws, that the transaction vesting the Tide as shown in Schedule A, is (a) a fraudulent conveyance or fraudulent transfer; or (b) a preferential transfer for any reason not stated in Covered Risk 9 of this policy. 5. Any lien on the Title for real estate taxes or assessments imposed by governmental authority and created or attaching between Date of Policy and the date of recording of the deed or other instrument of transfer in the Public Records that vests Title as shown in Schedule A. CONDITIONS 1. DEFINITION OF TERMS The following terms when used in this policy mean: (a) "Amount of Insurance": The amount stated in Schedule A, as may be in- creased or decreased by endorsement to this policy, increased by Section 8(b), or decreased by Sections 10 and 11 of these Conditions. (b) "Date of Policy": The date designated as "Date of Policy" in Schedule A. (c) "Entity": A corporation, partnership, trust, limited liability company, or other similar legal entity. (d) "Insure&': The Insured named in Schedule A. (i) The term "Insured" also includes (A) successors to the Title of the Insured by operation of law as dis- tinguished from purchase, including heirs, devisees, survivors, personal representatives, or next of kin; (B) successors to an Insured by dissolution, merger, consolidation, distribution, or reorganization; (C) successors to an Insured by its conversion to another kind of Entity; (D) a grantee of an Insured under a deed delivered without payment of actual valuable consideration conveying the Title (1) if the stock, shares, memberships, or other equity interests of the grantee are wholly -owned by the named Insured, (2) if the grantee wholly owns the named Insured, (3) if the grantee is wholly -owned by an affiliated Entity of the named Insured, provided the affiliated Entity and the named Insured are both wholly -owned by the same person or Entity, or (4) if the grantee is a trustee or beneficiary of a trust created by a written instrument established by the Insured named in Schedule A for estate planning purposes. (ii) With regard to (A), (B), (C), and (D) reserving, however, all rights and defenses as to any successor that the Company would have had against any predecessor Insured. (e) "Insured Claimant': An insured claiming loss or damage. (f) "Knowledge" or "Known": Actual knowledge, not constructive knowledge or notice that may be imputed to an Insured by reason of the Public Records or any other records that impart constructive notice of matters affecting the Title. (g) "Land": The land described in Schedule A, and affixed improvements that by law constitute real property. The term "Land' does not include any prop- erty beyond the lines of the area described in Schedule A, nor any right, title, interest, estate, or easement in abutting streets, roads, avenues, alleys, lanes, ways, or waterways, but this does not modify or limit the extent that a right of access to and from the Land is insured by this policy. (h) "Mortgage": Mortgage, deed of trust, trust deed, or other security instru- ment, including one evidenced by electronic means authorized by law. (i) "Public Records": Records established under state statutes at Date of Policy for the purpose of imparting constructive notice of matters relating to real property to purchasers for value and without Knowledge. With respect to Covered Risk 5(d), "Public Records" shall also include environmental pro- tection liens filed in the records of the clerk of the United States District Court for the district where the Land is located. (j) "Title": The estate or interest described in Schedule A. (k) "Unmarketable Title": Title affected by an alleged or apparent matter that would permit a prospective purchaser or Lessee of the Title or lender on the Title to be released from the obligation to purchase, lease, or lend if there is a contractual condition requiring the delivery of marketable title. 2. CONTINUATION OF INSURANCE The coverage of this policy shall continue in force as of Date of Policy in favor of an Insured, but only so long as the Insured retaias an estate or interest in the Land, or holds art obligation secured by a purchase money Mortgage given by a purchaser from the Insured, or only so tong as the Insured shall have liability by reason of warranties in any transfer or conveyance of the Title. This policy shall not continue in force in favor of any purchaser from the lnsured of either (i) an estate or interest in the Land, or (ii) an obligation secured by a purchase money Mortgage given to the Insured. 3. NOTICE OF CLAIM TO BE GIVEN BY INSURED CLAIMANT The Insured shall notify the Company promptly in writing (i) in case of any litigation as set forth in Section 5(a) of these Conditions, (ii) in case Knowledge shall come to an Insured hereunder of any claim of title or interest that is adverse to the Title, as insured, and that might cause loss or damage for which the Company may be liable by v4me of this policy, or (iii) if the Title, as insured, is rejected as Unmarketable Title. If the Company is prejudiced by the failure of the Insured Ciaimant to provide prompt notice, the Company's liability to the Insured Claimant under the policy shall be reduced to the extent of the prejudice. 4. PROOF OF LOSS In the event the Company is unable to determine the amount of loss or damage, the Company may, at its option, rmquirc as a condition of payment that the Insured Claimant furnish a signed proof of loss. The proof of loss must describe the defect, lien, encumbrance, or other matter insured against by this policy that constitutes the basisof loss or damage and shall state, to the extent possible, the basis of calculating the amount of the loss or damage. DEFENSE AND PROSECUTION OF ACTIONS (a) upon written request by the Insured, and subject to the options contained in Section 7 of these Conditions. the Company, at its own cost and without unreasonable delay, shall provide for the defense of an Insured in litigation in which any third patty asserts a claim covered by this policy adverse to the Insured. This obligation is limited to only those stated causes of action alleging matters insured against by this policy. The Company shall have the right to select counsel of its choice (subject to the right of the Insured to object for reasonable cause) to represent the Insured as to those stated causes of action. It shall not be liable for and will not pay the fees of any other counsel. The Company will not pay any fees, costs, or expenses incurred by the Insured in the defense of those causes of action that allege matters not insured against by this policy. (b) The Company shall have the right, in addition to the options contained in Section 7 of these Conditions, at its own cost, to institute and prosecute any action or proceeding or to do any other act that in its opinion may be neces- sary or desirable to establish the Title, as insured, or to prevent or reduce loss or damage to the Insured. The Company may take any appropriate action under the terms of this policy, whether or not it shall be liable to the Insured. The exercise of these rights shall not be an admission of liability or waiver of any provision of this policy. If the Company exercises its rights under this subsection, it must do so diligently. (c) Whenever the Company brings an action or asserts a defense as required or permitted by this policy, the Company may pursue the litigation to a final determination by a court of competent jurisdiction, and it expressly reserves the right, in its sole discretion, to appeal any adverse judgment or order. 6. DUTY OF INSURED CLAIMANT TO COOPERATE (a) In all cases where this policy permits or requires the Company to prosecute or provide for the defense of any action or proceeding and any appeals, the Insured shall secure to the Company the right to so prosecute or provide defense in the action or proceeding, including the right to use, at its option, the name of the Insured for this purpose. Whenever requested by the Com- pany, the Insured, at the Company's expense, shall give the Company all reasonable aid (i) in securing evidence, obtaining witnesses, prosecuting or defending the action or proceeding, or effecting settlement, and (u) in any other lawful act that in the opinion of the Company may be necessary or desirable to establish the Title or any other matter as insured. If the Com- pany is prejudiced by the failure of the Insured to furnish the required coop- eration, the Company's obligations to the Insured under the policy shall terminate, including any liability or obligation to defend, prosecute, or con- tinue any litigation, with regard to the matter or matters requiring such co- operation. (b) The Company may reasonably require the Insured Claimant to submit to examination under oath by any authorized representative of the Company and to produce for examination, inspection, and copying, at such reason- able times and places as may be designated by the authorized representative of the Company, all records, in whatever medium maintained, including books, ledgers, checks, memoranda, correspondence, reports, e-mails, disks, tapes, and videos whether bearing a date before or after Date of Policy, that reasonably pertain to the loss or damage. Further, if requested by any au- thorized representative of the Company, the Insured Claimant shall grant its permission, in writing, for any authorized representative of the Company to examine, inspect, and copy all of these records in the custody or control of a third party that reasonably pertain to the loss or damage. All information designated as confidential by the Insured Claimant provided to the Com- pany pursuant to this Section shall not be disclosed to others unless, in the reasonable judgment of the Company, it is necessary in the administration of the claim. Failure of the Insured Claimant to submit for examination under oath, produce any reasonably requested information, or grant permis- sion to secure reasonably necessary information from third parties as re- quired in this subsection, unless prohibited by law or governmental regula- tion, shall terminate any liability of the Company under this policy as to that claim. 7. OPTIONS TO PAY OR OTHERWISE SETTLE CLAIMS; TERMINATION OF LIABILITY In case of a claim under this policy, the Company shall have the following addi- tional options: (a) To Pay or Tender Payment of the Amount of Insurance. To pay or tender payment of the Amount of Insurance under this policy together with any costs, attorneys' fees, and expenses incurred by the In- sured Claimant that were authorized by the Company up to the time of pay- ment or tender of payment and that the Company is obligated to pay. Upon the exercise by the Company of this option, all liability and obliga- tions of the Company to the Insured under this policy, other than to make the payment required in this subsection, shall terminate, including any li- ability or obligation to defend, prosecute, or continue any litigation. (b) To Pay or Otherwise Settle With Parties Other Than the Insured or With the Insured Claimant. (i) To pay or otherwise settle with other parties for or in the name of an Insured Claimant any claim insured against under this policy. In addi- tion, the Company will pay any costs, attorneys' fees, and expenses incurred by the Insured Claimant that were authorized by the Com- pany up to the time of payment and that the Company is obligated to pay; or (ii) To pay or otherwise settle with the Insured Claimant the loss or dam- age provided for under this policy, together with any costs, attorneys' fees, and expenses incurred by the Insured Claimant that were autho- rized by the Company up to the time of payment and that the Com- pany is obligated to pay. Upon the exercise by the Company of either of the options provided for in subsections (b)(i) or (ii), the Company's obligations to the Insured under this policy for the claimed loss or damage, other than the payments required to be made, shall terminate, including any liability or obligation to defend, prosecute, or continue any litigation. S, DETERMINATION AND EXTENT OF LIABILITY This policy is a contract of indemnity against actual monetary loss or damage sustained or incurred by the Insured Claimant who has suffered loss or damage by reason of matters insured against by this policy. (a) The extent of liability of the Company for loss or damage under this policy shall not exceed the lesser of (i) the Amount of Insurance; or (ii) the difference between the value of the Title as insured and the value of the Title subject to the risk insured against by this policy. (b) If the Company pursues its rights under Section 5 of these Conditions and is unsuccessful in establishing the Title, as insured, (i) the Amount of Insurance shall be increased by 10%, and (ii) the Insured Claimant shall have the right to have the loss or damage determined either as of the date the claim was made by the Insured Claimant or as of the date it is settled and paid. (c) In addition to the extent of liability under (a) and (b), the Company will also pay those costs, attorneys' fees, and expenses incurred in accordance with Sections 5 and 7 of these Conditions. 9. LIMITATION OF LIABILITY (a) If the Company establishes the Title, or removes the alleged defect, lien, or encumbrance, or cures the lack of a right of access to or from the Land, or cures the claim of Unmarketable Title, all as insured, in a reasonably diligent manner by any method, including litigation and the completion of any appeals, it shall have fully performed its obligations with respect to that matter and shall not be liable for any loss or damage caused to the Insured. (b) In the event of any litigation, including litigation by the Company or with the Company's consent, the Company shall have no liability for loss or dam- age until there has been a final determination by a court of competent juris- diction, and disposition of all appeals, adverse to the Title, as insured. (c) The Company shall not be liable for loss or damage to the Insured for liabil- ity voluntarily assumed by the Insured in settling any claim or suit without the prior written consent of the Company. 10. REDUCTION OF INSURANCE; REDUCTION OR TERMINATION OF LI- ABILITY All payments under this policy, except payments made for costs, attorneys' fees, and expenses, shall reduce the Amount of Insurance by the amount of the payment. 11. LIABILITY NONCUMULATIVE The Amount of Insurance shall be reduced by any amount the Company pays under any policy insuring a Mortgage to which exception is taken in Schedule B or to which the Insured has agreed, assumed, or taken subject, or which is executed by an Insured after Date of Policy and which is a charge or lien on the Title, and the amount so paid shall be deemed a payment to the insured under this policy. 12. PAYMENT OF LOSS When liability and the extent of loss or damage have been definitely fixed in accordance with these Conditions, the payment shall be made within 30 days. 13. RIGHTS OF RECOVERY UPON PAYMENT OR SETTLEMENT (a) Whenever the Company shall have settled and paid a claim under this policy, it shall be subrogated and entitled to the rights of the Insured Claimant in the Title and all other rights and remedies in respect to the claim that the Insured Claimant has against any person or property, to the extent of the amount of any loss, costs, attorneys' fees, and expenses paid by the Company. If requested by the Company, the Insured Claimant shall execute documents to evidence the transfer to the Company of these rights and remedies. The Insured Claimant shall permit the Company to sue, compromise, or settle in the name of the Insured Claimant and to use the name of the Insured Claimant in any transaction or litigation involving these rights and remedies. If a payment on account of a claim does not fully cover the loss of the Insured Claimant, the Company shall defer the exercise of its right to recover until after the Insured Claimant shall have recovered its loss. (b) The Company's right of subrogation includes the rights of the Insured to indemnities, guaranties, other policies of insurance, or bonds, notwithstanding any terms or conditions contained in those instruments that address subrogation rights. (*)Chicago Title Insurance Company December 23, 2010 City of Federal Way Attn: Tonia Proctor 33325 a Avenue South Federal Way, WA 98003 RE: Escrow No. 4360255 Dear Tonia: The referenced transaction has closed. Enclosed please find the following: 1. Final Buyer's Closing Statement; 2. Copy, signed closing documents; It has been a pleasure to do business with you, and thank you for choosing CHICAGO TITLE AND ESCROW for your real estate transaction. I hope you will choose Chicago Title Insurance Company for your future transactions. If you have any questions concerning the details of this escrow please feel free to call me at (253) 671-6620. Tip you, R ee Sorensen Commercial Escrow Closer Enc. 4717 South 19P Street, Ste 109; Tacoma, WA 98405 rec 253474-2377 • FAx 253-475-4351 www.cticpierco.COM CHICAGO TITLE INSURANCE COMPANY BUYER'S/BORROWER'S SETTLEMENT STATEMENT PAGE: 01 ESCROW NUMBER: 00750-004360255-001 ORDER NUMBER: 00633-001316532 CLOSING DATE: 12/22/10 CLOSER: RENEE SORENSEN BUYER: CITY OF FEDERAL WAY SELLER: PAL -DO COMPANY, INC. PROPERTY: 31510 20TH AVENUE SOUTH, FEDERAL WAY, WASHINGTON CHARGE BUYER CREDIT BUYER Sales Price $ 5,375,000.00 $ Earnest Money Deposit 200,000.00 Closing funds deposited 5,180,198.77 Settlement or Closing Fee 1,912.75 Title Insurance 3,216.02 Recording Fees 70.00 TOTALS $ 5,380,198.77 $ 5,380,198.77 CB Richard Ellis 0Copyright 1M-loos Tacoma. Broadway Plaza, Suite 1000 commerdai All Ri°ie R�eserv�ed Tacoma, WA 98402 CB RICHARD ELLIS CBRE Phone. (253) 5726355 CBA Assignment Form PS -AS Fax: (253) 596-0059 a ',; �M Rev.12199 pap 1 of S ASSIGNMENT dr ASSUMPTION AGREEMENT CBA Text aiWeimer. Text de!eled by license IndIcaled by iblk New text inserted by itcensee w4icaled by Wall r&OW This Assignment and Assumption Agreement ("Agreement") is made as of day of December = between Pal -do Company. Inc, (°Assignor), and City of Federal Way, , ('Assignee'. Assignor and Assignee entered into that certain agreement, the Commercial Real Estate Purchase & Sale Agreement detect November 6, ZLIQ (the "Purchase Agreement!. The Purchase Agreement provides for the sale of reel property or a business opportunity, as described on attached Exhibit A. Assignor is obligated to assign to Assignee any and all of its right, title and interest in and to the following (collectively, the "Assigned Property): A. Leases. Each of the leases of real or personal property which Assignor is required to assign to Assignee pursuant to the Purchase Agreement, and which may be identified on attached Exhibit B; B. Contracts. All contracts or agreements of any nature relating to the real property or business, as the case may be, including without limitation design contracts, construction contracts, purchase orders, utility contracts, water and sewer service contracts, maintenance contracts, warranties, and soils reports, which Assignor is required to assign to Assignee pursuant to the Purchase Agreement, and which may be listed on attached Exhibit C; and C. intangible Property. All intangible property now or hereafter existing with respect to the Property including without limitation: all rights-0f--way, rights of ingress or egress or other interests in, on, or to, any land, highway, street, road, or avenue, open or proposed, in, on, or across, in front of, abutting or adjoining the Property; all rights to utilities serving the Property; all drawings, plans, specifications and other architectural or engineering worts product; all govemmental permits, certificates, licenses, authorizations and approvals; all rights, claims, causes of action, and warranties under contracts with contractors, engineers, architects, consultants or other parties associated with the Property; all utility, security and other deposits and reserve accounts made as security -for the fulfillment of any of Seller's obligations; any name of or telephone numbers for the Property and related trademarks, service marks or trade dress; and guaranties, warranties or other assurances of performance received. The parties agree as follows: 1. Assignment. Assignor grants, assigns, sells, transfers, sets over and delivers unto Assignee all of Assignors right, title and interest in and to the Assigned Property and Assignee accepts such assignment. 2. Assumption. Assignee assumes the performance of all the obligations imposed on the Assignor under the Assigned Property accruing or arising on or after the Effective Date of this Agreement. 3. Indemnification. Assignor agrees to indemnify, defend and hold Assignee harmless from and against any and all claims, demands, liabilities, costs and expenses, including reasonable attomeys' fees, occurring by reason of Assignors failure to perform in accordance with the terms of the assigned Leases prior to the Effeclive Date. Assignee agrees to indemnify, defend and hold Assignor harmless from and against any and all claims, demands, liabilities, costs and expenses, including reasonable attorneys' fees, occurring by reason of Assignee's failure to perform to accordance with the terms of the assigned Leases on or after to the Effective Date. 4. Effective Date. The "Effective Date" of this Agreement is the date the deed conveying We to the real property from Assignor to Assignee is recorded in the official records of the County recorder's office or, in the case of the sale of a business opportunity, the date on which ownership of the business is legally transferred from Assignor to Assignee. 5. Further Assurances. Assignor and Assignee each agree that they will, on the written request of -the other party, execute, acknowledge and deliver all such further documents and assurances and pert== all such further acts as may be reasonably requested by the other party to implement and give effect to this Agreement. 6. Counterparts. This Agreement may be executed in one or more counterparts, each of which will be deemed an original and all of which will constitute one and the same agreement. 7. Successors and Assigns. This Agreement shall be binding upon and inure to the benefit of the parties to this Agreement, their successors in interest and assigns. 8. Governing Law. This Agreement shall be governed by, construed and enfo Iced in accordance with the laws of the State of INITIALS: BUYER: DATE: BUYER DATE: SELLER: L— DATE. SELLER DATE: CB Richard Ellis 0 Copyright 1999 - 2006 CBRE 1145 Broadway Plaza, Suite 1000 commercial ARightsA is ed Tacoma, WA 98402 Phone: (253) 572-6355 cn&AsmPSAS Fax: (253) 596-0059 Assignment m Agreement CB RICHARD ELLIS Rev.12MO Page 2 of 5 ASSIGNMENT & ASSUMPTION AGREEMENT (CONTINUED) Washington. 9. Attorneys' Fees. if Assignor or Assignee sues to enforce this Agreement or obtain a declaration of its rights under this Agreement. the prevailing party in any such proceeding shalt be entitled to recover its reasonable attorneys fees and costs incurred in the proceeding (including those incurred in any bankruptcy proceeding or appeaD from the non -prevailing party. ASSIGNOR: Pakto Company, Inc a Washington Corporation By: X Byung Chan Pa Its -President Date: INITIALS: BUYER f��DATE: BUYER: DATE: ASSIGNEE: Ci _• . of Federal Way Its: Date• Mayor SELLERc.: (' DATE: SELLER:--r t7ATE: CB Richard Ellis 0C.opf4tal less -2ou5 groxem CBRE1145 Broadway Plaza, Suite 1000 Commerda� All MsR*S,4va end Tacoma, WA 98402 Phone: (253) 572-6355 CBA Form PS -AS AesignmeM CB RICHARD ELLIS Fax: (253) 596-0059 Awe-9Assumpcom on Rev.12/99 Pape 3 or 5 ASSIGNMENT S ASSUMPTION AGREEMENT (CONTINUED) EXHIBIT A (Description of Real Property or Business Opportunity) Former Toys R Us Widling lo-oted at 3151D 20' Ave S. Federal Way. WM8 $$QZ3 INITIALS: BUYER: DATE: BUYER: DATE: SELLER " C- DATE' SELLER HATE: CBRE CB RICHARD ELLIS .=-11-- CB Richard Ellis C CoWght IM - 2005 Assodal 1145 Broadway Plaza, Suite 1000 Comm°"W nr fight° Reserved Tacoma, WA 98402 Phone: (253) 572-6355 CBA Form P&AS Aaslprarent a Fax: (253) 5WO059 A�preemnt Rev. 12MO Pap° 4 of 5 ASSIGNMENT & ASSUMPTION AGREEMENT (CONTINUED) EXHIBIT B (Leases) INITIALS: BUYER: DATE: SELLER: J' C— DATE: BUYER: DATE SELLER DATE: a. CB Richard Ellis o copyright 1999- 2005 tion 1145 Broadway Plaza, Suite 1000 Commercial At s i46ioG r"d a� Reserved CBRE Tacoma. WA 9t3402 Phone: (253) 572-6355 C9AFosmPS-AS CB RICHARD ELLIS Fax: (253) 596-0059 ABefgrnKrrt a Asu apree�,erK a ffeM Rev. 12199 Pope 5 ors ASSIGNMENT & ASSUMPTION AGREEMENT (CONTINUED) None INITALS: BUYER: L95!DATE: BUYER: DATE: EXHIBIT C (Contracts) SELLER: C� DATE: SELLER: DATE: M:- CHICAGO TITLE INSURANCE COMPANY ESTIMATED BUYER'S/BORROWER'S SETTLEMENT STATEMENT ESCROW NUMBER: 00750-004360255-001 ORDER NUMBER: 00633-001316532 CLOSING DATE: 12/22/10 CLOSER: RENEE SORENSEN BUYER: CITY OF FEDERAL WAY SELLER: PAL -DO COMPANY, INC. PROPERTY: 31510 20TH AVENUE SOUTH, FEDERAL WAY, WASHINGTON CHARGE BUYER Sales Price $ 5,375,000.00 $ Earnest Money Deposit Settlement or Closing Fee 1,912.75 Title Insurance 3,216.02 Recording Fees 70.00 Funds Due From Buyer At Closing TOTALS CITY OF FEDERAL WAY P SKIP PRIIFST, MAYOR PAGE: 01 CREDIT BUYER 200,000.00 5,180,198.77 $ 5,380,198.77 $ 5,380,198.77 CHICAGO TITLE INSURANCE COMPANY 4717 SOUTH 19TH, SUITE 201, TACOMA, WASHINGTON 98405 PHONE: FAX: ESCROW SERVICES STATEMENT CERTIFIED LIMITED PRACTICE OFFICERS MAY RENDER SERVICES AUTHORIZED BY APR 12 RULE ONLY UNDER THE FOLLOWING CONDITIONS: 1. Agreement of the parties: Prior to the performance of the services all parties to the transaction shall have agreed in writing to the basic terms and conditions of the transaction. 2. Disclosure to the Parties: The Officer shall advise the parties of the foiawing limitations of service: (a) That the Officer is not acting as the advocate or representative of the parties hereto; (b) That the documents prepared by the Officer will affect the legal rights of the parties hereto; (c) That the parties' interests in the documents differs; (d) That the parties have a right to be represented by attorneys of their own choosing and at their own expense; (e) That the Officer may not and cannot give any legal advice as to the manner in which the documents affect the legal rights of the parties. 3. The following documents have been prepared and selected by the Officer: STATUTORY WARRANTY DIED, EXCISE TAXAFFIDAVIT 4. Loan documents have been selected and prepared by: NONE 5. Other: ESCROW NO. 004360255 PROPERTY: 3151O WM LIMITED Y LPO PAL -DO COMPANY, INC. BYUNG C. PARK, PRESIDENT /-- Y G S. PARK, VICE PRESIDENT WAY, WASHINGTON CRY OF FEDERAL WAY SKIP PRIEST, MAYOR � LUT CHICAGO TITLj,/—)URANCE COMPANY 0 4717 SOUTH 19TH, SUITE 201, TACOMA, WASHINGTON 98405 PHONE: FAX ESCROW INSTRUCTIONS Date: DECEMBER20, 2010 ESCROW NO. 004360255 TITLE ORDER NO. O01316532 PROPERTY: 31510 20TH AVENUE SOUTH, FEDERAL WAY, WASHINGTON BUYER CITY OF FEDERAL WAY CRr r AR: PAL -DO COMPANY, INC TO: CHICAGO TITLE INSURANCE COMPANY 4717 SOUTH 19TH, SUITE 201 TACOMA, WASHINGTON 98M SELLER herein shall deposit with escrow under these instructions the following - REAL ESTATE PURCHASE AND SALE AGREEMENT & ADDENDUMS THERETO, IF ANY ESTIMATED SETTLEMENT STATEMENT NOTICIEL THE ESTIMATED CLOSING STATEMENT IS SLWECTTO CHANGES, CORRECTIONS AND/ORADDITIONS ATTHE TIME OF FINAL COMPUTATION OF CLOSING ESCROW STATEMENT. STATUTORY WARRANTY DEED, EXCISE TAX AFFIDAVIT DECLARATION OF RECIPROCAL ACCESS EASEMENTAND MAINTENANCE AGREEMENT, TERMINATION OF OPERATION AND EASEMENTAGREEMENT AFFIDAVIT AND INDEMNITY BY OWNER which you are instructed to deliver, release and/or record when you have for the account of the seller FIVE MILLION THREE HUNDRED SEVENTY-FIVE THOUSAND AND00/100 ($5,375,000.00 ) subject to any charges and/or credits authorized herein and PURCHASER herewith deposits with escrow: FUNDS AS REQUIRED TO CLOSE ESTIMATED SETILEMENTSTATEMENT NOTICE THE ESTIMATED CLOSING STATEMENT IS SUBJECT TO CHANGES, CORRECTIONS AND/ORADDITIONS AT THE TIME OF FINAL COMPUTATION OF CLOSING ESCROW STATEMENT. DECLARATION OF RECIPROCAL ACCESS EASEMENT AND MAINTENANCE AGREEMENT which sums and documents you are instructed to use: 1. When you are able to close according to the terms and conditions set forth in the Real Estate Purchase and Sale Agreement and Addendums attached thereto and in compliance with these instructions, and issue your policy (or policies) of title insurance in the amount (or amounts) as follows: EXTENDED OWNER'S POLICY INSURING BUYER INAMOUNT OF SALE PRICE containing Lhe insuring clauses, excep[ions, exclusions, provisions and .5Upulatioas as raataincd in commitment issued under number 041316532 under which parties herein have read and approved, and a. Conditions, re5triC60HS or reservations as may be contained in the plat or Federal cr Statt patents. b. Matters attachiniby, through or under the Grantee c. Special Exceptions 2-10,13 AND 20 2. You are instructed to disburse deposited funds pursuant to closing statement(s) examined and approved by the parties hereto and by this reference made a part hereof. Certain items shown on the closing statements may be estimated only and the final figures may be adjusted to accommodate exact amounts required at the time of disburscment. ®away/MA/ow ESCROW INSTRUCTION: Escrow No. 004360255 Date: DECEMBER 20, 2010 Title No. 001316532 The undersigned have examined and hereby approved for use in this escrow the documents described above as to content and form. Assume a per diem basis in any pro -rate herein provided, and unless parties otherwise instruct you, you are to use the information contained in the last available tax statement as provided by the seller, beneficiary's statement, and fire insurance policies delivered into escrow for the pro -rates provided above. All money receivedby you in this escrow is to be deposited in your trust account pending dosing. It is understood that all checks, money orders or drafts will be processed for collection in the normal course of business. You may commingle funds received in this escrow with escrow funds of otbcrs, and you may, without limitation, deposit such funds in your custodial or escrow accounts with any reputable trust company, bank, savings bank, savings associallcn, or other financial services entity, including any affiliate of Chicago Title Insurance Company. You shall be under no obligation to invest the funds deposited with you on bebalf of any depositor, nor shall you be accountable for any earnnac or incidental benefits attributable to the funds which you may receive while you hold such funds. If for any reason funds are retained or rcmaiu in escrow after the closing date, you are authorized to deduct therefrom a reasonable charge as custodian. 6. You are instructed that all money and documents required by you herein shall be deposited with you on or before DECEMBER 30, 2010 • If this escrow has not been placed in a condition to close bysaid date, the above items deposited by me (us) are to be retumed to me (us) upon written demand, at which time I/we will pay all your charges in connection herewith, but in the absence of such written demand, you will proceed with these instructions as soon as practicable. 7. These clasingescrow instructions may be executed in counterparts with like effect as if all signatures appeared oa a single copy. Facsimile copies of certain documents may be accepted, at the d'sscrction of Chicago Title lnsurancc Company, for purposes of closing. 8. These escrow instructions are not intended to amend, madifyor supercedc the terms and conditions set forth in the Real Estate Purchase and Sale Agreement and Addendums thereto, if any. Escrow is to be concerned only with the provisions specifically set forth in these instructions and identified by the Buyer and Seller as conditions to the closing of this escrow. 9. You are instructed to furnish to any broker or lender identified with this transaction or anyone acting on behalf of such lender, any information concerning this Escrow upon request of said broker or lender. 10. Should any dispute arise bciwecn par lies interested in property or funds covered by these instructions, you shall have the option to hold all matters pending in their then existing status or to join in or commence a court action, deposit the money and documents referred to berein into the Regis;ryof the Court or upon holding this escrow open for determination of the rights of the parties, you will be relieved of all resporsiblity. It is further agreed that in the event of lay suit or claim made against you by either or both parties to this agreement, that said parties shall be required to pay -you all expenses, costs and reasonable attornay's fees in connection therewith, whether suit is instituted by you or any of the parties hereto. 11. Escrow holder is to assume no responsibility or liability foethe preparation of the Truth in Lending, Consumer Protection Statement. 12. NON-RESIDENT ALIEN. The Foreign Investment in Real Properly Tax Act (FIRPTA), Title 26 U.S.C., Section 1445, and the regulations there under, provide in part, that a transferee (buyer) of a US. real property interest from a foreign person (non-resident alien) must withhold a tax equal to ten percent (10%n) of the amount realized an the disposition, report the transaction and remit the withholding to the Internal Revenuc Service within twenty (20) days after the transfer. Clucago Title Insurance Company has not and will not partic'spare in any determination of whether the FIRPTA tax provisions arc applicable to the subjcct transaction, nor act as a Qualified substitute nor furnish tax advice to any party to the transaction. Chicago Title Insurance Company is not responsible for determining whether the transaction wit] qualify for an exception or an exemption and is not responsible for the filing of any tax forms wit the Internal Revenue Service as they relate to FIRPTA. Chicago Title Insurance Company is not the agent for the buyer for the purposes of receiving and analyzing any evidence or documentation that the Seller in the subject transaction is a U-S. citizen or resident alien. The buyer is advised they must in do pen dentty make a determination of whether the contemplated transaction is taxable or aon-taxable and the applicability of the withholding requirement to the subject transaction, and should seek the advice of their attorney or accountant. Chicago Title Insurance company is not responsible for the payment of tins tax and/or and penalty and/or interest incurred in connection therewith and such taxes are not a matter covered by the Owners Policy ofTitic Insurance to be issued to the Buyer. The Buyer is advised they bear full responsibility for compliance with the tax withholding requirement if applicable and/or for payment of any tax, interest, penalties and/or other expenses that may be due on the subjeettransaction. 13. The legal description as in Preliminary Commitment for Title Insurance No. 001316532 is that of the property intended to be conveyed in this transaction. 14. The undersigned hereby acknowledge receipt of the Commitment for Preliminary Title Insurance covering subject property together with Escrow Agents Admission to Practice Rule Disclosure. ®2ope/anA/0M ESCROW INSTRUCTIONS Escrow No. 004360255 Title No. 001316532 Date: DECEMBER 20, 2010 15. You are instructed to prorate as of the date of recording the following - NONE 16. The undersigned hereby advise escrow bolder that pro -ration and payment of all utilities, including but not Limited to water, sewer, garbage, electricity, gas and oil, will be handled between the parties outside of escrow. Escrow holder shall not be responsible for determining whether any utility charges are or may become d u c or for payment of any such charges. By signing these instructions, the undersigned hereby assume full responsibility for proration and payment, if any, of utilities. THE UNDERSIGNED HEREBY AGREE THAT ALL SPECIAL CONDITIONS AND CONTINGENCIES OF THE PURCHASE AND SALE AGREEMENT, TOGETHER WITH ANY AND ALL ADDENDA THERETO, EITHER HAVE BEEN OR WILL BE MET TO THEIR SATISFACTION OR WAIVED. CHICAGO TITLE, AS ESCROWEE, SHALL ONLY BE RESPONSIBLE FOR CLOSING IN ACCORDANCE WITH THE WRITTEN TERMS OF THE PURCHASE AND SALE AGREEMENT AND ANY OTHER WRITTEN INSTRUCTIONS DEPOSITED TO ESCROW. THE PARTIES SHALL HOLD CHICAGO TITLE INSURANCE COMPANY AND ITS EMPLOYEES HARMLESS FROM ANY CLAIM RESULTING FROM THE FAILURE OF ANY PARTY TO MEET ANY ADDITIONAL CONDITIONS AND/OR CONTINGENCIES. ESCROW HOLDER IS TO ASSUME NO RESPONSIBILITY OR LIABILITY OF ANY NATURE REGARDING THE CONDITION, COMPLETION OR DELIVERY OF THE SUBJECT PROPERTY. THE PARTIES HERETO HOLD ESCROW HOLDER HARMLESS FOR THE PRORATION OF THE 2010 REAL ESTATE TAXES DUE TO THE BUYER'S EXEMPTION. THE SELLER SHALL PETITION FOR A REFUND DIRECT WITH KING COUNTY POST CLOSING OUTSIDE OF THE TERMS OF THIS ESCROW. HIMMC/nnA/M ESCROW INSTRUCTIONS Escrow No. 004360255 Date: DECEMBER 20, 2010 Title No. 001316532 DECLARATION OF ESCROW SERVICES Both Purchaser and Seller acknowledge by their signatures hereon the following I have been specifically informed that CHICAGO TITLE INSURANCE COMPANY (hereinafter designated'CHICAGO') is not licensed to practice law and no legal advice has been offered by CHICAGO or any of its employees. I have been further informed that CHICAGO is acting only as an escrow holder and that it is forbidden by law from offering any advice to any party respecting the merits of this escrow transaction or the nature of the instruments utilized, and that it has not done so. I have not been referred by CHICAGO to any named attorney or attorneys or discouraged from seeking advice of any attorney but have been requested to seek legal counsel of my own choosing at my own expense, if I have doubt concerning any aspect of this transaction. I further declare all instruments to which I am a party, if prepared by CHICAGO, have been prepared under the direction of my attorney or myself and particularly declare that copying legal description from title reports into forms of deed, etc. or reforming of legal descriptions or agreements is, or will be solely at my direction or request. I have been afforded adequate time and opportunity to read and understand these escrow instructions and all other documents referred to therein. THE UNDERSIGNED HAVE READ AND FULLY UNDERSTAND TIME FOREGOING CLOSING INSTRUCTIONS AND ALSO THE DECLARATION SET FORTH ABOVE AND AGREE TO THE SAME PAL -DO COMPANY, INC i Forwarding Address: CITY OF FEDERAL WAY BY: — -� e-=—= SKIP PRIEST MA R EMM/nne/ow WHEN RECORDED RETURN TO CRY OF FEDERAL WAY P. O. BOX 9718 FEDERAL WAY, WASHINGTON 98063 M ;FIE: }: • ".i"; .-REIN ACKr,*_ •. , ;EK EWT OF A COPY OF DOCUMENT, WFIiCH THEY HAVE READ, UNDER•rt!L' ' 4ND ACCEPTED. CHICAGO TITLE INSURANCE COMPANY 4360255 STATUTORY WARRANTY DEED THE GRANTOR(S) PAL -DO COMPANY, INC., A WASHINGTON CORPORATION for and in consideration of TEN DOLLARS AND OTHER GOOD AND VALUABLE CONSIDERATION in hand paid, conveys and warrants to CITY OF FEDERAL WAY, A WASHINGTON MUNICIPAL CORPORATION the following desenbed real estate situated in the County of KING State of Washington: LOT 3 OF SURVEY RECORDED IN VOLUME 52 OF SURVEYS, PAGE 220, UNDER RECORDING NUMBER 8612129019, IN KING COUNTY, WASHINGTON. SUBJECT TO: EXCEPTIONS SET FORTH ON ATTACHED EXHIBIT W AND BY THIS REFERENCE MADE A PART HEREOF AS IF FULLY INCORPORATED HEREIN. TasAccount Number(s): 092104-9166-03 Dated: DECEMBER 20, 2010 PAL -DO COMPANY, INC. BYUNG C. PARK, PRESIDENT YOUNG S. PARK, VICE PRESIDENT LPB10/KLC/052006 STATE OF WASHINGTON ss COUNTY OF I CERTIFY THAT I KNOW OR HAVE SATISFACTORY EVIDENCE THAT BYUNG C. PARK AND YOUNG S. PARK ARE THE PERSONS WHO APPEARED BEFORE ME, AND SAID PERSON ACKNOWLEDGED THAT THEY SIGNED THIS INSTRUMENT, ON OATH STATED THAT THEY WERE AUTHORIZED TO EXECUTE THE INSTRUMENT AND ACKNOWLEDGED IT AS PRESIDENT AND VICE PRESIDENT OF PAL -DO COMPANY, INC. TO BE THE FREE AND VOLUNTARY ACT OF SUCH PARTY FOR THE USES AND PURPOSES MENTIONED IN THE INSTRUMENT. DATED: NOTARY SIGNATURE PRINTED NAME: NOTARY PUBLIC IN AND FOR THE STATE OF WASHINGTON RESIDING AT MY APPOINTMENT EXPIRES CHICAGO TITLE INSURANCE COMPANY EXHIBIT A Escrow No.: 43 60255 TERMS AND CONDITIONS OF STORM DRAIN EASEMENT, ESTABLISHED OVER ADJOINING LANDS FOR THE BENEFIT OF SAID PREMISES AND OTHER PROPERTY BY INSTRUMENT: RECORDED: RECORDING NUMBER: JULY 15, 1987 8707150886 UNDERGROUND UTILITY EASEMENT AND THE TERMS AND CONDITIONS THEREOF: GRANTEE: PUGET SOUND POWER & LIGHT COMPANY, A WASHINGTON CORPORATION PURPOSE: ELECTRIC TRANSMISSION AND/OR DISTRIBUTION SYSTEM TOGETHER WITH ALL NECESSARY OR CONVENIENT APPURTENANCES AREA AFFECTED: A STRIP OF LAND 10 FEET IN WIDTH HAVING 5 FEET OF SUCH WIDTH ON EACH SIDE OF THE CENTERLINE OF GRANTEE'S FACILITIES AS CONSTRUCTED OR TO BE CONSTRUCTED, EXTENDED OR RELOCATED LYING WITHIN THE WEST 65 FEET AND WITHIN THE SOUTH 55 FEET OF THE EAST 55 FEET OF THE WEST 120 FEET OF SAID PREMISES RECORDED: SEPTEMBER 14, 1987 RECORDING NUMBER: 8709140815 CONTAINS COVENANT PROHIBITING STRUCTURES OVER SAID EASEMENT OR OTHER ACTIVITIES WHICH MIGHT ENDANGER THE UNDERGROUND SYSTEM. EASEMENT AND THE TERNS AND CONDITIONS THEREOF: GRANTEE: FEDERAL WAY WATER AND SEWER DISTRICT, A MUNICIPAL CORPORATION PURPOSE: WATER FACILITIES AND ALL APPURTENANCES AREA AFFECTED: PORTIONS OF SAID PREMISES RECORDED: MARCH 28, 1988 RECORDING NUMBER: 8803280350 EASEMENT AND THE TERMS AND CONDITIONS THEREOF: GRANTEE: PURPOSE: AREA AFFECTED: RECORDED: RECORDING NUMBER: FEDERAL WAY WATER AND SEWER DISTRICT, A MUNICIPAL CORPORATION SEWER FACILITIES AND ALL APPURTENANCES PORTION OF SAID PREMISES LYING WITHIN A STRIP OF LAND 10 FEET IN WIDTH MARCH 13, 1989 8903130453 E HUMIRDAIGM CHICAGO TITLE INSURANCE COMPANY EXHIBIT A EscrowNo.: 4360255 (continued) EASEMENT AGREEMENT AND THE TERMS AND CONDITIONS THEREOF: BETWEEN: AND: RECORDED: RECORDING NUMBER: REGARDING: TRU PROPERTIES, INC., SUCCESSOR -IN -INTEREST TO TOYS "R" US, INC., A DELAWARE CORPORATION WAL-MART STORES, INC., A DELAWARE CORPORATION DECEMBER 24, 1998 9812240445 ESTABLISHMENT OF EASEMENT FOR INSTALLATION, MAINTENANCE AND REPAIR OF A TRAFFIC SIGNAL ON A NORTHWESTERLY PORTION OF SAID PREMISES. COVENANTS, CONDITIONS, RESTRICTIONS AND EASEMENTS CONTAINED IN INSTRUMENT: RECORDED: RECORDING NUMBER: FEBRUARY 18, 1957 4772705 COVENANTS, CONDITIONS, RESTRICTIONS, EASEMENTS, NOTES, DEDICATIONS AND SETBACKS, IF ANY, SET FORTH IN OR DELINEATED ON THE SURVEY RECORDED UNDER RECORDING NUMBER 8612129019. COVENANTS, CONDITIONS AND RESTRICTIONS CONTAINED IN INSTRUMENT, BUT OMITTING ANY COVENANTS OR RESTRICTIONS, IF ANY, BASED UPON RACE, COLOR, RELIGION, SEX, SEXUAL ORIENTATION, FAMILIAL STATUS, MARITAL STATUS, DISABILITY, HANDICAP, NATIONAL ORIGIN, ANCESTRY, OR SOURCE OF INCOME, AS SET FORTH IN APPLICABLE STATE OR FEDERAL LAWS, EXCEPT TO THE EXTENT THAT SAID COVENANT OR RESTRICTION IS PERMITTED BY APPLICABLE LAW: RECORDED: OCTOBER 24, 2006 RECORDING NUMBER: 20061024000518 COVENANTS, CONDITIONS AND RESTRICTIONS CONTAINED IN INSTRUMENT, BUT OMITTING ANY COVENANTS OR RESTRICTIONS, IF ANY, BASED UPON RACE, COLOR, RELIGION, SEX, SEXUAL ORIENTATION, FAMILIAL STATUS, MARITAL STATUS, DISABILITY, HANDICAP, NATIONAL ORIGIN, ANCESTRY, OR SOURCE OF INCOME, AS SET FORTH IN APPLICABLE STATE OR FEDERAL LAWS, EXCEPT TO THE EXTENT THAT SAID COVENANT OR RESTRICTION IS PERMITTED BY APPLICABLE LAW: RECORDED: SEPTEMBER 27, 2007 RECORDING NUMBER: 20070927002037 TERMS AND CONDITIONS OF NOTICE OF CHARGES BY WATER, SEWER, AND/OR STORM AND SURFACE WATER UTILITIES, RECORDED UNDER RECORDING NUMBER 8106010916. MATTERS DISCLOSED BY A SURVEY OF SAID PREMISES BY BASELINE ENGINEERING, INC. DATED DECEMBER 7, 2010 UNDER JOB NO. 10-099 AS FOLLOWS: A.) POSSIBLE ENCROACHMENT OF SIDEWALK ONTO A SOUTHERLY PORTION OF SAID PREMISES; exhi�itc rt 121146 l evenue X�aa:a1� s«.r� REAL ESTATE EXCISE TAX AFFIDAVIT This form is your receipt PLEASE TYPE OR PRINT CHAPTER 82.45 RCW — CHAPTER 458-61 A WAC when stamped by cashier. THIS AFFIDAVIT WILL NOT BE ACCEPTED UNLESS ALL A REAS ON ALL PAGES ARE FULLY COMPLETED (See back of last page for instructions) iirlwe!< aw.x i[,...ria cote nr.r.,r,eerr if multiale owners. lire xrcmt.ate sfownership next tn.nune. as �n J Name Pal -Do Company. Inc. m jY is O Name City of Fed I Wav Mailing Address ;grid Ih City/State/Zip Lakes WA 98422 Mailing Addrma 33325 flih Avttnue Sotllfr _ Cirytstatelzip Federal Way, WA BOOM Phone No. (including area code) Phone No. (including areacodc) Send all property tax eorresponderrce to: QSeme as Buyer/Grantee Name List all real and personal properly tax psmcl account numbers- check box if personal property 1 1 List assessed veluc(s ) Mailing Addmss City/Statelzip Phone No. (including area code) --� - l ® Street address of property: 31510 20th Avenue South This property is located in Federal Way ❑ Check box if any of the listed Pamela are being segregated from another parcel, arc part of a boundary line adjustment erparcels being merged. Legal description of property (if more space is needed, you may attach a separate sheet to each page of the affidavit) Lot 3 of Survey recorded in Volume 52 of Surveys, Page 220, under recording number 8612129019, in King County, Washinglon. ® Select Land Use Code(s): 99 • -'anon[ ocavied. corn -ew ixoPrtka enter any additional codes: (See back of last page for. instructions) YES NO Is this property exempt from property tax per chapter ❑ 0 84.36 RCW (nonprofit org�n,ltron}? a YES NO Is this property Coign,,xd as forest land per chapw 84.33 RCW? ❑ O Is this property classified as current use (open space, firm and ❑ ❑ agricultural, or timber) land per chapter 94.347 Is this property receiving special valuation as historical property ❑ ❑+ perthapter8426 RCW? If airy answers are yes, compleft as imtructed below. (1) NOTICEOFCOM7NUANCE (FORESTLANDORCURRENTUSE) NEW OWNER(S): To continue the current designation as forest land or classification as current use (open space, farm and agriculture, or timber) land, you must sign on (3) below. The county a. s cos r must then determine if the land transferred continues to qualify and will indicate by signing below. If the land no longer qualifies or you do not wish to continue the designation or classification, it will be removed and the compensating or additional cotes will be due and payable by the seller or transferor at the time of sale. (RCW 94.31140 or RCW 94.34.108). Prior to sipping (3) below, you may contact your local county assessor for more information. This land ❑ does ❑ does not qualify for continuance. DEPUTY ASSESSOR DATE (2) NOTICE OF COMPLIANCE (HISTORIC PROPERTY) NEW OWNER(S): To continue special valuation as historic property, sin 13) below -If the new owner(s) dos not wish to continue, all addadditional tax calculated pursuant to chapter 84.26 RCW, shall be due acid payable by the seller or transferor at the time of sale. (3) OWNER(S) SIGNATURE PRINT NAME List all personal property (tangible and intangible) included in selling price. If claiming an exemption, list WAC number and reason for exemption: WAC No. (Section/Subsection) 458-61A-206 (3) (a) Reason for exemption Threat to exercise eminent domain by a governmental entity Type of Document SlatuloryWarranty Deed Date of Document 12/20/10 Gross Selling Price S 5,375,000.00 *Personal Properly (deduct) 5 Exemption Claimed (deduct) $ 5,375A00-00 Taxable Selling Price S 0.00 Excise Tax: State S 0.00 0.0050 Local 5 0.00 •Delinquent Interest: State S_ Local e *Delinquent Penalty S Subtotal S 0.00 *State. Technology Fee S 5.00 *Affidavit Processing Fee $ Total Due S 10.00 A MINIMUM OF S10.00 IS DUE IN FEE(S) AND/OR TAX •SEE INSTRUCTIONS I CERTIFY U ER PENALTY OF PERJIIR THAT THE FOREGOING 1S TRUE AND CORRECT. Si lure of ignatf Qf� aefar car rantor'a Agent-4-Tarlae c o Graatee's Aeane nt] Bytmg C,,.^^Park, President N Tire) Skip Priest, Mayor Date & city of signing: t �t 7-1' �� _ - Date & city of signing: .� -2,1- 1 1) LLti Perjury: Perjury is a class C klony which is punishable by imitrisonment in the state correctional instimlion for a maximum term of not more than five years, or by a fine in an amount fixed by the court of not more than five thousand dollars(55,000.001 or by both imprisonment and fine RCW 9A.20.020 (1 REV 84 0001ac (101NI0) THIS SPACE - TREASURER'S USE ONLY COUNTY TREASURER WHEN RECORDED RETURN TO CRY OF FEDERAL WAY P. O. BOX 9718 FEDERAL WAY, WASHINGTON 98M (9 CHICAGO TITLE INSURANCE COMPANY 4=295 STATUTORY WARRANTY DEED THE GRANTOR(S) PAL -DO COMPANY, INC., A WASHINGTON CORPORATION for and in consideration of TEN DOLLARS AND OTHER GOOD AND VALUABLE CONSIDERATION in hand paid, conveys and warrants to CITY OF FEDERAL WAY, A WASHINGTON MUNICIPAL CORPORATION the fallowing described real estate situated in the County of KING State of Washington: LOT 3 OF SURVEY RECORDED IN VOLUME 52 OF SURVEYS, PAGE 220, UNDER RECORDING NUMBER 8612129019. IN KING COUNTY, WASHINGTON. SUBJECT TO: EXCEPTIONS SET FORTH ON ATTACHED EXHIBIT WAND BY THIS REFERENCE MADE A PART HEREOF AS IF FULLY INCORPORATED HEREIN. Tax Account Number(s): 092104-9166-03 Dated: DECEMBER 20, 2010 PAL -DO COMPANY, INC. BYUN C. WAX. PRESIDENT Y NO S. PRESIDENT STATE OF W S INGTON Se COUNTY/ I CERTIFY THATIIIII KNOW OR HAVE SATISFACTORY EVIDENCE THAT BYUNG C. PARK AND YOUNG S. PARK ARE THE PERSONS WHO APPEARED BEFORE ME, AND SAID PERSON ACKNOWLEDGED THAT THEY SIGNED THIS INSTRUMENT, ON OATH STATED THAT THEY WERE AUTHORIZED TO EXECUTE THE INSTRUMENT AND ACKNOWLEDGED IT AS PRESIDENT AND VICE PRESIDENT OF PAL -DO COMPANY, INC. TO BE THE FREE AND VOLUNTARY ACT OF SUCH PARTY FOR THE USES AND PURPOSES MENTIONED IN THE INSTRUMENT. DATED: 111 .A 1 - n NOTr GNATURE PR E NAME: NO 'PUBLIC AND R Ti�E 5 AT OF WASHINGTON RBS ING AT MY APPOINTMENT hWROS JANN G.AY NOTARY PUB IC STATE OF WpSN.jNG—jorQ cor�Mtsstort E>;Pta�s JUNE 15, 2014 CHICAGO TITLE INSURANCE COMPANY EXHIBIT A EscrOwNo.: 4360255 TERMS AND CONDITIONS OF STORM DRAIN EASEMENT, ESTABLISHED OVER ADJOINING LANDS FOR THE BENEFIT OF SAID PREMISES AND OTHER PROPERTY BY INSTRUMENT: RECORDED: RECORDING NUMBER: JULY 15, 1987 8707150886 UNDERGROUND UTILITY EASEMENT AND THE TERMS AND CONDITIONS THEREOF: GRANTEE: PUGET SOUND POWER & LIGHT COMPANY, A WASHINGTON CORPORATION PURPOSE: ELECTRIC TRANSMISSION AND/OR DISTRIBUTION SYSTEM TOGETHER WITH ALL NECESSARY OR CONVENIENT APPURTENANCES AREA AFFECTED: A STRIP OF LAND 10 FEET IN WIDTH HAVING 5 FEET OF SUCH WIDTH ON EACH SIDE OF THE CENTERLINE OF GRANTEE'S FACILITIES AS CONSTRUCTED OR TO BE CONSTRUCTED, EXTENDED OR RELOCATED LYING WITHIN THE WEST 65 FEET AND WITHIN THE SOUTH 55 FEET OF THE EAST 55 FEET OF THE WEST 120 FEET OF SAID PREMISES RECORDED: SEPTEMBER 14, 1987 RECORDING NUMBER: 8709140815 CONTAINS COVENANT PROHIBITING STRUCTURES OVER SAID EASEMENT OR OTHER ACTIVITIES WHICH MIGHT ENDANGER THE UNDERGROUND SYSTEM. EASEMENT AND THE TERMS AND CONDITIONS THEREOF: GRANTEE: FEDERAL WAY WATER AND SEWER DISTRICT, A MUNICIPAL CORPORATION PURPOSE: WATER FACILITIES AND ALL APPURTENANCES AREA AFFECTED: PORTIONS OF SAID PREMISES RECORDED: MARCH 28, 1988 RECORDING NUMBER: 8803280350 EASEMENT AND THE TERMS AND CONDITIONS THEREOF: GRANTEE: PURPOSE: AREA AFFECTED: RECORDED: RECORDING NUMBER: FEDERAL WAY WATER AND SEWER DISTRICT, A MUNICIPAL CORPORATION SEWER FACILITIES AND ALL APPURTENANCES PORTION OF SAID PREMISES LYING WITHIN A STRIP OF LAND 10 FEET IN WIDTH MARCH 13, 1989 8903130453 ooaIBrt/now/0999 CHICAGO TITLE INSURANCE COMPANY EXHIBIT A Escrow No.: 43 60255 (continued) EASEMENT AGREEMENT AND THE TERMS AND CONDITIONS THEREOF: BETWEEN: TRU PROPERTIES, INC., SUCCESSOR -IN -INTEREST TO TOYS "R" US, INC., A DELAWARE CORPORATION AND: WAL-MART STORES, INC., A DELAWARE CORPORATION RECORDED: DECEMBER 24, 1998 RECORDING NUMBER: 9812240445 REGARDING: ESTABLISHMENT OF EASEMENT FOR INSTALLATION, MAINTENANCE AND REPAIR OF A TRAFFIC SIGNAL ON A NORTHWESTERLY PORTION OF SAID PREMISES. COVENANTS, CONDITIONS, RESTRICTIONS AND EASEMENTS CONTAINED IN INSTRUMENT: RECORDED: FEBRUARY 18, 1957 RECORDING NUMBER: 4772705 COVENANTS, CONDITIONS, RESTRICTIONS, EASEMENTS, NOTES, DEDICATIONS AND SETBACKS, IF ANY, SET FORTH IN OR DELINEATED ON THE SURVEY RECORDED UNDER RECORDING NUMBER 8612129019. COVENANTS, CONDITIONS AND RESTRICTIONS CONTAINED IN INSTRUMENT, BUT OMITTING ANY COVENANTS OR RESTRICTIONS, IF ANY, BASED UPON RACE, COLOR, RELIGION, SEX, SEXUAL ORIENTATION, FAMILIAL STATUS, MARITAL STATUS, DISABILITY, HANDICAP, NATIONAL ORIGIN, ANCESTRY, OR SOURCE OF INCOME, AS SET FORTH IN APPLICABLE STATE OR FEDERAL LAWS, EXCEPT TO THE EXTENT THAT SAID COVENANT OR RESTRICTION IS PERMITTED BY APPLICABLE LAW: RECORDED: OCTOBER 24, 2006 RECORDING NUMBER: 20061024000518 COVENANTS, CONDITIONS AND RESTRICTIONS CONTAINED IN INSTRUMENT, BUT OMITTING ANY COVENANTS OR RESTRICTIONS, IF ANY, BASED UPON RACE, COLOR, RELIGION, SEX, SEXUAL ORIENTATION, FAMILIAL STATUS, MARITAL STATUS, DISABILITY, HANDICAP, NATIONAL ORIGIN, ANCESTRY, ❑R SOURCE OF INCOME, AS SET FORTH IN APPLICABLE STATE OR FEDERAL LAWS, EXCEPT TO THE EXTENT THAT SAID COVENANT OR RESTRICTION IS PERMITTED BY APPLICABLE LAW: RECORDED: SEPTEMBER 27, 2007 RECORDING NUMBER: 20070927002037 TERMS AND CONDITIONS OF NOTICE OF CHARGES BY WATER, SEWER, AND/OR STORM AND SURFACE WATER UTILITIES, RECORDED UNDER RECORDING NUMBER 8106010916. MATTERS 'DISCLOSED BY A SURVEY OF SAID PREMISES BY BASELINE ENGINEERING, INC. , DATED DECEMBER 7, 2010 UNDER JOB NO. 10-099 AS FOLLOWS: A.) POSSIBLE ENCROACHMENT OF SIDEWALK ONTO A SOUTHERLY PORTION OF SAID PREMISES; exhihitc/rle/121196 After Recording, Return to: Shannon Sperry, Esq. Lasher Holzapfel Sperry & Ebberson PLLC 601 Union Street, #2600 Seattle, WA 98101-4000 DECLARATION OF RECIPROCAL ACCESS EASEMENT AND MAINTENANCE AGREEMENT Reference Nos.: N/A Grantors: HILLSIDE PLAZA ASSOCIATES LLC a Washington limited liability company CITY OF FEDERAL WAY a municipal organization PAL -DO COMPANY, INC. a Washington corporation Grantees- HILLSIDE PLAZA ASSOCIATES LLC a Washington limited liability company CITY OF FEDERAL WAY a municipal organization PAL -DO COMPANY, INC. a Washington corporation SEA DCCS:973419.t Page 1 of 13 Abbr. Legal for Lot 2 Abbr. Legal for Lot 3: Abbr. Legal for Lot 4: APN for Lot 2: APN for Lot 3 APN for Lot 4: PTN OF TIE NE'/4 OF THE SW 'V4 OF SEC. 9-21-4 (see Exhibit "A" for full legal description) PTN OF THE NE'/4 OF THE SW 'V4 OF SEC. 9-21-4 (see Exhibit "B" for full legal description) PIN OF THE NE'/4 OF THE SW '/4 OF SEC. 9-21-4 (see Exhibit "C" for full legal description) 092104-9053-09 092104-9166-03 092104-9017-04 SEA DOCS:979419.1 Page 2 of 13 DECLARATION OF RECIPROCAL ACCESS EASEMENT AND MAINTENANCE AGREEMENT This DECLARATION OF RECIPROCAL ACCESS EASEMENT AND MAINTENANCE AGREEMENT (the "Declaration") is made effective the 17th day of December, 2010 (the "Effective Date") by and between HILLSIDE PLAZA ASSOCIATES LLC, a Washington limited liability company ("HPA"), PAL -DO COMPANY, INC., a Washington corporation ("PDC"), and CITY OF FEDERAL WAY, a municipal organization ("COFW") (HPA, PDC, and COFW may each be referred to as a "party" and collectively as the "parties"). RECITALS A. HPA is the owner of the lot in Federal Way, WA legally described in Exhibit "A" attached hereto and made a part hereof (hereinafter, "Lot 2"). B. COFW is the owner of the lot in Federal Way, WA legally described in Exhibit "B" attached hereto and made a part hereof (hereinafter, "Lot 3"). C. PDC is the owner of the lot in Federal Way, WA legally described in Exhibit "C" attached hereto and made a part hereof (Hereinafter, "Lot 4") (Lot 2, Lot 3, and Lot 4 referred to individually as a "Lot" and collectively as the "Lots"). D. Lot 2 and Lot 4 are currently subject to an Operation and Easement Agreement between Dayton Hudson Corporation and BCE Development, Inc. made and entered into as of December 19,1986 and recorded under King County Auditor's File No. 8612191598 as subsequently modified by Amendment No. 1 recorded under King Auditor's File No. 8704071270 (the "OEA"). E. Lot 3 was previously removed from the OEA, and in connection therewith, the parties wish to provide for non-exclusive easements for as -built utilities as well as the maintenance thereof. NOW, THEREFORE, in consideration of the mutual promises and 'covenants contained herein, and other valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree as follows: AGREEMENT Grant of Easement for Utilities. a. COFW hereby grants and conveys to HPA and PDC, and their successors and or assigns for the benefit of Lot 2 and Lot 4, non-exclusive perpetual easements in, to, over, under, along, and across those portions of Lot 3 necessary for the maintenance, operation, flow, passage, use, connection, repair, replacement, and removal of utilities and related facilities used by, tied to, SEA DOCS:979419.1 Page 3 of 13 enjoyed by, or for the benefit of Lot 2 or Lot 4, but only to the extent of as -built utilities currently in existence as of the date of this Declaration as well as those disclosed by survey made as of the date of this Declaration (and to the extent any such utilities are relocated pursuant to paragraph (d) below), such utilities to include without limitation sanitary sewers, storm drains, water (fire and domestic), gas, electrical, telephone, data, and communication lines and services. Except with respect to existing ground mounted or above -grade utilities, all other utilities shall remain underground unless required to be above ground by the utility providing such services. The easement area for each utility shall be a corridor no larger than whatever is necessary to reasonably satisfy the utility company as to a public utility or five feet (5) on each side of the centerline as to a private utility. b. Notwithstanding the foregoing, COFW shall have the right to use. Lot 3 for any public or private use not inconsistent with the purposes of this Declaration provided COFW shall not: i. Interfere with or diminish the utility services to Lot 2 or Lot 4; or ii. Reduce or unreasonably impair the usefulness or function of such utility. C. COFW will also be responsible for the maintenance of landscaping and the surface of easement areas to adequately provide for the access, ingress, and egress required by this Declaration. The easement rights granted hereunder are non-exclusive and shall be used in common with the COFW and the occupants of Lot 3 and invitees thereof. d. COFW shall have the right at any time to relocate a utility line situated upon Lot 3 with sixty (60) days' prior written notice to the owners of Lots 2 and 4, provided that such relocation: (i) shall not interfere with or diminish the utility services to Lot 2 or Lot 4; (ii) shall not reduce or unreasonably impair the usefulness or function of such utility; (iii) shall be performed without cost or expense to the owners of Lot 2 or Lot 4; (iv) shall be completed using materials and design standards which equal or exceed those originally used; and (v) shall have been approved by the utility company and the appropriate governmental or quasi -governmental agencies having jurisdiction thereover. SEA DOCS:973419.1 Page 4 of 13 Documentation of the relocated easement area shall be at COFW s expense and shall be accomplished as soon as possible. The owners of Lot 2 or Lot 4 shall have a right to require an as -built survey of such relocated utility be delivered to it at COFW's expense. e. Nothing in this Declaration shall confer upon Lot 4 an easement to maintain those portions of Lot 4's T-shaped and L-shaped planters/parking markers (collectively, "Planters") encroaching upon the east line of Lot 3. COFW reserves the right at COFW's expense and with a minimum of twenty (20) days prior notice to the owner of Lot 4, to reposition the Planters in an easterly direction, but only so far to eliminate any encroachment upon Lot 3. 2. Grant of Easement for Vehicular and Pedestrian Access. HPA, COFW, and PDC hereby grant and convey to HPA, COFW, and PDC, and their successors and or assigns for the benefit of the Lots, non-exclusive perpetual easements in, to, over, under, along, and across those portions of the Lots necessary for the maintenance, operation, use, repair, and replacement of the as - built two-lane east -west roadway connecting 2V' Avenue S. to 2Yd Avenue S. and n cuing along the southerly portion of Lot 2 and the northerly portions of Lot 3 and Lot 4 (the "Roadway") as well as the passage of vehicles and pedestrians over and across the Roadway. In the event the City of Federal Way requires dedication of the Roadway to the City of Federal Way for public street purposes, the parties agree to consent to the dedication and will convey the Roadway, without cost. 3. Costs of Construction and Maintenance. Each party shall bear all responsibility for the work and promptly pay all costs and expenses for the maintenance, repair, replacement, and other expenses associated with the*party's utilities; provided, however, the costs and expenses for work performed on utilities within Lot 3 shall be shared equally by the owners of the Lots so benefitted by the utility so being maintained, repaired, or replaced. By way of example, the costs and expenses for repairing a broken storm drainage line on Lot 3 would by shared equally by the owners of Lot 3 and Lot 2 where both lots tied into the same storm drainage line. Notwithstanding the foregoing or anything in this Declaration to the contrary, the parties agree to maintain, repair, and resurface the Roadway to keep the same in a smooth and evenly covered condition and to periodically sweep, clean, recoat, and restripe the same as well as remove snow therefrom. Such activities shall, to the extent possible, be scheduled to occur prior to or after normal business hours so as to minimize the interference with the retail businesses and other permitted uses of the Lots. Except for damage to the Roadway caused by a party, whereupon the party causing the damage shall punctually repair or restore the damage at its sole cost and expense with all due diligence, the costs, expenses, and procedure for maintaining, repairing, and replacing the Roadway shall be shared by the Lots proportionately by applying a factor for each Lot the numerator of which is the Lot's street frontage along the Roadway with the denominator being the total street frontage of all Lots along the Roadway. Each party agrees to give the other parties notice of reasonable maintenance that needs to be performed as the result of normal wear and tear on the Roadway and in the event the other parties do not agree to pay for such maintenance within thirty (30) days from the date of said notice, the party giving notice shall be entitled to perform such SEA DOCS:978419.1 Page 5 of 13 maintenance and the other parties shall be liable to punctually pay for the costs of such maintenance In the event a party fails to comply with any provision of this Declaration, the other parties may, upon forty-five (45) days' prior written notice to the non -performing party, proceed to cure the default (and shall have a license to do so) by the payment of money or performance of some other action for the account of the non -performing party. The foregoing right to cure shall not be exercised if within the forty-five (45) day notice period (i) the non -performing party cures the default, or (ii) if the default is curable, but cannot reasonably be cured within that time period, the non -performing party begins to cure such default within such time period and diligently pursues such action to completion. The forty-five (45) day notice period shall not be required if, using reasonable judgment, a party reasonably deems that an emergency exists which requires immediate attention. In the event of such an emergency, the party proceeding henceforth shall give whatever notice to the non -performing party as is reasonable under the circumstances. Within ten (10) days of written demand (including providing copies of invoices reflecting costs) each non -performing party shall reimburse the other parties for any sum reasonably expended on the non -performing party's behalf to cure the default, together with interest thereon at the rate of three percent (3%) per annum in excess of the prime rate from time to time publicly announced by Bank of America, or its successor. 4. Work Standards. All work to be performed within the easement areas or the Roadway shall be in a careful and workmanlike manner, free of claims, and liens. Furthermore, the minimum standards for work and maintenance within the easement areas and Roadway shall be comparable to the prevailing standards for work and maintenance followed in other private commercial retail developments of comparable size and class in King County, Washington, and in compliance with all applicable Laws, rules, regulations, development standards, orders, ordinances, and the provisions of this Declaration. All repairs and replacements shall be performed with materials at least equal to the quality of the materials being repaired or -replaced so as to maintain the architectural and aesthetic harmony and integrity of the Lots as a whole. Upon completion of any maintenance work on the utilities performed by the owners of Lot 2, Lot 3, or Lot 4, as the case may be, said owners or their agents, shall remove (or cause to be removed) all debris and restore the surface of the affected area as nearly as possible to the condition in which it was at the commencement of such work. 5. Duration. Each and all of the covenants, conditions, limitations, easements, right, and restrictions contained herein shall be construed to touch and concern the land and will run with and bind each Lot, shall be for the benefit of each of the Lots, shall be binding upon each owner of the Lots and the respective successors, assigns, heirs, and personal representatives of such Lot (but only during the time period said persons or entities bold fee title to such parcels), and all benefits deriving therefrom shall inure to the benefit of and be enforceable by the owners of the Lots benefitted hereby and the respective successors, assigns, heirs, and personal representatives of such owners. Each such covenant, condition, restriction, and easement imposed upon the Lots, or any portion thereof, shall constitute an equitable servitude in favor of the other Lots benefitted thereby. 6. Compliance with Law. Each owner of a Lot shall at all times exercise its rights herein in accordance with all applicable statutes, orders, rules and regulations of any public authority having SEA DOCS:973419.1 Page 6 of 13 jurisdiction or claiming jurisdiction over the subject easement. 7. Release and Indemnity. Each party does hereby release, indemnify, and promise to defend and save harmless the other parties from and against any and all liability, loss, damage, expense, actions, and claim, including costs and reasonable attomeys' fees, incurred by any one of them in defense thereof, asserted or arising directly or indirectly on account of or out of acts or omissions of the indemnifying party, as the case may be, in the exercise of the rights or the performances of the duties thereof contained herein, including, but not limited to those resulting from any personal injury, property damage, or death arising out of or -in connection with exercise of the easement rights granted hereunder. S. Effect of Breach. No breach, whether or not material, of the provisions of this Declaration shall entitle any one of the other parties to cancel, rescind, or otherwise terminate this Declaration, and such limitations shall not affect, in any manner, any other rights or remedies which a party may have hereunder, at law or in equity by reason of any breach of the provisions hereof, including, without limitation, the right to collect damages or to compel specific performance. The remedies provided for in this Declaration shall, to the maximum extent permitted by law, be cumulative and in addition to -any rights or remedies of the parties at law or in equity. Any amounts owed by a party pursuant to this Declaration, together with all accrued interest thereon, shall constitute a lien upon said party's Lot to secure repayment of such amounts. Each party shall have the right, but not the obligation, to record its lien and the party in default shall execute such instruments as any one of the other parties may reasonably request to permit the recordation of such lien. The parties shall have the right to foreclose any such lien in the manner provided by law. Ge4eral Provisions. a. Any provisions of this Declaration which shall prove to be invalid, void, or illegal, shall in no way affect, impair, or invalidate any other provisions hereof and such other provisions shall remain in full force and effect. b. Time is of the essence. C. This Declaration shall be construed in accordance with and governed by the laws of the State of Washington. d. This Declaration may be executed in any number of counterparts, each of which shall be deemed an original, but all such counterparts together shall constitute one agreement. e. In the event any action is instituted with respect to the subject matter of this Declaration, the party prevailing in such action, whether by final judgment or out -of -court settlement, shall be entitled to recover from the other party thereto actual attorneys' fees and costs of such suit. f. Failure by any party to enforce any covenant, condition, easement, or SEA DOCS:979419.1 Page 7 of 13 restriction contained herein or in any certain instance or on any particular occasion shall not be deemed to be a waiver of such right on any such future breach of the same or any other covenant, condition, easement, or restriction. g. The provisions of this Declaration shall be liberally construed to affect its purpose; the section headings have been inserted for convenience only and shall not be considered or referred to in resolving questions of interpretation or construction. 10. No Dedication. The provisions of this Declaration shall not be deemed to constitute a dedication for public use nor create any rights in favor of the general public. 11. Amendments. This Declaration may not be modified in any respect whatsoever, or terminated, in whole or in part, except by written instrument executed by the parties. IN WITNESS WHEREOF, the undersigned have caused this Declaration to be duly signed and effective as of the day and year first above written. HPA: HILLSIDE PLAZA ASSOCIATES LLC a Washington limited liability company By: Stanley Rosen Its: Manager PDC: PAL -DO COMP a Washington q Byung Chan Park President COFW: CITY OF FEDERA AY a municipal o nation y: Skip Priest Its: Mayor [NOTARY BLOCKS ON FOLLOWING PAGE] SEA DOCS:973a19.1 Page 8 of 13 restriction contained herein or in any certain instance or on any particular occasion shall not be deemed to be a waiver of such right on any such future breach of the same or any other covenant, condition, easement, or restriction. g. The provisions of this Declaration shall be liberally construed to affect its purpose; the section headings have been inserted for convenience only and shall not be considered or referred to in resolving questions of interpretation or construction. 10. No Dedication. The provisions of this Declaration shall not be deemed to constitute a dedication for public use nor create any rights in favor of the general public. 11. Amendments. This Declaration may not be modified in any respect whatsoever, or terminated, in whole or in part, except by written instrument executed by the parties. IN WITNESS WHEREOF, the undersigned have caused this Declaration to be duly signed and effective as of the day and year first above written. HPA: COFW: HILLSIDE PLAZA ASSOCIATES LLC a Washington limited i i,�i ty company By: Its: PDC: Rosen PAL -DO COMPANY, INC. a Washington corporation gy: Byun Chan Park Its: President CITY OF FEDERAL WAY a municipal organization By: Skip Pr' st Its: Mayor [NOTARY BLOCKS ON FOLLOWING PAGE] SEA DOCS:978419 I Page 8 of 13 STATE OF WASHINGTON ) )ss. COUNTY OF KING I certify that I know or have satisfactory evidence that STANLEY ROSEN is the person who appeared before me, and that said person acknowledged signing this instrument as the Manager of Hillside Plaza Associates LLC and acknowledged that he signed the same as his free and voluntary act and on oath stating that his powers authorizing the execution of this instrument have not been revoked. DATED: `[7!MrLr . J ? 2010 ERIN L. LATTA NOTARY PUBLIC STATE OF WAS-iIN6TON COMMISSIM EXPIRES JANOARY 29, 2012 STATE OF WASHINGTON ) )ss. COUNTY OF KING ) Lam. (printed name): r• i'[. NOTARY PUBLIC in and for t4c; State of Washington, residing at 6641YOUt. My Commission expires: r Z CL I certify that I know or have satisfactory evidence that SKIP P ST-iS-the person who appeared before me, and that said person acknowledged signing this instrument as a Mayor for the City.of Federal Way, and acknowledged that he signed the same as his free and v ntary act and on oath stating that his powers authorizing the execution of this instrument have not b n revoked. DATED: 2010 (printed name): NOTARY PUBLIC in and for the State of Washington, residing at My Commission expires: SEA DOCS:978419.1 Page 9 of 13 STATE OF WASHINGTON ) )ss. COUNTY OF KING ) I certifythat I know or have satisfactoryevidence that STANLEY RQSEN isihe person who appeared before me, and that said person acknowledged signing this instrument as the alter of Hillside Plaza Associates LLC and acknowledged that he signed the same as his free and vo tary act and on oath stating that his powers authorizing the execution of this instrument have not bF6 revoked. DATED: 2010 '(printed name): NOTARY PUBLIC in and for the State of Washington, residing at My Commission expires: STATE OF WASHINGTON ) )ss. COUNTY OF KING ) I certifythat I know or have satisfactoryevidence that SKIP Pk1EST is the person who appeared before me, and that said person acknowledged signing this instrument as the Mayor for the City of Federal Way, and acknowledged that he signed the same as his free and voluntary act and on oath stating that his powers authorizing the execution of this instrument have not been revoked. DATED: \'1 , 2010 ►� f, s w + _ 0I (printed name): NOTARY PUBLIC in and fo he State of Washington, residing at Za^AEy1\ . My Commission expires: SEA DOCS:978419.1 Page 9 of 13 STATE OF WASHINGTON )ss. COUNTY OF KING ) I certify that I know or have satisfactory ev ideuce that BYUNG CHAN PARK is the person who appeared before me, and that said person acknowledged signing this instrument a$ the President of PAL -DO COMPANY, 1NC., and acknowledged that he signed the same as his free and voluntary act and on oath stating that his powers authorizing the execution of this instrument have not been revoked. DATED: De-G- E f� , 2010 '.ti��a11��n1►►{y►1{p S f'Ak {yry� (printed n 3 � e. Opt �'a �'�, NOTARY PUBL C in and for the State ~ r ?o�'�p ''►�,, of Washington, residing at y _ , _ ra My Commission expires: i tp A�1B��Cs a s SEA D(:)CS:97s419.1 Page 10 of 13 EXHIBIT "A" (Legal Description for Lot 2) LOT 2 OF SURVEY RECORDED IN VOLUME 52 OF SURVEYS, PAGE 220, UNDER RECORDING NUMBER 8612129019, IN KING COUNTY, WASHINGTON. [END OF EXHIBIT W] SEA DOCS:978419.1 Page 1 I of 13 EXHIBIT 'B" (Legal Description for Lot 3) LOT 3 OF SURVEY RECORDED IN VOLUME 52 OF SURVEYS, PAGE 220, UNDER RECORDING NUMBER 8612129019, IN KING COUNTY, WASHINGTON. [END OF EMBIT "B"] SEA DOCS:978419.1 Page 12 of 13 EXHIBIT "C° (Legal Description for Lot 4) LOT 4 OF SURVEY RECORDED IN VOLUME 52 OF SURVEYS, PAGE 220, UNDER RECORDING NUMBER 8612129019, IN KING COUNTY, WASHINGTON. [END OF EXHIBrr "C"j SEA DOCS:978419.1 Page 13 of 13 1�kCIT Federal Way December 17, 2010 Pal -Do Company, lnc_ Byung Chan Park., President 9805 32`d Ave. S. Lakewood, WA 98499 Re: City of Federal Way Purchase and Sale Agreement 31510 20" Ave. S. Satisfaction and Waiver of Contingencies Dear W. Park: CITY HALL 33325 8th Avenue South Federal Way. WA�- (253) 835-7000 q� www. cityoffederalwa y. com (253) 835-2401 Pursuant to Exhibit B of the Purchase and Sale Agreement dated November 8, 2010, for the property commonly known as Toys R Us located at 31510 20'` Avenue S., Federal Way, Washington, the City of Federal Way ("Buyer") hereby notifies you that the contingencies have been satisfied and are waived. Sincere y, , Skip Priest Mayor cc: Renee Sorensen K:\cm\edlpacc\waive contingency Itr SECOND ADDENDUM TO PURCHASE and SALE AGREEMENT Dated December 3, 2010 The following is the second addendum ("Addendum") to the purchase and sale agreement dated November 6, 2010 (the "Agreement"), between Pal -Do Company, Inc ("Seller") and City of Federal Way ("Buyee') regarding the sale of the property known as 31510 20'k Ave. S., Federal Way, WA 98003 (the "Property"). IT IS AGREED BETWEEN THE SELLER AND THE BUYER TO AMEND THE FOLLOWING SECTIONS OF THE AGREEMENT AS FOLLOWS: Section 5. FEASIBILITY CONTINGENCY. Buyer's obligations under this Agreement and Addendum are conditions upon Buyer's satisfaction in Buyers' sole discretion, concerning all aspects of the Property, including its physical condition; the potential financial performance of the Property; the availability of government permits and approvals; and the feasibility of the Property for Buyer's intended purpose. The Agreement shall terminate and Buyer shall receive a refund ofthe earnest money unless Buyer gives written notice to Seller by December 17, 2010, except for the recording of the extinguished OEA (contingency]) stating that this condition is satisfied or waived. If such notice is timely given, the feasibility contingency as stated in this Agreement and Addendum shall be deemed to be satisfied. Exhibit B — (1) Removal of the OEA. In the event the Seller cannot convey the Property free and clear of the OEA described in Exhibit A to the Agreement as it pertains to the subject property, the sale shall become null and void. All expenses associated with extinguishing the OEA are the responsibility of the Seller. The document extinguishing the OEA must be execu W and filed with the escrow agent on or before December 17, 2010: The escrow agent shall record the document extinguishing the OEA at the time of the closing with all other recordable closing documents. Addendum dated November 6, 2010 Exhibit B - (4)_ On or before December 21, 2010, the Federal Way City Council, in an open public meeting, must approve the Agreement provided that contingency Ihas been filed with the escrow agent, contingencies 2-5 are met by December 17, 2010. All other terms and provisions of the Agreement together with any prior amendments thereto, not modified by this Addendum, shall remain in full force and effect IN WITNESS WHEREOF, the parties have signed this Addendum intending it to be bound. BUYER: Dated: Skip Prieff Mayor SELLER: Dated: Al --Do ebm y, Inc. a W aington Corporation Byung Chan Park / President INITIALS: BUYER DATE SELLER DATE ADDENDUM TO PURCHASE and SALE AGREEMENT Dated November 6, 2010 The following is an addendum ("Addendum"} to the purchase and sale agreement dated November 6, 2010 (the "Agreement") between Pal -Do Company, Inc ("Seller') and City of Federal Way ("Buyer') regarding the sale of the property known as 31510 2e Ave. S., Federal Way, WA 98003 (the "Property'). IT IS AGREED BETWEEN THE SELLER AND THE BUYER TO AMEND THE FOLLOWING SECTIONS OF THE AGREEMENT AS FOLLOWS: Section 2. EARNEST MONEY The earnest money in the amount of $200,000.00 (Two Hundred Thousand Dollars) in the form of cash shall be deposited and held by the Closing Agent. Buyershall deliver the earnest money no later than 5 days after the mutual acceptance of this Addendum. Section 5. FEASIBILITY CONTINGENCY. Buyer's obligations under this Agreement and Addendum are conditions upon Buyer's satisfaction in Buyers' sole discretion, eonceniing all aspects of the Property, including its physical condition; the potential financial performance of the Property; the availability of government permits and approvals; and the feasibility of the Property for Buyer's intended purpose. The Agreement shall terminate and Buyer shall receive a refund of the earnest money unless Buyer gives written notice to Seller by December 17, 2010, stating that this condition is satisfied or waived. If such notice is timely given, the feasibility contingency as stated in this Agrmmera and Addendum shall be deemed to be satisfied. Section 7. CLOSING OF THE SALE. The sale shall be closed on or no later than December 30, 2010. Exhibit R (2). A property line survey of the Property confirming the lot lines and size of the property supporting Extended ALTA Title Instuance must be completed and recorded prior to closing. Buyer shall pay the excess premium over that charged for a standard coverage policy, and the cost of any survey required by the title insurer associated with the issuance of an Extended ALTA coverage. INITIALS: BUYER DATE #'*d* SELLER �; -C DATE 0 p.D.C_ Exhibit B (4). On or before December 21, 2010, the Federal Way City Council, in an open public meeting, must approve the Agreement provided that contingencies 1 — 5 are met by December 17, 2010. Exhibit B (6). The Purchase must be closed no later than December 30, 2010 and hence time is of the essence and contingencies 1, 2, 3 and 5 must be satisfied and/or waived in writing by December 17, 2010. All other terms and provisions of the Agreement, together with any prior amendments thereto, not modified by this Addendum, shall remain in full force and effect. IN WITNESS WHEREOF, the puties have signed this Addendum intending it to be bound. BUYER: Dated: Brian son, City Manager / Police Chief SEUE4 Dated: Pal -Do y, Inc. a W gtoa Corporation Byung Chan Park / President 1: INITIALS: BUYER , DATE_&��i SELLER G DATE %I — 2--/ 0 CBRE CB RICHARD ELLIS CB Richard Ellis 1145 Broadway Plaza, Suite 1000 Tacoma, WA 98402 Phone: (253) 572-6355 Fax: (253) 596-0059 0 Copyright 1999 - 20D5 CommercW 9rokers Association All Rights Reserved COMMERCIAL & INVESTMENT REAL ESTATE PURCHASE & SALE AGREEMENT CBA Tend lxsclskw.. Teed deleted by licensee kxkated by strike. New led inserted by licensee indcated by small capital letlers. CBA Form PSAA Purchase & Sale 7ro7 Page 1 of 13 Reference Date: November 6. 2010 City of Federal Way,("Buyer") agrees to buy and Pal -Do Company, Inc ("Seller') agrees to sell, on the following terms, the commercial real estate and all improvements thereon (collectively, the "Properly') commonly known as Toys R Us property located 31510 2d" Ave S in the City of Federal Way. King County, Washington, 98003 Zip, legally described on attached Exhibit A. The Reference Date above is intended to be used to reference this Agreement, and is not the date of "Mutual Acceptance.' Mutual Acceptance is defined in Section 23 below. 1. PURCHASE PRICE. The total purchase price is Five Million Three Hundred Seventy Five Thousand Dollars ($5.375.000.001 payable as follows (check only one): ❑ All cash at closing with no financing contingency. ❑ All cash at closing contingent on new financing in accordance with the Financing Addendum (attach CBA Form PS FIN). I ❑ $ / % of the purchase price in cash at closing with the balance of the purchase price paid as follows (check one or both, as applicable): ❑ Buyers assumption of the outstanding principal balance as of the Closing Date of a first lien note and deed of trust (or mortgage), or real estate contract, in accordance with the Financing Addendum (attach CBA Form PS -FIN); ❑ Buyer's delivery at closing of a promissory note for the balance of the purchase price, secured by a deed of trust encumbering the Property, in accordance with the Financing Addendum (attach CBA Form PS_FIN ). ® Other: All cash at closing subiect to buyer obtaining Washington State grant per continency addendum. 2. EARNEST MONEY. The earnest money in the amount of $ shall be in the form of ® Cash ❑ Personal check ❑ Promissory note (attached CBA Form EMN) ❑ Other: The earnest money shall behold by ❑ Selling Licensee ® Closing Agent. Buyer shall deliver the earnest money no later than: ® 5 days after Mutual Acceptance. ❑ On the last day of the Feasibility Period defined in Section 5 below. ❑ Other. Selling Licensee may, however, transfer the earnest money to Closing Agent. If the earnest money is to be held by Selling Licensee and is over $10,000, it shall be deposited to: ❑ Selling Licensee's pooled trust account (with interest paid to the State Treasurer) ❑ A separate interest bearing trust account in Selling Licensee's name. The interest, 'lf any, shall be credited at closing to Buyer. If this sale fails to close, whoever is entitled to the earnest money is entitled to interest. Selling Licensee shall deposit any check to be held by Selling Licensee within 3 days after receipt or Mutual Acceptance, whichever occurs later. Buyer agrees to pay financing and purchase costs incurred by Buyer. Unless otherwise provided in this Agreement, the earnest money shall be applicable to the purchase price. 3. EXHIBITS AND ADDENDA. The following Exhibits and Addenda are made a part of this Agreement: ® Exhibit A - Legal Description ❑ Earnest Money Promissory Note, CBA Form EMN P INITIALS: Buyer Date ��$��'�� Sel€erB Buyer Date Date CBRE CB RICHARD ELLIS CB Richard Ellis 1145 Broadway Plaza, Suite 1000 Tacoma, WA 98402 Phone: (253) 572-6355 Fax: (253) 596-0059 a copyrokersright l t399 - 2lx)5 commercial BAssociation All Rights Reserved CBA Form Ps_1A Purchase & Sale Agreement Rev. 7107 Page 2 of 13 COMMERCIAL & INVESTMENT REAL ESTATE PURCHASE & SALE AGREEMENT (CONTINUED) ❑ Promissory Note, LPB Form No. 28AICBA Form N1-A ❑ Short Form Deed of Trust, LPB Form No. 20 ❑ Deed of Trust Rider, CBA Form DTR ❑ Utility Charges Addendum, CBA Form UA ® FIRPTA Certification, CBA Form 22E ❑ Assignment and Assumption, CBA Form PS -AS ❑ Addendum/Amendment, CBA Form PSA ❑ Back -Up Addendum, CBA Form BU-A ❑ Vacant Land Addendum, CBA Form VLA ❑ Financing Addendum, CBA Form PS —FIN ❑ Tenant Estoppel Certificate, CBA Form PS TEC ❑ Defeasance Addendum, CBA Form PS D ® Other Exhil?it B-Contingency Addendum M 4. SELLER'S UNDERLYING FINANCING. Unless Buyer is assuming Seller's underlying financing, Seller shall be responsible for confirming the existing underlying financing is not subject to any "lock out" or similar covenant which would prevent the lender's lien from being released at closing. In addition, Seller shall provide Buyer notice prior to the end of the Feasibility Period if Seller is required to substitute securities for the Property as collateral for the underlying financing (known as "defeasance"). If Seller provides this notice of defeasance to Buyer, then the parties shall close the transaction in accordance with the process described in CBA Form PS_D or any different process identified in Seller's defeasance notice to Buyer. 5. FEASIBILITY CONTINGENCY. Buyer's obligations under this Agreement are conditioned upon Buyer's satisfaction in Buyer's sole discretion, concerning all aspects of the Property, including its physical condition; the presence of or absence of any hazardous substances; the contracts and leases affecting the property,_ the potential financial performance of the Property, the availability of government permits and approvals; and the feasibility of the Property for Buyer's intended purpose. This Agreement shall terminate and Buyer shall receive a refund of the earnest money unless Buyer gives written notice to Seller within 40 days (30 days if not filled in) of Mutual Acceptance stating that this condition is satisfied. If such notice is timely given, the feasibility contingency stated in this Section 5 shall be deemed to be satisfied. As used in this Agreement, the term "Feasibility Period" shall mean the period beginning upon Mutual Acceptance and ending upon the satisfaction or waiver of the feasibility contingency. a. Books, Records, Leases, Agreements. Seller shall make available for inspection by Buyer and its agents within 5 days (2 days if not filled in) after Mutual Acceptance all documents in Seller's possession or control relating to the ownership, operation, renovation or development of the Property, excluding appraisals or other statements of value, and including: statements for real estate taxes, assessments, and utilities for the last three years and year to date; property management agreements and any other agreements with professionals or consultants; leases or other agreements relating to occupancy of all or a portion of the Property and a suite -by - suite schedule of tenants, rents, prepaid rents, deposits and fees; plans, specifications, permits, applications, drawings, surveys, and studies; and maintenance records, accounting records and audit reports for the last three years and year to date; and "Vendor Contracts" which shall include maintenance or service contracts, and installments purchase contracts or leases of personal property or fixtures used in connection with the Property. Buyer shall determine within the Feasibility Period: (i) whether Seller will agree to terminate any objectionable Vendor Contracts; and (ii) whether Seller will agree to pay any damages or penalties resuO room the �J �lw+ Date 8' L �� d i� ` INITIALS: Buyer . — - �� t LA,> SeEler_� Date 10 Buyer Date Seller Date CBRE CB RICHARD ELLIS CB Richard Ellis 1145 Broadway Plaza, Suite 1000 Tacoma, WA 98402 Phone: (253) 572-6355 Fax: (253) 596-0059 0 Copyright 1999 - 2005 , Commercial Brokers Assodatbn Il a'141:'S�T All Rights Reserved COMMERCIAL & INVESTMENT REAL ESTATE PURCHASE & SALE AGREEMENT (CONTINUED) CBA Form PS_1A Purchase & Sale Agreement Rev. 7/07 Page 3 of 13 termination of objectionable Vendor Contracts. Buyer's waiver of the Feasibility Contingency shall be deemed Buyer's acceptance of all Vendor Contracts which Seller has not agreed in writing to terminate. Buyer shall be solely responsible for obtaining any required consents to such assumption and the payment of any assumption fees. Seller shall cooperate with Buyers efforts to receive any such consents but shall not be required to incur any out-of-pocket expenses or liability in doing so. Seller shall transfer the Vendor Contracts as provided in Section 17 of this Agreement. Any leases, contract or agreements that run with title to the Property are addressed in Section 6(b) below. b. Access. Seller shall permit Buyer and its agents, at Buyers sole expense and risk to enter the Property at reasonable times subject to the rights of and after legal notice to tenants, to conduct inspections concerning the Property and improvements, including without limitation, the structural condition of improvements, hazardous materials, pest infestation, soils conditions, sensitive areas, wetlands, or other matters affecting the feasibility of the Property for Buyer's intended use. Buyer shall schedule any entry onto the Property with Seller in advance and shall comply with Sellers reasonable requirements including those relating to security, confidentiality, and disruption of Sellers tenants. Buyer -shall not perform any invasiye testing including environmental inspections beyond a phase I assessment or contact the tenants or property management personnel without obtaining the Sellers prior written consent, which shall not be unreasonably withheld. Buyer shall restore the Property and improvements to the same condition they were in prior to inspection. Buyer shall be solely responsible for all costs of its inspections and feasibility analysis and has no authority to bind the Property for purposes of statutory liens. Buyer agrees to indemnify and -defend Seller from.. -all liens, costs, claims, and expenses, including attorneys' and experts' fees, arising from or relating to entry onto or inspection of the Property by Buyer and its agents. This agreement to indemnify and defend Seller shall survive closing. Buyer may continue to enter the Property in accordance with the foregoing terms and conditions after removal or satisfaction of the feasibility contingency only for the purpose of leasing or to satisfy conditions of financing. c. Buyer waives the right to receive a seller disclosure statement ("Form 17") if required by Chapter 64.06 RCW. However, if Seller would otherwise be required to provide Buyer with a Form 17, and if the answer to any of the questions in the section of the Form 17 entitled "Environmental" would be "yes," then buyer does not waive the receipt of the "Environmental" section of the Form 17 which shall be provided by Seller. 6. TITLE INSURANCE. a. Title Report. Seller authorizes Buyer, its Lender, Listing Agent, Selling Licensee and Closing Agent, at Sellers expense, to apply for and deliver to Buyer a ❑ standard ® extended (standard, if not completed) coverage owner's policy of title insurance. If an extended coverage owners policy is specified, Buyer shall pay the increased costs associated with that policy including the excess premium over that charged for a standard coverage policy, and the cost of any survey required by the title insurer. The title report shall be issued by Chicago Title and Escrow (Seller's choice, if not completed). b. Permitted Exceptions. Buyer shall notify Seller of any objectionable matters in the title report or any supplemental report within the earlier of: (1) twenty (20) days after mutual acceptance of this Agreement; or (2) the expiration of the Feasibility Period. This Agreement shall terminate and Buyer shall receive a refund of the earnest money, less any costs advanced or committed for Buyer, unless within five (5) days of Buyer's notice of such objections (1) Seller agrees to remove all objectionable provisions or (2) Buyer notifies Seller that Buyer waives any objections which Seller does not agree to remove. If any new title matters are disclosed in a supplemental title report, then the preceding termination, objection and waiver provisions shall apply to the new title matters except that Buyer's notice of objections must be delivered within five (5) days of delivery of the INITIALS: Buyer it. %Jl fc-- Date _ II L_ __.Seller ' 3 G_ _ __. Date Buyer Date Seller _� Date CB Richard Ellis C Copyright 19N - 2005 Tacoma, Broadway Plaza, Suite 1000 Commercial Brokers W o9 Association Tacoma, WA 98402 CBRE Phone: (253) 572-6355 CBA Form P$_1A CB RICHARD ELLIS Fax: (253) 596-0059 Purchase& Sale Agreement Rev. 7107 Page 4 or 13 COMMERCIAL & INVESTMENT REAL ESTATE PURCHASE & SALE AGREEMENT (CONTINUED) supplemental report and Sellers response or Buyer's waiver must be delivered within two (2) days of Buyer's notice of objections. The closing date shall be extended to the extent necessary to permit time for these notices. Buyer shall not be required to object to any mortgage or deed of trust liens, or the statutory lien for real property taxes, and the same shall not be deemed to be Permitted Exceptions; provided that the lien securing any financing which Buyer has agreed to assume shall be a Permitted Exception. Except for the foregoing, those provisions not objected to or for which Buyer waived its objections shall be referred to collectively as the 'Permitted Exceptions." Seller shall cooperate with Buyer and the title company to clear objectionable title matters but shall not be required to incur any out-ol-pocket expenses or liability other than payment of monetary encumbrances not assumed by Buyer and proration of real property taxes, and Seller shall provide an owner's affidavit containing the information and reasonable covenants requested by the title company. The title policy shall contain no exceptions other than the General Exclusions and Exceptions common to such form of policy and the Permitted Exceptions. 7. CLOSING OF SALE. This sale shall be closed on no later than December 31, 2010 ("closing) by Chicago Title and Escrow ("Closing Agent") (Seller shall select the Closing Agent, if not completed). Buyer and Seller shall deposit with Closing Agent by Noon on the scheduled closing date all instruments and monies required to complete the purchase in accordance with this Agreement. "Closing" shall be deemed to have occurred when the deed is recorded and the sale proceeds are available to Seller. Time is of the essence in the performance of this Agreement. Sale proceeds shall be considered available to Seller notwithstanding they may not be disbursed to Seller until the first business day following closing. Notwithstanding the foregoing. if. Seller informed Buyer during the Feasibility Period that Seller's underlying financing requires that it be defeased and may not be paid off, then closing shall be conducted in accordance with the three-day closing process described in CBA Form PS.-D. This Agreement is intended to constitute escrow instructions to Closing Agent. Buyer and Seller will provide any supplemental instructions requested by Closing Agent provided the same are consistent with this Agreement. S. CLOSING COSTS AND PRORATIONS. Seller shall deliver an updated rent roll to Closing Agent not later than two (2) days before the scheduled closing date in the form required by Section 5(a) and any other information reasonably requested by Closing Agent to allow Closing Agent to prepare a settlement statement for closing. Seller certifies that the information contained in the rent roll is correct as of the date submitted. Seller shall pay the premium for the owner's standard coverage title policy. Buyer shall pay the excess premium attributable to any extended coverage or endorsements requested by Buyer, and the cost of any survey required in connection with the same. Seller and Buyer shall each pay one-half of the escrow fees. Real estate excise taxes shall be paid by the party who bears primary responsibility for payment under the applicable statute or code, which is typically Seller. Real and personal property taxes and assessments payable in the year of closing; collected rents on any existing tenancies; interest; utilities; and other operating expenses shall be pro -rated as of closing. If tenants pay any of the foregoing expenses directly, then Closing Agent shall only pro rate those expenses paid by Seller- Buyer shall pay to Seller at closing an additional sum equal to any utility deposits or mortgage reserves for assumed financing for which Buyer receives the benefit after dosing. Buyer shall pay all costs of financing including the premium for the lenders title policy. The real estate commission is due on closing or upon Seller's default under this Agreement, whichever occurs first, and neither the amount nor due date thereof can be changed without Listing Agent's written consent. If the Property was taxed under a deferred classification prior to closing, then Seller shall pay all taxes, interest, penalties, deferred taxes or similar items which result from removal of the Property from the deferred classification. At closing, all refundable deposits on tenancies shall be credited to Buyer or delivered to Buyer for deposit in a trust account if required by state or local law. Buyer shall pay all sales or use tax applicable to the transfer of personal property included in the sale. INITIALS: Buyer 13• 41rlkn _ Date _ ' �dr'J_ _ Seller B' G Date 11-4 1v Buyer Date . — Seller . Date CB Richard Ellis 0 Copoght IM - zoos 1145 Broadway Plaza, Suite 1000 Commercial Al��t�e� CBRE Tacoma, WA 98402 Phone: (253) 572-&M5 & Sale Am P5_1A CB RICHARD ELLIS Fax: (253) 596-0059Purchase� �'° Rom; Page 5 of 13 COMMERCIAL & INVESTMENT REAL ESTATE PURCHASE & SALE AGREEMENT (CONTINUED) a. Unpaid Utility Charges. Buyer and Seller ® WAIVE ❑ DO NOT WAIVE the right to have the Closing Agent disburse closing funds necessary to satisfy unpaid utility charges affecting the Property pursuant to RCW 60.80. If 'do not waive" is checked, then attach CBA Form UA ('Utility Charges' Addendum). If neither box is checked, then the "do not waive' option applies. 9. POST -CLOSING ADJUSTMENTS, COLLECTIONS, AND PAYMENTS. After closing, Buyer and Seller shall reconcile the actual amount of revenues or liabilities Upon receipt or payment thereof to the extent those items were prorated or credited at closing based upon estimates. Any fills or invoices received by Buyer after closing which relate to services rendered or goods delivered to the Seller or the Property prior to closing shall be paid by Seller upon presentation of such bill or invoice. At Buyers option, Buyer may pay such bill or invoice and be reimbursed the amount paid plus interest at the rate of 12% per annum beginning fifteen (15) days from the date of Buyers written demand to Seller for reimbursement until such reimbursement is made. Notwithstanding the foregoing, 9 tenants pay certain expenses based on estimates subject to a post -closing reconciliation to the actual amount of those expenses, then Buyer shall be entitled to any surplus and shall be liable for any credit resulting from the reconciliation. Rents Follected from each tenant after closing shall be applied first to rentals due most recently from such tenant for the period after closing, and the balance shall be applied for the benefit of Seller for delinquent rentals owed for a period prior to closing. The amounts applied for the benefit of Seller shall be turned over by Buyer to Seller promptly after receipt. Seller shall be entitled to pursue any lawful methods of collection of delinquent rents but shall have no right to evict tenants after closing. 10. OPERATIONS PRIOR TO CLOSING. Prior to closing, Seller shall continue to operate the Property in the ordinary course of its business and maintain the Property in the same or better condition than as existing on the date of Mutual Acceptance, but shall not be required to repair material damage from casualty except as otherwise provided in this Agreement. After the Feasibility Period, Seller shall not enter into or modify existing rental agreements or leases (except that Seller may enter into, modify, extend, renew or terminate residential rental -agreements or residential leases in the ordinary course of its business), service contracts, or other agreements affecting the Property which have terms extending beyond closing without first obtaining Buyers consent, which shall not be unreasonably withheld. 11. POSSESSION. Buyer shall be entitled to possession ® on closing ❑ (on closing, d not completed). Buyer shall accept possession subject to all tenancies disclosed to Buyer during the Feasibility Period. 12. SELLER'S REPRESENTATIONS. Except as disclosed to or known by Buyer prior to the satisfaction or waiver of the feasibility contingency stated in Section 5 above, including in the books, records and documents made available to Buyer, or in the title report or any supplemental report or documents referenced therein, Seller represents to Buyer that, to the best of Sellers actual knowledge, each of the following is true as of the date hereof: (a) Seller is authorized to enter into the Agreement, to sell the Property, and to perform its obligations under the Agreement; (b) The books, records, leases, agreements and other items delivered to Buyer pursuant to this Agreement comprise all material documents in Sellers possession or control regarding the operation and condition of the Property; (c) Seller has not received any written notices that the Property or the business conducted thereon violate any applicable laws, regulations, codes and ordinances; (d) Seller has all certificates of occupancy, permits, and other governmental consents necessary to own and operate the Property for its current use; (e) There is no pending or threatened litigation which would adversely affect the Property or Buyers ownership thereof after closing; the Prapedy. and the Property is not within the boundaries of any planned or authorized local improvement district; (g) Seller has paid (except to the extent prorated at closing) all local, state and federal taxes (other than real and personal property taxes and assessments described in Section 8 above) attributable to the INITIALS: Buyer 96. (%IhL -% Date /, 67V Seller I- !q Date Date ._Sever Date CB RICHARD ELLIS CB Richard Ellis 1145 Broadway Plaza, Suite 1000 Tacoma, WA 98402 Phone: (253) 572-MS Fax: (253) 596-0059 ® Copyright 1999 - 2WS commercial Brokers Association CW All Rights Reserved COMMERCIAL dt INVESTMENT REAL ESTATE PURCHASE dr SALE AGREEMENT (CONTINUED) CBA Fonn PS_1A Purchase & Sale Agreement Rev. 7107 Page B of 13 period prior to closing which, if not paid, could constitute a lien on Property (including any personal property), or for which Buyer may be held liable after closing; (h) Seller is not aware of any concealed material defects in the Property except as disclosed to Buyer in writing during the Feasibility Period; (i) There are no Hazardous Substances (as defined below) currently located in, on, or under the Property in a manner or quantity that presently violates any Environmental Law (as defined below); there are no underground storage tanks located on the Property; and there is no pending or threatened investigation or remedial action by any governmental agency regarding the release of Hazardous Substances or the violation of Environmental Law at the Property. As used herein, the temp 'Hazardous Substances' shall mean any substance or material now or hereafter defined or regulated as a hazardous substance, hazardous waste, toxic substance, pollutant, or contaminant under any federal, state, or local law, regulation, or ordinance governing any substance that could cause actual or suspected harm to human health or the environment ('Environmental Law"). The term "Hazardous Substances' specifically includes, but is not limited to, petroleum, petroleum by-products, and asbestos. e 13. AS -IS. Except for those representations and warranties specifically included in this Agreement: (i) Seller makes no representations or warranties regarding the Property; (ii) Seller hereby disclaims, and Buyer hereby waives, any and all representations or warranties of any kind, express or implied, concerning the Property or any portion thereof, as to its condition, value, compliance with laws, status of permits or approvals, existence or absence of hazardous material on site, occupancy rate or any other matter of similar or dissimilar nature relating in any way to the Property, including the warranties of fitness of a particular purpose, tenantability, habitability and use; (iii) Buyer otherwise takes the Property "AS IS;" and (iv) Buyer represents and warrants to "Seller that Buyer has sufficient experience and expertise AND luyef-BuYER IS RELYING w4ely on its own pre -closing inspections and investigations. 14. PERSONAL PROPERTY. a. This sale includes all right, title and interest of Seller to the following tangible personal property. ® None ❑ That portion of the personal property located on and used in connection with the Property, which Seller will itemize in an Addendum to be attached to this Agreement within ten (10) days of Mutual Acceptance (None, if not completed). The value assigned to the personal property shall be $ (if not completed, the County -assessed value if available, and if not available, the fair market value determined by an appraiser selected by the Listing Agent and Selling Licensee). Seller warrants title to, but not the condition of, the, personal property and shall convey it by bill of sale. b. In addition to the leases and Vendor Contracts assumed by Buyer pursuant to Section 5(a) above, this sale includes all right, title and interest of Seller to the following intangible property now or hereafter existing with respect to the Property including without limitation: all rights -of -way, rights of ingress or egress or other interests in, on, or to, any land, highway, street, road, or avenue, open or proposed, in, on, or across, in front of, abutting or adjoining the Property; all rights to utilities serving the Property; all drawings, plans, specifications and other INITIALS: Buyer & 4/44/-1 Date / Seller ` --Date atiyer Date Date CBRE CB RICHARD ELLIS CB Richard Ellis 1145 Broadway Plaza, Suite 1000 Tacoma, WA 98402 Phone: (253) 572-6355 Fax: (253) 596-0059 O Copyright 1999 - 2005bGn Cerrprhercial Brokers Assodatlon All Rights Reserved COMMERCIAL & INVESTMENT REAL ESTATE PURCHASE & SALE AGREEMENT (CONTINUED) CBA Form PS_1A Purchase & Sete A.g:ee+nerrt Rev. 7ro7 Page 7 of 13 architectural or engineering work product; all govemmental permits, certificates, licenses, authorizations and approvals; all rights, claims, causes of action, and warranties under contracts with contractors, engineers, architects, consultants or other parties associated with the Property; all utility, security and other deposits and reserve accounts made as security for the fulfillment of any of Sellers obligations; any name of or telephone numbers for the Property and related trademarks, service marks or trade dress; and guaranties, warranties or other assurances of performance received. 15. CONDEMNATION AND CASUALTY. Seller bears all risk of loss until closing, and thereafter Buyer shall bear the risk of loss. Buyer may terminate this Agreement and obtain a refund of the earnest money if improvements on the Property are destroyed or materially damaged by casualty before closing, or if condemnation proceedings are commenced against all or a portion of the Property before closing. Damage will be considered material if the cost of repair exceeds the lesser of $100,000 or five percent (5%) of the purchase price stated in this Agreement. Alternatively, Buyer may elect to proceed with closing in which case at closing Seller shall assign to Buyer all claims and right to proceeds under any property insurance policy and shall credit to Buyer at closing the amount of any deductible provided for in the policy. 16. FIRPTA - TAX WITHHOLDING AT CLOSING. Closing Agent is instructed to prepare a certification (CBA or NWMLS Form 22E, or equivalent) that Seller is not a "foreign person" within the meaning of the Foreign Investment in Real Property Tax Act. Seller agrees to sign this certification. If Seller is a foreign person, and this transaction is not otherwise exempt from FIRPTA, Closing Agent is instructed to withhold and pay the required amount to the Internal Revenue Service. 17.CONVEYANCE. Title shall be conveyed by a Statutory Warranty Deed subject only to the Permitted Exceptions. If this Agreement is for conveyance of Seller's vendee's interest in a Real Estate Contract, the Statutory Warranty Deed shall include a contract vendee's assignment sufficient to convey after acquired title. At closing, Seller and Buyer shall execute and deliver to Closing Agent CBA Form No. PS -AS Assignment and Assumption Agreement transferring all leases and Vendor Contracts assumed by Buyer pursuant to Section 5(a) and all intangible property transferred pursuant to Section 14(b). 18. NOTICES AND COMPUTATION OF TIME. Unless otherwise specified, any notice required or permitted in, or related to, this Agreement (including revocations of offers and counteroffers) must be in writing. Notices to Seller must be signed by at least one Buyer and must be delivered to Seller and Listing Agent with a courtesy copy to any other party identified as a recipient of notices in Section 28 of this Agreement. A notice to Seller shall be deemed delivered only when received by Seller, Listing Agent, or the licensed office of Listing Agent. Notices to Buyer must be signed by at least one Seller and must be delivered to Buyer with a copy to Selling Licensee with a courtesy copy to any other party identified as a recipient of notices in Section 28 of this Agreement. A notice to Buyer shall be deemed delivered only when received by Buyer, Selling Licensee, or the licensed office of Selling Licensee. Selling Licensee and Listing Agent have no responsibility to advise of receipt of a notice beyond either phoning the represented party or causing a copy of the notice to be delivered to the party's address provided in this Agreement. Buyer and Seller must keep Selling Licensee and Listing Agent advised of their whereabouts to receive prompt notification of receipt of a notice. ff any parry is not represented by a licensee, then notices must be delivered to and shall be effective when received by that party. Unless otherwise specified in this Agreement, any period of time in this Agreement shall mean Pacific Time and shall begin the day after the event starting the period and shall expire at 5:00 p.m. of the last calendar day of the specified period of time, unless the last day is a Saturday, Sunday or legal holiday as defined in RCW 1.16.050, in which case the specified period of time shall expire on the next day that is not a Saturday, Sunday or legal holiday. Any specified period of five (5) days or less shall not include Saturdays, Sundays or legal holidays. INITIALS: Buyer ICJ_. WI%✓� Date 1 0 /J Seller �•�• C Date Buyer Dale __ Seller Date CB Richard Ellis ecopyright 19N-2°°5 CBRE 1145 Broadway Plaza. Suite 1000 cO11"'8"'� All ig, Brokers �ed w1�i Tacoma, WA 98402 Phone: (253) 572-6355 & Sale R' eamem Form PS_tA Purchase as CB RICHARD ELLIS Fax (253) 596-0059 Page B of 13 COMMERCIAL & INVESTMENT REAL ESTATE PURCHASE & SALE AGREEMENT (CONTINUED) Notwithstanding the foregoing, references to specific dates or times or number of hours shall mean those dates, times or number of hours. 19. AGENCY DISCLOSURE. At the signing of this Agreement, Selling Licensee N/A represented N/A and the Listing Agent Yeh-I-lee Hahn of CS Richard Ellis Inc represented Seller. If Selling Licensee and Listing Agent are different salespersons affiliated with the same Broker, then Seller and Buyer confirm their consent to Broker acting as a dual agent_ If Selling Licensee and Listing Agent are the same person representing both parties, then Seller and Buyer confirm their consent to that person and his/her Broker Jcting as dual agents. If Selling Licensee, Listing Agent, or their Broker are dual agents, then Seller and Buyer consent to Selling Licensee, Listing Agent and their Broker being compensated based on a percentage of the purchase price or as otherwise disclosed on an attached addendum. Buyer and Seller confirm prior receipt of the pamphlet entitled "The Law of Real Estate Agency." 20. ASSIGNMENT. Buyer ❑ may ® may not (may not, it -not completed) assign this Agreement, or Buyer's rights hereunder, without Seller's prior written consent, unless provided otherwise herein. If the 'may not" option is selected and the words "and/or assigns" or similar words are used to identify the Buyer, then this Agreement may be assigned with notice to Seller but without Seller's consent only to an entity which is controlled by or under common control with the Buyer identified in this Agreement. Any other assignment requires Seller's consent. The party identified as the initial Buyer shall remain responsible for those obligations of Buyer stated in this Agreement notwithstanding any assignment and, if this Agreement provides for Seller to finance a portion of the purchase price, then the party identified as the initial Buyer shall guarantee payment of the Seller financing. 21. DEFAULT AND ATTORNEY'S FEE. a. Buyer's default. In the event Buyer fails, without legal excuse, to complete the purchase of the Property, then (check one): ® Seller may terminate this Agreement and keep the earnest money as liquidated damages as the sole and exclusive remedy available to Seller for such failure; or ❑ Seller may, at its option, (a) terminate this Agreement and keep as liquidated damages the earnest money as the sole and exclusive remedy available to Seller for such failure, (b) bring suit against Buyer for Sellers actual damages, (c) bring suit to specifically enforce this Agreement and recover any incidental damages, or (d) pursue any other rights or remedies available at law or equity. b. Seller's default. In the event Seller fails, without legal excuse, to complete the sale of the Property, then (check one): ® A& Buyers sole AND EXCLUSIVE remedy SHALL BE LIMITED TO THE RETURN OF THE EARNEST MONEY AND TERMINATION OF THIS AGREEMENT., INITIALS: Buyer 46. Date OAow— Seller�' 4 - c— Date /i'— a d— C Buyer Date _ Seiler Date CB Richard Ellis o comet 1999 - 2W5 1145 Broadway Plaza, Suite 1000 Cammerdal fthaARese red CBRE Tacoma, WA 98402 CBA Forrn PS 1A Phone: (253) 572-6355 Purchase a sale Agreement CB RICHARD ELLIS Fax: (253) 596-0059 Rev.7107 Page 9 of 13 COMMERCIAL & INVESTMENT REAL ESTATE PURCHASE & SALE AGREEMENT (CONTINUED) SHft-SM1tiF�6i ❑ Buyer may, at its option, (a) bring suit against Seller for Buyers actual damages, (b) bring suit to specifically enforce this Agreement and recover any incidental damages, or (c) pursue any other rights or remedies available at law or equity. Neither Buyer nor Seller may recover consequential damages such as lost profits. ff Buyer or Seller institutes suit against the other concerning this Agreement, the prevailing party is entitled to reasonable attorneys' fees and expenses. In the event of trial, the amount of the attorneys fee shall be fixed by the court. The venue of any suit shall be the county in which the Property is located, and this Agreement shall be governed by the laws of the state where the Property is located.' 22. MISCELLANEOUS PROVISIONS. a. Complete Agreement. The Agreement and any addenda and exhibits to it state the entire understanding of Buyer and Seller regarding the sale of the Property. There are no verbal or other written agreem@nts which modify or affect the Agreement. b. Counterpart Signatures. The Agreement may be signed in counterpart, each signed counterpart shall be deemed an original, and all counterparts together shall constitute one and the same agreement. c. Electronic Delivery. Electronic delivery of documents (e.g., transmission by facsimile or email) including signed offers or counteroffers and notices shall be legally sufficient to bind the party the same as delvery of an original. At the request of either party, or the Closing Agent, the parties will replace electronically delivered offers or counteroffers with original documents. d. Section 1031 Like -Kind Exchange. If either Buyer or Seller intends for this transaction to be a part of a Section 1031 like -kind exchange, then the other party agrees to cooperate in the completion of the like -kind exchange so long as the cooperating parry incurs no additional liability in doing so, and so long as any expenses (including attorneys fees and costs) incurred by the cooperating party that are related only to the exchange are paid or reimbursed to the cooperating party at or prior to closing. Notwithstanding Section 20 above, any parry completing a Section 1031 like -kind exchange may assign this Agreement to its qualified intermediary or any entity set up for the purposes of completing a reverse exchange. 23. ACCEPTANCE; COUNTEROFFERS. Seller has until midnight of November 6, 2010 (if not filled in, the third business day following the last Buyer signature date below) to accept this offer, unless sooner withdrawn. If this offer is not timely accepted, it shall lapse and the earnest money shall be refunded to Buyer. If either party makes a future counteroffer, the other party shall have until 5:00 p.m. an the business day (if not filled in, the second business day) following its receipt to accept the counteroffer, unless sooner withdrawn. If the counteroffer is not timely accepted or countered, this Agreement shall lapse and the earnest money shalt be refunded to the Buyer. No acceptance, offer or counteroffer from the Buyer is effective until a signed copy is received by the Seller, the Listing Agent or the licensed office of the Listing Agent. No acceptance, offer or counteroffer from the Seller is effective until a signed copy is received by the Buyer, the Selling Licensee or the licensed office of the Selling Licensee. 'Mutual Acceptance" shall occur when the last counteroffer is signed by the offeree, and the fully -signed counteroffer has been received by the offeror, his or her licensee, or the licensed office of the licensee. If any party is not represented by a licensee, then notices must be delivered to and shall be effective when received by that party. INITIALS: Buyer . l�+�l.., Date 1110gl.7do Seller' G _ Date Buyer ___ - Date Seiler __ - Date CBRE CB RICHARD ELLIS CB Richard Ellis 1145 Broadway Plaza, Suite 1000 Tacoma, WA 98402 Phone: (253) 572-6355 Fax: (253) 596-0059 ® Copyright 1999 - 2005 Commercial Brokers Association A11 Rights Reserved COMMERCIAL & INVESTMENT REAL ESTATE PURCHASE & SALE AGREEMENT (CONTINUED) CBA Form PS 1A Purchase a Sete Agreement Rev. 7/07 Page 10 of 13 24. INFORMATION TRANSFER. In the event this Agreement is terminated, Buyer agrees to deliver to Seller within ten (10) days of Seller's written request copies of all materials received from Seller and any non -privileged plans, studies, reports, inspections, appraisals, surveys, drawings, permits, application or other development work product relating to the Property in Buyer's possession or control as of the date this Agreement is terminated. 25. CONFIDENTIALITY. Until and unless closing has been consummated, Buyer and Seller shall follow reasonable measures to prevent unnecessary disclosure of information obtained in connection with the negotiation and performance of this Agreement. Neither party shall use or knowingly permit the use of any such information in any manner detrimental to the other party. 26. SELLER'S ACCEPTANCE AND BROKERAGE AGREEMENT. Seller agrees to sell the Property on the terms and conditions herein, and further agrees to pay a commission in a total amount computed in accordance with the listing or commission agreement. If there is no written listing or commission agreement, Seller agrees to pay a commission of % of the sales price or $ The commission shall be apportioned between Listing Agent and Selling Licensee as specified in the listing or any co -brokerage agreement. If there is no listing or written co - brokerage agreement, then Listing Agent shall pay to Selling Licensee a commission of % of the sales price or $ . Seller assigns to Listing Agent and Selling Licensee a portion of the sales proceeds equal to the commission. If the earnest money is retained as liquidated damages, any costs advanced or committed by Lisling Agent or Selling Licensee for Buyer or Seller shall be reimbursed or paid therefrom, and the balance shall be paid one-half to Seller and one-half to Listing Agent and Selling Licensee according to the listing agreement and any co -brokerage agreement. In any action by Listing Agent or Selling Licensee to enforce this Section, the prevailing party is entitled to reasonable attorneys' fees and expenses. Neither Listing Agent nor Selling Licensee are receiving compensation from more than one party to this transaction unless disclosed on an attached addendum, in which case Buyer and Seller consent to such compensation. The Property described in attached Exhibit A, is commercial real estate. Notwithstanding Section 25 above, the pages containing this Section, the parties' signatures and an attachment describing the Property may be recorded. 27. LISTING AGENT AND SELLING LICENSEE DISCLOSURE. EXCEPT AS OTHERWISE DISCLOSED IN WRITING TO BUYER OR SELLER, THE SELLING LICENSEE, LISTING AGENT, AND BROKERS HAVE NOT MADE ANY REPRESENTATIONS OR WARRANTIES OR CONDUCTED ANY INDEPENDENT INVESTIGATION CONCERNING THE LEGAL EFFECT OF THIS AGREEMENT, BUYER'S OR SELLER'S FINANCIAL STRENGTH, BOOKS, RECORDS, REPORTS, STUDIES, OR OPERATING STATEMENTS, OR OTHER MATTERS RELATING TO THE PROPERTY, INCLUDING WITHOUT LIMITATION, THE PROPERTY'S ZONING, BOUNDARIES, AREA, COMPLIANCE WfTH APPLICABLE LAWS (INCLUDING LAWS REGARDING ACCESSIBILITY FOR DISABLED PERSONS), OR HAZARDOUS OR TOXIC MATERIALS INCLUDING MOLD OR OTHER ALLERGENS. SELLER AND BUYER ARE EACH ADVISED TO ENGAGE QUALIFIED EXPERTS TO ASSIST WITH THESE DUE DILIGENCE AND FEASIBILITY MATTERS, AND ARE FURTHER ADVISED TO SEEK INDEPENDENT LEGAL AND TAX ADVICE RELATED TO THIS AGREEMENT. INITIALS: Buyer �Date �� _ _Seller C g' ,C— ....T—Date .�J Buyer__ __ Date Seller _ _ Date CB Richard Ellis ® Copyright 1999- 2oo5 ��/ E 1145a, WA Plaza, Suite 1000 CammerGialBmRighkers Association 1.16'�L BroadwayCBR All Rights Reserved Tacoma, WA 98402 Phone: (253) 572-6355 CBA Form PS_1A CB RICHARD ELLIS Fax: (253) 596-0059 Purchase &Sale R7t Page 11 of 13 COMMERCIAL & INVESTMENT REAL ESTATE PURCHASE & SALE AGREEMENT (CONTINUED) 28. IDENTIFICATION OF THE PARTIES. The following is the contact information for the parties involved in this Agreement: Buyer Contact: Brian Wilson, City Manager of Federal Way Address: PO Box 9718 Federal Way. WA 98063 Business Phone: 253-835-2410 Mobile Phone: Fax: Email: brian.wison®cityoffedgralway.com Selling Licensee Name: Address: Business Phone: Mobile Phone: Email: Fax: MLS Office No.: Courtesy Copy of Notices to Buyer to: Name: Patricia A. Richardson, City Attorney Address: PO Box 9718 Federal Way WA 98063 Business Phone: 253-835-2562 Fax: 253-835-2569 Mobile Phone: Email: Pat richardson 061yoff ederalway.com Seller Contact: Pal -Do Company Inc Address: 9802 32nd Ave S. Lakewood. WA 98499 Business Phone: 253-589-2070 Mobile Phone: Fax: Email: ceobrian@hotmail.com Listing Agent Name: Yoh-hiee Hahn of CB Richarr3 1=JIis Inc Address: 1146 Broadway Suite 1000 Tacoma, WA 98402 Business Phone: 253-596-0055 Mobile Phone: 253-230-2412 Email: veh-hee.hahn4cbre.com Fax- 253-596-0059 MLS Office No.: Courtesy Cony of Notices to Seller to: Name: Address: Business Phone: Fax: Mobile Phone: Email: INITIALS: Buyer ,U • G IAV_A Date / Seller _ / �_ L Date 6 Buyer Date Seller Date CB Richard Ellis 0Copyright 1e99-2005 1145 Broadway Plaza. Suite 1000 cammeraalRB hts nerved CBRE Tacoma, WA 98402 CRAg Form PS_tAPhone: (253) 572-65 Purchase & sale RvACB RICHARD ELLIS Fax: (253) 596-0059 ePage 12 o113 COMMERCIAL & INVESTMENT REAL ESTATE PURCHASE & SALE AGREEMENT (CONTINUED) IN WITNESS WHEREOF, the parties have signed this Agreement intending to be bound. Buyer&A-i J 4.rrlk, "+_ C & d%b-t,r/ k/e, Buyer PnnW name type of entity I Buyer 1---'f �r b uyer Signature d title Date signed .1 _ _ __ Date Seller P I- m Inc_ a Washi on Ca ration_ Seller Printed name and t_yp�e off entity Set+r Seller ��F�BriING PAAK/PRESlI]ENr Signature and title Date signed l/— oId —/;D Date signed INITIALS: Buyer _ �,L�11� Date 1_� /1) Seller Printed name and type of entity Signature and title Printed name and type of entity Signature and title Date Buyer Date.,._ Seller—� Date --_ - CB Richard Ellis 0 Copyright 19" - 2W5 CBRE 1145 Broadway Plaza, Suite 1000 cOf1 � alR;eits �rv�ed Tacoma, WA 98402 CBA Phone: (253) 572-6355 Purchase 8 Sale & Sale Agreement Form PS_t t CB RICHARD ELLIS Fax: (253) 596-0059 Re,,,,p, Page 13 of 13 COMMERCIAL & INVESTMENT REAL ESTATE PURCHASE & SALE AGREEMENT (CONTINUED) EXHIBIT A [Legal Description] Lot 3 of Survey recorded in Volume 52 of surveys page 220 under King County Retarding No. 8612129019 comma* known as Former Toys "W Us Property located at 31510 20th Avenue South, Federal Way, WA comprised of a 49,716 SFbig box retail building (closed) sitaeted on 172,040 SF (3.95) Acres zoned CC-F. City Center (most categories except for industrial and singes family) [This Property is subject to an Operation and Fxlsen wt Ago=mt dated December 19,1996, amended April 7,1997 - herainaffor "OW - imposing considerable use restrictions and bamers to redevelopliieait of the subject prOpEttty and adjoining properties lmovra as the Former Target Property (a closed 101,909 SF big box retail building situated on approximately 7.5 acres located at 2141 S. 314th Street, Federal Way, WA) and the H lside Plaza Sapping Center located on Approx mat0y 9 acres at 2000 S. 314th Street, Federal Way, WA] INITIALS: Buyer A Buyer - Date e+rJ Seller _ /0• a - C- Date //—Q6 —! O 4 Date — --Setter _ Date EXHIBIT B CONTINGENCY ADDENDUM TO PURCHASE and SALE AGREEMENT The following is part of the purchase and sale agreement dated November 6, 2010 (the "Agreement") between Pal -Do Company, In ("Seller" )`and Ci of Federal W ("Buyer") regarding the sale of the properly known as 31510 20" Ave S. Federal Wa , WA 98003 (the "Property") IT IS AGREED BETWEEN THE SELLER AND BUYER AS FOLLOWS: CONTINGENCIES: 1. In the event Seller cannot convey the Property free and clear of the OEA described in Exhibit A as it pertains to the subject property; the safe shall become null and void. All expenses associated with extinguishing the OEA are responsibility of Seller. 2. A property line survey of the Property confirming the lot lines and size of the Property supporting Extended ALTA Title Insurance must be completed and recorded prior to closing. All expenses associated with the survey and title insurance will be the responsibility of the Buyer. 3. Buyer's obligations under this Agreement are contingent upon the Washington State Department of Public Works providing partial funding for the purchase of the Property in the amount of Five Million Dollars ($5,000,000.00) and the timely release of such funding so as to facilitate closing of the transaction no later than December 31, 2010 4. The Federal Way City Council in an open public meefing must approve the Purchase and Sale Agreement. 5. Section 1033 Exchange Contingency. Seller intends for this transaction to be a part of a Section 1033 like -kind exchange due to involuntary conversion. Buyer agrees to cooperate in the completion of a Section 1033 exchange provided that Buyer has taken necessary steps, including but not limited to approval by the Federal Way City Council, to qualify the transaction under applicable law and the Internal Revenue Code of 1986, as amended, as an involuntary conversion under threat of condemnation, and further provided that the closing of the transaction shall take place no later than December 31, 2010, and further provided that Buyer incurs no additional liability in doing so, and so long as all expenses (including attorneys fees and costs) incurred by the Buyer that are related only to the exchange are paid or reimbursed to Buyer at or prior to Closing. Page I 1 - Upon obtaining approval from the Federal Way City Council, Buyer shall provide a letter to Seller with a copy to Chicago Title and Escrow, indicating that the property is being sold under threat of condemnation. If all steps necessary to qualify the transaction as an involuntary conversion under threat of condemnation have not been completed by December 17, 2010, in the sole opinion of the Federal Way City Attorney, Seller shall have the option, in its sole discretion, to terminate the purchase and sale agreement. 6. The Purchase must be dosed no later than December 31, 2010 and hence time is of the essence and all Contingencies must be satisfied and waived in writing by December 17, 2010. BUYER: City of Federal Way By: /1 Print Nqo_ Title:—C1 �u nag, ri Date Signed SELLER: PAL -DO COMPANY, INC PrintName: Title: V - Date Signed ll—Ad -1d Page 12 CS Richard Ellis ® Copyright 1992 Commercial 1145 Broadway Plaza, Suite 1000 CBRE ��ation Re Tacoma, WA 98402 Phone: (253) 572-6355 CB RICHARD ELLIS Fax: (253) 596-0059 CBA Form 22e FIr1PTAR�� Page 1 of t CERTIFICATION UNDER THE FOREIGN INVESTMENT IN REAL PROPERTY TAX ACT ("FIRPTW) CBA Text Disdamer. Text deMW by Yceruee Mkililed by strike. New text kwided by Kamm indioaled by small aapltal Wers. Section 1445 of the U S. internal Revenue Code provides that a buyef of a U-S. real property interest must withhold tax if The Seller is a foreign person, unless one of the exceptions in the Act applies_ The following will inlonn the Buyer and Closing Agent whether or not tax withholdiing is required. Note: The above taw applies to foreign corporations, partnerships, trusts, estates and other foreign entities, as well as to foreign individuals. It the Setter is a corporation, partnership, trust, estate or other entity, the terms '1' and 'my' as used below means the corporation or other entity. A 'real property interest' includes full ar part ownership of land andlor improvements thereon, leaseholds; options to acquire any of the foregoing; and an interest in foreign corporations, partnerships, trusts or other entities holding U.S. real estate. SELLER CERTIFICATION. Seller hereby certifies the following: PROPERTY. I am the Seller of real property: ® at 31510 20e' Ave 3 Federal Wav _ (address) (city) Washington; or ❑ (if no street address) legally described on the attached. CITIZENSHIP STATUS. I ❑ AM ® AM NOTa norwesiderd alien (or a foreign corporation, foreign partnership, foreign trust, foreign estate or other foreign business entity) for purposes of U.S. income taxation. TAXPAYER I.D. NUMBER. My U-S. taxpayer identification number (e_g_ social security number) is: 91-1617155 ADDRESS. My home address is. 9805 32'tl Ave S Lakewood, WA 98499 Under penalties of perjury, I declare that I have examined this Certification and to the hest of my knowledge and belief it is true, Correct and complete. I understand that this Certification may be disclosed to the Internal Revenue Service and that any false statement 1 have made here could be punished by fine, inprisonmerd. or both. SELLER DATE SELLER DATE BUYER CERTIFICATION (Fill this in only if the Seller Is a non-resident alien). NOTE: If the Seller is a non-resident alien, and has not obtained a release from the Internal Revenue Service, then the dosing agent must withhold 100A of the amount realized from the sale and pay it to the IRS, unless Buyer certifies that BOTH statements below are correct: (1) Amount Realized. I certify that the total price that I am to pay for the property, including liabilities assumed and all other consideration to the Seller, does not exceed $300.000: and (2) Family Residence. I certify that I or a member of my family* have definite plans to reside on the property for at least 50% of the time that the property is used by any person during each of the first two twelve month periods following the date of this sale. (Defined in 11 U.S.C. 267(c)(4). it includes brothers, sisters, spouse, ancestors and lineal descendants). Under penalties of perjury, I declare that I have examined this Certification and to the best of my knowledge and belief both statements are true, correct and complete. I understand that this Certification may be disclosed to the Internal Revenue Service and that any false statement I have made here could punished by fine, imprisonment, or both. BUYER /ty}.+ J"A► DATE BUYER DATE 11gla }� U 19 a �ngfi. I all vim 25 8 + € w �IRV i gm ; 0 AX 5 �{ fL 0 _ C4 �i 31 tz.z. y 1 1 1 1 1 1 1 1 i y 1 i FFF�� t i 1 i t ay'J ! 1 s s oa•ot � V Y mmucm w am ad 1N FUM V3M At l'NlIM. tl�JYL�S �8 2f3k� AWN �9- .00W I I &&- m 4 ►1 W w M l ? da co � o m o ' • 9 �2 l yy Z i 4 M E! AM tH Ej q 4! � s W z �a C) Z C 00 ao v) uL rn3 Wm�- - 10 O Q a: o U W 'L- U 0 z S2 W 0 Z v � 3 W Z Z a F- g W 3 i � 7 a I E Federal Way CITY OF CITY HALL 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www.cityoffederalway.com Jim Ferrell, Mayor November 10, 2016 Mr. Edward Walsh City of Federal Way Public Works 33325 8th Avenue South Federal Way, WA 98003 FILE Re: File #16-104921-00-SU; BOUNDARY LINE ADJUSTMENT APPROVAL TC III Properties; 31510 Pete Von Reichbauer Way South, Federal Way Dear Mr. Walsh: The City of Federal Way has completed an administrative review of the Boundary Line Adjustment (BLA) application to alter the interior lot line between tax parcels 092104-9017 and 092104-9166. The Department of Community Development hereby approves the BLA based on the survey drawing prepared by Parametrix, resubmitted on November 2, 2016. BACKGROUND The applicant proposes to alter the interior lot line between two lots in the City Center Frame (CC-F) zone. Existing Lot 3 is 3.55 acres (ac) in size and existing Lot 4 is 7.48 ac. Proposed Lot 3A will be 5.38 ac and proposed Lot 4A will be 5.65 ac. The Federal Way Performing Arts & Events Center (PAEC) is under construction on Existing Lot 3. The vacant former Target building is on existing Lot 4 and will be demolished at a later date. With the movement of the common property line to the east, some of the existing parking stalls on the former Target site will now be on the PAEC property. Required parking for the former Target site will be determined at a later date as the property redevelops. DECISIONAL CRITERIA City staff has determined the BLA meets decisional criteria set forth in Federal Way Revised Code (FWRC) Chapter 18.10: The BLA is a minor alteration in the location of lot boundaries on existing lots. The BLA will not increase the number of lots, nor diminish the size of open space or other protected environments. 2. The BLA will not diminish the size of any lot so as to result in a lot of less square footage than prescribed in the CC-F zoning district. 3. The BLA will not result in the reduction of setbacks or site coverage to less than prescribed in the CC-F zoning district. reso-c a i •DOa ❑s-oo-izrror�in aea -�doa pauuojuoo E so3 00-I$ puE `a2Ed rcuogrppE auo so3 00-SS `a2Ed XDAlns lsn3 aq.1 zo} 00'LS3 uo pasEq sT \,7g a2Ed-oA4 ayi io3 aaj 2urpzooD-a i zamaTAa-d suEid $uu90uT2ug 3oTuas `iaMoQ UUV IauuEld JoTuas `gspm dark :a (9I-Z-i E paliiuTgnsai) �?uiA'XJQ H7g paAozddV uuo3 juiauugnsag :auo zoioaz C[ ivauzdojaAaQ diranunuoD sTAeQ uEug e `djazaouts Emjezapa}�v r� us m aas�s zo `��9Z-S�8-£SZ le usiaA'�,Saagls zauuzjd zoruaS iouiuoo osuajd `uorsroap sTLp 2urpzuOaz suorisanb due anuLj noS jj •ivauzdopAap srgi of OuRejaz spzepuuis pue `saror(od `sapoo dew jezapa33o diT� azrurg Lprm aouut(duio� aArem iou swop uorsraap asn puej snj,I, 9NISO.13 •y7g papzooaz aLp jo ddoo pauuojuoo u papTAoad aq Mm. noT ILreoijdde aLp }o asuadxa aqi ie diuno:) OUTie papzooaa it aAZLj pue ivaumoop V-jg aLp u$is jjrm data Qigl '31Lrt 31oejq ivaueuuad Lprm apuLu aq jjerjs OimuA,m pue soz -Quu-2is jju Ourmuzp aLp uo `Amej aieis zaC1 1•00•£9l$ jo IunoLLre aiuuxrxozdde Dip ut saaj 2uTpooa.T zo3 �q pmapa3 fo iQ?D aLp of ajgedud 3joaLja u pue `2urnmezp pazuuiou/pau.2Ts aLp jo Woo aadud auo `(zaded zo zujduz) 2umo. p pazueiou pine paints auo zaiuDD imLm l aLp of iruzgns puu uizoj uoslnuuofujIvii ugmg-d pasojouo aqi asn asuajd `ss000zd V-jg oT azTjuuU oZ •spzooag pue suouoajg Jo uorstAt(I diuno:) 2ur}j aLp Lpim papzooaz aq jjuLjs sag jju `090.01.81 DIL/A3 of iuensund 9NIQ2IO9a-H •apri uorsrArpgns s,dira aLp jo sp-epuuis u2Tsap aLp Lprm aoueuuojuoo uT aq M&, V-Ig Dip uzoz3 ouRjnsaz sioj jjV •t 9I0Z `OI TQq-QAO j Z 30 Z a-geoj TpjEJA pzempg •:IW Federal Way May 26, 2017 Edward Walsh City of Federal Way Public Works 33325 8th Avenue South Federal Way, WA 98003 FiLh CITY HALL 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 835-7000 www. cityoffederalway.. com Jim Ferrell, Mayor Re: File #16-104921-00-SU; REVISED BOUNDARY LINE ADJUSTMENT APPROVAL TC III Properties; 31510 Pete Von Reichbauer Way South, Federal Way Dear Mr. Walsh: The City of Federal Way has completed an administrative review of the Boundary Line Adjustment (BLA) application to alter the interior lot line between tax parcels 092104-9017 and 092104-9166. The application was originally approved on November 10, 2016. A revision to modify the lot area of existing Lot 3 and existing Lot 4 to depict a right-of-way dedication was submitted on May 22, 2017. The revision to the approved BLA is hereby approved based on the survey drawing prepared by Parametrix, resubmitted on May 22, 2017. BACKGROUND The applicant proposes to alter the interior lot line between two lots in the City Center Frame (CC-F) zone. Proposed Lot 3A will be 4.97 acres and proposed Lot 4A will be 5.65 acres. The Federal Way Performing Arts & Events Center (PAEC) is under construction on Existing Lot 3. The vacant former Target building is on existing Lot 4 and will be demolished at a later date. With the movement of the common property line to the east, some of the existing parking stalls on the former Target site will now be on the PAEC property. Required parking for the former Target site will be determined at a later date as the property redevelops. DECISIONAL CRITERIA City staff has determined the BLA meets decisional criteria set forth in Federal Way Revised Code (FWRC) Chapter IS. 10: 1. The BLA is a minor alteration in the location of lot boundaries on existing lots. The BLA will not increase the number of lots, nor diminish the size of open space or other protected environments. 2. The BLA will not diminish the size of any lot so as to result in a lot of less square footage than prescribed in the CC-F zoning district. 3. The BLA will not result in the reduction of setbacks or site coverage to less than prescribed in the CC-F zoning district. 4. All lots resulting from the BLA will be in conformance with the design standards of the city's subdivision title. Mr. Walsh May 26, 2017 Page 2 REVISIONS TO THE BLA DRAWING The following comments must be revised on the final BLA drawing prior to recording. 0 The legal description for existing Lot 4 needs to be corrected to include the right-of-way deed, recording #20161223001709. ■ The lot area for existing Lot 3 and existing Lot 4 must be depicted. RECORDING Once the minor revision above is made, final BLA drawings and copies can be submitted to the city. Pursuant to FWRC 18.10.060, all BLAB shall be recorded with the King County Division of Elections and Records. To finalize the BLA process, please use the enclosed Resubmittal Information form and submit to the Permit Center one signed and notarized drawing (mylar or paper), two paper copies of the signed/notarized drawing, and a check payable to City of Federal Way for recording fees in the approximate amount of $163.00.' Per State law, on the drawing all signatures and writing shall be made with permanent black ink. The city will sign the BLA document and have it recorded at King County at the expense of the applicant. You will be provided a conformed copy of the recorded BLA. CLOSING This land use decision does not waive compliance with future City of Federal Way codes, policies, and standards relating to this development. If you have any questions regarding this decision, please contact Associate Planner Becky Chapin at 253-835-2641, or Becky.chapin@cityoffederalway.com. Sincerely, C J7 Brian Davis Community Development Director enc: Resubmittal Form Approved BLA Drawing (resubmitted 5-22-17) c: Becky Chapin, Associate Planner Ann Dower, Senior Engineering Plans Reviewer 1 Recording fee for the two -page BLA is based on $157.00 for the first survey page, $5.00 for one additional page, and $1.00 for a conformed copy. Doc I. D. 75938 1 G-104921-00-S U Ic ?5 12 SF 9280 L.31 AC 9163 SF ' 9111 r SF 3019 y2 '2p 5 23923 S 9325 a � 39 i 92461 SF 2.12 AC 9291 f � � I �o I� I a I I o i 0 v iN a I I I I , I I I N 89-50-01 W 319.68 312.08 owml tee o N n 923.08 I I i r I °- I � i f 30 1 J¢• 9 +3%nw 16B403# 3.87 AC 9166 282.89 O z • ha I 30 N 89-51-01 W 511.17 (SUR S 88-17-06 S 589.75 105.78 '— �-- — --- — — 7801200911 --- --- — — - — — - — — — - — - — — - — I y S 316TH S-!SW092104 - — — ----------------- SrC 03-2- (110 -S-I - i N 88-17-06_-_4130908�02406 4+"'+ �y�yy ,` Qfj • Y` 588-18-09E 363.94 ,s ry _30T_-.61.52------ `7_�_-'-"' } ' ry1• N 6 ' EN 0. W o j m 092104 i IC) F-2 �' (TR A) i> W I W d o I KC SP 182027 �' o I o m 8403140752 p 0 b;� o' 20669# 101 � v m on2toa � jN 0 9057 m� "n r;P N o; LOT 1 0 ~ Pio o PCL A r189. m z z i ; �2to< 1 1A BU TO i N 1 o r O 0 n i I I o o I !� n 52122o ? v I W s�� N 89-57 22 E i 3 297.41 11 � � I � i 326005# 7.48 AC 9017 I v i 1 W2104 j I ' 262.18 o I 20020929001853 M ---�--------------------297.2 R=55 I ; 55.11 j ' i J 30 N 89-50-01 W (SU_R-)---------30 357.29 I 10.11 N 88-17-OuIW 28; -•---- 7801i009i1• 43 ° C I • o ;r l N ' j v' N KGSP 4g0o455 pt •' � J ,� ' ✓ , � zo 1 �°°s' LOT 1 q PCI a3 B PCI C rp2s8 o . �9 ° LOT 2 6,00 m mron •fir' °� ' 0, S 9299 [ 120 2 �O 00 •--------•--•----- i.......... CITY OF FEDERAL WAY COMMUNITY DEVELOPMENT DEPARTMENT *RESUBMITTAL* DEVELOPMENT REVIEW COMMITTEE TRANSMITTAL DATE: TO: FROM: FOR DRC MTG. ON. FILE NUMBER (s) : RELATED FILE NOS.: PROJECT NAME: PROJECT ADDRESS: ZONING DISTRICT: 11-2-16 Ann Dower, Senior Engineering Plans Reviewer Stacey Welsh, Planning No Meeting; please provide comments by 11-11-16 16-104921-00-SU None TCIII Boundary Line Adjustment 31510 PETE VON REICHBAUER WAY S CC-F PROJECT DESCRIPTION: Move property line between lots 3 & 4 east 147.5 feet. LAND USE PERMITS: Boundary Line Adjustment PROJECT CONTACT: City of Federal Way EJ Walsh 33325 8th Ave S Federal Way, WA 98003 MATERIALS SUBMITTED: **Resubmittal** Resubmittal Information Form Parcel Map Check Report BLA (2 sheets) Parcel Map Check Report Parcel Name: Site - Original Lot 3 Description: Segment# 1: Curve Length: 9.71' Delta: 15°54'05" Chord: 9.68' Course In: N38°33'54"E Segment# 2: Line Course: N 1 °20' 10"E Segment# 3: Line Course: S88°18'18"E Segment# 4: Line Course: N 1 °20' 10"E Segment# 5: Line Course: S88°18'18"E Segment# 6: Line Course: S 1 °29'05 "W Segment# 7: Line Course: N88°18'18"W Perimeter: 1,614.73' Error Closure: 0.0035 Error North: -0.00144 Precision 1: 461,351.43 Parcel Name: Site - Original Lot 4 Description: Radius: 35.00' Tangent: 4.89' Course: N43°29'04"W Course Out: S54°27'58"W Length: 471.18' Length: 8.00' Length: 20.00' Length: 303.98' Length: 498.00' Length: 303.86' Area: 154,860.76 Sq.Ft. Course: S65°41'17"E East: 0.00318 10 -.zES --/ Segment# 1: Line Course: S88°18'18"E Length: 604.00' Segment# 2: Line Course: S 1 °29'05 "W Length: 504.87' Segment# 3: Curve Length: 55.11' Radius: 35.00' Delta: 90° 12'37" Tangent: 35.13' Chord: 49.59' Course: S46°35'23"W Course In: N88°30'55"W Course Out: S1°41'42"W Segment# 4: Line Course: N88°18'l8"W Length: 568.87' Segment# 5: Line Course: N1°29'05"E Length: 540.00' Perimeter: 2,272.84' Area: 325,891.16Sq.Ft. Error Closure: 0.0019 Course: N46°35'23"E Error North : 0. 00 127 East: 0.00135 Precision 1: 1,196,236.84 Parcel Name: Site - New Lot 3 Description: Segment# 1: Line Course: S88°18'18"E Length: 147.50' Segment# 2: Line Course: S 1 °29'05 "W Length: 540.00, Segment# 3: Line Course: N88°18'l8"W Length: 147.50' Segment# 4: Line Course: N 1 °29'05 "E Length: 7.00' Segment# 5: Line Course: N88°18'18"W Length: 303.86' Segment# 6: Curve Length: 9.71' Radius: 35.00' Delta: 15°54'05" Tangent: 4.89' Chord: 9.68' Course: N43 °29'04"W Course In: N38°33'54"E Course Out: S54°27'58"W Segment# 7: Line Course: N1°20'10"E Length: 471.18' Segment# 8: Line Course: S88°18'18"E Length: 8.00' Segment# 9: Line Course: N1°20'10"E Length: 20.00' Segment# 10: Line Course: S88°18'18"E Length: 303.98' Segment# 11: Line Course: N1°29'05"E Length: 35.00' Perimeter: 1,993.74' Area: 234,512.10Sq.Ft. Error Closure: 0.0035 Course: S65°41'17"E Error North :-0.00144 East: 0.00318 Precision 1: 569,637.14 Parcel Name: Site - New Lot 4 Description: Segment# 1: Line Course: S 1 °29'05 "W Length: 504.87' Segment# 2: Curve a Length: 55.11' Delta: 90°12'37" Chord: 49.59' Course In: N88°30'55"W Segment# 3: Line Course: N88°18'18"W Segment# 4: Line Course: N 1 °29'05"E Segment# 5: Line Course: S88°18'18"E Perimeter: 1,977.85' Error Closure: 0.0019 Error North : 0.00127 Precision 1: 1,040,973.68 Radius: 35.00' Tangent: 35.13' Course: S46°35'23"W Course Out: S 1 °41'42"W Length: 421.37' Length: 540.00' Length: 456.50' Area: 246,243.20Sq.Ft. Course: N46°35'23"E East: 0.00135 Stacey Welsh From: Brian Asbury <BAsbury@lakehaven.org> Sent: Wednesday, October 26, 2016 8:18 AM To: Stacey Welsh Subject: TCIH Boundary Line Adjustment (16-104921-00-SU) Attachments: 16-104921-00-SU.pdf Stacey, Sorry for late comments. Lakehaven has no comment on this application/project, as based on the submittal it appears no existing and/or future Lakehaven water/sewer facilities will be required, desired, or affected by the proposed BLA. If any water or sewer utility conflicts are encountered, applicant should promptly contact Lakehaven for additional information. Brian Asbury Development Engineering Supervisor Lakehaven Water & Sewer District Lakehaven DE Website The contents of this email may be determined to be a public record and subject to disclosure pursuant to RCW 42.56 regardless of any expectations or claims of confidentiality or privilege asserted. rwMMi ! a � N U a c 0921049021 „ 31600 NOTE: Lakehaven Utility District neither warrants nor guarantees the ! accuracy of any facility information provided. Facility locations and IT f conditions are subject to field tILITy FIC- 'f verification. 8 0921049053 2000 S 316TH ST�,� r o nr nir 61 y 921049 j 2031 Q if 0921049298 31699 w Q M 1 DI 10" DZI&D210" D 0921049299 31701 TCIII Boundary Line Adjustment 16-104921-00-S U 0 100 200 Feet 10/17/2016 i 1STAM 2J�� AFTER RECORDING MAIL TO: City of Federal Way 31620 - 23rd Ave., Suite 200 Federal Way, WA 98003 Fled for Record at Request of: First American Title Insurance Company Iln R�II�VIIIII! II Illlull�lll��u 20141119000539 KING COUNTY, WA E2701560 11/19/2014 11:54 KING COUNTY, WA TAX $145,965.00 SALE $8,200,000.00 PAGE-001 OF 001 Space above this dne for Recorders use only STATUTORY WARRANTY DEED File No: 4266-2320898 (BJ) Grantor(s): Pal -Do Company, Inc. Grantee(s): City of Federal Way Abbreviated Legal: Additional Legal on page: Assessor's Tax Parcel No(s): 092104901704 Date: November 13, 2014 THE GRANTOR(S) Pal -Do Company, Inc, a Washington corporation for and in consideration of Ten Dollars and other Good and Valuable Consideration, in hand paid, conveys, and warrants to City of Federal Way, a Washington Municipal Corporation, the following described real estate, situated in the County of King, State of Washington. LEGAL DESCRIPTION: Peal property in the County of King, State of Washington, described as follows: LOT 4 OF KING COUNTY LOT LINE ADJUSTMENT APPLICATION NO. 8611006, AND AS SHOWN AND SO DESIGNATED ON THAT CERTAIN RECORD OF SURVEY RECORDED IN VOLUME 52 OF SURVEYS, PAGES 220 AND 220A, UNDER RECORDING NUMBER 8612129019, IN KING COUNTY, WASHINGTON; EXCEPT THAT PORTION CONVEYED TO KING COUNTY FOR SOUTH 316TH STREET BY DEED RECORDED UNDER RECORDING NUMBER 20020429001853. Subject To: This conveyance is subject to covenants, conditions, restrictions and easements, if any, affecting title, which may appear in the public record, including those shown on any recorded plat or survey. Page 1 of 2 LPB 10-05 APN:092104901704 Statutory Warranty Deed File No.: 4266-2320898 (83) -continued Pal -Do Company, Inc, a Washington corporation By: Byung Park, Presi nt By: Isaac Pa k, Sec tary STATE OF Washington ) )-SS COUNTY OF King ) I certify that I know or have satisfactory evidence that Byung Park and Isaac Park, is/are the person(s) who appeared before me, and said person(s) acknowledged that he/she/they signed this instrument, on oath stated that he/she/they is/aauthorized to execute the instrument and acknowledged it as the President and Secretarya al-1010 C pany. I c to be the free and voluntary act of such party(ies) for the uses and p es men n i this nstrument. Dated: Q-A M&&beX__ 2Q4 Bruce E. Judson Notary Public in and for the State of Washington Residing at: Steilacoom BRUCE E. JUDSON My appointment expires: 11-05-2018 NOTARY PUBLIC STATE OF WASHINGTON COMMISSION EXPIRES NOVEMBER 5, 2018 Page 2 of 2 LPB 10-05 'King County Recorder's Office We Access rlrgllE er,rnCT Recorders Office King County, Washington Fee Increase - June 12, 2014 Evche Tax Dof:!>EJnew Dtmrfa{ Menu • NewSearrh • Search Results • Help Document Detail )Cee—F lt:� , C L I "T l.;, U Instrument Number: 2701560 Sequence #: 0 Location Filed: DEFAULT Date Received: 11/1912014 11 54,37 AM Document Type: EXCISE TAX AFFIDAVITS Book: 000 Page: 000 Consideration: Image: @ Grantors . PAL -DO COMPANY INC Grantees FEDERAL WAY CITY OF Page 1 of 2 Search Sale Information Document Date Sale Amount Assessed Tax Amount Debt Amount Deduction 11113/2014 Property Information Property Type $8.200.000. 00 $145.965 00 Principal Use Tax Exempt Tax Notation No Property Ffacs Current Use Land Exempt Nonprofit Forest Land Mobile Home Historic Property Tax Related Name & Address Name Address City - State - Zip EDER=.L'vVAY CITY OF "FEDERAL',,VAY. 4'dA 95003 Tax Parcels # Parcel # Sale Price Municipality i 0921049017 S5 200.000 00 FEDERAL WAY Related Documents # Referenced Instrument Document Type Book Type Book Page Ref Type 1 20141119000539 WARRANTY DEED NONE 000 000 Internal Penalty Waived http://146.129.54.93:8193/docdetail.asp'?id jcwMxX]NZ%03%OFMVUhrQd%2FEA%3... 12/30/2014 First American 818 Stewart St Ste 800, Seattle WA 98101 �IIIYIIIIII512111I2III9I7 II 12/1 /2014 Order No.-691518 City of Federal Way 31620 23rd Ave S Ste 200 Federal Way WA 98003 Enclosed please find 1 attached documents. First American Title Insurance Company National Commercial Services �1CZ4 te." c `f Transmittal J Page Count 8 Owner's Policy of Title Insurance First American ISSUED BY =� First American Title Insurance Company POLICY NUMBER 'Owners Policy 5011453-691518 Any notice of claim and any other notice or statement in writing required to be given to the Company under this policy must be given to the Company at the address shown in Section 18 of the Conditions. COVERED RISKS SUBJECT TO THE EXCLUSIONS FROM COVERAGE, THE EXCEPTIONS FROM COVERAGE CONTAINED IN SCHEDULE B, AND THE CONDITIONS, FIRST AMERICAN TITLE INSURANCE COMPANY, a Nebraska corporation (the "Company'l insures, as of Date of Policy and, to the extent stated in Covered Risks 9 and 10, after Date of Policy, against loss or damage, not exceeding the Amount of Insurance, sustained or incurred by the Insured by reason of: 1. Title being vested other than as stated in Schedule A. 2. Any defect in or lien or encumbrance on the Title. This Covered Risk includes but is not limited to insurance against loss from (a) A defect in the Title caused by (i) forgery, fraud, undue influence, duress, incompetency, incapacity, or impersonation; (1i) failure of any person or Entity to have authorized a transfer or conveyance; (iii) a document affecting Title not properly created, executed, witnessed, sealed, acknowledged, notarized, or delivered; (iv) failure to perform those acts necessary to create a document by electronic means authorized by law; (v) a document executed under a falsified, expired, or otherwise invalid power of attorney; (vi) a document not properly filed, recorded, or indexed in the Public Records including failure to perform those acts by electronic means authorized by law; or (vii) a defective judicial or administrative proceeding. (b) The lien of real estate taxes or assessments imposed on the Title by a governmental authority due or payable, but unpaid. (c) Any encroachment, encumbrance, violation, variation, or adverse circumstance affecting the Title that would be disclosed by an accurate and complete land survey of the Land. The term "encroachment' includes encroachments of existing improvements located on the Land onto adjoining land, and encroachments onto the Land of existing improvements located on adjoining land. 3. Unmarketable Title. 4. No right of access to and from the Land. (Covered Risks Continued on Page 2) In Witness Whereof, First American Title Insurance Company has caused its corporate name to be hereunto affixed by its authorized officers as of Date of Policy shown in Schedule A. First American Title Insurance Company C1.1115)I'_; .I 1:11Yr1C1 V Jefiry S RaGmson 6@C6Ciory (This Policy is valid only when Schedules A and B are attached) This Jacket was created electronically and constitutes an original document Copyright 2006-2009 American Land Tide Association. All rights reserved. The use of this form is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association iForm 5011453 (7-1-14) IPage 1 of B ALTA Owner's Policy of Title Insurance (6-17-06) Washington COVERED RISKS (Continued) 5. The violation or enforcement of any law, ordinance, permit, or governmental regulation (including those relating to building and zoning) restricting, regulating, prohibiting, or relating to (a) the occupancy, use, or enjoyment of the Land; (b) the character, dimensions, or location of any improvement erected on the Land; (c) the subdivision of land; or (d) environmental protection if a notice, describing any part of the Land, is recorded in the Public Records setting forth the violation or intention to enforce, but only to the extent of the violation or enforcement referred to in that notice. 6. An enforcement action based on the exercise of a governmental police power not covered by Covered Risk 5 if a notice of the enforcement action, describing any part of the Land, is recorded in the Public Records, but only to the extent of the enforcement referred to in that notice. 7. The exercise of the rights of eminent domain if a notice of the exercise, describing any part of the Land, is recorded in the Public Records. B. Any taking by a governmental body that has occurred and is binding on the rights of a purchaser for value without Knowledge. 9. Title being vested other than as stated in Schedule A or being defective (a) as a result of the avoidance in whole or in part, or from a court order providing an alternative remedy, of a transfer of all or any part of the title to or any interest in the Land occurring prior to the transaction vesting Title as shown in Schedule A because that prior transfer constituted a fraudulent or preferential transfer under federal bankruptcy, state insolvency, or similar creditors' rights laws; or (b) because the instrument of transfer vesting Title as shown in Schedule A constitutes a preferential transfer under federal bankruptcy, state insolvency, or similar creditors' rights laws by reason of the failure of its recording in the Public Records (i) to be timely, or (ii) to impart notice of its existence to a purchaser for value or to a judgment or lien creditor. 10. Any defect in or lien or encumbrance on the Title or other matter included in Covered Risks 1 through 9 that has been created or attached or has been filed or recorded in the Public Records subsequent to Date of Policy and prior to the recording of the deed or other instrument of transfer in the Public Records that vests Title as shown in Schedule A. The Company will also pay the costs, attorneys' fees, and expenses incurred in defense of any matter insured against by this Policy, but only to the extent provided in the Conditions. EXCLUSIONS FROM COVERAGE The following matters are expressly excluded from the coverage of this policy, and the Company will not pay loss or damage, costs, attorneys' fees, or expenses that arise by reason of: 1. (a) Any law, ordinance, permit, or governmental regulation (including those relating to building and zoning) restricting, regulating, prohibiting, or relating to (i) the occupancy, use, or enjoyment of the Land; (ii) the character, dimensions, or location of any improvement erected on the Land; (iii) the subdivision of land; or (iv) environmental protection; or the effect of any violation of these laws, ordinances, or governmental regulations. This Exclusion 1(a) does not modify or limit the coverage provided under Covered Risk 5. (b) Any governmental police power. This Exclusion 1(b) does not modify or limit the coverage provided under Covered Risk 6. 2. Rights of eminent domain. This Exclusion does not modify or limit the coverage provided under Covered Risk 7 or 8. 3. Defects, liens, encumbrances, adverse claims, or other matters (a) created, suffered, assumed, or agreed to by the Insured Claimant; (b) not Known to the Company, not recorded in the Public IForm 5011453 (7-1-14) JPage 2 of 8 Records at Date of Policy, but Known to the Insured Claimant and not disclosed in writing to the Company by the Insured Claimant prior to the date the Insured Claimant became an Insured under this policy; (c) resulting in no loss or damage to the Insured Claimant; (d) attaching or created subsequent to Date of Policy (however, this does not modify or limit the coverage provided under Covered Risk 9 and 10); or (e) resulting in loss or damage that would not have been sustained if the Insured Claimant had paid value for the Title. 4. Any claim, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors' rights laws, that the transaction vesting the Title as shown in Schedule A, is (a) a fraudulent conveyance or fraudulent transfer; or (b) a preferential transfer for any reason not stated in Covered Risk 9 of this policy. 5. Any lien on the Title for real estate taxes or assessments imposed by governmental authority and created or attaching between Date of Policy and the date of recording of the deed or other instrument of transfer in the Public Records that vests Title as shown in Schedule A. ALTA Owner's Policy of Title Insurance (6-17-06) Washington CONDITIONS 1. DEFINITION OF TERMS The following terms when used in this policy mean: (a) "Amount of Insurance": The amount stated in Schedule A, as may be increased or decreased by endorsement to this policy, increased by Section 8(b), or decreased by Sections 10 and 11 of these Conditions. (b) "Date of Policy": The date designated as "Date of Policy" in Schedule A. (c) "Entity": A corporation, partnership, trust, limited liability company, or other similar legal entity. (d) "Insured": The Insured named in Schedule A. (i) The term "Insured" also includes (A) successors to the Title of the Insured by operation of law as distinguished from purchase, including heirs, devisees, survivors, personal representatives, or next of kin; (B) successors to an Insured by dissolution, merger, consolidation, distribution, or reorganization; (C) successors to an Insured by its conversion to another kind of Entity; (D) a grantee of an Insured under a deed delivered without payment of actual valuable consideration conveying the Title (1) if the stock, shares, memberships, or other equity interests of the grantee are wholly - owned by the named Insured, (2) if the grantee wholly owns the named Insured, (3) if the grantee is wholly -owned by an affiliated Entity of the named Insured, provided the affiliated Entity and the named Insured are both wholly -owned by the same person or Entity, or (4) if the grantee is a trustee or beneficiary of a trust created by a written instrument established by the Insured named in Schedule A for estate planning purposes. (ii) With regard to (A), (B), (C), and (D) reserving, however, all rights and defenses as to any successor that the Company would have had against any predecessor Insured. (e) "Insured Claimant": An Insured claiming loss or damage. (f) "Knowledge" or "Known": Actual knowledge, not constructive knowledge or notice that may be imputed to an Insured by reason of the Public Records or any other records that impart constructive notice of matters affecting the Title. (g) "Land": The land described in Schedule A, and affixed improvements that by law constitute real property. The term "Land" does not include any property beyond the lines of the area described in Schedule A, nor any right, title, interest, estate, or easement in abutting streets, roads, avenues, alleys, lanes, ways, or waterways, but this does not modify or limit the extent that a right of access to and from the Land is insured by this policy. (h) "Mortgage": Mortgage, deed of trust, trust deed, or other security instrument, including one evidenced by electronic means authorized by law. (i) "Public Records": Records established under state statutes at Date of Policy for the purpose of imparting constructive Form 5011453 (7-1-14) Page 3 of 8 notice of matters relating to real property to purchasers for value and without Knowledge. With respect to Covered Risk 5(d), "Public Records" shall also include environmental protection liens filed in the records of the clerk of the United States District Court for the district where the Land is located. (j) "Title": The estate or interest described in Schedule A. (k) "Unmarketable Title": Title affected by an alleged or apparent matter that would permit a prospective purchaser or lessee of the Title or lender on the Title to be released from the obligation to purchase, lease, or lend if there is a contractual condition requiring the delivery of marketable title. 2. CONTINUATION OF INSURANCE The coverage of this policy shall continue in force as of Date of Policy in favor of an Insured, but only so long as the Insured retains an estate or interest in the Land, or holds an obligation secured by a purchase money Mortgage given by a purchaser from the Insured, or only so long as the Insured shall have liability by reason of warranties in any transfer or conveyance of the Title. This policy shall not continue in force in favor of any purchaser from the Insured of either (i) an estate or interest in the Land, or (ii) an obligation secured by a purchase money Mortgage given to the Insured. 3. NOTICE OF CLAIM TO BE GIVEN BY INSURED CLAIMANT The Insured shall notify the Company promptly in writing (i) in case of any litigation as set forth in Section 5(a) of these Conditions, (ii) in case Knowledge shall come to an Insured hereunder of any claim of title or interest that is adverse to the Title, as insured, and that might cause loss or damage for which the Company may be liable by virtue of this policy, or (iii) if the Title, as insured, is rejected as Unmarketable Title. If the Company is prejudiced by the failure of the Insured Claimant to provide prompt notice, the Company's liability to the Insured Claimant under the policy shall be reduced to the extent of the prejudice. 4. PROOF OF LOSS In the event the Company is unable to determine the amount of loss or damage, the Company may, at its option, require as a condition of payment that the Insured Claimant furnish a signed proof of loss. The proof of loss must describe the defect, lien, encumbrance, or other matter insured against by this policy that constitutes the basis of loss or damage and shall state, to the extent possible, the basis of calculating the amount of the loss or damage. S. DEFENSE AND PROSECUTION OF ACTIONS (a) Upon written request by the Insured, and subject to the options contained in Section 7 of these Conditions, the Company, at its own cost and without unreasonable delay, shall provide for the defense of an Insured in litigation in which any third party asserts a claim covered by this policy adverse to the Insured. This obligation is limited to only those stated causes of action alleging matters insured against by this policy. The Company shall have the right to select counsel of its choice (subject to the right of the Insured to object for reasonable cause) to represent the Insured as to those stated causes of action. It shall not be liable for and will not pay the fees of any other counsel. The Company will not pay any fees, costs, or expenses incurred by the Insured in the defense of those causes of action that allege matters not insured against by this policy. ALTA Owner's Policy of Title Insurance (6-17-06) Washington CONDITIONS (Continued) (b) The Company shall have the right, in addition to the options contained in Section 7 of these Conditions, at its own cost, to institute and prosecute any action or proceeding or to do any other act that in its opinion may be necessary or desirable to establish the Title, as insured, or to prevent or reduce loss or damage to the Insured. The Company may take any appropriate action under the terms of this policy, whether or not it shall be liable to the Insured. The exercise of these rights shall not be an admission of liability or waiver of any provision of this policy. If the Company exercises its rights under this subsection, it must do so diligently. (c) Whenever the Company brings an action or asserts a defense as required or permitted by this policy, the Company may pursue the litigation to a final determination by a court of competent jurisdiction, and it expressly reserves the right, in its sole discretion, to appeal any adverse judgment or order. 6. DUTY OF INSURED CLAIMANT TO COOPERATE (a) In all cases where this policy permits or requires the Company to prosecute or provide for the defense of any action or proceeding and any appeals, the Insured shall secure to the Company the right to so prosecute or provide defense in the action or proceeding, including the right to use, at its option, the name of the Insured for this purpose. Whenever requested by the Company, the Insured, at the Company's expense, shall give the Company all reasonable aid (i) in securing evidence, obtaining witnesses, prosecuting or defending the action or proceeding, or effecting settlement, and (ii) in any other lawful act that in the opinion of the Company may be necessary or desirable to establish the Title or any other matter as insured. If the Company is prejudiced by the failure of the Insured to furnish the required cooperation, the Company's obligations to the Insured under the policy shall terminate, including any liability or obligation to defend, prosecute, or continue any litigation, with regard to the matter or matters requiring such cooperation. (b) The Company may reasonably require the Insured Claimant to submit to examination under oath by any authorized representative of the Company and to produce for examination, inspection, and copying, at such reasonable times and places as may be designated by the authorized representative of the Company, all records, in whatever medium maintained, including books, ledgers, checks, memoranda, correspondence, reports, e-mails, disks, tapes, and videos whether bearing a date before or after Date of Policy, that reasonably pertain to the loss or damage. Further, if requested by any authorized representative of the Company, the Insured Claimant shall grant its permission, in writing, for any authorized representative of the Company to examine, inspect, and copy all of these records in the custody or control of a third party that reasonably pertain to the loss or damage. All information designated as confidential by the Insured Claimant provided to the Company pursuant to this Section shall not be disclosed to others unless, in the reasonable judgment of the Company, it is necessary in the administration of the claim. Failure of the Insured Claimant to submit for examination under oath, produce any reasonably requested information, or grant permission to secure reasonably necessary information from third parties as required in this subsection, unless prohibited by law or governmental regulation, shall terminate any liability of the Company under this policy as to that claim. aForm 5011453 (7-1-14) IPage 4 of 8 7. OPTIONS TO PAY OR OTHERWISE SETTLE CLAIMS; TERMINATION OF LIABILITY In case of a claim under this policy, the Company shall have the following additional options: (a) To Pay or Tender Payment of the Amount of Insurance. To pay or tender payment of the Amount of Insurance under this policy together with any costs, attorneys' fees, and expenses incurred by the Insured Claimant that were authorized by the Company up to the time of payment or tender of payment and that the Company is obligated to pay. Upon the exercise by the Company of this option, all liability and obligations of the Company to the Insured under this policy, other than to make the payment required in this subsection, shall terminate, including any liability or obligation to defend, prosecute, or continue any litigation. (b) To Pay or Otherwise Settle With Parties Other Than the Insured or With the Insured Claimant. (i) To pay or otherwise settle with other parties for or in the name of an Insured Claimant any claim insured against under this policy. In addition, the Company will pay any costs, attorneys' fees, and expenses incurred by the Insured Claimant that were authorized by the Company up to the time of payment and that the Company is obligated to pay; or (ii) To pay or otherwise settle with the Insured Claimant the loss or damage provided for under this policy, together with any costs, attorneys' fees, and expenses incurred by the Insured Claimant that were authorized by the Company up to the time of payment and that the Company is obligated to pay. Upon the exercise by the Company of either of the options provided for in subsections (b)(i) or (ii), the Company's obligations to the Insured under this policy for the claimed loss or damage, other than the payments required to be made, shall terminate, including any liability or obligation to defend, prosecute, or continue any litigation. S. DETERMINATION AND EXTENT OF LIABILITY This policy is a contract of indemnity against actual monetary loss or damage sustained or incurred by the Insured Claimant who has suffered loss or damage by reason of matters insured against by this policy. (a) The extent of liability of the Company for loss or damage under this policy shall not exceed the lesser of (i) the Amount of Insurance; or (ii) the difference between the value of the Title as insured and the value of the Title subject to the risk insured against by this policy, (b) If the Company pursues its rights under Section 5 of these Conditions and is unsuccessful in establishing the Title, as insured, (i) the Amount of Insurance shall be increased by 10%, and (ii) the Insured Claimant shall have the right to have the loss or damage determined either as of the date the claim was made by the Insured Claimant or as of the date it is settled and paid. (c) In addition to the extent of liability under (a) and (b), the Company will also pay those costs, attorneys' fees, and expenses incurred in accordance with Sections 5 and 7 of these Conditions. ALTA Owner's Policy of Title Insurance (6-17-06)1 Washingtoni CONDITIONS (Continued) 9. 10. 11. 12. 13. 14. LIMITATION OF LIABILITY (a) If the Company establishes the Title, or removes the alleged defect, lien, or encumbrance, or cures the lack of a right of access to or from the Land, or cures the claim of Unmarketable Title, all as insured, in a reasonably diligent manner by any method, including litigation and the completion of any appeals, it shall have fully performed its obligations with respect to that matter and shall not be liable for any loss or damage caused to the Insured. (b) In the event of any litigation, including litigation by the Company or with the Company's consent, the Company shall have no liability for loss or damage until there has been a final determination by a court of competent jurisdiction, and disposition of all appeals, adverse to the Title, as insured. (c) The Company shall not be liable for loss or damage to the Insured for liability voluntarily assumed by the Insured in settling any claim or suit without the prior written consent of the Company. REDUCTION OF INSURANCE; REDUCTION OR TERMINATION OF LIABILITY All payments under this policy, except payments made for costs, attorneys' fees, and expenses, shall reduce the Amount of Insurance by the amount of the payment. LIABILITY NONCUMULATIVE The Amount of Insurance shall be reduced by any amount the Company pays under any policy insuring a Mortgage to which exception is taken in Schedule B or to which the Insured has agreed, assumed, or taken subject, or which is executed by an Insured after Date of Policy and which is a charge or lien on the Title, and the amount so paid shall be deemed a payment to the Insured under this policy. PAYMENT OF LOSS When liability and the extent of loss or damage have been definitely fixed in accordance with these Conditions, the payment shall be made within 30 days. RIGHTS OF RECOVERY UPON PAYMENT OR SETTLEMENT (a) Whenever the Company shall have settled and paid a claim under this policy, it shall be subrogated and entitled to the rights of the Insured Claimant in the Title and all other rights and remedies in respect to the claim that the Insured Claimant has against any person or property, to the extent of the amount of any loss, costs, attorneys' fees, and expenses paid by the Company. If requested by the Company, the Insured Claimant shall execute documents to evidence the transfer to the Company of these rights and remedies. The Insured Gaimant shall permit the Company to sue, compromise, or settle in the name of the Insured Claimant and to use the name of the Insured Claimant in any transaction or litigation involving these rights and remedies. If a payment on account of a claim does not fully cover the loss of the Insured Claimant, the Company shall defer the exercise of its right to recover until after the Insured Claimant shall have recovered its loss. (b) The Company's right of subrogation includes the rights of the Insured to indemnities, guaranties, other policies of insurance, or bonds, notwithstanding any terms or conditions contained in those instruments that address subrogation rights. ARBITRATION Either the Company or the Insured may demand that the claim or controversy shall be submitted to arbitration pursuant to the Title Insurance Arbitration Rules of the American Land Title (Form 5011453 (7-1-14) Page 5 of B Association (Rules'l. Except as provided in the Rules, there shall be no joinder or consolidation with claims or controversies of other persons. Arbitrable matters may include, but are not limited to, any controversy or claim between the Company and the Insured arising out of or relating to this policy, any service in connection with its issuance or the breach of a policy provision, or to any other controversy or claim arising out of the transaction giving rise to this policy. All arbitrable matters when the Amount of Insurance is $2,000,000 or less shall be arbitrated at the option of either the Company or the Insured. All arbitrable matters when the Amount of Insurance is in excess of $2,000,000 shall be arbitrated only when agreed to by both the Company and the Insured. Arbitration pursuant to this policy and under the Rules shall be binding upon the parties. Judgment upon the award rendered by the Arbitrator(s) may be entered in any court of competent jurisdiction. 15. LIABILITY LIMITED TO THIS POLICY; POLICY ENTIRE CONTRACT (a) This policy together with all endorsements, if any, attached to it by the Company is the entire policy and contract between the Insured and the Company. In interpreting any provision of this policy, this policy shall be construed as a whole. (b) Any claim of loss or damage that arises out of the status of the Title or by any action asserting such claim shall be restricted to this policy. (c) Any amendment of or endorsement to this policy must be in writing and authenticated by an authorized person, or expressly incorporated by Schedule A of this policy. (d) Each endorsement to this policy issued at any time is made a part of this policy and is subject to all of its terms and provisions. Except as the endorsement expressly states, it does not (i) modify any of the terms and provisions of the policy, (ii) modify any prior endorsement, (iii) extend the Date of Policy, or (iv) increase the Amount of Insurance. 16. SEVERABILITY In the event any provision of this policy, in whole or in part, is held invalid or unenforceable under applicable law, the policy shall be deemed not to include that provision or such part held to be invalid, but all other provisions shall remain in full force and effect. 17. CHOICE OF LAW; FORUM (a) Choice of Law: The Insured acknowledges the Company has underwritten the risks covered by this policy and determined the premium charged therefor in reliance upon the law affecting interests in real property and applicable to the interpretation, rights, remedies, or enforcement of policies of titie insurance of the jurisdiction where the Land is located. Therefore, the court or an arbitrator shall apply the law of the jurisdiction where the Land is located to determine the validity of claims against the Title that are adverse to the Insured and to interpret and enforce the terms of this policy. In neither case shall the court or arbitrator apply its conflicts of law principles to determine the applicable law. (b) Choice of Forum: Any litigation or other proceeding brought by the Insured against the Company must be filed only in a state or federal court within the United States of America or its territories having appropriate jurisdiction. 18. NOTICES, WHERE SENT Any notice of claim and any other notice or statement in writing required to be given to the Company under this policy must be given to the Company at First American Title Insurance Company, Attn: Claims National Intake Center, 1 First American Way; Santa Ana, CA 92707. Phone: 888-632- 1642. ALTA Owner's Policy of Title Insurance (6-17-06) Washington! First American Schedule A Owner's Policy of Title Insurance ' ISSUED BY i First American Title Insurance Company POLICY NUMBER 691518 Name and Address of Title Insurance Company: First American Title Insurance Company, 1 First American Way, Santa Ana, CA 92707. File No.: NCS-691518-WA1 Address Reference: 2141 South 314th Street, Federal Amount of Insurance: $8,200,000.00 way, WA 98003 Premium: $7,360.00 Date of Policy: November 19, 2014 at 11:55 A.M. 1. Name of Insured: City of Federal Way, a Washington municipal corporation 2. The estate or interest in the Land that is insured by this policy is: Fee Simple 3. Title is vested in: City of Federal Way, a Washington municipal corporation 4. The Land referred to in this policy is described as follows: LOT 4 OF KING COUNTY LOT LINE ADJUSTMENT APPLICATION NO. 8611006 APPROVED DECEMBER 2, 1986 BY MR. LANNY HENNOCH, KING COUNTY PLANNER, AND AS SHOWN AND SO DESIGNATED ON THAT CERTAIN RECORD OF SURVEY RECORDED IN VOLUME 52 OF SURVEYS, PAGES 220 AND 220A, RECORDED DECEMBER 12, 1986 UNDER RECORDING NUMBER 8612129019, IN KING COUNTY, WASHINGTON; EXCEPT THAT PORTION CONVEYED TO KING COUNTY FOR SOUTH 316TH STREET BY DEED RECORDED UNDER RECORDING NUMBER 20020429001853. IForm 5011453 (7-1-14) IPage 6 of 8 ALTA Owner's Policy of Title Insurance (6-17-06) Washington First American Schedule B File No.: NCS-691518-WAl Owner's Policy of Title Insurance ISSUED BY First American Title Insurance Coml POLICY NUMBER 691518_ EXCEPTIONS FROM COVERAGE This policy does not insure against loss or damage, and the Company will not pay costs, attorneys' fees, or expenses that arise by reason of: Part One: 1. Taxes or assessments which are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the public records. 2. Any facts, rights, interests, or claims which are not shown by the public records but which could be ascertained by an inspection of said land or by making inquiry of persons in possession thereof. 3. Easements, claims of easement or encumbrances which are not shown by the public records. 4. Discrepancies, conflicts in boundary lines, shortage in area, encroachments, or any other facts which a correct survey would disclose, and which are not shown by the public records. 5. Any lien, or right to a lien, for services, labor or materials or medical assistance heretofore or hereafter furnished, imposed by law and not shown by the public records. 6. (A) Unpatented mining claims; (B) Reservations or exceptions in patents or in Acts authorizing the issuance thereof; (C) Water rights, claims or title to water; whether or not the matters excepted under (A), (B) or (C) are shown by the public records; (D) Indian Tribal Codes or Regulations, Indian Treaty or Aboriginal Rights, including easements or equitable servitudes. 7. Any service, installation, connection, maintenance, construction, tap or reimbursement charges/costs for sewer, water, garbage or electricity. Part Two: 1. Easement for ingress and egress, in favor of adjacent property owner as disclosed by instrument recorded under Recording No. 4772705. 2. Right to make necessary slopes for cuts or fills upon said premises for roads as granted by deed recorded September 23, 1977 under recording no. 7709230613. 3. The terms, provisions and easement(s) contained in the document entitled "Operation and Easement Agreement" recorded December 19, 1986 as Recording No. 8612191598 of Official Records. Rom5011453 (7-1-14) Page 7 of 8 ALTA Owner's Policy of Title Insurance Ofi) Waashingshington Document(s) declaring modifications thereof recorded April 7, 1987 and December 22, 2010 as Recording No. 8704071270 and 20101222000937 of Official Records. The effect of a document entitled 'Termination and Release of Purchase Option Rights", recorded July 18, 2005 as Recording No. 20050718000838 of Official Records. 4, The terms and provisions contained in the document entitled "Agreement" recorded July 2, 1987 as Recording No. 8707021445 of Official Records. Document(s) declaring modifications thereof recorded November 17, 1987 and March 10, 1989 as Recording Nos. 8711170808 and 8903100616 of Official Records. 5. Easement, including terms and provisions contained therein: Recording Information: 8711090694 In Favor of: Puget Sound Power & Light Co. For: Electric transmission and/or distribution system 6. Easement, including terms and provisions contained therein: Recording Information: 8804130853 In Favor of: For: Federal Way Water and Sewer District Water facilities 7. Easement, including terms and provisions contained therein: Recording Information: 8903130454 In Favor of: Federal Way Water and Sewer District, a municipal corporation For: Sewer facilities 8. Right to make necessary slopes for cuts or fills upon said premises for street as granted by deed recorded April 29, 2002 under recording no. 20020429001853. 9. Easement, including terms and provisions contained therein: Recording Information: 20040505003166 In Favor of: City of Federal Way For: Traffic signal 10. Covenants, conditions, restrictions and/or easements: Recorded: May 22, 2007 Recording No.: 20070522002780 11. The terms and provisions contained in the document entitled "Declaration of Reciprocal Access Easement and Maintenance Agreement" recorded December 22, 2010 as Recording No. 20101222000939 of Official Records. 12. 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. Form 5011453 (7-1-14) Page 8 of 8 ALTA owner's Policy of Title Insurance (6-17-06) Washington e e k: 0-1 LUA L .� i d r F N R �f+ AL r- - i11 w d a3 ?48 o. g 6 - 2 E j-.3 6 3 1 y C O O C � E C y E �-� 2• m $'E E Q3 Eyad N 12 U - U ai 22 c : m E r o� O1 E E cE� � U y ff to 't E 2 �7,5 kWh 4_ t RetOm Address: City of Federal Way Ann! Iohn Mulkey, Street Systems Project Engineer 20 33325 8th Avenue south CITY OF FEDERA WD 65.00 PAGE-001 OF 004 PO Rox9718. 02/17/2011 09:49 FederaYWay.*A98063.9718 KING COUNTY, WA 02/17/2011 09:49 KING COUNTY, WA $t0.00 SALE $0.00 PAGE-001 OF 001 r STAT[TPORY WARRANTY DEED s.', Grantor {s]': ClT'r_OF FJtDE$A.L WAY, a.Nasllirrgtnn municipal corporation GRANTEE (S):CITY OF FEDERAL WAY, A WASNINGTON MUNICIPAL CORPORATION Legal Description:- .That portion of et 3 6f Survoy recorded in Volume 52 of Surveys, page 220 under recording number 861:2129 t.9, in King County Washington; Together with -easements for vehicular and pedestrian access and parking as created under recording number-861219159S.arid as modified under recording number 8704071270. SEGREGATION REQUIRED ADDITIONAL LEGAL(S) ON: )EXRtBix "A'•' ASSESSOR'S TAX PARCEL ID#(S): Wt..104-9166 The• Grantor, CITY OF FEDERAL WAY, a Washington 7mudictpal'•cdipa:tiolt, for and in consideration of Ten Dpllms ($10.00), conveys and warrants to the 'CITY OF FEDERAL WAY, a Washington municipal corporation, for the purpose of right -of -wad; the; teak property desoibed in Exhibit "A" and:depicted id Exhibit "A-l" herewith attached and made a part hereof, - �P AFeAW Tn c0A4WcT • ��Iazr7��S9 • E Zrf7898�f 2011507010012.33;FEDERAL WAY CI WD 75.00 OF 004 07/01/2015 I5:05 KING COUNTY, 149 E2740578 07/01 /2015 15:05 f PARCEL: 092104-9166 KINNG COUNTY, WATAX $10.00 SALE $0.00 PAGE-001 OF 001'•, { i- y: DATED THIS l� day of ,2011. GRAi4TQR! :CrIY QlFfED&AL WAY Ar 0ary,M; Roe,,.F ., Dkem ofPariis, Public Works and Emergency Management -�3325 A" Avenue 5 Federal Way, Wf 98003-6325 - r _ STATE OF WASITYNGTON 1 • f ti5. County of K N G ) On this }i1 day of 2011, before me personally appeared CARY M. ROE; •9.E.,and §Si4pem6n a6kngw1edgeii.that he signed this instrument, on oath stated that he was authorized to execute file instrument and acknowledged it as the Director of Parks, Public Works and Emergency Management f6i the Cityof Federal Way, to he the free and voluntary act of such party for the uses and purposes mentioned in the histraMent. GIVEN my hand and official seal the day and°.ygari-iast above written.. . CAROL ANN MCIEI.LY Notary (Print name)-. !NOTARY PtT!'l X Notary Public in andTorbe:swe of STATE OF WABFMMG1rdK Residing at 'ReA WA pp = My Appointment expires lZ Z. 2012- DECEMBER 27 zo12 PARCEL: 092104-9166 EXHIBIT A PARCEL NO.092104-9166 RIGHT OF WAY x i THEE EVEN FEET OF THE HEREINAFTER DESCRIBED PARCEL A" CQ►VTA.INING 3�36.00.5QUARE FEET; MORE OR LESS r PARCEL "A (PER CHICAGO TITLE .INSURNACE QOMi AN ORDER NO. 1316532, DATED NOVEMBER LOT 3 OF SURVEY RECORDED IN VOLUME 52 OF SURVEYS, PAGE 220, UNDER RECORDING NUMp.ER 86f212901P JNKUtb COUNTY WASHINGTON; TOGETHER WITH EASEMENTS FOR VEHICULAR AND PEDESTRIAN ACCESS AND PARKING AS CREATED UNDER RECORDING )Y[ M6j5R 861219 I598 AND AS MODIFIED UNDER RECORDING NUMj8ER 8704071270. : t• — — — ----_------_------- PUBLIC' WORKS EXHIBIT A-1 Ve;illeral Way DEPARTMENT': PARCEL NO. 092104-9166 FILE: PACC ROW RIGHT: , ,.',OF WAY a Return Address: 20i150701001232 City'.ffedetsl Way FEDERAL UAY CI UD 75-00 'Attn: William Applelon, P.E., Deputy Public PAGE-091 OF 094 3$325:8"•'' Ave 5 K KING t COUNTY, 5UA5 .Federal Way.' WA98003.6325 fry E2740577 -•L;• w.•+' - KING COUNTY, WATAX 519.00 �• SALE SO 00 PAGE-001 OF 001 . �Arr•.0 .. Y s �s^ STA1uTgR-V:WARRANTY DEED Grantor (s); CrFY OF FFDEFLkL WAY, a Washington municipal corporation Grantee (s), CITY-6F FEDI 12AL WAY, a WAhin$ion municipal corporation sc Property Legal Deription (abbreviated )- A portion of Lot 3 of Survey recorded in Volume 52 of Surveys, pagi 22a,unde recording number 8612129019 in King County, Washington. Additional Legal(§) on Ealhibil:A Assessor's Tax Parcel [E3N[s]: 692104-9166 THE GRANTOR.3he City of Federal Way, a Washington mpructpai corporation, for and in consideration of Ten Dollars ($I&-W) and o}her good and valuable consideration, conveys and warrants to the CITY OF FEDERAL WAY, i.W astlington municipal corporation, For the purpose of right-of-way, all of its right, title and interest, and tusy Ater 6cquirediinterest therein, in and to the following described real property situated in County of King, Stato of )Vasltingtan: Thal. portion of Lot 3 of Survey recorded in Vehime 51of Survcps. page 220 under recgrding rtumi�r 8612129019, in King County, Washington:. Fu(i legil description of Property attached hereto as:Exllibit "A and incorporated hereon by tI{ls re- eregGe. Graph ically.depicted and attached hereto as Rxhibil "A -I" and incorporated herein -by this refeFence. DATED THIS _�'�_. day of �T- CItA OR .: eras y Pcrfarming.Aos and Conference Center By (si zo*) (typedlprintCd nl6le) ( title) x%. i 'S ATE OF WASHINGTON y y ss. �.A GOLRiTY OF KING f O' this. day person WanSal Ily appeared before me numto me own to be Drecto {he ` :'c o� t nn t mat the foregoing g�� WM D. ��Y NOTARY PUBLIC PUBLIC insitutoent, and acknowitAged thtsaid instrument to STATE STATE ;1r +�.a� I A TO be=the free and} volisntary act and deed of. said corporation. Fear the uses and purposes therein A�li1L Yi c I7 ment*cd, Ad oP oath stated :thahh .was' authorfW to ex"ute said lastrument and; that •thC seal afrikcd, if.any..is the corporate seal 0 said corporation. " GIVEN niy, hand and official seal this. 2Z day of _ 2R LAM '0 not sign reY . ani D. (1yp6&printednarmuFnotar0q .: Notary Public in and For th Stale of Washington. r" •: My camtnission expires G iaw1Ltwru -deddeter drw tll.t5 EXHIBIT A PARCEL NO.092104-9166 RIGHT OF WAY DESCRIPTION THA T'PORTION OF THE HEREINAFTER DESCRIBED PARCEL BEING MORE i PARTICULARL Y DESCRIBED AS FOLLOWS: BEGINNING AT -THE NORTHWEST CORNER OF SAID PARCEL; THENCE ALONG THE EAS TEPL Y'MARGIN OF 20- AVENUE SOUTH S 00'f i'33" E 55-00 FEET.' THE[YCE S.89°56'0i" E 9.00 FEET;, THENCE N 00-1133" W 20.00 FEtt. ; THENCE S 89°50'0'1"E 30$.99 FE47 TO THE EAST LINE OF SAID PARCEL; -THENCE ALONG•SA6 EAST LINE -000972'$8" 35.00 FEET TO THE NORTHEAST CORNER OF SAID PRRCEL; THENCE ALONG THE NORTH LINE_ OF SAID PARCEL N 89 "50'01 " W 312.08 FEET TO THE POINT OF SEQi !YNING TOGETHER WITH THE SOUTH 1.00 FEET OF SAID PARCEL, - CONTAINING 13.161 SOUARE-FEET. MORE OR LESS. PARCEL {PER CHiCAGO TITLE INSURANCE COMPANY LIRDER NO. 1•-316-532, DATED NOVEAfBER 15. 2010.) LOT 3 OF SURVEY RECORDED IN VOLUME 5k:O)= Si1RVE'YS,'PA13E 220, UNQFR KING COUNTY RECORDING NUMBER 8612129019. EXCEPTING THEREFROM THE WEST 7 FEET CONVEYED FOR RIGHT-OF-WAY PURPOSES BY.STATUTOPY WARRANTY'DEED RECORDED FEBRUARY 17, 2011 AS RECORDING N0. 20110217000059. _ x` Yrtse;,.+° _3�• . 1 PARCEL 092104-9166 aw K S i I -3D' + ROW POB N89'50'01"W 3t2 aB 55' T• 3g• 35` *DE. R1IT OF WAY N TS f ALONG S 1,14TH ST 3'r' ' I n6w 3 LEGEND a? ,WIDE RENT OF WAY i4 TRUE POINT ALONG 20TH AVE S cv OF BEGINNING - AREA = 1 t,08] SF t o ® DEDICATION AREA o z TOTAL RIGHT 'C1F ;*AY z DEDICATION. = 13,161 SF"- i I (-r)I LOT 3 PER R05' 86121 A9 l 9 ' 'NO: ..iROA �11•ia PARCEL 'o W- C 092104-91fiG ,r �� ufr "'�� ,"7� NE Y4. Sw Y4, SEC. 9. 'T,. 21 t4• R. 4 E. WILLAMETTE MERIDIAW '•t�ttt 3' WIDE RIGHT OF WAY ��x�L ALONG S 316TH ST ;A.0 AR.A = 2,080 SF t 7' N59'50'01 W Row 6 TH S Tj? EE T r --PUB)_IC :WORKS EXHIBIT A-1 �Qerdl WaY DEPARTMENT PAR'0EL NO. 092104-9166 FILE: PAEC ROW :RIGHT OF WAY Return Address: -City of Federal Way Ann` E J. Waish,'P:E. Deputy+ Public Works Director 3-3325 8th;'Ave;S Federal Way, WA 980033 6525 201612230M708 -cl-TY OF MIRA D PAGE- , 16, 1 12/2 KING3COUNTY , SWAB ;RIGHT -OF ..WAY ©EDICATION TO THE CITY:OF:VEDMAL WAY Dedicator: CITY OF FEDERAL WAY, a Washingtorrmunicipal corporation: Dedicatee: CITY OF FEDERAL WAY, a Washinngton municipal corpoidtipn Property Legal Description (abbreviated): A-.porrion 'of Lot 3 of Stkrvey recorded in Volume 52 of Surveys, page 220 under retarding number 861-2121019 in King County; WaSftingt6n, Assessor's Tak Parcel ID No.: 092104-9166 THE DEDICATOR, CITY OF FEDERAL WAY, a Wasliingtan municipal 0orporation, as fee simple owner offfice real property described in Exhibit A, dedicates, grawp;-ciitweys and' warrants to the DEDICATEE; CITY OF FEDERAL WAY, a Washington munii ipat corporation, in fee and not as an easement, for the.purpase of right -of --way and utility uses, all of its rights, title and, int0ests, and any after -acquired in terests:therein, in and to the real property described in Exltibit A,.[dep.lcted in Exhibit A-1, and.situated in King Cou11ty, Washington. -DATED ;FN1S Z. _ day of r , 20% 6 Sig: hature.Pag Follows E2841381 12/23/2016 15:08 KING SALE COUNTY, uA is0 re vAGE;-.sai- OF 001 { DEDI TOR: CI Y F FEDERALWY By. Marwan Salloum, PE Public Works Director STATE OlY WASOINGTON ): ss.: COUNTY OF KFNG. _ } On this day personally appeared before me. Marwan-Salloum, to fhe known to be the Public Works Director of the City of -,Federal Way, that executed th-e foregoing instrument, and acknowledged the said instrument -to be tbe' free and v-61pritary act-4nd deed of said municipality, For the uses and purposes therein mentioned,;dnd on oath stated thathe was authorized to execute said instrument. GIVEN.my hand and official seal thisom 'day of , 201� -tjrF'�'1► r name of nptar fps(typed/printedY) r Notary Public in and for the $iatq of Washington. y .. • My commission expires 111� SATempVn Progress\E! - PACC ExhlbitAI :ED docs.doc G:\Ia%vforms\ROW City Dedication.doc EXHIBIT `A' EGAL:� rite I cumin DEDICATION AREA: A PORTION 0''F LOT 3 OF SURVEY -RECORDED- IN VOLUME 52 OF SURVEYS, PAGE 220, UNDER RECORDING NUMBER 8612429019', 1N KING COUNTY WASHINGTON. BEGINNING AT THE -SOUTHEAST CORNER.OF SAID LOT 3; THENCE NORTH 010 29' 05".EAST A DISTANCE OF--7.00 FEET AND THE TRUE POINT OF BEGINNING; THENCE NORTH 880 18' 18" WEST A DISTANCE OF .160.25 FEET.;. THENCE NORTH 61 ° 25' 24" EAST A QISTANCE OF 13-4.89 FEET; THENCE SOUTH 88° 18' 18" EAST A 0ISTANCE OF 43.50 FEET; THENCE SO-UTH 0129' 05" WEST A DISTANCE OF 68.0a' FEET, TO THE TRUE POINT OF BEGINNING. CONTAINING AN AREA,OF 6.,927.50 SQUARE FEET EXHIBIT'A-1' Return,iAddress: City_of F'ederM Way Attn:1:J. Wad§h, P:E. [7puty Public Works Director .33325 8tb Ave:5 =` Federal dray, -WA 984D34h5-= l 2�i61��30�1 709 CITY OF FE09 paj_eo OF 034 I3UT160KNGCOlNTYWA E2841382 .•-12l23/2M MOB 5 XG COUNTY, OF S10.00 TAI $D 00 PAGtr—eel OF 003 ILE BIGHT -OF -WAY DEDICATION TO THE CITY OF 'FEI7ERAL WAY Dedicator: CITY OF FEDERAL WAY, a.WaOing[on municipal c6rporafi0n Dedicatee: CITY OF FEDERAL WAY,A W.ashitttdn m.dnicipal corporation Property Legal Description (abbreviated): A,por#ion of Lot 4 of Suirvey recardeo- in Volume 52 of Surveys, page 2�0 under recording number 96 2129019--in. King County, Washington,. Assessor's Tax Parcel ID No.: 092104-9017 T14E DEDICATOR, CITY OF FEDERAL WAY, a Wash-Ingtan municipal .corporation, as fee simple o►> ner of the real property described in Exhibit A, dedibates, grants; codveys anti wailrants to the DEDICATEE; CITY OF FEDERAL WAY, a Washington municipaf corporation, in fee and not as an casement, far the.ourpose of right-of-way and utility uses, all of its 6ghts,..title,andE interests, and any after�cquired interests. the in,: in and to the real property described in ExhibitA,,depicteo'in Exhibit A- 1, and situated in, King County, Wa�h,ingt on_ DATED lil's 2:, . day al_�� Signatbre:PagO Follows DEDI ATOR: CI Y E FEDE WaV By. Mar%van Salloum, PE Public Works Director STATE OF WASWNGTON ): 55. COUNTY OF KING - } On this day personally appeared before me Marwari"Sal•loum, to tine known to be the Public Works Director of the City of l~edoral . Way, :that executed the foregoing instrument, and acknowledged the said instrument to be the freeAnd yoluntar-y act and deed of said municipality, for the uses and purposes therein mentioned; and on -oath stated that. -he was authorized to execute said instrument_ GIVEN my hand and official seal this day of 20 �t°N �''�•► ` ►4r�� (typed/printed name of notary) oY'� p • A « '' �s � Notary Public in and for the S €e o Washington. XQ My commission expires rrr �t1LLNYYYY r, r►ltilOP'WAsPt+�� SATemp\In Progress\E) - PACC Exhibits\DEED docs.doc G;\1a%v1brms\R0W City Dedication.doc EXHIBIT `A' LEGAL DESCRIPTION OF DEDICATION AREA: A PORTION OF LOT 4 OF`SQRVEY RECORDED IN VOLUME 52 OF SURVEYS, PAGE 220, UNDER RECORDING NUMBER 8612129019,:IN, KING COUNTY WASHINGTON: BEGINNING AT THE -SOUTHWEST CORNtR OF SAID LOT 4; THENCE NORTH 01° 29'- 05' FAST A DISTANCE OF 75.00 FEET;, THENCE SOUTH 880 18' 1-8.7'EAST A DISTANCE.OF 147:50 FEET; THENCE SOUTH 01 ° 29' 05" WEST A DISTANGaE OF.-75.00 FEET; THENCE NORTH 88° 18' 18" WEST:A DI-STANd OF 1-47:54 FEET, TO THE POINT OF BEGINNING. CONTAINING AN AREA OF 11,062,60 SQUARE FEET 88' 18' 18" E {1477,50'0' DEDICATION AR8-A o Lo 11.062,60 SF tti N 147.50' N8S"18' -lap W S. J16 TH 5TRE' _T CITY OF FEDERAL WAY COMMUNITY DEVELOPMENT DEPARTMENT DEVELOPMENT REVIEW COMMITTEE TRANSMITTAL DATE: 10-10-16 TO: Cole Elliott, Development Services Manager Peter Lawrence, Plans Examiner Brian Asbury, Lakehaven Utility District Vince Faranda, South King Fire & Rescue Rick Perez, City Traffic Engineer FROM: Stacey Welsh, Plannir!g FOR DRC MTG. ON: 10-20-16 - Completeness/technical comments FILE NUMBER(s): 16-104921-00-SU RELATED FILE NOS.: None PROJECT NAME: TCIII Boundary Line Adjustment PROJECT ADDRESS: 31510 PETE VON REICHBAUER WAY S ZONING DISTRICT: CC-F PROJECT DESCRIPTION: Move property line between lots 3 & 4 east 147.5 feet. LAND USE PERMITS: Boundary Line Adjustment PROJECT CONTACT: City of Federal Way EJ Walsh 33325 8th Ave S Federal Way, WA 98003 MATERIALS SUBMITTED: Master Land Use Application Title Report BLA (2 sheets) 4 k IT F CITY Federal Way APPLICATION NO(S)I ( RECEIVE ,21 LAND USE APPLICATION $PARTMENT OF COMMUNITY DEVELOPMENT SERVICES 33325 8`h Avenue South OCT 07 2016 Federal Way, WA 98003-6325 253-835-2607;Fax 253-835-2609 CITY OF FEDERAL WAY w�.vwxityotfedcrai_way eom CDS C)4492 f Joo _%) Date 101.5 Project Name 1 C.-- — � ac L� �� AJ �U'21VVV�+mot Pro ertyAddress/Loeation �oc-Hbrl pF 1-1 1ja � she, /\ SW \f4 Se-c-9 T Z 1J p Parcel Number(s) N 1> lJ 31510 �etiz 09 Z l OLi91 �6 oof-LIcDgo1o17 Project Description �V\OV e-C 4 ►�Q1 ��``� L�YN OtS PUP A QlP PRINT Type of Permit Required Annexation Binding Site Plan 'A Boundary Line Adjustment Comp Plan/Rezone Land Surface Modification Lot Line Elimination Preapplication Conference Process I (Director's Approval) Process II (Site Plan Review) Process III (Project Approval) Process IV (Hearing Examiner's Decision) Process V (Quasi -Judicial Rezone) Process VI SEPA w/Project SEPA Only Shoreline: Variance/Conditional Use Short Subdivision Subdivision Variance: Commercial/Residential Required Information (, r-- Zoning Designation r - -0— Comprehensive Plan Designation A) l k Value of Existing Improvements 1 J ).x Value of Proposed Improvements International Building Code (IBC): N1 A Occupancy Type Construction Type Applicant Name: C_ i, c l ec,.l Address: Av-e- 5 City/State: Zip: 11$003 Phone: Fax: 2S Email: C Signature: Agent (if different than Applicant) Name: �J `N Address: City/State: Zip: Phone: Fax: Email: Signature: Owner Name: 6�- Address: 3—?,.3-2, City/State: \ 2 eJl �cc.\ w �.t �➢ }� Zip: '18D0- Phone: `7._5 3-3s-z Fax: zs3 Email: t : �� o��zeQ e��l� ►a� �o�-, Signature: Bulletin #003 — January 1, 2011 Page I of 1 k:\Handouts\Master Land Use Application 8612129019 bz-zzo o - ' . rV�9'�17� J6r 525/.G5' `-�aei�d '+' on brass surface man. South _ m 3/Z PGZG.73' Sfreef _ 21a4=92� o � /313.3/0 FG.reLn. s1u•Ae7v 96503' X0, le o/'s 37Q FDundpunn5 mark an 3/e""brass p/ug in SEA rr�p a.l�;:. ;s9.63 �7SGb' Cased coat. man. MK%ron1fp+9E EAP, LS 579b:_- �9 P e. a Legend 44. IIC = �i'= `1c' K3 pi 'k � s h o Found corner aated ry Lai' - .. r QD� E p • $ef Wrebarwith JP stamped - = � ti. 'r`'�, �. ..zt) ".5eA LS 15639" Z' �S 0 Found rebar W/cap , LS 15G50 •- —Original /ofbiie, removed by See,;�efgil at right :: ry'• �' � - - - JifdPfhir4mdacB.7S+QIE �G56. /I " /of line adjustment (see noteG) N lOi Irt....: _ fJfA3' 1'%d g NO 615 V � , fi�Y•r�byr A.21f •='r v 0 Lot 1 ti _ Drams eas••.�cnf per , •`• !�' II1 -. •�.n� 7� -= J COI I •I .. .�- 'tb7 3 Lot `) -o Ingress regress e45e47enf per ReC. A/o. = i , .,. . 477Z&5 /3R979t 6-4.N' Z97.20' 8 t9, 1 2609.44' 046 Ikwd FIB"brasspin in cased cant. man. AINW93'W PECOMR6 CERTIFICATE,006/Z/Z100/9 SURVEYOR'S CERTIFICATE +ba Filed for record this 1_ day of nFG , 19,96 This map correctly represents a survey made by me or under �~ S�'=••,y�"�; c at VURm in book 52_ of .S71d_ at pace �' A my direction in conformance with the requirements of the Survey + at the r9qulst of _ Recording Act at the request of�-7�� in Tune , 19 96 t !�- L�d_.1i76er� -- ''rc s ".v,�►� JANE HAGUE JAWS S WEEI[c hit tui ' M0,?oger Supt..,'Records Certificate No. /5/039 dill L Frl7dsurroy pleforeMd:n I .. � �� dra�i+t�-Jjas teen ,vePared w.il�ari/ `Ilx�snsf3P at'a frffr rtftrr� :_:::,: • � ; .3.•77ps dratas?,p7 dots ri�purpor'f /aslmoo+cll�sae�ls DPrscaf-d,itpny. W776�¢,rtcari�ld r++ulrr 14e�+�Ie.7710138657, 5. recorded under trrj Ca• fly. Na &O/ftI 'Y dt://Pferenc�: i<'mg Cd_Ial,Sv9�'md�usfineAfc�av,�rafiFn IfD. Blo11001�r opprayed •7 � lGngl'D. Pramv�r, Laanr/ fpriach pn �•2,1l� . 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