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9th and Main PropertyAuthentisign ID: 302MM04MM-4BEV48M-0MIMNB=BN Form 25 Vacant Land Purchase & Sale Rev. 7/15 VACANT LAND PURCHASE AND SALE AGREEMENT Page 1 of 5 SPECIFIC TERMS 1. Date:. February 01, 2017 MLS No.: _ . Offer Expiration Date: 2 3. ©Copyright 2015 Northwest Multiple Listing Service ALL RIGHTS RESERVED Buyer: City of Edmonds Buyer Buyer Status Seller: 2014 LLC Ts Seller Seller 4. Property: Tax Parcel No(s).: 00-4342-067-012-00, 00-4342-067-014-00 { Snohomish County) see below Address City State Zip Legal Description: Attached as Exhibit A. 5. Purchase Price: $ 40,000.00 Forty Thousand Dollars 6. Earnest Money: $ 0 ❑ Check; ❑ Note; ❑ Other (held by ❑ Selling Firm; ❑ Closing Agent) 7. Default: (check only one) W Forfeiture of Earnest Money; ❑ Seller's Election of Remedies 8. Title Insurance Company: Stewart Title & Escrow 9. Closing Agent: ❑ a qualified closing agent of Buyer's choice; A Stewart Title & Escrow 10. Closing Date: 3/15/2017 Possession Date: A on Closing; ❑ Other 11. Services of Closing Agent for Payment of Utilities: ❑ Requested (attach NWMLS Form 22K); if Waived 12. Charges/Assessments Levied Before but Due After Closing: ❑ assumed by Buyer; W prepaid in full by Seller at Closing 13. Seller Citizenship (FIRPTA): Seller ❑ is; jQ is not a foreign person for purposes of U.S. income taxation 14. Subdivision: The Property: ❑ must be subdivided before ; i I is not required to be subdivided 15. Feasibility Contingency Expiration Date: ❑ days after mutual acceptance; JO Other March 8, 2017 16. Agency Disclosure: Selling Broker represents: ❑ Buyer; &f Seller; ❑ both parties; ❑ neither party Listing Broker represents: ❑ Seller; ❑ both parties 17. Addenda: 34(Addendum) Buyer's Signature N Date Seller's Signature Buyer's Address City, State, Zip Phone No. Fax No. Buyer's E-mail Address Real Property Associates 7300 Selling Firm MLS Office No. Larry Morritt 93202 Selling Broker (Print) MLS LAG No. (206)523-0300 (206)523-0315 Phone No. Firm Fax No. offers@rpare.com Selling Firm Document E-mail Address larry@rpare.com Selling Broker's E-mail Address 93202 1107 Selling Broker DOL License No. Selling Firm DOL License No. 02/14/2017 PST Date Date Seller's Address 7500 Roosevelt Way NE City, State, Zip Seattle, WA 98115 Phone No. Fax No. Seller's E-mail Address jyoung@rpaseaftle.com Listing Firm MLS Office No. Listing Broker (Print) Phone No. Listing Firm Document E-mail Address Listing Broker's E-mail Address Listing Broker DOL License No MLS LAG No. Firm Fax No. Listing Firm DOL License No. Authentisign ID: Form 25 ©Copyright 2015 Vacant Land Purchase & Sale VACANT LAND PURCHASE AND SALE AGREEMENT Northwest Multiple Listing Service Rev. 7/15 ALL RIGHTS RESERVED Page 2 of 5 GENERAL TERMS Continued a. Purchase Price. Buyer shall pay to Seller the Purchase Price, including the Earnest Money, in cash at Closing, unless 1 otherwise specified in this Agreement. Buyer represents that Buyer has sufficient funds to close this sale in accordance 2 with this Agreement and is not relying on any contingent source of funds, including funds from loans, the sale of other 3 property, gifts, retirement, or future earnings, except to the extent otherwise specified in this Agreement. 4 b. Earnest Money. Buyer shall deliver the Earnest Money within 2 days after mutual acceptance to Selling Broker or to Closing Agent. If Buyer delivers the Earnest Money to Selling Broker, Selling Broker will deposit any check to be held by Selling Firm, or deliver any Earnest Money to be held by Closing Agent, within 3 days of receipt or mutual acceptance, whichever occurs later. If the Earnest Money is held by Selling Firm and is over $10,000.00 it shall be deposited into an interest bearing trust account in Selling Firm's name provided that Buyer completes an IRS Form W-9. Interest, if any, after deduction of bank charges and fees, will be paid to Buyer. Buyer shall reimburse Selling Firm for bank charges and fees in excess of the interest earned, if any. If the Earnest Money held by Selling Firm is over $10,000.00 Buyer has the option to require Selling Firm to deposit the Earnest Money into the Housing Trust Fund Account, with the interest paid to the State Treasurer, if both Seller and Buyer so agree in writing. If the Buyer does not complete an IRS Form W-9 before Selling Firm must deposit the Earnest Money or the Earnest Money is $10,000.00 or less, the Earnest Money shall be deposited into the Housing Trust Fund Account. Selling Firm may transfer the Earnest Money to Closing Agent at Closing. If all or part of the Earnest Money is to be refunded to Buyer and any such costs remain unpaid, the Selling Firm or Closing Agent may deduct and pay them therefrom. The parties instruct Closing Agent to provide written verification of receipt of the Earnest Money and notice of dishonor of any check to the parties and Brokers at the addresses and/or fax numbers provided herein. Upon termination of this Agreement, a party or the Closing Agent may deliver a form authorizing the release of Earnest Money to the other party or the parties. The party(s) shall execute such form and deliver the same to the Closing Agent. If either party fails to execute the release form, a party may make a written demand to the Closing Agent for the Earnest Money. Pursuant to RCW 64.04, Closing Agent shall deliver notice of the demand to the other party within 15 days. If the other party does not object to the demand within 20 days of Closing Agent's notice, Closing Agent shall disburse the Earnest Money to the party making the demand within 10 days of the expiration of the 20 day period. If Closing Agent timely receives an objection or an inconsistent demand from the other party, Closing Agent shall commence an interpleader action within 60 days of such objection or inconsistent demand, unless the parties provide subsequent consistent instructions to Closing Agent to disburse the earnest money or refrain from commencing an interpleader action for a specified period of time. Pursuant to RCW 4.28.080, the parties consent to service of the summons and complaint for an interpleader action by first class mail, postage prepaid at the party's usual mailing address or the address identified in this Agreement. If the Closing Agent complies with the preceding process, each party shall be deemed to have released Closing Agent from any and all claims or liability related to the disbursal of the Earnest Money. If either party fails to authorize the release of the Earnest Money to the other party when required to do so under this Agreement, that party shall be in breach of this Agreement. For the purposes of this section, the term Closing Agent includes a Selling Firm holding the Earnest Money. The parties authorize the party commencing an interpleader action to deduct up to $500.00 for the costs thereof. c. Condition of Title. Unless otherwise specified in this Agreement, title to the Property shall be marketable at Closing. The following shall not cause the title to be unmarketable: rights, reservations, covenants, conditions and restrictions, presently of record and general to the area; easements and encroachments, not materially affecting the value of or unduly interfering with Buyer's reasonable use of the Property; and reserved oil and/or mining rights. Monetary encumbrances or liens not assumed by Buyer, shall be paid or discharged by Seller on or before Closing. Title shall be conveyed by a Statutory Warranty Deed. If this Agreement is for conveyance of a buyer's interest in a Real Estate Contract, the Statutory Warranty Deed shall include a buyer's assignment of the contract sufficient to convey after acquired title. If the Property has been short platted, the Short Plat number is in the Legal Description. d. Title Insurance. Seller authorizes Buyer's lender or Closing Agent, at Seller's expense, to apply for the then -current ALTA form of standard form owner's policy of title insurance from the Title Insurance Company. If Seller previously received a preliminary commitment from a Title Insurance Company that Buyer declines to use, Buyer shall pay any cancellation fees owing to the original Title Insurance Company. Otherwise, the party applying for title insurance shall pay any title cancellation fee, in the event such a fee is assessed. The Title Insurance Company shall send a copy of the preliminary commitment to Seller, Listing Broker, Buyer and Selling Broker. The preliminary commitment, and the title policy to be issued, shall contain no exceptions other than the General Exclusions and Exceptions in said standard form and Special Exceptions consistent with the Condition of Title herein provided. If title cannot be made so insurable prior to the Closing Date, then as Buyer's sole and exclusive remedy, the Earnest Money shall, unless Buyer elects to waive such defects or encumbrances, be refunded to the Buyer, less any unpaid costs described in this Agreement, and this Agreement shall thereupon be terminated. Buyer shall have no right to specific performance or damages as a consequence of Seller's inability to provide insurable title. 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 47 48 49 50 51 52 53 54 55 56 e. Closing and Possession. This sale shall be closed by the Closing Agent on the Closing Date. "Closing" means the 57 date on which all documents are recorded and the sale proceeds are available to Seller. If the Closing Date falls on a 58 SaturdAy Sunday, legal holiday as defined in RCW 1.16.050, or day when the county recording office is closed, the 59 Closi a shall close the transaction on the next day that��� Saturday, Sunday, legal holiday, or day when the 60 `��'' 02/14/2017 Buy 's Initi Is Date Buyer's Initials Date Seller's Initials Date Seller's Initials Date Authentisign ID: Form 25 ©Copyright 2015 Vacant Land Purchase & Sale VACANT LAND PURCHASE AND SALE AGREEMENT Northwest Multiple Listing Service Rev. 7/15 ALL RIGHTS RESERVED Page 3 of 5 GENERAL TERMS Continued county recording office is closed. Buyer shall be entitled to possession at 9:00 p.m. on the Possession Date. Seller shall 61 maintain the Property in its present condition, normal wear and tear excepted, until the Buyer is entitled to possession. 62 Seller shall not enter into or modify existing leases or rental agreements, service contracts, or other agreements 63 affecting the Property which have terms extending beyond Closing without first obtaining Buyer's consent, which shall 64 not be unreasonably withheld. 65 Section 1031 Like -Kind Exchange. If either Buyer or Seller intends for this transaction to be a part of a Section 1031 66 like -kind exchange, then the other party shall cooperate in the completion of the like -kind exchange so long as the 67 cooperating party incurs no additional liability in doing so, and so long as any expenses (including attorneys' fees and 68 costs) incurred by the cooperating party that are related only to the exchange are paid or reimbursed to the cooperating 69 party at or prior to Closing. Notwithstanding the Assignment paragraph of this Agreement, any party completing a 70 Section 1031 like -kind exchange may assign this Agreement to its qualified intermediary or any entity set up for the 71 purposes of completing a reverse exchange. 72 g. Closing Costs and Prorations and Charges and Assessments. Seller and Buyer shall each pay one-half of the 73 escrow fee unless otherwise required by applicable FHA or VA regulations. Taxes for the current year, rent, interest, 74 and lienable homeowner's association dues shall be prorated as of Closing. Buyer shall pay Buyer's loan costs, 75 including credit report, appraisal charge and lender's title insurance, unless provided otherwise in this Agreement. If any 76 payments are delinquent on encumbrances which will remain after Closing, Closing Agent is instructed to pay such 77 delinquencies at Closing from money due, or to be paid by, Seller. Buyer shall pay for remaining fuel in the fuel tank if, 78 prior to Closing, Seller obtains a written statement from the supplier as to the quantity and current price and provides 79 such statement to the Closing Agent. Seller shall pay all utility charges, including unbilled charges. Unless waived in 80 Specific Term No. 11, Seller and Buyer request the services of Closing Agent in disbursing funds necessary to satisfy 81 unpaid utility charges in accordance with RCW 60.80 and Seller shall provide the names and addresses of all utilities 82 providing service to the Property and having lien rights (attach NWMLS Form 22K Identification of Utilities or 83 equivalent). 84 Buyer is advised to verify the existence and amount of any local improvement district, capacity or impact charges or 85 other assessments that may be charged against the Property before or after Closing. Seller will pay such charges that 86 are or become due on or before Closing. Charges levied before Closing, but becoming due after Closing shall be paid 87 as agreed in Specific Term No.12. 88 h. Sale Information. Listing Broker and Selling Broker are authorized to report this Agreement (including price and all 89 terms) to the Multiple Listing Service that published it and to its members, financing institutions, appraisers, and anyone 90 else related to this sale. Buyer and Seller expressly authorize all Closing Agents, appraisers, title insurance companies, 91 and others related to this Sale, to furnish the Listing Broker and/or Selling Broker, on request, any and all information 92 and copies of documents concerning this sale. 93 i. Seller Citizenship and FIRPTA. Seller warrants that the identification of Seller's citizenship status for purposes of U.S. 94 income taxation in Specific Term No. 13 is correct. Seller shall execute a certification (NWMLS Form 22E or equivalent) 95 under the Foreign Investment In Real Property Tax Act ("FIRPTA") at Closing and provide the certification to the Closing 96 Agent. If Seller is a foreign person for purposes of U.S. income taxation, and this transaction is not otherwise exempt 97 from FIRPTA, Closing Agent is instructed to withhold and pay the required amount to the Internal Revenue Service. 98 j. Notices. In consideration of the license to use this and NWMLS's companion forms and for the benefit of the Listing 99 Broker and the Selling Broker as well as the orderly administration of the offer, counteroffer or this agreement, the 100 parties irrevocably agree that unless otherwise specified in this Agreement, any notice required or permitted in, or 101 related to, this Agreement (including revocations of offers or counteroffers) must be in writing. Notices to Seller must be 102 signed by at least one Buyer and shall be deemed given only when the notice is received by Seller, by Listing Broker or 103 at the licensed office of Listing Broker. Notices to Buyer must be signed by at least one Seller and shall be deemed 104 given only when the notice is received by Buyer, by Selling Broker or at the licensed office of Selling Broker. Receipt by 105 Selling Broker of a Form 17 or 17C (whichever is applicable), Public Offering Statement or Resale Certificate, 106 homeowners' association documents provided pursuant to NWMLS Form 22D, or a preliminary commitment for title 107 insurance provided pursuant to NWMLS Form 22T shall be deemed receipt by Buyer. Selling Broker and Listing Broker 108 have no responsibility to advise of receipt of a notice beyond either phoning the party or causing a copy of the notice to 109 be delivered to the party's address shown on this Agreement. Buyer and Seller must keep Selling Broker and Listing 110 Broker advised of their whereabouts in order to receive prompt notification of receipt of a notice. 111 k. Computation of Time. Unless otherwise specified in this Agreement, any period of time measured in days and stated 112 in this Agreement shall start on the day following the event commencing the period and shall expire at 9:00 p.m. of the 113 last calendar day of the specified period of time. Except for the Possession Date, if the last day is a Saturday, Sunday 114 or legal holiday as defined in RCW 1.16.050, the specified period of time shall expire on the next day that is not a 115 Saturday, Sunday or legal holiday. Any specified period of 5 days or less, except for any time period relating to the 116 PO Sion Date, shall not include Saturdays, Sundays or legal holidays. If the parties agree that an event will occur on a 117 SpeCl c le dar date, the event shall occur on that date, exfept the Closing Date, which, if it falls on a Saturday, 118 02/14/2017 B yer's Ini'als Date Buyer's Initials Date Seller's Initials Date Seller's Initials Date Authentisign ID: Form 25 ©Copyright 2015 Vacant Land Purchase & Sale VACANT LAND PURCHASE AND SALE AGREEMENT Northwest Multiple Listing Service Rev. 7/15 ALL RIGHTS RESERVED Page 4 of 5 GENERAL TERMS Continued Sunday, legal holiday as defined in RCW 1.16.050, or day when the county recording office is closed, shall occur on the 119 next day that is not a Saturday, Sunday, legal holiday, or day when the county recording office is closed. If the parties 120 agree upon and attach a legal description after this Agreement is signed by the offeree and delivered to the offeror, then 121 for the purposes of computing time, mutual acceptance shall be deemed to be on the date of delivery of an accepted 122 offer or counteroffer to the offeror, rather than on the date the legal description is attached. Time is of the essence of 123 this Agreement. 124 I. Facsimile or E-mail Transmission. Facsimile transmission of any signed original document, and retransmission of any 125 signed facsimile transmission, shall be the same as delivery of an original. At the request of either party, or the Closing 126 Agent, the parties will confirm facsimile transmitted signatures by signing an original document. E-mail transmission of 127 any signed original document or a direct link to such document, and retransmission of any such e-mail, shall be the 128 same as delivery of an original, provided that the e-mail is sent to both Selling Broker and Selling Firm or both Listing 129 Broker and Listing Firm at the e-mail addresses on page one of this Agreement. At the request of either party, or the 130 Closing Agent, the parties will confirm e-mail transmitted signatures by signing an original document. 131 m. Integration and Electronic Signatures. This Agreement constitutes the entire understanding between the parties and 132 supersedes all prior or contemporaneous understandings and representations. No modification of this Agreement shall 133 be effective unless agreed in writing and signed by Buyer and Seller. The parties acknowledge that a signature in 134 electronic form has the same legal effect and validity as a handwritten signature. 135 n. Assignment. Buyer may not assign this Agreement, or Buyer's rights hereunder, without Seller's prior written consent, 136 unless the parties indicate that assignment is permitted by the addition of "and/or assigns" on the line identifying the 137 Buyer on the first page of this Agreement. 138 o. Default. In the event Buyer fails, without legal excuse, to complete the purchase of the Property, then the following 139 provision, as identified in Specific Term No. 7, shall apply: 140 i. Forfeiture of Earnest Money. That portion of the Earnest Money that does not exceed five percent (5%) of the 141 Purchase Price shall be forfeited to the Seller as the sole and exclusive remedy available to Seller for such failure. 142 ii. Seller's Election of Remedies. Seller may, at Seller's option, (a) keep the Earnest Money as liquidated damages 143 as the sole and exclusive remedy available to Seller for such failure, (b) bring suit against Buyer for Seller's actual 144 damages, (c) bring suit to specifically enforce this Agreement and recover any incidental damages, or (d) pursue 145 any other rights or remedies available at law or equity. 146 p. Professional Advice and Attorneys' Fees. Buyer and Seller are advised to seek the counsel of an attorney and a 147 certified public accountant to review the terms of this Agreement. Buyer and Seller shall pay their own fees incurred for 148 such review. However, if Buyer or Seller institutes suit against the other concerning this Agreement the prevailing party 149 is entitled to reasonable attorneys' fees and expenses. 150 q. Offer. Buyer shall purchase the Property under the terms and conditions of this Agreement. Seller shall have until 9:00 151 p.m. on the Offer Expiration Date to accept this offer, unless sooner withdrawn. Acceptance shall not be effective until a 152 signed copy is received by Buyer, by Selling Broker or at the licensed office of Selling Broker. If this offer is not so 153 accepted, it shall lapse and any Earnest Money shall be refunded to Buyer. 154 r. Counteroffer. Any change in the terms presented in an offer or counteroffer, other than the insertion of the Seller's 155 name and the Seller's warranty of citizenship status, shall be considered a counteroffer. If a party makes a counteroffer, 156 then the other party shall have until 9:00 p.m. on the counteroffer expiration date to accept that counteroffer, unless 157 sooner withdrawn. Acceptance shall not be effective until a signed copy is received by the other party, the other party's 158 broker, or at the licensed office of the other party's broker. If the counteroffer is not so accepted, it shall lapse and any 159 Earnest Money shall be refunded to Buyer. 160 s. Offer and Counteroffer Expiration Date. If no expiration date is specified for an offer/counteroffer, the 161 offer/counteroffer shall expire 2 days after the offer/counteroffer is delivered by the party making the offer/counteroffer, 162 unless sooner withdrawn. 163 t. Agency Disclosure. Selling Firm, Selling Firm's Designated Broker, Selling Broker's Branch Manager (if any) and 164 Selling Broker's Managing Broker (if any) represent the same party that Selling Broker represents. Listing Firm, Listing 165 Firm's Designated Broker, Listing Broker's Branch Manager (if any), and Listing Broker's Managing Broker (if any) 166 represent the same party that the Listing Broker represents. If Selling Broker and Listing Broker are different persons 167 affiliated with the same Firm, then both Buyer and Seller confirm their consent to Designated Broker, Branch Manager 168 (if any), and Managing Broker (if any) representing both parties as dual agents. If Selling Broker and Listing Broker are 169 the same person representing both parties then both Buyer and Seller confirm their consent to that person and his/her 170 Designated Broker, Branch Manager (if any), and Managing Broker (if any) representing both parties as dual agents. All 171 parties acknowledge receipt of the pamphlet entitled "The Law of Real Estate Agency." 172 11,Y] 02/14/2017 14 3 Ff -11 - Bt1y is Initl Is Date Buyer's Initials Date Seller's Initials Date Seller's Initials Date Authentisign ID: 0829WD43WB-495943NS4D%= 8=1395 Form 25 ©Copyright 2015 Vacant Land Purchase & Sale VACANT LAND PURCHASE AND SALE AGREEMENT Northwest Multiple Listing Service Rev. 7/15 ALL RIGHTS RESERVED Page 5 of 5 GENERAL TERMS Continued u. Commission. Seller and Buyer shall pay a commission in accordance with any listing or commission agreement to 173 which they are a party. The Listing Firm's commission shall be apportioned between Listing Firm and Selling Firm as 174 specified in the listing. Seller and Buyer hereby consent to Listing Firm or Selling Firm receiving compensation from 175 more than one party. Seller and Buyer hereby assign to Listing Firm and Selling Firm, as applicable, a portion of their 176 funds in escrow equal to such commission(s) and irrevocably instruct the Closing Agent to disburse the commission(s) 177 directly to the Firm(s). In any action by Listing or Selling Firm to enforce this paragraph, the prevailing party is entitled to 178 court costs and reasonable attorneys' fees. Seller and Buyer agree that the Firms are intended third party beneficiaries 179 under this Agreement. 180 v. Feasibility Contingency. It is the Buyer's responsibility to verify before the Feasibility Contingency Expiration Date 181 identified in Specific Term No.15 whether or not the Property can be platted, developed and/or built on (now or in the 182 future) and what it will cost to do this. Buyer should not rely on any oral statements concerning this made by the Seller, 183 Listing Broker or Selling Broker. Buyer should inquire at the city or county, and water, sewer or other special districts in 184 which the Property is located. Buyer's inquiry should include, but not be limited to: building or development moratoriums 185 applicable to or being considered for the Property; any special building requirements, including setbacks, height limits or 186 restrictions on where buildings may be constructed on the Property; whether the Property is affected by a flood zone, 187 wetlands, shorelands or other environmentally sensitive area; road, school, fire and any other growth mitigation or 188 impact fees that must be paid; the procedure and length of time necessary to obtain plat approval and/or a building 189 permit; sufficient water, sewer and utility and any service connection charges; and all other charges that must be paid. 190 Buyer and Buyer's agents, representatives, consultants, architects and engineers shall have the right, from time to time 191 during and after the feasibility contingency, to enter onto the Property and to conduct any tests or studies that Buyer 192 may need to ascertain the condition and suitability of the Property for Buyer's intended purpose. Buyer shall restore the 193 Property and all improvements on the Property to the same condition they were in prior to the inspection. Buyer shall be 194 responsible for all damages resulting from any inspection of the Property performed on Buyer's behalf. If the Buyer does 195 not give notice to the contrary on or before the Feasibility Contingency Expiration Date identified in Specific Term No. 196 15, it shall be conclusively deemed that Buyer is satisfied as to development and/or construction feasibility and cost. If 197 Buyer gives notice this Agreement shall terminate and the Earnest Money shall be refunded to Buyer, less any unpaid 198 costs. 199 Seller shall cooperate with Buyer in obtaining permits or other approvals Buyer may reasonably require for Buyer's 200 intended use of the Property; provided that Seller shall not be required to incur any liability or expenses in doing so. 201 w. Subdivision. If the Property must be subdivided, Seller represents that there has been preliminary plat approval for the 202 Property and this Agreement is conditioned on the recording of the final plat containing the Property on or before the 203 date specified in Specific Term No. 14. If the final plat is not recorded by such date, this Agreement shall terminate and 204 the Earnest Money shall be refunded to Buyer. 205 x. Information Verification Period and Property Condition Disclaimer. Buyer shall have 10 days after mutual 206 acceptance to verify all information provided from Seller or Listing Firm related to the Property. This contingency shall 207 be deemed satisfied unless Buyer gives notice identifying the materially inaccurate information within 10 days of mutual 208 acceptance. If Buyer gives timely notice under this section, then this Agreement shall terminate and the Earnest Money 209 shall be refunded to Buyer. 210 Buyer and Seller agree, that except as provided in this Agreement, all representations and information regarding the 211 Property and the transaction are solely from the Seller or Buyer, and not from any Broker. The parties acknowledge that 212 the Brokers are not responsible for assuring that the parties perform their obligations under this Agreement and that 213 none of the Brokers has agreed to independently investigate or confirm any matter related to this transaction except as 214 stated in this Agreement, or in a separate writing signed by such Broker. In addition, Brokers do not guarantee the 215 value, quality or condition of the Property and some properties may contain building materials, including siding, roofing, 216 ceiling, insulation, electrical, and plumbing, that have been the subject of lawsuits and/or governmental inquiry because 217 of possible defects or health hazards. Some properties may have other defects arising after construction, such as 218 drainage, leakage, pest, rot and mold problems. Brokers do not have the expertise to identify or assess defective 219 products, materials, or conditions. Buyer is urged to use due diligence to inspect the Property to Buyer's satisfaction 220 and to retain inspectors qualified to identify the presence of defective materials and evaluate the condition of the 221 Property as there may be defects that may only be revealed by careful inspection. Buyer is advised to investigate 222 whether there is a sufficient water supply to meet Buyer's needs. Buyer is advised to investigate the cost of insurance 223 for the Property, including, but not limited to homeowner's, flood, earthquake, landslide, and other available coverage. 224 Brokers may assist the parties with locating and selecting third party service providers, such as inspectors or 225 contractors, but Brokers cannot guarantee or be responsible for the services provided by those third parties. The parties 226 shall exercise their own judgment and due diligence regarding third -party service providers. 227 Buyer's Initials , Date' Buyer's Initials Date 02/14/2017 Seller's Initials Date Seller's Initials Date Authentisign 10: F02B7824-ESDB.4F57-BBBB.D1214218DE90 Form 34 ©Copyright 2010 Addendum/Amendment to P&S Northwest Multiple Listing Service Rev. 7/10 ALL RIGHTS RESERVED Page 1 of 1 ADDENDUM/AMENDMENT TO PURCHASE AND SALE AGREEMENT The following is part of the Purchase and Sale Agreement dated February 01, 2017 between City of Edmonds Buyer Buyer and 2014 LLC Ts Seller concerning Address see below Seller City Stale Zip 1 ("Buyer') 2 ("Seller') 3 _ , (the "Property") 4 IT IS AGREED BETWEEN THE SELLER AND BUYER AS FOLLOWS: 5 Concerning the purchase and sale agreement for the parcels 00-4342-067-012-00, and 00-4342-067- 6 014-00, the following 7 will occur at closing: 8 Seller will pay property taxes due (if any). 9 Seller to pay excise tax on sale. 10 Buyer will pay for the title insurance policy fee by Stewart Title and Tax Title Services. 11 12 Escrow fees will be split by buyer and seller. 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 ALL OTHER TERMS AND CONDITIONS of said Agreement remain unchanged. ;Lven ^J' ` IN] 02/14/2017 Buy is lni als Date uyer's Initials Date Seller's Initials Date 31 Seller's Initials Date Authentlslgn ID: 7FIBSDCA.B66F46ED-AD82-SEMF03B79E9 Form 34 ©Copyright 2010 Addendum/Amendment to P&S Northwest Multiple Listing Service Rev. 7/10 ALL RIGHTS RESERVED Page 1 of 1 ADDENDUM / AMENDMENT TO PURCHASE AND SALE AGREEMENT The following is part of the Purchase and Sale Agreement dated February 01, 2017 1 between City of Edmonds ("Buyer") 2 Buyer Buyer and 2014 LLC Ts ("Seller') 3 Seller Seller concerning see below Address city IT IS AGREED BETWEEN THE SELLER AND BUYER AS FOLLOWS: Closing will be extended to 3/24/2017. State Zip (the "Property"). 4 ALL OTHER TERMS AND CONDITIONS of said Agreement remain unchanged. Ir ` 1 0 , 11(y] 03/09/2017 r' Ini Buy tials Date Buyer's Initials Date Seller's Initials Date Seller's Initials 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 Date Authentlslgn ID: 7F785DCA-B66F-48ED-AD82-8EA2F03B79E9 Form 34 ©Copyright 2010 Addendum/Amendment to P&S Northwest Multiple Listing Service Rev. 7110 ALL RIGHTS RESERVED Page 1 of 1 ADDENDUM / AMENDMENT TO PURCHASE AND SALE AGREEMENT The following is part of the Purchase and Sale Agreement dated February 01, 2017 1 between City of Edmonds ("Buyer") 2 Buyer Buyer and 2014 LLC Ts ("Seller") 3 Seller Seller concerning _ see below (the "Property"). 4 Address C,:-y State Zip IT IS AGREED BETWEEN THE SELLER AND BUYER AS FOLLOWS: 5 Closing will be extended to 3/24/2017. 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 ALL OTHER TERMS AND CONDITIONS of said Agreement remain unchanged. 31 11(y] 03/09/2017 Buyer's Initials Date Buyer's Initials Date Seller's Initials Date Seller's Initials Date v 0 M 0 et N M O 0 N CLCt-r 1 KV' #ALLT KCLrVKUCU 201703246d4 1 03/24/2017 11:57 AM 73.00 SNOHOMISH COUNTY, WASHINGTON 'NHEN RECORDED RETURN TO: City of Edmonds 121 3th Avenue N Edmonds, WA98020 Escrow Number. 01148-658W Hied for Record at Request of Stewart Title Company STATUTORY WARRANTY DEED THE GRANTOR(S), TS 2014 LLC for and in consideration of Ten Dollars and other good and valuable consideration in hand paid, conveys and warrants to City of Edmonds the following described real estate, situated in the County of Snohomish, State of Washington. Lots 12 through 16, inclusive, Block 67, Ctty of Edmonds, aocording to the plat thereof, recorded in Volume 2 of Flats, Pages 38 and 39, records of Snohomish County, Washington. Situate in the County of Snohomish, State of Washington. Subject to: Thls conveyance Is subject to covenants; conditions, restrictions and easements, if any acting title which may appear in the public record, including those shown on any recorded plat or Survey. Abbreviated Legal: (Requaed if full legal not inserted above.) Tax Parcel Number(s): 00434206701200 and 00434206701400 Dated: March 10, 2017 TS 21714 LLC Gordon St Authorized State of Washington County of n� Stewart Title 01148-65687 ss. I certify that I know or have satisfactory evidence thaL.TS,20'14 LLC is the person who appeared before me, and said person acknowledged that he signet] this Instrument and acknowledged it to be his free and voluntary act for the uses and purposes mentioned in this instrument. Dated: _ _ 2 3 j j- _ Notary name print d or typed: k r— Notary Public in and for the State of A Residing a', +n>r My appointment expires: Notary Public State of Washington RYKER YOUNG MY COMMISSION EXPIRES JANUARY 4. 2020 LPB 1a-WF) Page t of 7 0 a�Z Y 000 �W WHEN RECORDED RETURN TO: City of Edmonds 121 5th Avenue N Edmonds, WA 98020 Escrow Number: 01148-65867 Filed for Record at Request of: Stewart Tifle Company STATUTORY WARRANTY DEED THE GRANTOR(S), TS 2014 LLC for and in consideration of Ten Dollars and other good and valuable consideration in hand paid, conveys and warrants to City of Edmonds the following described real estate, situated in the County of Snohomish, State of Washington: Lots 12 through 16, inclusive, Block 67, City of Edmonds, according to the plat thereof, recorded in Volume 2 of Plats, Pages 38 and 39, records of Snohomish County, Washington. Situate in the County of Snohomish, State of Washington. 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. Abbreviated Legal: (Required If full legal not inserted above.) Tax Parcel Number(s): 00434206701200 and 00434206701400 Dated: March 10, 2017 TS 2014 LLC Gordon St Authorized State of Washington - ss. County of < 1 n) I certify that I know or have satisfactory evidence that-.TS-,2014 LLC is the person who appeared before me, and said person acknowledged that he signed this instrument and acknowledged it to be his free and voluntary act Jfor they 'uses and purposes mentioned in this instrument. Dated: I Notary name print6d or typed: LVKSIL a i r4(1-1 Notary Public in and for the State of WA Residing at WA My appointment expires: I y S 2U State of Washington RYKER YOUNG MY COMMISSION EXPIRES JANUARY 4, 2020 LPB 10-05(r) Page 1 of 1 ELECTRONICAL ECORDED 201703240384 1 03/24/2017 11:67 AM 73.00 SNOHOMISH COUNTY, WASHINGTON a o 0 WHEN RECORDED RETURN TO: o 4 J C1ty of Edmonds °. uU-, 421•5tB Avenue N CO - •.�mgrid8,1NA 138t320 m a0 _f •i w 4v P' .r i FW tar ftrd4.al RNq t,1T- Sfewart TiBe Company f. aTATUTORY WARRANTY DEED THE GRANTl3kM{—t6'.2' 64'UO for and in consideration of Ten Dollars and other goad and valuable Ganslderadorr�irt:band paid, convoys and warrants to City of Edmonds the following descdbed real estate, situatedIrr Fhe Co ffity.of Snohomish, Stabs of Washington: Lots 12 through 16, i6citi6•81o4 67, City of Edmonds, acaordtng to the plat thereof, recorded in Volume 2 of Plats. Pages 0 add 4, ra=ds of Snohomish County, Washington, Situate in the County pf Snohomish, St163 of Washington. Sub eot to: This conveyance *-.dubto _oovanenis, conditions, restrictions and easements, if any at7ectr'ng bile which may appekr irrita public record, including thcse shown an any recorded plat or survey. Abbreviated Legal: (RmLemd stun fagot �ncerte�Y se a t' Tax Parcal Number(s)_ 00434206707�nq,D 34208701400 Dated: March 10, 2017 Stewart Tide 01148-65687 TS 2014 LLC Gordon Sthepl- Aulhorfred no r State of Washington County of K l n 1 certify that I knew or have satisfactory evidence that.TS2014 LL" tli0jpqison who appeared before me, and said person acknowledged that he signed this lnstrurrlerrt and aaWiowfpdgsd it to be his free and voluntary act for the uses and purposes mentioned in this 4i5g iYiBsit Dated: Notary name pdaM or t Notary Public in and for I Rasdding at My appolntrnent expires_ r' Notary Public .State of Washiogtoa � RYKER YOUNG , MY COMMISSION EXPIRES ' +' kANUARY4, 2020 ELECTRONICAL ECORDED 201703247067 p,e •qy 03/24/2017 11:57 AM 0.00 enue OUNTY WASHINGTON REAL ESTATE EXCISE TAX �� This fnnn Is yowrecaipt in l;+a>'iYrs�ltFa :; CHAPTER 8145 RCW -CHAPTER 459-•61AS''i'AC when stamped by twirler. TLIIBAFFIOAVrrw L NoTBEACcEnYDu.Na SS ALL AREAS ONALLPAGE8ARE FtILLYCoh1PLEIED r (Sea beak of Iazpage Sn insbvcoozo r i.Y1. t. _ to ­ 1.l -A. r,,.,,.,-..o hrmmffinie Nnrmm fia nezve wm of owwsbiu =a !a Amme- Z�tauic TS 241A LLG Name CW of Edmunds iosgAdd s,7500 Rooseynit NtdY NE Cfw*, Zipteatttx, WA 98115 NlailingAddress 121 SthAvenue N City/$tatWMp Edmonds, WA e8020 PEW ba (mdiwb -a s ooda) rm Phone No. (including area oode) Sa d ts@ }�repCrry rati aorrespuvdenee ro » Same as BuyedQrantoe List all real and personal property taxparcel account .r r numbers - cha* box Upezvonal. prop-y Lin U30ssedvaIue(s) Name 00434206701200 0 $5.000.00 00434246701400 0 $7,60100 K,EU vA.d&vU - -.. GYtyaatwzL p Lff Cede 00210 [] 0 phone No. Gnchwmg M,= 90 StceetaddtessofpmM• This property is located in Beck box if any of the Z Lots 12 through 16, incli 38 and 39, records of Si Situate In the County of County ORwidvn ® city of Edmonds scpcSO d &= anotharpanxl, are part of a boundary line 4vstmeut or parcels bcizg merged. 5we you may attach a separate sheetto each page ofthe affidavit) , C-*..of Edmonds, according to the plat thereof, recorded In Volume 2 of Pkft Peges ® SelectLaad Usc C s f 910 eatee my addioaaal 0�4= (Set backofim'page foriasunc3i=) • � Y£S ; tv'�3 Was the saw iroOving a pmparLv tax 2 er detest padM, 55 c*tnms84.38, 8437, m3,U8 RCW [cargaatTtamga aoQ'asi>i ._: Is the �operry dazed a5 forest land par chag6cr 8433 RCW7 '••.' C�. � �,, Is this prperty clxssit9ed as cement use (open apsx, farm sad Q; •' eViculumdl wtimber)landpc•chap w8434RCWt Is dus pvpwy, remnq spmal valuWm w bbbx" prqptwW EI Ig Par 842a RLKV? Ifanv aaswcsare yar, comph—w%irndtutdedbeduse (1) NOTICE OF COi r-INGANC'6 £FURLS[ LAND OR CIMRWT USIA ISW OW IEP.(S): Ta continua the carrerr dzAgnaEon as foccat Land or clsss6=tk n ascw=t use [opera space, rtuam Rod agrlcluotse, or timber; ]alb yea mart sign an (3) below. Tba coanly assessor mnA -men dffarmmc ii t$e land trant=Eatred contracts to gwilf and will idiom by sigaingLYim if the Immd no longer attal fic-s oryou do not wish to contbme the desigaation or clwsif cation, it will be removed and the compeosaft or additiond taxes wlii be due eat'_ payable by the seller or transferor at the time ofsale. (RCW 84.33.140 or RCW 8434.1 DS). hior to signing (3) below; you may contact ib= Iacs! co:my a m-Asw for mom W..A ratim This land aces E1 does not qualm for contnemmce. DF1=A8SBSS0R DATE (2) NOTICE Of CU1t UANC£ (7ILSTORIC YROPERM N�.tE..W�yO�7, WNER(S'): To coAi = special valuation as historic proneri r, AF (3) betow. If tilt acts GO =K$) dues riot wisbi to etla$pne, all addidumd tax calculated muslamm to chapter 83.25RCW, shall be dmtc and payable by the seller or transferor at the time of sale. (3) 0WAMR(S) SIGNATME R11INT NAME ® IC signature of Grantor or Grantor's Agent Name (plot) TS 2014 LLC Date & city Df signitldo; List all pe moaal property (tangllle and intangible) included in selling prim— lfclaitm6lg an cxempdoa, lin'%WC nmmber and reason for cxemplioo: WAGN0. [$xtiaalSuoa} Statutory Warranty Deed 03/10/2017 `Cm selling Prft $40,000.00 'PerSbtCaF PmP&_y (de&Lct) i:JJtOLriptlOT.Ckknekl (dt3drx3) t' Taxable $ITN Prioe $40,000.00 >~cdse7timr'• we $t512.00 u A $200.01) 'Deli ,g k.Ihterf: • w. ,•i,oe�l 'Llsliogitetif Pal�Y. •. $u6 *1 $7 f2 00 'State Tedmnolo�y Fen $5.00 •AtfidavR Pr;i ng F W' • :Toiaf'Ar� $7i7,00 A M1R711"f OF$10.00ISMM LN KAMAltifeOR TAX ¢Iz3 YTELATTHEFOREGOING S*Azueof Grantee ar GrantWJIA Nam, (prig) LWI 01 Dane & city of signing: Perjury: Pedluy is a elates C fx * which Is puaisbabla by impdMnww is the state oovectional invara loa ter a matdmmmm tam ofiptoima tkaa fiee ytyu � chirp Thank you for your paymertf. E081855 $717.00 AARON D. 0312*2017 Passey, Scott From: Hite, Carrie Sent: Tuesday, April 04, 2017 9:53 AM To: Passey, Scott Cc: Hynd, Linda Subject: RE: title insurance policy Scott: It would be helpful if the Clerk's office can file this. Thanks. Carrie From: Passey, Scott Sent: Tuesday, April 04, 2017 9:21 AM To: Hite, Carrie Cc: Hynd, Linda Subject: title insurance policy Carrie, We received this title insurance policy for the XXXTBD Edmonds, WA 98020 property. Are you going to keep a file on this property purchase in PROS, or in the Clerk's Office? Thanks, Scott RECEIVED EDMONDS CITY CLERK FROM: Stewart Title Company 2820 Oakes Avenue, Suite A Everett, WA 98201 TO: City of Edmonds 121 5th Avenue N Edmonds, WA 98020 March 29, 2017 City of Edmonds 121 5th Avenue N Edmonds, WA 98020 File No.: 01148-65867 Property Address: XXX TBD Edmonds, WA 98020 Congratulations on the completion of your recent real estate purchase. The enclosed policy of title insurance should be kept with your other important records regarding this transaction. We are grateful for the invitation to keep us in mind for any of your future title and escrow needs. Everyone at is always committed to providing you with the professionalism and expertise that you desire. Should you have any questions regarding your policy of title insurance, please do not hesitate to call. Sincerely, Stewart titlo ALTA OWNER'S POLICY OF TITLE INSURANCE ISSUED BY STEWART TITLE GUARANTY 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 18 of the Conditions. COVERED RISKS SUBJECT TO THE EXCLUSIONS FROM COVERAGE, THE EXCEPTIONS FROM COVERAGE CONTAINED IN SCHEDULE B AND THE CONDITIONS, STEWART TITLE GUARANTY COMPANY, a Texas corporation, (the "Company") 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; (ill) 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. 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. 8. Any taking by a governmental body that has occurred and is binding on the rights of a purchaser for value without Knowledge. A Authorized Countersignatures GORE Matt Morris Stewart Title Company i 1908 President and CEO 2820 Oakes Avenue, Suite A �� a jFxns�. Everett, WA 98201 s Denise C rraux Secretary For coverage information or assistance resolving a complaint, call (800) 729-1902 or visit www.stewart.com. To make a claim, furnish written notice in accordance with Section 3 of the Conditions. For purposes of this form the "Stewart Title" logo featured above is the represented logo for the underwriter, Stewart Title Guaranty Company. Copyright 2006-2009 American Land Title 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. LAN mN u )1 LTL e All other uses are prohibited. Reprinted under license from the American Land Title Association. n"ocvaio., ALTA Owner's Policy 06-17-06 File No. 01148-65867 - Policy Serial No.: 0-9301-4224697 Page 1 of 8 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 (1) 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 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. 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 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. Q) "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 Copyright 2006-2009 American Land Title 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. cr,wix xinTr All other uses are prohibited. Reprinted under license from the American Land Title Association. A,M,CIA ION ALTA Owner's Policy 06-17-06 File No. 01148-65867 Policy Serial No.: 0-9301-4224697 Page 2 of 8 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. 5 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. (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. 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, attomeys' 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. 8. 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 (1) 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. Copyright 2006-2009 American Land Title 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. A'MMCAN All other uses are prohibited. Reprinted under license from the American Land Title Association. LAND l iTLr. P P ro.+oCianuN ALTA Owner's Policy 06-17-06 File No. 01148-65867 Policy Serial No.: 0-9301-4224697 Page 3 of 8 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 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. 10. 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. 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. 14. 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 Association ("Rules"). 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 incorpornled 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 eruforsement 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 title 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 Claims Department at P.O. Box 2029, Houston, TX 77252-2029. Copyright 2006-2009 American Land Title Association. All rights reserved. A-M The use of this Form is restricted to ALTA licensees and ALTA members in good standing as of the date of use. LAN D r RIin"- 1 inr. All other uses are prohibited. Reprinted under license from the American Land Title Association. ALTA Owner's Policy 06-17-06 File No. 01148-65867 Policy Serial No.: 0-9301-4224697 Page 4 of 8 ALTA OWNERS POLICY SCHEDULE A ISSUED BY STEWART TITLE GUARANTY COMPANY Name and Address of Title Insurance Company File No.: 01148-65867 Address Reference: XXX TBD Edmonds, WA 98020 Amount of Insurance: $40,000.00 Date of Policy: March 24, 2017 at 12:55PM 1. Name of Insured: City of Edmonds 2. The estate or interest in the Land that is insured by this policy is: FEE SIMPLE 3. Title is vested in: City of Edmonds 4. The Land referred to in this policy is described as follows: See Exhibit "A",Attached Hereto Stewart Title Guaranty Company P.O. Box 2029 Houston, TX 77252-2029 Policy No.: 0-9301-4224697 Premium: $294.00 Copyright 2006-2009 American Land Title 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. ALTA Owner's Policy 06-17-06 File No. 01148-65867 Policy Serial No.: 0-9301-4224697 Page 5 of 8 ALTA OWNERS POLICY EXHIBIT "A" LEGAL DESCRIPTION ISSUED BY STEWART TITLE GUARANTY COMPANY File No.: 01148-65867 Policy No.: 0-9301-4224697 Lots 12 through 16, inclusive, Block 67, City of Edmonds, according to the plat thereof, recorded in Volume 2 of Plats, Pages 38 and 39, records of Snohomish County, Washington. Situate in the County of Snohomish, State of Washington. Copyright 2006-2009 American Land Title 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. ^Lt"- ! C"" All other uses are prohibited. Reprinted under license from the American Land Title Association. I No TITLE A�SOC1ATION File No. 01148-65867 ALTA Owners Policy 06-17-06 Page 6 of 8 ALTA OWNERS POLICY SCHEDULE B ISSUED BY STEWART TITLE GUARANTY COMPANY File No.: 01148-65867 Policy No.: 0-9301-4224697 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: 1. Taxes or assessments which are not shown as existing liens by the public records. 2. (i) Unpatented mining claims, (ii) reservations or exceptions in patents or in acts authorizing the issuance thereof; (iii) water rights, claims or title to water; whether or not the matters excepted under (i), (ii) or (iii) are shown by the Public Records, (d) Indian tribal codes or regulations, Indian treaty or aboriginal rights, including easements or equitable servitudes. 3. Rights or claims of parties in possession not shown by the public records. 4. Easements, claims of easements or encumbrances which are not shown by the public records. 5. Encroachments, overlaps, boundary line disputes, or other matters which would be disclosed by an accurate survey and inspection of the premises and which are not shown by the public records. 6. Any lien, or right to a lien, for services, labor or material theretofore or hereafter furnished, imposed by law and not shown by the public records. 7. Any service, installation, connection, maintenance, tap, capacity, construction or reimbursement charges for sewer, water, electricity or other utilities, or for garbage collection and disposal. 8. Any titles or rights asserted by anyone, including but not limited to persons, corporations, governments, or other entities, to tidelands, or lands comprising the shores or bottoms of navigable rivers, lakes, bays, ocean or gulf, or lands beyond the line of the harbor or bulkhead lines as established or changed by the United States Government, or riparian rights, if any. 9. General taxes: First half delinquent May 1; Second half delinquent November 1: Year: 2017 Amount Billed: $51.28 Amount Paid: $0.00 Amount Due: $51.28, plus interest and penalty if delinquent Tax Account No.: 00-4342-067-012-00 Levy Code: 00210 Land: $5,000.00 Improvements: $0.00 10. General taxes: First half delinquent May 1; Second half delinquent November 1: Year: 2017 Amount Billed: $76.92 Amount Paid: $0.00 Amount Due: $76.92, plus interest and penalty if delinquent Tax Account No.: 00-4342-067-014-00 Levy Code: 00210 Land: $7,500.00 Improvements: $0.00 Copyright 2006-2009 American Land Title Association. All rights reserved. s� 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. A. 50C TITLE P P asioannov File No. 01148-65867 ALTA Owners Policy 06-17-06 Page 7 of 8 ALTA OWNERS POLICY SCHEDULE B ISSUED BY STEWART TITLE GUARANTY COMPANY File No.: 01148-65867 Policy No.: 0-9301-4224697 11. Restrictions, easements, dedications, and delineated matters contained on the face of the Plat of City of Edmonds as recorded in Volume 2 of Plats, Page(s) 38 and 39, and any amendments thereto. Copyright 2006-2009 American Land Title Association. All rights reserved. �I�w The use of this Form is restricted to ALTA licensees and ALTA members in good standing as of the date of use. AMERiCAN All other uses are prohibited. Reprinted under license from the American Land Title Association- y- N po ]_TTLF ASSOCIATION File No. 01148-65867 ALTA Owner's Policy 06-17-06 Page 8 of 8 STG Privacy Notice Stewart Title Companies WHAT DO THE STEWART TITLE COMPANIES DO WITH YOUR PERSONAL INFORMATION? Federal and applicable state law and regulations give consumers the right to limit some but not all sharing. Federal and applicable state law regulations also require us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand how we use your personal information. This privacy notice is distributed on behalf of the Stewart Title Guaranty Company and its title affiliates (the Stewart Title Companies), pursuant to Title V of the Gramm -Leach -Bliley Act (GLBA). The types of personal information we collect and share depend on the product or service that you have sought through us. This information can include social security numbers and driver's license number. All financial companies, such as the Stewart Title Companies, need to share customers' personal information to run their everyday business —to process transactions and maintain customer accounts. In the section below, we list the reasons that we can share customers' personal information; the reasons that we choose to share; and whether you can limit this sharing. Reasons we can share your personal Do we share Can you limit this sharing? information. For our everyday business purposes— to process your transactions and maintain your account. This may include running the business and managing customer accounts, such as processing transactions, mailing, Yes No and auditing services, and responding to court orders and legal investigations. For our marketing purposes — to offer our products and services Yes No to vou. For joint marketing with other financial companies No We don't share For our affiliates' everyday business purposes— information about your transactions and experiences. Affiliates are companies related by common ownership or control. They can be financial and non -financial Yes N o companies. Our affiliates may include companies with a Stewart name; financial companies, such as Stewart Title Company For our affiliates' everyday business purposes— information about No We don't share our creditworthiness. For our affiliates to market to you — For your convenience, Stewart has Yes, send your first and last name, developed a means for you to opt out from its affiliates marketing even the email address used in your though such mechanism is not legally required. transaction, your Stewart file number and the Stewart office Yes location that is handling your transaction by email to optout(u;s[ewart.coin or fax to 1-800-335-9591. For non -affiliates to market to you. Non -affiliates are companies not related by common ownership or control. They can be financial and non- No We don't share financial companies. We may disclose your personal information to our affiliates or to non -affiliates as permitted by law. If you request a transaction with a non -affiliate, such as a third party insurance company, we will disclose your personal information to that non -affiliate. [We do not control their subsequent use of information, and suggest you refer to their privacy notices.] How often do the Stewart Title companies notify me We must notify you about our sharing practices when you request a transaction. about their practices? How do the Stewart Title Companies protect my To protect your personal information from unauthorized access and use, we use personal information? security measures that comply with federal law. These measures include computer, file and uildiny, safeguards. How do the Stewart Title Companies collect my We collect your personal information, for example, when you personal information? 0 request insurance -related services ■ provide such information to us We also collect your personal information from others, such as the real estate agent or lender involved in your transaction, credit reporting agencies, affiliates or other What sharing can I limit? Although federal and state law give you the right to limit sharing (e.g., opt out) in certain instances. we do not share vour personal information in those instances. Contact us: If you have any questions about this privacy notice, please contact us at: Stewart Title Guaranty Company, 1980 Post Oak Blvd., Privacy Officer, Houston, Texas 77056 File No.: 01148-65867 Revised 11-19-2013