HomeMy WebLinkAbout200508290134
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AFTER RECORDING MAIL TO:
1111111111111111111111111111111111111111111111111111111 ~~~2~~~~~:11:A4
TRAHSHATIDH TITLE INS CO DtED t:39,eS Kitsc>.p Co, ~A
Mad Anthony'.. Inc., a Washington oorporation
P.O. Box 3805
Bellevue, WA 98009
Filed for Record at Request of:
LandAmerica Commen:UiI Services
2- ~.~ -z..... 1.;) 4- ~ 1::,
ST A TUTORY WARRANTY DEED
Assessor's Property Tax ParceVAccoWlt Number: 24240120142009,14240120152008
Legal DeKriptioD (Abbreviated) : Portiod ofGoverdmeu1 Lot t, See 24, Twp 24N, Rge 1 EWM.
THE GRANTOR City of Bremerton for and in consideration ofTen Dollars and Other Good llnd Valuable
Consideration in band paid, conveys, and warrants to Mad Anthony's, Ine.., a WasbillgtolJ c:orpol"1ltioa the
following described real estate, situated in the County ofKitsap, state of Washington:
SEE AITACHED EXHIBIT "An
SUBJECT TO: Atblched hereto as Exhibit "B"
200~EX08289
Total : $tIl.ee
e8/21l/:l~ ~
el.~k'. Inltlal _____________
Dated: August 15, 2005
KITSAP COUNTY TREASURER EXCISE
-,
COUNTY OF 1ClTSAP
)
rU
)
STATEOF WASHINGTON
J certify that [ know Of han satisfactory evidence t.tud Cary BouDlU is lhc per8IJI1 who apparcd befon: me, Dnd SlIid persoo acknowledged
tbal he signed this instromcnt, on oath stated that he is autlIoriz.cd to execute die: instrument and acknowledged it as the M.irvor of The
City .r BrelDeno. to be the free: IIlld V'Oi llCt of IIUCh JlIIl1y fill' !be uses ape! Jl'IIllO"S men .
Dated: August Jb.., 2005 to- V
:v~ .. . :. .S ~
..@ . ',,,,5\ON l:Jc.o'. ~
" ~ ~~. Public in IIId fOf the sate of WashingtOl1
J...: :"u~O':IT)!.: M texpires ,=3-~l-()"l
... ,bU6\..'~.: ?
~ ..oJ~27-~.. ~O
~ ~~'WAS~\~0 LPB~lO(e) 7197
't.:J.... '''Vf H v....
EXHIBIT A
PARCEL I:
THE AIR RIGHTS ABOVe THE STRUCTURAL PAD, THE UPPER SURFACE OF WHICH 15 AT AN ELEVATION OF
37.99 FEET NAVD 88 (WHICH IS CURRENTl.Y 40 FEET, 11 INCHES ABOVE THE DEFINED N.O.A.A. LINE OF
MEAN LOWER WATER LEVEL) BEING ABOVE THE FOLLOWING DESCRIBED PROPERTY:
THAT PORTION OF GOVERNMENT LOT I, SEcnON 24, TOWNSHIP 24 NORTH, RANGE 1 EAST, WILLAMETTE
MERIDIAN, AND TIDELANDS AO~OINING IN KlT$AP COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS:
COMMENCING AT THE INTERSECTION OF THE NORTHEASTERL'\' MARGIN OF FIRST STREET (FRONT STREET)
WITH THE INNER HARBOR LINE DELINEATED ON 1958 SUPPLEM~NTAL MAP OF THE BREMERTON TIDELANDS,
ON FILE IN THE OfFICE OF THE COMMISSIONER OF PUBLIC LANDS, OLYMPIA, WASHINGTON;
nlENCE NORTH 43002'41" EAST, 25.35 FEET ALONG SAID INNER HARBOR LINE AS DELlNEATI:D ON SAID
SUPPLEMENTAL MAP;
THENCE NORTH 45022'Sl~ WEST, 13.24 FEET TO THE TRUE PO[NT OF BEGINN!NG;
THENCE CONTlNUrNG NORTH 45022'51" WEST 22.38 FEET;
THENCE NORTH 29012'28" WEST BO.58 FEET;
THENCE NORTH 60047'32' EAST 43.76 FEET;
THENCE SOUTH 29012'28" EAST 14.43 FEET;
THENCE NORTH 60047'32" EAST 42.00 FEET;
THENCE SOUTH 29012'26" EAST S.50 FEET;
THENCE NORTH 60047'32" EASl 30.57 FEET;
THENCE ~OUTH 83015'02" EAST 11.06 FEET TO A POINT ON A CURVE, THE RADIUS POINT OF WHICH BEARS
NORTH 83055'31' WEST;
THENCE SOUTHWESTERLY ALONG THE ARC OF A CURVE CONCAVE TO THE NORTHWEST HAVING A RADIUS
OF 150.76 FEET THROUGH A CENTRAL ANGLE OF 26055'57' AND AN ARC LENGTH OF 70.87 FEET;
THENCE SOUTH 56046'37' EAST 4.89 FEET 10 A POINT ON A CURVE 'fHE RADIUS POINT OF WHICH BEARS
NORTH 56051'31" WEST;
"THENCE 50UTHWESTERl..Y ALONG THE ARC Of A CURVE CONCAVE TO THE NORTHWEST HAVING ^ RADIUS
OF 162.99 FEET THROUGH A CENTRAL ANGLE OF 08049'42' AND AN ARC LENGTH OF 25.11 FEET;
THENCE SOUTH 42023'00" WEST <17.92 FEET TO THE Tnue POINT OF BEGINNING;
PARCEL 11:
AN EASfMENT FOR PARKING, INGRESS AND EGRESS AS "ESTABLISHED BY INSTRUMENTS RECORDED UNDER
RECORDING NO. 200312120195 AND 20031212.0196 AND FURTHER AMENDED BY INSTR.UMEN1 RECORDED
UNOER RECORDING NO. 2003121l0201, 8EING A PORTION OF GOVE~NMENT LOT 3, secrIoN 13 AND
GOVERNMENT lOT 1, SECTION 24, ALL IN TOWNSHIP 24 NORTH, RANGE 1 EAST, W.M. IN KITSAP COUNTI,
WASHINGTON
'* ';'00 ~O~.t( 90/3/
AN EASEMENT FOR INGRESS, EGRESS, UTILITIES, PARKING AND OTHER PURPOSES AS ESTABUSHEO 6V
INSTRUMENT DATED OCT08ER 25, 2004 RECOR.DED UNDER R.ECORDING NO. ~ AS AMENDED
BY INSTRUMENT DATED ~- I ,2005, RECORDED UNDER RECORDING NO.
~..... . .__ . BEING A PORTION OF GOVERNMENT LOT 3, Sf.CHON 13, GOVERNMENT LOT I,
SECTlOI'l ~4 AND TIDElANDS ADJOINING, ALL IN TO\'/NSHIP 24 NORTH, IlMlGt: 1 EAST. W.M. IN KITSAr
COUNT'\'. WASHINGTON
PARCEL 1Il:
S~ATE IN T~ CITY OF BREMERTON, COUNTY OF KITSAP, STATE OF WASHINGTON.
"IfC'P..OO~O~.9.9 0/~:L
I 1m! 1I1111~\III!\III~IIIIII\IIIIII\111111 ~IIIIII ::~2:~~; ~ 1, ~A4
TRFt1SHATlON TlTLE H,S CO OEED m.88 Kitsap Co, lJA
EXHIBIT \\8"
Subject to:
RIGHTS OF THE UNITED STATES AND THE STATE OF WASHINGTON TO REGULATE THE USE
OR OCCUPANCY OF THAT PORTION OF THE LAND L't'!NG 6ELOW THE LINE OF THE MEAN HIGH
TIDE.
RIGHTS AND EASEMENTS OF THE PUBLlC FOR COMMERCE, NAVIGATION, RECREATION AND
FISH ERIES.
ANY RESTRICTIONS ON THE USE OF THE LAND RESULTING FROM THE RIGHTS OF THE
PUBUC OR RIPARIAN OWNERS TO USE ANY PORTION WHICH IS NOW, OR HAS BEEN,
COVERED BY WATER.
COVENANTS, CONDITIONS AND RESTRICTIONS AFFECTING PORTION SAlD PREMISES
IMPOSED BY INSTRUMENT RECORDED ON NOVEMBER 13, 1915, UNDER RECORDING NO.
79563.
EASEMENT AND THE TERMS AND CONDITIONS THEREOf:
GRANTEE: PUGET SOUND POWER & LIGHT COMPANY
PURPOSE: ELECTRIC TRANSMISSION AND/OR DISTRIBUTION SYSTEM
AREA AfFECTED: A PORTlON OF SAID PREMISES
RECORDED: FEBRUARY 19, 1946
RECORDING NO.: 421859
AGREEMENT AND THE TERMS AND CONDlTlONS THEREOF:
RECORDED: AUGUST 3D, 1947
RECORDING NO.: 453869'
REGARDING; USE AGREEMENT
EASEMENT AND THE TERMS AND CONDITIONS THEREOF:
PURPOSE: DRAIN,AGE PIPE
AREA AFFECTED: A PORTION OF SAID PREMISES
RECORDING NO. 453870
ADDrTlONAL TERMS AND CONDrTlONS CONTAINED IN DEED RECORDED UNDER KITSAP
COUNTY AUDITOR'S FILE NO. 453870 .
EASEMENT AND THE TERM5 AND CONDITIONS THEREOF:
PURPOSE: INGRESS AND EGRESS
AREA AfFECTED: A PORTION OF SAID PREMISES
RECORDING NO. 751244
EASEMENT AND THE TERMS AND CONDITIONS THEREOF:
GRANTEE: CITY OF BREMERTON
PURPOSE: SANITARY SEWER
AREA AFFECTED: A PORTION OF SAID PREMISES
RECORDED: APRIL 6, 1973
RECORDING NO.: 10433301
\ ~II\\ 11111 \\\11\ WII ~111\1111111l1 III 111111\\1111\ :~::,~~~~ 1.:4
TRAHSNATlOtl TIlL[ HIS CO DEED $33.013 Kltsap Co. l.JA
~ \.J~)()I vv~
EASEMENT AND THE TERMS AND CONOmONS THEREOF:
GRANTEE: CITY OF BREMERTON
PURPOSE: SANITARY SEWER
AREA AFFECTED: A PORTION OF SAID PREMISES
RECORDED: APRIL 6, 1973
RECORDING NO.: 1043335
EASEMENT AND THE TERMS AND CONDITIONS THEREOF:
PURPOSE: ACCESS
AREA AFFECTED: A PORTION OF SAID PREMISES
RECORDING NO. 1057764
EASEMENT AND THE TERMS AND CONDITIONS THEREOF:
GRANTEE: CITY OF 6REMERTON
PURPOSE: TEMPORARY CONSTRUCTION
AREA AFFECTeD; A PORTION OF SAID PREMISES
RECORDED: SEPTEMBER 17. 1975
RECORDING NO.: 1111001
EASEMENT AND THE TERMS AND CONDITIONS THEREOF;
GRANTEE: CITY OF BREMERTON
PURPOSE: TEMPORARY CONSTRUCTION
AREA AFFECTED: A PORTION OF SAID PREMISES
RECORDED: SEPTEMBER 17, 1975
RECORDING NO.: 1111002
AGREEMENT AND THE TERMS AND CONDITIONS THEREOF:
RECORDED: NOVEMBER 6, 1986
RECORDING NO.: 8611050096
REGARDING: PURCHASE OPTION AGKEEMENT
EASEMENT AND THE TEHMS AND CONDITIONS THEREOf:
GRANTEE: CITY OF BREMERTON
PURPOSE: PERMANENT UTILITY EASEMENT
AREA AFFECTED: A PORTION OF SAID PREMISES
RECORDED: JANUARY 11, 1989
RECORDING NO.: 8901110046
AGREEMENT AND THE TERMS AND CONDlTIONS THEREOF:
RECORDED: MAY 31,1991
RECORDING NO.: 9105310209
REGARDING: EASEMENT AGREEMENT
AGREEMENT AND THE TERMS AND CONDrTlONS THEREOF:
RECORDED: MARCH 12, 1999
RECORDING NO.: 3162648
REGARDING: EASEMENT AGREEMENT
AGREEMENT AND THE TERMS AND CONOlTlONS THEREOF:
RECORDED: MARCH 12, 1999
RECORDING NO.: 3162649
REGARDING: EASEMENT AGREEMENT
I ~I~ II~I ~1I1 '111I1I11I111111~ III BIIIII~ II~ ~l;7~ ~,~: 4
TRAHSNATIl>>i TITLE INS co OCEO $39.00 Kitiilp Co, UA
EASEMENT AND THE TERMS AND CONDITIONS THEREOf:
GRANTEE: PUGET SOUND ENER.GY, INC. A WASHINGTON CORPORATION
PURPOSE: ELECTRIC TRANSMISSION AND/OR DISTR18UTION SYSTEM
AREA AFFECTED: A PORTION OF SAID PREMISES .
RECORDED: MAY 14, 1999 ,-
REC9RDING NO.: 3179038
EASEMENT AND THE TERMS AND CONDITIONS THEREOF:
GRANTEE: CASCADE NATURAL GAS CORPORATION, A WASHINGTON
CORPORATION
RIGHT-OF-WAY
A PORTION OF SAID PREMISES
APRIL 17,2001
200104170039
PURPOSE:
AREA AFFECTED:
RECORDED:
RECORDING NO.:
AGREEMENT AND THE TERMS AND CONDJTIONS THEREOF:
RECORDED: JULY 24, 2003
RECORDING NO.: 200307240360
REGARDING: INTERlDCAL AGREEMENT
AGREEMENT AND THE TERMS AND CONDITIONS THEREOF:
RECORDED; DECEMBER 12, 2003
RECORDING NO,; 200312120194
REGARDING: CONFERENCE CENTER PARKING GARAGE AGREEMEN;r
AGREEMENT AND THE TERMS AND CONDITIONS THEREOF:
RECORDED: DECEMBER 12,2003
RECORDING NO.: 200312120195
REGARDING: EASEMENT AGREEMENT
, ADDENDUM TO EASEMENT AGREEMENT RECORDED UNDER AUDITOR'S FILE NO.
200312120196 AND ASSIGNMENT AND ASSUMPTION OF EASEMENT RIGHTS AND PARKJNG
RIGHTS RECORDED UNDER AUDfTOR'S fILE NO. 200312120201.
AGREEMENT AND THE TERMS AND CONDITIONS THEREOF:
RECORDED: DECEMBER 12,2003
RECORDING NO.: 200312120200
REGARDING: OWNER'S ESTOPPEL CERTIFICATE AND AGREEMENT
\ \\l~ WI ~m ~\l I'll ~ \~\\\~ III \l\ll l\U\1 :~~7~~\:4
TRAliSNATIOH TlTL[ HIS CO OEEO l33.S8 KltSap COI
REAL ESTATE EXCISE TAX AFFIDAVIT Th.iJfomli..yourteCei~
l'lJ!ASE 1"YPE OR PlUN1' CHAPTER 82.45 RCW - CHAPTER 458-61 WAC what _pal by c:ubim",
'2~""2. ~ "I, no.s AFt'IDA YlT WILL l'Iar III ACCf:P'T1;D UJ'{LU8 ALL AIU.AS 0/1" ALL PACKS AU F1JL1. '" COI'U'LETl:D
(S.. beet_lor i!lltN01iolo.) ,
be I '.J. ol If ti c lla1 c: or hi RSJIl \Q
N..... Tho City gf 8_
.c
~ DlrAllnlUiT
OF Rm.NUE
",.,....... ...ii
Maline ~ ~~ r,,,, 6Irve1
CitylSl.aIa/'Z:ip Bnomo""n. WA 9&331
l'hm>c No, (I..d""",- .... oodo)
Send 011 proo-ty I&>< oomo~ "" 0s.mo. Buy",,1<.lnurtoo
N.....
M.ili", Addnu
CilylS..wz.p
Phcmo 1-10. (...;u, ... codol
~ ~ Mo;.... Addr.- P,O. Bo. 3805
~ ~ CilylSuWZip BoflMJe. WA 9800lI
Phco1< No, (includina __ 00<lc)
List 011 rlNI ..J pononal f"OPOrl)' la>c poseoI &l:<:0UftI
~ - _ boll if pononoJ po'OpCr1y
242401~ <::.\'\~~~~ 0
2~-01~~\~ ~~~l:. n
LO'I'f; 0010 n
[J
(.jot ....-l......<)l
II Slroat odd.... 0( "",polly;
Tbi, property illotaled in 0 UIli"""'JlOfWlGd
o o-t boo Iraoy orlho lilted pol<.cllr... boi~ __ from. '-""' p"'001.
L-a.-I ~lCnption or p1'Opony (if mort! .,..,.. i& needed. yow ~y .u.cn .. .~.~ .hHllO.....h pae_ ortho atfldavt<)
_.., _ Emilil A,
Couoty OR wilhin 0 ~ af .e.-tton
II Enler AbllraCl Use Calegorioo:
(PI....., _lilt 01\ lhc back pag. of Ibis fonu)
If oxaopl from propony tal per chapter 8Ue RC\II (1IOI1pmfd
orpuiz;ation). inclllde;
Sdler'. Bump( Res. No.:
Is lid pqICI1Y dtsignob:IlIlIliKltJnI per ~ 84JJ RCW7 0
Is tm pqocsty dmJlaJ '" ~ _ (opc:ol_ r.m. 0Pd 0
~, ....limb.o-) Ilnl pGI' Woplz:r 84,341
IIlhis ptIpIty rurlvln, ~ vaIuIiion lIIIlWDical PfJll'I1Y
pcr<tlaplor 8U6 RCW'I
If '"'Y ....-s....)'C5. tanplele .. ~ below
(l) l'lOTICE OFC'CllV11N\JArol (JIOIUST lAND OR alAAF.NT lS)
NEW OWNER(S): To ccmiD"" the 0UI'nId dcoiiJl8liOo eo w....land ClO"
~ aQJlJmt\l.'lC (~~ c.-m IDi ~ortimOor)
1md. you ..._ lip.,. (J) bdMr. Tho ClO\II>ty ~ _Ibso di::loomine
iflbe 181<1 lnaifcmd WOlin""" to qualify lIIld....:ll w:.:ae by aiping below.
If tba ho" no 10llj0r qualif... ("I' yQI do not wish to cootiuuellie clesignalloa
or das.lilkaciao.. iI will be """,,"Cd lIIld l!lIl ~ a odlitimaJ lax..
will be .a..1IIId psyabIe by 1ho $dJor' or lrBlI.sferu" III lbc lime of P. (RCW
1I4,J).ldOotRCW 84,).4,101). Prior to ilillbins (3) boIow,you IDII)'-
you- loc.l counI,y ......... fa mM: iaf~
Thilt..,,1 CJ doai Odoet lIO\ quality r... CMti-aUllDCC.
DEPUTY ASSESSOR OA T6
(1) NOTICE 01' COMPUANC1t (IJlSTORIC PROPDm')
NEW OWNER(S): To conlin"" special valullion IS hiJlOrio prqx:rty.
1!jpJ <J) lido.... if dlc De.... ownc:r(') do DOl wish to contiu~ III
WtiooaJ laX caJllU~tl:>d pw=onl to chopler &4.26 RCW. sIlaJl be d\ic
uu:t poyUlle by lbe ...u..r or lnIWaa' at liIlI limo g{ sm.
(3) OWNItR(SJ SIGNATURE
YES
o
L~ 1111 pcnonal property (tBD8ible and inlllngible) iDeJ1Ided iu ..uing
price.
NO rrdailll;nll811 ckcmpllon,lilll WAC Dumb<< Bnd rOIlJlOD for ..emptioD'
~ WAC No. (Soclion/Subsection) 451l~I"'20 <0 c:)
0'
Rouon for e.emption
Gowmmenl Trananr. lnin""" bY 0 mllnidpoJ oa<ponItbl 01 lllo oJ.1ll 01
Woohlno-.
Typ. of DDcum.ot SIaD/lOo'y Watnnty 0_
Dlle of DocwtICflI 8/1Si06
Groll Sellin I Price S
'Penlonlll Prop..ny (deducl) $
ll.emplioc Claimod (deduct) $
TBJUlblc Sallioc; Plio<: S
E...is.e TIU(: Slate $
8,em"rto,; LooaJ S
'OclinquO'llI Interest: Stale $
0.0050 I Local $
'Oolln</1lcnl Pco~ty $
· CouDly Tecboology F.... $
'Stale Tecllnology Foe $
'AfIidavil Procouina Fcc S
Total Du. $
3OO.0OQ.OO
300,000,00
0,00
0.00
0.00
0.00
0.00
0,00
0,00
0.00
10.00
10, ()O
"MlI'lIMUM OF SIO.to IS DUW; II'l n:,,5) ANO/OII TAX
'SEE INSTIl ION
Ln' OFnlUVJlY THAT TIa roJU:(;OING IS TRUI AND COIlJlJOCT.
~:=.~Gna"""AlClIt /Ju tCtllLc4 p J!..
Si8Jlllllun: of
C.....IO r Qr Gna..r'.
Na= (pRill) C""Y Boum~ ~ayot
o..s. .. city ohignihS:'1 ~ 10 '5
I
Pooj. ryt i'lloj..-y is. cleat C /l:Iody wbich is pw8sIuobIc by ~ ill lbe _ com=clIOIIIII im1i\uIioo fur a mWmum lI:n1l of 11(( ID<ft Ibm m. yan or by
':~::='::::"-<<--OE~=~lili~i~iliiniiliiii ~i~ml \111 ~~;;~I:~7~~11~A4
TRAHSI-1ATl ()l TI T\.E INS CD CEED t39, 00 KH S<lp CO. UR
NImC (prinl)
Oalo &: oity ()f signing:
REAL EST ATE EXCISE TAX AFFIDA V/T
PLEhSE TYPE OR PRINT CII^PTER 82.4~ RCW - CHAPTER 4~8-61 WAC when .t.lmpcU by "".hi....
TillS 4"1D4VIT WILL NOT Bit ACCEPTED UNLESfi ALL ARJ:.AS 01" hLL PACU ARE FULLV (;OMPUTED
(See h.d pqc: (Of iRlIlnlC:lir.ml)
,(" lLi 1 bwncn..lillL
II f;ln::e' ..lJdNlI!lI u( 'pl'Opg(ly:
Th.,. l'mJlcny l.. IOlluted iQ 0 ,,"il\CO:TJlOl1lokd. ___ (QUilty OR wil hill 0 dry rtr Bmrr'l'8rton
o CIwc.L bux i('IlnY or lho Ih....~ plIlrcc-l" 60lre j,,;in~ lK.yq.~ from, l..,.er ~I.
LeeR1 do",",riptlOIl o(propcrty (if "lOre 'pIlC~ j, nc~cd. )'O~ (l\uy lUu.n;h a wp:arnw ~hccllO \:OC'k p-lle 11)[ lrw .rfiUlvll)
..
.
-
~ Zf~~!!'.
",,~"M'II
Chock 00. ir 1111 aHfc uf
The CiIy 01 B~n
M.;lil~ ^&In:"M~~I.._~__.
Cil)'ISuW~ip Srum8f1on, WA. 96J37
l'hoo\j Nt). Hudlldini;m:a ~L
&.:niJ ~I pml'C"Y tall. (:o.m:::::!IIpolldOlW lo;~ SalllDIP Bu)'C'rlQn,m14't:;
Nilmc
M..ilin~AddfOlhl> ___...._
('i'ylS....,n,;~
J'l~l~ Nl.l. (with oVC\l eot.lc)
.LnrU'l..Jl'I\.liUI"l l-t.lLJ...'..
19JUU_L/VU"::'
11,i~ form ia: YUUT ~ipl
OIlU D nr nwr.::nr:hi OC_1 Iv n.U1T\O..
~... Mad Anlhony'l, I""... Wosl11ngton corpor-otion
~ ~ MaWo, A.wn.",. P.O. 80.< J80S
~ ~ CilylSlalQlZip Bahvu.. WA, 98009
Phouc No, (incJudinl;: 1&1\." coO.:)
Li#J '611 n:.1 &ami puhlClN-l prDp\oi1y ilia f"'U'"IIICCQl...,L
""'mbcn- Il:h<<k ~ if p.eNOtlal prt'lpCny
1.~24(Jl~ ~"\"" 'l.,,- li:>.~ n
_?~2401~ ...\S~~'\~
Levy: 0010 n
n
Ulil. ~~ V1Iluo(':)
A MINIMUM OF IIG.tO IS DUE IN PUllS' AND/OA "A>;
'SEE 'NSnUCTIOI'IS
I CERTlfV UN Dell PL'IAI" TV OF peRJURY T"A T T"1t fORtC.olNC IS l"IWIt Al'i~CO RItCT,
Si~ruI\\.l~ uf ::>iij.JUuurc or
Gnl\'Qr fW G,..lit.ator'. AK~nt CnR". Dr Gr.n,ee', ^ee-at
Non"'(prinl) CaryBo18man.'-layo< N.mel~ril1C) __\\e~IO~l2.r IV\. ~(!Iul.~
Date '- ci'y uf .illning: Oe<c &. city of .j~nin&: ~ - I C1 - o.s-
rorj.uy, ~11I}'''. cl... C felony w\licl1 i. puniolwble by irnpNrmmc1IUl "'" ollie ~I iIlstilullon li:lr" mox"",un 'tmIufllU'lllOf< lhM live yam. or by
. tine ill "",,,,num find by ,he court .,r'lD! mare thon r...... U>0U$8rd tloIlol1 ($5,000,00).'" by b.>lh Imprison~ urd flnc [RCW 9A.2Q.D20 (Ie)).
R~V 8411UlII'.I.D)I0W29ml TIllS SPACE. TREASURER'S USE ONLY COUNTY ASSESSOR
At1scMd.. ExhOll"A"
Elltcr Abs~r/r;lct U~e C'te~odC'..:
(Plca,e .ee lio, 011 Ule back pa"e Oflhi. form)
If CX,,",PI (rom property I... per ch"pter W~,J6 RCW (nonprorlt
OfWloiutioo). ioclude;
S.ller', F.l<empl ROl:- No.:
YES
"lhi. ~ ~1lOlod.. r,"" IlnI pr:r chop<er &4J3 RCW? 0 0
I. .li. prwony d...ilicd .. ~1I ua (cpom splCt. fium..o.I 0 0
~~ or bllttr) l:1rd porc:hophs 114.J4?
I. ow Jll'lP"flY nuoiving special wluoJio1", hilauiuoJ IJOP'S1Y 0 0
P<I tlli4>lCr ll4.26 RCW!
Iroll)' """""'" ""',..., COl11plow "" i/lllt\D4l bok....
(I. NO'llCItOl"CONfINllANCE (J'ORlSTL\ND OR CURRI!NT USlQ
NP.W OWNER(S); To <001..... IIur CUn_ dcoiplon lllIror.:.t Joq,J or
.luuitUlioll.. <""""1 \IX (ope1 """",,, fann and ~lltlJl<. or tintb.r)
L"oJ. YOII JUUII lip On (3) boJo,o. The wunly 0SIleSW( """'II..... ~inc
ifthe land .......ren'C<l "",IIi,,*, to qualift on.! will indknle by .ill"i"ll bell,,,,.
11',1... Ilnd"" inr1gorq...lif.... or you <kl no< wish IoCGnlinuo: Iho dl:sign.6.11\
or cl:c;.if""""",. il wilL be ""mycU m1<l tho comp<IIllIlli"ll '" ..sdilinnalllUCO
will be due ond pu)'llblc by IIu: ..II<< or tnlllliferar" Ihe limo or..uc. (ReW
K4.3l.1411I1r RCW &4.34.101<). p,;", to siwni"ll (J) b<1ow, >"-' may wnl.x:l
your 1"".1 C<lUnIy ,,,,,,,",,,,, fo, more inflnnOlioo.
Tbi.l.ntl 0 d<l<1> 0 <loes nut quolift foreonlinU911C<l.
DI'.I'UTV "'-SSESSOR DA TE
(Zl NanCE OP COMPUANCE (fUSTOQlC PIlOP1!:RlY)
NEW OWNER(S): T.. """Ii""" .ptci.1 valuolion .. hi.loric property.
al~a (3) !>clo... Iflho! n... '''''''''<(I) do not wi.>h to conlinue. .d
odditi"""ll"" ..!cuLMu pllrJuanllO clIaplor 84.2611C.'W. 0""11 be <lue
"n<l poy.bl< by Ih. .oller or tnnsferor o.llu: Dl"o of ..I..
[.1) OWNER(S) SIGNA TURE
Lj".U pcnion,l pro~ny (Wn~ibl. ww ;nl1Jngibk) ;nclllllr<l in ..mIl!;
pnce.
NO
Ifd,ilHiull an excmption, Iis.t WAC munDer am! rcw.on ro.. C'.l~mpdon:
WAC No. (SectionlSuboectlon) .SA-llI"'2(J rcJ (II
Rl:'u.$~n for .~etl\plion
Govomm...., T",_. Ir,o"",", by . m""Id"", C<l'PO/1Ition 0' ,.... SID'" of
W.oNI\oIOn.
TYIN of Documenl SIDbJlory WllrTOl1ty De<>d
Dol, "I' Document B115lO6
0'0" Selling Price
.Pc,woul Properly (o<<luo"
~'crnptio" Cloimed (dcdllct)
Tuxubl. Sellinll Price S
EAdie' Tox: Stile S_
SulllCllocalion Lucal S
.OClifKIUC.IU (nt,res(: Sible S~
.100) c~o.
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~~
0.00
0.00
0.00
00
0.0000
Lt.)CBI S
.Oelinquent Ponclty S
.('<>l1nly Toc~nolQiP' Fcc $.
.Stale Tcchf1olo1!:)' Fcc S
.Aflid.v;1 P,\>ce$.ing 1'.. S
TULaI Uue S
(0...:0
10.00
IIIII~ II1II ~IIIIII~IIIIIIIIII~IIIIIIIII~II 11111111
T~iSHATlOH TiTLE HIS CO OCEO rn ee
200508290134
Page: 7 of 8
S8/29/2005 II : 17A
Kitiap Co, I.lA
-LJ.",:",~'o....)l'["'J. ..LVL' J..L iLL
4::::J UU"-I VlJ"-
ol
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,
EXHIBIT A
PARcell:
THe AIR RIGHTS ABOVE THE STRUCTURAL PAD, THE UPPER SURFACE OF WHICH IS AT AN ELEVATION OF
37.99 FEET NAYD 88 (WHICH IS CURRENTLY 40 FEET, : 1 INCHES ABOVE THE DEFtNED N.O.A.A. LINE OF
MEAN LOWER WATER LEVEL) BEING ABOVE THE FOLLOWING DESCRIBED PROPERlY:
THAT PORTION OF GOVERNMENT LOT 1, S~CTtoN 24, TOWNSHIP 24 NORTH, RANGE 1 EAST, Wlll..AMETTE
MERIDIAN, AND TlDELANDS ADJOINING IN KlT$AP COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS:
COMMENCING AT THE INTERSECTION OF THE NORTHEASTERLY MARGIN OF F[RST STREET (FRONT STREET)
WIT'H THE INNER HARBOR LINE DELINEATED ON 1958 SUPPLEMENTAL MAP OF THE BREMERTON TIDELANDS,
ON FILE IN THE OFFICE OF THE COMMISSIONER OF PUBLIC LANOS, OLYMPIA, WASHINGTON;
T~ll:NCE NORTH 43002'41" EAST, 26.35 FEET ALONG SAID INNER HARBOR LINE AS DELINEATED ON SAID
SUPPLEMENTAL MAP;
THENCE NORTH 45022'51" WEST, 13.24 FEET TO THE TRUE PO[NT OF er.:GINNING;
THENCE CONTINUING NORTH 45022'51" WEST 22.38 FEET;
THENCE NORTH 29012'28" WEST 80.58 FEET;
THENCE NORTH 60047'32" EAST 43,76 FEET;
THENCE SOUTH 29012'28" EAST 14.43 FEET;
THENCE NORTH 60047'32" EAST <12.00 FEET;
THENCE SOUTH 29012'28" EAST 5.50 FEET;
THENCE NORTH 60041'32" EAST 30.57 FEET;
THENCE ~OI:JTH 83016'02" EAST 11.06 FEET TO A POINT ON A CVRVl;, THE RADIUS PorNT OF WHICH BEARS
NORTH 83"55'31" WEST'
'THENCE SOUTHweSTERLY ALONG THE ARC OF A CURVE CONCAVE TO TH!: NORTHWEST HAVING A RADIUS
OF 150.76 FEET THROUGH A CENTRAL ANGLE OF 26055'57" AND AN ARC LENGTH OF 70.87 FEET;
THENCE SOUTH 56"45'37" EAST 4.89 FEET TO A POINT ON A CURVE TIlE RADIUS POINT OF WHICH BEARS
NORTH 56051'31" WEST;
'THENCE SOUTHWESTERLY ALONG THE ARC OF A CURVE CONCAVE TO THE NOIl.THWEST HAVING ^ RADIUS
OF 162.99 FEET THROUGH A CENTRAL A.NGLE OF 08049'42" AND AN ARC LENGTH OF 25.11 FEET;
THENCE SOU;H 4202)'00. WEST <17.CJ2 FEET TO TH(' :rUlE POINT OF BEGINNING;
PARCEL Jl~
A.N EASEMENT FOR PARKING, INGRESS AND EGRESS AS ESJABllSHED BY INSTRUMENTS RECORDED UNDER
RECORDING NO, 200312120195 AND 200312120L96 AND FURTHER AMENDED BY INSTRUMENT RECORDeD
UNDER RECORDING NO. 2003121,0201, BE[NG A PORTION OF GOVERNMENT LOT 3, SECT tON L3 AND
GOVERNMENT LOT I, SECTION 24, ALL IN TOWNSHIP 24 NORTH, RANGE 1 EAST, W.M. IN KITSAP COUNTY,
WASHINGTON .
PARCEL Irl:
>< ~O()S'og~/,() /3/
AN EASEMENT FOR INGRESS, EGRESS, UTiLITIES, PARKING AND OTHER PURPOSES AS ESTABLl5HED BY
[NSTRUMENT DATED OCTOBER 25, 2004 ReCOROED UNDER RECORDING NO. ~ AS AMENDED
BY. INSTRUMENT DATED ~ - , __, 2005, RECOrWr:D UNDER RECORDING NO.
~..... ... . '___' BEING A PORTION OF GOVERNMENT LOT J, Sr:CTJON L3, GOVERNMENT LOT 1.
orsECTlON 24 AND TIDELANDS ADJOINING, ALL IN TOVINSHIP 24 NORTH, I~Mj(jc \ EAST, W.M. IN K!TSAP
COUNTY, WASHINGTON
SITUATE IN THt: CiTY OF BREMonON. COUNTY OF Kl1SAP, STATE OF W^SHINGTON.
droo5 Og~ q O/~:J...
I \111\ 1~111~~ 1~11l1~ I\II~I~I\ ~ 1111\ ~1111l1 ~~2:~7~~1 '~A4
TRAflSHATl()l TITLE INS CO OCED $39.00 KHsllp Co, lJA
FINAL SELLER'S STATEMENT
Date: August 19,2005
GFNo: 10654475sp
Sale From: City of Bremerton
239 4th Street
Bremerton, W A 98337
To: Mad Anthony's, Inc., a Washington corporation
P.O. Box 3805
Bellevue, W A 98009
Property: Portion of Govemment Lot 1, See 24, Twp 24N, Rge 1 EWM.
WA
Sa I es Pri ce ........................................................................................................................................... .................................... $300,000.00
Reimbursemen ts/Cred i ts
Total Rei mbursemen ts/Cred i ts ........ ... ..... ....... ..... ... ....... ..... .......... ................ ... ............... ............. ...... $ 0.00
Gross Amount Due to SelIer ..................................................................................... $300,000.00
Less: Charges and Deductions
Title Charges to Transnation Title Insurance Co ..................................... ........................................................ ................ $423.54
Standard Owner's Title Premium ................................................. ............................... ............. $390.00
Title Sales Tax ............................................................................. ............................... ............... $33.54
Escrow Charges to LandAmerica....... ....... ........... ........... .... ..................... ...................................... ......... ......... ... ............. $709.94
Escrow Fee ................................................................................... ............................... ............. $630.00
Escrow Sales Tax ......................................................................... ............................... ............... $55.44
Delivery Charges ......................................................................... ............................... ............... $24.50
Excise Tax to Kitsap County Treasurer ................................................... ........................................................ .................. $10.00
Other Disbursements ............................................................................... ........................................................ ........... $40,000.00
Holdback per agreement Pay to Buyer ........................................ ............................... ........ $40,000.00
Total Charges and Ded uctions ................................................................................................. $41,143.48
Net Amount Due to SelIer ......................................................................................... $258.856.52
LandAmerica Commercial Services
~
~' "-
By v...J-:-_ . ~.
hem PelletIer .-/_
I HEREBY CERTIFY THIS TO BE
A ~RU;!,ND CO. RRECT COpy
-drtlt-
1RANSI~AT!ON TITLE INS. CO.
Printed at: 08/29/2005 (06:47 pm)
Compliments of LandAmerica Commercial Services
~
Order No.:
MM - 20020228
t;
9619 Levin Road NW
Silverdale, WA 98383
Phone: 360-692-4556
Fax: 360-698-7509
Transnation
THIRD COMMITMENT
COMMITMENT FOR TITLE INSURANCE
SCHEDULE A
1.
Effective Date: March 28, 2005 at 8:00 a.m.
Commitment No.: MM - 20020228
2. Policy or Policies to be issued:
Subdividers Rate
Owner's Extended Policy - 1992
Proposed Insured(s): Mad Anthony's Incorporated, a Washington corporation
Amount:
Premium:
Tax:
Total:
$300,000.00
$ 732.00
$ 33.54
$ 765.54
3. Title to the fee simple estate or interest in the land described or referred to in this
Commitment is at the effective date hereof vested in:
City ofBremerton, A Washington Municipal Corporation, as to a portion and Kitsap Transit,
Inc. a Washington Municipal Corporation, as to the remainder
4. The land referred to in this Commitment is described as follows:
See Exhibit "A" attached hereto.
Transnation Title Insurance Company
~~
Preliminary Commitment
Page 1 of 9
'.,
f
"
,
~ landAmerica~
Commercial Services
60 I Union Street. Suite 1100
Seattle WA 98101
Phone: 206-628-2822
Fax: 206-628-0(i3 I
Issuing Title Policies of
Commonwealth Land Title Insurance COll/pany
Lawyers Title Insurance Corporation
Transnation Title Insurance Company
CLOSING AGREEMENT AND ESCROW INSTRUCTIONS
FOR PURCHASE AND SALE TRANSACTION
To: Transnation Title Insurance Company dba LandAmerica Commercial Services
Re:
Escrow No.:
Buyer/Borrower(s ):
Seller(s):
Subject Property:
10654475sp
Mad Anthony's, Inc., a Washington corporation
City of Bremerton
as set forth in Commitment for Title Insurance No. 20020228
The undersigned buyer and seller (referred to herein as "the parties") hereby designate and appoint Transnation
Title Insurance Company dba LandAmerica Commercial Services (referred to herein as "the Closing Agent") to
act as their closing and escrow agent according to the following Agreements and instructions:
IT IS AGREED, AND THE CLOSING AGENT IS INSTRUCTED, AS FOLLOWS:
Terms of Sale. The terms and conditions of the Transaction which is the subject of these instructions (referred
to herein as "the Transaction") are set forth in the parties' Purchase and Sale Agreement, Earnest Money
Agreement, or other written agreement, and any attachments, amendments or addenda to that Agreement
(referred to herein as "the Parties' Agreement"). If the Purchase and Sale Agreement provides that a commission
is due at closing, the Company will require payment of the commission according to the broker's demand, which
will be furnished at the Closing Agent's request. Any change to the Parties' Agreement will not be applicable to
the Closing Agent unless signed by the parties and delivered to the Closing Agent. These instructions are not
intended to amend, modify or supersede the principal terms and conditions of the Parties' Agreement but if there
. is any conflict or inconsistency between these instructions and the Parties' Agrecment, the terms and conditions
of these instructions shall control.
Description of Real Property. The real Property which is the subject of the Transaction (referred to herein as
"the Property") is identified in the Parties' Agreement. The documents required to close the Transaction must
contain the "legal description" of the Property. If the Parties' Agreement does not yet contain the correct legal
description, the parties or the real estate agent shall obtain an addendum setting forth the legal description as
soon as possible and deliver it to the Closing Agent.
Closing Date. Unless otherwise described in the Parties' Agreement, the closing date shall be considered to be
the date on which the legal documents are recorded and the funds are available for disbursement.
Documents. The Closing Agent is instructed to select, prepare, correct, receive, hold, record and deliver
documents as necessary to close the Transaction. The Closing Agent may request that certain documents be
prepared or obtained by the parties or their attorneys, in which case the parties shall deliver the requested
documents to the Closing Agent before the closing date. Execution of any document will be considered approval
of its form and contents by each party signing such document.
Deposits and Disbursement of Funds. Before the closing date, each party shall deposit with the Closing Agent
all funds required to be paid by such party to close the Transaction, less any earnest money previously deposited
with the real estate agent. The parties acknowledge that all funds delivered to the Closing Agent in connection
with this escrow will be deposited into an escrow trust account with a financial institution doing business in the
State of Washington whose deposits are covered by FDIC insurance. Parties further acknowledge that in
calculating the amount of available insurance, the FDIC will consolidate funds deposited under this escrow with
Purchase and Sale Closing Agreement Instructions
Page I ofS
all other funds of the parties which are on deposit with the trust account bank. The parties release and indemnify
the Closing Agent from any liability and assume all responsibility for any loss which may result from a lack of
FDIC insurance in excess of $ I 00,000. The parties acknowledge that the Closing Agent may receive incidental
benefits from the financial institution based on the existence of its escrow trust account deposits. The Closing
Agent is authorized, but not required, to consider a lending institution's written commitment to deposit funds as
the equivalent ofa deposit of such funds, ifall conditions of the commitment will be met on or before the closing
date. The Closing Agent shall not be required to disburse any funds deposited by check or draft until it has been
advised by the bank that such check or draft has been finally collected. All disbursements shall be made by tHe
Closing Agent's check, or if the payee so instructs in writing, by electronic wire transfer. Funds which are
undisbursed and not claimed within six (6) months may be retained by the Closing Agent as a file maintenance
fee instead of being disbursed to the State of Washington pursuant to the Unclaimed Property Act. The Closing
Agent is required to give notice to the parties if the unclaimed funds exceed $75.00.
Settlement Statement. The Closing Agent is instructed to prepare a settlement statement showing all funds
deposited for the account of each of the parties and the proposed disbursements from such funds. No funds shall
be disbursed until the parties have examined and approved the settlement statement. Some items may be
estimated, and the final amount of each estimated item will be adjusted to the exact amount required to be' paid at
the time of disbursement. The settlement statement will be subject to audit and any errors or omissions may be
corrected at any time. If any monetary adjustment is necessary, the amount will be immediately paid by the
party responsible for such payment to the party entitled to receive it, pursuant to the Parties' Agreement.
Pro-rations. Adjustments or pro-rations of real estate taxes, and other charges, including recurring assessments
for public improvements, if any, which appear on the Title Report, shall be made on a per-diem basis using a
365 day year, unless the Closing Agent is otherwise instructed.
Title Insurance. The Closing Agent is instructed to obtain and forward to the parties a preliminary commitment
for title insurance on the Property (referred to herein as "the Title Report"). The Closing Agent is authorized to
rely on the Title Report in the performance of its duties and shall have no responsibility or liability for any title
defects or encumbrances which are not disclosed in the Title Report. The parties shall be responsible to review
these items for accuracy, a verification of the legal description, and to determine their acceptability for purposes
of closing.
Verification of Monetary Encumbrances. The Closing Agent is permitted to request a written statement from
the holder of each monetary encumbrance on the Property. The Closing Agent is authorized to rely upon such
written statements in the performance of its duties, without liability or responsibility for their accuracy or
completeness. The Closing Agent may further rely upon any verbal update to a written payoff statement
provided by an existing lender and the borrower agrees to indemnify Closing Agent for payofTamounls which
may be regarded as incomplete or inaccurate by the lender upon receipt.
Instructions From Third Parties. I f any written instructions necessary to close this Transaction according to
the Parties' Agreement are given to the Closing Agent by anyone other than the parties or their attorneys,
including but not limited to lenders, such instructions are presumed to be accepted and agreed to by the parties.
Disclosure of Information to Third Parties. The Closing Agent is authorized to furnish, upon request, copies
of any closing documents, agreements or instructions concerning the Transaction to the parties' attorneys, and to
any real estate agent, lender or title insurance company involved in the Transaction.
Records Retention. After six (6) years from the completion of the Transaction, the Closing Agent may destroy
all records, agreements and instruments relating to the closing of this Transaction, including all documentation
and accounting information.
Closing Agent's Fees and Expenses. The Closing Agent's fee is intended as compensation for the usual
closing services as set forth in these instructions. If additional services are requested or
required to comply with any change or addition to the Parties' Agreement or these instructions, or as a result of
any party's assignment of interest or delay in performance, the parties agree to pay a reasonable additional fee
for such services. The parties shall also reimburse the Closing Agent for any out-of-pocket costs and expenses
incurred by it under these instructions, including but not limited to excessive fax costs, electronic wire transfer
costs, courier fees, and lender payoff statement preparation fees.
Purchase and Sale Closing Agreement Instructions
Page 2 0 f 5
'.
..:
Inability to Comply with Instructions. If the Closing Agent receives conflicting instructions the Closing Agent
shall notify the parties, request further instructions, and in its sole discretion may: (I) continue to perform its
duties and close the Transaction as soon as possible after receiving further instructions, or (2) deposit the money
and documents held by it into the registry of the court. If the Closing Agent determines, for any reason, that it
cannot comply with the parties' instructions by the closing date specified in the Parties' Agreement or in any
written amendment to that Agreement, the Closing Agent shall notify the parties, request further instructions,
and in its discretion may: (I) continue to perform its duties and close the Transaction as soon as possible after
receiving further instructions; (2) deposit the money and documents held by it into the registry of the court; elr
(3) return any money or documents then held by it to the parties that deposited the same, less reasonable fees and
expenses. When the money and documents have been deposited into the registry of the court or returned to the
parties, the Closing Agent shall have no further duties or responsibilities under these instructions.
Cancellation. These instructions may be canceled only by a written agreement, signed by all of the parties.
Upon receipt of written cancellation instructions prior to the closing date, which are not signed by all of the
parties, instructing the Closing Agent not to proceed with this Transaction, the Closing Agent shall promptly
provide notice to the other parties, shall return any money not designated as "earnest money" in the Parties'
Agreement, and shall be authorized to take no further actions until all parties have provided subsequent,
consistent instructions. The Closing Agent shall disburse earnest money to the buyer six (6) months following
receipt of cancellation instructions, unless the parties previously provide notice to the Closing Agent that a legal
action was commenced claiming entitlement to the earnest money. Upon receipt of mutual cancellation
instructions, the Closing Agent shall return all money and all documents then held by it, to the parties that
deposited the same, or as provided by the cancellation instructions, but shall be entitled to retain funds to pay the
Closing Agent's costs and expenses and any cancellation fees due for the Title Report, and shall have no further
duties or responsibilities under these instructions.
Disputes and Interpleader. Should any dispute arise between the parties, and/or any other party, concerning
the Property or funds involved in the Transaction, the Closing Agent may, in its sole discretion, hold all
documents and funds in their existing status pending resolution of the dispute, or join in or commence a court
action, deposit the money and documents held by it with the court, and require the parties to answer and litigate
their several claims and rights among themselves. The parties jointly and severally agree to pay the Closing
Agent's costs, expenses and reasonable attorney's fees incurred in any legal action arising out of or in
connection with the Transaction or these instructions, whether such lawsuit is instituted by the Closing Agent,
the parties, or any other person. Upon commencement of such interpleader action and the deposit of all funds
and documents of the parties, the Closing Agent shall be fully released and discharged from all obligations to
further perform any duties or obligations otherwise imposed by the terms of this escrow.
Reporting to Internal Revenue Service of Sellers Proceeds. In compliance with the Tax Reform Act of 1986
and the Taxpayer Relief Act of 1997, seller agrees to provide all information necessary, including seller's
Taxpayer Identification Number (TIN), for the preparation of a I 099-S Certification Exemption Form or Form
l099-S as required by the Internal Revenue Service.
Foreign Investment in Real Property Tax Act. If any seller is a non-resident alien or a foreign corporation,
partnership, trust or estate for the purposes of United States income taxation, the parties are advised to consult
with their attorneys before the closing date to determine their responsibilities and liabilities, if any, under the
Foreign Investment in Real Property Act (Section 1445 et seq. of the Internal Revenue Code). The Closing
Agent is authorized to withhold, report or pay any amounts due under such act upon the delivery by seller to
buyer of a Seller's Certification under FIRPT A and/or delivery by buyer to seller of a Buyer's Certi fication
under FIRPT A, if required by the information furnished.
Notices. Any notice, declaration or request made under these instructions to the Closing Agent and other parties
shall be in writing, signed by the party giving such notice or making such declaration or request, and personally
delivered, mailed, or transmitted by facsimile.
Amendments. Any amendment, addition or supplement to these instructions must be in writing, signed by the
appropriate parties and delivered to the Closing Agent.
Counterparts. These instructions may be executed in one or more counterparts with like effect as if all
signatures appeared on a single document. If the lender delivers separate written instructions to the Closing
Purchase and Sale Closing Agreement Instructions
Page 3 or:;
Agent that are not in conflict with these instructions, such instructions are accepted and agreed to by the parties,
and shall have the same effect as if all signatures appeared on these instructions.
Effect. These instructions shall bind and benefit the parties, the Closing Agent, and their successors in interest.
DUTIES TO BE PERFORMED BY THE BUYER AND SELLER
IMPORTANT - READ CAREFULLY
The following items must be completed by the parties, outside of escrow, and are not part of the Closing Agerlt's
duties under these instructions.
Inspection and Approval of the Property. Any required inspections or approvals of the Property or of
improvements, additions or repairs to the Property will be arranged and completed by the parties, outside of
escrow. The Closing Agent shall have no liability with respect to the physical condition of the Property, or any
buildings, improvements, plumbing, heating, cooling, electrical, septic or other systems on the Property, and no
responsibility to inspect the Property, or to otherwise determine its physical condition, or to determine whether
any required improvements, additions or repairs have been satisfactorily completed.
Approvals and Permits. The parties are advised to consult with their attorneys to determine whether any
building, zoning, subdivision, septic system, or other construction or land use permits or approvals will be
required, either before or after the closing date. The Closing Agent shall have no responsibility with respect to
any such permit or approval, and shall have no liability arising from the failure of any party to obtain, or from
the refusal of any governmental authority to grant, any such permit or approval.
Undisclosed Sewer Charges. Buyer and Seller acknowledge that the subject Property may be located within
one of those participating cities or sewer districts which levy a fee or charge an additional service fee. Buyer and
Seller agree that any adjustment shall be handled outside of closing and Closing Agent shall be held harmless
with respect to any such "capacity charge".
Real Estate Disclosure. The Seller may be required to provide the Buyer with a Residential Real Estate Sales
Disclosure before the closing. Closing Agent has not advised either party as to the scope of such disclosure or
the parties' rights or duties thereunder, but has advised both parties to review these matters with their real estate
agent or an attorney of their choice. If required, the parties will complete and deliver the following disclosure
forms outside of escrow: Public Offering Statement, Resale Certificate, Asbestos or Lead Based Paint
Statement, or disclosures relative to Farm and Timber designated tax categories.
Personal Property. Any required inspections, approvals or transfers of possession of any owned or leased
fixtures, equipment or other items of personal property included in the Transaction, and payment of af\Y personal
property, sales or use taxes will be completed by the parties outside of escrow. Unless the Closing Agent accepts
specific escrow instructions changing this paragraph, the Closing Agent shall have no responsibility with respect
to such personal property and shall not be required to determine the status or condition of the title to,
encumbrances upon, ownership, or physical condition of such personal property. nor to calculate, pro-rate,
collect, prepare returns for or pay any personal property tax, sales tax or use tax arising from the Transaction.
Utilities. If the Purchase and Sale Agreement lists the names and addresses of public utilities which could claim
a lien, the Closing Agent shall request statements for payment of final or estimated billings and is instructed to
pay the amounts demanded by such designated public utilities. In the event such designated public utilities do
not provide the payment information within the time allowances prescribed by law, Closing Agent shall have no
further responsibility to the parties for the payment of said utilities, and shall not be required to ray them, and
seller agrees to discharge said utilities outside of escrow. All other orders, cancellations, transfers, payments and
adjustments of accounts for installation or service of water, sewer, garbage collection, electricity, gas, fuel oil,
telephone, television cable and any other utilities for public services, including installation fees, will be
completed by the parties outside of escrow. Unless otherwise instructed in writing by the parties, in accordance
with the State of Washington RCW 60.80, all orders, cancellations, transfers, payments and adjustments of
accounts for water, sewer, garbage collection, electricity, gas, fuel oil, telephone, television cable and any other
utilities or public services will be completed by the parties outside of escrow.
Fire or Casualty Insurance. If a new policy of fire, hazard or casualty insurance on the Property is necessary
to close the Transaction, the buyer will arrange for the policy to be issued, and will provide evidence ofthc
Purchase and Sale Closing Agreement InsrrucTions
Page 4 ofS
required insurance coverage to the Closing Agent before the closing date, together with a paid premium receipt
or an authorization to pay the premium through escrow.
Possession of the Property. The transfer of possession of the Property shall be arranged between the parties, or
through their respective real estate agents, outside of escrow, and shall not be the responsibility of the Closing
Agent.
Collection Account. If any financing for the Transaction will be provided by a private party, the parties are
advised to open a collection account at a financial institution to receive and disburse payments to be made uncleI'
the private promissory note or contract. The collection account shall be established by the parties outside of
escrow and shall not be the responsibility of the Closing Agent.
Compliance with Certain Laws. The parties are advised to consult with their attorneys to determine their
rights and responsibilities, if any, under the Consumer Protection Act, Truth-in-Lending Act or other similar
laws. The Closing Agent shall have no responsibility for the parties' compliance, nor any liability arising from
the failure of any party to comply, with any such law.
By signing this document, each party acknowledges these escrow instructions, and those instructions which are
later signed and attached, including the lenders separate instructions, if applicable, constitute the whole
agreement between the Closing Agent and the principals to the escrow Transaction. The Closing Agent has not
offered legal advice, and has recommended that, if desired, the principals seek the advice of legal counsel
concerning the Transaction. I have had adequate time and opportunity to read and understand these instructions
and all other existing documents referred to in these instructions. I have read and approved these instructions.
Buyer
Mad Anthony's, Inc., a Washington curporation
BYH~/Jr
'6'-1 ~-oS
Date
Seller
CITY OF BREMERTON
by:
Cary Bozeman, its Mayor
Above instructions received this date:
Transnation Title Insurance Company dba LandAmerica Commercial Services
(~ ,);.1_-1
\,// U/~~f2y_i!u<~~
Sherri Pelletier. Commercial Escrow Officer
By:
Purchase and Sale Closing Agreement Instructions
Page 5 or 5
required insurance coverage to the Closing Agent before the closing date, together with a paid premium receipt
or an authorization to pay the premium through escrow.
Possession of the Property. The transfer of possession of the Property shall be arranged between the parties, or
through their respective real estate agents, outside of escrow, and shall not be the responsibility of the Closing
Agent.
Collection Account. [fany financing for the Transaction will be provided by a private party, the parties are
advised to open a collection account at a financial institution to receive and disburse payments to be made under
the private promissory note or contract. The collection account shall be establ ished by the parties outside of
escrow and shall not be the responsibility of the Closing Agent.
Compliance with Certain Laws. The parties are advised to consult with their attorneys to determine their
rights and responsibilities, if any, under the Consumer Protection Act, Truth-in-Lending Act or other similar
laws. The Closing Agent shall have no responsibility for the parties' compliance, nor any liability arising from
the failure of any party to comply, with any such law.
By signing this document, each party acknowledges these escrow instructions, and those instructions which are
later signed and attached, including the lenders separate instructions, if applicable, constitute the whole
agreement between the Closing Agent and the principals to the escrow Transaction. The Closing Agent has not
offered legal advice, and has recommended that, if desired, the principals seek the advice of legal counsel
concerning the Transaction. [have had adequate time and opportunity to read and understand these instructions
and all other existing documents referred to in these instructions. I have read and approved these instructions.
Buyer
Mad Anthony's, Inc., a Washington corporation
By Herbert M. Gould III
Date
Seller
Above instructions received this date:
Transnation Title Insurance Company dba LandAmerica Commercial Services
By:
Sherri Pelletier, Commercial Escrow Officer
Purchase and Sale Closing Agreement Instructions
Page 5 of:=;
. ~'.,
Ii
landAmerica~
Commercial Services
60 I Union Strcet, Suite 1100
SCottlc W A 98 101
Phone: 206-628-2822
Fox: 206-628-0631
Issuing Title Policies of
Commonwealth Land Title Insurance COli/rami
La'wyers Title Insurance Corporation
Transnation Title Insurance Company
SUPPLEMENT TO
CLOSING AGREEMENT AND ESCROW INSTRUCTIONS
FOR PURCHASE AND SALE TRANSACTION
INCLUDING INSTRUCTIONS TO RECORD DOCUMENTS AND DISBURSE FUNDS
To: Transnation Title Insurance Company dba LandAmerica Commercial Services
Re: Escrow No.:
Escrow Officer:
BuyerjBorrower(s) :
Seller(s) :
Subject Property:
10654475sp
Sherri Pelletier
Mad Anthony's, Inc., a Washington corporation
City of Bremerton
Described in Title Commitment No. 20020228
This Supplement is part of the Closing Agreement and Escrow Instructions signed by the parties
under the Closing Agent's escrow file number set forth above. Except as expressly modified,
changed or amended by this Supplement, all terms and conditions of the Closing Agreement and
Escrow Instructions, and any previous supplements, additions or amendments thereto, shall remain
in effect.
THE SELLER HAS OR WILL DEPOSIT THE FOLLOWING DOCUMENTS WITH THE 'CLOSING
AGENT UNDER THESE INSTRUCTIONS:
~ Statutory Warranty Deed
~ Real Estate Excise Tax Affidavit
D Quit Claim Deed
D Real Estate Contract
o Approved copy of Promissory Note
D Deed of Trust in Favor of
D Power of Attorney - Sale
D FIRPTA documents
o 1099-S Substitute Form
~ Owner's Title Affidavit
~ Seller's Certification Rc: Warranties
~ Easement Agreement
THE BUYER HAS OR WILL DEPOSIT THE FOLLOWING DOCUMENTS AND FUNDS WITH THE
CLOSING AGENT UNDER THESE INSTRUCTIONS:
D Loan Documentation prepared by Lender
Purchase & Sale Supplemental Instructions
Page 1 of 4
D
~
D
D
D
~
~
D
~
D
D
Evidence of Fire or Casualty Insurance Coverage
Amount required to close in acceptable tender
Promissory Note
Deed of Trust in Favor of
Power of Attorney - Purchase or Encumber
Approved copy of Deed
Excise Tax Affidavit
Real Estate Contract
Easement Agreement
-.
BY SIGNING THIS SUPPLEMENT, EACH PARTY ACKNOWLEDGES:
Conditions of Parties' Agreement Satisfied. All terms and conditions of the parties' purchase
and sale agreement, including amendments and contingencies, have been satisfied or complied
with outside of escrow.
Title Report Approved. The Preliminary Commitment for title Insurance, including the legal
description of the property and all attachments, supplements and endorsement to that report,
issued by Transnation Title Insurance Company under order number, are approved by the
undersigned and made a part of these instructions.
Title Insurance. A policy of title insurance will be issued pursuant to the Preliminary
Commitment for Title Insurance previously issued, insuring the buyer with Owners Standard with
liability of $300,000.00 containing the usual clauses, provisions and stipulations customarily
contained in the printed provisions and schedules of such policy forms, insuring the buyer's title to
the property against all defects or encumbrances except those set forth in the printed exceptions
and exclusions customarily contained in the printed provisions and schedules of such policy forms,
matters attaching by, through or under the buyer, taxes not yet due, and the matters set forth in
the following numbered paragraphs of Schedule B of the Preliminary Commitment for Title
Insurance: 5 through 31 and 35 A policy of title insurance will be issued as may be required by any
lenders that are providing financing for this transaction in accordance with instructions from them.
The Seller and Purchaser verify that they have reviewed and approved the commitment for title
insurance and that the land covered by this commitment is the land intended to be conveyed
between the parties.
Settlement Statement Approved. The preliminary, estimated settlement statement prepared by
the Closing Agent is approved by me, made a part of these instructions by this reference, and I
agree to pay my costs, expenses and other obligations itemized on that statement. I understand
that any estimated amounts will be adjusted to reflect the exact amounts required when the funds
are disbursed, that the settlement statement continues to be subject to audit at any time, and if
any monetary adjustment is necessary, the amount will be paid by the party liable for such
payment to the party entitled to receive it.
BY SIGNING THIS DOCUMENT, THE BUYER FURTHER ACKNOWLEDGES:
Property Approved. I have had adequate opportunity to review the seller's written disclosure
statement, if any, and to inspect the property and to determine the exact location of its
Purchase & Sale Supplemental Instructions
Page 2 of 4
boundaries. The location and physical condition of the property and any buildings, improvements,
plumbing, heating, cooling, electrical or septic systems on the property are approved. I
understand that all inspections and approvals of the location and physical condition of the property
are my sole responsibility, and are not part of the Closing Agent's duties and responsibilities. I
hereby release and agree to hold the Closing Agent harmless from any and all claims of liability for
loss or damage arising or resulting from any physical condition or defect on the property, or from
the location of its boundaries. j _,
THE CLOSING AGENT IS INSTRUCTED TO PROCEED AS FOLLOWS:
Instruction to Close. The Closing Agent is instructed to perform under these instructions, to
deliver and record documents, and to disburse the funds according to the settlement statement,
adjusting estimated amounts, when the Closing Agent has the documents required to close the
transaction.
Sales Price for the seller's account in the sum of $300,000.00 to be disbursed according to the
settlement statement.
Loan funds for buyer's account in the sum of $0.00 to be disbursed according to the settlement
statement. Additional loan funds for buyer's account in the sum of $0.00 to be disbursed according
to the settlement statement.
Completion or Correction of Documents. The Closing Agent is permitted to correct any obvious
or typographical errors found in any document deposited under these instructions, and to insert as
necessary the closing date, the date on which interest begins to accrue, the dates on which
payments must be made, and instrument recording information, if such items are incomplete.
Adjustments and Pro-rations. Not applicable
SELLER PROCEEDS:
o Call when funds are ready to pick up/or have been wired.
Phone Number:
o Seller will pick up proceeds check.
_ -7~1
o Mail proceeds check to Seller at: (,-/'tv7.J.j 'lL,,-,n...) / C/ n; OF' S C:~2',?>.J ; '{;;,'- (" 5'"(
o Wire Transfer proceeds to my account at: Dr?,f17fr.-i1>..; L)~~' ?).f33)
(which I understand may incur additional charges)
o Transfer funds to Escrow #
o Other:
Mad Anthony's, Inc., a Washington corporatioll
l~t4- Y/7-6J
By Herbert M. Gould III
Date
Scllcr
CITY OF BREMERTON
by:~
Cary Bozeman, its Mayor
RECEIVED THIS
OF August, 2005
Transnation Title Insurance Company dba LandAmerica Commercial Services
?4 ~
/ '} , 'I ;;
-, " . i /J / :;/.:-.-> ,
BY:" /t,{/V0( (. / jW >//(,(:L-"~
'Sherri Pelletier, Commercial Escrow Officer
Purchase & Sale Supplemental Instructions
Page fl of 4
" '
. .
ADDITIONAL INSTRUCTIONS:
By signing this document, each party acknowledges these escrow instructions, and those
instructions which are later signed and attached, constitute the whole agreement between the
Closing Agent and the principals to the escrow transaction. The Closing Agent has not offered legal
advice, and has recommended that, if desired, the principals seek the advice of legal counsel"
concerning the transaction. I have had adequate time and opportunity to read and understand
these instructions and all other existing documents referred to in these instructions. I have read
and approved these supplemental instructions.
Buyer
Mad Anthony's, Inc., a Washington corporation
By Herbert M. Gould III
Date
Seller
by:
Cary Bozeman, its Mayor
RECEIVED THIS
OF August, 2005
Transnation Title Insurance Company dba LandAmerica Commercial Services
By:
Sherri Pelletier, Commercial Escrow Officer
Purchase & Sale Supplemental Instructions
Page 4 of 4
'. .
<0.
LanclAmerica Commercial Services
601 UniOn Street, Suite 1100
Seattle
Phone:206-628-2822
Fax: 206'628-0631
~ landAmeri(a~
Commercial Services
Issuing Title Policies of
Commonwealth Land Title Insurance Company
Lawyers Title Insurance Corporation
Transnation Title Insurance Company
Escrow Agent
Escrow Number
Buyer
Seller
Property Address
LANDAMERICA COMMERCI.A.L,SERVICES (the Cdmpany)
10654475sp
Mad Anthony's, Inc" a Washington corporation
City of Brcmcrton
As set forth in Title Commitmcnt No, 2011211228
NOTICE R~=GARDING CLOSING SERVICES
I, Shcrri Pelleticr, am the certified closing officer who will bc handling thc abovc-rcfcrcnced transaction, Undcr Admission to Practicc Rulc 12 (APR
12), the Limitcd Practice Rule for Closing Officers of the Washington Supreme Court, I must advise you that:
I. Agreement of the Parties. The written agreement delivered to the Company for closing contains the basic terms ,1Ild conditions
of the transaction. By signing the agreement, the parties have agreed in writing to the basic terms and conditions of the
transaction.
2. Disclosure to the Parties. Under APR 12, I am authorized to select, prepare and complete documcnts in a form previously
approved by the Limited Practice Board for use in closing a loan, extension ofcrcdit, sale or othcr tl',lIlsfcr ofrcal or personal
property. I must also advise you that:
a) I am not acting as the advocatc or representative of any party to the transaction;
b) J may select, prepare and complete certain legal documents which will :lITect the parties' Icgal rights;
c) The parties' intcrests in the documents m:1Y dilkr;
d) I cannot give legal ,Idvice about the manner in which the documents ,1ITect the parties; ,1Ild
e) The parties have a right to be represented by lawyers ortheir own selection.
3. Advice to Consult COllnsel. If you have any questions whatsoever about thc eflCct of the legal documents upon your I'ights :uHI
interests, YOll should consult ,In attorncy or lawycr of your choice at your expensc.
4. Document Preparation. J may prep:lre the li)llowing legal documcnts fill' this Ir:llls:lction:
~
~
Statutory Warranty Deed
Excise Tax Affidavit
/J'--
/ /:
i //1.,'
! / II ) ,
I ' " ,'" ..-:1-.~-
\ /t(!~tLr!-<' ~
LIMITED PRACTICE OFFICER
Sherri Pelletier # 173
~~
COPY RECEIVED this
day of !\ugust, 2005
Buyer:
Mad Anthony's, Inc., a Washington co
Sellcr
CITY Of I3REMERTON
by:
Cary Bozeman, its rVlayor
Notice Regarding Closing Scrviccs-APR 12
XX(State Code: ex.NF) XX(Elliptlls Rcvised Dille: ex.06/00)
~T ~
'\t .
landAmerica~
Commercial Services
LandAmerica Commercial Services
601 Union Street, Suite 1100
Seattle
Phone:206-628-2822
Fax: 206-628-0G31
Issuing Title Policies of
Commonwealth Land Title Insurance Company
Lawyers Title Insurance Corporation
Transnation Title Insurance Company
Escrow Agent
Escrow Number
Buyer
Seller
Property Address
LANDAMERICA COMMERCIAL SERVICES (the Company)
10654475sp
Mad Anthony's, Inc., a Washington corporation
City of Bremerton
As set forth in Title COllllllitmelll No. 2002022X
'.
NOTICE REGARDING CLOSING SERVICES
I, Sherri Pelletier, am the certified closing of1ieer who will be handling the above-referenced transaction. Under Admission to Practice Rule 12 (APR
12), the Limited Practice Rule for Closing Officers of the Washington Supreme Court, I must advise you that:
I. Agreement of the Parties. The written agreement delivered to the Company for closing contains the basic terms and conditions
of the transaction. By signing the agreement, the parties have agreed in writing to the basic terms and conditions of the
transaction.
2. Disclosure to the Parties. Under APR 12, I am authorized to select, prepare and complete documents in a form previously
approved by the Limited Practice Board for use in closing a loan. extension of credit. sale or other transfer of real or personal
property. I must also advise you that:
a) I am not acting as the advocate or representative of any party to the transaction;
b) I may select. prepare and complete certain legal documents which will aff'ect the parties' legal rights:
c) The parties' interests in the documents may differ;
d) I cannot give legal advice about the manner in which the documents affect the parties; and
e) The parties have a right to be represented by lawyers of their own selection.
3. Advice to Consult Counsel. lfyou have any questions whatsoever about the efleet of the legal documents upon your rights and
interests, you should consult an attorney or lawyer of your choice at your expense.
4. Document Preparation. I may prepare the following legal documents for this transaction:
r8J Statutory Warranty Deed
r8J Excise Tax Affidavit
LIMITED PRACTICE OFFICER
Sherri Pelletier # 173
COPY RECEIVED this
day of A ugllst. 2005
Buyer:
Mad Anthony's, Inc., a Washington corporation
Seller
By Herbert M. Gould 1Il
Notice Regarding Closing Scrviccs-APR 12
XX(State Code: ex-NFl XX(Elliptus Revised Date: ex-06/00)
t.' ~~:.
HOLDBACK AGREEMENT
This Holdback Agreement (this "Holdback Agreement") pertains to that certain Real
Estate Purchase and Sale Agreement dated October 25, 2004 as subsequently amended (the
"PSA"), made by and between The City of Bremerton, a Washington municipal corporation (the
"City") and Mad Anthony's, Inc., a Washington corporation ("Anthony's") pertaining to the air
space property (the "Property") above a portion of the structural pad located on top of the
Bremerton Harborside Garage. The terms and conditions of this Holdback Agreement control
over all contrary terms and conditions of the PSA.
1. Purpose of Agreement. Section 4 of the PSA provides that the transaction will
close following the satisfaction or waiver by Anthony's of all conditions to closing set forth in
the PSA. One such condition to closing is the completion by the City of certain improvements to
the Property (see Sections 3.2, 9.3 and Exhibit E of the Agreement). Although the City has not
I
yet completed the said improvements, the parties wish to close and have agreed to do so subject
to the terms and conditions set forth in this Holdback Agreement.
2. Holdback. The parties will close the transaction as soon as practicable following
execution of this Holdback Agreement. Anthony's will hold back Forty Thousand ($40,000.00)
dollars of the purchase, price. The City agrees to complete the improvements described in
Section 9.3/Exhibit E of the PSA as soon as practicable following closing. Upon completion of
the improvements, the City shall so notify Anthony's and Anthony's shall inspect the work. As
soon as Anthony's has confirmed that the work has been completed in accordance with the
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Agreement, Anthony's shall pay the $40,000 to the City. In the event ,that the City has not
completed the improvements in accordance with the Agreement by December 1, 2005,
Anthony's shall have the right, at its option, to complete the improvements itself, in which event
Anthony's shall be entitled to retain form the $40,000 the costs incurred by Anthony to complete
the work. Upon completion of the work the unused portion of the $40,000 shall be paid directly
to the City. If the $40,000 is insufficient to cover the costs, City shall reimburse Anthony's for
the remaining costs
3. Disputes. In the event a dispute arises with respect to this Holdback Agreement,
the dispute shall be resolved by binding arbitration conducted by JAMS/Endispute or such other
arbitrator as shall be mutually selected by Anthony's and the City. The arbitrator shall have
authority to award reasonable attorneys' fees and costs to the substantially prevailing party.
CITY OF BREMERTON
MAD ANTHONY'S INC.
By:
Its:
Dated:
By:
I Its:
Dated:
~
\' -<-e. 'S\ 't> eo 'I
~-Icr-~S
Agreement Approved:
Transnation Title Insurance Company
By:
Dated:
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REAL EST A TE PURCHASE AND SALE AGREEMENT
THIS REAL ESTATE PURCHASE AND SALE AGREEMENT (this "Agreement"),
dated for reference purposes ~~.J) A.S , 2004, is made by and between the following
parties: THE CITY OF B EMERTON, a municipal corporation (the "City"); and MAD
ANTHONY'S, INC., a Washington corporation ("Anthony's").
RECIT ALS
A. The City is the owner of certain real property located between 1 st Street and 2nd
Street, east of Washington Avenue, in Bremerton, Kitsap County, Washington, improved by a
garage building commonly known as the Bremerton Harborside Garage (the "Garage"). The
top of the Garage is a structural pad (the "Pad"), designed to serve as a base for construction
of additional improvements.
B. The City (hereinafter referred to as "Seller") desires to sell and Anthony's
desires to purchase from the Seller a portion of the Pad, together with the air space property
above that portion of the Pad (together, the "Property"), legally described on Exhibit A hereto
and depicted on the drawing attached hereto as Exhibit B (the "Property"), together with an
Easement (the "Easement") in the form of Exhibit C hereto. The parties further agree that if
there is a discrepancy between the drawing and legal description, the drawing shall control and
the legal description will be revised accordingly.
AGREEMENTS
NOW, THEREFORE, for and in consideration of the mutual promises set forth below,
the parties agree as follows:
1. AGREEMENT TO SELL AND PURCHASE. Subject to the conditions set
forth in this Agreement, Anthony's hereby agrees to purchase and the Seller hereby agrees to
sell the Property together with the Easement at the price and on the terms set forth in this
Agreement.
2. PURCHASE PRICE. The Purchase Price to be paid by Anthony's for the
Property and the Easement is $300,000, payable at closing by wire transfer or otherwise in
immediately available funds.
3. CONDITIONS PRECEDENT TO ANTHONY'S OBLIGATION TO
CLOSE. Anthony's obligations to close are conditioned as set forth below. These conditions
are for Anthony's sole benefit and Anthony's may waive one or more of these conditions in its
discretion.
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3.1. Inspection. Anthony's shall have inspected the Property and approved
its condition, provided however, if Anthony's has not waived this condition within ten (10)
days following the date that Seller completes the improvements described in Section 9.3
below, the Seller shall have the right to give Anthony's written notice of intent to terminate.
If Seller gives Anthony's such notice, Anthony's shall have five (5) additional business days in
which to waive this condition. If Anthony's fails to do so, the Seller may terminate this
Agreement, in which event neither party shall have any further obligation to the other. Seller
agrees to facilitate Anthony's inspection, such facilitation to include providing access to
otherwise inaccessible areas, answering (or obtaining answers to) questions and providing
copies of plans and drawings (including "as built" drawings). If "as built" drawings are
provided to Anthony's after Anthony's has waived this condition, this condition shall be
reinstated and Anthony's shall have an additional ten (10) days in which to waive the
reinstated condition.
3.2. Completion of Improvements. The City shall have completed the
improvements to the Property described in Section 9.3, below. If the City has not completed
the said improvements within thirty (30) days following the date that Anthony's waives all
other conditions to closing, Anthony's may terminate this Agreement, in which event neither
party shall have any further obligation to the other.
3.3. Acceptable Bids. Anthony's shall have received bids acceptable to
Anthony's for construction of Anthony's improvements; provided however, if Anthony's has
not waived this condition within twenty-eight (28) days following the date that this agreement
is executed by all parties (the "Mutual Acceptance Date"), the Seller shall have the right to
give Anthony's written notice of intent to terminate. If Seller gives Anthony's such notice,
Anthony's shall have five (5) additional business days in which to waive this condition. If
Anthony's fails to do so, the Seller may terminate this Agreement, in which event neither
party shall have any further obligation to the other.
3.4. Permits. Anthony's shall have received all permits and approvals
required for the construction of its improvements on the Property; provided however, if
Anthony's has not submitted its permit applications within thirty (30) days following the
Mutual Acceptance Date, the Seller shall have the right to give Anthony's written notice of
intent to terminate. If Seller gives Anthony's such notice, Anthony's shall have five additional
(5) business days in which to submit its permit applications. If Anthony's fails to submit its
applications within the said five (5) day period, the Seller may terminate this Agreement, in
which event neither party shall have any further obligation to the other. Provided further that
if Anthony's plans have not been approved by the City (and any other governmental agencies
whose approval is required) within forty-five (45) days following the date that Anthony's
application therefore is complete, Anthony shall have the right to give Seller written notice of
intent to terminate. If Anthony's gives such notice and the required permits are not granted
within the said five (5) day period, Anthony's may terminate this Agreement, in which event
neither party shall have any further obligation to the other.
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3.5. Easement. The Easement shall have been executed by both parties
within two (2) business days following the Mutual Acceptance Date and delivered to the Title
Company to be held in escrow for recording contemporaneously with Closing. In addition,
Kitsap Transit (hereinafter "KT") shall have executed an agreement acceptable to Anthony's
pursuant to which KT shall agree to convey its interest in the Property to Seller and to sign the
Consent to Easement which is appended to Exhibit C.
3.6. Title Commitment. Anthony's shall have received a title commitment
for an extended form owner's policy of title insurance (the "Title Policy"), issued by
Transnation Title Insurance Company (or other title insurance company acceptable to
Anthony's) (the "Title Company"), which includes coverage with respect to the Easement, a
"subdivision" endorsement and such other endorsements as Anthony's shall require, reflecting
fee simple absolute ownership subject only to those exceptions (if any) which are acceptable to
Anthony's (the "Permitted Exceptions"). At Anthony's option, the policy limits of the Title
Policy shall be in the combined amounts of the Purchase Price plus the anticipated cost of the
improvements to be built by Anthony's.
3.7. Representations and Warranties to be True at Closing. The Seller's
representations and warranties as set forth in this Agreement shall continue to be true and
accurate as of the Closing Date.
3.8. No Adverse Events. There shall have been no damage to the Garage or
the Pad by casualty or other cause and there shall have been no other events or developments
which would, in the opinion of Anthony's, have a material adverse impact on Anthony's plan
to develop and thereafter operate a restaurant on the Property.
4. CLOSING DATE. The closing of this transaction shall occur on a date
selected by Anthony's within fifteen (15) days following the satisfaction or waiver by
Anthony's of all of the conditions to closing set forth above.
5. REPRESENTATIONS AND WARRANTIES OF SELLER. Seller hereby
represents and warrants (which representations and warranties shall survive closing and
delivery of the Deed) that all of the following are true and correct, on and as of the date hereof
and shall continue to be true and correct as of the Closing Date.
5.1. Authority and Consents. All required action has been taken by Seller
and all required consents and approvals have been obtained by Seller in connection with the
execution of this Agreement by the Seller and the consummation of the transaction
contemplated by this Agreement, including execution of the Easement. The individuals
executing this Agreement and the Easement on behalf of the Seller have the legal right and
authority to do so. This Agreement and all documents to be executed by the Seller in
connection with the consummation of the transaction contemplated by this Agreement are and
will be the valid, legally binding obligations of and enforceable against Seller in accordance
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with their terms (subject only to bankruptcy laws which may prospectively limit certain
obligations of the Seller).
5.2. No Violations of Law. The development of the Garage by Seller, the
development of the Property by Anthony's as a restaurant (assuming Anthony's complies with
the requirements of all permits) and the development of the additional components of the
project of which the Property is a part, including a hotel, plaza and conference center (the
"Project") comply with all applicable laws and regulations. There are no actions, proceedings
or investigations pending or, to the best of Seller's knowledge threatened or contemplated,
pertaining in any way to the Property or the Project by any court or governmental
instrumentality which would adversely affect the Property or the Project; and Seller has no
knowledge of any basis for any such action, proceeding or investigation.
5.3. Environmental Matters. To the best of Seller's knowledge the real
property on which the Garage and related improvements are located is not contaminated by
any Hazardous Materials (as defined as set forth in Exhibit D hereto) other than as set forth in
the following described environmental reports prepared by Hart Crowser:
Data Summary Report, Soil and Groundwater Subsurface Assessment -
(under Job No. 7830) - Dated November 11, 2002
Cleanup Action Plan - (under Job No. 7806) - Dated March 7, 2003
Construction Contingency Plan - (under Job No. 7830) - Dated March 7, 2003
Final Cleanup Construction Report - (under Job No. 7905[A]) - Dated December 10, 2003
Cleanup Action Closure Report - (under Job No. 7905[B]) - Dated December 10, 2003
5.4. The Garage and the Pad. The structural elements of the Garage
(including the east walls of the adjoining Conference Center and office building which will
become the west wall of Anthony's restaurant), the Pad, and the utility systems located in the
Garage and Pad which are intended to serve the Property (including the improvements
described in Section 9.3 below) have been constructed in accordance with the plans therefore
as modified by any "as built" or "record" drawings which are provided to Anthony's prior to
Anthony's waiver of the condition to closing set forth in Section 3.1 above, and without
material defects in materials or workmanship.
6. CLOSING AGENT AND PROCEDURE. The Seattle office of Transnation
Title Insurance Company (1200 Sixth Avenue, Ste. 100, Seattle, W A 98101) or other closing
agent acceptable to both parties is hereby designated as the Closing Agent for this transaction.
On the Closing Date:
6.1. Seller shall execute and deliver to the Closing Agent, for delivery to
Anthony's, the following:
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6.1.1. A statutory warranty deed (the "Deed") in recordable form,
sufficient to convey to Anthony's fee simple absolute title to the Property, subject only to the
Permitted Exceptions;
6.1.2. An affidavit of title as required by the Title Insurance
Company;
6.1.3. An excise tax affidavit (if required by law);
6.1.4. An estimated Seller's closing statement signed by Seller;
6.1. 5. A certificate from Seller that all of Seller's representations and
warranties continue to be true and correct as of the Closing Date;
6.1.6. The Easement and such other documents as may be necessary
or proper or convenient to consummate the transaction contemplated by this Agreement or as
required by the Closing Agent or Title Company.
6.2. Anthony's shall execute and deliver to the Closing Agent for delivery to
Seller on the closing date the following:
6.2.1. The purchase price, plus or minus prorations, by wire transfer
or otherwise in immediately available funds;
6.2.2. An excise tax affidavit executed by Anthony's (if required by
law);
6.2.3. An estimated Buyer's closing statement signed by Anthony's;
6.2.4. The Easement and such other documents as may be necessary
or proper or convenient to consummate the transaction contemplated by this Agreement or as
required by the Closing Agent or Title Company.
7. PRORATIONS.
7.1. All utility charges shall be prorated by the Closing Agent as of the
Closing Date on the basis of the then most recent bills for such utilities; provided, however,
that within 30 days after the actual bill or bills for the period immediately prior to the Closing
Date are available, the parties shall repro rate each utility on the basis of such actual bill or
bills, outside of escrow.
7.2. The Property is presently not carried on the tax rolls by reason of the
status of the Seller as municipal entities. The Seller and Anthony's shall take all necessary
actions on and after the Closing Date to place the Property on the tax rolls. Anthony's shall
be responsible for real property taxes for periods from and after the Closing Date. In the
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event that any taxes are owed with respect to periods prior to the Closing Date, the Seller shall
pay such taxes and indemnify, defend and hold harmless Anthony's therefrom. This covenant
shall survive Closing and delivery of the Deed.
8. DEVELOPMENT MATTERS. From and after the date hereof and from and
after the Closing Date, Seller agrees to cooperate with Anthony's (including, without
limitation, in connection with building permits, applications and approvals relating to zoning,
site plan, subdivision, utilities, licenses, easements, rights of way and other development
matters) as reasonably necessary to permit the contemplated development of the Property.
Seller further agrees not to make any agreements with or grant rights to any other party,
governmental or private, which will prevent or limit the right of Anthony's to develop the
Property as contemplated or to obtain any necessary consents or approvals. This covenant
shall survive closing and delivery of the Deed.
9. OTHER COVENANTS OF SELLER.
9.1. Between the date of this Agreement and the Closing Date, the Seller
shall not, without first obtaining the consent of Anthony's: enter into any contracts or
agreements pertaining to the Property or create or permit to be created any mortgage, lien,
pledge, lease, license, easement or other similar encumbrance in any way affecting the
Property.
9.2. The Seller hereby agrees to indemnify, defend and hold Anthony's
harmless (which indemnity obligation shall survive Closing and delivery of the Deed) from
any liability, loss or damage arising out of or related to (a) the presence as of the Closing Date
of any Hazardous Materials (as defined in Exhibit D hereto) on the real property on which the
Garage and related improvements are located; and (b) any breach by Seller of any of Seller's
representations, warranties, covenants or other obligations arising out of this Agreement.
9.3. To the extent not completed on the Mutual Acceptance Date, the City
shall cause the improvements described in Exhibit E hereto to be completed at no cost to
Anthony's.
10. NOTICES. Any notice or other communication in connection with this
Agreement shall be in writing and shall either be personally delivered; sent by certified mail,
return receipt requested, postage prepaid; or delivered by a nationally recognized overnight
courier, properly addressed to the parties as follows:
If to Anthony's:
Mad Anthony's Inc.
P.O. Box 3805
Bellevue, W A 98009
Attn: Herbert M. Gould III
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with a copy to:
Paul M. Silver
Karr Tuttle Campbell
1201 Third Avenue, Ste. 2900
Seattle, WA 98101-3028
If to the City:
City of Bremerton
239 - 4th Street
Bremerton, W A 98337
Attn: Gary Sexton
Notices shall be deemed given three business days following deposit in the United
States mail (if mailed); or on the date of receipt if personally delivered or delivered by
couner.
11. CLOSING COSTS.
11.1. Seller shall pay the real estate excise tax (if any) due in connection with
the sale of the Property, the cost of the title insurance policy and sales tax thereon (but
excluding the extra cost attributable to Anthony's election to insure the Property for more than
the Purchase Price, or to obtain "endorsements" in addition to the Title Company's
"subdivision" endorsement), one-half of all escrow fees and costs, Seller's share of prorations,
and all document recording charges other than the charge for recording the Deed and
Anthony's financing documents (if any).
11.2. Anthony's shall pay one-half of all escrow fees and costs, Anthony's
share of prorations, the cost of recording the Deed and Anthony's financing documents (if
any), and all additional title insurance costs for endorsements (other than the Title Company's
"subdivision" endorsement) required by Anthony's, and the cost of increasing the policy
amount above the Purchase Price.
12. MISCELLANEOUS.
12.1. This Agreement may be executed in any number of counterparts, each
of which shall constitute an original document. Facsimile transmission of any signed original
and retransmission of any signed facsimile transmission shall be the same as delivery of an
original. At the request of any party or the Closing Agent the parties shall confirm facsimile
transmitted signatures by signing an original document.
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12.2. This Agreement constitutes the entire Agreement between the parties
with respect to its subject matter and supersedes all prior oral or written agreements between
the parties regarding the subject matter. There are no verbal agreements which can or will
modify this Agreement and no waiver of any of the terms of this Agreement will be effective
unless in writing executed by the party alleged to be bound.
12.3. Seller agrees to indemnify, defend and hold harmless Anthony's with
respect to any claim by any person claiming by or through Seller to be entitled to a commission
with respect to the transaction contemplated by this Agreement.
12.4. This Agreement shall be binding upon and inure to the benefit of the
successors and assigns of the parties hereto.
12.5. In the event of a dispute with respect to this Agreement, the
substantially prevailing party shall be entitled to recover its reasonable costs and attorney fees.
CITY OF BREMERTON
MAD ANTHONY'S, INC.
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No. MM - 20020228
EXHIBIT A
Legal Description of the Property
PARCEL 1:
THE "PAD" AND THE AIR RIGHTS ABOVE THE "PAD" FURTHER DESCRIBED AS BEING
40 FEEI', 11 INCHES ABOVE THE DEFINED N.O.A.A. LINE OF MEAN I.a'lERWATER
LEVEL BEING ABOVE THE FOLLOWING DESCRIBED PROPERI'Y:
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Order No. MM - 20020228
SITUATE IN THE CITY OF BREMERTON, COUNTY OF KITSAP, STATE OF WASHINGTON.
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AUG-09-2004 13:18
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EASEMENT AGREEMENT
This Easement Agreement (this "Agreement") dated , 2004, is made by
and between THE CITY OF BREMERTON, a Washington municipal corporation (the
"City"), and MAD ANTHONY'S, INC., a Washington corporation ("Grantee").
RECITALS
A. The City (hereinafter referred to as "Grantor") owns that certain real property
commonly known as the Bremerton Harborside Garage located between First Street and
Second Street, east of Washington Avenue in Bremerton, Kitsap County, Washington, legally
described on Exhibit A attached hereto and incorporated herein by this reference (the
"Garage").
B. Thetop of the Garage is a structural pad (the "Pad"), suitable to serve as a base
for the construction of additional improvements, including a hotel and restaurant. The Grantee
is purchasing a portion of the Pad, together with the "air space property" above that portion of
the Pad, as is more particularly described on Exhibit B hereto, incorporated herein by this
reference (the "Grantee's Property") on which the Grantee intends to construct a restaurant.
C. The purpose of this Agreement is to create and convey to the Grantee an
easement appurtenant to Grantee's Property which will allow the Grantee to use portions of the
Garage for ingress, egress, utilities, parking and other purposes related to the development and
commercial use of the Grantee's Property. This Agreement is also intended to provide for
other aspects of the relationship between the Grantor and the Grantee, such as the future
maintenance and repair of the Garage, insurance and indemnity. For purposes of this
easement, the "Garage" shall be deemed to include the east walls of the adjoining Conference
Center and office building, which Grantee shall have the right to use as the west wall of the
Grantee's restaurant and the delivery and receiving areas, employee restrooms, banquet room
and freight elevator located on the east side of the said wall. The Plans for the Garage,
including the Pad, prepared by the Grantor's architects, LMN Architects, dated August 2004,
(hereinafter, the "Plans") are incorporated herein by this reference. This Agreement also
imposes (at Section 15, below) a height limitation with respect to the improvements to be built
on the Grantee's Property for the benefit of the Grantor and Kitsap Transit, a Washington
municipal corporation, which, though not a party hereto, has agreed to sign the "Consent to
Easement" appended hereto.
AGREEMENT
1. GRANT OF EASEMENT BY GRANTOR. The Grantor, for and in
consideration of Ten Dollars ($10.00) and other valuable consideration, receipt of which is
hereby acknowledged, hereby grants to the Grantee a perpetual easement appurtenant to and
for the benefit of the Grantee's Property, for the use of portions of the Garage, as follows:
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1.1. Access and Support. Grantee shall have the non-exclusive right to use
the Garage, including its structural elements, its ramps, walkways, stairways, passenger and
freight elevators, garbage, recycling and loading areas to support the Pad and the
improvements to be built by Grantee on the Pad, and for ingress and egress and the movement
of materials, equipment and supplies. This easement is intended to permit the Grantee and its
employees, agents, customers, invitees and contractors the right to pass through the Garage
and to use portions of the Garage such as the ramps, elevators, walkways and stairways as is
necessary or convenient to construct improvements on the Grantee's Property and thereafter to
use those improvements in commerce, as a restaurant open to the public, or for any other
lawful use.
1.2. Parking. The Grantee shall have exclusive parking rights with respect
to eighty (80) parking stalls located as set forth on the Parking Plan attached hereto as
Exhibit C. Grantor represents that it owns and has the right to grant use rights with respect to
the said eighty (80) parking stalls and that none of the said stalls are owned by Kitsap Transit.
The Grantee shall have the right to manage and control these parking stalls, including, by way
of example, the right to install signage, to have cars towed away for violating Grantee's rules,
and to establish a "valet parking" arrangement. Grantee may also use these parking stalls as a
staging area during construction of its improvements. Additionally, the Grantee will have
exclusive use rights with respect to the elevator which serves the Grantee's Property, which
elevator will serve both the P 1 and P 2 levels of the Garage. The foregoing
notwithstanding, if Grantee's Property ceases to be used as a restaurant, the number of parking
stalls to which Grantee shall have exclusive use rights shall be subject to reduction, provided
that the number of exclusive use stalls shall be sufficient to allow adequate parking for
Grantee's new use. In addition to the exclusive parking stalls Grantee's customers shall have
the right, on a "first come, first served" basis to use all other parking stalls in the Garage to
the same extent and on the same basis as such stalls are made available to the general public.
1.3. Utilities. The Grantee shall have the right to use the utility systems
located on or which pass through the Garage as shown in the Plans. The said utility systems
include electricity, natural gas, water, sewer, roof and surface water drainage, grease disposal,
garbage disposal, recycling, fiber-optic and/or other cable or communications systems,
sprinkler systems and fire/burglar alarm systems. Grantee shall also have the non-exclusive
right to use the Garage electrical transformer room and cable room as shown on the Plans.
1.4. Mechanical Room. The Grantee shall have the exclusive right to use
and install its equipment in approximately 1,000 square feet of mechanical room space on the
first level mezzanine, at the location shown on the Mechanical Room Plan attached as
Exhibit D hereto; and to connect its utility systems to the equipment located in this mechanical
room.
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1.5. Storage Space. The Grantee shall have the exclusive right to use
approximately 300 square feet of storage space in Room P204, as shown on the Storage Room
Plan attached hereto as Exhibit E.
1.6. Delivery and Receiving Area, Freight Elevator, and Employee
Restrooms. The Grantee shall have the non-exclusive right to use the delivery and receiving
area, freight elevator and employee restrooms located west of the common wall which will
separate the Grantee's Property from the adjoining conference center and office building, and
the right to install steps providing access thereto in the common area adjacent to Grantee's
kitchen doorway, as shown on the Delivery/Receiving/Restroom Plan attached as Exhibit F.
1.7. Signage. Grantee shall have the right to install and thereafter maintain
and replace signage on the Eastern and Southern building faces, at the PI and P2 parking
entrances, and on the monument sign on Front Street. All such signage shall comply with all
applicable laws and ordinances and shall be subject to the approval of the City, which approval
shall not be unreasonably withheld, conditioned or delayed. Attached hereto as Exhibit G is
Grantee's Signage Plan as of the date hereof. Grantor hereby approves Exhibit G.
1.8. Banquet Room. The Grantee shall have the right to use, on a space
available basis, the banquet room (identified as Meeting Room 103 in the Plans), located west
of the common wall which will separate the Grantee's Property from the adjoining conference
center. Grantee shall have the right to reserve use of the banquet room not more than thirty
(30) days in advance of the proposed use date. The City shall have the right to charge Grantee
a reasonable fee for the use of the banquet room and to impose reasonable rules and
procedural requirements. Grantee shall also have the right to install a door (at Grantee's
expense) through the common wall to provide convenient access to the banquet room from the
Grantee's Property.
1.9. Dumpster and Recycling. The Grantee shall have the right to place its
own 16 yard "roll-off" compactor/dumpster adjacent to the loading dock in the
garbagelrecycling area shown in the Plans (or at such other location as the parties shall
mutually agree upon) and to use (in common with others) a recycling area to be established by
Grantor.
1.10. Vestibules. The Grantee shall have the right to construct and thereafter
maintain vestibules on the PI and P2 levels, adjacent to the elevator which serves the
Grantee's Property, substantially in accordance with the sketch attached hereto as Exhibit H.
2. GRANTEE'S OBLIGATION TO PAY CERTAIN UTILITY CHARGES
AND MAINTENANCE COSTS. Grantee shall pay directly all separately metered utility
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charges for utilities which serve the Grantee's Property exclusively. Grantee shall reimburse
Grantor for its proportional share of the utility charges which are not separately metered and
which serve both the Grantee's Property and other property ("Shared Utilities"). Grantee's
"proportional share" of Shared Utility costs shall be 8 1/3 %. Provided, however, that
Grantee's proportional share shall be subject to adjustment in the event that either party can
demonstrate that the Grantee's actual usage is significantly greater than or less than 8 1/3 % by
reason of changes from the presently contemplated uses of the Shared Utilities. In addition,
Grantee shall reimburse Grantor for its proportional share of the reasonable cost of
maintenance of Shared Utility systems, and for the maintenance of those portions of the
Garage to which Grantee is granted exclusive use rights by this Easement.
3. MAINTENANCE.
3.1. Garage. The Grantor hereby agrees to maintain, at all times, in first
class condition, and, as necessary, to repair or replace the Garage and its components,
including its structural elements, the underlying land, and the Pad, as necessary to support the
Grantee's Property and all entrances, exits, ramps, parking areas, stairwells, walkways,
garbage, recycling and loading areas, freight and passenger elevators, restrooms, and signage.
3.2. Utilities Systems The Grantor agrees to maintain at all times in first
class condition, and, as necessary, repair and replace the utility systems located in or about the
Garage or which pass through the Garage, which benefit the Grantee's property
4. INSURANCE AND INDEMNITY.
4.1. Grantor's Property Insurance. Except as set forth in Section 4.2
below, the Grantor agrees to maintain "all risk" (including flood and earthquake) property
insurance covering the full replacement cost of the Garage and its component parts, including
all utility systems located in or about the Garage or which pass through the Garage and serve
the Grantee's Property. The Grantee will be named as an additional named insured with
respect to this property insurance "as its interest may appear." The said property insurance
shall be written as a primary policy and not contributory to or in excess of any insurance
coverage which Grantee may choose to maintain. The Grantor hereby waives the right to
assert claims against the Grantee and rights of subrogation as against Grantee with respect to
claims covered by the Grantor's property insurance (or claims which would have been covered
if the Grantor had maintained such insurance).
4.2. Self Insurance. So long as the City is the owner of the Garage, it may
choose to self-insure, rather than to maintain property and/or liability insurance as provided in
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Sections 4.1 and 4.3; provided, however, that the last sentence of Section 4.1 (pertaining to
the waiver of the right to assert certain types of claims against the Grantee) shall be fully
applicable.
4.3. Liability Insurance. The Grantor and the Grantee each agree to
maintain a policy of commercial general liability insurance on an occurrence form, including
but not limited to the following coverages: premises and operations; blanket contractual;
products/completed operations; garage keeper's legal liability; owner's and contractor's
protective; employer's contingent liability (stop gap); personal injury in or about the parties'
respective properties covering claims for bodily injury or death; and property damage or loss.
Each party's liability policy shall each name the other party as an additional insured; and shall
have a combined single limit of not less than two million dollars ($2 million) per occurrence;
and not less than two million dollars ($2 million) in the aggregate (on a per location basis).
4.4. Certificates of Insurance. Each party shall provide the other party with
an annual certificate of insurance confirming its maintenance of insurance as required in this
Agreement. The certificates shall confirm that the policies may not be cancelled or reduced in
coverage except after at least forty-five (45) days written notice (or ten (10) days written
notice for non-payment of premium) to the other party
4.5. Insurers. All insurers shall have a Best's rating of A V or better and
shall be licensed and admitted in the state of Washington.
4.6. Indemnity. Except as provided in Section 4.1 above (with respect to
claims covered by Grantor's property insurance or which would have been covered if such
insurance were in place), the Grantee hereby agrees to indemnify, defend and hold harmless
the Grantor with respect to loss, cost or damage to the extent caused by the negligence or
wrongful conduct of the Grantee or persons for whom the Grantee is legally responsible (such
as the Grantee's employees and contractors). The Grantor likewise hereby agrees to
indemnify, defend and hold harmless the Grantee with respect to loss, cost or damage to the
extent caused by the negligence or wrongful conduct of the Grantor or persons for whom the
Grantor is legally responsible (such as its employees or contractors). To the extent necessary
to render these indemnity obligations enforceable, each party hereby waives its industrial
insurance immunity.
4.7. Grantee's Waiver of Subrogation. Grantee hereby waives rights of
subrogation as against Grantor and as against Kitsap Transit (which has agreed to sign the
Consent to Easement appended hereto) with respect to loss or damage covered by Grantee's
Insurance.
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5. MODIFICATIONS TO THIS AGREEMENT. The parties recognize that this
Agreement is intended to operate in perpetuity and that over time, technology and
circumstances will inevitably change. The parties agree that in the event of changed
circumstances, which are presently unforeseeable, and which are so significant that they
render this Agreement and/or the Plans substantially unworkable, this Agreement and the
Plans shall be subject to modification, but only as reasonably necessary to maintain their
essential purposes, which are to provide commercially reasonable access, parking, utility and
related rights (as described in this Agreement) to the Grantee's Property, without unduly
interfering with Grantor's property rights. If one party requests such a modification, the other
party shall not unreasonably withhold its consent thereto.
6. DISPUTES AND REMEDIES.
6.1. In the event that a party to this Agreement (a Breaching Party") should
fail or refuse to comply in a timely manner with its obligations as provided in this Agreement
(including the insurance provisions), the other party (the "non-Breaching Party"), following
reasonable notice, may (but shall not be obligated to) purchase such insurance or perform the
required act. In such event, the Breaching Party shall within ten (10) days following demand
reimburse the Non-Breaching Party for its reasonable and necessary costs and expenses.
"Reasonable notice" for purposes of this Section 6.1 shall be deemed to be ten (10) days for a
monetary breach (i.e., a breach involving the failure to pay money), or thirty (30) days for a
non-monetary breach; provided, however, the party giving notice may specify a shorter cure
period if an emergent situation exists.
6.2. In the event a dispute arises with respect to this Agreement, the parties
agree to first engage in nonbinding mediation. If the parties are unable to agree upon a
mediator, mediation services will be provided by JAMS/End Dispute. If at the time the
dispute arises, JAMS/End Dispute no longer exists or no longer provides mediation services,
the party initiating mediation shall have the right to unilaterally select an alternative mediator,
provided that the mediator is impartial and provides mediation services comparable to those
provided by JAMS/End Dispute as of the date of this Agreement. Each party shall pay one-
half the cost of mediation.
6.3. If mediation fails, the disputed matter shall be resolved by binding
arbitration. If the parties cannot agree upon an arbitrator, arbitration shall be provided by
JAMS/End Dispute. If JAMS/End Dispute no longer exists or no longer provides arbitration
services, arbitration shall be provided by an arbitration service provider selected by the
initiating party, provided that the arbitration service provide is impartial and offers arbitration
services comparable to those offered by JAMS/End Dispute as of the date of this Agreement.
The arbitrator shall have authority to grant injunctive relief, to order specific performance or
other equitable relief, to award damages and discretionary authority to award costs and
attorneys' fees to the substantially prevailing party.
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6.4. Neither party shall have the right to terminate this Agreement by reason
of the other party's breach or default.
7. PRIOR AGREEMENTS. This Agreement replaces that certain Easement and
that certain agreement captioned "Parking Agreement," both dated August 26, 2003, made by
and between Opus Northwest, LLC, the Grantor and Kitsap Transit, insofar as the said prior
agreements pertain to the rights and obligations of the Grantee with respect to the subject
matter of this Agreement.
8. ASSIGNMENTS. This Agreement is intended to "run with the land" and shall
be binding upon and shall inure to the benefit of the successors and assigns of the parties with
respect to their respective properties. Upon the sale or transfer of a party's entire interest in
its property, the transferor shall be prospectively relieved of all financial obligations arising
out of this Agreement which accrue after the date of transfer so long as the transferee executes
such documents as the other party shall reasonably request confirming its assumption of the
transferor's obligations and so long as the transferor is able to demonstrate to the reasonable
satisfaction of the other party that the transferee is financially able to comply with the
obligations of the transferor, including its financial and insurance obligations. The foregoing
notwithstanding, in the event the Grantor (including Kitsap Transit) should prefer not to be
relieved of its financial and other affirmative covenants and obligations in connection with a
sale of its interest in the property burdened by this Easement, it shall be permitted to retain
such obligations, in which event its successor in interest shall only be bound by the negative
covenants of this Easement.
9. COMPLIANCE WITH THE LAW. The parties to this Agreement shall at all
times exercise their rights herein in accordance with the requirements of all applicable laws.
10. WORK STANDARDS. All work to be performed by a party to this
Agreement shall be completed in a careful and workmanlike manner.
11. NO DEDICATION. Nothing contained in this Agreement shall be deemed to
be a gift, dedication or grant of any interest in either the Grantor's property or the Grantee's
property to or for the general public or for any public purpose whatsoever.
12. NO PARTNERSHIP; NO THIRD PARTY BENEFICIARIES. None of the
terms or provisions of this Agreement shall be deemed to create a partnership between or
among the parties hereto; nor shall it cause them to be deemed joint venturers or members of
any joint enterprise. Except as otherwise expressly provided herein with respect to the rights
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of Kitsap Transit, the provisions of this Agreement are not intended to benefit any persons
who are not parties to this Agreement, nor shall this Agreement be deemed to have conferred
any rights, express or implied, upon any non-party (other than the successors and assigns of
the parties as provided in Section 8 above).
13. ESTOPPEL CERTIFICATE. A party shall, within thirty (30) days of a
request from the other party, execute, acknowledge and deliver to the requesting party or its
designee a written statement confirming the status of this Agreement, whether any party is
then known by the certifying party to be in default with respect to this Agreement, and with
respect to such other matters as the requesting party may reasonably request. It is intended
that any such statement may be relied upon by lenders providing financing with respect to any
of the property benefited or burdened by this Agreement.
14. WAIVER. A party's failure to insist upon strict compliance with this
Agreement shall not be deemed a waiver of its rights under this Agreement.
15. GRANT OF VIEW EASEMENT BY GRANTEE. Grantee, for valuable
consideration, receipt of which is hereby acknowledged, hereby grants to the Grantor and to
Kitsap Transit a perpetual view protection easement appurtenant to and for the benefit of the
owner of the Garage and the owner of the property commonly known as the Kitsap Transit
Office Building, the legal description of which is included in the legal description of the
Garage, limiting the height of the improvements to be built on the Grantee's Property for the
purpose of protecting views from the second and third floors of the Kitsap Transit Office
Building, as follows:
15.1. Except as provided in Section 15.2 below, no improvements (including
roof, HV AC equipment or any other equipment) shall exceed 63 feet 8 inches in height (which
is 6 inches lower than the height of the lower sill of the windows on the second floor of the
Kitsap Transit Office Building), without the express written consent of both the owner of the
Garage and the owner of the Kitsap Transit Office Building, which consent shall not be
unreasonably withheld, conditioned or delayed bearing in mind the purpose of this height
limitation, which is to protect views from the windows of the second and third floors of the
Kitsap Transit Office Building.
15.2 Grantor and Kitsap Transit hereby acknowledge receipt of a set of plans
prepared by Mulvanny G2 Architecture with respect to the roof and roof top equipment (such
as HV AC equipment) for the Grantee's proposed restaurant. The said plans dated April 9,
2004, together with a supplement thereto dated October 10, 2004, shall be referred to
hereinafter as the "Roof Plan." A copy of the October 10, 2004, supplement (two pages) is
attached hereto as Exhibit I. The parties acknowledge that the Roof Plan, in certain limited
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areas, exceeds the height limitation established in Section 15.1 above. The parties agree that,
notwithstanding the provisions of Section 15.1 above, Grantee shall have the right to construct
its improvements, and thereafter maintain and replace its improvements as necessary,
substantially in accordance with the Roof Plans.
16. FURTHER ASSURANCES FOR THE BENEFIT OF KITSAP TRANSIT.
Conditioned on Kitsap Transit's execution of the Consent To Easement appended hereto,
Anthony's covenants, agrees and/or acknowledges as follows:
16.1. Kitsap Transit would not have executed the Consent To Easement
appended hereto without the inclusion of the View Protection Easement set forth in Section 15.
16.2. Kitsap Transit has the direct right to enforce all of Anthony's
obligations under this Agreement, including, specifically, Sections 4,5,6,7, 8, 13 and 15.
16.3. To the best of Anthony's knowledge, the eighty (80) stall exclusive
parking arrangement set forth in Section 1.2, burdens only the City's allotted stalls within the
Garage, and not any of the 116.5 parking stalls allotted to Kitsap Transit.
16.4. Anthony's has received adequate consideration to support its
undertakings hereunder, and the Protective View Easement is legally binding upon Anthony's
and enforceable by Kitsap Transit.
CITY OF BREMERTON
MAD ANTHONY'S INC.
By:
Its:
~(Q)~'W.
~CQ)~~
By:
Its:
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STATE OF
)
) ss.
)
COUNTY OF
On this day of , 2004, before me, personally
appeared to me known to be
the of CITY OF BREMERTON,
a corporation, the corporation that executed the foregoing instrument,
and acknowledged said instrument to be the free and voluntary act and deed of said
corporation, for the uses and purposes therein mentioned, and on oath stated that he/she was
duly authorized to execute the same.
IN WITNESS WHEREOF I have hereunto set my hand and affixed my official seal the
day and year first above written.
Notary Public in and for the
State of
Residing at:
My commission expires:
STATE OF WASHINGTON)
) ss.
COUNTY OF KING )
On this day of , 2004, before me, personally
appeared to me known to be
the of Mad Anthony's, Inc., the corporation
that executed the foregoing instrument, and acknowledged said instrument to be the free and
voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and
on oath stated that he/she was duly authorized to execute the same.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal
the day and year first above written.
Notary Public in and for the
State of
Residing at:
My commission expires:
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CONSENT TO EASEMENT BY KITSAP TRANSIT
Kitsap Transit, a Washington municipal corporation ("KT"), for valuable
consideration, receipt of which is hereby acknowledged, hereby consents to the foregoing
Easement, and hereby subjects its interest, if any, in the real property which is burdened by
the said Easement, to the said Easement. KT further agrees as follows:
1. KT hereby agrees to be bound by the following provisions of the Easement to
the same extent it would be bound if KT were a "Grantor" under the Easement: Section 4
(dealing with insurance and indemnity); Section 6 (dealing with disputes and remedies);
Section 7 (pertaining to certain prior agreements); Section 8 (pertaining to the effect of
assignments); and Section 13 (pertaining to estoppel certifications).
2. KT hereby agrees to repair and rebuild the Pad underlying the Grantee's
improvements and the. structural elements which support the Pad to the same extent that the
City is required to do so as set forth in Section 3.1 of the Easement, provided that KT shall
have no obligation to repair or replace any other portions of the Garage nor any improvements
built by the Grantee above the Pad. KT's obligations pursuant to this paragraph shall be on a
"joint and several" basis with the City's obligations.
3. KT agrees that its rights and obligations under this Consent to Easement are
intended to run with the land and shall be binding upon and shall inure to the benefit of KT's
successors and assigns with respect to its interest in the property which is burdened by the
Easement (including the Kitsap Transit Office Building).
4. KT hereby represents and warrants that all required action has been taken and
all required consents and approvals have been obtained to authorize the execution of this
Consent to Easement by KT and that the persons executing this Consent to Easement on behalf
of KT have the legal right and authority to do so.
5. KT hereby acknowledges that Grantee would not have included the height
limitation provision (Section 15) in the Easement unless KT executed this Consent to
Easement. KT further represents and warrants to Grantee that it has received adequate
consideration to support its undertakings hereunder and that this Consent to Easement is
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legally binding upon KT and enforceable by Grantee.
KITSAP TRANSIT
By:
Its:
Date:
~~f-~'\\r
\ \~)u 1
STATE OF WASHINGTON)
) ss.
COUNTY OF KITSAP )
On this day of , 2004, before me, personally
appeared to me known to be
the of the KITSAP TRANSIT, a municipal
corporation, the corporation that executed the foregoing instrument, and acknowledged said
instrument to be the free and voluntary act and deed of said corporation, for the uses and
purposes therein mentioned, and on oath stated that he/she was duly authorized to execute the
same.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal
the day and year first above written.
Notary Public in and for the
State of
Residing at:
My commission expires:
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EXHIBIT A
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EXHIBIT "A"
Legal Description of Bremerton Harborside-Garage
LEGAL DESCRIPTION
ORDER NO. 890744-C3
PARCELl:
THAT PORTION OF GOvERNJ\.1ENT LOT 3, SECTION 13, AND TIIAT PORTION OF
GOVERNMENT LOT 1, SECTION 24, AND TIDELANDS ADJOINING ALL IN TOWNSHIP 24
. NORTH, RANGE 1 EAST, W.M., IN KITSAP COUNTY, WASIDNGTON,DESCRIBED AS
FOLLOWS:
COMMENCING AT THE MOST SOUTHERLY CORNER OF LOT] IN BLOCK 2 OF TOWN OF
BRE1vffiRTON, ACCORDING TO PLAT RECORDED IN VOLUME 2 OF PLA TS AT P AGE(S) 30, IN
KITSAP COUNTY, WASHINGTON; .
THENCE SOUTH 450:20'30" EAST ALONG. TIf6 NORTHEASTERLY MARGIN OF FIRST STREET
(FRONT STREET) IN SAID PLAT A DISTANCE OF 14.18 FEET TO THE MOST SOUTIIERL Y
CORNER OF AN ALLEY DELINEATED ON BLOCK 2 OF SAID PLAT; .
THENCE NORTH 35037'10" EAST ON 60.00 FEET ALONG SAID DELrnEATED ALLEY TO THE
TRUE POINT OF BEGINNING, WHICH IS ALSO CALLED POINT "A" FOR REFERENCE
PURPOSES;
THENCE SOUTH450:20'30" EAST PARALLEL TO THE NORTIIEASTERL Y MARGIN OF FIRST
STREET (FRONT STREET) TO AN'INTERSECTION WITH THE INNER HARBOR LINE
DELINEATED ON 1958 SUPPLEMENTAL MAP OF BREMERTON TIDELANDS, ON FILE IN THE
OFFICE OF THE COM1v.llSSlONER OF PUBLIC LANDS, OLYMPIA. WASHINGTON;
THENCE NORTHEASTERLY ALONG SAID .mNER HARBOR LINE TO THE SOUTHWESTERLY
MARGIN OF SECOND STREET AS DELINEATED ON SAID SUPPLEMENTAL MAP.
THENCE NORTHWESTERLY ALONG SAID MARGlli TO A POINT ON THE MOST EASTERLY
CORNER OF THE ALLEY DELINEATED ON BLOCK 2 IN PLAT OF TOWN OF BREMER TON;
THENCE soum 35037' 10" WEST ALONG SAID ALLEY 247.21.FEET TO THE TRUE POINT OF
BEGINNING;
EXCEPT THAT PORTION DESCRIBED AS FOLLOWS:
COMMENCING AT POINT "A" HERETOFORE DESCRIBED;
TIIENCE SOUTH 45 ~O'30" EAST PARALLEL TO THE NORTHEASTERLY MARGIN OF FIRST
sTREET 34.02 FEET TO THE TRUE POINT OF BEGINNING OF TIDS EXCEPTION;
THENCE NORTH 45029'10" EAST 14.17 FEET;
THENCE NORTH 35 036'30" EAST 5.90 FEET TO THE soUTHWEST CORNER OF AN EXISTING
BRICK BUILDING;
THENCE soUTH 45020'30" EAST ALONG THE SOUTHEASTERLY WALL'IHEREOF 129 FEET;
THENCE SOUTH 41 053 '20" WEST 20 FEET, MORE OR LESS, TO THE SOU1HWEST BOUNDARY
OF 'J1{E MAIN ,TRACT HERETOFORE DESCRIBED;
THENCE NORTH 450;20'30" WEST 129.41 FEET, MORE OR LESS, TO THE TRUE POINT OF
BEGINNING.
PARCEL n:
CoMMENCING AT A POINT ON THE NORTHEASTERLY LINE OF FRONT STREET, ALSO
KNOWN As FIRST STREET, BREMERTON, WASHINGTON, 'WHICH IS SOU1H 450:20'30" EAST A
DISTANCE OF 14.18 FEET FROM THE SOUTHEAST CORNER OF LOT 1 IN BLOCK 2 OF
ORIGINAL PLAT OF THE TOWN OF BREMERTON, ACCORDING TO PLAT RECORDED IN
VOLUME i OF PLATS AT PAGE(S) 30, IN KlTSAP COUNTY. WASHINGTON;
THENCE NORTH 35 037' 1 0" EAST FOR A DISTANCE OF 60 FEET;
Page 14 of 15
111111111111111111111111111111111111111111l1li111111 :;:J!~1~~:5
TRAHSHATIOH TITLE IHS CO ESMT S39. 88 Ki ~s~ Co, UA
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EXHIBIT nAn - Continued
THENCE SOUTH 45 020'30" EAST FOR A DISTANCE OF 163.43 FEET TO THE TRUE POINT OF
BEGINNING;
THENCE SOUrH 45020'30" EAST 45 FEET;
THENCE SOUTH 41053 '20" WEST 59.39 FEET, MORE OR LESS, TO THE NORTHEASTERLY LINE
OF SAID FRONT STREET (FIRST STREET);
THENCE NORTHWESTERLY ALONG THE NORTHEASTERLY LINE OF FRONT STREET (FIRST
STREET) 45 FEET;
THENCE NORTH 41 053'20" EAST 59.39 FEET, MORE OR LESS, TO THE ADJOINING OR
ABUTTING THEREON, WHICH UPON VACATION, ATIACHED TO SAID PREMISES BY
OPERA TION OF LAW.
PARCEL 1II:
TRA T POR TlON OF GOVERNMENT LOT 1, SECTION 24, TOWNSHIP 24 NORTH, RANGE 1
EAST, W.M., AND THE TIDELANDS ADJOINING, IN KITSAP COUNTY, WASIDNGTON,
DESCRIBED AS FOllOWS:
COMMENCING AT THE MOST SOUTHERLY CORNER OF LOT 1 IN BLOCK 2 OF TOWN OF
BREMERTON, ACCORDING TO THE PLAT RECORDED IN VOLUME 2 OF PLATS AT P AGE(S) ..
30, IN KITSAP COUNTY, WASHINGTON;
THENCE SOUTH 45"20'30" EAST ALONG THE NORTIffiASTERLY LINE OF FIRST STREET
(FRONT STREET) 14.18 FEET TO THE TRUE POINT OF BEGINNING;
THENCE NORTIl35DJ7'10" EAST 60 FEET;
THENCE SOUTH 45"20'30" EAST 34.02 FEET;
THENCE SOUT-HWESTERI){T0A -POINT ON THE NORTHEASTERLY LINE OF FIRST STREET
WHICH IS SOUTH 45 "20'30" EAST 23.69 FEET FROM 11ffi TRUE POINT OF BEGrnNING;
TIIENCE NORm 450:20'30" WEST 23.69 FEET TO THE TRUE POINT OF BEGINNING;
TOGETHER WITH TEAT PORTION OF V ACA TED FRONT (FIRST) STREET ADJOINING OR
ABUTTING THEREON, WHICH UPON VACATION, ATIACHED TO SAID PREMISES BY
OPERATION OF LAW.
PARCEL IV.
LOTS g AND 9 IN BLOCK 2 OF TOWN OF BREMERTON, ACCORDING TO PLAT RECORDED IN
VOLUME 2 OF PLATS AT PAGE(S) 3D, IN KITSAP COUNTY, WASHINGTON;
TOGETHER WITH TIIA T PORTION OF VACATED ALLEY ADJoINlN'G OR ABUT'I"rnG
11ffiREON, WIDCH UPON V ACA TION, A lTACHED TO SAID PREMISES BY OPERATION OF
LAW.
Page 15 of19
IIIIIIIIIIIIII~ ~II~ III I III 1111111 Ii II~IIIII :~:l!~~~1::5
TRAHSHATIOH TITLE INS 00 ESMT $39.88 Kitsap Co, ~A
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EXHIBIT "A" - Continued
LEGAL DESCRIPTION
ORDER NO. 890745-C3
PARCEL A:
LOTS 1 AND 2 IN BLOCK 2 OF TOWN OF BREMERTON, ACCORDING TO PLAT RECORDED IN
VOLUME 2 OF PLATS AT PAGE(S) 30, IN KITSAP COUNTY, WASHINGTON;
TOGETHER WITH THAT PORTION OF VACATED ALLEY ADJOINING OR ABUTTING ON THE
EAST L YlNG BETWEEN THE PROJECTIONS EASTERLY OF THE NORTH AND SOUTH LINES
OF sAID LOTS, WHICH UPON V ACA TION, ATTACHED TO SAID PREMISES BY OPERA nON OF .
LAW:ALSO TOGETHER WITIITHOSE PORTIONS OF VACATED FRONT (FIRST) STREET AND
W ASHINGTON AVENUE ADJOlliING OR ABUTTING THEREON, WHICH UPON VACATION,
ATTACHED TO SAID PREMISES BY OPERATION OF LAW.
PARCEL B:
LOT 3 IN BLOCK 2 OF TOWN OF BREMERTON, ACCORDING TO PLAT RECORDED IN
VOLUME 2 OF PLATS AT PAGES(S) 30, IN KITSAP COUNTY, WASHINGTON;
TOGETHER WITH THAT PORTION OF V ACA TED ALLEY ADJOINING OR ABUTTIl'IG ON THE
EAST LYING BETWEEN THE PROJECTION OF THE NORTHHRL Y AND SOUTHERLY LINES OF
SAID hOT 3; WIDCR UPON V ACATlON, ATIACHED TO SAID PREMISES BY OPERATION OF
LAW, pURSUANT TO KITSAP COUNTY SUPERIOR COURT CAUSE NO. 66664. .
PARCEL C:
LOTS 4, 5, 6 AND 7 IN BLOCK 2 OF TOWN OF BREMERTON, ACCORDING TO PLAT
RECORDED IN VOLUME 2 OF PLATS AT PAGE(S) 30, IN KITSAP CoUNTY, WASHINGTON;
TOGETHER WIlli TRA T PORTION OFV ACA TED ALLEY ADJOINJNG OR ABUTTING ON THE
EAST L TING BETWEEN THE soUTHERLY LINE OF LOT 4 AND THE NORTHERLY LINE OF
LOT 7 PROJECTED EAST, WIDCH UPON VACATION, ATTACHED TO SAID PREMISES BY
OPERATION OF LAW.
PARCEL D:
THE SOUTHEASTERLY 30 FEET OF THE FOLLOWING DESCRIBED PROPERTY:
THAT PORTION OF GOVERNMENT LOT 1, SECTION 34, TOWNSHIP 24 NORTH, RANGE 1
EAST, W.M., IN KITSAP COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS:
COMMENCING AT A POINT ON THE NORTHEASTERLY LINE ON FRONT (NOW FIRST)
STREET, BREMERTON, WASHINGTON, 14 FEET SOUTHEASTERLY FROM THE SOUTHEAST
CORNER OF LOT 1 IN BLOCK 2 OF TOWN OF BREMERTON, ACCORDING TO PLAT
RECORDED IN VOLUME 2 OF PLATS AT P AGE(S) 30, IN KITSAP COUNTY , WASHINGTON;
THENCE NORTHEASTERLY PARALLEL WITH THE SOUTHEASTERLY LINE OF SAID BLOCK 2
A DlSTANCE OF 60 FEET; .
THENCE SOUTIIEASTERL Y PARALLEL WIlli THE NORTHEASTERLY LINE OF FRONT
STREET 234 FEET, MORE OR LESS, TO INNER HARBOR LINE;
THENCE SOUTHWESTERLY pARALLEL WITH THE SOUTHEASTERLY LINE OF SAID BLOCK 2
A DISTANCE OF 60 FEET, MORE OR LESS, TO THE NORTHEASTERLY LrnE OF FRONT
STREET; THENCE ALONG SAID Lil'ffi NORTIIWESTERL Y TO THE PLACE OF BEGINNING;
Page 16 of19
III11I111111111111111111111 ~III ~lllIlli 1111111111111 :~~1 ;~1~:5
TRAHSHATION TITLE INS CO ESMT $3S.9S Kitsap Co, ~A
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EXHIBIT "A" - Continued
TOGETHER WITH THAT PORTION OF VACATED FRONT (FIRST) STREB ADJOINING OR
ABUTTING THEREON, WHICH UPON V ACA TION, ATTACHED TO SAID PREMISES BY
OPERATION OF LAW;
. EXCEPT FROM ALL OF THE ABOVE PORTION THEREOF LYING EASTERLY OF THE fNNER
HARBOR LINE.
PARCEL E:
THAT PORTION OF THE GOVERNMENT LOT 1, SECTION 24, TOWNSHIP 24 NORTH, RANGE 1
EAST, W.M., IN KITSAP COUNTY, W ASIDNGTON AND THE TIDE LANDS ADJOINING,
DESCRIBED AS FOLLOWS:
COMMENCING AT THE MOST SOUTHERLY CORNER OF BLOCK 2 OF TOWN OF BREMERTON
ACCORDING TO PLAT RECORDED IN VOLUME 2 OF PLATS AT P AGE(S) 30; . ,
THENCE SOUTH 45~O'30" EAST ALONG THE NORTIIEAST LINE OF FIRST STREET 14.1 & FEET
TO THE TRUE POINT OF BEGINNING;
THENCE NORTH 35037'10" EAST 60 FEET;
THENCE SOUTH 45~O'30" EAST 34.02 FEET;
THENCp NORTH 45OZ9'1O" EAST 14.17 FEET;
THENCE NORTI-l35036'30" EAST 5.90 FEET TO THE SOUTHWESTERLY CORNER OF EXISTING
BRlCK BUILDING;
THENCE ALONG THE SOlITHEASTERL Y WALL OF SAID BUll..DING AND THE LINE OF SAID
WALL PRODUCED, SOUTH 450:20'30" EAST 129.00 FEET;
THENCE SOUTH 41 053'20" 79.39 FEET,MORE OR LESS, TOA POINT ON THE
. NORTHEASTERLY LINE "OF FIRST STREET;
THENCE NORTH 45 020'30" WEST ALONG SAID LINE TO THE TRUE POINT OF BEGINNING;
TOGETHER WITH THAT PORTION OF V ACA TED FRONT (FIRST) STREET ADJOIN1NG OR
ABUTTING ON THE som WHICH UPON V ACA TION, ATTACHED TO SAID PREMISES BY
OPERATION OF LAW. EXCEPT THE FOLLOWING DESCRIBED TRACT:
COMMENCING AT TIIE MOST SOUTHERLY CORNER OF SAID BLOCK 2;
THEN"CE SOUTH 45020'30" EAST ALONG THE NORTHEASTERLY LmB OF FIRST STREET 14.18
FEET TO THE TRUE POINT OF BEG1NN]NG;
THENCE NORTH 35~7'10" EAST 60 FEET;
THENCE SOUTH 45 020'30" EAST 34.02 FEET;
THENCE SOUTHWESTERLY TO A POINT ON THE NORTHEASTERLY LINE OF FIRST STREET
WIlleH IS SOUTH 450:20'30" EAST 23.69 FEET FROM THE TRUE POINT OF BEGINNING-
THENCE NORTH 450:20'30" WEST 23.69 FEET TO TIlE TRUE POINT OF BEGINNING; ,
INCLUDING WITH SAID EXCEPTED TRACT, THAT PORTION OF VACATED FRONT (FIRST)
STREET ADJOINING OR ABUITING SAID EXCEPTED TRACT ON THE SOUTH, WIDCH UPON
V ACA TION, ATIACHED TO SAID PREMISES BY OPERATION OF LAW.
111111111111 111111111111111111111111111111111111111 ~II ~~:}FI~I::5
TRANSHATIOH TITLE INS CO ESMT S39.SS Kitsap Co, ~A
Page 17 of 19
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EXHIBIT B
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Order No. MM - 20020228
EXHIBIT "B"
Legal Description of Grantee's Property
PARCEL 1 :
THE "PAD" AND THE AIR RIGHTS ABOVE THE "PAD" FURTHER DESCRIBED AS BEING
40 FEEI', 11 INOIES ABOVE THE DEFINED N.O.A.A. LINE OF MEAN LCMERWATER
LEVEL BEING ABOVE THE FOLLOWING DESCRIBED PROPERrY:
THAT PORTION OF GOVERNMENT LOT 1, SECTION 24, TOWNSHIP 24 NORTH, RANGE 1 EAST,
WILLAMETTE MERIDIAN, AND TIDELANDS ADJOINING IN KITSAP COUNlY , WASHINGTON,
DESCRIBED AS FOLLOWS:
COMMENCING AT THE INTERSECTION OF THE NORTHEASTERLY MARGIN OF FIRST STREET
(FRONT STREET) WITH THE INNER HARBOR LINE DELINEATED ON 1958 SUPPLEMENTAL MAp OF
THE BREMERTON TIDELANDS, ON FILE IN THE OFFICE OF THE COMMISSIONER OF PUBLIC LANDS,
OLYMPIA, WASHINGTON;
THENCE NORTH 43002'41" EAST, 26.35 FEET ALONG SAID INNER HARBOR LINE AS DELINEATED
ON SAID SUPPLEMENTAL MAP;
THENCE NORTH 45022'51" WEST, 13.24 FEET TO THE TRUE POINT OF BEGINNING;
THENCE CONTINUING NORTH 45022'51" WEST 22.38 FEET;
THENCE NORTH 29012'28" WEST 80.58 FEET;
THENCE NORTH 60047'32" EAST 43.76 FEET;
THENCE SOUTH 29012'28" EAST 14.43 FEET;
THENCE NORTH 60047'32" EAST 42.00 FEET;
THENCE SOUTH 29012'28" EAST 5.50 FEET;
THENCE NORTH 60047'32" EAST 30.57 FEET;
THENCE SOUTH 83016'02" EAST 11.06 FEET TO A POINT ON A CURVE, THE RADIUS POINT OF
WHICH BEARS NORTH 83055'31" WEST;
THENCE SOUTHWESTERLY ALONG THE ARC OF A CURVE CONCAVE TO THE NORTHWEST HAVING A
RADIUS OF 150.76 FEET THROUGH A CENTRAL ANGLE OF 26055'57" AND AN ARC LENGTH OF
70.87 FEET;
THENCE SOUTH 56046'37" EAST 4.89 FEET TO A POINT ON A CURVE THE RADIUS POINT OF
WHICH BEARS NORTH 56051'31" WEST;
THENCE SOUTHWESTERLY ALONG THE ARC OF A CURVE CONCAVE TO THE NORTHWEST HAVING A
RADIUS OF 162.99 FEET THROUGH A CENTRAL ANGLE OF 08049'42" AND AN ARC LENGTH OF
25.11 FEET;
THENCE SOUTH 42023'00" WEST 47.92 FEET TO THE TRUE POINT OF BEGINNING;
PARCEL II:
AN EASEMENT FOR PARKING, INGRESS AND EGRESS AS ESTABLISHED BY INSTRUMENTS
RECORDED UNDER RECORDING NO. 200312120195 AMD 200312120196 AND FURTHER
AMENDED BY INSTRUMENT RECORDED UNDER RECORDING NO. 200312120201, BEING A
PORTION OF GOVERNMENT LOT 3, SECTION 13 AND GOVERNMENT LOT 1, SECTION 24, ALL IN
TOWNSHIP 24 NORTH, RANGE 1 EAST, W.M. IN KITSAP COUNTY, WASHINGTON
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Order No. MM - 20020228
EXHIBIT "B" - Continued
SITUATE IN THE CITY OF BREMERTON, COUNTY OF KITSAP, STATE OF WASHINGTON.
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EXHIBIT H
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OCT-15-2004 14:14
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ROOF TOP MECH. SCREEN
METAl. SIDING TO MATCH
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RESTAURANT
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Exhibit D
Definition of Hazardous Material
"Hazardous Material" shall mean any waste, pollutant, hazardous or toxic
substance or waste, petroleum, petroleum-based substance or waste, special waste,
polychlorinated biphenyls ("PCB"), asbestos, or any constituent of any such substance or
waste including, without limitation, any of the foregoing as these terms are defined in any law
regulating or imposing standards with respect to the environment, including but not limited to
the Washington Model Toxics Control Act (Ch. 70.1 05D RCW), the Washington Hazardous
Waste Management Act (Ch. 70.105 RCW); CERCLA; RCRA; the Federal Water Pollution
Control Act, 33 V.S.c. ~~ 1251, et seq.; the Clean Air Act, 42 V.S.C. ~~ 7401, et seq.; the
Hazardous Materials Transportation Act, 49 V.S.C. ~~ 1417, et seq.; Toxic Substances
Control Act, 15 V.S.C. ~~ 2601, et seq.; Refuse Act, 33 V.S.C. ~~ 407, et seq.; the
Emergency Planning and Community Right-To-Know Act, 42 V.S.C. ~~ 11001, et seq.; and
any state equivalent thereof..
#516337 vI /02261-001
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Exhibit E
Improvements To Be Completed By Seller Prior to Closing
I. Elevator shaft (complete, but excluding installation of elevator mechanical
equipment) in accordance with plans therefore approved by Anthony's.
2. Water system, including water meter, back flow prevention, water service line
(2 inch) from P-I mechanical room to floor elevation 40.92', insulation and freeze protection
all-inclusive in accordance with plans therefore approved by Anthony's.
3. Sewer system, including connection to public sewer main, waste pIpmg to
grease interceptor, grease interceptor, 4 inch waste pipe from grease interceptor to floor
elevation 37.5', non grease waste pipe from sewer connection to elevation 40.92', in
accordance with plans therefore approved by Anthony's.
4.
storm piping
Anthony's.
Storm system, including connection to public storm water main and 3 inch
to floor elevation 40.92', in accordance with plans therefore approved by
5. Fire protection system, including complete independent riser assembly,
connection to public water lines, water meter, back flow preventor, and piping with freeze
protection stubbed to restaurant pad, in accordance with plans therefore approved by
Anthony's.
6. Gas system, including gas piping from meter through floor elevation to 40.92'.
The pipe size will be 2 inch brought to the mechanical mezzanine in accordance with plans
therefore approved by Anthony's.
7. Electrical system, including line volt power utility underground service charges,
campus central transformer, campus Main Switch Board, 600 AMP section with meter base,
conduit and wire from MSB thru floor elevation 40.92', in accordance with plans therefore
approved by Anthony's. Service voltage is to be 480/277 volt 3 phase 4 wire.
8. Telephone system including Qwest service charges to campus, underground
conduits between 2nd street to central communication room, empty 2 inch conduit between
central communication room and floor elevation 40.92', in accordance with plans therefore
approved by Anthony's.
#517369 v 1 I 02261-001
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9. Fire alarm system, including an empty conduit between Central Fire Alarm
panel and floor elevation 40.92', in accordance with plans therefore approved by Anthony's.
#517369 vI /02261-001