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HomeMy WebLinkAbout4401 Contract Number: 4401 � Vendor: PORT OF BREMERTON Subject: Harbormaster Facility - Purchase/Sale/Development Department: Econ Dev File Class: LEG 12-1 Begin Date: 11/14/2003 End Date: 12/31/2009 Review Date: 02/15/2011 Vault Date: O1/Ol/2011 Comments: Agreement closed sometime prior to end date Facility not developed through this Agreement per Gary Sexton 3/10 PURCHASE, SALE, AND DEVELOPMENT AGREEMENT This PURCHASE, SALE, AND DEVELOPMENT AGREEMENT (this "Agreement") is dated for reference purposes the ~ day of~, 2003, and is by and between THE CITY OF BREMERTON, a Washingtot~ municipal corporation (the "Seller"), and the PORT OF BREMERTON, a Washington municipal corporation ("Buyer"), and is intended, in part, to implement the understandings set forth in that Memorandum of Intent (hereinafter 'MOI') dated September 6, 2002, and entered in to by Cheryl Kineer, President of the Bremerton Port Commission, and Cary Bozeman, Mayor, City of Bremerton,. RECITALS A. The City of Bremerton owns land situated in the City of Bremerton, County of Kitsap, State of Washington, as eurre, ntly shown in map attaebed hereto as Exhibit A-1 and legally described in Exhibit A-2 attached hereto and made a part hereof. B. The Seller desires to develop the Property (as such term is defmed in Exhibit B) into the Conferenco Center with a conference center, a parking garage, a hotel, a restaurant, an office/retail building, and a marina services facility (the "marina services facility"). The City and Opus Northwest, LLC ("Opus") have executed a certain Design/Build Construction Contract (the "Design/Build Agreement"), wherein the City has hired Opus to design and construct the marina services facility within a smactural pad on a portion of the garage owned by Seller, the Air- Rights over which (including the marina services facility improvements) will be sold and conveyed to Buyer. C. Buyer desires to purchase the Air-Rights (as such term is defmed below) from Seller, upon and subject to all of the terms, provisions and conditions set forth in this Agreement. AGREEMENTS NOW, THEREFORE, for and in consideration of the mutual covenants and conditions set forth herein, and of other good and valuable consideration, including the mutual understandings of the parties as set forth in the MOI which understandings are incorporated herein the receipt and sufficiency of which are hereby acknowledged, Buyer and Seller agree as follows: 1. Defmitions. Capitalized terms used in this Agreement shall have the meanings set forth as follows: (a) Final Plans and Specifications: Final Plans and Specifications shall mean the plans and specifications for construction of the marina facility within the subject matter Air Rights approved by the Buyer. (b) Hazardous Materials: Hazardous Materials shall mean any hazardous substances or hazardous materials, including, without limitation, all substances, the presence of which on the Property, or any portion thereof, could subject the owner or occupant of the -1- 10/1~3 Property, or both, to civil or criminal penalties or damages, or responsibility for clean-up of such substances, including, without limitation, any material or substance which is: (i) a "hazardous waste", a "toxic waste", a "haTardous substance", a "toxic substance", an "extremely hazardous waste", a "restricted baTardous waste", a "chemical substance", or "hazardous chemical", as such terms are defined under any environmental laws, ordinances or regulations governing or controlling the Property, or any portion thereof; (ii) petroleum or petroleum waste, including, without limitation, crude oil or any petroleum derived substance or constituent of any such petroleum substance or waste; (iii) asbestos or asbestos containing materials; (iv) polychlorinated biphenyl; (v) radioactive material; or (vi) pesticides. (c) Air-Rights: Air-Rights means the portion of the Property that is a separate legal lot over which is consmacted a harbor master/marina services facility ("marina services facility") as shown on the Final Plans and Specifications incorporated herein by this reference, together with all beneficial easement rights necessary to (i) support the marina services facility to be constructed within the Air-Rights, and (ii) operate and maintain such marina services facility as an integral part of the proposed development of the Property as a conference center and the adjacent marina owned and operated by the Buyer. (d) Intended Uses: Intended Uses shall mean Marina Services Facility and related uses. (e) Property: Property shall mean: (i) those parcels of land more particularly described in Exhibit A-1 and Exhibit A-2 attached hereto and made a part hereof; and (ii) the easements and appurtenances and all the estates and rights of Seller (now or on the Closing Date) in, to and with respect to such parcel and any and all improvements thereon. 2. Agreement to Sell and Purchase. Seller shall sell the Air-Rights to Buyer, and Buyer shall purchase the same fxom Seller, at the price and on the terms, provisions and conditions hereinafter set forth. -2- 1~1~3 3. Purchase Price. The purchase price to be paid by Buyer to Seller for the Air- Rights and marina services facility (the "Purchase Price") shall be an mount equal to the actual cost of constructing the marina services facility pursuant to the Final Plans and Specifications on the stmcturai pad. The Purchase Price shall be paid as set forth in Section 14 hereof. 4. Conditions. (a) Completion of Separate Lot Process and Structural Components. Buyer's obligations under this Agreement shall be conditioned upon (i) Seller obtaining the necessary approvals to constitute the Air-Rights as a separate, legal lot, (ii) Seller constructing and maintaining a structural pad under the Air-Rights and construction of the marina services facility on said structural pad pursuant to Section 14, (iii) commencement of construction of the conference center building, and (iv) the parties shall have agreed upon the necessary public access and utilities easements and other related documents in connection with the operation of the marina services facility, which easements and other related documents shall be agreed upon and attached hereto as Exhibit B. (b) Parking Agreement. Seller City of Bremerton shall provide Buyer Port of Bremerton with ten (10) vehicle parking spaces for use by the Port and its commissioners, · mployees, guests, and users of the marina facility. Such parking spaces shall be provided for ~h use without charge or cost. The parking spaces shall be located on Second Street (with not less ~m four (4) spaces at the base of Second S~reet and six (6) spaces east of Washington Avenue). The City of Bremerton shall manage the parking with continual input and coordination with the Port. This provision shall survive closing of the sale agreement and transfer of air space title.. 5. Closing Date. Thc sale and purchase of thc Air-Rights shall be closed within twenty (20) days after the creation of thc Air-Rights. If a scheduled Closing Date does not fall on a business day, that Closing Date shall be the next business day thereafter. 6. Title Insurance; Survey. (a) The Seller shall deliver to Buyer a title commitment for an ATLA (extended coverage) owners title insurance policy issued by the Title Insurer reflecting fee simple absolute title to the Air-Rights described therein in the City of Bremerton ("Title Commitment"), free and clear of ail liens and encumbrances, except (i) zoning and land use restrictions not inconsistent with Buyer's intended use of the Property; and (ii) easements, covenants, reservations and restrictions of public record that are not inconsistent with Buyer's intended use of the Property; and (iii) any additional title exceptions created pursuant to the development of the Property as a convention center which do not interfere with Buyer's intended use of the contemplated improvements on the Air-Rights, are herein called the ("Permitted Exceptions.") Seller shall have until the Closing Date to cause unpermitted exceptions to be removed of record and from the Title Commitments. The parties shall share the cost of the Title Insurance Policy premium equally. -3- 10/1/05 (b) Upon completion of construction of the Marina Services Facility, Seller shall cause a survey ("Survey") of the Ak-Rights to be prepared by a Licensed and Registered Surveyor reasonably acceptable to Buyer and shall cause to be delivered to Buyer a plat of such Survey certified to Buyer and the Title Insurer. The Survey shall set forth the legal description of the Air-Rights, easements, other restrictions, means of ingress and egress, electric, water, sewer, gas and other utility lines servicing such Air-Rights, any encroachments and any easements on adjacent land, and indicate the area (in square feet) of the structural pads over which the Ak-Rights will exist. The parties shall share the cost of the Survey equally. 7. Representations and Warranties of Seller. Seller hereby represents to Buyer that all of the following are tree and correct on and as of the date hereof, shall continue to be mae and correct as of the Closing Date, and shall survive the Closing and delivery of the deed: (a) All requisite action has been taken and been obtained by Seller in connection with entering into this Agreement and the instruments referenced herein, and the consummation of the transaction contemplated hereby. The individual(s) executing this Agreement and the instruments referenced herein on behalf of Seller has the legal power, right and actual authority to bind Seller to the terms and conditions hereof and thereof. This Agreement and all documents required hereby to be executed by Seller are and shall be valid, legally binding obligations of and enforceable against Seller in accordance with their respective terms, subject only to applicable bankruptcy or similar laws or equitable principals affecting or limiting the rights of contracting parties generally. (b) Seller has not received and, to the best of Seller's knowledge, no predecessor of Seller has received notice of any violation of any law, municipal ordinance or other governmental requirement affecting the Property or the contemplated development of the Property or any portion thereof. (c) Seller is not a party to any subsisting agreement, contract or commitment to sell, convey, let, assign, transfer, provide rights of first refusal or other similar rights with respect to, or otherwise dispose of, all or any part of the Air Rights, or any interest therein or occupancy right thereto, other than this Agreement. Except for this Agreement and the Permitted Exceptions, neither Seller nor any person or entity claiming by, through or under Seller has done, suffered or permitted anything whereby any lien, claim or right of another has been created against the Air Rights, or any portion thereof or any interest therein. (d) Seller has no knowledge that any permit, certificate, license or other similar approval or authorization, other than permits relating to customary building permits, is required for the sale or development of the Property or Air Rights under any federal, state or local law, ordinance, rule or regulation, or by any governmental or quasi-governmental agency having jurisdiction over the Property, or any portion thereof. (e) Seller has no knowledge of any existing laws, ordinances or restrictions, including, without limitation, so-called recapture agreements, which would present or limit the right or ability of Buyer, or its lessees, invitees, successors or assigns, to use the Air-Rights for -4- 1~1~3 the Intended Uses or to obtain any government approvals necessary to develop the Air-Rights for the Intended Uses. (f) There is no action, proceeding or investigation pending or, to the best of Seller's knowledge, threatened, against Seller, or with respect to the Property, or any portion thereof, before any court or governmental department, commission, board, agency or instrumentality which would affect the contemplated development of the Property. Seller has no knowledge of any basis for any such action, proceeding or investigation. (g) Seller has not received any notice of environmental or health code violations with respect to the Property, or any portion thereof. (h) Seller has not received aolice of any contemplated special assessments relating to the Property, or any portion thereof. (i) No leasing, sales or other broker's fees or commissions of any nature whatsoever shall be or become due or owing to any person, finn, corporation or entity whomsoever after the applicable Closing Date. (j) Seller has not stored, mmsported, discharged or released any HaTardous Materials, and has not permitted the storage, transport, discharge or release of HaTardous Materials, on the Property, or any portion thereof. Further, except as set forth in the Technical Memorandum prepared by Parametrix dated June 12, 2002 and the reports identified therein, Seller has no knowledge of any other person or entity having stored, Iransported, discharged or released Hazardous Materials on the Property, or any portion thereof. (k) There are no (i) orders from or agreements with any governmental authority or private party or any judicial or administrative proceedings or investigations, whether pending or threatened, respecting any environmental, health or safety requirements under federal, state or local laws or regulations relating to the Property, or (ii) pending, asserted or threatened claims or matters involving material liabilities, obligations or costs arising from the existence, release or threatened release of any Hazardous Materials at, on or beneath the Property. The accuracy of the foregoing representations and warranties shall be a condition to Buyer's obligations under this Agreement. If an,y of the foregoing representations or warranties is untrue in any material respect, and is not cured (at no cost to Buyer) prior to any of the scheduled Closing Dates, then Seller shall be allowed a period of five (5) days aRer the date of such scheduled Closing Date in order to cause such representations and warranties to be true, and shall use reasonable efforts to do so (and Seller shall notify Buyer promptly if Seller determines that Seller will not be able to do so). If Seller shall not cause such representations and warranties to conform to the requirements of this Agreement within such five (5) day period, then Buyer may elect (i) to purchase the Air-Rights as it then is, with the right to cause such non-conforming representations and warranties to be tree; or (ii) to terminate this Agreement; or (iii) to extend the time for up to an additional thirty (30) days for Seller to cause such representations and warranties to conform to the requirements in this Agreement, and the respective Closing Date shall automatically be extended by the number of days equal to such extended period (and if -5- 10/1/03 Buyer elects to allow the extension of such time, Buyer shall have the same rights concerning such matters at the end of such extended period as Buyer had at the end of the original period). In any such event Buyer shall have any and all remedies available to it under this Agreement or otherwise at law or in equity. 8. Representations and Warranties of Buyer. Buyer hereby represents and warrants to Seller that the following are tree and correct on and as of the date hereof, shall continue to be true and correct as of the Closing Date, and shall survive the Closing and delivery of the deeds: (a) There is no action, proceeding or investigation pending, or to the best of Buyer's knowledge threatened, against Buyer before any court or governmental depmhnent, commission, board, agency or instrumentality with respect to the Property, or any portion thereof, or Buyer's obligations under this Agreement. Buyer has no knowledge of any basis for any such action, proceeding or investigation. 00) All requisite action has been taken and been obtained by Buyer in connection with entering into this Agreement and the inslxuments referenced herein, and the consummation of the mmsaction contemplated hereby. No consent of any creditors, directors, shareholders, judicial or administrative body, governmental or quasi-governmental authority, or other party is required for the performance of Buyer's obligations hereunder. The individual(s) executing this Agreemem and the instruments referenced herein on behalf of Buyer has the legal power, right and actual authority to b/nd Buyer to the terms and conditions hereof and thereof. This Agreement and all documents required hereby to be executed by Buyer are and shall be valid, legally binding obligations of and enforceable against Buyer in accordance with their respective terms, subject only to applicable bankruptcy, insolvency, reorgauization, moratorium laws or similar laws or equitable principals affecting or limiting the fights of contracting parties generally. 9. Closing. Provided that all conditions of closing hereunder have occurred, the closing of this transaction ("Closing") shall occur at the Kitsap County offices of Transnation Title Company ("Escrow Agent") on the Air-Rights Closing Date. On the Air-Rights Closing Date: (a) Seller shall execute and deliver to the Escrow Agent for delivery to Buyer the following: (i) Seller's Statutory Warranty Deed in the form set forth in Exhibit C attached hereto and made a part hereof, and otherwise in recordable form sufficient to convey to Buyer fee simple absolute title to the Air-Rights, subject only to the Permitted Exceptions; (ii) An Affidavit of Title in customary form as required by the Title Company; (iii) Excise Tax affidavit in the form required pursuant to applicable law; -6- 10/1/03 (iv) A "FIRPTA" Affidavit conforming to the requirements of Section 1445 of the Internal Revenue Code of 1986, as amended, and the regulations applicable thereto; (v) Such other documents as may be necessary or proper to comply with this Agreement or required Coy the Title Insurer or otherwise) to carry out its terms. CO) Buyer shall execute and deliver to the Escrow Agent for delivery to Seller on the Ak-Rights Closing Date, the following: (i) Excise Tax affidavit, executed by Buyer in the form required pursuant to applicable law; and (ii) Such other documents as may be necessary or proper to comply with this Agreement or required to carry out its terms. 10. Development Matters. (a) From and after the date hereof and from and after the Air-Rights Closing (this covenant surviving the Air-Rights Closing and delivery of the deed), Seller and Buyer shall cooperate (including, without limitation, joining in the execution of applications) in connection (i) applications, agreements and approvals relating to zoning, site plan, subdivision, utility and other development matters, including, without limitation, all licenses, permits, easements, rights-of-way, and proof of dedication necessary to permit the contemplated development of the Air-Rights; (ii) any requirements of Seller or Buyer or any state or federal government, or any agency thereof, or any public utility, relating to the contemplated development of the Ak-Rights, or any portion thereof, in accordance with the Intended Uses; and (iii) construction of the marina services facility contemplated herein pursuant to the Final Plans and Specifications and issuance of an occupancy permit therefor. CO) Seller covenants that Seller will not make any agreements with, or grant rights to any other party, governmental or private, which will prevent or limit the right of Buyer, or its lessees, invitees, successors or assigns (including, without limitation, Prospective Clients), to use the Air-Rights. The foregoing covenant shall survive the Air-Rights Closing and delivery of the deed. -7- 10/1~3 11. Conditions of Closing. (a) The obligation of Buyer to consummate this transaction is expressly subject to and contingent upon the occurrence of each and every one of the following: (i) Buyer and/or the Escrow Agent, as applicable, shall have received the items set forth in Section 9(a) hereof. (ii) The Title Insurer shall be prepared to issue the Title Policy, dated as of the Closing Date and showing fee simple rifle to the Ak-Rights in Buyer, subject only to the Permitted Exceptions, and otherwise in accordance with the provisions of and containing the extended coverage and the endorsements specified in Section 6 hereof. (iii) All representations and warranties of Seller shall be tree and correct as of the Closing Date. (iv) Seller shall have complied with all provisions of this Agreement. (b) In the event any of the foregoing conditions have not been fulfilled or expressly waived in writing by Buyer, then in addition to any other remedy available to Buyer, Buyer may terminate this Agreement by giving written notice to Seller on or before the Air- Rights Closing Date. 12. Default; Penalties. (a) If this Agreement is terminated without Buyer's fault, Buyer shall have any and all remedies available to it under this Agreement and otherwise at law or in equity. Co) If Buyer falls to close upon the purchase of the Air-Rights on or before the Air-Rights Closing Date, then Seller shall have any and all remedies available to it under this Agreement and otherwise at law or in equity. 13. Condemnation. In the event that, between the date of this Agreement and the Closing Date, any condemnation or eminent domain proceedings are instituted by a governmental entity which has rights to acquire the Property from Seller and which might result in the taking of all or any portion of the Air-Rights (except for such portions of the Property as would not, in Buyer's sole judgment, impair the use of the Air-Rights for the Intended Uses), Seller shall immediately notify Buyer in writing of such occurrence, and thereupon Buyer may elect to: (a) terminate this Agreement, in which event all rights and obligations of the parties hereunder shall cease, except that Seller shall reimburse Buyer from any condemnation award for any payments Buyer has made pursuant to Section 14 hereof prior to closing; or -8- (b) elect to consummate this transaction and require Seller to deliver to Buyer a duly executed assignment, in form and substance satisfactory to Buyer, of proceeds payable as a result of Seller's right to receive any condemnation award. Buyer shall have thirty (30) days from the date of its receipt of written notice of such institution of proceedings within which to exercise its rights under Sections 13(a) or 13(b) hereof. If the Air-Rights Closing Date is scheduled to occur within such thirty (30) day period, the Ak=Rights Closing shall be delayed until Buyer makes such election, and if Buyer elects to consummate the transaction, the Ak-Rights Closing Date shall be adjusted accordingly. 14. Development of Air-Rights. (a) General Provisions. The Marina Services Facility shall be designed, constructed, financed and owned in accordance with the provisions of this Section. (b) Buyer's General Responsibilities. Except as set forth otherwise herein notwithstanding the Seller's execution of the Marina Services Facility Addendum with OPUS Northwest, the Buyer shall be responsible for the payment, financing, insurance, ownership and operation of the Marina Services Facility. (c) Seller's General Duties. The Seller shall have the following duties with respect to the Marina Services Facility. (i) Pursuant to WAC 197-11-944, the Seller shall serve as the nominal lead agency, whereby the Seller shall be responsible for complying with the duties of the lead agency under all applicable SEPA rules. (ii) The Seller as the Lead Agency shall be responsible for the construction oversight, permitting, inspection and completion of the Marina Services Facility pursuant to Plans, Specifications and Contract Documents approved by the Buyer. (iii) The Seller, as Lead Agency for the Conference Center Project, shall cooperate with the Buyer as necessary to ensure the coordination of the construction of the Marina Services Facility with and as an integral element of the Conference Center Project as a whole, so long as the Buyer bears all costs related to the design, construction and completion of the Marina Services Facility. (d) Ownership. The Buyer shall retain exclusive ownership and control of the Marine Services Facility. (e) Contract with Developer. The Seller shall contract with OPUS by Addendum to the Main Contract ("Marine Services Facility Addendum'), for the design and construction of the Marine Services Facility in a form approved by the Buyer. The final construction and design of the Marine Services Facility shall be subject to the following: -9- 1~1~3 (i) The Seller shall not execute or approve any modifications to the Marine Services Facility Addendum, any related design and construction documents of any change orders without the express written consent of the Buyer. (ii) In connection with any modifications to the design, the Seller and the Buyer shall work cooperatively to ensure any design changes are harmonious with the Conference Center Project as a whole. (iii) On the Seller's receipt of Progress Billings from OPUS, the Seller shall promptly remit copies thereof to the Buyer and the Buyer shall promptly remit payment thereof to OPUS so as to ensure timely payment to OPUS. (iv) The Buyer's Representatives wifl~ ~ to the Marine Services Facility is Ken Atteberry who shall have the right to approve modification sand change orders. (v) The Buyer reserves the right to monitor cons~cfion of the Marine Services Facility. When requested by the Buyer, the Seller shall arrange for such inspections, and examination as requested by the Buyer. (vi) Concurrently with the Seller's receipt of any notices, communications or correspondence from OPUS NW or any authority having jurisdiction over the inspection and construction of the Marine Services Facility, the Seller will promptly provide the Buyer with copies thereof and/or any information acquired by the Seller. (vii) The Buyer shall be solely responsible for the full and timely payment of all costs and fees allocated to Lead Agency under the Marine Services Facility. (viii) When and if requested by the Buyer, Seller shall assign the Marine Services Facility Addendum or divisible portions thereof to the Buyer as the Buyer deems necessary to protect its interest in the Marine Services Facility. In the event of a breach by OPUS NW and/or a dispute, the Buyer shall assume responsibility for prosecuting and defending any claims at the Buyer's sole expense. The Seller shall take no action to enforce any right or remedy without the approval of the Buyer. 15. Notices. Any notice or other communication in connection with this Agreement shall be in writing and shall be sent by United States certified mall, return receipt requested, postage prepaid, by nationally recognized overnight courier guarantee next day delivery, by teleeopy or facsimile transmission, or by personal delivery, properly addressed as follows: - 10- If to Buyer : PORT OF BREIvIERTON Attn: Executive Director 8850 SW State Hwy 3 Port Orchard, WA 98367 Facsimile: (360) 674-2807 With Copy To: GORDON WALGREN, PORT ATTORNEY 9657 Levin Road NW, Suite 240 Silverdale, WA 98383 If to Seller : CITY OF BREMERTON Attn: Gary Sexton 239 Fourth Street Bremerton, WA 98337 Facsimile: (360) 473-5850 With Copy To: ROGER LUBOVICH, CITY ATTORNEY Office of City Attorney 239 Fourth Street Bremerton, WA 98337 All notices shall be deemed given three (3) business days following deposit in the United States mail with respect to certified or registered letters, one (1) business day following deposit if delivered to an overnight courier guaranteeing next day delivery and on the same day if sent by personal delivery or by telacopy or facsimile transmission (with proof of transmission). Attorneys for each party shall be authorized to give notices for each such party. Any party may change its address for the service of notice by giving written notice of such change to the other party, in any manner above specified. 16. Miscellaneous. (a) This Agreement may be executed in any number of counterparts, each of which shall constitute an original document. (b) The Section headings or captions appearing in this Agreement are for convenience only, are not a part of this Agreement, and are not to be considered in interpreting this Agreement. (c) This written Agreemem constitutes the entire agreement between the parties and supersedes any prior oral or written agreements between the paxties regarding the Air-Rights. There are no verbal agreements which can or will modify this Agreement, and no waiver of any of its terms will be effective unless in a writing executed by the parties. (d) The unenforccability or invalidity of any provisions hereof shall not render any other provisions herein contained unenforceable or invalid. -11- (e) Neither this Agreement nor any of the fights contained hereunder may be assigned by either party withom the prior written consent of the other. (f) This Agreement shall be construed and enforceable in accordance with the laws of the State of Washington, without application of its choice of law rules. (g) This Agreement shall be binding upon and inure to the benefit of the parties hereto, and their respective successors and permitted assigns. (h) This Agreement and the provisions, representations and warranties herein set forth shall survive the Closing and delivery of the deed. (i) Time is of the essence of this Agreement. (j) In the event of a default or breach of the provisions of this Agreement, the nondefanlting party hereto shall be entitled to recover reasonable costs and attorneys' fees incurred by the nondefanlting party as a result of such default. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed and delivered the day and the date first above written. SELLER: BUYER: CITY OF BREMERTON, PORT OF BREMERTON, a WasU ,mu o or tion a Was .n on mu cip corpo tion Name: Ca~/~o z.~ r~a~a.~ Name:- Name: ~1~ z,'lJ ~,~ J~'~, ,~'~-~ n BY: Title: /),*~4-t, /~_-£~t~ _f'Jt~.~' Name: · "J 'J Secretary and Commissioner Approved as to Form: --~ Name: ~/ ' Commissioner Date:~ Approved as to Form: Po oiney c.--- - - 12- 10/1/03 STATE OF WASI-mqGTON ) ) SS. COUNTY OF KITSAP ) ~a~lOn this Z~ day of ~ 200~, before me personally appeared ~,~ ~ -(- - to me known to be the ~ m ~,~'~ of the City of Bremerton, the municipal co~oration that executed ~e within and foregoing instrument and acknowledged the said instrument to be the free and voluntary act and deed of said municipal corporation, for the uses and purposes therein mentioned, and that they are authorized to execute said immanent. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my Official Seal the day ~tten. ~, M'~. (.~,, ~.~,_-- NOTAI~ 1/UBEIC in and for tl~ State of Washington Residing at ~ ~ My commission _ expires:._~ Prim Name:~__ STATE OF WASHINGTON ) ) SS. COUNTY OF KITSAP ) 0j.0Ac~O~n this ffff~,l, day of /~ ~-'-t~.~ , 20t~, before me personally appeared ~ ,-'~-~/~n,/~t~a~. , to me known to be the 0 ..... ~_1~,~ ~ -' , of the ~'o~t of Br~me~on, the municipal corporation that executed the within and foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said municipal corporation, for the uses and purposes therein mentioned, and that they are authorized to execute said inslmment. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my Official Seal the day and year fn'st above written. ~6~0~.9.~ No~V Pumc in ~nd forthe ~/~*...~-*'_""~;,;!.?~'~ State of Wa~}~on , ~ ~. ,o,,~ ',r ..:r-~Mycommissionex~ires: ~,/~g/~& R:~LEOAL~Files\Cur~nt Actw' e ~erhnort Ag~em~nts~Purchsse, Sale and Redevelopment Agmem~t.doc -13- 1W1~3 EXHIBIT A-1 Site Map - 14- 10/1/03 EXI-IIBIT A-2 Legal Description -15- 1~I~3 EXHIBIT A-2 LBGAL DESCRIPTION OR~BR NO. PARC'BL I: THAT PORTION OF GOVF2,1qlvIBNT LOT B, SBCTION 13~ AND THAT POI~TION OF OOVBBJqivIBNT LOT t, SECTION 24, AN-D TIDELANDS AD~OINIlqG, ALL IN TO~SPIIP 24 NOKTI-I~ ILglqOB 1 .B~ST, W.M., IN K1TSAP COIIN'i~, WASHINGTON, DBSCRIBED AS FOLLOWS: COMiV~NCING AT TtlB MOST sony COILNBK OF LOT 1 llq BLOCK 2 O1~ TOWlq OF B~TON, ACcoRDING TO pLAT ItBCO1LDED IN ¥OLUlVIE 2 OF PLATS AT pAGB(S) 30, IN K1TSA~ COLrNTY, WASI:IINGTON; TKENCE SOUT~ 45°20'30'` EAST ALONG rfiib NOI~T~I~,k~TBRLY MARGIN OF FItL~T STIEBET (FRONT sTI~BET) ]lq SAID PLAT A DISTANCE OF 14.lB FEET TO TH~ MOST SO~¥ COlkNBR OF AN ALLEY DELINBATBD ON BLOCK 2 OF SAID PLAT; TKBNCE NOKTH 35037'10" F, Ju~r 60.00 FEET ALONG SAID ])]~LINEATBD ALLEY TO ~ TRUE POINT OF BEGINNING, WI~Ct~ IS ALSO CALLBD POINT "A" FOR I~BFBRENCE ~'KPOSES; Tt~NCE SOUTI~ 45°20'~0" EAST PA1LA~.I .~l, TO 'l'~il~ NOI~i'Ii~.ASTBRL¥ i~RGIN OF FIRST DELll~TEAT~D ON 1958 (FRONT STRBBT) TO AN IN'I'mlSBCTION ~Z'lf~ Tim INNBR tlARBOR L~ OPI*ICB OF TKB SIJ'PPLBivlL~,IT~ MAP OF 'fi-La BtLEivlBRTON TII)BLANDS, ON FILE IN colvIldZgfflONBR OF PUBLIC LAlqDS, OLYlVIPIA, WA~ftiN~TON; TIRB SOIYFflV&BSTBKLY TIi~NCB NoRTttP~,STERLY ALONG sAID INlqBR HARBOR LINB TO MAI{~IN OF 2ND STILBBT AS DBLIN-BATBD ON SAID SIJPPLBMEqTAL lvIAP; TE[]~2~CB IqOK~STJ~F~LY _ALONG SAID lvlA~GIN TO A laOll'~r ON '£'H.~ MOST CO1Llqt~ OF TItB ALLEY DBIffN'BATBD ON BLOCK 2 IN PLAT OF TOWN OF BRBiVI~KTON; 'IS:ItRqCB sotyr~ 35°37'10'' WBST ALONG SAID ALLEY 247.21 trBET TO Tt[B TR.IJ-B POINT OF BEGINNING; EXCBPT THAT POI~TIOlq DBSC1LIlBBD AS FOLLOWS: COivI1VIEN~G AT ?OllqT "A" i-i.Ug.BTOFOP~ DBSCRIB~D; STR.BBT Ti-it~lqOB SOUTH 45°20'30" BAST pARALLBL TO ~ lqORTi-igASTBRLY MAROIN OF 34.02 FBBT TO 'i'~LE TKUB POINT OF BBGIN2qING OF THIS EXCI~PTION; TttBNCB blORT~ 45°29'10'' BAST 14.17 TI~L~NCB NOETI~ B5°36'30" BAST 5.90 FBET TO ~ SOIJ'fI:twBST COR.NBR OF AN BXISTING BRICK Ti-12~qCB 80IJTi~ 45°20'30'' BAST ALONG 'rtil~ SO~TBILLY WALL Ti-imt.BOF 129 FJS~T; TttEqCB SOUTIR 41°53'20'' WEST 20 FBBT, MOILB OR LBSS, TO TttB So--ST BOUNDARY OF 'rlib MAIN TRACT I-IBRBTOFO1LB DESCRIBED; Ti:Ii,CB Noi~TH 45o20'30'' Wt~ST 12~.41 FB]~T, MOP,.B OK LEGS, TO TI:lB TRUB POINT OF BBGINNING, EXHIBIT B Easements and Related Documents [To be attached within 30 days of Mutual Acceptance] -16- 1~1~3 EXIHBIT C Form of Statutory Warranty Deed WHEN RECORDED RETURN TO: Name: Address: City, State, Zip: STATUTORY WARRANTY DEED THE GRANTOR, CITY OF BREMERTON, for and in consideration of $10.00 and other good and valuable consideration, in hand paid, conveys and warrants to the following described real estate, situated in the County of Kitsap, State of Washington: See Exhibit A attached hereto and by this reference incorporated herein; Subject to those matters set forth in Exhibit B attached hereto and by this reference incorporated herein (the "Permitted Exceptions" relating to the above- described property) Abbreviated Legal Description: Tax Account No.: DATED: ,20 GRANTOR: - 17- STATE OF WASHINGTON ) ) SS. COUNTY OF KITSAP ) I certify that I know or have satisfactory evidence that the persons appearing before me and making this acknowledgment are the persons whose true signatures appear on this document. On this __ day of , 20 , before me personally appeared and , to me known to be the and , respectively, of THE CITY OF BREMERTON, the municipal corporation that executed the within and foregoing instrument, and acknowledged the said insmunent to be the free and voluntary act and deed of said municipal corporation, for the uses and purposes therein mentioned, and on oath stated that they were authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said municipal corporation. WITNESS my hand and official seal hereto affixed the day and year first above written. NOTARY PUBLIC in and for the State of Washington Residing at My commission expires: Print Name: - 18-