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HomeMy WebLinkAbout9001050167F±led for Record at Reque.qt of'- ..i When Recorded Return to: Name ~.~ ~% ~.a~_ STATUTORY W~NTY DEED (For Use in the State of Washington Only) THE G~NTOR, MICHEL CONNOLLY AS TRUSTEE FOR THE JOHN BREMER AND EDW~D BREMER CONSOLIDATED TRUST, for and in consideration of Seventy-five Thousand Dollars ($75,000.00), conveys and warrants to CITY OF BREMERTON, a municipal corporation, the following described real estate, situated in the County of Kitsap, State of Washington: The East 5 feet of Lot 21 and all of Lots 22, 23, 24 and 25, Block 16, town of Bremerton, as per plat thereof recorded in Volume 2 of Plats, Page 30, records of Kitsap County, Washington. SU~ECT TO: The theatre assembly area of the st~cture located on the above-described property shall be limited to those uses permitted to be funded by the State hotel/motel tax set forth in Chapter 67.28 RCW or as hereafter amended. This restriction shall be considered a covenant running with the land and not a condition, and the same shall be binding upon the grantor and grantee, their heirs, administrators, successors and assigns for a period of five (5) years from and after the date of this Deed. 001050167 KITSAP COUNTY TRAN~CTI~ EXCI~ T~ PAID J~N 5 1990 C~N~ T~ES~ THE JOHN BREMER AND ~sAR~EMER CONSOLIDATED : ss. COUNTY OF KITSAP ) On this day, before me, the undersigned, a Notary Public in and for the State of Washington, duly commissioned and sworn, personally appeared Michael Connolly, on behalf of the JOHN BREMER AND EDWARD BREMER CONSOLIDATED TRUST, to me known to be the Trustee, respectively, of sa id Trust, the Trust that executed the foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said Trust, for the uses and purposes therein mentioned, and on oath stated that he is authorized to execute the said instrument. WITNESS my hand and official seal hereto affixed this j1 day of ~dv~w , 19 ~ × / ~ .~ .;~ ~.. Notary Public in and for the State of '" ~ ~. ~" Washington, residing at ~~ ~.~ ~,, , ~ My appointment e~ires: ~3. ~3 050167 EEt524F i89G S~ATUTORY ~,~M:~I~kNT¥ DEED -2- REAL ESTATE PURCHASE AGREEMENT THIS AGREEMENT is by and between BREMER TRUST (hereinafter referred to as "Bremer Trust") and the CITY OF BREMERTON, a Washington municipal corporation, (hereinafter referred to as "Bremerton"). 1. DESCRIPTION OF PARCELS~ Bremer Trust agrees to sell and Bremerton agrees to purchase, upon the terms and conditions contained herein, that parcel of real property located in Kitsap County, State of Washington, legally described as: The East 5 feet of Lot 21 and all of Lots 22, 23, 24 and 25, Block 16, town of Bremerton, as per the plat thereof recorded in Volume 2 of Plats, Page 30, records of Kitsap County, Washington. (hereinafter "Bremer Trust Tract"). 2. PURCHASE PRICE: a. Bremerton and Bremer Trust agree that the purchase price of the Bremerton Trust Tract is $75,000.00, payable in cash at closing. 3. CONVEYANCE: The Bremer Trust shall convey the Bremer Trust Tract to Bremerton for and in consideration of $75,000.00. 4. NO TITLE ENCUMBRANCES: The status of the Bremer Trust Tract title is shown in the preliminary commitment for an owner's standard coverage ALTA form title insurance policy issued by Land Title Insurance Company, attached hereto as Exhibit "A", which commitment has been obtained by Bremer Trust at its expense. 5. RIGHT TO ENTER PREMISES: Bremerton, or its authorized agent, shall have the right, at reasonable times, to enter upon the Bremer Trust Tract to make any and all inspections, tests or surveys, and to conduct and carry out said inspections, tests or surveys at its sole expense and liability. 6. CONVEYANCE BY STATUTORY WARRANTY DEED, WITH DEED RESTRICTION: At closing, fee title to the Bremer Trust Tract shall be conveyed to Bremerton by Statutory Warranty Deed, subject only to those defects and encumbrances shown in Exhibit A and approved upon execution of this agreement. In addition, the Deed shall contain a restrictive covenant running with the land, limiting use of the theatre assembly area within the facility located on the Bremer Trust Tract as a public facility permitted to be funded with the State hotel/motel tax (Chapter 67.28 RCW) e.g., performing or visual arts center. This covenant shall expire five (5) years after the date of purchase under this Agreement. 7. TITLE INSURANCE: At closing, Bremer Trust agrees to provide to Bremerton, at its expense, an owner's standard ALTA form policy of title insurance said policy containing, in addition to the normal printed exceptions, only those defects and encumbrances approved by Bremerton pursuant to Paragraph 4 above. 8. POSSESSION: Subject to the limited right of entry pursuant to Paragraph 5 above, Bremerton shall be entitled to possession of the Bremer Trust Tract upon the closing of this transaction, except that the use of the portion of the premises occupied by the Bremers Trust as of December 20, 1989 as offices may continue up to ninety (90) days following closing without charge for rent or utilities. 9. ESCROW CLOSING AGENT: This transaction shall be closed by the City Attorney's office. 10. CLOSING COSTS AND PRORATIONS: Bremer Trust agrees to pay for the costs of clearing the Bremer Trust Tract title, including any delinquent property taxes, the owner's standard title insurance policy, and any real estate excise tax related to the Bremer Trust tract. Real estate taxes for the year of closing, and utilities constituting liens against the property, shall be prorated as of closing. 11. CLOSING DATE - TERMINATION DATE: This transaction shall be closed on or before 5:00 p.m. on the termination date of this Agreement, which date shall be 30 days after the date on which Bremerton signed this Agreement below. 12. ATTORNEY'S FEES: In the event that Bremer Trust or Bremerton shall institute a lawsuit to enforce any rights pursuant to this Agreement, the successful party shall be entitled to, in 2 addition to those costs and disbursements provided by statute, a reasonable sum as attorney's fees, costs, and expenses of litigation reasonably incurred in such litigation, including any appeal thereof. 13. NOTICES: All notices sent to Bremer Trust or Bremerton pursuant to this Agreement shall be sent by certified mail, return receipt requested to the following addresses unless either party notifies the other in writing of a change of address: Bremer Trust Bremerton City Clerk Michael Connolly, Trustee Bremerton City Hall P.O. Box 826 239 Fourth Street Bremerton, WA 98310 Bremerton, WA 98310 14. TIME OF ESSENCE: Time is of the essence of this Agreement. 15. GOVERNIN~ L~W i%ND VENUE: This Agreement shall be governed by and interpreted in accordance with Washington law. Any litigation arising out of or in connection with this Agreement shall be conducted in Kitsap County, Washington. 16. RISK OF LOSS: a. Real Property. The Bremer Trust shall deliver the Bremer Trust Tract to Bremerton at closing in the same condition existing as of the date hereof. Risk of loss or damage to the Bremer Trust Tract shall be borne by the Bremer Trust until the date of closing. Thereafter, Bremerton shall bear the risk of loss. b. Personal Property. Bremer Trust notifies Bremerton and Bremerton hereby acknowledges that (i) this sale does not include any personal property, whether located at the Bremer Trust Tract or elsewhere; (ii) all theatre equipment, furniture, fixtures, seats, and other furnishings which were installed at the Bremer Trust Tract by the former tenant of the Bremer Trust Tract are, by the applicable provisions of the lease, removable by such former tenant. Upon closing of this Real Estate PUrchase Agreement Bremer Trust hereby assigns its rights and responsibilities as to this personal property, if any, to Bremerton. c. Inspection - Bremerton Takes "As Is". Bremerton has 3 inspected the Bremer Trust Tract and at closing shall accept the same and all improvements thereon and thereto "as is", and with all defects. d. Inspection and Environmental Concerns. Bremer Trust has notified Bremerton and Bremerton acknowledges that there is asbestos present at the Bremer Trust Track. Bremerton has completed an inspection of the Bremer Trust Tract to Bremerton's satisfaction. Bremer Trust knows of no release of any hazardous or toxic substances at the Bremer Trust Tract, and makes no other representation, covenant or warranty with respect to the condition of the Bremer Trust Tract or of any improvement thereto, or as to the conformity thereof for any desired use, or as to compliance with any building code, zoning or other shoreline, environmental or other health, safety or other regulatory concern relative to past use, present use, or future or intended use by Bremerton or others of the property. Bremerton covenants with Bremer Trust not to sue Bremer Trust or to make any claim for compensation in any form against Bremer Trust or any of its officers, trustees, directors, employees, agents or any related parties as to any matter, known or unknown, relating to either the condition or past use of the Bremer Trust Tract. The particularity of these covenants by Bremerton shall not in any way be deemed to limit the generality of Bremerton's acceptance of the Bremer Trust Tract 'AS IS", based upon Bremerton's own independent examination, inspection, testing and acceptance thereof. 17. ASSIGNMENT: Neither Bremer Trust or Bremerton's rights under this Agreement may be assigned without prior written consent of the other party. In the event of an assignment duly approved, this Real Estate Purchase Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors, assigns, heirs, and legal representatives. 18. HEADINGS: The headings of the paragraphs of this Agreement are inserted solely for the convenience of the parties and are not a part of nor intended to govern, limit, or aide in the construction of any term or provision hereof. 19. ENTIRE AGREEMENTs There are no verbal or other agreements which modify or affect this Agreement, Bremer Trust and Bremerton agree that this Agreement constitutes the full and complete understanding between the parties hereto. 20. SURVIVAL: Bremer Trust and Bremerton agree that all representations, warranties, and agreements made herein shall not merge in, but shall survive, the closing of this transaction and the delivery of any deeds hereunder. 21. LIMITATION OF BREMERTON,S TIME FOR ACCEPTANCE; Bremerton shall have only until 5:00 p.m. on the 30th day following the date of Bremer Trust signature below to accept this Agreement by delivering a signed copy thereof to Bremer Trust. If Bremerton does not so deliver a signed copy within said period this Agreement shall lapse and all rights of the parties hereunder shall terminate. DATED: CITY OF BREMERTON GEN~ LOBE, Mayor ATTEST: ~THLEEN L. McCLUSKEY, C~erk LAND TIT~E COMPANY OF KITSAP COUNTY 400 Warren Avenue P, O. Box 313 Bremer~on, ~ash[ng~on 98310 Telephone: (206) 377-0133 (206) $77-1~28 To: BREMER REAL ESTAIV/: PoOo BOX 806 BR~I~RTON, WA 98310 ACtencion~ RICH McDONALD Your: BREMER]CITY OF BREMo Our: g--67604-5 LAND TITLE CONPANY OF KITSAP COUNTY Copies ISSUED FRO~4 .~IE OFFICE OFt Miff) TITLE CONPAn~ OF KITSAP COUNTY COI~ITNENT FOR ~I~E I~U~NC~ SC~E A 1. Effective Da*el AUCUST 3, 1989 at 8500 a.m. Office File No.* E-6760~-5 2. Policy or Policies to be issued: Your Reference, BRKMER/CITY OF BREN. ALTA Owner's Policy Amount, $75,000.00 (X) Standard ( ) Extended Premiuml $423.00 Proposed Insured, Tax* $32.99 CITY OF BRENERTON ALTA Loan Policy Amounts ( ) Standard ( ) Extended Pr~nium* Proposed Insured, Tax, O~her Cove ra~e, Amount: ( ) Stauderd ( ) Extended Premium, Proposed Insured: Tax* MINIMUM CANCELLATION FEE INCLUDING TAXES: $107.80 NOTE* In the event there is no activity on this file within six (6) months, from the effective date, the cancellation fee may be billed. 3· The estate or interest in the land which is covered by this Comultment is* A Fee Title to the estate or interest in the land is vested in* MICHAEL CONNOLLY, Trustee of the EDWAaD BREI~R TRUST, as to an undivided 51/100 interest and U.S. BAI~ OF WASHINGTON AND MICHAEL CONNOLLY, Co-Trustees of the JOHN BREMER TRUST, as to an undivided 49/100 interest The land referred to in this Co~Aitment is described as follows* THE LEGAL DESCRIPTION IS ATTACHED ON EXHIBIT CA' AND BECOMES I PART HEREOF, COMHITMENT FOR TITLE INSURANCE Ofiice File No. E-67604-5 Page 2 SCI~DULE B Schedule B of the Policy or policies to be issued will contein exceptions to the following matters unless the emac are disposed of ~o the satisfaction of Company~ GENERAL EXCEPTIONS~ As Rights or claims of par~ies in possession no~ sho~n by ~he public re~o~ds~ B. ~ncroach~nts, overlaps, boundary line dispu~es, or other ma~ters which wuld be disclosed by an accurate sudsy and inspection of ~he premises. Ease~n~s~ or claim o~ ease~ents~ not sho~ by ~he public records. My litn~ or ri~h~ ~o i lten~ for contributions ~o employee b~eefit funds, or ~or state wooers~ c~easa~ion~ or for entices, labor~ or ~erial heretofore or hereafter furnished, ill as imposed by 1~ a~d not sh~ by ~he public records. E. Taxes or 8~cial assessments, which are not 8ho~ as existing liens by the public records. F. Any se~ice, in~t~ll~ion, connec~ion~ ~ain~eaance, or cons~ction char~s for se~r, wa~er, electrlctty or collection and disposal. G. Rese~ations ~d exceptions in United ~es ~aten~s or au~hori~iel ~he issuance ~he~of. H. ~ater rights, clai~, or ~i~le to water. I. ~fects, liens, enc~brancss, adv2rse claiss or o~h~r anys e~a~ed~ firs~ appesrin~ in ~he public records~ or subs~q~at ~o ~he ~ffse~iv~ da~e he,of bu~ prior ~o the da~e the p~posed Insu~d acquires of record for value ~he es~a~e or in~erest or mor~ase ~hereon cove~d by ~his FOR TITLE INSURANCE Office File No.: E-67606-S Page 3 SCHEDULE SPECIAL ~XCEPTION$: 1. Terms end conditions of the Edward Brewer Trust as disclosed by Personal Represenc~i~ ~ed ~co~ed under Auditor's File No. 871231009&. reco~d u~er Auditor's Fill No. 861~9~97 ~nd re-~co~d u~er Auditor's File ~o. 861~300168. 3. A Leasehold eetste~ upon sad sub}act ~o ail of the provisions the~ia contained a8 c~ated by :hit un,corded Di~ciofed by: N~or~d~ of Lease Lessor: Niehael ~n~lly~ T,s~ee of ~he Edva~ B~mer T~o~, is ~o aa undivided ~1/100 ifl~ereo~ U.S. Beak of ~alhini~on and ~ich~el Con~ll~* Lessee: O~ash ~ea~ress Inc. ~C~T~sCee8 of ~he of ~he John Brier T~o~ as ~o afl undivided ~9/100 RiKhc of ~irs~ refusal ~ranted Co Orev~sh ~ea~ress Inc.~ iff unrecorded lease dated Au~ 1~ 1978s be~eefl B~er*s~ lnc.t and Orevash ~ea~$~ Inc. 4. Ceaeral ~axes for ~he second hal~ of 1989~ ~ich become deliflq~fl~ October ~ 1989 ii unpaid; ~n~: $3~216,~9 TaX Account No. z 3718~16~21~008 Affects ~ said Le~ Codel 0010 NO~ General Taxes for ~he full year bill in an amoun~ SA/Id ROUTING - R E~ OF SPEC ~ READ ~ APPROVE ~ FORWARD ~ KEEP OR DISCARD ~ I .V,EW W.T. O~fice File Page ~ The fol~o~ing are the requiremeata to he cmaplled with: 1. Instr,,-enl:e neceaaary ~o crea~e ~he el~ate or interest or mortgage to be insu~d ~ be pro. fly executed, del~ve~d, and duly ~iled ~or 2. A ~egal delcr~p~ioa vas no~ ~nc~uded ~a ~he ~pp~ice~ioa for ~i~e ~nsurance. The [n~en~ion of the par~ies to the ~ransaction, ~e description ~ust be ex~ined and app~ved by the parties prior ~o closi~. E~ OF SC~D~E C EXHIBIT 'A' DESCRIPTION= Order No.: E-67604-5 The East 5 iht of Lot 21 and all of Lots 22, 23, 2& and 25, Block 16, Town of Bremer{on, an per plat recorded ia Voltna~ 2 of Pla~s~ PAge 30~ records of Kitmap gount¥~ Washington° t t ~ ~,~.i~i -- I~'i~ I?17, ~=-:-_ 'dr ~ , .. ,. ?,-.~..~.. ,_ _. - _ "' ":" ' ' -,,--' , ,., .-, - ._. - ,._.. . , - ._._. .... , - ...... ~-~. ,. , , ~d/~. ,. .... I' '~' ' '~'/ .... 1 ""~' ' '" + ~" " ~ ~r~ r~e m~p i~ for yo~ aid ~n Ioca~ your land wltrl . . . . . . , , . .. .... -,,1,..17I,.:~,. ~,,.,. ' I ~ '- ') ' ~ 1) ' . . ,..>...t · I., .,I.., .. ,, , ,,,. I ~ * -..- - · '- ' ' ' ' ' -~' '~'l'" "" t ,,!,. ,,~,.,. ,. ,, ,, ~ .~ , , · .I..,- . ' - " , -' , · ": .... ,, ., ,, , .- : ~, ,. l..i,-! , ~?~.' .,.,, 2NDORSEIdENT Attached TO C~{~ment No, l E-67604-5 Your Reference No.z BREUER/CITY OF 5R lssued by LAND TITLE COMPANY OF ~ITSAP COUNTY This endorsement {s made a part of said C~-~mmitment including any pr{or parc{cu[arsl NO (b) The ~{~te tp t~e estate or interest {n the Land {s a~ ~ne ex~ended e~fect{we date hereof vested The Joan Brewer and Edward Bremer C~nsot{dated T~e:s as estabt{sned under Probate Case ~o, 86~-00316-8 (C) The rand re~erred c~ {fl NO CHANGE B are hereby dote:ed: N/A B are Rereby de[e:ed~ PLEASE DELE~ PARAGRAP~ 2 FROM OUR REPORT (c) The spec{al exceptions at the fottow{ng numbered paragraphs are hereby PLEASE AUEND PARAGRAP~ ~ TO READ AS FOLLONS~ Trusts as established under Probate Case No. 86-4-00316-8, :o SChedULe Cl ho: Bremer Real Estate P.O. Box 806 ~ Bremerton, Wa 98310 Attn: Rich McDonald ENDORSEMENT Dated: ~tal ~2 Attached To Commitment No.: E-67604-5 Your Reference No.: Bremer/City of Brem. Issued by SECURITY UNION TITLE INSURANCE COMPANY This endorsement is made a part of said Commitment including any prior endorsements, and is subject to the schedules, terms, provisions and the conditions and stipulations therein, except as modified by the provisions hereof: 1. Schedule A of the above Commitment is hereby amended in the following particulars: (a) The effective date of the Commitment including extension is: No change (b) The title to the estate or interest in the land is at the extended effective date hereof vested in: No change (c) The land referred to in the Commitment is described as follows: No change 2. Schedule B of the above Commitment including any prior endorsement is hereby amended in the following particulars: (a) The general exceptions at the following lettered paragraphs of Schedule B are hereby deleted: n/a (b) The special exceptions at the following numbered paragraphs of Schedule B are hereby deleted: PLEASE DELETE PARAGRAPH 3 FROM OUR REPORT. (c) The specia~ exceptions at the following numbered paragraphs are hereby added to Schedule B. R/a (d) The requirements at the following numbered paragraphs are hereby added to Schedule C: n/a ~ ' '% ~ By ~ % ......... .............. Reorder Form No. 12406 PURCHASER'S CLOSING STaTEmENT SELLER: MICHAEL CONNOLLY, AS TRUSTEE FOR THE JOHN BREMER AND EDWARD BREMER CONSOLIDATED TRUST PURCHASER: CITY OF BREMERTON LEGAL DESCRIPTION: The East 5 feet of Lot 21 and all of Lots 22, 23, 24 and 25, Block 16, town of Bremerton, as per plat thereof recorded in Volume 2 of Plats, Page 30, records of Kitsap County, Washington. PURCHASER MUST PAY Total Purchase Price $75,000.00 ADD Purchaser's Closing Costs to Cash Payment Payable at Closing Recording Fee for recording Statutory Warranty Deed $8.00 Total Purchaser's Closing Costs $8.00 ( 8.00) TOTAL CASH REQUIRED FROM PURCHASER TO CLOSE $75,008.00 NOTE: It is understood and agreed by all parties hereto that the real estate taxes on the above-described property are current and Purchaser's Pro-rata share of 1990 real estate taxes to 1/3/90 have not yet been determined by the Kitsap County Treasurer's Office and will be billed to Seller, by the Treasurer, at a later date; and It is further understood and agreed by all parties hereto that any and all utility costs, i.e., water, sewer, refuse disposal service, telephone, and any and all other utilities incurred in regard to the subject properties of this transaction, shall be pro-rated outside of closing; and It is further understood and agreed by all parties hereto that this closing statement is subject to audit and should there be any errors or omissions, they are to be corrected. Further if any legitimate monetary error is discovered, it is to be assessed and immediately collected from the party or parties liable therefor. CITY OF BREMERTON CLOSING STATEMENT -1- 19~.ACCEPTED AND APPROVED this ~ day of~ , IAN R. SIEVERS CITY OF BREMERTON CLOSING STATEMENT -2- Submit to County Treasurer of the ~ ~ou,ty~,,h~chprop,,y~,~oc,ted. REAL ESTATE EXCISE TAX ~'tormi. yourr.=eipt,,bon.t.mpod by Cashier. p&y by cae*ti or cmtitied CHAPTER 82.45 RCW check to County Treasurer. PLEASE TYPE OR PRINT CHAPTER 458.al WAC  THIS AFFIDAVIT WILL NOT SE ACCEPTED UNLESS ITEMS (~ THROUGH (~) ARE FULLY COMPLETED Bremer Trust ~--~-----~City of Bremerton N.me C/O Mr. Michael Connolly, H.me -- Trustee I~o~s,am~e, ee,~i3 st,est P. O. BOX 826 9 Fourth Street Bremerton WA. 98310 stets zi, ~ Bremerton st.,. WA. (~ City of Bremerton NEW OWNER'S Name ALL TAX PARCEL NUMBERS PERMANENT ADDRESS ~ 239 Fourth Street: FOR ALL PROPERTY Street 37] 8--0] 6--02] TAX RELATED Bremerton, WA. CORRESPONDENCE 98310 Zip ~ LEGAL DESCRIPTION OF PROPERTY SITUATED IN UNINCORPORATED Kitsap COUNTY r'~ OR IN CITY OF Please see Exhibit "A" attached hereto and incorporated herein by this reference. (~) Is this property currently: YES NO ~- Description of personal property if included in sale (furniture, ap- Claasilied or designated as forest land? NO t app 1 i c a b 1 e. Chapter 84.33 RCW [] ~ pliances, etc.) Classified as current use land (open space, farm and agricultural, or timber)? Chapter 84.34 RCW [] Exempt from property tax under nonprofit If exemption claimed, explain organizations Chapter 84.36 RCW? [] ~[~ pursuant to WAC 458-61-080. Receiving special valuation as historic property under Chapter 84.26 RCW? [] Type Property: [] landonly [] land with new building. Type of Document Statutory Warranty Deeg~ DateofDocumeat. January 3, 1990 [] land with previously [] land with mobile home Gross Sale Price 1 / $ 7 5. 000. OO used building SEE TAX OBLIGATIONS ON REVERSE SIDE Personal Property (deduct) 2 / $ -0-- (~ Taxable Sale Price $ (t) NOTICEOF CONTINUANCE (RCW) 84.33 orRCW84.34) ExciseTax: State $ --0- II the new owner(s) of land that is classified or designated as curren~l use or forest Local 3/ $ land wish(es) to continue the classification or designation of such land, the new Delinquent Interest: 4/State $ --~-- owner(s) must sign below. II the new owner(s) do(es) not desire to continue such classification or designation, all compensating or additional tax calculated pursuant to RCW 84.33.120 and 140 or RCW 84,34.108 shall be due and payable by the seller Local $ --0 or transferor at the time of sale. The county assessor must determine if the land Delinquent Penalty: 4/State $ transferred qualifies to continue classification or designation and must so indicate Total Due $ below. Signatures do not necessarily mean the land will remain in classification or designation. If it no longer qualifies, it will be removed and the compensating taxes (SEE I-5 ON REVERSE SIDE) will be applied. All new owners must sign. Thisland [] does [] doesnot qualify ~) AFFIDAVIT forconlinuance. DEPUTYASSESSOR I CERTIFY UNDE OF RY UNDER THE LAWS OF THE STATE O E FOREGOING IS TRUE (3) NOTICE OF COMPLIANCE (Chapter 84.26 RCW) SIGNATUR If the new owner(s)of property with special valuation as historic property wish(s) to continue this special valuation the new owner(s) must sign below. If NAME (print) IAN R. S I MYERS the new owner(a) do(es) not desire to continue such special valuation, all addi- Rremer t on, Wa. tional tax calculated pursuant to Chapter 84.26 RCW, shall be due and payable DATE & PLACE OF SIGNING: by the seller or transferor at the time of sale. (3) OWNER(S) SIGNATURE SPECIFY (circle): grantor/grantee/grantor'a agent~ Address of residence or place of business of person signing (specify): 239 Fourth Street Eremerton_,_, Washin ton 98310 The Iollowing optional questions are requested by RCW 82.46.120 la property at the time of sale: YES NO e. Does conveyance involve a trade, partial YES NO a. Subject to elderly, disability, or physical improvement 1[] 2[] trust, receivership or an estate? exemption? inlerest corporate affiliates, related parties, 1 [] 2 [] b. Does building, if any, have a heat pump or solar f. Is the grantee acting as a nominee for a third 1[] 2 [] beating or cooling system? 1[] 2 [] party? g. Principal use: c. Does this conveyance divide a current parcel of land? 1 [] 2 [] 1 [] agricultural 2 [] condominium 3 [] recreational d. Does sale include current crop or merchantable timber? 1[] 2 [] 4 [] apt (4+ units) 6 [] industrial 6 [] residential 7 [] commercial 8 [] mobile home 9 [] timber FORM REV 84-0001 am (7/88) -1las- FOR TREASURER'S USE ONLY COUNTY TREASURER EXHiBiT The East 5 feet of Lot 21 and all of Lots 22, 23, 24 and 25, Block 16, town of Bremerton, as per plat thereof recorded in Volume 2 of Plats, Page 30, records of Kitsap County, Washington. SUBJECT TO: The theatre assembly area of the structure located on the above-described property shall be limited to those uses permitted to be funded by the State hotel/motel tax set forth in Chapter 67.28 RCW or as hereafter amended. This restriction shall be considered a covenant running with the land and not a condition, and the same shall be binding upon the grantor and grantee, their heirs, administrators, successors and assigns for a period of five (5) years from and after the date of this Deed. AGENDA BILL BREMERTON CITY COUNCIL 1. SUBJECT: Admiral Theatre - FOR AGENDA OF:~2-20-89 Purchase agreement ORIGINATING DEPT:Executive & Resolution ~2281 ORIGINATOR:Mavor DATE SUBMITTED:12-14-89 2. CLEARANCES: (Comment on back if necessary) 3. EXHIBITS: Peggy Lesser, RiskMan~~~R~s?lution to purchase Rich ~anna, Treas~er~~-~__,~-~Admlral Theatre Ian Slevers, Atto_r.ne.~ ~._P~r~hase Agreement Kathy McCluskey, Directf~r~"" C. Admiral Theatre Administrative Services Development and Operations Plan ENDORSEMENT [~] INFORMATION [ ] ~/ ~ ~_ /? '~ ~ ~APPROVED BY COUNCIL PRESID MAY_~/~~W COUNCIL PRESID 4. S~Y STATEMENT AND REOUIREMENT FOR The City of Bremerton has been given an opportunity to purchase the Admiral Theatre from The Bremer Trust for $75,000. The assessed value of the building is $228,000. It is proposed to utilize funds from the Hotel/Motel Tax Fund to purchase the building. This fund is dedicated, by law, to certain capital improvements and activities which promote tourism and cannot be utilized for personnel or other general fund expenditures. The intent is to renovate the facility and utilize it as a Performing Arts Center. A community group has been formed and will accept the responsibility for fund development to finance the necessary renovations of the building and work with the city in developing a management contract for the operation of facility. 5. RECOMMENDATION: The City Council approve Resolution No~/~d authorizing the Mayor to sign the purchase agreement. 9. RESPONSIBLE OFFICIAL:Mayor ENFORCEMENT OFFICIAL:Mavor EXPIRATION DATE:12-31-89 REVIEW DATE: 10. NOTICE OF ACTION PULLED [ ] TABLED~f~I APPROVED [ ] DISAPPROVED [ ] AMENDED [ COUNCIL DIRECTIVE: ~ _~ ~'~ ~-~ AGENDA PREPARATION & USE INSTRUCTIONS ~ Refer to Policy & Procedure Manual General Administration #2-4 11. AGENDA BILL NO.:~- (OVER) CLEARANCE COMMENTS: 5. IMPACT OF NON-PASSAGE: The Bremer Trust offer of $75,000 will terminate on December 31, 1989 and the city will lose the window of opportunity to purchase the facility at that price. 6. IMPACT ON STAFFING. BUDGETS. FACILITIES, EQUIPMENT OR OTHER RESOURCES: The Theatre can be purchased by utilizing the Hotel/Motel Tax Fund. The projected year ending cash balance of this fund is $560,000. Additionally, the City collects an estimated $75,000 annually. 7. RESEARCH SOURCES: Land Title Records County Assessor Files · OFFICE OF THE CITY CLERK · Gateway to the Olympics and Home of the Puget Sound Naval Shipyard A~nerica's Most Liveable City November 2, 1990 Mr. Loui· Soriano Loui· Soriano In·urance Agency, Inc. P. O. Box 671 Bremerton, WA 98310 Re: The Admiral Theatre Foundation Dear Sir: While preparing my re·ponse to your letter of October 2, 1990, I reviewed the finalized agreement between the City of Bremerton and the Admiral Theater Foundation. That agreement specifie· that, "The City ·hall carry at full replacement co·t fire and extended coverage insurance on the Facility.". While that provision may conflict with all of the discussions you and I have had regarding insuring that facility, I am not able to drop in·urance coverage for the building. The contract requires me to carry it. The premium savings which might be realized should this building not be included in our property value· at renewal is approximately $103 per year. No premium ·aving· is available should the property be deleted mid-term. While I realize that the insurance provisions of the Admiral Theatre Agreement may not make much sense, I'm sure you al·o know that the terms of this agreement were hammered out in an unusual way. The Foundation succes·fully lobbied for that language. Plea·e let me know if I can answer any question·. Margar~r, ARM Risk Manager MML:eh cc: K. McCluskey File #3223 239 4TH STREET · BREMERTON, WA 98310 · (206) 478-5290 RESOLUTION NO.~F{ A RESOL~URCHASE OF T~DMIRAL TH~DING WHEREAS, the Bremer Trust has offered the City the purchase of the Admiral Theatre Building for $75,000; and WHEREAS, the City of Bremerton recognizes the community benefit of a performing and fine arts and cultural center and is desirous of establishing such a facility within the Central Business District; and WHEREAS, The County Assessor's valuation for tax purposes of this building is in excess of $225,000; and W~RwF~AS, the Civic Improvement Fund (104-00 - Hotel/Motel Transient Tax) is limited by State law for particular purposes which include convention center facilities, performing arts center facilities, and visual arts denters; and WHEREAS, in order to preserve the purchase price of $75,000, the City does not have adequate time to develop professional advice on the specific physical integrity of the building but has received favorable reports regarding the general condition of the building; and WB~/~%S, the City council has determined that the purchase price is sufficiently below the assessed valuation to accommodate this lack of detailed information; and WHEREAS, it is of a higher priority to the community to purchase the theatre at the offered price rather'than to attempt to negotiate a longer period within which to develop new analyses, NOW, THEREFORE, BE IT RESOLVEDTHATTHE ~TON CITY COUNCIL: That the Mayor is directed to execute the purchase agreement between the city and the Bremer Trust for the Admiral Theatre facility attached hereto as Exhibit A and incorporated by reference herein. City~,,¢~ ~,~ "2 ,c3, day of .~Q PASSED by the Bremerton ~v~.~ ~.~p. - /~U/~£/~/ , 1989. OFFICE OF THE . Bremerton City Attorney lan R. Sievers, City Attorney % 7_~ Z~-~ 239 Fourth S~reet Assistant City Attorneys: Brernerton, WA 98310 Laura J. Anderson (206) 478-5345 Leila Mills Scan 449-5345 J. Kelley Rinehart DATE: December 27, 1989 TO: city Council Members Mayor Lobe FROM: Ian Sievers, City Attorney RE: Admiral Theater Purchase As I mentioned at council meeting last week, the Admiral Theater agreement had not been approved as to form by the Bremer Trust attorney. We did develope some changes summarized below and incorporated into the final draft attached. Since these do not alter the substance of Council approval of this purchase, it has not been resubmitted as a new agenda item. Paragraph 4 & 6: A title report has been prepared and I have reviewed it. The procedures for approving title enc~mhrances in these two paragraphs in the original contract are now unnecessary. Paragraph 16, Personal Property. The old agreement required conveyance of personal property on the premises at the date of signing the purchase agreement. Ownership of seating and miscellaneous film equipment is owned by Act III, the former theater tenant, and this language would have required the Trust to give notice for removal of these items before the signing of the purchase agreement. Since it is in the City's interest to negotiate retention of some or all of this property from Act III, the agreement is clarified to state the sale does not include personal property and the Trust position as to these items is assigned to the City so that discussions with Act III can be pursued. Act III's offices were closed until January 2nd. Paragraph 16, Inspection of Warranty. Language was added reciting the inspections which the City has undertaken, and to reemphasize that the building is sold "as is." This was'the legal consequence of the original draft. An Equal Oppottunit~ Employer REAL EBTATE PURChaSE AGREEMENT THIS AGREEMENT is by and between BREMER TRUST (hereinafter referred to as "Bremer Trust") and the CITY OF BREMERTON, a Washington municipal corporation, (hereinafter referred to as "Bremerton"). 1. DESCRIPTION OF P/%RCELS: Bremer Trust agrees to sell and Bremerton agrees to purchase, upon the terms and conditions contained herein, that parcel of real property located in Kitsap County, State of Washington, legally described as: The East 5 feet of Lot 21 and all of Lots 22, 23, 24 and 25, Block 16, town of Bremerton, as per the plat thereof recorded in Volume 2 of Plats, Page 30, records of Kitsap County, Washington. (hereinafter "Bremer Trust Tract"). 2. PURCHASE PRICE: a. Bremerton and Bremer Trust agree that the purchase price of the Bremerton Trust Tract is $75,000.00. 3. CO~V~Y/qNCE: The Bremer Trust shall convey the Bremer Trust Tract to Bremerton for and in consideration of $75,000.00. 4. NO TITL~ ENCUMBRANCES: The status of the Bremer Trust Tract title is shown in the preliminary commitment for an owner's standard coverage ALTA form title insurance policy issued by Land Title Insurance Company, attached hereto as Exhibit "A", which commitment has been obtained by Bremer Trust at its expense. 5. RIGHT TO ENTER PREMISES: Bremerton, or its authorized agent, shall have the right, at reasonable times, to enter upon the Bremer Trust Tract to make any and all inspections, tests or surveys, and to conduct and carry out said inspections, tests or surveys at its sole expense and liability. 6. CONVEY/qNCE BY STATUTORY ~Y DEED, WITH DEED RESTRICTION: At closing, fee title to the Bremer Trust Tract shall be conveyed to Bremerton by Statutory Warranty Deed, subject only to those defects and encumbrances shown in Exhibit A and approved upon execution of this agreement. In addition, the Deed shall contain a restrictive covenant running with the land, limiting use 1 of the theatre assembly area within the facility located on the Bremer Trust Tract as a public facility permitted to be funded with the State hotel/motel tax (Chapter 67.28 RCW) e.g., performing or visual arts center. This covenant shall expire five (5) years after the date of purchase under this Agreement. 7. TITLE INSUI~/~CE: At closing, Bremer Trust agrees to provide to Bremerton, at its expense, an owner's standard ALTA form policy of title insurance said policy containing, in addition to the normal printed exceptions, only those defects and encumbrances approved by Bremerton pursuant to Paragraph 4 above. 8. POSSESSION: subject to the limited right of entry pursuant to Paragraph 5 above, Bremerton shall be entitled to possession of the Bremer Trust Tract upon the closing of this transaction, except that the use of the portion of the premises occupied by the Bremers Trust as of December 20, 1989 as offices may continue up to ninety (90) days following closing without charge for rent or utilities. 9. ESCI~ON CLOSING AGENT: This transaction shall be closed by the city Attorney's office. 10. CLOSING COSTS AND PRORATIONS: Bremer Trust agrees to pay for the costs of clearing the Bremer Trust Tract title, including any delinquent 9roperty taxes, the owner's standard title insurance policy, and any real estate excise tax related to the Bremer Trust tract. Real estate taxes for the year of closing, and utilities constituting liens against the property, shall be prorated as of closing. Any assessments shall be paid by the Bremer Trust. 11. CLOSING DATE -' TERMINATION DATE: This transaction shall be closed on or before 5:00 p.m. on the termination date of this Agreement, which date shall be 30 days after the data on which Bremerton signed this Agreement below. 12. ATTO~N~Y'S FEES: In the event that Bremer Trust or Bremerton shall institute a lawsuit to enforce any rights pursuant to this Agreement, the successful party shall be entitled to, in addition to those costs and disbursements provided by statute, a 2 reasonable sum as attorney's fees and costs incurred in any appeal thereof. 13. NOTICZS: All notices sent to Bremer Trust or Bremerton pursuant to this Agreement shall be sent by certified mail, return receipt requested to the following addresses unless either party notifies the other in writing of a change of address: Bremer Trust Bremerton City Clerk Michael Connolly, Trustee Bremerton City Hall P.O. Box 826 239 Fourth Street Bremerton, WA 98310 Bremerton, WA 98310 14. TIME OF gSSEN~E: Time is of the essence of this Agreement. 15. ~OVERNING LAW AND Vg~us: This Agreement shall be governed by and interpreted in accordance with Washington law. Any litigation arising out of or in connection with this Agreement shall be conducted in Kitsap County, Washington. 16. RISK OF LOSS: a. ~. The Bremer Trust shall deliver the Bremer Trust Tract to Bremerton at closing in the same condition existing as of the date hereof. Risk of loss or damage to the Bremer Trust Tract shall be borne by the Bremer Trust until the date of closing. Thereafter, Bremerton shall bear the risk of loss. b. Personal Pronertv. Bremer Trust notifies Bremerton and Bremerton hereby acknowledges that (i) this sale does not include any personal property, whether located at the Bremer Trust Tract or elsewhere; (ii) all theatre equipment, furniture, fixtures, seats, and other furnishings which were installed at the Bremer Trust Tract by the former tenant of the Bremer Trust Tract are, by the applicable provisions of the lease, removable by such former tenant. Bremer Trust assign~ its rights and responsibilities as to this personal property, if any, to Bremerton. c. Inspection - Bremerton Takes "As Is". Bremerton has inspected the Bremer Trust Tract and at closing shall accept the same and all improvements thereon and thereto "as is", and with all defects. d. Inspection and Environmental Concerns. Bremer Trust has notified Bremerton and Bremerton acknowledges that there is asbestos present at the Bremer Trust Track. Bremerton has completed an inspection of the Bremer Trust Tract to Bremerton's satisfaction. Bremer Trust knows of no release of any hazardous or toxic substances at the Bremer Trust Tract, and makes no other representation, covenant or warranty with respect to the condition of the Bremer Trust Tract or of any improvement thereto, or as to the conformity thereof for any desired use, or as to compliance with any building code, zoning or other shoreline, environmental or other health, safety or other regulatory concern relative to past use, present use, or future or intended use by Bremerton or others of the property. Bremerton covenants with Bremer Trust not to sue Bremer Trust or to make any claim for compensation in any form against Bremer Trust or any of its officers, trustees, directors, employees, agents or any related parties as to any matter, known or unknown, relating to either the condition or past use of the Bremer Trust Tract. The particularity of these covenants by Bremertonshall not in any way be deemed to limit the generality of Bremerton's acceptance of the Bremer Trust Tract 'AS IS", based upon Bremerton's own independent examination, inspection, testing and acceptance thereof. 17. ASSIGNMENT: Neither Bremer Trust or Bremerton's rights under this Agreement may be assigned without prior written consent of the other party. In the event of an assignment, this Real Estate Purchase Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors, assigns, heirs, and legal representatives. 18. HE~DINGS: The headings of the paragraphs of this Agreement are inserted solely for the convenience of the parties and are not a part of nor intended to govern, limit, or aide in the construction of any term or provision hereof. 19. ENTIR~ AGP. EF, M~NT: There are no verbal or other agreements which modify or affect this Agreement, Bremer Trust and 4 Bremerton agree ~hat this Agreement constitutes the full and complete understanding between the parties hereto. 20. SURVIVAL= Bremer Trust and Bremerton agree that all representations, warranties, and agreements made herein shall not merge in, but shall survive, the closing of this transaction and the delivery of any deeds hereunder. 21. LI~IT~TIO~ OF B~TON'~ TI~E FOR ACCEPT~I~'CE; Bremerton shall have only until 5:00 p.m. on the 30th day following the date of Bremer Trust signature below to accept this Agreement by delivering a signed copy thereof to Bremer Trust. If Bremerton does not so deliver a signed copy within said period this Agreement shall lapse and all rights of the parties hereunder shall terminate. BREMER TRUST DATED: BY: President DATED: BY: Secretary CITY OF BREMERTON DATED: BY: GENE LOBE, Mayor ATTEST: KATHLEEN L. McCLUSKEY, Clerk APPROVED AS TO FORM: IAN R. SIEVERS, City Attorney 5 CITY OF BREMEaRTON //~ Account No. Utilily Billing Offic~ ~ . 3027 Olympus Drive (206) 478-5316 Owner/Tenant Change __ . '"'-,/ _ . . ~ ~/~-,~-~'..~.,~ pro. ny [] Se~d bill ~o my A~m. (¢ompl~- Section B) [] Send bill ~o ',he I~nant. (MUST Bi~. AUTHORIZED BY TH~ OWNER, Complete Section C) [] ~ m~li~ ~ld~.~. (¢ompl~ Sec'do~ A, B, or ¢ as ~lUir~d) Section A: OWNER INFORMATION Name: ~'~ r~m~ ~ Phone No.: ( ) ~ ~ ~' ~ ~it ~t:. ~ho No.:. ~H: ~ Section B: AGENT UN'FORMATION Name: Phone No.: ( ) Address: Section C: TENANT IA'FORMATION (BILLING INFORMATION) Name:. Phone No.: ( ). O~ober 7, 199? Land Title Company 2501 S.E. Mile Hill Drive, Suite 101 P.O. Box 1~9 Po~ Or~ard, WA 98366 RE: Kitsap Coun~e Admiral ~eatre Foundation Loan '".Chi~go Title Insurance Company Policy ~8 0025 107 00009997 Dated De~mber 13, 1~ Gentlemen: Under separate ~ver you ~11 re~ive a signed and notarized original of First ~end~nt to De~ ~ Trust with ~signment of Rents and Security Agreement (the "~endmen~). ~e foregoing relates to the real prope~y o~ed by the Ci~ of Bremedon, Washin~on, and des~ib~ in the referen~ polio. I am enclosing with this letter this fi~'s ~e~ payable to the Kitsap County Auditor in the amount of $10.00 for the re~rding fee for ~is ~endment. Please re.rd the foregoing d~ument when you have ~nfirmed that Chi~go Title Insumn~ Company is prepared to issue to Kitsap Co~ty its Endorsement no. 110.5 to its ALTA ~ended Coverage Loan Policy issued under ~he referenced policy number subje~ to no exceptions other than any shown on its Commitment For Endorsement dated September ~ 8, 1G97 ~t 8:00 A.~ Please ~nfirm the recording of the ~endment by phone, have the original ~endment returned to me following recording, and provide a ~py of ~e ~nt as re~rded showing re~rding numbers to me, the Admiral Theatre Foundation and the C~ ~ B~ ~ the following addresses: