HomeMy WebLinkAboutR-2014-030 Land Purchase and Sale Agreement with Tiger OilA RESOLUTION
RESOLUTION NO. R-2014-030
approving, and authorizing the City Manager to execute, a purchase
and sale agreement between Tiger Oil Corporation and City of
Yakima for four parcels of land.
WHEREAS, Tiger Oil Corporation ("Tiger Oil") owns four parcels of land located
within the City of Yakima, which properties are commonly known as:
2312 West Nob Hill Boulevard (Assessor's Parcel No. 181326-42051)
1606 East Nob Hill Boulevard (Assessor's Parcel No. 191329-31549)
1808 North 1st Street (Assessor's Parcel No. 181312-44412)
5511 SummitviewAvenue (Assessor's Parcel No. 181321-13014);
and
WHEREAS, such properties are owned and were previously operated by Tiger Oil
Corporation as gasoline/fuel service stations, but are currently not used or occupied, and
WHEREAS, each of the properties listed above is subject to remediation
measures under the Model Toxics Control Act, Chapter 70.105D RCW, as administered
by the Washington State Department of Ecology; and
WHEREAS, the City of Yakima, in cooperation with the Department of Ecology,
desires to achieve final cleanup of such properties, remediate any remaining
environmental hazards, and restore such properties to profitable use by businesses and
the public; and
WHEREAS, to facilitate such remediation, the City is eligible for funding through
appropriate state environmental cleanup funds if it obtains title to the subject properties;
and
WHEREAS, the City of Yakima has obtained an appraisal of such properties in the
cumulative amount of $870,000.00, based on a directed assumption that the appraised
value be as if clean; and
WHEREAS, Tiger Oil Corporation and the City of Yakima have negotiated a
purchase and sale agreement, a copy of which is attached hereto as Exhibit "A" and
incorporated herein by this reference, whereby the City of Yakima will pay $1.1 million for
all four properties, and receive an assignment of the balance of trust funds in the amount
of approximately $369,000 previously set aside for remediation efforts on three of the four
parcels, thereby netting an expenditure of city funds of approximately $731,000.00 as
applied against purchase price; and
WHEREAS, the Department of Ecology has committed to assist the City of Yakima
in obtaining state cleanup funding, has already allocated substantial funding toward such
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remediation efforts, and has currently pending before the state legislature a budget
request for such remediation funding; and
WHEREAS, sufficient funds are available from the City's general fund operating
reserve to accomplish the purchase of such properties while maintaining appropriate
reserve funding levels, and the 2014 Budget contains approximately $400,000 in the
environmental fund which can be used or applied to remediation efforts, including use as
local match in support of any appropriate grant award; and
WHEREAS, the City Council finds and determines that approval of the purchase
and sale agreement with Tiger Oil Corporation for the acquisition of the four parcels
described above is in the best interests of residents of the City of Yakima, will promote
environmental safety and economic development, and will promote the general health,
safety and welfare; now, therefore
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA:
Section 1. The Purchase and Sale Agreement by and between the City of Yakima and
Tiger Oil Corporation, a copy of which agreement is attached hereto as Exhibit "A" and
incorporated herein by this reference, is hereby approved, subject to and conditioned
upon City Council approval of the appropriation ordinance described in Section 3 below.
Section 2. The City Manager is hereby authorized to execute and administer the
purchase and sale agreement approved pursuant to Section 1 above, and to execute any
necessary or appropriate documents to accomplish such purchase and sale.
Section 3. Funds sufficient to accomplish the purposes of the approvals given in
Sections 1 and 2 above may be drawn from the general fund operating reserve, and the
City Manager is authorized to present any necessary ordinance to accomplish such
appropriation; now, therefore,
ADOPTED BY THE CITY COUNCIL this 18th day of February, 2014.
ATTEST:
(1--
C
Clerk
c .
AS
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Micah Cawle , Mayor
REAL ESTATE PURCHASE AND SALE AGREEMENT
THIS REAL ESTATES PURCHASE AND SALE AGREEMENT ("Agreement") is
made and entered into as of the -16 -14 -day ofd"“y-1.-- , 2014, by and between
TIGER OIL CORPORATION, ;an Idaho corporation ("Seller') and the CITY OF YAKIMA, a
municipal corporation ("Purchaser").
WITNESSETH:
In consideration of the mutual covenants and conditions contained herein and other good
and valuable consideration, the 'receipt and sufficiency of which are hereby acknowledged, the
parties agree as follows:
1. AGREEMENT TO PURCHASE AND SELL. Seller hereby agrees to sell to
Purchaser and Purchaser hereby, agrees to purchase from Seller the property more particularly
described on EXHIBIT A attached hereto and incorporated herein by this reference
(collectively, the "Property").
2. PURCHASE PRICE/EARNEST MONEY. The total purchase price
("Purchase Price") for the Property shall be One Million One Hundred Thousand and No/100
Dollars ($1,100,000.00), which shall be payable as follows: (a) upon execution of this
Agreement, Purchaser shall deliver to Escrow Agent at Valley Title Guarantee, Yakima, WA
("Title Company"), a certified check or electronic funds transfer in the amount of Eleven
Thousand and No/l00 Dollars ($11,000.00) as earnest money ("Earnest Money"), which will
be applied toward the Purchase ! Price at Closing; and (b) at Closing, Purchaser shall deliver to
Seller an electronic funds transfer in the amount owed by Purchaser to Seller for the Purchase
Price, less the amount of the Earnest Money and as adjusted according to the items to be prorated
as provided in Section 4 hereof, plus any other amounts required to be paid by Purchaser to
Seller at the Closing. The Escrow Agent shall hold the Earnest Money in a non-interest bearing
account in accordance with the terms of a strict joint order escrow agreement in the form
attached hereto as EXHIBIT 1B entered into among Seller, Purchaser and Escrow Agent
simultaneously with the execution of this Agreement. Seller shall have the option of terminating
this Agreement if the full amount of Earnest Money is not delivered to the Escrow Agent as
prescribed in this Section 2.
3. CLOSING. They parties acknowledge and agree that the closing will take place
on or before ten days from execution of this Agreement, which includes a three (3) day
inspection period as defined below in Section 11(b)(i) ("Closing"), in escrow, through the
offices of Escrow Agent at the Title Company, such that Seller will receive the Purchase Price on
the day of Closing upon the delivery of the documents set forth in Section 11.
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4. TAXES, FEES ,AND COSTS. The parties agree that any taxes, fees or costs
incurred in connection with this; transaction shall be paid as follows:
(a) Seller shall pay the cost of any transfer or excise tax required to be paid
pursuant to this transaction.
(b) Real estate taxes, ad valorem taxes, utilities, special assessments (if any)
and any other matters typically prorated in the area where the Property is located shall be
prorated between Seller and Purchaser as of the Closing. All tax prorations shall be based on
the last available known tax bill and Seller and Purchaser each acknowledge and agree that
there will be no readjustment or re -proration of taxes, utilities and/or assessments after
Closing.
(c) Seller and Purchase shall share equally all closing charges of the Escrow
Agent and the Title Company (as defined below).
(d) Seller shall pay for all title insurance costs, including without limitation
title examination and search fees, title insurance policy premium charges, commitment fees
and charges for endorsements required by Purchaser.
(e) Purchaser shall pay for all recording costs.
(f) Purchaser and Seller shall pay their own attorney's fees and expenses.
(g) Insurance premiums (if any) shall not be prorated. All existing insurance
policies (if any) shall be canceled at time of Closing and Purchaser acknowledges and agrees
that Seller cannot endorse any such existing insurance policies to Purchaser.
(h) All costs and expenses incident to this transaction and the closing thereof,
and not specifically described above, shall be paid by the party incurring the same.
For purposes of calculating prorations, Purchaser shall be deemed to be in title to the
Property, and therefore entitled to any income therefrom and responsible for the expenses
thereof, for the entire day upon which the Closing occurs. Items of income and expense,
including, without limitation, real estate taxes, for the period prior to the day upon which the
Closing occurs will be for the account of Seller and items of income and expense for the day
upon which the Closing occurs and thereafter will be for the account of Purchaser.
5. DOCUMENTS , DELIVERED TO PURCHASER. Seller has provided
Purchaser the documents listed in a non -reliance letter in the form of EXHIBIT D attached
hereto. Purchaser shall execute and deliver said non -reliance letter to Seller at closing.
6. PROPERTY INNSPECTION, "AS IS, WHERE IS, WITH ALL FAULTS"
CONDITION OF PROPERTY. Purchaser hereby waives any inspection rights other than
Purchaser's inspection rights; set forth in Section 11(b) below and Purchaser agrees to
accept the Property "AS IS, WHERE IS, WITH ALL FAULTS," including but not limited
to the environmental condition of the Property. Purchaser further acknowledges that: (a)
Purchaser has been served with a copy of the Consent Decree on file in Thurston County
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Superior Court, cause No. 02-2-00956-2 pertaining to the property located at 2312 W. Nob
Hill Blvd., Yakima, WA; (b) Purchaser has received from Seller documents related to the
environmental condition of the properties located at 1606 E. Nob Hill Blvd., Yakima, WA;
1808 N. 1st Ave., Yakima, WA; 5511 Summitview Ave., Yakima, WA; and (c) no
representations or warranties, whether express or implied, have been made to Purchaser
by Seller as to the condition of the Property or its suitability for particular purposes or uses
and Purchaser is not relying on any such warranty or representation as a condition or
inducement to purchase the Property. In particular, and without limitation, Seller does not
expressly or impliedly warrant that the Property meets any current City, County, State or
Federal building codes, ordinance, laws or regulations relative to occupancy, electrical,
plumbing, heating, mold, sewage, septic, water, roof, structure, use or any other nature or
comply with any applicable environmental laws. Purchaser assumes the complete
responsibility to check with the appropriate governmental authority for its intended use of
the Property. Seller shall not be responsible for the repair, replacement or modification of
any deficiencies, malfunctions, or mechanical defects in the materials, workmanship and
mechanical components of the Property prior to and/or subsequent to Closing.
7. RELEASE. Upon Closing, Purchaser shall be deemed to have waived,
relinquished and released Seller and Seller's officers, directors, shareholders, employees and
agents (collectively, "Seller Parties") from and against any and all claims, demands, causes of
action (including causes of action in tort and causes of action related to environmental
conditions), losses, damages, liabilities, costs and expenses (including attorneys' fees and court
costs) of any and every kind or character, known or unknown, which Purchaser might have
asserted or alleged against Seller Parties at any time by reason or arising out of any latent or
patent construction defects or physical conditions, environmental conditions, natural resource
damages, violations of any applicable laws (including, without limitation, any environmental
laws) and any and all other acts, omissions, events, circumstances or matters regarding the
Property and conduct thereon. The terms and conditions of this Section shall expressly survive
the Closing and shall not merge with the provisions of any closing documents.
8. INDEMNIFICATION. Piurchaser hereby agrees to indemnify, defend and hold
harmless Seller Parties for, from and against any and all claims, obligations, liabilities, demands,
losses, damages, liens, causes of actions, suits, costs and expenses (including attorneys' fees and
court costs) relating to or in any way arising from the Property and any conduct thereon,
including any environmental condition thereon or thereunder. The terms and conditions of this
Section shall expressly survive the Closing and shall not merge with the provisions of any
closing documents.
9. TITLE EXAMINATION. Purchaser shall be provided a copy of an updated title
commitment for the Property issued by the Title Company, together with a copy of each of the
recorded documents of record set forth therein. After receipt of the title commitment and
documents of record, Purchaser shall have three business days to examine and review the same
and to furnish Seller with a written statement of objections affecting the marketability of said
title; provided, however, that Purchaser shall have no right to object to the Permitted Title
Exceptions (as hereinafter defined). If Purchaser fails to furnish such written statement of title
objections within such three business day period, Purchaser shall be deemed to have accepted
said title. Seller shall have three business days after receipt of such title objections to either: (a)
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satisfy all valid objections affecting marketability of title and if Seller fails to satisfy such
objections within that time period, then at the option of Purchaser, evidenced by written notice to
Seller, this Agreement shall be ;terminated, the Earnest Money shall be returned to Purchaser and
neither party hereto shall have any further rights, obligations or liabilities hereunder except to the
extent any right, obligation ori liability set forth herein expressly survives termination of this
Agreement; or (b) notify Purchaser that Seller elects not to cure such valid objections affecting
marketability of title but rather intends to tender title to Purchaser "AS IS, WHERE IS" and
subject to any such title objections, at which time Purchaser may, at Purchaser's option, either
accept or reject such title from Seller. If Purchaser rejects such title, this Agreement shall be
terminated, the Earnest Money shall be returned to Purchaser and neither party hereto shall have
any further rights, obligations or liabilities hereunder except to the extent any right, obligation or
liability set forth herein expressly survives termination of this Agreement. If Purchaser accepts
such title, or fails to accept or, reject such title within three business days after Seller notifies
Purchaser that Seller elects not to cure such objections (in which event Purchaser shall be
deemed to have accepted such title), this transaction shall proceed to Closing. In either event, no
right to damages (other than return of Purchaser's Earnest Money) or to specific performance
shall thereby arise against Seller, and Purchaser hereby acknowledges and agrees that its sole
remedy for any title -related issues shall be limited as set forth in this Section 9. The term
"Permitted Title Exceptions" hall mean: (i) the pre-printed exceptions in the title commitment;
(ii) all municipal and zoning ordinances, (iii) impairments to the condition of the property,
including environmental contamination in the soil and groundwater; (iv) all matters that a
current, accurate survey of the Property would show, to the extent the same are validly existing
and applicable to the Property (or a general exception for matters that would be shown by a
current, accurate survey of the Property); (v) non -delinquent real estate taxes and assessments;
and (vii) any rights of redemption.
10. DEED CONVEYANCE. Seller represents to Purchaser that it has title to the
Property and at Closing Seller 'agrees to convey good and marketable title to the Property to
Purchaser by a Bargain and Sale Deed in the form attached hereto as EXHIBIT C (the "Deed"),
subject only to the Permitted Title Exceptions.
11. NO FINANCING CONTINGENCY; INSPECTION CONTINGENCY.
(a) Purchaser. acknowledges and agrees that: (i) this transaction is not subject
to any type of financing contingency; and (ii) the Closing will not be delayed in any manner as a
result of Purchaser's ability to obtain financing.
(b)(i) Purchaser' shall have three business days from execution of this Agreement
as an inspection period (hereinafter referred to as the "Inspection Period"). Seller shall afford
Purchaser full and free access,; upon prior notice, to inspect the Property during reasonable
business hours, provided however that no intrusive testing of the Property may be performed
without Seller's prior written consent. Purchaser agrees to repair any damage to the Property and
to indemnify against, defend and hold harmless Seller for, from and against any and all claims,
obligations, liabilities, liens, demands, losses, damages, causes of actions, suits, costs and
expenses (including attorneys' fees and court costs), and injuries arising out of or resulting from
the inspection or testing of the Property by Purchaser or any person or entity acting on behalf of,
or at the request of, Purchaser. Purchaser shall carry, or Purchaser shall require anyone acting on
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Purchaser's behalf to carry, policies of liability, worker's compensation, and other applicable
insurance defending and protecting Seller from liability for any injuries to persons or property
occurring during any inspection or work done on the Property at Purchaser's direction and shall
provide Seller with proof of such insurance prior to entry upon the Property for any purpose.
The provisions of this Section 1 1 (b)(i) shall survive the termination of this Agreement.
(ii) Seller agrees that in the event Purchaser determines, in Purchaser's sole
discretion, that the Property is :not suitable for its purposes, Purchaser shall have the right to
terminate this Agreement by giving written notice thereof to Seller prior to the expiration of the
Inspection Period. If Purchaser gives such notice of termination within the Inspection Period,
this Agreement shall terminate and the Earnest Money shall be returned to Purchaser and neither
party hereto shall have any further rights, obligations or liabilities hereunder except to the extent
that any right, obligation or liability set forth herein expressly survives termination of this
Agreement. Time is of the essence with respect to the provisions of this Section 11(b)(ii). If
Purchaser fails to give Seller a notice of termination prior to the expiration of the Inspection
Period, Purchaser shall no longer have any right to terminate this Agreement under this Section
11(b)(ii) and shall be bound to proceed to Closing and consummate the transaction contemplated
hereby pursuant to the terms of this Agreement.
12. DELIVERIES AT CLOSING. At the Closing, Seller shall furnish and deliver
to Purchaser the following: (a) duly executed Deed conveying the Property "AS IS, WHERE IS,
WITH ALL FAULTS" subject only to the Permitted Title Exceptions and covenanting to
warrant and defend title only against the acts of Seller and no others; (b) such instruments as are
necessary to evidence to the Title Company that Seller and its representatives have the authority
to execute the Deed; and (c) possession of the Property, together with all functional keys to
buildings thereon, subject to the Permitted Title Exceptions. At the Closing, Purchaser shall
deliver to Seller an electronic funds transfer in the amount owed by Purchaser to Seller for the
Purchase Price as set forth in Section 2 hereof. Purchaser and Seller further agree to execute any
and all closing statements, tax declaration forms and such other documents or instruments as
may be reasonably required to convey the Property and satisfy the obligations of the parties
hereunder.
13. REAL ESTATE BROKERAGE. The parties represent and warrant to each
other that they have not used the services of any real estate broker or agent relating to the
acquisition of the Property.
14. REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser
represents and warrants to Seller that the following statements are true and correct and shall be
true and correct as if originally made on and as of the Closing: (a) Purchaser is duly authorized to
enter into this Agreement; (b) Purchaser has full power and authority to enter into and perform
this Agreement and all documents and instruments to be executed by Purchaser pursuant to this
Agreement (collectively, "Purchaser's Documents"); (c) this Agreement has been, and
Purchaser's Documents will be, duly executed and delivered by duly authorized officers or
representatives of Purchaser; and (d) no consent, authorization, order or approval of, or filing or
registration with, any governmental authority or other person is required for the execution and
delivery by Purchaser of this Agreement and Purchaser's Documents or the consummation by
Purchaser of the transactions contemplated by this Agreement and Purchaser's Documents.
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15. REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents
and warrants to Purchaser that the following statements are true and correct and shall be true and
correct as if originally made on,and as of the Closing: (a) Seller is duly organized, existing and in
good standing, under the laws of the State of Idaho; (b) Seller has full corporate power and
authority to enter into and perform this Agreement and all documents and instruments to be
executed by Seller pursuant to this Agreement (collectively "Seller's Documents"); (c) this
Agreement has been, and Seller's Documents will be, duly executed and delivered by duly
authorized officers or representatives of Seller; (d) no consent, authorization, order or approval
of, or filing or registration with, any governmental authority or other person is required for the
execution and delivery by Seller of this Agreement and Seller's Documents or the consummation
by Seller of the transactions contemplated by this Agreement and Seller's Documents; and (e)
the Washington State Department of Ecology has been notified of this purchase and sale
transaction at least fifteen days before closing.
16. DEFAULT; REMEDIES; TERMINATION.
(a) SHOULD THIS TRANSACTION NOT BE TIMELY CLOSED DUE TO
DEFAULT OR NONPERFORMANCE BY SELLER, THEN PURCHASER MAY, AS
ITS EXCLUSIVE REMEDY, EITHER (1) TERMINATE THIS AGREEMENT, UPON
WHICH TERMINATION PURCHASER SHALL BE ENTITLED TO IMMEDIATE
RETURN OF THE EARNEST MONEY AND THEREAFTER SELLER AND
PURCHASER SHALL' HAVE NO FURTHER OBLIGATION OR LIABILITY
HEREUNDER EXCEPT AS SPECIFICALLY SET FORTH IN THIS AGREEMENT,
OR (2) ENFORCE SPECIFIC PERFORMANCE OF SELLER'S OBLIGATION TO
EXECUTE THE DOCUMENTS REQUIRED TO CONVEY THE PROPERTY TO
PURCHASER, IT BEING UNDERSTOOD AND AGREED THAT THE REMEDY OF
SPECIFIC PERFORMANCE SHALL NOT BE AVAILABLE TO ENFORCE ANY
OTHER OBLIGATION OF SELLER HEREUNDER. PURCHASER EXPRESSLY
WAIVES ITS RIGHTS TO SEEK AND OBTAIN DAMAGES IN THE EVENT OF
SELLER'S DEFAULT; HEREUNDER. PURCHASER SHALL BE DEEMED TO
HAVE ELECTED TO ; TERMINATE THIS AGREEMENT AND RECEIVE BACK
THE EARNEST MONEY IF PURCHASER FAILS TO FILE SUIT FOR SPECIFIC
PERFORMANCE AGAINST SELLER IN A COURT HAVING JURISDICTION IN
THE COUNTY AND STATE IN WHICH THE PROPERTY IS LOCATED ON OR
BEFORE THIRTY (30)' DAYS FOLLOWING THE DATE UPON WHICH CLOSING
WAS TO HAVE OCCURRED.
(b) IN THE EVENT PURCHASER SHOULD DEFAULT IN THE
PERFORMANCE OF ITS OBLIGATIONS HEREUNDER OR SHOULD FAIL TO
TIMELY CLOSE THIS TRANSACTION IN ACCORDANCE WITH THE
PROVISIONS HEREOF, THEN SELLER SHALL BE ENTITLED, AS ITS SOLE
REMEDY, TO RETAIiN THE EARNEST MONEY, WHICH EARNEST MONEY
WILL BE CONSIDERED LIQUIDATED DAMAGES FOR PURCHASER'S
DEFAULT AND NOT A PENALTY, IN FULL SATISFACTION OF CLAIMS
AGAINST PURCHASER HEREUNDER, AND THIS AGREEMENT SHALL
THEREUPON TERMINATE. SELLER AND PURCHASER AGREE THAT
SELLER'S DAMAGES RESULTING FROM PURCHASER'S DEFAULT ARE
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DIFFICULT, IF NOT IMPOSSIBLE, TO DETERMINE AND THE EARNEST
MONEY IS A FAIR ESTIMATE OF THOSE DAMAGES WHICH HAS BEEN
AGREED TO IN AN EFFORT TO CAUSE THE AMOUNT OF SUCH DAMAGES TO
BE CERTAIN.
(c) NOTWITHSTANDING ANYTHING CONTAINED HEREIN TO THE
CONTRARY, IN THE, EVENT THIS AGREEMENT IS TERMINATED FOR ANY
REASON, PURCHASER HEREBY AGREES THAT IT SHALL REMAIN LIABLE TO
REPAIR ANY DAMAGE TO THE PROPERTY AND TO INDEMNIFY, DEFEND,
AND HOLD HARMLESS SELLER FOR, FROM AND AGAINST ANY AND ALL
CLAIMS, OBLIGATIONS, LIABILITIES, DEMANDS, LOSSES, DAMAGES, LIENS,
CAUSES OF ACTIONS, SUITS, COSTS, EXPENSES (INCLUDING ATTORNEYS'
FEES AND COURT COSTS) AND INJURIES ARISING OUT OF OR RESULTING
FROM THE INSPECTION OR TESTING OF THE PROPERTY BY PURCHASER OR
ITS CONTRACTORS !AND/OR AGENTS. THE TERMS AND CONDITIONS OF
THIS SECTION 16 SHALL EXPRESSLY SURVIVE THE TERMINATION OF THIS
AGREEMENT.
17. MISCELLANEOUS.
(a) Notices. ;All notices, demands and requests which may be given or which
are required to be given by either party to the other shall be in writing and shall be
deemed effective either: (a) on the date personally delivered to the address below, as
evidenced by written receipt therefore, whether or not actually received by the person to
whom addressed; (b) on the third (3rd) business day after being sent, by certified or
registered mail, return receipt requested, addressed to the intended recipient at the address
specified below; (c) on the first (1st) business day after being deposited into the custody
of a nationally recognized overnight delivery service such as FedEx or UPS, addressed to
such party at the address specified below, or (d) on the first (1st) business day after the
date delivered by email or facsimile to the respective numbers specified below. For
purposes of this Section 18(b), the addresses of the parties for all notices are as follows
(unless changed by similar notice in writing given by the particular person whose address
is to be changed):
If to Seller:
If to Purchaser:
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Todd Reuter
K&L Gates LLP
618 West Riverside, Suite 300
Spokane, WA 99201-0602
Email: todd.reuter@klgates.com
Fax: 509.444.7872
Tony O'Rourke, City Manager
City of Yakima, City Hall
129 North 2nd Street
Yakima, Washington 98901
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with a copy to:
Email: Tony.O'Rourke@yakimawa.gov
Fax: 509.576.6614
Mark Kunkler
City Attorney's Office
City of Yakima Legal Department
200 South 3`d Street
Yakima, Washington 98901-2830
Email: Mark.Kunkler@yakimawa.gov
Fax: 509.575.6160
(b) Time; Dates. Time shall be of the essence in all matters concerning this
Agreement. If the date for the performance of any act hereunder falls on a Saturday,
Sunday or a legal holiday, then the time for performance thereof shall be deemed
extended to the next successive business day.
(c) Entire Agreement; Modification. This Agreement, along with the parties'
Amended Consent Decree, embodies and constitutes the entire understanding between
the parties with respect to the transaction contemplated herein and all prior or
contemporaneous agreements, understandings, representations and statements (either oral
or written) are merged into this Agreement. Neither this Agreement nor any provision
hereof may be waived; modified, amended, discharged or terminated except by an
instrument in writing signed by the party against whom the enforcement of such waiver,
modification, amendment, discharge or termination is sought, and then only to the extent
set forth in such instrument.
(d) Governing Law. This Agreement shall be governed by and construed in
all respects in accordance with the laws of the State of Washington, without regard to
such State's conflicts of laws provisions.
(e) Captions; I Headings. The captions and headings in this Agreement are
inserted for convenience of reference only and in no way define, describe or limit the
scope or intent of this Agreement or any of the provisions hereof.
(f) Binding Effect. This Agreement shall be binding upon and shall inure to
the benefit of the parties; hereto and their respective legal representatives, successors and
assigns.
(g) Assignment. This Agreement may be assigned by Purchaser only with the
prior written consent of ,Seller, which consent may be granted or denied in Seller's sole
and absolute discretion, and on condition that: (a) Purchaser delivers notice of such
proposed assignment no later than ten business days prior to the date of Closing, (b) any
such assignment shall not relieve Purchaser of its obligations and liabilities hereunder;
and (c) any assignee assumes and agrees to perform all obligations and liabilities of
Purchaser hereunder. This Agreement may be freely assigned by Seller.
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(h) No Third Party Beneficiary. This Agreement is made for the sole benefit
of the parties hereto and no other person or party shall have any rights, remedies or legal
interest of any kind under or by reason of this Agreement.
(i) Counterparts. This Agreement may be executed in any number of
counterparts, each of which when so executed and delivered shall be deemed an original
and all of which, when taken together, shall constitute but one and the same instrument.
(j) Exhibits. The Exhibits attached to this Agreement are incorporated herein
and form a part of this Agreement.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first
above written.
SELLER:
TIGER OIL CORPORATION, an Idaho corporation
BY:
Charles Conley
It's President
PURCHASER:
CITY OF YAKIMA,
oration
0
It's City Ma
CITY CONTRAC i NO:
RESOLUTION NO:f ("®4
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EXHIBIT A
PROPERTY CONVEYED
1606 E. Nob Hill Blvd., Yakima
PARCEL A
The West 165 feet of the North 125 feet of Lot 7, CHAS SIMPSON'S FIVE ACRE
TRACTS, recorded in Volume "A" of Plats, Page 64,
EXCEPT the West 20 feet,
AND EXCEPT the East 5 feet of the West 25 feet of the North 59 feet thereof,
AND the East 50 feet of the West 215 feet of the North 150 feet of Lot 7, CHAS
SIMPSON'S FIVE ACRES TRACTS, according to the official Plat thereof recorded in
Volume "A" of Plats, Page 64, records of Yakima County, Washington.
AND
Lot 7, CHAS SIMPSON'S FIVE ACRE TRACTS, as recorded in Volume "A" of Plats,
Page 64,
EXCEPT the West 165 feet,
AND EXCEPT the South 348.8 feet,
AND EXCEPT the East 50 feet of the West 215 feet of the North 150 feet of said Lot 7.
AND EXCEPT the East 25 feet conveyed to YCW for road by deed recorded under
Auditor's File No. 2571813.
Situate in Yakima County, State of Washington.
Yakima County Assessor's Parcel No. 191329-31549
PARCEL B
1808 N. First Street, Yakima
That part of GORDON'S HIGHWAY TRACTS, recorded in Volume "I" of Plats, Page
22,
AND that part of the South 870.00 feet of the West % of the Southeast 1/4 of the Southeast
1/4 of Section 12, Township 13 North, Rage 18, E. W.M., bounded as follows:
Exhibit A - 1
Beginning at the Northeast corner of Lot 15 said Plat of GORDON'S HIGHWAY
TRACTS, 24' West reference bearing, along the Easterly line of said Plat of GORDON'S
HIGHWAY TRACTS, ALSO BEING THE Westerly right of way line of North First
Street, 170.00 feet to a point which is 5.00 feet South 0° 24' West of the Northeast corner
of Lot 12 of said Plat;
thence North 89°40' West, parallel with the Northerly line of said Plat, 155.00 feet;
thence North 0° 24' East 170.00 feet to the Easterly extension of the Northeast line of Lot
15 of said Plat;
thence South 89°40' East 155.00 feet to the point of beginning.
TOGETHER WITH an easement for ingress and egress over and across that part of Lot
12, GORDON'S HIGHWAY TRACTS according to the official Plat thereof, recorded in
Volume "I" of Plats, Page 22, bounded as follows:
Commencing at the Northeast corner of said Lot 12, said point being on the Westerly
right of way line of the North First Street;
thence South 0° 24' West, reference bearing, along the Easterly line of said Lot 12, also
being the Westerly right of way line of North First Street, 5.00 feet to the point of
beginning;
thence South 0° 24' West 30.00 feet;
thence North 63°05'20" West 67.05 feet to a point which is 5.00 feet South 0° 24' West
of the Northerly line of said Lot 12 and 60.00 feet North 89°40' West of the point of
beginning;
thence South 89°40' East parallel with the Northerly line of said Lot 12, 60.00 feet to the
point of beginning.
AND TOGETHER WITH a non-exclusive perpetual easement of ingress and egress with
the right to remove all existing improvements to improve and maintain with hard
permanent surface, and to provide curb cuts to abutting streets over and across the
following described property:
Commencing at a point on the East boundary of Lot 16 of GORDON'S HIGHWAY
TRACTS, according to the official Plat thereof, recorded in Volume "I" of Plats, Page 22,
records of Yakima County, Washington, 30 feet North of the Southeast corner thereof;
thence Southerly along the East boundary 30 feet to the said Southeast corner;
thence Westerly along the South boundary of said Lot 16, 60 feet;
thence northeasterly in a straight line to the point of beginning.
Exhibit A - 2
Situate in Yakima County, State of Washington.
Yakima County Assessor's Parcel No. 181312-44412
PARCEL C
2312 W. Nob Hill Blvd., Yakima
The North 141 feet of the West 147 feet of the Northwest 'A of the Northwest 1/4 of the
Southeast 1/4 of Section 26, Township 13 North, Range 18, E.W.M.,
EXCEPT the North 26 feet and the West 20 feet,
AND EXCEPT those portions conveyed to the City of Yakima by Deeds recorded
October 16, 1964, under Auditor's File Nos. 2014381 and 2014382, and recorded January
20, 1987 under Auditor's File No. 2787766.
AND that portion of the Northwest 'A of the Southeast 'A of Section 26, Township 13
North, Range 18, E.W.M., as described as follows:
Commencing at the Northwest corner of said subdivision;
thence South along the centerline of 24th Avenue South, a distance of 141.00 feet, said
centerline being the West line of said subdivision;
thence South 89°17'00" East a distance of 28.50 feet to the Easterly margin of said 24th
Avenue South and the true point of beginning;
thence continuing South 89°17'00" East a distance of 118.50 feet;
thence North on a line parallel with the West line of said subdivision 115.00 feet to the
Southerly margin of Nob Hill Boulevard;
thence South 89°17'00" East along said Southerly margin a distance of 40.00 feet;
thence South a distance of 132 feet;
thence North 89°17'00" West a distance of 158.51 feet to the Easterly margin of 24th
Avenue South;
thence North along said Easterly margin a distance of 17.00 feet to the true point of
beginning.
Situate in Yakima County, State of Washington.
Yakima County Assessor's Parcel No. 181326-42051
Exhibit A - 3
PARCEL D
5511 Summitview Avenue, Yakima
The South 160 feet of the West 160 feet of the Southwest 1/4 of the Southwest '/4
of the Northeast 1/4 of Section 21, Township 13 North, Range 18 , E.W.M.,
EXCEPT the South 40 feet and the West 30 feet for roads.
Situate in Yakima County, State of Washington.
Yakima County Assessor's Parcel No. 181321-13014
TOGETHER WITH all improvements thereon.
AGREEMENTS CONVEYED
1. All rights, if any, of Tiger Oil Corporation in the following agreements:
a. Confidential Amended Trust Agreement dated June 17, 2004, including
Tiger's right to use funds held in said account consistent with the terms of said
Confidential Amended Trust Agreement.
b. A Site Access Agreement between Tiger Oil Corporation and Three Sisters
Holding, LLC, dated May 24, 2012.
c. A License and Agreement for Site Access and Use between Tiger Oil
Corporation and Yakima SC Associates, LLC, dated May 24, 2102.
d. A License Agreement for Site Access between Tiger Oil Corporation and
M&E Company, dated July 23, 1997.
e. An Access Agreement between Tiger Oil Corporation and Three Sisters
Holding, LLC dated July 17, 2006.
Exhibit A - 4
EXHIBIT B
ESCROW AGREEMENT
Exhibit B - 1
EXHIBIT C
FORM OF BARGAIN AND SALE DEED
AFTER RECORDING RETURN TO:
Filed for Record at Request of and
Copy Returned to.
Todd Reuter
K&L Gates LLP
618 W Riverside Avenue, Suite 300
Spokane, WA 99201-0602
WASHINGTON STATE RECORDER'S COVER SHEET
Document Title(s):
I BARGAIN AND SALE DEED
Reference Number(s) of Documents assigned or released:
Grantor (Last name, first name, initials)
TIGER OIL CORPORATION
Grantee (Last name, first name, initials)
CITY OF YAKIMA
Legal Description (abbreviated: i.e. lot, block, plat or section, township, range)
Parcel A, Ptn of Lot 7, CHAS SIMPSON'S FIVE ACRE TRACTS, A-64;
Parcel B, Ptn of Gordon's HiGHWAY TRACTS, 1-22 AND Ptns of Lots 12
and 16, 1-22; Parcel C, Ptn of the NW'/4 of the SPA, Sec. 26, Twn 13, Rg 18;
Parcel D, Ptn of the SWV4 of the NE1/4, Sec 21, Twn 13, Rg 18
YAKIMA COUNTY, WASHINGTON
/1 Additional legal description is on Exhibit "A" of document, Pages 3 - 6.
Assessor's Property Tax Parcel/Account Numbers
191329-31549, 181312-44412, 181326-42051, and 181321-13014
Exhibit D - 1
BARGAIN AND SALE DEED
The Grantor, TIGER OIL CORPORATION, an Idaho corporation, whose address
is PO Box 772, Meridian, Idaho 83680, for and in consideration of Ten Dollars ($10.00)
and other good and valuable consideration, in hand paid, bargains, sells, and conveys to the
Grantee, CITY OF YAKIMA, a municipal corporation, whose address is 129 North 2"d
Street, Yakima, Washington 98901, the following -described real estate, situated in the
County of Yakima, State of Washington:
Legal Description of Property attached hereto as Exhibit "A".
And all improvements thereon.
(the "Property").
Grantee acknowledges that Grantor has not occupied the Property since
approximately 2002 and has incomplete knowledge of its condition or whether or not any
defects exist thereon. GRANTOR DOES NOT WARRANT, EITHER EXPRESSLY
OR IMPLIEDLY, THE CONDITION OR FITNESS OF THE PROPERTY
CONVEYED HEREUNDER (ANY SUCH WARRANTY BEING HEREBY
EXPRESSLY NEGATED) AND GRANTEE ACCEPTS SAID PROPERTY "AS IS,
WHERE IS, WITH ALL FAULTS" INCLUDING, BUT NOT LIMITED TO, THE
ENVIRONMENTAL CONDITION OF THE PROPERTY.
IN WITNESS WHEREOF, the Grantor has caused its name to be signed to these
presents by its duly authorized officer or representative as of the date first above written.
DATED this day of January, 2014.
GRANTOR:
TIGER OIL CORPORATION,
an Idaho corporation
BY:
Charles Conley
It's President
PAGE 1
Exhibit D - 2
STATE OF IDAHO
: ss
County of Ada
On this day of January, 2014, before me personally appeared CHARLES
CONLEY, to me known to be the President of TIGER OIL CORPORATION, that executed
the foregoing instrument, and acknowledged the said instrument to be the free and voluntary
act of TIGER OIL CORPORATION, for the uses and purposes therein mentioned, and on
oath stated that he was authorized to execute the said instrument on behalf of TIGER OIL
CORPORATION.
GIVEN UNDER MY HAND AND OFFICIAL SEAL the day and year in this
certificate first above written.
Notary Public (Signature)
(Print Name)
My commission expires:
PAGE 2
Exhibit D - 3
EXHIBIT A
PROPERTY CONVEYED
PARCEL A
1606 E. Nob Hill Blvd., Yakima
The West 165 feet of the North 125 feet of Lot 7, CHAS SIMPSON'S FIVE ACRE
TRACTS, recorded in Volume "A" of Plats, Page 64,
EXCEPT the West 20 feet,
AND EXCEPT the East 5 feet of the West 25 feet of the North 59 feet thereof,
AND the East 50 feet of the West 215 feet of the North 150 feet of Lot 7, CHAS
SIMPSON'S FIVE ACES TRACTS, according to the official Plat thereof recorded
in Volume "A" of Plats, Page 64, records of Yakima County, Washington.
AND
Lot 7, CHAS SIMPSON'S FIVE ACRE TRACTS, as recorded in Volume "A" of
Plats, Page 64,
EXCEPT the West 165 feet,
AND EXCEPT the South 348.8 feet,
AND EXCEPT the East, 50 feet of the West 215 feet of the North 150 feet of said Lot
7.
AND EXCEPT the East 25 feet conveyed to YCW for road by deed recorded under
Auditor's File No. 2571813.
Situate in Yakima County, State of Washington.
Yakima County Assessor's Parcel No. 191329-31549
PARCEL B
1808 N. First Street, Yakima
That part of GORDON'S HIGHWAY TRACTS, recorded in Volume "I" of Plats,
Page 22,
AND that part of the South 870.00 feet of the West 1/2 of the Southeast 1/4 of the
Southeast 1/4 of Section 12, Township 13 North, Rage 18, E.W.M., bounded as
follows:
Beginning at the Northeast corner of Lot 15 said Plat of GORDON'S HIGHWAY
TRACTS, 24' West reference bearing, along the Easterly line of said Plat of
GORDON' S
HIGHWAY TRACTS, ALSO BEING THE Westerly right of way line of North First
Street, 170.00 feet to a point which is 5.00 feet South 0° 24' West of the Northeast
PAGE 3
Exhibit D - 4
EXHIBIT A (Continued)
corner of Lot 12 of said Plat;
thence North 89°40' West, parallel with the Northerly line of said Plat, 155.00 feet;
thence North 0° 24' East 170.00 feet to the Easterly extension of the Northeast line of
Lot 15 of said Plat;
thence South 89°40' East 155.00 feet to the point of beginning.
TOGETHER WITH an easement for ingress and egress over and across that part of
Lot 12, GORDON'S HIGHWAY TRACTS according to the official Plat thereof,
recorded in Volume "I" of Plats, Page 22, bounded as follows:
Commencing at the Northeast corner of said Lot 12, said point being on the Westerly
right of way line of the North First Street;
thence South 0° 24' West, reference bearing, along the Easterly line of said Lot 12,
also being the Westerly right of way line of North First Street, 5.00 feet to the point of
beginning;
thence South 0° 24' West 30.00 feet;
thence North 63°05'20",West 67.05 feet to a point which is 5.00 feet South 0° 24'
West of the Northerly line of said Lot 12 and 60.00 feet North 89°40' West of the
point of beginning; I
thence South 89°40' East parallel with the Northerly line of said Lot 12, 60.00 feet to
the point of beginning.
AND TOGETHER WITH a non-exclusive perpetual easement of ingress and egress
with the right to remove all existing improvements to improve and maintain with hard
permanent surface, and to provide curb cuts to abutting streets over and across the
following described property:
Commencing at a point 'on the East boundary of Lot 16 of GORDON'S HIGHWAY
TRACTS, according to the official Plat thereof, recorded in Volume "I" of Plats, Page
22, records of Yakima County, Washington, 30 feet North of the Southeast corner
thereof;
thence Southerly along the East boundary 30 feet to the said Southeast corner;
thence Westerly along the South boundary of said Lot 16, 60 feet;
thence northeasterly in a, straight line to the point of beginning.
Situate in Yakima County, State of Washington.
Yakima County Assessor's Parcel No. 181312-44412
PAGE 4
Exhibit D - 5
EXHIBIT A (Continued)
PARCEL C
2312 W. Nob Hill Blvd., Yakima
The North 141 feet of the West 147 feet of the Northwest Y4 of the Northwest 1/4 of the
Southeast 1/4 of Section 26, Township 13 North, Range 18, E.W.M.,
EXCEPT the North 26 feet and the West 20 feet,
AND EXCEPT those portions conveyed to the City of Yakima by Deeds recorded
October 16, 1964, under Auditor's File Nos. 2014381 and 2014382, and recorded
January 20, 1987 under Auditor's File No. 2787766.
AND that portion of they Northwest 1/4 of the Southeast 1/4 of Section 26, Township 13
North, Range 18, E.W.M., as described as follows:
Commencing at the Northwest corner of said subdivision;
thence South along the centerline of 24th Avenue South, a distance of 141.00 feet, said
centerline being the West line of said subdivision;
thence South 89°17'00"; East a distance of 28.50 feet to the Easterly margin 'of said
24th Avenue South and the true point of beginning;
thence continuing South189°17'00" East a distance of 118.50 feet;
thence North on a line parallel with the West line of said subdivision 115.00 feet to the
Southerly margin of Nob Hill Boulevard;
thence South 89°17'00" East along said Southerly margin a distance of 40.00 feet;
thence South a distance of 132 feet;
thence North 89°17'00" Nest a distance of 158.51 feet to the Easterly margin of 24th
Avenue South;
thence North along said' Easterly margin a distance of 17.00 feet to the true point of
beginning.
Situate in Yakima County, State of Washington.
Yakima County Assessor's Parcel No. 181326-42051
PARCEL D
5511 Summitview Avenue, Yakima
The South 160 feet of the West 160 feet of the Southwest �/4 of the Southwest VI of the
Northeast 1/4 of Section 21, Township 13 North, Range 18 , E.W.M.,
PAGE 5
Exhibit D - 6
EXHIBIT A (Continued)
EXCEPT the South 40 feet and the West 30 feet for roads.
Situate in Yakima County, State of Washington.
Yakima County Assessor's Parcel No. 181321-13014
TOGETHER WITH all improvements thereon.
AGREEMENTS CONVEYED
2. All rights, if any, of Tiger Oil Corporation in the following agreements:
f. Confidential i Amended Trust Agreement dated June 17, 2004, including
Tiger's right to use funds held in said account consistent with the terms of
said Confidential Amended Trust Agreement.
g. A Site Access Agreement between Tiger Oil Corporation and Three Sisters
Holding, LLC, dated May 24, 2012.
h. A License and Agreement for Site Access and Use between Tiger Oil
Corporation and Yakima SC Associates, LLC, dated May 24, 2102.
i. A License Agreement for Site Access between Tiger Oil Corporation and
M&E Company, dated July 23, 1997.
j. An Access Agreement between Tiger Oil Corporation and Three Sisters
Holding, LLC dated July 17, 2006.
KA1758875\00001t17034 TR\170380242X
PAGE 6
Exhibit D - 7
EXHIBIT D
NON -RELIANCE LETTER
Date: January , 2014
Attention
Mark Kunkler, Senior Assistant City Attorney
Company
CITY; OF YAKIMA
Address
200 South Third Street, Yakima, WA 98901-2830
Phone
509-575-6030
RE: 1606 E. Nob Hill Blvd.,' Yakima; 1808 N. First Street, Yakima; 2312 W. Nob Hill Blvd.;
and 5511 Summitview Avenue, Yakima, (the "Property")
TIGER OIL CORPORATION, an Idaho corporation ("Seller") has sent you the reports and
information listed on Schedule II 1 (the "Information"). This Information was not prepared by
Seller and it is being provided t9 you at your request and solely as an accommodation for you for
informational purposes only in !connection with your interest in acquiring the above referenced
Property pursuant to that certain Real Estate Purchase and Sale Agreement whereby Seller sells
the Property to the City of Yakima (the "Agreement"). Seller has not undertaken any
independent investigation as to the truth, accuracy or completeness of the Information and please
be advised that Seller does not make any representation or warranty, expressed or implied,
whatsoever concerning the accuracy or thoroughness of this Information, or of the methods
employed by the parties who prepared such reports and documents. Seller also makes no
representation or warranty that Seller has approved the Information or that Seller shall undertake
or perform any action recomrnended in these reports. Seller disclaims any obligation or
responsibility, express or implied, to update or supplement these reports or the information they
contain.
Seller is not providing any assurance with respect to or endorsement of the Information. You are
not entitled to, and Seller understands that you do not intend to, rely on these reports or any of
the information they contain. Seller shall have no liability, obligation or responsibility of any
kind with respect to the content or accuracy of the Information and your receipt and review of
the Information shall not give rise to any claims or causes of actions against Seller for any
liabilities, claims, actions, suits,»damages, losses, costs or expenses (including, but not limited to,
attorneys' fees) of any kind that: you or any other party may incur. Purchaser, on behalf of itself,
and its successors and assigns, waives, relinquishes, releases, indemnifies and hold harmless
Seller and Seller's affiliates, officers, directors, shareholders, employees and agents (collectively,
"Seller Parties") from and against any and all claims, demands, causes of action (including
causes of action in tort), losses, damages, liabilities, costs and expenses (including attorneys'
fees and court costs) of any and every kind or character, known or unknown, which Purchaser
might have asserted or alleged against Seller Parties at any time or reason arising out of any
Information delivered in connection with this agreement.
Exhibit D - 8
Please contact me if you have any questions.
Regards,
K&L GATES LLP
Todd Reuter
Attorney for Seller
TIGER OIL CORPORATION
AGREED AND ACCEPTED:
CITY OF YAKIMA, a municipal corporation
By:
Name Printed:
Title:
Date:
Exhibit D - 9
SCHEDULE 1
1. March 29, 2005 Tetra -Tech FW, Inc., UST Decommissioning and Site Assessment at
Tiger Oil Corporation facility, regarding 5511 Summitview Road, Yakima, WA;
2. March 21, 2005 Tetra -Tech FW, Inc., UST Decommissioning and Site Assessment at
Tiger Oil Corporation facility, regarding 1606 E. Nob Hill Boulevard, Yakima, WA;
3. September 9, 1981 letter from Jim Milton, Environmental Quality Division, to Tony
Elrod;
4. May 15, 1987 letter from Clar Pratt, Environmental Quality Division, to James Ebbert,
U.S. Department of the Interior, regarding Gasoline Study;
5. September 7, 1990 "Liting of CRO's UST and above ground tank notifications from
November 1988 to Present;"
6. March 17, 2005 Tetra -Tech FW, Inc., UST Decommissioning and Site Assessment at
Tiger Oil Corporation facility, regarding 1808 First Avenue, Yakima, WA;
7. May 18, 1984 letter from Daniel Bigalke of Fuel Recovery to Jim Milton of Dept. of
Ecology re: Exxon Station, North First St., Yakima, WA;
8. July 31, 1984 letter from. Gary R. Johnson of Fuel Recovery to Alan Newman of Dept. of
Ecology;
9. June 12, 2013 Terragiaphics "Final Groundwater Sampling Report" prepared for
Department of Ecology;and
10. January 2010 G -Logics report (portion) regarding 2312 W. Nob Hill Blvd., Yakima, WA.
K:\1758875\00001\17034 TR\17038A242V
Exhibit D - 10
Return Address
TODD REUTER
K&L GATES LLP
618 W RIVERSIDE AVENUE
SUITE 300
SPOKANE WA 99201
Document Title
Reference Numbers.
ASSIGNMENT OF CONSENT DECREE
Assignor:
TIGER OIL CORPORATION
Assignee:
CITY OF YAKIMA
Ptn of the NW1/4 of the SE1/4, Sec. 26, Twn 13 N, Rg 18 EWM, Yakima, WA
THIS ASSIGNMENT FF ONSENT DECREE ("Assignment") is made and entered into as
of the ;?,5 day of I'' _, 2014, by and between TIGER OIL CORPORATION, an
Idaho corporation ("Tiger")
"City")
and the CITY OF YAKIMA, a municipal corporation (the
WITNESSETH:
In consideration of the mutual covenants and conditions contained herein and other good
and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, the parties agree as follows
1. Tiger is party to a Consent Decree (the "Decree") on file in Thurston County
Superior Court cause No. 02-2-00956-2. A copy of the Decree is attached hereto as
Exhibit 1.
2. The Decree pertains to environmental conditions at the "Site," as defined in the
Decree.
3. The City wishes to purchase from Tiger the property located at and commonly
known as 2312 W Nob Hill Boulevard, Yakima, Washington, and further described as
Yakima County Assessor's Parcel No. 181326-42051 (the "Property"). The Property is a
portion of the Site governed Ly the Decree.
PAGE 1
4. The City, as part of its purchase of the Property, hereby agrees to undertake all of
Tiger's rights and obligations under the Decree. To that end, Tiger hereby assigns to the
City all Tiger's rightsand obligations in the Decree. The City hereby accepts all of Tiger's
rights and obligations thereunder, including all rights to amend the Decree.
5. The City hereby agrees to indemnify, defend and hold harmless Tiger and Tiger's
officers, directors, shareholders, employees and agents, for, from and against any and all
claims, obligations, liabilities, demands, losses, damages, liens, causes of actions, suits,
costs and expenses (including attorneys' fees and court costs) relating to or in any way
arising from the Decree, including any obligation of Tiger to perform environmental
remediation work on the Site, including the Property City and Tiger agree and
understand that the Decree and the Cleanup Action Plan (CAP) therein will likely be
amended to add City to the Decree, incorporate a revised CAP, and remove Tiger from
the Decree. In the event Tiger is required to consent to any such amendment, Tiger will
not withhold such consent to any amendment of the Consent Decree and/or CAP worked
out between the City and the Washington State Department of Ecology, provided
however that Tiger does not consent to any amendment that affects the indemnification
agreement herein, or the terms of the parties' 2014 Purchase and Sale Agreement, or to
any amendment that imposes any obligations or liabilities on Tiger or it's officers,
directors, shareholders, employees and agents. The terms and conditions of this
paragraph shall expressly survive the City's purchase of the Property and shall not merge
with the provisions of any closing documents.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first
above written.
ASSIGNOR.
TIGER OIL CORPORATION,
BY:
Charles Conley
It's President
an Idaho corporation
ASSIGNEE.
CITY OF YAKIMA, a muni
BY:
Tony Orke
It's City Manager
poration
PAGE 2
CITY CONTRAC r N0: C„ d
STATE OF IDAHO )
: ss
County of Ada
On this )-, stday of 'S , 2014, before me personally
appeared CHARLES CONLEY, to me known be the President of TIGER OIL
CORPORATION, that executed the foregoing instrument, and acknowledged the
said instrument to be the free and voluntary act of TIGER OIL CORPORATION, for
the uses and purposes therein mentioned, and on oath stated that he was
authorized to execute the said instrument on behalf of TIGER OIL CORPORATION
GIVEN UNDER MY HAND AND OFFICIAL SEAL the day and year in this
certificate firs ;akaot , iritten.
d •.ia
0TARY •• • / �► i
otaP lic n (Signature)
PuBIAC
,21 I st/ ��
•
0
prE of
`Or-so \\�
STATE OF WASHINGTON
County of Yakima
(Print Name)
My commission expires: MY COMMISSION EXPIRES
: ss
)February 4, 2914
NEIED THR11 NOTARY PUOLIC UNDERWRITERS
On this =71S—7—L day of ��:2t r� ti , 2014, before me personally
appeared TONY O'ROURKE, to me known be the City Manager of CITY OF
YAKIMA, that executed the foregoing instrument, and acknowledged the said
instrument to be the free and voluntary act of CITY OF YAKIMA, for the uses and
purposes therein mentioned, and on oath stated that he was authorized to execute
the said instrument on behalf of CITY OF YAKIMA.
GIVEN UNDER MY HAND AND OFFICIAL SEAL the day and year in this
certificate first above written.
\\`����� ST�hr�°°r
;t1,0 TA9 .c�2
•
My Comm Expires • —_
March 21, 20/4
18g"
%�
PAGE -3
K:\1758875\00001 \17034 TR\170380242U
0.477,1 04. rvi)
No ry.Public,//
(Signature)
(Print Name)
My commission expires: ?-6/
Return Address
TODD REUTER
K&L. GATES LLP
618 W RIVERSIDE AVENUE
SUITE 300
SPOKANE WA 99201
Document Title. ASSIGNMENT OF CONFIDENTIAL AMENDED TRUST AGREEMENT
Assignor:
TIGER OIL CORPORATION
Assignee:
CITY OF YAKIMA
THIS ASSIGNMENT OF CONFIDENTIAL AMNDED T UST AGREEMENT
("Assignment") is made and entered into as of the P:0 day of , 2014,
by and between TIGER O L CORPORATION, an Idaho corporation ("Tiger" nd the
CITY OF YAKIMA, a municipal corporation (the "City").
WITNESSETH.
In consideration of the mutual covenants and conditions contained herein and other
good and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, the parties agree as follows:
1. Tiger is party to a Confidential Amended Trust Agreement effective by Tiger on June
17, 2004, including a December 2013 Amendment to Confidential Amended Trust
Agreement (collectively, the "Trust Agreement").
2. The Trust Agreement pertains to environmental conditions at three properties in
Yakima, WA. Those three properties (collectively, the "Property") are located at and
commonly known as 2312 W. Nob Hill Boulevard, Yakima, WA; 1606 E. Nob Hill
Boulevard, Yakima, WA; and 1808 N. First Street, Yakima, WA.
3. The City has agreed to purchase the Property from Tiger and wants to take Tiger's
rights and obligations in and under the Trust Agreement.
4. To that end, Tiger hereby assigns to the City all Tiger's rights and obligations in and
under the Trust Agreement and the City hereby accepts all of Tiger's rights and
obligations thereunder
PAGE 1
5. The City hereby agrees to indemnify, defend and hold harmless Tiger and Tiger's
officers, directors, shareholders, employees and agents, for, from and against any and
all claims, obligations, liabilities, demands, losses, damages, liens, causes of actions,
suits, costs and expenses (including attorneys' fees and court costs) relating to or in
any way arising from the T dust Agreement, including any obligation of Tiger thereunder
to perform environmental remediation work on the Site, including the Property. The
terms and conditions of this paragraph shall expressly survive the City's purchase of
the Property and shall not this
with the provisions of any closing documents.
IN WITNESS WHEREOF,
first above written.
ASSIGNOR:
the parties have executed this Assignment as of the date
TIGER OIL CORPORATION, an Idaho corporation
BY
Charles Conley
It's President
ASSIGNEE.
CITY OF YAKIMA, a munic pal corporation
B
Tony : urke
It's City Manager
PAGE 2
CITY i:?NTRAC i P " ✓ ��� /
RESOLUTION NO:
STATE OF IDAHO
: ss
County of Ada
On this, -,9-61 day of -(1-a`61 , 2014, before me personally appeared
CHARLES CONLEY, to me known to be President of TIGER OIL CORPORATION,
that executed the foregoing instrument, and acknowledged the said instrument to be the
free and voluntary act of TIGER OIL CORPORATION, for the uses and purposes therein
mentioned, and on oath stated that he was authorized to execute the said instrument on
behalf of TIGER OIL CORPORATION.
GIVEN UNDER MY HAND AND OFFICIAL SEAL the day and year in this
certifi e written
. EN't AR Y 6. 44 Y(L
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10/1111161110
STATE OF WASHINGTON
County of Yakima
(Signature)
(Print Name)
My commission expires. My COMMISSION EXPIRES
(February 4, 2914
DONDEDTHRU NOTARY PU3LIC UNDERWRITERS
: ss
On this -day of 4flti ,i , 2014, before me personally appeared
TONY O'ROURKE, to me known to be t City Manager of CITY OF YAKIMA, that
executed the foregoing instrument, and acknowledged the said instrument to be the free
and voluntary act of CITY OF YAKIMA, for the uses and purposes therein mentioned, and
on oath stated that he was authorized to execute the said instrument on behalf of CITY
OF YAKIMA.
GIVEN UNDER MY HAND AND OFFICIAL SEAL the day and year in this
certificate first above written.
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PAGE 3
K:\1758875\00001 \17034 TR\17034A26B9
% 1/".1
t
N tary Public (Signature)
My commission expires:AMit QV/
(Print Name)
AFTER RECORDING RETURN TO:
Filed for Record at Request of and
Copy Returned to•
Todd Reuter
K&L Gates LLP
618 W. Riverside Avenue, Suite 300
Spokane, WA 99201-0602
WASHINGTON STATE RECORDER'S COVER
Document Title(s):
1. BARGAIN AND SALE
DEED
Reference Number(s)
of Documents assigned or released:
Grantor (Last name, first
TIGER OIL CORPORATION
name, initials)
Grantee (Last name, first
CITY OF YAKIMA
name, initials)
Legal Description (abbreviated:
Parcel A, Ptn of Lot
Parcel B, Ptn of Gordon's
and 16, 1-22; Parcel
Parcel D, Ptn of the S
YAKIMA COUNTY,
i.e. lot, block, plat or section, township, range)
7, CHAS SIMPSON'S FIVE ACRE TRACTS, A-64;
HiGHWAY TRACTS, 1-22 AND Ptns of Lots 12
C, Ptn of the NW'/ of the SE'/, Sec. 26, Twn 13, Rg 18;
W'/4 of the NE'/, Sec 21, Twn 13, Rg 18
WASHINGTON
is on Exhibit "A" of document, Pages 3 - 6
►1 Additional legal description
Assessor's Property Tax Parcel/Account Numbers
191329-31549, 181312-44412, 181326-42051, and 181321-13014
BARGAIN AND SALE DEED
The Grantor, TIGER OIL CORPORATION, an Idaho corporation, whose address
is PO Box 772, Meridian, Idaho 83680, for and in consideration of Ten Dollars ($10.00)
and other good and valuable consideration, in hand paid, bargains, sells, and conveys to the
Grantee, CITY OF YAKIMA, a municipal corporation, whose address is 129 North 2"d
Street, Yakima, Washington 98901, the following -described real estate, situated in the
County of Yakima, State of Washington:
Legal Description of
Property attached hereto. as Exhibit "A".
And all improvements thereon.
(the "Property").
Grantee acknowledges that Grantor has not occupied the Property since
approximately 2002 and has incomplete knowledge of its condition or whether or not any
defects exist thereon. GRANTOR DOES NOT WARRANT, EITHER EXPRESSLY
OR IMPLIEDLY, THE CONDITION OR FITNESS OF THE PROPERTY
CONVEYED HEREUNDER (ANY SUCH WARRANTY BEING HEREBY
EXPRESSLY NEGATED) AND GRANTEE ACCEPTS SAID PROPERTY "AS IS,
WHERE IS, WITH ALL FAULTS" INCLUDING, BUT NOT LIMITED TO, THE
ENVIRONMENTAL CONDITION OF THE PROPERTY.
IN WITNESS WHEREOF, the Grantor has caused its name to be signed to these
presents by its duly authorized officer or representative as of the date first above written.
DATED this / f 5'day of -; _ , 2014.
GRANTOR:
TIGER OIL CORPORATION,
an Idaho corporation
BY:
C arles Conley
It's President
PAGE 1
STATE OF IDAHO
: ss
County of Ada
On this c,2 -Pr day of lLCA.v`'_ , 2014, before me personally appeared
CHARLES CONLEY, to me known to be tlf President of TIGER OIL CORPORATION,
that executed the foregoing instrument, and acknowledged the said instrument to be the free
and voluntary act of TIGER OIL CORPORATION, for the uses and purposes therein
mentioned, and on oath stated that he was authorized to execute the said instrument on behalf
of TIGER OIL CORPORATION.
GIVEN UNDER MY HAND AND OFFICIAL SEAL the day and year in this
certificate first above written.
orco\,, ROS*U•
�• GARY
�y0
, PUBLIC
7:7;.
s�
'��'��/SAO • `STATE OF �o ����®�a�`�
0/!!!! H i I t t,�
(Print Name)
My commission expires:
MY COMMISSION EXPIRES
February 4, 2614
BONDED TRW] NOTARY PU3LiC UNDERWRITERS
PAGE 2
PARCEL A
1606 E. Nob Hill Blvd.,
EXHIBIT A
PROPERTY CONVEYED
Yakima
The West 165 feet of the North 125 feet of Lot 7, CHAS SIMPSON'S FIVE ACRE
TRACTS, recorded in Volume "A" of Plats, Page 64,
EXCEPT the West 20 feet,
AND EXCEPT the East 5 feet of the West 25 feet of the North 59 feet thereof,
AND the East 50 feet of the West 215 feet of the North 150 feet of Lot 7, CHAS
SIMPSON'S FIVE ACRES TRACTS, according to the official Plat thereof recorded
in Volume "A" of Plats, Page 64, records of Yakima County, Washington.
AND
Lot 7, CHAS SIMPSON'S FIVE ACRE TRACTS, as recorded in Volume "A" of
Plats, Page 64,
EXCEPT the West 165 feet,
AND EXCEPT the South 348.8 feet,
AND EXCEPT the East 50 feet of the West 215 feet of the North 150 feet of said Lot
7.
AND EXCEPT the East 25 feet conveyed to YCW for road by deed recorded under
Auditor's File No. 2571813.
Situate in Yakima County, State of Washington.
Yakima County Assessor's Parcel No. 191329-31549
PARCEL B
1808 N. First Street, Yakima
That part of GORDON S HIGHWAY TRACTS, recorded in Volume "I" of Plats,
Page 22,
AND that part of the South 870.00 feet of the West V2 of the Southeast 1/4 of the
Southeast 1/4 of Section 12, Township 13 North, Rage 18, E.W.M., bounded as
follows:
Beginning at the Northeast corner of Lot 15 said Plat of GORDON'S HIGHWAY
TRACTS, 24' West reference bearing, along the. Easterly line of said Plat of
GORDON' S
HIGHWAY TRACTS, ALSO BEING THE Westerly right of way line of North First
Street, 170.00 feet to a point which is 5.00 feet South 0° 24' West of the Northeast
PAGE 3
EXHIBIT A (Continued)
corner of Lot 12 of said Plat;
thence North 89°40' West, parallel with the Northerly line of said Plat, 155.00 feet;
thence North 0° 24' East 170.00 feet to the Easterly extension of the Northeast line of
Lot 15 of said Plat;
thence South 89°40' East 155.00 feet to the point of beginning.
TOGETHER WITH an easement for ingress and egress over and across that part of
Lot 12, GORDON'S HIGHWAY TRACTS according to the official Plat thereof,
recorded in Volume "I" of Plats, Page 22, bounded as follows:
Commencing at the Northeast corner of said Lot 12, said point being on the Westerly
right of way line of the North First Street;
thence South 0° 24' West, reference bearing, along the Easterly line of said Lot 12,
also being the Westerly right of way line of North First Street, 5.00 feet to the point of
beginning;
thence South 0° 24' West 30.00 feet;
thence North 63°05'20" West 67.05 feet to a point which is 5.00 feet South 0° 24'
West of the Northerly line of said Lot 12 and 60.00 feet North 89°40' West of the
point of beginning;
thence South 89°40' East parallel with the Northerly line of said Lot 12, 60.00 feet to
the point of beginning.
AND TOGETHER WITH a non-exclusive perpetual easement of ingress and egress
with the right to remove all existing improvements to improve and maintain with hard
permanent surface, and to provide curb cuts to abutting streets over and across the
following described property:
Commencing at a point on the East boundary of Lot 16 of GORDON'S HIGHWAY
TRACTS, according to the official Plat thereof, recorded in Volume "I" of Plats, Page
22, records of Yakima County, Washington, 30 feet North of the Southeast corner
thereof;
thence Southerly along the East boundary 30 feet to the said Southeast corner;
thence Westerly along the South boundary of said Lot 16, 60 feet;
thence northeasterly in a straight line to the point of beginning.
Situate in Yakima County, State of Washington.
Yakima County Assessor's Parcel No. 181312-44412
PAGE 4
EXHIBIT A (Continued)
PARCEL C
2312 W. Nob Hill Blvd., Yakima
The North 141 feet of the West 147 feet of the Northwest 1/4 of the Northwest 1/4 of the
Southeast 1/4 of Section 26, Township 13 North, Range 18, E.W.M.,
EXCEPT the North 26 feet and the West 20 feet,
AND EXCEPT those portions conveyed to the City of Yakima by Deeds recorded
October 16, 1964, under Auditor's File Nos. 2014381 and 2014382, and recorded
January 20, 1987 under Auditor's File No. 2787766.
AND that portion of the Northwest 1/4 of the Southeast 1/4 of Section 26, Township 13
North, Range 18, E. W.M., as described as follows:
Commencing at the Northwest corner of said subdivision;
thence South along the centerline of 24th Avenue South, a distance of 141.00 feet, said
centerline being the West line of said subdivision;
thence South 89°17'00" East a distance of 28.50 feet to the Easterly margin of said
24th Avenue South and the true point of beginning;
thence continuing South 89°17'00" East a distance of 118.50 feet;
thence North on a line parallel with the West line of said subdivision 115.00 feet to the
Southerly margin of Nob Hill Boulevard;
thence South 89°17'00" East along said Southerly margin a distance of 40.00 feet;
thence South a distance of 132 feet;
thence North 89°17'00" West a distance of 158.51 feet to the Easterly margin of 24th
Avenue South;
thence North along said Easterly margin a distance of 17.00 feet to the true point of
beginning.
Situate in Yakima County, State of Washington.
Yakima County Assessor's Parcel No. 181326-42051
PARCEL D
5511 Summitview Avenue, Yakima
The South 160 feet of the West 160 feet of the Southwest 1/4 of the Southwest 1/4 of the
Northeast 1/4 of Section 21, Township 13 North, Range 18 , E.W.M.,
PAGE 5
EXHIBIT A (Continued)
EXCEPT the South 40 feet and the West 30 feet for roads.
Situate in Yakima County, State of Washington.
Yakima County Assessor's Parcel No. 181321-13014
TOGETHER WITH all improvements thereon.
AGREEMENTS CONVEYED
1. All rights, if any, of Tiger Oil Corporation in the following agreements:
a. Confidential Amended Trust Agreement dated June 17, 2004, including
Tiger's right to use funds held in said account consistent with the terms of
said Confidential Amended Trust Agreement.
b. A Site Access
Holding, LLC
Agreement between Tiger Oil Corporation and Three Sisters
dated May 24, 2012.
c. A License and Agreement for Site Access and Use between Tiger Oil
Corporation and Yakima SC Associates, LLC, dated May 24, 2102.
d. A License Agreement for Site Access between Tiger Oil Corporation and
M&E Company, dated July 23, 1997.
e. An Access Agreement between Tiger Oil Corporation and Three Sisters
Holding, LLC dated July 17, 2006.
PAGE 6
K.\1758875\00001 \17034_TR1170380242X
BUSINESS OF THE CITY COUNCIL
YAKIMA, WASHINGTON
AGENDA STATEMENT
Item No. 16
For Meeting of: 2/18/2014
ITEM TITLE:
(A) Resolution approving real estate purchase and sale
agreement between City of Yakima and Tiger Oil Corporation;
and (B) Ordinance (first reading) amending the 2014 budget
and making an appropriation from unappropriated Fund
Balance within the General Fund.
SUBMITTED BY: Mark Kunkler, Senior Assistant City Attorney
SUMMARY EXPLANATION:
Tiger Oil Corporation owns four properties within the City of Yakima. Each of these parcels
formerly housed gasoline/fuel stations which have not been occupied or used for several years.
Each of the parcels has a history of gasoline spillage into the soil (ranging from relatively minor
— such as the site at 56th Avenue and Summitview — to a more extensive gasoline release at
2312 W. Nob Hill Boulevard). The properties have been the subject of Department of Ecology
remediation efforts for many years under the Model Toxic Control Act (MTCA).
Last year, the City of Yakima commenced discussions with the Department of Ecology
concerning options for cleanup of the properties. Under the authority of the MTCA, the
Department of Ecology can seek appropriation of funds to be used for remediation of
properties. As a municipality, the City of Yakima would be eligible to receive grant funds for the
required cleanup. The City of Yakima commenced discussions with Tiger Oil regarding
purchase of the four Tiger Oil properties. The City would then cooperate with the Department of
Ecology for cleanup funding.
Tiger Oil Corporation and the City of Yakima, with the cooperation of the Department of
Ecology, have negotiated a purchase and sale agreement for the four parcels. The City
obtained an appraisal of the properties to establish fair market value "as if clean." The
cumulative appraised value of the parcels is $870,000.00. The purchase price under the
purchase and sale agreement is $1.1 million, plus closing costs estimated to be $2,000.
However, in addition to title to the properties, the City would receive assignment of a trust fund
originally set up to help defray cleanup costs for three of the parcels. The current balance (as of
December 31, 2013) is, approximately $369,000.00. The City would have the use of such funds
to provide remediation services, provide a source of funds for local match for grants, and can
pursue release of such funds from the trust to offset the purchase price. If applied against the
purchase price, the net cost of the acquisition would be $731,000.00.
The proposed acquisition has the support of the Department of Ecology. The Department of
Ecology, anticipating the approval of the City's purchase of the parcels, has included a budget
request in the current legislative session in the amount of $2 million to be used to remediate the
properties. The cost of clean-up is not included in this appropriation, as there will need to be
additional review to determine the full scope and cost of remediation. When this is better
defined, another appropriation will be brought to Council that will include the final cost estimate
and grant commitment by the Department of Ecology. The remediation and the second
appropriation is proposed to flow through the Environmental Fund, which has a 2014 budget
contingency budget of $150,000, which can be used for preliminary costs. This fund also has a
balance of over $500,000 going into 2014, so it has resources to cash flow the project.
Funds for the purchase price are proposed to be drawn from the general fund operating
reserve. After appropriation, the funds remaining in the general fund operating reserve will be
sufficient to maintain the City Council's recommended balance for such reserve fund. The
current balance of the general fund operating reserve is $12.4 million. The appropriation of $1.1
million leaves a balance of $11.3 million, which represents 17% of the General Government
fund expenditures. The City Council's minimum operating reserve balance policy calls for
16.8% of General Government funds to be held in reserve.
Thus, two action items are presented: (a) a Resolution approving the purchase and sale
agreement; and (b) an Ordinance authorizing appropriation from the general fund operating
reserve in the amount of $1,102,000 to accomplish such funding. The Ordinance making
appropriation requires two readings. The first reading will occur upon presentation of this item
on February 18, 2014; the second reading will be scheduled for the Council meeting on
March 4, 2014. The approval of the purchase and sale agreement is conditioned upon final
approval of the appropriation ordinance.
Staff recommends approval of the Resolution, and presentation of the first reading of the
Ordinance making appropriation.
Resolution: X Ordinance: X
Other (Specify): Resolution: Real Estate Purchase and Sale
Agreement; Ordinance making appropriation.
Contract: Contract Term:
Start Date: End Date:
Item Budgeted: No Amount: $1,102,000.00
Funding Source/Fiscal
Impact:
Strategic Priority: Improve the Built Environment
Insurance Required? No
Mail to: Mark Kunkler, Senior Assistant City Attorney, 200 South
Third Street, 2nd Fl., Yakima, WA 98901
Phone: 509-575-6030
General Fund Operating Reserve.
APPROVED FOR
SUBMITTAL:
City Manager
RECOMMENDATION:
(A) Adopt Resolution approving Purchase and Sale Agreement; (B) Read Ordinance by title
only at the February 18, 2014 meeting. Pass Ordinance after the second reading at the
March 4, 2014 meeting.
ATTACHMENTS:
Description Upload Date Type
❑ memo next steps 2/11/2014 Cover Memo
❑ resolution tiger oil 2/11/2014 Resolution
❑ Ordinance -Tiger Oil Approp Ord 14 2/10/2014 Ordinance
❑ tiger oil docs 2/11/2014 Backup Material
CITY OF YAKIMA
LEGAL
DEPARTMENT
aASotthlh areetYakima,Washinai l 3ECO3Faac(9A5361ffl
MEMORANDUM
February 7, 2014
TO: Honorable Mayor and City Council
Tony O'Rourke, City Manager
FROM: Mark Kunkler, Senior Assistant City Attorney
SUBJECT: Tiger Oil Properties — Purchase and Next Steps
A. Introduction.
The City of Yakima is currently negotiating with Tiger Oil Corporation ("Tiger Oil") for the
purchase of four properties. These properties were formerly operated as retail gasoline
service stations:
(a) 5511 Summitview Avenue
(b) 1808 North 1st Street
(c) 1606 East Nob Hill Boulevard
(d) 2312 W. Nob Hill Boulevard
Each of the above properties has a history of gasoline spills associated with business
operations occurring mainly in the late 1980s and early 1990s. The properties are
ranked above in relative order of gasoline contamination, with the Summitview site
being the most clean, and 2312 W. Nob Hill being the most contaminated. All
Underground Storage Tanks (USTs) were removed from all sites in 2005. None of the
properties are currently used or occupied. A brief history of each site from the
Department of Ecology is attached.
B. Brief History.
Tiger Oil purchased the properties in the 1980s. Soon after purchase, evidence of
gasoline contamination was found on each of the properties. Tiger Oil filed a lawsuit
against the previous owner, and the Washington State Department of Ecology
Memorandum to Honorable Mayor and Members of the City Council
February 11, 2014
Page 2
("Ecology") became involved pursuant to the then -newly enacted Model Toxics Control
Act.
The Tiger Oil litigation was settled in 1997. Part of the settlement included a $1 million
cash payment to Tiger Oil, together with the deposit of $1,625,000 into Trust to pay for
cleanup of three of the properties (2312 W. Nob Hill Boulevard, 1606 E. Nob Hill
Boulevard and 1808 North 1st Street). The Summitview property was not included in the
Trust — mainly because the level of contamination was quite less.
On October 29, 2004, a Consent Decree was voluntarily entered among the parties and
Ecology in Thurston County Superior Court Case No. 02-2-00956-2. This Consent
Decree concerns only one site, 2312 W. Nob Hill Boulevard, the site most seriously
affected by spilled petroleum products.
The private litigants had also entered into a Confidential Amended Trust Agreement
("New Trust") in June 2004. The New Trust provided that it provided "financial
assurance" for Tiger Oil's cleanup of 2312 W. Nob Hill Boulevard pursuant to the
requirements of the Consent Decree. However, the New Trust was also available for
cleanup and administrative costs for not only the 2312 W. Nob Hill Boulevard property,
but also for the 1606 E. Nob Hill Boulevard and 1808 North 1st Street properties. (The
Summitview property is not included in the New Trust or the Consent Decree.)
The New Trust is available to reimburse cleanup costs for the three properties, as well
as attorney's fees, expert fees, and costs for any litigation or enforcement defense
arising out of the remediation of the three sites.
The current balance of the New Trust is $369,000 (as of December 31, 2013).
C. Purchase.
The City of Yakima approached Ecology in 2013 with a "what if" proposal. The essence
of the proposal was that, if the City of Yakima purchased the Tiger Oil properties,
Ecology would provide grant funds under MTCA to remediate the gasoline
contamination. We contacted Tiger Oil to assess its interest, and found that Tiger Oil
very much wanted to sell the properties, but would only sell all four properties as a
package. The asking price is $1.1 million, but Tiger Oil was willing to assign its interest
in the New Trust to the city, thus transferring a value of $369,000 to the city.
The City of Yakima obtained an MAI appraisal of the properties, appraised as "if clean,"
and received reports showing clean fair market value of $870,000 combined value of all
four properties.
Memorandum to Honorable Mayor and Members of the City Council
February 11, 2014
Page 3
Ecology has been consulted throughout this process, and remains very interested in the
City obtaining title to the properties. Ecology has also presented a budget request to
the state legislature for funding of $2,000,000 to cover remediation costs for the four
properties.
Ecology grants are normally administered on a "reimbursement" basis, and are subject
to a "local matching fund" requirement. The local match is typically 20%, but may be
lower depending on the grant program. The funds in the New Trust would be available
to meet the City's local match requirements. We are working with Ecology to identify a
new Cleanup Action Plan with specific detail and cost estimates by the end of January.
The purchase price of $1.1 million would be drawn from the General Fund. We have
budgeted in the 2014 Environmental Fund approximately $400,000 for fiscal year 2014,
which can be used for local match purposes. The New Trust balance of $369,000 can
also be used for local match, bringing total currently budgeted funds for local match up
to about $770,000.00. If authorized by the City Council, a resolution approving the
purchase, and an ordinance appropriating the use of General Fund Operating Reserve
(with a current balance of $12.4 million) for purchase, and the Environmental Fund for
cleanup, would be presented to the City Council at its regular meeting on February 18,
2014.
It should be emphasized that the primary purposes of the proposed transaction are to
(a) remediate a public health hazard in cooperation with Ecology, (b) eliminate blighted
property conditions, and (c) return the property by sale to the private sector, restoring
the property to profitable use and recovering City costs.
D. Next Steps.
The Purchase and Sale Agreement is scheduled for City Council consideration on
February 18, 2014. If approved, closing would occur within ten days.
I. Conveyance. The conveyance includes the following elements:
(a) Deeds conveying title to the four properties to the City of Yakima.
' The "Environmental Fund" is a budget fund that holds funds appropriated to cover anticipated
environmental cleanup projects and expenses during the coming year. Funds in this line item can be used
to defray environmental cleanup costs and can be a source of local matching funds for environmental
cleanup grants.
Memorandum to Honorable Mayor and Members of the City Council
February 11, 2014
Page 4
(b) Assignment of the New Trust to the City of Yakima.
(c) Assignment of Consent Decree to City of Yakima, with the city
holding harmless and indemnifying Tiger Oil from any further cleanup
requirements.
2. Amendment of Consent Decree. Upon conveyance, The City of Yakima
and Ecology will work on terms of an Amended Consent Decree. The
Amended Consent Decree will likely include an amended Cleanup Action
Plan (CAP). We have already begun discussions with Ecology along
these lines.
3. Release of Amended Trust. We have also been discussing a release of
the funds currently held in the New Trust. The parties to the New Trust
are Tiger Oil and Federated Service Insurance Co. ("Federated"), based in
Minnesota, together with a Trustee in Boise, Idaho. The City would
assume the rights and obligations of Tiger Oil under the New Trust,
together with the ability to access funds to remediate three of the four
properties.
We have been informed that Federated will likely be very interested in
releasing the New Trust funds to the City, as this would conclude
Federated's participation. The purpose of the New Trust, as mentioned
above, was to satisfy the requirement of the Consent Decree that Tiger Oil
provide "financial assurance" for performance of the Cleanup Action Plan
set forth in the Consent Decree. Our position is that, with the substitution
of the City of Yakima as owner, there is no continuing need for the trust —
the "full faith and credit" of the city will provide any necessary "financial
assurance."
The release of trust funds can be accomplished after the City closes the
purchase and sale of the properties. In fact, the release probably
becomes easier. Upon release of such trust funds, the moneys can be
used by the City in any appropriate way, including use as "local match" for
Ecology remediation grants.
Even if the New Trust funds are not released, the moneys would still be
available for remediation of the sites, and can be used as a source of local
matching funds for Ecology cleanup grants and other expenses incurred in
cleanup activities.
Memorandum to Honorable Mayor and Members of the City Council
February 11, 2014
Page 5
4. Verify Cleanup Action Plan Scope and Budget. As noted above, we are
continuing to work with Ecology to refine the scope of Cleanup Action
Plans as they relate to each of the four properties, together with a clearly
defined budget for each plan. Attached is the Department of Ecology's
scope of work for the cleanup and monitoring plan for three of the four
Tiger Mart sites. Additional work still needs to be done to develop the
scope of work for the cleanup and monitoring plan for the West Nob Hill
and 24th Avenue site.
5. Authorize Expenditure of Funds. The General Fund Operating Reserve's
balance of $12.4 million is sufficient to provide the $1.1 million for the
purchase of the Tiger Oil properties. The General Fund Operating
Reserve level shall be at $11.3 million, or 17% of General Government
fund expenditures. Thus, the amount remaining in the General Fund
Operating Reserve exceeds the City Council's 16.77% minimum operating
reserve policy requirement. We would request authorization to proceed to
use money from this Fund in an amount to cover the purchase price and
costs of closing. We would also request authorization to use moneys from
the Environmental Fund for cleanup activities and to serve as a source of
local matching funds for Ecology cleanup grants. The Environmental
Fund would be supplemented by the additional funds held in the New
Trust for these purposes.
STATE OF WASHINGTON
DEPARTMENT OF ECOLOGY
15 IV Yakima Aye, Ste 200 0 Yakima, WA 98902-3452 (509) 575-2490
January 22, 2014
Tony O'Routke
City Manager
City of Yakima
129 N. Second Street
Yakima, WA 98901
RE: Yakima's Tiger Oil sites
Dear Mr. O'Rourke:
The Washington State Department of Ecology (Ecology) has been informed that you wish to
purchase four Tiger Oil sites in the following locations:
• North 1St Street
• East Nob Hill
• 24th & Nob Hill
o 56th & Summitview
As you know, all of the sites are listed on Ecology's Confirmed and Suspected Contaminated
Sites List, and the 241h & Nob Hill site is currently under a Consent Decree, which outlines the
specifics of moving forward with a clean-up. All sites have soil and potentially groundwater
contamination that resulted from leaking underground storage tanks. The 24th & Nob Hill site
has been the primary focus of Ecology's efforts in recent years, due to the previously mentioned
Consent Decree.
The City of Yakima (City) has Ecology's full support in acquiring these sites. We look forward
to continuing the same partnership efforts we've cultivated in the past to clean up environmental
contamination. Most recently, Governor Inslee supported Ecology's $2 million dollar request to
clean up these sites in his 2014 state supplemental budget.
At the request of City staff, Ecology has completed a file review of all four properties with the
intent of providing preliminary cost figures. Three of the four properties have information that is
several years old, so our first priority would be to assess the current state of soil and groundwater
contamination. Based on the figures we've received from two different environmental
contractors, preliminary data gathering (soil borings and groundwater monitoring wells) would
be about $70,000 per site, excluding the 24" & Nob Hill site. Gathering this baseline
Tony O'Rourke
City of Yakima
January 22, 2014
Page 2
environmental data would cost approximately $210,000, leaving the remaining funds
(approximately $1.79 million) to be dedicated to the cleanup of all four sites (an earlier estimate
of the 24th & Nob Hill site indicated cleanup would cost $1 million). Although these figures are
preliminary, Ecology believes the number used in Governor Inslee's budget allows for
significant progress.
Once the City acquires the properties, Ecology will devote time and resources to clean up these
sites. To the extent that we can partner to pursue that goal, we are happy to help in any way we
can.
Sine
te (7kiD
Valerie Bound
Section Manager, Central Regional Office
Toxics Cleanup Program
cc: Jim Pendowski, Ecology
Norni Peck, Ecology
Tom Tebb, Ecology
AN ORDINANCE
ORDINANCE NO. 2014 -
amending the 2014 budget for the City of Yakima; and making
appropriations of $1,102,000 within the 001 — General Fund, for
expenditure during 2014 to provide for the purchase of four
properties with the intent to partner with the Department of Ecology
for pollution remediation and resell.
WHEREAS, by separate Resolution, the City is entering into a purchase agreement with
Tiger Oil for four properties with a set price of $1,100,000 plus an estimated $2,000 for related
closing costs, and
WHEREAS, the amount of $1,102,000 must be appropriated within the 001 - General
Fund for expenditure during 2014 to provide for the purchase of four properties with the intent
to partner with the Department of Ecology for pollution remediation and resell, and
WHEREAS, at the time of the adoption of the 2014 budget it could not reasonably have
been foreseen that the appropriation provided for by this ordinance would be required; and the
City Council declares that an emergency exists of the type contemplated by RCW 35.33.091
and that it is in the best interests of the City to make the appropriation herein provided, now,
therefore,
BE IT ORDAINED BY THE CITY OF YAKIMA:
Section 1. The amount of $1,102,000 is hereby appropriated from the Unappropriated
Fund Balance in the 001 — General Fund Account 2256100 titled Land in the Code
Administration Department as a 2014 appropriation.
Section 2. This ordinance is one making an appropriation and shall take effect
immediately upon its passage, approval and publication as provided by law and by the City
Charter.
PASSED BY THE CITY COUNCIL, signed and approved this day of , 2014.
ATTEST:
Micah Cawley, Mayor
City Clerk
First Reading:
Publication Date:
Effective Date:
K841._ GATES
K&L GATES LLP
618 WEST RIVERSIDE AVENUE
SUITE 300
SPOKANE, WA 99201-5102
T +1 509 824 2100 F +1 509 456 0146 klgales.com
By FedEx
Mark Kunkler
Senior Assistant City Attorney
CITY OF YAKIMA
200 South Third Street
Yakima WA 98901-2830
Re: Property Sale - Tiger Oil to City of Yakima
Original Closing Documents Enclosed
Dear Mr. Kunkler,
RECEIVED
FEB 0 6 2014
CITY LEGAL DEPT.
April Engh
april.engh@klgates.com
T 509.241.1501
F 509.456.0146
February 5, 2014
Enclosed are originals of the following documents that have been executed by Charles Conley for
Tiger Oil:
1. Real Estate Purchase and Sale Agreement;
2. Assignment of Consent Decree;
3. Assignment of Confidential Amended Trust Agreement; and
4. Bargain and Sale Deed.
I understand that you will have the documents requiring execution to be signed by Tony O'Rourke,
City Manager for the City of Yakima. Please note that the date needs to be filled in on page one of
the Purchase & Sale Agreement when Mr. O'Rourke signs it. Thank you for offering to forward the
fully executed documents to Valley Title. Should you have any questions, please contact Todd
Reuter or Senior Paralegal Melody Roberts.
Thank you,
AprilEngh
Legal Assistant
Enclosures
K:11758875100001‘17085_AE117085L28FM
klgates.com
VALLEY TITLE GUARANTE
502 N 2nd St, Yakima, WA 98901 — (509)248-4442 — 1-800-752-9553 — www vtgco.c i m MAR U 2016
OFFICE OF CITY IVIAiu:.+Gr,,
RECEIVED
CITY OF YAKIMA
March 01, 2016
City of Yakima, a municipal corporation
129 N 2nd Street
Yakima, WA 98901
RE Escrow No 235083
Buyer Lawrence B Stone Properties, LLC
Seller City of Yakima, a municipal corporation
Property Address 1606 E Nob Hill Boulevard, Yakima, WA 98901
Enclosed is a copy of the Preliminary Title Report No 235083 Please review the report to make certain
this is the correct land description and lot size/acreage which you intend to sell
Please feel free to call the undersigned if you have any questions or information concerning this escrow
We appreciate this opportunity to be of service to you
Sincerely,
Valley Title Guarantee
Judy Johnson
Escrow Assistant
Enclosure
ALTA Commitment (6/17/06)
ALTA Commitment Form
COMMITMENT FOR TITLE INSURANCE
Issued by
STEWART TITLE GUARANTY COMPANY
STEWART TITLE GUARANTY COMPANY, a Texas Corporation ("Company"), for a valuable consideration, commits to issue
its policy or policies of title insurance, as identified in Schedule A, in favor of the Proposed Insured named in Schedule A, as
owner or mortgagee of the estate or interest in the land described or referred to in Schedule A, upon payment of the premiums
and charges and compliance with the Requirements, all subject to the provisions of Schedules A and B and to the Conditions
of this Commitment.
This Commitment shall be effective only when the identity of the Proposed Insured and the amount of the policy or policies
committed for have been inserted in Schedule A by the Company
All liability and obligation under this Commitment shall cease and terminate six months after the Effective Date or when the
policy or policies committed for shall issue, whichever first occurs, provided that the failure to issue the policy or policies is not
the fault of the Company
The Company will provide a sample of the policy form upon request.
This Commitment shall not be valid or binding until countersigned by a validating officer or authorized signatory
IN WITNESS WHEREOF, Stewart Title Guaranty Company has caused its corporate name and seal to be affixed by its duly
authorized officers on the date shown in Schedule A.
Countersigned by.
Valley Title Guarantee
502 N 2nd Street
PO Box 1625
Yakima, WA 98907
(509) 248-4442
stewart
title guaranty company
-OLE 604
a. .i6�Yp5 Qr
Q
Matt Morris
President and CEO
Denise Crraux
Secretary
Copyright 2006-2009 American Land Title Association. All rights reserved.
The use of this Form is restricted to ALTA licensees and ALTA members in good standing as of the date of use.
All other uses are prohibited. Reprinted under license from the American Land Title Association
File No 235083
004 -UN ALTA Commitment (6/17/06)
i
CONDITIONS
1 The term mortgage, when used herein, shall include deed of trust, trust deed, or other security instrument.
2. If the proposed Insured has or acquired actual knowledge of any defect, lien, encumbrance, adverse claim or other
matter affecting the estate or interest or mortgage thereon covered by this Commitment other than those shown in
Schedule B hereof, and shall fail to disclose such knowledge to the Company in writing, the Company shall be relieved
from liability for any loss or damage resulting from any act of reliance hereon to the extent the Company is prejudiced
by failure to so disclose such knowledge. If the proposed Insured shall disclose such knowledge to the Company, or if
the Company otherwise acquires actual knowledge of any such defect, lien, encumbrance, adverse claim or other
matter, the Company at its option may amend Schedule B of this Commitment accordingly, but such amendment shall
not relieve the Company from liability previously incurred pursuant to paragraph 3 of these Conditions.
3 Liability of the Company under this Commitment shall be only to the named proposed Insured and such parties
included under the definition of Insured in the form of policy or policies committed for and only for actual loss incurred in
reliance hereon in undertaking in good faith (a) to comply with the requirements hereof, or (b) to eliminate exceptions
shown in Schedule B, or (c) to acquire or create the estate or interest or mortgage thereon covered by this
Commitment. In no event shall such liability exceed the amount stated in Schedule A for the policy or policies
committed for and such liability is subject to the insuring provisions and Conditions and the Exclusions from Coverage
of the form of policy or policies committed for in favor of the proposed Insured which are hereby incorporated by
reference and are made a part of this Commitment except as expressly modified herein.
4 This Commitment is a contract to issue one or more title insurance policies and is not an abstract of title or a report of
the condition of title. Any action or actions or rights of action that the proposed Insured may have or may bring against
the Company arising out of the status of the title to the estate or interest or the status of the mortgage thereon covered
by this Commitment must be based on and are subject to the provisions of this Commitment.
5 The policy to be issued contains an arbitration clause All arbitrable matters when the Amount of Insurance is
$2,000,000 or less shall be arbitrated at the option of either the Company or the Insured as the exclusive remedy of the
parties You may review a copy of the arbitration rules at< http.//www.alta.orgl>
All notices required to be given the Company and any statement in writing required to be furnished the Company shall be
addressed to it at P 0 Box 2029, Houston, Texas 77252.
Copyright 2006-2009 American Land Title Association. All rights reserved.
The use of this Form is restricted to ALTA licensees and ALTA members in good standing as of the date of use.
All other uses are prohibited. Repnnted under license from the American Land Title Association
File No. 235083
004 -UN ALTA Commitment (6/17/06)
VALLEY TITLE GUARANTEE
502 N 2nd St, Yakima, WA 98901 ^' (509)248-4442 _ 1-800-752-9553 "' www.vtgco.com
COMMITMENT FOR TITLE INSURANCE
SCHEDULE A
Order No.: 235083
Reference: City of Yakima, a municipal corporation/
Lawrence B Stone Properties, LLC
1. Effective Date: February 25, 2016 at 8 00 A.M
2. Policy Or Policies To Be Issued:
(X) ALTA OWNER'S POLICY, (6/17/06)
(X) STANDARD ( ) EXTENDED
Title Officer: Lisa Abarta (lisaa@vtgco com)
Escrow Officer: Vicki Woodward (vickiw@vtgco com)
Escrow Assistant: Judy Johnson (judyj@vtgco com)
Proposed Insured Lawrence B Stone Properties, LLC, and/or assigns
Amount: $425,000 00
Premium: $1,210 00
Tax: $99.22
Total: $1,309.22
3. The estate or interest in the land described or referred to in this Commitment and covered herein is:
Fee Simple
4. Title to said estate or interest in said land is at the effective date hereof vested in:
City of Yakima, a municipal corporation
5. The land referred to in this commitment is described as follows:
FOR LEGAL DESCRIPTION SEE EXHIBIT "A" ATTACHED HERETO
Order No. 235083 Page 1
Preliminary Commitment VT6
EXHIBIT "A"
Legal Description:
Order No.: 235083
The West 165 feet of the North 125 feet of Lot 7, CHAS SIMPSON'S FIVE ACRE TRACTS, recorded in
Volume "A" of Plats, Page 64,
EXCEPT the West 20 feet,
AND EXCEPT the East 5 feet of the West 25 feet of the North 59 feet thereof,
AND the East 50 feet of the West 215 feet of the North 150 feet of Lot 7, CHAS SIMPSON'S FIVE ACRE
TRACTS, according to the official Plat thereof, recorded in Volume "A" of Plats, Page 64, records of
Yakima County, Washington
Lot 7, CHAS SIMPSON'S FIVE ACRE TRACTS, as recorded in Volume "A" of Plats, page 64,
EXCEPT the West 165 feet,
AND EXCEPT the South 348 8 feet,
AND EXCEPT the East 50 feet of the West 215 feet of the North 150 feet of said Lot 7,
AND EXCEPT the East 25 feet conveyed to YCW for road by deed recorded under Auditor's File No.
2571813, records of Yakima County, Washington.
Abbreviated Legal: Ptn of Lot 7, CHAS SIMPSON'S FIVE ACRE TRACTS, A-64
Parcel No(s): 1 91 329-31 549
Purported Address: 1606 E Nob Hill Boulevard, Yakima, WA 98901
END OF EXHIBIT A
Order No. 235083 Page 2
Preliminary Commitment VT6
COMMITMENT FOR TITLE INSURANCE
SCHEDULE B
PART I
Schedule B of the policy or policies to be issued will contain exceptions to the following matters unless the same are
disposed of to the satisfaction of the Company.
1 Taxes or assessments which are not shown as existing liens by the public records.
2. (i) Unpatented mining claims, (ii) reservations or exceptions in patents or in Acts authorizing the issuance thereof;
(iii) water rights, claims or title to water; whether or not the matters described (i), (ii) & (iii) are shown in the public
records, (iv) Indian tribal codes or regulations, Indian treaty or aboriginal rights, including easements or equitable
servitudes
3. Extended coverage exceptions as follows
(a)
Rights or claims of parties in possession not shown by the public records
(b) Easements, claims of easement or encumbrances which are not shown by the public records
(c) Encroachments, overlaps, boundary line disputes, or other matters which would be disclosed by an accurate
survey and inspection of the premises and which are not shown by the public records.
(d) Any lien, or right to a lien, for services, labor or material heretofore or hereafter furnished imposed by law
and not shown by the public records.
4 Any service, installation, connection, maintenance, tap, capacity, construction or reimbursement charges for
sewer, water, electricity or other utilities, or for garbage collection and disposal.
5 Defects, liens, encumbrances, adverse claims or other matters, if any, created, first appearing in the public records
or attaching subsequent to the effective date hereof but prior to the date the proposed insured acquires of record
for value the estate or interest or mortgage thereon covered by this commitment.
6 Any titles or rights asserted by anyone, including but not limited to persons, corporations, governments, or other
entities, to tidelands, or lands comprising the shores or bottoms of navigable rivers, lakes, bays, ocean or gulf, or
lands beyond the line of the harbor or bulkhead lines as established or changed by the United States Government,
or riparian rights, if any
SPECIAL EXCEPTIONS FOLLOW
Order No. 235083 Page 3
Preliminary Commitment VT6
COMMITMENT FOR TITLE INSURANCE
SCHEDULE B
PART I
CONTINUED
SPECIAL EXCEPTIONS
1. The lien of the excise tax, if unpaid
Inquiry regarding current Excise Tax Rates should be made to Yakima County Treasurer at
509-574-2800.
2 General taxes for the year 2016, in the amount of $0 00, reflecting a Government Property exemption
General taxes for the year 2016 WITHOUT regard to the exemption would be $3,764.88.
Parcel No. 191329-31549 Levy Code 334
3 Yakima Stormwater assessment for the year 2016 in the amount of $675.10
4 Horticulture Pest & Disease Control assessment for the year 2016 in the amount of $1.00.
5. Unpaid local improvement assessments, and/or irrigation assessments, if any, levied by the City of Yakima,
Washington. Inquiry should be made at the office of said City Treasurer relative to said charges
6 Evidence of the authority of the officers of City of Yakima, a municipal corporation, to execute the forthcoming
instrument. Copies of the current Articles and By -Laws and Certified Copies of appropriate resolutions should be
submitted.
7 Evidence of the authority of the members of Lawrence B Stone Properties LLC, a Limited Liability Company, to
execute the forthcoming instrument. A copy of the certificate of formation and a copy of the Limited Liability
Company Agreement and any amendments should be submitted
8 Terms and conditions as set forth in said Assignment of Confidential Amended Trust Agreement recorded February
27, 2014, under Auditor's File No 7832290
9 Unrecorded leasehold estate, if any.
10 Terms and conditions of Release and Mutual Conveyance, recorded April 4, 1986, under Auditor's File No.
2759770, as attached
11. Terms and conditions of an agreement between Tiger Oil Co , Inc., and Yakima County, dated January 16, 1980,
and recorded January 17, 1980, under Auditor's File No 2571568, as attached
12. Covenants, conditions, restrictions, easements and other matters, if any, as reserved and delineated on the face of
said Plat, as attached
13 Pendency of Yakima County Superior Court Cause No. 77-2-01484-5, State of Washington, Department of
Ecology, Plaintiff vs. (numerous named defendants), notice of which is given by Lis Pendens recorded under
Yakima County Auditor's File No 2479271, being an action for the determination of the rights to divert, withdraw,
or otherwise make use of the surface waters of the Yakima River Drainage Basin, in accordance with the
provisions of Chapters 90.03 and 90 44 Revised Code of Washington (Attorney for Plaintiff. Charles B. Roe, Jr ,
Senior Assistant Attorney General)
NOTE. The above pending action will be shown on Schedule B, Part II, of the ALTA Mortgage Policy, when
issued, which schedule reflects matters of record which are subordinate to the lien of the insured Mortgage
END OF SPECIAL EXCEPTIONS
Order No. 235083 Page 4
Preliminary Commitment VT6
COMMITMENT FOR TITLE INSURANCE
SCHEDULE B
PART I
CONTINUED
NOTES
A. NOTE The legal description contained herein has been derived from information submitted with the application
and as available from the record title Said description should be carefully reviewed to assure it meets the
intentions of the parties to this transaction
B NOTE Any maps, plats or surveys attached to this commitment are provided solely for informational purposes
and to assist in locating the property with reference to streets and other parcels. While it is believed to be correct,
Valley Title Guarantee assumes no liability for any loss occurring by reason of reliance thereon.
C NOTE This office conforms to the Federal Privacy Laws. Please see attached Privacy Policy Notice.
D NOTE In the event this transaction fails to close, a cancellation fee will be charged to comply with our Rate
Schedule filed with the State Insurance Commissioner.
E. NOTE We find no pertinent matters, disclosed by a judgment and lien search filed or recorded in Yakima County
against Lawrence B Stone Properties, LLC, except those shown as exceptions in Schedule B, if any
F. NOTE. 24 MONTH CHAIN OF TITLE
During the previous 24 months, the following Deeds have been recorded affecting the ownership to the property
described herein
A) Document: Bargain and Sale Deed
Dated January 21, 2014
Recorded February 27, 2014
Auditor's File No 7832289
In favor of. City of Yakima, a municipal corporation
END OF NOTES
THANK YOU FOR YOUR ORDER. IF WE MAY BE OF FURTHER ASSISTANCE, PLEASE FEEL FREE TO GIVE US A
CALL AT (509) 248-4442
Order No. 235083 Page 5
Preliminary Commitment VT6
COMMITMENT FOR TITLE INSURANCE
SCHEDULE B
PART II
The following are the requirements to be complied with:
Item (a) Payment to or for the account of the grantors or mortgagors of the full consideration for the estate or interest
to be insured
Item (b) Proper instrument(s) creating the estate or interest to be insured must be executed and duly filed for record.
Note Effective January 1, 1997, and pursuant to amendment of Washington State Statutes relating to
Standardization of Recorded Documents, the following format and content requirements must be met. Failure
to comply may result in rejection of the document by the recorder
Format:
Margins to be 3" on top of first page, 1" on sides and bottom, 1" on top, sides and bottom of each succeeding
page
Font size of 8 points or larger and paper size of no more than 8 1/2" by 14".
No attachments on pages such as stapled or taped notary seals, pressure seals must be smudged.
Information which must appear on the first page
Title or titles of document. If assignment or reconveyance reference to auditor's file number of subject deed
of trust.
Names of grantor(s) and grantee(s) with reference to additional names on following page(s), if any.
Abbreviated legal description (lot, block, plat name or section, township, range and quarter quarter section for
unplatted).
Assessor's tax parcel number(s)
Return address which may appear in the upper left hand 3" top margin
END OF SCHEDULE B
Order No. 235083 Page 6
Preliminary Commitment VT6
WHAT
SHARING
Contact
1980
STG Privacy Notice
Stewart Title Companies
DO THE STEWART TITLE COMPANIES DO WITH YOUR PERSONAL INFORMATION?
Federal and applicable state law and regulations give consumers the right to limit some but not all sharing. Federal and applicable
state law regulations also require us to tell you how we collect, share, and protect your personal information. Please read this notice
carefully to understand how we use your personal information. This privacy notice is distributed on behalf of the Stewart Title Guaranty
Company and its title affiliates (the Stewart Title Companies), pursuant to Title V of the Gramm -Leach -Bliley Act (GLBA).
The types of personal information we collect and share depend on the product or service that you have sought through us. This
information can include social security numbers and driver's license number
All financial companies, such as the Stewart Title Companies, need to share customers' personal information to run their everyday
business—to process transactions and maintain customer accounts. In the section below, we list the reasons that we can share
customers' personal information, the reasons that we choose to share, and whether you can limit this sharing.
a
Reasons we can share your personal information.
Do we share
Can you limit this sharing?
For our everyday business purposes— to process your
transactions and maintain your account. This may include running the
business and managing customer accounts, such as processing
transactions, mailing, and auditing services, and responding to court
orders and legal investigations.
Yes
No
For our marketing purposes— to offer our products and services to
you.
Yes
No
For joint marketing with other financial companies
No
We don't share
For our affiliates' everyday business purposes— information
about your transactions and experiences. Affiliates are companies
related by common ownership or control. They can be financial and
non-financial companies. Our affiliates may include companies with a
Stewart name, financial companies, such as Stewart Title Company
Yes
No
For our affiliates' everyday business purposes— information
about your creditworthiness.
No
We don't share
For our affiliates to market to you — For your convenience,
Stewart has developed a means for you to opt out from its affiliates
marketing even though such mechanism is not legally required.
Yes
Yes, send your first and last name, the email
address used in your transaction, your
Stewart file number and the Stewart office
location that is handling your transaction by
email to optout@stewart.com or fax to
1-800-335-9591
For non -affiliates to market to you. Non -affiliates are companies
not related by common ownership or control. They can be financial
and non-financial companies.
No
We don't share
We may disclose your personal information to our affiliates or to non -affiliates as permi ted by law If you request a transaction with
non -affiliate, such as a third party insurance company, we will disclose your personal information to that non -affiliate [We do not control
their subsequent use of information, and suggest you refer to their privacy notices.]
PRACTICES
How often do the Stewart Title Companies notify me
about their practices?
We must notify you about our sharing practices when you request a
transaction.
How do the Stewart Title Companies protect my
personal information?
To protect your personal information from unauthorized access and use, we
use security measures that comply with federal law These measures
include computer, file, and building safeguards.
How do the Stewart Title Companies collect my
personal information?
We collect your personal information, for example, when you
• request insurance -related services
■ provide such information to us
We also collect your personal information from others, such as the real
estate agent or lender involved in your transaction, credit reporting agencies,
affiliates or other companies.
What sharing can I limit?
Although federal and state law give you the right to limit sharing (e.g., opt out)
in certain instances, we do not share your personal information in those
instances.
us: If you have any questions about this privacy notice, please contact us at: Stewart Title Guaranty Company,
Post Oak Blvd., Privacy Officer, Houston, Texas 77056
File No 235083 Page 1
Revised 11-19-2013
File No 235083
Page 1 of 1
STG Privacy Notice 2 (Rev 01/26/09) Independent Agencies and Unaffiliated Escrow Agents
WHAT DO/DOES THE Valley Title Guarantee DO
WITH YOUR PERSONAL INFORMATION?
Federal and applicable state law and regulations give consumers the right to limit some but not all sharing. Federal and applicable
state law regulations also require us to tell you how we collect, share, and protect your personal information. Please read this notice
carefully to understand how we use your personal information. This privacy notice is distributed on behalf of Valley Title Guarantee,
and its affiliates C N/A "), pursuant to Title V of the Gramm -Leach -Bliley Act (GLBA)
The types of personal information we collect and share depend on the product or service that you have sought through us. This
information can include social security numbers and driver's license number
All financial companies, such as Valley Title Guarantee, need to share customers' personal information to run their everyday business
—to process transactions and maintain customer accounts. In the section below, we list the reasons that we can share customers'
personal information, the reasons that we choose to share, and whether you can limit this sharing.
Reasons we can share your personal information
Do we share?
Can you limit this sharing?
For our everyday business purposes— to process your transactions and
maintain your account. This may include running the business and managing
customer accounts, such as processing transactions, mailing, and auditing services,
and responding to court orders and legal investigations.
Yes
No
For our marketing purposes— to offer our products and services to you.
Yes
No
For joint marketing with other financial companies
No
We don't share
For our affiliates' everyday business purposes— information about your
transactions and experiences. Affiliates are companies related by common
ownership or control. They can be financial and non-financial companies.
Yes
No
For our affiliates' everyday business purposes— information about your
creditworthiness.
No
We don't share
For our affiliates to market to you
Yes
No
For non -affiliates to market to you. Non -affiliates are companies not related by
common ownership or control. They can be financial and non-financial companies.
No
We don't share
We may disclose your personal information to our affiliates or to non -affiliates as permitted by law If you request a transaction with a
non -affiliate, such as a third party insurance company, we will disclose your personal information to that non -affiliate. [We do not
control their subsequent use of information, and suggest you refer to their privacy notices.]
Sharing practices
How often do/does Valley Title Guarantee
notify me about their practices?
We must notify you about our sharing practices when you request a transaction.
How do/does Valley Title Guarantee protect
my personal information?
To protect your personal information from unauthorized access and use, we use
security measures that comply with federal and state law These measures
include computer, file, and building safeguards.
How do/does Valley Title Guarantee collect
my personal information?
We collect your personal information, for example, when you
• request insurance -related services
• provide such information to us
We also collect your personal information from others, such as the real estate
agent or lender involved in your transaction, credit reporting agencies, affiliates
or other companies.
What sharing can I limit?
Although federal and state law give you the right to limit sharing (e g., opt out) in
certain instances, we do not share your personal information in those instances.
Contact Us
If you have any questions about this privacy notice, please contact us at: Valley Title Guarantee, 502 N
2nd Street, PO Box 1625, Yakima, WA 98907
File No 235083
Page 1 of 1
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MAP AND PARCEL DATA ARE BELIEVED TO BE ACCURATE. BUT ACCURACY IS NOT GUARANTEED- THIS IS NOT A LEGAL
DOCUMENT AND SHOULD NOT BE SUBSTITUTED FOR ATITLE SEARCH, APPRAISAL, SURVEY, FLOODPLAIN OR ZONING
VERIFICATION
WWW.YAKIMAP.COM
Yakima County GIS
128 N 2nd Street
Yakima, WA 98901
(509)574-2992
One Inch = 200 Feet
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KNOW Au.. NUN 5s( Tncac i ietarWYs . NAT — _
WneREA5 , The undersigned , Charles S. Simpson, ►Ids, on dctobei- i ',I8 8 ,t a order in fee of The Worth
one-half of the South-west quarter, and the South-east quarter of the South-west quarter, and -the South-west quar-
ter of the South-east quarter, all in settion(29)twenty-mne,Township 'thirteen (13), north, Range nineteen (19), east
of The Willamette Meridian, in Yakima County , Washnlgtai ; and
WHEREAS, on Jaid last named date ,said undersigned Charles 3. Simpson caused a mop to be filed sbeie-
ny the division of said described lands into five(5)acre lots numbered and designated Thereon from I to 52 both
inckisne, accordns to a surveg which had theretofore been made, and which said map was entitled and marked -Map
ar the Chas. Simpson Fwe Acre Tracts, 5 ec.29,T.I3 North, R.I9E., North Yakima, Wash., and which said map was
duty recorded in the office of the Auditor of Yakima County , Washington , at page 64 of Volume I of plats, of the re-
tards of said office, and is so filed and recorded: and
Wi(EnEAs, No formal acknowledgement of the said map and plat was executed or made or attune'
ed thereto, and no instrument of Dedieanon was executed or attached to the said map one plat, and there m no record
Showing that the same was ever approved by the Board of County Commissioners anthem em County, Wash. or at all; and
Wnene .a, it won the intention of -the undersigned Ches.3.5 npson, in willing said plat and causing tat seme"tebs
recorded to plot the said above descnbed property into lots to be known as the Chas 5.3impson five Acre Tracts, •
soid lots to be numbered and designated as shown on said mop so filed ; and R was the intention of aid undersigned -
to dedicate the rodds and streets shown and indicated on slid map to the public use, and he has and did so dedicate thtnito
such public use; and
Wnern As, -the undersigned has heretofore sold portions of the land included in the above descnption,oni
shorn an send rtiap, as lots, descnbing them by reference to the numbers shown on sold map, bga reference to said map
and plat: and
WMERCA3, it is The intention hereby to ratify and confirm the said map and plat and the sod dedication
Now THEREFORE, we the undersigned, Charles S.Srmpson and Madge Simpson , his wife,do hereby
e,hrtrfy and declare that we do hercpyrattfy and dirtfrat won things, the said mop and plat of the said Ghos.Simpson
Five Acre Tracts, above referred to, and The original of Whlotl is hereto attached , and we do hereby dedicate -to
the public use each and every of the roads and streets shown and indicated on the srad map and plat, and we
beret6� file t
he original map as a plat of the said Chas. Simpson Five Acre Tracts, aridhereby we do hby retifg and
eorifi(m each and every deed and contract and transfer heretofore made by us, or either Of us, covering property included
in said described limits, and referred to as being in said Chas. Simpson Five Acre Tracts, according to the piatthere-
of or otherwise.
�L IN WITNESS WHEREOF, We have set our hands an els,, this 51.74
PuLJC
"e
���:' State of Washingtontss
County of Yakima J
of October, 1906.
(5EALI
(SeALl
I, J.O. Cull, a notary public in and for the State of Washington, do
hereby certify that, on that 5* day of October, 1906, before• me personally appeared Chas.5impse? and Madge
Simpson, his wore, to me known -to be'ii, persons named in and who executed the foregoing instrument, and
they acknowledged to me that they signed and sealed the same as -their-free and voluntary act and deed -for
the uses and purposes therein mentioned.
WITNESS my hand and official seal, the day and year its certificate above written.
c�cQ,
Notary Public in and for the
State or Washington residing
at North Yakima, Washington.
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bpry
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18 19 ' 20
32
31
30
9
IV
0\
FIVE ACRE TRACTS
SECTION 29 TOWNSHIP + RANQEf3E
5t(it 2GD' 7•
21
22
II'
23 24
29
28
27
26
25
7.1
31
AFTER RECORDING RETURN TO:
Filed for Record at Request of and
Copy Returned to.
Todd Reuter
K&L Gates LLP
618 W Riverside Avenue, Suite 300
Spokane, WA 99201-0602
I Ill, I YII 1111 3j I Ill I I
FILE# 7832289
YAKIMA COUNTY, WA
02/27/2014 03 18:31PN
DEED
PAGES: 7
DAILEY TITLE GUARANTEE
Recording Fee: 78 00
'S COVER SHEET LZ(osR
wnanri._, I1,i.., a rx............—�._
Document Title(s):
I BARGAIN AND SALE DEED
Reference Number(s) of Documents assigned or released:
Grantor (Last name, first name, initials)
TIGER OIL CORPORATION
Grantee (Last name, first name, initials)
CITY OF YAKIMA
Legal Description (abbreviated I e. lot, block, plat or section, township, range)
Parcel A, Ptn of Lot 7, CI IAS SIMPSON'S FIVE ACRE TRACTS, A-64;
Parcel B, Ptn of Gordon's HiGHWAY TRACTS, 1-22 AND Ptns of Lots 12
and 16, 1-22; Parcel C, Ptn of the NW'/4 of the SE1/4, Sec. 26, Twn 13, Rg 18;
Parcel D, Ptn of the SW'/4 of the NE'/4, Sec 21, Twn 13, Rg 18
YAKIMA COUNTY, WASHINGTON
® Additional legal description is on Exhibit "A" of document, Pages 3 - 6
Assessor's Property Tax Parcel/Account Numbers
191329-31549, 181312-44412, 181326-4205I,and 181321-13014
COUNTY XNEFE TAX
DATE Fa3 2 7 2014
PAID $ I � c: G l . 09
REC. NQ. — 4 3 4763
BY
Yakiuta County Treasurer's Office
Yakima County Auditor
File # 7832289
Para 1 of 7
BARGAIN AND SALE DEED
The Grantor, TIGER OIL CORPORATION, an Idaho corporation, whose address
is PO Box 772, Meridian, Idaho 83680, for and in consideration of Ten Dollars ($10.00)
and other good and valuable consideration, in hand paid, bargains, sells, and conveys to the
Grantee, CITY OF YAKIMA, a municipal corporation, whose address is 129 North 2"
Street, Yakima, Washington 98901, the following -described real estate, situated in the
County of Yakima, State of Washington:
Legal Description of Property attached hereto as Exhibit "A".
And all improvements thereon.
(the "Property")
Grantee acknowledges that Grantor has not occupied the Property since
approximately 2002 and has incomplete knowledge of its condition or whether or not any
defects exist thereon. GRANTOR DOES NOT WARRANT, EITHER EXPRESSLY
OR IMPLIEDLY, THE CONDITION OR FITNESS OF THE PROPERTY
CONVEYED HEREUNDER (ANY SUCH WARRANTY BEING HEREBY
EXPRESSLY NEGATED) AND GRANTEE ACCEPTS SAID PROPERTY "AS IS,
WHERE IS, WITH ALL FAULTS" INCLUDING, BUT NOT LIMITED TO, THE
ENVIRONMENTAL CONDITION OF THE PROPERTY.
IN WITNESS WI -HEREOF, the Grantor has caused its name to be signed to these
presents by its duly authorized officer or representative as of the date first above written.
DATED this f 5rday of Gr- , 2014.
GRANTOR:
TIGER OIL CORPORATION,
an Idaho corporation
BY:
� il1�r�r131-
C a
rles Conley
It's President
PAGE I
STATE OF IDAHO
ss
County of Ada
On this2/5r day of it4icLa.v , 2014, before me personally appeared
CHARLES CONLEY, to me known to be tk President of TIGER OIL CORPORATION,
that executed the foregoing instrument, and acknowledged the said instrument to be the free
and voluntary act of TIGER OIL CORPORATION, for the uses and purposes therein
mentioned, and on oath stated that he was authorized to execute the said instrument on behalf
of TIGER OIL CORPORATION.
GIVEN UNDER MY HAND AND OFFICIAL SEAL the day and year in this
certificate first above written.
Yakima Cniinty Ai irlitor
ary Pu l is_/ W Signature)
4/PeO
My commission expires.
PAGE 2
File # 7832289 Page 3 of 7
(Print Name)
MY COMMISSION EXPIRES
February 4, 2614
BONDEDTHRII NOTARY PIMA: UNDERWEUTERS
EXHIBIT A
PROPERTY CONVEYED
PARCEL A
1606 E. Nob Hill Blvd., Yakima
The West 165 feet of the North 125 feet of Lot 7, CHAS SIMPSON'S FIVE ACRE
TRACTS, recorded in Volume "A" of Plats, Page 64,
EXCEPT the West 20 feet,
AND EXCEPT the East 5 feet of the West 25 feet of the North 59 feet thereof.
AND the East 50 feet of the West 215 feet of the North 150 feet of Lot 7, CHAS
SIMPSON'S FIVE ACRES TRACTS, according to the official Plat thereof recorded
in Volume "A" of Plats, Page 64, records of Yakima County, Washington.
AND
Lot 7, C1 -IAS SIMPSON'S FIVE ACRE TRACTS, as recorded in Volume "A" of
Plats, Page 64,
EXCEPT the West 165 feet,
AND EXCEPT the South 348.8 feet,
AND EXCEPT the East 50 feet of the West 215 feet of the North 150 feet of said Lot
7.
AND EXCEPT the East 25 feet conveyed to YCW for road by deed recorded under
Auditor's File No 2571813.
Situate in Yakima County, State of Washington.
Yakima County Assessor's Parcel No. 191329-31549
PARCEL B
1808 N. First Street, Yakima
That part of GORDON'S HIGHWAY TRACTS, recorded in Volume "I" of Plats,
Page 22,
AND that part of the South 870.00 feet of the West %z of the Southeast '/, of the
Southeast VI of Section 12, Township 13 North, Rage 18, E.W.M., bounded as
follows.
Beginning at the Northeast corner of Lot 15 said Plat of GORDON'S HIGHWAY
TRACTS, 24' West reference bearing, along the Easterly line of said Plat of
GORDON' S
I-IIGHWAY TRACTS, ALSO BEING THE Westerly right of way line of North First
Street, 170 00 feet to a point which is 5 00 feet South 0°24' West of the Northeast
PAGE 3
YakimaLounty Auditor
File # 7832289 Page 4 of 7
..I. • I _
EXHIBIT A (Continued)
corner of Lot 12 of said Plat;
thence North 89°40' West, parallel with the Northerly line of said Plat, 155 00 feet;
thence North 0° 24' East 170.00 feet to the Easterly extension of the Northeast line of
Lot 15 of said Plat;
thence South 89°40' East 155 00 feet to the point of beginning.
TOGETHER WITH an easement for Ingress and egress over and across that part of
Lot 12, GORDON'S HIGHWAY TRACTS according to the official Plat thereof,
recorded in Volume "I" of Plats, Page 22, bounded as follows.
Commencing at the Northeast corner of said Lot 12, said point being on the Westerly
right of way line of the North First Street;
thence South 0° 24' West, reference bearing, along the Easterly line of said Lot 12,
also being the Westerly right of way line of North First Street, 5.00 feet to the point of
beginning,
thence South 0° 24' West 30.00 feet;
thence North 63°05'20" West 67.05 feet to a point which is 5.00 feet South 0° 24'
West of the Northerly line of said Lot 12 and 60.00 feet North 89°40' West of the
point of beginning;
thence South 89°40' East parallel with the Northerly line of said Lot 12, 60 00 feet to
the point of beginning
AND TOGETHER WITH a non-exclusive perpetual easement of ingress and egress
with the right to remove all existing improvements to improve and maintain with hard
permanent surface, and to provide curb cuts to abutting streets over and across the
following described property
Commencing at a point on the East boundary of Lot 16 of GORDON'S HIGHWAY
TRACTS, according to the official Plat thereof, recorded in Volume "I" of Plats, Page
22, records of Yakima County, Washington, 30 feet North of the Southeast corner
thereof;
thence Southerly along the East boundary 30 feet to the said Southeast corner;
thence Westerly along the South boundary of said Lot 16, 60 feet;
thence northeasterly in a straight line to the point of beginning.
Situate in Yakima County, State of Washington.
Yakima County Assessor's Parcel No 181312-44412
PAGE 4
I I File # 7832289 Page 5 of 7
EXHIBIT A (Continued)
PARCEL C
2312 W. Nob Hill Blvd., Yakima
The North 141 feet of the West 147 feet of the Northwest '/4 of the Northwest % of the
Southeast '/4 of Section 26, Township 13 North, Range 18, E.W.M.,
EXCEPT the North 26 feet and the West 20 feet,
AND EXCEPT those portions conveyed to the City of Yakima by Deeds recorded
October 16, 1964, under Auditor's File Nos. 2014381 and 2014382, and recorded
January 20, 1987 under Auditor's File No. 2787766.
AND that portion of the Northwest % of the Southeast '/4 of Section 26, Township 13
North, Range 18, E W.M., as described as follows:
Commencing at the Northwest corner of said subdivision;
thence South along the centerline of 24`i' Avenue South, a distance of 141.00 feet, said
centerline being the West line of said subdivision;
thence South 89°17'00" East a distance of 28.50 feet to the Easterly margin of said
24`1' Avenue South and the true point of beginning;
thence continuing South 89°17'00" East a distance of 118.50 feet;
thence North on a line parallel with the West line of said subdivision 115 00 feet to the
Southerly margin of Nob Hill Boulevard;
thence South 89°17'00" East along said Southerly margin a distance of 40.00 feet;
thence South a distance of 132 feet;
thence North 89°17'00" West a distance of 158.51 feet to the Easterly margin of 24`1'
Avenue South;
thence North along said Easterly margin a distance of 17.00 feet to the true point of
beginning.
Situate in Yakima County, State of Washington.
Yakima County Assessor's Parcel No. 181326-42051
PARCEL D
5511 Summitview Avenue, Yakima
The South 160 feet of the West 160 feet of the Southwest 1 of the Southwest ''/3 of the
Northeast'/ of Section 21, Township 13 North, Range 18 , E.W.M.,
Yakima County Auditor
PAGE 5
File 1! 7832289 Page 6 of 7
EXHIBIT A (Continued)
EXCEPT the South 40 feet and the West 30 feet for roads.
Situate in Yakima County, State of Washington.
Yakima County Assessor's Parcel No. 181321-13014
TOGETHER WITH all improvements thereon.
AGREEMENTS CONVEYED
1 All rights, if any, of Tiger Oil Corporation in the following agreements:
a. Confidential Amended Trust Agreement dated June 17, 2004, including
Tiger's right to use funds held in said account consistent with the terms of
said Confidential Amended Trust Agreement.
b. A Site Access Agreement between Tiger Oil Corporation and Three Sisters
Holding, LLC, dated May 24, 2012.
c. A License and Agreement for Site Access and Use between Tiger Oil
Corporation and Yakima SC Associates, LLC, dated May 24, 2102.
d. A License Agreement for Site Access between Tiger Oil Corporation and
M&E Company, dated July 23, 1997.
e. An Access Agreement between Tiger Oil Corporation and Three Sisters
Holding, LLC dated July 17, 2006.
K 11758875\00001117034_1-R1170360242X
Yakima County Auditor
PAGE 6
File # 7832289 Page 7 of 7
NOT ::' i3JEC r TO
4010 JTY E"- ETAX
DEP TY 7 EASURER
VOL. 11 8 0 APft 4-1986
RELEASE AND MUTUAL CONVEYANCE
I. RECITALS
JOHN MASSONG and RUBY RAE MASSONG (hereinafter jointly
"MASSONG") are husband and wife, residing at 1409 South 16th
Street, Yakima, Washington on real property owned by them and
legally described as:
Yakima County Assessor's Parcel Numbers:
191329-31547-4 an c,,, 91329-31548-2 comprising
1.10 acres of 'Bp1 ;;,Ch
7 arles Simpson 5 -acre
tracts South 257—feet of" N rth 382 feet of
West 165 feet of said LoI04 and the North 75
feet of South 348.8 feet of East 165.75 feet,
of said Lot 7, except the West 25 feet thereof
for county road.
0
TIGER OIL COMPANY is a Washington corporation in good
standing and currently the owner of a parcel of land situated
immediately to the north of the above-described MASSONG parcel,
commonly known as 1606 East Nob Hill Boulevard, Yakima, Washington
and legally described as:
Yakima County Assessor's Parcel Number:
191329-31549 comprising ]..49 acres of Lot 7,
Charles Simpson 5 -acre tracts, except the
West 25 feet thereof for county road; except
the South 348.8 feet and except the West 165
feet of the South 524 feet thereof.
B & C EQUIPMENT CO. is a Washington corporation in good
standing which owns no real estate affected by this document, but
has been named as a defendant in that litigation entitled "John
and Ruby Massong v Tiger Oil Company, et al" Yakima County Superior
Court Cause Number 85-2-01933-4 ("The Action").
WHEREAS the above parties have resolved certain
differences which have existed between them, and desire to fully
-1-
OFFICIAL RECORDS
vci 1180 040
A C R E I: 11 E N
ti
THIS AGREEMENT, made this_/day of / ;,• .,r %
19 �� , by and between TIGE1: OIL COMPANY, a Washington corporation,
and YAKI[MA COUNTY, A municipal corporation.
W ITNESSET H.
WHEREAS, Tiger Oil Company, Inc. has filed with the
Yakima County Planning Department an application for Use Distrirr
Reclassification requesting the following described real
property in Yakima County, Washington, to wit:
Lot 7, Charles Simpsons Five Acre Tracts, except
the West 165 feet, and except the South 343.8 feet,
as recorded in Volume A, page 64, plat records
of Yakima County, Washington.
be reclassified from Two -Family Residential (R-2) to Commercial
(C) under Yakima County Code, Title 15; and,
WHEREAS, the following described real property is
already zoned commercial and is owned by Tiger Oil Company
Incorporated
The West 165 feet of the North 125 feet of Lot
7, Charles Simpson's Five Acre Tracts, as
recorded in Volume A, page 64, plat records
of Yakima County, Washington; EXCEPT the
West 20 feet; AND EXCEPT the East 5 feet
of the West 25 feet of the North 59 feet.
WHEREAS, the purpose of the requested Use District
Reclassification is to allow the establishr.ent of commercial
uses on the property; and
WHEREAS, the property under consideration is served by a
twenty (20) foot half right-of-way for South 17th Street; and
-1-
OFFICIAL RECORDS ,r, IS 948
o f a ; Gi,.r�.k��`� `�i�!#.�"+> i21`t�'`x ioY'U �� r x x.814. • b.. yr y ,+r+ ap7'4]� � �'Gt`'�.'<�y� '}'a",%�;'J'�'::
•
1
WdEREAS, he parties to this agreement acknowledge that
it would be in the best public interest to improve the traffic
circulation patterns in the arca to insure safe and adequate
access to the property and help mitigate potential traffic
problems associated with future commercial development of the
property under consideration; now, therefore,
IT IS AGREED between the 1,artics that if rhe application
for Use District Reclassification is approved such that the
property above described is classified Commercial rather than
Two -Family Residential, then and in that event the following
provisions shall apply.
1) Tiger Oil Company, Incorporated, shall dedicate to
Yakima County an additional twenty five feet along
the entire East boundary of the property under con-
sideration to make a total of forty five (45) feet
of right-of-way for South 17th Street.
2) Tiger Oil Company, Incorporated, shall erect and main-
tain a sight obscuring fence along the entire South
boundary of the property already zoned Commercial,
and along the South boundary and the South 175 feet
of the West boundary of the property under consideration.
Said fence shall be constructed of a material other
than wood and the cumulative openings in the surface
face of the fence shall not exceed thirty (30) percent
of the surface face. Surface face shall be computed
as follows: Width times height of the surface area on
one side only.
3) No building shall be constructed closer than forty
(40) feet from the newly established centerline of
-2-
flr:Tfi I RFC0 fl
vot 158 949
wash
nrw
4)
South 17th Street, fifteen (15) feet from the rear
property line, and five (5) feet from any side
property line.
A sufficient number of parking spaces on the site
shall be provided to accommodate employees and visitors
in accordance with Section 15.64.010. Loading
and unloading areas shall be designed in such a manner
as to permit the pick-up and delivery of materials
without the necessity of any maneuvering being done on
public streets
5) Items not specified in this agreement shall be carried
out in accordance with requirements of Yakima County
Code, Title 15, and this agreement shall not affect
any other applicable provisions of Title 15, Yakima
County Code.
6) The limitations and requirements as expressed in this
agreement are subject to modification if the parties
hereto agree. Such modifications may be initiated
by the property owner and shall be processed in the
manner provided for Use District Reclassifications
under Title 15, Yakima County Code.
7) This agreement may be enforced by Yakima County by
an action in law or equity. A breach of this agreement
shall constitute a violation of Yakima County Code,
Title 15, and the Prosecuting Attorney shall take such
lawful action, legal and/or equitable, as is necessary
to prevent or remedy the breach of the terms and conditions
of this agreement.
8) This agreement shall be binding upon Tiger Oil Company,
Incorporated, their successors and assigns, and said owners
-3-
OFFICIAL RECORDS
VOL 1.058 950
and successors agree to incorporate this agreement in
any deed, instrument, or conveyance of any interest
in the land described herein as a covenant running with
the land
9) A copy of this agreement shall be recorded in the office
records of the Yakima County Auditor's Offirn at the
owners expense.
Ant ony T Elro , Presi.c ent
Tiger Oil Company, Inc.
Marc Tay or ]i ro Vice
President, Tiger Oil
Company, Incorporated
On this day personally appeared before me Anthony T. Elrod
des-
cribed
Marc Taylor Elrod to me 1;noc�nl to be the individuals
ed that they signed the same as their free
in and who executed the within and foregoing the eit,: _
and anduacknowledged act ag
and voluntary act and deed for the uses and purposes
mentioned. Given under my hand and official seal this
day1`9Q' .,J:
ofd—'
Notary Pu. is in an. or
of Washington, residing at
YAKIMA COUNTY
I ottmussioners
C airman,, Boar i ounty
em ,
!---�`G`• the Board
•
-4-
OFFICIAL RFCDCDS
YAKI?•4A 1J-:uwry
S
PLED BY •
A% M?G44-6d-,;dJ
.JAN 17 8 59 AM 'BO
C.141. I ATI-Ii=LD
AUDITOR
Vo11058 951
4
Return Address'
TODD REUTER
K & L GATES LLP
618 W RIVERSIDE AVENUE
SUITE 300
SPOKANE, WA 99201
IWIlil
* 'III , Ill SII
FILE# 7832290
YAKIMA COUNTY, NA
02/27/2314 03.18.32PM
ASSIGNMENT
PAGES. i
VALLEY TITLE GUARANTEE
Recording Fee_ 78.00
File No. 226897
Document Title(s) (or transactions contained herein).
ASSIGNMENT OF CONFIDENTIAL AMENDED TRUST AGREEMENT
Reference numbers of Documents assigned or released* Unrecorded
Additional Numbers on pages of documents, if applicable
Grantor(s) (Last, First, Initial(s)):
TIGER OIL CORPORATION
Additional names on page of document, if applicable
Grantee(s) (Last, First, Initial(s)).
CITY OF YAKIMA
Additional names on page of document, if applicable
Legal description (abbreviated• i e Lot, Block, Plat or Section, Township, Range
Parcel A. Ptn Lt. 7, CHAS SIMPSON'S FIVE ACRE TRACTS,"A"-64; Parcel B- Ptn.
GORDON'S HIGHWAY TRACTS, "I"-4 and Ptn. SE1/4 SE1/4 Sec. 12, Twn 13, Rg 18,
Parcel C Ptn SE/4 NW1/4 Sec. 26, Twn 13, Rg 18
Additional legal is on page of document
Parcel No. Parcel A: 191329-31549, Parcel B, 181312-44412; Parcel C 181326-42051
( [Emergency nonstandard document recording. I am requesting an emergency
nonstandard recording for an additional fee as provided in RCW 36.18 010 I understand
that the recording processing requirements may cover up or otherwise obscure some part of
the text of the original document.
Signature.
The Auditor/Recorder will rely on the information provided on the form. The staff will not
read the document to verify the accuracy or completeness of the indexing information
provided herein.
Ydwirria un1v Auditor
File4-7832290–.. .._._ — __P -age 1 -of 7
Return Address
TODD REUTER
K&L GATES LLP
618 W RIVERSIDE AVENUE
SUITE 300
SPOKANE WA 99201
Document Title- ASSIGNMENT OF CONFIDENTIAL AMENDED TRUST AGREEMENT
Assignor Assignee.
TIGER OIL CORPORATION
CITY OF YAKIMA
THIS ASSIGNMENT OF CONFIDENTIAL AM'D LADED T:UST AGREEMENT
("Assignment") is made and entered into as of the ; day o 2014,
by and between TIGER OIL CORPORATION, an Idaho corporation ("Tiger" .nd the
CITY OF YAKIMA, a municipal corporation (the "City").
WITNESSETH'
In consideration of the mutual covenants and conditions contained herein and other
good and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, the parties agree as follows:
1 Tiger is party to a Confidential Amended Trust Agreement effective by Tiger on June
17, 2004 including a December 2013 Amendment to Confidential Amended Trust
Agreement (collectively, the "Trust Agreement").
2 The Trust Agreement pertains to environmental conditions at three properties in
Yakima, WA. Those three properties (collectively, the "Property") are located at and
commonly known as 2312 W Nob Hill Boulevard, Yakima, WA: 1606 E. Nob Hill
Boulevard, Yakima, WA, and 1808 N. First Street, Yakima, WA.
3. The City has agreed to purchase the Property from Tiger and wants to take Tiger's
rights and obligations in and under the Trust Agreement.
4 To that end, Tiger hereby assigns to the City all Tiger's rights and obligations in and
under the Trust Agreement and the City hereby accepts all of Tiger's rights and
obligations thereunder,
PAGE 1
Yakima-eeunty Auditor --
=ire # 78199q0 _- Paje2 of 7
5. The City hereby agrees to indemnify, defend and hold harmless Tiger and Tiger's
officers, directors, shareholders, employees and agents, for, from and against any and
all claims, obligations, liabilities, demands, losses, damages, liens, causes of actions,
suits, costs and expenses (including attorneys' fees and court costs) relating to or in
any way arising from the Trust Agreement, including any obligation of Tiger thereunder
to perform environmental remediation work on the Site, including the Property The
terms and conditions of this paragraph shall expressly survive the City's purchase of
the Property and shall not merge with the provisions of any closing documents
IN WITNESS WHEREOF, the parties have executed this Assignment as of the date
first above written
ASSIGNOR.
TIGER OIL CORPORATION, an Idaho corporation
BY ./
Charles Conley
It's President
ASSIGNEE
CITY OF YAKIMA, a municipal corporation
B
Tonyurke
It's City Manager
PAGE 2
_Yakima County Auditor
File # 7832290 Page 3 of 7
Ci
STATE OF IDAHO
ss
County of Ada
On this t day of Y04) , 2014, before me personally appeared
CHARLES CONLEY, to me known to be tlf6 President of TIGER OIL CORPORATION,
that executed the foregoing instrument, and acknowledged the said instrument to be the
free and voluntary act of TIGER OIL CORPORATION, for the uses and purposes therein
mentioned, and on oath stated that he was authorized to execute the said instrument on
behalf of TIGER OIL CORPORATION.
GIVEN UNDER MY HAND AND OFFICIAL SEAL the day and year in this
certifice written
A."'"
." I AR I* I
O
puBOL
/////�/STATE
i1�o1
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STATE OF WASHINGTON
County of Yakima
;'44 %,,
--Nota•ublic
41.
My commission expires
ss
(Signature)
(Print Name)
MV COMMISSION EXPIRES
February 4, 3014
W),VDED THRI; 14OTARv Mi3LK: UYDERWR{TERS
On this j/51-1-- day of'lArttic.rc , 2014, before me personally appeared
TONY O'ROURKE, to me known to be t€ City Manager of CITY OF YAKIMA, that
executed the foregoing instrument, and acknowledged the said instrument to be the free
and voluntary act of CITY OF YAKIMA, for the uses and purposes therein mentioned, and
on oath stated that he was authorized to execute the said instrument on behalf of CITY
OF YAKIMA.
GIVEN UNDER MY HAND AND OFFICIAL SEAL the day and year in this
certificate first above written.
tottlinurr///
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PAGE 3
K 11753875\00001 \17034_TRt17034,42689
.._._Yakima County Auditor
File II 7832290
(Signature)
(Print Name)
My commission expires'2/74/1,4.
c Jz-/
Page 4 of 7
The West 165 feet of the North 125 feet of Lot 7, CHAS SIMPSON'S FIVE ACRE TRACTS,
recorded in Volume "A" of Plats, Page 64,
EXCEPT the West 20 feet,
AND EXCEPT the East 5 feet of the West 25 feet of the North 59 feet thereof,
AND the East 50 feet of the West 215 feet of the North 150 feet of Lot 7, CHAS SIMPSON'S
FIVE ACRE TRACTS, according to the official Plat thereof, recorded in Volume "A" of Plats,
Page 64, records of Yakima County, Washington.
Lot 7, CHAS. SIMPSON'S FIVE ACRE TRACTS, as recorded in Volume "A" of Plats, page
64,
EXCEPT the West 165 feet,
AND EXCEPT the South 348.8 feet,
AND EXCEPT the East 50 feet of the West 215 feet of the North 150 feet of said Lot 7,
AND EXCEPT. the East.25 feet conveyed to YCW for road by deed recorded under Auditor's
File No.2571813, records of 1(akima County, Washington.
(Parcel No. 191329-31549) ,
thence South 89°17'00" East a distance of 28.50 feet to the Easterly margin of said 24th
Avenue South and the true point of beginning;
thence continuing South 89°17'00" East a distance of 118.50 feet;
thence North on a line parallel with the West line of said subdivision 115.00 feet to the
Southerly margin of. Nob Hill Boulevard;
thence South 89°17'-00" East along said Southerly margin a distance of 40.00 feet;
thence South a distance of 132.00 feet;
thence North 89°17'00° West a distance of 158.51 feet to the Easterly margin of 24th Avenue
South; '
thence North along said Easterly margin a distance of 17.00 feet to the true point of
beginning.
(Parcel No. 181326-42051)
lakima County Auditor
Fife # 7832290 Page 5 of 7
The North 141 feet of the West 147 feet of the Northwest'/ of the Northwest Y4 of the
Southeast Y. of Section 26, Township 13 North, Range 18, E.W.M.,
EXCEPT the North 26 feet and the West 20 feet,
AND EXCEPT those portions conveyed to the City of Yakima by Deeds recorded October
16, 1964, under Auditor's File Nos. 2014381 and 2014382, and recorded January 20, 1987,
under Auditor's File No. 2787766.
AND that portion of the Northwest % of the Southeast Y4 of Section 26, Township 13 North,
Range 18, as described as follows:
Commencing at the Northwest corner of said subdivision;
thence South along the centerline of 24th Avenue South, a distance of 141.00 feet, said
centerline being the West line of said subdivision,
thence South 89°17'00" East a distance of 28.50 feet to the Easterly margin of said 24"'
Avenue South and the true point of beginning,
thence continuing South 89°17'00" East a distance of 118.50 feet;
thence North on a line parallel with the West line of said subdivision 115.00 feet to the
Southerly margin of Nob Hill Boulevard;
thence South 89°17'00" East along said Southerly margin a distance of 40.00 feet;
thence South a distance of 132.00 feet;
thence North 89°17'00" West a distance of 158.51 feet to the Easterly margin of 24th Avenue
South;
thence North along said Easterly margin a distance of 17.00 feet to the true point of
beginning.
(Parcel No. 181326-42051)
Yakima Cnilnty Auditor =ile # 7832290 Page 6 of 7
That part of GORDON'S HIGHWAY TRACTS, recorded in Volume "l" of Plats, Page 22,
AND that part of the South 870.00 feet of the West 1/2 of the Southeast 1/4 of the Southeast 1/4
of Section 12, Township 13 North, Range 18, E.W_M., bounded as follows.
Beginning at the Northeast corner of Lot 15 said Plat of GORDON'S HIGHWAY TRACTS,
24' West reference bearing, along the Easterly line of said Plat of GORDON'S HIGHWAY
TRACTS, ALSO BEING THE Westerly right of way line of North First Street, 170.00 feet to a
point which is 5.00 feet South 0°24' West of the Northeast corner of Lot 12 of said Plat;
thence North 89°40' West, parallel with the Northerly line of said Plat, 155.00 feet,
thence North 0°24' East 170.00 feet to the Easterly extension of the Northeast line of Lot 15
of said Plat;
thence South 89°40' East 155.00 feet to the point of beginning.
TOGETHER WITH an easement for ingress tad ogret Thr artaross that part of Let 12,
GORDON'S HIGHWAY TRACTSaccarding•to-ftm-ofttAT Plat Marto?, recorded in Volume
"I" of Plats, Page 22, bounded as follows:
Commencing at the Northeast corner of said t.ot>t2, said point being on the Westerly right of
way line of the North First Street;
thence South 0°24' West -reference bearing, along the Easterly line of said Lot 12, also
being the Westerly.right of way line of North First Street, 5.00 feet to the point of beginning;
thence South 0°24' West 30.00 feet;
thence North 63°0520" West 67,05 feet to a point which is 5.00 feet South 0°24' West of the
Northerly line of said Lot 12 and 60.00 feet North 89°40' West of the point of beginning;
thence South 89°40' East parallel with the Northerly line of said Lot 12, 60.00 feet to the
point of beginning.
AND TOGETHER WITH a non-exclusive perpetual easement of ingress and egress with the
right to remove all existing improvements to improve and maintain with hard permanent
surface, and provide curb cuts to abutting streets over and across the following described
property:
Commencing at a: point on the East boundary of Lot 16 of GORDON'S HIGHWAY TRACTS,-
according
RACTS;according to the official Plat thereof, recorded in Volume "I" of Plats, Page 22, records of
Yakima County, Washington, ao feet North of theSoutheastcorner thereof;
thence Southerly along said East boundary 30 feet to the said Southeast corner;
thence Westerly along the South boundary of said Lot 16, 60 feet;
thence Northeasterly in a straight line to the point of beginning.
(Parcel No. 181312-'14 412)
Yakima County Auditor
ile # 7832290 Page 7 of 7