HomeMy WebLinkAboutR-1992-D6173 I-82 / Irwin AgreementRESOLUTION NO.
73
A RESOLUTION: authorizing the execution of a Letter Agreement
with 1-82 Development Association, Diane Irwin,
and Jere Irwin concerning the development of an
industrial park area in the vicinity of 16th
Avenue and River Road.
WHEREAS, the City of Yakima wishes to foster economic
development within its boundaries pursuant to authority granted
by state law; and
WHEREAS, the City of Yakima desires to encourage the
development of an industrial park in the area bounded by 16th
Avenue, River Road, 6th Avenue, and SR 12; and
WHEREAS, the City of Yakima is in the process of securing
state and federal grant money for the purpose of installation of
public streets and water and sewer facilities to serve the
aforementioned industrial site area; and
WHEREAS, the City, the 1-82 Development Association, and
site property owners (Jere Irwin and Diane Irwin) desire to
agree among themselves on the terms and conditions of a property
appraisal to be performed by an independent contractor and the
distribution of such information, now, therefore,
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA:
The City Manager and City Clerk are hereby authorized and
directed to execute the attached and incorporated Letter
Agreement dated June 16, 1992 and its addendum, with Diane
Irwin, Jere Irwin, and 1-82 Development Association.
ADOPTED BY THE CITY COUNCIL thiskday of August, 1992.
ATTEST:
res/,I-82.jv
City Clerk
Mayor
June 16, 1992
VIA U.S. MAIL
Mr. Frederick C. Stouder
CITY OF YAKIMA
c/o Marketplace One
2001 Western Ave., Suite 555
Seattle, WA 98121-2114
Mr. Preston Shepherd
President
I-82 DEVELOPMENT ASSOCIATION
P.O. Box 1387
Yakima, Washington 98907
Re: 16th Avenue Property
Dear Gentlemen:
In response to your February 27, 1992, letter regarding Diane Irwin's and Jere
Irwin's (the "Owners") intentions with respect to the sale of their property
generally bounded by Sixth to Sixteenth Avenue, River Road and State
Route 12 (approximately 85 acres) in Yakima, Washington (the "Property"),
the Owners agree to enter into negotiations with I-82 Development
Association ("I-82") and/or the City of Yakima (the "City") for the sale of the
Property, upon the following conditions:
1. Purchase and Sale of the Property. The Owners agree to enter into
negotiations with I-82 and the City for the sale and purchase of the
Property upon the terms and conditions stated in this letter and at a
purchase price satisfactory to both parties.
2. Appraisal. The City and/or I-82 will commission an appraisal from
an independent MAI appraiser who will appraise the Property and
K:\CG1\JRN\12563JRN.LTR FINAL 06/15/92
Mr. Frederick C. Stouder
Mr. Preston Shepherd
June 16, 1992
Page 2
give his opinion of its fair market value based on the highest and best
use of the Property.
a. Criteria of the Appraiser. The City or I-82 shall choose an
appraiser based on the criteria stated in this paragraph.
1) The appraiser must have at least ten (10) years experience
as an MAI appraiser.
2) The appraiser must be currently licensed as an MAI
appraiser.
3) The appraiser must have experience appraising industrial and
retail property in the same geographic area as the Property.
b. The Cost of the Appraisal. I-82 or the City shall pay 100 percent
of the cost of the appraisal.
c. Criteria of the Appraisal.
1) The Owners, I-82 and the City shall be entitled to provide
input to the appraiser concerning the appraisal process, the
Property and the criteria to be applied in the appraisal,
including, without limitation, the requirement of
confidentiality.
2) The appraiser shall be required to establish an initial fair
market value ("Initial Value") of the Property within forty-
five (45) days of the date the appraiser is selected and prior
to developing a full and complete written report. The
Initial Value shall be communicated to the Owners, I-82 and
the City by written memorandum or letter.
3) A complete report shall not be prepared by the appraiser
unless and until this Agreement is extended pursuant to
Paragraph 4 below. If this agreement is so extended, then
the City or I-82 shall notify the appraiser to prepare a
complete report (the 'Report"), which shall be completed
within twenty (20) business days of being so notified.
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Mr. Frederick C. Stouder
Mr. Preston Shepherd
June 16, 1992
Page 3
3. Confidentiality. Until a binding, written contract for sale is agreed
upon, all negotiations, the Initial Value and the Report shall remain
confidential among the appraiser (as to the Initial Value and the
Report), the Owners, I-82 and the City. Only representatives of the
parties directly involved in the negotiations of the sale and purchase
of the Property may have direct or indirect access to any of the
information obtained in connection with the negotiations or appraisal.
The Owners must be kept apprised of all persons who have access to
any information provided in connection with the negotiations and the
location of all written reports and documentation. I-82 and the City
shall be obligated to monitor and enforce this requirement of
confidentiality.
The Owners understand that the City will be legally required to make
the appraisal available to the public three (3) years after the date of
the Report.
This agreement regarding confidentiality shall survive the termination
or expiration of this letter agreement.
4. Termination of Agreement. The obligations of I-82, the City or the
Owners to negotiate further or to enter into a purchase and sale
agreement shall terminate upon the occurrence of any of the
following:
a. if within twenty (20) business days after receiving the Initial
Value the Owners have not notified I-82 or the City in writing
that the Owners desire to proceed;
b. by written notice to the other, ten (10) days after any deadline
described in Paragraph 2, if the action required to be taken by
such deadline is not accomplished through no fault of the party
electing to terminate;
c. by written notice to the other, twenty (20) days after the Report
is provided to the parties;
d. by written notice to the other, by the non -defaulting party, in the
event of any default by any other party (the "City" and "I-82" shall
be considered to be one party for this purpose) under this
agreement;
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Mr. Frederick C. Stouder
Mr. Preston Shepherd
June 16, 1992
Page 4
e. by written notice to the other, when the terms and conditions
being negotiated for the purchase and sale of the Property are
unacceptable to one of the parties;
f. by written notice to the other, when another purchaser contracts
with the Owners to purchase the Property; or
g.
by written notice to the other, if no binding agreement has been
reached between the parties within ninety (90) days after the
date of the Initial Value, unless extended in writing by the
parties.
5. Listing of Property. Until such time as the Owners and I-82 enter
into a binding agreement to sell and purchase the Property at a firm,
mutually agreeable price, the Owners may list the Property for sale
and actively pursue and negotiate with other purchasers for the sale
of the Property.
6. Designated Representatives. For purposes of negotiating the
purchase and sale of the Property, the parties designate the following
persons to represent them in the negotiations for the sale and
purchase of the Property:
a. Jere Irwin designates Steven L. Alegria;
b. Diane Irwin designates Robert Trenner; and
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Mr. Frederick C. Stouder
Mr. Preston Shepherd
June 16, 1992
Page 5
c. The City and 1-82 designate Preston Shephard.
Please indicate your acceptance for the terms and conditions stated in this
letter by signing below in the appropriate place.
Very truly yours,
Diane Irwin
JRN:dsp
cc: Mr. Glenn Rice (via facsimile)
AGREED TO AND ACCEPTED
CITY OF YAKIMA
By: Date:
Title: Z.
c: TY CONTRACT NO. C:(0 SVA4' I -7
1-82 DEVELOPMENT ASSOCIATION
By:
- •
Preston Shepherd
President
K \CG1VRN\12563JRN.LTR
ATTEST:
Date:
City Clerk
/ et -- 2-
FINAL 06/15/92
Addendum to Agreement Dated
/6%
The signatories hereto are parties to an agreement dated CLQ---- -C ( 1 `
regarding a parcel of land known as the 16th Avenue Property. ch agreement
shall be deemed modified by this addendum to the extent stated herein.
The second paragraph of Section 3 of such Agreement shall be revised to read
as follows:
"Notwithstanding the provisions of the preceding paragraph, the Owners and
I-82 understand that the City may be legally required to make the appraisal, or any
other document or record relating to this transaction, available to the general public
pursuant to the laws of the State of Washington, including but not limited to, RCW
42.17. The City's obligations pursuant to the preceding paragraph shall be limited by
and subject to the laws of the State of Washington and shall not be construed to
obligate the City in any manner in excess of its authority under such laws, or in any
manner which is precluded by such laws."
The City agrees to notify the Owners and I-82 of any demand made upon the
City, under the public records laws of the State, for production, inspection or copying
of the appraisal or any other document relating to this transaction.
DATED .Tim 1992.
CITY OF YAKIMA
By:
Title:
ATTEST : Diane Irwin
City Clerk
re Irwin
I-82 DE
PMENT ASSOCIATION
BY:
Title: /7/2-L---5-7 6-77/1