HomeMy WebLinkAboutCastle Hill Purchase Agreement Documents
FOSTER PEPPER & SHEFELMAN PLLC
ATTORN~YS AT LAW
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TRANSCRIPT OF PROCEEDINGS
JEFFERSON COUNTY, WASHINGTON
$2,950,000
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REAL ESTATE CONTRACT AND SECURITY AGREEMENT
Contract Dated: March 15, 2002
Closing Date: March 15, 2002
Bond Counsel
FOSTER PEPPER & SHEFELMAN PLLC
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JEFFERSON COUNTY, WASHINGTON
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REAL ESTATE CONTRACT AND SECURITY AGREEMENT
Dated as of March 15,2002
Index of Proceedings
Document
Tab
Certified excerpts of the minutes of the meeting of December 17, 2001, of the
Board of County Commissioners authorizing execution of contract and downpayment................ 1
Certified excerpts of the minutes of the meeting of January 7,2002, of the Board of
COWlty Commissioners amending motion made on December 17,2001 ...................................... 2
Real Estate Purchase and Sal e Agreement .......................................................................................... 3
Recorded Real Estate Contract and Security Agreement..................................................................... 4
Closing Instructions...................... ................................ ........................ ........ .............................. .......... 5
Agreement Register ......................... .................................. ...... ............................................................ 6
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Owner's Title Policy .................................... ............... ......................................... .............. .............. .... 7
Certificates Relating to Debt Capacity .................... ............................... ...... ..................... ............. ..... 8
Signature Identification Certificate. ................ ..... ....................,............................ ................................ 9
Closing Certificate ..................................... .......................... ....... ........................................................10
Tax Exemption and Nonarbitrage Certificate .....................................................................................11
Internal Revenue Service Form 8038-0................, ...... ..................... ........... .......................................12
Legal Opinion................................................................................................................................. .....13
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503 U 131.01
1820 Jefferson Street
P.O. Box 1220
Port Townsend, WA 98368
Dan Tltternesll, District 1 Glen Huntlngford, District 2 Richard Wojt, District 3
February 11, 2002
CERTIFICATE OF THE CLERK OF THE BOARD
I, Lorna Delaney, do hereby certify that I am the duly chosen and qualified, Clerk of the County
Board of Commissioners of Jefferson County Washington, and keeper of the records ofthe County;
and I hereby further certify that the attached is a copy of the official records of Jefferson County:
Commissioners Meeting Minutes of December17, 2001
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IN WITNESS WHEREOF, I have hereunto set my hand and affIxed the official seal of the
County .
SEAL:
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Jefferson County, Washington
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Phone (360)385-9100 I 1-800-831-2678 Fax (360)385-9382 jefibocc@co.jefferson.wa.us
Commissioners Meeting Minutes: Week of December 17,2001
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Judi Morris advised that the Board has two options:
l) They can insist that the Drainage District repay the loan per their original agreement.
2) That the loan be established for one year under the given interest rates, and a new interest rate be
established each year. In the past, the County has set only one interest rate when loaning money to
other agencies.
Commissioner Titterness suggested that since the software can be used for other assessments in the future, a
certain percentage of the software costs be added to the Port Ludlow Drainage District's loan amount and
that the loan be extended. Judi Morris replied that she is not sure how they would be reimbursed in the
future when the software is used by other districts for assessments. Charles Saddler cautioned that it wasn't
the Drainage District's problem that the COWlty didn't have computer softwart' to meet their needs. He feels
that the acquisition of this software could feasiblely benefit all the citizens in the County at some future
time. David Alvarez added that the complicated methodology for the assessment created the need for the
software. A member of the Port Ludlow Drainage District Board pointed out that they did not make the
fmal decision on the methodology, the County Commissioners made that decision.
Chairman Huntingford mentioned that during the County Commissioners' discussion regarding the
assessment methodology it was decided that County roads and ditches would be excluded from the
assessment; but the County also stated that they wanted to share in the expense. He pointed out that if the
County pays for the software, it can be their contribution to offset some of the cost. He added that some
time in the future the County roads and ditches will have to be included in the assessment.
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Commissioner Titterness moved to adopt RESOLUTION NO. 97.01 amending Resolution No. 96-00 and
Resolution No. 22.01, to renegotiate a loan for the Port Ludlow Drainage District and that the County pay
for the assessment software from the General Fund. Commissioner Wojt seconded the motion which carried
by a unanimous vote.
The Board met in EXECUTIVE SESSION from 3:15 p.m. to 3:45 p.m. with the Prosecuting
Attorney, County Administrator, and Deputy County Administrator regarding Real Estate Negotiations. The
Board came out of Executive Session and took the following actions:
Acquisition of Real Estate; Castle Hill Facilities: Commissioner Wojt moved to grant the
Chainnan the authority to execute a contract for a total of $3.1 million dollars, a downpayment of $150,000,
and an annual payment of approximately $257,000 which includes both interest (6%) and principle.
Commissioner Titterness seconded the motion which carried by a unanimous vote.
Commissioner W ojt moved to grant Deputy County Administrator Gary Rowe authority to execute all
closing documents. Commissioner Tittemess seconded the motion which carried by a unanimous vote.
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Commissioners Meeting Minutes: Week of December 17, 2001
Commissioner Wojt moved to direct Jefferson County's Bond Counsel, Foster Pepper and Shefelman, to
prepare bond documents which include a bond ordinance. Commissioner Titterness seconded the motion
which carried by a unanimous vote.
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The meeting was recessed at the conclusion of the scheduled business and reconvened on
Wednesday morning for a workshop on the proposed fee ordinance. All three ~oard members were present.
Agreement re: Construction Services, Segment 2/Contract 1; Larry Scott Memorial Park,
Project No. CR1069; Jeffer.~l)n County Public Works; Seton Construction: (Item #7 on the Consent
Agenda) Commissioner Wojt moved to approve the contract for construction services with Seton
Construction. Corrimissioner Titterness seconded the motion which carned by a unanimous vote.
The meeting was recessed at the conclusion of the scheduled business and reconvened with all three
Board members present on Thursday afternoon for a workshop on the proposed Comprehensive Plan
amendments.
MEETING ADJOURNED
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JEFFERSON COUNTY
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Commissioners Meeting Minutes: Week of January 7, 2001
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Resignationfrom the Planning Commission,' John Hynson: Commissioner Wojt moved to
accept John Hynson's resignation effective immediately. Chairman Huntingford seconded the motion.
Chairman Huntingford and Commissioner W ojt voted for the motion. Commissioner Titterness voted
against the motion. The motion carried.
The Board met in EXECUTIVE SESSION from 10:05 to 10:20 a.m. with the Prosecuting
Attorney, COWlty Administrator, and Deputy County Administrator regarding Real Estate Negotiations.
Real Estate Negotiations: Castle Hill Mall Property: Commissioner Titterness moved to
amend the previous motion to enter into a real estate contract for the purchase of the Castle Hill Mall
property to say that the Purchase and Sale Agreement is the contract of sale and the Real Estate Contract
and Security Agreement is the Installment Contract. Commissioner W ojt seconded the motion which
carried by a unanimous vote. (See also minutes of December 17,2001.)
Participation in Permit Reform Pilot Project; Replacement of East Half of the Hood Canal
Bridge; the Transportation Permit Efficiency and Accountability Committee: The Board members agreed
that the County will be a "participating entity" in the coordinated review of the Hood Canal Bridge pilot
project. Chairman Huntingford will serve as the County's representative.
Advisory Board Appointment,' Substance Abuse Advisory Board; David Sullivan:
Commissioner Wojt moved to appoint David Sullivan to a 3 year term (term will expire on January 6,2005)
on the Substance Abuse Advisory Board. Commissioner Tittemess seconded the motion which carried by a
unanimous vote.
Rewrite of the Comprehensive Plan: Commissioner Tittemess asked the County
Administrator to research and fmd out if the State funding that the COWlty receives to update the
Comprehensive Plan can be used to re-write it to make it easier for the general public to read and
understand. The meaning and intent of the Comprehensive Plan would not change. Chairman HWltingford
asked for estimates on the amount of time and costs for a "language" update and for mandated updates.
Charles Saddler advised that he feels that re-writing the Comprehensive Plan will open the entire document
up for debate. Commissioner Tittemess stressed that this re-write should not change the intent, it is just
make it more readable. Charles Saddler advised that staff will review the request and report back to the
Board. Commissioner Wojt suggested that a page from the docwnent be re-written by anyone who is
interested to see if it can be done.
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REAL ESTATE PURCHASE AND SALE AGREEMENT
THIS REAL ESTATE PURCHASE AND SALE AGREEMENT ("Agreement") is made and
entered into as of ~<<"\.JAl<. '-I 1..1 , 2002, by and between James P. McCarron and
Noreen McCarron, husband and wife (collectively, the "Seller") and JEFFERSON COUNTY, a
municipal corporation and political subdivision of the State of Washington ("Buyer").
RECITALS
A. Seller is the owner of that certain real property commonly known as the Castle
Hill Property located in the City of Port Townsend, County of Jefferson, State of Washington.
The Property is more particularly described in EXHIBIT A attached hereto and incorporated
herein by this reference and shall be referred to hereafter as "the Property."
B.
Property.
Seller is desirous of selling the Property and Buyer is desirous of purchasing the
c. The Property has been appraiseci by a licensed real estate appraiser and a fair
market value acceptable to Buyer and Seller was arrived at by that licensed real estate appraiser.
D. On December 17, 2001 the Board of County Commissioners for Jefferson
County, acting in their legislative capacity in a public meeting, approved a motion authorizing
the Chair of the County Commissioners to execute this Agreement and thereby bind the Buyer.
Said Resolution also authorized the Chair of the County Commissioners or Gary Rowe, Director
of Central Services, as his designated representative, to execute on behalf of the Buyer all
documents necessary t6 effectuate the closing oftitle and the implementation of the Agreement.
E. On January 7, 2002, the Board of County Commissioners for Jefferson County in
public hearing authorized the Chair of the County Commissioners on behalf of Jefferson County
to execute and deliver to Seller at the closing of the purchase and sale of the Property an
mstallment Real Estate Contract to evidence Buyer's obligation to pay the balance of the
purchase price of the property not paid in cash at closing.
F. Seller wishes to transfer its right, title and interest in the Property to Buyer and
Buyer wishes to acquire said interest upon the terms and conditions contained herein.
G.
Buyer.
Implementation of this Agreement is in the best interests of the citizens of the
Now, THEREFORE, in consideration of the promises and mutual covenants contained
herein, and other valuable consideration, receipt and sufficiency of which are hereby
acknowledged, the parties hereto covenant and agree as follows:
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ARTICLE 1.
PURCHASE AND TRANSFER OF ASSETS
1.1 PROPERTY TO BE SOLD. Subject to and upon the terms and conditions set forth
in this Agreement, Seller shall sell, convey, assign, transfer and deliver to Buyer on the Closing
Date (as hereinafter defined) and Buyer shall buy, assume and accept from Seller on the Closing
Date the following assets and properties:
(a) all the Seller's right, title and interest in the Property described in
EXHIBIT A, unless Seller and Buyer mutually agree to convey a smaller area of the Property in
order for Seller to retain open space or park lands;
(b) all of Seller's right, title and interest in improvements and structures
located on the Property, if any;
(c) all of Seller's right, title and interest in and to tangible personal property,
if any, owned by the Seller and attached, appurtenant to or used in connection with the Property
("Personal Property");
(d) all of Seller's tenements, hereditaments, easements and rights appurtenant
to the Property including but not limited to, all of the Seller's right, title, and interest in and to
streets, alleys or other public ways adjacent to the Property, easements for public utilities, all
sewers and storm drainage easements, all rights of connection to the sewers, and all rights of
ingress and egress, and all leases, licenses, government approvals and permits affecting the
Property; and
Hereinafter, the items listed in Section 1.1 are collectively referred to as the "Purchased Assets."
ARTICLE 2.
PURCHASE PRICE
2.1 PURCHASE PRICE AND PAYMENT. The total purchase price for the Property shall
be Three Million One Hundred Thousand Dollars ($3,100,000.00) (the "Purchase Price"). The
Purchase Price shall be paid at Closing as follows: (a) One Hundred Fifty Thousand Dollars
($150,000.00) in cash; and (b) Two Million Nine Hundred Fifty Thousand Dollars
($2,950,000.00) by the delivery to Seller of an Installment Real Estate Contract executed by
Buyer payable in installments as described in Section 2.2.
2.2 INSTALLMENT PAYMENTS. On the Closing Date, Buyer shall deliver to Seller an
Installment Real Estate Contract executed by Jefferson County, Washington, in the total
principal amount of Two Million Nine Hundred Fifty Thousand Dollars ($2,950,000.00),
payable in quarterly installments of principal and accrued interest on unpaid principal at the rate
of six percent (6.00%) per annum on the dates shown in EXHIBIT B-Installment Payment
Schedule attached hereto (the "Real Estate Contract"). Any installment payment on the Real
Estate Contract that is more than seven (7) business days delinquent or late shall be accompanied
by a late payment fee of Two Thousand Five Hundred Dollars ($2,500.00). The Real Estate
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Contract shall (a) be in substantially the form of EXHIBIT C attached hereto, and (b) be delivered
to Seller with the approving legal opinion of Foster Pepper & Shefelman PLLC, Seattle,
Washington, municipal bond counsel, addressed to Buyer and Seller in substantially the form of
EXHIBIT D attached hereto.
2.3 PREPAYMENT OF REAL ESTATE CONTRACT PROHIBITED. Unless expressly
consented to by Seller in writing, Buyer shall not have the right to prepay any installment
payment or any portion thereof in advance of its due date under the Real Estate Contract.
2.4 ALLOCATION OF PURCHASE PRICE. Seller and Buyer agree that the entire
Purchase Price is allocable to real property and that the value of the Personal Property, if any, is
de minimis.
ARTICLE 3.
REPRESENTATIONS AND WARRANTIES OF THE PARTIES
3.1 WARRANTIES AND REPRESENTATIONS OF SELLER. Seller represents and
warrants as follows:
3.1.1 Definition of Seller. The Seller is a marital estate, as that term of art is
defined in the laws and case law of the State of Washington.
3.1.2 Execution, Delivery and Performance of Agreement, Authority. The
execution, delivery and performance of this Agreement by the Seller does not and will not
violate any provision of any law, rule, regulation, order, writ, judgment, decree or award to
which the Seller is a party or which is presently in effect and applicable to Seller. This
agreement constitutes the legal, valid and binding obligation of Seller enforceable against Seller
in accordance with the tenus thereof
3.1.3 Litigation. There is no pending, or the best of Seller's knowledge,
threatened lawsuit Or material claim against or relating to Seller with respect to the Property
which shall impede or materially affect Seller's ability to perform the terms of this Agreement.
There is no pending or, to the best of Seller's knowledge, contemplated condemnation or similar
proceeding with respect to the Property or any part thereof.
3.1.4 Assessments. There is no pending, or to the best of Seller's knowledge,
contemplated local improvement district or other special assessment or charge with respect to the
Property except as may be disclosed in the Title Commitment described below.
3.1.5 Full Disclosure. No representation or warranty by Seller in this
Agreernent or in any instrument, certificate or statement furnished to Buyer pursuant hereto, or in
connection with the transactions contemplated hereby, contains or will contain any untrue
statement of a material fact or fails to state a material fact which is necessary to make the
statements set forth therein not false or misleading.
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3.1.6 No Broker. No broker, finder, agent or similar intermediary has acted for
or on behalf of Seller in connection with this Agreement or the transactions contemplated
hereby, and no broker, finder, agent or similar intermediary is entitled to any broker's, finder's or
similar fee or commission in connection with this Agreement based on an agreement,
arrangement or understanding with Buyer or any action taken by Buyer.
3.1.7 Contracts. There are no contracts or other obligations outstanding for the
sale, exchange, transfer, lease, rental or use of the Property or any portion thereof except certain
Leases for portions of the Property between Sellers and 1) the Washington State Dept. of
Social & Health Services, 2) a business entity known as Medical Associates, 3) the Jefferson
County Department of Community Development and 4) the Jefferson County Health & Human
Services Division.
3.1.8 Future Agreements. From and after the date hereof unless this
Agreement is terminated in accordance with its terms, Seller shall not without the prior written
consent of Buyer:
(i) enter into any agreement, contract, commitment, lease or other
transaction that affects the Property in any way; or
(ii) sell, dispose of or encumber any portion ofthe Property;
3.1.9 Maintenance of the Property. Seller shall continue to maintain the
Property in compliance with all applicable laws and pay all costs of the Property with respect to
the period prior to Closing. Seller shall maintain between the date this Agreement is executed
and the Closing Date and with respect to the Property a policy of "hazard" or "general liability"
insurance in an amount equal to the fair market value of the Property as stated in Section 2.1
above. Seller will provide proof of such insurance to the Buyer within seven (7) days of the date
when the last party to this Agreement executes this Agreement.
3.1.10 Condition of the Property. Seller has not intentionally withheld any
material information concerning environmental matters with respect to the Property. To the best
of Seller's knowledge (i) there has been no generation, treatment, storage, transfer, disposal or
release of Hazardous Substances on the Property at any time during Seller's ownership or use
thereof; (ii) there are no underground storage tanks on the Property nor have underground
storage tanks been removed from the Property; and (iii) Seller is not aware of any facts which
would lead it to believe that there are any Hazardous Substances on the Property. For purposes
of this Agreement, the term Hazardous Substances shall mean: "hazardous substance" as defined
in the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as
amended ("CERCLA"); "hazardous waste" as defined by the Resource Conservation and
Recovery Act of 1976 ("RCRA") as amended; hazardous wastes, hazardous materials, hazardous
substances, toxic waste, toxic materials, or toxic substances as defined in state or federal statutes
or regulations; asbestos-containing materials, polychlorinated biphenyls; radioactive materials,
chemicals known to cause cancer or reproductive toxicity; petroleum products, distillates or
fractions; any substance the presence of which is prohibited by statute or regulation; and any
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substance for which any statute or regulation requires a permit or special handling in its use,
collection, storage, treatment or disposal.
3.1.11 Assistance with Due Diligence. Seller shall fully and promptly cooperate
with Buyer's due diligence activities; provided that such cooperation is at no additional expense
or liability to Seller. Seller shall promptly deliver to Buyer all documents and materials
concerning the Property which Buyer may request during the Due Diligence Period (as defined
in Section 5.2) that are in Seller's possession or control.
3.1.12 Risk of Loss. Until the Closing Date the risk of loss relating to the
Property shall rest with the Seller. After the Closing Date the risk of loss relating to the Property
shall rest with the Buyer. Any "Act of God," including, but not limited to, earthquakes, tremors,
wind, rain or other natural occurrence shall not alter the responsibilities, duties or obligations of
the person or entity holding at that time the risk of loss.
3.1.13 Work. No work has been performed or is in progress at, and no materials
have been furnished to, the Property which have not been paid for or will not be paid for in full
by Seller prior to the Closing Date.
3.1.14 Foreign Person or Entity. Seller is not a foreign person, nonresident
alien, foreign cOIporation, foreign partnership, foreign trust, or foreign estate, as those terms are
defined in the Internal Revenue Code and the Income Tax Regulations promulgated thereunder.
At Closing, Seller shall deliver to Buyer a certificate of nonforeign status in form required by the
Income Tax Regulations and reasonably acceptable to Buyer. In the event Seller shall not
deliver such certificate to Buyer at Closing, or shall not otherwise sufficiently evidence Seller's
exemption from withholding requirements, Buyer may withhold such amounts as may be
required under applicable law in order for Buyer to avoid any liability for Seller's tax obligations.
3.1.15 [DELETED]
3.1.16 Legally Subdivided Lot. As of Closing, the Property shall be a legally
subdivided lot.
3.1.17 Bankruptcy Matters. Seller has not made a general assignment for the
benefit of creditors, filed any voluntary petition in bankruptcy or suffered the filing of an
involuntary petition by its creditors, suffered the appointment of a receiver to take possession of
substantially all of its assets, suffered the attachment or other judicial seizure of substantially all
of its assets, admitted its inability to pay its debts as they come due, or made an offer of
settlement, extension or composition to its creditors generally.
3.1.18 Marketable Title. Seller has, as of the Effective Date, and will have as
of the date of Closing, good, marketable and indefeasible title to the Property subject only to the
matters set forth in this Agreement. Without in any way limiting the generality of the foregoing
representation, Seller further represents and warrants to Buyer (i) that no understanding,
agreement (either express or implied), or reasonable expectancy of agreement with respect to
sale, lease or other transfer of the Property exists between Seller and any third party, and (ii) that
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Seller is in no way restricted from negotiating and entering into an agreement with Buyer and
selling the Property to Buyer.
3.2 REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and
warrants as follows:
3.2.1 Organization. Buyer is a municipal corporation duly organized, validly
existing and in good standing under the laws of the State of Washington. Buyer has all requisite
corporate power and authority to carry on its business as it is now being conducted in the place
where such businesses are now conducted.
3.2.2 Execution, Delivery and Performance of Agreement, Authority. The
execution, delivery and performance of this Agreement by Buyer (i) is within the powers of
Buyer as a municipal corporation, (ii) has been or will be on or before the closing date, duly
authorized by all necessary action of the Board of County Conunissioners, and (iii) does not and
will not violate any provision of any law, rule, regulation, order, writ, judgment, decree or award
to which the Buyer is a party or which is presently in effect and applicable to Buyer.
3.2.3 Litigation. There is no pending or, to the best of Buyer's knowledge,
threatened lawsuit or material claim against or relating to Buyer that shall impede or materially
affect Buyer's ability to perform the terms of this Agreement.
3.2.4 Full Disclosure. No representation or warranty by Buyer in this
Agreement or in any instrument, document, certificate or statement furnished to Seller pursuant
hereto, or in connection with the transactions contemplated hereby, contains or will contain any
untrue statement of a material fact.
3.2.5 Condition of Property. Buyer acknowledges that, within the Due
Diligence Period, it will have conducted a physical inspection and made all investigations Buyer
deems necessary in connection with its purchase of the Purchased Assets, and that, as of the date
hereof, Seller has provided Buyer with copies of all reports in Seller's possession that have been
requested by Buyer. Upon waiver or satisfaction by Buyer of its contingencies pursuant to
Article 5, Buyer will be deemed to have approved the physical condition of the Property and
agrees to accept and purchase the same "AS IS, WHERE IS", including, without limitation, the
existence or non-existence of any pollutants, contaminants, hazardous waste, dangerous waste,
toxic waste, underground storage tanks or contaminated soil, or the actual or threatened release,
deposit seepage, migration or escape of such substances at, from or into the Property and the
compliance or noncompliance of the Property with applicable federal, state, county and local
laws and regulations including, without limitation, environmental laws and regulations. Buyer
acknowledges and agrees that, except to the extent of Seller's representations and warranties in
Section 3.1 of this Agreement, and to the extent of any fraud or deliberate misrepresentation by
Seller, Seller shall have no liability for, and that Buyer shall have no recourse against the Seller
for, any defect or deficiency of any kind whatsoever in the Property, without regard to whether
such defect or deficiency was discovered or discoverable by the Buyer or Seller.
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3.2.6 No Broker. No broker, finder, agent or similar intermediary has acted for
or on behalf of Buyer in connection with this Agreement or the transactions contemplated
hereby, and no broker, finder, agent, or similar intermediary is entitled to any broker's, finder's
or similar fee or commission in connection with this Agreement based on an agreement,
arrangement, or understanding with the Buyer or any action taken by the Buyer.
3.2.7 Alterations. Buyer shall not, until such time as all Installment Payments
have been made, make any alterations or take any actions, including, by way of example only,
the removal of structures, improvements or infrastructure, that would diminish the value of the
Property by more than ten percent (10%) of its fair market value at the time of the alteration or
action without the express written consent of the Seller.
ARTICLE 4.
TITLE MATTERS
4.1 TITLE. Seller shall deliver to Buyer good and marketable title, free and clear of
all liens, defects and encumbrances except the Permitted Exceptions.
4.1.1 Title Commitment. Buyer shall obtain a current AL T A form of
commitment for an owner's standard policy of title insurance (the "Title Commitment") issued
by Jefferson Title Company, Inc. (the "Title Company"), describing the Property, listing Buyer
as the prospective named insured and showing as the policy amount the total Purchase Price for
the Property. At such time as the Title Company causes the Title Commitment to be furnished to
Buyer, the Title Company shall further cause to be furnished to Buyer legible copies of all
instruments referred to in the Title Commitment as restrictions or exceptions to title to the
Property.
4.1.2 Survey. Prior to the expiration of the Due Diligence Period (as defined in
Section 5.2), Buyer shall the option to have prepared and furnished to the Title Company and
Buyer a survey (the "Survey") of the Property prepared by a licensed public surveyor. The
Survey shall be certified to Buyer and the Title Company, shall be satisfactory to the Title
Company so as to permit it to issue, only if requested by the Buyer, an owner's extended
coverage title policy, identify the Property by legal description and shall set forth the number of
square feet contained within the Property, show all natural monuments, existing fences, drainage
ditches and/or courses, flood plain limits, any building or other site improvements and/or objects,
any rights-of-way for streets, existing driveways, alleys or highways, easements and other
restriction lines existing and/or proposed which shall affect any portion of the Property, and such
other items as required by Buyer.
4.1.3 Review of Title Commitment and Survey. Buyer shall have until
fourteen (14) days after receipt of the last of the Title Commitment and the Survey (the "Review
Period") in which to notify Seller of any objections Buyer has to any matters shown or referred
to in the Title Commitment or Survey and of any title insurance endorsements required by Buyer.
Any exceptions or other items that are set forth in the Title Commitment or the Survey and to
which Buyer does not object within the Review Period shall be deemed to be permitted
exceptions ("Permitted Exceptions"). With regard to items to which Buyer does object within
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the Review Period, Seller shall notify Buyer within ten (10) days after Seller receives Buyer's
notice of objections of any exceptions to title or items on the survey which Seller is not able to
remove or otherwise resolve and any endorsements that Seller is not able to provide following
Buyer's request within the Review Period, and Buyer may, at Buyer's option, either waive the
objections not cured or Buyer may terminate this Agreement by notice to Seller.
Notwithstanding the foregoing, all monetary liens or encumbrances shall be paid by Seller at
Closing.
4.2 OWNER'S TITLE INSURANCE POLICY. At the closing, Seller shall provide Buyer
an owner's policy of title insurance issued by Title Company in the full amount of the purchase
price, effective as of the closing date, insuring Buyer that the fee simple title to the Property is
vested in Buyer, subject only to the usual printed exceptions contained in such title insurance
policy, to the matters approved by Buyer as provided herein, and to any other matters approved
in writing by Buyer. The obligation of Seller to provide the title policy called for herein shall be
satisfied if, at the closing, the Title Company has given a binding commitment, in a form
reasonably satisfactory to Buyer, to issue the policies in the form required by this section. Buyer
shall pay any sum owing to the Title Company for the preparation of the preliminary and binding
commitments generated by the Title Company.
4.3 CONVEYANCE. Seller shall convey to Buyer the title to the Property by "statutory
warranty fulfillment deed" in the form attached hereto as EXHIBIT E, subject only to the
Permitted Exceptions. Rights reserved in federal patents or state deeds, building or use
restrictions general to the district, and building or zoning regulations or provisions shall be
deemed Permitted Exceptions.
ARTICLE 5.
CONTINGENCIES
5.1 DUE DILIGENCE PERIOD. The obligations of Buyer under this Agreement are
subject to the satisfaction of the contingencies set forth in this Article 5. Buyer shall provide
Seller with written notice of Buyer's satisfaction or waiver of Buyer's inspections and feasibility
as provided in this Agreement on or before the end of the period set forth below for such
contingency ("Due Diligence Period"). In the event Buyer fails to deliver such written notice to
Seller before the Due Diligence Period lapses, Buyer's inspection and feasibility contingencies
shall be deemed not to be satisfied. In the event this Agreement terminates due to Buyer's
disapproval of its inspection and feasibility contingencies, neither party shall have any further
rights or obligations to the other hereunder. Buyer shall be the sole judge as to whether the
contingencies shall have been satisfied.
5.2 INSPECTIONS AND FEASIBILITY. The condition of the Property for Buyer's
contemplated use and the feasibility of such use shall meet the approval of Buyer, in Buyer's
sole discretion. The Due Diligence Period for this contingency shall be twenty-one (21) days
following the date of mutual execution of this Agreement. During the Due Diligence Period,
Buyer, its designated representatives or agents shall have the right at Buyer's expense to
(i) perform any and all tests, inspections, studies, surveys or appraisals of the Property deemed
necessary on any subject by Buyer (subject to the limitations set forth below); (ii) obtain a
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Phase I Environmental Assessment on the Property; (iii) examine all due diligence materials that
Buyer may request from Seller; (iv) determine to its satisfaction whether approvals, permits and
variances for the Project can be obtained under applicable land use and zoning codes for Buyer's
proposed development of the Project on the Property; and (v) and determine whether Buyer's
proposed development of the Project is economically feasible. In the event that a Phase I
Environmental Assessment or any other report, study, or analysis of the Property identifies any
adverse environmental condition existing or potentially existing on the Property, Buyer may
elect to extend the Due Diligence Period for an additional sixty (60) days for the purpose of
conducting a Phase II Environmental Assessment of the Property. In the event the Due
Diligence Period is extended as provided herein, the Closing Date shall also be extended for an
additional sixty (60) days.
5.3 RIGHT OF ENTRY. Buyer and Buyer's designated representatives or agents shall
have the right to enter the Property and conduct the tests, investigations and studies set forth in
this Article 5. Notwithstanding anything to the contrary herein, invasive tests of the Property
such as drilling or excavation shall be subject to Seller's prior written approval, which shall not
be unreasonably denied.
ARTICLE 6.
COVENANTS OF SELLER PENDING CLOSING
6.1 CONDUCT, NOTICE OF CHANGE. Seller covenants that between the date hereof
and the Closing, Seller shall take all such actions as may be necessary to assure that the
representations and warranties set forth in Article 3 hereof will be true and complete as of the
Closing Date (except such representations, warranties and matters which relate solely to an
earlier date), and all covenants of Seller set forth in this Agreement which are required to be
performed by it at or prior to the Closing shall have been performed at or prior to the Closing as
provided for in this Agreement. Seller shall give Buyer prompt written notice of any material
change in any of the information contained in the representations and warranties made in
Article 3 or elsewhere in this Agreement which occurs prior to the Closing Date.
ARTICLE 7.
COVENANTS OF BUYER PENDING CLOSING
7.1 CONDUCT, NOTICE OF CHANGE. Buyer covenants that between the date hereof
and the Closing, Buyer shall take all such actions as may be necessary to assure that the
representations and warranties set forth in Article 3 hereof will be true and complete as of the
Closing Date (except such representations, warranties and matters which relate solely to an
earlier date), and that all covenants of Buyer set forth in this. Agreement which are required to be
performed by it at or prior to the Closing shall have been performed at or prior to the Closing as
provided in this Agreement. Buyer shall give Seller prompt written notice of any material
change in any of the information contained in the representations and warranties made in
Article 3 or elsewhere in this Agreement which occurs prior to the Closing Date.
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ARTICLE 8.
CONDITIONS PRECEDENT TO BUYER'S OBLIGATIONS
All obligations of Buyer hereunder are subject to the fulfillment of each of the following
conditions at or prior to the Closing, and Seller shall exert its best efforts to cause each such
condition to be fulfilled:
8.1 DELIVERY OF DOCUMENTS. Seller shall have delivered to Buyer at or prior to
closing all documents required by the tenus of this agreement to be delivered to Buyer.
8.2 REPRESENTATIONS, WARRANTIES AND COVENANTS. All representations,
warranties and covenants of Seller contained herein or in any document delivered pursuant
hereto shall be true and correct in all material respects when made and as ofthe Closing Date.
8.3 OBLIGATIONS. All obligations required by the terms of this Agreement to be
performed by Seller at or before the Closing shall have been properly performed in all material
respects.
8.4 TITLE. Any and all matters shown or referred to in the Title Commitment to
which Buyer has objected within the time specified in Section 4.1, shall have been cured by
Seller, unless such objections have been waived by Buyer. The Title Company is irrevocably
committed to issue an owner's extended coverage policy of title insurance containing no
exceptions other than the Permitted Exceptions.
8.5 APPROVAL OF COUNSEL. Seller's counsel shall have approved this document as
to form as evidenced by such counsel's signature on this Agreement.
8.6 CONDEMNATION. No portion of the Purchased Assets shall have been taken or
damaged by any public or quasi-public body, and Seller shall not have transferred any portion of
the Purchased Assets to any such body in lieu of condemnation.
ARTICLE 9.
CONDITIONS PRECEDENT TO SELLER'S OBLIGATIONS
All obligations of Seller to close on the Closing Date are subject to the fulfillment of each
of the following conditions at or prior to the Closing, and Buyer shall exert its best efforts to
cause each such condition to be so fulfilled:
9.1 REPRESENTATIONS, WARRANTIES AND COVENANTS. All representations,
warranties and covenants of Buyer contained herein or in any document delivered pursuant
hereto shall be true and correct in all material respects when made and as of the Closing Date.
9.2 OBLIGATIONS. All obligations required by the terms of this Agreement to be
performed by Buyer at or before the Closing shall have been properly performed in all material
respects.
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9.3 DELIVERY OF DOCUMENTS. Buyer shall have delivered to Seller at or prior to
Closing all documents required by the terms of this Agreement to be delivered to Seller.
9.4 APPROVAL OF COUNSEL. Buyer's counsel shall have approved this
document as to form as evidenced by such counsel's signature on this Agreement.
ARTICLE 10.
CLOSING
10.1 CLOSING/CLOSING DATE. The Closing shall take place on , 2002,
or such earlier or later date as may be mutually agreed upon by the parties, unless the Closing
Date is delayed or extended pursuant to a written agreement executed by Buyer and Seller or
pursuant to Section 5.2. Upon execution ofthis Agreement, the parties agree to set up an escrow
account with Jefferson Title Company, Inc. (the "Escrow Agent"). The Escrow Agent shall
serve as closing agent for the transaction contemplated herein and closing shall occur in the
offices of Escrow Agent in Port Townsend, Washington. The title, right of possession and
interest to the Purchased Assets shall pass to Buyer upon the Closing Date and thereafter the risk
of loss thereof shall be the responsibility of Buyer.
10.2 PRORATIONS. All prorations, unless otherwise specifically provided for herein,
shall be made as of the Closing Date.
10.2.1 Closing Costs. Seller shall pay the cost of one-half (Yz) of the escrow fee
charged by the Closing Agent, any real estate excise or other transfer tax due, if any, and its own
attorneys' fees. Buyer shall pay one-half (Yz) of the escrow fee charged by the Closing Agent,
the cost of the preliminary and binding title commitments from the Title Company, the recording
fees for the deed and/or, by way of example, mortgage or deed of trust, and its own attorneys'
fees. Except as othelWise provided in this Section 10.2, all other expenses hereunder shall be
paid by the party incurring such expenses.
10.2.2 Taxes. Buyer is exempt by law from the payment of real property ad
valorem taxes, LIDs and assessments ("Taxes") on the Property. Seller is and remains liable for
the payment of such Taxes up to the Closing Date and any payments of Taxes unpaid on the
Closing Date will be paid from Seller's proceeds by the Escrow Agent on the Closing Date.
10.2.3 Lease or Rental Payments. Certain lease or rental payments will be pro-
rated between Seller and Buyer as of the Closing Date. The Buyer shall be entitled to receive a
credit at closing for the pro rata share, computed based upon the Closing Date, 1) of any rental or
lease payments made before the Closing Date [for the month that includes the Closing Date] by
either the Washington State DSHS or Medical Associates and 2) of any rental or lease payments
Buyer made on behalf of its agencies (Community Development and/or Health & Human
Services) to the Sellers.
10.2.4 UTILITY CHARGES. The Buyer and Seller agree to pro-rate any
applicable utility charges, which may include, by way of example, City of Port Townsend
charges and/or sewer, water and storm water charges as well as any applicable electric bills, to be
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collectively known as "utility charges." Since these 'utility charges' may be paid or unpaid at
the Closing Date and may be paid, by custom, prospectively or retrospectively, the Buyer and
Seller acknowledge that all such "utility charges" will be consolidated and computed in order to
create one positive or negative number for each party to this Agreement that will be paid by the
owing party on the Closing Date.
10.3 SELLER'S DELIVERY OF DOCUMENTS AT CLOSING. At the Closing, Seller will
deliver to the Escrow Agent a duly executed Deed in the fonn of Exhibit C attached hereto.
Seller will also deliver an executed Real Estate Contract to the Escrow Agent.
10.4 BUYER'S DELIVERY OF DOCUMENTS AND PURCHASE PRICE AT CLOSING. At the
Closing, Buyer will deliver to Seller in immediately available funds the cash payment of
$150,000.00, together with the duly authorized and executed Real Estate Installment Contract
and the approving legal opinion of Bond Counsel to the Buyer described in Section 2.2 hereof.
ARTICLE 11.
TERMINATION
11.1 TERMINATION BY EITHER PARTY. Either party may tenninate this Agreement if
a condition to its obligation to consummate the transactions contemplated by this Agreement as
set forth in Articles 8 and 9 has not been satisfied by the Closing Date. In that event, if neither
partyis in default under this Agreement, the parties shall have no further obligations or liabilities
to one another and all documents delivered into escrow shall be returned to the appropriate party.
ARTICLE 12.
MISCELLANEOUS PROVISIONS
12.1 NATURE AND SURVIVAL OF REPRESENTATIONS AND WARRANTIES. Each
statement, representation, warranty, indemnity, covenant, and agreement made by Seller and
Buyer in this Agreement or in any document, certificate or other instrument delivered by or on
behalf of Seller or Buyer pursuant to this Agreement or in connection herewith shall be deemed
the representation, warranty, indemnity, covenant and agreement of Seller and Buyer and shall
survive the Closing Date unless a different time period is expressly provided for in this
Agreement and all such statements are made only to and for the benefit of the parties hereto, and
shall not create any rights in other persons.
12.2 DEFAULT AND ATTORNEYS' FEES. In the event of default by either party to this
Agreement, the non-defaulting party shall have the right to bring an action for specific
perfonnance, damages and any other remedies available to such party at law or in equity. In the
event of any litigation hereunder, the Superior Court of Jefferson County, Washington shall have
the exclusive jurisdiction and venue.
12.3 TIME IS OF THE ESSENCE. Time is of the essence in the perfonnance of this
Agreement.
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12.4 NOTICES. Any and all notices or other communications required or permitted to
be given under any of the provisions of this Agreement shall be in writing and shall be deemed to
have been duly given upon receipt when personally delivered or sent by overnight courier or two
days after deposit in the United States mail if by first class, certified or registered mail, return
receipt requested. All notices shall be addressed to the parties at the addresses set forth below or
at such other addresses as any parties may specify by notice to all other parties and given as
provided herein;
If to Buyer:
Gary Rowe
Director, Central Services, Jefferson County
Jefferson County Court House
PO Box 1220
Port Townsend, W A 98368
With a copy to:
David Alvarez
Jefferson County Prosecuting Attorney
PO Box 1220
Port Townsend, W A 98368
If to Seller:
With a copy to:
Keith C. Harper
1206 Water Street, Suite B
Port Townsend, W A 98368
With a copy to:
12.5 ENTIRE AGREEMENT AND AMENDMENT. This writing (including the Exhibits
attached hereto) constitutes the entire agreement of the parties with respect to the subject matter
hereof and may not be modified or atnended except by a written agreement specifically referring
to this Agreement and signed by all parties hereto.
12.6 SEVERABILITY. In the event any portion of this Agreement shall be found to be
invalid by any court of competent jurisdiction, then such holding shall not impact or affect the
remaining provisions of this Agreement unless that court of competent jurisdiction rules that the
principal purpose and intent of this contract should and/or must be defeated, invalidated or
voided.
12.7 WAIVER. No waiver of any breach or default hereunder shall be considered valid
unless in writing and signed by the party giving such waiver, and no such waiver shall be
deemed a waiver of any prior or subsequent breach or default.
12.8 BINDING EFFECT. Subject to Section 13.12 below, this Agreement shall be
binding upon and inure to the benefit of each party hereto, its successors and assigns.
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12.9 LEGAL RELATIONSHIP. The parties to this Agreement execute and implement
this Agreement solely as Seller and Buyer. No partnership, joint venture or joint undertaking
shall be construed from this Agreement.
12.10 CAPTIONS. The captions of any articles, paragraphs or sections contained herein
are for pmposes of convenience only and are not intended to define or limit the contents of said
articles, paragraphs or sections.
12.11 COOPERATION. Prior to and after Closing the parties shall cooperate, shall take
such further action and shall execute and deliver further documents as may be reasonably
requested by the other party in order to carry out the provisions and purposes of this Agreement.
12.12 GOVERNING LAW. This Agreement and all amendments thereof shall be
governed by and construed in accordance with the laws of the State of Washington applicable to
contracts made and to be performed therein, without giving effect to its conflicts of law
provisions.
12.13 NON-MERGER. The terms and provisions of this Agreement will not merge in,
but will survive, the closing of the transaction contemplated under this Agreement.
12.14 AsSIGNMENT. Buyer shall not assign this Agreement.
12.15 NEGOTIATION AND CONSTRUCTION. This Agreement and each of its terms and
provisions are deemed to have been explicitly negotiated between the parties, and the language
in all parts of this Agreement will, in all cases, be construed according to its fair meaning and not
strictly for or against either party. All parties acknowledge and represent, as an express term of
this Agreement, that they have had the opportunity to obtain and utilize legal review of the terms
and conditions outlined in this Agreement, although each party must determine if they wish to
obtain and pay for such legal review. Each party shall be and is separately responsible for
paytnent of any legal services rendered on their behalf regarding legal review of the terms found
in this Agreement and any other legal services it may require up to and through the Closing Date.
12.16 EXHIBITS. The following Exhibits described herein and attached hereto are fully
incorporated into this Agreement by this reference:
Exhibit A
Exhibit B
Exhibit C
Exhibit D
Exhibit E
Legal Description
Installment Payment Schedule
Form of Installment Real Estate Contract
Form of Approving Legal Opinion
Form of Statutory Warranty Fulfillment Deed
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./
I
I
;,
EXECUTED as of the date and year first above written:
BUYER:
;rt1
SELLER:
Richard Wojt
Chair, Board of County
Commissioners
~I\ IQ,I?............... A
Jam P. K1cCarron }
/
/
fI~~
Noreen McCarron
Approved as to FOb
By cO~. /
Deputy Prosecuting Atto y
Date
Z Zb 0:2-
Approved as to Form:
By:
Attorney for the Seller
,
'2--2-6--02-
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STATE OF WASHINGTON
}
ss.
COUNTY OF JEFFERSON
On this day personally appeared before me Richard W ojt, to me known to be the Chair of
the Board of County Commissioners for JEFFERSON COUNTY, the municipal corporation and
political subdivision of the State of Washington that executed the foregoing instrument, and
acknowledged such instrument to be the free and voluntary act and deed of such municipal
corporation and political subdivision, for the uses and purposes therein mentioned, and on oath
stated that he was duly authorized to execute such instrument.
GIVEN UNDER MY HAND AND OFFICIAL SEAL this a~y of ~fJ. ~". ,.. . -, , 2002.
,..,..-............"" ~ \...fJ J ~
;~;.~..?~~~~" . '~L~(t - ~" [)Q~~
;' g-'.";r;F,\ON€"-t~.. ", L (SignaLlureOfNl\.tary) - ~(r
f -..J /~ ~~RY~"" ~ n R N A .' LJ e l...I1Nr; 1
I. : ~ ~O._ C/l : ~ (Legibly Print or Stamp Name ofNola1y)
I. '. - : iI
\, L.,:~.;.~./pj
" '''1'h.. ...... '#"./
'\,'(:' OFWpS _:" My commission expires
",'...............--
No~~ pub~pin and for the State of Washington,
resIdmg at (f') ~. T T M.J.r'n '5 D.AA...i2!
0/30/03
STATE OF WASHINGTON
}
ss.
COUNTY OF JEFFERSON
On this day personally appeared before me ~1"Vl(lx1 1/1 r fAfMfiVand
- known to me t9_ qe the Seller that executed the foregoing
instrument, and acknowledged such instrument to b~ free and voluntary act and deed for the
uses and purposes therein mentioned, and on oath stated that [he~ was duly authorized to
execute such instrument.
GIVEN UNDER My HAND AND OFFICIAL SEAL thiS2p- day of GivuJ..p'-:!.j , 2002.
~(I'I1/t<.uL/~
Nature of Notal)')
..J.I1N lU< . tL.f/1+() 1'30 It JR Nt?
.......__(Legibly Print or~mp Name of Notal)')
Notary publ~n and for the State of Washington,
residing at , 'b-1.J( 'f ~
My commission expires 0/ I ~ / lJ:S
I
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EXHIBIT A
Lee:al Description of the Property
BEING Certain real property located in the City of Port Townsend, Jefferson County, State of
Washington:
Parcel A: Those portions of Block 237 and 238, portions of vacated Grant and 6th Streets, and a
portion of Block C off the First Supplemental Plat of Eisenbeis Addition to the City of Port
Townsend, as per plat recorded in Volume 2 of Plats, page 24, records of Jefferson County,
Washington.
Situate in Jefferson County, State of Washington
Assessors Parcel Number 948323701.
BEING the same parcel conveyed to these Grantors by Special Corporate Warranty Deed from
Great Western Bank dated October 1, 1991 and recorded with the Jefferson County Auditor on
October 4, 1991 as Auditor's #344134 at Volume 349 Page 442.
ParcelB: Lots 1,2, 7 and 8, in Block 237, of the Supplemental Plat ofthe Eisenbeis Addition to
the City of Port Townsend, as per plat recorded in Volume 2 of Plats, page 24, records of
Jefferson County, Washington; together with the West half of vacated Grant Street adjoining,
pursuant to Ordinance #1764. Except that portion, if any, lying Southerly of the North 100 feet
of said Block 237.
Situate in Jefferson County, State of Washington
Assessors Parcel Number 948323702.
BEING the same parcel conveyed to these Grantors by Statutory Warranty Deed from Olympic
Hosts, Inc. dated June 4, 1992 and recorded with the Jefferson County Auditor on June 11, 1992
as Auditor's #350621 at Volume 376 Page 345.
Parcel C: Lots 1, 2, 7 and 8, in Block 238 of the Supplemental Plat of Eisenbeis Addition to the
City of Port Townsend, as per plat recorded in Volume 2 of Plats, page 24, records of Jefferson
County, Washington; together with the east half of vacated Grant adjoining, pursuant to
Ordinance #1764. Except that portion, if any, lying Southerly of the North 100 feet of said
Block 238.
Situate in Jefferson County, State of Washington
Assessors Parcel Number 948323801.
BEING the same parcel conveyed to these Grantors by Statutory Warranty Deed from Kevin P.
Larson, as his separate estate, dated April 18, 1989 and recorded with the Jefferson County
Auditor on April 20, 1989 as Auditor's #321129 at Volume 276, Page 611 AND conveyed again
to these Grantors in a Statutory Warranty Deed intended to rectify an error in the earlier Legal
Description by Kevin P. Larson, as his separate estate, recorded on September 11, 1996 as
Auditor's #394564 (Volume 560, Page 47) in the records of the Jefferson County Auditor.
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Parcel A described above is also subject to the following:
An ingress and egress easement (Auditor's Recording No. 263176) granted to A. Keith
Uddenberg and Eugenia M. Uddenberg, husband and wife on January 22, 1980.
A 24-foot wide easement, west to east, with the west line of said easement being the east edge of
Hendricks Streets granted on June 26, 1980 pursuant to Auditor's Recording No. 266309 to A.
Keith Uddenberg and Eugenia M. Uddenberg, husband and wife, their tenants, licensees and
employees.
An easement for the right to construct, operate, maintain, repair, replace and enlarge an
underground electric transmission and/or distribution system granted to Puget Sound Power &
Light Company on July 23, 1980pursuant to Auditor's Recording No. 266665.
An easement for the right to construct, operate, maintain, repair, replace and enlarge an
underground electric transmission and/or distribution system granted to Puget Sound Power &
Light Company on January 17, 1984 pursuant to Auditor's Recording No. 288092.
Parcels A, B and C described above are also subject to the following:
An ingress and egress easement recorded on December 28, 1983 at Auditor's Recording No.
287289. This document also refers to "Parking Easements and Right of Way" and "Maintenance
of Easement and Right of Way and Parking Areas," two Easements that prescribe and prohibit
certain activities.
The two Easements described in the paragraph above were originally described in detail in a
Purchase and Sale Agreement dated January 22, 1980 by and between Kevin Larson and A.
Keith Uddenberg and recorded as Auditor's mstrument No. 263175 in the records of the
Jefferson County Auditor on January 23, 1980.
A lease for a term of five years between these Sellers and the Department of Social and Health
Services dated May 14, 1999 and recorded on August 16, 1999 at Auditor's Recording No.
425895.
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EXHIBIT B
Installment Payment Schedule
Sale Amount $3,100,000
Down Payment $ 150,000
Amount Financed $2,950,000
Interest Rate 6% per annum
Year Pavment Interest PrincilJal Balance
2002 $257,500 $177,000 $ 80,500 $2,869,500
2003 257,500 172,170 85,330 2,784,170
2004 257,500 167,050 90,450 2,693,720
2005 257,500 161,623 95,877 2,597,843
2006 257,500 155,871 101,629 2,496,214
2007 257,500 149,773 107,727 2,388,487
2008 257,500 143,309 114,191 2,274,296
2009 257,500 136,458 121,042 2,153,254
2010 257,500 129,195 128,305 2,024,949
2011 257,500 121,497 136,003 1,888,946
2012 257,500 113,337 144,163 1,744,783
2013 257,500 104,687 152,813 1,591,970
2014 257,500 95,518 161,982 1,429,988
2015 257,500 85,799 171,701 1,258,287
2016 257,500 75,497 182,003 1,076,284
2017 257,500 64,577 192,923 883,361
2018 257,500 53,002 204,498 678,863
2019 257,500 40,732 216,768 462,095
2020 257,500 27,726 229,774 232,321
2021 246,260 13,939 232,321
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EXHIBIT C
Form of Real Estate Contract
A separate contract, entitled "Real Estate Contract and Security Agreement" and separately
executed by the Seller and the Buyer, is incorporated by reference into this "Real Estate
Purchase and Sale Agreement."
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EXHIBIT D
Form of Approvine: Lee:al Opinion
January _,2002
Jefferson County, Washington
James P. McCarron and Noreen McCarron
Port Townsend, Washington
Re:
Jefferson County, Washington, $2,950,000
Instalhnent Real Estate Contract dated
,2002
We have served as bond counsel to Jefferson County, Washington (the "County"), in
connection with the execution and delivery by the County of the above:-referenced Instalhnent
Real Estate Contract (the "Real Estate Contract"), and in that capacity have examined such law
and such certified proceedings and other documents as we have deemed necessary to render this
opinion. As to matters of fact material to this opinion, we have relied upon representations
contained in the certified proceedings and other certifications of public officials furnished to us,
without undertaking to verify the same by independent investigation.
The Real Estate Contract is executed and delivered pursuant to Resolutions Nos.
and of the County (the "Legislative Authorization") for general County
purposes to acquire the Property and evidence the obligation of the County to pay the balance of
the purchase price thereof.
The Real Estate Contract is dated February -------y 2002, is in the principal amount of
$2,950,000, bears interest at the rate of 6% per annum, and is payable in annual instalhnents of
principal and accrued unpaid interest on each June 1, commencing June 1, 2002, to maturity of
the Real Estate Contract, and has such other provisions, all as set forth in the Real Estate
Contract.
Under the Internal Revenue Code of 1986, as amended (the "Code"), the County is
required to comply with certain requirements after the date of execution and delivery of the
Real Estate Contract in order to maintain the exclusion of the interest on the Real Estate
Contract from gross income for federal income tax pwposes, including, without limitation,
requirements concerning the qualified use of the Property financed with the Real Estate
Contract, limitations on investing gross proceeds allocable to the Real Estate Contract in higher
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yielding investments in certain circumstances and the arbitrage rebate requirement to the extent
applicable to the Real Estate Contract. The County has covenanted in the Real Estate Contract
to comply with those requirements. We have not undertaken and do not undertake to monitor
the County's compliance with such requirements.
Based upon the foregoing, as of the date of initial delivery of the Real Estate Contract to
the seller of the Property, it is our opinion that under existing law:
1. The COilllty is a duly organized and legally existing municipal corporation under
the laws of the State of Washington;
2. The Real Estate Contract is executed and delivered in full compliance with the
provisions of the Constitution and laws of the State of Washington and the Legislative
Authorization ofthe County;
3. The Real Estate Contract constitutes a valid general obligation of the County,
except only to the extent that enforcement of payment may be limited by bankruptcy,
insolvency or other laws affecting creditors' rights and by the application of equitable principles
and the exercise of judicial discretion in appropriate cases; and
4. Assuming compliance by the County after the date of execution and delivery of
the Real Estate Contract with applicable requirements of the Code, the interest on the Real
Estate Contract is excluded from gross income for federal income tax purposes and is not an
item of tax preference for purposes of the alternative minimum tax applicable to individuals.
We express no opinion regarding any other federal tax consequences of receipt of interest on the
Real Estate Contract.
We bring to your attention the fact that the foregoing opinions are expressions of our
professional judgment on the matters expressly addressed and do not constitute guarantees of
result.
Respectfully submitted,
FOSTER PEPPER & SHEFELMAN PLLC
By
William G. Tonkin
D-2
Real Estate Purchase and Sale Agreement
50296549.03
McCarron to Jefferson County
EXHIBIT E
Statutory Warranty Fulfillment Deed
WHEN RECORDED RETURN To:
Gary Rowe
Director, Central Services
Jefferson County Court House
1820 Jefferson Street, PO Box 1220
Port Townsend, W A 98368
ST ATUTORY WARRANTY FULFILLMENT DEED
THE GRANTORS, James P. McCarron and Noreen McCarron, husband and wife, a
marital estate, for and in consideration of THREE MILLION ONE HUNDRED THOUSAND
DOLLARS EVEN ($3,100,000.00) in hand paid, convey and warrant to Jefferson County, a
municipal corporation, ("Grantee") having its principal business address at PO Box 1220,
1820 Jefferson Street, Port Townsend, W A 98368 the following described real estate, situated
in the County of Jefferson, State of Washington:
See EXHIBIT "A" attached.
This Deed is given in fulfillment of that certain real estate installment contract between the
parties hereto dated ,2002, and the covenants of warranty herein contained
shall not apply to any title, interest or encumbrance arising by, through or under the Grantee
in said contract, and shall not apply to any taxes, assessments or other charges levied,
assessed or becoming due subsequent to the date of the real estate installment contract.
Dated:
, 2002
James P. McCarron
Noreen McCarron
D-l
Real Estate Purchase and Sale Agreement
50296549.03
McClIlTOn to Jefferson County
STATE OF WASHINGTON
}
55.
COUNTY OF JEFFERSON
On this day personally appeared before me and
to me known to be the individual or individuals described in
and who executed the within and foregoing instrument, and acknowledged that
signed the same as free and
voluntary act and deed, for the uses and purposes therein mentioned.
GIVEN UNDER My HAND AND OFFICIAL SEAL this day of
2002.
(Signature of Notary)
(legibly Print or Stamp Name of Notary)
Notary public in and for the State of
Washington, residing at
My commission expires
D-2
Real Estate Purchase and Sale Agreement
50296549_03
McCarron to Jefferson County
B3/14/2BB2 16:48 36B3859195
JEFFCO INFO SERV
PAGE B3
.;'
Castle Hill Property Payment Schedule
Pmt.". Month Year P'ayment Int....&t Principal Balance
38 September 2011 $ 64,000 $ 29,738 S 34,262 $1,948,282
39 December 2011 $ 64,000 $ 29,224 $ 34,776 $1,913,506
40 March 2012 $ 64,000 $ 28,703 $ 35,297 $ 1,878,209
41 June 2012 $ 64,000 $ 28,17:3 $ 35,827 $1,842,382
42 September 2012 $ 64,000 $ 27,636 $ 36,364 $1,806,018
43 December 2012 $ 64.000 $ 27,090 $ 36,910 $1,769,108
44 March 2013 $ 64,000 $ 26,537 $ 37,463 $1,731,645
45 June 2013 $ 64,000 $ 25,975 $ 38,025 $1,693,620
46 september 2013 $ 64,000 $ 25,404 $ 38,596 $1,655,024
47 December 2013 $ 64,000 $ 24,825 $ 39,175 $1,615,849
48 March 2014 $ 64,000 $ 24,238 $ 39,762 $ 1,576,087
49 June 2014 $ 64,000 $ 23,641 $ 40,359 $1,535,728
50 September 2014 $ 64,000 $ 23,036 $ 40,964 $1,494,764
51 December 2014 $ 64,000 $ 22.421 $ 41,579 $ 1,453,1 8a
62 March 2015 $ 64,000 $ 21,798 $ 42,202 $1,410.983
53 June 2015 $ 64,000 $ 21,165 $ 42,835 $1.368,148
64 September 2015 $ 64.000 $ 20,522 $ 43,478 $1,324.670
56 Oeoember 2015 $ 64.000 $ 19,870 $ 44,130 $ 1,260,540
56 March 2016 $ 64,000 $ 19,208 $ 44,792 $1,235.749
57 June 2016 $ 64,000 $ 18,536 $ 46,464 $1,190,285
'--.~. 58 September 2016 $ 64,000 $ 17,854 $ 46,146 $1,144,139
59 December 2016 $ 64.000 $ 17,162 $ 46,838 $1,097,301
60 March 2017 $ 64,000 $ 16,460 $ 47,540 $1,049,761
61 June 2017 $ 64.000 $ 15,746 $ 48,254 $1,001,507
62 September 2011 $ 64,000 $ 15.023 $ 48,977 $ .952,530
63 December 2017 $ 64,000 $ 14,268 $ 49,712 $ 902.818
64 March 2018 $ 64,000 $ 13,542 $ 50,458 . $ 852,360
65 June 201 e $ 64,000 $ 12,785 $ 51,215. $ 801,145
..
66 September 2018 $ 64,000 $ 12,011 $ 51.983 $ 749,162
67 December 2018 $ 64,000 $ 11,237 $ 52,763 $ 696,400
66 March 2019 $ 64,000 $ 10,446 $ 53.554 $ 642.846
69 June 2019 $ 64,000 $ 9,643 S 54,361 $ 588.489
70 September 2019 $ 64,000 $ 8,827 $ 55,173 $ 533,316
71 December 201 Q $ 64,000 $ 8,000 $ 66,000 $ 477,316
72 March 2020 $ 64.000 $ 7;160 $ 56,840 $ 420.475
73 June 2020 $ 64,000 $ 6,307 $ 57,693 $ . 362,782
74 September 2020 $ 64.000 $ 6,442 $ 58,558 $ 304,224
75 December 2020 $ 64,000 $ 4,563 $ 59,437 $ 244,788
76 March 2021 $ 64,000 $ 3,672 $ 60,328 $ 184,459
n June 2021 $ 64,000 $ 2,767 $ 61,233 $ 123,226
78 September 2021 $ 64.000 $ 1,848 $ 62,152 $ 61,075
79 December 2021 $ 61,991 $ 916 S 61,075 $
Prepared by Gary Rowe 3/8/2002
Page 2
83/14/2882 1~..:.~..._,}683B59195
.'
JEFFCO INFO SERV
Castle Hill Property Payment Schedule
Sale Amount $
OOWll Payment S
Amount Financed $
Interest Rate
Pmt 1# Month
1 June
2 September
3 December
4 March
6 June
6 September
7 Dacember
8 March
9 June
'6f1t ,ftt 10 10 september
11 December
12 March
13 June
14 September
q S 1 \1 'l,.. 15 December
16 March
17 June
18 September
1 9 December
20 March
21 June
22 September
23 December
24 March
25 June
26 September
27 December
28 March
29 June
30 September
31 December
32 March
33 June
34 September
35 December
36 March
31 June
Ye.r
2002 $
2002 $
2002 $
2003 $
2003 $
2003 $
2003 $
2004 $
2004 $
2004 $
2004$
2005 $
2005 $
2005 $
2005 $
2006 $
2006 $
2006 $
2006 $
2007 $
2007 $
2007 $
2007 $
2008 $
2008 $
2008 $
2008 $
2009 $
2009 $
2009 $
2009 $
2010 $
2010 $
2010 $
2010 $
2011 $
2011 $
, Payment Interest Principal Balance
64.000 $ 44,250 $ 19,750 $2.930,250
64,000 $ 43,954 $ 20,046 $2,910,204
64,000 $ 43,663 $ 20.347 $2.889.857
64,000 $ 43,348 $ 20,652 $ 2,869,205
64,000 $ 43,038 $ 20,962 $ 2,848,243
64,000 $ 42,724 $ 21,276 $2,826,966
64.000 $ 42404 $21.596 'j2,805,371
64,000 '$ 4t081 $ 21,919 '"l2,783,451
64,000 $ 41,762 $ 22,248 $2,761,203
64,000 $ 41,41B $ 22.582 $2.738.621
64,000 $ 41,079 $ 22,921 $2,115,701
64,000 $ 40,736 $ 23,264 $2,692,436 ~~6 (,.."e"
64,000 $ 40,387 $ 23,613 $ 2,668,823 Cf~.l'" 'l-
64.000 $ 40,032 $ 23,968 $ 2,644,855
64,000' $ 39,673 $ 24,327 $ 2,620,528
64,000 $ 39,308 $ 24,692 $2,595,836
64,000 $ 38,938 $ 26,062 $2,570,773
64,000 $ 38,562 $ 25,438 $ 2.545,335 _
64,000 $ 38,180 $ 25,820 12.q1~,515 .
64,000 $ 37,793 $ 26,207 $2,493,308
64,000 $ 37.400 $ 26,800 $2,466,707
64,000 $ 37,001 $ 26.999 $2,439,708
64,000 $ 36.596 $ 27,404 $2,412,303
64,000 $ 36,185 $ 27,815 $2,384,488
64,000 $ 35,767 $ 26,233 $2,356,255
64.000 $ 35.344 $ 28,656 $2,327,599
64.000 $ 34,914 $ 29,086 $2,298,513
64,000 $ 34.478 $ 29,522 $ 2,268,991
64,000 $ 34.035 $ 29,965 $2,239,026
64,000 $ 33,585 $ 30,415 $2,208,611
64,000 $ 33,129 $ 30,871 $2,1n,740
64,000 $ 32,666 $ 31,334 $2,146,406
64,000 $ 32,196 $ 31,804 $2,114,602
64,000 $ 31,719 $ 32,281 $2.082,321
64,000 $ 31,235 $ 32.765 $2,049,556
64,000 $ 30,743 $ 33,267 $2,016,300
64.000 $ 30,244 $ 33,756 $1.982.544
3,1OP,OOO,OO
1~,OOO.00
2,9 ,000.00
6.00% per annum
PAGE 82
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Prepared by Gal)' Rowe 3/6/2002
.. Jefferson COytlty Excise T~ ~
'-Aft #" ~4 2 08 . Date 8; J!, ~B-
T~Amt$ .3,'I1J.W.~
B. Deputy Treasurer 453552
RECORDED AT THE REQUEST OF: III1III1IIII
AND AFfER RECORDING RETURN TO: ~"1ij,~ ::,11"
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Foster Pepper & Shefelman PLLC
III1 Third Avenue, Suite 3400
Seattle, WA 98101
Attn: Brian J. Danzig
REAL ESTATE CONTRACT AND SECURITY AGREEMENT
R-56 50 9 (Installment COlltract)
Grantor:
James P. McCarron and Noreen McCarron, husband and
wife
Grantee:
Jefferson County, a municipal colpOration and politieal
subdivision of the State of Washington
Abbreviated Legal
Description:
Also known as the "Castle Hill" property, but see below for
the Assessor's PlIJ'Cel Numbers (or "APN's'') given to this
real property by the Jefferson County Assessor's Office.
'--"
Complete legal description Exhibit A
Assessor's Tax PlIJ'Cel ID#: 948323701; 948323702; 948323801
Reference # (If applicable): N/A
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1'''JP!ll'IP~::".
REAL ESTATE CONTRACT AND SECURITY AGREEMENT
(Installment C(lDtrac:t)
TInS REAL ESTATE CONTRACT AND SECURITY AGREEMENT (this
"Contractn) dated as of March 15, 2002, is entered into by and between JAMES P.
MCCARRON AND NOREEN MCCARRON, husband and wife ("Seller") and
JEFFERSON COUNTY, a municipal cOlpOration and political subdivision of!hc State of
Washington ("BUyer").
I. SPEClFlC TERMS
J.J PARTIES, PROPERTY AND PURCHASE PRICE:
Inception Date:
Seller:
March 15,2002
JAMES P. MCCARRON AND NOREEN
MCCARRON, husband and wife
4875 Highway 20
Port Townsend, W A 98368
Seller's Address:
Buyer:
JEFFERSON COUNTY, a municipal
corporation and political subdivision of !he State
ofWashinglon
Gary Rowe. Director, Central Services
Jefferson County
Jefferson County Court House
PO Box 1220
Port Townsend, W A 98368
.-
Buyer's Address:
Property:
See Bxhibit A attached hereto and incorporated
herein for legal description
Title to Be Conveyed:
Fonn of Deed:
Fee Simple Absolute
Statutory Warranty Fulfillment Deed. attached as
Exhibit B
Permitted Exceptions:
As set forth as Exhibit C
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G:lCentral Sc:rvic;eoIFlKilitics\PROJ.ECI'SICUlle Hill Acquisition\mcCllmln INSTALLMENT conuact 03152002.doe
Title Company:
Title Company's Address:
Itemization of Amount Financed:
] . Total Purchase Price:
2. Downpayment due on
Inception Date:
3. Balance Due and
Amount Financed:
IIIIIII1I1II :~~~5:,tp
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Jefferson Title Company, lne.
2205 Washington Street, PO Box 256
Port Townsend, W A 98368
$3,] 00,000.00
$]50,000.00
$2.950,000.00
Interest Rate:
].2 TERMS OF DEFERRED AMOUNT TO BE PAID TO SELLER:
Installment Periods:
First Installment Payment Date:
Installment Payment Dates:
Instal]ment Payment Amount:
Final Payment Date:
Final Payment AmOwtt:
Six percent (6.0%) per annum
There shall 'be quarterly Installment Payments
under this Contract, in addition to the
Downpayment and the Final Payment. See attached
payment scheduJe.
Jwte 1,2002.
Commencing on the First Installment Payment
Date, and thereafter on each September 1,
December 1, March I and June I up 10 and
including December], 202].
Sixty Four Thousand Dollars Even ($64,000.00)
December I, 2021, at which time the final payment
(the "Final Payment") and all remaining unpaid
principal, accrued and unpaid interest, and all other
amoWlts owing and unpaid shall be due and payable
in full.
Sixty One Thousand, Nine Hundred Ninety One
DollalS Even ($6] ,991.00)
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Late Charge:
Any installment payment on the Real Estate
Installment Contract that is more than seven (7)
business days delinquent or late shall be
accompanied by a late payment fee of Two
Thousand Five Hundred Dollars ($2,500.00)
Prepayment Provisions:
Buyer shall have the right to prepay all sums due
under this Contract pursuant to the tenns set forth in
Section 2.3 below.
2. GENERAL TERMS
2.1 AGREEMENT OF SALE. Seller agrees to sell and Buyer agrees to
purchase the Property, and all appurtenant rights, ellSC111ents and privileges, subject to the
Pennitted Exceptions and to any right, title, interest, lien or encumbrance attaching by,
through or under Buyer. on the terms, covenants and conditions herein contained.
2.2 PURCHASE PRICE. Buyer shall pay the Purchase Price to tbe order of
Seller in the manner set forth in the Specific Tenns. The deferred portion oflbe Purchase
Price that Buyer is to pay to the Seller shall be paid in the Installment Payment AmoWltS,
commencing on the First Installment Payment Date and continuing on each Installment
Payment Date thereafter until the Final Payment Date, at which time the Final Payment,
together with all outstanding principal and accrued and unpaid interest thCTCOn, shall be
due: and payable:. Each payment of the Installment Payment AmoWlts shall be applied
first to costs, expenses and Late Charges for which Buyer is then liable hereunder, then to
accrued interest, and then to principal then due. Interest shall acClUe on the declining
principal balance. Any installment payment required by this Agreement that is more than
seven (7) business days delinquent or late shall be accompanied by a late payment fee of
Two Thousand Five Hundred Dollan ($2,500.00) as set forth in the Specific Terms.
2.3 PREPAYMENT.
2.3.1 PrepaymeDt Prohibited Wltbout CODleDt. Buyer shall have no
right to prepay any portion of the sums due under this Contract without the prior written
consent of Seller.
2.4 RETENTION OF TITLE, SECURITY. DEED. AND SECURITY
AGREEMENT. Seller's title to the Property shall remain in Seller, as security, until
conveyed to Buyer pursuant to this Contract. On payment and perfonnance of all
indebtedness and obligations of Buyer hereunder, Seller shall deliver, as set forth below,
its fulfillment deed, in the fonn of a statutoJ)' warranty deed, to Buyer subject to the
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Permitted Exceptions and any right, title. interest. lien or encumbrance attaching by,
through or under Buyer. This Contmct constitutes a security agreement as defined in the
Uniform Commercial Code and the remedies for any violation of the covenants, terms
and conditions of the agreements contained herein shall be: (1) as prescribed herein; or
(2) by general law; or (3) as to such part of the security which is also reflected in a
financing statement to be filed with the State of Washington and/or fixture filing to be
recorded with the Jcfferson County Auditor by the specific statutory consequences now
or hereafter enacted and specified in the Uniform Commercial Code, all at Seller's 50Ie
eJection. Buyer agrees to deliver to SeHer further assurances and UCC financing
statemenls, fixture filings. and statements of continuation as requested by Scller to further
evidence. perfect or confirm its rights under this Contract.
2.5 TITLE INSURANCE.
2.5.1 Buyer's Policy. Title Company shall deliver to Buyer at the
Inception Date an Owner's ALTA Standard Coverage policy of title insurance (the
"Buyer's Policy"), issued by Title Company in the face amount of the Purchase Price,
dated as of the Inception Date, insuring Buyer's title subject to the standard printed
exceptions and thc Permitted Exceptions, and including such endorsements as Buyer may
reasonably request. The requirement for the title policy called for herein shall be
satisfied if, at the Inception Date, Title Company has given a binding commitment, in a
form reasonably satisfactory to Buyer, to issue the Buyer's Policy in the fonn required by
thi s section.
2.5.2 SeDer's Polley. Title Company shall deliver to Sener at the
Inception Date an Owner's ALTA Standard Coverage policy of title insmance, or
Extended Coverage policy should Seller 50 request (the "Seller's Policy''), issued by Title
Company in the face amount of the Purchase Price, dated as of the Inception Date,
insuring Seller as vested in title to the Property. Seller's Policy must insure that this
Contract is a first lien on the Property, subject only to current taxes not yet due and
payable and the Permitted Exceptions, and inclUding such endorsements as Seller may
reasonably request. The legal description in Seller's Policy shall be identical in all respects
to the legal description set forth in Exhibit A to this Contract.
2.6 INCEPTION OF CONTRACT.
1.6.1 Inception. The Inception of this Conllaet shall occur in the office
of Title Company on the Inception Date. Buyer and Seller shall deposit in escrow with
Title Company all instruments. documents, and funds necessary to conunence the
transaction in accordance with this Contract.
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2.6.2 Iaception Costs. Closing Costs. Upon the Inception Date, Seller
shall pay the cost of one-half (Yz) of the escrow fee charged by the Title Company, any
real estate excise or other transfer tax due, if any, and its own attorneys' fees. and Buyer
shall pay one-half (Yz) of the escrow fee charged by the Title Company, the cost of the
preliminary and binding title commitments from the Title Company, the recording fees
for this Contract, and its own attorneys' fees. Except as otherwise provided in this
Section 2.6.2, all other expenses hereunder shall be paid by the party incurring such
expenses.
1.6.3 Tues. Buyer is exempt by law from the payment of real property
ad valorem taxes ("Taxes'') on the Property. Seller is and remains liable for the payment
of such Taxes up to the Inception Date and any payments of Taxes unpaid on the
Inception Date will be paid from Seller's proceeds by the Escrow Agent on the Inception
Dale.
2.6.4 Lease or Rental Payments. Certain lease or rental payments will
be pro-rated between Seller and Buyer as of the Closing Date. The Buyer shall be
entitled to receive a credit at closing for the pro rata share, computed based upon the
Closing Date, 1) of Wly rental or lease payments made before the Closing Date [for the
month that includes the Closing Date] by either the Wa.<lhington State DSHS or Medical
Associates and 2) of any rental or lease payments Buyer made on behalf of its agencies
(Community Development and/or Health & Human Services) to the Sellers. Seller and
Buyer shall jointly establish Wl escrow account with Title Company, and Seller shall
place therein a statutory warranty deed in fulfillment of this Contract.
Z.7 ESCROW ACCOUNT. Seller shall establish an escrow account with
Note World, and Seller shall place therein a statutory warranty deed in fulfillment of this
Connct. The deed deposited therein shall not be redelivered to Seller except in case of
a forfeiture of this Contract. The escrow account agreement further shall provide that the
statutory warranty fulfillment deed shall be delivered to Buyer upon fulfillment of this
Contract. The escrow account agreement further shall provide that in the event of death
of the last of the Sellers to survive, all payments to Seller hereunder shall be disbursed to
the Seller's Personal Representative on behalf of the Seller's Estate or as directed by the
Seller's Personal Representative.
2.8 POSSESSION. From and after the Inception Date, Buyer may enter upon
and take possession ofthe Property.
2,9 RISK OF LOSS. Buyer assumes all risk of loss for the complete or
partial destnJction or condemnation of the Property after the Inception Date. No loss,
dlUllage, destruction of, or condemnation of, all or part of the Property shall constitute a
failure of conl1ideration or a basis for rescission of this Contract, or relieve Buycr from its
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obligation to observe and perform all of the terms, covenants and conditions of this
Contract.
2.10 MAINTENANCE. Buyer shall keep and maintain the Property in good
repair, and shall not commit or suffer to be committed any waste or other willful damage
to or destruction of the Property or any portion thereof. Seller may inspect the Property
and any improvements thereon at any time with reasonable prior notice.
2.11 COMPLIANCE WITH LAWS AND RESTRICTIONS. Buyer shaH
faithfully observe, perfoon and comply with all laws, ordinances, roles and regulations of
every governmental authority affecting the Property; all easements, reservations,
restrictions, covenants and conditions of record affecting or pertaining to the Property;
and any declarations, rules, regulations and other documents which have been or arc
hereafter adopted with respect to thc Property. Buyer shall not use or permit any person
to use the Property for or in connection with any unlawful pwposc or in any manner
which causes a nuisance.
2.12 TRANSFER OF PURCHASER'S INTEREST. If Buyer transfers the
Property or any portion thereof to any person, whether such transfer is voluntary or
involuntary, Seller may declare the entire remaining balance of the Purcbase Price and all
accrued and unpaid interest thereon immediately due and payable. For the purposes of
this Contract, a "transfer" shall include a conveyance by real estate contract, vendee's
assignment, deed, forfeiture, foreclosure, sherifrs sale, trustee's sale, deed in lieu of any
such involuntary sale, lease with purchase option or for a term in excess of five (5) years.
No transfer of the Property or any portion thereof shall release the transferring person
from liability on this Contract unless such release is expressly acknowledged by Sener in
writing.
2.13 BuYER'S DEFAULT. Buyer shall be in default under this Contract ifit
(a) fails to observe or perform any term, covenant or condition herein set forth, which
failure continues for more than fifteen (15) business days after receipt by Buyer of notice
of such failure, or (b) fails or neglects to make any payment of principal or interelit or any
other amount required hereundcr to be discharged by Buyer when obligated to do so,
which failure continues for more than five (5) business days after receipt by Buyer of
notice of such failure or (c) permits the Property or any part thereof or its interest therein
to be attached or in any manner restrained or impounded by process of any court,
2.14 SELLER'S REMEDIES. If Buyer is in default beyond any applicable
cure period. Seller may, at its election, take the following courses of action:
2.14.1 Suit for Delinquencies. Seller may institute suit fOf any
Installment Payment Amounts or other sums due and payable under this Contract as of
.7.
G:\CCllllal ServiccsIFaciliticslPROJECTS\Castlc Hill Acqui.itionlmccarron INSTALLMENT COIltlVt 031 $2002_doc
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the date of the judgment including without limitation any sums advanced by Seller as of
said date pursuant to the provisions oflhis Contract;
2.14.2 Acceleratio.. Sellcr may declare the entire unpaid balance of the
Purchase Price and all interest then due thereon to be immediately due and payable and
institute suit to collect such amounts, with interest fiom the date of such declaration at the
Default Rate until paid, together with any sums subsequently advanced by Seller pursuant
hereto;
2.14.3 Forfeiture and RepossessloD. Seller may cancel and render void
all right, title and interest of Buyer and its successors in this Contract and in the Property
by giving a Notice of Intent to Forfeit pursuant to RCW 61.30.040.070. Such
cancellation and forfeiture shall become effective if the default therein specified has not
been fully cured within nincty (90) days thereafter and Seller records a Declaration of
Forfeiture, pursuant to RCW 61.30.040-070. On forfeiture of this Contract Seller may
retain all payments made hereunder by Buyer and may take possession of the Property
ten (10) days following the date this Contract is forfeited and swnmarily eject Buyer and
any person or pezsons having possession of the Property by, through or under Buyer who
were properly given the Notice of Intent to Forfeit and the Declaration of Forfeiturc. If
Buyer, or any person or persons claiming by, through or undcr Buyer who werc given the
Notice of Intent to Forfeit and the Declaration of Forfeiture remain in possession of the
Property morc than ten (10) days after such forfeiture, Buyer, or such person or persons,
shall bc deemed tenants at will of Seller and Seller shall be entitled to institute an action
for summary possession of the Property, and may recover from Buyer or such person or
persons in any such proceedings the fair rental valuc of the Property for the use thereof
from and aftcr the date of forfciture, plus costs, including Seller's reasonable attorneys'
fees;
2.14.4 Specific PerformaDee. Seller may institute suit to specifically
enforce any of Buyer's covenants hereunder, and the same may include redress by
mandatory or prohibitive injunction;
2.14.5 Recelvenbip. The partics recognize and agree that in the event of
default by Buyer in making any payments or in the perfonnance of any of the other terms
and conditions of Ibis Contract, the period of time involvcd in repossessing the Property,
forfeiting this Contract. or in obtaining possession of the Property by judicial process
could cause irreparable damage to Seller and to the Property. Therefore, Buyer hereby
expressly agrees that Seller shall have the right 10 apply to the Superior Court of the
county in which the property is situated for the appointment of a receiver under Chapter
7.60 of the Revised Code of Washington (or any chapter supplemental thereto) to take
charge of and maintain control of, manage, fann, or operate the Property, to evict tenants
therefrom, to lease any portion or all of the Property in the name of Buyer on such tcnns
.8-
G:\Ccntral Senril:C4\FKililiaIPROJECTS\Ca5lk Hill Acqui'iTion'mccarron INSTALLMENT ""ntracl 031 S2Q02.doc
III1III1IIII ~~~~!
J."....an _I~, lllIl .ID'JrDIaN 11'1\.1 co l ='''~.."' tiP
as the receiver may deem advisable, to make such alterations, repairs and improvements
to the property as the receiver may deem advisable, and to receive all rents and income
there1Jom and issue receipts therefor, and out of the amounts that are so received to pay
all of the debts and obligations for which Buyer is liable hereunder prior to or during the
period of the receivership, including, without limitation, payments on or for this Contract.
taxes, assessments, insurance premiums, utility bills and costs of operating, maintaining,
repairing and managing the Property. Any sums received by the receiver in excess of
such costs shall be retained by the receiver and used to discharge all remaining liabilities
of Buyer under this Contmct, and any remaining excess shall be paid to Buyer without
interest; and
2.14.6 Property Reutal. If this Contract is forfeited as herein provided,
or in any other manner permitted by law, or by mutual agreement of Buyer and Seller,
and Buyer shall tbereafter remain in possession of the Property beyond any period
otherwise permitted by law, Buyer agrees that it will occupy the Property as a tenant at
will, and Buyer shall be obligated to pay, and hereby promises to pay, during the period
of such tenancy at will, a fair market rental in the amount then agreed to by the parties or,
in the absence of such agreement or until such agreement is reached, an amount equal to
the Annual Installment Payment Amount.
2,15 ADVANCES BY SELLER. If Buyer fails to pay any sum or take any
action required of Buyer hereunder in default of its obligations hereunder. Seller may, but
is not obligated to, after providing nolice to Buyer of such failure, advance and pay the
same and/or perfonn or have perfonned such action, including without limitation
payment of taxes and insurance premiums, procurement of insurance, performance of
maintenance and upkeep, and discharge of liens, and Buyer shall reimburse Seller within
five (5) da)'$ after demand for such suma advanced or for the expenses incurred in
carrying out such actiODS,
2.16 CUMULATIVE REMEDIES; WAIVERS. The remedies stated herein
arc cumulative and not mutually exclusive and Seller may pursue any other or further
remedies to enforce its rights under this Contract; provided, however, that Seller shall not
have the right 10 accelerate the remaining balance of the Purchase Price if Seller elects to
forfeit Buyer's interest in the Property and such forfeiture is being enforced or is
completed. In any action or proceeding to recover any sum or to enforce any remedy
provided for herein, no defense of adequacy of security or that resort must first be taken
against any particular security or any other person shall be asserted, and Buyer hereby
expressly waives any legal or equitable rights that Buyer may have with respect to
marshalling of assets. Seller shall not be required to tender its deed as a condition
precedent to the enforcement of any remedy hereunder. No waiver of any right. or
remedy in the case of a default hereunder shall constitute a waiver of any other right or
remedy with respect to the same or any other or subsequent default.
.9.
G:\O:ntral SCT\lil;Cs\Facililies\PROJECTS\CllClle Hili Aequi,ilionlmccam>n INSTALLMENT conlTlICl 03lS2002.doc
--
19l'PJlfJJ~ ;l~:t:".
2.17 COSTS AND A ITORNEYS, FEES. In any suit, action or proceeding,
including forfeiture pursuant to RCW Ch. 61.30, or any appeal, the prevailing party shall
be entitled to recover its costs incurred therein. including attorneys' fees.
2.18 NOTICES. Any notices required or pennitted by law or under this
Contract shall be in writing and shall be delivered personally or sent by certified or
registered mail, return receipt requested, with postage prepaid, to the parties' addresses
set forth in the Specific Terms. Either party may change such address for notice and
Seller may change the address for payments, by designating the same to the other party
hereto in the manner hereinabove set forth and by causing a copy of such change to be
properly recorded. All such notices shall be deemed effective when delivered personally
or, if mailed, three (3) business days after being deposited in the U.S. mail.
2.19 TIME OF PERFORMANCE. Time is of the essence.
2.20 GENDER AND NUMBER. The use of any gender or neuual term shall
include all genders, and the use of any number shall be construed as singular or plural, as
the case may require. The terms "Buyer" and "Seller" refer to either the singular or the
plural, as the case may be.
2.21 DEFINITIONS. All capitalized terms in this Contract sball have the
meanings ascribed herein or set forth opposite the same in the Specific Terms of this
Contract. References to Seller's deed or fulfillment deed herein shall include
assignments of a vendee's interest under a prior real estate contract; provided, however,
any form of conveyance shall contain the warranties to which Buyer is entitled under this
Contract or other agreement with Seller.
2.22 INV ALWITY. The invalidity or unenforceability of any term or
provision hereof shall not affect the validity or enforceability of any other term or
provision. The intention of Seller is to charge Buyer a lawful rate of interest, and in the
event it is detennined by any court of competent jurisdiction that any rate herein provided
for exceeds the maximum pennitted by law, the amount so dctennined to be above the
legal rate shall be applied against the last installments of principal due hereunder or, if
such principal has been paid, or otherwise at tbe discretion of the then holder of this
Contract, said excess shall be refunded to Buyer on demand witbout interest, and the
interest rates specified hereWlder shall be reduced to the maximum rate then pennitted by
law.
2.23 SUCCESSORS. Subject to Seller's rights on transfer of the Property, the
rights and obligations of Seller and Buyer shall inure to the benefit of and be binding
upon thcir respective heirs, personal representatives, successors and assigns.
.JO-
(j;\Cen1r3l Smri_\FlICilili"IPROJECTS\Casll. Hill Ac:quisiliOlllml'ClllTDn INSTALLMENT wntrac:1 OJ IS2002.doc:
IIIIIIII1IIII ::i:~~I1'
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2.24 ENTIRE AGREEMENT. This Contract contains the entire agreement of
Buyer and Seller and, except for any agreements or wamnties otherwise stated in writing
to survive the execution and delivery of this Contract, supersedes all of their previous
understandings and agreements, written and oral, with respect to this transaction. Neither
Seller nor Buyer shall be liable to the other for any representations made by any person
concerning the Property or regarding the temas of this Contract, except to the extent that
the same are expressed in this instrument. This Contract may be amended only by
written instrwnent executed by Buyer and Seller and duly recorded.
2.25 AUTHORITY. Thc parties executing this instrument represent that they
have the authority to enter into this Contract and that the signatory hereof has the
capacity to bind the Buyer or Sellcr, as appropriate. The party executing this instnunent
as Seller also represents that it has all necessary power and authority to convey title as
provided for herein.
2.26 INSURANCE. Buyer represents that it is a member of the
Washington COlUlties Risk Pool ("the Risk Pool") and as such holds the status of what is
commonly known as self.insured for fire, hazard and general liability risks. The real
property and improvements that are the subject oftms Agreement will be added to the list
of real property insw-ed through the 'Risk Pool' by this COlUlty. Buyer will obtain and
convey to Seller a Certificate of Insurance naming Seller as an Additional Insured in an
amount equal to the Purchase Price of $3,100,000. Buyer agrees to give Seller not less
than thirty (30) days. notice if Buyer will no longer be insured through the Risk Pool. If
Buyer no longer belongs to the Risk Pool. Buyer shall obtain fire and extended inSUl1lDce
coverage insurance in amount notlcss than the balance owed Seller under this Agreement
or the full insurance value, whichever is less; and general liability insurance in an amount
not to exceed $1 million per occurrence coverage. If Buyer no longer belongs to the Risk
Pool and does not obtain other fire, hazard and general liability insurance for the risks
that might or will arise at the real property and improvements that are the subject of this
Agreement, then the Seller shall. at Buyer's expense, obtain and put in place such
insurance. If thc Buyer receives from the Risk Pool (or any subsequent insurer) a
payment for a loss event that occurred at or upon the real property and improvements that
are the subject of this Agreement, then Buyer agrees that said payment shalI be used to
restore, replace or repair the real property or improvements that are the subject of this
Agreement and/or to continue making Installment Payments to the Seller.
Z.27 INDEMNIFICATION Buyer shall and hereby covenants and agrees to
indemnify and hold Seller harmless for any losses, damages, costs, claims and liabilities,
including attorney's fees, caused by any act or omission by Buyer or any of its agents,
servants, employees, independent contractors, invitees, licensees or other persons on,
about or with respect to thc subject property after the date of closing.
-II.
O:\C.nrral Sem.:..\Faciliti..\PROJECTSICa$tI. Hill AcquisilillnlmcclUTon INSTALLMENT contract 031 S200z.dllC
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.12.
OXetlll"a1 S."...ieC$\F.ciljfiesIPROJECTSlCaslle Hill Ac:qui.ilion\ma:arron INSTALLMENT con~ 03 J S2002.doc
IIIIIIIIIIII::~;",
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IN WITNESS WHEREOF. Seller and Buyer have: executed this Contract as of the
date rust above stated.
SELLER:
~J<o "~- ·
J es P. McCarron
~.....- ~
Noreen McCarron
BUYER:
~~~~
a~ ;.. J..J""
JEFFERSON COUNTY, WASHINGTON
By: A~ a.~- -
Name: dary A. Rowe
Title:; Central Services Director,
Jefferson County
Approved as to Form: k
By J)arnJ Q o.
David Alvarez 'I"
Deputy Prosecuting Attorney
Date ~ )J5j() 1-
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Q;\Ce:ntraI ServicC5\Y~litiea\PROJECfS\Cll"Ilc Hill AcquisitiOll\mcQrron INSTAlLMENT contract 03IS2002.doc
111.11111.11:~;;"p
J.II..... c:..r.t.", MIll J.......... TIU co I Me al."
STATE OF WASHINGTON
COUNTY OF JEFFERSON
}
ss.
On this day personally appeared before me Gill)' A. Rowe, to me known to be the
Chair of the Board of County Commissioners for JEFFERSON COUNTY, the municipal
corporation and political subdivision of the State of Washington that executed the
foregoing instrument, and acknowledged such instrument to be the free and voluntary act
and deed of such municipal corporation and political subdivision, for the uses and
pW'pOScs therein mentioned, and on oath stated that he was duly authorized to execute
such instrument.
GIVEN UNDER MY HAND AND OFFICIAL SEAL this fS::::day of "lntulC/.A......
200%..
J'-
ao ~~:-
lL<JiWJ-" _ .rNaloly)
Notary public in and ~ ~UJ.te of
Washington, residing at '/IKI'8-
My commission expires / rJ.. . ro~
-2-
O:\Cmlral ServienIFacilitinlPROJECTSICastle Hill Al"Iuisition\mccarTon IN~ ALLMflNT contJxl 03IS2002.doc
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IIIIIIIIIIII :~~~;"p
~''''..- Counh. 1M .JVlIIMON TlU CO 1 flllC R..
STATE OF WASHINGTON )
County of jf(cr,lA^-- )
On this 15ft- day of trItvt(JA....- ?f'$' J..i- ,
before me personally appeared \..t{:>> . In,~
to me known to be the individual escr~bed in and who
executed the foregoing instrument for ~nn self and
also as Attorney in fact for 7Jil'~~ /J'JI!. ~
and ac~nowledqed that__he_ signe an sealed tqe ~a.me
as Ju} free and voluntary act and deed forl1liill.self
and also as ~ free and voluntary act and deed as
Attorney in Fact for said principal for tbe uses and
purposes therein mentioned, and on oath stated that the
Power of Attorney authorizing the execution of this
instrument has not been revoked and that said principal
is now living and is not insane.
.._~.
seal the day and
I
"'",~~!lIII~;~~;",
PARCEL A:
Those portions of Block 237 and 238, portions of
vacated Grant and 6th Streets, and a portion of
Block C off the First Supplemental plat of
Eisenbeis Addition to the City of Port Townsend, as
per plat recorded in Volume 2 of Plats, page 24,
records of Jefferson County, Washington, described
as follows:
Beginning at the Northwest corner of said Block
237;
thence North 8So 52' IS" East, 466.50 feet to the
Northeast corner of said Block 238;
thence South 010 07' 45" East, 385.03 feet;
thence South 880 52' 15" West, 70,50 feet;
thence North 010 07' 45. West, 170.00 feet;
thence South 880 52' 15" West, 234.00 feet;
thence South 010 07' 45" East, 71.00 feet;
thence South 880 52' 15" West, 162.00 feet;
thence North 010 07' 45" West, 386.03 feet to the
point of beginning;
EXCEPT the North 100 feet thereof.
Situate in the County of Jefferson, State of
Washington.
IIIIIII1IIII :~~~;"P
.Ie""'1II CUllY, III JIlIPllIIOIl TlTl.l CO I lie 12..'
PARCEL B:
Lots 1, 2, 7 and 8,
Supplemental Plat of the
City of Port Townsend,
Volume 2 of Plats, page
County, Washington;
in BloCk 237, of the
Eisenbeis Addition to the
as per plat recorded in
24, records of Jefferson
TOGETHER WITH the West half of vacated Grant Street
adjoining, pursuant to Ordinance #1764.
EXCEPT that portion, it any, lying Southerly of the
North 100 feet of said Block 237.
Situate in the County of Jefferson, State of
Washington.
PARCEL C:
Lots 1, 2, 7 and B, in Block 23B of the
Supplemental plat of Eisenbeis Addition to the City
of Port Townsend, as per plat recorded in Volume 2
of Plats, page 24, records of Jefferson County,
Washington;
TOGETHER WITH the East half of vacated Grant
adjoining, pursuant to Ordinance #1764.
EXCEPT that portion, if any, lying Southerly of the
North 100 feet of said Block 238.
Situate in the County of Jefferson, State of
Washington.
III1IIIIIIII ~~~~~
.Ie"...... ClIuIIJ, 1M ~ flTLI CO I ='''Ir.I..'''~
BEING the same parcel conveyed to these Grantors by Statutory Wammty Deed from
Kevin P. Larson, as his separate estate, dated April 18, 1989 and recorded with the
Jefferson County Auditor on April 20, 1989 as Auditor's #321129 at Volume 276,
Page 611 AND conveyed!8!in to these Grantors in a Statutory Wammty Deed intended
to rectify an error in the earlier Legal Description by Kevin P. Larson, as his separate
estate, recorded on September II, 1996 as Auditor's #394564 (Volume 560, Page 47) in
the records of the Jefferson County Auditor.
Parcel A described above is also subject to the following:
An ingress and egress easement (Auditor's Recording No. 263176) granted to A. Keith
Uddenberg and Eugenia M. Uddenberg, husband and wife on January 22, 1980.
A 24- foot wide easement, west to east. with the west line of said easement being the east
edge of Hendricks Streets granted on June 26, 1980 pursuant to Auditor's Recording No.
266309 to A. Keith Uddenberg and Eugenia M. Uddenberg, husband and wife. their
tenants, licensees and employees.
An easement for the right to construct, operate, maintain. repair, replace and enlarge an
underground electric trnnsmission and/or distribution system granted to Puget Sound
Power & Light Company on July 23. 1980 pursuant to Auditor's Recording No. 266665.
An easement for the right to construct, operate, maintain. repair, replace and enlarge an
underground electric transmission and/or distribution system panted to Puget Sound
Power & Light Company on January 17, 1984 pursuant to Auditor's Recording No.
288092.
Parcels A, B and C described above are also subject to the following:
An ingress and egress easement recorded on December 28, 1983 at Auditor's Recording
No. 287289. This document also refers to "Parking Easements and Right of Way" and
"Maintenance of Easement and Right of Way and Parking Areas:' two Easements that
prescribe and prohibit certain activities.
The two Easements described in the paragraph above were originally described in detail
in a Purchase and Sale Agreement dated January 22,1980 by and between Kevin Larson
and A. Keith Uddenberg and recorded as Auditor's Instmment No. 263175 in the records
of the Jefferson County Auditor on January 23,1980.
A lease for a tenn of five years between these Sellers and the Department of Social and
Health Services dated May 14. 1999 and recorded on August 16, 1999 at Auditor's
Recording No. 425895.
EXHIBIT A
'~'''.01
'-'
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EXHmlT B TO REAL ESTATE CONTRACf AND SECURITY AGREEMENT
Form or St8tlltOrY Warranty Fulfillment Deed
WHEN RECORDED RETURN To:
Gary Rowe
Director, Central Services
Jefferson County Court House
1820 JeffeJ"SQn Street, PO Box 1220
Port Towll&Cl1d, W A 98368
l!UI!
THE GRANTORS, James P. McCarron and Noreen McCarron, husband and wife,
a marital ~tate, for and in considerl$l:ion of THREE MILLION ONE HUNDRED
THOUSAND DOLLARS EVEN ($3,100,000.00) in hand paid, convey and warrant to
Jefferson COWlty, a mWlicipal corporation, having its principal businesa address at
PO Box 1220, 1820 Jefferson Street, Port Townsend, W A 98368 the following described
real estate, situated in the COWlty of Jefferson, State of W llShington:
See EXHIBIT "A" attaChed.
This Deed is given in fulfilbnent of that certain real estate installment contract between
the parties hereto dated ,2002, and the covenants of warranty herein
contained shall not apply to any title, interest or encwnbrance arising by, through or
under the Grantee in said contract, and shall not apply to any taxes, assessments or other
charges levied, assessed or becoming due subsequent to the date of the real estate
installment contract.
Dated:
'200~A_
] P. McCarron --
IJ-.-~ 4~ ~~
Noreen McCllTOn
~..
Ilal Eltate lnotar""""l Pun:_ A.....""."
~I...~
0.1
McConun 10 JdTID<lR Counl>'
III1IIIIIIII :~~~~;1"
J.II....... Count.... III JIFl'IIIIOIl TITI.I CO I REG n."
STATE OF WASHINGTON
COUNTY OF JEFFERSON
}
5S.
On this day personally appeared before me and
to me known to be the individual or individuals described
in and who executed the within and foregoing instnunent, and acknowledged thai
signed the same as free
and voluntary act and deed, for the uses and pwposes therein mentioned.
GIVEN UNDBR MY HAND AND OFFICIAL SBAL this _ day of
2001.
(51_orN....,,)
(Lc&iWy _.. _.... _ ofNoluy)
Notary public in and fOr the State of
Washington, residing at
My commission expires
RelI Eallle tn.tallmonll'u"'.... A...",."t
soml-'02
D-2
J\II<Cam>n to JefTmon County
-,-
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111.11111111:.~~~.~n~
J.ff.,...,. County, NIl .lIFI'IlIION TIM c:o I _ U. H
EXHIBIT C TO REAL ESTATE CONTRAcr AND SECURITY AGREEMENT
Permitted Exceptions
EASEMENT UNDER AUDITOR'S FILE NO. 263176: EASEMENT UNDER
AUDITOR'S FILE NO. 266309; EASEMENT UNDER AUDITOR'S FILE
NO. 266665: EASEMENT UNDER AUDITOR'S FILE NO. 288092:
AGREEMENT UNDER AUDITOR'S FILE NO. 287289: LEASE UNDER
AUDITOR'S FILE NO. 425895.
~....O!
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Castle Hili Property Payment Schedule
Q.....r1y paymenta of Prlnclpa' and Intornt ahan be w\nld on the InataJlment
. cia. to:
Bank Naml:
&.nk Locatlon:
ABA Number:
.Inon Blnk
Plttsbul'llh PA
043lI00261
For Credit tel:
Account Number:
Further Credit to:
Mlrrlll Lynch
Account
nwROS
286105n
'--"
Merrill Lynch will noilfy Note World of the date and amount of flJnds arrival. Note
World wi~ keep a record of the payments ancl reeoncile them with the loan terms. Note
World WIll keep the original of the Full Reeonveyanc:e and send it for recording when the
loan Is paid in full.
Nota World
Contt1let Service Clnter
P.O. Box 1371
SlIc:ramento.
C.I5812
Tollfree (177) 528-3715
Merrill Lynch AcCOUnt Exacutive for McCarron Is: Uatlhtw E Hardy
rr07 Colby Ava. Ste 11401
Ev....u WA 18201
11")200-0247
Matthew Hardv@ml com
PrePi'f$d by Gary Rowe 311512002
t.
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Castle Hili Property Payment SchedUle
Sale Amount $ 3,100,000.00
Down P~nt $ 150,000.00
Amollllt FInanced $ 2,950,000.00
Interest Rate 6.00% per anllUm
Pmt' Month y.... PaYlll8nt Int.....t PrlncJpal Salanc:e
1 June 2002 $ 64,000 $ 44,250 $ 19,150 $ 2,930,250
2 September 2002 $ 64,000 $ 43,954 $ 20,046 $2,910,204
3 December 2002 $ 64,000 $ 43,853 $ 20,341 $2,889,857
4 March 2003 $ 64,000 $ 43,348 $ 20,652 $ 2,889.205
5 J\,Illl 2003 $ 64,000 $ 43,038 $ 20,962 $ 2.848,243
6 September 2003 $ 64,000 $ 42,724 $ 21.276 .$2.826,966
7 December 2003 $ 64,000 $ 42.404 $ 21,596 ,z.a(J:).;.1 "
8 Mard'I 2004 $ 64,000 $ 42.081 $ 21,919 $2.163,451
9 June 2004 $ 64,000 $ 41.152 $ 22,248 $2,7n203
10 Seplembar 2004 $ 64,000 $ 41,416 $ 22,582 $2,738,621
11 Deeembar 2004 $ 64.000 $ 41,079 $ 22,921 i2,115,101
12 March 2005 $ 64,000 $ 40,736 $ 23,264 2,lllJ2,436
13 June 2005 $ 64,000 $ 40,387 $ 23,813 $2.888.823
14 Seplember 2005 $ 64,000 $ 40,032 $ 23,988 $2,844,855
15 Deeernber 2005 $ 64,000 $ 39,613 $ 24,327 $ 2,620,528
16 March 2006 $ 64,000 $ 39,308 $ 24,692 $ 2,595,836
17 June 2006 $ 64,000 S 38,938 $ 25,062 52,570,m
18 September 2006 S 64,000 S 38.562 $ 25,438 S2.545.~
19 DtcIIfI1ber 2006 S 64,000 $. 38,180 $ 25,820 $2,519,515
'.. 20 Mardl 2007 S 64,000 $ 37,793 $ 28.207 $ 2,493.308
21 JIII1ll 2007 $ 64,000 $ 37,400 $ 26.600 52,466,707
22 September 2007 S 64,000 $ 37,001 $ 26.999 $2.439,706
23 Deeember 2007 $ 64,000 $ 38,596 $ 27.404 $2.412,303
24 March 2008 $ 64,000 $ 38,185 $ 27,815 $2,:384,486
25 June 2008 $ 64,000 $ 35,761 $ 28,233 $ 2,358,255
26 Sllplember 2008 $ 64,000 $ 35,344 $ 28,656 $2.327.599
27 Deeemb8r 2008 $ 64.000 $ 34,914 $ 29,086 $2,298,513
28 March 2009 $ 64,000 $ 34.478 $ 29.522 $2,268,991
29 June 2009 $ 64.000 $ 34,035 $ 29,965 $ 2,239.026
30 September 2009 $ 64,000 $ 33,585 $ 30,415 $ 2,208.611
31DeoambGr 2009 S 64.000 $ 33,129 S 30,871 $2,177,740
32 March 2010 $ 64,000 $ 32.666 $ 31.334 $2,146.406
33 June 2010 $ 64,000 S 32,186 $ 31,804 $2,114,602
34 S8plember 2010 $ 64,000 $ 31,719 S 32.281 $2,082.321
35 D.cember 2010 $ 64,000 $ 31,235 $ 32,765 $ 2.049,556
36 March 2011 $ 64.000 S 30,743 $ 33,257 $ 2,016.300
31 Junll 2011 $ 64.000 S 30,244 $ 33,756 $1.982.544
Prepared by Gary RO\/I8 311512002
.J ~
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IIIIIIIII1II :~::~;",
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Castle Hili Property Payment Schedule
Pmt. MClntIl v.., Payment IntHad Prlnclpa' Salance
38 September 2011 $ 64,000 $ 29,738 $ 34.262 $ 1,948.262
39 December 2011 $ 64,000 $ 29,224 $ 34,776 $ 1,913,506
40 March 2012 $ 64,000 $ 28,703 $ 35,297 $1,878.209
41 JurMI 2012 $ 64,000 $ 28,173 $ 35,827 $1,842,382
42 September 2012 $ 64,000 $ 27,636 $ 38,384 $ 1,806,018
43 December 2012 $ 64,000 $ 27,090 $ 38,910 $1,769,108
44 March 2013 $ 64,000 $ 26.537 $ 37,463 $ 1,731,645
45 June 2013 $ 64,000 $ 25,975 $ 38,025 $1,693,620
4tI September 2013 $ 84,000 $ 25,404 $ 38,596 $1.655,024
47 December 2013 $ 84,000 $ 24,W $ 39,175 $1,615,849
48 March 2014 $ 64.000 $ 24,238 $ 39,762 $1,576.087
49 JIlM 2014 $ 84,000 $ 23,641 $ 40,359 $1,535,728
50 September 2014 $ 64,000 $ 23,036 $ 40.964 $1,494,784
51DlIClIITlbllr 2014 $ 64,000 $ 22,421 $ 41,579 $1,453,186
52 March 2015 $ 64,000 $ 21,798 $ 42.202 $1.410.983
53 Jun. 2015 $ 64,000 $ 21.165 $ 42,835 $1,368,148
54 September 2015 $ 64,000 S 20,522 $ 43,478 $1,324,670
55 December 2015 $ 64,000 $ 19,1170 $ 44,130 $ 1,280,540
56 March 2016 $ 84,000 $ 19.2011 $ 44,792 $1,235,749
51 June 2016 $ 64,000 $ 18,538 $ 45,484 $ 1,190,285
58 September 2016 S 64,000 $ 17,854$ 46,146 $1,144,139
59DlICIlmber 2016 $ 64.000 S 17,162 S 46.838 $1,097,301
60 March 2017 $ 84,000 $ 16,460 $ 47,540 $1,049.761
81 .hIne 2017 $ 84,000 $ 15,746 $ 48,254 $1,001,507
82 Seplember 2017 $ 84,000 $ 15,023 S 48,977 $ 952,530
83 ~mber 2017 S 64.000 $ 14,288 $ 49.712 $ 902.818
84 March 2018 $ 64,000 $ 13,542 S 50,458 $ 852,360
65 June 2018 $ 64,000 $ 12,785 $ 51,215 $ 801,145
86 September 2018 S 64,000 $ 12,017 $ 51,983 $ 749,162
67 December 2018 $ 64,000 $ 11,237 $ 52,763 $ 696,400
88 March 2019 $ 64,000 $ 10,448 $ 53,554 $ 642,848
89 June 2019 $ 64,000 $ 9,643 $ 54,357 $ 588,489
70 Seplember 2019 $ 64,000 $ 8,827 $ 55.173 $ 533,316
71 December 2019 $ 64,000 $ 8,000 $ 56,000 $ 477,316
72 March 2020 $ 64.000 $ 7,160 $ 56,840 S 420,475
73 June 2020 $ 84,000 $ 6,307 $ 51,693 $ 362,782
74 September 2020 S 84,000 $ 5,442 $ 58,558 $ 304,224
75 December 2020 S 64.000 $ 4,563 $ 59,437 $ 244,788
78 March 2021 S 64.000 S 3,872 $ 60,328 $ 184,459
77 June 2021 $ 64,000 $ 2,767 $ 61,233 S 123,228
78 September 2021 S 64,000 $ 1,848 $ 62,152 $ 61,075
79Doeember 2021 $ 61,991 $ 918 $ 61,075 $
Prepared by Gal)' Rowe 311512002
.,i.
t
CLOSING ESCROW
INSTRUCTIONS
Order No. 56509
Jefferson County, Washington MARCH 15, 2002
TO: JEFFERSON TITLE COMPANY, INC.
2205 WASHINGTON ST.
P.O. BOX 256
PORT TOWNSEND, W A 98368
Telephone No. (360)385-2000
Fax No. (360)385-6967
SELLER herein deposits with you under these instructions the following:
(X ) Earnest Money Receipt and Agreement ( ) Contract CollectionfEscrow Agreement
( ) Addendums to Earnest Money Agreement ( ) Requesl for Full Reconveyance
( ) Warranty Oeed (X) HUO I Settlement Statement
(X ) Sales Tax Affidllvit With 1099 S Reporting Fonn
(X) Real Es"'te Contract and Security Agreement
( ) Purchaser's Assignment of Contract and Deed
( ) Seller's Assignment ofContlllct and Deed
( )
which you are instructed to deliver, release andlor record when you have for the account of Seller the full sale price,
Three Million One Hundred Thousand and 001100 DOLLARS ($3,IOO,OOO.00),subjectto any charges and/or credits
authorin:d herein, RJ1d
PURCHASER herewith <Ieposits with you the Total Purchase Price ofS3.100.000.00 less Earnest Money in the
amount of1:2:, previously paid 10 SeUlement Agent in the:fonn of cash and the balance of$2.950,OOO.00 in the fonn
of an executed real estate contract or an Cllecuted Promissory Note and Deed of Trust, as aUnched hereto in favor of
seller herein, which sums and documents you are instructed to use when:
yOU are able to close accordinlil to the terms and conditions; set fonh in the ,Earnest Money Receipt and Agreement (and
addendum(s), if any, ) anached thereto and in compliance With these instructions, and issue your policy (or policies) of
title insurance in the amount (or amounts) as follows:
.x Owner's or_Purchaser's _X_ Standard _Extended Fonn with liability of$3,IOO,OOO.OO insuring the
Purchaser(s)
~ Mongagee's ~ Standard_AL T A Fonn with Habil ity of $ insuring
~other
containing the insudng clauses. exceptions, el<clusions, provisions and stipulations customarily contained in the printed
provisions of such form and
a Conditions, restriclions or reservations as may be contained in lhe plat Or Federal or State patents.
b, Matters attaching by, through or under the Grantee.
c, The following paragraphs contained in the above noted preliminary commitment:
B.4.5,6.7.8.9 AND 12
The preliminary commilmenl has been explained to us or read by us. The undersigned furtber acknowledges
Ihat said exceplions B.4,5,6.7,8.9 AND 12, are not inconsistent with their intended use. THE SELLER AND
PURCHASER VERIFY THAT TIlEY HAVE REVIEWED AND APPROVED THE COMMITMENT FOR
TITLE INSURANCE AND 11IA T THE LAND COVERED BY THIS COMMITMENT IS nlE LAND
INTENDED TO BE CONVEYED BETWEEN THE PARTIES.
I. You are instructed to disbul'Se deposited funds pUl'Suantto Closing Statement(s) el<amine<! and approved by the
parties hereto and by this reference made a part hereof. THE AMOUNTS ON SAID STATEMENT ARE BASED ON
THE CLOSING DA TB REFERENCED HEREIN. IT IS UNDERSTOOD AND AGREED TIiA l' ANY CLOSING
STATEMENT IS SUBJECT TO FINAL ADJUSTMENT AND AUDIT, AND MAYBE AMENDED TO REFLECT
AC1VAL CHARGES AND ADJUSTMENTS AT TIME OF CLOSING. If ANY MONETARY ERROR IS
DISCOVERED, THE PRINCIPAL LIABLE THEREFOR WILL FORTHWITH PAY INTO ESCROW FOR
DISBURSEMENT SUCH AMOUNTS AS MAY BE NECESSARY.
2. The undersigned have examined and hereby approve for use in lhis escrow the following document~ as to conlent
and fonn:
REAL EST An: CONTRACT AND SECURITY AGREEMENT, EXCISE TAX AFFIDAVIT
], Pro-ration: You are instructed to pro-rate as of 03/15102 the following: REAL ESTATE TAXES, RJ:NTS.
PUGET SOUND ENERGY BILL
Assume a per diem basis in allY pro-rate herein provided, except rents which shall be pro-rated on a 30-day month, and
unless parties otherwise instruct you, you are 10 use the infonnation comained in the last available tax statemem, rental
statement as provided by the seller, beneficiary's statement, and fite in.urance policies delivered into escrow for the
pro-rates provided above, In the event any beneficiary's statement reveals a deposit, aceounl or funds for a future
payment of taxes, insurance or other future payment obligations of the loan. you are to: N/A
4, All money received by you in this eSCrOW is to be deposited in your trust account pending clo.ing. if for any reason
funds are retained or remain in escrow after closing date. you are to deducl therefrom a reasonable monthly charge as
custodian thereof of not less than SIO,OO per month,
5. You are instructed that all money and documents required by you herein shall be deposited with you on or befon:
the date neld set forth below. Ifthis escrow has not been placed in a condition to close by 03/15102, the above items
deposited by me (us) IU'C to be returned to me (us) upon written demand, at which time Vwe will pay all your charges in
connection herewith, but in the absence of such written demand, you will proceed with these instructions as soon as
practicable.
6. These closing escrow instructions may be executed in counterparts with like effect as if all signatures appeared on a
single copy.
7. These escrow Instructions are not Intended to amend, modifY or supersede the tenns and conditions set fonh in the
Earnest Money Receipt and Agreement (and Addendums, (fany, attached thereto). Escrow is to be concerned only
with the provisions specifically set forth In thC$C instructions and identified by the Buyer and Seller as conditions to the
closing of this escrow.
8. You are instructed to furnish to any broker or lender Identified with this transaction or anyone acting on behalfof
such lender, any infonnation eonceming this Escrow upon:request of said broker or lender.
9. Should any dispute arise between the parties, Jefferson Title Company has the absolute right at its election to file an
action as interpleader requiring both parties to answer and litigate their several claims and righlll among themselves.
Upon filing an interpleader action, Jefferson Title Company is authorized to deposit with the Clerk of Court all
documents and funds held in escrow. Each party to this Agreement agrees that any coSl or attorney fees which
Jefferson Title Company has incurred in an action for interpleader shall be paid by them, and all costs and fees will
then be made a first and a paramount lien on all monies, papers and things deposited in eourt in connection with this
escrow and such amounts shall be included in any judgement ordered in an interpleader action or any other suit. In the
event of any legal action taken by Jefferson Title Company with respecl to any disputes or claims arising from this
eScrow agreement or money or property held therein, Seller and Purchaser jointly and severally agree to pay all costs,
damages, judgments and expenses, including reasonable attorneys' fees, suffered or incurred by Jefferson Title
Company.
It is clearly understood thaI this escrow is for CLOSING purposes only and is NOT to be construed as a "!rue escrow",
as NO provision is made to insure that the deed to be given in fulfillment of a contract will survive death or
incompetence of the Grantor.
10. If any seller is, or may be, a non-resident alien Or a foreign corporation, partnership, trust or estate for purposes of
United States income taxation, the parties are advised to ~nsult with their attorneys before lhe closing date to
detennine their responsibilities and liabilities, ifnny, unde~ the Foreign Investment in Real Property Tax Act (Section
1445 er seq. of the Internal Revenue Code). The closing .gent is not required to verifY the nationality or foreign status
of any of the sellers, or to withhold, report or pay any amounts due under such act.
II. ADDmONAL INSTRUCTIONS: ATl'ACHED HERETO AND MADE A PART HEREOP.
Notice to Purchuer: Washington State law requires an electronic transfer (wire) or a cashier's check drawn On a
Washington State bank in order for same day disbursementto be made. A cashier's check drawn on an oul of state
bank. a personal check. or other fonns of payment may cause extended delays in the closing of your transaction.
Wiring instructions are as follows:
FRONTIER BANK, PORT TOWNSEND BRANCH 2200 SIMS WAY, PORT TOWNSEND, WA 98368, ABA
1'10.125107626; CREDIT TO JEFFERSON TITLE COMPANY TRUST ACCOUNT; ACCOUNT NO. 7167
00011 1.
NOTICE OF COMPI..IANCE WITH API!. 12
DECl,ARATION OF SERVICES:
1. The closing officer is not acting as the advocate or representative of either of the parties;
2. The documents prepared by the closing officer will affect the legal rights of the parties;
3. The parties' interests in the documents may differ;
4. The parties have a right to be represented by lawyers oftheir own selection; and each party may
-have a separale lawyer;
5. The closing officer cannot give legal advice as to the manner in which the documents affect the
parties.
11m Closine Officer is only ponnittod to se\eet and complete documenu which have JEFFERSON TfIl.,E COMPANY, INC.
BEEN APPROVED BY THE Limited Procti.. Boonl i. IlCCOI'dance with. wrill<n by CIOC2='cor
_"""', ..nlch ...nlli.. all of "'c baic lem1' orlho oonuctlon. Tho Closine
Of1ker h: not permitted to negotiate terms which ~ not included In lhe written
agreemenl- 11m Closing Otr~r is not permined 10 pnocti.. law. ~ V. l.ockhart
JEFFERSON COUNTY -8.--'
...e; c:J 1 E P.Mc RRON 7
BY: ~..J~~~ AJOu- ~
NOREEN McCARRON ~
~ f'M.. Ccc>. .-'"- ~;... J j ·
Received: .~,~.
Jefferson Title Co., By: l;
Received: :31.~{)b
Jefferson Title Co., By: .
~
SELLER PROCEEDS CHECK IS TO BE:
PICKED UP
CALL WHEN READY
'----
_ MAILED (OVERNIGHT MAIL)
L-..-- DEPOSITED TO ACCOUNT (DEPOSIT
SLIP MUST BE ATl'ACHED)
....1"LWIRE (WIRING INSTRUCTIONS MUST
BE ATTACHED)
ADDITIONAL CLOSING INSTRUCTIONS FOR IMPROVED PROPERTY
JEFFERSON TITLE COMPA,NY, INC., hereinafter referred to as "you".
. i
i
YOU HAVE NO LIABILITY OR RESPONSIBILI'tv IN REGARD TO ANY OF THE FOLLOWING
MATTERS: !
UTILITY CHARGES. You will pay a final bill forim.b.lk water at closing upon request of either party.
Elettrh::, Metro and other UTILITY CHARGES WILL BE ADJUSTED BETWEEN THE BUYER AND
SELLER OUTSIDE OF THIS ESCROW, unless the same appear as liens in the preliminary commitment
for title insurance. Also, the Buyer and Seller will handle the transfer of these atcounts to the Buyer's
name following closing.
FUEL OIL. You have no responsibility for fuel or furnace oil, if any, as this will be adjusted by the
parties outside of escrow, unless the Seller and Buyer give you a statement, signed by both parties,
instructing you otherwise.
CONDITION OF THE PROPERTYIPOSSESSION. You have NO RESPONSIBILITY FOR THE
CONDITION OF THE PROPERTY or to inspect the same. Also, Seller warrants that possession of the
property will be given to the Buyer in accordance with the Purchase and Sale Agreement and you have
no responsibility regarding this or to verify that It has occurred prior to disbursing the funds to the seller.
LEASED EOUIPMENT. Seller warrants to Buyer that there are no leased bot water heaters, furnaces,
gas conversion burners, or other fixtures on the property which are LEASED OR BEING PURCHASED
ON CONTRACT, except: NONE
If any items are filled in here, then it is agreed that the Seller ( ) will ( )will not acquire title to the
same prior to closing,
UTILITY CONNECTION CHARGESIUNASSESSED LOCAL IMPROVEMENTS. Vou have no
responsibility with regard to any water, sewer or other utility ("hook.up") charges or assessments unless
they appear in the preliminary commitment for title insurance. Seller warrants to Buyer that, to the best
of his knowledge, there are no recently completed or pending local improvements for streets,
underground wiring, sewer, etc., which will be assessed to the property except as are shown on the
preliminary commitment for title insurance.
INSURANCE. If any part of the purchase price is to be paid after closing, then Buyer will deliver a copy
or certificate of insurance for a Homeowner's Insurance Policy at or prior to closing. Seller shall be
named as a "Ioss.payee" or co-insured on said policy until such time as the balance owed the Seller is
paid in full. SELLER WILL MAINTAIN ANY PRESENT INSURANCE ON THE PROPERTY UNTIL
THIS SALE IS CLOSED and will thereafter he res*onsible for cancellation and any premium refund.
RENTS AND DEPOSITS. The properly (X) will ( ) will not be rented or leased on the date of closing. If
rented, then rent(s) will be prorated and advance re~ts will be transferred (X) by the closing agent with
funds provided by the seller or from the down payntent, or ( ) by Buyer and Seller outside of this
Escrow.
SELLER DISCLOSURE FORM. Washington law may require the seller to deliver a Seller Disclosure
Form to the purchaser of Improved, residential property. If applicable, the disclosure requirements
must be completed prior to closing. Both parties acknowledge the escrow agent is not responsible In any
way for preparation or delivery of a Seller Disclosure Fonn. The parties further acknowledge the
purchaser did not deliver a note of reseission of the purchase and sale agreement.
JEFFERSON COUNTY -,~ __
~ES P\1cCARRON
AJ~~" , ..
NOREEN McCARRON
BY:
,6~ 2.u
~~~~~
OMB NO. 2502..0265 4
A, B. TYPE Of lOAN:
U.S, DEPARTMENT OF HOUSING & URBAN DEVELOPMENT l.QFHA 2.0FmHA 3.0CONV. UNINS, 4. OVA S. ]CONV. INS.
6. F~~UMBER: 17, LOAN NUMBER:
SETTLEMENT STATEMENT ~ i
6. MORTGA13E INS CASE NUMBER:
C, NOTE; This Ibnn is himished /0 give yOU lI.tllfement of IICtull/'~lInt Costs, Amount. PlIid /0 IInd by the se~nt IIglInt 11M shown.
Item. marl<lId 7pOCr we", pllld ou!$lde /hll closing; theye'" shown h.", for /tIibnn.tIonll1 purpos.. .nd .,. not Included In the tol8Js.
1,0:we MlOlI,_1
D, NAME AND ADDRESS OF BUYER: E, NAME ANO ADDRESS OF SELLER: F. NAME AND ADDRESS OF LENDER:
JEFFERSON COUNTY JAMES p, McCARRON
P,O, BOX 1220 NOREEN McCARRON
PORT TOWNSEND. WA 9$366 4875 HIGHWAY 20
PORT TOWNSEND. WA 98368
G. PROPERTY LOCATION: H. SETTLEMENT AGENT: 91.1174098 I. SETTLEMENT DATE:
"CASTLE HILI." Jeffe",on Tdle Company. Inc.
PORT TOWNSEND. WA96368 March 15. 2002
Jefferson County. Washington PLACE OF SETTLEMENT
P.O. Box 256,2205 Washington SI.
Port Townsend. WA 98368
J, SUMMARY OF BUYER'S TRANSACTION K. SUMMARY Of SELLER'S TRANSACTION
100. GROSS AMOUNT DUE FROM BUYER; 400. GRn!l!l .....nIINT DUE TO SELlER:
101. Contract Sales Price 3100 OOO.OO! 401, Convact Sales Price 3 100 000.0
102, Personal Prooartv ! 402. Personal Prooertv
103. Settlement ChelaeS to Buver Clh1e 1400) 7 565.08 I 403,
104. ; 404,
105. 405.
Adlllstments For Items Paid 8Y Seller in advance Adlll$/men/$ For ~ms Peld BY Saller In edvance
106. ClIvlTown Taxes 10 406. CitvlTown Taxes to
107, County Taxes to 407, CountvTaxes to
108. Assessments \0 406, Assessments 10
109, Caslle HIli Clinic Renl Prorat 03101102 to 03115/0 1 723,35 409, Castle Hili Clinic Renl Prorat 03101102 10 03115/0 1.723.3
110, Fence Rental Prorate 03/15/02 to 05107102 61.84 410. Fence Rental Prorate 03115102 to 05107102 61.6
Ill. Pugel Sound Energy Prorate. 22,48 411, PUDllt Sound Enerav llI'Dnlte- 22.4
112, 412.
120 GROSS AMOUNT DUE fROM BUYER 3.109.392.75 420. GROSS AMOUNT DUE TO SELLER 3,101.627,E
200. AMOUNTS PAID BY OR IN BEHALF OF BUYER: 500. REDUCTIONS IN AMOUNT DUE TO SELLER:
201 Deposit or eamesl money 501. Excess OeJlDs~ (See Ins\ructions)
202, Principal Amount ef New Lean(s) 502. Settlemenl Charges to Seller (line 1400) 57 121.E
203. Existing loan. taken .ubiectlo 503. Existlno loan(.) taken subJeCt 10
204. 1lO4. Payoll ofllrst Mortaaae
205 505. PvWlll of second Mortoaoe
206, 506,
207. 507.
206, Purchase MOneY Note 2 950 000.00 508,PurchaseMonevNoM 2 950.000.(
209, 509,
AdJustmenla for l/em. UnOBid Bv Seller Ad/uslmenl. for Items IJnTJIIId By Seller
210, CitvlTown Taxes to 510, CilvlTown Taxes 0
211. County Taxes to , 511. CountvTaxa. 01/01102 0 03/16102 4.621.;
212. As.essments 10 I 512. Assessmenls to
213. Jell. Co. Rent oror.lion 03115102 10 04101/02 5.815.75 513, Jeff, Co. Renl oro...ion 03115102 to 04101102 5615..
214 OSHS Rent Proration 03115102 to 04101102 4387.10 514. DSHS Rent Proration. 03115102 to 04101102 4,367:
215, i 515.
216. 516.
217. 517.
218. 518.
219. 519,
220, TOTAL PAID BY/fOR BUYER 2.960.202.65 520, TOTAL REDUCTION AMOUNT DUE SELLER 3.021,959'
300, CASH AT SETTLEMENT FROMITO BUYER: 600 CASH AT SETTLEMENT TOIFROM SELLER:
301, Gros. Amount Due From 8u....r Line 120 3109 392.75 601, Gross Amount Due To Seller (lIne 420) 3101827,1
302 Less Amount Paid BylFor Buyer (Line 220) ( 2.960.202.85) 602, Less Reductions Due Seller (Line 520) 3021.959.
303 CASH ( X fROM)( TO) BUYER 149.169.90 603. CASH ( X TO)( fROM I SELLER 79.868,(
'--""
The undersigned hereby aCl<nowledga receipt of a completed copy of pages 1 &2 Of this statement & any anechments referred to herein.
I HAVE CAREFULLY REVIEWED THE HUD.1 SETTLEMENT STATEMENT AND TO THE BEST OF MY KNOWlEOOEAND BELIEF. IT IS A TRUE AND
ACCURATE STATEMENT OF ALL RECEIPTS AND DISBURSEMENTS MADE ON MY ACCOUNT OR BY ME IN THIS TRANSACTION, I FURTHER CERTIF
,~, , ""'E ""'''''0' """ '" '"' ""~, """""'" ""'ME'" ~
Buyer JEFFE~ COUNTY SeHer ~
;g J ES p, McCARRON
BY: -, __ p, ~
NOREEN McCARRON
DGE, THE HUD.l SETTLEMENT STATEMENT WHICH I HAVE PREPARED IS A TRUE AND ACCURATE NT OF TI
o AND HAVE BEEN OR WILL BE DISBURSED BY mE UNOERSIGNED AS PART OF THE SETTLEMENT OF THIS
I
I
a~~
TO THE BEST OF MY KN
FUNDS WHICH WERE R
TRANSACTION.
Jeff Tille Company. Inc.
Sell men! Agent ,
WARNING; IT IS A CRIME TO KNOWINGLY MAKE FALSE STATEMENTS to THE UNITED STATES ON THIS OR ANY SIMILAR FORM. PENALTIES UP<
CONVICTION CAN INCLUDE A FINE AND IMPRISONMENT, FOR DETAILS SEE: TITLE 16 U.S, CODE SECTION 1001 & SECTION 1010,
L. SETTLEMENT CHARGES
TOO. TOTAL COMMISSION B...ed on Pries s 4llI % PAlOFROW PAIOF_
DiviSiOn of Commission lIine 700 es Follows: IlU\'EIfS SEU-ER"S
701. S to FUNDS AT FIINPS AT
702. $ to 'Em.elll!NT SETlUNENT
703. Comm;,sion Plld aI Selllement
704. to i
800. ITEMS PAYABLE IN CONNECTION WITH LOAN
801. LOin Oilalnll\lon Fe" % to
802. Loan Discount % to
803. Appralsl' Fee 10 ,
804. CredR Reooll to
805. Fundino and Review Fee to
806. Ta. ReGlstralion Fee to
807. Flood o"tsrmloatlon Fee to
808 Wire Traosfer Fee
809.
810.
811.
1100. ITEMS REQUIRED BY LENDER TO BE PAID IN ADVANCE
901101ere.1 From to @ $ /day ( days %)
902 MIP Tolins. for LWeOfLoan for months 10
903. Hazard Insurance Premium for 1.0 ye... 10
904
905
1000. RESERVES OEPOSITEO WITH LENDER
1001. Hazard Insurance months per monlh
1002. MOI108ClA Insurance months Q!!r m.Qnlh
1003 CltvfTown Ta.e. month. oer month
1004. CounlY-Taxes month. DOr month
1005. A..e..ment. month. $ oer month
1006. months S peJ monlh
1007. month. S i per month
1008. Aooreoate Adlustment months S I oer month
1100. TlTLECHARGES
1101. Se\Uemenl or Closlno Fee 10 Jefferson nle Comoanv. Inc. 1947.60 1 947.E
1102. Abstract or TItle Seareh 10
1103. rltl.. 10
1104. Title Insurance Binder to
1105. Document Preoarallon to
1106. Notarv fees 10
1107. Attorneys Fees to
{includes above item numbers: }
110R TOI.. In"""n'-" In ~ ..., ...
(includes abo,", item numbers: )
11 09. Lenders Coveraoe $
1 110. Owners Coveraoe $ 3.100,000.00
1111.
1112.
1113.
1200. GOVERNMENT RECORDING AND TRANSFER CHARGES
1201. Recordino Fee.: Deed S 56.00; Mortgage S ; Rele..es S 56.00
1202. Clivi ounlY TalliSlamPs; Peed . MOIl08l1e
1203. State TalliStam"'" Revenue Stamos ; Mort08118
1204. EXCISE TAX 1.78% to Jeffe..on r 55 180.1
1205.
1300. ADDITIONAL SETTl..EMENT CHARGES
1301. SurveY 10
1302. Pesl InsD8clion to i
1303. ;
1304. !
1305. ,
1400. TOTAL SETTLEMENT CHARGES <Enter on Linn 103 Section J ..nd &02 Sectlon KI 7 565.06 57127.1
Pig.:
By...........' "...._....-.--.toCOIp<otl_oopyot_Z"...""'__
SuMtJUe t=0fn\ 10(t0.$:
SELCER'S TAil 10 'SOI.ICITMlON; "'E lNFOR.....TlON ..IlI.OCKS E. G, H, I ANI> 00 LINES 401. 400, tm ... 40815 IMPORT"'" TAil INI'''''WlTIOI< ANa IS 8E1NG FURNISHED TO lHE INTERNAL REVENOJE
SERVICE. IF yOU lIRE REClUIREO TO FIL.E A RET1JRN. A NEGuGENCI; ""HAL TV OR OTHER SANCTlON WlV 9E IIM'OSEO 00 YOU IF T>lIS ITEM IS REO\IlREO TO lIE REI'QRTED NCJ THE"S DETERMlNl
THAT IT HAS NOT oeEN REI'ORTED. YOU ARE REQUlREO ay LAW TO f'ROIIlOE THE sETTLEMEIIT AGENT WITH 'IOlIR CORRECT TMPAYER IDEIITlFICATlOf< NU..eeR. If YOU 00 NOT Pl'0'IlDE THE
SETTcEMENT AGENT WTTH YOUR CORRECT TMPA YER ,oeNTlFICATlOf< NUMeER. YOu WlY lIE SU9JliCT TO CML OR CR",,-. PENAl.TIES '"oo$EO ev LAW.
~Qf ..... Of ..en.noet r:1I~"" ntM, .. PfI'M ~ fur wtomg .ruI..... ~ '"'*,.n 1M ~ ...... ~ ~ '" i'WemII R~ S~ Indmutl ~ ~ ~ to)'QU. 10
~ if 'IOU nave lottpon....... Of'~ of to4'~ nome ClnJVVf laJ; ~ ...II'MI ~ $c;hdM P (Farm 1040) k1itrUd1on1, ..",,.. Hllte _I nCII: 'fOUl man~. rWJXIrl '" ~ Of1Fcttm
"7~1, SI~ gf lMi,*-' fII'optrtf. F~ 8262. Inf,~ S*: ~ Ik'Idfaf ~ O(FOim ~(MD). CapiW o.m n lot.... You rn-,. hIYt 1Io 1WCiIIfI.... (p.,- Mdq .. 0('1*1 of. f..... ~ 1ubtIdy. II..
1__..)Y"'_..._.....-_..._""___"'...._.~......._;.)Y-_monolfll____,000,...:e)Y"'_..
.;iSP05td ~I 'fOW~" .OQ\~1htflnl")'..*'.,..YOI.t~ tM F~monoagt~, nw.-bHaat'/fNI_ SH I'"Mn882I, RtupCuft Gtf.o.r. Moi1Q..,.~, I!'Y:I~, ~:t. ~y~
.......
If y~ fl....' an~ pM the ,.. ntna lIIx fat ttMI pllV;I4 f\M~" 1N"!)me, ~~.. ~ OI'I.......~. 407 &.oe ~ 1M 'In'IW'II"'1dy t*d lc) ~)'Od" ~,... ..1,.. *- e.A II)'OY tI
IIlready ~ Ihf..... .._* In' fWlar ,..r, gel'l'llf*ly naport.., ~.. ~ I;tO ~ "'Of\tII' ~-.. 01 Form 1040, fgf mottII i'lfoI'mnon, 1ft Pub. ~23.
F.. P_ R_..... N_, ...... 2002 101........ fw F.....,ClH. tCll8. 5<...... W.o2.
~gf'll"'lT(toNull'~"""""'R~S.rvQ
uNOe ENAl.TIES OF PERJuFtY, ICERT1FV THAT n-t~ NUMaER S~ BELOw'ON mlS ST^TEa.teNT IS IIIl'~RECT TAAPAveR IDENTlFICATION NUMBER.
'--
S_.
T811:10iS
.-...".,.....
TOlOOI$SN;
.-. S9>ot\n
Tp:ID/SSN:
$.-.r.. 5lgI\1iItIn
TulOIS$N,
( !"eC>> 1.58Ult /I J
Orilrinal Owner
Name aDd Address of
Registered Owner:
DATE: March 15,2002
Transfer No. 1
Name and Address of
Registered Owner:
Date of Transfer:
'-"'
AGREEMENT REGISTER
Jefferson County, Washington
Real Estate Contract and Security Agreement
James P. McCarron and Noreen McCarron
4875 - Highway 20
Port Townsend, W A 98368
~ ~ ~/J~
Treasurer of Jefferson County, Washington,
Agreement Registrar
'-f t: ~-
Treasurer of Jefferson County, Washington,
Agreement Registrar .
Transfer No.2
Name and Address of
Registered Owner:
Date of Transfer:
ve~
Treasurer of Jefferson County, Washington,
Agreement Registrar
---
o
ISSUED By
'fRANSNAUON 'I'nUlINSURANCE COMPANY
OWNER'S POLICY OF TmE INSURANCE
POLICY NUMBER
A38-001lgClO
Transnation
A LANoAMERIU COMPANY
SUBJECT TO mE EXCLUSIONS FROM COVERAGE, mE EXCEPTIONS FROM COVERAGE CONTAINED IN SCHEDULE BAND
THE CONDITIONS AND STIPULA nONS, TRANSNA TION TITLE INSURANCE COMPANY, an Arizona corporation, herein called the
Company, insures, as of Date of Policy shown in Schedule A, against loss or damage, not exceeding the Amount of Inswance stated in
Schedule A, sustained or incurred by the insurcd by reason of:
I. Title 10 the est ale or interest described in Schedule A being vested other than as stated therein;
2. Any defect in or lien or encumbrance on the title:
3. Unrnarkelability of the title:
4. Lack of a righl of access to and from the land.
The Company will also pay the costs, atlOrneys' fees and expenses incurred in defense of the litle. as insured, bUI only to the extent provided
in the Conditions and Slipulations.
IN WITNESS WHEREOF, TRANSNA TION TITLE INSURANCE COMPANY has caused its corporate name and seal to be hereunto
affixed by its duly authorized officers, the Policy to become valid when countersigned by an authorized officer or agent of the Company.
TRANSNATION TITLE INSURANCE COMPANY
Secretary
By:
?;-rwr a ar-r
President
Attest:
/L C4~,Jc. ~
EXCLUSIONS FROM COVERAGE
The following mailers are expressly excluded from the coverage of this policy and the Company will not pay Joss or damage, costs, allorneys'
fees or expenses which arise by reason of:
I. (a) Any law, ordinance or governmental regulation (including but not limited to building and zoning laws, ordinances, or regulation5) restricting,
regulating, prohibiting or relating to (i) the occupancy, U5e, or enjoymenl of the land: (if) the character, dimensions or location of any improve.
mellt now or hereafter erected on the land; (iii) a separation in ownership or a change in the dimensions or area of the land or any parcel of
which the land is or was a part; or (iv) environmental protection, or the affect of any violation of these laws. ordinances or governmental regula.
lions, except 10 the extent that a nOlice of the enforcemenl thereof or a notice of a defect, lien or encumbrance resulling from a violation or
alleged violalion affecting the land has been recorded in the public records at Date of Policy.
(b) Any governmental police power not excluded by (a) above. except to the eXlent that a notice of the exercise thereof or a notice of a defect,
Ii~n or encumbrance resuhing from a violation or alleged violation affecling the land has been recorded in ll1e public records at Dale of Policy.
2. Rights of eminent domain unless notice of the exercise thereof has been recorded in the public records al Date of Policy, but not excluding
from coverage any taking which has occurred prior to Date of Policy which would be binding on Ihe rights of a purchaser for value without
knowledge.
3. Defects, liens, encumbrances, adverse claims or other mallers;
ta) created, suffered, assumed or agreed to by the insured claimant:
tb) not known to the Company, 110t recorded in the public records al Dale of Policy, but known to the insured claimant and not disclosed
in wriling to the Company by the insured claimant prior to the dale the insured claimant became an insured under this policy:
(c) resulling in no loss or damage 10 the insured claimant;
(d) allaching or created subsequent 10 Date of Policy; or
(e) resulting in loss or damage which would nOI have been sustained if Ihe insured claimant had paid value for the estate or interesl insured
by this policy.
4. Any claim, which arises out of the transaction vesting in the Insured the estate or interest insured by this policy, by reason of the operation
of federal bankruptcy, stilte insolvency. or similar creditors' rights laws, that is based on:
(a) the transaClion creating the estate or interest insured by this policy being deemed a fraudulent conveyance or fraudulent transfer; or
(b) the transaction creating the estate or imerest insured by Ihis policy being deemed a preferential transfer except where (he preferential transfer
results from the failure:
(i) to limely record l he instrument of trallsfer: or
(ii) of such recordatioll to impart nOlice 10 a purchaser for value or a judgmenl or lien creditor.
NM 1 PA 10
ALTA Owner's Policy (10/17/92)
Face Page
Fnrm 11Qfl..~7A
Valid only if Schedules A and B and Cover are allached
AGENTS COpy
SCHEDULE A
Amount of Insurance: $3,100,000.00
Premium: 5140.00
Date of policy:. March 15, 2002 at 2:11 PM
1. Name of Insured:
Policy No. A38-0017890
Order No. 56509
JEFFERSON COUNTY, a municipal corporation and political subdivision of
the State of Washington
2. The estate or interest in the land described herein and which is covered
by this policy is:
THE EQUITABLE ESTATE CREATED BY THE CONTRACT OF SALE FROM:
VENDOR
: James P. McCarron and Noreen McCarron,
husband and wi fe
Jefferson County, a municipal
corporation and political subdivision of
the State of Washington
March 15, 2002
: March 15, 2002
: 453552 (E#094208)
VENDEE
DATED
RECORDED
RECORDING NO.
3. The estate or interest referred to herein is at Date of Policy vested
in:
JAMES P. MCCARRON AND NOREEN MCCARRON, husband and wife
4. The land referred to in this policy is described as follows:
See "LEGAL DESCRIPTION:"
"'-Countersigned:
Owner's Standard Policy
Policy No. A38-0D1789D
LEGAL DESCRIPTION:
PARCEL A:
Those portions of Block 237 and 238, portions of vacated Grant and
6th Streets, and a portion of Block C off the First Supplemental
plat of Eisenbeis Addition to the City of Port Townsend, as per
plat recorded in Volume 2 of Plats, page 24, records of Jefferson
County, Washington, described as follows:
Beginning at the Northwest corner of said Block 237;
thence North 880 52' 15" East, 466.50 feet to the Northeast corner
of said Block 238;
thence South 010 07' 45" East, 385.03 feet;
thence South 880 52' 15" West, 70.50 feet;
thence North 010 07' 45" West, 170.00 feet;
thence South 880 52' 15" West, 234.00 feet;
thence South 010 07' 45" East, 71.00 feet;
thence South 880 52' 15" West, 162.00 feet;
thence North 010 07' 45" West, 386.03 feet to the point of
beginning;
EXCEPT the North 100 feet thereof.
Situate in the County of Jefferson, State of Washington.
PARCEL B:
Lots 1, 2, 7 and 8, in Block 237, of the Supplemental Plat of the--
Eisenbeis Addition to the City of Port Townsend, as per plat
recorded in Volume 2 of Plats, page 24, records of Jefferson
County, Washington;
TOGETHER WITH the West half of vacated Grant Street adj oining,
pursuant to Ordinance #1764.
EXCEPT that portion, if any, lying Southerly of the North 100 feet
of said Block 237.
Situate in the County of Jefferson, State of Washington.
2
Owner's Standard Policy
Policy No. A38-0017890
PARCEL C:
Lots I, 2, 7 and 8, in Block 238 of the Supplemental Plat of
Eisenbeis Addition to the City of Port Townsend, as per plat
recorded in Volume 2 of Plats, page 24, records of Jefferson
County, Washington;
'.
TOGETHER WITH the East half of vacated Grant adjoining, pursuant to
Ordinance #1764.
EXCEPT that portion, if any, lying Southerly of the North 100 feet
of said Block 238.
Situate in the County of Jefferson, State of Washington.
3
Owner's Standard Policy
Policy No. A38-0017890
SCHEDULE B
EXCEPTIONS FROM COVERAGE
This policy does not insure against loss or damage (and the Company will
not pay costs, attorneys' fees or expenses) which arise by reason of:
STANDARD EXCEPTIONS
1. Taxes or assessments which are not now payable or which are not
shown as existing liens by the records of any taxing authority that
levies taxes or assessments on real property or by the public
recordsi proceedings by a public agency which may result in taxes
or assessments, or notices of such proceedings, whether or not
shown by the records of such agency or by the public records.
2. Any facts, rights, interests or claims which are not shown by the
public records but which could be ascertained by an inspection of
the land or which may be asserted by persons in possession, or
claiming to be in possession, thereof.
3. Easements, liens or encumbrances, or claims thereof, which are not
shown by the public records.
4. Discrepancies, conflicts in boundary lines, shortage in area,
encroachments, or any other facts which a correct survey of the
land would disclose, and which are not shown by the public records.
S. Any lien, or right to a lien, for labor, material, services aT__
equipment, or for contributions to employee benefit plans, or liens
under Workmans' Compensation Acts, not disclosed by the public
records.
6. (a) Unpatented mining claims; (b) reservations or exceptions in
patents or in Acts authorizing the issuance thereof; (c) Indian
treaty or aboriginal rights, including, but not limited to,
easements or equitable servitudes; or, (d) water rights, claims or
title to water, whether or not the matters excepted under (a), (b),
(c) or (d) are shown by the public records.
7. Right of use, control or regulation by the United States of America
in the exercise of powers over navigationi any prohibition or
limitation on the use, occupancy or improvement of the land
resulting from the rights of the public or riparian owners to use
any waters which may cover the land or to use any portion of the
land which is now or may formerly have been covered by water.
8. Any service, installation, connection, maintenance or construction
charges for sewer, water, electricity, or garbage collection or
disposal, or other utilities unless disclosed as an existing lien
by the public records.
4
r
Owner's Standard Policy
Policy No. A38-0017890
SPECIAL EXCEPTIONS
1. General taxes, as follows, together with interest, penalty and statutory
foreclosure costs, if any, after delinquency:
(1st half delinquent on May Ii 2nd half delinquent on November 1)
Tax Account No. Year Amount Billed Amount Paid Princioal Balance
# 948 323 701 2002 $14,782.48 $2,997.00 $11,785.48
Affects Parcel A
# 948 323 702 2002 $1,317.88 $267.14 $1,050.74
Affects Parcel B
# 948 323 801 2002 $6,730.16 $1,364.56 $5,365.60
Affects Parcel C
2. AGREEMENT AND THE TERMS AND CONDITIONS THEREOF:
RECORDED: January 23, 1980
RECORDING NO. : 263175
REGARDING: Buy/Sell Agreement
AFFECTS: Parcels A & C
3. EASEMENT AND THE TERMS AND CONDITIONS THEREOF:
GRANTEE:
Keith Uddenberg and Eugenia M. Uddenberg,
his wife, their tenants, licensees,
business invites, business licensees and
. employees
24 foot wide, West to East, with the-West
line of said easement being the East edge
of Hendricks Street
Parcel A
June 26, 1980
July 3, 1980
266309
PURPOSE:
AREA AFFECTED:
DATED:
RECORDED:
RBCORDING NO. :
4. EASEMENT AND THE TERMS AND CONDITIONS THEREOF:
GRANTEE:
PURPOSE:
puget Sound Power & Light Company
Right to construct, operate, maintain,
repair, replace and enlarge an underground
electric transmission and/or distribution
system
Parcel A
July 23, 1980
July 23,' 1980
266665
AREA AFFECTED:
DATED:
RECORDED:
RECORDING NO. :
5
Owner's Standard Policy
Policy No. A38-0017890
5. EASEMENT AND THE TERMS AND CONDITIONS THEREOF:
GRANTEE:
PURPOSE:
puget Sound Power & Light Company, a
Washington corporation
Underground electric transmission and/or
distribution system
Parcel A
January 17, 1984
February 23, 1984
288092
AREA AFFECTED:
DATED:
RECORDED:
RECORDING NO. :
6. AGREEMENT AND THE TERMS AND CONDITIONS THEREOF:
RECORDED:
RECORDING NO. :
REGARDING:
AFFECTS:
December 28, 1983
287289
Ingress and egress
Parcels A, B & C
7. LEASE AND THE TERMS AND CONDITIONS THEREOF:
LESSOR:
James P. McCarron and Noreen McCarron,
husband and wife
Department of Social and Health Services
5 years
May 14, 1999
August 16, 1999
425895
LESSEE:
FOR A TERM OF:
DATED:
RECORDED:
RECORDING NO. :
8. Terms and conditions of the contract referre.d to as paragraph ,-4_ of
Schedule A here inabove.
6
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JEFFERSON COUNTY, WASHINGTON
REAL EST A IE CONTRACT AND SECURITY AGREEMENT
CALCULA nON OF DEBT LIMIT
Value of taxable property within Jefferson County, Washington (the
"County"), as fixed in 200 I for purpose of 2002 regular tax levies,
per the Certificate of the Jefferson County Assessor, dated as of
March 15, 2002 (the "A V Certificate"):
NONVOTED DEBT CAPACITY (per RCW 39.36.020)
3/4 of 1% of the value of taxable property:
Less: Nonvoted Debt Outstanding as of March 1, 2002, per the
County's Certificate of General Debt Outstanding, dated as
of March 15,2002 (the "Debt Certificate"):
Less: The above~captioned Agreement (the "Agreement"):
Plus: Cash and investment balances in the County's non-voted
debt service funds as of March I, 2002, per the Debt
Certificate:
$2,614, I 02,530
$19,605,769
(2,210,000)
(2,950,000)
1,950
REMAINING NONVOTED DEBT CAPACITY:
$14,447,719
---
TOTAL DEBT CAPACITY (Nonvoted and Voted, per RCW
39.36.020) 2 Yz% of the value oftaxable property:
Less: Voted Debt Outstanding as of March 1,2002, per the Debt
Certificate:
Less: Nonvoted Debt Outstanding as of March 1, 2002, per the
Debt Certificate:
$65,352,563
(0)
Less: The Agreement:
Plus: Cash and investment balances in the County's voted and
non~voted debt service funds as of March 1, 2002, per the
Debt Certificate
(2,210,000)
(2,950,000)
REMAINING DEBT CAPACITY:
1,950
$60,194,513
Based upon the A V Certificate and the Debt Certificate, the issuance of the Agreement is
within the applicable constitutional and statutory debt capacity of the Agreement.
DATED as of March 15,2002.
'-
CERTIFICATE OF ASSESSED VALUATION
I, Jack Westerman III, as Assessor of Jefferson County, Washington, HEREBY
CERTIFY that the value of taxable property within Jefferson County, Washington, as fixed in
2001 for the purpose 0[2002 regular tax levies, is $2,614,102,530.
DATED as of March 15,2002.
JEFFERSON COUNTY, WASHINGTON
"'-'
CERTIFICATE OF GENERAL OBLIGATION DEBT OUTSTANDING
I, Judi Morris, as the Treasurer of Jefferson County, Washington (the "County"),
HEREBY CERTIFY that the outstanding general obligation debt of the County, as of March 1,
2002, is as follows:
(1) Nonvoted Debt:
(a) The nonvoted debt of the County (including, but not limited to, nonvoted
general obligation bonds, long-term leases and other contracts) is
$2,2l0,000.
(b) Cash and investment balances in the County's nonvoted debt service funds
total $1,950.
(2) Voted Debt:
The County has no outstanding voted debt.
Except for the Real Estate Contract and Security Agreement dated as of March 6, 2002,
in the principal amount of $2,950,000, I further certify that the County has not incurred
'-' additional nonvoted or voted debt since March 1, 2002.
DATED as of March 15,2002.
JEFFERSON COUNTY, WASHINGTON
~orri~
'"-.-"
SIGNATURE IDENTIFICATION CERTIFICATE
ST ATE OF WASHINGTON )
) ss.
COUNTY OF JEFFERSON )
I, Gary Rowe, certify that I am the Director, Central Services of Jefferson County,
Washington (the "County"), and have been at all times since January 1, 2001
I further certify that I executed the Real Estate Contract and Security Agreement dated
March 15, 2002, by and between the County and James P. McCarron and Noreen McCarron.
~~-
Gary Rowe, Director, Central Services
--
SUBSCRIBED AND SWORN TO before me
(Signallll'e ofNolary)
~ Y\r.. (' ~ .(3("lj lNr--J
(l;gibly Print or Stamp Namo: of Notary)
r .. _ .
Notary public in and for the State of Washington,
residing at r/or1- \+uc1\n( ,It
My appointment expires :\-0 1......07-
'-"'
CLOSING CERTIFICATE
I, Gary Rowe, Director, Central Services of Jefferson COWlty, Washington (the "COWlty"),
certify that to the best of my knowledge and belief, and after reasonable investigation, that no
litigation of any nature is now pending or, to my knowledge, threatened, seeking to restrain or
enjoin the execution and delivery of the Real Estate Contract and Security Agreement (the
"Agreement") dated March 15,2002, by and between the County and the James P. McCarron and
Noreen McCarron (the "Seller"), or the levy and collection of taxes to pay the principal and
interest, or in any manner questioning the validity of the Agreement; that neither the corporate
existence or boundaries of the County nor the title of the present officers to their respective offices
is being contested; and that no authority or proceeding for the execution and delivery of the
Agreement has been repealed, revoked or rescinded.
I further certify that motion made on December 17, 2001, as amended by motion on
January 7, 2002, in connection with the Agreement, the motions approving and authorizing the
execution and delivery of the Agreement, have not been othetwise modified or repealed.
DATED March 15, 2002.
JEFFERSON COUNTY, WASHINGTON
.4~?~
Gary Rowe, Director, Central Services
'-
TAX EXEMPTION AND NONARBITRAGE CERTIFICATE
CONCERNING REAL ESTATE CONTRACT AND SECURITY AGREEMENT
OF JEFFERSON COUNTY, WASHINGTON
I, GARY ROWE, on behalf of Jefferson County, Washington (the "COWlty"), certify as
follows:
1. General.
1.1 Responsible Officer. I am the Director, Central Services, of the County and, as such,
am an officer of the County responsible for executing and delivering the County's Real Estate
Contract and Security Agreement, dated March 15, 2002 (the "Contract"), and delivered as of the
date of this certificate (the "issue date").
1.2 Purpose of Certificate. This certificate is executed to establish the facts, estimates
and circumstances in existence on the issue date and the bona fide reasonable expectations of the
COWlty on the issue date as to future events in connection with the Contract for the purposes of the
applicable provisions of the Internal Revenue Code of 1986, as amended (the "Code"), and
applicable Treasury Regulations under Sections 103, l41 and l48-l50 of the Code.
1.3 Reasonable Basis for Expectations. To the best of my knowledge, information and
belief, this certificate accurately sununarizes the facts, estimates and circumstances in existence on
the issue date, and the expectations of the County on the issue date about future events in cormection
with the Contract are reasonable. The County has not been notified of any listing or proposed
listing of the COWlty by the Internal Revenue Service as an issuer that may not certify its bonds or
other obligations.
2. Purpose of the Contract.
2,1 Governmental Pumose. The County is a local governmental unit of the State of
Washington, and the Contract is being executed and delivered to fmance part of the cost of
purchasing certain improved real property located in Jefferson County, Washington, to be used for
County purposes (the "Property"), as approved and authorized by official action of the Board of
County Commissioners of the COWlty taken on December 17, 2001, and January 7, 2002. Under
certain existing leases, portions of the Property are leased to the state of Washington and other local
government units of the state of Washington for their governmental purposes.
2.2 No Impermissible Private Business Use. No more than 10% of the Property (a
portion of the Property with a value in excess of $295,000 based upon the portion of the purchase
price thereof being financed with the Contract) will be used for any private business use. No more
than 5% of the Property (a portion of the Property with a value in excess of $147,500 based upon
the portion of the purchase price thereof being financed with the Contract) will be used either for
any private business use which is unrelated to the governmental purposes of the Contract or for any
private business use which is related to a governmental purpose of the Contract but exceeds the
--
- 1 -
5OJUU9.01
'-'
amount of the Contract allocable to the property that is expected to be used for that governmental
purpose.
3, The Contract and the Property.
3.1 Parties to the Contract. The Contract is between the County and James P. McCarron
and Noreen McCarron (the "Seller").
3.2 No Sale of Property Expected. The Property is not expected to be sold or otherwise
disposed of in whole or in part prior to maturity of the Contract other than to dispose of any portion
of the Property which becomes inadequate, obsolete, worn-out, unfit or no longer necessary or
useful to the operation ofthe Property.
4. Payment of Contract.
4.1 Debt Service Structure. The Contract is a general obligation of the COWlty. Under
the Contract, the total purchase price to be paid by the County for the Property is $3,100,000.00, of
which $150,000 will be paid in cash at closing. The remaining principal balance of the purchase
price will be evidenced by the Contract, will bear interest at a rate of 6.0% per annum on the
declining principal balances thereof, and will be payable in quarterly installment payments of
$64,000.00, including accrued and unpaid interest, on each June 1, September 1, December 1 and
March 1, commencing June 1,2002, to and inCluding June 1,2021 (the "Maturity Date"), when the
Contract is required to be paid in full.
4.2 Source of Payment. The Contract is payable from the proceeds of taxes levied
against all of the taxable property located within the County and other funds available in the
County's General Fund and allocated by the County for that purpose. Those funds which are
expected to be allocated and used to pay principal of or interest on the Contract will be spent for that
purpose within 13 months of their allocation by the County for that purpose. No amount of the
County's funds in excess of the annual debt service on the Contract is expected to be used to pay
principal of or interest on the Contract, and amounts allocable to that purpose will be spent entirely
on such debt service at least once a year.
4.3 Absence of Sinking Funds. The County has not created or established and does not
expect to create or establish any reserve fund, sinking fund or other similar fund which is reasonably
expected to be used directly or indirectly to pay debt service on the Contract or any pledged fund
with respect to which there is reasonable assurance that money will be available in that fund to pay
debt service on the Contract even if the County were to encounter financial difficulties.
"'-
- 2 -
50JIIU9.01
---
5.
Restrictions on Investing Proceeds of the Contract in Higher Yielding Investments.
Because the County will not receive any cash proceeds from the execution and delivery of
the Contract to the sellers, there will be no "bond proceeds" invested in nonpurpose investments.
The Property will be used actively to carry out governmental purposes of the County and is not a
nonpurpose investment. Except to the extent earnings on the funds of the County budgeted for
payment of debt service on the Contract constitute investment proceeds, there will be no investment
of COWlty "non-bond proceed" funds expected to be used to pay principal of and interest on the
Contract. Those investment earnings will be commingled with other ''non-bond proceed" funds
consisting of substantial tax and other revenues of the County, and such investment earnings are
reasonably expected to be spent within 6 months after such commingling, without regard to the
"proceeds-spent-Iast" allocation rule under Treasury Regulation Section 1,148-6.
6. Compliance with Arbitrage Rebate Requirement or Conditions for Exception From
Arbitrage Rebate Requirement.
There will be no nonpurpose investments acquired with proceeds of the Contract subject to
arbitrage rebate requirements.
7. Contract Meets Other Arbitrage Requirements.
7.1 No Other Governmental Obligations Part of This Issue. There are no other
obligations of the County which are being sold at substantially the same time (less than 15 days
apart) as the Contract pursuant to the same plan of financing and which are reasonably expected to
be paid from substantially the same source of funds.
7.2 No Replacement of Funds Invested in Higber Yielding Investments. The Contract
will not be used directly or indirectly to replace funds of the County invested in higher yielding
investments.
7.3 No Abusive Arbitrage Device. The primary, bona fide governmental purpose of
entering into the Contract is to finance the purchase of the Property. No action is being taken or will
be taken in connection with the execution and delivery of the Contract that has the effect of (i)
enabling the County to exploit the difference between tax-exempt and taxable interest rates to obtain
a material financial advantage by investing any portion of the Contract over any period of time, and
(it) overburdening the tax-exempt bond market as a result of issuing the Contract in a greater
amount, issuing the Contract earlier, or allowing the Contract to remain outstanding longer than is
otherwise reasonably necessary to finance the acquisition of the Property.
7.4 No Intent to Earn hnpermissible Arbitrage Profit. The County will not take any
intentional action to earn any impermissible arbitrage profit in connection with the Contract.
8. Contract Meets Other Requirements for Tax Exemption.
.-
8.1
Contract in Registered Form. The Contract is issued only in registered form.
- 3-
50JUl:9.01
'---""
8.2 No Federal Guaranty. Except as otherwise permitted by the Code, payment of the
principal of or interest on the Contract is not guaranteed in whole or in part by the United States or
any agency or instrumentality thereof.
8.3 Information Return to Be Filed. The County will cause a Form 8038-G Information
Return respecting the Contract to be timely filed with the Internal Revenue Service.
8.4 Contract Not a Hedge Bond. The County reasonably expects that (i) at least 85% of
the principal amoWlt of the Contract will be used to carry out the governmental purpose of the
Contract within the 3-year period beginning on the issue date, and (ii) not more than 50% of the
principal amount of the Contract will be invested in nonpurpose investments having a substantially
guaranteed yield for 4 years or more.
9. Contract Tax-Exemot and Not an Arbitrage Oblilption.
Based on the foregoing facts, estimates and circumstances in existence on the issue date and
the reasonable expectations of the County as to future events respecting the Contract, the Contract is
a governmental obligation the interest on which is excluded from gross income for federal income
tax purposes under Section l03 of the Code, and it is not expected that proceeds of the Contract will
be used in any manner which would cause the Contract to be an arbitrage obligation.
DATED as of March 15,2002.
JEFFERSON COUNTY, WASHINGTON
By
4~ 2cci
Gary Rowe, Director, Central Services, of
Jefferson County, Washington
-4-
50lUU9.01
Information Return for Tax-Exempt Governmental Obligations
.. Under Internal Revenue Code section 149(e)
.. see separate Instructions.
Caution: If the issue price is under $100,000, use Form B03B-Ge.
If Amended Return, check here.... 0
2 Issuer's employer identifICation number
91 ! 6001322
Room/suite 4 Report number
3 02-01
6 Date of issue
3/15/02
8 CUSIP number
N/A
Telephone number of offICer 01 legal representative
f 360 ) 385-9154
and enter the issue rice See instructions and attach schedule
11
12
13
14
15
16
17
18
12/1/21 $ 2,950,000 $ 2,950,000 11.8
Uses of Proceeds of Bond Issue includin underwriters' discount
Proceeds used for accrued interest _ . . . . _ . . . . . .
Issue price of entire issue (enter amount from line 21. column (b)). .
Proceeds used for bond issuance costs (including underwriters' discount)
Proceeds used for credit enhancement. . . . . . . . . .
Proceeds allocated to reasonably required reserve or replacement fund
Proceeds used to currently refund prior issues
Proceeds used to advance refund prior issues . . . . . . .
Total (add lines 24 through 28). . . . . . . . . . . . .
Nonrefundin roceeds of the issue subtract line 29 from line 23 and enter amount here. _ .
Descri 'on of Refunded Bonds (Com lete this art onl for refundin bonds.
Enter the remaining weighted average maturity of the bonds to be currently refunded .. ....
Enter the remaining weighted average maturity of the bonds to be advance refunded .. ....
Enter the last date on which the refunded bonds will be called. . . . . . .. . ....
Enter the date s the refunded bonds were issued ....
Miscellaneous
Enter the amount of the state volume cap allocated to the Issue under section 141(b)(5)
Enter the amount of gross proceeds Invested or to be Invested in a guaranteed investment contract (see instructions)
Enter the final maturity date of the guaranteed investment contract ....
Pooled financings: a Proceeds of this issue that are to be used to make loans to other governmental units 37a 0
If this issue is a loan made from the proceeds of another taxcexempt issue, check box'" 0 and enter the name of the
issuer ~ and the date of the Issue ...
If the issuer has designated the issue under section 265(b)(3)(B)(i)(lII) (small Issuer exception). Check box . ... 0
If the issuer has elected to pay a penalty in lieu of arbitrage rebate, check box . . . . . . . . . .... 0
If the issuer has identified a hed e, check box . . . . . . . . . . . . . . . . . . . . . ~
Under penalties 01 peljury, I declare that I hav\! examined this return and accompanying schedules and statements. and to the best of my knowledge
and befiel, they are tr\le, corree!. and complete.
~I~h~ ~'Oate
Form 8038.G
(Rev. November 2000)
3
Re ortin
Issuer's name
Jefferson County, Washington
Number and street (or P.O. box if mail is not delivered to street address)
1820 Jefferson Street
5 City, town, or post office. state. and ZIP code
Port Townsend, WA 98368
7
9
Education
Health and hospital
Transportation ..
Public safety _ . .
Environment Oncluding sewage bonds) .
Housing . . . . . . . . . . .
Utilities ...........
Ie) Stated redemption
price at maturity
(d) Weighted
average maturity
22
23
24
25
26
27
28
29
30
24
25
26
27
28
35
36a
b
37
b
38
39
40
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Sign
Here
OMB No. lS4S-0720
le) Yield
6.0451 %
o
2,950,000
o
2,950,000
N/A
years
years
o
o
For Paperwork Reduction Act Notice, see page 2 of the Instructions.
*
3/15/02 ~ Judl Morris, County Treasurer
, Type or print name and tlIle
Cat. No. 63773S Form 8038.G (Rev, 11-2(00)
CERTIFICATE OF MAILING
I, Tracy L. Becht,a legal assistant at Foster Pepper & Shefelman PLLC, in Seattle,
Washington, certify that on this day I mailed the original IRS Form 8038-0 relating to the
Jefferson County, Washington
Real Estate Contract and Security Agreement
Issue Date: March 15, 2002
Dated Date: March 15, 2002
To the Internal Revenue Service, Ogden, vr 84201, by certified mail, return receipt requested
(70993220000031436898).
DATED June 4, 2002.
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~
. racy L. cht
~., _~I
50075216.IA
FOSTER PEPPER & SHEFELMAN PLLC
A-rl'ORNEYS AT LAW
"-""
~
March 15, 2002
Jefferson County, Washington
James P. McCarron and Noreen McCarron
Port Townsend, Washington
Re: Jefferson County, Washington, $2,950,000
Real Estate Contract and Security Agreement dated March 15, 2002
--
We have served as bond counsel to Jefferson County, Washington (the "County"),
in connection with the execution and delivery by the County of the above-referenced Real
Estate Contract and Security Agreement (the "Real Estate Contract"), and in that capacity
have examined such law and such certified proceedings and other documents as we have
deemed necessary to render this opinion. As to matters of fact material to this opinion, we
have relied upon representations contained in the certified proceedings and other
certifications of public officials furnished to us, without undertaking to verify the same by
independent investigation.
The Real Estate Contract is executed and delivered pursuant to approval and
authorization by official action of the Board of COWlty Commissioners of the County
taken on December 17, 2001, and January 7, 2002 (the "Legislative Authorization") for
general County purposes to acquire the Property and evidence the obligation of the County
to pay the balance of the purchase price thereof.
The Real Estate Contract is dated March 15, 2002, is in the principal amount of
$2,950,000, bears interest at the rate of 6% per annwn, and is payable in quarterly
installments of principal and accrued unpaid interest on each June 1, September I,
December I and March 1, commencing June 1, 2002, to maturity of the Real Estate
Contract, and has such other provisions, all as set forth in the Real Estate Contract.
Under the Internal Revenue Code of 1986, as amended (the "Code"), the County is
required to comply with certain requirements after the date of execution and delivery of
the Real Estate Contract in order to maintain the exclusion of the interest on the Real
Estate Contract from gross income for federal income tax purposes, including, without
limitation, requirements concerning the qualified use of the Property financed with the
Real Estate Contract, limitations on investing gross proceeds allocable to the Real Estate
Contract in higher yielding investments in certain circumstances and the arbitrage rebate
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Suile 3400
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W.,h,nglon
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Telephone
1>06)447-4400
facsimile
1>06)447-9700
Website
WWW.FOS.TP.R.GOM
ANCHURA(iE
Alaska
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SEATT1.fl.
Wa~hl'lg(Qn
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Washington
Jefferson County, Washington
James P. McCarron and Noreen McCarron
March 15,2002
Page 2
requirement to the extent applicable to the Real Estate Contract. The COWlty has covenanted in the
Tax Exemption and Nonarbitrage Certificate dated March 15,2002, of the County, to comply with
those requirements. We have not undertaken and do not undertake to monitor the County's
compliance with such requirements.
Based upon the foregoing, as of the date of initial delivery of the Real Estate Contract to
the seller of the Property, it is our opinion that under existing law:
I. The County is a duly organized and legally existing municipal corporation under
the laws of the State of Washington;
2. lbe Real Estate Contract is executed and delivered in full compliance with the
provIsIons of the Constitution and laws of the State of Washington and the Legislative
Authorization of the County;
3. The Real Estate Contract constitutes a valid general obligation of the County,
except only to the extent that enforcement of payment may be limited by bankruptcy, insolvency or
other laws affecting creditors' rights and by the application of equitable principles and the exercise
of judicial discretion in appropriate cases; and
4. Assuming compliance by the County after the date of execution and delivery of the
Real Estate Contract with applicable requirements of the Code, the interest on the Real Estate
Contract is excluded from gross income for federal income tax purposes and is not an item of tax
preference for purposes of the alternative minimum tax applicable to individuals. We express no
opinion regarding any other federal tax consequences of receipt of interest on the Real Estate
Contract.
We bring to your attention the fact that the foregoing opinions are expressions of our
professional judgment on the matters expressly addressed and do not constitute guarantees of
result.
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50313078.01
'--"
Jefferson County, Washington
James P. McCarron and Noreen McCarron
March 15, 2002
Page 3
No attorney-client relationship has existed or exists between our firm and James P.
McCarron and Noreen McCarron in connection with the Real Estate Contract or by virtue of this
letter.
Respectfully submitted,
FOSTER PEPPER & SHEFELMAN PLLC
By
ttI~);, ~
William G. Tonkin
..........
50)1307801