HomeMy WebLinkAboutCBC Student Housing LLC Purchase Sale Agreement Amendment No. 1 - 12.09.19AMENDMENT NO. 1
PURCHASE AND SALE AGREEMENT
THIS AMENDMENT dated this 9 f"—day of L 2019, by and
between the City of Pasco, a Washington Municipal Corporation, hereinafter referred to as the
"City", and CBC Student Housing, LLC, a Washington Limited Liability Company, hereinafter
referred to as "Purchaser."
WHEREAS, the parties have entered into the Purchase and Sale Agreement, wherein
Purchaser bought land from the City to develop student housing units, and the Agreement included
options to purchase additional sub -parcels of land for that purpose; and
WHEREAS, the parties desire to modify the terms of the Purchase and Sale Agreement
originally executed between the parties on June 29, 2016;
NOW, THEREFORE, IN CONSIDERATION of the mutual covenants contained
herein, it is agreed as follows:
Section 1. Section 4(a), entitled "Survey" shall be and hereby is amended through
incorporation of a new subsection and shall read as follows:
4(a)(4) "Exhibit A" to the Agreement is hereby deleted and replaced with a
new "Exhibit A-1" pursuant to Amendment No. 1.
Section 2. Section 5(b), entitled "Phased Option" shall be and hereby is amended and
shall read as follows:
5(b) Following closing on sub -parcel A, the Purchaser shall have an option to
purchase sub -parcel B on or before January 1, 2022.
Section 3. Section 14, entitled "Reversionary Clause and Option to
Repurchase/Reclaim" shall be and hereby is amended through incorporation of a new subsection
(c) and shall read as follows:
14(c) The Purchaser shall obtain the City's approval for any transfer of the
Property, which includes the phased options identified in the subsequent subsection, by the
Purchaser to any third -party within the forty-eight (48) month reversionary period. Such transfer
shall be in the City's sole discretion, pursuant to this section.
14(d) Unless the failure to commence construction is related to the items
identified in Section 18(f), below, if the Purchaser fails to submit an application to City for
approval of a site plan and building plans consistent with subsection (a) above, within three (3)
months of Closing, the City reserves the right to reclaim title to this Property. If the Purchaser does
not initiate construction within six (6) months of Closing, the City reserves the right to reclaim
Amendment No. 1
CBC Purchase and Sale Agreement - 1
title to this Property. The City shall reclaim this Property by refunding 90% of the original
Purchase Price as determined by Section 3 above. In the event Purchaser elects the phased options
provided in Section 5 above, the right of reversion shall apply to each of the sub -parcels purchased
independently. The City will not assume liability for expenses incurred by the Purchaser in
conducting this transaction. Purchaser agrees to re -convey title to the City within sixty (60) days
of receipt of notification of the City's decision to seek reconveyance of Property. This reversionary
right is exclusive to the City and shall be exercised at the sole discretion of the City.
14(e) This reversionary right survives forty-eight (48) months after closing or
until such time as building commences, whichever is earlier. The City shall be under obligation to
exercise this reversionary right. This reversionary clause shall survive the delivery of the Deed,
but shall automatically lapse upon expiration of the time periods herein. Upon Purchaser's request
and sole expense, the City will execute such further documents formalizing this reversionary
right's expiration.
Section 4. The remaining terms and conditions of the Agreement shall remain
unaltered; provided, that nothing in this Amendment shall be construed to obligate either party to
enter into an agreement to purchase sub -parcel C, or disturb the Purchaser's option to purchase
sub -parcel C pursuant to Section 5(d).
IN WITNESS WHEREOF, the parties have hereunto set their hands as of the date first
above written.
CITY OF PASCO
By.
ave Zabe I anager
APPROVED AS TO FORM:
By.
Kerr Fe son Law, PLLC
Cit ttorney
Amendment No. 1
CBC Purchase and Sale Agreement - 2
CBC STUDENT HOUSING, LLC
By: / �
David Lippes, Manager
APPROVED AS TO FORM:
Un
STATE OF WASHINGTON )
:ss
County of Franklin )
On this day personally appeared before me DAVE ZABELL, City Manager for the City of
Pasco, Washington, described in and who executed the within and foregoing instrument, and
acknowledged that he signed the same as his free and voluntary act and deed for the uses and
purposes therein mentioned.
official seal this %belay of Lla R4 202DO
Notary PUI-Iic
State of Washin-ton
LSANDY L. KEN1 V67 THY ' Not Publi nd for the �S ate of W shin ton
COMMISSION EXPIRES } ' j � g
August 7, 2023 Residing at 5
Commission #94876 My Commission Expires -7 7�
STATE OF WASHINGTON )
:ss
County of Franklin )
On this day personally appeared before David Lippes, Manager of CBC Student Housing,
LLC, described in and who executed the within and foregoing instrument, and acknowledged that
he signed the same as his free and voluntary act and deed for the uses and purposes therein
mentioned.
GIVEN under my hand and official seal this I I day of D-ecQ , 2019.
_J
A
KIM A. SMITH
Notary Public
State of Washington
My Commission Expires
February 22., 2022
Amendment No. I
CBC Purchase and Sale Agreement - 3
Notary Public in and fo th State of Washington
Residing at 'qr? 4U,�� - ��ov-'e--
My Commission Expires _ L9 a a' ?
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