ORDINANCE _______________

AN ORDINANCE relating to Seattle Public Utilities; authorizing the acquisition of certain real property for drainage control and salmon enhancement located in the Thornton Creek area at the intersection of NE 98th Street and 20th Avenue NE, Seattle, King County, Washington; and authorizing acceptance of the deed for such property.

WHEREAS, as part of the Thornton Creek Basin Plan Implementation Project (the "Project"), Seattle Public Utilities has done extensive work in the Thornton Creek area of Seattle for purposes of drainage control, salmon enhancement, erosion control, and sewer line protection; and

WHEREAS, the City finds that the property located at the intersection of NE 98th Street and 20th Avenue NE in the Thornton Creek area (as further described in Section 1, the "Property") is valuable for salmon enhancement, drainage control and erosion control; and

WHEREAS, Ordinance 120973 appropriated funding for drainage and wastewater system projects, including control of storm water runoff and improvement of fish passage; NOW, THEREFORE,

BE IT ORDAINED BY THE CITY OF SEATTLE AS FOLLOWS:

Section 1. The Director of Seattle Public Utilities is authorized to acquire, for and on behalf of the City of Seattle, the Property described in Exhibit A of the Real Estate Purchase and Sale Agreement (the "Agreement"), attached hereto as Attachment A and incorporated by reference, in accordance with the terms and provisions of the Agreement.

Section 2. Upon delivery of a statutory warranty deed, in form and substance satisfactory to the Director of Seattle Public Utilities or his designee, for the Property described in the Agreement, the Director is authorized to record the deed and to accept it on behalf of the City of Seattle by indicating his acceptance on the deed. The Property thus acquired shall be placed under the jurisdiction of Seattle Public Utilities.

Section 3. The purchase price of Eighty-Thousand Dollars ($80,000.00), together with any and all costs associated with acquisition of the Property, shall be paid from funds previously appropriated in Ordinance 120973 for drainage and wastewater system projects.

Section 4. Any act pursuant to and prior to the effective date of this ordinance is hereby ratified and confirmed.

Section 5. This ordinance shall take effect and be in force thirty (30) days from and after its approval by the Mayor, but if not approved and returned by the Mayor within ten (10) days after presentation, it shall take effect as provided by Municipal Code Section 1.04.020.

Passed by the City Council the ____ day of _________, 2003, and signed by me in open session in authentication of its passage this _____ day of __________, 2003.

_________________________________

President __________of the City Council

Approved by me this ____ day of _________, 2003.

_________________________________

Gregory J. Nickels, Mayor

Filed by me this ____ day of _________, 2003.

____________________________________

City Clerk

(Seal)

List of Attachments

Attachment A: Real Estate Purchase and Sale Agreement

Ron Perkerewicz/FE

May 21, 2003

Gleason ORD

(Ver. 4)

ATTACHMENT A

REAL ESTATE PURCHASE AND SALE AGREEMENT

This Agreement is made by and between Jan K.Gleason ("Seller") and The City of Seattle, a municipal corporation, acting by and through its Seattle Public Utilities ("Buyer"), for purchase and sale of that certain real property and appurtenances thereon situated in King County, Washington, legally described on Exhibit A, together with all rights appurtenant thereto (the "Property"), subject to the terms and provisions set forth below. The effective date of this Agreement shall be the date this Agreement has been signed by both Seller and Buyer.

1. PURCHASE PRICE; PAYMENT.

2.

The total purchase price for the Property is Eighty Thousand and no/100 Dollars (US $80,000.00) ("Purchase Price). The Purchase Price is payable as follows:

1.1 Deposit. Within 10 working days from the date this Agreement is signed by both Buyer and Seller, Buyer will deposit in escrow with Pacific Northwest Title Company of Washington("Closing Agent"), a copy of this Agreement and Buyer's earnest money deposit in the amount of Five Thousand and no/100 Dollars (US $5,000.00) ("Deposit") in the form of a check made payable to Closing Agent. Closing Agent will apply or disburse the Deposit as provided in this Agreement. Upon closing, the Deposit will be applied to the Purchase Price.

1.2 Balance of Purchase Price. The balance of the Purchase Price, Seventy Five Thousand and no/100 dollars(US $75,000.00), in cash at closing.

1.3

2. TITLE

2.1 Title Insurance. Within ten (10) days after the date of this Agreement, Seller shall cause to be furnished to Buyer an ALTA form commitment for an owner's standard coverage policy of title insurance, issued through Pacific Northwest Title Company describing the Property, listing the Buyer as the prospective insured, and showing as the policy amount the Purchase Price (the "Title Commitment"). Buyer shall have ten (10) days after receipt of the Title Commitment to disapprove any exceptions contained therein. If Buyer disapproves any exceptions listed on the Title Commitment, Seller shall have the option to terminate the Agreement or attempt to correct the exceptions to the Buyer's satisfaction. If Seller elects to terminate the Agreement or does not remove the disapproved exceptions, Buyer as its sole and exclusive remedy, shall be entitled to a refund of the Earnest Money. Any title exceptions not disapproved by the Buyer within ten (10) day period shall be deemed accepted by the Buyer (the "Permitted Exceptions").

2.2

2.3 Deed. At Closing, the Seller will execute and deliver to Buyer a statutory warranty deed conveying title to the Property free and clear of all defects or encumbrances except for Permitted Exceptions and any other exceptions waived by the Buyer.

2.4

1. INSPECTION

2.

Commencing on the date of this Agreement, Buyer shall have until February 1, 2003 to investigate and inspect the suitability and feasibility of the Property for Buyer's intended use at the Buyer's expense ("Feasibility Period").. Buyer shall provide Seller with written notice of Buyer's determination that the Property is not suitable prior to the end of the Feasibility Period or the Property shall be deemed suitable and feasible for the Buyer's purposes.

3. BUYER'S CONTINGENCIES.

4.

Buyer shall have until February 1, 2003 (i) to determine, in its sole discretion, the suitability of the Property for Buyer's intended use and (ii) for the Seattle City Council by ordinance to authorize and approve the execution of this Agreement and acquisition of the Property ("Feasibility Period"). If Buyer fails to deliver to Seller written notice that Buyer has determined the Property to be suitable and the Seattle City Council has approved this Agreement prior to the end of the Feasibility Period, the Property shall be deemed unsuitable for Buyer's purposes and this Agreement shall terminate. In such case and upon Buyer's notice of termination to the Closing Agent, the Closing Agent shall refund the Deposit to Buyer and the parties shall have no further rights or obligations in connection with this Agreement.

5. RIGHT OF ENTRY.

6.

Seller hereby grants to Buyer and its employees, agents and contractors, the right to enter upon the Property from time to time during the Feasibility Period, for the purpose of conducting therein and thereon such inspections, investigations and studies, the City of Seattle as Buyer may reasonably deem necessary or appropriate in order to determine the feasibility of purchasing the Property. Buyer agrees to restore to its previous condition any portion of the Property disturbed by Buyer's investigations or studies.

7. RISK OF LOSS.

8.

Seller will bear the risk of loss of or damage to the Property until the date of closing. In the event of destruction of vegetation or other material loss of or damage to the Property prior to closing, Buyer may terminate this Agreement by giving notice of termination to Seller and Closing Agent unless such loss or damage is caused by the Buyer. Upon such notification, Closing Agent shall refund the Deposit to Buyer and the parties shall have no further rights or obligations in connection with this Agreement.

9. REPRESENTATIONS, WARRANTIES AND COVENANTS.

10.

Seller represents, warrants and covenants to Buyer at the date of execution of this Agreement and the date of closing that:

7.1 Authority. Seller, and the person or persons signing on behalf of Seller, has full power and authority to execute this Agreement and perform Seller's obligations;

7.2 Debris and Personal Property. Prior to closing, Seller will remove all debris and personal property located on the Property (if any), at Seller's cost and expense.

7.3

7.4 Fees and Commission. Buyer and Seller each represent that it has had no dealing with any real estate brokers or agents in connection with the negotiation of this transaction. Buyer and Seller shall indemnify and hold each other harmless from and against any and all liability and costs which the other may suffer in connection with real estate brokers claiming by, through, or under that party seeking any commission, fee or payment in connection with this transaction.

7.5

7.6 Vegetation. Seller has not entered, and prior to closing shall not enter, into any contract or agreements, either written or verbal, concerning cutting, removal, topping or other disturbance or destruction of vegetation on the Property.

7.7

8 CONDITION OF PROPERTY.

9

Buyer acknowledges and agrees that it is relying solely on its inspection and investigation of the property, and accepts the property "AS-IS", "WHERE-IS" in its present condition. Buyer acknowledges and agrees that the Seller has made no warranty or representation of any kind, oral or written, expressed or implied, with respect to any condition of the Property, including without limitation, the habitability, tenantability, or fitness for a particular purpose of the Property, the presence or absence of any hazardous substances, wastes or materials as defined by State, Federal or Local law, all of which warranties seller hereby expressly disclaims.

9. CLOSING

9.1 Prorations; Closing Costs. Taxes and drainage service fees for the current year and collected rents, if Buyer has agreed to purchase the Property subject to a lease or leases, will be prorated as of the date of closing. Buyer will pay real estate excise taxes (if any are due), the premium for its owner's title insurance policy, the cost of recording the statutory warranty deed from Seller, and the Closing Agent's escrow fee.

9.2 Time for Closing. This sale will be closed in the office of Closing Agent on a date mutually agreed upon by the Buyer and Seller, but not later than 1 February 2003. Buyer and Seller will deposit in escrow with Closing Agent all instruments, documents and monies necessary to complete the sale in accordance with this Agreement. As used in this Agreement, "closing" or "date of closing" means the date on which all appropriate documents are recorded and proceeds of sale are available for disbursement to Seller. Funds held in reserve accounts pursuant to escrow instructions shall be deemed, for purposes of his definition, as available to disbursement to Seller.

9.3 Possession. Buyer shall be entitled to possession of the Property upon closing.

10. DEFAULT.

11.

Time is of the essence of this Agreement. If Seller has performed all of Seller's covenants and obligations under this Agreement, title is insurable as provided in Section 2., Seller's representations and warranties are true and accurate, Buyer's conditions (if any) are satisfied or waived, and Buyer fails or refuses to purchase the Property through no fault of Seller, the Deposit will be forfeited to Seller and Buyer will have no further obligations or liability under this Agreement. If Seller is unable to (or does not) perform all covenants and obligations under this Agreement, if title is not insurable as provided in Section 2, or if Seller's representations and warranties are not all true and accurate, Closing Agent will return the Deposit to Buyer upon demand by Buyer, as Buyer's sole and exclusive remedy and Seller and Buyer shall have no further obligations or liability under this Agreement.

11. NOTICES.

All notices, waivers, elections, approvals and demands required or permitted to be given under this Agreement shall be in writing and personally delivered, sent by United States certified mail, return receipt requested, to the addressee's mailing address set forth below, or sent by telecopy to the addressee's fax number set forth below. Any notice will be effective when actually received or, if mailed as provided herein, on the earlier of actual receipt or two (2) days after the date deposited in the mail.

If to Buyer:

Attn: Ron Perkerewicz

Seattle Public Utilities

Dexter Horton Building Floor 10

710 Second Avenue

Seattle, WA 98104

Phone: 206-615-0741

Fax: 206-615-1215

If to Seller:

Jan K Gleason

1004 W Newell St.

Seattle, Wa 98119

Phone: 206-329-8300 x 11

If to Closing Agent:

Attn: Laura Johnson Escrow Officer

Pacific Northwest Title Company of Washington Inc..

215 Columbia St.

Seattle, Wa 98104

Phone: 206-343-1321

FAX: 206-343-4720

11. GENERAL.

12.

This is the entire agreement of Buyer and Seller with respect to the Property and supersedes all prior agreements between them, written or oral. This Agreement may be modified only in writing, signed by Buyer and Seller. Any waivers under this Agreement must be in writing. A waiver of any right or remedy in the event of a default will not constitute a waiver of such right or remedy in the event of any subsequent default. This Agreement is for the benefit of, and binding upon, Buyer and Seller and their heirs, personal representatives, successors and assigns. The invalidity or unenforceability of any provision of this Agreement will not affect the validity or enforceability of any other provision. All exhibits are hereby incorporated into this Agreement.

13. SURVIVAL OF WARRANTIES.

14.

The terms, covenants, representations and warranties shall not merge in the deed of conveyance, but shall survive closing.

15. ACCEPTANCE.

16.

This Agreement shall become null and void unless executed by Seller and received by Ron Perkerewicz at the address referenced above not later than 4:00 PM, Wednesday , 25 June 2002

Buyer: The City of Seattle

By: ________________________

Chuck Clarke

Director, Seattle Public Utilities

Date: ______________

Seller: By: ________________________

Jan K. Gleason

Date: ______________

1

gleason agm't.