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Project Rev & Correspondence.. <~ :~~III ~ Public Finance Inc. LID Admrnrstratron /Debt Management Facsimile Transmittal TO: Tami Merriman, Assistant Planner FROM: Rick Knopf DATE: July 13, 2004 RE: ULID No. 1 -Beverly Malan The following pages are attached' • LID Pre-payment quote for May 27, 2004 • Comprehensive transaction history Please let me know if you need anything else. Thanks! ~. ~~ ~ ~~ A Q /a / ~~ _ ) ~~ ~ J ^n I 1 ! G_ 9 (~ i ~ ~ ~--- -- ~~ .-- U , ~i V ~;~;:~ . ,; ~;1'1'Y UN' Y~LM Utility IJocal Iiiiprover~iellt District No. 1 ASSESSMENT INFORMATION Account Number 01-056 Property Owner Bev Malan Tax Parcel No 21713340106 Assessment $25,524.10 Interest Rate 6.20% Term (years) 15 TRANSACTION HISTORY Type Install Date Principal Jnterest Penalties Total Billing 1 8l1G100 1,701 G1 1,513 12 0 00 3,214 73 Receipt 1 11!21!00 (1,701 G1) (1,513 12) 0 00 (3,214 73} Billing 2 8l1G101 1,701 G1 1,582 49 0 00 3,284 10 Receipt 2 10/10/01 (1,701 G1} (1,582 49) 0 00 (3.284 10} Billing 3 8/1G/02 1,701 G1 1,371 49 0 00 3,073 10 Receipt 3 10!4!02 (1,701 G1} (1,371 49) 0 00 (3,073 10} Bailing 4 8/1GI03 1,701 G1 1,2G5 99 0 00 2,9G7 GO Billing 5 811G104 1,701 G1 1,2G5 99 0 00 2,9G7 GO ll~r ,,. _ ~~y~~ CITY QF YELM ~•~"t.`~: Lltility Local Improvement District No. 1 ASSESSMENT INFORMATION Assessment $25,524.10 Prin Balance $20,419.27 Account Number 01-056 Interest Rate 6.20% Property Owner Bev Malan Term (years) 15 Tax Parcel Number 21713340106 Penalty Rate 12.00% DELINQUENT INSTALLMENTS Due Date Installment Principal Interest Penalties Total Overdue 10/15/03 4 1,70161 1,26599 21952 3,18712 ESTIMATED AMORTIZATION SCHEDULE Due Date Installment Principal Interest Total Due Fnd Balance 10/15/04 5 1,701 61 1,265 99 2,967 60 17,016 05 10/15/05 6 1,701 61 1,055 00 2,756 61 15,314 44 10!15106 7 1, 701 61 949 50 2, 651 11 13, 612 83 10115!07 8 1,701 61 844 00 2,545 61 11,911 22 10/15/08 9 1, 701 61 738 50 2, 44011 10, 209 61 10/15109 10 1, 701 61 633 00 2, 334 61 8, 508 00 10/15/10 11 1, 701 61 527 50 2, 229 11 6, 806 39 10/15/11 12 1, 701 61 422 00 2,123 61 5,104 78 10/15/12 13 1,701 61 316 50 2,018 11 3,403 17 10/15/13 14 1,701 61 211 00 1,912 61 1,701 56 10/15/14 15 1, 701 56 105 ~0 1, 807 06 0 00 $22,120.88 $8,334.48 $30,455.36 PRE-PAYMENT QUOTE Pr~napal Balance $20,419 27 Please remit payment to: Next Inte rest Payment 1,265 99 City of Yelm ! LID Administration Delinquent Interest 1,265 99 PO Box 479 Pen alties 1 Costs 219 52 Yelm, WA 98567 PAYMENT IN FULL: $23,170.77 Quote valid for: May 27, 2004 i ~ °. ~ ~, :~ ;~ at ~ 1 i PR~~F~ 1 7 1 +A s_ y u3 [v .., ~ ~ .n ~ 1 ' cn y t cr ~ ~ a c ~~ ~,. ~ +~ ~ 31~ ~ O sM'w ~ n '' m ~ a ~ ~ ~ ~ w ~ °- ~ ~ ~I . n ' ~ ~ m o4 0 ~ 0 M..~ ~ ~ cp Cl t'" ~ Q ~ D o t..y Cfi ~ x~o J H t'; 70 win o '~' r~ ~~~ ~ ~ ~,~ ~ °wm`° O -.Q t~ 1'° H J 1~ ,jJ C~ ~ ~ U~ C O ~ ~ x d ~ as ~ ~ ~ 3 ~ m x ~ ~ I ~ m i v ~ ~ ~ !~ J t-4 ~ ~ r ~ y ~ ~ ~ W m F+7 o N n ~•-+ ~ i x ~ Z ~; i Ln -p. p Gx: ~ Cl ~ ~r r-1 ~ 'U r3 N ~ i!3 N I O9 ~ f2+ ~ ~Z ~ n m r, m ~ v ~ ~ ~ ~ ~ o x W I tp ~ ~ .p I ~ N T I J 1 ~ Z O i -2 c r s i ' s I T Y~ `~ Z! 660S-8Sb ~09E) • OC~~~~090~ ~- ~~ THE p~9~~ /. ~~ ~~ ~. ..,E -; YELM WASHINGTON April 14, 20 4 Robert W Droll Landscape Architect, PS 4405 7th St SE, Ste 203 Lacey, WA 98503 City of Yelm 105 Yelm Avenue West P.O. Box 479 Yelm, Washington 98597 (360) 4~8-3244 Re: Rosemont Landscape Change Orders Dear Mr. Droll, I am writing this letter at the request of Ms. Tami Merriman, Assistant Planner for the City of Yelm. Yesterday afternoon Ms. Merriman conducted as part of her duties a review of the required landscaping at the Rosemont Retirement Home. At the completion of her review she handed me her punch list, which was forwarded to Maddox Construction. We were informed at 10 minutes to 5 pm that item 2 on her list 10 missing trees (in the required type 1 buffer) had by your approval as item 5 of a change order on March 10, 2004 been deleted. The City of Yelm has not approved the change order, as it had not been presented as an amendment to the approved landscape plan. Additionally these trees are required as: 1) The type 1 buffer is a part of the land use requirements 2) The system installed correctly should allow for both the buffer and storm tank Since the provisions of the special use permit specifically require a type 1 buffer on the north side of the property, the City of Yelm is requiring that the 10 missing trees be installed. If in your judgment the placement of the trees over the tank will not allow for their survival, then alterations must be made to accommodate the trees in the buffer and the storm water system. These alterations must be approved by the Community Development Department. At this time the City of Yelm cannot issue an Occupancy Permit, even temporary, until this issue is resolved. Th Garv arlson Buir ing Official Cc: Susanna Owens Maddox Const. Rpr 13 04 03:48p FROM :RWD `_RMDSCAPE RRCNI7ECT Maddox Const. Rosemont FRX hl0. :36a493206~ Mar. 10 2~~74 07:19AM P1 ~ Robert W. DTO~.I ^~ Lrndecape r^,rchftect. I'S ceC75 ~Ih S~raert bC, Svlte 1~'3 Lacey, RYA 9BGA9 \\~ f36~) d95.3Sl9 Facsimile Cover Sheet Company ` D` _ _ _ °a ~~ Phone Fax: j ~ r --7 t'" Lj~~ ~~ ~ Z `T " ( (~ ~ From: ~~ ~7~~'irl ~ Company: phone: 364-456-3813 Fax: 1360)493-2063 Qatg: '~1(a f a~ Pages including this cover page: p.l Re Ia~lsc ~ w~~ue~l~s @ Kosewm,P' r+e~ v~ ~ Fwb C~~y o ~a fah sr~ cis 319. 7l~ae ~ ,~'f~ anaaa we ~au~aed Z. ad ~ yl~,,~~+Gl~+wl dw. k ~a. eln~.~ 3.~~~~. ~p!o,.%s ~.. h ~lGh~ y~f 1-360-400-1440 ~J1,.~~1 ... !t 1 Y} /~# P,P~ tai / ~L! A a a Vii! C Rpr 13 04 03:48p Maddox Const. Rosemont 1-360-400-1440 p.z FROM• ~ RWD L•.ANDSCAPE ARCHITECT FAX ISO. :3604932063 f,~v~1 ~!~'vIM''r•S/~~ 1 0H~ 0 ? i ~,~ M P2 ~r ~,~ ~,~ ~ as sa COMMON AREA r CO REGA? t vi 13.E c~~C~:~' ~rn~ 1~~~~ ~ a ' C~.LQ ' ~- ~ ~ SL 5 SJ ~ tz w D1N(NG D!N G ~ w 34 LM 9 HH l4sfX 48 LM 9 • PG ~__.._I 26 ~ ~ c .... i0 9 NH MIX ; a - - .~ - - . • . _ -f _ = 22 SL ° ~. SEEDED LAWN' - - _ - _ ° a - - ~ 8 HJ~ I~1X= - - 7 WF " - S •-- SL ~. _ _ _ - ¢ se .oMMoN GARDEN AREA-• . - ~ _ L2.2 _- Rl~t~ i"0 ENLAl~6ED PLAN .: . - . - ~`~ - ~ _ - _ - = - !2/jJ LpN~scAP F~cF•(rYP) - - _ L.L.2 ~. ~ - .a~ • _ _ - _ _ .._. - . _ _ _ ~ -. - fir. _ r _ - ti ' -• - _ _~ ~' Z °' +r3 j 7 PS fs S'r'~~~R ~ ~ Rpr 13 04 03:48p Maddox Const. Rosemont 1-360-400-1440 p.3 FROM :Rl.JD,LANDSCAPE ARCHITECT FAX N0. :3604932053 Mar. 10 2HB4 07:19AM P3 J . ~ C ~' 7 ! ~S a ' ~' .... 2 PS ASSISTED LIV! G COMMON 4 ~, -~'i _ ~ ~ ' cn _ 1 g _ti - _~~ 6~'~ - .~o vN ~ l t . x 44 AU •. ,~ DlN11VG ~ . 40 C%1 ,~ - '~ a - x 5 SJ .~ - ~ ~ c ~ z se ' j 7 ~ 9 NN M!X ~ • ~ Ct ~ 14 VN 4 CG PS i -- ~• y x 4 WF 5 11D 1 CL ~ 3 P/ - 5 SJ - - "r.. .- p _ . 1 Ai? 7 ~ - __•,_ -• _ ~ ~ n I RS _ .- 2 CL ~ -- 7 VYF ' -• • - •- 32 AR - 9 HH: - 4Q ~ 70 ~ w Pa _ s~. z c~ 2 C~c - 8- r~aK_ _ _ S SP _ - - - _ - -_ - _ , _ __ - ~ sE~'DED - ~ -. ~ - - .. LAWN - Z 2 JC 2 PC 30 '~~ Z r s Rpr 13 04 03:48p FROM•:RWD 'LANDSCAPE ARCHITECT ~t~. COMMON AREA ~~ /9SL E 4 P G -~ 8 NH MIX 7 4 VN f 4 WF $ ~~ f X22 SL -, ~. Maddox Const. Rosemont ~g SL 5 5J 4VD~ s NN Mix a PG ~ FAX N0. :35@4932@63 1-360-400-1440 Mar. 1@ 2@@4 @7:2@AM P4 gSJ~ 7 58~ 3SJ~ 7 VD 3 SJ 7 SB • "'_ __ p.4 3 ,0'~1 ~ ~8 P7 - r 1 ~.r/0 ~'- . Flpr 13 04 03:49p Maddox Const. Rosemont 1-360-400-1440 p.5 FROP1 :RWA iANDSCRPE ARCHITECT y FAX N0. :3604932063 F"far. 10 2004 07:20AM PS ~~ !!`~ ~ i~••• z _ ~ -.. CQ ! Y' f t ~ ~~ ` ~~_ r N l• , ~r n , ~ ~' p r+ Q~ ~ ~ • • • ~ ` ~ v ~ ~ * 7 ~{ w i R I.V i~ -^'-~ 1 i .~ y • • ~ i L ~ ~ ~ ~ t t t ~c ~s ~ ~t ~. ~ t ~ K ~ ~ v ~ 3~ ~ .( { ; ~ ~ i ~ ~ ; \ ~ ~ K ~ - ~ Q ~--~ j r, ~ ,t ~ { ~ } w ' ~ tin ~ _v~ ~ ~ . . ~ ~„ ~ ~ • ~ ^ N ~ • r , , • •, ~ ~ ~ , ' • . . ~ ' ~ \ I ', F ~ { ~ , , ~~ ~ E ~ O • • p 9 ~ ` < ~{ ~ ~ ~ ~ U ~ I ~• ~ ~ ~•~ I ~ I ~ C Ill ~ • . 1 I ~ ' ~ y t Rpr 13 04 03:49p FROM :Green .Effects Green Effects PO Box 2005 Sumner, WA 98390 253-891-9888 Fax 253-89~.-9777 Maddox Const. Rosemont FAX N0. :253 891 9777 Date: 3116104 Order # 3 Project: Rosemont Retirement 1-360-400-1440 Mar. 16 2004 09:19AM PZ p.6 Client: Maddox Construction LLC Three SW Cenferpointe Drive Suite 100 Lake Oswego, Oregon 97035 CI-iANGE ORDER REQUEST Description: AREA-5 Remove listed confers on North perimeter above un.dergroluid storm drain system, and replace with listed shrubs per landscape architect request and drawings dated 3/10!04 Materials: -214.00 Labor: -60.00 Equipment: Disposal: SUBTOTAL: -274.00 Si~nafurc: Date: Aathori;ced signature required :for acceptance of change artter Rpr 13 04 03:49p Maddox Const. Rosemont 1-360-400-1440 p.7 FRdM :Green .Effects FAX N0. :253 891 9777 Mar. 16 2004 09:19AM P3 3- 1 2- 04 : O [ 7 OAM; MA6DOX CUNST.=DUCT I OtJ ; oG1~ 824 1 775 4F 6~ 8 FRDM :RWA LHNbSCAPE ARCHITECT FAX NQ. :3E~045320~3 Mar. Ab ;~1J2-4 07:2dAM F'S ~`~ ~l______.. .. V ~ L ~~. r' 4 ~~ ~. ~~ r ` r\~_ ~ Q~ ~ M '~ F ~~~ f=- CV ~ ~ ~ • T \ /~l ~'~ ~ ~ ti~ ~~ ~ ~~ ~a 4 ` .. o- ~ I '~ Q~ ~ , ~~ _ _ _c, ~ I ~ ~~ i ~ _ o ~~ ~ ~ ~ ~ ~ ' 4, a} r . ~ ~:, N . ~" ~ m r ~:. :.... ~ ~ ~ ~, cif' ~~ ~ "'' '~ i~ % ~ ~r q~ i. r ~ { 1 ~ 1 ~~ •,r, ~ ' 1 • i f w ~~- .j ;a . ~r.• ~ , ~ V ~ ~ , ~v yy ' Pop 1 N aP ~ ~ ,~~ Rpr 13 04 D3:50p FROM :Green EFfects P.O. Box 2Q05 Sumner, WA 98390 253-89'i-9$88 Fax 253-891-9777 ~: - FAX N0. :253 291 9777 1-360-400-1440 Mar. 10 2004 12:45PM P1 p. e - ,~ .~ r~~„~, ~ ~' '' a - ~. ~~ ~^ 1b: Phil or John From: Dan Wislacker Fax: Pages: 7 Phone: Y}ate: 3/ 10/2004 Re: Rasemontt Change Orders CC: File ^ Vrgent x Far Review ^ Please Comment ©Please Reply . D Please Recycle • Comments: Please review the enclosed change order request anti call with any questions. Please sign and fax back as written authorization to proceed with~work. Maddox Const. Rosemont Thanks, Dan Construction Manager Rpr 13 04 03:50p FRDM :Green Effects Green Effects PO Box 2005 Sumner, VVA 98390 253-891.9888 Fax 253-891-9777 Maddox Const. Rosemont FAX Nq. :253 291 9777 Date: 3/2!04 Order # Z Project: Roscmont Retirement 1-36D-400-1440 Mar. 10 2ag4 12:46PM P2 p.9 Client: Maddox Construction LLC Tl~rce SW Centerpointe T)rive Suite IOU Lake Oswego, Oregon 97035 CHANGE C}RDER REQUEST Description: Reconf gore turfJshrub area on NE building corner and SE building corner per landscape arch.i.tect request dated 1 !28!04, adjust ira-igation and add requested plant material. Materials: 363A0 Labor: 90.00 Equipment. Disposal: SUBTOTAL: S 453.00 S~nnture: llate~ Authorized signature required for acceptance of change order Rpr 13 04 03:50p FROM :Green Effects Green Effects PO ~3ox 2005 Sumner, WA 98390 253-891-9888 Fax 253-891--9777 Maddox Const. Rosemont FAX N0. :253 X91 9777 Date: 312104 Order # 2 Project; Rasemflnt Retirement 1-360-400-1440 Mar. 10 2004 12:46PM P3 p. 10 Client: Maddox Construction LLC Three SW Centerpointe Drive Suite ].00 Lake Oswego, Uregon 97035 C~ANGF QRDER REQUEST Description: The following irrigation work is required due to insu~F~cient sleeving. 1) Extend mainline from North perimeter through West p~r.imeter. 2) Add 1) additional valve to irrigate isolated turf. S1N cor~~er 3) Install I) sleeve under sidewaf_k Materials: 191..00 Labor: 240.00 Equipment: Disposal• SUBTOTAL: $ 431.00 Si4nature: Date: - Authorized sig~naturc required fc~r Accct-tt~nce of cl~~~n~e order Rpr 13 04 D3:50p Maddox Const. Rosemont FROM :Green Effects FAiC N0. : z53 891 9777 FRAM ;Rosemont FRX N0. :360-4t~0-1440 FFQI'1 : Rt.J~ ~,WJLS~:.riP~ A~~~H : TEST FAQ tJCI. : 36dg9,~H63 "_~~ A- ~!ti 5~ l t 1 i -'+ tR ~ ~no~ ~ "~~,-, ~ ,~~~~~ ~ ~~~~ ~~ t D ~' ~h, 4 /~ ~ {~ Q ~..+~ nl~~ ~ ,t~ h ~, L~ Iti ~y 1i ~~~ '...'may-~~. 1-360-400-1440 p.ll Mar. 10 2004 12:46P~1 P4 Feb. 19 2Q04 11: 42AMr~++ ' P3 .7~Af1. c~ G~i'~~ ~'~ : ~='fi~ M~J Apr 13 04 03:50p Maddox Const. Rosemont FROM :Green Offects FAX NO. :253 B91 9777 FROM ~ f?os~mont FAX N0. :360-4H0-14.ALI F'~OM :RWC~ Lh~tdL't3~.AP'C' r~4CH2TCCT F't~X i~li7. :36Q45320e33 ~fOdf~L~1 ~~4T • 111 ~~• ~~~~~'~~~ rr 1-360-400-1440 p. 12 Mar. 1H 2H04 12:46PM P5 Fri. 19 2HH4 I1:43AM P~4 Yan. 29 ~DF~d 1}:32x#'1 P4 ,( ;.. - ~~ d~~~ ~la~ C lit mr r r ~~ Rpr 13 04 03:51p FROM :iareen -Effects FROM :Rosemont Maddox Const. Rosemont FAX N0. :253 89A 9777 FRX N0. :350-4C~0-1440 PROM : R~ Lr~htA~:..fif'E ARCI-II7E~T FAK N0. : ~6F74~J2t~3 1-360-400-1440 Mar. 10 20@4 12:45PM P6 Fib. 19 ~Q04 7.1:42AM PZ .Tan. ~© 2mD4 li:3bAh1 F'1 ~.' 4beTt ~+/. ~T~~Y f.and~aoxpm r~4nGYtrtact~, r~ ~ 'it+t Mt~~ SE swan 2af R~ayt c-4 ea~~ t.#~~1 eras-9sis ~acsimi~e Cover S~ee# ~4. ~~~ r~~d~~x cor~Panx 1~ r~df~+x Cwt Phor-r 'S~ 3 ~J~/ ~~ ~ Fax: 1~a '~'~ " f ~~~ from: ~~ r~ Ex~~S cc~mpeny: t~obert W. ~~.~l.~htY~cape A-~hitect P8 Fax: (390493-2Q8~ f~1,OQ' l~~p omail: f I ~ • D~t~3: J f ~B~D Y Pages lnafudln~ this l cavsr papa: Comrne~t: ~~i..t.DG a.~ }'-o li~-~t~~~G ~~,~-~, ~,,~ ~ .r.r~.d, .2.~s ~ ..~.~,c.~•.r=w , bc~ ~x-~ ate, / ~,. ~, . ~1~~ ~ ~ . p. 13 Flpr 13 04 03:51p Maddox Const. Rosemont FP.OM _ Green- Effects FAX N0. : 253 291 9777 FROM :RoSernont FAX ~lD. :36~-400-1d40 _._.Y.,..,._~. _<., , FFOM : kWp LIDS: raFE ARCH f TFCr Fax tea. 5s?c~~ ~~ i~ ~ ,. MA t '~ ~ ~. ~Yf~'~ i ~ r wr 1~ ~~ 1-360-40D-1440 p.14 Mar. 10 2004 12:46PM P7 Fib. 10 2004 11:42AM p2 .Ian. ~Q 2II~3f~ '(t : 31 Aht P2 ~-Rt. ^:r,~'+ ~~. F•J r ., L EA51" E~EV,4I~ION NO»TN ELEVATION -~~~ ~~ 3 a~ ~ ~: ~n imm~ ~ ~ ~~" ~~~ ~~ ~~~~~ H ~~ ~~ 0 ono JWW 7.A ZQ~ ~ ~~~ ~~ ~~ ~ ~g~ a w ~~ y 0 0 e~rmYa ex~oR BLBVAT%1N8 mac: m d SOI~TN ELEV,4TIDN SCALE: I" = 1m' orrsl>.woear.wa 0 C c a Y Plarrt LaO,nd e,. ~,.I Dana Scram Plant Alaferhl - canrr. ~ Ir P.ne~,oW•na,ruerr ~a~+ba~'•~~ac.er PWtr me?or05 w. mrd5rh- Slue PM oda5e5. rl.e. ' AarywWyy'FLwle'-FhIr A4pe FrWd'I w IMYaW - ppan AeA CanunuDlaYY • Pwptla Dapwood 81WLIEe 8 WaMduown Vaaillwn o9Wewn • Ewper NutKN6rry fbNdsiar daaWbr- aw~mprey Rat nutlur • NaagMee ~' MYWtapAlYwn • Chepan Gape Clrnrea~prN aDAw- FeM cYpw a ThupacdderMW • FmreldAlharWlee Contler, b Deciduous Landscape tree, t:a~5. Fillip tlMwl6Wplrr..leprw~Bkat Pkr PSnr Mlople-Faetlpfw NtYY PM E,Ss.alwrrNr. GleaaeY wlonmr • SWIEIwr f kwMybapL Pms rabwr - chrddeer Per csWY arrarler - EWWn Reaua pl oeeerrh. ~ r1o..hp Tier Plulr eenurr-Mlrnuewe ERASWY Aorw-rkwn- Srlw Kdw,lgwlre MpY Oura9r elbrx uW -Cnwrm sRW.o.K Aow oYderen-vYle AYpe Shrub, d Groundcovsn aEwSAbe kIf,IM1A1'Ne EpEWw dlr.•LYWruvq Bp'eee, 9hlob~r BpYw VYhwnwn W. - Devld V~Letewl4 Odla9a11'blllllwa WNlrle AakW " Owl WelpNe PbW W ArMUar • SIWLIaW CMWIeA91 ~ anue.aan.d.An.s VErnm[plAw'Nrwm'-Ow/EuoprllCmbnfblleA ~ Srraoou nadlal5•FleprWSeloocaaa a'f11MN011/ ryr0,1 • BMd QIrAIIdODYre ra81W1 AIW NWe~W-CAWDr~ FnpeliWx tbMkA'• LbMIrJcS6eW6W7 Pfrw Elks 6 Ca1ur w. • HrMwwNYr aovldoo9~l.raan.aAS.e. Brooroaa Aooknen • HMleyyen BwerBax ~..u~ .~w~~li~ a t;.I.tlAxNLmlrlLOewn•Sna-#I•Wwnmr nrawoa raruw BPrLnS+PYnb 8 MlrWtlw Oo M Bend UwalphuBl Slle DAryayw. Deaarlw OlWrer: Haw w. Crr w. -BwMr OolderL Jeperwe SeEp ClWemrri w. PervYeeemelapeawokke•OweAFawlYh lire twia9alam e.roerda55n - 615e ap GSeee l~sapa Improvement General Notes I, cavrRACroA Is AEWrttED m YERFY Exlsrwc unurY LacAnoNS PRIOR m mxsrRUCnaN. 1. CCHIAACTCA IS RESPONSIBLE EDR A rHORpJCN aEAN-UP FOR HIS/HER RESPECnIf NVAK, OAEY ANp Ai PRO.ECr aos-put. 1 CONntACiCR IS AESPOVSWIE FCR PROIECTWC ALL EIaSnNG INPROlEWp11S pANACE ro 1HE FMSnNG IYPROl4lJIR BY rHE CON1RACla7 SHILL f# AEPNAm QR REPI.ACm BY ntE CONntAC10n ANO/OR aluFlm INSTALL£It5/n7ADE$ ACCEPTAN2 ro ME SaE SA nSFACna1 OF ME CLWSSAUCnON C45ERbfR ANO AT NO COSr 70 THE OWNER. A. PUNT WAlERIALS SHALL WEEi S1A/A)AR0$ SEr FORTH W nlE U1EST mnON OF rNE ALQnCAN ASSOaAnaY (X NURSERYI/EN STANDARD (AN9 280.1) AND WASHWGidI $1AlE SiANpMDS Fat NURSERY $i0ar ORDER Na 1827. ALL PLANr YAnO8A15 SHALL HAIf SUAPpENi 8001 DE'~L.CPYflli iO ASSURE 4MNVAL If0 HEALTHY GROWTH. CON/AIApt CROIM' PLANT NA IERIALS ARE Rr'WFm ro HAYE SUFMl19T RGpr cernnN ro Han THE saL WrACr xHEN REWOYm FRaA A+E cCWruAFR, Bur sNAU tar ~ Raor eauro. 5. ALL IRQS SHALL BE I}' CALIPER iRUNNS NIMNUW. 8. ALL HYpROSEm rI1RF AREAS SHAG REC01f fi' DEPTH OF rYPE 'A' rp°Spl, A$ SPECIFlm. CAAOWC NEXT TO PA1£WENT SNIIl BE 1/Z' BELOW PAIEWEN/ GRADE. 7. WEDAILI HEY7FIR BARK YULCN SHILL BE INSTALLEp ip DEPTH rA" S INCHES IN ALL PUNING Bmi PRIOR i0 BARK PUCEIfNT GRADE SHALL BE BROUGHT ro A IMIFC.RN LWE Nlnl NO SURFACE IRREWL1ltlT($. WA TERWG BEPoA$ ARWND PUNri SHALL BE NAND COWPACTm ANO Cf A SAKaM AAO EIfN GRADE PRIOR >ri NULCN PUCENENT. MULCH SHALL BE WATER-COMPACTED UPC4 PUa9R?Ii. 8. NITROGEN Sa1RCE SHALL BE ISOBUMENE DWREA, FOR PLANTS, ONE' CUP (FOUR gwICES-KYUYE) a FERalZER SHALL BE Elfl'lY a51RIBUiED AROUND n1E INSIDE WATER BERM Eat El4RY SHRUB ANO CROUNDLVrEn PUNT, AND Iwp taus SHALL BE APPUm i0 E1fRY TREE Fat UNN IREAS, rER1UIDt APPIJCAnLW SHALL 9E MADE BY ORCP SPREACER FERnl1ffR APPLICAIICN SHHL OCCUR PRIOR ro FMII$!1 DRESSN'G INSrALLAM1N, ANO SHALL BE INCIDENTAL r0 PLANT WA7ERIAI. AND PAY HENS Robert W. Droll I.ti.~.pe Arehwwa. 13 dws ru d~n~e. ~ L~ wd 9an1 (S50) 655-1911 FAx (l50J 691-2061 Enpl: ba90Wral[mm Lmtlxme kCiilttWe Site vrmnnq Envmmmla OmPi umm 0esgn Lad Prmnrg Pmjacl Nma9emml srArE of wASHacroN RE(YSrEREO UAOSCAPE AREHIffCr Roberf W Droll CntiRcote Na SJO aROIECT N0. 011J5 7RAINNC 11J5LS-cronceptl 7ESIGNED BY ~ ]RANK BY ~ ~1ECKED BY Rxo BENSON OAff rlIANCE BATE: !0/30/1002 9. NO YJBSnRSnONS SHALL BE Ca19DERED FCR PLAN /S OR OnIER NAIERIALS DURwIG nrt BIDa'NG PROCESS it Conceptual f0. CCNIRACTaI SHALL WARRANTY TREES SHRUBS ANO CRa1N000KR FOR A PERIOD CF ONE 1EAR AFTER y 11 N` MAL ACCEPTANCE HA$ BfDJ GRANTED. pehER SHALL THEN A$$UWE ALL RESParyBA/nE5 Fat WAWUINNC LANDSCAPE ANO WRICAIKW IYPROLfHEN15 FOR THE UfE OF nl1$ PROJECT, I Landscape Plan u, unuscAPE wATEMALS d puANnTIES wxL BE FktD AD.11STm r0 Flr AcTUU caancHi COORpNATE uNDSCAPE cDNSmucnoN A,TH pwIER. I$. ALL NEW LANDSCAPE AREAS ro BE IRRICv11m NIM AN AUIONATIC UNO•)2t;Ra1N0 SPPoNNLLR SYSIEY 11 SCALE: I'-20' 0 10 2G a0 L1 Sheet-of- MOUNTAIN WEST 245 Commercial Street SE Suite 200 Salem, Oregon 97301 I 1 August 2003 Grant Bcck City oCYelm P.O. Box 479 Yclm, WA 98597 Rc: LID Assessment Payoff Dear Grant: Gncloscd please find our check in the amount of $21,685.26 to pay off the LID assessment associated with the transfer of ERUs from Mike and Bev Malan's property to the Killion Road property. A copy of the payoff statement [received Crum Public Finance, hlc. is included for your reference. I agreed to pay the Malans $2,000 fitr each of the 14 IRUs transfen'ed to Mountain West. Icss the balance due the City; therefore I am today mailing them a check in the amount of $6,314.74. In addition, [made the same arrangement with Richard Boners and today am mailing him a check in the amount of $16,000 for the 8 ERIJs he transferred to Mountain West. 1 just received your email regarding the sign-off by the Mayor and recording by Thurston County. I will appreciate your continued assistance ir, expeditinu the doc~nnents in n,o ;~s these paymeiris without executed documents do not meet our lender's requirements ibr financing and we are therefore oul of pocket for this $44,000. 1 just didn't want Dick Boners or the Malans to have to wait any longer since they were advised they would have their funds shortly after the July 9`~ Citiy Council meeting. I~hank you Cor all your help through this process. It's been a long one hul it seems to me that the City's transfer policy creates winners all around. Sincerely, ~.oa,u.c~a ~li.~-a--ttn Susanna Owens M ~" WASHINGTON STATE HOUSING FINANCE COMMISSION August 7, 2003 The Honorable Adam Rivas Mayor's Office 105 Yelm Ave. W Yelm, WA 98597 Re: Public Hearing -Rosemont Retirement & Assisted Living Community (#03-19A). Dear Mayor Rivas: ~~ ~;5~ 1 y7 C.J Karen Miller Chair Mr. Kim Herman Executive Director The Washington State Housing Finance Commission has received an application to use nonrecourse revenue bond financing for a project located in your jurisdiction. A description of the project is included in the Notice of Public Hearing enclosed with this letter. The public hearing for this project is scheduled to begin at I1 a.m. on Thursday, August 28, 2003, on the 28`" Floor Board Room of the Commission's offices, located at 1000 Second Avenue, Seattle, Washington 98104-1046. You or a representative of your office are invited to attend the hearing. If you would like to respond in writing, please send comments to Mr. Kim Herman, Executive Director, with a copy to me, at the address noted above for receipt no later than 5 p.m., Wednesday, August 27, 2003, or you may use our facsimile number: (206) 587- 5113. To ensure broad participation in our public hearing process, we would appreciate your forwarding this notice to other city departments or interested organizations. Copies of this letter and the public hearing notice are being sent to Grant Beck, Community Development Director, City of Yelm. Thank you for your time and assistance. If you have any questions, please call Claire Petersky, Senior Finance Associate, Capital Projects Division, at (206) 287480. Sincerely, ~_ Stev Program Assistant Capita] Projects Division Enclosure: Notice of Public Hearing Vic: Grant Beck, Community Development Director 1000 Second Avenue, Suite 2700, Seattle, WA 96104-1846 te1286.464.7139 fax 286.587.5113 888.767.HOME www.wshfc.orKK M:\"Multifamily Housing\Prolects\AClive\Aosenwn[ Retirement\Rosemont Retirement - Yelm Mayor.doc NOTICE OF PUBLIC HEARING The Washington State Housing Finance Commission (the "Commission") will hold an open public hearing for the purpose of considering the issuance by the Commission oftax-exempt revenue bonds (the "Bonds") to finance the construction of an 87-unit retirement and assisted living facility, owned and operated by MWSH Yelm LLC, a Washington limited liability company. The public heazing will be held at 11 a.m., Thursday, August 28, 2003, in the 28`h Floor Board Room of the Commission's offices located at 1000 Second Ave., Seattle, Washington 98104-1046. The Bonds will be issued pursuant to the Revised Code of Washington, Chapter 43.180, and the Internal Revenue Code of 1986, as amended (the "Code"). The proceeds of the Bonds will be used to provide financing for the following project: Project Rosemont Retirement & Assisted Living Community Project Address: 215 Killion Road NW Yelm, Washington 98597 Estimated Project Cost: $9,660,000 Estimated Bond Amount: $8,250,000 (a portion of which will be taxable) Each apartment will be a separate and complete dwelling unit consisting of living, eating, and sanitation facilities. A percentage of the total units will be set aside for persons or households with low incomes. Written comments with respect to the proposed project and the proposed Bonds may be mailed or faxed to the attention of Claire Petersky, Capital Projects Division, at the address of the Commission referenced above or to (206) 587-5113, for receipt no later than 5 p.m. on Wednesday, August 27, 2003. Public testimony will be heard from all interested members of the public attending the hearing. The Commission will consider the public testimony and written comments in determining if the project will receive funding from tax-exempt bonds. Testimony and written comments regazding land use, zoning and environmental regulation should be directed to the local jurisdiction that is authorized to consider these matters when issuing building permits for the project. The results of the hearing will be sent to the Governor for his approval. M:\^Mul[ifamily (lousing\ProjectsWcrive\Rosemon[ Retirement\Rosemom Public Ilearing.doc FROM ~ Public Finance Inc. ~I~~ Public Finance Inc. 17519 NE 137th St Redmond, WA. 98052-2182 Carmine Anderson TO Mt West Investment Corp Susanna Owens Pages) 2 ,z / ~ 8/1/2003 -_ ~-Messag Date: 8-1-03 To Susanna Owens, Mt West Investment Corp Ref: YELM ULID #01-056 Attached is the payoff statement you requested. P.O. Box 479, Yelm, WA. 98567. Please reference ULID #01-056. Thank you. Carmine Anderson Public Finance Inc LID Administration Ph:425-885-1604 Fax:425-885-2103 publicfinanceinc@aol.com Please remit to City of Yelm, LID Administration, 'r~°'' CITY OF YELM ~\ ~ ~~,, r--~>==~~.:~~._ i Utility Local Improvement District No. 1 ASSESSMENT INFORMATION Account Number: 01-056 Assessment: $25,524.10 Property Owner. Mike 8 Beverly Malan Prin. Balance: $20,419.27 Tax Parcel Number. 21713340106 Interest Rate: 6.20% Term (years): 15 ESTIMATED AMORTIZATION SCHEDU LE Due Date /nsfa//ment Principal Interest Toia/ Due End Balance 10/15/2003 4 1,701.61 1,265.99 2,967.60 18,717.66 10/15/2004 5 1,701.61 1,160.49 2,862.10 17,016.05 10/15/2005 6 1,701.61 1,055.00 2,756.61 15,314.44 10/15/2006 7 1,701.61 949.50 2,651.11 13,612.83 10/15/2007 8 1,701.61 844.00 2,545.61 11,911.22 10/15/2008 9 1,701.61 738.50 2,440.11 10,209.61 10/15/2009 10 1,701.61 633.00 2,334.61 8,508.00 10/15/2010 11 1,701.61 527.50 2,229.11 6,806.39 10/15!2011 12 1,701.61 422.00 2,123.61 5,104.78 10/15/2012 13 1,701.61 316.50 2,018.11 3,403.17 10/15/2013 14 1, 701.61 211.00 1, 912.61 1, 701 S6 10/15/2014 15 1,701.56 105.50 1,807.06 0.00 $20,419.27 $8,228.98 $28,648.25 PRE-PAYMENT QUOTE Principal Balance: $20,41927 Please remit payment to: Next Interest Payment: 1,265.99 City of Yelm /LID Administration Delinquent Interest: 0.00 PO Box 479 Penalties /Costs: 0.00 Yelm, WA 98567 PAYMENT IN FULL: $21,685.26 Quote valid through: Oct. 15, 2003 This quote is valid only through the date indicated. To permanently mmove this lien please pay the amount shown as Payment in Full. Questions should be directed to Public Finance at (425) 885-1604. CITY OF YELM ORDINANCE NO. 782 AN ORDINANCE of the City of Yelm, Washington, approving a modification to the final assessment roll for Local Improvement District No. 1. WHEREAS, the final assessment roll for Local Improvement District No. 1 ("LID No. 1") in the City of Yelm, Washington (the "City") was confirmed by Ordinance No. 674 on September 24, 1999; and WHEREAS, one or more property owners within LID No. 1 have applied for a transfer of certain assessments within LID No. 1, as shown in the executed Agreement delivered to the City, a copy of which is attached hereto as Exhibit I; and WHEREAS, based on the representations and information set forth in said Agreement, the City Council agrees that the proposed transfer of assessments should be approved; NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF YELM, WASHINGTON, DO ORDAIN AS FOLLOWS: Section 1. The Agreement, attached hereto, as Exhibit I is hereby approved. The City Council hereby finds that the value of each of the parcels as shown on Exhibit B in the Agreement is at least equal to the assessment proposed to be levied thereon. The transfer of the assessments as shown on Exhibit B to the Agreement is hereby approved. Section 2. This Ordinance shall be in full force and effect five days after its passage and publication as provided by law. PASSED by the Council of the City of Yelm, Washington at its regular meeting on the 9th day,of July, 2003. CITY 9~F Yl~iv1~WASHINGTON Ad Rivas, Mayor Attest: Agn P. Bennick, City Clerk Approved as to Form: Bond Counsel, Preston Gates & Ellis LLP PASSED AND APPROVED: July9, 2003 PUBLISHED: July 18, 2003 GRANT BECK AGENDA YELM CITY COUNCIL REGULAR MEETING WEDNESDAY, JULY 9, 2003, 7:30 P.M. YELM CITY HALL COUNCIL CHAMBERS 1. Call to Order: Mayor Pro-Tem Thompson 2. Roll Call 3. Agenda Approval 4. Special Presentations 5. Public Comment -Please complete a blue speaker's card and present it to the meeting recorder. Consent Agenda a. Council Minutes -Regular Meeting, June 25, 2003 b. Payables: Checks 20380 - 20500, totaling $146,914.18 1) Manual Checks 20380-20431, totaling $9,782.54 2) Claims Checks 20432 - 20500, totaling $137,131.64 c. Payroll Final June 2003: Checks 7096 - 7167, totaling $173,764.77 d Park Use Requests: 1) CMP, 8/16103, Boehmer/Bollweg Wedding, 5 p.m., +/-100-150 2) YCP, 8/30/03, Siegley Birthday Party, 11-4, +/- 30 e. Financial Reports: June 2003 End of Month, Second Quarter 2003, and Local and State Revenue Public Hearings -None scheduled ACTION ACTION 8 New Business a. Public WorkslWaste Water TreatmentNVater Reclamation Plant ACTION 5 Mm. Staffing Request. Presenter: Tim Peterson/Jon Yanasak (Attachments) b. Ordinance 781 -LID #1, ERU Assessment Transfer, io Min. goness/Nelson to Hollamer/MWSH. Presenter: Grant Beck (Attachments) c. Ordinance 782 -LID #1 io Miri Hollamer/MWSH Presenter: Grant Beck (Attachments) r; ~~ 9 Old Business -None ERU Assessment Transfer, Malan to ACTION ACTION 10. Mayor and Council Reports and Initiatives and Board/Commission Business 11. Executive Session -Council Will Be Going Into Executive Session for Approximately 30 Minutes to Discuss Potential Litigation Time: Regular Meeting Continued: 12. Correspondence (Correspondence is available upon request) WSDOT -Transportation budget modification eliminating $1 Million Appropriation for Emergent Freight Rail Assistance Projects. Washington State Liquor Control Board -Legislative changes to liquor license suspensions and sale of strong (+8%) beer. TRPC -Pre-agenda for Friday, July 11, 2003 ORCCA, Air Currents, Summer 2003 AWC, Budgeting & Fiscal Management Workshop 13. Adjourn UPCOMING MEETINGS: Regular Meeting: Wednesday, July 23, 2003, 7:30 p.m., Yelm City Hall Study Session: Thursday, July 24, 2003, 6:00 p.m., Public Works Facility Regular Meeting: Wednesday, August 13, 2003, 7:30 p.m., Yelm City Hall CITY OF YELM MEETING INFORMATION All regular Yelm City Council meetings are audio recorded. For information about obtaining a copy of the proceedings, please call 360.458.8402. Public comments are welcome. However, in order to proceed with scheduled agenda items the allowable time per speaker is limited to 5 minutes. Comments during the public comment portion of the meeting should not be associated with measures or topics appearing elsewhere on the agenda and should not address topics for which public hearings have been conducted or are anticipated. Agenda attachments are available upon request. Please call 360.458.8402 It is the City of Yelm's policy to provide reasonable accommodations for people with disabilities. If you are a person with a disability and in need of reasonable accommodations to conduct business or participate in government processes or activities, please contact Agnes Bennick, at 360.458.8404 at least four (4) working days prior to the scheduled event. The Preliminary Agenda and Approved Council Minutes are available at www.ci.yelm.wa.us AGENDA ITEM # 6 C.Z. YELM CITY COUNCIL MEETING MINUTES REGULAR MEETING WEDNESDAY, Jl ENE 25, 2003 Call to Order. Mayor Rivas called the meeting to order at 7:30 p.m. 2. Roll Call. Present: Don Miller, .lohn Thompson, Bob Isom, Ron Harding and Pat Fetterly ~. Agenda Approval 03-52 MOTION BY BOB ISOM, SECONDED BY JOHN THOMPSON APPROVING THE AGENDA AS PRESENTED. CARRIED. 4. Special Presentations -None 5. Public Comment -Rita Hutcherson shared information about a grant to be used for a new Rainier station. Preliminary work is underway on a septic design and a well and the permitting process has been started. Once the grant is awarded the project must be completed within 12 months. (. ('onsent Agenda a. ('ouncil Minutes: June l 1, 200 ~ Regular Meeting and 5/22/03 Study Session. b. f'ayables: Checks 20293 - 20379, totaling $718,035.07 1) Manual Checks 20293 - 20334. totaling $12,052.11 2) Claims Checks 20335 - 20379, totaling $705,982.95 c. Pa}roll: Preliminary June 2003 d. Park Use Requests -None 03-53 MOTION BY BOB ISOM, SECONDED BY DON MILLER APPROVING CONSENT AGENDA ITEMS AS PRESENTED. CARRIED. 7. Public Hearing(s) -None 8. New• Business a. ('ity of Yelm/Yelm Senior Center (YSC) Sub-Recipient Agreement Related to Construction of a ne~v Senior Multipurpose Center. Shelly Badger provided a brief overview of the agreement drafted by Bob Haught, Owens Davies, and approved by the state granting agency. The agreement identifies each party•s responsibilities and requires that the premises be used for the intendcd purpose for a minimum often years. Yelm City Council Minutes Page 1 of 3 ahicil~ council/3(IIIZ n(,-2i-(13 The Senior Center has $30.000 in their building fund dedicated to the project and grant funds provide an additional $750,000. There was discussion concerning possible complications by referencing past contracts in the agreement. While all agreements contain a No Further City Contribution Required clause, it was felt that the agreement could be revised to remove prior project references. Suggested amendment wording was "The ('ity has previously worked with sub- rc~cipients and there have been no previous c•ilin~s,for material urtivilies.'~ 03-54 MOTION BY BOB ISOM, SI•;CONDED BY PAT FETTERLY AUTHORIZING MAYOR RIVAS TO SIGN AN AMENDED SUB- RECIPIENT AGREEMENT BETWEEN THE CITY OF YELM AND THE YELM SENIOR ('ENTER. CARRIED. b. Cabaret License Application, MM & J Plus dba Jennee's Bar and Grill. "The application is for a new owner/operator and requires City Council approval. Renewals can be approved at staff level once the initial license has been issued. Gary Carlson, Community Development Department, inspected and approved this use for the premises. Discussion clarified the three activities that when combined create the need for a cabaret license in addition to a traditional business license. Additional discussion concerned approaches cities use for this license, and background checks. 03-55 MOTION BY BOB ISOM, SF,CONDED BY RON HARDING APPROVING A CABARET LICENSE FOR JENNEE'S BAR & GRILL/MM& J PLUS. CARRIED. 9. Old Business -None 10. ti1ayor and Council Reports and Initiatives and Board/Commission Business. Couneilmember Miller -attended the float decorating gathering. C:ouncilmember Isom -attended the float decorating gathering and the AWC Conference in Spokane ~ti~here sessions to be extremely beneficial. Ile suggested that the Council discuss promoting Big Sky Airlines outside of Thurston County at a future study session, and suggested Steilacoom, Lakewood and Tacoma as likely users. Couneilmember Thompson reported that discussion about expanding the advertising area occurred at a recent Chamber or EDC meeting. Shelly Badger suggested checking the marketing plan for details. Yelm City Council Minutes Page 2 of 3 ah'cil~ ccwncil~?o(13 iu~-?~-Ili Councilmember Harding attended the AWC Conference and thought AWC did a great job. He reported that community outreach remains a strong theme among cities. .All agencies were represented at an IT special meeting dealing with the Commute Trip Reduction program where discussion concerned the current program status and future direction. IT desires involvement in the process, although overwhelming feelings are that Shea Group is doing a good job. Combined program administration under the two agencies may be in the future. The Six-Year Plan was approved and new Citizen Work Group members were appointed. Ile thanked Prairie Days tloat building volunteers. Councilmember Harding was commended by all for the great job he did in gathering and providing materials and ideas for the volunteers. Councilmember Fetterly has Relay for Life pledge information. Mayor Rivas responded to a council inquiry explaining that the PD occasionally closes the office before 5 p.m. due to office staff schedule conflicts. However, there are numbers where officers can be reached. Chief Stancil can provide anon-emergency number and Shelly Badger ~~ill check the number for the officer's cell phone and provide updated call sheets to council. Mayor Rivas commended Councilmember Harding for gathering ideas and supplies for decorating the float. Councilmember Isom added that some thanks must also go to Mrs. Harding, the true creative talent behind the planning. Mayor Rivas invited contributicros to help defray some of Councilmember Harding~s expenses for decorations. Consideration of a budget appropriation for this expense for 2004 was suggested. 1 1. Executive Session -None 12. Correspondence was provided. 13. Adjourn: 8:10 Adam Rivas. Mayor Yelm City Council Minutes ah.'cit~ counciV2011i 116-?i-p3 Attest: Agnes Bennick, City Clerk Page 3 of 3 CITY OF YELM AGENDA ITEM # 6 C FIN~IL P~IYROLL ~IPPROV~IL FORM The following payroll checks were approved for payment June 2003 payroll. Payroll Check Numbers Issued: 7096-7167 DEPARTMENT AMOUNT 001 000 000 CURRENT EXPENSE FUND 61,244.11 001 521 000 POLICE DEPARTMENT 57,290.51 101 000 000 CITY STREETS FUND 10,297.93 109 000 000 YPD - D.A.R.E. FUND 3,223.76 1 16 000 000 TREE FUND 805.95 400 000 000 STORMWATER UTILITY 443.80 401 000 000 WATER DEPARTMENT FUND 20,970.43 412 000 000 SEWER/WATER REUSE OPERATIONS FUND 19,488.28 GRIND TOT~IL $I73, 764.77 Mayor Councilmember Councilmember Councilmember Councilmember Councilmember Attest: Clerk/Treasurer The above payroll checks approved and signed by a majority of the Yelm City Council, and approved for payment, passed on a motion by and at the regular council meeting held this 9th day of July 2003. APPROVAL FORM VOUCHER APPROVAL FORM I he following vouchers are approved for payment this7tli day of July, 2003 a. Manual check numbers: 20380 - 20431 b. Claim vouchers 20432 - 20500 TOTAL Current: 001 Police: 001 S21 DARE 109 S21 City streets: 101 Arterial streets 102 Tree fund 116 Community Dev Block Grant 197 94',99 Sewer bondsJoans 203 Municipal Bld<~ fund 302 Yelm Ave~'Vancil Rd Slitge 2 308 water Department 401 Water revenue debt redemption 40S Sewer'waier reuse operations 4 13 Water construction fund 43 I Mayor Councilmember A 1~T~1= ST City Clerk'Treasurer Councilmember Councilmember 8,2SS.22 3,136.72 106.00 3,893.1 S 2,207.73 1.20 5,36S.3S 49,472.00 2,301.25 295.82 12,891.61 950.00 46,739.69 l ,S 15.90 S 9,782.54 $ 137,131.64 $ 146,914.18 Councilmember Councilmember The above vouchers approved and signed by a majority of the Yelm City Council, are hereby approved for payment. passed on a motion by -__--_ -_-- & at a re~~ularcouncil meeting held this9th day of July, 20i~3. CITY OF YELM VOUCHER REPORT 07/09/03 16:01 P~ 1 NUMBER VENDOR NflNEE INVOICE NO. DATE DUE DRTE REFERENCE ACCOUNT NUMBER 109 ALARM CENTER/CUSTON SEC 286679/8U-1-^c 07/09iU3 U7/09/U3 UU1 GGU Gt~U 514 23 42 ~ UU1 GGU (~ 521 lU 42 UU 412 UUG UUU 535 lU 42 UG DESCRIPTION PVT COMMtA'dICATIONS: PHA/POSTAGE 12G.00 COMMUNICATIONS: /POSTAGE 60. GU COMMUNICATIONS; PFIONE/POSTASE 135.E INVOICE TOTAL 315. G0 VENDOR TOTAL 315. GU 111 ALL STAR FORD 99U33 (%/30/G3 U7/G9/U3 4G1 UUG ~ 534 5U 48 Gi VEHICLE REPAIRS/MTCE 47.97 INVOICE TOTAL 47.97 VENDOR TOTAL 47.97 140 ANIMAL SERVICES 5/3U/03 45/34/63 67/09/03 441 04U 4UG 539 30 4I GU ANIt~ CONTROL/CARE ~ CUSTODY ~.~ INVOICE TOTAL ~. ~ VEN~R TOTAL 90.04 240 PIQNEER AMERICAS, LLC. 38454348114 06J09/43 47/U9/U3 412 GUG 44U 535 5U 48 GU TfcNT. (SIT MTCE 1,684.32 INVOICE TOTAL 1,fi80.32 VENDOR TOTAL 1,684.32 255 AMERICAN PLf~lIN6 ASSN. BECK/MERRIMAN 07/U1/G3 G7/U9/U3 (~1 GGU Utz 558 14 43 (K: TRAVEL/TRAINING/DUES 55U.UU INVOICE TOTAL 5<,G.GU VENDOR TOTAL 55U.U4 434 A T & T 6/25/03 06/25/U3 W/G9/03 ~i GUU 046 521 14 42 ~ COMMUNICATIONS: PH~/POSTAt~ 325. U3 INVOICE TOTAL 325.03 VENDOR TOTAL 325. U3 435 A T 3 T WIRLESS 6/3U/U3 06/30/U3 U7/09/U3 UU1 GGU 4UU 5s2 lU 42 GG COMMUNICATIONS:PHONE/POSTAGE 33.52 UUi UUU OUO 558 IG 42 GU COMMUNICATIONS: PHONE/POSTAGE 33.52 INVOICE TOTAL 67.04 VENDOR TOTAL 67.04 454 AUTOFORMATION 3584A ~,/24/G3 U7JG9/U3 GGi tK~i 4U0 514 23 31 (><i OFFICE/OPERATING SUPPLIES 135.28 UGl UGO U(>D 558 10 31 VU QFFICE/OPERATING SUPPLIES 54.11 GG1 (wti ~ 576 40 31 44 OFFICEIOPERATIt~ SUPPLIES 13.53 UUi UUU 640 576 ~ 31 UU OFFICE/OPERATING 5UPPLIES 13.53 4U1 U(~ U(~ 534 lU 31 GG 6EN SVC OFFICE/OPR SLIPPL.IES 27• ~ CITY OF YELM VOUC)ER REPORT 07/09/03 16:01 PRSE 2 NUMBER VENDOR NRME INVOICE N0. DRTE DUE DRTE REFERENCE RCCOUNT NUMBER DESt:RIPTION RMOlR1T 412 000 OUO 535 10 31 00 OFFICE/OPERRTING SUPPLIES 27.06 INVOICE TDTRL 270.57 VENDOR TOTRL 270.57 460 D C R R RRCFiITECTS 6/18/03 06/18/03 07/09/03 302 000 000 5% 39 41 00 PR(EESSIONRL SERVICES 2,301.25 INiR)ICE TOTRL 2,301.25 VENDOR TOTRL 2,301.25 476 BpNI(CRRD SERVICES 6/30/U3 x,/30/03 07/09/03 001 000 000 513 10 40 00 EXECUTIVE TRRVEUTRAININ6 66.44 001 000 000 513 10 49 00 EXECUTIVE MISCELLIMEa15 EXP. 16.20 001 000 000 514 23 43 00 TRRVEL/TRRININ6/IXE5 64.67 INVOICE TOTRL 147.31 VENDOR TOTRL 147.31 477 BRNKCRRO SERVICES 6/30/03 06/30/03 07/09/03 308 000 000 595 20 61 00 YELM RVE E/VRNCIL RON PURpWSE 86.82 INVOICE TOTRL 86.82 VENDOR TOTRL 86.82 481 BRNRCRRD SERVICES (PD) 6130/43 06/30/03 07/09/U3 W1 000 UUO 521 10 32 OU FUEL CONSIA£D/OIL 26.54 001 000 000 521 10 43 00 TRRVEL EXPEPSES/FEES 264.30 INVOICE TOTW_ 290.84 VENDOR TOT1Y. 2%.84 552 BLRCI( STRR 11599 06/18/03 07/09/03 001 000 000 576 ~ 25 00 UNIFOPo45/5RFETY EQUIPMENT 50.20 101 ~ 000 542 30 25 ~ UNIFY/SRFETY EIXIIPMENT 50.20 4U1 OOU 000 534 10 25 00 UNIFORMS/SRFETY EQUIPMENT 50.20 INVOICE TOTRL 150.60 VENDOR TOTRL 150.60 570 BLUMENTF~L UNIFORM CO 301877/3UB's72 06/23/03 07/09/03 001 OUO 000 5^cl 10 35 ~ TRRINII~ 5lAPLIES/RMMUNITION 220.59 INVOICE TOTRL 220.59 VENDOR TOTRL 220.59 66;, 80STEC, INC. 9954 06/23/03 07/09/03 001 U(!<1 ~ 521 30 00 UU CRIME PREVENTION 280.76 INVOICE TOTRL 280.76 VENDOR TOTRL 280.76 CITY ~ YELM VOUCHER REPORT 07/09/03 16:01 PAGE 4 NUMBER VENDOR NAME INVOICE NO. DATE DUE DATE REFERENCE ACCOUNT NUMBER DESCRIPTION AMOUNT 412 000 000 535 80 48 02 1~iSTE ACTIVATED 5LUDGE DISP05E 975.60 INVOICE TOTAL 3,752.75 VENDOR TOTAL 3,752.75 2594 HATCH, RANDY 7/9/03 07/09/03 07/09/03 412 OGG ~ 535 80 48 00 COLLECTION REPAIR5/MINT/SPT6 1G. 83 INVOICE TOTAL 16.83 VENDOR TOTAL IG.83 2600 FOI~ER, H D, COMPGVVY 6/30/03 06/30/63 07/09/03 101 000 000 542 9G 48 ~ STREET REPAIR5/MRINTENANCE 118. G4 401 000 000 534 50 41 00 8LD6S/6ROUND5/MRINTENAI~E 78.48 401 000 0~ 534 50 48 04 5YSTEM 6EJ+f REPAIRS/MTCE 231.96 412 000 000 535 80 48 ~ COLLECTION REPAIRS/MAINT/5PT6 2,465.42 INVOICE TOTAL 2,893.84 VENDOR TOTAL 2,893.84 2630 I B 5 INC. 6/13/03 x/13/03 07/09/03 401 000 ~ 576 00 62 ~ BLD6S/STRICTURES/GROUNDS C/P 167. % 101 000 0~ 542 30 35 00 SMALL TODL5 ~ MINOR EQllIPMENT 71.98 INVOICE TOTAL 239.94 VENDOR TOTAL 239.94 3071 INTOLI61iT 12/26/02 12120/02 07/69/03 101 000 000 542 63 04 04 STREET LISHTIN6 1, 964. G2 INVOICE TOTAL 1,964.02 VENDOR TOTAL 1,964.02 3250 JIFFY LUBE/AFMS MAY/JUNE, 03 06/30/03 07/09/03 GG1 ~ 406 521 10 32 44 FIEL C0/OIL 156.19 INVOICE TOTAL 150.19 VENDOR TOTAL 150.19 3453 K ~ L SUPPLY INC. 22426 06/09/63 07/09/03 001 (KW 606 576 (>tl 35 OG 101 000 OUO 542 30 35 W 401400 4GG 534 50 35 40 412 4UG 000 535 8G 35 ~ SMALL TOOL5 6 MINOR EI~JJIPMENT 52. G9 SMALL T0~5 3 MINOR EtIl1IPMENT 52.09 SMALL TOOLS/MINOR ElIl1JIpMENT 52. G9 SMALL TOOLS/MINOR EQUIPMENT 52.09 INVOICE TOTAL 268.36 VENDOR TOTAL 2~• % 4013 M A S MODERN MARKETING MMI0126G3 06/19/03 07/09!03 001 OdV 040 521 30 GO OG CRIME PREVENTION 119.10 INVOICE TOTAL 119.70 NUMBER VENDOR NAME 4U2U M C I CITY OF YEI.M VDUCNER REPORT 07/09!03 16:01 INVOICE NO. DATE DLE DATE (IEFERENCE ACCOUNT NtA48ER DESCRIPTI~1 UENDOR TOTAL 6/30/03 06/30/03 07/09/03 001 000 000 512 50 42 OU 001 000 000 513 10 42 00 001 000 004 514 23 42 44 ~1 000 000 521 10 42 ~ OUl 000 (~0 524 10 42 04 401 0~ ~ 558 10 42 00 101 000 (~ 542 30 42 0G 401 000 000 534 10 42 0() 412 0~ 000 535 10 42 00 4060 MARTIN NEL5~! ~ CO, INE 6/30/43 4221 MOllVTAIN LtA4BER/HARDWARE 5/14/03 COMMLRVICATI~: PHA/POSTAGE COMMUNICATI~VS: PHONE/POSTAGE COMML~IICATIQniS: PHA/POSTAGE CIICATI~tS: PH~IE/POSTAGE COMMIAVICATIONS: RFt~/POSTAGE COh@4lJ~lICATIQN5: PHONE/P~TAGE CVICATIOh15: PHONE/~'('(~ COMML~fICRTION~;: /~Ti~E C.iP1ICATIONS; PF~E/~Tt~ INVOICE TOTAL VENDOR TOTAL 06/30/03 07/09!03 405 000 ~ 582 34 8b 44 DEBT SERVICE COSTS INVOICE TOTAL. VENDOR TOTAL 05/17/43 07/49/43 641 GGU OGU 514 50 35 04 441 ~ ~ 576 00 48 ~ 041 (~00 444 576 ~ 62 00 308 Of~i 04G 595 20 61 ~ 441 (~ 04U 534 50 35 00 BLDG/GROt~@5 MAINIT. Si1RPLIE5 REPAIR5/MICE VEHICLES ~ EQUIP BLDGS/STRLETlIRES/GR~VDS C/P YEI.M AVE E/UANCIL ROW PURCHASE 5MA11 TOOLS/MINOR EQUIPMENT INVOICE TOTAL VENDOR TOTAL 4225 MOIIAiTAIN MIST WATER 6/30/03 06/30/03 07/09/03 041 0(~ 4(iU 514 5U 35 00 BL.D6lGROLpJD5 MAINT. SL~IES INVOICE TOTAL VENDOR TOTAL 4260 NATI WATERWORKS 6/3U/U3 43UU NISQI~LLY VALLEY DEWS 1500141/5296 06/3U/U3 U7/U9/U3 401 UUU (uKJ 534 5U 48 UO 5Y5TEM 6EN REPAIRS/MTCE INVOICE TOTAL VENDOR TOTAL 07/09/03 07/09/03 0G1 U0U 400 511 14 42 00 LFGI5LATIVE COMMUNICATIONS UU1 OUO 000 511 60 49 UU MISCELLANEOU5 INVOICE TOTAL VENDOR TOTAL P~ 5 ANOIl~IT 119.7U 15.16 6.89 19.30 22.05 13.78 20.67 16.24 7.2U 16.54 137.83 137.83 954.OG 950.00 950. (~- 157.14 21.51 28.67 209. UO 19.5U 435.82 435.82 41.74 41.74 41.74 4,116.65 4,116.65 4,116.65 145.00 29.81 174.81 174.81 CITY OF YELN VOUCHER REPORT 07/09/03 16:01 NUMBER VENDOR NAME INVOICE NO. DATE DUE DATE REFEIB=NCE ACC~JT Nt~IBER DESCRIPTI~I 4385 NORTHWEST CASCADE 302070211737 06/30/03 07/09/03 412 000 OW 535 50 48 UO TRMT. PLANT MICE INVOICE TOTAL VENDOR TOTAL 4416 ~FICE DEPOT, INC. fi0115661568fi1fi39 07/09/03 07!09/03 001 000 000 512 50 31 (m OFFICE/~'ERATING 5UPPLIES 001 ~ 000 514 23 31 ~ ~FICE/OPERATING SUPPLIES INVOICE TOT(. VENDOR TOTAL 4550 OLYMPIAN 7/03-7/04 07/18/03 07/09/03 001 000 ~ Sl4 23 31 00 OFFICE/~ERATIN6 SUPPLIES INVOICE TOTAL VENDOR TOTAL 4665 PANASt~VIC CAdICRTIONS 7354365-83 06/22/03 07/09/03 001 000 000 558 10 64 Ofi EQUIPMENT/SOFTWA~ INVOICE TOTS.. VENDOR TOTAL 4666 dIC COMMUNICATIONS 7354366-83 47`,,0 PARAMETRIX, INC. 03-432fi9/3t15 4750 PARAMETRIX, INC. 03-43329 4875 PRAIRIE LUMBER X HARDWARE fi/03 06/22103 07/09/03 IU1 UUU GOU 542 30 42 00 COMMUNICATII~1.5: PH~IE/POSTRGE 401 000 UOU 534 10 42 00 COMMUNICATIONS: PHA/POSTAGE 412 OUO ODU 535 10 42 OU COMMUNICATIONS; PH~lPOSTAGE INVOICE TOTAL VENDOR TOTAL 06/10/03 07/09/03 001 OOU 000 532 Za 41 OU ENGINEERING /SERVICE5 INVOICE TOTAL PAGE 6 1,353.65 1,353.65 1,353.65 25.44 9.75- 15.69 15. fig 163. SU 163.50 163.50 273.36 273.3fi 273.36 76.54 7fi.54 78.86 231.94 231.94 536.25 536.25 06/25/03 07/09/03 102 O<?0 ODU 595 90 41 UO EDWARDS 5T. CONST. ENGINEERING c^,207.73 INVOICE TOTAL 2,207.73 VENDOR TOTAL 2,743.98 U6/30/03 07/09/03 - 001 000 000 57600 35 OU SMALL TOOLS b MINOR EQUIPMENT 26.40 001 000 OUO 576 00 62 ~ BLDGSISTRUCTURES/GROUNDS C/P 15.61 IU1 U(~! 000 542 3U 35 UU SHALL TES 6 MINOR EQUIPMENT 3U. 38 412 (Xj0 000 535 50 41 00 BLDGS/GROUNDS/MAINTEhIArlCE 15.51 INVOICE TOTAL ~• ~ VENDOR TOTAL 88.(~ NUMBER VENDOR MANE INVOICE N0. REFERENCE 5130 QUALITY NORTHi,~ST H&C INC 20001 CITY OF YELM VOUCHER REPORT 07/09/03 16:01 DATE DUE DATE SIT NUMBER DESCRIPTI~1 06/22/03 07/09/03 001 000 000 514 50 35 ~ BLDG/GROUNDS MINT. SUPPLIES INVOICE TOTAL VENDOR TOTAL 5134 QUILL CORPORATION 6/24/03 06/24/03 07/09/03 001 OOU (~0 514 23 31 40 001 000 U~ 514 50 35 00 t~l 000 000 524 10 31 00 001 000 000 532 10 31 00 001 000 ~ ~ 10 31 00 001 000 ~ 576 00 31 04 lift 000 000 531 94 31 40 401 000 000 534 10 31 00 412 000 000 535 10 31 00 5197 RDMPA, MATTHEW 7/9/03 07/09/03 07/09/03 001 000 000 521 10 32 ~ 001 000 000 521 10 43 00 5249 (B1RAL EC~MIC ~ DEVELOPM 20F2-43 5265 SAFEWAY COST #95378 4824-15548 5379 SENIOR CITIZEN'S CENTER JULY OFFICE/~~ERATING SUPGl.IES BLDG/GROUNDS MAINT. 5UPPLIES OFFICE/ORATING SUPPLIES OFFICE ~ ~ERATIN6 SUPPLIES OFFICE/OPERATING SUF~RLIES OFFICE/OPERATIN6 SUPPLIES SUPPLIES 6EN SVC OFFICElOPR SUPPLIES OFFICE/OPERATIN6 SUPPLIES INVOICE TOTAL VENDOR TOTAL FUEL /flit TRAVEL EXPELS/FEES INVOICE TOTAL VENDOR TOTAL 07/49/03 07/09/03 203 000 440 582 35 72 4U 1994 BOND PRINCIPF~ 203 ~ 040 592 35 83 44 1994 BOND INTEf~ST INVOICE TOTAL VENDOR TOTAL 07/09/03 47/09/43 001 404 0~ 513 10 44 40 EXECUTIVE TRAVEL/TRAINING 101 000 000 542 30 31 00 OFFICE/OPERATING 5UPPLIES 401 000 000 534 10 31 00 6EN SVC OFFICE/OPR SUPPLIES INVOICE TOTAL VENDOR TOTAL 07/09/03 07/49!03 001 000 (~0 551 lU 49 40 ANNUf~ CONTRIBUTIONS INVOICE TOTAL VENDOR TOTAL PAGE 7 iV9tk.INT 558.26 558.26 558.26 50.44 31.03 5.41 5.41 74.41 .6U 1.20 5.41 5.41 179.32 179. ~ 64.01 101.57 165.58 165.58 12,193.60 37,278.40 49,472.OG 49, 472.OU 25.42 8.53 3.15 37.1G 37.10 75. UU 75. t~G 75.00 5400 SKILLII~S-CI~G~LY, INC. 13533/43/3b/35 07J09/U3 07/09/03 001 WO 000 573 90 41 00 CONTRACTED SERVICES 215.05 401 000 U00 534 2U 41 00 ENGINEERING PLANS b SERVICES 192.52 CITY OF YELM VOUCIIER REPORT 07/09/03 16:O1 PA6E 8 NU4BER VENDOR NAME INVOICE N0. DATE Dl~ DATE REFERENCE ACCOUNT NUMBER 412 000 000 535 20 41 00 412 000 ~ 535 2U 41 ~ 431 000 UG5 594 34 41 ~ DESCRIPTI~I AMOUPIT EtJ~INEERIN6/L0B8IST SERVICES 3x8.42 ENSINEERING/LOBBIST 5ERVICES 1,566.12 METER READ PROFESSIONAL SVCS 1,515.90 INVOICE TOTAL 3,848.01 VENDOR TOTAL 3,848.61 5514 S1~IBIRDS 6/30J03 05/30/03 07/69/03 412 0~ 0(~ 535 5d 48 UG TRMT. PLANT MICE 230.80 INVOICE TOTAL 230.80 VENDOR TOTAL 230.80 5554 TEE'S PLUS 119628 06/18/03 07/09/03 lO9 WO 0~ 521 31 b4 OU MACHINERY/EI3IIPMENT 106.00 INVOICE TOTAL 106.06 VENDOR TOTAL 106.E 5615 NEXTEL 6/30/03 06/30/03 07/09/d3 Odl 000 Odd 521 10 42 OG CO!l~IICATI~IS: Pty/PII5TAI~ 225.94 INVOICE TOTAL 225.94 VENi~1R TOTAL 225.94 6806 TIM'S PHA(Y 6/30!03 d6/30/d3 d7/d9/G3 Odi ~ ~ 514 23 31 W ddl Od0 dOd 514 5a 35 (~ Udl OOG OUG 521 3U 64 GG 412 0(m dUU 535 id 42 ~ OFFICE/I1~RATIN6 SUPPLIES 13. GU BLDG/6R~AVDS MAINT. SUPPLIES 1.40 CRIME PREUEti'TI~d/EtI1JIPMENT 118. U5 COMML~IICATIOt+l5; PHA/~STA6E 22.31 INVOICE TOTAL 154.76 VENDOR TOTAL 154.76 7135 YELM COMMLNVITY SERVICES JIV.Y 07/69/03 07/09/03 001 OUO 000 551 lU 49 UG ANNt~il CONTRIBUTIONS 75.06 INVOICE TOTAL 75.00 VENDOR TOTAL 75.06 7136 YELM COMMUNITY SERVICES A-19~lOPARTIAL P 06/25/03 07!09!03 197 UOU OGG 594 73 65 (~ CONSTRICTION 5,365.35 INVOICE TOTAL 5,365.E VENDOR -TOTAL 5, 365. 7160 VERIZON WIRELESS 6/d3 06/30/03 07/09/03 ~1 000 UW 513 10 42 GG COMM1lVICATI~VS: PHONE/Pt%TAGE 14.40- 001 OGG 0(m 513 10 42 OU COMN9.INICATIONS: PHOt~/POSTAGE 41.81 INVOICE TOTAL 27.41 MIMIBER VENDOR NAIL INVOICE !~. REFEf~E 7160 VERIZON WIRELESS 6120/03 7240 VIKING ~FICE 5UPPLIES 586384 CITY OF YELM VOUCHER REPORT 07/09/03 16:01 DATE Dl~ DATE ACCOUNT Ni~ER DESCRIPTION 07/09/03 07i09/U3 001 UOU U0U 576 UG 42 UG COMNIVVICATION: PHONEiF'OSTAGE 101 QUp ODU 542 3U 4c^ OU CONP~VICATIONS: PHONE/POSTAGE 401 ODU UUU 534 1U 42 UU CONNI~IICATIDrIS: PHA/POSTRGE INVOICE TOTAL VENDOR 70TAL Ofi117/03 07/09/03 ~1 0tX1 UUU 521 lU 31 (X1 OFFICE/OPERATING S1IPPLIES INVOICE TOTAL VENDOR TOTfV_ 7249 A A RENTALS 6/30103 06/30/03 07/09/03 001 0~ (KiU 576 (~G 48 UO (IEGAIRS/NTCE VEHICLES ~ Et~1IP INVOICE TOTAL VENDOR TOTAL 7293 WATER TI~ATPIENT CHEh9IC~S 033036-IN 06/19/03 07/09/03 412 0(X1 5~ 5U 48 0U TRNT. PLANT NTCE INVOICE TOTtV_ VEN~R TOTAL PFD 9 15.~U 15.21 15.21 45.62 73.03 296.51 296,51 296.51 43.09 43.09 43. U9 7,868. ~ 7,868.00 7, 868. UU 7415 WASHINGT~I STATE 30`.,Od88 05/30/03 U7/U9/U3 O01 UUU fXX) 514 23 31 Ufl OFFICE/OPERATING Sl~'GLIE5 92.3G 001 000 ~ 558 10 31 0U [~FICE/RATING 51~IE5 34.76 UU1 OUO GGO 576 UU 31 (~ OFFICElOPERATING SIIGPLIE5 61.53 101 000 0~ 542 30 31 t>U ~FICE/RATING S1~L.IES 61.53 401 OOU ODU 534 10 42 UG CaNM~1ICATIONS: PHONE/POSTAGE 30.76 412 ~ ~ 5~ 10 42 UU COPS~AAVICATIONS; PHONEI~STAGE 30.7b INVOICE TOTAL 307.64 VENDOR TOTAL 307.64 77`.,0 YELP4 C1~iN8ER ~ CDI~RCE 4054 46/27/03 07/09/03 OUl UUG 0UU 513 lU 44 GU ADVERTISING 5(X1. GU INVOICE TOTAL 500.00 VENDOR TOTAL SUU.UU 7%11 YANASAK, JON 06/03 06/29/03 O7/U9/U3 - 412 UUU 0(X1 5~ lU 42 OU CONNIAVICATIONS; PHONE/P05TA6E 45.08 INVOICE TOTAL 45. U8 VENDOR TOTAL 45. U8 8000 YELM HARDWARE 7/9/03 07/09/03 U7/U9/U3 OU1 UUO 0(X1 514 5U 35 UG BLDG/GRAS MWINT. SUPPLIES 217.93 CITY OF YELM VOUCHER REPORT 07/09/03 16:61 PAGE 1G NUMBER VENDOR NAME INVOICE NO. DATE DUE DATE REFERENCE R[XVT NUMBER DESCRIPTION AMOUNT 001 600 000 576 UO 35 UO SPiALL TOOLS & MI1~R EQUIPMENT 41.17 OUi OOG t~ 576 ~ 62 GG BLDGS/STRUCTURES/GROUNDS C/P 28U.9G 001 OUO 000 576 UU 63 00 BUILDING/STRUCTURES-COCHRflNE 6. SO 401 406 ODU 534 SG 48 OU SYSTEM GEN REPAIRS/MTCE 92.66 412 ~ 000 535 lU 31 UG OFFICE/OPERATING SUPPLIES x.45 412 OOG 000 535 5G 48 ~ TRMT. PLANT MTCE 3.78 412 ODU 004 535 50 48 Gi SYSTEM TESTING/OUTSIDE LAB 19.6s 412 4UU UUG 5s 8G 48 ~ COLLECTION REPAIRSiMAINT/SPT6 2G. 67 INVOICE TOTAL 718. U3 VENDOR TOTAL 718. G3 81Q4 YELM LA4~1 ~ SAW SHE 6/30/03 06/30/03 07/09/03 001 ~ 000 576 UG 48 QG REPAIRS/MTCE VEHICLES & EQUIP 19.46 INVOICE TOTfV. 19.46 VENDOR TOTAL 19.46 8200 YELM NATIONAL AUTO PARTS 5/30/03 06/30/03 07/09/03 001 000 000 576 00 48 OU REPAIRS/MTCE VEHICLES ~ EI~IIP 51.88 101 000 000 542 30 35 OQ SMALL TOOL5 b MINOR EQUIPMgdT 77.69 101 ~ 0~ 542 3U 48 00 VEHICLE REPAIR/MAINTEPli~ll~ 57.4U 4U1 Ott 0~ 534 5U 48 Q1 VEHICLE ~P'AIRS/MTCE 195.88 INVOICE TOTAL 382.85 VEN~R TOTAL 382.85 84~ YCOM NETI~RKS 6/30/03 06/30/43 07109/03 ~i OGU ODU 512 5U 42 W COMMUNICATIONS: F4•ONE/POSTAGE 115.34 (~1 0~ ~ 513 lU 42 GU COMMUNICATIONS: PHONE/P05TAGE 203.28 OQ1 OUG ODU 514 23 42 UU COI+~IRVICATIONS: /POSTAGE 356.19 OU1 UUO 000 521 10 4^c 4U COMMUNICATIQNS: G~IE/POSTAGE 5U6.U9 OU1 000 000 521 10 44 (~ PRINTING ~ ADVERTI5IN6 50.19 001 ~ 000 5^c4 10 42 Q4 COMMUNICATIONS: PHONE/POSTAGE 80.58 001 OQ4 000 532 23 42 ~ COhIICATIDN5/ROSTAGE 56.12 001 ~ 000 558 10 42 QU COIVICATIONS: PHDNEJPO5TAGE 223.93 041 QUO 000 576 ~ 42 UG COMMUNICATION: PHONE/F~TRGE 195.88 141 ~ OGO 542 30 42 4U CQMMUNICATIDNS: PFI~/POSTAGE 1&;.U4 401 QOU ~ 534 1G 42 OG CIICATIOtJS: PHONE/POSTAGE 3.31 412 ODU 000 5~ 10 42 GG COMMUNICATIONS; PHONE/P05TAGE 236.09 INVOICE TOTAL 2, 544. G4 VENDOR TOTAL 2, 544. G4 8600 YELM INTER DEPT. 612003 47/U9/03 07/09/03 001 OGG ~ 514 23 47 GG PUBLIC UTILITIES SERVICE5 465.37 GU1 0(K1 000 521 10 47 (>ti PUBLIC UTILITIES SERVICES 123.18 OGi UGG OUG 576 GO 47 QU PUBLIC UTILITY SERVICES 335.44 101 000 OW 543 50 47 GU PUBLIC UTILITY SERVICES 1,168.26 401 Q00 QUO 534 1G 47 OG f41BLIC UTILITIES SERVICES 234.78 412 ~ 000 535 10 47 00 PUBLIC UTILITIES SERVICES 828.22 Nl14BER VENDOR NAME CITY f~ YE119 VOUG€R REPORT 07/09/U3 16:01 PAGE I1 INVOICE N0. ORTE OUE DATE REFERENCE pCCOIIhIT NINIBER 11E5CRIPTION ANIXINT INVOICE TOTAL. 3,095.25 VENDOR TOTAL 3,U95.25 GRRNO TOTAL 137,131.64 CITY ~ YE1J1 VOUCHER REPORT 07/09/03 16:01 DEPARTMENT AN(XMVT 001 000 000 11,391.94 FUND CURRENT EXPENSE F1ND 11,391.94 101 000 000 3,893.15 FUND CITY STETS 3,893.15 102 000 000 2,207.73 FUND ARTERIfX_ STREETS 2,207.73 109 000 0~ lIXi.00 FUND YETl4 PD/DARE 106.00 116 000 000 1.20 FIND TREE FUND 1.20 197 000 000 5,365.3`., FUND Ct)pOANITY DEVEL BLDCI( 6RfNT 5,365.35 203 000 000 49,472.00 FUND 94/99 SE1~R BINDS 3 LOANS 49,472.00 302 000 000 2,301.25 FUND MUNICIPAL BUILDING fIND 2,301.25 308 000 000 295.82 fIND YEIM RVE E/VANCIL RD STAGE 2 295.82 401 000 000 12,891.61 FUND {MITER DEPARTMENT 12,891.51 405 000 OOU 950.00 FIND (MITER- AEVNEUE DEBT REDENPTIDN 950.00 412 000 000 46,739.69 FUND SEVER/MATER REUSE OPERATIONS 46,739.69 431 000 005 1,515.%1 FUND NRTER CO~TAIM:TI@I F1ND 1,515.90 UNDIST. .00 PRGE 12 TOT1~ 137,131.64 7~~ ~~ L y ~~ ~ Jy`" CITY OF YELM PO Box 479 105 Yelm Ave W Yelm WA 98597 360-458-3244 c RECEIVED JUN 1 1 003 Park Use Re~~es for Cochrane Memorial Park (located AGENDA ITEM # 6 (~ ~ OFFICIAL USE ONL Date Received: (~~11--~3 ~~ -q- 03 750 Mill Road, Yelm WA) v~ uyic ~_ G OUP/P O M NG RE T 5~~, Iw TO BE SE O ~ TIME ,, CONTACT PE N(S) 3 0- -~z NAILING ADDRESS f l~S (~ ~ Str t or PO Box \ ; i - -1 ~ ~ ~ 1 ~ Cry ~~~ 1%11 ZP C~ ~~ 7 PHONE l _ ~ (. ~ ~ ~rrGROUP SIZE # of People ? 1~ (~ -1~ Z ~ (DAY) ~ ({: G - e., ~ -i 5 (EVENING) # of vehiGes? L1 •- / L1 ~rAnaltemate~parktn ;~ tan see'next~ a 'e ifor." o`ur~ctro levent:reque's#rma n'cltad`~'s ' e ~' ` ~,~rinission.from Qne of~l~@;~Cbybusinesse;or~ar~~zations~~~e:>~!elli~, vir"eQ~g~at~i~~ F ` c1~z -R R~Zva :~ e~aa ~"~. , bw~.«~~*cat-. a<sc > - a,z¢- .3„ ~1~^;t~";~ '~~ i sates thaty~F+ey~vvill~IloS~v~jio~i4"bverfloyv~a~~pg"~n~he~~atifir~~~~o~or~• es~~~p~~e~~~ ~i,,,,ycy:~~p~ ~ ~M ` ~« ~ ~ . ~`~:~.~•• '=~a>.~`„~~.~, ~c~ 3,' ~%~W- '-. .y >Ol?I13a~°'Dt1Slh$S i~ctivitvlevent:,~'~fie-virnt~eii.~issioii"must:~e~aian+e~~v~~`~'eb~esentative' _ ~nro ~~) weeks, tinorK~to y *If you are pianliing #o copy of the necessary x to your activityleverit~d< Thank you #or voia~ coo r activltyleverit~iate'<>>' :~:~~;r~k~;,~ rz',r; .+,~~" .: ::° ive;alcohol at your a%tniity/everit;a~piease read mit{s):must be filed with ~1tie~City~of.~Ye1m, no I .~~.. < . _ ti <.. z ration~in~#hese rrmatte~is. ~ J "" °~ ~ = ' 4~ Check box if you wish to reserve the covered picnic area at Cochrane Memorial Park. ~,y](This is the only area with electricity and potable water a~a>>~t~lp ) Please Note: Any special requests (i.e. special occasion tent, etc.) at the park, need to be coordinated on-site with Tim Peterson, Yelm Public Works Director, 360-458-8499. I hereby agree on my part and for the organization I represent to abide by the City of Yelm Parks rules and policies (as per the Yelm Municipal Code) related to tfie use of park facilities which includes the following section on "applicant's responsibility": • Any applicant using park grounds and facilities accepts financial responsibility for any damage done to said grounds. Application for use of a park facility will constitute acceptance by the applicant of the responsibility stated above and willingness to comply with all rules and regulations regarding the use of park facilities as prescribed by the City Council of the City of Yelm. In the event of damage, applicant will accept the Ciry Council's estimate of the amount of same. • The applicant must exercise the utmost care in the use of Yelm's Parks and agrees to protect, indemnify and save the City of Yelm harmless from use of requested facilities. Group/organizations sponsoring community events must provide the city with proof of self-insurance. • Adult leaders of organizations using park facilities will remain with their groups during all activities and will be responsible for the observance of all rules. • All organizations and groups will, in all cases, clean and put in order the park grounds used by them before leaving. • Consumption of any intoxicating liquor on park premises without first obtaining lawful authority is considered an act constituting disorderly conduct. • Cochrane Memorial Park is a Public park. Please be aware that when you reserve certain facilities, this does not restrict other activities in other areas of the park. • Currently there is not a fee charged for use of the Park, but donations are gladly accepted. Signature f person making request Oate City ClerklTreasurer Date Cochrane Memorial Park Alternate Parking Plan OVERFLOW PARKING AGREEMENT REQUESTING PARTY: ' -1~fi(~,IZ l ~~~'/1l~ ~ ~L' . ~17G~-t.•1~ ~~~~~ c.`'~ - ~' ~-T ~ EVENT DATE/TIME: ~o -,),~;~~o^~.~ PERMISSION TO USE PARKING LOT FOR OVERFLOW PARKING, FROM: Organization: ~~r. .~l/~f ~ ISy Signature: Printed Name: i,_ ~ Title: ~~~ i~ ~ ~ 1~i~~rlx.,;~,•~; Number of Parking Spaces Available: °`°'~ ~ ~ ~i 1~ • At no time shall the ingress/egress of the above Organization/Business be blocked either in the parking, driveway or roadway. Cars are not allowed to be parked on either side of the road within 30 feet of the parking lot entrance or the intersection of 105"' and Mill Road. • Parking must be monitored b an attendant during your activity/event. • Parking is allowed only in the number of spaces (stated above). • The above stated Organization/Business is not responsible for any loss or damage to vehicles using the parking lot. • Other restrictions: ~~~~ _~ _~ Susan Croy • ~ : _ Yelm Community Schools . ~ ~ . ; _ i:r_ , ~ `-~ > (360) 458-6io2 Fax (360) 458-6178 . ~ . - ,; , .- _ - PO Box 476 ~- - ' ' Yelm WA 98597-0476 .. p =J N ~ Facilities/Equipment Use Application __ r NOl•E; Application mum bmitteJd 5 working days prior to the scheduled event. Beca~ ~~ The d ~~ wiQ ~ ~ ~~ ~ nefit tl~e educ~tio~ nat°program, resd~eduting may be necessary due to conflicting sd~oo tile.' situations that may not always be possi - organization representative within 48 hours of a conflict, but because of emergency , please type or print dearly on application. Rental fees, where appiicabie, shall lie determined by the latest established rental rates. ~ ~~~~~ ~ ~ ~ ~ a Contact Name: ~ 1~~ ~t 1' ~--z~ ~ ~ ~~~ 11 ~~-~~ Mai'l~ing ddress•~~~ ':1 i :i~~ ~~ `,`' V~ 1;-~ i Day Phone:, ; ; ~ C.~ t~% I ~~~ ,.~. Evening Phone: ~;^: • ~-If~~~~ R ~'~.~. ~~?- "~ A u t ~~~~; 1 ~'- On School Campus~~t ~ k-t ~~ r'~ ! - _..~ equesting Use of ~+ ~1 i t \ ~ i ~,,,,c T,mP am/nm -,,,Months & Da s Da s of Week Sun. Mbn. Mart lime °"" 1`1 ""` i _.. _ - ' Z: Brief Description of Activity Planned & Numb~of Participants L ~Q ~ ~- - ` ' Equipment Requests: Must be approved by building principal prior to date of scheduled use. - Person from requesting group responsible for supervision: 3~ u ~ cc s~ -,~ ,, -- _-7, .-~~~•-~ - - Evening Phone: ~ --~ - Daytime Phone: ~ c ~(~ - ~/'~ ~ - Paid/Receipt # . Rental fee per hour (required prior. to u~,sage): -. ~ ^ No ^ Yes Hours: to ~~ Emplo}~ccefSupervisor required on duty: ,~,._ - _ ~ Please read Agreement and Terms & Conditions on the back before signing. Signature of Person Requesting Use of Facilities/Eq p , Date: -~ .~~~'~ i..~'~. OfficeUseOnly~~ ~~ .,~,~ z ' ~ _ ~.'F.~ ~'v5r 4~. ~YS~ i if G ~- .. 1 - 5; ~,f ~j~ 1 ~ 1~ .- ,~'~ i ~~a' ' Ts! W i ~• ~t ?~~.eF' ~~ ' t,. ,.. ti..4 ,:~i,.~~~r`:c~FaW ~ ~ 4 r ~Y~~'l ~p i r ~~ ~Z t r Tr~~.{~-°~c ~~-~`.-"~` ~ ^;c`~~tyl j,.'S,,n~x~T ., - ,~"~1 .~d.:~<'r~+yX '~•-t~ N ~i~[ h.,. .i `-~k ~~.?.v~ ~S S~ Y +-t .':~ ~.., ~' .~'~•`~- ~.~.I Gt. 'h ". j `. ~rf Y 'S~'~ ~{~ ~(. F -.'a- ITC "# ~~~ , L=I~;`~:~:=~ ' ~~'=~'t.~:* -'- '" ~_ ~ ~ 1~+.2urance nderon~le~,~ _ ~'~~ . 's~~chvity Dueo r .,. Q ,~ ~ ~: ~ t -~• ~ ~ ~kipa. IInC~~314ay .~>::-r,:..%~} ~ "S' ' x i.~t~j'>"•ia% -~ {~ r' -s e, g~SUCd `,fr e `r.S .. 2 ~ ~ {-=..,~;. ~ ¢ ice'` eGLL.•~.`.i, ..:~,:'.~i~t - .~~Tk ~• ~:^___~.= , ;~, •vidual~RequestingFacilities-. ~~:.,".,"~0;.~~~ ;,;~~-~~', '~~`'< :~~.,~v.::~~. -:~~:,,. Mgr:.';', ~, • n', ` ~ >hes = , t ,,~yr1 ~ey,CoPY ;; ~ w,. ~ ;-:u~,~t~vv~+~~~ : ~. _ x,~3~~,~,,:.. ,.'~~y,~""~ .,x~,. r ~ •s~ ~ .. 'i"••'~7."'G ~l•iiis_~~~f~,. r.- - ~ _~Y:sr:~S ~Y/, ..:9SsA-:'-;~?Y~~w'p/,+,~.Ti' ~~.`T',•., ing~ sage: _ ' ~ - . LOWS TITLE IX REQUIREMENTS• YELM COhaAUNITY SCHOOLS IS AN EQUAL OPPORTUNITY EMPLOYER AND POL /P8/2@03 09:36 368-459-4348 ~ ~ ' "" .CITY OF YE1M AGENDA ITEM # 6 ~ ez/@2 ._ G{TY QF YELM ~ ~~~~SEan~Y J U L- 3 2003 i ~ ~I~~Tg -~'_ e~X PO Box 479 105 Yelm Ave W i -- •~~a cc: V~lrn 1NA 98597 ~------------- A , o ,~ ~~'~`':~ 1 3C0-458-3244 ~~~~-.._--~------ ----- - Partc Use Request f=orm for Yelm Git~~tk_ (located at First Street (SR 507) and lutosman Avenir~, Yelm WA) ~Nr dart= GROUP/PERSON MAKING REQUI=ST - ro eta usm Folz ~L.~C 1C~ ~ ~ 4 1 h Y ~ ~..t`JI nMr= "t 1 ~~ ~-~4' t.- coNracr ~RSON(s; - MAIL/NG ADt~R.ESS~ ~ ~-i ~~ ~ lr~V ~" ..S, ~ ~~, ~~ hi ~~ 1 treet w PNUNE •~ . t GROIN S1zE ~ t~ a) ' Speaal Requests: ,~ ~'~l Q ~'~ ~~1 ~11~~ ,.~~`,~ .~ , helm Citil Par1C fBCllitiES t8esd'ooms Pavllton 3faga Booths Playgrour~ Sall Fiekt *IGtNten -~equestoa, (check an that ~'~ apply.) t herby agree on my part and for rite organlza8on I represent to abide by the Cit4 of Yelm Parks rules and polldes (as . per ttte Yelm Mu a e ~ge of park t~aciiities which includes ~1te foltOwitlg SeetFOn en °a~llosett's ,, raeppnsibil' . ({ilea initial after readln ~~~ ny applicant using park grounds and facilities accepts financial res~ansibility for any damage done to said grounds. Application for use of a park facility tnnll constiWte acceptance by the applicant of the responsibility stated above and vvfllingness to comply with all rules and regulations regarding the use of park tBCilitiBe as prescribed by the City Counal of the Clty of Yelm" In the event of damage, applicant 07 wilt acoepf the City Council's estimate of the amount of same. l3~ 1he ~tppli~nt must exerdse the utmost care in the use Of Yelm's Parks and agrees to protect, indemnify and save the Clty of Yelm harmless from use of requeste-~ facilities, Grouplorganixations ~ sponsoring communliy events must provide the sty with proof of sef-insurance. C~ Adult leaders of organizations using park facilities wi~l remain with thieir groups during all activities and vw'tl tie responsble for the observance of all rules. / ~ D All organizations and groups will, in a!I cases, clean and put in orda~: the park grounds used by them I~efor+e leaving. i= a Curt&umption of any Intoxicating I~quor on park prem ses without fl obtaining lawful authority is ' considered an act consfituting disorderly conduct. F Yelm City Park is a ~ubHc park. Please be aware that when you reserve certain facilities, this does not restr4ct otfter activities In other areas Of the park. - ~rKey(s) for kitchen fadlltles (at YOfm City Park) may be picked up sit Yelm Clty Hall, Monday~Frlday between 8 am and 5 pm. A $5.00 deposit is requiroci and will tie refunded when key(s) are retained. 1 ~~ irA $25.011 r'e+fundable Leaning deposit is required when using kitchen faalitles" Currently there is not a fee charged for use of the Parks, but donations 8re gladly accepted, c~enc_rreasurer Date c:VvlyTila\9AtiK5~PeMc Rcyu~l~~Ydm('iiyPa.4~ucs~kxm..~vrd AGENDA ITEM ~ 6 ~,, REVENUE Fund Fund Description No 001 CurrenUGeneral Fund 101 City Street Fund 102 Arterial Street Fund 104 Cumulative Rsv/Econ Development 105 Park Reserve 106 Emergency/Disaster 107 Tounsm Promotion 108 Contengency Fund 109 YPD DARE Program 110 YPD Speaal Protects Fund 112 Five Corners Bond Payment 114 Y2/Y3 Road Protect 116 Tree Fund 118 Park Fee-In-Lieu Of 119 Park/Surety Deposits 120 Transportation Faalities Charge 197 Community Development Block Grant 202 1993 FMHA General Obligation Bond 203 94/99 Sewer Revenue Bonds/Loans 204 94/99 Sewer Revenue Bond Reserve 302 Municipal Building Fund 306 Yelm Ave E/Clark Road-Stage 1 308 Yelm Ave E/Vancil Road-Stage 2 310 Yelm Ave W Construction Protect 312 Yelm Creek Protect 314 Longmire Community Park Construction 316 103rd Ave/Stevens St Protects 400 Stormwater 401 Municipal Water Fund 402 Consumer Deposits 403 Garbage/Recycling 404 Water Capital Improvement 405 Water Revenue Debt Redemption 406 Water Revenue Debt Reserve 407 LID #1 Bond Redemption Fund 412 Sewer/Water Reuse Operating Fund 414 State Revolving Loan Reserve 415 SRL 3118 -Sewer Loan Refinance 416 LID #1 Guarantee/Reserve Fund 420 Water Reuse 430 Shortline Railroad 431 Water Construction Fund Fund(s) Total Investment(s) Total TOTAL CASH &INVESTMENTS CITY OF YELM FINANCIAL OVERVIEW JUNE 1 = 30, 2003 YEAR TO DATE INVESTMENTS PERCENTAGES BALANCE Rev Exp. Cash Debt 74.25% 58.26% 58 12% 97.85% 96.67% 100.03% 95 58% 50.00% 35.49% 99 94% 52.02% 93 95% 116.44% 87.92% 0.00% 93.34% 42.36% 50.75% 56.07% 93.80% 122.61 100.00% 40.72% 100.00% 47 78% 29.53% 19.83% 55.56% 76 08% 0.00% 182 32% 107.19% 0 00% 1.00% 57.96% 72.46% 0.00% 0.00% 96 54% 86 45% 3.52% 73 02% 43.16% 43 19% 11.14% 0.87% 0.00% 0.00% 6.59% 0.00% 29 61 0 00% 47.21 0.00% 43.81 0.00% 0.00% 35.99% 37.38% 49.25% 43.93% 0 00% 14.25% 100.00% 35.89% 0.00% 0 00% 3.62% 7.90% 5.93% 26.84% 0.00% 46.59% 5.12% 0.00% 0.00% 2 86% 45.99% 0.00% 0.00% 0.00% 50.00% 0.00% 0.00% 288,724.65 11,143.75 484,949 71 16,672.66 37,787.76 43,348.90 115,034.30 50,487.14 277,877.51 77,805.74 200,000.00 118,742 34 1,041.43 1,122, 717 18 600,898.71 OVERVIEW 2003.x1s FUND BALANCE 907,857 49 30,369.85 52,627.45 138,190.01 6,148.04 1,983.56 21,120.37 79,003 03 4,292.78 957.41 1, 729.94 20,636.62 12,099.27 60,714.55 170.00 168,940.96 33,563.82 229.68 50,427.89 46,364.68 189,534.83 25,103.07 15,000.00 8,600.03 54,710.54 96,838.89 22,336.87 246,030.71 46,087.28 3,481.48 569,372.01 2,531.32 1, 369.38 312,009.19 408,374.23 53,179.36 405,012.79 1,278.31 2,377,268 16 6,475,545.85 1, 723,615.89 COMBINED BALANCE $ 1,196,582.14 $ 41,513.60 $ 52,627.45 $ ' 623,139.72 $ 6,148.04 $ 18,656.22 $ 58,908.13 $ 79,003 03 $ 4,292.78 $ 957.41 $ 1,729.94 $ 20,636.62 $ 12,099.27 $ 60,714.55 $ •170.00 $ 168,940.96 $ 76,912.72 $ 229.68 $ 50,427.89 $ 161,398.98 $ 240,021.97 $ - $ 25,103.07 $ 15,000.00 $ 8,600.03 $ 54,710.54 $ 96,838.89 $ 22,336.87 $ 523,908.22 $ 123,893.02 $ 3,481.48 $ 569,372.01 $ 2,531.32 $ 201,369.38 $ 312,009.19 $ 408,374.23 $ - $ - $ 171,921.70 $ 405,012.79 $ 1,278.31' $ 2,378,309 59 8,199,161.74 $ 8,199,161 74 . CITY OF YELM ' - ~ CASH AND INVESTMENTS . 2003 DATE KEY BANK 1ST COM KEY CD KEY KEY SAVINGS KEY INV CD SEAFIRST LGIP KEY 03 WTR BALANCE 2003 CHECKING CUM RSV MISC INV J Bal. Fwd 226,008.74 90,661.15 104,737.18 3,897,671.61 126,877.69 48,114.84 1,291,200.96 5,785,27217 January 113;578.17 90,661.15 104,928.60 3,897,671.61 61 1 126,996.28 49 103 127 48,114.84 84 114 48 1,292,659.84 1,293,949.72 5,674,610.49 5,677,972.30 February 115,351.12 90,661.15 2 105,120.37 68 287 105 . 3,897,67 836.24 902 3 . , 127,222.29 . , 48,965.54 1,295,383.21 - 5,571,010.78 March April (752.70) 285,160.12 92,068.5 92,223.34 . , 105,397.86 , , 3.879,876.45 127,337.36 90 49,144.61 99 122 49 1,296,719.71 81 088 298 1 200,000.00 5,835,859.45 8,421,371.14 May 311,430.83 92,223.34 34 3 105,501.26 21 608 105 3,681,654.01 123.86 683 3 2,683,349. 342,544.28 . , 49,077.87 . , , 3,642,455.81 200,000.00 8,199,16174 June 84,128.37 . . 92,22 . , , , July August - September - October - November - CASHINVS.XLS • ...~ : ;~ CITY (~ YELM MONTHLY SCHEDULE OF CASH ACTIt-ITY; ; } i . 06/30/03 08:55 ~ ~ ~ - PAGE OPERATION ~ CASH IN BEGINNING INVESTMENT TOTAL FUND DESCRIPTION BRLANCE RECEIPTS SALES TRANSFERS IN AVAILABLE UU1 CURRENT EXPENSE FUND 953,371.64 275,744.44 .UG .OU 1,~9,116.U8 101 CITV STREETS 23,501.73 5,598.79 .UU 19,539.30 48,639.82 162 ARTERIAL STREETS 56,038.95 1, 831.10 .GG .UU 57,870.05 103 1990 WATER REVENUE BND RESERVE .00 .UU .00 .UO .00 lU4 CUMULATIVE R5V ~ URBAN DEVELOP 140,333.25 192.78 .00 .UU 146,526.63 105 PARK RESERVE 6,118.04 30.00 .OU .UU 6, 148. U4 106 EMERGENCY/DISASTER SERVICE5 1,983.56 15. U9 .GU .OU 1, 998. b5 107 TOURISM PROMOTION 21,507.18 589.54 .UU .~ 22,U`~.72 108 CQNTINGENCY FUND 63,202.43 .0U .UG 15,806.66 79,(m3.G3 109 YELM PD/DARE 3,516.54 .~ .00 4,~.~ 7,516.54 116 YELM PD SPECIAL PROJECT5 FUND 957.41 .(rd .GG .00 957.41 112 FIVE CORNERS B~(D PAYMENTS 10,215.73 .OU .00 .~ 10,215.73 114 Y-2/Y-3 PROJECT 20,636.62 .OU .OU .UO 20,636.62 116 TREE FUND 13,224.30 .00 .00 .~ 13,224.30 118 PARK FEE IN-LIEU-~ FUND 60,714.55 .QO .00 .00 60,714.55 119 DEI~5IT5 10,465.00 145.00 .UO .~ 10,610.00 120 TR~tSPORTATION FRCILITIES CHR6 154,060,E 14,880.00 .OU .UG 168,940.96 197 COMMt#VITY DEVEL BLOCK GRANT 164, 4.71- 198,099.75 .00 . ~ 33,603.04 198 URBAtd DEVEL ACTION GRANT .OU ,00 .GO .UU .00 2U^c 93 GO BOND CH ADDITION/REMODEL 229.68 .UO .U(1 .UU 2c~.68 203 94/99 SEWER BONDS & LOANS 1(~G,418.39 .00 .OU 36,522.50 I3b,94U.89 204 94/99 SEWER B~dD RESERVE 43,690.00 14.95- .~ 2,719.80 46,394.85 302 MUNICIPAL BUILDING FIND 66,434.83 431.57 .UG 128,500.60 195,366.40 304 VANCIL RD. COh~TRUCTIQN ' 99 . UU . ~ . UU . UO .00 306 YELM AVE E/CLARK RD STAGE 1 .OU .(~ .OU .OU .U0 368 YELM AVE E/VANCIL RD STAGE 2 3^c,157.57 .UO .0U .00 32,157.57 310 YELM AVE W CONSTRUCTION 15,000.06 .GU .GO .OU 15,U0U.(KJ 312 YELM CREEK PROJECT 8,000.03 600.06 .UO .UG 8, 600. U3 314 LONGMIRE COMMUNITY PARK CONSTR 54,710.54 .GU .OG .(~ 54,710.54 31fi 163RD/STEVEN5 ST CONSTRUCTIDN 113,502.11 2,534.23 .00 .~ 116,036.34 4GG 5TORMWATER UTILITY 22,780.67 .GG .UU .OG 22,780.67 401 WATER DEPARTMENT 241,368.79 56,314.50 .GU .~ 297,683.29 462 CONSUMER DEBITS ~ 42,047.28 6,966.46 .(~ .0(r 49,607.68 463 GARBAGE/RECYCLING 3,170.62 .OG 310.86 .U0 3,481.48 404 WATER CAPITAL IMPROVEMENT FUND 5~~,9U7.21 46,560.00 .UU .GG 572,407.21 405 WATER- REVNNUE DEBT REDEMPTION 2,531.32 .U0 .GG .UU 2,531.32 406 WATER REVENUE DEBT RESERVE 5. (Kr 1,364.38 .(ur ~ .(>v 1,369.38 467 LID #1 BOND REDEMPTION FUND 308, 915. s'9 6,195.86 .OU .U0 315,111.19 412 SEWER/WATER 0115E OPERATIONS 384,779.31 145,074.53 .GG .GG 529,853,84 414 STATE REVOLVING LOAN RESERVE .UG .GU .0U .OU .00 415 SRL3118 SWR LOSN PYMTSIRESERVE ,UG .UU .UG ,UU .GU 416 LID #i GUARANTY FUND 50,077.36 107.44 .UO 3, 102.06 53, 286.80 420 WATER REUSE CONSTRUCTION 93G,4~.45 .GU .GU 3U, 132.90 960,568.35 430 SHORTIINE RAILROAD 1,278.31 .GU .UU .UG 1,278.31 431 WATER CON5TRUCTION FUND 2,377,288.16 1,021.43 .UG .UU 2,378,309.59 631 CLAIMS/PAYROLL .U(r .GU .OU .OU .UO 999 LGIP . UU . U0 . G(1 . ~ . 00 TOTAL5 6,766,079.20 764,215.82 310.86 240,317.10 7,704,922.98 CITY OF YELM MO1dTHLY SCHEDULE Of CA5H ACTIVITY Gb/30/03 08:~ RAGE 1 OPERATION OF CASH OUT INVE5TMENT5 TRANSFER5 OUT TO OTHER TOTAL ENDING FL~JD RURCHASED CLAIMS/PAYROLL TRANSFERS (OJT DI5BUR5EMENT5 USED BALANCE 001 420.09 .UU 167,839.90 152,998.60 321,258.59 907,857.49 101 10. U6 .UU .UU 18,259.91 18,269.97 3U, 369.85 102 .UG .CUB .UU 5,242.60 5, 242.60 52,627.45 103 . UU . UU . Chr , UU . UU . t><J 104 192.78 .UU ,00 - c, 143.24 c, 336.Gc 138,190.01 105 .OU .UU .UU .tKr .UU 6, 148. U4 lU6 15. U9 . UU . 0(r . CrCr 15. U9 1, 983.56 lU7 25.14 . UO . Crir 951.21 976.35 21,120.37 108 . U0 . (~ . (rU . UU . OU 79, GU3. U3 109 . UU . ~ . UU 3, X3.76 3, mss'. 76 4, 2~. 78 110 ~ .00 .UU .(~ .UU .UU 957.41 112 .UU .OU .UU 8,485.79 8,4&;.79 1,729.94 114 . (Kr . 0U . (~ . (~ . U(r 2U, 636.62 116 - .~ .UO .UU 1, 125. U3 1, 125. U3 12,099.27 118 . UG . UU . UU . (Kr . UO 60, 714.55 119 .~ .UU .UCr 10,440.00 10,440.00 170.00 120 .OU .UU .UU .(~ .U0 168,940.96 197 39. c .(~ .UU .00 39.2^c 33,553.82 198 . UG . UU . , UU . GU . (Kr . UU 202 .UU .0U .UU .UU .00 2^[9.68 203 . UU . (~ . UU 86, 513. UO 86, 513. Crir 50, 427.89 204 30.17 .UU .U0 .UU 30.17 4b, 364.68 302 431.57 .OCr . U0 5, 4itU. (ur 5,831.57 189,534.83 304 .OU .UU .GG .UU .0U .UU 306 . UU . (~ . CKr . UU . U0 . U(r 308 , (~ . vU . UU 7, Cr54.5ir 7, U54.5U 25,103.07 31G . UU . UU . UO . U0 . UU 15, UUO. UU 312 .OU . UO . UG . GCJ . 0U 8, 6CK1. U3 314 . UO . UU . UU . (K7 . UU 54, 710.54 316 .(~ .UU .UU 19,197.45 19,197.45 96,838.89 400 . U0 U U , . UU 443.8(r 443.80 . 87 22, 33 6 401 251.42 ~~ '' r .VV .U(r 51,401.16 51,652.58 ~ ~ 246,030.71 402 7U. 4U . (rCr . 00 2, 850. U0 2, ~0.4U 4b, 0$7.28 403 .O0 .U0 .UU .U0 .Uir 3,481.48 404 . GU . (~ . 0U 3, (~. 2Cr 3, 035.20 569, 372.01 405 . UU . UU . 00 . fKr . UU 2, 531.32 406 - . UU . U0 . UU . (rU . UU 1,369.38 407 .UU .00 3, 102. U0 .0U 3,102.00 312,009.19 412 .UU .UU 69, 375.20 52,104.41 121,479.61 408,374.23 414 . UU . 00 .0U . UU • ~-r . ~ 415 .UU .GO .UU .UU .UU - .(~ 416 107.44 .UU .00 .OU 107.44 53,179.36 4~ , GG , UU . UU 555, J~.15. J6 555, 555.56 405, 012.79 430 . UU . (~) . 00 . QU . UU 1, 278.31 431 1,041.43 .UU .UU .(rG 1,041.43 2,377,268.16 631 .00 .U0 .0U .UU .OC) .OU 999 .OU .UU .0U .UU .UU .UU TOTALS 2,634.81 .00 240, 317.10 986,425.22 1,229,377.13 6,475,545.85 CITY OF YELM ANNIE SCHEiM1LE OF CASH ACTIVITY 06/30/03 08:55 PRGE OPERATION ~ CASH IN BEGINNING INVESTMENT TOTf~ FIND DESCRIPTION BALANCE f~CEIRTS SALES TRANSFERS IN AVAILABLE 001 CURRENT EXPENSE FUND 1,148,273.13 1,419,476.53 .UU .G0 2,567,749.66 161 CITY STREETS 8,675.85 25,529.18 .UG 117,235.86 151,440.83 lU2 ARTERIAL STREETS 48,227.56 16,873.43 .OU .U0 65,166.99 163 1990 WATER REVENI~ BND RESERVE .UO .UU .UU .6G .0G 104 CUMULATIVE RSV ~ URBAN DEVELOP 143,736.57 3,043.01 .UU .0G 146,779.58 105 PARK RESERVE 6,654.58 93.4b .GG .GU 6, 148. G4 106 EMERGENCY/DISASTER-SERVICES 1,983.56 IU3.48 .~~ .GG 2,687.64 107 TOURISM PROMOTION 22,644.34 3,012.59 .UO .UU 25,656.93 108 CONTINGENCY FUND .~ .OG .UU 79,0]3.03 79,603.03 109 YELM PD/DARE 13,965.32 .~ .OG 12,CN1G.00 25,905.32 110 YELM PD SPECIAL PROJECTS FUND 957.41 .0U .OG .GG 957.41 112 FIVE CORNER5 BOND PAYMENTS 1,451.52 .~ .~ 17,2`.A.OU 18,701.52 114 Y-2JY-3 PROJECT 20,633.65 2.97 .~ .GG 20,636.62 116 TREE FUND 5,287.00 701.00 .OU 13, 409.06 19, 397.00 118 PARK FEE IN-LIEU-~ FIRdD 59, 607. C~ 1,107.49 .OG . UU 6U, 714.55 119 DEPOSITS 110.00 10,565.00 .~ .UO 10, 675.00 120 TRANS~RTATION FACILITIES CHRG 208,235.42 65;7.54 .CK~ .UU 274,940:96 197 COMMUNITY REVEL BLOCK 6RANT 33,560.97 577,708.96 .UO .CKJ 611,269.93 198 URBAN REVEL ACTION GRANT . ~ ~ . ~ . 0G . UG , UU 202 93 GO B~iD CH ADDITI~1/REMODEL ^c29.fi8 .(~ .00 7,5~.0U 7,784.68 263 94/99 SEWER BONDS ~ LOANS 5U, 426, 49 1.43 .OG 182,fi12.5U 233,640.42 204 94/99 SEWER BOND RE5ERVE 31,797.51 1,175.11 .UU 13,599.06 46,571.62 3(~2 MUNICIPAL BUILDING FUND 52, 579. b9 2,980.89 .OU 168,500.66 224,066.58 304 VANCIL RD. CONSTRUCTION '99 .~ .OG .OU .U0 ~ .UU 306 YELM AVE E/CLARK RD STAB 1 4, 797. G6 .C~1 .GG .0U 4, 797. G6 308 YELM AVE E/VANCIL RD STAGE 2 206,964.48 22.12 .(w 4,797.06 211,783.66 316 YELM AVE W CONSTRUCTION 15,060.00 .C~ .U6 .G6 15,606.00 312 YELM CREQ( PROJECT 3,161.0,5 600.00 .OU 4, 839.00 8,606.03 314 LONGMIRf COMMUNITY PARK CONSTR 8,431.18 53,914.70 .00 .UG 62,345.88 31fi 103RD/STEVENS ST CONSTRUCTION 21,356.71 33,672.92 .00 166,000.00 161,029.63 4CK1 STORMWATER UTILITY 25,000.GG ~ 3.49 .0G .GU 25,003.49 401 6~TER DEPARTMENT 218,905.18 335,807.82 .(~ .GU 554, 713.UQ 402 CONSUMER DEP~IT5 37,103.55 25,908.19 ~ .(K1 .UG 63,011.74 403 GARBAGE/RECYCLING 3,286.47 1,080.86 310.86 .Uu 4,678.19 464 WATER CAPITAL IMPROVEMENT FUND 458,350.25 139,553.42 .UG .GG 597,903.67 405 WATER- REVEEUE DEBT REDEMPTION .UU 13,732.69 .GO .GO 13,732.69 406 WATER REVENUE DEBT RESERVE .OU 261,369.38 .UU .GG cY)1,369.38 467 LID #1 BOND REDEMPTION FIRdD 64,833.49 c~3,355.89 .UO .Cui 328,189.38 412 SEWER/WATER REUSE OPERATIONS 460,669.17 671,610.40 .UU .GU 1,132,279.57 414 STATE REVOLVING LOAN RESERVE ,UU .UU .OU .UO .UO 415 SRL3118 SWR L05N PYMTS/RESERVE .00 .OU ,GU .CK~ .UU 41b LID #1 GUARANTY FUND 40,764.90 743.41 .~ 12, 408. GU 53,916.31 420 WATER REUSE CONSTRUCTION 8U9,781.42 122.43 .OG 150,664.50 966,568.35 436 SHORTLINE RAILROAD 1,278.31 .UU .UU .UU 1,278.31 431 WATER CONSTRUCTION FUND x,134.34 2,343,175.25 .CK~ .GG 2,378,309.59 631 CLAIMS/PAYROLL .OU .UU .UU .UU .UU 999 LGIP .UG ,(-U .(~ .GG .UU TOTALS 4,273,194.&; 6, 213, 753. U4 310.86 889,872.89 11,377,131.64 CITY OF YELM ANf~I, SCHEDULE OF CASH ACTIV ITY 06/30/03 08:55 RAGE 1 OPERATION OF CASH OUT INVESTMENTS TRANSFERS OUT TO OTHER TOTAL ENDIN6 FIdJD PURCHASED CLAIMS/PAYROLL TRANSFERS OllT DI58UR5EMENTS USED BALANCE OG1 1,058.47 .(~ 419,791.83 1,c39,041.87 1,659,892.17 907,857.49 161 68.97 .UU .UU 121,002.01 121,070.98 30,369.85 102 . (tU . GU . O0 12, 473.54 12, 47x'.54 52, 627.45 103 .llU .UU .U0 ~ .UU .tit .t~ 104 3, (122.43 . (tU , (t0 5, 567.14 8, 589.57 138,190. G1 165 .OU . 0U . UU . 0G . Utt 6,148. U4 106 103.48 . UG . UU ~ . U(t 103.48 1,983. ~ 107 172.45 .GU .t~ 4,364.11 4,536.56 21,126.37 1pg . (>U . UU . UU . (ttt . ttU 79, GG3. U3 109 ~.OU .UU .00 21,612.54 21,612.54 4,292.78 116 . ~ . Cat . (ttt . (tG . UU 957.41 112 .OG .UO .GU 16,971.58 1b, 971.58 1,729.94 114 . GU . OCt . GG . UU . (tU 20,636.62 116 .GO .OU .GG 7,297.73 7,297.73 12,(199.27 118 . GU . (~ . UO ~ . 0(t . (tU 6(t, 714.55 119 .00 .UU .GG 10,5Ct5.0U 1G, 505. U0 170. G0 120 .00 . GCt 1 U6, OttG. GU , (K1 1 U6, OUO. UU 168,940.96 197 269. U3 .G0 .0U 577,437.08 577,7t~.11 33,563.8^c 198 . GG . GU . UU .. UU . (fit . bU 202 ~ . UCt . GG . UU 7, ~,5. (>f~ 7, ,~,. U(t 229,68 203 . GU , tKt . (XJ 182, 612.53 182, 612.5s 50,427.89 264 206.94 . G0 . ttti .. C>fa 206.94 46,364.68 362 2,966.22 .00 .0U 31,565.53 34,5L~.75 189,534.83 304 .A0 .O0 . GU . Cat . GU . ~ 3(~ . UG . Cat 4, 797. G6 ' ' . U0 4, 797.06 . GU 3pg ,00 .UG .UU 186,680.59 186,680.59 25, 103. U7 310 .GO .GU .G0 .UU .UO 15,600.00 312 .OU . OU . UU . t~) .Ctrl 8, 600. G3 314 . UU . (K1 . (tU 7, 635. 's4 7, 6~. 34 54, 71 G. 54 316 . ~ . U0 . UU 64,19(1.74 b4,19tt. 74 96, 838.89 4(10 .OU . GU . U0 2, 666.6c 2, 666.62 22, 336.87 401 1,724.53 .GG .UO 366,957.76 308,682.29 246,030.71 402 482.87 .GU' .UG ib,441.59 16,924.46 4b,G87.28 463 1.66 .UU ,0tt 1, 195. U5 1,196.71 's, 481.48 404 , UCt , G(t . . G0 28, 531.66 28,531.66 569, 372. G1 ~j5 , U0 , ~ , Ui~ 11, 2~t1.37 11,201.37 2, 531.32 4f~ 200, OGU. GG . UU . UU , UCt 2UU, ttOU. UU 1, 3b9.38 407 ,p0 .GU 12,408.00 3,772.19 16,1bu.19 312,009.19 412 .UG .(tU 346, 876.(10 377,029.34 72'x,905.34 408,374.23 414 .60 .UU .UU .UU .UU ~ .~ 415 . UG . (Kt , (>Ct . GU . GU - . UU 416 736.95 .GU .llU ,Uri 735.95 53,179.36 p2U ,OG ,UU ,GU 555,555.56 555,555.56 405,612.79 430 .OU .UU .UU .UU .OU 1,278.31 431 1, 041.43 . UCt . U(t . GU 1, 041.4a C, 377, 268.16 631 .6U .Uq .U0 .UU .OU .GO 999 . UU . UO . UU . U0 . (t(t . U(t TOTALS 211,849.43 .UU 88'3,872.89 3,799,863.47 4,901,585.79 6,475,545.85 CITY ~ YELM MONTF~Y 0PERATI~1 ~ INVE5TMENTS 06/30/03 08:55 F~AGE 1 BEGINNING INVESTMENTS INVESTMENTS ENDING FUND DESCRIPTION BALANCE ACQUIRED LIQUIDATED BAL{~E 0(11 CURREM EXPEN5E FUND 288,304.56 4c^U,U9 .OG 288,724.65 101 CITY STREET5 11,133.69 iG.U6 .OU 11,143.75 102 ARTERIAL STREET5 ,~ .{~ .OU .UU 103 1990 {DATER REVENUE BND RESERVE .UU .UU .UU .UG 104 CUMULATIVE RSV & URBAN DEVELOP 484,7`,,6.93 1.78 .UU 484,949.71 105 PARK RESERVE .UU .UU .Cx1 .UU 106 EMERGENCY/DISASTER SERVICES 16,657.57 15. U9 .OU 16,672,66 107 TOURISM PROMOTION 37,762.62 25.14 ,(K- 37,787.76 108 CONTINGENCY FUND .~ ,UU .UU .UU 109 YELM PD/DARE .OU .UU .(Kl .UU 110 YELM PD SPECIAL PROJECTS FUND .00 .00 .00 .00 112 FIVE CORNERS BOND PAYMENTS .~ .~ .UU .UU 114 Y~'!Y-3 PROJECT .~ .UO .UU .UU 116 TREE FUND . ~ . ~ , ~ . UU 118 PARK FEE iN-LIEU-~ FI~dD . 00 . UU . UU . UG 119 DEPOSITS .(X1 .UU .UU ,UU 120 TRANSPORTATION FACILITIES CHRG .~ ,~ .UU .UG 197 COMMUNITY DEVEL BL~It GRANT 43,309.68 39.22 .UU 43,348.94 198 URBAN REVEL ACTI~d GRANT .00 .UU .UU .UU 202 93 ~ BOND CH ADDITION/REMODEL . ~ . ~- . UG . (K- 203 94/99 SEWER BONDS & LENS .~ .UU .UU .UU 204 94/99 SEWER BDiJD RESERVE 115, tKJ4.13 3(-.17 , UU 115, U34.3U 302 MUNICIP~ BUILDING FIND 50,055.57 431.57 .UG 5U, 487.14 304 VANCIL RD. CONSTRUCTION ' 99 . (~- . UU . t-0 , t-C- 305 YELM AVE E/CLARK RD STAGE 1 .~ .~ .UU .UU 308 YELM AVE ElVANGIL RD STAGE ^c .UU .U0 ,0{- ,p{a 310 YELM AVE W CONSTRUCTION .~ .UU .UU .00 312 YELM GREEK PROJECT ,(~ .0U ,0(- .UU 314 L~IGMIRE COi~+IUNITY PARK CONSTR . 0U . UO . GU . t-U 316 103RD/STEVENS 5T CONSTRUCTION .GU ,UU .(-(- .UU 4~ STORMWATER UTILITY .~ .UO .UU .U0 401 WATER DEPARTMENT 277, 626. U9 251.42 .UU 277,877.51 402 C~ISLMiER DEPOSITS 77,735.34 7U. 4U .0U 77,805.74 403 GARBAGE/RECYCLING 310.86 .UU s1U.8fi .U0 404 WATER CAPITAL IMPROVEMENT FUND .UU .0U .UU ,UU 405 WATER- REVNEUE DEBT REDEMPTION) .U0 .UU .00 ,UU 406 WATER REVENUE DEBT RESERVE 200, (1G0. U0 . UU . UU 200, {r(i0, Cn1 407 LID #1 B~dD REDEMPTION FUND ,UU .UU .U0 ,QU 412 SEWER/WATER REUSE OPERATIONS .GU .UU .UU .OU 414 STATE REVQLVING LOAN RESERVE .UU .0U .UU .UU 415 SRL3118 SWR LOSN PYMTS/RESERVE .U0 .(-c- .UO ,~iil 416 LID #1 GUARANTY FUND 118,634.90 iG7.44 .00 118,742.34 420 WATER REUSE CONSTRUCTION .UU .GO .UU .UU 430 SHORTLINE RAILROAD .U0 .U0 ,C-U .0u 431 WATER CONSTRUCT ION FUND . (l~~ 1, 041.43 . U<~ 1, 041.43 631 CLAIMS/PAYROLL .UU .UU .(K- .UU 999 LGIP .UQ .UU .UO .U0 TOTALS 1,721,291.94 2,634.81 310.86 1,723,615.89 CITY OF YELM ANiJUAt OPERATION OF INVESTMENTS G6/3G/U3 08:56 PAGE BEGINNING INVESTMENTS INVESTMENT5 ENDING FUND DESCRIPTION BALANCE ACQUIRED LIQUIDATED BALANCE OU1 CURRENT EXPENSE FUND 287,666.18 1,658.47 .UO 288,724.65 161 CITY STREETS 11,074.78 68.97 .G0 11,143.75 162 ARTERIAL STREETS .U0 .00 .CrU .t~ 103 1990 WATER REVENUE BND RESERVE .0U .tKr .00 .00 ' lG4 CUMULATIVE RSV & URBAN DEVELOR 481,927.28 3,022.43 .0U 484,949.71 • 105 PARK RESERVE .Cur . (r0 ~ . 00 . UU 105 EMERGENCYJDISASTER SERVICES 16,559.18 103.48 .trG 16,672.66 107 TOURISM PROMOTION ~ 37,615.31 172.45 ~ .UCi 37,787.76 108 CONTINGENCY FUND .~ •UU .~ .t~ 109 YELM PD/DARE .trG .UU .UU .U0 116 YELM PD SPECIAL PROJECTS FUND .GU .00 ~ .UU .UU 112 FIVE CORNER5 BAND PAYMENTS .G0 .(r0 .CrG .UU 114 Y-2/Y-3 PROJECT .GU .G0 .G0 .OU ' 116 TREE FUND .UU .UG .UG .Gtr 118 PARK FEE IN-LIEU-~ FlA`JD .UU .G0 ,UG .GG ' 119 DEP05IT5 •0tr . UO . tKr . ~ • 120 TRANSPORTATION FACILITIES CHRG .GG .00 .UU .UU 197 COMMUNITY DEVEL BLOCK GRANT 43,079.87 269. Gs" .(Kr 43,348.96 198 URBAnI DEVEL ACTION GRAtJT . 0U . UG . GU . UG 202 93 GO BOND CH ADDITION/REMODEL .GG •UU •GG •00 203 94/99 SEWER BONDS ~ LOAtJS .GU .00 .00 .U0 264 94/99 SEWER BOND RESERVE 114,827.36 2t~6.94 .UU 115,634.30 . 302 MUNICIPAL BUILDING F1~JD 47,526.92 2,96tr.22 .G0 5U, 481.14 364 VANCIL RD. CONSTRUCTION '99 .0U .UO .CKr .UU 306 YELM AVE E/CLARK RD STAGE 1 .tnr ,6i) .OCr ,i)tr •~ 368 YELM AVE E/VANCIL RD STAGE 2 .0c, .00 ~ .t><r .UG ` 310 YELM AVE W CONSTRUCTION .tau .UO .6U .00 ' 312 YELM CREEK PROJECT .U0 •0U •GU •00 314 LONGMII~ COMMUNITY PARK CQNSTR .i~ .00 .UU .OU 316 103RD/STEVENS ST CDtJSTRUCTION . Cr0 • CKr • UCr • UU 4GG STORMWATER UTILITY .i)G .UO .O0 .i1Ci . 401 WATER DEPARTMENT 27b,152.98 1,724.53 .OU 277,877.51 402 CO1dSUhtER DEPOSITS T, 322.87 482.87 . UU 77, 805.74 403 GRRBAGE/RECYCLING 30.20 1.66 •310.86 .UO 404 WATER CAPITAL IMPROVEMENT FUtJD .UO .i)0 .00 .U0 465 WATER- REVtJEUE DEBT REDEMPTION .tur .00 .6U .UU 4C~ WATER REVENUE DEBT RESERVE .U0 200,O0U.i)U .U0 2GU,t+00.00 4 407 LID #1 BOtJD REDEMPTION) FUND - . U0 . UO . UU . 0(r 412 SEWER/WATER REUSE OPERATIOtJS . rjt~ . 0i) • tr0 • C)t' 414 5TATE REVOLVING LOAN RESERVE .U0 .OU .UO .vU 415 SRL3118 SWR LOSN PYMTS/RESERVE .UO .OG .UO .00 416 LID it GUARANTY FUND ~ 118,005.39 736.95 .UU 118,742.34 420 WATER FUSE CQNSTRUCTIOtJ - .00 .U0 .UU •i~) 436 SHORTLINE RAILROAD .UO .GO .QU .UO . 431 WATER CONSTRUCTION FUND .Ui) 1,041.43 .O0 1,041.43 ', 631 CLAIMS/PAYROLL ~ , OiJ .. U0 .00 .00 999 LGIP . (ri) . UO .00 , i)U . TOTALS 1,512,077.32 211,849.46 310.86 1,723,615.89 CASH 8~ INVESTMENTS CITY OF YELM CASH AND INVESTMENTS One Year Comparison 2003 2003 2002 2002 2ND QTR 1ST QTR 4TH QTR 3RD QTR 6/30/2003 3/31 /2003 12/31 /2002 9/30/2002 2002 2ND QTR 6/30/2002 CHECKING: KEY BANK (MM) $ 84,128.37 $ (752.70) $ 226,008.74 $ 723,345.55 $ 444.154.19 SAVINGS: KEY SAVE (8/98) $ 342,544.28 $ 127,222.29 $ 126,877.69 $ 126,598.53 $ INVESTMENTS: Agnes Bennick: $2,342,150 '03 Wtr Bond Proceeds MISC CD KEY BANK $ 105,608.21 $ 105,287.68 $ 104,737.18 $ 104,177.27 $ CUM RSV CD (PSB) 1ST COMMUNITY $ 92,223.34 ', $ 92,068.52 $ 90,661.15 $ 90,661.15 $ KEY INVEST SWR (BOND) RESERVE $ 49,077.87 ~, $ 48,965.54 $ 48,114.84 $ 47,000.00 LGIP (State Investment Pool) $ 3,642,455.81 $ 1,295,383.21 $ 1,291,200.96 $ 1,286,015.41 $ KEY INVESTMENT REUSE (3/98) $ 3,683,123.86 $ 3,902,836.24 $ 3,897,671.61 $ 3,885,443.48 $ KEY INVESTMENT 03 WATER BOND RSV $ _ 200,000.0 --- - 126, 375.36 103,614.26 90,661.15 1,279,931.23 3,916,059.88 Agnes Bennick. '03 Wtr Bond Rsv TOTAL WITHOUT REUSE $ 4,316,037.88 I $ 1,668,174.54 I $ 1,887,600.56 ($ 2,377,797.91 ~ $ 2,044,736.19 COMBINED CASH 8~ INVESTMENT $ 8,199,161.74 ~ $ 5,571,010.78 I $ 5,785,272.17 I $ 6,263,241.39 I $ 5,960,796.07 Page 1 QUARTER.xIs CITY OF YELM , CASH AND INVESTMENTS One Year Comparison CASH & INVESTMENTS 2002 2001 2001 2001 2001 1ST QTR 4TH QTR ' 3RD QTR 2ND QTR ~ - 1ST QTR 3/31 /2002 12/31 /2001 9/30/2001 6/30/2001 3/31 /2001 CHECKING: KEY BANK (MM) $ 212,317.42 $ ~ 221,385.31 $ 226,673.74 $ 139,470.95 $ 248,906.18 SAVINGS: . ~ ~ . KEY SAVE (8/98) $ 126,155:00 ~ $ 125,883.63 $ - 125,455.85 $ 324,404.27 $ 421-,206.77 INVESTMENTS: MISC CD KEY BANK $ 102,533.50 $ 100,798.86 $ 99,664.93 $ 97,978.82 $ 90,570.92 CUM RSV CD (PSB) 1ST COMMUNITY $ 89,036.01 $ 89,036.01 $ 84,882.01 $ 84,882.01 $ 84,882.01 KEY INVEST SWR (BOND) RESERVE ~ $ 47,089.51 $ 46,604.14 $ • 45,881.56 $ 44,477.40 LGIP (State Investment Pool) $ 1,273,813.69 $ 1,267,653.88 $ 1,258,938.34 $ 1,246,550.47 $ 1,232,282.45 KEY INVESTMENT REUSE (3/98} $ 4,207,718.47 $ 4,152,748.25 $ 4,472,648.96 $ 4,432,958.74 $ 4,415,663.17 KEY INVESTMENT 03 WATER BOND RSV TOTAL WITHOUT REUSE $ 1,803,855.62 $ 1,851,847.20 $ 1,842,219.01 $ 1,939,168.08 $ 2,122,325.73 COMBINED CASH & INVESTMENT $ 6,011,574.09 $ 6,004,595.45 $ 6,314,867.97 $ '6,372,126.82 $ 6,537,988.90 Page 2 QUARTER.xIs CITY OF YELM CASH AND INVESTMENTS One Year Comparison CASH 8~ INVESTMENTS 2000 2000 2000 4TH QTR 3RD QTR 2nd QTR 12/31 /2000 9/30/2000 06/30/00 CHECKING: KEY BANK (MM) $ 464,707.05 SAVINGS: KEY SAVE (8/98) $ 862,801.47 INVESTMENTS: MISC CD KEY BANK $ 173,636.51 CUM RSV CD (PSB) 1ST COMMUNITY $ 82,441.77 KEY INVEST SWR (BOND) RESERVE $ 44,477,40 LGIP (State Investment Pool) $ 1,132,721.34 KEY INVESTMENT REUSE (3/98) $ 3,988,584.41 KEY INVESTMENT 03 WATER BOND RSV TOTAL WITHOUT REUSE $ 2,760,785.54 COMBINED CASH & INVESTMENT $ 6,749,369.95 2000 1st QTR. 03/31 /00 $ 682,158.43 $ 444,781.26 $ 500,985.61 $ 1,348,171.35 $ 1,332,252.25 $ 1,345,220.57 1999 4th QTR 12/31 /99 $1,131,384.63 $1,301,531.17 $ 173,636.51 $ 170,792.75 $ 167,956.48 $ 160,638.33 $ 82,441.77 $ 80,579.14 $ 80,579.14 $ 78,829.50 $ 43,844.36 $ 43,206.58 $ 41,958.30 $ 41,958.30 $ 1,194,608.07 $ 1,159,910.63 $ 3,951,002.91 $ 3,628,724.27 $ 4,184,284.27 $4,134,530.14 $ 2,330,252.42 $ 2,071,611.98 $ 2,136,700.10 $ 7,475,863.40 $ 6,860,246.88 $ 6,320,984.37 $ 2,714,341.93 $ 6,848,872.07 Page 3 QUARTER.xis CITY OF YELM CASH AND INVESTMENTS One Year Comparison CASH 8~ INVESTMENTS 1999 1999 1999 1998 1998 3rd QTR. 2ND QTR. 1ST QTR. 4TH QTR 3rd QTR 09/30/99 06/30/99 03/31/99 12/31/1998 9/30/1998 CHECKING: KEY BANK (MM) $ 838,555.48 757,807.37 276,625.76 1,364,641.83 318,815.64 SAVINGS: KEY SAVE (8/98) $1,288,194.24 1,275,942.97 ~ 1,264,477.96 457,497.85 452,058.52 INVESTMENTS: MISC CD KEY BANK $ 160,638.33 160,638.33 160,638.33 152,299.91 152,299.91 CUM RSV CD (PSB) 1ST COMMUNITY $ 78,829.50 77,088.33 77,088.33 75,215.84 75,215.84 KEY INVEST SWR (BOND) RESERVE $ 40,970.13 40,970.13 40,000.00 40,000.00 LGIP (State Investment Pool) KEY INVESTMENT REUSE (3/98) $ 937,740.08 1,692,771.96 3,606,491.29 1,751,528.60 1,768,957.73 KEY INVESTMENT 03 WATER BOND RSV TOTAL WITHOUT REUSE $ 2,407,187.68 2,312,447.13 1,818,830.38 2,089,655.43 998,389.91 COMBINED.CASH &, {NVESTMENT $ 3,344,927.76 4,405,219.09 5,425,321.67 3,841,184.03 2,767,347.64 Page 4 QUARTER.xIs DISTRIBUTION YEAR REVENUE 2003 2003 2003 2003 2003 DISTRIBUTION MONTH RECEIVED JUNE MAY APRIL MARCH FEBRUARY C:\WINDOWS\Temporary Internet Flles\Content.l Real & Personal Property Tax $ 358,369.97 $136,767.47 $180,486.44 $ 25,183.40 $ 8,221.67 $ 4,987.74 Business & Occupation Tax $ 144,894.94 $ 1,368.93 $ 29,897.32 $ 44,533.80 $ 144.46 $ 25,956.79 Electric Utility Tax $ 62,311.87 $ 32,699.54 Natural Gas Utility Tax $ 19,217.06 $ 10,925.09 Garbage/Solid Waste $ 175.79 $ 83.30 $ 92.49 Television/Cable Tax $ 10,039.47 $ 5,241.41 $ 10.53 $ 292.77 $ 4,473.97 Telephone/Telegraph Tax $ 34,531.26 $ 1,075.13 $ 14,047.17 $ 1,980.72 $ 916.04 $ 1,008.33 Local Real Estate Excise Tax $ 34,683.53 $ 2,343.01 $ 5,558.16 $ 9,199.77 $ 6,690.95 $ 4,850.47 1/4 Real Estate Y2K Use $ - Punch Board and Pull Tabs $ 10,910.12 $ 3,339.88 $ 2,486.85 $ 613.00 Bingo & Raffle Tax Receipts $ 704.33 $ 527.28 Amusement Games Receipts $ 397.08 $ 28.68 $ 158.05 $ 22.94 Business License & Permits $ 6,490.00 $ 595.00 $ 730.00 $ 410.00 $ 255.00 $ 980.00 Franchise Fee $ 9,726.80 $ 4,457.00 $ 5,269.80 Building Permits & Inspection $ 117,744.85 $ 36,024.39 $ 24,448.74 $ 33,276.15 $ 5,981.72 $ 17,288.55 Animal License $ 809.00 $ 82.00 $ 90.00 $ 45.00 $ 51.00 $ 185.00 Dist/Muni Court Admin Fees $ 350.00 Animal Control/Shelter Fees $ 1,000.00 $ 100.00 $ 110.00 $ 75.00 $ 320.00 $ 395.00 Planning Dep.Fees,Zoning etc $ 14,684.00 $ 277.00 $ 8,912.00 $ 1,109.00 $ (185.00) $ 3,507.00 Annexation $ - Project fee SW Yelm $ - Bldg Dept Plan Review Fees $ 55,686.84 $ 18,211.85 $ 8,567.78 $ 13,630.74 $ 2,933.01 $ 12,043.11 Civil Plan Review Fees $ 11,381.00 $ 1,134.00 $ 1,134.00 $ 2,204.00 $ 6,909.00 Local Infraction Refund $ 8.56 $ 6.42 Municipal Court Receipts $ 58,069.00 $ 8,029.12 $ 11,321.00 $ 12,624.90 $ 8,897.92 $ 8,372.16 "Misscellaneous Revenue" $ Gi4 4,964.75 $ 1,486.70 $ 382.00 $ 442.75 $ 1,484.54 $ 509.71 ~ TOTAL LOCAL COLLECTION $ 957,150.22 $ 207,494.60 $ 294,294.58 $193,858.87 $ 38,558.08 $ 97,471.48 TOTAL STATE COLLECTION $ 453,124.08 $ 67,527.83 $ 77,046.74 $ 70,825.10 $ 66,374.29 $ 93,612.41 COMBINED TOTAL $1 ,410,274.30 $ 275,022.43 $ 371,341.32 $ 264,683.97 $104,932.37 $191,083.89 Total Ck =001 Total minus Non-Rev/Local Sales Use/Local Criminal Justice. NOTE Not all Revenue to 001 STATE COLLECTION 10/01/02 #1A REVENUE STREAM 6,000 21,605 DISTRIBUTION YEAR TOTAL 2003 2003 2003 2003 2003 2003 DISTRIBUTION MONTH COLLECTION JUNE MAY APRIL MARCH FEBRUARY JANUARY C \WINDOWS\Tertporary IrAemel FikslConle~Y.lESWAPoL2MISTATE REVENUE TRACKING~SsIStale Stmred Sales & Use Tax Liquor Profits L'puor Excise Tourism (107) Sales Tax Interest MVFT, Restrided (102) MVFT, Unrestricted (101) Local Crinvnai Justice CJ Hgh Crime CJ -Population CJ - CTED Program 1 CD - CTED Program 2 CJ - CTED Program 3 Local Infraction Refund DUI Cries City Hardship Assistance Real Estate Excise Tax TOTAL COLLECTION 2003 Running Totals DISTRIBUTION YEAR DISTRIBUTION MONTH Sales 8 Use Tax L'quw Profits Liquor Excise Tourism (107) Sales Tax Interest MVFf, Restricted (102) MVFT, Unnestricted (101) Local Criminal Justice CJ Ffigh Crime CJ -Population CJ - CTED Program 1 CD - CTED Program 2 CJ - CTED Program 3 Local Infraction Refund DUI Cities Cfiy Hardship Assistance TOTAL COLLECTION 2002 Running Totals PRIOR YEAR COLLECTION Sales 8 Use Tax L"puor Profits L"puor Excise Tourism Sales Tax (merest MVFT, Restricted MVFT, UnresUicted Local Criminal Justice CJ Hgh Crime CJ -Population CJ - CTED Program 1 CD - CTED Program 2 CJ - CTED Program 3 DUI Cities Local Govemmem Assist. TOTAL COLLECTION 2001 Running Totals $ 368,505.97 $ ,,,720.,, $ s,zaa.55 $ zs3s.66 $ 5sa.4o $ 4s7.so $ 789.16 $ 192.66 $ 107.46 $ 10,964.05 $ 1,831.10 $ 1,776.67 $ 23,449.18 $ 3,916.23 $ 3,799.83 $ 23,101.40 S 3,610.11 $ 4,034.76 $ 3,385.03 $ 500.00 $ 324.68 $ 477.50 $ 478.43 $ 8.56 $ 292.55 $ ~o - $ ~ ~ 6.03 $ 453,124.08 527.83 $77,046.74 $453,124.08 385,596.25 TOTAL 2002 2002 COLLECTION JUNE MAY $ 3,248.24 $ 3,036.31 $ 401.38 $ 408.97 $ 507.18 $ 487.35 $ 114.87 $ 137.49 $ 129.00 $ 107.68 $ 1,759.96 $ 1,781.72 $ 1,931.07 $ 1,883.53 $ 3,764.08 $ 3,810.63 $ 4,130.04 $ 4,028.37 $ 3,536.10 $ 3.305.84 $ 5,066.05 $ 3,548.54 $ 1,689.46 $ 1,695.57 $ 250.00 $ 250.00 $ 165.34 $ 159.34 $ 243.33 $ 234.17 $ 244.89 $ 233.54 S 6.42 $ 2.14 $ 144.56 $ 147.99 $ 6.03 $ 70,825.10 $66,374.29 $ 93,612.41 577,737.71 $308,549.51 $237,724.41 $171,350.12 $77,737.71 2002 2002 2002 2002 APRIL MARCH FEBRUARY JANUARY $ 759.,53.6, $ 54,256.66 $57,661.72 $ 55,380.s8 $46.59,.23 $ 76,72s.oa $58,sa3.07 $ 18,702.14 $ 5,910.62 $ 4,243.08 $ 12,030.55 $ 3,147.22 $ 2,937.91 $ 6,629.82 $ 481.80 $ 50280 $ 405.80 $ 316.40 $ 497.72 $ 457.20 $ 2.255.62 $ 136.19 $ 2x8.25 $ 1sa.3o $ 22262 $ 338.88 $ 196.3a $ ~ 024.35 ;$ '~~- 815:(18 23 '$ '~;853.87 I~~F„~~;4f ~$.~-,,,.-.:~54.~.'~~~~,§14,12; :$ 1ffi8.10 $ , 49,242.90 $ 3,88326 $ 3,964.92 $ 3,634.58 $ 3,75282 $ 4,093.79 $ 3,909.81 $ 45,15224 $ 3,357.72 $ 3,981.95 $ 3,040.99 $ 3,17420 $ 4,571.71 $ 3,301.60 $ 6,761.31 $ 1,696.13 $ 1,720.85 $ 1,000.00 $ 250.00 $ 250.00 $ 642.18 $ 160.08 $ 162.66 $ 938.26 $ 233.83 $ 237.82 $ 93721 $ 233.64 $ 237.04 $ 434.42 $ 586.41 $ 146.53 $ 147.01 $ 1,429.47 S 928,920.79 69 44 6 $68.173.51 $ 70,213.19 $63,055.24 $88,141.26 $74,029.41 ,457.57 ,612.61 $295,439.10 5225,225.91 $162,170.67 $74,029.41 TOTAL 2001 2001 2001 2001 2001 2001 COLLECTION JUNE MAY APRIL MARCH FEBRUARY JANUARY $ 727,720.02 $ 49,649.28 $ 61,233.88 $ 52,493.86 $68,369.02 $69,805.61 $59,448.81 $ 17,350.95 $ 4,635.58 $ 4.220.56 $ 10,830.91 $ 6,197.41 $ 512.80 $ 440.16 $ 3,210.92 $ 198.55 $ 279.17 $ 2x,176.47 $ 1,827.22 $ tss6.2a $ 47,429.56 $ 3,907.93 $ 3,995.75 $ 39.606.77 $ 2.980.79 $ 3,496.75 $ l,oaa.s2 $ 1.000.00 $ 614.62 $ 895.30 a s9a.n $ 502.19 $ 15,677.00 $ 901,151.51 5 $ 71,313.99 $437,109.18 373,397.03 $ 2,857.96 $ 2,537.17 $ 424.56 $ 411.20 E 494.00 $ 396.20 $ 279.17 $ 287.74 $ 283.34 $ 340.45 $ 1,569.49 $ 1,588.19 $ 1,728.18 $ 1,97329 S 3,356.72 S 3,396.72 $ 3,696.10 $ 4,220.34 $ 2,698.47 $ 3,572.67 $ 3,510.46 $ 2,556.00 $ 1,9eo.ss $ ,.733.x, $ z5o.oo $ 2so.oo $ 150.19 $ 140.38 $ 218.94 $ 204.07 $ 218.94 $ 203.93 $ 112.02 $ 104.02 S 66,610.98 $ 81,846.10 $ 78,517.69 $74,108.27 $302,083.04 5235,472.06 $153,625.86 $74,10827 C:\WINDOWS\Temporary Imemet Files\Comem.lESU(LAFOL2MSTATE REVENUE TRACKING $ 52,829.10 $66,860.42 $55,256.86 $ 49,793.76 $ 81,842.65 $61,923.18 $ a,56a23 $ 7,135.88 Page 2 i Budgeting & Fiscal ~ . Mana ement g . _.~t~ , Worksho ~~~~. p August 14-15 • Enzian Inn, Leavenworth :~~~~,_. ~~..~,~~'~,~his;~~year will provide in-depth focus on the T~b`asics of budgeting, hands-on exercises, and core processes and strategies for responding to difficult economic times for staff and elected officials: • Nuts & Bolts of Budgeting • Fiscal Accountability ~~: . ~~ ~, ~-: • Forecasting Revenues ~- ~ ~- -~; ~K, • Small City Budget Issues, ~ ..rte. .. era ~. • Performance ~ suremer~t ~,,°`~~. ,~'~ }. , • Financing Cp~ta~` cil~itie~~'y~ ~~. • Long-termudgefrr~ . ~`~~.~"~ ,,~, Bring yourbu e~~ ,,.~ ;. This traini$~s hands="®n;'p~r~`~~ jig pr ' ~ cal tips you wl l~app o yo oy~n ~e't~',s bud't. ~~ ~, ~g ~, ~` Presented b .: Assoc ati;~n o ~ ash on Cities Was~~Tgt Financeicers Association ~;: ~ , 1 ASSOCIATION OF WASHINGTON CITIES 4-~~'~ F~ ors ~'~^ Associatiar i 1 1 i Association of Washington Cities 1076 Franklin St. SE Olympia, WA 98501-1346 Budgeting & Fiscal Management Workshops Select day/days you will attend: Enzian Inn, Leavenworth O Both Days O August 14 O August 15 $65 per person, per day Please list name and title of all team members attending and complete registration form at right (make copy of form and attach if you need more space). NAME 106 TITLE NAME JOB TITLE Please print your name and title as you would like it to appear on your name badge. Please wear your badge to all conference events to confirm registration. Name Job Title PRESORT US POSTAGI PAID OLYMPIA, W, PERMIT NO. 2 Agency Member Billing Address ~ One day, SB Both days, S City State ZiP Non-Member Phone Fax Email ~ One day, sty Both days, S ~ COMPLETED BY PHONE ~ Team Payment: ^ Bill me ^ Check /Purchase Order Enclosed f65 per person, per day. Compl ^ AWC Scholarship ~ WFOA Scholarship form at left. Tea; Please mail this registration form by August 4 to: Association of Washington Cities, 1076 must register on same form. Franklin Street SE, Olympia, WA 98501-1346. Federal Tan I' All cancellation and refund requests must be received in writing by August 4 to Eunice 9~-sooooas Gonzalez of AWC at euniceg@awcnet.org or fax (360) 753-0149 or payment is expected. PLEASE DO NOT FAX REGISTRATIONS. REC EIVE D JUI. llrlrrlrrlrrltltitirrl..rlllr;;;i;;'I'r;ril;lrrirrriirlr:;l~r;i ' C [l:i: '. `"'~,~~ Agnes Bennick City Clerk P~~ ovo~~vo~ma~ City of Yelm PO Box 479 Yelm, WA 98597-0479 r Y ~ 'rn 2 ', t ., .c' "~ ~$ r~. AGENDA ITEM #8 { ,. F•~ , - Staff Report To: Mayor Rivas and Yelm City Councilmembers From: Tim Peterson, Public Works Director; Jon Yanasak Water Reclamation Plant Manager Date: July 1, 2003 (for July 9~' council meeting) Re: Request for additional personnel • Background In 1994, when the original wastewater treatment plant came `on-line', the city had a staff of two operators in the sewer department. At that time, our system consisted of approximately 400 S.T.E.P. tanks and a small lagoon type treatment plant. During the first few years, we were able to service every tank on our system on a regular basis, thus preventing alarms and maintaining the integrity of the°system, in addition to operating the treatment plant. Three years ago, the city's new Water Reclamation Facility came `on-line' and one additional staff member was added. . Present With almost three full years of operation behind the water reclamation facility, staff has found that it is a full time job for one employee to keep up with the maintenance, calibration, and operation of the various systems required to make class °A" reclaimed water. We feel very strongly that by maintaining all of the equipment on a regular basis, money will be saved by extending the life of this expensive equipment. Monitoring and testing requirements have also increased dramatically due to the end use of our reclaimed water. We have found that at least 30.hours per week are now required by the 2"d person at the plant (Plant Manager) to keep up with lab testing and reporting. Since 1994, our collection system has grown from 400 S.T.E.P. tanks to over 1300 S.T.E.P. tanks. During 2001, 98 new connections were added and in 2002, 138 new connections were added. 2003 is on track for an even greater number of new "hook-ups". Each of these new connections requires an average of five inspections before they are accepted into the system. These inspections require approximately five man hours per connection in both inspections and reporting. This figure does not take into account the future maintenance required in pumping and servicing these tanks. The city is required by its National Pollutant Discharge Elimination System (N.P.D.E.S.) Permit to monitor each tank a minimum of once every three years. Due to staff shortages, with only 1 person currently monitoring and servicing tanks we have fallen behind. We are now servicing tanks that have not been checked since 1997. In order to meet the present requirements, the city needs to monitor a minimum of 36 tanks per month. Currently, due to a large increase in maintenance, tank alarms and inspections we have only been able to monitor and service approximately 25 tanks per month. As a result of this slow down in maintenance, there has been a 51 % increase in tank alarms from 2001 to 2002. Sewer department personnel responded to 289 tank alarms during 2002, and 2003 is on track to see another increase. With the addition of another staff member, we predict that after some training, within 1 year, we should be back on track with tank monitoring/servicing. This of course depends on the amount of growth that we experience and the number of tank alarms that we must respond to. To continue to operate the sewer utility at an acceptable level of service, staff proposes to hire an entry level operator to assist with the operation and maintenance of the STEP tank system. The cost for this new position for 2003 (assuming a start date of August 1 -December 31) would be approximately . $15,000. The sewer department budget line item # 412-596-35-60-00 (capital reserve) currently has a balance of $37,617.00. It is staff recommendation that this new employee be paid from this line item. Beginning in January of 2004, it is anticipated that the regular line item for salaries/wages 412-535-10-10 will be able to fully absorb the cost of this new hire. The need for another employee was discussed at the council budget work session in the fall of 2002. At that time, it was suggested that this issue be reviewed again in June, 2003. We have reviewed the current situation and have found that the need for another employee is justified. Recommendation To authorize a new position be created with the job title of~ "WWTP/Reuse Operator Assistant", and the salary range be set at $2400.00/ month to $2865.00/ month, requiring that a budget salary ordinance amendment be prepared for this new position. Also, to authorize staff to advertise and hire an entry level full time employee at the Water Reclamation Facility utilizing funds from the capital reserve line item to pay~for salary and benefits. G~~SewerlcorresplStaff Report for new hire.doc ~~' ~~ } AGENDA ITEM # 8 a ~F THE A~~ O~ ~ ~ a ~r .. ; Cl o helm a ~, ~ .~ , ~, .~~~,.., 105 Yelm Avenue West P.O. Box 479 YELM Yelm, Washington 98597 WASHINGTON . (360) .458-3244 To: Mayor Rivas Yelm City Council From: Grant Beck ~~ ! Date: July 2, 2003 Subject: LID Transfer's -Rosemont Retirement Center ~_ ~ _ - __ - ----- - _.__._., _ Issue Hollamer Investments LLC and MWSH Yelm LLC have agreed to transfer 22 LID Equivalent Residential Unit (ERU's) from property owners who no longer wish to use them on the original assessment parcels. ~ - Background Hollamer Investment LLC and MWSH Yelm LLC own the Rosemont Assisted Living facility now under construction on Killion Road. The assisted living facility required the purchase of 26 ERU's for connection to the City's S.T.E.P. sewer system. The Killion Road property was part of LID No. 1 and had previously purchased 4 ERU's. Dick Boness and Steve Nelson own 5 parcels of land outside the City limits on Morris Road. The 5 parcels were part of LID No. 1 and had purchased 8 ERU's. The LID assessment is paid off on these parcels. Bev Malan owns a parcel of land at 1504 Yelm Avenue West which was part of the LID and • purchased 14 ERU's. The LID principle amount is currently $20,419.27 with respect to this ~ , parcel. The Community Development Department maintains a list of people who have LID assessments on their property and wish to transfer them to another party. From this list, the owners of Rosemont contacted Mr. Boness and Ms. Malan and reached an agreement to transfer the LID assessments from their parcels to the Rosemont parcel. Upon approval by the~Council, 8 LID ERU assessments will be transferred from Boness to Rosemont and 14 will be transferred from Malan to Rosemont. This ultimately allows Rosemont to pay a sewer connection fee of $2,625 per ERU compared to the full rate of $5,125 and allows Mr. Boness and Ms. Malan to get value from the LID assessment which they no longer wish to use. The City of Yelm is an Equal Opportunity Provider - ~~ Recommendation The Council adopt Ordinance Number 781, which approves the transfer of 8 equivalent residential unit assessments in LID No. 1 from Dick Boness and Steve Nelson to Hollamer Investment LLC and MWSH Yelm LLC. 2. The Council adopt Ordinance Number 782, which approves the transfer of 14 equivalent residential unit assessments in LID No. 1 from Bev Malan to Hollamer Investment LLC and MWSH Yelm LLC 2 AGENDA ITEM # 8 C~ CITY OF YELM ORDINANCE N0.781 AN ORDINANCE of the City of Yelm, Washington, approving a modification to the final assessment roll for Local Improvement District No. 1. WHEREAS, the final assessment roll for Local Improvement District No. 1 ("LID No. 1 ") in the City of Yelm, Washington (the "City") was confirmed by Ordinance No. 674 on September 24, 1999; and WHEREAS, one or more property owners within LID No. 1 have applied for a transfer of certain assessments within LID No. 1, as shown in the executed Agreement delivered to the City, a copy of which is attached hereto as Exhibit I; and ~ r WHEREAS, based on the representations and information set forth in said Agreement, the City Council agrees that the proposed trarsfer of assessments should be approved; NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF YELM, WASHINGTON, DO ORDAIN AS FOLLOWS: Section 1. The Agreement, attached hereto, as Exhibit I is hereby approved. The City . Council hereby finds that the value of each ~of the parcels as shown on Exhibit B in the Agreement is at least equal to the assessment proposed to - ~~ 'be levied thereon. The transfer of the assessments as shown on Exhibit B to the Agreement is hereby approved. Section 2. This Ordinance shall be in full force and effect five days after its passage and publication as provided by law. PASSED by the Council ~of the City of Yelm, Washington at its regular meeting on the 9th day of July, 2003. CITY OF YELM, WASHINGTON Adam Rivas, Mayor Attest: Agnes P. Bennick, City Clerk Approved as to Form: Bond Counsel, Preston Gates & Ellis LLP PASSED AND APPROVED: PUBLISHED: Exhibit I -Ordinance No. 781 City of Yelm _ Local Improvement District No. 1 Agreement with Respect to Certain Assessments 1. The City of Yelm confirmed the final assessment roll for Local Improvement District No. 1 "LID NO. 1" by Ordinance No. 674 on September 29, 1999. . < 2. Richard W. Boness and Steve Nelson, hereinafter referenced as the "Original Owneri', represents and warrants that they are the sole, lawful owner of the following-described property located in Thurston County, Washington, hereinafter refen-ed to as the "Original Assessment Parcel": Lots 1, 2, 3, 4 and 5 of Survey recorded December 6, 1999 under Auditor's File No. 3268612, being a. portion of Northwest Quarter of the Southwest Quarter of Section 29, Township 17 North, Range 2 East, W.M.; Situate in the County of Thurston, State of Washington. At present, there is no principal amount ($0.00) remaining with respect to this Original Assessment Parcel. Attached hereto as Exhibit A is a copy of a title report confirming ownership of the Original Assessment Parcel in the Original Owner as of April 1, 2003. ' 3. The undersigned, on behalf of the City Clerk-Treasurer, hereby confirms that the current assessment roll for LID No. 1 identifies the Original Owner as the owner of the Original Assessment Parcel as of April 1, 2003. 4. The Original Owner and Hollamer Investments LLC and MWSH Yelm LLC, hereinafter referred to as the "New Owners", hereby agree that a portion of that assessment referenced hereinabove shall be transferred and relevied on the New Owners in the manner described in Exhibit B. Page 1 of 5 5. Attached hereto as Exhibit ~~~G~ is a copy of a commitment for title insurance showing ownership of the New Owner's Parcel in the New Owner. Attached hereto as Exhibit D is written evidence of the authority of Lawrence E. Tokarski to sign as manager, for and on behalf of MWSH Yelm LLC and written evidence of the authority of Mike Edwards to sign as manager, for and on behalf of Hollamer Investments LLC. 6. The Community Development Director has reviewed this Agreement and its Exhibits, and confirms that the parcels as described therein are not land-locked nor do they contain any wetlands situated and states that he has reviewed the appraisal information'provided by the New Owners. 7. The City Clerk-Treasurer has reviewed this Agreement and its Exhibits, including specifically the new allocation of the subject assessments, and confirms that the values of the parcels encumbered are at least equal to the unpaid principal balances of the assessments so allocated. The Original Owner and the New Owners hereby agree that immediately upon adoption of an Ordinance by the City Council of Yelm approving this Agreement, the assessments for LID No. 1 shall be as shown on Exhibit B. Said parties hereby warrant that all previously billed assessment installments levied upon the Original Assessment Parcel have been satisfied and the account is paid current, including principal, interest and penalties. This Agreement shall be effective and binding upon each of the said parties upon their respective signing of this Agreement. // Page 2 of 5 ORIGINAL OWNER: Richard W. Boness - Date Steve Nelson Date NEW OWNERS: ~' La ewrLa nce E. Tokarski MWSH Yelm LLC Date Mike Edwards Hollamer Investments LLC CITY CLERK-TREASURER: Date Agnes P. Bennick, City Clerk Date CITY ADMINISTRATOR: Shelly A. Badger, City Administrator Date Page 3 of 5 STATE OF WASHINGTON COUNTY OF ss. On this ,day of , 2003, before me personally appeared Richard W. Boness, that executed the within and foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said persoNcompany, for the uses and purposes therein mentioned, and on oath stated that he/she was authorized to execute said instrument. IN WITNESS WHEREOF, I have hereunto set my hand ar~d affixed my Official Seal the day and year first above written. Notary Public in and for the State of Washington, residing at My commission expires STATE OF WASHINGTON COUNTY OF ss. On this ,day of ~ , 2003, before me personally appeared Steve Nelson, that executed the within and foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said persoNcompany, for the uses and purposes,therein mentioned, and on oath stated that he/she was authorized to execute said instrument. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my Official Seal the day and year first above written. Notary Public in and for the State of Washington, residing at My commission expires Page 4 of 5 STATE OF WASHINGTON COUNTY OF ss. On this ,day of , 2003, before me personally appeared Mike Edwards, that executed the within and foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said person/company, for the uses and purposes therein mentioned, and on oath stated that he/she was authorized to execute said instrument. iN WITNESS WHEREOF, I have hereunto set my hand ar}d affixed my Official ` Seal the day and year first above written. Notary Public in and for the State of Washington, residing at My commission expires STATE OF OREGO ) A ) ss. COUNTY OF ) On this o,.,day of Gt~rt~ , 2003, before me personally appeared Lawrence E. Tok rski, that executed the within and foregoing instrument, and acknowledged the said instrument to be the flee and voluntary act and deed of said person/company, for the uses and purposes therein mentioned, and on oath stated that he/she was authorized to execute said instrument. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my Official Seal the day and year first above written. ~ , OFFICIAL SEAL Notary Public in and for the State of Oregon, DAWN M HUTSON ~`• ~~ NCOMMISSIO NO 866569N residing My commission MY COMMISSION EXPIRES APR. 6, 2007 expires ~ d ~~ Page 5 of 5 EXHIBIT A Title Report Relative to the Original Owner's Original Assessment Parcel. EXHIBIT B Legal Description of Properties subject to assessment and the Dollar Amount of Assessments Allocable Thereto. 1. The Original Assessment Parcel owned by the Original Owner, being identified at the time of the LID Assessment as tax parcel numbers 22729320200 and 22729320400 and now identified as tax parcel numbers 227293020202, 227293020203, 227293020204, and 227293020205 shall retain no Equivalent Residential Units ("ERUs") and shall remain liable for and subject to no principal amount ($0.00). 2. Eight (8) ERUs and the remaining principle balance of zero dollars ($0.00) of the base assessment shall be transferred and relevied against following described New Owner's real property (tax parcel number 21724120404) hereinafter referenced as the "New Owner's Parcel": Parcel B of Boundary Line Adjustment No BLA-008257 YL, as recorded October 10, 2000, under recording No. 3317913, records of Thurston County Auditor; Situate in the City of Yelm, County of Thurston, State of Washington. 3. Attached hereto as "Exhibit B -Attachment One" is evidence that the New Owner's Parcel has a market value of not less than the zero dollar ($0.00) assessment principle balance being transferred thereto under this Agreement. EXHIBIT B- ATTACHMENT ONE Evidence of Appraisal of Value of the New Owners Parcel. EXHIBIT C Title Report Relative to the New Owners Parcel. EXHIBIT D Evidence of Authority of Lawrence E. Tokarski to sign on behalf of MWSH Yelm LLC and evidence of authority of Mike Edwards to sign on behalf of Hollamer Investments LLC. EXHIBIT A Title Report Relative to the Original Owner's Original Assessment Parcel. as `c~7 AFTER RECORDING 1tifAII. TO: Ra::l E:sta{e E 9x std ~~ 01 Rv:r~ilti/~Date cv STEVE A'ELSON ~• 8906- OlioP VALL1rY RD, E. JY~'~,-huylcilhu~sto ..Treas. Q EATONVILLE, VA 98328 _S.dt/ l.! o,~Deputy c- -.~ T~N~NATION ~,~ fir' 40.3~,~~~ Filed for Retard at Request of Approved Escrow, Inc. Factow Nnmbcr: 02I283SA-H , .,.,..~e.,Ststutarp'~VarrantyDeed Grantor(s): NANCY L. 47P, S1iELLEY ARQiL6ALD, BRUCE E_ ARCIIISALD, SUSAN pItCF;jBALD, ~!(OTHY 3. ARCHIBAID Grantee(s): STEVE NELSON, EICHARD W. SONESS Abbravia[edLegaL' LoC 1-5, SURVEY RECORDED UNDbR AUDITOR'S N0. 3268612, records o£ THOBSTON Gotmty, QA AdditinnaI lcgal(e) as pagm 2 Assessor's TaxPartelNumber(s): 22729320201, 22729320202, 22729320203, 22729320204, 22729320205 Rtl5SFIL, W~ AOQQII~ TPIIE AS N9lY5C L. 6P®AID THE GRANTOR NANCY L. and SiDJLIEY aRr:tttttntn ~d gRII~ E , A,RCHIBAI~ awd SUSAN ARCHIBAID and T214oI7iY J. BRt"HIBAtn, each an imAivided one-fifth intazeat ae their separate eataee for and is rntLtider^~ of TEN DOLLARS AND OTHER GOOD AND VAI.UA8L1r CONSIDERATION is hand paid, conveys anal warrants to STEVE NELSON , a married man, and RICHARD W • $oNESS, a single person e-~ lVt...J Q~t-2 $W cQ'C~ Sa`j -171U-aE wr+-{ the following dcsa,3ad real estate, situafed in the Crnmry oC THIIRSTON ,State of Washington: Fite Attached E~hlbit'A" Dated this 6th day of MaY . 2002 FY J ~~Nl LlJ~ ~. - `V.,Q~deitxX By ~r~iG~''[/r"" NANCY L ~ BR~G E. ARCHISAID f / f~ SFIELLEY A,R II;ATSI SUSAN ARCHIBALD _ - - - STATEOF WASHINGT_Y_JN /Yl~~{~ County of PIERCE } '~~ lA °~ yV{ .~" I certify shat [know or have sa>isfagory evidence thst NANCY L_ A&C1iIHA71) is the person who appeared beforz me, and said patoa ac{motvledged that she signed [his +~~n+*++cnt and acknowledge it to be her face and vohmlary act far the nets sad ptuposaa deativncd in this ;++~~,~-+eat, Dated: HELISSA 2(' HAVES Notary Public in and for the Stain of WASHINGTON MpLtSSA HAVES R~~B ~ _?ACO'tA public MyaFP°mbaentextmcs 5/10/20U4 Notary STATE pF WASHITtGTdty }ty Commission LxPI~''10.04 ~~ r"~ 1 IP61o 11911110111011 Ollilll 011~119~~ ~ ~~2~f2 7i tNSY ~ 21P yyA ~, Afton ,.o. l1i EXHIBIT °A° LOTS 1,2,3,4 AND 5 OF SDavEY RECORDID DECEtiBER 6, 1999 UNDER AUDITOR'S FILE xo. 3268612, BEING A PORTION OF NDRTIIwEST QUARTER OF THE SOUTHWEST QUARTER OF SEC•fION 29, TDLTNSriTP 17 NORTH, RANGE 2 EAST, W.M.; SITUATE Iii THE COUNTY OF THURSTON, STATE OF AASHINGT0IQ. SUBJECT To; EASEMENT AND THE TERMS AND CONDITIONS THEREOF IINDER AUDTTOR'S NO. 192733; EASF_M1'.NT AND TtiL~ TERMS ANO CONDITIONS THEREOF UNDE& AUDITOR'S N0. 345862; EASEMENT AND THE Tc~tiS AND CONDITIONS THEREOF UNDER AUDITOR'S N0. 105140]; AGREEMENT AND THE TERMS AND CONDITIONS THEREOF UNDfiR AUDITOR'S NO. 3176833; ALL COVENANTS, CONDITIONS, RESTRICTIONS; RESE&vATIONS, EASEMENTS OR OT~-IER SERVITUDE'S, IF ANY, DISCLOSED SY TtiE SURVEY RECORDID UNDER AUDITOR'S N0, 3268612; AGREEMENT AND T.yE TERMS AND CONDITIONS THESFAF 3277550. Ptgt Z i.PH-12 I IIII IIII IIII 1111 l f l Lill 1 1 llil ~ 3 a2 zIP T ION TIF f S1 NN ihuraton Co, UR ~ RECORD OF S~~RVEY R,C.W. 58.89 SuR 3 ae 8 t~ i ~- ?t?l 1nt 4tt1 U rfl~\ N!1 CV nlrl[ Dalr, 7,va1 fJDlul +IC 7wr7a7 oo1D 11870 {IN1Ni 1 TESTAMENTARY SURVEY ~ D I 11•D7•N' 100/.11• 1D,.1.• ..1 .r{' fw.71' M 11.1{•1G•. D : 7+'11']1' r7. 71' u0 11' 711 11' 117 1!' ..,•! .'[ ~~ 9 "J rl0 rrrHr dl 11. IIJIIII 28 + Ir' m•iv[ 29 I,O Ii6Vl. /~ - (~ LDT 5 p~~ r f~4[L~,16a 1FB xw W9Kr1E7 ~ T ,~~ //~ , 11p1I'pi~ ffi'm"i~Of~@WIQf ~' I HRRY N[ NOr T ~ 176 i ,~ / ~ f0.lP1tT1T/J~OPfdJflO.RL'9 ~~ ,11. aa~r~~sir.~cY~ioile+~ % Irr~ 7'1D•r w,[ 7A 7111.113 1 ~x~®~i~s7aiom, I~~ NK ^fAIIN) ON1A~Q 2 TR11II~ 7M p6-p tlDpp L 1 ^ 01•ta'7r'r r{.10' @!1~ ~ 4 [ N 11'+7.7r'C 11.11• L / { IN 1o'{['[ 01.7-• a YLCTleQ1@liialCYr ~ L 1 N IYro'ro'I i-,7T L ^ ^ M•.YN'r io.w' 1~ xw-nv 71.x' LE'CtTO ~ M Nlq'Jl bQSRJdfC rJP O rn7a m rc17+c 6 ln7a r>MI¢ rotrolr o +UI7U itA W +dAf1~ lZSTNiZ !7d CR RHpO Po ~ [RT ~ NO W KNO~O D @1177® m ._-_~~ RF.1~.13 fl711i7 V. ~-!R 743;871 fMlA ll A~it4 7/J(Ulf 1U@7t ~/ '~ ~~ov \. C! Is11'a' IS1.71' /17.11' IN.P' I/LQ' x+1'a er ~\ t 1 e'!I'N' IIM.11' r r t ®' I.i I K'811'r `7 18 II'1{'11' )•,rl' N.SI' a.N' YI,r1 1 M'6tl\ ..,~ \,\ ~r\ ff ff7Yd,G) a _ ,\ \ 1 77.00'1D' ~~ a / ~ ~. ~ ~'\ II ~. r r~Z 717.11• '~ 1 a / i 1 s~ ~ I ~~~~ 1 ~j• , Da-D1• ~~ ~~°.5 'J' ~~ 2 fir- .1 o •~.~/ ~ i X8 ~ ~ ~ - ~! L~ _..._.._..-.._ m• • 1-. t ry1y I,1 7x. V~ pI L.. i ~ YK x I INITGI rP iNC 1 i 7 L Y Hl i 11E Rq ~~`G~~1916 mwn RO/Dr/A~ ~,IB Hwt AND +MO LL~Irx1n inlx xu[ 01 lx! xtN 7 r n'41r ~.~ i n. 1 L3[ YIICi o1 ;o ~i+r`v~ILC~cx 71, / 1 1 1 {nr1N U 777, r. r V Ilo p t. I 1 41rs I[{i lr kw !sw wUltl xO+C 171N'N u w7Mi IKa>. rS~~j3 CODH 1 1 ~y 101 1 1 ~ =i 'LD „I^. I 'L' !' i ~• _~ 7 `~`, ~,~,0.~ I ' 71p raxrtr as In I 1CC1laY ar71 4 ww1 Iwo y1 'mr x117. 1~ 3~9 { IVJ+'11'1 ZI ION lOD . _,._..-,.`..-..,-{~:,~--•.-._..`..-. _..-.._,.-.._ -..J '~ .~ .rr~»:1 gut. AIDITC,c~'S CERT]F C~AiE SURVEYOR'S CERTIFICl1TE ~ °5~E '~ "" Q7R [ ~ ~i + °~ r.P7~rmbtti y{~' - ~It,l,ergY pLIR6 ~oTq RECORD OF SURVEY ©ASSOC! RTES ~T ~~ ~] y AIL y,Y'~ „1e Hx TfE TMs~~~~ A fii+i'rEY WdE IE aV 1-~A , a OK7® 0r gL 8 FLR aDrt: LNG 9 1Nt1fR'G ~NJ ~VE1Ui`fJ`fi f~D.ESf H7.g NA[JiLgL.O sl >,awe_r~rt= m m+.~r~~ ~+ mFUaw.~ Tarn 17e xEnus~xrs ff m alrtr ~a rci nr tre r~r[ ~ 61fft ue ~ oe r7K v N . Gam' M .101 ~fJpV PLS ~C ~~1,,,,,,,~( ~rlP'it~RBF- -~~' eg.7:E ~n~K n p,~m ~ ~ .+a ~ sm enua Lx+r~ I~n>• w~ ~ 1r„ BRUCE f~CHIBALD t~ls G,~afc~D7v1~[ess7 N.nrrotsrvFrla ,3a1,[r.IS. 9RYEY N] ev°IaYA.[rltsulRS [J 1FE /1QtI1/ P 1LY . 9~ 'kiLUrv .oeomlw ~+8 m ntrstw Fl1G69 +5B-IS+O Rt !•IOIYI-ao3-1676 IXHIBIT B Legal Description of Properties subject to assessment and the Dollar Amount of Assessments Allocable Thereto. 1. The Original Assement Parcel owned by the Original Owner, being identified at the time of the LID Assessment as tax~parcel numbers 22729320200 and 22729320400 and now identified as tax parcel numbers 227293020202, 227293020203, 227293020204, and 227293020205 shal>~retain no Equivalent Residential Units ("ERUs'~ and shall remain liable for and subject to no principal amount ($0.00). 2. Eight (8) ERUs and the remaining principle balance of zero dollars ($0.00) of the base assessment shall be transferred and relevied against following described New Owner's real property (tax parcel number 21724120404) hereinafter referenced as the "New Owner's Parcel": Parcel B of Boundary Line Adjustment No BLA-008257 YL, as recorded Octoboer 10, 2000, under recording No. 3317913, records of Thurston County Auditor; Situate in the City of Yelm, County of Thurston, State of Washington. 3. Attached hereto as "Exhibit B -Attachment One" is evidence that the New Owner's Parcel has a market value of not less than the zero dollar ($0.00) assessment principle balance being transferred thereto under this Agreement. EXHIBIT B= ATTACHMENT ONE Evidence of Appraisal of Value of the New Owners Parcel. Thurston County Property Inquiry SPL Page 1 of 1 Vatu Propert ans oa Use these buttons tv display different information for this property ' New Search 'basic Infio -Values -Structures - ' Permits ~ Sales ~ FeedbacK -Map Into Value Information ~ Tax Year 2003 2002 2001 2000 ],999 1998 Assessment 2002 2001 - 2000 1999 1998 1997 Year Market Value Bulldings Market Value Land $76,550 $76,550 $49,800 $74,100 $74,100 $74,100 Market Value Total $7fi,550 $76,550 $49,800 X74,100 $74,100 $74,100 Please note: Current year taxes are calculated on tha prior assessment year market value, less adjustments for approved exemptions Exemption Information Active exemptions: None Office of the Assessor Patricia Costello, Assessor 2000 Lakerldge Drlve SW -Olympia, WA 98502 Customer Service (360)786-5410 -- Fax (360)754-2958 -- TpD (360)754-2933 https://fortress.wa.gov/thurstonco/propinfo/prvpsgl/value.asp?fe=PS&pn~21724120404 03/19/2003 EXHIBIT C Title Report Relative to the New Owners Parcel. ~ Ju~l'~ ~~4~s After recording, return to (File No. 52530073) Theresa M. Wade P.O. Box 749 Salem OR 973U8-0749 ~~~~ 3~~a ,5~ ,,, _ r~ ~~ STATUTORY WARRANTY DI~1ED (Specian Grantor(s): Hollamer Investments, L.L.C., a Washington limited liability company Grantee(s): NIWSI~ Yelm LLC, a Wa-C~ on limited liability company Abbreviated Legal: Parcel B of boundary line adjustment No. BLA-00825; ~YZ as recorded October 10, 2000, under Thurston County Audtor's File No. 3317913 Additional Legal(s) on page: Page 2 Assessor's Tax Parcel Numtber(s): 21724120404 THE GRANTORS, HoIlamer Investments, L_L.C., a Washington limited liability company, for and ir1 consideration of the sum of $225,000.00, conveys amd warrants to MWSH Yelm LLC, a Washington limited liability company, Grantor's undivided 47.8723% interest in the following described real property, situated in the County of Thurston, State of 'Washington: That real property commonly known as Tax Parcel No. 21724120404 consisting of 2.7 acres, more or less, as depicted in Pxhibit I attached hereto, located in the City of Yelm, County of Thurston, State of Washington, and legally described as follows: Parcel B of boundary line adjustment No_ BLA-008257YL as recorded October 10, 2000, under Thurston County Auditor's Pile No. 3317913. StJ$JECT TO. All restrictions, covenants, liens and encumbrances of record. Pa_e 1-STATUTORY WARRANTY DEED (Special) n:lwpdotsV2530073~warr dccd-hollamcr-dnc~lan 3540010 IIIIII~I 06 09 2003 04 Oea ` IIIIIIIIIILII IIIII~~~~III Illllllllllllllll VIII TRANSNRTION TITLE INSUR 0 520.00 Thurston Ca. Ua DATED this ~"-day of _, 2003. HoDamer Investments, L.L.C., a Washington limited liability company By: ~ M_ D_ Edwards, Manager , t STATE OF WASHINGTON ) ss. County of Thurston ) I certify that I know or have satisfactory evidence that M. D. Edwards is the person acknowledged that he signed this instrument on oath stated that he was authorized to execute the instrument and acknowledged it as the Manager of Hollamer Investments, L.L.C., a Washington limited liability company, to be the free and voluntary act of such party for the uses and purposes mentioned in the insinlment. ~vo~~;tY r~uBLZc State of Washington JEN~~IFER c. CH~isTFNS~N Commission Expires 1MRCH 10, 2005 Residing at ~~ a My appointment expires ~ ~~ o~os Pale 2 -STATUTORY WARRANTY DEED (Special) n:\wodocs~525300731wan-deed-hnflamcr dnc~lan I I I I I IIII 111111 II II IIIII 111111111111 III 11111 I II I I I I I as Q00 003 p42oeP II TRANSNAtION TITLE IN5UR D SZ0.00 Thurston Co ua Title EXHIBIT D Evidence of Authority of Lawrence E. Tokarski to sign on behalf of MWSH Yelm LLC and evidence of authority of Mike Edwards to sign on behalf of Hollamer Investments LLC. ®P]ERATING- AGR~EEN.~EloTT of 11~5~ Y~~M ~L~ Prepared by George M. Jennings and Vada ~i. Safinas Garrett, Hemann, Robertson, Jennings, Comstock & Trethewy, P.C. 1011 Commercial Street N.E. P.O. Box 749 Salem OR 97308 OPERATING AGREEMENT OF MWSH Yelm LLC, a Washington limited liability company The undersigned Members, desiring to form a limited liability company under Washington Limited Liability Company Act, hereby agree as follows: ARTICLE 1 FORMATION 1.1 Name. _ The name of the limited liability company (the "LLC") is MV~SIi YELM LLC. 1.2 Certificate of Formation. A Certificate of Formation was filed with the Washington Secretary of State on March 3, 2003. 1.3 Effective Date. The effective date of adoption of the Operating "Agreement ("Agreement's of MWSH Yelm LLC is March 3, 2003. 1.4 Federal Employee Identification Number. The federal employee identification number (EIl~ assigned to the LLC is 86-1053016. - " 1.5 Duration. The LLC shall continue until terminated as provided in this Agreement or under Washington law. 1.6 Principal Place of Business. The principal office of the LLC shall initially be located at 245 Commercial Street S.E., Suite 200, Salem, Oregon 97301. The Members may relocate the principal office or establish additional offices from time to time. 1.7 Registered Office and Registered Agent. The LLC's initial registered office shall be at 1501 Eldridge Avenue, Bellingham, Washington 98225, and the name of its initial registered agent at such address shall be David B. Anderson. 1.8 Management of LLC. The LLC shall be managed by a Manager or Managers. 1.9 Purposes and Powers. The LLC intends to acquire real property for and develop and construct an assisted living and congregate care facility located in Yelm, Washington, and further described on the attached Exhibit 1.9. This general undertaking of the LLC will be referred to in this Agreement as "the Project". This LLC shall be a single-asset entity; provided, however, that the LLC may have more than one asset and may engage in any lawful business permitted under Washington law or the laws of any jurisdiction in which the LLC may do business if to do so does not constitute a breach of any contractual, trust deed, note, mortgage, or other obligation of the LLC. Pale ] -OPERATING AGREEMENT; MWSH Yelm LLC n:\H~docs\~5620006\op-a@t-mwsh-ycl G 0 ~d 16 ~JS 1.10 Title to Property. All LLC property shall be owned by the LLC as an entity, and no Member shall have any ownership interest in such property in the Member's individual name or right, and any Member's interest in the LLC shall be personal property for all purposes. Except as otherwise provided in this Agreement, the LLC shall hold all LLC property in the name of the LLC and not in the name or names of any Member or Members. Except as otherwise provided in this Agreement, the LLC shall hold all LLC property in the name of the LLC and not in the name or names of any Member or Members. ~ . ARTICLE 2 MEMBER CONTRIBUTIONS AND INTERESTS 2.1 Initial Contribution. Each of the Members agrea to make the following contributions, receive the following Ownership Units, and have the following initial capital accounts: .Member Name Contribution ~ Ownership % Ca rtal P~ Units Account Lawrence E. Tokarski A bundle of contract Revocable Living Trust rights, development 4,950 49.5% $4,950 dated June 11,1996 concepts and reputation. Kelley D. Hamilton and Janet Tovar- Hamiltori Trust dated November 29, 2002 A bundle of contract rights, development concepts and reputation. $4,950 Mountain West Senior Housing LLC ("MWSH") A bundle of contract rights, development concepts and reputation. 4,950 49.5% 100 1.0% $ 100 TOTAL 10,000 100% $10,000 2.2 Certificates of Ownership Units. Each Member shall receive a Certificate of Ownership indicating the Ownership Units owned by each Member. 2.3 Other Business of Members. Any Member may engage independently or with others in other business and investment ventures of every nature and description and shall have no obligation to account to the LLC for such business or investments or for business or investment opportunities. 2.4 Additional Contributions. In addition to the capital contributions listed above, additional capital contributions shall be accepted from existing Members only if all the Members unanimously approve and set the maximum total amount of the additional capital contributions. If the Members do so, the Members shall make additional capital contributions on a pro-rata basis in proportion to their Ownership Units. 2.5 No Interest on Capital Contributions. No interest shall be paid on capital contributions; however, preferred members may receive preferred distributions. Pale 2 -OPERATING AGREEMENT; MWSH Yelm LLC n:1u-pdocs~58620006bp-aft-mwsh-ycim-02.doclcjs 6/4/03 1 6 25 2.6 Capital Accounts.. The LLC shall establish and maintain capital accounts with respect to each Member in accordance with the rules found in Treas. Reg. Section 1.704-1(b). ARTICLE 3 MEMBER MEETINGS 3.1 Annual Meetins?. An annual meeting of the Members may be held at a time, date and place specified by the Manager(s) and communicated by notice to the Members. At such annual meeting, the Members shall transact all business, which is properly brought before the meeting. 3.2 ~ecial Meetings. A special meeting of Members shall; be held if the Manager(s) requests such meeting by providing notice of the time, date, place and purpose of the meeting to the Members. A special meeting of Members shall be held if any member request such meeting by signing, dating and delivering to the LLC's registered office a written demand for the meeting, which describes the purpose or purposes for which such meeting is to be held. All special meetings shall be held at a time, date and place designated by the Manager(s) specified in the notice of this special meeting prepared by the Manager(s). In the event of a Member requested special meeting, the Manager(s) shall set the date of such meeting not more than 30 days after receiving notice of the Member's request. ' 3.3 Notice of Meeting. Notice of the time, date and place of each Member meeting shall be mailed to each Member not earlier than 60 days nor less than 10 days before the meeting date. The notice must include a description of the time, date, place and purpose for which the meeting is called. 3.4 Record Date. The persons entitled to notice of and to vote at a Member meeting and their respective ownership interests shall be determined on the date on which the notice of the meeting was first mailed or otherwise delivered to Members (the record date). 3.5 uorum. The presence, in person or by proxy, of Members holding at least 50% of the Ownership Units shall constitute a quorum. 3.6 Proxies. A Member may be represented at a meeting by a person or entity holding such Member's written proxy. 3.7 Votin . On each matter requiring action by the Members, each Member shall be entitled to one vote for each Ownership Unit. Whenever the phrase "Majority of the Members" or "Majority of the Ownership Units" is used in relation to voting, it means the decision voted on requires the affirmative vote of more than 50% of the Ownership Units. Unless otherwise provided in this Agreement, all matters requiring action by the Members shall be approved by vote of a Majority of the Ownership Units. 3.8 Meetin>? of all Members. Notwithstanding any other provision _of this Operating Agreement, if all of the Members hold a meeting at any time and place, such meeting shall be valid without call or notice; and any lawful action taken at such meeting shall be the action of the Members. . Page 3 - OPERATMG AGREEMENT; MWSH Yelm LLC n \wpdocs~~862000Gbp,-aft-mwsh-ycl G/4 0316:2,5 .,t ~~ -,~., 3.9 Action Without Meetiri~: `Any action required or permitted to be taken by the ' Members at a meeting may be taken without a meeting if a consent in writing, describing the action taken, is signed by all of the Members and is included in the minutes or filed with the LLC's record of meetings. 3.10 Meetings by Telephone. Meetings of the Members may be held by telephone conference or by any other means of communication by which all participants can communicate with each other simultaneously during the meeting, and such participation shall constitute presence in person at the meeting. ~ ' ~ ~ ~ . , 3.11 Actions Requiring Unanimous Vote of Members. The following actions require the unanimous approval of the Members: ~. 3.11. l Admitting an additional Member; 3.11.2 Issuing additional Ownership Units; 3.11.3 Amending or restating the Articles of Organization or this Operating Agreement; 3.11.4 Electing a Manager who is not: 3.11.4.1 the trustor of a trust that is a Member of the LLC; nor 3.11.4.2 a Member of the LLC; nor 3.11.4.3 MWSH. 3.11.5 Merging the LLC with another entity; 3.11.6 Except as specifically provided in this Agreement, borrowing funds from any person or entity which requires the personal guarantee of all of the Members; 3.11.7 Requiring additional capital contributions; or _ 3.11.8 Allowing the LLC to loan LLC funds to a Member or entity owned by any Member. ARTICLE 4 MAIVAGEIVIEN T 4.1 Management by Manager(s). The LLC shall be managed by one (1) or more Managers who shall be elected by the affirmative vote of a Majority of the Ownership Units. The Manager(s) shall not be compensated for serving as Manager(s) unless otherwise agreed by the holders of a Majority of the Ownership Units. However, the Manager(s) may be reasonably compensated for services provided to the LLC which are not merely services incident to serving as Manager. Pale 4 -OPERATING AGREEMENT; MWSH Yelm LLC n:hvpdocsL58620006\opagt-m~ti~sh-yclm-02.doc~cjs 6/4/0316 25 4.2 Initial Mana>7er and ReQlacement of Managers. ,The initial Manager of the LLC shall be MWSH. The initial Manager shall continue as Manager until replaced by the affirmative vote of a Majority of the Ownership Units. 4.3 Removal of Manager by Members. By affirmative vote of Members owning a Majority of the Ownership Units, the Members, in such Members' sole discretion, m_ay remove one or more -Managers. In the event of the removal of one or more Managers,Y~the remaining Manager or Managers, if any, shall serve.~as ~IVlanager of the LLC. In the event of the removal of a sole Manager or all of the Managers, a replacement Manager shall be elected by an affirmative vote of a Majority of Ownership Units. However, in the event the Members fail to elect a new Manager by the affirmative vote of a Majority of the Ownership Units, the selection of Manager shall be determined according to the dispute resolution provisions ink this Agreement. In such event, until a new Manager is selected, the Members of the LLC shall act as Managers. 4.4 Election of Managers. Once properly elected, a Manager(s) shall serve until such time as the Manager's death, resignation, removal, or at such time as a new Manager(s) is properly elected by the Members. Upon replacement or removal of the initial Manager, the name of the newly-elected Manager(s) and the date upon which such Manager(s) is elected shall be set out in the space provided below and initialed by Members owning a Majority ~of the Ownership Units electing such Manager(s). Unless this original Operating Agreement so reflects a managerial change, it is conclusively presumed that the initial Manager(s) continues as Manager of this LLC. Manager ~ Date of Election Member's Initials 4.5 Manager Powers. All Managers shall have the right to participate in the management of the LLC, and each Manager shall have authority to make all decisions relating in any way to the LLC except decisions requiring unanimous approval of the Members of the LLC as provided in this Agreement. _ 4.5.1 If more than one Manager is serving, a maj ority of the Managers shall have authority to bind the LLC and make decisions regarding the LLC. In instances where the Managers cannot approve or disapprove of a particular action because of a deadlock, the issue shall be resolved according to the Dispute Resolution provisions of this Agreement. 4.6 Borrowing. The Manager(s) are authorized to borrow funds and pledge assets to secure funds. The Manager(s) may borrow funds from all or any Member and in such case shall pay interest at the Wall Street Journal Composite Prime Rate. No distribution shall be made from the LLC until all loans from Members have been paid in full. 4.7 Other Activities. The Manager(s) may have other business interests and may engage in other activities in addition to those relating to the LLC. This Section does not change Page 5 - OPERATING'AGREEMENT; MWSH Y.elm LLC n:~wpd~cs~5RG2000~op-agt-mwch-yelm-02.doc~cjs 6/4/031 G 25 ~~. each Manager's duty to act in a manner that the Manager reasonably believes to be in the best interests of the LLC. 4.8 Meetinl?s. If more than one Manager is elected, the Managers may hold meetings - ~ at such place and time as is agreed upon by the Managers. No written notice of such meeting is - ,;yo.u~ssa~, -~ . 4.9 Vacancy. If a vacancy occurs~;u-*he office of the Manager(s), the vacancy shall be filled by the affirmative vote of Members owning a Majority=oi~. the-.OOwnership Units. ARTICLE 5 ACCOLrNTING AND RECORDS r 5.1 Books of Account. The LLC's books and records, a register showing the names, addresses, and Ownership Units of the Members, and a copy of this Operating Agreement shall be maintained at the principal office of the LLC; and each Member shall have access thereto at all reasonable times. The Manager(s) shall keep books and records of the operation of the LLC which are appropriate and adequate for the LLC's business and for the carrying out of this Agreement. Accounting records shall be kept in accordance with a comprehensive income tax basis of accounting. 5.2 Fiscal Year. The fiscal year of the LLC shall be the calendar year. 5.3 Tax Returns. The Manager(s) shall cause all required federal and state income tax returns for the LLC to be prepared and timely filed with the appropriate authorities. Within 90 days after the end of each fiscal year or such later date as the Members may agree by majority vote, each Member shall be furnished a statement suitable for use in the preparation of the Member's income tax return, showing the amounts of any distributions, contributions, gains, losses, profits, or credits allocated to the Member during such fiscal year. No Member may obtain damages of any kind or other relief against the LLC for failure to complete the accounting and tax returns within 90 days but may demand records, hire an accountant, and be reimbursed for actual expenses. ARTICLE 6 ALLOCATIONS AND DISTRIBUTIONS 6.1 Allocations of Income and Loss for Tax Purposes. Subject to the Special Allocations and Limitations set forth herein and in Appendices hereto, the profits and losses of the LLC for each fiscal year will be allocated among the Members pro rata in proportion to their Ownership Units. All items of income, gain, loss, deduction, and credit shall be allocated among all Members in proportion to their Ownership Units. 6.2 Distributions. 6.2.1 Distributions. Distributions shall be made pro rata to all Members in accordance with the Ownership Units at such times and in such total amounts as determined by the Manager(s). Distributions in Liquidation shall be made as otherwise provided herein. Page 6 =OPERATING AGREEMENT; MWSH Yelm LI_C n:lapdocstS8G2000nop-agt-mash-yclm-02.doc'~cjs G/4/Q315 25 6.2.2 Distributions in Liquidation. Distributions in liquidation of the LLC or a Member's interest in the LLC, shall be made to the Members in the manner set forth in Articles 7 and 8 of this Agreement. 6.3 ~ecial Allocations and Limitations. The Members intend that all allocations shall be pro rata, as described in Section 6.1. However, in order to comply with federal_income- tax regulations regarding the substantial economic eff~ ect of~company=allocations in the special circumstances described in such provisions all allocations of company income, gain, loss, and deductio~ az__e _subject to th se p ce ial~ allocations, definitions, and limitations found in Appendix .6.3. ARTICLE 7 TRANSFERS OF INTEREST ~ '= 7.1 Permitted Transfers. Notwithstanding any other provision of this Operating Agreement, the Members agree that the following transfers shall be permitted transfers and shall • not be'deemed a transfer restricted under this Operating Agreement: 7.1.1 Any transfer from one existing Member of the LLC to another existing Member of the LLC. 7.1.2 Any transfer from an individual Member to a trust of which the individual Member is the trustor or from a trust which is a Member to the individual who is the trustor of such trust; provided, however, that such Member shall provide the LLC with a Certification of 'T'rust which complies with the laws of the state in which the LLC is organized. 7.2 Security Interest in Member's Units as Collateral. A Member shall not be allowed to grant a security interest in his Ownership Units as collateral for a loan unless such Member has previously obtained the written consent to do so from Members owning a Majority of the Ownership Units. Such security interest shall: (a) include only the Member's right to receive distributions; (b) not act in any way to encumber any LLC property; and (c) only encumber the Member's Ownership Units in the LLC. Such consent shall not be unreasonably withheld.. In the event that a Member requests such consent, such Member shall pay all of the LLC's and remaining Members' expenses incurred in determining whether consent should be granted, including but not limited to the costs for attorney fees, accounting fees, title reports, UCC reports, credit reports, review and verification of credit applications, document preparation, recording fees, if any. 7.3 Restrictions on Sale. Except as otherwise specifically provided herein, this Operating Agreement is personal to the named Members; and none of them, individually, jointly, as trustor, trustee, or beneficiary of a trust shall in any manner or by operation of law transfer all or any part of any interest in this LLC without obtaining the prior written consent of Members owning a Majority of the Ownership Units of the LLC. Under this Agreement, the word "transfer" means the voluntary or involuntary, direct or indirect, sale, gift, conveyance, license, sublease, inter vivos conveyance, testamentary disposition, or other disposition of a Member's Ownership Units, including but not limited to any change in ownership as a result of divorce, insolvency, bankruptcy, operation of law or otherwise, and any change in ownership upon the death of a Member by viii, declaration, transfer in trust, or under the laws of intestate succession of any state. It is expressly agreed by each Member that no Member shall make or enter into any Page 7 - OPERATMG AGREEMENT; MWSH Yelm LLC ~:\wpdocs\58620006\op-agt-mwsh-yclm-02.doc~cjs 6/4!0316 2~ 1-. ' R . 4't:c ~ ~. i. ,i agreement or contract with a third party- or make any will, trust agreement, deed, or gift which would tend to amend, alter, abrogate the provisions, or act in contravention of the terms of this Agreement. The provisions of this Operating Agreement shall be binding upon all persons claiming the rights of any Member, including but not limited to the spouse, heirs, personal representatives, administrators, trustees, trustors, creditors, and beneficiaries of any trust or - - • - -transferees of any Member. 7.4 Events Requiring Sale of Ownership Units of a Member. The following shall govern voluntary and mandatory sales of LLC Ownership Units by Members: 7.4.1 Deadlock If any disagreement shall arise among the Members creating a deadlock in decision making relating fo the operations of the LLC thus hindering the ability to carry on the business of the LLC, the disagreement shall be resolved in accordance with the Dispute Resolution provisions of this Agreement. If any Member of this LLC is unwilling to abide by the decision obtained through the dispute resolution process relating to a deadlock or otherwise, then such dissenting Member shall offer his Ownership Units in the LLC to the LLC and the remaining Members for the fair mazket value of such dissenting Member's Ownership Units without deduction for minority status or lack of mazketability. 7.4.2 Desire to Se1UDeath of a Member. If any Member desires to no longer be a Member of the LLC or to sell such Member's Ownership Units, then such Member shall offer such Member's Ownership Units in the LLC to the LLC and the remaining Members for the fair mazket value of such Ownership Units, without deduction for minority status or lack of mazketability. Upon the death of any Member or the grantor of any trust that is a Member, the Ownership Units owned by such Member shall be offered to the LLC and the remaining Members for the fair mazket value of such Ownership Units, without deduction for minority status or lack of mazketability. 7.4.3 Other Events Requiring Sale. Upon the occurrence of any of the following events relating to any Member, such Member shall offer to~ sell his Ownership Units in the LLC to the LLC and the remaining Members for the fair mazket value of such Member's Ownership Units, with deduction for minority ownership and lack of marketability: (i) the Member makes an assignment for the benefit of creditors; (ii) the Member files a voluntary petition for bankruptcy; (iii) the Member is adjudicated a bankrupt or insolvent; (iv} the Member files a petition or answer seeking for the Member any reorganization, arrangement for the benefit of creditors, composition of debts and assets, readjustment of debts and assets, liquidation of assets, or dissolution of mamage or similar relief under any statute, law, or regulation, or (v) any other event not described in 7.4.1 or 7.4.2 above. 7.5 Valuation of Ownership Units of a Member. In every instance il-~volving the voluntary or mandatory purchase or sale of Ownership Units in this LLC, if the parties cannot agree on the fair market value, with or without discount for minority ownership and/or marketability of the LLC Ownership Units, of any Member whose Ownership Units must be voluntarily or mandatorily sold as described above, then the fair market value issue, with or without discount for minority ownership or marketability, shall be resolved in accordance with the Dispute Resolution provisions in this Agreement. The decision obtained through the Dispute Resolution procedure shall be binding on the parties. Such fair market value, with or without discount, as the case may be, is referred to herein as the "Purchase Price". Page 8 -OPERATING AGREEMENT; MVL'SH Yelrn LLC ~~:~..~docs~~s62ooo6~0~-~~~t-mwsh-yclm-02.doc~cjs 6/4/0316 25 7.6 Options to Purchase Ownership Units of a Member. In every instance involving the voluntary or mandatory purchase or sale of Ownership Units in this LLC and after the fair market value, with or without discounts for minority ownership and/or marketability, has been determined by agreement or through the Dispute Resolution procedure established in this Agreement, then: 7.6.1 First Option to LLC. For a period not exceeding ~60 days from the date a Purchase Price for the Ownership Units has been determined, the LLC shall have the option to purchase such,Ownership Units, which option may be exercised by giving written notice of the LLC's intent to purchase such Units at the Purchase Price which shall be paid pursuant to the terms provided in this Agreement to the transferring Member or the transferring Member's estate and shall be secured only by the Ownership Units so transferred. ' 7.6.2 Second Option to Non-transferring Members: If the LLC does not exercise its right to purchase Ownership Units as provided above, the remaining Members, jointly`br severally, shall have the option to purchase all such Ownership Units at the Purchase Price"'determined pursuant to the terms of this Agreement. The non-transferring Members shall provide written notice of intent to exercise their option at any time within 60 days following the last date by which the LLC may give notice of its intent to exercise such rights. If more than one non-transferring Member desires to purchase all or any portion of such Ownership Units, such Ownership Units shall be purchased by such non-transferring Members in proportions upon which they agree or, in the absence of some other agreement among the non-transferring Members, in proportion to the existing Ownership Units of each non-transferring Member. 7.7 Payment for Member's Ownership Units. The LLC or the remaining Members, as the case may be, in their sole discretion, shall choose one of the following methods for payment of the Purchase Price for a Member's Ownership Units purchased pursuant to this Operating Agreement: 7.7.1 In cash within 30 days of the exercise of the option to purchase; or 7.7.2 In monthly installments amortized over a period of 25 years, including interest on the unpaid balance at the rate of 8% per annum, with no penalty for prepayment. If such deferred payment is opted by either the LLC or the remaining Members, such Purchase Price shall be memorialized by an installment note of the LLC or the non-transferring, purchasing Members, payable to the transferring Member or the transferring Member's estate. The installment note shall be secured only by the Ownership Units purchased by the LLC or the remaining Members, as the case may be; and the entire balance due on such installment note shall be due and payable in full upon the sale of all or substantially all of the LLC assets unless the sale is part of a tax deferred exchange. 7.8 Substituted Parties. Except in the case of permitted transfers defined in Section 7.1,'upon any transfer of Ownership Units, the transferee shall not become a fully substituted Member with full membership rights unless and until: (a) the transferee is approved as a substitute Member by remaining Members holding all of the remaining Ownership Units; (b) the transferee delivers to the LLC any and all personal financial statements or other information requested by the LLC; (c) the transferee pays for any credit reports requested by the LLC; (d) the transferee pays for all legal documentation necessary to effectuate the transfer, including legal costs of the LLC; and (e} the transferee eXeCutC~ acid deiivers to the LLC aii documents Page 9 -OPERATING AGREEMENT; MWSH Yelm LLC n~\wpdocs\58620006\op-agt-mw>h-yel 6 4 0~31G 25 '..fir ,5. ~~J: necessary or appropriate in the opinion of counsel for the LLC to effect the transfer and to confirm the agreement of the permitted assignee to be bound by the provisions of this Agreement. 7.8.1 Upon any transfer of Ownership Units in which the transferee is not admitted as a substitute Member, the Ownership Units held by such transferee shall not include any right to participate in management of the LLC, including any right to vote, consent to, or approve any actions of the Manager and shall not include any right to information about the LLC, its operations or its financial condition. In addition, if the transferee is not admitted as a substitute Member, the transferee shall be allocated losses, profits, and distributions' for tax purposes, but the distribution of funds to such Member shall not be made. Such funds shall be held in a suspense account by the LLC until such time as such trransferee is admitted as a substitute IV~ember or upon dissolution of the LLC. Following any transfer to a transferee who is not admitted as a substitute Member, the transferring Member's power and right to vote or consent to any matters submitted to the Members to receive any distributions shall be terminated; and any Ownership Units of the remaining Members for purposes only of such votes, consents, and participation in management shall be proportionately increased until such time, if any, as such transferee becomes admitted as a substitute Member. • 7.9 Failure to Exercise Option. If neither the LLC nor the non-transferring Members agree to purchase the Ownership Units of a Member who offers to or is required to offer to sell such Member's Ownership Units to the LLC and/or the remaining Members as provided above, the restrictions of this Agreement on transfer of such Ownership Units shall be removed; except that: (i) such Ownership Units shall not be sold or transferred in any way to any third party for a purchase price less than the Purchase Price determined under the paragraph entitled Valuation of Ownership Units of a Member, (ii) such Ownership Units shall not be sold on terms more favorable to the purchaser than those provided in the paragraph entitled Payment for Member's Ownership Units, and (iii) the rights of the transferee of such Ownership Units shall be restricted as provided in the paragraph entitled Substituted Parties in this Agreement, and (iv) if such Ownership Units are not sold by such Member within one (1) year of the determination of the Purchase Price pursuant to the provisions of this Agreement, then the provisions and restrictions of this Agreement relating to the transfer of Ownership Units shall apply,_ and the options of the LLC and the remaining Members shall be reinstated. ARTICLE 8 DISSOLUTION AND WINDING UP OF THE LLC 8.1 Dissolution. Except as otherwise provided in this Operating Agreement, the LLC shall be dissolved: (a) at the time, if any, for dissolution specified in the Articles of Organization; (b) within four (4) years of the sale, transfer, or other disposition of all of the assets of the LLC unless otherwise agreed by the Members; (c) upon the agreement of Members owning more than 50% of the Ownership Units of this LLC. Provided, however, that, if such dissolution would constitute an event of default of any contractual obligation of the LLC, then the LLC shall not be dissolved. 8.2 VVindina Up. Upon the dissolution of the LLC, the assets shall be liquidated as promptly as is consistent with obtaining their fair market value, and the proceeds shall be applied and distributed and allocated as promptly as is commercially reasonable in the following order: Pale ] 0 -OPERATING AGREEMENT; MWSH Yelm LLC n:\~~•pdocc'58620006\op-agt-rm~•sh-yeim-U2.doc\cjs 6/4 /03 1 6 2 5 8.2.1 To the payment and discharge of the expenses of liquidation. 8.2.2 To the payment and discharge of all of the debts and liabilities of the LLC to persons or organizations other than Members. 8.2.3 To the payment and discharge of any debts and liabilities to Members. 8.2.4 To preferred Members, if any, in the amount of the positive balances in their respective capital accounts on the date of distribution. If the amount available for such distribution to the preferred Members is insufficient to bring all of their positive capital account balances to zero, then payment shall be made on a pro rata basis to all the preferred Members in the same proportion that the positive balance in the capital account ~f each preferred Member bears to the aggregate amount of the positive balances in the capital accounts of all preferred Members. 8.2.5 To the Members in the amount of the positive balances in their respective capital accounts on the date of distribution. If the amount available for such distribution to the Members is insufficient to bring all their positive capital account balances to zero, then payment shall be made on a pro=rata basis to all the Members in the same proportion that the positive balance in the capital account of each Member bears to the aggregate amount of the positive balances in the capital accounts of all Members. 8.2.6 Any proceeds remaining shall be distributed to the Preferred Members, Service Members, and Non-preferred Members, pro rata to all such Members in proportion to their Ownership Units. ARTICLE 9 INDEMNIFICATION . 9.1 Indemnification. To the fullest extent permitted under the law of the state of organization of the LLC, as such law exists or may hereafter be amended, the LLC shall defend, indemnify, and hold harmless each Member and/or Manager of the LLC against any and all claims and liabilities to which such Member and/or Manager has or shall become subject by reason of serving or having served as such Member and/or Manager or by reason of any action alleged to have been taken, omitted, or neglected by such Member and/or Manager. The LLC may provide indemnification to employees and agents of the LLC. The indemnification provided in this Section shall not be exclusive of any other rights to which any person may be entitled under statute, agreement, resolution, contract, or otherwise. 9.2 Limitation of Liability. Members managing the LLC shall not be liable to the LLC or its Members for monetary damages or otherwise for conduct as Member and/or Manager except to the extent that the Limited Liability Company Act of the state in which this LLC was organized, as it now exists or may hereafter be amended, prohibits elimination or limitation of Manager or Member liability. No repeal or amendment of this Section of this Operating Agreement or of the Limited Liability Company Act of the state in which this LLC was organized shall adversely affect any right or protection of a Manager or Member for actions or omissions prior to the repeal or amendment. Page 11 -OPERATING AGREEMENT; MWSH Yelm LLC n•hvpdocs'SSG20006~op-agt-m«•sh-yelm-02 doc~is -- (/4/0316 25 • `~ ~~ ARTICLE 10 ` ` AMENDMENTS 10.1 By Members. The Members may amend or repeal the provisions of this Operating Agreement by unanimous agreement of the Members set forth in writing or by unanimous action taken at a meeting of Members called for that purpose. This Operating Agreement may not be amended or repealed by oral agreement of the Members. ARTICLE 11 MISCELLANEOUS 11.1 Additional Documents. ~• Each Member shall execute such additional documents and take such actions as are reasonably requested in order to complete or confirm the transactions'contemplated by this Operating Agreement. 11.2 Dispute Resolution. In the event there is any dispute or deadlock between or among the parties to this Operating Agreement relating in any way to this Operating Agreement, the LLC itself, the business or operations of the LLC, or the Articles of Organization of the LLC, the parties must mediate any such dispute or deadlock before commencing any legal action. No parry to this Agreement can bring legal action or demand mandatory arbitration against another party to this Agreement without first participating in mediation, unless one parry refuses to submit to mediation and legal action is brought to specifically enforce this mandatory mediation provision of this Operating Agreement. If the parties cannot agree upon the person to act as the mediator, then the U.S. Arbitration and Mediation Service in Portland, Oregon, shall select a person to act as the mediator. The mediator's charges and expenses shall be split by the parties on a SO/50 basis. Mediation fees and costs do not include each party's attorney fees and costs. Each parry shall be responsible for his own attorney fees and costs at mediation. Should the dispute not be resolved by mediation, the parties agree to submit any dispute arising between the parties relating in any way to this Agreement to binding arbitration with the U.S. Arbitration and Mediation Service in Portland, Oregon, and shall utilize such Service's rules of procedure. If the parties cannot agree upon an individual to act as the arbitrator, then the U.S. Arbitration and Mediation Service in Portland, Oregon, shall select a person to act as the arbitrator. The standard used by the arbitrator in resolving disputes will be reasonable business practices in similar businesses, taking into account tax implications. If the dispute goes to arbitration, the prevailing party shall be entitled to its attorney fees and costs incurred . in the arbitration process. The decision of an arbitrator shall be fmal and not subject to any appeal and shall be enforceable in a court of competent jurisdiction. 11.2.1 Dispute Resolution in the Event of a Deadlock. In any instance in which there are insufficient votes to approve or disapprove any actual or proposed action or inaction of the LLC, the Members and Managers agree that such decision shall be referred to the dispute resolution procedure described above; and the standard for decision making to be applied by the arbitrator shall be the reasonable business practices in a similar business in the community, taking into account tax implications. In such event, the LLC shall pay all costs of mediation and arbitration. The decision of the arbitrator shall be final and not subject to any appeal and shall be enforceable in a court of competent jurisdiction. Page l2 -OPERATING AGREEMENT; MwSH Yelm LLC n:htipdocs~5R620006bp-art-mw•sh-yclm-02 doc\cjs 6/4/03 1 6 2 5 11.3 Governins Law. This Operating Agreement shall be governed by the law of the state in which this LLC was organized. 11.4 Headings. Headings in this Operating Agreement are for convenience only and shall not affect its meaning. ' 11.5 Severability. The invalidity or unenforceability of any provision of this Operating Agreement shall not affect the validity or enforceability of the remaining provisions. 11.6 Third-party Beneficiaries. The provisions of this Operating Agreement are intended solely for the benefit of .the Members and shall create no rights or obligations enforceable by any third party, including creditors of the LLC, except as otherwise provided by applicable law. 11.7 Representation of Counsel. This Operating Agreement was prepared by Garrett, Hemann, Robertson, Jennings, Comstock & Trethewy, P.C., which represents Rosemont Retirement & Assisted Living Community LLC ("Rosemont' only in this matter. ,Although the law firm has or may have represented the LLC or one or more of the Members of LLC, it is not representing LLC or any such Members, individually or jointly, in the preparation of this Operating Agreement. Each Member of LLC and LLC acknowledge that LLC and each Member have been advised of these facts and have the right to and are encouraged to seek independent legal counsel of LLC's and each Member's choice regarding LLC's and each Member's rights and obligations, individually and as trustees, under this Operating Agreement. The LLC and each Member acknowledge LLC's and each Member's right to negotiate the terms of this Agreement and agree that although this Agreement was drafted by attorneys for Rosemont, it shall not be interpreted or construed against any party. LAWRENCE E. TOKARSKI REVOCABLE LIVING TRUST dated,J~une 11,1996, Member as to 4,950 Units r 'Lawrence E. Tokarski, Trustee (Date) KELLEY D. HAMILTON and JANET TOVAR-HAMILTON TRUST dated November 29, 2002, Member as to 4,950 Units y: ~~.. .~ Kelley D. Hamilton, Trustee (Date) MOUNTAIN WEST SENIOR HOUSING LLC, an Oregon limited liability company, Member as to 100 Units By: G ~L ey D. Hamilton, Manager (Date) Page 13 -OPERATING AGREEMENT; MWSH Yelm LLC n:lwpdocs\>862(~06~op-agt-mwsh-yclm-02.doc~c~z 6/4/03 16.25 .~~, ..: ry APPENDIX 6:3~ :~ ~~ 6.3.1 Adjusted Capital Account Deficit. A deficit balance in any Member's Capital Account at the end of any fiscal year, after adjustment to reflect any Adjustment Items, to the extent that the deficit exceeds the amount of a member's shares of Company Minimum Gain and Member Non-recourse Debt minimum Gain (if any) that the Member is deemed to be obligated to restore pursuant to Treasury Regulation §§1.704-2(g)(1) and 1.704-2(i)(5). 6.3.2 Adjustment Items. Adjustments; allocations; and distributions described in Treasury Regulation § § 1.704-1(b)(2)(ii)(d)(4), (5), and (6). ~ . 6.3.3 Capital Account. The account maintained for each Member pursuant to Section 2.5. _. __ _.~ _.- -y.__.... a--_._.,-~~-.-.. 6.3, Comparry 11%lin umi m Gain. As of any date, the amount of gain, if any, that would be-recogn`ized by the Company for federal income tax purposes, as if it disposed of property in a ` taxable transaction on that date in full satisfaction of any non-recourse liability secured by the property, computed in accordance with Treasury Regulation § 1.704-2(d)(1): 6.3.5 Member Non-recourse Debt has the same meaning as "partner non-recourse debt" set forth in Treasury Regulation § 1.704-2(b)(4). 6.3.6 Member Non-recourse Debt Minimum Gain means an amount, with respect to each Member non-recourse Debt, equal to the Company Minimum Gain that would result if such Member Non-recourse Debt were treated as anon-recourse Liability, determined pursuant to Treasury Regulation §1.704-2(i)(2) and (3). .. 6.3.7 Member Non-recourse Deductions has the same rneaning as "partner non-recourse deductions" set froth in Treasury Regulation § 1.704-2(i)(2). The amount of Member non- recourse Deductions with respect to a Member non-recourse Debt for a Company fiscal year equals the excess, if any, of (A) the net increase, if any, in the amount of the Company minimum Gain attributable to such Member Non-recourse Debt during the fiscal year over (B) the aggregate amount of any distribution during the fiscal year to the Member that bears the economic risk of loss for such Member Non-recourse Debt to the extent the distributions are from proceeds of the Member Non-recourse Debt and are allocable to an increase in Member Non-recourse Debt Minimum Gain attributable to the Member Non-recourse Debt, determined pursuant to Treasury Regulation § 1.704-2(i). 6.3.8 Non-recourse Deductions has the meaning set forth in Treasury Regulation § 1.704-2(c). The amount ofNon-recourse Deduction for a Company fiscal year equals excess, if any, of the net increase, if any, in the amount of Company Minimum Gain during that fiscal year over the aggregate amount of any distributions during that fiscal year of proceeds of a non= recourse Liability that are allocable to an increase in Company Minimum Gain, determined pursuant to Treasury Regulation § 1.704-2(c). Page 14.-.OPERATING AGREEMENT; MWSI I Yelm LLC n:\~cpdocs~586200o6\op-agt-m~~5h-yeim-02.doc\cjs G/4/03 I G 25 6.3.9 Non-recourse Liability has the meaning set forth in Treasury Regulation §1.704- 2(b)(3). 6.3.10 Limitations on Allocations of Loss. In no event will any Company loss or deduction, or item thereof, be allocated to any Member to the extent that the member has, or would have as a result of the allocation, an Adjusted Capital Account Deficit in the Member's Capital Account as of the end of the Company taxable year to which the~allocation relates. Any loss or deduction, the allocation of which to a Member is disallowed by the foregoing restriction, will be reallocated to those Members who do not have an Adjusted Capital Account Deficit as of the end of such taxable year. 6.3.11 Company Minimum Gain Chargeback. If there is abet decrease in Company Minimum Clain during any Company taxable year, each Member will be specially allocated, - - - _ .; -:-before±auy=other-allc~c~.tion_o£ Company income, gain, loss, or deduction for the taxable year,. items:of Company income and gain for the taxable-year-(and, if necessary, subsequent years) in ~' proportion to and ~to the extent of an amount equal to each Member`s "share~of t, he net decrease in Company Minimum Gain determine in accordance with Treasury Regulation §1:704-2(g)(2). This Paragraph is intended to. comply with and `will be interpreted consistently with the "minimum gain chargeback" provisions of Treasury Regulation § 1.704-2(f). 6.3.12 Member Non-recourse Debt Minimum Gain Chargeback. Notwithstanding any other provision of Article 6 of the Agreement or this Appendix 6.3, except paragraph 6.3.11. of this Appendix, if there is a net decrease in Member Non-recourse Debt minimum Gain attributable to a MemberNon-recourse Debt during any taxable year of the Company, each Member who has a share of the Member non-recourse Debt Minimum Gain attributable to such Member Non-recourse Debt, determined in accordance with Treasury Regulation § 1.704-2(i)(5), will be specially allocated items of Company income and gain for such year (and, if necessary, subsequent years) in an amount equal to such Member's share of the net decrease in Member Non-recourse Debt, determined in accordance with Treasury Regulation § 1.704-2(i)(4). Allocations pursuant to this Paragraph 6.3.12 ~ will be made in proportion to the respective amounts required to be allocated to each Member pursuant thereto. _ The items to be so allocated will be determined in accordance with Treasury Regulation § 1.704-2(i)(4). This Paragraph 6.3.12 is intended to comply with, and will be interpreted consistently with, the partner non- recourse debt minimum gain Chargeback provisions of Treasury Regulations § 1.704-2(i)(4). 6.3.13 Qualified Income Offset. Notwithstanding any other provision of the Agreement or this Appendix except Paragraphs 6.3.11 and 6.3.12 of this Appendix 6.3, in the event any Member for any reason receives an Adjustment Item for any fiscal year that results in an Adjusted Capital Account Deficit for that Member, the Member will be specially allocated items of Company income and gain (consisting of a pro rata portion of each item of Company income, including gross income, and gain for the year) in an amount and manner sufficient to eliminate the Adjusted Capital 'Account Deficit, if any, created by such Adjustment Item as quickly as possible. This Paragraph 643.13 is intended to comply with the "qualified income offset" requirements of Treasury Regulation § 1.704-1(b)(2)(ii)(d) and will be interpreted and applied consistently therewith. Pale ] 5 -OPERATING AGREEMENT; MWSH Yelm I_LC n~`.w•pdocs~5SG2f)O06bp-aft-mwsh-yelm-02.doc~cjs G/4/031 G 2~ - ; .d "eP M2,~ 6.3.14 Offsetting Allocations. Any special allocations ~ of items of income, gain, loss, or deduction pursuant to Paragraphs 6.3.11, 6.3.12 or 6.3.13 of this Appendix 6.3 will be taken into account in computing subsequent allocations of Company income, gain, loss or deduction pursuant to Article 6 so that the net amount of any items so allocated and all other income, gain, loss, deductions, and items thereof allocated to each Member pursuant to Article 6 will, to the extent possible, be equal to the net amount that would have been allocated to each Member pursuant to Article 6 if the special allocation had not occurred. 6.3.15 Allocations with respect to Contributed or Revalued Property. Notwithstanding any other provision of Article 6 of this Agreement, in the event Internal Revenue Code ("IRC") §704(c) or IRC §704(c) principles applicable under Treasury Regulation §1.704-1(b)(2)(iv) require allocations of Company income, gain, loss, or deductions fo~:income tax purposes in a manner different than otherwise provided in Article 6 of this Agreement, the provisions of IRC •§704(c) and the regulations thereunder will control such allocations among'~the Members for income tax purposes. Any item of income; gain, loss, and deduction with respect to any property .(other than cash)~'that has been contributed tb the Company by a Member or that has been revalued for Capital Account purposes under this Agreement pursuant to Treasury Regulation § 1.704-1(b)(2)(iv) and which is required or permitted to be allocated to such Member for income tax purposes under IRC §704(c) so as to take into account the variation between the tax basis of such contributed or revalued property and its fair market value at the time of its contribution or revaluation will be allocated solely for income tax purposes in the manner so required. or permitted under IRC §704(c) using the method described in Treasury Regulation §1.704-3 (or any successor regulation) selected by the Manager. Pale ] 6 -OPERATING AGREEML-NT; MWSH Yelm LLC n~\~epdocs\SR6200061op-alt-mwsh-yelm-02.doc\cjs 6/4/0316:'5 Ezhibit 1.9 Description of Real Property Parcel B of Boundary Line Adjustment No. '~BLA-008257YL as recorded October 10, 2000, under Thurston County Auditor's File No. 3317913. __._ ._ __ Page 17 -OPERATING AGREEMENT; MWSH Yelm LLC e n ~wpdocs~58620006\op-aot-mHSh-yelm-02.doc\cjs 6/4/0316:25 t SECOND RESTATED OPERATING AGREEMENT of MOUNTAIN WEST SENIOR HOUSING LLC an Oregon limited liability company Prepared by George M. Jennings Garrett, Hemann, Robertson, Jennings, Comstock & Trethewy, P.C. 1011 Commercial Street NE P.O. Box 749 Salem OR 97308 r:l~ ,'~ ~:.%' ~~ v SECOND RESTATED OPERATING AGREEMENT /~ OF '~Y .lJ MOUNTAIN WEST SENIOR HOUSING LLC ~ an Oregon Limited Liability Company The undersigned Members, desiring to form a limited liability company under the Oregon Limited Liability Company Act, hereby agree'as follows: ARTICLE 1 ~ FORMATION _. 1.1 Name. The name of the limited liability company (the "LLC") is Mountain West Senior Housing LLC. 1.2 Articles of Or~artization. Articles of Organization were filed with the Oregon Secretary of State on March 25, 2002. 1.3 Federal Em~loyee Identification Number. The federal employee identification number (EII~ assigned to the LLC is 75-3033311. 1.4 Restatement Effective Date. The original Operating Agreement of the LLC was adopted on March 25, 2002. At the time of its original adoption, Kelley Hamilton and Mountain West Investment Corporation, were the sole Members of the LLC. Effective January 1, 2003, Mountain West Investment Corporation, transferred its interest in the LLC to Lawrence E. Tokarski, Trustee of the Lawrence E. Tokarski Revocable Living Trust dated June 11, 1996. Also effective January 1, 2003, Kelley Hamilton transferred his interest in the LLC to Kelley D. Hamilton, Trustee of the Kelley Hamilton and Janet Tovar Hamilton Trust dated November 29, 2002 (the "Hamilton Trust"). Additional Ownership Units were issues by the LLC to the Hamilton Trust effective January 1, 2003, in exchange for its contribution of additional capital. Therefore, certain revisions to the Operating Agreement were required to reflect the correct ownership interest in the LLC, and a Restated Operating Agreement was adopted effective January 1, 2003. Effective January 1, 2003, the Members determined that the Managers' powers should be expanded to enable the Managers to take action individually relating to all financial decisions. This Second Restated Operating Agreement of the LLC is adopted to reflect the change in Manager powers in the LLC effective January 1, 2003. 1.5 Term. The term of the LLC shall commence on the date of the filing of the Articles of Organization with the Oregon Secretary of State, and shall be perpetual, unless sooner dissolved, wound up and terminated in accordance with the provisions of this Agreement and the Oregon Limited Liability Company Act, as amended from time to time. 1.6 Principal Place of Business. The principal office of the LLC shall initially be located at 245 Commercial Street S.E., Suite 200, Salem, Oregon 97301. The Members may relocate the principal office or establish additional offices from time to time. Page l~- SECOND RESTATED OPERATING AGREEMENT; LLC n:\wpdocs\58617001\restated op as ~0309~35 Mountain West Senior Housing 1.7 Registered Office and Registered A ent. The LLC's initial registered office shall be at 1011 Commercial Street N.E., Salem, Oregon, 97301, and the name of its initial registered agent at such address shall be Oregon Agent Corporation. 1.8 Management of LLC. The LLC shall be managed by a Manager or Managers. 1.9 Purposes and Powers. The LLC may engage in any lawful business permitted under Oregon law, or the laws of any jurisdiction in which the LLC may do business 1.10 Title to Property. All LLC property shall be owned by the LLC as an entity, and no Member shall have any ownership interest in such property in the Member's individual name or right, and any Member's interest in the LLC shall be personal property for all purposes. Except as otherwise provided in this Agreement, the LLC shall hold all LLC property in the name of the LLC and not in the name or names of any Member or Members. . 1.11 Definitions. Certain terms used, in this Agreement are as defined in the attached Appendix and such meaning shall control. 1.12 Rights of Creditors and Third Parties. This Agreement is entered into among the LLC and the Members for the exclusive benefit of the LLC, its Members and the Members' successors and assigns. This .Agreement is expressly not intended for the benefit of any creditor of the LLC, or any other person except and only to the extent provided by applicable statutes. No such creditor or third party shall have any right under this Agreement or any agreement between the. LLC and any Member with respect to any capital contribution or otherwise. ARTICLE 2 MEMBERS, CONTRIBUTIONS, AND INTERESTS 2.1 Members and Initial Contributions. The names of the Members of the LLC, the agreed value of the Member's initial capital contribution, and the Member's initial units of ownership ("units' are as follows: Member Name Ownership Initial Capital Units Contribution Lawrence E. Tokarski, Trustee of the 750 ~_ $750.00 Lawrence E. Tokarski Revocable Living Trust dated June 11, 1996 Kelley D. Hamilton, Trustee of the 750 $750.00 Kelley Hamilton and Janet Tovar Hamilton Trust dated November 29, 2002 TOTAL 1,500 $1,500.00 2.2 Certificates of Ownership Units. The LLC may, but is not required to, issue each Member a Certificate of Ownership Units indicating the Ownership Units owned by such Member. Page 2 - SECOND RESTATED OPERATING AGREEMENT; LLC n:\~vpdocsl5sG17001\restatcd op agr03.docUao Mountain Wcst Senior Housing 5/2/0309:35 2.3 Other Business of Members. Any Member may engage independently or with others in other business and investment ventures of every nature and description and shall have no obligation to account to the LLC for such business or investments or for business or ,investment opportunities. 2.4 Additional Contributions. In addition to the capital contributions listed above, additional capital contributions shall be accepted from existing Members only if all the Members unanimously approve and set the maximum total amount of the additional capital contributions. If the Members do so, the Members shall make additional, capital contributions on a pro-rata basis in proportion to their Ownership Units. _,~.••s--°°" ' ' ~ °`""~" 2.5 No Interest on Coital` Contributions. No interest rshall be paid on capital contributions. 2.6 Capital Accounts. The LLC shall establish and maintain capital accounts with respect to each Member in accordance with the rules found in Treas. Reg. Section 1.704-1(b). ARTICLE 3 MEMBER MEETINGS 3.1 Annual Meeting. An annual meeting of the Members may be held at a time, date and place specified by the Manager(s) and communicated by notice to the Members. At such annual meeting, the Members shall transact all business, which is properly brought before the meeting. 3.2 Special Meetings. A special meeting of Members shall be held if the Manager(s) requests such meeting by providing notice of the time, date, place and purpose of the meeting to the Members. A special meeting of Members shall be held if any member requests such meeting by signing, dating and delivering to the LLC's registered office a written demand for the meeting, which describes the purpose or purposes for which such meeting is to be held. All special meetings shall be held at a time, date and place designated by the Manager(s) specified in the notice of this special meeting prepared by the Manager(s). In the event of a Member requested special meeting, the Manager(s) shall set the date of such meeting not more than 30 days after receiving notice of the Member's request. 3.3 Notice of Meeting. Notice of the time, date and place of each Member meeting shall be mailed to each Member not earlier than 60 days nor less than 10 days before the meeting date. The notice must include a description of the time, date, _place and purpose for which the meeting is called. 3.4 Record Date. The persons entitled to notice of and to vote at a Member meeting and their respective ownership interests shall be determined on the date on which the notice of the meeting was first mailed or otherwise delivered to Members (the record date). 3.5 uorum. The presence, in person or by proxy, of Members holding at least 75% of the Ownership Units shall constitute a quorum. 3.6 Proxies. A Member may be represented at a meeting by a person or entity holding such Member's written proxy. Page 3 - SECOND RESTATED OPERATING AGREEMENT; LLC n:\wpdocs~58617001\restatcd op a 5~~0309.35 Mountain West Senior Housing • ' e _ ~~ , . ~~ .~ .~.~-m.,~ 3.7 Votin Ori each mattei•~'iequiring action by the Members, each Member shall be entitled to one vote for each Ownership Unit. Whenever the phrase "Majority of the Members" or "Majority of the Ownership Units" is used in relation to voting, it means the decision voted on requires the affirmative vote of more than 60% of the Ownership Units. Unless otherwise provided in this Agreement, all matters requiring action by the Members shall be approved by vote of a Majority of the Ownership Units. ~~ - __ 3.8 Meeting of all Members. Notwithstanding any other provision of this Agreement, if all of the Members ~lioid •a-:~n~eting.2t an_v time and place, such meeting shall be valid without call or notice; and any lawful action taken at such meeting=shall be the action of the Members. . _-`~'~-- 3.9 Action Without Meeting. Any action required or pe~[nttted to be taken-by -the Members at a meeting may be taken without a meeting if a consent in wilting, describing the action taken, is signed by all of the Members and is included in the minutes or~filed with the LLC's record of meetings. 3.10 Meetings b,~phone. Meetings of the Members may be held by telephone conference or by any other means of communication by which all participants can communicate with each other simultaneously during the meeting, and such participation shall constitute presence in person at the meeting. 3.11 Actions Requiring Unanimous Vote o_f Members. The following actions require the unanimous approval of the Members: . 3.1 1.1 Admitting an additional Member; 3.11.2 Amending or restating the Articles of Organization or this Agreement; 3.11.3 Electing a Manager who is neither: 3.11.3.1 the trustor of a trust that is a Member of the LLC; nor 3.11.3.2 a Member of the LLC. 3.11.4 Merging the LLC with another entity; 3.11.5 Except as specifically provided in this Agreement, borrowing funds from any person or entity which requires the personal guarantee of all of the Members; 3.11.6 Requiring additional capital contributions; or Member. 3.11.7 Allowing the LLC to loan LLC funds to a Member or entity owned by any ARTICLE 4 MANAGEMENT 4.1 Management by Mana eg r(s). The LLC shall be managed by one (1) or more Managers who shall be elected by the affirmative vote of a Majority of the Ownership Units. The Manager(s) shall not be compensated for serving as Manager(s) unless otherwise agreed by the Page 4 - SECOND RESTATED OPERATING AGREEMENT; LLC n:\wpdocs\58617001\restated op agr03.dceUao Mountain West Scnior Housing C 5/2/0309:35 holders of a Majority of~ the Ownership Units. However, the Manager(s) may be reasonably compensated for services provided to the LLC which are not merely services incident to serving as Manager. 4.2 Initial Manager and Replacement of Manager. The initial Managers of the LLC shall be Lawrence E. Tokarski and Kelley D. Hamilton. The initial Managers shall continue as Managers until replaced by the affirmative vote of a Majority of the Ownership Units. 4.3 Removal of Manager by Members. By affirma_ tive._vote-of-Members owning a Majority of the Ownership Units, th'e Members,~in-such Members' sole discretion, may remove one or more Managers. In the everit o`f the removal of one or more Managers, the remaining Manager or Managers, if any, shall serve as Manager of the LLC. In the event of th~ removal of a sole Manager or all of the Managers, a replacement Manager shall be elected by an affirmative vote of a Majority of Ownership Units. However, in the event the. Members fail to elect a new Manager by the affirmative vote of a Majority of the Ownership.Units, the selection of Manager shall be determined according to the dispute resolution provisions in this Agreement. In such event, until a new Manager is selected, the Members of the LLC shall act as Managers. 4.4 Election of Managers. Once properly elected, a Manager(s) shall serve until such time as the Manager's death, resignation, removal, or at such time as a new Manager(s) is properly elected by the Members. Upon replacement or removal of the initial Manager(s), the name of the newly-elected Manager(s) and the date upon which such Manager(s) is elected shall be set out in~the space provided below and initialed by Members owning a Majority of the Ownership Units electing such Manager(s). Unless this original Agreement so reflects a managerial change, it is conclusively presumed that the initial Manager(s) continues as Manager of this LLC. Manager Date of Election Member's Initials 4.5 Manager Powers. All Managers shall have the right to participate in the management of the LLC, and each Manager shall have authority to bind the LLC and make decisions individually regarding the LLC, except those decisions requiring unanimous approval of the Members of the LLC as provided in this Agreement. Notwithstanding the foregoing, any Manager holding less than 50% of the managing authority for the LLC shall have authority to bind the LLC and make decisions individually regarding the LLC. 4.6 Borrowing. The Manager is authorized to borrow funds and pledge assets to secure funds upon written approval of a majority of the Members. The Manager may borrow funds from all or any Member and in such case shall pay interest at the rate of four percent (4%) per annum above Wells Fargo Bank's Prime Rate or such other rate as the parties may agree in writing. No distribution shall be made from the LLC until all loans from Members have been paid in full. 4.7 Other Activities. The Manager may have other business interests and may engage to other activities in addition to those relating to the LLC. This Section does not change each Page 5 - SECOND RESTATED OPERATING AGREEMENT; LLC n:\wpdocsl58617001Ucstatcd op age 3 9v35 Mountain West Senior Housing Manager's duty~to act in a manner that the,Manager,reasonably believes to be in the best interests of the LLC. 4.8 Meetings. If more than one Manager is elected, the Managers may hold meetings at such place and time as is agreed upon by the Managers. No written notice of such meeting is necessary. 4.9 Vacancy. If a vacancy occurs in the office of the Manager, the vacancy shall be filled by the affirmative vote of Members owning a Majority of the Ownership Units. ARTICLE 5 -~- ACCOUNTING AND RECORDSR t • • w. , 5.1 Books of Account. The LLC's books and records, a register showing the names, addresses, and Ownership Units of the Members, and a copy of this Agreement. shall be maintained at the principal office of the LLC; and each Member shall have access thereto at all reasonable times. The Manager(s) shall keep books and records of the operation of the LLC which are appropriate and adequate for the LLC's business and for the carrying out of this Agreement. Accounting records shall be kept in accordance with a comprehensive income tax basis of accounting. 5.2 Fiscal Year. The fiscal year of the LLC shall be the calendar year. 5.3 Tax Returns. The Manager(s) shall cause all required federal and state income tax returns for the LLC to be prepared and timely filed with the appropriate authorities. Within 90 days after the end of each fiscal year or such later date as the Members may agree by +majority vote, each Member shall be furnished a statement suitable for use in the preparation of the Member's income tax return, showing the amounts of any distributions, contributions, gains, losses profits, or credits allocated to the Member during such fiscal year. No Member may obtain damages of any kind or other relief against the LLC for failure to complete the accounting and tax returns within 90 days but may demand records, hire an accountant, and be reimbursed for actual expenses. ARTICLE 6 ALLOCATIONS AND DISTRIBUTIONS 6.1 Allocations of Income and Loss for Tax Purposes. Subject to the Special Allocations and Limitations set forth herein and in Appendices hereto, the profits and losseslof the LLC for each fiscal year will be allocated among the Members pro rata in proportion to their Ownership Units. All items of income, gain, loss, deduction, and credit shall be allocated among all Members in proportion to their Ownership Units. 6.2 Distributions. 6.2.1 Distributions. Distributions shall be made pro rata to all Members in accordance with the Ownership Units at such times and in such total amounts as determined by the Manager(s). Distributions in Liquidation shall be made as otherwise provided h 4 rein. 6.2.2 Distributions in Liquidation. Distributions in liquidation of the LLC or a Member's interest in the LLC, shall be made to the Members in the manner set forth in Articles 7 and 8 of this Agreement. Page 6 - SECOND RESTATED OPERATING AGREEMENT; LLC ~:\w•pdocs~58617001\restatcd op agr03 docUao Mountain West Senior Elousing 5/2/0309:35 6.3 Special Allocations and Limitations. The Members intend that all allocations shall be pro rata, as described in Section 6.1. However, in order to comply with federal income tax regulations regarding the substantial economic effect of company allocations in the special circumstances described in such provisions, all allocations of company income, gain, loss, and deductions are subject to the special allocations, definitions, and limitations found in Appendix 6.3. ARTICLE 7 TRANSFERS OF INTEREST 7.1 Permitted Transfers. Notwithstanding any other provision of this Agreement, the Members agree that the following transfers shall be permitted transfers and shall not be deemed a transfer restricted under this Agreement: '- r - ' 7.1.1 Any transfer from one existing Member of the LLC to another existing Member of the LLC. ~ - 7.1.2 Any transfer from an individual Member to a trust of which the individual Member is the trustor or from a trust which is a Member to the individual who is the trustor of such trust; provided, however, that such Member shall provide the LLC with a Certification of Trust which complies with the laws of the state in which the LLC is organized. 7.2 Security Interest in Member's Units as Collateral. A Member shall not be allowed to grant a security interest in his Ownership Units as collateral for a loan unless such Member- has previously obtained the written consent to do so from Members owning a Majority of the Ownership Units. Such security interest shall: (a) include only the Member's right to receive distributions; (b) not act in any way to encumber any LLC property; and (c) only encumber the Member's Ownership Units in the LLC. Such consent shall not be unreasonably withheld. In the event that a Member requests such consent, such Member shall pay all of the LLC's and remaining -Members' expenses incurred in determining whether consent should be granted, including but not limited to the costs for attorney fees, accounting fees, title reports, UCC reports, credit reports, review and verification of credit applications, document preparation, recording fees, if any. 7.3 Restriction on Sale. Except as otherwise specifically provided herein, this Agreement is personal to the Members, jointly and severally, and none of them, individually, jointly, as trustor, trustee, or beneficiary of a trust shall in any manner or by operation of law sell, exchange, assign, pledge, give, or otherwise transfer or encumber all or any part of any interest in this LLC without obtaining the prior written consent of Members owning a Majority of the Ownership Units of the LLC. Under this Agreement, the word "transfer"'means the voluntary or involuntary, direct or indirect, sale, transfer, license, sublease, inter vivos transfer, testamentary disposition, or other disposition of a Member's Ownership Units, including but not limited to any change in ownership as a result of divorce, insolvency, bankruptcy, operation of law or otherwise, and any change in ownership upon the death of a Member by will, declaration, transfer in trust, or under the laws of intestate succession of any state. It is expressly agreed by each Member that no Member shall make or enter into any agreement or contract with a third party or make any will, trust agreement, deed, or gift which would tend to amend, alter, abrogate the provisions, or act in contravention of the terms of this Agreement. The provisions of this Agreement shall be binding upon all persons claiming the rights of any Member, including but not limited to the spouse, heirs, personal representatives, administrators, trustees, trustors, creditors, and beneficiaries of any trust of any Member. Page 7 - SECOND RESTATED OPERATING AGREEMENT; LLC n:\wpdocsl58G17001Ucstatcd op ~/~2~030935 Mountain West Senior Housing ",~: .a ....n . 7.4 Events Requiring Sale of•Ownership'Units of a Member. The following shall govern voluntary and mandatory sales of LLC Ownership Units by Members: 7.4.1 Deadlock. If any disagreement shall arise among the Members creating a deadlock in decision making relating to the operations of the LLC thus hindering the ability to carry on the business of the LLC, the disagreement shall be resolved in accordance (with the Dispute Resolution Provisions of this Agreement. if any Member of this LLC is unwilling to abide by the . decision obtained through the dispute resolution process relating to a deadlock or otherwise, then such dissenting Member shall offer his Ownership Units in the LLC to the LLC and the remaining Members for the fair market value of such dissenting Member's Ownership Units without deduction . for minority status or lack of marketability. ~ . . ~ .. .. , 7.4.2 Desire to SelUDeath of a Member. If any Member desires to no longer be a . Member of t`he LLC or to sell such Member's Ownership Units, then such Member shall offer such Member's Ownership Units in the LLC to the LLC and the remaining.Members for the fair market value of such Ownership Units, without deduction for minority status or lack of marketability. Upon the death of any Member or the grantor of any trust that is a Member, the Ownership Units owned by such.Member shall be offered to the LLC and the remaining Members for the fair market value of such Ownership Units, without deduction for minority status or lack of marketability, unless such deceased Member has specifically provided for the distribution of such Member's ownership units to a surviving child or children pursuant to the terms of a validly executed will or trust. . 7.4.3 OtJier Events Requiring Sale. Upon the occurrence of any of the following events relating to any Member, such Member shall offer to sell his Ownership Units in the LLC to the LLC and the remaining Members for the fair market value of such Member's Ownership Units, with deduction for minority ownership and lack of marketability: (i) the Member makes an assignment for the benefit of creditors; (ii) the Member files a voluntary petition for bankruptcy; (iii)• the Member is adjudicated a bankrupt or insolvent; (iv) the Member files a petition or answer seeking for the Member any reorganization, arrangement for the benefit of creditors, composition of debts and assets, readjustment of debts and assets, liquidation of assets, or dissolution of marriage or similar relief under any statute, law, or regulation,•or any other event not otherwise mentioned in this Section 7.4. 7.5 Valuation of Ownership Units of a Member. In every instance involving the voluntary or mandatory purchase or sale of Ownership Units in this LLC, if the parties cannot agree on the fair market value with or without discount for minority ownership and/or marketability of the LLC Ownership Units of any Member whose Ownership Units must be voluntarily or mandatorily sold as described above, then the fair market value issue, with or without discount for minority ownership or marketability, shall be resolved in accordance with the dispute resolution provisions in this Agreement. The decision obtained through the dispute resolution procedure shall be binding on the parties. Such fair market value with or without discount, as the case may be, is referred to herein as the "Purchase Price". 7.6 Options to Purchase Ownership Units of a Member. In every instance involving the voluntary or mandatory purchase or sale of Ownership Units in this LLC and after the fair market value with or without discounts for minority ownership and/or marketability has been determined by agreement or through the dispute resolution procedure established in this Agreement, then: Page 8 - SECOND RESTATED OPERATING AGREEMENT; LLC n:lwpdocs\58G17001\restatcd op agr03.docUao Mountain West Senior Housing 5/2/0309 35 7.6.1 First Option to LLC. For a period not exceeding 60 days from the date a Purchase Price for the Ownership Units has been determined, the LLC shall have the option to purchase such Ownership Units, which option may be exercised by giving written. notice of the LLC's intent to purchase such Units at the Purchase Price which shall be paid pursuant to the terms provided in this Agreement to the transferring Member or the transferring Member's estate and shall be secured by the Membership Units so transferred. 7.6.2 Second Option to Non-transferring Members. If the LLC does not exercise its right to purchase Ownership Units as provided above, the remaining Members, jointly or severally, shall have the option to purchase all such Ownership Units at the Purchase Price determined pursuant to the terms of this Agreement. The rion-transferring Members. shall provide written notice of intent to exercise their aption at any time within 60 dais following the last date by which the LLC may give notice of its intent to exercise such rights. If more than one non- transferring Member desires to purchase all or any portion of such Ownership Units, such Ownership Units "shall be purchased by such non-transferring Members in proportions upon which~they agree or, in the absence of some other agreement among the non-transferring Members, in proportion to the existing Ownership Units of each non-transferring lvlember. 7.7 Payment-for Member's Ownershiu Units. The LLC or the remaining Members; as the case may be, in their sole discretion, shall choose one of the following methods for payment of the Purchase Price for a Member's Ownership Units purchased pursuant to this Agreement: 7.7.1 In cash within 30 days•of the exercise of the option to purchase; or 7.7.2 In monthly installments amortized over a period of 30 years, including interest on the unpaid balance at the rate of 7% per annum, with no penalty for prepayment. If such deferred payment is opted by either the LLC or the remaining Members, such Purchase Price shall be memorialized by an installment note of the LLC or the non-transferring, purchasing Members, payable to the transferring Member or the transferring Member's estate. The installment note shall be secured by the Ownership Units purchased by the LLC or the remaining Members, as the case may be; and the entire balance due on such installment•note shall be due and payable in full upon the sale of all or substantially all of the LLC assets unless the sale is part of a tax deferred exchange. . 7.8 Substituted Parties. Except in the case of permitted transfers defined in Section 7.1, upon any transfer of Ownership Units, the transferee shall not become a fully substituted Member with full membership rights unless and until: (a) the transferee is approved as a substitute Member by remaining Members holding all of the remaining Ownership Units; (b) the transferee delivers to the LLC any and all personal financial statements or other information requested by the LLC; (c) the transferee pays for any credit reports requested by the LLC; (d) the transferee pays for all legal documentation necessary to effectuate the transfer, including legal costs of the LLC; and (e) the transferee executes and deliv~ the ransfer andltooconfirm the agreement oftherperm ttedeassignee ~o counsel for the LLC to effec be bound by the provisions of this Agreement. 7.8.1 Upon any transfer of Ownership Units in which the transferee is not admitted as a substitute Member, the Ownership Units held by such transferee shall not include any right to participate in management of the LLC, including any right to vote, consent to, or approve any actions of the Manager and shall not include any right to information about the LLC, its operations or its financial condition. In addition, if the transferee is not admitted as a substitute Member, the Page 9 - SECOND RESTATED OPERATING AGREEMENT; LLC n:\wpdocsl58617001\restatcd op agrp3.docVao 5/2/0309.35 Mountain West Senior Housing transferee shall be allocated distributions for tax purposes, but the distribution of funds to such Member shall not be made. Such funds shall be held in a suspense account by the LLC until such time as such transferee is admitted as a substitute Member or upon dissolution of the LLC. Following any transfer to a transferee who is not admitted as a substitute Member, the transferring Member's power and right to vote or consent to any matters submitted to the Members to receive any distributions shall be terminated; and any Ownership Units of the remaining Members for purposes only of such votes, consents, and participation in management shall be proportionately increased until such time, if any, as such transferee becomes admitted as a substitute Member. 7.9 Failure to Exercise Option. If neither the LLC nor the non-transferring Members agree to purchase the Ownership Units of a Member who offers to or is required to offer to sell such Member's Ownership Units to the LLC and/or the remaining Members as provided above, the restrictions of this Agreement on transfer of such Ownership Units shall be removed; except that: (i) such Ownership Units shall not be sold or transferred in any way to any. third party for a purchase price less than the Purchase Price determined under the paragraph entitled Valuation of Ownership Units of a Member, (ii) such Ownership Units shall not be sold on terms more favorable to the purchaser than those provided in the paragraph entitled Payment for Member's Ownership Units, and (iii) the rights of the transferee of such Ownership Units shall be restricted as provided in the paragraph entitled Substituted Parties.in this Agreement, and (iv) if such Ownership Units are not sold by such Member within one (1) year of the determination of the Purchase Price pursuant to the provisions of this Agreement, then the provisions and restrictions of this Agreement relating to the transfer of Ownership Units shall apply, and the options of the LLC and the remaining Members shall be reinstated. ARTICLE 8 DISSOLUTION AND WINDING UP OF THE LLC 8.1 Dissolution. Except as otherwise provided in this Agreement, the LLC shall be dissolved: (a) at the time, if any, for dissolution specified in the Articles of Organization; (b) within four (4) years of the sale, transfer, or other disposition of all of the assets of the LLC unless otherwise agreed by the Members; (c) upon the agreement of Members owning more than 50% of the Ownership Units of this LLC. Provided, however, that, if such dissolution would constitute an event of default of any contractual obligation of the LLC, then the LLC shall not be dissolved. 8.2 Winding Up. Upon the dissolution of the LLC, the assets shall be liquidated as promptly as is consistent with obtaining their fair market value, and the proceeds shall be applied and distributed and allocated as promptly as is commercially reasonable in the following order: 8.2.1 To the payment and discharge of the expenses of liquidation. 8.2.2 To the payment and discharge of all of the debts and liabilities of the LLC to persons or organizations other than Members. 8.2.3 To the payment and discharge of any debts and liabilities to Members. 8.2.4 To preferred Members, if any, in the amount of the positive balances in their respective capital accounts on the date of distribution. If the amount available for such distribution to the preferred Members is insufficient to bring all of their positive capital account balances to zero, then payment shall be made on a pro rata basis to all the preferred Members in the same proportion Page 10 - SECOND RESTATED OPERATING AGREEMENT; LLC n:\wpdocs15RG17001\restatcd op agr03.docVao Mountain West Senior Housing 52/0309:35 that the positive balance in the capital account of each preferred Member bears to the aggregate - amount of the positive balances in the capital accounts of all preferred Members. ,8.2.5 To the Members in the amount of the positive balances in their respective capital accounts on the date of distribution. If the amount available for such distribution .to the Members is insufficient to bring all their positive capital account balances to zero, then payment shall be made on a pro-rata basis to all the Members in the same proportion that the positive balance in the capital account of each Member bears to the aggregate amount of the positive balances in the capital accounts of all Members. 8.2.6 Any proceeds remaining shall be distributed to the- Members,~~ including preferred; Members on a pro rata basis to all such Members in the proportion to their Ownership Units. ARTICLE 9 INDEMNIFICATION .9.1 Indemnification. To the fullest extent permitted under the law of the state of organization of the LLC, as such law exists or may hereafter be amended, the LLC shall defend, indemnify, and hold harmless each Member and/or Manager of the LLC against any and all claims and liabilities to which such Member and/or Manager has or shall become subject by reason of serving or having served as such Member and/or Manager or by reason of any action alleged to have been taken, omitted, or neglected by such Member and/or Manager. The LLC may provide indemnification to employees and agents of the LLC. The indemnification provided in this Section shall not be exclusive of any other rights. to which any person may be entitled under statute, agreement, resolution, contract, or otherwise. 9.2 Limitation of Liability. Members managing the LLC shall not be liable to the LLC or its Members for monetary damages or otherwise for conduct as Member and/or Manager except to the extent that the Limited Liability Company Act of the state in which this LLC was organized, as it now exists or may hereafter be amended, prohibits elimination or limitation of Manager or Member liability. No repeal or amendment of this Section of this Agreement or of the Limited Liability Company Act of the state in which this LLC was organized shall adversely affect any right or protection of a Manager or Member for actions or omissions prior to the repeal or amendment. ARTICLE 10 AMENDMENTS 10.1 , By Members. The Members may amend or repeal the provisions of this Agreement by unanimous agreement of the Members set forth in writing or by unanimous action taken at a meeting of Members called for that purpose. This Agreement may not be amended or repealed by oral agreement of the Members. Page 11 -SECOND RESTATED OPERATING AGREEMENT; LLC n:\wpdocs\58617001\restated op aB ~ 3~9 3S Mountain West Senior Housing ARTICLE 11 MISCELLANEOUS 11.1 Additional Documents. Each Member shall execute such additional documents and take such actions as are reasonably requested in order to complete or confirm the transactions contemplated by this Agreement. 11.2 Dispute Resolution. In the event there is any dispute or deadlock between or among the .parties-to~this Agreement relating in an_y_way to this Agreement, the LLC itself, the business or operation of the LLC, or the Articles of Organization of the--~::L=C;,the~parties must mediate such dispute or deadlock before commencing any legal action. No party to this Agreerrr~n can~bring legal action or demand mandatory arbitration against another party to this Agreement without first participating in mediation, unless one party refuses to submit to mediation and legal action is brought to specifically enforce this mandatory mediation provision of this Agreement. The mediator's charges and expenses shall be split by the parties on a 50/50 basis. Mediation fees and costs do not include each party's attorney fees and costs. Each party shall be responsible for his own attorney fees ands costs at mediation. Should the dispute not be resolved by mediation, the parties agree to submit any dispute arising between the parties relating in any way -to this Agreement to binding azbitration. The standard used by the arbitrator in resolving disputes will be reasonable business practices in similar businesses, taking into account tax implications. If the dispute goes to azbitration, the prevailing party will be entitled ~to its attorney fees and costs incun-ed in the.azbitration process. The decision of an arbitrator will be final and not subject to any appeal and will be enforceable in a court of competent jurisdiction.) 11.2.1 Dispute Resolution in the Event of a Deadlock. In any instance in which there are insufficient votes to approve or disapprove any actual or proposed action or inaction of the LLC, the Members and Managers agree that such decision shall be referred to the dispute resolution procedure described above; and the standard for decision making to be applied by the arbitrator shall be the reasonable business practices in a similar business in the community, taking into account tax implications. In such event, the LLC shall pay all costs of mediation and arbitration. The decision of the arbitrator shall be final and not subject to any appeal and shall be enforceable in a court of competent jurisdiction. Oregon. 11.3 Governing Law. This Agreement shall be governed by the laws of the State of 11.4 Headings. Headings in this Agreement are for convenience only and shall not affect its meaning. 11.5 Severability. The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of the remaining provisions. 11.6 Third-party Beneficiaries. The provisions of this Agreement are intended solely for the benefit of the Members and shall create no rights or obligations enforceable by any third party, including creditors of the LLC, except as otherwise provided by applicable law. 11.7 Representation of Counsel. This Agreement was prepared by Garrett, Hemann, Robertson, Jennings, Comstock & Trethewy, P.C., which represents the LLC, only, in this matter. Although the law firm has or may have represented one or more of the Members of the LLC, it is not Page 12 - SECOND RESTATED OPERATING AGREEMENT; LLC n~\wpdocs\58G17001\restated op agr03.docUao Mountain West Senior Housing 52/0309 35 representing any such Member, individually or jointly, in the preparation of this Agreement. Each Member of this LLC acknowledges that such Member has been advised of these facts and has the right to and is encouraged to seek independent legal counsel of such Member's choice regarding such Member's rights and obligations, individually and as trustees, under this Agreement. Each Member acknowledges each Member's right to negotiate the terms of this Agreement and agrees that, although this Agreement was drafted by the attorneys for the LLC, it shall not be interpreted or construed against any party. Lawrence E. Tokarski Revocable Living Trust dated June 11,1996, as to 750 Unites By: ' wrence E. Tokarski, Trustee (Date) _ . Kelley Hamilton and Janet Tovar Hamilton Trust dated November 29, 2002, as to 750 Units By: ~~` ~J Ke ey. D. amilton, Trustee (Date) Page 13 - SECOND RESTATED OPERATMG AGREEMENT; LLC n:\wpdocs~58617001\restatcd op ~ 5 ~ 309:35 Mountain West Senior Flousing ' ., ! i. za ` ' • APPENDIX 6:3 6.3.1 Adjusted Capital Account Defrcit means a deficit balance in any Account at the end of any fiscal year, after adjustment to reflect any Adjustment l that the deficit exceeds the amount of a member's shares of Company Minimum Non-recourse Debt minimum Gain (if any) that the Member is deemed to be o pursuant to Treasury Regulation §§ 1.704-2(g)(1) and 1.704-2(i)(5). 6.32 Adjustment Items means adjustments, allocations, and disc Treasury Regulation §§1.704-1(b)(2)(ii)(d)(4), (5), and (6). 6.3.3, Capital Account means the account maintained for each Section 2.5. nber's Capital to the extent ~ and Member ted to restore described in ber pursuant to 6.3.4 Coinparry Minimum Gain means as of any date, the amount of gain, if any, that would be recognized by the Company for federal income tax purposes, as if it disposed of property in a taxable transaction on that date in full satisfaction of any non-recourse liability secured by the properly, computed in accordance with Treasury Regulation §1.704-2(d)(1). • 6.3.5 Member Non-recourse Debt has the same meaning as "partner non'-recourse debt" set forth in Treasury Regulation § 1.704-2(b)(4). 6.3.6 Member Non-recourse Debt Minimum Gain means an amount, with respect to each Member non-recourse Debt, equal to the Company Minimum Gain that would result if such Member Non-recourse Debt were treated as anon-recourse Liability, determined pursuant to Treasury Regulation § 1.704-2(i)(2) and (3). 6.3.7 Member Non-recourse Deductions has the same meaning as "partner non-recourse deductions" set froth in Treasury Regulation §1.704-2(i)(2). The amount of Member non-recourse Deductions with respect to a Member non-recourse Debt for a Company fiscal year equals the excess, if any, of (A) the net increase, if any, in the amount of the Company minimum Gain attributable to such Member Non-recourse Debt during the fiscal year over (B) the aggregate amount of any distribution during the fiscal year to the Member that bears the economic risk of loss for such Member Non-recourse Debt to the extent the distributions are from proceeds of the Member Non- recourse Debt and are allocable to an increase in Member Non-recourse Debt Minimum Gain attributable to the Member Non-recourse Debt, determined pursuant to Treasury Regulation §1.704- 2(1). 6.3.8 Non-recourse Deductions has the meaning set forth in Treasury Regulation §1.704- 2(c). The amount ofNon-recourse Deduction for a Company fiscal year equals excess, if any, of the net increase, if any, in the amount of Company Minimum Gain during that f scal year over the aggregate amount of any distributions during that fiscal year of proceeds of a noon-recourse Liability that are allocable to an increase in Company Minimum Gain, determined pursuant to Treasury Regulation § 1.704-2(c). 6.3.9 Non-recourse Liability has the meaning set forth in Treasury Regulation §1.704- 2(b)(3). Page 14 - SECOND RESTATED OPERATING AGREEMENT; LLC n.\wpdocs\SRfi17001\restated op agr03.docUao Mountain West Senior Housing 52/0309:35 6.3.10 Limitations on Allocations of Loss. In no event will any Company loss or deduction, or item thereof, be allocated to any Member to the extent that the member has, or would have as a result of the allocation, an Adjusted Capital Account Deficit in the Member's Capital Account as of the end of the Company taxable year to which the allocation relates. Any loss or deduction, the allocation of which to a Member is disallowed by the foregoing restriction, will be reallocated to those Members who do not have an Adjusted Capital Account Deficit as of the end of such taxable year. 6.3.11 Comparry Minimum Gain Chargeback. If there is a net decrease in Company Minimum Gain during any Company taxable year, each Member will ~be specially allocated, before any other allocation of Company income, gain, loss, or deduction fot~the taxable year, items of Company income and gain for the taxable year (and, if necessary, subsequent years) in proportion to and to the extent of an amount equal to each Member's share of the net decrease in Company Minimum Gain determine in~ accordance with Treasury Regulation § 1.704-2(g)(2). This Paragraph is intended to comply with and will be interpreted consistently with the "minimum gain chargeback" provisions of Treasury Regulation §1.704-2(f). 6.3.12 Member Non-recourse Debt Minimum Gain Chargeback. Notwithstanding any other provision of Article b of the Agreement or this Appendix 6.3, except paragraph 6.3.11. of this Appendix, if there is a net decrease in Member Non-recourse Debt miritmum Gain attributable to a Member Non-recourse Debt during any taxable year of the Company, each Member who has a share of the Member non-recourse Debt Minimum Gain attributable to such Member Non-recourse Debt, determined in accordance with Treasury Regulation §1.704-2(i)(5), will be specially allocated items of Company income and gain for such year (and, if necessary, subsequent years) in an amount equal to such Member's share of the net decrease in Member Non-recourse Debt, determined in accordance with Treasury Regulation § 1.704-2(i)(4). Allocations pursuant to this Paragraph 6.3.12 will be made in proportion to the respective amounts required to be allocated to each Member pursuant thereto. The items to be so allocated will be determined in accordance with Treasury Regulation § 1.704- 2(1)(4). This Paragraph 6.3.12 is intended to comply with, and will be interpreted consistently with, the partner non-recourse debt minimum gain chargeback provisions of Treasury Regulations §1.704- 2(1)(4) 6.3.13 Qualified Income Offset. Notwithstanding any other provision of the Agreement or this Appendix except Paragraphs 6.3.11 and 6.3.12 of this Appendix 6.3, in the event any Member for any reason receives an Adjustment Item for any fiscal year that results in an Adjusted Capital Account Deficit for that Member, the Member will be specially allocated items of Company income and gain (consisting of a pro rata portion of each item of Company income, including gross income, and gain for the year) in an amount and manner sufficient to eliminate the Adjusted Capital Account Deficit, if any, created by such Adjustment Item as quickly as possible. This Paragraph 6.3.13 is intended to comply with the "qualified income offset" requirements of Treasury Regulation §1.704- 1(b)(2)(ii)(d) and will be interpreted and applied consistently therewith. 6.3.14 Offsetting Allocations. Any special allocations of items of income, gain, loss, or deduction pursuant to Paragraphs 6.3.11, 6.3.12 or 6.3.13 of this Appendix 6.3 will be taken into account in computing subsequent allocations of Company income, gain, loss or deduction pursuant to Article 6 so that the net amount of any items so allocated and all other income, gain, loss, deductions, and items thereof allocated to each Member pursuant to Article 6 will, to the extent possible, be equal Page 15 - SECOND RESTATED OPERATING AGREEMENT; LLC n:\wpdocs\58617001\restatcd oP a Sn~0309:35 Mountain West Senior Housing ..~•, a ... , ..~. , . W~, ., , to the net amount that would'have lieen`a'llocated"to-'eacfi ~Ivlember pursuant to allocation had not occurred. 6.3.15 Allocations with respect to Contributed or Revalued Property. N other provision of Article 6 of this Agreement, in the event Internal Revenue Co or IRC §704(c) principles applicable under Treasury Regulation § 1.704-. allocations of Company income, gain, -loss, or deductions for income tax purl different than otherwise provided in Article 6 of this Agreement, the provisions c the regulations thereunder will control such allocations among the Members for in Any item of income, gain, loss, and deduction with respect to any properly (other been contributed to the Company by a Member or that has been revalued fc purposes under this Agreement pursuant to Treasury Regulation §1.7®4-1~(b)(2 required or permitted to be allocated to such Member for income tax purposes un~ as to take into account the variation between the tax basis of such contributed of and its .fair market value at the time of its contribution or revaluation will be income tax purposes in the manner so required or permitted under IRC §704(c; described in Treasury Regulation § 1.704-3 (or any successor regulation) selected t Page 16 - SECOND RESTATED OPERATING AGREEMENT; LLC Mountain West Senior Housing 6 if the special Itwttnstanamg any e ("IRC") §704(c) (b)(2)(iv) require ~oses in a manner f IRC §704(c) and ;ome tax purposes. than cash) that has • Capital Account (iv) and which is ler IRC §704(c) so revalued property llocated solely for using the method y .the Manager. I I 1 I n-\wpdocs\586170U1\r'cstatcd op agr03.docUao 5/2/0309:35 AGENDA ITEM # 8 CITY OF YELM ORDINANCE N0.782 AN ORDINANCE of the City of Yelm, Washington, approving a mod'rfication to the final assessment roll for Local Improvement District No. 1. WHEREAS, the final assessment roll for Local Improvement District No. 1 ("LID No. 1") in the City of Yelm, Washington (the "City's was confirmed by Ordinance No. 674 on September 24, 1999; and WHEREAS, one or more property owners within LID No. 1 have applied for a transfer of certain assessments within L1D No. 1, as shown in the executed Agreement delivered to the City, a copy of which is attached'hereto as Exhibit I; and r WHEREAS, based on the representations and information set forth in said Agreement, the City Council agrees that the proposed transfer of assessments should be approved; NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF YELM, WASHINGTON, DO ORDAIN AS FOLLOWS: . Section 1. The Agreement, attached hereto, as Exhibit I is hereby approved. The City Council hereby finds that the value of each of the parcels as shown on Exhibit B in the Agreement is at least equal to the assessment proposed to be levied thereon. The transfer of the assessments as shown on Exhibit B to the Agreement is hereby approved. . Section 2. This Ordinance shall be in full force and effect five days after its passage and publication as provided by law. PASSED by the Council of the City of Yelm, Washington at its regular meeting on the 9th day of July, 2003. CITY OF YELM, WASHINGTON Adam Rivas, Mayor Attest: Agnes P. Bennick, City Clerk Approved as to Form: Bond Counsel, Preston Gates & Ellis LLP PASSED AND APPROVED: PUBLISHED: Exhibit I -Ordinance No. 782 City of Yelm Local Improvement District No.1 Agreement with Respect to Certain Assessments 1. The City of Yelm confirmed the final assessment roll for Local Improvement District No. 1 "LID NO. 1" by Ordinance No. 674 on September 29, 1999. 2. Bev Malan, hereinafter referenced as the "Original Owner', represents and warrants that they are the sole, lawful owner of the following-described property located in Thurston County, Washington, hereinafter referred to as the "Original Assessment Parcel°: The West 99.18 feet of the South Half of the Northeast Quarter of the Southeast Quarter of the Southwest Quarter of Section 13, Township 17 North, Range 1 East, W.M. At present, there is a principal amount of twenty thousand, four hundred nineteen dollars and twenty seven cents ($20,419.27) remaining with respect to this Original Assessment Parcel. Attached hereto as Exhibit A is a copy of a title report confirming ownership of the Original Assessment Parcel in the Original Owner as of April 1, 2003. 3. The undersigned, on behalf of the City Clerk-Treasurer, hereby confirms that the current assessment roll for LID No. 1 identifies the Original Owner as the owner of the Original Assessment Parcel as of April 1, 2003. 4. The Original Owner and Hollamer Investments LLC and MWSH Yelm LLC, hereinafter referred to as the "New Owners°, hereby agree that a portion of that assessment referenced hereinabove shall be transferred and relevied on the New Owners in the manner described in Exhibit B. Page 1 of 4 5. Attached hereto as Exhibit C is a copy of a commitment for title insurance showing ownership of the New Owners Parcel in the New Owner. Attached hereto as Exhibit D is written evidence of the authority of Lawrence E. Tokarski to sign as manager, for and on behalf of MWSH Yelm LLC and written evidence of the authority of Mike Edwards to sign as manager, for and on behalf of Hollamer Investments LCC. 6. The Community Development Director has reviewed this Agreement and its Exhibits, and confirms that the parcels as described therein are not land-locked -nor. do they contain any wetlands situated ._a~d states that he has reviewed the appraisal information provided by the New Owners. 7. The City Clerk-Treasurer has reviewed this Agreement and its Exhibits, including specifically the new allocation of the subject assessments, and confirms that the values of the parcels encumbered are at least equal to the unpaid principal balances of the assessments so allocated. The Original Owner and the New Owners hereby agree that immediately upon adoption of an Ordinance by the City Council of Yelm approving this Agreement, the assessments for LID No. 1 shall be as shown on Exhibit B. Said parties hereby warrant that all previously billed assessment installments levied upon the Original Assessment Parcel have been satisfied and the account is paid current, including principal, interest and penalties. This Agreement shall be effective and binding upon each of the said parties upon their respective signing of this Agreement. // Page 2 of 4 ORIGINAL OWNER: Bev Malan NEW OWNERS: Date ~~ L. Lawrence E. Tokarski Date MWSH Yelm LLC Mike Edwards Hollamer Investments LLC CITY CLERK-TREASURER: Date Agnes P. Bennick, City Clerk Date CITY ADMINISTRATOR: Shelly A. Badger, City Administrator Date Page 3 of 4 STATE OF WASHINGTON COUNTY OF ss. On this ,day of , 2003, before me personally appeared Bev Malan, that executed the within and foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said person/company, for the uses and purposes therein mentioned, and on oath stated that he/she was authorized to execute said instrument. IN WITNESS WHEREOF, I fiave hereunto set my hand and_ affixed my Official Seal the clay and year first above written. Notary Public in and for the State of Washington, residing at My commission expires STATE OF WASHINGTON COUNTY OF ss. On this ,day of , 2003, before me personally appeared Mike Edwards, that executed the within and foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said person/company, for the uses and purposes therein mentioned, and on oath stated that he/she was authorized to execute said instnument. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my Official Seal the day and year first above written. Notary Public in and for the State of Oregon, residing at expires Page 4 of 4 My commission STATE OF OREGON ) ss. COUNTY OF Qom!-~~~ ) On this o~ ay of , 2003, before me . personally appeared Lawrence E. a ki, that executed the within and foregoing . instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said persoNcompany, for the uses and purposes therein. mentioned, and on oath stated that he/she was authorized to execute said instrumen~. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my Official Seal the day and year first above written. , OFFICIAL. SEAL Notary Public i and for the State of Oregon, DAWN M HUTSON NOTARY PUBLIC -OREGON residing a My commission COMMI SSI ON ~ N0.366569 . MY COMMISSION EXPIRES APR. 6, 2007 expires ~ Page 5 of 1 EXHIBIT A Title Report Relative to the Original Owner's Original Assessment Parcel. EXHIBIT B Legal Description of Properties subject to assessment and the Dollar Amount of Assessments Allocable Thereto. 1. The Original Assessment Parcel owned by the Original Owner, being identified at the time of the LID Assessment as tax parcel 21713340106 shall retain no Equivalent Residential Units ("ERUs") and shall remain liable for and subject to no principal amount ($0.00). 2. Fourteen (14) ERUs and the remaining pnnciple balance of twenty thousand, four hundred nineteen dollars and twenty seven cents ($20,419.27) of the base assessment shall be transfer-ed and relevied against following described New Owner's real property (tax parcel number 21724120404) hereinafter referenced as the "New Owner's Parcel": Parcel B of Boundary Line Adjustment No BLA-008257 YL, as recorded October 10, 2000, under recording No. 3317913, records of Thurston County Auditor; Situate in the City of Yelm, County of Thurston, State of Washington. 3. Attached hereto as "Exhibit B -Attachment One" is evidence that the New Owner's Parcel has a market value of not less than the twenty thousand, four hundred nineteen dollars and twenty seven cents ($20,419.27) assessment principle balance being transferred thereto under this Agreement. EXHIBIT B-ATTACHMENT ONE Evidence of Appraisal of Value of the New Owner's Parcel. EXHIBIT C Title Report Relative to the New Owners Parcel. EXHIBIT D Evidence of Authority of Lawrence E. Tokarski to sign on behalf of MWSH Yelm LLC and evidence of authority of Mike Edwards to sign on behalf of Hollamer Investments. EXHIBIT A Tale Report Relative to the Original Owner's Original Assessment Parcel. 1 At'~'43 31414 After recording return to: Mike Malan and Bev Malan won, V.. L.. ul..l.. , . ~~ Pl7 ~6ox 7 N? Yelm, WA 98597-9480 of Legal Description (abbreviated): Parcel A oP Boundary Line Adjustment BLA 0249 Additional Legal on page: Assessor's Tax Parcel ID#: 21713340106 and r Reference: QUIT CLAIM DEED THE GRANFOR(5),Frederick LKolilis, II ,for and in consideration of to create separate property conveys and quit dalms to eev Malan, a married woman, as her separate estate the following described real estate, situated in the County of Thurston, State of Washington, together with all after acquired title of the Grantor(s) therein: See Exhibit A attached hereto. Dated: March 25, 2003 ~,, F ederick L. Kolilis, II State of Washington :.~~a°~ County of _~, ~,/~ lI n On this ~~ day of IV l lf(~y~ ~D~ before me personally appeared Frederick L. Kolilis, II to me known to be the individual(s) 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. offiaal seal-tihe day and year last above written. Notarj+ Public Residing at-~ My Appointm~ Quit Claim Deed WA 10.31 00 T6lustoa Cotm>jy Real Palace Excise Tat p By ~--~.~- pbPutY SS: ~a~~i v``r >>, '.,~. m' i ~: i ~ti~ ^ ~'%1.i1'ili~ __' Transnation Titlc Insornncc Company LPB-12 (7/97) i~iiA~iiiuui~iu~widiuuiiAUiui~iuAn~:=~:,.. Order No.: 10109645 Page 2 of 2 legal Description Statutory Warranty Deed dated March 25, 2003 EXHIBIT A. Parcel A of Boundary Line Adjustment 8LA 0249 described as follows: Lot 4 of Short Subdivision No. 8013, recorded under A.F. Na. 8408140029 Records of Thurston County, Washington; AND ALSO the West 99.18 feet of the South half of the Northeast quarter of the Southeast quarter of the Southwest quarter of Section 13, Township 17 North, Range 1 East, W.M. Initial-. Initials: IIIIIIIIIIIItlNII~IIIQIIIIIIIIIIIIIIIIIIIIIIVB d';: `::. EXHIBIT B Legal Description of Properties subject to assessment and the Dollar Amount of Assessments Allocable Thereto. 1. The Original Assessment Parcel owned by the Original Owner, being ident'rfied at the time of the L1D Assessment as tax parcel 21713340106 shall retain no Equivalent Residential Units ("ERUs") and shall remain liable for and subject to no principal amount ($0.00). ~~ ~ 2. Fourteen ~14) ERUs and the remaining principle balance of twenty thousand, four hundred nineteen dollars and twenty seven cents ($20,419.27) of the base assessment shall be transferred and relevied against following described New Owner's real property (tax parcel number 21724120404) fiereinafter referenced as the "New Owner's Parcel": Parcel B of Boundary Line Adjustment No BLA-008257 YL, as recorded October 10, 2000, under recording No. 3317913, records of Thurston County Auditor; Situate in the City of Yelm, County of Thurston, State of Washington. 3. Attached hereto as "Exhibit B -Attachment One" is evidence that the New Owner's Parcel has a market value of not less than the twenty thousand, four hundred nineteen dollars and twenty seven cents ($20,419.27) assessment principle balance being transferred thereto under this Agreement. EXHIBIT B- ATTACHMENT ONE Evidence of Appraisal of Value of the New Owner's Parcel. Thurston County Property Inquiry SPL Page J of 1 Valu Propert ~z aa7 'Use these buttons to display different information for this property ' New Search 'basic Into -Values Structures 'Permits 'Sales 'Feedback 'Map Into ' ' Value Information ~ ~ Tax Yeah 2003 2002 2001 2000 7,999 1998 Assessment 2t~o2 2001.: ~ ~ 2000 1999 ~ 1993 1997 Year Market Value Buildings Market Value Land $76,550 $76,550 $49,800 $74,100 $74,100 $74,100 Market Value Total $76,550 X76,550 $49,800 X74,100 $74,100 ~ $74,100 Please Bole: Current year t adjuetr~nen~ forte Pprovth~e p~n~a~sso~ment year market value, less Exemption Information . . Active exemptions: Ncne Office of the Assessor P~itricia Costello, Assessor Zoao Lakerldge Drive SW -Olympia, wA 98502 Customer Service (360)786-5410 -- Fax (360)754-2958 -- TpD (360)754-2933 http9.//forness.wa.gov/thurstoz~co/propinfo/propsgl/value.asp?fe=-PS&pn=21724120404 03/19/2003 EXHIBIT C Title Report Relative to the New Owners Parcel. 9 JUE~'~3 g1-24~g ~~~~z~©~ ~~~ ~~~~~ 3~~a ,~~ moo ~~iS ~ , After recording, return to (File No. 52530073) ~ ~ Theresa M. Wade P.O. Box 749 ~ " " Salem OR 973b8-0749 ~~ STATUTORY WA~tRANTY DEED (Special) Grantor(s): Hollamer Investments, L.L.C., a Washington limited liability company Grantee(s): lY~'WSH Xelm LLC, a Wac~~on limited liability company Abbreviated Legal: Parcel B of boundary line adjustment No. BLA-008257~`L as recorded October 10, 2000, under Thurston County Auditor's File No_ 3317913 Additional Legal(s) on page: Page 2 Assessor's Tax Parcel Numbez(s): 21724120404 TIC GRANTORS, Hollamer Investments, LZ.C, a Washington limited liability company, for and in consideration of the sum of $225,000.00, conveys alld wazrants tv MWSH Yelm LLC, a Washington limited liability company, Grantor's undivided 47.$723% interest in the following descn`bed real property, situated in the County of Thurston, State of 'Washington: That real property commonly lcno~xrn as Ta~c Parcel No. 21724120404 consisting of 2.7 acres, more or less, as depicted in B:ihibit I attached hezeto, located in the City of Yelm, County of Thurston, State of Washington, and legally descn~bed as follows: Parcel B of boundary line adjustment No. BLA-008257YL as recorded October 10, 2000, under Thurston County Auditor's l;ile No. 3317913. SUBJECT TO: All restrictions. covenants, liens and encumbrances of record. Pa_e 1-STATUTORY WARRt1.NTY DEED (Special) n:\.vpdotsli2530073~warr dad-hoUama-dnc~.lan 3540010 1111 1111111111 06 09.2003 0420H~ IIII I lliill 111111111 111111111 (111111 II III TRfaNSNRTION TITLE INSUR 0 520.00 Thurston Co Uv DATED this ,_,~? _ d of , 2003. HoDamer Investments, L.L.C., a Washington limited liability company By: ~ M_ D• Edwards, Manager ~ - ~ _- STATE OF WASI~INGTON - ) } ss. - County of Thurston ) . - I certify that I know or have satisfactory evidence that M. D. Edwards is the person acknowledged that he signed this instrument on oath stated that he was authorized_to execute the instnuent and acknowledged it as the Manager of Hallamer Imrestments, L.L.C., a Wasliirrgton limited liability company, to be the free and voluntary act of such party for the uses and purposes mentioned in the instntment< N®~'.~i.saY I'LTBLZC State of Washington .iENtl(=ER c. GHr~isTENS~N Cammisslon Expires ?AARCH 10, 2005 Residing at ~i-n. Gt. My appointment expires ~Jro~oS pa?e 2 -STATUTORY WARRANTY DEED (Svecial) n:~wvdOCS~52530073~warr dccd-hntlamcr Anc~lan 1llll 35x0010 1111111111111 as a9~,znD~ oazoap 1111111111 I 111111111111111111 111111 11 TRANSNaTION TZTLE IN5UR D 520.00 Thurston Co Ua 1~Q 1"~--~ ~y ~J G~ Ci --- Title . EXHIBIT D Evidence of Authority of Lawrence E. Tokarski to sign on behalf of MWSH Yelm LLC and evidence of authority of Mike Edwards to sign on behalf of Hollamer Investments. t ~~ ®PE~T]CI~TG-~AG-R~~l~El~TT of I~~''VVS~ ~~LI~ ~I~C Prepared by George M. Jennings and Jada A. Salinas Garrett, Hemann, Robertson, Jennings, Comstock & Trethevcry, P.C. 1011 Commercial Street N.E. P.O. Box 7~9 Salem OR 97308 OPERATING AGREEMENT OF MWSH Yelm LLC, a Washington limited liability company The undersigned Members, desiring to form a limited liability company under Washington Limited Liability Company Act, hereby agree as follows: ARTICLE 1 ~~ FORMA.TION ~: 1.1 Name. The name of the limited }lability company (the "LLC' is MWSR YELM LLC. 1.2 Certificate of Formation. A Certificate of Formation was filed with the Washington Secretary of State on March 3, 2003. 1.3 Effective Date. The effective date of adoption of the OperatingAgreement ("Agreement's of MWSH Yelm LLC is March 3, 2003. 1.4 Federal Employee Identification Number. The federal employee identification number (EIl~ assigned to the LLC is 86-1053016. 1.5 Duration. The LLC shall continue until terminated as provided in this Agreement or under Washington law. _ 1.6 Principal Place of Business. The principal office of the LLC shall initially be located at 245 Commercial Street S.E., Suite X00, Salem, Oregon 97301. The Members may relocate the principal office or establish additional offices from tune to time. 1.7 Registered Office and Registered Agent. The LLC's initial registered office shall be at 1501 Eldridge Avenue, Bellingham, Washington 98225, and the name of its initial registered agent at such address shall be David B. Anderson. 1.8 Management of LLC. The LLC shall be managed by a Manager or Managers. 1.9 Pumoses and Powers. The LLC intends to acoluire real property for and develop and construct an assisted living and congregate care facility located in Yelm, Washington, and further described on the attached Exhibit 1.9. This general undertaking of the LLC will be referred to in this Agreement as `'the Project". This LLC shall be a single-asset entity; provided, however, that the LLC may have more than one asset and may engage in any lawful business permitted under Washington law or the laws of any jurisdiction in which the LLC may do business if to do so does not constitute a breach of any contractual, trust deed, note, mortgage, or other obligation of the LLC. Pa_'e 1 - OPERnTING nGRGEMFNT: MWSFf Yehn LLC n `upJ~~cs'~3f,~fNtftF,r,p-a~~t-m~~~h-}•cim-0'_ d~~cu~s 1.10 Title to Property. All LLC property shall be owned by the LLC as an entity, and no Member shall have any ownership interest in such pxoperty in the Member's individual name or right, and any Member's interest in the LLC shall be personal property for all purposes. Except as otherwise provided in this Agreement, the LLC shall hold all LLC property in the name of the LLC and not in the name or names of any Member or Members. Except as otherwise provided in this Agreement, the LLC shall hold all LLC property in the name of the LLC and not in the name or names of any Member or Members. ARTICLE 2 MEMBER CONTRIBUTIONS AND INTERESTS 2.1 Initial Contribution. '~ Each of the Members agree to make the following contributions, receive the following Ownership Units, and have the following initial capital accounts: =Member Name Contribution ~ Ownership % Capital Units ~ Account Lawrence E. Tokarslci _ Revocable Living Trust •dated June 11,1996 Kelley D. Hamilton and Janet Tovar- Hamilton Trust dated November 29, 2002 A bundle of contract rights, development concepts and reputation. A bundle of contract rights, development concepts and reputation. 4,950 49.x% $4,950 4,950 49.5% $4,950 Mountain West Senior Housing LLC ("MWSH") A bundle of contract rights, development concepts and reputation. 100 ~ 1.0% $ 100 TOTAL ~ 10,000 100% $10,000 ~~ 2.2 Certificates of Ownership Units. Each Member shall receive a Certificate of Ownership indicating the Ownership Units owned by each Member. 23 Other Business of Members. Any Member may engage independently or with • others in other business and investment ventures of every nature and description and shall have _ no obligation to account to the LLC for such business or investments or for business or ``investment opportunities. Y 2.4 Additional Contributions. ~ In addition to the capital contributions listed above. additional capital contributions shall be accepted from existing Members only if all the Members unanimously approve and set the maximum total amount of the additional capital contributions. If the Members do so, the Members shall make additional capital contributions on a pro-rata ~~' basis in proportion to their Ov~-nership Units. 2.~ No lnterest on Capital Contributions. No interest shall be naid ' nn capital contributions; ho~~~ever, preferred members may recei~•e preferred distributions. Pa~~e ? - OPERATING AGREf_~'(f;N"i'; M~'~'Sf-( 1'clm LLC n «pd~~cri;SG?pQ06 np-a_•t-m~s~i~-vcim-U'_ d~~c•c~~ G/l,'OiI~ ~j fy~t' ;~,"• 1 - i • 2.6 Capital Accounts. The LLC shall establish and maintain capital accounts with respect to each Member in accordance with the rules found in Treas. Reg. Section 1.704-1(b). - ARTICZE 3 MEMBER MEETINGS ' i 3.1 Annual Meeting. An annual meeting of the Members may be held at a time, date and place specified by the Manager(s) and communicated by notice to the Members. At such annual meeting, the Members shall transact all business, which is properly brought before the meeting. ~ - 3.2 ~ecial Meetines. A special meeting of Members shad be held if the Manager(s) requests such meeting by providing notice of the time, date, place and purpose of the meeting to the Members. A special meeting of Members shall be held if any member request such meeting by signing, dating and delivering to the LLC's registered office a written demand for the meeting, which describes the purpose or purposes for which such meeting,is to be held. All special meetings shall be held at a time, date and place designated by the Manager(s) specified in the notice of this special meeting prepared by the Manager(s). In the event of a Member requested special meeting, the Manager(s) shall set the date of such meeting knot more than 30 days after receiving notice of the Member's request. 3.3 Notice of Meetin>;. Notice of the time, date and place of each' Member meeting shall be mailed to each Member not earlier than 60 days nor less than 10 days before the meeting date. The notice must include a description of the time, date, place and purpi se for which the meeting is called. , 3.4 Record Date. The persons entitled to notice of and to vote at a~ Member meeting and their respective ownership interests shall be determined on the date on which the notice of the meeting was first mailed or otherwise delivered to Members (the record date). 3.5 uorum. The presence, in person or by proxy, of Members holding at least 50% of the Ownership Units shall constitute a quorum. ~ 3.6 Proxies. A Member may be represented at a meeting by a person or entity holding such Member's written proxy. 3.7 Votin . On each matter requiring action by the Members, each Member shall be entitled to one vote for each Ownership Unit. Whenever the phrase "Maj orityi of the Members" or "Majority of the Ownership Units" is used in relation to voting; it means tike decisio:~ voted ors requires the affirmative vote of more than ~0% of the OwTnership Units. Unless otherwise provided in this Agreement, all matters requiring action by the Members shall be approved by vote of a Majority of the Ownership Units. - 3.8 Meeting of all Members. Notwithstanding any other provision of this Operating Agreement, if all of the Members hold a meeting at any time and place; such meeting shall be ti•alid without call or notice; and any lawful action taken at such meeting shall be the action of the Members. ~ { f'a~,c ~ -OPERATING AGRF_l:'M(:NT; Mw'SI I Yclm LLC n +ard~~cs'~fi/~'_(Hrol,.~p-i~•t-m.~~h-yclm-o2 doc~c.~~ 3.9 Action Vi7ithout Meeting. Any action required or permitted to be taken by the Members. at a meeting may be taken without a meeting if a consent in writing, describing the action taken, is signed by all of the Members and is included in the minutes or filed with the LLC's record of meetings. 3.10 Meetings by Telephone. Meetings of the Members may be held by telephone conference or by any other means of communication by which all participants can communicate with each other simultaneously during the meeting, and such participation shall constitute presence in person at the meeting. 3.11 Actions Requirins Unanimous Vote of Members. The following actions require the unanimous approval of the Members: < 3.11.1 Admitting an additional Member; 3: i 1.2 issuing additional Ownership Units; 3.11.3 Amending or restating the Articles of Organization or this Operating Agreement; 3.11.4 Electing a Manager who is not: 3.11.4.1 the trustor of a trust that is a Member of the LLC; nor 3.11.4.2 a Member of the LLC; nor 3.11.4.3 MWSH. 3.11.5 Merging the LLC with another entity; 3.11.6 Except as specifically provided in this Agreement, borrowing funds from any person or entity which requires,the personal guarantee of all of the Members; 3.11.7 Requiring additional capital contributions; or 3.11.8 Allowing the LLC to loan LLC funds to a Member or entity owned by any Member. ARTICLE 4 IviAIvAGEIYiEiv i 4.1 Management by Manaaer(s).~ The LLC shall be rrianaQed by one (1) or more Managers who shall be elected by the affirmative vote of a Majority of the Ownership Units. The Manager(s) shall not be compensated for sen-ing as Manager(s) unless otherwise agreed by the holders of a Majority of the Ownership Units. However, the Manager(s) may be reasonably compensated for services provided to the LLC which are not merely services incident to serving as Manager. Pa«c 4 -OPi~Rn~riNG nGR6EMfa``"~; NiWSi(Yclm LLC n.•,~~•pdc,~s•=1i62(NnIG.r,p-a~_t-m«•sh•~clm-0~ doc~ci~ c.i.~m;ir~ z~ 4.2 Initial Manager and Replacement of Managers. The initial Manager of the LLC shall be MVJSH. The initial Manager shall continue as Manager until replaced by the affumative vote of a Majority of the Ownership Units. 4.3 Removal of Manager by Members. By affirmative vote of Members owning a Majority of the Ownership Units, the Members, in such Members' sole discretion, may remove one or more Managers. In the event of the removal of one or more Managers, the remaining Manager or Managers, if any, shall serve as Manager of the LLC. In the event of the removal of a sole Manager or all of the Managers, a replacement Manager shall be elected by an affirmative vote of a Majority of Ownership Units. However, in the event the Members fail to elect a new Manager by the affirmative vote of a Majority of the Ownership Units, the selection of Manager shall be determined according to the dispute resolution provisions in this Agreement. In such event, until a new Manager is selected, the Members of the LLC shall act as Managers. 4.4 Election of Managers. Once properly elected, a Manager(s) shall serve until such tune as the Matiager's death, resignation, removal, or at such tune as a new Manager(s) is properly elected by the Members. Upon replacement or removal of the initial Manager, the name of the newly-elected Manager(s) and the date upon which such Manager(s) is elected shall be set out in the space provided below and initialed by Members owning -a Majority of the Ownership Units electing such Manager(s). Unless this original Operating Agreement so reflects a managerial change, it is conclusively presumed that the initial Manager(s) continues as Manager of this LLC. Manager Date of Election Member's Initials 4.5 Manager Powers. All Managers shall have the right to participate in the management of the LLC, and each Manager shall have authority to make all decisions relating in any way to the LLC except decisions requiring unanimous approval of the Members of the LLC as provided in this Agreement. 4.5.1 If more than one Manager is serving, a maj ority of the Managers shall have authority to bind the LLC and make decisions regarding the LLC. In instances where the Managers cannot approve or disapprove of a particular action because of a deadlock, the issue shall be resolved according to the Dispute Resolution provisions of this Agreement. 4.6 Borrowing. The Manager(s) are authorized to borrow funds and pledge assets to secure funds. The Manager(s) may borrow funds from all or any Member and, in such case shall pay interest at the Wall Street Journal Composite Prime Rate. No distribution shall be made from the LLC until all loans from Members have been paid in full. 4.7 Other Activities. The Manager(s) may have other business linterests and may en~aRe in other acti~~ities in addition to those relating to the LLC. This Section dots not change Pa~c 5 - OPfRAT(NG AGREFMENl-; MV1'SI1 Yclm LLC n:~~~•pdncs~~R(,~(xicrop-,~~i-mesh-yclrn-(1~.dactj~ each Manager's duty to act in a manner that the Manager reasonably believes to be in the best interests of the LLC. 4.8 Meetings. If more than one Manager is elected, the Managers may hold meetings at such place and time as is agreed upon by the Managers. No written notice of such meeting is necessary. 4.9 Vacancy. If a vacancy occurs in the office of the Manager(s), the vacancy shall be filled by the affirmative vote of Members owning a Majority of the Ownership Units. ARTICLE 5 - ~ . ACCO~JNTING AND RECORDS < • 5.1 Books of Account. The LLC's books and records, a register showing the names, addresses, and Ownership Units of the Members, and a copy of this Operating Agreement shall be maintained of the principal office of the LLC; and each Member shall have access thereto at all reasonable times. The Manager(s) shall keep books and records of the operation of the LLC which are appropriate and adequate for the LLC's business and for .the carrying out of this Agreement. Accounting records shall be kept in• accordance with a comprehensive income tax basis of accounting. • ~~ ~ ~ - 5.2 Fiscal Year.' The fiscal year of the LLC shall be the calendar year. 5.3 Tax Returns. The Manager(s) shall cause all required federal and state income tax returns for the LLC to be prepared and timely filed with the appropriate authorities. Wit'nin 90 days after the end of each fiscal year or such later date as the Members may agree by majority - -vote, each Member shall be furnished a ~ statement suitable for use in the preparation of the Member's income tax return, showing the amounts of any distributions, contributions, gains, -4losses, profits, or credits allocated to the Member during such fiscal year. - No Member may obtain damages of any kind or other relief against the LLC for failure to complete the accounting and tax returns within 90 days but may demand records, hire ari accountant,, and be reimbursed for actual expenses. - • • _ - ARTICLE 6 . . -ALLOCATIONS AND DISTRIBUTIONS . 6.1 Allocations of Income and Loss for Tax Pumoses. Subject to the Special Allocations and Limitations set forth herein and in,Appendices hereto, the profits and losses of the LLC for each fiscal year.wiii be allocated among the Members pro rata in proportion to their Ownership Units. All items of income, gain, loss, deduction, and credit shall be allocated among all Members in proportion to their Ownership Units. 6.2 Distributions. . 6.2.1 Distributions. Distributions shall be made pro rata to all Members in accordance with the Ownership Units at such times and in such total amounts as determined by the I~lanager(s). Distributions in Liquidation shall be made as otherwise provided herein. Pa~c ~i -- O!'ERATf]~G AGR(:FNIENT; MWS1(Yclm [.LC n`.~cpd~~c•.;s:~,2r,nn~,~p-aLt-n,~~~h-~•cln,-n? ~~~~~~j: ri~tio31 ~ ' 6.2.2 Distributions in Liquidation. Distributions in liquidation of the LLC or a Member's interest in the LLC, shall be made to the Members in the manner set forth in Articles 7 and 8 of this Agreement. 6.3 ~ecial Allocations and Limitations. The Members intend that all allocations shall be pro rata, as described in Section 6.1. However, in order to comply with federal income tax regulations regarding the substantial economic effect of company allocations in the special circumstances described in such provisions, all allocations of company income, gain, loss, and deductions are subject to the special allocations, definitions, and limitations found in Appendix .6.3. ARTICLE 7 - TRANSFERS OF INTEREST ~ 7.1 Permitted Transfers. Notwithstanding any other provision of this Operating Agreement, the Members agree that the following transfers shall be permitted transfers and shall not be deemed a transfer restricted under this Operating Agreement: 7.1.1 Any transfer from one existing Member of the LLC to another existing Member of the LLC. 7.1.2 Any transfer from an individual Member to a trust of which the individual Member is the trustor or from a trust which is a Member to the individual who is the trustor of such trust; provided, however, that such Member shall provide the LLC with a Certification of Trust which complies with the laws of the state in which the LLC is organized. 7.2 -Security Interest in Member's Units as Collateral. A Member shall not be allowed to grant a security interest in his Ownership Units as collateral for a loan unless such Member has previously obtained the written consent to do so from Members owning a Majority of the Ownership Units. Such security interest shall: (a) include only the Member's right to receive distributions; (b) not act in any way to encumber any LLC property; and (c) only encumber the Member's Ownership Units in the LLC. Such consent shall not be unreasonably withheld. In the event that a Member requests such consent, such Member shall pay all of the LLC''s and remaining Members' expenses incurred in determining whether consent should be granted, including but not limited to the costs for attorney fees, accounting fees, title reports, UCC reports, credit reports, review and verification of credit applications, document prepazation, recording fees, if any. 7.3 Restrictions on Sale. Except as otherwise specifically provided herein; this Operating Agreement is personal to the named Members; and none of them, individually, jointly, as trustor, trustee, or beneficiary of a trust shall in any manner or by operation of la~v transfer all or any part of any interest in this LLC without obtaining the prior written consent of Members owning a Majority of the Ownership Units of the LLC. Under this Agreement, the word "transfer" means the voluntary or involuntary, direct or indirect, sale. gift, conveyance, license, sublease, inter vivos conveyance, testamentary disposition, or other disposition of a Member's Ownership Units, including but not limited to any change in ownership as a result of divorce, insolvency, bankruptcy, operation of lave- or otherwise; and any change in ownership upon the ucaut Oi a !vtcrii~ct uy ~~ itt, ucClarati0it, trnitStct lii iiu~t, ur iirluc.t tuc laws Gt IlIt.GJLaIG ji-ICCeSSIOit of any state. It is expressly agreed by each Member that no Member shall make or enter into any Pa,c 7 - OI'GRnTING AGRGFMGNT; iv1\~'SI I Yclnt LLC nav.ltducs`jxG2gOtNnap-~~a_nmsh-~•clrn-02 doc:cjs t,i.uo? i r. ~; ,agreement or contract with a third party or make any will, trust agreement, deed, or gift which would tend to amend, alter, abrogate the provisions,~or act in contravention of the terms of this Agreement. The provisions of this Operating Agreement shall be binding upon all persons claiming the rights of any Member, including but not limited to the spouse, heirs, personal representatives, adm-inistrators, trustees, trustors, creditors, and beneficiaries of any trust or transferees of any Member. • 7.4 Events Requiring Sale of Ownership Units of a Member. The following shall govern voluntary and mandatory sales of LLC Ownership Units by Members: 7.4.1 Deadlock If any disagreement shall arise among the Members creating a deadlock in decision maki-ng relating'to the operations of the LLC thus hindering the ability to carry on the business of the LLC, the disagreement shall be resolved in accordance with the Dispute Resolution provisions of this Agreement. If any Member of this LLC is unwilling to abide by the decision obtained through the dispute resolution process relating to a deadlock or otherwise, then such dissenting Member shall- offer his Ownership Units in the LLC to the LLC and the remaining Members for the fair market value of such dissenting Member's Ownership Units without deduction for minority status or lack of marketability. 7.4.2 Desire to SelUDeath of a Member. If any Member desires to no longer be a Member of the LLC or to sell such Member's Ownership Units, then such Member shall offer such Member's Ownership Units in the LLC to the LLC and the remaining Members for the .fair -market value of such Ownership Units, without deduction for minority status or lack of marketability. Upon-the death of any Member or the grantor of any trust that is a Member, the Ownership Units owned by such Member shall be offered to the LLC and theremaining Members for the fair market value of such Ownership Units, without deduction for minority - ~ ' status or lack of marketability. ~ - 7.4.3 Other Events Requiring Sale. Upon the occurrence of any of the following events relating to any Member, such Member shall offer to sell his Ownership Units in the LLC to the LLC and the remaining Members for the fair market value of such Member's Ownership Units, with deduction for minority ownership and lack of marketability: (i) the Member makes an assignment for the benefit of creditors; (ii) the Member files a voluntary petition for bankruptcy; (iii) the Member is adjudicated a bankrupt or insolvent; (iv) the Member files a petition or answer seeking for the Member any reorganization, arrangement for the benefit of creditors, composition of debts and assets, readjustment of debts and assets, liquidation of assets, or dissolution of marriage or similar relief under any statute, law, or regulation, or (v) any other event not described in 7.4.1 or 7.4.2 above. 7.5 Valuation of Ovtimership Urxits of -a Me~~~ber. In' every instance invoiviing the voluntary or mandatory purchase or sale of Ownership Units in this LLC, if the parties cannot agree on the fair market value, with or without discount for minority otivnership and/or marketability of the LLC Ownership Units, of any Member whose Ow-nership Units must be voluntarily or mandatorily sold as described above, then the fair market value issue, with or without discount for minority o«mership or marketability, shall be resolved in accordance v~'ith the Dispute Resolution provisions in this Agreement. The decision obtained through the Dispute Resolution procedure shall be binding on the parties. Such fair market value, with or without discount, as the case ma}° be, is referred to herein as the `Purchase Price~~. Pa~,c 8 - UPL- RhTING 11GRE6MET~"1~; M~l'Sf I Yclm LLC n .«•pdoc~ >8~'_rKx~r;~~~~-a~•i-n,« :~,-}can,-~~'.doc~,c~~ 7.6 Options to Purchase Ownership Units of a Member. In every instance involving the voluntary or mandatory purchase or sale of Ownership Units in this LLC and after the fair market value, with or without discounts for minority ownership and/or marketability, has been determined by agreement or through the Dispute Resolution procedure established in this Agreement, then: 7.6.1 First Option to LLC. For a period not exceeding 60 days from the date a Purchase Price for the Ownership Units has been determined, the LLC shall have the option to purchase such Ownership Units, which option may be exercised by giving written notice of the LLC's intent to purchase such Units at the Purchase Price which shall be paid pursuant to the terms provided in this Agreement to the transferring Member or the transferring Member's estate and shall be secured only by the Ownership Units so transferred. ~: " 7.6.2 Second Option to Non-transferring Members. If the LLC does not exercise its right to purchase Ownership' Units as provided above, the remaining Members, jointly or severa113~, shall have the~option to puuchase all such Ownership Units at the Purchase Price determined pursuant to the terms of this Agreement. The non-transferring Members shall provide written notice of intent to exercise their option at any time within 60 days following the last date by which the LLC may give notice of its intent to exercise such rights. If more than one non-transferring Member desires to purchase all or any portion of such Ownership Units, such Ownership Units shall be purchased by such non transferring Members in proportions upon which they agree or, in the absence of some other agreement among the non-transferring Members, in proportion to the existing Ownership Units of each non-transferring Member. 7.7 Payment for Member's Ownership Units. The LLC or the remaining Members, as the case maybe, in their sole discretion, shall choose one of the following methods for payment of the Purchase Price for a Member's Ownership Units purchased pursuant to this Operating Agreement: 7.7.1 In cash within 30 days of the exercise of the option to purchase; or 7.7.2 In monthly installments amortized over a period of 25 years, including interest on the unpaid balance at the rate of 8% per annum, with no penalty for prepayment. ~ If such deferred payment is opted by either the LLC or the remaining Members, such Purchase Price shall be memorialized by an installment note of the LLC or the non-transferring, purchasing Members, payable to the transferring Member or the transferring Member's estate. The installment note shall be secured only by the Ownership Units purchased by the LLC or the remaining Members, as the case may be; and the entire balance due on such installment note shall be due and payable in full upon the sale of all or substantially all of the LLC assets unless the sale is part of a tax deferred exchange. 7.8 Substituted Parties. Except in the case of permitted transfers defined in Section 7.1, upon any transfer of Ownership Units; the transferee shall not become a fully substituted Member with full membership rights unless and until: (a) the transferee is approved as a substitute Member by remaining Members holding all of the remaining Ownership Units; (b) the transferee delivers to the LLC~any and all personal financial statements or other information requested by the LLC; (c) the transferee pays for any credit reports requested by the LLC; (d) the transferee pa}'s for all legal documentation necessary to effectuate the transfer, including legal CoSiS vi uic L.~,~., gnu ~c~ iuc trdiiStclce C,\cCU`tcJ 8tiu GZIIVCCS lU the LLC all Qocuments Pagc 9 -OPERATING AGRFEMEN"l; M«'SI-1 Yclm LLC n'~«~docc`.5862fK1UG'~op-agl-m,~sh-yclm-O2 doc\cjs G/4; 0 : I G? 5 necessary or appropriate in the opinion of counsel for the LLC to effect the transfer and to confirm the agreement of the permitted assignee to be bound by the provisions of this Agreement. 7.8.1 Upon any transfer of Ownership Units in which the transferee is not admitted as a substitute Member, the Ownership Units held by such transferee shall not include any right to participate in management of the LLC, including any right to vote, consent to, or approve any actions of the Manager and shall not include any right to information about the LLC, its operations or its financial condition. In addition, if the transferee is not admitted as a substitute Member, the transferee shall be allocated losses, profits, and distributions for tax purposes, but the distribution of funds to such Member shall not be made. Such funds shall be held in a suspense account by the LLC until such time as such transferee is ` admitted as a substitute Iv~ember or upon dissolution of the LLC. Following any transfer to a transferee who is not admitted as a substitute Member; the transferring Member's power and right to vote or consent to any matters submitted to the Members to receive any distributions shall be terminated; and any Ownership Units of the remaining Members for purposes only of such votes, consents, and participation in management shall be proportionately increased until such time, if any, as such transferee becomes admitted as a substitute Member. ~ - 7.9 Failure to Exercise Option. If neither the LLC nor the non-transferring Members agree to purchase the Ownership Units of a Member who offers to or is 'required to offer to sell such Member's Ownership Units to the LLC and/or the remaining Members as provided above, the restrictions of this Agreement on transfer of such Ownership Units shall be removed; except that: (i) such Ownership Units shall not be sold or transferred in any way to any third parry for a purchase price less than the Purchase Price determined under the paragraph entitled Valuation of Ownership Units of a Member, (ii) such Ownership Units shall- not be sold on terms more favorable to the purchaser than those provided in the paragraph entitled Payment for Member's OvErnership Units, and (iii) the rights of the transferee of such Ownership Units shall be restricted as provided in the paragraph entitled Substituted Parkes in this Agreement, and (iv) if such Ownership Units are not sold by such Member within one (1) year of the determination of the Purchase Price pursuant to the provisions of this Agreement, then the provisions and restrictions of this Agreement relating to the transfer of Ownership Units shall apply, and the options of the LLC and the remaining Members shall be reinstated. ARTICLE 8 DISSOLUTION AND WINDING UP OF THE LLC 8.1 Dissolution. Except as otherwise provided in this Operating Agreement, the LLC shall be dissolved: (a) at the time, if any, for dissolution specified in the Articles of Organization; (b) within four (4) years of the sale, transfer, or other disposition of all of the assets of the LLC unless otherwise agreed by the Members; (c) upon the agreement of Members, owning more than ~0% of the Ownership Units of this LLC. Provided, however; that, if such dissolution would constitute an event of default of any contractual obligation of the LLC, then the LLC-shall not be dissolved. ~~ ' 8.2 `Vind',na Ua. Upon the dissolution of the LLC, the assets shall. be liquidated as ' promptly as is consistent tit-ith obtaining their fair market value, and the proceeds shall be applied and distributed and allocated as' promptly as is commercially reasonable in the following order: Pa~~c 10 - OP[~Ri1T(NG AGRFEMFN-l; M~'S(1 Ycim LLC n:\~cpdix~~R~,'_(X10G~~tp•aet-mesh-}•dm-Q~ d~~c'cja G/4/(t;l(. ~? 8.2.1 To the payment and discharge of the expenses of liquidation. 8:?.2 To the payment and discharge of all of the debts and liabilities of the LLC to persons or organizations other than Members. 8.2.3 To the payment and discharge of any debts and liabilities to Members. 8.2.4 To preferred Members, if any, in the amount of the positive balances in their respective capital accounts on the date of distribution. If the amount available for such distribution to the preferred Members is insufficient to bring all of their positive capital account balances to zexo, then payment shall be made on a pro rata basis to all the preferred Members in the same proportion that the positive~~balance in the capital accoun~of each preferred Member bears to the aggregate amount. of the positive balances in the capital accounts of all preferred Members. . 8.x.5 To the Members in the amount of the positive balances in their respective capital accounts on the date of distribution. If the amount available for such distribution to the Members is insufficient to bring all their positive capital account balances to zero, then payment shall be made on a pro-rata basis to all the Members in the same proportion that the positive balance in the capital account of each Member bears to the aggregate amount of the positive balances in the capital accounts of all Members. 8.2.6 Any proceeds remaining shall be distributed to the Preferred Members, Service Members, and Non-preferred Members, pro rata to all such Members in proportion to their Ownership Units. ARTICLE 9 INDENINIFICATION 9.1 Indemnification. To the fullest extent permitted under the law of the state of organization of the LLC, as such law exists or may hereafter be amended, the LLC shall defend, indemnify, and hold harmless each Member and/or Manager of the LLC against any and all claims and liabilities to which such Member and/or Manager has or shall become subject by reason of serving or having served as such Member and/or Manager or by reason of any action alleged to have been taken, omitted, or neglected by such Member and/or Manager. The LLC may provide indemnification to employees and agents of the LLC. The indemnification provided in this Section shall not be exclusive of any other rights to which any person may be entitled under statute, agreement, resolution, contract, or otherwise. 9.2 Limitation of Liability. Members managing t'~e LLC shall not be Iiable to the LLC or its Members for monetary damages or otherwise for conduct as Member and/or Manager except to the extent that the Limited Liability Company Act of the state in which this LLC was organized; as it now exists or may hereafter be amended, prohibits elimination or limitation of Manager or Member liability. No repeal or amendment of this Section of this Operating Agreement or of the Limited Liability Company Act of the state in which this LLC was organized shall adversely affect any right or protection of a Manager or Member for actions or omissions prior to the repeal or amendment. Pa<~c 1 I -OPfRAT11~G AGREEMEN'~; Ml~'Sli Yelm L(.C n'u~•pJoc~`~Rh~(XKiRnp-;~_t-m~~~.h-yclm-(1,'. Jc~c~c:j~ Haim; t ~~ , s ARTICLE 10 AMENDMENTS 10.1 By Members. The Members may amend or repeal the provisions of this Operating Agreement by unanimous agreement of the Members set forth in writing or by unanimous action taken at a meeting of Members called for that purpose. This Operating Agreement may not be amended or repealed by oral agreement of the Members. ARTICLE 11 MISCELLANEOUS 11.1 Additional Documents: Each Member shall execute such additional documents and take such actions as are reasonably requested in order to -complete or confirm the transactions contemplated by-this Operating Agreement. , 11.2 Dispute Resolution. In the event there is any dispute or deadlock between or among the parties to this Operating Agreement relating in any way to this Operating Agreement, the LLC itself; the business or operations of the LLC, or the Articles of Organization of the LLC, the parties must mediate any such dispute or deadlock before commencing any legal action. No parry to this Agreement can bring legal action or demand mandatory arbitration against another party to this Agreement without fast participating in mediation, unless one party refuses to submit to mediation and legal action is brought to specifically enforce this mandatory mediation provision of this Operating Agreement. If the parties cannot agree upon the person to act as the mediator; then the U.S. Arbitration and Mediation Service in Portland, Oregon, shall select a person to act as the mediator. The mediator's charges and expenses shall oe split by the parties on a 50/50 basis. Mediation fees and costs do not include each party's attorney fees and costs. Each party shall be responsible for his own attorney fees and costs at mediation. Should the dispute not be resolved by mediation, the parties agree to submit any dispute arising between the parties relating in any way to this Agreement to binding arbitration with the U.S. Arbitration and Mediation Service in Portland, Oregon, and shall utilize such Service's rules of procedure. If the parties cannot agree upon an individual to act as the azbitrator, then the U.S. Arbitration and Mediation Service in Portland, Oregon, shall select a person to act as the arbitrator. The standard used by the arbitrator in resolving disputes will be reasonable business practices in similar businesses, taking into account tax implications. ~If the dispute goes to azbitration, the prevailing party" shall be entitled to its attorney fees and costs incurred in the arbitration process. The decision of an arbitrator shall be final and not subject to any appeal and shall'be enforceable in a court of competent jurisdiction. 11.2. i Dispute Resolution in the Event of a Deadlock In any instance in which there are insufficient votes to approve or disapprove any actual or proposed action or inaction of the -LLC, the Members and' Managers agree that such decision shall be referred to the dispute resolution procedure described above; and the standard for decision making to be applied by the arbitrator shall be the reasonable business practices in a similar business in the community, taking into account ta,~ implications. In such event, the LLC shall pay all costs of mediation and arbitration. The decision of the arbitrator shall be final and not subject to any appeal and shall be enforceable in a court of competent jurisdiction. :Pa~'e (? - OPERnT(NG AGREFMGN"~; MVdS1-{ Yclm 1.LC - , n-~.updc~c~~ssr,znuo~,,~~p-agt-m~~h-}•clm-Q'.doc\c~s 113 Governing Law. This Operating Agreement shall be governed by the law of the state in which this LLC was organized. • 11.4 Headings. Headings in this Operating Agreement are for convenience only and shall not affect its meaning. . 11.5 Severability. The invalidity or unenforceability of any provision of this Operating Agreement shall not affect the validity or enforceability of the remaining provisions. 11.6 Third-party Beneficiaries. The provisions of this Operating Agreement are intended solely for the benefit of the Members and shall create no rights or obligations enforceable by any third parry, including creditors of the LLC, except as otherwise provided by applicable lbw. . 11.7 Representation of Counsel. This Operating Agreement was prepared by Garrett, Hemann, Robertson, Jennings, Comstock 8~ Trethewy, P.C., which represents Rosemont Retirement & Assisted Living Community LLC ("Rosemont' only in this matter. Although the law firm has or may have represented the LLC or one or more of the Members of LLC, it is not representing LLC or any such Members, individually or jointly, in the preparation of this Operating Agreement. Each Member of LLC and LLC acknowledge that LLC and each Member have been advised of these facts and have the right to and are encouraged to seek independent Legal counsel of LLC's and each Member's choice regazding LLC's and each Member's rights and obligations, individually and as trustees, under this Operating Agreement. The LLC and each Member acknowledge LLC's and each Member's right to negotiate the terms of this Agreement and agree that although this Agreement was drafted by attorneys for Rosemont, it shall not be interpreted or construed against any party. LAWRENCE E. TOIKARSKI REVOCABLE LIVING TRUST dated June 11,1996, Member as to 4,950 Units J~ . • ~ ~ By: Lawrence E. Tokarski, Trustee ~~/~ 3 KELLEY D. HAMILTON and JANET TOVAR-HAMILTON TRUST dated November 29, 2002, Member as to 4,950 Units By: .~~~'~ ~`/c 3 (Date) D. Hamilton, Trustee MOUNTAIN WEST SElV'IOR HOUSING LLC; an Oregon limited liability company, Member as to 100 Units Bv: /~/~ Kelley D. Hamilton, Manager (Date) Pa~c 13 - UPl~RA"(LNG AGRGG1v16N~t'; MtiVSFi Ycim LLC n ~,.~~~d~c~~~sr,~nonr,,~~~-a~•t-R,«sh-yc~~„-~~'_ ~l~~c~ci~ APPENDIX 6.3 6.3.1 Adjusted Capital Account Deficit. A deficit balance in any Member's Capital Account at the end of any fiscal year,. after adjustment to reflect any Adjustment Item. s, to the extent that the deficit exceeds the amount of a member's shares of Company Minimum Gain and ,Member Non-recourse Debt minimum Gain (if any) that the Member is deemed to be obligated to restore pursuant to Treasury Regulation §§1.704-2(g)(1) and 1.704-2(i)(~). 6.3.2 Adjustment Items. Adjustments; allocations, and distributions described in Treasury Regulation §§1.704-1(b)(2)(ii)(d)(4), (5), and (6). , . e 6.3.3 Capital Account. The account maintained for each Member pursuant to Section 2.5. 6.3.4 Company Minimum' Gain. As of any date, the amount of gain, if any, that would be recognized by the Company for federal income tax purposes, as if it disposed of property in a taxable transaction on that date in full satisfaction of any non-recourse liability -secured by the property, computed in accordance with Treasury Regulafion §1.704-2(d)(1). - - b.3.5 Member Non-recourse Debt has the same meaning as "partner non-recourse debt" ' ~ set forth in Treasury Regulation §1.704-2(b)(4). ~~ 6.3.6 Member Non-recourse Debt Minimum Gain means an amount, with respect to each Member non-recourse Debt, equal to the Company Minimum Gain that would result if such Member Non-recourse Debt were treated as anon-recourse Liability, determined pursuant to Treasury Regulation §1.704-2(i)(2) and (3). 6.3:7 Member Non-recourse Deductions has the same meaning as "partner non-recourse deductions" set froth in Treasury Regulation § 1.704-2(i)(2). The amount of Member non- recourse Deductions with respect to a Member non-recourse Debt for a Company fiscal year equals the excess, if any, of (A) the net increase, if any, in the amount of the Company minimum Gain attributable to such Member Non-recourse Debt during the fiscal year over (B) the aggregate amount of any distribution during the fiscal year to the Member that bears the economic risk of loss for such Member Non-recourse Debt to the extent the distributions are from proceeds of the Member Non-recourse Debt and are allocable to an increase in Member ` - ~ Non-recourse.Debt Minimum Gain attributable to the Member Non-recourse Debt, determined pursuant to Treasury Regulation .~ 1.704-2(i). 6.3.8 Non-recourse Dedz~ctions has the meaning set forth in Treasury .Regulation 51.704-2(c). The amount of Iron-recourse Deduction for a Company fiscal year equals excess, if any; of the net increase, if any, in the amount of Company Minimum Gain during that fiscal year over the aggregate amount of any distributions during that fiscal year of proceeds of a non- recourse Liability that are allocable to an increase in Company Minimum Gain, determined pursuant to Treasury Regulation ~ 1.704-2(c). Paec 14 - OPL-RA"SING AGRL"Eh1EN"f; IVi~WSI I Yclm LLC n «~pdi,c:`>s;~,'(xmc~op-at-m~r.h-}•clm-o' doN,c~~ 6.3.9 Non-recourse Liability has the meaning set forth in Treasury Regulation § 1.704- 2ro)(3). 6.3.10 Limitations on Allocations of Loss. In no event will any Company loss or deduction, or item thereof, be allocated to any Member to the extent that the member has, or would have as a result of the allocation, an Adjusted Capital Account Deficit in the Member's Capital Account as of the end of the Company taxable yeaz to which the allocation relates. Any loss or deduction, the allocation of which to a Member is disallowed by the foregoing restriction, will be reallocated to those Members who do not have an Adjusted Capital Account Deficit as of the end of such taxable year. - 6.3.11 Comparry Minimum Gain Chargeback. If there is ~: net decrease in Company Minimum Clain during any Company taxable year, each Member will be specially allocated, before any other allocation of Company income; gain, loss, or deduction for the taxable year, items of Company income and gain for the taxable year (and, if necessary, subsequent years) in proportion to an~ to the extent of an amount equal to each Member's share of the net decrease in Company Minimum Gain determine in accordance with Treasury Regulation § 1.704-2(g)(2). This Paragraph is intended to comply with and will be interpreted consistently with the. "minimum gain chazgeback" provisions of Treasury Regulation §1.704-2(fj. 6.3.12 Member Non-recourse Debt Minimum Gain Chargeback. Notwithstanding any other provision of Article 6 of the Agreement or this Appendix' 6.3, except paragraph 6.3.11. of this Appendix, if there is a net decrease in Member Non-recourse Debt minimum Gain attributable to a Member Non-recourse Debt during any taxable year of the Company, each Member who has a share of the Member non-recourse Debt Minimum Gain attributable to such Member Non-recourse Debt, determined in accordance with Treasury Regulation § 1.704-2(i)(5), will be specially allocated items of Company income and gain for such year (and, if necessary, subsequent years) in an amount equal to such Member's share of the net decrease in Member Non-recourse Debt, deternuned in accordance with Treasury Regulation § 1.704-2(i)(4). Allocations pursuant to this Paragraph 6.3.12 ~ will be made in proportion to the respective amounts required to be allocated to each Member pursuant thereto. _ The items to be so allocated will be determined in accordance with Treasury Regulation §1.704-2(i)(4). This Paragraph 6.3.12 is intended to comply with, and will be interpreted consistently with, the partner non- recourse debt minunum gain chazgeback provisions of Treasury Regulations § 1.704-2(i)(4). 6.3.13 Qualified Income Offset. Notwithstanding any other provision of the Agreement or this Appendix except Paragraphs 6.3.11 and 6.3.12 of this Appendix 6.3, in the event any Member for any reason receives an Adjustment Item for any fiscal year that results in an Adjusted Capital Account Deficit for that Member, the Member will be specially allocated items of Company income and Qain (consisting of a pro rata portion of each item of Company income, including Gross income, and gain for the yeaz) in an amount and manner sufficient to eliminate the Adjusted Capital Account Deficit, if any, created by such Adjustment Item as quickly as possible. This Paragraph 6.3.13 is intended to comply with the "qualified income offset" requirements of Treasury Regulation ~ 1.704-1(b)(2)(ii)(d) and will be interpreted and applied consistently there~~•ith. Page 1 ~ - OPf;RATING AGRE6MGNT; MWSI-I Yclm LLC n `..~pdocs`.iFG2fNIr~I;,~,p-;~.•~_m«•sh-}'clnr02.doc\cjs Gi4/n31 G ~~ 6.3.14 O,Tfsetting Allocations. Any special allocations of items of income, gain, loss, or deduction pursuant to Paragraphs 6.3.11, 6.3.12 or 6.3.13 of this Appendix 6.3 will betaken into account in computing subsequent allocations of Company income, gain, loss or deduction pursuant to Article 6 so that the net amount of any items so allocated and all other income, gain, loss, deductions, and items thereof allocated to each Member pursuant to Article 6 will, to the extent possible, be equal to the net amount .that would have been allocated to each Member pursuant to Article 6 if the special allocation had not occurred. _ 6.3.15 Allocations with respect to Contributed or Revalued Property. Notwithstanding any other provision of Article 6 of this Agreement, in the event Internal Revenue Code ("IRC") §704(c) or IRC §704(c) principles applicable under Treasury Regulation §1.704-1(b)(2)(iv) require allocations of Company income, gain, loss, or deductions fob income tax purposes in a manner different than otherwise provided in Article 6 of this Agreement, the provisions of IRC §704(c) and the regulations •thereunder will control such allocations among the Members for income tax purposes. Any item of income, gain, loss, and deduction with respect to any property (other than cash} that has been contributed to the Company by a Member or that has been revalued for Capital Account purposes under this Agreement pursuant to Treasury Regulation § 1.704-1(b)(2)(iv) and which is required or permitted to be allocated to such Member for income tax purposes under IRC §704(c) so as to take into account the variation between the tax basis of such contributed or revalued property and its fair market value at the time of its contribution or ,revaluation will be allocated solely for income tax purposes in the manner so required or permitted under IRC §704(c) using the method described in Treasury Regulation § 1.704-3 (or any successor regulation) selected by the Manager. ~ _ Pa<_c 1 G - UPER,ATI*iG nCiRF~E1v1EN'I ; MWSI{ Yclm LLC n ~~~.pdocs•Srh~ouoGu+p-a_l-mesh-}clm-0'_ d++c~qs .. ~ (~/d/031(, ? t E~iibit 1:9 ~ < Description of Real Property Pazcel B of Boundary Line Adjustment No. BLA-008257YL as recorded October 10, 2000, under Thurston County Auditor's File No. 3317913. Pa~~c 17 - OPERnTING AGRFEME~iT; M11'S[ 1 Yclm LLC n ,.vpducs.SKh2(NRiG op-~~i-math-ydm-O_.dnc',cjs (,/a/o31(?5 ~ .- SECOND RESTATED OPERATING AGREEMENT of MOUNTAIN WEST SENIOR HOUSING LLC an Oregon limited liability company Prepared by George M. Jennings Garrett, Hemann, Robertson, Jennings, Comstock & Trethe~~y, P.C. 1011 Commercial Street NE P.O. Boy 749 _4 ~ `~ U Salem OR 97308 SECOND RESTATED-OPERATING AGREEMENT ~, r OF m =~~ ~ ,~ .~ . ~'~ MOUNTAIN WEST SENIOR HOUSING LLC ~ ) an Oregon Limited Liability Company The undersigned Members, desiring to form a limited liability company under the Oregon Limited Liability Company Act, hereby agree as follows: ARTICLE 1 FORMATION 1.1 Name. The name of the lirtiited liability company (the "LLC"} is Mountain West Senior Housing ~.LC. 1.2 Articles of Organization. Articles of Organization were filed with i e Oregon Secretary of State on March 25, 2002. 1.3 Federal Employee Identification Number. The federal employee (EIl~ assigned to the LLC is 75-3033311. ~ . 1.4 Restatement Effective Date. The original Operating Agreement of on March 25, 2002. At the time of its original adoption, Kelley Hamilton Investment Corporation, were the sole Members of the LLC. Effective January 1, Investment Corporation, transferred its interest in the LLC to Lawrence E. Tok Lawrence E. Tokarski Revocable Living Tnast dated June 11, 1996. Also effec Kelley Hamilton transferred his interest in the LLC to Kelley D. Hamilton, T Hamilton and Janet Tovar Hamilton Trust dated November 29, 2002 (the "Hamilto Ownership Units were issues by the LLC to the Hamilton Trust effective January:. for its contribution of additional capital. Therefore, certain revisions to the Opera required to reflect the correct ownership interest in the LLC, and a Restated Opet adopted effective January 1, 2003. Effective January 1, 2003, the Members Managers' powers should be expanded to enable the Managers to take action indi~ financial decisions. This Second Restated Operating Agreement of the LLC is change in Manager powers in the LLC effective January 1, 2003. number he LLC was adopted and Mountain West !003, Mountain West arski, Trustee of the ive January 1, 2003, rustee of the Kelley 1 Trust"). Additional 1, 2003, in exchange ling Agreement were sting Agreement was determined that the ~idually relating to all topted to reflect the 1.5 Term. The term of the LLC shall commerce on the date of the filing of the Articles of Organization with the Oregon Secretary of State, and shall be perpetual, unless sooner dissolved; wound up and terminated in accordance with the provisions of this Agreement and the Oregon Limited Liability Company Act, as amended from time to time. 1.6 Principal Place of Business. The principal office of the LLC shall initially be located at 24~ Commercial Street S.E., Suite 200, Salem, Oregon 97301. The Members may relocate the principal office or establish additional offices from time to time. C~ Pa~c I - SECOND ItEST/~TEp OPERATING AGREL•M(:N"i'; LLC n~.~pdoc~~SS(st7og11restatcd u~ agrfl3 doc`dao ~ 5/a03o`~ 35 Mountain Wc~t Senior l lousing ~ 1.7 Registered Office and Registered Agent. The LLC's initial registered office shall be at 1011 Commercial Street N.E., Salem, Oregon, 97301, and the name of its initial registered agent at such address shall be Oregon Agent Corporation. 1.8 Management of LLC. The LLC shall be managed by a Manager or Managers. 1.9 Purposes and Powers. 'The LLC may engage in any lawful business permitted under Oregon law, or the laws of any jurisdiction in which the LLC may do business 1.10 Title to Property. All LLC property shall be owned by the LLC as an entity, and no Member shall have any ownership interest in such property in the Member's individual name or right, and any Member's interest in the LLC shall be personal property for all puurposes. Except as otherwise provided in this Agreement, the LLC shall hold all LLC property in the name of the LLC and not in the name or names of any Member.or Members. 1.11 Definitions. Certain terms used, in this Agreement are as defined in the attached Appendix and such meaning shall control. 1.12 Rights of Creditors and Third Parties. ~ This Agreement is entered into-among the LLC and the Members for the exclusive benefit of the LLC, its Members and the Members' successors and assigns. This Agreement is expressly not intended for the benefit of any creditor of the LLC, or any other person except and only to the extent provided by applicable statutes. No such creditor or third party shall have any right under this Agreement or any agreement between the. LLC and any Member with respect to any capital contribution orotherwise. - ARTICLE 2 MEMBERS, CONTRIBUTIONS, AND INTERESTS 2.1 Members and Initial Contributions. The names of the Members of the LLC, the agreed value of the Member's initial capital contribution, and the Member's initial units of ownership ("units") are as follows: Member Name Ownership Initial Capital Units Contribution Lawrence E. Tokarski, Trustee of the 750 $750.00 Lawrence E. Tokarski Revocable Living Trust dated June 11, 1996 Kelley D. Hamilton, Trustee of the 750 $750.00 Kelley Hamilton and Janet Tovar - Hamilton Trust dated November 29, 2002 TOTAL 1,500 $1,500.00 2:Z Certificates of Ownership Units. The LLC may, but is not required to, issue each Member a Certificate of Ownership Units indicating the Ownership Units owned by such Member. I'a~e 2 - SECOND RESTATED OPI:RA'fING AGRGE;MENT; LLC n'\«pdoc5~.5g617gQl~~rcs(atcd op agr03.J~~cUac~ Mountain West Scnior 1 lousing 5/z/o~~)7.1~ . ~# . 2.3 Other Business of Members. Any Member may engage independently or with others in other business and investment ventures of every nature and description and shall have no obligation to account to the LLC for such business or investments or for business or investment opportunities. 2.4 Additional Contributions. In addition to the capital contributions listed above, additional capital contributions shall be accepted from existing Members only jif all the Members unanimously approve and set the maximum total amount of the additional capital contributions. If the Members do so, the Members shall make additional capital contributions o { a pro-rata basis in proportion to their Ownership Units. 2.5 No 'Interest on Capital Contributions. No interests shall be paid on capital contribution. 2.6 Capital Accounts. The LLG shall establish and maintain capital accounts with respect to each Member in accordance with the rules found in Treas. Reg. Section 1.704-1(b). ARTICLE 3 -~ ,~ MEMBER MEETINGS E . 3.1 Annual Meeting. An annual meeting of the Members maybe held at a time, date and place specified by the Manager(s) and communicated by notice to the Members. At such annual meeting, the Members shall transact all business, which is properly brought before the meeting. 3.2 Special Meetings. A special meeting of Members shall be held if the Manager(s) requests such meeting by providing notice of the time, date, place and purpose of the meeting to the Members. A special meeting of Members shall be held if any member requests such meeting by signing, dating and delivering to the LLC's registered office a written demand for the meeting, which describes the purpose or purposes for which such meeting is to be held. All special meetings shall be held at a time, date and place designated by the Manager(s) specified in the notice of this special meeting prepared by the Manager(s). In the event of a Member requested special meeting, the Manager(s) shall set the date of such meeting not more than 30 days after rei eiving notice of the Member's request. r 3.3 Notice of Meeting. Notice of the time, date and place of each Member meeting shall be mailed to each Member not earlier than 60 days nor less than 10 days before the meeting date. The notice must include a description of the time, date, place and purpose for which the meeting is called. 3.4 Record Date. The persons entitled to notice of and to vote at aMember meeting and their respective ownership interests shall be determined on the. date on which the notice of the meeting was first mailed or otherwise delivered to Members (the record date). ! 3.5 uorum. The presence, in person or by proxy, of Members holding at least 7~% of the Ownership Units shall constitute a quorum. 3.6 Proxies. A Member may be represented at a meeting by a person or entity holding such Member's written proxy. { I PaLC 3 - ~ Sf:COND Rf;S"i'/~'f ~D OPERATING AGREEMENT; LLC n~~.~pdoc~~53bI17pg14cs~atcJ op agr~)3 Joc~l:u~ Mountain Wcst Scnior f lousing: ~ 5~z~~;~`~ }s 3.7 Votin On each matter requiring action by the Members, each Member shall be entitled to one vote for each Ownership Unit. Whenever the phrase "Majority of the Members" or "Majority of the Ownership Uriits" is used in relation to voting, it means the decision voted on requires the affirmative vote of more than 60% of the Ownership Units. Unless otherwise provided in this Agreement, all matters requiring action by the Members shall be approved by vote of a Majority of the Ownership Units. 3.8 Meeting of all Members. Notwithstanding any other provision of this Agreement, if all of the Members hold a meeting at any time and place, such meeting shall be valid without call or notice; and any lawful action taken at such meeting shall be the action of the Members. 3.9 Action Without Meeting. Any action required or permitted to be taken by the ~=- ~~- Members at a meeting may be taken without a meeting if a consent in writing, describing the action taken, is signed by all of the Members and is included in the minutes or filed with the LLC's record of meetings. - - - . 3.10 Meetings by Telephone. Meetings of the Members may be held by telephone conference or by any other means of communication by which all participants can communicate with each other simultaneously during the meeting, and such participation shall constitute presence in person at the meeting. - 3.11 Actions Requiring Unanimous Vote-of Members. -The following actions require the unanimous approval of the Members: 3.11.1 Admitting an additional Member; 3.11.2 Amending or restating the Articles of Organization or this Agreement; 3.11.3 Electing a Manager who is neither: 3.11.3.1 the trustor of a trust that is a Member of the LLC; nor 3.11.3.2 a Member of the LLC. - - 3.11.4 Merging the LLC with another entity; 3.,11.5 Except as specifically provided in this Agreement, borrowing funds from any person or entity which requires the personal guarantee of all of the Members; 3.11.6 Requiring additional capital contributions; or 3.11.7 Allowing the LLC to loan LLC funds to a Member or entity owned by any Member. ARTICLE 4 MANAGEMENT 4.1 Management by Manager(s). The LLC shall be managed by one (1) or more Managers who shall be elected by the affirmative vote of a Majority of the Ownership Units. The Manager(s) shall not be compensated for serving as Manager(s) unless otherwise agreed by the Pa~c 4 - SGCOND RI:ST'nTFD OPERnTING AGRLGMGN"T; LLC n:\wpd„cc\SR~,170Q1\rc~talcd op agr03.dnc`.lao • Mountain West Senior E (rnitiin~ SRi~3o9.35 ..~ ., .. ' ': ~4,:. ,.. :, holders of a Majority of the Ownership Units. However, the Manager(s) may be reasonably compensated for services provided to the LLC which are not merely services incident to serving as Manager. 4.2 Initial Manager and Replacement of Manager. The initial Managers of the LLC shall be Lawrence E. Tokarski and Kelley D. Hamilton. The initial Managers shall continue as Managers until replaced by the affirmative vote of a Majority of the Ownership Units. j i 4.3 Removal of Manager by Members. By affirmative vote of Members owning a Majority of the Ownership Units, the Members, • in such Members' sole discretion, may remove one or more Managers. In the event of the removal of one or more Managers, the remaining Manager or Managers, if any, shall serve as Manager of the LLC. In the event of t)~e removali of a sole Manager or all of the Managers, a replacement Manager shall be elected by an affirmative-'vote of a Majority of Ownership Units. However, in the event the. Members fail to elect a new Manager by the affirmative vote of a Majority of the Ownership•IJnits, the selection of Manager shall be determined according to the dispute resolution provisions in this Agreement. In such event, until a new Manager is selected, the Members of the LLC shall act as~Managers. ~ ~~ 4.4 Election of Managers. Once properly elected, a Manager(s) shall serve until such time as the Manager's death, resignation, removal, or at such time as a new Manager(s) is properly elected by the Members. Upon replacement or removal of the initial Manager(s), the name of the newly-elected Manager(s) and the date upon which such Manager(s) is elected shall be set out in~the space provided below and initialed by Members owning a Majority of the Ownership Units electing such Manager(s). Unless this original Agreement so reflects a managerial change, it is conclusively presumed that the initial Manager(s) continues as Manager of this LLC. Manager Date of Election Member's Initials I 4.5 Manager Powers. All Managers shall have the right to participate in the management of the LLC, and each Manager shall have authority to bind the LLC and make decisions individually regarding the LLC, except those decisions requiring unanimous approval of the Members of the LLC as provided in this Agreement. Notwithstanding the foregoing, any Manager holding less than 50% of the managing authority for the LLC shall have authority to bind the LLC and make decisions individually regarding the LLC. • 4.6 Borrowing. The Manager is authorized to borrow funds and pledge assets to secure funds upon written approval of a majority of the Members. The Manager may borrow funds from all or any Member and in such case shall pay interest at the rate'of four percent (4%) per annum above Wells Fargo Bank's Prime Rate or such other rate as the parties may agree in writing. No distribution shall be made from the LLC until all loans from Members have been paid in full. 4.7 Other Activities. The Manager may have other business interests and may engage in other activities in addition to those relating to the LLC. This Section does; not change each Pa~c 5 - SECOND RESTATED OPGR~ITING /AGREEMENT; LLC n'\~~pdocs\S3f,17QU1\resta(cd op :~grp3 J~~c~Ia~~ tvfountain Wcst Scnior IiousinS Srzm3no,35 Manager's duty~to act in a manner that the Manager reasonably believes to be in the best interests of the LLC. - 4.8 Meetings. If more than one Manager is elected, the Managers may hold meetings at such place and time as is agreed upon by the Managers. No written notice of such meeting is necessary. 4.9 Vacancy. If a vacancy occurs in the office of the Manager, the vacancy shall be filled by the affirmative vote of Members owning a Majority of the Ownership Units. ARTICLE 5 ACCOUNTING AND RECORDS ~. 5.1 ' ~ Books of Account. The LLC's b_ ooks and records, a register showing the names, addresses, and Ownership Units of the Members, and a copy of this Agreement shall be maintained at the principal office of the LLC; and each Member shall have access thereto at~all reasonable times. The Manager(s) shall keep books and records of the operation of the LLC which are appropriate and adequate for the LLC's business and for the carrying out of this Agreement. Accounting records shall be kept in accordance with a comprehensive income tax basis of accounting. 5.2 Fiscal Year. The fiscal year of the LLC shall be the calendar year 5.3 Tax Returns. The Manager(s) shall cause all required federal and state income tax returns for the LLC to be prepared and timely filed with the appropriate authorities. Within 90 days after the end of each fiscal year or such later date as the Members may agree by majority vote:, each Member shall be furnished a statement suitable for use in the preparation of the Member's income tax return, showing the amounts of any distributions, contributions, gains, losses, profits, or credits allocated to the Member during such fiscal year. No Member may obtain damages of any kind or other relief against the LLC for failure to complete the accounting and tax returns within 90 days but may demand records, hire an accountant, and be reimbursed for actual expenses. ARTICLE 6 ALLOCATIONS AND DISTRIBUTIONS 6.1 Allocations of Income and Loss for Tax Purposes. Subject to the Special Allocations and Limitations set forth herein and in Appendices hereto, the profits and losses of the LLC for each fiscal year will be allocated among the Members pro rata in proportion to their Ownership Units. All items of income, gain, loss, deduction, and credit shall be allocated among all Members in proportion to their Ownership Units. 6.2 Distributions. 6.2.1 Distributions. Distributions shall be made pro rata to all Members in accordance with the Ownership Units at such times and in such total amounts as determined by the Manager(s). Distributions in Liquidation shall be made as otherwise provided herein. . 6.2.2 Dish•ibzrtia7s in Liquidation. Distributions in liquidation of the LLC or a Member s interest in the LLC, shall be made to the Members in the manner set forth in Articles 7 and 8 of this Agreement. Pagc 6 - SECOND RESTATED OPERATING AGREGMEN"f; LLC n \~cpdcxs~~8~,17QQI~retitatcJ op agr~ll.d~~c'J:x' Mountain `VCSI SCnIOr { IOUSI~I~ 5/2/0100 3~ ~: • , ~.., . _ - - - 6.3 ~ecial Allocations and Limitations. The Members intend that all allocations shall be pro rata, as described in Section 6.1. However, iri order to comply with federal income tax regulations regarding the substantial economic effect of company allocations in the special circumstances described in such provisions, all allocations of company income, gain, loss, and deductions are subject to the special allocations, definitions, and limitations found in Appendix 6.3. ARTICLE 7 TRANSFERS OF INTEREST 7.1 Permitted Transfers. Notwithstanding any other provision of this .Agreement, the Members agree that the following transfers shall be permitted transfers and shall not be deemed a transfer restricted under this Agreement: t ' ~ 7.1.1 Any transfer from one existing Member of the LLC to another existing Member of the LLC. . _,. . . . ~ 7.1.2 Any transfer from an individual Member to a trust of which the individual Member is the trustor or from a trust which is a Member to the individual who is the trustor of such ... trust; provided, however, that such Member shall provide the LLC with a Certification of Trust which complies with the laws of the state in which the LLC is organized. 7.2 Security Interest in Member's Units as Collateral. A Member shall not be allowed to grant a security interest in his Ownership Units as collateral for a loan unless such Member has previously obtained the written consent to do so from Members owning a Majority of the Ownership Units. Such security interest shall: (a) include only the Member's right to receive distributions; (b) not act in any way to encumber any LLC property; and (c) only encumber the Member's Ownership Units in the LLC. Such consent shall riot be unreasonably withheld. In the event that a Member requests such consent, such Member shall pay all of the LLC's and remaining Members' expenses incurred in determining whether consent should be granted, including but not limited to the costs for attorney fees, accounting fees, title reports, UCC reports, credit reports, review and verification of credit applications, document preparation, recordmg fees, if any. ; 7.3 Restriction on Sale. Except as otherwise specifically provided herein, this Agreement is personal to the Members, jointly and severally, and none of them, individually, jointly, as trustor, trustee, or beneficiary of a trust shall in any manner or by operation of law sell,.exchange, assign, pledge, give, or otherwise transfer or encumber all or any part of any interest in this LLC without obtaining the prior written consent of Members owning a Majority of the Ownership Units of the LLC. Under this Agreement, the word "transfer" means the voluntary" or involuntary, direct or indirect, sale, transfer, license, sublease, inter vivos transfer, testamentary disposition, or other disposition of a Member's Ownership Units, including but not limited to any change in ownership as a result of divorce, insolvency, bankruptcy, operation of law or otherwise, and any change in ownership upon the death of a Member by will, declaration, transfer in trust, or under the laws of intestate succession of any state. It is expressly agreed by each Member that no Member shall make or enter into any agreement or contract with a third party or make any will, trust agreement, deed, or gift which would tend to amend, alter, abrogate the provisions, or act in contravention of the terms of this Agreement. The provisions of this Agreement shall be binding upon all persons claiming the rights of any I~fember, including but not limited to the spouse, heirs, personal representatives, administrators, trustees, trustors, creditors, and beneficiaries of any trust of any Member. Pagc 7 - SGCONU RESTATED OPERn"f ING AGREEMENT; LI,C n^.~.rd~~~s~SR~~~~~rin«~,u~i~~ o~ a~_~~} ~~~<<~~~~ Mountain Wcst Scnior Ilousin~ ~~-'~~;~~`~ 35 7.4 Events Reguirins Sale of Ownership Units of a Member. The following shall govern voluntary and mandatory sales of LLC Ownership Units by Members: ' 7.4.1 Deadlock. If any disagreement shall arise among the Members creating a deadlock in decision making relating to the operations of the LLC thus hindering the ability to carry on the business of the LLC, the disagreement shall be resolved in accordance with the Dispute Resolution Provisions of this Agreement. If any Member of this LLC is unwilling to abide by the decision obtained through the dispute resolution process relating to a deadlock or otherwise, then such dissenting Member shall offer his Ownership Units in the LLC to the LLC and the remaining Members for the fair market value of such dissenting Member's Ownership Units without deduction . for minority status or lack of marketability. " c 7.4.2 Desire to-Sell/Death of a Member. If any Member desires to no longer be a Member of the LLC.or to sell such Member's Ovsmership Units, then such Member shall offer such Member's Ownership Units in the LLC to the LLC and the remaining Members for the fair market value-of such Ownership Units, without deduction for minority status or lack of marketability. Upon the death of any Member or the grantor of any trust that is a Member, the Ownership Units awned by such Member shall be offered to the LLC and the remaining Members for the fair market value of'~ such Ownership Units, without deduction for minority status or lack of marketability, unless such deceased Member has specifically provided for the distribution of such Member's ownership units"to" a surviving child or children pursuant to the terms of a validly executed will or trust. - 7.4.3 Other Events Requiring Sale. Upon" the occurrence of any of the following events relating to any Member, such Member shall offer to sell his Ownership Units in the LLC to - the LLC and the remaining Members for the fair market value of such Member's Ownership Units, with deduction for minority ownership and lack of marketability: (i) the Member makes an - assignment for the benefit of creditors; (ii) the Member files a voluntary petition for bankruptcy; (iii) the Member is adjudicated a bankrupt or insolvent;.(iv) the Member files a petition or answer seeking for the Member any reorganization, arrangement for the benefit of creditors, composition of debts" - and assets, readjustment of debts and assets, liquidation of assets, or dissolution of marriage or similar relief under any statute, law, or regulatiori,'orany other event not otherwise mentioned in this Section 7.4. 7.5 Valuation of Ownership Units of a Member: , In, every instance involving the voluntary, -or mandatory purchase or sale of Ownership Units in this LLC, if the parties carinot agree on the fair market value with or without discount for minority ownership and/or marketability of the LLC Ownership Units of any Member whose Ownership Units must be voluntarily or mandatorily sold as described above, then the fair market value issue, with or without discount for minority ownership or marketability, shall be .resolved in accordance with the dispute resolution provisions in this Agreement. The decision obtained through the dispute resolution procedure shall be binding on the parties. Such fair market value with or without discount, as the case may be, is referred to herein as the "Purchase Price". 7.6 Options to Purchase Ownership Units of a Member. In every instance involving the voluntary or mandatory purchase or sale of Ownership Units in this LLC and after the fair market value with or without discounts for minority ownership and/or marketability has'-been determined by agreement or through the dispute resolution procedure established in this Agreement, then: PaaC 8 - SGCOND RL•STATED OPERATING /~GRELMEN"I'; LLC n1~~pd~xs158G17001~reslatcd cep agr(13.Jnc`la~~ Mrnmlain West Scninr I tonsin~~ 5/2~g3g9 )~ 7.6.1 First Option to LLC. For a period not exceeding 60 days from the date a Purchase Price for the Ownership Units has been determined, the LLC shall have the option to purchase such Ownership Units, which option may be exercised by giving written. notice of the LLC's intent to purchase such Units at the Purchase Price which shall be paid pursuant to the terms provided in this Agreement to the transferring Member or the transferring Member's estate and shall be secured by the Membership Units so transferred. 7.6.2 Second Option to Non-transferring Members. If the LLC does not exercise its right to purchase Ownership Units 'as provided above, the remaining Members, jointly or severally, shall have the option to purchase all such Ownership Units at the Purchase Price determined pursuant to the terms of this Agreement. The non-transferring Members. shall provide written notice of intent to exercise their~option at any time within 60 des following the last date by which the I:~LC may give notice of its intent to exercise such rights. If more than one non- transferring Member desires to purchase all oz any_.portion of such Ownership Units, such Ownership Units shall be purchased by such non-transferring Members in proportions upon-which~they agree or,. in the absence of~~ome other~agreement among the non-transferring Members, in proportion to the existing Ownership Units of each non-transferring Member. ~ ~~ .~ • 7.7 Payment• for Member's Ownership Units. The LLC or the remaining Members, as the case may be; in their sole~discretion, shall choose one of the following methods for payment of the Purohase Price for a Membet's Ownership Units-purchased pursuant to this Agreement: .7.7.1 In cash within 30 days.of the exercise of the option to purchase; or 7.7.2 In monthly installments amortized over a period of 30 years, including interest on the unpaid balance~at the rate of 7% per annum, with no penalty for prepayment. If such deferred payment is opted by either the LLC or the remaining Members, such Purchase Price shall be memorialized by an -installment note of the LLC or the non-transferring, purchasing Members, payable to the transferring Member or the transferring Member's estate. The installment note shall be secured by the Ownership Units purchased by the LLC or the remaining Members, as the case may be; and the entire balance due on such installmentnote shall be due and payable in full upon the sale of all or substantially all of the LLC assets unless the sale is part of a tax deferred exchange. 7.8 Substituted Parties. Except in the case of permitted transfers defined in Section 7.1, upon any transfer of Ownership Units, the transferee shall not become a fully substituted Member with full membership rights unless and until: (a) the transferee is approved as a substitute Member by remaining Members holding all of the remaining Ownership Units; (b) the transferee delivers to the LLC any and all personal financial statements or other information requested by the LLC; (c) the transferee pays for any credit reports requested by the LLC; (d) the transferee pays for all legal documentation necessary to effectuate the transfer, including legal costs of the LLC; and (e) the transferee executes and delivers to the LLC all documents necessary or appropriate in the opinion of counsel for the LLC to effect the transfer and to confine the agreement of the permitted assignee to be bound by the provisions of this Agreement. 7.8.1 Upon any transfer of Ownership Units in which the transferee is not admitted as a substitute Member, the Ownership Units held by such transferee shall not include any right to participate in management of the LLC, including any right to vote, consent to, or approve any actions of the Manager and shall not include any right to information about the LLC, its operations or its financial condition. In addition, if t}~e transferee is not admitted as a substitute i~fember, the Page 9 - SGCOND RC:STATL-D OPI:I2nTING AGKEGMGNT; LLC n.'~«pJucs\SRG17001\restatcd op agr03 Jnc\lau Mountain Wcst Senior Ilousin~ $/2/0}0935 transferee shall be allocated distributions for tax purposes, but the distribution of funds to such Member shall not be made. Such funds shall be held in a suspense account by the LLC until such time as such transferee is admitted as a substitute Member or upon dissolution of the LLC. Following any transfer to a transferee who is not admitted as a substitute Member, the transferring Member's power and right to vote or consent to any matters submitted to'the Members to receive any distributions shall be terminated; and any Ownership Units of the remaining Members for purposes only of such votes, consents, and participation in management shall be proportionately increased until such time, if any, as such transferee becomes admitted as a substitute Member. 7.9 Failure to Exercise Option. If neither the LLC nor the non-transferring Members agree to purchase the Ownership Units of a Member who offers to or is required to offer to sell such Member's Ownership Units to the LLC and/or the remaining Mem(iers as provided above, the restrictions of this Agreement on transfer of such Ownership Units shall be removed; except that: (i) such Ownership Units shall not be sold or txartsfened in any way to any. third party for a purchase price less than the Purchase Price determined~under the paragraph entitled Valuation of Ownership Units of a Member, (ii) such Ownership Units shall not be sold on terms more favorable to the purchaser than those provided in the paragraph entitled Payment for Member's Ownership Units, and (iii) the rights of the transferee of such Ownership Units shall be restricted as provided in the paragraph entitled Substituted Parties-in. this Agreement, and (iv) if such Ownership Units aze not sold by such Member within one (1) year of the determination of the Purchase Price pursuant to the provisions of this Agreement, then the provisions and restrictions of this Agreement relating to the transfer of Ownership Units shall apply, and the options of the LLC and the remaining Members shall be reinstated. ARTICLE 8 DISSOLUTION AND WINDING UP OF THE LLC 8.1 Dissolution. Except as otherwise provided in this Agreement, the LLC shall be dissolved: (a) at the time, if any, for dissolution specified in the Articles of Organization; (b) within four (4) years of the sale, transfer, or other disposition of all of the assets of the LLC unless otherwise agreed by the Members; (c) upon the agreement of Members owning more than 50% ~of the Ownership Units of this LLC. Provided, however, that, if such dissolution would constitute an event of default of any contractual obligation of the LLC, then the LLC shall not be dissolved. 8.2 Winding Up. Upon the dissolution of the LLC, the assets shall be liquidated as promptly as is consistent with obtaining their fair market value, and the proceeds shall be applied and distributed and allocated as promptly as is commercially reasonable in the following order: 8.2.1 To the payment and discharge of the expenses of liquidation. 8.2.2 To the payment and discharge of all of the debts and liabilities of the LLC to persons or organizations other than Members. 8.2.3 To the payment and discharge of any debts and liabilities to Members. 8.2.4 To preferred Members, if any, in the amount of the positive balances in their respective 'capital accounts on the date of distribution. If the amount available for such distribution to the preferred Ivtembers is insufficient.to bring all of their positive capital account balances to zero, then payment shall be made on a pro rata basis to all the prcferred Membcrs in the same proportion Pa~c 10 - SECOND RESTnTED OPERATING /AGREEMENT; LLC n ~~~pduc1~>xat7on~'.restarcd <~p a~rb3.duc~l:"' Mountain Wcst Scnior Ifousin~ 5/2/Q3u9.35 i ~, .h ~ y '.~.~~, that the positive balance in the capital account of each preferred Member bears to the aggregate . amount of the positive balances in the capital accounts of all preferred Members. 8.2.5 To the Members in the amount of the positive balances in their respective capital accounts on the date of distribution. If the amount available for such distribution to the Members is insufficient to bring all their positive capital account balances to zero, then payment shall be made on a pro-rata basis to all the Members in the same proportion that the positive balance in the capital account of each Member bears to the aggregate amount of the positive balances in the capital accounts of all Members. 8.2.6 Any proceeds remaining shall be distributed •to the Members, including preferred Members on a pro rata basis•~to all such Members in the pr,~portion .to their Ownership Units. ARTICLE 9 _ INDEMNIFICATION 9.1 Indemnification. To the fullest extent permitted under the law of the state of organization of the LLC, as.such law exists or may hereafter be amended, the LLC shall defend, indemnify, and hold harmless each Member and/or Manager of the LLC against~any and all claims and liabilities to which such Member and/or Manager has or~ shall become subject by reason of serving or having served as such Member and/or Manager or by reason of any action alleged to have been taken, omitted, or neglected by such Member and/or Manager. The LLC may provide indemnification to employees and agents of the LLC. The indemnification provided in this Section shall not be exclusive of any other rights to which any person may be entitled under statute, agreement, resolution, contract, or otherwise. 9.2 Limitation of Liability. Members managing the LLC shall not be liable to the LLC or its Members for monetary damages or otherwise for conduct as Member and/or Manager except to the extent that the Limited Liability Company Act of the state in which this LLC was organized, as it _ _ _ _ _ now.exists or may hereafter be amended, prohibits elimination or limitation of Manager or Member liability. No repeal or ameiidrrierit of-ti':is Section, ;,f this Agreement or of the Limited Liability Company Act of the state in which this LLC was organized shall adversely affect any right or protection of a Manager or Member for actions or omissions prior to the repeal or amendment. ARTICLE 10 AMENDMENTS 10.1 By Members. The Members may amend or repeal the provisions of this Agreement by unanimous agreement of the Members set forth in writing or by unanimous action taken at a meeting of Members called for that purpose. This Agreement may not be amended or repealed by oral agreement of the Members. Pa~c t 1 -SECOND IZGS~1 ATFD OPGRnTING nGRf~L•'M[;NT; 1.LC n'\~~•pdocs\$Rb17OIll'vctitaicd op a5rQ3 d~KVa~~ Mountain West Senior I lc~usin~~ 5/~~r~~u~~ 35 ARTICLE 11 IVIISCELLANEOUS 11.1 Additional Documents. Each Member shall execute such additional documents and take such actions as are reasonably requested in order to complete or confirm the transactions contemplated by this Agreement. - 11.2 Dispute Resolution. In the event there is any dispute or deadlock between or among the parties to this Agreement relating in any way to this Agreement, the LLC itself, the business or operation of the LLC, or the Articles of Organization of the LLC, the parties must mediate such dispute or deadlock before commencing any legal action. No party to this Agreement can bring legal action or demand mandatory arbitration against another party to this Agreement without first participating in mediation, unless one party refuses to submiX to mediation and legal action is brought to specifically enforce this mandatory mediation provision o€ this Agreement. The mediator's charges and expenses shall be split by.the parties on a 50/50 basis. Mediation fees and costs do not include each party's attomey fees and costs. Each party shall be responsible for his own attomey fees and costs at mediation. Should the dispute not be resolved by mediation, the parties agree to submit any dispute arising between the parties relating in any way to this Agreement to binding arbitration. The standard used by the arbitrator in resolving disputes will be reasonable business practices in similaz businesses, taking into account tax implications. ff the dispute .goes to arbitration, the prevailing party will be entitled to its attomey fees and costs incurred in the arbitration process. The decision of an arbitrator will be .final and not subject to any appeal and will be enforceable in a court of competent jurisdiction. 11.2.1 Dispute Resolution in the Event of a Deadlock. In any instance in which there are insufficient votes to approve or disapprove any actual or proposed action or inaction of the LLC, the Members and Managers agree that such decision shall be referred to the dispute resolution procedure described above; and the standard for decision making to be applied by the arbitrator shall be the reasonable business practices in a similar business in the community, taking into account tax implications. In such event, the LLC shall pay all costs of mediation and arbitration. The decision of the arbitrator shall be final and not subject to any appeal and shall be enforceable in a court of competent jurisdiction. _ __ - _ __- - - - -- - - ~ - - - 11.3 Governin>~aw. This Agreement shall be governed by the laws of the State of Oregon. 11.4 Headings. Headings in this Agreement are for convenience only and shall not affect its meaning. 11.5 Severability. The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of the remaining provisions. 11.6 Third-paryy Beneficiaries. The provisions of this Agreement are intended solely for the benefit of the Members and shall create no rights or obligations enforceable by any third party, including creditors of the LLC, except as otherwise provided by applicable law. 1 ] .7 Representation of Counsel. This Agreement was prepared by Garrett, Hemann, Robertson, Jennings, Comstock & Trethe~vy, P.C.. which represents the LLC, only, in this matter. Although tl~e law firm has or may have represented one or more of the Members of the LLC, it is not Pa~c ,I 2 - SfiCOND RESTA"CED OPERA"I~(NG AGREEMENT; LLC n \«pJ~~c>\SKh 17p01`rc~tatcJ op agr03 duc`daci Mountain Wcst Senior I lousin~~ 5n/n3a~~ 35 ,~ ' << representing any such Member, individually or jointly, in the preparation of this Agreement. Each Member of this LLC acknowledges that such Member has been advised of these facts and has the right to and is encouraged to seek independent legal counsel of such Member's choice regarding such Member's rights and obligations, individually and as trustees, under this Agreement. Each Member acknowledges each Member's right to negotiate the terms of this Agreement and agrees that, although this Agreement was drafted by the attorneys for the LLC, it shall not be interpreted or construed against any party. Lawrence E. Tokarsld Revocable Living Trust dated June 11,1996, as to 750 Unites sy: .~ wrence E. Tokarski, Trustee (Date) Kelley Hamilton and Janet Tovar Hamilton Trust dated November 29, 2002, as to 750 Units By: r ~ "~~~ Ke ey D. ilton, Trustee (Date) Pa~c 13 - SECOND IZES~I~n'I'EU OPER/~TING /~GREGMGN"I ;LLC n'`.~~pd~~cs~SHI,170Ulvc~tatc<I np agro3.docUau Mountain Wcst Scnior i lousing 5/2irl~tn~~ 35 APPENDIX 6.3 6.3.1 Adjusted Capital Account Deficit means a deficit balance in any Member's Capital Account at the end of any fiscal year, after adjustment to reflect any Adjustment Items, to the extent that the deficit exceeds the amount of a member's shares of Company Minimum Gain and Member Non-recourse Debt minimum Gain (if any) that the Member is deemed to be obligated to restore pursuant to Treasury Regulation §§ 1.704-2(g)(1) and 1.704-2(i)(~). 6.3.2 Adjustment Items means adjustments, allocations, and distributions described in Treasury Regulation §§1.704-1(b)(2)(ii)(d)(4), (5), and (6). r 6.3.3 Capital Account means the account maintained for each Member pursuant to Section 2.5. . °. 6.3.4 Company Minimum Gain means as of any date, the amount of gain, if any, that would be recognized by the Company for federal income tax purposes, as if it disposed of property in a taxable transaction on that date in full satisfaction of any non-recourse liability _ secured by the property, computed in accordance with Treasury Regulation §1.704-2(d)(1). 6.3.5 Member Non-recourse Debt has the same meaning.as "partner non-recourse debt" set forth in Treasury Regulation § 1.704=2(b)(4). 6.3.6 Member Non-recourse Debt Minimum Gain means an amount, with respect to each Member non-recourse Debt, equal to the Company Minimum Gain that would result if such Member Non-recourse Debt were treated as anon-recourse Liability, determined pursuant to Treasury Regulation §1.704-2(i)(2) and (3). 6.3.7 Member Non-recourse Deductions has the same meaning as "partner non-recourse deductions" set froth in Treasury Regulation §1..7.04-2(i)(2). The amount of Member non-recourse Deductions with respect to a Member non-recourse Debt for a Company fiscal year equals the excess, if any, of (A) the net increase, if any, in the amount of the Company minimum Gain attributable to such Member Non-recourse Debt during the fiscal year over (B) the aggregate amount of any distribution during the fiscal year to the Member that bears the economic risk of loss for such Member Non-recourse Debt to the extent the distributions are from proceeds of the Member Non- recourse Debt and are allocable to an increase in Member Non-recourse Debt Minimum Gain attributable to the Member Non-recourse Debt, determined pursuant to Treasury Regulation §1.704- 2(1). 6.3.8 Non-recourse Dedz~ctions has the meaning set forth in Treasury Regulation § 1.704- 2(c). The amount ofNon-recourse Deduction for a Company fiscal year equals excess, if any, of the net increase, if any, in the amount of Company Minimum Gain during that fiscal year over the aggregate amount of any distributions during that fiscal year of proceeds of anon-recourse Liability that are allocable to an increase in Company Minimum Gain, determined pursuant to Treasury Regulation § 1.704-2(c). 6.3.9 Non-recourse Liability has the meaning set forth in Treasury Regulation ~1.704- 2(b)(3). Pagc 14 - SECOND RESTA'(6D OPERnTING /~GRG6MGN'f; LLC n.'.~~pdoa\58417001\revt:ucJ op ~gro3.docUa„ Mountain Wcst Scnior 1luutiin~ 5/`/030935 ~ ~s 6.3.10 Limitations on Allocations of Loss. In no event will any Company loss or deduction, or item thereof, be allocated to any Member to the extent that the member has, or would have as a result of the allocation, an Adjusted Capital Account Deficit in the Member's Capital Account as of the end of the Company taxable year to which the allocation relates. Any loss or deduction, the allocation of which to a Member is disallowed by the foregoing restriction; will be reallocated to those Members who do not have an Adjusted Capital Account Deficit as of the end of such taxable year. , 6.3.11 Comparry Minimum Gain Chargeback. If there is a net decrease in Company Minimum Gain during any Company taxable year, each Member will be specially allocated, before any other allocation of Company income, gain, loss, or deduction for the taxable year, items of Company income and gain for the taxable year (and, if necessary, subsequent years) in proportion to and to the extent of an amount .equal to each Ivrember's share of the net ~ decrease in Company Minimum Gain determine in accordance with Treasury Regulation §1.7042(8)(2). This Paragraph is intended to comply with and will be interpreted"consistently with the "minimum gain chargeback" provisions of Treasury Regulation § 1.7042(f). 6.3.12 Member Non-recourse Debt Minimum Gain Chargeback. Notwithstanding any other provision of Article 6 of the Agreement or this Appendix 6.3, except paragraph 6.3.11. of this Appendix, if there is a net decrease in Member Non-recourse Debt minimum Gain attributable to a Member Non-recourse Debt during any taxable year of the Company, each Member who has a share of the Member non-recourse Debt Minimum Gain attributable to such Member Non-recourse Debt, determined in accordance .with Treasury Regulation § 1.704-2(i)(5), will be specially allocated items of Company income and gain for such year (and, if necessary, subsequent years) in an- amount equal to such Member's share of the net decrease in Member Non-recourse Debt, determined in accordance with Treasury Regulation § 1.704-2(i)(4). Allocations pursuant to this Paragraph 6.3.12 will be made in proportion to the respective amounts required to be allocated to each Member pursuant thereto. The items to be so allocated will be determined in accordance with Treasury Regulation § 1.704- 2(1)(4). This Paragraph 6.3.12 is intended to comply with, and will be interpreted consistently with, the partner non-recourse debt minimum gain chargeback provisions of Treasury Regulations §1.704- 2(1)(4) 6.3.13 Qualified Income Offset. Notwithstanding any other provision of the Agreement or this Appendix except Paragraphs 6.3.11 and 6.3.12 of this Appendix 6.3, in the event any Member for any reason receives an Adjustment Item for any fiscal year that results in an Adjusted Capital Account Deficit for that Member, the Member will be specially allocated items of Company income and gain (consisting of a pro rata portion of each item of Company income, including gross income, and gain for the year) in an amount and manner sufficient to eliminate the Adjusted Capital Account Deficit, if any, created by such Adjustment Item as quickly as possible. This Paragraph 6.3.13 is intended to comply with the "qualified income offset" requirements of Treasury Regulation §1.704- 1(b)(2)(ii)(d) and wilt be interpreted and applied consistently therewith. 6.3.14 Offsetting Allocations. Any special allocations of items of income, gain, loss, or deduction pursuant to Paragraphs 6.3.11, 6.3.12 or 6.3.13 of this~Appendix 6.3 will be taken into account in computing subsequent allocations of Company income, gain, loss or deduction pursuant to Article 6 so that the net amount of any items so allocated and all other income, gain, loss, deductions, and items thereof allocated to each Member pursuant to Article 6 will, to the extent possible, be equal Paec 15 - SECOND RGS"fnT6D OPERA"rING nGRfEMLN"t; LLC n1~~pdocs\SRG17401\rcuatcJ op agr03.d~~c\)~~' Mountain Wcst Scnior 1 lou~in~ 5/2/u3n9.7s to the net amount that would have been allocated to each Member pursuant to Article 6 if the special allocation had not occurred. 6.3.15 Allocations with respect to Contributed or Revalued Property. Notwithstanding any other provision of Article 6 of this Agreement, in the event Internal Revenue Code ("IRC") §704(c) or IRC §704(c) principles applicable under Treasury Regulation §1.704-1(b)(2)(iv) require allocations of Company income, gain," loss, or deductions for income tax purposes in a manner different than otherwise provided in Article 6 of this Agreement, the provisions of IRC §704(c) and the regulations thereunder will control such allocations among the Members for income tax purposes. Any item of income, gain, loss, and deduction with respect to any property (other than cash) that has been contributed to the Company by a Member or that has been revalued for Capital Account purposes under this Agreement pursuant to Treasury Regulation §1.04-1(b)(2)(iv) and which is required or,permitted to be allocated to such Member for income tax purposes under IRC §704(c) so as to take into account the variation between the`tax basis of such contributed or revalued property and its .fair market value at the time of its contribution or revaluation will be allocated solely for income tax purposes in the manner so required"or permitted under IRC §704(c) using the method described in Treasury Regulation § 1.704-3 (or any successor regulation) selected by the Manager. Pa~c {G - SGCUND Rf;ST'ATGD OPERn"PING /~GRfGNiGN"f; LLC n~apJ++cs`,5xr,i7uc~i,rcaatcd~+pagr03dn~~~a~ Mountain Wcst Scnior {lousing 52/c)i09 3S :~ .~ V ' Staff Report TO: Mayor Rivas, Yelm City Coundlmembers . From:Tim Peterson, Public Works Director CC: File Date: July 9th (for July 9th City Coundl Meeting) Re: Emergency Small Works Project Water Reclamation Facility By-Pass Piping Project BACKGROUND: The Water Reclamation Fadlity has been producing Class A reclaimed water since it was brought on line in September 1999. During construction, the equalization basin was sized to accommodate maximum plant capadty. Currently, the equalization basin (due to size and shallow level of water) is allowing effluent to stay in the basin for an extended period of time (up to 3 days). Due to the warm weather, this retention time is causing severe algae blooms. These algae blooms are causing the filters to prematurely dog resulting in an extensive amount of time and labor to unclog filters and try to remove algae from the equalization basin. During the cooler, cloudy periods of weather the algae is not a problem. PRESENT: This year the algae blooms have been so severe that they are dogging the filters at a rate that may eventually stop the plant from producing Class A reclaimed water. It is only a matter of time before staff will not be able to dean the dogged filters as fast as they are dogging. Reducing the size of the equalization basin and allowing the effluent to pass through the cells at a more rapid rate will eliminate the algae problem and allow the plant to continue to produce reclaimed water. Redudng the size of the equalization basin is a relatively simple project, however, it can only be completed if the "by- pass piping" project is completed first. The by-pass piping project was initially identified as "miscellaneous piping" and was a component of the overall scope of work that was included with the Centennial Clean Water Fund monies. The by-pass piping will allow the plant to remain in operation if there is ever an event (such as the dogged filters) that does not allowthe plant to produce reclaimed water. Currently, the existing piping prevents the use of potable make-up water to be used in the system should the plant is unable to produce Class A reclaimed water (such as the event that all of the filters would dog). If this event ever occurs, reclaimed water customers downtown as well as Cochrane Park will cease to get water. -~ his is not only an inconvenience to reclaimed water customers but it is critical to the overall balance of the ecological life of Cochrane Park. Cochrane Park is a live `wetland" park with numerous wetland plants as well as a fish pond that requires a certain amount of fresh water. Without this water to sustain the delicate balance the cost to replace lost plants and fish would become extremely cost prohibitive to the dty. The next few months July, August, and September are typically the hottest months of the year. It is too difficult to forecast at this point whether or not the algae blooms will result in the failure of the plant to produce reclaimed water, however, past experience would point us in this direction:lf this is the case, there is no alternate source of supply to continue the flow downtown and to the park. ~~ • Page 1 It is staff's recommendation at this time, due the fact that there have been unforeseen dreumstances beyond the control of the dty that requires immediate attention in order to continue the essential function of the water reclamation plant, that an "emergency' be declared. This will allow city staff to forego the competitive bidding process for the by-pass piping project. The competitive bidding process can take up twv months or. more to complete and begin construction. Staff can then immediately begin to hire contractors to complete this project ensuring that reclaimed water customers and Cochrane Park will be able to receive water in the event that the treatment plant cannot produce Class A reclaimed water. All other proposed improvements to the plant will be done through the competitive bidding process. Both projects (by-pass piping and equalization basin reduction) have been submitted to the Department of Ecology for prior approval. No work will be done on either project until that approval has been received. It is antidpated that both plans will be approved very shortly. The estimated cost of the project is less than $20,000. Staff is currently waiting for estimates from metal fabricators. RECOMMENDATION: For Mayor Rivas to declare an emergency small work project at the Water Reclamation Facility as immediate corrective action is required to sustain the treatment plants ability to supply water to reclaimed water customers and to Cochrane Park. G:\Council\2003\emergencybypass.doc • Page 2 ~~ THE p+Q~ V/ \~! YELM WASHINGTON Ciry of Yelm 105 Yelm Avenue West P.O. Box 479 Yelm, Washington 98597 (360) 458-3244 To: Mayor Rivas Yelm City Council From: Grant Beck G~ Date. July 2, 2003 Subject: LID Transfer's -Rosemont Retirement Center Issue Hollamer Investments LLC and MWSH Yelm LLC have agreed to transfer 22 LID Equivalent Residential Unit (ERU's) from property owners who no longer wish to use them on the original assessment parcels. Background Hollamer Investment LLC and MWSH Yelm LLC own the Rosemont Assisted Living facility now under construction on Killion Road. The assisted living facility required the purchase of 26 ERU's for connection to the City's S.T.E. P. sewer system. The Killion Road property was part of LID No. 1 and had previously purchased 4 ERU's. Dick Boness and Steve Nelson own 5 parcels of land outside the City limits on Morris Road. The 5 parcels were part of LID No. 1 and had purchased 8 ERU's. The LID assessment is paid off on these parcels. Bev Malan owns a parcel of land at 1504 Yelm Avenue West which was part of the LID and purchased 14 ERU's. The LID principle amount is currently $20,419.27 with respect to this parcel. The Community Development Department maintains a list of people who have LID assessments on their property and wish to transfer them to another party. From this list, the owners of Rosemont contacted Mr. Boness and Ms. Malan and reached an agreement to transfer the LID assessments from their parcels to the Rosemont parcel. Upon approval by the Council, 8 LID ERU assessments will be transferred from Boness to Rosemont and 14 will be transferred from Malan to Rosemont. This ultimately allows Rosemont to pay a sewer connection fee of $2,625 per ERU compared to the full rate of $5,125 and allows Mr. Boness and Ms. Malan to get value from the LID assessment which they no longer wish to use. The City of Yelm is an Equal Opportunity Provider Recommendation The Council adopt Ordinance Number 781, which approves the transfer of 8 equivalent residential unit assessments in LID No. 1 from Dick Boness and Steve Nelson to Hollamer Investment LLC and MWSH Yelm LLC. 2. The Council adopt Ordinance Number 782, which approves the transfer of 14 equivalent residential unit assessments in LID No. 1 from Bev Malan to Hollamer Investment LLC and MWSH Yelm LLC 2 ~, ~~~~ °LI .~~~I~~~~~ After recording return to: Mike Malan and Bev Malan 1~48A~-~e+~rH~i~E t~~J l3ojt ?~!? Yelm, WA 98597-9480 Real Estate Excise Tax psid b .~.... By....., ~ ~~f ~tPu~Y Legal Description (abbreviated): Parcel A of Boundary Line Adjustment BLA 0249 Additional Legal on page: Assessor's Tax Parcel ID#: 21713340106 and Reference: QUIT CLAIM DEED THE GRANTOR(S), Frederick L. Kolilis, II ,for and in consideration of to create separate property conveys and quit claims to Bev Malan, a married woman, as her separate estate the following described real estate, situated in the County of Thurston, State of Washington, together with all after acquired title of the Grantor(s) therein: See Exhibit A attached hereto. Dated: March 25, 2003 ~ ~ ~~t' l.~~, F ederick L. Kolilis, II State of Washington Thurston County ~~ SS: County of c, /~ ~! n On this ~~ day of IV (l,~i ~V`~~ ~d~ _, before me personally appeared Frederick L. Kolilis, II to me known to be the individual(s) 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. Gives under, my and~ap~~ official seal-the day and year last above written. Notary Public in nd dC~the St t~ of . ~v~ 1~~~~~ Residing at . ~ ~~ `n-~ My Appointment x it s: . _ ~~~'t~tt..y' T,~i'eo "'~~~~~~`Z~;;SICJ~~.~~~ Itt s •~ I '.« P~1O7:1~J ~ ~r ~d ,, -.., r,7 ^ d Transnation Title Insurance Company Quit Claim Deed LPB-12 (7/97) WA.10.31.00 3517223 I 04101!2003 12:25P BEV MRLRN D 820.00 Thurston Co. Wa. Order No.: 10109645 Page 2 of 2 Legal Description Statutory Warranty Deed dated March 25, 2003 EXHIBIT A Parcel A of Boundary Line Adjustment BLA 0249 described as follows: Lot 4 of Short Subdivision No. 8013, recorded under A.F. No. 8408140029 Records of Thurston County, Washington; AND ALSO the West 99.18 feet of the South half of the Northeast quarter of the Southeast quarter of the Southwest quarter of Section 13, Township 17 North, Range 1 East, W.M. Initial~'~ Initials; 3517223 Page: 2 of 2 04/01/2003 12:25P BEV MRLAN D $20.00 Thurston Co. Wa. MOUNTAIN WEST 245 Commercial Street SE Suite 200 Salem, Oregon 97301 21 March 2003 Grant Beck, Community Development Director City of Yelm P.O. Box 479 Yelm, WA 98597 Re: LID Transfer Dear Grant: ~ ~ ?~03 VIA FACSIMILE 360-458-3144 w/o enclosures VIA REGULAR MAIL w/enclosures Nothing is simple! Re the gathering of data for the LID documents, here's where I am at this point: Parcel we are purchasing This is Tax Parcel #21724120404. The current owner is Hollamer Investments, LLC. Mountain West Senior Housing LLC, an Oregon limited liability company, is under contract to purchase it on receipt of building permits. The Manager of Mountain West Senior Housing LLC with authority to execute documents is Lawrence E. Tokarski. To complicate matters further, just prior to closing Mountain West Senior Housing LLC will be assigning its rights in the Purchase and Sale Agreement to MWSH Yelm LLC, a Washington limited liability company. Than Manager of MWSH Yelm LLC will be Mountain West Senior Housing LLC. I can provide you with entity documents on all three companies if necessary; please let me know just what you need to satisfy your requirements The 2002-2003 market value of this parcel per the Thurston County Assessor's records is $76,550. Enclosed are 1) the Metroscan property profile, 2) the deed vesting ownership in Hollamer Investments LLC, 3) the Thurston County value sheet and 4) the 2003 Annual Report of Mountain West Senior Housing LLC. The Malan property The Tax Parcel you provided for the Malans is #21713340106 which was deeded in 1985 to Frederick Kolilis and is currently owned by same. I called Mike Malan and asked if they once owned this piece; he said no, that their LID encumbrance is on Parcel #21713340404. Transnation Title provided deeds on both properties. Icross-checked the legal descriptions and find no overlap of the properties; however I note that the Malan deed is actually vested in the name of Frederick and Beverly Kolilis. Since the Metroscan shows ownership in the name of Beverly Malan, I suspect a divorce and re-marriage may have jumbled up this one. Enclosed are 1) the Kolilis property Metroscan profile and vesting deed and 2) the Malan property Metroscan profile, vesting deed and County value sheet. The Boness property As you advised, the original Parcel #'s 22729320200 and 400 were subdivided into Parcel #'s 22729320201, 202, 203, 204 and 205. According to Richard Boness Senior, the LID was formed when an Archibald owned the properties, then Senior paid in full the assessment obligations in the course of facilitating acquisition and sub-division of the properties for his heirs, Junior and Steve Nelson. Transnation was unable to provide "proof' that the original two parcels are in fact the same land as the five new ones. Enclosed are 1) the single vesting deed for all the parcels and 2) the Metroscan profile and County value sheet for each of the five parcels. ******* I'm afraid this is the best I can do as far as gathering your required information. It appears that what remains is for the City to track how it handled the chain of benefit and obligation .for the assessments as these properties changed hands. I am uncomfortable delving into these individuals' divorces, inheritance tax strategies and the like. It seems to me that they should be motivated to come forward to the City and provide the missing pieces since they have much to gain by completing the LID transfers. I hope what I am providing is a step toward resolution! Sincerely, ~~~ ~.,4~-+~l tt, ~Lu~Q-tt..0 Susanna Owens 03i19i03 12:10 FAX 360 493 2236 TRANSNATION TITLE 0 002 Parcel # Owner CoOwncr Site Mail Xfered Price Pr Xfer Pr Price Deed Land U5c Legal 2172 41 20404 : Hollamer Investments *No Site Address* 920 E Bay Dr NE #3D301 Olympia Wa 98506 :11/20/2002 Doc# :3x79937 Prpoc# • PrvsA.ssd'Iot Quit Claim : 96240 Com,Secondary Frontage,Inter,Suburb SECTION 24 TOWNSHIP 17 RANGE IE TR B BLA008257YL 3317913 NW NE METx20SCAN Thurston County Prof le Bldg # Total : $76,550 Land . $76,550 Structure Type . °/v ImprOVed Excise # :306119 Nbrhd Cd :0401 Sub Area :2550 C1-Ylm-Olympia-Yelui Hv Levy Code :170 2002 Tax : X1,033.60 5:24 T: 17N R: O l E Q: NE Pkune Owner , Tenant Census :Tract : Block Bocli'ooms Year Built Lot Acres ; 2,70 Bathrooms Stories Lot Sq Ft :117,612 Bath Yell : Living Area Frontage . IIath 3 Qtr BsmTotSF View Bath Ha1F : Addition SF Pcaimetcr - Quality Storage SF Topography BldgCond Garage'I~pe RoofMatrl Air Method : Garage SF RooFShape : HeatTypel Carport SF WallMatl . HeatSrcel Patio Foundation Fireplace Patio SF Floor Cover ; Pool Porch FireSprkl _ Deck Type Porch SF Bldg Use TRANSFER INFORMATION OWNERS NAMES DATE DOC# PRICE DEED LOAN TYPE :Hollamer lnvestments :11/20/20023479937 :Quit CI :Hollamer Investments Llc :03/13/19952382-0746: :Quit CI - :Edwards Michael D 1612-0009: _ lnformatlan compflsd from var[ous sources. Re¢l £sstara Soluriorts makes R° representations or wnrrantiss as to ehs accuracy or cornplstensss of inforrnalion contained in this report. 03/19/03 12:10 FAX 360 493 2236 TRANSNATION TITLE Wh@n recorded return to: Hollamer Investments, LLC M.D. Edwards, Managing Partner 920 East Bay Drive NE, # 3D-301 Olympia, WA 98506 Heal Estate Exc~is(e~to~paid .~ Receipt no_~~~`~".'-'~-Qr+te - - Robin L Hunt, Th~rst`o`nrCo,., Trees. By 18~.-__ ~BgUtY I~003 1~'1 ro~-I ,-~I cn c> J G:~ 1'RlA'~10N TfC~.1piTITCLAIM DEED X003 ~~is TffiS QUITCLAIM DEED, executed this ~~'~' day of November, 2002, by first parties, Grantors, Ruby H. Edwards, as lover separate estate and Michael D. Edwards and Gary P. Edwards, Co-Trustees of the Testameirtary Trust established in the Y.ast Will and Testament of Lee N. Edwards dated October 11, 1982 to second patty, Grantee, Hollamer Investttaerrts, a Washington State Limited Liability Company. ~A>~- ~ ~ l~ ~'-i (boy 0~ WITNESSET`$ That the said first party, for Love and Affection and the sum of Ten Dollars ($10.00) paid by the said second party, the receipt whereof i9 hereby acknovrledged, does hereby remise, release and quitclaim unto the said second party forever, all the right ,title ,interest and claim which the said first party has in and to the followins described parcel of land, and improvements and appurtenances hereto in the County of Thurston, State of Washington to wit: PARCEL B QF BOUNDARY LINE ADJUSTMENT NO BLA-008257 YL, AS RECORDED OCTOBER 10, 2000, UNDER RECORDING NO. 3317913, RECORDS OF TTIURSTON COLTNT`,~ AUDITOR; SITUATE IN THE CITY OF YEI..M, COUNTY OF THU,[tSTON, STATE OF WASIIINGTON. IN WffiT1~iESS WHEREOF, The said first parties have signed and sealed these presents the day and year first above writte,~ Signed, sealed and delivered in pr nce of a Notary. //'' fte.~i ~'-a Ruby . F.dwtUrds, as Her Separate Fatale ~~ , ~- -tom ~~ Michael D. Edwards, Co-Trustee of the Estate of I.ee N. Edwards e~ ~'- ~~~.r Fie °~~ n ~'~v~--~.`i Clary _ Edwards, Co-Trustee of the Estate of Lee N. Edwards ~aqe 893' P TRAN3F~ TON T[TI F i . RRN p ~~ ThurstP~ 83~4P 03/19/03 12:10 FAX 360 493 2236 TRANSNATION TITLE 0004 State of Washington County of Thurstoa On this day personally appeared before me Ruby H. Edwards, )mown to me to be the individual wrhose described to the within instnunent and who executed the within and foregoing Qaitclam~ to Hollamer htvestmeats, LLC, and aclmowledge that she signed the same as her fire and voluntary act and deed, for th~uses oo purposes thereia mentioned. Witness my hand and official seal this ~ ~. day p~Noyieplber 2042. Tf F~SA J. ALL~A NOTARY PUBLIC sfATto~was~nt~ C~MM1361t]N EXPIFi93 MAY 6,~ Stets of Washington County of Thurston ~~ ~D~~ of MY appoitrtrnerrt e]~ires: ~ ~~ ~Y P~~Y aPP~~ before me 1Vliehael D. Edwa[~, lmown to me to be the individual whose descnbed to the within inatrume~ and who ex~ectaed the within and fnregoiag Quitclaim to Hollamer Investments, LI,C, and adwowledge that he signed tb~e same as his free and voluntary act and deed, for the uses on purposes therein mentioned_ Witness my hand and official s¢al this ~~ day of November 2402. NOTARY PUBLrC State o~ Washington N Pub - and fortbe State of KAThIY POWELL Washington Residing aY~v,e2 Cornmisslon Oxplre. F®RUAiiY 0, 2006 MY appoi~neM expires: ~ ~C1 ~~ ~ State of Washington Cou~rty of Thurston On this day personally appeared before me Gary P. Edwards, lmown to me to be the individual whose described to the within instrument and who executed the within and foregoing Quitclaimm to l;iollamer Investments, LLC, and acknowledge that he signed the same as his flee aqd voluntary act and deed, for the uses on purposes therein mee2iomed_ Witness my hand and official seal this ~"~ day of November 2002. NOTARY P~JBLIC N~~.y pu in and for the State of State of ~Vashingtozt Washington iding at der' KATHY POWELL ~`~t`~"JLO1 ~^-+m18910n 6cplre5 FEBFiYARY 8, 2006 .. luy appoi:ntmem expires. ~~ •O~ 3479987 Page ~ 2 of ~ TR . NRTiON Ti t I r- AA This aneBCo03~44P Secretary of State F Corporation Division ~ 255 Ca itol Street NE, Suite 151 <: P Salem, OR 973'10-1327 N ~Z Phone:(503)986-2200 r6~ Fax:(503)378-4381 www.sos.state.or.us/corporation MOUNTAIN WEST SENIOR HOUSING LLC PO BOX 749 SALEM OR 97308-0749 Name of Domestic Limited Liability Company MOUNTAIN WEST SENIOR HOUSING LLC Registered Agent OREGON AGENT CORPORATION 1011 COMMERCIAL ST NE STE 210 SALEM OR 97301 2003 ANNUAL REPORT Registry Number: 072 ~ ~ 1-92 Date of Organization: 03/25/2002 Fee: $20.00 bue Date: 03/25/2003 Type: DOMESTIC LIMITED LIABILITY COMPANY Jurisdiction OREGON If the Registered Agent has changed, the new Agent has consented to the appointment. The following information is required by statute. Please ce mplete the entire form. Failure 4o submit this Annual Report and fee by the due date may result in inactivation on our r.3cords. 1) Type of Business real pGtatP 2) Principal Place of Business (Str. address,city,state,zi~ ~) 245 (;ommercial Street SE Supra X00 Salem, OR 97301 4) 1-~~ Member~l Manager Name & Address ____ Lawrence E. Tokarski 245 t;onemercial Street SE, Suite 200 Salem, Oregon 97301 6) Signature .~ , ~~~~ 8) Date 3) Mailing Address (Address,city,state,zip) ~2~c~~$ ~~~~~ 245 Commercial Street SE, Suite 200 Salem, Oregon 97301 5f U MemberC~ Manager Name & Address Kelley A. Hamilton 245 Commercial Street 5E Suite 200 Salem, Oregon 97301 7) Printed Name 9) Daytime Phone Number 503-373-3132 Return the completed form and fee to Secretary of State, Corporation Division, 255 Capitol St. NE, Suite 151, Salem, OR 97310-7327. Note: You can also fax to (503) ; 378-4381. Filing fees may be paid with VISA or MasterCard. Submit the card number and expiration date on a separate ~ page for your protection. ANRPFI 02/07/03 03%19/03 12:11 FAX 360 493 2236 TRANSNATION TITLE 0006 ~ET'ROSC.A~ Thurston County Profile Parcel # :2171 33 40106 Bldg # Total : $32,350 Owner : KOlilis Frederick L Ii Land : $32,350 CoOwner Structure Site : *No Site A,ddress* ~'Pe Mail : 1512 W Yelm Ave Yehn W a 98597 % ImprovCd Xfcred :03/11/1'985 Doc# :1315-0665 Excise # :141515 Price : $I,500 Prpoc# Nbrhd Cd :0401 Pr Xfer PrvsAssdTot Sub Area :2551 Cl-Ylm-93Rd Ave Pr Price Levy Code :170 Decd 2002 Tax : $434.45 Land Use :96250 Com,No I~onlage,Suburban S : 13 T : 17N R : OlE Q : SW Legal : 13-17-1E PT SE SW KA PT LOT A Phone BLA-0249 Owner :360-458-3492 = Tenant , Census :Tract : Block Bedrooms Year Built Lot Acres :.75 Bathrooms Stories Lot Sq Ft :32,670 Bath Full Living Area Frontage Bath 3 Qtr BSmTo[SF View , Bafli H~1f ~ Addition SF Pcrinictpr - QualiCy Storage SF Topography B1dgCond Garage Type . Roof Matrl Air Method : Garage SF Roof Shape HeaYl~pel Carport SF Wa11Mat1 , HeatSrcel Patio Foundation Fireplace Patio SF Floor Cover Pool Porch FireSprkl Deck Type Porch SF Bldg Use , TRANSFER INFORMATION OWNERS NAMES DATE DOC# PRICE DEED LOAN TYPE Information compiled from var{ov, soarccs, Rsal Fsstate Solut/ons.nakrs.,p.rprescntations or warranties as ro the accuracy or cornplrteness ojinformation contained to thts report. 03i19i03 12:11 FAX 360 493 2236 TRANSNATION TITLE ~ 008 h1AR--19-03 WED 12:21 LANDAI''(ER I CA SSPC FAR N0. 2534764434 P. O 1 /O 1 f~~ Q(JIT CLAIM PEED ... .. . ~3i1F~C C~sLL'a 11 Y,,t Ir•7YnnkCE!ONAAKY~~/ i~ fRt+9 Fnr!!~[aid of /~qwN of ~~~~ .. CI7Y ANC STJ~TE J~: ~: !_.~. J'YQI Y~;3~•~ 'rflr~; (;]2,~, f•1'Oft ;pMMy J, YAUSHH 9R, artd YiCKI L. 1ttS 3/~ +!slwra ~o+ Iticsa~aris's yjt .1 ~J~a~1 ~ V02's9 r I r~r(rR5T0a ;;OUHTr ~~~ ~- I I7~1 ~ 2 ~~l '• ~Y ~eC REou~. ~ SA l/ , i' ` 0 1~ l / aNYr [ - .`~__----_ ..,.. __.-J VAU61•fH ,husband and w~fp f:v _r~..l ih rv~i~~::l~ra,i.•n of the sum raf TEN aud•Nt)/1o0-.. O~ i+ ",able eonafderatlan, RergDy tS10•~~---D61Tars,and Agri el,~r[ flninl CthEr ~ husneny arty wlpp t° FREDERICK L'. KOLI;,IS 17 end B ~' .lu•;•.11•,~..~n d~••+erl, evvrty J. f<QL]Lts, • 1 R xvt Mel a'+Knlr_ nicU1[l~li in IAO touAly r r' en tirato .d Nrs liinFlu4, inclucli::R any alter p 1'hury~pry, cquietid title: SoutneasErouarter ot•thefSar,thwest~gvarterhof SccLfon 13, 7o+msh4p°1~eHaaLhrhe Rangy. ] f:as~, f,;,K, 1'•51' § ( -----..• 1:..: •MC~fr•~~, p?J~ .` ~ ~ ~• IJntlYl thic ,~ / - • ~~~ ~Q~~! ~•7~y1 I"1a.4.T~ ~, ~!..; ~ . , (satal•> •F~-,,err ,~~~L~~~V V~~~' . \.a •".• '' ?Gl~!}rV~;'•1 J-~+~f, ~A3. A~ ~-i' LPL ll,. ' - •• ' • ~ ,r ~ . bCrOJ'P fbv, Ih~ undprxiRr,lY3, + Nr~i:~ry ~~~~;~~,1 f.,r el:c• ~txra of Waxhingten. auly ecltnmi,ahu:M u~1d pwa,-n. pr,,,,nneliy +spl,.,cnl lu 11 u• ftnuwsl t•~ Iw I lu' i11111Y1tIUnl cl,-+f7ibeel Ia nRrl who NX~I, c•dK,.rl to ,rsr• lh„1 h,• ~ianc•,•I Isnr) +••nltkl thin nnili (1y1[W[n~ lAd fon•Rc,inQ inntl'Umpa11, And 7sh$nawl- tlcvrl f'ne ef,u uY+,~ nna[ F••,rl,,,,,,.x thvrain mrsn,im,ed. Nlit 6n fboo uod aulnn[+ rY net a,lel t: t VlSN un,ler ..+r hand alrt oT~icial aerl[t [hi8 ~ , i , 4ny of ~ ; ....., ; ~~ !" ~_ Nr-1,.7 1n o~mh,r IJIe Stnrr eJYlia,rhfnyirus, raardin~ a! , .1 .~~ln ;1~,,~~t, ,~,~ f' f ' ~~., f-~.y~.- ~tiT t a r e s ~a 13j) IitE Eifj'J ~,v._..------ - 03/20/03 15:14 FAl 360 4f13 2236 TRANSNATION TITLE ~ 002%010 Parcel # Owner CoOwner Site Mail XfcrCd Price Pr Xfer Pr Price Deed Land Use Legal 2171 33 40404 Malan Beverly METROSCAN~ Thurston County Profile Bldg # : : 1502 W Yelm Ave Yelm 98597 : PO Box 1313 Yelm Wa 98597 Doc# Prlloc# = PrvsAssdTot 96250 Com,No Frontage,Suburbnn 13-17-IE PT SW ICA PT LOT A BLA-0249 Census :Tract Bedrooms . Bathrooms : Bath Full Bath 3 Qtr . Bath Half : Quality , B1dgCond Air Method HcatTypel HeatSrccl , Fireplace Pool Deck Type Year Built Stories . Living Area BsmTotSF Addition SF Storage SF Garage Type Garage SF Carport SF Pativ , Patio SF Porch Parch SF TRANSFER INFORMATION OWNERS NAMES DgTE DOC# PR/CE Block Total. : $263,000 Land : $160,000 Structure : $103,000 'r`Ypc , Improved . 39 IJxcise # , Nbrhd Cd :0601 Sub Area :2017 Mobile Home Parks/3 Levy Code :170 2002 Tax ; $3,480.23 5:13 T:17N R:OIE Q:SW Pho~ae Owner :20658-3492 Tenant :360-400-0263 Lot Acres :5.08 Loi Sq Ft :221,285 Frontage , View , Perimeter Topography Roof Matrl Roof Shape WallMatl Foundation Floor Grover FireSprkl Bldg Use , DEED LOAN TYPE Information Crimpiled from various souracss. Itsal E_rrdlc Solutions makcv no rsprssentadons or warranties as to the accuracy ur cpmplsteness of fnformelzo~ containedln this report, Oai20/Oa 15:15 FAI 300 4~J3 220 TRANSNATION TITLE 1~j00~ i~1q MAR-20-03 THU 15:31 LANDAMERICA SSPC FAX N0, 2534764434 P, 02/04 ~~~1rp~ Filed Sor Record st RflQueat oC AFTER AE=COppiN~ MAIL TO. Fred. *,, xolilis aZ lot Ind Ih COl1SidCr~liOrt rsf '4~~~ti~~oss $tatUtOry VVAtTA11ty X3eed R°bvrt w. Schoicz and I.uci2la V- 5rhe;t:w, hu9bond anct caste in nand nn;d, convc ,,,~ ~ rulfiil~~nt of Read Eateka contract ~ 3rrxeq to Fred¢riep I„ xolilf g, IT and Severiy .J • +~e2 i 21 s thefo11oN7nRdesrNbcdrsa~~ratc,~;tturratu,sban8 and a-ifo W.uhi~Krn~; he Ctrrrnty0f r T>1Uraton , St.ccnr Soe att:ache8 >rkhibit "A^ Per Legal De~cr3p~ien Which i,s 'tereist by r®frat'encP• lncorporr, t•od v~/• 1- ~ ~ e6!„ rl elan 'n fuSri„mrnt tsf Ihal ee `tuna ~Jr 197R Hain real cstato dcarritard nro~ny, and r 19 and cnntrart bct•rna,r tt,t• Wrzitx atMllmbr.'InM 7risin/r hy, thfn~Rh~~ Wane f 'w'arrapty Irt)rClrr CornfA~intod rd fur rho een~r:ancr; ~! tee habor~. A^^eaSmn hdr}v^ 1Cticd, !r ! s4r in laid Oo hall npt apply to any Bide, intert•^ c nts or sthe~ r as.~ betomlw~ ntMtt anA eha7t not ^ r w t'z~rd ar' rUt due anbeequertt to tbo ttato or rraid rnntrer!• Pp)r m ^n Y r:lsrs, H`'^r ~.atarc E~cisr Tax a•iit paid on :his R7lr Of mattlDrd osempt thf Ju17t7 J,S, 29Y6 77ased this Rrc, Na 097758 ~- ,. _~ r FetruarYr 1984. ~ •'~ r9/'7@~t W. JS ~aL~L z ~ (CFAL! STATE OF WASFtINr a~~'~`~~iy (~~*!~ ~ _ ,. '.. T~~t. uczlle v. s•...-,~e.,..s uL ,:fo` ~,~., County or Thurston ~ ~ ~•~. r v^r~anntly appeared btlorr tryr! • • ~.;-_i; •'i'• to me knn.r^, (0 1rc the tedivsdual dnc ; Robert i~T, a :' : "~ . ' '= `~` rfC L+aCille V. Se '.- ~ • '" scknow r hed In end whn ~ h01 tq•.:r, , :: 1CdRCt7 tent Ys'CYtRtt the within an '~%;. ~•.; ..,~ - k^eraantl r C}1ey alRrtrdtht•vimcas d ru.e~~irY <'„•~ r vrptnKy rACrtln mrntionod, thelr /rctane a ,. ~hti,;;yldi..~ alurttary dCt srtd ~ for ~! GIVFv under eny ts^hp rnd olprG! seal thle .,. , 1~>; ^ar °r ' FabruarYi 1984. .. , lrsidigrcr '-. „~• v.ose a~ iY0.rtix~e+G Yo: I2:~fi ra;.E ,54Z 03!20/03 15:15 FAl 360 493 2236 MAR-20-03 THU 15:31 LANDAMERICA SSPC ,. A ~ T-6S1G4_E_gJ LEGAL DESCn[PT10N; TRANSNATION TITLE X005%019 FAH N0, 2534764434 P. 03/04 A~fl2~'~0~~5 EXHIEi1T "A" ird Tr1~ CpUr-~?Y OF TruRST~tt_ STe - TE pF w.'~Sriie~aGTON rl,r, T FOR - ~ ~t,, of ~,~~ sovst~ H 50,.1 T}-{ylEST UAR;ER AE-F OF THE SOUTHEAST aUAR7ER Oc THE OF rrit i~tAR~~-!WEST OUAR7ERrpFNSECTiON 24 TAE hOR7!-aEA57 pUARTER RA~JGE 1 FAST H'. M. , DESGR T SED As Fp~LQ1~1S :ALL f ~! TOWNSH i P I 7 t~QRTF, t~EG1Nt~11dC AT A POIrJT 542 FEET SOUTH AND S85 FfWET EAST NORT~1WEtiT GORNEr2 :JF TH£ 50L17H MALF OF SAID SOUTH OF THE TFi: S~U7riWE57 Q~1AP.rER OF SECT10 tiEA57 ~UF,RTER OF tdORr}-I Si~1 FE ;r; Tf•IENC N I.3; 7lyENCE EAST 38 FFI=T; T~!EtrCE FEET, T~10RF OR LE55, E IKESOTNTb FEET- THEfvCE SOUT~-tWE~TER t,rr-,stn ~ HIGHidAYT~ Q P ON THE !`10RTHER~Y LINC~OF L~ S6e o "L't_P .85 FEET SaUTHEA51'ERLY, SnlD iY0f2THERLY LINE, FROM iT5 INTI=RSEC710N 411TH MTHFUWESDr~~~~NE c}~: SA l C~ ;UBDI V f 5 i 0~1; Ti~ENCE $~UTFiEAS~' LltJE OF RUAD, 520 FEET• YH ~ ERL,Y, ALONG SAiD NORTt-t~Rl-T ~ES~, ~-~~ THE PU1~T a~ EhCE PdORTHEASTERLY 425 FEET, MORE OR gEGiNNIKG. r, <_, c~ VOt. 1~~~U P,~~E ~~c] MOUNTAIN WEST 245 Commercial Street SE Suite 200 Salem, Oregon 97301 17 June 2003 Grant Beck, Community Development Director City of Yelm P.O. Box 479 Yelm, WA 98597 Re: LID Transfer Dear Grant: Enclosed please find the following documents: RF~F~ OFD ~~N 1 ~ 100,E • The deed transferring title of a 47.8723% interest in the subject property from Hollamer Investments LLC (Mike Edwards, Manager) to MWSH Yelm LLC. The remaining 52.1277% property interest has been retained by Hollamer Investments LLC and leased to MWSH Yelm LLC. • The Triple Net Lease of the 52.1277% interest in the property by Hollamer Investments LLC to MWSH Yelm LLC and its Memorandum of record. This lease grants the tenant the authority to develop senior housing on the property. • The Operating Agreement of MWSH Yelm LLC. You will note in Section 4.2 that the Manager of this entity is Mountain West Senior Housing LLC, and in Section 4.5 that this Manager has broad authority to act in behalf of MWSH Yelm LLC. • The Second Restated Operating Agreement of Mountain West Senior Housing LLC. You will note in Section 4.2 that the Managers of this entity are Lawrence E. Tokarski and Kelley D. Hamilton, and in Section 4.5 that each has individual authority to act in behalf of Mountain West Senior Housing LLC. • The Easement Agreement granting MWSH Yelm LLC use of Hollamer Investments LLC's property south of the subject property for perpetual access purposes. This is a copy of the recorded easement for your file. I have requested a copy of the title policy for you but as yet Transnation has not issued it. If it is something specific you need rather than a full title report, please call Jennifer Christensen at Transnation, 360-459-8800, and ask her to help. I will alert her that you may be calling. Also, I'm not sure if you will require Mike Edwards' signature on the documents since Hollamer Investments LLC remains an owner, albeit one that has relinquished its rights to use the property per the terms of the lease. If you do, please contact Mike Edwards at 360-786-0336. I'll advise him you may be calling. Our signature blocks on the documents should be in the name of MWSH Yelm LLC, Mountain West Senior Housing LLC, Manager, Kelley D. Hamilton, Manager. (Believe it or not, we have some entities with two more layers of authority than this!) Also, notary blocks for Kelley should say Oregon as he will be signing in Salem. I hope this gives you what you need. If not, please be in touch and I will do my best to expedite the missing pieces. Also kindly advise as to the City Council date as I want to make a courtesy call to the Malans and to Dick Boness. Thanks. Sincerely, Susanna Owens TRIPLE-NET LEASE AGREEMENT THIS TRIPL ~- ET LEASE AGREEMENT (this "Lease") is entered into effective ~~'" 2003, by and among the following parties: LANDLORD: Hollamer Investments, L.L.C., a Washington limited liability company 920 E. Bay Drive N.E. #3D-301 Olympia, Washington 98506 TENANT: MWSH Yelm LLC, a Washington limited liability company 245 Commercial Street S.E., Ste. 200 Salem, Oregon 97301 YELM ASSISTED LIVING: Yelm Assisted Living LLC, a Washington limited liability company 245 Commercial Street S.E., Suite 200 ' Salem, Oregon 97301 PROPERTY. Landlord leases to Tenant its undivided 52.1277% interest in the following described real property located in Yelm, Washington (the "Premises") under the terms and conditions described below: Parcel B of Boundary Line Adjustment No. BLA-008257YL as recorded October 10, 2000, under Thurston County Auditor's File No. 3317913. TERM. This Lease shall commence on the date Landlord acquires an interest in the Premises ("Commencement Date") and shall continue until the earliest of Landlord's exercise of Landlord's Option (as set forth below) to purchase Ownership Units in Yelm Assisted Living LLC, permanent financing of the Premises or 35 years after the Commencement Date, at which time it shall terminate unless it is sooneall re ease Tenant from lany and all 1 ab lity for performancet ender as provided herein. Landlord sh this Lease upon termination of this Lease as hereinabove provided. LEASE PAYMENTS. Lease payments in the amount osues the Facp it mas defineld be ow) each month, commencinbut not titer tthant300 days following the Commencement Date. These a license for operating ro rata for an artial payments shall continue to be paid on the 15t1i day of each month thereafter, p Y p month, for a term of eighteen (18) months following the issuance of the license for the Facility. Beginning in the nineteenth (19~') month following issuance of the Facility license, lease payments in the amount of $1,633.33 per month shall be paid. TRIPLE-NET LEASE. This is a true triple-net lease. The Tenant shall be responsible to pay all costs relating to the Premises, including but not limited to real and personal property taxes, n:\wpdocs\58620006\triple net lease-8.docuao Page 1 -TRIPLE-NET LEASE AGREEMENT (Hollamer) 5/19/0314:07 utilities, maintenance, repairs, interior and exterior structural repairs, interior and exterior non- structural repairs, interior and exterior maintenance, insurance, and all other expenses relating to the Premises. SUBORDINATION. Landlord shall subordinate Landlord's undivided interest in the Premises to a construction loan or other secured financing obtained by Tenant and/or related entities, successors and assigns, in an amount not to exceed 90% of the estimated appraised value of the completed Facility. Landlord agrees to sign the Trust Deed securing the construction loan, although Landlord will not be obligated to sign the construction loan Note, which is secured by the Trust Deed. Landlord will own no interest in the Facility or any other constructed improvements. NOT A PARTNER. Landlord is not a partner nor a joint venturer with the Tenant in connection with the business carried on under this Lease, and shall have no obligations with respect to Tenant's debts or other liabilities, and no interest in Tenant's profits. USE OF THE PREMISES. The Premises shall be used to construct an independent living retirement facility and/or assisted living/Alzheimer's care facility and/or assisted living and congregate care facility (the "Facility") and, once constructed, to operate such Facility and shall be used for no unlawful purpose. In connection with the use of the Premises, Tenant shall conform to all applicable laws and ordinances of any public agency affecting the Premises and their use and shall correct, at Tenant's own expense, any failure of compliance where such failure is by fault of the Tenant or by reason of the Tenant's use. LANDLORD'S RESPONSIBILITY. Landlord shall bear no responsibility for any costs, tax, fee or other expense relating to the Premises since this is a true triple-net lease and all such costs, fees, taxes or expenses shall be paid by Tenant. RIGHT OF INSPECTION. Landlord shall have the right to inspect the Premises at any reasonable time or times to determine the necessity of repairs. TENANT'S INSURANCE. The Tenant shall pay for and maintain a standard fire insurance policy covering any improvements to the Premises, and Landlord shall be named as an additional insured. In addition, the Tenant shall maintain Bodily Injury and Property Damage Insurance on an occurrence or claims-made basis with respect to Tenant's business and occupancy of the Premises with a combined single limit of not less than $1,000,000.00/$2,000,000.00 aggregate and at least $3,000,000.00 of excess liability coverage with an insurer reasonably acceptable to Landlord. Such insurance coverage shall protect both the Landlord and the Tenant against any claim, loss, or liability arising out of or relating to any activity of the Tenant upon the Premises or any condition of the Premises in the possession or under the control of the Tenant, including any such claim, loss, or liability which may be caused or contributed to in whole or in part by the Landlord's own negligence or failure to effect any repair or maintenance required by this Lease. Tenant shall further indemnify and defend the Landlord from any such claim. Landlord and Tenant shall obtain from their respective insurance carriers waivers of subrogation against the other party, agents, employees and, as to Tenant, invitees. Page 2 -TRIPLE-NET LEASE AGREEMENT (Hollamer) n:\wpdocs\58620006~triple net lease-8.docUao 5/19/0314:07 DAMAGE OR DESTRUCTION. If improvements on the Premises shall be destroyed or rendered untenantable, either wholly or in part, by fire or other unavoidable casualty, Tenant, at its option, may restore the improvements on the Premises to their previous condition. In the meantime, the Rent shall not be abated. CONDEMNATION. If all of the Premises or such portions of the Facility as may be required for the reasonable use of the Premises are taken by eminent domain, this Lease shall automatically terminate as of the date Tenant is required to vacate the Premises, and Rent shall be paid to that date. In the event of condemnation of a part of the Premises or a portion of the Facility not required for the reasonable use of the Premises, then this Lease shall continue in full force and effect and Rent due shall be equitably reduced based on the proportion by which the Premises is reduced, such Rent reduction to be effective as of the date possession of such portion is delivered to the condemning authority. Landlord reserves all rights to damages to the Premises for any taking by eminent domain, and Tenant hereby assigns to Landlord any right Tenant may have to such damages or award. .Tenant shall make no claim against Landlord for damages for termination of Tenant's leasehold interest or interference with Tenant's business. Tenant shall have the right, however, to claim and seek recovery from the condemning authority compensation for any loss to which Tenant may be put for Tenant's moving expenses and for the interruption of or damage to Tenant's business; provided, however, that such damages may be claimed only if they are awarded separately in the eminent domain proceeding and not as part of the damages recoverable by Landlord. ASSIGNMENT OR SUBLEASE. Tenant may transfer Tenant's interest in this Lease to Yelm Assisted Living upon permanent fmancing of the real property described in this Lease. In the event of such a transfer, Tenant shall be released from liability for performance of this Lease. Tenant may also sublease the Premises to Rosemont Retirement ~ Assisted Living Community LLC or other subtenants in good faith acceptable to Landlord. DEFAULT. Neither Tenant nor Landlord shall be deemed in default for failing to perform any covenant or condition of this Lease until notice of said default has been given by the non- defaulting party to the defaulting party and the defaulting party shall have failed to remedy said default within 20 days after the giving of such notice. Notice for this purpose shall be deemed to have been given by the deposit in the mail of a certified letter containing said notice and addressed to the defaulting party at the address herein described. In the event of a default by either party and the failure to remedy said default or commence reasonable efforts to remedy said default within the 20-day grace period prescribed herein, then the non-defaulting party may terminate this Lease by giving notice to the defaulting party of such termination. In the event of such termination, the non- defaultingparty may seek any and all remedies provided by law. WAIVER. Waiver by either party of strict performance of any provision of this Lease shall not be a waiver of the party's right to require strict performance of the same provision in the future, or of any other provision. LANDLORD'S OPTION. Yehn Assisted Living grants Landlord the option to purchase Ownership Units in Yelm Assisted Living in return for contribution of Landlord's undivided Page 3 -TRIPLE-NET LEASE AGREEMENT (Hollamer) n:\wpdocs\58620006~triple net lease-8.docUao 5/19/0314:07 52.1277% interest in the Premises and this Lease, subject to outstanding debt, based upon a value of such contribution of $245,000.00, reduced by any portion of refinancing proceeds that are distributed to Landlord prior to the exercise of the option. The actual number of Ownership Units and the percentage of interest to be obtained by Landlord in Yelm Assisted Living in exchange for such contribution shall be determined in accordance with the formula provided in the Operating Agreement of Yelm Assisted Living in paragraph 2.4, which Landlord has approved. This option may be exercised by Landlord at the time permanent financing is closed or after the Facility has reached stabilized occupancy of an average of 90% for a consecutive period of 90 days, if that stabilized occupancy occurs prior to permanent financing and if Tenant chooses to offer the option at the earlier date. Landlord will receive no depreciation and no write off for the interest expense until Landlord becomes a member in Yelm Assisted Living , at which point Landlord's share of the debt will be the percentage share that Landlord has in the equity in the Facility. Yelm Assisted Living shall provide Landlord written notice of its expected date to close permanent financing, or to reach stabilized occupancy, at least 60 days prior to such event. Landlord must exercise its option by giving written notice to Yelm Assisted Living and Tenant at least 30 days prior to the date of such event. Landlord shall give such written notice to Tenant and Yelm Assisted Living at 245 Commercial Street S.E., Suite 200, Salem, Oregon, 97301, and shall send a copy of such notice to Tenant's law firm, Garrett, Hemann, Robertson, Jennings, Comstock & Trethewy, P.C., at P. O. Box 749, Salem, Oregon, 97308-0749. In the event Landlord fails to exercise its option provided for herein within the time period designated, Tenant shall have the right to purchase the interest of Landlord in the Premises for $245,000.00 in monthly payments amortized over a period of 25 years, including interest on the unpaid balance at the rate of seven percent (7%) per annum, with no penalty for prepayment, and a balloon payment due five (5) years from the date interest commences. The obligation to pay would be memorialized by a promissory note from Tenant, personally guaranteed by Lawrence E. Tokarski and Kelley D. Hamilton and secured by all of the Ownership Units, including Preferred Ownership Units of Lawrence E. 'Tokarski, Kelley D. Hamilton, and Tenant, if any, in Yelm Assisted Living. ATTORNEY REPRESENTATION. This Lease was prepared by Garrett, Hemann, Robertson, Jennings, Comstock & Trethewy, P.C., which represents Rosemont Retirement & Assisted Living Community LLC, only, in this matter. Although the law firm has or may have represented one or more of the Landlord, Tenant and/or Yelm Assisted Living, it is not representing Landlord, Tenant and/or Yelm Assisted Living, individually or jointly, in the preparation of this Lease. Landlord, Tenant, and Yelm Assisted Living specifically consent to the representation by such law firm and waive any and all actual, potential, or perceived conflicts relating to such representation. Landlord, Tenant, and Yelm Assisted Living further agree that, if such law firm possesses any secrets or confidential information relating to Landlord, Tenant and/or Yelm Assisted Living, Landlord, Tenant, and Yelm Assisted Living waive the attorney/client confidentiality regarding said confidences and secrets. Landlord, Tenant, and Yelm Assisted Living acknowledge that Landlord, Tenant, and Yelm Assisted Living have been advised of these facts and have the right to and are encouraged to seek independent legal counsel of Landlord's, Tenant's and/or Yelm Assisted Living's choice regarding Landlord's, Tenant's and/or Yelm Assisted Living's rights and obligations under this Lease. Landlord, Tenant, and Yelm Assisted Living acknowledge Landlord's, Tenant's, and Yelm Assisted Living's right to negotiate the terms of this Lease and agree that, although this Lease was drafted by attorneys for Rosemont Retirement & Assisted Living Community Yelm Assisted Living , it shall not be interpreted or construed against any party. Page 4 -TRIPLE-NET LEASE AGREEMENT (Hollamer) n:\wpdocs\58620006~triple net lease-8.docUao 5/19/0314:07 DISPUTE RESOLUTION. In the event there is any dispute between or among the parties to this Lease relating in any way to this Lease, the parties must mediate any such dispute before commencing any legal action. No party to this Lease can bring legal action or demand mandatory arbitration against another party to this Lease without first participating in mediation, unless one party refuses to submit to mediation and legal action is brought to specifically enforce this mandatory mediation provision of this Lease. If the parties cannot agree upon the person to act as the mediator, then the U.S. Arbitration and Mediation Service in Portland, Oregon, shall select a person to act as the mediator. The mediator's charges and expenses shall be split by the parties on a 50/50 basis. Mediation fees and costs do not include each party's attorney fees and costs. Each party shall be responsible for his own attorney fees and costs at mediation. Should the dispute not be resolved by mediation, the parties agree to submit any dispute arising between the parties relating in any way to this Lease to binding arbitration with the U.S. Arbitration and Mediation Service in Portland, Oregon, and shall utilize such Service's rules of procedure. If the parties cannot agree upon an individual to act as the arbitrator, then the U.S. Arbitration and Mediation Service in Portland, Oregon, shall select a person to act as the arbitrator. The standard used by the arbitrator in resolving disputes will be reasonable business practices in similar businesses, taking into account tax implications. The decision of an arbitrator shall be final and not subject to any appeal and shall be enforceable in a court of competent jurisdiction. ~. LANDLORD: HOLLAMER INVESTMENTS, L.L.C., a Washington limited liability company, ,,,,~ Michael Edwards, Manager (Date) TENANT: MWSH YELM LLC, a Washington limited liability company Mountain West Senior Housing LLC, an Oregon limited liability company -Manager By: //~! ~ elley D. Hamilton, Manager (Date) YELM ASSISTED LIVING: YELM ASSISTED LIVING LLC, a Washington limited liability company Mountain West Senior Housing LLC, an Oregon lim~~ited liability company -Manager K ley D. amilton, Manager ( ate) Page 5 -TRIPLE-NET LEASE AGREEMENT (Hollamer) n:\wpdocs\58620006\triple net lease-8.doc1lao 5/19/0314:07 THE UNDERSIGNED personally guarantee the obligations of Tenant and Yelm Assisted Living LLC under this Lease. ~r Lawrence E. Tokarski (Date) to ~ ~ K lley D. Hamilton (Date) Page 6 -TRIPLE-NET LEASE AGREEMENT (Hollamer) n:\wpdocs158620006~Viple net lease-8.docUao 5/19/0314:07 After recording, return to Until a change is requested, all tax statements (File No. 52530073) shall be sent to the following address: Theresa M. Wade No change. P.O. Box 749 Salem OR 97308-0749 MEMORANDUM OF TRIPLE-NET LEASE AGREEMENT BY AN INSTRUMENT in writing, dated ~c-~ ~ ; 2003, Hollamer investments, L.L.C., a Washington limited liabili company, as Landlord, and NIWSH Yelm LLC, a Washington limited liability company, as Tenant, made and entered into a Triple-Net Lease Agreement in which Landlord and Tenant agree to lease the following- described real property, situated in the County of Thurston, State of Washington, to-wit: Parcel B of boundary line adjustment No. BLA-008257YL as recorded October 10, 2000, under Thurston County Auditor's File No. 3317913. +~tCe,l -~ 2.1~ 2.~1 ~ zd~lu~l The Triple-Net Lease Agreement provides, among other things, that Landlord subordinate Landlord's undivided interest in the premises to a construction loan or other secured financing obtained by Tenant and/or related entities, successors and assigns, in an amount not to exceed 90% of the estimated appraised value of the completed improvements on the premises. Landlord agrees to sign the Trust Deed securing the construction loan, although Landlord will not be obligated to sign the construction loan note, which is secured by the Trust Deed. Landlord will own no interest in the improvements on the property. Page 1-TRIPLE-NET LEASE AGREEMENT MEMORANDUM n:\wpdocs\52530073\memo of triplenet lease agr.doc\lao 5/28/0311:04 IIII 3540012 III Page: 1 of 3 III II IIII IIII IIII III III III IIII IIII IIII IIII III 6, III 09J TRANSNATION TITLE INSUR LE 2003 04.08P $21.00 Thurston Co. Wa. The terms and conditions of the Triple-Net Lease Agreement are fully set forth in that agreement and reference thereto is hereby made. DATED this ~ day of ,~.,~~~ , 2003. LANDLORD: TENANT: Hollamer Investments, L.L.C., a Washington limited liability company ~' By: i~G/~cs~~L~~~~, M. D. Edwards, Manager MWSH YELM LLC, a Washington limited liability company Mountain West Senior Housing LLC, an Oregon limited liability company -Manager /~/~ By: ~~' ~ ,r K ley D. Hamilton, Manager STATE OF WASHINGTON County of Thurston ss. I certify that I know or have satisfactory evidence that M. D. Edwards is the person acknowledged that he signed this instrument on oath stated that he was authorized to execute the instrument and acknowledged it as the Manager of Hollamer Investments, L.L.C., a Washington limited liability company, to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument. ,,~'~ ".~ Dat, _. ~~~'~IZ~C ~'~TI~1LI~ ,,.~ State of iNashington `' JENNIFER C. ChR1SHEa BEN i~Sign e Commission Expires MAC , ~f'.~ ~~ ~ wC./ Title Residing at /u ~'~- My appointment expires ~~~~ l d ~ Page 2 -TRIPLE-NET LEASE AGREEMENT MEMORANDUM n:\wudocs\52530073\memn nftr;.,lP„ar iA,~e ,.rt_ a,...~,__ 3540012 IIIIIIIIII 06 09/2003 04308P II III III illiil IIIIIIIIIII IIIIIIIII IIIIIIIIII TRANSNATION TITLE INSUR LE $21.00 Thurston Co. Wa. STATE OF OREGON ) ss. County of Marion ) This instrument was acknowledged before me on ~ ~~~ 2003, by Kelley D. Hamilton, Manager of Mountain We enior Housing C Before me: NOTARY PUBLIC FOR ORE = OFFICIAL SEAL My Commission Expires: '`~ "" DAWN M HUTSON ~,~'~ NOTARY PUEiL.IC ' ' i;U1v1M~8S!UN N0.0366 69 N `~ haty ~~~~~!SS!ON EXPIRES APR. 6, "''~i.%,:JV.. -tee :,. 200 Page 3 -TRIPLE-NET LEASE AGREEMENT MEMORANDUM n:\wpdocs\52530073Unemo of triplenet lease agr.docUao II 3540012 II Page: 3 of 3 IIII III IIII II I III I III II III II IIII II IIII I II II 06 IIII ,0 III 9,z I 00 TRANSNATION TITLE INSUR LE 3 04.OBP $21.00 Thurston Co. Wa, 06/12/2003 20:52 FAX 360 459 3193 TRANSNATION TITLE ~ 004 After recording, ~etw-n to: 1]~oa Caasaty ~ (teal Eshme P~ohe Tupeld B7 Depuq Mountain West Senior dousing LLC 245 Commercial St. SE, Suite 2U0 /D D 3y .7~s ~ASEMENT AGREEMENT This asement A Bement "A Bement" ~~ gr ( gr ) is made and entered into this ~_ day of , 2003, by and between the following parties: HOLLAMER: I~Iollamer Ynvestments, L.L.C., a Washington limited liability conr~parAy. MWS~Y YE)<,IV~: MWSH Yelm LLC, a 1)1Tashington limited ~a~ec,l . 21~ 2tit - 2~ ~10~ liability company ~'-atczl ~ ~~~-oo$z57 ' REC~'><'ALS: A_ Hollamer owns a pazcel of real property described on the attached Exhibit "A" and referred to herein as Pazcel A. Parcel A adjoins Parcel B referred to below. B_ MWSH owns a parcel of real property described on the attached Exhibit "B" and referred to herein as Pazcel B. Parcel B adjoins Parcel A referred to above. C_ MWSH is in the process of developing Parcel B for coznmereial use az~d desires an easement over a portion of Parcel A for the purposes and upon the terms and conditions as described in this Easement Agreement. D. Hollamer is willing to gz~ant MWSH an easement over Parcel A in accordance with the purposes, terms, and conditions provided for below. E. The parties wish to memorialize their agreement in writing. 1~OW, THEREFORE, in consideration of the mutual promises, representations, and warranties of the parties, the parties enter into the following: 1 -EASEMENT AGREEMENT; Hollamer and n;\wpdocSlS$6200051aasemenl agr-yelm.docUan Mountain West Senior .Housing, LLC 5/l8/0311:04 3540011 I Page: 1 of 6 106/09/204)3 ©4:0BP I I TRANSNATION TITLE INSUR EAS $24,00 Thurston Go. Wa. 06i12i2003 20:52 FAI 360 459 3193 TRANSNATION TITLE X005 AGREEMENT: 1. Incorporatipn of Recitals. The above recitals are incorporated herein by reference. 2_ Grant of Easement Over Parcel A. Hollamer, as owner of Parcel A~, forever grants to MWSH, as owner of Parcel B, an easement over and across Parcel A starting at the most northerly point of the east boundary of Parcel A, running due south 35 feet, thereafter rune;ng due west 382 feet, thereafter running north 35 feet, and thereafter running due east 382 feet, back to the beginning point, all as depicted on the attached Exhibit "C". 3. Purpose of Easement. The purpose of this grant of easement is to provide MWSH use of the easement area fox the following: vehicular and pedestrian access to Parcel 13, including the construction of a roadway and walkway; the placement of underground utilities to service Parcel B; and for landscaping. In conjunction with this use, MWSH may construct, reconstruct, nnaizttain, and repair improvements made to the easement to fiirther this stated purpose. 4. Easement to be Considered Appurtenant. The easement is intended to be appurtenant to Parcel B, which is the Dominant Estate in its easement oti•er and across Parcel A_ ~. Use of Easement. This easement is non-exclusive and is intended for the use of both parties, their agents, invitees and licensees. Both parties agree that'their use of the easement, including the use by their agents, invitees and licensees shall not restrict the access and use of the other party, its agents, invitees and licensees. 6. Aur$tivn and Bi~oding lvatare of Easement. T1us Agreement shall be binding on and inure to the benefiit of the successors-in-interest of the owners of Parcels A and B, and the easement granted hereby is permanent and shall run with the land. 7_ 1(nitial Construction of Easement Improvements. MWSH shall be fully responsible for the initial construction of easement irnprvvements to include an impervious roadway surface, a walkway and landscaping. MWSH agrees to keep Parcel A free of any and all liens or obligations relating to the construction of improvements on the easement. 8. Maintenance and Repairs. MWSH shall be responsible for all maintenance and repairs of improvements to the easement so long as the easement is utilized only by MWSH, its agents, invitees and licensees. It is anticipated that Hollamer shall make additional improvements to Parcel A. At such time as Hollamer begins to utilize the easement for access to Parcel A by Hollamer, its agents, invitees or licensees, al] costs of maintenance and repairs shall be split equally between the owners of Parcel A and Pazcel 2 - EASEMENT AGREEMENT; HoIlamer and n;~wpdocsl586200051easement agr-yelm_docUao Mountain West Senior Housing, LLC ---~~--- - - II 3540011 Iliillllllll 06 O912aQ3 04 06P Ilill illlllll 111111 II 1111111 III Ililll III TRANSNATION TITLE INSUR EAS $2a.08 Thurston co- Wa. 06%12/2003 20:52 FAX 360 459 3193 TRANSNATION TITLE f~j000 B. In the event either party, its agents, invitees or licensees, alters or damages tlae improvements to the easement intentionally, negligently ox unintentionally, such party shall promptly restore the improvements to their previous condition or better. 9. Indemnifie~etion. MWSH agrees to indemnify and defend Hollarn•er from any loss, claim, or liability to Hollamer arising in any manner out of constzuction, maintenance or use of the easement by ivIWSH. Hollamer agrees to indemnify and defend MWSH from any loss, claim or liability arising out of its use of the easement. 10. Dispute Resolution. In the event there is any dispute between the parties to this Agreement relating in any way to this Agreerrxent, the parties must mediate any such dispute before commencing any legal action. No party to this Agreement can bring legal action against the other party without first participating in mediation, unless one party refuses to submit to mediation and legal action is brought to specifically enforce this mediation prvvisiota of this Agreement. If the parties cannot agree upon the person to act as the mediator, then the U.S. Arbittation and Mediation Service in Seattle, Washington, will select a person to act as the mediator. The n~aediator's charges and expenses shall be split by the parties on a 50150 basis. Mediation fees az~d costs do not include each parry's attorney fees and costs. Each party shall be responsible fox its own attorney fees and costs at mediation. Should the dispute not be resolved by mediation, the parties agree to submit any dispute arising between the parties relating in any way to this Agreement to binding arbitration with the U_S_ Arbitration and l~lediation Service in Seattle, Washington, and shall utilize such Service's rules of procedure. If the parties cannot agree upon an individual to act as the arbitrator, then the CJ.S. Arbitration and Mediation Service in Seattle, Washington, will select a person to act as the arbitrator. If the dispute goes to arbitration, the prevailing party will be entitled to its attorney fees and costs incurred in the arbitration process. ?he decision of an arbiuator will be final and not subject to any appeal and will be enforceable in a court of competent jurisdiction. IN WITNESS WHEREOF, the parties have hereunto subscribed their names the date and year first hereinabove written. HOLLAMER: Hollamer Investments, L.L.C., a Washington limited liability company ~ ~~~~~ s sy: ~~~~~~ ~ ~ d~ M. D. Edwards, Manager (Date) MWSFI - XELM: MWSH 'S~elnn )LLC, a Washington limited liability company Mountain West Senior Housing .LLC, an Oregon limited liability company -Manager By: ~~ K ey D. amilton, Manager (Date) Address: 920 East Bay Drive NE, #3D-301 Olympia, WA 98506 Address 245 Colxlmercial St. SE, Suite 200 Salem, OR 97301 3 - EASEMENT AGREEMENT; Hollamer and n:\wpdocs\~86200051easement ~r-yelm.docUao Mountain West Senior Housing,l ~ 5/28/03!l:Oa I 3540011 IIIII Pa9c' 3 of 6 IIIII Illl I IIIII IIII IIII 1111 II II III 06/0 • IIII IIII 9/2003 TRANSNHTION TITLE INSUR EAS 04 o9F $24.00 Thurston Co. Wa. 06/122003 20:52 FAX 360 459 3193 TRANSNATION TITLE STATE OF WASHINGTON ) ss. County of Thurston ) I certify that I know or have satisfactory erridence that M. p. Edwards is the person acknowledged that he sigmed this instrument on oath stated that he was authorized to execute the insmunent and acknowledged it as the Manager of Hollamer Investments, L.L.C., a Washington limited liability company, to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument. ~~S O-3 N~~~;~Y ~uB~~e State of ~1+ashin~ton JENNIFER C. CHAISTE"rfSEN Carnmission EiPlres MAFCH 10, 2Q05 STATE OF OREGON ) ss. /~~rd~ Pte. ~ ~ ~- Title Residing at ~~. ~YL~- My appointment expires 3,~a/~ County of Marion ) This instnunent was acknowledged before zzte on 2003, by Kelley D. Ham;iltozt, Manager of Mountain W S nior Housing LLC an Oregon limited liability company- Before me: NOTARY P LIC FOR OREG '°" ~ M Commission Ex Tres: D ~~rFICIAI. SEAL y p ~_~ DAWN M HUTSON s ~ NOTARY PUBLIC -OREGON COMMISSION NO. 366569 MY COMMISSION EXPIRES APR. 6, 2007 4 - EASEMENT AGREEMENT; He 1111111 I 3540011 Mountain West Senior Housing, IIII JII Page: 4 of 6 I IIIIIIiI 111111 IIIIIiII 1111111 IIIIIIII o III 6/09/20 a. TRANSNATiON TitLE SNSUR Eqg o3 m ,o8p $24,00 ThursEOn Ca, Wa. f~ 007 06/12/2003 20:52 FAX 360 459 3193 TRANSNATION TITLE i EXHIBIT "A" LOTS 1 AND 3 OF SHORT PLAT NO. SS-8016 AS RECORDED IN VOLUME 22, PAGE 237, RECORDS OF THURSTON COUNTY, WASHINGTON. ~ oos SAVE AND EXCEPT: PARCEL B OF BOUNDARY LINE AD~[7STMENT NO. BLA008257 YI,, AS RECORDED OCTOBER 10, 2000 UNDER RECORDING NO_ 3317913, RECORDS OE THtTRSTON COUNTY AUDITOR; SITUATE 1N THE CITY OF YELM, COUNTY OF THURSTON, STATE Ok' WASHINGTON. 5 - EASEMENT AGREEMEN'T'; Hollamer and nawpdocs\586200051easement agr-yelm.docUac Moun~ain West Senior Housing, LLC 35~F0011 IIII 06 09,! 2003 04 ©8P 111111 IIIIIIIIIII 1111111 I IIIIii 111 ll 111111 l IIIII II a. TRANSNQTION TITLE INSUR EAS $24.00 Thurston Co. W 06/12/2003 20:52 FAX 360 459 3193 TRANSNATION TITLE f~j009 EXHIBIT ~B" PARCEL B OF BOUNDARY LINE ADJUSTMENT NO. $LA008257 YL, AS RECORDED OCTOBER 10, 2000 UNDER RECORDING NO. 3317913, RECORDS OF THU'RSTON COUNTY AUDITOR; SITUATE IN THE CITY OF YELM, COUNTY OF THLJRSTON, STATE OF WASHINGTON. 6 - EASEMENT AG1tElrMENT; Hollamer and n:\wpdocsl566200051cascmcnt agr-yclm.doc~Jao Mountain West Senior Housing, LL(' 13540011 III III os 0912003 o~6oeP IIIII Ilillll II iiil Ilil ilii i illll 111111 111 TRQNSNFTION TITLE INSUR EAS $24.00 tnurston Co. Wa, MOUNTAIN WEST 245 Commercial Street SE Suite 200 Salem, Oregon 97301 10 March 2003 Grant Beck Community Development Director City of Yelm P.O. Box 479 Yelm, WA 98597 Re: Sanitary Sewer ERUs, Rosemont Retirement and Assisted Living Dear Grant: DECEIVED MAR 13 1003 I have been able to acquire 22 ERUs through the transfer process, 14 from the Malans and 8 from Dick Boness. Enclosed please find the letters I have sent to them memorializing our verbal agreements. May I ask you to initiate the transfer approval process at this time and also advise all parties just what that process is and of the progress being made? I simply told Dick Bones and the Malans that there is a protocol to be followed and that you will be in touch with them. I also contacted Nancy Scharfe and Betty Casavant from your list; however, one responded after I had made the above arrangements and the other named a price that did not result in a savings for Mountain West. Benum Enterprises is electing to retain their surplus ERUs at this time. If you need further input from me to effect the transfers, kindly advise. Thank you. Sincerely, ~~(~t,,pQ.µ.~G~- ~Lt~~e4 Susanna Owens MOUNTAIN WEST 245 Commercial Street SE Suite 200 Salem, Oregon 97301 10 March 2003 Mike and Bev Malan P.O. Box 747 Yelm, WA 98597 Re: Sanitary Sewer LID and Surplus ERUs, Yelm, Washington Dear Mike and Bev: Thank you for responding to my previous letter regarding Mountain West's interest in purchasing your surplus sanitary sewer ERUs. Based upon our phone conversations, it is my understanding that you agree to release your fourteen (14) surplus ERUs to the City of Yelm for a total value of $28,000. Upon receipt of the $28,000 from Mountain West, the City will first pay off the principal balance due on your LID assessment, then remit the difference to you. By a copy of this letter I am notifying Community Development Director Grant Beck that you have agreed to relinquish your fourteen surplus ERUs. Mr. Beck will now initiate the process the City requires to complete the ERU transfer. It is my hope that the transfer will take effect and that you will receive your funds within the next 60 days. Should there be any fees associated with processing the transfer, they will be paid by Mountain West so that you receive the full agreed-upon value. Thank you so much for helping us create awin-win situation. Sincerely, ~-N-µa- VGc~2.k-~ Susanna Owens c: Grant Beck, City of Yelm MOUNTAIN WEST 245 Commercial Street SE Suite 200 Salem, Oregon 97301 10 March 2003 Dick Boness 40905 96t" Avenue East Eatonville, WA 98328 Re: Sanitary Sewer LID and Surplus ERUs, Yelm, Washington Dear Mr. Boness: Thank you for responding to my previous letter regarding Mountain West's interest in purchasing your surplus sanitary sewer ERUs. Based upon our phone conversation, it is my understanding that you agree to release your eight (8) surplus ERUs to the City of Yelm for a total payment to you of $16,000. Upon receipt of the $16,000 from Mountain West, the City will remit the funds directly to you since your LID assessment is paid in full. By a copy of this letter I am notifying Community Development Director Grant Beck that you have agreed to relinquish your eight surplus ERUs. Mr. Beck will now initiate the process the City requires to complete the ERU transfer. It is my hope that the transfer will take effect and that you will receive your funds within the next 60 days. I am instructing the City that any fees associated with processing the transfer will be paid by Mountain West so that you receive full agreed-upon value. Thank you so much for helping us create awin-win situation. Sincerely, Q~ ~ ~Lc~~ Susanna Owens c: Grant Beck, City of Yelm 03/11/03 11:26 FAX 503 588 3531 MT WEST INV,CORP 1~Iou~vTAnv WEST - 245 Commercial Street S E -"' _ Suite 200 Salem, Oregon 97301 DATE: .~~ / / - y.~ TO: ~~~-~./~- Phone: Fax: ~ _ c{~~i -~~ ~~ CC: FROM: FAX Susanna Owens ~ ool Development Manager Phone: (503) 588-3505 Fix: (503) 588-3531 Number of,pages including cover sheet: ~, If total number of pages are not received or are illegible ~, please call 361-7153. Message: r~~ --t ~. L ^ Original will not follow ^ For your review ^ Reply ASAP ^ Original will follow ^ Please comment ^ Other 03/11/03 11:26 FAX 503 588 3531 MT {9EST INV,CORP MOUNTAIN WEST ,, 245 Commercial Street ~ E Suite 200 ' Salem, Oregon 97301 10 March 2003 Grant Beck Community Development Director City of Yeim P.O. Box 479 Yelm, WA 98597 Re: Sanitary Sewer ERUs, Rosemont Retirement and Assisted Living Dear Grant: [~ 002 I have been able to acquire 22 ERUs througl i the transfer process, 14 from the Malans and 8 from Dick Bones. Enclosed plea ~e find the letters I have sent to them memorializing our verbal agreements. May I ask you to initiate the transfer appro~'al process at this time and also advise all parties just what that process is and of the ~ progress being made? I simply told Dick Boners and the Malans that there is a proto~:ol to be followed and that you will be in touch with them. " I also contacted Nancy Scharfe and Betty Casavant from your list; however, one responded after I had made the above arrangements and the other named a price that did not result in a savings for Mountain West. £ ~enum Enterprises is electing to retain their surplus ERUs at this time. if you need further input from me to effect the transfers, kindly advise. Thank you. Sincerely, \~~Q. ~~ Susanna Oweris 03/11/03 11:27 FAX 503 588 3531 MT WEST INV,CORp ~ 003 MOUNTAIN WEST °"--' 245 Commercial Street ; ~E -_ Suite 200 - Salem, Oregon 97301 ' 14 March 2003 Mike and Bev Malan P.O. Box 747 Yelm, WA 98597 Re: Sanitary Sewer LID and Surplus ERUs, ~'ehn, Washington Dear Mike .and Bev: Thank you for responding to my previous letter regarding Mountain West's interest in purchasing your surplus sanitary sewer ERUs. Based upon our phone conversations, it is n ~y understanding that you agree to release your fourteen (14)- surplus ERUs to the City c ~f Yelm for a total value of $28,000. Upon receipt of the $28,000 from Mountain Wes', the City will first pay off the principal balance due on your LID assessment, then ren pit the difference to you. By a copy of this letter I am notifying CommL nity Development Director Grant Beck that you have agreed to relinquish your fourteen surplus ERUs. Mr. Beck will now initiate the process the City requires to complete the I;RU transfer. It is my hope that the transfer will take effect and that you will receive your funds within the next 60 days. Should there be any fees associated with pr~>cessing the transfer, they will be paid by Mountain West so that you receive the full age eed-upon value. Thank you so much for helping us create a wi; i-win situation. Sincerely, ~-~.µ~. VGc~o Susanna Owens c: Grant Beck, City of Yelm 03/11/03 11:27 FAX 503 588 3531 MT WEST INV,CORP MOUNTAIN WEST / 245 Commercial Street ;>E -_ Suite 200 - - Salem, Oregon 97301 10 March 2003 Dick Boness .40905 96~' Avenue East Eatonville, WA 98328 Re: Sanitary Sewer LID and Surplus ERUs, ~ elm, Washington Dear Mr. Boness: 0004 Thank you for responding to my previous letter regarding Mountain West's interest in purchasing your surplus sanitary sewer ERUs. Based upon our phone conversation, it is my t nderstanding that you agree to release your eight (8} surplus ERUs to the City of Yelm fcr a total payment to you of $16,000. Upon receipt of the $16,00.0 from Mountain West, t he City will remit the funds directly to you since your LID assessment is paid in full. By a copy of this letter I am notifying CommL nity Development Director Grant Beck that you have agreed to relinquish your eight surf plus ERUs. Mr. Beck will now initiate the process the City requires to complete the ER U transfer. It is my hope that the transfer will take effect and that you will receive your funds within the next 60 days. I am instructing the City that any fees associa.ed with processing the transfer will be paid by Mountain West so that you receive full agr ;ed-upon value. Thank you so much for helping us create a wig i-win situation. Sincerely, ttt~.~t. ~.. (~tu~@-sc.e Susanna Owens c: Grant Beck, City of Yelm Grant Beck From: Grant Beck [gbeck@ywave.com] Sent: Tuesday, March 11, 2003 4:56 PM To: Sowens@Proaxis. Com Subject: LID Transfer Susanna- Attached you should find two adobe acrobat files... the first is a sample ordinance which transfers LID assessments and the second is the transfer agreement. We will create the documents that go to the Council, but I wanted you to see the information that we need to insert into the documents for the transfer, which includes: The names and description of both parties (ie: Mountain West Investment Corp, a Washington Corporation). A title report which shows the ownership of the original assessment parcel (Malen/Boness). Legal Descriptions of the original assessment parcel and the new assessment parcel. Evidence that Mountain West's parcel is worth more than the assessment. A title report which shows Mountain West owns the new assessment parcel. Evidence that you can sign for Mountain West. We will get the assessment numbers and remaining balance from our LID finance people and prepare the documents for you to sign and obtain signatures of Malen/Boness. I am thinking that we should do two Ordinance/Agreements, just to keep things clean and understandable. If you have any questions regarding the process, please don't hesistate to give me a shout. Grant Grant Beck, Director City of Yelm Community Development Department P.O. Box 479 Yelm, WA 98597 360.458.8408 360.458.3144 (FAX) gbeck@ywave.com 3/24/2003 Grant Beck From: Grant Beck [gbeck@ywave.com] Sent: Wednesday, March 19, 2003 2:56 PM To: Susanna Owens Subject: RE: LID transfer Susanna- Upon further research, the two parcels that Dick gave us in his request have been divided into 5 parcels with the following parcel numbers: 22729320201 -Steve Nelson 22729320202 -Steve Nelson 22729320203 -Steve Nelson 22729320204 -Dick Boness 22729320205 -Steve Nelson According to the current Assessor records, Dick only owns one of the 5 new parcels. this is going to complicate the transfer, because the division doesn't follow the two parcel boundaries exactly, so I have no idea how the LID assessment was divied up. I suspect that we may have to include both Steve Nelson and Dick on the transfer paperwork. You may want to check with Dick to see what his expectation was when the property was divided and sold, as it relates to the LID assessment and allocation of the benefits of the assessment. This is my first LID transfer, and now I understand why the City Administrator was so eager to give it up. Thanks, Grant -----Original Message----- From: Susanna Owens [mailto:susanna@mwinv.com] Sent: Wednesday, March 19, 2003 2:25 PM To: gbeck@ywave.com Subject: LID transfer Hello Grant - Transnation has been unable to pull up info on the two parcel numbers you gave me for Richard Boness. I wrote them down as 22729320200 and 22729320400: If I erred can you please set me straight? If by chance they match your records, then perhaps you can supply me with a street address for title's use in chasing the right parcels down. Thanks, Susanna Susanna Owens Mountain West Senior Housing LLC 3/24/2003 245 Commercial St. SE, Suite 200 Salem, OR 97301 Phone 503-588-3505/Fax 503-588-3531 Susanna@mwinv.com 3/24/2003 03i20i03 15:17 FAI 360 4fl3 2236 TRANSNATION TITLE ~j01fl%019 7'~urston County ProperEy rnquuy SPL mis uc Use these buttons to display difFerellt information for this property New Search Basic ]:nto Values ~ Structures ' Permits - Sales - Feedback Map Into Value Information Page 1 of 1 Valu Propert Tax Year 2003 2002 2001 2000 Assessment Year 2002 2001 2000 1999 Market Value m Buildings Market Value Land $54,250 $35,000 $35,OD0 $16,91)0 Market value Total $54,250 $35,000 $35,000 $16,900 Please note; Current year tax s ara calculated on the prior assessment year market value, less a~justmenCS for approved exemptions Exemption Information Active exemptions: None Offite of the Assessor Patricia Co6telb, Assessor 2000 Lakerldge Drive SW -Olympia, WA 98502 Customer Service (360)786-5410 -- Fax (360)754-2955 -- TDD (360)754-2933 hops.-//fortress.wa_gov/thurston,co/propitifo/propsgUvalue_asp?fe=PS&pn=22729320205 03/20/2003 03/20/03 15:11 FAL 360 4fl3 2236 TRANSNATION TITLE f~j017-'010 Thurston County Property Inquiry SPL oru u~ use these buttons to display dYfferent information for this property New Search Basic Infio "Values ~ Structures Permits 'Sales -Feedback Map Into Value Information Page 1 of 1 Valu Propert Tax Year 2003 2002 2001 2000 Assessment Year 2002 2001 2000 1999 Market Value Buildings Market Value Land $38,150 $35,000 $35,000 $12 700 Market Value Total $38,150 $35,000 $35,000 , $12,700 pease note: Current year taxes are calculated on the prior assessm ent year market value less adjustments For approved exemptions , F~cemption Information Active exemptions: None Offite of the Assessor Patricia Castello, ASSe9sor 2000 Lakerfdge Drive SW - oiympla, WA 98502 Cystomer Service (360)786-5410 -- Fax (360)154-2958 -- TDD (360)754-2933 hops://fortress.wa_gov/thurstonco/propinfo/propsgUvalue.asp?fe=PS&pn=22729320204 03/20/2003 03/20/03 15:10 FAT 300 4~J3 2236 TRANSNATION TITLE X015.019 Thurston County Property Inquiry SPL ora~e uc Use these buttons to display different information tot' this property ' New Search t3asic Into "Values Structures ' Permits - Sales Feedback - Map Into Value Information Page 1 of 1 Valu Propert Tax Year Assessment Year 2003 2002 2002 2001 2001 2000 2000 1999 Market Value Buildings Market Value Land Market value Total $38,150 $38,150 X35,000 $35,000 $35,400 $35,000 86,700 $6,700 Please note: Current year taxes are calculated on the prior assessment year market val ad,~ustments for approved exemptions ue, less Exemption Information Active exemptions; None office of the Assessor Patricia Costello, Assessor 2000 Lakerldge Drive SW - Olympia, WA 98502 Customer Service (360)786-5410 -- Fax (360)754-2958 -- TDD (360)754-2933 helps://forlress_wa.gov/thurstonco/propinfo/propsgl/value.asp7fe°PS&pu=22729320203 03/20/2003 03i20i03 15:16 FAfi 360 493 2236 TRANSNATION TITLE f~013-'019 Thwston County Property Inquiry SPL use these buttons to display different information for this property New Search - Basic Into ~ Values Structures ' Permits Sales Feedback - Map znto Value Information Page l of 1 Valu Propert Tax Y®ar 2003 2002 2001 2000 Assessment Year 2002 200X 2pOp Zggg Market Value ~~~~ Buildings MarkeC Value Land $38,150 $35,000 $35,000 $14,400 Market Value Total $38,150 $35,000 $35,000 $14,400 Please note: Current year coxes are calculIated on the prior assessmenC year market value, lass adjustments Eor approved exemptlons Exemption Information Active exemptlons: None ~ffiC® of the Assessor Patricia Costello, Assessor 2000 Lakerldge Drive SW - olympla, WA 98502 Customer Service (360)786-5410 -- Fax (360)754-2958 -- TDD (360)754-2933 hops=//fort<'ess.wa.gov/thurstonco/propinfo/propsgUvalue.asp7fe=PS&pn=22729320202 03/20/2003 03!20/03 15:19 FAQ 390 493 2236 TRANSNATION TITLE [7j 011'019 Thurston County Property lnquiry SPL m+= u~ Use 'these buttons to display different information for this property New Search ~ Basic into -Values ~ Structures ' Permits -Sales ~ Feedback - Map Into Value Information Pagelofl Valu Propert Tax Year 2003 2002 ZD01 2000 Assessment Year 2002 200 i 2000 1999 Market Value Buildings Market Value Land $38,150 $40,500 $40,500 $z0,9D0 Market Value Total $38,150 $40,500 $40,500 szo,9oo Please note: Current year taxes are calculated on the prior assessment year market value less adjustments for approved exemptions , Exemption Information Active exemptions; None Office of the Assessor Patricia Costello, assessor 2000 Lakeridge Drlve SW -Olympia, WA 98502 Customer Service (360)786-5410 -- Fax (360)754-2958 -- TDD (360)754-2933 https://fortress.vva_ gov/thurstonco/propinfo/propsgl/value. asp?fe`PS&pn=2272932o20I 03/20/2003 03%20/03 15:14 FAX 360 493 2236 TRANSNATION TITLE f~j003 019 Thurston County Property Inquiiy SPL mu ua Use these buttons to display different information for this property ' iVew Search ~ Basic Into - Values ~ Structures - Permits Sales - Feedback Map Into ' Value Information Page 1 of 1 Vala Propcrt Tax Year 2003 2002 2001 2000 1999 lggg ~sessment Year 2002 2001 2000 iggg lggg lgg7 Market Value Buildings $103,000 $103 000 203 000 ~ ~ $166,200 $166 200 $166 200 Market Value Land Market Value Total $160,000 $160,000 $160,000 $53,600 $53,6oD $53,600 $263,000 $263,000 X263,000 $229,800 $229,800 $219,800 Please note: Current year taxes are calculated on the prior as d sessment ye ar market value less a justments for approved exempt ions , Ex a r>a.snf~o rm a t i o n Active ex®mptlons: None - - i _. OftNce of the ssessor Patr cia Costelt Assessor 2000 Lakerid Drive SW -Olympia, WA 98502 Customer Service (360)786-5 -0 -- Fax (3 0)754-2956 -- TDp (360)954-2933 -~- _ - - hops://fortress.wa-gov/thurstonco/propinfo/pxapsgl/value.asp?fe~PS&pn=21713340404 03/20/2003 03/20/03 15:11 FAX 360 493 2230 TRANSNATION TITLE X018%019 Parcel # Owner CoOwner Sitc Mail Xfered Price Pr Xfer Pr Price Deed Land Use Legal Census Bedrooms Bathrooms Bath Full Bath 3 Qtr Bath Half Quality B1dgCond Air Method HeatTypel HcatSrcel Fireplace Pool Deck Type ME'TROSCAN Thurston County Prof le ZZ72 93 20205 Bldg # Nelson Steve;+ Boxess Richard W *No Site Address* 8906 Ohop Valley Rd E lraionville Wa 98328 :05/17/2002 Doc# :3434711 $138,000 Prpoc# PrvsAssdTot Warranty 91500 Res,Over 5 Acres SECTION 29 TOWNSHIP 17 RANGE 2E LT 5 SURVEY 3268612 Tract OWNERS NAMES :Nelson Steve;+ :Archibald Susan J Block Year Built Stories Lzving Area BsmTotSF Addition SF Storage SF Garage Type Garage SF Carport SF Patio Patio SF : porch Porch SF TRANSFER INFORMATION DATE DOC# PRICE :05/17/2002 3434711 : $138, 000 Total : $54,250 Ia~.d :554,250 Structure Type unproved Excise # :299968 Nbrhd Cd :0510 Sub Area : 2SM1 Levy Code :182 2002 Tax : $504.74 S : 29 '1' : 1, 7N R : 02E Q Phone Owner :360-832-6525 Tenant Lot Acres :2.62 Lot Sq Ft :114,127 Frontage View .Yes Perimeter Topography Roof Matrl Roof Shape Wa11Mat1 : Foundation Floor Cover ; FiroSprkl Bldg Use DEED LOAN :Warran lnforniat(on cr~mpilsdfrom vaNous sourtcs, Real Estats So~utfans makes no represen~atlons or wnrranKes as so lha acwrocy or complelsness of injG~ahon contained in dh[s rCfurrt, TYPE 03/20/03 15:11 FAX 360 4~J3 2236 TRANSNATION TITLE I~j01li,019 METROSCAN Thurston County Profzle Parcel # ; 2272 93 20204 Bldg # : Owner :Nelson Steve;+ CoOwner :Bones Richard W Site ~ *No Site Address" Mail :6906 Ohop Valley Rd E Eatonville Wa 98328 kfg'ed :05/17/2002 Doc# :3434711 Price . ~ 138, 000 Prpoc# Pr Xfer PrvsAssdTot Pr Price . Deed :warranty Land Use :11120 Res,Single Family Res,1.01-2.5 Acre Legal :SECTION 29 'TOWNSHIP I7 RANGE 2E LT 4 SURVEY 326fi612 Census :Tract Bedrooms Bathrooms Bath Full Bat11 3 Qtr , Bath Half Quality BldgCond , Air Method 1-ieatTypel HeatSrcc1 , Fireplace Pool Deck Typc , Year Built Stories , laving Area BsmTotSF Addition SF Storage SF Garage Type Garage 5F Carport SF Patio , Patio S1~ Porch . Porch SF Total : X38,150 Land : $38,150 Structure Type Improved ; Excise # :299968 Nbrhd Cd :0510 Sub Area : 28M1 Levy Codc :182 2002 Tax : $504.37 S . 29 T : 17N R : 02E Q Phone Owner :360-832-6528 Tenant Lot Acres :1.96 Loi Sq k't :85,378 Frontage View Perimeter Topography : Roof Matr1 Roof Shape ; WallMatl Foundation Floor Cover k'ireSprkl Bldg Use , TRANSFER INFORMATION OWNERS NAMES DATE DOC# PRICE DEED LOAN :Nelson Steve;+ :05/1 7/2002 34347 9 1 :$138,000 :Warran :Archibald Shelley :$86,000 Block TYPE :Seller Informapon eomp;l~~l from various sourcet~, RealTstats Sglu~io~rs makes no repyrs¢nralions or wa..a~t{¢9 as to the r~c¢uracy or contpleden~~s of infor»tatlon con[ained fn this repryrr. 03i20i03 15:16 FAY 360 4fl3 2236 TRANSNATION TITLE METROSCAN' Thurston County Proftle Parcel # :2272 93 20203 Bldg # Owner :Nelson Steve CoOwuer Site :10731 Bald 1~i11 R,c1 SE Xehn 98597 Mail :8906 Ohop Valley Rd E Eatonvillc Wa 98328 Xfered Doc# Price PrDOC# Pr Xfer PrvsAssdTot Pr Price Deed Land Use :11120 Res,Single Family Res,1.01-2.5 Acre Legal :SECTION 29 TOWNSHIP 17 RANGE 2E LT 3 SURVEY 3268612 Census :Traci : 124.10 Block : 1 Bedrooms : `Year Built Bathrooms Stories Bath Full Living Area Bath 3 Qtr BsmTotSF Bath Ha1.C Addition SF Quality - Storage SF B1dgCond Garage Type Air Method Garage 5F HeatTypel Carport SF : HcatSrcel Patio Fireplace : Patio SF Pool Porch Deck Type Porch SF TRANSFER INFORMATION f~01-1%U19 Total . $38,150 Land : $38,150 Structure Type Improved Excise # Nbrhd Cd :0510 Sub Area ; 28M1 Levy Code :182 2002 Tax : $503.90 S : 29 T : 17N R : 02E Q ,Phone Owner :360-832-6525 Tenant Lot Acres .1.03 Lot SgFt :44,867 Froniagc View Perimeter Topography Roof Maul : Roof Shape Wa11Mat 1 Foundation Floor Cover : FixeSprkl Bldg C7se OWNERS NAMES DATE DOC# PRICE DEED LOAN TYPE Cnforniatton eompiTedJrorn various sources. Real F-Rt,~(p Solutions makes no represenration~ or warranties as ro the accr~rary °r complelsnsss orti forrnarioR canlasncd in this rsport. 03/20/03 15:16 FAX 360 493 2236 TRANSNATION TITLE I~j012%019 METROSCAN Thurston County Prof le Parcel # ; 2272 93 20202 Bldg # Total : $38,150 Owner : Nelson Steve;+ Land : $35,150 CoOwner : Soness Richard W Structure Site : *No Site Address* Type Mai] :8906 Ohop Valley Rd E Eatonville Wa 98328 % Improved Xfered :05/17/2002 Doc# :3434711 Excise # : 29996S Price : $138,000 Prpoc# Nbrhd Cd : OS10 Pr ~~ = PrvsASSdTot Sub Area : 28M1 Pr Price Levy Code :182 DCCd :Warranty 2002 Tax : $504.48 Land Use : 11120 Res,Single Family Res,l_01-2.5 Acre S . 29 T : 17N R : 02E Q Legal : SECTYON 29 TOWNSHIP 17 RANGE 2L LT Phone 2 SURVEY 3268612 Owner :360-832-6528 Tenant Census :Tract : Block Bedrooms Year Built Lot Acres :2.23 Bathrooms Stories Lot Sq Ft :97,139 Bat11 Full Living Area FYontage Bath 3 Qtr BsmToiSF View Bath Half Addition SF Perimeter Quality Storage SF Topography SldgCond Garage Type Roof Matr] Air Method GaragC SP Roof Shape HcitTypel Carport SF WallMatl HeatSrccl Patio Foundat`~on Fireplace Patio SF Floor Cover Pool Porch Fire5prkl DCCk Type Parch SF Bldg Use TRANSFER INFORMATION OWNERS NAMES DATE DOC# PRICE DEED LOAN TYpE :Nelson Steve;+ :05/17/20023434711 :$138,000 :Warran :Archibald Susan J Information eo~npflcdJrom various sources. Reel Estate Solutions maka, Ro rcpressr[tations or warranties as to rhr ~icCUraCy or complsteness of info.-rnation aontalnsd !n this „~pr~rt, 03%20/03 15:15 FAX 360 4~J3 2236 TRANSNATION TITLE 0007%019 Parcel # Owner CoOwner Site Mail. ?Cfefed Price Pr Xfer Pr Price Deed Land Ilsc Legal 2272 93 2020] Bones Richard W METRQSCA.N Thurston County Profile Bldg # Total : $35,150 Land : $38,150 Structure Type ~ruproved : ExciSC ~ Nbrhd Cd :0510 Sub Area : 28M1 Levy Code :182 2002 Tax : X580.19 S : 29 T : 17N R : 02E Q Phone Owner :360-832-3126 Tcz~aut Census "~No Sitc Address* : PO Box 1866 Eatonvilic Wa 98328 b6C# . Prpoc# PrvsAssdTot : 11120 Res,SuigleFanulyRoS,l_Ol-2.5 Acre : SECTION 29 TOWNSHIl' 17 RANGE 2E LT 1 SURVEY 326$612 Tract : Block Bedrooms Bathrooms path Full Bath 3 Qtr _ Bata Half Quality sldgCond Air Method HeatTypel HeaiSrcel Fireplace Pool Deck Type Year Built Stories Living Area BsmTotSF Addition SF Storage SF Garage Type Garage SF Carport SF Patio Patio 5F Porch Porch SF TRANSFER INFORMATION Lot Acres :2.39 Lot Sq Ft : 104, los Frontage view Perimeter Topography : Roof Matrl Roof Shape Wa111v1at1 Foundation Floor Cover : FXrCSprkl Bldg Use OWNERS NAMES DATE DOCIJ PRICE DEED LOAN TYPE Information compiled from venous sources. Raal Estate Solutions makes no -Hf7Y9sentrs[ipns or warrrsn[iSV ~a to the accuracy br cbmPlcl~ness of tnrorvriCldiUrr con[aincd in this rvepo~2_ ~~ THE p~9~ V RECEII~EO ~Z ~ Yeln't ~. ~Ie~~t ~ '163 a ~+ pyq p " ~ s ~' 10~ Yelm Avenue West e ~e ooea eeooeooma ;' :, P.O. Box 479 Y E L9MoTON Yelm, Washington 98597 (360) 458-3244 March 18, 2003 Mountain West Investment Corporation 245 Commercial Street SE, Suite 200 Salem, OR 97301 RE: ROSEMONT RETIREMENT AND ASSISSTED LIVING FACILITY CUP-02-8328-YL Dear Applicant: Transmitted herewith is the Report and Decision of the City of Yelm Hearing Examiner relating to the above- entitled matter. Very truly , S E K. CAUSSEAUX, JR. Hearing Examiner SKC/ca cc: Parties of Record CITY OF YELM OFFICE OF THE HEARING EXAMINER CITY OF YELM REPORT AND DECISION CASE NO.: ROSEMONT RETIREMENT AND ASSISTED LIVING FACILITY, CUP-02-8328-YL APPLICANT: Mountain West Investment Corporation 245 Commercial Street SE Suite 200 Salem, OR 97301 SUMMARY OF REQUEST: The applicant is requesting approval of a special use permit to construct a 71,000 square foot, 87-unit retirement and assisted living facility within the city limits of Yelm. SUMMARY OF DECISION: Request granted, subject to conditions. PUBLIC HEARING: After reviewing Planning and Land Services Report and examining available information on file with the application, the Examiner conducted a public hearing on the request as follows: The hearing was opened on March 3, 2003, at 9:00 a.m. Parties wishing to testify were sworn in by the Examiner. The following exhibits were submitted and made a part of the record as follows: EXHIBIT " 1 " - Department of Community Development Staff Report TAMI MERRIMAN appeared, presented the Community Development Staff Report, and testified that the City deemed the application complete on November 25, 2002. Proper notice was given and the environmental official issued a DNS on December 30, 2002. The site is located within a commercial zone which requires a conditional use permit for a nursing home. The parcel far exceeds the minimum 5,000 square foot lot size. A residential use exists to the north and requires a 15 foot wide dense landscape screen. The applicant will improve Killion Road which the City has designated a pedestrian oriented road. Public water and sewer serves the site and the storm drainage system will include on- site retention. Staff has approved the landscape plan and recommends approval of the project subject to conditions. Appearing was SUZANNE OWENS who testified that Mountain West Investment is a real estate development company and is proposing its 18th project. They propose both assisted living and retirement living, and their market studies show that the Yelm area needs both services. They anticipate 20% of eligible residents in the Yelm area will use their services. They also considered the expansion of the other facility in the area. They accept both private pay and Medicaid residents and provide both independent, retired, living quarters and assisted care. Appearing was CRAIG STEEPY, professional engineer, who has read the staff report and agrees with all conditions. No one spoke further in this matter and the Examiner took the matter under advisement. NOTE: A complete record of this hearing is available in the office of Pierce County Planning and Land Services. FINDINGS, CONCLUSIONS AND DECISION: FINDINGS: 1. The Hearing Examiner has admitted documentary evidence into the record, heard testimony, and taken this matter under advisement. 2. Notice of this application was mailed to state and local agencies, and property owners within 300 feet of the project site on November 25, 2002. Public Notice of the date and time of public hearing was posted on the project site, mailed to property owners within 300 feet of the project site on February 18, 2003, and advertised in the local newspaper on February 21, 2003. 3. The City has performed an environmental review, and issued a Determination of Nonsignificance on December 30, 2002, with a comment deadline of January 13, 2003, and an appeal deadline of January 20, 2003. 4. The applicant has a possessory ownership interest in a rectangular, unimproved, 2.7 acre parcel of property abutting the west side of Killion Road within the City of Yelm. The parcel abuts Killion Road for 365 linear feet and measures 332 feet in depth. The applicant requests a conditional use permit to allow improvement of the site with a combination retirement and assisted living facility. 5. The site is located within the Commercial zone (C1) of the Yelm Municipal Code (YMC). The purpose of the C1 classification as set forth in Section 17.26.010 YMC is to provide for the location of businesses which serve the needs of the community. The bulk regulations of the C 1 classification include a minimum lot size of 5,000 square feet, a side yard setback of ten feet, rear yard setback of 20 feet, front yard setback of 15 feet, and maximum building height of 40 feet. Chapter 17.66 YMC addresses special uses which because of their unique characteristics are not limited to or automatically included in specific zoning classifications. Section 17.66.020 YMC sets forth a list of special uses permitted in all zone classifications subject to reasonable conditions imposed by the City. Subsection A(5) identifies nursing homes, convalescent care facilities, and congregate care facilities as a special use. The applicant has therefore properly applied for a special use permit. 6. Parcels abutting the south, east, and west property lines are also located within the C 1 classification, but the parcel abutting the north property line is located in the R14 (Residential) zone classification and improved with an apartment complex. The applicant must therefore provide a 15 foot wide, Type 1, dense, landscape buffer along said property line. The conceptual landscape plan shows such screen. 7. The site plan shows a service access along the south property line and a main access into the parking lot at the north end of the site, a looped parking lot system, and a drive through entrance to the building. The building plan shows the congregate living area in the portion of the building nearest Killion Road with common areas, dining room, and kitchen facilities located in the central area. The western portion of the building contains the assisted living corridors. Trails and sidewalks loop through and around the developed area. The site plan shows storm water detained on site in underground water detention vaults near the north and south property lines. 8. The site plan shows a three story, "T" shaped structure extending west from Killion Road. The rear or western portion of the building will house 62 to 63 assisted living units and the eastern portion of the structure near Killion Road will house 24 congregate living units. Separating the two types of living units are the common areas, entry, dining, activity, and living areas. Structural setbacks include 27 feet from Killion Road, 91 feet from the south property line, 25 feet from the west property line, and 67 feet from the north property line. The site plan shows a covered area at the building entry near the center of the north side. 9. As previously found, the parcel abuts the west side of Killion Road north of its intersection with Yelm Avenue for 365 feet. The City's 2001 Comprehensive Transportation Plan Update provides methods for financing transportation projects and includes a policy that "requires impact mitigation payments, or seek voluntary contributions from developers". The City's Concurrency Management Ordinance also requires mitigation of impacts to the City's transportation system by requiring projects to make contributions to facilities identified in the off-site comprehensive transportation plan in the form of a transportation facility charge. The ordinance lists the number of new p.m. peaks generated by a congregate care/assisted living facility as .17 trips per dwelling unit and the transportation facility charge amounts to $750.00 per new p.m. peak trip. Conditions of approval require the payment of $11,092.50 to offset the transportation impacts generated by the development to the City road system, conditions also require on-site and frontage improvements along Killion Road consistent with the City development guidelines fora "pedestrian oriented street". 10. Section 17.72.030(C) YMC sets forth minimum parking requirements for residential units which include housing intended for the exclusive use of senior citizens. Said section requires the provision of one parking stall for every three dwelling units plus two-tenths parking stall per dwelling unit in buildings containing five or more dwelling units. The code requires a total of 47 parking stalls for the 87 unit proposal. However, the applicant will provide a transportation van for the residents and Section 17.72.090 YMC authorizes a 25% reduction in parking stalls when an owner operates a private vanpool. Such allows a reduction in the number of parking spaces to 36. The site plan shows 46 parking stalls and the applicant therefore provides more stalls then required. 11. The site is located within the City's water service area, but is not presently connected. The applicant must install a ten inch water main from Yelm Avenue West and extend said main along the entire Killion Road frontage per City of Yelm Development Guidelines and Water Comprehensive Plan. The applicant must also connect the site to the City water system. 12. While within the City sewer service area the site is not currently connected to the City sewer system. The applicant must extend a sewer main from Yelm Avenue West to the project site and along the entire frontage of the Killion Road property. The applicant must also connect the project to the City sewer system. 13. Construction of the building, associated parking, and other impervious surfaces will increase storm water runoff. Conditions of approval require the storm water control system to meet all City Development and Design Guidelines to include best management practices during and post construction. The applicant presently proposes to rQtain storm water runoff on site in underground water detention vaults. 14. The applicant must construct the buildings in accordance with the requirements of the Uniform Fire Code, and provide fire protection in the nature of fire hydrants, fire lanes, or sprinkler systems. 15. The applicant must satisfy the landscaping and screening requirements set forth in Chapter 17.80 YMC. Said chapter requires a 15 foot wide, Type 1 buffer along the north property line to provide protection for the abutting, multi-family, residential use. Landscaping requirements also include an eight foot wide, Type 2, landscaping screen along the west property line; and a five foot wide, Type 2, landscaping screen around the buildings. The applicant must also install Type 3 landscaping as part of the frontage improvements and along the service road adjacent to the south property line; Type 4 landscaping in parking areas; and Type 5 landscaping in storm water retention facilities. The applicant must enclose outdoor refuse collection points within a six foot high, solid board fence or masonry wall. CONCLUSIONS: 1. The Hearing Examiner has jurisdiction to consider and decide the issues presented by this request. 2. Section 17.66.060 YMC authorizes the Examiner to grant a special permit following a public hearing and review of all testimony and evidence submitted therein. Section 17.66.100 YMC requires the Examiner to impose conditions and safeguards as are necessary to secure adequate protection for the affected locality and to establish a time limit in which the project must be started and completed. 3. The proposed Rosemont Retirement and Assisted Living Facility satisfies all criteria set forth in the YMC for "nursing homes, convalescent care, congregate care facilities" as well as all standards for special use permits. Therefore, the special use permit should be granted subject to the following conditions: 1. The applicant shall mitigate transportation impacts based on the new p.m. peak hour trips generated by the project. The Transportation Facility Charge (TFC) shall be based on .17 new peak hour trips per dwelling. The applicant will be responsible for a TFC of $1 1,092.50, which is payable at time of building permit issuance. 2. The applicant shall make on-site and frontage improvements consistent with City standards. Improvements for Killion Road shall be consistent with the City of Yelm Development Guidelines fora "Pedestrian Oriented Street". 3. The service entrance road on the south of the property shall provide fora 5' planter strip, and 5'foot sidewalk on the northern side of the road. This planter strip shall be planted with street trees, and the sidewalk consistent with the City of Yelm Development Guidelines. 4. The applicant shall provide for a minimum of 36 parking stalls. 5. The applicant shall provide for handicap parking stalls as required by ADA. 6. Parking areas shall be landscaped consistent with Chapter 17.80, Landscaping, and City of Yelm Development and Design Guidelines. 7. The applicant shall connect to the City water system. Water ERU's are based on a consumption rate of 240 gallons per day and are charged a current rate of $1,500 (fee subject to change) inside City limits. The number of ERU's required for this project shall be determined by calculations provided by the applicant, and approved by the Community Development Department. 8. Water connection fees shall be paid at building permit issuance. 9. The applicant must connect to the City sewer system. Sewer ERU's are based on the on the water calculations provided by the applicant, and reviewed and approved by the Community Development Department. ERU's are based on a discharge of 240 gallons per day. The current rate for one ERU is $5,125.00 (fee subject to change). 10. Sewer connection fees are payable at building permit issuance. 1 1. The applicant shall ~iesigr~ and construct all Stormwater facilities in accordance with the DOE Manual, as adopted by the City of Yelm. Best Management Practices are required during and post construction. 12. Stormwater areas shall be landscaped consistent with Chapter 17.80, Landscaping, and City of Yelm Development and Design Guidelines. 13. The applicant shall submit a final Stormwater report with civil plan application. 14. The applicant shall submit a Stormwater maintenance plan with civil plan application. 15. The applicant shall provide a blanket easement for maintenance of all utilities deeded to the City, and access to the Stormwater facility. 16. The applicant shall provide fora 15' dense "Type I" landscape buffer along the northern property line, adjacent to the residential use. 17. An 8-foot, Type li landscaping is required along the West property line. A 5-foot Type II landscaping is required around the buildings. 18. Type I11 landscaping is required as part of the frontage improvements, and also along the service road on the southern property line. 19. Type IV landscaping is required in parking areas. 20. Type V landscaping is required in Stormwater retention facilities. 21. The applicant shall submit a final landscape and irrigation plan, pursuant to Chapter 17.80, to the Community Development Department for review and approval. 22. Completed landscaping shall be approved by the Community Development Department prior to building occupancy. 23. Refuse container screening shall be required, and be of a material and design compatible with the overall architectural theme of the associated structure, shall be at least as high as the refuse container, and shall in no case be less than six feet high. 24. No refuse container shall be permitted between a street and the front of a building. 25. Refuse collection areas shall be designed to contain all refuse generated on site and deposited between collections. Deposited refuse shall not be visible from outside the refuse enclosure. 26. The applicant shall commence construction of the project within three years of the effective date of the decision and shall complete construction within five years of the effective date of this decision; provided, however, that the applicant may request one year time extensions. DECISION: The request for a special use permit to authorize the Rosemont Retirement and Assisted Living Facility consisting of 62 to 63 assisted living units and 24 congregate living units in a three story structure at a site located on the west side of Killion Road north f Yelm Avenue is hereby granted subject to the conditions contained in the concl e. ORDERED this 18th day of March, 2003. STEPHEN K. CAUSSEAI.IX, JR. Hearin; Examiner TRANSMITTED this 18th day of March, 2003, to the following: APPLICANT: Mountain West Investment Corporation 245 Commercial Street SE Suite 200 Salem, OR 97301 OTHERS: City of Yelm, 105 Yelm Avenue W., P.O. Box 479, Yelm, WA 98597 CASE NO: ROSEMONT RETIREMENT AND ASSISTED LIVING FACILITY CLIP-02-8328-YL NOTICE 1. RECONSIDERATION: Any interested party or agency of record, oral or written, that disagrees with the decision of the hearing examiner may make a written request for reconsideration by the hearing examiner. Said request shall set forth specific errors relating to: A. Erroneous procedures; B. Errors of law objected to at the public hearing by the person requesting reconsideration; C. Incomplete record; D. An error in interpreting the comprehensive plan or other relevant material; or E. Newly discovered material evidence which was not available at the time of the hearing. The term "new evidence" shall mean only evidence discovered after the hearing held by the hearing examiner and shall not include evidence which was available or which could reasonably have been available and simply not presented at the hearing for whatever reason. The request must be filed no later than 4:30 p.m. on April 1, 2003 (10 days from mailing) with the Community Development Department 105 Yelm Avenue West, Yelm, WA 98597. This request shall set forth the bases for reconsideration as limited by the above. The hearing examiner shall review said request in light of the record and take such further action as he deems proper. The hearing examiner may request further information which shall be provided within 10 days of the request. 2. APPEAL OF EXAMINER'S DECISION: The final decision by the Examiner may be appealed to the city council, by any aggrieved person or agency of record, oral or written that disagrees with the decision of the hearing examiner, except threshold determinations (YMC 15.49.160) in accordance with Section 2.26.150 of the Yelm Municipal Code (YMC). NOTE: In an effort to avoid confusion at the time of filing a request for reconsideration, please attach this page to the request for reconsideration. ~~` ~F THE A~ / ~ 9, Ci o Yelm 4 ~, ~ lOS Yelm Avenue West YELM P. D. Box 479 WA6HINOTON Yelm, Washington 98597 (360) 458-3244 NOTICE OF PUBLIC HEARING YELM HEARING EXAMINER DATE: Monday, March 3, 2003, 9:00 a.m. PLACE: Council Chambers, City Hall, 105 Yelm Ave W., Yelm WA PURPOSE: Public Hearing to receive comments regarding the proposed construction of an 87 unit .Retirement and Assisted Living Facility. Case #CUP-02-8328-YL APPLICANT: Mountain West Investment Corporation PROJECT LOCATION: Killion Road, north of Yelm Avenue, Yelm, WA 98597 The City of Yelm Hearing Examiner will hold a public hearing to receive comments on the proposed cpnstruction of Rosemont Retirement and Assisted Living Facility. The Hearing Examiner will make a decision on the matter within 10 days after the hearing. Testimony may be given at the hearing, or through written comments on the proposal, received by the close of the public hearing on Monday, March 3, 2003. Such written comments may be submitted to the City of Yelm at the address shown above, or mailed to the City of Yelm Community Development Department, PO Box 479, Yelm WA 98597. Any related documents are available for public review during normal business hours at the City of Yelm, 105 Yelm Ave W., Yelm, WA. For additional information, please contact Tami Merriman at (360) 458-3835. The City of Yelm provides reasonable accommodations to persons with disabilities. If you need special accommodations to attend or participate in this hearing, call the City Clerk, Agnes Bennick, at (360) 458-8404, at least 4 days before the meeting. ATTEST: City of Yelm ,/, _~ C~ ~C~-_ Agnes Bennick, City Clerk DO NOT PUBLISH BELOW THIS LINE Published in the Nisqually Valley News: Friday, February 21, 2003 Mailed to Adjacent Property Owners and Posted in Public Places: February 18, 2003. The City of Yelm is an Equal Opportunity Provider NOTICE OF PUBLIC HEARING YELM HEARING EXAMINER DATE: Monday, March 3, 2003, 9:00 a.m. PLACE: Council Chambers, City Hall, 105 Yelm Ave W., Yelm WA PURPOSE: Public Hearing to receive comments regarding the proposed construction of an 87 unit Retirement and Assisted Living Facility. Case #CUP-02-8328-YL APPLICANT: Mountain West Investment Corporation PROJECT LOCATION: Killion Road, north of Yelm Avenue, Yelm, WA 98597 The City of Yelm Hearing Examiner will hold a public hearing to receive comments on the proposed construction of Rosemont Retirement and Assisted Living Facility. The Hearing Examiner will make a decision on the matter within 10 days after the hearing. Testimony may be given at the hearing, or through written comments on the proposal, received by the close of the public hearing on Monday, March 3, 2003. Such written comments may be submitted to the City of Yelm at the address shown above, or mailed to the City of Yelm Community Development Department, PO Box 479, Yelm WA 98597. Any related documents are available for public review during normal business hours at the City of Yelm, 105 Yelm Ave W., Yelm, WA. For additional information, please contact Tami Merriman at (360) 458-3835. The City of Yelm provides reasonable accommodations to persons with disabilities. If you need special accommodations to attend or participate in this hearing, call the City Clerk, Agnes Bennick, at (360) 458-8404, at least 4 days before the meeting. 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Box 479 Yelm, Washington 98597 (360) 458-3244 To: Stephen Causseaux, Jr., Hearing Examiner From: Tami Merriman, Assistant Planner Re: Rosemont Retirement and Assisted Living Facility, CUP-02-8328-YL LIST OF EXHIBITS: Exhibit I: Site Plan Exhibit II: Notice of Application Exhibit III: Determination of Non-Significance Exhibit IV: Public Hearing Notice Applicant: Mountain West Investment Corporation 245 Commercial Street SE Suite 200 Salem, OR 97301 Proposal The applicant is applying for a Special Use Permit to construct a 71,000 sq. ft., 87-unit retirement and assisted living facility within the city limits of Yelm. Notice of this application was mailed to state and local agencies, and property owners within 300 feet of the project site on November 25, 2002. Public Notice of the date and time of the Public Hearing was posted on the project site, mailed to property owners within 300 feet of the project site on February 18, 2003, and advertised in the local newspaper on February 21, 2003. The City has performed an environmental review, and issued a Determination of Nonsignificance on December 30, 2002, with a comment deadline of January 13, 2003, and an appeal deadline of January 20, 2003. Summary: Staff recommends approval of the proposal, subject to the conditions listed in this report. 1. Existing Land Use and Zoning. Finding: The site is zoned Commercial (C-1 ), YMC Chapter 17.26. In the C-1 zone, Special Uses are allowed as provided for in Chapter 17.66, Special Uses. Conclusion: A nursing home, convalescent care, and congregate care facility is classified as a special use and is allowed, provided any unique impacts resulting from the proposal can be mitigated. 2. Lot Size and Setbacks: Finding: At this time, the property is unimproved. Lot size and setbacks for the C-1 zone are; a minimum lot size of 5,000 sq. ft. Setbacks are; 10 feet on side yards, 20-feet on rear yards, and 15-feet from front property lines. The maximum height of buildings shall be 40 feet. Conclusion: The proposal meets current minimum setbacks and lot size requirements. 3. Adiacent Land Uses and Zoning. Finding: The property to the north is zoned R-14, and is developed as an apartment complex. The properties to the south, east, and west, are zoned commercial, and are vacant. Conclusion: The surrounding properties to the south, east, and west are compatibly zoned, and perimeter landscape buffers will be required. The property to the north is residential, and a 15 foot Type I dense landscape buffer will be required. This is reflected in the landscaping section. 4. Transportation and Site Access. Finding: Yelm is a small compact community most directly affected by two state highways which bisect the community. The two state highways are used by local residents for transportation throughout the city and for access to commercial and residential areas throughout the community. In lieu of widening existing streets, the City has elected to create certain alternatives, Y-1, Y-2, Y-3, which will avoid the need to significantly widen existing streets, and particularly Yelm Avenue. New developments do in fact burden the city's central streets, and unless the bypass alternatives are accomplished, the City would have to require developers to pay the cost of the internal street widening. The city plans show, and the City finds that adequate facilities will be accomplished better and in a timely fashion by bypass facilities as a substitute for the widening of existing facilities. As a result, the City finds that the regional plans benefit projects in all areas of the City and will accomplish the goal of providing adequate facilities to City standards within a reasonable time to serve the demands created by the proposed project. CUP-02-8328-YL Staff Report 2 Finding: The project fronts on Killion Road, just North of Yelm Ave., E. Killion Road is listed as a pedestrian oriented street in the City of Yelm Development Guidelines. Findin The City of Yelm 2001 Comprehensive Transportation Plan Update lists Goals and Policies relating to transportation impacts. #30. Funding Sources Policy provides methods for financing transportation projects, and includes a policy that "requires impact mitigation payments, or seek voluntary contributions from developers". Findin The City of Yelm Concurrency Management ordinance also describes mitigation measures for impacts to the City's transportation system by requiring the project to make a contribution to the facilities identified in off-site comprehensive transportation plan, in the form of a transportation facility charge. The ordinance lists the number of new pm peak trips generated by a Congregate Care/Assisted Living Facility to be 0.17 trips per dwelling. The Transportation Facility Charge is currently $750.00 per new pm peak trip. Finding: Chapter 15.40 Concurrency Management provides for mitigation measures for impacts to the City's transportation system. Chapter 15.40.020(5)(a) states that "The project makes on-site, and frontage improvements, consistent with City standard for utilities, curbs, gutters, sidewalks, bicycle lanes where appropriate, and roads necessary to serve the proposed project consistent with safety and public interest. Conclusion: The construction of this project will create impacts to the existing traffic system. The City of Yelm has created mitigation measures through its Municipal Code, Comprehensive Transportation Plan, and Development Guidelines. Conditions of Approval: a. The applicant shall mitigate transportation impacts based on the new p.m. peak hour trips generated by the project. The Transportation Facility Charge (TFC) shall be based on .17 new peak hour trips per dwelling. The applicant will be responsible for a TFC of $11,092.50, which is payable at time of building permit issuance. b. The applicant shall make on-site and frontage improvements consistent with City standards. Improvements for Killion Road shall be consistent with the City of Yelm Development Guidelines fora "Pedestrian Oriented Street". c. The service entrance road on the south of the property shall provide fora 5' planter strip, and 5'foot sidewalk on the northern side of the road. This planter strip shall be planted with street trees, and the sidewalk consistent with the City of Yelm Development Guidelines. CUP-02-8328-YL Staff Report 3 5. Parking. Findin :Chapter 17.72, Off-Street Parking and Loading provide guidelines for parking requirements. 17.72.030 (C*) requires that; housing intended for exclusive use of, and occupied by senior citizens shall provide one parking stall for every three dwelling units, plus two-tenths parking stall per dwelling unit in buildings containing five or more dwelling units. The proposal adds 87 units. Using the formula above, one space for every three units equals 29 stalls. Two-tenths space per dwelling units equals 17.4 stalls. Total minimum number of stalls required is 47. ADA stalls shall be provided. Findin Chapter 17.72, Off-Street Parking states; The requirements for off-street parking and loading facilities and their design shall be regarded as the minimum; however, the owner, developer, or operator of the premises for which the parking facilities are intended shall be responsible for providing adequate amounts and arrangement of space for the particular premises, even though such space is in excess of the minimum set forth in this chapter. Finding: The facility has it's own transportation van for residents. Chapter 17.72.090, Incentives for reducing the number of parking stalls, allows fora 25% reduction in parking stall requirements when a private vanpool operation is provided by the development. Conclusion: Off-street parking shall be provided on site. Number of stalls may be reduced by 25%. Conditions of Approval: a. The applicant shall provide for a minimum of 36 parking stalls. b. The applicant shall provide for handicap parking stalls as required by ADA. c. Parking areas shall be landscaped consistent with Chapter 17.80, Landscaping, and City of Yelm Development and Design Guidelines. 6. Water Supply. Findin The City's Water Comprehensive Plan identifies a portion of the City area for service. The City is pursuing additional land areas for approval and the extension of facilities. Completion of such activities is dependent on grant and developer funding, as well as planned bonding and existing public funds. The status of such plans and funding sources must be considered in any review of concurrency. Developer extensions and or dedications, latecomer agreements, oversizing agreements, and the creation of local improvement districts may all be considered. In the event of a new funding source, however, concurrency is not found until the funding source is in fact in pace - e.g. award of a grant, a binding letter- commitment for third parting funding, or the successful formation of a local improvement district. Any necessary water rights are considered, only after approved for municipal use by the Washington State Department of Ecology, or appropriate appeals board, and the time for appeal or challenge has expired. CUP-02-8328-YL Staff Report 4 Finding: The site is in the City's water service area but is currently not connected to the City's Water system. The applicant is required to install a 10" watermain, connected at Yelm Ave. W, and extend along the entire frontage of the property along Killion Road per the City of Yelm Development Guidelines, and the Water Comprehensive Plan. Connection charges are based on water consumption. One connection is based on a consumption rate of 240 gallons per day. This connection is referred to as an "ERU". Conclusion• The proposed development to this site creates an impact on the City's water system. Conditions of Approval: a. The applicant shall connect to the City water system. Water ERU's are based on a consumption rate of 240 gallons per day and are charged a current rate of $1,500 (fee subject to change) inside City limits. The number of ERU's required for this project shall be determined by calculations provided by the applicant, and approved by the Community Development Department. b. Water connection fees shall be paid at building permit issuance. 7. Wastewater: Finding: The city's Sewer Comprehensive Plan identifies a portion of the City area for service. The City is pursuing additional land areas for approval and the extension of facilities. Completion of such activities is dependent on grant and developer funding, as well as planned bonding and existing public funds. The status of such plans and funding sources must be considered in any review of concurrency. Developer extensions and or dedications, latecomer agreements, oversizing agreements, and the creation of local improvement districts may all be considered. In the event of a new funding source, however, concurrency is not found until the funding source is in fact in place - e.g. award of a grant, a binding letter commitment for third parting funding, or the successful formation of a local improvement district. Findin The site is not currently connected to the City sewer system. The applicant is required to connect to the sewer main located on Yelm Ave. W, and install the sewer main along the entire frontage of the property along Killion Road. Sewer ERU's are based on water consumption. Conclusion: The proposed development to this site creates an impact on the City's sewer system. Conditions of Approval: a. The applicant must connect to the City sewer system. Sewer ERU's are based on the on the water calculations provided by the applicant, and reviewed and approved by the Community Development Department. ERU's are based on a discharge of 240 gallons per day. The current rate for one ERU is $5,125.00 (fee subject to change). CUP-02-8328-YL Staff Report 5 b. Sewer connection fees are payable at building permit issuance. 8. Drainage/Stormwater: Finding: The completed project will increase the amount of impervious surface on the site, and on the adjacent streets. Impervious surfaces create stormwater runoff. Uncontrolled and untreated stormwater runoff can create health and safety hazards. YMC requires all development to comply with the adopted City Stormwater Manual. Conditions of Approval: a. The applicant shall design and construct all stormwater facilities in accordance with the DOE Manual, as adopted by the City of Yelm. Best Management Practices are required during and post construction. b. Stormwater areas shall be landscaped consistent with Chapter 17.80, Landscaping, and City of Yelm Development and Design Guidelines. c. The applicant shall submit a final stormwater report with civil plan application. d. The applicant shall submit a stormwater maintenance plan with civil plan application. e. The applicant shall provide a blanket easement for maintenance of all utilities deeded to the City, and access to the stormwater facility. 9. Fire Findin Fire protection to the buildings must be provided per the Uniform Fire Code. Requirements for installation of fire hydrants, fire lanes, or sprinkler systems will be determined in civil plan, and building permit review. Conclusion: Fire protection will be reviewed and approved through civil plan, and building permit review. 10. Landscaping, Development Guidelines, and Design Guidelines. Finding: Landscaping and screening are necessary to promote safety, to provide screening between compatible land uses, to safeguard privacy and to protect the aesthetic assets of the City. YMC, Chapter 17.80 requires all development to provide on site landscaping. Finding: YMC 17.80.030(8) states; Whenever a nonresidential activity is proposed adjacent to a residential use, a minimum 15-foot buffer area of Type I landscaping shall be provided along the property boundary between the uses. Finding:. YMC, Development Guidelines, and Design Guidelines provide regulations regarding street trees, parking lot landscaping, perimeter and interior landscaping. YMC Chapter CUP-02-8328-YL Staff Report 6 17.80 describes the different landscaping regulations by "Type". Conditions of Approval: a. The applicant shall provide fora 15' dense "Type I" landscape buffer along the northern property line, adjacent to the residential use. b. An 8-foot, Type II landscaping is required along the West property line. A 5-foot Type II landscaping is required around the buildings. c. Type III landscaping is required as part of the frontage improvements, and also along the service road on the southern property line. d. Type IV landscaping is required in parking areas. e. Type V landscaping is required in stormwater retention facilities. f. The applicant shall submit a final landscape and irrigation plan, pursuant to Chapter 17.80, to the Community Development Department for review and approval. g. Completed landscaping shall be approved by the Community Development Department prior to building occupancy. 11. Refuse: Finding: The City of Yelm Design Guidelines provides guidance for the placement and screening of service areas. Design Guidelines I.D.(1)(b) states; When service elements are visible from the sidewalk, or adjacent properties, the elements must be screened. A six-foot wall or fence shall enclose any outdoor refuse collection point. The fence shall be a solid material such as wood or masonry. Conclusion The refuse area must meet current code standards. Conditions of Approval: a. Refuse container screening shall be required, and be of a material and design compatible with the overall architectural theme of the associated structure, shall be at least as high as the refuse container, and shall in no case be less than six feet high. b. No refuse container shall be permitted between a street and the front of a building. c. Refuse collection areas shall be designed to contain all refuse generated on site and deposited between collections. Deposited refuse shall not be visible from outside the refuse enclosure. Staff Analysis and Conclusion. Based on the conceptual plan as proposed by the applicant, and the analysis and conditions described above, staff finds that the project: Adequately provides for the public health, safety and general welfare, and for drainage ways, streets, potable water supplies, sanitary wastes; and CUP-02-8328-YL Staff Report 7 The project is in conformance with The Yelm-Thurston County Joint Comprehensive Plan, the City Zoning Ordinance, the City's Development Guidelines and the City Design Guidelines. Staff Recommendation: Based on the Analysis, Findings, and Conditions of Approval, staff finds that project, as conditioned, meets the City's minimum requirements and standards. Staff recommends that the Hearing Examiner approve CUP-02-8328-YL, as proposed and conditioned herein. CUP-02-8328-YL Staff Report 8 CITY OF YELM EXHIBIT I Site Plan CU P-02-8328-YL PRELIMINARY SITE PLAN o yp m ~~} ~ g 55 ~ ~ ~ ~ ~ s 0~> '~ g ~ 4 4 ~ ~ ~ F ~ ~ ~ `~ ~~~~ ~ ~'Rs '~R a .,~.r. a. w; ,P 5~ P~ > ~ ~ ~ n ~ ~ 9 ~~c S i I o ~~~ ~ >\ay ` Sc S y w~ ~ ~ a ~ ~ o z '.: ~ :~,~ ... ua~. ~ ~ ...a~ \ a ~u~ ..i'i ".~.~~d1, :E \ o \ ~_~ ~ ~~ c \ °> \~ ~ ~ ~ m Q. Un=' ~uu ' ~ ~ ~ iii ~ ® ® ® ~,j '~c ' ~ a ~ ~ \ y [~ W ~„ ® ~~~ ® ~~ n~ - ~ M ` ~ ~ \\ \\ . \ ~ ~~~~~~~r~~~~a~~u ~~ ~ Gl rn <n ~ ~' y vi N ~ ~ ~ m ~ \\\ g ^ e a >z ~.e o ~~ ~ _ \ µ~ < . F~?.._ \ -. ~ ~ ~ o , s sue.,, \ ' _ s ~ \ 0 ,. ~ t ,. ti. rgrL'! ii: ~ ~ C:CC-~ N A~'O m n'"3 t ~ 6 C 9 q~~ y' L a o -~ " f+re" ~ 3 P F~4 i ~9i4fl yC~9 ~ sa i~ ` I ' g ~ v o - _ L^ c S£ ',I:I II? ' j ~ ll ~ ~ ~ 3 ~ ~~ T :: ,~~„ ~ 7 i~ syP~ ~s ~ ~ M-; R ~L 4F'~ N ~ ~ 'f 'r s ~ Pr . yr ' ~ a~ES - ~ p ~ s ; M? ;- i ~y~y% 2 E H~ Exhibit I, Page 1 Date: February 18, 2003 CITY OF YELM NOTICE OF APPLICATION EXHIBIT II CUP-02-8328-YL NOTICE OFAPPLICATION ~~~ ~ iris pal ?yi CI 1 ~ OI Y`LIYl /~~% ~~ PO Box 479 Yelm WA 98597 360-458-3244 v~~ ~ LYBef:INQT~?N NOTICE OF APPLICATION Mailed on: November 25, 2002 PROJECT NAME AND LOCATION: Rosemont Retirement & Assisted Living Community. West side of Killion Road, North of Yelm Ave., Yelm, WA 98597 LAND USE CASE: CUP-02-8328-YL An application submitted by Mountain West Investment Corporation, for the above referenced project was received by the City of Yelm on November 5, 2002. The City has determined the application to be complete on November 25, 2002. The application and any related documents are available for public review during normal business hours at the City of Yelm, 105 Yelm Avenue W., Yelm WA. Far additional information, please contact Tami Merriman, at the Community Development Department (360) 458-3835. PROJECT DESCRIPTION: Construction of a 71,000 sq. ft. building to be used as an assisted living and congregate care facility with associated parking and stormwater facilities. ENVIRONMENTAL and OTHER DOCUMENTS SUBMITTED WITH THE APPLICATION: An environmental checklist, preliminary drainage and erosion control report was submitted with the project application. Additional Information or Project Studies Requested by the City: The City has not requested any further information at this time. No preliminary determination of consistency with City development regulations has been made. At minimum, this project will be subject to the following plans and regulations: City of Yelm Comprehensive Plan, Zoning Title (17), Critical Areas Ordinance (14.08), Storm Water Drainage Design and Erosion Control Manual (DOE), Uniform Building Code, State Environmental Policy Act (SEPA) Title (14), Road Design Standards, Platting and Subdivision Title (16), and the Shoreline Master Program. The City of Yelm invites your comments early in the review of this proposal. Comments should be directed to The Community Development Department, P.O. Box 479, Yelm WA 98597. THE 15-DAY PUBLIC COMMENT PERIOD ENDS AT 5:00 PM ON DECEMBER 10, 2002 This notice has been provided to appropriate local and state agencies, and property owners within 300 feet of the project site. These recipients, and any others who submit a written request to be placed on the mailing list, will also receive the following items when available or if applicable: Environmental Threshold Determination, Notice of Public Hearing and Notice of Final Decision. If the proposed project requires a City Council decision, it v~ill be mailed to all those who participate in the public hearing and to anyone else requesting the decision in writing. Additionally, there will be a 14-day public comment period when the environmental determination is issued. Opportunities for appeal occur vrithin ~rventy one (21) days after the date the environmental determination is issued. City Council decision can be appealed through Superior Court. Exhibit II, Page 1 Date: February 18, 2003 CITY OF YELM DETERMINATION OF NONSIGNIFICANCE EXHIBIT III CUP-02-8328-YL SEPA NO: 8328 DETERMINATION OF NONSIGNIFICANCE Proponent: Mountain West Investment Corporation Description of Proposal: Request for a Conditional Use Permit, to allow the construction of Rosemont Retirement and Assisted Living Community, an 87 unit assisted living and congregate care facility. Location of the Proposal: West side of Killion Road, north of Yelm Avenue, Yelm, WA 98597 Section/Township/Range: Section 24, Township 17N, Range 1 E, W.M., Parcel ~ 21724120404 Threshold Determination: The City of Yelm as lead agency for this action has determined that this proposal does not have a probable significant adverse impact on the environment. Therefore, an environmental impact statement (EIS) will not be required under RCW 43.21C.030(2)(c). This decision was made after review of a completed environmental checklist and other information on file with the lead agency. This information is available to the public on request. Conditions/Mitigating Measures: None Required Lead agency: City of Yelm Responsible Official: Grant Beck, Community Development Director Date of Issue: December 30, 2002 /~- -) Comment Deadline: 5:00 p.m., January~'3, 2003 ~~ JJ V/, Grant Beck, Community Development Director ~~ This Determination of NonSignificance (DNS) is issued pursuant to Washington Administrative Code 197-11-340(2). Comments must be submitted to Tami Merriman, Community Development Department, at City of Yelm, 105 Yelm Ave. W., P.O. Box 479, Yelm, WA 98597, by 5:00 p.m., January 13, 2003. You may appeal this determination to the Yelm City Council, at above address, by submitting a written appeal no later than 5:00 p.m., January 20, 2003. You should be prepared to make specific factual objections. Contact Grant Beck, Community Development Director, to learn more about the procedures for SEPA appeals. This DNS is not a permit and does not by itself constitute project approval. The applicant must comply with all applicable requirements of the City of Yelm prior to receiving construction permits which may include but are not limited to the City of Yelm Comprehensive Plan, Zoning Title (17), Critical Areas Ordinance (14.08), Storm water Drainage Design and Erosion Control Manual (DOE), Uniform Building Code, State Environmental Policy Act (SEPA) Title (14), Road Design Standards, Platting and Subdivision Title (16}, and the Shoreline Master Program. DO NOT PUBLISH BELOW THIS LINE Published: Nisqually Valley Ne~rrs, Friday, January 3, 2003 Posted in public areas: Monday, December 30, 2002 Copies to: All agencies/citizens on SEPA mailing list and adjacent property ovrners, Decem'er 30, 2002 Dept. of Ecology w/checklist, December 30, 2002 Exhibit III, Page 1 Date: February 18, 2003 CITY OF YELM PUBLIC HEARING NOTICE EXHIBIT IV CUP-02-8328-YL NOTICE OF PUBLIC HEARING YELM HEARING EXAMINER DATE: Monday, March 3, 2003, 9:00 a.m. PLACE: Council Chambers, City Hall, 105 Yelm Ave W., Yelm WA PURPOSE: Public Hearing to receive comments regarding the proposed construction of an 87 unit Retirement and Assisted Living Facility. Case #CUP-02-8328-YL APPLICANT: Mountain West Investment Corporation PROJECT LOCATION: Killion Road, north of Yelm Avenue, Yelm, WA 98597 The City of Yelm Hearing Examiner will hold a public hearing to receive comments on the proposed construction of Rosemont Retirement and Assisted Living Facility. The Hearing Examiner will make a decision on the matter within 10 days after the hearing. Testimony maybe given at the hearing, or through written comments on the proposal, received by the close of the public hearing. on Monday, March 3, 2003. Such written comments maybe submitted to the City of Yelm at the address shown above, or mailed to the City of Yelm Community Development Department, PO Box 479, Yelm WA 98597. Any related documents are available for public review during normal business hours at the City of Yelm, 105 Yelm Ave W., Yelm, WA. For additional information, please contact Tami Merriman at (360) 458-3835. The City of Yelm provides reasonable accommodations to persons with disabilities. If you need special accommodations to attend or participate in this hearing, call the City Clerk, Agnes Bennick, at (360) 458-8404, at least 4 days before the meeting. ATTEST: City of Yelm ~? ~~ j ~^~ Agnes Bennick, City Clerk DO NOT PUBLISH BELOW THIS LINE Published in the Nisqually Valley News: Friday, February 21, 2003 Mailed to Adjacent Property Owners and Posted in Public Places: February 18, 2003. 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I 351 11 II g yo ~'\ 3/~Ic~1d ssa~~v~ ~+ I ~ ~ ~ 1 ~ ~ B , II w BARBED NIKE FENCE - ~ ~ i ~ , I ;i ~ i ~I (I h~' M 7 I I ~ ~ i ~ I a~ ~. ~ Q , ~~ ~ Ali ~ - I ~ I ~ ,^ .~ ~ a o ~ ~ ~ m ~ ~ T~ ~ ~ '~ I I r O ~- ca c~ ~ cJ c U ~ I ' ~ I v v W - ~I ~ d- d- a~ ~ ~ '~ ~ ~ n "i i a' a a' ~ ~ ~ : I ~ ' I 'o ~o ,tea -o •, I i a, ~ ~ ~ ~ rn to ~-- _.J ~ ~ J (€ I a a'o ~p ~ a ~~ Y i v, •I } I~d m d~ JQ Zd {~ ~ ~ ~ 0 i ~~ ~ ~ c~ I ~; I ~ ; I :i ~ I ~ i I 1 VISITOR SIGN IN SHEET Please sign in and indicate if you wish to speak at this meeting or to be added to the mailing list to receive future agendas and minutes. ALL CITY HEARING EXAMINER MEETINGS ARE AUDIO TAPED. FOR INFORMATION ON OBTAINING A COPY PLEASE CALL YELM COMMUNITY DEVELOPMENT DEPARTMENT AT 360-458-3835 MEETING: YELM HEARING EXAMINER DATE: MARCH 3, 2003 TIME: 9:00 AM LOCATION: YELM CITY HALL, COUNCIL CHAMBERS Hearing: 1. Rosemont Retirement and Assisted Living Facility, CUP-02-8328-YL NAME & ADDRESS MAILING LIST? /SPEAKER? (Indicate which public hearing by the assigned numbers above) w 9 I O ~f THE p•Q~ a ~+ YELM WASHINGTON Date: February 18, 2003 City of Yelm 105 Yelm Avenue West P.O. Box 479 Yelm, Washington 98597 (360) 458-3244 To: Stephen Causseaux, Jr., Hearing Examiner From: Tami Merriman, Assistant Planner Re: Rosemont Retirement and Assisted Living Facility, CUP-02-8328-YL LIST OF EXHIBITS: Exhibit I: Site Plan Exhibit II: Notice of Application Exhibit III: Determination of Non-Significance Exhibit IV: Public Hearing Notice Applicant: Mountain West Investment Corporation 245 Commercial Street SE Suite 200 Salem, OR 97301 Proposal: The applicant is applying for a Special Use Permit to construct a 71,000 sq. ft., 87-unit retirement and assisted living facility within the city limits of Yelm. Notice of this application was mailed to state and local agencies, and property owners within 300 feet of the project site on November 25, 2002. Public Notice of the date and time of the Public Hearing was posted on the project site, mailed to property owners within 300 feet of the project site on February 18, 2003, and advertised in the local newspaper on February 21, 2003. The City has performed an environmental review, and issued a Determination of Nonsignificance on December 30, 2002, with a comment deadline of January 13, 2003, and an appeal deadline of January 20, 2003. Summary: Staff recommends approval of the proposal, subject to the conditions listed in this report. The City of Yelm is ari Ec~~.~al Opporhmit~ Provider 1. Existing Land Use and Zoning. Findin The site is zoned Commercial (C-1), YMC Chapter 17.26. In the C-1 zone, Special Uses are allowed as provided for in Chapter 17.66, Special Uses. Conclusion: A nursing home, convalescent care, and congregate care facility is classified as a special use and is allowed, provided any unique impacts resulting from the proposal can be mitigated. 2. Lot Size and Setbacks: Findin At this time, the property is unimproved. Lot size and setbacks for the C-1 zone are; a minimum lot size of 5,000 sq. ft. Setbacks are; 10 feet on side yards, 20-feet on rear yards, and 15-feet from front property lines. The maximum height of buildings shall be 40 feet. Conclusion: The proposal meets current minimum setbacks and lot size requirements. 3 Adjacent Land Uses and Zoning. Findin The property to the north is zoned R-14, and is developed as an apartment complex. The properties to the south, east, and west, are zoned commercial, and are vacant. Conclusion: ~`~~~ ' The surrounding properties to~ outh, east, and west are compatibly zoned, and perimeter landscape buffers ill ~ equired. The property to the north is residential, and a 15 foot Type I dense Ian scape buffer will be required. This is reflected in the landscaping section. 4 Transportation and Site Access. Findin Yelm is a small compact community most directly affected by two state highways which bisect the community. The two state highways are used by local residents for transportation throughout the city and for access to commercial and residential areas throughout the community. In lieu of widening existing streets, the City has elected to create certain alternatives, Y-1, Y-2, Y-3, which will avoid the need to significantly widen existing streets, and particularly Yelm Avenue. New developments do in fact burden the city's central streets, and unless the bypass alternatives are accomplished, the City would have to require developers to pay the cost of the internal street widening. The city plans show, and the City finds that adequate facilities will be accomplished better and in a timely fashion by bypass facilities as a substitute for the widening of existing facilities. As a result, the City finds that the regional plans benefit projects in all areas of the City and will accomplish the goal of providing adequate facilities to City standards within a reasonable time to serve the demands created by the proposed project. CUP-02-8325-YL Staff Report 2 Finding: The project fronts on Killion Road, just North of Yelm Ave., E. Killion Road is listed as a pedestrian oriented street in the City of Yelm Development Guidelines. Finding: The City of Yelm 2001 Comprehensive Transportation Plan Update lists Goals and Policies relating to transportation impacts. #30. Funding Sources Policy provides methods for financing transportation projects, and includes a policy that "requires impact mitigation payments, or seek voluntary contributions from developers". Findin The City of Yelm Concurrency Management ordinance also describes mitigation measures for impacts to the City's transportation system by requiring the project to make a contribution to the facilities identified in off-site comprehensive transportation plan, in the form of a transportation facility charge. The ordinance lists the number of new pm peak trips generated by a Congregate Care/Assisted Living Facility to be 0.17 trips per dwelling. The Transportation Facility Charge is currently $750.00 per new pm peak trip. Finding: Chapter 15.40 Concurrency Management provides for mitigation measures for impacts to the City's transportation system. Chapter 15.40.020(5)(a) states that "The project makes on-site, and frontage improvements, consistent with City standard for utilities, curbs, gutters, sidewalks, bicycle lanes where appropriate, and roads necessary to serve the proposed project consistent with safety and public interest. Conclusion: The construction of this project will create impacts to the existing traffic system. The City of Yelm has created mitigation measures through its Municipal Code, Comprehensive Transportation Plan, and Development Guidelines. Conditions of Approval: a. The applicant shall mitigate transportation impacts based on the new p.m. peak hour trips generated by the project. The Transportation Facility Charge (TFC) shall be based on .17 new peak hour trips per dwelling. The applicant will be responsible for a TFC of $11,092.50, which is payable at time of building permit issuance. b. The applicant shall make on-site and frontage improvements consistent with City standards. Improvements for Killion Road shall be consistent with the City of Yelm Development Guidelines fora "Pedestrian Oriented Street". c. The service entrance road on the south of the property shall provide fora 5' planter strip, and 5'foot sidewalk on the northern side of the road. This planter strip shall be planted with street trees, and the sidewalk consistent with the City of Yelrn Development Guidelines. CUP-0^-8328-YL Staff Report 3 5. Parking. Findin :Chapter 17.72, Off-Street Parking and Loading provide guidelines for parking requirements. 17.72.030 (C*) requires that; housing intended for exclusive use of, and occupied by senior citizens shall provide one parking stall for every three dwelling units, plus two-tenths parking stall per dwelling unit in buildings containing five or more dwelling units. The proposal adds 87 units. Using the formula above, one space for every three units equals 29 stalls. Two-tenths space per dwelling units equals 17.4 stalls. Total minimum number of stalls required is 47. ADA stalls shall be provided. Findin Chapter 17.72, Off-Street Parking states; The requirements for off-street parking and loading facilities and their design shall be regarded as the minimum; however, the owner, developer, or operator of the premises for which the parking facilities are intended shall be responsible for providing adequate amounts and arrangement of space for the particular premises, even though such space is in excess of the minimum set forth in this chapter. Findin The facility has it's own transportation van for residents. Chapter 17.72.090, Incentives for reducing the number of parking stalls, allows fora 25% reduction in parking stall requirements when a private vanpool operation is provided by the development. Conclusion: Off-street parking shall be provided on site. Number of stalls may be reduced by 25%. Conditions of Approval a. The applicant shall provide for a minimum of 36 parking stalls. b. The applicant shall provide for handicap parking stalls as required by ADA. c. Parking areas shall be landscaped consistent with Chapter 17.80, Landscaping, and City of Yelm Development and Design Guidelines. 6. Water Supply. Findin The City's Water Comprehensive Plan identifies a portion of the City area for service. The City is pursuing additional land areas for approval and the extension of facilities. Completion of such activities is dependent on grant and developer funding, as well as planned bonding and existing public funds. The status of such plans and funding sources must be considered in any review of concurrency. Developer extensions and or dedications, latecomer agreements, oversizing agreements, and the creation of local improvement districts may all be considered. In the event of a new funding source, however, concurrency is not found until the funding source is in fact in pace - e.g. award of a grant, a binding letter commitment for third parting funding, or the successful formation of a local improvement district. Any necessary water rights are considered, only after approved for municipal use by the Washington State Department of Ecology, or appropriate appeals board, and the time for appeal or challenge has expired. CUP-02-3324-YL Staff Report 4 Finding: The site is in the City's water service area but is currently not connected to the City's Water system. The applicant is required to install a 10" watermain, connected at Yelm Ave. W, and extend along the entire frontage of the property along Killion Road per the City of Yelm Development Guidelines, and the Water Comprehensive Plan. Connection charges are based on water consumption. One connection is based on a consumption rate of 240 gallons per day. This connection is referred to as an "ERU". Conclusion: The proposed development to this site creates an impact on the City's water system. Conditions of Approval: a. The applicant shall connect to the City water system. Water ERU's are based on a consumption rate of 240 gallons per day and are charged a current rate of $1,500 (fee subject to change) inside City limits. The number of ERU's required for this project shall be determined by calculations provided by the applicant, and approved by the Community Development Department. b. Water connection fees shall be paid at building permit issuance. 7. Wastewater: Finding: The city's Sewer Comprehensive Plan identifies a portion of the City area for service. The City is pursuing additional land areas for approval and the extension of facilities. Completion of such activities is dependent on grant and developer funding, as well as planned bonding and existing public funds. The status of such plans and funding sources must be considered in any review of concurrency. Developer extensions and or dedications, latecomer agreements, oversizing agreements, and the creation of local improvement districts may all be considered. In the event of a new funding source, however, concurrency is not found until the funding source is in fact in place - e.g. award of a grant, a binding letter commitment for third parting funding, or the successful formation of a local improvement district. Findin The site is not currently connected to the City sewer system. The applicant is required to connect to the sewer main located on Yelm Ave. W, and install the sewer main along the entire frontage of the property along Killion Road. Sewer ERU's are based on water consumption. Conclusion: The proposed development to this site creates an impact on the City's sewer system. Conditions of Approval: a. The applicant must connect to the City sewer system. Sewer ERU's are based on the on the water calculations provided by the applicant, and reviewed and approved by the Community Development Department. ERU's are based on a discharge of 240 gallons per day. The current rate for one ERU is $5,125.00 (fee subject to change). CUP-02-8325-YLStaff Report 5 b. Sewer connection fees are payable at building permit issuance. 8. Drainage/Stormwater: Findin The completed project will increase the amount of impervious surface on the site, and on the adjacent streets. Impervious surfaces create stormwater runoff. Uncontrolled and untreated stormwater runoff can create health and safety hazards. YMC requires all development to comply with the adopted City Stormwater Manual. Conditions of Approval: a. The applicant shall design and construct all stormwater facilities in accordance with the DOE Manual, as adopted by the City of Yelm. Best Management Practices are required during and post construction. b. Stormwater areas shall be landscaped consistent with Chapter 17.80, Landscaping, and City of Yelm Development and Design Guidelines. c. The applicant shall submit a final stormwater report with civil plan application. d. The applicant shall submit a stormwater maintenance plan with civil plan application. e. The applicant shall provide a blanket easement for maintenance of all utilities deeded to the City, and access to the stormwater facility. 9. Fire Finding: Fire protection to the buildings must be provided per the Uniform Fire Code. Requirements for installation of fire hydrants, fire lanes, or sprinkler systems will be determined in civil plan, and building permit review. Conclusion: Fire protection will be reviewed and approved through civil plan, and building permit review. 10 Landscaping, Development Guidelines, and Design Guidelines. Findin Landscaping and screening are necessary to promote safety, to provide screening between compatible land uses, to safeguard privacy and to protect the aesthetic assets of the City. YMC, Chapter 17.80 requires all development to provide on site landscaping. Findin YMC 17.80.030(B) states; Whenever a nonresidential activity is proposed adjacent to a residential use, a minimum 15-foot buffer area of Type I landscaping shall be provided along the property boundary between the uses. Findin YMC, Development Guidelines, and Design Guidelines provide regulations regarding street trees, parking lot landscaping, perimeter and interior landscaping. YMC Chapter CUP-02-8323-YL Staff Report 6 17.80 describes the different landscaping regulations by "Type". Conditions of Approval: a. The applicant shall provide fora 15' dense "Type I" landscape buffer along the northern property line, adjacent to the residential use. b. An 8-foot, Type II landscaping is required along the West property line. A 5-foot Type II landscaping is required around the buildings. c. Type III landscaping is required as part of the frontage improvements, and also along the service road on the southern property line. d. Type IV landscaping is required in parking areas. e. Type V landscaping is required in stormwater retention facilities. f. The applicant shall submit a final landscape and irrigation plan, pursuant to Chapter 17.80, to the Community Development Department for review and approval. g. Completed landscaping shall be approved by the Community Development Department prior to building occupancy. 11. Refuse: Findin :The City of Yelm Design Guidelines provides guidance for the placement and screening of service areas. Design Guidelines I.D.(1)(b) states; When service elements are visible from the sidewalk, or adjacent properties, the elements must be screened. A six-foot wall or fence shall enclose any outdoor refuse collection point. The fence shall be a solid material such as wood or masonry. Conclusion: The refuse area must meet current code standards. Conditions of Approval: a. Refuse container screening shall be required, and be of a material and design compatible with the overall architectural theme of the associated structure, shall be at least as high as the refuse container, and shall in no case be less than six feet high. b. No refuse container shall be permitted between a street and the front of a building. c. Refuse collection areas shall be designed to contain all refuse generated on site and deposited between collections. Deposited refuse shall not be visible from outside the refuse enclosure. Staff Analysis and Conclusion. Based on the conceptual plan as proposed by the applicant, and the analysis and conditions described above, staff finds that the project: Adequately provides for the public health, safety and general welfare, and for drainage ways, streets, potable water supplies, sanitary wastes; and CUP-02-4323-YLStaff Report 7 The project is in conformance with The Yelm-Thurston County Joint Comprehensive Plan, the City Zoning Ordinance, the City's Development Guidelines and the City Design Guidelines. Staff Recommendation: Based on the Analysis, Findings, and Conditions of Approval, staff finds that project, as conditioned, meets the City's minimum requirements and standards. Staff recommends that the Hearing Examiner approve CUP-02-8328-YL, as proposed and conditioned herein. CUP-02-3324-YL Slaff Report 8 CITY OF YELM Site Plan EXHIBIT 1 CUP-02-8328-YL PRELIMINARY SITE PLAN ~ i :"~ ~ t ~ yy 3sa ~ ~ ~ ~ ~ ~ Q ~ ~ ~ ~ ~ s i 1 yyu'~ u~i M~:~~~ a._l~a~y~^~` ' v i ~__~ ~. .~. ~ 1 I ~ m ®~~ 4=~ _ _~ I _ ~o. $ ".y? i ~,3 ..}, _m., i as ~~u\ww q~~ s U~ ~. g~F~q ~ t ~ I ~] ~ u\\\ W \ ~ ~~ 1 ~ ~ ~ ~ n F Q\W.\\4~~ °~ \ _ ~~~~ ~~~~~~~ ~u ~~ ~~~ Q c ~ aav.u Z vac .a~va~~~ a ~: ~a,w:a. o...:~ ~ z ~~ \ ~°> \~a~ ,ga' ~ n .;3 ~ Boa ®®~~ ~o ~ N ~ ~ ~ ~ ~ ~ ~ ~ fg : s'° sue, ®® .. -, ...h....~..; ~' ~ ~ u~r~~~ru~u~~~r~~~~ y m N '. ~• 4 ~ ~ U ~ y \ ~ ~ '~ - - °~ ~ ~ ~. m ~y ~ 7 ta~a'~`. `~ a v ~y° ~: ors \~ ~§ c ~- _ ~ _ ~ ~ ! r ''~ ~, x~``"t~& *.ac: # '`_.,~`,. ~ `~ tea.. ' ~_ r ,'.-? ~g ~`°p's~r~C` J~,;.y~'A... ~`6S1 '~+:~ fln~"'.br -..''>'°' .1 ~k? ~-.' w ks~ •_c~e "~ ~- ~" '~ ~ ~, ~ L I E. ' I~ '1 .~' * '" v ~-r ~ q; tl IV S I ~ ' n ~ ~ ~ I , ~~1, 1:- '' I ~ u3 .3 ti z~;~~l~ a v~~ilo ~n .a'~ Ii P~~. '-';i~?i_ ~ ~ ~ Y V ~ n n a a ~ ~ 9~ ~ ^ ~ f ~. : ;~~x ~ n a33:i~ y .. i i . ~a :~: ~ ( g ' > > g - _~ " i; i S_;r :33i 4; a a 'L 9= i 4 :~ a a a e a ;; oi ~7 , ` f^ ~'~ ,~~I II: L~ i_3 ~ 3; 1 n% S ] . ~ z 3 ?"~ ? , zJl r~~ y 7. •S ~ I y ~. ~, ;`~ ' ~ ~ I r~ ' { Exhibit I, Page 1 Da#e: February 18, 2003 0171( OF YELM NOTICE OF APPLICATION E~HIBiT Ii CUP-02-8328-YL NOTICE OF APPLICATION ~9 ~- ~~a.~ c»rofY~~M PO Box 479 ~leJ i v ~j'!=`s f Yelm WA 98597 360-458-3244 vy~~~ `NS<F+ING~N NOTICE OF APPLICATION Mailed on: November 25.2002 PROJECT NAME AND LOCATION: Rosemont Retirement & Assisted Living Community. West side of Killion Road, North of Yelm Ave., Yelm, WA 98597 LAND USE CASE: CUP-02-8328-YL An application submitted by Mountain West Investment Corporation, for the above referenced project was received by the City of Yelm on November 5, 2002. The City has determined the application to be complete on November 25, 2002. The application and any related documents are available for public review during normal business hours at the City of Yelm, 105 Yelm Avenue W., Yelm WA: For additional information, please contact Tami Merriman, at the Community Development Department (360) 458-3835. PROJECT DESCRIPTION: Construction of a 71,000 sq. ft. building to be used as an assisted living and congregate care facility with associated parking and stormwater facilities. ENVIRONMENTAL and OTHER DOCUMENTS SUBMITTED WITH THE APPLICATION: An environmental checklist, preliminary drainage and erosion control report was submitted with the project application. Additional Information or Project Studies Requested by the City: The City has not requested any further information at this time. No preliminary determination of consistency with City development regulations has been made. At minimum, this project will be subject to the following plans and regulations: City of Yelm Comprehensive Plan, Zoning Title (i7), Critical Areas Ordinance (14.08), Storm Water Drainage Design and Erosion Control Manual (DOE), Uniform Building Code, State Environmental Policy Act (SEPA) Title (14), Road Design Standards, Platting and Subdivision Title (16), and the Shoreline Master Program. The City of Yelm invites your comments early in the review of this proposal. Comments should be directed to The Community Development Department, P.O. Box 479, Yelm WA 98597. THE 15-DAY PUBLIC COMMENT PERIOD ENDS AT 5:00 PM ON DECEMBER 10, 2002 This notice has been provided to appropriate local and slate acencies, and property o~smers within 300 feel of the project site. These recipients, and any others who submit a 'written request to be placed on the mailine list, will also. receive the folio'wing items when available or if applicable: Environmental Threshcld Get~mination, Notice Of Public Hearing and Notice of Final Decision. If the proposed project requires a City Council decision, it will be mailed to all those who paRicipate in the public hearr,g and To anyone else requesting the decision in writnc. Additionally, there ~;;ill be a 14-day public conment p=rigid ~rrhen the en'dlfOni~ieriial dcTer~:ilnati0n IS i55Ued. OppCirtVnitie5 for appeal occur V/Ithln tPlenty One (21) da`/s a~~er The date the environmental determination is issued. City Council decision can be appealed Through Supericr Ccurt. Exhibit II, Page 1 Date: February 18, 2003 CITY OF YELM DETERMINATION OF NONSIGNIFICANCE EXHIBIT I11 C U P-02-8328-YL SEPA N0: 8328 DETERMINATION OF NONSIGNIFICANCE Proponent: Mountain West Investment Corporation Description of Proposal: Request for a Conditional Use Permit, to allow the construction of Rosemont Retirement and Assisted Living Community, an 87 unit assisted living and congregate cars facility. Location of the Proposal: West side of Killion Road, north of Yelm Avenue, Yelm, WA 98597 Section/Township/Range: Section 24, Township 17N, Range 1 E, W.M., Parcel ~ 21724120404 Threshold Determination: The City of Yelm as lead agency for this action has determined that this proposal does not have a probable significant adverse impact on the environment. Therefore, an environmental impact statement (EIS) will not be required under RGW 43.21C.030(2)(c). This decision was made alter review of_a completed environmental checklist and other information on rile with the lead agency. This information is available to the public on request. ConditionslMitigating Measures: None Required Lead agency: City of Yelm Responsible Official: Grant Beck, Community Development Director Date of Issue: December 30, 2002 ~ Comment Deadline: 5:00 p.m., January~'3, 2003 r~~j. Grant Beck, Community Development Director This Determination of NonSignificance (DNS) is issued pursuant to Washington Administrative Code 197-11-340(2). Comments must be submitted to Tami Merriman, Community Development Department, at City of Yelm, 105 Yelm Ave. W., P.O. Box 479, Yelm, WA 98597, by 5:00 p.m., January 13, 2003. You may appeal this determination to the Yelm City Council, at above address, by submitting a written appeal no later than 5:00 p.m., January 20, 2003. You should be prepared to make specific factual objections. Contact Grant Beck, Community Development Director, to learn more about the procedures for SEPA appeals. This DNS is not a permit and does not by itself constitute project approval. The applicant must comply with all applicable requirements of the City of Yelm prior to receiving construction permits which may include but are not limited to the City of Yelm Comprehensive Plan, Zoning Title (17), Critical Areas Ordinance (14.08), Storm water Dr2inage Design and Erosion Control Manual (DOE), Uniform Building Code, State Environmental Policy Act (SEPA) Title (14}, Road Design Standards, Platting and Subdivision Title (16}, and the Shoreline Master Prcgram. DO ~lOT PUBLISH BELOb'/ THIS LINE Fubllsned: Nisquaily Valley News, Friday, January 3, 2003 Posted in public areas: Monday, December 30, 2002 Cooizs to: A.II agenciesicitiZens cn SEPA mailing tis: and adjacent propery 0`./nets, Gecemoer 30, 2602 Dupl. JI ~CGIOGy Y1/Cnecklls t, DeCe,^"ibef 30, 2002 Exhibit III, Page 1 Date: February 18, 2003 CITY OF YELM PUBLIC HEARING NOTICE EXHIBIT IV CUP-02-8328-YL NOTICE OF PUBLIC HEARING YELM HEARING EXAMINER DATE: Monday, March 3, 2003, 9:00 a.m. PLACE: Council Chambers, City Hall, 105 Yelm Ave W., Yelm WA PURPOSE: Public Hearing to receive comments regarding the proposed construction of an 87 unit Retirement and Assisted Living Facility. Case #CUP-02-8328-YL APPLICANT: Mountain West Investment Corporation PROJECT LOCATION: Killion Road, north of Yelm Avenue, Yelm, WA 98597 The City of Yelm Hearing Examiner will hold a public hearing to receive comments on the proposed construction of Rosemont Retirement and Assisted Living Facility. The Hearing Examiner will make a decision on the matter within 10 days after the hearing. Testimony may be given at the hearing, or through written comments on the proposal, received by the close of the public hearing on Monday, March 3, 2003. Such written comments maybe submitted to the City of Yelm at the address shown above, or mailed to the City of Yelm Community Development Department, PO Box 479, Yelm WA 98597. Any related documents are available for public review during normal business hours at the City of Yelm, 105 Yelm Ave W., Yelm, WA. For additional information, please contact Tami Merriman at (360) 458-3835. The City of Yelm provides reasonable accommodations to persons with disabilities. If you need special accommodations to attend or participate in this hearing, call the City Clerk, Agnes Bennick, at (360) 458-8404, at least 4 days before the meeting. ATTEST: City of Yelm .~ i~.. ~. Agnes Bennick, City Clerk DO NOT PUBLISH BELOW THIS LINE Published in the Nisqually Valley News: Friday, February 21, 2003 Mailed to Adjacent Property Owners and Posted in Public Places: February 18, 2003. Exhibit IV, Page 1 Date: February 18, 2003 u 7 y o D rt_ N ~~ 0 4 ~i \ Q __ ~ 1 ~ ;~ ~ ,~ •. .. i, .' "~ ~, _~ R.. ~ r~. _.~ ~ ~~ ~ ~ ! ' ~' ~1 i t ~~~;~ -- . 1 `~, ~i,~,~ ~~~,1 I <~~_~. `c ~ J. . - _ _ _. <, ,. ,, ,, ~ ~~, ;` ; is ,, j ?~, .._. '' t, '-~ ~ ~~~~ r `' ;~ °~ ~, ~, ..._ ~; ,~ `1 '~ ,;' ~`,, ~, i ~~'~ 1 ~': I' ,f ~ ,,, ~ '~ ``~ \ \, ,~ ` ~ . ~ 1 ,, ~ °~ ~ ~ , ~ ~~ ~ _ ,~ ~~' ~ f k, ~'~ ~~ ~~~~ t ~ ~ ~~( ', f \, ~ _. ~~~ ~~ ~ ~,' ~f ... _.. .. .. s ~. ._.. ~ ~~~~ ~l ~~ 'r'.. 1.. Pl~ilill( --,=, ~ ;~,~ f 'II?iilil „~iillll~ ~" _.___..i_ '~ ~, ~~ \\\ 'iilflll ,..~ ~~1(t~I)~ilff IEri~,Rl#I ~~~ ~~~ I ~II~~'j i ~i~i i1~1 -f ~~Tilii~14 l~l~ ~: a u~_ ~u n ~r.~: I rr-=,~-~, :~~ i~~; ~Tl ~, iii ~~ „ ~ Rl!'!~ i ,~ ~~{ ~Il~l(I"j"j'illi Gf . dE ArQ~ .ow '9• a M YELM WASHINGTON City of Yelm 105 Yelm Avenue West P.O. Box 479 Yelm, Washington 98597 (360) 458-3244 RECEIVED F EB 1 g 2003 NOTICE OF PUBLIC HEARING YELM HEARING EXAMINER hAcCAAT~~ CAUSS~'UX & ROUR~ DATE: Monday, March 3, 2003, 9:00 a.m. PLACE: Council Chambers, City Hall, 105 Yelm Ave W., Yelm WA PURPOSE: Public Hearing to receive comments regarding the proposed construction of an 87 unit Retirement and Assisted Living Facility. Case #CUP-02-8328-YL ~~ ~~ APPLICANT: Mountain West Investment Corporation ,PROJECT LOC 'lion Road, north of Yelm Avenue, Yelm, WA 98597 The City of Yelm Hearing Examiner will hold a public hearing to receive comments on the proposed construction of Rosemont Retirement and Assisted Living Facility. The Hearing Examiner will make a decision on the matter within 10 days after the hearing. Testimony may be given at the hearing, or through written comments on the proposal, received by the close of the public hearing on Monday, March 3, 2003. Such written comments may be submitted to the City of Yelm at the address shown above, or mailed to the City of Yelm Community Development Department, PO Box 479, Yelm WA 98597. Any related documents are available for public review during normal business hours at the City of Yelm, 105 Yelm Ave W., Yelm, WA. For additional information, please contact Tami Merriman at (360) 458-3835. The City of Yelm provides reasonable accommodations to persons with disabilities. If you need special accommodations to attend or participate in this hearing, call the City Clerk, Agnes Bennick, at (360) 458-8404, at least 4 days before the meeting. ATTEST: City of Yelm ~~ ~~ f~ ~~; ~, C Agnes Bennick, City Clerk DO NOT PUBLISH BELOW THIS LINE Published in the Nisqually Valley News: Friday, February 21, 2003 Mailed to Adjacent Property Owners and Posted in Public Places: February 18, 2003. £SlL'[9£ ~£US) ~9d IO£L6 °D~O'~IQS OOL W!n5 Ss ~+s r!~~ m -- „~ ._._ / W U Z W tL pa J' z u t~] 0 W 1- N 11~~gg ``''uuii~~ _ 3M NN ~1lf91 IpB~q dltl a~4l,3 d -- -- NO,LONIIiSYM`PITS[ QYOaNO['I'ID[ .--~ ...__. . .. _ . £ele~ea9ceoslxv~ F. 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I I j ~ i, :~ •i ; tl ~ ~ e ' I ~' I ~ i ~~ . , ~ ,, i ~ ~ li :, . , , . ,. (' I'', z 0 Z SEPA NO: 8328 DETERMINATION OF NONSIGNIFICANCE Proponent: Mountain West Investment Corporation Description of Proposal: Request for a Conditional Use Permit, to allow the construction of Rosemont Retirement and Assisted Living Community, an 87 unit assisted living and congregate care facility. Location of the Proposal: West side of Killion Road, north of Yelm Avenue, Yelm, WA 98597 Section/Township/Range: Section 24, Township 17N, Range 1 E, W.M., Parcel # 21724120404 Threshold Determination: The City of Yelm as lead agency for this action has determined that this proposal does not have a probable significant adverse impact on the environment. Therefore, an environmental impact statement (EIS) will not be required under RCW 43.21C.030(2)(c). This decision was made after review of a completed environmental checklist and other information on file with the lead agency. This information is available to the public on request. Conditions/Mitigating Measures: Lead agency: Responsible Official: Date of Issue: Comment Deadline: None Required City of Yelm Grant Beck, Community Development Director December 30, 2002 5:00 p.m., January , 2003 Grant Beck, Community Development Director This Determination of NonSignificance (DNS) is issued pursuant to Washington Administrative Code 197-11-340(2). Comments must be submitted to Tami Merriman, Community Development Department, at City of Yelm, 105 Yelm Ave. W., P.O. Box 479, Yelm, WA 98597, by 5:00 p.m., January 13, 2003. You may appeal this determination to the Yelm City Council, at above address, by submitting a written appeal no later than 5:00 p.m., January 20; 2003. You should be prepared to make specific factual objections. Contact Grant Beck, Community Development Director, to learn more about the procedures for SEPA appeals. This DNS is not a permit and does not by itself constitute project approval. The applicant must comply with all applicable requirements of the City of Yelm prior to receiving construction permits which may include but are not limited to the City of Yelm Comprehensive Plan, Zoning Title (17), Critical Areas Ordinance (14.08), Storm water Drainage Design and Erosion Control Manual (DOE), Uniform Building Code, State Environmental Policy Act (SEPA) Title (14), Road Design Standards, Platting and Subdivision Title (16), and the Shoreline Master Program. DO NOT PUBLISH BELOW THIS LINE Published: Nisqually Valley News, Friday, January 3, 2003 Posted in public areas: Monday, December 30, 2002 Copies to: All agencies/citizens on SEPA mailing list and adjacent property owners, December 30, 2002 Dept. of Ecology w/checklist, December 30, 2002 Novemb S M 3 4 10 11 17 18 -~ 24 25 er T S 12 19 26 W 6 13 20 27 T F S 1 2 7 8 9 14 15 16 21 22 23 28 29 30 December .,, ,,a +. ,~~.' :. `. S M T W T F S 1. ~.._ ~. .; ~~ ~ 8 9 10 11 12 13 14 Z i I S 16 17 18`` 19 20 21 ' ' ~~~ ~..... X22 23 24 25 26 27 28 »` `~ ~5 29 ~ 31 January S M T W T F S 1 2 3 4 ~~ ZS 6 7 8 9 10 11 ~~ 12 13 14 IS 16 17 18 S~ 19 20" 21 ,r 2 ~ 23 24 25 Cr3 26 27 28 ~ 29,E 30 _ 31 ~~ ;~ ( i,. i Y, ~ a ~.'' ~ . February r ~ .;'... ~. S M T W T F S ~~ ~, ~' ,,,,... } ~~ ~ ~0 2 3 4 %`5 ~; -;. ~7 9 10 11 '12 ~C( 16 17 IS 19 ~'t( 23 24 25 26 1 6 7 8 ~ ~- 13 14 1 S ~'`~ -- L~ ~.~. 20 21 22 i ~ ~" ~~-a~ ~ .,.. 27 28 March S M T W T F S 1 ~0~9 10 11 12 13 14 IS ~f v16 17 18 19 20 21 22 ~ `~~ ~- (~-+~ 23 ~l4 25 26 27 28 29 30 31 r ~ ~~ ~:~~~ WASH~N GTQN CITY OF YELM PO Box 479 Yelm WA 98597 360-458-3244 NOTICE OF APPLICATION Mailed on: November 25. 2002 PROJECT NAME AND LOCATION: Rosemont Retirement & Assisted Living Community. West side of Killion Road, North of Yelm Ave., Yelm, WA 98597 LAND USE CASE: CUP-02-8328-YL An application submitted by Mountain West Investment Corporation, for the above referenced project was received by the City of Yelm on November 5, 2002. The City has determined the application to be complete on November 25, 2002. The application and any related documents are available for public review during normal business hours at the City of Yelm, 105 Yelm Avenue W., Yelm WA. For additional information, please contact Tami Merriman, at the Community Development Department (360) 458-3835. PROJECT DESCRIPTION: Construction of a 71,000 sq. ft. building to be used as an assisted living and congregate care facility with associated parking and stormwater facilities. ENVIRONMENTAL and OTHER DOCUMENTS SUBMITTED WITH THE APPLICATION: An environmental checklist, preliminary drainage and erosion control report was submitted with the project application. Additional Information or Project Studies Requested by the City: The City has not requested any further information at this time. No preliminary determination of consistency with City development regulations has been made. At minimum, this project will be subject to the following plans and regulations: City of Yelm Comprehensive Plan, Zoning Title (17), Critical Areas Ordinance (14.08), Storm Water Drainage Design and Erosion Control Manual (DOE), Uniform Building Code, State Environmental Policy Act (SEPA) Title (14), Road Design Standards, Platting and Subdivision Title (16), and the Shoreline Master Program. The City of Yelm invites your comments early in the review of this proposal. Comments should be directed to The Community Development Department, P.O. Box 479, Yelm WA 98597. THE 15-DAY PUBLIC COMMENT PERIOD ENDS AT 5:00 PM ON DECEMBER 10, 2002 This notice has been provided to appropriate local and state agencies, and property owners within 300 feet of the project site. These recipients, and any others who submit a written request to be placed on the mailing list, will also receive the following items when available or if applicable: Environmental Threshold Determination, Notice of Public Hearing and Notice of Final Decision. If the proposed project requires a City Council decision, it will be mailed to all those who participate in the public hearing and to anyone else requesting the decision in writing. Additionally, there will be a 14-day public comment period when the environmental determination is issued. Opportunities for appeal occur within twenty one (21) days after the date the environmental determination is issued. City Council decision can be appealed through Superior Court. ~r; a R~~ s y~ E ~~ o iii i r E b Wi g` ~ ~, Z v ~i ~ g a ~ i7 ~ ~ E ~~ I > `=~Fi ,t ,~ ~ _ ~ ~ _~ i '~ I ~~~ ~ 1 ism ~ y ~~ k _ ~ ~ ~ I isJ, ~ ~ I ~ 3 ~ ' ri ~ ~' , ~ ~ Ei ` l rn. ~ c z 0 i, m S ~ ~ C ~' -~ ~ ..•• O r0 J hI p p~ it f ~ 0 •~.~ D 00 0 < I . a ~ ~ ~ C s~ 1 •'H a m ~ 4 ~~ o ~;~ o ~: _ .. i ~. ~s ~~a~' ,.. a o ~~ ~~~~ ~ ~ •~ eNf~~ cmA~ qj Hz 2'~ ~i~~g ~n C `? zN$~ m a~~~m°~ ' o ~ i 94 ~ E~ ~ o ^ ~^~~~~ „; ~ ~ Time wa ~~~~ . O ® ® O ® ®~-~ ® ® ~1 ~~ _ ~ .~ ~ ~~'s - - } ~ c r- ~ F ~ m ~ ~~ 'L_ - s 3 ` ` s I ~ 1 ~~;f~ ~ : ~ ~ ~ \ ~ \ \ c \ ~o z \ ~ u>~ \ ~ s+ ~ gz m R •~ ~ ® ® ~ \ \ V Z ~' ~ ~ ~ ~ ~ ~ ~ Z ~ m ~ ; ~` r ~~/ b iii b` ~ ~~ \ \ ~~ ~~,,~~ ~ i ~ ~ '~ ~ o ` ( ~ ~ ~~ _ ~:~ ~ /-" ~.,_ - ~ is .r ~----~-=e~;. B~ - ~.~~ ~ ~:~''-p ~~ ftp.T ~, ~,'. $ ;S a- Mk =SAG f ~~ ~ ~ s ; -- ---- .-.-. `- .-.-.- raor. uxc > Vrt- v ( ~F~I ~ ~ ~~ ^~ C'z°~~ ,mmy ~~°o j ~g~~~p~ C ~ ~ ~ ~ ~ _ ~ A ~ S ~ § r`Afi ' hi ~~~ I ~ ~~ F~ ~$~~ ~~~yy~yg ~~ ~ s ~ ~ ~ ~~~~~ i ~ I~Sk ~r~g~ ~~p~~ ~ ~~ ~> ~ 4 ~ ~ g~ ~..~ ~ - fi~9~ ~'~_ ~' ..~ ~.._.,.~ ao~ (d ~cNxy - ROSEMONT ,,,,,,,,,,,,, ,T,~,.,...,.. 11/18/02 14.:_48 FA1 503 588 3531 MT V~'EST INV,CORP MOUNTAIN WEST 245 Commercial Street SE _ Suite 200 Salem, Oregon 97301 DATE: ~~~~~ '01i ~ TO: el/.-~~ ~ ~~ Phone: FROMf Phone' Faa: FAX ~ ool Susanna Qwens Development Manager (503) 588-3505 (503} 588-3531 CC' I Numher pf pages including cover sheet: ~p If total number of pages are not received or are illegible, please cal 361-7153. Message: ~~.~~ ~~~~ ~ a ~ ^ Original will not follow ^ For your review Reply ASAP ^ Original will follow ^ Please comment Other 11/18/02 14:48 FAX 503 588 3531 MT «'EST INV, CORP C~ 002 DRAFT After recording, return to: Mountain West Senior Housing LLC 245 Commercial St. SE, Suite 200 Salem OR 97301 EASEMENT AGREEMENT This Easement Agreement ("Agreement") is made and entered. into this - day of 2003, by and between the following parties: HOLLAMER• Hollamer Invest~hients, LLC, a Washington limited • liability company. MWSH Mountain West Senior Housing, LLC, an Oregon limited liability dompany RECITALS: A. Hollamer owns a parcel of real property described on the attached Exhibit "A" and referred to herein as Parcel A. Parcel A adjoins Parcel B referred to below. B. MWSH owns a parcel of real property describbed on the attached Exhibit "B" and referred to herein as Parcel B. Parcel B adjoins Parcel A referred to above. C. MWSH is in the process of developing Parcel B for commercial use and desires an easement over a portion of Parcel A for tlpe purposes and upon the terms and conditions as described in this Easement Agreeement. D. Hollamer is willing to grant MWSH an easement over Parcel A in accordance with the purposes, terms and conditions provided for below. E. The parties wish to memorialize their agreement in writing. NOW, THEREFORE, in consideration of the mutual promises, representations and warranties of the parties, the parties enter into the following:: AGREEMENT: 1. Incorporation of Recitals. The above recitals a~'e incorporated herein by reference. 1 - EASEMENT AGREEMENT; Hollamer and Mountain West Senior Housing, LLC 11/18/02 14:48 FAX 503 588 3531 MT 11'EST INV,CORP DRAFT l~ 003 2. Grant of Easement Over Parcel A. Hollamer, as; owner of Parcel A, forever grants to MWSH, owner of Parcel B, an easement over and acrclss Parcel A starting at the most northerly point of the east boundary of Parcel A, running due south 35 feet, thereafter running -due west 382 feet, thereafter running north 35 feet, and thereai~ter running due east 382 feet, back to the beginning point, all as depicted on the attached Exhibit `KC". 3. Purpose of Easement. The purpose of this grant) of easement is to provide MWSH use of the easement area for the following: vehiculaz and pedestrian access to Parcel B, including the construction of a roadway and walkway; the placement bf underground utilities to service Parcel B; and for landscaping. In conjunction with this use, ~vIWSH may construct, reconstruct, maintain, and repair improvements made to the easement to fiirther this stated purpose. 4. Easement to be Considered Appurtenant. .`The easement is intended to be appurtenant, with Parcel B to be the Dominant Estate in its easement over and across Parcel A. 5. Use of Easement. This easement is non-exclusive and is intended for the use of both parties, their agents, invitees and licensees. Both parties agree that their use of the easement, including the use by their agents, invitees and licensees shall mot restrict the access and use of the other party, its agents, invitees and licensees. 6. Duration and Binding Nature of Easement. T1his Agreement shall be binding on and inure to the benefit of the successors-in-interest of the owners of Parcels A and B, and the easement granted hereby is permanent and shall run with the land. 7. Initial Construction of Easement Improvements. MWSH shall be fully responsible for the initial construction of easement improvvements to include an impervious roadway surface, a walkway and landscaping. MWSH agrees to keep Parcel A free of any and all liens or obligations relating to the construction of improvements on the easement. 8. Maintenance and Repairs. MWSH shall be responsible for all maintenance and repairs of improvements to the easement so long as the easement is utilized only by MWSH, its agents, invitees and licensees. It is anticipated that ; Hollamer shall make additional improvements to Parcel A. At such time as Hollamer begins; to utilize the easement for access to Parcel A by Hollamer, its agents, invitees or licensees, all assts of maintenance and repairs shall be split equally between the owners of Parcel A and Pazc~l B. In the event either party, its agents, invitees or licensees, alters or damages the improvements to the easement intentionally, negligently or unintentionally, such parry shall promptly ~ restore the improvements to their previous condition or better. 9. Indemnification. MWSH agrees to indemnify end defend Hollamer from any loss, claim, ar liability to Hollamer arising in any manner out of construction, maintenance or use of the easement by MWSH. Hollamer agrees to indemnify and; defend MWSH from any loss, claim or liability arising out of its use of the easement. 10. Dispute Resolution. In the event there is any dispute between the parties to this Agreement relating in any way to this Agreement, the parties must mediate any such dispute before 2 - EASEMENT AGREEMENT; Holtamer and Mountain West Senior Housing, LLC 11/18/02 14:49 FAX 503 588 3531 MT YYEST INV,CORP C~ 004 DRAFT commencing any legal action. No party to this Agreement canlbring legal action against the other party without first participating in mediation, unless one party rcefuses to submit to mediation and legal action is brought to specifically enforce this mediation provision of this Agreement. If the parties cannot agree upon the person to act as the mediator, then the U.S. Arbitration and Mediation Service in Seattle, Washington, will select a person to act as the mediator. The mediator's chazges and expenses shall be split by the parties on a 50/50 basis. Mediation fees and costs do not include each party's attorney fees and costs. Each party shall be responsible for its own attorney fees and costs at mediation. Should the dispute not be resolved by mediation, the parties agree to submit any dispute arising between the parties relating in any way to this Agreement to binding arbitration with the U.S. Arbitration and Mediation Service in Seattle, Washington, and shall utilize such Service's rules of procedure. If the parties cannot agree upon an individual to act as the arbitrator, then the U.S. Arbitration and Mediation Service in Seattle, Washingto#~, will select a person to act as the arbitrator. If the dispute goes to arbitration, the prevailing pa will be entitled to its attorney fees and costs incurred in the arbitration process. The decision o an arbitrator will be final and not subject to any appeal and will be enforceable in a court of competent jurisdiction. IN WITNESS WHEREOF, the parties have hereunto fiubscribed their names the date and year first hereinabove written. HOLLAMER: Hollamer Invest~ients, Liability company LLC, a Washington limited By: Michael D. Edwards, Manager Execution Date: Address: 9~0 East Bay Drive NE, #3D-301 C1lympia, WA 98506 MWSH: Mountain West senior Housing, LLC, an Oregon limited liability ~COmpany By: L. E. Tokaz~ki, President of Mountain West Investment Corporation, Managed of the LLC Execution Date; Address: X45 Commercial St. SE, Suite 200 Salem, OR 97301 3 - EASEMENT AGREEMENT; Hollamer and Mountain West Senior Housing, LLC 11/18/02 14:49 FAIT 503 588 3531 MT NEST INV,CORP DRAFT EXHIBIT "A" ~JooS LOTS 1 AND 3 OF SHORT PLAT NO. SS-8016 AS RECOR~ED IN VOLUME 22, PAGE 237, RECORDS OF THURSTON COUNTY, WASHINGTOl'61. SAVE AND EXCEPT: PARCEL B O 2000 UNDER RECORDING NO. 331790 BREC08RDS YL, AS RECORDED OCTOBER 10, OF THURSTON COUNTY AUDITOR; SITUATE IN THE CITY OF YELM, COUNTY ~OF THURSTON, STATE OF WASHINGTON. 4 - EASEMENT AGREEMENT; Hollamer and Mountain West Senior Housing, LLC 11/18/02 14:50 FAX 503 588 3531 MT ~YEST INV,CORP DRAFT EXHIBIT "B" [~ oos PARCEL B OF BOUNDARY LINE ADJUSTMENT NO. t7LAOO82S7 YL, AS RECORDED OCTOBER 10, 2000 UNDER RECORDING NO. 33179f3, RECORDS OF THURSTON COUNTY AUDITOR; SITUATE IN THE CITY OF YELM, COUNTY OF THURS'~ON, STATE OF WASHINGTON. 5 - EASEMENT AGREEMENT; Hollamer and Mountain West Senior Housing, LLC 11/18/02 14:50 FAX 503 588 3531 DIT PEST INV, CORP C~ 007 10/24/02 12:29 FAX 503 581 5881 GARRE7.'T HEMANN '; [002 i EXFIIBIT "C" C 3 ~Q ; Vh ~~ p ~ ~ ~7~ ~ ~ 0 ~ 4 ~ i { ~il CCU ,. ~ ~ ~~ ~ m~ a~ifi; O * ~ j ~ ~~~ Q ~• ~~ Z N -" Y ' I ~ ~ a tu.ssto H ° n a dog n-on~1x -~~-+ -_ , _ _.r._ ~ _.._~ _ ~ _..._._ ~~ -- -. o - --~ - _ - - ~~i _ ~ ~ ~~ ao~rz ~~ ~ sc~~c ~~ ~~~ ~o ~ ~ ~` ~~ ~ ~~~ ~~ 4 y .~~ ~~~ ~~ ~ ~ ~ ~~~ ~ an ~~~ w= ~~~ _ J 8 ..~W~ 3 ~ ~ ; ~: ti ; ,r t ~ 8 h s ~~ W. ~ S t-.. •_, s ~Y~~ ~~ i ~ : '~ ~~~- ~ ~ - ~ ~ ~ o ` a ~ ~ ii ~ "~ ~~ P.Ft ~~ ~ ~ ~ f ° F I a ~ ~t 3..tiffi[tD' N K ~ j. ~+ ~ _ ~d I ~ i ``/ /9'/ ~ j ~i`~ ~'7~ ~ ~ j ` ~ - ,,' ' ~ ~ ° ~ i tig K ~ ~ J M~'iJT < i ~ ,I I~ / o., n ~ Oi ~,~ I ~ s x ~ ¢ ~ ryzG~' ~ ~, bt,. ~ ~ 1` i ~ b .~' ~ ~~ ~~ ~.r . •~~t f. ~ ~ / ~ - I , W ~$ ~ ~ M t~ ~ C/1 ~ h M Q M O~0 p v ~V~ C ~ ~ h Q N ~ `~ VJ N~n~a~ n~ 111 UJ. 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(n , v ~ i ~ 9 '~ '`:r O 0 a ~ 0 a ~' ~ o ~ N ' Z t.. ~ o ~ 3 ~ ~ ~ w Y ~ '~/' iv t v i o y ~ m U W > Y a ~ ~ N U p S W a MaN U 0 U w z O 2 a W J J ~ a 0 0 z W o ~ ~ ~ p L" ~ w ~ o I o z O Z z p¢ zo z= w w ~ < 2 Z Z 3 Z 2 W W ~ N N Q N r W W Z Z O W W K W U N 1~/1 a w ~ ~ ~ ~ ~ , (~ D W O L~ W 0] u~ In I CV I O O I H Q f'- Q U O J 0 Z 0 W O Z J J Q U a r v ~ a I/ ~f THE p+Q~ a~ ~ Cl o Yel jn 4 M 105 Yelm Avenue West YELM P.O. Box 479 WASNIN~TON Yelm, Washington 98597 (360) 458-3244 Susanna Owens, Development Manager Mountain West 245 Commercial Street SE, Suite 200 Salem, OR 97301 Re: Mountain West Senior Housing -Killion Road Dear Susanna: This letter is a follow-up to our second pre-submission conference at which the primary point of discussion was sewer and water connection fee's. City staff reviewed the water usage statistics for other Mountain West facilities provided prior to the meeting. The result of the City's review is that the City will be basing the sewer and water connection fee's on your engineer's estimate of actual usage as opposed to a per unit fee for the Independent Living units. For purposes of estimating the charges, I offer the following analysis: The average monthly usage of similar facilities is roughly 72 gpd, or 30% of a standard ERU of 240 gpd. A 90 unit facility would generate the equivalent of 27 ERU's Water connection fee's would be $1500.00 * 27 = $40,500.00 Sewer connection fee's (LID units) would be $2,480.00 * 4 = $9,920.00 Sewer connection fee's would be $4,986.00 * 23 = $114,678.00 Total connection charges would be $165,098.00 Please note that actual charges will be based on the approved estimate of actual water usage and may be different than calculated in this estimate, but will be based on usage rather than a per unit assessment. The Community Development Department looks forward to working with you on your project. e ~ Grant Beck, Director '~~~-Community Development Department G. ~ ~~ The Cifiy of Yelm is an Equal Opportunity Provider MOUNTAIN WEST 245 Commercial Street SE Suite 200 Salem, Oregon 97301 14 August 2002 Grant Beck, Community Development Director City of Yelm P.O. Box 479 reim, 'W~ lo~y% Re: Proposed Senior Housing Project, Killion Rd. Dear Grant: RECEIVEC~ AUG 19 2002 Mike Edwards advised me that he has communicated with you and with Shelley regarding the proposed assessment of water and sewer SDCs on the above-referenced project. I understand we have a meeting scheduled for August 21S` at 2:OOpm to further that discussion. I have put together some data from our existing facilities which indicates their average monthly water usage on a per unit basis. As long as only domestic water is considered, this appears to be a fair means of measurement since residents' personal usage, meals prepared, dishes washed, visitors' flushes and the like are all directly proportionate to facility occupancy. The enclosed chart summarizes usage on a per unit basis for the period of July, 2002 through June, 2003. For facilities with separate irrigation meters you will note that there is a fairly rnn~ic*~nt level. of dn?restic usage from facility to facility; for those with blended meters, the dry months also demonstrate this consistency. For your information, %ascadia v iiiabC anu Monticello Park are facilities containing a mix of assisted living and independent living units while the others are assisted living only; the usage range does not appear to vary based on this criteria. All of the data provided can be validated by utility billings and facility census records if you require us to do so. 1 will bring the source documents to the meeting. I believe that the City of Yelm uses the common standard of 900cu'/month consumption for a single-family dwelling. Based upon the data we gathered, it appears that the average consumption for a senior housing unit is approximately one-third of this amount. I hope this information is helpful and can be a basis of discussion at our meeting. We will see you at City Hall on the 21St. Thank you. Sincerely, a..wK, a. 1c~2~~c.0 Susanna Owens d M M M ` N M N ~ Q ~ M~ ~ CO O ti ~ M N N ~~ M M 7 7 ~ N N N M~ M M O ti ~ O M M ~ ~ N N NN ~ NN c r1 N Q s N N ` N M M N N O M N N ~ N N N M Q O M ~- O M N O N C N N N M N N l0 l.f) ~j' r 00 f~ 00 '~' N v N M N N N N d I~ ~ 00 N d' O V M N ~ M ~ M ` N N Z ~ ~ ~ V N M N ~ r.. M O M ~ ~ ~ (D d N (p (0 00000 N ~ (O N ~ O M I~ ' ~ ~ ~ ~ Q 0 ~ ti M M O 0 0 M 00 ~ ~ ~ ~ ti d ~ N 7 d N . ~ G d d' Q o v V m m O V ~ = ~ ~ ,~, LL C N G7 ~ Q C y ~~ p ~ O C C s ~mc ay c •~ U O ~ C C • . 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