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From: "Daniel P. Kenny" <dpkenny@omwlaw.com>
To: 'Andrea Sato' <Asato@kantortaylor.com>; 'Sophie Solomon'	<SSolomon@kantortaylor.com>
Subject: FW: Redmond Motley Zoo Property - Title Report & Lease w/ AMLI
Date: 2024-04-12 11:40:12-10:00

Andrea and Sophie, 

I wanted to connect on the email below as well. 

The City leased the property to AMLI and that lease provides that it is for exclusive use of the property. So, at this point, the City really doesn’t have authority to authorize Plymouth to access and use the property for the testing unless the City were to renegotiate the lease. AMLI does have the ability to sublease to Plymouth under the lease with written consent of the City (not unreasonably withheld). To my knowledge, the City has not provided that written consent to sublease, but would do so to facilitate the testing that is needed. 

I would recommend that Plymouth work with AMLI to get the permission to sublease in hand first. I can facilitate approval on the City’s side, if AMLI confirms they would like to sublease to Plymouth. AMLI and Plymouth can work together to get your sublease agreement negotiated – seems like that is essentially what has been happening. The City would not be a party to that agreement but would want to ensure that the protections to the city in the original lease are maintained in the sublease. I’d suspect that the access and indemnity agreement referenced in the email is essentially the same as I am saying here. 

I know the scope of insurance is a question. I’ve included a snapshot of the insurance required in the AMLI lease. This includes the $5M coverage level that AMLI is providing to the City. I would suspect they are trying to mirror that so that there is no gap between what they’ve provided to the City and what Plymouth would provide to them. 



Again, I am happy to jump on a call to discuss and would be open to hearing other perspectives on how this can be accomplished. 

Thanks and talk with you soon,

Daniel P. Kenny | Attorney

Ogden Murphy Wallace P.L.L.C.

701 Fifth Ave. 

Suite 5600

Seattle, WA 98104-7045
Cell: 206.446.7226 | Desk phone: 206.447.2258 | Email: dpkenny@omwlaw.com <mailto:dpkenny@omwlaw.com> 

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From: Elizabeth Murphy 
Sent: Thursday, April 11, 2024 4:52 PM
To: Daniel P. Kenny 
Cc: Andrea Sato ; Karen Peterson 
Subject: Redmond Motley Zoo Property - Title Report & Lease w/ AMLI

Hi Daniel, 

Carol asked me to send you this directly, it is the most recent Title Report that Plymouth ordered for the Motley Zoo property. There is no specific reference to the AMLI lease, just to “unrecorded leaseholds.”

Additionally, Carol and I would like you and Plymouth’s attorney, Andrea, to look at the items that AMLI has asked us to provide to do some test borings on site (6 holes to 20 feet, our Geotech vendor, AdaptNW, will replace the soil they remove for testing). This will require us to be on site for 8 hours total with a drill rig. We have paid a premium to have it done over the course of two days in the afternoon, when AMLI’s construction work ends for the day, and before the noise ordinance commences. Currently we are scheduled to do this May 2 & 3.

I have attached my email chain with AMLI and Rafn regarding their requests, but here is a summary below: 

1.	Access and Indemnity Agreement (is this agreement required by the city?)
2.	Exhibit to the Access and Indemnity Agreement which includes proposed test boring locations (our Geotech, AdaptNW is working on this)
3.	A COI from AdaptNW showing AMLI additional insured: (I understand the need to see proof of insurance, but this many named insureds seems unnecessary to me for some Geotech testing and the cost will be passed down to Plymouth)

	a.	PPF AMLI Redmond Way, LLC, AMLI Development Company, LLC, AMLI Residential Properties, L.P., PPF AMLI Devco, LLC, PPF AMLI Residential Partners, LLC, AMLI Management Company, LLC, PPF AMLI Co-investment, LLC and any affiliated entities and their respective partners, members, managers, trustees, officers, directors and employees.

4.	COI from AdaptNW listing Rafn as additional insured 
5.	COI from Adapt NW listing the City as additional insured 

In the meantime, AdaptNW is going to send us their umbrella policy information, but it only insures up to $500,000. We heard somewhere that coverage of up to $5 million is required. I believe this is extremely high for something like site testing.

I know we still need to discuss how the lease will be handled once the Transfer Option goes through but hoping you can shed some light on what Plymouth is required to provide to AMLI and the City for this and future testing. The longer we wait to do this testing, it may delay progress on design and permitting. 

Thank you,

Elizabeth Murphy​​​​

Real Estate Department Manager

Pronouns: 

She/Her

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- None
- ALTA Commit for Title Ins (7-1-21)-WA.PDF
