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Assignment No.2018-1534
<br /> CERTIFICATE OF PARTIAL ASSIGNMENT
<br /> OF
<br /> SCHOOL MITIGATION CREDITS
<br /> For good and valuable consideration, the receipt of which is hereby acknowledged by the
<br /> undersigned, Village Life, Inc., a Washington corporation ("Pillage Life"), has assigned, transferred,
<br /> and conveyed to Riverview I, LLC, a Washington limited liability company (the"Assignee"), all of
<br /> Village Life's right,title and interest in and to Five Hundred Three Thousand Eight Hundred Eighty
<br /> and 00/100 Dollars ($503,880.00) of the "School Mitigation Credits" under that certain "Agreement
<br /> Regarding Dedication of Land as School Impact Mitigation"dated September 12,2008 and recorded in the
<br /> Official Records of Snohomish County on September 12,2008 under Auditor's File No.200809120202,as
<br /> amended by that certain "First Amendment Regarding Dedication of Land as School Impact Mitigation"
<br /> dated July 1, 2011 and recorded in the official Records of Snohomish County on July 5, 2011 under
<br /> Auditor's File No. 201107050157 (as amended, the "Dedication Agreement"), by and between Village
<br /> Life, as the assignee of The MoNaughton Group, LLC, a Washington limited liability company, and the
<br /> Everett School District (the "District"). This Certificate shall be valid for 156 multi-family 2+bedroom
<br /> units pursuant to Assignee's application for its project in the City of Everett ("City") (SEPAl7-019;
<br /> REVIII 7-024)commonly known as the"Riverview Apartments",as more particularly described on Exhibit
<br /> , ,hereto.
<br /> Assignee acknowledges and agrees that: (A) the assignment of the School Mitigation Credits,
<br /> (i) shall be subject to all the terms and conditions of the Dedication Agreement, (ii) does not enlarge the
<br /> School Mitigation Credits beyond $4,660,000, (iii) includes no warranty from or recourse against the
<br /> District, and(iv)shall not give rise to or cause to accrue any refund obligations with respect to the School
<br /> Mitigation Credits to Assignee or any subsequent purchasers of the housing units to be developed and to
<br /> which the School Mitigation Credits are applicable;(B)Assignee,for itself and its successors and assigns,
<br /> including but not limited to subsequent purchasers of the housing units to which the School Mitigation
<br /> Credits are applicable, expressly releases all rights to any refund from the District; and (C) Assignee is
<br /> assuming all of Village Life's obligations under the Dedication Agreement with regard to the School
<br /> Mitigation Credits.THISCERTIFICATE IS NOT ASSIGNABLE TO ANY THIRD-PARTY,voluntarily,
<br /> involuntarily, or by operation of law. Village Life warrants that The McNaughton Group, LLC properly
<br /> assigned the School Mitigation Credits to Village Life,and that Village Life has not previously used the
<br /> Mitigation Credits nor assigned the Mitigation Credits to any other third party.Further,Village Life shall
<br /> defend,indemnify and hold the District and the City harmless from and against,and reimburse the District
<br /> and County for,any dispute or claim for refund or other damages or injury of any kind that may be claimed
<br /> by Assignee or any third party arising from or pertaining or related to (i) transfers of credits under the
<br /> Dedication Agreement from or by The McNaughton Group,LLC or its successors,heirs or assigns,whether
<br /> voluntarily, involuntarily, or by operation of law, or (ii) the District and City's acceptance of School
<br /> Mitigation Credits,
<br /> EFFECTIVE this 28'i'day of December,2018.
<br /> ASSIGNOR: ASSIGNEE:
<br /> Village Life,Inc.,a Riverview I,LLC,a
<br /> Washington co .0•at' ' Washington limited liability company
<br /> By: By: ,
<br /> Name: Doug krobut Name: Vet,+-i -f', H K r ell
<br /> Its: CFO Its: Ma mut?!Me.mbee a t`titnou v Ft9��►tbYr
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