Exhibit 10.23
FOURTH AMENDMENT
TO
REAL ESTATE PURCHASE AND SALE AGREEMENT
THIS FOURTH AMENDMENT TO REAL ESTATE PURCHASE AND SALE AGREEMENT
("Amendment") is made and entered into as December 1, 1997, by and between
THE PORT OF SEATTLE, a Washington special purpose municipal corporation
("Seller"), and IMMUNEX CORPORATION, a Washington corporation (.Buyer.).
RECITALS
A. Seller and Buyer entered into a Real Estate Purchase and Sale
Agreement dated as of July 18, 1994, which was amended by First Amendment to
Real Estate Purchase and Sale Agreement dated April 7, 1995 and Second
Amendment to Real Estate Purchase and Sale Agreement dated June 1, 1996 and
Third Amendment to Real Estate Purchase and Sale Agreement dated January 31,
1997 (as amended, "Agreement".), pursuant to which Seller agreed to sell and
Buyer agreed to buy approximately 29 acres of real property known as Terminal
88, as more particularly described on EXHIBIT A to the Agreement
("Property"). All capitalized terms not defined herein shall have the
meanings given them in the Agreement.
B. Seller and Buyer desire to amend the Agreement as set forth in
this Amendment.
AGREEMENT
IN CONSIDERATION of the respective agreements hereinafter set
forth, Seller and Buyer agree as follows:
1. CLOSING DATE. Seller and Buyer acknowledge that, as of the date
hereof, Buyer's Contingencies set forth in Sections 4.3(g)-(h) of the
Agreement (among others) have not been satisfied. The "Closing Date" shall be
extended to March 31, 1998, or such other date prior thereto as Seller and
Buyer may agree to in writing, provided that all of Contingencies and
Seller's Contingencies have then been either satisfied or waived in
accordance with Sections 4.3-4.6 of the Agreement. Seller acknowledges that
Buyer's Contingencies set forth in Sections 4.3(b), (c), (d), (e) and (f)
have been satisfied and that the City of Seattle Director of the Department
of Construction and Land Use will issue to Buyer the Master Use Permit for
the Project on the Closing Date.
2. EFFECT OF AMENDMENT. Except as forth in this Amendment, all of
the terms of the Agreement are hereby ratified and confirmed and shall remain
in full force and effect.
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IN WITNESS WHEREOF, the parties hereto have executed this Amendment as
of the date first above written.
SELLER: THE PORT OF SEATTLE, a limited purpose
municipal corporation
By /s/ Xxxx Xxxxxx
Name Xxxx Xxxxxx
Title Chief Financial Officer
BUYER: IMMUNEX CORPORATION, a
Washington corporation
By /s/ D. G. Southern
Name D. G. Southern
Title Senior Vice President
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