Critical dates  ·  Industrial acquisition with leaseback

Mutual acceptance to keys in 60 days

Kent Valley  ·  Kent, Washington
$7.9MAll cash
$235KEarnest money
12Dates
Sep 18The date that decides it
Prepared for the buyerAll-cash purchase, seller leaseback to June 2027Status as of Monday, August 31, 2026
PIKE STREETCOMMERCIAL
01   The 60 days

Aug 28Aug 27 to Oct 27Oct 26, day by day.

Click a date for the clause, the owner and the cost of a miss. Click any day on the strip to move today.Every date before closing, with its clause, its owner and the cost of a miss. Switch the acceptance date to see what moves.

Acceptance
AugustSeptemberOctober
AugustSeptemberOctober
FeasibilityEarnest money refundable
Earnest money at riskOuts left: title, casualty, seller default
Prorations cut 11:59 pm
Today Mon Aug 31
Day 0
Friday, August 28Thursday, August 27
Signed copy delivered
Mutual acceptanceBoth

Escrow opened and title ordered the same day, so the wire can go out in time. Every date below counts from here.

If missedNot a deadline. If the August 27 reading wins, every date before closing moves back one day.
Day 0Sec. 21
Day 5
Wednesday, September 2Tuesday, September 1
5:00 pm Pacific
$235,000 earnest money wired to the closing agentBuyer

Three days, and short periods skip weekends, so the weekend after acceptance does not count. Confirm wire details with escrow by voice before sending.

If missedA Buyer default in the first week of the deal, with the Labor Day weekend days away.
5:00 pm PacificSec. 5, 40
Due diligence package deliveredSeller

Three years of tax, assessment and utility statements plus year to date, vendor contracts, leases, environmental reports, surveys, plans and permits. A data room counts.

If missedFeasibility still ends on its date unless both sides extend it in writing. Chase it the same afternoon.
5:00 pm PacificSec. 24(a)
Day 21
Friday, September 18Thursday, September 17
5:00 pm Pacific
Feasibility notice to proceedBuyer

Buyer must send written notice to keep the deal alive. On this form, silence terminates the agreement and refunds the earnest money.

If missedThe agreement terminates and the $235,000 comes back. Silence ends the deal; it does not extend it.
5:00 pm PacificSec. 6, 24
Title objections dueBuyer

20 days after the preliminary commitment, or the feasibility date if earlier. Unless the commitment arrived by August 29, the feasibility date governs.

If missedMatters not objected to stand, and Buyer takes title subject to them.
Outside dateSec. 23(b)
NNN leaseback form agreed, tenant entity approvedBoth

The full lease signs at closing. Without an agreed form by this date, Buyer can walk under feasibility.

If missedBuyer can terminate under feasibility and recover the earnest money.
Same deadlineAdd. ¶1, ¶3
Also keyed to this date
Vendor contractsSec. 24(a)Find out which service contracts Seller will terminate and who pays the penalties. Waiving feasibility accepts every contract not terminated in writing.
DefeasanceSec. 27, 28If Seller's loan needs defeasance, Seller must say so before this date; closing then follows the three-day defeasance process.
Leasing freezeSec. 31After this date Seller cannot sign or change leases or contracts running past closing without Buyer's consent.
Day 56
Friday, October 23Thursday, October 22
2 business days out
Updated rent roll to escrowSeller

So escrow can prepare the settlement statement. The practical date to confirm tax, insurance, utility and operating-expense prorations.

If missedEscrow cannot finish the settlement statement, and closing-day numbers slip.
2 business days outSec. 29
Day 60
Tuesday, October 27Monday, October 26
12:00 noon Pacific
ClosingBoth

Documents and funds with escrow by noon. Statutory warranty deed. Seller pays the standard owner's policy, Buyer any extended coverage and survey, escrow split evenly, excise tax per statute.

If missedTime is of the essence. If Seller fails to close, Buyer has 60 days to sue to enforce the sale.
12:00 noon PacificSec. 7, 28, 29
Kent Valley acquisitionThe 60 days
02 / 06Pike Street Commercial ·  Critical datesSample deliverable: parties, property and price are illustrative. Not legal advice.
02   Every date

Twelve dates, an owner and a clause for each.

4Buyer
3Seller
5Both
Three inputs to confirm in writing
1The mutual acceptance dateBuyer signed August 25, Seller August 27. Acceptance is when the signed copy reaches the offering party, its broker or the broker's office, and the envelope sat at the buyer broker's office. If August 27 wins, every date moves back a day. Use the toggle on page 2.
2The feasibility entrySection 6 reads 21, entered as days: Sep 18. If anyone argues the blank was not properly completed, the form default is 30 days, Sep 28. A ten-day gap goes in writing.
3Exhibit A is blankSection 18 checks the legal description as attached, but the page only says to insert it from the commitment. Escrow inserts it when the commitment arrives. That does not move acceptance.
DateWhat is dueOwnerClockClause
Fri Aug 28Thu Aug 27Day 0Mutual acceptanceEscrow opened and title ordered the same day.If missed Not a deadline. If the August 27 reading wins, every date before closing moves back one day.BothDay 0Sec. 21
Wed Sep 2Tue Sep 1Day 5$235,000 earnest money wired to the closing agentShort period, so the weekend is skipped. Confirm wire by voice.If missed A Buyer default in the first week of the deal, with the Labor Day weekend days away.Buyer5:00 pm PacificSec. 5, 40
Wed Sep 2Tue Sep 1Day 5Due diligence package deliveredTax, utility, contracts, leases, environmental, surveys, permits.If missed Feasibility still ends on its date unless both sides extend it in writing. Chase it the same afternoon.Seller5:00 pm PacificSec. 24(a)
Fri Sep 18Thu Sep 17Day 21Title objections due20 days after the commitment, or feasibility if earlier.If missed Matters not objected to stand, and Buyer takes title subject to them.BuyerOutside dateSec. 23(b)
Fri Sep 18Thu Sep 17Day 21Feasibility notice to proceedWritten notice to proceed. Silence terminates and refunds.If missed The agreement terminates and the $235,000 comes back. Silence ends the deal; it does not extend it.Buyer5:00 pm PacificSec. 6, 24
Fri Sep 18Thu Sep 17Day 21NNN leaseback form agreed, tenant entity approvedFull lease signs at closing. No form, and Buyer can walk.If missed Buyer can terminate under feasibility and recover the earnest money.BothSame deadlineAdd. ¶1, ¶3
Fri Oct 23Thu Oct 22Day 56Updated rent roll to escrowLets escrow build the settlement statement and prorations.If missed Escrow cannot finish the settlement statement, and closing-day numbers slip.Seller2 business days outSec. 29
Tue Oct 27Mon Oct 26Day 60ClosingDocuments and funds by noon. Statutory warranty deed.If missed Time is of the essence. If Seller fails to close, Buyer has 60 days to sue to enforce the sale.Both12:00 noon PacificSec. 7, 28, 29
After closing
Mon Dec 282026Last day to sue to enforce the saleOnly matters if Seller fails to close.If missed Buyer's right to specific performance lapses.Buyer60 days outSec. 42(b)
Mon Apr 262027Last day to ask for a proration adjustmentAfter this, the closing prorations are final.If missed Prorations stand as closed, errors included.Both180 days outSec. 30
Wed Jun 302027Leaseback ends and Buyer moves inHoldover is 150% of base rent plus damages.If missed Holdover at $48,750 a month plus damages.SellerLease expiryAdd. ¶2, ¶4
Tue Jul 27Mon Jul 262027Representations and warranties expireClaims over $25,000, capped at $250,000, fraud excepted.If missed Claims are barred, fraud excepted.Both9 months outSec. 36

Hover a row for what a miss costs and how the date is counted. Every dated deadline also ships as a calendar file, with a reminder three days out and another on the day.

Kent Valley acquisitionEvery date
03 / 06Pike Street Commercial ·  Critical datesSample deliverable: parties, property and price are illustrative. Not legal advice.
03   How the clocks work

Short periods skip weekends. Long ones do not.

5 days or fewerBusiness days. Saturdays, Sundays and Washington legal holidays do not count.Earnest money  ·  Sec. 5, 40
FriAug 28Acceptance
MonAug 311
TueSep 12
WedSep 23Due 5:00 pm
Longer than 5 daysCalendar days. Weekends count. Each period starts the day after its trigger.Feasibility  ·  Sec. 6, 24
F28
S291
S302
M313
T14
W25
T36
F47
S58
S69
M710
T811
W912
T1013
F1114
S1215
S1316
M1417
T1518
W1619
T1720
F1821
Ends on a weekend or holidayThe deadline rolls forward to the next business day.Sec. 40
Form default, 30 daysSec. 6Sun Sep 27→Mon Sep 28
Enforce the sale, 60 days after closingSec. 42(b)Sat Dec 26→Mon Dec 28
Proration adjustments, 180 daysSec. 30Sun Apr 25→Mon Apr 26
Time of dayTime is of the essence. Three cutoffs, all Pacific.Sec. 28, 29, 40
12 am6 am12 am
12:00 noonClosing
5:00 pmEvery other clock
11:59 pmProrations cut
Clocks that start off an event

Seven deadlines with no date until something happens.

The title review chain
1
Commitment receivedBuyer objects to anything in the title report.
20 days or feasibility
2
Buyer objectsSeller says in writing it will clear every item, or the deal ends and the deposit is refunded net of costs.
5 days
3
Seller declines an itemBuyer waives it or the deal terminates.
3 days
4
Supplemental reportBuyer objects to new matters, Seller responds, closing extends to fit.
3, then 2 days
Anything else that can start a clock
Casualty or condemnationBuyer may terminate and recover the earnest money. Material means above the lesser of $100,000 or 5% of price ($395,000), so $100,000 governs.
10 days after notice
A representation proves untrueThe discovering party gives notice. Buyer may terminate within 5 days and closing extends up to 5. Other remedies survive if Seller knew.
5 days
The agreement terminatesBuyer returns everything Seller provided, plus its own non-privileged reports, inspections, appraisals and surveys.
10 days after request
Kent Valley acquisitionHow the clocks work
04 / 06Pike Street Commercial ·  Critical datesSample deliverable: parties, property and price are illustrative. Not legal advice.
04   Closing day

Tuesday, October 27. Everything with escrow by noon.

01
By 12:00 noon PacificAll instruments and funds with escrow. Statutory warranty deed from Seller.
Sec. 28
02
FIRPTACertification prepared by escrow and signed by Seller on or before closing.
Sec. 38
03
Assignment of leases and contractsNot attached to the agreement, so escrow has to produce it.
Sec. 25
04
Extended title coverageIf Buyer elects it, Seller affidavits go to the title company by closing.
Sec. 23(c)
05
ProrationsCut at 11:59 pm Pacific on Monday, October 26. Seller carries through that moment, Buyer from closing.
Sec. 29
06
The leaseback startsThe NNN lease signs and commences; rent prorates for the partial first month.
Add. ¶2

Seller pays the standard owner's policy, Buyer any extended coverage and survey, escrow fees split evenly, excise tax per statute. Sec. 7.

05   The leaseback
$32,500a month, NNN,
due the first
8 mo + 5 daysOct 27, 2026 to Jun 30, 2027
$5,241.94First month, Oct 27 to 31, 5 of 31 days
$48,750A month in holdover, 150% plus damages
Tenant carries
Property taxesInsuranceUtilitiesOperating and maintenanceHVAC and building systemsRoof, non-structural
Landlord
Structureonly
After closing  ·  four more dates
Seller in occupancy  ·  $265,242 base rent
NovDecJan 2027FebMarAprMayJunJul
Oct 27Lease starts
Dec 28Enforce the sale
Apr 26Prorations final
Jun 30Lease ends
Jul 27Reps expire

Annual base rent of $390,000 is 4.9% of the $7.9M price. Hover a date for the clause.

Kent Valley acquisitionClosing and the leaseback
05 / 06Pike Street Commercial ·  Critical datesSample deliverable: parties, property and price are illustrative. Not legal advice.
Map of the Kent Valley with the general location, SR-167, I-5, the Green River and Sea-Tac airport
From the area
6minSR-1671.8 mi, east on S 212th St1
8minI-53.6 mi, via Orillia Rd to S 188th St2
22minSea-Tac airport9.1 mi, via I-5, I-405 and SR-5183
1.2miGreen RiverStraight line, west of the area4

Typical drive without traffic from the general location; river distance is straight line. Imagery © Mapbox © Maxar. Streets © OpenStreetMap.

06   Where and who

Kent Valley, between I-5 and SR-167.

A flat, built-out industrial valley on the Green River, within ten minutes of both freeways and about twenty from Sea-Tac. Shown at area level only.

Buyer
Principals of a regional mechanical contractor, buying for its own useThrough buyer broker
Seller
A single-asset Washington LLCThrough listing broker
Buyer broker
Jordan Reyes, Pike Street Commercial(206) 555-0147  ·  jreyes@pikestreet.example
Listing broker
Sam Whitfield, Harlan Bay Commercial(253) 555-0190  ·  swhitfield@harlanbay.example
Closing agent
Independent escrow; also holds the earnest moneyEscrow officer
Title
National title insurer; commitment and owner's policyTitle officer

Notices count only when they reach both the party and that party's broker. Section 19 leaves the buyer and seller emails blank, so those need filling in.

Kent Valley acquisitionLocation and who is who
06 / 06Pike Street Commercial ·  Critical datesSample deliverable: parties, property and price are illustrative. Not legal advice.