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HomeMy WebLinkAboutPermit PL11-013 - LAWLER ANNE / MUSEUM OF FLIGHT - AVIATION HIGH SCHOOL BINDING SITE IMPROVEMENT PLANSMUSEUM OF FLIGHT AVIATION HIGH SCHOOL 9229 E MARGINAL WAY S PL11-013 L11-019 BINDING SITE IMPROVEMENT PLANS Page 1 of 2 Stacy MacGregor - FW: MUSEUM OF FLIGHT/AVIATION HIGH SCHOOL finallly recorded From: "H. Eugene McBrayer" To: Anne DeVoe Lawler , Rick Zieve , "William Green (Perkins Coie)" , Dave Bever , Jeff Davis , Marilyn Brockman , Caroline Lemay , , Stacy MacGregor , Oliver Robar , David Koopmans , Craig Stewart , Laurie Haag , Matt Hayes Date: 05/06/2011 10 : 26 AM Subject: FW: MUSEUM OF FLIGHT/AVIATION HIGH SCHOOL finallly recorded CONGRATULATIONS AND THANKS TO ALL! It was over 4 years ago that we started this process of trying to bring the Aviation High School to the Museum of Flight campus. We knew it would not be easy, but we had no idea of the number of obstacles we would have to overcome and the time it would take to make it happen. Now, thanks to the hard work of all of you and many others, we have the agreements completed, recorded, and in place to make this grand vision a reality. Last week, the Highline School District Board approved the funding plan and the HSD facility staff advertised for bids. They expect to award a construction contract in June, have a groundbreaking ceremony in August, and start construction of this beautiful new building immediately thereafter. The entire HSD team was terrific to work with and their perseverance was admirable. Our entire Museum of Flight organization is excited to welcome this shining example of "leading edge" STEM (Science, Technology, Engineering, and Math) education by the public school system to our campus. Therefore, I want to take this occasion to express my personal thanks to all of you for your great efforts in making this happen. You are a great team! Gene McBrayer Chairman, Planning Committee Museum of Flight > Subject: Re: MUSEUM OF FLIGHT/AVIATION HIGH SCHOOL finally recorded > Date: Thu, 5 May 2011 16:35:51 -0700 > From: alawler@jbsl.com > To: Daryl.Savidis@ctt.com; WGreen@perkinscoie.com; bever@carneylaw.com; spitfirepilot@msn.com > Excellent! Thanks to all! > Sent from my Blackberry > Original Message > From: Savidis, Daryl <Daryl.Savidis@ctt.com> > To: 'Green, William (Perkins Coie)' <WGreen@perkinscoie.com>; 'Bever, Dave' <Bever@carneylaw.com> > Cc: Anne DeVoe Lawler > Sent: Thu May 05 16:20:00 2011 > Subject: RE: MUSEUM OF FLIGHT/AVIATION HIGH SCHOOL finallly recorded > It's a minor title miracle, but we do finally have confirmation that the final three documents have recorded fit •//C •\ Tor.mrA ICPar„m,;cPAarlr1rrFnr„K-ma;1F,gnn-nnl nni 7RT1 11 QC' 211 \(Wlnnnn1 nSMnAnn1 1 Page 2 of 2 today. Here are the recording numbers: > > > > > > Amended easement 20110505000852 $98 > > Memo of lease 20110505000853 $67 > > SNDA 20110505000854 $71 > > > > I will forward copies of the recorded documents tomorrow when they are available on our imaging system and will get a revised title commitment prepared for the high school site with the new legal description and other necessary amendments. We need to discuss the liability of the leasehold policy to be issued so I can provide you with pricing for the policy. Once I get the commitment updated we can also discuss the form of the final policy. I will do my best to get the commitment updated for you by Monday if at all possible. > > > > In the meantime have a lovely evening and congratulations on getting this one on its way. > > Daryl Savidis > Sr. Title Officer/Unit Manager > Commercial Title > Chicago Title > 701 5th Avenue 23rd floor > Seattle, WA 98104 > 206-628-5610 (phone) > 206-628-9717 (fax) > > > file://C:\Temn\XPgrrnwise\4DC3CCEOtuk-mai16300-no 10017R333119C831 \GW 100001 _.__ 05/06/2011 If ready to record, please sign this form. MEMO: TO: Bob Giberson via Dave McPhersoW' C-,Itti li ,as Via_Don_Tomaso Richard Takechi, Finance t FROM: Stacy MacGregor, Assistant Planner RE: Museum of Flight/Aviation High School BSIP L11-019 , DATE: April 11, 2011 The above short plat is ready for recording. Please review the final document and initial below. Bob Giberson Chief Richard Takechi If ready to record, please sign this form. MEMO: wo I TO: ' Bob(Cibersonjvas N ave McPherson' Chief Olivas via Don Tomaso Richard Takechi, Finance FROM: Stacy MacGregor, Assistant Planner RE: DATE: April 4, 2011 Museum of Flight/Aviation High School BSIP L11-019 The above short plat is ready for recording. Please review the final document and initial below. Bob Giberson Chief Olivias Richard Takechi If ready to record, please sign this form. MEMO: TO: Bob Giberson via Dave McPherson Chief Olivas via Don Tomaso , ,aRichard Takechi;Finance FROM: Stacy MacGregor, Assistant Planner RE: Museum of Flight/Aviation High School BSIP L11-019 DATE: April 14; 2011 The above short plat is ready for recording. Please review the final document and initial below. Bob Giberson Chief Olivias Richard Takechi F-j 7' jmeson Babbitt Stites & Lombard PLLC BSL Via Messenger Stacy MacGregor City of Tukwila 6300 Southcenter Blvd. Tukwila, WA 98188 'APR 2020111 COMMUNITY DEVELOPMENT April 20, 2011 Re: Museum of Flight Foundation/Aviation High School BSIP Dear Stacy: Anne DeVoe Lawler alawler@jbsl.com Direct 206.516.3204 Tel 206.292.1994 Fax 206.292.1995 999 Third Avenue, Suite 1900 Seattle, Washington 98104 www.jbsl.com Enclosed please find one (1) original set of the BSIP with wet stamp and three (3) copies for the Museum of Flight Foundation/Aviation High School BSIP. Please let me know if there are any questions. Please let me know when this is ready to pick up. We will then take it to the Assessor. Many thanks for all of your assistance. Very truly yours, JAMESON BABBITT STITES & LOMB RD, P.L.L.C. By: Anne DeVoe Lawler Enclosure cc: H. Eugene McBreyer Matt Hayes William Green 52364\01001\00524804. DOC.V1 ADL Page 1 of 3 Stacy MacGregor - Fwd: RE: a few initial BSIP comments From: David McPherson To: Stacy MacGregor Date: 04/08/2011 10 : 26 AM Subject: Fwd: RE: a few initial BSIP comments Stacy, Bob reviewed the Estimated Construction Timeline you attached to the e-mail and said it looks fine. Let me know if you have questions/comments. Thank you. Dave »> Stacy MacGregor 04/07/2011 8:40 AM »> Dave, When Bob G. agreed to waive improvements for hte high school BSIP he said in his email to us "Public Works will waive the infrastructure installation and bonding requirement ofTMC 17.16.050 for the subject BSIP as long as a reasonable construction schedule is submitted for all site work. " The high school submitted the following construction schedule to satisfy this requirement. Please let me know if this will work for you. Thanks, Stacy Stacy MacGregor, Assistant Planner Wed-Thurs-Friday 8:30-3:00 pm 206.433.7166 City of Tukwila, 6300 Southcenter Blvd, Tukwila, WA 98188 `Please consider the environment before printing this e-mail »> "Anne DeVoe Lawler" <alawler@jbsl.com> 04/06/2011 1:07 PM »> Stacy — Attached is a construction schedule to address item 3 below. You will receive today a letter from me with the Ground Lease addressing item 2 below. Oliver Robar has addressed the items in #1 below. Before he sends you revised drawings, is there anything else he should add/change/delete? Also let us know if a PDF is sufficient or if he needs to get you full sized sets. Thanks. Anne DeVoe Lawler Jameson Babbitt Stites & Lombard PLLC 999 Third Avenue, Suite 1900 Seattle, WA 98104 206-292-1994 Page 2 of 3 206-516-3204(direct dial) From: Stacy MacGregor[mailto:smacgregor@ci.tukwila.wa.us] Sent: Friday, April 01, 2011 2:10 PM To: Anne DeVoe Lawler Subject: a few initial BSIP comments Hi Anne, I have comments on the BSIP from all departments except for fire. I know I won't have them before Wednesday at the earliest. There are a few red -lines on each page that I assume will be quick to change but there are also a couple of bigger things that need to be addressed. I wanted to give you the bigger comments today so you and Oliver can work on them while we wait for Fire's comments. I am in the office today until about 3:15 if you have any questions. Thanks, Stacy 1. A BSIP requires a drawing that shows lines marking the boundaries of the existing lots; any existing lot line to be removed (between Parcel A and B) should be a dashed line and so noted. Page 2 shows this information but it is difficult to read because the easements on Parcel B are on the same line as the lot line to be removed. A. Remove vicinity map (already on page 1) and replace with detail showing: 1. Portion of old Lot 1, old Lot 2, new Lots 1 & 2, old Parcels A and B; 2. Show lines marking the boundaries of the existing Tots; any existing lot line to be removed (between Parcel A and B) should be a dashed line and so noted. 3. Do not show easements or improvements on this detail. 2. BSIP approval requires cross easement and maintenance agreement(s) for shared parking, circulation, utility and landscape improvements. 1. There is no parking easement to allow either the high school or the Authority to park on the Foundation's property (Lot 1). The reciprocal easement agreement addresses the ability for the Authority and Foundation to access the parking areas but actual parking is not covered. City of Tukwila parking determinations (L09-054 and L10-059) meet the parking requirements by counting the parking provided on Lot 1 for the benefit of both the Authority and the high school. 2. There is not an easement on Lot 1 for the landscape maintenance on Lot 2. 3. Public Works will waive the infrastructure installation and bonding requirement of TMC 17.16.050 for the subject BSIP as long as a reasonable construction schedule is submitted for all site work. Provide a construction schedule for our review and approval. ra___‘ _NATlnrn,lTllla_-1-. ac-inn1'10 '111nn-TE-nn"xnnnnn1 nnilAi1ni1 Page 3 of 3 Stacy MacGregor, Assistant Planner Wed-Thurs-Friday 8:30-3:00 pm 206.433.7166 City of Tukwila, 6300 Southcenter Blvd, Tukwila, WA 98188 `' Please consider the environment before printing this e-mail Page 1 of 7 Stacy MacGregor - RE: a few initial BSIP comments From: Stacy MacGregor To: Anne DeVoe Lawler Date: 04/14/2011 8:43 AM Subject: RE: a few initial BSIP comments Perfect! Stacy MacGregor, Assistant Planner Wed-Thurs-Friday 8:30-3:00 pm 206.433.7166 City of Tukwila, 6300 Southcenter Blvd, Tukwila, WA 98188 A`' Please consider the environment before printing this e-mail »> "Anne DeVoe Lawler" <alawler@jbsl.com> 04/13/2011 5:42 PM »> Stacy — I would propose revising my wordsmithed language as follows. Let me know if this works: The parking on Lot 2 shows 173 stalls and the parking is for the mutual benefit of Lots 1 and 2, and is subject to Tukwila Municipal Code. Access, maintenance and use of these the parking areas are detailed in the Ground Lease between the MUSEUM OF FLIGHT FOUNDATION, a Washington nonprofit corporation as Landlord and the HIGHLINE SCHOOL DISTRICT NO. 401, a Washington municipal corporation as Tenant, a memorandum of the ground lease is to be recorded following final of the BSIP. Anne DeVoe Lawler Jameson Babbitt Stites & Lombard PLLC 999 Third Avenue, Suite 1900 Seattle, WA 98104 206-292-1994 (Tel) 206-516-3204 (Direct) 206-292-1995 (Fax) alawler@jbsl.com www.jbsl.com From: Stacy MacGregor[mailto:smacgregor@ci.tukwila.wa.us] Sent: Wednesday, April 13, 2011 12:13 PM To: Anne DeVoe Lawler Subject: RE: a few initial BSIP comments That works for me! Would you have Oliver add it to the BSIP on the easement page. Page 2 of 7 Thanks! Stacy Stacy MacGregor, Assistant Planner Wed-Thurs-Friday 8:30-3:00 pm 206.433.7166 City of Tukwila, 6300 Southcenter Blvd, Tukwila, WA 98188 Please consider the environment before printing this e-mail »> "Anne DeVoe Lawler" <alawler@jbsl.com> 04/13/2011 11:05 AM »> How is this for wordsmithing? I am checking with the Museum on the parking count. 'The parking on Lot 2 is for the mutual benefit of Lots 1 and 2, and is subject to Tukwila Municipal Code. Access and maintenance for the parking areas is detailed in the Ground Lease between the MUSEUM OF FLIGHT FOUNDATION, a Washington nonprofit corporation as Landlord and the HIGHLINE SCHOOL DISTRICT NO. 401, a Washington municipal corporation as Tenant, a memorandum of the ground lease is to be recorded following final of the BSIP. " Anne DeVoe Lawler Jameson Babbitt Stites & Lombard PLLC 999 Third Avenue, Suite 1900 Seattle, WA 98104 206-292-1994 (Tel) 206-516-3204 (Direct) 206-292-1995 (Fax) alawler@jbsl.com www.jbsl.com From: Stacy MacGregor[mailto:smacgregor@ci.tukwila.wa.us] Sent: Wednesday, April 13, 2011 10:37 AM To: Anne DeVoe Lawler Subject: RE: a few initial BSIP comments Anne, Sorry it took me awhile to get back to you; I had a family emergency last week and wasn't around for a few days. I can make the encroachment easement recording a condition of the CofO. Page 3 of 7 Regarding the parking on Lot 2, I would like a note on the BSIP that says that the parking on Lot 2 is for the mutual benefit of Lots 1 and 2; subject to Tukwila Municipal Code; and access and maintenance is detailed in the Ground Lease, of which a memorandum of the ground lease is to be recorded following final of the BSIP. (Please wordsmith that to be more eloquent!) Also, in the Ground Lease document on page 2, the ground lease provides 150 parking stalls for the benefit of the museum. The City's parking determination requires that the high school have 173 parking spaces for the high school use. The site plan shows 173 spaces (with the short term spaces/bus loading spaces on the north side of the building included --I am not sure if they are on Lot 1 or Lot 2). Can you make that work? Stacy Stacy MacGregor, Assistant Planner Wed-Thurs-Friday 8:30-3:00 pm 206.433.7166 City of Tukwila, 6300 Southcenter Blvd, Tukwila, WA 98188 Please consider the environment before printing this e-mail »> "Anne DeVoe Lawler" <alawler@jbsl.com> 04/07/2011 9:55 AM »> We would record the encroachment easement after construction of the High School is completed so we can locate everything. I suggest you make recording of that easement a condition to issuance of the C of O. Actually, we are only recording a memorandum of the Ground Lease, and we would be doing that as soon as the BSIP records. How about we put specific references in that Memorandum that the Ground Lease provides a parking license to the High school and maintenance and insurance provisions related thereto? The Ground Lease will be a public record at the school district, so anyone could see that note in the memorandum and go to the school District to get a copy. Does that work? Anne DeVoe Lawler Jameson Babbitt Stites & Lombard PLLC 999 Third Avenue, Suite 1900 Seattle, WA 98104 206-292-1994 (Tel) 206-516-3204 (Direct) 206-292-1995 (Fax) alawler@jbsl.com www.jbsl.com From: Stacy MacGregor[mailto:smacgregor@ci.tukwila.wa.us] Sent: Thursday, April 07, 2011 9:50 AM Page 4 of 7 To: Anne DeVoe Lawler Subject: RE: a few initial BSIP comments Hi Anne, When do you plan on recording the memorandum of the ground lease? I will try to get to these today but may not be able to manage that. My initial thought is that a note is added to the BSIP referencing that these agreements are to be recorded after the BSIP. Stacy Stacy MacGregor, Assistant Planner Wed-Thurs-Friday 8:30-3:00 pm 206.433.7166 City of Tukwila, 6300 Southcenter Blvd, Tukwila, WA 98188 Please consider the environment before printing this e-mail »> "Anne DeVoe Lawler" <alawler@jbsl.com> 04/07/2011 9:43 AM »> Thanks, Stacy. Will you amend your letter on the parking and landscaping after you review the documents I sent to you? I am travelling today — Monday, but if you want to chat on the phone, I can try to call you between flights. Email is a good option, as have WiFi in the sky © Anne DeVoe Lawler Jameson Babbitt Stites & Lombard PLLC 999 Third Avenue, Suite 1900 Seattle, WA 98104 206-292-1994 (Tel) 206-516-3204 (Direct) 206-292-1995 (Fax) alawler@jbsl.com www.jbsl.com From: Stacy MacGregor[mailto:smacgregor@ci.tukwila.wa.us] Sent: Thursday, April 07, 2011 9:37 AM To: Anne DeVoe Lawler Cc: oliverr@brhinc.com Subject: RE: a few initial BSIP comments Anne and Oliver, Attached is your Notice of Completeness and Technical Comments with 2 attachments. Anne, I am reviewing what you sent over yesterday. Oliver, if you have any questions I have meetings all day but I will get back to you. I am off tomorrow and back in on Wednesday. Page 5 of 7 I could issue preliminary approval with conditions but that requires routing to other departments which will delay the process. When I have the revised plans, I will route for final signatures and get them ready to record and issue preliminary and final approval at the same time. Thanks, Stacy Stacy MacGregor, Assistant Planner Wed-Thurs-Friday 8:30-3:00 pm 206.433.7166 City of Tukwila, 6300 Southcenter Blvd, Tukwila, WA 98188 Please consider the environment before printing this e-mail »> "Anne DeVoe Lawler" <alawler@jbsl.com> 04/06/2011 3:24 PM »> Many thanks! Please copy Oliver as well when you get those comments. Anne DeVoe Lawler Jameson Babbitt Stites & Lombard PLLC 999 Third Avenue, Suite 1900 Seattle, WA 98104 206-292-1994 206-516-3204(direct dial) From: Stacy MacGregor[mailto:smacgregor@ci.tukwila.wa.us] Sent: Wednesday, April 06, 2011 3:17 PM To: Anne DeVoe Lawler Subject: RE: a few initial BSIP comments I am still waiting for fire to send over their comments. There are some drawing changes the Oliver needs to address but I am stalling sending over red -lined plans until I here from Fire. I am hoping to have something tomorrow (and I won't be in on Friday). I will keep you posted. Stacy Stacy MacGregor, Assistant Planner Wed-Thurs-Friday 8:30-3:00 pm 206.433.7166 City of Tukwila, 6300 Southcenter Blvd, Tukwila, WA 98188 Page 6 of 7 APlease consider the environment before printing this e-mail »> "Anne DeVoe Lawler" <alawler@jbsl.com> 04/06/2011 1:07 PM »> Stacy — Attached is a construction schedule to address item 3 below. You will receive today a letter from me with the Ground Lease addressing item 2 below. Oliver Robar has addressed the items in #1 below. Before he sends you revised drawings, is there anything else he should add/change/delete? Also let us know if a PDF is sufficient or if he needs to get you full sized sets. Thanks. Anne DeVoe Lawler Jameson Babbitt Stites & Lombard PLLC 999 Third Avenue, Suite 1900 Seattle, WA 98104 206-292-1994 206-516-3204(direct dial) From: Stacy MacGregor[mailto:smacgregor@ci.tukwila.wa.us] Sent: Friday, April 01, 2011 2:10 PM To: Anne DeVoe Lawler Subject: a few initial BSIP comments Hi Anne, I have comments on the BSIP from all departments except for fire. I know I won't have them before Wednesday at the earliest. There are a few red -lines on each page that I assume will be quick to change but there are also a couple of bigger things that need to be addressed. I wanted to give you the bigger comments today so you and Oliver can work on them while we wait for Fire's comments. I am in the office today until about 3:15 if you have any questions. Thanks, Stacy 1. A BSIP requires a drawing that shows lines marking the boundaries of the existing lots; any existing lot line to be removed (between Parcel A and B) should be a dashed line and so noted. Page 2 shows this information but it is difficult to read because the easements on Parcel B are on the same line as the lot line to be removed. A. Remove vicinity map (already on page 1) and replace with detail showing: r•1 I1, l \T X7rs •__1 AT A /T ll/,__1_ ____•1/'1nn ___1nn 1,7 o777nnTo1\/-,ti7lnnnn1 (NA /1 A PIA 1 Page 7 of 7 1. Portion of old Lot 1, old Lot 2, new Lots 1 & 2, old Parcels A and B; 2. Show lines marking the boundaries of the existing lots; any existing lot line to be removed (between Parcel A and B) should be a dashed line and so noted. 3. Do not show easements or improvements on this detail. 2. BSIP approval requires cross easement and maintenance agreement(s) for shared parking, circulation, utility and landscape improvements. 1. There is no parking easement to allow either the high school or the Authority to park on the Foundation's property (Lot 1). The reciprocal easement agreement addresses the ability for the Authority and Foundation to access the parking areas but actual parking is not covered. City of Tukwila parking determinations (L09-054 and L10-059) meet the parking requirements by counting the parking provided on Lot 1 for the benefit of both the Authority and the high school. 2. There is not an easement on Lot 1 for the landscape maintenance on Lot 2. 3. Public Works will waive the infrastructure installation and bonding requirement of TMC 17.16.050 for the subject BSIP as long as a reasonable construction schedule is submitted for all site work. Provide a construction schedule for our review and approval. Stacy MacGregor, Assistant Planner Wed-Thurs-Friday 8:30-3:00 pm 206.433.7166 City of Tukwila, 6300 Southcenter Blvd, Tukwila, WA 98188 `w Please consider the environment before printing this e-mail Page 1 of 6 Stacy MacGregor - RE: a few initial BSIP comments From: Stacy MacGregor To: Anne DeVoe Lawler Date: 04/13/2011 10 : 37 AM Subject: RE: a few initial BSIP comments Anne, Sorry it took me awhile to get back to you; I had a family emergency last week and wasn't around for a few days. \/ I can make the encroachment easement recording a condition of the CofO. Regarding the parking on Lot 2, I would like a note on the BSIP that says that the parking on Lot 2 is for the mutual benefit of Lots 1 and 2; subject to Tukwila Municipal Code; and access and maintenance is detailed in the Ground Lease, of which a memorandum of the ground lease is to be recorded following final of the BSIP. (Please wordsmith that to be more eloquent!) Also, in the Ground Lease document on page 2, the ground lease provides 150 parking stalls for the benefit of the museum. The City's parking determination requires that the high school have 173 parking spaces for the high school use. The site plan shows 173 spaces (with the short term spaces/bus loading spaces on the north side of the building included --I am not sure if they are on Lot 1 or Lot 2). Can you make that work? Stacy Stacy MacGregor, Assistant Planner Wed-Thurs-Friday 8:30-3:00 pm 206.433.7166 City of Tukwila, 6300 Southcenter Blvd, Tukwila, WA 98188 `' Please consider the environment before printing this e-mail »> "Anne DeVoe Lawler" <alawler@jbsl.com> 04/07/2011 9:55 AM »> We would record the encroachment easement after construction of the High School is completed so we can locate everything. I suggest you make recording of that easement a condition to issuance of the C of O. Actually, we are only recording a memorandum of the Ground Lease, and we would be doing that as soon as the BSIP records. How about we put specific references in that Memorandum that the Ground Lease provides a parking license to the High school and maintenance and insurance provisions related thereto? The Ground Lease will be a public record at the school district, so anyone could see that note in the memorandum and go to the school District to get a copy. Does that work? files•//C•\Tamn\ IPCY. 111;CG\/ITIAS'7r'F1tn1r_moi1A.2nnnnl'7Q22211nor \r`_uTlnnnn1 AA/11i'ni 1 Page 2 of 6 Anne DeVoe Lawler Jameson Babbitt Stites & Lombard PLLC 999 Third Avenue, Suite 1900 Seattle, WA 98104 206-292-1994 (Tel) 206-516-3204 (Direct) 206-292-1995 (Fax) alawler@jbsl.com www.jbsl.com From: Stacy MacGregor [mailto:smacgregor@ci.tukwila.wa.us] Sent: Thursday, April 07, 2011 9:50 AM To: Anne DeVoe Lawler Subject: RE: a few initial BSIP comments Hi Anne, When do you plan on recording the memorandum of the ground lease? I will try to get to these today but may not be able to manage that. My initial thought is that a note is added to the BSIP referencing that these agreements are to be recorded after the BSIP. Stacy Stacy MacGregor, Assistant Planner Wed-Thurs-Friday 8:30-3:00 pm 206.433.7166 City of Tukwila, 6300 Southcenter Blvd, Tukwila, WA 98188 APlease consider the environment before printing this e-mail »> "Anne DeVoe Lawler" <alawler@jbsl.com> 04/07/2011 9:43 AM »> Thanks, Stacy. Will you amend your letter on the parking and landscaping after you review the documents I sent to you? I am travelling today — Monday, but if you want to chat on the phone, I can try to call you between flights. Email is a good option, as have WiFi in the sky © Anne DeVoe Lawler Jameson Babbitt Stites & Lombard PLLC 999 Third Avenue, Suite 1900 Seattle, WA 98104 206-292-1994 (Tel) 206-516-3204 (Direct) 206-292-1995 (Fax) alawler@jbsl.com www.jbsl.com f,IP•//r•\TPrn„\XPar-mziica\dnA57CP1tnlc-mail6100-nn1f0017R1111199C61\GWI00001____ 04/13/2011 Page 3 of 6 From: Stacy MacGregor [mailto:smacgregor@ci.tukwila.wa.us] Sent: Thursday, April 07, 2011 9:37 AM To: Anne DeVoe Lawler Cc: oliverr@brhinc.com Subject: RE: a few initial BSIP comments Anne and Oliver, Attached is your Notice of Completeness and Technical Comments with 2 attachments. Anne, I am reviewing what you sent over yesterday. Oliver, if you have any questions I have meetings all day but I will get back to you. I am off tomorrow and back in on Wednesday. I could issue preliminary approval with conditions but that requires routing to other departments which will delay the process. When I have the revised plans, I will route for final signatures and get them ready to record and issue preliminary and final approval at the same time. Thanks, Stacy Stacy MacGregor, Assistant Planner Wed-Thurs-Friday 8:30-3:00 pm 206.433.7166 City of Tukwila, 6300 Southcenter Blvd, Tukwila, WA 98188 A`" Please consider the environment before printing this e-mail »> "Anne DeVoe Lawler" <alawler@jbsl.com> 04/06/2011 3:24 PM »> Many thanks! Please copy Oliver as well when you get those comments. Anne DeVoe Lawler Jameson Babbitt Stites & Lombard PLLC 999 Third Avenue, Suite 1900 Seattle, WA 98104 206-292-1994 206-516-3204(direct dial) From: Stacy MacGregor [mailto:smacgregor@ci.tukwila.wa.us] Sent: Wednesday, April 06, 2011 3:17 PM To: Anne DeVoe Lawler Subject: RE: a few initial BSIP comments l.1_.//!l_\m____-\V71_------_--_\ AT A G"/!1T71A_-1- _--__1L7nn -_1 nn1'1O')')'711n n l-1/1% 11",(T1) nnnnl n A 11 Al //1 n 1 1 Page 4 of 6 I am still waiting for fire to send over their comments. There are some drawing changes the Oliver needs to address but I am stalling sending over red -lined plans until I here from Fire. I am hoping to have something tomorrow (and I won't be in on Friday). I will keep you posted. Stacy Stacy MacGregor, Assistant Planner Wed-Thurs-Friday 8:30-3:00 pm 206.433.7166 City of Tukwila, 6300 Southcenter Blvd, Tukwila, WA 98188 Please consider the environment before printing this e-mail »> "Anne DeVoe Lawler" <alawler@jbsl.com> 04/06/2011 1:07 PM »> Stacy — Attached is a construction schedule to address item 3 below. You will receive today a letter from me with the Ground Lease addressing item 2 below. Oliver Robar has addressed the items in #1 below. Before he sends you revised drawings, is there anything else he should add/change/delete? Also let us know if a PDF is sufficient or if he needs to get you full sized sets. Thanks. Anne DeVoe Lawler Jameson Babbitt Stites & Lombard PLLC 999 Third Avenue, Suite 1900 Seattle, WA 98104 206-292-1994 206-516-3204(direct dial) From: Stacy MacGregor[mailto:smacgregor@ci.tukwila.wa.us] Sent: Friday, April 01, 2011 2:10 PM To: Anne DeVoe Lawler Subject: a few initial BSIP comments Hi Anne, I have comments on the BSIP from all departments except for fire. I know I won't have them before Wednesday at the earliest. There are a few red -lines on each page that I assume will be quick to change but there are also a couple of bigger things that need to be addressed. I wanted to give you the bigger comments F;lo.I10• mo\ AT1AGI L'11„vnn1'7521-2-1110CI(`A1\l,‘Afinnnnl nni1'2i7n11 Page 5 of 6 today so you and Oliver can work on them while we wait for Fire's comments. I am in the office today until about 3:15 if you have any questions. Thanks, Stacy 1. A BSIP requires a drawing that shows lines marking the boundaries of the existing lots; any existing lot line to be removed (between Parcel A and B) should be a dashed line and so noted. Page 2 shows this information but it is difficult to read because the easements on Parcel B are on the same line as the lot line to be removed. A. Remove vicinity map (already on page 1) and replace with detail showing: 1. Portion of old Lot 1, old Lot 2, new Lots 1 & 2, old Parcels A and B; 2. Show lines marking the boundaries of the existing lots; any existing lot line to be removed (between Parcel A and B) should be a dashed line and so noted. 3. Do not show easements or improvements on this detail. 2. BSIP approval requires cross easement and maintenance agreement(s) for shared parking, circulation, utility and landscape improvements. 1. There is no parking easement to allow either the high school or the Authority to park on the Foundation's property (Lot 1). The reciprocal easement agreement addresses the ability for the Authority and Foundation to access the parking areas but actual parking is not covered. City of Tukwila parking determinations (L09-054 and L10-059) meet the parking requirements by counting the parking provided on Lot 1 for the benefit of both the Authority and the high school. 2. There is not an easement on Lot 1 for the landscape maintenance on Lot 2. 3. Public Works will waive the infrastructure installation and bonding requirement of TMC 17.16.050 for the subject BSIP as long as a reasonable construction schedule is submitted for all site work. Provide a construction schedule for our review and approval. Stacy MacGregor, Assistant Planner Wed-Thurs-Friday 8:30-3:00 pm 206.433.7166 City of Tukwila, 6300 Southcenter Blvd, Tukwila, WA 98188 `p Please consider the environment before printing this e-mail DATA<7nCi+„v nns'10/',/iinnnc‘rNxnnnnn1 nAii')innii Page 6 of 6 f;1A•//r'•\TAmriVVPrrrrtlu;cA\dnA67CP1t„ lr_ma;lfin 17R11'11QQrS1\nwlnnnni n4/1 '/9n1 1 jmeson Babbitt Stites & Lombard PLLC BSL Via Messenger Stacy MacGregor City of Tukwila 6300 Southcenter Blvd. Tukwila, WA 98188 RECEIVED APR 0620111 COMMUNITY DEVELOPMENT April 6, 2011 Re: Museum of Flight Foundation/Aviation High School Dear Stacy: Anne DeVoe Lawler Member alawler@jbsI.com Direct 206.516.3204 Tel 206.292.1994 Fax 206.292.1995 999 Third Avenue, Suite 1900 Seattle, Washington 98104 www.jbsl,com This letter will respond to your comments in your email of Friday, April 1, 2011 (attached). Enclosed is a copy of the executed Ground Lease between the Museum of Flight Foundation and the Aviation High School. A Memorandum of this agreement will be recorded. I call your attention to the license areas described on page 2 in Section 1.2 and continuing on through Section 1.9. Those license areas deal with the parking areas you're concerned about in your item no. 2. I also call your attention to Section 9.3 and Section 10.1 on pages 13 and 14 which also deal. with maintenance obligations regarding those parking areas. Exhibit B on page 34 shows the parking license area and fire access area. Exhibit F shows the encroachment easement area and attached to it is the Encroachment Easement Agreement. This Encroachment Easement Agreement would be recorded following construction of the buildings. I gave it to you before but I would call your attention Section 1.2 of the Encroachment Easement. It addresses specifically the landscaped areas outside of the lot footprint. Once you have had a chance to review these items, please let me know if there is anything you need further on these matters. 52364\01001\00522258.DOC. V1 ADL Stacy MacGregor April 6, 2011 Page 2 Very truly yours, JAMESON BABBITT STITES & LOMBARD, P.L.L.C. By: Anne DeVoe Lawler Enclosure cc: Gene McBrayer (all w/encl) Matt Hayes Bill Green 52364\01001\00522258.DOC.V1 ADL Anne DeVoe Lawler From: Stacy MacGregor [smacgregor@ci.tukwila.wa.us] Sent: Friday, April 01, 2011 2:10 PM To: Anne DeVoe Lawler Subject: a few initial BSIP comments Hi Anne, RECEIVED APR 0 9 2011 COMMUNITY DEVELOPI IE1T I have comments on the BSIP from all departments except for fire. I know I won't have them before Wednesday at the earliest. There are a few red -lines on each page that I assume will be quick to change but there are also a couple of bigger things that need to be addressed. I wanted to give you the bigger comments today so you and Oliver can work on them while we wait for Fire's comments. I am in the office today until about 3:15 if you have any questions. Thanks, Stacy 1. I. A BSIP requires a drawing that shows lines marking the boundaries of the existing lots; any existing lot line to be removed (between Parcel A and B) should be a dashed line and so noted. Page 2 shows this information but it is difficult to read because the easements on Parcel B are on the same line as the lot line to be removed. A. Remove vicinity map (already on page 1) and replace with detail showing: 1. Portion of old Lot 1, old Lot 2, new Lots 1 & 2, old Parcels A and B; 2. Show lines marking the boundaries of the existing lots; any existing lot line to be removed (between Parcel A and B) should be a dashed line and so noted. 3. Do not show easements or improvements on this detail. 2. 2. BSIP approval requires cross easement and maintenance agreement(s) for shared parking, circulation, utility and landscape improvements. 1. There is no parking easement to allow either the high school or the Authority to park on the Foundation's property (Lot 1). The reciprocal easement agreement addresses the ability for the Authority and Foundation to access the parking areas but actual parking is not covered. City of Tukwila parking determinations (L09-054 and L10-059) meet the parking requirements by counting the parking provided on Lot 1 for the benefit of both the Authority and the high school. 2. There is not an easement on Lot 1 for the landscape maintenance on Lot 2. 3. s. Public Works will waive the infrastructure installation and bonding requirement of TMC 17.16.050 for the subject BSIP as long as a reasonable construction schedule is submitted for all site work. Provide a construction schedule for our review and approval. Stacy MacGregor, Assistant Planner Wed-Thurs-Friday 8:30-3:00 pm 206.433.7166 City of Tukwila, 6300 Southcenter Blvd, Tukwila, WA 98188 `p Please consider the environment before printing this e-mail 1 RECEIVED APR 0 6 20111 COMMUNITY DEVELOPMENT GROUND LEASE BY AND BETWEEN MUSEUM OF FLIGHT FOUNDATION, A Washington Non -Profit Corporation AND HIGHLINE SCHOOL DISTRICT NO. 401, A Washington Municipal Corporation rric , 2011 Aviation High School Ground Lease 52364\01001 \00454661.DOC. V 10 ADL 2/14/11 TABLE OF CONTENTS 1. Agreement of Lease 1 1.1 Lease of Building Land 1 1.2 Parking License 2 1.3 Roadway Easement - CP Amended Easement 2 1.4 Encroachment and Footings Easement 3 1.5 School License 3 1.6 Duration of Licenses 3 1.7 Operating Committee and Operating Agreement 3 1.8 Staff Liaisons 3 1.9 Future Development by Museum of Flight 4 2. Term; Tenant's Termination Option; Tenant Actions Prior to Commencement Date 4 2.1 Term 4 2.2 Tenant's Termination Option 4 2.3 Tenant Actions Prior to Commencement Date 5 2.3.1 Inspection and Testing 5 2.3.2 Permit Applications 5 2.3.3. Indemnity Prior to Commencement Date 5 3. Rent 5 3.1 Base Rent 5 3.1.1 Initial Lease Term 5 3.1.2 Renewal Terms 6 3.1.3 Rent Payments During Renewal Terms 6 4. Options to Renew 6 4.1 Option 6 4.1.1 CPI Rent Escalations 6 4.2 Exercise of Renewal Options 7 4.3 Determination of Fair Market Rent 7 4.3.1 Renewal Term Adjustments 7 5. Utilities 7 6. Taxes and Assessments 7 6.1 Payment 7 6.2 Landlord's Right to Pay 8 6.3 Tenant's Right to Contest 8 6.3.1 Direct Payments to Taxing Authorities 8 6.4 Reduction of Taxes and Assessments 8 7. Use of Premises 8 8. Hazardous Substances and Flood Plain 8 8.1 AS IS WHERE IS 8 8.2 Hazardous Substances 9 8.3 On the Premises 9 8.4 Environment 9 8.5 Indemnification 9 8.6 No Consequential Damages 10 9. Improvements to The Premises 10 9.1 Agreement To Construct Improvements 10 9.1.1 Construction Submittals 10 9.1.2 Construction Staging 10 9.1.3 No Liens 10 Aviation High School Ground Lease 52364 \01001100454661.DOC.V10 ADL 2/14/11 9.1.4 Compliance With Laws 11 9.1.5 Miscellaneous Provisions Applicable to Tenant's Work 11 9.1.6 Survival 13 9.2 Exterior Signs 13 9.3 Construction of Road in Roadway Easement Area and of the Parking Area 13 9.4 Alterations and Subsequent Redevelopment 13 10. Repairs and Maintenance 13 10.1 Improvements 13 10.2 Roadway and Parking Area 14 11. Fire and Casualty 14 11.1 Obligation to Repair 14 11.2 Termination by Tenant 14 12. Indemnification 14 12.1 By Tenant 14 12.2 By Landlord 15 13. Insurance 15 13.1 CGL Insurance 15 13.2 Glass Insurance 15 13.3 Extended Coverage 15 13.4 Insurance Companies and Certificates 15 13.5 Blanket Insurance 15 13.6 Adjustments 15 13.7 Waiver Of Subrogation 15 14. Title Insurance; Separate Lot 16 15. No Subordination of Landlord's Interest 16 16. Subordination and Attornment 16 17. Tenant's Right to Mortgage 17 17.1 Leasehold Mortgage 17 17.2 Successor to Leasehold Mortgagee 17 17.3 Obligations to Leasehold Mortgagee 17 18. Force Majeure 18 19. Assignment and Subleasing 19 19.1 Approval by Landlord 19 19.2 Fees and Costs 19 19.3 Documentation 19 19.4 Landlord's Options 19 19.5 No Release 19 19.6 Written Agreement 20 20. Condemnation 20 20.1 Definitions 20 20.1.1 Taking 20 20.1.2 Total Taking 20 20.1.3 Substantial Taking 20 20.1.4 Partial Taking 20 20.1.5 Award 20 20.2 Notice to Other Party 20 20.3 Representative of Each Party 20 20.4 Total Taking 20 20.5 Substantial Taking 21 ii Aviation High School Ground Lease 52364\01001\00454661.DOC.V10 ADL 2/14/11 20.6 Partial Taking 21 20.6.1 Determination by Court 21 20.6.2 Allocation between Landlord and Tenant 21 20.7 Taking for Temporary Use 21 21. Quiet Enjoyment 21 22. Notices 22 23. Attorneys' Fees 22 24. Estoppel Certificates 22 24.1 Provision of Estoppel Certificates 22 24.2 Failure to Deliver Estoppel 23 25. Defaults and Remedies 23 25.1 Tenant's Events Of Default 23 25.1.1 Monetary 23 25.1.2 Non -Monetary 23 25.1.3 Bankruptcy or Insolvency 23 25.1.4 Vacation of Premises 23 25.2 Landlord's Remedies 23 25.2.1 Re-entry 23 25.2.2 Termination 24 25.2.2.1 Tenant Mortgagee Protection 24 25.3 Default of Landlord 24 25.4 Non -Waiver 24 25.5 Landlord Mortgagee Protection 25 26. Binding on Successors 25 27. No Merger 25 28. Time of the Essence 25 29. Captions 25 30. Severability 25 31. Recordation of Memorandum of Lease 25 32. Brokers' Commission and Finder's Fee 26 33. Construction of Lease 26 34. Waiver, Voluntary Acts 26 35. No Partnership 26 36. Holding Over 26 37. Entire Agreement 26 38. Authority 26 39. Net Lease 27 40. Limitation of Liability 27 Aviation High School Ground Lease 52364\01001\00454661.DOC.V10 ADL 2/14/11 EXHIBIT A EXHIBIT A-1 EXHIBIT A-2 EXHIBIT B EXHIBIT B-1 EXHIBIT B-2 EXHIBIT C EXHIBIT D EXHIBIT E EXHIBIT F EXHIBIT G EXHIBIT H EXHIBIT H-1 EXHIBIT H-2 EXHIBIT I EXHIBITS Building Land Adjacent Property (Owned by Museum of Flight Foundation) KCMOFA Land Site Plan (including parking license area and fire access lanes) School License Area (to be used by Museum) School Building Development Plans Binding Site Improvement Plan (BSIP) Permitted Uses Amended CP Easement Encroachment Easement Environmental Reports Development Standards Museum of Flight Future Development School Building (showing fire access lane and future point of connection) Memorandum of Lease iv Aviation High School Ground Lease 52364\01001\00454661.DOC.V10 ADL 2/14/11 GROUND LEASE THIS GROUND LEASE ("Lease") is made and entered into as of % r' , 2011 by and between MUSEUM OF FLIGHT FOUNDATION, a Washington nonprofi corpor ion (hereinafter "Landlord") and HIGHLINE SCHOOL DISTRICT NO. 401, a Washington municipal corporation (hereinafter "Tenant" or "School District".) Recitals A. Landlord is the owner of the real estate described on Exhibit A attached hereto ("Building Land") located in Tukwila, King County, Washington. The Building Land contains approximately 41,500 square feet. It is located on the larger site owned by Landlord. The site plan showing the Building Land is attached hereto as Exhibit B. B. Landlord intends to lease the Building Land to Tenant pursuant to this Ground Lease, and Tenant intends to construct and equip thereon a high school building to serve as the Aviation High School ("Building," also known or referred to as the "AHS") for Tenant. The AHS will be run and operated by Tenant, will contain approximately 60,000 square feet of building area as more fully described in the Development Plan, including all HVAC, electrical and other building systems, and Tenant Improvements, collectively referred to as the "Improvements" or the "Project." In addition to the Building Land, the Landlord shall license to Tenant the non-exclusive right to use 150 parking spaces during certain weekdays and hours, and during certain months of the year, all as more specifically described below. It is the intention of Landlord, pursuant to this Lease, to provide the Building Land for the development of an educational facility dedicated to educating secondary students with an emphasis on aeronautics and aviation, in furtherance of Landlord's tax-exempt purpose. C. In exchange for a reduction in the total Rent, Tenant shall provide Landlord with the right to use certain classroom and meeting areas during non -school hours and days, also as more specifically described below. AGREEMENT NOW, THEREFORE, in consideration of the mutual covenants contained herein, the parties agree as follows: 1. Agreement of Lease. 1.1 Lease of Buildina Land. Effective upon the Commencement Date (as defined in Section 2.1) and provided that the Building Land has been segregated into a separate legal parcel by that date (which legal segregation Landlord is pursuing pursuant to a Binding Site Improvement Plan ("BSIP") through the City of Tukwila (the "City"), which BSIP Landlord intends to complete as soon as reasonably possible), Landlord shall lease to Tenant and Tenant shall lease from Landlord the Building Land, together with any improvements now or hereinafter located thereon which are owned by Landlord (the "Landlord Improvements"), all for the term and use as specified herein. The form of BSIP as of the date of this Lease is attached hereto as Exhibit C. As used herein, the "Premises" shall mean the Building Land and the Landlord Improvements, and the License Areas described in Recital B above and Subsections 1.2 and 1.3 below. 1.1.1 Landlord shall provide Tenant the opportunity to review and approve on any changes to the BSIP prior to final submittal to the City, which approval shall not be unreasonably withheld, and which shall be rendered within two (2) business days after any such changes are submitted to Tenant. Tenant's failure to timely respond shall be deemed to be approval of the BSIP submitted to Tenant. In the event that Tenant timely disapproves any part of the BSIP submittal, then Landlord and 1 Aviation High School Ground Lease 52364\01001\00454661.DOC.V10 ADL 2/14/11 Tenant shall meet within two (2) business days thereafter to address the Tenant's concerns, with both parties acting in good faith to finds a mutually agreeable solution. 1.1.2 Following submittal to the City and thereafter to King County, Landlord shall provide Tenant the opportunity to review and approve any further changes to the BSIP required by such governmental agency, which approval shall not be unreasonably withheld, and which shall be rendered within two (2) business days after any such changes are submitted to Tenant. Tenant's failure to timely respond shall be deemed to be approval of the BSIP submitted to Tenant. In the event that Tenant timely disapproves any part of the BSIP submittal, then Landlord and Tenant shall meet within two (2) business days thereafter to address the Tenant's concerns, with both parties acting in good faith to finds a mutually agreeable solution. 1.2 License Areas . 1.2.1 arkinq License Area. Landlord also hereby grants Tenant a non- exclusive license to use up to 15g parking spaces in the parking area described on Exhibit B attached hereto for the parking of cars (the "Parking License Area") Tenant shall have the right for its agents, employees, students, invitees and subtenants to use the Parking License Area on Mondays — Fridays, from September 1 — June 30 of each year during the Lease Term as extended by renewal, during the hours of 7 AM — 4 PM. Tenant's officers, staff and employees, but not students, will also have the right to use up to twenty (20) parking spaces in the Parking License Area between August 15 and August 31 each year, in preparation for the upcoming school year. Tenant's rights to use the stalls in the parking License Area is not assignable to any other party except a permitted assignee under Section 19 below. Tenant hereby releases Landlord from any and all liability associated with Tenant's use of the Parking License Area, and shall indemnify, defend and hold Landlord harmless from and against any and all claims for damages or injuries (including all costs, as well as reasonable attorneys fees and costs) claimed against Landlord which arise out of Tenant's use of the Parking License Area, or the use of the Parking License Area by Tenant's employees, its invitees, or its contractors. Since Landlord will also be using portions of the Parking License Area, Landlord hereby releases Tenant from any and all liability associated with Landlord's use of the Parking License Area, and shall indemnify, defend and hold Tenant harmless from and against any and all claims for damages or injuries (including all costs, as well as reasonable attorneys fees and costs) claimed against Tenant which arise out of Landlord's use of the Parking License Area, or the use of the Parking License Area by Landlord's employees, its invitees, or its contractors. 1.2.2 Fire Lane Access License. Landlord also hereby grants Tenant, and all emergency personnel, a non-exclusive license to use the fire lane as described on Exhibit B attached for emergency vehicular and pedestrian ingress, egress, and access (the "Fire Access License Area") Once Landlord develops the Adjacent Property (as defined in Section 1.9 below), Landlord reserves the right to relocate this fire lane access in such a manner that still preserves public safety access to the Building Land in a manner acceptable to the City, all as more expressly set forth in Exhibit H, Section 6, attached hereto. The parties also acknowledge that Tenant's Building is designed to allow for a change in the horizontal egress system within the Tenant's Building, including infrastructure to allow the installation of fire shutters on the interior of the south facing curtain wall adjacent to the central stair, in order to accommodate the Museum's anticipated Commercial Gallery. (See Exhibit H, Section 6.) 1.3 Roadway Easement — CP Amended Easement. Landlord also shall grant to Tenant, by separate agreement, a non-exclusive easement to use the roadway shown on the attached Site Plan to access the Premises and the Parking License Area. The roadway easement is subject to all terms and conditions of the CP Road Access and Utility Easement recorded under King County Recording No. 20070228002893 (the "CP Easement"), as such agreement has been (or will be, as a condition to the Commencement Date, as described in Section 2.2) modified by that certain Amended and Restated Road Access and Utility Easement among Landlord, Tenant and Container Properties, L.L.C. (as so modified, the "Amended CP Easement") The form of the Amended CP Easement is attached hereto as Exhibit E. The parties intend to enter into the Amended CP Easement in substantially 2 Aviation High School Ground Lease 52364\01001 \00454661.DOC.V10 ADL 2/14/11 the form attached hereto prior to and as a condition precedent to the Commencement Date. Pursuant to the terms of the CP Easement and of the Amended CP Easement, the Grantee thereunder, Container Properties, L.L.C., its tenants, successors and assigns (collectively referred to as "Container Properties"), retains the right to use the roadway area for non-exclusive ingress, egress, and access to the Container Properties property, and for utilities, and for other matters. Tenant acknowledges that Container Properties' use of its property is industrial, and that varying truck traffic can be expected on the roadway easement area subject to the terms of the CP Easement and/or the Amended CP Easement. 1.4 Encroachment and Footings Easement. Landlord also shall grant to Tenant, by separate agreement, an easement to for any footings which extend outside of the Building Land, and for such encroachments such as pavement, sidewalks, plaza area and landscaping which extend outside of the Building Land, all as shown in that separate "Encroachment Easement Agreement". The form of the Encroachment Easement Agreement is attached hereto as Exhibit F. The grant of this Encroachment Easement shall occur prior to the recordation of the BSIP, and shall be a condition precedent to the Commencement Date. The parties recognize that this Encroachment Easement will need to be mutually revised by the parties at such time as the Museum of Flight's future development occurs on the Adjacent Property, as described in Section 1.9 below. 1.5 School License. In return for a Rent reduction as described in Section 3.1.1 below, Tenant hereby grants Landlord the exclusive right and license to use approximately 5,500 square feet of the Improvements (contemplated to be 3 classrooms, a laboratory, the, commons room and associated hallways and restrooms, as shown on Exhibit B-1, referred to herein as the "School License Area") during the entire Lease Term during the months of July and August when such areas are not being used by Tenant (the "School License".) Tenant agrees to consider, in good faith, whether it will be able to accommodate Landlord's requests, if any, to use the School License Area during other periods (such as school vacations other than during July and August) when the School License Area is not being used by Tenant. Landlord hereby releases Tenant from any and all liability associated with Landlord's use of the School License Area, and shall indemnify, defend and hold Tenant harmless from and against any and all claims for damages or injuries (including all costs, as well as reasonable attorneys fees and costs) claimed against Tenant which arise out of Landlord's use of the School License Area, or the use of the School License Area by Landlord's employees, its invitees, or its contractors. Tenant will pay the utility and custodial costs for the School License Area, in exchange for Tenant's right to use the main auditorium in Landlord's Museum of Flight facility at 9404 East Marginal Way South ("Auditorium") on a scheduled basis when Landlord is not using the Auditorium. The specific hours and other terms of usage of the School License Area and the Auditorium will be established and monitored by the Operating Committee under Section 1.7 below. 1.6 Duration of Licenses. The Parking License, School License and Tenant's right to use the Auditorium shall not be terminated until and unless the applicable Licensee is in default either under this Lease or with respect to the License Areas beyond the applicable cure periods contained herein. The Fire Lane Access License shall not be terminated until Landlord develops the Adjacent Property and provides substitute emergency access. 1.7 Operating Committee and Operating_Agreement. Landlord and Tenant agree to establish an "Operating Committee" that meets on a quarterly basis (or more frequently as circumstances dictate) to discuss and agree upon operational details with respect to the Parking License, the Roadway Easement, the School License, Tenant's use of the Auditorium, the Encroachment Easement and any future development to be undertaken by Landlord pursuant to Section 1.9. It is the intent of Landlord and Tenant that the Operating Committee shall establish and agree to an "Operating Agreement" that will address day-to-day coordinated operational matters such as mutual security, traffic management, and related matters arising out of the location and operation of the Premises adjacent to the Museum of Flight facility. 1.8 Staff Liaisons. Each party also agrees to designate a "Staff Liaison" who shall be the day-to-day contact for Landlord and Tenant. Further, the parties agree that the Staff Liaisons shall be 3 Aviation High School Ground Lease 52364\01001100454661.DOC.V10 ADL 2/14/11 in contact on a monthly basis (or more frequently as circumstances dictate) to discuss and coordinate all day-to-day and other operational matters and to communicate and coordinate with the Operating Committee. 1.9 Future Development by Museum of Flight. Landlord and Tenant further acknowledge that it is the intent that the adjacent property (legally described on Exhibit A-1 attached hereto and shown on Exhibit H-1) owned by Landlord (the "Adjacent Property"), and the property located to the South thereof and owned by the King County Museum of Flight Authority ("KCMOFA") (the "KCMOFA Property") and leased to Landlord (legally described on Exhibit A-2 attached hereto and shown on Exhibit H-1) will be redeveloped by Landlord or its affiliate at some time in the future for the Museum of Flight. Tenant acknowledges and agrees that any such redevelopment may impact the use and location of Tenant's parking, may impact the use of the Roadway Easement, will cause the relocation of the Fire Lane Access License, will cause revisions to be made to the Encroachment Easement (which revisions shall be made mutually by Landlord and Tenant, acting in good faith), and may cause construction activities and noises, none of which shall be deemed a disruption of Tenant's use; provided, however, that Landlord agrees it will not materially and adversely affect Tenant's access to, parking for, or use and enjoyment of the Premises by reason of any such construction. In addition, Landlord's construction may involve connection of the Museum of Flight facilities to Tenant's Building. Landlord and Tenant will work together reasonably to accommodate that construction so that it can occur in a timely fashion without causing Landlord or its affiliates to incur any undue construction costs. The schematic design for any future development by Landlord shall be subject to the prior written approval of Tenant, which approval shall not be unreasonably withheld so long as the schematic design conforms to the development standards attached hereto as Exhibit H. After schematic approval, Tenant will be consulted on, but will not, except as otherwise set forth on Exhibit H, have approval rights over, the construction drawings, construction contract, budget or other details of Landlord's future development on the Adjacent Property so long as it is not materially changed from the approved general schematic design, is consistent with the development standards attached hereto as Exhibit H and maintains visual compatibility (i.e., architectural styles, landscaping, colors and types and quality of materials) with the Project. 2. Term; Tenants Termination Option; Tenant Actions Prior to Commencement Date. 2.1 Term. The term of the Lease shall commence as of June 1, 2011 ("Commencement Date"); provided, however (a) that Tenant shall have the right to accelerate the Commencement Date upon not less than thirty (30) days prior written notice to Landlord (so long as the Building Land will be legally segregated by the accelerated Commencement Date), and (b) that Tenant also shall have the right, upon notice to Landlord given no later than May 1, 2011, to extend the Commencement Date for up to an additional six (6) months (and if such an extension notice is given, the extended date selected by Tenant shall be the Commencement Date for all purposes of this Lease.) The initial term of this Ground Lease shall be for ten (10) years from the Commencement Date through and including the day preceding the tenth (10th) anniversary of the Commencement Date (the "Lease Term".) All references herein to the "Lease Term" shall include the initial term and the extension thereof if Tenant exercises one or more of its Options to Renew set forth in Section 4 below. Tenant shall be entitled to possession upon the Commencement Date. As used herein, "Lease Year" shall mean each twelve (12) month period. 2.2 Tenant's Termination Option. Notwithstanding anything to the contrary contained in this Lease, Tenant shall have the right to terminate this Lease on written notice to Landlord at any time or before the Commencement Date, if Tenant determines that the results of its due diligence investigations regarding the Premises are unsatisfactory, in Tenant's sole and absolute discretion, or if Tenant determines that it will be unable to obtain any or all of the following in form and substance satisfactory to Tenant in its sole discretion: (a) permits or land use approvals necessary to allow development of the Project, together with all necessary utility easements contemplated under Section 5 below; (b) funding for the Project; (c) a binding agreement with the Seattle School District allowing Tenant to build and operate the Project within the boundaries of the Seattle School District; (d) a fully executed 4 Aviation High School Ground Lease 52364\01001 \00454661. D O C. V 10 AD L 3/29/11 original of the Amended CP Easement substantially in the form of Exhibit E, and of the Encroachment Easement substantially in the form attached as Exhibit F. and (e) a leasehold owner's title insurance policy from Chicago Title Insurance Company ("Title Company"), insuring that Tenant has a valid leasehold interest in the Premises subject to permitted exceptions to be approved by Tenant, containing a "legal lot" or "subdivision" endorsement insuring that (i) the Premises is a separate legal lot established pursuant to the BSIP, and containing an endorsement insuring Tenant that the Building Land, and Tenant's leasehold interest hereunder, is benefited by an appurtenant, insurable easement for ingress, egress and utilities as reserved in deed recorded under King County recording number 4784818, which such easement, as amended, shall be part of the legal description of the Building Land, and (ii) containing such permitted exceptions as are addressed in Section 14 below. If Tenant does not so notify Landlord of termination prior to the Commencement Date, this Lease shall continue in full force and effect. If Tenant elects to terminate this Lease, this Lease shall automatically terminate as of the date on which Tenant delivers the notice to Landlord, and neither party shall have any further rights or obligations under this Lease except for the indemnity by Tenant in Section 2.3.3. 2.3 Tenant Actions Prior to Commencement Date. Tenant may undertake the following actions and activities on or pertaining to the Premises prior to the Commencement Date: 2.3.1 Inspection and Testing. Throughout the period prior to the Commencement Date, Landlord has granted Tenant certain inspection and testing rights pursuant to the terms of that certain License and Indemnity Agreement dated January 23, 2009, between Landlord and Tenant ("License and Indemnity Agreement"), the terms of which agreement remain in force and shall survive the execution and delivery of this Lease. 2.3.2 Permit Applications. Tenant shall have the right, at Tenant's sole cost and expense, to commence and prosecute any proceedings necessary to cause any master use, conditional use, building and other permits to be issued. Landlord agrees to execute such documents as Tenant may reasonably request in such regard and for such purpose (including, but not limited to, easements regarding utilities, access, construction, parking or other similar purposes, and land use, building or other development applications) and Landlord further agrees to support and otherwise fully cooperate with such actions commenced by Tenant in connection with development of the Project and to not take any actions or apply for or pursue any permits or approvals that would have the effect of delaying the processing or issuance of Tenant's permits and approvals, provided, however, that (i) any such documents shall be so worded or submitted as to leave Landlord and the Premises without residual liabilities, obligations or encumbrances should Tenant fail to proceed with this Lease, and (ii) no action affecting the Premises shall be finalized and no document referencing the Premises shall be recorded without Landlord's written consent to such finality or recording. Prior to the date of this Lease, Tenant filed its building permit application with the City and Tenant is diligently pursuing its permits to the point where they are ready for issuance. It is the intent and understanding of the parties that the building permit will be ready for issuance no later than March 10, 2011. 2.3.3. Indemnity Prior to Commencement Date. Tenant shall indemnify, hold harmless and defend Landlord from any claims or damages caused by Tenant's investigations or presence on or about the Premises during the period prior to the Commencement Date as provided in the License and Indemnity Agreement, which indemnity obligations to Landlord shall survive any termination of this Lease. 3. Rent. 3.1 Base Rent. 3.1.1 Initial Lease Term. During the initial Lease Term, Rent shall be prepaid in its entirety. Rent is also consideration for the Parking License and the roadway easement. The Base Rent for the ten (10) year Lease Term is One Million Seven Hundred Thousand and no/100 Dollars ($1,700,000.00), and this sum shall be reduced to One Million Three Hundred Thousand and no/100 5 Aviation High School Ground Lease 52364\01001\00454661.DOC.V10 ADL 2/14/11 Dollars ($1,300,000.00) in exchange for Tenant granting Landlord the School License described above. This sum shall be paid in full to Landlord on or before the Commencement Date. 3.1.2 Renewal Terms. The Base Rent to be paid pursuant to Section 3.1.1 shall also constitute prepaid rent if Tenant exercises the first and second Renewal Terms, and no additional rent shall be payable during either of such Renewal Terms other than the One Dollar ($1.00) required to exercise either of such Renewal Terms pursuant to Section 4.1 below. On the first day of the third and fourth Renewal Terms, if exercised by Tenant, the Base Monthly Rent shall be adjusted to Fair Market Rental using the formula and procedure set forth in Section 4.3 below (the "Fair Market Rent Adjustment".) 3.1.3 Rent Payments During Renewal Terms. Unless agreed to otherwise by Landlord and Tenant prior to the commencement of the third and fourth Renewal Terms, Rent without abatement, deduction or offset, except those specifically provided for by the terms of this Lease or by other written agreement between the parties hereto, shall be paid monthly on or before the first day of each calendar month during the third or fourth Renewal Term. All sums paid to Landlord shall be in lawful money of the United States of America. 4. Options to Renew. 4.1 Option. Provided Tenant is then in Good Standing under this Lease, Tenant may at its option ("Renewal Options") extend the initial Lease Term for the Premises for four (4) ten (10) year additional renewal terms (the "Renewal Terms".) If Tenant exercises the first and/or second Renewal Terms, Tenant may exercise each such Renewal Term for the sum of One Dollar ($1.00), and no additional rent shall be payable during either such Renewal Term. If Tenant exercises either of the third or fourth Renewal Options, the Base Monthly Rent for the first year of such Renewal Term shall be established as provided in Section 4.3 below, and otherwise this Lease shall continue in full force and effect on the same terms and conditions set forth herein, including but not limited to yearly CPI rent escalations as provided in Section 4.1.1. "Good Standing" as the term is used herein shall mean that there are no outstanding Tenant monetary defaults and no outstanding non -monetary defaults for which Tenant has been given written notice that Tenant has not cured or is not proceeding to cure in accordance with the cure provisions provided in Section 27 herein. 4.1.1 CPI Rent Escalations. Base Monthly Rent for the First Lease Year of each of the third and fourth Renewal Terms shall be set exclusively pursuant to Section 4.3, and, for each subsequent year during the third and fourth Renewal Terms, the Base Monthly Rent shall be subject to adjustment (the "Index -based Adjustment") on the first day of each subsequent Lease Year (the "Adjustment Date") as follows. The base for computing the increase is the Consumer Price Index All Urban Consumers Seattle -Tacoma Metropolitan Area (1982-84=100), published by the United States Department of Labor, Bureau of Labor Statistics ("Index"), which was most recently in effect preceding the Renewal Term Lease Commencement Date ("Beginning Index".) The Index published and most recently in effect preceding each Adjustment Date ("Extension Index") is to be used in determining the amount of the adjustment from one period to the next. Beginning with the Rent due on and after the first Adjustment Date, the Base Monthly Rent shall be increased to equal the product achieved by multiplying the full Base Monthly Rent due with respect to the month immediately preceding the first Adjustment Date by a fraction where the numerator of the fraction is the applicable Extension Index and the denominator is the Beginning Index. In no event, however, shall the Base Monthly Rent be less than the Base Monthly Rent in effect during the prior year. If the Index is changed so that the base year differs from that in effect when the term commences, the Index shall be converted in accordance with the conversion factor published by the United States Department of Labor, Bureau of Labor Statistics. If the Index is discontinued or revised during the term, such other government index or computation with which it is replaced shall be used in order to obtain substantially the same result as would be obtained if the Index had not been discontinued or revised. Notwithstanding the above, all Fair Market Rent Adjustments pursuant to Section 4.3 shall override and be deemed to reset the Base Monthly Rent for purposes of Index -based Adjustments. 6 Aviation High School Ground Lease 52364\01001\00454661.DOC.V10 ADL 2/14/11 4.2 Exercise of Renewal Options. Tenant shall notify Landlord not later than two hundred ten (210) days prior to the expiration of the Lease Term then ending whether Tenant elects to exercise a Renewal Option or, instead, elects to allow the Lease Term to expire. If Tenant fails to timely deliver such notice, this Lease shall terminate at the end of the Lease Term then expiring, and any holdover tenancy shall be governed by Section 36. In no event shall Tenant have the right to exercise the second, third or fourth Renewal Options if Tenant has not duly exercised the prior Renewal Option. 4.3 Determination of Fair Market Rent. Base Monthly Rent for the First Lease Year in the third and fourth Renewal Terms shall be the "Fair Market Rent" for a ground lease of the Building Land without reference to any Improvements thereon. The calculation of Fair Market Rent shall assume that the highest and best use is the Improvements constructed on the Premises pursuant to Section 9 of this Lease, provided that if the Improvements have been modified to create a higher or better use, then such higher and better use shall be assumed. If Landlord and Tenant are not able to agree on the Fair Market Rent within sixty (60) days after Tenant's notice of election to renew, then such Fair Market Rent shall be determined as follows. Landlord and Tenant shall each, within twenty (20) days after the expiration of such sixty (60) day period, select an MAI appraiser with at least ten (10) years experience in the Seattle area (and if only one party timely selects an appraiser, that party shall provide an additional notice to the other party to the effect that the other party must appoint its appraiser within ten (10) days, and if such appointment is not timely made, the appraiser chosen by the first party shall determine the issue.) If the two appraisers are unable to agree on the Fair Market Rent within twenty (20) days after their selection, they shall, within such twenty (20) day period, select a similarly qualified third appraiser (the "Neutral Appraiser".) Within thirty (30) days after selection of the Neutral Appraiser, the three (3) appraisers shall simultaneously exchange determinations of Fair Market Rent. If the lowest appraisal is not less than ninety percent (90%) of the highest appraisal, then the three appraisals shall be averaged and the result shall be the Fair Market Rent. If the lowest appraisal is less than ninety percent (90%) of the highest appraisal, then the Fair Market Rent shall be the average of the two Fair Market Rents that are closest in dollar amount. The parties shall share equally in the costs for the Neutral Appraiser, and each party shall pay the costs of its own appraiser. 4.3.1 Renewal Term Adjustments. Beginning with the second Lease Year of the third or fourth Renewal Term, Base Monthly Rent shall be adjusted as provided in Section 4.1.1 for adjustments to other Lease Years, except that the Beginning Index shall be the Index Published and most recently in effect prior to the first day of the applicable Renewal Term. 5. Utilities. From and after the Commencement Date of this Lease, Tenant shall pay for all gas, water, electricity, custodial and janitorial services, security services, sewer, garbage removal and other utilities, materials and services that may be furnished to or used or consumed on or about the Premises. Landlord shall have no responsibility whatsoever for any of such charges. Landlord makes no representation or warranty as to the adequacy of or unavailability of utilities to the Premises for Tenant's intended use, but Landlord will cooperate with Tenant in obtaining easements or other necessary rights of access related thereto. Tenant also shall be solely responsible for designing and constructing its Improvements to accommodate the location of any utility corridors or lines that may cross under or through the Building Land. In addition, the parties contemplate that they will enter into utility easements in a form mutually agreed to by the parties for any utilities that serve the Premises and which will cross the Adjacent Property. 6. Taxes and Assessments. 6.1 Payment. Tenant shall, unless otherwise exempt, pay and discharge all real and personal property taxes, general and special assessments and all other charges or taxes levied on or assessed against the Building Land and Project to the full extent of installments falling due from and after the Commencement Date before delinquency and before any fine, interest, or penalty shall become due 7 Aviation High School Ground Lease 52364\01001100454661.D0C.V10 ADL 2/14/11 or shall be imposed by operation of law for their non-payment. If permitted by law, any or all of the above items may be paid in installments (whether or not interest accrues on the unpaid balance) at Tenant's election. All payments of taxes and assessments, and permitted installment payments, shall be prorated for any partial Lease Year and for the year in which the Lease terminates. All payments of taxes and assessments and permitted installment payments levied on or assessed against the Building Land and Project falling due after the termination of this Lease will be assumed by Landlord. Tenant intends to make application to appropriate governmental authorities for an exemption of the Building Land and Project from ad valorem real estate taxes, and Landlord agrees to support Tenant's application, at no cost to Landlord, and agrees that if Tenant succeeds in obtaining such exemption for the Building Land and Project, Tenant will be entitled to the benefit of such exemption. Tenant agrees that it shall provide Landlord with at least ten (10) days prior written notice of Tenant's application for tax exemption, and shall similarly promptly provide Landlord with copies of all approvals and/or disapproval of tax exemption. 6.2 Landlord's Right to Pay. In the event any such taxes, assessments or other charges are not paid when due and in addition to Landlord's rights in the event of a default under Section 27, Landlord shall have the right, but shall not be obligated, to pay the same. If Landlord shall make any such payments, Landlord shall thereupon become entitled to repayment by Tenant on demand, together with interest thereon at the greater of the published prime rate of Bank of America (or its successor institution) plus two percent (2%) per annum, or 12% per annum; provided that in no event shall the interest rate exceed the maximum rate allowed by law. 6.3 Tenant's Right to Contest. Tenant may contest the legal validity or amount of any taxes, assessments or other charges for which Tenant is responsible under this Lease and may institute such proceedings as Tenant considers necessary. If Tenant contests any such tax, assessment, or other charge, Tenant may withdraw or defer payment or pay under protest, provided Tenant indemnifies, defends and holds Landlord and the Premises harmless from any lien, cost, damage, or attorneys' fees or costs by adequate surety bond or other appropriate security. Tenant agrees that it shall provide Landlord with at least ten (10) days prior written notice of any appeal of any taxes (together with a copy of Tenant's appeal) and shall similarly promptly provide Landlord with copies of all decisions on any such appeal. 6.3.1 Direct Payments to Taxing Authorities. Landlord authorizes Tenant to make all payments directly to any taxing authorities and authorizes Tenant to contest any taxes, assessments or other charges, conditioned on Tenant's preventing any liens from being levied on the Premises or upon Landlord, and provided that Tenant provides written evidence to Landlord at least five (5) business days prior to the date that such payments are due that Tenant has made such payments. However, if Tenant chooses not to contest any such levy, Tenant shall give Landlord timely notice thereof so that Landlord may contest any taxes, assessments or other charges levied against the Premises if Tenant fails to do so. 6.4 Reduction of Taxes and Assessments. Tenant shall have the option to seek a lowering of the assessed valuation of the Premises and the Improvements thereon, and Landlord agrees to cooperate and join in any such effort at no expense to Landlord. 7. Use of Premises. Tenant may use and permit the use of the Premises for the construction, maintenance and operation of an aviation high school facility and associated uses as an aerospace educational facility as described in Exhibit D, and for no other uses without Landlord's prior written consent, which may be withheld in Landlord's sole discretion (collectively, the "Permitted Uses".) 8. Hazardous Substances and Flood Plain. 8.1 AS IS WHERE IS. Tenant is leasing the Premises AS IS, WHERE IS, without any representation or warranty as to the presence of any Hazardous Substance on the Property. 8 Aviation High School Ground Lease 52364\01001\00454661.DOC.V10 ADL 2/14/11 Landlord also discloses that the Premises are located within a floodplain, that Tenant is leasing them AS IS WHERE IS, without representation or warranty and that Tenant is responsible for constructing, using and operating the Improvements in compliance with all applicable laws, rules and regulations regarding this status. With respect to Hazardous Substances, Landlord hereby discloses, however, and Tenant acknowledges receipt of, the information and reports identified on Exhibit G attached hereto. 8.2 Hazardous Substances. "Hazardous Substances" shall mean any substance: 8.2.1 which is flammable, explosive, radioactive, toxic, corrosive, infectious, carcinogenic, mutagenic or otherwise hazardous and is or becomes regulated by any governmental authority, agency, department, commission, board, agency or instrumentality of the United States, the State of Washington or any political subdivision thereof; or 8.2.2 which contains asbestos, organic compounds known as polychlorinated biphenyls, chemicals known to cause cancer or reproductive toxicity or petroleum, including crude oil or any fraction thereof; or 8.2.3 which is or becomes defined as a pollutant, contaminant, hazardous waste, hazardous substance, hazardous material or toxic substance under the Resource Conservation and Recovery Act, 42 U.S.C. §§6901-6987, the Comprehensive Environmental Response, Compensation and Liability Act, 42 U.S.C. §§9601-9657, the Hazardous Materials Transportation Act, 49 U.S.C. §§1801- 1812, the Clean Water Act, 33 U.S.C. §§1251-1387, the Clean Air Act, 42 U.S.C. §§7401-7642; the Toxic Substances Control Act, 15 U.S.C. §§2601-2655, the Safe Drinking Water Act, 42 U.S.C. §§300f-300j, the Emergency Planning and Community Right to Know Act of 1986, 42 U.S.C. §§11001-11050, the Washington Model Toxics Control Act, RCW 70.105(a), the Washington Underground Petroleum Storage Tanks Act, RCW Chapter 148, as any of the same have been or from time to time may be amended; and any similar federal, state and local laws, statutes, ordinances, codes, rules, regulations, orders or decrees relating to environmental conditions, industrial hygiene or Hazardous Substances on the Premises, including all interpretations, policies, guidelines and/or directives of the various governmental authorities and agencies responsible for administering any of the foregoing, now in effect or hereafter adopted, published and/or promulgated (collectively, the "Hazardous Substances Laws"); or 8.2.4 the presence of which requires investigation or remediation under any federal, state or local statute, regulation, ordinance, order, action, policy or common law; or 8.2.5 the presence of which on the Premises causes or creates an imminent threat of a nuisance on the Premises or to adjacent properties or poses or creates an imminent threat of a hazard to the health or safety of persons on or about the Premises. 8.3 On the Premises. As used in this Section 8, the phrase "on the Premises" shall mean in, on, within or under the Premises and the phrase "on or about the Premises" shall mean in, on, within, under or about the Premises. 8.4 Environment. As used in this Section 8, the term "environment" shall mean and include the Premises, the sea, sea fisheries, surface waters, the underlying aquifer, the air and any other part of the environment. 8.5 Indemnification. Tenant agrees that during its use and occupancy of the Premises it shall comply with all Hazardous Substance Laws with regard to the use, storage, transportation and disposal of Hazardous Substances on the Premises, and Tenant shall, to the fullest extent permitted by law, defend, indemnify and hold Landlord harmless from and against any and all loss, injury, claims, actions, damages, fines, penalties, demands, obligations, assessments, costs (including reasonable attorneys' and consultants' fees) and expenses of any kind with regard to Hazardous Substances occasioned by or arising out of Tenant's activities on the Premises under this Lease, or the activities of Tenant's subtenants, agents, employees, contractors, or invitees. Since Landlord will be 9 Aviation High School Ground Lease 52364\01001\00454661.DOC.V10 ADL 2/14/11 using the School License Area and the Parking License Area during the Lease Term, Landlord shall, to the fullest extent permitted by law, defend, indemnify and hold Tenant harmless from and against any and all loss, injury, claims, actions, damages, fines, penalties, demands, obligations, assessments, costs (including reasonable attorneys' and consultants' fees) and expenses of any kind with regard to Hazardous Substances occasioned by or arising out of Landlord's activities on the School License Area or the Parking License Area, or the activities of Landlord's subtenants, agents, employees, contractors, or invitees. 8.6 No Consequential Damages. Tenant agrees that, should Hazardous Substances exist on the Premises as of the Lease Commencement Date, then (i) Landlord shall not be liable for any consequential damages to Tenant (such as lost profits) resulting from such Hazardous Substances, and (ii) as between Landlord and Tenant, Tenant shall be responsible for remediation costs. Nothing herein shall be construed to waive or release any claims of Tenant against any third parties. 9. Improvements to The Premises. 9.1 Agreement To Construct Improvements: Tenant agrees to improve the Premises by constructing and installing thereon the new Improvements, all of which shall be visually compatible (i.e., architectural styles, landscaping, colors and types and quality of materials) with the main Museum of Flight campus located at 9404 E. Marginal Way South ("Main Museum Campus"), and shall be done in substantial conformity with the schematic design and general building improvement plans which are shown on the "Development Plan" attached hereto as Exhibit B-2. Tenant shall commence construction within nine (9) months after the Commencement Date, and thereafter use commercially reasonable efforts to obtain substantial completion of the Improvements no later than twenty-four (24) months after commencement of construction, subject to force majeure delays described in Section 18. 9.1.1 Construction Submittals. Prior to commencing construction, Tenant shall submit to Landlord a construction budget and a construction contract, a construction schedule and shall make available for Landlord's review a complete set of plans and specifications for the Improvements; provided, however, that Landlord shall not have approval rights over such items so long as there is no material change to the general schematic design in the Development Plan. Tenant shall use a reputable, competent, Washington State licensed and financially responsible contractor to construct the Improvements on the Premises. If Tenant proposes to make material alterations from the Development Plan, Landlord shall have the right to approve all such alterations, which approval shall not be unreasonably withheld or delayed, prior to the Tenant's submittal thereof to the local governing authorities for any permitting or approvals. Any material alterations from the Development Plan shall maintain the visual compatibility (i.e., architectural styles, landscaping, colors and types and quality of materials) of the Project with the Main Museum Campus. The approved Development Plan is attached hereto as Exhibit B-2. 9.1.2 Construction Staging. At least forty-five (45) days prior to Tenant's estimated commencement of construction date, Tenant and Landlord shall meet to discuss construction staging areas, construction traffic and delivery, construction parking and hours for various construction activities. Tenant acknowledges that the adjacent Museum of Flight is open for a variety of activities, and that Landlord's reasonable requirements will be taken into account in order to minimize interference with those Museum related activities, which Landlord requirements will include the Landlord's ability to use the Roadway Easement, and to use the Adjacent Property for parking. Landlord will allow Tenant to use Landlord's Adjacent Property for construction staging so long as Landlord is not then using such area for its own purposes. In addition, Tenant acknowledges that its construction activities will need to be coordinated with Container Properties pursuant to the terms of the Roadway Easement. 9.1.3 No Liens. Tenant is not authorized to subject Landlord's interest in the Premises to any easement, restriction, lien, charge or encumbrance of any kind or nature without Landlord's prior written consent. Tenant shall permit no liens arising due to work performed by or under Tenant's authority to encumber the Premises and should any lien claims be filed of record, Tenant shall 10 Aviation High School Ground Lease 52364\01001\00454661.DOC.V10 ADL 2/14/11 remove any such liens by payment or bond within forty-five (45) days after notice thereof by Landlord to Tenant. Any bond posted shall be in form and substance satisfactory to Landlord and Landlord's lender, and shall be an amount equal to 150% of the lien. 9.1.4 Compliance With Laws. All new Improvements constructed on the Premises shall be self contained and the Project shall constitute in all ways, according to all laws, rules and regulations, a standalone project, provided that the new Improvements on the Premises may rely on utility easements over adjoining property owned by Landlord provided that the location thereof and terms and conditions thereof are approved by Landlord in writing, such approval not to be unreasonably withheld or delayed. No new Building (as opposed to paving, curbs, sidewalks, plaza areas, footings, or landscaping, which shall be provided for by the Encroachment Easement) Improvements shalt straddle property lines with Landlord or any third parties. Landlord does disclose that certain utility easements may cross under the ground surface, and that Tenant shall be required to design and construct its Improvements taking those existing utilities into account. Landlord shall not be required to relocate or pay anything to address existing utility lines and corridors. 9.1.5 Miscellaneous Provisions Applicable to Tenant's Work. Tenant hereby covenants and agrees to design and construct the Improvements in accordance with the following terms and conditions: (a) Consent to Changes. Any changes in the design of the new Improvements shall comply with the requirement of Section 9.1.1. (b) Documents. Tenant shall, upon request, provide Landlord with duly executed copies of all contracts, agreements, and permits necessary for the successful completion of all aspects and phases of construction in accordance with the working plans, drawings, and specifications, including, without limitation, contracts with the architect, the contractor and the environmental consultant, building permits, certificates of occupancy, plans covering the location and connection of all utilities. (c) Compliance. Tenant shall construct the Improvements substantially in accordance with the final plans and specifications, in accordance with all the applicable ordinances and statutes, and in accordance with the requirements of all regulating authorities. The new Improvements when completed shall be wholly within the building restriction lines (if applicable), and shall not violate applicable use or other restrictions contained in the prior conveyances, easements and restrictions of record, zoning ordinances or regulations. In addition, the new Improvements shall be designed and constructed by Tenant in accordance with any applicable flood plain restrictions. (d) Insurance. During construction of the Improvements, Tenant shall obtain insurance for the Improvements from an insurance carrier licensed to do business in the State of Washington and having a rating of A in Best's Insurance Guide, through a Builder's All Risk Policy in form and content reasonably acceptable to Landlord, which policy shall be on an "all risk" basis (including collapse) on a completed value (excluding foundations, excavations and footings) covering the interest of Landlord, Landlord's lender (if any), Tenant, and their contractors or sub -contractors and all work incorporated in Improvements and equipment on or about the Premises, including equipment of Tenant's general contractor or other contractors or sub -contractors engaged in construction of the Improvements. Such policy shall name Landlord, Landlord's lender (if any), and Container Properties as additional insureds and shall provide that it shall not be canceled without at least thirty (30) days prior written notice to Landlord. Prior to commencement of construction, Tenant shall provide Landlord with a copy of the policy of insurance required hereby or a certificate thereof. (e) Ownership of Improvements. During the Lease Term, the new Improvements shall be owned by Tenant and Tenant shall be entitled to all benefits of such ownership, including without limitation, depreciation and investment credits under applicable tax laws, but all Improvements shall become Landlord's property upon termination of this Lease without any payment 11 Aviation High School Ground Lease 52364\01001\00454661.DOC.V10 ADL 2/14/11 required by Landlord. Upon termination of this Lease, Tenant will not be required to demolish the Improvements but may remove any removable fixtures, furniture, and other personal property from the interior of the Premises provided that Tenant fully and completely repairs any damage caused by such removal. (f) Hold Harmless. Tenant shall defend, hold harmless, and indemnify Landlord from and against any and all claims, demands and legal actions brought against Landlord (including reasonable attorneys fees and costs), which claims, demands or legal actions result from the actions, omissions or other negligence of Tenant, its contractors, employees or agents with respect to the construction, use, maintenance, closure or operation of the Improvements. (g) Construction Materials. Tenant warrants to Landlord that all materials used in the construction of the Improvements shall be new and shall not contain asbestos. (h) Workmanlike Quality. Tenant warrants that all work on the Premises shall be completed by skilled laborers in a workmanlike manner. (i) Survey and Contracts. Upon completion of the building, Tenant agrees to provide Landlord with an as -built survey of the new Improvements (or a copy of the construction job redlined plans and specifications), and, upon request, copies of all service manuals, contracts and warranties for the Building, and all appliances, systems and materials therein. (j) Inspection. During the course of construction, Tenant and its contractor ("Contractor") shall on reasonable prior notice and at reasonable times give any representative of Landlord or Landlord's lender (if any) access to, and permit such representative to examine and to inspect the Improvements and all materials to be used in the construction thereof, all at such normal business hours as Landlord may reasonably request, and permit such representative to copy plans and permits relating to the construction of the Improvements, provided, however, that Landlord shall have no obligation to make any such inspections nor any responsibility to Tenant or any person, firm or corporation for any deficiency in construction or variance from the plans and specifications which may be revealed by any such inspection, whether or not discovered by Landlord. (k) Construction Meetings. Tenant shall schedule regular construction progress meetings with Landlord. These shall occur on a mutually agreeable schedule, but shall occur at least weekly and shall, to the maximum extent possible, coincide with the regular construction team meetings to be held with the general contractor and other construction team members. The meetings shall be coordinated by the Staff Liaisons. These meetings shall commence once Tenant receives its building permits. (I) Utilities. Tenant shall be solely responsible for determining that utilities are available to the Premises for Tenant's intended Improvements. Tenant also shall be solely responsible for designing and constructing its Improvements to accommodate the location of any utility corridors or lines that may cross under or through the Building Land. (m) Licenses and Permits. Tenant, at Tenant's expense, shall procure all necessary licenses and permits for the construction and installation of the Improvements and shall arrange for availability of all utilities necessary to the operation of the Premises in accordance with the Development Plan. (n) Construction Financing and Due Diligence. Tenant will use commercially reasonable efforts to process its construction permits promptly and to arrange financing in an expeditious manner. Tenant will continuously and diligently pursue completion of construction once it has commenced, subject to force majeure delays described in Section 18. 12 Aviation High School Ground Lease 52364\01001\00454661.DOC.V10 ADL 2/14/11 9.1.6 Survival. All warranties, representations and indemnification provisions in this Section 9.1 shall survive Lease termination. 9.2 Exterior Siqns: Any exterior signs to be erected on the Premises shall be subject to Landlord's prior written approval, which shall not be unreasonably withheld or delayed. Landlord agrees to join in or consent to any application for sign permits in which Landlord's consent is necessary, and Tenant's right to erect all such signage shall be subject to all applicable governmental laws and regulations. Coterminous with the termination or expiration of the Lease, Tenant shall, if Landlord so requests, eliminate all such identification from the Premises. Such removal shall be accomplished in a workmanlike manner without liens, and Tenant shall make all repairs for damage resulting from such removal in order that the Premises shall be in a presentable condition and appearance. 9.3 Construction of Road in Roadway Easement Area and of the Parking Area. In the event that Container Properties has not already constructed the roadway pursuant to the CP Easement or the Amended CP Easement at the time Tenant commences construction of the Improvements, then in such event, Tenant shall be responsible for constructing and paving the roadway in the roadway easement area pursuant to the terms of the Amended CP Easement (as attached hereto), and constructing Tenant's parking spaces in the Parking License Area, all to specifications approved in advance by Landlord, which approval shall not be unreasonably withheld or delayed so long as (a) the roadway is built sufficient to handle Tenant's construction traffic, Tenant's traffic for Tenant's use, and can be modified when necessary to handle the traffic as specified for Container Properties' use under the Amended CP Easement, and (b) the parking area is built sufficient for Tenant's use as a parking area (i.e., to contain approximately 150 parking spaces.) If Landlord later elects to expand the Parking License Area, then Landlord and Tenant shall negotiate in good faith toward the execution and delivery of a cost - sharing agreement between Landlord and Tenant governing, among other things, the expansion of the Parking License Area by Landlord and the parties' responsibilities for the sharing of costs and maintenance responsibility for the Parking License Area and related utilities that may run on or under such area. In such event, Landlord and Tenant shall agree on their respective responsibility for maintenance costs related to the Parking License Area, based on their respective allocated uses thereof. If Tenant builds the roadway in the roadway easement area pursuant to this Section 9.3, Landlord and Tenant will use reasonable efforts to obtain reimbursement of costs as appropriate from Container Properties pursuant to the Amended CP Easement. Tenant shall be responsible for the balance of the initial construction costs, and for any and all repairs necessitated by Tenant's construction activities. 9.4 Alterations and Subsequent Redevelopment. After completion of the Improvements, Tenant may from time to time during the Lease Term make such changes, alterations, additions, substitutions or improvements to the Project as Tenant may reasonably consider necessary and desirable to adapt or equip the Project for Tenant's use and occupancy, provided such changes, alterations, additions, substitutions or improvements are visually compatible (i.e., architectural styles, landscaping, colors and types and quality of materials) with the Main Museum Campus. Any redevelopment of the Premises that materially expands the Building footprint or that materially alters the School License Areas shall require Landlord's prior written consent, which shall not be unreasonably withheld or delayed so long as the Permitted Use does not change. Any such material redevelopment shall be subject to Tenant's compliance with the terms of Article 9 above with respect to any and all new Improvements. 10. Repairs and Maintenance. 10.1 Improvements. Throughout the Lease Term, Tenant shall, at Tenant's sole cost and expense maintain the Premises and all Improvements thereon in good condition and repair consistent with Tenant's high school maintenance and repair standards, and to a level visually compatible with Landlord's maintenance of the Main Museum Campus. The Premises' conditions also must be maintained in accordance with applicable laws or rules, ordinances, orders and regulations of federal, state, county, municipal and other governmental agencies and bodies having or claiming jurisdiction over 13 Aviation High School Ground Lease 52364101001\00454661.D0C.V10 ADL 2/14/11 the Premises, provided that nothing in this Section 10 shall be construed as limiting any right given elsewhere in this Lease to alter, modify, demolish, remove or replace any Improvements. 10.2 Roadway and Parking Area. After initial construction of the roadway and parking area within the roadway easement area and within the Parking License Area, and until the Parking License Area is expanded by Landlord as described in Section 9.3, Tenant shall be responsible for maintenance and repair thereof in accordance with applicable laws or rules, ordinances, orders and regulations of federal, state, county, municipal and other governmental agencies and bodies having or claiming jurisdiction over the Premises. After the Parking License Area is so expanded by Landlord, Landlord shall be responsible for maintenance and repair thereof in accordance with applicable laws or rules, ordinances, orders and regulations of federal, state, county, municipal and other governmental agencies and bodies having or claiming jurisdiction over the Premises, and Tenant shall pay its pro rata share of such costs, payment of which shall be due and payable to Landlord within thirty (30) days after Tenant receives a bill (and back up information) for any and all such costs, provided such costs are consistent with an annual budget for such maintenance and repair costs approved by Landlord and Tenant in advance, or are otherwise approved by Tenant in advance. Tenant's pro rata share shall be determined pursuant to the cost -sharing agreement provided for in Section 9.3. Notwithstanding the foregoing, in the event that any maintenance or repair is due solely to the negligent act or omission of Tenant, its agents, employees or contractors, or that of Landlord, its agents, employees or contractors, then the negligent party shall be responsible for the cost to replace or repair. In addition, any maintenance of the roadway shall be governed by the Amended CP Easement Agreement. 11. Fire and Casualty. 11.1 Obligation to Repair. If the Improvements on the Premises shall be damaged or destroyed by fire or other casualty, Tenant, shall, as soon as practicable after the date of such damage or destruction, commence to make and diligently pursue completion of necessary alterations, repairs and/or replacements to such Improvements for the purpose of restoring said Improvements to substantially the condition same were in immediately prior to such fire or other casualty loss, provided that Tenant receives sufficient insurance proceeds to do so. Rent shall not abate during any such period of repair. 11.2 Termination by Tenant. Notwithstanding the foregoing, if this damage or destruction (i) involves more than twenty-five percent (25%) of the Building so that the Building is no longer usable as a high school, or (ii) occurs during the last twenty-four (24) months of the Lease Term, or (iii) is not fully insured, then in any such event, Tenant may elect to terminate this Lease. This election must be made by written notice from Tenant to Landlord, and received by Landlord within ninety (90) days after the date of damage or destruction. If the Lease terminates pursuant to the terms of this Section, Base Rent (if applicable) shall cease to accrue as of the date of damage or destruction, provided that in the event of such termination Tenant shall, at its election, either (i) restore the Improvements to commercially reasonable condition or (ii) remove all debris and remaining structures and return the Premises to Landlord in a debris -free and unimproved condition, and in either case such action shall be commenced within ninety (90) days after the date of damage or destruction and shall be diligently pursued to completion. Until Tenant's redelivery of the Premises to Landlord in the condition required, all terms and conditions of this Lease, excepting only payment of Base Rent, shall continue to be applicable. 12. Indemnification. 12.1 By Tenant. To the fullest extent permitted by law, Tenant agrees to defend, indemnify and hold Landlord and the Premises harmless from any and all damages or liabilities (including all reasonable attorneys fees and costs) at any time occasioned by or arising out of (a) any act, activity or omission on or about the Premises of Tenant, or Tenant's subtenants, concessionaires, agents, employees, directors, officers, or invitees, or (b) the occupancy or use of the Premises, the Parking Area License and/or the Roadway License or any part thereof, by or under Tenant; except to the extent Landlord is itself negligent or contributorily negligent in the circumstances. 14 Aviation High School Ground Lease 52364\01001100454661.DOC.V10 ADL 2/14/11 12.2 By Landlord. To the fullest extent permitted by law, Landlord agrees to defend, indemnify and hold Tenant harmless from any and all damages or liabilities (including all reasonable attorneys fees and costs) at any time occasioned by or arising out of (a) any act, activity or omission of Landlord, or Landlord's subtenants, concessionaires, agents, employees, directors, shareholders, officers, or invitees, or (b) the occupancy or use of the Premises, the School License Area, the Parking Area License and/or the Roadway License or any part thereof, by or under Landlord; except to the extent Tenant is itself negligent or contributorily negligent in the circumstances. . 13. Insurance. 13.1 CGL Insurance. Tenant, at all times during the Term of this Lease from and after the Commencement Date, or any renewal or extension hereof, and at its expense, will procure, maintain and keep in force general public liability insurance for claims for personal injury, death or property damage, occurring in or about the Premises with limits of not less than $3,000,000.00 in respect to death or injury of a single person, not less than $3,000,000.00 in respect to any one accident, and not less than $3,000,000.00 in respect to property damage. 13.2 Glass Insurance. Tenant, at all times during the Term of this Lease from and after the Lease Commencement Date, or any renewal or extension hereof, and at its expense, will procure, maintain and keep in force plate glass insurance if and to the extent plate glass is utilized. 13.3 Extended Coverage. Tenant, at all times during the Term of this Lease from and after the Lease Commencement Date, or any renewal or extension hereof, and at its expense, will procure, maintain and keep in force fire, extended coverage and vandalism and malicious mischief insurance on the Improvements and Personalty to be constructed or installed on the Premises by Tenant (including the roof) for the insurable value thereof. In the event of any loss covered by such insurance, the proceeds therefrom shall be payable to Tenant. 13.4 Insurance Companies and Certificates. Certificates of all such insurance will be delivered to Landlord. Each liability insurance policy required under this Section will name Landlord (and, if requested by Landlord, its mortgagee) as an additional insured thereunder, will be issued by a financially responsible company or companies licensed in the state in which the Property is located with a Best's rating of A and subject to Landlord's prior reasonable approval, and will provide that such policy or policies will not be cancelled without the insurance company first giving Landlord written notice thereof, at least thirty (30) days before any such cancellation shall become effective. 13.5 Blanket Insurance. Tenant may, at its option, provide the insurance required under this Section in a blanket policy or policies of insurance and may, at its option, effect the insurance required to be maintained pursuant to Subsection 13.1 of this Section under a policy or policies in the amounts required, less a reasonable deductible amount, the loss with respect to which would be required to be borne by Tenant. 13.6 Adjustments. Tenant and Landlord shall revisit the limits and types of insurance required hereunder on every fifth (5th) anniversary of the Lease Commencement Date, and Tenant shall in good faith secure the types and limits of insurance 'coverage as is then typical for similarly developed properties if the same is available at a commercially reasonable cost. 13.7 Waiver Of Subrogation: Notwithstanding anything set forth in this Lease to the contrary, the Parties, to the fullest extent permitted by law, do hereby waive any and all rights of recovery, claim, action or cause of action against each other and their respective officers, directors, partners, employees, agents and contractors for any loss or damage that may occur to the Premises or any additions thereto, or any contents therein (including the personalty) by reason of fire or any of the other perils required to be insured hereunder, or for which Landlord or Tenant (as the case may be) may in fact be reimbursed as a result of insurance coverage affecting any loss suffered by either Party, regardless of cause or origin, including the negligence of Landlord or Tenant or their respective permittees, to the 15 Aviation High School Ground Lease 52364101001\00454661.DOC.V10 ADL 2/14/11 extent such Toss or damage is covered by valid and collectible insurance in effect at the time of such loss or damage and so long as and to the extent that all fire and other casualty insurance policies carried by either Party covering the Premises, or any portions thereof, or the Personalty shall expressly waive any right on the part of the insured against the other Party and its officers, directors, partners, employees, agents, contractors, invitee and licensees for damage to or destruction of any buildings or other improvements located thereon resulting from the acts, omissions or negligence of the other Party or its officers, etc. and contain a waiver of subrogation by the insurer against the other Party. Each Party hereto shall be required to obtain such a waiver of subrogation in any policy or policies of insurance required to be maintained hereunder. 14. Title Insurance; Separate Lot . Landlord hereby authorizes Tenant to apply at Tenant's sole expense, for an ALTA extended coverage Tenant's title insurance policy for the Premises to be issued by the Title Company, containing no exceptions other than those to be approved by Tenant, which approval shall not be unreasonably withheld. In the event that there are restrictions of record which Tenant disapproves, and which Landlord cannot or will not agree to remove, then Tenant's remedy shall be to terminate the Lease, as title acceptable to Tenant is a condition precedent to the Commencement Date (see Section 2.2(i) above.) The title policy shall contain the endorsements described in Section 2.2, including a "legal lot" or "subdivision" endorsement insuring that the Building Land is a separate, legally created lot, and Landlord shall be responsible, at Landlord's cost, for completing all steps required to create the Building Land as a separate legal parcel, on or before the Commencement Date through the BSIP, so that Tenant may obtain the "legal lot" or "subdivision" endorsement. As set forth in Section 1.1.1 and 1.1.2 above, Tenant shall have the right to approve any restrictions to be recorded against or otherwise imposed on the Building Land or the Premises which arise out of the process of creating the Building Land as a separate legal parcel, which approval shall not be unreasonably withheld or delayed so long as such restrictions otherwise allow Tenant to construct, own, operate and maintain the Improvements as contemplated by this Lease at a cost that, in Tenant's reasonable opinion, are not, individually or in the aggregate, materially in excess of Tenant's budget for such costs, and Landlord shall not agree to any such restrictions without Tenant's prior written approval. Landlord shall provide Tenant with a copy of the ALTA survey obtained in connection with such land separation at no cost to Tenant. 15. No Subordination of Landlord's Interest. Landlord shall not be required to subordinate its interest in the fee estate of the Premises to any mortgagee or security interest of Tenant's lenders. 16. Subordination and Attornment. Landlord represents to Tenant that Landlord is the sole owner in fee simple of the Premises, and that the Premises are not encumbered by any deed of trust or mortgage lien except for an existing first deed of trust in favor of Apex Foundation ("Existing Lender") Simultaneously with the execution and delivery of this Lease, Existing Lender, Tenant and Landlord have entered into a mutually satisfactory Subordination, Non -Disturbance and Attornment Agreement in recordable form, which agreement will be recorded by Landlord or Tenant on or after the Commencement Date. Tenant, upon request of Landlord, will subordinate this Lease to any future mortgage and/or deed of trust, assignment of lease or other security instrument which shall hereafter affect the Premises and to any renewal, modification or extension thereof, subject to the following conditions and only if such conditions have been met. Tenant will execute and deliver any instruments required to subordinate this Lease to any such first mortgage; provided that Landlord shall simultaneously deliver or cause to be delivered to Tenant an agreement in writing, in recordable form and otherwise in form reasonably acceptable to Tenant executed by such mortgagee, providing that so long as Tenant shall faithfully discharge its obligations under this Lease, its tenancy shall not be disturbed nor this Lease be affected by any default under such mortgage, and in the event of a foreclosure sale of the Premises pursuant to such mortgage, or any sale, transfer, conveyance or other proceeding in lieu thereof, that same will be sold, transferred or 16 Aviation High School Ground Lease 52364\01001\00454661.DOC.V10 ADL 2/14/11 conveyed subject to this Lease, the terms of which shall be binding upon the mortgagee or other purchaser at foreclosure or other procedure or sale in lieu thereof and their heirs, successors and assigns. 17. Tenant's Right to Mortgage.. 17.1 Leasehold Mortgage. Notwithstanding any other provision of this Lease, Tenant or any subtenant may assign, mortgage or encumber this Lease, the Improvements, any rents, issues or profits derived from ownership, use or operation of the Improvements or its interest in any Sublease, pursuant to a mortgage, deed of trust, assignment of lease, or other similar security instrument, as security for the payment of loans. Any such assignment, mortgage or encumbrance shall be referred to herein as a "Leasehold Mortgage," and the holder of any such Leasehold Mortgage shall be referred to herein as a "Leasehold Mortgagee." 17.2 Successor to Leasehold Mortqaqee. The making of a Leasehold Mortgage shall not be deemed to constitute an assignment or transfer of this Lease, nor shall any Leasehold Mortgagee, as such, be deemed to be an assignee or transferee of this Lease so as to require such Leasehold Mortgagee, as such, to assume the performance of any of the terms, covenants, or conditions on the part of the Tenant to be performed hereunder, but the purchaser at any sale of this Lease in any proceedings for the foreclosure of any Leasehold Mortgage, or the assignee or transferee of this Lease under any instrument of assignment or transfer in lieu of the foreclosure of any Leasehold Mortgage, or any Leasehold Mortgagee in possession after a default by Tenant under the Leasehold Mortgage, shall be deemed to be an assignee or transferee and shall be deemed to have agreed to perform all of the terms, covenants and conditions on the part of the Tenant to be performed hereunder from and after the date of such transfer, for so long as such purchaser, assignee or transferee shall be the owner of the Tenant's interest hereunder. 17.3 Obligations to Leasehold Mortgagee. If Tenant mortgages this Lease in compliance with this Section 17, then so long as such Leasehold Mortgage shall remain unsatisfied of record, the following provisions shall apply: (a) Landlord shall serve upon the Leasehold Mortgagee, in the manner provided in Section 22 of this Lease, a copy of any notice of default sent to Tenant. (b) In the event of any default by Tenant under the provisions of this Lease, the Leasehold Mortgagee will have the same concurrent grace periods as are given to Tenant for remedying such default. Landlord agrees that it shall accept such performance by or at the instance of the Leasehold Mortgagee as if the same had been made by Tenant. For such purpose, Landlord and Tenant hereby authorize the Leasehold Mortgagee to enter upon the Premises and to exercise any of the Tenant's rights and powers under this Lease and, subject to the provisions of this Lease, under the Leasehold Mortgage. (c) In the event of any curable default under this Lease, and if prior to the expiration of any applicable grace period specified in this Section 17.3, the Leasehold Mortgagee gives Landlord written notice that it intends to cure such default, or cause the same to be cured, then Landlord will not terminate or take any action to effect a termination of this Lease or re-enter, take possession of or relet the Premises so long as the Leasehold Mortgagee is, with all due diligence and in good faith, engaged in the curing of such default (whether or not pursuing foreclosure of the Leasehold Mortgage.) The Leasehold Mortgagee shall not, however, be required to continue in possession of the Premises (or continue any foreclosure proceedings) if such default shall be cured. The term "curable default" means any default under this Lease which can be cured by the Leasehold Mortgagee. The term "incurable default" means any default which cannot be reasonably cured by the Leasehold Mortgagee. (d) In the event that this Lease is terminated by Landlord on account of any incurable default under this Lease, Landlord shall serve notice to the Leasehold Mortgagee that the 17 Aviation High School Ground Lease 52364 \01001 \004 54661. DO C . V 10 AD L 2/14/11 Lease has been terminated. The notice shall include a statement of any and all sums which would at the time be due under this Lease but for such termination and of all other defaults under this Lease then known to Landlord. The Leasehold Mortgagee shall thereupon have an option, which must be exercised within forty five (45) days after the notice, to obtain a new lease ("New Lease") in accordance with and upon the following terms and conditions: (i) The New Lease shall be effective as of the date of termination of this Lease, and shall be for the remainder of the Term of this Lease and at a rent, fee and upon all of the original agreements, terms, covenants and conditions including any right of renewal (if any.) Such New Lease shall require the lessee to perform any unfulfilled obligation of the Tenant under this Lease. (ii) Nothing herein, however, shall be deemed to obligate Landlord to deliver possession of the Premises to the lessee under any New Lease. Upon the execution and delivery of such New Lease, the lessee, in its own name or in the name of Landlord, may take all appropriate steps as shall be necessary to remove Tenant from the Premises. (e) Subject to the provisions of this Section 17, the Leasehold Mortgagee may exercise, with respect to the Premises, any right, power, or remedy under the Leasehold Mortgage. The Leasehold Mortgagee (or its designee) or any other purchasers in foreclosure proceedings may become the legal owner and holder of Tenant's interest in this Lease through such foreclosure proceedings or by assignment of this Ground Lease in lieu of foreclosure. (f) In the event that the Leasehold Mortgagee shall acquire title to Tenant's interest in this Lease (whether through foreclosure or assignment in lieu of foreclosure) or under a New Lease pursuant to this Section, the Leasehold Mortgagee may assign this Lease in accordance with the provisions of Section 19 and shall, upon full assumption of the lease by the assignee, be released from all liability for the performance or observance of the covenants and conditions in such lease contained on Tenant's part to be performed and observed from and after the date of such assignment. Any such assignment by Leasehold Mortgagee is subject to the prior written consent of Landlord, which consent shall not be unreasonably withheld or delayed so long as the use by the proposed assignee will be for the uses permitted under this Lease and the assignee is compatible with Landlord's general mission and objectives to educate students and the public in the history of air and space development, science, and the humanities. (g) No agreement between Landlord and Tenant modifying, canceling or surrendering this Lease shall be effective without the prior written consent of the Leasehold Mortgagee. (h) A standard mortgagee loss payee clause naming Leasehold Mortgagee may be added to any and all insurance policies required to be carried by Tenant hereunder on condition that the insurance proceeds are to be applied in the manner specified in this Lease and the Leasehold Mortgage shall so provide; except that the Leasehold Mortgage may provide a manner for the disposition of such proceeds, if any, otherwise payable directly to the Tenant (but not such proceeds, if any, which are supposed to be payable jointly to Landlord and the Tenant) pursuant to the provisions of this Lease. 18. Force Majeure. Except for the obligations imposed by this Lease for the payment of rent, taxes or insurance, any prevention, delay, nonperformance, or stoppage due to any of the following causes shall excuse nonperformance for a period equal to any such prevention, delay, nonperformance or stoppage. The causes referred to above are: weather, strikes, lockouts, labor disputes, failure of power, acts of public enemies of this state or of the United States, riots, insurrections, civil commotion, inability to obtain labor or materials or reasonable substitutes for either, fire or other casualty, or other causes beyond the reasonable control of the party. 18 Aviation High School Ground Lease 52364\01001\00454661.DOC.V10 ADL 2/14/11 19. Assignment and Subleasing. 19.1 Approval by Landlord. Tenant shall not assign or transfer this Lease or any interest therein, nor sublet the whole of the Premises, nor shall this Lease or any interest hereunder be assignable or transferable by operation of law or by any process or proceeding of any court, or otherwise (any of which are referred to herein as a "Transfer"), without the prior written consent of Landlord which consent may be granted, conditioned or denied in Landlord's sole discretion. For the purposes hereof, a change in the entity form or the controlling ownership of Tenant shall be deemed a Transfer for which Landlord's prior consent is required. Notwithstanding the foregoing or anything to the contrary in this Lease, (a) Landlord's approval to a Transfer of this Lease to the Seattle School District shall not be unreasonably withheld or delayed if the Seattle School District's primary use of the Premises will be for the Permitted Uses, and (b) Tenant will have the right, without Landlord's consent but with prior notice to Landlord, to sublet portions (but not all) of the Premises to other accredited schools for their use at times when the Building is not otherwise being used by Tenant, provided that the primary use thereof by the other school(s) will be directly related to the field of aviation, and provided, further, that any such subletting shall not interfere with or deprive Landlord of its rights to access and use of the School License Area pursuant to Section 1.4. 19.2 Fees and Costs. Tenant agrees to pay Landlord Landlord's reasonable attorneys' and consultants' fees incurred in connection with the processing, review and/or documentation (including but not limited to assignments, pledges, consents, security agreements or financing statements and/or other security documents) of any such requested Transfer. Attorneys' and consultants' fees shall be due and payable thirty (30) days after Tenant's receipt of Landlord's written invoice for such additional fee. 19.3 Documentation. If Tenant intends to enter into any transaction for which Landlord's consent is required, Tenant shall give Landlord at least thirty (30) days written notice of such intent. Tenant's notice shall set forth the effective date of such transaction and shall be accompanied by an exact copy of the proposed agreements between Tenant and the proposed Transferee and complete financial information regarding the proposed Transferee and a description of the proposed Transferee's management expertise. If requested by Landlord, Tenant shall provide Landlord with (a) any additional information or documents reasonably requested by Landlord relating to the proposed transaction or the Transferee, and (b) an opportunity to meet and interview the proposed Transferee. 19.4 Landlord's Options. In the event of a proposed Transfer to the Seattle School District, Landlord may elect to (a) consent to the transaction, subject, however, to such reasonable conditions as Landlord may require and to the balance of this Article 19, or (b) deny its consent if the proposed Transfer does not meet the terms set forth in Section 19.1. In the event of any other proposed Transfer requiring Landlord's consent, Landlord may elect to (a) terminate this Lease as to the space so affected as of the proposed effective date of the transaction, in which event Tenant shall be relieved of all further obligations hereunder as to such space as of the effective date; (b) consent to the transaction, subject, however, to such conditions as Landlord may require and to the balance of this Article 19, or (c) deny its consent. Landlord shall have a period of no less than the later of (i) thirty (30) days following any interview and receipt of such additional information as Landlord may request under Section 19.3 above, or (ii) forty five (45) days from the date of Tenant's original notice if Landlord does not request additional information or an interview, within which to respond to Tenant's request. If Landlord fails to notify Tenant in writing of such election within said period, Landlord shall be deemed to have denied consent to the proposed transaction. Failure by Landlord to approve a proposed Transfer shall not cause a termination of this Lease, and the sole remedy of Tenant shall be an action for injunctive or declaratory relief. 19.5 No Release. No Transfer by Tenant shall relieve Tenant of any obligation under this Lease, except that Tenant shall be so released in the event of a Transfer to the Seattle School District. Any Transfer that conflicts with the provisions hereof shall be void. No consent by Landlord to any Transfer shall constitute a consent to any other Transfer nor shall it constitute a waiver of any of the Provisions of this Article 19 as they apply to any such future Transfers. Following any Transfer, the 19 Aviation High School Ground Lease 52364\01001100454661.DOC.V10 ADL 2/14/11 obligations for which the Tenant or subsequent transferor remains liable under this Lease shall include, without limitation, any obligations arising in connection with any renewals or extensions permitted hereunder and any amendments to this Lease whether or not such amendments are made with knowledge or consent of the transferor. 19.6 Written Agreement. Any Transfer must be documented in a written instrument approved by Landlord, which approval shall not be unreasonably withheld so long as Landlord is not required to otherwise amend the Lease in connection therewith. Tenant shall provide to Landlord true and correct copies of the executed Transfer documents and any amendment thereto during the Term. 20. Condemnation. 20.1 Definitions. The following definitions apply in construing provisions of the Lease relating to a taking of or damage to all or any part of the Premises or Improvements or any interest in them by eminent domain or inverse condemnation: 20.1.1 Taking. "Taking" means the taking or damaging, including severance damage, by eminent domain or inverse condemnation for any public or quasi -public use under any statute or any purchase or other acquisition under threat of condemnation. The taking shall be considered to take place as of the earlier of (i) the date actual physical possession is taken by the condemnor; or (ii) the date on which the right to compensation and damages accrues under the law applicable to the Premises. 20.1.2 Total Taking. "Total taking" means the taking of the fee title to all the Premises and/or Improvements on the Premises. 20.1.3 Substantial Taking. "Substantial taking" means the taking of so much of the Premises or Improvements or both, that one or more of the following conditions result: (i) the conduct of Tenant's use(s) on the Premises would be substantially prevented or impaired; (ii) the remaining Premises would not be economically and feasibly usable by Tenant or could not economically and feasibly be made to be so useable by Tenant; or (iii) the Improvements would be other than reasonably efficient or economic or could not economically and feasibly be made reasonably efficient or economic for Tenant's use. 20.1.4 Partial Taking. "Partial taking" means any taking of the fee title that is not either a total or a substantial taking. 20.1.5 Award. "Award" means compensation paid for the taking, whether pursuant to judgment, by agreement, or otherwise. 20.2 Notice to Other Party. The party receiving any notice of an intended taking or a willingness to make a negotiated private purchase in lieu of condemnation shall promptly give the other party written notice of the receipt and contents thereof. 20.3 Representative of Each Party. Landlord, Tenant and all persons and entities holding under Landlord or Tenant with contractual or legal rights to participate in a condemnation award shall each have the right to separately represent their respective interests in each proceeding or negotiation with respect to the taking or intended taking and to make full proof of their claims. No agreement, settlement, sale, or other transfer to or with the condemning authority shall be made without the consent of Landlord and Tenant and those entities holding under Landlord or Tenant with contractual or legal rights to participate in a condemnation award. 20.4 Total Taking. Upon a Total Taking as defined above, Tenant and Landlord shall be relieved of all obligations under this Lease. Such termination of obligations shall not prejudice Tenant's right to recover compensation calculated in accordance with the terms hereof for the taking of Tenant's interest in the Premises and any Improvements constructed thereon. The amount of damages 20 Aviation High School Ground Lease 52364\01001\00454661.DOC.V10 ADL 2/14/11 resulting to Landlord and Tenant and to the respective interests of Landlord and Tenant in the Premises by reason of such taking shall be separately determined and computed by the court having jurisdiction of such eminent domain proceedings. Separate awards and judgments shall be made with respect to the damage to Landlord and Tenant and such awards shall be paid separately to Landlord and Tenant. If Landlord's and Tenant's damage (and the awards therefor) cannot or will not be separately determined and computed by such court, then the award granted with respect to such eminent domain proceedings shall be divided between Landlord and Tenant in a fair and equitable manner, it being understood that the Landlord's portion of the award is to compensate the Landlord for the loss of the right of reversion to the Premises as provided herein, as well as income stream from the Property during the third or fourth Renewal Term, if applicable, and Tenant's portion is to compensate the Tenant for the loss of any Improvements constructed on the Premises, a prorated portion of Tenant's prepaid Rent, and Tenant's leasehold interest. 20.5 Substantial Taking. If there is a Substantial Taking, as defined above, Tenant may, by written notice to Landlord given within sixty (60) days after Tenant received notice of the intended taking, elect to treat the taking as a Substantial Taking. If Tenant does not so notify Landlord, the taking shall be deemed a Partial Taking. If Tenant gives notice of a Substantial Taking, the Substantial Taking shall be treated as a Total Taking if: (i) Tenant delivers possession to Landlord within ninety (90) days after its determination that the taking was a Substantial Taking; and (ii) Tenant is in Good Standing under the Lease. If these conditions are not met, the Substantial Taking shall be treated as a Partial Taking. 20.6 Partial Taking. On a Partial Taking, the Lease shall remain in full force and effect, covering the remaining Premises, except that the Rent shall be reduced in the same ratio as the value of the portion of the Premises taken bears to the value of the total Premises. 20.6.1 Determination by Court. The amount of damages resulting to Landlord and Tenant and to the respective interests of Landlord and Tenant in the Premises by reason of such Partial Taking shall be separately determined and computed by the court having jurisdiction of such eminent domain proceedings. Separate awards and judgments shall be made with respect to the damage to Landlord and Tenant and such awards shall be paid separately to Landlord and Tenant. 20.6.2 Allocation between Landlord and Tenant. If Landlord's and Tenant's damages (and the awards therefor) cannot or will not be separately determined and computed by such court, then all sums, including damages and interest, awarded for the fee title or leasehold, or both, shall be deposited promptly with a mutually agreed upon escrow agent, and shall be equitably distributed and disbursed for the following purposes: (a) To Tenant for the purpose of restoring any taken leasehold Improvements, plus any amount awarded, to remove or relocate subtenants, plus an amount to compensate Tenant for a prorated portion of Tenant's prepaid Rent, plus any amount specifically awarded to or for Tenant for loss of leasehold interest. (b) To Landlord, a sum equal to the residual value of the Premises taken, valued as unimproved land subject to this Lease. 20.7 Taking for Temporary Use. On any taking for the temporary use of all or any part or parts of the Premises or Improvements for a period of less than twelve (12) months, neither the Lease Term nor the Base Monthly Rent (if applicable) shall be reduced or affected in any way, and Tenant shall be entitled to any award for the use or estate taken. 21. Quiet Enjoyment. Subject to Tenant's compliance with the terms of this Lease, Tenant shall peacefully have, hold and enjoy the Premises subject to the terms and conditions of this Lease without interference by any persons lawfully claiming by or through Landlord. Tenant acknowledges that the Premises are 21 Aviation High School Ground Lease 52364\01001\00454661.DOC.V10 ADL 2/14/11 located in an industrial area, adjacent to the Museum of Flight, and near the Boeing/King County Airfield, and that the industrial and aerospace activities (including noise and traffic) that occur in connection with such industrial and aerospace use will not constitute a violation of Landlord's covenant of quiet enjoyment hereunder. 22. Notices. All notices required or provided for hereunder shall be in writing and shall be deemed sufficient if delivered personally or sent by registered or certified mail, return receipt requested, postage prepaid, addressed to Landlord or Tenant as follows: To Landlord at: With a Copy to: To Tenant at: Museum of Flight Foundation Museum of Flight 9404 E. Marginal Way South Seattle, WA 98108 Attn: CEO/President Museum of Flight Foundation Museum of Right 9404 E. Marginal Way South Seattle, WA 98108 Attn: Chairman, Legal Committee Highline School District No. 401 15675 Ambaum Blvd. SW Burien, WA 98166 Attn: Assistant Superintendent, Support Services Changes of address may be effected by giving notice as provided for herein. All notices shall be deemed to have been given three (3) business days after when they were deposited in the United States mails by registered mail or certified mail, postage prepaid, addressed as hereinabove provided, or when personally delivered to the addressee. Tenant shall provide Landlord with the names and addresses of all lenders and subtenants with an interest in the Premises. Tenant shall keep this information current. 23. Attorneys' Fees. In the event of litigation between Landlord and Tenant or their successors or assigns to enforce a right or rights provided by or arising from this Lease, the non -prevailing party shall pay to the prevailing party reasonable attorneys' fees and other reasonable costs and expenses of litigation, including any appeals which may be taken. The amount of costs and attorneys' fees shall be included in any judgment or award for the prevailing party and the court or arbitrator in any such litigation shall determine which is the prevailing party. 24. Estoppel Certificates. 24.1 Provision of Estoppel Certificates. At any time and from time to time, within twenty (20) days after notice of request by either party, the other party shall execute, acknowledge and deliver to the requesting party, or to such other recipient as the notice shall direct, a statement certifying that this Lease is unmodified and in full force and effect, or if there have been modifications, that it is in full force and effect as modified in the manner specified in the statement. The statement shall also state the dates to which the rent and any other charges have been paid in advance. The statement shall be 22 Aviation High School Ground Lease 52364\01001\00454661.DOC.V10 ADL 2/14/11 such that it can be relied on by any auditor, creditor or commercial banker of either party or by any prospective purchaser or encumbrancer of the Premises or Improvements, or of all or any part of Tenant's or Landlord's interest under this Lease. 24.2 Failure to Deliver Estoppel. Either party's failure to execute, acknowledge and deliver such a certified statement within the specified time shall constitute acknowledgement by that party to all persons entitled to rely on the facts set forth in the statement, that this Lease is unmodified and in full force and effect, that neither Landlord nor Tenant is in default under the Lease and that the rent and other charges have been duly and fully paid up to and including the respective due dates immediately preceding the date of the request. 25. Defaults and Remedies. 25.1 Tenant's Events Of Default: 25.1.1 Monetary. If Tenant fails to pay when due any Rent or other sum due hereunder and which failure continues for a period of five (5) days after written notice of such failure to Tenant; or 25.1.2 Non -Monetary. If Tenant fails to keep, perform or observe any of the other covenants to be kept, observed or performed by Tenant hereunder, which failure continues for a period of thirty (30) days after written notice of such failure to Tenant, unless such failure is of such a nature that it will require more than thirty (30) days to cure, in which case such cure period shall be extended for so long as Tenant shall continuously and diligently prosecute the cure of such failure and shall continue to perform all of its monetary obligations hereunder; or 25.1.3 Bankruptcy or Insolvency Making by Tenant of any general assignment or general arrangement for the benefit of creditors; the filing by or against Tenant of a petition in bankruptcy, including reorganization or arrangement, unless, in the case of a petition filed against Tenant, the petition is dismissed within 'sixty (60) days; or the appointment of a trustee or receiver to take possession of substantially all of Tenant's assets located at the Premises, or of Tenant's interest in this Lease; or 25.1.4 Vacation of Premises. If Tenant vacates and abandons the Premises for more than six (6) consecutive months other than during regularly scheduled school holidays and other than the months of July and August (provided, however, that if Tenant so intends to vacate the Premises for longer than six (6) consecutive months, other than during regularly scheduled school holidays and other than the months of July and August, Tenant shall provide reasonable advance notice of such intent to Landlord, and Tenant shall not be deemed to have "vacated and abandoned the Premises" nor to be in default hereunder so long as (i) such notice has been given, (ii) Tenant continues to maintain the Premises as required under Section 10.1, and (iii) Tenant continues to provide the School License Area to Landlord pursuant to Section 1.4 during any such closure period); then, in any such event, an "Event of Default" shall exist hereunder. 25.2 Landlord's Remedies: If an Event of Default occurs, then Landlord may exercise any and all remedies available at law or in equity, including, without limitation, any one or more of the following remedies, which remedies are cumulative. 25.2.1 Re-entry. Without terminating this Lease, Landlord may re-enter the Premises (by legal action, if necessary) and proceed to relet all or any part of the Premises as Landlord, in its discretion, may deem reasonably necessary or appropriate, and on such terms, rentals and conditions as may be commercially reasonable; all rental received by Landlord from such reletting shall be applied: first, to Landlord's expenses incurred in connection with any such re-entry and reletting, including, without limitation, any and all reasonable costs and expenses incurred in renovating or altering 23 Aviation High School Ground Lease 52364\01001100454661.DOC.V10 ADL 2/14/11 space in the Premises to make it suitable for reletting, attorneys fees and costs incurred for negotiating a new lease, brokerage commissions and fees incurred in connection therewith and advertising costs and expense; second, to all Rent, if any, due hereunder but not paid by Tenant; and third, all other damages and expenses suffered or incurred by Landlord as a result of Tenant's default. The residue, if any, shall be held by Landlord as payment of future Rent or damages in the event of termination as the same may become due and payable hereunder; and the balance, if any, at the end of the Term of this Lease shall be paid to Tenant. Should rental received from time to time from the reletting during any month be a lesser Rental than herein agreed to by Tenant, the Tenant shall pay the deficiency to Landlord. The Tenant shall pay the deficiency each month as the amount thereof is ascertained by the Landlord. Notwithstanding the foregoing, Landlord shall also have the right upon Tenant's Event of Default to terminate this Lease, accelerate all Base Monthly Rent payments due under this Lease (if any) for the remaining Term hereof, or if Tenant has been granted an option to renew and that option has been exercised, for the remainder of the Renewal Term, and shall be entitled to recover from Tenant the total amount of unpaid Rent together with all past due Rent and any other payment due hereunder, less the amount which is established to be the reasonable rental value of the Premises for the remaining Term, after taking into consideration normal duration of vacancy periods, tenant improvement costs and Landlord's reasonably anticipated costs of reletting the Premises. 25.2.2 Termination. By written notice to Tenant, terminate this Lease, which termination shall be effective fifteen (15) days after the date of such notice, and upon receipt of such notice, Tenant shall immediately vacate the Premises; and Landlord may institute dispossessory proceedings if Tenant fails to timely vacate. In addition to the foregoing, Landlord may thereafter initiate an action against Tenant for the recovery of all Rent due hereunder through the date of the notice of termination, or the date Tenant vacates the Premises, whichever later occurs, together with reasonable attorney's fees and costs actually incurred. 25.2.2.1 Tenant Mortgagee Protection. In the event of any Event of Default on the part of Tenant, which event of Default would entitle Landlord to terminate this Lease, Landlord shall not terminate this Lease unless Landlord has notified any mortgagee or beneficiary of a deed of trust granted by Tenant, whose address shall have been furnished to Landlord, at least thirty (30) days in advance of the proposed effective date of the termination. During the thirty (30) day period the mortgagee or beneficiary shall be entitled to commence to cure the default. If the default is not capable of being cured with due diligence within the thirty (30) day period, and provided that all defaults in Base Rent and/or Additional Rent have been cured, the Lease shall not be terminated if the mortgagee or beneficiary of a deed of trust shall have commenced to cure the remaining default within the thirty (30) day period and shall pursue the cure with due diligence thereafter. If the default is one which is not capable of cure by the mortgagee or beneficiary of a deed of trust within the thirty (30) day period because the mortgagee or beneficiary of a deed of trust is not in possession of the Premises, the thirty (30) day period shall be extended to include the time needed to obtain possession of the Premises by the mortgagee or beneficiary of a deed of trust by power of sale, judicial foreclosure, or other legal action required to recover possession, provided that these avenues are pursued with due diligence. 25.3 Default of Landlord: Landlord shall not be in default unless Landlord fails to perform its obligations under this Lease within thirty (30) days after written notice by Tenant, or if such failure is not reasonably capable of being cured within such thirty (30) day period, Landlord shall not be in default unless Landlord has failed to commence the cure within the initial thirty (30) day period and diligently pursued the cure to completion. 25.4 Non -Waiver. Failure by Landlord to take action or declare a default as a result of any breach of any term, covenant or condition herein contained shall not be deemed to be a waiver of that term, covenant, or condition, or of any subsequent breach of any term, covenant or condition herein contained. The subsequent acceptance of Rent hereunder by Landlord shall not be deemed to be a waiver of any preceding breach by Tenant of any term, covenant or condition of this Lease, other than the failure of Tenant to pay the particular Rental so accepted, regardless of Landlord's knowledge of that preceding breach at the time of acceptance of the Rent. 24 Aviation High School Ground Lease 52364\01001\00454661.DOC.V10 ADL 2/14/11 25.5 Landlord Mortgagee Protection. In the event of any default on the part of Landlord, which default would entitle Tenant to terminate this Lease, Tenant shall not terminate this Lease unless Tenant has notified any mortgagee or beneficiary of a deed of trust granted by Landlord, whose address shall have been furnished to Tenant, at least thirty (30) days in advance of the proposed effective date of the termination. During the thirty (30) day period the mortgagee or beneficiary shall be entitled to commence to cure the default. If the default is not capable of being cured with due diligence within the thirty (30) day period, the Lease shall not be terminated if the mortgagee or beneficiary of a deed of trust shall have commenced to cure the default within the thirty (30) day period and shall pursue the cure with due diligence thereafter. If the default is one which is not capable of cure by the mortgagee or beneficiary of a deed of trust within the thirty (30) day period because the mortgagee or beneficiary of a deed of trust is not in possession of the Premises, the thirty (30) day period shall be extended to include the time needed to obtain possession of the Premises by the mortgagee or beneficiary of a deed of trust by power of sale, judicial foreclosure, or other legal action required to recover possession, provided that these avenues are pursued with due diligence. 26. Binding on Successors. Subject to the other provisions of this Lease, all of the terms, covenants and conditions hereof shall inure to the benefit of and be binding upon the successors and assigns of the respective parties hereto. 27. No Merger. There shall be no merger of this Lease or of the leasehold estate created hereby with the fee estate in and to the Premises by reason of the fact that this Lease or the leasehold estate created hereby, or any interest in either thereof may be held directly or indirectly by or for the account of any person who shall own the fee estate in and to the Premises, or any portion thereof. No such merger shall occur unless and until all persons at the time having an interest in the fee estate and all persons having an interest in this Lease or the leasehold estate, including the leasehold mortgagee and the holder of any mortgage upon the fee estate in and to the Premises, shall join in a written instrument effecting such a merger. 28. Time of the Essence. Time is of the essence of this Lease. 29. Captions. The captions of the various Sections of this Lease are for convenience and ease of reference only and do not define, limit, augment, or describe the scope, content, or intent of this Lease or any part or parts of this Lease. 30. Severabilitv. The invalidity or the illegality of any provision of this Lease shall not affect the remainder of this Lease. 31. Recordation of Memorandum of Lease. This Lease shall not be recorded; only a memorandum of this Lease shall be recorded on or after the Commencement Date. The parties shall execute the Memorandum of Lease in form attached hereto as Exhibit I. 25 Aviation High School Ground Lease 52364\01001\00454661.D0C.V10 ADL 2/14/11 32. Brokers' Commission and Finder's Fee. Landlord and Tenant warrant and represent, each to the other, that it has had no dealings or negotiations with any broker or agent in connection with this Lease so as to give rise to any claim for a commission or fees. Landlord and Tenant shall have no liability for payment of any fees or commissions claimed to be due as a result of any transactions or arrangements' between individuals or Landlord or Tenant not specified herein. Landlord or Tenant shall pay, and shall hold the other harmless and indemnified from and against, any and all costs, expenses (including reasonable attorneys fees) or liability for any compensation, commissions and charges claimed by any broker or agent with respect to this Lease or subleases with respect to the Premises or the negotiation therefor on account of any dealings by the indemnitor or on account of any breach of the foregoing representations and warranties. 33. Construction of Lease. In case of any ambiguity or doubt as to the meaning of any provision of this Lease, such provisions shall be construed fairly in order to effectuate the intents and purposes of the parties as nearly as they can be ascertained, and not strictly for or against either party, and it is agreed that in the construction of this Lease no consideration shall be given to whether this Lease or any particular provision thereof was drawn in the first instance by one of the parties rather than the other, or jointly by both parties. 34. Waiver, Voluntary Acts. No waiver of any default shall constitute a waiver of any other breach or default, whether of the same or any other covenant or condition. No waiver, benefit, privilege or service voluntarily given or performed by either party shall give the other any contractual right by custom, estoppel or otherwise. The subsequent acceptance of rent pursuant to this Lease shall not constitute a waiver of any preceding default by Tenant other than default in the payment of the particular rental payment. 35. No Partnership. Neither party shall be deemed in any way or for any purposes to have become a partner of, or joint venturer with the other in its business or otherwise. 36. Holding Over. If Tenant shall hold over after the expiration of the Lease Term, Tenant shall remain bound by all the covenants and agreements herein, except that the tenancy shall be from month -to - month, and Rent shall be 150% of the Base Monthly Rent in effect as of the termination date. Notwithstanding the foregoing, if the holdover occurs after the end of the second Renewal Term, then in such event the holdover Rent shall be equal to 150% of the then Fair Market Rent of the Building Land only. 37. Entire Agreement. This Lease sets forth the entire understanding of the parties hereto, prior and contemporaneous agreements and oral understandings notwithstanding, and it may not be changed except by written document signed by all parties hereto. 38. Authority. The persons executing this Lease on behalf of the corporate entities which are the parties hereto represent and warrant that they have the full authority to do so, and that the execution of this Lease Agreement and the consummation of the transactions contemplated herein have been authorized, ratified and approved by their respective entities, and that all actions necessary to evidence such 26 Aviation High School Ground Lease 52364\01001\00454661.DOC.V10 ADL 2/14/11 authorization and approval have been taken. Each of the parties hereto agrees to provide, on request, certified copies of such authorization and approval. Each of the parties hereto represents to the other that when executed, this Lease will constitute a binding obligation in accordance with its terms. 39. Net Lease. Landlord and Tenant each state and represent that: (a) it is the intention of each of them that this Lease be interpreted and construed as an absolute net lease except as otherwise specifically set forth in this Lease; (b) all Rent shall be paid by Tenant to Landlord without abatement, deduction, diminution, deferment, suspension, reduction or setoff, except as otherwise specifically provided in this Lease; (c) the obligations of Tenant shall not be affected by damage to or destruction of the Premises from whatever cause, except as otherwise specifically provided in this Lease; and (d) the obligations of Tenant shall not be affected by any condemnation, eminent domain or like proceedings, except as otherwise specifically provided in this Lease. Landlord and Tenant further expressly intend that all costs or expenses of any character or kind, general or special, ordinary or extraordinary, foreseen or unforeseen, that may be necessary or required in and about the Premises, or any portion thereof, during Tenant's possession or authorized use thereof shall be paid by Tenant, except as otherwise specifically set forth in this Lease. 40. Limitation of Liability. In consideration of the benefits accruing hereunder, Tenant and all successors and assigns covenant and agree that, in the event of an actual or alleged failure, breach or default hereunder by Landlord and/or enforcement of any indemnification made or given by Landlord: 40.1 The sole and exclusive remedies shall be for injunctive and declaratory relief, and for monetary relief limited to the Building Land. 40.2 No service of process shall be made against any officer or director of Landlord (except as may be necessary to secure jurisdiction of Landlord.) 40.3 No officer or director of Landlord shall be required to answer or otherwise plead to any service of process. 40.4 No judgment will be taken against any officer or director of Landlord. 40.5 Any judgment taken against any officer or director of Landlord may be vacated and set aside at any time nunc pro tunc. 40.6 No writ of execution or judgment will ever be levied against the assets of any officer or director of Landlord. 40.7 The obligations of Landlord under this Lease do not constitute personal obligations of the individual officer or director of Landlord, and Tenant shall not seek recourse against the individual officer or director of Landlord, or any of their personal assets for satisfaction of any liability in respect to this Lease. 40.8 These covenants and agreements are enforceable both by Landlord and also by any member of Landlord. [Signatures follow on separate page.] 27 Aviation High School Ground Lease 52364\01001\00454661.DOC.V10 ADL 2/14/11 IN WI/TJ_NESS WHEREOF, the parties have executed this Ground Lease on the on ` , 2011 (the "Effective Date".) LANDLORD: MUSEUM OF FLIGHT FOUNDATION, A Washington Nonprofit Corporation By: Its: TENANT: HIGHLINE SCHOOL DISTRICT NO. 401, A Washington municipal corporation By: Its: 28 Aviation High School Ground Lease 52364\01001\00454661.DOC.V10 ADL 2/14/11 STATE OF WASHINGTON ss. COUNTY OF KING I certify that I know or have satisfactory evidence that the person appearing before me and making this acknowledgment is the person whose true signature appears on this document. On ithis C1' day of , 201 befo e e personally appeared 0 t p �, to e known to be the il5//l.( of Museum of Flight Fo dation, t e corporation that executed the within and foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and on oath stated that was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said corporation. WITNESS my hand and official seal hereto affixed the day and year first above written. Nbt ry Public i nd for the State of Washington, residing at c,'2)/ /2/ My nmission.expir : i /i -,° �a, (IF - [Type or Print Notary Name] -4i /-84r (Use This Space for Notarial Seal Stamp) 29 Aviation High School Ground Lease 52364101001\00454661.DOC.V10 ADL 2/14/11 STATE OF WASHINGTON ) COUNTY OF KING ss. I certify that I know or have satisfactory evidence that the person appearing before me and making this acknowledgment is the person whose true signature appears on this document. On this h day of r e y , 2011, before me personally appeared ,T0 d(A C✓.L e_lfk i to me known to be the t,i 0_/'/rt)f NDP,A7/' of HIGHLINE SCHOOL DISTRICT NO. 401, the municipal corporation that executed the within and foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said municipal corporation, for the uses and purposes therein mentioned, and on oath stated that he/she was authorized to execute said instrument. WITNESS my hand and official seal hereto affixed the day and year first above written. (7_`�U� Notary Public in and for the State of ashington, re 'ding at Fe/A/P_413 l _ t.-Uf.lyf )4.6h IA) My commission expires: '7 /47 - �✓ le ,ems L.. rY t [Type or Print Notary Name] (Use This Space for Notarial Seal Stamp) Q.= / Z • ue• o///ft):74;s14017";F;1"‘Ng‘;::e'..74.- 30 Aviation High School Ground Lease 52364\01001\00454661.DOC.V10 ADL 2/14/11 EXHIBIT A (Building Land Legal Description) PARCEL A LOT _, CITY OF TUKWILA BINDING SITE PLAN NO. L-10- , RECORDED UNDER KING COUNTY RECORDING NO. 2010 , KING COUNTY, WASHINGTON. PARCEL B NON-EXCLUSIVE RECIPROCAL EASEMENTS FOR PUBLIC VEHICULAR AND PEDESTRIAN ACCESS, INCLUDING BUT NOT LIMITED TO EMERGENCY AND FIRE INGRESS AND EGRESS, OVER, UNDER, ACROSS AND THROUGH ACCESS ROADS, PARKING LOTS, SIDEWALKS AND WALKWAYS AS THEY MAY EXIST FROM TIME TO TIME AS ESTABLISHED BY RECIPROCAL EASEMENT AGREEMENT RECORDED UNDER RECORDING NUMBER 20100927002029, RECORDS OF KING COUNTY; AND PARCEL C NON-EXCLUSIVE EASEMENTS FOR ACCESS AND UTILITIES AS ESTABLISHED BY ACCESS AND UTILITY EASEMENT AGREEMENT RECORDED UNDER RECORDING NUMBER 20100927002030, RECORDS OF KING COUNTY. PARCEL D NON-EXCLUSIVE EASEMENT FOR INGRESS, EGRESS AND UTILITIES AS RESERVED IN THAT CERTAIN DEED RECORDED UNDER KING COUNTY RECORDING NO. 4784818. PARCEL E [AMENDED CP EASEMENT] 31 Aviation High School Ground Lease 52364\01001100454661.DOC.V10 ADL 2/14/11 EXHIBIT A-1 Adjacent Property (Legal Description of Adjacent Museum of Flight Foundation Property) LOT _, CITY OF TUKWILA BINDING SITE PLAN NO. L-10- , RECORDED UNDER KING COUNTY RECORDING NO. 2010 , KING COUNTY, WASHINGTON. 32 Aviation High School Ground Lease 52364101001100454661.DOC.V10 ADL 2/14/11 EXHIBIT A-2 KCMOFA Property (Legal Description of King County Museum of Flight Authority Property) LOTS 1 AND 2, CITY OF TUKWILA BINDING SITE PLAN IMPROVEMENT PLAN NO. L 10-060, RECORDED UNDER KING COUNTY RECORDING NUMBER 20100928000240, IN KING COUNTY, WASHINGTON. 33 Aviation High School Ground Lease 52364\01001\00454661.DOC.V10 ADL 2/14/11 EXHIBIT B Site Plan (including parking license area and fire access area) 34 Aviation High School Ground Lease 52364\01001\00454661.DOC.V10 ADL 2/14/11 EXHIBIT B-1 School License Area (For Use by Landlord) Level 1 — Floor Plan Not -to -Scale Level 2 — Floor Plan Not -to -Scale 35 Aviation High School Ground Lease 52364\01001100454661.DOC. V 10 ADL 2/14/11 Exhibit B-2 School Building Development Plans lIIIIIIIIlIIIf7 .IIIllIIIllII Illlll111111lll1BI Site Plan Not -to -Scale IIIIWI\ 1111111111 View from East Marginal Way S. 36 Aviation High School Ground Lease 52364101001\00454661.DOC.V10 ADL 2/14/11 EXHIBIT C Binding Site Improvement Plan 0 iiipr IlMMIIIIiRM17M11111rAMIIMMIS NOW ram_._........ _ 011101111111111 Nana mow 171/211116 ilriiY 1ZeL ILIWILr MONO Ili rrLii rro lilfillailinternamm Ow 1 aliilr 1! /1 rIIP S r1M s Ihnierarammtuni IOW IN rrIPMIMI Kr1IIt1 IL bra r■aim thrigiekINAPIECIERVISILIMIZEI %• rIR� R•1111/ mal 1srIIIIMI11rr11rl11iiri/161r 1�1M�flrR1111101111.� 11 M EM INK W WI i r!Ar1LI1ttiE NRir<0O Nivea NM y� f� ilrfif 111WAWA rr1♦iwr,111111 1 iaw-w__iirr/Y•i.r• rrrri austrailiwaJ• tR11W1tf11ri! W nag" idatel4g==.1= rl-r/w anmannorimouguira „e m r1 I IM VI R1111R t111 ! / nuissi/ii iJ•fl/I W 111 fir• rliiar hem In swims •w WI, i. gilfr 1 AMINIMMILINIFM fru is mei MAIM _1, ►. manumoirweir 'It 7't �t MI II MO r.!/O11r tWINR 11/1 1 r11JIi/1!R!I.1! MIL NMI NO Marl AM IA I.riIIE - '--�..�- -i�lM- i�IlaKa "fC1N�tif3 oIM p llilt�!'i1l�71� r ..r • III PAR - arm IIS -1w* SEIM 1111r1lr. rr�r 1 37 IMMO Or1EIMPROVE BItMI OP Pun P1�IN MtR Aviation High School Ground Lease 52364\01001\00454661.DOC.V10 ADL 2/14/11 1111-111 RIM IGO 38 wpm ta ti by isr , ti 1 \‘ MOM UMW PIM lib —a Aviation High School Ground Lease 52364\01001\00454661.DOC.V10 ADL 2/14/11 LP 111L I t mow 1 IVO! 6— ir int 1/1,11 41/111111P. 1/2311, 111101111111 111111 EZ1 err um r MI6/ • MID i=11 ....ru-ur WIZ 001•0611 6111616611kisk MINN III ina NMI MI 16 FM NUM UME1111111M11 MI1 M11111111111 6 1Willi UTILITY PLAN INING IRE 111417113ir PIM 11 `'N '11IN 39 Aviation High School Ground Lease 52364 101001 \00454661.DOC.V10 ADL 2/14/11 EXHIBIT D Permitted Uses Construction, use, occupancy, operation and maintenance of a science, technology, engineering, and math school facility (along with related coursework as necessary), with an intended focus on the field of aviation and aerospace education, including, but not limited to, classrooms, auditorium, common areas, offices, storage, food preparation and consumption, and shop and assembly facilities. 40 Aviation High School Ground Lease 52364\01001 \00454661.DOC.V10 ADL 2/14/11 EXHIBIT E Amended CP Easement 41 Aviation High School Ground Lease 52364\01001 \00454661.000.V 10 ADL 2/14/11 Return Address Anne DeVoe Lawler Jameson Babbitt Stites & Lombard PLLC 999 third Avenue, Suite 1900 Seattle, Washington 98104 Document Title(s) (or transactions contained therein): 1. Amended and Restated Road Access and Utility Agreement Reference Number(s) of Documents assigned, released or amended: (on page of documents(s)) 20070228002893 Grantor 1. Museum of Flight Foundation, a Washington non-profit corporation Grantees: 1. Highline School District No. 401, a Washington municipal corporation 2. Container Properties, L.L.C., a Washington limited liability company Legal description (abbreviated: i.e. lot, block, plat or section, township, range) Lot 2, City of Tukwila Short Plat No.. L05-057 © Full legal is on page 11 of document. Assessor's Property Tax Parcel/Account Number Ptn. 542260-0010 52364%01001 %.00457360.DOC."5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT CON031 005 1110bh06fl 201 1-02-14 AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT THIS AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT (this "Amended Agreement") is made as of 2011, by and between MUSEUM OF FLIGHT FOUNDATION, a Washington non-profit corporation (the "Museum" and "Grantor"), HIGHLINE SCHOOL DISTRICT NO. 401, a Washington municipal corporation (the "District"), and CONTAINER PROPERTIES, L.L.C.; a Washington limited liability company ("Container Properties" and, collectively with the District, the "Grantees") RECITALS A. Grantor is the owner of certain real property comprising approximately 6.47 acres located at what is commonly known as 9229 East Marginal Way, Tukwila, King County, Washington, and more particularly described on Exhibit A attached hereto (the "Museum Property"), which real property abuts to the east a main thoroughfare commonly known as East Marginal Way. The Property is further identified as Lot 2 on the city of Tukwila Short Plat, No. L05-507, King County Recording No. 20070228900007 (the "Short Plat".) A copy of the Short Plat is attached hereto as Exhibit B. B. Container Properties is the owner of real property comprising 13.50 acres, legally described as set forth on Exhibit C (the "CP Property") attached hereto. The CP Property abuts the western boundary of the Museum Property. , The CP Property is further identified as Lot 1 of the Short Plat. C. The District, pursuant to that certain Ground Lease between the Museum as landlord, and the District as tenant, dated , 2011 (the "Ground Lease"), is lessee of that portion of the Museum Property more particularly described on Exhibit D attached hereto (the "District Property" and, collectively with the CP Property, the "Grantees' Property") The District Property, to be used for the construction, operation, and maintenance of Aviation High School (the "High School"), comprises 41,500 square feet (approximately 0.95 acres) and is located entirely within the boundaries of the Museum Property. D. Grantor and Container Properties entered into that certain Road Access & Utility Agreement recorded February 28, 2007, under King County Recording No. 20070228002893 (the "Original Agreement".) Pursuant to the Original Agreement, Grantor granted Container Properties the perpetual right of non-exclusive access, ingress and egress over, across, and through a portion of the Museum Property, more particularly described on Exhibit E attached hereto (the "CP Easement Area") Grantor retained the right to use the CP Easement Area for vehicular access and for installing, using, operating, repairing, and maintaining utility lines in the CP Easement Area. 52364'01001 ,00457360.DOC V5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page 1 E. The District now requires use of a portion of the CP Easement Area together with additional adjacent area owned by the Museum to access the District Property and will construct thereon an access road (the "Museum/District Access Road"), to facilitate non-exclusive ingress and egress for the District Property and Museum Property, and for installation of utilities. The Museum/District Access Road is shown on the site plan attached hereto as Exhibit F, and is legally described as shown on Exhibit E-1. F. Grantor and Grantee also desire to amend the CP Easement Area to recognize the realignment of and widening of the CP Easement Area at the intersection with East Marginal Way, as required by the City of Tukwila in connection with the approval of the Museum/District Access Road. G. Grantor and Grantees now wish to amend and restate the Original Agreement by adding the District as a grantee, and by clarifying the use, construction, and maintenance obligations associated with the CP Easement Area and Museum/District Access Road. AGREEMENT NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, (a) Grantor hereby grants, declares and conveys to Container Properties and Container Properties' successors and assigns, a nonexclusive perpetual easement over, under, across, and through the CP Easement Area as revised, with a full reservation to Grantor for vehicular and utility use of the CP Easement Area, and (b) for so long as the Ground Lease is in effect, Grantor hereby grants, declares and conveys to the District, and the District's permitted successors and assigns, a nonexclusive easement over, under, across, and through the Museum/District Access Road, with a full reservation to Grantor for vehicular and utility use of the Museum/District Access Road. l . Incorporation of Recitals. The recitals set forth in Paragraphs A through F above are hereby incorporated by reference. 7 Purpose. (a) CP Easement Area. Container Properties shall have the perpetual right of non-exclusive access, ingress, and egress over, across, and through the revised CP Easement Area (as legally described on shown on Exhibit E-1, and as shown on Exhibit E-2) for: (i) vehicular access to and from the CP Property, (ii) operating, repairing, maintaining, and replacing the CP Easement Area, including utility lines, and (iii) upon commencement of regular use of the CP Easement Area, the right to install outdoor signage where the CP Easement Area connects to East Marginal Way so long as 52364\01001\00457360.DOC.\5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page the signage complies with the City of Tukwila Municipal Code and does not interfere with signage previously installed by Grantor or the District, and is approved by Grantor and the District (which approval shall not be unreasonably withheld or delayed so long as it meets the foregoing requirements, is consistent with the design of the already existing signage, and does not interfere with sight lines to the existing and future Grantor Museum facilities and to the District's building.) Grantor shall also have the right to use and enjoyment of the CP Easement Area for non-exclusive vehicular access to the Museum Property and also for installing, using, operating, repairing, and maintaining utility lines in the CP Easement Area. Neither Grantor nor Container Properties shall permit the parking of vehicles within the CP Easement Area or the blockage of the use of the CP Easement Area. The restriction against parking or blockage of the use of the CP Easement Area is also for the benefit of the District as to that portion of the CP Easement within the Museum/District Access Road, and the District shall have the legal right, together with Grantor and Container Properties to enforce any breach or violation. At such time as Container Properties notifies the Museum and the District of its intent to commence using the CP Easement Area, then additional mitigation measures shall be implemented, as discussed in Section 6 below. (b) Museum/District Access Road. So long as the District Lease is in effect, the District shall have the right of non-exclusive access, ingress, and egress over, across, and through the Museum/District Access Road for: (i) vehicular access to and from the District Property, (ii) vehicular and pedestrian access to the District's Parking License Area on the Grantor's Property, and (iii) operating, repairing, maintaining, and replacing the Museum/District Access Road, including utility lines. Grantor shall also have the right to use and enjoyment of the Museum/District Access Road for non- exclusive vehicular access to the Museum Property and also for installing, using, operating, repairing, and maintaining utility lines in the Museum/District Access Road. Neither Grantor nor Grantees shall permit the parking of vehicles within the Museum/District Access Road or the blockage of the use of the Museum/ District Access Road, provided, however, that busses and vehicles servicing the High School and its students, employees and invitees will be allowed to park temporarily within the designated waiting areas adjacent to the Museum/District Access Road during school hours, or in the event of after-hours activities at the High School. The restriction against parking or blockage within the Museum/District Access Road is also for the benefit of Container Properties as to that portion of the Museum/District Access Road within the CP Easement Area and Container Properties shall have the legal right, together with Grantor and the District to enforce any breach or violation. 3. Compliance with Laws and Rules Grantees shall at all times exercise their rights herein in accordance with the requirements (as from time to time amended) of any public authority having jurisdiction and all applicable statutes, orders, rules and regulations. Notwithstanding the previous sentence, Grantor and the District acknowledge that use of the CP Property is currently restricted to industrial storage by the U.S. Environmental Protection Agency. Grantor and the District, 52364%01001,.00457360.DOC.V5 ADL Page 3 AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT therefore, agree that in the event the City of Tukwila, or any other public authority with jurisdiction over the Museum Property or the CP Property, prohibits Container Properties, its successors, assigns, or tenants from using the CP Easement Area for industrial traffic (or places conditions or restrictions on such use that make use of industrial traffic unfeasible or expensive to remedy), then; (a) if the South Access Road (as defined in Section 4(b)(i) below) has been built and has been approved for use, the Grantor and District shall use the South Access Road for primary access consistent with the uses described in Section 6(b)(ii) below, thereby allowing Container Properties and its successors, assigns, or tenants, to use the CP Easement Area for industrial traffic. (b) if the South Access Road has not been built and the City of Tukwila, or any other public authority with jurisdiction over the Museum Property or the CP Property, places conditions or restrictions on Container Properties use for industrial traffic, because of Grantor's and/or the District's use of the Museum/District Access Road for non -industrial purposes, then in such event, consistent with Section 4(b)(i)(D), below, Grantor, the District and Container Properties shall each pay one-third (33.33%) of any costs specifically imposed to address the shared use of the road by museum patrons, school traffic and Container Properties' industrial traffic, provided that in any such event where this outcome looks likely and where the total cost may exceed $300,000.00, then in such event, Container Properties shall so notify Grantor and the District, and then the Grantor and the District shall have the opportunity to work with the City and with Container Properties to see how to best, and most efficiently and economically achieve the required objective of accommodating the shared uses. 4. Construction of Museum/District Access Road and of Road in CP Easement Area (a) Museum/District Access Road. The District, at its sole cost and expense, intends to construct the Museum/District Access Road, along with all necessary associated utilities, in accordance with the site plan (the "Site Plan") attached hereto as Exhibit F. The construction of the Museum/District Access Road shall be completed in a careful and workmanlike manner, free of claims or liens. (i) The District shall provide Grantor with at least ten (10) business days notice prior to commencing construction work in or on the Museum/District Access Road and shall coordinate such work with Grantor so as to not unreasonably interfere with Grantor's use of the Museum/District Access Road. The District shall cause any liens filed against the Museum/District Access Road or any adjacent Museum Property as a result of the District's work to be removed within thirty (30) days written notice or to post a bond equal to 150% of any such lien to protect Grantor's title to the Museum Property. Upon completion of the Museum/District Access Road, the District shall promptly remove all debris and 52364',01001 \00457360. DOC. V 5 ADL Pa e e 4 AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT restore the Museum/District Access Road and any immediately adjacent Museum Property that was affected by the construction. (ii) It is agreed as well that the construction work shall include the grading and paving necessary to pave the entire CP Easement Area, in order to improve that CP Easement Area for use by Container Properties in accordance with this Agreement, but Container Properties acknowledges that (A) such additional paving by the District will be for the purpose of increasing the width of the road to match the width of the CP Easement Area for normal passenger cars and occasional school bus use but without upgrading the structural capacity of the road for the purpose of regular container truck usage, and (B) the District will install a curb at the fence on the western property line and will not complete the drive through to the CP Property. In full consideration for the additional paving and design costs associated with the extra paving by the District, Container Properties has contributed the sum of Three Thousand and no/100 Dollars ($3,000.00) to the District contemporaneously with the execution of this Amended Easement. (b) CP Easement Area. At such time as Container Properties notifies the Museum and the District of its intent to commence using the CP Easement Area pursuant to Section 5 below, the following terms and conditions shall apply to any additional road construction within the CP Easement Area. (i) Container Properties, the District and the Museum shall meet within ten (10) days after the date of Container Properties' notice to discuss the nature of Container Properties' intended use, any additional grading, paving and related construction activities within the CP Easement Area, and the construction paving schedule, if applicable (the "Coordination Meeting".) It is anticipated that Container Properties' work within the CP Easement Area will occur within the 180-day period after Container Properties provides its notice (pursuant to Section 5(a) below.) A. If, the Museum has completed its ring access road to the South (the "South Access Road") (as generally shown on the conceptual full development site plan attached hereto as Exhibit G-1, which includes the "Museum's Master Development", which South Access Road location will be determined in accordance with the Museum's Master Development); or such South Access Road or its equivalent is already in use by the Museum and the District, then the Museum and the District will redirect traffic (to the extent reasonably possible and under the control of the Museum and the District) during construction to the South Access Road. It is acknowledged that the Museum's and District's use of the South Access Road may be impeded from time to time by the movement of airplane artifacts, and by construction associated with the Museum's Master Development, in which event the Museum/District Access Road can be used during such times. 52364'•01001 ;00457360.DOC.V 5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page 5 B. If there is no alternative access to the High School and the High School is open and in session during its regular Fall through Spring school year, and paving and construction is estimated to take more than thirty (30) days to complete, then Container Properties shall make it best effort to start and complete any grading, paving and related construction activities during the months of June, July and August of the applicable year. C. If there is no alternative access to the High School and the High School is open and in session during its regular Fall through Spring, school year, and paving and construction is estimated to take less than thirty (30) days to complete, Grantor and the District will reasonably accommodate any request by Container Properties for grading, paving and related construction activities during the school year, provided that Container Properties will keep one lane open at all times during construction, or work with the District to find another access/traffic management solution acceptable to both parties that accommodates the paving as well as access to and from the High School. In the event such construction activities will unreasonably interfere with, the District's need for ingress, egress and access to their Properties for school uses, then in any event (1) construction will occur during the months of June, July, and August of the applicable year and (2) Container Properties will keep one lane open at all times during construction, or work with the District and Museum to find another access/traffic management solution acceptable to all parties that accommodates the paving as well as access to and from the High School as needed for District and Museum related activities. D. Except as otherwise addressed in Section 3.(b) above Container Properties will pay for any direct costs associated with the permitting, additional grading, and additional paving of the road in the CP Access Easement for any governmental requirements imposed which are based solely upon Container Properties specific use, provided that any such governmental costs would have been charged to Container Properties due to the use of the access road as a non-exclusive easement area, but without regard to the specific use of the Museum Property for museum or high school purposes. . (ii) If Container Properties' proposed use will not include regular heavy industrial truck traffic, then in such event, the parties will determine in good faith if Container Properties' use can be accommodated on the then existing Museum/District Access Road. If Container Properties' use can be accommodated on the existing Museum/District Access Road, then the CP Easement granted herein, and the CP Easement Area shall be deemed automatically amended to be the same as the Museum/District Access Road. (iii) Container Properties shall pay the District latecomer's compensation towards the original Museum/District Access Road (in addition to the costs described in Section 4(a)(ii)), dependent upon the following conditions. A. If Container Properties use will require an upgrade 53364'01001 '00457360.DOC. V 5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page 6 to most or all of the then existing Museum/District Access Road, then no compensation shall be due to the District. B. If Container Properties' use can be accommodated on the existing Museum/District Access Road with minor upgrades, then in such event, Container Properties shall pay the District a late comer's fee determined as follows. Pursuant to Washington State procurement law the District shall obtain a competitive bid for the construction of the Museum/District Access Road pursuant to the Site Plan. The accepted bid under the procurement statute shall become the "Stipulated Cost" for the construction of the Museum Access Road by the District. A copy of the accepted bid will be circulated to the Museum and Container Properties at the time the bid is accepted. For purposes of this Section 4(b)(iii)(B), the Museum Access Road shall have a useful life with ordinary wear and tear of twenty (20) years, and the costs of construction shall be amortized over that twenty (20) year period. Subsequently, at the time that Container Properties notifies the Museum and the District of its intent to commence using the CP Easement Area, under this Section 4(b)(iii)(B), Container Properties shall pay a latecomers fee to the District equal to: (a) the Stipulated Cost reduced by the number of years the road has been in service over a twenty (20) year life expectancy, multiplied by (b) Container Properties' percentage of the balance of the Stipulated Cost (as hereinafter determined.) The parties will meet and discuss in good faith the then actual use of the CP Easement Area by the District and by the Museum, and the anticipated intensity of use by Container Properties, and will then derive a percentage for each party, with the total equaling 100%. By way of example, if the Stipulated Cost of the Museum Access Road is $500,000.00, and Container Properties gives notice ten (10) years after initial construction of its intent to use the existing Museum/District Access Road under this Section 4(b)(iii)(B), the balance of the Stipulated Cost would be $250,000.00. If, after discussing the actual use of the CP Easement Road by the District and the Museum, and the anticipated intensity of use by Container Properties, the parties determine that each party would be using the CP Easement Road approximately one, -third of the time (or 33.33%), then in such event, the Container Properties Latecomers Fee shall be approximately $83,333.33. Container Properties shall then reimburse the District for its portion of the Latecomers fee, which reimbursement shall be due within fifteen (15) business days after determination of the amount due, and prior to Container Properties' commencement of any use of or upgrades to the CP Easement Road (except as allowed under Sections 5(b) or (c) below.) (iv) Container Properties shall cause any liens filed against the Museum/District Access Road, the CP Easement Area or any adjacent Museum Property as a result of Container Properties' work to be removed within thirty (30) days written notice or to post a bond equal to 150% of any such lien to protect Grantor's title to the Museum Property. Upon completion of any changes to the Museum/District Access Road or CP Easement Area, Container Properties shall promptly remove all debris and restore the Museum/District Access Road and/or CP Easement Area and any immediately adjacent Museum Property that was affected by the construction. 52364'.01001'00457360.DOC.V5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page 7 5. Container Properties' Use of the CP Easement Area. (a) Future Use by Container Properties. Container Properties acknowledges that, as of the date of execution of this Amended Agreement, it is not requesting the current use of the CP Easement Area to access the CP Property. In the event Container Properties (or its future tenant) requires the regular use of the CP Easement Area, Container Properties agrees to give to the District and the Museum at least one hundred eighty (180) days prior written notice that it will begin using the CP Easement Area for industrial traffic use, and the nature of the use (vehicular, truck, and/or utility access.) Construction within the CP Easement Area shall be addressed as set forth in Sections 3(b) and 4(b) above. Uses and mitigation shall be addressed in Section 6 below. (b) Future Use by Tenant Insurance Auto Auction. Container Properties current tenant on the CP Property, Insurance Auto Auctions, has the right to access the leased premises through the CP Easement Area, but to date, has not requested access on a regular basis. In the event Insurance Auto Auction any time during its lease term, requests access to the CP Property through. the Museum Access Road, then permission shall immediately be granted by the Museum and the District. If during the lease term, the tenant, Insurance Auto Auctions requests access on a regular basis (meaning continued traffic for thirty (30) or more days, whether or not consecutive, during any calendar year) then the latecomers provisions of Section 4(b)(iii)(B) above, shall apply. If Insurance Auto Auctions' use will involve regular truck traffic (as opposed to vehicular traffic only), then the mitigation provisions of Section 6 shall apply as if it were a heavy industrial use.) (c) Temporary Access by Container Properties. If Container Properties, or one or its guests or invitees, requests access to the CP Property on a temporary basis (meaning continued traffic for twenty nine (29) days or less, whether or not consecutive, during any calendar year), they shall permitted access without triggering any of the other provisions set forth in Sections 4, 6, and 7 of this Amended Easement. 6. Uses and Possible Mitigation Measures. At such time as the use of the CP Easement Area becomes necessary for Container Properties to access the CP Property, Grantor and Grantees recognize that certain mitigations measures (as between the parties hereto only) may be necessary in order to address safety issues posed by the various uses (Museum, school and potential industrial usage of the CP Property), as identified by the parties hereto. As of the date of this Amended Agreement, the parties recognize that the use of the Museum/District Access Road by the District will primarily be vehicular access for high school students, faculty and parents and related deliveries and services; and that the use of the Museum/District Access Road by the Museum will be vehicular access for Museum visitors, employees and related deliveries and services. Container Properties agrees it shall not protest such uses. The parties also recognize that Container Properties' use of the CP Easement Area could include frequent trips by heavy 52364 ‘01001.00457360.DOC.VS ADL Page 8 AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT industrial trucks. Accordingly, the parties agree in good faith to take the following measures so as to insure that all three such uses can co -exist on a safe level that allows use of the three properties for their intended and legally permitted uses. The Museum and the District also agree that they shall not protest any development of the CP Property for a legally permitted industrial use. (a) Coordination Meeting. At the Coordination Meeting (described in Section 4(b)(i) above), the parties shall fully discuss and explore the then actual uses of the Museum and District Properties, and the vehicular traffic associated therewith, and the intended use of the CP Property, and the vehicular and truck traffic associated therewith. If the use of the CP Property will include regular heavy truck traffic to serve an industrial use on the CP Property, then the parties will in good faith develop safety and mitigation measures to address the safety interface. Mitigation measures are addressed in Section 6(b) below. (b) Mitigation and Safety Measures. If the need for safety and mitigation measures is triggered, the parties recognize that the nature of those measures will depend on the status of the Museum's Master Development. The examples below are meant to illustrate acceptable mitigation measures. However, it is the intent of the parties to meet, discuss and finalize measures based upon what other measures might be available at the time, as well as cost considerations. (i) Prior to Completion of South Access Road. If this is triggered prior to the completion of the South Access Road, then the following provides examples of acceptable mitigation measures: A. The additional mitigation elements proposed are as follow, the costs for which shall charged to each party at 33.33%: 1. Provide 10 miles/hour signage in both direction of travel on the Museum/District Access Road; 2. Provide removable decorative fencing or bollards along the north side of the central parking island; 3. Traffic striping at the center of the Museum/District Access Road clearly showing traffic path; 4. New planting areas on each sides of the bus drop- off zone to prevent pedestrian crossing onto the access road; 5. Directional signage at the central parking island for 'No Exit' toward the entrance to CP Property. This will direct the traffic toward the main intersection where stop bars are provided in all directions; and 6. Proposed bus loop would still use the main access road. B. A conceptual example of a site plan with such 52364\01001 %0045 i360.DOC.\'5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page 9 measures is attached hereto as Exhibit G. (ii) After Completion of the South Access Road. If this is triggered due to industrial usage by the tenants/occupants of the CP Property after the completion of the South Access Road then the following safety mitigation measures shall be implemented (unless the parties hereto agrees to alternate measures): 1. The bus loop would enter the site from the south using the secondary "ring road", loop around the center parking island, and exit using the same "ring road"; 2. The bus loading zone would be relocated to the west of the Commercial Aircraft Gallery (located within the Museum's Master Development); southwest of Aviation High School. 3. Student drop off and pick up by parents, relatives and other students, and access to High School parking by students, teachers and staff shall be relocated to and accessed from the South Access Road. 4. Primary access to visitor parking to Museum and High School shall be from the South Access Road. A. A conceptual example of a site plan with such measures is attached hereto as Exhibit G-1. 7. Maintenance of Museum/District Access Road and CP Easement Area. 7.1 Users. Each party using the Museum/District Access Road and CP Easement Area shall be known as a "User" and, collectively with other users of the Museum/District Access Road and CP Easement Area, as the "Users." 7.2 Coordination of Maintenance. (a) So long as the Ground Lease is in effect, and prior to the time that Container Properties commences use of the CP Easement Area and/or the Museum/District Access Road, the Museum shall be responsible for coordinating the maintenance and repair of the Museum/District Access Road. (b) After Container Properties commences use of the CP Easement Area and/or the Museum/District Access Road pursuant to Section 5 and 6 above, the Museum shall continue to be responsible for coordinating the maintenance and repair of the Museum/District Access Road and/or CP Easement Area. (c) If a User believes the Museum/District Access Road and/or 52364.01001,00457360.DOC,V5 ADL Page 10 AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT CP Easement Area requires maintenance or repair, such User shall notify the Museum and the Museum shall proceed to conduct such maintenance or repairs as are mutually agreed upon or determined to be reasonably necessary pursuant to dispute resolution. Pending such agreement, a User may proceed with any maintenance and repair that does not unreasonably interfere with another User's use of the Museum/District Access Road and/or CP Easement Area, but at risk that the User so proceeding will alone bear the costs of such repairs. 7.3 Maintenance Standards. The Museum/District Access Road and/or CP Easement Area shall be maintained in reasonably good and serviceable condition and in accordance with applicable laws and rules, ordinances, orders and regulations of federal, state, county, municipal and other governmental agencies and bodies having or claiming jurisdiction over the Museum/District Access Road and/or CP Easement Area. Maintenance and repair shall be performed at such time and in such manner so as not to unreasonably interfere with a User's use of the Museum/District Access Road and/or CP Easement Area. All maintenance and repair on the Museum/District Access Road and/or CP Easement Area shall be performed in a good and workmanlike manner, and completed with reasonable promptness. 7.4 Payment for Maintenance Work. Each User shall pay its pro rata share of maintenance and repair costs. A User's pro rata share shall be based on the intensity of each User's use. In determining the intensity of each User's use, factors to be considered include, but are not limited to, the size and weight of the vehicles that use the Museum/District Access Road and/or CP Easement Area pursuant to that User's rights under this Amended Agreement, and the frequency with which such User uses the Museum/District Access Road and/or CP Easement Area. Payment shall be due and payable to the Museum within thirty (30) days after the User receives a bill (and supporting documentation) for any and all such costs, provided such costs are consistent with an annual budget for such maintenance and repair costs approved by the applicable User(s) in advance, or are otherwise approved by the Users in advance. At such time as the annual budget is determined, the parties shall agree in good faith on each User's pro rata share in accordance with the foregoing standards. Any sum which remains unpaid by a User for a period of sixty (60) days after the due date shall, if paid by the other party. be subject to a lien against the delinquent User's property for the amount of the delinquent amounts, together with interest at the rate of fourteen percent (14%) per annum from the date due. Such lien may be foreclosed in the manner of a mortgage of real property and in such foreclosure action the User foreclosing the lien shall recover a reasonable sum as attorneys' fees therein. 8. Mediation. In the event of a disagreement over the rights and obligations of any party under this Amended Agreement, no party may initiate any litigation against the other unless the claim or dispute is first subject to non -binding mediation under the Commercial Mediation Rules of the American Arbitration Association ("AAA".) The 52364%%01001•00457360.DOC.\SADL Page 11 AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT party asserting a claim or disputing an obligation under this Amended Agreement is responsible for initiating the mediation process. This requirement cannot be waived except by an explicit written waiver signed by the parties to the disagreement. To initiate the mediation process, the party asserting the claim shall submit a written mediation request to the other party. If the parties are unable to agree to a mediator within thirty (30) days after the written request for mediation, either party may submit a request for mediation to the AAA. An officer or representative of each party, having full authority to settle the dispute or claim, must attend the mediation session. To the extent there are other parties in interest, such as architects or contractors, their representatives, with full authority to settle the dispute or claim, shall also attend the mediation session. 9. Insurance and Indemnification. 9.1 Commencing as of the date that any User uses the Museum/District Access Road and/or CP Easement Area, each Grantee shall thereafter, at its sole cost and expense, procure and continue in force Commercial General Liability Insurance policies providing limits of not less than Two Million Dollars ($2,000,000.00) combined single limit of liability applicable to both bodily injury and property damage per occurrence in aggregate. Grantees shall also have Grantees' general contractors working in the Museum/District Access Road and/or CP Easement Area procure similar insurance. Any insurance policies required hereunder, including the general contractor's insurance, shall name Grantor, and Grantor's mortgagee (if applicable) as an additional insured. The District shall furnish Grantor evidence of said insurance within thirty (30) days after the execution of this Amended Agreement. Container Properties shall furnish Grantor evidence of said insurance prior to commencing any construction work on or use of the Museum/District Access Road and/or CP Easement Area. 9.2 In addition to the foregoing, each party, whether it is the Museum, the District or Container Properties, as a result of its negligent or intentional acts or omissions (the "Indemnitor(s)") shall, severally, but not jointly, indemnify, defend and hold the other party or parties to this Amended Agreement (the "Indemnitees") and their respective employees, officers, directors, agents and invitees harmless from and against any loss, cost, damage, injury, expense (including reasonable attorney's fees), cause of action, claim and/or lien arising, filed or madeagainst or incurred by the Indemnitees' or the Indemnitees' property arising or incurred by reason of the acts or omissions of such Indemnitor(s) or their agents, employees, contractors, sub -contractors or invitees in connection with the use of the Museum/District Access Road and/or CP Easement Area or the exercise of the rights granted hereunder. This indemnity includes, without limitation, third party claims by government agency or authority regarding permits for work or the authority of any party to perform construction work on the Museum/District Access Road and/or CP Easement Area. The foregoing indemnification shall not cover any loss, cost, damage, injury, expense (including attorneys' fees), cause of action, claim or lien to the extent the same is caused by the negligent act or omission of the Indemnitees, their employees or agents. The provisions of this Section 9.2 shall survive 52364%.01001,00457360.DOC.V5 ADL Page 12 AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT• the expiration or earlier termination of this Amended Agreement. 10. Covenants Running with the Land. The terms and conditions of this Amended Agreement shall be covenants running with the land, and shall burden and benefit Grantor, Grantees, and their respective successors and assigns in interest of the Museum Property and the Grantees' Property. At such time as either the District or Container Properties no longer leases or owns, respectively, the District Property or the CP Property, respectively, said Grantee shall thereupon be released from all liabilities and obligations hereunder arising after the date of the transfer of Grantee's interest, and all such liabilities and obligations shall be binding solely on such party's successors in interest to title to such party's property. 11. Assignment to Utility Provider. The easement rights with respect to utilities granted hereunder are assignable by Grantees to any provider of utility services to the Grantees' Property so long as such utility provider agrees to be bound by all of the terms and conditions set forth herein, and Grantor consents to such assignment, which consent shall not be unreasonably withheld or delayed. Upon any such assignment, the assigning Grantee shall thereupon be released from all liabilities and obligations hereunder that accrue after the date of such assignment and all such liabilities and obligations shall be binding solely on the assignee. 12. Attorneys' Fees. In the event a party brings a legal action against any other party to enforce its rights hereunder, the substantially prevailing party shall be entitled to receive reimbursement from the other party of such prevailing party's costs incurred in such legal action (including the costs of appeal), including the reasonable fees and disbursement of the prevailing party's attorneys, in addition to all other rights and remedies available to the prevailing party at law or in equity. 13. No Merger of Estates. This Amended Agreement shall not extinguish or terminate by operation of the doctrine of merger or otherwise due to the existing or future common ownership of the real property described herein. 14. Choice of Law. This Amended Agreement shall be governed by the laws of the State of Washington. exclusive of its choice of law rules. 15. Warranty and Representation of Authority. The parties each represent to the other that the person or persons executing this Amended Agreement have authority to do so and to bind the parties hereunder. All consents, permissions and approvals related to entry into this Amended Agreement, and the obligations hereunder, have been obtained. 16. Severability. Invalidation of any of the provisions contained in this Amended Agreement, or of the application thereof to any person, by judgment or court order shall in no way affect any of the other provisions thereof or the application thereof 52364'.01001 ,00457360.DOC.V5 ADL Page 13 AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT to any other person and the same shall remain in full force and effect. 17. Non -Waiver. The failure of any party to insist upon strict performance of any of the terms, covenants or conditions hereof shall not be deemed a waiver of any rights or remedies which that Party may have hereunder or at law or equity and shall not be deemed a waiver of any subsequent breach or default in any of such terms, covenants or conditions. 18. Counterparts. This Amended Agreement may be executed in one or more counterparts, each of which so executed shall be deemed to be an original and such counterparts together shall constitute one and the same instrument. 19. Termination of Original Agreement. This Amended Agreement supersedes the Original Agreement, Recording No. 20070228002893, which, by the execution of this Amended Agreement, is hereby terminated and no longer has any force or effect. [SIGNATURES ON FOLLOWING PAGE] 52364 ‘01001 \00457360. DOC. V 5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page 14 EXECUTED and APPROVED by the Parties in identical counterparts, each of which shall be deemed an original on the dates set forth below. GRANTOR DATED this day of ,2011. MUSEUM OF FLIGHT FOUNDATION By Its GRANTEES DATED this day of ,2011. HIGHLINE SCHOOL DISTRICT NO. 401 By John Welch Its Superintendent At the direction of the Highline School Board by resolution regularly passed at an open public meeting on , 2011. APPROVED AS TO FORM this day of ,2011. By William L. Green Attorney for Highline School District DATED this day of ,2011. CONTAINER PROPERTIES, L.L.C. By Its 52364\0) 001,00457360.DOC.V 5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page 15 JOINDER The undersigned Lender, as Beneficiary of that certain Deed of Trust (the "Deed of Trust"), given by the Museum and encumbering the Museum Property, recorded on , 20_, in the real property records of King County, Washington, under Recording No. , joins in this Amended Agreement for the sole purpose of subordinating, in all respects, its interest, rights, and remedies under the Deed of Trust to this Amended Agreement. APEX FOUNDATION, a Washington corporation By: Name: Title: 52364,01001 \00457360.DOC. V 5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page 16 STATE OF WASHINGTON ) ss. COUNTY OF On this day of , 2011, before me, the undersigned, a Notary Public in and for the State of Washington, duly commissioned and sworn, personally appeared , to me known to be the person who signed as of MUSEUM OF FLIGHT FOUNDATION, the corporation that executed the within and foregoing instrument, and acknowledged said instrument to be the free and voluntary act and deed of said corporation for the uses and purposes therein mentioned, and on oath stated that was duly elected, qualified and acting as said officer of the corporation, that was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said corporation. IN WITNESS WHEREOF I have hereunto set my hand and official seal the day and year first above written. (Signature of Notary) (Print or stamp name of Notary) NOTARY PUBLIC in and for the State of Washington, residing at My appointment expires: 52364\WOO]\00457360.DOCV5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page 17 STATE OF WASHINGTON ) ss. COUNTY OF On this day of , 2011, before me, the undersigned, a Notary Public in and for the State of Washington, duly commissioned and sworn, personally appeared , to me known to be the person who signed as of HIGHLINE SCHOOL DISTRICT NO. 401, the corporation that executed the within and foregoing instrument, and acknowledged said instrument to be the free and voluntary act and deed of said corporation for the uses and purposes therein mentioned, and on oath stated that was duly elected, qualified and acting as said officer of the corporation, that was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said corporation. IN WITNESS WHEREOF I have hereunto set my hand and official seal the day and year first above written. (Signature of Notary) (Print or stamp name of Notary) NOTARY PUBLIC in and for the State of Washington, residing at My appointment expires: 52364'01001‘00457360.DOCV5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page 18 STATE OF WASHINGTON ) ) ss. COUNTY OF ) On this day of , 2011, before me, the undersigned, a Notary Public in and for the State of Washington, duly commissioned and sworn, personally appeared , to me known to be the person who signed as of CONTAINER PROPERTIES, L.L.C., the limited liability company that executed the within and foregoing instrument, and acknowledged said instrument to be the free and voluntary act and deed of said limited liability company for the uses and purposes therein mentioned, and on oath stated that was duly elected, qualified and acting as said officer of the limited liability company and that was authorized to execute said instrument. IN WITNESS WHEREOF I have hereunto set my hand and official seal the day and year first above written. (Signature of Notary) (Print or stamp name of Notary) NOTARY PUBLIC in and for the State of Washington, residing at _. My appointment expires: 52364\01001%00457360.DOC.V5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Paee 19 STATE OF WASHINGTON ) ) ss. COUNTY OF ) On this day of , 2011, before me, the undersigned, a Notary Public in and for the State of Washington, duly commissioned and sworn, personally appeared , to me known to be the person who signed as of APEX FOUNDATION, the corporation that executed the within and foregoing instrument, and acknowledged said instrument to be the free and voluntary act and deed of said corporation for the uses and purposes therein mentioned, and on oath stated that was duly elected, qualified and acting as said officer of the corporation, that was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said corporation. IN WITNESS WHEREOF I have hereunto set my hand and official seal the day and year first above written. (Signature of Notary) (Print or stamp name of Notary) NOTARY PUBLIC in and for the State of Washington, residing at My appointment expires: 52364\01001'00457360.DOC V5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page 20 EXHIBIT A Legal Description of Grantor's (Burdened) Property The Museum Property LOT 2, CITY OF TUKWILA SHORT PLAT NO. L05-057, RECORDED UNDER RECORDING NO. 20070228900007 52364t01001,00457360.DOC.V5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page 21 EXHIBIT B Short Plat n V-• - • _ 2? J. tzA, v,k71. N I of 2f II; ti 1.• A g u r- tr •-• 1 :,. r, --, s, - • , 1 g' 1 ../ r .. „ „ I\_...,.---"-- ------- ,..„----- „.10..-_,.......---- ---- __----40 -...- -- -- _._......57.>, -- \it SI0 ., ..- ----;NI c\c` --- N. fil 1 i e ij 52364,01001 \00457360 DOC V5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT r— Page 22 EXHIBIT C Legal Description of the CP Property (Benefited Property) LOT 1, CITY OF TUKWILA SHORT PLAT NO. L05-057, RECORDED UNDER RECORDING NO. 20070228900007 52364'01001410457360.DOC.V5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page 23 EXHIBIT D Legal Description of the District Property (Benefited Property) PARCEL A LOT , CITY OF TUKWILA BINDING SITE PLAN NO. L-10- RECORDED UNDER KING COUNTY RECORDING NO. 2011 COUNTY, WASHINGTON. PARCEL B , KING NON-EXCLUSIVE RECIPROCAL EASEMENTS FOR PUBLIC VEHICULAR AND PEDESTRIAN ACCESS, INCLUDING BUT NOT LIMITED TO EMERGENCY AND FIRE INGRESS AND EGRESS, OVER, UNDER, ACROSS AND THROUGH ACCESS ROADS, PARKING LOTS, SIDEWALKS AND WALKWAYS AS THEY MAY EXIST FROM TIME TO TIME AS ESTABLISHED BY RECIPROCAL EASEMENT AGREEMENT RECORDED UNDER RECORDING NUMBER 20110927002029, RECORDS OF KING COUNTY; AND PARCEL C NON-EXCLUSIVE EASEMENTS FOR ACCESS AND UTILITIES AS ESTABLISHED BY ACCESS AND UTILITY EASEMENT AGREEMENT RECORDED UNDER RECORDING NUMBER 20110927002030, RECORDS OF KING COUNTY. PARCEL D NON-EXCLUSIVE EASEMENT FOR INGRESS, EGRESS AND UTILITIES AS RESERVED IN THAT CERTAIN DEED RECORDED UNDER KING COUNTY RECORDING NO. 4784818. PARCEL E [AMENDED CP EASEMENT] 52364\01001 '00457360.DOC.V5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page 24 EXHIBIT E Legal Description of CP Easement Area An Ingress/Egress and Utilities Easement over, under, and across the following described land: That portion of Tracts 1 and 2 of The Meadows, according to the partition map of part of the Francis McNatt Donation Land Claim No. 38 filed in King County Superior Court Cause No. 120081, and of the abandoned bed of the Duwamish River, all located in Section 33, Township 24 North, Range 4 East, Willamette Meridian, in King County, Washington, and all lying Westerly of the Westerly margin of East Marginal Way South and also Westerly of the parcel of land adjoining East Marginal Way which was conveyed to Great Northern Railway Company by Deed recorded under Recording No. 4784818; lying Easterly of the Easterly margin of the right-of-way of Commercial Waterway District No. 1 (Duwamish Waterway); lying Southerly of the hereinafter described "Line A"; lying Northerly of the hereinafter described "Line B", and lying Easterly of the hereinafter described "Line C". Line A: COMMENCING on the Westerly margin of East Marginal Way South, which point bears North 88° 07' 02" West a distance of 2470.01 feet along the Donation Claim Line and South 22° 32' 07" East a distance of 648.77 feet along the Westerly margin of East Marginal Way South from the intersection of the line between the Donation Claims of Francis McNatt and Henry Van Asselt with the East line of Section 33, Township 24 North, Range 4 East, Willamette Meridian, in King County, Washington; RUNNING THENCE South 88° 51' 08" West, a distance of 1574.72 feet to the East line of Commercial Waterway District No. 1; THENCE South 14° 00' 00" East along said Easterly line, a distance of 237.76 feet to the POINT OF BEGINNING of said "Line A"; THENCE South 88° 51- 08" East, a distance of 1058.10 feet; THENCE South 22° 10' 28" East, a distance of 46.03 feet; THENCE South 88° 51' 08" East, a distance of 542.82 feet to the Westerly margin of East Marginal Way South and the terminus of said "Line A"; Line B: COMMENCING on the Westerly margin of East Marginal Way South at a point which bears North 88° 07' 02" West, a distance of 2470.01 feet along the Donation Claim Line and South 22° 32' 07" East a distance of 1374.17 feet along the Westerly margin of East Marginal Way South from the intersection of the line between the Donation Claims of Francis McNatt and Henry Van Asselt with the East line of Section 33, Township 24 North, Range 4 East, Willamette Meridian, in King County, Washington, said point being at the intersection of the Westerly margin of East Marginal Way South with the North 52364\01001\00457360.D0C.V5 ADL page 25 AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT line of Van De Vanter Stock Farm Tract and the POINT OF BEGINNING of said "Line B"; THENCE North 88° 18' 58" West, a distance of 14.95 feet; THENCE North 85° 46' 07" West, a distance of 486.97 feet; THENCE North 83° 08' 12" West, a distance of 117.00 feet; THENCE South 85° 08' 48" West, a distance of 119.00 feet; THENCE South 71° 49' 21" West, a distance of 110.17 feet; THENCE South 62° 42'32" West, a distance of 842.28 feet to the Easterly line of the right-of-way of Commercial Waterway District No. 1 and the terminus of said "Line B". Line C: COMMENCING at the aforesaid POINT OF BEGINNING of said "Line A"; THENCE South 88° 61' 08" East, a distance of 956.07 feet to the POINT OF BEGINNING of said "Line C"; THENCE South 00° 50' 26" East, 445.25 feet to the above -mentioned "Line B" and the POINT OF TERMINUS. Said easement being a strip of land, 35 feet in width, lying 17.50 feet on each side of the following described centerline: COMMENCING at the Northeast corner of said property on the Westerly right-of-way of East Marginal Way; THENCE South 22° 32' 07" East, 19.11 feet along said right-of-way line to the POINT OF BEGINNING; THENCE parallel to the North line of said property and lying 17.50 feet South thereof, North 88° 51' 08" West, 668.67 feet to the terminus. The sidelines of said easement shall be shortened or lengthened as necessary to intersect at the Easterly and Westerly boundaries of said property. Situate in the City of Tukwila, County of King, State of Washington. 52364\.01001 W0457360.DOC.V5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page 26 EXHIBIT E-1 Amended Legal Description of the CP Easement Area THAT PORTION OF LOT 2 OF CITY OF TUKWILA SHORT PLAT NO. L05-057, AND THAT PORTION OF LAND LYING SOUTHERLY OF THE EASTERLY EXTENSION OF THE NORTH LINE OF SAID LOT 2, SAID PORTION OF LAND ALSO BEING BOUND ON THE EAST BY THE WEST MARGIN OF EAST MARGINAL WAY SOUTH, ALL LOCATED IN SECTION 33, TOWNSHIP 24 NORTH, RANGE 4 EAST, WILLAMETTE MERIDIAN, IN KING COUNTY, WASHINGTON, AND ALL LYING SOUTH OF THE FOLLOWING DESCRIBED LINE "A" AND LYING NORTH OF THE FOLLOWING DESCRIBED LINE "B". LINE A: BEGINNING AT A POINT WHERE THE EASTERLY EXTENSION OF THE NORTH LINE OF SAID LOT 2 MEETS THE WEST MARGIN OF EAST MARGINAL WAY SOUTH; THENCE NORTH 88°50'53" WEST, A DISTANCE OF 18.56 FEET TO THE NORTHEAST CORNER OF SAID LOT 2. THENCE CONTINUING NORTH 88°50'53" WEST ALONG THE NORTH LINE OF SAID LOT 2, A DISTANCE OF 542.82 FEET TO AN ANGLE POINT IN SAID NORTH LINE; THENCE CONTINUING NORTH 88°50'53" WEST AND LEAVING SAID NORTH LINE, A DISTANCE OF 118.49 FEET TO THE WEST LINE OF SAID LOT 2 AND THE TERMINUS OF THIS DESCRIBED LINE "A". LINE B: COMMENCING AT A POINT WHERE THE EASTERLY EXTENSION OF THE NORTH LINE OF SAID LOT 2 MEETS THE WEST MARGIN OF EAST MARGINAL WAY SOUTH; THENCE SOUTH 22°31'52" EAST ALONG THE WEST MARGIN OF SAID EAST MARGINAL WAY SOUTH, A DISTANCE OF 41.97 FEET TO A POINT ON A NON -TANGENTIAL CURVE TO THE SOUTHWEST, HAVING A RADIUS OF 50.00 FEET WHICH CENTER BEARS SOUTH 02°03'18" WEST, SAID POINT ALSO BEING THE TRUE POINT OF BEGINNING OF LINE "B"; THENCE LEAVING SAID WEST MARGIN OF SAID EAST MARGINAL WAY SOUTH WESTERLY ALONG SAID CURVE, A DISTANCE OF 21.46 FEET THROUGH A CENTRAL ANGLE OF 24°35'09"; THENCE SOUTH 67°28'08" WEST, A DISTANCE OF 4.46 FEET TO THE BEGINNING OF A CURVE CONCAVE TO THE NORTH WITH A RADIUS OF 72.00 FEET; THENCE WESTERLY ALONG SAID CURVE A DISTANCE OF 29.76 FEET; 52364,01001\00457360.DOC V5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page 27 THENCE NORTH 88°50'53" WEST PARALLEL WITH THE NORTH LINE OF SAID LOT 2, A DISTANCE OF 72.98 FEET TO THE BEGINNING OF A CURVE CONCAVE TO THE NORTH WITH A RADIUS OF 30.00 FEET; THENCE NORTHWESTERLY ALONG SAID CURVE A DISTANCE OF 22.06 FEET TO A POINT ON A REVERSE CURVE CONCAVE TO THE SOUTH WITH A RADIUS OF 30.00 FEET; THENCE ALONG SAID CURVE A DISTANCE OF 22.06 FEET; THENCE NORTH 88°50'53" WEST, PARALLEL WITH AND 35.00 FEET DISTANCE, WHEN MEASURED AT RIGHT ANGLES, FROM THE NORTH LINE OF SAID LOT 2, A DISTANCE OF 528.41 FEET TO THE WEST LINE OF SAID LOT 2 AND THE TERMINUS OF THIS DESCRIBED LINE CONTAINING AN AREA OF 26,008 SQUARE FEET OR 0.5971 ACRES, MORE OR LESS. SITUATE IN THE CITY OF TUKWILA, KING COUNTY, WASHINGTON. MUSEUM OF FLIGHT AVIATION HIGH SCHOOL OLIVER Q. ROBAR, P.L.S. BRH JOB NO. 2001047-10 NOVEMBER 2, 2011 BUSH,ROED&HITCHINGS,INC. 2009 MINOR AVENUE EAST SEATTLE, WA 98102 (206) 323-4144 52364\\01001 t00457360.DOC.V5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page 28 EXHIBIT E-2 Site Plan Showing Amended CP Easement Area 52364,01001\00457360.DOC.V5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page 29 4Clb-EZE (90Z) • 0 p O 0 a r o W u 2 1 D000 8 r 3 r CD D w m z DJ r Z z _ O ( 0• T i 2 mZ 0 CD Tr VJ (n Z^ i c 0 2 o p c 'n nag m c o WEST LINE OF LOT 2, SP L05-057 S02'03'18"W (R) Jr"'LSO— ', s 35' 3NC o. 00- \'.4N / 0. z 02 0 u Im r Zo mm EXHIBIT F Site Plan Showing Museum/District Access Road f Uf UR: COUAIE RClhl AI CRdfl 0taER i 52364\01001 \00457360.DOC.V5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page 31 EXHIBIT G Conceptual Site Plan of Showing Potential Mitigation Measures Before Completion of South Access Road v;mrs L J wY NJSW', 6 fL &VT Eu4.t E15 52164'01001 ‘00457360.DOC.V5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page 32 EXHIBIT G-1 Conceptual Site Plan of Showing Potential Mitigation Measures After Completion of South Access Road • •y 1111 r�n _... '7I Y .__-.. _. 1 II 1 �� __1• ..ry ...}. ; 1 1 5 4 1 iI - -fOfvi orTix wl moetks OF FJ644T bUILPN ; 52364'•.01001 '00457360.DOC.V5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page 33 52364M 001\00- AMENDED r- i ! �` / LP .4 p 1/ r Oj `� RSA - ` / s r �` <oT° t \-` ` • si 1 ` _L ___ /_ pR0io0 131D1 ,„ Emcb l t1 izi 2ETm O rP i_ 33co Z 0 arieninnr CD u) t! c, 0 It c; d. \ .._L-j '._ ._ _ _ .:1.. ._ ,_ _.. , 50• --� HlfOS AVM IVNIDINY4 1SV3 Page 34 EXHIBIT F Encroachment Easement Area J1IIIIII1III117 Site Plan Not -to -Scale 42 Aviation High School Ground Lease 52364\01001\00454661.DOC.V10 ADL 2/14/11 Encroachment Easement Agreement 43 Aviation High School Ground Lease 52364\01001\00454661.DOC.V10 ADL 2/14/11 Return Address Anne DeVoe Lawler Jameson Babbitt Stites & Lombard PLLC 999 third Avenue, Suite 1900 Seattle, Washington 98104 Document Title(s) (or transactions contained therein): 1. Permissive Encroachment and Foundation Easement Reference Number(s) of Documents assigned, released or amended: (on page of documents(s)) _ Grantor 1. Museum of Flight Foundation, a Washington non-profit corporation Grantees: 1. Museum of Flight Foundation, a Washington non-profit corporation Legal description (abbreviated: i.e. lot, block, plat or section, township, range) Lot _, City of Tukwila Binding Site Improvement Plan © Full legal is on page of document. _ Assessor's Property Tax Parcel/Account Number Ptn. 52364 ‘01001 \.00484368. DOCX. V 6 ADL PERMISSIVE ENCROACHMENT AND FOUNDATION EASEMENT THIS PERMISSIVE ENCROACHMENT AND FOUNDATION EASEMENT AGREEMENT (the "Agreement") is executed and effectuated as of the day of , 2011, by the Museum of Flight Foundation, a Washington Non -Profit Corporation ("MOFF".) RECITALS: A. MOFF is the owner of the Property situated in the City of Tukwila, King County, Washington, as legally described in Exhibit A annexed hereto and depicted on the Site Plan annexed hereto as Exhibit B. B. MOFF intends to divide this MOFF Property into two (2) parcels pursuant to a Binding Site Improvement Plan (`BSIP") through the City of Tukwila. MOFF then intends to ground lease one parcel (the "High School Parcel") to the Highline School District No. 401, a Washington Municipal Corporation (the "District") to be used for the construction, operation, and maintenance of Aviation High School (the "High School") thereon. The High School Parcel and proposed improvements are depicted on Exhibit B-1 attached hereto. C. Certain of the current and/or intended improvements on the High School Parcel will encroach onto the other adjacent Parcel ("MOFF Parcel"), as more particularly set forth below and MOFF desires to confirm and document the permissive nature and terms of such encroachments. D. In order to enhance the development and operation of both Parcels, MOFF desires to confirm certain encroachments reciprocal easements and shared common areas for the benefit of the Parcels. E. As owner of both of the Parcels, MOFF desires to set forth the terms and conditions of the above agreements to be binding on the Parcels and MOFF and any future owners and occupants of all or any portion of the High School Parcel and/or the adjoining Parcel. NOW, THEREFORE, in consideration of the foregoing, MOFF, as owner of the High School Parcel and the MOFF Parcel, hereby declares and agrees for the respective benefit and burden of the High School Parcel and the MOFF Parcel, as follows: 52364,01001'00484368.DOCX.V 6 ADL 1. Encroachments Permitted. 1.1 Encroachments Identified. The term "High School Encroachments" refers to the portion of the improvements located on the High School Parcel which extends from the High School Parcel onto the adjoining MOFF Parcel as generally depicted and identified as the "High School Encroachment Area" on the site plan annexed hereto as Exhibit B-1. These encroachments include the footings of the building to be located on the High School Parcel, the sidewalks and landscaped areas, the loading dock area, and the plaza areas (and fixtures located therein), all as generally depicted on Exhibit B-1. In addition to the foregoing, these encroachments also include, but are not limited to: roof and foundation. 1.2 Permissive Encroachment Easements. MOFF, as owner of the MOFF Parcel, hereby grants a non-exclusive easement (the "High School Encroachment Easement") to and for the benefit of the High School Parcel and any present and future owners and lessees of the High School Parcel to permit the initial placement and continued existence of the High School Encroachments on the High School Encroachment Area, together with reasonable access over the adjoining MOFF Parcel as necessary to install, maintain, repair and replace the improvements on the High School Encroachment Area. The above easement shall automatically terminate on the date on which the applicable encroachments have been permanently demolished or destroyed if reconstruction of such encroaching improvements has not been commenced within two (2) years after the date of destruction. In addition, the parties acknowledge that the permissive High School Encroachment easements to the south side of the High School Parcel (other than footings) may be revised as determined to be necessary by MOFF through an amendment to this Easement, which amendment shall be subject to the prior written approval of the District (such approval not to be unreasonably withheld or delayed), in order to accommodate the future development of the adjacent MOFF Parcel. 1.3 Maintenance and Payment of Costs Associated with Encroachments. The owner of the High School Parcel shall be responsible for the repair, maintenance, operation and replacement of the High School Encroachments in the High School Encroachment Area and shall maintain commercially appropriate all-risk casualty and general liability insurance on the same. 2. Indemnification. Each current and future owner of the High School Parcel and the MOFF Parcel agrees to defend, indemnify and hold harmless each other owner from all claims, actions, proceedings and costs incurred in connection therewith (including reasonable attorneys' fees and costs of suit) resulting from any accident, injury or loss or damage whatsoever occurring to any person or to the property of any person arising out of 52364,01001',00484368.DOCX.V6 ADL or resulting from the indemnifying owner's use of any easement rights or area described herein. In the event of concurrent negligence, the indemnifying owner shall only be liable for that portion of liability related to the percentage of their respective negligence. 3. Miscellaneous. 3.1 Runs with the Land. The covenants, conditions, restrictions and rights set forth herein shall run with the land constituting the High School Parcel and the adjoining MOFF Parcel and be obligatory upon the current owners and permittees thereof and their respective successors and assigns, tenants, sub -tenants, licensees and invitees; provided, that anything herein to the contrary notwithstanding, no rights in or to the general public are created hereby. 3.2 Remedies. In the event of any violation or breach or threatened violation or breach of any provision of this Agreement or of any of the covenants, conditions or restrictions herein contained by the owner or future owner of either of the High School Parcel or the adjoining MOFF Parcel or by any of their respective permittees, heirs, administrators, successors or assigns, then the non -breaching or non -defaulting owner shall, in addition to all other remedies at law or at equity, have the right to sue to specifically enforce the terms, covenants and/or conditions set forth in this Agreement. 3.3 Attorneys' Fees. In the event a party brings a legal action against any other party to enforce its rights hereunder, the substantially prevailing party shall be entitled to receive reimbursement from the other party of such prevailing party's costs incurred in such legal action (including the costs of appeal), including the reasonable fees and disbursement of the prevailing party's attorneys, in addition to all other rights and remedies available to the prevailing party at law or in equity. 3.4. No Merger of Estates. This Agreement shall not extinguish or terminate by operation of the doctrine of merger or otherwise due to the existing or future common ownership of the real property described herein. 3.5. Choice of Law. This Agreement shall be governed by the laws of the State of Washington, exclusive of its choice of law rules. 3.6 Severability. Invalidation of any of the provisions contained in this Agreement, or of the application thereof to any person, by judgment or court order shall in no way affect any of the other provisions thereof or the application thereof to any other person and the same shall remain in full force and effect. 3.7. Non -Waiver. The failure of any party to insist upon strict 52364‘0100I'.00484368.DOCX.V 6 ADL performance of any of the terms, covenants or conditions hereof shall not be deemed a waiver of any rights or remedies which that party may have hereunder or at law or equity and shall not be deemed a waiver of any subsequent breach or default in any of such terms, covenants or conditions 3.8 Counterparts. This Agreement may be executed in one or more counterparts, all of which original counterparts shall together constitute a single original document. IN WITNESS WHEREOF, the undersigned has executed this Agreement as of the day and year first above written. MUSEUM OF FLIGHT FOUNDATION, a Washington nonprofit corporation By: Name: Its: Date Signed: 52364\01001\00484368.DOCX.V6 ADL STATE OF WASHINGTON ) ) ss. COUNTY OF KING ) On this _`h day of , 2011, before me, the undersigned, a Notary Public in and for the State of Washington, duly commissioned and sworn, personally appeared Michael R. Hallman to me known to be the person who signed as Vice Chairman, Board of Trustees of the MUSEUM OF FLIGHT FOUNDATION, the corporation that executed the within and foregoing instrument, and acknowledged said instrument to be the free and voluntary act and deed of said corporation for the uses and purposes therein mentioned, and on oath stated that he was duly elected, qualified and acting as said officer of the corporation, that he was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said corporation. IN WITNESS WHEREOF I have hereunto set my hand and official seal the day and year first above written. (Signature of Notary) (Print or stamp name of Notary) NOTARY PUBLIC in and for the State of Washington, residing at My appointment expires: 52364101001 \00484368.DOCX.V6 ADL EXHIBIT A Legal Description of MOFF Property Lot 2, City of Tukwila Short Plat No. L 05-057, recorded under King County Recording No. 200702289000007, King County, Washington 52364\.01001\00484368.DOCX.V6 ADL EXHIBIT B Site Plan of MOFF Property 52364''01001\00484368.DOCX.V6 ADL 52364'01001'00484368.DOCX.V6 ADL EXHIBIT B-I Site Plan Showing High School Encroachment Areas 61 I 1111 I f11T11T1.(l�. �IIIIIiiiiiiir III IIuulllIunl 52364\01001 \00484368. DOCX. V 6 ADL fit% \Ill Il IIIU ;.. IIJIILIIII1IJJl ENCROACHMENT EASEMENT AREA " , EXHIBIT G List of Environmental Reports 1. Comfort letter from US Environmental Protection Agency Region 10 to Bonnie Dunbar, President of the Museum of Flight Foundation dated January 19, 2007. 2. GeoEngineers letter report dated February 19, 2007 (and all reports referenced therein.) 3. EPA Administrative Order (1091-11-20-3008h) issue with respect to the Rhone-Poulenc, Inc. East Parcel (EPA ID No. WAD 00928 2302) and all documents referenced in that file. 4. East Parcel Corrective Measures Implementation Groundwater Monitoring Report; Second Quarter 2010, Museum of Flight Property — Former Rhone Poulenc Site, dated August 2010, prepared by AMEC Geometrix, Inc. for Container Properties, LLC. 44 Aviation High School Ground Lease 52364\01001\00454661.DOC.V10 ADL 2/14/11 EXHIBIT H Development Standards Landlord's future redevelopment and construction at the Adjacent Property and on the KCMOFA Property (legally described on Exhibit A-1 and Exhibit A-2 and shown on Exhibit H-1) shall be conducted with the recognition of and in accordance with the following development standards: 1. Daylight Preservation Landlord agrees that it will make good faith and commercially reasonable efforts to coordinate any future redevelopment of the Adjacent Property so that the two projects, when coupled together, will provide for sufficient daylight to meet the minimum day -lighting requirements of the Washington Sustainable Schools Protocol (WSSP) effective at the time of the original construction of Tenant's building. The Tenant agrees that the proposed redevelopment of the Adjacent Property as set forth in Exhibit H-1 will meet the WSSP minimum daylight standard with the following assumptions: a transparent northeast corner and east wall; an opaque roof and west wall; and the west wall of the future Museum development will intersect the south wall of the Tenant's building approximately 42 feet (noted on the Tenant's building plans as column line 2.4) from the school's west wall (not including the delivery area enclosure.) 2. View Preservation Landlord, in recognition of the efforts made in the design of the Building to preserve the view corridor from East Marginal Way, agrees that any future structure enclosing the future gallery on the Adjacent Property shall have a transparent facade on the Adjacent Property's northeast corner —the corner that abuts the Building —so as to effect the shared vision of the prominent display of aircraft. Landlord also agrees that future development on the Adjacent Property shall reasonably preserve the view of the Building's north entrance from East Marginal Way S., along with the interior view from the Building into the future development on the Adjacent Property, incorporating the connection points on the Building's central stair for any connection of the Building and any future structure on Landlord's Adjacent Property. Landlord and Tenant agree that the schematic design attached hereto as Exhibit H-1 would accomplish that objective. 3. Structural Independence of Buildings' Structures It is contemplated that Landlord's future redevelopment of the Adjacent Property may involve connection of the Museum of Flight's facilities to the Building. Any proposed connection and/or associated structure, while physically connected to the Building, shall be structurally independent and shall not use the Building for structural support. 4. Roof Drainage Any connection of the Museum of Flight's facilities on the Adjacent Property to the Building shall not connect to or drain into the roof drainage of the Building, nor cause unreasonable increased storm water run-off on or in Tenant's storm water management system. Each development shall have its own storm water drainage plan. 5. Storm Water Drainage The Building's storm water management system will meet the requirements of Title 9, Surface Water Management, of the King County Code ("KCC") effective at the time of the Building's construction. Any expenses related to storm water management system changes necessary to rectify any non-compliance with current or future King County storm water regulations resulting from 45 Aviation High School Ground Lease 52364\01001 100454661.DOC. V 10 ADL 2/14/11 redevelopment and future construction by Landlord of the Adjacent Property, regardless of any physical connection with Tenant's Building (or lack thereof), shall be borne solely by Landlord. 6. Fire Protection While the Adjacent Property remains uncovered, or until the Landlord develops or reorganizes the uses on the Adjacent Property Landlord will maintain unobstructed access on the south side of the Building sufficient to meet Tukwila Fire Department (the "Fire Department") standards for fire apparatus and emergency vehicle access, as set forth on Exhibit H-2. This access area, for as long as the Building is not physically incorporated into any of Landlord's existing or future facilities or otherwise reorganized for Landlord's purposes, will remain free of exhibits, aircraft, structures, or any other property or improvement that would obstruct access by the Fire Department or other emergency services, but such area can be used for access. If future construction on the Adjacent Property by Landlord incorporates the Building (e.g., the Museum's future development on the Adjacent Property is enclosed and connected to the Building) and obstructs access by fire apparatus and other emergency vehicles, Landlord will be solely responsible for any expenses related to the provision of alternative fire protection measures (e.g., installation of a stand pipe) necessary to ensure the compliance of the Building with applicable Fire Department regulations. Notwithstanding the foregoing, Tenant agrees that it shall construct and install the structural system and electrical raceways for a roll down door (in the location shown on Exhibit H-2 ) in anticipation of such possible future connection. 7. Alteration of AHS Exterior Landlord and Tenant recognize that future construction on Landlord's Adjacent Property may result in material and adverse impacts to critical Building features and systems, such as, but not limited to, the Building's acoustics, climate control, fire suppression, and security. In the case of such impacts, the schematic design and construction drawings, and other details for any such development to the extent that they, in Tenant's reasonable opinion, are expected to impact the critical Building features and systems, shall be subject to the prior written approval of Tenant, which approval shall not be unreasonably withheld or delayed, and Landlord shall be solely responsible for the cost of any approved alterations or impacts. 8. Mediation In the event of a disagreement over the rights and obligations of either party under this Exhibit H, neither party may initiate any litigation against the other unless the claim or dispute is first subject to non -binding mediation under the Commercial Mediation Rules of the American Arbitration Association ("AAA") The party asserting a claim or disputing an obligation under this Exhibit H is responsible for initiating the mediation process. This requirement cannot be waived except by an explicit written waiver signed by Landlord and Tenant. To initiate the mediation process, the party asserting the claim shall submit a written mediation request to the other party. If the parties are unable to agree to a mediator within thirty (30) days after the written request for mediation, either party may submit a request for mediation to the AAA. An officer of the Landlord and the Superintendent or designee of the Tenant, both having full authority to settle the dispute or claim, must attend the mediation session. To the extent there are other parties in interest, such as architects or contractors, their representatives, with full authority to settle the dispute or claim, shall also attend the mediation session. 46 Aviation High School Ground Lease 52364\01001\00454661.DOC.V10 ADL 2/14/11 EXHIBIT H-1 Museum of Flight, Future West Side Development Plan Conceptual Development of the Museum and Foundation Properties Including Ring Road 47 Aviation High School Ground Lease 52364\01001\00454661.DOC.V10 ADL 2/14/11 EXHIBIT H-2 Aviation High School Site Plan Showing Fire Access Drive and Location of Future Connection Point !IIIII111111111lnl III f IIJ111J1111111 Site Plan Not -to -Scale 48 Aviation High School Ground Lease 52364\01001\00454661.00C.V10 ADL 2/14/11 EXHIBIT I Memorandum of Lease Recorded at Request of and After Recording Return to: Grantor: Grantee: Related Reference No.: Legal Description: Assessor's Tax No.: MEMORANDUM OF LEASE Museum of Flight Foundation This Memorandum shall serve as notice that the property described on Exhibit A hereto (the "Property") is subject to a Ground Lease (the "Lease") dated , 2011, by and between Museum of Flight Foundation ("Landlord") and Highline School District No. 401 ("Tenant".) The term of the Lease commenced or will commence and is for an initial term of ten (10) years subject to four (4) renewal terms of ten (10) years each. The Lease contains grants of a Parking License and a Fire Lane Access License in favor of the Tenant, and a School License in favor of Landlord. This Memorandum intended only to serve as notice of existence of the Lease and nothing contained herein shall modify, amend or otherwise vary the terms of the Lease. 49 Aviation High School Ground Lease 52364\01001\00454661.DOC.V10 ADL 2/14/11 Grantor: MUSEUM OF FLIGHT FOUNDATION, A Washington Nonprofit Corporation By: Its: Grantee: HIGHLINE SCHOOL DISTRICT NO. 401, A Washington municipal corporation By: Its: 50 Aviation High School Ground Lease 52364\01001\00454661.DOC.V10 ADL 2/14/11 STATE OF WASHINGTON ss. COUNTY OF KING I certify that I know or have satisfactory evidence that the person appearing before me and making this acknowledgment is the person whose true signature appears on this document. On this day of , 2011, before me personally appeared , to me known to be the of Museum of Flight Foundation, the corporation that executed the within and foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and on oath stated that was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said corporation. WITNESS my hand and official seal hereto affixed the day and year first above written. Notary Public in and for the State of Washington, residing at My commission expires: [Type or Print Notary Name] (Use This Space for Notarial Seal Stamp) 51 Aviation High School Ground Lease 52364\01001\00454661.DOC.V10 ADL 2/14/11 STATE OF WASHINGTON ss. COUNTY OF KING I certify that I know or have satisfactory evidence that signed this instrument, on oath stated that (he/she) was authorized to execute the instrument and acknowledged it in (his/her) capacity as of HIGHLINE SCHOOL DISTRICT NO. 401 to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument. Dated this day of , 2011. Notary Public in and for the State of Washington, residing at My commission expires: [Type or Print Notary Name] (Use This Space for Notarial Seal Stamp) 52 Aviation High School Ground Lease 52364\01001100454661.DOC.V10 ADL 2/14/11 City of Tukwila Department of Community Development Notice of Completeness and Technical Comments April 7, 2011 Anne DeVoe Lawler 999 Third Avenue #1900 Seattle, WA 98104 Subject: Museum of Flight/Aviation High School BSIP Dear Ms. Lawler: Jim Haggerton, Mayor Jack Pace, Director Your application for a Binding Site Improvement Plan (No. L11-019) is considered complete on March 31, 2011 for the purposes of meeting state mandated time requirements. This determination of complete application does not preclude the ability of the City to require that you submit additional plans or information, if in our estimation, such information is necessary to ensure the project meets the substantive requirements of the City or to complete the review process. This notice of complete application applies only to the permit identified above. It is your responsibility to apply for and obtain all necessary permits issued by other agencies. Review of your BSIP reveals the following comments and conditions need to be addressed: Fire Protection Conditions No Comments Planning Conditions 1. Public Works will waive the infrastructure installation and bonding requirement of TMC 17.16.050 for the subject BSIP as long as a reasonable construction schedule is submitted for all site work. Provide a construction schedule for our review and approval. (Received via email on 4/6/2011 and under review). op✓'At-NN`v hA. 4191 t 2. BSIP approval requires cross easement and maintenance agreement(s) for shared parking, circulation, utility and landscape improvements. (Received via courier on 4/6/2011 and under review). z/ a. There is no parking easement to allow either the high school or the Authority to park on the Foundation's property (Lot 1). The reciprocal easement agreement addresses the ability for the Authority and Foundation to access the parking areas but actual parking is not covered. City of Tukwila parking determinations (L09-054 and L10-059) meet the parking requirements by counting the parking provided on Lot 1 for the benefit of both the Authority and the high school. b. There is not an easement on Lot 1 for the landscape maintenance on Lot 2. -" Sy S `t I \ 1 ,)1733 3. Sheet 1: 4. Sheet 2: a. Correct red -lines as shown. a. Correct red -lines as shown. SM H:\A Aviation High School\BSIP\BSIP NOD.doc Page 1 of 2 04/07/2011 6300 Southcenter Boulevard, Suite #100 • Tukwila, Washington 98188 • Phone 206-431-3670 • Fax: 206-431-3665 • 1 b. A BSIP requires a drawing that show lines marking the boundaries of the existing lots; any existing lot line to be removed (between Parcel A and B) should be a dashed line and so noted. Page 2 shows this information but it is difficult to read because the easements on Parcel B are on the same line as the lot line to be removed. i. Remove vicinity map (already on page 1) and replace with map showing: 1. Portion of old Lot 1, old Lot 2, new Lots 1 & 2, old Parcels A and B 2. Show lines marking the boundaries of the existing lots; any existing lot line to be removed (between Parcel A and B) should be a dashed line and so noted. 3. Do not show easements or improvements on this detail. 5. Sheet 3: a. Correct red -lines as shown. b. Include in the detail the entire area of improvements on Lot 1 that are to the east of the high school building. The proposed improvements don't need to be called out; I do want the area of improvements to be noted rather than just the frontage improvements. Public Works Conditions 5. Proposed "Amended and Restated Road Access and Utility Agreement", page 24 Exhibit `D', should be recording number 20100927002030. (See attached page 24 of Agreement.) The next step is to submit the necessary BSIP revised documents. The surveyor's original signature is required on the face of the survey. Four copies of the plans, one original copy and one small size plan set need to be resubmitted. All taxes and fees assessed against the property must be current prior to final approval. Please check with the King County Assessor's Office and the City of Tukwila Finance Department prior to submitting final documents. If you have any questions about this matter please direct them to me at 206-433-7166 or s.macgregor@ci.tukwila.wa.us. Sincerely, Stacy M regor Assistant Planner Enclosure: Red -lined plan set, sheets 1-3 Cover page, Page 1 and Page 24 of "Amended and Restated Road Access and Utility Agreement" Red -lines on page 24 only. cc: Oliver Robar, PS L11-019 (PL11-019) SM Page 2 of 2 04/07/2011 HAA Aviation High School\BSIP\BSIP NOD.doc Return Address Anne DeVoe Lawler Jameson Babbitt Stites & Lombard PLLC 999 third Avenue, Suite 1900 Seattle, Washington 98104 Document Title(s) (or transactions contained therein): 1. Amended and Restated Road Access and Utility Agreement Reference Number(s) of Documents assigned, released or amended: (on page of documents(s)) _ 20070228002893 Grantor 1. Museum of Flight Foundation, a Washington non-profit corporation Grantees: 1. Highline School District No. 401, a Washington municipal corporation 2. Container Properties, L.L.C., a Washington limited liability company Legal description (abbreviated: i.e. lot, block, plat or section, township, range) Lot 2, City of Tukwila Short Plat No.. L05-057 © Full legal is on page 11 of document. Assessor's Property Tax ParcellAccount Number Ptn. 542260-0010 52364\01001 \00457360.DOC. V 5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT CON031 005 1110bh06f8 2011-03-17 AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT THIS AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT (this "Amended Agreement") is made as of 2011, by and between MUSEUM OF FLIGHT FOUNDATION, a Washington non-profit corporation (the "Museum" and "Grantor"), HIGHLINE SCHOOL DISTRICT NO. 401, a Washington municipal corporation (the "District"), and CONTAINER PROPERTIES, L.L.C., a Washington limited liability company ("Container Properties" and, collectively with the District, the "Grantees") RECITALS A. Grantor is the owner of certain real property comprising approximately 6.47 acres located at what is commonly known as 9229 East Marginal Way, Tukwila, King County, Washington, and more particularly described on Exhibit A attached hereto (the "Museum Property"), which real property abuts to the east a main thoroughfare commonly known as East Marginal Way. The Property is further identified as Lot 2 on the city of Tukwila Short Plat, No. L05-507, King County Recording No. 20070228900007 (the "Short Plat".) A copy of the Short Plat is attached hereto as Exhibit B. B. Container Properties is the owner of real property comprising 13.50 acres, legally described as set forth on Exhibit C (the "CP Property") attached hereto. The CP Property abuts the western boundary of the Museum Property. The CP Property is further identified as Lot 1 of the Short Plat. C. The District, pursuant to that certain Ground Lease between the Museum as landlord, and the District as tenant, dated , 2011 (the "Ground Lease"), is lessee of that portion of the Museum Property more particularly described on Exhibit D attached hereto (the "District Property" and, collectively with the CP Property, the "Grantees' Property") The District Property, to be used for the construction, operation, and maintenance of Aviation High School (the "High School"), comprises 41,500 square feet (approximately 0.95 acres) and is located entirely within the boundaries of the Museum Property. D. Grantor and Container Properties entered into that certain Road Access & Utility Agreement recorded February 28, 2007, under King County Recording No. 20070228002893 (the "Original Agreement") Pursuant to the Original Agreement, Grantor granted Container Properties the perpetual right of non-exclusive access, ingress and egress over, across, and through a portion of the Museum Property, more particularly described on Exhibit E attached hereto (the "CP Easement Area") Grantor retained the right to use the CP Easement Area for vehicular access and for installing, using, operating, repairing, and maintaining utility lines in the CP Easement Area. 52364\01001\00457360.DOC.V5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page 1 EXHIBIT D Legal Description of the District Property (Benefited Property) PARCEL A LOT , CITY OF TUKWILA BINDING SITE PLAN NO. L-10- RECORDED UNDER KING COUNTY RECORDING NO. 2011 COUNTY, WASHINGTON. PARCEL B , KING NON-EXCLUSIVE RECIPROCAL EASEMENTS FOR PUBLIC VEHICULAR AND PEDESTRIAN ACCESS, INCLUDING BUT NOT LIMITED TO EMERGENCY AND FIRE INGRESS AND EGRESS, OVER, UNDER, ACROSS AND THROUGH ACCESS ROADS, PARKING LOTS, SIDEWALKS AND WALKWAYS AS THEY MAY EXIST FROM TIME TO TIME AS ESTABLISHED BY RECIPROCAL EASEMENT AGREEMENT RECORDED UNDER RECORDING NUMBER 201/0927002029, RECORDS OF KING COUNTY; AND PARCEL C NON-EXCLUSIVE EASEMENTS FOR ACCESS AND UTILITIES AS ESTABLISHED BY ACCESS AND UTILITY EASEMENT AGREEMENT RECORDED UNDER RECORDING NUMBER 201/0927002030, RECORDS OF KING COUNTY. 0 PARCEL D NON-EXCLUSIVE EASEMENT FOR INGRESS, EGRESS AND UTILITIES AS RESERVED IN THAT CERTAIN DEED RECORDED UNDER KING COUNTY RECORDING NO. 4784818. PARCEL E [AMENDED CP EASEMENT] 52364\01001\00457360.DOC.V5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page 24 Page 1 of 2 Stacy MacGregor - RE: a few initial BSIP comments From: "Anne DeVoe Lawler" To: "Stacy MacGregor" Date: 04/06/2011 1:08 PM Subject: RE: a few initial BSIP comments CC: "H. Eugene McBrayer" , "Oliver Robar" , "Matt Hayes" , "Green, William (Perkins Coie)" , "Caroline Lemay" , "Marilyn Brockman" Attachments: "H. Eugene McBrayer" , "Oliver Robar" , "Matt Hayes" , "Green, William (Perkins Coie)" , "Caroline Lemay" , "Marilyn Brockman" Stacy — Attached is a construction schedule to address item 3 below. You will receive today a letter from me with the Ground Lease addressing item 2 below. Oliver Robar has addressed the items in #1 below. Before he sends you revised drawings, is there anything else he should add/change/delete? Also let us know if a PDF is sufficient or if he needs to get you full sized sets. Thanks. Anne DeVoe Lawler Jameson Babbitt Stites & Lombard PLLC 999 Third Avenue, Suite 1900 Seattle, WA 98104 206-292-1994 206-516-3204(direct dial) From: Stacy MacGregor[mailto:smacgregor@ci.tukwila.wa.us] Sent: Friday, April 01, 2011 2:10 PM To: Anne DeVoe Lawler Subject: a few initial BSIP comments Hi Anne, I have comments on the BSIP from all departments except for fire. I know I won't have them before Wednesday at the earliest. There are a few red -lines on each page that I assume will be quick to change but there are also a couple of bigger things that need to be addressed. I wanted to give you the bigger comments today so you and Oliver can work on them while we wait for Fire's comments. I am in the office today until about 3:15 if you have any questions. Thanks, Stacy file://C:\Temp\XPgrpwise\4D9C65D8tuk-mai16300-po 1001783331199351\GW }00001.H... 04/07/2011 Page 2 of 2 t. A BSIP requires a drawing that shows lines marking the boundaries of the existing lots; any existing lot line to be removed (between Parcel A and B) should be a dashed line and so noted. Page 2 shows this information but it is difficult to read because the easements on Parcel B are on the same line as the lot line to be removed. A. Remove vicinity map (already on page 1) and replace with detail showing: 1. Portion of old Lot 1, old Lot 2, new Lots 1 & 2, old Parcels A and B; 2. Show lines marking the boundaries of the existing lots; any existing lot line to be removed (between Parcel A and B) should be a dashed line and so noted. 3. Do not show easements or improvements on this detail. 2. BSIP approval requires cross easement and maintenance agreement(s) for shared parking, circulation, utility and landscape improvements. 1. There is no parking easement to allow either the high school or the Authority to park on the Foundation's property (Lot 1). The reciprocal easement agreement addresses the ability for the Authority and Foundation to access the parking areas but actual parking is not covered. City of Tukwila parking determinations (L09-054 and L10-059) meet the parking requirements by counting the parking provided on Lot 1 for the benefit of both the Authority and the high school. 2. There is not an easement on Lot 1 for the landscape maintenance on Lot 2. 3. Public Works will waive the infrastructure installation and bonding requirement of TMC 17.16.050 for the subject BSIP as long as a reasonable construction schedule is submitted for all site work. Provide a construction schedule for our review and approval. Stacy MacGregor, Assistant Planner Wed-Thurs-Friday 8:30-3:00 pm 206.433.7166 City of Tukwila, 6300 Southcenter Blvd, Tukwila, WA 98188 APlease consider the environment before printing this e-mail file://C:\Temp\XPgrpwise\4D9C65D8tuk-mai16300-po 1001783331199351\GW } 00001.H... 04/07/2011 Highline School District No. 401 Facilities Services Department 17810 8th Avenue South, Building A Burien WA 98148-1788 206.631.7516 Fax 206.631.7561 Aviation l-I h School Estimated Construction Timeline Updated: 4/5/11 Event Date Construction Notice to Proceed August 23, 2011 Ground Breaking Ceremony August 24-30, 2011 Construction Infrastructure Complete March 31, 2012 Landscape Installation March 1, 2012 Landscape Installation Complete August 31, 2013 Students and Staff will Occupy the Building September 1, 2013 TO: City of Tukwila Department of Community Development File Numbers L11-019 (PL11-013) 0\.)0 LAND USE PERMIT ROUTINIVI Building Public Works Fire Dept. Project: Raisebeck Aviation High School BSIP Address: 9229 East Marginal Way S Parcel: 542260-0020 Date transmitted: 3/23/2011 Response requested by: 4/6/2011 Staff coordinator: Stacy MacGregor Date response received: REVIEWERS: Please specify how the attached plans conflict with your ADOPTED development regulations, including citations. Be specific in describing the types of changes you want made to the plans. When referencing codes, please identify the actual requirement and plan change needed. The Planning Division review does not supplant each department's ability to administer its own regulations and permits. However, project consistency at the Planning review stage is important to minimize significant later design changes. More than minimal design changes require further Planning Commission review, even if alteration is required to satisfy a City requirement. This further review is typically a minimum 60-day process. Requirements based on SEPA (e.g., not required by an adopted development regulation) MUST identify the impact being mitigated, the policy basis for requiring mitigation, and the method used to calculate the mitigation required. Calculations of project impacts and the mitigation required (e.g., water capacity, road level of service analyses, or turning analyses) may be required of the applicant. COMMENTS (Attach additional comment sheets and/or support materials asneede ASAP Please!! The Museum is trying to make a deadline with the high school. C....ov\c)tc,�,'S Plan check date: -kV' \ Comments prepared by: Update date: Page 1 of 1 Stacy MacGregor - a few initial BSIP comments From: Stacy MacGregor To: Anne DeVoe Lawler Date: 04/01/2011 2:10 PM Subject: a few initial BSIP comments Hi Anne, I have comments on the BSIP from all departments except for fire. I know I won't have them before Wednesday at the earliest. There are a few red -lines on each page that I assume will be quick to change but there are also a couple of bigger things that need to be addressed. I wanted to give you the bigger comments today so you and Oliver can work on them while we wait for Fire's comments. I am in the office today until about 3:15 if you have any questions. Thanks, Stacy 1. A BSIP requires a drawing that shows lines marking the boundaries of the existing lots; any existing lot line to be removed (between Parcel A and B) should be a dashed line and so noted. Page 2 shows this information but it is difficult to read because the easements on Parcel B are on the same line as the lot line to be removed. A. Remove vicinity map (already on page 1) and replace with detail showing: 1. Portion of old Lot 1, old Lot 2, new Lots 1 & 2, old Parcels A and B; 2. Show lines marking the boundaries of the existing lots; any existing lot line to be removed (between Parcel A and B) should be a dashed line and so noted. 3. Do not show easements or improvements on this detail. 2. BSIP approval requires cross easement and maintenance agreement(s) for shared parking, circulation, utility and landscape improvements. 1. There is no parking easement to allow either the high school or the Authority to park on the Foundation's property (Lot 1). The reciprocal easement agreement addresses the ability for the Authority and Foundation to access the parking areas but actual parking is not covered. City of Tukwila parking determinations (L09-054 and L10-059) meet the parking requirements by counting the parking provided on Lot 1 for the benefit of both the Authority and the high school. 2. There is not an easement on Lot 1 for the landscape maintenance on Lot 2. s. Public Works will waive the infrastructure installation and bonding requirement of TMC 17.16.050 for the subject BSIP as long as a reasonable construction schedule is submitted for all site work. Provide a construction schedule for our review and approval. Stacy MacGregor, Assistant Planner Wed-Thurs-Friday 8:30-3:00 pm 206.433.7166 City of Tukwila, 6300 Southcenter Blvd, Tukwila, WA 98188 `'„ Please consider the environment before printing this e-mail file://C:\Temp\XPgrpwise\4D95DCC 1 tuk-mai16300-po 1001783331198C61\GW } 00001.... 04/01/2011 TO: City of Tukwila Department of Community Development File Numbers L11-019 (PL11-013) )c,P\e'' LAND USE PERMIT ROUTIN FORM Building Public Works Fire Dept. Project: Raisebeck Aviation High School BSIP Address: 9229 East Marginal Way S Parcel: 542260-0020 Date transmitted: 3/23/2011 Response requested by: 4/6/2011 Staff coordinator: Stacy MacGregor Date response received: REVIEWERS: Please specify how the attached plans conflict with your ADOPTED development regulations, including citations. Be specific in describing the types of changes you want made to the plans. When referencing codes, please identify the actual requirement and plan change needed. The Planning Division review does not supplant each department's ability to administer its own regulations and permits. However, project consistency at the Planning review stage is important to minimize significant later design changes. More than minimal design changes require further Planning Commission review, even if alteration is required to satisfy a City requirement. This further review is typically a minimum 60-day process. Requirements based on SEPA (e.g., not required by an adopted development regulation) MUST identify the impact being mitigated, the policy basis for requiring mitigation, and the method used to calculate the mitigation required. Calculations of project impacts and the mitigation required (e.g., water capacity, road level of service analyses, or turning analyses) may be required of the applicant. COMMENTS (Attach additional comment sheets and/or support materials asneede ASAP Please!! The Museum is trying to make a deadline with the high school. -4(.2 6234,6-(z/tut 4ex://e4e3 Plan ch ck d te: �,%2672G/f Comments prepared by: Update date: TO: City of Tukwila Department of Community Developn^ EIVED MAR 2 3 2011 TUKWILA PUBLIC LAND USE PERMIT Building M Public Fire Dept. File Numbers L11-019 (PL11-013) 15TI rK; Project: Raisebeck Aviation High School BSIP Address: 9229 East Marginal Way S Parcel: 542260-0020 Date transmitted: 3/23/2011 Response requested by: 4/6/2011 Staff coordinator: Stacy MacGregor Date response received: REVIEWERS: Please specify how the attached plans conflict with your ADOPTED development regulations, including citations. Be specific in describing the types of changes you want made to the plans. When referencing codes, please identify the actual requirement and plan change needed. The Planning Division review does not supplant each department's ability to administer its own regulations and permits. However, project consistency at the Planning review stage is important to minimize significant later design changes. More than minimal design changes require further Planning Commission review, even if alteration is required to satisfy a City requirement. This further review is typically a minimum 60-day process. Requirements based on SEPA (e.g., not required by an adopted development regulation) MUST identify the impact being mitigated, the policy basis for requiring mitigation, and the method used to calculate the mitigation required. Calculations of project impacts and the mitigation required (e.g., water capacity, road level of service analyses, or turning analyses) may be required of the applicant. COMMENTS (Attach additional comment sheets and/or support materials asneede ASAP Please!! The Museum is trying to make a deadline with the high school. (St e a+ A. Le...1 rn ev.k5 .) 3/ze/ Plan check date: Comments prepared by: Update date: MEMORANDUM www.ci.tukwila.wa.us Development Guidelines and Design and Construction Standards TO: PLANNING DEPT. — Stacy MacGregor, Assistant Planner OHM FROM: PUBLIC WORKS DEPT. — David McPherson, Development Engineer DATE: March 28, 2011 SUBJECT: Raisbeck Aviation High School Binding Site Improvement Plan (BSIP) 9229 E. Marginal Way South TL no. 542260-0020 (BSIP) Review Comments (BSIP) — L11-019 Public Works has the following comments. Proposed "Amended and Restated Road Access and Utility Agreement", page 24 Exhibit `D', should be recording number 20100927002030. (See attached.) (BSIP) Survey Map `Draft' BSIP plan sheets 1 thru 3 of 3 look good. Page 1 of 1 CITY G. TUKWILA FINDING SITE Department of Community DevelopmenRE t� ;r "t MOVEMENT 6300 Southcenter Boulevard. Tukwila, WA 98188 Telephone: (206) 431-3670 FAX (206) 431-3665MAR 1 9 20111 PLAN E-mail: tukplan@ci.tulcwila.wa.us COMMUNITY DEVELOPMENT APPLICATION FOR STAFF USE ONLY Sierra Type P-BSIP Planner: j `(` �� � � f File Number: LA t .- 0 Ct Application Comprete (Date: Application Incomplete (Date: Project File Number: /67Z / re.)/ ?, Other File Numbers: NAME OF PROJECT/DEVELOPMENT: G LOCATION OF PROJECT/DEVELOPMENT: Give street address or, if vacant, indicate lot(s), block and subdivision, access street, and nearest intersection. T,6,4 / LIST ALL TAX LOT NUMBERS (this information may be found on your tax statement). J22<P() - 0()20 DEVELOPMENT COORDINATOR: The individual who: • has decision making authority on behalf of the applicant in meetings with City staff, • has full responsibility for identifying and satisfying all relevant and sometimes overlapping development standards, and • is the primary contact with the City to whom all notices and reports will be sent. Name:/? /) Z7e-(/ Address: Phone: E-mail: �G 71�7 G�/ /e -- Signature: Date: W: \ Forms \ Applications, Land Use\2011 Applications \ Binding Site Improvement Plan-Jan2011.doc COMPLUE APPLICATION CLIECKLIST The materials listed below must be submitted with your application unless specifically waived in writing by the Public Works Department and the Department of Community Development. Please contact each Department if you feel that certain items are not applicable to your project and should be waived, or should be submitted at a later date for use at the public hearing (e.g. colored renderings). Application review will not begin until it is determined to be complete. ADDITIONAL MATERIALS MAY BE REQUIRED. The initial application materials allow starting project review and vesting the applicant's rights. However, they in no way limit the City's ability to require additional information as needed to establisRECENED with development standards. MAR 19 20111 City staff are available to answer questions about application materials at 206-431-3670 (Dep Community Development) and 206-433-0179 (Department of Public Works). ELOP Check items submttedL,, i .�._:•`0 *Tbwitll �,.Yy application,, Informatione �.- '' •-, Planntn(T $ d: uired. M Abe waived in unusual cases, up on'a roz al both Public Works: an � � 'i °�' Y .h� 1"i "� r2 ss t , , , 6` ' APPLICATION MATERIALS: ( 1. Application Checklist (1 copy) indicating items submitted with application. I/ 2. Completed Application Form and drawings (4 copies). / 3. One set of allplans reduced to 8 1/2" by 11" or 11"x17". / 4. Completed and notarized Affidavit of Ownership and Hold Harmless Permission to Enter Property (1 copy attached). 5. Application Fee: See Land Use Fee Schedule. 0,.... 6. SEPA Environmental Checklist (for projects with 5-9 lots or cut/fill over 500 cubic yards see SEPA Application Packet). PUBLIC NOTICE MATERIALS: V, ' 7. If the project requires SEPA review or involves a BSIP of 5 —9 lots: Payment of a $365 notice board fee to FastSigns Tukwila or Provide a 4' x 4' public notice board on site within 14 days of the Department determining that a complete application has been received (see Public Notice Sign Specifications Handout). fr 8. If the project involves a BSIP of 5 —9 lots: Pay the fee as established by the Land Use Fee Schedule for generating mailing labels; Or provide an excel spreadsheet of mailing labels for all property owners and tenants (residents and businesses) within 500 feet of the subject property. Each unit in multiple family buildings e.g. apartments, condos, trailer parks --must be included. Once your project is assigned to a planner, you will be required to provide an electronic copy of the mailing label spreadsheet in the following format: Name, Street Address, City St Zip, with each of these fields as an individual column: Name Street Address City, St, Zip Mr. Smith 1234 Park Ave S Tukwila WA 98188 PLEASE NOTE: Regardless of whether you pay the City to generate the mailing labels or you provide them, there is an additional fee for postage and material as listed under Public Notice Mailing Fee on the Land Use Fee Schedule. Payment of this fee is due prior to issuance of the decision and you will receive a separate bill for this fee. W:\Forms\Applications, Land Use\2011 Applications\Binding Site Improvement Plan-Jan2011.doc submitted '� with application ----------- Planning . J -' /� o "' ' 9. If providing own labels, include King County Assessor's map(s) which shows the location of each property within 500 ft. of the subject lot. PROJECT DESCRIPTION AND ANALYSIS: A 10. Title Report: Clearly establish status as legal lot(s) of record, ownership, all known easements and encumbrances, must be dated within 45 days of application filing (2 copies). 10,61--- 11. Sewer and water availability letters are required from the provider district if the area is not serviced by the City of Tukwila. Forms are available at the DCD office. dry.-1-7 12. Any required maintenance agreements, easements or other documents ready for recording. 1*' 13. Technical Information Report (TIR) including feasibility analysis per King County Surface Water Design Manual (KCSWDM). Two copies are required, for additional guidance contact Public Works. 14. Provide two copies of sensitive area studies such as wetland or geotechnical reports if needed per Tukwila's Sensitive Areas Ordinance (TMC 18.45). See Customer Assistance Bulletin B4 for Geotechnical Report Guidelines (online at www.ci.tukwila.wa.us/pubwks/bulletins/cablist.pdf ) and Sensitive Area Special Study Guidelines (online at www.ci.tukwila.wa.us/dcd/dcdplan.htm) for additional information. 15. Provide recorded documents that identify the nature and extent of existing easements. SURVEY: a template is available from the City in AutoCAD format 16. (a) The survey must include the name of the project, graphic scale, space for the City of Tukwila file number and north arrow. It shall be drawn with black ink in record of survey format and include the elements listed at TMC 17.04.060. This shall be stamped by the surveyor. (b) Legal descriptions of the existing and proposed lots. (c) All applicable certificates and approvals (listed on the template, see TMC 17.04.060). (d) Existing and proposed lot lines shall be shown solid with new lines called out and lot lines to be removed shall be shown dashed. (e) Lot and block numbers shall begin with the number one (1) and be numbered consecutively without omission or duplication. (f) Total lot or parcel sizes and average width of each proposed lot. (g) Dash in required setback distances from all parcel lot lines. (h) Fire access lanes and turn-arounds per Fire Department standards. (i) Location of all tracts to be dedicated to any public or private purpose shall be distinguished from lots intended for general development with notes stating their purpose and limitations. (j) Locations of existing and proposed public street rights -of -way and private access easements. 1 (k) Location, dimension and purpose of existing and proposed easements. (1) Vicinity Map with site location, does not have to be to scale. LANDSCAPE PLAN: NIV-- i1eF� 17. (a) Landscape planting plan stamped and signed by a Washington State licensed landscape architect. Plans must include the type, quantity, spacing and location of all plantings. Maximum . ` /404-;) U W:\Forms\Applications, Land Use\2011 Applications \ Binding Site Improvement Plan-Jan2011.doc (.;neck items submitted. with' application Information Kequired. May be waived in'unusuai cases, upon approval of both Public Works and: Planning (b) Show all existing trees to be retained and any tree protection measures required (for example fencing at drip line). SENSITIVE AREAS PLAN: A r 18. (a) Location of all sensitive areas (e.g. streams, wetlands, slopes over 20%, coal mine areas and important geological and archaeological sites). For stream frontage provide existing and proposed top of stream bank, stream bank toe, stream mean high water mark, and base flood elevation (i.e., 100 yr. flood). Maximum sheet size 24" x 36". (b) Location of all required sensitive area buffers, setbacks tracts and protection measures. V (c) Show all significant trees (4" or more in diameter measured 4.5 feet above grade), indicating those to be retained and those to be removed. A tree permit will be required for removal of any significant trees within a sensitive area or its buffer. (d) Show proposed lot and tract lines. CIVIL PLANS: 1,A--,_ 19. (a) One set of all civil plans and analyses shall be stamped, signed and dated by a licensed professional engineer. Include a graphic scale and north arrow. Maximum sheet size 24" x 36". Sbeei (b) Vertical datum NAVD 1988 and horizontal datum NAD 83/91. Conversion calculations to NGVD 1929, if in a flood zone or flood -prone area. (c) Existing (dashed) and proposed (solid) topography at 2' intervals (minimum 5 ft. beyond the property line). (d) Total expected cut and fill for buildout. (e) Existing and proposed utility easements and improvements, on site and in street (water, sewer, power, natural gas, telephone, cable). Schematic designs to be provided regardless of purveyor (e.g. site line size, location, and size of public main). No capacity calcs, invert depth, valve locations or the like are needed. (f) Storm drainage design at least 90% complete, which meets the KCSWDM. Call out total existing and proposed impervious surface in square feet. Include all storm drainage conveyance systems, water quality features, detention structures, maintenance access and safety features. (g) Locate the nearest existing hydrant and all proposed hydrants. (h) Show the 100 yr. flood plain boundary and elevation as shown on FEMA maps. (i) Plan, profile and cross-section for any right-of-way improvements. (j) Show planned access to lots, driveways, fire access lanes and turn-arounds. (k) Show the location and distance to proposed property lines of all existing structures, indicating those to be removed. Show the expected location of all new buildings. (1) Show proposed lot and tract lines. W:\Forms\Applications, Land Use\2011 Applications\Binding Site Improvement PIan-Jan2011.doc CITY OF TUKWILA Department of Community Development 6300 Southcenter Boulevard, Tukwila, WA 98188 Telephone: (206) 431-3670 FAX (206) 431-3665 E-mail: tukplanrdici.tukwila.wta.us AFFIDAVIT OF OWNERSHIP AND HOLD HARMLESS PERMISSION TO ENTER PROPERTY STATE OF WASHINGTON ss COUNTY OF KING The undersigned being duly sworn and upon oath states as follows: 1. I am the current owner of the property which is the subject of this application. 2. All statements contained in the applications have been prepared by me or my agents and are true and correct to the best of my knowledge. 3. The application is being submitted with my knowledge and consent. 4. Owner grants the City, its employees agents, engine rs, cgntractors or oth re resentatives the ri ht to enter upon Owner's real property, located at - 1b for the purpose of application rem, f r the limited time necessary to complete that purpose. 5. Owner agrees to hold the City harmless for any loss or damage to persons or property occurring on the private property during the City's entry upon the property, unless the loss or damage is the result of the sole negligence of the City. 6. The City shall, at its discretion , cancel the application without refund of fees, if the applicant does not respond to specific requests for items on the "Complete Application Checklist" within ninety (90) days. 7. Non -responsiveness to a City information request for ninety (90) or more days, shall be cause to cancel the application(s) without refund of fees. EXECUTED at / (//C1ll /6C (city) k (state) on /trd Pr y � �� vz � �S (Addres�),o� On this day peZ$491‘21‘1"Wbiefore me 1 / to me known to be the individual who executed the foregoipg�i cld�lgevledgehat ashe signed a sam-is his/her voluntary act and deed for the uses and purposes mentioned- ,,�� �tt. ��i, d tI b SUBSC 4tE ME ON THE � DA j_ " 20 // 0 Cny s' F ttthNt%a%"`� (� Op WA5u� N` OTARY PU o residing at / My Commission expires on C in and for e State o ashi W:\Forms\Applications, Land Use\2011 Applications\Binding Site Improvement Plan-Jan2011.doc City of Tukwila Department of Community Development 6300 Southcenter Boulevard, Suite #100 Tukwila, Washington 98188 Phone: 206-431-3670 Fax: 206-431-3665 Web site: http://www.ci.tulcwila.wa.us RECEIPT Parcel No.: 5422600020 Permit Number: L11-019 Address: 9229 EAST MARGINAL WY S TUKW Status: PENDING Suite No: Applied Date: 03/16/2011 Applicant: ANNE DEVOE LAWLER Issue Date: Receipt No.: R11-00536 Payment Amount: $3,330.00 Initials: SM Payment Date: 03/18/2011 12:06 PM User ID: 1166 Balance: $0.00 Payee: Anne Lawler for JBSL TRANSACTION LIST: Type Method Descriptio Amount Payment Check 63780 3,330.00 Authorization No. ACCOUNT ITEM LIST: Description Account Code Current Pmts ZONING/SUBDIVISION 000.345.810 3,330.00 Total: $3,330.00 doc: Receiot-06 Printed: 03-18-2011 AGO TITLE INSURANCE COMPANY 701. IFTH AVENUE, #2300, SEATTLE, WA 98104 PLAT CERTIFICATE RECEIVED MAR 19 20111 COMMUNITY DEVELOPMENT Order No.: 1299849 Certificate for Filing Proposed Plat: SECOND PLAT CERTIFICATE In the matter of the plat submitted for our approval, this Company has examined the records of the County Auditor and County Clerk of KING County, Washington, and the records of the Clerk of the United States Courts holding terms in said County, and from such examination hereby certifies that the title to the following described land situate in said KING County, to -wit: SEE SCHEDULE A (NEXT PAGE) VESTED IN: MUSEUM OF FLIGHT FOUNDATION, A WASHINGTON NON-PROFIT CORPORATION EXCEPTIONS: SEE SCHEDULE B ATTACHED CHARGE: $350.00 TAX: $33.25 Records examined to FEBRUARY 24 , 2 011 at 8 : 0 0 AM (W4 DARYL SAVIDIS Title Officer (206)628-5610 RECEIVED MAR 28 2011 TUKWILA PUBLIC WORKS PLATcPrA/RDA/0999 .CAGO TITLE INSURANCE COMPAN`. PLAT CERTIFICATE SCHEDULE A (Continued) Order No.: 1299849 LEGAL DESCRIPTION PARCEL A: LOT 2, CITY OF TUKWILA SHORT PLAT NUMBER L05-057, RECORDED UNDER RECORDING NUMBER 20070228900007, IN RING COUNTY, WASHINGTON. PARCEL B: THAT PORTION OF THE FOLLOWING DESCRIBED PROPERTY LYING SOUTHERLY OF THE EASTERLY EXTENSION OF THE NORTH LINE OF LOT 2 OF CITY OF TUKWILA SHORT PLAT NUMBER L05-057, RECORDED UNDER RECORDING NUMBER 20070228900007, IN RING COUNTY, WASHINGTON: A PARCEL OF LAND SITUATE IN TRACTS 1 AND 2, THE MEADOWS, ACCORDING TO THE PLAT THEREOF, BEING A PART OF FRANCIS MCNATT DONATION LAND CLAIM NO. 38 IN SECTION 33, TOWNSHIP 24 NORTH, RANGE 4 EAST, WILLAMETTE MERIDIAN, IN RING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT THE POINT OF INTERSECTION OF THE NORTH LINE OF SAID TRACT 2 WITH THE WESTERLY LINE OF PRIMARY STATE HIGHWAY NO. 1 (EAST MARGINAL WAY) WHICH POINT IS 648.77 FEET DISTANT SOUTHEASTERLY, MEASURED ALONG SAID WESTERLY LINE, FROM THE NORTH LINE OF SAID FRANCIS MCNATT DONATION LAND CLAIM; THENCE SOUTHEASTERLY ALONG THE WESTERLY LINE OF SAID HIGHWAY A DISTANCE OF 715.4 FEET; THENCE NORTHWESTERLY ALONG A STRAIGHT LINE WHICH FORMS AN ANGLE OF 8°01' FROM NORTHWEST TO WEST WITH THE WESTERLY LINE OF SAID HIGHWAY A DISTANCE OF 122 FEET, MORE OR LESS, TO A POINT 17 FEET DISTANT SOUTHWESTERLY, MEASURED AT RIGHT ANGLES, FROM THE WESTERLY LINE OF HIGHWAY; THENCE NORTHWESTERLY ALONG A STRAIGHT LINE PARALLEL WITH SAID WESThRLY LINE OF HIGHWAY A DISTANCE OF 603 FEET, MORE OR LESS, TO A POINT ON THE NORTH LINE OF SAID TRACT 2; THENCE EAST ALONG SAID NORTH LINE A DISTANCE OF 18.5 FEET, MORE OR LESS, TO THE POINT OF BEGINNING. PARCEL C: THOSE CERTAIN NON-EXCLUSIVE EASEMENT RIGHTS FOR ACCESS, PARKING SIDEWALKS AND WALKWAYS, AS THEY MAY EXIST FROM TIME TO TIME, FOR PUBLIC VEHICULAR AND PEDESTRIAN ACCESS, AS ESTABLISHED BY RECIRPOCAL EASEMENT AGREEMENT RECORDED UNDER RECORDING NUMBER 20100927002029; AND THOSE CERTAIN NON-EXCLUSIVE EASEMENT RIGHTS FOR ACCESS AND UTILITIES AS ESTABLISHED BY ACCESS AND UTILITY EASEMENT AGREEMENT RECORDED UNDER RECORDING NUMBER 20100927002030 AND RE -RECORDED UNDER RECORDING NUMBER 20110202001697. CHICAGO TITLE INSURANCE COMPANY PLAT CERTIFICATE SCHEDULE B Order No.: 1299849 This certificate does not insure against loss or mage by reason of the following exceptions: GENERAL EXCEPTIONS: A. Defects, liens, encumbrances, adverse claims or other matters, if any, created, first appearing in the public records or attaching subsequent to the effective date hereof but prior to the date the proposed insured acquires for value of record the estate or interest or mortgage thereon covered by this Commitment. B. Rights or claims of parties in possession not shown by the public records. C. Encroachments, overlaps, boundary line disputes, and any other matters which would be disdosedby an accurate survey and inspection of the premises. D. Easements or claims of easements not shown by the public records. E. Any lien, or right to lien, for contributions to employee benefit funds, or for state workers' compensation, or for services, labor, or material heretofore or hereafter furnished, all as imposed by law, and not shown by the public records. F. Liens under the Workmen's Compensation Act not shown by the public records. G. Any service, installation, connection, maintenance or construction charges for sewer, water, electricity or garbage removaL H. General taxes not now payable; matters relating to special assessments and special levies, if any, preceding or in the same becoming a lien. I. Reservations or exceptions in patents or in Acts authorizing the issuance thereof; Indian tribal codes or regulations, Indian treaty or aboriginal rights, including easements or equitable servitudes. J. Water rights, claims, or title to water. K. THIS REPORT IS ISSUED AND ACCEPTED UPON THE UNDERSTANDING THAT THE LIABILITY OF THE COMPANY SHALL NOT EXCEED ONE THOUSAND DOLLARS($1000.00). :CAGO TITLE INSURANCE COMPANI PLAT CERTIFICATE SCHEDULE B (Continued) Order No.: 1299849 EXCEPTIONS A 1. UNRECORDED EASEMENT AND THE TERMS AND CONDITIONS THEREOF: a c D a GRANTEE: PURPOSE: AREA AFFECTED: DISCLOSED BY: RECORDED: RECORDING NUMBER: KING COUNTY, WASHINGTON, A MUNICIPAL CORPORATION THE RIGHT TO CONSTRUCT, OPERATE AND MAINTAIN AY UNDERGROUND STORM DRAIN OUTFALL LINE PORTION OF PARCEL A LYING WITHIN A STRIP OF LAND 10 FEET IN WIDTH AS DESCRIBED IN SAID INSTRUMENT MODIFICATION THEREOF SEPTEMBER 18, 1995 J 9509180955 SAID EASEMENT HAS BEEN MODIFIED BY MODIFICATION RECORDED UNDER RECORDING NUMBER 9509180955. SAID INSTRUMENT RELATES TO THE EASEMENT GRANTED TO RING COUNTY BY INSTRUMENT DATED MARCH 28, 1932 AND RECORDED APRIL 2, 1932 UNDER RECORDING NUMBER 2716188. NOTE: SAID EASEMENT IS ALSO DELINEATED AND/OR DEDICATED ON THE FACE OF THE SHORT PLAT RECORDED UNDER RECORDING NUMBER 20070228900007. V/ 2. EASEMENT AND THE TERMS AND CONDITIONS THEREOF: GRANTEE: PURPOSE: AREA AFFECTED: RECORDED: RECORDING NUMBER: THE BOEING COMPANY, A DELAWARE CORPORATION OPERATING, MAINTAINING, REMOVING, REPAIRING, REPLACING AND USING A COMMUNICATIONS DUCT BANK AND ALL APPURTENANCES EASTERLY PORTION OF PARCEL A OF SAID PREMISES JUNE 8, 1998 9806080935 ✓ NOTE: SAID EASEMENT IS ALSO DELINEAL'EU AND/OR DEDICArE1) ON THE FACE OF THE SHORT PLAT RECORDED UNDER RECORDING NUMBER 20070228900007. J 3. EASEMENT AND THE TERMS AND CONDITIONS THEREOF: GRANTEE: PURPOSE: AREA AFFECTED: CONTAINER PROPERTIES, L.L.C., A WASHINGTON LIMITED LIABILITY COMPANY INGRESS, EGRESS AND UTILITIES NORTHERLY PORTION OF PARCEL A LYING FIX/CRIB' 1/R/RDA/0999 ICAGO TITLE INSURANCE COMPAN' PLAT CERTIFICATE SCHEDULE B (Continued) Order No.: 1299849 RECORDED: RECORDING NUMBER: WITHIN A STRIP OF LAND 35 FEET IN WIDTH AS DESCRIBED AND DELINEATED IN DOCUMENT FEBRUARY 28, 2007 20070228002893 NOTE: SAID EASEMENT IS ALSO DELINEATED AND/OR DEDICATED ON THE FACE OF THE SHORT PLAT RECORDED UNDER RECORDING NUMBER 20070228900007. V/ s 4. EASEMENT AND THE TERMS AND CONDITIONS THEREOF: GRANTEE: PURPOSE: AREA AFFECTED: : RECORDED: RECORDING NUMBER: CONTAINER PROPERTIES, L.L.C., A WASHINGTON LIMITED LIABILITY COMPANY TEMPORARY WATERLINE PORTION OF PARCEL A - THE DESCRIPTION CONTAINED THEREIN IS NOT SUFFICIENT TO DETERMINE ITS EXACT LOCATION WITHIN THE PROPERTY HEREIN DESCRIBED. P'EERUARY 28, 2007 20070228002894 V 2r 5. RESTRICTIONS CONTAINED IN INSTRUMENT, BUT OMITTING ANY COVENANTS OR RESTRICTIONS, IF ANY, BASED UPON RACE, COLOR, RELIGION, SEX, SEXUAL ORIENTATION, FAMILIAL STATUS, MARITAL STATUS, DISABILITY, HANDICAP, NATIONAL ORIGIN, ANCESTRY, OR SOURCE OF INCOME, AS SET FORTH IN APPLICABLE STATE OR FEDERAL LAWS, EXCEPT TO THE EXTENT THAT SAID COVENANT OR RESTRICTION IS PERMI'1'1'E'u BY APPLICABLE LAW: RECORDED: NOVEMBER 20, 1973 RECORDING NUMBER: 7311200308 AS FOLLOWS: MONSANTO TO BEAR ALL COSTS TO INSPECT, KEEP, MAINTAIN, REPAIR, RECONSTRUCT, REPLACE AND RELOCATE THREE DRAINAGE OUTFALL PIPELINES; MONSANTO AS GRANTOR TO BE RESPONSIBLE FOR COMPLIANCE WITH ALL APPLICABLE ENVIRONMENTAL AND OTHER LAWS REGARDING THE DISCHARGE OF WATER AND TO INDEMNIFY AND SAVE HARMLESS THE PORT AS GRANTEE FROM ANY LIABILITY OR LOSS ARISING FROM THESE DISCHARGES. a AFFECTS: PARCEL A o 6. COVENANTS, CONDITIONS, RESTRICTIONS, EASEMENTS, NOTES, DEDICATIONS AND SETBACKS, IF ANY, SET FORTH IN OR DELINEATED ON SAID SHORT PLAT RECORDED UNDER RECORDING NUMBER 20070228900007. ✓ AFFECTS: PARCEL A ICAGO TITLE INSURANCE COMPAN' PLAT CERTIFICATE SCHEDULE B (Continued) Order No.: 1299849 0 7. AGREEMENT AND THE TERMS AND CONDITIONS THEREOF: R s AK BETWEEN: AND: RECORDED: RECORDING NUMBER: REGARDING: AFFECTS: PARCEL A CITY OF SEATTLE, A MUNICIPAL CORPORATION MONSANTO CHEMICAL COMPANY, A DELAWARE CORPORATION JUNE 4, 1963 5591648 SEWER CONNECTION 8. AGREEMENT AND THE TERMS AND CONDITIONS THEREOF: BETWEEN: AND: RECORDED: RECORDING NUMBER: REGARDING: AFFECTS: PARCEL A MONSANTO COMPANY PACIFIC CAR AND FOUNDRY COMPANY AUGUST 3, 1966 6064204 USE OF JOINT SEWER LINE 9. REIPROCAL EASEMENT AGREEMENT AND THE TERMS AND CONDITIONS THEREOF: BETWEEN: AND: RECORDED: RECORDING NUMBER: REGARDING: KING COUNTY MUSEUM OF FLIGHT AUTHORITY MUSEUM OF FLIGHT FOUNDATION SEPTEMBER 27, 2010 20100927002029 RECIPROCAL EASEMENTS FOR ACCESS, PARKING SIDEWALKS AND WALKWAYS, AS THEY MAY EXIST FROM TIME TO TIME, FOR PUBLIC VEHICULAR AND PEDESTRIAN ACCESS AL 10. COVENANT TO BEAR PART OR ALL OF THE COST OF CONSTRUCTION OR REPAIR OF EASEMENT GRANTED OVER ADJACENT PROPERTY: PURPOSE OF EASEMENT: RECORDING NUMBER: RE-RECORDING NUMBER: ACCESS AND UTILITIES 20100927002030 20110202001697� 11. THE SUBJECT PROPERTY IS PRESENTLY CLASSIFIED AS EXEMPT AND MAY BE SUBJECT TO THE COLLECTION OF BACK TAXES FOR A POSSIBLE 3 TO 10 YEAR PERIOD, DEPENDING UPON THE ACTUAL USE CLASSIFICATION OF THE PROPERTY DURING ITS EXEMPT STATUS. INQUIRY SHOULD BE MADE TO THE KING COUNTY ASSESSOR'S OFFICE OR THE COMPANY FOR ADDITIONAL INFORMATION. .CAGO TITLE INSURANCE COMPANI PLAT CERTIFICATE SCHEDULE B (Continued) Order No.: 1299849 TAX ACCOUNT NUMBER: 542260-0020-02 LEVY CODE: 2430 ✓ AFFECTS: PARCEL A w 12. SPECIAL TAXES FOR SURFACE WATER MANAGEMENT AND/OR OTHER SPECIAL CHARGES: 1ST HALF DELINQUENT MAY 1ST, 2ND HALF DELINQUENT NOVEMBER 1ST: YEAR: 2011 AMOUNT BILLED: $ 13.00 AMOUNT PAID: $ 0.00 AMOUNT DUE: $ 13.00 TAX ACCOUNT NUMBER: 542260-0020-02 LEVY CODE: 2430 a AFFECTS: PARCEL A Y 13. SPECIAL TAXES FOR SURFACE WATER MANAGEMENT AND/OR OTHER SPECIAL CHARGES: 1ST HALF DELINQUENT MAY 1ST, 2ND HALF DELINQUENT NOVEMBER 1ST: YEAR: 2011 AMOUNT BIT,i,Rf. $ 12.08 AMOUNT PAID: $ 0.00 AMOUNT DUE: $ 12.08 TAX ACCOUNT NUMBER: 542260-0015-09 LEVY CODE: 2430 a AFFECTS: PARCEL B AND OTHER PROPERTY AA THE GENERAL REAL ESTATE TAXES ARE ASSESSED AS OPERATING PROPERTY UNDER AN UNKNOWN MASTER ACCOUNT NUMBER. AB 14. GENERAL REAL ESTATE TAXES ASSESSED UNDER AN IN1r'ItSTATE OPERATING PROPERTY TAX SYSTEM, AFFECTING ALL OPERATING PROPERTY OF THE TAXPAYER IN THE LEVY CODE AREA. WE ARE UNABLE TO DETERMINE THE MASTER TAX ACCOUNT NUMBER FOR THESE TAXES. AC AFFECTS: PARCEL B AND OTHER PROPERTY AP 15. THE LEGAL DESCRIPTION IN THIS CERTIFICATE IS BASED ON INFORMATION PROVIDED WITH THE APPLICATION AND THE PUBLIC RECORDS. THE PARTIES RECEIVING THIS CERTIFICATE MUST NOTIFY THE TITLE INSURANCE COMPANY IF THE PTATCR$2/RDA/0999 .CAGO 'I'I I'LE INSURANCE COMPAN1 PLAT CERTIFICATE SCHEDULE B (Continued) Order No.: 1299849 AO DESCRIPTION DOES NOT CONFORM TO THEIR EXPECTATIONS. NOTE 1: EFFECTIVE JANUARY 1, 1997, DOCUMENT FORMAT AND CONTENT REQUIREMENTS HAVE BEEN IMPOSED BY WASHINGTON LAW. FAILURE TO COMPLY WITH THE FOLLOWING REQUIREMENTS MAY RESULT IN REJECTION OF THE DOCUMENT BY THE COUNTY RECORDER OR IMPOSITION OF A $50.00 SURCHARGE. FOR DETAILS OF THESE STATEWIDE REQUIREMENTS PLEASE VISIT THE KING COUNTY RECORDER'S OFFICE WEBSITE AT WWW.KINGCOUNTY.GOV/BUSINESS/RECORDERS.ASPX AND SFT,FCT ONLINE FORMS AND DOCUMENT STANDARDS. THE FOLLOWING MAY BE USED AS AN ABBREVIAi'EU LEGAL DESCRIPTION ON THE DOCUMENTS TO BE RECORDED TO COMPLY WITH THE REQUIREMENTS OF RCW 65.04. SAID ABBREVIATED LEGAL DESCRIPTION IS NOT A SUBSTIrurE FOR A COMPLETE LEGAL DESCRIPTION WHICH MUST ALSO APPEAR IN THE BODY OF THE DOCUMENT: LOT 2, CITY OF TUKWILA SHORT PLAT RECORDED UNDER RECORDING NUMBER 20070228900007; AND PORTION OF TRACTS 1 AND 2, THE MEADOWS, BEING A PART OF THE FRiNCIS MCNATT DONATION LAND CLAIM NO. 38, IN THE SOUTHEAST QUARTER OF SECTION 33-24-4. END OF SCHEDULE B ICAGO TITLE INSURANCE COMPAN PLAT CERTIFICATE SCHEDULE B (Continued) Order No.: 1299849 u THE FOLLOWING PARTIES HAVE BEEN SENT A COPY OF THIS CERTIFICATE: JAMESON,BABBITT,STITES,LOMBARD 999 THIRD AVE SUITE 1900 SEATTLE, WASHINGTON 98104 ANNE LAWLER 1/1 E-MAIL (206)292-1995 BUSH, ROED, AND HITCHINGS 2009 MINOR AVE. E. SEATTLE, WASHINGTON 98102 DARRELL NANCE EMAIL (206)323-7135 AM AN AO CHICAGO TITLE INSURANCE COMPANY 701 FIFTH AVENUE, #2300, SEATTLE, WA 98104 ORDER NO: YOUR NO: UNIT NO: LOAN NO: SUPPLEMENTAL COMMITMENT PHONE: (206)628-5610 FAX: (206)628-9717 001299849 MUSEUM OF FLIGHT 06 ORDER REFERE SUPPLEMENTAL NUMBER: PURCHASER/BORROWER: NCE INFORMATION 2 OF THE 2ND PLAT CERTIFICATE MUSEUM OF FLIGHT FOUNDATION Our Second Plat Certificate dated February 24, 2011 is supplemented as follows: PARAGRAPH NUMBER 8 OF OUR PLAT CERTIFICATE IS ELIMINATED. EXCEPT AS TO THE MATTERS SET FORTH HEREINABOVE, THE TITLE TO THE PROPERTY COVERED BY THIS ORDER HAS NOT BEEN REEXAMINED. MARCH 16, 2011 AUTHORIZED BY: DARYL SAVIDIS SUPPLCOM/RDA/0999 DRAFT EASEMENTS Vr\ RECEIVED IMAR19?On UNITY D Reg AT RECEIVED MAR 23,Z011 TUKWILA PUBLIC WORKS Return Address Anne DeVoe Lawler Jameson Babbitt Stites & Lombard PLLC 999 third Avenue, Suite 1900 Seattle, Washington 98104 Document Title(s) (or transactions contained therein): 1. Amended and Restated Road Access and Utility Agreement Reference Number(s) of Documents assigned, released or amended: (on page of documents(s)) _ 20070228002893 Grantor 1. Museum of Flight Foundation, a Washington non-profit corporation Grantees: 1. Highline School District No. 401, a Washington municipal corporation 2. Container Properties, L.L.C., a Washington limited liability company Legal description (abbreviated: i.e. lot, block, plat or section, township, range) Lot 2, City of Tukwila Short Plat No.. L05-057 © Full legal is on page 11 of document. Assessor's Property Tax Parcel/Account Number Ptn. 542260-0010 52364\01001\00457360.DOC.V5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT CON031 005 li l0bh06f8 2011-03-17 AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT THIS AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT (this "Amended Agreement") is made as of 2011, by and between MUSEUM OF FLIGHT FOUNDATION, a Washington non-profit corporation (the "Museum" and "Grantor"), HIGHLINE SCHOOL DISTRICT NO. 401, a Washington municipal corporation (the "District"), and CONTAINER PROPERTIES, L.L.C., a Washington limited liability company ("Container Properties" and, collectively with the District, the "Grantees") RECITALS A. Grantor is the owner of certain real property comprising approximately 6.47 acres located at what is commonly known as 9229 East Marginal Way, Tukwila, King County, Washington, and more particularly described on Exhibit A attached hereto (the "Museum Property"), which real property abuts to the east a main thoroughfare commonly known as East Marginal Way. The Property is further identified as Lot 2 on the city of Tukwila Short Plat, No. L05-507, King County Recording No. 20070228900007 (the "Short Plat".) A copy of the Short Plat is attached hereto as Exhibit B. B. Container Properties is the owner of real property comprising 13.50 acres, legally described as set forth on Exhibit C (the "CP Property") attached hereto. The CP Property abuts the western boundary of the Museum Property. The CP Property is further identified as Lot 1 of the Short Plat. C. The District, pursuant to that certain Ground Lease between the Museum as landlord, and the District as tenant, dated , 2011 (the "Ground Lease"), is lessee of that portion of the Museum Property more particularly described on Exhibit D attached hereto (the "District Property" and, collectively with the CP Property, the "Grantees' Property") The District Property, to be used for the construction, operation, and maintenance of Aviation High School (the "High School"), comprises 41,500 square feet (approximately 0.95 acres) and is located entirely within the boundaries of the Museum Property. D. Grantor and Container Properties entered into that certain Road Access & Utility Agreement recorded February 28, 2007, under King County Recording No. 20070228002893 (the "Original Agreement") Pursuant to the Original Agreement, Grantor granted Container Properties the perpetual right of non-exclusive access, ingress and egress over, across, and through a portion of the Museum Property, more particularly described on Exhibit E attached hereto (the "CP Easement Area") Grantor retained the right to use the CP Easement Area for vehicular access and for installing, using, operating, repairing, and maintaining utility lines in the CP Easement Area. 52364\01001\00457360.DOC.V5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page 1 E. The District now requires use of a portion of the CP Easement Area together with additional adjacent area owned by the Museum to access the District Property and will construct thereon an access road (the "Museum/District Access Road"), to facilitate non-exclusive ingress and egress for the District Property and Museum Property, and for installation of utilities. The Museum/District Access Road is shown on the site plan attached hereto as Exhibit F, and is legally described as shown on Exhibit E-1. F. Grantor and Grantee also desire to amend the CP Easement Area to recognize the realignment of and widening of the CP Easement Area at the intersection with East Marginal Way, as required by the City of Tukwila in connection with the approval of the Museum/District Access Road. G. Grantor and Grantees now wish to amend and restate the Original Agreement by adding the District as a grantee, and by clarifying the use, construction, and maintenance obligations associated with the CP Easement Area and Museum/District Access Road. AGREEMENT NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, (a) Grantor hereby grants, declares and conveys to Container Properties and Container Properties' successors and assigns, a nonexclusive perpetual easement over, under, across, and through the CP Easement Area as revised, with a full reservation to Grantor for vehicular and utility use of the CP Easement Area, and (b) for so long as the Ground Lease is in effect, Grantor hereby grants, declares and conveys to the District, and the District's permitted successors and assigns, a nonexclusive easement over, under, across, and through the Museum/District Access Road, with a full reservation to Grantor for vehicular and utility use of the Museum/District Access Road. 1. Incorporation of Recitals. The recitals set forth in Paragraphs A through F above are hereby incorporated by reference. 2. Purpose. (a) CP Easement Area. Container Properties shall have the perpetual right of non-exclusive access, ingress, and egress over, across, and through the revised CP Easement Area (as legally described on shown on Exhibit E-1, and as shown on Exhibit E-2) for: (i) vehicular access to and from the CP Property, (ii) operating, repairing, maintaining, and replacing the CP Easement Area, including utility lines, and (iii) upon commencement of regular use of the CP Easement Area, the right to install outdoor signage where the CP Easement Area connects to East Marginal Way so long as 52364\01001\00457360.DOC.V5 ADL Page 2 AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT the signage complies with the City of Tukwila Municipal Code and does not interfere with signage previously installed by Grantor or the District, and is approved by Grantor and the District (which approval shall not be unreasonably withheld or delayed so long as it meets the foregoing requirements, is consistent with the design of the already existing signage, and does not interfere with sight lines to the existing and future Grantor Museum facilities and to the District's building.) Grantor shall also have the right to use and enjoyment of the CP Easement Area for non-exclusive vehicular access to the Museum Property and also for installing, using, operating, repairing, and maintaining utility lines in the CP Easement Area. Neither Grantor nor Container Properties shall permit the parking of vehicles within the CP Easement Area or the blockage of the use of the CP Easement Area. The restriction against parking or blockage of the use of the CP Easement Area is also for the benefit of the District as to that portion of the CP Easement within the Museum/District Access Road, and the District shall have the legal right, together with Grantor and Container Properties to enforce any breach or violation. At such time as Container Properties notifies the Museum and the District of its intent to commence using the CP Easement Area, then additional mitigation measures shall be implemented, as discussed in Section 6 below. (b) Museum/District Access Road. So long as the District Lease is in effect, the District shall have the right of non-exclusive access, ingress, and egress over, across, and through the Museum/District Access Road for: (i) vehicular access to and from the District Property, (ii) vehicular and pedestrian access to the District's Parking License Area on the Grantor's Property, and (iii) operating, repairing, maintaining, and replacing the Museum/District Access Road, including utility lines. Grantor shall also have the right to use and enjoyment of the Museum/District Access Road for non- exclusive vehicular access to the Museum Property and also for installing, using, operating, repairing, and maintaining utility lines in the Museum/District Access Road. Neither Grantor nor Grantees shall permit the parking of vehicles within the Museum/District Access Road or the blockage of the use of the Museum/ District Access Road, provided, however, that busses and vehicles servicing the High School and its students, employees and invitees will be allowed to park temporarily within the designated waiting areas adjacent to the Museum/District Access Road during school hours, or in the event of after-hours activities at the High School. The restriction against parking or blockage within the Museum/District Access Road is also for the benefit of Container Properties as to that portion of the Museum/District Access Road within the CP Easement Area and Container Properties shall have the legal right, together with Grantor and the District to enforce any breach or violation. 3. Compliance with Laws and Rules Grantees shall at all times exercise their rights herein in accordance with the requirements (as from time to time amended) of any public authority having jurisdiction and all applicable statutes, orders, rules and regulations. Notwithstanding the previous sentence, Grantor and the District acknowledge that use of the CP Property is currently restricted to industrial storage by the U.S. Environmental Protection Agency. Grantor and the District, 52364\01001\00457360.DOC.V5 ADL Page 3 AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT therefore, agree that in the event the City of Tukwila, or any other public authority with jurisdiction over the Museum Property or the CP Property, prohibits Container Properties, its successors, assigns, or tenants from using the CP Easement Area for industrial traffic (or places conditions or restrictions on such use that make use of industrial traffic unfeasible or expensive to remedy), then; (a) if the South Access Road (as defined in Section 4(b)(i) below) has been built and has been approved for use, the Grantor and District shall use the South Access Road for primary access consistent with the uses described in Section 6(b)(ii) below, thereby allowing Container Properties and its successors, assigns, or tenants, to use the CP Easement Area for industrial traffic. (b) if the South Access Road has not been built and the City of Tukwila, or any other public authority with jurisdiction over the Museum Property or the CP Property, places conditions or restrictions on Container Properties use for industrial traffic, because of Grantor's and/or the District's use of the Museum/District Access Road for non -industrial purposes, then in such event, consistent with Section 4(b)(i)(D), below, Grantor, the District and Container Properties shall each pay one-third (33.33%) of any costs specifically imposed to address the shared use of the road by museum patrons, school traffic and Container Properties' industrial traffic, provided that in any such event where this outcome looks likely and where the total cost may exceed $300,000.00, then in such event, Container Properties shall so notify Grantor and the District, and then the Grantor and the District shall have the opportunity to work with the City and with Container Properties to see how to best, and most efficiently and economically achieve the required objective of accommodating the shared uses. 4. Construction of Museum/District Access Road and of Road in CP Easement Area (a) Museum/District Access Road. The District, at its sole cost and expense, intends to construct the Museum/District Access Road, along with all necessary associated utilities, in accordance with the site plan (the "Site Plan") attached hereto as Exhibit F. The construction of the Museum/District Access Road shall be completed in a careful and workmanlike manner, free of claims or liens. (i) The District shall provide Grantor with at least ten (10) business days notice prior to commencing construction work in or on the Museum/District Access Road and shall coordinate such work with Grantor so as to not unreasonably interfere with Grantor's use of the Museum/District Access Road. The District shall cause any liens filed against the Museum/District Access Road or any adjacent Museum Property as a result of the District's work to be removed within thirty (30) days written notice or to post a bond equal to 150% of any such lien to protect Grantor's title to the Museum Property. Upon completion of the Museum/District Access Road, the District shall promptly remove all debris and 52364\01001\00457360.DOC.V5 ADL Page 4 AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT restore the Museum/District Access Road and any immediately adjacent Museum Property that was affected by the construction. (ii) It is agreed as well that the construction work shall include the grading and paving necessary to pave the entire CP Easement Area, in order to improve that CP Easement Area for use by Container Properties in accordance with this Agreement, but Container Properties acknowledges that (A) such additional paving by the District will be for the purpose of increasing the width of the road to match the width of the CP Easement Area for normal passenger cars and occasional school bus use but without upgrading the structural capacity of the road for the purpose of regular container truck usage, and (B) the District will install a curb at the fence on the western property line and will not complete the drive through to the CP Property. In full consideration for the additional paving and design costs associated with the extra paving by the District, Container Properties has contributed the sum of Three Thousand and no/100 Dollars ($3,000.00) to the District contemporaneously with the execution of this Amended Easement. (b) CP Easement Area. At such time as Container Properties notifies the Museum and the District of its intent to commence using the CP Easement Area pursuant to Section 5 below, the following terms and conditions shall apply to any additional road construction within the CP Easement Area. (i) Container Properties, the District and the Museum shall meet within ten (10) days after the date of Container Properties' notice to discuss the nature of Container Properties' intended use, any additional grading, paving and related construction activities within the CP Easement Area, and the construction paving schedule, if applicable (the "Coordination Meeting") It is anticipated that Container Properties' work within the CP Easement Area will occur within the 180-day period after Container Properties provides its notice (pursuant to Section 5(a) below.) A. If, the Museum has completed its ring access road to the South (the "South Access Road") (as generally shown on the conceptual full development site plan attached hereto as Exhibit G-1, which includes the "Museum's Master Development", which South Access Road location will be determined in accordance with the Museum's Master Development), or such South Access Road or its equivalent is already in use by the Museum and the District, then the Museum and the District will redirect traffic (to the extent reasonably possible and under the control of the Museum and the District) during construction to the South Access Road. It is acknowledged that the Museum's and District's use of the South Access Road may be impeded from time to time by the movement of airplane artifacts, and by construction associated with the Museum's Master Development, in which event the Museum/District Access Road can be used during such times. 52364\01001\00457360.DOC.V5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page 5 52364\01001\00457360.DOC.V5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT B. If there is no alternative access to the High School and the High School is open and in session during its regular Fall through Spring school year, and paving and construction is estimated to take more than thirty (30) days to complete, then Container Properties shall make it best effort to start and complete any grading, paving and related construction activities during the months of June, July and August of the applicable year. C. If there is no alternative access to the High School and the High School is open and in session during its regular Fall through Spring, school year, and paving and construction is estimated to take less than thirty (30) days to complete, Grantor and the District will reasonably accommodate any request by Container Properties for grading, paving and related construction activities during the school year, provided that Container Properties will keep one lane open at all times during construction, or work with the District to find another access/traffic management solution acceptable to both parties that accommodates the paving as well as access to and from the High School. In the event such construction activities will unreasonably interfere with, the District's need for ingress, egress and access to their Properties for school uses, then in any event (1) construction will occur during the months of June, July, and August of the applicable year and (2) Container Properties will keep one lane open at all times during construction, or work with the District and Museum to find another access/traffic management solution acceptable to all parties that accommodates the paving as well as access to and from the High School as needed for District and Museum related activities. D. Except as otherwise addressed in Section 3.(b) above Container Properties will pay for any direct costs associated with the permitting, additional grading, and additional paving of the road in the CP Access Easement for any governmental requirements imposed which are based solely upon Container Properties specific use, provided that any such governmental costs would have been charged to Container Properties due to the use of the access road as a non-exclusive easement area, but without regard to the specific use of the Museum Property for museum or high school purposes. . (ii) If Container Properties' proposed use will not include regular heavy industrial truck traffic, then in such event, the parties will determine in good faith if Container Properties' use can be accommodated on the then existing Museum/District Access Road. If Container Properties' use can be accommodated on the existing Museum/District Access Road, then the CP Easement granted herein, and the CP Easement Area shall be deemed automatically amended to be the same as the Museum/District Access Road. (iii) Container Properties shall pay the District latecomer's compensation towards the original Museum/District Access Road (in addition to the costs described in Section 4(a)(ii)), dependent upon the following conditions. A. If Container Properties' use will require an upgrade Page 6 to most or all of the then existing Museum/District Access Road, then no compensation shall be due to the District. B. If Container Properties' use can be accommodated on the existing Museum/District Access Road with minor upgrades, then in such event, Container Properties shall pay the District a late comer's fee determined as follows. Pursuant to Washington State procurement law the District shall obtain a competitive bid for the construction of the Museum/District Access Road pursuant to the Site Plan. The accepted bid under the procurement statute shall become the "Stipulated Cost" for the construction of the Museum Access Road by the District. A copy of the accepted bid will be circulated to the Museum and Container Properties at the time the bid is accepted. For purposes of this Section 4(b)(iii)(B), the Museum Access Road shall have a useful life with ordinary wear and tear of twenty (20) years, and the costs of construction shall be amortized over that twenty (20) year period. Subsequently, at the time that Container Properties notifies the Museum and the District of its intent to commence using the CP Easement Area, under this Section 4(b)(iii)(B), Container Properties shall pay a latecomers fee to the District equal to: (a) the Stipulated Cost reduced by the number of years the road has been in service over a twenty (20) year life expectancy, multiplied by (b) Container Properties' percentage of the balance of the Stipulated Cost (as hereinafter determined.) The parties will meet and discuss in good faith the then actual use of the CP Easement Area by the District and by the Museum, and the anticipated intensity of use by Container Properties, and will then derive a percentage for each party, with the total equaling 100%. By way of example, if the Stipulated Cost of the Museum Access Road is $500,000.00, and Container Properties gives notice ten (10) years after initial construction of its intent to use the existing Museum/District Access Road under this Section 4(b)(iii)(B), the balance of the Stipulated Cost would be $250,000.00. If, after discussing the actual use of the CP Easement Road by the District and the Museum, and the anticipated intensity of use by Container Properties, the parties determine that each party would be using the CP Easement Road approximately one-third of the time (or 33.33%), then in such event, the Container Properties Latecomers Fee shall be approximately $83,333.33. Container Properties shall then reimburse the District for its portion of the Latecomers fee, which reimbursement shall be due within fifteen (15) business days after determination of the amount due, and prior to Container Properties' commencement of any use of or upgrades to the CP Easement Road (except as allowed under Sections 5(b) or (c) below.) (iv) Container Properties shall cause any liens filed against the Museum/District Access Road, the CP Easement Area or any adjacent Museum Property as a result of Container Properties' work to be removed within thirty (30) days written notice or to post a bond equal to 150% of any such lien to protect Grantor's title to the Museum Property. Upon completion of any changes to the Museum/District Access Road or CP Easement Area, Container Properties shall promptly remove all debris and restore the Museum/District Access Road and/or CP Easement Area and any immediately adjacent Museum Property that was affected by the construction. 52364\01001\00457360.DOC. V 5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page 7 5. Container Properties' Use of the CP Easement Area. (a) Future Use by Container Properties. Container Properties acknowledges that, as of the date of execution of this Amended Agreement, it is not requesting the current use of the CP Easement Area to access the CP Property. In the event Container Properties (or its future tenant) requires the regular use of the CP Easement Area, Container Properties agrees to give to the District and the Museum at least one hundred eighty (180) days prior written notice that it will begin using the CP Easement Area for industrial traffic use, and the nature of the use (vehicular, truck, and/or utility access.) Construction within the CP Easement Area shall be addressed as set forth in Sections 3(b) and 4(b) above. Uses and mitigation shall be addressed in Section 6 below. (b) Future Use by Tenant Insurance Auto Auction. Container Properties current tenant on the CP Property, Insurance Auto Auctions, has the right to access the leased premises through the CP Easement Area, but to date, has not requested access on a regular basis. In the event Insurance Auto Auction any time during its lease term, requests access to the CP Property through the Museum Access Road, then permission shall immediately be granted by the Museum and the District. If during the lease term, the tenant, Insurance Auto Auctions requests access on a regular basis (meaning continued traffic for thirty (30) or more days, whether or not consecutive, during any calendar year) then the latecomers provisions of Section 4(b)(iii)(B) above, shall apply. If Insurance Auto Auctions' use will involve regular truck traffic (as opposed to vehicular traffic only), then the mitigation provisions of Section 6 shall apply as if it were a heavy industrial use.) (c) Temporary Access by Container Properties. If Container Properties, or one or its guests or invitees, requests access to the CP Property on a temporary basis (meaning continued traffic for twenty nine (29) days or less, whether or not consecutive, during any calendar year), they shall permitted access without triggering any of the other provisions set forth in Sections 4, 6, and 7 of this Amended Easement. 6. Uses and Possible Mitigation Measures. At such time as the use of the CP Easement Area becomes necessary for Container Properties to access the CP Property, Grantor and Grantees recognize that certain mitigations measures (as between the parties hereto only) may be necessary in order to address safety issues posed by the various uses (Museum, school and potential industrial usage of the CP Property), as identified by the parties hereto. As of the date of this Amended Agreement, the parties recognize that the use of the Museum/District Access Road by the District will primarily be vehicular access for high school students, faculty and parents and related deliveries and services; and that the use of the Museum/District Access Road by the Museum will be vehicular access for Museum visitors, employees and related deliveries and services. Container Properties agrees it shall not protest such uses. The parties also recognize that Container Properties' use of the CP Easement Area could include frequent trips by heavy 52364\01001\00457360.DOC.V5 ADL Page 8 AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT industrial trucks. Accordingly, the parties agree in good faith to take the following measures so as to insure that all three such uses can co -exist on a safe level that allows use of the three properties for their intended and legally permitted uses. The Museum and the District also agree that they shall not protest any development of the CP Property for a legally permitted industrial use. (a) Coordination Meeting. At the Coordination Meeting (described in Section 4(b)(i) above), the parties shall fully discuss and explore the then actual uses of the Museum and District Properties, and the vehicular traffic associated therewith, and the intended use of the CP Property, and the vehicular and truck traffic associated therewith. If the use of the CP Property will include regular heavy truck traffic to serve an industrial use on the CP Property, then the parties will in good faith develop safety and mitigation measures to address the safety interface. Mitigation measures are addressed in Section 6(b) below. (b) Mitigation and Safety Measures. If the need for safety and mitigation measures is triggered, the parties recognize that the nature of those measures will depend on the status of the Museum's Master Development. The examples below are meant to illustrate acceptable mitigation measures. However, it is the intent of the parties to meet, discuss and finalize measures based upon what other measures might be available at the time, as well as cost considerations. (i) Prior to Completion of South Access Road. If this is triggered prior to the completion of the South Access Road, then the following provides examples of acceptable mitigation measures: A. The additional mitigation elements proposed are as follow, the costs for which shall charged to each party at 33.33%: 1. Provide 10 miles/hour signage in both direction of travel on the Museum/District Access Road; 2. Provide removable decorative fencing or bollards along the north side of the central parking island; 3. Traffic striping at the center of the Museum/District Access Road clearly showing traffic path; 4. New planting areas on each sides of the bus drop- off zone to prevent pedestrian crossing onto the access road; 5. Directional signage at the central parking island for 'No Exit' toward the entrance to CP Property. This will direct the traffic toward the main intersection where stop bars are provided in all directions; and 6. Proposed bus loop would still use the main access road. 52364\01001\00457360.DOC.V5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT B. A conceptual example of a site plan with such Page 9 measures is attached hereto as Exhibit G. (ii) After Completion of the South Access Road. If this is triggered due to industrial usage by the tenants/occupants of the CP Property after the completion of the South Access Road then the following safety mitigation measures shall be implemented (unless the parties hereto agrees to alternate measures): 1. The bus loop would enter the site from the south using the secondary "ring road", loop around the center parking island, and exit using the same "ring road"; 2. The bus loading zone would be relocated to the west of the Commercial Aircraft Gallery (located within the Museum's Master Development), southwest of Aviation High School. 3. Student drop off and pick up by parents, relatives and other students, and access to High School parking by students, teachers and staff shall be relocated to and accessed from the South Access Road. 4. Primary access to visitor parking to Museum and High School shall be from the South Access Road. A. A conceptual example of a site plan with such measures is attached hereto as Exhibit G-1. 7. Maintenance of Museum/District Access Road and CP Easement Area. 7.1 Users. Each party using the Museum/District Access Road and CP Easement Area shall be known as a "User" and, collectively with other users of the Museum/District Access Road and CP Easement Area, as the "Users." 7.2 Coordination of Maintenance. (a) So long as the Ground Lease is in effect, and prior to the time that Container Properties commences use of the CP Easement Area and/or the Museum/District Access Road, the Museum shall be responsible for coordinating the maintenance and repair of the Museum/District Access Road. (b) After Container Properties commences use of the CP Easement Area and/or the Museum/District Access Road pursuant to Section 5 and 6 above, the Museum shall continue to be responsible for coordinating the maintenance and repair of the Museum/District Access Road and/or CP Easement Area. (c) If a User believes the Museum/District Access Road and/or 52364\01001\00457360.DOC.V5 ADL Page 10 AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT CP Easement Area requires maintenance or repair, such User shall notify the Museum and the Museum shall proceed to conduct such maintenance or repairs as are mutually agreed upon or determined to be reasonably necessary pursuant to dispute resolution. Pending such agreement, a User may proceed with any maintenance and repair that does not unreasonably interfere with another User's use of the Museum/District Access Road and/or CP Easement Area, but at risk that the User so proceeding will alone bear the costs of such repairs. 7.3 Maintenance Standards. The Museum/District Access Road and/or CP Easement Area shall be maintained in reasonably good and serviceable condition and in accordance with applicable laws and rules, ordinances, orders and regulations of federal, state, county, municipal and other governmental agencies and bodies having or claiming jurisdiction over the Museum/District Access Road and/or CP Easement Area. Maintenance and repair shall be performed at such time and in such manner so as not to unreasonably interfere with a User's use of the Museum/District Access Road and/or CP Easement Area. All maintenance and repair on the Museum/District Access Road and/or CP Easement Area shall be performed in a good and workmanlike manner, and completed with reasonable promptness. 7.4 Payment for Maintenance Work. Each User shall pay its pro rata share of maintenance and repair costs. A User's pro rata share shall be based on the intensity of each User's use. In determining the intensity of each User's use, factors to be considered include, but are not limited to, the size and weight of the vehicles that use the Museum/District Access Road and/or CP Easement Area pursuant to that User's rights under this Amended Agreement, and the frequency with which such User uses the Museum/District Access Road and/or CP Easement Area. Payment shall be due and payable to the Museum within thirty (30) days after the User receives a bill (and supporting documentation) for any and all such costs, provided such costs are consistent with an annual budget for such maintenance and repair costs approved by the applicable User(s) in advance, or are otherwise approved by the Users in advance. At such time as the annual budget is determined, the parties shall agree in good faith on each User's pro rata share in accordance with the foregoing standards. Any sum which remains unpaid by a User for a period of sixty (60) days after the due date shall, if paid by the other party, be subject to a lien against the delinquent User's property for the amount of the delinquent amounts, together with interest at the rate of fourteen percent (14%) per annum from the date due. Such lien may be foreclosed in the manner of a mortgage of real property and in such foreclosure action the User foreclosing the lien shall recover a reasonable sum as attorneys' fees therein. 8. Mediation. In the event of a disagreement over the rights and obligations of any party under this Amended Agreement, no party may initiate any litigation against the other unless the claim or dispute is first subject to non -binding mediation under the Commercial Mediation Rules of the American Arbitration Association ("AAA".) The 52364\01001\00457360.DOC.V5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page 11 party asserting a claim or disputing an obligation under this Amended Agreement is responsible for initiating the mediation process. This requirement cannot be waived except by an explicit written waiver signed by the parties to the disagreement. To initiate the mediation process, the party asserting the claim shall submit a written mediation request to the other party. If the parties are unable to agree to a mediator within thirty (30) days after the written request for mediation, either party may submit a request for mediation to the AAA. An officer or representative of each party, having full authority to settle the dispute or claim, must attend the mediation session. To the extent there are other parties in interest, such as architects or contractors, their representatives, with full authority to settle the dispute or claim, shall also attend the mediation session. 9. Insurance and Indemnification. 9.1 Commencing as of the date that any User uses the Museum/District Access Road and/or CP Easement Area, each Grantee shall thereafter, at its sole cost and expense, procure and continue in force Commercial General Liability Insurance policies providing limits of not less than Two Million Dollars ($2,000,000.00) combined single limit of liability applicable to both bodily injury and property damage per occurrence in aggregate. Grantees shall also have Grantees' general contractors working in the Museum/District Access Road and/or CP Easement Area procure similar insurance. Any insurance policies required hereunder, including the general contractor's insurance, shall name Grantor, and Grantor's mortgagee (if applicable) as an additional insured. The District shall furnish Grantor evidence of said insurance within thirty (30) days after the execution of this Amended Agreement. Container Properties shall furnish Grantor evidence of said insurance prior to commencing any construction work on or use of the Museum/District Access Road and/or CP Easement Area. 9.2 In addition to the foregoing, each party, whether it is the Museum, the District or Container Properties, as a result of its negligent or intentional acts or omissions (the "Indemnitor(s)") shall, severally, but not jointly, indemnify, defend and hold the other party or parties to this Amended Agreement (the "Indemnitees") and their respective employees, officers, directors, agents and invitees harmless from and against any loss, cost, damage, injury, expense (including reasonable attorney's fees), cause of action, claim and/or lien arising, filed or made against or incurred by the Indemnitees' or the Indemnitees' property arising or incurred by reason of the acts or omissions of such lndemnitor(s) or their agents, employees, contractors, sub -contractors or invitees in connection with the use of the Museum/District Access Road and/or CP Easement Area or the exercise of the rights granted hereunder. This indemnity includes, without limitation, third party claims by government agency or authority regarding permits for work or the authority of any party to perform construction work on the Museum/District Access Road and/or CP Easement Area. The foregoing indemnification shall not cover any loss, cost, damage, injury, expense (including attorneys' fees), cause of action, claim or lien to the extent the same is caused by the negligent act or omission of the Indemnitees, their employees or agents. The provisions of this Section 9.2 shall survive 52364\01001\00457360.DOC.V5 ADL Page 12 AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT the expiration or earlier termination of this Amended Agreement. 10. Covenants Running with the Land. The terms and conditions of this Amended Agreement shall be covenants running with the land, and shall burden and benefit Grantor, Grantees, and their respective successors and assigns in interest of the Museum Property and the Grantees' Property. At such time as either the District or Container Properties no longer leases or owns, respectively, the District Property or the CP Property, respectively, said Grantee shall thereupon be released from all liabilities and obligations hereunder arising after the date of the transfer of Grantee's interest, and all such liabilities and obligations shall be binding solely on such party's successors in interest to title to such party's property. 11. Assignment to Utility Provider. The easement rights with respect to utilities granted hereunder are assignable by Grantees to any provider of utility services to the Grantees' Property so long as such utility provider agrees to be bound by all of the terms and conditions set forth herein, and Grantor consents to such assignment, which consent shall not be unreasonably withheld or delayed. Upon any such assignment, the assigning Grantee shall thereupon be released from all liabilities and obligations hereunder that accrue after the date of such assignment and all such liabilities and obligations shall be binding solely on the assignee. 12. Attorneys' Fees. In the event a party brings a legal action against any other party to enforce its rights hereunder, the substantially prevailing party shall be entitled to receive reimbursement from the other party of such prevailing party's costs incurred in such legal action (including the costs of appeal), including the reasonable fees and disbursement of the prevailing party's attorneys, in addition to all other rights and remedies available to the prevailing party at law or in equity. 13. No Merger of Estates. This Amended Agreement shall not extinguish or terminate by operation of the doctrine of merger or otherwise due to the existing or future common ownership of the real property described herein. 14. Choice of Law. This Amended Agreement shall be governed by the laws of the State of Washington, exclusive of its choice of law rules. 15. Warranty and Representation of Authority. The' parties each represent to the other that the person or persons executing this Amended Agreement have authority to do so and to bind the parties hereunder. All consents, permissions and approvals related to entry into this Amended Agreement, and the obligations hereunder, have been obtained. 16. Severability. Invalidation of any of the provisions contained in this Amended Agreement, or of the application thereof to any person, by judgment or court order shall in no way affect any of the other provisions thereof or the application thereof 52364\01001\00457360.DOC.V5 ADL Page 13 AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT to any other person and the same shall remain in full force and effect. 17. Non -Waiver. The failure of any party to insist upon strict performance of any of the terms, covenants or conditions hereof shall not be deemed a waiver of any rights or remedies which that Party may have hereunder or at law or equity and shall not be deemed a waiver of any subsequent breach or default in any of such terms, covenants or conditions. 18. Counterparts. This Amended Agreement may be executed in one or more counterparts, each of which so executed shall be deemed to be an original and such counterparts together shall constitute one and the same instrument. 19. Termination of Original Agreement. This Amended Agreement supersedes the Original Agreement, Recording No. 20070228002893, which, by the execution of this Amended Agreement, is hereby terminated and no longer has any force or effect. [SIGNATURES ON FOLLOWING PAGE] 52364\01001\00457360.DOC.V5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page 14 EXECUTED and APPROVED by the Parties in identical counterparts, each of which shall be deemed an original on the dates set forth below. GRANTOR DATED this day of ,2011. MUSEUM OF FLIGHT FOUNDATION By Its GRANTEES DATED this day of ,2011. HIGHLINE SCHOOL DISTRICT NO. 401 By John Welch Its Superintendent At the direction of the Highline School Board by resolution regularly passed at an open public meeting on ,2011. APPROVED AS TO FORM this day of ,2011. By William L. Green Attorney for Highline School District DATED this day of ,2011. CONTAINER PROPERTIES, L.L.C. By Its 52 364\01001 \0045 7360. DOC. V 5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page 15 JOINDER The undersigned Lender, as Beneficiary of that certain Deed of Trust (the "Deed of Trust"), given by the Museum and encumbering the Museum Property, recorded on , 20_, in the real property records of King County, Washington, under Recording No. , joins in this Amended Agreement for the sole purpose of subordinating, in all respects, its interest, rights, and remedies under the Deed of Trust to this Amended Agreement. APEX FOUNDATION, a Washington corporation By: Name: Title: 52364\01001\00457360.DOC.V5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page 16 STATE OF WASHINGTON ) ) ss. COUNTY OF ) On this day of , 2011, before me, the undersigned, a Notary Public in and for the State of Washington, duly commissioned and sworn, personally appeared , to me known to be the person who signed as of MUSEUM OF FLIGHT FOUNDATION, the corporation that executed the within and foregoing instrument, and acknowledged said instrument to be the free and voluntary act and deed of said corporation for the uses and purposes therein mentioned, and on oath stated that was duly elected, qualified and acting as said officer of the corporation, that was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said corporation. IN WITNESS WHEREOF I have hereunto set my hand and official seal the day and year first above written. (Signature of Notary) (Print or stamp name of Notary) NOTARY PUBLIC in and for the State of Washington, residing at My appointment expires: 52364\01001\00457360.DOC.V5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page 17 STATE OF WASHINGTON ) ) ss. COUNTY OF ) On this day of , 2011, before me, the undersigned, a Notary Public in and for the State of Washington, duly commissioned and sworn, personally appeared , to me known to be the person who signed as of HIGHLINE SCHOOL DISTRICT NO. 401, the corporation that executed the within and foregoing instrument, and acknowledged said instrument to be the free and voluntary act and deed of said corporation for the uses and purposes therein mentioned, and on oath stated that was duly elected, qualified and acting as said officer of the corporation, that was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said corporation. IN WITNESS WHEREOF I have hereunto set my hand and official seal the day and year first above written. (Signature of Notary) (Print or stamp name of Notary) NOTARY PUBLIC in and for the State of Washington, residing at My appointment expires: 52364\01001\00457360.DOC.V5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page 18 STATE OF WASHINGTON ) ) ss. COUNTY OF ) On this day of , 2011, before me, the undersigned, a Notary Public in and for the State of Washington, duly commissioned and sworn, personally appeared , to me known to be the person who signed as of CONTAINER PROPERTIES, L.L.C., the limited liability company that executed the within and foregoing instrument, and acknowledged said instrument to be the free and voluntary act and deed of said limited liability company for the uses and purposes therein mentioned, and on oath stated that was duly elected, qualified and acting as said officer of the limited liability company and that was authorized to execute said instrument. IN WITNESS WHEREOF I have hereunto set my hand and official seal the day and year first above written. (Signature of Notary) (Print or stamp name of Notary) NOTARY PUBLIC in and for the State of Washington, residing at _. My appointment expires: 52364\01001 \00457360.DOC. V 5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page 19 STATE OF WASHINGTON ) ) ss. COUNTY OF ) On this day of , 2011, before me, the undersigned, a Notary Public in and for the State of Washington, duly commissioned and sworn, personally appeared , to me known to be the person who signed as of APEX FOUNDATION, the corporation that executed the within and foregoing instrument, and acknowledged said instrument to be the free and voluntary act and deed of said corporation for the uses and purposes therein mentioned, and on oath stated that was duly elected, qualified and acting as said officer of the corporation, that was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said corporation. IN WITNESS WHEREOF I have hereunto set my hand and official seal the day and year first above written. (Signature of Notary) (Print or stamp name of Notary) NOTARY PUBLIC in and for the State of Washington, residing at My appointment expires: 52364\01001\00457360.DOC.V5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page 20 EXHIBIT A Legal Description of Grantor's (Burdened) Property The Museum Property LOT 2, CITY OF TUKWILA SHORT PLAT NO. L05-057, RECORDED UNDER RECORDING NO. 20070228900007 52364\01001\00457360.DOC.V5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page 21 EXHIBIT B Short Plat 52364\01001\00457360.DOC. V 5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page 22 EXHIBIT C Legal Description of the CP Property (Benefited Property) LOT 1, CITY OF TUKWILA SHORT PLAT NO. L05-057, RECORDED UNDER RECORDING NO. 20070228900007 52364\01001\00457360.00C.V5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page 23 EXHIBIT D Legal Description of the District Property (Benefited Property) PARCEL A LOT , CITY OF TUKWILA BINDING SITE PLAN NO. L-10- RECORDED UNDER KING COUNTY RECORDING NO. 2011 COUNTY, WASHINGTON. PARCEL B , KING NON-EXCLUSIVE RECIPROCAL EASEMENTS FOR PUBLIC VEHICULAR AND PEDESTRIAN ACCESS, INCLUDING BUT NOT LIMITED TO EMERGENCY AND FIRE INGRESS AND EGRESS, OVER, UNDER, ACROSS AND THROUGH ACCESS ROADS, PARKING LOTS, SIDEWALKS AND WALKWAYS AS THEY MAY EXIST FROM TIME TO TIME AS ESTABLISHED BY RECIPROCAL EASEMENT AGREEMENT RECORDED UNDER RECORDING NUMBER 20110927002029, RECORDS OF KING COUNTY; AND PARCEL C NON-EXCLUSIVE EASEMENTS FOR ACCESS AND UTILITIES AS ESTABLISHED BY ACCESS AND UTILITY EASEMENT AGRHEEMENT RECORDED UNDER RECORDING NUMBER 20110927002030, RECORDS OF KING COUNTY. PARCEL D NON-EXCLUSIVE EASEMENT FOR INGRESS, EGRESS AND UTILITIES AS RESERVED IN THAT CERTAIN DEED RECORDED UNDER KING COUNTY RECORDING NO. 4784818. PARCEL E [AMENDED CP EASEMENT] 52364\01001\00457360.DOC.V5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page 24 EXHIBIT E Legal Description of CP Easement Area An Ingress/Egress and Utilities Easement over, under, and across the following described land: That portion of Tracts 1 and 2 of The Meadows, according to the partition map of part of the Francis McNatt Donation Land Claim No. 38 filed in King County Superior Court Cause No. 120081, and of the abandoned bed of the Duwamish River, all located in Section 33, Township 24 North, Range 4 East, Willamette Meridian, in King County, Washington, and all lying Westerly of the Westerly margin of East Marginal Way South and also Westerly of the parcel of land adjoining East Marginal Way which was conveyed to Great Northern Railway Company by Deed recorded under Recording No. 4784818; lying Easterly of the Easterly margin of the right-of-way of Commercial Waterway District No. 1 (Duwamish Waterway); lying Southerly of the hereinafter described "Line A"; lying Northerly of the hereinafter described "Line B", and lying Easterly of the hereinafter described "Line C". Line A: COMMENCING on the Westerly margin of East Marginal Way South, which point bears North 88° 07' 02" West a distance of 2470.01 feet along the Donation Claim Line and South 22° 32' 07" East a distance of 648.77 feet along the Westerly margin of East Marginal Way South from the intersection of the line between the Donation Claims of Francis McNatt and Henry Van Asselt with the East line of Section 33, Township 24 North, Range 4 East, Willamette Meridian, in King County, Washington; RUNNING THENCE South 88° 51' 08" West, a distance of 1574.72 feet to the East line of Commercial Waterway District No. 1; THENCE South 14° 00' 00" East along said Easterly line, a distance of 237.76 feet to the POINT OF BEGINNING of said "Line A"; THENCE South 88° 51' 08" East, a distance of 1058.10 feet; THENCE South 22° 10' 28" East, a distance of 46.03 feet; THENCE South 88° 51' 08" East, a distance of 542.82 feet to the Westerly margin of East Marginal Way South and the terminus of said "Line A"; Line B: COMMENCING on the Westerly margin of East Marginal Way South at a point which bears North 88° 07' 02" West, a distance of 2470.01 feet along the Donation Claim Line and South 22° 32' 07" East a distance of 1374.17 feet along the Westerly margin of East Marginal Way South from the intersection of the line between the Donation Claims of Francis McNatt and Henry Van Asselt with the East line of Section 33, Township 24 North, Range 4 East, Willamette Meridian, in King County, Washington, said point being at the intersection of the Westerly margin of East Marginal Way South with the North 52364\01001\00457360.DOC.V5 ADL Page 25 AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT line of Van De Vanter Stock Farm Tract and the POINT OF BEGINNING of said "Line B"; THENCE North 88° 18' 58" West, a distance of 14.95 feet; THENCE North 85° 46' 07" West, a distance of 486.97 feet; THENCE North 83° 08' 12" West, a distance of 117.00 feet; THENCE South 85° 08' 48" West, a distance of 119.00 feet; THENCE South 71° 49' 21" West, a distance of 110.17 feet; THENCE South 62° 42'32" West, a distance of 842.28 feet to the Easterly line of the right-of-way of Commercial Waterway District No. 1 and the terminus of said "Line B". Line C: COMMENCING at the aforesaid POINT OF BEGINNING of said "Line A"; THENCE South 88° 61' 08" East, a distance of 956.07 feet to the POINT OF BEGINNING of said "Line C"; THENCE South 00° 50' 26" East, 445.25 feet to the above -mentioned "Line B" and the POINT OF TERMINUS. Said easement being a strip of land, 35 feet in width, lying 17.50 feet on each side of the following described centerline: COMMENCING at the Northeast corner of said property on the Westerly right-of-way of East Marginal Way; THENCE South 22° 32' 07" East, 19.11 feet along said right-of-way line to the POINT OF BEGINNING; THENCE parallel to the North line of said property and lying 17.50 feet South thereof, North 88° 51' 08" West, 668.67 feet to the terminus. The sidelines of said easement shall be shortened or lengthened as necessary to intersect at the Easterly and Westerly boundaries of said property. Situate in the City of Tukwila, County of King, State of Washington. 52364\01001\00457360.DOC.V5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page 26 EXHIBIT E-1 Amended Legal Description of the CP Easement Area ACCESS AND UTILITY EASEMENT DESCRIPTION THAT PORTION OF LOT 2 OF CITY OF TUKWILA SHORT PLAT NO. L05-357, AND THAT PORTION OF LAND LYING SOUTHERLY OF THE EASTERLY EXTENSION OF THE NORTH LINE OF SAID LOT 2, SAID PORTION OF LAND ALSO BEING BOUND ON THE EAST BY THE WEST MARGIN OF EAST MARGINAL WAY SOUTH, ALL LOCATED IN SECTION 33, TOWNSHIP 24 NORTH, RANGE 4 EAST, WILLAMETTE MERIDIAN, IN KING COUNTY, WASHINGTON, LYING SOUTH OF THE FOLLOWING DESCRIBED LINE "A" AND LYING NORTH OF THE FOLLOWING DESCRIBED LINE "B". LINE A: BEGINNING AT A POIN:. WHERE THE EASTERLY EXTENSION OF THE NORTH LINE OF SAID LOT 2 MEETS THE WEST MARGIN OF EAST MARGINAL WAY SOUTH; THENCE NORTH 88°50'53" WEST, A DISTANCE OF 18.56 FEET TO THE NORTHEAST CORNER OF SAID LOT 2. THENCE CONTINUING NORTH 88°50'53" WEST ALONG THE NORTH LINE OF SAID LOT 2, A DISTANCE OF 542.82 E'EET TO AN ANGLE POINT IN SAID NORTH LINE; THENCE CONTINUING NORTH 88°50'53" WEST AND LEAVING SAID NORTH LINE, A DISTANCE OF 118.49 FEET TO THE WEST LINE OF SAID LOT 2 AND THE TERMINUS OF THIS DESCRIBED LINE "A". LINE B: COMMENCING AT A POINT WHERE THE EASTERLY EXTENSION OF THE NORTH LINE OF SAID LOT 2 MEETS THE WEST MARGIN OF EAST MARGINAL WAY SOUTH; THENCE SOUTH 22°31'52" EAST ALONG THE WEST MARGIN OF SAID EAST MARGINAL WAY SOUTH, A DISTANCE OF 41.97 FEET TO A POINT ON A NON — TANGENTIAL CURVE TO THE SOUTHWEST, HAVING A RADIUS OF 50.00 FEET WHICH CENTER BEARS SOUTH 02°03'18" WEST, SAID POINT ALSO BEING THE TRUE POINT OF BEGINNING OF LINE "B"; THENCE LEAVING SAID WEST MARGIN OF SAID EAST MARGINAL WAY SOUTH WESTERLY ALONG SAID CURVE, AN ARC DISTANCE OF 21.46 FEET THROUGH A CENTRAL ANGLE OF 24°35'C9"; THENCE SOUTH 67°28'08" WEST, A DISTANCE OF 4.46 FEET TO THE BEGINNING OF A CURVE CONCAVE TO THE NORTH WITH A RADIUS OF 72.00 FEET; THENCE WESTERLY ALONG SAID CURVE, AN ARC DISTANCE OF 29.76 FEET; THENCE NORTH 88°50'53" WEST PARALLEL WITH THE NORTH LINE OF SAID LOT 2, A DISTANCE OF 72.98 FEET TO THE BEGINNING OF A CURVE CONCAVE TO THE NORTH WITH A RADIUS OF 30.00 FEET; THENCE NORTHWESTERLY ALONG SAID CURVE A DISTANCE OF 22.06 FEET TO A POINT ON A REVERSE CURVE CONCAVE TO THE SOUTH WITH A RADIUS OF 30.00 FEET; THENCE ALONG SAID CURVE A DISTANCE OF 22.06 FEET; 52364\01001\00457360.DOC.V5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page 27 THENCE NORTH 98°50'53" WEST, PARALLEL WITH AND 35.00 FEET DISTANT, WHEN MEASURED AT RIGHT ANGLES, FROM THE NORTH LINE OF SAID LOT 2, A DISTANCE OF 528.41 FEET TO THE WEST LINE OF SAID LOT 2 AND THE TERMINUS OF THIS DESCRIBED LINE "B' . TOGETHER WITH A TEN (10) FOOT WIDE STRIP OF LAND, WITH FIVE (5) FEET ON EACH SIDE OF THE FOLLOWING DESCRIBED CENTERLINE; BEGINNING AT A POINT WHERE THE EASTERLY EXTENSION OF THE NORTH LINE OF SAID LOT 2 MEETS THE WEST MARGIN OF EAST MARGINAL WAY SOUTH; THENCE NORTH 88°50'53" WEST, A DISTANCE OF 18.56 FEET TO THE NORTHEAST CORNER OF SAID LOT 2. THENCE CONTINUING NORTH 88°30'53" WEST ALONG THE NORTH LINE OF SAID LOT 2, A DISTANCE CF 542.82 FEET TO AN ANGLE POINT IN SAID NORTH LINE; r NORTH CONTINUING NORTH 88o 50r 53 WEST AND LEAVING SAID NC�t! H LINE, A DISTANCE OF•14.90 FEET TO THE TRUE POINT OF BEGINNING OF SAID CENTERLINE; THENCE NORTH 32°11'57" WEST, A DISTANCE OF 39.42 FEET; THENCE NORTH 88°48'09" WEST, A DISTANCE OF 83.07 FEET TO THE WEST LINE OF SAID LOT 2 AND THE TERMINUS OF THIS DESCRIBED CENTERLINE; ALL SIDELINES OF THHIS TEN (10) FOOT WIDE STRIP SHALL BE SHORTENED OR LENGTHENED AS TO MEET AT ALL ANGLE POINTS AND THE INTERSECTIONS OF SAID BOUNDARY LINES CONTAINING AN AREA OF 27,233 SQUARE FEET OR 0.6252 ACRES, MORE OR LESS. SITUATE IN THE CITY OF TUKWILA, KING COUNTY, WASHINGTON. MUSEUM OF FLIGHT AVIATION HIGH SCHOOL OLIVER Q. ROBAR, P.L.S. BRH JOB NO. 2001047-10 MARCH 15, 2010 BUSH, ROED & HITCHINGS, INC. 2009 MINOR AVENUE EAST SEATTLE, WA 98102 (206) 323-4144 52364\01001\00457360.DOC.V5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page 28 EXHIBIT E-2 Site Plan Showing Amended CP Easement Area 5* ro 1:rr CO cn (---) QJ JJ m M > Gr) Fri M rTh (4) M 0 r > (,) Z = co 0 < m -<0 Cf) (!) 2" G.) 7ot WEST LINE OF LOT 2, SP 1_05-057 cD NJ S020.3.18W . do •4-N -"\ --' t•I• .'4V3.'.4 *1/4 \ s\os <314" NN-C § 4.7 —7r z 7e- cr. I <Jo rs. 0 35' 1-4— Cr r- -I, 11 II f— t`, II trzi 6 6 e5 cn c, 000 ^, 6 c. CT. 4, r- 11 II T., Go T., . CO 8 41 - ;=. t_rt Ln CO 0 ,119N M„cc,OSAN -,138V 1N3W3SV3-, GO CO C9a CO CO Cl; C.+ (11 co z b co Ej. P II=! ›.: • co CTI *CT CI Cn. .----- — 52364\01001100457360.DOC.V5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page 29 EXHIBIT F Site Plan Showing Museum/District Access Road rC,r icrC' 9UD�C 52364\01001\00457360.DOC.V5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page 31 J % EXHIBIT G Conceptual Site Plan of Showing Potential Mitigation Measures Before Completion of South Access Road AO.,... n 1 1 II�� I I I --_�-_. I FUTURE c iNcw wow rain r 52 364\01001 \0045 7360. DOC. V 5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT Page 32 EXHIBIT G-1 Conceptual Site Plan of Showing Potential Mitigation Measures After Completion of South Access Road 4 -fOP+►La!fau VI/ I4uskik4 Of P.Ibltt VINO • _.�. -fir ;'v...�---�•-..�:.. r rJRE CaNEfCA MAC+ l GALLERY 52364\01001\00457360.DOC.V5 ADL AMENDED AND RESTATED ROAD ACCESS AND UTILITY AGREEMENT i N‘c''• Page 33 EAST MARGINAL WAY SOUTH 1 PROPOSED SOON ACCESS ROAD / BUSH, ROED & HITCHINGS, INC. CIVIL ENGINEERS & LAND SURVEYORS BR2009 tu11NOR AVE. EAST H SEAT 2, W/A99102 (20S} 323-414A NO SCALE TUKWILA MD NO 2001049_10 sr -ME None DRAWN OOR CHIMED ow DATE 11/OS/10 MUSEUM OF FUGHT AVIATION HIGH SCHOOL WASHINGION o Q A W t RECEIVED MAR 19 2011 COMMUNfl ti DEVELOPMENT Return Address Anne DeVoe Lawler Jameson Babbitt Stites & Lombard PLLC 999 third Avenue, Suite 1900 Seattle, Washington 98104 Document Title(s) (or transactions contained therein): 1. Permissive Encroachment and Foundation Easement Reference Number(s) of Documents assigned, released or amended: (on page of documents(s)) _ Grantor 1. Museum of Flight Foundation, a Washington non-profit corporation Grantees: 1. Museum of Flight Foundation, a Washington non-profit corporation Legal description (abbreviated: i.e. lot, block, plat or section, township, range) Lot _, City of Tukwila Binding Site Improvement Plan © Full legal is on page of document. _ Assessor's Property Tax Parcel/Account Number Ptn. 52364\01001 \00484368.DOCX. V 6 ADL PERMISSIVE ENCROACHMENT AND FOUNDATION EASEMENT THIS PERMISSIVE ENCROACHMENT AND FOUNDATION EASEMENT AGREEMENT (the "Agreement") is executed and effectuated as of the day of , 2011, by the Museum of Flight Foundation, a Washington Non -Profit Corporation ("MOFF".) RECITALS: A. MOFF is the owner of the Property situated in the City of Tukwila, King County, Washington, as legally described in Exhibit A annexed hereto and depicted on the Site Plan annexed hereto as Exhibit B. B. MOFF intends to divide this MOFF Property into two (2) parcels pursuant to a Binding Site Improvement Plan ("BSIP") through the City of Tukwila. MOFF then intends to ground lease one parcel (the "High School Parcel") to the Highline School District No. 401, a Washington Municipal Corporation (the "District") to be used for the construction, operation, and maintenance of Aviation High School (the "High School") thereon. The High School Parcel and proposed improvements are depicted on Exhibit B-1 attached hereto. C. Certain of the current and/or intended improvements on the High School Parcel will encroach onto the other adjacent Parcel ("MOFF Parcel"), as more particularly set forth below and MOFF desires to confirm and document the permissive nature and terms of such encroachments. D. In order to enhance the development and operation of both Parcels, MOFF desires to confirm certain encroachments reciprocal easements and shared common areas for the benefit of the Parcels. E. As owner of both of the Parcels, MOFF desires to set forth the terms and conditions of the above agreements to be binding on the Parcels and MOFF and any future owners and occupants of all or any portion of the High School Parcel and/or the adjoining Parcel. NOW, THEREFORE, in consideration of the foregoing, MOFF, as owner of the High School Parcel and the MOFF Parcel, hereby declares and agrees for the respective benefit and burden of the High School Parcel and the MOFF Parcel, as follows: 52364\01001 \00484368.DOCX. V 6 ADL 1. Encroachments Permitted. 1.1 Encroachments Identified. The term "High School Encroachments" refers to the portion of the improvements located on the High School Parcel which extends from the High School Parcel onto the adjoining MOFF Parcel as generally depicted and identified as the "High School Encroachment Area" on the site plan annexed hereto as Exhibit B-1. These encroachments include the footings of the building to be located on the High School Parcel, the sidewalks and landscaped areas, the loading dock area, and the plaza areas (and fixtures located therein), all as generally depicted on Exhibit B-1. In addition to the foregoing, these encroachments also include, but are not limited to: roof and foundation. 1.2 Permissive Encroachment Easements. MOFF, as owner of the MOFF Parcel, hereby grants a non-exclusive easement (the "High School Encroachment Easement") to and for the benefit of the High School Parcel and any present and future owners and lessees of the High School Parcel to permit the initial placement and continued existence of the High School Encroachments on the High School Encroachment Area, together with reasonable access over the adjoining MOFF Parcel as necessary to install, maintain, repair and replace the improvements on the High School Encroachment Area. The above easement shall automatically terminate on the date on which the applicable encroachments have been permanently demolished or destroyed if reconstruction of such encroaching improvements has not been commenced within two (2) years after the date of destruction. In addition, the parties acknowledge that the permissive High School Encroachment easements to the south side of the High School Parcel (other than footings) may be revised as determined to be necessary by MOFF through an amendment to this Easement, which amendment shall be subject to the prior written approval of the District (such approval not to be unreasonably withheld or delayed), in order to accommodate the future development of the adjacent MOFF Parcel. 1.3 Maintenance and Payment of Costs Associated with Encroachments. The owner of the High School Parcel shall be responsible for the repair, maintenance, operation and replacement of the High School Encroachments in the High School Encroachment Area and shall maintain commercially appropriate all-risk casualty and general liability insurance on the same. 2. Indemnification. Each current and future owner of the High School Parcel and the MOFF Parcel agrees to defend, indemnify and hold harmless each other owner from all claims, actions, proceedings and costs incurred in connection therewith (including reasonable attorneys' fees and costs of suit) resulting from any accident, injury or loss or damage whatsoever occurring to any person or to the property of any person arising out of 52364\01001\00484368.DOCX.V6 ADL or resulting from the indemnifying owner's use of any easement rights or area described herein. In the event of concurrent negligence, the indemnifying owner shall only be liable for that portion of liability related to the percentage of their respective negligence. 3. Miscellaneous. 3.1 Runs with the Land. The covenants, conditions, restrictions and rights set forth herein shall run with the land constituting the High School Parcel and the adjoining MOFF Parcel and be obligatory upon the current owners and permittees thereof and their respective successors and assigns, tenants, sub -tenants, licensees and invitees; provided, that anything herein to the contrary notwithstanding, no rights in or to the general public are created hereby. 3.2 Remedies. In the event of any violation or breach or threatened violation or breach of any provision of this Agreement or of any of the covenants, conditions or restrictions herein contained by the owner or future owner of either of the High School Parcel or the adjoining MOFF Parcel or by any of their respective permittees, heirs, administrators, successors or assigns, then the non -breaching or non -defaulting owner shall, in addition to all other remedies at law or at equity, have the right to sue to specifically enforce the terms, covenants and/or conditions set forth in this Agreement. 3.3 Attorneys' Fees. In the event a party brings a legal action against any other party to enforce its rights hereunder, the substantially prevailing party shall be entitled to receive reimbursement from the other party of such prevailing party's costs incurred in such legal action (including the costs of appeal), including the reasonable fees and disbursement of the prevailing party's attorneys, in addition to all other rights and remedies available to the prevailing party at law or in equity. 3.4. No Merger of Estates. This Agreement shall not extinguish or terminate by operation of the doctrine of merger or otherwise due to the existing or future common ownership of the real property described herein. 3.5. Choice of Law. This Agreement shall be governed by the laws of the State of Washington, exclusive of its choice of law rules. 3.6 Severability. Invalidation of any of the provisions contained in this Agreement, or of the application thereof to any person, by judgment or court order shall in no way affect any of the other provisions thereof or the application thereof to any other person and the same shall remain in full force and effect. 3.7. Non -Waiver. The failure of any party to insist upon strict 52364\01001\00484368.DOCX.V6 ADL performance of any of the terms, covenants or conditions hereof shall not be deemed a waiver of any rights or remedies which that party may have hereunder or at law or equity and shall not be deemed a waiver of any subsequent breach or default in any of such terms, covenants or conditions 3.8 Counterparts. This Agreement may be executed in one or more counterparts, all of which original counterparts shall together constitute a single original document. IN WITNESS WHEREOF, the undersigned has executed this Agreement as of the day and year first above written. MUSEUM OF FLIGHT FOUNDATION, a Washington nonprofit corporation By: Name: Its: Date Signed: 52364\01001 \00484368.DOCX.V6 ADL STATE OF WASHINGTON ) ) ss. COUNTY OF KING ) On this _th day of , 2011, before me, the undersigned, a Notary Public in and for the State of Washington, duly commissioned and sworn, personally appeared Michael R. Hallman to me known to be the person who signed as Vice Chairman, Board of Trustees of the MUSEUM OF FLIGHT FOUNDATION, the corporation that executed the within and foregoing instrument, and acknowledged said instrument to be the free and voluntary act and deed of said corporation for the uses and purposes therein mentioned, and on oath stated that he was duly elected, qualified and acting as said officer of the corporation, that he was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said corporation. IN WITNESS WHEREOF I have hereunto set my hand and official seal the day and year first above written. (Signature of Notary) (Print or stamp name of Notary) NOTARY PUBLIC in and for the State of Washington, residing at My appointment expires: 52364\01001 \00484368.DOCX. V 6 ADL EXHIBIT A Legal Description of MOFF Property Lot 2, City of Tukwila Short Plat No. L 05-057, recorded under King County Recording No. 200702289000007, King County, Washington 52364\01001\00484368.DOCX.V6 ADL EXHIBIT B Site Plan of MOFF Property 52364\01001 \00484368.DOCX. V 6 ADL 52364\01001\00484368.DOCX.V6 ADL EXHIBIT B-I Site Plan Showing High School Encroachment Areas 111 I 111111 l_ 1_ I 52364\01001 \00484368.DOCX. V6 ADL ENCROACHMENT EASeqEW AREA After Recording Return to: Anne DeVoe Lawler Jameson Babbitt Stites & Lombard, P.L.L.C. 999 Third Avenue, Suite 1900 Seattle, WA 98104-4001 Document Title or Titles: Termination of Easement Reference Nos. of Documents Assigned or Released: 20070228002894 Name of Grantor: Museum of Flight Foundation, a Washington non-profit corporation Name of Grantee: Container Properties, L.L.C., a Washington Limited Liability Company Pages referencing additional names: NA Abbreviated Legal Description: Lot 2, City of Tukwila Short Plat L05-057 Additional Legal Descriptions Found On: Exhibits A and B Assessor's Property Tax Parcel Numbers or Account Numbers: 1 52364\01001 \00517455.DOC. V 1 ADL TERMINATION OF EASEMENT THIS TERMINATION OF EASEMENT (this "Termination Agreement") is dated for reference purposes March _, 2011 and is by and between the Museum of Flight Foundation, a Washington non-profit corporation ("MOFF") and Container Properties, L.L.C., a Washington Limited Liability Company ("CP"). RECITALS A. MOFF is the owner of the real property described in Exhibit A attached hereto and by this reference incorporated herein (the "MOFF Property"). B. CP is the owner of the real property described in Exhibit B attached hereto and by this reference incorporated herein (the "CP Property"). C. The MOFF Property is burdened by that certain Temporary Waterline Easement dated February 28, 2007, and recorded under King County Recording No. 20070228002894 (the "Temporary Waterline Easement", which benefits the CP Property. E. The parties desire to fully terminate this Temporary Waterline Easement on the terms and conditions set forth below. Now, therefore, for and in consideration of the mutual covenants and conditions set forth herein, the parties hereby agree to terminate the Temporary Waterline Easement as follows: AGREEMENT TERMINATING EASEMENT 1. Termination of Temporary Waterline Easement. The parties hereto, hereby agree that the Temporary Waterline Easement described in Recital C above is hereby terminated and of no further force and effect. The parties hereto, hereby release, on behalf of themselves and their successors and assigns, any rights which the undersigned may have, or may ever have had, to the Temporary Waterline Easement. 2. Counterparts. This Termination Agreement may be executed in any number of original counterparts, each of which shall be deemed an original, but all of which when taken together shall constitute one and the same instrument. The signature and notary acknowledgement pages of any counterpart may be detached therefrom without impairing the legal effect of the signature(s) thereon provided such signature and notary pages are attached to any other counterpart identical thereto except having additional signature and notary pages executed by other parties to this Termination Agreement attached thereto. 2 52364\01001\00517455.DOC.VI ADL CONTAINER PROPERTIES, L.L.C. a Washington limited liability company By: Its: MUSEUM OF FLIGHT FOUNDATION, a Washington non-profit corporation By: Its: 3 52364\01001\00517455.DOC.V1 ADL STATE OF WASHINGTON ) COUNTY OF ) ss. On this day of , 2011, before me, the undersigned, a Notary Public in and for the State of Washington, duly commissioned and sworn, personally appeared , to me known to be the person who signed as of MUSEUM OF FLIGHT FOUNDATION, the corporation that executed the within and foregoing instrument, and acknowledged said instrument to be the free and voluntary act and deed of said corporation for the uses and purposes therein mentioned, and on oath stated that was duly elected, qualified and acting as said officer of the corporation, that was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said corporation. IN WITNESS WHEREOF I have hereunto set my hand and official seal the day and year first above written. (Signature of Notary) (Print or stamp name of Notary) NOTARY PUBLIC in and for the State of Washington, residing at My appointment expires: 4 52364\01001\00517455.DOC.V1 ADL STATE OF WASHINGTON ) COUNTY OF ) ss. On this day of , 2011, before me, the undersigned, a Notary Public in and for the State of Washington, duly commissioned and sworn, personally appeared , to me known to be the person who signed as of CONTAINER PROPERTIES, L.L.C., the limited liability company that executed the within and foregoing instrument, and acknowledged said instrument to be the free and voluntary act and deed of said limited liability company for the uses and purposes therein mentioned, and on oath stated that was duly elected, qualified and acting as said officer of the limited liability company and that was authorized to execute said instrument. IN WITNESS WHEREOF I have hereunto set my hand and official seal the day and year first above written. (Signature of Notary) (Print or stamp name of Notary) NOTARY PUBLIC in and for the State of Washington, residing at _. My appointment expires: 5 52364\01001 \00517455.D0C. V 1 ADL EXHIBIT A Legal Description of the MOFF Property LOT 2, CITY OF TUKWILA SHORT PLAT NO. L05-057, RECORDED UNDER RECORDING NO. 20070228900007 6 52364\01001\00517455.DOC.V1 ADL EXHIBIT B Legal Description of the CP Property LOT 1, CITY OF TUKWILA SHORT PLAT NO. L05-057, RECORDED UNDER RECORDING NO. 20070228900007 7 52364\01001 \00517455.DOC. V 1 ADL Return Address Anne DeVoe Lawler Jameson Babbitt Stites & Lombard PLLC 999 third Avenue, Suite 1900 Seattle, Washington 98104 Document Title(s) (or transactions contained therein): 1. Storm Water and Monitoring Well Easement Reference Number(s) of Documents assigned, released or amended: (on page of documents(s)) _ Grantor 1. Museum of Flight Foundation, a Washington non-profit corporation Grantees: 1. Container Properties, L.L.C., a Washington limited Liability Company Legal description (abbreviated: i.e. lot, block, plat or section, township, range) Lots 1 and 2, City of Tukwila Short Plat No. L05-057 E3 Full legal is on page of document. _ Assessor's Property Tax Parcel/Account Number Ptn. STORM WATER AND MONITORING WELL EASEMENT THIS STORM WATER AND MONITORING EASEMENT AGREEMENT (the "Agreement") is executed and effectuated as of the day of , 2011, by the Museum of Flight Foundation, a Washington Non -Profit Corporation ("MOFF") and Container Properties, L.L.C., a Washington Limited Liability Company ("CP".) RECITALS: A. MOFF is the owner of the Property situated in the City of Tukwila, King County, Washington, as legally described in Exhibit A annexed hereto (the "MOFF Property"). B. CP is the owner of the adjacent Property situated in the City of Tukwila, King County, Washington, as legally described in Exhibit B annexed hereto (the "CP Property"). C. The MOFF Property contains storm water utility lines previously installed and utilized by CP and located in and under portions of the MOFF Property (the "Storm Water Utility Installations") benefiting the CP Property. The MOFF Property also contains previously installed groundwater monitoring wells ("Monitoring Wells") benefiting the CP Property. CP wishes to confirm and MOFF is willing to grant and confirm a pre-existing easement over, under, across and through the portion of the MOFF Property legally described on EXHIBIT C attached hereto, and depicted on EXHIBIT D attached hereto (the "Easement Area") for the Storm Water Utility Installations and for the Monitoring Wells. AGREEMENT NOW, THEREFORE, for and in consideration of the sum of One Dollar ($1.00) and other valuable consideration, the receipt and sufficiency of which are hereby acknowledged, MOFF hereby formally recognize and grants a pre-existing easement, and declare, reserve and convey to CP, and its successors and assigns in title to the CP Property, the right to retain its pre-existing easement rights, and to operate and maintain (as further described below) the Storm Water Utility Installations and Monitoring Wells in the Easement Area and an easement over, under, across and through the Easement Area, subject to and conditioned upon the following terms, conditions and covenants which CP hereby promises to faithfully and fully observe and perform. 52364\01001\00517779.DOCX.V1 ADL 2 1. Purpose 1.1 CP shall have the continued right to retain the Storm Water Utility Installations in the Easement Area and the right of access, ingress and egress over, under, across and through the Easement Area for the purposes of using, operating, repairing, replacing and maintaining the Storm Water Utility Installations, in accordance with the terms of this Agreement. 1.2 CP shall have the continued right to retain the Monitoring Wells in the Easement Area and the right of access, ingress and egress over, under, across and through the Easement Area for the purposes of using, operating, repairing, replacing, maintaining and abandoning the Monitoring Wells, in accordance with the terms of this Agreement. 2. Compliance with Laws and Rules MOFF and CP shall at all times exercise their respective rights hereunder in accordance with the requirements (as from time to time amended) of any public authority having jurisdiction and all applicable statutes, orders, rules, regulations and permits. MOFF and CP shall not contribute to or cause the other party to breach, or violate any applicable statutes, orders, rules, regulations, permits or government approvals. 3. CP's Use and Activities CP shall exercise its rights under this Easement Agreement in a reasonable manner so as not to unreasonably interfere with MOFF's use of the Easement Area. To the extent that CP finds it necessary to access the Easement Area to deal with the Storm Water Utility Installations and/or Monitoring Wells within the Easement Area, then CP may do so if (a) CP provides reasonably sufficient advance written notice of at least thirty (30) days to MOFF stating how, when and where wishes so to access the Easement Area; (b) prior to maintaining, repairing or replacing any of the Storm Water Utility Installations or Monitoring Wells, CP provides to MOFF for MOFF's reasonable review, comment, and approval detailed plans and specifications for said facilities indicating their precise horizontal and vertical locations; (c) MOFF approves such plans and specifications in writing, as well as the timing of such installation, repair and/or maintenance activities, such approval to be granted or withheld by MOFF in its reasonable discretion; and (d) said Storm Water Utility Installations and/or Monitoring Wells are constructed or otherwise addressed in accordance with such plans and specifications. In addition, CP shall be responsible for replacing and repairing any surface area disturbed during its repair, maintenance, replacement or other activities. 52364\01001\00517779.DOCX.V1 ADL 3 4. MOFF's Use of the Easement Area MOFF reserves the right for MOFF to use the Easement Area for any purpose not inconsistent with the rights herein granted; provided, that MOFF shall not erect, construct or maintain any structures or improvements in the Easement Area and MOFF nor the Foundation shall plant any trees or allow any trees to grow in the Easement Area (except as otherwise required by applicable governmental authorities) which would unreasonably interfere with CP's rights hereunder. Notwithstanding the foregoing, MOFF may install underground services through the Easement Area to gain access to service mains of any utility purveyor if (a) MOFF, as appropriate, delivers reasonably sufficient advance written notice to CP stating that MOFF, wishes so to cross the Easement Area; (b) prior to installing said lines, MOFF provides to CP for CP' s reasonable review, comment, and approval detailed plans and specifications for said lines indicating their precise horizontal and vertical locations; (c) CP approves such plans and specifications in writing, such approval to be granted or withheld by CP in its reasonable discretion; and (d) said lines are constructed in accordance with such plans and specifications. 5. MOFF's and CP's Covenants 5.1 Nondisturbance. MOFF covenants with CP that MOFF shall not disturb or sever the Storm Water Utility Installations, or tap into the Storm Water Utility Installations, or disrupt the Storm Water Utility Installations service to CP or relocate the Storm Water Utility Installations without CP's prior written consent, which consent to relocation shall not be unreasonably withheld or delayed so long as any such relocation shall be at MOFF's sole cost and expense, and shall not disrupt the Storm Water Utility Installations service to CP. 5.2 Monitoring Wells. CP shall be solely responsible for complying with all governmental requirements with respect to accessing, testing, abandoning and otherwise dealing with the Monitoring Wells. 6. Indemnity 6.1 CP. CP shall indemnify, defend and hold MOFF, its lessees, and sublessees and its corporate affiliates, as well as their respective directors, officers, trustees, customers, employees, invitees, contractors, and agents harmless from and against any and all claims and liabilities for bodily injury to or death of any person or loss of or damage to any property or clean up of or response to any discharge or release to the extent arising out of use by CP or its employees, agents, contractors, vendors, customers, visitors or invitees of the Easement Area under this Easement Agreement or from any activity, work or thing done, permitted or suffered by CP and its employees, agents, 52364\01001\00517779.DOCX.V1 ADL 4 contractors, vendors, customers, visitors or invitees in or about the Easement Area in connection with this Easement Agreement. 6.2 MOFF. MOFF shall indemnify, defend and hold CP, its lessees, and sublessees and CP's corporate affiliates, as well as their respective directors, officers, customers, employees, invitees, contractors, and agents harmless from and against any and all claims and liabilities for bodily injury to or death of any person or loss of or damage to any property or clean up of or response to any discharge or release to the extent arising out of use by MOFF or its employees, agents, contractors, vendors, customers, visitors or invitees of the Easement Area under this Easement Agreement or from any activity, work or thing done, permitted or suffered by MOFF or its employees, agents, contractors, vendors, customers, visitors or invitees in or about the Easement Area in connection with this Easement Agreement. 7. Abandonment The rights herein granted to CP shall continue until such time as CP gives ninety (90) days prior written notice to MOFF (or its successors or assigns) of CP' s intention to abandon the easement described in this Easement Agreement, in which event this Easement Agreement shall automatically terminate without an amendment to this Easement Agreement and all rights hereunder shall revert to MOFF. . 8. Termination of Easement 8.1 AS IS — Storm Water Lines. Upon the termination of the easement granted herein, CP shall have the right to turn over to MOFF the Storm Water Utility Installations in their "AS IS, WHERE IS" condition, and Boeing shall have no obligation to remove any lines, equipment or appurtenances from the Easement Area covered by the easement, nor to perform any cleanup, restoration or remediation to the Easement Area, including without limitation any cleanup or remediation of any contamination of the soil or groundwater in, on or under the Easement Area, except to the extent that any such cleanup, restoration or remediation to the Easement Area is required as a result of CP's acts, negligence or omission. 8.2 Monitoring Wells. Upon the termination of the easement granted herein, CP shall have the obligation to abandon the monitoring wells in accordance with the terms of Section 5.2 above. If allowed by law, CP also shall have the obligation, at MOFF's election, to physically remove any lines, equipment or appurtenances from the Easement Area covered by the easement for the Monitoring Wells, and to perform any cleanup, restoration or remediation to the Easement Area, including without limitation any cleanup or remediation of any contamination of the soil or groundwater in, on or 52364\01001\00517779.DOCX.V1 ADL 5 under the Easement Area, to the extent that any such cleanup, restoration or remediation to the Easement Area is required as a result of CP's acts, negligence or omission or is connected in any way with the Monitoring Wells. 8.3 No Release. No termination of this Easement Agreement shall release MOFF or CP from any liability or obligation with respect to any matter occurring prior to such termination. 9. Notices Notices required to be in writing under this Easement Agreement shall be personally served or sent by U.S. mail or sent by nationally recognized overnight courier with all charges for next business day delivery prepaid. Any notice given by hand or by courier shall be deemed given when delivered and any notice sent by mail shall be deemed to have been received when actually received or when receipt is refused, so long as it is mailed via U.S. mail, certified mail return receipt requested, and addressed as follows: To the MOFF: Museum of Flight Foundation Attention: Legal Committee 9404 E. Marginal Way South Seattle, WA 98108 To CP: Container Properties, L.L.C. Any party may change the address to which notices may be given by giving notice as above provided. 10. Title The rights granted herein are subject to permits, leases, licenses and easements, if any, heretofore or hereafter granted by MOFF affecting the Easement Area. MOFF does not warrant title to its property and shall not be liable for title defects or failure of title. 52364\01001\00517779.DOCX.V1 ADL 6 11. Covenants Running with the Land/Successors and Assigns The terms and conditions of this Easement Agreement shall be covenants running with the land, and shall burden and benefit MOFF and CP and their respective successors and assigns in interest of the MOFF Property and of the CP Property, respectively. 12. Attorneys' Fees In the event either party brings a legal action against the other party to enforce its rights hereunder, the substantially prevailing party shall be entitled to receive reimbursement from the other party of such prevailing party's costs reasonably incurred in such legal action (including the costs of appeal), including the reasonable fees and disbursement of the prevailing parry's attorneys, in addition to all other rights and remedies available to the prevailing party at law or in equity. 13. No Merger of Estates The easement granted herein shall not extinguish or terminate by operation of the doctrine of merger or otherwise due to the existing or future common ownership of the real property described herein. 14. Complete Agreement This Easement Agreement contains the entire agreement of the parties with respect to this subject matter and supersedes all prior or contemporaneous writings or discussions relating to the easement provided for herein. This Easement Agreement may not be amended except by a written document executed after the date hereof by the duly authorized representatives of MOFF and CP. 15. Choice of Law This Easement Agreement shall be governed by the law of the State of Washington, exclusive of its choice of law rules. 16. Warranty and Representation of Authority. The parties each represent to the other that the person or persons executing this Easement Agreement have authority to do so and to bind the parties hereunder. All consents, permissions and approvals related to entry into this Easement Agreement, and the obligations hereunder, have been obtained. 52364\01001\00517779.DOCX.V1 ADL 7 17. Severability. Invalidation of any of the provisions contained in this Easement Agreement, or of the application thereof to any person, by judgment or court order shall in no way affect any of the other provisions thereof or the application thereof to any other person and the same shall remain in full force and effect. 18. Non -Waiver. The failure of any party to insist upon strict performance of any of the terms, covenants or conditions hereof shall not be deemed a waiver of any rights or remedies which that party may have hereunder or at law or equity and shall not be deemed a waiver of any subsequent breach or default in any of such terms, covenants or conditions. 19. Counterparts. This Easement Agreement may be executed in one or more counterparts, each of which so executed shall be deemed to be an original and such counterparts together shall constitute one and the same instrument. [signatures on following page] 52364\01001\00517779.DOCX.V1 ADL 8 IN WITNESS WHEREOF, the undersigned has executed this Easement Agreement as of the day and year first above written. MUSEUM OF FLIGHT FOUNDATION, a Washington nonprofit corporation By: Its: CONTAINER PROPERTIES, L.L.C. A Washington Limited Liability Company By: Its: 52364\01001\00517779.DOCX.V1 ADL 9 STATE OF WASHINGTON ) ) ss. COUNTY OF KING ) On this _'" day of , 2011, before me, the undersigned, a Notary Public in and for the State of Washington, duly commissioned and sworn, personally appeared to me known to be the person who signed as , Board of Trustees of the MUSEUM OF FLIGHT FOUNDATION, the corporation that executed the within and foregoing instrument, and acknowledged said instrument to be the free and voluntary act and deed of said corporation for the uses and purposes therein mentioned, and on oath stated that he was duly elected, qualified and acting as said officer of the corporation, that he was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said corporation. IN WITNESS WHEREOF I have hereunto set my hand and official seal the day and year first above written. 52364\01001\00517779.DOCX.V1 ADL (Signature of Notary) (Print or stamp name of Notary) NOTARY PUBLIC in and for the State of Washington, residing at My appointment expires: 10 STATE OF WASHINGTON ) ) ss. COUNTY OF ) On this day of , 2011, before me, the undersigned, a Notary Public in and for the State of Washington, duly commissioned and sworn, personally appeared , to me known to be the person who signed as of CONTAINER PROPERTIES, L.L.C., the limited liability company that executed the within and foregoing instrument, and acknowledged said instrument to be the free and voluntary act and deed of said limited liability company for the uses and purposes therein mentioned, and on oath stated that was duly elected, qualified and acting as said officer of the limited liability company and that was authorized to execute said instrument. IN WITNESS WHEREOF I have hereunto set my hand and official seal the day and year first above written. 52364\01001 \00517779.DOCX. V 1 ADL (Signature of Notary) (Print or stamp name of Notary) NOTARY PUBLIC in and for the State of Washington, residing at My appointment expires: 11 EXHIBIT A Legal Description of MOFF Property Lot 2, City of Tukwila Short Plat No. L 05-057, recorded under King County Recording No. 200702289000007, King County, Washington 52364\01001 \00517779.DOCX. V 1 ADL 12 EXHIBIT B Legal description of CP Property Lot 1, City of Tukwila Short Plat No. L 05-057, recorded under King County Recording No. 200702289000007, King County, Washington 52364\01001 \00517779.DOCX. V 1 ADL 13 EXHIBIT C Legal description of Easement Area: MONITOR WELL AND STORM DRAIN EASEMENT DESCRIPTION THE SOUTHWEST PORTION OF LOT 2 OF CITY OF TUKWILA SHORT PLAT NO. L05-057, LOCATED IN SECTION 33, TOWNSHIP 24 NORTH, RANGE 4 EAST, WILLAMETTE MERIDIAN, IN KING COUNTY, WASHINGTON, MORE PARTICULARLY DESCRIBED AS FOLLOWS; BEGINNING AT THE SOUTHWEST CORNER OF SAID LOT 2; THENCE NORTH 00°50' 10" WEST ALONG THE WEST LINE OF SAID LOT 2, A DISTANCE OF 93.00 FEET; THENCE SOUTH 64°36'19" EAST, A DISTANCE OF 35.00 FEET; THENCE SOUTH 00°07'14" EAST, A DISTANCE OF 68.00 FEET TO THE SOUTH LINE OF SAID LOT 2; THENCE SOUTH 71°49'37" WEST ALONG THE SOUTH LINE OF SAID LOT 2, A DISTANCE OF 32.00 FEET TO THE POINT OF BEGINNING; CONTAINING AN AREA OF 2,494 SQ. FT. OR 0.0573 ACRES, MORE OR LESS. SITUATE IN THE CITY OF TUKWILA, KING COUNTY, WASHINGTON 52364\01001 \00517779.D0CX. V l ADL MUSEUM OF FLIGHT AVIATION HIGH SCHOOL OLIVER Q. ROBAR, P.L.S. BRH JOB NO. 2001047-10 March 8, 2011 BUSH, ROED & HITCHINGS, INC. 2009 MINOR AVENUE EAST SEATTLE, WA 98102 (206) 323-4144 14 EXHIBIT D Site plan showing Easement Area: Ti o n 0 DTI r m r79 w rn N a CO o) m = z� z D3 0 m cn p MM z _ cn 0 m �z Cn CD "0 m 1 C> Z-4 Z O L7 � r cn CC) Z m CD p 0 r"� D -1 W C7 a Z p N 7 N 7D O O - N - o ZO �� :A CD_ -1 :.:) , �' > M Z CD F- n a —WEST LINE OF LC)T 2 113M 2:1O11NOW = e 52364\01001\00517779.DOCX.V1 ADL RECORDED EASEMENTS Si\r RECEINISO MAR 1� RECEIVED MAR 2 3 2011 TUKWII.A PUBLIC WORKS 20100927002030.001 Return Address Office of the General Counsel The Boeing Company M/C 11-XT P.O. Box 3707 Seattle, WA 98124 Attn: Gerald L. Bresslour 20100927002030 CHICAGO TITLE EAS 90.00 O9/27/2010F15:47 KING COUNTY, UA Document Title(s) (or transactions contained therein): Access and Utility Easement Agreement (Boeing) Reference Number(s) of Documents assigned or released: (on page of documents(s)) _ 20010803900001 Grantor(s) (Last name first, then first name and initials): C;":1) The Boeing Company CHICAGO TITLE 1 BIT# -( ❑ Additional names on page of document. Grantee(s) (Last name first, then first name and initials): Museum of Flight Foundation; King County Museum of Flight Authority ❑ Additional names on page of document. Legal description (abbreviated: i.e. lot, block, plat or section, township, range) X Full legal is on page 16 of document. Assessor's Property Tax Parcel/Account Number 52420-1036, 562420-1088, 562420-1032, 562420-0990, 000340-0018, 000340-0028, 000340-0026, 000340-0048, 042304-9016) 5/02 43{7-103 -(/ i gZ240 - CO2-0 52364\0I0031O0482232,0OC.V 13 ADL EXCISE TAX NOT REQUIRED ,�8 Co Records By Deputy 20100927002030.00 ACCESS AND UTILITY EASEMENT AGREEMENT (BOEING) THIS ACCESS AND UTILITY EASEMENT AGREEMENT (BOEING) (this "Easement Agreement") is made and entered into as of September !, 2010, by and among THE BOEING COMPANY, a Delaware corporation ("Boeing"), as the owner of the land described in EXHIBIT A, the KING COUNTY MUSEUM OF FLIGHT AUTHORITY, a public development authority ("Museum"), as the owner of the land described in EXHIBIT B, and the MUSEUM OF FLIGHT FOUNDATION, a Washington nonprofit corporation ("Foundation") as the owner of the land described in EXHIBIT C. RECITALS: A. Boeing is the owner of certain land abutting East Marginal Way South, Tukwila, Washington, as described in EXHIBIT A attached hereto (the "Boeing Property"). B. The Museum is the owner of that certain parcel of land located within the City of Tukwila (the "City"), located on East Marginal Way South and as described in EXHIBIT A (the "Museum Property"), which is leased by the Museum to the Foundation and on which are located activities and facilities commonly known as The Museum of Flight. This Museum Property is in the process of being divided into two (2) parcels pursuant to a Binding Site Improvement Plan, also as described in EXHIBIT A. The Foundation is the fee owner of the property located immediately to the north, which fee ownership is legally described in EXHIBIT C attached hereto (the "Foundation Property" and, together with the Museum Property, the "Properties"). C. The Museum and the Foundation intend to develop their Properties in concert and over time to incorporate on the Museum Property, a Space Gallery, and ultimately a "Grand Gallery" housing aircraft and space artifacts, which Grand Gallery shall adjoin to educational facilities to be constructed on the Foundation Property. The entire development shall serve the museum and educational missions of the Museum of Flight and, when all elements are completed, shall be referred to as the "Grand Development." At such time as the Grand Development is completed, a private ring access road to be completed on the Foundation and Museum Properties (the "Ring Road") will connect to the access easement, located on the Boeing Property, as granted in this Easement Agreement. This conceptual ultimate Grand Development is depicted on EXHIBIT E attached hereto. D. The Museum and the Foundation continue to require the use of a portion of the Boeing Property for ingress to and egress from East Marginal Way South to the Museum :‘236 4:1100!'00a6::33.IX)C.V 13 ADL 2 20100927002030.0( } Property (including for emergency and fire vehicular and personnel ingress and egress) and, upon completion of the Grand Development and the private Ring Road, to the Foundation Property as well. The Museum and the Foundation wish to obtain and Boeing is willing to grant a non-exclusive perpetual easement over the portion of the Boeing Property legally described on EXHIBIT D attached hereto and depicted on EXHIBIT D-I attached hereto (the "Easement Area") for ingress to and egress from East Marginal Way South to the Museum Property and, upon completion of the Grand Development and the private Ring Road, to the Foundation Property and for installation and management of franchised utility installations. E. The Easement Area contains certain utility lines previously utilized by the Museum and the Foundation and located in, on and under the Easement benefiting the Museum Property. The Museum and the Foundation wish to continue and Boeing is willing to grant and confirm the pre-existing perpetual easement over, under, across and through the Easement Area for such utility lines. AGREEMENT NOW, THEREFORE, for and in consideration of the sum of One Dollar ($1.00) and other valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Boeing hereby formally recognizes and grants a pre-existing easement and grants, declares, reserves and conveys to the Museum and to the Foundation, and their successors and assigns in title to the Museum Property and to the Foundation Property, as well as to their respective ground lessees, lessees, sublessees, and all customers, invitees, visitors, contractors, agents, vendors, and employees, and to emergency fire and police agencies and their personnel, the right to travel over the Easement Area and to install and manage certain utility installations, subject to and conditioned upon the following terms, conditions and covenants which the Museum and Foundation hereby promise to faithfully and fully observe and perform. 1. Purpose The Museum and Foundation shall have the continued right to use the Easement Area for the purpose of gaining access to and egress from the Museum and Foundation Properties by the Museum and Foundation, and their respective ground lessees, lessees, sublessees, and all customers, invitees, visitors, contractors, agents, vendors, and employees in the normal course of the Museum's and Foundation's business of constructing, operating, altering and repairing an air and space museum and all related matters including but not limited to the operation of educational facilities. The Easement Area also may continue to be used by fire, police and other public agencies and their personnel and equipment for emergency access to the Museum and Foundation Properties. In addition, the Easement Area may continue to be used by the Museum and Foundation for the installation, maintenance of and repair and replacement of franchised utilities serving the Museum and the Foundation Properties (the "Utility Installations"). This Agreement replaces and supersedes the access easement set 32M40100)b04ASJ?.DOC.V 13 ADL 3 20100927002030.00, forth on the Tukwila BLA-01-002, recorded under King County Recording Number 20010803900001. 2. Compliance with Laws and Rules The Museum and Foundation shall at all times exercise their rights herein in accordance with the requirements (as from time to time amended) of any public authority having jurisdiction and all applicable statutes, orders, rules and regulations. 3. Museum's and Foundation's Use and Activities 3.1. Access. The Museum and Foundation shall exercise their rights under this Easement Agreement in a reasonable manner so as not to unreasonably interfere with Boeing's use of the Easement Area or of the Boeing Property, and shall use the Easement Area in common with Boeing and its corporate affiliates, and their respective customers, invitees, visitors, vendors, contractors, agents, and employees. 3.2. Utilities. Boeing, the Museum and the Foundation acknowledge, agree to and approve the existence of and the Museum's and the Foundation's use of and access to the following pre-existing utility installations installed and located within the Easement Area, which utility installations serve the Museum Property. The installations are shown on EXHIBIT D-I and are described as follows: 3.2.1. Side Sewer. A side sewer line connecting the 9-04 Building on the Museum Property to the public sewer main located in East Marginal Way South (together with any future installations by the Museum or the Foundation on, in or under the Easement Area, in accordance with this Agreement, the "Utility Installations"). The Museum and the Foundation may install or have installed underground service lines through the Easement Area to gain access to service mains of any utility purveyor, and maintain, repair, and replace Utility Installations provided that (a) the Museum and/or the Foundation, as applicable, provides reasonably sufficient advance written notice to Boeing stating how, when and where Museum and/or the Foundation, as applicable, wishes so to access the Easement Area for such utility purposes; (b) prior to installing, maintaining, repairing or replacing any of the Utility Installations, the Museum and/or the Foundation, as applicable, provides to Boeing, for Boeing's reasonable review, comment, and approval, detailed plans and specifications for said work indicating the precise horizontal and vertical locations of the subject installations; (c) Boeing approves such plans and specifications in writing, as well as the timing of such installation, repair, replacement and/or maintenance activities, such approval to be granted or withheld by Boeing in its reasonable discretion; and (d) such installation, repair, replacement and/or maintenance is performed in accordance with such plans and specifications. The Museum and/or the Foundation, as applicable, shall cooperate in good faith with Boeing, so that such work (except for emergency measures) is scheduled with as much advance notice as 3:.6 oIOOt\oo4g3 12.noC.VI3API. 4 } 20100927002030.00E is reasonably possible given the circumstances so as to avoid total closure of the Easement Area, and to accommodate Boeing's uses of the Easement Area without interruption, except in an emergency. In addition, the Museum and the Foundation shall be responsible for replacing and repairing any surface area of the Easement Area disturbed during its installation, maintenance, repair and replacement of the Utility Installations. 3.3 Construction. During the construction of the Space Gallery on the Museum Property, the Easement Area may be used by construction traffic, provided that the following terms and conditions are met: 3.3.1 Prior to commencement of construction, representatives of Boeing, and the Museum and/or Foundation, together with representatives of the construction contractors shall meet at the Easement Area. This visit shall include pre -construction video documentation of the then state of the Easement Area. These parties shall establish a schedule for follow-up meetings and communication protocols as they deem necessary to evaluate and assess the condition of the Easement Area during and after construction, and a protocol to address any maintenance and/or repairs needed to the Easement Area during and after construction. 3.3.2 The Museum and the Foundation shall be responsible to ensure that their contractor repairs any damage to the Easement Area caused by this construction. 4. Boeing's Use of the Easement Area Boeing reserves the right to use the Easement Area for any purpose not inconsistent with the rights herein granted; provided, that Boeing shall not erect, construct or maintain any structures or improvements in the Easement Area and Boeing shall not plant any trees or allow any trees to grow in the Easement Area (except as otherwise required by applicable governmental authorities). Notwithstanding the foregoing, Boeing may install underground service lines through the Easement Area to gain access to service mains of any utility purveyor, provided that Boeing shall cooperate in good faith with the Museum and Foundation, so that such work (except for emergency measures) is scheduled with as much advance notice as is reasonably possible given the circumstances so as to avoid total closure of the Easement Area, and to accommodate the Museum's and Foundation's uses of the Easement Area without unreasonable interruption. 5. Boeing's Covenants 5.1. Boeing covenants with the Museum and the Foundation that Boeing shall not disturb or sever the Utility Installations, or tap into the Utility Installations, or disrupt the Utility Installations service to the Museum and/or the Foundation or relocate the Utility Installations. S:367,0100n'004822n .DOC.V 1 t AOL 5 20100927002030.00 5.2. Boeing shall fence the north and west sides of the north — south portion of the Easement Area (as shown on EXHIBIT D-1), so that it is not accessible for use by Boeing from the west. Such fencing will occur no later than the Museum's and/or the Foundation's installation of the Ring Road, provided that if the fencing has not already been installed, the Museum and/or the Foundation shall give Boeing at least three (3) months' advance written notice of the scheduled completion of the Ring Road. 6. Responsibilities for the Easement Area; Shared Costs. 6.1. Maintenance Planning. Boeing, the Museum and the Foundation shall meet on an annual basis during January of each year (or as otherwise agreed) to discuss the scheduling and scope of any upcoming necessary maintenance, repair and replacement efforts in connection with the Easement Area during the next twelve (12) months. Prior to installation of the fence contemplated above, such discussions will cover the whole Easement Area, after installation of the fence contemplated above, such discussions will cover only the South 94th Place portion of the Easement Area. During such discussions, the parties will discuss any upcoming major improvements needed to all or such portion of the Easement Area. Boeing, the Museum and the Foundation agree that such maintenance, repair, replacement and improvements shall be of a standard consistent with Class A properties. Boeing, the Museum and the Foundation shall in good faith agree on a budget for such maintenance, repair and replacements and improvements. The parties agree that any major replacement efforts (such as repaving) will be phased over the longest period reasonably possible. 6.2. Maintenance and Emergencies Responsibility. Prior to installation of the fence contemplated above, and except as addressed in Section 3.3 above during construction of the Space Gallery, Boeing shall be responsible for maintenance, repairs, replacement, renewal of, and improvements to the whole Easement Area consistent with Section 6.1 above and for performing good faith emergency repairs thereto. Following installation of the fence contemplated above, 6.2.1 Boeing shall be responsible for maintenance, repairs, replacement, and renewal of, and improvements to and for performing good faith emergency repairs with respect to only the South 94th Place portion of the Easement Area 6.2.2 the Museum and the Foundation shall be solely responsible for maintenance, repairs, replacement, and renewal of and improvements to and for performing good faith emergency repairs with respect to the portion of the Easement Area bordered by such fence (the north -south portion of the Easement Area), such maintenance, repairs, replacement, renewal and improvements to be of a standard consistent with Class A properties. $23601003W0482:3:.DOC.Vi3 ADI. 6 20100927002030.00 63. Maintenance Costs. The Museum and the Foundation shall be responsible to reimburse Boeing for their share of the costs of Boeing's maintenance, repairs, replacement, renewal and improvements incurred pursuant to Sections 6.1 and 6.2 above, as follows: 6.3.1 Prior to the commencement of construction of the Space Gallery, Boeing and the Museum and the Foundation shall share the reasonable costs of such maintenance, repairs, replacement and renewal of and improvements to the Easement Area by the Museum and the Foundation together reimbursing Boeing for forty percent (40%) of such costs. 6.3.2 After completion of construction of the Space Gallery, but prior to construction of the Ring Road or construction of the fence contemplated above (whichever first occurs), Boeing and the Museum and the Foundation shall share the reasonable costs of such maintenance, repairs, replacement and renewal of and improvements to the Easement Area by the Museum and the Foundation together reimbursing Boeing for twenty percent (20%) of such costs. 6.3.3 After the construction of the Ring Road or construction of the fence contemplated above (whichever first occurs), the Museum and the Foundation will share only in the costs of maintenance, repairs and replacement of and improvements to the South 94111 Place portion of the Easement Area; and Boeing, the Museum and the Foundation will meet to revise the percentage allocation. It is anticipated that such revision will be based upon the then anticipated traffic counts for Boeing's and the Museum's and Foundation's Properties, respectively, based upon a traffic study to be performed at that time (the cost of which study shall be shared based upon the percentages determined though that study). 6.4. Payment. With respect to shared costs, the Museum and the Foundation, as applicable, will pay their joint share of such costs within thirty (30) days of receipt of Boeing's invoice therefor, or as otherwise agreed to during the annual budget meeting. Boeing will provide to the Museum and the Foundation copies of invoices, billing statements, and such other documentation as the Museum and the Foundation may reasonably request in connection with any such invoice. 7. Indemnity The Museum and the Foundation shall indemnify, defend and hold Boeing, its lessees, sublessees and Boeing's corporate affiliates and their respective directors, officers, customers, employees, invitees, contractors, and agents harmless from and against any and all claims and liabilities for bodily injury to or death of any person or Toss of or damage to any property or clean up of any discharge or release arising out use by the Museum and/or the Foundation, as applicable, or their respective employees, agents, contractors, vendors, customers, visitors or 5:.'64 01003 {JO S 232.DOC.V I J ADL 7 20100927002030.001 invitees of the Easement Area under this Easement Agreement or from any activity, work or thing done, permitted or suffered by the Museum and/or the Foundation, as applicable, and their respective employees, agents, contractors, vendors, customers, visitors or invitees in or about the Easement Area in connection with this Easement Agreement, except claims and liabilities to the extent caused by any negligence or willful misconduct on the part of Boeing, its corporate affiliates or their respective directors, officers, customers, employees, invitees, contractors, and agents, provided, however, the foregoing covenant to indemnify is conditioned on Boeing's (a) providing timely notice to the Museum and/or the Foundation, as appropriate, after Boeing has notice of any claim or occurrence that is likely to give rise to a claim or liability that will fall within the scope of the foregoing, (b) permitting the Museum and/or the Foundation, as appropriate, to manage the defense or settlement with respect to any such claim or liability, and (c) cooperating fully with the Museum and/or the Foundation, as appropriate, in any defense or settlement against the claim or liability. The Museum and Foundation expressly waive any immunity under industrial insurance whether arising from Title 51 of the Revised Code of Washington or any other statute or source, to the extent of the indemnity set forth in this paragraph. In the event that the Museum and/or Foundation are successful in proving that the foregoing indemnity is limited by RCW 4.24.115, the Museum and/or Foundation shall defend, indemnify and hold harmless the indemnitees described in this paragraph 7 to the full extent contemplated in this paragraph and allowed by RCW 4.24.115. In no event shall the Museum's or Foundation' obligations hereunder be limited to the extent of any insurance available to or provided by the Museum or Foundation, as applicable. 8. Abandonment The rights herein granted shall continue until such time as the Museum and the Foundation (or their respective successors or assigns) both give ninety (90) days prior written notice to Boeing of their intention to abandon the easement described in this Easement Agreement, in which event this Easement Agreement shall automatically terminate without an amendment to this Easement Agreement and all rights hereunder shall revert to Boeing. 9. Termination of Easement 9.1 AS IS. Upon the termination of the easement granted herein, the Museum and the Foundation shall have the right to turn over to Boeing the Easement Area in their "AS IS, WHERE IS" condition, and the Museum and the Foundation shall have no obligation to remove any underground utility lines, equipment or appurtenances from the Easement Area, nor to perform any cleanup, restoration or remediation to the Easement Area, including without limitation any cleanup or remediation of any contamination of the soil or groundwater in, on or under the Easement Area, except to the extent that any such cleanup, restoration or remediation to the Easement Area is required as a result of the Museum's or the Foundation's acts, negligence or omission. S2361b1003W04822}2.DOC.V 1l ADL 8 20100927002030.0( ) ) 9.2 No Release. No termination of this Easement Agreement shall release the Museum, the Foundation or Boeing from any liability or obligation with respect to any matter occurring prior to such termination 10. Notices Notices required to be in writing under this Easement Agreement shall be personally served or sent by U.S. mail or sent by nationally recognized overnight courier with all charges for next business day delivery prepaid. Any notice given by hand or by courier shall be deemed given when delivered and any notice sent by mail shall be deemed to have been received when actually received or when receipt is refused, so long as it is mailed via the U.S. mail, certified mail return receipt requested, and addressed as follows: To Boeing: With a copy to: By U.S.P.S.: By courier: To the Museum: 523W5010030048::3:.IX)C.Vt3 ADL Real Property Management 700 South Renton Village Place MC 6R6-10, Triton Towers Two Renton, WA 98055 Attn: Northwest Real Property Management Boeing Law Department Real Estate Practice Group M/C 11-XT P.O. Box 3707 Seattle, WA 98124-2207 Boeing Law Department Real Estate Practice Group M/C 11-XT 7755 E. Marginal Way South Seattle, WA 98108-4002 King County Museum of Flight Authority Attention: President 9404 E. Marginal Way South Seattle, WA 98108 9 20100927002030.01C ) To the Foundation: Museum of Flight Foundation Attention: Legal Committee 9404 E. Marginal Way South Seattle, WA 98108 Any party may change the address to which notices may be given by giving notice as above provided. 11. Title The rights granted herein are subject to permits, leases, licenses and easements, if any, heretofore or hereafter granted by Boeing affecting the Easement Area. Boeing does not warrant title to its property and shall not be liable for title defects or failure of title to the Boeing Property. 12. Covenants Running with the Land/Successors and Assigns The terms and conditions of this Easement Agreement shall be covenants running with the land, and shall burden and benefit Boeing, the Museum and the Foundation and their respective successors and assigns in the Boeing Property, Museum Property and Foundation Property respectively. 13. Attorneys' Fees In the event a party brings a legal action against another party or parties to enforce its rights hereunder, the substantially prevailing party shall be entitled to receive reimbursement from the other party or parties to such action of such prevailing party's costs reasonably incurred in such legal action (including the costs of appeal), including the reasonable fees and disbursements of the prevailing party's attorneys, in addition to all other rights and remedies available to the prevailing party at law or in equity. 14. No Merger of Estates The easement granted herein shall not extinguish or terminate by operation of the doctrine of merger or otherwise due to the existing or future common ownership of the real property described herein. 15. Complete Agreement This Easement Agreement contains the entire agreement of the parties with respect to this subject matter and supersedes all prior or contemporaneous writings or discussions 5:364`O 1003Y,Od82232.DOC. V 13 ADI. 10 20100927002030.01 ' relating to the easement provided for herein. This Easement Agreement may not be amended except by a written document executed after the date hereof by the duly authorized representatives of Boeing, the Museum and the Foundation. This Easement Agreement includes EXHIBITS A, B, C, D, D-1, E and F which by this reference are incorporated into this Easement Agreement. 16. Choice of Law This Easement Agreement shall be governed by the law of the State of Washington, exclusive of its choice of law rules. 17. Dedication Boeing, the Museum and the Foundation agree to consider dedication of South 94th Place portion of the Easement Area to the City of Tukwila at such time as deemed appropriate by all parties. 52364`01007100482!' .DOC.V11AOL [signatures on following pages] 11 20100927002030.012 ) ) IN WITNESS WHEREOF, the parties have executed this Easement Agreement as of the date first above written. MUSEUM KING COUNTY a Wa , ingtubli FOUNDATION: M 4F FLIGHT AU ORITY, MUSEUM OF FLIGHT FOUNDATION, a Washington nonprofit corporation By: Name: Its: Date Signed: BOEING THE BOEING COMPANY a Delaware corporation, By: Its: Authorized Signatory Date Signed: 32364t100A00482231DOC. V I3 ADL 12 20100927002030.01 IN WITNESS WHEREOF, the parties have executed this Easement Agreement as. of the date first above written. MUSEUM KING COUNTY MUSEUM OF FLIGHT AUTHORITY, a Washington Public Authority By: Arlington W. Carter, Jr., Chairman Date Signed: FOUNDATION: MUSEUM OF FLIGHT FOUNDATION, a Washington nonprofit corporation By: Name: M«finF.L . 1/4cein,IN Its: IJici dAblaz nAN, l3)1 DL Tera s Date Signed: 9 .27-6,10/o BOEING THE BOEING COMPANY a Delaware corporation, By: Its: Authorized Signatory Date Signed: :364‘01003V*/82232.00C.Vi3 ADL 12 20100927002030.014 IN WITNESS WHEREOF, the parties have executed this Easement Agreement as of the date first above written. MUSEUM KING COUNTY MUSEUM OF FLIGHT AUTHORITY, a Washington Public Authority By: Arlington W. Carter, Jr., Chairman Date Signed: FOUNDATION: MUSEUM OF FLIGHT FOUNDATION, a Washington nonprofit corporation By: Name: Its: Date Signed: BOEING THE BOEING COMPANY a Delaware corporation, By: Its: Authorized Signatory Date Signed: 52360010000482212DOC.V 13 ADL 12 20100927002030.015 ) STATE OF WASHINGTON ) ) ss. COUNTY OF King ) On this 27th day of September, 2010, before me, the undersigned, a Notary Public in and for the State of Washington, duly commissioned and sworn, personally appeared Arlington W. Carter, Jr., to me known to be the person who signed as President of the KING COUNTY MUSEUM OF FLIGHT AUTHORITY, a Washington public authority that executed the within and foregoing instrument, and acknowledged said instrument to be the free and voluntary act and deed of said authority for the uses and purposes therein mentioned, and on oath stated that he was duly elected, qualified and acting as said officer of the authority, that he was authorized to execute said instrument. IN WITNESS WHEREOF I have hereunto set my hand and official seal the day and year first above written. 5236410I003100482232.DOCV I3 ADL (Signature of Notary) Anne DeVoe Lawler (Print or stamp name of Notary) NOTARY PUBLIC in and for the State of Washington, residing at Bainbridge Island My appointment expires: 2-15-2012 13 } 20100927002030.01E STATE OF WASHINGTON ) ) ss. COUNTY OF King ) On this 27`h day of September, 2010, before me, the undersigned, a Notary Public in and for the State of Washington, duly commissioned and sworn, personally appeared Michael R. Hallman to me known to be the person who signed as Vice Chairman, Board of Trustees of the MUSEUM OF FLIGHT FOUNDATION, the corporation that executed the within and foregoing instrument, and acknowledged said instrument to be the free and voluntary act and deed of said corporation for the uses and purposes therein mentioned, and on oath stated that he was duly elected, qualified and acting as said officer of the corporation, that he was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said corporation. IN WITNESS WHEREOF I have hereunto set my hand and official seal the day and year first above written. 52364\010031004R2232.00C.V 13 ADL Linda D. Stump (Print or stamp name of Notary) NOTARY PUBLIC in and for the State of Washington, residing at Des Moines My appointment expires: 11-23-2013 14 20100927002030.011 STATE OF WASHINGTON ) )ss. COUNTY OF t h ) • On this a4 ' day of p A 1eg4.1 b 2010, before me, the undersigned, a Notary Public in and for the State of Washington, duly commissioned and sworn, personally appeared ,�Q,y1 �' a `,� l ! G �.- , to me known to be the person who signed as L r� -1110 y AfOrtof THE BOEING COMPANY, the corporation that executed the within and fo going inkrument, and acknowledged said instrument to be the free and voluntary act and deed of said corporation for the uses and purposes therein mentioned, and on oath stated that kn , was duly elected, qualified and acting in such capacity for the corporation, that 11.1 was authorized to execute said instrument. IN WITNESS WHEREOF I have hereunto set my hand and g cial seal the day and year first above written. LC (Signature of Notary) Notary Public State o1 Washington 1,P P l E P� -ARLENE C RICE Print or stampname of Notary) :ywAppointmentExpires Aug 15, 2012 ( ... = = - NOTARY PUBLIC in and for ,.- State of Washington, residing at My appointment expires: 15 32364101003‘00482232.DOC. V i2 AIL 20100927002030.011 EXHIBIT A Legal Description of Boeing Property BOEING LEGAL DESCRIPTIONS -WEST OF EAST MARGINAL WAY Tax Parcel 562420-1036 LOT B OF CITY OF TUKWILA BOUNDARY LINE ADJUSTMENT NUMBER BLA-01- 002, RECORDED UNDER RECORDING NUMBER 20010803900001, AS AMENDED BY AFFIDAVIT OF MINOR CORRECTION RECORDED UNDER RECORDING NUMBER 20020215001703, RECORDS OF KING COUNTY, WASHINGTON Tax Parcel 562420-1038 LOT C OF CITY OF TUKWILA BOUNDARY LINE ADJUSTMENT NUMBER BLA-01- 002, RECORDED UNDER RECORDING NUMBER 200I0803900001, AS AMENDED BY AFFIDAVIT OF MINOR CORRECTION RECORDED UNDER RECORDING NUMBER 20020215001703, RECORDS OF KING COUNTY, WASHINGTON Tax Parcel 562420-1032 PORTION OF FRANCIS MCNATT DONATION CLAIM NO. 38; A PORTION OF THE ABANDONED BED OF DUWAMISH REIVER LYING BETWEEN EAST MARGINAL WAY SOUTH AND THE EASTERLY BOUNDARY OF THE RIGHT-OF-WAY OF COMMERCIAL WATERWAY DISTRICT NO. 1; AND BETWEEN SAID DONATION CLAIM AND THE PLAT OF MOORE'S FIVE ACRE TRACTS, ACCORDING TO THE PLAT RECORDED IN VOLUME 9 OF PLATS, PAGE 28, IN KING COUNTY, WASHINGTON; AND PORTIONS OF TRACTS 57, 58, 59, 60, 61, 65 66, 67 AND 68, AND PORTIONS OF VACATED FRANCIS AVENUE IN SAID PLAT OF MOORE'S FIVE ACRE TRACTS, ALL IN SECTION 33, TOWNSHIP 24 NORTH, RANGE 4 EAST, W.M. AND IN THE NORTH HALF OF SECTION 4, TOWNSHIP 23, NORTH, RANGE 4 EAST, W.EM, IN KING COUNTY, WASHINGTON, MORE PARTICULARLY DESCRIBE4D AS FOLLOWS: BEGINNING ON THE WESTERLY MARGIN OF EAST MARGINAL WAY SOUTH AT A POINT WHICH BEARS NORTH 89°15'54" WEST A DISTANCE OF 2,470.01 FEET ALONG THE DONATION CLAIM LINE; THENCE SOUTH 23°40'59" EAST A DISTANCE OF 1,374.17 FEET ALONG THE WESTERLY MARGIN OF EAST MARGINAL WAY SOUTH FROM THE INTERSECTION OF THE LINE BETWEEN THE DONATION CLAIMS OF FRANCIS MCNATT AND HENRY VAN ASSELT WITH THE EAST LINE OF SECTION 33, TOWNSHIP 34 NORTH, RANGE 4 EAST W.M., IN KING COUNTY, WASHINGTON, 52364101003‘0048223?.DOC.V 13 ADL 16 20100927002030.019 SAID POINT BEING AT THE INTERSECTION OF THE WESTERLY MARGIN OF EAST MARGINAL WAY SOUTH WITH THE NORTH LINE OF VAN DE VANTER STOCK FARM TRACT, AND THE TRUE POINT OF BEGINNING; THENCE SOUTH 23°39'54" EAST ALONG THE WESTERLY MARGIN OF EAST MARGINAL WAY SOUTH A DISTANCE OF 681.27 FEET, TO A POINT OF INTERSECTION WITH THE SOUTH LINE OF TRACT 65, MOORE'S FIVE ACRE TRACTS; THENCE SOUTH 62°01'41" WEST A DISTANCE OF 696.29 FEET, TO THE CENTER LINE OF VACATED FRANCIS AVENUE IN SAID PLAT; THENCE NORTH 27°58' 19" WEST ALONG SAID CENTER LINE A DISTANCE OF 14.67 FEET, MORE OR LESS, TO THE NORTHWESTERLY LINE OF THAT PORTION OF LAND CONDEMNED BY CITY OF SEATTLE ORDINANCE NO 82962 LYING WESTERLY OF VACATED FRANCIS AVENUE; THENCE SOUTH 62°01'41" WEST ALONG SAID NORTHWESTERLY LINE A DISTANCE OF 1,079.55 FEET TO THE EASTERLY LINE OF THE RIGHT-OF-WAY OF SAID COMMERCIAL WATERWAY NO. 1; THENCE NORTH 15°00'00" WEST ALONG SAID EASTERLY LINE A DISTANCE OF 1,069.38 FEET TO THE NORTH LINE OF A SURVEY RECORDED UNDER AUDITOR'S RECORD OF SURVEY NO. 8108049007; THENCE NORTH 61°33'40" EAST ALONG SAID NORTH LINE 840.02 FEET TO THE MOST NORTHERLY POINT OF THAT PORTION OF SLIP NO. 6 AS HERTOFORE CONVEYED TO MONSANTO CHEMICAL CO. BY DEED RECORDED UNDER AUDITOR'S FILE NO 5018589; THENCE FOLLOWING THE SHORELINE OF SAID DUWAMISH RIVER AS ESTABLISHED BY COMMERCIAL WATERWAY DISTRICT NO. 1 NORTH 70°49'29" EAST A DISTANCE OF 110.173 FEET; THENCE NORTH 83°57'56" EAST A DISTANCE OF 119.00 FEET; THENCE SOUTH 84° 17'04" EAST A DISTNACE OF 117.00 FEET; THENCE SOUTH 86°54'59" EAST A DISTANCE OF 486.97 FEET TO THE NORTHWEST CORNER OF THAT CERTAIN TRACT OF LAND HERETOFORE DEEDED TO VAN DE VANTER STOCK FARM BY DEED RECORDED IN VOLUME 784 OF DEED, PAGE 571, RECORDS OF KING COUNTY; THENCE SOUTH 89°27'50" EAST ALONG THE NORTH LINE OF SAID VAN DE VANTER STOCK FARM TRACT A DISTANCE OF 14.94 FEET, TO THE TRUE POINT OF BEGINNING; EXCEPTING THEREFROM THAT PORTION OF SAID PROPERTY LYING WITHIN THE BOUNDARIES OF CITY OF TUKWILA BOUNDARY LINE ADJUSTMENT NUMBER BLA-01-002, RECORDED UNDER RECORDING NUMBER 20010803900001, AS AMENDED BY AFFIDAVIT OF MINOR CORRECTION RECORDED UNDER RECORDING NUMBER 20020215001703, RECORDS OF KING COUNTY, WASHINGTON 17 11:.16i1D10031048::?:.DOC.V1) ADI. 20100927002030.020 Tax Parcel 562420-0990 (Parcels A, B and C) PARCEL A: THAT PORTION OF TRACTS 56, 61, 62, 63 AND 64 OF MOORE'S FIVE ACRE TRACTS, ACCORDING TO PLAT RECORDED IN VOLUME 9 OF PLATS, PAGE 28, RECORDS OF KING COUNTY, WASHINGTON, AND OF VACATED FRANCIS AVENUE AND SLIP NO. 7, DESCRIBED AS FOLLOWS: BEGINNING AT THE INTERSECTION OF THE NORTHERLY LINE OF TRACT 64 WITH THE WESTERLY MARGIN OF EAST MARGINAL WAY; THENCE SOUTH 23°40'12" EAST ALONG SAID WESTERLY MARGIN, 60.16 FEET; THENCE SOUTH 62°O1'41" WEST PARALLEL WITH SAID NORTHERLY LINE 442.99 FEET, TO THE TRUE POINT OF BEGINNING OF THIS DESCRIPTION; THENCE CONTINUING SOUTH 62°01'41" WEST 1347.23 FEET TO THE EASTERLY MARGIN OF DUWAMISH WATERWAY; THENCE SOUTH 15°00'00" EAST ALONG SAID EASTERLY MARGIN 195.03 FEET TO THE MEANDER LINE ON LEFT BANK OF THE DUWAMISH RIVER; THENCE ALONG SAID MEANDER LINE NORTH 62°56'13" EAST, 161.60 FEET; THENCE ALONG SAID MEANDER LINE NORTH 47°24'21" EAST, 84.22 FEET; THENCE ALONG SAID MEANDER LINE NORTH 57°58'16" EAST, 258.32 FEET; THENCE ALONG SAID MEANDER LINE NORTH 78°02'36" EAST; 226.92 FEET; THENCE ALONG SAID MEANDER LINE NORTH 76°01'30" EAST, 152.91 FEET; THENCE ALONG SAID MEANDER LINE SOUTH 88°21'30" EAST, 634.94 FEET; THENCE ALONG SAID MEANDER LINE NORTH 75°26'03" EAST, 90.96 FEET; THENCE LEAVING SAID MEANDER LINE NORTH 24°28'38" WEST, 528.24 FEET; THENCE SOUTH 62°01'41" WEST, 153.00 FEET; THENCE NORTH 24°28'38" WEST, 60.11 FEET TO THE TRUE POINT OF BEGINNING; TOGETHER WITH THAT PORTION OF VACATED SOUTH 98TH STREET AS CONVEYED BY DEED RECORDED UNDER RECORDING NUMBER 5283332, KING COUNTY, WASHINGTON. 18 52364‘0I0010348U32.DOC.V Il ADL 20100927002030.021 PARCEL B: THAT PORTION OF TRACTS 62 AND 63 OF MOORE'S FIRVE ACRE TRACTS, ACCORDING TO PLAT RECORDED IN VOLUME 9 OF PLATS, PAGE 28, RECORDS OF KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT THE INTERSECTION OF THE NORTHERLY LINE OF TRACT 64 OF THE AFORESAID MOORE'S FIVE ACRES TRACTS WITH THE WESTERLY MARGIN OF EAST MARGINAL WAY; THENCE SOUTH 23°40'12" EAST ALONG SAID WESTERLY MARGIN 277.92 FEET TO THE TRUE POINT OF BEGINNING OF THIS DESCRIPTION; THENCE CONTINUING ALONG SAID WESTERLY MARGIN OF EAST MARGINAL WAY, SOUTH 23°40'12" EAST 289.14 FEET TO THE POINT WHERE SAID WESTERLY MARGIN OF EAST MARGINAL WAY INTERSECTS THE NORTHERLY MARGIN OF THE COUNTY ROAD KNOWN AS SOUTH 98TH STREET (SOMETIMES KNOWN AS PANKRATZ ROAD); THENCE ALONG SAID NORTHERLY MARGIN, SOUTH 36°19'37" WEST 141.64 FEET; THENCE SOUTH 45°15'07" WEST 124.65 FEET; THENCE SOUTH 75°26'03" WEST 40.26 FEET; THENCE NORTH 24°28'38" WEST 370.79 FEET; THENCE NORTH 62°01'41" EAST 286.93 FEET TO THE TRUE POINT OF BEGINNING; TOGETHER WITH THAT PORTION OF VACATED SOUTH 98TH STREET AS CONVEYED BY DEED RECORDED UNDER RECORDING NUMBER 5283332, KING COUNTY, WASHINGTON. PARCEL C: THAT PORTION OF TRACTS 63 AND 64 OF MOORE'S FIRVE ACRE TRACTS, ACCORDING TO PLAT RECORDED IN VOLUME 9 OF PLATS, PAGE 28, RECORDS OF KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT THE INTERSECTION OF THE NORTHERLY LINE OF SAID TRACT 64 WITH THE WESTERLY MARGIN OF EAST MARGINAL WAY AS NOW ESTABLISHED; THENCE SOUTH 23°40'12" EAST ALONG SAID WESTERLY MARGIN, 60.16 FEET TO THE TRUE POINT OF BEGINNING OF THIS DESCRIPTION; THENCE CONTINUING ALONG SAID WESTERLY MARGIN SOUTH 23°40'12" EAST, 217.76 FEET; I9 3=1644:01003‘OWBI232 (,O ,V 13 ADL 20100927002030.022 THENCE SOUTH 62°01'41" WEST, 286.93 FEET; THENCE NORTH 24°28'38" WEST, 157.45 FEET; THENCE SOUTH 62°01'41" WEST, 153.00 FEET; THENCE NORTH 24°28'38" WEST, 60.11 FEET; THENCE NORTH 62°01'41" EAST, 442.99 FEET, TO THE TRUE POINT OF BEGINNING. Tax Parcels 000340-0018/000340-0028/000340-0026/000340-0048 and 042304-9016 THAT PORTION OF THE NORTHEAST QUARTER OF SECTION 4, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., BEING PART OF THE TIMOTHY GROW DONATION LAND CLAIM NO 44 AND PART OF GOVERNMENT LOT 8 IN SAID SECTION, THAT LIES WEST OF THE WESTERLY BOUNDARY OF EAST MARGINAL WAY; EAST OF THE EASTERLY BOUNDARY OF THE DUWAMISH WATERWAY AS ESTABLISHED BY CWW #1; SOUTH OF THE SOUTH BOUNDARY OF THAT TRACT OF LAND DESCRIBED IN QUIT CLAIM DEED RECORDED UNDER RECORDING NUMBER 20050216001479, RECORDS OF KING COUNTY, WHICH LINE IS THE ORIGINAL MEANDER LINE OF THE DUWAMISH RIVER; NORTH OF THE NORTH BOUNDARY OF THE DUWAMISH RIVER AS CURRENTLY LOCATED; AND NORTH OF THE NORTH LINE OF THE MAIN TRACT OF LAND DESCRIBED IN DEED RECORDED UNDER RECORDING NUMBER 7805310988; EXCEPTING THEREFROM ANY PORTION OF SAID PROPERTY THAT LIES WITHIN THE PUBLIC RIGHTS OF WAY OF 27TH AVENUE SOUTH AND SOUTH 104TH STREET. 20 S2. 1003'90 82232.DOC.V 1) ADL 20100927002030.023 EXHIBIT B Legal Description of Museum Property That portion of the Southwest Quarter of the Southeast Quarter of Section 33, Township 24 North, Range 4 East, Willamette Meridian, described as follows: Commencing at the Southeast corner of said Section 33; Thence, along the South line of Section 33, North 88°04'58" West 1393.15 feet; Thence, along the (monumented) offset centerline of East Marginal Way South, North 22°32'07" West 1145.85 feet; Thence, leaving said offset centerline, North 89°22'40" West 67.43 feet, to the True Point of Beginning of the herein -described parcel of land; Thence, along the Westerly right-of-way line of said East Marginal Way South, parallel with and 62.00 feet Westerly from said offset centerline, South 22°32'07" East 465.83 feet, to the Southeast corner of the herein -described parcel of land; Thence, leaving said Westerly right-of-way line, South 62°44'39" West 379.67 feet, to the Southwest corner of the herein described parcel of land; Thence, North 27°23'53" West 720.27 feet, to the Northwest corner of the herein described parcel of land; Thence along the North line of the properties described in Deed and recorded under King County Recording No. 8602280399, the following courses: I) South 85°46'07" East 476.88 feet; 2) South 89°22'40" East 14.85 feet, to the True Point of Beginning (Being known as Lot A of City of Tukwila Boundary Line Adjustment Number BLA-01-002, recorded under Recording Number 20010803900001); Together with an easement for access and utility purposes, in, on, over, under, through and across a uniform strip -of -land 40.00 feet in width, 20.00 feet on both sides of the centerline described as follows: Commencing at the Southeast corner of said Section 33; Thence, along the South line of Section 33, North 88°04'58" West 1393.15 feet; Thence, along the (monumented) offset centerline of East Marginal Way South, North 22°32'07" West 649.20 feet; Thence, leaving said offset centerline, South 63°10'33" West 62.17 feet; Thence, along the Westerly right-of- way line of East Marginal Way South, parallel with and 62.00 feet Westerly from said offset 21 $236'01003`OW922lx.UOC.V 13 ADI. 20100927002030.024 } centerline, North 22°32'07" West 41.92 feet, to the True Point of Beginning of the centerline of the herein -described strip -of -land; Thence, leaving said Westerly right-of-way tine, South 62°44'39" West 379.97 feet; Thence, North 27°23'35" West 321.20 feet, to the Southerly line of said Lot C of Boundary Line Adjustment; Thence, South 27°23'53" East 321.20 feet; Thence, South 62°44'39" West 312.89 feet, to the West line of Lot B of Boundary Line Adjustment; being the terminus of the herein -described centerline. It is intended that the foregoing real property shall be divided in to two (2) parcels pursuant to a Binding Site Improvement Plan. The legal descriptions of those two (2) proposed parcels are as follows: PROPOSED LOT 1 LEGAL DESCRIPTION THAT PORTION OF THE SOUTHWEST QUARTER OF THE SOUTHEAST QUARTER OF SECTION 33, TOWNSHIP 24 NORTH, RANGE 4 EAST, WILLAMETTE MERIDIAN, IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEING KNOWN AS LOT A OF CITY OF TUKWILA BOUNDARY LINE ADJUSTMENT NUMBER BLA-0l -002, RECORDED UNDER RECORDING NUMBER 20010803900001; EXCEPT FOR THE PORTION WHICH LIES SOUTH AND EAST OF THE FOLLOWING LINE; BEGINNING AT THE NORTHEAST CORNER OF SAID LOT A; THENCE SOUTH 22°31'52" EAST ALONG THE WESTERLY MARGIN OF EAST MARGINAL WAY SOUTH, A DISTANCE OF 221.91 FEET TO THE TRUE POINT OF BEGINNING OF THIS LINE; THENCE NORTH 88°49'44" WEST, A DISTANCE OF 191.78' FEET TO THE BEGINNING OF A TANGENT CURVE TO THE LEFT; THENCE ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 116°19'59" AND AN ARC LENGTH OF 50.76 FEET; THENCE SOUTH 25°09'43" EAST, A DISTANCE OF 100.18 FEET TO THE BEGINNING OF A TANGENT CURVE TO THE RIGHT; THENCE ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 88°21'33" AND AN ARC LENGTH OF 38.55 FEET; 3236.00IOO OO48L'32.DOC.V 13 ADL 22 20100927002030.02F. THENCE SOUTH 63°11'50" WEST, A DISTANCE OF 165.77 FEET TO THE WEST LINE OF SAID LOT A AND THE TERMINUS OF THIS DESCRIBED LINE. TOGETHER WITH AN EASEMENT FOR ACCESS AND UTILITY PURPOSES AS SHOWN ON SAID CITY OF TUKWILA BOUNDARY LINE ADJUSTMENT NUMBER BLA-01-002. PROPOSED LOT 2 LEGAL DESCRIPTION THAT PORTION OF THE SOUTHWEST QUARTER OF THE SOUTHEAST QUARTER OF SECTION 33, TOWNSHIP 24 NORTH, RANGE 4 EAST, WILLAMETTE MERIDIAN, IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEING KNOWN AS LOT A OF CITY OF TUKWILA BOUNDARY LINE ADJUSTMENT NUMBER BLA-01-002, RECORDED UNDER RECORDING NUMBER 20010803900001; EXCEPT FOR THE PORTION WHICH LIES NORTH AND WEST OF THE FOLLOWING LINE; BEGINNING AT THE NORTHEAST CORNER OF SAID LOT A; THENCE SOUTH 22°31'52" EAST ALONG THE WESTERLY MARGIN OF EAST MARGINAL WAY SOUTH, A DISTANCE OF 221.91 FEET TO THE TRUE POINT OF BEGINNING OF THIS LINE; THENCE NORTH 88°49'44" WEST, A DISTANCE OF 191.78' FEET TO THE BEGINNING OF A TANGENT CURVE TO THE LEFT; THENCE ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 116° 19'59" AND AN ARC LENGTH OF 50.76 FEET; THENCE SOUTH 25°09'43" EAST, A DISTANCE OF 100.18 FEET TO THE BEGINNING OF A TANGENT CURVE TO THE RIGHT; THENCE ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 88°21'33" AND AN ARC LENGTH OF 38.55 FEET; THENCE SOUTH 63°11'50" WEST, A DISTANCE OF 165.77 FEET TO THE WEST LINE OF SAID LOT A AND THE TERMINUS OF THIS DESCRIBED LINE. TOGETHER WITH AN EASEMENT FOR ACCESS AND UTILITY PURPOSES AS SHOWN ON SAID CITY OF TUKWILA BOUNDARY LINE ADJUSTMENT NUMBER BLA-01-002. 23 323670100)‘OO4S2232.DOC.V13 ADL } 20100927002030.026 EXHIBIT C Legal Description of Foundation Property Lot 2, City of Tukwila Short Plat No. L 05-057, recorded under King County Recording No. 200702289000007, King County, Washington 5 Wibloo)aaS2232.Doc.v1.AUL 24 } 20100927002030.02 } EXHIBIT D Legal Description of Easement Area THAT PORTION OF LOT B OF CITY OF TUKWILA BOUNDARY LINE ADJUSTMENT NO. BLA-01-002, BEING A FORTY FOOT WIDE STRIP OF LAND, HAVING 20 FEET ON BOTH SIDES OF THE FOLLOWING DESCRIBED CENTERLINE: COMMENCING AT THE INTERSECTION OF THE SOUTH LINE OF THE SOUTHEAST QUARTER OF SECTION 33, TOWNSHIP 24 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, AND THE EAST MARGINAL WAY SOUTH MONUMENT LINE, THENCE NORTH 22°31'52" WEST, A DISTANCE OF 1143.61 FEET ALONG SAID MONUMENT LINE; THENCE LEAVING SAID MONUMENT LINE NORTH 88°18'42" WEST, A DISTANCE OF 67.98 FEET TO THE NORTHEAST CORNER OF LOT 1 OF CITY OF TUKWILA BSIP NO. L10-060, ALSO BEING A POINT ON THE WEST MARGIN OF SAID EAST MARGINAL WAY SOUTH; THENCE SOUTH 22°31'52" EAST ALONG SAID WEST MARGIN, A DISTANCE OF 485.03 FEET TO THE TRUE POINT OF BEGINNING; THENCE SOUTH 62°44'54" WEST, A DISTANCE OF 397.97 FEET; THENCE NORTH 27°23'38" WEST, A DISTANCE OF 320.01 FEET TO THE TERMINUS IF THIS EASEMENT CENTERLINE; ALL SIDELINES OF THIS EASEMENT SHALL BE SHORTENED OR LENGTHENED AS TO MEET AT ALL ANGLE POINTS AND THE INTERSECTIONS OF SAID BOUNDARY LINES. CONTAINING AN AREA OF 28,719 SQUARE FEET OR 0.6593 ACRES, MORE OR LESS. SITUATE IN THE CITY OF TUKWILA, COUNTY OF KING, STATE OF WASHINGTON. 52367%1003k00.1822.12.000. v 13 AM. 25 20100927002030.028 .5:!60'0100 \004S22%2,DOC.V13 ADI. EXHIBIT D-1 Depiction of Easement Area 26 20100927002030.02' 32364 003HIOd82232,DOC.Vl3ADL EXHIBIT E Conceptual Development of the Museum and Foundation Properties Including Ring Road 27 20110202001697.001 Return Address Office of the General Counsel The Boeing Company M/C 11-XT P.O. Box 3707 Seattle, \VA 98124 Attn: Gerald L. Bresslour MOM ME 11 20110202001697 Document Title(s) (or transactions contained therein): Access and Utility Easement Agreement (Boeing) Reference Number(s) of Documents assigned or released: (on page _ of documents(s)) I 20010803900001; 2010092700230 Dal -3Z2(") Grantor(s) (Last name first, then first name and initials): The Boeing Company Additional names on page of document. _ Grantee (Last name first, then first name and initials): Museum of Flight Foundation; King County Museum of Flight Authority Additional names on page of document. _ Legal description (abbreviated: i.e. lot, block, plat or section, township, range) X Full legal begins on page 16 of document. Assessor's Property Tax Parcel/Account Number 562420-1036; 562420-1038; 562420-1032; 000340-0018; 000340-0028; 000340-0026; 000340-0048; 042304-9016; 562420-1034; 542260-0020 This Instrument flied ter rsoord by First American Tuts Insurance Company as an accommodation only. It has not been examined as to its execution or an to its effect upon the title. EXCISE TAX NOT REQUIRED KJng Co. Records DM Deputy 20110202001697.002 The document titled "Access and Utility Easement Agreement (Boeing)" recorded in the Records of King County, Washington under Recording No. 20100927002030 is being re -recorded for the sole purpose of: (1) deleting from Exhibit A, Legal Description of Boeing Property, all references to Tax Parcel 562420-0990 (Parcels A, B, and C) and (2) amending the description of Tax Parcels 000340-0018/000340-0028/000340- 0026/000340-0048 and 042304-9016 in Exhibit A, Legal Description of Boeing Property by adding to the end thereof: "PROVIDED THAT TAX PARCELS 000340- 0028/000340-0026/000340-0048 and 042304-9016 ARE INCLUDED ONLY WITH RESPECT TO THE TENANT'S LEASEHOLD INTEREST OF THE BOEING COMPANY IN SUCH PARCELS." Return Address Anne DeVoe Lawler Jameson Babbitt Stites & Lombard PLLC 999 Third Avenue, Suite 1900 Seattle, WA 98104 11110111111111111 20100927002029 CHICAGO TITLE EAS 80.00 PAGE-001 OF 019 09/27/2010 15:47 KING COUNTY, WA Document Title(s) (or transactions contained therein): RECIPROCAL EASEMENT AGREEMENT Reference Number(s) of Documents assigned or released: , . (on page _ of documents(s)) the Authority(s) (Last name first, then first name and initials): King County Museum of Flight Authority, Museum of Flight Foundation ❑ Additional names on page _ of document. the Foundation(s) (Last name first, then first name and initials): King County Museum of Flight Authority, Museum of Flight Foundation ❑ Additional names on pageJ'of document. Legal description (abbreviated: i.e. lot, block, plat or section, township, range) X Full legal is on page of document. Assessor's Property Tax Parcel/Account Number 562.ti?-c) -1034 5'ttz Leo - op ti S'2-2-(P0 -(DoZO EXCISE TAX NOT REQUIRED King Coy Records DePutY REF# CHICAG IRE INS, 20100927002029.00: RECIPROCAL EASEMENT AGREEMENT THIS RECIPROCAL EASEMENT AGREEMENT (this "Easement Agreement") is made and entered into as of September, 2010 by the King County Museum of Flight Authority, a Washington public corporation (the "Authority") and the Museum of Flight Foundation, a Washington non profit corporation (the "Foundation"). RECITALS: A. The Authority is the owner of the real property legally described on EXHIBIT A attached hereto and incorporated herein (the "Authority Property"). The Authority is in the process of dividing the Authority Property into two (2) parcels pursuant to a Binding Site Improvement Plan (the "BSIP"). The Authority also owns property on the east side of East Marginal Way which is connected to the Authority Property via a sky bridge, and on which is located the main Museum of Flight campus, including parking (the "Main Authority Property", legally described on EXHIBIT A-1 attached hereto). B. The Foundation is the owner of the adjoining real property legally described on EXHIBIT B attached hereto and incorporated herein (the "the Foundation Property"). C. The Authority and the Foundation now wish to enter into this Easement Agreement (1) wherein the Authority hereby grants to the Foundation a nonexclusive perpetual easement over, under, across and through access roads, parking lots, sidewalks and walkways, as they may exist from time to time, for public vehicular and pedestrian access (as applicable, including for emergency and fire vehicular and personnel ingress and egress) on the Authority Property and the Main Authority Property, (2) wherein the Authority hereby declares and grants for the benefit of the lots being created pursuant to the BSIP, and the owners thereof, a nonexclusive perpetual and reciprocal easement over, under, across and through access roads, parking lots, sidewalks and walkways, as they may exist from time to time, for public vehicular and pedestrian access (as applicable, including for emergency and fire vehicular and personnel ingress and egress) on the Authority Property and Main Authority Property, and (3) wherein the Foundation hereby grants to the Authority a nonexclusive perpetual easement over, under, across and through access roads, parking lots, sidewalks and walkways, as they may exist from time to time, for public vehicular and pedestrian access (as applicable, including for emergency and fire vehicular and personnel ingress and egress) on the Foundation Property. D. The Authority and the Foundation are each willing to grant, declare and convey to the other a nonexclusive perpetual easement for the foregoing purposes over, under, across and through the Easement Areas subject to the terms and conditions hereof. S272.7N01000A0497789.DOC.V3 ADL 2 20100927002029.00: AGREEMENT NOW, THEREFORE, for and in consideration of the sum of One Dollar ($1.00) and other valuable consideration, the receipt and. sufficiency of which is hereby acknowledged, (A) the Authority hereby grants, declares and conveys to the Foundation and to the future owners of the parcels being created by the BSIP, and respective successors and assigns in title, as well as to their respective ground lessees, lessees, sublessees, and all customers, invitees, visitors, contractors, agents, vendors, and employees, and to emergency fire and police agencies and their personnel, a nonexclusive perpetual easement over, under, across and through access roads, parking lots, sidewalks and walkways, as they may exist from time to time, for public vehicular and pedestrian access (as applicable, including for emergency and fire vehicular and personnel ingress and egress) on the Authority Property and Main Authority Property, subject to and conditioned upon the following terms, conditions and covenants which the Foundation hereby promises to faithfully and fully observe and perform and (B) the Foundation hereby grants, declares and conveys to the Authority, and its successors and assigns in title to the Authority Property and Main Authority Property, as well as to their respective ground lessees, lessees, sublessees, and all customers, invitees, visitors, contractors, agents, vendors, and employees, and to emergency fire and police agencies and their personnel, a nonexclusive perpetual easement over, under, across and through access roads, parking lots, sidewalks and walkways, as they may exist from time to time, for public vehicular and pedestrian access (as applicable, including for emergency and fire vehicular and personnel ingress and egress) on the Foundation Property, subject to and conditioned upon the following terms, conditions and covenants which the Authority hereby promises to faithfully and fully observe and perform. 1. Access Easements — Maintenance. A. The Authority Easement Area. The Authority shall have the primary responsibility for the maintenance, repair and replacement obligations of the easement areas located on the Authority Property and Main Authority Property (including all actual and reasonable out of pocket expenses incurred with respect thereto. B. The Foundation Easement Area. The Foundation shall have the primary responsibility for the maintenance, repair and replacement obligations of the easement areas located on the Foundation Property (including all actual and reasonable out of pocket expenses incurred with respect thereto. C. Maintenance Costs of Access Road. Subject to the limitation stated in this Section, and except as otherwise agreed to between the parties, the Foundation and the Authority shall each pay the Costs associated with that portion of the interior Access Road to the extent located on the Foundation Property and Authority Property, except to the extent 527:7,01oOQLO4S77e9.DOC.vt Any 3 20100927002029.00A and any such Costs are due to the negligent act or omission or intentional act of the Foundation or the Authority, or its respective tenants, contractors, agents, employees or invitees, in which case the affected the Foundation or the Authority shall bear the burden of the Costs associated with such negligent act or omission or intentional act. 2. Compliance with Laws, Rules, Restrictions and Regulations. The Authority and the Foundation shall at all times exercise their rights herein in accordance with all applicable statutes, orders, rules and regulations, as well as in compliance with all use and other restrictions of record, and in accordance with any and all reasonable rules and regulations adopted from time to time by the Foundation and/or Authority, respectively. With respect to the Foundation Property, the easement rights would also be subject to the terms and conditions of any ground lease with the Highline School District No. 401 and the terms and conditions of the CP Road Access and Utility Easement recorded under King County Recording No. 20070228002893, as it may be amended. 3. Insurance and Indemnification. a. By the Foundation. i. The Foundation shall, at its sole cost and expense, procure and continue in force a Commercial General Liability Insurance policy providing limits of not less than two million dollars ($2,000,000.00) combined single limit of liability applicable to both bodily injury and property damage per occurrence in aggregate. Any insurance policies required hereunder shall name the Authority as an additional insured. ii. In addition to the foregoing, the Foundation shall indemnify, defend and hold the Authority, and its respective employees, officers, directors, agents and invitees harmless from and against any loss, cost, damage, injury, expense (including reasonable attorney's fees), cause of action, arbitration, claim and/or lien arising, filed or made against or incurred by the Authority and/or the Authority's Property or the Main Authority Property arising or incurred by reason of and to the extent of the acts or omissions of the Foundation, its ground lessees, lessees, sublessees, and all customers, invitees, visitors, contractors, agents, vendors, and employees, with respect to the use of the rights granted hereunder and/or the failure of the Foundation to promptly perform all or any of its obligations under this Easement Agreement. The foregoing indemnification shall not cover any loss, cost, damage, injury, expense (including attorneys' fees), cause of action, arbitration, claim or lien to the extent the same is caused by the negligent act or omission of the Authority, its ground lessees, lessees, sublessees, and all customers, invitees, visitors, contractors, agents, vendors, or employees. The provisions of this Section 3(a)(i) shall survive the expiration or earlier termination of this Easement Agreement. 4 S2727Ol00000487,99AOC.v3 ADI. 20100927002029.005 b. By the Authority. i. The Authority shall, at its sole cost and expense, procure and continue in force a Commercial General Liability Insurance policy providing limits of not less than two million dollars ($2,000,000.00) combined single limit of liability applicable to both bodily injury and property damage per occurrence in aggregate. Any insurance policies required hereunder shall name the Foundation as an additional insured. ii. In addition to the foregoing, the Authority shall indemnify, defend and hold the Foundation, and its respective employees, officers, directors, agents and invitees harmless from and against any loss, cost, damage, injury, expense (including reasonable attomey's fees), cause of action, arbitration, claim and/or lien arising, filed or made against or incurred by the Foundation and/or the Foundation's Property arising or incurred by reason of and to the extent of the acts or omissions of the Authority, its ground lessees, lessees, sublessees, and all customers, invitees, visitors, contractors, agents, vendors, and employees, with respect to the use of the rights granted hereunder and/or the failure of the Authority to promptly perform all or any of its obligations under this Easement Agreement. The foregoing indemnification shall not cover any loss, cost, damage, injury, expense (including attorneys' fees), cause of action, arbitration, claim or lien to the extent the same is caused by the negligent act or omission of the Foundation, its ground lessees, lessees, sublessees, and all customers, invitees, visitors, contractors, agents, vendors, or employees. The provisions of this Section 3(a)(ii) shall survive the expiration or earlier termination of this Easement Agreement. 4. Specific Performance; No Consequential Damages. In the event of a breach or default, or threatened breach or default, by any party to this Easement Agreement, the non -defaulting shall have the right, in addition to all other rights under law or in equity, to obtain an injunction and enforce specific performance against the defaulting. Neither party shall claim or be awarded any incidental, punitive or consequential damages by reason of the default of or breach by the other. 5. Time. Time is of the essence under this Agreement. 6. Condition of Easement Areas. The Authority does not warrant or represent that the Authority Propert or Main Authority Property are safe, healthful or suitable for the purposes for which they are permitted to be used under the terms of this Easement Agreement, and the Foundation accepts the Authority Property and Main Authority Property in their present condition. The Foundation 52727m1000%0O4877 9.DOC.v3 AOL 5 20100927002029.006 does not warrant or represent that the Foundation Property is safe, heailthful or suitable for the purposes for which it or they are permitted to be used under the terms of this Easement Agreement, and the Authority accepts the Foundation Property in its present condition. 7. Entire Understanding. The parties hereto hereby agree that the parties have not made any representations, statements, warranties or agreements to the other with respect to any condition or thing other than as specifically set forth herein. This Easement Agreement embodies the entire understanding of the parties hereto, and there are no further or other agreements or understandings, written or oral, in effect between the parties, relating to the subject matter hereof. This Easement Agreement may be amended or modified only by an instrument signed by both the Authority and the Foundation. 8. Notices Notices required to be in writing under this Easement Agreement shall be personally served or sent by certified mail return receipt requested or delivery by a recognized national overnight courier which record verification of delivery. Any notice given by hand shall be deemed given when delivered and any notice sent by certified mail return receipt requested or delivery shall be deemed to have been received when three days have elapsed from the time such notice was deposited in the U.S. mail, postage prepaid, and addressed as follows: Authority: With a copy to: Foundation: $27:741000a01s7789.DOC.V3 ADL King County Museum of Flight Authority 9404 East Marginal Way South Seattle, Washington 98108 Attention: President K&L Gates LLP 925 Fourth Avenue Suite 2900 Seattle, Washington 98104 Attention: Mr. B. Gerald Johnson Museum of Flight Foundation Museum of Flight 9404 E. Marginal Way South Seattle, WA 98108 Attn: CEO/President 6 20100927002029.00. With a copy to: Museum of Flight Foundation Museum of Flight 9404 E. Marginal Way South Seattle, WA 98108 Attn: Chairman, Legal Committee Any party may change the address to which notices may be given by giving notice as above provided. 9. Title The rights granted herein are subject to all matters of record as of the date hereof. 10. Covenants Running with the Land and Release From Liability The terms and conditions of this Easement Agreement shall be covenants running with the land, and shall burden and benefit the Authority, the Foundation and their respective successors and assigns in interest of the Authority Property, Main Authority Property and the Foundation Property, respectively. 11. Termination No termination of this Easement Agreement shall release the Authority or the Foundation (as applicable) from any liability or obligation with respect to any matter occurring prior to such termination. 12. Attorneys' Fees In the event any party brings a legal action against the other party to enforce its rights hereunder, the substantially prevailing party shall be entitled to receive reimbursement from the other party of such prevailing party's costs incurred in such legal action (including the costs of appeal), including the reasonable fees and disbursement of the prevailing party's attorneys, in addition to all other rights and remedies available to the prevailing party at law or in equity. 13. No Merger of Estates The easement(s) granted herein shall not extinguish or terminate by operation of the doctrine of merger or otherwise due to the existing or future common ownership of the real property described herein. 7 527:7,01000tO0487789.DOC.VJ ADL 20100927002029.008 14. Choice of Law This Easement Agreement shall be governed by the law of the State of Washington, exclusive of its choice of law rules. 15. Warranty and Representation of Authority The parties each represent to the other that the person or persons executing this Easement Agreement have authority to do so and to bind the parties hereunder. All consents, permissions and approvals related to entry into this Easement Agreement, and the obligations hereunder, have been obtained. 16. Negation of Partnership None of the terms or provisions of this Easement Agreement shall be deemed to create a partnership between or among the parties, nor shall it cause them to be considered joint venturers or members of any joint enterprise. Each party shall be considered a separate owner, and no party shall have the right to act as an agent for another party, unless expressly authorized to do so herein or by separate written instrument signed by the party to be charged. 17. Singular and Plural Whenever required by the context of this Easement Agreement, the singular shall include the plural, and vice versa, and the masculine shall include the feminine and neuter genders, and vice versa. 18. Severability Invalidation of any of the provisions contained in this Easement Agreement, or of the application thereof to any person, by judgment or court order shall in no way affect any of the other provisions thereof or the application thereof to any other person and the same shall remain in full force and effect. 19. Captions and Capitalized Terms The captions preceding the text of each section are included only for convenience of reference. Captions shall be disregarded in the construction and interpretation of this Easement Agreement. Capitalized terms are also selected only for convenience of reference and do not necessarily have any connection to the meaning that might otherwise be attached to such term in a context outside of this Easement Agreement. 5272761000A04F7769.1OC.V3 ADL 8 20100927002029.00! 20. Non -Waiver The failure of any party to insist upon strict performance of any of the terms, covenants or conditions hereof shall not be deemed a waiver of any rights or remedies which that party may have hereunder or at law or equity and shall not be deemed a waiver of any subsequent breach or default in any of such terms, covenants or conditions. 21. No Termination Upon Breach It is expressly agreed that no breach of this Easement Agreement shall entitle any party to cancel, rescind or otherwise terminate this Easement Agreement; provided, however that this provision shall not limit or otherwise affect any other right or remedy which such party may have hereunder by reason of any breach of this Easement Agreement. 22. Successors and Assigns. This Easement Agreement shall be binding upon and inure to the benefit of the Authority and the Foundation and their respective successors and assigns. 23. Counterparts. This Easement Agreement may be executed in counterparts, each of which shall be considered an original, but the counterparts together. IThe remainder of this page is intentionally left blank.] 272,01 AOL 9 20100927002029.01 IN WITNESS WHEREOF, the parties have executed this Easement Agreement as of the date first above written. MUSEUM KING COUNTY USE OF FLIGHT a Wa Pu By: Date FOUNDATION: MUSEUM OF FLIGHT FOUNDATION, a Washington nonprofit corporation By: Name: Its: Date Signed: S27274100040487789.Do(:.V7 AD1. 10 20100927002029.01 IN WITNESS WHEREOF, the parties have executed this Easement Agreement as of the date first above written. MUSEUM KING COUNTY MUSEUM OF FLIGHT AUTHORITY, a Washington Public Authority By: Arlington W. Carter, Jr., Chairman Date Signed: FOUNDATION: MUSEUM OF FLIGHT FOUNDATION, a Washington nonprofit corporation By: Name: M' aaf%-1ALGMArd Its: I/icE di/A/gin/7 V. 24wR.0 o F 7RasrrEc Date Signed: 7-017- (,2O/O II27270I000110487789.DDC•V3 ADI. 10 20100927002029.01! STATE OF WASHINGTON ) ) ss. COUNTY OF King ) On this 27th day of September, 2010, before me, the undersigned, a Notary Public in and for the State of Washington, duly commissioned and sworn, personally appeared Arlington W. Carter, Jr., to me known to be the person who signed as President of the KING COUNTY MUSEUM OF FLIGHT AUTHORITY, a Washington public authority that executed the within and foregoing instrument, and acknowledged said instrument to be the free and voluntary act and deed of said authority for the uses and purposes therein mentioned, and on oath stated that he was duly elected, qualified and acting as said officer of the authority, that he was authorized to execute said instrument. IN WITNESS WHEREOF I have hereunto set my hand and official seal the day and year first above written. i /`\%%%N%.%�%%%%%%1111 I �Vs ' SIOp14;4,'9` 4i Z �i'OT4 +.e" r fJ L s jjl i CI) - N11 9 i4 4 Ge 0(1 32727101000100487789.DOC.V3 ADL ,64e (Signature of Notary) Anne DeVoe Lawler (Print or stamp name of Notary) NOTARY PUBLIC in and for the State of Washington, residing at Bainbridge Island My appointment expires: 2-15-2012 11 20100927002029.01 STATE OF WASHINGTON ) ) ss. COUNTY OF King ) On this 27th day of September, 2010, before me, the undersigned, a Notary Public in and for the State of Washington, duly commissioned and sworn, personally appeared Michael R. Hallman to me known to be the person who signed as Vice Chairman, Board of Trustees of the MUSEUM OF FLIGHT FOUNDATION, the corporation that executed the within and foregoing instrument, and acknowledged said instrument to be the free and voluntary act and deed of said corporation for the uses and purposes therein mentioned, and on oath stated that he was duly elected, qualified and acting as said officer of the corporation, that he was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said corporation. IN WITNESS WHEREOF I have hereunto set my hand and official seal the day and year first above written. 527271010001004117789.DOC.V3 ADL (Signatur of Notary) Linda D. Stump (Print or stamp name of Notary) NOTARY PUBLIC in and for the State of Washington, residing at Des Moines My appointment expires: 11-23-2013 12 ) 20100927002029.014 ) ) EXHIBIT A Legal Description of the Authority Property That portion of the Southwest Quarter of the Southeast Quarter of Section 33, Township 24 North, Range 4 East, Willamette Meridian, described as follows: Commencing at the Southeast corner of said Section 33; Thence, along the South line of Section 33, North 88°04'58" West 1393.15 feet; Thence, along the (monumented) offset centerline of East Marginal Way South, North 22°32'07" West 1145.85 feet; Thence, leaving said offset centerline, North 89°22'40" West 67.43 feet, to the True Point of Beginning of the herein -described parcel of land; Thence, along the Westerly right-of-way line of said East Marginal Way South, parallel with and 62.00 feet Westerly from said offset centerline, South 22°32'07" East 465.83 feet, to the Southeast corner of the herein -described parcel of land; Thence, leaving said Westerly right-of-way line, South 62°44'39" West 379.67 feet, to the Southwest comer of the herein described parcel of land; Thence, North 27°23'53" West 720.27 feet, to the Northwest corner of the herein described parcel of land; Thence along the North line of the properties described in Deed and recorded under King County Recording No. 8602280399, the following courses: 1) South 85°46'07" East 476.88 feet; 2) South 89°22'40" East 14.85 feet, to the True Point of Beginning (Being known as Lot A of City of Tukwila Boundary Line Adjustment Number BLA-01-002, recorded under Recording Number 20010803900001); Together with an easement for access and utility purposes, in, on, over, under, through and across a uniform strip -of -land 40.00 feet in width, 20.00 feet on both sides of the centerline described as follows: Commencing at the Southeast corner of said Section 33; Thence, along the South line of Section 33, North 88°04'58" West 1393.15 feet; Thence, along the (monumented) offset centerline of East Marginal Way South, North 22°32'07" West 649.20 feet; Thence, leaving said offset centerline, South 63°10'33" West 62.17 feet; Thence, along the Westerly right-of- 52727 1000t00$87789.DOC.V3 ADL 13 20100927002029.01 } } way line of East Marginal Way South, parallel with and 62.00 feet Westerly from said offset centerline, North 22°32'07" West 41.92 feet, to the True Point of Beginning of the centerline of the herein -described strip -of -land; Thence, leaving said Westerly right-of-way line, South 62°44'39" West 379.97 feet; Thence, North 27°23'35" West 321.20 feet, to the Southerly line of said Lot C of Boundary Line Adjustment; Thence, South 27°23'53" East 321.20 feet; Thence, South 62°44'39" West 312.89 feet, to the West line of Lot B of Boundary Line Adjustment; being the terminus of the herein -described centerline. It is intended that the foregoing real property shall be divided in to two (2) parcels pursuant to a Binding Site Improvement Plan. The legal descriptions of those two (2) proposed parcels are as follows: PROPOSED LOT 1 LEGAL DESCRIPTION THAT PORTION OF THE SOUTHWEST QUARTER OF THE SOUTHEAST QUARTER OF SECTION 33, TOWNSHIP 24 NORTH, RANGE 4 EAST, WILLAMETTE MERIDIAN, IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEING KNOWN AS LOT A OF CITY OF TUKWILA BOUNDARY LINE ADJUSTMENT NUMBER BLA-01-002, RECORDED UNDER RECORDING NUMBER 20010803900001; EXCEPT FOR THE PORTION WHICH LIES SOUTH AND EAST OF THE FOLLOWING LINE; BEGINNING AT THE NORTHEAST CORNER OF SAID LOT A; THENCE SOUTH 22°31'52" EAST ALONG THE WESTERLY MARGIN OF EAST MARGINAL WAY SOUTH, A DISTANCE OF 221.91 FEET TO THE TRUE POINT OF BEGINNING OF THIS LINE; THENCE NORTH 88°49'44" WEST, A DISTANCE OF 191.78' FEET TO THE BEGINNING OF A TANGENT CURVE TO THE LEFT; 52727°100.100487769.DOC.V3 ADL 14 20100927002029.01 ) THENCE ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 116°19'59" AND AN ARC LENGTH OF 50.76 FEET; THENCE SOUTH 25°09'43" EAST, A DISTANCE OF 100.18 FEET TO THE BEGINNING OF A TANGENT CURVE TO THE RIGHT; THENCE ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 88°21'33" AND AN ARC LENGTH OF 38.55 FEET; THENCE SOUTH 63°11'50" WEST, A DISTANCE OF 165.77 FEET TO THE WEST LINE OF SAID LOT A AND THE TERMINUS OF THIS DESCRIBED LINE. TOGETHER WITH AN EASEMENT FOR ACCESS AND UTILITY PURPOSES AS SHOWN ON SAID CITY OF TUKWILA BOUNDARY LINE ADJUSTMENT NUMBER BLA-01-002. PROPOSED LOT 2 LEGAL DESCRIPTION THAT PORTION OF THE SOUTHWEST QUARTER OF THE SOUTHEAST QUARTER OF SECTION 33, TOWNSHIP 24 NORTH, RANGE 4 EAST, WILLAMETTE MERIDIAN, IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEING KNOWN AS LOT A OF CITY OF TUKWILA BOUNDARY LINE ADJUSTMENT NUMBER BLA-01-002, RECORDED UNDER RECORDING NUMBER 20010803900001; EXCEPT FOR THE PORTION WHICH LIES NORTH AND WEST OF THE FOLLOWING LINE; BEGINNING AT THE NORTHEAST CORNER OF SAID LOT A; THENCE SOUTH 22°31'52" EAST ALONG THE WESTERLY MARGIN OF EAST MARGINAL WAY SOUTH, A DISTANCE OF 221.91 FEET TO THE TRUE POINT OF BEGINNING OF THIS LINE; THENCE NORTH 88°49'44" WEST, A DISTANCE OF 191.78' FEET TO THE BEGINNING OF A TANGENT CURVE TO THE LEFT; THENCE ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 116°19'59" AND AN ARC LENGTH OF 50.76 FEET; 32727cODO 1g7m9.Doc.v3 ADt. 15 } 20100927002029.017 THENCE SOUTH 25°09'43" EAST, A DISTANCE OF 100.18 FEET TO THE BEGINNING OF A TANGENT CURVE TO THE RIGHT; THENCE ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 88°21'33" AND AN ARC LENGTH OF 38.55 FEET; THENCE SOUTH 63° 11'50" WEST, A DISTANCE OF 165.77 FEET TO THE WEST LINE OF SAID LOT A AND THE TERMINUS OF THIS DESCRIBED LINE. TOGETHER WITH AN EASEMENT FOR ACCESS AND UTILITY PURPOSES AS SHOWN ON SAID CITY OF TUKWILA BOUNDARY LINE ADJUSTMENT NUMBER BLA-01-002. 16 5:7210100700487789.DOC,V1 ADL 20100927002029.011 EXHIBIT A -I MAIN AUTHORITY PROPERTY Museum of Flight Parcel (East of East Marginal Way) 542260-0124 THAT PORTION OF THE SOUTHEAST QUARTER OF SECTION 33, TOWNSHIP 24 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY WASHINGTON, DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHEAST CORNER OF SAID SUBDIVISION; THENCE NORTH 88° 04' 53" WEST A DISTANCE OF 1314.13 FEET ALONG THE SOUTH LINE THEREOF TO THE NORTHEASTERLY MARGIN OF EAST MARGINAL WAY SOUTH AND THE TRUE POINT OF BEGINNING; THENCE ALONG SAID MARGIN, NORTH 88° 04' 53" WEST, A DISTANCE OF 37.35 FEET; THENCE CONTINUING ALONG SAID MARGIN, NORTH 22° 31' 55" WEST, A DISTANCE OF 997.62 FEET; THENCE DEPARTING SAID MARGIN, SOUTH 87° 49' 39" EAST, A DISTANCE OF 77.07 FEET; THENCE NORTH 22° 49' 02" WEST, A DISTANCE OF 23.50 FEET; THENCE SOUTH 87° 49' 39" EAST, A DISTANCE OF 89.83 FEET; THENCE SOUTH 02° 11' 39" WEST, A DISTANCE OF 42.19 FEET; THENCE SOUTH 88° 43' 46" EAST, A DISTANCE OF 290.49 FEET; THENCE SOUTH 28° 43' 46" EAST, A DISTANCE OF 89.25 FEET; THENCE SOUTH 88° 18' 47" EAST, A DISTANCE OF 164.78 FEET TO A LINE THAT IS 500 FEET FROM AND PARALLEL WITH THE CENTERLINE OF RUNWAY 13R-31L; THENCE ALONG SAID LINE SOUTH 28 ° 43' 34" EAST, A DISTANCE OF 658.80 FEET; THENCE SOUTH 67° 28' 05" WEST, A DISTANCE OF 596.64, FEET TO THE TRUE POINT OF BEGINNING. SAID PARCEL BEING DESCRIBED AND DELINEATED ON CITY OF TUKWILA BOUNDARY LINE ADJUSTMENT NO L02-058 RECORDED UNDER RECORDING NUMBER 20030115900002, RECORDS OF KING COUNTY. S27Z OI00000487789.DOC.V1 ADL 17 20100927002029.01! EXHIBIT B Legal Description of the Foundation Property Lot 2, City of Tukwila Short Plat No. L 05-057, recorded under King County Recording No. 200702289000007, King County, Washington 327notoOno4$7789.00c.v3 ADI. 18 TUSP CHICAGO TIA INSURANCE COMPANY 701 FIFTH AVENUE, #3400, SEATTLE, WA 98104 PHONE: (206)628-5610 FAX: (206)628-9717 IMPORTANT: This is not a Survey. It is furnished as a convenience to locate the land indicated hereon with reference to streets and other land. No liability is assumed by reason of reliance hereon. PTN OF THE SE 1/4 OF SECTION 33-24-4 RECEIVED MAR 19 20111 542260 THE MEADOWS TRACTS UNREC Lot C Lot A •o .. D VELO 542260 THE MEADOWS TRACTS UNREC N ro 0 a 0 0 O RECEIVED MAR232011 UCWILA PUBLIC WORKS 20070228002892.001 AFTER RECORDING RETURN DOCUMENT TO: Anne DeVoe Lawler Jameson Babbitt Stites & Lombard PLLC 999 Third Avenue, Suite 1900 Seattle, WA 98104 J 20070228002892 02/28/2007 14:54 KING COUNTY, WA E2268437 02/28/2007 14;50 KING COUNTY, WA SALE E83,655.00 j4,700,000.00 PAGE001 OF 001 STATUTORY WARRANTY DEED Grantor(s): CONTAINER PROPERTIES, L.L.C., a Washington limited liability company Grantee(s): MUSEUM OF FLIGHT FOUNDATION, a Washington nonprofit corporation Abbreviated Legal Description: Lot 2, City of Tukwila Short Plat No. L05--057 Additional Legal Description is on Page — (Exhibit A) of Document. Assessor's Property Tax Parcel or Account No.: Portion of 5422600010 Reference Number of Related Document: N/A CONTAINER PROPERTIES, LLC, a Washington limited liability company as GRANTOR, for and in consideration of the sum of $4,700,000.00 cash in hand paid, and the remaining fair market value of $2,300,000.00 (total fair market value of $7,000,000.00) as a charitable donation, conveys and warrants to MUSEUM OF FLIGHT FOUNDATION, a Washington nonprofit corporation, as GRANTEE, the real estate, situated in Tukwila, King County, State of Washington, and described in Exhibit A attached hereto. SUBJECT TO those matters set forth on Exhibit B, attached hereto and incorporated herein by this reference. FILED FOR RECORD AT THE REQUEST OF hi LandAmerica nra.° Cclnrnerci iI Services con031 005 {b 16cv03 ,‹077--.N\ 20070228002892.002 Dated this agday of February, 2007. GRANTOR: CONTAINER PROPERTIES, L.L.C., a Washington limited liability company By:--7"044--//&._......._ 7/4•t.c-414.....1.-1 Mark W. Robison, It's Authorized Member STATE OF WASHINGTON ) ) ss. COUNTY OF KING ) On this 22., day of fc6 ,y,.,,,? , 2007, before me personally appeared MARK W. ROBISON, the Authorized Member of CONTAINER PROPERTIES, LLC, who executed the within and foregoing instrument, and acknowledged said instrument to be the free and voluntary act and deed of said limited liability company, for the uses and purposes therein mentioned, and on oath stated that he was authorized to execute said instrument. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year first above written. a. con031 005 ibl6cv03 Ow0 w�3.�. Clx_AA ✓ (Print Name) Notary Public in and for the State of Washington, residing at c.v-k My Commission Expires: 0 20070228002892.003 EXHIBIT "A" LEGAL DESCRIPTION Lot 2, City of Tukwila Short Plat No. L05-057, recorded under Recording No. 2007022$?0007 con03l 005ibI6cv03 20070228002892.004 EXHIBIT "B" TITLE EXCEPTIONS 1. EASEMENT AND THE TERMS AND CONDITIONS THEREOF: GRANTEE: KING COUNTY PURPOSE: UNDERGROUND STORM DRAIN OUTFALL LINE AREA AFFECTED: A 10 FOOT STRIP, BEING A PORTION OF SAID PREMISES DISCLOSED BY: MODIFICATION TO SUPPLEMENTAL EASEMENT FOR UNDERGROUND CLOSED DRAINLINE RECORDED: SEPTEMBER 18, 1995 RECORDING NO.: 9509180955 SAID INSTRUMENT RELATES TO THE EASEMENT GRANTED TO KING COUNTY BY INSTRUMENT DATED MARCH 28, 1932 AND RECORDED APRIL 2, 1932 UNDER RECORDING NO. 2716188. 2. EASEMENT AND THE TERMS AND CONDITIONS THEREOF: GRANTEE: THE BOEING COMPANY PURPOSE: AREA AFFECTED: RECORDED: COMMUNICATIONS DUCT BANK WITH ALL CONNECTIONS, MANHOLES AND APPURTENANCES A PORTION OF SAID PREMISES (DELINEATED ON ATTACHED EXHIBIT) JUNE 8, 1998 RECORDING NO.: 9806080935 3. COVENANT, CONDITIONS AND HOLD HARMLESS AGREEMENT(S) RELATING TO BENEFICIAL RIGHTS RESERVED FOR THREE DRAINAGE OUTFALL PIPES LOCATED ON PROPERTY ADJOINING ON THE SOUTH IMPOSED BY INSTRUMENT RECORDED ON NOVEMBER 20, 1973, UNDER RECORDING NO. 7311200308. con 031 005 ib16cv03 20070228002892.005 4. AGREEMENT AND THE TERMS AND CONDITIONS THEREOF: RECORDED: JUNE 4, 1963 RECORDING NO.: 5591648 REGARDING: SEWER CONNECTION 5. AGREEMENT AND THE TERMS AND CONDITIONS THEREOF: RECORDED: AUGUST 3, 1966 RECORDING NO.: 6064204 REGARDING: MAINTENANCE AND USE OF JOINT SEWER 6. EASEMENTS, COVENANTS, CONDITIONS, RESTRICTIONS, RESERVATIONS OR OTHER MATTERS WHICH MAY BE DISCLOSED BY THE FORTHCOMING SHORT PLAT con031 005 ib16cv03 20091214000963.001 WHEN RECORDED RETURN TO: Anne Lawler, Esq. Jameson Babbitt, Stites & Lombard 999 Third Ave., Suite 1900 Seattle, WA 98104 DOCUMENT TITLE(s) QUITCLAIM DEED REFERENCE NUMBER(sl: :II 1 I:11 :1ll 20091214000963 CHICAGO TITLE OCD 65.00 PAGE-001 OF 004 12/14/2009 11:42 KING COUNTY, UA E2421426 12/14/2009 11:40 KING COUNTY, UA TAX $2.74 SALE $1,154.00 PAGE-001 OF 001 RE # ( Tiff E 32 iZ��Z�C352) GRANTOR(s): UNION PACIFIC RAILROAD COMPANY, a Delaware Corporation (successor in interest by merger to Union Pacific Railroad Company, a Utah corporation) GRANTEE(s): MUSEUM OF FLIGHT FOUNDATION, a non-profit corporation of the State of Washington ABBREVIATED LEGAL DESCRIPTION: PORTION OF TRACTS 1 AND 2, THE MEADOWS, BEING A PART OF THE FRANCIS MCNATT DONATION LAND CLAIM NO. 38, IN THE SE QUARTER OF SECTION 33- 24-4. Complete legal description contained on Exhibit A ASSESSOR'S PROPERTY TAX PARCEL ACCOUNT NUMBER(s): 542260-0015-09 ❑ (sign only if applicable) I am requesting an emergency nonstandard recording for an additional fee as provided in RCW 36.13.010. 1 understand that the recording processing requirements may cover up or otherwise obscure some part of the text of the original document. Signature This cover sheet is for the County Recorder's indexing purposes only. The Recorder will rely on the information provided on the form and will not read the document to verify the accuracy or completeness of the indexing information provided herein. 20091214000963.002 Attest: AFTER RECORDING RETURN TO: Name: Address: City, State and Zip Code Space Above for Recorder's Use Only 2564-24 QUITCLAIM DEED UNION PACIFIC RAILROAD COMPANY, a Delaware corporation, (successor in interest by merger to Union Pacific Railroad Company, a Utah corp ration), Grantor, in consideration of the sum of Ten Dollars ($10.00), and other valuabl consideration to it duly paid, the receipt whereof is hereby acknowledged, hereby quitclaims unto MUSEUM OF FLIGHT FOUNDATION, a non-profit corporation of the State of W shington, Grantee, whose address is 9404 E. Marginal Way South, Seattle, Washington 98108 and unto its successors and assigns forever, all of Grantor's right, title, interes, estate, claim and demand, both at law and in equity, of, in, and to the real estate (herein fter the "Property") situated in King County, State of Washington, as more particularly described in Exhibit A, hereto attached and hereby made a part hereof, together with all after acquired title of the Grantor therein. IN WITNESS WHEREOF, the Grantor has caused this deed to be duly executed as of the (5 day of UCTpgc(z_ , 2009. 11 UNION PACIFIC RAILROA6 COMPANY, `��L'� 4 i \ � /`/ By - •o : Assrsta f See et ry Title: Assists ce President �- Real Estate ::(see :ter .a..4.w......Q:�nr.uw.:4 Faa.r 20091214000963.003 ACKNOWLEDGMENT STATE OF NEBRASKA ) ) ss. COUNTY OF DOUGLAS ) On this 14 day of C,' tol3C 2 , 2009, before me; NAARK J[-NSCN , Notary Public in and for said County and State, personalty appeared ToM y K'. L/C and i' T M_YE<who are the ASSS.T.tr•1T V "c.c. Pizz Zi)Et T and the Assistant Secretary, respectively, of Union Pacific Railroad Company, a Delaware corporation, and who are personally known to me (or proved to me on the basis of satisfactory evidence) to be the persons whose names are subscribed to in the within instrument, and acknowledged to me that they executed the same in their authorized capacities, and that by their signatures on the instrument the persons, or the entity upon behalf of which the persons acted, executed the instrument. WITNESS my hand and official seal. XIMLNOTARY-Sit d Wads MARX J NSEN wc►ip.Gain (Seal) c Irral anal.. Wry... Yank - mount .illpasUR,I.:1 ,1641.1m: 20091214000963.004 Union Pacific Railroad Company Tukwila, King Co. Washington Exhibit "A" Land Sale That portion of t at certain parcel conveyed to Great Northem Railway Company as reserved indeed recorded under ecording number 4784818, being a portion of tracts 1 and 2 of the meadows, a+~cording to the partiban ap of part of the Francis McNatt donation land claim No. 38 filed in King County Superior Court Cause 12 091, located in the southeast corner of Section 33, Township 24 North, Range 4 East, W.M., describedas follows: Beginning at thnortheast corner of Lot 2, city of Tukwila short plat No,L05-057, recorded February 28, 2007 under recording No. 20070228900007 in King County, Washington; Thence north 88 50' 56" east 18.56 feet along the prolongation of the north line of said Lot 2, City of Tukwila short plat No. L05-057, to the southwesterly margin of East Marginal Way south (primarily State Highway No. 1); Thence south 22 31' 55" east 418,41 feet along said southwesterly margin to a point 715.4 feet distant southeasterly, measured along southwesterly margin from north Tine of said tract 2; Thence north 30 32' 55" west 121.90 feet to a point 17.00 feet distant southwesterly, measured at right angles, from said southwesterly margin; Thence north 22 31' 55" west 305.16 feet parallel with and 17.00 feet southwesterly from said southwesterly margin to the point of beginning; Containing an area of 6,150 square feet, or 0.1412 acre, more or less. Situate in the city of Tukwila, King County, Washington. Union Pacific Railroad Co. Real Estate Department Omaha, NE. FLD# 0256424 October 10-01-2009 WHEN RECORDED MAIL TO: Museum of Flight Foundation Dr. Bonnie Dunbar 9404 E. Marginal Way South Seattle, WA 98108 011111 11lMtll 20100202000718 CHICAGO TITLE OCD 127.00 PAGE-001 OF 004 02/02/2010 11:30 KING COUNTY, WA E2427505 20100202000718.001 02/02/2010 11:29 KING COUNTY, WA TAX $85.10 SALE $4,500.00 PAGE-001 OF 001 GRANTOR: BNSF RAILWAY COMPANY, a Delaware corporation GRANTEE: MUSEUM OF FLIGHT FOUNDATION Abbreviated Legal Description: Portin of Tracts 1 and 2, The Meadows, being a part of the Francis McNatt Donation Land Claim No. 38, in the SEY4 Section 33- 24-4. Assessor Property Tax Parcel Account Numbers: 542260-0015-09 CHICAGO TITLE ins. CO ate#t2gz.Y.:3_, QUITCLAIM AND RELEASE THIS INDENTURE, made this aL+h day of o..,.a ar. 2010, by and between BNSF RAILWAY COMPANY, a Delaware corporation, (forferly known as The BNSF Burlington Northern and Santa Fe Railway Company and formerly known as Burlington Northern Railroad Company), whose mailing address for purposes of this instrument is 2500 Lou Menk Drive, Fort Worth, Texas 76131-2830, hereinafter called "Grantor", and MUSEUM OF FLIGHT FOUNDATION, whose mailing address for purposes of this instrument is 9404 E. Marginal Way South, Seattle, WA 98108 hereinafter called "Grantee"; WHEREAS, by Warranty Deed dated March 7, 1957, and recorded April 3, 1957 in Official Records of King County, Washington, as Instrument Number 4784818, Volume 3665, Page 335 (the "Deed"), Monsanto Chemical Company conveyed unto Oregon -Washington Railroad & Navigation Company, a corporation, Great Northern Railway Company, a corporation, Northern Pacific Railway Company, a corporation, and Chicago, Milwaukee, St. Paul and Pacific Railroad Company, a corporation, certain real property in King County, Washington (the "Property"). That said document granted unto Grantor certain rights (collectively, "Interest Rights") over said Property, and the Interest Rights held by Grantor hereunder being more particularly described in the document, such Interest Rights being listed as follows: 20100202000718.002 For Railroad purposes a strip or parcel of land, with a reversion clause as follows: "Should the Grantees, their successors or assigns, abandon or fail to use said real estate above described for railroad purposes for a period of six (6) months, the real estate above described shall revert back to the Grantor, its successors or assigns..." WHEREAS, Grantor hereby declares and affirms that the above listed Interest Rights are no longer required by Grantor within that certain parcel of land described hereinbelow (the "Release Area"), and Grantor desires to Quitclaim and Release unto the Grantee, its successors and assigns, any and all interests Grantor may have in and to the Interest Rights lying within said Release Area. Release Area That portion of the following described property lying Southerly of the Easterly extension of the North Line of Lot 2 of City of Tukwila Short Plat number L05- 057, recorded under recording number 20070228900007, in King County, Washington. A parcel of land situate in Tracts 1 and 2, The Meadows, according to the plat thereof, being a part of Francis McNatt Donation Land Claim No. 38 in Section 33, Township 24 North, Range 4 East, Willamette Meridian, in King County, Washington, described as follows: Beginning at the point of intersection of the North line of said Tract 2 with the Westerly line of Primary State Highway No. 1 (East Marginal Way) which point is 648.77 feet distant Southeasterly, measured along said Westerly line, from the North line of said Francis McNatt Donation Land Claim; Thence Southeasterly along the Westerly line of said highway a distance of 715.4 feet; Thence Northwesterly along a straight line which forms an angle of 8' 01' from Northwest to West with the Westerly line of said highway a distance of 122 feet, more or less, to a point 17 feet distant Southwesterly, measured at right angles, from the Westerly line of highway; Thence Northwesterly along a straight line parallel with said Westerly line of highway a distance of 603 feet, more or less, to a point on the North line of said Tract 2; Thence East along said North line a distance of 18.5 feet, more or less, to the point of beginning. BNSF 08108 Seattle. WA 2 20100202000718.003 NOW THEREFORE, the Grantor for and in consideration of One and No/100 ($1.00) Dollars, to it in hand paid, the receipt of which is hereby acknowledged, does hereby QUITCLAIM and RELEASE unto the Grantee all of Grantor's right, title and interest in and to the above listed Interest Rights Tying within that certain Release Area described herein, provided however that said Property conveyed, except for the Release Area, continue and remain subject to all other terms, provisions, conditions and covenants in said Deed. IN WITNESS WHEREOF, the said Grantor has caused this instrument to be signed by its authorized representative, attested by its Assistant Secretary, and its corporate seal to be affixed hereto on the day and year hereinabove written. By: By: BNSF RAILWAY COMPANY, a Delaware corporation Dalen E. Wintermute Manager -Land Revenue Management ATTEST: Patricia Zbichorski Assistant Secreta BNSF 08108 Seattle, WA 3 20100202000718.004 STATE OF TEXAS COUNTY OF TARRANT § ss. § On this mac..& day of ...3e.,,, ..a.r , 2010, before me, the undersigned, a Notary Public in and for the State of Texas, duly commissioned and sworn, personally appeared Dalen E. Wintermute and Patricia Zbichorski, to me known to be the Manager -Land Revenue Management and Assistant Secretary, respectively, of BNSF RAILWAY COMPANY, the corporation that executed the foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and on oath stated that they are authorized to execute the said instrument and that the seal affixed is the corporate seal of said corporation. Witness my hand and official seal hereto affixed the day and year first above written. for the State of Texas Residing at: \ J R Caro{ , Texas My appointment expires: ra • o-7 .ao + e CATHY BENTON My Commission Expires December 7, 2010 APPROVED LEGAL N g APPROVED 9?-- FORM 3 APPROVEDMN-- BNSF 08108 Seattle, WA 4 20070228900007 City of Tukwila D.pawBent of Community Development 6300 Soo8il.nler 8oulev.rd. Tukwila, WA 913168 rcbt telephone (296) 431.3670 FAX (206) 431-3665 'E-mall: tukd'NIl,(ukwlle.we.u. SHORT FLAT NQA" L05-057 DECLARATION ' KNOW ALL'7004 8Y THESE.GRfSEl41 (NA1 WE. 1HE•j1N0E1SCM'D. OWNERS) IN FEE 01140(I: A7F ME 1*240 NON °E$CR18ED DO HE2EBTAM41(1. WORT SU80MS10N M(REOF PE'NSWR SV C'S 5817.060 AND AEXNOWFBGE MAT SI) SU8DM90N -Siva N01 BE .HITHER OMUSB w ANY MAKER WDHN A PERIOD (40 FM YEARS, FROM THE DATE 0P' RECORD; 4IHDIT IHE.RUN6 47f, A FINAL PAIL 1)1E UNDERSIGNED FURTHER DERAR); MIS SNORT MAT 10.ji0 THE GRAIEWC PEPRESENTA110M OF SAID SNORT SLMCMISDN AN0.ME SAME IS. i1A(E WITH 7NE'FREE COVEN AND 'N •• PRINTED NINE: Am ANT-, t... . j'io6l5 e..v;• ACKNOWLEDGMENT STATE OF WASHINGTON COUNTY OF WING THS DAY P150MM1IY APPEARED BEFO4 MV//I/A 4 A '4 ME TO KNOWNIC BE ME N11/4WAL WH0 EXECUTED THE • NSIRUMUT AN0 ACKNL EOGEO TINT NE/SINE WANED 111E SAME AS Hi/1ER VOLUNTARY ACT ACT AND. DEED F0.3 USES A0 PURPOSES A0F3414MD THEREIN. OVEN UNDER LAY TWIT) AD OFNCIA SUE MI5. ,, DAY OF/,...4 i V sirdo IE OF woo& RES APPROVALS TUKWILA SHORT SUBD06610N COMMITTEE APPROVAL REWEAEO AND +PPROWO 9,74 unit, 940p380NNW cou'DCT 7*0KREB IY GER1FIEC COAL RUNG TILLS'. ZJ DAY 9V' (1 irIAAd4J : II CHAIRPERION, SMOLT sue SA •,..-. KING COUNTY FINANCE DIVISION 1R0 MAT ALL "MEAD )HIES ARE -, AND Dirt 4 TN 50T00DR 10 PAY TNT r1 S FOR THE r, N" - NO D' , SPCOAL ASSESS. GER"F1L0 10 0 =MCC : AN) D. ALL AS$SPE ANY a DC DEDICATED STREETS. AL . FOR ]LET USE ARE P. irRS AY OF 200 HAS SEI E Ilat C OR OI COW RING COUNTY ASSESSOR'S APPROVAL EXAA4wED AND APPR0VE0 THIS 'B O Y 01 F084007 'l 1!OLNf D314CWIai' ASSESSOR 5Ga '7' T 47Io6LF KING r_0(151v ASSESSOR 54221,0-00/o-oq- TAX ACCOUNT NUN9ERS RECORDER'S CERTIFICATE FILED FOR RECORD THIS-28 DAY OFFS....., 2067 AT).:$.16 M IN BOOR hl.. /.... 0F5*0447,(AT PACE2Z7,.AT THE REQUEST OF BARGHAUSEN CON LING EENNNC/NEERR5, INC. MANAGER SUPT. OF RECORDS LEGAL DESCRIPTION (OLD) .HAT PORTION OF TRACTS I AND 2 OF 111E MEADOWS 00040NG ID 114E PARIMEN MAP OF PART OF THE FRA7NC15 MCWLST DONATION WID CLAIM N0. 38 RED IN KING COUNTY SUPERIOR COURT CAUSE NUMBER T20091, AID OF ME ABANDONED BED 0f PIE OUTYAMISH RNER, All LOCATED IN sEcnoN 33, 1CM'NSHP 74 KKIRTH. RANGE 4 EAST. WIL(AMETTE KAMM, N SVC 001114Y, WASM0TON, AND ALL UDC WESTERLY OF ME WESTERLY MRGAI Of EAST LAARCI I WAY 50*I11 NM ALSO WESTERLY OF THE PARCEL OF NANO ADIOSONG EAST KIRGIIA WAY WHICH WAS CONVEYED TO GREAT MASERS RAILWAY COMPANY BY DEED REGORGED UNDER RECORDING NUMBER 4184810; LYING EASTERLY Or DE EASTERLY WON OF PPE RCN.' OF WAY OF COMMERC0L WATERWAY 05TR101 N0. 1 (DUWALIGH WATERWAY): LYING 50UIFERM OF THE NEREINMOI DESCRIBED LNE A: AN0 LYING NORTHERLY OF THE BERME -TER DESCRIBED LINE 8': LINE A: BEGWNNC ON 14E WESTERLY MNIDN OF EAST MMGR41 WAY SOUTH. WHICH PONT SEARS NORM 89 15' 54' WES/ A D1LWCE 0r 2410.01 FEET REND 1HE DOf4A110N CLAM LINE AND SOUTH 27 4T 59' EAST A DISTANCE OF 64877 (TIT 4.O.4D 174E WESTERLY MARGIN OF EAST WON./ WAY SOUS FROM THE N7ERSECTIN OF THE UNE BETWEEN THE DONATION CLAIMS OF FRANCC MCN41T AND HENRY VAN ASSES WITH ME FAST LINE OF SECTION 33, TOWNSHIP 24 NORM, RANGE 4 EASE, WIL AMETTE YERIDA4, N KING COUNTY, WAS8t16TON: RUNNING THENCE 144ES1 4 DISTANCE OF 1574.72 Fill TO ME EST UNE Or RLNMNG THENCE WEST A DISTANCE OF 1514.72 FEET TO ME EAST LINE Or COMMERGME WATERWAY DISTRICT N0. 1; :.THENCE SOUD1 15' m' 00' EAST ALONG SAID EASTERLY UNE A OSTAGE OF 237.76 FEET TO ME SIZE 'east OF BEGDWNC OF SNO R)BE• 4 ..,.. 11Elk's OAS. A 0S MICE 9F4053.10 SOUTH 27 02' 40 EAST A DISTANCE 16.03 FEET: DC :EAST A 0)57AACE OF361.3E FEET TPE HE WESTELY 14NGIN OF EAST 1YRC4441. WAY SO4,64 AND THE IERMIRTS DF SM0 UNE A': LINB,8: 1' ... ....•..,:. BEG]YING'DN 14E WESTERLY MARCH:pr FAST MNO]041 'MAY SODEN 4T/t PC*81, *IRON BEARS MB1M 89' 157554' WEST A OSTANCS7(X.4429.p3'FET AEONS 11E ODG8O4,CURA.I147 AND 83UTN 27 IB 59' EAST A DSTADE 0(11374.17 FEET ALONG THE. 4'S+T0(yyARON 151,00ST WRLIK WAY 'SOUTH F13041 THE INTDFSECT1014,70 1W8'ID1E BETWEEN SESITNA10)1 OW(JC CF FRANDB. mow/ AND HENRY VAN AS5EL1 781H ME (AST 04F OF SECWN 33, TOWNSHIP 24RNO M RANGE' 4: EAST. oE£IMEEE MERIDMN, N • TOCOUNTY, WASAMTR/N, SAID PONTABEING AI THE ME ON 6 TIE W 7541)S MORON Or EAST LARDS& WAY SOUp4W11.4 ME NORTN.UNE Cf VAN 0E VANESS10DC5 ?4RM 1RA1T A40 THE TRUE PONE Of B MANIC Cf S41471.9E THENCE NORTH 8YC 21' 50' WEST 'OSTANGE Of :: THENCE NOR1)1`98 54' 59' WESTA DISTANCE DF' 486.97 THENCE N0WH 8F IT' 04' WF3r A DIS ANCE;.f0F 117.00 FEED • THENCE WON 87 57' SS'.WEST A OCTANC6'OF 119.(12.FEET: .:', . THEME SOUTH 78 40' 29':WEST A OCTAVE OF 17O373 FEET: THENCE SOUTH 8)' 33',48• WEST A PRINCE OF 849.02 FEET, TO. -.ME SISTERLY UNE OF THE RIGHT OF WAY /S. 00NLIERC01. WAIEFWAY)DI51NC1 N0. (BAD THE 1EBMNLS OF S.RTO' LINE:B C. ROOMIER COSH. ME 4(416.10 .11C PARCEVCDMSED TO'GREAT WORDERN' RAA(4AY' COMPA40'; AS RESERVED .W DEED RECOPO0D, REGOROBIO NUMBER STRIATE N ME CRY OF IUK84A COUNTY 0.0NG. STATE,00 WAMIIO1ON LEGAL DESCRIPTION (NEW-).:(LIFARA05 RorA55 r0 (RREVT BA51s OF BEARINGS) THAI P0N97N 04 'FACTS 1 AND 2 OF DIE MEADOWS. ACCORDING M. ME PADT09:A4LR.17F:PART OF THE FRANDB' MCIATI DONATION UNE) CLAIM N0. SB RED IN KING COUNTY 51S(1SI0 COURT VLSE NuM3ER 12009Q1. AND OF THE ABANDONED BED 'OF 0E D7NAM5N RM. ALL LOCATED IN SEC,TON 33, 10WNSHP 24 NOR1}i:' RANGE 4 EAS1, WU.V4ETTE SEROWE DI KN10 COUNTY, WADISIG10N, AIUYLL LYING WEST0RY 7E,ME . WESTERLY MORON 0r E/..sr umat i. WAY SOUTH AND ALSO WESTERLY or Hl(' PABCCEE3L OF, WM ABIOeMN9.T.A51 AWROR NWAY MICH VMS COIMYED TO GREAT NORTHERN RAILWAY COURWY 8T DEM'RCC*ROED UNGER. RECORDING NUMBER 4784818; LING EASTELY 0E DE EASTERLY MARTIN Or ME RICHT OF WAY OF G032MERCAL WATERWAY 06TRC1 N0. I (OUWNW91 WATERWAY); MSC SOUTHERLY OF THE HEMATAFTER DESCRIBED TUNS A'; AND LYNG NORTHERLY 0r THE HERDW7TER DESCRIBED 'LINE 8": LINE A: COMMENCING ON THE 'WESTERLY VARGA OF EAST MARGINAL WWI SOUTH. WHICH PONT BEARS M0R1P 8B0T02' WEST, A DISTANCE OF 2.70.01 FEET ALONG ME DONATION CLAM UNE NLD SOUTH 2212'07' EAST. A DISTANCE OF 50177 Fill ALONG DIE WESTERLY MARGIN OF EAST MARGINAL WAY SOUTH FROM ME PRESSE /10N OF THE UNE BETWEEN THE DONATION CLAMS OF FRANCIS TACWTR AND HENRY VAN`A53ELT :VA THE EAST LNE OF SECTION 33, %NNW. 24 NORTH: RANGE 4 EAST, WILLAME10 4RR1D41, IN KING COUNTY, MASMNGY:RE RUNNNG ME10E0SGUM 8851'08' WEST. A 015TANCE 0r 4514.72 SET TO ME EASE ENE OF CO414100 L WATERWAY 05TR1C7',50. 1: ,-0110.0E SOUS 14'Oplq- EAST, ALONG SW EASTERL• UNE A DISTANCE 0, 237.76 FEET TO THE WLA:OF BEDNNN'C.OF SAID LNE A': THENCE SOUTH 988 0*' EAST, A O151A4CE. or 105E110 FEET: 11h:4CE SOUTH 2010'28" EASE. A'01STACE 'N-•403 FEET: Beta 5011E 8B51'0e.PAST. A DSTACE Of 542:82.FEE' TO 144E WESTERLY WN0,N Or FAST WIRTANR WA" SOUTH AND THETEt99N5 OF SAID UNE A': ='LINE 8: ` CO0MENCG15 CN •JFIE WESTERLY M8RRAN CF'(AST MAPGNay4.xAY SOUR:. AT A POINT WHICH BEARS NORU).8f'0T02('WES1, 2470.1E3 FEET AONY.,:'HE DONATOR CLAM LNE A61.'.. 501p+ 2732'02' FAST, 1374:17 FEET ALONG TME'.WESTEREY 040010 OF FAST LAMA WAY : •SOL'1H .709.04E INIFRSECIt6 OF ME UNE 9ETWEEI,.ME DONATION DENIMS ,OF 0R4N3S MCN40 AID .HENR'E VA AS50T W1r:1.i11E FAST LNY OF SECTION 33, TOWNSHIP 24 NORTH, RANGE 4IEAS•, W0LU4E1TE WESTO & IN KING COMMA, WASHNGTON;-.SNO P971( BEING AT THE 44IERj0CDON OF 0F4S" WESTELY AARON Of EAST:. 9MRANAL WAY -SODS WO11 MC'WORIM UNE OF VAN YAMS VgrtST004 5ARM DUCT ANB:THE POINT OFBECOINING BEGONING OF"SWD UNE 9'; DENCE NORM 10.1858' WEST. A 051ANC(,0F 14.95 MET: THENCE NORM 6.448'02' WEST. A 057ANCE OF 485,9) FEET; THENCE NORTH 83'08'12'NM51,-A0511MCE OF 117.00 FEET: MENGE SOUTH 850548' WEST, A DISTANCE OF 119.00 FEE; THENCE SOUTH 71'49'21' WEST, A DISTANCE OF 1)0.11 FEET: MENGE SOUTH BI42'32' WEST. A DISTANCE OF 142.25 FEET, TO ME D015171Y 134E OF,: E RIOR. DF WAY Of -: COWMERCIR WATERWAY 03TRIC1 NO. 1 .MO 111E TE NUS Cr SAID L17•3; 101(1(iI WITH THE RIGHT TO CROSS THE PARCEL CONV4EE0 10.GWEAT:NORTHERN Rl6LWAY CD)PIMIT AS RESERVED IN DEED RECORDED UNDER RECORDING NUMBER 418181E .:' SITUATE N ME CITY OF 1UKWIU. COUNTY OF SOC, STATE OF wksmitiorok- .. LOT 1 MAT PORTION Or THE ABOVE INK 'NEST OF DE FO10W1NG LINE C-; COMMENCING AT RE AFORESAID PONT OF BEGINNRJ00 OF SAID '2E 075 THENCE SOUTH 8931'00' EAST, A DISTANCE OF 956137 'ST 70 ME POINT OF BEGNNING; .': DENCF SOUTH 0050'26' EAST, 445.25 FEET TO ABOVE-9ENTCNEO UNf 8' AND TIE PONT 05 IERUIN.A. LOT 2 wig PORTION OF DE ABD,E L31NG FAST OF 1TE FOLLOWING UNE C•' COINM1NCNC AT THE 00L0U0 PERMS OF BEGM4NC Cr SAD 'LINE A; THENCE SOUTH e051'06' EAST. A DISTANCE C5 95607 FEET TO THE PONT Df SCATTING: THENCE SOMA °aw0'26' EAST, 445.25 FEET TO AOOYE-MEMgNED UNE K AND THE POINT OF 1FUND4US. 7 LAND SURVEYOR'S CERTIFICATE: L B12ANA 1, VCROOMIG HEOSRRED U A LAND S611519R BY THE STATE OF WA9elGTON. QRIDY 11W MS DAT 6 USED ON AI AORTAL SMNEY TW.M WO DESCRIBED HER]L 000007M WY ME 0* 1A1001 MY 8MEREA0 OW(6$MLATT L1Y:K O1DM2i ARE QX6E50.11,5EW0 ATA (LI11T1Hw ROSE AIOMW4.T5 APPAO.FD Fa. SEDiC AT CATER A 417R 5140 420E BEd SD 40 4415 LOT 0 411 3S 4I4 JIjF THO A5 [(FETED O1 0E PUr, ZF 6 200-N2289o0007 URBAN SHORELINE STANDA,NDS`•":. ',11,22:1641C'4E1B.CK _'-90 FEET 2. OUISTOE STORAGE SET66CK - 20 F64Y• '3.`P4RKNG.' BENEATH ow 1NIDWARO'OF ME USE R SERVES 5YARMNCE ACQUIRED) . _ ,.A.,VE9ETA00N BUFFER:- NONE,:' 5. W)DSCAPMG 5O{YEEN/OUF5BR FOR PARKING - 5 FEET 8.,1411IIMU9 9UMLIMG HE/G.H.E.- 35 FFFT' '.'ALL SETBACKSZBD BE MEAS131EO FRO 31E OR0INART-HIGH WADER WRIT0P ME . ./ .B'JWAIISH 3YIArERWAY.v •. ,,, sF MIS AVSS ,Z KDR, WA A 28032 (425)25: -eux (425)251 -BIB2 FAX • Cla DOKONA L.e ALAIM.R, WAwrna oNWnA,onA. sawn SITE DATA I. TAX PARCEL N0.:'54/60-Gel° 2. SITE ADDRESS: 9229 EASE MARGINAL WAY 3. ZONING: MC/H (WNuFACNRINC INDUSTRIAL CENTER/RUIN) 6. COMPREHEVS5E PUN: MC/H 3. EXISTING LSE: ENVIRONMENTAL REHEDLA0ON / UNU5E DEVELOPED ATE 6. PROPOSED USE' CU7OCOR STORAGE AND WAREHOUSE 1, BUILDING SETBACKS: FRONT.20 FEET. S10E.0 FEET. RER.0 FEET Z77 VOLUME PAGE HORIZONTAL DATUM - BASIS OP BEARINGS NORM AMERICAN DAMN OF 1927 NAD-27 WASHNG7ON STATE PLANE C00RD1NATE SYSTEM - NORTH 20NE THE MONUMEN'IEO OFFSET CENTERLINE Or EAST MARGINAL WAY TAXES A5 North 22'32'0'7" Weal, PER Book 72, re Surreys. Pole 222, KING COUNTY RECORDS. ,, •.'0E ATRIAL DATUM - BA845 OF ELEVATIONS NATIONAL OEODETC VERTICAL DATUM OF 1929 NOVD-29 ORIGINAL PROJECT BENCHMARK FROM 1988 SURVEY BY BARG/MUSEN CONSULTING ENGINEERS 11 2' BRASS 05K SURFACE M0NUMENT ON EAST 510E OF 102nd St. BRIDGE (DESTROYED) BALE BGNC4WAH18'' TOP OKI/MONAM.' SET ON WEST 5:0E OF•'EAST MARGINAL WAY (SEE.BRAWING) ELEVATION . 17.91 FEE.. ORAWN BY SRF DATE 8/25/05 SCALE: AS SI40WN CHECKED NY WRW JOB NO: 10286 RE CORD OE:'SURV. PORTIQN OF,TK F..MCNATT• OONATIOt4 LAND CLAR4 NO, 38, IN THE='SOUTH.;1./2 OF SECTION:33, TOWNSHIP:24 NORTH, RANGE 4 &'AST, WiM. '''..:- CITY QF TUKWILA, KING COUNTY, STATE OF W/(SHINOTQN SHEET OF 2 FCC DAVIS PROPERTY'6.:INVESTMENT P.O. BOX 1043 .'.. KENT, WA Q8035-1043 City of Tukwila Doom:note of Community Development .62210 9ride1ice4,ter Boulevard, Tukwati, WA 96166 Telephone (2613) 431-3670 FAX (206) 421.5665 tul4e_matulnerlIa.wa.ua SHORT.PLAT NO' L05-057 $61251.06•E'.1056 956.07' LOT 1 572,35818' o'clre" Poe UK 200 7 02213cf 0000 50 WIDE CONSIHULi EASEMENT /MT: NO 9509180955 ICI' MOE DFMAGE EASENOIT RE:, NO. 2716166 S88.51'06-E 542.82' E-RR.ITHOH-ESMS/VE '35:. INGRESS. EGRESS it , Ulit..1Y EASENDET . LOT REG. NO. 9606060935 N85'46.0 NOTE: (1 ) THIS SITE IS SUBJECT TO A CORREOTIVE ACTION UNDER THE RESOURCE CONSERVATION AND RECOVERY ACT ADMINISTRATIVE .."-ORDER ON CONSENT ISSUED BY THE U.S. ENVIRONMENTAL ..: PROTECTION AGENCY, REGION 10, DOCKET 1091-1 I -20-3 -S(4.). (2) .TURN. AROUND REQUIRE() FOR .ACCESS ROAD GREATER THAN .". 1.50';5EE1 LONG.. • • ..' (3) FIRE HYDRANT 'REQUIRED TO SE WITHIN 150 PEET OF BUILDING WITH. Al0 PORTION OP.,..BBILDNG. FARTHER THAN 300 FEET FROM • ' HYD8ANT: AS MEASURED BY VEHICU4.AR TRAVEL. 9,IE EIVL,,43 .,CO3,F.!,:—.' •,' 16215 7240) AVEKt SOUTH •t KENT. WA 96032 (426)151 -6221 (.25)251-67112 FAX OR*. BY SFIF 00E 8/26/06 WAAL cs.ECI.ED BY. WRW • JOB 10246 ‹,.19/2.78 VOLUME PAGE 0 100 200 400 1,42•1181Pmw 00 H27320719 9.98 SCALE, 1,100' 5741.P'l POO SITE eocitmwe 17.91 FEET St, ..u.G NA& w/WASHER 12/12/04 :FLECOF4D OF'61IKIVEY .... ::: '' ,`.. 11=3RTICK.CF..TKE F,,iACNATT:uONATIctri LANC...CLAfi.A :NO. 38, IN THE SOUTK:1/2 OF SECTION:;33, TOWNSFER.24 NORTH, Mt'IGE 4:EAST„W.M. CITY OF TUKWILA, Kitt° COUNTY, STATE OF WASHINGTON rot DAVIS PROPERTY.A. INVESTMEN* P.O. BOX 1043 • .•,. . KENT, WA 68036-1043 . . SHEET 5 b 91110:131 UM MIN I'd 004010 g 5 8 . • Eminent' Domain king County Property Services Division MODIFICATION TO SUPPLEMENTAL EASEMENT FOR UNDERGROUND CLOSED DRAINLINE Rhone -Pouf nc Inc., a New York Corporation ('Grantor"), authorized to do business In the State of W shington, is the owner of record of a certain parcel of land located in King County, Walshington and which Is subject to a certain easement attached hereto es Exhibit A Ithe 'Pro erty"). Rhone-Poulenc Inc. purchased such Property from Monsanto Company by deed da d September 26, 1986 and duly recorded on October 1, 1908. Monsanto dompeny, a Delaware Corporation, the former owner of the Property, and King County, Weehington, a municipal corporation of the State of Washington ('Grantee'). executed a Supplemental easement dated July 29, 1971 to construct, operate and maintain one underground storm drain outfall line ("Underground Facilities") together with rights of access to and from the Underground Facilities which are described in Exhibit A. Grantor ea the successor In interest to such easement, and Grantee hereby agrse to delete Paragraphs I and 7 of the supplemental easement end replace them as follows: B. Graa for shall not construct buildings over the Underground Facilities unless written pa lesion is given by the Grantee. The Grantor may, with Grantee's written perr lesion, relocate the Underground Facilities at the Grantor's sole expense to mak room for the construction of buildings. Grantee's written permission herequnder shell not be unreasonably withheld. 7. Twstorm sewer connections will be furnished to Granter along tho Underground Facilities at such places end at such time as Grantor may desire provided that Gra or shall allow only clean storm water es defined by Storm Water Regulations in effect et the time, to enter into the Grantee's Underground Facilities. Said supplefental easement shell, in ell other respects, be and remain In full force and effect. IN WITNESS WHEREOF, the parties hereto have executed this Instrument by their proper officers the1eunto duly authorized as of this fie* day of , 1995. I RHONE-POULENC BY; DATE: wpus.gsg EXCISE TAX NOT REQUIRED long Co R000rde DMdon ao ? ,Deputy KING COUNTY, a Political Subdivision of the State of Washington BY: I itiA}. - DATE: 5i.,yk i2,, /%9 Sr APPROVED BY CUSTODIAL AGENCY: King County International Airport APPROVI;p,EsS TO FORM: 8Y: Sr. Deputy Prosecuting Attomey DATE: T— '" f` STATE OF New Jersey COUNTY OF Middlesex ) )ss On this daypersonally Thomas C. McLaughlin perso y appeared before me to me known to be the Director of the Real Estate s Fac. Dept. that executed the foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said corporation for the uses and purposes therein mentioned and that he was authorized to execute the said instrument. GIVEN under my hand and official seal this i/e4 , day of,a fa.-7' ,19 Zr STATE OF WASHINGTON ) )ss OTARYPUBLIC in and fur the State of residing at 7 / c 7. My appointment expires ,n" aw.ai... oc . d4.y GtADYS 3. LANRFORD Nomrm Pubes. Stabler tiew Jssisy County at 13deesax OouAntwion a corms Nectar IS.'1.11) I certify that signed this instrument, on oath stated that o authorized by the Kin&Conntaxtrajle to execute the instrument, and ackngcd it as the Dingrintof . :. „ ., , , u ., of King County, Washington to be the free and voluntary act of said County for the . and purposes mentioned in the instrumen Date: NOTARY PUBLIC and for the Stake of Washington residing at My appointment expires WI I cerdfy that rceit'oAte %A%Pr- signed this instrument, on oath stated authorized by the Me County Executive to execute the instrument, and aCknowl the Actine Manargr of the Property Services Division of King County, Washingto free and voluntary act of said County for the uses and purposes mentioned in the ' 7f/A0 r she was ed it as to be the trument. /21/1.2441/eXs ji NOTARY PUBLIC in and for.tate of Washington residing at da • My appointment expires - Arr- • STATE OF WASHINGTON ) ) ss COUNTY OF KING Data: tootry.psiNe Ot9-1 9501.80955 • EXHIBIT "A" .. • • . • , - ' „ (vv. '• SUPPLEMENTAL EASEMENT'FOR IOC UNDERGROUND CLOSED DRAINL.INE ' • KNOW ALL MEN BY THESE PRESENTS, thatMonsanto C .Delawere corporation (hereinafter celled "Grantor"), for , '.. ' • . .., .consideration of the sum of.One•and No/I00 Dollars ($1.00 and' • . , ... . ?other valuable consideration In hand paid by King County, Washington, a municipal corporation of the Stete'of.Washington (herei after . . • . . .'.%.celfed "Grantee"), the receipt. of'Which le. hereby acknOwl dged, does hereby grant, subject to the terms', reservations,. coLinanta . .:. J. . ..• :: and conditions heretneiter set forth, and Without any warantY, .'. . r.: express or implied, unto'said Grantee, its successors.end essignsc ..' , ' • .- .. . :11.2.'it non-excUusive'sesement to. constr ct;.eperete, end maint in one lg. and !ground.storm drel'n outfell 11 o,. consisting of 36 tnch diameter. .. . . : 74 concrete tite and eppurtenances th rota Iherelnaftor called 1 . • , . , • %!A strip of land ten feet In width, being five feet •• .. ...:..., '..:;. on either srde of the fo lowing described centerl Ine: .. .';',',. .:::. Beginning at the lnterse tion of tho North linei .... •,.. % • %. - •: • No..2 Tract, Meadow's Ad Ition, Francis McNatt D.L.C.LC. .., .....i....„*. !.. 38, and the West right-of-way line of East • :'.' ... '. . . :%*Merginal Way; thence Wesi along said North line of ....::.•....- said tract 11.3 feet to he Point of Beginning. • . '. ... • . Thence South 39"08157".1/ st 758 feet more or loss to the tlde weter•of Slip N . 45 of the Duwamish Water- way. (herein celled "Ease ent Area"). The bearing of • •„ East Marginal Way is'S23 41t03"-E. The above described • . tract Is a part of Tract No. 2, Meadow's Addition, . .. .Francis McNett D.L.C. Nc 38, Section 33, Towns IP 24 • • North Range 4 East. ' ..Grantor further grants, ubject to the above and to al) .. . the termr•antl. conditions hereof,:t e temporary eesement,50.feet . . . ., , •• , • . . . ' in ,width, fOr-pu'rposes of construe ion IncludIng.the.rIght to • • • . .1. . : • locate equipment and to work on said land as may be reasonably ;;necessary to construct said Underground Facilities. This ease '.ment shall explre'up'on completion of. inetaI1atlon'of the.Under-. .;ground Foci lrties. •• ' . TO•HAVE ANO TO NOLO the eb ve described easement and rights unto the eetd Grantee, Its su cessors.and assigns, subject to the foregoing and to4he•following terms,• reservations, covenants • •.and conditions:. . •• ' . . • • . T. The •rl•glits, prlvl loges and easements herein.grented • .•'••.ere%subject to'en.y'and al1' existing restrict Ions and encumbrances, or. exIstIng rights or •tnterestslof any .third persons or parties; �.::In, to or affecting arfy•.of said ebovt described. land;' whether.or•• • • not of. record. CO • 2. .Grantee shail• be liebib for, and shall Indemnify and' ! '•.° hold harmless Grantor .from end again t, any 'and. el I i labl I Ity, ,';clal.ms, suits, Judgments, .dainagos, I sses, costs and expenses on .;:"account of 'Injury to or. death of any person, or damage•10 or loss or destruction of any property, ceus d by or connected ith' • Grantee's.oxercise or purported exercise of;any.of the. lghts, n- . •;.;prtvlloges and easements herein gran'ed, or of eny;'act, omission' • or neglect of Grantee, its agents; enployes,.licensees r con- • tractors, in'constructing„ operating and malntei'ning se d• •Undor- "ground Facilities or any part thereof;.pro.vided, howeve ', the. • •'.foregoing covenant shall•not apply wth respect to''eny. 'uch InJury►, death, .damage, • loss, or •destruction c used by the, sole •n gI Igence. Grantor;.its agents, contractors '•r employes.:, ,01.uring elf periods of onstructlon `or. rep • ir, the::• • . • fol.!owing''prov.islons:shell'.be observ:d •by..Grantee,:lta bgents, • . .employes br.',:contrectors et ail timosi • • . .. .. .• 5. This Instrument 'and all of'the terms; coy ha and', • 'rovisio s hereof shalt Inure to the .benef,it of end be In • .'upon eec of the parties' hereto and their respective legal ".'sentatty e, successors end assigns. . '6. ' At any time' or from time to time upon•req Grantee shail.relocate, alter or adjust said U s or any part thereof.to conform to any bultdIng .be now contemplated'or later determined by Gr nt entire expense; provided that i f,; i.n the' tours o uch ' .;,relocatl•n, adteration:or adjustment Grantor requires Ghan $ to, cotes td easement area, Grantor shall -provide other: revs r.gbIo d odeq ate locations for sucb.Underground Facilities. • .: 7. 'Two sewer'Connections vl l I''bee furnished t Gr gtor $}r• ,,along;tbe• Underground Fecilltles.at such pfaces•end'et' uch fiioe''•• •:•',ae Grantor.•may desire. Grantor, FacI1It1 •entee Grantor Ito sold • ;;'surface: reasoner ao.'.Grantee. ' ' •..'porate .h 8. '.Except,as, herein Spec$ f Ical ty.•granted to.eserv,es and excepts alt, rlght,•t,ttle and Inter and,•:Including:but'notlimited to the rlght•to •f•thn.easement'aroa In any,.mannor'whlch:wilt• II interfere•.with.,the °margins'of •th9, rights he 9.: I•t 14 the purpose. orthe parties hereto .t rein, ;and'•thus to.:supersede,.end:•roplace•,.bll'o right's,' rlvileges end•.duties• contai.nedintthat;certain. •1. • : • STATE OF MISSOURI ) . COUNTY F ST. LOUIS) On 'thIslE day of l ,i I7 me ,per} nai Iy appeared 4?. • to me'k be:the^ re• sident of the corporation that executed the M11�h • foregoing instrument, and acknowledged the said Instrument the free and voluntary act end deed of said corporation, f uses and purposes therein mentioned, and on oath stated t1h O • was authbrized. to execute said Instrument•; 'end. that thd! OD' I)* .:' affixedI! the seal ot,sald corporation. H 1 n 'witness• whereof 1; hereunto set my hand rend �. . SOS u• c n and t�Mlssourl r 'STATE OF WASHINGTON) ) • QOUN''rY OF KING ) On this . i day of 1- Vt �cf,/L f' , 1972,, bofore me personal I y appeared Do,t ih,0 A • --.1/ ii7 , to; me mown . to OW %R "f / %,4/ z G'"�i' of / ) A) A! c I:417 •. that;executed the within and foregoing Instrument, and eekhdwledged • •the iald Instrument to be the free and voluntary act and' di, d of sa l C ..f.el 4.J „��9/71/ , for the uses end purpo Is 1n ' • therein mentioned, and on oath stated that he was author9s d to' k . C) execiIte sold Instrument, and that the se'e.l, affixed Is the 6 al' r4.... ' • ' of sisld, 'a) s.ordf,0 . In w{tness'wheroof 1 hereunto sat my hand and of 1�Cle1 • �T3ot ry Pub { is e. a ad r the State f t, sh e i ngton, ; I d i ng • • at • /h/l !i'.i�'! //.��!,, :�.�.-.:r•�-- 9.4•4AA UK *73 now a Ilan *ghat)•. 14(4.1)] the eilllsr bet:Attar ome del Pur alienate awl ste Milt/ 131.0398 down to ale: :....1- A.Scheibe 1414 noheiti Gver:Lns Ivareital krw Yob 24.45/ 'iy AiiSchaibe and Lett ScheibJ.JtDksDni. np 10? ow rem at e Ms 11670448 ()a ep.!514 w$ Olt?) -• -) y ; Rout US* ( 3 1/5, liar 841432 11.‘ delgTo Roberl: P.Greer awl Charlotte 3.0reer, bit Stu Comm/ of lalifernit, a eorp of tn rrancisco, Paoirlie tone Coal 74rtilizing trial., a aorp tell,* Comity, Itashingtcn, a **al gory iPp great -and dr to dr itd ea et fore 13 of Ita for this leonstn., °partition and net tenanoe ct.' a °Lose *Apex lee se toll Bea at the interatn of N 3.n No., 2 Tract )ieetow's Adel Xolfickt Xo. 38 and w rt of way In of.,11.11arcLnaL,L ale thu X In of ad frIvot 5 tt * the Irte(Vobo.tb V sse It to the, tido water of all lto*.•:41.4t Dttialittglt. th beoring of it Xerginal Tay being 8 113!ticeCV'CIO'11,41.:::‘ or v:d moat feasible end prectioabla rtlita ad: dra t&ttio 18,14 ,aPpraz Sr 4 ft ttbole rman eaa leyoki .Istiiitsinal )1!* ant *Ivy at It al)** WISP sea. level a3 ,pt entrina0. Dui* bletarisy oddrelii to be 33 Ai inch yinrified fiewer'Iiitpe Oa, elan tog fee 1.931 Mt the sue •it Ain •It, tits rt at all .titkeill to enter the mil of cone* and atter inata itraini,;',..And the *0p. ova* welt ed er Traaj; No X WadWoo Add, Vranctie p.';64 alr 4 twat • au thol31 by the *Attached blueprint the od,prios.aith.:.n ad 10 ft limit, oo'ree, with flat' ld and fr,:ia31 be b: eat The Xiat: agrees to u» any nee Johangea is the In ;$0 • 11*. any likde plan •eh y bo nei,ie‘11.0ititanr,14.1141 din* up 011 by the eters and * 11; at itfs oima:111101 ne0 ohposae upoe the requeet of thf gtois The 0Ortaeation a ell/ ba' tuinitd..th.4t..,:gtort aL seVisotok pleedi a at such t' Cieti 'NWtors Zww thlo afoot 1 03:4)by ed atora Robert. P.Groor 012ar1otte ors, ::•--;`4)1er R. Ore4„.; a IL t Staufter Ch iJj,;;'.00)itpany )3y John 04$1,::1.1!rest. ,k•.;840Y'• Oh. Coa1Ar7atirt12.21O Br 3.:Poltaar A•B, Wright, tag ;:routity„ 87 DoltjJ .. 4.14, ji A, 1'01 try hw ,bef 0 38$h rihemieel ot rt in tidth 1 arein corp al oorp si ifrancie eay, -th 50008t 5?* teraly aaintatn ad riCss l'! r to us): atit11-.1,6 'thcoe 1:4441k . I 'trciOh si desthot Col)tottv 016115/54 as o C t '1 (Ilk of ttt B r C,f .tegfso pep (Not &Aced) flit by a 1/?" Lt *s mat 3 4.C Ira 189 In thu Apr atoll of kae now 25105 mien fight, la-1114. r D. i :and ;dike hoe U e, hw, and United \l Sta WS; At AtaerIotio putts Ate' i1* nay (ova tht ad aotq hes boon 040.c 30 fox a 1`tte ala 1 deft yiside• roo ;fit vral 1017 of atga p 53 rya or k,1 its sun ofeOd,*fair with tht` end tar attbItt .flei .end coattail, ,** being upon hs .'fii, The 8 00 _re dt. the * of BIk I ka i91y, kcm atm fir vol 14 of y1lt p to f d Co :*ud tell trgrt tit Eta 1Ji.. t: 1" 9$A of Hitter Sea 213 "gyp Ad ntr 4 axr lying 11 of Wit) AY" WE (:ttijr Mileitivan Co road) oxeept the S SOO ft thDf retarie, its & ttotanin, ett:7s ror plft (111 ad att 's 2460 a iiBid) 3 d Apr .BIf Cam/ 5- -- 11'a 16190 --. / **/ mo Met 1%4 '('J✓`..A, Bariterit Est Oiravany, a *or p or State of I/I Tr itvais t. $it l Andersen wilaktI a lid or deed of trust "4". as es * 5i1; 4(11% td ;d fie ex can MI to Sth psr a z ' "anus of ed moll Ott or dew, of *.... Tilt pelt of, %); a K 8 7.96 z t .:) t t '8 1060. fob .{y o.t t vs UW of d sa > Bo tug 8 flifT4 firth or the Orin or 10.7 the..Nei*°a b tttanob of the :Peiirks tktaa 'tt 8 1 ?1 $i b tie the .bol rakaervottions antektSy' *cane ` 1 S The ri:ex tsa',p reserves .s nto itself - tiat ess' i' .` . :...a nbc a r o Truitt NOV BY li.:r.Illei ttrrs V Nis ear; ea Atteat i C•W4 n, be ,: A gea ., ; B' T (1a {;Ij ` Y i+L 17424 , r. 11" Asa Of fl T 0o ALA a. Wt, ' 2t1::44 soo of sd Co w_- as :ta »..«r flJ, ki:Lio t V Pr1 *Oa>bd ad .C. 4, Cbatpbel1 a :. See . ►.... B J.11i.4i.non, ': ` ,.. o»ttRr` , ' atate of a tsef Hi Tr iJ►.. .►:.xe{ .lip 1 li'r 1• 1iii. `Cp oert .011 Y Co 1q 1'' ns eon ex Mar 0- a ` , •-- 2?18/S 1 Feb . y' Ithe t0006at 0 , Iif► to''.' I'y N r t )I45 : Intl e m rr, ba c i t ne elite:, el l ` , «190J 11 1 red 'i4 41.ii K t Y" l f 41 M +tii yr!'/Ir "14 .:ail ri. o..w 49 fMY '. ar M • ►r•'us h.P r{ 1h "10 iH,0 6 .Ii 9806080935 AFTER RECORDING MARL 10: Gerald Bresslour The Boeing Company PO BOX 3707 MC 13-08 SEATTLE WA 98124-2207 Underground Easement Grantor: Rhodia inc., a Delaware corporation McLaughlin, Thomas C. Director, Real Estate & Facilities Management Grantee: The Boeing Comany, a Delaware corporation Ormsby, Robert D. Director 1&CS Facilities Legal description: CHICAGO TITLE INS. CO. REF#4i 7A4;:x•ec, 1pc5 meataTRlT IIXIINBu CCM" en*env ma..ra Womb w Witt far Mamrxy«%WYdas A PORTION OF LOTS 1 AND 2 OF THE PLAT OF THE MEADOWS TRACTS UNRECORDED, AND OF MCNATTS DONATION CLAIM NUMBER 38 IN THE SOUTH ONE-HALF OF SECTION 33, TOWNSHIP 24, RANGE 4 EAST, W.M. LYING WESTERLY OF EAST MARGINAL WAY SOUTH AND NORTHERLY OF A LINE BEGINNING 1374.17 FEET SOUTHERLY OF THE NORTH LINE OF SAID DONATION CLAIM AS MEASURED ALONG THE WEST MARGIN OF EAST MARGINAL WAY SOUTH AND THE TRUE POINT OF BEGINNING. Assessor's Property Tax Parcel Account Number(s): 542260-0010 711393/05/19/93 S SETAX NOT REQUIREDco. omsion ospn • UNDERGROUND EASEMENT The undersigned Grantor, their heirs, successors and assigns (hereinafter together referred to as "Grantor"), for good and valuable consideration, the receipt of which is hereby acknowledged, hereby conveys and granu to The Boeing Company, a Delaware corporation, its successors and assigns (hereinafter together referred to as "Grantee"), a permanent easement over, across, along, in, upon and under the following described property: AN BASEMENT FOR THE PURPOSE OF INSTALLATION, REPAIR AND MAIN'TENANCB OF AN UNDERGROUND COMMUNICATION SYSTEM BEING A PORTION OF LOTS 1 AND 2 OP THE PLAT OF THE MEADOWS TRACTS UNRECORDED, AND OF MCNATTS DONATION CLAIM NUMBER 38 IN THE SOUTH ONE-HALF OP SECTION 33, TOWNSHIP 7A, RANGE 4 EAST, W.M. LYING WESTERLY OF EAST MARGINAL WAY SOUTH AND NORTHERLY OF A LINE BEGINNING 1374.17 FEET SOUTHERLY OP THE NORTH LINE OF SAID DONATION CLAIM AS MEASURE ALONG THE WEST MARGIN OF EAST MARGINAL WAY SOUTH AND THE TRUE POINT OF BEGINNING. THENCE NORTH 89'27'50" WEST 14.94 FEET; THENCE NORTH 88°54'59' WEST 486.97FEET; THENCE NORTH 84°17'04" WEST 117.00 FEET; THENCE SOUTH 83°57'56" WEST 119.00 FEET; THENCE SOUTH 70°40'29" WEST 110.17 FM; THENCE SOUTH 61'33'40" WEST TO THE EASTERLY MARGIN OF COMMERCIAL WATERWAY NUMBER ONE; T'IiBNCE NORTHWESTERLY ALONG SAID MARGIN TO A POINT 237.76 FEET SOUTHEASTERLY OF THE NORT}IWBST CORNER OF TRACT 2 OF SAID SUBDIVISION; THENCE EAST 1053.10 FEET; THENCE SOUTH 23°02'00" BAST 46.03 FEET; THENCE EAST 561.38 FEET; THENCE SOUTHEASTERLY TO THE POINT OF BEGINNING, LESS RAILROAD RIGHT-OF-WAY. SAID EASEMENT AREA BEING A STRIP OF LAND LYING BAST OF THE FOLLOWING DESCRIBE) LINE COMMENCING AT THE NORTHEAST CORNER OF THE ABOVE DESCRIBED PARCEL THENCE NORTH 88°51'16" WEST ALONG THE NORTH UNE THEREOF 8.74 FEE' TO THE POINT OF BEGINNING OF SAID LINE; THENCE SOUTH 22°32'15" EAST PARALLEL WITH THE WEST MARGIN OF EAST MARGINAL WAY SOUTH 427.47 FEET TO THE SOUTH LING OF SAID PARCEL AND POINT OF TERMINUS OF SAID UNE. SAID POINT OF TERMINUS LYING NORTH 88' 19'06" WEST 14.94 FEET; THENCE NORTH 85'46' 15" WEST 12.74 FEET FROM THE SOUTHEAST CORNER OF SAID PARCEL. CONTAINING 4.542 SQUARE FEET OR 0.10 ACRES, MORE OR LESS. Said easement being for the purpose of operating and maintaining, removing, repairing, replacing and using a commuucations duct bank with all connections, 71o9allp►n 1 ,. . manholes and appurtenances thereto, together with the right of ingress to and egress from said descibed property for the foregoing purposes. Said easement to commence on the date of this instrument and shall terminate after the Grantee ceases to use said easement area The Grantor and the Grantee mutually covenant and agree as follows: t . Grantee shall, upon completion by Grantee of any repair, or replacement of any facilities described thi, remove all debris and restore the surface of the above- d property rope t as as possible to the condition in which it existed at the date of 2. Grantee shall, if the above described property is disturbed by Granteeea maintenance, removal, repair or replacement of the fealties specified herein, restore the surface of the above described property as nearly as possible to the condition in which it existed at the co nma cement of said maintenance, removal, repair or replacement. If the Grantee discovers any substance at the property which is or may be contamination or hazardous materials, the Grantee shall promptly stop work and notify the Grantor. The Grantor shall be responsible for the remediation or cleanup of such materials and the Grantee shall reimburse the Grantor to the extent that such contamination was released by the Grantee. 3. Grantee shall protect and save harmless Grantor from any and all claims, demands, loss, damage, expense and liability for death of or injury to any person, for any damage to or loss or destruction of property whatsoever ssuffrred by Grinitor, their heirs, successors and assigns, or by any pain forms or corporations, to the extent caused by the maintenance of said faa7ities o by reason of the p ce of said facilities on the property of the Grantor. Grantee shall protect and save harmless Grantor from any and of claims, demands, lost, damage, sparse and liability for remediation or cleanup of any contamination released onto the ropert of the Grantor to the extent out of the maintenance of said fsciltiespor by y reason of the presets of saidarising facilities on the pi ups ty of the Grantor. 4. All right, title, and interest that may be used and enjoyed without interfering with the easernant rights herein conveyed are reserved to the Grantor. Except as otherwise provided herein and after the date of this agreement the construction, installation or maintenance by Grantor, its successors or assigns, or any yy acting under authority of Grantor, of any structure, improvement, or equipment,wwhe her temporary or permanent, shad be absolutely prohibited within the above described permanent easement area and shall be deemed an unreasonable interference with the Grantee's easeman rights unless specifaUy approved in writing by the Grantee Mich approval shall not be withheld. Moreover, as to such unapproved structures the obligations Grantee set out in Paragraph 1, 2 and 3 shall not apply. 710981/ptn 2 M ; �•:�: 5. Grantor makes no warranty concerning Grantor's title to die above -described ProPertY. DATED this attiday of r ► 19 j . Gfant0r: Rhodia Inc. Grantee: The Boeing Coupon 7149$Upb CN7500 Cranbury, NJ 08512-7500 isle: Director I&CS Paerlitiee Boeing Information Space & Ddemw System P.O. Box 3999, MC 8A-97 Seattle, WA 98124.2499 3 ,,.:... GO State of Waahington ) County of King ) ACIONOWLEDGMENT W. On this day personally appeared before me Robert D. Ormsby to me known to be the Director of MOS hada of the corporation which executed the within and foregoing instrument, and acknowledged said instrument to be the free and voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and on oath stated that he or she was authorized to execute said instrument and that the seal (Wang) affixed is the -corporate seal of mid corporation. In Witness Whereof I have hereunto set my hand and affixed my official seal this Zoti day of M aI.y . 199/. public in and for the State of W miffing at Zt, .1 a -- My conunimion expires eillq, 710961/pb ' • . , . _ - . •= ; State of New Jersey ) County ofKuldlesex ) ACKNOWLEDGMENT ss. On this day Person* appeared before me niornaLCMiiiatabb to me known to be the Director. RealkdflOstEgalifatidarigeffient of the corporation which executed the within and foregoing instrument, and acknowledged said instrument to be the free and voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and. on oath stated that he or she was authorized to execute said instrument and that the seal (deny) affixed is the corporate seal of said corporatiOIL In Witness Whereof I have hereunto set my hand and affixed my official seal tMit+J¼dayof lay 19911 in and finLThe State of ew Jersey residing at 7/ 144.4.4.4, cti11.44a My comntission expires WADY* S. LMICF0110 Wary Public, Ws of Neva Jersey • County et Massa COMM*01 Explree October 111, 2002 7109214in s 1 9806090935 31:ii L. si 1 ,ano a, Ilo, NUY1 1711.146, oont M .V.AT.LL N JT'eoC rT7--tom a., Alm-.o-i.or ,DU/1 • saro of, .w torw a males m I ZccM .OIN =ccH1f10S AVM 1VNIDZIVW '3 20070228002893.001 Return Address David W. Bever Carney Badley Spellman, P.S. 701 Fifth Avenue, Suite 3600 Seattle, WA 98104-7010 1111 jl! III II! 20070228002893 LANDAMERICA CO EAS 48.00 0 2/288//2007 114:54 KING COUNTY, IJA Document Title(s) (or transactions contained therein): / % 8- ROAD ACCESS & UTILITY EASEMENT 7 Reference Number(s) of Documents assigned or released: (on page — of documents(s)) N/A Grantor(s) (Last name first, then first name and initials): Museum of Flight Foundation, a Washington nonprofit corporation n Additional names on page __ of document. Grantee(s) (Last name first, then first name and initials): Container Properties, L.L.C., a Washington limited liability company 0 Additional names on page of document. Legal description Lot 2, Qity (abbreviated: i.e. lot, block, plat or section, township, range) of Tukwila Short Plat No. L05-057 is on page of document. X Full legal Assessor's Property Ptn. 542260-0010 Tax Parcel/Account Number con031.005 (ib 16c 01) FILED FOR RECORD AT THE REQUEST OF gLandArnerica win Commercial Services /6 &?379b 20070228002893.002 ROAD ACCESS &UTILITY EASEMENT (9229 East Marginal Way, Tukwila, Washington) THIS ROAD ACCESS & EASEMENT (this "Easement") is made and entered into as of February 28, 2007, by and between the MUSEUM OF FLIGHT FOUNDATION, a Washington nonprofit corporation ("Grantor") and CONTAINER PROPER HES, L.L.C, a Washington limited liability company and its successors and assigns, ("Grantee"). RECITALS: A. Grantor is the owner of real property comprising approximately 6.47 acres located at what is commonly known as 9229 East Marginal Way, Tukwila, King County Washington and legally described as set fort on the attached Exhibit A (the "Burdened Property" or "Grantor's Property"), which real property abuts to the east a main thoroughfare commonly known as East Marginal Way. Grantor's Property is further identified as Lot 2 on the City of Tukwila Short Plat, No. L05-507, King County Recording No.1''7e 1 L G 7 (the "Short Plat"). A Copy of the Short Plat is attached to this Easement as Exhibit B. B. Grantee is the owner of real property comprising approximately 13.50 acres, legally described as set forth on Exhibit C (the "Benefited Property" or Grantee's Property). Grantee's Property abuts the western boundary or Grantor's Property. Grantee's Property is further identified as Lot 1 on the Short Plat. C. The Easement is legally described as set forth on Exhibit D and depicted on the drawing set forth as Exhibit E (also referred to as the "Easement Area"). The Easement is further depicted on the Short Plat as the "35' Ingress, Egress & Utility Easement". TERMS AND CONDITIONS In consideration of the sum of One Dollar ($1.00) and other valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Grantor hereby grants, declares and conveys to Grantee, Grantee's successors and assigns, a nonexclusive perpetual easement ever, under, across and through the Easement Area, with a full reservation to Grantor for vehicular and utility use of the Easement area. 1. Incorporation of Recitals The recitals set forth in Paragraphs A through C above are hereby incorporated by reference. PAGE 2 (03003-0179-000000/M0F Access Road Easement ('ib16cv011.doc) 2/19/07 20070228002893.003 2. Purpose Grantee shall have (a) the perpetual right of non-exclusive access, ingress and egress over, across and through the Easement Area for the purpose of vehicular access to and from Grantee's Property, and (b) for the purposes of using, operating, repairing, maintaining, replacing the Easement Area including underground utility lines. Grantor shall also have to right to use and enjoyment of the Easement Area for non-exclusive vehicular access to Grantor's Property and also for the purpose of installing, using, operating, repairing and maintaining utility lines in the Easement Area. Neither Grantor nor Grantee shall permit the parking of vehicles within the Easement Area or the blockage of the use of the Easement Area, 3. Compliance with Laws and Rules Grantee shall at all times exercise • its rights herein in accordance with the requirements (as from time to time amended) of any public authority having jurisdiction and all applicable statutes, orders, rules and regulations. 4. Construction and Maintenance. Grantee at Grantee's sole cost and expense shall construct, build, maintain and repair the road over the Easement Area, and shall maintain it in good repair and condition. Work performed by Grantee on the Easement Area be completed in a careful and workmanlike manner, free of claims or liens. Grantee shall prcvide Grantor with a least ten (10) business days notice of the need to do any work in or on the Easement Area, and shall coordinate such work with Grantor so as to not unreasonably interfere with Grantor's use of the Easement Area, and so as to not interrupt access over the Easement Area during Grantor's regular business hours. Grantee shall cause any liens filed against the Easement Area as a result of Grantee's work to be removed within ten (10) days written notice or to post a bond equal to 150% of any such lien to protect Grantor's title to the Burdened Property. Upon completion of any entry or work, Grantee shall promptly remove all debris and restore the F.asement Area 5. Insurance and Indemnification. (a). Grantee shall, at its sole cost and expense, procure and continue in force a Commercial General Liability Insurance policy providing limits of not less than two million dollars ($2,000,000.00) combined single limit of liability applicable to both bodily injury and property damage per occurrence in aggregate, Grantee shall also have Grantee's general contractors procure similar insurance. Any insurance policies required hereunder, including the general contractor's insurance, shall name Grantor, and Grantor's mortgagee (if applicable) as an additional insured and Grantee shall furnish Grantor evidence of said insurance coverage prior to Grantee's execution of this Agreement. (b). In addition to the foregoing, Grantee shall indemnify, defend and hold Grantor, and its respective employees, officers, directors, agents and invitees harmless from PAGE 3 [03003-0179-000000/MOF Access Road Easement (lb 16cv01').doc] 2/19/07 20070228002893.004 and against any loss, cost, damage, injury, expense (including reasonable attorney's fees), cause of action, claim and/or lien arising, filed or made against or incurred by Grantor and/or the Easement Area and/or the Grantor's property arising or incurred by reason of the acts or omissions of Grantee, its agents, employees, contractors, sub -contractors, invitees or Grantees in the use of the Easement Area or the exercise of the rights granted hereunder. This indemnity includes, without limitation, third party claims by government agency or authority regarding permits for work or the authority of Grantee to perform construction work on the Property. The foregoing indemnification shall not cover any loss, cost, damage, injury, expense (including attorneys' fees), cause of action, claim or lien to the extent the same is caused by the negligent act or omission of Grantor, its employees or agents. The provisions of this Section 5(b) shall survive the expiration or earlier termination of this Easement. 6. Covenants Running with the Land The terms and conditions of this Easement Agreement shall be covenants running with the land, and shall burden and benefit Grantor, Grantee and their respective successors and assigns in interest of the Grantor Property and the Grantee Property, respectively. At such time as Grantee no longer owns any of the Grantee Property, Grantee shall thereupon be released from all liabilities and obligations hereunder arising after the date of the trap fer of Grantee's interest, and all such liabilities and obligations shall be binding solely on Grantee's successors in interest to title to the Grantee Property. 7. Assignment to Utility Provider The easement rights with respect to utilities granted hereunder are assignable by Grantee to any provider of utility services to the Grantee Property so long as such utility provider agrees to be bound by all of the terms) and conditions set forth herein and Grantor consents to such assignment, which consent shall not be unreasonably withheld or delayed. Upon any such assignment, Grantee shall thereupon be released from all liabilities and obligations hereunder that accrue after the date of such assignment and all such liabilities and obligations shall be binding solely on the assignde. 8. Attorneys' Fees in the event either party brings a legal action against the other party to enforce its rights hereunder, the substantially prevailing parity shall be entitled to receive reimbursement from the other party of such prevailing party's dosts incurred in such legal action (including the costsof appeal), including the reasonable fees and disbursement of the prevailing party's attorneys, in addition to all other rights and remedies available to the prevailing party at law or in equity. t03003-0179-000000Rv1OF Access Road Easement ('ibl6cv01').docl PAGE 4 2/19/07 20070228002893.005 9. No Merger of Estates This Easement shall not extinguish or terminate by operation of the doctrine of merger or otherwise due to the existing or future common ownership of the real property described herein. 10. Choice of Law This Easement Agreement shall be governed by the law of the State of Washington, exclusive of its choice of law rules. 11. Warranty and Representation of Authority The parties each represent to the other that theperson or persons executing this Easement has authority to do so and to bind the parties hereunder. All consents, permissions and approvals related to entry into this Easement Agreement, and the obligations hereunder, have been obtained. 12. Severability Invalidation of any of the provisions contained in this Easement Agre application thereof to any person, by judgment or court order shall in no way other provisions thereof or the application thereof to any other person and the s in full force and effect. rent, or of the ect any of the e shall remain 13. Non -Waiver The failure of any party to insist upon strict performance of anyl of the terms, covenants or conditions hereof shall not be deemed a waiver of any rights or remedies which that party may have hereunder or at law or equity and shall not be deemed waiver pf any subsequent breach or default in any of such terms, covenants or conditions. [03003-0179-000000/vMOF Acces Road Easement eib 16cv01').doc] PAGE 2/19/07 20070228002893.006 IN WITNESS WHEREOF, the parties have executed this Easement Agreement as of the date first above written. Grantor: MUSEUM OF FLIGHT FOUNDAION, a Washington nonprofit corporation By: Bonne J. Du its: Pres_dent & r Grantee: CONTAINEa PROPERTIES, LLC, a Washington limited liability company By: • Mark W Robison Authorized NI (03003.0179.000000/MOF Acres mber PAGE 6 Road Ea$ement ('ibl6cv01').docj 2/19/07 20070228002893.007 STATE OF WASHINGTON ) ) ss. COUNTY OF KING s ) On this d day of bruary, 2007, b5.fre me personally appeare_ me known to be the i C�- U of Grantor MUSEUM OF FLIGHT FOUNDATION, a nonpro it corporation that executed the within and foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said non profit corporation, for the uses and purposes therein mentioned, and on oath stated that he was authorized to execute said instrument. WITNESS my hand and official seal hereto affixed the day and year first above written. (Use This Space for Notarial Seal Stam4\s‘\‘‘‘ttt11 �.`` EVOE[ r11�/ g$ION Fy f: Q-jr��0144 .4p �A /WAg' , U2 ia.�r�%� Notary Publiin and for the Ste of Washington, residing at I r My commission expires: a% • �•s/d� • ti [Type or Print Notary Name] PAGE 7 [03003-0179-000000/MOF Access Road Easement ('ib 16cv01'}.docl 2/19/07 20070228002893.008 STATE OF WASHINGTON ) ss. COUNTY OF KING ) On this 2,1, day of February, 2007, before me personally appeared MARK W. ROBISON to me known to be the Authorized Member of CONTAINER PROPERTIES, L.L.C., the limited liability company that executed the within and foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said limited Iiability company, for the uses and purposes therein mentioned, and on oath stated that he was authorized to execute said instrument. WITNESS my hand and official seal hereto affixed the day and year first above written. mutt A, gtarial AOTbsf1: r rd ;t.Nc' o s. N111: N%' 0 0.,o t Notary Public in and for the State of Washington, residing at My commission expires: o Ti *tunti [Type or Print Notary Name] [03003-0179-000000/MOF Access Road Easement ('ib16cv01').doc) PAGE 11 2/19/07 20070228002893.009 EXHIBIT A LEGAL DESCRIPTION BURDENED PROPERTY- GRANTOR'S PROPERTY Lot 2, City of Tukwila Short Plat No. L05-057, recorded under Recording No. 0160 715 ,ZZCCID0007 t03003-0179-000000/M0F Access Road Easement ('ibl6cv01').doc] PAGE 9 2/19/07 20070228002893.010 EXHIBIT B CITY OF TUKWILA SHORT No. L05-057 j03 003-0179-000 000/MOF Access Road Easement ('ib16ev01').doc] PAGE 10 2/19/07 EXHIBIT C LEGAL DESCRIPTION BENEFITED PROPERTY-- GRANTEE'S PROPERTY Lot 1, City of Tukwila Short Plat No. L05-057, recorded under Recording No (03003-0179-000000/MCr Acness Road Easement Cibl6ev01').docl 20070228002893.012 �bo'f o22k. coe'oc 7 PAGE 11 2/19/07 20070228002893.013 EXHIBIT D LEGAL DESCRIPTION OF THE EASEMENT AREA [03003-0179-000000/MOF Acc ss Road Easement Cibl6cv01').doc] PAGE 12 2/19/07 20070228002893.014 LEGAL DESCRIPTION INGRESS/EGRESS AND UTILITIES EASEMENT An Ingress/Egress and Utilities Easement over, under, and across the following described land: That portion of Tracts 1 and 2 of The Meadows, according to the partition map of part of the Francis McNatt Donation Land Claim No. 38 filed in King County Superior Court Cause No. 120091, and of the abandoned bed of the Duwamish River, all located in Section 33, Township 24 North, Range 4 East, Willamette Meridian, in King County, Washington, and all lying Westerly of the Westerly margin of East Marginal Way South and also Westerly of the parcel of land adjoining East Marginal Way which was conveyed to Great Northern Railway Company by Deed recorded under Recording No. 4784818; lying Easterly of the Easterly margin of the right-of-way of Commercial Waterway District No. 1 {Duwamish Waterway); lying Southerly of the hereinafter described "Line A"; lying Northerly of the hereinafter described "Line B", and lying Easterly of the hereinafter described "Line C". Line A: COMMENCING on the Westerly margin of East Marginal Way South, which point bears North 88° 07' 02" West a distance of 2470.01 feet along the Donation Claim Line and South 22° 32: 07" East a distance of 648.77 feet along the Westerly margin of East Marginal Way South from the intersection of the line between the Donation Claims of Francis McNatt and Henry Van Asselt With the East fine of Section 33, Township 24 North, Range 4 East, Willamette Meridian, In King County, Washington; RUNNING THENCE South 88° 51' 08" West, a distance of 1574.72 feet to the East line of Commercial Waterway District No. 1; THENCE Sotllth 14" 00' 00" East along said Easterly line, a distance of 237.76 feet to the POINT OF BEGINNING of said "Line A"; THENCE South 88` 51' 08" East, a distance of 1058.10 feet; THENCE South 22° 10' 28" East, a distance of 46.03 feet; THENCE South 88° 51' 08" East, a distance of 542.82 feet to the Westerly margin of East Marginal Way South and the terminus of said "Line A"; Line B: COMMENCING on the Westerly margin of East Marginal Way South at a point which bears North 88° 07'02" West, a distance of 2470.01 feet along the Donation Claim Line and South 22° 32107" East a distance of 1374.17 feet along the Westerly margin of East Marginal Way South from the intersection of the line between the Donation Claims of Francis McNatt and Henry Van AM`selt with the East line of Section 33, Township 24 North, Range 4 East, Willamette Meridian, in Icing County, Washington, said point being at the intersection of the Westerly margin Project Name: Davis Property & Investment August 31, 2005 Revised: October 27, 2006 Revised: January 17. 2007 WRWrss 10265L.003.ddc Exhibit: 10265EX3-ACC.dwg Page 1 of 2 20070228002893.015 of East Marginal Way South with the North line of Van De Vanter Stock Farm Tract and the POINT OF BEGINNING of said "Line 3"; THENCE North 88° 18' 58" West, a distance of 14.95 feet; THENCE North 85° 46' 07" West, a distance of 486.97 feet; THENCE North 83° 08' 12" West, a distance of 117.00 feet; THENCE South 85° 06' 48" West, a distance of 119.00 feet; THENCE South 71° 49' 21" West, a distance of 110.17 feet; THENCE South 62° 42' 32" West, a distance of 842.28 feet to the Easterly line of the right-of-way of Commercial Waterway District No. 1 and the terminus of said "Line B". Line C: COMMENCING at the aforesaid POINT OF BEGINNING of said "Line A"; THENCE South 88° 51' 08" East, a distance of 956.07 feet to the POINT OF BEGINNING of saki "Line C"; THENCE South 00° 50' 26" East, 445.25 feet to the above -mentioned "Line B" and the POINT OF TERMINUS. Said easement being a strip of land, 35 feet in width, Tying 17.50 feet on each side of the following described centerline: COMMENCING at the Northeast corner of said property on the Westerly right-of-way of East Marginal Way; THENCE South 22° 32' 07" East, 19.11 feet along said right-of-way line to the POINT OF BEGINNING; THENCE parallel to the North line of said property and Tying 17.50 feet South thereof, North 88° 51' 08" West, 668.67 feet to the terminus. The sidelines of said easement shall be shortened or lengthened as necessary to intersect at the Easterly and Westerly boundaries of said property. Situate In the City of Tukwila, County of King, State of Washington. /7..;jllt/'�.����� R. Project Name: Davis Property & Investment August 31, 2005 Revised: October 27, 2006 Revised: January 17, 2007 WRW/Jss 10265L.003.doc Exhibit: 10265EX3-ACC.dwg Page 2 of 2 EXPIRES 08-1 42007AAA, d EXHIBIT E DRAWING OF EASEMENT AREA [03003-0179-000000/MOF Access Road Easement ('ib16cv01').doc] 20070228002893.016 PAGE 13 2/19/07 20070228002893.017 0 J PROPOSED S88'51'08"E 661.60' L35' INGRESS, EGRESS & U11LIrY EASEMENT N88'51'08"W 675.74' S22'32'07'E 19.11' P.O.C. PROPOSED LOT 2 0 75 150 SCALE: 1"=150' 300 Date/Time:10/27/2006 7:49 AM o,,..,, BGM °mo dd WRW of p„r,d WRW 00,01/1 7/07 Scale: Horizontal 1"=150' Vertical N/A 18215 72ND AVENUE SOUTH KENT, WA 98032 (425)251-6222 (425)251-8782 FAX CML ENGINEERING, LAND PLANNING, SURVEYING, EMARONMENTAL SERVICES Job Number 10265 Sheet: 1 of 1 20070228002893.011 FUR iom0\10265\Woo,Wb\IMISSro1e.v oobRti+:+/n/aom ,:t+ PM sda4006,3 Sh)R uh *.r {{ll P fl 13° Alsig IRMI r• ; m 0 a 0 m '18Na 10 riaAl��r,�Y/--/ • N 9 Pn a NNK ,.1 ,� 20070228002894.001 Return Address David W. Bever Carney Badley Spellman, P.S. 701 Fifth Avenue, Suite 3600 Seattle, WA 98104-7010 200702280028941�1011 'Ilb! LANDANERICA CO EAS 41.00 PAGE002/2/207 1; 5 8/04 KING COUNTY, WA Document Title(s) (or transactions contained therein): / 0 TEMPORARY WATERLINE EASEMENT Reference Number(s) of Documents assigned or released: rt (on page of documents(s)) N/A Grantor(s) (Last name first, then first name and initials): Museum of Flight Foundation, a Washington nonprofit corporation r Additional;names on page _ of document. L. Grantee(s) (Last name first, then first name and initials): Container Properties, L..T.,.C.., a Washington limited liability company LiAdditional names on page _ of document. Legal description (abbreviated: i.e. lot, block, plat or section, township, range) Lot 2, City of Tukwila Short Plat No. L05-057 X Full legal is on page of document. Assessor's Property Tax Parcel/Account Number Ptn: 542260-0010 FILED FOR RECORD AT THE REOUE4T OF LandArrierica ME Commercial Service con03 1.005 (ib 16cv02) 20070228002894.002 THI and entere FOUNDAT PROPERTI ("Grantee TEMPORARY WATERLINE EASEMENT TEMPORARY WATERLINE EASEMENT ("Temporary Easement'') is :made into as of February 2i 2007, by and between MUSEUM OFi FLIGHT ON, a Washington nonprofit corporation ("Grantor") and CONTAINjR S, L.L.C, a Washington limited liability company and its successors and asciggr s, RECITALS A. Grantor is the owner of real property comprising approximately 16.47 ac s located at hat is commonly known as. 9229 East Marginal Way, Tukwila, King Co ty. Washingto and legally described as set fort on the attached Exhibit A (the "Burden d Property" "Grantor's Property"),. • B. Grantee is the owner of real property comprising approximately 13.50 acres, Legally described as set forth on Exhibit B (the "Benefited Property" or Grantee's Propert$'). Grantee's roperty abuts the western boundary of Grantor's Property. C. Grantee has requested the right to a temporary waterline easement hive feet in width as d picted on the drawing set forth as Exhibit C (also referred to as the '"Basern nt Area"). enerally, the Easement Area commences at the southwest corner of Granto 's Property, ortherly a distance of approximately 360 feet along the western boundary of Grantor's Property using new 1" piping material, then easterly a distance of approxirnat ly 670 feet to the City of Tukwila right of way using the existing 6" piping located imderne th the Prope4 TERMS AND CONDITIONS N W, THEREFORE, for and in consideration of the sum of One Dollar ($1.00) and other valu ble consideration. the receipt and sufficiency of which is hereby acktiowledgk Grantor hereby grants, declares and conveys to Grantee, and its successors and assigns in title to the trainee Property, a temporary waterline easement over, under, across and through the Easement .f►rea. 1. Incorporation of Recitals The recitals set forth in Paragraphs A through C above are hereby incorporated by reference. 103003-0179.000000/M0P Access Road Easement ('ib16cv01').doc1 PAGE 2 2/19/07 20070228002894.003 2. Pumos This Tmporary Easement is for the purpose of installing and maintaining' and utilizing a to rary waterline inside and underneath the Easement Area. At such ti e as the landscapin being planted for the benefit of Grantee's Property, which consi$ts .y of native plantin s, becomes self sustaining, Grantee agrees to terminate thi Temporary Easement and : bandon any interest in the new or existing piping. 3. Com.1 ance with Laws and Rules Grante shall at all times exercise its rights ..herein in accordance wit the requirements (as from time to time amended) of any public authority having jurisdictio and all applicable tatutes, orders, rules and regulations. 4. Grantee's Use and Activities (a) G cost and expe careful and w against the E written notice Burdened Pro debris and rest (b) If of Grantor's contractor(s) s Grantor's dev alteration of with respect t (c) of the tempo 5. Coven tee shall install, maintain and repair the temporary waterline at Grantee's se. Work performed by Grantee on the Easement Area shall be complete< rkmanlike manner, free of claims or liens. Grantee shall cause any liens etihent Area as a result of Grantee's work to be removed within ten (10) r to post a bond equal to 150% of any such lien to protect Grantor's title 1 erty. Upon completion of any entry or «cork, Grantee shall promptly remo re the Easement Area e any portion of the temporary waterline should interfere with the develol operty, Grantee upon receiving ten (10) deys notice from .Grantor) or Cn-a all vacate and terminate the use of that portion of the waterline interfering lopment, with no liability to Grantor resulting from the subsequelt rerno e new piping or existing piping, and Grantee will continue to indetihnify G third party damages as provided in Section 6 below. own Tina filed days o the e all ment ►tor's with gal or antor e temporary waterline shall be separately metered and charges related to the use Waterline shall be billed to Grantee and paid for by Grantee. nt�s Running with the Land The ternils and conditions of this Temporary Easement shall be covenants running with the land, arid shall burden and benefit Grantor, Grantee and their respective successors and assigns i interest of the Grantor Property and the Grantee Property, until such time as this Tempor 4asement is terminated. [03003-0179-000 F Access Road Easement ('ibl6cv01').doc] PAGE 3 2/19/07 20070228002894.004 6. Insurar}ce and Indemnification. (a). G-antee shall, at its sole cost and expense, procure and continue i f ce a Commercial General Liability Insurance policy providing limits of not less than two illion dollars ($2,000,000.00) combined single limit of liability applicable to both bodily ioj and property damage per occurrence in aggregate. Grantee shall also have Graritee'general contractors pr ure similar insurance. Any insurance policies required hereunder, Including the general c tractor's insurance, shall name Grantor as an additional insured anci Grantee shall furnish grantor evidence of said insurance coverage prior to Grantee's executidn off this Temporary Easement. (b). In addition to the foregoing, Grantee shall indemnify, defend Grantor, and its respective employees, officers, directors, agents and invitees harm and against any loss, cost, damage, injury, expense (including reasonable attdrne 's cause of actio , claim and/or lien arising, filed or made against or incurred by Grant r the Easement Area and/or the Grantor's property arising or incurred by reason of the a omissions of Grantee, its agents, employees, contractors, sub -contractors, inite Grantees in a use of the Easement Area or the exercise of the rights granted he This indemnity includes, without limitation, third party claims by government a authority regaj on the Prope injury, expens ding permits for work or the authority of Grantee to perform construct ty. The foregoing indemnification shall not cover any loss, cost, e (including attorneys' fees), cause of action, claim or lien to the e same is caused by the negligent act or omission of Grantor, its employees or age provisions of this Section 5(b) shall survive the expiration or earlier termirlatio Easement. 7. Attorneys' Fees id hold from ees), �d/or ts or s or ret;ndcr. ell), or on work damage, te t the ts. The of this In the event either party brings a legal action against the other party to er fore its rights hereunder the substantially prevailing party shall be entitled to receive roimburs ment from the othe- party of such prevailing party's costs incurred in such legal actibn (including the costs of appeal), including the reasonable fees and disbursement of the prevailin parry's attorneys, in addition to all other rights and remedies available to the prevailing party law or in e quity. This Temporary Easement shall not extinguish or terminate by opet'atio cf the doctrine of mrger or otherwise due to the existing or future common ownership of the real property desc ibed herein. 8. No Merger of Estates [03003-0179-000608/M0F Access Road Easement Cib 16cv01').doc) PAGE 4 2/19/07 20070228002894:005 9. Choic of Law This Temporary Easement shall be governed by the law of the State of W..hington, exclusive of its choice of law rules. 10. WarralIity and Representation of Authority The pirties each represent to the other that the person or persons executing this Easement has authority to do so and to bind the parties hereunder. All consents, pe m ions and approvals related to entry into this Temporary Easement, and the obligations h�re>inder, have been obtained. 11. Severa.ili Invalidation of any of the provisions contained in this Temporary Easementr application th reof to any person, by judgment or court order shall in no way affect a y other provisio s thereof or the application thereof to any other person and the same shah r in full force an effect, 12. Non -Waiver The f covenants or that party ma subsequent bri f the f the main 'lure of any party to insist upon strict performance of any of thterms, onditions hereof shall not be deemed a waiver of any rights or remedies vkhich have hereunder or at iaw or equity and shall not be deemed a waivr of any ach or default in any of such terms, covenants or conditions. IN WITNESS WHEREOF, the parties have executed this Temporary Easem nt .s of the date first above written. Grantor: MUSEUM OF FLIGHT FOUNDA'ICN, a Washington. nonprofit corporation By: Bonnie S. Mbar Its: President , EO 103003.0179-000000 OF Acces Road Easement (lb !6 vO!';.doc] P GE 5 2'19,07 20070228002894.006 Grantee: CONTA PROP I RITES, LLC, a Washingto By: Mark Robiso It's Authorized limited liability company STATE OF WAS COUNTY ember HIN TON F KING On this me known to FOUNDATION, and acknowledgt profit corporatio was authorized tc WITNES written. -LIGHT a p rpo ation that executed the within and foregoing in truinent, d th said instrument to be the free and voluntary act and deed of said non , foil the uses and purposes therein mentioned, and on oath state 1 that he exepute said instrument. • ay cbru , 007 b ore me personally appear .% fi! be the of Grantor MUSEUM OF no r fit co r hand and official seal hereto affixed the day and year fi st bove (Use This Space for Notarial Seal Stam \‘‘‘‘tt1 sloe 11h4 '''g1dN'F*,� ' Z= 0? 4 pTAR F �a � aun. 103003.0179-000000/M0F Acc Notary Publi residing at� My 72,mission expire nebe n an for the S to of Washin e— [Type or Print Notary Name] s Road Easement {'ib16cv01'),doc) AGE 6 2/19/07 20070228002894.007 STATE OF WASHIN COUNTY OF KING On this 2t' ROBIsoN to me kno L.L.C., the limited lia acknowledged the sai liability company, for was authorized to exe WITNESS my written. TON ) ss. day of February, 2007; before me personally appeared ARK W. to be the Authorized Member of CONTAINER PROPR ' S, ility company that executed the within and foregoing instru eni, and instrument to be the free and voluntary act and deed of said li ited the uses and purposes therein mentioned, and on oath stated th t he to said instrument. hand and official seal hereto affixed the day and year first .bove Notary Public in and for the State of Washi residing at Sc My commission expires: Q 61 0 / j tM gt o n, [Type or Print Notary Name] (03003-0179-000000/MOF Access Road Easement ('ib16cv011.doc) PAGE 7 4/I 9/07 20070228002894.008 EXHIBIT A LEGAL DESCRIPTION BURDENED PROPERTY- GRANTOR'S PROPERTY Lot 2, City of Tukwila Short Plat No. L05-057, recorded under Recording No.2Ot27 027. ?OMoO'1 [03003-0179-000000/MOF Access Road Easement Cib16ce01').docJ PAGE 8 19/07 20070228002894.009 EXHIBIT B LEGAL DESCRIPTION BENEFITED PROPERTY-- GRANTEE'S PROPERTY Lot 1, City of Tukwila Short Plat No. L05-057, recorded under Recording No. Po076 400007 [03003-0I79-000000/MOF Access Road Easement ('ib16ev0I').dGel PAGE9 i/19/07 20070228002894.010 EXHIBIT C DRAWING OF TEMPORARY EASEMENT LOCATION IS ON FILE AT BARGUAUSEN CONSULTING ENGINEERS, 18215 72ND AVENUE SOUTH, KENT, WASHINGTON 98032 PHONE: 425-251-6222 [03003-0179-000000/Temporary Waterline Easement ('ibl6cv02').doc) PAGE I 2/ 19/07 4784818 AR Jlvan .The Grantor, MONSANTO CHEMICAL COMPANY, a Delaware Oh with its principal plate of business at St. Louis, , ;.licensed to do business in the State of Washington, th.Iffa.prinaipal place of business therein at Seattle, King 'enn#y,..Neshington, for and in consideration of Four Thousand Pcwr fired and Ninety -Five Dollars ($4,445.06) in hand paid, CC V S.AND WARRANTS, subject to easements and reatricti.ona pf rCCOrd, to OREGON-WASHINGTON RAILROAD h NAVIGATION COMPANY,'"a corporation, GREAT NORTHERN RAILWAY COMPANY,'"a corporation, NORTHERN PACIFIC RAILWAY COMPANY,' a corporation, and CHICAGO, MXLWAUKBT; ST. PAUL AND PACIFIC RAILROAD COMPANY/a corporation hereinafter called "Grantees," the following described real estate situated in the County of King, State of Washington: A parcel of land (containing 0.258 acre, more or less) situate in Tracts 1 and 2, The Meadows, according to the plat thereof, being a part of Francis McNatt Donation Land Claim No. 38 in Se'etion 33, Township 24 North, Range 4 East of the Willamette Meridian, King County, Washington, described as folljws: Beginning at the point of intersection of the north line of said Tract 2 with the westerly -line of Primary State Highway No. 1 (East Marginal Way) which point is 648.77 feet distant southeasterly, measured along said westerly line, from the north line of said Francis McNatt Donation Land Claim; thence southeasterly along the westerly .line of said highway a distance of 715.4 feet; thence northwesterly along a straight line which forms an angle of ;° ni . mole rorthwa.t_-t's-west with the westerly line of said highway a distance of 122 feet, more or lees, to a point. 17 feet Xdistant southwesterly, measured at right angles, traid westerly line of highway; 'thence northwesterly along a etraight line 1967 parallel with said westerly line of highway a distance of 603 feet, more or less, to a point in the north line of said Tract 2; thence east along said north line a distance of 105 feet, more or less, to the point of beginning. lowirPor; that 414r4ifiiTIV • 1?3 a cantor • ji steel£, its successors. d ent s1;Ea6ad afl they or', on. beta; sit,toa,"btu :or2 is"-te1 ve- . . . Iffmr 1 844' • ,*Grantor baacau4401411A dbea.to be umsAfto =weir. cokilmy - On the ?th day of March, 1957, before mo.persosally appeared R. K. Mueller, to me known to be a Vice Trealdant of MONSANTO CHEMICAL COMPANY, the corporaticin that executed the within and foregoittE illatrument, and acknowledged Amid laitru- ment to be.the free.t0d-voluntary act and dee44r7Old compare- ' tioa, for the'usea aAdApapposee therein mentilitt and okoath stated that be wimp autharised to execute said 1 &anent #04 that the seal affixed is the corporate seal of said corporation. IN WITNESS WHEREOF, I have hereunto set my hand and xed my official seal the day and year first above written.• R91741 THE GRANTOR, Monsanto Company (formerly Monsanto Chemical Company) a Delaware corporation, f-r and in consideration of the sum of One Hundred Twelve Thousand Eight Hundred Fifty - Seven Dollars ($112,857.00), in hand paid, grants, bargains, sells, conveys, and confirms to the Port of attle, a municipal corporation of the State of Washington, the real state together with all improvements thereon situated in the County of King, State of Washington, as is more particularly described in Para- graph I of Exhibit A, attached hereto and incorporated herein by reference. The Grantor for itself and for its successors and assigns does by these presentsexpressly limit the covenants of this deed as to the above described property, to those herein expressed, and excludes all covenants arising or to arise by statutory or other implication, and subject to all exceptions and reservations specified in Exhibit A does hereby covenant that against all persons whomsoever lawfully claiming or to claim by, through or under said Grantor and not otherwise, it will forever warrant and defend the said real estate described in Paragraph I of Exhibit A. AND IN ADDITION, Grantor conveys and quit claims to the Port of Seattle, a municipal corporation of the State of Washington, the real estate together with all improvements thereon situated in the County of King, State of Washington, as is more particularly described in Paragraph II of Exhibit A. IN WITNESS WHEREOF said corporation has caused this instrument to be executed by its authorized officer and attested by an Assistant Secretary and its corporate seal to be herreunto affixed this �S day of November, 1973. MONSANTO CO. ' ANY SEAL By Attest (-1,4) 4 nF/ A' '" Assistant ecretary STATE OF MISSOURI ) ) 8s. County of St. Louis) On this Is t- day of November, 1973, before me, the undersigned, a Notary Public in and for the State of Missouri, duly commissioned and sworn, personally appeared C11o_f, , Soand G. 13. Pr011evav to me known to be thee.;, ,,,,t{i, C' d t nd an Assistant Secretary, respectively, of Monsanto Company, the corporation that executed the foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and on oath stated that they were authorized to execute and attest the said instrument and that the seal affixed is the corpor- ate seal of said corporation. Witness my hand and official seal hereto affixed the d V and'ear first above written. NOTA PZIBLIC n an or e State of Missouri, residing at • C>'i•;i61S A.:000T 2.'1, 19i PARAGRAPH I - PARCEL A That portion of the abandoned beds of the Duwamish River lying be- tween the shore line meanders for the left and right banks of the Duwamish River as established by the commissioners for the com- mercial waterway district No. 1 and between the easterly line of the right-of-way of commercial waterway district No. 1 and the westerly line of the filled river bed and a portion of adjacent U lands to the north. All in the southeast quarter of section 33 township 24 north, range 4 east, W.M., King County, Washington, `j and descried as follows: `v Beginning on the westerly margin of East Marginal Way South at a point which bears N 89° 15' 54" W a distance of 2470.01 feet along 01 the donation claim line and S 23° 40' 59" E a distance of 1374.17 r` feet along the westerly margin of East Marginal Way South from the intersection of the line between the donation claims of Francis McNatt and Henry. Van Asselt with the east line of section 33, township 24 north, range 4 east, W.M., in King County, Washington, said point being at the intersection of the westerly margin of East Marginal Way South with the north line of Van de Venter stock farm tract; thence N 89° 27' 50" W a distance of 14.94 feet; thence N 86° 54' 59" W a distance of 486.97 feet; thence N 84° 17' 04" W a distance of 117.00 feet; thence S 83° 57' 56" W a distance of 119.00 feet; thence S 70° 40' 29" W a distance of 110.173 feet to the true point of beginning; thence S 61° 33' 40" W a distance of 840.02 feet, to the easterly line of the right-of-way of commer- cial waterway district No. 1; thence S 15° 00' 00" E along said easterly line a distance of 105.79 feet to a point of intersection with the south-easterly line of that portion of Slip No. 6 hereto- fore conveyed to Monsanto Chemical Company by deed recorded under Auditor's File No. 5018589; thence northeasterly along said south- easterly line the following courses and distances, N 68° 25' 58" E a distance of 156.80 feet; thence N 57° 44' 50" E a distance of 156.80 feet; thence N 44° 56' 54" E a distance of 91.66 feet; thence N 59' 16' 27" E a distance of 343.70 feet; thence N 69° 07' 29" E a distance of 121.56 feet to the westerly margin of the filled river bed of the Duwamish River, being the northerly pro- duction of the centerline of Francis Avenue (now vacated); thence N 27° 58' 19" W along said produced centerline a distance of 87.30 feet to the most northerly corner of said Slip No. 6 and true point of beginning. Containing 79,476 square feet (1.8245 acres) SUBJECT TO existing easement for a storm sewer in favor of King County, Washington, dated March 28, 1932, and recorded April 2, 1932 under County Auditor No. 2716188. RESERVING AND EXCEPTING from this conveyance hereunder the perpetual right and easement (i) to inspect, keep, maintain, repair, reconstruct, replace and relocate three drainage outfall pipelines now located on this Parcel A with Monsanto as grantor to bear all costa of the fore- going maintenance, replacement, etc., thereof; (ii) to discharge water therefrom in and on the property hereby conveyed with Monsanto as grantor to be responsible for compliance with all applicable en- vironmental and other laws retarding the discharge of water and to indemnify and save harmless the Port as Grantee from any liability or loss arising from these discharges; (iii) to enter upon, cross and recross said Parcel A for such purposes; and (iv) to enter upon, cross and recross said Parcel A for purposes of construction, inspec- tion, maintenance and repair of Grantor's equipment and facilities lo- cated on Grantor's adjoining property, provided, however, that .'e exercise of the rights reserved under this easement shall not un- reasonably interfere with the use of Parcels A and B by the Grantee. PARA(PAPR TT - PARCEL 2 SOUTH HALF That portion of the abandoned beds of the Duwamish River lying be- tween the shore line meanders for the left and right banks of the Duwamish River, as established by the commissioners for the Com- mercial Waterway District Nu. 1 and between the easterly boundary of the right of way of Commercial Waterway District No. 1 and the westerly boundary of the filled river bed, all in the southeast quarter of section 33, township 24 north, range 4 east, W.M., in King County, Washington, described as follows: Commencing at the south quarter corner of said section 33; thence north 89° 13' 33.2" west along the south line of said section 33, 715.075 feet to an intersection with the easterly right of way line of Commercial Waterway District No. 1; thence north 15° 00' 00" west along said easterly right of way line 446.92 feet to an intersection with said shore line meander of the left bank of the Duwamish River and the point of beginning; thence continuing north 15° 00' 00" west 79.97 feet; thence northeasterly the following courses and distances: north 68° 25' 58" east 156.80 feet; north 57° 44' 50" east 156.80 feet; north 44° 56' 54" east 91.66 feet; north 59° 16' 27" east 343.70 feet; north 69° 07' 29" east 121.56 feet to the westerly margin of said filled river bed, being the northerly production of the center line of Francis Avenue (now vacated) as platted in Moore's Five Acre Tracts, according to plat recorded in volume 9 of plats, page 28, in King County, Washington; thence south 27° 58' 19" east along the said produced line 87.30 feet to an intersection with said shore line meander of the left bank of the Duwamish River; thence southwesterly along said shore line meander the following courses and distances: south 67° 34' 30" west 160.72 feet; south 58° 51' 19" west 271.66 feet; south 41° 27' 38" west 68.72 feet; south 54° 41' 20" west 205.88 feet; south 68° 04' 25" west 156.18 feet; north 80° 44' 38" west 33.45 feet to the point of beginning. Containing 79,477 square feet or 1.8245 acres. 20070228900007 City of Tukwila Departrpent ol Community Development enti Soditteenter Boulevard, Tukwila, WA 661118 ..felephone (29E) 431-3670 FAX (206) 431-3665 .E-AN811( (14•19@Lylowttovre.uw, :SHORT PLAT NC),--10 5 - 057 0ECLARAtION •'. KNOw AW-VOI ETY MEM.ORESENT (MT WE. 11IE464DER0GNED. OMIER(S) N FFE SAM& OF ME WO HEWN DEsERTRED DO (EXERE-IME'A.smo susiimslom niF.ReOF FIRSLMX 10.92C11 58017.060 AM) ACKNOWEDCE DOT DSO SMENNISMI ''SBN T. NM 14. 1001001 IMMO PI ANY MANNER NNW A PERIOD 0E.015E YEAS, 0RO1.1 TIE GALE or REC00z.11.40:I1 THE-0760 Of. A FINAL PLAT. Ys: MIDERFAINED RATTER DE710S SWOT FUT ESSE ME GRAIMIC REPRESDITAIRON OF SAID BORT 0165041N AND.IHE SME ISPADE WITH ME:FREE CONSENTAND IN • .4CCORMACE WMI DIE/DESRE OF 94E 013111ER(S)....s 1,4 W/T-„,..,""Mggrryr.r. 'f,..g11L051 a'R. .7-74---'4w • • • picyfal Awe •.-re.-44.,(4_ ACKNOWLEDGMENT COMITY Of IOW STATE OF WASHINGTON SS. ON TINS DAY PERSONALLY APPLAM.0 MERL_ .1 4 • .4/-'1/ LAO. 10 et De wrowouAL 44.0 MEW.m•-• MEWED ME itio 615I07111•1 ANC ACIMONLECGEO MAT .IE/9E SCNE) ME SANE AS 446/341) VOLUNTARY ACT ACT No 01:810 FON 085 N. PURPOSES mrninnAfo THERON. GIVEN UNDO ATC PAM) At41) MM. SEAL DitS•"- OAY gt„. / VDC 444 / r stoudvw OF NOT.; P.T.47-C . . OP .„ • 1flAiP011:41' ekla, 5•N • APPROVALS • TUK LA SHORT SUE10;617.0N COmMITTVE APPROvK RE010143 ANO AFING,T, 41...-4 SNORT UfRuvriil MAW/4 NB -.MEM CERDOE) 4014 (NINO 11715'. Zi OE ftrzunpf 0001. • • 546'.1.4 mum rLe KING COUNTY FINANCE GIMSION ow Au !MC SS N SOFTICENT TO PAY Thr 14) 000)1)8181 MY. A. MIMI 4: AAO MAT NI oa, AS. FOR 541(5 AO Am MI A DC (NS /ETA S Ds 111! rok. 71.40 0R11151 TO Ns TT 10 • NT, OF ME NO. KERFIN UST AAT KING couNTY AsSSOR S APPROVAL orni.iy.co ...801006.0 This •t° 'ciAY Cl Aim; COUNTY ASZ:E531.11- 5‹..6 WAG COUNLY 542z.4.0 -oo,c TAX ACCSUNT NUMBERS LEGAL DESCRIPTION (OLD) OW Porn; Thr.-- TRACTS 1 ONO 2 OT Rif ATEA.XAVS.M.I.VRLING '0 1111.: 11815111125 (4E 3T PAM OF TV( FRANCIS fACNAr DONATION IAM: VA NO. .NC 1611) 44 <LC C7456411 BWRIGR WORT CACSE KLAIBER 120091. NO 0' THE APANOCHED BED OF THE OUWAIRSI MEN 411 01.11/3 TOMNIN 24 Nolol. rant 4 EAST, WILUMETIE MOAN, 11 IDIC GOAN, 09-14G56N. ANO omo WESTERN 0' THE 011,1,101 MARC.: OF CAST 404044M. Al." SOWN PO ALSO WESTERLY OF ME PARCEL OF TAW ACJOINPN EAST INRCINAL WAY 1314044 WAS :IMAM/ ILI GMAT ALYIDIENT R31164• 00NPA14Y EY DEED RECORDED MEV DLL'Adow, 10,48105 4764846 LYNG EASTERLY CF IIE EASTD67 NAACN •ofall O. WAY OF CCIAVERCIM. WATTWAY OSTRITT NO. I ',DOANE>, l810fl#41' 1444.0 SMINERLY OF ME HEOEDOETER 57S051011; 14* A443 1.100 %RI** Y Of /HE 10.11.440111 00•0100E2 1141 UNE Ai EECANING ON THE TESTERLY UARCin 00 FAST WARNS! AU ECU% ANACH ('01N7 BEARS ACHIN 1(..' '3, WEST A 145Th401s Yr 411111.04 1511 ALONG DE )o.u.ncw CIAN tin( AND %SCR 23' AO' 59. FAST A 06,FACE OF 648.7Y 13,4 A:.31)1() NIL wEsrER2. 1.061041 OF MT WARGNAI war SIXTH 41)014 .Ht 00L161.GNN FT Dr TOW REDDEN FE DONAInsn CLOAS OF FRANCS 11N0 MID HENRY 0A6 Assaf WITH Mr FAST 1.401OF SKIM M. umbleP 24 NoRtn. MACE 4 FAST, 1111L40E1TE WEDICVAL PI KIX COMM, WASHING'06( RJANNG TRUCE WEST k OsTANcE (d is, /2 .(i, ,0 0. ,,,s7 JNE or NANNING MENCE WIST A DISTAACE 15:412 ifEl 13 TRE EAST LINE CF COLCIERCUY WA.4,17/.11. 015141C4 NO, i; -...•,111ENCE SCUM 15' DO' 00' UST 0.0650 SAID EASTERLY LW A DISTANCE GI 237./6 FEE' TO 151 MOE 'Pow LY' HI•UNtitt, 13- SAID 1JNE.A,•,...,.. THENCE EAST A )TSUA.CE V4115313 MENM. SOUTN 23" 02CR EASY A CISTANCE lyf 4.03 FEEL 11104:EAS1A4185141EE CF 561 313 NITRE WESTERLY LIMON OF FAil .ARCHAL NAY SMITH AND THE TENVWX: $14111iv,• LINE-13, • .?,.. ...E.. Ncirinp4,126 IIIE WESTERLY NARDN"lf UST MOAN NA SOLIDI AT,47 PONT. AMEN REARS ACM I 39' I14'.!34* NEST A 051ANC4,012403OFFEZT &ONO Of WY:ON Efialt.U.NE Al) Jai- •/...' ft! SC YAsr A 1s1,11N0' 704-374 17 TEL ALONG Sk.,WESTUTLY'AARGIN' ['GAME LIARDMI: IlAY „<"SOWN FRO,K INF elTntsFcT.Ipli..yr ItyrIN,, uonui na_oliNA,tOm cu,.1.411' FLADET1 'AGNATE PO HENM VAN ....'• ASSEET 41161 ME UST JAE OF -sr 33. 10•NSIEE' 2itio-foLt?, UNCE•••:Fp:U7 NIFEAVF. axiom N Kl ..' *; EfillITY, ACASHI. SAJO P. ii,EENG AT THE 100257.50611 CF tHE 415100Y WAWA CF FAST vAlaRAI NA' ,.0111,1.-V:11 NC NOTTILESNE CF VAN GE NANTEk S?:165C. i'ANC, lltAct AID ME IRK 7014! OF ... /RENCE NORM 69'27• 50' DEST.1"01STAACE OF .14.1,4-NWE ,s' ••'' ..... . .-TecE flor),,as Se 55' SEST•A MIME r 4S6.97 FEEFi' ••.:. u.,:ist 1410011 LW 4)' 04' VAT A :47561... 1,7.00 F.XF: ., ..... , .._ _ .. -Theta SEVIN ST 57. 56-.SEST A 0810840-03 119_01.-/F li .i'. 61006 -MOH NT 40' 201.1S1 A CISTAK( OF 110.145 Fir. .:•-• .•,' ININCL SWAMI 1)'13' 0,- WEST A DIMNCI GE 510702 FEEL 70.11E EASIERTY IINF OF THE 160,1 0 NAY ff. MNIAMC-AN CA-,"RwAY,..0610:67 NO (.;AN) IMF TEININUS OF SAC' DlNE.-6 ; .. MGRIWN MIN 141 dA111."1" CROSpIllE PARCEE-CCNADED 10.)7•EAT,WORTREIN R.4.pr'OiAgic.., AS .. . kasFRyo) N DEED REcO190),.4.11geR RECORDINt NUL1639 AMNO..N. :- Rolm,: is iii (air Et IUKKIA. ()DOTY Cr:YknO, MITE Er AYSIVIS-On. ...: LEGAL DESCRIPTION (NEW/...)eE, 8CI0050 ro 0/F/Kir BASIS (5 oosucS) . . MAT 0.11MIN IF DUCTS 1 ANU 2 OF THE I083)014F, AMORDING TA. 1M PAffil;o104µ;.00.1s6t1 or of FRANop:-. :CHAT" CONAPON LAA0 ClAy S0.35 FM PI EKG COUNTY strEALT war GAINF 71:NEY; ISCes,. AIM ..• 0: FIX ASANCY)NED EED OF THE DVNAMSH PVIL AlLOCATI'D th Wok :2. TCSIOlf 24 NORTE(' ./' 4*05)3 4 LAST WLLAIIETTE KUMAR. N TING COUNTY, WASTANSEGN. AND'411 mic VESTERLY qz,t) .,-'' WESTERLY (ORM OF E051 ummtw. NAT SIM /N1 N SO 04SIE7,Y of EX' PARCE4 OF UPC AD.1011042.EAST MIMI. WAT MIAN WAS Eirrevro 10 CHEAT AMMON INLYle COMPANY 0, On-Olit.0CROED uKCER: RECORONG NASDER 4754*4I1* LYNG :ASTEILY CF THE EASTEiLY VA'4804 OF 11-F ',Iota it, RAY CF CC6VE31UAL ..' • WATERWA. C0TR175 NO. 1 W.F./Aug- YLATERNAY), _YNG SOUTHERLY OF ME :tatotorrat Dzsailee-IRE 01-; AL, o rm. 001,12.11Y Of FOC IICIENA7CR OESCRE) INF 40, LINE 80. 10144eN0N10 INT '110 00915111.1 11001014 Cr EAST 14A7C4818L WY 304,11. 61(5 MIR 4010 NOFall 1)00E02' XST. A XSTANCE OF 2,70.01 FFET A OW INF CPNAMAN 7134444 JAL .00 SOUTH 2/1207- UST, A PSTANCE CF 648.T: F1E1 ALCNG ME 14711E5)LY /.43RGIN OF E801 A•oil.MAI. MY SOUTH :ROY ME latWACTON OF THE UNE 61)60D1 HE DONADON COSTS OF FINACCS LICNAT: AND DEWY .....-AN51A5604( ND: Tor Tom 1 AF 0" 5ECTlf. 33. TRANCAP 21 KOROT, 81.520 • EAST, WALNAETTE 3/E60461, et ocAc couirry CASNdIGTCft RUNNNG o•Enztf•Uni 8851'C8' REST A DETAKE OF 1574.72 71F1 10 6* A,s, . 6. oy ;6:66, 6,3A, RAFROYAY OI57RE17.00. Y. ,-IPZOYCE SOJTA 14'0E00' FAST, ALCHC SAO EAST56.1' LAE A OSTUCE OF 237.76 'EFT TO -17, ....' 1.111/C :0- 133:31.11,V.TY Skt) "UNE A.: ,.. TIEN,,E &NTH 27310er IASI. A 04414114 00 1805.10 F-FC .. INDCE Salii 2Z1.01r FAST,A*NSIARCrOf •40.03 FED: .. .7 0fiiCE &SUM 5S51'03..EASt A OtSTRICE OF SA2E2. FEE- it TIE ABlERLY 14ADCN OF FAST 31ARDHAL WAY .• .sDifflmo IN': 1.,6*AIS Oh min 1114i A'. .• CDWAFACM7.41,..(Ni WPC116R 4Ant5Rc31,,C3S, tiARGIN•E.WAY sc&Ini. Pr A KIK 7/313GH BEMS NCRTH .669)1'01'.'111.S7. 2470.0.1. FT9 Al Of.F.‘14i 1YAATICIT CLAM ',YE e.;‘,0'.... sAAN 22'32Or UST, 1374,17 "LET NOM ENE.V.ESTEWL).• ALARANDF LAM soficeut No -051.111: 1.1CN . 11-E NIER50:41*. Cf THE UNE 8E1NEE.1139.E )0441E0I CLANS .OF 'RNIDS UCNATT AND REMO MN ASSEL' <DI TE .71;" LW OF SECTION 13, TOMS., 24 NORTH, DOCE 4 EVE. WILUNETTE ursINAN.. nro (oft4rr.: vOiNC1017101) Nog BEM Ai NE NIERSECTiOn OF tle•w:STERLY &WASH OF EASY:- m1)1:1401. 41`",SOUTII Am! 111C•1,1311111307. OE 7881OE 0A07ER STOCK ,EA631 TRACT ANR'llE ,OINT OE. 80CNNI5 oi•sao ,16E EM, .. . .. THENCE ICEN<Bgurse trEst. A CSTAKCE.OE 16.35 EEET. ..' . . . . ... THENCE AtRT• 85,641( WEST. A CETANCE OF 456,97 FM: .s' .. .• nil no 40811 t MSC A' V t(41..A. MSEINCE OF 1 ( ESO F.ET• -. .. . •• .. .." • .. . THEME SOO. 135'316'48' WEST, A INSTAOKE Cf 14.4.33 FEET; i _. .. . .- THD•CE 903111 7r4S21. NEST. A DISTANCE OF 1:10.,7 FEET. ...... .. . MENGE SOUTH 6742.12. '4)151, A DISTANCE Or NZ.23 FEEL TO nf EASTERLY L04: Cf...'RE RKAII OF WAY OF .. COMIERMN WAT06.04 NSW, NO. 1 IAN :IA TONDLS or sAin 1,14E.TM . . . .. . . TM wn. in-E Rica-Y to cficss THE rARcit con'.,ExEc TO.EREAT;NCHC-ERN P.M,..WAY CGIO.A ocol-,F1 AS „ •- . . RESERRE) In GEED PECOFEED UADER RECORDS* NUMSER •05Atlia.?' .. .. . • sioNT Pi INF CITY Oi AO R.% ruiymy 47. KIA,. SIAI .. Of YIAS4CPYT,. ., ..- ..• . .. . . .• LOT 1 • • .• . . . . i v.: 1.1111.A. CT on: Kim IOC KB' OF ME FIXLCNINC RENE C., . .. . . . colAnYnOYG Ai ThE AMKSAKI PCNT DI 415‘661A: AI NM) lt A It', . . HENCE SUM, 6051'00'LAST. A DS'ARCE 0, 956 CO FT M. ME K1NT DF SEMNAING; '''1 ThErycE 301731 =9326' CAST. 44325 FEET TO ADM 0E'110045 'JAE S' `Z,G THE PON- Of TERIAIN.S LOT 2 THA) l'OR7C. Of PE AKRE LYNG 'US' OF ON FEU DANE lve ,:", outCmcr.c Al 1-E AFORAO Kra 0' evortow X I:AC '110 A., DENO: SCLII W5POLE :AST, A Ot9TANEE OF 95667 F'il TO SE F0170 OF REGINNIB• THENCE SCOM 705026' EASE 44575 /FAT N 601551-00N10*10 1 ire II' ./611 in? posi Of fE8NA1,3 20070228 40,000 7 VOLUME PAGC ....... ...••,•..., ......... 1.-,,... -:" URBAN SHORELINE .. '. 2'•..."'STAN. D kROS..)4.. ...•... I,, .'.1.,.RA.14C 1q.EN3-.30 3ALi ‘ 4%A< - 23 Er .. ''""(1C.0FRAtH QS ANUMPOF ME VS( ft SERUM PoRlANC.ESTOUTRM) :• • • ' " - 4...'TLA'r0114)114411 itT));09mu''.'"r4(1,.-/ISUFFEE.11',(M P 5;'1C - 5 FEET q.mk...uu 314u11ic HEN4BE'- SA .444::- ''.....,.••• ..0 i A.TIOACKSTo RE 40o..,11R01 MAU ...t7""c'i"''''F'MC ../‘1:XTERt. SITE OA-rik..' .. ..... •. .• • I TAX PA/CFL NO ,'S.4960-0.111) 2 SITE ADDRESS, 3229 EAST .0)901118.L WAY 3. IONNIC: 41411/0 (0ANLEFACTuRviC EXSTPN_ CDREP/REAvY) , CONPRI1T,C4VT f• I AN: 1911/11 5. ExiSTING USE INV11.13N14341AL NI IdEl.A.AcOn / UNAFD nEvoopoo sa 6. PROPOSED USE °MOOR STO.C.E AND AARECOOS.E , 6V110IN10 SET70AC00: FRONT-20 FEET, 5IDE-0 FEET, REAR-0 FEET HORIZONTAL OATLIM - BASIS OF BEARINGS MAIN NALHCAN 5A1014 tx 19Y. NA0-27 WASHINGTON STATE PUNE C001:0,7E SYS17714 - NORD, ZONZ 1HE vcNuo.osi• o C11 i),NTFT6 or reit A.M.. WA. TAXEN 0,9 Norm 22.323Y WAAL • PER 1000 72. sf Rove 222, KING COLNTI RESORDS. i7••''1/EBTIC.AL DATUM - BASIS OF ELEVATIONS NAT... CV, WITY, V1RT10AL DATum EF 192D 1408D-231 0815)0*1 14";11.:EFE't1;1'31:(F711"Ott)" 518005 g; =4'r. EBIR:Z.S'?".TTGR ENSTE'RS SITE BE.`riN1.4 A314. EDP OC..,AAPAAJE SET ON WEST StOE Er EAST ItAPtrAhl *Ay •-•• (SES.CRAWINt) E11-9:10N 17 01 FEU. .•' •••• ,,. • / . • • . .• ••• • - . . : -• -• • 8 1-0 -6,... !LEDFORRECORD TIOFF6 .4'.$RECORDER1p N :'S CERT.2..F.? ICATE NBOOK 219OF5WOTIAT P ... LAND K'R..4.cO(t1.4f4.N1, O. sMENsm-o ,0•''1:'11...9S.N.... tSASrITl.lCO-Eo-I n ,..,,,scxm,„,.nor,,tr,,, T:AA- F?s vLICAie.I tAA[01 , , ..,%,.'. r ;v,,k . P44t • P •,-S*t ulE r S,; W'H';/ r P' CR•TIO• N"O.- •F Int F..i, C. NATT.DONATEONLAND CLAIM AIN.:... NO. 38 ,. IN THESOUTHA/2 OF SOTION33.,. TOWNSHIP24 NORTHRANGE 4 EAST WA SH f 114REOES1OBARCH/15ENCN LINGENGNERINC e.FR SlIPT OF RFOofiGs ,TORREleeU' 1T° .17'.6?.MEMTTM;I ' 1:1C0 I. SiCTEOTEEPA AL.E.IP A. ._.2.e/CZE,t4e12,00,7 PRFFESE306,1 ANO SORAUCR .3../Wrow RCOMTRATION NO. •1310 ..,. ,7,'•::,-- ,„ , 0 eMPP1 L,B- ILI -200./ ' 70 ' ,iki.- .,,, L..,...* ... (1432251,,)52z5s21,m--r022o2c .5732 AT 1....... orAtoomenA. MT,. CITY OF TUKWILAKNG COUNTYSTATE OF WASHINGTON OF 2 .S2iAR6N",F/. 10266 Ick DAVIS PROPERTY •4k INVESTMENT P.O. BOX 1043 .; ,... . : ---... KENT, WA 98038-1043 -.'. City of Tukwila Department of Community 13*./410pment 6300 ScUlilicenter Box*Avard, Tukwila, WA 911100 Ewan: tukplanetukvAls.wa.us SHORT...PLAT NG.'. L05-057 REC. 98.9. 27.8133 moi 1:8833431 200 30226c/000o 7 VOLUME PAGE SCALE, SEWS l'OfrE 542 a2' \ 91/991838-8 t 2/12/04 : PACKESS. EGNE33 „:" OT 1 S79492I 999.00 70Cr NESatOr' NOTE: (1) T:-6S SG7. IS SL/S.:ECT TO A CORRECTIVE ACTION UNDER THE FST.Ii /7CE CONSERVATiON AND RZCOVERY ACI ADUWISTRATIVE :'.GRDER CN CONSL-NT :SSUED .32 I HE U.S. ENVIRONMENTAI. .,. PROTFT.TION AGFNCY, REGION 10. X)CALT 109 1-11 20 3 d(h). .i... (2) 79912N.AR0060 nrculkLu FON ACCESS ROAD GRFATFR THAN .9" I GO:TEET LONO.-9•, (3) FIRE HY02/.317 R.FCIDIRFD TO BE WitHIN 15C i-ELT Of LIVILDiNG wo 18293 71891 AvFNUF SOWN 10(81. WA 98032 (42.1)2.31-6222 (425)251. 8782 FAX e crw omnotne. MINONC, °WOMEN... WOWS RECORD OF-. SlOIVEY -:: PORTION., OF•THE F. MCNATT'UONATIGN LANO.9CLA1N,NO. 38, IN THESOUTH:.1/2 OF ACTIOW33, .:::' sHEg : TOWNSHiP ,24 NORTH, RANGE 4:EAST„VM. CITY Of TUKWILA, KING COUNTY, STATE OF WASHINOTPN rnt DAVIS PROPERTY'-6...INVESTMEN:3 P.O. BOX 1043 "• '• KENT. WA 98035-1043 • .. • ;, between the ¢ITY OF SEATTLE, a municipal corpora a rer8inat'ter o od,the "Cit and 1'onaanto Chorioal' Campany, a Delaware Corporation' heroinatter. called the '"Permittoe", pursuant to' RCN 35.61.310 and Ordinanet! T10.' 85311 ot{the City of Sea an nnc.nc!ed by Ordinanc" t'o. 886i5. ^IL4T H}C:REA^, the above named perntittie'hao;requootod:pri i esion Fran tho City to cow -wort the private twofers from tho real property horainafter deserib.1, loen'r•d in 1:inc County, `,5aohinrtot , outoido the li''&te .00theCity .of Seattle, to ' , the e..t t.v ;,ear S;rot.om ir. ;,ant '.'nrrinnl via:, South; and Yr?V" t8 the City F.neinecr lur determined that enid City Senor Systt hoer n'i'ftct^nt cdpnctty !a nerve the private newer rgtttr.montel of enid property; 'Foss, '"h^n.'Por'r, in connlrhr^`+on of the Coivcnsnta heroin contained, Itt "'' AT: Y Ar':f:'.'.? between the parties heroto'ao foLlow:•s 1. ''pow payment o: th" pro.cribod fees and charilee'thorofor, the City "Y'rincer r 17.!?.1 inat.T a pornit to the Y"rrtt.too for such private oerrord.,to eonnoet with the , •r•;•+r!1 (;I t,, I =•,•r.t. ,ewer In t'ar71nn1 1Ya; Cn$th to serve the requirements of the , "o11rnr'n d •+'rd real_ n,-oT'.^rt;• ni.tunt..ed in %:i^r County, Ytaeh!vton, to -writ; :nrt1.. or ''rnrts 1 n^r' 2, t.h0 "nadono.'h•acte in 'Znrric r.c.'n••'s ‘o:ation r?t.t'r. 'n. 'r . Fertion 33, Toxnohtr 24 `:orth,.. inn" 4 Fart,. t1''' ac Ientab1.aL,ee 1*,. }:'n ^r•.tnty ;upnl..+.,or' Court Galan ro. 120091, donrrt id as oll.w t le!1n- n» At tln irtnrs'ntion of the north lino of said dor tion c?.ai.•r with t.h- east line of said Sneti on 33; thnnno north "9'15154" wept. r1.nr, nude' north lino 2,470.01 foot; thence ea•tth 23'40'59" onrt nirin,• the w^otorl;• 1!.ne of ant "nrrinn). Nr.y 'tenth 946.'N' !net; thenoo tmat 452.3r feet to the truo point of hnr.inrrin;+; t•hcnoo nor.tinuinr• treat 571.00 Coot; themes north 65.00 feet; thenoo wort WO.Cm feet{{ thvnre north A$,00 feet; thane., west 309.00 feat; thence north 10'1A'2ct" ear,. 280,/.1 foot; t.hone" north 16'20'00" oast 394.00 foot! "Alen"" north r:?'?n'00" eon!. 415,00 foot to the shoreline of tho 'lwaninh R'.ver; thonoe north 70'40'27" eant alone said.ehoreline 311.173 feet; • Lholeo north 83'57'560 east nlnnt: said ehorelire 119.00 feat; thence north 315.58 .feet to the true point of ber,!.nrines also portion of.sald "rant. 1 rtnneribnd an follow"; Norinninc At the'internentien or the ' polh line of nnid donation claim with the east lino of enid Snction 331 thence north.89'15054" mot along said north line 2,470.01 foot; thoncc oou{.h 23'4,0'59" eant along tho westerly line oe' Enet t'arr tnal tray rn+rth 64,1,77 foot to tho truo point of beginning; thenoo oontinuinr, south 23'/,0'59" out al.onn paid woettrly line• 300 feet; theno" went 549.84 foots thong Forth 23'60'59" wont. 3no feet] .henoe cost 549.84'feet to the true point of berinnin0; except the:.railroa0 right of wore, without coat or expense to the ' • , " , 'M. 2. The connection See computed,i1:acCormance.wi.th OrdinancC:F605317 at • • 1 Lateral. Sinter Charge: '''.:1)42.994"unita of property frontage" at $7.00 per.anit::: 9,400.93 Trunk Sewer Charge 663,233 equsre feet at 2, cents ! per square foot 13,264.66 , . . ' baaic sewerage utility charge, t;lether with' theiMetro surchage, as fixed by ordinance of the City for property located outside' the city limits. L. Such permit s:all not aUthorize other'property to be served through such cornection, and the' ownera of other property must execute a similar agreement and obtain a permit from the City Engineer therefor. 5. Permitted agrees that,in the event Permitted should default in the performance of its duties and obligations under this agrceoont and should Permitted fail to cure or proceod with due diligence to cure such default within a period of 30 days after written notice thereof by the City to Pereittie, the City Engineer may dismmect the private sewers serving the property herein described from the City sewerage system, and for that'purposu said Permitteo hereby authorires the City Engineer to enter upon his promami and Permittee further agrees that in such event the payments previously made for such connections will be forfeited to the. City with no credit allowed therefor, it such property is later reconnected to the City leverage system upon approval of cm application therefor. 50% surcharge on'the above sum 11.322.80 Total fee per Section 4 of Ordirance No. 88645 33,998.39. Credit for estimated cost aflkimping Plant and Force Main 13,91x.00 Total.Connection Fee 20,058.39 In addition to.the above connection fee, Permittee vill-be required to pay the Permit Feoa fixed Ordinance No. 82583. ,'. , . ' • , 3. Pormitte es to pay to the City, when billed by said City, the monthly., • • ' . . . ;6.- -Tiiiklifilistiii* i1 running ,with the above 'deaak 1 ` ! e•. assigns, and. upon any parties *Ubee , }} uN �:w: e•.. proporty, and:whew covencoveni' in said J dK, ' ;. the Auditor of Xing County, +� d {�•.,.�� yy{{yyv{y hj y j y \I 'i 1, � , • ,. thJ �+.i : �~ i. Ttuee 'copiesof tl 'n Ik�e Noeoated/br'thepartieiijone +r copy io be recorded as prfioribi'2(�l,nl d etion 6 hereot.and thereafter to be.liled in the: office of .the Kite Cceipftro .1i�r, of! thf Cityt' the Second copy; to be °' J delivered to 'the City Enjine.r lot the,reoordai of his 'office I 4nd,t o',,' d '% 1i. purpose, t ,litiSt;ment by ,Ordinance No 8531',a�,i e6»tdia byrOrdinsncs No 88645•, 7 j�. 't stgri ,i, t PI el ifl't'NE88 liana , I'hays; hereunto set: my hand end .°' '•' ; tAi:1h�s, 54ey` is year first above vr'ten.` ''r or r STATE OF qISSOURI his ROT,N. , o ms to b�;thi Ei executed to within and foregoing instit3ss • the free a6d.voluntary;act and dtsd of•.'iaid UAW pal;oorgration for the useitand.- rein mentioned and f� on C for ted tint b.=trail iut prized; to execute said , , r .3 fore ms pernonally'appeared •. he municipal corporation that ed said instrument to be C6 COUI1rY OF ST.I LOUIS ) • On this 23rd day of q May .. 49 63, before me pernonally appeared J. Rr Eok•- to me knotm'to be the Vice President of thecorpo. • ration that executed the within and foregoing instrument, and acknowledged thb said instrumentgito be the free and voluntary act and deed of said corporation, for the and purposes therein meltionsd,•and each; on oath•stated that he Was authorised to said instrument and that the seal affixed is the corporate seg of said corporation.; i.: IN WITNESS WHEREOF, I'have hereunto sit my'hand and affixed.,tY.officisl seal the I.Wialt.Xear first above written. uses execute;, taryub w.. n At�k�. t I No bite in and for Nta e of Mtsopuri, reiidin# Lt St . LotYiCCounty,+ Mo.' UY COMMIS #14 A L � e+� �� b�o39�toi da���., • -%•.,.,.. 6061204 AOREEMENT THIS` INDENTURE, made and entered into as of this i _ day of .0 , 1966, by and between MONSANTO COMPANY (for- merly Monsanto Chemical Company), a corporation organized and existi.nr-. under the laws of the State of Delaware, hereinafter called "MunsaiLo," and PACIFIC CAR AND FOUNDRY CO4?AWi, a corpora- tion organized and existing under the laws of the State of Washington, hereinafter called "Pacific"; W7TNESS1'sTH: WHEREAS, on the 13th day of May, 1963, the parties aforesaid entered into an agreement relating to the construction, raintenane.e and use of a Joint sewer line on propel;;y ti.en owned t.y Monsanto which was to serve both the Kenworth Motor Truck Company Division of Pacific and the Monsanto plant, Seattle, Washington, which agreement was filed with the Auditor of Xing County, '.lashinuton under Auditor's file No. 5672465, and !9HERE.A3, pursuant to the terms and provisions of that certain agreement datedr , 1966, between Monsanto n:d Pacific, Monsanto is now conveying to Pacific certain lands in i"ir:r• Col'nt», 1Tashinfiton, includinp the land on which the ,',oint sewer line was constructed, and WMF,Ral.S, Pacific and Monsanto consider it advantageous to continue to ne.rticipat.e .'ointly in the maintenance and use of na'r! .;oint newer line ror the common use and benefit of Pacific nnr! !'onsant0, T11',,Rr"Ort;, in consideration of the premises And of Mir• nroi fags Anti as•reement:s hereinafter contained, the parties n"eto ar•ree nn f'nll.own: • • • VOL 482(1 PA 428 VW .) 1. Premises. As used in this Agreement, "Premises" means the rollowing described strip of land situated in the County of Fine and State of Washington, to -wit: A strip of land uniformly 12 feet in width in Francis McNatt Don'ttion Claim No. 38 in Section 33, Township 24 North, Range 4 East, 11,M „ described as follows: 11eFinning at a point on the westerly line of East Marrinal W..y ceuth which point boars north 8q° 15' 54" west 2470.01 feet along the north line of said donation claim and south 23' 40' 59" east 648,77 feet along the westerly line of East Marginal Way `;oath, from the intersection of the line between the donation claims of Francis McNatt and Henry Van 'Asrelt with the east lino of said Section 33; thence west '72.52 feet; thence south at right angles thereto 12.00 feet; thence east 577.78 feet to the westerly line of East Marginal Way .South; thence north 23° 40' 50" west along said westerly line 7?.]0 feet to the point of beginning, EXCEPTING therefrom that portion of the above described strip or land which lies within the li1.ite of that certain tract or land heretofore conveyed by Monsanto Chemi- cal. Company to Oregon -Washington Railroad & Navigation Company, Great Northern Railway Company, Northern re-tric Railway Company and Chicagc, Milwaukee, Paul and Pacific Railroad Company by deed dated March ", 1157, recorded under auditor's File No. h't2Ji(1P, records of King County, Washington; BUT INC?.•ITING, with respect to that portion of the above described strip of land which lies within tho limits of the land excepted above, tho rights reserved by rM,'noanto in said deed to cross said excepted land w!tl t.tlity service lines in a manner which will r,nt. o`;struct the railroad uses of said excepted land. 'rl,rox'mate location of said Premises is shown where encloned h;, red Lines on the draw.lnp marked Exhibit ar•t'tcl ed hereto, A8 part hereof. ro'•.t Line. The underr;round sewer line, eight c - 'retr.r and approximately 575 feet in length, to- c':er t•:'c ^.1l •.ecessary r xtures, equipment and appurtenances, qr -n ^tr -tee rn,ant to said at reenent dated May 13, 1'1E3, in qr. i onr •e 1-e.isen 's hereinafter called the"Joint Line," _r. ' I n. roty" pnrty shall al its own expense ta1;e ^7' „,.., n ":‘'ion nenen.3ary to ohtn'n and raint•nin in `orne !!`rl'rod permit rrom the City of aeattlo, tiAshlz;- „nr n authority havinr Jurisdiction to r:alntain • vo. 4820 PACE 429 connections of said Joint Line to the public sewer in East Mar- rtinal Way South to serve the requirements of the lands which will be owned by such party after t;, consummation of said agreement dated /I 1 cc�� 1966. Each '�"' J.__.� party shall pay to the City or ?.eattle the monthly basic sewerage utility charge, together with the Metro srcharge, as fixed by ordinance of said City for property located outside the limits of said City, and any other servIr:e chines which may be applicable to such party's lands (after the con;'Immatlon of said agreement dated _. ,:l . 5? I 11"V). or arch party's use 'r the public sewers, �7'`��' 4, line and 0 eratlon of Joint Lie, Each party shall .'n'nt1.,v and equally own, and shall have f1'11 rights in and to the !se and operation of the said Joint Line; provided, however, ntrty shal]. ;IRO or operate aai.9 Joint L!ne to serve any lends or s,.^h party w!';ch are not port of the lands authorized to 1.0 served p'r -ert to epplicihle connection permits from the City o'' 4e't':.le, UAnhlnrtor., or other necessary public authority having •nrisdition; provided further, each party's une and operation of sa'ci • o.'. ;I. i:.'ne shall 'r.e with due rer,ard to and without ':r.reasonah-ly ',r.terferinr with the use and operation of said Joint _ ' ne Iv• the nt:•et. LaLerAl._ewers. s:nh,'ect to the provisions of pare- ra!•d: L e` o:'r, r}n... :r art", at . Its own cost, may COC.^,tr'Ir`t On 4A',? '"es la!rr.' sewers ext.enrd'n;' frown 'tn own lends and conent SR::-e w' se''n'r t _ ne in accordance with sound encireerinr .ri ronstr» cf.i or: practices. 7uch lateral. sewers Rd.All 1.e owned . 110 rnrr' • rnnntru^tih(' L1'C In"!". _rr o' .;o'nt 1'ne, 1Ac! e • _. ... __. 'r: shall. or n! 'i rq':nl ^t nr.r1 exprnse of ' tse] !' nl , ,!•^, �"i 11 reqL'retd, renew nn!d ,1n'rit i,'rC, '':;i n- '11 !nr!'..c. prornt1;' f'nlinw'r:, turnip', "r•,,. vet. 46rt i • LA 430 time to time of Pacific's statement therefor, one-half of all ^oats and expensen incurred thereby as reflected on the books of r'aclfir:; provided, however, that if said Joint Line shall be 'i+tn.ar,ed or destroyed (a) because of the sole negligence of one of t!e parties hereto, or (h) solely because of substances deposited !Ito laid joint Line by one or the parties hereto, such party ✓ al.i tear all such maintenance, repair and/or renewal costs and expenses. r'acif1r: shall not be liable to Monsanto for, and i'or,nantn perch:f releases and discharges Pacific from, any loaf), da:r.ar'e, cost or expense suffered or incurred by Monsanto arising o t or r.1.r, :.a,ntcnanee, repair or renewal of said ,Joint Line by 7.'n''1c, or the failure or refusal of Pacific to re:)air, maintain or renew nail .'pint L!ne. Jn the event Pacific shall fail or re- :;e to ;ar.c en, necessary repairs, maintenance or renewals of ' ;' ue, :•lonsar.tmay do so on behalf and at the •'oint and eq a1 cr.enr,c of itself and Pacific, and Pacific shall pay to "n'.r:n: r.:,, prru: .1.,' fnllowtnp, receipt of Monsanto'n statement rc"or, nne-al'' n" all costs and expenses incurred thereby. r•_r•nc9a s to.Joint Line, From time to time el ther ;nr' n , at 'ta own 'lost and expense, connect any other sewer nri .• 'onstrPcied i , it nnder and aloe:, property west of ;, '„ ' rc: n i pre' Harter called Yewer Line P;xtensior,,' with rn, fried, I.r>wever, s•:cl, Harty shall, prior to n _ •'.'.nr., o,•ta'r approval therefor of the oter •'o'. _ ' :;`.nil r.o': I e ':nreasernt;ly wl tP'.eld) and accordance with no'. rl enr' Beer! nr Lc! :'ewer r.' he t x tens I .)n • a •ai n 1 n r,n;rl nr r :n11 of !oh arc not nnrl. of ...he 1r::dn Connertior. prr•: :'rnr. cr r+c:.r,....gr ' • - voi 482(J 'AGE 431 authority having jurisdiction. Such Sower Line Extension shall be owned, used and maintained solely by and at the cost and ex- pense of the party constructing the same; provided, however, that upon the payment by the other party to the constructing party of one-half of the coot and expense of oonatructing and connecting such Sewer Line Extension, less the then accrued depreciation, as reflected on the books of said constructing party (advice as to the amount of which payment shall be furnished in advance by the constructing party to the other party upon request), such Sewer Line Extension shall automatically be deemed to he owned jointly and equally by the parties hereto and thereafter all rights, easements and obligations of the parties ..nder this Agreement with respect to the Joint Line, including provisions relating to Jse, Easement to Monsanto. Subject to the terms, cove- ; nants, reserva+;ions and conditions of this Agreement, and to the extent that s.ich rrant shall not At any time interfere with the :a'lntenance, repair, .,ne, operation or renewal of said Joint Line, Par.ific rrnnLs to Monsanto, but without any warranty express or 1'nnll^I, n nonexclunive easement, in common with Pacific, to con- ne:nt, "'Ainr.ain, operate, use, repair and renew said Joint Line an] ar irderrreurrd newer or scwera, toitother with all necessary 1xt,r�:r, equinrnent and appurtenances, In, under And through said operation, cor.':eotiona, maintenance, repairs and renewals, shall apply to said Sewer Line Extension, and such Extension shall thenceforth be considered as part of the Joint Line as such term is defined herein, and the definition of "Premises" contained in narapraph 1 of this Agreement shall be amended to include an iI additional strip of land, twelve feet (12') In width, lying six feet (6') on each side of the center line of such Sewer Line Extension, 1 Premises. Said easement is granted subject to any and all exist- ing restrictions, liens or encumbrances, or existing rights or interests of any third persons or parties, in, to, or affecting any of said Premises, whether or not of record. Pacific, for itself, its successors, assigns, grantees, lessees and licensees, reserves and ex.:!epts from this easement, the right to use, occupy, possess and enjoy any of said Premises for any purpose and in any manner whatsoever which does not unreasonably interfere with the easement herein granted to Monsanto. Pacific also reserves and excepts all right, title and interest in and to said Premises except as specifically herein granted to Monsanto. Monsanto shall, promptly following the completion of any wor'< in connection with said sewers, restore the surface of said Premises affected therel-y to substantially its former condition and leave the same in a neat and orderly manner. Except with respect to the main- tenance, operation, use, repair, or renewal of the Joint Line, Monsanto shall indemnify and hold harmless Pacific fron, and against any and all liability, claims, suite, Judgments, damages, losses, jicosts and expenses caused by or connected with Monsanto's exercise or purported exercise of the easement granted hereby, or of any °rot, omlc.,lon or ne.,le^.t of Monsanto, Its employes, agents cr con- ! �. Tractor;, in maintaining, operating, using, repairing, renewing 1,or! removirry said sewer or sewers (except the Joint Line) or any 1;t,art thei•nol', unless caused by the sole negligence of PaclCic, i' its employes, ar<enta or contractors. e. Relocation. If, in the opinion of Pacific, said I Joint ilea or any ;ewers of Monsanto constructed under this \rrercrent 3n•r I 1 ,rt any time interfere with the development of r caol;'lc':, ;:r•uourty or plant, Pacific shall have the right, at•, 1 )w!! com. cn.l nxpenae, to relocate, alter or adjust said Line • voi ;16€ or sewers or any part thereof on said Premises, or onto other lands owned or provided by Pacific as shall be a reasonable and adequate location for such of said Joint Line or sewers of Mon- santo to be relocated. 10. Termination of Prior Agreement. Thie Agreement replaces and cuhatitutes for the aforesaid agreement of May 13, 19t', and all rights. privileges and easements conveyed by said agreement are hereby terminated. ! 11. Assignment - Term - Waiver. This Agreement and all the terms and provisions hereof shall inure to the benefit of and be binding upon each of the parties hereto and their respective aucceasore and assigns; provided, however, no right of either party shall bL tranefel-red or assigned, either voluntarily or involuntarily, without the prior written consent of the other party; except that each party may, without such consent, assign or transfer this Agreement or any interest therein, in whole or in part, to one or more subsidiary, affiliated or joint venture companies of euch party or to such party's successor, on condition that such subsidiary, affiliated, joint venture company or suc- cessor assumes and agrees to be bound by all of the duties, lialilities and obligations of the acsigning or transferring party under this Agreement. Any such transfer or assignment shall not, however, relieve the assigning or transferring party of any of its duties, liabilities or obligations under this Agreement, and such party shall promptly provide the other party with an executed copy of any such transfer or assignment. Thls Agreement ahnll continue in effect until the use of said Premises for said Joint. Line shall be ahnndoned by both parties. hither party Hereto may waive any default under this Agreement • at any time of the other party without affecting, or Imi,nirinr, any right arising from, any subsequent default, IN WITNESS WHEREOF, the parties hereto have executed 1 4, ,.-,,,Agreement as of the day and year first hereinabove written. (14 A Yid ^?-r/r Y .V �Y ,,!+tn.,nt eor, t aY 0. • t• ,. ': rr' ary TC,u URI SS. . It'U7: of z , 196r, bc."nrc mc, !lotnry Pub? i.^ in and f,)r the State of 'd! s;.ruri , l ,nri ;•.tr% rn, I„o rrc,n;! I l,v nprrn rc'd �/, ���",.. G•y t• /ll t„ m!, known to he the Vi..,• Prc.^,inrnt end •n1 ro-y, rr,nrcgti voly, o." MCNSAUTO CrMPAN'I, th„ „nt.nri tho innt.nimrnt , 7,nc1 n•-,.!rdr,c cl •.,. „t t.•, bP t.?r, 'r rind . • 1 unt.^. t i ! r'! :' nnr flnnr ' r thr ..;r-r and ;•urr,s07therein ^tcnti' ned, i1 isI. .. r,• r•li t,h r!rod t, PX,,,•Ut.r• the 'r! MONSANTO COMPANY PACIFIC CAR AND FOUNDRY CO PA7+Y C. �1Q(•µn �v` 124 en E,pues September 5, 1961 tr. •!h.owc .rr:!trn. ,,... c: ,1,��.. Ntot.nr', Pub: re .n r cf r (ante' —C h.Inr,ur! TA), •. , ' b. • , daC •, i4y. n,l /y. Ream bt nr PIONCE N N RORCRC A. ,1Tr,TE O° ,d1;7,!IINGTON35. ^OtJj1TY nr YING )) On this �4f day of `AI r a" 4&.O frt 43`) , 1Q66, before me, the unr'.ers1rned, a Notary Public in andJfor the State of Washing- ton, dnl'l comr1rlsloned and sworn, personally appeared ft0 and t AC„,,, L4c_c,nu.(4, to re known to be the ti•1.11„anrj4. ,fr, 1 lker,�{respectl.vely, of P^T^T" %.ND rO'rNT)9Y COMPANY, the corpora tion that executed "orero'n instri:ment, and acL;nowledred the said 1nstrnr.ert to `e the free arid voluntary act and deed or said corporatior, for ni'rl 1,1o;e,n therein rnent'nne0, end on oath nt.ated that are a t nr'zcd to execute t.!;e nn.' '. tr;men' atci that t!-:,: ..�,.,1 r,"f''•rr. tho corporate opal ni' ;ntd corlorn:. :Ienr r ' !aryl and n'Ple'n1 real. '.creto ar•''zer1 te n'H ''Cn'. ., r.er'.,'.i'•at# shove wr' r,ter:. Or i t 6 M. rt.rtltt iNS. CO. ORRIS, County *u0•ter tote • U•'' • 2011050400179 APPROVE City of Tukwila Deparhiient of Community Development 6300:Southcenter$oulevard, Tukwila, WA 98188 T6I@phone (2060..31-3670 FAX (206) 431-3665 Email:tukplat't tukwila.wa.us BINDING SITE IMPROVEMENT PLAN NUMBER L11-019 • DECLA.AATION• • Know all men.Dy these present•thAt we, the undersigned,-owner(s) in fee simple of the land herein described do hereby make a Binding Site Improvement Plan thereof pursuant to . 'RCW 58.1.1.035. The undersigneA.10rther declare this Binding Site Improvement Plan to be the graphic representation of said Biridng Site Improvement Plan and the same is made with the free consent and/iin accordan with the desire of the owner(s). , In i ysns w ereofwe have set ots nds and eels:- : : .:ITS: f ice? 6: i}61,4(hNemei. :175: •Name: • BRH BUSH, ROED & HITCHINGS, INC. CIVIL ENGINEERS & LAND SURVEYORS 2009 MINOR AVE. EAST SEATTLE, WA 98102 (206) 323-4144 STATE OF WASHINGTON County of King On this day`! .y personally appeared before me '.1 ! %' i to me known to be the individual who executed theytithih and foregoing instrum(gt and acknowledged that he/she signed the same as his/hbivoluntary act and deed for the 7/..s•ahV\31Yeae5es therein mentioned. ; EV '4?,p'f nahy and official seal this /J day ef.,4, (io l / 4 0 07 or LL . / 1 pN N = - yl4n▪ ature: /.rB `r( / / teoc. = tN n▪ e as commissioned:i4/7//J e/ je,// 4 G rh K'A$HtN My appointment expires: sue" / - /F•-- =u f LAND SURVEYOR'S CERTIFICATE I, Oliver O. Robar, registered as a land surveyor by the State of Washington, certify that this plat is based on an actual survey of th3:lbnd d'escdlted herein, conducted by me or under my supeGrvisirrrl; that the distances, courses and angregare shown hereon correctly; and th l"Rtpnulnent ether than those monuments approved for 9o8ing at a later dale, have beep/ t add )° corn rs staked on the ground sss depicted on the plat::. Oliv rE!.,Robar, P.L.S. 45170, - j y-' APPROVALS .: KING NTY FINAfOCE DIVISION - - I certify that a 'illy taxes are paid and that a deposit h ' en m utfident 9 pecial amount to pay dye taxesSor the followRig year; that th r= no delinquent s assessments certified to this o6ce £or collection' rf8 that 'all special assesyinents on any of the pfdperty herein dedice1ed-e sb , alleys; or for other publicise are paid in •. - This-' King Coureasurer Deputy Kin9C4unty KING COUNT• Y COUNTY ASSESSOR'SAPPROVAL Examined and approved by the Department of Assessments this.• L day of " ,20 King County Assessor Deputy Assessor Parcel Number(s) TUKWILA SHORT SUBDIVISION COMMITTEE APPROVAL Reviewed and approved by the Short Subdivision Committee and hereby certified for filing this 9., day_ f Pt' y'I01(-1I Chairpersefn Suf d}ivisl Csommittee PROPOSED LOT 1 DESCRIPTION LOT 2, CITY OF TUKWILA SHORT PLAT NUMBER L05-057, RECORDED UNDER RECORDING NUMBER 20070228900007, IN KING COUNTY, WASHINGTON. TOGETHER WITH THE FOLLOWING DESCRIBED LAND; THAT PORTION OF THE FOLLOWING DESCRIBED PROPERTY LYING SOUTHERLY OF THE EASTERLY EXTENSION OF THE NORTH LINE OF LOT 2 OF CITY OF TUKWILA SHORT PLAT NUMBER L05-057, RECORDED UNDER RECORDING NUMBER 20070228900007, IN KING COUNTY, WASHINGTON: A PARCEL OF LAND SITUATE IN TRACTS 1 AND 2, THE MEADOWS, ACCORDING TO THE PLAT THEREOF, BEING A PART OF FRANCIS MCNATT DONATION LAND CLAIM NO. 38 IN SECTION 33, TOWNSHIP 24 NORTH, RANGE 4 EAST, WILLAMETTE MERIDIAN. IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT THE POINT OF INTERSECTION OF THE NORTH LINE OF SAID TRACT 2 WITH THE WESTERLY LINE OF PRIMARY STATE HIGHWAY NO. 1 (EAST MARGINAL. WAY) WHICH POINT IS 648.77 FEET DISTANT SOUTHEASTERLY, MEASURED ALONG SAID WESTERLY LINE, FROM THE NORTH LINE OF SAID FRANCIS MCNATT DONATION LAND CLAIM; THENCE SOUTHEASTERLY ALONG THE WESTERLY LINE OF SAID HIGHWAY A DISTANCE OF 715.4 FEET; THENCE NORTHWESTERLY ALONG A STRAIGHT LINE WHICH FORMS AN ANGLE OF 8'01' FROM NORTHWEST TO WEST WITH THE WESTERLY LINE OF SAID HIGHWAY A DISTANCE OF 122 FEET, MORE OR LESS, TO A POINT 17 FEET DISTANT SOUTMWESTERCT;'-MEASURED AT RIGHT ANGLES, FROM THE WESTERLY LINE OF HIGHWAY; THENCE NORTHWESTERLY ALON.6 A STRAIGHT LINE PARALLEL WITH SAID WESTERLY LINE OF HIGHWAY A DISTANCE OF,603 FEET, MORE OR LES2?TO A POINT ON THE NORTH LINE OF SAID TRACT 2; THENCE -:£AST ALONG SAID 4/'ORTH LINE A DISTANCE OF 18.5 FEET, MORE OR LESS, TO THE POINT OF BEGINNING. EXCEPT THE FOLLOWING DESCRIBED AND' • ' : GEGINNING AT THE NORTHEAST.EdRNER OF SAID LQT 2. SI:915T- PLAT NUMBER L05-057; _=-'THENCE SOUTH 22.S1'52•'' EA5-T ALONG THEEAST LINE: OF SAID..LOT 2, SHORT PLAT NUMBER L05-057, A DISTANCE OF 20..7 FEET; THENCE S41JTR':3O'1" WEST, A DISTANCE OF 28.79.•FEET TO TTfE TRUE POINT OF BEGINNING OF EXCEPTION; THENCE;'SOUTH 01'0 ''08" WEST, A DISTANCE:OF 76.19 FEGT;. _ . THEN($E SOUTH 22'17'1.9` EAST, A DISTANCE OF 2-c-70 TO A POINT WHICH BEARS NORTH 32'44'34" WEST AND IS 303.55 FEET DISTANT:•TROM THE SOUTHEAST CORNER' OF: SAID LOT 2, SHORT PLAT NUMBER L05-057; TI-INCE NORTH 8850'53" WEST--AND•-.Es.ARALLEL WITH THE• NORTH LINE OF SAID LOT 2, SHORT PLAT NUMBER D05-057, A DISTANCE OF 435r82 FEET TO --'A POINT WI/ICH BEARS NORTH 42'47'07" EAST AND IS 350.67 FEET -.'DISTANT FROMTHESOUTHWEST CORNER Ol• SAID LOT.-2: SHORT PLAT NUMBER L05-057; THENCE NORTH D1'09'07" E-$ST, A DISTANCE OF 99r80 FEET TO-A'-POIN'Y-lHA'T. J5 41.00 FEET SOUTH OF,3HE ' NORTH LINE :OF SAID LOT.2: SHORT PLAT NUMBER .L•05-057,WHEN MEASURED AT A'.RIGHT ANGLE; THENCE SOUTH 88'505.3" EAST AND' PARALLEL,:WITH THE' NORTH LINE OF SAID LOT :2, SHORT PLAT NUMBER L05-057; A DISTANCE.,OF 426c85f•FEET TO THE-.•BEGINNRJG OF A CURVE CONCAVE TO TFTE SOUTH AND A RADIUS OF 30.150 FEET; .' 300. l-.j •- _ THENCE'SQUTHEASTERLY ALONG SAID CURVE A DISTANCE OF ,2,75 FEET 150 THE BEGINNING 07.4 'REVERSE CURVE CONCAVE.,.' THE NORTH AND A RADIUS 0E'30.00 FEET:.•'-' - -' THENCE SOUTH 88'5053 'FAST, A DIS4ANCE OF:72.98 FEET::TO THE BEGINNING OF A''CURVE. ONCAVE TB' THE THENCE EASTERLY ALONG QA1D CURVE A:DISTANCE OF 22.06 FEET; NORTH AND HAVING A RADIUS OF,.72,(58 FEET; -•' THENCE EASTERLY ALONG SAID CURVE A DISTANEE OF 29.76:FEET; -, THENCE NORTH 67'28.08" EAST A DISTANCE OF 2,15 FEET TO .THE"•YRUE•-P.OINT OF BEGINNING. • CONTAINING AN AREA OF 245,255 SQ. FT. OR 5.6532-ACRES OF LAND, MORE --OR LESS:• : TOGETHER WITH THE FOLLOWING EASEMENTS; ACCESS AND' JDILILY., EASEMENT AGREEMENT RECQBDED UNDER —RING '-•'•••., COUNTY RECORDING N0. 20100927002030 AND RECIPROCAL EASEMENT AGREEMENT RECORDED UN0€6 KING COUNTY RECORDING NO. 20100927002029. P• ROPOSED LOT 2 DESCRIPTION • A PORTION OF LOT 2, CITY OF TUKWILA SHORT PLAT NUMBER L05-057, RECORDED UNDER RECORDING. NUMBER • 20070228900007, IN KING COUNTY, WASHINGTON, MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT THE NORTHEAST CORNER OF SAID LOT 2, SHORT PLAT NUMBER L05-057; THENCE SOUTH 22'31'52" EAST ALONG THE EAST LINE OF SAID LOT 2, SHORT PLAT NUMBER L05-057, A DISTANCE OF 20.27 FEET; 'THENCE SOUTH 30'51'51" WEST, A DISTANCE OF 28.79 FEET TO THE TRUE POINT OF BEGINNING OF EXCEPTION; THENCE SOUTH 01'09'08" WEST, A DISTANCE OF 76.19 FEET; THENCE SOUTH 22'17'19° EAST, A DISTANCE OF 22.70 TO A POINT WHICH BEARS NORTH 32'44'34" WEST AND IS 303.135 FEET DISTANT FROM THE SOUTHEAST CORNER OF SAID LOT 2, SHORT PLAT NUMBER L05-057; THENCE NORTH 88'50'53" WEST AND PARALLEL WITH THE NORTH LINE OF SAID LOT 2, SHORT PLAT NUMBER L05:057, A DISJANEE` '07-435.82 FEET TO A POINT WHICH BEARS NORTH 42'47'07' EAST AND IS 350.67 FEET DISTANT FRQM`THE SOUTHWEST••CORNER OF SAID LOT 2, SHORT PLAT NUMBER L05-057; THENCE -NORTH 01'09.07" EAST. A 'DISTANCE OF 99.50 FEET TO A POINT THAT IS 41.00 FEET SOUTH OF THE -IdORTH'LINE OF SAID LOT 2, SHORT PLAT NUMBER L05-057 WHEN MEASURED AT A RIGHT ANGLE; :_:• THENCE SOUTH 88150'53?.EAST AND PARALLEL WITH THE NORTH LINE OF SAID LOT 2, SHORT PLAT NUMBER L05-057, A DISTANCE OF'N26E10 FEET:TO THE 80.G1Ir1NJNG OF A CURVE CONCAVE TO THE SOUTH AND A RADIUS OF 30.00 FEET;: -?i 0. o •:'tHENCE SOUTHEASTERLY ALONG -SAID: -CURVE -A• DISTANCE' OF 2.75 FEET TO THE BEGINNING OF A REVERSE .'-CURVE CONCAVE TO THE NORTH ANDr-A RADIUS OF 30.00. :FEET; THENCE Eij•STERLY ALONG SAID CURVE A DISTANCE OF 22.06 FEET; THENCE SOUTH 88'D '53" EAST, A DISTANCE OF 7298'FEET TO THE .BEGINNINO.OF A CURVE CONCAVE TO THE "-.NORTH AND -PA-VINO -A 'RADIUS OF 72.58. FEET; -:THENCE EASTERLY ALONG• SAJD CURVE ,A' DISTANCE ,D: F 29.76 FEET:- (HENCE NORTH 6728.08" EAST A DISTANCE OF 215 FEET TO IRE TRUE PO)NT OF BEGINNING. • CONTAINING..ANAREA•4E 41,500 53. FT. OR 0#527 ACRES.0 LAND, MORE OR LESS. • • VOLUME 2S7 PAGE S 8 ORIGINAL LEGAL DESCRIPTION PARCEL A: LOT 2, CITY OF TUKWILA SHORT PLAT NUMBER L05-057, RECORDED UNDER RECORDING NUMBER 20070228900007, IN KING COUNTY, WASHINGTON. PARCEL B: THAT PORTION OF THE FOLLOWING DESCRIBED PROPERTY LYING SOUTHERLY OF THE EASTERLY EXTENSION OF THE NORTH LINE OF LOT 2 OF CITY OF TUKWLA SHORT PLAT NUMBER L05-057, RECORDED UNDER RECORDING NUMBER 20070228900007, IN KING COUNTY, WASHINGTON, A PARCEL OF LAND SITUATE IN TRACTS 1 AND 2, THE MEADOWS, ACCORDING TO THE PLAT THEREOF, BEING A PART OF FRANCIS MCNATT DONATION LAND CLAIM NO. 38 IN SECTION 33, TOWNSHIP 24 NORTH, RANGE 4 EAST, WILLAMETTE MERIDIAN, IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT THE POINT OF INTERSECTION OF THE NORTH LINE OF SAID TRACT 2 WITH THE WESTERLY LINE OF PRIMARY STATE HIGHWAY NO. 1 (EAST MARGINAL WAY) WHICH POINT IS 648.77 FEET DISTANT SOUTHEASTERLY, MEASURED ALONG SAID WESTERLY LINE, FROM THE NORTH LINE OF SAID FRANCIS MCNATT DONATION LAND CLAIM; THENCE SOUTHEASTERLY ALONG THE WESTERLY LINE OF SAID HIGHWAY A DISTANCE OF 715.4 FEET; THENCE NORTHWESTERLY ALONG A STRAIGHT LINE WHICH FORMS AN ANGLE OF 8'01' FROM NORTHWEST TO WEST WITH THE WESTERLY LINE OF SAID HIGHWAY A DISTANCE OF 122 FEET, MORE OR LESS, TO A POINT 17 FEET DISTANT SOUTHWESTERLY, MEASURED AT RIGHT ANGLES, FROM THE WESTERLY LINE OF HIGHWAY; THENCE NORTHWESTERLY ALONG A STRAIGHT LINE PARALLEL WITH SAID WESTERLY LINE OF HIGHWAY A DISTANCE OF 603 FEET, MORE OR LESS, TO A POINT ON THE NORTH UNE OF SAID TRACT 2; THENCE EAST ALONG SAID NORTH LINE A DISTANCE OF 18.5 FEET. MORE OR LESS, TO THE POINT OF BEGINNING. 20 t i TOGETHER WITH THE FOLLOWING -EASEMENTS; ACCESS AND:UTILITY EASEMENT AGREEMENT RECORDED UNDER KING COUNTY RECORDING NO. 201(70927002030 AND •RECIPROCAL EASEMENT AGREEMENT RF,C9RJDJ=D UNDER KING COUNTY RECORDING NO. 20100927002029. -' GENERAL NOTES AND EASEMENTS,.,.---'- THIS BSIP ALLOWS CERTAIN ZONING STANDARDS (MINIMUM PARKING, SETBACKS, LANDSCAPING, LQ%-AREA • AND.' , LOT DIMENSIONS) ON THE INDIVIDUAL LOTS TO BE MODlF1ED: PROVIDED'THE STANDRDS FOR THE --ENTIRE CENTER ARE MET. ZONING STANDARDS APPLY TO THE INTERGRATED SITE PS A WHOLE.•NOT CONSIDERfNG INDIVIDUAL LOT LINES. THIS BSIP ALLOWS PHASED INFRASTRUCTURE IMPROVEMEEI11'S INLCUBING LANDSCAPING STANDARDS TO SW 1/4 OF SE 1/4 OF SECTION 33, T. 24N., R.4E., W.M., IN KING COUNTY, WASHINGTON III' Il ifIIII'I II I111111111101511►11 CHICAGO TITLE PLAT 128.00 "'ls PAGE-001 OF 003 05/04/2011 15:18 , at minutes past M. and KING COUNTY, WA CG volume .257 of Plats, on page 61'4 records of King County, Washingt0 Lor aine Parcorda and Elections OCCUR CONCURRENT WIN DEVELOPMENT IN INDIVIDUAL LOTS. - AN ACCESS AND UTILITY EASEMENT AGREEMENT RECORDED UNDER KING COUNTY RECORDING NO:' 20100927002030 AND AMENDED UNDER KING COUNTY RECORDING NO. 20110202001697,-• AND .A RECIPROCAL EASEMENT AGREEMENT RECORDED UNDER KING COUNTY RECORDING N0. 20100927002029. • • •FOR THE PURPOSES OF SIGNAGE, THIS PROJECT IS CONSIDERED PART OF THE MUSEUM OF FLIGHT PREMISE:'AND WILL BE SUBJECT TO THE SIGN ALLOWANCES FOR THE ENTIRE MUSEUM OF FLIGHT CAMPUS. FRONTAGE IMPROVEMENTS SHALL DE PHASED TO INCLUDE PHASE 1 AS DEPICTED AND FUTURE FRONTAGE LANDSCAPING TO OCCUR AT THE TIME THAT LOT 1 IS DEVELOPED (SEE SHEET 3). REFERENCES: (1) RECORD OF SURVEY REC. NO. 20051219900013. (2) RECORD OF SURVEY REC. NO. 20070427900001. (3) CITY OF SEATTLE ENGINEER'S MAP. (4) LAND CORNER RECORD REC. NO. 20050519000841_ (5) CITY OF TUKWILA BOUNDARY LINE ADJUSTMENT NO. BLA-01-002, REC. NO. 20010803900001. ' :(G). CALCULATED (M) MEASURED HORIZONTAL DATUM: NAD 83/91 VERTICAL DATUM: NAVD 88 I I O r•i 1/2" BRASS PLUG IN CONC. IN MON CASE .:' REF. NO. .i" -.:• N888iQ8'53"W .-:2717.55'(C) •' .• 2767.66' (2)- 2717.72,(5) J• 'J w w• er, io S1351'34"E 01 250 522'31'51"E l 648.77' 1 1—S88'50'53"E 953.4)' D.N.F. N88'52'08"W 1576.78' SITE 1643.96'(C-1) _. 568.05'02"E • 2620:41-'(C) -2620,33'(2) EMPTY MON•'EAE, 2620:32'(3) N88'08'33"W 2717.66'(2) 2717.72'(3) FND PUNCHED BRASS INSERT IN 5"x5" CONC. MON., - 9/1993,.1406.19'(M) 1407.85'(3) 2717.55'(C) N88'07'35"W 2468.73' 67 1-c 00 -1) I, r 'yq ?p 2. t'2620.46'(3) \ 2620.33_(2) S88' 0 S' 07'E•... 2620.47(C) N1'08'23"E :-337e36'(C) ' "337.41'(4) Z 0 n m m Q U z m 8 I 10 ro ?o 572.76'(M) 572.68'(3) D.N.F. King County Manager OWNER(S): MUSEUM OF FLIGHT FOUNDATION ADDRESS: 9404 EAST MARGINAL WAY SOUTH PHONE: (206) 764 - 5702, MATTHEW B. HAYES CITY/STATE/ZIP: SEATTLE, WA 98108 t.,7I FQU!Nhr ti 6E WAS » LA tT1 Orr\ \ 0' DRAWN BY BINDING'SITE;AMPROVEMENT PLAN MUSEUM:OF FLIGHT OOR DATE APRIL 201 •JOB NUMBER; CHECKED BY OQR SCALE N/A SHEET 2001047,10 :. OF 3 City of Tukwila .Departtnent of Community Development 6300 800iheenter Boulevard, Tukwila, WA 98188 Telephone (206) 431-3670 FAX (206) 431-3665 E-mail: takplan@tukwila.wa.us BINDING SIDE IMPROVEMENT PLAN NUMBER :LA 1-©19• ' N88'50'53'W 101.95' 8 SHORT TERM PARKING SPACES • SET REB, ' & CAP LS#45170, 2' S. OF .CORNER N21'S2'53"W 46.03' SET REBAR & CAP LS#45170 14 PARKING SPACES '-•-, (6 ADA SPACES) 17 PARKING SPACES. 17 PARKING SPACES 3% BRH BUSH, ROED & HITCHINGS, INC. CIVIL ENGINEERS & LAND SURVEYORS 2009 MINOR AVE. EAST SEATTLE, WA 98102 (206) 323-4144 NEW LOT 2 NEW LOT LINE NEW LOT 1 •'- 'NM -LOT CONFIGURATION NO SCALE • 35' JNIGRESS, EGRE55 & UTILITY;•' EASEMENT GRANTED UNDER ••' RECORDING NO..'2007022800893 .'(TO BE AMENDED FOLLOWJNrG THE RECORDING •OE THIS BSI') / /.: „i- NO1'0907"E/ / -•• / / ' S88'50'53'E PAINTED STRIPING, TYP. EXISTING FIRE HYDRANT z i. frr •,1 171Iuf )r.r. .I «'7I I '9 PARKING SPACES COMPACT):.: 7 PARKING S SPACES, LOADING AREA 12 PARKING SPACES SET REBAR & CAP LS#45170, 3' N. OF CORNER 1\185'07'04"E 119.00' SET REBAR & CAP LS#45170, 1' N. OF CORNER MEAN HIGHTIDE S83'07'56 200' SHOREUNE SETBACK 117.00' - -f188'50'53"-W'" 561.38' 7••SHORT-TERM .-PARKING SPACES LEVEL 2 _ OVERHANG NEW LOT UNE' 41,500 ±SQ.FT., 0.9527 ±ACRES EXISTING FIRE HYDRANT 17' BURLINGTON NORTHERN RAILROAD, RIGHT OF WAY 1=2.75 •'R=30.0 &=515'21,'•.' L-22.06 R-30.00 C 42107'35' HIGH SCHOOL BUILDING N88'50'53'W 4.35.82' FIRE ACCESS LANE 20' WIDE GATE WITH KNOX BOX SET LEAD & TACK W/SHINER LS#45170 SET REBAR & CAP LS#45170, 4' N. OF CORNER FIRE ACCESS PATHWAY T. L 530'51 S2217'19T. 22.70' NEW LOT UNE 10' WIDE GATE WITH KNOX BOX DIMENSION FROM THE SOUTHEAST LOT CORNER OF PROPOSED LOT 2 TO THE SOUTHEAST BUILDING CORNER; N88'50'53-W 21.80' -24C,255 ±SQ.FT., '5.6532'-t-ACRES MUUM OF FLIGHT .9404.EASTMARGINAL WAY S': -.SEATTLE, WA .98108 PARCEL #542260002002 S$5'45'51"486,97'PROPOSED SITE PLAN-A-FTER.:BSIP (DEVELOPMENT APPROVED --UNDER D -0-031 \ so i VOLUME .257 PAGEQ5 50 0 25 50 1 inch = 50 ft. GRAPHIC SCALE INDING SITE IMPROVEMENT PLA MUSEUM OF FLIGHT .DRAWN BY OOR CHECKED BY OOR DATE APRIL 2011 • SCALE 1- = 50' JOB NUMBE(2 200104.7---'10 SHEET 2= DF 3 • h0 GO c� O 4' hN. O'er 1n / City of Tukwila Department of Community Development :6300 Southcenter Boulevard, Tukwila, WA 98188 Telephone.(206) 431-3670 FAX (206) 431-3665 E-mail: tuuiplan@tukwila.wa.us • iv- D'e 4 M 0- BINDING SITE IMPROVEMENT PLAN NUMBER L11-019 r EAST MARGINAL WAY S. 2 • PW= - \\`\ G9.6ZQ \ 00/5 A9 -P \ \\ �rv?^9ZQ \\ lfl�s�� BRH BUSH, ROED & HITCHINGS, INC. CIVIL ENGINEERS & LAND SURVEYORS 2009 MINOR AVE. EAST SEATTLE, WA 98102 (206) 323-4144 \ \ N22'31'52"W 1 428.38" N22'31'55"W 4105.70' -COMMUNICATONS DUCT BANK EASEMENT REC. N0. 96060B0935 SEE DETAIL A FOR PHASED IMPROVEMENTS J <i�-\ UNDER D10-031 • 0 - RESERVATONS AND REVERSIONARY RIGHTS AS CONTAINED IN WARRANTY DEED REC. NO. 476481E • LOT 1:-:- •'-'2 6,255 ±SO.FT., 5.6532 #;CRES THE PARKING ON LOT 1 SHOWS 173 STALLS AND THE PARKING IS FOR THE MUTUAL BENEFIT OF LOTS 1 AND 2, AND IS SUBJECT TO TUKWILA MUNICIPAL CODE, PURSUANT TO ADMINISTRATIVE PARKING VARIANCE L09-054. ACCESS, MAINTENANCE AND USE OF THESE PARKING AREAS ARE DETAILED IN THE GROUND LEASE .BETWEEN'1i-lE.,MUSEUM OF FLIGHT FOUNDATION, A -WASHINGTON NONPROFIT CORPORATION AS LANDLORD AND THE HIGHLINE SCHOOL DISTRICT NO. 401, A WASHINGTON MUNICIPAL -CORPORATION AS TENANT. A MEMORANDUM OF THF.-GROUND LEASE IS TO BE •'- RECOR©ED FOLLOWING FINAL OF THE BSIP. 9. w • M O z .O- 00 60 200' SHORELINE SETBACK 0 30 h:: 60 1 inch = 60ft. GRAPHIC SCALE -'.LOT 1 BSIP: L10-O6;1" VOLUME ‘2.5 7 PAGE 066 LOT 2 BSIP L10-060 wz o wo wz ccw a < om W Q N el 0 Wy O O — Or O J N Poo �oz z N w Q c 0c NZw o 0 ace= 4 20' REC. N0 AND UTILITY EASEMENT AGREEMENT 2010092 0 2030AND AMENDED UNDER REC. 140. 20110202001697 LANDSCAPING = LOT 2• ORNAMENTAL TREE (TYP.) CURB AND GUTTER LANDSCAPING COURTYARD= FRONTAGE AND LANDSCAPE IMPROVEMENTS SHALL BE PHASED TO INCLUDE PHASE 1, AS DEPICTED IN THIS DETAIL AND APPROVED UNDER CITY OF TUKWILA PERMIT NO. 010-031. FUTURE FRONTAGE AND LANDSCAPE IMPROVEMENTS TO OCCUR AT THE TIME THAT LOT 1 IS DEVELOPED. LOT 1 DETAIL A =30' DRAWN BY .EASEMENT PLAN:: BINDING SITE :IMPROVEMENT P-LA MUSEUM OF FLIGHT OQR CHECKED BY OQR DATE SCALE APRIL 2011 1"=60' 'JOB NUMBER SHEET 200104210 J ILA, 'Si 906' City of Tukwila Department of Community Development 6300 Southcenter Boulevard, Tukwila, WA 98188 Telephone (206) 4313670 FAX (206) 431-3665 E-mail: tukplan(d)tukwila.wa.us BINDING SITE IMPROVEMENT PLAN NUMBER L11-019 DECLARATION • Know a8 men by these present that we, the undersigned, owner(s) In fee simple of the lend herein described do hereby make a Binding Site Improvement Plan thereof pursuant to RCW 58.17.035. The undersigned further declare this Binding Site Improvement Plan to be the graphic representation of said Binding Site Improvement Plan and the same Is made with the free consent and In accordance with the desire of the owner(s). In witness whereof we have set our hands and seals. IS: ITS: STATE OF WASHINGTON County of King Name: Name: On this day personally appeared before me to me known to be the individual who executed the within and foregoing Instnxnent and acknowledged that hefshe signed the same as hislher voluntary act and deed for the uses and purposes therein mentioned. GIVEN under my hand and official seal this day of. . 20 Signature: Name as commissioned: Title: My appointment expires: LAND SURVEYOR'S CERTIFICATE I, Oliver O. Robar, registered as a land surveyor by the State of Washington, certify that this plat Is based on an actual survey of the land described herein, conducted by me or under my supervision; that the distances, courses and angles are shown hereon correctly; and that monuments t other other than those monuments approved for setting at a later date, have bee�J'`-`/M�. comers staked on the ground as depicted on the plat.. avpmem Ofrver Q Robar, P.LS. 45170 APPROVALS KING COUNTY FINANCE DIVISION 1 certify that all property taxes are paid and that a deposit has been made in suf8cient a�ro„^h t^ pay e.e !ova. fn, e,o fnru,w,y your ehnt thorn nrn nn.twmq..nnt crw..ial assessments certified to this office for collection; and that at special assessments on any of the property herein dedicated as streets, alleys, or for other public use are pail In fu8. day of 20 King County Treasurer Deputy King County Treasurer KING COUNTY ASSESSORS APPROVAL Examined and approved by the Department of Assessments this day of 20 King County Assessor Deputy Assessor Parcel Number(s) TUKWILA SHORT SUBDMSION COMMITTEE APPROVAL Reviewed and approved by the Short Subdivision Committee and hereby certified for Wing this day of Chairperson, Short Subdivision Committee BRH BUSH, ROED & HITCHINGS, INC. CIVIL ENGINEERS & LAND SURVEYORS 2009 MINOR AVE. EAST SEATTLE, WA 98102 (206) 323-4144 SW 1/4 OF SE 1/4 OF SECTION 33, T. 24N., R.4E., W.M., IN KING COUNTY, WASHINGTON RECORDING CERTIFICATE Filed for record at the request of the City of Tukwila this day of 20 , at minutes past recorded in Volume of Plats, on page of King County, Washington. LOT 2, CITY OF TUKWILA SHORT PUT NUMBER L05-057, RECORDED UNDER RECORDING NUMBER 20070228900007, IN KING COUNTY. WASHINGTON. TOGETHER WITH THE FOLLOWING DESCRIBED LAND; THAT PORTION OF THE FOLLOWING DESCRIBED PROPERTY LYING SOUTHERLY OF THE. EASTERLY EXTENSION OF THE NORTH UNE OF LOT 2 OF CITY OF TUKWILA SHORT PLAT NUMBER L05-057, RECORDED UNDER RECORDING NUMBER 20070228900007, IN KING COUNTY, WASHINGTON: A PARCEL OF LAND SITUATE IN TRACTS 1 AND 2. THE MEADOWS, ACCORDING TO THE PLAT THEREOF, BEING A PART OF FRANCIS MCNATT DONATION LAND CLAIM NO. 38 IN SECTION 33, TOWNSHIP 24 NORTH, RANGE 4 EAST. WILLAMETTE MERIDIAN, IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT THE POINT OF INTERSECTION OF THE NORTH UNE OF SAID TRACT 2 WITH THE WESTERLY LINE OF PRIMARY. STATE HIGHWAY NO. 1 (EAST MARGINAL WAY) WHICH POINT IS 648.77 FEET DISTANT SOUTHEASTERLY, MEASURED ALONG SAID WESTERLY UNE, FROM THE NORTH UNE OF SAID FRANCIS MCNATT DONATION LAND CLAIM; THENCE SOUTHEASTERLY ALONG THE WESTERLY UNE OF SAID HIGHWAY A DISTANCE OF 715.4 FEET; THENCE NORTHWESTERLY ALONG A STRAIGHT UNE WHICH FORMS AN ANGLE OF 8'01' FROM NORTHWEST TO WEST WITH THE WESTERLY UNE OF SAID HIGHWAY A DISTANCE OF 122 FEET, MORE OR LESS. TO A POINT 17 FEET DISTANT SOUTHWESTERLY, MEASURED AT RIGHT ANGLES, FROM THE WESTERLY UNE OF. HIGHWAY; THENCE NORTHWESTERLY ALONG A STRAIGHT UNE PARALLEL WITH SAID WESTERLY LINE OF HIGHWAY A DISTANCE OF 603 FEET, MORE OR LESS, TO A POINT ON THE NORTH UNE OF SAID TRACT 2; THENCE EAST ALONG SAID NORTH UNE A DISTANCE OF 18.5 FEET, MORE OR LESS, TO THE POINT OF BEGINNING.. EXCEPT THE FOLLOWING DESCRIBED LAND: BEGINNING AT THE NORTHEAST CORNER OF SAID LOT 2, SHORT PLAT NUMBER L05-057; THENCE SOUTH 22'31'52' EAST ALONG THE EAST UNE OF SAID LOT 2, SHORT PLAT NUMBER L05-057. A DISTANCE OF 20.27 FEET; THENCE SOUTH 30'51'51" WEST, A DISTANCE OF 28.79 FEET TO THE TRUE POINT OF BEGINNING OF' EXCEPTION; THENCE SOUTH 01'09'08' WEST, A DISTANCE OF 76.19 FEET; THENCE SOUTH 2217'19' EAST. A DISTANCE OF 22.70 TO A POINT WHICH BEARS NORTH 32'44'34' WEST AND IS 303.35 FEET DISTANT FROM THE SOUTHEAST CORNER OF SAID LOT 2, SHORT PLAT NUMBER L05-057; THENCE NORTH 88'50'53' WEST AND .PARALLEL WITH THE NORTH UNE OF SAID LOT 2. SHORT PLAT. NUMBER L05-057, A DISTANCE OF 435.82 FEET TO A POINT WHICH - BEARS NORTH 42'47'07' EAST AND IS 350.67 FEET DISTANT FROM THE SOUTHWEST CORNER OF SAID LOT 2. SHORT PLAT NUMBER L05-057;. THENCE NORTH 01'09'07' EAST, A DISTANCE OF 99.50 FEET TO A POINT THAT IS 41.00 FEET SOUTH OF THE NORTH UNE OF SAID LOT 2, SHORT PLAT NUMBER L05-057 WHEN MEASURED AT A RIGHT ANGLE; THENCE SOUTH 88'50'53' EAST AND PARALLEL WITH THE NORTH LINE OF SAID LOT 2, SHORT PLAT NUMBER L05-057. A DISTANCE OF 426.80 FEET TO THE BEGINNING OF A CURVE CONCAVE TO THE SOUTH AND A RADIUS OF 30.00 FEET; - THENCE SOUTHEASTERLY ALONG SAID CURVE A DISTANCE OF 2.75 FEET T0. THE BEGINNING OF A REVERSE CURVE CONCAVE TO THE NORTH, AND A RADIUS OF 30.00 FEET; THENCE EASTERLY ALONG SAID CURVE A DISTANCE OF 22.06 FEET; THENCE SOUTH 88'50'53" EAST, A DISTANCE OF 72.98 FEET TO THE BEGINNING OF A CURVE CONCAVE TO THE NORTH AND HAVING A RADIUS OF 72.58 FEET; THENCE EASTERLY ALONG SAID CURVE A DISTANCE OF 29.76 FEET; THENCE NORTH-67'213'08" EAST A DISTANCE OF 2.15 FEET TO THE TRUE POINT OF BEGINNING. CONTAININGANAREA OF 246,255 SO. FT. OR 5.6532 ACRES OF LAND, MORE OR LESS. TOGETHER WITH THE FOLLOWING EASEMENTS; ACCESS AND UTILITY EASEMENT AGREEMENT RECORDED UNDER KING COUNTY RECORDING NO. 20100927002030 AND. RECIPROCAL EASEMENT AGREEMENT RECORDED UNDER KING COUNTY RECORDING NO. 20100927002029. PROPOSED LOT 2 DESCRIPTION A PORTION OF LOT 2, CITY OF TUKWILA SHORT PLAT NUMBER L05-057, RECORDED UNDER RECORDING NUMBER 20070228900007, IN KING COUNTY, WASHINGTON, MORE PARTICULARLY DESCRIBED AS FOLLOWS: iV vLtrr,riI_ r „�1_ ORIGINAL LEGAL DESCRIPTION PARCEL A: LOT 2, CITY OF TUKWILA SHORT PLAT NUMBER L05-057, RECORDED UNDER RECORDING NUMBER 20070228900007, IN KING COUNTY, WASHINGTON. PARCEL B: THAT PORTION OF THE FOLLOWING DESCRIBED PROPERTY LYING SOUTHERLY OF THE EASTERLY EXTENSION OF THE NORTH LINE OF LOT 2 OF CITY OF TUKWILA - SHORT PLAT NUMBER L05-057, RECORDED UNDER RECORDING NUMBER 20070228900007, IN KING COUNTY, WASHINGTON: A PARCEL OF LAND SITUATE IN TRACTS 1 AND 2. THE MEADOWS, ACCORDING TO THE PLAT THEREOF, BEING A PART OF FRANCIS MCNATT DONATION LAND CLAIM NO. 38 IN SECTION 33. TOWNSHIP 24 NORTH, RANGE 4 EAST. WILLAMETTE MERIDIAN, IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT THE POINT OF INTERSECTION OF THE NORTH UNE OF SAID TRACT 2 WITH THE WESTERLY UNE OF PRIMARY STATE HIGHWAY NO. 1 (EAST MARGINAL WAY) WHICH POINT IS 648.77 FEET DISTANT SOUTHEASTERLY, MEASURED ALONG SAID WESTERLY UNE, FROM THE. NORTH UNE OF SAID FRANCIS MCNATT DONATION LAND CLAIM; THENCE SOUTHEASTERLY ALONG THE WESTERLY UNE OF SAID HIGHWAY A DISTANCE OF 715.4 FEET; THENCE NORTHWESTERLY ALONG A STRAIGHT LINE WHICH FORMS AN ANGLE OF 8'01' FROM NORTHWEST TO WEST WITH THE WESTERLY LINE OF SAID HIGHWAY A DISTANCE OF 122 FEET, MORE OR LESS, TO A POINT 17 FEET DISTANT SOUTHWESTERLY, MEASURED AT RIGHT ANGLES, FROM THE WESTERLY UNE OF HIGHWAY; THENCE NORTHWESTERLY ALONG A STRAIGHT UNE PARALLEL WITH SAID WESTERLY UNE OF HIGHWAY A DISTANCE OF 603 FEET, MORE OR LESS, TO A POINT ON THE NORTH UNE OF SAID TRACT 2; THENCE EAST ALONG SAID NORTH UNE A DISTANCE OF 18.5 FEET, MORE OR LESS, TO THE POINT OF BEGINNING. BEGINNING AT THE NORTHEAST CORNER OF SAID LOf 2, SHORT PLAI NUMBER LUS-OS7; THENCE SOUTH 22'31'52" EAST ALONG THE EAST UNE OF SAID LOT 2, SHORT PLAT NUMBER L05-057, A DISTANCE OF 20.27 FEET; THENCE SOUTH 30'51'51' WEST, A DISTANCE OF 28.79 FEET TO THE TRUE POINT OF BEGINNING OF EXCEPTION; THENCE SOUTH 01'09'O8",WEST, :ADISTANCE OF 76.19 FEET:.. ...._._._....._ ._. _ . THENCE SOUTH 2217'19" EAST. A DISTANCE OF 22.70 TO A POINT WHICH BEARS NORTH 32'44'34' WEST AND IS 303.35 FEET DISTANT FROM. THE SOUTHEAST CORNER OF SAID LOT 2, SHORT PLAT NUMBER L05-057; THENCE NORTH 88'50'53' WEST AND PARALLEL WITH THE NORTH UNE OF SAID LOT 2, SHORT PLAT NUMBER L05-057, A DISTANCE OF 435.82 FEET TO A POINT WHICH BEARS NORTH 42'47'07' EAST AND IS 350.67 FEET DISTANT FROM THE SOUTHWEST CORNER OF SAID LOT 2, SHORT PLAT NUMBER L05-057; THENCE NORTH 01'09'07' EAST, A DISTANCE OF 99.50 FEET TO A POINT THAT IS 41.00 FEET SOUTH OF THE NORTH UNE OF SAID LOT 2, SHORT PLAT NUMBER L05-057 WHEN MEASURED AT A RIGHT ANGLE; THENCE SOUTH 88'50'53' EAST AND PARALLEL WITH THE NORTH UNE OF SAID LOT 2, SHORT PLAT NUMBER L05-057, A DISTANCE OF 426.80 FEET TO THE BEGINNING OF A CURVE CONCAVE TO THE SOUTH AND A RADIUS OF 30.00 FEET; THENCE SOUTHEASTERLY ALONG SAID CURVE A DISTANCE OF 2.75 FEET TO THE BEGINNING OF A REVERSE CURVE CONCAVE TO THE NORTH AND A RADIUS OF 30.00 FEET; THENCE EASTERLY ALONG SAID CURVE A DISTANCE OF 22.06 FEET; THENCE SOUTH 88'50'53" EAST, A DISTANCE OF 72.98 FEET TO THE BEGINNING OF A CURVE CONCAVE TO THE NORTH AND HAVING A RADIUS OF 72.58 FEET; - THENCE EASTERLY ALONG SAID CURVE A DISTANCE OF 29.76 FEET; THENCE NORTH 67'28'08" EAST A DISTANCE OF 2.15 FEET TO THE TRUE POINT OF BEGINNING. CONTAINING -AN AREA OF 41,500 SO. FT. OR 0.9527 ACRES OF LAND, MORE OR LESS. . TOGETHER WITH THE FOLLOWING EASEMENTS; ACCESS AND UTIUTY EASEMENT AGREEMENT RECORDED UNDER KING COUNTY RECORDING NO. 20:00927002030 AND RECIPROCAL EASEMENT AGREEMENT RECORDED UNDER KING COUNTY RECORDING NO. 20100927002029. GENERAL NOTES AND EASEMENTS THIS BSIP ALLOWS CERTAIN ZONING STANDARDS (MINIMUM PARKING. SETBACKS. LANDSCAPING, LOT AREA AND LOT DIMENSIONS) ON THE INDIVIDUAL LOTS TO BE MODIFIED PROVIDED THE STANDARDS FOR THE ENTIRE CENTER' ARE MET. ZONING STANDARDS APPLY TOTHEINTERGRATED SITE AS A WHOLE, NOT CONSIDERING INDIVIDUAL LOT ONES. THIS BSIP ALLOWS PHASED INFRASTRUCTURE IMPROVEMENTS INLCUDING LANDSCAPING STANDARDS TO OCCUR CONCURRENT WITH DEVELOPMENT* INDIVIDUAL LOTS. AN ACCESS AND UTIUTY EASEMENT AGREEMENT RECORDED UNDER KING COUNTY RECORDING NO. 20100927002030 AND A RECIPROCAL EASEMENT AGREEMENT RECORDED UNDER KING COUNTY RECORDING NO. 20100927002029\AND PaA£saW,ta %Ana.- ILL C0..6i1t9A50, 2(4II0101.42144 % FOR THE PURPOSES OF SIGNAGE, THIS PROJECT IS CONSIDERED PART OF THE MUSEUM OF FLIGHT PREMISE AND WILL BE SUBJECT TO THE SIGN ALLOWANCES FOR THE ENTIRE MUSEUM OF FUGHT CAMPUS. FRONTAGE IMPROVEMENTS SHALL BE PHASED TO INCLUDE PHASE 1 AS DEPICTED AND FUTURE FRONTAGE LANDSCAPING TO OCCUR AT THE TIME THAT LOT 1IS DEVELOPED (SEE SHEET 3). M and records OWNER(S): MUSEUM OF FLIGHT FOUNDATION ADDRESS: 9404 EAST MARGINAL WAY SOUTH PHONE: (206) 764 - 5702, MATTHEW B. HAYES CITY/STATE/ZIP: SEATTLE, WA 98108 DRAWN BY REFERENCES (1) RECORD OF SURVEY REC. NO. 20051219900013. (2) RECORD OF SURVEY REC: NO. 20070427900001. (3) CITY OF SEATTLE ENGINEER'S MAP. (4) LAND CORNER RECORD REC. NO. 20050519000841. (5) CITY OF TUKWILA BOUNDARY UNE ADJUSTMENT NO. BLA-01-002, REC. NO. 20010803900001. (C) CALCULATED (M) MEASURED HORIZONTAL DATUM: NAD 83/91 VERTICAL DATUM: NAVE) 88 N 3 rn /r 1 /2" BRASS PLUG IN CONC. IN MON CASE REF. NO. 1 N88'O8'53"W 2717.55'(C) n 2717.66' (2) 2717.72'(3) 250 S22'31'51'E- \ \ \ 648.77' N88'52'08'W D.N.F. r+�G1v N N N S13'51'34"E o: 237.76' \ Ic3 u 1643.96'(C-1) ` - S88'05'O2"E 2620.41'(C) 2620.33'(2) EMPTY MON CASE, 2620.32'(3) REF. NO. 1 S88'S0'53"E 953.41'1 SI E D.N.F. N88'08'53"W 2717.66'(2) 271Z72'(3) EZ 2717.55'(C) N OOt(.. 4, P co Op- mO ? 2. OrJ J 9A .per rJ \� 2620.46'(3) I- _ 2620.33'(2) S88'05'02"E 2620.41'(C) FND PUNCHED BRASS INSERT IN 5"x5" CONC. MON., - 9/1993 1408.19'(M) �1407.85'(3) N16'08'23"E 337.36'(C) 337.41'(4) SECTION 33 W ▪ . In Q Z • OOr coU 572.76'(M) 572.68'(3) D.N.F. 10 N BINDING SITE IMPROVEMENT PLAN 92o11 MUSEUM OF FLIGHT CFMMUNITY D�J i.OPMEN7 OQR DATE MARCH 2011 J08 NUMBER 2001047.10 City of Tukwila Department of Community Development 6300 Southcenter Boulevard, Tukwila, WA 98188 Telephone (206) 431-3670 FAX (206) 431-3665 E-mail: tukplanetukwila.wa.us BINDING SITE IMPROVEMENT PLAN NUMBER L11-019 N88'50'53'W 101.95' 8 SHORT TERM PARKING SPACES PAINTED TRAFFIC CURB, TYP. 14 PARKING SPACES (6 ADA SPACES) 17 PARKING SPACES SET REBAR & CAP LS#45170, 2' S. OF CORNER N21'52'53"W 46.03' SET REBAR & CAP LS#45170 N d v 0 0 PAINTED STRIPING. TYP. 17 PARKING SPACES 13 PARKING SPACES 26 PARKING SPACES (COMPACT) 1 35' INGRESS. EGRESS & UTIUTY EASEMENT GRANTED UNDER RECORDING NO. 20070228002893 (TO BE AMAIENDED FOLLOWING THE RECORDING OF THIS BSIP) i I N01'09'07'E/ / 41.00' / / / / —7`7 LOADING AREA 12 PARKING' SPACES 9 PARKING SPACES (COMPACT) eV ^ • SET REBAR & CAP LS#45170, 3' N. OF CORNER N85'07'04"E 119.00' SET REBAR & CAP LS#45170, 1' N. OF CORNER MEAN HIGH11DE Ott' BRH BUSH, ROED & HITCHINGS, INC. CIVIL ENGINEERS & LAND SURVEYORS SPACES 4 PARKING SPACES S83'07'56 200' SHORELINE SETBACK 117.00' N88'50'53'W 561.38' NEW LOT UNE 41,500 ±SQ.FT., 0.9527 ±ACRES ▪ 1 ▪ .4 FIRE ACCESS r LANE 16 PARKING SPACES 50 0 25 50 1 inch = 50ft. GRAPHIC SCALE 17' BURUNGTON NORTHERN RAILROAD RIGHT OF WAY L-275 — R..30.00 dr515'21' Lr22.06 R-30.00 h-42'07'35' HIGH SCHOOL BUILDING WITH KNOX BOX \ SET LEAD & TACK \ \ \ \ \ SET REBAR & CAP LS#4517CORNE0, R4' N. OF W/SHINER LS#45170 FIRE ACCESS. PATHWAY ti 530'51'51"W 28.79' \ TLOOTI 0.2. \ L�29.78 N8728'08'E R-7258 2.15' fr•13.28a1' �� maw* 72.98' SO1'09'08'W 76.19' 52217'19'E 22.70' NEW LOT UNE 10' WIDE GATE WITH KNOX BOX DIMENSION' FROM "THE SOU1HEAST LOT CORNER OF PROPOSED LOT 2 TO THE SOUTHEAST BUILDING CORNER; N88'50'53'W 21.80' LOT 1 246,255 ±SQ.FT., 5.6532 ±ACRES MUSEUM OF FUGHT FOUNDATION 9404 EAST MARGINAL WAY S SEATTLE, WA 98108 PARCEL •. 542260002002 S85 45'51 "E 486.97' FticJ1Dp C \ PNO(c 0�ff� SCPp GK � N1014 \ SE�P FRO 20 SET REBAR & CAP LS#45170 Fv S8818'42'E 14.95' PROPOSED�P 0 ono_ WI VOLUMt I'Atit VICINITY MAP 21- 5 BINDING SITE IMPROVEMENT PL 1r921 R 9 2011 1 MUSEUM OF FLIGHT O EN& DATE MARCH 2011 JOB NUMBER 2001047-10 City of Tukwila Department of Community Development 6300 Southcenter Boulevard, Tukwila, WA 98188 Telephone (206) 4313670 FAX (206) 4313685 E-mail: tukplan@tukwila.wa.us t N O� H0 0" JN Om� er•Y$2 400 sr y4,2t / \ \ 4i 244/0 / \ \ 20 _...._../ \ \.. 3 3� `', t`u \ \ �q� / \ .2 ��` g . / .2 ,..., 0 / \ o / &, \ \ 2ryd�' / Zo. Z. \ \ / {.<7A / e 2424 ��� / j ?F / O0�e / O *(3-4, / •,.cQ‘',.,o Za 2 / e`VO? 4, EAST MARGINAL WAY S. BINDING SITE IMPROVEMENT PLAN NUMBER L11-019 N2231'52-W 428.38' N2231'55-W 4105.70' RESERVATIONS AND REVERSIONARY RIGHTS AS CONTAINED IN WARRANTY DEED REC. NO. 4784818 / .4/- / 20. rc / O �� '4 ss, / / 02 _ .. / 4: tug, / iv !:14(1 / / Cl coro �`V 214, A 4, m BRH BUSH, ROED & HITCHINGS, INC. CIVIL ENGINEERS & LAND SURVEYORS 2009 MINOR AVE. EAST SEE DETAIL A FOR PHASED fRC,.TJtee IMPROVEMENTS 246,255 ±SQ.FT., 5.6532 ±ACRES S7,. 3200931. w 200' SHORELJNE SETBACK 60 0 30 60 finch =80tt LOT1 BSIP L10-060 ( LANDSCAPING T N L ORNAMENTAL TREE (TYP.) CURB AND GUTTER IVOLUME PAGE LOT 2 BSIP L10-060 40' 0' AND U11UTY EASEMENT AGREEMENT REC. NU. L0100027009010 1010101 i CONCRETE SIDEWALK 0 0 LOT 2 0 e LANDSCAPING Ca*-11AQr> e • N2723'38.W 320.01 ja111/1101. FRONTAGE IMPROVEMENTS SHALL I BE PHASED TO INCLUDE PHASE 1, AS DEPICTED IN THIS DETAIL. �IS { AI FUTURE FRONTAGE im91tou 'E LANDSCAPING TO OCCUR AT THE 11ME THAT LOT 1 IS DEVELOPED. LN�o vvv'� �4PKRO �NCkU_?c ?c, �S9P t Y_6 ose- DETAIL A Io 1 "=30' EASEMENT PLAN BINDING SITE IMPROVEMENT PLANCE;VED MUSEUM OF FLIGHT MAR 19 2011 DATE MARCH2O11 JOB NUMBER 2001047-10 COMMUNITY DEVELOPMENT City of Tukwila Department of Community Development 6300 Southcenter Boulevard, Tukwila, WA 98188 Telephone (206) 431-3670 FAX (206) 431-3665 E-mail: tukplan@tukwila.wa.us BINDING SITE IMPROVEMENT PLAN NUMBER L11-019 DECLARATION Know all men by these present that we, the undersigned, owner(s) In fee simple of the lend herein described do hereby make a Binding Site Improvement Plan thereof pursuant to RCW 58.17.035. The undersigned further declare this Binding Site Improvement Plan to be the graphic representation of sold Binding Site Improvement Plan and the same Is made with the free consent and In accordance with the desire of the owner(s). In witness whereof we have set our hands and seals. ITS: ITS: STATE OF WASHINGTON County of King Neme: Name: On this day personalty appeared before me to me known to be the individual who executed the within and foregoing instrument end acknowledged that he/she signed the same as his/her voluntary act and deed for the uses and purposes therein mentioned. GIVEN under my hand and official seal this day of , 20 Signature: Name as commissioned: Title: My appointment expires: LAND SURVEYOR'S CERTIFICATE I, Oliver Q. Rcbar, registered as a land surveyor by the State of Washington, certify that this plat Is based on an actual survey of the land described herein, conducted by me or under my supervision; that the distances, courses and angles ere shown hereon correctly; and that monuments other than those monuments approved for setting at a later date, have beecomers staked on the ground as depicted on the plat. 03//7/200 Oliver Q. Roger, P.L.S. 45170 APPROVALS KING COUNTY FINANCE DIVISION 1 car* that all property taxes are paid and that a deposit has been made In suffident amount to pay the taxes for the following year, that there are no delinquent special assessments certified to this office for collection; and that all special assessments on any of the property herein dedicated as streets, alleys, or for other public use are paid In hull. This day of 20 King County Treasurer Deputy King County Treasurer KING COUNTY ASSESSOR'S APPROVAL Examined and approved by the Department of Assessments this day of 20 King County Assessor Deputy Assessor Parcel Number(s) TUKWILA SHORT SUBDIVISION COMMITTEE APPROVAL Reviewed and approved by the Short Subdivision Committee and hereby certified for filing this day of 20 Chairperson, Short Subdivision Committee 014".: BRH BUSH, ROED & HITCHINGS, INC. CIVIL ENGINEERS & LAND SURVEYORS 2009 MINOR AVE. EAST SEATTLE, WA 98102 (206) 323-4144 PROPOSED LOT 1 DESCRIPTION LOT 2, CITY OF TUKWILA SHORT PLAT NUMBER L05-057, RECORDED UNDER RECORDING NUMBER 20070228900007, IN KING COUNTY, WASHINGTON. TOGETHER WITH THE FOLLOWING DESCRIBED LAND; THAT PORTION OF THE FOLLOWING DESCRIBED PROPERTY LUNG SOUTHERLY OF THE EASTERLY EXTENSION OF' THE NORTH UNE OF LOT 2 OF CITY OF TUKWILA SHORT PLAT NUMBER L05-057, RECORDED UNDER RECORDING NUMBER 20070228900007, IN KING COUNTY, WASHINGTON; A PARCEL OF LAND SITUATE IN TRACTS 1 AND 2, THE MEADOWS, ACCORDING TO THE PLAT THEREOF, BEING A PART OF FRANCIS MCNATT DONATION LAND CLAIM NO. 38 IN SEECTON 33. TOWNSHIP 24 NORTH. RANGE 4 EAST. WILLAMETTE MERIDIAN, IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT THE POINT OF INTERSECTION OF THE NORTH LINE OF SAID TRACT 2 WITH THE WESTERLY LINE OF PRIMARY STATE HIGHWAY N0. 1 (EAST MARGINAL WAY) WHICH POINT IS 648.77 FEET DISTANT SOUTHEASTERLY, MEASURED ALONG SAID WESTERLY UNE. FROM THE NORTH LINE OF SAID FRANCIS MCNATT DONATION LAND CLAIM; THENCE SOUTHEASTERLY ALONG THE WESTERLY LINE OF' SAID HIGHWAY A DISTANCE OF 715.4 FEET; THENCE NORTHWESTERLY ALONG A STRAIGHT LINE WHICH FORMS AN ANGLE OF 8'01' FROM NORTHWEST TO WEST WITH THE WESTERLY LINE OF SAID HIGHWAY A DISTANCE OF 122 FEET, MORE OR LESS, TO A POINT 17 FEET DISTANT SOUTHWESTERLY, MEASURED AT RIGHT ANGLES, FROM THE WESTERLY LINE OF HIGHWAY; THENCE NORTHWESTERLY ALONG A STRAIGHT LINE PARALLEL WITH SAID WESTERLY LINE OF HIGHWAY A DISTANCE OF 603 FEET, MORE OR LESS. TO A POINT ON THE NORTH LINE OF SAID TRACT 2; THENCE EAST ALONG SAID NORTH UNE A DISTANCE OF 18.5 FEET, MORE OR LESS, TO THE POINT OF BEGINNING. EXCEPT THE FOLLOWING DESCRIBED LAND: BEGINNING AT THE NORTHEAST CORNER OF SAID LOT 2, SHORT PLAT NUMBER L05-057; THENCE SOUTH 22'31'52' EAST ALONG THE EAST UNE OF SAID LOT 2. SHORT PLAT NUMBER L05-057, A DISTANCE OF 20.27 FEET; THENCE SOUTH 30'51'51" WEST, A DISTANCE OF 28.79 FEET TO THE TRUE POINT OF BEGINNING OF EXCEPTION; THENCE SOUTH 01'09'08' WEST, A DISTANCE OF 76.19 FEET; THENCE SOUTH 22'17'19' EAST, A DISTANCE OF' 22.70 TO A POINT WHICH BEARS NORTH 32'44'34' WEST AND IS 303.35 FEET DISTANT FROM THE SOUTHEAST CORNER OF SAID LOT 2, SHORT PLAT NUMBER L05-057; THENCE NORTH 88'50'53' WEST AND PARALLEL WITH THE NORTH LINE OF SAID LOT 2, SHORT PLAT NUMBER L05-057, A DISTANCE OF 435.82 FEET TO A POINT WHICH BEARS NORTH 42'47'07' EAST AND IS 350.67 FEET DISTANT FROM THE SOUTHWEST CORNER OF SAID LOT 2, SHORT PLAT NUMBER L05-057; THENCE NORTH 01'09'07' EAST, A DISTANCE OF 99.50 FEET TO A POINT THAT IS 41.00 FEET SOUTH OF THE NORTH UNE OF SAID LOT 2, SHORT PLAT NUMBER L05-057 WHEN MEASURED AT A RIGHT ANGLE; THENCE SOUTH 88'50'53' EAST AND PARALLEL WITH THE NORTH LINE OF SAID LOT 2, SHORT PLAT NUMBER L05-057, A DISTANCE OF 426.80 FEET TO THE BEGINNING OF A CURVE CONCAVE TO THE SOUTH AND A RADIUS OF 30.00 FEET; THENCE SOUTHEASTERLY ALONG SAID CURVE A DISTANCE OF 2.75 FEET TO THE BEGINNING OF A REVERSE CURVE CONCAVE TO THE NORTH AND A RADIUS OF 30.00 FEET; THENCE EASTERLY ALONG SAID CURVE A DISTANCE OF 22.06 FEET; THENCE SOUTH 88'50'53" EAST, A DISTANCE OF 72.98 FEET TO THE BEGINNING OF A CURVE CONCAVE TO THE NORTH AND HAVING A RADIUS OF 72.58 FEET; THENCE EASTERLY ALONG SAID CURVE A DISTANCE OF 29.76 FEET; THENCE NORTH 67'28'08" EAST A DISTANCE OF 2.15 FEET TO THE TRUE POINT OF BEGINNING. CONTAINING AN AREA OF 246,255 SQ. FT. OR 5.6532 ACRES OF LAND, MORE OR LESS. TOGETHER %NTH THE FOLLOWING EASEMENTS; ACCESS AND UTIUTY EASEMENT AGREEMENT RECORDED UNDER KING COUNTY RECORDING NO. 20100927002030 AND RECIPROCAL EASEMENT AGREEMENT RECORDED UNDER KING COUNTY RECORDING N0. 20100927002029. PROPOSED LOT 2 DESCRIPTION A PORTION OF LOT 2, CITY OF TUKWILA SHORT PLAT NUMBER L05-057, RECORDED UNDER RECORDING NUMBER 20070228900007, IN KING COUNTY, WASHINGTON, MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT THE NORTHEAST CORNER OF SAID LOT 2, SHORT PLAT NUMBER L05-057; THENCE SOUTH 22'31'52' EAST ALONG THE EAST UNE OF SAID LOT 2, SHORT PLAT NUMBER L05-057, A DISTANCE OF 20.27 FEET; THENCE SOUTH 30'51'51' WEST, A DISTANCE OF 28.79 FEET TO THE TRUE POINT OF BEGINNING OF EXCEPTION; THENCE SOUTH 01'09'08' WEST, A DISTANCE OF 76.19 FEET; THENCE SOUTH 22'17'19' EAST, A DISTANCE OF 22.70 TO A POINT WHICH BEARS NORTH 32'44'34' WEST AND IS 303.35 FEET DISTANT FROM THE SOUTHEAST CORNER OF SAID LOT 2, SHORT PLAT NUMBER L05-057; THENCE NORTH 88'50'53' WEST AND PARALLEL WITH THE NORTH LINE OF SAID LOT 2, SHORT PLAT NUMBER L05-057, A DISTANCE OF 435.82 FEET TO A POINT. WHICH BEARS NORTH 42'47'07' EAST .AND IS 350.67 FEET DISTANT FROM THE SOUTHWEST CORNER OF SAID LOT 2, SHORT PLAT NUMBER L05-057; THENCE NORTH 01'09'07' EAST, A DISTANCE OF 99.50 FEET TO A POINT THAT IS 41.00 FEET SOUTH OF THE NORTH LINE OF SAID LOT 2, SHORT PLAT NUMBER L05-057 WHEN MEASURED AT A RIGHT ANGLE; THENCE SOUTH 88'50'53' EAST AND PARALLEL WITH THE NORTH LINE OF SAID LOT 2, SHORT PLAT NUMBER L05-057, A DISTANCE OF 426.80 FEET TO THE BEGINNING OF A CURVE CONCAVE TO THE SOUTH AND A RADIUS OF 30.00 FEET; THENCE SOUTHEASTERLY ALONG SAID CURVE A DISTANCE OF 2.75 FEET TO THE BEGINNING OF A REVERSE CURVE CONCAVE TO THE NORTH AND A RADIUS OF .30.00 FEET; THENCE EASTERLY ALONG SAID CURVE A DISTANCE OF 22.06 FEET; THENCE SOUTH 88'50'53" EAST, A DISTANCE OF 72.98 FEET TO THE BEGINNING OF A CURVE CONCAVE TO THE NORTH AND HAVING A RADIUS OF 72.58 FEET; THENCE EASTERLY ALONG SAID CURVE A DISTANCE OF 29.76 FEET; THENCE NORTH 67'28'08' EAST A DISTANCE OF 2.15 FEET TO THE TRUE POINT OF BEGINNING. CONTAINING AN AREA OF 41,500 SQ. FT. OR 0.9527 ACRES OF LAND. MORE OR LESS. TOGETHER WITH THE FOLLOWING EASEMENTS; ACCESS AND UTIUTY EASEMENT AGREEMENT RECORDED UNDER KING COUNTY RECORDING NO. 20100927002030 AND RECIPROCAL EASEMENT AGREEMENT RECORDED UNDER KING COUNTY RECORDING NO. 20100927002029. GENERAL NOTES AND EASEMENTS THIS BSIP ALLOWS CERTAIN ZONING STANDARDS (MINIMUM PARKING, SETBACKS, LANDSCAPING, LOT AREA AND LOT DIMENSIONS) ON THE INDIVIDUAL LOTS TO BE MODIFIED PROVIDED THE STANDARDS FOR THE ENTIRE CENTER ARE MET. ZONING STANDARDS APPLY TO THE INTERGRATED SITE AS A WHOLE, NOT CONSIDERING INDIVIDUAL LOT UNES. THIS BSIP ALLOWS PHASED INFRASTRUCTURE IMPROVEMENTS INLCUDING LANDSCAPING STANDARDS TO OCCUR CONCURRENT WITH DEVELOPMENT IN INDIVIDUAL LOTS. , AN ACCESS AND UTILITY EASEMENT AGREEMENT RECORDED UNDER KING COUNTY RECORDING NO. 20100927002030 AND A RECIPROCAL EASEMENT AGREEMENT RECORDED UNDER KING COUNTY RECORDING N0. 20100927002029.\AND ArnENt ') U')DC.'_ kC I?sf.X.eRD,r :, NO, LUII0Zr/2eo((ori7, R THE PURPOSES OF SIGNAGE, THIS PROJECT IS CONSIDERED PART OF THE MUSEUM OF FLIGHT PREMISE AND WILL BE SUBJECT TO THE SIGN ALLOWANCES FOR THE ENTIRE MUSEUM OF FLIGHT CAMPUS. FRONTAGE IMPROVEMENTS SHALL BE PHASED TO INCLUDE PHASE 1 AS DEPICTED AND FUTURE FRONTAGE LANDSCAPING TO OCCUR AT THE TIME THAT LOT 1 IS DEVELOPED (SEE SHEET 3). VOLUME PAGE ORIGINAL LEGAL DESCRIPTION PARCEL A: LOT 2, CITY OF TUKWILA SHORT PLAT NUMBER L05-057, RECORDED UNDER RECORDING NUMBER 20070228900007, IN KING COUNTY, WASHINGTON. PARCEL 8: THAT PORTION OF THE FOLLOWING DESCRIBED PROPERTY LYING SOUTHERLY OF THE EASTERLY EXTENSION OF THE NORTH LINE OF LOT 2 OF CITY OF TUKWILA SHORT PLAT NUMBER L05-057. RECORDED UNDER RECORDING NUMBER 20070228900007, IN KING COUNTY, WASHINGTON: A PARCEL OF LAND SITUATE IN TRACTS 1 AND 2, THE MEADOWS, ACCORDING TO THE PLAT THEREOF, BEING A PART OF FRANCIS MCNATT DONATION LAND CLAIM NO. 38 IN SECTION 33, TOWNSHIP 24 NORTH, RANGE 4 EAST, WILLAMETTE MERIDIAN, IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT THE POINT OF INTERSECTION OF THE NORTH UNE OF SAID TRACT 2 WITH THE WESTERLY UNE OF PRIMARY STATE HIGHWAY NO. 1 (EAST MARGINAL WAY) WHICH POINT IS 648.77 FEET DISTANT SOUTHEASTERLY, MEASURED ALONG SAID WESTERLY LINE, FROM THE NORTH LINE OF SAID FRANCIS MCNATT DONATION LAND CLAIM; THENCE SOUTHEASTERLY ALONG THE WESTERLY LINE OF SAID HIGHWAY A DISTANCE OF 715.4 FEET; THENCE NORTHWESTERLY ALONG A STRAIGHT LINE WHICH FORMS AN ANGLE OF 8'01' FROM NORTHWEST TO WEST WITH THE WESTERLY LINE OF SAID HIGHWAY A DISTANCE OF 122 FEET, MORE OR LESS, TO A POINT 17 FEET DISTANT SOUTHWESTERLY, MEASURED AT RIGHT ANGLES, FROM THE WESTERLY LINE OF HIGHWAY; THENCE NORTHWESTERLY ALONG A STRAIGHT LINE PARALLEL WITH SAID WESTERLY LINE OF HIGHWAY A DISTANCE OF 603 FEET, MORE OR LESS, TO A POINT ON THE NORTH UNE OF SAID TRACT 2; THENCE EAST ALONG SAID NORTH LINE A DISTANCE OF 18.5 FEET, MORE OR LESS, TO THE POINT OF BEGINNING. REFERENCES: (1) RECORD OF SURVEY REC. N0. 20051219900013. (2) RECORD OF SURVEY REC. NO. 20070427900001. (3) CITY OF SEATTLE ENGINEER'S MAP. (4) LAND CORNER RECORD REC. NO. 20050519000841. (5) CITY OF TUKWILA BOUNDARY LINE ADJUSTMENT NO. BLA-01-002, REC. N0. 20010803900001. (C) CALCULATED (M) MEASURED HORIZONTAL DATUM: NAD 83/91 VERTICAL DATUM: NAVD 88 pr 1/2" BRASS PLUG IN / CONC. IN MON CASE / REF. NO. 1 N88'08'53"W 2717.55'(C) 2717.66' (2) 2717.72'(3) 250 \_n S22'31'51'E 648.7T N88'52'08'"W J J � P m ' St 3'51.34"E a v! o? 237.76' ( D.N.F. 1576.78' 1- S88'50'53"E 953.41' SI 1i S88'05'02"E 2620.41'(C) ` 2620.33'(2) D.N.F. EMPTY MON CASE, 2620.32'(3) REF. NO. 1 FND PUNCHED BRASS INSERT IN 5"x5" CONC. MON., - 9/1993� 1408.19'(M) N88'O'53"W j2717.55'(C) 1407.85'(3) B 2717.66'(2) 2717 72'(3) w . Fri Q U \ rozrn m I x 00 - o 0 ??o 572.76'(M) 572.68'(3) D.N.F. vvly malts ✓ 7 u) aN N 1• S \B. N N N z U oOou, 4 Z @ waEO N \ cn04-'7',�N ¢z zPJrnp O Sy 1 m E�_If. 9?p�d�"J o'nUw 2620.46'(3) J 2620.3312) 588'05'02"E 2620.47(0) N16'08'23"E 337.36'(C) 337.41'(4) SECTION 33 a am rn m_ Q \ m U •z 0 E SW 1/4 OF SE 1/4 OF SECTION 33, T. 24N., R.4E., W.M., IN KING COUNTY, WASHINGTON RECORDING CERTIFICATE Filed for record at the request of the City of Tukwila this day of 20 , at minutes past recorded in Volume of Plats, on page of King County, Washington. King County Manager M and records Supt. of Records and Elections OWNER(S): MUSEUM OF FLIGHT FOUNDATION ADDRESS: 9404 EAST MARGINAL WAY SOUTH PHONE: (206) 764 - 5702, MATTHEW B. HAYES CITY/STATE/ZIP: SEATTLE, WA 98108 BINDING SITE IMPROVEMENT PLAN MUSEUM OF FLIGHT DRAWN BY OQR DATE MARCH 2011 JOB NUMBER 2001047.10 CHECKED BY OQR SCALE N/A SHEET OF 3 RECEIVED MAR 1920111 p� pm MMI P�Ehlr City of Tukwila Department of Community Development 6300 Southcenter Boulevard, Tukwila, WA 98188 Telephone (206) 431-3670 FAX (206) 431-3665 E-mail: tukplan) tukwila.wa.us BINDING SITE IMPROVEMENT PLAN NUMBER L11-019 rn A ti Cr, 70 om z R. BRH N88'50'53"W 101.95' 8 SHORT TERM PARKING SPACES PAINTED TRAFFIC CURB, TYP. 14 PARKING SPACES (6 ADA SPACES) 17 PARKING SPACES SET REBAR & CAP LS#45170, 2' S. OF CORNER N21'52'53"W 46.03' SET REBAR & CAP LS#45170 35' INGRESS, EGRESS & UTILITY EASEMENT GRANTED UNDER RECORDING N0. 20070228002893 (TO BE AMENDED FOLLOWING THE RECORDING OF THIS BSIP) IN01'09'07'E/ / j� 4t�• / PAINTED STRIPING, TYP. - - - / 17 PARKING SPACES 13 PARKIN SPACES 26 PARKING SPACES (COMPACT) III O w Z -7 12 PARKING SPACES 9 PARKING SPACES (COMPACT) 7 PARKING SPACES SET REBAR & CAP LS#45170, 3' N. OF CORNER N85'07'04"E 119.00' SET REBAR & CAP LS#45170, 1' N. OF CORNER MEAN H 001110E BUSH, ROED & HITCHINGS, INC. CIVIL ENGINEERS & LAND SURVEYORS 2009 MINOR AVE. EAST SEATTLE, WA 96102 (206) 323-4144 4 PARKING SPACES S83.0786 200' SHOREUNE SETBACK 117,00• N88'50'53"W 561.38' 58850'S3'E �.88 LG OVER NG 17' BURLINGTON NORTHERN RAILROAD RIGHT OF WAY L-2.75 R-30.00 6.515'21' L-22.06 R-30.00 6.4210735' 41,500 ±SQ.FT., HIGH SCHOOL 0.9527 ±ACRES BUILDING N8850'S3rW 435. 14. ▪ FIRE ACCESS ▪ LANE 16 PARKING SPACES 50 0 25 50 1 inch = 501t. GRAPHIC SCALE 20' DE GATE WITH KNOX BOX SET LEAD & TACK \ W/SHINER LS#45170 \ \ SET REBAR & CAP \ LS#45170, 4' N. OF CORNER \ • E CESS PATHW Y \ \ \ \ /^ \ \ 90 k' c� \ \ \ \ \ \ \ \ \ \ \ \ \ \ \ a \ \.00 NS- 13 0 S30'51'51'W 28.79' \ \ I 0 f. T.P.0.8. \ \ LOT 2 \ -\V L=29.76 N6728'08'E \�`�� R-72.58 2.15 \ 72.98 SOlro9'08'W 76.19' 52217'19'E 22.70' NEW LOT LINE 10' WIDE GATE WITH KNOX BOX DIMENSION FROM THE SOUTHEAST LOT CORNER OF PROPOSED LOT 2 TO THE SOUTHEAST BUILDING CORNER; N81350'53'W 21.80' 246,255 ±SQ.FT., 5.6532 ±ACRES MUSEUM OF FLIGHT FOUNDATION 9404 EAST MARGINAL WAY S SEATTLE, WA 98108 PARCEL # 542260002002 S85'45'51 "E 486.97' \ S8818'42"E 14.95' S0 PROPOSED4PLAN FW1U- (OEVt:t�dT'MEtrr APPtouED UNO4f;.\\2 10 D G SITE IMPROVEMENT BOEING FIELD y So \ PAGE PLAN BIN MUSEUM OF FLIGHT 03 DRAWN BY OQR DATE MARCH 2011 JOB NUMBER 2001047-10 CHECKED BY OQR SCALE 1' = 50' SHEET OF • • City of Tukwila Department of Community Development 6300 Southcenter Boulevard, Tukwila, WA 98188 Telephone (206) 431-3670 FAX (206) 431-3665 E-mail: tukplanO2tukwila.wa.us 1 fi EAST MARGINAL WAY S. y^� in A� 6' BINDING SITE IMPROVEMENT PLAN NUMBER L11-019 41,500 ±SQ.FT., 0.9527 ±ACRES 3 BRH BUSH, ROED & HITCHINGS, INC. CIVIL ENGINEERS & LAND SURVEYORS 2009 MINOR AVE. EAST SEATTLE, WA 98102 (206) 323-4144 N22'31'52"W 428.38' N22'31'55"'W 4105.70' —COMMUNICATIONS DUCT BANK EASEMENT REC. NO. 9806080935 RESERVATIONS AND REVERSIONARY GHTS AS CONTAINED IN WARRANTY REC. NO. 4784818 SEE DETAIL A FOR PHASED MINTON. IMPROVEMENTS tNb€R Ato '031 LOT 1 246,255 ±SQ.FT., 5.6532 ±ACRES S?,q 32.0093j,1, 200' SHOREUNE SETBACK 60 0 30 60 1 inch = 80 ft GRAPHIC SCALE 0, t 1 T LOT 1 BSIP L10-060 VOLUME PAGE / / / / / LOT 2 BSIP L10-060 T 7 1 I I I 40' 2 I v.)I I I II I ACCESS f AGREEMENTGREC.uASNENT NO. E20100927002030 _ y A c+�oVd -- Rab—yt ti N27'23'38"W 320.01 - �- - FRONTAGE IMPROVEMENTS SHALL BE PHASED TO INCLUDE PHASE ^ I/� 01.4 1, AS DEPICTED IN THIS DETAJ % • LANDSCAPING TO TURE FRONTAGE GE THE „ D • • O� TIME THAT LOT 1 IS DEVELOPED. LOT 2 DETAIL A 1 1 "=30' J BINDING SITE IMPROVEMENT PLAN MUSEUM OF FLIGHT DRAWN BY OCR CHECKED BY OCR DATE SCALE MARCH 2011 1. _60. JOB NUMBER 2001047-10 SHEET 3 OF