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HomeMy WebLinkAbout05-123 - WEA Southcenter / Prudential Financial - Westfield Southcenter Mall Expansion111111111111111111111 20080815001319 CITY OF 1 TUKWIL AMND 105.00 PAGOF 014 KINGS COUNTY, WA Return Address: CITY OF TUKWILA Office of the City Clerk 6200 Southcenter Blvd. Tukwila, WA 98188-2599 (206) 433-1800 11 1 0 Document Title(s): Second Amendment to Development Agreement between the City of Tukwila, WEA Southcenter LLC, and Prudential Financial Inc., for the Expansion and Renovation of Westfield Southcenter Mall. Parties: Other: Southcenter LLC, and Prudential Financial Inc. N/A Last Name City of Tukwila First Name Initials Company Name (if business) 6200 Southcenter Blvd. Address Tukwila WA City State 98188 Assessor's Property Tax Parcel/Account Numbers(s)• 20060621000329 Zip Code Contract 05-123B A 0 P; CV Cc Ccrv.Nc, l . ��-'a► �i SECOND AMENDMENT TO DEVELOPMENT AGREEMENT c e • } i (v6 BETWEEN THE CITY OF TUKWILA, WEA SOUTHCENTER LLC, FOR THE EXPANSION AND RENOVATION OF WESTFIELD SOUTHCENTER MALL THIS SECOND AMENDMENT TO DEVELOPMENT AGREEMENT ("Second Amendment") is entered into by and between the City of Tukwila, a Washington Non -Charter Optional Municipal Code City (the "City") and WEA Southcenter LLC, a Delaware limited liability company ("Westfield"), the majority owner and developer of the Property (defined below). RECITALS A. The City, Westfield and Prudential Financial Inc. ("Prudential") entered into that certain Development Agreement (Contract No. 05-123) recorded under King County Recording No. 20060621000329 (the "Development Agreement"). The Development Agreement (File No. DA7-003) related to the expansion and renovation of the Westfield Southcenter Mall development site (the "Project"), as depicted and legally described and in Exhibit A and Exhibit B, respectively, of the Development Agreement (the "Property"). B. Westfield acquired the majority of the Property from Prudential on September 29, 2006, and is now successor -in -interest to Prudential under the Development Agreement. Except for a portion owned by Federated Department Stores, Inc., the Property is owned by Westfield. C. The City and Westfield entered into that certain First Amendment to the Development Agreement recorded under King County Recording No. 20070920001425 (the "First Amendment"), to provide that Westfield was vested to the provisions of the Tukwila Sign Code, Tukwila Municipal Code ("TMC") Chapter 19 (the "Sign Code"), in effect on January 1, 2007, as opposed to the provisions in effect on the EIS Issuance Date. Per the First Amendment, references to TMC sections in this Second Amendment are citations to the Sign Code in effect on January 1, 2007. D. The City and Westfield now desire to execute this Second Amendment in order to formalize past applications of the Sign Code, Tukwila Municipal Code (TMC) 19 and related signage procedures to Southcenter Mall and to provide clarity on application of the Sign Code to Mall Garages. E. There are two types of signs specified in Sign Code that are allowed at the Mall — signs for tenant/businesses and signs for the center as a whole. Signs for the center as a whole underwent design review and were approved as to color, materials and type by the Board of Architectural Review. (File no. L07-007 hereinafter the "Sign Package Approval".) This Agreement modifies the Sign Package Approval for Brand Alliance signage. Page 1 of 6 0 F. There are multiple buildings on the Property. Any approved future development that abuts the Main Building shall be considered part of the Main Building for the purposes of this Agreement and the Sign Code. Any approved future development that does not abut the Main Mall Building (other than a parking garage) shall be considered a Perimeter Building G The complexities of sign regulation relative to the changing character of the Mall have resulted in the following City interpretations and administration of the Sign Code on the regulation of tenant/business signage on the Mall Property. 1) Tenants in the Main Building that have their own exterior public entrance are allowed signage on that portion of the Building that serves as an exterior wall to its tenant space; and 2) Tenants in the Main Building are allowed up to two, and anchor tenants are allowed up to four, wall signs, one for each wall that faces one of the four cardinal directions (north, south, east and west); and 3) Sign size for Tenants in the Main Building is 6% of the total area of the wall that serves as an exterior wall to the tenant's space but not more than 500 square feet; and 4) Tenants who have a portion of their exterior wall blocked by a Garage are allowed instead to place signage on the Garage walls that are parallel to the tenants blocked exterior walls. The area allowed for the Garage mounted wall sign is calculated using the area of the wall upon which it is mounted. 5) Tenants in perimeter buildings are allowed two wall signs. 6) One freeway interchange sign is allowed per the height and area allowance of Freeway Interchange Businesses; Peiinitted Signs — Height and Area Allowance (TMC 19.32.180.) H. The City and Westfield agree that each has entered into this Second Amendment knowingly and voluntarily, and agree to be bound by the terms and conditions of this Second Amendment. I. The Tukwila City Council held a public hearing to consider this Second Amendment on July 14, 2008, and approved this Second Amendment by Resolution #1665 on July 21, 2008. J. SEPA review for the entire Project was fully and completely evaluated through an Environmental Impact Statement entitled Westfield Shoppingtown Southcenter Expansion dated October 6, 2004, prepared pursuant to the State Environmental Policy Act, RCW 43.21C, and no further SEPA review is required in connection with this Second Amendment. AGREEMENT NOW THEREFORE, in furtherance of the recitals set forth above, the parties hereby agree as follows: Section 1. Southcenter Mall. As shown on Exhibit C, the Southcenter Mall consists of the main mall building (the "Main Building"), the Olympic Garage, sometimes referred to a Garage A, Page 2 of 6 the Cascade Garage, sometimes referred to as Garage B (both garages referred to as "Garage") and a number of separate buildings on the perimeter of the Property ("Perimeter Buildings.) Section 2. Signage. Brand Alliance signs are "on —premises signs" as defined in the Definitions Section of the Sign Code (TMC 19.08.140,) that display through copy and/or images goods sold or services rendered on the premises. They are not internally illuminated. Signs that display only the name of the business are not Brand Alliance signs. Brand Alliance signs are authorized on the mall Garages subject to the following standards: A. Eleven, externally illuminated Brand Alliance signs that are a maximum of 288 square feet apiece and in the general configuration and locations shown on Exhibit D are allowed. B. Brand Alliance signage shall not include tobacco or alcohol advertisements. C. Brand Alliance signage may include the mall's name in combination with and as a subordinate element in the advertisement of services and/or goods sold on the premises in addition to the signage allowed in the "Identification Signs for the Center as a whole." (TMC 19.32.155.) D. A tenant name may be included in a Brand Alliance sign, in a subordinate role, when in combination with advertisement of goods or services, in addition to the permanent signage allowed for that tenant/business E. A sign pellnit is required for each installation of each Brand Alliance sign. F. A sign peirnit is not required to change the copy, frame, lighting or orientation. G. No change from what is shown on Exhibit D is allowed in the number of or general location of the Brand Alliance signs. H. Brand Alliance signage is not allowed on the Main Building. Section 3. General Terms. A) Not Exclusive. This Second Amendment is not intended as an exclusive list of the Sign Code or other applicable TMC provisions applicable to the Southcenter Mall or its tenants. B) Sign Permits. Nothing in this Second Amendment exempts Westfield or its tenants from having to apply for sign permits. C) Vesting. Westfield shall be vested to the terms of this Second Amendment for ten years from the execution of this Second Amendment but may elect, at its option, to waive its sign code vesting and have the provisions of any revised Sign Code apply to all signs at the Southcenter Mall without obtaining an amendment to the Development Agreement. D) Entire Agreement. This Second Amendment, the First Amendment, and the Development Agreement constitute the entire agreement between the parties with respect to the subject matter of this Second Amendment. E) Full Force and Effect. Except as specifically set forth herein, the Development Agreement, as amended by the First Amendment, is and remains in full force and effect and binding on the parties. Page 3 of 6 F) Severability. In the event this Second Amendment is declared unlawful or unconstitutional for any reason, the underlying Development Agreement, as amended by the First Amendment, shall remain in full force and effect and binding on the parties. G) Authority to Execute. The City and Westfield represent and warrant that they have the respective power and authority, and are duly authorized to execute, deliver, and perfolni all of the obligations of this Second Amendment. H) Counterparts. This Second Amendment may be executed in counterparts, each of which shall be deemed an original. IN WITNESS WHEREOF, the parties hereby duly execute this Second Amendment as of the date(s) listed below. ON BEHALF OF THE CITY OF TUKWILA ATTEST: Christy O'Fliherty, City Clerk APPROVED AS TO FORM City Attorney Page 4 of 6 fio Date of Execution: - ) (4� ON BEHALF OF WESTFIELD: WEA SOUTHCENTER LLC, a Delaware limited liability company By: Westfield America Limited Partnership, a Delaware limited partnership, Its sole member By: Westfield U.S. Holdings, LLC, a Delaware limited liability company, Its general -partner ,{7 1&i P Pocke, Assisiont becreiii! Y By: Name: Its: Date of Execution: STATE OF WASHINGTON ) ) ss. COUNTY OF YLI.ti iv) N On this ) �� day of � kJ\ Lk , 2008, before me, the undersigned, a Notary Public in and for the State of Washington, duly commissioned and sworn, personally appeared Jim Haggerton, to me known to be the person who signed as Mayor of the City of Tukwila, Washington, the municipal corporation that executed the within and foregoing instrument, and acknowledged 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 was duly elected, qualified and acting as said office of the municipal corporation, that he was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said municipal corporation. IN WITNESS WHEREOF I have hereunto set my hand and official seal the day and year first above written. ) I. j. q Wt1 NOTARY PUBLIC in and for the State of Washington, residing at My `ommission expires: 3 -- ` I / • [Type or Print otary Name] Page 5 of 6 STATE OF WASHINGTON ) ) ss. COUNTY OF KING ) I certify that I know or have satisfactory evidence that is the person who appeared before me, and said person acknowledged that s/he signed this instrument, on oath stated that (he/she) was authorized to execute the instrument and acknowledged it in (his/her) capacity as of Westfield U.S. Holdings, LLC, a Delaware limited liability company, which is the general partner of Westfield America Limited Partnership, a Delaware limited partnership, which is the sole member of WEA SOUTHCENTER LLC, the Delaware limited liability company that executed the within and foregoing instrument, to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument. GIVEN under my hand and official seal this Q:\mall\DA Sign 2nd Amend.mcbfinal.doc day of , 2008. NOTARY PUBLIC in and for h State of Washington, residing at My commission expires: [Type or Print Notary Name] Page 6 of 6 STATE OF CALIFORNIA COUNTY OF LOS ANGELES } } S.S. On August 1, 2008, before me, Lisa M. Shelley, a Notary Public in and for said County and State, personally appeared, RORY A. PACKER who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature: LISA M. SHELLEY Commission # 1742991 Notary Public - California a� Los Angeles County MyComm.IreAcr 30, 2011 (Notary Seal) Source: HuckelliWeinman Associates, Inc. Westfield Shoppingtown Southcenter Expansion ENVIRONMENTAL IMPACT STATEMENT Westfield Shoppingtown Southcen er Expansion — Final EIS Description of the Proposed Action EXHIBIT B LEGAL DESCRIPTION PARCEL 1: THAT PORTION OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 26, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON; AND OF THE NORTHEAST QUARTER OF THE NORTHWEST QUARTER OF SAID SECTION 26; AND OF THE SOUTHWEST QUARTER OF THE SOUTHEAST QUARTER OF SECTION 23, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON; AND OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SAID SECTION 23; AND OF THE INTERURBAN ADDITION TO SEATTLE, ACCORDING TO PLAT RECORDED IN VOLUME 10 OF PI:ATS AT PAGE(S) 55, IN KING COUNTY, WASHINGTON; AND OF BROOKVALE GARDEN TRACTS; ACCORDING TO PLAT • RECORDED IN VOLUME 10 OF PLATS AT PAGE(S) 47, IN KING COUNTY, WASHINGTON; AND OF THE W.H. GILLIAM DONATION LAND CLAIM NO. 40, DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHEAST CORNER OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SAID SECTION 26; THENCE NORTH 00°12'09" WEST ALONG THE NORTHERLY PRODUCTION OF THE EAST LINE OF SAID SUBDIVISION 406.49 FEET; . • THENCE SOUTH 89°47'51" WEST 30 FEET TO THE WEST MARGIN OF ANDOVER PARK WEST AND THE TRUE POINT OF BEGINNING; THENCE NORTH 87°25'13" WEST 526.42 FEET; THENCE SOUTH 0099'36" WEST 30.02 FEET; THENCE.NORTH 87°25'13" WEST 253.52 FEET; THENCE SOUTH 00°19'36" WEST 36624 FEET TO THE NORTH LINE OF THE SOUTH 40.00 FEET OF THE SOUTHEAST QUARTER OF SAID SECTION 23; THENCE NORTH 89°40'24" WEST ALONG SAID NORTH LINE 179.20 FEET TO AN INTERSECTION WITH A LINE WHICH BEARS NORTH 06°19'36" EAST FROM A POINT ON THE SOUTH LINE OF SAID SECTION 23, WHICH IS 341.40 FEET EAST OF THE SOUTHWEST CORNER OF THE SOUTHEAST QUARTER OF SAID SECTION 23; THENCE SOUTH 00°19'36" WEST 14.Q0 FEET; THENCE NORTH 89°40'24" WEST 10.50 FEET; THENCE SOUTH 00°19'36" WEST 3623 FEE•1; THENCE NORTH 89°40'24" WEST 7.90 FEET; THENCE SOUTH 00°19'36" WEST 42.17 FEET; THENCE NORTH 89°40'24" WEST 72.00 FEET; THENCE SOUTH 00°19'36' WEST 96.00 FEET; THENCE NORTH 89°40'24" WEST 226.00 FEET; THENCE NORTH 00°19'36" EAST 138.17 FEET; THENCE NORTH 89°40'24" WEST 79.90 FEET; THENCE NORTH 00°19'36" EAST 10.83 FEET TO THE WESTERLY EXTENSION OF THE SOUTH LINE OF THE SOUTHEAST QUARTER OF SAID SECTION 23; THENCE NORTH 89°40'24" WEST ALONG SAID EXTENSION 10.50 FEET; THENCE NORTH 00°19'36' EAST 40.00 FEET; THENCE NORTH 89°40'24" WEST 151.60 FEET; THENCE NORTH 0099'36" EAST 790.45 FEET TO THE NORTHEAST CORNER OF THAT PORTION OF THE SOUTHCENTER PARKWAY VACATED BY ORDINANCE NO. 555, CITY OF TUKWILA, AND AS RECORDED UNDER RECORDING NO. 6516239, TN KING COUNTY, WASHINGTON, SAID NORTHEAST CORNER ALSO BEING A POINT ON A 565.79 FOOT RADIUS CURVE CONCAVE TO THE SOUTHEAST, THROUGH WHICH A RADIAL LINE BEARS SOUTH 04°34'32" EAST; THENCE WEST ALONG SAID CURVE AND THE SOUTHEASTERLY MARGIN OF SAID SOUTHCENTER PARKWAY, 282.00 FEET TO A POINT OF COMPOUND CURVE TO THE LEFT OF A 339.07 FOOT RADIUS; THENCE SOUTHWESTERLY ALONG SAID CURVE 37.76 FEET TO THE MOST NORTHERLY POINT OF A TRACT OF LAND CONVEYED TO THE CITY OF TUKWILA BY DEED RECORDED UNDER RECORDING NO. 6516243, IN KING COUNTY, WASHINGTON; THENCE CONTINUING SOUTHWESTERLY ALONG SAID CURVE AND SOUTHEASTERLY MARGIN 312.17 FEET; THENCE SOUTH 89°39'00" WEST ALONG SAID SOUTHEASTERLY MARGIN 17.04 FEET TO THE EASTERLY MARGIN OF SAID SOUTHCENTER PARKWAY (FORMERLY 57TH AVENUE SOUTH) AS DEEDED TO THE CITY OF TUKWILA AND RECORDED UNDER RECORDING 140.573598I; THENCE SOUTH 00°21'00" EAST ALONG SAID EAST MARGIN 438.12 FEET TO AN ANGLE POINT THEREIN; THENCE SOUTH 00°23'45" EAST ALONG SAID EAST MARGIN 633.44 FEET TO THE 1 NORTHERLY LINE OF STATE HIGHWAY RIGHT OF WAY; THENCE NORTH 89°52'42" EAST ALONG SAID NORTHERLY LINE 5.31 FEET TO THE EASTERLY LINE OF SAID STATE HIGHWAY RIGHT OF WAY; THENCE SOUTH 00°07' 18" EAST ALONG SAID EASTERLY LINE 134.50 FEET TO THE SOUTHEASTERLY LINE OF SAID RIGHT.OF WAY; THENCE SOUTH 43°25'OS" WEST ALONG SAID SOUTHEASTERLY LINE 6.74 FEET TO THE AFORESAID EAST MARGIN OF SOUTHCENTER PARKWAY; THENCE SOUTH 00°23'45" EAST ALONG SAID EAST MARGIN 471.45 FEET TO THE BEGINNING OF A CURVE TO THE LEFT OF A 50 FOOT RADIUS; THENCE ALONG SAID CURVE 77.70 FEET TO A POINT OF TANGENCY ON THE NORTH LINE OF STRANDER BOULEVARD (FORMERLY SOUTH 164TH STREET), AS . DEEDED TO THE CITY OF TUKWILA BY QUIT CLAIM DEED FROM SOUTHCENTER CORPORATION ON FEBRUARY 14, 1963; THENCE SOUTH 89°26'22" EAST ALONG SAID NORTH LINE 588.31 FEET; THENCE SOUTH 89°30'56" EAST ALONG SAID NORTH LINE ' 1255.52 FEET TO THE BEGINNING OF A CURVE TO THE LEFT OF A 50 FOOT RADIUS; THENCE ALONG SAID CURVE 79.14 FEET TO THE WEST LINE OF ANDOVER PARK WEST, AS DEEDED TO THE CITY OF TUKWILA BY QUIT CLAIM DEED FROM SOUTHCENTER CORPORATION ON NOVEMBER 1, 1962; THENCE NORTH 00°12'09" WEST ALONG SAID WEST LINE 1652.93 FEET TO TRUE POINT OF BEGINNING. PARCEL 2: THAT PORTION OF THE SOUTHWEST QUARTER OF THE SOUTHEAST QUARTER OF SECTION 23, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, • • ' WASHINGTON; AND OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SAID SECTION 23; AND OF THE INTERURBAN ADDITION TO SEATTLE, ACCORDING TO PLAT RECORDED IN VOLUME 10 OF PLATS AT PAGE(S) 55, IN KING COUNTY, WASHINGTON; AND OF BROOKVALE GARDEN TRACTS, ACCORDING TO PEAT RECORDED IN VOLUME 10 OF PLATS AT PAGE(S) 47, IN KING COUNTY, WASHINGTON; AND OF THE W.H. GILLIAM DONATION LAND CLAIM NO. 40, DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHWEST CORNER OF THE SOUTHEAST QUARTER OF SAID SECTION 23; THENCE NORTH 89°40'24" WEST ALONG THE WESTERLY EXTENSION OF THE SOUTH LINE THEREOF 217.00 FEET; THENCE NORTH 00°19'36" EAST 40.00 FEET TO THE TRUE POINT OF BEGINNING; THENCE SOUTH 89°40'24" EAST 151.60 FEET; THENCE NORTH 00°19'36" EAST 182.00 FEET; THENCE SOUTH 89°40'24" EAST 406.80 FEET; THENCE SOUTH 00o1936 WEST 182.00 FEET; THENCE SOUTH 89°40'24" EAST I79.20 FEET; THENCE NORTH 00°19'36" EAST 366.84 FEET; THENCE SOUTH 87°25' 13" EAST 253.52 FEET; THENCE NORTH 00°19'36" EAST 208.77 FEET TO THE BEGINNING OF A CURVE TO THE RIGHT OF A 45 FOOT RADIUS; THENCE ALONG SAID CURVE 45.96 FEET TO A POINT OF COMPOUND CURVE; THENCE ALONG A CURVE TO THE RIGHT OF A 12235 FOOT RADIUS 63.68 FEET TO THE SOUTHERLY MARGIN OF TUKWILA PARKWAY AS DEEDED TO THE CITY OF TUKWILA AND RECORDED UNDER RECORDING NO. 5735981, 114 KING COUNTY, WASHINGTON; THENCE SOUTH 88°40'00" WEST ALONG SAID SOUTHERLY MARGIN 76.15 FEET TO THE BEGINNING OF A CURVE TO THE RIGHT OF A 147239 FOOT RADIUS; THENCE ALONG SAID CURVE AND SOUTHERLY MARGIN 42338 FEET; THENCE NORTH 74°51'30" WEST ALONG SAID SOUTHERLY MARGIN 407.05 FEET TO THE BEGINNING OF A CURVE TO THE LEFT OF 552.62 FOOT RADIUS; THENCE ALONG SAID CURVE AND SOUTHERLY MARGIN 185.63 FEET TO A POINT FROM WHICH THE TRUE POINT OF BEGINNING BEARS SOUTH 00°19'36" WEST; THENCE SOUTH 00°19'36" WEST 788.90 FEET TO THE TRUE POINT OF BEGINNING; EXCEPT THE SOUTH 110.00 FEET OF THE WEST 151.60 FEET THEREOF; ALSO EXCEPT THAT PORTION THEREOF CONVEYED TO THE CITY OF TUKWILA BY DEEDS RECORDED UNDER RECORDING NOS. 8603140908, 8603140909 AND 8603140910. 2 PARCEL 3: THAT PORTION OF THE SOUTHWEST QUARTER OF THE SOUTHEAST QUARTER OF SECTION 23, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M_, IN KING COUNTY, WASHINGTON; AND OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SAID SECTION 23; AND OF THE INTERURBAN ADDITION TO SEATTLE, ACCORDING TO PLAT RECORDED IN VOLUME 10 OF PLATS AT PAGE(S) 55, INKING COUNTY, WASHINGTON; AND OF BROOKVALE GARDEN TRACTS, ACCORDING TO PLAT RECORDED IN VOLUME 10 OF PLATS AT PAGE(S) 47, IN KING COUNTY, WASHINGTON; • AND OF THE WIT. GILLIAM DONATION LAND CLAIM NO. 40, DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHWEST CORNER OF THE SOUTHEAST QUARTER OF SAID SECTION 23; THENCE SOUTH 89°40'24" EAST ALONG THE SOUTHERLY LINE OF SAID SOUTHWEST QUARTER 341.40 FEET; THENCE NORTH 00°19'36" EAST 107.75 FEET TO THE - TRUE POINT OF BEGINNING; THENCE CONTINUE NORTH 00°19'36" EAST 11425 FEET; THENCE NORTH 89°40'24" WEST 406.80 FEET; THENCE SOUTH 00°19'36" WEST 114.25 FEET; THENCE SOUTH 89°40'24" EAST 90.40 FEET; THENCE NORTH 00°19'30' EAST 27.42 FEET; THENCE SOUTH 89°40'24" EAST 226.00 FEET; THENCE SOUTH 00°19'36" WEST 27.42 FEET; THENCE SOUTH 89°40'24" EAST 90.40 FEET TO THE TRUE POINT OF BEGINNING. PARCEL 4: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 23, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHWEST CORNER OF THE SOUTHEAST QUARTER OF SAID SECTION 23; THENCE NORTH 89°40'24" WEST ALONG THE WESTERLY EXTENSION OF THE SOUTH LINE OF SAID SOUTHEAST QUARTER 65.40 FEET; THENCE NORTH 00°19'36" EAST 40.00 FEET TO THE TRUE POINT OF BEGINNING; THENCE CONTINUING NORTH 00°19'36" EAST 110.00 FEET; THENCE NORTH 89°40'24" WEST 151.60 FEET; THENCE SOUTH 00°19'36" WEST 110.00 FEET; THENCE SOUTH 89°40'24" EAST 151.60 FEET TO THE TRUE POINT OF BEGINNING. 3 c c — LIJ LLI LLI LU c .= c 2 8 2 .= 0 .0 0 w 2 z = 11 a. 11 ,..=,1' ,,,,,;,,,,,t1'1,,,4,'ff '1'1 ,11. ,,,,,,,,,,,..,,, If fp.,0, )i. ' , :ill, , .,, , ,,,,,, f ,,,ei. ,,irzr ,,,,,.::''''' , z ?, uj , .... c,,,,, I h n". I I C°1 ra.) UJ iis,,,,I, (,), ,,,, A E 00 LLA o z 0 z: V) CC CC 0 111111111001111 4 11 1 11 1111 1 11 1 111 20070920001425 CITY OF TUKWIL AMND 45.00 PAGE001 OF 006 09/20/2007 12:33 KING COUNTY, WA Return Address: CITY OF TUKWILA Office of the City Clerk 6200 Southcenter Blvd. Tukwila, WA 98188-2599 (206) 433-1800 Document Title(s): 111 First Amendment to Developlyent Agreement BetwPPn The City of Tukwila,VIEA Southcenter LLC an • 'r .-. Expansion and Renovation of Westfield Southcenter Mall.* Parties: Other: Southcenter LLC, and Prudential Financial Inc. Last Name City of Tukwila /A/ (-) First Name Initials Company Name (if business) 6200 Southcenter Blvd. Address Tukwila WA 98188-2599 City State Zip Code Assessor's Property Tax Parcel/Account Numbers(s): * Development Agreement recorded under king County Recording NO. 20060621000329 , Contract # 05-123A ///1/06- ;'ir iC d,14 Ytslrli Cf:.: ;t', 1 FIRST AMENDMENT TO DEVELOPMENT AGREEMENT BETWEEN THE CITY OF TUKWILA, WEA SOUTHCENTER LLC, AND PRUDENTIAL FINANCIAL INC., FOR THE EXPANSION AND RENOVATION OF WESTFIELD SOUTHCENTER MALL THIS FIRST AMENDMENT TO DEVELOPMENT AGREEMENT ("First Amendment") is entered into by and between the City of Tukwila, a Washington Non -Charter Optional Municipal Code City (the "City") and WEA Southeenter LLC, a Delaware limited liability company ("Westfield"), the majority owner and developer of the Property (defined below). RECITALS A. The City, Westfield and Prudential Financial Inc. ("Prudential") entered into that certain Development Agreement (Contract No. 05-123) executed by the City on December 27, 2005, by Westfield on December 13, 2005, and by Prudential on December 23, 2005, and recorded under King County Recording No. 20060621000329 (the '`Development Agreement"), related to the expansion and renovation of the Westfield Southcenter Mall development site (the "Project"), as depicted and legally described and in Exhibit A and Exhibit B. respectively, of the Development Agreement (the "Property"). The City, Westfield and Prudential entered into the Development Agreement pursuant to the authority in RCW 36.70B.170 through .210. B. Except for a portion owned by Federated Department Stores, Inc., the Property is owned by Westfield. Westfield acquired the majority of the Property from Prudential on September 29, 2006, and is now successor -in -interest to Prudential under the Development Agreement. C. Pursuant to Section 3.3 of the Development Agreement, Westfield is vested to the provisions of the Tukwila Municipal Code ("TMC"), excluding the building and fire codes pursuant to TMC Chapter 16, in effect on October 6, 2004, the date of the City's issuance of a final environmental impact statement for the Project (the "EIS Issuance Date"), except as otherwise provided in the Development Agreement or by state or federally mandated laws preempting the City's authority to vest regulations for the Project. D. The City and Westfield now desire to amend the Development Agreement to provide that solely with respect to the Tukwila Sign Code, TMC Chapter 19, Westfield is vested to the provisions in effect on January 1, 2007, as opposed to the provisions in effect on the EIS Issuance Date. E. The City and Westfield agree that each has entered into this First Amendment knowingly and voluntarily, and agree to be bound by the terms and conditions of this First Amendment. C F. The 'Tukwila City Council held a public hearing to consider this First Amendment on August 27, 2007. G. SEPA review for the entire Project was fully and completely evaluated through an Environmental Impact Statement entitled Westfield Shoppingtown Southcenter Expansion dated October 6. 2004, prepared pursuant to the State Environmental Policy Act, RCW 43.21C, and no Further SEPA review is required in connection with this First Amendment. AGREEMENT NOW THEREFORE, in furtherance of the recitals set forth above, which are incorporated herein by reference, the parties hereby agree as follows: . Vested Rights. Section 3.3 of the Development Agreement hereby is deleted in its entirety and replaced with the following: 3.3 Vested Rights. The provisions of the Tukwila Municipal Code ('`TMC"), excluding building and fire codes pursuant to TMC Chapter 16 and the sign code pursuant to TMC Chapter 19, in effect on the EIS Issuance Date shall apply to the Project, except as otherwise provided in this Agreement or by state or federally mandated laws preempting the City's authority to vest regulations for the Project. Notwithstanding the foregoing, the provisions of the Tukwila Sign Code (1'MC Chapter 19) in effect on January 1, 2007 shall apply to the Project. In addition, pursuant to RCW 36.70B.170(4) (Development Agreements — Authorized), the City reserves authority to impose new or different officially adopted regulations of general applicability; but only if, and to the extent required by a serious threat to public health and safety as determined by the City Council, and only after notice and an opportunity to be heard has been provided to WesttieId. The Project shall not be subject to any development moratoria the City may adopt subsequent to the date of this Agreement unless necessitated by a serious threat to the public health, safety and welfare. 2. Entire Agreement. This First Amendment and the Development Agreement constitute the entire agreement between the parties with respect to the subject matter of this First Amendment. 3. Full Force and Effect. Except as specifically set forth herein, the Development Agreement is and remains in full force and effect and binding on the parties. 4. Severability. In the event this First Amendment is declared unlawful or unconstitutional for any reason, the underlying Development Agreement shall remain in full force and effect and binding on the parties. }' WP•,t ESTFII1LD.DE, 11LOPLIENT AGREE1.IENT\Pitt_T AMEND TO DEVELOPMENT AGREEIIEN`r BEAG DOC 5. Authority to Execute. The City and Westfield represent and warrant that they have the respective power and authority, and are duly authorized to execute, deliver, and perform all of the obligations of this First Amendment. 6. Counterparts. This First Amendment may be executed in counterparts, each of which shall be deemed an original. IN WITNESS WHEREOF, the parties hereby duly execute this First Amendment as of the date(s) listed below. ON BEI-IALF OF TI -IE CITY OF TUKWILA Steve Mullett, Mayor ATTEST: Jane Cantu, City Clerk APPROVED AS TO FORM City Attorney ON BEI-IALF OF WESTFIELD: Date of Execution: WEA SOUTHCENTER LLC, a Delaware limited liability company By: Westfield America Limited Partnership, a Delaware Limited partnership, Its sole member By: Westfield U.S. Holdings, LLC, a Delaware limited liability company, Its general parter By: Name: Its: cofy A. Packer Assistant Secretary G, .2007 Date of Ex- ution: 0'PAVI.slTIETIEDi:\'i:1.01'P.1LNl : \GREE111il1 r IRS r AMEND 10 DEVELOPMENT AGREEMENT lllAG DOC STATE OF WASHINGTON ) ° ) ss. COUNTY OF r ) On this day of :. :), ,12007, before me, the undersigned, a Notary Public in and for the State of Washingtdn, duly commissioned and sworn, personally appeared Steve Mullet, to me known to be the person who signed as Mayor of the City of Tukwila, Washington, the municipal corporation that executed the within and foregoing instrument, and acknowledged 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 was duly elected, qualified and acting as said office of the municipal corporation, that he was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said municipal corporation. IN WITNESS WHEREOF I have hereunto set my hand and official seal the day and year first above written. (1',11 - f NOTARY PUBLIC in and for the State of. Washington, residing, at My commission expires: - , ;f 'r /Vfrf [Type or Print Notary Name] First Amendment to Development Agreement between City of Tukwila, WEA Southcenter LLC, and Prudential Financial Inc., for the Expansion and Renovation of Westfield Southcenter Mall STATE OF CALIFORNIA) ) ss. COUNTY OF LOS ANGELES) On 4� .2007 before me, Annie M. Zettel, a Notary Public personally appeared I�ai7A, Pad.er personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal. Signature ANNIE M. ZEI EL Commission # 1478766 Notary Public - California Los Angeles County My Comm. Expires Apr 21, 2008 (Seal) Return to: City Clerk City of Tukwila 6200 Southcenter Boulevard Tukwila, WA 98188 1111111111011111111111 20060621000329 CITY OF TUKWIL AG 71 00 PAGE001 OF 040 06/21/2006 10:12 KING COUNTY, WA Above this line reserved for Recorder's use i DEVELOPMENT AGREEMENT Paty 1: CITY OF TUKWILA, a Washington Non -charter Optional Municipal Code City Party 2: Prudential Financial Inc. Party 3: WEA Southcenter LLC, a Delaware limited liability company Section/Township/Range: NW 26-23-04, NE26-23-04, SE 23-23-04, SW 23-23-04 Assessor's Tax Parcel Number(s): 1157200292, 1157200290, 2623049023, 5379200330, 5379200241, 6364200010, 6364200020, 2623049084, 2623049085, 3597000240, 3597000245, 3597000247, 2623049084 CONTRACTab-123 (QS 1S9' DEVELOPMENT AGREEMENT BETWEEN THE CITY OF TUKWILA, WEA SOUTHCENTER LLC, AND PRUDENTIAL FINANCIAL INC., FOR THE EXPANSION AND RENOVATION OF WESTFIELD SOUTHCENTER MALL Section 1: Parties 1.1 This Development Agreement ("Agreement") is entered into by and between the City of Tukwila, a Washington Non -Charter Optional Municipal Code City (the "City"), Prudential Financial Inc. ("Owner"), the majority owner of the property, and WEA Southcenter LLC, a Delaware limited liability company ("Westfield"), a lessee and developer of the property. This Agreement is entered into pursuant to the authority of RCW 36.70B.170 through .210 under which a local government may enter into a development agreement with any entity having ownership or control of real property within its jurisdiction. All three entities shall be known collectively as "the Parties" to this Agreement. Section 2: Recitals 2.1 Westfield Southcenter Mall, the development site, is located on land within the City of Tukwila, within the block bounded by Southcenter Parkway, Strander Boulevard, Andover Park West and Tukwila Parkway, excluding the Bank of America parcel in the northeast corner of the block. The site, comprising approximately 85 acres, is shown on attached Exhibit A and a legal description is attached hereto as Exhibit B and shall be known as the Property ("Property"). 2.2 Except for a portion owned by Federated Department Stores, Inc., the Property is owned by Prudential Financial Inc. and Westfield is the lessee of the Property pursuant to a long term lease. 2.3 The purpose of this Agreement is to address the expansion of the mall in accordance with development agreements under Washington State law (RCW 36.70B.160 et seq.), which authorize local governments to enter into development agreements with any entity having ownership or control of real property within a local government's jurisdiction. 2.4 The City and Westfield agree that Westfield's presence in the community provides significant economic and community benefit to the City and its residents. 2.5 Westfield would like to improve the market positi$n of Southcenter as a regional, commercial shopping complex that offers a wide variety of merchandise options, commercial services, entertainment and retail opportunities for consumers. To accomplish this goal, Westfield proposes to expand the existing Southcenter complex by approximately 787,903 .square feet of gross building area ("gba"), herein after referred to as the Project ((""Project"). The d C)0 Page 1 o I60 OPJGNALS Project may include retail uses, restaurants, a movie theater complex, a hotel, and parking structures that=are developed in phases. 2.6 The City reviewed the Project through an Environmental Impact Statement ("EIS") entitled Westfield Shoppingtown Southcenter Expansion dated October 6, 2004 (the "EIS Issuance Date"), prepared pursuant to the State Environmental Policy Act, RCW 43.21C. 2.7 On December 3, 2004, the City approved a Complementary Parking and Administrative Parking Variance (the "Parking Decision") subject to conditions that result in a reduction from the minimum number of required parking spaces for the Project. A copy of the Parking Decision is attached hereto as Exhibit C. 2.8 On December 13, 2004, the Tukwila Board of Architectural Review ("BAR") granted Westfield design review approval for a site plan for 597,009 square feet of the Project (the "BAR Decision"). A copy of the Initial BAR Decision is attached hereto as Exhibit D. 2.9 Westfield and the City desire assurance that the Project will be developed in accordance with the ordinances, resolutions, codes, rules, regulations and official policies of the City governing the development and use of land existing on the date of the EIS and subject to specific conditions of approval. This Agreement provides certainty and reduces the risk for all parties that the Project will be developed under the terms and conditions set forth herein. 2.10 The City, Westfield and Owner agree that each has entered into this Agreement knowingly and voluntarily, and agree to be bound by the terms and conditions of this Agreement. 2.11 The Tukwila City Council held a public hearing to consider this Agreement on November 28, 2005. 2.12 The City, Westfield and Owner agree that the foregoing recitals are material to this Agreement, and that each Party has relied on the material nature of such terms and recitals in entering into this Agreement. Section 3: The Agreement THEREFORE, in consideration of the mutual promises and covenants set forth below, and for other good and valuable consideration, the receipt of which is hereby acknowledged, the Parties acknowledge and agree as follows: 3.1 Term. This Agreement shall commence on the Effective Date. Westfield shall have six (6) years from the Effective Date in which to apply for the building permit(s) needed to construct the entire Project, unless the Parties sooner agree in writing to terminate or extend this Agreement ("Term"). The Term of this Agreement shall be tolled pending any appeals of any land use permits or approvals granted by the City necessary to complete the Project, and pending any delays in receipt of approvals or appeals of any state or federal agency necessary to complete the Project. Once Westfield submits a complete building permit application for the Project, this Agreement shall continue until such building permits (including any extension to the terms Page 2 0 1 4 thereof) expire, or until the City issues all required certificates of occupancy, whichever occurs first. 3.2 Effective Date. This Agreement shall become effective on the first date on which all Parties have executed this Agreement. 3.3 Vested Rights. The provisions of the Tukwila Municipal Code ("TMC"), excluding building and fire codes pursuant to TMC Chapter 16, in effect on the EIS Issuance Date shall apply to the Project, except as otherwise provided in this Agreement or by state or federally mandated laws preempting the City's authority to vest regulations for the Project. In addition, pursuant to RCW 36.70B.170(4) (Development Agreements — Authorized), the City reserves authority to impose new or different officially adopted regulations of general applicability; but only if, and to the extent required by a serious threat to public health and safety as determined by the City Council, and only after notice and an opportunity to be heard has been provided to Westfield. The Project shall not be subject to any development moratoria the City may adopt subsequent to the date of this Agreement unless necessitated by a serious threat to the public health, safety and welfare. Section 4: Interrelationship Between Development Agreement and Other Approvals and Applications 4.1 Binding Nature; Conflict. Westfield and Owner shall be bound by this Agreement. The terms and conditions of this Agreement shall apply to the Project, provided that, should an irreconcilable conflict arise between a term or condition in this Agreement and a term or condition in the BAR Decision or Parking Decision, or a modification to the BAR Decision or to the Parking Decision, the more restrictive of said terms shall be applied to the Project. 4.2 Prior Approvals. Westfield has received a BAR Decision on design issues and a Parking Decision on parking issues. Westfield shall comply with the conditions of the BAR Decision and Parking Decision or seek modifications thereto. The Parties also agree that design review approval is required for the remainder of the Project not included in the BAR Decision. The Parties agree that any modification to the approved design, any modification to the Parking Decision, and any additional design review approval required for the remainder of the Project shall not require an amendment to this Agreement so long as it does not increase the Project's gba. As part of reviewing any proposed modifications to the approved design, any modification to the Parking Decision, and any future design review for the remainder of the Project, the City shall not impose conditions on the Project inconsistent with any provision of this Agreement. 4.3 SEPA Compliance. The Parties acknowledge that the EIS fully and completely evaluated the environmental impacts for development of the Project and that further SEPA review may only be required if the criteria set forth in WAC §197-11-600(3)(b) (Part Six — Using Environmental Documents, SEPA Rules) are triggered. 4.4 Future Building Permits. The Parties acknowledge that the Project will require building permits and that conditions may be imposed on such building permits based upon applicable building and fire codes. Page 3 o!J jp development proposed in such building permits as compared to the trips generated from full buildout. 5.3 Tukwila Urban Access/Klickitat Improvement Project. The City has begun design of the Tukwila Urban Access/Klickitat Improvement project, Project 84-RW19 (the "Klickitat Project"). The Parties agree that the design will include as a design alternative a new vehicular ingress only "slip ramp" (the "Slip Ramp") that will provide access by northbound traffic north of Strander Boulevard down into the Property, a pedestrian access via a separated pedestrian walkway from Southcenter Parkway, and a retaining wall as necessary to support the Southcenter Parkway improvements for Phase I (the "Klickitat Wall"). If the Sears Tire, Batteries and Accessories (TBA) store is built prior to the construction of the Klickitat Project, Westfield shall build a retaining wall for the TBA pad (the "TBA Wall") and submit documentation to the City that confirms the cost of the TBA Wall (the "TBA Wall Costs"). In the event that the City uses the TBA Wall as a portion of the Klickitat Project or removes the TBA Wall, Westfield shall be compensated by the City for the TBA Wall Costs as follows: (a) in cash at completion of the Klickitat Project; (b) in the form of a credit in the amount of the TBA Wall Costs against any LID assessment for the Klickitat Project; or (c) a combination of (a) and (b) that fully compensates Westfield. If the TBA Wall is removed in whole or in part by the construction of the Slip Ramp, no compensation shall be due from the City. If the Slip Ramp design alternative is chosen by Westfield to be included in their final project, Westfield shall reimburse the City for all construction costs associated with the construction of the Slip Ramp and separated pedestrian walkway, but not for costs associated with the Klickitat Wall. 5.4 Transportation Improvement Project Credit. Westfield and/or Owner shall dedicate the right-of-way necessary for the Klickitat Project. Westfield and/or Owner shall also dedicate, at no expense to the City, the right-of-way necessary for the Slip Ramp and the separated pedestrian access, if Westfield agrees to fund these additional improvements. Westfield has received a credit in the amount of $846,240 against the Traffic Impact Fees for the dedication of right of way necessary for the Klickitat Project. This credit is reflected in the reduced Transportation Impact Fee delineated in Section 5.2. The Parties agree that such dedicated right of way shall not include any parking lot or circulation driveways in the Project. 5.5 No Protest LID Agreement. Prior to issuance of the first building permit, Westfield and Owner shall execute individual no protest LID Agreements for the following future projects: • Improvements to Tukwila Parkway • 61st Avenue South Bridge Widening • Tukwila Urban Access/Klickitat Improvement Project Westfield shall receive a credit against the assessment for the Tukwila Urban Access/Klickitat Improvement Project LID for that portion of the Impact Fees paid pursuant to Paragraph 5.2 that are attributable to the Tukwila Urban Access/Klickitat Improvement Project. Each agreement to not protest the formation of a future Local Improvement District shall include the right of Westfield and the Owner to protest the methodology and/or specific amount of any LID assessment. Page 5 0r,,Vi' Section 5: Transportation 5.1 Transportation Concurrency. The Parties evaluated the Project for transportation concurrency as part of the EIS. It was concluded that the Project meets City level of service standards and therefore is compliant. The Parties agree that Westfield shall not be required to construct or fund any transportation improvements to establish transportation concurrency. Further, the Parties agree that the City shall not require any additional transportation analysis as part of any future City permitting for the Project. 5.2 Transportation Impact Fees. a. The Parties have completed the technical analysis to determine the transportation impact fees due to mitigate the transportation impacts of the Project pursuant to TMC 9.48.150 (Transportation Concurrency Standards and Impact Fees). Based on that analysis, the Parties agree to the following transportation impact fee schedule for the Project: Project # Link or Intersection Impact Fee Due 96 -RW 18 Southcenter Parkway & 168th $15,200 93-RW11 West Valley & Strander $43,120 89 -RW 13 Interurban Bridge $19,920 84-RWO7 Minkler (Andover Park West to Southcenter Parkway) $0 88-RWO4 Andover Park West (Tukwila Parkway to Strander Blvd) $271,150 03-RWO5 Andover Park East & Minkler $25,960 84-RWO3 Southcenter Parkway (180th to South City Limits) $16,470 02-RWO4 Southcenter Blvd. (51st to Tukwila International Blvd.) $184,000 89-RWO5 East Marginal (BAR to 112th) $0 84 -RW 19 Tukwila Urban Access/Klickitat Improvements (Southcenter Parkway to I-5) $504,1201 Total Transportation Impact Fees for the Project $1,079,940 Note 1: This reflects $1,350,360 fee due for this transportation project less a credit of $846,240 for the Owner's dedication of right-of-way for this transportation project. No additional transportation analysis and no additional transportation concurrency certificates shall be required for Westfield to construct the entire Project. b. These Transportation Impact Fees are based upon the trips generated from development of 787,903 square feet of gba, which is full buildout of the Project. Westfield shall only pay the proportion of Transportation Impact Fees owing prior to issuance of building permits for the Project based upon the proportional trips generated from the square footage of Page 4 of,,"IO 5.6 Frontage Improvements. a. Westfield shall provide frontage improvements along Andover Park West from Strander Boulevard north to the new limits of the existing bus pullout, and from Baker Boulevard north to the Bank of America property line; along Tukwila Parkway between the Bahama Breeze access and the Bank of America property line (all these improvements are hereinafter referred to as "Frontage Improvements"). The Frontage Improvements shall be designed and constructed consistent with the following: 1. Landscaping shall be completed pursuant to the Tukwila Street Tree Program for the CBD Sidewalk Project; however, tree placement is preferred between traffic and sidewalk whenever practicable. 2. Sidewalk sections shall be concrete and a minimum of six feet (6') in width except that, in locations where the sidewalk is adjacent to an existing traffic control cabinet or light pole, the sidewalk may be reduced to the minimum ADA width. 3. All light poles or other obstructions (e.g. signal control cabinets) may either be located or relocated behind the sidewalk or, at Westfield's discretion, the light pole or other obstruction may remain within the sidewalk, but the sidewalk shall be widened to provide clear passage around the pole or other obstruction so long as the width is consistent with ADA standards. The only exception to this provision is if a sight distance or turning radius issue is created by the pole or obstruction at the Strander Blvd. and eastern driveway location. If, at this one location, the City determines that sight distance or turning radius standards cannot be met, the pole or obstruction shall be relocated at Westfield's expense, or Westfield shall provide engineering substantiation demonstrating that turning movement and sight distance standards will be met without such relocation. 4. All public sidewalks may be installed on easements. 5. The Frontage Improvements are illustrated on Exhibit E ("Frontage Improvement Design") attached hereto and incorporated herein by this reference. Should a conflict arise between the text in this Section 5.6 and the Frontage Improvement Design, the conflict shall be resolved by mutual agreement of the Parties. b. The westerly access on Strander Blvd. shall be relocated so that it aligns with the existing driveway on the south side of Strander Blvd. that provides access to the "rear" parking/service area of Target and the primary entrance to the Tukwila Pond Park. Westfield shall construct a traffic signal with full turning movements at this access. The Parties agree that no public safety concerns at this access have been forecast to warrant turning movement restrictions. Should the City identify, in the future, safety concerns that may warrant turning movement restrictions, the City shall provide notice to Westfield and a reasonable opportunity to comment and propose alternative measures to address potential safety concerns. c. Westfield shall provide restriping, if necessary, so that channelization in Baker Blvd. matches changes in the Andover Park West/Baker Blvd. intersection. Page 6 oy,,g#1 d. Westfield shall provide the City with easements for the maintenance of the traffic signal loops that are present on the Property. The City shall bill Westfield on an annual basis for the actual maintenance performed on the traffic loops. e. The Project plans must include an extension of the Andover Park West transit center pullout to the south by thirty feet (30') subject to approval by adjacent tenants; however this shall not restrict the City from closing this access under its authority under the State of Washington Constitution. f. The Project plans must include modifications to the two accesses to the U.S. Post Office to permit right in/right out with widths between twenty-five feet (25') and thirty-five feet (35'), and include closing of the two accesses located in front of the Firestone building, all subject to approval by adjacent tenants; however this shall not restrict the City from closing this access under its authority under the State of Washington Constitution. g. Any future changes to access points or intersections must be designed to align with existing adjacent access driveways. Civil plans must include information on the neighboring accesses/intersections. h. To accommodate sidewalks, utilities and temporary construction, Westfield shall provide a new 15 -foot wide easement along Andover Park West in those areas of the existing 10 - foot and 5 -foot easements. The existing 10 -foot and 5 -foot easements shall be extinguished. Section 6: Water, Sewer, and Surface Water Utilities 6.1 General. The Project will require removal of a substantial amount of the utilities infrastructure on the south side of the site, but will have only minimal effect upon the north side utilities. The Owner, Westfield and the City agree that the utilities are in fair shape, except for a bow in the sewer line north of Mervyn's Department Store, which is located in the northeast portion of the Property and which needs to be corrected. All of the fire and irrigation cross - connection controls on the north side of the development are in place and up to date. So long as the requirements of Sections 6.2 and 6.3 of this Agreement are met, sufficient sewer and water capacity exists for the Project. The City shall not withhold any permit approvals for the Project on account of insufficient water or sanitary sewer capacity to accommodate the Project. The City shall not require any additional off-site water, sewer or surface water infrastructure improvements to support the Project. The Parties agree to the conditions set forth in the remaining subsections of this Section for any building permit(s) for the Project. 6.2 Water Service. a. A water availability certificate shall be issued by the City upon Owner and Westfield completion of the following: 1. Submission of a site survey locating the existing 8 -inch water line along Southcenter Parkway and its 15 -foot easement, and an accurate provision of a new easement, if needed, that coincides with the actual location of the water line. Page 7oV) 41 2. Installation, at Westfield's expense, of two 10 -inch valves; one on the east side and one on the west side of the site. Owner and Westfield shall own and maintain all existing and new water system infrastructure between the two valves, except water meters exterior to the building, which shall belong to the City pursuant to TMC Chapter 14.04 (Water Rates and Regulations). 3. Upsizing, at Westfield's expense, to a new 12 inch water line, those portions of the existing 10 -inch water line on the south side of the Property that must be relocated in order to construct the Project. No further conditions need to be satisfied for issuance of the water availability certificate. b. There are approximately nineteen existing external connections to the looped, 10 - inch mains. Some of these connections are water supply to the building and some of these connections are for irrigation. All water supply connections to the building shall have City owned meters at the private main. The City shall install these meters. Exhibit F shows the City's responsibilities for the installation of the meters. The City agrees to waive the permanent installation meter fees. Westfield shall meet current City standards for all new connections as follows: 1. Installation of a reduced pressure principle assembly ("RPPA") between each water supply meter and the building, locating each RPPA as close to its meter as possible. 2. On lines that Westfield replaces, upgrade the water only (irrigation meters), as needed to meet the City's current standard. 3. On lines that Westfield replaces, upgrade the cross connection control (backflow prevention) on the irrigation meters as needed. 4. Provision of an easement benefiting the City for each meter, new or existing. c. The City shall include the capacity provided by the new line in its fire flow modeling. 6.3 Sewer Service. a. In 2006, the City shall repair the sewer line north of Mervyn's to remove the bow in the pipe. b. Upon the City's completion of sewer line repair work north of Mervyn's, Owner and Westfield shall accept ownership and assume maintenance responsibilities for the existing sewer system from the connection at the main in Andover Park West throughout the Property. 6.4 Surface Water. The Parties analyzed the potential stormwater impacts of the Project in the EIS. The EIS concluded that because the Project would not increase the amount of impervious surface at Southcenter, the Project would generate no additional effect on water Page 84.4 to quantity relative to existing conditions. The EIS further concluded that because the Project includes converting some existing surface parking areas into structured parking and interior mall space, the Project would have a net positive effect on the quality of surface water runoff for Southcenter. Based on this analysis, the Parties agree that no new or additional stormwater detention will be required as part of the Project. Westfield has agreed to include additional stormwater quality treatment on the south side of the Property (e.g., in-line stormwater treatment vaults) as part of the Project to improve the quality of the stormwater runoff generated by Southcenter. 6.5 Ownership of Utilities. In 1969, the City entered into a Bill of Sale of Utility Facilities and Utility Right -of -Way Agreement (the "Utility Agreement") with Southcenter Shopping Center Corporation, Boncom Corporation, Allied Stores Corporation and Connecticut Life Insurance, the then -owners and lessee of the Property. The Utility Agreement provided that the sanitary sewer trunk lines and laterals, storm sewer trunk lines and laterals, and water mains and laterals (referred to as "Utility Lines") installed by the owners to serve the Property were conveyed to the City and were thereafter maintained by the City. Upon completion of the utility repair noted in this Agreement, the City and Owner shall execute a Bill of Sale, in the form generally as attached hereto as Exhibit G, transferring to Owner ownership of and maintenance responsibility for those Utility Lines identified in the Bill of Sale. Owner shall grant easements to the City for access to and inspection of new master water meters constructed as part of the Project. Section 7: Remaining Development Conditions 7.1 Power Supply Distribution. Westfield shall coordinate with Puget Sound Energy ("PSE") for additional electrical capacity for the shopping center development through the addition of a new distribution feeder circuit to the existing system that presently serves the shopping center campus. As of the Effective Date of this Agreement, the Parties anticipate that the best source for an additional circuit would come from the Southcenter substation located on Southcenter Parkway and approximately S. 168 St. An empty conduit pathway placed by PSE exists from the substation to the south side of the Southcenter property at Strander Blvd. To meet this condition, Westfield shall extend a vault and conduit system north from the intersection of Southcenter Parkway and Strander Blvd., near the former Doubletree Inn, and tie into the existing spare conduits on the west side of the shopping center campus. At this west side location, new conduit pathway and vault infrastructure will be provided by Westfield to facilitate PSE's feeder circuit and primary power switching and transformation equipment necessary to serve the new and renovated development on the shopping center site. The new feeder circuit would then extend from the substation through the conduit system on the Southcenter site to tie into the existing PSE primary power circuitry located on the east side of Southcenter on Andover Park West. As needed, PSE shall add additional station transformer capacity at both Southcenter and Renton Junction substations. 7.2 Communications. Westfield shall upgrade the existing Qwest Communications main point of presence ("MPOP") space located inside Westfield Shoppingtown Southcenter to meet the anticipated increased voice and data services demand generated by the Project. If the existing space is maintained and expansion occurs in another area in order to meet the increase in Page 9oerIIP demand, Westfield shall protect and provide maintenance access to the existing communications path while digging during construction. If the extent of digging precludes Westfield from protecting the existing communications path, Westfield shall relocate all communications components (preferably in one location). If so, Westfield shall provide new conduit and updated service equipment. Westfield is responsible for any and all upgrades that would enable Qwest to serve Southcenter. 7.3 Air Quality Measures. Westfield shall control fugitive dust during construction of the Project using reasonable precautions as provided by the Puget Sound Clean Air Agency. 7.4 Emergency Measures. Westfield shall maintain accessibility to the Project site during construction in order to retain current emergency response times. Westfield shall coordinate displacement of parking and/or disruption to vehicular or pedestrian traffic patterns with Southcenter management and Tukwila Police and Fire prior to construction. 7.5 Security Measures. Westfield shall take the following actions in order to improve existing police service to Southcenter and to meet additional service demands created by the Project: a. Short-term Construction. Westfield shall provide site security measures during Project construction, such as security patrols, fencing, lighting, and provision of secure areas for equipment, in order to discourage theft, vandalism, trespassing, and other unauthorized activities. Westfield shall work with the Tukwila Police Department, where possible, to implement these security measures. b. Radio Communications. Westfield shall coordinate during design and construction of the Project to establish a mutually acceptable Tukwila Police Department and Fire Department transmission and reception with the Valley Communications Center throughout the Property. c. Community Resource Center. Westfield shall provide a tenant space in the Project and designated parking areas for the City of Tukwila Police Department, to be available upon the certificate of occupancy of the Project. The location and size of the space, which shall be mutually agreeable, shall provide visibility and convenience thus enabling the City Tukwila Police Department personnel to support Property safety and security. d. Property Lighting and Security Cameras. Westfield shall provide adequate exterior and/or interior security cameras and adequate exterior and garage lighting that comply with City standards. 7.6 Recycling Program. Westfield shall provide recyclable collection points and haul routes designed to minimize impacts to pedestrian and vehicle routes. Westfield shall designate recycling space that is equal to or greater than space allotted for garbage bins and compactors and work with the City to maintain an effective recycling program, including recycling of plastic film, apparel bags, paper, cardboard bottles and can. Page 10 of (1 Section 10: General Terms 10.1 Venue. Venue for all disputes arising under or connected with this Agreement and its component parts shall be the Superior Court of King County. This Agreement shall be governed and interpreted in accordance with the laws of the State of Washington. 10.2 No Waiver of Police Power or Condemnation Authority. The City does not waive its police power or condemnation authority by entering into this Agreement, but shall not exercise its police power in any manner inconsistent with this Agreement. 10.3 Covenant Running with the Land. This Agreement and its component parts shall be covenants running with the land and/or equitable servitudes, and shall be binding on the Parties and their successors and assigns, and on all subsequent owners, purchasers, lessees or lessors, and transferees of every nature as set forth herein. Westfield shall record a full and complete original of this Agreement against title to the Property within five (5) days following the effective date of this Agreement with the Real Property Records Division of the King County Records and Elections Department. 10.4 Owner's and Westfield's Responsibility. Any act or omission required of or permitted by the Owner or Westfield may be taken by the Owner or Westfield or by its agents, contractors or employees; provided that the Owner and Westfield shall not thereby be relieved of its responsibility or liability to the City under this Agreement. 10.5 Attorney's Fees. In any action arising under or related to this Agreement, each Party shall bear its own attorney fees and expenses, whether at trial or on appeal, or in any bankruptcy proceeding. 10.6 Specific Performance. In the event that any Party fails to perform as set forth in this Agreement, the non -defaulting Party or Parties shall be entitled to pursue specific performance against the defaulting Party. The Parties acknowledge that money damages and remedies at law generally are inadequate and specific performance and other non -monetary relief are particularly appropriate remedies for the enforcement of this Agreement and should be available to the Parties for the following reasons: a. Money damages are inadequate to compensate the Parties for the unique benefits available through this Agreement; and b. Due to the size, nature and scope of the Project, it may not be practical or possible to restore Southcenter to its natural condition once implementation of this Agreement has begun. 10.7 No Third Party Beneficiary. This Agreement is for the benefit of the Parties hereto only and is not intended to benefit any other person or entity, and no person or entity a signatory to this Agreement shall have any third party beneficiary or other rights whatsoever under this Agreement. No other person or entity not a Party to this Agreement may enforce the terms and provisions of this Agreement. Page 12 of,W 10.8 Other Conditions. The Parties acknowledge that fire and building code conditions may be imposed on building permits issued for the Project. 10.9 Severability. If any section, sentence, clause, provision or portion of this Agreement is declared unlawful or unconstitutional for any reason, the remainder of this Agreement shall continue in full force and effect. 10.10 Notice. All notices or communications provided for by this Agreement must be in writing, and may either be delivered personally, by certified mail, or by express delivery service, return receipt requested. Such notices shall be deemed delivered on the date of receipt, as evidenced by the return receipt or the equivalent (e.g., date stamp of recipient). All notices or communications shall be given to the Parties at their addresses set forth below: For the City of Tukwila: City Clerk City of Tukwila 6200 Southcenter Boulevard Tukwila, WA 98188 For the Owner: Prudential Financial Inc. c/o Daniel J. Kelley 8 Campus Drive 4th floor Parsippany, NJ 07054 For Westfield: WEA Southcenter LLC c/o Westfield Corporation, Inc. Office of the Legal Counsel 11601 Wilshire Blvd., Suite 1100 Los Angeles, CA 90025-1748 Any Party may, upon ten (10) days written notice to the other Parties, substitute an alternative address for that listed above, either for a particular duration or permanently. 10.11 Authority to Execute. The City, Owner and Westfield represent and warrant that they have the respective power and authority, and are duly authorized to execute, deliver, and perform all of the obligations under this Agreement. Page 13 ofXI 7.7 Parking Stall Dimension. Westfield shall be allowed to maintain its existing parking stall striping for buildout of the Project and may replace such striping in its existing configuration where surface parking and circulation areas are reconstructed for the Project. Section 8: Transfer of Property by Westfield and or Owner 8.1 Authority to Transfer. Westfield's and Owner's right to sell, transfer, mortgage, hypothecate, convey or take any other similar action regarding real property interests in the Property or any financing thereto shall not be infringed by this Agreement, provided, however, that any such sale, transfer, sale, lease, etc. shall be subject to the terms and conditions, rights and obligations of this Agreement. 8.2 Obligations of Successors. This Agreement shall be binding upon all subsequent heirs, successors, assigns, purchasers, owners, lessees or lessors and transferees of every nature and kind. Upon transfer of all interest in the Property, Owner/Westfield shall be released from all obligations under this Agreement. 8.3 Estoppel Certificate. The Owner or Westfield may, at any time, and from time to time, deliver written notice to the City requesting the City to certify in writing that, to the knowledge of the City (i) this Agreement is in full force and effect and a binding obligation of the Parties; (ii) this Agreement has not been amended or modified either orally or in writing, and if so amended, identifying the amendments; and (iii) the requesting Party is not in default in the performance of its obligations under this Agreement, or if in default, to describe therein the nature and amount of any such defaults. The City shall execute and return such certificate within thirty (30) days following the receipt thereof. The City shall have the right to execute any certificate requested by the Owner or Westfield hereunder. The City shall not have any liability to the requesting Party or to any third party for inaccurate information if it provides the estoppel certificate in good faith and with reasonable care. Section 9: Binding Nature; Modification 9.1 Binding Nature. Once executed, this Agreement shall be binding on the Parties to this Agreement and their heirs, successors and assigns, from the effective date through the term of the Agreement. 9.2 Modification or Termination of Agreement. a. This Agreement may be modified or terminated only upon the mutual written agreement of the City Council, Westfield and the Owner and its successors, and/or assigns. b. In addition, this Agreement shall be deemed terminated and of no further force and effect upon the completion of the Project in accordance with the terms and conditions of this Agreement, including issuance of all required occupancy permits. 9.3 Other Agreements. The Parties acknowledge that this Agreement contains the entire agreement between the Parties with respect to the development of the Project. Page 11 of14. / 10.12 Mutual Drafting and Construction. The Parties agree that each of them participated fully in the negotiation and drafting of this Agreement and the rules of construction of ambiguities against the drafter shall not apply to any Party. 10.13 Counterparts. This Development Agreement may be executed in counterparts, each of which shall be deemed an original. Section 11: List of Exhibits Exhibit Description A Property Map B Property Legal Description C. Parking Decision D. BAR Decision E. Frontage Improvement Design F. City of Tukwila Water Meter Detail G. Utility Turnover Document ON BEHALF OF THE CITY OF TUKWILA: Steve Mullet, Mayor ATTEST: ?)oigit±, 41 .6aka_. 46...a. Jane Cantu, City Clerk Date of Execution: 2 Page 14 of) f 6 ON BEHALF OF PRUDENTIAL FINANCIAL, INC.: By: Prudential Retireme s Insurance and Annuity Company Its: Membe By: Name: 1e -,h, c ga`e° `' Title: Date of Execution: / 2V. 7- °S On this 23 day of a ,.,,,,(1,. , 2005, before me, the undersigned, a Notary Public in and for the State of )7 p R 4uly commissioned and sworn, personally �,O appeared _before me Al len) e, t me known to be the managing member of Qcu-a.Q, '-t NAS c1 n, a i) ow J -s e y company, that executed the foregoing instrument, and acknowledged that he signed the same as a free and voluntary act and deed for the uses and purposes therein mentioned, and on oath stated that he is authorized to execute the said instrument. SUBSCRIBED AND SWORN to before me this ?3day of z , , 2005. 41A4t)LI:"— 42— Printed Name: MARIA A. DASILVA NOTARY PUBLIC OF NEW JERSEY NOT RY PUBLIC in and for the State of COMMISSION EXPIRES MAR. 22, 2008 :err, residing at ,w3.9 /''JJ c „ cot,/DA), N 07 o'3 My commission expires Page 15 of)' ON BEHALF OF WEA SOUTHCENTER LLC By: Westfield America Limited Partnership, a Delaware limited liability company By: Westfield America, Inc. a Missouri corporation, its general partner By: - Date of Execution: Z6, /o Y Its: Sly File- 0.p. See aft no/arN 6/a44/ On this /3 day of Vec n be. , 2005, before me, the undersigned, a Notary Public in and for the State of a/a-orn,k-- , duly commissioned andsworn, personally appeared betore , e eempany, that executed the foregoing instrument, and acknowledged that h signed the same as a free and voluntary act and deed for the uses and purposes therein ment ned, and on oath stated that he is authorized to execute the said instrument. SUBSCRIBED AND SWOto before me this /3 day of Dee&,,,6er , 2005. Printed Name: tile /11. %eh/ NOTARY PUBL ' in and for the State of Ca /i form' w Waslling ton, `res. ing at Los Anile%s My commission expires April 034 awe Page 16 of 16 STATE OF CALIFORNIA) ) ss. COUNTY OF LOS ANGELES) On December 13, 2005 before me, Annie M. Zettel, personally appeared Peter Schwartz personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal. Signature m. (Seal) ANNIE M. ZETTEL Commission e 1478766 Notary Public - California Los Angeles County Wry Comm. Expires Apr 21, 2008 14 is rr se„..rni T‘ LL. Frgt:vY \NI/STf 1 &gab EXHIBIT B LEGAL DESCRIPTION PARCEL 1: THAT PORTION OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 26, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON; AND OF THE NORTHEAST QUARTER OF THE NORTHWEST QUARTER OF SAID SECTION 26; AND OF THE SOUTHWEST QUARTER OF THE SOUTHEAST QUARTER OF SECTION 23, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON; AND OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SAID SECTION 23; AND OF THE INTERURBAN ADDITION TO SEATTLE, ACCORDING TO PLAT RECORDED IN VOLUME 10 OF PLATS AT PAGE(S) 55, IN KING COUNTY, WASHINGTON; AND OF BROOKVALE GARDEN TRACTS, ACCORDING TO PLAT RECORDED IN VOLUME 10 OF PLATS AT PAGE(S) 47, IN KING COUNTY, WASHINGTON; AND OF THE W.H. GILLIAM DONATION LAND CLAIM NO. 40, DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHEAST CORNER OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SAID SECTION 26; THENCE NORTH 00°12'09" WEST ALONG THE NORTHERLY PRODUCTION OF THE EAST LINE OF SAID SUBDIVISION 406.49 FEET; THENCE SOUTH 89°47'51" WEST 30 FEET TO THE WEST MARGIN OF ANDOVER PARK WEST AND THE TRUE POINT OF BEGINNING; THENCE NORTH 87°25'13 " WEST 526.42 FEET; THENCE SOUTH 00°19'36" WEST 30.02 FEET; THENCE NORTH 87°25' 13" WEST 253.52 FEET; THENCE SOUTH 00°19'36" WEST 366.84 FEET TO THE NORTH LINE OF THE SOUTH 40.00 FEET OF THE SOUTHEAST QUARTER OF SAID SECTION 23; THENCE NORTH 89°40'24" WEST ALONG SAID NORTH LINE 179.20 FEET TO AN INTERSECTION WITH A LINE WHICH BEARS NORTH 00°19'36" EAST FROM A POINT ON THE SOUTH LINE OF SAID SECTION 23, WHICH IS 341.40 FEET EAST OF THE SOUTHWEST CORNER OF THE SOUTHEAST QUARTER OF SAID SECTION 23; THENCE SOUTH 00°19'36" WEST 14.00 FEET; THENCE NORTH 89°40'24" WEST 10.50 FEET; THENCE SOUTH 00°19'36" WEST 36.83 FEET; THENCE NORTH 89°40'24" WEST 7.90 FEET; THENCE SOUTH 00°19'36" WEST 42.17 FEET; THENCE NORTH 89°40'24" WEST 72.00 FEET; THENCE SOUTH 00°19'36' WEST 96.00 FEET; THENCE NORTH 89°40'24" WEST 226.00 FEET; THENCE NORTH 00°19'36" EAST 138.17 FEET; THENCE NORTH 89°40'24" WEST 79.90 FEET; THENCE NORTH 00°19'36" EAST 10.83 FEET TO THE WESTERLY EXTENSION OF THE SOUTH LINE OF THE SOUTHEAST QUARTER OF SAID SECTION 23; THENCE NORTH 89°40'24" WEST ALONG SAID EXTENSION 10.50 FEET; THENCE NORTH 00°19'36' EAST 40.00 FEET; THENCE NORTH 89°40'24" WEST 151.60 FEET; THENCE NORTH 00°19'36" EAST 790.45 FEET TO THE NORTHEAST CORNER OF THAT PORTION OF THE SOUTHCENTER PARKWAY VACATED BY ORDINANCE NO. 555, CITY OF TUKWILA, AND AS RECORDED UNDER RECORDING NO. 6516239, TN KING COUNTY, WASHINGTON, SAID NORTHEAST CORNER ALSO BEING A POINT ON A 565.79 FOOT RADIUS CURVE CONCAVE TO THE SOUTHEAST, THROUGH WHICH A RADIAL LINE BEARS SOUTH 04°34'32" EAST; THENCE WEST ALONG SAID CURVE AND THE SOUTHEASTERLY MARGIN OF SAID SOUTHCENTER PARKWAY, 282.00 FEET TO A POINT OF COMPOUND CURVE TO THE LEFT OF A 339.07 FOOT RADIUS; THENCE SOUTHWESTERLY ALONG SAID CURVE 37.76 FEET TO THE MOST NORTHERLY POINT OF A TRACT OF LAND CONVEYED TO THE CITY OF TUKWILA BY DEED RECORDED UNDER RECORDING NO. 6516243, IN KING COUNTY, WASHINGTON; THENCE CONTINUING SOUTHWESTERLY ALONG SAID CURVE AND SOUTHEASTERLY MARGIN 312.17 FEET; THENCE SOUTH 89°39'00" WEST ALONG SAID SOUTHEASTERLY MARGIN 17.04 FEET TO THE EASTERLY MARGIN OF SAID SOUTHCENTER PARKWAY (FORMERLY 57TH AVENUE SOUTH) AS DEEDED TO THE CITY OF TUKWILA AND RECORDED UNDER RECORDING NO. 5735981; THENCE SOUTH 00°21'00" EAST ALONG SAID EAST MARGIN 438.12 FEET TO AN ANGLE POINT THEREIN; THENCE SOUTH 00°23'45" EAST ALONG SAID EAST MARGIN 633.44 FEET TO THE 1 NORTHERLY LINE OF STATE HIGHWAY RIGHT OF WAY; THENCE NORTH 89°52'42" EAST ALONG SAID NORTHERLY LINE 5.31 FEET TO THE EASTERLY LINE OF SAID STATE HIGHWAY RIGHT OF WAY; THENCE SOUTH 00°07' 18" EAST ALONG SAID EASTERLY LINE 134.50 FEET TO THE SOUTHEASTERLY LINE OF SAID RIGHT OF WAY; THENCE SOUTH 43°25'OS" WEST ALONG SAID SOUTHEASTERLY LINE 6.74 FEET TO THE AFORESAID EAST MARGIN OF SOUTHCENTER PARKWAY; THENCE SOUTH 00°23'45" EAST ALONG SAID EAST MARGIN 471.45 FEET TO THE BEGINNING OF A CURVE TO THE LEFT OF A 50 FOOT RADIUS; THENCE ALONG SAID CURVE 77.70 FEET TO A POINT OF TANGENCY ON THE NORTH LINE OF STRANDER BOULEVARD (FORMERLY SOUTH 164TH STREET), AS DEEDED TO THE CITY OF TUKWILA BY QUIT CLAIM DEED FROM SOUTHCENTER CORPORATION ON FEBRUARY 14, 1963; THENCE SOUTH 89°26'22" EAST ALONG SAID NORTH LINE 588.31 FEET; THENCE SOUTH 89°30'56" EAST ALONG SAID NORTH LINE 1255.52 FEET TO THE BEGINNING OF A CURVE TO THE LEFT OF A 50 FOOT RADIUS; THENCE ALONG SAID CURVE 79.14 FEET TO THE WEST LINE OF ANDOVER PARK WEST, AS DEEDED TO THE CITY OF TUKWILA BY QUIT CLAIM DEED FROM SOUTHCENTER CORPORATION ON NOVEMBER 1, 1962; THENCE NORTH 00°12'09" WEST ALONG SAID WEST LINE 1652.93 FEET TO TRUE POINT OF BEGINNING. PARCEL 2: THAT PORTION OF THE SOUTHWEST QUARTER OF THE SOUTHEAST QUARTER OF SECTION 23, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON; AND OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SAID SECTION 23; AND OF THE INTERURBAN ADDITION TO SEATTLE, ACCORDING TO PLAT RECORDED IN VOLUME 10 OF PLATS AT PAGE(S) 55, IN KING COUNTY, WASHINGTON; AND OF BROOKVALE GARDEN TRACTS, ACCORDING TO PEAT RECORDED IN VOLUME 10 OF PLATS AT PAGE(S) 47, IN KING COUNTY, WASHINGTON; AND OF THE W.H. GILLIAM DONATION LAND CLAIM NO. 40, DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHWEST CORNER OF THE SOUTHEAST QUARTER OF SAID SECTION 23; THENCE NORTH 89°40'24" WEST ALONG THE WESTERLY EXTENSION OF THE SOUTH LINE THEREOF 217.00 FEET; THENCE NORTH 00°19'36" EAST 40.00 FEET TO THE TRUE POINT OF BEGINNING; THENCE SOUTH 89°40'24" EAST 151.60 FEET; THENCE NORTH 00°19'36" EAST 182.00 FEET; THENCE SOUTH 89°40'24" EAST 406.80 FEET; THENCE SOUTH 00o1936 WEST 182.00 FEET; THENCE SOUTH 89°40'24" EAST 179.20 FEET; THENCE NORTH 00°19'36" EAST 366.84 FEET; THENCE SOUTH 87°25'13" EAST 253.52 FEET; THENCE NORTH 00°19'36" EAST 208.77 FEET TO THE BEGINNING OF A CURVE TO THE RIGHT OF A 45 FOOT RADIUS; THENCE ALONG SAID CURVE 45.96 FEET TO A POINT OF COMPOUND CURVE; THENCE ALONG A CURVE TO THE RIGHT OF A 122.35 FOOT RADIUS 63.68 FEET TO THE SOUTHERLY MARGIN OF TUKWILA PARKWAY AS DEEDED TO THE CITY OF TIJKWILA AND RECORDED UNDER RECORDING NO. 5735981, IN KING COUNTY, WASHINGTON; THENCE SOUTH 88°40'00" WEST ALONG SAID SOUTHERLY MARGIN 76.15 FEET TO THE BEGINNING OF A CURVE TO THE RIGHT OF A 1472.39 FOOT RADIUS; THENCE ALONG SAID CURVE AND SOUTHERLY MARGIN 423.38 FEET; THENCE NORTH 74°51'30" WEST ALONG SAID SOUTHERLY MARGIN 407.05 FEET TO THE BEGINNING OF A CURVE TO THE LEFT OF 552.62 FOOT RADIUS; THENCE ALONG SAID CURVE AND SOUTHERLY MARGIN 185.63 FEET TO A POINT FROM WHICH THE TRUE POINT OF BEGINNING BEARS SOUTH 00°19'36" WEST; THENCE SOUTH 00°19'36" WEST 788.90 FEET TO THE TRUE POINT OF BEGINNING; EXCEPT THE SOUTH 110.00 FEET OF THE WEST 151.60 FEET THEREOF; ALSO EXCEPT THAT PORTION THEREOF CONVEYED TO THE CITY OF TUKWILA BY DEEDS RECORDED UNDER RECORDING NOS. 8603140908, 8603140909 AND 8603140910. 2 PARCEL 3: THAT PORTION OF THE SOUTHWEST QUARTER OF THE SOUTHEAST QUARTER OF SECTION 23, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON; AND OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SAID SECTION 23; AND OF THE INTERURBAN ADDITION TO SEATTLE, ACCORDING TO PLAT RECORDED IN VOLUME 10 OF PLATS AT PAGE(S) 55, IN KING COUNTY, WASHINGTON; AND OF BROOKVALE GARDEN TRACTS, ACCORDING TO PLAT RECORDED IN VOLUME 10 OF PLATS AT PAGE(S) 47, IN KING COUNTY, WASHINGTON; AND OF THE WIT. GILLIAM DONATION LAND CLAIM NO. 40, DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHWEST CORNER OF THE SOUTHEAST QUARTER OF SAID SECTION 23; THENCE SOUTH 89°40'24" EAST ALONG THE SOUTHERLY LINE OF SAID SOUTHWEST QUARTER 341.40 FEET; THENCE NORTH 00°19'36" EAST 107.75 FEET TO THE TRUE POINT OF BEGINNING; THENCE CONTINUE NORTH 00°19'36" EAST 114.25 FEET; THENCE NORTH 89°40'24" WEST 406.80 FEET; THENCE SOUTH 00°19'36" WEST 114.25 FEET; THENCE SOUTH 89°40'24" EAST 90.40 FEET; THENCE NORTH 00°19'36" EAST 27.42 FEET; THENCE SOUTH 89°40'24" EAST 226.00 FEET; THENCE SOUTH 00°19'36" WEST 27.42 FEET; THENCE SOUTH 89°40'24" EAST 90.40 FEET TO THE TRUE POINT OF BEGINNING. PARCEL 4: THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 23, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHWEST CORNER OF THE SOUTHEAST QUARTER OF SAID SECTION 23; THENCE NORTH 89°40'24" WEST ALONG THE WESTERLY EXTENSION OF THE SOUTH LINE OF SAID SOUTHEAST QUARTER 65.40 FEET; THENCE NORTH 00°19'36" EAST 40.00 FEET TO THE TRUE POINT OF BEGINNING; THENCE CONTINUING NORTH 00°19'36" EAST 110.00 FEET; THENCE NORTH 89°40'24" WEST 151.60 FEET; THENCE SOUTH 00°19'36" WEST 110.00 FEET; THENCE SOUTH 89°40'24" EAST 151.60 FEET TO THE TRUE POINT OF BEGINNING. 3 EXHIBIT C City of Tukwila Steven M. Mullet, Mayor Department of Community Development Steve Lancaster, Director PARKING DECISION NOTICE OF DECISION DECEMBER 3, 2004 To: Greg Fitchitt, Development Director, Westfield, Inc. King County Assessor, Accounting Division Agencies with Jurisdiction All Parties of Record This letter serves as a notice of decision and is issued pursuant to Section 18.104.170 Tukwila Municipal Code (TMC) "Notice of Decision, Permit Application Types and Procedures" I. Project Information File Number: L04-055 — Complementary Parking Approval and Administrative Parking Variance Type of Permit Request: Location: Type 2 approval for Complementary Parking and for an Administrative Parking Variance that results in a reduction from the minimum number of required parking spaces for the Westfield Shoppingtown Southcenter expansion. The site is southeast of the intersection of I-5 and I-405 and is bounded by Strander Boulevard, Southcenter Parkway, Tukwila Parkway, and Andover Park West. Associated Files: L04-049 — Design Review E03-010 — State Environmental Policy Act Applicant: Greg Fitchitt, Development Director Owner: Westfield Corporation, Inc. _ Notification: Notice of Application for this Type 2 permit was mailed to surrounding properties and posted on the site on August 26, 2004. Comprehensive Plan Designation: Tukwila Urban Center Notice of Decision L04-055 Westfield Shoppingtown Southcenter Complementary and Administrative Parking Variance Zone Designation: Tukwila Urban Center SEPA Compliance: A Determination of Significance was issued on July 29, 2003. The Draft Environmental Impact Statement was issued on June 21, 2004 and the Final Environmental Impact Statement on October 7, 2004. II. Decision Based" upon the plans and information submitted in connection with this application and with Design Review application L04-049; and based upon the findings and conclusions contained in the staff report dated December 2, 2004; and subject to the conditions recited below; the minimum parking requirement for the proposed expanded Westfield Shoppingtown Southcenter is hereby established at 7,192 spaces, as follows: Complementary Parking, A "complementary use" allowance of 88,200 square feet is hereby approved. This reduces the "usable floor area" upon which the parking requirement is based, from 1,594,402 square feet to 1,506,202 square feet. Administrative Parking Variance. An administrative parking variance of 4.5% is hereby granted, subject to the following conditions: 1. Westfield, as the management organization for the Mall, shall agree to develop and implement a Transportation Demand Management (TDM) program that effectively reduces employee single occupant vehicle parking at the mall. The TDM program shall include incentives for remote parking of employees during periods of peak parking demand. The TDM program shall be subject to approval by the Director of Community Development, which approval shall be obtained prior to issuance of building permits for the proposed mall expansion. 2. Westfield shall participate financially in planned improvements to the Metro transit center located adjacent to the mall along Andover Park West, including upgrades in capacity, structures, lighting and amenities. Westfield's participation shall include dedication of an easement of up to eleven (11) feet of land along the length of the planned transit facility, and a financial contribution of $500,000. 3. Westfield shall provide weather protection along the internal sidewalk leading to the transit facilities on Andover Park West. The design of the improvements shall be harmonious with the design of the Mall expansion and shall be subject to approval by the Board of Architectural Review. 4. Westfield shall provide footings and related components for an internally lit Metro transit shelter and for a trash receptacle at the existing Strander BI and 61 Av S. westbound bus stop. The shelter footing shall include conduit to a handhold/junction box and conduit and Page 2 of 2 Notice of Decision L04-055 Westfield Shoppingtown Southcenter Complementary and Administrative Parking Variance wiring from the handhold/junction box to the power source junction box. The exact footing location shall be determined in consultation with King County Metro Transit and Tukwila's City Engineer. These improvements shall be placed outside of the six foot public sidewalk and an appropriate easement provided, if necessary. Construction details and specifications are available from and shall be coordinated with King County Metro Transit. III. Your Appeal Rights This is a Type 2 decision issued pursuant to Section 18.104.010 Tukwila Municipal Code (TMC) "Classification of Project Permit Applications, Permit Application Types and Procedures." Other applications related to this project are still pending. This Decision may be appealed to the Tukwila City Council. No administrative appeal of the EIS is permitted. A party, who is not satisfied with a City Council decision on an appeal, may file an appeal of the Council's decision in King County Superior Court. IV. Procedures and time for appealing In order to appeal the Community Development Director's decision, a written notice of appeal must be filed with the Department of Community Development within 21 days of the issuance of this Notice of Decision. The deadline for appeal of this Notice of Decision is 5 p.m. on December 27, 2004. The requirements for such appeals are set forth in the Appeal Processes Chapter of the Zoning Code (18.116 TMC) All appeal materials shall be submitted to the Department of Community Development. Appeal materials MUST include: 1. The name of the appealing party. 2. The address and phone number of the appealing party; and if the appealing party is a corporation, association or other group, the address and phone number of a contact person authorized to receive notices on the appealing party's behalf. 3. A statement identifying the decision being appealed and the alleged errors in the decision. 4. The Notice of Appeal shall identify: (a) the specific errors of fact or errors in application of the law in the decision being appealed; (b) the harm suffered or anticipated by the appellant, and (c) the relief sought. The scope of an appeal shall be limited to matters or issues raised in the Notice of Appeal. Page 3 of 3 1 1 Notice of Decision L04-055 Westfield Shoppingtown Southcenter Complementary and Administrative Parking Variance V. Appeal Hearings Process Any administrative appeal regarding the Permit shall be conducted as an open record hearing before the City Council based on the testimony and documentary evidence presented at the open record hearing. The City Council decision on the appeal is the City's final decision. Any party wishing to challenge a City Council decision on this application must file an appeal pursuant to the procedures and time limitations set forth in RCW 36.70C. An appeal of the EIS may be included in such an appeal. If no appeal of the City Council decisipn is properly filed in Superior Court within such time limit, the Decision on this permit will be final. The City's decision to issue an EIS is final for this approval and any other pending permit applications for the development of the subject property. VI. Inspection of Information on the Application Project materials including the application, the staff report, and other studies related to the approval are available for inspection at the: Tukwila Department of Community Development, 6300 Southcenter Blvd., and Suite 100, Tukwila, Washington 98188 Monday through Friday - 8:30 a.m. and 5:00 p.m. The project planner is Moira Carr Bradshaw, who may be contacted at 206-431-3670 for additional information. Property owners affected by this decision may request a change in valuation for their property tax purposes. Contact the King County Assessor's Office for further information regarding property tax valuation changes. Steve Lancaster, Director Department of Community Development City of Tukwila Page 4 of 4 EXHIBIT D City of Tukwila Steven M. Mullet, Mayor Department of Community Development Steve Lancaster, Director BOARD OF ARCHITECTURAL REVIEW NOTICE OF DECISION DATED DECEMBER 13, 2004 To: Greg Fitchitt, Development Director, Westfield, Inc. King County Assessor, Accounting Division Washington State Department of Ecology Agencies with Jurisdiction All Parties of Record This letter serves as a notice of decision and is issued pursuant to the Notice of Decision, Permit Application Types and Procedures Chapter, Tukwila Municipal Code (TMC,)" (18.104.170 TMC) on the following project approval. I. Project Information File Number: L04-049 - Design Review Type of Permit Request: Type 4 approval for design review that results in expansion of Westfield Shoppingtown Southcenter and approval of nonconforming landscaping. Specifically, approval for a site plan for 597,009 square feet of new building square footage consisting of a three level addition to the mall, two parking structures, four new outlying building pads and associated site and landscape improvements; and elevations for the mall addition, for the two parking garages and for miscellaneous structures; and Approval of modification of the landscape standards imposed by the Zoning Code thereby allowing existing nonconforming conditions to continue per the Nonconforming Lots, Structures and Uses Chapter (18.70.080 (B) Tukwila Municipal Code (TMC.)) Location: The site is southeast of the intersection of I-5 and I-405 and is bounded by Strander Boulevard, Southcenter Parkway, Tukwila Parkway, and Andover Park West. Associated Files: L04-055 - Complementary Parking and Parking Variance E03-010 - State Environmental Policy Act Notice of Decision Applicant: Owner: Notification: Comprehensive Plan & Zoning Designation: SEPA Compliance: L04-055 Westfield Shoppingtown Southcenter Complementary and Administrative Parking Variance Greg Fitchitt, Development Director Westfield Corporation, Inc. Notice of Application for this Type 4 permit was mailed to surrounding properties and posted on the site on August 26, 2004. Tukwila Urban Center A Determination of Significance was issued on July 29, 2003. The Draft Environmental Impact Statement (EIS) was issued on June 21, 2004 and the Final EIS on October 7, 2004. II. Decision Based upon the plans and information submitted in connection with this application; the decision on the complimentary parking and parking variance application (file number L04-055;) the finding and conclusions contained in the staff report dated December 2, 2004; the public hearing on December 9, 2004; and subject to the conditions recited below; the Tukwila Board of Architectural Review has determined that the application for expansion of Westfield Shoppingtown Southcenter does comply with applicable City code requirements and has approved this application. Design Review Conditions: 1. Ground mounted utilities shall be located and/or screened so that they are unobtrusive. 2. The Tenant Exterior Storefront Criteria (Attachment A of Staff Report) shall be modified so that they are Requirements as opposed to Criteria, and that there is a narrative created for Permitted Materials. The narrative shall specify that building material choices support the cohesiveness of the architecture of the mall, be durable and chosen from the permitted list of materials. Wood shall be modified to specify its minimum usage. A Landscaping element shall also be added with the objective that plant material be used to provide transitions between building and pedestrian areas, soften building edges, provide focal points where needed and create interest and detail. Nonconforming Landscape Condition: 3. Between the northerly limits of the scope of work and Strander BL, plants shall be added in all areas where opportunities exist that will not produce displacement of parking or circulation such as at the end of parking aisles between the J.C. Penney garage and Andover Park West. In addition, setback the parking stalls adjacent to the transit zone to accommodate the requested 1 lfeet in additional depth. (Sheet 1.1 of Attachment C of Staff Report) Page 2 of 4 Notice of Decision L04-055 Westfield Shoppingtown Southcenter Complementary and Administrative Parking Variance III. Your Appeal Rights The decision on this Permit Application is a Type 4 decision pursuant to the Tukwila Municipal Code (18.104.010 TMC.) One administrative appeal to the City Council of the Board of Architectural Review Decision is permitted. No administrative appeal of the EIS is permitted. A party, who is not satisfied with a City Council decision on an appeal, may file an appeal of the Council's decision in King County Superior Court. IV. Procedures and time for appealing In order to appeal the Board of Architectural Review decision on the Permit Application, a written notice of appeal must be filed with the Department of Community Development within 21 days of the issuance of this Decision, that is by December 30, 2004. The requirements for such appeals are set forth in the Appeal Processes Chapter of the Tukwila Municipal Code (18.116.) All appeal materials shall be submitted to the Department of Community Development. Appeal materials MUST include: 1. The name of the appealing party. 2. The address and phone number of the appealing party; and if the appealing party is a corporation, association or other group, the address and phone number of a contact person authorized to receive notices on the appealing party's behalf. 3. A statement identifying the decision being appealed and the alleged errors in the decision. 4. The Notice of Appeal shall identify (a) the specific errors of fact or errors in application of the law in the d ecision b eing appealed; (b) t he h arm s uffered o r anticipated b y t he appellant, and (c) the relief sought. The scope of an appeal shall be limited to matters or issues raised in the Notice of Appeal. V. Appeal Hearings Process Any administrative appeal regarding the Permit shall be conducted as an open record hearing before the City Council based on the testimony and documentary evidence presented at the open record hearing. The City Council decision on the appeal is the City's final decision. Page 3 of 4 Notice of Decision L04-055 Westfield Shoppingtown Southcenter Complementary and Administrative Parking Variance Any party wishing to challenge the City Council decision on this application must file an appeal pursuant to the procedures and time limitations set forth in RCW 36.70C. An appeal of the EIS may be included in such an appeal. If no appeal of the City Council decision is properly filed in Superior Court within such time limit, the Decision on this permit will be final. The City's decision to issue an EIS for this approval and any other pending permit applications for the development of the subject property is final. VI. Inspection of Information on the Application Project materials including the application, the staff report, the EIS, and other studies related to the approval are available for inspection at the: Tukwila Department of Community Development, 6300 Southcenter Blvd., and Suite 100, Tukwila, Washington 98188 Monday through Friday - 8:30 a.m. and 5:00 p.m. The project planner is Moira Carr Bradshaw, who may be contacted at 206-431-3670 for additional information. Property owners affected by this decision may request a change in valuation for their property tax purposes. Contact the King County Assessor's Office for further information regarding property tax valuation changes. 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MONtiN01.11 J1111116. ✓���r7 �1 V After recording, return to: CITY OF TUKWILA Office of the City Clerk 6200 Southcenter Blvd. Tukwila, WA 98188 (206) 433-1800 1111111111 WASHINGTON STATE RECORDER'S Cover Sheet (RCW 65.04) DOCUMENT TITLE(S) (or transactions contained therein): BILL OF SALE FOR UTILITY FACILITIES REFERENCE NUMBER(S) OF DOCUMENTS ASSIGNED OR RELEASED: N/A ■ Additional reference #s on page of document(s) GRANTOR(S) (Last name first, then first name and initials) City of Tukwila, a Washington Municipal Corporation GRANTEE(S) (Last name first, then first name and initials) WEA Southcenter LLC, a Delaware limited liability company, successor -in -interest to Prudential Financial Inc. LEGAL DESCRIPTION (abbreviated: i.e., lot, block, plat or section, township, range) Ptn. Sec. 23 and Sec. 26, Twp. 23N, Rg. 4E, W.M. © Additional legal is on Exhibit A. ASSESSOR'S PROPERTY TAX PARCEL/ACCOUNT NUMBER New Parcels A, B, and D: 115720-0290, 115720-0292, 262304-9023, 262304-9085, 262304-9084, 262304-9090, 359700-0240, 537920-0240, 537920-0241, 537920-0330, 636420-0010, 636420-0020, 359700-0247 New Parcels C and E: Not yet assigned. BILL OF SALE FOR UTILITY FACILITIES This BILL OF SALE FOR UTILITY FACILITIES ("Bill of Sale") is entered into by and between City of Tukwila, a Washington Municipal Corporation ("City"); and WEA ;::outhcenter LLC, a Delaware limited liability company, successor -in -interest to Prudential Financial Inc. ("Owner"). RECITALS A. In 1969, the City entered into a Bill of Sale of Utility Facilities and Utility Right - of -Way Agreement (the "Utility Agreement") with Southcenter Shopping Center Corporation, Boncom Corporation, Allied Stores Corporation and Connecticut Life Insurance, the then - owners and lessees of that certain real property legally described on Exhibit A attached hereto and incorporated herein by this reference (the "Property"). The Utility Agreement provided that the sanitary sewer trunk lines and laterals, storm sewer trunk lines and laterals, and water mains and laterals installed by the owners to serve the Property were conveyed to the City and were thereafter maintained by the City. B. City has entered a Development Agreement with Owner with respect to development of a project on the Property and, among other things, has agreed to convey certain utilities to Owner. NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the City hereby agrees as follows: 1. City hereby transfers to Owner ownership of and maintenance responsibility for all sanitary sewer trunk lines and laterals, storm sewer trunk lines and laterals, water mains and laterals, together with all appurtenant facilities (collectively, the "Utilities") located on the Property, except that (i) the sewer trunk line that enters onto the southeast corner of the Property off of Southcenter Boulevard and runs generally northeasterly near the western boundary of the Property is owned and maintained by the King County Wastewater Treatment Division; and (ii) the City retains ownership of and maintenance responsibility for the Utilities located within the easement areas described in the following recorded documents: a. Utility Easement dated December 5, aooa , between City and Owner, King County Recording Numberaoog bila 000 6i y- ; b. Amended and Restated Street Frontage Improvements and Utilities Easement dated February 25, 2008, between the City and Owner, King County Recording Number 20080424001836; Page 1 of 7 Y:\WP\WESTFIELD\BOS F.EAG.DOC c. Easement dated February 2, 1972, between Connecticut General Life Insurance Company and Southcenter Shopping Center Corporation, collectively grantor, and the City, grantee, King County Recording Number 7407120474; d. Easement dated July 19, 1961, between Southcenter Corporation and the Town of Tukwila, King County Recording Number 7201070397, to the extent not terminated and superseded by item (b) above (Rec. No. 20080424001836); e. Quit Claim Deed dated February 19, 1963, between Southcenter Corporation and the City, King County Recording Number 5990967; and f. Public Sanitary Sewer Easement dated May 9, 2007, between the City and Owner, King County Recording Number 20070619000337. 2. This Bill of Sale shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, legal representatives, successors and assigns. 3. This Bill of Sale and the legal relations of the parties hereto shall be governed by and construed and enforced in accordance with the laws of the State of Washington, without regard to its principles of conflicts of law. DATED this day of bv-e."49v. , 2008. CITY OF TUKWILA rton, M Aut1 enticated: City Clerk Accepted By: \VEA SOUTHCENTER LLC, a Delaware limited liability company: Ap s • ved As toy rm: ity Alto By: Westfield America Limited Partnership, a Delaware limited partnership, Its sole member By: Westfield U S. Holdin • s, LLC, a Delaware limited liability company, Its gener. p... ner By: Name: Its: Y:\WP\WESTFIELD\BOS F.EAG.DOC S an etre Page 2 of 7 STATE OF WASHINGTON ) ) ss. Cpunty of King ) On this 5 . day of tj tc,rivhc.' , 2008, before me, the undersigned, a Notary Public in and for the State of Washington, duly commissioned and sworn, personally appeared Jim Haggerton, known to me to be the Mayor of CITY OF TUKWILA, the municipal corporation that executed the foregoing instrument, and acknowledged it to be the free and voluntary act of said municipal corporation, for the uses and purposes mentioned in this instrument, and on oath stated that he was authorized to execute said instrument. WITNESS my hand and official seal hereto affixed the day and year above written. STATE OF CALIFORNIA ) ) ss. ,COUNTY OF LOS ANGELES ) Jt'k (s;,4_i2. -404- P int Name Notary Public in and Ior the State of Washington, residing at Wk1/4.� My appointment expires "f' 1/,9, On _ / 7 2008 before me, Annie A. Ze-/k a Notary Public Personally appeared R. A. Pae-ker Personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal. „Q u„w,,..6) PMNAJ.Tr OF PERJURY u44414-,., -1k hivis �f -$e Si .c j' WI/vow/A-0 -*at- Ave pippan; a is 'taut and Correct. a 0 c; gnature M. (Seal) ANNIE M. um Commission • 1794435 teary ►ubHc - California 1 �x'r► f Los Angeles County Page 3 of 7 Y:\WP\WESTFIELD\BOS F.EAG.DOC EXHIBIT A The Property NEW PARCELS A, B, C, D AND E OF CITY OF TUKWILA BINDING SITE IMPROVEMENT PLAN NUMBER L08-033 RECORDED ON ►JQ'e of (o , 2008, IN VOLUME all OF PLATS, ON PAGES 011-0}4, RECORDS OF KING COUNTY, WASHINGTON, LEGALLY DESCRIBED AS FOLLOWS: NEW PARCEL A: T'LIAT PORTION OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 26, TOWNSHIP 23 NORTH, RANGE 4 EAST, W M , IN KING COUNTY, WASHINGTON, AND OF THE NORTHEAST QUARTER OF THE NORTHWEST QUARTER OF SAID SECTION 26, AND OF THE SOUTHWEST QUARTER OF THE SOUTHEAST QUARTER OF SECTION 23, TOWNSHIP 23 NORTH, RANGE 4 EAST, W M , IN KING COUNTY, WASHINGTON, AND OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SAID SECTION 23, AND OF THE INTERURBAN ADDITION TO SEATTLE, ACCORDING TO PLAT RECORDED IN VOLUME 10 OF PLATS AT PAGE(S) 55, IN KING COUNTY, WASHINGTON, AND OF BROOKVALE GARDEN TRACTS, ACCORDING TO PLAT RECORDED IN VOLUME 10 OF PLATS AT PAGE(S) 47, IN KING COUNTY, WASHINGTON, AND OF THE W. H. GILLIAM DONATION LAND CLAIM NO. 40, DESCRIBED AS FOLLOWS COMMENCING AT THE NORTHEAST CORNER OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SAID SECTION 26, THENCE SOUTH 89°40'24" WEST ALONG THE NORTH LINE OF SAID SUBDIVISION 30.00 FEET TO THE WEST MARGIN OF ANDOVER PARK WEST, AND THE TRUE POINT OF BEGINNING, THENCE NORTH 00°14'09" WEST ALONG SAID WEST MARGIN 406.23 FEET THENCE NORTH 87°25'02" WEST 526.19 FEET; THENCE SOUTH 00°19'36" WEST 30.02 FEET; THENCE NORTH 87°25'13" WEST 253.52 FEET; THENCE SOUTH 00°19'36" WEST 366.84 FEET TO THE NORTH LINE OF THE SOUTH 40 FEET OF THE SOUTHEAST QUARTER OF SAID SECTION 23, THENCE NORTH 89°40'24" WEST ALONG SAID NORTH LINE 179.30 FEET TO AN INTERSECTION WITH A LINE WHICH BEARS NORTH 00°19'36" EAST FROM A POINT ON THE SOUTH LINE OF SAID SECTION 23, WHICH IS 341.40 FEET EAST OF THE SOUTHWEST CORNER OF THE SOUTHEAST QUARTER OF SAID SECTION 23, THENCE SOUTH 00°19'36" WEST 14.00 FEET; THENCE NORTH 89°40'24" WEST 10.50 FEET; THENCE SOUTH 00°19'36" WEST 36.83 FEET; THENCE NORTH 89°40'24" WEST 7.90 FEET; THENCE SOUTH 00°19'36" WEST 42.17 FEET; THENCE NORTH 89°40'24" WEST 72.00 FEET; THENCE SOUTH 00°19'36" WEST 96.00 FEET; THENCE NORTH 89°40'24" WEST 226.00 FEET; THENCE NORTH 00°19'36" EAST 138.17 FEET; THENCE NORTH 89°40'24" WEST 79.90 FEET; THENCE NORTH 00°19'36" EAST 10.83 FEET TO THE WESTERLY EXTENSION OF THE SOUTH LINE OF THE SOUTHEAST QUARTER OF SAID SECTION 23, THENCE NORTH 89°40'24" WEST ALONG SAID EXTENSION 10.50 FEET, THENCE NORTH 00°19'36" EAST 40.00 FEET; THENCE NORTH 89°40'24" WEST 151.60 FEET; THENCE NORTH 00°19'36" EAST 790.67 FEET TO THE NORTHEAST CORNER OF THAT PORTION OF THE SOUTHCENTER PARKWAY VACATED BY ORDINANCE NO 555, CITY OF TUKWILA, AND AS RECORDED UNDER RECORDING NO 6516239, IN KING COUNTY, WASHINGTON, SAID NORTHEAST Page 4 of 7 Y:\WP\WESTFlELD\BOS F.EAG.DOC CORNIER ALSO BEING A POINT ON A 565.79 -FOOT RADIUS CURVE CONCAVE TO THE SOUTHEAST, FROM WHICH A RADIAL LINE BEARS SOUTH 04°34'32" EAST; THENCE WEST ALONG SAID CURVE AND THE SOUTHEASTERLY MARGIN OF SAID SOUTHCENTER PARKWAY, 281.71 FEET THROUGH A CENTRAL ANGLE OF 28°31'40" TO A POINT OF COMPOUND CURVATURE TO THE LEFT HAVING A 339.07 FOOT RADIUS; THENCE SOUTHWESTERLY ALONG SAID CURVE 349.90 FEET THROUGH A CENTRAL ANGLE OF 59°07'34"; THENCE SOUTH 89°39'00" WEST ALONG SAID SOUTHEASTERLY MARGIN 18.18 FEET TO THE EASTERLY MARGIN OF SAID SOUTHCENTER PARKWAY (FORMERLY 57TH AVENUE SOUTH) AS DEEDED TO THE CITY OF TUKWILA AND RECORDED UNDER RECORDING NO 5735981; THENCE SOUTH 00°2324" EAST ALONG SAID EAST MARGIN 439.66 FEET TO AN ANGLE POINT THEREIN; THENCE SOUTH 00°26'09" EAST ALONG SAID EAST MARGIN 629.04 FEET TO THE NORTHERLY LINE OF STATE HIGHWAY RIGHT OF WAY; THENCE NORTH 89°33'51" EAST ALONG SAID NORTHERLY LINE 6.00 FEET TO THE EASTERLY LINE OF SAID STATE HIGHWAY RIGHT OF WAY; THENCE SOUTH 00°26'09" EAST ALONG SAID EASTERLY LINE 142.00 FEET TO THE SOUTHEASTERLY LINE OF SAID RIGHT OF WAY; THENCE SOUTH 89°33'51" WEST ALONG SAID NORTHERLY LINE 6.00 FEET FEET TO THE AFORESAID EAST MARGIN OF SOUTHCENTER PARKWAY; THENCE SOUTH 00°26'09" EAST ALONG SAID EAST MARGIN 471.77 FEET TO THE BEGINNING OF A CURVE TO THE LEFT OF A 50 FOOT RADIUS; THENCE ALONG SAID CURVE 77.65 FEET THROUGH A CENTRAL ANGLE OF 88°59'01" TO A POINT OF TANGENCY ON THE NORTH LINE OF STRANDER BOULEVARD (FORMERLY SOUTH 164TH STREET), AS DEEDED TO THE CITY OF TUKWILA BY QUIT CLAIM DEED FROM SOUTHCENTER CORPORATION ON FEBRUARY 14, 1963; THENCE SOUTH 89°25'09" EAST ALONG SAID NORTH LINE 587.90 FEET, THENCE SOUTH 89°30'36" EAST ALONG SAID NORTH LINE 1255.60 FEET TO THE BEGINNING OF A CURVE TO THE LEFT OF A 50 -FOOT RADIUS; THENCE ALONG SAID CURVE 79.14 FEET THROUGH A CENTRAL ANGLE OF 90°41'02" TO THE WEST LINE OF ANDOVER PARK WEST, AS DEEDED TO THE CITY OF TUKWILA BY QUIT CLAIM DEED FROM SOUTHCENTER CORPORATION ON NOVEMBER 1, 1962; THENCE NORTH 00°11'38" WEST ALONG SAID WEST LINE 1246.47 FEET; THENCE NORTH 00°14'09" WEST 0.29 FEET TO TRUE POINT OF BEGINNING. EXCEPT THAT PORTION OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 26, TOWNSHIP 23 NORTH, RANGE 4 EAST, W M , IN KING COUNTY, WASHINGTON DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHEAST CORNER OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SAID SECTION 26; THENCE ALONG THE CENTERLINE OF ANDOVER PARK WEST, SOUTH 00°11'38" 1327.43 FEET TO THE CENTERLINE OF STRANDER BOULEVARD; THENCE NORTH 89°30'36" WEST ALONG SAID CENTERLINE OF STRANDER BOULEVARD 1174.05 FEET; i-IENCE NORTH 00°19'52" EAST 30.00 FEET TO THE NORTH MARGIN THEREOF; THENCE CONTINUING NORTH 00°19'52" EAST 45.66 FEET TO THE TRUE POINT OF BEGINNING; THENCE CONTINUING NORTH 00°19'52" EAST 131.92 FEET; THENCE NORTH 89°40'08" WEST 99.35 FEET; THENCE SOUTH 00°19'52" WEST 131.92 FEET TO SAID NORTH MARGIN OF STRANDER BOULEVARD; THENCE SOUTH 89°40'08" EAST ALONG SAID NORTH MARGIN 99.35 FEET TO THE TRUE POINT OF BEGINNING. AND EXCEPT THAT PORTION OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 26, TOWNSHIP 23 NORTH, RANGE 4 EAST, W M, IN KING COUNTY, WASHINGTON; Page 5 of 7 Y:\WP\WESTFIELD\BOS F.EAG.DOC COMMENCING AT THE NORTHEAST CORNER OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SAID SECTION 26, THENCE ALONG THE CENTERLINE OF ANDOVER PARK WEST, SOUTH 00°11'38" WEST, 1327.43 FEET TO THE CENTERLINE OF STRANDER BOULEVARD; THENCE NORTH 89°30'36" WEST ALONG SAID CENTERLINE OF STRANDER BOULEVARD, 698.00 FEET; THENCE NORTH 00°29'24" EAST 30.00 FEET TO THE NORTH MARGIN THEREOF AND THE TRUE POINT OF BEGINNING; THENCE CONTINUING NORTH 00°29'24" EAST 341.00 FEET; THENCE NORTH 89°30'36" WEST 210.00 FEET; THENCE SOUTH 00°29'24" WEST 341.00 FEET TO SAID NORTH MARGIN OF STRANDER BOULEVARD; THENCE SOUTH 89°30'36" EAST ALONG SAID NORTH MARGIN 210.00 FEET TO THE TRUE POINT OF BEGINNING. AND EXCEPT THAT PORTION OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 26, TOWNSHIP 23 NORTH, RANGE 4 EAST, W M , IN KING COUNTY, WASHINGTON DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHEAST CORNER OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SAID SECTION 26; THENCE ALONG THE CENTERLINE OF ANDOVER PARK WEST, SOUTH 00°11'38" 1327.43 FEET TO THE CENTERLINE OF STRANDER BOULEVARD; THENCE NORTH 89°30'36" WEST ALONG SAID CENTERLINE OF STRANDER BOULEVARD 481.94 F,' ET: THENCE NORTH 00°20'07" EAST 30.00 FEET TO THE NORTH MARGIN THEREOF; THENCE CONTINUING NORTH 00°20'07" EAST 48.46 FEET TO THE TRUE POINT OF BEGINNING; THENCE CONTINUING NORTH 00°20'07" EAST 71.19 FEET; THENCE NORTH 89°39'53" WEST 56.90 FEET; THENCE NORTH 00°20'07" EAST 19.48 FEET; THENCE NORTH 89°39'53" WEST 92.06 FEET; THENCE SOUTH 00°20'07" WEST 101.96 FEET; THENCE SOUTH 89°39'53" EAST 86.05 FEET; THENCE NORTH 00°20'07" EAST 11.29 FEET; THENCE SOUTH 89°39'53" EAST 62.90 FEET TO THE TRUE POINT OF BEGINNING. NEW PARCEL B THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 23, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHWEST CORNER OF THE SOUTHEAST QUARTER OF SAID SECTION 23; THENCE NORTH 89°40'24" WEST ALONG THE WESTERLY EXTENSION OF THE SOUTH LINE OF SAID SOUTHEAST QUARTER 65.40 FEET; THENCE NORTH 00°19'36" EAST 40.00 FEET TO THE TRUE POINT OF BEGINNING, THENCE CONTINUING NORTH 00°19'36" EAST 110.00 FEET; THENCE NORTH 89°40'24" WEST 151.60 FEET; 11-IENCE SOUTH 00°19'36" WEST 110.00 FEET; THENCE SOUTH 89°40'24" EAST 151.60 FEET TO THE TRUE POINT OF BEGINNING NEW PARCEL C THAT PORTION OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 26, TOWNSHIP 23 NORTH, RANGE 4 EAST, W M , IN KING COUNTY, WASHINGTON COMMENCING AT THE NORTHEAST CORNER OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SAID SECTION 26, THENCE ALONG THE CENTERLINE OF ANDOVER PARK WEST, SOUTH 00°11'38" Page 6 of 7 Y:\WP\WES 1 rIhLD\BOS F.EAG.DOC 1327.43 FEET TO THE CENTERLINE OF STRANDER BOULEVARD; THENCE NORTH 89°30'36" WEST ALONG SAID CENTERLINE OF STRANDER BOULEVARD 1174.05 FEET, THENCE NORTH 00°1952" EAST 30.00 FEET TO THE NORTH MARGIN THEREOF; THENCE CONTINUING N00'19'56"E 45.66 FEET TO THE TRUE POINT OF BEGINNING; THENCE %;JNTINUING NORTH 00°19'52" EAST 131.92 FEET, THENCE NORTH 89°40'08" WEST 99.35 FEET, THENCE SOUTH 00°19'52" WEST 131.92 FEET; THENCE SOUTH 89°40'08" EAST 99.35 FEET TO THE TRUE POINT OF BEGINNING. NEW PARCEL D THAT PORTION OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 26, TOWNSHIP 23 NORTH, RANGE 4 EAST, W M, IN KING COUNTY, WASHINGTON; COMMENCING AT THE NORTHEAST CORNER OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SAID SECTION 26, THENCE ALONG THE CENTERLINE OF ANDOVER PARK WEST, SOUTH 00°11'38" WEST, 1327.43 FEET TO THE CENTERLINE OF STRANDER BOULEVARD; THENCE NORTH 89°30'36" WEST ALONG SAID CENTERLINE OF STRANDER BOULEVARD, 698.00 FEET; THENCE NORTH 00°29'24" EAST 30.00 FEET TO THE NORTH MARGIN THEREOF AND THE TRUE POINT OF BEGINNING; THENCE CONTINUING NORTH 00°29'24" EAST 341.00 FEET; THENCE NORTH 89°30'36" WEST 210.00 FEET; THENCE SOUTH 00°29'24" WEST 341.00 FEET TO SAID NORTH MARGIN OF STRANDER BOULEVARD; THENCE SOUTH 89°30'36" EAST ALONG SAID NORTH MARGIN 210.00 FEET TO THE TRUE POINT OF BEGINNING. NEW PARCEL E THAT PORTION OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 26, TOWNSHIP 23 NORTH, RANGE 4 EAST, W M , IN KING COUNTY, WASHINGTON COMMENCING AT THE NORTHEAST CORNER OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SAID SECTION 26, THENCE ALONG THE CENTERLINE OF ANDOVER PARK WEST, SOUTH 00°11'38" 1327.43 FEET TO THE CENTERLINE OF STRANDER BOULEVARD; THENCE NORTH 89°30'36" WEST ALONG SAID CENTERLINE OF STRANDER BOULEVARD 481.94 FEET, THENCE NORTH 00°20'07" EAST 30.00 FEET TO THE NORTH MARGIN THEREOF; THENCE CONTENUINNG N00°20'07"E 48.46 FEET TO THE TRUE POINT OF BEGINNING; THENCE CONTINUING NORTH 00°20'07" EAST 71.19 FEET; THENCE NORTH 89°39'53" WEST 56.90 FEET; THENCE NORTH 00°20'07" EAST 19.48 FEET; THENCE NORTH 89°39'53" WEST 92.06 FEET; THENCE SOUTH 00°20'07" WEST 101.96 FEET; THENCE SOUTH 89°39'53" EAST 86.05 FEET; THENCE NORTH 00°20'07" EAST 11.29 FEET; THENCE SOUTH 89°39'53" EAST 62.90 FEET TO THE TRUE POINT OF BEGINNING. Page 7 of 7 Y:\WP\W EETFIELD\BOS F.EAG.DOC After recording, return to: CITY OF TUKWILA Office of the City Clerk 6200 Southcenter Blvd. Tukwila, WA 98188 (206) 433-1800 2 081212000814 E2374003 12/12/2008 14:41 KINNG COUNTY, WA SALE $10.00 $0.00 PAGE001 OF 001 WASHINGTON STATE RECORDER'S Cover Sheet (RCW 65.04) DOCUMENT TITLE(S) (or transactions contained therein): UTILITY EASEMENT REFERENCE NUMBER(S) OF DOCUMENTS ASSIGNED OR RELEASED: 5792901 • Additional reference #s on page of document(s) GRANTOR(S) (Last name first, then first name and initials) WEA SOUTHCENTER LLC, a Delaware limited liability company • Additional names on page of document GRANTEE(S) (Last name first, then first name and initials) CITY OF TUKWILA, WASHINGTON, a Washington Non -Charter Optional Municipal Code City • Additional names on page of document LEGAL DESCRIPTION (abbreviated: i.e., lot, block, plat or section, township, range) Ptn. Sec. 23 and Sec. 26, Twp. 23N, Rge. 4E • Additional legal is on page of document ASSESSOR'S PROPERTY TAX PARCEL/ACCOUNT NUMBER 115720-0290-04, 115720-0292-02, 262304-9023-03, 262304-9085-08, 262304-9084-09, 262304-9090-01, 359700-0240-03, 537920-0240-08, 537920-0241-07, 537920-0330=09, 636420-0010-01, 359700-0245, 3597000257 • Assessor Tax # not yet assigned UTILITY EASEMENT THIS UTILITY EASEMENT (this "Easement") is entered into by and between WEA SOUTHCENTER LLC, a Delaware limited liability company ("Grantor"), and the CITY OF TUKWILA, WASHINGTON, a Washington Non -Charter Optional Municipal Code City ("Grantee"). RECITALS A. Grantor is the owner of that certain real property legally described on Exhibit A attached hereto and incorporated herein by this reference (the "Property"). B. Grantor desires to grant to Grantee easements for operation and maintenance of water meters and a water line located on the Property, on the following terms and conditions. C. Grantee desires to terminate and release that certain Easement for Utility Line recorded under King County Recording Number 5792901 (the "Terminated Easement"). A portion of the Terminated Easement is located on the Property and a portion of the Terminated Easement is located on King County Tax Parcel Numbers 3597000245 and 3597000257. AGREEMENT NOW THEREFORE, for valuable consideration, the receipt and sufficiency of which is hereby acknowledged by the parties, the parties agree as follows: 1. Grant of Water Meter Easement. Grantor hereby grants and conveys to Grantee a non-exclusive perpetual easement under and across those portions of the Property legally described and depicted on Exhibit B attached hereto and incorporated herein by this reference (the "Water Meter Easement Area"), for the purpose of maintenance, operation, repair, and replacement of the water meters located within the Water Meter Easement Area (the "Water Meters"), together with the right of ingress and egress to and from the Water Meter Easement Area over Grantor's Property for such purposes. 2. Grant of Water Line Easement. Grantor hereby grants and conveys to Grantee a non-exclusive perpetual easement under and across those portions of the Property legally described and depicted on Exhibit C attached hereto and incorporated herein by this reference (the "Water Line Easement Area"), for the purpose of maintenance, operation, repair, and replacement of the water line located within the Water Line Easement Area (the "Water Line"), together with the right of ingress and egress to and from the Water Line Easement Area over Grantor's Property for such purposes. As used herein, the term "Easement Area" shall refer collectively to the Water Meter Easement Area and the Water Line Easement Area. PAGE 2 OF 15 Y:\WP\W ESTFIELD\EASEMENTS\UTILITY EASEMENT G.DOC 3. Replacement. This Easement terminates, replaces and supersedes the Easement for Utility Line recorded in the real estate records of King County, Washington under Auditor's File No. 5792901, and Grantee hereby releases and abandons this superseded easement (AFN 5792901). 4. Maintenance of the Utilities. Grantee shall be responsible for maintenance of the Water Meters and the Water Line. Except in the case of an emergency, Grantee shall provide Grantor with 24-hour prior written notice of any construction, maintenance, repair, and/or replacement activities within the Easement Area at the notice address provided below. 5. Restoration of the Easement Area. Immediately following completion of any maintenance, operation, repair or replacement work within the Easement Area, Grantee, at its sole cost and expense, shall repair and restore the Easement Area to the same condition as existed prior to commencement of such work. All work shall be performed in a careful, workmanlike manner, free of claims or liens. 6. Use of Easement Area by Grantor. Grantor may use the Easement Area for any purposes not inconsistent with the rights granted by this Easement. 7. Indemnification. Grantee shall indemnify, defend and hold harmless Grantor, its officers, agents and employees, from and against any claims, actions, damages, costs or fees, including attorney fees, incurred in connection with or arising from Grantee's (or its agents' or employees') exercise of its easement rights granted in this Easement. 8. Binding Effect. This Easement shall be binding upon and inure to the benefit of the parties and their successors, heirs, assigns, and personal representatives and all persons claiming by, through or under the parties hereto. The easement created by this Easement shall be appurtenant, shall touch and concern the Property, and shall run with the land. 9. Breach. in the event of any breach or threatened breach of this Easement by Grantor or Grantee, the non -defaulting party shall have the right to sue for damages and/or for specific perfolinance and/or to enjoin such breach or threatened breach. 10. No Termination Upon Breach. No breach of this Easement shall entitle either party to cancel, rescind or otherwise terminate this Easement; provided, however, that this provision shall not limit or otherwise affect any other right or remedy which a party may have hereunder by reason of any breach of this Easement. 11. Attorneys' Fees. The prevailing party in any action brought to enforce or interpret the terms of this Easement shall be entitled to recover its costs and reasonable attorney fees incurred in said action, including on appeal, whether or not suit is commenced. 12. Applicable Law. This Easement shall be governed by and construed in accordance with the laws of the State of Washington. Jurisdiction over and venue of any suit PAGE 3 OF 15 Y:\WP\WESTFIELD\EASEMENTS\UTILITY EASEMENT G.DOC arising out of or related to this instrument shall be exclusively within the state or federal courts of King County, Washington. 13. Entire Agreement. This Easement contains the entire agreement between the parties with respect to this matter. It may not be modified except in a writing signed by both parties. 14. Waiver. Any waiver by a party of a breach of any provision of this Easement by the other party shall not operate or be construed as a waiver of any subsequent breach by that party. No waiver shall be valid unless in writing and signed by the party against whom enforcement of the waiver is sought. 15. Severability. If for any reason any portion of this Easement or any agreement contained herein shall be held to be invalid or unenforceable, the holding of invalidity or unenforceability of that portion shall not affect any other portion of this Easement or agreement and the remaining portions of the Easement shall remain in full force and effect. 16. Counterparts. This Easement may be executed in any number of counterparts, ach of which shall be considered an original, but all of which shall constitute one and the same instrument. 17. Notice. All notices required hereunder shall be in writing and may be given by hand delivery, overnight mail or delivery service or by facsimile transmission to the parties at the following addresses: Grantor: WEA Southcenter LLC c/o Westfield, LLC. 11601 Wilshire Boulevard, 11th Floor Los Angeles, CA 90025 Attn: Regional Vice President Development - Northwest Fax No.: 310 478 1267 Westfield, LLC. 11601 Wilshire Boulevard, 11th Floor Los Angeles, CA 90025 PAGE 4 OF 15 Y:AWP\WESTFIELD\EASEMENTS\UTILITY EASEMENT G.DOC Attn: Office of Legal Counsel Fax No: 310 478 8776 Grantee: City of Tukwila 6200 Southcenter Blvd. Tukwila, WA 98188 Attn: Public Works Fax No.: (206) 431-3665 IN WITNESS WHEREOF, the parties here by duly execute this Utility Easement: DATED this 5 day of , 2008. GRANTOR: WEA SOUTHCENTER LLC, a Delaware limited liability company: By: Westfield America Limited Partnership, a Delaware limited partnership, Its sole member By: Westfield U.oldings, LLC, a Delaware limited liability company, Its general paitti GRANTEE: By: Name: Its: CITY OF TUKWILA Rork., A. Jacket Assistow acretary Jim " . _gerton, Attest/Authenticated: Y:AWP\WESTFIELD\EASEMENTS\UTILITY EASEMENT G.Doc App`f ved As to +lin: City Att PAGE 5 OF 15 STATE OF CALIFORNIA COUNTY OF LOS ANGELES On 9+ /1 Personally appeared ) ss. 2008 before me, An n / e /1. /ei a Notary Public Par rti A• Packer Personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal. ....p &, t, -71-h.a t Signature u..1d.4v ane- /ft/ of P¢�'u under -M /acu v Ivrejoin- Parvrapk, is f e 4`d comet . U l/ (Seal) STATE OF WASHINGTON ) ) ss. County of King 447 7i tSe o� ANNIE M. ZETTEL Commission +It 1794435 g Notary Public - California Los Angelos County WyContrnatessp21 20121 /faryip. On this .5 "% day of I 'pmte9z , 2008, before me, the undersigned, a Notary Public in and for the State of Washington, duly commissioned and sworn, personally appeared Jim Haggerton, known to me to be the Mayor of CITY OF TUKWILA, the municipal corporation that executed the foregoing instrument, and acknowledged it to be the free and voluntary act of said municipal corporation, for the uses and purposes mentioned in this instrument, and on oath stated that he was authorized to execute said instrument. WITNESS my hand and official seal hereto affixed the day and year above written. 11 4,1 cns• e% 411/,, /&eLQc c<` `a Q r} C�o� OA., ,1''111 f,3 \e� SH01C' • I/ Y:AWP\WESTFIELD\EASEMENTS\UTILITY EASEMENT G.DOC Name Notary Public in and for Washington, residing at My appointment expires PAGE 6 OF 15 State of tiler//a EXHIBIT A Legal Description of the Property NEW PARCEL A OF CITY OF TUKWILA BINDING SITE IMPROVEMENT PLAN NUMBER L08-033 RECORDED ON l‘c.teekV;2,( L , 2008, IN VOLUME 3`d l OF PLATS, ON PAGEBOY$ may, RECORDS OF KING COUNTY, WASHINGTON, LEGALLY DESCRIBED AS FOLLOWS: NEW PARCEL A: THAT PORTION OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 26, TOWNSHIP 23 NORTH, RANGE 4 EAST, W M , IN KING COUNTY, WASHINGTON, AND OF THE NORTHEAST QUARTER OF THE NORTHWEST QUARTER OF SAID SECTION 26, AND OF THE SOUTHWEST QUARTER OF THE SOUTHEAST QUARTER OF SECTION 23, TOWNSHIP 23 NORTH, RANGE 4 EAST, W M , IN KING COUNTY, WASHINGTON, AND OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SAID SECTION 23, AND OF THE INTERURBAN ADDITION TO SEATTLE, ACCORDING TO PLAT RECORDED IN VOLUME 10 OF PLATS AT PAGE(S) 55, IN KING COUNTY, WASHINGTON, AND OF BROOKVALE GARDEN TRACTS, ACCORDING TO PLAT RECORDED IN VOLUME 10 OF PLATS AT PAGE(S) 47, IN KING COUNTY, WASHINGTON, AND OF THE W. H. GILLIAM DONATION LAND CLAIM NO. 40, DESCRIBED AS FOLLOWS COMMENCING AT THE NORTHEAST CORNER OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SAID SECTION 26, THENCE SOUTH 89°40'24" WEST ALONG THE NORTH LINE OF SAID SUBDIVISION 30.00 FEET TO THE WEST MARGIN OF ANDOVER PARK WEST, AND THE TRUE POINT OF BEGINNING, THENCE NORTH 00°14'09" WEST ALONG SAID WEST MARGIN 406.23 FEET THENCE NORTH 87°25'02" WEST 526.19 FEET; THENCE SOUTH 00°19'36" WEST 30.02 FEET; 'HENCE NORTH 87°25'13" WEST 253.52 FEET; THENCE SOUTH 00°19'36" WEST 366.84 FEET TO THE NORTH LINE OF THE SOUTH 40 FEET OF THE SOUTHEAST QUARTER OF SAID SECTION 23, THENCE NORTH 89°40'24" WEST ALONG SAID NORTH LINE 179.30 FEET TO AN INTERSECTION WITH A LINE WHICH BEARS NORTH 00°19'36" EAST FROM A POINT ON THE SOUTH LINE OF SAID SECTION 23, WHICH IS 341.40 FEET EAST OF THE SOUTHWEST CORNER OF THE SOUTHEAST QUARTER OF SAID SECTION 23, THENCE SOUTH 00°19'36" WEST 14.00 FEET; THENCE NORTH 89°40'24" WEST 10.50 FEET; THENCE SOUTH 00°19'36" WEST 36.83 FEET; THENCE NORTH 89°4024" WEST 7.90 FEET; THENCE SOUTH 00°19'36" WEST 42.17 FEET; THENCE NORTH 89°40'24" WEST 72.00 FEET; THENCE SOUTH 00°19'36" WEST 96.00 FEET; THENCE NORTH 89°40'24" WEST 226.00 FEET; THENCE NORTH 00°19'36" EAST 138.17 FEET; THENCE NORTH 89°40'24" WEST 79.90 FEET; THENCE NORTH 00°19'36" EAST 10.83 FEET TO THE WESTERLY EXTENSION OF THE SOUTH LINE OF THE SOUTHEAST QUARTER OF SAID SECTION 23, THENCE NORTH 89°4024" WEST ALONG SAID EXTENSION 10.50 FEET, THENCE NORTH 00°19'36" EAST 40.00 FEET; THENCE NORTH 89°40'24" WEST 151.60 FEET; THENCE NORTH 00°19'36" EAST 790.67 FEET TO THE NORTHEAST CORNER OF THAT PORTION OF 'HE SOUTHCENTER PARKWAY VACATED BY ORDINANCE NO 555, CITY OF TUKWILA, AND AS RECORDED UNDER RECORDING NO 6516239, IN KING COUNTY, WASHINGTON, SAID Y:AvVP\WESTFIELD\EASEMENTS\UTILITY EASEMENT G.DOC A_1 NORTHEAST CORNER ALSO BEING A POINT ON A 565.79 -FOOT RADIUS CURVE CONCAVE TO THE SOUTHEAST, FROM WHICH A RADIAL LINE BEARS SOUTH 04°34'32" EAST; THENCE WEST ALONG SAID CURVE AND THE SOUTHEASTERLY MARGIN OF SAID SOUTHCENTER PARKWAY, 281.71 FEET THROUGH A CENTRAL ANGLE OF 28°31'40" TO A POINT OF COMPOUND CURVATURE TO THE LEFT HAVING A 339.07 FOOT RADIUS; THENCE SOUTHWESTERLY ALONG SAID CURVE 349.90 FEET THROUGH A CENTRAL ANGLE OF 59°07'34"; THENCE SOUTH 89°39'00" WEST ALONG SAID SOUTHEASTERLY MARGIN 18.18 FEET TO THE EASTERLY MARGIN OF SAID SOUTHCENTER PARKWAY (FORMERLY 57TH AVENUE SOUTH) AS DEEDED TO THE CITY OF TUKWILA AND RECORDED UNDER RECORDING NO 5735981; THENCE SOUTH 00°23'24" EAST ALONG SAID EAST MARGIN 439.66 FEET TO AN ANGLE POINT THEREIN; THENCE SOUTH 00°26'09" EAST ALONG SAID EAST MARGIN 629.04 FEET TO THE NORTHERLY LINE OF STATE HIGHWAY RIGHT OF WAY; THENCE NORTH 89°33'51" EAST ALONG SAID NORTHERLY LINE 6.00 FEET TO THE EASTERLY LINE OF SAID STATE HIGHWAY RIGHT OF WAY; THENCE SOUTH 00°26'09" EAST ALONG SAID EASTERLY LINE 142.00 FEET TO THE SOUTHEASTERLY LINE OF SAID RIGHT OF WAY; THENCE SOUTH 89°33'51" WEST ALONG SAID NORTHERLY LINE 6.00 FEET FEET TO THE AFORESAID EAST MARGIN OF SOUTHCENTER PARKWAY; THENCE SOUTH 00°26'09" EAST ALONG SAID EAST MARGIN 471.77 FEET TO THE BEGINNING OF A CURVE TO THE LEFT OF A 50 FOOT RADIUS; THENCE ALONG SAID CURVE 77.65 FEET THROUGH A CENTRAL ANGLE OF 88°59'01" TO A POINT OF TANGENCY ON THE NORTH LINE OF STRANDER BOULEVARD (FORMERLY SOUTH 164TH STREET), AS DEEDED TO THE CITY OF TUKWILA BY QUIT CLAIM DEED FROM SOUTHCENTER CORPORATION ON FEBRUARY 14, 1963; THENCE SOUTH 89°25'09" EAST ALONG SAID NORTH LINE 587.90 FEET, THENCE SOUTH 89°30'36" EAST ALONG SAID NORTH LINE 1255.60 FEET TO THE BEGINNING OF A CURVE TO THE LEFT OF A 50 -FOOT RADIUS; THENCE ALONG SAID CURVE 79.14 FEET THROUGH A CENTRAL ANGLE OF 90°41'02" TO THE WEST LINE OF ANDOVER PARK WEST, AS DEEDED TO THE CITY OF TUKWILA BY QUIT CLAIM DEED FROM SOUTHCENTER CORPORATION ON NOVEMBER 1, 1962; THENCE NORTH 00°11'38" WEST ALONG SAID WEST LINE 1246.47 FEET; THENCE NORTH 00°14'09" WEST 0.29 FEET TO TRUE POINT OF BEGINNING. EXCEPT THAT PORTION OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 26, TOWNSHIP 23 NORTH, RANGE 4 EAST, W M , IN KING COUNTY, WASHINGTON DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHEAST CORNER OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SAID SECTION 26; THENCE ALONG THE CENTERLINE OF ANDOVER PARK WEST, SOUTH 00°11'38" 1327.43 FEET TO ';'HE CENTERLINE OF STRANDER BOULEVARD; THENCE NORTH 89°30'36" WEST ALONG SAID CENTERLINE OF STRANDER BOULEVARD 1174.05 FEET; THENCE NORTH 00°19'52" EAST 30.00 FEET TO THE NORTH MARGIN THEREOF; THENCE CONTINUING NORTH 00°19'52" EAST 45.66 FEET TO THE TRUE POINT OF BEGINNING; THENCE CONTINUING NORTH 00°19'52" EAST 131.92 FEET; THENCE NORTH 89°40'08" WEST 99.35 FEET; THENCE SOUTH 00°19'52" WEST 131.92 FEET TO SAID NORTH MARGIN OF STRANDER BOULEVARD; THENCE SOUTH 89°40'08" EAST ALONG SAID NORTH MARGIN 99.35 FEET TO THE TRUE POINT OF BEGINNING. YAM' \WESTFIELD\EASEMENTS\UTILITY EASEMENT G.DOC A-2 AND EXCEPT THAT PORTION OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 26, TOWNSHIP 23 NORTH, RANGE 4 EAST, W M, IN KING COUNTY, WASHINGTON; COMMENCING AT THE NORTHEAST CORNER OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SAID SECTION 26, THENCE ALONG THE CENTERLINE OF ANDOVER PARK WEST, SOUTH 00°11'38" WEST, 1327.43 FEET TO THE CENTERLINE OF STRANDER BOULEVARD; ['HENCE NORTH 89°30'36" WEST ALONG SAID CENTERLINE OF STRANDER BOULEVARD, 698.00 FEET; THENCE NORTH 00°29'24" EAST 30.00 FEET TO THE NORTH MARGIN THEREOF AND THE TRUE POINT OF BEGINNING; THENCE CONTINUING NORTH 00°2924" EAST 341.00 FEET; THENCE NORTH 89°30'36" WEST 210.00 FEET; THENCE SOUTH 00°29'24" WEST 341.00 FEET TO SAID NORTH MARGIN OF STRANDER BOULEVARD; THENCE SOUTH 89°30'36" EAST ALONG SAID NORTH MARGIN 210.00 FEET TO THE TRUE POINT OF BEGINNING. AND EXCEPT THAT PORTION OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 26, TOWNSHIP 23 NORTH, RANGE 4 EAST, W M , IN KING COUNTY, WASHINGTON DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHEAST CORNER OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SAID SECTION 26; THENCE ALONG THE CENTERLINE OF ANDOVER PARK WEST, SOUTH 00°11'38" 1327.43 FEET TO THE CENTERLINE OF STRANDER BOULEVARD; THENCE NORTH 89°30'36" WEST ALONG SAID CENTERLINE OF STRANDER BOULEVARD 481.94 FEET; THENCE NORTH 00020'07" EAST 30.00 FEET TO THE NORTH MARGIN THEREOF; THENCE CONTINUING NORTH 00°20'07" EAST 48.46 FEET TO THE TRUE POINT OF BEGINNING; THENCE CONTINUING NORTH 00°20'07" EAST 71.19 FEET; THENCE NORTH 89°39'53" WEST 56.90 FEET; THENCE NORTH 00°20'07" EAST 19.48 FEET; THENCE NORTH 89°39'53" WEST 92.06 FEET; THENCE SOUTH 00°20'07" WEST 101.96 FEET; THENCE SOUTH 89°39'53" EAST 86.05 FEET; THENCE NORTH 00°20'07" EAST 11.29 FEET; THENCE SOUTH 89°39'53" EAST 62.90 FEET TO THE TRUE POINT OF BEGINNING. Y:\WP\WESTFIELD\EASEMENTS\UTILITY EASEMENT G.DOC A-3 EXHIBIT B RE: WATER METER WEST EASEMENT DESCRIPTION TILAT PORTION OF LAND OF THE SOUTHWEST QUARTER OF SECTION 23, TOWNSHIP 23 NORTH, RANGE 4 LAST OF THE \GII:LLLAMLT7E Iv{ERID.AIN IN KING COUNTY, WASHINGTON. BEING DESCRIBED AS FOLLOWS, COMMENCING AT THE SOUTHEAST CORNER OF THE SOUTHWEST QUARTER OF SECTION 23, 'TOWNSHIP 23 NORTH; RANGE 4 EAST, THENCE NORTH 89°40'24" \VEST 552.79 FEET, THENCE NORTH 00919'36" EAST 85.02 FEET TO THE. POINT OF BEGINNING; THENCE NORTH 00°00'00" EAST 16.00 FLET; THENCE NORTH 90°00'00" WEST 20.00 FEET; THENCE SOUTH 00°00'00" \VEST 16.00 FEET; THENCE NORTH 90°00'00" EAST 20.00 FEET BACK '1'0 TIF. POINT OF BEGINNING AND THE OF'IHIS DE -SCRIM -ION. RE: WATER MEIER EAST EASI.MENI' DESCRIPTION TFL1T PORTION OF LAND OF THE NORTHWEST QUARTER OF SECTION 26, TOWNSHIP 23 NORTH, RANGE 4 EAST OF TIIF \YTLLIAMhTTE MERID.\1N IN KING COUNTY, WASHINGTON. BEING DESCRIBED AS FOT ,I OWS; COMMENCING AT 2'HE NORTHEAST CORNER OF THE NORTHWEST QUARTER OF SECTION 26, TOWNSHIP 23 NORTH, RANGE 4 EAST; THENCE SOUTH 89°40'24" LAST 1163.82 FEET, THENCE. SOUTH 00019'36" WEST 41654 FEET TO THE POINT OF BEGINNING; THENCE SOUTH 00°00'00 WEST 16.00 FEET; THENCE NORTH 90°00'00" EAST 20.00 F E I 'T THENCE NORTH 00000'00" EAST 16.00 FEET; 'THENCE, NOR IT -1 90°00'00" WEST 20.00 FRE.T BACK To Tr IT- POINT Of 111 C INNING AND THE: TERMINUS OF 'I IIS DESCRIPT B-1 Y'v`VP\WESTFIELDvEASEMENTS\UTILITY EASEMENT G.DOC xxxXxxxxxx J EXHIBIT MAP SOUTH CENTER MALL LINE TABLE LINE LENGTH BEARING LI 16.00 N00'00'00"E L2 20.00 N9 0"00`00"W L3 16.00 S00"00'00"W L4 20.00 N90'00.00"E N00'23'45"W 2.28' 111 w OIp NIS} ---��70' WATER 01 III o LINE EASEMENT LEGEND WATER LINE EASEMENT PROPERTY UNE PARCEL NUMBER QUARTER SECTION METER WEST ( 11 57200290 IL3 'iL WATER METER EASEMENT S00'19'36"W 85.02' S00'19'36"W N. 335.79' 40.00' SE. COR. SW. 23 -23N -04E NE. COR. NW. 26 -23N -04E S00'14'18"E u" 671.01' ui 111- METER i`METER EAST N89.40' 24"W 217.00' 2623049023 5379200246) .5379209086 SE. COR. SW. 23 -23N -04E ` NE. COR. NW, 26 -23N -04E a 5379200245 (5379200246) S89"40 24"£ _-----�- 1.163.82' 5379209086) 200 5379200010 SCALE; 1"= 200 0 200 til (5379200240) NORTHEAST CORNER OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER, SECTION 26, TWP. 23 NORTH, RANGE 4 EAST OF THE W.M. SOUTH LINE OF SECTION 23 _ _ 589'40'24"EI4g; NORTH LINE OF SECTION 26 169.87' r L 5379209085 WATER METER EASEMENT D.- A PRICE L.-u\`D SURVEYING 17923 52ND AVE E. #B TACOMA, WA 98446 OFFICE (253) 875-8075 FAX (253) 875-8076 B-2 Y\WP\WESTFIELD\EASEMENTS \UTILITY EASEMENT G.DOC SOUTHCENTER MALL WATER METER EASEMENT EXHIBIT DWN. BY SCALE DATE DRP 1"=200' 29MAY2008 EXHIBIT C RE; WATERLINE EASEMENT DESCRIPTION THAT PORTION OF LAND OF THE SOUTHWEST QUARTER OF SECTION 23, TOWNSHIP 23 NORTH, RANGE 4 EAST AND THAT PORTION OF LAND OF THE NORTHWEST QUAR'T'ER OF SECTION 26, TOWNSHIP 23 NORTH, RANGE 4 EAST OF TI IE \\nLLIAMET E MERIDAIN IN KING COUNTY, WASHINGTON. A STRIP OF LAND BEING 10 PEET WIDE, 5 FLET EACH SIDE OF THE FO1;1-.OWING DESCRIBED CENTERLINE; COMMENCING AT THE SOUTHEAST CORNER OF THE SOUTHWEST QUARTER OF SECTION 23, TOWNSHIP 23 NORTH, RANGE 4 EAST, THENCE NORTH 89°40'24" WEST 217.00 FEET, THENCE NORTH 00°19'36" EAST ALONG THF EAST LINE OF PARCEL NUMBERS 1157200290 AND 1157200292 OF KING COUNTY, A DISTANCE OF 599.59 FEET; THENCE NORTI I 89°40'24" WEST 383.76 FI ET TO THE POINT OF BEGINNING; THENCE SOUTH 64°59'43" EAST 53.12 FEET; THENCE SOUTH 19°40'13" WEST 58.41 FEET; THENCE SOITI'I1 04°19'38" WEST 81.96 FRET; THENCE SOUTH 00°54'23" WEST 184.41 FEET; T1-IENCE SOU'1'11 00°14'18" EAST 671.01 FEET; THENCE SOU`I`11 07°31'38" EAST 262.18 FEET; THENCE SQL [11 02°30'16" EAST 302.41 I EET; THENCE SOUTH 00°50'05" WEST 65.14 FEET; THENCE SOUTH 12°21'48" WEST 255.15 FEET TO TI IL NORTH RIGHT OF \\'AY OF STRANDER BOULEVARD AND THE I"hRMINUS OF THIS CEN TIaRLINL. ALI. S[DF LINES ARE "1O BE EXTENDED AND OR SHORTENED SO THAT THEY CONNECT TO AND "FERMI NATE AT THE ADJACENT BOUNDARY LINE OF TI -IL BURDENED PROPERTY. C-1 Y:\WP\WE.STFIELD\EASEMENTS\UTILITY EASEMENT G.DOC S64'59'43"E— f 53.12' 1 N89'39'39"W 17.03' 589'39'39"E 54.82' 3 0 o SIM EXHIBIT MAP SOUTH CENTER MALL OL (1 N89'40'24'W 8 .76 519'40'13"W 2 58.41(1157200292) �f S+ 9'38"W f 81.96' N89'39'39'W z N00'23'45"Wm 2.28' NI� 0 360.55' S00'54'23"W 184.41' (1157200290 ---}---10' WATER LINE EASEMENT 40.00' 600'19'36"W S0014'18"E 671.01' NB9'40'24"W 217.00' 2623049023 LEGEND WATER LINE EASEMENT - PROPERTY UNE — — — — WATER UNE W PARCEL NUMBER l QUARTER SECTION 0 S07'31'38"E 252.18' �fs N25'25'09"E 49.74' N89'S2'42"E - 5.31' N43'25'05'E 6.74' iz o (5379200240) , • Iw —I r-- 10' WATER LINE EASEMENT oJf {N -1 e f 4 t� t S00.50'05"W <C' �65.14' fYr Q W I cr.. S1 2'21'48"W 255.15' L=77.70 Ton =49.17 6=89'02'16" R=50.00 (5379200241 2.93' S89'25'22"E N89'26'22"W 588.31' DAN PRICE LAND SERVE MG 17923 52ND AVE E. IIB TACOMA, WA 98446 OFFICE (253) 875-8075 FAX (253) 875-8076 xxxxxxxxxx -- - =—i -- SE. COR. SW. 23 -23N -04E SCALE; 1".= 200 0 STRANDER BOULEVARD 200 SOUTHCENTER MALL WATER LINE EASEMENT EXHIBIT DWN. BY SCALE DATE DRP 1"=200' 5JUNE2008 C-2 Y:\R'P\ WESTFIELD\EASEMENTS\UTILITY EASEMENT G.DOC After recording, return to: CITY OF TUKWILA Office of City Clerk 6200 Southcenter Blvd. Tukwila, WA 98188 (206) 433-1800 111111 -11111111 20090720001730 CITY OF TUKWIL MISC 54.00 PAGE -001 OF 013 07/20/2009 15:12 KING COUNTY, WA E2400194 07/20/2009 15:12 KING COUNTY, WA TAX SALE t24. 05- 03 / r $10.00 $0.00 PAGE -001 OF 001 WASHINGTON STATE RECORDER'S Cover Sheet (RCW 65.04) DOCUMENT TITLE(S) (or transactions contained therein): RIGHT OF WAY DEDICATION REFERENCE NUMBER(S) OF DOCUMENTS ASSIGNED OR RELEASED: n/a • Additional reference #s on page of document(s) GRANTOR(S) (Last name first, then first name and initials) WEA SOUTHCENTER LLC, a Delaware limited liability company • Additional names on page of document GRANTEE(S) (Last name first, then first name and initials) CITY OF TUKWILA, WASHINGTON, a Washington Non -Charter Optional Municipal Code City • Additional names on page of document LEGAL DESCRIPTION (abbreviated: i.e., lot, block, plat or section, township, range) Ptn. of NW '/ of NE '/ and Ptn. of NE '/ of N/W 'A of Sec. 26; and Ptn. of SW '/ of SE 'A and Ptn. of SE '/ of SW 'A of Sec. 23, Twp. 23N, Rg. 4E, W.M., King County, Washington IN Additional legal is on Exhibit A of document ASSESSOR'S PROPERTY TAX PARCEL/ACCOUNT NUMBER New Parcel A: 636420-0010, 262304-9090, 262304-9084, 262304-9085, 359700-0240, 115720-0292, 115720-0290, 262304-9023, 537920-0330, 537920-0240, & 537920-0241; New Parcel B: 359700-0247; New Parcel C: unassigned; New Parcel D: 636420-0020; New Parcel E: unassigned • Assessor Tax # not yet assigned RIGHT OF WAY DEDICATION In the Matter of those Roads Known as Southcenter Parkway and Strander Boulevard, Tukwila, Washington. Know all men by these presents, that the Grantor, WEA Southcenter LLC, a Delaware limited liability company, hereby dedicates to the Grantee, the City of Tukwila, Washington, a Washington Non -Charter Optional Municipal Code City, the following described real property for the use of the public forever as a public vehicle right-of-way, together with the right to use the property herein described for the purpose of conveying public and private utilities including, but not limited to, water, natural gas, sanitary sewage, storm sewage, and telecommunications systems: That property legally described on Exhibit A and depicted on Exhibit B-1 and Exhibit B- 2 (the "Property") incorporated by this reference as if fully set forth herein. Situated in the County of King, State of Washington. EXCEPTING AND RESERVING TO THE GRANTOR from the Property so granted: A permanent, non-exclusive easement (the "Easement") over, under and within the property depicted on Exhibit B-1 and Exhibit E as the "Reserve Area for Existing Sign" and as legally described in Exhibit D (the "Easement Area") for the benefit of Grantor's property, the Westfield Southcenter Mall, legally described on Exhibit C. The Easement Area shall be used for the location, maintenance, operation, repair and replacement of an existing sign located within the Easement Area (the "Sign") and any appurtenant electrical or other utility facilities serving the Sign. It shall be the sole responsibility of Grantor, at its expense, to construct, maintain, operate, repair and replace the Sign (and all utility service related thereto). Grantor hereby reserves a right of entry onto the Easement Area and the Property to perform necessary maintenance, repair and replacement work. The right of entry reserved herein shall apply to the agents, representatives and employees of Grantor. Grantee may use the Easement Area for any purposes not inconsistent with the provisions of this Easement; provided, however, Grantee shall not block or obstruct in any way the visibility of the Sign, or access to the Sign or its appurtenant utility service(s), and Grantee shall not locate any structures, trees or large shrubs on or near the Easement Area, which would block or obstruct access to or visibility of the Sign. Irmnediately following completion of any maintenance, repair or replacement work in the Easement Area or Property, Grantor shall, at its sole expense, remove debris and repair and restore the Easement Area and Property. All work shall be performed in a careful, workmanlike manner, free of claims or liens. The true consideration for this conveyance is non -monetary consideration, the receipt and sufficiency of which is hereby acknowledged by Grantor. Page 2 Y:\WP\WESTFIELD\KLICKITAT ROW DEDICATION G.DOC Grantor and Grantee hereby covenant and agree that this Right of Way Dedication shall run with the land and shall be binding upon their heirs, assigns, executors, or administrators. Dated: gel/Oat 2-9 I , 200/. GRANTOR: WEA SOUTHCENTER LLC, a Delaware limited liability company By: Westfield America Limited Partnership, a Delaware limited partnership, Its sole member By: Westfield U.S. Holdings, LLC, a Delaware limited liability company, GRANTEE: Its genera By: Nam Its: ner CITY OF TUKWILA Assistant Secretary Attest/Authenticated: UnIalMi---+69-34' 'eflAIAA isp 1 Christy O'Flaherty, City Clerk Y:\WP\WESTFIELD\KLICKITAT ROW DEDICATION G.DOC Approved As to Form: Page 3 STATE OF CALIFORNIA COUNTY OF LOS ANGELES On 0-.7% 7 200 before me, ) ss. a Notary Public Personally appeared /Reel`/, /4. C ucf er- Personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature /-»cr /9"?. �_� (Seal) STATE OF WASHINGTON ) ) ss. County of King ANNIE M. ZETTEL Commission # 1794435 Notary Public - California I Los Angeles County M/Canm.StiresTr21,2012,� On this Rci `Aiday of J L Y , 200' before me, the undersigned, a Notary Public in and for the State of Washington, duly commissioned and sworn, personally appeared Jim Haggerton, known to me to be the Mayor of CITY OF TUKWILA, the municipal corporation that executed the foregoing instrument, and acknowledged it to be the free and voluntary act of said municipal corporation, for the uses and purposes mentioned in this instrument, and on oath stated that he was authorized to execute said instrument. WITNESS my hand and official seal hereto affixed the day and year above written. lOa f G. CO\ , 45 -CA- )C+o 1'� Print Name Y:\WP\WESTFIELD\KLICKITAT ROW DEDICATION G.DOC Notary Public innd for tie State of Washington, residing at Wet My appointment expires 3-- — ( 1) Page 4 Exhibit A Description of ROW Dedication That portion of the northeast quarter of the northwest quarter of Section 26, Township 23 North, Range 4 East, W.M., in King County, Washington, and of the southeast quarter of the southwest quarter of Section 23, Township 23 North, Range 4 East, W.M., in King County, Washington, and of the Interurban Addition to Seattle, according to the plat thereof recorded in Volume 10 of Plats, page 55, in King County, Washington, and in Brookvale Garden Tracts, according to the plat thereof recorded in Volume 10 of Plats, page 47, in King County, Washington, and of the W.H. Gilliam Donation Land Claim No. 40, lying southerly and westerly of the following described line: Commencing at the intersection of Southcenter Parkway and Strander Boulevard (S 164th Street) monumented with a 2 inch brass cap in a monument case; thence along the monumented centerline of Strander Boulevard S 88°08'47"E 431.28 feet; thence N 01°51' 13" E 30.00 feet to a point on the northerly right of way margin of Strander Boulevard, said point being also the True Point of Beginning; thence N 81°07'29" W 76.22 feet; thence N 86°28'41" W 108.58 feet; thence N 88°10'49" W 135.10 feet to the beginning of a curve to the right with a radius 35.31 feet; thence following said curve in a northerly direction through a central angle of 88°28'02" 54.52 feet; thence N 00°17' 13" E 323.48 feet; thence N 02°55'32" E 67.60 feet; thence N 00°06'34" W 177.97 feet; thence N 02°24'31" W 177.98 feet; thence N 02°42'27" W 130.20 feet; thence N 01°00'12" W 130.19 feet; thence N 26°33'54" E 42.44 feet; thence N 87'10'22" E 4.06 feet; thence N 01°19' 12" E 61.64 feet; thence N 85°19'10" W 3.43 feet; thence N 43°05'40" W 17.49 feet to the beginning of a curve to the right with a radius of 19.10 feet; thence following said curve in a northerly direction through a central angle of 45°26'46" 15.15 feet; thence N 02°21'06" E 470.67 feet to the beginning of a curve to the right with a radius of 32.40 feet; thence following said curve in a northerly direction through a central angle of 44°32' 13" 25.18 feet; thence N 46°53'19" E 22.78 feet; thence N 84°16'41" E 10.03 feet; thence N 01°37'31" E 42.04 feet; thence N 89°03'25" W 46.24 feet to the southeast corner of the tract of land conveyed to the city of Tukwila by the deed recorded under AFN 6516243, records of King County, Washington ; thence along the southerly boundary of said tract N 89°03'25" W 17.04 feet, more or less, to a point on the easterly margin of Southcenter parkway (formerly 57th Avenue South) as deeded to the city of Tukwila by the deed recorded under AFN 5735981, records of King County, Washington and the end of this line description. EXHIBIT 3-1 MAP N01'37'31"E 42.04' N84'16'41"E 10.03' 27. 26 L1 I— z; La w' to w >- 1— Ll 1- z X N46'53'19"E 22.78' A= 44'32'13" WESTFIELD CORPORATION INC. R=32.40' TL# 115720-0290 L=25.18' 100 50 0 100 SCALE IN FEET RESERVE AREA FOR EXISTING SIGN L1 N 02'21'06" E 34.78' L2 N 89'03'25" W 23.14' L3 S 00'56'35" W 34.77' L4 S 89'03'25" E 22.29' EXISTING POWER EASEMENT ....... i ...... {...._.._........... N2'12'46"E 177.12. TO SECTION LINE A=45'26'46" R=19.10' L=15.15' TL# 262304-9023 N43'05'40"W 17.49' WESTFIELD CORPORATION INC. N85'19'10"W 3.43' EXISTING LOOP DETECTOR EASEMENT NO1'19'12"E 61.64' N87'10'22"E 4.06' N26'33'54"E 42.44' NO1'00'12"W 130.19' �..s' S , 1 ;\ 42,43346 An Engineering Services Company SEE SHEET 2 CITY OF TUKWILA PUBLIC WORKS DEPT. SOUTHCENTER PARKWAY ROW DEDICATION EXHIBIT SCALE: 1"=100' FILENAME: 5-22-07ROW TAKE.DWG DATE: 07/25/08 JOB# 05725.10 SHEET 1 OF 2 EXHI3IT B-2 SEE SHEET 1 \AAP Lol) A. /0 A 0,11 rAzAi NO2'55'32"E 67.60' 13-4 TL# 537920-0240 NO2'42'27"W 130.20' k uJi Lf) w >- 1— In! 01 z 1— >7< uJ WESTFIELD CORPORATION INC. NO2'24.31"W 177.98' N00'06'34"W 177.97' AR LIN (1) F— W 0 00 V) < • L..1 X w ID 0 .e uJ 1— z LLI 0 0 w 0 w 1. I WESTFIELD 100 50 0 100 CORPORATION INC. SCALE IN FEET N00'17'13"E 323.48' i EXISTING ELECTRICAL EASEMENT A=88'28'02" R=35.31' L=54.52' ,-01PIAT „ ' 23345_491 =ss=ss=z2zazo TL# 537920-0241 N88'10'49"W 135.10' N81'07'29"W 76.22' 36' N86'28'41"W 108.58' -:.2.AZYZZ72.727722:22:7272— z_t b • S88'08.47"E 431.28' MONUMENT 42.5' STRANDER BLVD An Engineering Services Company CITY OF TUKWILA PUBLIC WORKS DEPT. SOUTHCENTER PARKWAY ROW DEDICATION EXHIBIT SCALE: 1"=100' FILENAME: 5-22-07ROW TAKE.DWG DATE: 07/25/08 JOB# 05725.10 SHEET 2 OF 2 EXHIBIT C Legal Description of Grantor's Property NEW PARCELS A, B, C, D AND E OF CITY OF TUKWILA BINDING SITE IMPROVEMENT PLAN NUMBER L08-033 r. O 91,1 RDO KING�COUNTTY, overibt , 2008, IN VOLUME 2.40 OF PLATS, ON WASHINGTON, G L ALLY DESCRIBED AS PAGEOTT FOLLOWS: NEW PARCEL A: TL#s: 636420-0010, 262304-9090, 262304-9084, 262304-9085, 359700-0240, 115720-0292,115720-0290, 262304-9023, 537920-0330, 537920-0240, & 537920-0241 THAT PORTION OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 26, TOWNSHIP 23 NORTH, RANGE 4 EAST, W M , IN KING COUNTY, WASHINGTON, AND OF THE NORTHEAST QUARTER OF THE NORTHWEST QUARTER OF SAID SECTION 26, AND OF THE SOUTHWEST QUARTER OF THE SOUTHEAST QUARTER OF SECTION 23, TOWNSHIP 23 NORTH, RANGE 4 EAST, W M , IN KING COUNTY, WASHINGTON, AND OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SAID SECTION 23, AND OF THE INTERURBAN ADDITION TO SEATTLE, ACCORDING TO PLAT RECORDED IN VOLUME 10 OF PLATS AT PAGE(S) 55, IN KING COUNTY, WASHINGTON, AND OF BROOKVALE GARDEN TRACTS, ACCORDING TO PLAT RECORDED IN VOLUME 10 OF PLATS AT PAGE(S) 47, IN KING COUNTY, WASHINGTON, AND OF THE W. H. GILLIAM DONATION LAND CLAIM NO. 40, DESCRIBED AS FOLLOWS COMMENCING AT THE NORTHEAST CORNER OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SAID SECTION 26, THENCE SOUTH 89°40'24" WEST ALONG THE NORTH LINE OF SAID SUBDIVISION 30.00 FEET TO THE WEST MARGIN OF ANDOVER PARK WEST, AND THE TRUE POINT OF BEGINNING, THENCE NORTH 00°14'09" WEST ALONG SAID WEST MARGIN 406.23 FEET THENCE NORTH 87°25'02" WEST 526.19 FEET; THENCE SOUTH 00°19'36" WEST 30.02 FEET; THENCE NORTH 87°25'13" WEST 253.52 FEET; THENCE SOUTH 00°19'36" WEST 366.84 FEET TO THE NORTH LINE OF THE SOUTH 40 FEET OF THE SOUTHEAST QUARTER OF SAID SECTION 23, THENCE NORTH 89°40'24" WEST ALONG SAID NORTH LINE 179.30 FEET TO AN INTERSECTION WITH A LINE WHICH BEARS NORTH 00°19'36" EAST FROM A POINT ON THE SOUTH LINE OF SAID SECTION 23, WHICH IS 341.40 FEET EAST OF THE SOUTHWEST CORNER OF THE SOUTHEAST QUARTER OF SAID SECTION 23, THENCE SOUTH 00°19'36" WEST 14.00 FEET; THENCE NORTH 89°40'24" WEST 10.50 FEET; THENCE SOUTH 00°19'36" WEST 36.83 FEET; THENCE NORTH 89°40'24" WEST 7.90 FEET; THENCE SOUTH 00°19'36" WEST 42.17 FEET; THENCE NORTH 89°40'24" WEST 72.00 FEET; THENCE SOUTH 00°19'36" WEST 96.00 FEET; THENCE NORTH 89°40'24" WEST 226.00 FEET; THENCE NORTH 00°19'36" EAST 138.17 FEET; THENCE NORTH 89°40'24" WEST 79.90 FEET; THENCE NORTH 00°19'36" EAST 10.83 FEET TO THE WESTERLY EXTENSION OF THE SOUTH LINE OF THE SOUTHEAST QUARTER OF SAID SECTION 23, THENCE NORTH 89°40'24" WEST ALONG SAID EXTENSION 10.50 FEET, THENCE NORTH 00°19'36" EAST 40.00 FEET; THENCE NORTH 89°40'24" WEST 151.60 FEET; THENCE NORTH 00°19'36" EAST 790.67 FEET TO THE NORTHEAST CORNER OF THAT PORTION OF THE SOUTHCENTER PARKWAY VACATED BY ORDINANCE NO 555, CITY OF TUKWILA, AND AS RECORDED UNDER RECORDING NO 6516239, IN KING COUNTY, WASHINGTON, SAID NORTHEAST CORNER ALSO BEING A POINT ON A 565.79 -FOOT RADIUS CURVE CONCAVE TO THE SOUTHEAST, FROM WHICH A RADIAL LINE BEARS SOUTH 04°34'32" EAST; THENCE WEST ALONG SAID CURVE AND THE SOUTHEASTERLY MARGIN OF SAID SOUTHCENTER PARKWAY, 281.71 FEET THROUGH A CENTRAL ANGLE OF 28°31'40" TO A POINT OF COMPOUND CURVATURE TO THE LEFT HAVING A 339.07 FOOT RADIUS; THENCE SOUTHWESTERLY ALONG SAID CURVE 349.90 FEET THROUGH A CENTRAL ANGLE OF 59°07'34"; THENCE SOUTH 89°39'00" WEST ALONG SAID SOUTHEASTERLY MARGIN 18.18 FEET TO THE EASTERLY MARGIN OF SAID SOUTHCENTER PARKWAY (FORMERLY 57TH AVENUE SOUTH) AS DEEDED TO THE CITY OF TUKWILA AND RECORDED UNDER RECORDING NO 5735981; THENCE SOUTH 00°2324" EAST ALONG SAID EAST MARGIN 439.66 FEET TO AN ANGLE POINT THEREIN; THENCE SOUTH 00°26'09" EAST ALONG SAID EAST MARGIN 629.04 FEET TO THE NORTHERLY LINE OF STATE HIGHWAY RIGHT OF WAY; THENCE NORTH 89°33'51" EAST ALONG SAID NORTHERLY LINE 6.00 FEET TO THE EASTERLY LINE OF SAID STATE HIGHWAY RIGHT OF WAY; THENCE SOUTH 00°26'09" EAST ALONG SAID EASTERLY LINE 142.00 FEET TO THE SOUTHEASTERLY LINE OF SAID RIGHT OF WAY; THENCE SOUTH 89°33'51" WEST ALONG SAID NORTHERLY LINE 6.00 FEET FEET TO THE AFORESAID EAST MARGIN OF SOUTHCENTER PARKWAY; THENCE SOUTH 00°26'09" EAST ALONG SAID EAST MARGIN 47.1.77 FEET TO THE BEGINNING OF A CURVE TO THE LEFT OF A 50 FOOT RADIUS; THENCE ALONG SAID CURVE 77.65 FEET THROUGH A CENTRAL ANGLE OF 88°59'01" TO A POINT OF TANGENCY ON THE NORTH LINE OF STRANDER BOULEVARD (FORMERLY SOUTH 164TH STREET), AS DEEDED TO THE CITY OF TUKWILA BY QUIT CLAIM DEED FROM SOUTHCENTER CORPORATION ON FEBRUARY 14, 1963; THENCE SOUTH 89°25'09" EAST ALONG SAID NORTH LINE 587.90 FEET, THENCE SOUTH 89°30'36" EAST ALONG SAID NORTH LINE 1255.60 FEET TO THE BEGINNING OF A CURVE TO THE LEFT OF A 50 -FOOT RADIUS; THENCE ALONG SAID CURVE 79.14 FEET THROUGH A CENTRAL ANGLE OF 90°41'02" TO THE WEST LINE OF ANDOVER PARK WEST, AS DEEDED TO THE CITY OF TUKWILA BY QUIT CLAIM DEED FROM SOUTHCENTER CORPORATION ON NOVEMBER 1, 1962; THENCE NORTH 00°11'38" WEST ALONG SAID WEST LINE 1246.47 FEET; THENCE NORTH 00°14'09" WEST 0.29 FEET TO TRUE POINT OF BEGINNING. EXCEPT THAT PORTION OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 26, TOWNSHIP 23 NORTH, RANGE 4 EAST, W M , IN KING COUNTY, WASHINGTON DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHEAST CORNER OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SAID SECTION 26; THENCE ALONG THE CENTERLINE OF ANDOVER PARK WEST, SOUTH 00°11'38" 1327.43 FEET TO THE CENTERLINE OF STRANDER BOULEVARD; THENCE NORTH 89°30'36" WEST ALONG SAID CENTERLINE OF STRANDER BOULEVARD 1174.05 FEET; THENCE NORTH 00°19'52" EAST 30.00 FEET TO THE NORTH MARGIN THEREOF; THENCE CONTINUING NORTH 00°19'52" EAST 45.66 FEET TO THE TRUE POINT OF BEGINNING; THENCE CONTINUING NORTH 00°19'52" EAST 131.92 FEET; THENCE NORTH 89°40'08" WEST 99.35 FEET; THENCE SOUTH 00°19'52" WEST 131.92 FEET TO SAID NORTH MARGIN OF STRANDER BOULEVARD; THENCE SOUTH 89°40'08" EAST ALONG SAID NORTH MARGIN 99.35 FEET TO THE TRUE POINT OF BEGINNING. AND EXCEPT THAT PORTION OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 26, TOWNSHIP 23 NORTH, RANGE 4 EAST, W M, IN KING COUNTY, WASHINGTON; COMMENCING AT THE NORTHEAST CORNER OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SAID SECTION 26, THENCE ALONG THE CENTERLINE OF ANDOVER PARK WEST, SOUTH 00°11'38" WEST, 1327.43 FEET TO THE CENTERLINE OF STRANDER BOULEVARD; THENCE NORTH 89°30'36" WEST ALONG SAID CENTERLINE OF STRANDER BOULEVARD, 698.00 FEET; THENCE NORTH 00°29'24" EAST 30.00 FEET TO THE NORTH MARGIN THEREOF AND THE TRUE POINT OF BEGINNING; THENCE CONTINUING NORTH 00°29'24" EAST 341.00 FEET; THENCE NORTH 89°30'36" WEST 210.00 FEET; THENCE SOUTH 00°29'24" WEST 341.00 FEET TO SAID NORTH MARGIN OF STRANDER BOULEVARD; THENCE SOUTH 89°30'36" EAST ALONG SAID NORTH MARGIN 210.00 FEET TO THE TRUE POINT OF BEGINNING. AND EXCEPT THAT PORTION OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 26, TOWNSHIP 23 NORTH, RANGE 4 EAST, W M , IN KING COUNTY, WASHINGTON DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHEAST CORNER OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SAID SECTION 26; THENCE ALONG THE CENTERLINE OF ANDOVER PARK WEST, SOUTH 00°11'38" West 1327.43 FEET TO THE CENTERLINE OF STRANDER BOULEVARD; THENCE NORTH 89°30'36" WEST ALONG SAID CENTERLINE OF STRANDER BOULEVARD 481.94 FEET; THENCE NORTH 00°20'07" EAST 30.00 FEET TO THE NORTH MARGIN THEREOF; THENCE CONTINUING NORTH 00°20'07" EAST 48.46 FEET TO THE TRUE POINT OF BEGINNING; THENCE CONTINUING NORTH 00°20'07" EAST 71.19 FEET; THENCE NORTH 89°39'53".WEST 56.90 FEET; THENCE NORTH 00°20'07" EAST 19.48 FEET; THENCE NORTH 89°39'53" WEST 92.06 FEET; THENCE SOUTH 00°20'07" WEST 101.96 FEET; THENCE SOUTH 89°39'53" EAST 86.05 FEET; THENCE NORTH 00°20'07" EAST 11.29 FEET; THENCE SOUTH 89°39'53" EAST 62.90 FEET TO THE TRUE POINT OF.BEGINNING. NEW PARCEL B TL# 359700-0247 THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 23, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHWEST CORNER OF THE SOUTHEAST QUARTER OF SAID SECTION 23; THENCE NORTH 89°40'24" WEST ALONG THE WESTERLY EXTENSION OF THE SOUTH LINE OF SAID SOUTHEAST QUARTER 65.40 FEET; THENCE NORTH 00°19'36" EAST 40.00 FEET TO THE TRUE POINT OF BEGINNING, THENCE CONTINUING NORTH 00°19'36" EAST 110.00 FEET; THENCE NORTH 89°40'24" WEST 151.60 FEET; THENCE SOUTH 00°19'36" WEST 110.00 FEET; THENCE SOUTH 89°40'24" EAST 151.60 FEET TO THE TRUE POINT OF BEGINNING NEW PARCEL C TL#: UNASSIGNED THAT PORTION OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 26, TOWNSHIP 23 NORTH, RANGE 4 EAST, W M , IN KING COUNTY, WASHINGTON COMMENCING AT THE NORTHEAST CORNER OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SAID SECTION 26, THENCE ALONG THE CENTERLINE OF ANDOVER PARK WEST, SOUTH 00°11'38" EAST 1327.43 FEET TO THE CENTERLINE OF STRANDER BOULEVARD; THENCE NORTH 89°30'36" WEST ALONG SAID CENTERLINE OF STRANDER BOULEVARD 1174.05 FEET, THENCE NORTH 00°19'52" EAST 30.00 FEET TO THE NORTH MARGIN THEREOF; THENCE CONTINUING N00°19'56"E 45.66 FEET TO THE TRUE POINT OF BEGINNING; THENCE CONTINUING NORTH 00°19'52" EAST 131.92 FEET, THENCE NORTH 89°40'08" WEST 99.35 FEET, THENCE SOUTH 00°19'52" WEST 131.92 FEET; THENCE SOUTH 89°40'08" EAST 99.35 FEET TO THE TRUE POINT OF BEGINNING. NEW PARCEL D TL#: 636420-0020 THAT PORTION OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 26, TOWNSHIP 23 NORTH, RANGE 4 EAST, W M, IN KING COUNTY, WASHINGTON; COMMENCING AT THE NORTHEAST CORNER OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SAID SECTION 26, THENCE ALONG THE CENTERLINE OF ANDOVER PARK WEST, SOUTH 00°11'38" East, 1327.43 FEET TO THE CENTERLINE OF STRANDER BOULEVARD; THENCE NORTH 89°30'36" WEST ALONG SAID CENTERLINE OF STRANDER BOULEVARD, 698.00 FEET; THENCE NORTH 00°29'24" EAST 30.00 FEET TO THE NORTH MARGIN THEREOF AND THE TRUE POINT OF BEGINNING; THENCE CONTINUING NORTH 00°29'24" EAST 341.00 FEET; THENCE NORTH 89030'36" WEST 210.00 FEET; THENCE SOUTH 00°29'24" WEST 341.00 FEET TO SAID NORTH MARGIN OF STRANDER BOULEVARD; THENCE SOUTH 89°30'36" EAST ALONG SAID NORTH MARGIN 210.00 FEET TO THE TRUE POINT OF BEGINNING. NEW PARCEL E TL#: UNASSIGNED THAT PORTION OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION 26, TOWNSHIP 23 NORTH, RANGE 4 EAST, W M , IN KING COUNTY, WASHINGTON COMMENCING AT THE NORTHEAST CORNER OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SAID SECTION 26, THENCE ALONG THE CENTERLINE OF ANDOVER PARK WEST, SOUTH 00°11'38" 1327.43 FEET TO THE CENTERLINE OF STRANDER BOULEVARD; THENCE NORTH 89°30'36" WEST ALONG SAID CENTERLINE OF STRANDER BOULEVARD 481.94 FEET, THENCE NORTH 00°20'07" EAST 30.00 FEET TO THE NORTH MARGIN THEREOF; THENCE CONTINUING NORTH 00°20'07" EAST 48.46 FEET TO THE TRUE POINT OF BEGINNING; THENCE CONTINUING NORTH 00°20'07" EAST 71.19 FEET; THENCE NORTH 89°39'53" WEST 56.90 FEET;. THENCE NORTH 00°20'07" EAST 19.48 FEET; THENCE NORTH 89°39'53" WEST 92.06 FEET; THENCE SOUTH 00°20'07" WEST 102.96 FEET; THENCE SOUTH 89°39'53" EAST 87.05 FEET; THENCE NORTH 00°20'07" EAST 12.29 FEET; THENCE SOUTH 89°39'53" EAST 61.90 FEET TO THE TRUE POINT OF BEGINNING. EXCEPT FOR RIGHT OF WAY DEDICATED IN THIS RIGHT OF WAY DEDICATION AS LEGALLY DESCRIBED IN EXHIBIT A HEREIN. Exhibit D Description of Reserve Area for Existing Sign That portion of the northeast quarter of the northwest quarter of Section 26, Township 23 North, Range 4 East, W.M., in King County, Washington, and of the southeast quarter of the southwest quarter of Section 23, Township 23 North, Range 4 East, W.M., in King County, Washington, and of the Interurban Addition to Seattle, according to the plat thereof recorded in Volume 10 of Plats, page 55, in King County, Washington, and in Brookvale Garden Tracts, according to the plat thereof recorded in Volume 10 of Plats, page 47, in King County, Washington, and of the W.H. Gilliam Donation Land Claim No. 40, described as follows: Commencing at the intersection of Southcenter Parkway and Strander Boulevard (S 164th Street) monuinented with a 2 inch brass cap in a monument case; thence along the monumented centerline of Strander Boulevard S 88°08'47"E 431.28 feet; thence N 01°51' 13" E 30.00 feet to a point on the northerly right of way margin of Strander Boulevard; thence N 81°07'29" W 76.22 feet; thence N 86°28'41" W 108.58 feet; thence N 88°10'49" W 135.10 feet to the beginning of a curve to the right with a radius 35.31 feet; thence following said curve in a northerly direction through a central angle of 88°28'02" 54.52 feet; thence N 00°17' 13" E 323.48 feet; thence N 02°55'32" E 67.60 feet; thence N 00°06'34" W 177.97 feet; thence N 02°24'31" W 177.98 feet; thence N 02°42'27" W 130.20 feet; thence N 01.°00'12" W 130.19 feet; thence N 26°33'54" E 42.44 feet; thence N 87°10'22" E 4.06 feet; thence N 01°19' 12" E 61.64 feet; thence N 85°19'10" W 3.43 feet; thence N 43°05'40" W 17.49 feet to the beginning of a curve to the right with a radius of 19.10 feet; thence following said curve in a northerly direction through a central angle of 45°26'46" 15.15 feet; thence N 02°21'06" E 296.10 feet to the True Point of Beginning; thence continuing N 02°21'06" E 34.78 feet; thence N 89°03'25" W 23.14 feet to the easterly margin of Southcenter Parkway (formerly 57th Avenue South) as deeded to the city of Tukwila by deed recorded under AFN 5735981, records of King County, Washington; thence S 00°56'35" W along said easterly margin 34.77 feet; thence S 89°03'25" E 22.29 feet to the True Point of Beginning and the end of this description. EXHIBIT E RESERVE AREA FOR EXISTING SIGN SOUTH CENTER PARKWAY EXISTING ROW TAX LOT 115720-0290 / I RIGHT OF WAY TAKE N89'03'25"W 23.14' RESERVE AREA FOR EXISTING SIGN !. I ..- N89'03'25"W 22.29' OVERHEAD SIGN AND SUPPORT COLUMNS RIGHT OF WAY TAKE rr221�y,a.i,;�n ;,C sorimr ,r, Q i 10 0 10 SCALE IN FEET An Engineering Services Company CITY OF TUKWILA PUBLIC WORKS DEPT. SOUTHCENTER PARKWAY ROW DEDICATION EXHIBIT SCALE: 1".---10' FILENAME: SIGN.DWG DATE: 10/23/08 JOB# 05725.11 SHEET 1 OF 1