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HomeMy WebLinkAboutFS 2009-09-22 COMPLETE AGENDA PACKET1. PRESENTATION(S) 2. BUSINESS AGENDA City of Tukwila Finance and Safety Committee O Pam Linder, Chair O Joe Duffie O De'Sean Quinn Item AGENDA TUESDAY, SEPTEMBER 22, 2009 CONFERENCE ROOM #3; 5:00 PM a Seattle Southside Visitor Center Lease, Derek Speck, Economic Development Administrator b A resolution authorizing the cancellation of outstanding claims, Shawn Hunstock, Finance Director c. A resolution opposing Initiative 1033, Shawn Hunstock, Finance Director d An ordinance and policy regarding utility leak adjustments, Shawn Hunstock, Finance Director e. City Investment Update, Shawn Hunstock, Finance Director 3 ANNOUNCEMENTS 4. MISCELLANEOUS Distribution. S. Hunstock D Speck P Linder M. Hart R. Still J. Duffle V Jessop D Tomaso D Quinn S. Kerslake M. Villa J. Hernandez K. Kertzman Judge Walden D Robertson T Kinlow B. Arthur Mayor Haggerton K. Matej C. Parrish R. Berry M. Miotke J. Eide C. O'Flaherty G. Labanara K. Narog(cover) B. Fletcher D Lincoln S. Kirby(email) B. Giberson N. Olivas S. Norris(emaii) D. Haynes 3 Pace Action to be Taken 1 6. The City of Tukwila strives to accommodate individuals with disabilities. Please contact the City Clerk's Office at 206 433 -1800 for assistance. Pa9e a Forward to 9/28 C.O W Pg 1 and 10/5 Regular b Forward to 9/28 C.O W Pg 53 and 10/5 Regular c. Forward to 9/28 C.0 W Pg.61 and 10/5 Regular d Forward to 9/28 C.0 W Pg.67 and 10/5 Regular e. Information only Next Scheduled Meeting: Tuesday, October 6, 2009 Pg 75 Committee Goals: Work together in cooperation with nearby cities to address common problems in the Highway 99 corridor and Military Road Ensure a commitment to continued human services funding in relation to the cost of living through consistent review of regional, state and federal budgets affecting human services progams and services (a /so assigned to CAP). Research the viability of sponsoring a City-wide Citizens' Academy (a/so assigned to CAP). City of Tukwila INFORMATIONAL MEMORANDUM TO Mayor Haggerton Finance and Safety Com FROM Derek Speck, Economi De op Administrator DATE September 17, 2009 SUBJECT Seattle Southside Office Space Lease ISSUE BACKGROUND DISCUSSION Jim Haggerton, Mayor Seattle Southside Visitor Center's lease term ended on August 31, 2009 Staff requests Council approval of a lease for a new location at 3100 South 176 Street in SeaTac In 2004 the City of Tukwila signed a lease for the current Seattle Southside Visitor Services office location in the Fairway Center at 14220 Interurban Avenue South, Suite 130, in Tukwila. The lease was for a five year term that ended August 31, 2009 SSVS is currently holding over with the owner's permission on a month -to -month basis In April 2009 staff began researching available sites for SSVS office space and in May started working with a commercial real estate broker The broker and staff reviewed all available office listings in Tukwila and SeaTac under 5,000 square feet. The listings totaled over 30 sites The team completed 10 site visits analyzed lease proposals on 4 sites, and selected the two best options the current office location in Tukwila and a new location at 3100 South 176 Street in SeaTac (the "3100 Building At the City Council meeting on September 14, 2009 staff provided the Council a report comparing the two options with a recommendation to move to the 3100 Building After that meeting, the Administration signed a non binding letter of intent and began detailed negotiations for the 3100 Building lease The Council is scheduled to select a preferred option at their regular Council meeting on September 21, 2009 The staff report for the Council's September 14 meeting contains a detailed discussion of the two locations and staff recommendation and is therefore not repeated in this memo Because the lease on the current location is now month -to -month (with a 20 day notice to vacate), and potential tenants have expressed serious interest in the current location, time is of essence to sign a new lease A draft lease for the 3100 Building is attached Staff is currently reviewing it and anticipates making some changes to add more clarity to the owner's responsibility for tenant improvements and numerous liability provisions Those improvements include an outdoor ramp and indoor lift INFORMATIONAL MEMO Page 2 to make the facility more accessible to people with mobility impairments We expect the main elements that are in the letter of intent such as lease rate term, etc. to remain unchanged The term would be for 66 months, which is a five year term plus six months of free rent. The City may choose to renew the lease for two additional five year extensions After the first six months of free rent, the rent would start at $3,120 per month with annual escalations The rent is full service which means it covers utilities, maintenance, janitorial, taxes, etc. Budget Impact: The proposed monthly rent is lower than the rent at the current location and so there is no need to amend the budget for this lease The City of SeaTac has agreed to cover all moving costs and tenant improvement costs up to $50,000 and we will manage the move to stay within that amount. When Tukwila adopted the 2009 -2010 budget for SSVS, we anticipated higher revenues and expenditures related to SeaTac's contribution for marketing than we are now estimating This extra cushion is larger than the amount needed for moving costs and tenant improvements and so the budget does not need to be amended for that. RECOMMENDATION The Council is being asked to approve the lease and consider this item at the September 28, 2009 Committee of the Whole meeting and subsequent October 5, 2009 Regular meeting The attached lease is the initial draft. If the Finance and Safety Committee forwards this item to the full Council, the final draft will be attached ATTACHMENTS First Draft of Lease for the 3100 Building C and SettingsluserDesktop\Southside Space Memo 20090917.docx 1 BASIC TERMS. Project Name 3100 Building Address. 3100 South 176 Street, Seatac, Wa 98188 Estimated Sq Ft: 1915 Plus Load Factor of 15% 287 sq ft. Total Sq Ft..2202 Rent; Prepaid Rent; Security Deposit Base Monthly Rent: Please see Section 4.5 Security Deposit: $5.000.00 Initial Deposit Prepaid Rent: First month's Total Rent Cassan Enterprises Lease 09/14/2009.doc MASTER MULTI TENANT LEASE Leased Premises Term (See §3) 1 Landlord's Initials Tenant's Initials. DRAFT THIS LEASE is entered into between Cassan Enterprises, Inc. "Landlord and Seattle Southside Visitor Center (City of Tukwila) "Tenant. This lease is subject to the terms, covenants, and conditions set forth herein. Tenant covenants, and this covenant is a material term of this lease, to perform each term and condition required of Tenant hereunder and to meet each condition required of Tenant. This Section sets forth certain basic terms of this Lease The General Lease Terms of even date herewith sets forth in detail the terms, conditions and obligations of Landlord and Tenant. This Section is to be read in conjunction with the General Terms, provided, however, to the extent of any inconsistency between this Section and the General Terms, this Section shall control. Commencement Date: November 1 2009 Rent Commencement Date. November 2009 Expiration Date: April 30 2014 Length of Term. sixty -six (66) Months Renewal Options. two (2) five (5) Year Extension Options Permitted Use: General office use Parking- Tenant or tenant's emnlovees shall have use of six (6) parking stalls in common with other tenants and an additional four (4) narking stalls that will be designated visitor narking for Tenant. Guarantor- Landlord's Work: See Terms Exhibit C Signage. See Terms Exhibit D 1st Cassan Enterprises Lease 09/14/2009.doc TABLE OF CONTENTS 1 PREMISES 6 11 Premises 6 1.2 Common Areas 6 1.3 Excluded Property 6 2 TERM. 6 3 POSSESSION 7 3 1 Delivery of Possession 7 3.2 Landlord's Work, Tenant Obligation 7 3.3 Tenant's Tenant Improvement Work 8 3 4 Defects in Landlord's Work 8 3 5 Pre Commencement Obligations and Failure to Open for Business 8 4 TOTAL RENT 8 4 1 Total Rent 8 4.2 Duty to Pay 8 4 3 Triple Net. 9 4 4 Payment 9 4 5 Base Rent: [must be completed] 9 4 6 Operating and Property Expenses 9 4 7 Communications Internet Access 10 5 OPTION PERIOD 11 6 STATEMENT OF OPERATING AND PROPERTY EXPENSES 12 7 SECURITY DEPOSIT 12 71 Amount 12 7.2 Return 13 8 USE OF PREMISES 13 8 1 Tenant's Use 13 8.2 Licenses and Permits 13 8.3 Indemnity 13 9 ACCIDENTS AND LIABILITY 14 10 WAIVER OF CLAIMS AND INDEMNIFICATION 14 10 1 Waiver of Claims 14 10.2 Indemnity 15 10.3 Workers Compensation 15 11 INSURANCE 16 11 1 Tenant's Insurance 16 11.2 Liability Insurance 16 2 Landlord's Initials: Tenant's Initials: DRAFT Pate 11 3 Property Insurance 17 11 4 Automobile Coverage 17 11 5 Worker's Compensation 17 11 6 No Representation 17 11 7 Additional Requirements 17 118 Notices 17 11 9 Waiver of Subrogation 18 12 ASSIGNMENT 18 12 1 Tenant Assignment 18 12.2 Tenant's Continuing Obligation. 18 12.3 Landlord Assignment 18 13 ACCESS 18 14 LIENS 19 15 INSOLVENCY 19 16 REPAIRS AND SURRENDER OF PREMISES 19 17 DAMAGE, DESTRUCTION, OR CONDEMNATION 19 17 1 Damage and Repair 19 17.2 Condemnation 20 18 ALTERATIONS 21 18 1 Tenant Alterations 21 18.2 Landlord Alteration 22 18.3 Landlord's Reserved Rights 22 18 4 Substitute Premises 24 19 SIGNS 24 20 TERMINATION WITHOUT CAUSE. 24 21 DEFAULT 25 21 1 Failure To Pay 25 21.2 Vacation/Abandonment 25 21.3 Insolvency 25 21 4 Levy or Execution 25 21 5 Failure to Comply with Rules and Regulations 25 21 6 Other Non Monetary Defaults 25 21 7 Failure to Take Possession 26 22 REMEDIES 26 22 1 Termination of Lease 26 22.2 Re -Entry and Relettmg 27 22.3 Cure Default 27 22 4 Acceleration 27 22 5 Waiver of Redemption Rights 27 22 6 Non payment of Additional Total Rent. 28 Cassan Enterprises Lease 09/14/2009.doc 3 Landlord's Initials: Tenant's Initials: DRAFT 23 NON WAIVER OF BREACH. 24 REMOVAL OF PROPERTY 25 HEIRS AND SUCCESSORS 26 HOLD -OVER. 27 AUTHORITY TO SIGN, PERSONAL GUARANTY, LIABILITY 28 NOTICES 28 1 General Notice Requirement 28.2 Notice of Landlord Non Compliance 29 SUBORDINATION AND ATTORNMENT 30 ESTOPPEL CERTIFICATES 30 1 Tenant Obligation to Provide Estoppel 30.2 Time and Deliveries 30.3 Tenant's Failure to Provide Estoppel 30 4 Failure to Respond 31 PERSONAL PROPERTY TAXES 32 RULES AND REGULATIONS 33 AUTOMATIC RENEWAL 34 FINAL AGREEMENT PROCEDURE TO AMEND 35 LITIGATION 35 1 Jurisdiction and Venue 35.2 Unlawful Detainer Action 35.3 Service of Process 35 4 Rent Control Waiver 36 COSTS, ATTORNEYS FEES AND INTEREST 37 TENANT'S FINANCIAL CONDITION 38 HAZARDOUS MATERIAL 38 1 38.2 38.3 38 4 38 5 39 PARKING 39 1 Tenant's Parking Spaces 39.2 Assignment of Parking Spaces 40 BUILDING STANDARDS 41 MISCELLANEOUS 41 1 Joint and Several Liability 41.2 Force Majeure 41.3 Captions Cassan Enterprises Lease 09/14/2009.doc Landlord's Representation and Warranty Tenant's Hazardous Substances Duration of Indemnity Response Activities Definition of Hazardous Material 4 DRAFT 28 28 28 28 JOINT AND SEVERAL 29 29 29 29 30 30 30 31 31 31 31 32 32 32 32 32 33 33 33 33 33 33 34 34 34 35 35 35 35 35 35 36 36 36 36 Landlord s Initials: Tenant's Initials: 41 4 Application of Payments 36 41 5 Definition of Landlord 36 41 6 Only Landlord/Tenant Relationship 36 417 Counterparts 36 41 8 Limitation on Landlord's Liability 37 41 9 Transfer of Landlord's Interest 37 42 USA PATRIOT ACT AND ANTI TERRORISM LAWS 37 Cassan Enterprises Lease 09/14/2009.doc 5 Landlord's Initials. Tenant's Initials. DRAFT 1 PREMISES 2. TERM Cassan Enterprises Lease 09/14/2009 doc 6 Landlord's Initials: Tenant's Initials. D AFT 1 1 Premises. Landlord hereby leases to Tenant and Tenant leases from Landlord, the real property described on Exhibit A attached hereto (the "Premises The total floor area of the Premises, which is outlined on the floor plan attached hereto as Exhibit B, is 2202 square feet, consisting of a net floor area of 1915 square feet, plus a load factor of 15% (287 square feet) to cover common areas The Premises is located in 3100 South 176 Street in the City of SeaTac, County of King, State of WashinEton commonly known as the 3100 Building The Premises do not include and Landlord reserves the exterior walls and roof of the Premises, the land beneath the Premises, and the pipes, ducts, conduits, wires, fixtures, and equipment leading through the Premises in areas which will not materially interfere with Tenant's use thereof, such as the areas above suspended ceilings and within the structural elements of the Premises (the "Building Landlord reserves the right to install, maintain, use, repair and replace the Building and its structural elements 1.2 Common Areas. This lease includes the non exclusive right to use common areas The term "Common Areas" means all areas and facilities that are provided and designated from time to time by Landlord for the general non exclusive use and convenience of Tenant with other tenants and are not leased or held for the exclusive use of a particular tenant. Common Areas may, but do not necessary include, hallways, entryways, stairs, elevators, driveways, walkways, terraces, docks, loading areas, restrooms, trash facilities, parking areas and garages, roadways, pedestrian sidewalks, landscaped areas, security areas and lobby or mall areas. Without advance notice to Tenant, Landlord may change the size, use, or nature of any Common Areas, erect improvements on the Common Areas or convert any portion of the Common Areas to the exclusive use of Landlord or selected tenants, so long as Tenant is not thereby deprived of the substantial benefit of the Premises Use of common areas must be in conformity with each and every rule promulgated and/or amended from time to time 1.3 Excluded Property. This lease does not grant any legal rights to property, light, or air outside the defined Premises nor any particular view or cityscape. This Lease shall be for a term of sixty -six (66) months, beginning on the commencement date, and ending on April 30 2014 (the "Expiration Date The Lease shall commence on November 1 of 2009 or on such earlier or later date as may be specified by written notice by Landlord to Tenant advising Tenant the premises are ready for possession and specifying the commencement date If Tenant occupies the Premises before the Commencement Date specified in this Section 2, then the Commencement Date shall be the date of occupancy Neither Landlord nor any agent or employee of Landlord shall be liable for any damage or loss due to Landlord's inability of failure to deliver possession of the Premises to Tenant as provided in this Lease The first "Lease Year" shall commence on the Commencement Date and shall end on the date that is twelve (12) months from the end of the month in which the Commencement Date occurs Each successive Lease Year during the initial Term and any extension terms shall be Twelve (12) months, commencing on the first day following the end of the preceding Lease Year, except that the last Lease Year shall end on the Expiration Date 3 POSSESSION 3 1 Delivery of Possession. Landlord shall deliver possession of the Premises to Tenant on the Commencement Date, with all Landlord's Work (as defined below) substantially complete If Landlord, for any reason whatsoever, cannot deliver possession of the Premises to Tenant on the Commencement Date, this Lease shall not be void or voidable, nor shall the Term of this Lease be extended, but in that event, all Total Rent shall be abated proportionately during the period from the Commencement Date to the date of actual delivery of possession. If Tenant occupies or takes possession of the Premises prior to the Commencement Date, such occupancy or possession shall be on the same terms and conditions of the Lease and Total Rent shall commence, but the Expiration Date shall not be affected. 3.2 Landlord's Work: Tenant Obligation. Except as specified elsewhere in this Lease, Landlord makes no representations or warranties to Tenant regarding the Premises, including the structural condition of the Premises and the condition of all mechanical, electrical, and other systems on the Premises or the suitability of the Premises for Tenant's intended use Except for any Tenant Improvements described on the attached Exhibit C to be completed by Landlord (defined therein as "Landlord's Work Tenant shall be responsible for perforating any work necessary to bring the Premises into a condition satisfactory to Tenant. By signing this Lease, Tenant acknowledges that it has had an adequate opportunity to investigate the Premises and accepts the Premises in its present condition, AS IS WITH ALL FAULTS, and acknowledges responsibility for making any corrections, alterations and repairs to the Premises (other than the Landlord's Work), and acknowledges that the time needed to complete any such items shall not delay the Commencement Date To the extent the Landlord's Work is not completed in time for the Tenant to occupy or take possession of the Premises on the Commencement Date due to the failure of Tenant to fulfill any of its obligations under this Lease, the Lease shall nevertheless commence on the Commencement Date. Cassan Enterprises Lease 09/14/2009.doc 7 Landlord's Initials. Tenant's Initials: DRAFT DRAFT 3.3 Tenant's Tenant Improvement Work. Attached Exhibit C sets forth all Landlord's Work, if any, and all tenant improvements to be completed by Tenant "Tenant's Work if any, that are to be performed on the Premises Responsibilities for design, payment and performance of all such work shall be as set forth on attached Exhibit C 3 4 Defects in Landlord's Work. If Tenant fails to notify Landlord of such defects in the Landlord's Work within ten (10) days of delivery of possession to Tenant, Tenant shall be deemed to have accepted the Premises in their then condition. If Tenant discovers any major defects in the Landlord's Work during this 10 -day period that would prevent Tenant from using the Premises for its intended purposes, Tenant shall so notify Landlord in writing and the Commencement Date shall be delayed until after Landlord has corrected the major defects and Tenant has had five (5) days to inspect and approve the Premises after Landlord's correction of such defects The Commencement Date shall not be delayed if Tenant's inspection reveals minor defects in the Landlord's Work that will not prevent Tenant from using the Premises for their intended use Tenant shall prepare a punch list of all minor defects and provide the punch list to Landlord with the 10 -day period. If Tenant timely provides the punch list, then Landlord shall promptly correct all punch list items 3 5 Pre Commencement Obligations and Failure to Open for Business. The parties agree that certain obligations may commence prior to the lease term (e g., construction, hold harmless, liability, etc) In the event Tenant has not opened for business and rental has not commenced within six (6) months of the execution of this Lease, then this Lease shall be null and void at Landlord's option. 4 TOTAL RENT 4 1 Total Rent. Tenant covenants and agrees to pay rent to Landlord. The total rent owed by Tenant shall consist of the Base Rent (as hereinafter defined) and any other amount due under this Lease (collectively, the "Total Rent and—operating—and 4.2 Duty to Pav The duty to pay the Total Rent (including periodic increases) is a covenant of the Tenant independent of any and all undertakings, covenants or warranties of Landlord. No claimed breach or claimed default on the part of the Landlord will justify or excuse the failure to make such payments on the dates specified. In no case may Tenant satisfy the duty to pay rent (including added rent) by depositing the same in court in an interpleader or otherwise or by claiming set -off or in any manner Cassan Enterprises Lease 09/14/2009.doc 8 Landlord's Initials. Tenant's Initials: other than by direct payment to Landlord. Landlord's acceptance of less than the full amount of any payment from Tenant shall not be deemed an accord and satisfaction or compromise of such payment. 4.3 Triple Net. This lease is a "Triple Net Lease T 4 4 Payment. Payment of the Total Rent shall be made to Landlord, unless Landlord designates in writing some other party to whom payment should be made Payment of Total Rent must be made in advance, on or before the first (1st) day of each month of this Lease. A late fee of 25% of the Total Rent will be assessed each month if the Total Rent is not received by Landlord on or before the first day of such month. 4 5 Base Total Rent Tenant will pay the total rent which will be increased annually as follows Month 1 thru Month 6 Month 7 thru Month 18 Month 19 thru Month 30 Month 31 thru Month 42 Month 43 thru Month 54 Month 55 thru Month 66 46 Cassan Enterprises Lease 09/14/2009.doc $0 00 per month Full Service $3,120 00 per month Full Service $3,214 00 per month Full Service $3,310 00 per month Full Service $3,409 00 per month Full Service $3,511 00 per month Full Service 4 6 1 In addition to Base Rent, Tenant shall pay its pro rata share of operating and property expenses as described below Tenant's pro rata share is which represents the ratio of Tenant's rentable floor area to the total rentable floor area of-the Premises and the rest of the property at which the Premises are lo and property expenses referred to herei 4 6 1 1 All insurance, premiums, and deductibles; 4 6 1.2 ,es (other than those separately-metered and paid for by Tenant or other tenants); 9 Landlord's Initials. Tenant's Initials. DRAFT assessments, N property valuation; 4614 parking lots, sldewa1k other tenants; striping parking lots, sidewalks, glees, Premises; 461.3 All real estate taxes, including LID assessments, or special reasonable time determined by Landlord) Cassan Enterprises Lease 09/14/2009.doc 4617 marking charges, 10 DRAFT cleaning, and—maintaining user areas used in common with 4615 All janitorial and cleaning cervices, including without limitatien-tfash removal; 4616 All costs of painting, repairing, upgrading, replacing, and re 'sc and—any--ether 4619 All costs for labor, supplies, :materials and tools associated elevator maintenance, refurbishing, repainting, carpet replacement, pest control, fire detector and security service, landscape maintenance, ci similar costs; 46110 Amortization (in accordance with general accepted neeeunting-principals) of capital improvements that Landlord may in the future install to 47 Communications Internet Access. Landlord shall make available telecommunications and Internet access to the Premises Tenant may install, maintain, replace, remove and use communications or computer wires, cables and related devices at Landlord's Initials: Tenant's Initials. or serving the premises only with Landlord's prior written consent. Tenant shall locate all electronic telecommunications equipment within the Premises and shall coordinate the location of all telecommunications and Internet wires, cables and related devices with Landlord. Landlord reserves the right to require that Tenant remove any telecommunications or Internet wires, cables and related devices in or serving the Premises which are installed in violations of these provisions or which are at any time in violation of any laws or present a dangerous condition within five (5) days after written notice Landlord shall have no liability for damages arising from, and Landlord does not warrant that the Tenant's use of any telecommunications or Internet lines, cables or other devices will be free from the following (collectively called "Line Problems any shortages, failures, variations, interruptions, disconnections, loss or damage caused by the installation, maintenance or replacement, use or removal of telecommunications or Internet cables, lines or devices by or for other tenants or occupants in the building, by any failure of the environmental conditions or the power supply for the building to conform to any requirement of the telecommunications or Internet lines, cables or devices and/or any associated equipment, or any other problems associated with any such equipment by any other cause, any failure of such cables, lines and other devices to satisfy Tenant's requirements, or any eavesdropping or wiretapping by unauthorized parties Landlord in no event shall be liable for damages by reason of loss of profits, business interruption or other consequential damages arising from any Line Problems. 5. OPTION PERIOD Tenant shall have the option to extend the term of this Lease for two (2) periods for five years each on the terms and conditions as set below 6. Total Rent during the option periods shall be negotiated. The Option shall be exercised by Tenant's written notice delivered to Landlord no later than six (6) months, and no earlier than one calendar year, before the expiration of the then current Lease Term. This Option may not be exercised if Tenant is in default under any terms of this Lease Agreement. The Total Rent shall be of fair market rent, but not less than 103% of the rent in Year 5 sr re r 1 D e Cassan Enterprises Lease 09/14/2009.doc rating and property expenses for the period between such 1 1 Landlord s Initials. Tenant's Initials. Tenant shall pay these operating and property expenses on a monthly basis, as part of the Total Rent. Tenant shall continue to By March 1st of monthly payments which Tenant has made for the pr ^ss than the Tenant's actual share of such operating and property ex difference in a lump sum within ten (10) days after re ently pay the difference in monthly payments made in the then current ^r year and the amount of monthly pis which are then calculated as monthly operating and property expense based on the prior year's experience Any over payment by Tenant shall be credited towards the monthly operating and property expenses next coming duo The actual operating and property expenses for the prior year shall be used fo s and property expenso:, for the then current year with actual perty expenses after each calendar year as provided above operating and property expenses Lease terminates or expires. be remitted by Landlord to Tenant. Failure o called for herein shall not be deemed a waiver provided. Landlord's goad faith determinatten of the operating and property expenses will be conclusive on the parties 7 SECURITY DEPOSIT 7 1 Amount. Tenant shall be required to make a security deposit, upon execution of this Lease Tenant shall deposit with Landlord the sum of Five Thousand Dollars ($5,000.00) as security for Tenant's faithful performance of Tenant's Lease obligations Landlord may commingle the Security Deposit with its other funds and shall not be required to keep the security deposit separate from its general accounts If Tenant fails to pay rent or other charges due hereunder, or otherwise defaults with respect to any provision, Landlord may retain or use all or a portion of the security deposit. If Landlord retains or uses any portion of the security deposit, Tenant shall within five (5) days after written demand deposit cash with Landlord in an amount sufficient to restore the security Cassan Enterprises Lease 09/14/2009 doc 12 Tenant shall immediately pay ting and property expenses and the estimated Landlord's Initials. Tenant's Initials: r!.3 AFT 8. USE OF PREMISES DRAFT deposit to the full amount stated above Tenant's failure to do so shall be a breach of this Lease and Landlord may, at its option, terminate the lease 7.2 Return. If Tenant performs all of Tenant's obligations hereunder, the security deposit (or so much of it as has not been retained or used by Landlord) shall be returned to Tenant (or, at Landlord's option, Tenant's last assignee) within ten (10) days after the expiration of the term hereof, or after Tenant has vacated the Premises, whichever is later Tenant shall not be entitled to interest on the security deposit. 8 1 Tenant's Use Tenant will use the Premises for General Office and for no other purpose, without written consent of Landlord. The Premises shall not be used in any way which constitutes a violation of any law, ordinance, regulation or order, or which constitutes a nuisance, hazard or risk of contamination (whether or not unlawful when this lease was executed) Regardless of the actual zoning of the Premises, the Premises shall not be used in any manner, which would not be allowed to be carried on adjacent to a public school within the zoning in the jurisdiction. The Premises shall not be used for the sale or viewing of any sexually oriented material, adult entertainment, nor the sale of illegal drugs Tenant shall not do or permit anything to be done in the Premises or on the property that will obstruct or interfere with the rights of other tenants or occupants of the property or their customers, clients and visitors, or to injure or annoy such persons Tenant shall not service, maintain or wash vehicles anywhere on the Premises 8.2 Licenses and Permits Tenant shall obtain and pay for all necessary licenses and/or permits Tenant shall take all action necessary to comply with all applicable statutes, ordinances, rules, regulations, orders and requirements regulating the use of the Premises, including applicable federal, state, and local environmental laws, rules, regulations and ordinances, the Americans with Disabilities Act; and federal and state occupational safety and health laws 8.3 Indemnity Tenant shall indemnify Landlord and hold Landlord harmless from any and all costs, claims or liability arising from Tenant's use of the Premises Tenant shall defend Landlord against any such cost, claim or liability at Tenant's expense, with legal counsel acceptable to Landlord or at Landlord's election. Tenant shall reimburse Landlord for all legal fees and cost incurred by Landlord in connection with any such claim. 9 ACCIDENTS AND LIABILITY Cassan Enterprises Lease 09/14/2009.doc 13 Landlord's Initials: Tenant's Initials. Landlord shall have no liability whatsoever for any damage to or loss of or theft of Tenant's personal property, including, but not limited to, automobiles, furniture, computer and other technological systems, telephone systems, and electronic and other records Landlord or Landlord's agents shall not be liable for any damage or clean -up expense, either to persons or property, sustained by Tenant or others caused by any defects now in the Premises or hereafter occurring therein, or due to the condition of the building 111 which the Premises are situated, or any part or appurtenance thereof, arising out of any repair or caused by any event or act or neglect of any person, or caused by any interruption of utility services It is the intention of the parties that Tenant and not Landlord shall be liable for any injury or death to any person, including Tenant's employees, or for any loss or damage to any property (including property of Tenant) occurring in or about the Premises from any cause whatsoever Except as provided in Paragraph 9 hereof, Tenant shall hold and save Landlord harmless to the full extent permitted by law, from all loss, damage, liability, or expense (including attorneys fees and costs), resulting from any actual or alleged injury to or death to any person (and 111 connection therewith Tenant waives the protection afforded Tenant by the workers compensation laws) and /or from damage, loss or destruction to or of any tangible or intangible property occurring on or adjacent to the leased premises which results from or is alleged to result from. (1) Tenant's use of or occupation of the leased and/or adjoining premises, (2) or any act or omission of Landlord and/or Landlord's other tenants, licensees, employees, officers, directors, agents, employees, guests or visitors The obligations of Tenant hereunder are independent from and in addition to Tenant's and the insurer's obligations under paragraph 10 hereof and the obligations hereunder shall continue after the expiration or termination of the Lease with respect to events which occurred during the term of this Lease 10 WAIVER OF CLAIMS AND INDEMNIFICATION 10 1 Waiver of Claims To the extent not prohibited by law, and except as provided below, Tenant hereby expressly releases Landlord, its property manager and their respective officers, agents, directors, representatives, shareholders, members, subsidiaries, affiliates, related entities, partners, employees and lenders (collectively, "Landlord's Indemnitees from and waives all claims for, damage or injury to person, theft, loss of use of or damage to property and loss of business sustained by Tenant resulting from any cause, including but not limited to, the Premises or any part thereof or the building at which the premises are located, or any equipment therein or appurtenances thereto falling into disrepair, or resulting from any damage, accident or event in or about the Premises or any willful, intentional or negligent act or omission of any person. Without limiting the generality of the foregoing, this paragraph shall apply particularly, Cassan Enterprises Lease 09/14/2009.doc 14 Landlord's Initials: Tenant's Initials: DRAFT but not exclusively, to flooding, damage caused by any equipment and apparatus, water, snow, frost, steam, excessive heat or cold, broken glass, sewage, gas, odors, excessive noise or vibration, death, loss, conversion, theft, robbery, assault, battery, homicide, or the bursting or leaking of pipes, plumbing fixtures, sprinkler devices, or any interruption of utility services Without limiting the generality of the foregoing, Tenant waives all claims and rights of recovery against Landlord, and Landlord's Indemnitees for any loss or damage to any property or person of Tenant, which loss or damage is insured against, or required to be insured against, by Tenant pursuant to this Lease, whether or not such loss or damage is due to the fault or negligence of Landlord, or Landlord's Indemnitees, and regardless of the amount of insurance proceeds collected or collectible under any insurance policies in effect, and Tenant further agrees that all such property of Tenant shall be a the risk of Tenant only and Landlord and Landlord's Indemnitees shall not be liable for any loss or damage thereto or the theft or conversion thereof and Tenant completely releases and exculpates Landlord and Landlord's Indemmtees therefrom. This provision shall survive the expiration or termination of the Lease 10.2 Indemnity Tenant agrees to indemnify, defend and hold harmless Landlord, and Landlord's Indemmtees, from and against any and all claims, demands, actions, habilities, losses, injuries, fines, penalties, hens, damages, costs and expenses (including attorneys' fees) incurred by Landlord or Landlord's Indemmtees, for injuries to any persons and damage to or theft or misappropriation or loss of property occurring in or about the Premises which arises (i) from the use, occupancy, maintenance and repair of the Premises or from any activity, work, or thing done, permitted or suffered by Tenant in or about the Premises (including, without limitation, any alteration by Tenant), (ii) from any breach or default on the part of Tenant in the performance of any covenant or agreement on the part of Tenant to be performed under this Lease, or (m) due to any other act or omission of Tenant, its subtenants, assignees, servants, guests, suppliers, invitees, employees, contractors and agents If any such proceeding is filed against Landlord or any of the Landlord's Indemmtees, Tenant agrees to defend Landlord or such party in such proceeding at Tenant's sole cost by legal counsel reasonably satisfactory to Landlord and Landlord's Indemnitees, if requested by landlord. The foregoing indemnity shall survive the expiration or termination of the Lease 10.3 Workers Compensation. The indemnification obligations contained in this Section shall not be limited by any worker's compensation, benefit or disability laws, and each indemnifying party hereby waives any immunity that said party may have under the Washington Industrial Insurance Act, Title 51 RCW, and similar worker's compensation, benefit or disability laws LANDLORD AND TENANT ACKNOWLEDGE BY THEIR EXECUTION OF THIS LEASE THAT EACH INDEMNIFICATION PROVISION OF THIS LEASE (INCLUDING, BUT NOT LIMITED TO, THOSE RELATING TO Cassan Enterprises Lease 09/14/2009 doc 15 Landlord's Initials. Tenant's Initials: WORKER'S COMPENSATION BENEFITS AND LAWS) WAS SPECIFICALLY NEGOTIATED AND AGREED TO BY LANDLORD AND TENANT 11 INSURANCE 111 Tenant's Insurance. Without limiting tenant's obligations and responsibilities, Tenant is required to maintain hability insurance and property insurance as described below Such insurance shall be at Tenant's own expense, and must be with an insurance company or companies licensed to do business in Washington and having a general policy holder's rating of not less than "A" and a financial rating of not less than Class "X" in the most current edition of Best's Insurance Reports Insurance policies required to be maintained by Tenant shall provide that such policies are not subject to material alteration or cancellation except after at least thirty (30) days' prior written notice to Landlord, and shall be primary as to Landlord. Tenant shall provide Landlord with copies of the insurance policies required herein and annual proof of coverage Landlord shall be named as an additional named insured on all such policies. If Tenant fails to maintain such insurance, Landlord may do so, without waiving any other rights or remedies In such event, Tenant shall reimburse Landlord on demand for the full expense If, on account of the failure of Tenant to comply with the foregoing provisions, Landlord is adjudged a co- insurer by its insurance carrier, then, any loss or damage Landlord shall sustain by reason thereof, including attorneys' fees and costs, shall be borne by Tenant and shall be immediately paid by Tenant upon receipt of a bill thereof and evidence of such loss Landlord, its agents and employees, make no representation that the limits of liability specified to be carried by Tenant under this Lease are adequate to protect Tenant. If Tenant believes that any such insurance coverage is insufficient, Tenant shall provide, at its own expense, such additional insurance as Tenant deems adequate 11.2 Liability Insurance Tenant must maintain adequate commercial general liability insurance on an occurrence basis in the minimum amounts of $1,000,000 for property damage and in the minimum amounts of $2,000,000 (per individual) and $2,000,000 (per accident) for personal injuries. Such insurance must indemnify both Landlord and Tenant against any such claims demands, losses, damages, liabilities and expenses, including contractual hability assumed under this Lease, and shall not include any non standard exclusions Landlord shall be named as one of the insured under such policy(ies) Landlord shall be furnished with a copy of such policy(ies) Such policy(ies) shall bear an endorsement that the same shall not be canceled except upon ten (10) days prior written notice to Landlord. Neither the Tenant nor any of Tenant's officers, directors, employees, agents or shareholders will make any contention that any of them Cassan Enterprises Lease 09/14/2009.doc 16 Landlord's Initials. Tenant's Initials. AFT are an "Insured" or entitled to insurance protection under any insurance policy purchased by Landlord. 11 3 Property Insurance Tenant shall also maintain insurance covering its furniture, fixtures, equipment and inventory in an amount equal to the full insurable value thereof, against fire and risks covered by a standard fire insurance policy with an extended coverage endorsement and insurance covering all plate glass and other glass on the leased premises 11 4 Automobile Coverage Tenant shall at all times during the term of this Lease at its own expense keep in full force and effect business automobile liability insurance with a minimum limit of One Million Dollars ($1,000,000) per occurrence, covering owned, non owned, and hired automobiles that may be used at the Premises 11 5 Worker's Compensation. Tenant shall at all times during the term of this Lease comply with the worker's compensation and employment liability laws of the state in which the Premises is located. In addition, Tenant shall at all times during the term of this Lease, at its own expense, keep in full force and effect employer's liability coverage with a minimum of One Million Dollars ($1,000,000) per accident, One Million Dollars ($1,000,000) for injury by disease of more than one person, and One Million Dollars ($1,000,000) per employee for injury by disease 11 6 No Representation. Landlord makes no representation that the limits of liability required of Tenant by this Lease are adequate to protect Tenant. In the event Tenant believes that the insurance coverage required by this Lease is insufficient, Tenant shall provide, at its own expense, such additional insurance as Tenant deems adequate 11 7 Additional Requirements Tenant shall require each of its contractors and trades people to carry insurance in amounts and standards specified in this Lease or as Landlord may from time to time require 11 8 Notices. Tenant shall immediately furnish Landlord with a copy of any written notice received, or a written summary of any oral notice received, from any governmental or quasi governmental authority, insurance company, inspection bureau or any other third party as it relates to the Premises 11 9 Waiver of Subrogation. Notwithstanding the provisions of Paragraph 10, Landlord and Tenant hereby release each other and any other tenant, their respective agents or employees, from responsibility for, and waive their entire claim of recovery for any loss or damage arising from any cause covered by insurance required to be carried by Cassan Enterprises Lease 09/14/2009.doc 17 Landlord's Initials. Tenant's Initials. RAFT each of them. Each party shall provide notice to the insurance carrier or carriers of this mutual waiver, and shall cause its respective insurance carriers to waive all rights of subrogation against the other This waiver shall not apply to the extent of the deductible amounts to any such policies or to the extent of liabilities exceeding the limits of such policies 12. ASSIGNMENT 12 1 Tenant Asiinment. Tenant shall not let or sublet the whole or any part of the Premises nor assign this Lease or any part thereof without the consent of the Landlord. Landlord may withhold such consent in its sole and absolute discretion. In the event Landlord elects to consent to an assignment by Tenant, Landlord may charge a transfer fee for such transfer equal to one month's Total Rent. This Lease shall not be assignable by operation of law If Tenant is a corporation or limited liability company, then the transfer, by any means, of voting control of Tenant or the transfer of more than 49% of the value of all the stock or membership interests of the Tenant to any party or parties, whether in one or more transfers, shall be deemed an assignment and shall require Landlord's consent. 12.2 Tenant's Continum2 Obligation. If the Premises are sublet or if an assignment of this Lease is made, the assignor (and, if applicable, all prior assignors and those persons personally guaranteeing the lease) shall remain personally responsible and liable directly to the Landlord for the payment of rent and for the fulfillment of all other obligations, including during any extension of the Lease through the exercise of any options then outstanding at the time of the assignment. If assignment results in any rental in excess of the rental payable hereunder, such excess rental shall be the property of the Landlord and Tenant shall cause the same to be paid directly to the Landlord. 12.3 Landlord Assignment. Landlord shall have the right to assign its interest in this Lease without consent of Tenant. 13 ACCESS Tenant will allow Landlord or Landlord's agents free access to the Premises at all reasonable times 14 LIENS Cassan Enterprises Lease 09/14/2009.doc 18 Landlord's Initials. Tenant's Initials. RAFT 16. REPAIRS AND SURRENDER OF PREMISES Tenant shall keep the Premises and the property at which the Premises are situated, free from any hens Tenant shall indemnify and hold Landlord harmless from liability from any such hen including, without limitation, liens arising from alterations and repairs 15 INSOLVENCY 17 DAMAGE, DESTRUCTION, OR CONDEMNATION In the event Tenant becomes insolvent, files or otherwise becomes subject to any federal or state's insolvency laws, or if a receiver, assignee or other liquidating officer is appointed for the business of the Tenant, or if any of the Tenant's property is levied upon or attached, then Landlord shall, in its sole and absolute discretion, have the option to immediately terminate this Lease in addition to any other rights or remedies Landlord has or may have in law or equity The Premises have been inspected, or if construction or alteration thereof is contemplated, then the Premises will be inspected when Tenant assumes possession. The Premises are, or will be upon taking possession, accepted "as is" except only for any exceptions noted in writing by Tenant and consented to in writing by Landlord. All repairs shall be at Tenant's sole cost and expense Tenant agrees that upon termination of this Lease, Tenant will quit and surrender the Premises without notice, in a neat and clean condition and in the same condition as at the Commencement Date, and will deliver up all keys belonging to said Premises to the Landlord or Landlord's agents At the termination of this lease Tenant will remove all Tenant's trade fixtures and repair all damage caused by the removal including the cost of abiding by building code provisions then in effect and, if appropriate, painting and repairing areas adjacent to or effected by the removal. 17 1 Damage and Repair Except in cases where the Premises or that portion of the property necessary for Tenant's occupancy becomes untenantable from insured loss, it shall be the duty of the Tenant to repair damage to the Premises from any cause, including but not limited to water damage To the extent that any damage to the Premises or that portion of the property necessary for Tenant's occupancy is covered by insurance, Landlord will aid Tenant in efforts to obtain any proceeds from such insurance. 17 1 1 If the Premises or that portion of the property necessary for Tenant's occupancy is damaged by fire or other insured casualty to an extent which makes a significant portion or all of the Premises untenantable, then Tenant shall give Cassan Enterprises Lease 09/14/2009.doc 19 Landlord's Initials: Tenant's Initials. notice of such event to Landlord. The Landlord shall, within sixty days after receipt of such notice, advise Tenant whether Landlord elects to repair or replace the Premises or elects to terminate this Lease If the Landlord fails to give notice of Landlord's intention within such time period, Tenant shall give Landlord notice that the election by the Landlord is required and if Landlord does not advise Tenant within five days of Landlord's election to repair or replace, this Lease shall terminate If the Landlord elects to repair or rebuild, the Landlord will proceed to do so with reasonable diligence commencing upon settlement of any insurance claim or, if there is no such claim, as soon as practicable 17 1.2 If this Lease is not terminated then the rent shall be abated to the extent the Premises or that portion of the property necessary for Tenant's occupancy are untenantable until substantial completion of the repair or reconstruction. The term of this Lease shall not be extended by virtue of the Premises being untenantable for any period of time 17.2 Condemnation. If the Premises or any portion of the property where the Premises are located is taken by eminent domain or sold to one having the power of eminent domain under threat of condemnation, then Tenant automatically assigns and relinquishes to Landlord any right which the Tenant might have against the party having the power of eminent domain. 17.2 1 Notice Tenant shall notify Landlord if Tenant becomes aware that any portion of the Land or Building will be taken in condemnation proceedings or by exercise of any right of eminent domain (any such action being hereinafter referred to as a "Taking or if Tenant becomes aware of the commencement of any proceedings which might result in a Taking. 17.2.2 Total Taking. In the event of the Taking of the entire Premises, this Lease shall terminate as of the date of such Taking, without affecting Landlord's right to recover damages as a result of such taking. In the case of a Taking of a portion of the Premises or portion of the Land or Building which shall, m Landlord's judgment, render the Premises inadequate or unsuitable for use by Tenant for the uses or purposes intended by Tenant, this Lease shall terminate as of the date of such Taking, at Landlord's sole and absolute discretion. The Taking described in each of the two preceding sentences is herein referred to as a "Total Taking 17.2 3 Partial Taking In the case of a Taking other than a Total Taking (a "Partial Taking this lease shall remain in full force and effect; provided, however, that: Cassan Enterprises Lease 09/14/2009.doc 20 Landlord s Initials Tenant's Initials. 17.2.3 1 on the date of such Taking this Lease shall terminate as to the portion of the Premises rendered inaccessible, untenantable or unfit for use by Tenant (which portion shall be deemed excluded from the Premises), 17.2.3.2 the Base Rent shall be reduced by the percentage of rentable square feet of the Premises rendered inaccessible, untenantable or unfit for use by Tenant; 17.2.3.3 the rentable square feet of the Building and rentable square feet of the Premises shall be appropriately adjusted, and 17.2 4 Tenant's Right to Participate. Tenant shall only have the right to participate in any proceeding relating to a Taking in order to recover moving expenses incurred by Tenant and assigns to Landlord any right to recover any other award. 17.2 5 Temporary Taking In the event of a temporary Taking, the effect of which is to render all or any portion of the Premises untenantable, inaccessible or unfit for use by Tenant, Base Rent hereunder, or a portion thereof in proportion to the area of the Premises so rendered untenantable, inaccessible or unfit for use by Tenant, shall abate for so long as the premises, or portion thereof, is untenantable, inaccessible or unfit for use by Tenant; provided, however, in the event of a temporary Taking which renders the Premises, or a portion thereof, untenantable, inaccessible or unfit for use by Tenant for one hundred eighty (180) days following such Taking, Tenant may terminate this Lease as to the Premises, or a portion thereof, which has been rendered untenantable, inaccessible or unfit for use by Tenant by giving written notice to Landlord no later than thirty (30) days after the expiration of said one hundred eighty (180) day period. In the event this Lease is terminated with respect to only a portion of the Premises, Base Rent shall be reduced in proportion to the area of the Premises with respect to which this Lease is so terminated. 18. ALTERATIONS 18 1 Tenant Alterations Tenant shall not make any alterations, additions or improvement in the Premises without the prior written consent of Landlord. Landlord shall have sole and absolute discretion whether to give its consent. All alterations, additions and improvements shall be at the sole cost and expense of Tenant, shall become the property of the Landlord, and shall remain in and be surrendered with the Premises upon termination, without disturbance, molestation or injury If, with Landlord's consent, the Tenant performs any work, Tenant agrees to comply with all laws, Cassan Enterprises Lease 09/14/2009.doc 21 Landlord's Initials. Tenant's Initials. DRA ordinances, rules and regulations Tenant further agrees to hold Landlord free and harmless from damage, loss or expense arising out of said work. 18.2 Landlord Alteration. Tenant agrees that Landlord has the right to make alterations to the Premises, and to the property at which the Premises are situated. Landlord shall not be liable for any damage which Tenant might suffer by reason of such undertaking 18.3 Landlord's Reserved Rights Landlord reserves the following rights, each of which Landlord may (but shall have no obligation to) exercise without notice to Tenant (except as provided herein) and without liability to Tenant, and the exercise of any such rights shall not be deemed to constitute an eviction or disturbance of Tenant's use or possession of the Premises and shall not give rise to any claim for set -off or abatement of Total Rent or any other claim. 18.3 1 to use any roofs, exterior portions of the Premises (including fire escapes and ladders), and land, improvements and air and other rights below or above the Premises or outside the demising walls of the Premises and such areas and risers within the Premises as are used for utility lines and other facilities or equipment required to serve the Building and occupants thereof; 18.3.2 upon reasonable prior verbal or written notice to Tenant to change the name or street address of the Building or the suite number of the Premises, 18 3.3 to install, affix and maintain any and all signs on the exterior (including the roof) or interior of the Building identifying the Building or tenants, 18 3 4 upon reasonable prior verbal or written notice to Tenant (except in the case of an emergency) to make repairs, decorations, alterations, additions, or improvements, whether structural or otherwise, in and about the Building, and for such purposes to enter upon the Premises, temporarily close doors, corridors and other areas in the Building and interrupt or temporarily suspend services or use of common areas, and Tenant agrees to pay Landlord for overtime and similar expenses incurred if such work is done other than during ordinary business hours at Tenant's request and with Landlord's consent thereto, 18 3 5 to retain at all times, and to use upon reasonable prior verbal or written notice to Tenant (except in the case of an emergency) in appropriate instances, keys to all doors within and into the Premises, Cassan Enterprises Lease 09/14/2009.doc 22 Landlord's Initials: Tenant's Initials: 18.3 6 to grant to any person or to reserve unto itself the exclusive right to conduct any business or render any service in the Building; 18 3 7 to show or inspect the Premises upon reasonable prior verbal or written notice to the Tenant (except in the case of an emergency) at reasonable times and, if vacated or abandoned or if Tenant's right to possession of the Premises is terminated, to decorate, remodel, repair, alter or otherwise prepare the Premises for re- occupancy; 18.3 8 upon reasonable prior verbal or written notice to Tenant (except in the case of an emergency) to install, erect, use and maintain in and through the Premises, risers, pipes, conduits, wires and ducts serving the Building, provided that such installation, use and maintenance does not unreasonably interfere with Tenant's use of the Premises, 18.3 9 to designate and approve all window coverings used in the Building; 18 3 10 to approve the weight, size and location of safes, vaults, bookshelves, files, computers, word processing equipment and other heavy equipment and articles in and about the Premises and the Building so as not to exceed the live load per square foot designated by the structural engineers for the Building, and to require all such items and furniture and similar items to be moved into or out of the Building and the Premises only at such times and in such manner as Landlord shall reasonably direct in writing, 18 3 11 to establish control and rules for the purpose of regulating all property and packages, both personal and otherwise, to be moved into or out of the Building and the Premises and all persons using the Building after normal business hours, 18.3 12 to regulate delivery and service of supplies and the usage of loading docks, and parking areas and freight elevators, 18.3 13 to enter the Premises at any reasonable time to inspect the Premises for any reason whatsoever; 18 3 14 to take any and all action to protect and ensure access at all times to the Building or particular space or suites therein, and 18 3 15 to take any other action which Landlord deems reasonable in connection with the operation, maintenance or preservation of the Building Cassan Enterprises Lease 09/14/2009 doc 23 Landlord's Initials. Tenant's Initials: 19 SIGNS 20 TERMINATION WITHOUT CAUSE Cassan Enterprises Lease 09/14/2009.doc 24 Landlord's Initials: Tenant's Initials: 18 4 Substitute Premises Landlord may upon thirty (30) days' prior notice to Tenant, substitute for the Premises other premises in the Building (the "New Premises provided, that the New Premises shall be reasonably usable for Tenant's business hereunder Tenant agrees to cooperate with Landlord in all ways to facilitate the expeditious scheduling, staging and completing of such substitution. Landlord shall not be liable to Tenant for any damages or loss of business, income or profits by reason of such substitution. If Tenant fails to surrender and vacate the Premises on the date designated by Landlord as the effective date for such substitution, then such retention of possession of the Premises shall be deemed a breach of this Lease by Tenant. Tenant shall be permitted to have signage on the building and door to premises with prior approval from the Landlord. The signage shall meet codes of local municipality and be approved by Landlord. No signs or symbols may be placed at the Premises, or upon the property where the Premises are located without the prior written approval of the Landlord. Tenant covenants and agrees that on termination of the Lease, it will remove any signs placed on the Premises and repair any damage or injury to the Premises caused thereby at Tenant's expense If Tenant fails to remove the signs, then Landlord may have them removed and may have any damage repaired at Tenant's expense. All signs shall be of a uniform and acceptable size, shape and appearance Upon notice from the Landlord reasonably specifying such size, shape and appearance, the Tenant will cause its signs to comply with such notice Tenant must have all signs manufactured and installed by a firm approved in writing in advance, by Landlord. The Landlord may place "For Rent" signs upon the Premises in prominent locations selected by Landlord for the 90 days preceding termination of this Lease Landlord may at any time, and without compensation to Tenant, place billboards or "for sale" signs upon the Premises in prominent locations selected by Landlord. In any of the following events, this Lease may be terminated without cause by the Landlord on four months' notice (1) If the Landlord should sell or transfer the Premises or any portion of the property where the Premises are situated, or (2) if Landlord should lease the entire Premises or the property where the Premises are situated, or (3) if the Landlord should give the Tenant notice that the Landlord has elected to redevelop the real property of which the Premises are a part, or upon adjacent real property owned by Landlord. In the event the lease is terminated as described above, Tenant shall make no claim against Landlord for damages. 21 DEFAULT The following occurrences shall each be deemed an Event of Default by Tenant. 21 1 Failure To Pay Tenant fails to pay any sum, including Total Rent, due under this Lease within three (3) days after the due date 21.2 Vacation/Abandonment. Tenant vacates the Premises (defined as an absence for at least fifteen (15) consecutive days without prior notice to Landlord), or Tenant abandons the Premises (defined as an absence of five (5) days or more while Tenant is in breach of some other term of this Lease) Tenant's vacation or abandonment of Premises shall not be subject to any notice or right to cure. 21.3 Insolvency Tenant becomes insolvent, voluntarily or involuntarily bankrupt, or a receiver, assignee or other liquidating officer is appointed for Tenant's business, provided that in the event of any involuntary bankruptcy or other insolvency proceeding, the existence of such proceeding shall constitute an Event of Default only if such proceeding is not dismissed or vacated within sixty (60) days after its institution or commencement. 21 4 Lew or Execution. Tenant's interest in this Lease or the Premises, or any part thereof, is taken by execution or other process of law directed against Tenant, or is taken upon or subjected to any attachment by any creditor of Tenant, if such attachment is not discharged with fifteen (15) days after being levied. 21 5 Failure to Comply with Rules and Regulations Tenant fails to comply with the Rules and Regulations, if the failure continues for a period of twenty -four (24) hours after notice if such failure is given by Landlord to Tenant. If the failure to comply cannot reasonably be cured within twenty -four (24) hours, then Tenant shall not be in default under this Lease if Tenant commences to cure the failure to comply with twenty -four (24) hours and thereafter diligently and in good faith prosecutes such cure to completion. 21 6 Other Non Monetary Defaults Tenant breaches any agreement, term or covenant of this Lease other than one requiring the payment of money and not otherwise enumerated in this Section, and the breach continues for a period of fifteen (15) days after notice by Landlord to Tenant of the breach. The fifteen (15) day grace period shall not apply to Tenant's breach of its obhgations to maintain insurance coverage under Section 11 Cassan Enterprises Lease 09/14/2009.doc 25 Landlord's Initials. Tenant's Initials: 21 7 Failure to Take Possession. Tenant fails to take possession of the Premises on the Commencement Date 22. REMEDIES Landlord shall have the following remedies upon an Event of Default. Landlord's rights and remedies under this Lease shall be cumulative, and none shall exclude any other right or remedy allowed by Law 22 1 Termination of Lease Landlord may terminate Tenant's interest under the Lease, but no act by Landlord other than written notice from Landlord to Tenant of termination shall terminate this Lease The Lease shall terminate on the date specified m the notice of termination. Upon termination of this Lease, tenant shall remain liable to Landlord for damages in an amount equal to the Total Rent and other sums that would have been owing by Tenant under this Lease for the balance of the Lease Term, less the net proceeds, if any, of any reletting of the Premises by Landlord subsequent to the termination, after deducting all Landlord's Reletting Expenses (as defined below), Landlord shall be entitled to either collect damages from Tenant monthly on the days on which Total Rent or other amounts would have been payable under the Lease, or alternatively, Landlord may accelerate Tenant's obligations under the Lease and recover from Tenant. 22 1 1 the worth at the time of award of the amount of unpaid Total Rent that had been earned at the time of termination (including interest at the default rate of eighteen percent (18 per annum 22 1.2 the worth at the time of award of the amount by which the unpaid Total Rent that would have been earned after termination until the time of award exceeds the amount of rent loss that Tenant proves could reasonably have been avoided (including interest at the default rate of eighteen percent (18 per annum), 22 1 3 the worth at the time of award of the amount by which the unpaid Total Rent for the balance of the Term of the Lease after the time of award exceeds the amount of Total Rent loss that Tenant proves could reasonably be avoided (discounting such amount by the discount rate of the Federal Reserve Bank of San Francisco at the time of the award, plus one percent (1%)), and 22 1 4 any other amount necessary to compensate Landlord for all the detriment proximately caused by Tenant's failure to perform its obligations under the Lease, or that in the ordinary course would be likely to result from the Event of Default, Cassan Enterprises Lease 09/14/2009.doc 26 Landlord's Initials. Tenant's Initials: D including without limitation attorney's fees and costs and Reletting Expenses described in Section 22.2 22.2 Re -Entry and Reletting Landlord may continue this Lease in full force and effect, regardless of whether Tenant shall have abandoned the Premises, and without demand or notice, re -enter and take possession of the Premises or any part thereof, expel the Tenant from the Premises and anyone claiming through or under the Tenant, and remove the personal property of either Landlord may relet the Premises, or any part of them, in Landlord's or Tenant's name for the account of Tenant, for such period of time and at such other terms and conditions as Landlord, in its sole discretion, may determine Landlord may collect and receive the rents for the Premises Re -entry or taking possession of the Premises by Landlord under this Section shall not be construed as an election on Landlord's part to terminate this Lease, unless a written notice of termination is given to Tenant. Landlord reserves the right following any re -entry or relettmg, or both, under this Section to exercise its right to terminate the Lease During the Event of Default, Tenant will pay Landlord the Total Rent and other sums that would be payable under this Lease if repossession had not occurred, less the net proceeds, if any, after relettmg the Premises, after deducting Landlord's Relettmg Expenses "Relettmg Expenses" is defined to included all expenses incurred by Landlord in connection with relettmg the Premises, including without limitation, all repossession costs, brokerage commissions, attorneys' fees and costs, remodeling and repair costs, costs for removing and storing Tenant's property and equipment, and rent concessions granted by Landlord to any new Tenant, prorated over the hfe of the new Lease 22 3 Cure Default. Landlord may cure the default and charge the costs to Tenant, in which case Tenant shall pay such costs as additional Total Rent promptly upon demand, together with interest thereon at the rate of eighteen percent (18 per annum. 22 4 Acceleration. Landlord shall also have the right to declare the entire balance of the Total Rent for the remainder of the Term of this Lease to be due and payable immediately, and collect such balance in any manner not mconsistent with applicable law Accelerated payments payable under this Lease shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment of Total Rent in advance 22 5 Waiver of Redemption Rights Tenant, for itself, and on behalf of any and all persons claiming through or under Tenant, including creditors of all kinds, hereby waives and surrenders all rights and privileges that they may have under any present or future law, to redeem the Premises or to have a continuance of this Lease for the Lease Term, as it may have been extended. Cassan Enterprises Lease 09/14/2009.doc 27 Landlord's Initials. Tenant's Initials. 22 6 Non- navment of Additional Total Rent. All costs that Tenant agrees to pay to Landlord pursuant to this Lease shall in the event if non payment be treated as if they were payments of rent, and Landlord shall have all the rights herein provided for in case of non payment of Total Rent. 23 NON WAIVER OF BREACH The failure of the Landlord to insist upon strict performance of any portion of this Lease shall not waive any right or remedy of Landlord. Any approval given by Landlord under this Lease shall not waive Landlord's right of disapproval in any other instance 24 REMOVAL OF PROPERTY In the event of any entry, or taking possession of the Premises, Landlord shall have the right (but not the obligation) to remove from the Premises all personal property and fixtures located therein. Landlord may store the same in any place selected by Landlord, including but not limited to a public warehouse, at the expense and risk of the owners of such property Landlord has the right to sell such stored property, without notice to Tenant, after it has been stored for a period of thirty (30) days or more The proceeds of such sale shall be applied first to the cost of such sale, second to the payment of the charges for storage, if any; third to the payment of any sums of money which may then be due from Tenant to Landlord, and the balance, if any, shall be paid to Landlord as liquidated damages Nothing in this Section shall limit Landlord's right to sell Tenant's personal property as permitted by law to foreclose Landlord's hen for unpaid rent. 25 HEIRS AND SUCCESSORS Subject to the provisions pertaining to assignment and subletting, this Lease shall be binding upon the heirs, legal representatives, successors and assigns of the parties hereto 26. HOLD -OVER DRAII If the Tenant shall hold over after the expiration of the term of this Lease, such tenancy shall be for an indefinite period of time on a month -to -month tenancy, which tenancy is terminable as provided by the laws of the State of Washington. During such tenancy Tenant agrees to pay to Landlord 150% of the rate of the Total Rent last payable under this Lease, unless a different rate is agreed upon by Landlord, plus all other additional rent and payments payable under this Lease However, in no event will the rent be less than the Total Rent set forth in this Lease and payable at the time of the hold -over In Cassan Enterprises Lease 09/14/2009.doc 28 Landlord's Initials: Tenant's Initials: addition, Tenant shall be bound by all of the teans, covenants, and conditions set forth herein. 27 AUTHORITY T() SIGN, PERSONAL GUARANTY, JOINT AND SEVERAL LIABILITY If Tenant is a corporation, the person(s) signing this Lease on behalf of the corporation hereby warrant(s) to Landlord he /she /they has/have full authority from such corporation to sign this Lease, and to obligate the corporation. The person(s) signing on behalf of Tenant corporation hereby personally guarantee(s) all of the Tenant's obligations under this Lease If more than one person or entity signs the Lease, each shall be jointly and severally liable hereunder 28. NOTICES 28 1 General Notice Reauirement. Any notice, approval, consent or request required or permitted under this Lease shall not be effective unless in writing. Such notices shall be addressed to the person(s) entitled to notice, and shall be personally delivered to or mailed to the address stated below by certified or registered mail, return receipt requested and postage pre -paid. Such notices shall be deemed given on the day personally delivered or the day following mailing. Notices to the Landlord shall be dehvered to 2737 78th Avenue S.E Mercer Island, Washington 98040 Notices to Tenant shall be delivered to 3100 South 176 Street, Seatac, Washington 98188. If no address is specified then notice to the Tenant shall be given at the Premises by leaving a copy of the notice at the Premises Any party may change the address provided above by notice given in accordance with this paragraph. 28.2 Notice of Landlord Non Compliance If Tenant believes Landlord has failed to perform any term or provision under this Lease required to be performed by Landlord, Landlord shall not be deemed to be in default hereunder nor subject to any claims for damages of any kind, unless such failure shall have continued for a period of thirty (30) days after written notice thereof by Tenant; provided, if the nature of Landlord's failure is such that more than thirty (30) days are reasonably required in order to cure, Landlord shall not be in default if landlord commences to cure such failure within such thirty (30) day period, and thereafter reasonably seeks to cure such failure to completion. The aforementioned periods of time permitted for Landlord to cure shall be extended for any period of time during which Landlord is delayed in, or prevented from, curing due to fire or other casualty, strikes, lockouts or other labor troubles, shortages of equipment or materials, governmental requirements, power shortages or outages, acts or omissions by Tenant or other Persons, and other causes beyond Landlord's reasonable Cassan Enterprises Lease 09/14/2009 doe 29 Landlord's Initials. Tenant's Initials. control. If Landlord shall fail to cure within the times permitted for cure herein, Landlord shall be subject to such remedies as may be available to tenant (subject to the other provisions of this Lease), provided, in recognition that Landlord must receive timely payments of Total Rent and operate the Property, Tenant shall have no right of self -help to perform repairs or any other obligation of Landlord, and shall have no right to withhold, set -off, or abate rent. 29 SUBORDINATION AND ATTORNMENT This Lease shall automatically be subordinate to any mortgage or deed of trust or other financing instrument created or granted by Landlord that is now existing or hereafter placed upon the Premises including any advances, interest, modifications, renewals, replacements or extensions "Landlord's Mortgage provided that if the holder of such Landlord's Mortgage elects to have this Lease be superior to such Landlord's Mortgage, Tenant agrees that the Lease shall be superior Tenant shall attorn to the holder of any Landlord's Mortgage or any person(s) acquiring the Premises at any sale or other proceeding under any Landlord's Mortgage provided such person(s) assume the obligations of Landlord under this Lease Tenant shall promptly, and in no event later than fifteen (15) days after request, execute, acknowledge and deliver documents that the holder of any Landlord's Mortgage may reasonably require as further evidence of this subordination and attornment. 30 ESTOPPEL CERTIFICATES 30 1 Tenant Oblmation to Provide Estoppel. Upon Landlord's written request, Tenant shall execute, acknowledge and deliver to Landlord a written statement certifying the following 30 1 1 that none of the terms or provisions of this Lease have been changed (or if they have been changed, stating how they have been changed), 30 1.2 that this Lease has not been canceled or terminated, 30 1 3 the last date of payment of the rent and other charges and the time period covered by such payment; 30 1 4 that Landlord is not in default under the Lease (or, if Landlord is claimed to be in default, stating why), and Cassan Enterprises Lease 09/14/2009.doc 30 Landlord's Initials: Tenant's Initials. 30 1 5 such other representations or information with respect to Tenant or the Lease as Landlord may reasonably request or which any prospective purchaser or encumbrancer of the Property may require 30.2 Time and Deliveries Tenant shall dehver such statement to Landlord within ten (10) days after Landlord's request. Landlord may give any such statement by Tenant to any prospective purchaser or encumbrancer of the Property Such purchaser or encumbrancer may rely conclusively upon such statement as true and correct. 30 3 Tenant's Failure to Provide Estonn el. If Tenant does not dehver such statement to Landlord within such ten (10) day period, then Landlord, and any prospective purchaser or encumbrancer, may conclusively presume and rely upon the following as facts 30.3 1 that the terms and provisions of this Lease have not been changed except as otherwise represented by Landlord, 30.3.2 that this Lease has not been canceled or terminated except as otherwise represented by landlord, 30.3.3 that not more than one month's rent or other charges have been paid in advance, and 30.3 4 that Landlord is not in default under the Lease 30 4 Failure to Respond. If Tenant does not deliver such statement to Landlord within such ten (10) day period, Tenant shall be estopped from denying the truth of the above 31 PERSONAL PROPERTY TAXES Tenant shall pay, or cause to be paid, before delinquency any and all taxes levied or assessed and which become payable during the term hereof upon all Tenant's leasehold improvements, equipment, furniture, fixtures, and any other personal property located in the Premises In the event any or all of the Tenant's leasehold improvements, equipment, furniture, fixtures, and other personal property shall be assessed and taxed with the real property, Tenant shall pay to Landlord its share of such taxes within ten (10) days after delivery to Tenant by Landlord of a statement in writing setting forth the amount of such taxes applicable to Tenant's property Cassan Enterprises Lease 09/14/2009 doc 31 Landlord's Initials. Tenant's Initials. 32. RULES AND REGULATIONS 33 AUTOMATIC RENEWAL 34 FINAL AGREEMENT PROCEDURE TO AMEND 35. LITIGATION Cassan Enterprises Lease 09/14/2009.doc 32 Landlord's Initials. Tenant's Initials. Tenant shall faithfully observe and comply with the rules and regulations that Landlord shall from time to time promulgate and/or modify The rules and regulations shall be binding upon the Tenant upon delivery of a copy of them to Tenant. Landlord shall not be responsible to Tenant for the nonperformance of any rules and regulations by any other tenant or occupants The Landlord may, at Landlord's option, cause this Lease to be renewed for another period equal to the original rental term by giving the Tenant written notice at any time prior to the expiration of the Lease or of any renewal of the Lease that the Landlord has elected to renew this Lease Upon such renewal all the terms of this Lease shall continue in effect and the rental provisions and the annual rental increases shall continue in effect since there will have been no termination of the Lease- This is the final, and a fully integrated, agreement of the parties and all prior statements, promises, representations and/or discussions between or among the parties, whether or not in writing, are void if not set forth in this final agreement. All Parties represent and warrant to all other parties that he /she /it does not and will not rely upon any oral or written prior statements, promises, representations and/or discussions not set forth herein and will never seek to prove or assert that there is any agreement or understanding that varies, adds to, or supplements this document. No modification or alteration of this agreement nor any waiver, excuse, release, forbearance or forgiveness of any duty, obligation or of liability of Tenant hereunder shall be valid or binding on the Landlord unless the same is in writing and signed by the president of the Landlord. No employee or agent of Landlord has or will have the authority to modify or alter this agreement nor to waive, excuse, release, forbear or forgive any duty of Tenant. 35 1 Jurisdiction and Venue Any lawsuit arising from or in any way related to this Lease or alleged breach thereof, any personal injury or any other transaction or any claimed act, error or omission of any party, shall be brought exclusively in the King County Superior Court, Seattle Division, and the parties hereby stipulate and agree that jurisdiction and venue shall be proper there 35.2 Unlawful Detainer Action. The Landlord, at its option, may bring an action for unlawful detainer, forcible entry and detainer or ejectment in order to regain possession of the Premises, and no claim of off -set or claim that the Landlord is in any manner obligated to Tenant for breach of this Lease or from any other transaction shall be asserted as a defense to the Landlord's action. 35.3 Service of Process Tenant agrees that service of legal process upon Tenant will be valid if given in any manner authorized by statute, or by depositing a copy of summons and other papers in the US mail, to be delivered by the first class mail, and addressed to the Tenant at any address provided in Paragraph 28 In such event, service of process will be deemed complete three (3) days after mailing. 35 4 Rent Control Waiver Tenant waives the benefits of all existing and future Rent Control Laws and similar governmental rules and regulations, whether in time of war or not, to the extent permitted by law 36. COSTS, ATTORNEYS FEES AND INTEREST If Landlord prevails in any lawsuit against Tenant, then Landlord shall be awarded its attorneys' fees and all costs and expenses expended or incurred, including the fees and costs of expert witnesses in connection with such litigation and in any appellate or collection proceedings, or in any mediation, arbitration, or bankruptcy proceeding. All sums due from Tenant to Landlord shall bear interest at the highest rate permitted by law and if there is no such established maximum rate then at 18% per annum. Interest shall begin to run from the date such sums are owed. 37 TENANT'S FINANCIAL CONDITION Within ten (10) days after written request from Landlord, Tenant shall deliver to Landlord such financial statements and Federal Tax returns as Landlord reasonably requires to verify the earnings and net worth of tenant or any assignee, subtenant, or guarantor of Tenant for the most recent three (3) years In addition, tenant shall deliver to any lender designated by Landlord any financial statements and Federal Tax returns required by such lender to facilitate the financing or refinancing of the Property Tenant represents and warrants to Landlord that such financial statements and Federal Tax returns are true and accurate as of the date of such statements and returns All financial statements and Federal Tax returns (corporate and personal) shall be confidential and shall be used only for the purposes set forth in this Lease Cassan Enterprises Lease 09/14/2009.doc 33 Landlord's Initials: Tenant's Initials: 38. HAZARDOUS MATERIAL 38 1 Landlord's Representation and Warranty Landlord represents and warrants to Tenant that to the best of Landlord's knowledge, there is no "Hazardous Material" (as defined below) on, in, or under the Premises as of the commencement date except as otherwise disclosed to Tenant in writing before the execution of this Lease If there is any hazardous material on, in, or under the Premises as of the commencement date which has been or thereafter becomes unlawfully released through no fault of Tenant, the Landlord shall indemnify, defend and hold Tenant harmless from any and all claims, judgments, damages, penalties, fines, costs, liabilities or losses including without limitation sums paid in settlement of claims, attorney's fees, consultant fees and expert fees, incurred or suffered by Tenant either during or after the Lease term as the result of such contamination. 38.2 Tenant's Hazardous Substances Tenant shall not cause or permit any Hazardous Material to be brought upon, kept or used in or about, or disposed of on the Premises by Tenant, its agents, employees, contractors, or invitees, except m strict compliance with all applicable federal, state and local laws, regulations, codes and ordinances If Tenant breaches the obligations stated in the preceding sentence, then Tenant shall indemnify, defend and hold Landlord harmless from any and all claims, judgments, damages, penalties, fines, costs, liabilities or losses including, without limitation, diminution in the value of the Premises, damages for the loss or restriction on use of rentable or useable space or of any amenity of the Premises, or elsewhere, damages arising from any adverse impact on marketing of space at the Premises, and sums paid in settlement of claims, attorney's fees, consultant fees and expert fees incurred or suffered by Landlord either during or after the Lease term. These indemnifications by Landlord and Tenant include, without limitation, costs incurred in connection with any investigation of site conditions or any clean -up, remedial, removal, or restoration work, whether or not required by any federal, state, or local governmental agency or political subdivision, because of Hazardous Material present in the Premises, or in soil or ground water on or under the Premises Tenant shall immediately notify Landlord of any inquiry, investigation or notice that Tenant may receive from any third party regarding the actual or suspected presence of Hazardous Material on the Premises 38 3 Duration of Indemnity Landlord's and Tenant's indemnification obligations under this section shall survive the expiration or earlier termination of this Lease 38 4 Response Activities Without limiting the foregoing, if the presence of any Hazardous Material brought upon, kept upon or used in or about the Premises by Tenant, Cassan Enterprises Lease 09/14/2009.doc 34 Landlord's Initials. Tenant's Initials. its agents, employees, contractors or invitees, results in any unlawful release of Hazardous Material on the Premises or any other property, Tenant shall promptly take all actions, at its sole expense, as are necessary to return the Premises or any other property, to the condition existing prior to the release of any Hazardous Material, provided that Landlord's approval of such actions shall first be obtained, which approval may be withheld at Landlord's sole discretion. 38 5 Definition of Hazardous Material. As used herein, the term "Hazardous Material" means any hazardous, dangerous, toxic or harmful substance, material or waste including biomedical waste which is or becomes regulated by any local governmental authority, the State of Washington, or the United States Government due to its potential harm to the health, safety, or welfare of humans or the environment. 39 PARKING 39 1 Tenant's Parking Spaces Tenant and Tenant's employee(s) are allowed the use of six (6) parking stalls in common with other tenants Four (4) additional parking stalls will be dedicated as visitor parking for Tenant. Tenant and Tenant's employee(s) may use additional parking as available after 6pm on weekdays and on weekends Landlord, at Landlord's discretion, may police the parking and may make adjustments to hours and availability as necessary 39.2 Assignment of Parking Spaces Tenant acknowledges and agrees that the parking facilities in the Building or other designated area may be assigned from time to time on such terms as may be determined by Landlord. If Landlord elects to rent parking stalls, then Tenant shall be entitled to rent parking stalls in the Building or other designated parking area on an unreserved basis upon such terms and at the prevailing monthly rate as established by Landlord from time to time, as separately agreed to by Landlord and Tenant. Tenant shall comply with the reasonable Rules and Regulations that Landlord or its garage operator may adopt from time to time for the safe and orderly operation of the parking areas 40 BUILDING STANDARDS. All construction, tenant build -outs, remodels, etc are to be done by contractors selected and chosen by Landlord, in order to maintain building standards and uniformity Plans are to be submitted to Landlord for approval prior to any work commencing. Space planning may be done by the designer of Tenant's choice and costs associated with said design work are the responsibility of Tenant. A description of Landlord's current building standards are attached as Exhibit D Cassan Enterprises Lease 09/14/2009.doc 35 Landlord's Initials: Tenant's Initials: 41 MISCELLANEOUS DR, 41 1 Joint and Several Liability If Tenant is comprised of more than one party, each such party shall be jointly and severally liable for Tenant's obligations under this Lease 41.2 Force Mai eure Landlord shall not be in default hereunder and Tenant shall not be excused from performing any of its obligations hereunder if Landlord is prevented from performing any of its obligations hereunder due to any accident, breakage, strike, shortage of materials, acts of God or other causes beyond Landlord's reasonable control. 41 3 Captions The headings and titles in this Lease are for convenience only and shall have no effect upon the construction or interpretation of this Lease. 41 4 Application of Payments Landlord shall have the right to apply payments received from Tenant pursuant to this Lease (regardless of Tenant's designation of such payments) to satisfy any obligations of Tenant hereunder, in such order and amounts, as Landlord in its sole discretion, may elect. 41.5 Definition of Landlord. All indemnities, covenants and agreements of Tenant contained herein which inure to the benefit of Landlord shall be construed to also insure to the benefit of (i) Landlord's members and their agents and employees, and (ii) if title to the Building is at any time held in a land trust, all beneficiaries of such land trust and their members, agents and employees 41 6 Only Landlord /Tenant Relationship Nothing contained herein shall be deemed or construed by the parties hereto nor by any third party, as creating the relationship of principal and agent or of partnership or of joint venture between the parties hereto or any other relationship, other than the relationship of Landlord and Tenant. 41 7 Counterparts This Lease may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. 41 8 Limitation on Landlord's Liability It is expressly understood and agreed by and between the parties hereto, anything herein to the contrary notwithstanding, that each and all of the representations, covenants, undertakings and agreements herein made on the part of Landlord, while in form purporting to be representations, covenants, Cassan Enterprises Lease 09/14/2009.doc 36 Landlord's Initials. Tenant's Initials: undertakings and agreements of Landlord are, nevertheless, each and every one of them, made and intended not as personal representations, covenants, undertakings and agreements by Landlord for the purpose or with the intention of binding Landlord personally, but are made and intended for the purpose of binding only Landlord's interest in the Building to the terms of this Lease and for no other purpose whatsoever, and in the event of a default by Landlord, Tenant shall look solely to the interest of Landlord in the Building No duty shall rest upon Landlord to sequester the Building or the rents, issues and profits arising therefrom, or the proceeds arising from any sale or other disposition thereof. No personal liability or personal relationship is assumed by nor shall at any time be asserted or enforceable against Landlord on account of this Lease or on account of any representation, covenant, undertaking or agreement of Landlord in this Lease contained, either expressed or implied, all such personal liability, if any, being expressly waived and released by Tenant herein and to all persons claiming by, through, or under Tenant. The foregoing limitation on Landlord's liability shall inure to and for the benefit of Landlord and its successors and assigns, Landlord's members and their successors and assigns and, if title to the Building is at any time held in trust, all beneficiaries and their partners, agents and employees 41 9 Transfer of Landlord's Interest. This Lease shall be assignable by Landlord without the consent of Tenant. In the event of any transfer or transfers of landlord's interest in the Premises, other than a transfer for security purposes only, upon the assumption of this Lease by the transferee, Landlord shall be automatically relieved of obligations and liabilities accruing from and after the date of such transfer, except for any retained Security Deposit or prepaid rent, and Tenant shall attorn to the transferee 41 10 Shared Break room. A common break room/lunchroom will be shared with other tenants at no charge 42. USA PATRIOT ACT AND ANTI TERRORISM LAWS Tenant represents and warrants to, and covenants with, Landlord that neither Tenant nor any of its respective constituent owners or affiliates currently are, or shall be at any time during the Term hereof, in violation of any laws relating to terrorism or money laundering (collectively, the "Anti- Terrorism Laws including without limitation Executive Order No 13224 on Terrorist Financing, effective September 24, 2001, and relating to Blocking Property and Prohibiting Transactions with Persons who Commit, Threaten to Commit, or Support terrorism (the "Executive Order and/or the Uniting and Strengthening America by Providing appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (Public Law 107 -56) (the "USA Patriot Act Cassan Enterprises Lease 09/14/2009.doc 37 Landlord's Initials. Tenant's Initials. Cassan Enterprises Lease 09/14/2009.doc 38 Landlord's Initials: Tenant's Initials: Tenant covenants with Landlord that neither Tenant nor any of its respective constituent owners or affiliates is or shall be during the Term hereof a "Prohibited Person" which is defined as follows (i) a person or entity that is listed in the Annex to, or is otherwise subject to, the provisions of the Executive Order; (ii) a person or entity owned or controlled by, or acting for or on behalf of, any person or entity that is listed in the Annex to, or is otherwise subject to the provisions of, the Executive Order; (iii) a person or entity with whom Landlord is prohibited from dealing with or otherwise engaging in any transaction by any Anti Terrorism Law, including without limitation the Executive Order and the USA Patriot Act; (iv) a person or entity who commits, threatens or conspires to commit or support "terrorism" as defined in Section 3(d) of the Executive Order; (v) a person or entity that is named as a "specially designated national or blocked person" on the then -most current list published by the U S Treasury Department Office of Foreign Assets Control at its official website, http.//www.treas.aov/offices/eotffc/ofacisdnitllsdn.ndf. or at any replacement website or other replacement official publication of such list; and (vi) a person or entity who is affiliated with a person or entity listed in items (i) through (v) above. At any time and from time -to -time during the Term, Tenant shall deliver to Landlord, within ten (10) days after receipt of a written request therefore, a written certification or such other evidence reasonably acceptable to Landlord evidencing and confirming Tenant's compliance with this Section 42 LEASE AGREED TO THIS DAY OF LANDLORD TENANT Cassan Enterprises, Inc By James Cassan By Its Its PERSONAL GUARANTY, JOINT AND SEVERAL LIABILITY The person (s) signing below hereby personally guarantee(s) all payment of all sums payable hereunder and performance of all Tenant's other obligations under this Lease If more than one person or entity signs the Lease, each shall be jointly and severally liable hereunder Cassan Enterprises Lease 09/14/2009.doc Print Name Print Name 39 Landlord's Initials: Tenant's Initials. STATE OF WASHINGTON COUNTY OF LANDLORD'S ACKNOWLEDGMENT ss I certify that I know or have satisfactory evidence that is the person who appeared before me, and said person acknowledged that he /she signed the instrument, on oath stated that he /she was authorized to execute this instrument and acknowledged it as the of to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument. DATED 2009 (Use this space for notarial stamp /seal) Cassan Enterprises Lease 09/14/2009.doc Print Name NOTARY PUBLIC in and for the State of Washington, residing at My Appointment expires 40 Landlord's Initials. Tenant's Initials. STATE OF WASHINGTON COUNTY OF Cassan Enterprises Lease 09/14/2009.doc CORPORATE TENANT'S ACKNOWLEDGMENT s s I certify that I know or have satisfactory evidence that is the person who appeared before me, and said person acknowledged that he /she signed the instrument, on oath stated that he /she was authorized to execute this instrument and acknowledged it as the of to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument. DATED 2009 (Use this space for notarial stamp /seal) Print Name NOTARY PUBLIC in and for the State of Washington, residing at My Appointment expires 41 Landlord's Initials: Tenant's Initials: STATE OF WASHINGTON COUNTY OF INDIVIDUAL TENANT'S ACKNOWLEDGMENT s s I certify that I know or have satisfactory evidence that is the person who appeared before me, and said person acknowledged that he /she signed the instrument, on oath stated that he /she was authorized to execute this instrument and acknowledged it as the of to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument. DATED 2009 (Use this space for notarial stamp /seal) Cassan Enterprises Lease 09/14/2009.doc Print Name NOTARY PUBLIC in and for the State of Washington, residing at My Appointment expires 42 Landlord's Initials: Tenant's Initials. EXHIBIT A Legal Description THE NORTH 250 FEET OF THE SOUTH 292 FEET OF THE EAST 265 FEET OF THE WEST 515 FEET OF THE EAST HALF OF THE SOUTHEAST QUARTER OF THE SOUTHEAST QUARTER OF SECTION 28, TOWNSHIP 23 NORTH, RANGE 4 EAST, WILLIAMATE MERIDIAN, IN KING COUNTY, STATE OF WASHINGTON SUBJECT TO EASEMENT FOR DRAINAGE DITCH OVER AND ACROSS SOUTHEAST ONE QUARTER OF THE SOUTHEAST ONE QUARTER PER INSTRUMENT RECORDED 10/28/1898 UNDER AUDITOR'S FILE NO 170399 AND AN EASEMENT TO KING COUNTY FOR SLOPES, CUTS AND FILLS RECORDED UNDER AUDITOR'S FILE NO 5746663 Cassan Enterprises Lease 09/14/2009 doc 43 Landlord's Initials: Tenant's Initials: Cassan Enterprises Lease 09/14/2009.doc EXHIBIT B (Site Plan) 44 ryir Landlord's Initials. Tenant's Initials: LIJ CL Landlord Cassan Enterprises, Inc Tenant: Seattle Southside Visitor Center Location. 3100 South 176 Street, Seatac, Washington 98188 Landlord's and Tenant's Improvements to the demised premises shall be but NOT limited to the items below ITEM I 1 A. 1 5 Private offices with relrtes in each office. I Landlord B 1 1 Workroom Landlord C. 1 1 Storage Area Landlord D E. F G H. Cassan Enterprises Lease 09/14/2009.doc EXHIBIT C (OFFICE) 1 Wall across the back of the reception area with a locking door and a one -way window 1 Work area/cabinet along the back wall of the reception area for a mailing area with lower or upper cabinets. Dishwasher and small refrigerator in common lunchroom. Phone room to be at existing location. Phone and Internet line distribution and connection. 45 Landlord's Initials: Tenant's Initials. Landlord Landlord Landlord Landlord Tenant EXHIBIT D (SIGN CRITERIA) The purpose of these instructions is to outline the criteria, which have been established, to control design, fabrication, and installation of Tenant signs in the Shopping Center These basic guidelines must be followed by sign companies, for two reasons (1) to protect you, the Tenant, from purchasing a sign which does not meet good standards of material workmanship, and appearance and (2) to assure the Tenant, the Landlord, the Owner and Developers of an attractive Shopping Center community, unmarred by poorly designed, badly proportioned signs Good sign design and balance is necessary to maintain an attractive and successful Shopping Center Conformance will be strictly enforced, and any nonconforming or unapproved signs installed must be brought into conformance at the expense of the Tenant. A. GENERAL REQUIREMENTS 1 Each Tenant shall submit or cause to be submitted to the Landlord for approval, before fabrication, at least three (3) copies of detail drawings including all lettering and /or graphics 2 All permits for signage and installation shall be obtained by the Tenant or his representative at Tenant's or sign company's expense 3 Tenant shall be responsible for the fulfillment of all requirements and specifications, including those of the city of SeaTac 4 Tenant shall be responsible to keep the sign maintained at Tenant's expense and ht during business hours 5 Signs fabricated without approval or contrary to corrections requested by the Landlord will be altered to conform to requirements at Tenant's expense B STIPULATIONS 1 No animated, flashing or audible signs will be permitted. 2 No exposed lamps or tubing will be permitted. 3 All signs and their installation shall comply with all local building and electrical codes 4 All conductors, transformers, and other equipment shall be concealed in raceway or behind fascia. Cassan Enterprises Lease 09/14/2009.doc 46 Landlord's Initials. Tenant's Initials. 5 Electrical service to all signs shall be on Tenant's meter 6 Painted lettering will not be permitted. C DESIGN REQUIREMENTS 1 All Tenant storefront entrance and store identification sign shall be subject to the written approval of the Landlord. Imaginative designs which depart from traditional methods and placement shall be encouraged. 2 Wording of sign shall not include the product sold, except as part of the Tenant trade name or insignia. 3 Tenants are encouraged to have signs designed as an integral part of the storefront design, with letter size and location appropriately scaled and proportioned to the overall storefront design. The design of all signs, including style and placement of lettering size, color, materials, and method of illumination shall be subject to the approval of the Landlord. 4 Letters shall be vertically centered on the raceway and the length of sign shall not exceed 80% of the lineal leased frontage, subject to limitation decreed by the city of SeaTac 5 Four -foot Fascia Sign Band Maximum letter height shall be 30 minimum 12" for one (1) row of lettering. 6 Six -Foot Fascia Sign Band Maximum letter height shall be 48 minimum 24" for one (1) row of lettering. 7 Letters are to be plastic- faced. 3/16" thick "Plexiglas" or approved equivalent. Letter channels to be aluminum or porcelain enamel. "Channellume" type of letter construction is approved. If lighting is used, it shall be 15 mm neon, powered by 30 MA transformers, either single tube or more of neon, depending upon letter stroke width. 8 Signs shall be composed of individual or script lettering. Sign boxes or wall cabinets with plastic faces will not be permitted. 9 Letters shall be mounted on exterior mounted raceways, thus limiting the sign band penetrations on the building fascia, and the raceway shall match exact color of the signband. Raceway dimension to be 8" deep and no Cassan Enterprises Lease 09/14/2009.doc 47 Landlord's Initials: Tenant's Initials. ;A l F. —4 greater than 14" high. Raceway to be vertically and horizontally centered on sign band area. 10 No signs of any sort shall be permitted on the building roof. Neither will projections above nor below the fascia signband be permitted. However, stylized Tenant logo may be integrated with lettering but must not exceed height of sign band. 11 Wording of sign shall not include the product sold except as a part of the tenant's trade name or insignia. 12 The maximum number of signs shall be one per Tenant storefront elevations D CONSTRUCTION REQUIREMENTS 1 All signs, bolts, fastenings, and clips shall be enameling iron with porcelain finish, stainless steel, aluminum, brass or bronze finish. No "black iron" materials of any type will be permitted. 2 All letters shall be fabricated using full- welded construction or approved equivalent. 3 All penetrations of the building structure required for sign installation shall be neatly sealed in a watertight condition. 4 No labels will be permitted on the exposed surface of signs except those required by local ordinance, which shall be applied in an inconspicuous location. 5 Sign contractor shall repair any damage caused by his work. Installation of sign letters, raceway wiring and required conduit shall be co- coordinated through Landlord's architect. 6 Tenant shall be fully responsible for the operations of the Tenant sign contractor E MISCELLANEOUS REQUIREMENTS 1 Each Tenant will be permitted to place upon each entrance of its demised premises not more than 144 square inches of gold leaf or decal application lettering, not to exceed two inches (2 in height, indicating hours of business, emergency telephone number, etc Cassan Enterprises Lease 09/14/2009.doc 48 Landlord's Initials: Tenant's Initials: 2 Each Tenant who has a non customer door for receiving merchandise may have the Tenant's name and address, m the exact location stipulated by the Landlord, using two inch (2 block letters in a color to be selected by Landlord. 3 Landlord shall install on the storefront, if required by the U S Post Office, the numbers only for the street address, in the exact locations stipulated by the Landlord. Size, type, and color of numbers shall be stipulated by the Landlord. 4 Floor signs, such as inserts in terrazzo, etc, shall be permitted within the Tenant's lease line in their storefronts, if approved by Landlord. 5 Except as provided herein, no advertising placards, banners, pennants, names, insignia, trademarks, or other descriptive materials shall be affixed or maintained upon the glass panes and supports of the show windows and doors, upon the exterior walls of the building or store front. 6 The storefront shall remain illuminated 24/7 365 days per year This requires that illuminated signs, as well as storefront windows, shall be tied into Tenant's time switches Cassan Enterprises Lease 09/14/2009.doc 49 Landlord's Initials. Tenant's Initials: City of Tukwila INFORMATIONAL MEMORANDUM TO Mayor Haggerton Finance Safety Committee FROM Shawn Hunstock, Finance Direct() Finance Department DATE. September 17, 2009 ISSUE BACKGROUND DISCUSSION Jim Haggerton, Mayor SUBJECT 2009 Reporting and Remittance of Abandoned Property to the WA State Department of Revenue Unclaimed Property Section Annual write -off of outstanding and unredeemed General Fund accounts payable claims and payroll checks, Municipal Court checks, and Foster Golf Course gift cards Each year, the City of Tukwila holds abandoned or unclaimed property that is owed either to individuals or business vendors that must be reported by November 1st to the Washington State Department of Revenue Unclaimed Property Section All local governments are required to report all unclaimed property except unclaimed restitution Unclaimed restitution is submitted to the County Treasurer who is required to report and send the funds to the State Treasurer for the Crime Victims Fund each month. The dormancy or abandonment period of all accounts payable claims and payroll checks is one year Municipal Court checks have an abandonment period of two years, and gift cards have an abandonment period of three years Current Finance Department policy dictates that all abandoned or unclaimed property be reported and remitted annually to the Washington State Department of Revenue Unclaimed Property Section through the Council approved resolution process The advantages to the City for remitting the funds annually to the Department of Revenue are as follows Property remitted by the City is indemnified The City is no longer responsible for the tracking of funds There is little -to -no research or contact with claimants by the City as this is now maintained through the Department of Revenue The annual proposed resolution totaling $4,602 33 reflects amounts deemed as abandoned or unclaimed property For the 2009 unclaimed property report year, remittance of abandoned General Fund Accounts Payable claims checks total $1,348 59, payroll checks total $196 01, and Municipal Court checks total $195 51 Additionally, Foster Golf Course unclaimed gift cards total $2,862 22. INFORMATIONAL MEMO Page 2 To the extent possible, those individual property owners with unclaimed accounts payable claims, payroll, and /or Municipal Court checks of $50 00 or more, have been notified by the City through the "good faith" effort of being served due diligence letters These individual property owners have either not responded to the due diligence notifications and /or cannot be located in order to claim their property Unlike Accounts Payable claims, payroll and Municipal Court checks, property owners of Foster Golf Course gift cards cannot be located and the process of serving due diligence notification is, therefore, omitted RECOMMENDATION The attached proposed resolution and its attachments will authorize the annual cancellation of unclaimed General Fund accounts payable claims /payroll checks, Municipal Court checks, and Foster Golf Course gift cards By way of this informational memo being presented to members of the Finance Safety Committee this day, please forward as follows Committee of the Whole Meeting scheduled for September 28, 2009 Regular Council Meeting scheduled for October 5, 2009 ATTACHMENTS Proposed Draft Resolution 2009 Attachment "A" to Resolution 2009 Unclaimed Property Summary Detail Report H:\Lily's General Working Folder\Unclaimed Property 20091InfoMemo.doc A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TUKWILA, WASHINGTON, AUTHORIZING THE CANCELLATION OF OUTSTANDING GENERAL FUND CLAIMS AND PAYROLL CHECKS, MUNICIPAL COURT CHECKS, AND FOSTER GOLF GIFT CARDS. WHEREAS, the State of Washington, Department of Revenue Unclaimed Property Section, for the reporting year 2009, requires a one -year dormancy period for outstanding General Fund claims and payroll checks, a two -year dormancy period for municipal court checks, and a three -year dormancy period for gift cards; and WHEREAS, the City Finance Department has made all reasonable attempts to resolve the outstanding, unredeemed General Fund claims and payroll checks, municipal court checks, and Foster Golf gift cards, and WHEREAS, the City Council of the City of Tukwila wishes to cancel all outstanding, unclaimed General Fund claims and payroll checks issued prior to July 1, 2008, municipal court checks issued prior to July 1, 2007, and Foster Golf gift cards issued prior to July 1, 2006; NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF TUKWILA, WASHINGTON, HEREBY RESOLVES AS FOLLOWS: The Tukwila City Council authorizes the cancellation of General Fund claims and payroll checks, municipal court checks, and Foster Golf gift cards, as detailed on Attachment A and the unclaimed property summary Detail Report. PASSED BY THE CITY COUNCIL OF THE CITY OF TUKWILA, WASHINGTON, at a Regular Meeting thereof this day of 2009 ATTEST/ AUTHENTICATED• Christy O'Flaherty CMC, City Clerk APPROVED AS TO FORM BY Office of the City Attorney Attachments: Attachment A, Washington State Department of Revenue 2009 Unclaimed Property Reporting (1 page) 2009 Unclaimed Property Summary Detail Report (3 pages) W: Word Processing Resolutions \Outs Warrants 2009.doc LJ:kn 9/17/2009 DRAFT Joan Hernandez, Council President Filed with the City Clerk: Passed by the City Council. Resolution Number Page 1 of 1 ID NUMBER 000 General Fund Claims Various #324673 324918 335138 335627 338285 339516 Attachment "A" WA State Department of Revenue 2009 Unclaimed Property Reporting DATE Various 07/03/06 07/17/06 11/05/07 12/03/07 04/07/08 06/02/08 Payroll 513890 07/20/07 514273 09/05/07 514295 09/05/07 Municipal Various Various Court 12274 09/20/06 12281 10/04/06 411 Foster Golf Course Gift Cards Various Various VENDOR Aggregate- Various (Claims Checks under $50) Wendy I. Jans Fish Gallery Pets David Patton Kevin L. Johnson Kevin L. Johnson Kevin L. Johnson Total Claims Checks Brian Allen Michelle Bennett Joseph Larsen Total Payroll Checks Aggregate- Various (Court Checks under $50) Normandy Court Apts. Braulio Navarrete Chavero Total Municipal Court Checks General Fund Grand Total All Checks. 103 qty miscellaneous gift cards 411 Fund Total. AMOUNT $165 00 193.20 54.38 100 00 276.25 306.25 253.51 $1,348.59 $19 14 59.21 117 66 $196 01 $20.51 100 00 75 00 $195 51 $1 74011 $2,862.22 $2,862 22 GRAND TOTAL. $4,602.33 324918 334209 334617 334745 334755 334893 335071 335138 335627 336136 336238 337651 338285 338812 338854 338946 339516 07/17/06 10/01/07 10/15/07 10/15/07 10/15/07 10/22/07 11/05/07 11/05/07 12/03/07 12/24/07 12/24/07 03/03/08 04/07/08 05/05/08 05/05/08 05/05/08 06/02/08 Treasurer's Checks. No outstanding treasurer's checks to report for 2009 Unclaimed Property filing year Total Treasurer's Checks: Claims Checks General 000 Fund. Check No. Date #324673 07/03/06 Property Owner: Wendy 1 Jans Fish Gallery Pets Penny Brooks Shakeel Khalid Jay Singh Mikhail Stepanov Arturo Gonzalez Loyola Sheilon Hood David Patton Kevin L. Johnson A. Baker Joseph K. Nkunzi Mitsue K. Schilling Kevin L. Johnson Jennifer Belonis Lisa Cooper Gregory Lane Kevin L. Johnson Total General Fund Claims Checks. 2009 Unclaimed Property Summary Detail Report Total All Claims Checks: Description. Instructional Svcs.- Community Center Vendor Invoice #834241 06/30/06 Refund Comm. Cntr Adult Fitness Class Juror Fee Juror Fee Juror Fee Juror Fee Juror Fee Refund Comm. Center Damage Deposit Instructional Svcs.- Community Center Juror Fee Juror Fee Refund Comm. Center Damage Deposit Instructional Svcs.- Community Center Juror Fee Juror Fee Juror Fee Instructional Svcs.-Community Center $0 00 1 All Code CK04 0 00 0.00 $193.20 1 54.38 40 00 10 00 10 00 10 00 10 00 10 00 100 00 276.25 10 00 10 00 25 00 306.25 10 00 10 00 10 00 253.51 $1,348.59 $1,348.59 General Fund All Code. CK06 lej 09/17/2009 3:31 PM Payroll Claims. Check No. #513890 514273 514295 Date 07/20/07 09/05/07 09/05/07 Municipal Court Checks. Check No. Date #12250 08/10/06 12264 08/25/06 12274 09/20/06 12281 10/04/06 12282 10/05/06 12295 10/31/06 12340 12/29/06 12341 12/29/06 12343 12/29/06 Golf Course Gift Cards 411 Fund. Gift Card No. Date Various Various Total Payroll Claims: Property Owner: Brian Allen Michelle Bennett Joseph Larsen Property Owner: Nicholas Martin Reynolds Debra Webb -Davis Normandy Court Apts. Braulio Navarrete Chavero Kalla Canter Jeffery Scott Billadeau Melissa Tuani Lonzell R. Hill, II Leyton Alexander Jr Total Municipal Court Checks: 103 qty miscellaneous gift cards (All variously named unknown property owners) Total Golf Course Gift Cards 411 Fund: Description. 07/15/2007 Payroll 08/31/2007 Payroll 08/31/2007 Payroll Description. Overpayment Court Fee Bail Refund Restitution Bail Refund Overpayment Court Fee Overpayment Court Fee Overpayment Court Fee Overpayment Court Fee Overpayment Court Fee 2009 Report Year Summary: Total Claims/Payroll, all other Municipal Court Checks and Golf Gift Cards: Municipal Court Restitution, Check #12274, remittance to be sent to County Treasurer Grand Total to be Reported and Remitted to State. 2009 Unclaimed Property Summary Report Page 2 $19 14 59.21 117 66 $196.01 All Code. CK06 General Fund $5 00 All General Fund 1.50 All Code: MS16 100.00 (To be sent to County Treasurer) 75 00 1 00 001 10 00 2.00 1 00 $195.51 $2,862.22 $2,862.22 $4,502.33 100 00 $4,602.331 411 Fund All Code: MS12 lej 09/17/2009 3:31 PM ID Number General Fund: Claims Payroll Municipal Court #324673 324918 335138 335627 338285 339516 #513890 514273 514295 Date Various 07/03/06 07/17/06 11/05/07 12/03/07 04/07/08 06/02/08 07/20/07 09/05/07 09/05/07 #12250 08/10/06 12264 08/25/06 12274 09/20/06 12281 10/04/06 12282 10/05/06 12295 10/31/06 12340 12/29/06 12341 12/29/06 12343 12/29/06 Vendor Aggregates- Various (under $50) Wendy I Jans Fish Gallery Pets David Patton Kevin L. Johnson Kevin L. Johnson Kevin L. Johnson Brian Allen Michelle Bennett Joseph Larsen Nicholas Martin Reynolds Debra Webb -Davis Normandy Court Apts. Braulio Navarrete Chavero Kalla Canter Jeffery Scott Billadeau Melissa Tuani Lonzell R. Hill II Leyton Alexander Jr 07/15/2007 Payroll 08/31/2007 Payroll 08/31/2007 Payroll Overpayment Bail Refund Restitution Bail Refund Overpayment Overpayment Overpayment Overpayment Overpayment Total General Fund All Instructional Svcs.- Community Center Vendor Invoice #834241 06/30/06 Refund Comm. Center Damage Deposit Instructional Svcs.- Community Center Instructional Svcs. Community Center Instructional Svcs.- Community Center Total Claims Total Payroll Court Fee Court Fee Court Fee Court Fee Court Fee Court Fee Total Municipal Court 2009 Unclaimed Property Summary Report Page 3 Amount $165 00 193.20 54 38 100 00 276.25 306.25 253.51 $1 348.59 $19 14 59.21 117 66 $196.01 $5 00 1 50 100.00 75 00 1 00 001 10 00 2.00 1 00 $195.51 $1,740.11 lej 09/17/2009 3.31 PM City of Tukwila TO Mayor Haggerton City Council FROM Shawn Hunstock, Finance Director DATE September 17, 2009 SUBJECT Resolution Opposing Initiative 1033 ISSUE BACKGROUND DISCUSSION INFORMATIONAL MEMORANDUM Jim Haggerton, Mayor If passed, Initiative 1033 (1 -1033) would have a dramatic impact on the City's General Fund revenue Initiative 1033, scheduled to be on the ballot at the November 2, 2009 general election, would limit the growth of state, county and city revenue to annual inflation and population growth The Office of Financial Management (OFM) estimates that 1 -1033 would cause the state to loose an estimated $5 9 billion by 2015 They also estimate a loss of $2 1 billion for cities and $694 million for counties OFM's Fiscal Note includes an assumption that 1 -1033 will apply to all General Fund revenue except grants, state shared revenue, charges for services performed, enterprise activities, interdepartmental charges and investment earnings The estimated base for 2009 is approximately $33 million The estimated impact for Tukwila begins at just under $2 million annually, and continues to grow each year as the property tax base erodes under the Initiative Any growth in General Fund revenue above the inflation rate plus the population growth rate would be remitted to the county for property tax relief in the following year The effect of 1 -1033 would be to limit the City's ability to provide essential services at their current level 1 -1033 would also be a disincentive to development and annexations, particularly for areas with low population numbers Virtually any growth in City revenue as a result of an annexation would be remitted to the county, unless the area has a good deal of population density, and would not be available for the provision of services in the annexation area Also, generally speaking, growth in City revenue from development or redevelopment would be remitted to the county since such growth is not associated with population increases Inflation right now is projected to be less than 1% in the short -term, and less than 2% over the next few years The average growth in INFORMATIONAL MEMO Page 2 population for Tukwila for the last ten years is 0 50% This means there is little room for growth in City revenue if this growth is limited to inflation or population increases The two attached spreadsheets are based on a projection model developed by the Association of Washington Cities (AWC) The first spreadsheet is the original AWC model for 2009 -2015 It shows the impact would be $970,123 in 2015, and $1,772,246 in 2016 The second spreadsheet is the same model projected out to 2020 with similar assumptions This page shows the impact on the City of 1 -1033 increases each year, and it also shows the property tax base could deteriorate due to the "property tax relief" payments made to the county RECOMMENDATION The Council is being asked to approve the attached Resolution opposing Initiative 1033 This item is scheduled to be discussed at the September 22, 2009 Finance and Safety Committee meeting, the September 28, 2009 Committee of the Whole meeting and subsequent October 5, 2009 Regular Meeting ATTACHMENTS Draft Resolution Estimating Impacts of Initiative 1033 (AWC) 2009 to 2015 Estimating Impacts of Initiative 1033 (City) 2009 to 2020 H:11 nfoMemo 11033Res.doc DRAFT A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TUICWILA, WASHINGTON, EXPRESSING THE CITY COUNCIL'S OPPOSITION TO INITIATIVE 1033, TO BE PRESENTED TO THE ELECTORATE ON NOVEMBER 3, 2009. WHEREAS, Initiative 1033 will be presented to the voters at the general election on November 2, 2009, with the following ballot title and description: Initiative Measure No. 1033 concerns state, county and city revenue. This measure would limit growth of certain state, county and city revenue to annual inflation and population growth, not including voter approved revenue increases. Revenue collected above the limit would reduce property tax levies. Should this measure be enacted into law? Yes No and WHEREAS, the City Council has determined that Initiative 1033 would limit the City s ability to provide basic levels of service, create barriers to future growth and inhibit redevelopment within the City. and WHEREAS, the City Council finds that an expression opposing Initiative 1033 is appropriate; and WHEREAS, in accordance with RCW 42.17.130, the opportunity for public statements and comments was afforded by the City Council, NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF TUKWILA, WASHINGTON, HEREBY RESOLVES AS FOLLOWS: The City Council of the City of Tukwila expresses its opposition to Initiative 1033, which will be presented to the electorate on November 3, 2009 PASSED BY THE CITY COUNCIL OF THE CITY OF TUKWILA, WASHINGTON, at a Regular Meeting thereof this day of 2009 ATTEST/ AUTHENTICATED• Christy O'Flaherty CMC, City Clerk APPROVED AS TO FORM BY Office of the City Attorney W \Word Processing\Resolutions \Oppose Initiative 1033.doc SH:ksn 9/16/2009 Joan Hernandez, Council President Filed with the City Clerk: Passed by the City Council. Resolution Number. Page 1 of 1 ESTIMATING IMPACTS OF INITIATIVE 1033 (2009 -2015) Assumptions outlined by the Association of Washington Cities (see more on assumptions below) Updated September 3, 2009 Shaded cells should be filled out by depen¢m upon local conditions and forecas CY 2009 CY 2010 CY 2011 CY 2012 CY 2013 CY 2014 CY 2015 AWC NOTES TUKWILA NOTES Population IPD (March Growth GF Forecast to March) Estimate* wlout 1 -1033 (Note 1) (Note 2) (Note 3) 050 /o i J 075 6075118 1.80% 1. 80% 1.80% 1.70% 1.70% 25 36,075,118' 25% 36,976,996 25% 37,901,421 0 25°!0 39,038,46a 0-25 40,209,617' Q 0 5% 4 1,818,052 Forecasted Growth in GF Revenues* (Note 3) a 00% t k 5Q% 2 ls '3 00 4.0®° Levy w /out "Lower City Property Tax Account" Transfer* 12283, 12,406,02 12,530,089 12,780,691 13,036,305 13,427,394 1,830,216 Growth in Prop Tax w /out "Lower City Property Tax Account" Transfer Estimated* (Note 4) Estimated Actual GF Revenues w /out Limit (Note 5) 36,075,118 36,075,118{ 36,976,996E 37,897,403;. 39,026,798: 40,179,396: 41 747 767", Gen Fund Revenue w/ Limit (Note 6) 36,075,118 36,346,132 36,816,281 37,646,488 38,419,936 39,209,273 39,975,520 Revenue and expenditure projections include assumed gradual increases in revenue and assessed valuations beginning in CY 2014. Projected population increases conservatively estimated at 0.5% per year Projected increases in property taxes includes increases in assessed valuations due to development, redevelopment, and annexation. GF Revenue forecast for CY 2009 is the adopted budget for applicable revenue items as outlined in OFM Fiscal Note. Inflation estimates for 2016 -2020 assume gradual increase in prices. Lesser of GF Revenue Limit Increase in (J) or GF Gen Fund Limit Actuals or Actual growing at rate Revenues in column F (I) (column k) 36,075,118 36,075,118 0.00% 36,816,281 2.05% 37,646,488 2.25% 38,419,936 2.05% 39,209,273 2.05% 39,975,520 1.95% Amount Over /Under Revenue Limit (I J) 271,014 160,715 250,915 606,862 970,123 1 772,246 Transfer to "Lower City Property Taxes Account" 0 0 160,715 250,915 606,862 970,123 Property Tax After "Lower City Property Tax Account" Transfer (Note 7) 12,283,197 12,406,029 12,530,089 12,619,976 12,785,390 12,820,532 12,860,093 (1) IPD estimates for CY 2009 -CY 2011 are from the June 2009 Washington State Economic and revenue Forecast. Inflation estimates for CYs 2012 -15 are from the June 2009 HIS Global Insight forecast (OFM) (2) Population growth estimates provided are based on OFM's forecasted population increases for cities in urban counties; cities should replace with own estimates (3) General fund revenues and revenue growth should reflect current forecasts without 1 -1033 (4) Growth should reflect anticipated councilmanic increases plus increases due to new construction /improvements, annexation, electric generation wind turbine facilities and state assessed property (5) CY 2010 revenue calculated as:(CY 2009 GF REV X GF forecasted growth) CY 2009 GF REV CY 2011 and subsequent years calculated as ((CY 2010 GF REV transfer to Lower City Property Tax Account) X GF forecasted growth) CY 2010 GF REV For simplicity the same forecasted growth rate is assumed with or without passage of 1 -1033. (6) CY 2010 revenue limit calculated as: CY 2009 GF REV X (1+ 2009 Change Pop) X (1+ 2009 Change IPD); CY 2011 and subsequent years limit calculated as: CY 2010 GF REV transfer X (1 2010 Change Pop) X (1 2010 Change IPD) (7) Lower City Property Taxes Account is applied to previous year's full levy reflecting any limit factor increase (plus new construction/improvements, annexation, electric generation wind turbine facilities and state assessed property). Reflects the amount of the levy set for collection in following year ESTIMATING IMPACTS OF INITIATIVE 1033 (2009 -2020) Assumptions outlined by the Association of Washington Cities (see more on assumptions below) Updated September 3, 2009 *Shaded cells h ould be PIted out by junsdicti s o'. depending upon local conditions and forecasts; AWC NOTES TUKWILA NOTES Population IPD (March Growth GF Forecast to March) Estimate* w /out 1 -1033 (Note 1) (Note 2) (Note 3) CY 2009 0.50 0 25 °h ^36075,118, CY 2010 1.80% 0.25°,( 36,075,118: A CY 2011 2.00% Q25% 36,976,996 CY 2012 1.80% r 0 25% 37,901,421 CY 2013 1.80% 39,038,463 CY 2014 1 70% 0 25'% 40,209,617 CY 2015 1 70% sf) 2 41,818,002 CY 2016 1.80° 43,490,722 CY 2017 1 80 Q S 45,665,258' CY 2018 2.00% 47,948,521 t,kk� 50 CY 2019 2.00% tx 5 50,825,432 CY 2020 2 50°/ 0 0 53,874,958 Levy wlout Forecasted "Lower City Growth in GF Property Tax Revenues* Account" (Note 3) Transfer* 00% 12283,197 0 12,406,029: 50% 12,530,089 50 °l 12,780,691 0°! 13,036,305 0 13,427,394,1 13,830,216 14,383,424 14,958,761 15,706,700 16,492,034 17 481,557 Growth in Prop Tax w /out "Lower City Property Tax Account" Transfer Estimated* (Note 4) Estimated Actual GF Revenues w /out Limit (Note 5) 36,075,118 36,075,118, 36,976,996; 37,897,403; 39,026,798: 40,179,396: 41,747,767; 43,346,787: 45,384,6251 47,469,515 50,029,152 52,653,036: Gen Fund Revenue w/ Limit (Note 6) 36,075,118 36,346,132 36,816,281 37,646,488 38,419,936 39,209,273 39,975,520 40,756,742 41,697,815 42,660,618 43,731,399 44,940,572 (1) IPD estimates for CY 2009 -CY 2011 are from the June 2009 Washington State Economic and revenue Forecast. Inflation estimates for CYs 2012 -15 are from the June 2009 HIS Global Insight forecast (OFM) (2) Population growth estimates provided are based on OFM's forecasted population increases for cities in urban counties; cities should replace with own estimates (3) General fund revenues and revenue growth should reflect current forecasts without 1 -1033 (4) Growth should reflect anticipated councilmanic increases plus increases due to new construction /improvements, annexation, electric generation wind turbine facilities and state assessed property (5) CY 2010 revenue calculated as:(CY 2009 GF REV X GF forecasted growth) CY 2009 GF REV: CY 2011 and subsequent years calculated as ((CY 2010 GF REV transfer to Lower City Property Tax Account) X GF forecasted growth) CY 2010 GF REV: For simplici (6) CY 2010 revenue limit calculated as: CY 2009 GF REV X (1+ 2009 Change Pop) X (1+ 2009 Change IPD); CY 2011 and subsequent years limit calculated as: CY 2010 GF REV transfer X (1 2010 Change Pop) X (1 2010 Change IPD) (7) Lower City Property Taxes Account is applied to previous year's full levy reflecting any limit factor increase (plus new construction /improvements, annexation, electric generation wind turbine facilities and state assessed property). Reflects the amount of the levy set for collection in following year Revenue and expenditure projections include assumed gradual increases in revenue and assessed valuations beginning in CY 2014. Projected population increases conservatively estimated at 0.5% per year Projected increases in property taxes includes increases in assessed valuations due to development, redevelopment, and annexation. GF Revenue forecast for CY 2009 is the adopted budget for applicable revenue items as outlined in OFM Fiscal Note. Modest population increases beginning in 2016, primarily from development of Tukwila South. Inflation estimates for 2016 -2020 assume gradual increase in prices. Lesser of GF Revenue Limit Increase in (J) or GF Gen Fund Limit Amount Actuals or Actual Over /Under growing at rate Revenues Revenue Limit (I in column F (I) (column K) J) 36,075,118 36,075,118 0.00% 271,014 36,816,281 2.05% 160,715 37,646,488 2.25% 250,915 38,419,936 2.05% 606,862 39,209,273 2.05% 970,123 39, 975, 520 1.95% 1 772,246 40,756,742 1.95% 2,590,045 41,697,815 2.31% 3,686,809 42,660,618 2.31% 4,808,898 43,731,399 2.51% 6,297 753 44,940,572 2.77% 7,712,464 Transfer to "Lower City Property Taxes Account" 0 0 160,715 250,915 606,862 970,123 1,772,246 2,590,045 3,686,809 4,808,898 6,297 753 Property Tax After "Lower City Property Tax Account" Transfer (Note 7) 12,283,197 12,406,029 12,530,089 12,619,976 12,785,390 12,820,532 12,860,093 12,611 178 12,368,716 12,019,890 11,683,137 11 183,803 ISSUE BACKGROUND DISCUSSION City of Tukwila INFORMATIONAL MEMORANDUM TO Mayor Haggerton Rhonda Berry Finance and Safety Committee FROM Shawn Hunstock, Finance Director DATE September 15, 2009 SUBJECT Leak Adjustment Policy Jim Haggerton, Mayor The City is in need of a policy providing customers with occasional relief on their water and /or sewer bill due to high consumption related to a water leak. Billings for water usage is based on monthly reads by Public Works staff for all residential and commercial customers Sewer charges are a flat fee for residential customers, currently $11 64 per month plus $31 90 from King County Wastewater Treatment Division for treatment. This rate is not related in any way to the water billing For commercial customers however, the monthly sewer charge is based on a flat fee of $20 37 from the City, $31 90 from King County Wastewater Treatment Division, for the first 750ccf of consumption and $52 27 per additional 750ccf For commercial customers, "consumption" is based on the customer's monthly water read The Utilities staff in Finance works with approximately a 10 -20 customers per year who are billed for abnormally high consumption due to a water leak. Leaks before the meter are the responsibility of the City to repair, and the City looses out on any revenue associated with the lost water Leaks after the meter are the responsibility of the customer to repair, and they are billed for consumption during the period of the leak. There is currently no authority in the Tukwila Municipal Code or Administrative Policies providing for an infrequent adjustment to water and sewer bills for excessive charges related to a leak. Customers that the Finance Department works with now frequently indicate that repair bills for Teaks could be several hundred dollars, and can be as high as several thousand of dollars, depending on the location of the leak and any structural damage that has occurred as a result of the water leak. These expenses are in addition to the abnormally high water and sewer bills the customers receive for up to several hundred dollars, and on rare occasions in the thousands of dollars INFORMATIONAL MEMO Page 2 As you are aware, the water the City sells is purchased from Cascade Water Alliance (CWA) The water rates our customers pay are essentially a pass- through of the fees assessed by CWA, plus City administration of the water utility Because the CWA costs are essentially a pass- through, the perception could be that other City utility customers would end up paying for any charges waived as a part of this policy However, the water and sewer funds accumulate thousands of dollars in interest income each year that in theory could be used to "pay for" the waived utility charges RECOMMENDATION The Council is being asked to approve the attached Utility Leak Adjustment Policy, and Ordinance adopting the Policy This item is scheduled to be discussed at the September 22, 2009 Finance and Safety Committee meeting, the September 28, 2009 Committee of the Whole meeting and subsequent October 5, 2009 Regular Meeting ATTACHMENTS Utility Leak Adjustment Policy 300 -14 Draft Ordinance C ltempl XPGrpWisellnfoMemoLeakAdjustmentPolicy .doc CITY OF TUKWILA ADMINISTRATIVE MANUAL TITLE UTILITY LEAK ADJUSTMENT POLICY 10 PURPOSE To provide a procedure for approval, calculatioan•'ustment of water and sewer charges (Single family Non single fam accou ssifications) where excessive water consumption can be attribt&c to-a water TM. 2 0 ORGANIZATION AFFECTED 30 REFERENCES 4 0 POLICY Page 1 of 3 Index 300 -14 EXHIBIT A 4 1 The property owner, or thfr� ust requ e adjustment in writing by completing a request fin loc 4 the I nance Department in City Hall or on the— City's website Rewires tion shall include a service a• ess wha leak occurred and account numb escriren of leak antAate repaired it bill or m -rials receipts Upon `t off g ompleted request form, a representative of the City Public W depal will confirm, through visual inspection, that the leak has beTArepaired 4 3 F wing cogfirmation of repair, Finance personnel will adjust no more that b ig cycles (2 months) Single- family account types will have water y adjusted Non single family account types, where the customer's sewer bill may be based on the water consumption, will be allowed an adjustment to the water, City sewer and Metro sewer charge, provided it can be confirmed to the satisfaction of the Finance Utilities Supervisor that the additional water volume was due to the leak and did not enter the sanitary sewer system 4 4 The consumption used to determine the leak adjustment amount will be the actual consumption from the same bill cycle of the previous year if the current resident /tenant also occupied the space during the same period in the prior year TITLE UTILITY LEAK ADJUSTMENT POLICY 4 5 For property owners who have been owners for less than one year, or in situations where the current tenant did not occupy the same space in the previous year, the consumption used to determine the leak adjustment amount will be one of the following 4 6 One leak adjustment per 12 —m. period =per account w thorized If an additional adjustment requesubmi for an acco sF in the next or following year(s), the Finance Ufa upervisor will ccfhsult with the Water Utility Engineer to determine if tti ity will require the customer to complete extensive rep'airs to the service znd /or fixtures i An average of the water conplimption in the three complete billing cycles imme. el" preceding the bill cycle in which the leak bega ii In the absence of threes prior billing cycles, water consumption after leak -ir is complete can be used to estimate`nsurr°ption du the leak period of the of cusWrner Index 300 -14 Page 2 of 3 4 7 Property owners will be -el ig a leak a�a` ment if the total dollar amount of the adjustment both Y. -nd spinier is greater than $50 00 (or $25 00 fo.a water only jcit), n 5( ceed a credit of $500 00 for water o n tments A affstments Nre limited to no more than $5,00010 for a ombinationf water and /or sewer charges, regardless 4 8 Leak adjust following required approvals $50I` or less =Mance Utilities Supervisor $500 00 and up to $5,000 00 Finance Director If the proper ownedisputes the decision made by the City in which the disputed arrant exceeds $500 00, he or she may submit a written y rest to th amity of Tukwila Finance Director for an administrative review o a,drustment by the City Council Utilities Committee Recot ati :�ddons for leak adjustments made by Utilities Committee will be sub ftted to the full City Council for final consideration and approval Such request should identify the property, describe the leak and repair, and state the basis for the request for an administrative review The Finance Director must receive the written request for administrative review within 15 days from the date the City posted the adjustment to the account Pending the decision on this review, the customer who requests such review must continue to pay the disputed charge as billed until the written decision of the Finance Director is provided A decision of such an administrative review will be provided within 30 days of receipt of the TITLE UTILITY LEAK ADJUSTMENT POLICY Index 300 -14 Page 3 of 3 written request for administrative review Upon the written decision of the Finance Director, if an account has been incorrectly charged, the account will be adjusted accordingly to cover all billings occurring during the administrative review and all billings that preceded the date of receipt of the written request for review, in accordance with City policy Title UTILITY LEAADJUSTMENT POLICY Effective Date 10/1/09 Supercedes N/A Initiating Department. Finance Department Mayor's Office Approval Signature 14.04.245 Water Bill Leak Adiustments 14.16.055 Sewer Bill Leak Adiustments W \Word Processing \Ordinances \Water Leaks.doc SH:ksn 09/15/2009 DRAFT AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF TUKWILA, WASHINGTON, ESTABLISHING NEW REGULATIONS REGARDING WATER AND SEWER BILL LEAK ADJUSTMENTS TO BE CODIFIED AT TUKWILA MUNICIPAL CODE SECTIONS 14.04.245, "WATER BILL LEAK ADJUSTMENTS," AND 14.16.055, "SEWER BILL LEAK ADJUSTMENTS" PROVIDING FOR SEVERABILITY, AND ESTABLISHING AN EFFECTIVE DATE. WHEREAS, the City Council recognizes that Tukwila citizens and businesses occasionally incur excessive water and sewer charges related to water leaks; and WHEREAS, such excessive charges arise at the same time that significant expenses are incurred in the repair of such leaks; and WHEREAS, the City Council has determined that it is in the best interest of Tukwila citizens and businesses to provide relief for excessive water and sewer charges related to water leaks; NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF TUKWILA, WASHINGTON, HEREBY ORDAINS AS FOLLOWS: Section 1. Regulations Established. Tukwila Municipal Code Section 14.04.245, "Water Bill Leak Adjustments, is hereby established to read as follows: City Administrative Policy No. 300 -14, "Utility Leak Adjustment Policy, is hereby adopted and incorporated into this chanter by reference as if fully set forth herein and is attached as Exhibit A. The Finance Director is required to maintain the administrative leak adjustment policy. Changes to the policy require approval of the City Council Finance and Safety Committee. Section 2. Regulations Established. Tukwila Municipal Code Section 14.16.055, "Sewer Bill Leak Adjustments, is hereby established to read as follows: City Administrative Policy No. 300 -14. "Utility Leak Adiustment Policy, is hereby adopted and incorporated into this chapter by reference as if fully set forth herein and is attached as Exhibit A. The Finance Director is required to maintain the administrative leak adjustment policy. Changes to the policy require approval of the City Council Finance and Safety Committee. Section 3. Severability If any section, subsection, paragraph, sentence, clause or phrase of this ordinance or its application to any person or situation should be held to be invalid or unconstitutional for any reason by a court of competent jurisdiction, such invalidity or unconstitutionality shall not affect the validity or constitutionality of the remaining portions of this ordinance or its application to any other person or situation. Page 1 of 2 Section 4. Effective Date. This ordinance or a summary thereof shall be published in the official newspaper of the City, and shall take effect and be in full force and effect five days after passage and publication as provided by law PASSED BY THE CITY COUNCIL OF THE CITY OF TUKWILA, WASHINGTON, at a Regular Meeting thereof this day of 2009 ATTEST/ AUTHENTICATED Christy O'Flaherty CMC APPROVED AS TO FORM BY Office of the City Attorney Attachment: Exhibit A Administrative Policy 300 -14 W \Word Processing \Ordinances\ Water Leaks.doc SH:ksn 09/15/2009 Jim Haggerton, Mayor Filed with the City Clerk: Passed by the City Council. Published. Effective Date: Ordinance Number. Page 2 of 2 FROM DATE SUBJECT ISSUE BACKGROUND DISCUSSION City of Tukwila INFORMATIONAL MEMORANDUM TO Mayor Haggerton Rhonda Berry Finance and Safety Committee Shawn Hunstock, Finance Director September 15, 2009 City Investment Update Jim Haggerton, Mayor Finance Policy and Procedure 03 -17, Investment Policy, calls for quarterly investment reports to the Council Finance and Safety Committee The report is to contain an inventory of investments on hand and summary of performance Quarterly reports have not been provided to the Finance and Safety Committee for some time The City's investments have undergone a substantial change over the last two years In the summer of 2007, an average U S government agency investment, such as Fannie Mae or Freddie Mac, could be purchased with a 5 25% yield Currently such investments earn less than 1 depending on the maturity The intent of this memo is to provide some background on the changes in the City's investment portfolio, and a review of the current holdings Upon my arrival at the City a year ago, our portfolio included several investments yielding over 3 0% We purchased another investment in December of last year that yields 3 0 and since that time have had all other higher interest rate investments either mature or be called Reinvesting the money has been a challenge due to the interest rates now being offered The general consensus is that we are close to, if not at, the bottom of the investment yield curve, meaning interest rates have more than likely dropped to their lowest level and experts are now predicting a recovery some time within the next year or two The current mix of City investments includes several different certificates of deposits These deposits are insured by the Washington State Treasurer's Public Deposit Protection Commission (PDPC) After the failure of the Bank of Clark County in early 2009, the PDPC changed their rules to require 100% collateralization by participating banks and credit unions This level of collateralization insures 100% recovery of public funds on deposit or invested with participating institutions INFORMATIONAL MEMO Page 2 The current portfolio also includes two government agency investments, Federal Farm Credit Bureau and Federal Home Loan Bank. These yield 3 0% and 2 3 respectively The government agency investments are in bonds, rather than equity Equity investment in government agencies have seen a dramatic decline in value over the last year or two, but agency debt carries the implicit guarantee of the U S government. The investment rating of these bonds (AAA) is a signal of the security offered by a government backed guarantee The City's investment in the Local Government Investment Pool (LGIP) is currently at about $28 million The LGIP is an investment pool operated by the Washington State Treasurer Every county, and all cities over 10,000 in population, participate in the LGIP It provides a measure of security, liquidity and return that most cities find convenient to utilize We have made an attempt to move more money out of the LGIP given the return on that investment The LGIP earned 5 3% in August 2007 As of August 2009, money in the LGIP is earning 0 85% We have moved money out of the LGIP into other investments, such as certificates of deposit, to earn a better return on the money Realizing that the best time to buy long, in terms of maturity, is not when the market is at its lowest point, we have been judicious in selecting other investments As the market returns to its pre- recession levels, more money will be moved out of the LGIP into investments yielding a better return The City s benchmark for performance is the 90 day Treasury bill rate, currently 0 17% By virtue of the City's investment in the LGIP, we consistently earn more than the benchmark One of the items I am working on is an update to the City's investment policy In addition to other changes, the new policy will use other factors as a benchmark, such as the 6 month T -bill rate, LIBOR or another index. Security and liquidity are two cornerstones of public investing, but the third characteristic, return, should be maximized to the extent possible within the security and liquidity constraints Another change the new investment policy will provide for is a small portion, less than 20 of investments with a longer maturity of five to ten years When the market turns down, having a portfolio with some long -term investments provides a better return than just short-term investments It can be shown over the long -run that the City's cash position never falls below a certain dollar amount. A portion of this long -term cash balance should be invested longer to maximize return on the City's money RECOMMENDATION No recommendation, for Committee information only ATTACHMENTS Investment Portfolio Summary Ordinance No 1916 Finance Policy and Procedure 03 -17 C l temp \XPGrpWisellnfoMemolnvestment Review.doc Agency Issuer Washington State Local Government Investment Pool Sound Community Bank Federal Farm Credit Bureau US Bank First Savings Bank Sound Community Bank Charter Bank Sound Community Bank Federal Home Loan Bank US Bank (a) Term Purchase Investment Type (months) Date Investment Pool Money market US agency Certificate of Deposit, compensating balance Certificate of Deposit Certificate of Deposit Certificate of Deposit Certificate of Deposit US agency Certificate of Deposit, compensating balance TOTAL Investment Mix State Investment Pool US Agency Certificate of Deposit Money market (a) To maturity or call date, whichever occurs first. City of Tukwila Investment Portfolio Summary As of August 31, 2009 Various Various 12 12/15/2008 12 1/31/2009 24 5/1/2009 23 5/20/2009 24 5/26/2009 12 6/15/2009 6 8/25/2009 4 8/31/2009 Purchase Price 28 075,209 Various 500 000 Various 0 90% 3,000 000 12/15/2009 3 00% 2,500 000 1/31/2010 1 45% 2,000 000 5/1/2011 1,500 000 4/20/2011 1,500 000 5/26/2011 1 000 000 6/15/2010 999,300 2/25/2010 2,000 000 12/31/2009 43,074,509 Maturity Call Date of Total Summary 65.2% Current 6 -month treasury rate 9 3% Current State Pool rate 24 4% Blended Tukwila rate 1.2% 100 0% Yield to Maturity 0 57% 2.50% 2.22% 1 98% 1 68% 2.30% 1 45% 1 09% 0.21% 0.57% 1 09% ATTEST/AUTHENTICATED )I-444_ (f.; 6.4ne E. Cantu, CMC, City Clerk APPROVED AS4O FORM: By e/% Office of [he City Attorney FILED WITH THE CITY CLERK. eh, PASSED BY THE CITY COUNCIL. ,5 PUBLISHED .7'/q/-' EFFECTIVE DATE:.670i 0 ORDINANCE NO. /y /c, Investment Policy 4 -2000 City of Tukwila Washington Ordinance No. AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF TUKWILA, WASHINGTON, ADOPTING INVESTMENT POLICIES FOR THE CITY OF TUKWILA; SETTING RESPONSIBILITY FOR MAINTENANCE AND CHANGES; REPEALING ORDINANCE NO. 859 AS CODIFIED AT TUKWILA MUNICIPAL CODE 3.28; PROVIDING FOR SEVERABILITY; AND ESTABLISHING AN EFFECTIVE DATE. WHEREAS, the City of Tukwila established an "Investing City Funds' policy in 1974; and WHEREAS, the City desires to replace the original policy with an investment policy that meets state and national standards; NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF TUKWILA, WASHINGTON, DO ORDAIN AS FOLLOWS: Section 1 Adoption of investment policy City Administrative Policy No. 3 -17 "Investment Policy' (Attachment A), is hereby adopted and incorporated into this chapter by reference as if fully set forth herein. Section 2. Maintaining and changing policy The Finance Director is required to maintain the administrative investment policy Changes to the policy require approval of the City Council Finance and Safety Committee. Section 3. Repealer. Ordinance No. 859 as codified at TMC 3.28, is hereby repealed. Section 4. Severability If any section, subsection, paragraph, sentence, clause or phrase of this ordinance or its application to any person or situation should be held to be invalid or unconstitutional for any reason by a court of competent jurisdiction, such invalidity or unconstitutionality shall not affect the validity or constitutionality of the remaining portions of this ordinance or its application to any other person or situation. Section 5. Effective Date. This ordinance or a summary thereof shall be published in the official newspaper of the City, and shall take effect and be in full force and effect five (5) days after passage and publication as provided by law PASSED BYTE ITY COUNCIL OF THE CITY OF TUKWILA, WASHINGTON, at a Regular Meeting thereof this /'i day of '7�./ -G1--, 2000. u VV \V� Steven M. Mullet, Mayor 1 Subject: INVESTMENT POLICY Effective Date: Supersedes: 5/15/00 N/A POLICY AND PROCEDURE Page 1 of 1 10 PURPOSE To estabhsh pohcy guidelines for the City's investments. 2.0 ORGANIZATIONS AFFECTED Finance Department 30 REFERENCES Ordinance No 1916 4 0 POLICY See Attached. Index: FINANCE Number 03 -17 Staff Contact: Finance Director Approved by- City of Tukwila, Washington INVESTMENT POLICY Adopted by the Tukwila City Council On May 15, 2000 Ordinance No 1916 Alan R. Doerschel, Finance Director City of Tukwila Investment Policy 1.0 Policy It is the policy of the City of Tukwila to invest public funds in a manner that will provide maximum security with the highest investment return while meeting the daily cash flow demands of the City, while conforming to all state and local statutes governing the investment of public funds. 2.0 Scope This policy applies to the investment of all public funds in the custody of the Tukwila Finance Director Funds covered by this policy include all city funds created by the Tukwila City Council, and are accounted for in the City's Comprehensive Annual Financial Report (CAFR) 2.1 Fund Types General/Current Expense Funds Special Revenue Funds Debt Service Funds Capital Project Funds Enterprise Funds Internal Service Funds Trust Funds Agency Funds 2.2 Funds relating to debt service will be invested in accordance with appropriate bond documents 3 0 Prudence Investments shall be made with judgment and care, under circumstances then prevailing, which persons of prudence, discretion and intelligence exercise in the management of their own affairs, not for speculation, but for investment, considering the probable safety of their capital as well as the probable income to be derived. The standard of prudence to be used by investment officials shall be the "prudent person" standard and shall be applied in the context of managing an overall portfolio Investment officers acting in accordance with written procedures and the investment policy and exercising due diligence shall be relieved of personal responsibility for an individual security's credit or market price changes, provided deviations from expectations are reported in a timely fashion and appropriate action is taken to control adverse developments 1 City of Tukwila Investment Policy 4.0 Objectives The primary objectives, in priority order, of the City's Investment activities shall be. Safety Safety of the principal is the foremost objective of the investment program. Investments of the City shall be undertaken in a manner that seeks to ensure the preservation of capital in the overall portfolio To attain this objective, diversification Is required in order that potential losses on individual securities do not exceed the income generated from the remainder of the portfolio Liquidity The City's investment portfolio will remain sufficiently liquid to enable the City to meet all operating requirements that might be reasonably anticipated. Yield. The City's investment portfolio shall be designed with the objective of attaining a market rate of return throughout budgetary and economic cycles, taking into account the City's investment risk constraints and the cash flow characteristics of the portfolio See 13 0 5.0 Authority Management responsibility of the investment program is vested in the City of Tukwila Financial Director under the express authority granted in RCW 39.29 020 5 1 The City Finance Director may appoint an Investment Officer whose responsibilities will include initiating daily transactions in the investment portfolio based on liquidity and cash flow requirements of the City 5.2 Investments relating to bond proceeds shall be made consistent with 4 0, "Objectives." 6.0 Ethics and Conflict of Interest 6 1 Officers and employees involved in the investment process recognize that the Investment portfolio is subject to public review and evaluation. The overall program will be designed and managed with a degree of professionalism that is worthy of the public trust. 6.2 Officers and employees involved in the investment process shall refrain from personal business activity that could conflict with the proper execution of the Investment program, or which could impair their ability to make impartial Investment decisions Employees and investment officials shall disclose any material financial interests in financial institutions that conduct business within this jurisdiction, and they shall further disclose any personal financial /investment positions that could be related to the performance of the City's portfolio Employees and officers shall subordinate their personal investment transactions to those of the City, particularly with regards to the timing of purchases and sales. City of Tukwila Investment Policy 7 0 Authorized Financial Dealers and Institutions 7 1 Selection of a pnmary bank to provide general banking services for Tukwila will be made by the Finance Director and approved by the City Council and Mayor 7.2 Pursuant to state statutes (RCW 39 58), the deposit of public funds and the placement of "mvestment deposits" (i.e. time deposits, money market deposit accounts and savings deposits of public funds), will be placed only with institutions approved by the Washington Public Deposit Protection Commission (PDPC) as eligible for deposit of pubhc funds. The maximum amount placed with any one depository will not exceed the net worth of the mstitution as determined by the PDPC 7.3 In addition, the Finance Director will mamtam a list of approved broker/ dealers that are authorized to provide mvestment services to the City 7 3 1 Authorized broker /dealers must maintain an office in the State of Washmgton. 7.3.2 Authorized broker /dealers will be limited to pnmary dealers or other dealers that qualify under SEC Rule 15C3 -1, the Uniform Net Capital Rule. 7.3.3 All approved firms and the individuals that represent them are required to read this policy and certify that they understand and will comply with the City's investment objectives and constramts. 7.3 4 Broker /dealers that have been selected to provide investment services to the City are required to submit an audited financial statement annually to the Finance Director, if requested. 8.0 Authorized Investments State statutes and this investment policy limit the types of securities authorized for investment by the City The principal governing statutes are RCW 39.59 and RCW 39 60 The Finance Director may further restrict eligible investments by this policy at his/her discretion. Authonzed investments include (but are not limited to) 8 1 U S Treasury Securities. 8.2 U S Agency Securities (i.e. obligations of any government- sponsored corporation eligible for collateral purposes at the Federal Reserve) 8.3 Certificates of Deposit, Money Market Deposit Accounts and savmgs deposits with qualified depositories within statutory limits as promulgated by the PDPC at the time of investment. 8 4 Bankers Acceptances (BA's) purchased on the secondary market with a rating of A- 1, P -1, its equivalent or better City of Tukwila Investment Policy 8.5 General Obligation Bonds of a state or local government which have at the tune of the investment one of the three highest credit ratings of a nationally recognized rating agency 8 6 The Washmgton State Local Government Investment Pool (LGIP) 9.0 Safekeeping and Custody 9 1 Securities purchased by the Finance Director are to be held in a custodial account m the safekeeping or trust department of a bank actmg as third party custodian for the City of Tukwila. 9.2 All secunty transactions conducted by the custodian on behalf of the City of Tukwila are to be on a delivery- versus payment (DVP) basis. 9.3 Certificates of Deposit, transaction receipts for Money Market Deposit Accounts or savings deposit accounts will be held by the Finance Director 10.0 Diversification The City of Tukwila will diversify its investments by secunty type and institution. 10 1 No more than fifty percent (50 of the City's portfoho, at the time of purchase, shall be m any single financial institution. 10.2 Except, that no more than seventy -five (75 of the City's portfolio, at the time of purchase, shall be invested m the Washmgton Local Government Investment Pool, and 10.3 No more than seventy-five percent (75 of the City's portfolio, at the time of purchase, shall be mvested m U S Treasury or Agency securities. 10 4 The City's Finance Safety Committee can authorize a vanance to 10 1, 10.2 or 10.3 pnor to purchase, if it is deemed m the best overall benefit to the City 11.0 Maturities To the extent possible, and to preclude the sale of securities that could result m a loss, mvestments will be made to comcide with anticipated cash flow require ments. 11 1 At the time of investment, a mmunum of fifty percent (50 of the portfoho will be compnsed of investments maturing or available within one year 11.2 At the time of investment, no securities or investment instruments shall have a maturity exceeding four years, except when compatible with a specific fund's investment needs. 11.3 To provide for ongoing market opportunity, investment matunties should be laddered or staggered to avoid the nsk resulting from over concen- tration of portfolio assets m a specific maturity -4- City of Tukwila Investment Policy 11 4 The average maturity of the portfolio shall not exceed two (2) years. 11 5 Any variance to 11 1, 11.2, 11.3 or 11 4 can be approved by the Finance Safety Committee prior to occurrence, and if deemed m the City's best mterest. 12.0 Internal Controls The Finance Director shall estabhsh a system of internal controls, which are subject to review by the State Auditor Such reviews may result m recommendations to change operation procedures to improve internal controls. Controls shall be designed to protect against loss of public funds due to fraud, error, misrepresen- tation or imprudent actions. 13 0 Performance Standards Benchmarks The investment portfolio will be designed to obtain an average rate of return during budgetary and economic cycles which meets or exceeds the average 90 -day Treasury bill rates for the correspondmg tune penod. This performance standard shall take into account the City's investment nsk constraints and cash flow needs. 14.0 Reporting The Finance Director will submit a quarterly report to the City's Finance Safety Committee that summanzes the current portfolio position and performance. 15.0 Investment Policy Adoption Adoption of this policy is made pursuant to the provisions of RCW 36 48 070 Approved and adopted by the City Council of the City of Tukwila this day of 2000 Glossary Accrued Interest The interest accumulated on a bond since issue date or the last coupon payment. The buyer of the bond pays the market price and accrued interest, which is payable to the seller Agency A debt security issued by a federal or federally sponsored agency Federal agencies are backed by the full faith and credit of the U.S. Government. Federally Sponsored Agencies (FSA's) are backed by each agency with a market perception that there is an implicit government guarantee. (See also Federal Agency Securities and Govemment Securities) Average Maturity A weighted average of the expiration dates for a portfolio of debt securities. An income fund's volatility can be managed by shortening or lengthening the average maturity of its portfolio. Bank Wire An electronic transfer of funds between two financial institutions. Bankers Acceptances (BA's) Bankers Acceptances generally are created on a letter of credit issued in a trade transaction, either foreign or domestic. BA's are short -term, non interest bearing notes sold at a discount and redeemed by the accepting bank at maturity for full face value. Basis Point A measure of interest rate, i.e. 1/100 of 1 percent, or .0001 Bid The indicated price at which a buyer is willing to purchase a security or commodity When selling a security a bid is obtained. (See Offer) Bond A long -term debt security or IOU, issued by a government or corporation that generally pays a stated rate of interest and retums the face value on the maturity date. Book Entry Securities U.S. govemment and federal agency securities that do not exist in definitive (paper) form; they exist only in computerized files maintained at the Federal Reserve Bank. Book Value The amount at which an asset is carried on the books of the owner The book value of an asset does not necessarily have a significant relationship to market value. Certificates of Deposit A deposit of funds, in a bank or savings and loan association, for a specified term that eams interest at a specified rate or rate formula. Credit Risk The risk that a debtor will fail to make timely payments of principal or interest when due. CUSIP Number A nine -digit alpha/numeric combination established by the Committee on Uniform Securities Identification Procedures that is used to identify publicly traded securities. Each publicly traded security receives a unique CUSIP number when the security is issued. Custodian A independent third party (usually a bank or trust company) that holds securities in safekeeping for a client (county). Delivery The providing of a security in an acceptable form to the County or to an agent acting on behalf of the County and independent of the seller The important distinction is that the transfer accomplishes absolute ownership control by the County Delivery vs. Payment (DVP) The simultaneous exchange of securities and cash. The safest method of settling either the purchase or sale of a security In a DVP settlement, the funds are wired from the purchaser's account and the security is delivered from the seller's account in simultaneous interdependent wires. Depository Bank A local bank used as the point of deposit for cash receipts. Discount The amount by which the price of a security is less than its par value. Diversification Dividing available funds among a variety of securities and institutions so as to minimize market risk. Face Value The value stated on the "face" of a bond; thus the redemption value at maturity In debt securities the term is interchangeable with "par" Federal Agency Securities Securities issued by a govemment sponsored agency These agencies were created by Congress to undertake various types of financing without tapping the public treasury In order to do so, Congress gave these agencies the power to borrow money by issuing securities. These securities are backed by the issuing agency and are not direct govemment obligations, however, there is a market perception that there is an implicit govemment guarantee. These agencies include the Federal National Mortgage Association (FnMA), the Federal Home Loan Bank System (FHLB), and the Federal Fame Credit System (FFCB). Federal Funds Short-term investments/borrowings between banks. Despite its name, these transactions are not loans to or from the federal govemment. Nor do they include any guarantee or backing from the federal government. They are called "federal funds" because the parties exchange the funds by transferring balances from the lender's account with its Federal Reserve District Bank to the borrower's account with its Federal Reserve District Bank. Federal Funds Rate The rate at which banks borrow from one another generally, as an ovemight loan. Federal Reserve System The central bank of the United States which has regulated credit in the economy since its inception in 1913 It includes the Federal Reserve Bank, 14 district banks and member banks of the Federal Reserve, and is govemed by the Federal Reserve Board. Government Securities Any debt obligation issued by the U.S. govemment, its agencies or instrumentalities. Certain securities, such as Treasury bonds and Govemment National Mortgage Association Notes (GNMA or Ginnie Maes), are backed by the U.S. Govemment as to principal and interest payments. Other securities, such as those issued by the Federal Home Loan Mortgage Corporation, or Freddie Mac, are backed by the issuing agency Liquidity Refers to the ease and speed with which an asset can be converted into cash without a substantial loss in value. Loss The excess of the cost or book value of an asset over its selling price. Local Government Investment Pool (LGIP) The aggregate of all funds from political subdivisions that are placed in the custody of the State Treasurer for investment and reinvestment. Mark -to- Market An adjustment in the valuation of a securities portfolio to reflect the current market values of the respective securities in the portfolio This process is also used to ensure that margin accounts are in compliance with maintenance. Market Value The price at which a security is trading and could presumably be sold. Master Repurchase Agreement An agreement between the investor and the dealer or financial institution. This agreement defines the nature of the transactions, identifies the relationship between the parties, establishes normal practices regarding ownership and custody of the collateral securities during the term of the investment, provides for remedies in the event of a default by either party and otherwise clarifies issues of ownership. Maturity The date upon which the principal or stated value of an investment becomes due. Offer The indicated price at which a seller is willing to sell a security or commodity When buying a security an offer is obtained. (See Bid) Par Value The nominal or face value of a debt security• that is, the value at maturity Premium The amount by which a bond sells above its par value. Prime Rate The interest rate a bank charges on loans to its most creditworthy customers. Frequently cited as a standard for general interest rate levels in the economy Principal An amount upon which interest is charged or eamed. Qualified Public Depository A financial institution which does not claim exemption from the payment of any sales or compensating use or ad valorem taxes under the laws of this state, which has segregated, for the benefit of the commission, eligible collateral having a value of not less than its maximum liability and which has been approved by the Public Deposit protection Commission to hold public deposits. Repurchase Agreement (REPO) A form of secured, short-term borrowing in which a security is sold with a simultaneous agreement to buy it back from the purchaser at a future date. Every transaction where a security is sold under an agreement to be repurchased is a repo from the seller/borrower's point of view and a reverse repurchase agreement from the buyer /lender's point of view Safekeeping A service to customers rendered by banks for a fee whereby all securities and valuables of all types and descriptions are held in the bank's vault for protection or in the case of book entry securities, are held and recorded in the customer's name and are inaccessible to anyone else. Securities Bonds, notes, mortgages or other forms of negotiable or non negotiable instruments. Settlement Date The day on which the payment and the security actually change hands. (See Trade Date) Spread The difference between two prices or two rates. Bankers have many different and highly specific usages of this term. For example, traders use spread to mean the difference between bid and asked prices for a security Underwriters use spread to mean the difference between the price realized by the issuer and the price paid by the investor Bank analysts use spread to mean the difference between the average rate paid on a bank's assets and the average rate paid on the bank's liabilities. In asset liability management, spread most often refers to the difference between two rates or yields. Step -Ups A form of callable security for which the coupon rate increases if the security is not called. Strips Principal and interest cash flows due from any interest bearing security can be separated into different financial instruments. This is done by a process called "stripping." Each coupon payment is separated from the underlying investment to create a separate security For example, a five -year note can be separated into 11 pieces: 10 semiannual coupon payments and the final principal payment. Each of those 11 pieces is a separate cash flow that can be purchased or sold just like a Treasury Bill. The cash flows are sold at a discount. The amount of the discount and the time until the cash flow is paid determine the investor's retum. Trade Date The day on which a buyer and seller agree upon a transaction. Third Party Safekeeping A custodian for the investor holds securities in safekeeping. Under this arrangement, the dealer or bank investment department has no access to the securities being held. Time Deposit Interest bearing deposit at a savings institution that has a specific maturity Treasury Bills Short-term obligations issued by the U S. Treasury maturities of one year or Tess. They do not pay interest but instead are basis. Treasury Bonds Long -term obligations issued by the U.S. Treasury initial maturities greater than ten years. Treasury Notes (T- Notes) Medium term obligations issued by the U.S. issued in maturities for more than one to ten years. Bills are issued for issued on a discount Bonds are issued for Treasury Notes are Yield Loosely refers to the annual return on an investment expressed as a percentage on an annual basis. For interest bearing securities, the yield is a function of the rate, the purchase price, and the income that can be eamed from the reinvestment of income received prior to maturity call, or sale. While various formulas are used to express yields in different variations, the underlying calculation is made by dividing the amount realized by the cost of the security and annualizing the result. Yield Curve A graph (x -axis time; y -axis rate) showing the relationship at a single point in time between the available maturities of a security or similar securities with essentially identical credit risk and the yields that can be eamed for each of those available maturities. Yield Curve Slope A yield curve that depicts the customary situation where long -term rates are higher than short-term rates is called an upward sloping or positive yield curve. A yield curve depicting the less common occurrence where short-term rates are higher than long -term rates is called a downwardly sloping or inverted yield curve. Yield curves also describe the amount of difference between short-term and long -term rates. When long -term rates are much higher than short-term rates, the yield curve is said to be steep. When long -term rates are virtually identical to short-term rates, the yield curve is said to be flat. Zero Coupon Bond A type of debt security that does not pay periodic interest. Zero coupon securities are bought and sold at prices that are less than the par values of the securities. The discount, or difference between the principal paid to purchase the security and the principal retumed at maturity, constitutes the investor's retum. AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF TUKWILA, WASHINGTON, ADOPTING INVESTMENT POLICIES FOR THE CITY OF TUKWILA, SETTING RESPONSIBILITY FOR MAINTENANCE AND CHANGES, REPEALING ORDINANCE NO 859 AS CODIFIED AT TUKWILA MUNICIPAL CODE 3.28, PROVIDING FOR SEVERABILITY, AND ESTABLISHING AN EFFECTIVE DA1'B. On i.h" !)d the City Council of the City of Tukwila passed Ordinance No to replace the original "Investmg City Funds" policy established m 1974 with an mveslinent policy that meets state and national standards, providing for severability; and establishing an effective date. The full text of this ordinance will be mailed without charge to anyone who submits a written request to the City Clerk of the City of Tukwila for a copy of the text. APPROVED by the City Council at its meeting of Published Seattle Times. /q/O`er 1 L L CITY OF TUKWILA SUMMARY OF ORDINANCE NO E. Cantu, CMC, City Clerk