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Home My WebLink AboutCAP 2008-01-28 COMPLETE AGENDA PACKETITEM 1. PRESENTATION(S) 2. BUSINESS AGENDA City of Tukwila Community Affairs and Parks Committee Joan Hernandez, Chair Verna Griffin De'Sean Quinn AGENDA Monday, January 28, 2008 Conference Room #3, 5:00 PM a. Modifications to Zoning and Subdivision Codes to allow for zero -lot line townhouse development; Jack Pace, DCD Director. b. Amendment #1 to Contract #03 058 with Starfire Sports; Bruce Fletcher, P &R Director, 3. ANNOUNCEMENTS 4. MISCELLANEOUS Distribution: J. Duffle J. Hemandez V. Griffin D. Quinn P. Linder D. Robertson Mayor Haggerton R. Berry E. Boykan J. Cantu B. Fletcher ACTION TO BE TAKEN 1 Page a. Forward to 2/11 C.O.W. Pg.1 and 2/19 Regular Mtg. b. Forward to 2/11 C.O.W. Pg.47 and 2/19 Regular Mtg. Next Scheduled Meeting: Monday, February 11, 2008 15. The City of Tukwila strives to accommodate those with disabilities. Please contact the City Clerk's Office at 206 433 -1800 for assistance. K. Fuhrer V. Jessop S. Kerslake G. Labanara K. Matej M. Miotke C. O'Flaherty J. Pace D. Speck R. Still CC File (cover) Department of Community Development Jack Pace, Director To: City of Tukwila INFORMATION MEMORANDUM Mayor Haggerton Community Affairs and a s Committee FROM: Jack Pace, DCD Director DATE: January 23, 2008 SUBJECT: Townhouse Zoning and Su ivision Code Amendments ISSUE Should the Zoning and Subdivision Codes be changed to allow for development of zero -lot line /fee simple townhomes on individual lots (lot lines would run through the buildings)? Due to MDR and HDR development standards such as minimum lot sizes and side yard setback requirements only condominiums or apartments can be built in our multi family zones, though they could be built in townhouse form. BACKGROUND DCD has periodically been approached by developers interested in building zero -lot line or fee simple townhomes. Developers think that there is a stronger market for this type of housing on individually owned lots rather than as condominiums and the insurance requirements for condominiums make many small projects unfeasible. Providing for an additional type of housing ownership (townhouses on individual zero -lot line lots) would expand the housing options of Tukwila's residents and provide multi family property owners an alternative to apartment development. In addition to the technical changes needed to create individual townhouse lots changes to Tukwila's bulk and coverage limitations may encourage the market to provide townhouses. Because townhouses are typically significantly larger than stacked apartments and condominiums under the current code requirements fewer townhouse units than apartments could be built on a given site, making them a less attractive development option. The CAP discussed the proposal on April 10 and moved it to the COW without a recommendation. They discussed a range of issues including the necessity for common children's play areas, concern about blank walls and the environmental impacts of dense development. The COW discussed the issue on May 14 and expressed concern about assuring adequate recreation and open space in future developments; the need for flexibility in offering a variety of housing options in the City; the assurance that privacy will be considered for adjoining single family homes that may be affected by tiered setback requirements; and the importance of a design review process that involves the public. Jim Haggerton, Mayor MD Page 1 01 -23 -2008 Q: \Townhomes \CAP- 01 -28 -08 Townhouse.DOC 6300 Soathcenter Boulevard, Suite #100 Tukwila, Washington 98188 Phone: 206 431 -3670 Fax: 206 431 3665 The Planning Commission held a hearing on June 28 and recommended a few changes to the staff's proposal. Specifically they recommended tailoring the Multi- Family Design Guidelines to address the townhouse building type and requiring design review for all townhouse projects by the Board of Architectural Review. Subsequently the Fire Department requested two changes to improve fire response: limiting the number of attached townhouse units to four (this would only affect HDR since MDR is limited to fourplexes already) and requiring gates in private yard fences. The second hearing was held on November 8, 2007, to finalize the Townhouse Design Guidelines. Based on testimony received at the hearing, the Planning Commission asked staff to review the setback requirements of adjoining jurisdictions, and continued the hearing until December 13, 2007. After comparing the setback requirements of adjoining cities, staff recommended not requiring a tiered setback for townhouses that are not adjacent to LDR zone. Also, a definition of detached zero lot line dwelling units was added and these were listed as permitted use in MDR zone. See Attachment A for the Planning Commission's recommended changes to Zoning and Subdivision Codes to allow for zero lot line townhouses. ANALYSIS Due to Tukwila's prevailing pattern of narrow, deep lots in most infill situations townhouses would be perpendicular to the street, rather than the traditional row house with stoops along the street and alley access behind. Below is an example of a typical market driven design for ten units on an 80'x240' infill lot showing the dashed individual parcel lines through the buildings. See Attachment B for examples of townhouses in Tukwila and Renton. See Attachment C for a comparison of Tukwila's current multi- family standards to townhouse standards in other cities. The shaded cells on the chart are areas where staff is suggesting changes. Staff circulated the discussion of proposed changes to a few developers who have expressed an interest in townhouse development in Tukwila. Their feedback has been used to shape the Planning Commission recommended changes which are grouped by subject MD Page 2 01 -23 -08 Q: \Townhomes \CAP- 01 -28 -08 Townhouse.DOC area and discussed below. These include both the minimum changes necessary to allow platting of townhouse lots as well as additional changes that would bring Tukwila's standards closer to prevailing market driven development patterns. Subdivision Code The recommended approach to the subdivision process is to follow Seattle's example in treating townhouse and cottage housing projects similarly to a binding site plan. This would apply lot size, lot width, setback and landscape standards to the original "parent" parcel rather than the "unit" lots that contain the individual townhomes. This would result in the same treatment adjacent to the neighboring properties while allowing a different ownership pattern. Other than that change both the short plat and subdivision platting process could follow the standard procedure with preliminary approval, infrastructure construction, final approval and then building permit. We would allow the building foundations to be constructed prior to final approval along with the rest of the site improvements so that the lot lines could be drawn accurately through the existing common walls. If the buildings are constructed after the plat sometimes field conditions require boundary line adjustments to meet the as built conditions. MDRIHDR Zoning Standards In addition to the technical changes needed to allow platting of townhouse sized lots the Planning Commission recommends the following modifications to the bulk and coverage requirements to allow for a more market driven development pattern and density closer to what is achievable for stacked apartments or condominiums. Setbacks Setback requirements should be applied to the parent lot rather than the unit lots since their purpose is to protect neighboring properties. The front and second front setbacks would not increase for the third or fourth floors unless the adjacent property was zoned LDR. The side and rear setbacks would not increase for the second and third floor but would increase only for fourth floor or if adjacent to LDR. This would still provide a buffer to the adjacent property while allowing for consistent floor plans for the townhouses. A new building separation standard would be adopted for townhouse buildings of 10' for 2 story buildings and 20' for 3 and 4 story buildings. Modulation Because townhouse units are generally narrow the existing modulation requirements would pose a significant constraint on the design. In exchange for shorter allowable building lengths (80' in MDR and 125' in HDR) the 4 foot modulation requirements would not be increased for three and four story townhouse buildings. MD Page 3 01 -23 -08 Q: \Townhomes \CAP- 01 -28 -08 Townhouse.DOC Development Coverage It is not possible to achieve zoned density with a typical townhouse product under the 50% development coverage limitation. Townhouses are typically twice as large as an average apartment usually with 2 to 3 bedrooms and a garage. The recommended 75% development coverage would be similar to the impervious surface limitations common in other jurisdictions. Recreation Space Setback areas that are part of a private yard for an individual unit would be allowed to count toward the 400 sq. ft. per unit recreation space requirement as long as it measured at least 10' on all sides. Since the small private yards are generally fenced the height of opaque fences along street frontages should be limited to 4 feet, with lattice or other open material allowed up to 6 feet. Private yard that includes side yard setback area The current requirement for at least 25% of the recreation space to be devoted to shared children's play areas would start with developments of ten or more lots. This would ensure that the play area is large enough to be usable and that there is a critical mass of owners to share the burden of maintenance and liability insurance. Detached zero -lot line units The townhouse definition covers attached units, but there has been interest to develop detached compact single family units in MDR zone. Staff is recommending adding a definition of detached zero lot line dwelling units and permitting these type of developments in MDR zone subject to design review approval and meeting the recreation space requirements of a townhouse. The zero lot line type of development pattern allows houses to be constructed immediately adjacent to one side lot line (no side yard setback), coupled with an easement on the adjacent lot for maintenance purposes. This helps preserve privacy and usable yard space, especially in small lot areas. MD Page 4 01 -23 -08 Q: \Tow•nhomes \CAP- 01 -28 -08 To«'nhouse.DOC Design Review The existing Multi Family Design Guidelines booklet has a number of sections that may not be applicable to townhouses, such as the common space guidelines, parking lot standards and building separation requirements. In addition it does not provide illustrations that reflect townhouse density or building types. See Attachment E for the proposed townhouse guidelines with illustrations. RECOMMENDATION Forward the Planning Commission recommendations to the full Council for a public hearing on February 11, 2008 and then adoption on March 3, 2008. ATTACHMENTS: A. Planning Commission meeting minutes from June 28 Nov 8 and Dec 13 meetings. B. Townhouse Examples C. Comparison of Tukwila's current MDR and HDR standards to townhouse standards in other cities D. Proposed Code Amendments in Strikeout/Underline Format E. Draft Townhouse Design_ Guidelines MD Pale 5 01 -23 -08 Q: \Townhomes \CAP- 01 -28 -08 Townhouse.DOC JUNE 24, 2007 PUBLIC HEARING MINUTES PLANNING COMMISSION PUBLIC HEARING CASE NUMBER: L07 -024 Code Amendments APPLICANT: City of Tukwila REQUEST: Modifications to zoning and subdivision codes to allow for zero -lot line townhouse development. LOCATION: Multi family zones Nora Gierloff gave the presentation for staff. Currently, in the multi family zones, there are certain standards, such as minimum lot size, lot width and side yard setback requirements. When you combine them you can only build either apartments or condominiums. You cannot have a townhouse that you own between two party walls all the way to the ground with a lot line between you and your neighbor. Townhouses are a popular housing type and there have been some developers who have talked to the City Council expressing an interest in developing this type of housing. The Council is interested in knowing what it would take to develop townhouses in Tukwila. Staff compared Tukwila standards with standards established in other adjacent cities that are developing townhouses. There are two categories of changes that would need to be considered: 1. There are things that would absolutely need to be changed in order to draw the lot line through the buildings. 2. There are other standards that would bring Tukwila's requirements more into line with what other cities are seeing, which could encourage townhouse development. Staff suggested if the Commission agree that some changes should be made, they may want to look at some of Tukwila's standards to see if it would be a competitive place to develop compared to other Cities. Ms. Gierloff went over the proposed changes that are listed in the June 19, 2007 Planning Commission Staff Report, Attachment H. Staff circulated their proposed changes to a number of developers who have expressed an interest in land in Tukwila. Some of the feedback that she has received from developers was incorporated into the proposed changes where appropriate. There was a lot of discussion on the proposed changes and Ms. Gierloff addressed several questions raised by the Planning Commission. There were no public comments. The Public Hearing was closed. The Planning Commission deliberated. Commissioner Peterson stated that if there is a need for a secondary fire lane access across single family residential, a gate should be erected for passive protection. He pointed out that there is no way to get one after the fact. Attachment A Commissioner Marvin expressed some concerns about the quality of townhouses, indicating he wants them to be nice. He also requested that construction should not impact residents. Chair Malina suggested it would be a great tool for the Council if staff provided some CAD drawings of a parent lot developed with garages in the front and without garages. He also suggested an example of a single unit with and without garage frontage be provided. It was also suggested that a sidewalk recommendation be prepared for the Council. THE PLANNING COMMISSION MADE A RECOMMENDATION TO MODIFY AND FORWARD TO THE CITY COUNCIL, THE CODE AMENDMENTS ON CASE NUMBER L07 -024 APPROVING STAFF'S RECOMMENDATIONS FOR OPTIONS: 2. Make only those changes to the Zoning and Subdivision Codes necessary to allow platting of individual townhouse lots and; 3. Make additional changes to the Zoning Code requirements for tiered setbacks, modulation, development coverage and common recreation space; and 4. Modify the Multi- Family Design Guidelines with illustrations and design guidance specific to townhouse development; and THE PLANNING COMIVIISSION HIGHLY RECOMMENDS THAT OPTION FIVE COMES BACK TO THE PLANNING COMMISSION, BUT MAY BE ELIMINATED AND GO TO ADMINISTRATIVE REVIEW AT SOME POINT. THERE WAS ALSO INTEREST EXPRESSED IN ADDING A FIRE LANE ACCESS. NOVEMBER 8, 2007 PUBLIC HEARING MINUTES PLANNING COiYIlVIISSION PUBLIC HEARING CASE NUMBER: L07 -024 APPLICANT: City of Tukwila REQUEST: Modifications to zoning and subdivision codes to allow for zero -lot line townhouse development LOCATION: Multi family zones Chair Malina swore in those wishing to provide testimony. Minnie Dhaliwal, Planner gave the presentation for staff. She provided background on the proposed changes and gave an overview of the draft Townhouse Design Guideline Manual, which had not come before the Planning Commission. Staff wanted the Planning Commission to look at and provide input on the final version of the Design Guidelines before going to City Council. Staff also wanted to give developers who had not had the opportunity for comments at a public hearing regarding some of the development standards, a chance to do so. The Townhouse Design Guideline Manual addresses site planning, building design, landscape treatment and miscellaneous issues. As a result of discussion, staff will include language encouraging low grade parking. Mike Overbeck, Developer, explained he is trying to develop property he has on 144 street and is looking at economic factors to develop his parcel. Jim Barker, Architect, is present, to show the Commission some examples of what might happen with the proposed setbacks. Mr. Overbeck asked if a couple of Mr. Barker's examples could be noted in the report. He also asked that the setbacks at the most stringent be 10 feet from the property line and 10 feet going straight up, not having an additional setback for the second and third floor. He pointed out on page 3 of the staff report that the side setbacks, (assuming that the parent lot is viewed as a whole) in townhomes, would mean that the second floor would have to be 20 feet off the property line. Whereas the first floor could be 10 feet off it. He stated that in his seven years of Real Estate background and his searching for examples in King County, he can not find a single example of a zero lot line townhome that has a tiered setback for additional stories. Mr. Overbeck said this is really in reference to lots that border MDR and HDR lots. He stated that HDR lots are 2,000 sq. ft. and with the proposed setback that you really can not build a structure that can be sold. Mr. Overbeck stated he is hoping to add to the community and bring in some home ownership and that there will be a little more pride taken in the neighborhood. He said to make this economically viable at all; he has to build three bedroom homes, at a minimum. He asked if something could be adopted so that as developers they could come up with economically viable products. He stated there could be 25-40% of the lots could be affected by the setbacks. There were samples provided. Jim Barker, Architect, helped Mr. Overbeck design the townhome project in the HDR zone. He said the 20 feet side setbacks really hurt the design. The 20 foot setback does not allow for building 3 bedroom townhomes. Mr. Barker passed around some samples with various setbacks and listed some setbacks in other jurisdictions, asking that the proposed setbacks be reconsidered. Mr. Barker answered questions and provided clarification for the Commission and staff. Gary Singh, Developer, asked why the HDR zone setback has to go higher, stating if that is done you do not have enough room left to build anything. He also stated if the rear setbacks are 10 feet there will be a little more breathing room and it will be more economical. People can spend money and it will help. He also answered questions and provided clarification. REBUTTAL: Minnie Dwaliwal stated that townhomes are a good thing, but she asked, at the same time what we are giving up if you shorten the setback. She said the problem with this property is that it's too narrow and no matter what code you write, there will be some issues with it. With the existing code, landscaping also creates a problem for developers. The suggestion for this particular property is to try and acquire abutting property that may be re- developable. Commissioner Ekberg stated the existing setbacks for apal talents are being applied to townhomes and a different look needs to be taken at it. He recommended taking the existing table and making a new table called "MDR basic development standards for townhomes." Then, apply two principles to that table: 1) townhome development adjacent to an existing multi development (an apartment) and 2) a townhome development that would be adjacent to single family lots. He would surmise he would like to see setbacks associated to townhomes adjacent to single family lots larger in size than setbacks associated with townhomes next to apat tuients. An example was provided. Minnie stated that staff will create a table for the Commission to take a fmal look at in December. Chair Malina asked that staff provide the Commission a broader view of townhomes and what other jurisdictions are doing. Case Number L07 -024 continued to December 13 public hearing. DECEMBER 13, 2007 PUBLIC HEARING MINUTES CASE NUMBER: L07 -024 APPLICANT: City of Tukwila REQUEST: Modifications to zoning and subdivision codes to allow for zero -lot line townhouse development LOCATION: Multi family zones Minnie Dhaliwal, Senior Planner, gave the presentation for staff. She stated that this is the third time the case has been heard by the Commission. This third hearing addresses the comparison setbacks of the neighboring jurisdictions. There was a detailed overview and summary of the proposed changes on the new setbacks. Staff's new recommendations for setbacks are listed in the December 5, 2007 staff report. Since the last meeting, staff has added a definition for detached zero lot line dwelling units. Minnie answered several questions during her overview. Mike Overbeck, Developer, gave testimony on the landscape setbacks and the distance between buildings. He handed out and went over, different lot examples, based on different setbacks, to the Commission. He said his goal is to be able to come up with a zero lot line proposal that allows developers to build as many units as the zoning allows. Mr. Overbeck expressed that he is happy that the new setbacks proposed by staff allow developers to build more units. However, he stated that there are two other problems. 1) Additional landscaping setbacks affects the zoning for narrow lots 2) He also said that 20 foot setbacks between three story buildings create a problem using the maximum space and creating an aesthetic appearance. The Commission was asked to strongly consider a ten foot setback on three story buildings in the MDR between buildings so developers can utilize the maximum space. Commissioner Parrish asked Mr. Overbeck what he would propose as an alternative to the 10 foot landscaping setback. Mr. Overbeck stated that he is proposing zero landscaping setbacks for lots that are adjacent to the UDR and MDR. Jim Barker, for the applicant, went over some documentation he provided on landscape setbacks between buildings of different projects he has worked on. Mr. Barker stated that with staffs proposed landscape setbacks developers aren't able to build as many units because the lots are long and narrow. He indicated that other jurisdictions that he works in have landscape requirements. He said as long as the developer provides the total landscaping that is required, they can move landscaping around. The applicant proposes reducing the separation between buildings to ten feet and recommended a total amount of landscaping vs. landscape setbacks. Mr. Barker asked that the landscape setbacks and the separation between buildings are reconsidered. REBUTTAL: PLANNING COMMISSION PUBLIC HEARING Minnie Dhaliwal, Senior Planner addressed the issue the applicant raised regarding the narrow lots. She said the first thing to figure out is how many long narrow lots the applicant is talking about, which she determined was three. She said when the codes are written they are not written for one specific property, hO\vever, staff wants to try and accommodate and make it work for developers. She determined that there would not be a problem reducing to the ten foot setback and going with a ten foot building separation up to three stories. Therefore, she said the Planning Commission might want to reconsider allowing the change. Minnie explained Perimeter Landscaping Averaging, which she stated is in the City's code. The applicant could apply for Perimeter Landscaping Averaging and, if they meet the five criteria, the space would be more useable space, as long as, the screening and buffer requirements are met. The option of not having landscaping is not very attractive and would not provide high quality development. Therefore, staff recommends leaving the ten foot landscaping requirement, \vhich is already in the code and amend the building separation to ten feet for up to three story buildings in the MDR and HDR. The landscaping setbacks for four story buildings would remain at 20 feet. Minnie read the five criteria for Perimeter Landscaping Averaging to provide clarity for the Commission. There was discussion and Minnie answered several questions. There were no further comments. The public hearing was closed. The Planning Commission deliberated. Commissioner Arthur stated that the Commissioners do not come up with guidelines to maximize density for a developer for a specific property and he is reluctant to do so. He said it is difficult to review the amount of documentation provided by the applicant at the meeting and be able to proceed. He inquired whether staff had the opportunity to review all ofthe documentation, and staff confIrmed that they had not. Commissioner Arthur stated he was opposed to suggestions to eliminate landscaping. The Planning Commissioners concurred with Commissioner Arthur and were in consensus with staffs recommendations. COMMISSIONER EKBERG MADE A MOTION TO APPROVE CASE :NUMBER L07- 024 BASED ON STAFF'S FINDINGS, CONCLUSIONS AND RECOMl\fENDATIONS, TO BE FORWARDED TO THE CITY COUNCIL. COMMISSIONER ARTHUR SECONDED THE MOTION. ALL WERE IN FAVOR. Townhouse Examples Hollycrest Townhomes 2,200 to 3,100 sf lots (without roads) 1,300 to 1,650 sf houses 2 bedroom 2 bath Approximately $280,000 22 units 3 have resold during the last 4 years Park Pointe on the Hill Condominiums 3,000 sf lots 1,100 sf houses 2 and 3 bedrooms 3 baths Approx $200,000 9 units 2 have resold since 1995 Cobblestone Townhouse - Renton 1,500 to 2,600 sf lots (without roads) 1,400 to 1,800 sf houses 3 bedroom 2 bath Approximately $300,000 Attachment B Classic Concepts Townhouses 2,200 to 2,800 SF Lots (including road) 1,400 to1,650 sf houses 3 bedroom 2 bath Approx. $300,000 140'x400' lot (1.3 acres) Cherrywood Lane Small Lot Single Family 3 to 4,000 sf Lots (public roads) 1,700 sf houses 3 bedroom 2 bath Approx. $400,000 1 /2 acre communal open space Attachment B Examples of some detached zero lot line type of developments: 1 1 I sk I T i t85IN1fl ,,OR[ rEfikSI0 V.YGiVKS Mitt.,i STfI191YTL i:inn 'iiiiiin ZERO LOT LINE The site plan for a small zero lot tine development shows how staggered siting, fencing, and detached garages can help preserve privacy and produce an in. teresting arrangement. .1 ZEeo L.OT LIAJE. Attached zero lot line type of development (These would be considered as townhouses under the proposed code changes) Standard Density Units /Acre Height Max Attached Max Build. Length Lot Width Impervious Surface Building Coverage Setbacks: Front 1st Floor Front 2nd Front 3rd Front 4th 2nd Front 1st 2nd Front 2nd 2nd Front 3rd 2nd Front 4th Side 1st Side 2nd Side 3rd Side 4th Rear 1st Rear 2nd Rear 3rd Rear 4th Recreation Other Jurisdiction Tukwila Seattle Renton MDR I HDR I Lowrise 1-41 R -14 1 RM 1 T 1 Min 8 Max Min 14 Max Min 12 Max Max 14.5 Max 22 14 35 24 25 10 for 2 Stories or 3 Stories or 30 45 pitched roof 30' 35' 35' 35' 3 to 6 50', 100' w/ Modulation 60 15 20 30 7.5 10 20 (30 -next to LDR) 50'. 200'1N/ Modulation 60_ 15 20 30 45 7.5 10 15 15 I 5I 50% 5' Min, Av. Of adjacent 20 20 8' Av, 6' Min 20 -(30 next 20 (30 next to LDR) to LDR) 9' Av, 6' Min 11' Av, 6' 0 Min 25' or 15% 10 10 lot depth 20 I 20 (30 n to LDR 3 400, 25% 400 25% shared play shared play_ Average Space sf per unit area area 300 private 115' 20' or 25' 14' 50% 75% Front access 20', w /Alley 10' House 10' Garage 18' 10' 5', 10' when 10 10 8' Av, 6' Min next to SF 85% SeaTac Olympia 180' Along street 16' 70% 55% 70% 20', 10' w/ 10 -15' (0' side or rear 5' with design) parking 5' (0' with 3' design) 10' 10' (0' with 15' 5' design) 20' 200 private, 75 shared Alley Access Required R6 -12 Min 6 Max 12 4 10' Attachment C Proposed Zoning and Subdivision Code Changes 17.12.010 Scope Any land being divided into nine or fewer parcels, lots, unit lots, tracts or sites for the purpose of sale, lease, or gift, anyone of which is less than 20 acres in size, shall meet the requirements of this chapter. (Ord. 1833 $1 (part). 1998j 17.12.070 Unit lot short plats A. Sites developed or proposed to be developed with townhouses, cottage housing, compact single family, or zero-lot line units may be subdivided into individual unit lots. The development as a whole shall meet development standards applicable at the time the permit application is vested. Any private, usable open space for each dwelling unit shall be provided on the same lot as the dwelling unit it serves. E. Subsequent platting actions, additions or modifications to the structure( s) may not create or increase any nonconformity of the parent lot. C. Access easements and loint use and maintenance agreements shall be executed for use of common garage or parking areas, common open space (such as common play areas), and other similar features, as recorded with the King County Department of Records and Elections. D. Within the parent lot, required parking for a dwelling unit may be provided on a different unit lot than the lot with the dwelling unit, as long as the right to use that parking is formalized by an easement on the plat, as recorded with the King County Department of Records and Elections. E. The fact that the unit lot is not a separate buildable lot, and that additional development of the individual unit lots maybe limited as a result of the application of development standards to the ?arent lot shall be noted on the plat, as recorded with the Director of the King County Department of Records and Elections. F. Construction of townhouse dwelling foundations may commence prior to final short plat approval, provided: 1. The proposed short plat has received preliminary approval, and the necessary financial sureties have been filed to assure construction of required public improvements; 2. Partial or complete construction of structures shall not relieve the subdivider from, nor impair City enforcement of conditions of subdivision approval; 3. Construction shall not proceed beyond foundations, and units shall not be rented or sold, nor occupancy permits issued until [mal short plat approval is granted. 17.14.010 Scope Any land being divided into 10 or more parcels, lots, unit lots, tracts or sites, for the purpose of sale or gift, anyone of which is less than 20 acres in size, or any land which has been divided under the short subdivision procedures within five years and is not eligible for further short platting pursuant to Section 17.12.010 shall conform to the procedures and requirements of this chapter. (Ord. 1833 ,~'l(part), 1998) Page 1 of9 Attachment D 17.14.060 Unit lot subdivisions A. Sites developed or lJroposed to be developed with townhouses. cottage housing, compact single family, or zero-lot line units may be subdivided into individual unit lots. The development as a whole shall meet development standards alJplicable at the time the permit application is vested. Any private, usable open space for each dwelling unit shall be provided on the same lot as the dwelling unit it serves. B. Subsequent platting actions, additions or modifications to the structure( s) may not create or increase any nonconformity of the parent lot. C. Access easements and loint use and maintenance agreements shall be executed for use of common garage or parking areas, common open space (such as common play areas), and other similar features, as recorded with the King County Department of Records and Elections. D. Within the parent lot, required parking for a dwelling unit may be provided on a different unit lot than the lot with the dwelling unit, as long as the right to use that parking is formalized by an easement on the plat, as recorded with the King County Department of Records and Elections. E. The fact that the unit lot is not a separate buildable lot, and that additional development of the individual unit lots may be limited as a result of the application of development standards to the parent lot shall be noted on the plat, as recorded with the Director of the King County Department of Records and Elections. F. Construction oftownhouse dwelling foundations may commence prior to final plat approvaL provided: 1. The proposed plat has received preliminary approvaL and the necessary financial sureties have been filed to assure construction of required public improvements; 2. Partial or complete construction of structures shall not relieve the subdivider from, nor impair City enforcement of conditions of subdivision approval: 3. Construction shall not proceed beyond foundations, and units shall not be rented or sold, nor occupancy permits issued until final plat approval is granted. 18.06.537 Lot. Parent "Lot, parent" means the initial lot from which unit lots are subdivided for the exclusive use of townhouses. cottage housing, compact single family, zero-lot line units, or any combination of the above types of residential development. 18.06.542 Lot. Unit "Lot, unit" means one (1) ofthe individual lots created from the subdivision of a parent lot for the exclusive use of townhouses, cottage housing, compact single family, zero-lot line units, or any combination of the above types of residential development. 18.06.768 Short Subdivision "Short subdivision" means the division ofland into nine or less lots, unit lots, tracts, parcels, sites or divisions. Page 2 of9 18.06.813 Subdivision "Subdivision" means the division or redivision of land into ten or more lots, unit lots, tracts, parcels, sites or divisions. 18.06.8XX Townhouse "Townhouse" means a form of ground-related housing in which individual dwelling units are attached along at least one (1) common wall to at least one (1) other dwelling unit. Each dwelling unit occupies space from the ground to the roof and has direct access to private open space. No portion of a unit may occupy space above or below another unit. except that townhouse units may be constructed over a common shared parking garage, provided the garage is underground. 18.06.8XX Detached Zero Lot Line units A development pattern of detached dwelling units constructed immediately adiacent to one side lot line (i.e. no side yard setback), coupled with an easement on the adiacent lot in order to maintain separation between structures. The easement will provide access rights for maintenance purposes, help preserve privacy and usable yard space. 18.12.070 Basic Development Standards Development within the Medium Density Residential District shall conform to the following listed and referenced standards: 18.12.020 Permitted Uses A. The following uses are permitted outright within the Medium Density District, subject to compliance with all other applicable requirements of the Tukwila Municipal Code: 1. Dwelling - One detached single-family dwelling per lot. 2. Dwelling - Multi-family duplex, triplex, ef fourplex units or townhouse up to four attached units. 3. Detached zero lot line units. J-A. Animal veterinary, including associated temporary indoor boarding; access to an arterial required. 4:ic Day care centers. ~. Public parks, trails, picnic areas and playgrounds, but not including amusement parks, golf courses, or commercial recreation. ~ 7. Shelters. B. In Commercial Redevelopment Areas 1, 2, and 4 (see Figures 18-9 or 18-10), the uses and development standards of the adjacent commercial zone are permitted and shall apply, subject to the specific criteria and procedures defined in TMC 18.60.060. (Grd. I 976 ~20, 200L Ord. 1865 ~9, 1999; Grd. 1758 ~ I (part), 1995) MDR BASIC DEVELOPIVlENT STANDARDS Lot area, minimum 8,000 sq. ft. (Applied to parent lot for townhouse plats) Lot area per unit (multi-family) 3,000 sq. ft. Average lot width (min. 20 ft. street frontage 60 feet (Applied to parent lot for townhouse width), minimum plats) Setbacks, minimum: Applied to parent lot for townhouse plats . Front - 1st floor 15 feet Page 3 of9 . Front - 2nd floor 20 feet . Front - 3rd floor 30 feet (20 feet for to\vnhouses) . Second front - 1st floor 7.5 feet · Second front - 2nd floor 10 feet 'Secondfront-3rdfloor 15 feet 00 feet for townhouses) · Sides - 1st floor 10 feet · Sides - 2nd floor 20 feet 00 feet for townhouses unless adiacent to LDR) · Sides - 3rd floor 20 feet (30 feet if adjacent to LDR) 00 feet for townhouses unless adiacent to LDR) . Rear - 1st floor 10 feet · Rear - 2nd floor 20 feet 00 feet for townhouses unless adiacent to LDR) . Rear - 3rd floor 20 feet (30 feet if adjacent to LDR) 00 feet for townhouses unless adiacent to LDR) Townhouse building separation. minimum . 1 and 2 stOry buildings 10 feet . 3 story buildings 20 feet Height, maximum 30 feet Landscape requirements (minimum): Applied to parent lot for townhouse plats See Landscape, Recreation, RecyclingiSolid Waste Space requirements chapter for fUlther requirements . Front(s) 15 feet . Sides 10 feet . Rear 10 feet Development area coverage 50% maximum (75% for tovmhouses) Recreation space 400 sq. ft. per dwelling unit (1,000 sq. ft. min.) Off-street parking: . Residential See TMC Chapter 18.56, Off-street Parking & Loading Regulations. · Accessory dwelling unit See Accessory Use section ofthis chapter . Other uses See TMC Chapter 18.56, Off-street Parking & Loading Regulations (Ord. 1976 f:!3, 2001; Ord. 1758 fJ(part), 1995j 18.14.020 Permitted Uses A. The following uses are permitted outright within the High-Density Residential District, subject to compliance with all other applicable requirements of the Tukwila Municipal Code. 1. Animal veterinary, including associated temporary indoor boarding; access to an arterial required. 2. Convalescent and nursing homes for not more than 12 patients. 3. Day care centers. 4. Manufactured/mobile home park, meeting the following requirements: a. the development site shall comprise not less than two contiguous acres; b. overall development density shall not exceed eight dwelling units per acre; c. vehicular access to individual dwelling units shall be from the interior of the park; and d. emergency access shall be subject to the approval ofthe Tukwila Fire Department. Page 4 of9 5. Dwelling - One detached single-family dwelling per lot 6. Dwelling - multi-family. 7. Dwelling - townhouse up to four attached units. +~. Libraries, museums or art galleries (public). &..2 Parks, trails, picnic areas and playgrounds (public) but not including amusement parks, golf courses, or commercial recreation. 9.10 Shelters. B. In Commercial Redevelopment Area 3 (see Figures 18-9 or 18-10), the uses and development standards ofthe adjacent commercial zone are permitted and shall apply, subject to the specific criteria and procedures defined in the BAR chapter of this code, TMC 18.60.060. (Ord. 1976 &24,2001; Ord. 1865513, 1999;Ord. 1830 &2, 1998; Ord. 175851(part), 1995) 18.14.070 Basic Development Standards Development within the High Density Residential District shall conform to the following listed and referenced standards: HDR BASIC DEVELOPMENT STANDARDS Lot area, minimum 9,600 sq. ft. (Applied to parent lot for townhouse plats) Lot area per unit (multi-family, except senior 2,000 sq. ft. citizen housing) Average lot width (min. 20 ft. street frontage 60 feet (Applied to parent lot for townhouse width), minimum plats) Setbacks, minimum: Applied to parent lot for townhouse plats · Front - 1st floor 15 feet · Front - 2nd floor 20 feet . Front - 3rd floor 30 feet (20 feet for townhouses) · Front - 4th floor 45 feet (20 feet for townhouses) . Second front - 1st floor 7.5 feet · Second front - 2nd floor 10 feet . Second front - 3rd floor 15 feet 00 feet for townhouses) . Second froilt - 4th floor 22.5 feet 00 feet for townhouses) . Sides - 1st floor 10 feet . Sides - 2nd floor 20 feet 00 feet for townhouses unless adi acent to LDR) · Sides - 3rd floor 20 feet (30 feet if adjacent to LDR) 00 feet for townhouses unless adiacent to LDR) · Sides - 4th floor 30 feet (20 feet for townhouses unless adiacent to LDR) . Rear - 1st floor 10 feet . Rear - 2nd floor 20 feet (10 feet for townhouses unless adiacent to LDR) . Rear - 3rd floor 20 feet (30 feet if adjacent to LDR) 00 feet for townhouses unless adiacent to LDR) · Rear - 4th floor 30 feet (20 feet for townhouses unless adiacent to LDR) Townhouse building separation, minimum . 1 and 2 stOlY buildings 10 feet Page 5 of9 . 3 and 4 story buildings 20 feet Height, maximum 45 feet Development area coverage 50% maximum (except senior citizen housing, 75% for townhouses) Landscape requirements (minimum): Applied to parent lot for townhouse plats See Landscape, Recreation, Recycling/Solid Waste Space requirements chapter forfurther requirements . Front(s) 15 feet . Sides 10 feet . Rear 10 feet Recreation space 400 sq. ft. per dwelling unit (1,000 sq. ft. min.) Recreation space, senior citizen housing 100 sq. ft. per dwelling unit Off-street parking: . Residential (except senior citizen housing) See TMC Chapter 18.56, Off-street Parking & Loading Regulations. . Accessory dwelling unit See Accessory Use section of this chapter · Other uses, including senior citizen housing See TMC Chapter 18.56, Off-street Parking & Loading Regulations 18.50.070 Yard Regulations A. Fences, walls, poles, posts, and other customary yard accessories, ornaments, furniture may be permitted in any yard subject to height limitations and requirements limiting obstruction of visibility to the detriment of public safety. The height of o?aque fences along street frontages is limited to 4 feet, with lattice or other open material allowed up to 6 feet. B. In the case of through lots, unless the prevailing front yard pattern on adjoining lots indicates otherwise, front yards shall be provided on all frontages. C. Where the front yard that would normally be required on a lot is not in keeping with the prevailing yard pattern, the DCD may waive the requirement for the normal front yard and substitute therefore a special yard requirement which shall not exceed the average of the yards provided on adjacent lots. D. In the case of comer lots, a front yard ofthe required depth shall be provided in accordance with the prevailing yard pattern, and a second front yard of half the depth required generally for front yards in the district shall be provided on the other frontage. E. In the case of comer lots with more than two frontages, the DCD shall determine the front yard requirements, subject to the following conditions: 1. At least one front yard shall be provided having the full depth required generally in the district; 2. The second front yard shall be the minimum set forth in the district; 3. In the case of through lots and comer lots, there will be no rear yards but only front and side yards; 4. In the case of through lots, side yards shall extend from the rear lines of front yards required. In the case of comer lots, yards remaining after full and halfdepth front yards have been established shall be considered side yards. (See Figure 18-4.) (Ord. /758 !jl (parr), 1995) Page6of9 18.50.083 I\'laximum Building Length In the MDR and HDR zones, the maximum building length shall be as follows: For all buildings except as described below: MDR....50 ft HDR ....50 ft Maximum building length with bonus for modulating off-sets: For structures with a maximum building height of 2 stories or 25 ft., MDR....lOO ft whichever is less, and having horizontal modulation or a minimum HDR ....200 ft vertical change in roof profile of 4 feet at least every two units or 50 feet, whichever is less: For structures with a building height over 2 stories or 25 ft., \vhichever MDR....lOO ft is less, with a horizontal and vertical modulation of 4 ft. or an 8 ft. HDR ....200 ft modulation in either direction: For townhouse structures with horizontal modulation or a minimum MDR....80 ft vertical change in roof profile of 4 feet at least every two units or HDR ....125 ft 50 feet, whichever is less: Modulation shall be required for every 2 units or 50 feet, whichever is less, as measured along the building's length. Grouping of offsets in maximum four unit modules may be permitted only with BAR approval (see Figure 18-5). (Ord. 1758 f1(par~j, 1995) 18.50.085 I\'1aximum Percent Development Area Coverage In the MDR and HDR zones the maximum percent development area coverage shall be 50%, except for senior citizen housing developments in HDR. If the senior citizen housing building is converted to regular apartments the 50% limit must be met. Townhouse develo?ments are allowed up to a maximum of75% develo?ment area coverage. (Ord. 1830,$28, ]998: OnI. 1758 }l(part). 1995) 18.52.060 Recreation Space Requirements In all MDR and HDR zoning districts, any proposed multiple-family structure, complex or development shall provide on the premises and for the use of the occupants a minimum amount of recreation space according to the following provisions: 1. Required Area. a. For each proposed dwelling unit in the multiple-family development and detached zero lot line type of development, a minimum of 400 square feet (100 square feet for senior citizen housing) of recreation space shall be provided. Any multiple-family structure, complex or development shall provide a minimum of 1,000 square feet oftotal recreation space. b. Townhouse units shall provide at least 250 sf of the 400 sf of recreation space as private. ground level open space measuring not less than 10 feet in any dimension. tr. c. The front, side and rear yard setback areas required by the applicable zoning district shall not qualify as recreation space unless portions are incorporated into private open space with a minimum dimension of 10 feet on all sides. 2. Indoor or Covered Space. a. No more than 50% of the required recreation space may be indoor or covered space in standard multi-family developments. Senior citizen housing must have at least 20% indoor or covered space. Page 7 of9 b. The Board of Architectural Review may grant a maximum of two square feet of recreation space for each one square foot of extensively improved indoor recreation space provided. Interior facility improvements would include a full range of weight machines, sauna, hot tub, large screen television and the like. 3. Uncovered Space. a. A minimum of 50% of the total required recreation space shall be open or uncovered, up to 100% of the total requirement may be in open or uncovered recreation space in standard multi-family developments. Senior citizen housing allows up to 80% of recreation space to be outdoors and has no minimum outdoor space requirement. b. Recreation space shall not exceed a 4% slope in any direction unless it is determined that the proposed space design clearly facilitates and encourages the anticipated use as endorsed by the Director. c. The Board of Architectural Review may grant a maximum credit of two square feet of recreation space for each one square foot of outdoor pool and surrounding deck area. 4. General Requirements. a. Multiple-family complexes (except senior citizen housing, detached zero lot line and townhouses with nine or fewer units) which provide dwelling units with two or more bedrooms shall provide adequate recreation space for children with at least one space for the 5-to-12- year old group. Such space shall be at least 25% but not more than 50% of the total recreation space required under TMC 18.52.060.1, and shall be designated, located and maintained in a safe condition. b. Adequate fencing, plant screening, or other buffer shall separate the recreation space from parking areas, driveways or public streets. c. The anticipated use of all required recreation areas shall be specified and designed to clearly accommodate that use. (Ord. 1872,914(part). 1999) 18.56.065 Residential Parking Requirements A. Two off-street parking spaces shall be provided for each dwelling unit which contains up to three bedrooms. One additional off-street parking space shall be required for every two bedrooms in excess ofthree bedrooms in a dwelling unit (i.e., four and five bedroom dwelling units shall have three off-street parking spaces, six and seven bedroom homes shall have four spaces, and so on). B. Each unit in a townhouse development shall have an attached garage with parking for at least one vehicle or a parking space in an underground garage. !h ~The Director shall have the discretion to waive the requirement to construct a portion of the off-street parking requirement if, based on a parking demand study, the property owner establishes that the dwelling will be used primarily to house residents who do not and will not drive due to a factor other than age. Such a study shall assure that ample parking is provided for residents who can drive, guests, caregivers and other persons who work at the residence. If such a waiver is granted, the property owner shall provide a site plan which demonstrates that, in the event of a change of use which eliminates the reason for the waiver, there is ample room on the site to provide the number of off-street parking spaces required by this Code. In the event that a change of use or type of occupant is proposed that would alter the potential number of drivers living or working at the dwelling, the application for change of use shall be conditioned on Page 8 of9 construction of any additional off-street parking spaces required to meet the standards of this Code. (Ord. 1976.$62. JUon 18.60.050 Design Re"iew Criteria A. Generally. The BAR is authorized to request and rely upon any document, guideline, or other consideration it deems relevant or useful to satisfy the purpose and objectives of this chapter, specifically including but not limited to the following criteria. The applicant shall bear the full burden of proof that the proposed development plans satisfy all of the criteria. The BAR may modify a literal interpretation of the design review criteria if, in their judgment such modifications better implement the Comprehensive Plan goals and policies. C. Multi-Family, Hotel and Motel Design Review Criteria. In reviewing any multi- family, hotel or motel application the following criteria shall be used by the BAR in its decision making as well as the Multi-Family Design Manual or Townhouse Design Manual. Detached zero lot line type of developments shall be subiect to Townhouse Design Manual. Page 9 of9 WOO City at Tukwila mutganily Design Wait* Mite VA Flame 18-5 .Maximum building length C 18.50.083 (See Page 7 of 9) under TM This is referenced ements and modulation requir I. SITE PLANNING TOWNHOUSE DESIGN GUIDELINES Streetscape The transition from public to private spaces A. The transition from a pedestrian oriented streetscape to multi -story buildings should emphasize pedestrian scale architectural elements such as porches, plantings of varying heights, and use pedestrian oriented entries, courts, and lighting. It is possible to make the transition to the site, building and individual unit in many different physical ways. For example, a sidewalk could lead through a gate to a private yard and then to a porch before reaching the front door of the townhouse. The most successful solution will consist of a combination of the above suggested symbolic definers or other comparable mechanisms. —B rn4 landscaping and architecture form a gateway. Special pawns and entry sign. Fig. 1: Project entry provides an immediate sense of high quality design. B. Provide a clearly defined building or courtyard entry from the primary street. 1. Use distinctive architectural elements and materials to indicate the entry such as a change in paving material, low wall, steps, trellis, or arbor. Q \Townhomes\MFamilyDesGuide.doc 1 Nov 1, 2007 Attachment E 2. Define the transition space from the sidewalk to the entry with a terrace, plaza, or landscaped area. 3. Consider turning the end unit (or pair of units) to face the public street, see Figure 20. Natural Environment Retain natural site amenities C. Incorporate existing healthy and attractive vegetation into project design by locating buildings to maximize significant tree retention on slopes, retain tree stands, and minimize disturbance of sensitive areas. Retaining large stature trees and tree stands on site very significantly improves the integration of new developments into Tukwila's mature neighborhoods. Fig. 2: Site buildings and roads to retain mature trees. D. Landform grading should be used when feasible to reflect the natural topography and retain mature trees. Q: \Townhomes\MFamilyDesGuide. doc 2 Nov 1, 2007 $allding Building Building Building Circulation Pedestrian Q: \Townhomes\MFamilyDesGui de.doc STREET Slops Conventional Site Planning Fig. 3: Comparison of conventional and landform site grading. STREET Landfortn Site Planning Building 1 Building E. Site coverage on slopes should be minimized to reduce visual impact. Site coverage limitations are not as significant on flat sites where lower buildings may be preferable to maximize architectural harmony with nearby structures and the streetscape. F. Site design should be integrated with the neighborhood. Project design integration should include coordination of circulation, landscaping, recreation spaces, and building location with the surrounding area. A visual distinction using landfolui, landscaping, or materials may separate a project from the general neighborhood. However, high "fortress" walls should be avoided and buildings should not turn their backs to the street. G. A comprehensive system of pedestrian sidewalks should link all building/unit entries, parking lots, recreation areas and the project entries with the area -wide sidewalk system. H. Sidewalks should be a minimum of six feet wide between public roadway and the junction where pedestrian traffic begins to disperse. This would allow one pedestrian to pass another and remain on the sidewalk A minimum four foot wide sidewalk may then be acceptable. 3 Nov 1, 2007 I. Sidewalk crossings of on -site roadways should be distinguished by a different material and slightly raised to prevent runoff from flowing across them. Circulation Vehicular Q \Townhomes\MFamilyDesGuide.doc Building envy arta z---CCnrras ing inawrial marks pedestrian crossings Fig. 4: Key sidewalk intersections and segments are marked with contrasting pavers. J. Buildings should be separated at least 8 feet from driveways and parking spaces where facing windowed walls (but not the entry) of ground units and have a minimum 13 foot separation when facing the entry of ground units. K. Separate buildings from common walkways by at least 8 feet in the structure's front and rear, and a minimum 4 feet on its side. L. Separation guidelines do not apply to incidental structures such as trellises, 18 inch roof eaves, chimneys, covered walks, and pedestrian oriented amenities. M. Design the on -site vehicle circulation system as follows: A maximum of two vehicle access points, depending on parcel characteristics and difficulty of access, to reduce traffic impacts and the site area devoted to roads instead of architecture and landscape /recreation space, Create very low volume cul -de -sacs to allow multiple use as street oriented social/recreation areas, and Stress shared driveways between adjacent developments. 4 Nov I. 2007 Parking N. Locate parking to minimize conflicts between autos and pedestrians. Driveways should avoid crossing pedestrian walkways and paths from residence to children's play area. In large parking lots, provide pedestrian walkways to allowing people to move safely. Additional space should be provided where cars overhang curbs. 0. Separate driveway parking areas with landscape islands to create an individual unit entry and reduce the appearance of large areas of paving. Fig. 5: Separation of driveways with landscape islands. P. Provide the majority of the required parking spaces in attached garages (tandem parking allowed), underground parking, and underbuilding parking when grades permit at least partial screening Q Minimize the prominence of surface parking by using architecture and landscaping to break up or screen parking areas, moving parking to the side or rear, and breaking up large parking areas into smaller ones. Q: \Townhomes\M FamilyDesGuide. doc -5- Nov 1, 2007 Fig. 6: Parking located so that it is screened by buildings. R. Supplemental parking areas should be located within 200 feet of the farthest dwelling unit served for the convenience of residents. S. The optimum design for a parking area is not necessarily the one which parks the maximum number of vehicles, but the one that also provides ample stall and aisle widths, pedestrian walks, adequate turning radii, reasonable grades, efficient movement of traffic, pleasant appearance, and convenient location. T. Four to six space parking lots are pedestrian and human in character, while over twelve cars become car dominated. The critical number seems to be ten. This marks the breaking point between a human lot and a sea of cars. Small lots can be accomplished by breaking large parking areas into sections that serve no more than 10 to 12 cars. Landscape islands and areas should be located to protect cars as well as to break up seas of asphalt. Solar Orientation U. To maximize the warming effect of solar radiation in winter months and maximize shade in the summer months: 1. Utilize deciduous trees for summer shade and winter sun 2. Orient active living spaces to the south. 3. Design building overhangs to shield the high summer sun and expose the area to the lower winter sun. Q:\Townhomes\MFamilyDesGuide.doc 6 Nov 1, 2007 Crime Prevention V. Employ the Concept of Defensible Space to reduce opportunities for crime. "Defensible space" is a term used to describe a series of physical design characteristics that maximizes resident control ofbehavior--particularly crime. A residential development designed under defensible space guidelines clearly defines all areas as either public, semi-private or private. In so doing, it determines who has the right to be in each space, and allows residents to be confident in responding to any questionable activity or persons within their complex. Residents are thus encouraged to extend their private realms, establish their zone of influence which inevitably results in a heightened sense of responsibility towards the care and maintenance of these outdoor areas. W. The following series oftechniques can be used to create defensible space and consequently reduce crime. They are summarized in: . DefIning zones of privacy (public, semi-private, private) with real or symbolic barriers. This allows residents to identify "strangers". . Establishing perceived zones of influence (allowing residents to extend their private realms). . Providing surveillance opportunities. Additional design considerations include the following: . Orient windows so that areas vulnerable to crime can be easily surveyed by residents. . Locate mailboxes, garbage collection enclosures and common play areas in such a way that they are easily observed by others. Mailboxes should not be located in dark alcoves out of sight . Establish a system for identifying the location of each residential unit and common facilities at the project entry. . Lighting. More light is not necessarily indicative of better and safer lighting. Lighting levels should be carefully selected and oriented so that areas vulnerable to crime are accented. Provide lighting in areas of heavy pedestrian or vehicular traffIc and in areas which are dangerous ifunlit, such as stairs and ramps, intersections or where abrupt changes in grade occur. Areas that have high crime potential should be well lighted so that people traveling through them at night may feel secure. . Locate plant materials such as high shrubs so that surveillance of semi-public and semi- private areas is not blocked. This will provide the opportunity for crime. . Use visually open fencing materials such as wrought iron bars or wooden pickets to defIne space between the street and building. X. Sticker shrubs may discourage crime activities. Low shrubs and umbrella trees (where the canopy is maintained above 5 feet from the ground) will allow surveillance opportunities, hence reducing the potential for criminal behavior. Q:\ T o\\l1homes\MFamilyDesGuide.doc -7- No\' 1,2007 II. BUILDING DESIGN Neighborhood Compatibility A. Minimize the appearance of building scale differences between proposed townhouses and existing neighborhood residential units that conform to current zoning Portions of multi family developments adjoining areas zoned for single family should maintain a scale, facade and orientation similar to single family uses for compatibility with existing structures. A project site plan and cross sections should show the footprint of all adjacent structures within 100 feet of the property line to help evaluate compatibility. Q:\Townhomes\MFamilyDesGuide.doc 8 Fig. 7: Incorporation of elements from neighboring structures into townhouse design. B. Reflect the architectural character of neighboring residences (within 300' on the same street) where it provides a positive example through use of related building features including scale /mass, height, the proportions of entries, windows and other openings (fenestration), color, materials, and shapes. 1. Step the roof on the building perimeter segments to transition between a proposed taller building and an existing residential structure. 2. Replicate or approximate roof fauns and pitch found on existing residential structures in the neighborhood. 3. Use window patterns and proportions similar to those on existing residential structures in the neighborhood. 4. Use building facade materials similar to those used on existing residential buildings in the neighborhood. 5. Maintain a consistent relationship to the street (i.e., building setbacks and entryways) as existing buildings. Nov 1, 2007 Offsets, changes in materials, and other fine detailing are used to provide architectural interest. T Th I I— AY Q:\Townhomes\MFamilyDesGuide.doc Pirchecl roofs, buiidig modulation and intimate enaies intro cc a single famth: scale to this danse but2ding A I7filicei PILO' provides sournovi tiansidon from pedestrian environment to bui'ding ,iiass and helps separate public from sani-private project spacea Fig. 8: Detailing and modulation are used to reduce the scale of the building. Building Entrances C. Avoid the use of exterior stairways to second stories that are visible from the street. Do this: -9- Nov 1, 2007 Driveway entrance to auto court Drawings of Townhouses Fig. 9: Relationship of entry to street level. D. Townhouse units shall have an individual entrance, with entrance vestibules, canopies or porches to give identity to each 1 nit and provide weather protection. The main entrance to units adjacent to a public street shall be accessed from and face the street. Fig. 10 Individual entry porch. Building Elevations E. Attached townhouses shall read as a unified building mass, maintaining a common architectural language across the entire length of units. This mass shall be varied by changes in unit orientation, color /material variations, shifts in roof profile, and variation at corner units. Windows, bays, balconies, and other articulation could also be used to express the individuality of each unit. Q: \Townhomes\MFami lyDesGuide.doc 11 Nov 1, 2007 F. Each building shall incorporate treatments that "complete" the end and comer units, including: 1. an extended base or ground floor units 2. a protrusion, porch or bay that wraps the comer; or 3. an embedded comer tower Fig. 11: Expressing individual units through modulation and roof forms. G. A 3-story blank wall, even if at the narrow end of a building, does not reflect acceptable design quality. Use architectural relief and fine detailing to break up monotonous surfaces. H. Avoid applied ornamentation which is not related to building structure or architectural design. This would include arbitrary, inconsistent forms and decoration; uninterrupted floating horizontal elements; and large blank surfaces. Windows 1. Provide relief, detail, and visual rhythm on the facade with well-proportioned windows. 1. Use window patterns, proportions, and orientation consistent with neighboring residences. 2. Use multiple-pane windows. 3. Provide windows that are designed to create shadows (either deeply recessed or protruding). 4. Use visually significant window elements (i.e. frame dimensions, lintels, casings, sills, and trim. 5. Locate windows so that the occupants from one residence cannot look directly into an adjacent residence. Q:\ Townhornes\MFarnilyDesGuide.doc - 12 - Nov 1,2007 Fig. 12: Window form examples. Roofline Fig. 13: Roof foiiii variation. J. Vary the roofline along the building length to reflect individual units. This can be achieved using: separate roof forms a combination of roof types, such as shed, gabled and hipped roofs) gables and dormers K. Pitched and continuous sloping roof forms are encouraged. Where flat roofs are used, they should be detailed with parapets or roof overhangs, and detailed with brackets, corbels or other decorative supports. Q \Townhomes\MFamilyDesGuide.doc 13 Nov 1, 2007 Building Massing L. More prominent sites and buildings require a higher level of design quality. This would include projects which are located near hill tops or intersections, or which include large visible building masses. M. Use building and roof modulation and articulation to reduce the appearance of large building masses. 1. Modulate the building facade with features such as porches, balconies, building wall relief, and bay windows. 2. Provide roof elements such as gables, eyebrow roof forms or dormers. 3. Incorporate prominent cornice, soffit, or fascia details that emphasize the top of the building. 4. Provide prominent roof overhangs. 5. Articulate the roof with rafter tails and brackets. Fig. 14: Differentiation of individual units through color, material and roof forms. Material and Colors N. Construct building exteriors of durable and maintainable materials that are attractive even when viewed up close. Use building materials that have texture, pattern, or lend themselves to a high quality of detailing. Appropriate materials are horizontal lap siding, shingles, brick, stone, stucco, ceramic or terra cotta tile. O. Use a variety of complementary colors on building exteriors. Reserve brightly saturated colors for accent or trim features. Garage Design P. Design garages and carports so that they do not dominate the dwelling's facade. 1. Locate garages and carports behind residences, stepped back from the building's street facade, or provide a side entry (perpendicular to the street). 2. Design driveways to be as narrow as possible and/or shared ",,"here possible to Q:\ T ownhomes'u'VIF amilyDesGuide. doc - 14 - Nov 1,2007 minimize impervious surface and to minimize disruption of the sidewalk and planting strip by curb cuts. 3. Incorporate windows into garage sidewalls whenever they face the street so that they appear to contain habitable space. 4. Incorporate garage door elements which reduce the apparent size of the doors, such as panels and windows. 5. Use materials and colors that match the residence. Fig. 15: Side entry garage with windows. ill. LANDSCAPE/SITE TREATMENT Landscape Design A. Plants can be used to curtail erosion, to soften the built environment, define or emphasize open space, give privacy, block wind and lessen the effects of solar radiation. B. Although the landscape plan should reflect plants at maturity, landscaping should be considered as a design element harmonizing site plans and building design only to the extent of its effect in five years. This could mean using significantly larger initial plant stock for those project designs which rely heavily upon landscaping to provide relief for building and site design or screen the proj ect. C. Select and site landscape materials to produce a hardy and drought-resistant landscape area consistent with project design. Selection should include consideration of soil type and depth, spacing, exposure to sun and wind, slope and contours of the site, building walls and overhangs, and compatibility of new plant material with existing vegetation to be preserved on the site. Q:\ T ownhomeslJvlFamiIyDesGuide.doc - 15 - Nov 1,2007 D. Install all plant materials to current nursery industry standards. Landscape plant material should be properly guyed and staked to current industry standards. Planting of trees in compacted soils is prohibited unless minimum 12 inch gravel drain sumps are installed under each tree to a minimum of 36 inch depth, or the sub grade soil beyond the planting pit is rototilled to a 9 inch depth to the drip line or edge of planter, whichever is less. E. Plant shrubs used to defme spaces or separate environments as a staggered double row whenever possible. This provides the significant depth especially necessary to separate environments such as parking areas from grassed fields and building entries. F. Limit shrub beds to a maximum of two feet wide per typical row of nursery stock plants, in order to minimize barked area and maximize live ground cover. A typical five foot wide barked planting bed for a single row of shrubs is not acceptable. Protection of Existing Trees G. The survival and general health of a tree depends as much on the condition of its root system as it does on the factors influencing the above-ground portion. This vital root system extends out to, and sometimes beyond the tree's drip line (the outermost reach of branches). Any significant disturbance to the root area, such as high surface compaction, root severing, over-watering and/or removal of organic material in which the tree has composted over several years, will almost certainly kill the tree. Tree removal and replacement would be required after a few seasons of progressive deterioration. H. Protect significant trees during construction with a chain-link fence or plastic vinyl construction fence at the drip line. Install the protection fence prior to issuance of grading permit. Removal or destruction of fencing should be cause for a Stop Work Order until reviewed by City staff. Fig. 16: Tree protected with a chain link fence at the drip line during construction. Q:\ Townhomes\1\1FamilyDesGuide.doc - 16 - No\' 1,2007 Design for Screening and Separation 1. Full privacy requires an opaque fence or evergreen barrier at least six feet high or above eye level, depending on the angle of view. Noise reduction requires a dense fence (i.e., concrete/masonry) wall or berm in addition to plantings. J. Area separation requires a continuous physical barrier not less than three feet high. A greater degree of separation would require a higher opaque barrier. A separation planting strip could be deciduous or evergreen. K. Provide a privacy fence along side and rear yards if adjoining single family zoning. This should be 6 feet high sight-obscuring wood (or equivalent) fence with exterior materials and colors consistent with building architecture. Outdoor Space Design L. Outdoor space tends to be unusable when it is simply the "leftovers" after buildings are placed on the land. Outdoor spaces should have a defInite functional shape, be internally designed to fulfIll that function, and be functionally associated with a specific unit or unit group (see "Defensible Space" in Site Plan guidelines). M. Complexes with 10 or more units must provide an on-site recreation space for children with at least one area designed for children aged 5-12, see TMC 18.52.060. This area should be characterized by interactive group equipment which tests skills. The Parks and Recreation Director should be consulted in the review of acceptable design proposals. N. The child play area should reflect the design elements below: 1. Visually accessible to casual surveillance by passersby and residents. This is a key element in facility safety and generally requires a central location. 2. Provide separation of play areas from general passersby for security. 3. Easy safe access from residence to play area(s) 4. Hard surface areas for wheeled toys and tricycles. 5. Equipment with zones to satisfy the specific sensory and skill needs up to age 12. 6. Use water and sand iflimited to two materials. These provide more possibilities for play and fun than all asphalt deserts combined. The ability to move over, under, around or through something. affords a child control. He can change his relationship to it. 7. A child should be able to control his level of involvement with others. Make small sheltered areas for solitary play, larger spaces .for group play. 8. An adjacent sitting area for monitoring the children. Q:\ Townhomes\1\<1FamilyDesGuide.doc - 17 - Noy 1,2007 Fig. 17: A recreation space for the 5-12 year old group which facilitates group interaction and skill testing. O. Linkages with existing public trail and park facilities should be made where possible, either through immediate construction or agreement to jointly participate in the coordinated provision of such a linkage at a later date. IV. MISCELLANEOUS STRUCTURES/STREET FURNITURE Lighting A. Reflect project architectural design considerations in all exterior lighting (i.e., distribution, intensity, and pattern). B. Maximum parking area light standard height is 20 feet or the height of the building; whichever is less. ~ .~ , i '.1 , ; . ~ , ~ ~~ ;::! Nl ! ., :!: Fig. 18: Parking lot lighting. C. Maximum walkway and grounds lighting is 15 feet. Light fixture height is limited to enhance a sense of scale and enclosure for common areas at night. Q:\ Townhomes\.MFamilyDesGuide,doc - 18 - Noy 1,2007 D. Provide all lighting standards with glare cut -off features to avoid off -site spill -over. E. Place fixtures so that light patterns overlap at a height of 7 feet which is sufficiently high to vertically illuminate a person's body. F. At hazardous locations, such as changes of grade, use lower level supplemental lighting or additional overhead units. Where low -level lighting (below 5 feet) is used, fixtures should be placed in such a way that they do not produce glare. Most eye levels occur between 3 feet 8 inches for wheelchair users and 6 feet for standing adults. G. Where walkway lighting is provided primarily by low fixtures provide sufficient peripheral lighting to illuminate the immediate surroundings. Peripheral lighting contributes to a feeling of security in an individual because he can see into his surroundings to determine whether or not passage through an area is safe. Such an area should be lighted so that the object or person may be seen directly or in silhouette. Fencing, Walls, and Screening H. All fencing, walls, and screening should reflect building architecture and be harmonious with adjacent project designs. This includes consideration of proportion, color, texture, and materials. Design perimeter fencing to be attractive from both sides. Service Areas I. Screen all exterior maintenance equipment, including HVAC equipment, electrical equipment, storage tanks, satellite dishes, and garbage dumpsters from off -site and on -site common area view in an architecturally integrated manner. 1iu n Fig. 19: Dumpsters are sited and screened to minimize prominence. Q \Townhomes \MFamilyDesGuide.doc 19 Nov 1. 2007 J. Several small dumpsters adjacent to buildings such as garages are preferable to a single large free standing site. Dumpsters should have solid architectural wall screening only to the container height to minimize its prominence. is M Minimum r '1 i A Q: \To«nhomes \MFamilyDesGui de.doc G-arbaga Piaui) a. Garbage pickup area for new development Fig. 20: Garbage collection area screened from public street. K. Recycling containers and areas should conform to King County standards or as amended by Tukwila standards. Street Furniture L. Carry out the project's design concept with the choice of street furniture. M. Foster opportunities for social gathering by residents in shared open spaces by the provision of seating and other amenities. Separate vehicular traffic from pedestrian- oriented areas with the use of bollards and other barrier features. 20 Nov 1, 2007 Parks and Recreation Department Bruce Fletcher :MEMORANDUM TO: Mayor Haggerton Tukwila City Council FROM: Bruce Fletcher, Director of Parks & Recreation DATE: January 23,2008 SUBJECT: Starfire Contract Amendment, Agreement Number 03-058 The Seattle area has been awarded an expansion Major League Soccer (MLS) franchise that will compete in 2009. The professional soccer team will play their home games at Quest Field but need a practice home. Starfire Sports President, Chris Slatt, and MLS minority owner, Adrian Hanauer, recently met with the Mayor and city staff to discuss bringing the MLS team to F Oli Dent for their practice home. Since opening Starfrre Sports in Tukwila, Fort Dent Park has become home to thousands of kids, adults and families in the world of soccer. Mr. Hanauer, who is the owner of the Seattle Sounders, has made Starfire the home to the Sounders the past couple of seasons and truly enjoys the soccer atmosphere at Fort Dent. In order for the new MLS team to use Starfire as the clubs home, a new regulation sized grass soccer field and an additional synthetic turf field needs to be constructed. Starfrre would also add two smaller modified synthetic turf fields to be available for youth play. Chris Slatt has requested a contract amendment that would make it possible to build the new soccer field at the softball complex and sublease the area to the MLS franchise. When discussing this proposal it was agreed by Mr. Hanauer to provide many hours of volunteer time of the professional athletes at our Tuk\vila schools and local soccer clubs. Although the construction process will eliminate softball from Fort Dent, it is a fact that many more Tukwila children and adults participate in soccer over softbalL This amendment (one) contains information that is new and serves in addition to the original agreement (no. 03-058). It is the recommendation of the Parks and Recreation Director to authorize the Mayor to approve the Starfire Contract Amendment. r2424 42nd A venue South Tukwila, W A 98r68 (206) 767-2342 * bruce@ci.tukwila.wa.us FIRST AMENDMENT AGREEMENT NUl\1BER 03-058 This First Amendment to Agreement ("First Amendment") amends that certain Agreement entered into effective the 1 st day of March, 2003, by and between the City of Tukv'lila, a \"Xl ashington municipal corporation ("City"), and Starfrre Sports, a Washington nonprofit corporation ("Starfrre"), recorded under King County Recording Number 20030317001798 ("Agreement"). The City and Starfrre have determined that it is in their mutual interest to amend Sections 1.9 and 4.8 of the Agreement. Accordingly, the City and Starfrre agree as follows: 1. Amendment to Section 1.9. Section 1.9 of the Agreement is hereby amended to read as follows: The CITY will provide the parking shov.m in Exhibit B to support the PREMISES and its operation. However, if any additional parking is required to support the PREMISES and its operation, the CITY and ST ARFIRE agree to work together to solicit federal, state, or county funding to provision the additional parking. 2. Amendment to Section 4.8. Section 4.8 of the Agreement is hereby amended to read as follows: Starfrre may sublease the softball fields to a not-for-profit organization to enhance and operate the Facilities' softball fields and make these fields available to City-based leagues and tournaments, as well as regional and national tournaments; in addition, Starfrre may convert the softball fields into soccer fields and make these fields available to the youth and adults on teams from the City and surrounding areas or sublease the fields to a professional soccer club or organization. 3. No Other Modifications. Except as specifically modified by this First Amendment, the Agreement is unaltered and remains in full force and effect. day of January, 2008. Dated this STARFIRE SPORTS A not-for-profit Washington corporation CITY OF TUKWILA A Washington municipal corporation By: Christopher G. Slatt, Chairman and President By: Jim Haggerton, Mayor APPROVED AS TO FORM: ATTEST: City Attorney City Clerk IIIH!lllllllllII ,II \t I III 1 tll\'ll 20030317001798 TUKUILA AG 66.00 PAGE 001 OF 048 03/17/2003 12:48 KING COUNTY, UA CITY OF TUKWILA DOCU1\-1ENT RECORDING COVER SHEET "Return Address: CITY OF TUKWILA Bob Baker, CMC, Deputy City Clerk Office of the City Clerk 6200 Southcenter Blvd. Tukwila, WA 98188 (206) 433-1800 Document Title(s): AGREEMENT BETWEEN CITY OF TUKWILA AND STARFlRE SPORTS (Including Exhibits A - D) Parties: City of Tukwi1a Other: Starfire Sports A Not-For-Profit Washington Corporation (Christopher G. Slatt, Chairman & President) Legal Description: SW Y-s, Sec. 13, Twp 23 N., Rge 4 E., VY.M. Govt. Lots 1 & 2, Sec. 23, Twp 23 N., Rge 4 E., \V.M. Govt. Lots 1 & 5, Sec. 24, Twp 23 N., Rge 4 E., W.M. Tract 36, Second Supplement Map of Renton Shore Lands Blocks 4-9 & 12-17, Gundakcr's Interurban Addn. Assessor's Tax Parcel ID #'s: 1323049080,2323049001,2423049030 & 2954900426 A Cr ()3 '-vs-J AGREEMENT BETWEEN CITY OF TUKWILA AND STARFIRE SPORTS (1/ (indJ,r tv'. -"JrY]. - oJ!7 j(j3 /,_'{lLltljr}~-f -~L - &111/0</-- (S)o \SIll ~o / cry 2- // TABLE OF CONTENTS Page ARTICLE 1. RECITALS AND FI1~DINGS............................................................................................ 1 1.1 PARK... ........ ......... ........ ............... ...... ......... ..... ........ ........... .......................................... ..................... 1 1.2 INTERGOVERNMENTAL AGREEMENT...... .......... ....................... ........ ........................... ....................... 1 1.3 PRIVATE OPERATION AND DEVELOPMENT ........................................................................................ 1 1.4 ST ARFIRE.... ............... ..... ..... ....... ................. ........................... ............ .............. ............. ........... ..... 1 1.5 FACILITIES ........................................................................................................................................ 1 1.6 No P ARTNERSfUP .............................................................................................................................. 2 1.7 PREMISES. ........ ....... .............................................................................. ............................................ 2 1.8 CITY POLICE PO\VER. .......................... ............. ............. .... ................................... .................. ........... 2 1.9 PARKING. ............ .............. ..... ...... ..... ...... .................. ........... ........... .................. ................................ 2 1.10 FINANCING ..... ....... ...... ........ ............... .............. ............ .................................. .............. ..................... 2 1.11 CONTINUED PARK AND RECREATION USE ........................................................................................ 3 ARTICLE 2. GROUND AND USE GRA1~T........................................................................................... 3 2.1 PREMISES ........ ........ .......... ...... ......................... ..... ........... .... ........ ...................... ............................ 3 2.2 POSSESSION, QUIET ENJOYMENT & COVENANTS .............................................................................3 ARTICLE 3. TERi\1 OF AGREEl\1ENT.................................................................................................3 3.1 TERM .................... ..... ............... ............ ................ ............................................................................ 3 3.2 OPTION TO RENEW... ............... .... ...... .................. ....................... ...................... ................................. 4 ARTICLE 4. ST ARFIRE OBLIGATION S. ......... ................. ....... ............ ................ ............................... 4 4.1 AGREEMENT.. ......... ............................. ........... ..... ..................................... ........ .......................... ....... 4 4.2 NOT-FoR- PROFIT ............................................ .................. ................................................................ 4 4.3 INVESTMENT .............. ............................ ...... .................. ............................ ....................................... 4 4.4 ATHLETIC CENTER BUILDING ............................................................................... ............................ 4 4.5 FIELDS - TURF ..................................................................................................................................4 4.6 FIELDS - GRASS ............. ..... ................... ........ ............. .... ................................ .................................. 4 4. 7 STADIUM.. ........................ ......................... .......... ............................... ......... ...................... ................ 5 4.8 SOFTBALL FIELDS..... .................. ............ ................. ......................................................................... 5 4.9 EDUCATION - SCHOLARSHIPS ...........................................................................................................5 4.10 CITY 411l OF JULY CELEBRATION ....................................................................................................... 5 4.11 STARFIRE LIAISON ......................................................................................................................... 5 4.12 FACILITIES AND PREMISES ................................................................................................................5 4.13 ENTRY BY CITY ....................... ........................................................................................................ 6 4.14 HEALTH INSPECTIONS ................................................................................... .................................... 6 4.15 MAINTENANCE, REPAIR, & IMPROVEMENTS .................................................................................... 7 4.16 SIGNS ................................................................................................. ............ ....... ....... .... ... .............. 8 4.17 UTILITIES .............................................................................................................. ............................ 8 4.18 HAZARDOUS SUBSTANCES ................................................................................................................9 4.19 RISK OF Loss ....... .............................................................................. .................................... ........... 9 ARTICLE 5. CITY OBLIGATIONS.... .............. ............. .......... .......... ..... ........... ....... ...... ..................... 10 5.1 AGREEMENT................. ................................... ................................................................................ 10 5.2 PICNIC- PLAY AREAS - STORM\VATER .......................................................................................... 10 5.3 STREETS - P ARKlNG............................................................................................................ ... ......... 10 5.4 LEVEE - TRAILS................................................................................................ .................. ............ 10 5.5 NAMING RIGHTS - SIGNS - ZONING ............................................................................................... 10 5.6 DIRECTIONAL SIGNS ....................................................................................................................... 11 5.7 LIQUOR LICENSE................................................................................................... ........... ............... 11 5.8 PUBLIC SAFETY...................... ......................................................... ............... ............... ..... ............. 11 AGREEMENT 50367676.02 5.9 PERMITTING............ ............ ............................... ............ .................. ........... ...... ... ....................... .... 11 5.10 CITY LIAISON .................................................................................................................................. 11 5.11 PROMOTION .................................................................................................................................... 11 5.12 FEES A.l\1D CHARGES ........................................................................................................................ 11 ARTICLE 6. DESIGN & CONSTRUCTION OF PREMISES........................................................... 11 6.1 DESIGN ........................................................................................................................................... 11 6.2 BUILDING & SITE PLANS/AcCESS EASEMENT................................................................................. 12 6.3 CONSTRUCTION/SITE \V ORKIFENCING........ ..... ....... .......................... .............................................. 12 6.4 CONSTRUCTION DEADLINES ........................................................................................................... 12 6.5 FAILURE TO MEET CONSTRUCTION DEADLINES/TIME OF ESSENCE ................................................ 13 6.6 STORMWATERDRAlNAGE, SEWER, & WATERLINES .....................................................................13 6.7 DEVELOPMENT AND CONSTRUCTION FEES & EXPENSES ................................................................ 13 6.8 NOT A PUBLIC \VORKS PROJECT ..................................................................................................... 13 6.9 No LIENS ........................................................................................................................................ 14 6.10 INSURA1'lCE AND INDEMNIFICATION REQUIREMENTS DURING CONSTRUCTION............................... 14 ARTICLE 7. FINAI\'CING & SECURITY INTERESTS .................................................................... 16 7.1 FINANCING - No CITY OBLIGATION .............................................................................................. 16 7.2 1\10RTGAGES - GENERALLY ............................................................................................................16 7.3 SECURITY INTEREST IN PREMISES & AGREEMENT/CONSENT ...................................................... 16 7.4 LENDER's RELIANCE ON TER1\1 .................................................................................................... 17 7.5 SURRENDER OF THE COLLATERAL .................................................................................................. 17 7.6 NOTICE OF DEFAULT AND LENDER'S RIGHTS ................................................................................. 17 7.7 RIGHT TO ASSIGN............................................................................................................................ 18 7.8 DISPOSITION OF INSURANCE ........................................................................................................... 18 7.9 RIGHT TO PARTICIPATE IN LITIGATION ........................................................................................... 19 7.10 INCORPORATION OF LENDER'S PROTECTION PROVISIONS ............................................................... 19 7.11 RIGHT TO REMOVE COLLATERAL.................................................................................................... 19 7.12 NOTICES... ....... ....... ................. ............ .......... .................. ......................... ................. ...................... 19 ARTICLE 8. TERl\1INA TION... ................. ..... .................. ............ .............. .......................................... 20 8.1 FAILURE TO PERFORM ..................................................................................................................... 20 8.2 DEFAULT................................ ....... .............. ......................................... ........... ................................ 20 8.3 REMEDIES ARE CUMULATIVE ........................................................ ................................................. 21 8.4 DESTRUCTION OF PREMISES & USE OF INSURANCE PROCEEDS ................................................... 21 8.5 DUTIES UPON TERMINATION ........................................................................................................... 22 8.6 EMINENT DOMAIN ............ ........ ........... ............................ ............................................................... 22 ARTICLE 9. GENERAL CONDITIONS.............................................................................................. 23 9 .1 RELATIONSHIP OF P ARTIES................................................................................ .................... ....... 23 9.2 NOTICES. ..................... ........... ........... .................. ............................................................................ 23 9.3 REpORTS & INFORMATION .............................................................................................................. 24 9.4 PERMITS, LICENSES, TAXES, & FEES .............................................................................................. 24 9.5 INSURANCE..................................................................................................................................... 25 9.6 HOLD HARl\1LESS, INDEMNIFICATION, & INDUSTRIAL INSURANCE................................................. 26 9.7 SUCCESSORS & ASSiGNS...................... ...... .......................................... ........................................... 26 9 .8 BANKRUPTCY... ................ .......... .......... ........ .............................................. ...... ............................... 27 9.9 COMPLIANCE WITH LA \VS ...............................................................................................................27 9.1 0 NONDISCRIMINATION.. ...... ......... ............ .............................................. ........ ................................... 27 9.11 CHOICE OF LA \V & VENUE..............................................................................................................28 9.12 COSTS & ATTORNEYS' FEES...........................................................................................................28 9 .13 MODIFICATION. ........................................................... ........... ........................................ ................. 28 9.14 CHANGE IN LAW/RENEGOTIATION .................................................................................................. 28 9.15 FORCE MAJEURE............................................................................................................................. 28 9 .16 WAIVER................. ................................. .................................... ................... ................................. 29 AGREEMENT 50367676.02 11 9.17 ILLEGAL PROVISIONS - SEVERABILITY ........................................................................................... 29 9.18 ARTICLE HEADINGS, GENDER, & NUMBER .................................................................................... 29 9.19 ENTIRE AGREEMENT ..... .... ........... ....... ... ......................... ................. ................... ............................ 29 9 .20 COUNTERPARTS...... ...... ......... ..... .................. ........ ............. ........ ...... ............................................... 29 9.21 RECORDING. ............ ............ ........... ............. .............................. ........... ......... .................................. 29 Exhibit A - Description of PREMISES Exhibit B - Preliminary Building and Site Plans Exhibit C - Starfire Sports FACILITIES Exhibit D - Legal Description ofP ARK AGREEMENT 50367676.02 111 14& 03--058 AGREEMENT THIS AGREEMENT ("Agreement") is entered into effective the l5t day of March, 2003 (the "EFFECTIVE DATE"), by and between the CITY OF TUKWILA, a Washington municipal corporation ("CITY"), and STARFIRE SPORTS, a Washington non-profit corporation ("ST ARFIRE"). The CITY and ST ARFIRE are referred to collectively as the "PARTIES." In consideration ofthe promises, covenants, and provisions set forth in this Agreement, the PARTIES agree as follows: Article 1. RECITALS AND FINDINGS 1.1 Park. The CITY is owner ofthe property commonly described as Fort Dent Regional Park (the "PARK") legally described in Exhibit D. 1.2 Inten!overnmental A2"reement. The CITY acquired the PARK through an INTERGOVERNMENTAL LAND TRANSFER AGREEMENT BETWEEN KING COUNTY AND THE CITY OF TUKWILA (January 3,2003; the, "INTERGOVERNMENTAL AGREEMENT"), in part as a result of King County's lack of sufficient, stable revenues to manage and maintain its parks, open space and recreational facilities. 1.3 Private Operation and Development. At the time the CITY acquired the PARK from King County, the CITY intended to provide for private operation, maintenance and further development of a portion of the PARK, consistent with the INTERGOVERNMENTAL AGREEMENT. 1.4 STARFIRE. ST ARFIRE has the experience, ability, and resources to develop and operate park athletic, recreation and associated facilities ("FACILITIES") at the PARK. STARFIRE intends to develop a regional facility for soccer, softball and other athletic and recreational uses, and to provide scholarships, grants and aid to underprivileged people throughout King County. 1.5 Facilities. The PARTIES intend this Agreement to be a ground and use concession and licenses granting STARFIRE the exclusive rights to develop, construct, and operate FACILITIES, as described more fully in attached Exhibit C. STARFIRE may operate AGREEMENT 50367676.02 Page I of3l /cJ-;f J"7 ~ concessions and impose fees and charges within these areas of the PARK, described herein, and which said PARK areas will remain property of the CITY. 1.6 No Partnership. The PARTIES agree that no joint venture or partnership is formed as a result of this Agreement. 1. 7 Premises. STARFIRE will be responsible for the design and construction ofthe FACILITIES and exterior landscaping (hereinafter collectively referred to as the "PREMISES") blending with the PARK setting. All improvements to the PREMISES will become property of the CITY at the termination of this Agreement. 1.8 City Police Pmver. By entering this Agreement, the CITY does not waive any of its police power authority and shall retain final permits for the PREMISES. 1.9 Parking. The CITY, and not STARFIRE, \vill be responsible to provide adequate parking to support the PREMISES and its operations. 1.10 Financing. 1.10.1 STARFIRE will be responsible for obtaining all necessary financing for the development and operation ofthe PREMISES. 1.10.2 It is mutually understood by the PARTIES that any lender who provides financing to STARFIRE solely for the development and operation of the PREMISES will require this Agreement as protection and security for lender ("lender"). The term "lender" shall also mean the successors and assigns of the lender. 1.10.3 The CITY will acknowledge and consent to lender taking a first position security interest in this Agreement and the PREMISES; lender taking an assignment of the right, title, claim and interest of ST ARFIRE in this Agreement; lender obtaining the right of substitution for ST ARFIRE, lender taking possession of the PREMISES; lender operating the PREMISES pursuant to the terms of this Agreement; and/or, lender selling, assigning and/or transferring STARFIRE's interest in this Agreement and/or the PREMISES; AGREEMENT 50367676.02 Page 2 of31 1.11 Continued Park and Recreation Use. This Agreement and uses authorized herein are consistent in all respects with King County Resolution No. 34571 and the Intergovernmental Agreement. All covenants and restrictions contained in the INTERGOVERNMENTAL AGREEMENT, and deed(s) transferring PARK to CITY are incorporated in this Agreement. Article 2. GROUND AND USE GRANT 2.1 PREMISES. 2.1.1 CITY hereby grants to STARFIRE an exclusive lease and use concession of ground, for the development, construction, and operation, of the PREMISES as described in Exhibit A attached hereto and incorporated by reference. Preliminary building and site plan is shown in Exhibit B, attached hereto and incorporated by reference. Any and all development, construction, and improvements of and to the PREMISES are owned by STARFIRE subject to security interest oflender, if any. At the termination ofthis Agreement, other than as a result of condemnation proceedings, the then existing improvements to the PREMISES will become the property of and owned by the CITY. 2.1.2 The common address of the PREMISES is 6800 Fort Dent Way, Tukwila WA, 98188. 2.2 Possession. Quiet Enjovment & Covenants. Except as provided in Articles 4.10 & 4.13 herein, ST ARFIRE shall be entitled to exclusive possession and use of the PREMISES upon commencement of the development and construction of the PREMISES as defined by Article 6.4 herein. Upon taking possession of the PREMISES, and subject to STARFIRE's continuing performance and CITY's remedies under Agreement, STARFIRE shall peaceably and quietly have, hold, and enjoy the PREMISES at all times during the full term of this Agreement. Every covenant in this Agreement shall be deemed and treated to be a covenant running with the PREMISES during the full term of the Agreement, and shall extend to the heirs, legal representatives, successors, and assigns ofthe PARTIES. No change in CITY's ownership of the PREMISES, or rights to the payments hereunder, however accomplished, shall operate to enlarge the obligations or reduce the rights ofSTARFIRE. No change in CITY's ownership of the PREMISES shall be binding upon STARFIRE for any purpose until ST ARFIRE shall have been given notice thereof. Article 3. TERM OF AGREEMENT 3.1 Term. The term of this Agreement shall be forty (40) years, commencing upon the EFFECTNE DATE. AGREEMENT 50367676.02 Page 3 of31 3.2 Option to Renew. The CITY and STARFIRE may renew this Agreement, contingent upon STARFIRE's full compliance with the terms and conditions of this Agreement and CITY's written agreement to renew. The PARTIES may modify the Agreement during the term, as a condition of renewal, or during a renewal term, consistent with Section 9.13. Article 4. STARFIRE OBLIGATIONS 4.1 Aereement. STARFIRE agrees to the terms and conditions of this Agreement. 4.2 Not-For-Profit. STARFIRE will serve as the supervisory not-for-profit corporation for enhancement and ongoing operation of the FACILITIES. 4.3 Investment. STARFIRE will raise and invest $6 million in capital expenditures for the enhancement of the FACILITIES. 4.4 Athletic Center Buildine. ST ARFIRE will construct an athletic center building with two indoor soccer facilities and associated uses to provide training programs, league play, and tournaments to the youth and adults of the CITY and surrounding areas. 4.5 Fields - Turf. ST ARFIRE will construct three new lighted FIF A-sized, championship quality synthetic turf soccer fields and make these fields available to the youth and adults on teams from the CITY and surrounding areas. 4.6 Fields - Grass. 4.6.1 STARFIRE will improve and maintain three grass soccer fields and make these fields available to the youth and adults on soccer teams from the CITY and surrounding areas. 4.6.2 STARFIRE will maintain for the CITY the existing, northern most soccer field outside of the PREMISES, consistent with such standards applicable to other grass soccer fields maintained by STARFIRE within the PREMISES. AGREEMENT 50367676.02 Page 4 of31 4.7 Stadium. STARFIRE will install new seating, new FIFA-sized championship quality synthetic turf, and lights for a soccer stadium and make the stadium available to the youth and adult teams from the CITY and surrounding areas. 4.8 Softball Fields. ST ARFIRE may sublease the softball fields to a not-for-profit organization to enhance and operate the FACILITIES' softball fields and make these fields available to CITY-based leagues and tournaments, as well as regional and national tournaments. 4.9 Education - Scholarships. 4.9.1 STARFIRE will provide athletic skills, educational and development programs. STARFIRE will also provide team fee scholarships for disadvantaged youths from the CITY and surrounding areas. 4.9.2 STARFIRE, as part of it's community involvement program, will provide scholarships, grants, awards, and other benefits to the underprivileged. The CITY shall be entitled to designate scholarship recipients up to an aggregate amount equal to 12% of the amount set aside annually by STARFIRE for such scholarships but not to exceed $25,000 per year. Amounts not designated by the CITY in a calendar year shall be available for designation by STARFIRE throughout the community. Additionally, the CITY may request STARFIRE's consideration of requests in excess of the amounts set forth in this section for STARFIRE's discretionary scholarship and award program. 4.10 City 4th of July Celebration. STARFIRE will make all outdoor fields within the PREMISES available for use by the CITY during the annual 4th of July celebration. 4.11 STARFIRE Liaison. Upon request by CITY, STARFIRE will provide a dedicated contact person and liaison with the CITY for all pennit and license applications, changes, and variances to complete the FACILITIES in an expedited manner. 4.12 Facilities and Premises. ST ARFIRE will be fully responsible for all costs of improvement, operation and maintenance of the PREMISES, except as described in Section 5, below. 4.12.1 Incidental Uses AGREEMENT Page 5 of 31 50367676.02 STARFIRE may provide and/or authorize concessions, to include but not be limited to food and beverages; sale of incidental items directly related to the use ofthe FACILITIES including, but not limited to, athletic equipment, clothing, awards and related merchandise; soap, shampoo, sundries and supplies; and, day-care/babysitting, fitness, training and gym activities. 4.12.2 Security and Nuisance During Use ST ARFIRE shall take reasonable precautions in securing the PREMISES during the full term ofthis Agreement. ST ARFIRE shall use the PREMISES for no unlawful purposes and shall not use or occupy the PREMISES in any manner, which would constitute a public nuisance or violate State or CITY laws. 4.12.3 Operating Hours - Activities The availability of recreational opportunities for CITY residents is a material . consideration for this Agreement. Accordingly and during the full term of this Agreement, STARFIRE shall continuously conduct and carry on STARFIRE's permitted uses and shall keep the PREMISES open for business and cause STARFIRE's business to be conducted therein dming the usual business hours of each and every business day as mutually agreed upon. This provision shall not apply if the PREMISES should be closed and the business of ST ARFIRE is temporarily suspended on account of labor strikes, lockouts, or similar causes beyond the reasonable control of ST ARFIRE, or for maintenance, remodeling, repair, or renovation as approved by the CITY in writing (including approvals of any construction schedules.) ST ARFIRE covenants and agrees to provide sufficient personnel, and to keep the PREMISES adequately stocked with merchandise, recreational equipment, fixtures, and facilities so as to conduct its business in accordance with sound business practice. ST ARFIRE, in order to keep its business commitments, shall be in operation in accordance with sound business practice. 4.13 Entry by CITY. CITY may enter the PREMISES at all times to inspect; provide services required hereunder; post notices of ST ARFIRE' s noncompliance with the provisions of this concession, all without being deemed a constructive eviction. Any person or persons who may have an interest in the purpose of CITY's visit may accompany CITY. CITY has the right to use any and all means that CITY deems proper to open doors and gates in an emergency in order to obtain entry to the PREMISES. 4.14 Health Inspections. ST ARFIRE shall not knowingly commit or willfully permit to be committed any act or thing contrary to the rules and regulations prescribed by the local board of health, or which shall be contrary to the laws, rules or regulations of any federal, state or municipal authority. STARFIRE shall allow the King County Health Department to make AGREEMENT Page 6 of31 50367676.02 regular and ordinary inspections ofthe PREMISES as said health department may deem proper. 4.15 Maintenance. Repair. & Improvements. 4.15.1 'Maintenance ST ARFIRE shall, at its sole cost and expense, clean and maintain the PREMISES, and make repairs, restorations, and replacements to the PREMISES, including without limitation the heating, ventilating, air conditioning, mechanical, electrical, and plumbing systems, structural roof, walls, and foundations, roof coverings, sprinkling and irrigation systems, playing surfaces and the fixtures and appurtenances to the PREMISES as and when needed to preserve them in "first class" condition and repair (less normal wear from use) throughout the full term. ST ARFIRE shall further keep in repair and maintain as necessary all machinery, equipment and facilities necessary for the playing of sports and the comfort of players. ST ARFIRE shall paint the exterior of the buildings (except the metal) with such frequency as may be required to maintain their good, clean appearance. All such repairs, restorations, and replacements will be in quality and workmanship at least equal to the Oliginal work or installations. If ST ARFIRE fails to make such repairs, restorations, or replacements within ninety (90) days of written notice by CITY, CITY may make them at the expense of ST ARFIRE and such expense will be paid by ST ARFIRE within fifteen (15) days after delivelY of a statement for such expense. 4.15.2 Sidewalks :Maintenance At its sole cost and expense, ST ARFIRE shall maintain any sidewalks on the PREMISES in good and presentable condition during the full term of tIns Agreement, shall be responsible for correcting any unsafe conditions, and shall be responsible for the removal of ice and snow from the sidewalks. 4.15.3 Janitorial Services At its sole cost and expense, ST ARFIRE shall keep the PREMISES clean, and shall provide sufficient janitorial services to maintain a tidy appearance on and about the PREMISES. ST ARFIRE shall provide landscaping maintenance services such that landscaping on the PREMISES remains healthy, attractive, and well maintained. 4.15.4 Repair of Damage In the event any damage or injury shall occur to the PREMISES of any kind or nature whatsoever, STARFIRE shall promptly cause said damage or injury to be fully repaired at STARFIRE's own cost and expense. In the event STARFIRE fails to accomplish such repairs within fifteen (15) days of receipt of written notice by the CITY, then in that event CITY may, but is not required to, enter the PREMISES and accomplish such repairs and bill ST ARFIRE who will pay the bill within fifteen (15) days after delivelY of a statement for such expense. AGREEMENT 50367676,02 Page 7 of31 4.15.5 Improvements STARFIRE shall be solely responsible for providing adequate funding for any alterations or improvements as provided in this Agreement and such alterations or improvements shall be made without cost to the CITY, except as provided in Section 5.3. 4.15.6 Alterations of PREMISES after Construction After such time as the PREMISES have been completed and accepted as defmed above, STARFIRE shall not make any material alteration to the PREMISES including any changes to the landscaping, without the CITY's prior written consent, such consent to not be unreasonably withheld. 4.16 ~. ST ARFIRE may place and maintain signs upon the PREMISES in accordance with the sign ordinance ofthe CITY. 4.17 Utilities. 4.17.1 Utility Services and Expense STARFIRE will pay for all water, gas, garbage, sewage, electricity, telephone, and other utilities and communications services used by ST ARFIRE on the PREMISES, whether or not such services are billed directly to ST ARFIRE. ST ARFIRE will also procure, or cause to be procured, without cost to the CITY, any and all necessary permits, licenses, or other authorizations required for the lawful and proper installation and maintenance upon the PREMISES of utility appurtenances and appliances for use in supplying such utilities and services to and upon the PREMISES. The CITY, upon request of STAR FIRE, and at the sole expense and liability ofSTARFIRE, will join with ST ARFIRE in any application required for obtaining or continuing any such services, provided that such services do not violate any other applicable provision of this Agreement. The CITY shall not be held liable for any injury, loss, or damage caused by or resulting from any interruption or failure of utility services due to any cause whatsoever, except the CITY's sole negligence. STARFIRE shall not be entitled to any offset, reduction, or return of consideration as a result of any interruption or failure of services. 4.17.2 Trash & Garbage ST ARFIRE shall place all trash and garbage into such areas and containers as are designed and intended to accommodate the trash and garbage generated within or on the PREMISES. ST ARFIRE shall not allow trash and/or garbage to accumulate such that a nuisance or health hazard results. AGREEMENT 50367676.02 Page 8 of31 4.18 Hazardous Substances. ~ 4.18.1 Dermition As used herein, the term "Hazardous Substance" means any hazardous, toxic, or dangerous substance, waste, or material, which is or becomes regulated under any federal, state, or local statute, ordinance, rule, regulation, or other law now or hereafter in affect pertaining to environmental protection, contamination, or cleanup. 4.18.2 Information STARFlRE shall keep upon the PREMISES, in a location accessible to CITY, on request during normal business hours, copies of all reports regarding hazardous or toxic materials in the PREMISES that ST ARFIRE has provided to any governmental agency in the previous quarter. STARFIRE shall, upon request by CITY and at STARFIRE's expense, provide CITY with a copy of any such report. In the event of any accident, spill, or other incident involving hazardous or toxic matter that ST ARFIRE is required to report to any governmental agency, STARFIRE shall immediately report the same to the CITY and supply CITY with all information and reports with respect to the same, together with STARFIRE's clean-up or remediation plan and schedule. If such clean-up or remediation plan is not acceptable to CITY in CITY's sole discretion, CITY may so notify ST ARFIRE and, upon 48 hours prior written notice (or without notice if so required by an emergency) may enter on the PREMISES to conduct the cleanup or remediation and charge ST ARFIRE the costs thereof. All information described herein shall be provided to CITY regardless of any claim by ST ARFIRE that it is confidential or privileged, provided that the CITY shall not publish or disclose the information to any third party except as pursuant to Chapter 42.17 RCW. 4.18.3 Indemnification ST ARFlRE agrees to hold harmless, protect, indemnify, and defend CITY from and against any damage, loss, claim, or liability, INCLUDING Attorney's fees and costs, resulting from STARFIRE's use, disposal, transportation, generation, and/or sale of any Hazardous Substances. The CITY agrees to hold harmless, protect, indemnify, and defend STARFlRE from and against any damage, loss, claim, or liability, including attorney's fees and costs, resulting from (a) Hazardous Substances existing on the PREMISES as of the EFFECTIVE DATE of this Agreement; or (b) Hazardous Substances thereafter used, disposed of, or generated on the PREMISES by the CITY. These indemnities will survive the termination ofthis Agreement, whether by expiration of the Term or otherwise. 4.19 Risk of Loss. All personal property of any kind or description whatsoever on the PREMISES shall be at STARFIRE's sole risk, and CITY shall not be liable for any damage done to, AGREEMENT 50367676.02 Page 9 of31 or loss of, such personal property. However, STARFIRE is not responsible for losses or claims of stolen property during the CITY's use periods. Article 5. CITY OBLIGATIONS 5.1 Agreement. CITY agrees to the terms and conditions of this Agreement. 5.2 Picnic - Play Areas - Stormwater. The CITY will maintain all existing picnic, barbecue, restrooms, play and other community-access areas located within the PARK that are not part of the PREMISES, including water retention facilities and lift stations, consistent with such standards applicable to other municipal parks owned and operated by the CITY. 5.3 Streets - Parking. 5.3.1 The CITY will maintain all streets, bridges, and parking areas, including landscaping, located within or adjacent to or providing access to and egress from the PARK and the PREMISES, consistent with applicable CITY standards. 5.3.2 The CITY will be responsible to provide adequate parking to support the PREMISES and its operations. 5.4 Levee - Trails. The CITY will maintain, or cause to be maintained by others, the levee and trails outside the PREMISES but within the PARK, consistent with applicable CITY and King County standards. 5.5 Naming Rights - Signs - Zoning. 5.5.1 The CITY grants to STARFIRE all rights to PREMISES naming, and advertising. Provided, however, the reference "Tukwila," "City ofTukwila," or other reference to "Tukwila" as approved by the CITY shall be incorporated into names and signage when feasible. The CITY agrees to work with STARFIRE to modify the sign code to facilitate appropriate signage for the PREMISES and its events. 5.5.2 The CITY agrees to work with STARFIRE to modify the zoning code to facilitate the development of any FACILITIES not otherwise permitted outright under the zoning code. AGREEMENT 50367676.02 PagelOof31 5.6 Directional Signs. The CITY will install directional sign age to the FACILITIES as appropriate in various locations throughout the CITY. 5.7 Liquor License. The CITY will support STARFIRE obtaining a liquor license for the FACILITIES through the established City Council approval process. 5.8 Public Safety. The CITY will provide police and fire services to the PARK and the PREMISES consistent with applicable CITY standards. 5.9 Permitting. The CITY will attempt to expedite all permits, licenses and other municipal approvals required for completion and operation of the FACILITIES. 5.10 City Liaison. The CITY will provide a dedicated contact person and liaison with ST ARFIRE for all permit and license applications, changes, and variances to complete the FACILITIES in an expedited manner. 5.11 Promotion. The CITY's tourism and marketing department will use its best efforts to promote and support the FACILITIES within the business community for the benefit of CITY and the enhanced recreational use ofthe PARK. 5.12 Fees and Charges. CITY grants and authorizes ST ARFIRE to establish and collect rents, fees and charges, and retain all revenues, including special event/tournament parking revenues, for use of FACILITIES; excluding the 4th of July. Provided, however, STARFIRE will be subject to the City Parking Tax. Article 6. DESIGN & CONSTRUCTION OF PREl\1ISES 6.1 Design. 6.1.1 STARFIRE shall retain a licensed architect or licensed professional engineer, registered in the State of Washington, who shall design the FACILITIES and exterior landscaping (the PREMISES), which shall visually blend with AGREEMENT 50367676.02 Page 11 of31 the setting. The CITY shall have the right to approve the final design of the PREMISES consistent with established CITY zoning and/or design code. 6.1.2 Where required by applicable provisions oflaw, STARFIRE shall comply with the Americans with Disabilities Act of 1990 (ADA) in the design, construction, and operation of the PREMISES. 6.2 Building & Site Plans/Access Easement. ST ARFIRE shall retain a licensed architect or licensed professional engineer, registered in the State of\Vashington, to prepare building and site plans for the PREMISES, which shall reference the structure, utilities generally, and landscape plan. The CITY shall have the right to approve the final building and site plans, such approvals to not be unreasonably withheld. Upon its approval of the final building and site plans, the CITY will grant to STARFIRE an access easement from the PREMISES to the public right-of-way. Upon being granted, the access easement shall run for the term ofthis Agreement and shall be part of the PREMISES. 6.3 Construction/Site "V ork/Fencing. ST ARFIRE shall be solely responsible for all development and construction of the PREMISES and shall be responsible for the site work, all required permits and grading. ST ARFIRE shall properly barricade the v,rork area and install signage directing unauthorized person from entering onto the building site during any phase of development or construction. Unless otherwise agreed fencing shall be placed around the work area. In addition, the building site shall be kept in a clean and organized condition during development periods. STARFIRE shall be responsible for site security, traffic and pedestrian warnings at the site during the development and construction phases. 6.4 Construction Deadlines. 6.4.1 STARFIRE shall be required to commence development of the PREMISES within six (6) months of the EFFECTIVE DATE of this Agreement. Commencement of development of the PREMISES is defined as that date upon which STARFIRE files its first application for a project permit, as defined in RC\V 36. 70B.020( 4). 6.4.2 ST ARFIRE shall be required to complete the development and construction of the PREMISES within one (1) year of the EFFECTIVE DATE of this Agreement. Completion ofthe development and construction of the PREMISES is defined as that date upon which all final occupancy permits are obtained by STARFIRE for all structures on the PREMISES. 6.4.3 STARFIRE may phase construction of FACILITIES on the PREMISES. PROVIDED, within one (1) year of commencement of construction, the FACILITIES shall have completed construction sufficient to provide, for use under tlus AGREEMENT 50367676.02 Page 12 of31 Agreement, athletic and recreation fields in a condition and to an extent in excess ofthat provided at PARK as of the EFFECTIVE DATE. 6.5 Failure to Meet Construction Deadlines/Time of Essence. 6.5.1 Except as provided in Section 9.15 herein, it is mutually understood and agreed that failure by ST ARFIRE to meet the development and construction deadlines shall constitute a material breach of this Agreement by ST ARFIRE and the CITY, at its option, can terminate this Agreement for cause pursuant to Article 8. Time is ofthe essence with this Agreement. 6.5.2 Notwithstanding Section 6.4 and 6.5.1, STARFIRE's obligation to commence construction shall not begin until the CITY has issued its building permit for the FACILITIES. 6.6 Stormwater Drainage, Se'wer, & Water Lines. ST ARFIRE will be responsible for relocating storm drains, sewers, and water lines to the PREMISES, as required to complete development and construction of the PREMISES. 6.7 Development and Construction Fees & Expenses. 6.7.1 STARFIRE shall be responsible for obtaining and paying for necessary pennits, fees, and expenses associated with the development and construction of the PREMISES. In addition, STARFIRE shall be responsible for any additional costs for inspections billed to the CITY by any government agency, including but not limited to the City ofTukwila, King County, or the State of Washington. 6.7.2 Notwithstanding Section 6.7.1, STARFIRE shall not be obligated to pay pennit fees, CITY utility connection charges (if any), and expenses, including any transportation impact or environmental mitigation fees in an aggregate amount in excess of $1 00,000.00 excluding utility meter fees. CITY shall be responsible for any such fees in excess of the amount set forth in this Section 6.7.2. 6.8 Not a Public Works Profect. 6.8.1 The development and construction of the PREMISES is not a public works project requiring the payment of prevailing wages. ST ARFIRE is the developer and the CITY is not an owner, partner, joint venturer, nor maintains any other business relationship with STARFIRE. The CITY is not involved with, nor has any responsibilities for, the bidding, contracting or operations of the PREMISES and will occupy no space in or enjoy use ofthe PREMISES. STARFIRE does not deem itself required to pay prevailing wages nor will STARFIRE be obligated to payor to contract for prevailing wages or any other standard of payment controls associated with this project. This provision is a material part of the consideration for this Agreement. AGREEMENT 50367676.02 Page 13 of31 6.8.2 The project signage and all literature, advertising by either the CITY or STARFIRE shall not indicate in any manner that this is a CITY project, contract, or other misleading statement indicating that this project is a public work project directly or indirectly. 6.9 No Liens. Except liens and encumbrances of any lender pursuant to Article 6 herein, it is mutually understood and agreed that STARFIRE shall have no authority, express or implied, to create or place any lien or encumbrance of any kind or nature whatsoever upon, or in any manner to bind, the interest of the CITY in the fee interest in the PREMISES retained by CITY or the PARK, or to charge the rentals payable hereunder for any claim in favor of any person dealing with STARFIRE, including those who may furnish materials or perform labor for any construction or repairs, and each such claim shall affect and each such lien shall attach to, if at all, only the right and interest granted to STARFIRE by this Agreement. If any such liens are filed, CITY may, without waiving its rights and remedies for breach, and without releasing ST ARFIRE from its obligations hereunder, require STARFIRE to post security in form and amount reasonably satisfactory to CITY or cause such liens to be released by any means CITY deems proper, including payment in satisfaction of the claim giving rise to the lien. ST ARFIRE shall pay to CITY upon demand any sum paid by CITY to remove the liens. Further, STARFIRE agrees that it will save and hold the CITY harmless from any and all loss, cost, or expenses based on or arising out of the asserted claims or liens, except those of the lender, against this Agreement or against the right, title, and interest ofthe CITY in the PREMISES and the PARK or under the terms of this Agreement, including reasonable attorney's fees and costs incurred by CITY in removing such liens, and in enforcing this paragraph. Additionally, it is mutually understood and agreed that this paragraph is intended to be a continuing provision applicable to future repairs and improvements after the initial construction phase. 6.10 Insurance and Indemnification Requirements During Construction. 6.10.1 Indemnification / Hold Harmless ST ARFIRE shall require its construction contractors and subcontractors to defend, indemnify and hold the CITY, its officers, officials, employees and volunteers harmless from any and all claims, injuries, damages, losses or suits including attorney fees, arising out of or in connection with the performance of this Agreement, except for injuries and damages caused by the sole negligence of the CITY. 6.10.2 Commercial General Liability Insurance ST ARFIRE shall require its construction contractors to procure and maintain, for the duration of construction of the facility, insurance against claims for injuries to persons or damage to property, which may arise from or in connection with the performance of AGREEMENT 50367676.02 Page 14 of31 the work hereunder by the construction contractors and subcontractors, their agents, representatives, employees or subcontractors. All said policies shall name the City of Tukwila as an additional named insured and shall include a provision prohibiting cancellation or reduction in the amount of said policies except upon thirty (30) days prior written notice to the CITY. STARFIRE shall require its construction contractors to maintain minimum commercial general liability insurance limits of no less than $1,000,000 each occurrence, $2,000,000 general aggregate and a $2,000,000 products- completed operations aggregate limit. 6.10.3 Builders Risk Insurance ST ARFIRE shall require its construction contractors to procure and maintain, for the duration of construction of the facility, Builders Risk insurance covering interests of the CITY and the construction contractor in the work. Builders Risk insurance shall be on a all-risk policy form and shall insure against the perils of fIre and extended coverage and physical loss or damage including flood and earthquake, theft, vandalism, malicious mischief, collapse, temporary buildings and debris removal. This Builders Risk insurance covering the work will have a deductible of $5,000 for each occurrence, which will be the responsibility ofthe construction contractor. Higher deductibles for flood and earthquake perils may be accepted by the CITY upon written request by ST ARFIRE and written acceptance by the CITY. Any increased deductibles accepted by the CITY will remain the responsibility ofthe construction contractor. The Builders Risk_insurance shall be maintained until final acceptance of the work by ST ARFIRE. ST ARFIRE shall require its construction contractors to maintain Builders Risk insurance in the amount of the completed value of the project with no coinsurance provisions. 6.10.4 Subcontractors STARFIRE shall require its construction contractors to include all subcontractors as insureds under its policies or shall furnish separate certifIcates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all ofthe same insurance requirements as stated herein for the construction contractor. 6.10.5 Verification of Coverage STARFIRE shall furnish the CITY with original certifIcates and a copy of the amendatory endorsements, including but not necessarily limited to the additional insured endorsement, evidencing the Commercial General Liability insurance of the construction contractor before commencement of the work. Before any exposure to loss may occur, STARFIRE shall fIle with the CITY a copy of the Builders Risk insurance policy that includes all applicable conditions, exclusions, definitions, terms and endorsements related to this project. AGREEMENT 50367676.02 Page 15 of31 Article 7. FINANCING & SECURITY INTERESTS 7.1 Financing - No CITY Obligation. STARFIRE shall be solely responsible for all fmancing requirements for all construction, maintenance, repairs, or subsequent improvements to the PREMISES. The CITY shall be under no obligation directly or indirectly to pay for any labor, material, or improvement associated with the PREMISES except as provided herein or mutually agreed upon. STARFIRE shall, in applying and obtaining financing, inform any lender that the CITY has no financial obligations associated with the construction, maintenance, repairs or subsequent improvements to the PREMISES. 7.2 Mortgages - Generally. ST ARFIRE, and its successors and assigns, shall have the unrestricted right to mortgage its interests under this Agreement, subject, however, to the limitations herein. As used herein, "Leasehold MOltgage" shall include any such mortgagees) or deed(s) of trust on the Estate created by this Agreement; "Purchase Money Mortgage" shall include any Mortgage granted to STARFIRE (or STARFIRE's successors) in connection with the sale of the interest in this Agreement; and "Estate" shall mean the estate of ST ARFIRE created by this Agreement upon and subject to all the terms and conditions of this Agreement. Any such Mortgage shall be subject to the rights of CITY hereunder in accordance with all the terms and conditions of this Agreement. In no circumstances and under no condition shall CITY's fee interest in the PARK be encumbered by, subject to or subordinate to a Mortgage. 7.3 Security Interest in PREMISES & Agreement/Consent. The CITY consents to the grant, transfer, pledge and assigmnent of any and all right, title, claim, interest ofSTARFIRE in and to this Agreement and in the PREMISES, and in any building facility, personal property and fixtures in the PREMISES ("Collateral") to lender for financing purposes. The CITY shall recognize lender's first priority security interest in the Collateral and the CITY hereby subordinates any and all interest ofthe CITY in said Collateral to lender. STARFIRE acknowledges that the CITY will not grant any security interest to any lender in CITY real property nor will the CITY allow any encumbrance of any kind or nature whatsoever upon, or in any manner on its title to CITY real property. In the event of default by STARFIRE to lender, in addition to all its rights and remedies available at law and equity, lender may enforce and/or foreclose its security interest/interests in the Collateral. CITY agrees that in connection with any such default, and all without further consent of CITY, lender may: 7.3.1 Acquire ST ARFIRE's interest in the Collateral either by a deed in lieu of foreclosure or actual foreclosure; AGREEMENT 50367676.02 Page 16 of31 7.3.2 Rent and/or grant a ground and use concession of the PREMISES subject to this Agreement pending foreclosure ofthe Collateral by lender; 7.3.3 Assign, sell and/or transfer the Collateral in whole or in part to any person or entity; 7.3.4 Take possession of any or all of the Collateral, obtain right of substitution for STARFIRE and operate said Collateral; and/or 7.3.5 Appoint a receiver. 7.4 LENDER's Reliance on Term. The CITY acknowledges that STARFIRE, in making application for fmancing, may be required to have an assurance that the terms of this Agreement will extend beyond the term of the financing term. By its signature to this Agreement, the CITY confirms its authority to provide the forty (40) year Agreement term conditioned solely upon ST ARFIRE maintaining current payments and remaining in full compliance with the terms and conditions ofthis Agreement. Additionally, the CITY acknowledges that, after any original financing cOlll1-mtments by ST ARFIRE have been satisfied, these financing provisions shall be applicable to all future advances or financing required by STARFIRE and used solely for the improvements and repairs of the PREMISES. 7.5 Surrender of the Collateral. No surrender of Collateral or the PREMISES subject to this Agreement or any other act of ST ARFIRE shall be deemed to terminate this Agreement. CITY will not terminate this Agreement voluntarily by agreement with ST ARFIRE unless lender has been previously notified in writing and has consented to the termination in writing. This Agreement shall not be amended or modified unless lender has been previously notified in writing and has consented to such amendment or modification in writing. 7.6 Notice of Default and Lender's Rights. 7.6.1 Notice of Default If ST ARFIRE defaults under this Agreement or if any event occurs which would give CITY the right to tenuinate, modify, amend or shorten the term of this Agreement, CITY shall take no steps to exercise any right it may have under this Agreement without first giving lender written notice of such default in accordance with Article 7.12 below. A copy of each and every notice of default served or sent by CITY or its agent to or upon ST ARFIRE pursuant to this Agreement shall be sent contemporaneously to lender in accordance with Article 7.12 below. Such notice of default shall specify the event or events of default then outstanding and the time period at the end of which the indicated action would become effective. AGREEMENT 50367676.02 Page 17 of31 7.6.2 Termination for Monetary Default If the notice of default given by CITY to lender relates to a monetary default and STARFIRE has not cured such monetary default within thirty (30) days after lender receives the notice and STARFIRE's failure to cure results in CITY desiring to terminate this Agreement, CITY may terminate this Agreement if such monetary default is not cured by either STARFIRE or lender within fOlty-five (45) days after lender receives the notice of default. 7.6.3 Termination for Non-Monetary Default If the notice of default given by CITY to lender relates to a non-monetary default and ST ARFIRE has not cured, or diligently pursued curing, such non-monetary default within thirty (30) days after lender receives the notice, CITY shall take no action to terminate this Agreement if: a. .Within sixty (60) days after CITY's notice to lender regarding STARFIRE's failure to cure (or failure to diligently pursue a cure) lender notifies CITY of its intent to realize upon its security interest and commences realization within sixty (60) days thereafter, and diligently pursues realization; and b. Lender pays CITY at time of notification all monies or performances due that may be in default up to the day lender notifies CITY oflender's intent and further pays or performs all consideration that accrues during the period after lender so notifies CITY and completes such other performances that may be required or come due under this Agreement. CITY shall not terminate this Agreement because of STARFIRE's breach of any terms of this Agreement relating to the solvency of STARFIRE or the institution of any bankruptcy, insolvency, receivership or related action by or against ST ARFIRE as long as lender cures any default under this Agreement by ST ARFIRE as provided herein, except that lender shall not be required to cure any defaults relating to solvency of ST ARFIRE. 7.7 Right to Assign. Lender shall have the right to assign its interest in the Collateral. Upon the purchaser's, assignee's or transferee's assumption and agreement to perform and be bound by all of the terms of this Agreement, lender shall be relieved from further liability under this Agreement. If a lender [mances the purchaser, assignee or transferee, said lender shall be subject to all obligations as set forth in this Agreement. 7.8 Disposition of Insurance. Should the Collateral suffer any loss which is covered by casualty insurance, and the insurance proceeds are used to restore any improvements made by ST ARFIRE, CITY AGREEMENT 50367676.02 Page180f31 agrees that ST ARFIRE and lender shall have the right to such proceeds so long as none of CITY's property, utilities or other services therein are damaged or such damages are repaired. In the event the CITY's land is substantially damaged and STARFlRE's improvements have been repaired, CITY shall only participate in the insurance proceeds to the extent necessary to repair and restore CITY's land and any of CITY's improvements on or in the ground to the same condition the land was at the commencement of this Agreement, or in the same condition at the time ofthe casualty. Other than as described herein, CITY shall have no claim to insurance proceeds that are attributable to STARFIRE's interest in the Collateral. 7.9 Ril!ht to Participate in Litil!ation. Lender shall have the right to participate in any litigation, arbitration or dispute directly affecting the Collateral or interest of STARFIRE or lender therein, including, without limitation, any suit, action, arbitration proceeding, condemnation proceeding or insurance claim. CITY, upon instituting or receiving notice of any such litigation, arbitration or dispute will promptly notifY lender ofthe same. 7.10 Incorporation of Lender's Protection Provisions. Lender shall be a beneficiary of all rights of ST ARFIRE herein including but not limited to the warranty, indemnity, hold harmless, choice oflaw and venue, costs and attorney's fees as provided herein. 7.11 Ril!ht to Remove Collateral. In the event lender exercises its rights under its Collateral and realizes upon the Collateral, CITY agrees that lender is entitled to remove the Collateral, including but not limited to building facility, furniture, movable trade fixtures and equipment, from the PREMISES at any reasonable time and that the Collateral shall remain personal property even though the trade fixtures may be affixed to or placed upon the PREMISES. In the event lender so realizes on its Collateral, CITY waives any right, title, claim, lien or interest in the Collateral. 7.12 Notices. All notices, copies of notices, consents or other communications to lender given under this Agreement to lender must be in 'writing and shall be effective when received. Such communications shall be given in person to an officer oflender, addressed to lender at an address as provided by lender. AGREEMENT 50367676.02 Page 19 of31 Article 8. TERMINATION 8.1 Failure to Perform. 8.1.1 Obligation to Perform Nothing herein shall imply any duty upon CITY to do any \vork, which under any provision of this concession ST ARFIRE may be required to perform, and the performance thereof by CITY shall not constitute a waiver ofSTARFIRE's default. CITY shall not in any event be liable for inconvenience, annoyance, and disturbance in its activities in the PARK, however shall not permit a loss of business, or other damage to ST ARFIRE by reason of its actions pertaining to the PARK. 8.1.2 Payments to Other Parties Except as otherwise expressly provided hereunder, all obligations of ST ARFIRE under this Agreement will be performed by STARFIRE at STARFIRE's sole cost and expense. If ST ARFIRE fails to pay any sum of money owed to any party other than CITY for which ST ARFIRE is liable hereunder, or if ST ARFIRE fails to perform any other act on its part to be performed hereunder, and such failure continues for ten days after notice thereof by CITY, CITY may, without waiving or releasing STARFIRE from its obligations, make any such payment or perform any such other act to be made or performed by STARFIRE. STARFIRE shall pay CITY, on demand, all sums so paid by CITY and all necessary incidental costs, together with interest thereon at the lesser of 1 Y2 percent per month or the maximum rate permissible by law, from the date of such payment by CITY. 8.2 Default. 8.2.1 CITY's Default CITY will not be in default unless CITY fails to perform an obligation within sixty (60) days after notice by STARFIRE, which notice must specify the alleged breach; provided that if the nature of CITY's obligation is such that more than sixty (60) days are reasonably required for cure, then CITY will not be in default if CITY commences to cure within sixty (60) days of ST ARFIRE' s notice and thereafter diligently pursues completion and completes performance within a reasonable time. 8.2.2 STARFlRE's Default The occunence of anyone or more ofthe following events constitutes a default under this Agreement by STARFIRE: (1) STARFIRE shall be in default ofthe performance of any covenants, conditions, or provisions of this Agreement, other than the covenants for the payment of consideration required by this Agreement, where such failure continues for a period of sixty (60) days after written notice is given by CITY provided that if the nature ofSTARFIRE's obligations is such that more than sixty (60) AGREEMENT 50367676.02 Page 20 of31 days are reasonably required for cure, ST ARFIRE will not be in default if ST ARFIRE commences to cure within sixty (60) days of CITY's notice and thereafter diligently pursues completion and completes performance within a reasonable time; or (2) STARFIRE shall be adjudged a bankrupt, make a general assignment for the benefit of creditors, or take the benefit of any insolvency act, or if a permanent receiver and trustee in bankruptcy shall be appointed for STARFIRE's estate and such appointment is not vacated within sixty (60) days; or (3) PREMISES become vacant or deserted for a period of sixty (60) days; or (4) if this Agreement shall be assigned or the PREMISES sublet other than in accordance with the terms of this AGREEMENT and such default is not cured within thirty (30) days after written notice to STARFIRE; or (5) STARFIRE shall fail to make any payment when due, or fail to make any other payment required hereunder when due, when that failure is not cured within thirty (30) days after mailing of wlitten notice thereofby CITY. 8.2.3 Default for Other Cause This Agreement may be immediately terminated for other cause by a party if the other party substantially fails to perform its obligations under this Agreement, through no fault ofthe terminating party, and the non-performing party does not commence correction of the failure of performance within sixty (60) days of the terminating party's sending notice to the non-performing party. 8.3 Remedies Are Cumulative. Remedies under this Agreement are cumulative; the failure to exercise on any occasion any right shall not operate to forfeit such remedy. 8.4 Destruction of PREMISES & Use of Insurance Proceeds. 8.4.1 Unless othernTise mutually agreed by the PARTIES, in the event the PREMISES are destroyed or injured by fire, earthquake, or other casualty, then ST ARFIRE shall proceed to rebuild and restore the PREMISES, or such part thereof as may be injured as aforesaid. In the event of any loss covered by the insurance policies described and required pursuant to Article 9.5.1 herein, unless this Agreement shall be terminated as provided herein, the proceeds of such insurance policies shall be used by ST ARFIRE first to rebuild and restore the PREMISES and replace the improvements, fixtures, and equipment, which may be damaged or destroyed by such casualty. 8.4.2 Notwithstanding the forgoing, in the event the PREMISES are destroyed by fire, earthquake or other casualty ST ARFIRE may elect to restore the PREMISES to a condition equivalent to or better than existed as of the EFFECTIVE DATE, and terminate the AGREEMENT without further obligation except as otherwise provided in this Agreement. AGREEMENT 50367676.02 Page 21 of31 8.5 Duties upon Termination. Upon termination of this agreement, and unless otherwise arranged, ST ARFIRE shall remove from the PARK all its personal property, goods, and effects. In the event that ST ARFIRE fails to perform this duty at termination, the CITY may cause such removal to be made and said personal property, goods, and effects to be stored, the cost and expense to be paid by STARFIRE. It is mutually understood and agreed that the real property constituting the PREMISES of this Agreement is the real property of the CITY and that all improvements to said real property shall revert to the CITY at the termination of this Agreement. 8.6 Eminent Domain. The following rules shall govern the rights and duties of the PARTIES in the event of interference with STARFIRE's use on possession ofthe PREMISES as a result of the exercise of eminent domain or private purchase in lieu thereof. 8.6.1 Rights of Termination If the whole ofthe PREMISES shall be taken for any public or quasi-public use under any statute or by right of eminent domain, or by private purchase in lieu thereof, then this Agreement shall automatically terminate as of the date that title shall be taken. If more than twenty-five percent (25%) ofthe PREMISES shall be so taken and if the taking renders the remainder thereof unusable for the purposes for which the PREMISES were concessioned, then CITY and ST ARFIRE shall each have the right to terminate this Agreement on thirty (30) days notice to the other given within ninety (90) days after the date of such taking. Provided, however, that ifthe CITY is exercising its rights of eminent domain, a fair value shall be placed on this Agreement and the PREMISES with the compensation thereof awarded solely to STARFIRE, or lender pursuant to its security interest, if any. 8.6.2 Non-Termination If any part of the PREMISES shall be so taken and this Agreement is not terminated, then the CITY shall, at its own cost and expense, restore the remaining portion of the PREMISES to the extent necessary to render it reasonably suitable for the purposes for which it was concessioned. 8.6.3 Compensation The compensation awarded or paid upon such a total or partial taking of the PREMISES and/or this Agreement shall belong to and be appoliioned between the CITY and ST ARFIRE in accordance with their respective interests under this Agreement as determined by a court of competent jurisdiction. Additionally, ST ARFIRE may prosecute any claim directly against the condemning authority for the costs of removal of the goodwill, stock, trade fixtures, furniture and other personal propeliy belonging to AGREEMENT 50367676.02 Page 22 of31 ST ARFIRE. CITY shall have no claim to condemnation proceeds that are attributable to STARFIRE's interest in the Collateral, nor shall lender have any interest in CITY's condemnation proceeds, if any. Article 9. GENERAL CONDITIONS 9.1 Relationship of PARTIES. 9.1.1 Independent Status The PARTIES intend that an independent relationship shall be created by this Agreement. Nothing contained herein shall create the relationship of principal and agent or of partnership or of joint venture between the parties hereto, and neither the method of computation of consideration nor any other provision contained herein shall be deemed to create any relationship between the parties hereto other than the relationship of CITY as granting a ground and use concession to STARFIRE. STARFIRE has the experience, ability, and resources to develop and operate the FACILITIES and is performing independent functions and responsibilities within its field of expertise. ST ARFIRE, its personnel and agents are independent contractors and not employees of the CITY. No agent, employee, servant, or representative ofSTARFIRE shall be deemed to be an employee, agent, servant or representative of the CITY. STARFIRE and its personnel have no authority to bind the CITY or to control the CITY's employees. As an independent contractor, ST ARFIRE is responsible for its own management. The CITY's administration and enforcement of this Agreement shall not be deemed an exercise of managerial control over STARFIRE or its personnel. 9.1.2 No Third Party Rights Created It is mutually understood and agreed that this Agreement is solely for the benefit of the PARTIES hereto and gives no right to any other party except as provided by Article 7 herein. 9.1.3 Joint Venture/Partnership It is mutually understood and agreed that no joint venture or partnership is formed as a result of this Agreement. 9.2 Notices. Except as provided in Article 7 herein, any notice required or permitted hereunder must be in writing and will be effective upon the earlier of personal delivery or three days after being mailed by certified mail, return receipt requested, addressed to ST ARFIRE or to CITY at the address for that party designated herein. Either party may specify a different address for notice purposes by written notice to the other, except that CITY may in any event use the PREMISES as STARFIRE's address for notice purposes. All notices shall be delivered to the following addresses: AGREEMENT 50367676.02 Page 23 of31 CITY Address City of Tukwila Attn: City Administrator 6200 Southcenter Boulevard Tukwila, WA 98188 ST ARFIRE Address Starfire Sports Attn: Christopher Slatt P.O. Box 48299 Burien, WA 98148-0299 9.3 Reports & Information. When requested by the CITY, STARFIRE shall furnish periodic reports and documents on matters covered by this Agreement. The reports and documents shall be furnished in the time and form requested. ST ARFIRE shall maintain accounting records in accordance with Generally Accepted Accounting Principles (GAAP) for non-profit entities. 9.4 Permits. Licenses. Taxes. & Fees. 9.4.1 Permits, Licenses, & Other Documents STARFIRE shall possess a current Tuk'Nila Business License and shall obtain all regulatory licenses and permits, including all construction and building permits, necessary to fulfill STARFIRE's obligations under this Agreement at STARFIRE's sole expense. Each party agrees to execute such additional or other documents as may be required to fully implement the intent of this Agreement. 9.4.2 Taxes & Fees As an independent contractor, STARFIRE shall be solely responsible for all taxes, fees and charges incurred, including but not limited to license fees, business and occupation taxes, workers' compensation and unemployment benefits, all federal, state, regional, county and local taxes and fees, including income taxes, property taxes, permit fees, operating fees, surcharges of any kind that apply to any and all persons, facilities, property, income, equipment, materials, supplies or activities related to STARFIRE's obligations under this Agreement. 9.4.3 Leasehold Excise CITY shall be responsible for payment of leasehold excise tax, if any, under this Agreement. 9.4.4 Admissions Tax The CITY acknowledges that STARFIRE, as a non-profit entity, is not subject to the CITY's admissions tax. In the event the CITY's admissions tax is made applicable to non-profit entities, including ST ARFIRE, all amounts collected and paid by ST ARFIRE AGREEMENT 50367676.02 Page 24 of31 to CITY as admissions taxes shall be a credit against (i.e., deducted from) amounts otherwise payable by ST ARFIRE to CITY under this Agreement. 9.5 Insurance. 9.5.1 Fire, Earthquake, & Casualty Insurance ST ARFIRE agrees that, at all times during the full term of this Agreement and at its own expense, STARFIRE shall, at its sole cost and expense, maintain in full force and effect adequate fire, flood, earthquake, and other casualty coverage covering the PREMISES and its contents, including all personal property, fixtures, and improvements. Such policy shall include a replacement cost endorsement. ST ARFIRE shall obtain and file with the CITY's Risk Manager a Certificate of Insurance evidencing such coverage. All such insurance coverage shall include a thirty-day cancellation notice to ST ARFIRE and the CITY. Adequacy of coverage is defined as insurance sufficient to restore the PREMISES to its pre-casualty condition. 9.5.2 Liability Insurance Prior to the commencement date of this Agreement, ST ARFIRE, at its own expense shall obtain and file with the CITY's Risk Manager a Certificate of Insurance evidencing commercial general liability insurance coverage ("CGL") providing coverage of at least $1,000,000 per occurrence and $1,000,000 general aggregate. This Certificate of Insurance shall be subject to approval by the CITY's Risk Manager as to company, terms and coverage, and said approval shall not be umeasonably withheld. The CGL shall name the CITY as an additional insured and must fully protect the CITY from any and all claims and risks and losses in connection with any activities or omissions by STARFIRE by virtue of this Agreement. The CGL policy shall remain in full force and effect at STARFIRE's sole expense for liability for property damage or personal injury that may occur in connection with activities or omissions by ST ARFIRE, and provide coverage for the full term of this Agreement. STARFIRE shall insure that the CITY's Risk Manager is given thirty-calendar days prior written notice, by certified mail, of any cancellation, lapse, reduction or modification of such insurance. 9.5.3 Release and \Vaiver of Subrogation Any policy of insurance carried by either CITY or ST ARFIRE pursuant to any obligation under this Agreement, shall, to the extent available, contain a waiver of subrogation clause on the part of the insurer. Such waiver shall apply to damages to adjacent property. Notwithstanding any other provision ofthis Agreement, neither CITY nor STARFIRE shall be liable to the other party or to any insurance company (by subrogation or otherwise) insuring the other party for any loss or damage to any building, structure or tangible personal property of the other occurring in or about the PREMISES or PARK, even though such loss or damage might have been occasioned by the negligence of such party, its agents or employees, if such loss or damage is covered by property insurance issued by an insurance carrier authorized or licensed by the Insurance AGREEMENT 50367676.02 Page 25 of 31 Commissioner ofthe State of\Vashington to issue lines of insurance, benefiting the party suffering such loss or damage or was required under the terms of this Agreement to be covered by insurance by the party covering the loss. 9.6 Hold Harmless. Indemnification. & Industrial Insurance. 9.6.1 Hold Harmless & Indemnification Each party hereto agrees to be responsible and assumes liability for its own wrongful or negligent acts or omissions, or those of its officers, agents, or employees to the fullest extent required by law. Each party agrees to save, indemnify, defend, or hold the other party harmless against all liability, loss, damages, and expenses, including costs and attorney's fees, resulting from actions, claims and lawsuits arising or alleged to have arisen, in whole or in part, out of or in consequence of the acts or failures to act of the other party, its employees, its subcontractors, its agents, or its assigns, which arise in any way out of the performance of this Agreement. In the case of negligence of both the -. CITY and ST ARFIRE, any damages allowed shall be levied in proportion to the percentage of negligence attributable to each party, and each party shall have the right to seek contribution from the other party in proportion to the percentage of negligence attributable to the other party. 9.6.2 Industrial Insurance The PARTIES have specifically negotiated STARFIRE's waiver of its immunity under Title 51 RCW, which is hereby waived for purposes ofSTARFIRE's indemnification and hold harmless ofthe CITY, including the duty to defend. This provision shall be inapplicable to the extent such action, claim, or lawsuit is judicially found to arise solely from the acts or failures to act ofthe CITY. 9.7 Successors & Assigns. 9.7.1 The CITY and STARFIRE each agree to be bound to the other party in respect to all covenants, agreements, and obligations contained in this Agreement. Except as provided in Article 7 and 9.7.2 herein, neither party shall assign the Agreement in part or as a whole, without the written consent of the other. Except as provided in Article 4.8 herein, STARFIRE shall not sublease any ofthe PREMISES, without written notice to and approval of the CITY. 9.7.2 The CITY acknowledges that STARFIRE is authorized under this Agreement, without further CITY approval, to enter into space leases, rental agreements, and/or grant sub-concessions within the PREMISES for individual facility operations; food and beverage services; athletic equipment operation, sales and service; and, similar supporting concessions consistent with Section 4.12.1. 9.7.3 When requested, approval by the CITY ofa subcontract or assignment shall not be umeasonably withheld. AGREEMENT 50367676.02 Page 26 of31 9.7.4 In the event of an assignment, subcontracting, or delegation of duties, ST ARFIRE shall remain responsible for the full and faithful performance of this Agreement and the assignee, subcontractor, or other obligor shall also become responsible to the CITY for the satisfactory performance of the services, facilities, or equipment assumed. The CITY may condition approval upon the delivery by the assignee, subcontractor, or other obligor of its covenant to the CITY to fully and faithfully complete the requirements or responsibility undertaken under this Agreement. 9.7.5 Notwithstanding the foregoing, provided STARFIRE is not in default, ST ARFIRE may assign its interest in this Agreement without seeking CITY's consent to a parent or subsidiary. Except as otherwise provided herein, all of the covenants, conditions, and provisions of this Agreement are binding upon and inure to the benefit of the PARTIES and their respective heirs, personal representatives, successors, and assigns. 9.8 Bankruptcy. Except as provided in Article 7 herein, PARTIES agree that if ST ARFIRE is adjudged bankrupt, either voluntarily or involuntarily, then this AGREEMENT, at the option ofthe CITY, may be terminated effective on the day and at the time the bankruptcy petition is filed. 9.9 Compliance with Laws. STARFIRE, its officers, employees, and agents shall comply with applicable federal, state, county, and local laws, statutes, rules, regulations, and ordinances, in performing its obligations under this Agreement. Such compliance shall include abiding by all applicable federal, state and local policies to ensure equal employment opportunity based on ability and fitness to all persons regardless of race, creed, color, national origin, religion, sex, physical handicaps or age. ST ARFIRE shall comply with applicable laws pertaining to employment practices and employee treatment. Conditions ofthe Federal Occupational Safety and Health Act of 1970 (OSHA), the Washington Industrial Safety and Health Act of 1973 (WISHA), and standards and regulations issued under these Acts must be complied with. STARFIRE agrees to indemnify and hold harmless the CITY from all damages assessed for STARFIRE's failure to comply with the Acts and Standards issued thereunder. ST ARFIRE is also responsible for meeting all pertinent local, state and federal health and environmental regulations and standards applying to any operation in the performance of this Agreement. 9.10 Nondiscrimination. PARTIES shall not discriminate in employment or services to the public on the basis of race, color, national origin, sex, religion, age, marital status, or disability, except for employment actions based on bona fide occupational qualification. AGREEMENT 50367676.02 Page 27 of31 I 9.11 Choice of Law & Venue. This Agreement shall be interpreted according to the laws of the State of Washington. Any judicial action to resolve disputes arising out of this Agreement shall be brought in King County Superior Court. 9.12 Costs & Attorneys' Fees. In any action brought to enforce any provision of this Agreement, including actions to recover sums due or for the breach of any covenant or condition of this Agreement, or for the restitution ofthe PREMISES to the CITY or eviction of ST ARFIRE during the tenn or after expiration thereof, the substantially prevailing party shall be entitled to recover from the other party all reasonable costs and reasonable attorney's fees incurred, including the fees of accountants, appraisers, and other professionals, at trial or on appeal, and without resort to suit. 9.13 Modification. This Agreement may only be modified by written instrument signed by both PARTIES. 9.14 Change in Law/Renegotiation. The PARTIES agree that changes in federal, state or local laws or regulations that materially modify the terms and conditions of the Agreement and result in a detrimental change in circumstances or a material hardship for either party in performing this Agreement may be the subject of a request by a requesting party to renegotiate this Agreement or negotiate Agreement amendments and the responding party agrees to renegotiate fairly with the requesting party. 9.15 Force Majeure. Provided that all other requirements of this Agreement are met, any party shall not be deemed to be in default and shall not be liable for failure to perform under this Agreement if that party's performance is prevented or delayed by acts of God including landslides, lightning, forest fires, stonns, floods, freezing and earthquakes, civil disturbances strikes or labor interference, acts ofthe public enemy, wars, blockades, public riots, breakage, explosions, accident to machinery, equipment or materials, unavailability of required materials, governmental restraint or other causes, whether of the kind enumerated or otherwise, which are not reasonably within the control of that obligated party ("Force Majeure"). If as a result of a Force Majeure event, an obligated party is unable wholly or partially to meet its obligations under this Agreement, it shall give the other party promptly written notice ofthe Force Majeure event, describing it in reasonable detail. The obligated patty's obligations under this Agreement shall be suspended, but only with respect to the pmticular component of obligations affected by the Force Majeure and only for the period during which the Force Majeure exists. AGREEMENT 50367676.02 Page 28 of 31 9.16 Waiver. Failure to enforce any provision ofthis Agreement shall not be deemed a waiver of that provision. No waiver of any right or obligation of either party hereto shall be effective unless in writing, specifying such waiver, executed by the party against whom such waiver is sought to be enforced. Waiver of any right or power arising out of this Agreement shall not be deemed waiver of any other right or power. 9.17 Illegal Provisions - Severability. Should any part of this Agreement be found void, illegal, or unenforceable, the balance of the Agreement shall remain in full force and effect. 9.18 Article Headings, Gender, & Number. Article paragraph headings are not to be construed as binding provisions of this concession; they are for the convenience of the PARTIES only. The masculine, feminine, singular and plural of any word or words shall be deemed to include and refer to the gender and number appropriate in the context. 9.19 Entire Agreement. This Agreement and its Exhibits constitutes the entire agreement between the PARTIES, and the PARTIES acknowledge that there are no other agreements, written or oral, that have not been set forth in the text of this Agreement. 9.20 Counterparts. This Agreement may be executed simultaneously 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. 9.21 Recording. Upon the execution of this Agreement the CITY will cause this Agreement to be recorded with the land use records of King County, Washington. IN WITNESS '\THEREOF, this Agreement has been entered into between the City of Tukwila and Starfire Sports as of the 1 st day of March, 2003. ST ARFIRE SPORTS a not-for-profit Washington corporation By: (!a~ AGREEMENT 50367676.02 Page 29 of31 Christopher G. Slatt, Chairman 4- (Jr<Z..s td e...p~-c CITY OF TUK\VILA a Washington municipal corporation c-~i ~ iV)tV)~ By:~r Steven M. Mullet, Mayor ~li~~ CIty ttomey ...... ATTEST: ~-Lg.~~ 1j Clerk LIST OF EXHIBITS Exhibit A - Description of PREMISES Exhibit B - Preliminary Building and Site Plans Exhibit C - Starfire Sports FACILITIES Exhibit D - Legal Description ofP ARK AGREEMENT 50367676.02 Page 30 of31 STATE OF WASHINGTON ss. COUNTY OF KING I certify that I know or have satisfactory evidence that STEVEN M. MULLET is the person who appeared before me, and said person acknowledged that she signed this instrument, on oath stated that he as authorized to execute the instrument and acknowledged it as the Mayor o the CITY OF TUKWILA to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument. Gi \off ;_t o _f _official s i p`CARI' 0 t r O t t to t s tt OF W STATE OF WA N COUNTY OF KING AGREEMENT 50367676.02 E Jai )s s. eal this day ors d 2003. Type/Print NameJ V Fti Pt l S C Notary Public in and for the State of Washington residing at My Commission expires 5 c-1 C 1- 3 c On this day of'_L- AA-e—ad 2004 before m4 pr�o Jlyhapeared� CHRISTOPHER G. SLATT, to me known to bdthe CHAIRMAN S�TARFTRE �L SPORTS, a not- for -profit Washington corporation, that executed the within and foregoing instrument and acknowledged the said instrument to be the free and voluntary act and deed of said corporation for the uses and purposes therein mentioned, and on oath stated that he was authorized to execute and in fact executed said instrument on behalf of the corporation. Given under my hand and official seal this AV day of,a-ttf� �tiJz—a 2003. Tyne/Print Name i,"tU� Notary Public in and for the State of Washington residing a My Commission expires v Page 31 of 31 EXHIBIT A Description of PREMISES The PREMISES consist of the FACILITIES (as defined at Exhibit C) and exterior landscaping but does not include the fee ownership of the PARK real property (see Exhibit D) upon which the PREMISES are located, and as more particularly described as follows: THE PREMISES SHALL BE THAT PORTION OF THE REAL PROPERTY DESCRIBED IN EXHIBIT D TO THE AGREEMENT BETWEEN CITY AND STARFIRE (EFFECTIVE MARCH 1,2003, "AGREEMENT"), AS MORE PARTICULARLY SHOWN IN EXHIBIT B TO THE AGREEMENT AS THAT PROPERTY WITHIN THE DASHED LINES AND MORE GENERALLY DESCRIBED IN SAID EXHIBIT B AS "SOFTBALL COMPLEX," "STARFIRE ATHLETIC CENTER, [TOGETHER \VITH] FIELDS 1,2,3 AND 4," AND" FIELDS 5,6 AND 7." CITY AND ST ARFIRE AGREE THAT A MORE COMPLETE DESCRIPTION OF THE PREMISES SP.tALL BE DEVELOPED AND ADDED TO THIS EXHIBIT A, AS NECESSARY TO IMPLEMENT THE AGREEMENT A1\TD UPON REQUEST BY EITHER PARTY. AGREEMENT 50367676.02 Exhibit A Exhibit B Preliminary Building and Site Plan EXHffiIT C STARFIRE SPORTS FACILITIES The FACILITIES will be comprised of 13 athletics fields, consisting of an athletic center building housing two indoor soccer fields, and associated facilities, one outdoor soccer stadium field, six outdoor soccer fields, and four or more softball fields and other athletic and recreational facilities that may be developed in conjunction therewith. The FACILITIES may provide on the PREMISES for a range of field sports and community events, including but not limited to soccer, softball and baseball, rugby, lacrosse, and cricket. AGREEMENT 50367676.02 Exhibit C Filed For Record At Request Of EXHIBIT D Legal Description of PARK AFTER RECORDING RETURN TO: King County Asset Management Section ADM-ES-DSOO 500 King County Admin. Bldg. 500 Fourth Avenue Seattle, WA 98104 BARGAIN AND SALE DEED Grantor - - Grantee - - Legal - - - - King County, Washington City of Tukwila SW 1/4, Sec. 13, Twp 23 N., Rge 4 E., W.M. Govt Lots 1 & 2, Sec. 23, Twp 23 N., Rge 4 E., W.M. Govt Lots 1 & 5, Sec. 24, Twp 23 N., Rge 4 E., W.M. Tract 36, Second Supplement Map of Renton Shore Lands Blocks 4-9 & 12-17, Gundakers Interurban Addn. 1323049080; 2323049001, 2423049030 & 295490-0426 Tax Acet. - The Grantor, KING COUNTY, a political subdivision of the State of vVashingtoIT" for and in consideration of mutual benefits, pursuant to King County Ordinance No. 14550, does hereby bargain, sell, and convey unto the CITY OF TUKWILA, a municipal corporation of the State of Washington, the following described lands, situate in King County, Washington, and referred to herein as tlie .Property": " FORT DENT PARK Tax Account No. 132304-9080 A tract of land in the SW 1/4 of Section 13, Township 23 North, Range 4 East, W.M., in King County, Washington, described as follows: Commencing at the S. W. comer of said Section 13; thence N. 29051' W. 114.7 feet; thence N. 66021' E. 153.9 feet; thence S. 66057' E. to a point on the Easterly margin of the Chicago, Milwaukee, St. Paul & Pacific Railroad Co. right of way and the true point of beginning; thence Northeasterly along said Easterly margin of the Chicago, Milwaukee, St. Paul & Pacific Railroad Co. right of way 108 feet, more or less, to a point on the Southerly margin of Tract 33 of Renton Shorelands 2nd Supplement. records of King County, Washington; thence Easterly along said Southerly margin of Tract 33, 33 feet, more or less, to the Westerly margin of County Road NO.8 (known as Monster Road); thence Southeasterly along said Westerly margin of County Road No.8, 104 feet. more or less, to a point which bears N.74013'19" E. from a point within said tract of land which is located on the Southerly margin of a permanent easement recorded under King County Auditor's File No. 7202010402 and granted to King County for the P-l Drainage P:lge 1 of_1-- AGREEMENT 5036767602 Exhibit D Channel, said point being described by Washington State Lambert Grid Coordinates (North Zone) N 176, 376.52, E 1, 650, 378.61; thence continuing Southeasterly along said Westerly margin of County Road NO.8 along a curve to the left having a radius of 300 feet, the center of which bears N. 25021'49" E., an arc distance of 50.74 feet; thence S. 74013'19" W. 68.84 feet; thence S. 83041 '02" W. 60.83 feet; thence along a curve to the right having a radius of 667.96 feet, the center of which bears N.15046'41" W. an arc distance of 108.45 feet, more or less, to the Easterly margin of the Chicago, Milwaukee, St. Paul & Pacific Railroad Co. right of way; thence Northeasterly along said Easterly margin 24 feet, more or less, to the true point of beginning. SUBJECT TO: 1) Easement in favor of Drainage District NO.1 for flood control works, as recorded under Recording No. 4717788; 2) Pacific American Commercial Co. for ingress and egress, as recorded under Recording No. 5833513; 3) Harold R. Iverson and Marion E. Iverson, for ingress and egress, as recorded under Recording No. 5833514. Tax Account No. 232304-9001 All of Government Lots 1 an-d 2 in Section 23, Township 23 North, Range 4 East, W.M.; ALSO all that portion of Government Lots 1 and 5 in Section 24, Township 23 North, Range 4 East, W.M., AND all that part of the Lake in Sections 23 and 24 lying West of the right of way of main lines of Chicago, Milwaukee and St. Paul Railway; ALSO Tract 36, Second Supplement Map of Renton Sh.oreLands as shown on the official maps thereof on fife in the Office of the Commissioner of Public Lands at Olympia, Washington. EXCEPT right of way of Northern Pacific Railway Co.; LESS Coal & _ Minerals and the right to explore for and mine the same; TOGETHER WITH and subject to the terms of all easements appurtenant to the above described property; EXCEPT that certain easement granted to Pacific American Commercial Co. on the 25th day of July, 1963, by Container Corporation of America, and recorded in Volume 4616 of Deed, records of King County, at pages 668, 669 and 670, Auditor's File No. 5833513. Tax Account No. 242304-9030 All those parts or portions of Lots 1 and 5, in Section 24, Township 23 North, Range 4 East, W.M., in King County, Washington, bounded and described as follows: Beginning on the West boundary of the Rrw of the Burlington Northern, Inc., formerly the Northern Pacific Railway Co., at a point which is 550 feet South and about 100 feet East of the N.W. corner of said Section 24, and running thence Southeasterly a distance of 300 feet to a point which is distant 70 feet Westerly from, measured at right angles to, said Burlington Northern, Inc. RfW boundary; thence Southeasterly parallel to and distant 70 feet Page 2 of J-- Westerly from said RfW boundary to White River; thence Easterly along said White River to said RfW boundary; thence Northwesterly along said West boundary of Burlington Northern, Inc. RNV to point of beginning. SUBJECT TO: Restrictions and reservations contained in that certain Warranty Deed to King County, as recorded under Recording No. 7502100393. Tax Account No. 295490-0426 That portion of vacated Blocks 4 to 9, inclusive, and vacated Blocks 12 to 17, inclusive, of Gundaker's Interurban Addition to Seattle (Vacated), according to plat recorded in Volume 14 of Plats, page 46, in King County, Washington, and vacated streets adjoining, more particularly described as follows: Commencing at Highway Engineer's Station P.O.T. (2M) 127+75.0 on the 2M-line shown on the State Highway Map of Primary State Highway No. 1 (SR405) Green River Interchange, Sheet 2 of-4 Sheets, established by Commission Res. No. 1192, February 19, 1962; thence Northeasterly at right angles of said 2M-line North 30027'06" East284.88 feet; thence tangent to the preceding course along the arc of a curve to the left having a radius of 300 feet and a central angle of 08019'06", an arc length of 43.56 feet; thence tangent to the preceding curve North 22008'00" East 309.43 feet; thence North 30035'15" East 60.00 feet to the True Point of Beginning of the parcel to be described herein; thence, from said True Point of Beginning from a tangent that bears North 59024'45 West along the arc of a curve to the left having a radius of 60.00 feet and a central angle of 89041 '29", an arc length of 93.92 feet; thence, North 59024'45" West 183.62 feet, more or less, to the bank of the Green River; thence along the bank of the Green River North 30004'58" East 116.17 feet to a point thereon; thence leaving said bank of the Green River South 37036'40" East 137.76 feet; thence South 55024'30" East 50.12 feet; thence South 59024'45" East 66.73 feet; thence South 30035'15" West 1.82 feet to the True Point of Beginning. SUBJECT TO: 1) Covenant to bear th.e cost of construction or repair of road crossing, easement for which was granted aver adjacent property by instrument, as recorded under Recording No. 5833515, 5990555 and 5990556; 2) Right of the State of Washington in and to that portion, if any, of the land described which lies below the line of ordinary high water of the Green River; 3) Any change in the boundary or legal description of the property due to any shift or change in the course of the Green River; 4) Rights and easement of the public for commerce, navigation, recreation and fisheries; and 5) Restrictions on the use of the land resulting from the rights of the public or riparian owners to use any portion which is now, or has been, covered by water. TOGETHER WITH THE FOLLO\NING DESCRIBED EASEMENT: Page :3 of1- Grantor hereby assigns alllts rights, privileges and obligations, subject to the approval of such assignment by the State of Washington, in the easement granted by the State of Washington Department of Natural Resources on June 19, 1974, attached to this Deed as Exhibit A, for right of way for the construction, use and maintenance of a county road bridge upon, over and across the following described shorelands in King County, Washington, to wit: Those portions of the shorelands of the second class and bed of the Green River, owned by the State of Washington, situate in front of Government lot 1, Section 23, and the W. H. Gilliam D. L. C. in Section 24, Township 23 North, Range 4 East, W.M., included within the limits of a strip 60 feet in width, having 30 feet of such width on each side of the following described centerline: Beginning at a point in said Government lot 1, which is N 20 36' 20" W 459.17 feet from the east quarter section corner of said Section 23, running thence S 59024' 11" E 199.9 feet to a point in the W. H. Gilliam D. L. C. No. 41, which is N 220 57' 22" E 387.65 feet from the west quarter section corner of said Section 24, and the terminal point of this centerline description, having an area of 0.18 acre, as shown on the plat thereof on file in the office of the Commissioner of Public lands at Olympia, Washington. Subject, however, to any rights to be acquired pursuant to the provisions of Chapter 158, Session laws of 1959. RESERVED UNTO KING COUNTY WASHINGTON, THE FOllOWING DESCRIBED EASEMENTS ON THE PROPERTY: 1) Easement for drainage channel, as recorded under Recording No. 7203020421; 2) Agreement with Burlington Northern, Inc. for operation and maintenance of a flood control drainage channel, as recorded under Recording No. 7302060451; 3) Agreement with the State of Washington for maintenance of a drainage channel, as recorded under Recording No. 7305220394; 4) Aquatic Easement granted by the State of Washington, as recorded under Recording No. 8006100511; 5) Easement for drainage canal granted by Burlington Northern, Inc., as recorded under Recording No. 8002110444. RESERVED UNTO KING COUNTY, WASHINGTON, THE FOllOWING DESCRIBED EASEMENT ON THE PROPERTY: Grantor hereby reserves a permanent utility easement with the following terms: A) The County owns Utility facilities located on and under the Property. An easement for these Utility facilities had been granted to Municipality of Metropolitan Page 4. of7- Seattle (hereinafter Metro) by document dated July 30, 1962, recorded under King County Recorder's number 5469169("Metro Easements"). Since the granting of the Metro Easements, the County purchased the Property, and the County and Metro merged, thereby causing a merger of title between the Property and the Metro Easements. This Reservation of Easement shall supercede and replace the language of the Metro Easements. B) The County's agreement to convey the Property to the City is conditioned upon the County's reservation of a permanent utility easement. C) The City and County, by accepting and recording this utility easement reservation, hereby mutually covenant and agree as follows: 1) The County hereby reserves, for the purposes stated below, a permanent utility easement over, across, along, in, upon and under the Property referred to as the Utility Easement Area and more particularly described as follows: That portion of Government Lots 1 and 5, Section 24, Township 23 North, Range 4 East, W.M., and Government Lot 2, Section 23, Township 23 North, Range 4 East, W.M., in King County, Washington, lying within a strip of land 50 feet in width, 25 feet on each side of the following described centerline: Beginning on the Southwesterly margin of the right of way of the Burlington Northern, Inc., formerly the Northern Pacific Railway Company, at a point which is 25 feet Northerly of, measured at right angles to, the Green River; Thence South 86012'08" West 25.43 feet; Thence North 34019'06" West 491.72 feet to Point "A"; Thence continuing North 34019'06" West 160.39 feet to the b"eginning of a tangent curve to the right having a radius of 500 feet; Thence along said curve a distance of 88.39 feet through a central angle of 1 0007'44" to the beginning of a reverse curve to the left having a radius of 500 feet; Thence along said curve a distance of 85.73 feet through a central angle of 9049'28" to a point of tangency; Thence North 34000'48" West 149.71 feet to the beginning of a tangent curve to the left having a radius of 500 feet; Thence along said curve a distance of 48.02 feet through a central angle of 5030'08" to a point of tangency; Thence North 39030'56" West 91.35 feet to the beginning of a tangent curve to the right having a radius of 500 feet: Thence along said curve a distance of 45.35 feet through a central angle of 5011'50" to a point of tangency; Thence North 34019'06" West 739.52 feet; Thence North 79019'06" West 28.67 feet; Thence North 89041'02" West 33.97 feet; Thence South 6(048'58" West 173.89 feet to Point "8"; Thence continuing South 67048'58" West 115.14 feet; Page 5 ofj- Thence North 67011 '02" West 29.91 feet to a point on the centerline of the Green River Bridge projected Southerly; Thence Northerly along said projected centerline 10 feet, more or less, to the Green River, and the terminus of said line. Together with a strip of land 20 feet in width, the centerline of which is described as follows: Beginning at a point South 55040'54" West 25 feet from the above-described Point "A"; Thence South 55040'54" West 400 feet; Also together with a strip of land 20 feet in width, the centerline of which is described as follows: Beginning at a point South 22011 '02" East 25 feet from the above-described - Point "8"; Thence South 22011 '02" East 40 feet 2) The Utility Easement being granted herein is for the purpose of installing, constructing, operating, maintaining, removing, re-constructing, repairing, replacing and using sewer pipeline, pipelines, re-c1aimed water lines or other transmission or conveyance lines, including but not limited to communication lines or devices and optic lines with all connections, manholes and appurtenances thereto (hereinafter collectively referred to as "facilities"), within the Utility Easement Area, tog.ether with the right of ingress to and egress from said described property for the foregoing purposes. 3) The term of the utility easement shall be perpetual, and shallqe appurtenant to, be binding upon, and run with the Property. · 4) County shall, if the above described Property is disturbed by the maintenance, removal, repair or replacement of the facilities specified herein, restore the surface of the above described Property as nearly as possible to the condition in which it existed at the commencement of said maintenance, removal, repair or replacement. 5) County shall indemnify, defend. and hold harmless City, its elected officials, staff, officers, agents and employees, from and against any and all claims, actions, suits, liability, loss, costs, expenses, and damages of any nature whatsoever, including costs and attorneys fees in defense and costs on appeal thereof, for injuries, sickness or death of persons or damage to property, which is caused by or arises out of said County, its officers, agents, or employees' errors or omissions in the performance of activities related to this easement, provided, however, that County's obligation to indemnify, defend and hold harmless' shall not extend to injuries, sickness, death or damage caused by or resulting from the sole negligence of City, its elected officials, officers, agents or employees. County agrees that it's obligations under this paragraph extend to any claim, demand, and/or cause of action brought by or on behalf of any of it's employees, or agents. For this purpose, County by mutual negotiation, hereby waives as respects the City only, any immunity that would otherwise be available against such claims under the Industrial Insurance provisions of Title 51 RCW. Page 6 of ~~ 6) City shall indemnify, defend and hold harmless County, its elected officials, staff, officers, agents and employees, from and against any and all claims, actions, suits, liability, loss, costs, expenses, and damages of any nature whatsoever. including costs and attorneys fees in defense and costs on appeal thereof. for injuries, sickness or death of persons or damage to property. which is caused by or arises out of said City, its officers. agents, or employees' acts. errors or omissions on the Property. both inside and outside the Utility Easement Area. provided. however, that City's obligation to indemnify, defend and hold harmless shall not extend to injuries sickness. death or damage caused by or resulting from the sole negligence of County, its elected officials, officers. agents or employees. City agrees that it's obligations under this paragraph extend to any claim, demand, and/or cause of action brought by or on behalf of any of it's employees, or its agents. For this purpose. City. by mutual negotiation, hereby waives. as respects the County only, any immunity that would otherwise be available against such claims under the Industrial Insurance provisions of Title 51 RCW. 7) All right, title, and interest that may be used and enjoyed without interfering with the Reservation of Utility Easement rights are reserved to the City. Except as otherwise provided herein. and after the date of this agreement, the construction. installation, or maintenance of any structures. whether temporary or permanent, shall be absolutely prohibited within the above described permanent easement area and. shall be deemed an unreasonable interference with County's easement rights unless specifically approved in writing by the County. Moreover, as to such non-approved structures. the provisions of paragraph 4 and 5 above. shall not applY:" RESERVED UNTO KING COUNTY, WASHINGTON, THE FOLLOWING DESCRIBED EASEMENT ON THE PROPERTY: - Grantor hereby reserves a permanent river protection easement, which shall be a perpetual easement for the purposes of accessing and constructing, inspecting, monitoring, reconstructing, maintaining and repairing. river bank protection and/or other flood related works, including installing. inspecting and maintaining a". vegetation and any other appurtenances thereto across, in, under, on. over and upon the following portions of the Property: All portions of the Property that .are riverward of a line that is parallel to and thirty (30) feet landward of the stable top of the river bank on the Green River ("Easement Area"). as constructed or reconstructed, together with reasonable ingress and egress upon the Property to access the Easement Area. Grantor shall have the right at such time as may be necessary and at the Grantor's sole discretion, to enter upon the Property and to have unimpeded access to, in and through the Easement Area for the purposes of exercising the Grantor's rights as described herein. Grantee agrees not to plant non-native vegetation within the Easement Area and not to remove or otherwise alter any improvements installed by Grantor, including any Page 7 of1.- native vegetation that may be planted and any flood protection works that may be constructed, within the Easement Area, without the prior approval of Grantor. Nothing contained herein shall be construed as granting any license, permit or right, otherwise required by law, to Grantee with respect to the Property and the Easement Area. For the purposes of this river protection easement, the term "native vegetation" shall mean vegetation comprised of plant species, other than noxious weeds (as identified on the State of Washington noxious weed list found at Washington Administrative Code Chapter 16-750, as amended from time to time), which are indigenous to the coastal region of the Pacific Northwest and which reasonably could have been expected to naturally occur at the site. Neither Grantor nor Grantee is hereby obligated to future maintenance, repair or other action related to the above-described exercise of easement rights. This river protection easement and/or any flood related works constructed or to be constructed within the Easement Area shall not be construed as granting any rights to any third person or entity, or as a guarantee of any protection from flooding or flood damage, and nothing contained herein shall be construed as waiving any immunity to liability granted to Grantor by any state statute, including Chapter 86.12 of the Revised Code of Washington, or as otherwise granted or provided for by law. The rights, conditions, and provisions of this easement shall inure to ~he ,benefit of and be binding upon the heirs, executors, administrators, and successors in interest and assigns of Grantor and Grantee. SUBJECT TO THE FOllOWING COVENANTS, WHICH ARE INTENDED TQ BE RUNNING COVENANTS BURDENING AND BENEFITING THE PARTIES SUCCESSORS AND ASSIGNS: The City, as required by RCW 36.89.050, covenants that the Property shall be continued to be used for open space, park, .or recreation facility purposes or that other equivalent facilities within the County shall be conveyed to the County in exchange therefore. The City covenants that it shall abide by and enforce all terms, conditions and restrictions in King County Resolution 34571, including that the City covenants that the Property will continue to be used for the purposes contemplated by Resolution 34571, that the Property shall not be transferred or conveyed except by agreement providing that such lands shall continue to be used for the purposes contemplated by Resolution 34571, and that the Property shall not be converted to a different use unless other equivalent lands and facilities within the County or City shall be received in exchange therefore. The City acknowledges that there are outstanding bonds that were used to finance the Property and covenants that it shall not use the Property in a manner that would cause the interest on County bonds related to the Property to no longer be exempt Page 8 off- from federal income taxation. If the City intends to take an action that could affect the tax exempt status of any outstanding bonds, such as transferring the property, limiting the public use of the Property, or causing the Property to be privately managed. the City may request in writing that the County concur that such action will not affect the tax exempt status of any outstanding bonds. Such request must contain sufficient information regarding the intended use of the Property for the County and its bond counsel to fully evaluate the proposal. If the County concurs, the County may not subsequently assert that such action violates this covenant. In determining whether a requested action will or will not affect the tax exempt status of any outstanding bonds, the County agrees to use good faith, to not unreasonably withhold concurrence, and to make its determination or to ask for additional information within 45 days of a written request to do so by the City. If the County fails to respond to the City's request or ask for additional information within the 45 day period, the County may not sUbsequently assert that such action violates this covenant. If the County asks for additional information within the 45 day period, the County will have an additional 30 days from the- receipt of the additional information to make its determination or the County may not subsequently assert that said action violates this covenant. The City further covenants that it will not limit or restrict access to and use of the Property by non-city residents in any way that does not also apply to city residents. The City covenants that if differential fees for non-city residents are imposed, they will be reasonably related to the cost borne by city taxpayers to maintain} improve or operate the Property for parks and recreation purposes. - The City acknowledges that a portion of the Green River Trail runs across the Property and covenants to maintain in perpetuity the Trail for public troail purposes and to maintain in perpetuity the connections between the Trail on the Property with the portions of the Green River Trail that are outside of the Property. The City covenants that it shall place the preceding covenants in any deed. transferring the Property or a portion of the Property for public park, recreation or open space uses. Dated this day of ,20 KING COUNTY, WASHINGTON BY TITLE Page 9 of i-