HomeMy WebLinkAbout2013 - Settlement Agreement - Open Frame - 20130709001147pak-693937
first american title
AFTER RECORDING MAIL TO:
Name City of Tukwila / City Clerk
Address 6200 Southcenter Blvd
City/State Tukwila, WA 98188
20130709001147
z 59.00
PAGE- 001gOFCO28AG
KING9COUNT 14:59
COUNTY,
Document Title(s):
1. Settlement Agreement
Reference Number(s) of Documents Assigned or released:
Grantor(s):
1. City of Tukwila
2.
] Additional information on page of document
Grantee(s):
1. Open Frame, LLC
2.
[ ] Additional information on page of document
Abbreviated Legal Description:
PTN TRACT 2, ANDOVER INDUSTRIAL PARK NO. 1, VOL. 66, P. 36; AND PTN TRACTS 1 & 2,
ANDOVER INDUSTRIAL PARK NO. 2, VOL. 71, P. 68 & 69, KING COUNTY, ALSO KNOWN AS LOTS
1 & 2, CITY OF TUKWILA BLA NO. L05 -025, REC. 20050928900006
Tax Parcel Number(s):
022300 - 0020 -07 and 022310 - 0020 -05 and 022310 - 0010 -07
[ ] Complete legal description is on page of document
I am requesting an emergency nonstandard recording for an additional fee as provided in RCW
36.18.010. I understand that the recording processing requirements may cover up or otherwise
obscure some part of the text of the original document.
SETTLEMENT AGREEMENT 13 -114
Council Appr. Per Ord. 2376
Tukwila Transit Center Condemnation
City of Tukwila/Open Frame LLC
This Settlement Agreement (the "Agreement ") dated thisi) Oday o es 2013 is by and
between the City of Tukwila, a Washington municipal corporation (the "City ") and Open Frame,
LLC, a Washington limited liability company ( "Open Frame "). Open Frame owns certain
properties in the City of Tukwila at the northeast corner of Andover Park West and Baker
Boulevard, parcel numbers 02331 -0010 and 022310 -0020, legally described in Exhibit A
attached hereto (the "Property"
The City has proposed a project to construct a transit center and certain pedestrian improvements
and widen and improve Andover Park West (the "City Project ") on the western boundary of the
Property. The plans for the City Project call for the acquisition by the City of certain permanent
and temporary property interests in the Property.
The City is prepared to initiate an action in eminent domain to acquire these interests. Open
Frame is concerned about the possible impacts of the City Project, and the condemnation
associated therewith, on the use and enjoyment of the Property by Open Frame and its tenants.
The parties desire to provide for the resolution of this matter, including acquisition by the City of
the property interests in the Property necessary for the City Project, and protections for Open
Frame to address possible impacts to the Property associated therewith, without the need for
litigation.
Therefore, in consideration of the mutual covenants and obligations set forth herein, the parties
agree:
1. Property Interests to City. Open Frame will execute and deliver to the City and,
as applicable, the City will execute and deliver a counterpart of the following conveyances of
property interests:
a. Right of Entry. A Right of Entry in the form attached hereto as Exhibit B
(the "Right of Entry").
b. Temporary Easement. A Temporary Construction Easement in the form
attached hereto as Exhibit C (the "Temporary Easement ").
c. Special Warranty Deed. A dedication deed in lieu of condemnation in the
form attached hereto as Exhibit D, subject to encumbrances of record (the "Deed ").
The Right of Entry, the Temporary Easement, and the Deed shall be executed contemporaneous
with this Settlement Agreement. The Right of Entry shall not be recorded. The City shall be
responsible for all costs of recording the Temporary Easement and the Deed, including any
recording fees and excise taxes. The City shall be responsible for obtaining any permits or
approvals necessary for the conveyance of the property set forth in the Deed.
2. Conditions to Conveyance. The conveyance by Open Frame to the City of
interests in the Property pursuant to the Temporary Easement and the Deed (the "Property
Interests ") are subject to the following conditions:
a. As -Is Conveyance. The City is acquiring the property interests "as is
where is" in their present condition. The City has had the opportunity to inspect the
property interests. Open Frame makes no representations or warranties, express or
implied, including without limitation with respect to: (a) the condition of the property
interests or the suitability of the property interests for the city's intended use; (b) any
applicable building, zoning or fire laws or regulations with respect to compliance
therewith or with respect to the existence or compliance with any required permits, if any,
of any government agency; (c) the availability or existence of any water, sewer, or
utilities, any rights thereto, or any water, sewer or utility districts; or access to any public
or private sanitary sewer or drainage system; or (d) the presence of hazardous substances
on the property interests or the environmental condition of the property interests. The
City acknowledges that the City has been given the opportunity to fully inspect the
property interests and the City assumes the responsibility and risks of all defects and
conditions, including, without limitation except as provided by law, such defects and
conditions, if any, that cannot be observed by casual inspection.
b. Indemnity and Release. In connection with its possession, use and
acquisition of the Property Interests under this Agreement, City agrees and does hereby
indemnify, defend, release, and hold Open Frame and its affiliates, agents, and tenants
harmless from and against any and all losses, costs, expenses, attorneys' fees, actions,
suits, claims, judgments, liabilities and obligations arising out of or in any way related to
the City's possession, use, and acquisition of, and all work and other activities on or
related to the Property Interests by City and its agents, contractors, employees and
invitees.
3. Payment to Open Frame. Following the execution of this agreement by Open
Frame and the City, closing of this transaction and payment of the monetary compensation of
$212,500.00 (the "Payment ") shall occur within fifteen (15) days. Upon request of Open Frame,
the City will provide Open Frame a letter confirming that the use and occupancy of the Property
Interests is being provided to the City in lieu of condemnation thereof. The Payment shall
constitute just compensation pursuant to state law for the easement rights and fee interest to be
acquired by the City and any resultant reduction in value or other damage to the Property
4. Revision to North Driveway and Joint Access. The North Driveway will be
improved and reconstructed by the City, at its expense, as part of the City Project, and in no case
later than April 30, 2014, as follows:
a. If Open Frame and the adjoining property to the north (the "Beta
Property") enter into an access agreement to allow joint use of the North Driveway by
Open Frame and the owner of the Beta Property, and said agreement is provided to the
City within 45 days of execution of this settlement agreement, then the City shall, at its
expense, reconstruct the North Driveway as a three -lane driveway as shown in Exhibit E
and construct a cross - access drive between the Open Frame property and the Beta
Property, in a location mutually agreed upon by the City, Open Frame and Beta Property,
including without limitation any utility relocation required to effect such improvements.
b. If said agreement is not provided by the stated date, the North Driveway
will remain a two -lane driveway.
In any case, the City agrees that the North Driveway shall be a full- access driveway, with
all left -turn and right -turn movements to and from Andover Park West and that the City
will not take action as part of the City Project to limit any such turning movements to or
from the North Driveway; provided that nothing in this Agreement is intended to limit the
City's long -term authority to manage and control its rights -of -way..
5. Short-term Parking. If Open Frame desires to implement it, short-term parallel
parking stalls will be permitted outside of California Pizza Kitchen (CPK) on the Property, as
shown in Exhibit F, for CPK's curbside customers for the duration of the Temporary
Construction Easement. Final location of the short —term parking is subject to applicable fire
codes and shall be coordinated with the City's construction management engineer.
6. Nonconformities. The conveyance of the Property Interests to the City and the
construction by the City of the City Project results in the creation of conditions on the Property
that cause a portion of the Property to be or become non - conforming to the City's Zoning Code
for perimeter landscape requirements under TMC 18.52.. The City agrees that TMC 18.70.120
applies to the westernmost side of parcel number 02331 -0010 where the City is acquiring right -
of -way for the City Project. TMC 18.70.120 states "No building setback or landscape area on the
subject lot at the time of donation or easement to the City for sidewalk purposes shall become
nonconforming by reasons of such donation or easement.
7. Payment of Fees. The City will pay Open Frame in cash, upon recording of the
Deed, the sum of $10,000.00, to offset the professional services costs associated with the
evaluation of the purchase offer.
8. Heirs, Successors and Assigns. The terms and conditions of this Agreement shall
bind, and inure to the benefit of, the parties' heirs, successors, and assigns, including any
purchaser of or lender to Open Frame, the Property or any portion thereof.
9. Entire Agreement. This Agreement with its exhibits contains the entire agreement
between the parties with respect to the subject matter hereof and shall not be modified or
amended in any way, except in writing, signed by the parties hereto, or their successors in
interest. In the event of a conflict between the terms hereof and any document, instrument or
agreement executed in connection herewith, the terms hereof shall control.
10. Survival. The representations, warranties, covenants and agreements set forth
herein shall survive conveyance of the Property Interests and shall not be merged into any
conveyance instrument or otherwise terminate.
11. Authority. Each signatory to this Agreement represents and warrants that he or
she has full power and authority to execute and deliver this Agreement on behalf of the entity for
whom he or she is signing.
12. Applicable Law. This Agreement shall be governed by and construed in
accordance with the laws of the State of Washington.
13. Severability. If any of the provisions of this Agreement shall prove to be invalid,
void or illegal, it shall in no way affect, impair, or invalidate any of the other provisions hereof.
14. Attorneys' Fees. In any litigation or other proceeding arising out of this
Agreement, the substantially prevailing party shall be entitled to an award of its reasonable
attorneys' fees and other costs and expenses, including expert witness fees, incurred therein.
15. Further Acts. The parties shall execute and deliver such further documents and
instruments and take such other further actions as may be reasonably necessary to carry out the
intent and provisions of this Agreement.
16. Injunctive Relief. The parties acknowledge and admit that damages are not an
adequate remedy at law for a failure or breach of any provision of this Agreement, and that in the
event of such failure or breach, the non - breaching party shall be entitled to obtain equitable relief
in the form of temporary or permanent injunctions, as well as any other relief such as damages
that a court of competent jurisdiction may deem just and proper.
17. Waiver. No waiver of any term or provision of this Agreement shall be effective
unless in writing. The waiver by either party of any term or provision contained in this
Agreement shall not be deemed to constitute a waiver of any other term or provision of any
subsequent breach of the same term or provision.
18. Notices. All notices and deliveries provided for herein may be delivered in
person or sent by Federal Express or other overnight courier service, with proof of receipt
provided. The addresses to be used in connection with such notices and deliveries are the
following, or such other address as a party shall from time to time substitute, in writing:
City of Tukwila: City Clerk
6200 Southcenter Blvd
Tukwila, WA 98188
Open Frame: 5501 Lakeview Drive
Kirkland, WA 98033
Attn: General Counsel
With copies to: John C. McCullough
McCullough Hill Leary, P.S.
701 5th Avenue, Suite 6600
Seattle, WA 98104
Fax: (206) 812 -3388
19. Time of the Essence. Time is of the essence of this Agreement and every term
and provision hereof.
20. Counterparts. This Agreement may be signed in counterpart and each such
counterpart shall be deemed an original.
21. Recording. This Agreement shall be recorded in King County, Washington.
DATED as of the date first above written.
OPEN FRAME, LLC
By: 7 %-,-
Its: /%,e//71/
4f
CITY OF TUKWILA
Exhibit A Page 1 of 2
City of Tukwi la
Tax Parcel No. 02231000010
Andover Park West
That portion of Lot 2 of City of Tukwila Boundary Line Adjustment No. L05 -025, recorded under
Recording No. 20050928900006, records of King County, Washington, described as follows:
Commencing at the northwest corner of said Lot 2;
Thence South 00 °11'38" East, along the west line thereof and the east margin of Andover Park West, a
distance of 12.04 feet to the POINT OF BEGINNING;
Thence continuing along said east margin through the following courses:
South 00 °11'38" East a distance of 23.21 feet;
Thence South 89 °48'22" West a distance of 5.50 feet;
Thence South 00 °11'38" East a distance of 250.50 feet to the beginning of a tangent curve concave to the
northeast and having a radius of 50.00 feet;
Thence southeasterly along the arc of said curve through a central angle of 55 °28'55" a distance of 48.42
feet;
Thence leaving said east margin, North 00°11'38" West a distance of 314.91 feet;
Thence South 89 °48'22" West a distance of 16.17 feet to the POINT OF BEGINNING.
Situate in the City of Tukwila, County of King, State of Washington,
The above described fee simple area contain 6,429 square feet, more or less.
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Exhibit A Page 2 of 2
EXHIBIT MAP
TUKWILA TRANSIT CENTER
ANDOVER PARK WEST
FEE SIMPLE
CURVE TABLE
LINE TABLE 0223100010
LINE
RADIUS
BEARING
LENGTH
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L1
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1104
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11255 Kirkland Way, Suite 300
Kirkland, WA 98033
p. 425.827.20141 f. 425.827.5043
Civil 1 Structural 1 Planning 1 Survey
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PROJ. NO.: 09603.13
Exhibit B Page 1 of 5
RIGHT OF ENTRY AGREEMENT
THIS RIGHT OF ENTRY AGREEMENT ( "Agreement ") is entered into this day of
May, 2013 by and between Open Frame LLC hereinafter referred to as the "Grantor(s)," and the
CITY OF TUKWILA, a municipal corporation hereinafter referred to as the "Grantee ":
WHEREAS the Grantor owns properties located at located at 100 Andover Park West, in
Tukwila, Washington, which is also known as King County parcel numbers 0223000020 and
0223100020, (the "Premises "); and
WHEREAS the Grantee is currently designing a and constructing a new Transit Center,
roadway widening with landscaped medians, and replacing a water main on Andover Park West
near to the Grantor's property; and
WHEREAS the Grantee desires and the Grantor(s) agrees to grant the Grantee access to a
portion of the Premises to construct transitions between the public right -of -way and private
property (the "Transition Improvements "); and
NOW, THEREFORE, in consideration of the sum of One Dollar ($1.00) and other good
and valuable consideration the receipt of which is hereby acknowledged, it is agreed as follows:
1. The Grantor shall grant the Grantee, and Grantee's its officers, officials,
employees, agents, and contractors, a temporary, non - exclusive, license to enter a portion of the
Premises to construct the Transition Improvements as depicted in Exhibit A, which is attached
hereto and incorporated by reference herein.
2. Grantor represents and warrants that it is the owner or owner's authorized agent of
the Premises.
3. Grantee shall have the right of ingress and egress, in a reasonable manner, to and
from the Premises, to conduct the Transition Improvements (the "Entry "). No activities on the
Premises are authorized under this Agreement other than as set forth above. This Agreement and
Grantee's rights are subject to the Access Protocols attached hereto as Exhibit B, all of which
are incorporated herein by reference
4. The Work may be conducted with some disruption to the Premises. The Grantee
shall seek to minimize disruption of the Premises.
5. The Grantee shall complete all Work at its sole risk, cost and expense.
6. This agreement automatically terminates after 365 calendar days from execution,
or April 30, 2014, whichever is sooner.
7. This Agreement is the entire agreement of the parties and supersedes any prior
agreement with respect to the subject matter hereof. This Agreement may not be modified or
assigned without the written consent of the parties. If a court of competent jurisdiction deems
any provision of this Agreement invalid or unenforceable, the remaining provisions shall remain
in full force and effect.
Exhibit B Page 2 of 5
8. This Agreement may be executed in identical counterparts.
IN WITNESS WHEREOF, the parties have set their hands the date and year first above
written.
GRANTOR(S) GRANTEE —CITY OF TUKWILA
By:
Title:
By:
APPROVED AS TO FORM:
By:
City Attorney
exhibit b page 3 of 5
ANDOVER PARK WEST
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NOTES
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Exhibit A
RIGHT OF ENTRY
PLAN
PROJECT NO:
OMWNS,
CNMO 9Y:
SCALE: 7'•24
DATE: 20121207
D.ST NURSER
Exhibit B Page 4 of 5
Exhibit B
Access Protocols
1. Notice and Purpose. All work will be coordinated with Grantor and performed
between 7:00 p.m. and 7:00 a.m. unless otherwise mutually agreed between Grantee and Grantor.
Grantor shall bear no cost or expense whatsoever in connection with Grantee's activities.
Grantee shall at all times conduct its activities on the Entry Area so as not to interfere with,
obstruct, or endanger Grantor's operations or facilities, or those of Grantor's tenants. Grantee's
access to the Entry Area shall only occur upon prior notice to Grantor and at such times, at such
locations and under such conditions as Grantor determines Grantor shall have the right to have
representatives of Grantor present at the activities conducted hereunder by Grantee. Grantee
acknowledges that there are tenants in possession of the Premises and that this Right of Entry
does not authorize Grantee's entry onto any Tenant premises.
2. Site Preparation and Restoration. Grantee acknowledges that the aesthetic
appearance of the Entry Area is important to Grantor. Prior to undertaking any activities on the
Entry Area, Grantee shall identify in writing to Grantor its plan for preparation and restoration of
the locations on the Entry Area on which such activities are proposed to be undertaken.
Grantee's restoration of the Entry Area, including the Transition Work, shall be of first quality
and consistent in materials, grade, contour and construction as the adjacent areas on Andover
Park W. and the Premises.
3. Grantee's Use of Entry Area. Grantor disclaims any warranty or representation
that the Entry Area is safe or suitable for access by Grantee. Grantee agrees to become familiar
with the Entry Area and Grantor's current use and occupancy and to take all reasonable
precautions to avoid injury or property damage to Grantor, Grantee and third parties, and to
employees, representatives, invitees or contractors of any of them as a result of Grantee's
activities. Grantee further shall use every reasonable effort to prevent any damage to the Entry
Area, and any property located on the Entry Area, and if any such damage is done as a result of
Grantee's activities, Grantee shall immediately repair the same at Grantee's sole expense.
4. Compliance with Applicable Laws and Regulations. Grantee agrees that any
activities performed by or for it hereunder shall be performed in compliance with any federal,
state or local laws, ordinances or regulations. Grantee will abide by and comply with Grantor's
rules and regulations including safety rules, notices and signs while upon the Entry Area and will
not interfere with any work being performed or other use or operations being carried out on the
Entry Area. Grantee will not bring Hazardous Materials onto or across the Entry Area. Grantee
shall obtain any permits and authorizations required for the conduct of any work on the Entry
Area pursuant to this Agreement. In addition, the Grantee hereby agrees to assume all costs
associated with testing, monitoring, remediation, clean -up, manifesting and disposal of any
hazardous substances on the Premises required as the result of any work undertaken by the City
on the Premises, including all health and safety requirements during construction.
Exhibit B Page 5 of 5
5. Indemnification. Grantee hereby agrees to assume all risk of injury, damage or
loss, and to defend, indemnify and save harmless Grantor and its tenants, and their respective
licensees, invitees, agents, employees, and members from and against any and all losses, costs,
expenses, attorneys' fees, actions, suits, claims, judgments, liabilities, obligations, and damages
arising out of or in any way connected with Grantee's activities on the Entry Area during
Grantee's course of access onto the Entry Area and all work and other activities on, the Entry
Area property by Grantee and its agents, contractors, employees and invitees; provided, however,
that Grantee shall be strictly liable for any Hazardous Materials it brings onto the Entry Area.
This Section 5 shall survive termination or expiration of the Agreement.
6. Release. Grantee and all individuals and entities gaining access to the Entry Area
under this Agreement (the "Users "), for themselves, their successors, assigns, heirs and estate,
hereby release Grantor, its affiliates and their respective employees and owners from and against
all claims, costs, damages, injury, liability or expenses associated in any way, directly or
indirectly, with the Grantee's and Users' access to the Entry Area, the conduct of their activities
thereon, and the existence of any condition, seen or unforeseen, on the Entry Area. This Section
6 shall survive termination or expiration of this Temporary Construction Easement.
7. No Recording. This Agreement shall not be recorded.
8. Conflicts. In the event of a conflict between the terms of these Access Protocols
and the Right of Entry Agreement of which they form a part, these Access Protocols shall
control.
Exhibit C Page 1 of 8
TEMPORARY CONSTRUCTION EASEMENT
Grantor(s): Open Frame, LLC
Grantee: City of Tukwila
Abbreviated Legal: Ptn of Lot 2, City of Tukwila BLA #L05 -25
Tax Parcel No.: 022310 - 0010 -07
Project Name: Tukwila Urban Center Transit Center
THIS INSTRUMENT is made this _ day of May, 2013, by and between Open
Frame, LLC, a Washington Limited Liability Company, hereinafter called the "Grantor ",
and the City of Tukwila, a Municipal Corporation, hereinafter called the "Grantee ".
WITNESSETH:
1) Grant of Easement. The Grantor, for and in consideration of the public good
and other valuable consideration, does by these presents, convey and warrant unto the
Grantee a temporary construction easement (the "Easement ") for access over, through,
across and upon the following described real estate (the "Easement Area ") situated in
the County of King, State of Washington, for the temporary placement of personnel and
equipment for construction of public street improvements with necessary
appurtenances, including placement of public and private utilities, within the adjoining
public right of way:
Per Exhibit A and depicted in Exhibit B attached hereto and by this
reference made a part hereof.
2) Purpose of Easement. The Grantee, its contractors, agents, and permittees,
shall have the right at such times as may be necessary, to enter upon the Easement
Area, including entry into private improvements located in the Easement Area for the
purpose of constructing, maintaining, repairing, altering or reconstructing said street
improvements, or making any connections therewith, including utility connections.
Grantee shall have the right to re -grade slopes and /or make cuts and fills to match
street grade. In the event, Grantee's utility connection work requires access to property
in addition to the Easement Area, Grantee shall have the non - exclusive right, on
reasonable notice to Grantor, to enter into such additional property and such entry shall
be governed by the terms of this easement. Grantee's rights to use the Easement Area
shall be exclusive at such times and for such duration as Grantee's construction
requires, in Grantee's discretion. This Easement is expressly subject to the Access
Protocols attached hereto as Exhibit C, the terms of which are incorporated herein by
this reference.
The rights herein granted shall include all incidental rights, including but not limited to,
right of ingress and egress necessary to properly perform the work indicated for
1
Exhibit C Page 2 of 8
construction of the project. Grantee and those entitled to exercise the rights granted
herein shall exercise all due diligence in their activities upon the property, and Grantee
does hereby agree to indemnify and hold harmless the Grantor against and from any
and all liability for losses, damages and expenses on account of damage to property or
injury to persons resulting from or arising out of the rights herein granted to Grantee
and /or its contractors, employees, agents, successors or assigns. The foregoing
sentence shall survive termination or expiration of this Temporary Construction
Easement.
3) Improvements. All street improvements shall be constructed entirely within
the public right of way. In the event private improvements in the Easement Area are
disturbed or damaged by Grantee's use of the Easement, on or before the end of the
Term, they shall be restored or replaced in as good a condition as they were
immediately before Grantee entered the Easement Area. During the Term, Grantee
may on an interim basis, restore the Easement Area to a reasonably safe and
convenient condition.
4) Grantor's Right to Use Easement Area. Except for those times when
Grantee is making exclusive use of the Easement Area, the Grantor shall retain the right
to use and enjoy the Easement Area, including the right to use existing private
improvements located in the Easement Area so long as such use does not interfere with
Grantee's construction of the public improvements described in this Easement.
5) Term of Easement. The term of this Easement is six (6) months (the
"Term "). The Term shall commence upon initiation of Grantee's construction within the
easement area, but no sooner than the date hereof, and shall remain in force until no
later than April 30, 2014, or until completion of construction and restoration of the
property, whichever occurs first. Grantee shall provide fourteen (14) days written notice
to the Grantor prior to commencement of construction. This Easement may be
extended by mutual written consent of the Grantor and Grantee.
6) Payment for Easement. Within ten (10) days of the date of execution of this
Easement, Grantee shall pay Grantor Nine Thousand Four Hundred and 00 /100ths
Dollars ($9,400.00).
7) Binding Effect. The Easement granted hereby is solely for the benefit of
Grantee, and is personal to Grantee, its successors in interest and assigns. Grantee
shall have the right to permit third parties to enter upon the Easement Area to
accomplish the purposes described herein, provided that all such parties abide by the
terms of this Easement. The Easement granted hereby, and the duties, restrictions,
limitations and obligations herein created, shall run with the land, shall burden the
Easement Area and shall be binding upon and the Grantor and its respective
successors, assigns, mortgagees and sublessees and each and every person who shall
at any time have a fee, leasehold, mortgage or other interest in any part of the
Easement Area.
2
Exhibit C Page 3 of 8
8) Notification. Should the undersigned owner (Grantor), sell the property
described herein, Grantor shall promptly disclose and notify the buyer of this agreement.
Dated this day of , 20
Open Frame LLC
By:
Printed Name:
Title:
Date:
By:
Printed Name:
Title:
Date:
Accepted by the City of Tukwila
By:
Printed Name:
Title:
Date:
Approved as to form:
By:
Printed Name:
Title: City Attorney
Date:
STATE OF WASHINGTON )
)ss.
COUNTY OF )
I certify that I know or have satisfactory evidence that and
is /are the person(s) who appeared before me, and said
person(s) acknowledged that he /she /they signed this instrument on oath stated that
he /she /they was /were authorized to execute the instrument and acknowledge as
and of Open Frame, LLC, a
Washington Limited Liability Company, to be the free and voluntary act of such party for the
uses and purposes mentioned in the instrument.
Dated
Printed name
Notary Public in and for the State of Washington
residing at
My appointment expires:
3
Exhibit C Page 4 of 8
Exhibit A
City of Tukwila
Northbound Transit Stop - Temporary Construction Easement Descriptions
Tax Parcel No. 0223100010
Transit Easement Area:
That portion of Lot 2, City of Tukwila Boundary Line Adjustment No. L05 -025, recorded under
Recording No. 20050928900006, records of King County, Washington, described as follows:
Commencing at the northwest corner of said Lot 2;
Thence South 00 °11'38" East, along the west line thereof and the east margin of Andover Park
West, a distance of 12.04 feet;
Thence North 89 °48'22" East, at right angles to said west line and east margin, a distance of
16.17 feet to the POINT OF BEGINNING;
Thence South 00°11'38" East, parallel with said west line and east margin, a distance of 257.74
feet;
Thence North 89 °48'22" East a distance of 18.00 feet;
Thence North 00 °11'38" West, parallel with said west line and east margin a distance of 257.75
feet;
Thence South 89 °50'02" West, parallel with the north line of said Lot2, a distance of 18.00 feet
to the POINT OF BEGINNING.
Plaza Easement Area:
That portion of Lot 2, City of Tukwila Boundary Line Adjustment No. L05 -025, recorded under
Recording No. 20050928900006, records of King County, Washington, described as follows:
Commencing at the northwest corner of said Lot 2;
Thence South 00°11'38" East, along the west line thereof and the east margin of Andover Park
West, a distance of 12.04 feet;
Thence North 89 °48'22" East, at right angles to said west line and east margin, a distance of
16.17 feet;
Thence South 00°11'38" East, parallel with said west line and east margin, a distance of 257.74
feet to the POINT OF BEGINNING;
Thence continuing South 00 °11'38" East a distance of 39.55 feet to the north line of an existing
City of Tukwila sidewalk and traffic signal easement recorded under King County Recording
No. 9511300537;
Thence North 89 °48'22" East, along said north easement line, a distance of 3.71 feet to an angle
point in said easement;
Thence South 00 °17'49" West, along the east line of said easement, a distance of 9.37 feet to the
northerly line of an existing City of Tukwila sidewalk and street light easement recorded under
King County Recording No. 20080305001758 and the beginning of a non - tangent curve concave
to the northeast from which the radius point bears North 33 °43'46" East a distance of 35.61 feet;
Thence southeasterly along the arc of said curve and northerly line through a central angle of
33 °21'03" a distance of 20.73 feet;
Thence South 89 °37'17" East, along said easement line, a distance of 13.35 feet;
Exhibit C Page 5 of 8
Thence North 00°11'38" West parallel with said west line of Lot 2 and east margin of Andover
Park West a distance of 22.84 feet;
Thence North 36 °58128" West a distance of 32.29 feet;
Thence North 00 °11'38" West, parallel with said west line and east margin a distance of 6.40
feet;
Thence South 89 °48'22" West a distance of 17.17 feet to the POINT OF BEGINNING.
Situate in the City of Tukwila, County of King, State of Washington,
The above described easement areas contain:
Plaza area = + 1,540 sq. ft.
Transit Area = +4,640 sq. ft.
T � / 3/ 2°13
324 29
Exhibit C Page 6 of 8
Exhibit B
EXHIBIT MAP
NORTHBOUND TRANSIT TEMPORARY CONSTRUCTION EASEMENT (TCE)AREAS
NW COR,
LOT 2
S00 °11'38 "E
12.04
N89 °48'22 "E
16.17 —
POB TRANSIT /
AREA TCE
POB PLAZA
AREA TCE
S00 °11'38'E
39.55
N89 °48'22 "E
3.71
°
r,
N
S89 °50'02 "W
18.00
ANDOVER INDUSTRIAL PARK NO. 2
TRACT 1
LOT 2 BLA NO L05 -025
REC. #20050928000006
PARCEL #0223100010
TRANSIT CENTER
TEMP. CONSTRUCTION
EASEMENT
S89 °48'22 "W
17.17
N89 °48'22'E
0.83
N00 °11'38 "E
6.40
N36 °58'28'W
32.29
N00 °11'38'W
22.84
� =33 °21'03"
R= 35.61—
L=20 7
PACE
An Engineering Services Company
SCALE: 1" = 60' FILE: \24735V— SP— ROW.DWG
EXISTING EASEMENTS
S89 °37'17'E
13.35
BAKER BLVD.
11255 Kirkland Way, Suite 300
Kirkland, WA 98033
p. 425.827.20141 f. 425.827.5043
Civil I Structural 1 Planning I Survey
paceengrs.com
DATE: 6/13/13 FW PROJ. NO.: 09603.19
Exhibit C Page 7 of 8
Exhibit C
Access Protocols
1. Notice and Purpose. All work will be coordinated with Grantor and
performed between 7:00 p.m. and 7:00 a.m. unless otherwise mutually agreed between
Grantee and Grantor. Grantor shall bear no cost or expense whatsoever in connection
with Grantee's activities. Grantee shall at all times conduct its activities on the Easement
Area so as not to interfere with, obstruct, or endanger Grantor's operations or facilities, or
those of Grantor's tenants. Grantee's access to the Easement Area shall only occur upon
prior notice to Grantor and at such times, at such locations and under such conditions as
Grantor determines. Grantee acknowledges that there are tenants in possession of
Grantor's property on which the Easement Area is located and that this Agreement does
not authorize Grantee's entry onto any Tenant premises.
2. Grantee's Use of Easement Area. Grantor disclaims any warranty or
representation that the Easement Area is safe or suitable for access by Grantee. Grantee
agrees to become familiar with the Easement Area and Grantor's current use and
occupancy and to take all reasonable precautions to avoid injury or property damage to
Grantor, Grantee and third parties, and to employees, representatives, invitees or
contractors of any of them as a result of Grantee's activities. Grantee further shall use
every reasonable effort to prevent any damage to the Easement Area, and any property,
improvements or landscaping located on the Easement Area, and if any such damage is
done as a result of Grantee's activities, Grantee shall immediately repair the same at
Grantee's sole expense. Grantee shall not construct any permanent improvements in the
Easement Area.
3. Compliance with Applicable Laws and Regulations. Grantee agrees that
any activities performed by or for it hereunder shall be performed in compliance with any
federal, state or local laws, ordinances or regulations. Grantee will abide by and comply
with Grantor's rules and regulations including safety rules, notices and signs while upon
the Easement Area and will not interfere with any work being performed or other use or
operations being carried out on the Easement Area. Grantee will not bring Hazardous
Materials onto or across the Easement Area. Grantee shall obtain any permits and
authorizations required for the conduct of any work on the Easement Area pursuant to this
Agreement. In addition, Grantee hereby agrees to assume all costs associated with
testing, monitoring, remediation, clean -up, manifesting and disposal of any hazardous
substances on the Easement Area required as the result of any work undertaken by the
Grantee on the Easement Area, including all health and safety requirements during
construction.
4. Indemnification. Grantee hereby agrees to assume all risk of injury,
damage or loss, and to defend, indemnify and save harmless Grantor and its tenants,
and their respective licensees, invitees, agents, employees, and members from and
against any and all losses, costs, expenses, attorneys' fees, actions, suits, claims,
judgments, liabilities, obligations, and damage, arising out of or in any way related to
1
Exhibit C Page 8 of 8
Grantee's activities on the Easement Area and all work and other activities on, the
property by Grantee and its agents, contractors, employees and invitees; provided,
however, that Grantee shall be strictly liable for any Hazardous Materials it or its agents,
contractors, employees or invitees bring onto the Easement Area. This Section 4 shall
survive termination or expiration of this Temporary Construction Easement.
5. Release. Grantee and all individuals and entities gaining access to the
Easement Area under this Agreement (the "Users "), for themselves, their successors,
assigns, heirs and estate, hereby release Grantor, its affiliates and their respective
employees and owners from and against all claims, costs, damages, injury, liability or
expenses associated in any way, directly or indirectly, with the User's and its agents' and
contractors' access to the Easement Area, the conduct of their activities thereon, and the
existence of any condition, seen or unforeseen, on the Easement Area. This Section 5
shall survive termination or expiration of this Temporary Construction Easement.
6. No Recording. This Agreement shall not be recorded.
7. In the event of a conflict between the terms of these Access Protocols and
the Temporary Construction Easement of which they form a part, these Access Protocols
shall control.
2
Exhibit D Page 1 of 5
AFTER RECORDING RETURN TO:
City of Tukwila
City Clerk
6200 Southcenter Boulevard
Tukwila, WA 98188
SPECIAL WARRANTY DEED
Reference Number(s) of Related Documents:
Project: Tukwila Urban Center Transit Center
Grantor: Open Frame LLC, a Washington Limited Liability Company
Grantee: City of Tukwila, a Municipal Corporation of the State of Washington
Abbreviated Legal: Ptn of Lot 2, City of Tukwila BLA #L05 -25
Assessor's Property Tax Parcel/Account Number: 022310- 0010 -07
Open Frame LLC, a Washington limited liability company, hereinafter "Grantor," for and in
consideration of the purchase price of the above described real property and other valuable
consideration, does hereby grant, bargain, sell, convey, and confirm to the City of Tukwila, a
municipal corporation of the State of Washington ( "Grantee "), Fee Simple Title, in and to the below
described real property and any after acquired interest therein, the following described real property,
situated in King County, Washington:
PER EXHIBIT 'A' AND AS DEPICTED IN EXHIBIT `B' ATTACHED
HERETO AND BY THIS REFERENCE MADE A PART HEREOF.
Grantor conveys the real property subject to easements, covenants, and restrictions of record and
expressly limits the covenants of this Deed to those herein expressed, and excludes all covenants
arising or to arise by statutory or other implication and does hereby covenant that against all
persons whomsoever lawfully claiming or to claim by, through, or under said Grantor and not
otherwise, Grantor will forever warrant and defend the said described real property.
The undersigned hereby agrees to surrender possession of the lands and/or rights herein
conveyed, granted, transferred and/or released by the owner, or Grantor.
-1-
Exhibit D Page 2 of 5
DATED this day of May, 2013.
GRANTOR, Open Frame LLC
By:
Printed Name:
Title:
By:
Printed Name:
Title:
STATE OF WASHINGTON )
)ss.
COUNTY OF )
I certify that I know or have satisfactory evidence that and
is /are the person(s) who appeared before me, and said person(s)
acknowledged that he /she /they signed this instrument on oath stated that he /she /they was /were
authorized to execute the instrument and acknowledge as and
of Open Frame LLC, a Washington Limited Liability Company,
to be the free and voluntary act of such party for the uses and purposes mentioned in the
instrument.
Dated
Printed name
Notary Public in and for the State of Washington
residing at
My appointment expires:
-2-
Exhibit D Page 3 of 5
DATED this day of , 2013.
GRANTEE: CITY OF TUKWILA
Mayor
Attest /Authenticated:
City Clerk Approved As To Form by
City Attorney
STATE OF WASHINGTON )
) ss.
County of King )
On this day of , 2013, before me, the undersigned, a
Notary Public in and for the State of Washington, duly commissioned and sworn, personally
appeared Jim Haggerton, known to me to be the Mayor of CITY OF TUKWILA, the municipal
corporation that executed the foregoing instrument, and acknowledged it to be the free and
voluntary act of said municipal corporation, for the uses and purposes mentioned in this
instrument, and on oath stated that he was authorized to execute said instrument.
WITNESS my hand and official seal hereto affixed the day and year above written.
Dated
Printed name
Notary Public in and for the State of Washington
residing at
My appointment expires:
Exhibit D Page 4 of 5
City of Tukwila
Tax Parcel No. 02231000010
Andover Park West
Exhibit A
That portion of Lot 2 of City of Tukwila Boundary Line Adjustment No. L05 -025, recorded under
Recording No. 20050928900006, records of King County, Washington, described as follows:
Commencing at the northwest corner of said Lot 2;
Thence South 00 °11'38" East, along the west line thereof and the east margin of Andover Park West, a
distance of 12.04 feet to the POINT OF BEGINNING;
Thence continuing along said east margin through the following courses:
South 00 011138" East a distance of 23.21 feet;
Thence South 89 °48'22" West a distance of 5.50 feet;
Thence South 00 °11'38" East a distance of 250.50 feet to the beginning of a tangent curve concave to the
northeast and having a radius of 50.00 feet;
Thence southeasterly along the arc of said curve through a central angle of 55 °28'55" a distance of 48.42
feet;
Thence leaving said east margin, North 00°11'38" West a distance of 314.91 feet;
Thence South 89 °48'22" West a distance of 16.17 feet to the POINT OF BEGINNING.
Situate in the City of Tukwila, County of King, State of Washington,
The above described fee simple area contain 6,429 square feet, more or less.
7zo/�
t3
jv0
P: \P09 \09603.13 Final vesim'd h - i..
Exhibit D Page 5 of 5
EXHIBIT MAP
TUKWILA TRANSIT CENTER
ANDOVER PARK WEST
FEE SIMPLE
Exhibit B
CURVE TABLE
LINE TABLE 0223100010
LINE
RADIUS
BEARING
LENGTH
48.42
L1
S00'11'38 "E
12.04
L2
S89'48'22 "W
16.17
L3
S00'11'38 "E
23.21
L4
S89'48'22 "W
5.50
CURVE TABLE
CURVE
LENGTH
RADIUS
DELTA
C1
48.42
50.00
55'28'55"
AREA OF FEE SIMPLE TAKE
ZZZZZZZ
(PACE
30'
30'
PARCEL 0223100020
cc
Lti
O
40'
NW COR. LOT 2
CONC. DR.
PARCEL 0223100010
TRACT 1
ANDOVER
JNDUSTRJA
RARK NO.
BAKER
BLVD.
11255 Kirkland Way, Suite 300
Kirkland, WA 98033
p. 425.827.20141 f. 425.827.5043
Civil I Structural I Planning I Survey
An Engineering Services Company paceengrs.com
S89'42'31 "E
0
M
0
0
0
SCALE: 1" = 50'
FILE: \FEE SIMPLE EXHIBIT.DWG
DATE: 5/07/12 BY: FW
PROJ. NO.: 09603.13
PER r
26 +00
FAFIK NE I
EXH19
u
T E
ZOE
EASEMENT R /W' NO. 1
H.4 REC N0. 8805000937 �p
ANDOVER PARK
AREA OF CURRENT PROPOSED
MEDIAN PLANTER ELIMINATED
1322 SF
AREA OF NEW MEDIAN
PROPOSED PLANTER
714 SF
0
10
20
40
1 inch = 20 feet
100-
17 +00
ANDOVER PARK WEST
bow hz
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EXH
1
18 +00
ANDO-V5i1 1NDllEi'rF1111L
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19 +00
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21 +00
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CALIFORNIA PIZZA
22 +4
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�TEMPOARY PARKING AREA
KITCHE,iltD A ]NDl]F3'6F11�1d
Pa1N1f ND. 2
TRACT
LOT 2 &L.A. NO. LOO -O7®
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0
20
40
80
1 inch = 40 feet