HomeMy WebLinkAboutOrd 2318 - Development Agreement - WEA Southcenter LLC for Traffic Impact FeesReturn Address:
CITY OF TUKWILA
CITY CLERKS OFFICE
6200 SOUTHCENTER BLVD
TUKWILA, WA 98188
IIIIIIIIIIIIIIIIIIIIIIII 11111
20110310000718
CITY OF TUKWIL ORD 78.00
PAGE -001 OF 017
03/10/2011 13:13
KING COUNTY, WA
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City of Tukwila
Washington
Ordinance No.
AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF TUKWILA,
WASHINGTON, ADOPTING THE DEVELOPMENT AGREEMENT
BETWEEN THE CITY OF TUKWILA AND WEA SOUTHCENTER LLC
REGARDING TRAFFIC IMPACT FEES FOR THE DEVELOPMENT AND
REDEVELOPMENT OF WESTFIELD SOUTHCENTER MALL; PROVIDING
FOR SEVERABILITY; AND ESTABLISHING AN EFFECTIVE DATE
WHEREAS, RCW 36.70B.170 authorizes the City to enter into "development
agreements" with persons having ownership or control of real property; and
WHEREAS, pursuant to RCW 36.70.B.190, this ordinance and the "development
agreement" shall be recorded with the real property records of the county; and
WHEREAS, pursuant to RCW 36.70B.200, on December 6, 2010 the City Council
held a public hearing regarding the Development Agreement;
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF TUKWILA,
WASHINGTON, DO ORDAIN AS FOLLOWS:
Section 1. Development Agreement Adopted. The Development Agreement
between the City of Tukwila and WEA Southcenter LLC, a copy of which is attached to
this Ordinance as Exhibit A, is hereby adopted.
Section 2. Severability. If any section, subsection, paragraph, sentence, clause or
phrase of this ordinance or its application to any person or situation should be held to
be invalid or unconstitutional for any reason by a court of competent jurisdiction, such
invalidity or unconstitutionality shall not affect the validity or constitutionality of the
remaining portions of this ordinance or its application to any other person or situation.
Section 3. Effective Date. This ordinance or a summary thereof shall be published
in the official newspaper of the City, and shall take effect and be in full force five days
after passage and publication as provided by law.
PASSED BY THE CITY COUNCIL OF THE CIT, OF TUKWILA, WASHINGTON,
at a Regular Meeting thereof this day of noco,i400r , 2010.
ATTEST/ AUTHENTICATED:
Christy O'Flahrty, City Clerk
APPROVED AS TO FORM BY:
fig
rslake, City Attorney
Filed with the City Clerk: ) / - /0
Passed by the City Council. 1,1-& - /C
Published: /r4 _ c j_ /C
Effective Date:
Ordinance Number:
Attachment: Exhibit A -- Development Agreement
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Council Approval 12/6/10
DEVELOPMENT AGREEMENT
BY AND BETWEEN THE CITY OF TUKWILA AND
WEA SOUTHCENTER LLC FOR THE
EXPANSION AND RENOVATION OF WESTFIELD SOUTHCENTER MALL
THIS DEVELOPMENT AGREEMENT "Agreement is made and entered into this
/Of/Lday of vl 20 10) by and between the CITY OF TUKWILA "CITY a
noncharter, optional co# Washington municipal corporation and WEA SOUTHCENTER LLC
"WESTFIELD a Delaware limited liability company.
I. RECITALS
WHEREAS, the Washington State Legislature has authorized the execution of a
development agreement between a local government and a person having ownership or control
of real property within its jurisdiction (RCW 36.70B.170(1));
WHEREAS, Westfield Southcenter Mall (the "Mall is located on land within the City
of Tukwila, within the block bounded by Southcenter Parkway, Strander Boulevard, Andover
Park West and Tukwila Parkway. The Mall, comprising approximately 85 acres, is illustrated on
attached Exhibit A.
WHEREAS, Westfield is the operator of the Mall and the owner of the majority of the
Mall property, as illustrated in Exhibit A and legally described in Exhibit B (the "Westfield
Property
WHEREAS, the purpose of this Agreement is to simplify the process for assessing traffic
impact fees for development and redevelopment of the Westfield Property.
WHEREAS, the Parties agree that the Mall's presence in the community provides
significant economic and community benefit to the City and its residents;
WHEREAS, it is in the best interest of the Parties to agree on a methodology and process
for the calculation of traffic impact fees as they relate to development and redevelopment of the
Westfield Property to expedite permitting and provide predictability for future development and
redevelopment;
WHEREAS, The Westfield Shoppingtown Southcenter Expansion EIS (E03 -010) was
conducted for the proposed expansion of the Mall in October 2004 (the "EIS This proposed
expansion was expected to expand and renovate the Mall by 787,903 additional square feet of
gross building area (gba). As of the date of this Agreement more than half of the proposed
787,903 expansion has been built.
WHEREAS, at the time of EIS preparation, King County Parcel No. 3597000257 (the
"Former Bank of America Parcel located in the northwest portion of the Mall, was owned by
1 p_ d 0 f IS, i`t e c
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Bank of America, N.A. and occupied by an 11,800 square foot (gla) Bank of America drive -in
bank (the "Former Bank of America that generated 148 p.m. peak hour trips. The Former
Bank of America Parcel was not considered part of the Mall in the EIS but trips from the bank
were considered part of the existing background conditions. In 2009, Westfield acquired the
Former Bank, of America Parcel, the uses on the Former Bank of America Parcel were
discontinued and a new Bank of America bank was built on the Westfield Property. Traffic
impact fees were paid when building permits for the new Bank of America bank were issued.
WHEREAS, at the time of EIS preparation, the Mall consisted of five anchor buildings
occupied by Nordstroms, Macy's, Sears, J.C.Penney and Mervyn's respectively (the "Anchor
Buildings an enclosed multi- tenant building (the "Mall Building and several detached single
tenant buildings (the "Pad Buildings In 2007 the use of the Mervyn's Anchor Building was
discontinued.
WHEREAS, the EIS contemplated that, at build -out of the 787,903 additional square feet
(gba), 1332 new p.m. peak hour vehicle trips would be added to the City transportation system
due to the expansion and renovation;
WHEREAS, 1139 new trips have been added to the City's transportation system due to
the expansion and renovation of the Mall since 2004.
WHEREAS, a development agreement must be approved by ordinance or resolution after
a public hearing (RCW 36.70B.200); and
WHEREAS, a public hearing for this Development Agreement was held on I�l�l1D,
and the City council approved this Development Agreement by Ordinance 3/b on
L (P
NOW THEREFORE, in consideration of the mutual promises set forth here, the parties
hereto agree as follows:
III. AGREEMENT
1. The Project. The Project is the development, redevelopment, reoccupancy of
previously discontinued uses, and future changes in use of the Westfield Property, including the
addition of new free standing or attached structures. The term "Development" as used
hereinafter shall include any proposed development, redevelopment, or reoccupancy of
previously discontinued uses on the Westfield Property and any future changes in use of Anchor
or Pad Buildings on the Westfield Property.
2. Westfield Development Agreement. Effective December 23, 2005 Westfield and
the City entered into a Development Agreement which addressed, among other things, the
payment of traffic impact fees (the "Westfield Development Agreement This Agreement
supersedes the methodology in the Westfield Development Agreement for the calculation of
traffic impact fees. All other provisions of the Westfield Development Agreement remain
unchanged in full force and effect.
2
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3. Transi)ortation IMDact Fees and Concurrencv Abvroval.
3.1 Concurrencv ADDroval. Pursuant to TMC 9.48 and TMC 21.04, the City
has determined that Mall, up to the Trip Ceiling (hereinafter defined), meets the City's standards
for transportation concurrency approval and mitigates significant adverse impacts to the City's
transportation system; provided that transportation impact fees are paid, if owing, applicable at
the time of building permit issuance.
3.2 Cateeorization of Trips. As described in the EIS, the use of the Mall, prior
to any expansion after 2004, generated a total of 3022 p.m. peak hour vehicle trips. These trips,
plus the 148 p.m. peak hour vehicles trips from the Former Bank of America, or a total of 3170
p.m. peak hour trips, comprise the baseline of existing trips in this Agreement (the "Existing
Trips These Existing Trips are further explained as set forth in Exhibit C. Development at the
Mall, as described in the EIS, was expected to generate at total of 1332 net new pm peak hour
trips "Future Trips Since 2004, Development at the Mall has resulted in the addition of 1139
new p.m. peal-, hour vehicle trips, of which the 153 new trips from Seafood City were offset by
applying an equal number of trips from the discontinuation of the former Mervyn's, resulting in
986 net new trips to date "Net New Trips to Date As a result, 346 net new pin peak hour trips
are remaining as of the execution of this Agreement (the "Remaining Trips
3.3 Trip Bank. Traffic impact fees will be imposed in accordance with the
terms of this Section.
3.3.1 Trip Ceiling. The maximum number of p.m. peak hour trips for
the Mall covered by this Agreement is 4502 trips (the "Trip Ceiling Subject to the provisions
of this Agreement, these 4,502 trips shall be reserved by the City for use by Westfield hereunder
for the Term of this Agreement
3.3.2 Deposit of "Credits" into Trip Bank. Westfield shall be entitled to
deposit into the Trip Bank, trip reductions from the closure or discontinuance of any use or
portion thereof in an Anchor Building or Pad Building on the Westfield Property, as depicted in
Ex. A, or trip reductions from a change in use in an Anchor Building or Pad Building on the
Westfield Property "Banked Trip Credits It shall be the responsibility of Westfield to provide
sufficient evidence to the City of the trip reduction proposed to be approved as Banked Trip
Credits and evidence of the closure, discontinuous, or change in any use. The City shall confirm
the requested Banked Trip Credits within 45 days of the Westfield's request. The Banked Trip
Credits may be used to off -set trips generated by the reoccupancy of any building, or portion
thereof, as well as new development. The Parties agree that the Trip Bank has, as a starting
balance, 194 trips.
3.3.3 Trip Credits from Klickitat Dedication. Westfield dedicated right
of -way for the Tukwila Urban Access Klickitat Improvements Project 84 -RW19. The Westfield
Development Agreement provided a credit for the value of that dedication against traffic impact
I Of this Trip Ceiling, 604 trips have been allocated to the property owned by Astoria Reality, Inc (the Macy's
Parcel and 192 trips have been allocated to the property owned by Bank of America N.A., (the "Bank America
Parcel It shall be the responsibility of Westfield to work with these property owners if development plans are
proposed for these parcels to ensure consistency with this Agreement.
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fees paid. To account for the credit remaining as of this date, The City agrees that Westfield has
285 additional pre -paid trips to apply against future development under this Agreement.
3.3.4 When Traffic Impact Fees Are Triiaured. For any Development
that generates net new PM peak hour trips, Westfield shall provide the City a traffic analysis. In
that traffic analysis Westfield must elect to use Banked Trip Credits or indicate it will pay for the
net new trips. If Westfield elects to use Banked Trip Credits, it must demonstrate that there are
sufficient credits available to offset the net new trip generation. Traffic Impact Fees shall also be
triggered for the conversion of a parking garage or a portion thereof to a trip generating use, the
construction of any new trip generating building or the physical expansion of any existing
building for a trip generating use.
3.3.5 Calculation of Traffic Impact Fees Owiniz. Of the 4,502 trips
allocated for the Mall under this Agreement, traffic impact fees have been paid for 4,156 trips. Z
With the additional pre -paid trips established by Section 3.3.3 above, traffic impact fees have
been paid for 4441 trips "Pre -paid Balance Thus, payment for traffic impacts is only due
when the number of trips occurring on the property exceed 4,441, up to the trip ceiling. Trips
exceeding the Pre -Paid Balance will be assessed the impact fee that is in effect at the time of
building permit issuance.
3.3.6 En2ineerine Analvsis. Trip generation is generally calculated
using the ITE Trip Generation manual. Exceptions to this analysis arise when uses are unique.
Should Westfield propose a unique use for which an independent traffic analysis is required,
such analysis must be submitted to the City for approval 60 days prior to permit issuance. The
City shall decide on whether to approve such analysis within 30 days after submittal by the
Westfield.
3.3.7 Monitoring. It shall be the responsibility of Westfield to provide
sufficient evidence of trip generation for new proposed Development and for any proposed
Banked Trip Credit. Trip generation studies shall be consistent with traffic engineering practices
and shall be mutually agreed upon by both parties prior to implementation of this agreement.
The City shall maintain a ledger of Banked Trip Credits and trips remaining under the Trip
Ceiling.
4. Exhibits. Exhibits to this Agreement are as follows:
a) Exhibit A Westfield Mall Illustration indicating pad buildings and
anchor buildings
b) Exhibit B Westfield Property Legal Description
C) Exhibit C Westfield Southcenter Trip Matrix
5. General Provisions.
This payment has been accomplished by a combination of SEPA mitigation, payment by existing development,
cash payments and land donation for system improvements.
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5.1 Govemin Law. This Agreement shall be governed by and interpreted in
accordance with the laws of the State of Washington.
5.2 Term. The term of this Agreement shall commence on the Effective Date
and shall continue for a period of six years (the "Termination Date The term of this
Agreement shall be automatically renewed for one additional three year term unless the Mayor
notifies Westfield at least 90 days prior to the Termination Date that the Agreement will not be
automatically renewed "Non- Renewal Notice Upon issuance of a Non Renewal Notice the
parties agree to negotiate in good faith amendments to this Agreement with the goal of extending
the Agreement beyond the Termination Date.
5.3 Effective Date. This Agreement shall become effective on the first date
upon which all Parties have executed this Agreement.
5.4 Recordine. This Agreement or a memorandum thereof shall be recorded
against the Westfield Property as a covenant running with the land and shall be binding on the
Owners, its heirs, successors and assigns until this Agreement expires.
5.5 Agreement Binding on Successors. This Agreement shall be binding upon
and shall inure to the benefit of the heirs, successors and assigns of the Owners, and upon the
City, except as limited and conditioned in this Agreement.
5.6 Modifications to Agreement. This Agreement contains all terms,
conditions and provisions agreed upon by the parties hereto, and shall not be modified except by
written amendment executed by both parties. Amendments to this Agreement that materially
modify the intent and policy of the Agreement must be approved by the City Council. Other
amendments may be approved by the City Mayor.
5.7 Intemretation; Severabilitv.
5.7.1 Intemretation. The parties intend this Agreement to be interpreted
to the full extent authorized by law as an exercise of the City's authority to enter into
development agreements pursuant to RCW 36.70B.170 et seq., and this Agreement shall be
construed to exclude from the scope of this Agreement and to reserve to the City, only that police
power authority which is prohibited by law from being subject to a mutual agreement with
consideration.
5.7.2 Severabilitv. If any provisions of this Agreement are determined
to be unenforceable or invalid in a final decree or judgment by a court of law, then the remainder
of this Agreement not decreed or adjudged unenforceable or invalid shall remain unaffected and
in full force and effect. In that event, this Agreement shall thereafter be modified, as provided
immediately hereafter, to implement the intent of the parties to the maximum extent allowable
under law. The parties shall diligently seek to agree to modify the Agreement consistent with the
final court determination, and no party shall undertake any actions inconsistent with the intent of
this Agreement until the modification to this Agreement has been completed. If the parties do
not mutually agree to modifications within forty -five (45) days after the final court
determination, then either party may initiate the arbitration process under Section 7 for
5
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determination of the modifications that will implement the intent of this Agreement and the final
court decision.
5.8 Authoritv. Each party respectively represents and warrants that it has the
power and authority, and is duly authorized, to enter into this Agreement on the terms and
conditions herein stated, and to deliver and perform its obligations under this Agreement.
5.9 Exhibits and Appendices Incorporated. Exhibits A through C are
incorporated herein by this reference as if fully set forth.
5.10 Headines. The headings in this Agreement are inserted for reference only
and shall not be construed to expand, limit or otherwise modify the terms and conditions of this
Agreement.
5.11 Time of the Essence. Time is of the essence of this Agreement and of
every provision hereof. Unless otherwise set forth in this Agreement, the reference to "days"
shall mean calendar days. If any time for action occurs on a weekend or legal holiday in the
State of Washington, then the time period shall be extended automatically to the next business
day.
5.12 Entire Agreement. This Agreement represents the entire agreement of the
parties with respect to the subject matter hereof. There are no other agreements, oral or written,
except as expressly set forth herein and this Agreement supersedes all previous agreements, oral
or written.
5.13 Attornevs' Fees. In any action to enforce or determine a party's rights
under this Agreement, the prevailing party shall be entitled to attorney's fees and costs.
5.14 No Third -Party Beneficiarv. This Agreement is made and entered into for
the sole protection and benefit of the parties hereto and their successors and assigns. Westfield,
at its discretion, may apply the benefits of this Agreement to any of its tenants that are subject to
the payment of traffic impact fees. No other person shall have any right of action based upon any
provision of this Agreement.
5.15 Interpretation. This Agreement has been reviewed and revised by legal
counsel for both parties, and no presumption or rule construing ambiguity against the drafter of
the document shall apply to the interpretation or enforcement of this Agreement.
5.16 Notice. All communications, notices, and demands of any kind that a
party under this Agreement requires or desires to give to any other party shall be in writing and
either (i) delivered personally, (ii) sent by facsimile transmission with an additional copy mailed
first class, or (iii) deposited in the U.S. mail, certified mail postage prepaid, return receipt
requested, and addressed as follows:
If to the City:
6
Y W P\ W ESTFI ELD \DE V ELOPMENT AGREEM ENT\TIF AGREEMENnTUK WILA WESTFIELD DEVELOPMENT AGREEMENT 1 1 -09- I O.DOCX
City of Tukwila
6300 Southcenter Boulevard
Tukwila, Washington 98188
Attn: Mayor's Office and
Director of Public Works and
Director of Community Development
If to Westfield:
General Manager
Southcenter Mall
Westfield Corporation, Inc.
633 Southcenter
Seattle, WA 98188 -2888
And to:
Senior Vice President Development Northwest
Westfield Corporation, Inc.
11601 Wilshire Blvd., 12th Floor
Los Angeles, CA 90025 -1748
And to:
Brent Carson
GordonDerr LLP
2025 First Avenue, Suite 500
Seattle, WA 98121 -3140
Notice by hand delivery or facsimile shall be effective upon receipt, provided that notice
by facsimile shall be accompanied by mailed notice as set forth herein and shall be evidenced by
a machine printed confirmation of successful transmission. If deposited in the mail, certified
mail, return receipt requested, notice shall be deemed delivered forty -eight (48) hours after
deposited. Any party at any time by notice to the other party may designate a different address
or person to which such notice or communication shall be given.
5.17 Delays. If either party is delayed in the performance of its obligations
under this Agreement due to Force Majeure, then performance of those obligations shall be
excused for the period of delay. For purposes of this Agreement, economic downturns, loss in
value of Westfield assets, inability to obtain or retain financing, do not constitute a force majeure
event.
5.18 Indemnification. Except as otherwise specifically provided elsewhere in
this Agreement and any exhibits hereto, each party shall protect, defend, indemnify and hold
harmless the other party and their officers, agents, and employees, or any of them, from and
against any and all claims, actions, suits liability, loss, costs, expenses, and damages of any
nature whatsoever, which are caused by or result from any negligent act or omission of the
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party's own officers, agents, and employees in performing services pursuant to this Agreement.
In the event that any suit based upon such a claim, action, loss, or damage is brought against a
party, the party whose negligent action or omissions gave rise to the claim shall defend the other
party at the indemnifying party's sole cost and expense; and if final judgment be rendered
against the other party and its officers, agents, and employees or jointly the parties and their
respective officers, agents, and employees, the parties whose actions or omissions gave rise to
the claim shall satisfy the same; provided that, in the event of concurrent negligence, each party
shall indemnify and hold the other parties harmless only to the extent of that party's negligence.
The indemnification to the City hereunder shall be for the benefit of the City as an entity, and not
for members of the general public.
5.19. Mediation. If a dispute arises from this Agreement or an alleged breach
thereof and if the dispute cannot be resolved through direct discussions, either party may, at its
election, request mediation by giving notice to the other party "Mediation Notice Within 5
business days from the Mediation Notice the parties shall mutually agree on the selection of a
mediator or, if the parties are unable to mutually agree on the selection of a mediator, the
mediator shall selected by JAMS. All fees and expenses for mediation shall be borne by the
parties equally. However, each party shall bear the expense of its own counsel, witnesses, and
preparation and presentation of evidence. If Mediation is elected and is unable to resolve the
dispute, the parties proceed with all available administrative appeals or judicial remedies.
IN WITNESS WHEREOF, the parties hereto have caused this Development Agreement
to be executed as of the dates set forth below:
CITY OF TUKWILA
By J
Z/h +Iaaa
i rM6,n
U
Dated:
WEA SOUTHCEN R L
By
Aor A. Packer
Its Assistant Secretary
V
By: Westfield America Limited Partnership, a Delaware limited partnership, its sole
member
By: Westfield U.S. Holdings, LLC, a Delaware limited liability company, its general
partner
ATTEST:
By.
,0( z+
8
W P \WESTFIELD \DEV ELOPM ENT AGREEMENT \TIF AGREEMENT\TU K W ILA WESTFIELD DEVELOPMENT AGREEMENT 1 1 -09 -1 O.DOCX
Christy O'Flaherty, City Clerk
APPROVED AS TO FORM:
By e
Sh e _9 slake City Attorney
STATE OF WASHINGTON
ss.
COUNTY OF KING
r� -'Cb: a� aoil
On this day of Neye� 4 before me, a Notary Public in and for the State of
Washington, personally appeared "3,,,, 4 ccr q personally known to me (or proved to me on
the basis of satisfactory evidence) to be the person who executed this instrument, on oath stated
that he was authorized to execute the instrument, and acknowledged it as the pAaLW e of
the City of Tukwila to be the free and voluntary act and deed of said municipal corporation for
the uses and purposes mentioned in the instrument.
IN WITNESS WHEREOF, I have hereunto set my hand and official seal the day and year
first above written.
NOTARY PU&IC in and for the State of
Washington r
esiding at _544 grin/ 'r.
My appointment expires
Print Name ��t�, Icy 67
A da ,,aso- ��9
E 9 h ;'pkz.l46SF;t'ht'aa�'�
9
Y W P\ W ESTFI ELD \DE V ELOPM ENT AGREEMENInTIF AGREEMENT\TUK WILA WESTFI ELD DEVELOPMENT AGREEMENT 1 1- 09 -10. DOCX
STATE OF CALIFORNIA)
ss.
COUNTY OF LOS ANGELES)
On February 9, 2011, before me, Annie M. Zettel, a Notary Public
personally appeared Rory A. Packer
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is /are
subscribed to the within instrument and acknowledged to me that he /she /they executed the same
in his /her /their authorized capacity(ies), and that by his /her /their signature(s) on the instrument
the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the
foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature, '�l.r t-/ (Seal)
�7
ANNIE M. ZETTEL
Commission 1794438
Notary Public California
Los Angeles County
W Comm. Ex res r 21, 2012
SOUTHCENTER MALL SITE PLAN
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EXHIBIT B
WESTFIELI) PROPERTY LEGAL DESCRIPTION
Parcels A, 13, C, D, F, G, I1, 1, .I, K, L, M, N, 0 and P of the WEA Southcenter LLC
Binding Site Improvement Plan, Recorded Under King County Recording No.
20101021000765.
EXHIBIT C
WESTFIELD SOUTHCENTER TRIP MATRIX
Proposed (2004 EIS) Permitted asofg4440
Weekday VVeekdayPK4Peak
Use Quantity Rate Total Quantity 1 Rate Total
Trip Generation Prior to Expansion 1
Shopping 1,252,317 ,GLA 2.98 3732 1,252,317 2.98
aTota|D,�ewayThps 3732 I73Z
b ShoppinQCenterPass-By Trips 19% 710 19% 710
c Net Shopping Center T�ps(phorto expansion) (c=a'b) 3022 3OZ2
d Former Bank of America Outparce) I1800 GLA 22.4 264 11800 GLA 22.4 264
e Former Bank of America Internal Capture 25% 66 25% G6
f Former Bankof Amercia Pass-by 19% 50 19% 50
g Net Trps from Former Bank of America (g=d-e-f) 148 148
h Total Trips Prior to Expansion (h=c+g) X 3170 3170
Trip Generation Yno E d d� th t
nprn�zpan w �u ouer x
Shopping 1.712.404!GLA 2.68 4589 1,529,531 GLA 2.78 4252
Financial (Fidelity) i 7.287 SF 278 20
Restaurant([heesecakeFacto�� 21,101 'EJF 10.86 229 10,209 GSF 10.86 111
Bank (Bank ofAme�co) 7,451 SF 25.82 192
Theater (AMC) 4.0OO Seats 0.14 560 2,968 Seats 0.14 416
fod
�eaoC�y_ 35,859 GLA 7.35 264
Hotel 140
Room! 0.49 68
i Total Thps 5446 5254
j Le�s Restaurant/Theater/Bank/Seafood Trips City/Hotel 25% 214 25% 246
ea an oo
k Total Driveway Trips (k=i-j) 5232 5009
Pass-by
Shopping Center 17% 780 17% 723
Bank i 1796 33
Seafood City 17% 45
r
Restaurant 43% 98 43% 47
Total Pass-By Trips 878 848
m Net Trips After Expansion w/o Former BofA (m=i-l) 1 4354 4161
Page 1
EXHIBIT
WESTFIELD SOUTHCENTER TRIP MATRIX
Proposed (2004 EIS) Permitted amwf9-144&
1 Weekday PM |VVeekdayPK8Peak
Rate Total Rate Quantity Quantity te Tota|
n
Net Trps After Expansion w/ Former BofA (n=g+m) 1 45021 4309
o Net New Trips (o=m'h) 1332 1I39
pTota| Fut���r ����oining1 346
ThpCrwddsfor 8anhin fnzn�Dko�onUnundUses
q K8en�n's__ 8S.115GL4 2.79 240
r K8emyn'sPas�by 17% 41
s �WervynsThp[redds(s=q'r) 199
t Former Bank ofAmerica 11800 GLA 22.4 264
u Former Bank of America Internal [a�ture 25% 66
v_�nner Bank �AmenbP�*by_ 19% 50 5O
w Former Bank of America Trip Credits (v=s-t-u) 148
xTota|Potent�|Tr� s�mxound
[red\toDinuedUse� 347
y Trips from Discontinued Uses Applied to SeafoodCity2 153
z���i���t�mai�ng 1 94
Prepaid Trips
Trips Prior to Expansion (=h) 3170
Trip from Permitted Expansion as of 9-14-10 (=o-y) 7 986
Remaining K|ickidateDedication[red�Conve�edtoThp* 285
Tot�Pe-PaidBa���
�����s 4441
1 1332-1139+153=346 Because Seafood City's Trips were offset by i
applying trip credist, those trips do not apply against tot&
remaining trips
2 Seafood City Net Trips =264'(17%x264)'(2S%x264)=153
Page
City of Tukwila Public Notice of Ordinance Adoption for Ordinances 2318 -2320.
On December 6, 2010 the City Council of the City of Tukwila, Washington, adopted the
following ordinances, the main points of which are summarized by title as follows:
Ordinance 2318: AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF
TUKWILA, WASHINGTON, ADOPTING THE DEVELOPMENT AGREEMENT
BETWEEN THE CITY OF TUKWILA AND WEA SOUTHCENTER LLC
REGARDING TRAFFIC IMPACT FEES FOR THE DEVELOPMENT AND
REDEVELOPMENT OF WESTFIELD SOUTHCENTER MALL; PROVIDING FOR
SEVERABILITY; AND ESTABLISHING AN EFFECTIVE DATE
Ordinance 2319: AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF
TUKWILA, WASHINGTON, ADOPTING THE ANNUAL BUDGET OF THE CITY
OF TUKWILA FOR THE 2011 -2012 BIENNIUM; PROVIDING FOR
SEVERABILITY; AND ESTABLISHING AN EFFECTIVE DATE.
Ordinance 2320: AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF
TUKWILA, WASHINGTON, AMENDING ORDINANCE NO. 2221, WHICH
ADOPTED THE CITY OF TUKWILA'S FIRST BIENNIAL BUDGET FOR THE
2009 -2010 BIENNIUM, TO ADOPT AN AMENDED BIENNIAL BUDGET;
PROVIDING FOR SEVERABILITY; AND ESTABLISHING AN EFFECTIVE DATE.
The full text of these ordinances will be provided upon request.
Christy O'Flaherty, CMC, City Clerk
Published Seattle Times: December 9, 2010