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HomeMy WebLinkAbout2013 - Transit Center Easement Dedication Agreement - WEA Southcenter LLC - 20130612001113 i 0 TENT _ (koe After Recording Return To: ; i 11 p 1 11 111 111 !a I City of Tukwila Office of the City Clerk 20130612001113 6200 Southcenter Blvd I FIRST AMERICAN EAS 88.00 Tukwila, WA 98188 PAGE-001 OF 017 06/12/2013 15:16 KING COUNTY, WA cn L0i0C SAX-NOT REQUIRED King County Recor ivision By Deputy TRANSIT CENTER EASEMENT DEDICATION AGREEMENT (GRANTED IN LIEU OF CONDEMNATION) CQURTE Y RECORDING ON NO LIABILITY FOR VALIDITYAND Grantor: WEA Southcenter, LLC AtiCtiNACY M,9 S:N E D M A T TA 4 ' ' T/ E 1 1 N T$COMPANY Grantee: City of Tukwila Abbreviated Legal Description: Ptn of Parcels A& G, Binding Site Plan #L-10-032, V 256, Pgs. 1 -9 Assessor's Property Tax Parcel Account Number(s): 920247-0010-00 and 920247-0070-07 Tukwila Urban Center Transit Center Project THIS TRAN IT CENTER EASEMENT AGREEMENT (the "Easement Agreement") is executed this do of J�,J Q , 20 )3 by WEA Southcenter, LLC, a Delaware limited liability company, ("WEA") in favor of the City of Tukwila, a Washington Municipal Corporation, ("City")with reference to the following facts: RECITALS A. WEA owns the property commonly known as Westfield Shopping Center, (the "Property") located in Tukwila, Washington. B. The City is planning to construct a Transit Center and Plaza ("Transit Center") upon a portion of the Property which the Transit Center shall be integrated into and coordinated with public transportation services currently, and in the future to be, provided by other public entities authorized to provide public transportation services in King County, Washington, including, but not limited to, King County Metro. The public transportation services provided by public entities shall hereinafter be referred to collectively as the "Transit System." C. In order for the Transit System to operate, it is necessary for the City to (i) acquire certain easements in, on, over, across and through portions of the Property as more particularly described below; and (ii) complete certain Transit Center improvements (the "Improvements"), and (iii) provide public access to metropolitan public transportation services offered by the City, Metro and/or other public entities ("Public Transportation Providers") at the Transit Center. Page 1 of 16 1 of 2 Originals 41312v8 D. A Mitigated Determination of Non-significance (MDNS) was issued on June 3, 1991 for an 111,032 square-foot expansion of Southcenter Mall under the City of Tukwila file number EPIC-11-91. Conditions of the MDNS included dedication of easements for the then- relocated transit stops and access, dedication of right-of-way for transit access, and provision of sidewalks along Andover Park West. The conditions of the MDNS were never recorded. Since approximately 1994, the existing transit hub, shelters, and bus pull-out lane have been in place and under continuous use and operation as a transit hub. E. A Parking Decision was issued by the City on December 3, 2004 granting an Administrative Parking Variance which resulted in a reduction from the minimum number of required parking spaces for the Southcenter Mall expansion. The Administrative Parking Variance was subject to several conditions, including WEA financial participation in planned improvements to the Metro transit center, including dedication of an easement of up to eleven (11) feet of land along the length of the planned transit facility (the "2004 Parking Variance Conditions"). The 2004 Parking Variance Conditions did not specify the exact dimensions or location of the easement area required to be dedicated. F. The City has declared, in Ordinance 2377, the public use and necessity of obtaining property rights from WEA in order to complete certain Transit Center Improvements to Andover Park West, and has authorized the use of condemnation procedures to obtain such rights, if necessary. G. In lieu of condemnation, WEA agrees to grant to the City and its successors and assigns certain easements to construct, operate, and maintain the Transit Center Improvements in the operation of the Transit System on the terms and conditions set forth herein. NOW, THEREFORE, in furtherance of the foregoing recitals and for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows: AGREEMENT 1. Recitals and Exhibits Incorporated. Each recital set forth above and each exhibit reference herein and attached hereto is incorporated into this.Easement Agreement as though fully set forth. 2. Transit Center Easements. a. In lieu of condemnation, WEA hereby grants and conveys to the City and its successors and assigns, a perpetual, non-exclusive easement (subject to the limitations, reservations and provisions set forth herein) in, on, over, across and through that portion of the Property legally described on Exhibit A and as depicted on Exhibit B (the "Transit Center Easement Areas"). This easement grant is subject to the right, reserved by WEA, (a) to use the surface of, and air rights associated with, the Transit Center Easement Areas for existing freestanding monument signage (the "Sign"), as depicted in Exhibit B and the maintenance, repair and replacements thereof in WEA's discretion, and in accordance with all applicable City codes and regulations generally applicable to landowners in the City, and (b) to use the surface and subsurface portions of the Transit Center Easement Areas for utility and other underground Page 2 of 16 41312v8 improvements as determined by WEA in its discretion, in a manner so as to not interfere with the Transit System. Pursuant to this easement grant, the City shall have the right to install and use transit related facilities including a transit center and plaza located on the west side of Andover Park West as identified in the Bid Set plan set for the Tukwila Urban Center Transit Center Project 90610402, Andover Park West Street & Water Improvement Project 98810404 dated 04-18-2013 (the "Transit Center Improvements"). The City or its designee, at the City's sole expense, shall design, construct, operate, repair, maintain and replace the Transit Center Improvements as needed. b. The City, its contractors, and designees shall have access to the Transit Center Easement Areas from the nearest public right of way, Andover Park West, and through other property in which the City has easement rights, to construct and maintain the Transit Center Improvements and all appurtenances thereon. . Nothing in this Agreement gives the City any right to use any other portion of the Property for any reason unless such right is specifically granted herein. The City may, in its reasonable use of the Transit Center for public transportation purposes, allow other Public Transportation Providers to use the Transit Center, including the Transit Center Easement Areas, for the sole purpose of providing public transportation services. 3. Use of Transit Center Improvements. The Transit System is for the use of the general public for public transportation purposes. Public Transportation Providers shall have the right to use the Transit Center Easements as necessary or desirable, appurtenant to vehicular access by transportation vehicles such as buses or trolleys ("Public Transportation Vehicles") to the Transit Center over existing roadways. The City shall have free, open and continuous pedestrian access to and from the Transit Center, the entrances and exits thereto and the sidewalks, public streets and public rights of way adjoining the Property. Except as specifically granted herein, nothing in this Easement Agreement gives any Public Transportation Provider or any other person any right to use the Property of WEA for any purpose. Subject to the continued existence of the Sign or any replacement thereof, the City retains the right to designate pedestrian walkways within the Transit Center Easement Areas. 4. Limitations on WEA Uses of Property. The easements granted to the City for operation of a transit center on the Transit Center Easement Areas are reserved for use by transit passengers and Public Transportation Vehicles utilized as part of the Transit System. WEA shall not take action to prevent access by pedestrians, vehicles, or the City, to or from the Transit Center (unless an emergency requires such action, so long as such action is minimized to the extent possible). WEA shall not authorize any vehicle to utilize the Transit Center Improvements or park in the Transit Center Easement Areas. 5. Maintenance of the Transit Center Improvements. The City or its designee shall have the responsibility, at its sole cost and expense, for the ongoing ownership, operation, maintenance, repair, cleaning, and replacement of all portions of the Transit Center and Transit Center Improvements. The City's obligations hereunder shall be performed consistent with the following conditions and restrictions: a. The City or its designee shall regularly inspect the Transit Center and Transit Center Improvements on a regular basis to insure that all portions thereof are clean, functioning properly and are in good working order. WEA may, but shall not be obligated to, Page 3 of 16 41312v8 perform inspections that include the Transit Center and Transit Center Improvements, and notify the City if any matters require the City's attention. b. The City or its designee shall maintain the Transit Center and Transit Center Improvements to a level consistent with reasonable standards for public access, in accordance with all applicable laws and regulations, and in a safe and accessible condition. The City shall keep the Transit Center and Transit Center improvements clean, with appropriate trash receptacles, and free of graffiti. Any and all graffiti which appears on the Transit Center or Transit Center Improvements shall be removed or painted over by the City within five (5) days after notice from WEA. c. The City shall perform all work on or near the Transit Center and Transit Center Improvements and the Property, in a careful, workmanlike manner, free of claims or liens. d. Immediately following completion of any work or on near the Transit Center or on the Transit Center Improvements, The City, at its sole cost and expense, shall remove all debris, and repair and restore the Transit Center and Easement Areas and the WEA Property, if affected, to the same condition as existed immediately prior to commencement of such work. e. The City and all contractors, agents and employees of the City shall perform all work in a manner so as not to interfere with the use and enjoyment of the WEA Property. In particular, The City shall perform all work in a manner so as not to block or impair pedestrian or vehicular access to or over the Property. f. The City shall comply with all applicable laws and regulations, including, without limitation, any and all permit requirements and any and all regulations pertaining to noise, dust, and water runoff control related to the Transit Center. g. The City shall perform all work in a prompt and timely manner. Once the City has initiated any work, The City shall continue such work through completion without any unreasonable delay. 6. City Default / WEA Self-Help. If the City fails to promptly commence and continue to completion any inspection, cleaning, graffiti removal or other work (collectively, "Work"), WEA may, but shall not be obligated to, elect in its sole discretion, after five (5) days' notice from WEA to the City as required under Section 5b (except in the case of emergency, when prior notice shall not be required), to undertake the necessary Work or to hire a third party to undertake such Work, in either case at the City's expense. Upon completion, WEA shall provide the City with an itemized invoice documenting the total cost of the Work performed. Within thirty (30) days of receipt thereof, the City shall pay WEA the total invoiced amount(s). 7. Transit Center Signage. The City and/or other Public Transportation Providers shall have the right to install the Transit Center Improvements for the sole purpose of facilitating transit services to the public. The only signs that shall be installed on or near the Transit Center Improvements or anywhere in or near the Transit Center shall be related exclusively to the use of transit facilities. Neither the City nor any person or entity other than WEA shall have the right Page 4 of 16 41312v8 to install, allow or maintain any commercial signage anywhere on or near the Transit Center or areas adjacent to the Property. WEA shall have the right to enforce the limitations of this section by any reasonable means, including injunction, an action for declaratory relief, or peaceable self-help removal of any signage or materials installed or maintained in violation hereof. Nothing in this provision limits in any way the right of WEA to install signage on its Property outside of the Transit Center Easement Areas, or to maintain, repair and/or replace the existing Sign. 8. Condemnation by a Third Party. If all or any portion of the Property, the Transit Center Easement Areas or the Transit Center Improvements are damaged or taken under power of eminent domain or sold to a condemning authority in lieu thereof, the rights and obligations of WEA and the City shall be determined as set forth in this Section 8: a. Condemnation of All or Substantially All of the Transit Center Easement Areas or the Transit Center Improvements. If there is a taking or damaging of all or a substantial portion of the Transit Center Easement Areas or the Transit Center Improvements by the exercise of any governmental power, whether by legal proceedings deed in lieu, or otherwise by a governmental agency with jurisdiction (a "Condemning Authority") or a transfer by WEA under threat of condemnation or while legal proceedings for condemnation are pending (a "Condemnation") such that there can be no reasonable use of the Transit Center in the reasonable judgment of the City, then this Easement Agreement shall automatically terminate on the date the condemning authority has the right to possession of the property being condemned. The condemnation award shall be allocated between WEA and the City as provided in subsection 8(c) below. b. Partial Condemnation. If only a portion of the Transit Center Easement Areas or the Transit Center Improvements shall be taken in connection with a Condemnation and the remainder of the Transit Center Easement Areas and the Transit Center Improvements not so taken can be made useable in the reasonable judgment of the City, then this Easement Agreement shall continue in full force and effect as to the remainder of the Transit Center Easement Areas or the Transit Center Improvements, as applicable, and all of the terms and conditions of this Easement Agreement shall continue in full force and effect. c. Condemnation Awards. WEA is entitled to receive and keep all damages, awards or payment resulting from or paid on account of a Condemnation of the Transit Center Easement Areas or the Property, except as provided in the remainder of this subsection 8(c). The City is entitled to receive and keep all damages, awards or payments resulting from any loss or damage to the rights of the City under this Easement Agreement and the loss of or damage to the Transit Center Improvements. In the event the Condemning Authority does not enter separate awards or allocate the award for the taking of the fee title to the Property on the one hand, and the taking of the City's rights under this Easement Agreement, (including, the loss of or damage to the Transit Center Improvements) on the other hand, any party shall have the right to request the court for an allocation of the award. The City shall also be entitled to any separate award that does not diminish any award to which WEA would otherwise be entitled, for the cost of moving and relocating the Transit Center Improvements and any other award paid separately to the City. Provided, however, that the provisions of this Section 8(c) shall not apply to any condemnation in which the City or its nominee is the Condemning Authority, or the party for whom such condemnation is undertaken or if the Condemnation is for the purpose of transit Page 5 of 16 41312v8 r improvements similar to the use of the Transit Center. In the event of any such Condemnation for transit purposes, WEA shall receive the entire award and proceeds of such Condemnation. 9. Abandonment. In the event the City abandons its use of the Transit Center for public transportation purposes and determines, consistent with established City policies, that the Transit Center Easement is surplus to the City's foreseeable needs, then the City shall remove all Transit Center Improvements from the Transit Center Easement Areas and restore the Property to its original condition, and WEA or its successor-in-interest in the ownership of the Property, may, upon payment to the City of the then fair market value for the Transit Center Easement only, acquire all rights of the City under this Easement. Upon the acquisition by WEA of the City's rights on abandonment, the City shall execute such documents and instruments reasonably requested by WEA or its successor to terminate this Easement Agreement of record. 10. Payment of Taxes, Liens and Other Charges. WEA will pay or cause to be paid when due: a. All taxes, assessments and other governmental or public charges imposed upon the Property, such as there may be, if any (excepting, however, any such taxes, assessments, or charges levied directly against the City for the Transit Center Improvements and the Transit Center Easement Areas, if any, which will be paid by the City). The party responsible for the payment of taxes and assessments will also be responsible for the payment of any accrued interest, costs and/or penalties thereon. b. All encumbrances (including any debt secured by deeds of trust), ground rents, liens and/or charges, if any, which are recorded against the Property and/or the Transit Center Easement Areas and all costs and expenses related thereto, if any. 11. Limited Permissive Use of WEA Property for On-Site Parking. The City shall have the right to temporarily park no more than two (2) passenger size vehicles in up to two (2) established parking spaces (one space per vehicle) on the Property of WEA, during normal business hours (except in the case of emergency or upon the prior written consent of WEA) within one hundred (100)feet of the Transit Easement Areas for the use of any person occupied exclusively in exercising the rights of the City under this Easement Agreement, to construct, operate, repair, replace and maintain the Transit Center Improvements in accordance with the requirements of this Easement Agreement. No truck, trailer, equipment, or any vehicles exceeding the size of a single standard parking stall shall be parked by any person in connection with such use. This right to use up to two parking spaces shall apply to all entry by the City or its designee on the Property for any reason, no matter that the right may be expressed in more than one agreement or document. Nothing contained in this Easement Agreement shall grant any transit passenger any right to use the Property of WEA for any purpose, including assembly, parking, passenger pick-up or drop-off, or any other use. If requested by WEA, the City shall, in consultation with WEA, erect signs advising its transit passengers of such limitation and WEA shall have the right to impose restrictions and penalties for transit passenger use of the WEA Property, as allowed by law. Page 6 of 16 41312v8 12. Indemnification. a. The City shall defend, indemnify and hold WEA, its officers, agents, and employees, contractors, licensees, permittees, and invitees harmless from any and all claims, injuries, damages, losses or suits including attorney fees, arising out of the activities of the City and its successors and assigns and its contractors, agents, officers, employees, invitees, guests, transit passengers, and the public, on or about the Transit Center, or related to its use of the Transit Center and the Transit Center Easement Areas, except for injuries and damages caused by the sole negligence of WEA. b. WEA shall 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 the activities of WEA and its officers, employees, contractors and agents on the Transit Center Easement Areas, or related to the use by WEA of the Transit Center Easement Areas, except for injuries and damages caused by the sole negligence of the City. c. With respect to all or any portion of the foregoing obligation which may be held to be within the purview of RCW 4.24.115, such obligation shall apply only to the maximum extent permitted by RCW 4.24.115. City expressly waives any immunity under RCW Title 51, whether arising from any statute or other source, to the extent of the indemnity set forth in this Section. In no event shall City's obligations hereunder be limited to the extent of any insurance available to or provided by City or any other person or entity. City's obligations to defend shall be with counsel selected by WEA and consented to by the City, such consent not to be unreasonably withheld, conditioned or delayed. City's obligations in this Section shall survive any termination of expiration of this Easement. 13. Dispute Resolution. The parties will work collaboratively in accordance with the following steps to resolve disagreements arising under this Easement Agreement. Disagreements will be resolved promptly and at the lowest level of authority. WEA and the City shall each designate a representative to resolve disputes under this Easement Agreement (each, a "Designated Representative") within thirty (30) days following execution of this Easement Agreement. The Designated Representatives shall use their best efforts to resolve disputes and issues arising out of or related to this Easement Agreement. Each Designated Representative shall notify the other in writing of any problem or dispute the Designated Representative believes needs formal resolution. This written notice shall include: (1) a description of the issue to be resolved; (2) a description of the difference between the parties on the issue; and (3) a summary of steps taken by Designated Representatives to resolve the issue. The Designated Representatives shall meet within three (3) business days of receiving the written notice and attempt to resolve the dispute. In the event the Designated Representatives cannot resolve the dispute (and that dispute is not subject to some other formal appeal process), the City Attorney or his/her designee and the General Counsel of WEA or his/her designee shall meet in person or by telephone or other communication device within seven (7) business days of receiving notice from a Designated Representative and engage in good faith negotiations to resolve the dispute. Page 7 of 16 41312v8 14. Miscellaneous Provisions. a. Captions. The captions and paragraph headings contained in this Easement Agreement are for convenience of reference only and in no way limit, describe, extend or define the scope or intent of this Easement Agreement nor the intent of any of the provisions hereof. As used in this Easement Agreement, the masculine shall include the feminine and neuter, the feminine shall include the masculine and neuter, the neuter shall include the masculine and feminine, the singular shall include the plural and the plural shall include the singular, as the context may require. b. Coordination of Agreements. This Easement Agreement, the Transit Center Easement Agreement, the Temporary Construction Easement and the Real Property Voucher executed contemporaneously herewith (the "Contemporaneous Agreements") constitute the entire agreement between the parties with respect to the Transit Center Area Easements granted under this Easement Agreement and supersede all prior and contemporaneous agreements and understanding between the parties hereto relating to the subject matter hereof, except those reduced to writing and executed prior to the date of this Easement Agreement, the terms of which are consistent with the terms of this Easement Agreement and the Contemporaneous Agreements. WEA (and/or its predecessor in interest in ownership of the Property) is a party to a number of prior agreements with the City (the "Prior Agreements"), which remain in effect. Some of the Prior Agreements may impose conditions upon WEA related to its use of the Property, such as requirements to landscape portions of the Property or comply with setback requirements, or similar matters. To the extent that the rights granted by WEA to the City under this Easement Agreement or the Contemporaneous Agreements are inconsistent with the requirements imposed under the Prior Agreements, such requirements of the Prior Agreements shall be and are hereby waived by the City. WEA and the City shall cooperate in good faith with each other to accomplish the purposes of the Prior Agreements and this Easement Agreement and the Contemporaneous Agreements in practical ways, where the requirements of any of them may be in conflict with any other. Nothing in or accomplished by this Easement Agreement or the Contemporaneous Agreements shall result in a breach or default by WEA under any of the Prior Agreements. c. Amendments; Waivers. No modification or amendment of this Easement Agreement may be made except by written agreement'between WEA and the City. No failure by WEA or the City to insist upon the strict performance of any covenant, duty, agreement or condition of this Easement Agreement or to exercise any right or remedy consequent upon a breach thereof shall constitute a waiver of any such breach of any other covenant, agreement, term or condition. Any party hereto, by written notice and only by notice as provided in this Easement Agreement may, but shall be under no obligation to, waive any of its rights or a condition to its obligations hereunder, or any duty, obligation or covenant of the other party hereto. No waiver shall modify or alter this Easement Agreement and each and every covenant, agreement, term and condition of this Easement Agreement shall continue in full force and effect with respect to any other then-existing or subsequent breach thereof. d. Fair Construction. The provisions of this Easement Agreement and the Contemporaneous Agreements shall be construed as a whole according to their common meaning, not strictly for or against any party and consistent with the provisions contained herein in order to achieve the objectives and purposes of this Easement Agreement and the Page 8 of 16 41312v8 Contemporaneous Agreements. Each party hereto and its counsel has reviewed and revised this Easement Agreement and agrees that the normal rules of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be construed in the interpretation of this Easement Agreement. e. No Partnership or Joint Venture. It is not intended by this Easement Agreement to, and nothing contained in this Easement Agreement shall create any partnership, joint venture or other arrangement between WEA and the City except that of parties to an easement. No term or provision of this Easement Agreement is intended to be, or shall be, for the benefit of any person, firm, organization or corporation not a party hereto, and no such other person, firm, organization, or corporation shall have any right or cause of action hereunder. f. Severability. In case any one or more of the provisions contained in this Easement Agreement shall for any reason be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect any other provision hereof, and this Easement Agreement shall be construed as if such invalid, illegal or unenforceable provision had never been contained herein. g. Force Majeure. Notwithstanding anything contained in this Easement Agreement to the contrary, any delay in the performance of any obligation under this Easement Agreement shall be excused, if and so long as the performance of the obligation is prevented, delayed or otherwise unavoidably hindered by acts of God, fire, earthquake, flood, explosion, actions of the elements, war, riots, mob violence, inability to procure labor, equipment, facilities, materials or supplies in the open market, failure of transportation, strikes, lockouts, actions of labor unions, condemnation, court orders, operation of laws, orders of governmental or military authorities or any other causes, whether similar or dissimilar to the foregoing, not within the control of such party (other than lack of or inability to procure money to fulfill its commitments and obligations under this Easement Agreement). h. Notices. All notices, demands, requests, consents and approvals which may, or are required to be given by any party to any other party hereunder shall be in writing and shall be deemed to have been duly given if delivered personally, sent by nationally recognized overnight delivery service, or if mailed or deposited in the United States mail and sent by registered or certified mail, return receipt requested, postage prepaid as follows: If to WEA: Westfield LLC 11601 Wilshire Blvd., 11th Floor Los Angeles, CA 90025-1748 Attention: Office of Legal Counsel With a copy to: Westfield Southcenter Mall Westfield Corporation, Inc. 2800 Southcenter Mall Tukwila, WA 98188-2888 Attention: General Manager Page 9of16 41312v8 If to the City: City Clerk 6200 Southcenter Boulevard Tukwila, WA 98188 or to such other addresses as either party hereto may from time to time designate in writing and deliver in a like manner. All notices shall be deemed given (a) upon personal delivery or (b) three (3) business days following the date when mailed or(c) one (1) business day following the date and time the notice is deposited with the overnight delivery service. Consents and Approvals. In any case where the consent or approval of either party is required by the terms of this Easement Agreement, such consent or approval shall not be unreasonably withheld, conditioned or delayed. j. No Liens. Except for existing real estate financing encumbering the Property of WEA and replacements or refinancings thereof, neither WEA nor the City shall create or cause to be created any lien or encumbrance of any kind whatsoever upon the Transit Center Easement Areas, the Transit Center Improvements or the City's rights under this Easement Agreement. In the event any such lien or encumbrance is filed or recorded, WEA or the City, as applicable, agrees to promptly discharge or cause to be discharged, every such attachment, judgment, lien, charge or encumbrance of any nature which may be filed against the Transit Center Easement Areas, the Transit Center Improvements or which may interfere with the exercise of the City's right to use the Transit Center Easement Areas pursuant to this Easement Agreement. k. Binding Effect. Subject to the provisions hereof regarding abandonment by the City, the easements granted under this Easement Agreement and the rights duties, covenants, restrictions, agreements, limitations and obligations herein created shall exist in perpetuity and shall constitute covenants running with the land, subject to all matters of record as of the date hereof. Counterparts. This Easement Agreement may be executed in counterparts, each of which shall constitute an original and all of which shall together constitute but one original. An executed original of this Easement Agreement shall be recorded in the real property records of King County, Washington, at the expense of the City. m. Time is of the Essence. Time is hereby declared to be of the essence of this Easement Agreement and of each and every term, covenant, agreement, condition and provision hereof. n. Governing Law. This Easement Agreement shall be governed by and construed and enforced in accordance with the laws of the State of Washington. In the event of any litigation to enforce or interpret the right, duties and obligations of the parties set forth in this Easement Agreement, venue of any such legal action shall be in King County, Washington. o. Attorneys' Fees. If any lawsuit or arbitration arises in connection with this Easement Agreement, the substantially prevailing party therein shall be entitled to receive from Page 10 of 16 41312v8 the losing party the substantially prevailing party's costs and expenses, including reasonable attorneys' fees incurred in connection therewith. p. Authority. The parties signing below represent and warrant that they have the requisite authority to bind the entities on whose behalf they are signing. q. Ownership of Transit Center Improvements. The Transit Center Improvements, including without limitation all additions, alterations and improvements thereto or replacements thereof and all appurtenant fixtures, machinery and equipment installed therein, shall be the property of the City. Signature on Following Page Page 11 of 16 41312v8 IN WITNESS WHEREOF, this Easement Agreement has been executed as of the date and year first hereinabove set forth. GRANTOR: WEA SOUTHCENTER LLC, a Delaware limited liability company: By: Westfield America Limited Partnership a Delaware limited partnership, Its Sole Member By: Westfield U.S. Holdings - C, a Delaware limited liability company, Its general pa By: J( Name: WM Its: W -o A.Packer Assistant Secretary CALIFORNIA ) ) ss. _ ► Y OF LOS ANGELES On 20_ . - me, a Notary Public Personally appeared , personally known to me (or proved to me on the basis of satisfactory evidence) to be the •- =•n(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he - : ey executed the same in his/her/their authorized capacity(ies), and that by his/her/their signa - s on the instrument the person(s), or the entity upon behalf of which the person(s) acted, execu =• the instrument. WITNESS my hand and official seal. .aged unto As Signature papaw aas (Seal) Page 12 of 16 41312v8 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT zt.,..:,:- ..,-.1,,. ,..... ....:4,„-....-s,.. :a.,a : .. s ..s. —.,-xt, -�a 5,...... ca � .,4,a`..sy.3i1,A5M . _sl>h�w, -as .'. State of California /� County of �e S1.4&S On Mai 2 / .D0/3 before me, L1 SGT /'/. S4G/l� M r`( ?U Wu.- , Date ,,/ Hero Inse me and Title of the Officer personally appeared g r A • Pa c/i's-v / Name(s)of Signer(s) who proved to me on the basis of satisfactory evidence to be the personK whose named) isere subscribed to the within instrument and acknowledged to me that he/shKtlr executed the same in his/hkreir authorized capacity Iis), and that by his/he theif signatups) on the instrument the person(,arf, or the entity upon behalf of which the person ) acted, executed the instrument. Lmissi on ISA M. SHE# LLEY 1931433 I certify under PENALTY OF PERJURY under the laws Com z �$ Notary Public-California i of the State of California that the foregoing paragraph is z RTti''� Los Angeles County true and correct. My Comm.Expires Apr 30,2015 WITNESS m/and and official seal. � Signature ,�.(...% • ' Place Notary Seal Above f ignature of MED Public OPTIONAL Though the information below is not required by law,it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Title or Type o .•cument: Document Date: Number of Pages: Signer(s) Other Than Named Abo ,• • Capacity(ies) Claimed by Signer(s) Signer's Name: Signer's Name: ❑ Individual ❑ -•ividual ❑ Corporate Officer—Title(s): ❑Corp. .te Officer—Title(s): ❑ Partner—❑ Limited ❑General RIGHTTHUMBPRINT ❑ Partner—NI Limited ❑ General RIGHTTHUMBPRINT ❑ Attorney in Fact OF SIGNER ❑Attorney in Fa l OF SIGNER ^ Top of thumb here Top of thumb here -------------.--- ❑- Trustee 0 Trustee— — ....._.. _-- ID Guardian or Conservator ❑Guardian or Conserva ❑ Other: ❑Other: Signer Is Representing: • Signer Is Representing: :"4"W,:srdr4V-I, cIMIAG'�6"4-•: vGv0.,�,t)"< retr 6v� yLW e"'.`ar.:av:'a"l'-' ' e."4'y4C. rsr a 4V,L VLVG y4W,Gs i'G'y e9"4'e ex, ©2007 National Notary Association•9350 De Solo Ave.,P.O.Box 2402*Chatsworth,CA 91313-2402•www.NationalNotaryorg Item 45907 Reorder:Call Toll-Free 1-800-876-6827 GRANTEE: City of Tukwila By: �� �"it ijAril Printed Na / / !Qi� Title: ri�r Date: / b 'Ir Approved as to form: Byj ®"Z Printe Name: �� a C,42_,( T it,-\ Title: City Attorn y Date: .F.,1"51 13 STATE OF WASHINGTON ) : ss. County of r ) I certify that I kno or have satisfactory evidence that AN r-c,3�j Oz1Of 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 is/she is /they are) authorized to execute the instrument and acknowledged it as the / and of the City of Tukwila to be y a free and voluntary act of such party for the uses and purposes mentioned in this instrument. DATED: (0 -')j- 1� ``�aommuttgpi'I 1A&I/10 , 0 t--- /• I'.- ', .<4 M• Name (typed or p ted): a 4. # P FLo,hG'p #4,0T44 ON �„ ��i, NOTARY PUBLIC in a d for the Stat; if Wash' gton 4, Residing at i I •A - _ My appointment expires: _ - ,4oF WASN�G`�'r Page 13 of 16 41312v8 City of Tukwila Exhibit A Parcels A and G—Binding Site Plan#1,1 0-032 Tax Parcel No. 9202470010 and 9202470070 Transit Center Dedication Easement Area That portion of Parcels A and G of City of Tukwila Binding Site Improvement Plan No.L1.0-032, recorded in volume 256 of Plats,Pages 1 through 9,under Recording No. 20101021000765,records of King County, Washington,described as follows: BEGINNING at the northeast corner of said Parcel G of said Binding Site Plan; Thence North 00°1 1'38" West along the east line of said Parcel A,and the west margin of Andover Park West,a distance of 288.32 feet; Thence South 89°46'20" West a distance of 29.76 feet to the beginning of a tangent curve concave to the south and having a radius of 125.00 feet; Thence westerly along the arc of said curve through a central angle of 2°15'37" a distance of 4.93 feet; Thence South 00°11'38"East a distance of 450.24 feet to the beginning of a non-tangent curve concave to the northeast from which the center point bears North 61°35'45"East a distance of 8.25 feet; Thence southeasterly along the arc of said curve through a central angle of 14°07'53" a distance of 2.04 feet to the beginning of a compound curve having a radius of 13.00 feet; Thence southeasterly along the arc of said curve through a central angle of 49°40'21"a distance of 11.27 feet; Thence North 89°48'22"East a distance of 23.40 feet to said east line of Parcels A and G and west margin of Andover Park West; Thence North 00°11'38"West along said east line and west margin,a distance of 167.81 feet to the POINT OF BEGINNING. Situate in the City of Tukwila,County of King,State of Washington The above described easement areas contain±15,805 square feet. 3,20/7- `0 /HI/i222222222smsss-S$ F t, 4 o wAs �� �� y `1/011r i 32429 �ssfNLLAlyD`��4 S:SSSSSSSSSSSS2?17,LZ222ZZ INl 11 Page 14 of 16 I' , SHEET 2 OF 2 EXHIBIT MAP SOUTHBOUND TRANSIT CENTER EASEMENT DEDICATION AREAS • \, 1 / A=02'15'37"—\\ @ _ / R=125.00' / L=4.93' I BAKER BLVD. 589'46'20° '� /71'7/ 1/ / 29.76' \ / 7/ N / An 7 I W PARCEL A 00 /z i ' i< BINDING SITE PLAN V.V. 240/77-84 •o/1-1iQ I Q T.L. 9202470010 c°n v z wI� M O i .-. Z cc m — U I �U' . N Q �Z /� 1 / II _ 11255 Kirkland Way,Suite 300.6 Kirkland, WA 98033 p.425.827.2014 I f.425.827.5043 PACE) Civil I Structural I Planning Survey An Engineering Services Company paceengrs.COm SCALE: 1" = 40' FILE:\24735V—SP—ROW.DWG DATE: 12/03/12 FW PROJ. NO.: 09603.19 Page 15 of 16 EXHIBIT MAP SHEET 1 OF 2 SOUTHBOUND TRANSIT CENTER EASEMENT DEDICATION AREAS ____ ____./ , I j PARCEL A / �3 �- BINDING SITE PLAN z 1 V. 240/77-84 m ///T.L. 9202470010 a x / a. a it . / i co M � —POB o /NE CO,R, 1 Z / • PARCEL G/ I , /~ • /w Ii /w Q �/ N /W Q O d /wO Lc Z'� 00 PARCEL G w/w•a BINDING SITE PLAN c)cg ' ~ 1I o V. 240/77-84 /–• I <..,__CI o T.L. 9202470070 o `i/ 1 z Q I I l i/ • 1 / ,, - . / ,, . PARCEL A I N89'48'22"E BINDING SITE PLAN � ?3�40'J V. 240/77-84 R=8.25' T.L. 9202470010 L=2.04' 4=13.00' L=11.27' 11255 Kirkland Way, Suite 300 Kirkland, WA 98033 p. 425.827.2014 ( f.425.827.5043 ( PACE) S rve Structural Planning u Civil �Struct j g j y An Engineering Services Company paceengrs.com SCALE: 1" = 40' FILE:\24735V—SP—ROW.DWG DATE: 12/03/12 FW PROJ. NO.: 09603.19 Page 16 of 16