HomeMy WebLinkAbout11-076 - WEA Westfield Southcenter - Permanent Easement for Tukwila Urban Center Access (Klickitat) After recording, return to:
CITY OF TUKWILA
Office of the City Clerk
6200 Southcenter Blvd.
Tukwila, WA 98188
(206) 433 -1800
WASHINGTON STATE RECORDER'S Cover Sheet (RCW 65.04)
DOCUMENT TITLE(S) (or transactions contained therein):
11-076
RIGHT OF WAY EASEMENT AGREEMENT Council Approval N/A
REFERENCE NUMBER(S) OF DOCUMENTS ASSIGNED OR RELEASED:
N/A
GRANTOR(S) (Last name first, then first name and initials)
WEA SOUTHCENTER LLC, a Delaware limited liability company
GRANTEE(S) (Last name first, then first name and initials)
CITY OF TUKWILA, WASHINGTON, a Washington Non- Charter Optional Municipal
Code City
LEGAL DESCRIPTION (abbreviated: i.e., lot, block, plat or section, township, range)
Portion of Sections 23 and 26, Township 23N, Range. 4E, W.M., King County, WA
❑x Additional legal is on Exhibit A attached to this document
ASSESSOR'S PROPERTY TAX PARCEL /ACCOUNT NUMBER
9202470110
9202470120
9202470130
9202470140
9202470150
9202470160
STRANDER RIGHT OF WAY EASEMENT PAGE I OF 14
RIGHT OF WAY EASEMENT AGREEMENT
THIS RIGHT OF WAY EASEMENT AGREEMENT (this "Agreement is
entered into as of the day of March, 2011, by and between WEA SOUTHCENTER
LLC, a Delaware limited liability company "Grantor and THE CITY OF TUKWILA,
WASHINGTON, a Washington Non Charter Optional Municipal Code City "Grantee
(collectively, the "Parties
RECITALS
A. Grantor is the owner of the Southcenter Mall, including that certain real
property legally described on Exhibit A attached hereto and incorporated herein by this
reference (the "Property
B. Strander Boulevard is on the south, adjacent to Grantor's Property.
"Strander The City is in the process of planning and constructing improvements to
Strander, including a road widening and reconfiguration, a retaining wall, and sidewalks (the
"Improvements Grantor previously conveyed to Grantee a portion of Grantor's property
for the widening of Strander.
C. Grantee has requested and Grantor has agreed to grant and convey a permanent
non exclusive easement upon, over, across and under a portion of Grantor's Property, as legally
described in Exhibit B and as further depicted in Exhibit C attached hereto (the "Easement
Area for the purpose of performing Grantee's Work as hereinafter defined.
AGREEMENT
NOW THEREFORE, for valuable consideration, the receipt and sufficiency of which
is hereby acknowledged by the Parties, the Parties agree as follows:
1. Grant of Permanent Right of Way Easement. Grantor hereby grants and
conveys to Grantee a non exclusive perpetual easement over, under and across a strip of the
Grantor's Property approximately 3 feet wide and 150 feet long, as legally described and
depicted on Exhibits B and C attached hereto and incorporated herein by this reference
"Easement Area to be used for Grantee, its contractors and subcontractors to perform
work associated with the road excavation and construction, traffic light and utility installation,
and sidewalk reconstruction "Grantee's Work on Grantee's right -of -way along portions
of Strander Boulevard adjacent to the Grantor's Property, as part of the Southcenter Urban
Access Improvements Project (the "Project Grantee shall have the right to disturb the
surface of the Easement Area in the performance of Grantee's Work, but Grantee shall have
no right to use the surface of the Easement Area, except for necessary maintenance and repair,
following the completion of construction of the Project.
STRANDER RIGHT OF WAY EASEMENT PAGE 2 OF 14
2. Use of Easement Area by Grantee. The Easement Area is being used by
Grantor as a parking lot for the parking of automobiles. Grantee shall have the limited right
to enter onto and disturb the surface of the Easement Area for the purpose of installing
underground footings or foundations for Grantee's retaining walls and other purposes
necessary to completion or maintenance of the Project, but no portion of Grantee's Work shall
be installed or remain on Grantor's Property above the bottom surface of the existing
pavement in the parking lot. Upon completion of the portion of the Grantee's Work on the
Easement Area, Grantee shall restore Grantor's Property, including the Easement Area, to the
same or better condition than it was in at the commencement of construction of the Project,
including the obligation of Grantee to restore the surface of the parking lot and all other
existing parking lot improvements. Grantee shall be responsible, at its sole cost and expense,
for costs of the Project and all of Grantee's Work. Following completion of the Project,
except in the case of an emergency, Grantee shall provide Grantor with 24 -hour prior written
notice of any construction, maintenance, repair, and/or replacement activities within the
Easement Area at the notice address provided below.
3. Additional Limitations on Grantee's Use of Grantor's Property and
Sub -Areas of Easement Area. Notwithstanding any other provision of this Easement
Agreement or any consent given by Grantor:
a. Grantee shall have no right to use Grantor's storm drain system for any
purpose in connection with Grantee's Work. Grantee shall take all steps necessary to
protect Grantor's storm drain system from any runoff originating on or related to the
Project or to the conduct of the Grantee's Work.
b. Grantee shall have no right to use or restrict the use of any portion of the
Grantor's Property outside of the Easement Area at any time except upon the specific
prior written consent of Grantor.
4. Grantee's Work and Use of Easement Area.
a. Grantee's Covenants and Warranties. Grantee hereby covenants and warrants
that it will (i) perform the Grantee's Work under this Easement Agreement and all
other activity related to this Easement Agreement and the Project at its sole cost and
expense, and (ii) Grantee shall perform such work in a professional, good and
workmanlike manner and in conformance with normal engineering construction
practices. Grantee will use the proper safety measures required to ensure that
Grantee's Work is performed in a safe and correct manner pursuant to all laws, and
federal, state, and local regulatory codes, rules, ordinances, and guidelines
(collectively, "Laws Grantee agrees that it will secure all of the necessary
governmental permits and approvals to undertake and complete the work pursuant to
this Easement Agreement, and will comply with all applicable Laws related to such
permits and approvals. Grantee shall not damage, destroy, alter, remove, or interfere
with any utility installations that may currently exist in the Easement Area or on
STRANDER RIGHT OF WAY EASEMENT PAGE 3 OF 14
Grantor's Property, and any such damage, destruction, alteration, removal, or
interference shall promptly be cured by Grantee to Grantor's satisfaction, at Grantee's
sole cost and expense. The provisions in this section shall survive any termination or
expiration of this Easement Agreement. Grantee shall on at least a daily basis remove
from Grantor's Property all excess materials, trash and debris generated by or in
connection with the Grantee's Work.
b. No Grantee Access. Storage. or StaizinLy: Damaee. Alteration., Etc. Neither the
Easement Area nor any other portion of Grantor's Property shall be used by Grantee
or any of its employees, contractors, or subcontractors for the purpose of driving or
parking any vehicles or equipment, or as a storage or staging area for any vehicles,
equipment, supplies, materials, or any other matter except as specifically provided
herein and /or unless agreed upon in advance in writing by the Grantor. Grantee will
not move, remove, undermine, damage or demolish in any way any portion of
Grantor's Property including Grantor's existing landscaping, signs, paving, curbing,
access drives, or any other improvements located within the Easement Area or on
Grantor's Property, and any such damage, demolition, undermining, alteration or
removal shall promptly be cured by Grantee to Grantor's satisfaction, at Grantee's sole
cost and expense. The provisions in this section shall survive any termination or
expiration of this Easement Agreement.
C. No Grantee Liens. Grantee shall perform all of Grantee's Work under this
Easement Agreement and all other activities related to the Project at Grantee's sole
cost and expense and shall not allow any mechanics' or other lien to be placed on the
Grantor's Property with respect to the Grantee's Work or Grantee's use of and
operation on Grantor's Property. Should any such lien arise due to the acts or
omissions of Grantee or its agents, employees, contractors, or subcontractors or any
other person or entity working on behalf of Grantee, Grantee shall, no later than thirty
(30) days from the earlier of (i) the claim of such lien or (ii) Grantee's receipt of notice
of the existence of such lien, fully discharge the lien at Grantee's cost and expense.
The provisions in this section shall survive any termination or expiration of this
Easement Agreement.
d. Grantee's Post Construction Work. Repair of Damage. Immediately after
Grantee completes its Grantee's Work in any portion of the Easement Area or
Grantor's Property, Grantee will restore the Easement Area and all affected portions of
Grantor's Property to the same as or better condition than it was in before Grantee
began Grantee's Work, and to a safe condition, and Grantee will remove all of its
equipment, materials, tools, trash, debris, and other property from Grantor's Property.
If any damage, destruction, or loss occurs to the Easement Area or Grantor's Property
during the performance of Grantee's Work, and such damage, destruction or loss
arises out of or is related to, or a consequence of any of Grantee's Work, Grantee will
promptly notify Grantor in writing of the damage, destruction, or loss. If Grantor
notices the damage, destruction or loss prior to receiving notice thereof from Grantee,
then Grantor shall promptly notify Grantee in writing of the damage, destruction, or
STRANDER RIGHT OF WAY EASEMENT PAGE 4 OF 14
loss. Unless otherwise agreed by the Grantor in writing, Grantee will repair the
damage and restore Grantor's Property (or commence and diligently pursue repair and
restoration) within three (3) days after the Grantee's discovery of the matters requiring
such repair or restoration, or the receipt of Grantor's notice, whichever is earlier. If
Grantee fails to restore the Easement Area or Grantor's Property, or fails to repair the
damage, (or fails to timely commence and diligently pursue restoration or repair)
within such three (3) day period, then Grantor may in its sole discretion restore the
Grantor's Property or conduct the repair of any such damage, in which event Grantee
shall reimburse Grantor for all costs incurred by Grantor, plus an administrative fee of
twenty -five (25 of all such costs, within ten (10) days after Grantee's receipt of an
invoice from Grantor. The Grantee's obligations in this section shall survive any
termination or expiration of this Easement Agreement.
5. Indemnification. Grantee will hold harmless, indemnify and defend Grantor,
its lessees, franchisees, licensees, invitees, employees, agents, personal representatives,
contractors, subcontractors, successors and assigns "Grantor Parties against any and all
claims, demands, loss, liabilities, costs, fines, penalties, expenses, damage, including claims
for injury or death of any person, loss of or damage to any property, and including economic,
direct, indirect and consequential damages, suits, liens, causes of action and judgments,
including costs in connection with establishing the right to indemnification hereunder, and
including, but not limited to reasonable attorney's, experts, and accountant's fees)
(collectively, the "Claims asserted or arising directly or indirectly from, on account of or in
connection with, or in any way related to or as a result or consequence of Grantee's Work
including the design, implementation, and construction thereof, entrance upon and /or use of
the Easement Area or Grantor's Property, or any act or omission of Grantee and its lessees,
franchisees, licensees, invitees, employees, agents, personal representatives, contractors,
subcontractors, materialmen, successors and assigns "Grantee Parties in connection with
the Grantee's Work or under this Easement Agreement. 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. Grantee
expressly waives any immunity under industrial insurance whether arising from any statute or
other source, to the extent of the indemnity set forth in this Section. In no event shall
Grantee's obligations hereunder be limited to the extent of any insurance available to or
provided by Grantee or any other person or entity. Grantee's obligation to defend shall be
with counsel selected by Grantor in its discretion. The Grantee's obligations in this section
shall survive any termination or expiration of this Easement Agreement.
6. Release. Grantee and the Grantee Parties shall enter upon the Grantor'
Property and the Easement Area and conduct Grantee's Work at Grantee's sole risk, cost and
expense. Grantee, on its behalf and on behalf of all of the Grantee Parties, hereby waives and
relinquishes any and all Claims arising from or related to the Grantee's Work or any entry on
the Grantor's Property or the subject matter of this Easement Agreement now or hereafter
arising in Grantee or any of the Grantee Parties' favor occasioned by, directly or indirectly,
the conditions of or use of the Grantor's Property or the Easement Area or any improvements
STRANDER RIGHT OF WAY EASEMENT PAGE 5 OF 14
thereon or any other facts or occurrences with respect to Grantee's Work or the conduct of
Grantee's Work or under this Easement Agreement. Grantee's obligations in this section
shall survive any tennination or expiration of this Easement Agreement.
7. Insurance. Prior to commencing Grantee's Work and prior to any subsequent
entry on the Easement Area, Grantee shall provide and shall cause its contractor(s) and
subcontractors to provide Grantor with insurance certificates and endorsements in form
acceptable to Grantor showing liability and other insurance coverage, including automobile
liability insurance, in the amounts and in accordance with the Grantor's requirements set forth
on Exhibit D. The Grantee's participation in a self insured governmental risk pool shall
satisfy the conditions set under this section but in no way shall limit the indemnification
provision in Section 5.
8. Notice. All notices required or permitted to be given pursuant to this
Easement Agreement shall be in writing and may be given by personal delivery, overnight
mail, or delivery service to the parties at the addresses set forth below. Any Notice given
pursuant to this Easement Agreement shall be effective upon delivery.
Grantor's address is:
WEA Southcenter c/o Westfield, LLC Mr. Daniel J. Pascale
11601 Wilshire Boulevard, 1 Vh Floor VP Development NW
Los Angeles, CA 90025 Westfield Corporation, Inc.
Attn: Office of Legal Counsel 101 Fourth Street
San Francisco, CA 94103
With a coov to: And a couv to:
Andrew Ciarrocchi, Manager Westfield LLC c/o GordonDerr, LLP
Westfield Southcenter Mall Attn: Susan A. Shyne, Esq.
Westfield Corporation, Inc. 2025 First Avenue, Suite 500
2800 Southcenter Mall Seattle, WA 98121
Seattle, WA 98188 -2888
Grantee's address is:
City of Tukwila
6200 Southcenter Blvd.
Tukwila, Washington 98188 -2544
Attention: City Clerk
Any party may lodge written notice of a change of address with the other.
9. Use of Easement Area by Grantor. Grantor may use the Easement Area for
all purposes which do not interfere with the rights of Grantee hereunder, including without
STRANDER RIGHT OF WAY EASEMENT PAGE 6 OF 14
limitation the installation and maintenance of private utilities, including underground utilities
serving Grantor's Property.
10. Captions. Captions to the sections in this Easement Agreement are included
for convenience only and do not modify any of the terms of this Easement Agreement.
11. Binding Effect; Title. The easement and the rights and obligations granted
herein shall run with and bind the Grantor's Property and shall inure to the benefit of and bind
Grantee and it's the Grantee Parties. The rights granted herein are subject to all matters of
record as of the date hereof.
12. Attorneys' Fees. The prevailing party in any action brought to enforce or
interpret the terms of this Agreement shall be entitled to recover its costs and reasonable
attorney fees incurred in said action, including on appeal, whether or not suit is commenced.
13. Breach. If either Grantor or Grantee shall default in its obligations under this
Easement Agreement, the parties each acknowledge that it would be extremely difficult to
measure the resulting damages. Accordingly, in the event of breach or threatened breach of
this Easement Agreement, the non defaulting party, in addition to all other available rights or
remedies, shall have the right to sue for specific performance and/or to enjoin such breach or
threatened breach, and such injunctive relief shall be without the requirement of posting a bond
or other security, on reasonable shortened notice to the other party. In such event, all parties
hereto each expressly waive their defense that a remedy in damages or at law would be
adequate. In addition, if there is a failure by either party to perform, fulfill or observe any
agreement contained within this Easement Agreement, to be performed, fulfilled or observed
by it, and such failure continues for more than five (5) days after written notice thereof, or
without advance notice in situations involving potential danger to the health or safety of
persons in, on or about Grantor's Property or substantial deterioration of the Easement Area or
Grantor's Property, the non defaulting party may elect to cure such failure or breach on behalf
of the defaulting party and collect without contest from the defaulting party, upon delivery of
an invoice, the actual costs for the cure together with interest at the rate of 12% per annum
from the date of the expenditure to the date of payment in full. No breach of this Easement
Agreement shall entitle either party to cancel, rescind or otherwise terminate this Easement
Agreement; provided, however, that this provision shall not limit or otherwise affect any other
right or remedy which such party may have hereunder by reason of any breach of this
Easement Agreement.
14. Severability. In case any one or more of the provisions set forth in this
Easement Agreement shall 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 provision had never been contained herein.
15. No Waiver. The failure of Grantor to insist upon strict performance of any of
the terms, covenants or conditions hereof shall not be deemed a waiver of any rights or
remedies which Grantor may have hereunder or al taw or in equity, and shall not be deemed
STRANDER RIGHT OF WAY EASEMENT PAGE 7 OF 14
to be a waiver of any subsequent breach or default in any of such terms, covenants or
conditions.
16. Integration. This Easement Agreement contains the entire agreement of the
parties with respect to the subject matter hereof and supersedes all prior or contemporaneous
writings or discussions relating to the Temporary Construction Easement and rights of entry
provided for herein. This Easement Agreement may not be amended except by a written
document executed after the Effective Date hereof by the duly authorized representatives of
Grantor and Grantee. This easement Agreement includes Exhibits A, B, C, and D, which by
this reference are incorporated into this Easement Agreement.
17. Termination. No termination of this Easement Agreement shall release
Grantee from any liability or obligation with respect to any matter occurring prior to such
termination.
18. Further Assurances. Each of the parties to this Easement Agreement will, at
its own cost and expense, execute and deliver such further documents and instruments and
will take such other actions as may be necessary, reasonably required or appropriate to
evidence or carry out the intent and purposes of this Easement Agreement.
19. Counterparts. This Easement Agreement may be executed in any number of
counterparts and by different parties hereto in separate counterparts, each of which when so
executed and delivered shall be deemed to be an original and all of which taken together shall
constitute one and the same instrument.
Signatures on Following Page
STRANDER RIGHT OF WAY EASEMENT PAGE 8 OF 14
IN WITNESS WHEREOF, the parties hereto have caused this Easement Agreement to
be executed on the date first set forth above.
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. gs, L a Delaware limited liability company,
Its general pal er
By:
Name:
tWV
Its:
v
STATE OF CALIFORNIA
ss.
COUNTY OF LOS ANGELES
On 2011 before me, 1 4n. Y;c a Notary Public
Personally appeared "'1 1 R d et personally known to me (or 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.
WITNESS my hand and official seal.
Pv�A- ANNIE M. ZETTEL
Commission 1744435
Z Notary Public California
Signature a'�Vr--f (Seal) Z Los Angeles County
Comm. res 21, 2012
STRANDER RIGHT OF WAY EASEMENT PAGE 9 OF 14
GRANTEE:
CITY OF TUKWILA
a Washington municipal corporation
By: Ll
Namd: .1pi" c�Uaaz
Its: M C141e, is
Attest/Authenticated: Approved As to Form:
City Clerk City Attorney
STATE OF WASHINGTON)
ss.
County of King
On this day of Ap I?-, L 2011, before me, the undersigned, a
Notary Public in and for the State of Washington, duly commissioned and sworn, personally
appeared Jim +�c�Gelwtun known to me to be the of CITY OF
TUKWILA, the municipal corporation that executed the for going 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.
C- �d''-iff' 9 0 R—
-A Qr L Amy ®nova ®CVam16a80§@
Print Name
N V
Notary Public in and for the State of
Washington, residing at _S C.t vJ E w2
My appointment expires saaa•�, f1 @;k=9,,; „tR'
STRANDER RIGHT OF WAY EASEMENT PAGE 10 OF 14
EXHIBIT A
THE PROPERTY
PARCELS K, L, M, N, O, AND P OF CITY OF TUKWILA BINDING SITE IMPROVEMENT PLAN
NUMBER LIO -032 RECORDED ON OCTOBER 21, 2010, IN VOLUME 256 OF PLATS, ON PAGES I
THROUGH 9, RECORDS OF KING COUNTY, WASHINGTON.
STRANDER RIGHT OF WAY EASEMENT PAGE I I OF 14
EXHIBIT B
Easement Area
THAT PORTION OF THE NORTHEAST QUARTER OF THE NORTHWEST QUARTER OF SECTION
26, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, AND OF
THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 23, TOWNSHIP 23
NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, AND OF THE INTERURBAN
ADDITION TO SEATTLE, ACCORDING TO THE PLAT THEREOF RECORDED IN VOLUME 10 OF
PLATS, PAGE 55, IN KING COUNTY, WASHINGTON, AND IN BROOKVALE GARDEN TRACTS,
ACCORDING TO THE PLAT THEREOF RECORDED IN VOLUME 10 OF PLATS, PAGE 47, IN KING
COUNTY, WASHINGTON, AND OF THE W.H. GILLIAM DONATION LAND CLAIM NO. 40,
DESCRIBED AS FOLLOWS:
COMMENCING AT THE STREET CENTERLINE MONUMENT AT 1 HE INTERSECTION OF
SOUTHCENTER PARKWAY AND STRANDER BOULEVARD;
THENCE EASTERLY ALONG THE MONUMENTED CENTERLINE OF STRANDER BOULEVARD
SOUTH 88 0 08'47" EAST FOR A DISTANCE OF 250.11 FEET;
THENCE, NORMAL TO SAID CENTERLINE, NORTH 01 °51'13" EAST, FOR A DISTANCE OF
42.39 FEET TO A POINT ON THE NORTHERLY RIGHT -OF -WAY MARGIN OF SAID STRANDER
BOULEVARD, AS DEDICATED BY INSTRUMENT RECORDED UNDER RECORDING NUMBER
20090720001730, RECORDS OF KING COUNTY, WASHINGTON, SAID POINT BEING ALSO THE
TRUE POINT OF BEGINNING;
THENCE NORTH 86 0 2841" WEST, ALONG SAID MARGIN, FOR A DISTANCE OF 3.00 FFET;
THENCE NORTH 88 0 10'49" WEST, ALSO ALONG SAID MARGIN, FOR A DISTANCE OF 135.10
FEET TO THE BEGINNING OF A CURVE TO THE RIGHT HAVING A RADIUS OF 35.31 FEET;
THENCE FOLLOWING SAID CURVE IN A NORTHWESTERLY DIRECTION THROUGH A CENTRAL
ANGLE OF 23 0 47'08 1 AN ARC DISTANCE OF 14.66 FEET;
THENCE SOUTH 88 0 10 1 48" EAST FOR A DISTANCE OF 152.34 FEET;
THENCE SOUTH 01 0 51'13" WEST FOR A DISTANCE OF 3.09 FEET TO THE POINT OF
BEGINNING.
Containing 443 square feet of land.
STRANDER RIGHT OF WAY EASEMENT PAGE 12 OF 14
EXHIBIT C
Easement Map
5- _50 1.00
I r Scole In Fact
I
I
I I
f
R
TAX LOT
92047-0010
D I
Ld I OLD RIGHT -OF-SWAY LINE
I
�y I FCGHT --OF -WAY LINE
6= 2347'08"
f R =35.31'
I L= 14.65' S01'51'13 "w
t ADDITIONAL. RIGHT OF WAY 3.09
S8c3'1 0'48' SE 152..34:'
N$8'10'49 'W 135.10' I�
STRANDER BOULEVARD N86'26'41 "tw 3.00
TP -0.8,
f, S83'08'47'17 250.11'
N01'51'13 "E
42.39'
CITY OF TUKWH A
PUBLIC WOPAS DEPT.
rRAf E) SOUTHGENTER PARKWAY WIrSTRELD
ADDITIOt\A!. RIGHT OF WAY
An frg Ira Pin g Sar6rnsOxnjsr:f
SCALE, 1" =100' J08# 05725.21.7
Elm_NMAE: SUR20 -°use for Mall TCE Exhbft.dW9 I DATE: 02115/11 SHEET 1 OF 1
STRANDER RIGHT OF WAY EASEMENT PAGE 13 OF 14
EXHIBIT D
Grantee's Insurance Requirements
Before any entry by Grantee or any of the Grantee Parties on the Easement Area or on
Grantor's Property and throughout the Term of the Easement Agreement, Grantee shall
maintain, and cause its contractors and subcontractors to maintain, insurance coverage with the
following minimum limits:
1. Statutory Worker's Compensation insurance as required by Washington law;
2. Commercial General Liability Insurance, on an "occurrence" basis, or policy equivalent
thereof, and including Completed Operations coverage, with limits of not less than $1,000,000
each occurrence Combined Single Limit (CSL) /$5,000,000 General Aggregate.
3. Automobile Liability Insurance including Bodily Injury and Property Damage coverage
with limits of not less than $1,000,000 each occurrence Combined Single Limit (CSL).
4. Employer's liability insurance in the amount of $1,000,000 each accident, $1,000,000
each employee, $1,000,000 policy aggregate by disease.
5. Contractually Assumed Liability coverage specifically covering said Grantee Party for all
liability loss, cost and damages, including attorneys fees, assumed by Grantee Party and
Grantee's obligation to protect, defend and indemnify Grantor as set forth under the provisions
of this Easement Agreement.
6. Where Grantee's Work involves any subsurface activities, insurance coverage for
explosion, collapse and underground hazard (XCU) with policy limits not less than $1,000,000
per occurrence.
Grantee shall provide to Grantor, prior to any entry on Grantor's Property, original
Certificates of Insurance and endorsements, for all contractors and subcontractors operating on
the property, evidencing the required limits and coverage requirements, by an insurance carrier
satisfactory to Grantor, authorized and licensed to provide such policies in the state of
Washington. All policies shall specifically include:
At least 30 days notice to Grantor of policy cancellation;
The policy shall include "additional insured endorsements" naming "WEA Southcenter
LLC, Westfield LLC, and Westfield America Limited Partnership" as additional insureds,"
Each policy shall be "primary and non contributory" to any other coverage which Grantor
may carry.
Grantee is a member of and insured by WCIA, a self insured risk pool, which provides
contractual liability coverage to its members to cover liability assumed in a contract. Prior to any
entry on Grantor's property, the Grantee will provide to the Grantor an evidence of coverage
letter confinning Grantee's coverage and limits with WCIA.
STRANDER RIGHT OF WAY EASEMENT PAGE 14 OF 14