HomeMy WebLinkAbout2002 - Covenants, Conditions, Restrictions and Reciprocal Easement and Grading Agreement - Huish Family Fun Centers / H2Hotel - 20020417000774
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Return Address:
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KING,WA Page 1 of 29
Document: 2002.0417000774
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Pleads print or type t.fer m.roe WASHINGTON STATE RECORDER'S Cover Sheet (ecw as 04)
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RECORDING REQUESTED BY,
AND WHEN RECORDED MAIL TO:
HIGGS, FLETCHER & MACK LLP
Attn. J. Tun Konold, Esq.
401 West A Street, Suite 2600
San Diego, CA 92101 -7910
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THE ABOVE SPACE FOR RECORDER'S USE ONLY
COVENANTS, CONDITIONS, RESTRICTIONS
AND RECIPROCAL EASEMENT AND GRADING AGREEMENT
These COVENANTS, CONDITIONS, RESTRICTIONS AND RECIPROCAL EASEMENT
AND GRADING AGREEMENT ( "REA ") are created as of , 2001, by
HUISH FAMILY FUN CENTERS, INC , a Washington corporation (the Owner of Parcel 1)
( "HFFC "), H2HOTEL LLC, a Washington limited liability company (the Owner of Parcel 2)
( "H2H ") and FAMILY FUN CENTERS TUKWILA, LLC, a Washington limited liability
company (the Owner of Parcel 3) ( "FFCT "). HFFC, H2H and FFCT are herein collectively
referred to as "DECLARANTS ", with reference to the following
RECITALS
A As of the date of this REA, Declarants are the Owners of three parcels of real
property located in Tukwila, Washington ( "City ") more particularly described in Exhibit "A"
attached hereto Parcel 1 of Boundary Line Adjustment No. L98 -0028 is herein referred to as
"Parcel 1" and is owned by HFFC; Parcel 2 of Boundary Line Adjustment No L98 -0028 is
herein referred to as "Parcel 2" and is owned by H2H; and. Parcel 3 of Boundary Line
Adjustment No L98 -0028 is herein referred to as "Parcel 3" and is owned by FFCT. Parcel 1,
Parcel 2 and Parcel 3 are collectively referred to herein as the "Parcels" Declarants intend to
hold, develop, finance, lease and/or convey the Parcels subject to this REA.
B Declarants desire, pursuant to the terms of this REA, to (r) create certain
temporary and permanent easements over, across and through the Parcels, (n) provide for
construction of certain driveway improvements on Parcel 2 and Parcel 3 for the benefit of
Parcel 1 and Parcel 2, (iii) allocate certain costs and obligations as herein set forth, and (iv)
impose certain use restrictions upon the Parcels.
C. Declarants intend that this REA shall be binding upon the Owners of the Parcels
and their successors and assigns and shall run with, burden and benefit the Parcels until
terminated in accordance with Section 8, below.
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DEFINED TERMS
As used in this REA, the following terms shall have the definitions indicated:
"Benefited Parcel" means, with respect to the easements created herein, the Parcel(s)
benefited by such easements
"Bike Path" means the 12' bike/pedestrian path along the northerly portion of the Parcels
at the approximate location shown on Exhibit "C ", which shall be dedicated to the City and/or
Kings County for public use.
"Bin- Swale" means the Bio -Swale system to be constructed and maintained on Parcel 1
for the use and benefit of all Parcels as part of the storm drain system.
"Boundary Wall" means the masonry wall constructed or to be constructed by the
Owner of Parcel 3 along portions of the boundary line between Parcel 2 and 3 and to be
maintained in accordance with Section 6
"Burdened Parcel" means, with respect to each easement created herein, the Parcels)
across, through, over or under which such easement runs
"City" means the City of Tukwila, County of King, State of Washington
"Driveway" means the driveway area depicted on Exhibit "B " attached hereto
2
"Declarants" means HFFC, H1H and FFCT and their successors and assigns to whom
each may assign its rights as a Declarant hereunder
"Driveway Easement" means the easement for ingress, egress and construction across
the Driveway in accordance with Section 1.1.
"Driveway Improvements" means finish grading and construction of curbs, gutters,
sidewalks, medians, pavement, street lights, slopes, storm drains, irrigation, landscaping,
temporary erosion control and such other improvements as are required by the City or other
public agency for construction and use of the Driveway as access to Parcel I and Parcel 2 The
Driveway Improvements shall also include all interfacing with Fun Center Way including,
without limitation, relocation of any utility and light poles, lines, vaults and installation of any
signalization required by the City or otherwise necessary to construct and maintain the Driveway.
"Fair Share" means, as to any Utility Improvement or service, the relative benefit
derived by each Owner from any such Utility Improvement. If the City has assigned "Equivalent
Dwelling Unit" or other use designations to the permitted uses of each Parcel, the Owners shall
be bound by such determinations. If the City has not made such designations, the Owners shall
in good faith attempt to agree upon Fair Share percentages and, if they are unable to do so, any
dispute shall be resolved in accordance with the arbitration provisions in Section 9.13.
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Document: 2002.0417000774
12 Allocation of Costs of Driveway Improvements.
3
"Grading and Improvement Plans" means those certain plans (consisting of 7 pages)
for grading and utility improvements prepared by Barghausen Consulting Engineers, Inc., dated
August 27, 1998
"Improving Party" means the Owner of a Parcel which, pursuant to the terms of this
REA, installs or maintains improvements as to which it is (i) entitled to partial or full
reimbursement from the Owner(s) of other Parcel(s) and/or (ii) owes duties of indemnity,
insurance or other protections under the terms of this REA.
"Owner" shall refer to an owner of a Parcel and "Owners" shall refer, collectively, to the
owners of all three Parcels
1:-
�+ "Reimbursing Party" means the Owner(s) of a Parcel(s) which, pursuant to the terms of
this REA, is obligated to partially or fully reimburse an Improving Party for the installation or
G maintenance of improvements under the terms of this REA
Cct
NOW THEREFORE, Declarants declare as follows.
1. Driveway Easement/Construction and Maintenance of Driveway Improvements.
1 1 Driveway Easement and Construction of Improvements. Parcel 1 is
declared to have a perpetual non - exclusive easement for, ingress, egress and maintenance and a
temporary construction easement over and across those portions of Parcel 2 and Parcel 3 depicted
on Exhibit "B" attached hereto Parcel 2 is declared to have a perpetual non - exclusive easement
for ingress, egress and maintenance and a temporary construction easement over and across that
portion of Parcel 3 depicted on Exhibit "B" attached hereto The Driveway Easement will be
improved in accordance with improvement plans reasonably approved in writing by the Owners
of all Parcels and the City The Driveway will provide vehicular and pedestrian access to and
from Fun Center Way to Parcel 1 and Parcel 2 It is anticipated the Owner of Parcel 2 will be the
Improving Party as to the Driveway Improvements. If, however, the Driveway Improvements
have not been installed at such time as the Owner of Parcel I is prepared to proceed with
development of Parcel 1, Parcel 1 is hereby declared to have a temporary construction easement
over, under and across the Driveway for installation and construction of the Driveway
Improvements
1 2.1 If the Owner of Parcel 2 is the Improving Party, the Owner of
Parcel I shall be the Reimbursing Party and shall, within thirty (30) days of its receipt of a
written invoice therefor, reimburse the Owner of Parcel 2 for one -half (1/2) of the costs of all
material, labor, plans, specifications, studies and permits necessary for installation of the
Driveway Improvements ( "Driveway Improvement Costs "); provided, however, if HFFC is, at
the time of such request for reimbursement, the Owner of Parcel 1, such reimbursement shall not
be due until thirty (30) days after the conveyance of Parcel 1 by HFFC to a third party.
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I.2 2 If the Owner of Parcel 1 is the Improving Party, the Owner of
Parcel 2 shall be the Reimbursing Party and shall, within thirty (30) days of its receipt of a
written invoice therefor, reimburse the Owner of Parcel 1 for one half (1/2) of the Driveway
Improvement Costs.
1.3 Maintenance of Driveway Improvements. The Improving Party
constructing the Driveway Improvements shall pay one hundred percent (100%) of the costs of
maintaining the Driveway Improvements until such time as the Reimbursing Party obtains a
building permit for construction of improvements upon its Parcel. From and after the date of
issuance of such building permit for construction of improvements on the Reimbursing Party's
Parcel the costs of maintaining the Driveway Improvements shall be shared fifty -fifty (50/50) by
'-4 the Owners of Parcel 1 and Parcel 2 The Owner of Parcel 2 shall be responsible for maintaining
the Driveway Improvements, subject to reimbursement nghts as provided herein If the Owner
of Parcel 2 fails to perform its maintenance obligations, the Owner of Parcel I may maintain the
e Driveway, and shall be entitled to such reimbursements as provided above Prior to incurring
any expense in excess of one thousand dollars ($1,000) in connection therewith, the Improving
Party with respect to the maintenance work shall give written notice of such plans to the
Reimbursing Party describing the nature and extent of the proposed maintenance together with a
written estimate or bid from a contractor engaged to perform such maintenance The
Reimbursing Party shall reasonably approve or disapprove such maintenance in writing within
ten (10) days of receipt of such notice Failure to timely respond shall constitute approval of
such proposed maintenance work. If such proposed work is not approved and the parties cannot
resolve the matter between themselves, either party may commence arbitration proceedings in
accordance with Section 9 13, below
2 Utility Easements In accordance with the Grading and Improvement Plans,
certain storm drains, water lines, electrical, cable T V , telephone, natural gas, sewer and other
utility improvements will be constructed and installed on, under and through the Parcels The
dimensions of the Utility Easements shall be the minimum required by the City for the
construction and maintenance of each Utility Improvement Declarants reserve the right to
amend this REA and insert the specific location and dimensions of the Utility Easements when
the same have been determined. Each Parcel is hereby declared to be subject to non - exclusive
perpetual easements ( "Utility Easements ") for the use and benefit of the Benefited Parcels for
installation and maintenance of sewer, water, electrical, gas, telephone, cable T V., and coaxial
cable improvements serving its Parcel ( "Utility Improvements ") as follows
2 1 Storm Drain. Parcel 3 shall have a non - exclusive perpetual for
construction, installation and maintenance of a storm drain over, under and through Parcel 2 in
the area depicted on,Eyhibit "D" attached hereto. Parcel 2 and Parcel 3 shall have an easement
for construction, installation and maintenance of a storm dram over, under and through Parcel 1
in the area depicted on Exhibit "E" attached hereto The storm drain system includes the
construction and maintenance of the Bio -Swale on Parcel 1. The Bio-S wale shall be constructed
by HFFC and shall be maintained by the Parcel 1 Owner. The storm drain easement created
hereby includes the right for Parcel 2 and Parcel 3 Owners to enter Parcel 1 for the purpose of
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maintaining the 13io -Swale in the event the Parcel 1 Owner fails to do so. Further, the storm
drain system includes a "coalition plate" located on Parcel 2 as shown on Exhibit D. The
coalition plate shall be installed by HFFC and maintained by the Parcel 2 Owner. The storm
drain easement created hereby includes the right for the Parcel 3 Owner to enter Parcel l for the
purpose of maintaining the coalition plate in the event the Parcel 2 Owner fails to do so.
2.2 Sewer Line. Parcel 3 shall have a non - exclusive perpetual for
construction, installation and maintenance of a sewer line over, wider and through Parcel 2 in the
area depicted on Exhibit "F" attached hereto Parcel 2 and Parcel 3 shall have a non - exclusive
perpetual easement for construction, installation and maintenance of a sewer line over, under and
through Parcel 1 in the area depicted on Exhibit "G " , attached hereto. The easements granted
for sewer lines includes the installation and maintenance of such pump stations, force mains and
manholes as are shown on the Grading and Improvement Plans or are necessary to meet
requirements of the City
2 3 Water Main. Parcel 3 shall have a non - exclusive perpetual easement for
construction, installation and maintenance of a water main over, under and through Parcel 2 in
the area depicted on Exhibit "H" attached hereto Parcel 2 and Parcel 3 shall have a non-
exclusive perpetual easement for construction, installation and maintenance of a water main over,
under and through Parcel 1 in the area depicted on Exhibit "I" attached hereto
2 4 Electrical. Natural Gas. Cable T V . Telephone. Parcel 2 shall have a non-
exclusive perpetual easement for installation and maintenance of electrical, natural gas, cable
T.V and telephone and any other "dry utilities" lines over, under and through Parcels 1 and 3 in
the area depicted on Exhibit "J" attached hereto Parcel I shall have a non - exclusive perpetual
easement for installation and maintenance of electrical, natural gas, cable T.V. and telephone and
any other "dry utilities" lines over, under and through Parcels 2 and 3 in the area depicted on
Exhibit "K" attached hereto
2 5 Other Utility Easements FFCT hereby reserves for itself, together with
the right to grant and transfer the same, such non - exclusive perpetual easements over Parcels 1
and 2 as may be necessary for the purpose of erecting, constructing, repairing, maintaining,
replacing and operating utility services in, to, on, upon, through, over, across, under and through
Parcels 1 and 2 including, without limitation, vaults, manholes, meters, transformers, pipelines,
values, hydrants, sprinkler controls, conduits and all related facilities, wires, poles, pipes for
lighting, power, television, telephone and other communication facilities, gas, water, storm
drains, sanitary sewers and other utility lines all of which shall whenever and wherever
reasonably feasible be located below the surface of the ground. FFCT shall have the right to
grant and/or relocate easements to others to carry out the foregoing purposes.
2.6 Allocation of Utility Improvement Costs Unless specifically provided
otherwise in this REA, the Improving Party, or a utility provider, shall be entitled to install its
Utility Improvements when necessary to proceed with its project. All costs of installation of the
Utility Improvements for use of its Parcel shall be borne by the Installing Party If the benefits of
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any Utility Improvement run to more than one Parcel, the owners of the Benefited Parcels shall
share the costs of installation on a Fair Share basis.
2.7 Maintenance/Relocation of Utility Improvements So long as any of the
Utility Improvements is in private ownership, all costs of (i) maintenance (ii) temporary or
permanent relocation required by the City (iii) charges for utility location services and (iv) any
other expenses, charges, fees, taxes or exactions of any sort ( "Charge "), in respect to such private
Utility Improvements shall be paid and shared as follows. (y) if there is only one Benefited
Parcel of the utility as to which such Charge is unposed, by the Owner of such Benefited Parcel;
(z) if there is more than one Benefited Parcel of the utility as to which such Charge is imposed,
by the Owners of such Benefited Parcels on a Fair Share basis. The Owner of Parcel 3 may, on
behalf of all the Owners, enter such agreement(s) as may be required by the City, or otherwise be
prudent, for utility location services. Pursuant to such agreement(s) the Owners may be required
to pay their Fair Share of charges imposed for location of Utility Improvements whenever the
City requires such location in connection with work in the area surrounding the Parcels. Any
Owner performing work on its own Parcel which requires utility location services shall be
responsible for paying all costs in connection therewith. Each Owner shall be responsible for all
utility service charges to its Parcel
3 Quality of Installatioit. All construction, maintenance and repair work performed
in connection with the Driveway Improvements or Utility Improvements, shall be performed (a)
promptly, diligently and in a good and workmanlike manner, (b) in accordance with good
engineering practices and all applicable local, state and federal laws, rules and regulations
governing such matters, (c) in accordance with applicable rules and regulations of any utility
entities which are to own or regulate the Utility Improvements, (d) in such manner so as to
minimize interference with the use and enjoyment of the Parcel(s) through which such Utility
Improvements run and property located adjacent thereto.
4 Mechanics' Liens The Improving Party shall not suffer or permit to be enforced
against any portion of the Burdened Parcels any mechanics', materialmens', contractors' or
subcontractors' liens or any claim for damage arising from any work performed by Improving
Party or its contractors or representatives (collectively, "Mechanics' Liens ") Improving Party
shall pay or cause to be paid all such Mechanics' Liens before any action is brought to enforce the
same against any Burdened Parcel. Improving Party expressly agrees to indemnify, defend (with
counsel reasonably acceptable to the Owner of the Burdened Parcel) and hold such Owner and
the Burdened Parcel free and harmless from and against all liability for any and all such
Mechanics' Liens together with reasonable attorneys' fees and all costs and expenses in
connection therewith Notwithstanding the foregoing, if Improving Party shall in good faith
contest the validity of any Mechanics' Lien, then Improving Party shall, at its expense (i) procure
and record, or furnish to the Owner of the Burdened Parcel, a surety bond or other acceptable
security satisfactory to the Owner of the Burdened Parcel in an amount at least equal to 150% of
such contested Mechanics' Lien, (ii) indemnify Burdened Parcel against liability for the same,
and (in) pay and satisfy any adverse judgment that maybe rendered thereon before the
enforcement thereof against all or any portion of the Burdened Parcel The Owner of the
Burdened Parcel may post and maintain on or about any portion of the Burdened Parcel such
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5.1 Prohibited Uses. In addition to any operations or uses prohibited by
governmental regulations, the following operations and uses shall not be permitted on any
Parcel or portion thereof
t■• (a) Trader courts or recreational vehicle campgrounds.
0
(b) Junk yards or recycling facilities.
(c) Drilling for and removing oil, gas or other hydrocarbon substances.
(d) Refining of petroleum or petroleum products
0 (e) Storing of hazardous waste.
0
N
(f) Dumping, disposal, incineration or reduction of garbage, sewage,
offal, dead animals or other refuse.
(g) Labor or migrant worker camps
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notices of nonresponsibility as may be necessary to protect the Burdened Parcel against liability
for any Mechanics' Liens.
5 Use Restrictions.
(h) Adult entertainment
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(i) The maintenance of any nuisance or the conduct of any activity
which violates public policy.
S 2 Other Limitations The Owner of Parcel 3 intends to construct, maintain
and operate on Parcel 3 a recreational and entertainment facility which will include, without
limitation, motorized go- carts, bumper boats, batting cages, miniature golf courses, amusement
rides, video games, restaurants, and other outdoor and indoor activities and equipment currently,
or in the future, used in connection with a family entertainment facility The operation of FFCT's
business on Parcel 3 will involve noise, lighting, vibrations, music and vehicular and pedestrian
traffic during the day and night and on weekends Each successive Owner of Parcel 2, by taking
title to such Parcel, waives any right, at law or in equity, to seek to restrain or enjoin or recover
damages against Parcel 3 or its Owner for the conduct of the business described above The
successive Owners of Parcel 2 should locate and construct improvements on Parcel 2 in such a
manner as to reduce the effects of light, noise or vibrations emitting from Parcel 3.
5.3 Bike Path. Declarants shall, upon demand by the City and/or Kings
County, dedicate the Bike Path for public use If Declarants have not dedicated the Bike Path for
public use prior to transferring title to any Parcel, each Parcel Owner shall be bound to dedicate
that portion of the Bike Path which crosses its Parcel and shall provide adequate access to and
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from its Parcel to the Bike Path in accordance with requirements of the City and/or Kings S
County. Each Owner shall take title to its Parcel with knowledge that use of its Parcel is limited
by the presence and use of the Bike Path.
6 Maintenance of Boundary Wall. The Owner of Parcel 2 and the Owner of
Parcel 3 shall each be responsible for maintaining the face of the Boundary Wall facing its
Parcel. Any structural repairs to the Boundary Wall shall be performed by the Owner of Parcel 3
as the Improving Party and the Owner of Parcel 2 shall, as the Reimbursing Party, reimburse
Improving Party one -half (1/2) of the costs thereof. Parcel 2 is declared to have an easement
4
over that portion of Parcel 3 four feet to the East of the Boundary P (4') Wall and Parcel 3 is
declared to have an easement over that portion of Parcel 2 four feet (4') West of the Boundary
Wall for the purpose of entering to repair and maintain the Boundary Wall in accordance
therewith.
►-1
et' 7. Default.
7 1 Advances by Non - Defaulting Owner. Whenever in this REA a payment is
required of an Owner of a Parcel, if such payment is not made by such Owner ( "Defaulting
Owner ") within fifteen (15) days of the date of demand therefore, the other Owner ("Non -
Defaulting Owner ") may advance the Defaulting Owner's amount due and such advance (or if the
advance has already been made and the Non - Defaulting Owner is seeking reimbursement, the
amount of such reimbursement) shall be treated as a loan from the Non - Defaulting Owner to the
Defaulting Owner and shall bear interest at the rate of ten percent (10 %) per annum from the date
such payment or reimbursement was due and shall constitute a lien against the Defaulting
Owner's Parcel in accordance with Section 5.2, below
7 2 Lien Declarants for each Parcel, hereby covenant, and each successive
Owner of each Parcel, by acceptance of a deed therefor, whether or not it shall be so expressed in
such deed, is deemed to covenant and agree to pay the amounts due pursuant to the terms hereof
and that such amounts shall be a charge on the Parcel of such Owner and shall be a continuing
lien ( "Lien ") upon such Parcel which lien may be foreclosed in accordance with the provisions of
RCW 61 24 030 - 040, applicable to the exercise of the powers of sale in mortgages and deeds of
trust, or in any other mariner permitted or provided by law. The Non - Defaulting Owner shall
have the right to commence such proceedings and may bid on the Parcel of the Defaulting Owner
at foreclosure sale in the amount of any payments in default plus interest and costs of foreclosure,
attorneys fees and any other amounts which may be included in a credit bid under Washington
law
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7 3 Subordination of Lien. If any Parcel which is subject to a Lien pursuant to
Section 7 2, is also subject to the lien of a deed of trust (i) the foreclosure of such Lien shall not
operate to affect or impair the lien of such deed of trust, and (ii) the foreclosure of the lien of a
deed of trust or the acceptance of a deed in lieu of foreclosure of such deed of trust shall not
operate to affect or impair the Lien, except that the Lien for amounts as shall have become due
up to the foreclosure or the acceptance of a deed in lieu of foreclosure shall be subordinate to the
lien of the deed of trust, and the foreclosure purchaser or deed in lieu grantee shall take title free
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of the Lien hereof for all such amounts that have become due up to the time of the foreclosure or
deed in lieu of foreclosure, but subject to the Lien for all said amounts that shall become due
subsequent to the foreclosure or deed in lieu of foreclosure.
1-• 7 4 Other Remedies. The remedies set forth above shall not be exclusive but
shall be in addition to all other rights and remedies which are available at law or in equity.
Inasmuch as the Owners of all Parcels are relying upon the good faith performance by the other
Owners of their obligations hereunder, either Owner may seek to recover from the other
Owner(s) all damages resulting from the default or delay in performance by the other(s) and may
r 4 seek equitable relief including an injunction to compel performance by such other Owner(s).
8 Termination. This REA and the obligations of the Owners of each Parcel
hereunder shall terminate (i) as to specific easements or nghts, at such tune as is provided in this
REA or, (ii) upon the unanimous written consent of the Owners of all Parcels, or (iii) except as to
V • the Driveway Easement and the Utility Easements, on December 31, 2050, unless the Owners of
the Parcels unanimously execute and record at any time within six months prior to December 31,
2050, a document in which they agree that the REA shall continue for a further specified period
Upon termination, the Owners shall thereupon execute such documents as may be required by a
title insurance company to reflect the termination hereof.
9 General Provisions
9 1 Legal Fees In the event of the bringing of any action, suit or arbitration
proceeding by the Owner of any Parcel against the Owner of another Parcel by reason of any
breach of any of the terms of this REA, then in that event, the prevailing party in such action,
arbitration or dispute shall be entitled to have and recover of and from the other party all costs
and expenses of suit, including actual attorneys fees
9 2 Required Actions of Owners The Owner of each Parcel agrees to execute
such instruments and documents and to diligently undertake such actions as may be required in
order to consummate the transactions herein contemplated and shall use its best efforts to
accomplish the work to be performed hereunder in accordance with the provisions hereof.
9 3 Time of Essence Time is of the essence of each and every term,
condition, obligation and provision hereof
9 4 Captions. Any captions to, or headings of, the paragraphs or
subparagraphs of this REA are solely for convenience, are not a part of this REA, and shall not
be used for the interpretation or determination of the validity of this REA or any provision
hereof
9 5 No Obligations to Third Parties. Except as otherwise expressly provided
herein, the execution and delivery of this REA shall not be deemed to confer any rights upon, nor
obligate the Owners of the Parcels, to any person or entity other than the other Owners and their
respective successors and assigns.
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9.6 Exhibits and Schedules. The Exhibits attached hereto are hereby
/
incorporated herein by this reference
9 7 Amendment to this REA. The terms of this REA may not be modified or
amended except by an instrument in writing executed by the Owners of each Parcel and, as to any
provision for the benefit of the City, by the City.
9.8 Waiver The waiver or failure to enforce any provision of this REA shall
not operate as a waiver of any future breach of any such provision or any other provision hereof.
9.9 Applicable Law. This REA shall be governed by and construed in
accordance with the laws of the State of Washington
9 10 Fees and Other Expenses. Except as otherwise provided herein, each of
the parties shall pay its own fees and expenses in connection with this REA
9.11 Successors and Assigns. This REA shall be binding upon and shall inure
to the benefit of the successors and assigns of Declarants and the Owners of the Parcels Upon
conveyance of one or more of the Parcels by a Declarant, it shall have no further obligation,
liability, duty or responsibility for any acts or occurrences performed or to be performed by the
Owner of such conveyed Parcel(s) after the date of such conveyance, but shall continue to be
responsible for all obligations as to any Parcel retained by such Declarant.
9 12 Reciprocal Indemnification Each Owner shall indemnify and hold the
other Owners and the City harmless from and against any and all claims, demands, and liability
of every nature, including reasonable attorneys' fees and costs of suit, arising from any liens,
including mechanic's liens or injuries to persons arising from the acts or omissions of such
indemnifying Owner during the grading or construction of any improvements provided herein, or
otherwise, arising from any such acts or omissions, on the other Owner's Parcel Such
indemnification shall extend to all claims, demands and liabilities arising from the activities of
each Owner's agents, employees, independent contractors and subcontractors and shall include
any liabilities in connection with the work of improvement which may be asserted after the
completion of such works of improvement
913 Binding Arbitratigrl The submission to arbitration in accordance with the
terms hereof shall be the sole and exclusive method, means, and procedure to resolve any and all
disputes, claims, or controversies of any kind, whether in contract or in tort, statutory or common
law, legal or equitable, or otherwise ( "Dispute "), now existing or hereafter arising between the
Owners in any way arising out of, pertaining to, or in connection with (a) this REA, or any
related agreement, document, or instrument (collectively, "Documents "), (b) any incidents,
omissions, acts, practices, or occurrences causing injury to either party whereby the other party or
its agents, employees, or representatives may be liable, in whole or in part, and which relate in
any manner to the Documents or the matters contemplated therein; or (c) any aspect of the past or
present relationships of the Owners with respect to this REA or the transactions contemplated
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Document: 2002.0417000774
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/I
therein. Any party to a Dispute may, by summary proceedings, bring an action in court to compel
arbitration of any Dispute.
9.13.1 Governing Rules. The arbitration shall be conducted in
accordance with the Federal Arbitration Act (Title 9 of the United States Code) except to the
extent modified herein, and shall be administered by the American Arbitration Association (the
9.13.2 Scope of Award: Modification or Vacation of Award. The
arbitrator may grant any remedy or relief that the arbitrator deems just and equitable The
arbitrator may also grant such ancillary relief as is necessary to make effective the award,
provided, however, in no event may the arbitrator award punitive damages To the extent
permitted by applicable law, the arbitrator shall have the power to award recovery of all legal
expenses (including, but not limited to, attorneys' fees, administrative fees, arbitrators' fees, and
other professional fees and expenses) to the prevailing party. The arbitrator shall resolve all
aspects of any Dispute in accordance with the applicable substantive law. The arbitrator shall
make specific, wntten findings of fact and conclusions of law. Judgment upon the award
rendered by the arbitrator may be entered in any court having jurisdiction subject to the parties'
statutory nght to seek vacation or modification of an award pursuant to applicable law. The
findings of fact by the arbitrator shall be binding upon all parties and shall not be subject to
further review, except as otherwise allowed by applicable law.
9.13 3 Other Matters and Miscellaneous. To the maximum extent
practicable, an arbitration proceeding hereunder shall be concluded within one hundred eighty (180)
days after the request by the initiating party for arbitration Arbitration proceedings and any
corollary proceedings hereunder shall be conducted in the County of King, Washington. The
arbitrator shall be empowered to impose sanctions and to take such other actions as the arbitrators
deem necessary to the same extent a judge could pursuant to Washington law Discovery permitted
in the arbitration shall be in accordance with the Federal Arbitration Act
9.14 Approvals. Whenever in this REA the consent or approval of a party is
required, unless otherwise specifically provided, such consent or approval shall not be
unreasonably withheld, delayed or conditioned
[REST OF PAGE INTENTIONALLY LEFT BLANK
SIGNATURES ON NEXT PAGE]
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IN WITNESS WHEREOF, the undersigned has executed this REA on the date first /
hereinabove written.
"DECLARANTS"
HUISH FAMILY FUN CENTERS, a Washington
corporatio
By.N,JYtt
uish,
H ' OTEL LLC, a Washington limited liability
company
By:
ohn M Huish, anager
F Y FUN CENTERS TUKWILA, LLC, a Washington
limited liability company
Manager
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Document: 2002.0417000774
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STATE OF fill"
COUNTY OF
On ./ / o?00./ before me, 6{.S4 4 2/(C4& , a Notary Public in
and for s afft County and. State, personally appeared JOHN M. HULSH, personally known to me
(orproved to me on_ th_e_basis of safactn 'deuce to be the person whose name is subscnbed
to the within instrument and acknowledged to me that he executed the same in his authorized
capacity, and that by his signature on the instrument the person, or the entity upon behalf of
which the person acted, executed the instrument. t •'
_* Z1NC,y
o� .•°gw FxA '
. t�oTAik . D t
WITNESS my hand and official seal
Public in for
Notary Said State
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(seal]
/)
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Document: 2002.0417000774
Comment:
LEGAL DESCRIPTIONS AFTER ADJUSTMENT;
ADJUSTED PARCEL 1:
THAT PORTION OF THE WEST HALF OF SECT ON 24, TOWNSHIP 23 NORTH. RANGE 4 EAT OF THE
WILLAMETTE MERIDIAN, IN KING COUNTY. WASHINGTON, BEING MORE PARTICULARLY DESCRIBED AS •
Follows. ' ,
COMMENCING AT THE INTERSECTION OF THE 2U-UNE OF PRIMARY STATE HIGHWAY NO. 1. GREEN RIVER
INTERCHANGE, ALL AS CONVEYED TO OR CONDEMNED BY THE STATE OF WASHINGTON BY DEEDS
RECORDED UNDER KING COUNTY RECORDING NOS. 5499612. 5507291, 5.510773, 5503778. 5336532.
AND PROCEEDINGS UNDER KING COUNTY SUPERIOR COURT OUSE NO. 596089, STA POC 134428.56
WITN THE A -LINE. STA POT 102 +82.12. AS SHOWN ON THAT CERTAIN MAP ON FILE WITH THE STATE
OF WASHINGTON DEPART ,e4T " OF TRANSPORTATION LABELED SR 405 GREEN RIVER IN1ERF WAGE RIGHT
OF WAY STA 99+00 TO STA 120+00. SHEET 2 OF 2. APPROVAL DATE OF .UMUARY 30. 1962; WT RI LUST
REVISION
THENCENOR H 42'30 02 L AS T 1 A L O N G THE CENTRUNE OF SAID A -LINE, 86.55 FEET TO STA 103+70.67
OF SAID A -LINE;
THENCE NORTH 4T29'S15' WEST. 60.00 FEET TO A POINT ON THE NORTHERLY RIGHT OF WAY SAID
PRIMARY ARY STATE HIGHWAY N0. 1, SAID POINT BEING THE BEGINNING OF' A CURVE .CONCAVE TO THE
SOUTH WITH A RADIUS OF 163.00 FEET. AND ALSO BEING THE TRUE POINT OF BEGINNING;
THENCE NORTHERLY. EASTERLY. AND SOUTHERLY ALONG SAID RIGHT OF WAY ON THE ARC OF SAID
CURVE THROUGH A CENTRAL ANGLE OF 6418'29' A DISTANCE OF' 184.37 FEET;
THENCE LEAVING SAID RIGHT OF WAY, AND BEARING NORTH 2114'11' EAST. 38.16 FEET;
THENCE NORTH 6418'08' WEST. 5.90 FEET;
THENCE NORTH 2 258'18' WEST, 166.10 FEET;
THENCE NORTH 2Z01'42' EAST, 229.49 FEET TO A POINT ON THE ORDINARY HIGH WATER LINE OF THE
GREEN (WHITE) RIVER AS T WAS MAPPED BY BARGWIUSEI CONSULTING ENGINEERS, 94C. ON AUGUST
11. 1997;
THENCE ALONG 7HE ORDINARY HIGH WATER LINE OF SAID RIVER THE FOLLOWING COURSES AND
DISTANCES:
SOUTH 70'00'00' WEST, 39.06 fEFT;
THENCE SOUTH 7500'00' WEST. 65.00 FEET;
THENCE SOUTH 6700'00' WEST. 100.00 FEET;
THENCE SOUTH 5740'00' WEST, 30.00 FEET;
THENCE SOUTH 63'5 WEST. 35.00 FEET;
THENCE SOUTH 56'3000 WEST. 100.00 FEET;
THENCE SOUTH 51'00'00' WEST. 50.00 FEET;
THENCE SOUTH 35'40'00 WEST, 40.00 FEET;
THENCE SOUTH 3700'00' WEST, 60.00 FEET;
THENCE SOUTH 3 120'00' WEST, 30.00 FEET TO THE NORTHEASTERLY RIGHT OF WAY FOR SAID 211-
UNE
THENCE SOUTHERLY ALONG SAID RIGHT OF WAY L6NE TO RS INTERSECTION WRH THE NQ HERLY RIGHT
OF WAY OF SAO A -LINE
THENCE NORTH 4 230'02' EAST, ALONG SAID NORTHERLY RIGHT OF WAY. 9.42 FEET TO THE POINT' OF
BEGINNING.
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Document: 2002.0417000774
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ADJUSTED PARCEL 2:
THAT PORTION OF THE WEST HALF OF SWOON 24. TOWNSHIP 23 NORTH. RANCE 4 EAST OF THE
WILLMIETTE MERIDIAN. IN KING COUNTY. WASHINGTON. BEING WORE PARTICULARLY DESCRIBED AS
FOLLOWS:
COMMENCING AT THE INTERSECTION OF THE 2W -LINE OF PRIMARY STATE HIGHWAY NO. 1. GREEN RIVER c
INTERCHANGE. ALL AS CONVEYED TO OR CONDEMNED BY THE STATE OF WASHINGTON ST DEEDS
RECORDED UNDER KING COUNTY RECORDING NOS. 6499412. 5507291, 5510773. 5503775. 55365112.
AND PROCEEDINGS UNDER KING COUNTY SUPERIOR COURT CAUSE 110. 596069, STA POC (214) 134 +25.K
vim THE A-UNE. STA POT 102 +52.12, AS SHOWN ON THAT CEtTATN MAP ON FILE WITH THE ST/OE
OF WASHINGTON DEPARTMENT OF TRANSPORTATION LABELS) SR 405 GREEN RIVER INTERCHANGE RIGHT
OF WAY STA 99+00 TO STA 120+00. SHEET 2 Of 2, APPROVAL DATE Of ONUA RT 30, 1962. TaIH LAST
REVISION DATE OF DECEMBER 31, 1992;
THENCE NORTH 4230'02' EAST ALONG THE CENTERIJNE OF SAID A 6535 FEET TO ST 193470.67
OF SAID A UNE:
THENCE NORTH 4729'56' WEST, 60.00 FEET TO A POINT CHINE NORTHERLY RIGHT OF WAY OF SAVD
PRIMARY STATE HIGHWAY 140. 1. SAID POINT BEING THE BEGINNING OF A CURVE CONCAVE TO THE
SOUTH. THE RADIUS POINT OF WHICH BEARS SOUTH 4729'58' EAST, 163.00 FEET DISTANT;
THENCE NORTHERLY. EASTERLY. AND SOUTHERLY ALONG SANG RIGHT OF WAY ON THE ARC OF SAID
CURVE THROUGH A CENTRAL ANGLE OF 64'4519' A DISTANCE OF 184.37 FEET, TO THE TRUE POINT
OF BEGINNING;
THENCE CONTINUMC ALONG SAID NORTHERLY RIGHT OF WAY LINE ON SAID. CURVE THROUGH A CENTRAL
ANGLE OF 22'45'54' AN ARC DISTANCE CF 64.76 FEET;
THENCE LEAVING SAID NORTHERLY RIGHT Cf WAY AND BEARING NORTH 24'09'32' EAST. 41.99 FEET;
THENCE NORTH 653419' EAST, 149.44 FEET;
THENCE NORTH 564356' EAST, 207.60 FEET;
THENCE NORTH 3314'15' WEST, 25.64 FEET:
THENCE NORTH 5352'52' EAST, 93.41 FEET;
THENCE NORTH 1T03'48" EAST, 53.44 FEET;
THENCE NORTH 1749'32' WEST, 49.22 FEET;
THENCE NORTH 481815' WEST, 20.06 FEET:
THENCE NORTH 20'06'22' WEST, 44.35 FEET;
THENCE SOUTH 6651'38' WEST. 24.62 FU T;
THENCE NORTH 1722'51' WEST, 103.07 FEET TO A POINT OF THE ORDINARY HIGH WATER UNE OF THE
GREEN (WHITE) RIVER. AS R WAS MAPPED BY BARCHAUSDI CONSULTING ENGINEERS. INC. ON AUGUST
11, 19977;
THENCE ALONG THE ORDINARY HIGH WATER UNE OF SAID RNER THE FOLLOWING COURSES AND
DISTANCES:
SOUTH 7730'00' WEST, 3.45 FEET;
THENCE SOUTH 7700'00' WEST. 50.00 FEET:
THENCE SOUTH 7E30'00' WEST, 55.00 FEET:
THENCE SOUTH 7620'00' WEST, 70.00 FEET:
THENCE SOUTH 69'00'00' WEST, 65.00 FEET;
THENCE SOUTH 6640'00' WEST, 55.00 FEET;
THENCE SOUTH 70'00'00' WEST, 15.94 FEET;
THENCE LEAVING SAID ORDINARY HIGH WATER 181E MD BEARING SOUTH 2201'42' WEST. 229.49 FEET:
THENCE SOUTH 2258'16' EAST, 166.10 FEET;
THENCE SOUTH 64•48'08' EAST 5.90 FEET;
THENCE SOUTH 21'14'11' WEST. 38.16 FEET TO THE POINT OF BEGINNING.
./.
•
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LEGAL DESCRIPTION `3
That portion of the West half of Section 24, Township 23 North, Range 4 East.
W M , in King County. Washington, being more particularly described as follows
Commencing at the intersection of the 2M -Line of Primary State Highway No 1,
Green River Interchange, all as conveyed to or condemned by the State of
Washington by Deeds recorded under King County Recording Nos 5499812.
5507291, 5510773, 5503778, 5536582, and proceedings under King County
Supenor Court Cause No 596089, STA POC (2M) 134 +28 56. with the A -Line.
STA POT (A) 102+82 12, as shown on that certain map on file with the State of
Washington Department of Transportation labeled SR 405 Green River
Interchange Right -of -way STA 99+00 to STA 120 +00, Sheet 2 of 2, approval date
of January 30. 1962, with last revision date of December 31, 1992.
THENCE North 42 °30'02" East along the centerline of said A -Line. 88 55 feet to
STA 103 +70 67 of said A -Line.
THENCE North 47°29'58" West. 60 00 feet to a point on the Northerly nght -of -way
of said Primary State Highway No 1, said Point being the beginning of a curve
concave to the South. whose radius point bears South 47 °30'02' West, 183 00 feet
distant.
THENCE Northerly, Easterly and Southerly along said Right -of -way. on the arc of
said Curve through a central angle of 87°34'23' a distance of 249 13 feet to the
True Point of Beginning.
THENCE continuing on the arc of said Curve through a central angle of 1°2220' a
distance of 390 feet to a point opposite STA PT (A) 105 +30 55 of said A -Line, and
60 feet distant.
THENCE continuing along the Northeasterly and Northerly right -of -way of said A-
Line the following courses and distances
South 48 °33'18" East 115 79 feet.
THENCE North 81°2426" East. 106 02 feet,
THENCE South 08 °35'34' East, 60 00 feet,
THENCE South t7 °41'53" West. 29 84 feet to the beginning of a non - tangent
curve concave to the North. whose radius point bears North 17°41'53' East,
182 00 feet distant.
THENCE Easterly along the arc of said Curve through a central angle of 21°3815'
a distance of 68 73 feet.
THENCE North 66 °58'45" East. 152 75 feet,
THENCE South 23°0115' East, 20.00 feet to a point on the Northwesterly nght -of-
way of Secondary State Highway No 1 -L (formerly known as the Black River
Junction- Renton Road No 1193) as conveyed to King County by Deed recorded
under King County Recording No 2919485.
THENCE North 66 ° 58'45" East along said Northwesterly Right -of -way, 482.07 feet
to its intersection with the West margin of the 100 -foot nght -of -way conveyed to
Chicago, Milwaukee and St Paul Railway Company by Deed recorded under King
County Recording Nos 453942 and 995370.
THENCE Northerly along said West Margin and said West Margin extended
Northwesterly parallel to the centerline of said Railroad to its intersection with the
KING,WA
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.4.a %g(Csv4
Easterly extension of the boundary line as established by King County Supenor
Court Cause No 725392,
THENCE South 48 °14'49" West along said Boundary Line Extension, 134 07 feet
to its intersection with a line that Iles 200 feet Southwesterly of and parallel with the
centerline of the Northern Pacific Railway:
THENCE North 33 °54'49" West along said Parallel Line, 26 08 feet. to its point of
intersection with the ordinary high water line of the Green (White) River, as it was
mapped by Barghausen Consulting Engineers, Inc on August 11, 1997,
THENCE along the ordinary high water line of said River the following courses and
distances South 55°20'00" West, 51 46 feet,
THENCE South 77 °30'00" West, 55 00 feet,
THENCE South 74°00'00" West, 50 00 feet.
THENCE South 77 °30'00" West, 51.55 feet,
THENCE leaving said Ordinary High Water Line and beanng South 17°22'51"
East. 105 07 feet,
THENCE North 69 °51'38" East, 24 62 feet.
THENCE South 20°08'22' East, 44 35 feet.
THENCE South 48 °58'55" East, 20 06 feet.
THENCE South 17 °49'32" East, 49 22 feet,
THENCE South 17°03'48" West, 53 44 feet,
THENCE South 53 °52'52" West, 93 41 feet,
THENCE South 33 °14'15" East, 25 64 feet,
THENCE South 54 °43'56" West, 207 60 feet,
THENCE South 65 °34'09" West, 149 44 feet,
THENCE South 24 °09'32" West, 41 99 feet to the Point of Beginning.
(BEING KNOWN AS Adjusted Parcel 3 of Boundary Line Adjustment No L98-
0028, recorded under Recording No 9806309017)
ALL SITUATE in the County of king, State of Washington
Comment: Station Id :EGU
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Document: 2002.0417000774
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PRIVATE WATERMAIN EASEMENT EXHIBIT
tiooTHERN a8L ROAD
LOT 1
WATER 31 LF
LOT 2
WATER 656 LF
LOT 3
WATER 1.448 IF
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KING,WA Page 20 of 29
Document: 2002.0417000774
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KING, WA
Document: 2002.0417000774
PRIVATE WATERMAIN EASEMENT EXHIBIT
Page 21 of 29
1
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PRIVATE WATERMAIN EASEMENT EXHIBIT
31 Lf
656 Lf
1 448 If
KING,WA
Document: 2002.0417000774
Comment:
Page 22 of 29
Station Id :EGU1
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a)
t2
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Comment: Station Id :EGUI
PR_VATES�TQRY SEWER
l b EASEMENT EXHIBIT
�noAo
Roam gel
� � 4
KING,WA Page 23 of 29
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•
• 1,
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- Li_uunniu t
it, EASEMENT ��
EASEMENT EXHIBIT
N ames'
Comment: Station Id :EGU1
KING,WA Page 24 of 29
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w
I-
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1
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PRIVATE STORM DRAINAGE
EASEMENT EXHIBIT
lb
r ritri 1 - 1 1 .1
LOT I
VACANT
IS WIDE PRIVATE
STORM ORNNACE .
EASEMENT %��
1 \ ' t
l ✓%
—NEW IS WIDE PRIVATE
RAILROAD STORM DRAINAGE EASEMENT
LOT I
STORM 462 Lr
LOT 2
STORM 1.197 lr
LOTS
STORM 1.359 LF
•
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0
w
KING,WA
Document: 2002.0417000774
Comment:
PRIVATE STORM DRAINAGE
EASEMENT EXHIBIT
Y -NEW I5' WIDE PRIVATE
wz miERI RAI.AOAD STORY ORNNACE EASETIENT
rri ;T-1 77:71 r ;r, - i - .: j r 1-
-- I FAMILY FUN _4
rI CSITEA 1 _I
'h 4
��N EYI 15' WIDE PRIVATE
C STORORAINAGE, ^N •
' (, (
1 . LOT 2
1 STORM
LOTS
STORY
Page 26 of 29
482 If
1.197 If
1.359 if
Station Id :EGUI
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Comment: Station Id :EGUI
KMG,WA Page 27 of 29
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c
CV
0
N
KING,WA
Document: 2002.0417000774
PRIVATE SANITARY SEWER
EASEME FXHIBIT
wow
l �
Page 28 of 29
SEWER 221 LF
LOT 2
SEWER 387 IF
LOT 3
SEWER a If
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rarm wwaoa
~
ano�� ista tiaAant03w
N 1IS
KING, WA Page 29 of 29
Document: 2002.0417000774
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