HomeMy WebLinkAbout2010 - Ord 2289 - First Amendment to Tukwila South Development Agreement with Segale Properties - 20100726001101After recording, return to:
CITY OF TUKWILA
Office of the City Clerk
6200 Southcenter Blvd.
Tukwila, WA 98188
(206) 433 -1800
DOCUMENT TITLE(S) (or transactions contained therein):
ORDINANCE 2289
I.
I
20100726001101
TUKWILA CITY 0 ORD 1245.00
PAGE -001 OF 006
07/26/2010 14:22
KING COUNTY, WA
II
WASHINGTON STATE RECORDER'S Cover Sheet (RCW 65.04)
REFERENCE NUMBER(S) OF DOCUMENTS ASSIGNED OR RELEASED:
N/A
Additional reference #s on page of document(s)
GRANTOR(S) (Last name first, then first name and initials)
Segale Properties LLC
GRANTEE(S) (Last name first, then first name and initials)
City of Tukwila
LEGAL DESCRIPTION (abbreviated: i.e., lot, block, plat or section, township,
range)
1 N/A
ASSESSOR'S PROPERTY TAX PARCEL /ACCOUNT NUMBERS
022204 -9008; 022204 -9011; 022204 -9015; 022204 -9043; 022204 -9057; 032204 -9006;
032204-9090; 032204-9106; 352304-9013; 352304-9015; 352304-9017; 352304-9032;
352304 -9040; 352304 -9041; 352304 -9045; 352304 -9049; 352304 -9050; 352304 -9068;
352304 -9118; 352304 -9115
Assessor Tax not yet assigned
AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF TUKWILA,
WASHINGTON, ADOPTING BY REFERENCE THE FIRST AMENDMENT TO THE
DEVELOPMENT AGREEMENT BETWEEN THE CITY OF TUKWILA AND SEGALE
PROPERTIES LLC FOR THE TUKWILA SOUTH DEVELOPMENT; PROVIDING
FOR SEVERABILITY; AND ESTABLISHING AN EFFECTIVE DATE.
WHEREAS, on June 8, 2009, the City of Tukwila adopted Ordinance No. 2233, which
authorized the Mayor to sign and enter into that certain Development Agreement No. 09 -100
(the "Development Agreement between La Pianta LLC and the City of Tukwila relating to the
Tukwila South development; and
WHEREAS, La Pianta LLC formally changed their name from La Pianta LLC to Segale
Properties LLC effective January 1, 2010; and
WHEREAS, the City is prepared to begin construction of the Southcenter Parkway
Extension project in June 2010, but Segale Properties LLC has not yet obtained final approval of
the 404 Permit and the Levee Modification (all as defined in the Development Agreement); and
WHEREAS, the Development Agreement provides in Section 4.2 that it will automatically
terminate on June 30, 2010 if by that date final approval of the 404 Permit and the Levee
Modification have not been obtained; and if the Development Agreement terminates as set
forth in Section 4.2, the City will not be able to commence construction of the Southcenter
Parkway project in June 2010; and
WHEREAS, Segale Properties LLC desires to cooperate with the City in amending the
Development Agreement to allow for the commencement of construction of the Southcenter
Parkway project in June 2010, including the dedication of necessary right -of -way for the
Southcenter Parkway project;
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF TUKWILA,
WASHINGTON, HEREBY ORDAINS AS FOLLOWS:
Section 1. Development Agreement Amendment Adopted. The City of Tukwila hereby
adopts and authorizes the Mayor to sign the "First Amendment to the Development Agreement
By and Between the City of Tukwila and Segale Properties LLC for the Tukwila South
Development," a copy of which is attached hereto as "Exhibit A" and by this reference fully
incorporated herein.
Section 2. Severability. If any section, subsection, paragraph, sentence, clause or phrase of
this ordinance or its application to any person or situation should be held to be invalid or
unconstitutional for any reason by a court of competent jurisdiction, such invalidity or
unconstitutionality shall not affect the validity or constitutionality of the remaining portions of
this ordinance or its application to any other person or situation.
Section 3. Effective Date. This ordinance or a summary thereof shall be published in the
official newspaper of the City and shall take effect and be in full force five days after passage
and publication as provided by law.
PASSED BY THE CITY COUNCIL OF THE CITY OF TUKWILA, WASHINGTON, at a
Regular Meeting thereof this 17th day of May 2010.
ATTEST/ AUTHENTICATED: C1 j
Christy O'Flaherty, CMC, City Clerk
APPROVED
City of Tukwila
Washington
Ordinance No. 2289
W Word Processing \Ordinances \Segale Development Agreement.doc
SK.ksn 05/12/2010
Jim Haggerton Mayor
Filed with the City Clerk: 0
Passed by the City Council: 1
Published:
Effective Date: 4
Ordinance Number:
Shelley Kerslake City Attorney
Exhibit A: First Amendments the Development Agreement By and Between the City of
Tukwila and Segale Properties LLC for the Tukwila South Development
Page 1 of 1
FIRST AMENDMENT TO
DEVELOPMENT AGREEMENT BY AND
BETWEEN THE CITY OF TUKWILA
AND SEGALE PROPERTIES LLC, FOR THE
TUKWILA SOUTH DEVELOPMENT
I. RECITALS
09
Council Approval 5/17/10
THIS FIRST AMENDMENT TO DEVELOPMENT AGREEMENT (the
"Amendment is made and entered into this J% day of May, 2010, by and between the
CITY OF TUKWILA "City a non charter, optional code Washington municipal
corporation, and SEGALE PROPERTIES LLC, a Washington limited liability company
"Segale formerly known as "LA PIANTA LLC."
WHEREAS, the City and Segale entered into that certain Development
Agreement relating to the Tukwila South development, dated June 10, 2009 (the
"Development Agreement
WHEREAS, the City is prepared to begin construction of the Southcenter
Parkway project in June 2010, but Segale has not yet obtained final approval of the 404
Permit and the Levee Modification (all as defined in the Development Agreement).
WHEREAS, the Development Agreement provides in Section 4.2 that it will
automatically terminate on June 30, 2010 if by that date final approval of the 404 Pennit
and the Levee Modification had not been obtained. If the Development Agreement
terminates as set forth in Section 4.2, the City will not be able to commence construction
of the Southcenter Parkway project in June 2010.
WHEREAS, Segale desires to cooperate with the City in amending the
Development Agreement to allow for the commencement of construction of the
Southcenter Parkway project in June 2010, including the dedication of necessary right -of-
way for the Southcenter Parkway project.
NOW, THEREFORE, in consideration of the mutual promises set forth herein
and the long -term benefit to both the City and Segale, the parties hereby agree as follows:
II. AGREEMENT
1. Defined terms used herein shall have the meanings set forth in the Development
Agreement. Segale and La Pianta may be used interchangeably, and shall be deemed to
refer to the same entity.
2. Section 4.2 of the Development Agreement is hereby amended to read as follows:
4.2 Levee Modification and 404 Permit Atrnroval. The City has submitted
to the U.S. Army Corps of Engineers, Seattle District "ACOE an application
for modification of the levee system in the Tukwila South Property which will,
among other things, permit the removal of the existing cross -levee structure at
South 196 Street (the "Levee Modification La Pianta has submitted to ACOE
an application for a Section 404 permit under the Clean Water Act, to permit the
grading, filling and development of the Tukwila South Property as contemplated
in the Tukwila South Master Plan (the "404 Permit The parties will take all
reasonable steps necessary to secure from the ACOE the issuance of the Levee
Modification and the 404 Permit in a timely manner. If either the Levee
Modification or the 404 Permit has not been issued by the Corps, and all appeal
periods having passed with no appeals filed, by September 30, 2011 (the "Outside
Approval Date then upon written notice given by Segale to the City no later
than October 15, 2011 (the "Termination Notice this Agreement and the
Escrow will terminate and all obligations of La Pianta and the City herein will be
extinguished, effective as of the Outside Approval Date, except that the following
obligations of the respective parties shall survive such termination: (i) the
obligation of La Pianta to dedicate property for Southcenter Parkway under
Section 4.3.2, (ii) the obligation of La Pianta to pay certain fees and costs
associated with the construction, relocation and/or upgrade of certain power and
water utility systems in connection with the Southcenter Parkway project under
Sections 4.3.4, 4.3.4.1 and 4.3.4.2; (iii) the obligation of La Pianta to provide no-
cost permanent easements to the storm ponds pursuant to Section 4.3.5.1; and (iv)
the obligations of the City under Sections 4.3.8, 4.11 and 4.12. If Segale does not
timely provide the Termination Notice, then this Agreement shall remain in full
force and effect. The Outside Approval Date may be extended by mutual
agreement of the parties. As provided herein, the parties will place in the Escrow
(as established under Section 4.8.4.6 below) all documents, payments and other
undertakings required to be delivered prior to the Outside Approval Date. Upon
approval of the Levee Modification and issuance of the 404 Permit, the Escrow
Agent (hereinafter defined) shall be instructed to release, deliver or record, as
appropriate, all sums and documents held in escrow unless expressly provided
otherwise in this Agreement.
The City shall incur no costs for the maintenance of the new levee
constructed as a result of the Levee Modification. Segale shall secure
maintenance for the levee prior to certification of the Levee Modification.
3. The City shall cooperate with Segale in good faith, and use reasonable efforts, to
secure the issuance of the 404 Permit and Levee Modification.
4. Section 4.3.2 of the Development Agreement is amended in its entirety to read as
follows:
4.3.2 Land Dedication for Southcenter Parkway Proiect. La
Pianta agrees to dedicate, at no cost to the City, the land necessary to construct the
Southcenter Parkway as depicted in Exhibit 7. La Pianta waives all credit for this
dedication of land against any traffic impact fee assessed for the Project. In
addition, La Pianta agrees to waive any claim for just compensation pursuant to
RCW 8.12 and any claims under the Washington and Federal Constitutions in
connection with the dedication of this right -of -way. La Pianta shall deliver a
signed and dated right of way easement, in commercially reasonable form
acceptable to the City, to the Escrow no later than 5 days after the effective date
of the annexation specified in Section 4.1. Segale shall also deliver a signed but
undated statutory warranty deed (free of all encumbrances and easements
unacceptable to the City) for this land to the Escrow no later than May 28, 2010.
The City shall prepare and provide to Segale the legal description for the right of
way being conveyed no later than May 24, 2010, which legal description shall be
subject to the approval of Segale, which approval will not be unreasonably
withheld. Upon receipt, the City shall record the right of way easement and retain
the undated deed in Escrow until the City is prepared to vacate Frager
Road /Southcenter Parkway as provided in Section 4.10. Simultaneously with the
transfer of the properties described in Section 4.10, the City shall cause the deed
delivered by La Pianta into Escrow to be dated and recorded. Notwithstanding
any termination of the Agreement under Section 4.2, the Escrow shall continue to
hold such deed, and the City shall be entitled to cause the Escrow Agent to release
the deed to the City for recording upon final completion, as evidenced by the City
Council's acceptance of contract completion of the Southcenter Parkway Project.
For the purpose of the real estate excise tax, the City acknowledges that the
transfer of property pursuant to this section shall be for a "public use in
connection with the development of real property" as provided under WAC 458-
61A -205
5. Pursuant to the Clearing and Grading Permit application, Segale proposes to
construct, at is sole cost, temporary stormwater detention ponds "Temporary Ponds for
the purpose of detaining stormwater runoff from Southcenter Parkway and South 200
Street. Accordingly, Section 4.3.5.1 of the Development Agreement is hereby amended
in its entirety to read as follows:
South Facility. Easements and stormwater facilities for the South Facility may, at
the discretion of La Pianta, be temporary, provided however, that except as
provided in Section 4.3.5.3 below, La Pianta shall, prior to the issuance of the first
construction permit for a new building development in the Tukwila South Project
outside of the existing Segale Business Park, provide permanent, no -cost
easement and stormwater facilities in the South Facility and ensure that the South
Facility will be operational and ready for use no later than the end of the
construction season in the year following the calendar year in which the 404
Permit is issued. In the event this Development Agreement terminates as set forth
in Section 4.2 above, Segale shall provide the City with no -cost permanent
easements to the storm ponds constructed pursuant to the Clearing and Grading
Permit and the Shoreline Substantial Development permit (as set forth in Section
4.9). Those ponds shall then become the permanent stormwater facilities to serve
Southcenter Parkway. For the purposes of this section, a "construction season"
shall begin on May 1 and terminate on October 15.
In addition, items #2, #3, #5, and #6 in the table set forth in Section 5.4.3.1 are hereby
amended as follows:
2. Install a long -term construction
stormwater polymer treatment system.
3. Construct the elevation of the separating
berm between the Green River and the
Green River Off Channel Habitat Area
excavation to prevent Green River inflow to
the excavation during the high flow season.
5. Prepare and implement the SAMP
wetland mitigation plan to compensate for
the filling of low -value wetlands.
6. Prepare and implement a fisheries
mitigation plan pursuant to the SAMP.
The South Facility shall be constructed
and operational not later than the end of
the construction season commencing in
the year following the calendar year in
which the 404 Permit is issued, as set forth
in Section 4.3.5.1 above.
Prior to first wet season grading activities
within the Green River Off Channel
Habitat Area after issuance of the 404
Permit.
Approval of SAMP plan by the
Department of Community Development
Director prior to the start of site mass
grading of the area requiring the 404
Permit; wetland mitigation construction
will start not later than the second year of
construction and be complete on or before
the fourth year of construction.
Approval of the SAMP plan by the
Department of Community Development
Director prior to the start of site mass
grading of the area requiring a 404 Permit;
mitigation construction will start not later
than the second year of construction and
be complete on or before the end of the
fourth year of construction.
6. This Amendment shall be recorded against the Tukwila South Property as a
covenant running with the land.
7. Notice address for Segale shall be as follows:
If to Sega le: Segale Properties LLC
P.O. Box 88028
Tukwila, Washington 98138 -2028
Attn: Mr. Mark A. Segale
8. Except as amended herein, the terms and provisions of the Development
Agreement remain in full force and effect.
In Witness Whereof, the parties have caused this Amendment to be executed, effective on
the day and year set forth on the first page hereof.
CITY OF TUKWILA, a Washington municipal corporation
By:
Date:
By:
Ji !s ggerton, yor
I8, 2Dl()
Segale Properties LLC, a Washington limited liability corporation
By: Metro L. d Devel• ent, Inc.,
Its: Manage
Mark A. Segale, Vi•;- President
Date: "la"1 30 U