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HomeMy WebLinkAbout1998 - Agreement and Easement for Storm Sewer - Puget Sound Energy / CSM Lodging - 98060418039806041803 When Recorded Return To: Puget Sound Energy, Inc. Corporate Facilities Department P.O. Box 97034 Bellevue, WA 98009 -9734 PUGET SOUND ENERGY AGREEMENT AND EASEMENT FOR STORM SEWER REFERENCE #: GRANTOR: Puget Sound Energy, Inc. GRANTEE: CSM Lodging, L.L.C.fTukwila Station, L.L.C. LEGAL DESCRIPTION: NW 25 -23-4 ASSESSOR'S PROPERTY TAX PARCEL:000580- 0008 -00 THIS AGREEMENT made this of day of .j (t , 1998, between PUGET SOUND ENERGY, INC., a Washington corporation ( "PSE" herein), and CSM Lodging, L.L.C., a Delaware limited liability company and Tukwila Station, L.L.C., a Washington limited liability company ( "Grantee" herein); WHEREAS, PSE is the owner of a strip of land one hundred (100) feet in width running through the Northwest Quarter of Section 25, Township 23 North, Range 4 East, W.M. King County, Washington; and WHEREAS, such strip of land is presently owned and occupied by PSE in connection with PSE's utility operations, (said strip being hereafter referred to as "PSE's Property"); and WHEREAS, Grantee desires an easement for a storm sewer pipeline across PSE's Property at a location more specifically described herein below; NOW THEREFORE, in consideration of Ten Dollars ($10.00) and other good and valuable consideration in hand paid receipt of which is hereby acknowledged, and in consideration of the performance by Grantee of the covenants, terms and conditions hereinafter set forth, PSE hereby conveys and quitclaims to Grantee the following easement: A. A nonexclusive perpetual easement over, across, along, in, upon and under that portion of PSE's Property described in Exhibit "A" attached hereto and by this reference made a part hereof for the purposes of installing, constructing, operating, maintaining, removing, repairing, replacing and using approximately seventy (70) feet of eighteen (18) inch diameter and thirty (30) feet of twenty four (24) inch diameter PVC storm sewer pipeline and appurtenances thereto (herein the "Improvements "). The terms "Easement" and "Easement Area" in this instrument refer to the easement herein granted on PSE's Property and as described on the attached Exhibit "A ". This Easement is granted for the benefit of and shall be appurtenant to the below- described parcels, and the rights and obligations of the Grantee herein shall be a covenant running with the title to said parcels, being specifically described as follows: Legal description for CSM Parcel That portion of the Donation Land Claim of the Heirs at Law of Henry Meader, Deceased, Designated as Claim No. 46, being parts of Sections 24 and 25 in Township 23 North, Range 4 East, W.M., Tying Easterly of the Easterly Margiri of State Road No. 181 as conveyed under Deed recorded under Recording No. 984951 and as widened by Superior Court Cause No. 592029; Tying Westerly of the Puget Sound Electric Railway Right of Way: . Lying Northerly of the City of Seattle Bow Lake Pipeline Right of Way as conveyed by Deed recorded under Recording No. 4151067; and lying Southerly of a line 446.38 feet South of and parallel, when measured at right angles, to the South line of South 158'h Street. (Also known as a portion of Boundary Line Adjustment No. 88 -4 -BLA recorded under Recording No. 8809301116); Situate in the City of Tukwila, County of King, State of Washington. Legal Description of Tukwila Station Parcel That portion of Government Lots 2 and 11 of Henry Meader Donation Land Claim No. 46, all in Section 25, Township 23 North, Range 4 East, W.M., in King County, Washington, described as follows: Beginning at the intersection of the centerline of the West Valley Highway also known as State Road No. 181, with the North line of the South 210 feet of said Government Lot 11, and its Westerly prolongation; thence South 87° 47' 19" East along said North line 40.76 feet to the East margin of said Highway and the point of beginning; thence North 8° 51' 30" West along said Easterly Highway margin 808.08 feet to the South line of the City of Seattle's Bow Lake Pipeline Right of Way; thence South 87° 13' 12' East along said South Right of Way line 273,28 feet to the Westerly line of a 100 foot Right of Way conveyed to Puget Sound Power & Light Company, now Puget Sound Energy, Inc., by Deeds recorded under Recording Numbers 2629432 and 2644020, formally known as Puget Sound Electric Railway Right of Way; thence South 1° 13' 24" East along said Westerly Right of Way line 791.76 feet to the North line of the South 210 feet of said Government Lot 11; thence North 87° 47' 19" West along said North line 165.55 feet to the point of beginning; Except that portion lying south of a line parallel with and distance of 5 feet North, measured at right angles from the following described line: Beginning at the point of intersection of the South line of the Henry Meader Donation Claim No. 46 and the Centerline of West Valley Highway also known as State Road No. 181; thence North 8° 52' 29" West a distance of 48.98 feet along said Highway Centerline; thence South 85° 30' 26" East 41.14 feet to the Easterly margin of said Highway and the true Point of Beginning of this described line; thence continuing South 85° 30' 26" East 227.79 feet, more less, to the Westerly margin of said Puget Sound Electric Railway Right of Way and the terminus of this described line. The above described property has been platted as "lots 1 and 2 of Short Plat No. L97- 0053" recorded on April 21, 1998 as recorders certificate number 9804219002. This Easement is granted subject to and conditioned upon the following terms, conditions and covenants which Grantee hereby promises to faithfully and fully observe and perform. 1. Cost of Construction and Maintenance. Grantee shall bear and promptly pay all costs and expenses of construction and maintenance of the Improvements. 2. Compliance with Laws and Rules. The Grantee shall construct, maintain and use the Improvements in accordance with the requirements of PSE, the National Electric Safety Code and any statute, order, rule or regulation of any public authority having jurisdiction. Including but not limited to having all underground utilities located prior to construction. 3. Use of PSE's Property by PSE. Nothing contained herein shall prevent or preclude PSE from exercising such rights of PSE as are necessary to preserve and maintain the capabilities of PSE's Property to be used for utility purposes, and nothing herein contained shall prevent or preclude PSE from undertaking construction, installation and use of any utility facilities within PSE's Property, provided, however, that any such utility purposes or facilities do not unreasonably burden Grantee's rights herein. PSE shall not be liable to Grantee or to Grantee's employees, agents, or to any other party benefiting from said Improvements, for loss or injury resulting from any damage or destruction of the Improvements directly or indirectly caused by PSE's existing or future use of PSE's Property. 4. Required Prior Notice and Approval of Plans and Specifications. Prior to any installation, alteration, replacement or removal of the Improvements or any other major activity by Grantee on PSE's Property, Grantee shall give PSE written notice thereof together with preliminary plans and specifications for the same at least seven (7) days prior to the scheduled commencement of such activity. PSE shall have the right to require that such plans and specifications be modified, revised or otherwise changed to the extent that the final plans and specifications therefor shall include provisions for the protection of PSE's facilities, the prevention of hazardous conditions and minimum interruption to PSE's utility operations. No such activity shall be commenced without PSE's prior written approval of the plans and specifications therefor and all changes or amendments thereto, which approval shall not be unreasonably withheld. Notwithstanding the foregoing, in the event of any emergency requiring immediate 2 action by Grantee for protection of the Improvements, persons or property, Grantee may take such action upon such notice to PSE as is reasonable under the circumstances. Notwithstanding the foregoing, PSE acknowledges that it has approved of plans and specifications for the initial installation of the improvements and hereby waives the seven (7) day notice as to the Initial installation of the Improvements only. Nothing herein shall be deemed to impose any duty or obligation on PSE to determine the adequacy or sufficiency of the Grantee's plans and specifications, or to ascertain whether Grantee's construction is in conformance with the plans and specifications approved by PSE. 5. As -Built Survey. Upon PSE's request, Grantee shall promptly provide PSE with as -built drawings and survey showing the location and elevations of the Improvements on PSE's Property. 6. Grantee's Use and Activities. Grantee shall exercise its rights under this Agreement so as to minimize and avoid, insofar as possible, interference with the use by PSE of PSE's Property for utility purposes and shall at all times conduct its activities on the Easement Area so as not to interfere with, obstruct or endanger PSE's operations or facilities. Grantee shall install the Improvements and conduct any other of its substantial activities on PSE's Property In a manner that protects PSE's facilities, prevents hazardous conditions and minimizes interruptions to PSE's utility operations. 7. Coordination of Activities. Grantee shall give at least 30 days advance written notice of the proposed dates of its construction, repair and maintenance activities on PSE's Property to PSE's Wayne Harris, 253 - 395 -6875, at PSE's South King Complex, 22828 68'" Ave. South, Kent, WA. 98032). Grantee shall cooperate in the revision of such dates and /or the coordination of its activities with those of PSE's if deemed necessary by PSE to minimize conflicts, insure protection to each parties facilities, prevent hazardous conditions, or minimize interruption of PSE's operations. Provided, however, that in the event of an emergency requiring immediate action by Grantee for the protection of its Improvements or other persons or property, Grantee may take such action upon such notice to PSE as is reasonable under the circumstances. Notwithstanding the foregoing, Grantee shall be required to give only ten (10) days advance written notice of the proposed dates of construction of the initial Improvements. 8. Work Standards. All work to be performed by Grantee on PSE's Property shall be designed and constructed so as to withstand the consequences of any short circuit of any of PSE's electric facilities now or hereafter installed on PSE's Property. All work to be performed by Grantee on PSE's Property shall also be in accordance with the plans and specifications submitted to and approved by PSE and shall be completed in a careful and workmanlike manner to PSE's satisfaction, free of claims or liens; however, nothing herein shall be deemed to impose a duty or obligation on PSE with respect to the sufficiency thereof. Without limitation to the foregoing, Grantee shall,exercise the utmost caution when conducting its activities in the vicinity of any of PSE's energized utility lines in order to prevent any contact therewith. Upon completion of such work Grantee shall remove all debris and restore the ground surface as nearly as possible to the condition in which it was at the commencement of such work, and shall replace any property corner monuments which were disturbed or destroyed during construction. Grantee shall also pay to PSE all of PSE's costs necessary to re- establish destroyed survey references and hubs established by PSE in conjunction with any survey for new facilities on PSE's Property. 9. Changes and Repairs to PSE's Facilities. Grantee shall promptly pay to PSE the cost of any relocation, alteration, restoration and other changes or repairs to PSE's energy, communication or other facilities which PSE shall reasonably deem necessary by reason of the construction, use and maintenance of the Improvements or other activities of Grantee on PSE's Property, including without limitation the cost of temporary raising of wires and the realignment or strengthening of power poles, towers or pipelines made necessary by Grantee's activities pursuant to this Agreement. If PSE so requests, Grantee shall provide assurance of payment satisfactory to PSE prior to PSE's commencement of such work. PSE shall accomplish such changes or repairs, subject to the availability of labor and materials. For the purpose of this paragraph, "cost" shall be defined as all direct or assignable costs of materials, labor and services including overhead, in accordance with charges for transportation of men, material, and equipment, storage expense of material and rental of equipment. 10. Access. The Grantee shall design, construct, maintain and use its Improvements in such fashion as to permit reasonable and continuous access along PSE's Property in all directions, and in such fashion as to accommodate and support vehicular travel over and across the Improvements, including travel by cranes and trucks with heavy loads. Grantee shall at all times keep PSE's Property free and clear of all obstructions and equipment, except as reasonably necessary to perform any work within the Easement Area. If requested by PSE, the Grantee shall make provisions for continued access by PSE along PSE's Property during construction of the Improvements. 11. inspectors. PSE may appoint one or several PSE representatives who shall serve as inspectors to oversee all work to be performed by Grantee on PSE's Property. Grantee shall not carry on any work unless it has given such notice to PSE as may be reasonable in the circumstances so as to allow for the presence of such inspector or inspectors. Grantee and Grantee's contractors shall promptly 3 and fully comply with all reasonable orders and directions of PSE's inspectors, including without limitation, cessation of work, and Grantee's construction contracts shall so provide. 12. Conflict with Future Installations of PSE. In the event that it should become necessary for PSE to install additional energy, communication or other facilities on or within PSE's Property and if, in the sole judgment of PSE, the location, existence and use of the Improvements interferes with such installation or use to the extent that it is impracticable or substantially more expensive to accomplish such installation or use, or that such installation or use may pose a hazard because of the location, existence or use of the Improvements, Grantee shall have the obligation to either, in Grantee's sole discretion, (a) protect, modify or relocate the Improvements at the cost and expense of Grantee, so as to remove the interference or hazard to PSE's satisfaction, or (b) to reimburse PSE for its added costs of design, construction and installation to avoid such interference or hazard. In the event PSE intends to undertake any such construction, PSE shall give Grantee reasonable advance written notice of such intention together with preliminary plans and specifications for such work, identifying the potential interference or hazard and all design information relating thereto. In no event shall such notice and plans be required to be given more than six months prior to the scheduled commencement of work. Within one month after receiving such notice from PSE, Grantee shall give written notice to PSE by which notice Grantee will elect to (a) protect, modify or relocate the Improvements, or (b) reimburse PSE for its said added costs. If the Grantee elects to protect, modify or relocate the Improvements it shall commence work promptly and diligently prosecute such work to completion prior to the scheduled date of commencement of PSE's construction. If Grantee elects to pay PSE's added costs, Grantee shall give PSE satisfactory assurance of payment of such costs at the time such notice of election is given. if Grantee does not so elect one of the above - described options by giving PSE the required notice, PSE shall be entitled to make such an election on behalf of Grantee, by written notice to Grantee, and Grantee agrees that this election shall be binding upon Grantee and have the same effect as if made by Grantee. If PSE so elects option (a) described herein or if Grantee elects option (a) and fails to commence and prosecute its work as contemplated herein, PSE may, at its option, undertake such work on behalf of Grantee as PSE deems necessary pursuant to option (a) and Grantee shall promptly pay PSE for all costs incurred by PSE in performing such work. PSE's costs reimbursable under this paragraph are defined as in Paragraph 9 herein. Notwithstanding anything contained herein to the contrary, if Grantee elects option (a) above but is unable to obtain all necessary governmental approvals to protect, modify or relocate the Improvements, or is unable to obtain necessary easements over adjoining properties for relocation of the Improvements, then Grantee may, by written notice to PSE, elect option (b) at any time thereafter, provided, however that such election is made within thirty (30) days of Grantee's initial election. 13. Termination for Breach. In the event Grantee breaches or fails to perform or observe any of the terms and conditions herein, and fails to cure such breach or default within ninety (90) days of PSE's giving Grantee written notice thereof, or within such other period of time as may be reasonable in the circumstances, PSE may terminate Grantee's rights under this Agreement in addition to and not In limitation of any other remedy of PSE at law or in equity, and the failure of PSE to exercise such right at any time shall not waive PSE's right to terminate for any future breach or default. 14. Termination for Cessation of Use. In the event Grantee ceases to use the Improvements for a period of five (5) successive years, this Agreement and all Grantee's rights hereunder shall automatically terminate and revert to PSE. 15. Release of Improvements on Termination. No termination of this Agreement shall release Grantee from any liability or obligation with respect to any matter occurring prior to such termination, nor shall such termination release Grantee from its obligation and liability to remove the Improvements from PSE's Property and restore the ground. 16. Removal of Improvements on Termination. Upon any termination of this Agreement, Grantee shall promptly remove from the Easement Area its Improvements and restore the ground to the condition now existing or, in the alternative, take such other mutually agreeable measures to minimize the impact of the Improvements on PSE's Property. Such work, removal and restoration shall be done at the sole cost and expense of Grantee and in a manner satisfactory to PSE. In case of failure of Grantee to so remove its Improvements, restore the ground or take such other mutually agreed upon measures, PSE, may, after reasonable notice to Grantee, remove Grantee's Improvements, restore the ground or take such measures at the expense of Grantee, and PSE shall not be liable therefor. 17. Third Party Rights. PSE reserves all rights with respect to its property including, without limitation, the right to grant easements, licenses and permits to others subject to the rights granted in this Agreement. 18. Release and Indemnity. Grantee does hereby release, indemnify and promise to defend and save harmless PSE from and against any and all liability, loss, cost, damage, expense, actions and claims, including costs and reasonable attorney's fees incurred by PSE In defense thereof, asserted or arising directly or indirectly on account of or out of (1) acts or omissions of Grantee and Grantee's servants, agents, employees, and contractors in the exercise of the rights granted herein, or (2) acts and omissions of PSE in its use of PSE's Property which affect Grantee's employees, agents, contractors, and other parties benefiting from said Improvements; provided, however, this paragraph does not purport to indemnify PSE against liability for damages arising out of bodily injury to persons or damage to property caused by or resulting from the negligence of PSE or PSE's agents or employees. 19. Hazardous Material. Throughout the term of this Agreement, Grantee shall maintain the Improvements so as to provide adequate capacity and controls to accommodate and control storm water discharge and storm water drainage across the Easement Area in accordance with all federal, state, and local law, and to the reasonable satisfaction of PSE. Grantee shall be fully responsible for any release of Hazardous Waste or Materials on or under PSE's Property or the Easement Area by Grantee, Grantees successors, assigns, guests, invitees, visitors, employees, agents, contractors, or other person or entity with Grantees implied or express consent. • Grantee shall notify PSE immediately of any known release of Hazardous Waste or Materials on or under PSE's Property or the Easement Area. Upon PSE's discovery of a release of Hazardous Waste or Materials, PSE shall notify Grantee and give a reasonable opportunity for Grantee to effect corrective measures. PSE may, but is not obligated to, take such actions and incur such costs and expenses to effect corrective measures as it deems advisable to protect its interest in PSE's Property or the Easement Area. PSE shall not be obligated to give Grantee an opportunity to effect corrective measures if (I) such delay might result in material adverse harm to PSE, PSE's Property or the Easement Area (ii) Grantee has already had actual knowledge of the situation and a reasonable opportunity to effect corrective measures; or (iii) an emergency exists. Grantee shall reimburse PSE for the full amount of all costs and expenses incurred by PSE in connection with such corrective measures, and such obligations shall continue even after termination of this agreement. Furthermore, Grantee shall indemnify, defend, and hold harmless PSE, its officers and directors with respect to any and all liability, damages, expenses, causes of action, suits, claims, costs (including testing, auditing, surveying, and investigation costs), fees (including attorney's fees and court costs), penalties (civil and criminal), and response, cleanup, and remediation costs assessed against or imposed upon Grantee, PSE, the Easement Area, or PSE's Property, resulting from a release of Hazardous Waste or Materials by Grantee, Grantees successors, assigns, guests, invitees, visitors, employees, agents, contractors, or other person or entity with Grantees implied or express consent. Definition: "Hazardous Waste and Materials" includes any substance, waste or material defined or designated as hazardous, toxic, or dangerous (or any similar term) by any federal, state or local statute, regulation, rule or ordinance now or hereafter in effect, 20. Insurance. Prior to Grantee's construction activities or other substantial activities on PSE's Property under the rights provided herein, Grantee shall submit to PSE evidence that Grantee or Grantee's contractors has obtained comprehensive general liability coverage naming PSE as an additional insured (including broad form contractual liability coverage) satisfactory to PSE with limits no less than the following: Bodily Injury Liability, including $2,000,000 automobile bodily injury each occurrence Property Damage Liability, including $2,000,000 automobile property damage liability each occurrence Said evidence shall be submitted on PSE's Certificate of Insurance standard form (which form PSE shall provide upon request) or such other form as PSE may from time to time approve. Said coverage shall be maintained by Grantee or Grantee's contractors during the period when such activities take place. 21. Taxes and Assessments. Grantee shall promptly pay or reimburse PSE for any taxes and /or assessments levied as a result of this Agreement or relating to the Grantee's improvements constructed pursuant to this Agreement. 22. Title. The rights granted herein are subject to permits, leases, licenses and easements, if any, heretofore granted by PSE affecting PSE's Property subject to this Agreement. PSE does not warrant title to PSE's Property and shall not be liable for defects thereto or failure thereof. 23. Notices. Unless otherwise provided herein, notices required to be in writing under this Agreement shall be given as follows: 5 i I • If to Puget: • Puget Sound Energy, Inc. CorpOrate,Facilities OBC-11N P.O, Box 97034 Bellevue, WA 98009-9734 • If tO Grantee: CSM Corporation Director Property Managetrient 2575 University Avenue West, Suite 150 St. Paul; MN. 55114-1024 . . ...* . • • Tukwila Station, L.L.C. 600 West Lake North Seattle, WA 98109 Notices shall be deemed effective, if mailed, upon the second day following deposit thereof in the United States Mail, postage prepaid, certified or registered mail, return receipt requested, or upon delivery thereof if otherwise given. Either party may change the address to which notices may be given by giving notice as above provided. 24. Assignment. Grantee shall not assign its rights hereunder. No assignment of the privileges and benefits accruing to Grantee herein, and no assignment of the obligations or liabilities of. Grantee herein, whether by operation of law or otherwise, shall be valid without the prior written consent of PSE. 25. • Successors. The rights and obligations of the parties shall inure to the benefit of and be binding upon their respective successors and assigns. 26. Liability. In the event of any assignment of the rights hereunder, the liability of Grantee and its assignees shall be joint and several. EXECUTED as of the date herein above set forth. PUGET SO ND ENGERY, INC. C By: Director Corporate cilities ACCEPTED: GRANTEE CSM LODGING, L.L.C. BY CSM Properties, Inc., its Manager By: 0 —4) C Its: • V .k■ TUKWILA STATION, L.L.C. By: 6 Agreement and Easement for Storm Sewer Pipeline Puget Sound Energy, Inc. to CSM Lodging, L.L.0 & Tukwila Station, L.L.C. STATE OF MINNESOTA ) )SS COUNTY OF RAMSEY ) JOAN M.KUSCHKE NOTARY PUBLIC MINNESOTA ANOKA COUNTY My Comm. Expires Jan. 31,2000 STATE OF WASHINGTON ) )SS COUNTY OF K.,,,„ ) 7 STATE OF WASHINGTON ) SS. COUNTY OF KING ) \\ On this 1I a day of J u U L= , 1 before me, the undersigned, personally appeared R. S. MCNULTY, to me known to be the Director Corporate Facilities of PUGET SOUND ENERGY, INC., the corporation that executed the foregoing instrument, and acknowledged said instrument to be the free and voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and on oath stated that he is authorized to execute the said instrument. WITNESS my hand and official seal hereto affixed the day and year above written. tAJ Print Na e W 4 f 3 u= EhZL- SS1 i iZ Notary Public in and for the State of Washington, residing at SO0 I-lnwt1 S4 My commission expires /3 —I 5 9r Uook.ci QaxLatikd On this day personally aRpeared efore me to me known to be the V `tD ; V1 "+'— of CSM Properties, Inc., a Minnesota corporation, the corporation that executed the foregoing Instrument, as Manager of CSM Lodging, L.L.C., a Delware limited liability company, and acknowledged the said instrument to be the free and voluntary act and deed of said company, for the uses and purposes therein mentioned, and on oath stated that he is authorized to execute the said instrument. GIVEN under my hand and official seal thisd day of i V ' 19 8 Print 400.v1 (, KtkscJ4 Kt. Notary Public in and for the State of Minnesota, Residing at Lim Lc&kTb W1 NJ My commission expires I U Y personally appeared �Lf S /'). ��F,r< On this da ersonall a eared before me [ c s , to me known to be the /'YI Ifr► ,y s vt, , of Tukwila Station, L.L.C., a Washington limited liability company, the company that executed the foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said company, for the uses and purposes therein mentioned, and on oath stated that he is authorized to execute the said instrument. GIVEN under my hand and official seal this? day rYl ' 195r J L / Print Name mfflmmt . - a Si-. Notary Public in and for he State of Washington, Residing at 4-eA -11 My commission expires O -r. `7, ZUttl) :, STATE OF • ) )ss: Q+j COUNTY OF /i i t) am- ) MCLEOD DEVELOP By: c Its: President Stuart C ONSENT OF MCLEOD DEVELOPMENT COMPANY 'Th undersigned, MCLEOD DEVELOPMENT COMPANY, a Washington corporation ( "McLeod "), being one of the parties to that certain MEMORANDUM OF AGREEMENT dated February 5, 1993, (Recording No 9302231359), which was executed by and between McLeod and PUGET SOUND POWER & LIGHT COMPANY, a Washington corporation (now known as PUGET. SOUND ENERGY, INC., a Washington corporation), and encumbers "PSE's Property" described in the foregoing Agreement and Easement for Storm Sewer ( "Easement Agreement "), does hereby join in the execution of the foregoing Easement Agreement for the purpose of evidencing its consent thereto and recognizing that its interest in PSE's Property is subject and subordinate to the covenants, terms and conditions created in the Easement Agreement. Public NT COMPANY The foregoing instrument was acknowledged before me this 3 day of J' uot.) :- 1998, by Stuart McLeod, the President of MCLEOD DEVELOPMENT COMPANY, a Washington corporation, on behalf of the corporation.