HomeMy WebLinkAbout2007 - No Protest Local Improvement District Agreement - WEA Southcenter LLC - 2007013100324120070131003241
DOCUMENT TITLE(S) (or transactions contained therein):
No Protest Local Improvement District Agreement
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)
WEA Southcenter LLC, a Delaware limited liability company "Westfield
Additional names on page of document
GRANTEE(S) (Last name first, then first name and initials)
City of Tukwila, a municipal corporation of King County, Washington
Additional names on page of document
LEGAL DESCRIPTION (abbreviated: i.e., lot, block, plat or section, township, range)
Ptn Sec 23 Sec 26, Twp 23N, Range 4E
Additional legal is on pages 5 -7 of document
ASSESSOR'S PROPERTY TAX PARCEL /ACCOUNT NUMBER
APN 115720- 0290 -04; APN 115720- 0292 -02; APN: 262304 9023 -03; APN: 262304-
9084-09; APN: 262304 9085 -08; APN: 262304 9090 -01; ANP: 359700- 0240 -03;
APN: 537920- 0240 -08; APN: 537920- 0241 -07; APN: 53720- 0330 -09; APN: 636420-
0010-01; APN: 636420 0020 -09; APN: 359700- 0247 -06
Assessor Tax not yet assigned
A ter record
City Clerk
City of Tukwila
6200 Southcenter Boulevard
Tukwila, WA 98188
ng, return to
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WASHINGTON STATE RECORDER'S Cover Sheet (RCW 65.04)
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NO PROTEST LOCAL IMPROVEMENT DISTRICT AGREEMENT
THIS AGREEMENT "Agreement is made and entered into by WEA Southcenter LLC,
a Delaware limited liability company ("Westfield") and the City of Tukwila, a Washington
municipal corporation "City
1. Property. Westfield is the owner of certain real property located in the City and as
shown on Exhibit "A" attached hereto and incorporated herein by this reference "Property
2. Development. Westfield and Prudential Financial Inc. entered into a Development
Agreement with the City, effective December 23, 2005, for the development of the Property.
Since execution of the Development Agreement Westfield acquired Prudential Financial Inc.'s
ownership interest in the Property. As part of the Development Agreement, Paragraph 5.5,
Westfield has agreed to enter into this Agreement.
3. Improvement Projects. The City anticipates one or more Local Improvement
Districts "LID") will be formed to complete the following future projects "Improvements
A. Improvements to Tukwila Parkway
Project primarily consists of adding one additional eastbound travel lane between 61st Avenue
S and Andover Park E. Turn pockets at intersections, signal upgrades /relocations, sidewalks,
landscaping, utility relocations, and other associated work may also be included with the final
project.
B. 61 Avenue South Bridge Widening
Project includes rebuilding and/or relocating the 61 Avenue South Bridge and installation of
turn pockets and /or approach lane upgrades, signal upgrades /relocations, landscaping,
sidewalks, utilities, and other normally associated improvements. WSDOT will replace the
bridge with an equivalent structure. The City's modeling indicates a 7 -lane facility is necessary.
Incremental cost for a wider bridge will not be covered by WSDOT.
C. Tukwila Urban Access /Klickitat hnprovement Project
Project includes two -lane widening and pedestrian corridor widening of Southcenter Parkway
from Strander Blvd to Nordstrom; grade separation of the southbound lanes of Southcenter
Parkway at the Klickitat Drive intersection; construction of a new bridge structure to maintain
the connection between the existing surface grades of Klickitat Drive and northbound and
southbound Southcenter Parkway; a new signal on Southcenter Parkway south of Strander
Boulevard; and a traffic signal interconnect of 4 intersections.
4. Waiver of Right to Protest. Westfield agrees to participate in and waive protest of
formation of an LID for the purpose of completing any or all of the Improvements. Westfield
shall retain the right to protest the methodology and /or specific amount of any LID assessment.
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Westfield shall receive a credit against the assessment for the Tukwila Urban Access/Klickitat
Improvement Project LID for that portion of the impact fees paid pursuant to Paragraph 5.2 of the
Development Agreement that are attributable to the Tukwila Urban Access/Klickitat
Improvement Project.
5. Power of Attorney to initiate LID Westfield hereby appoints the City as its
attorney -in -fact to act on its behalf for the purpose of executing a petition to initiate an LID as
set forth in RCW 35.43.120. Said power of attorney to execute a petition to initiate an LID
extends only to the LIDs that are the subject of this Agreement.
6. Term. This Agreement shall commence on the first date on which all parties have
executed the Agreement and shall remain in full force and effect for a period of ten years from
that date.
7. Binding Effect. This Agreement touches and concerns the development o f t he
Property and shall constitute a covenant running with the Property. This Agreement s hall b e
binding upon and inure to the benefit of the parties and their successors, heirs, assigns, and
personal representatives.
8. Applicable Law. This Agreement shall be governed by and construed in
accordance with the laws of the State of Washington. Jurisdiction over and venue of any suit
arising out of or related to this Agreement shall be exclusively in the state and federal courts of
King County, Washington.
9. Attorneys' Fees. In the event that any suit or other proceeding is instituted by any
party(ies) to this Agreement arising out of or pertaining to this Agreement, including but not
limited to filing suit, or requesting an arbitration, mediation, or other alternative dispute resolution
process (collectively, "Proceeding and appeals and collateral actions relative to such a suit or
Proceeding, the substantially prevailing party(ies) as determined by the court or in the Proceeding
shall be entitled to recover its reasonable attorneys' fees and all costs and expenses incurred
relative to such suit or Proceeding from the substantially nonprevailing party(ies), in addition to
such other relief as may be awarded.
10. Entire Agreement. This Agreement contains the entire agreement between the
parties with respect to this matter. It may not be modified except in a writing signed by all parties
against whom enforcement of the modification is sought.
11. Waiver. The waiver by a party of a breach of any provision of this Agreement by
another party shall not operate or be construed as a waiver of any subsequent breach by that party.
No waiver shall be valid unless in writing and signed by the party against whom enforcement of
the waiver is sought.
12. Severability. If for any reason any portion of this Agreement shall be held to be
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invalid or unenforceable, the holding of invalidity or unenforceability of that portion shall not
affect any other portion of this Agreement and the remaining portions of this Agreement shall
remain in full force and effect.
office.
14. Authority to Execute. The persons executing this Agreement on behalf of
Westfield and the City represent and warrant that they have the respective power and authority,
and are duly authorized to execute and bind their respective entities to the terms of this
Agreement.
CITY OF TUKWILA: WEA SOUTHCENTER LLC, a Delaware
limited liability company
Date: I/O 9 /6 7
By: iyi' ,�I
v
�JJ TY;sistant
By: rs/\ '�'1�' Secretary
Its: MR yet(
ATTEST:
13. Recording. The City shall record this Agreement with the King County Auditor's
ne Cantu, ty Clerk
APPROVED AS ,S FORM:
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By: Westfield America Limited
Partnership, a Delaware limited
partnership, its sole member
By: Westfield U.S. Holdings,
LLC, a Delaware limited
liability company,
general
3
A. Packer
STATE OF CALIFORNIA)
COUNTY OF LOS ANGELES)
On November 20, 2006 before me, Annie M. Zettel, a Notary Public
personally appeared Rory A. Packer
personally known to me (or proved to me on the basis of satisfactory evidence) to be the
person(s) whose name(s) is /are subscribed to the within instrument and acknowledged to
me that he /she /they executed the same in his /her /their authorized capacity(ies), and that
by his /her /their signature(s) on the instrument the person(s), or the entity upon behalf of
which the person(s) acted, executed the instrument.
WITNESS my hand and official seal.
Signature
ANNIE M. ZETTEL
Commission 1478766
Notary Public Calunor is
Los Angeles
Comm. Expires Apr 21,2008
ss.
(Seal)
STATE OF WASHINGTON
ss:
COUNTY OF KING
7
On this q day of /�4� &t� 200 fore me personally appeared
Steve Mullet, known to me to b- e Mayor of th l'City of Tukwila, a Washington municipal
corporation that executed the within and foregoing instrument, and acknowledged the said
instrument to be the free and voluntary act and deed of the City of Tukwila for the uses and
purposes therein mentioned, and on oath st
ated that he was authorized to execute said instrument.
IN WITNESS WHEREOF, I have
day and year first above �Atitten.
�`F EN 1 11
g ��OTq.* cC4
n;
y
i N%
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/ll r�W ii i�`:S;
STATE OF WASHINGTON
COUNTY OF KING
On this
ss:
day of
a corporation that e
acknowledged the said instrument to be the fi
for the uses and purposes therein mentioned, a
execute said instrument.
IN WITNESS WHEREOF, I hav ereunto set m
day and year first above written.
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hereunto set my hand and affixed my official seal the
loo 41--741% %/yL
P ted Name: kJ re =,VN! g
NOTARY PUBLIC in and for the State of
Washington
Residing at:
My commission expires: 3 227 7
tes4tilt.)
cuted the
e and
200., before me personally appeared
ithin and foregoing instrument, and
untary act and deed of said corporation,
on oath stated that he was authorized to
and and affixed my official seal the
Printed Name:
NOTARY PUBLIC in <nd for the State of
Washington
Residing at:
My commission expires:
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EXHIBIT A
Legal Description
REAL PROPERTY IN THE CITY OF TUKWILA, COUNTY OF KING, STATE OF WASHINGTON, DESCRIBED AS
FOLLOWS:
PARCEL A:
THAT PORTION OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF SECTION
26, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON;
AND OF THE NORTHEAST QUARTER OF THE NORTHWEST QUARTER OF SAID SECTION 26;
AND OF THE SOUTHWEST QUARTER OF THE SOUTHEAST QUARTER OF SECTION 23,
TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON;
AND OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SAID SECTION 23;
AND OF THE INTERURBAN ADDITION TO SEATTLE, ACCORDING TO PLAT RECORDED IN
VOLUME 10 OF PLATS AT PAGE(S) 55, IN KING COUNTY, WASHINGTON;
AND OF BROOKVALE GARDEN TRACTS, ACCORDING TO PLAT RECORDED IN VOLUME 10 OF
PLATS AT PAGE(S) 47, IN KING COUNTY, WASHINGTON;
AND OF THE W.H. GILLIAM DONATION LAND CLAIM NO. 40, DESCRIBED AS FOLLOWS:
COMMENCING AT THE NORTHEAST CORNER OF THE NORTHWEST QUARTER OF THE
NORTHEAST QUARTER OF SAID SECTION 26;
THENCE NORTH 00 °12'09" WEST ALONG THE NORTHERLY PRODUCTION OF THE EAST LINE OF
SAID SUBDIVISION 406.49 FEET;
THENCE SOUTH 89°47 51 WEST 30 FEET TO THE WEST MARGIN OF ANDOVER PARK WEST
AND THE TRUE POINT OF BEGINNING;
THENCE NORTH 87 °25'13" WEST 526.42 FEET;
THENCE SOUTH 00 °19'36" WEST 30.02 FEET;
THENCE NORTH 87 °25'13" WEST 253.52 FEET;
THENCE SOUTH 00 °19'36" WEST 366.84 FEET TO THE NORTH LINE OF THE SOUTH 40.00 FEET
OF THE SOUTHEAST QUARTER OF SAID SECTION 23;
THENCE NORTH 89 °40'24" WEST ALONG SAID NORTH LINE 179.20 FEET TO AN INTERSECTION
WITH A LINE WHICH BEARS NORTH 00 °19'36" EAST FROM A POINT ON THE SOUTH LINE OF
SAID SECTION 23, WHICH IS 341.40 FEET EAST OF THE SOUTHWEST CORNER OF THE
SOUTHEAST QUARTER OF SAID SECTION 23;
THENCE SOUTH 00 °19'36" WEST 14.00 FEET;
THENCE NORTH 89 °40'24" WEST 10.50 FEET;
THENCE SOUTH 00 °19'36" WEST 36.63 FEET;
THENCE NORTH 89 40'24" WEST 7.90 FEET;
THENCE SOUTH 00 19'36" WEST 42.17 FEET;
THENCE NORTH 89 40'24" WEST 72.00 FEET;
THENCE SOUTH 00 19'36" WEST 96.00 FEET;
THENCE NORTH 89 40'24" WEST 226.00 FEET;
THENCE NORTH 00 19'36" EAST 138.17 FEET;
THENCE NORTH 89 °40'24" WEST 79.90 FEET;
THENCE NORTH 00 19'36" EAST 10.83 FEET TO THE WESTERLY EXTENSION OF THE SOUTH
LINE OF THE SOUTHEAST QUARTER OF SAID SECTION 23;
THENCE NORTH 89 °40'24" WEST ALONG SAID EXTENSION 10.50 FEET;
THENCE NORTH 00 °19'36" EAST 40.00 FEET;
THENCE NORTH 89 °40'24" WEST 151.60 FEET;
THENCE NORTH 00 °19'36" EAST 790.45 FEET TO THE NORTHEAST CORNER OF THAT PORTION
OF THE SOUTHCENTER PARKWAY VACATED BY ORDINANCE NO, 555, CITY OF TUKWILA, AND
AS RECORDED UNDER RECORDING NO. 6516239, IN KING COUNTY, WASHINGTON, SAID
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Legal Description
(continued)
NORTHEAST CORNER ALSO BEING A POINT ON A 565.79 FOOT RADIUS CURVE CONCAVE TO
THE SOUTHEAST, THROUGH WHICH A RADIAL LINE BEARS SOUTH 04 °34'32" EAST;
THENCE WEST ALONG SAID CURVE AND THE SOUTHEASTERLY MARGIN OF SAID
SOUTHCENTER PARKWAY, 282.00 FEET TO A POINT OF COMPOUND CURVE TO THE LEFT OF A
339.07 FOOT RADIUS;
THENCE SOUTHWESTERLY ALONG SAID CURVE 37.76 FEET TO THE MOST NORTHERLY POINT
OF A TRACT OF LAND CONVEYED TO THE CITY OF TUKWILA BY DEED RECORDED UNDER
RECORDING NO. 6516243, IN KING COUNTY, WASHINGTON;
THENCE CONTINUING SOUTHWESTERLY ALONG SAID CURVE AND SOUTHEASTERLY MARGIN
312.17 FEET;
THENCE SOUTH 89 39'00" WEST ALONG SAID SOUTHEASTERLY MARGIN 17.04 FEET TO THE
EASTERLY MARGIN OF SAID SOUTHCENTER PARKWAY (FORMERLY 57TH AVENUE SOUTH) AS
DEEDED TO THE CITY OF TUKWILA AND RECORDED UNDER RECORDING NO. 5735981;
THENCE SOUTH 00 °21'00" EAST ALONG SAID EAST MARGIN 438.12 FEET TO AN ANGLE POINT
THEREIN;
THENCE SOUTH 00 °23'45" EAST ALONG SAID EAST MARGIN 633.44 FEET TO THE NORTHERLY
LINE OF STATE HIGHWAY RIGHT OF WAY;
THENCE NORTH 89 °52'42" EAST ALONG SAID NORTHERLY LINE 5.31 FEET TO THE EASTERLY
LINE OF SAID STATE HIGHWAY RIGHT OF WAY;
THENCE SOUTH 00 07'18" EAST ALONG SAID EASTERLY LINE 134.50 FEET TO THE
SOUTHEASTERLY LINE OF SAID RIGHT OF WAY;
THENCE SOUTH 43 °25'05" WEST ALONG SAID SOUTHEASTERLY LINE 6.74 FEET TO THE
AFORESAID EAST MARGIN OF SOUTHCENTER PARKWAY;
THENCE SOUTH 00 °23'45" EAST ALONG SAID EAST MARGIN 471.45 FEET TO THE BEGINNING
OF A CURVE TO THE LEFT OF A 50 FOOT RADIUS;
THENCE ALONG SAID CURVE 77.70 FEET TO A POINT OF TANGENCY ON THE NORTH LINE OF
STRANDER BOULEVARD (FORMERLY SOUTH 164TH STREET), AS DEEDED TO THE CITY OF
TUKWILA BY QUIT CLAIM DEED FROM SOUTHCENTER CORPORATION ON FEBRUARY 14, 1963;
THENCE SOUTH 89 °26'22" EAST ALONG SAID NORTH LINE 588.31 FEET;
THENCE SOUTH 89 °30'56" EAST ALONG SAID NORTH LINE 1255.52 FEET TO THE BEGINNING
OF A CURVE TO THE LEFT OF A 50 FOOT RADIUS;
THENCE ALONG SAID CURVE 79.14 FEET TO THE WEST LINE OF ANDOVER PARK WEST, AS
DEEDED TO THE CITY OF TUKWILA BY QUIT CLAIM DEED FROM SOUTHCENTER CORPORATION
ON NOVEMBER 1, 1962;
THENCE NORTH 00 °12'09" WEST ALONG SAID WEST LINE 1652.93 FEET TO TRUE POINT OF
BEGINNING;
EXCEPTING THEREFROM ANY AND ALL BUILDINGS, STRUCTURES AND IMPROVEMENTS
LOCATED ON SAID LAND AS EXISTED THEREON AS OF DECEMBER 17, 1985, AS CONVEYED BY
DEED RECORDED UNDER RECORDING NO. 8512171136 BUT TOGETHER WITH A
REVERSIONARY INTEREST IN SAID BUILDINGS, STRUCTURES AND IMPROVEMENTS PURSUANT
TO THE TERMS OF THE AMENDED AND RESTATED GROUND LEASE, DATED DECEMBER 17,
1985, NOTICE OF WHICH WAS RECORDED UNDER RECORDING NUMBER 8512171133.
PARCEL B:
THAT PORTION OF THE SOUTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 23,
TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, DESCRIBED AS
FOLLOWS:
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Legal Description
(continued)
COMMENCING AT THE SOUTHWEST CORNER OF THE SOUTHEAST QUARTER OF SAID SECTION
23;
THENCE NORTH 89 °40'24" WEST ALONG THE WESTERLY EXTENSION OF THE SOUTH LINE OF
SAID SOUTHEAST QUARTER 65.40 FEET;
THENCE NORTH 00 °19'36" EAST 40.00 FEET TO THE TRUE POINT OF BEGINNING;
THENCE CONTINUING NORTH 00 °19'36" EAST 110.00 FEET;
THENCE NORTH 89 °40'24" WEST 151.60 FEET;
THENCE SOUTH 00 °19'36" WEST 110.00 FEET;
THENCE SOUTH 89 °40 EAST 151.60 FEET TO THE TRUE POINT OF BEGINNING.
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