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18-242 - King County - Lake to Sound Trail Segment A Interagency Agreement
18814 18-242 Council Approval 11/5/18 Attachment INTERAGENCY AGREEMENT BETWEEN KING COUNTY AND THE CITY OF TUKWKLA TO DESIGN, CONSTRUCT, OPERATE AND MAINTAIN LAKE TO SOUND TRAIL, SEGMENT A, WITHIN CITY BOUNDARIES This Interagency Agreement y^/\gruennen1`1 iomade and on1oncd into by and between King County, apo|idcu| subdivision of the State ufWashington (`the County") and the City of Tukwila, arnunicipu! corporation of the State ofWashington ("|bc City"), regarding design, construction, ownership, operation and maintenance of the portion n[ Segment A of the Lake to Sound Trail ("Segment A") that is within the City or on property owned by the City. The County and the City are collectively referred to as "the RECITALS A. The County and the Cities o[Tukwila and Renton are working cooperatively to construct what isknown uoSegment Aofthe Lake toSound Trail, usegment oftrail that (rnvcoCx Flonbon`u Black River Riparian Porcot(^'BRRF`) and connects to the Green River Trail in Tukwila. B. The Lake to Sound Trail will become part of King County's Regional Trail Systern (^KT8"),one nf the nation's most extensive multi -use trail networks with more than 175 miles of trails for recreation and non -motorized mobility and commuting. C. Segment /\ will boocritical segment ofthe larger regional Lakek`SoundTroii extending from the southern end of Lake Washington (oPuget Sound and will provide recreational and health benefits 1nresidents o[the cities and the County. D. The portion ofSegment Awithin the City ofTukwila (thcP 'cot`)*iUbc|ocoted substantially within the norihcco edge ofFort Dco8 Park. The trail also crosses one parcel n[property within the City o[Renton owned by the City o[Tukwila. |naddition, there are two railroad corridors operated by the Union Pacific Railroad ("UPRR") and Burlington Northern Santa FcRailway ("BN8F'`)located ut the border of the Cities uf Renton and Tukwila. The trail connection for Segment /\ passes undernoa1hthese two railroad corridors toconnect the Cities o[Renton and Tukwila. E. /\ portion o[Segment /\ixlocated iothe City ofRenton, This Agreement governs only those portions of Segment A located in the City of Tukwila or parcels owned by the City ofTukwila. King County isnegotiating utrail easement with BN3Pnnbehalf oythe City of Tukwila for that portion of trail that is located on land owned by BNSF in the City of Tukwila. F. The County ionegotiating atrail easement with DPRRonbehalf of the City ofRenton for that portion of trail that is located on land owned by UPRR in the City of Renton. Tukwila —King County Interagency Agreement Page Rcvised|0/2]/|Q - (/)n l88\4 Attachment A G. Under RCW 36.89.050, the County is authorized to construct a park or recreational [uoi|i<y and transfer tou city the CountI`u ov/nocsb\p inh:rca( in, and the operation and maintenance obligations for, that facility, provided such transfer is subject to the condition that the facility ubu)| continue to be used for the same purposes or that other equivalent facilities within the County shall beconveyed tothe County inexchange U. The County has received $i286,053inFederal Highway Administration grant funds and iualso using County levy monies, pursuant toKing County Ordinance \794\,for the design and construction of Segment A. l. After construction, the County wishes tVconvey ownership nfthe Project Improvements, with the exception of those improvements located on the City of Renton property, and the City iuready, willing and able toown these improvements for use by the general public as o Regional Trail, for the benefit o[both City and County residents. J. After completion o[the Project \nnpnnvcrnco1sundconvcyanoctothe[iiy,{hcCounty will continue tooperate and maintain Segment 8. K. The County iucommitted to implementing the King County Equity and Social Justice Strategic Plan 20|6-2O2Z("E8]``). Providing funding for design and construction nythe Lake to Sound Trail, Segment A, and continuing to operate and maintain it after completion, advances equity and ioconsistent with the goals, ohisotivcu and strategies n[ ESJ. L. The Parties intend by this Ag,tcmcrd to ombah|ioh their n:sncc<hz rights, roles, and responsibilities related to the Project. NOW, THEREFORE, inconsideration o[the ionnxand conditions contained herein, the Parties mutually agree as follows: AGREEMENT &. DEFINITIONS For purposes n{this Agreement, the following definitions shall apply. \.l [,oxi[xc| means the public works contract entered into between the County and its Contractor for construction ofSegment &. \2 Contractor means the individual, partnership, firm, corporation, or other entity with whom the County has entered into the Contract for construction of Segment A. Tukwila King County Interagency Agreement Page 2o[l6 Reviaod\0/23/)8 l88}4 Attachment 13 [iuu| Acceptance means the date on which the County issues to the Contractor a written notice accepting the work under the Contract as complete. 14 One Hundred |\:rcon| ( |0UY/0 Kcvicvv Submittal means the One Hundred Percent Review Submittal drawings and specifications for Segment Aprepared onbehalf n[the County byparunncirix,|nc,dated December 20l6. 1.5 Notice to |`vucccd means the written notice from the County to the Contractor authorizing and directing the Contractor to proceed with the construction of Segment A, 1.6 |\ornnium) means any o, all federal, state, and local government permits, licenses orother regulatory approvals needed for Segment A, and o construction permit from BN8Ftoconstruct uportion of Segment /\onproperty owned bythe BN8Falong the Black River. The term ^`yorrniio"does not include o |ousc from BN8F. 1.7 Project means the portion of Segment Awithin the boundaries o[the City` including the portion o[Segment & located onthe Ciry`oReal Property, the BN3F Easement Area and the restoration area adjacent to the trail on property ov/ucd by the City. The Project also includes one po,oc| owned by the City ofTukwila that is located within the City ofRenton. 1.8 |`ro)eo( (rnprovernuo(x means all physical uuycoto of the Project including, but not limited tn thefoi\ovwingmnd[heircoropnnent :curbiog,cutoh basins, drains., inlets, piping, conduits, trenches, asphalt, concrete, siguugc'striping, electrical components, signals, control boxes, fencing, lighting, base materials, bollards, artwork, markers, driveways, covers, bonney' railing, retaining walls, bridges, nbutrncntu.cehor, wire fabric, landscaping and vegetation planted on site for mitigation orrestoration purposes. 19 Ci,y^s Kco} Property means the Real Property couonnpuuucd vviUdn parcel numbers 2323049001' 7229500360 and 1323049080 owned by the City as legally described inExhibit A. 1.10 Reunnn|Trail means oregionally significant, shared -use trail accessible to the goncud public on which bicycling, walking, hiking, running, skating, and other non -motorized uses are allowed, which provides recreational opportunities and enhances regional mobility. \.\\ Seunient A means the design, public involvement, environmental review, permitting, construction, ownership, operation and maintenance ofuRegional Trail extending east from the Green River Trail Bridge #2405'2 in Fort Dent Park through the BBRFioNacbeoAvenue S9Viothe City ofRenton. {talso includes the acquisition (facilitated by King County) and maintenance by the City of Tukwila of a permanent trail easement from BNSF for property owned by BNSF that is required for the trail Tukwila —King County Interagency Agreement Page 3of\6 RmviycdlO/23/|8 |88\4 Attachment A connection into Renton. The boundaries ofSegment /\ are shown iuthe One Hundred Percent (100%) Review Submittal. 1.12 Substantial Completion means the stage inthe progress o[the work under the Contract where the County has full and unrestricted use and benefit of the facilities for the purpose intended, both from the opcodioou| and safety standpoint, all the initial plantings are completed, all the systems and parts of the Contract work are functional, utilities are connected and operate normally, and only minor incidental work, replacement n[temporary substitute facilities, plant establishment perinds, or correction or repair rcnuuino tocomplete all Contract requirements. 2. DESIGN & PERMITTING 2| Dc*i,,,o. The County has provided the City with the One Hundred Percent (100%) Review Submittal Design Drawings, which the City has reviewed and hereby accepts an noted With plan review comments, and which are incorporated herein by reference. The County will be solely responsible for finalizing the design documents for Segment A, obtaining the necessary input and approval from Washington State Department VfTransportation, and constructing the trail according k`the approved dtaign, including changes in scope asdescribed in Paragraph 5.7. 2.2 P|ooxand SycoiUuoiions. The County shall provide the City with 4copy of the plans and specifications to be advertised for bid and an electronic file of the Contract documents. 2.3 PcnniUiouand [nv\nonrnrn\u|Review, The City ofRenton shall hcthe lead agency for Segment /\ under the State Environmental Policy Act78EPA'l The County shall apply, urrequire its Contractor <oapply, for all Permits. To the extent the Ciry`o signature on applications or other involvement, as the owner n[the Roo| Property on which the Project is being constructed, is required, the City agrees tocooperate with the County and/or its Contractor and ioku all necessary actions to obtain the Permits. The County shall be responsible for the monitoring, reporting, and any required corrective actions for v/cdund mitigation associated with the Project for the length of time required byany Pcnni1. The County orthe Contractor shall submit aNotice o[Termination for the Construction 8tornnvvo1erGeneral National Pollutant Discharge Elimination System ("NPDES") Permit to the Washington State Department o[Ecology prior (o F\uu\ Acceptance. 2.4 Cio,Pennk^. lfrequired by the City, the County shall submit pedestrian and vehicle Temporary Traffic Control Muns(°TTC P/onm`)tothe City for review and approval prior tninvasive occupancy o[City Real Property. City approval shall not bc unreasonably withheld, The County shall immediately correct any deficiencies noted by the City inthe TTC Plans ortheir field irnp|cruontu1inn. The City has made determination that the Project requires the following permits: Shoreline Substantial Development, Shoreline Conditional Use, Shoreline Variance, and Construction Permits and these Permits have been issued to the County, subject to execution of this Agreement. Tukwila —King County Interagency Agreement Pu2e4of16 Revimod|O/23/\Q \88l4 Attachment A 2.5 Undogx/xsA,-r*onieo(. The County shall take all actions necessary to obtain an agreement with BNSF granting the County and City temporary ucxous for construction and permanent access for operation and maintenance of the Project. BN5F Structures Department has approved use oyits property for the Project uodtbe construction and maintenance terms have not yet been finalized, The County agrees that after completion ofthe Project, tbc[ountyuha|\truuufera||righ\xuuquircdfrnrnBNSF to the City os part ofthe transfer o[Project lnoProvennontx covered in 5nohon 02 'c\. ACCESS & ENCROACHMENTS 3.1 The City hereby grants 10the County and its employees, agents, ropcoucn1o1ivcn, \nvitecv, oonou|\untu' contractors and subcontractors performing work on behalf mfthe County the following access rights inthe Chy`s Real Property, kA The non-exclusive right and license 10enter onto Ci `uRoo| Property to analyze, assess, investigate, inspect, measure, survey, study and gather information for purposes o[design, permittingandcnnutruotionoftbcProject, including but not limited iocompleting borings and other subsurface investigations. This right and license shall begin upon the effective date ofthis Agreement and continue uod| Final Acceptance. (h) The exclusive right and license to enter onto, and take actions on the CiLy'aReal Property necessary for construction o[the Project andoonnp|ctionnyihc Contract. This right and license xbu|| begin upon theCounty`y issuance oythe Notice to Proceed and continue until Final Acceptance. This right and license shall not bc exclusive o[the Ci1y`u right toenter the City`xReal Property for the purposes o[ inspections orother actions necessary toimplement this Agreement, orfor any other purpose, provided that the City's entry onto the property shall not impair, impede or delay construction ofthe Project. hd The non-exclusive right and license toenter onto real property encompassed within parcel nunnbecs23230490Ol, 7229500360aod 1323049000,owucd by the City, and take actions necessary to fulfill the County's maintenance and operations obligations under Paragraph 8.1 and as [udbor described in Exhibit C. This right of entry shall begin upon Final Acceptance and continue inperpetuity unless amended by agreement o[the Parties. 'd) The access rights set out in Pocugzuphx 3.1(a-d) are ionvounh|e during their respective terms and are not subject iomodification hy the City through Pe,noi\y or otherwise without the express written agreement o[the County. 32 The County and the City are not aware o[any encroachments, improvements or other structures ("Encroachments") on the City's Real Property. If, however, Encroachments are identified within the boundaries of construction of�the Project and the Encroachments will interfere with construction o[the Project, the City Tukwila —King County 18814 Attachment A shall take all actions necessary to remove all Encroachments prior to the date the County issues the Notice to Proceed. Any Encroachments that the City does not intend to be disposed of (for example, Encroachments that will be salvaged or impounded) must be removed by the City. The County shall notify the City 60 days prior to advertising the Contract for bid. If the City wishes the County's Contractor during construction to remove certain Encroachments that are to be disposed of, on behalf of the City, the City shall provide the County with written notice specifically describing any such Encroachments no later than 30 days prior to the date the County advertises the Contract for bid. 3.3 The City hereby represents and warrants to the County that it holds fee simple title to the City's Real Property; or that it possesses sufficient property interests to provide the legal authority to remove Encroachments on the City's Real Property; and that there are no easements, covenants, restrictions, encumbrances or defects on or to the title of the City's Real Property that will in any way affect or impair the County's or the City's ability to perform their respective obligations under this Agreement. 3.4 If the County's Contractor removes Encroachments in accordance with the City's direction under Paragraph 3.2, the City shall protect, defend, indemnify and save harmless the County, its officers, officials, employees, agents, Contractor and subcontractors, while acting within the scope of their employment as such, from any and all suits, costs, claims, actions, losses, penalties, judgments, and/or awards of damages arising from removal of said Encroachments except when caused by the negligence of the County, its officers, officials, employees, agents, Contractor and subcontractors. 4. EASEMENTS 4.1 Temporary Construction Easement. The City has granted a Temporary Construction Easement ("TCE") to the County allowing construction of the Project on the City's Real Property. The City waived its right to appraisal and donated this easement. The TCE is attached as Exhibit C. 4.2 BNSF Permanent Trail Easement. The County shall continue to use its reasonable best efforts to obtain a permanent trail easement from BNSF that allows the County and its Contractor and other agents to design and construct Segment A as a Regional Trail on BNSF Real Property in accordance with this Agreement, and that allows the County to operate and maintain the Project in accordance with the obligations and requirements of this Agreement, and that is in all other respects consistent with the terms of this Agreement. Tukwila —King County Interagency Agreement Page 6 of 16 Revised 10/23/18 18814 CONSTRUCTION Attachment A 5.1 The County shall be responsible for construction of the Project, including Contract procurement, and shall provide the necessary engineering, administrative, inspection, clerical and other services necessary for the construction of the Project. 5.2 The County shall advertise the Contract in the official legal publication for the County and if necessary other publications, consistent with applicable laws and regulations. 5.3 The County shall open the bids and shall notify the City of the time and date of the bid opening, which is typically three weeks after the bid is advertised. The City may attend the opening of the bids. 5.4 The County shall award the Contract to the lowest, responsive, responsible bidder for Segment A, subject to applicable laws and regulations. 5.5 The County shall require that the City be included as an additional insured on all of the Contractor's insurance policies and that the City be included as a party indemnified by the Contractor in the Contract's indemnification provisions and receives the same indemnification protection as the County. Policy coverage limits shall match or exceed those specified in the edition current at the time of bid of the WSDOT/American Public Works Association ("APWA") Standard Specifications for Road, Bridge and Municipal Construction. 5.6 The City may furnish an inspector, at the City's sole expense, to monitor compliance with the Contract plans and specifications during the construction of the Project. The City's inspector shall advise the County in writing of any deficiencies noted. Deficiencies shall be limited to items that the inspector believes are out of compliance with the Contract plans and specifications and the City's inspector shall cite the plan sheet number or specification that she or he considers to be at issue in the deficiency. The City's inspector shall also provide a written description of the remedy the inspector believes is necessary for each deficiency cited. If the City inspector determines that there is an unsafe traffic control condition at any intersection or if there is an immediate threat to public safety posed by the Contractor's actions, the City inspector has the authority to take immediate action, including directing the Contractor to take certain actions, in order to address the safety concern. With regard to all other matters identified by the City inspector, the City inspector shall not have authority to direct the work of the Contractor and shall not instruct the Contractor directly on any matters. 5.7 The County will hold weekly construction meetings with its Contractor. The City, at its option, may have its inspector or other representative attend the meetings. The City may provide the County with its preferences concerning any significant proposed changes in the scope of the work to he performed under the Contract at the weekly meetings, but as between the Parties, any changes in scope are subject only to the County's approval. Tukwila —King County Interagency Agreement Page 7 of 16 Revised 10/23/18 i88\4 ` Attachment A 5.8 The County shall update the City on its progress inconstructing the Project inits weekly construction meetings. 5.9 After the Contractor notifies the County inwriting that Segment &is substantially complete, the Parties shall perform umutual inspection nfthe Project. The City may provide a written deficiency list to the County within five (5) working days after this inspection. The list shall contain only construction deficiencies that the City believes are out of compliance with the Contract plans and specifications. The City shall cite the plan sheet number and/or specification that it considers to be at issue in the deficiency and provide a written description of the remedy the City believes is necessary for each deficiency cited. 5.10 The County shall, in its sole discretion, determine whether Substantial Completion has occurred under the Contract. After the County provides the Contractor with notice that Substantial Completion has occurred and the Contractor indicates to the County that all physical work required by the Contract is complete, the Parties xhu|\ perform umutual Dnn\ inspection ofthe Project. The City may provide awritten deficiency list tothe County within five (5)working days after the final inspection. The list shall contain on|yconuirucdon deficiencies that the City believes are out uf compliance with the Contract plans and specifications. The City shall cite the plan sheet orspecification that itconsiders to buo1issue inthe deficiency and provide uwritten description of the remedy the City believes isnecessary for each deficiency cited. Final Acceptance ofthe Project uba|| bcbythe County, in its sole discretion. 5.11 The County represents k)the City that it will require its Contractor in performing work under the Con1,00( to comply with all applicable ru|eo, regulations, statutes and ordinances. 5.12 The County will administer and enforce all warranties inthe Contract up until assignment of the warranties to the City pursuant to Paragraph 6.2(e). 6. PROJECT CLOSEOUT AND OWNERSHIP 6.1 Within sixty (6O)days o[the date n[Final Acceptance, the Parties shall perform the following obligations: (a) The Parties shall execute and the City shall record the Restrictive Covenant in substantially the form set forth in Exhibit D, which covenant shall run with the land for the benefit of the County and its citizens and the County land that makes up its public park, recreation and open space system. The County and the City agree that the County shall have standing to enforce the Restrictive Covenant both as a matter of contract and as urou| property intnn:xL The Parties further agree that Segment is critical segment of the larger regional Lake to Sound Trail, that there are no equivalent facilities within the County that would serve the same purpose, and that recording o[the Restrictive Covenant is essential to fulfilling the obligations of RCW 36.89.050. Tukwila King County Interagency Agreement Pucc 8of16 Revised 10/23/18 |8O\4 Attachment (h) The Parties shall jointly undertake all actions necessary totransfer iothe City all Permits for the Project tbu1hovono\cxpirodortconinuted,uudfhrwhich the City isnot already the named pconiUec,except for the wetland mitigation obligations. 62 Within sixty (60) days of completion of the obligations in Paragraph 0.1, or such additional time as may be required to close out the Contract, the County shall perform the following obligations: (a) Deliver to the City project record drawings for Segment A; (b) Collect and provide iothe City ucopy mfany applicable warranties and other information and noukcriuln in the Courky`x possession that relate to the use, operation and maintenance ofthe Project lnnpvnrcnncnty; (c) Provide to the City unconditional lien releases that the Contractor has collected from all ofits consultants, subcontractors and vendors, (d) Collect and provide copies ofcertificates obtained from the Department of Revenue, the Employment Security Department, and the Department of Labor and Industries that all taxes, increases, and penalties due from the Contractor, and all taxes due and tobecome due with respect tosuch Contract, have been paid infull or that they are, in each department's opinion, readily collectible: (e) Execute and n:uonj oqub claim bill o[sale conveying to the City all of the County`y buhiy, title and interest to the Project Improvements located 000r within the [iiy`u Real Property, and BN5F`x Property as is, where is rDiU of Sale"), which is in substantially the [oon at b»dh in Exhibit E. (f) Execute anassignment n[the Contract warranties and an assignment of the warranties in the Agreement/or Professional Services/or Lake to Sound Trail Design, Cnntruct No. EO0\70E|O,between King County and Pu,urnotziz in favor of the City, with respect tothe Project, vvith1hccxccpdonn[tboao[ont,uot warranties that apply to the portions of Segment A located on the County's Real Property, except uuprovided in Paragraph 10.2; (g) Assign to the City the Cnunty`xright 10assert any c|uinu it may have against the Contractor oragainst Porurnetriuunder Contract No. EU0\78E|0arising out ofnrrelated toProject v/ork,vvdh\hcnxocpdnno[thoocpnrtionsofScgnnent/\ located onthe Coun1y`uReal Property, and except uxprovided inParagraph 102;and 6.3 Unless otherwise mutually agreed tobvthe Parties in writing, the Project xhnU not be accessible and open iothe public until the obligations in Paragraphs 6.1 and d.2have been fulfilled. Tukwila —King County \88\4 Attachment A 04 The City, usrequired hy8CW 36.09.O5U'agrees that Segment 8 ohoU continue to be used in perpetuity for a Regional Trail and shall not be converted to a different use. 6.5 The City agrees that allowing Segment /l' including the Oty's Rcu\ Property, knbcused for aRegional Trail shall include any and all actions by the City nooeasa,ytoallow and control use o[the trail inaccordance with County provisions for use of trails in King County Code Title 7, as now or hereafter amended. 6.6 The City agrees that Segment A, including thoCi<y's Qou| Property and Right of Way Property, or any portion thereof, shall not be transfer -red or conveyed except by agreement providing that such lands shall continue to be used for a Regional 6.7 The City agrees that it will not limit orrestrict occcxn to and use of Segment &,including the City`sReal Property and Right o[Way Property hynon-City residents inany way that does not also apply to City residents. 6.0 The City agrees that any and all user fees charged for use of Segment A, including charges imposed by any lessees, concessionaires, service providers, and/or other assignees shall be at the same rate for non -City residents as for the residents of the 09 The City agrees that it -shall place the covenants in Paragraphsb.4through b.Binany deed transferring any portion of Segment /\, including the Cbv'uReal Property. 7.Operations, Maintenance and Long Term Obligations 7.1 After Substantial Completion of the Project, the County shall maintain the Project lnopnovcnoen1yuudopeoute(hakportionofScgn�cnt/\vvithintheboundadth e City. For purposes of this section, maintain and operate includes the maintenance and operation activities identified and described in 0xhkbitB. The City is solely responsible for all maintenance and operations activities not identified and described, or specifically excluded in Exhibit B and all maintenance and operations activities that are not uuyooio\ed with the trail improvements, 7.2 The County maintenance and operations activities shall be limited {othe area shown in Exhibit ]0and generally described as uthirty foot corridor, fifteen feet to either side oothe trail center line. 0. PROJECT FUNDING 8.1 The County shall provide funding for design, construction, operations and maintenance ofthe Project. Tukwila —King County Interagency Agreement Page |0o[|0 Rcvimcdl0/2]/)8 18814 Attachment A 82 The City nhoU provide funding for all of the Ci `o obligations oractivities under nrrelated to this Agreement from the time of execution of this Agreement forward, including but not limited toconstruction inspection pursuant to Paragraph 5.0, other administration or implementation expenses, and on all maintenance and operation activities except those identified in 0xhibitl0. 9. CONDITIONS PRECEDENT TO PROJECT DEVELOPMENT 9.1 The County`uobligations related to finalizing design, permitting and construction o[the Project underSmc1inns2Lhnouubho[thimAg,ecnoent,audprovidin& funding for same, are expressly subject to and contingent upon all of the following conditions precedent being satisfied tothe Coun<y`osatisfaction in its sole discretion (the "Project Conditions"): kd AnInteragency Agreement being approved hvthe legislative authority of the City of Renton and executed by the City of Renton and the County for the design, construction, operation and maintenance of the portion of Segment A that is within the City ofRenton. 8d The County, onbehalf ofthe City ofRenton, obtaining un executed permanent trail easement from UPRR on terms acceptable to the County. (o) The County, onbehalf nfthe City ofTukwila, obtaining an csccub:d permanent trail easement from BN8F on terms uoocpdub\c to the County. (d) The County and/or its Contractor obtaining all Permits necessary for Segment /\. 9.2 If the County, in its sole discretion, determines that the Project Conditions have not been satisfied, the County uhu|| notify the City in writing, and neither Party shall have any further rights or obligations under this Agreement and this Agreement shall 1ecnninuto. 10. LIABILITY \O.\ Each Party shall protect, defend, indcmnifyund save harmless the other Party, its officers, officials, employees and agents while acting within the scope o[their employment uasuch, from any and all uuitn, costs, claims, uodoou, \000cm' penalties, judgments, and/or damages of whatsoever kind ("Claims") arising out of, or in connection vvi1b, or incident to the hrcuub of any warranty under this /\8n:crnen{ or the exercise of any right or obligation under this Agreement by the indemnifying Party, including any negligent acts oromissions, except tothe extent such Claims arise out ofor result from the other Party's own negligent acts or omissions. Each Party agrees that it is fully responsible for the acts and omissions m[its own contractors and franchisees, their employees and agents, acting within the scope of their employment as such, as it is for the acts and omissions nfits own employees and agents. Each Party agrees that its Tukwila —King County Interagency Agreement Page ||of|6 Reviocd|0/23/\B )88|4 Attachment obligations Linder this paragraph extend to any Claim broughthvornnbehalf nfthe other Party orany o[its employees, oragents. The foregoing indemnity iuspecifically and expressly intended to constitute awaiver ofeach yudy'o immunity under Wuohim¢on's Industrial [ouurouoc act, RCW Title 51, as respects the other Party only, and only to the os1cn\ necessary to provide the indemnified Party with nyu|\ and complete indemnity of Claims made bYthe indcnuni0oc`oemployees. The Parties acknowledge that these provisions were specifically negotiated and agreed upon b}them, Nothing iuthis Paragraph 10.1 modifies orlimits inany way the City`sobligations in Paragraph 3.4. 102 TheCouuty^x obligations in Paragraph 9.1 terminate upon the date the County fulfills all its obligations inParagraph h.2 ("Closeout Date"), with the exception of Claims filed with the clerk of the County Council under King County Code ("K.C.C.") 22\.O70orserved onthe clerk ofthe County Council under &I.C.2.04.0i0prior 1othe Closeout Date nrcontract claims reserved under the terms of the applicable construction or design contract by the Contractor or by the County`x design contractor, Paranoctrix, at the time of Final Acceptance of the applicable contract ("Reserved Claims"). If the County determines that Reserved Claims will exist at the Closeout Date, the County may, in its sole discretion, choose not to assign its contract warranties and/or its claims against the County`acontractors under Paragraphs 62(f) and 62(g). 10.3 As of the Closeout Date, except for Reserved Claims, the City shall release, protect, defend, indemnify and save harmless the County, its officers, Vfficiu|x, and employees while acting within the scope of their employment as such, from any and all suits, costs, o|ainox, actions, losses, penalties, judgments, and/or damages, of whatsoever kind ("Claims") arising out of, or in connection with, or incident to either Party's breach of any warranty under this Agreement or exercise of any right or obligation under this Agreement, and any and all Claims relating toVrarising out of, in whole orinpart and directly orindirectly, the Project. The City agrees that its obligations under this provision extend to any Claims brought by or on behalf of the County orany o[its employees, oragents. The City expressly agrees that its duty no rdeuxe, pnntco1, defend, indonnniFv and save harmless the County, its officers, o[Ooiub, and em ployees under this paragraph includes negligent acts or omissions which are concurrent, contributory, orboth by the County. Tothe extent this Agreement ix construed to be subject to FlCVV 4.24.115, the Ci{y`y duties under this paragraph will extend only k`the maximum extent permittedby law defined by RCW4.24.l|5. as now enacted orhereafter amended. The foregoing indemnity isspecifically and expressly intended to constitute mwaiver o[the City^s immunity under Washington's Industrial Insurance act, RCVV Tide 51, as respects the County only, and only to the extent necessary \oprovide the County with u[u\\ and connp|c<c indemnity ofclaims made hythe indcnnnitnr`uemployees, The Parties acknowledge that these provisions were specifically negotiated and agreed upon hythem. / / / / Tukwila King County Interagency Agreement Page )Zo[|6 Revised 10/23/18 \8Q|4 Attachment 11. INSURANCE ||.l Each Party shall maintain, for the duration o[each Purtv`uliability ` exposures under this Agreement, self-insurance against claims for injuries to persons or clarnage to property, which may arise from or in connection with performance of the work hereunder by each Party, their agents, representatives, employees, contractors or subcontractors. 11.2 King County, ucharter county government under the constitution ofthe State of Washington, maintains u [u(\v funded Self -Insurance program as contemplated in King County Code chupter2.2| for the protection and handling o[the County`s iiuhi|idou including injuries topccsonxunddamugn0opnoperty. The City acknowledges. agrees and understands that the County is self -funded for all of its liability exposures and that the Coun\y`mself-insurance program meets the requirements n[paragraph l\.\. The County agrees, at its nvvn expense, to maintain, through its self -funded program, coverage for all ofits liability exposures for this Agreement. Tile County agrees toprovide the City with at |cno( 30 days prior written onhoc of any nnutociu| change in the Cnun1y`s self - funded program and will provide the City with o ccdiDouie of self-insurance as adequate proof ofcoverage. The City further acknowledges, agrees and understands that the County does not purchase Commercial General Liability insurance and is self -insured governmental entity; therefore the County does not have the ability toadd the City unan additional insured. 11.3) It is agreed that the Ci1y`a participation in u governmental self -insured risk pool with Washington Cities Insurance Authority (`WCl/\")will meet the requirements of Paragraph l|.\. The City agrees, a<its own expense, tomaintain, through VVCLA, coverage for all o[its liability exposures for this Agreement. The City agrees 1nprovide the County with at least 30 days prior written notice of any material change in the City's WCIA coverage and will provide the County with an evidence of coverage letter as adequate proof u[coverage. The County further acknowledges, agrees and understands that the City does not purchase Commercial General Liability insurance and iswith a ne|Ansuordpno); therefore the City does not have the ability toadd the County uoon additional insured. The City participates inthe 8tcku`sworker's compensation program. 12. EFFECTIVE DATED0UR-ATION 12.1 This Agreement shall bceffective upon signature hvboth Parties. 122 Unless expressly stated otherwise iuthis Agreement, the terms, covenants, representations and warranties contained herein shall continue in force unless both Parties mutually consent inwriting totermination o{this Agreement. 13. AUDITS AND INSPECTIONS 13.1 Urd(} six (6) years after the effective date ofthis Agreement, unless the Agreement is terminated under Paragraph 9.2, any of either Party's records related to any Tukwila —King County Interagency Agreement Page 13o[|0 Revised 10/23/18 \8M\4 Attachment A matters covered bythis Agreement not otherwise privileged shall besubject to inspection, review, and/or audit by either Party at the requesting Party's sole expense. Such records shall be made available for inspection during regular business hours within nreasonable time ofthe request. 14. NOTICE 14.1 Any notice provided for herein shall bCsent kothe respective Parties at: King County: City ofTukwila | Director's Office King County Department of Natura Resources and Parks Rrn70O,King Street Center ZOl S.Jackson Street 5cud\c,qV}\98l04 With acopy to: King County Prosecuting Atkonncy's Off -ice Attn: Chief Civil Deputy 5|hThird Avenue YY400 Scatt)e,W&98l04 Rick 8dU, Director Tukwila Parks & Recreation }242442noAve 8. Tukwila, WA 98168 15. MISCELLANEOUS PROVISIONS 15.1 Waiver. Waiver of any breach o[any term orcondition o[this Agreement shall not bodeemed owaiver o[any prior orsubsequent breach. 'No tcnnorcondition yboi) be waived, modified or deleted cuoep1 by an instrument, in v/dting, signed by the Parties hereto. 152 [orucK1uieonr. If either Party cannot perform any ofits obligations due to events its reasonable control, the time provided for performing such obligations shall heextended by period o[time equal to the duration of such events, Events beyond o Pm?y's reasonable control include, but are not limited to, acts of God, vvmc civil commotion, labor disputes, strikes, Ore, flood or other casualty, shortages of labor or noa1cdu\n, government regulations orrestrictions, lawsuits filed challenging one ormore Permits urother agreements necessary for innplcnncn\odon of the Project, and vvcu1hcr conditions. 15.3 Joint Drykinu CKOrt. This AgreementshuJl be considered for all purposes as prepared by the joint efforts o[the Parties and shall not boconstrued Party orthe other ax u result of the preparation, substitution, submission orother event o[ negotiation, drafting ocexecution hereof. Tukwila —King County Interagency Agreement Page |4o[/6 Qcvisudl0/23/\8 18814 Attachment A 15.4 Third Party Br:ncticiaries. Nothing in this Agreement is intended to, nor shall be construed to give any rights or benefits in the Agreement to anyone other than the City and the County, and all duties and responsibilities undertaken pursuant to this Agreement will be for the sole and exclusive benefit of the City and the County and not for the benefit of any other Party. 15.5 Exhibits. All Exhibits referenced in this Agreement are incorporated by reference as if fully set forth. 15.6 Entire Agreement. This Agreement contains the entire agreement of the Parties and any representations or understandings, whether oral or written, not incorporated herein are excluded. 15.7 Amendment. This Agreement may be amended only by an instrument in writing, duly executed by both Parties. 15.8 Relationship of the Parties. The Parties execute and implement this Agreement as separate entities. No partnership, joint venture or joint undertaking shall be construed from this Agreement. 15.9 Govern n Lawt. This Agreement shall be governed and construed in accordance with the laws of the State of Washington. 15.10 Survivability. The provisions of Paragraph 3.4 and Section 10 shall survive termination of this Agreement. 15.11 Authority. Each Party executing this Agreement represents that the Party has the authority to execute the Agreement and to comply with all terms of this Agreement. Exhibits Exhibit A: Lake to Sound Trail City of Tukwila — West Parcel Exhibit B: Lake to Sound Trail Segment A - Operations and Maintenance Agreement Exhibit C: Temporary Construction Easement and Amendment to Temporary Construction Easement Exhibit D: Form of Restrictive Covenant — Lake to Sound Trail Segment A Restrictive Covenant Exhibit E: Form of Bill of Sale - Quit Claim Bill of Sale (Signatures on next page) Tukwila King County Interagency Agreement Page 15 of 16 Revised 10/23/18 18814 Attachment A IN WITNESS WHEREOF, the Parties have entered into this Agreement effective as of the date last written below. KING COUNTY ONSTANTINE King County Executive Date APPROVED AS TO FORM: Deputy Prosecuting Attorney Date Tukwila —King County Interagency Agreement CITY OF TUWILA Mayor Date Date APPROVED AS TO FORM: City Attorney Date Page 16 of 16 Revised 10/23/18 Attachment A EXHIBIT A LAKE TO SOUND TRAIL CITY OF TUKWILA — EAST PARCEL AN AREA OF LAND LOCATED IN THE SOUTHWEST QUARTER OF SECTION 13 TOWNSHIP 23 NORTH, RANGE 4 EAST, WILLAMETTE MERIDIAN, CITY OF TUKWILA, KING COUNTY, WASHINGTON AND BEING FURTHER DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHWEST CORNER OF SAID SECTION 13; THENCE NORTH 39°52'52" EAST A DISTANCE OF 199.59 FEET TO THE TRUE POINT OF BEGINNING OF THE HEREIN DESCRIBED AREE A OF LAND; THENCE ALONG A 523.68 FOOT RADIUS CURVE TO THE RIGHT THE CENTER OF WHICH BEARS SOUTH 64°21'39" EAST THROUGH A CENTRAL ANGLE OF 16°48'19" FOR AN ARC LENGTH OF 153.60 FEET TO A POINT ON THE SOUTHERLY LINE OF THE MONSTER ROAD SW RIGHT OF WAY; THENCE ALONG SAID SOUTHERLY RIGHT OF WAY LINE ON A 238.99 FOOT RADIUS CURVE TO THE LEFT THE CENTER OF WHICH BEARS NORTH 53°42'43" EAST THROUGH A CENTRAL ANGLE OF 36°24'20" FOR AN ARC LENGTH OF 151.85 FEET; THENCE SOUTH 74°10'49" WEST A DISTANCE OF 47.77 FEET; THENCE SOUTH 83°38'32" WEST A DISTANCE OF 60.86 FEET; THENCE ALONG A 668.29 FOOT RADIUS CURVE TO THE RIGHT THE CENTER OF WHICH BEARS NORTH 15°49'11" WEST THROUGH A CENTRAL ANGLE OF 8°49'23" FOR AN ARC LENGTH OF 102.91 FEET TO THE TRUE POINT OF BEGINNING. CONTAINING 11,088 SQUARE FEET (0.25 ACRES), MORE OR LESS 19 Attachment A APN 7229500330 APN 7229500320 ..::::::::•::::.:::::.:'•• ........ . ....y.y. , .. ...- ...----,4, .......,................................. .4.., . co...... -o ,4?' // ,...,,,,,:::::::::::::kiN .1323.049080:::::::::':::':.]::::.:.:::::,:•... -, ,, .......,.....,....,.........,.................................- . .--'--- e- , PROPOSED TRAIL 1 4 2 APN 1423049008 4 T.P.O.B. '49'2.5" , g-r.:66B3-9 44)." Parame rix 0 4,, 'Po .eso S8318'32** 60.86' APN 2323049210 60' 1.60' TOTAL AREA = 11,088 SQUARE FEET SECTION 13 T. 23 N., R. 4 E., W.M. APN 7229500310 S74'10'49''W 47.77' EXHIBIT A LAKE TO SOUND TRAIL CITY OF TUKWILA - EAST PARCEL 20 Attachment A EXHIBIT B LAKE TO SOUND TRAIL SEGMENT A Operations and Maintenance Agreement This Operations and Maintenance Agreement ("Agreement") is effective as of the day of , 20 , and is made and executed by and between the City of Tukwila, a municipal corporation of the State of Washington ("City") and King County, a political subdivision of the State of Washington ("County"). RECITALS A. On , the City and the County entered into an Interagency Agreement ("IA") in which the County agreed to fund and construct a 1.1-mile segment of what will ultimately be the sixteen -mile Lake to Sound Trail. Part of the 1.1-mile segment is on property owned by the City and is referred to as Segment A of the Lake to Sound Trail. Segment A extends from Naches Avenue SW, within the Renton's Black River Riparian Forest to the Green River Trail in Tukwila's Fort Dent Park. The portion of Segment A within the boundaries of the City and subject to the IA is known as "the Project." This Agreement is a part of that IA. B. The City holds fee simple title to the following properties: Assessor's Tax Parcel Nos.: 2323049001, 7229500360 and 1323049080 ("the Property"). The County will maintain the Project improvements and operate that portion of Segment A within the boundaries of the City. The area to be operated and maintained is depicted in Exhibit A to this Agreement and is generally defined as the area fifteen (15) feet to the left and right of Segment A centerline or a 30 foot wide corridor. C. The City agrees to grant the County access to the Property for the purpose of conducting Operations and Maintenance of Segment A. D. This Agreement sets forth the duties and responsibilities of the Parties related to Operations and Maintenance on the Property. NOW, THEREFORE, and in consideration of the teens, conditions, and performances contained herein, the Parties mutually agree as follows: 21 Attachment A AGREEMENT The COUNTY shall conduct the following Maintenance Activities on the Property: A. Trail Maintenance - trimming, edging, mowing, sweeping, blowing and removal of debris. Removal of litter on or adjacent to trail as well as periodic pavement cleaning. Removal of litter from receptacles along the trail, brushing, invasive plant/weed removal, repairs to surface or subgrade, asphalt repairs, maintenance and/or repair of retaining walls, grading of gravel surfaces, periodic inspection. B. Vandalism Repair and Graffiti Removal repair trail infrastructure and remove graffiti from bollards, litter receptacles, benches, fences, trail surface, interpretive signs and other trail amenities within the Project limits. C. Trail accessory maintenance — replacement and/or repair of bollards, gates, litter receptacles, signage and other trail amenities as needed. D. Drainage structure maintenance — maintain surface facilities constructed by the Project. Clean, maintain, repair and replace catch basins, culverts and other permanent drainage facilities installed as part of the trail project. E. Erosion and slope stabilization — as needed, maintenance and repair to any erosion control measures that are related to the Project including seeding, erosion control blankets and other surface best management practices. F. Landscaping — routine care of plant beds, plantings, ornamental trees and shrubs, and prepared turf areas including screening planting and buffer vegetation — maintenance of buffer vegetation conservation plantings (BVC1) as well as plantings installed by the County as part of the project, removal of problem trees or vegetation that are within ten feet of the trail's edge in accordance with the City's landscape and tree codes. G. Public Relations - contact with the public to provide information and assistance. H. The removal of unauthorized campsites including notification and removal of unauthorized transient campsites, located within the Property is specifically excluded from the operations and maintenance responsibilities of the County. 2. Failure to Maintain. If the County refuses or neglects to repair, replace, or maintain the Property, or any part thereof, the City shall provide the County reasonable written 22 Attachment A notice of the need for additional repair, replacement, or maintenance actions and shall provide the County ten days to respond to this notice. If the County fails to respond to the City's notice and fails to conduct the needed repair, replacement or maintenance actions, the City may make such repairs or perform such maintenance on behalf of and for the account of the County. If the City makes or causes any such repairs to be made or performed, as provided for herein, the County shall pay the cost thereof (including, but not limited to, the cost of labor, material and equipment) to the City promptly upon receipt of an invoice therefor. However, if the Parties do not agree about what repair, replacement, or maintenance actions are necessary and warranted, the Parties shall attempt to resolve the dispute. If the Parties are unable to resolve the dispute, the Parties shall engage in some mutually acceptable form of Alternative Dispute Resolution (ADR), such as mediation or arbitration. The Parties agree that a good -faith attempt to resolve any dispute through ADR shall be a condition precedent for either Party to initiate any civil action or other litigation regarding this Agreement. 3. The CITY shall conduct the following maintenance activities on the Property: A. Routine patrols to locate, notify, and remove illegal encampments. 4. Access A. In accordance with Section 3.1(d) of the IA, the City hereby grants to the County and its employees, agents, representatives, invitees, consultants, contractor and subcontractors performing work on behalf of the County the non-exclusive right and license to enter onto the Property for the purpose of conducting the activities identified in Section 1. This right and license shall begin upon the effective date of this Agreement and in perpetuity. B. In the performance of the operations and maintenance activities listed in Section 1 above, the County is not required to provide notice or request permission from the City for access unless these activities require Trail Closure, as described in Section 6. C. Each Party shall coordinate and share with the other Party any locking devices on bollards, gates, and other features, such that each Party has access to perfotin its responsibilities pursuant to this Agreement. D. The rights which the City grants to the County under this Agreement are in the nature of personal licenses for access and for the other purposes described herein. Nothing in this Agreement is intended to convey any right, title, or interest in the real property which is the subject of this Agreement, and nothing in this Agreement shall be construed to convey any such interest. 23 Attachment A E. Vehicular and heavy equipment shall be limited to a point of access at the north end of Fort Dent Park where the trail departs from the Green River Trail. 5. Contact Information A. All correspondence related to this Agreement, shall be through the designated contacts. All communication regarding this Agreement shall reference the agreement name "Lake to Sound Trail Segment A - Operations and Maintenance Agreement" and execution date. The CITY and COUNTY formal point of contacts are as follows: KING COUNTY: Don Harig Parks Operations Manager King County Parks 3005 NE 4th St. Renton, WA 98056 (206) 477-6140 don.harig@kingcounty.gov CITY OF TUKWILA: Kris Kelly Maintenance & Operations Superintendent Tukwila Parks & Recreation 13900 Interurban Ave. S (206) 433-7157 Kris.Kelly@TukwilaWA.gov B. From time to time, contact infoi «cation may change. Any change or update to contact information made a part of Section 5.A shall be provided to the other Party by electronic mail notification. The Party in receipt of the change will confirm receipt of the change by electronic mail back to the initiating Party. 6. Trail Closure or Significant Work A. Should the Trail need to be closed temporarily for routine maintenance lasting less than a sixty minute period, no notification to the other Party is necessary. Should a longer closure of the Trail be necessary by either Party, advance written notification of seven (7) calendar days shall be given to the other Party and a detour for public use will be implemented, if practicable. Closures requested by the County shall be subject to review and written or electronic concurrence by the City. Closures requested by the City shall be subject to County notification. 24 Attachment A The City reserves the right to close all or part of the Trail unilaterally should the Trail pose a threat to the traveling public. The County has the unilateral right to temporarily close all or part of the Trail to the public with subsequent notification to the City if in the County's judgment trail conditions pose a potential hazard to the public. 7. Amendments A. Modification of this Agreement may only be made by amendment or supplement as mutually agreed to in writing and signed by each Party. B. If this Agreement is terminated pursuant to Section 8, each party will operate and maintain the portions of the trail that are under their ownership as indicated in the Recitals. Section B and as shown in Exhibit A attached to this agreement. 8. Perfoi,uance after January 1, 2021 A. Through December 31, 2020, the County's obligations under this Agreement shall not be affected by the outcome of any parks, trails or open space levies. B. [f the King County voters approve a parks replacement levy in 2019, then the County's obligations shall continue after December 31, 2020. C. If the King County voters do not approve a parks replacement levy in 2019, the County shall in good faith attempt to identify alternative funding for its obligations under Section 1 of this Agreement. If the County has identified such alternative funding by July 31, 2020, the County's obligations shall continue after December 31, 2020. If the County has not identified such alternative funding by July 31, 2020, the County and City shall negotiate in good faith the perfoiivance and funding of the obligations set forth in Sections 1 and 3 of this Agreement for the period after December 31, 2020. If, prior to Parties reaching a negotiated outcome, the County ceases perfoi cuing or funding any of its obligations under Section 1 of this Agreement, the City shall be released from its obligations. D. King County funding in support of this Agreement beyond the 2019-2020 biennium is conditioned upon appropriation by the County Council of sufficient funds to undertake the activities described in this Agreement. The sufficiency of any such appropriation shall be determined by the County in its sole discretion. Should such an appropriation not be approved, this Agreement shall terminate December 31, 2020. 25 Attachment A IN WITNESS WHEREOF, the City and the County have executed this Agreement on the date set forth above. CITY OF TUKWILA, a Washington State municipal corporation STATE OF WASHINGTON ) ss. COUNTY OF KING Name I certify that I know or have satisfactory evidence that E �' is the person who appeared before me, and said person acknowledged that he,'she signed this instrument, on oath stated that here was authorized to execute the instrument and acknowledged it as the ill_ v --j of of the CITY OF TUKWILA, a Washington State municipal corporation, to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument. Dated: (list this space or notarial stamp/seal Notary Public Print Name commission expires My 26 Attachment A KING COUNTY, a Political ubc ivisio of the State of Washington By J Name Its STATE OF WASHINGTON COUNTY OF KING ) ss. ) certify_that, I know or have satisfactory evidence that is the person who appeared before me, and said person acknowledged that he/she signed this instnwment, on oath stated that he/she was authorized to execute . the instrument and acknowledged it as the - of KING COUNTY, a political subdivision of the State of Washington, to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument. Dated: (Use this space for notarial stamp/seal) Notary Public Print Name commission expires My 27 Attachment A / / SECTION 14 SECTION 23 APN 232304HYDR LJ APN 2323049001 Para"x 0 100' 1"=1 00' APN 142304FfYDR // / APN 3779200155 dz. RLINE FORT DENT PARK APN 2323049001 LEGEND OPERATIONS & MAINTENANCE AGREEMENT AREA SW 1(4 SEC. 13, SE 1(4 SEC. 14 AND NE 1/4 SEC. 23, T. 23 N., R. 4 E., W.M. APN 2323049003 APN 2323049005 4i, 13 24 EXHIBIT A OPERATIONS AND MAINTENANCE AGREEMENT SHEET 1 OF 2 DATE: May 9, 2018 FILE SV-1521-084-0&M.7UKVVILAR1_ 28 Attachment A 13 APN 2 23049005 '43. 24 •,r2 -** Para metrix o N 100, 1,100, LEGEND OPERATIONS & MAINTENANCE AGREEMENT AREA SW 1/4 SEC. 13, SE 1/4 SEC. 14 AND NE 1/4 SEC. 23, T. 23 N., R. 4 E., W.M. APN 7229500 APN 2323049120 EXHIBIT A OPERATIONS AND MAINTENANCE AGREEMENT SHEET 2 OF 2 DATE: May 9, 2018 FILE SV-1521-084-0&M-TUKWILAR1_ 29 Attachment A EXHIBIT C TEMPORARY CONSTRUCTION EASEMENT AND AMENDMENT TO TEMPORARY CONSTRUCTION EASEMENT 30 Attachment A AFTER RECORDING RETURN TO: King County Parks Attn; Jason Rich 201 S. Jackson St., Suite 700 Seattle, WA 98104 20161205 GARDNER STEPHA EAS PAGE-001 OF 006 12/05/2016 14:20 KING COUNTY, WA DOCUMENT TITLE: Temporary Construction Easement GRANTOR: City of Tukwila GRANTEE: King County ABBREVIATED LEGAL DESCRIPTION: SW'/4, Sec. 13, Twn. 23, Rng. 4 SE'/4, Sec. 14, Twn. 23, Rng. 4 NE %4, Sec. 23, Twn. 23, Rng. 4 ASSESSOR'S TAX PARCEL NO. 132304-9080 722950-0360 232304-9001 PROJECT: Lake to Sound Trail Segment A TEMPORARY CONSTRUCTION EASEMENT This TEMPORARY CONSTRUCTION EASEMENT is granted this 02 n day of ©e_r-invade--- , 20IL' , by the City of Tukwila, a Washington municipal corporation, hereinafter referred to as "Grantor," to King County, a political subdivision of the State of Washington, hereinafter referred to as "Grantee." WHEREAS, the Grantor is the owner of a certain parcel of land located at 14299 Monster Rd. SW, Tukwila, in the County of King, State of Washington, ("Property"); and WHEREAS, the Grantee is considering construction of what is known as Segment A of the Lake to Sound Trail ("Project"), a 16 mile non -motorized, multi -use recreational trail spanning from the south end of Lake Washington in Renton to the shoreline of Puget Sound in Des Moines. WHEREAS, the Grantee has provided the Grantor with the design drawings for the Project, and the Grantor accepts and agrees to allow construction of the Project on the Property, in accordance with the conditions set forth in this agreement. WHEREAS, the Grantee has complied with all regulatory requirements that apply to the Project, and has obtained all necessary permits and regulatory approvals allowing construction of the Page 1 of 6 31 EXCISE TAX NOI 1-. UlI ED Attachment A Project, including the following: City of Tukwila, Shoreline Substantial Development Permit PL16-0014 and City of Tukwila, Shoreline Variance PL16-0014. Grantee agrees that if the Project is constructed, it shall be constructed in accordance with these permits and approvals. WHEREAS, it has been found necessary, in the construction and improvement of the Lake to Sound Trail Segment A ("Project"), to acquire certain surface rights and privileges on, across, and over a portion of said Property. WHEREAS, the Grantor hereby represents and warrants to the Grantee that it has sufficient property interests in the Property to grant this Temporary Construction Easement to Grantor, and the legal authority to remove encroachments, that there are no easement, covenants, restrictions, encumbrances or defects on or to the title of the Property that will in any way affect or impair the Grantor or Grantee's ability to perform their respective obligations under this Agreement. NOW THEREFORE, the Grantor and Grantee agree as follows Grant of Temporary Construction Easement: The Grantor, for and in consideration of the benefit to the Tukwila Community of the Lake to Sound Trail, to the same extent and purposes as if the rights granted had been acquired under the Eminent Domain Statute of the State of Washington, hereby grants to Grantee a temporary construction easement on, across, and over that portion of Grantor's Property, together with the right to enter upon and have access to said Easement Area for the purpose of the Project work, and to take such other actions upon the Easement Area as are necessary and/or convenient for the construction of Grantee's Project. Grantor understands that the donation of a portion of the property to King County for public use is made voluntarily and with full knowledge of entitlement to receive just compensation in the form of surface improvements. Additionally, Grantor understands that he/they have the right to request an appraisal of the property, and hereby give up that right. 2. Purpose: Grantee may utilize the Easement for the following purposes only: construction of Project. Grantee may elect to, but is not bound to construct the Project. If Grantee elects to construct the Project, it shall be done so in accordance with the project plans and conditions set forth in the following permits: City of Tukwila, Shoreline Substantial Development Permit PL16-0014 and City of Tukwila, Shoreline Variance PL16-0014. Access to Grantor's Property shall be maintained during the Project work. 3. Term: The rights, title, privileges and authorities hereby granted shall begin upon written Notice of Construction to the Grantor and shall continue in force for twentv-four (24) months from the date of the Notice of Construction, or January 30, 2020, whichever is later. It is understood and agreed that the delivery of this Easement is tendered and that the terms and obligations hereof shall not become binding upon Grantee unless and until accepted and approved in writing by the Grantee. Page 2 of 6 32 Attachment 4. Access and Encroachments: The Grantor hereby grants bothe Grantee and its employees, agents, representatives, invitees, consultants, contractors and subcontractors performing work on behalf of the Grantee the following access rights to the Grantor's real properties: (a) The non-exclusive right and license toenter onto real properties of the Grantor to analyze, assess, investigate, inspect, measure, survey, study and gather information for purposes ofconstruction ofthe Project, indudingbutnot|innbedtononnp|etinQbohngsand other subsurface investigations. This right and|\manumaheUboginuponthe effective date of this Agreement and continue throughout the term of this Easement. (b) The exclusive right and license to enter onto, and take actions on, real proper -ties ofthe Grantor necessary for construction ofthe Project andconnp|edono{UheContract. This right and license shall begin upon the Grantee's issuance of the Notice to Proceed and continue until completion ofthe Project. This right and license shall not bmexclusive ofthe Grantor's right to enter the properties for the purposes of inspections or other actions necessary to implement this Agreement, or for any other purpome, provided that the Grantor's entry onto the property shall not impair, impede ordelay construction of the Project. _ (o) The Grantor hereby represents and warrants to the Grantee that it has sufficient property interests and the legal authority to remove Encroachments; and that there are no eaoements, covenmnta, restriot|ono, encumbrances or defects on or to the title of the Property that will in any way affect or impair the Grantee's or the Grantor's ability to perform their respective obligations under this Agreement. (d) If the Grantee's Contractor removes Encroachments in accordance with the Grantor's direction, the Grantor shall protect,defend, indemnify and save harmless the {Sran&aa, its offioe,a, uffiCja|o, employees, agenta. Contractor and subcontractors, while acting within the scope oftheir employment as such, from any and all suits, costo, c|a|nns. actions, losses, penalties, judgments, and/or awards of damages mhning from nomnovo| of said Encroachments except when caused by the negligence of the GroOtee, its officers, mthcie|o, employees, ogents. Contractor and subcontractors . 5, Indemnification: Each Party shall protect, defend, indemnify and save harmless the other Party, its officers, officials, employees and agents while acting within the scope of their employment as such, from any and all suits, costs, claims, actions, losses, penalties, judgments, and/or damages of whatsoever kind ('Claims") arising out of, or in connection with, or incident to the breach of any warranty under this Agreement or the exercise of any right or obligation under this Agreement by the indemnifying Party, including any negligent acts oromissions, except tothe extent such Claims arise out of or result from the otherPartv's own negligent ante or omissions. Each Party agrees that it is fully responsible for the acts and onn|aoione of its own cont[aotoro, employees and agents, acting within the scope of their employment as such, as it is for the acts and omissions ofits own employees and agents. Each Party agrees that its obligations under this paragraph extend to any claim brought by or on behalf of the other Party or Page 3 of 6 33 Attachment A any of its employees, or agents. The foindemnity is specifically and expressly intended toconstitute mwaiver ofeach Party's immunity under Washington's Industrial Insurance act, RCVVTitle 51.aorespects the other Party only, and only tothe extent necessary toprovide the indemnified Party with afull and complete indemnity ofClaims made by the indemnitor's employees, The Parties acknowledge that these provisions were specifically negotiated and agreed upon bythem. Nothing inthis Paragraph modifies orlimits inany way the Grantor's obligations inParagraph 4. O. Insurance: Each Party shall maintain, for the duration of each Party's liability exposures under this Agreement, self-insurance against claims for injuries topereonmordannagokz property, which may arise from or in connection with performance of the work hereunder by each Pmrtv, their agents, repnaomntativem, enlp|oyeeo, contractors or subcontractors. King County, a charter County govemment under the constitution of the State of Washington, maintains a fully funded Self -Insurance program as defined in King County Code chapter 4. 12 for the protection and handling of the Grantee's liabilities including i juheshopermonoanddamagaUoproperty. The Grantor acknowledges, agrees and understands that the Grantee |aself-fundedfor all ofits liability exposures and that the Grantee's self-insurance program meets the requirements of this paragraph, The Grantee agrees, at its own expense, to maintain, through its self -funded program, coverage for all of its liability exposures for this Agreement. The Grantee agrees to provide the Grantor with at least 30 days prior written notice of any material change in the Grantee's self -funded program and will provide the Grantor with a certificate ofself- insurance asadequeteproofofcovermge,TheGrantorfurtherachnovNedgea.agreee and understands that the Grantee does not purchase Commercial General Liability insurance and immself-insured governmental entity; therefore the Grantee does not have the ability toadd the Grantor aoanadditional insured. It is agreed that the Grantors participation iUagovernmental self -insured risk pool with Washington Cities Insurance Authority yWC|A" will meet the requirements nfthis paragraph. The Grantor agrees, at its ovvD empenoe, to maintain, through VVC|A, coverage for all of its liability exposures for this Agreement. The Grantor agrees to provide the Grantee with at least 30 days prior written notice of any material change in the Grantors WCIA coverage and will provide the Grantee with an evidence of coverage letter as adequate proof of coverage. The Grantee further acknowledges, agrees and understands that the Grantor does not purchase Commercial General Liability insurance and is with a self -insured pool; therefore the Grantor does not have the ability to add the Grantee as an additional insured. The Grantor participates in the Stede'oxvorker'n compensation program. 7. General Conditions: u. Joint C)raftinqEffort. This Agreement shall beconsidered for all purposes oo prepared by the joint efforts of the Parties and shall not be construed against one Party or the other as a result of the preparation, substitution, submission or other event ofnegotiation, drafting orexecution hereof. Page 4 of 6 34 Attachment A Third Party Beneficiaries. Nothing in this Agreement is intended to, nor shall be construed to give any rights or benefits in the Agreement to anyone other than the Grantor and the Grantee, and all duties and responsibilities undertaken pursuant to this Agreement will be for the sole and exclusive benefit of the Grantor and the Grantee and not for the benefit of any other Party c, Exhibits. All Exhibits referenced in this Agreement are incorporated by reference as if fully set forth. d. Entire Agreement. This Agreement contains the entire agreement of the parties and any representations or understandings, whether oral or written, not incorporated herein are excluded. e. Amendment. This Agreement may be amended only by an instrument in writing, duly executed by both Parties. g• Relationship of the Parties. The Parties execute and implement this Agreement as separate entities No partnership, joint venture or joint undertaking shall be construed from this Agreement. Governing Law. This Agreement shall be governed and construed in accordance with the laws of the State of Washington. Survivability. The provisions of Sections 4 and 6 shall survive termination of this Agreement. Each Party executing this Agreement represents that the Party has the authority to execute the Agreement and to comply with all terms of this Agreement. IN WITNESS WHEREOF, this instrument has been executed the day and year first above written. GRANTOR: City of Tukwilvs Yy: Printed Name: Title: Ir\\cd Page 5 of 6 35 Attachment A APPROVED AS TO FORM: By: Printed Name: Tit e: E;f) Attorney GRANT King County By: Printed Nam Title: Date: APPROVED AS TO FORM: By: / 'Print �pName: b-ni. ba;� Titte(County Attorney Page 6of6 36 /\F|ERRECORDING RETURN TO: King County Parks At' . n�JasonR\ch 201 G.Jackson St.'Suite 7OO Seattle, WA 98104 11t,11111111111 111111 201� ��������������. � ��N22' 1j,Gj;@1j1,,CF1:112EAS r*.wm KING COUNTY, WA EXCISE TAX NOT REQUIRED NngCo. Re=dwDivision ByLjhapjUkLIL�� Deputy [0erdA DOCUMENT TITLE: Amendment toTemporary Construction Easement GRANTOR: City ofTukwila GRANTEE: King County ABBREVIATED LEGAL DESCRIPTION: SW1/4.Sec. 13'Twn.23.Rng.4 GE 1/4, Geo. 14.Tvvn.23. Rng.4 NE1/4.Sec. 23'Twn.23,Rng.4 ASSESSOR'S TAX PARCEL NO. 132304'9080 722950'0360 238304'9001 PROJECT: Lake VoSound Trail Segment A AMENDMENT TO TEMPORARY CONSTRUCTION EASEMENT This Amendment toTemporary Construction Easement replaces Sections 1 and 3 of that certain Temporary Construction Easement between the City of Tukwila, Grantor, and King County, Grantee, executed by the City of Tukwila on December 2, 2016 and King County on December 1.2O1O.recorded aonumber 2O1612O5OO1O5O. The parties have agreed that Section 1 and 3 ofthe Temporary Construction Easement should bemodified aohereinafter provided, now, therofore. THE CITY (]FTUhW|LAAND KING COUNTY agree aofollows: Sections 1 and 3o{the Temporary Construction Emnonnan1 are hereby amended to read as follows: Section 1: Grant of Temporary Construction Easement: The Grantor, for and in consideration of the benefit tothe Tukwila Community ofthe Lake toSound Trail, tothe same extent and purposes as if the rights granted had been acquired under the Eminent Domain Statute of the State of Washington, hereby grants to Grantee a temporary construction easement on, across, and over that portion ofGrantor's Property, together with the right toenter upon and have access tosaid Easement Area for the purpose ofthe Project vvork.andtotakeouchotheractinnauponthm Easement Area as are necessary and/or convenient for the construction of Grantee's Project. Grantor understands that the conveyance of a portion of the property to King County for public use iomade voluntarily and with full knowledge ofentitlement toreceive just compensation in 37 Attachment A the form of surface improvements. Additionally, Grantol understands that he/they have the right to request an appraisal of the property, and hereby give up that right. The Grantor and Grantee are currentIv in the process of negotiatincl an Intera(lency Agreement which will detail the rights qpdresponsibilities cVboth parties for the construction, operation and maintenance of the trail. Section 3: Term: The rights,Udo.phvUeoeoandauUhorftienho,obyQnanbedohaUbegnuponwhttenNotioo of Construction to 'the Grantor and shall continue in force for twenty-four (24) months from the date of the Notice of Construction, or January 30, 2020 until execution of the Interaciency Aqreernentreferred toin Section 1 above, whichever io later. It is understood and agreed that the delivery of this Easement is tendered and that the terms and obligations hereof shall not become binding upon Grantee unless and until accepted and approved ihwriting bythe Grantee. Effect of Amendment: Except asexpressly modified by this instrument, all terms and conditions ofthe Temporary Construction Easement shall remain infull force and effect. EXECUTED GYthe City ofTukwila this day of .2017. Printed Name:, yTL/WwJ t�-K- AA/�� G King C�U�ty Printed Name: Date: %-'1/ APPROVED ASTQFORM: Title: Citv Attornev APPROVED AS TO FORM: Pn%tedNan}e: Title Count/Aftorney 38 Attachment A Return Address: King County Department of Natural Resources & Parks Parks and Recreation Division 201 S. Jackson St., Room 700 Seattle. WA 98104-3855 Exhibit D Form of Restrictive Covenant LAKE TO SOUND TRAIL SEGMENT A RESTRICTIVE COVENANT Grantor: City of Tukwila, a municipal corporation of the State of Washington Grantee: King County, a political subdivision of the State of Washington Full Legal Description: See Exhibit A to this Restrictive Covenant Legal Description (abbr.): SW 1/4, Sec. 13, Twn. 23, Rng. 4; SE 1/4, Sec. 14, Twn. Rng. 4; NE 1/4, Sec. 23, Twn. 23, Rng. 4. Assessor's Tax Parcel Nos.: 2323049001, 7229500360 and 1323049080 This restrictive covenant for trail purposes ("Covenant") dated for convenience as the day of , 20, and is made and executed by and between the City of Tukwila, a municipal corporation of the State of Washington ("City") and King County, a political subdivision of the State of Washington ("County"), effective on the last date signed below. RECITALS A. On , the City and the County entered into an Interagency Agreement in which the County agreed to fund and construct on property owned by the City a portion of what is known as Segment A of the Lake to Sound Trail, a segment of trail within the Black River Riparian Forest extending from Naches Avenue SW in Renton to the Green River Trail in Tukwila's Fort Dent Park. The portion of Segment A within the boundaries of the City, subject to the Interagency Agreement, is known as the "Project". B. The City holds fee simple title to a portion of the Project, which portion is legally described in Exhibit A attached hereto and incorporated herein by this reference (the "Property"). 39 Attachment A C. The Interagency Agreement provides that, after construction by the County and recording of this Covenant, the County will transfer ownership of the Project Improvements to the City. The County will provide long-term maintenance and operation of the Project as a regional trail. D. The County represents that its construction of Segment A is in part with County levy funds pursuant to King County Ordinance 17941, which authorizes use of said funds to develop real property and rights of way for regional trails. E. RCW 36.89.050 authorizes the County to construct a park or recreational facility and transfer to a city the County's ownership interest in that facility provided such transfer is "subject to the condition that either the facility shall continue to be used for the same purposes or that other equivalent facilities within the [C]ounty shall be conveyed to the [C]ounty in exchange therefor." F. Segment A is a critical segment of the larger regional Lake to Sound Trail, extending from the southern end of Lake Washington to Puget Sound, and will provide recreational and health benefits to residents of the City and the County. G. The City agreed in the Interagency Agreement, and hereby further acknowledges, that because the Property is a critical segment of the Lake to Sound Trail, there are no equivalent facilities within the County that would serve the same purpose. H. The City acknowledges that recording of this Covenant is a mechanism to fulfill the obligations of RCW 36.89.050 and the Interagency Agreement. AGREEMENT FOR VALUABLE CONSIDERATION and other mutual benefits, the receipt and sufficiency of which is hereby acknowledged, the City hereby binds itself, its successors and assigns to the permanent restrictive covenants identified herein, which covenants shall run with the land and burden the Property for the sole benefit of the County and the County's interests in the other park, open space and trail facilities that make up the King County system of parks, trails, and recreational facilities. The City and the County agree that the County and its successors in interest shall have standing to enforce these covenants. The City and the County further agree and declare that the covenants and conditions contained herein shall bind and the benefits shall inure to, respectively, the City and its successors and assigns and all subsequent owners of interests in the Property, and to the County and its successors and assigns. 40 Attachment A COVENANTS 1. The City covenants that the Property shall be used in perpetuity for a regional shared -use trail accessible to the general public on which bicycling, walking, hiking, running, skating, and other non -motorized uses are allowed, which provides recreational opportunities and enhances regional mobility (hereafter "Regional Trail") or that other equivalent facilities shall be made in exchange therefore. The County acknowledges that the provision to allow for equivalent facilities will allow for the revision or realignment of road right of way and signal as may be needed or desired by the City. 2. The City understands that the Property is part of the Lake to Sound Trail and covenants that the City's Park Rules and Regulations apply to the Property except as may be modified or supplemented by the following rules, which the County intends to apply across the entirety of the Lake to Sound Trail: (a) No person shall cause a motorized vehicle to enter or operate upon the Property without express permission of the City or the County. (b) No person shall travel on the Property at a speed greater than is reasonable and prudent under the conditions or in an otherwise negligent manner. (c) No person shall camp on the Property. (d) All persons must keep dogs or other pets or domestic animals on a leash, and under control at all times. Any person whose dog or other pet is on the Property shall be responsible for the conduct of the animal and for removing feces deposited by such animal from the Property. (e) No person shall allow his or her dog or other pet or domestic animal to bite or in any way molest or annoy visitors to the Property or to bark continuously or otherwise disturb the peace and tranquility of the Property. (f) No person shall use tobacco products on the Property. (g) No person shall leave rubbish or other material on the Property, except in a garbage can or other receptacle designated for those purposes. (h) No person shall enter or be present on the Property during hours that the Regional Trail is closed except persons authorized by the City or the County. (i) No person shall destroy or damage the Property. No person shall disturb, injure or remove any vegetation or animal on the Property unless expressly authorized to do so by the City or the County. (1) No person shall enter or remain or loiter about the Property while in a state of intoxication. 3. The City covenants that it will not transfer or convey the Property, or any portion thereof, except by agreement providing that such lands shall continue to be used for a Regional Trail. 4. The City covenants that it will not limit or restrict access to and use of the Property by non -City residents in any way that does not also apply to City residents. 41 Attachment A 5. The City covenants that any and all user fees charged for use of the Property for Regional Trail purposes, including charges imposed by any lessees, concessionaires, service providers, and/or other assignees shall be at the same rate for non -City residents as for the City residents. 6. The City acknowledges that the County will record this Covenant in the records of King County with the intent that it appear as notice on the title of the Property. 7. Remedies. The County, its successors, designees, or assigns shall have the following remedies against the City, its successors, designees, or assigns for violation of this Covenant: (a) Default. If the City fails to observe or perform any of the tei ins, conditions, obligations, restrictions, covenants, representations or warranties of this Covenant, and if such noncompliance is not corrected as after the County has provided written notice and provided the City with a reasonable opportunity to comply, then such noncompliance shall be considered an event of default. (b) County's Remedies. In the case of the City's default, the County shall be entitled to all remedies in law or in equity against the City, including without limitation any rights: (1) to compel specific performance by the City of its obligations under this Covenant, and (2) to restrain by injunction the actual or threatened commission or attempt of a breach of this Covenant and to obtain a judgment or order specifically prohibiting a violation or breach of this Covenant (c) Notice. Before County pursues a remedy against the City for breach of this Covenant, County shall provide written notice specifying the default to the City. The City shall thereafter have a thirty (30) day period to cure such default (or if such default is not capable of cure within thirty (30) days, such additional period as is reasonably necessary for the City to complete such cure, provided that City commences cure within such thirty (30) day period and thereafter diligently pursues it to completion). (d) Immediate Action. If County, in its sole and absolute discretion, determines that circumstances require immediate action to prevent or mitigate significant harm that would be counter to the terms and purposes of this Covenant, County may pursue its remedies under this Section 8 without prior notice to Grantor and without waiting for the cure period to expire. (e) Delay. Delay in enforcing the provisions hereof as to any breach or violation shall not impair, damage or waive the right of the County to enforce the same or obtain relief against or recover for the continuation or repetition of such breach or violation or any other breach or violation thereof at any later time or times. 8. Indemnification. In addition to and separate from the remedy provisions in Section 7 of this Covenant, the City, for itself, its successors, designees, and assigns, agrees: A. to protect, defend, indemnify and hold harmless the County, its officers, officials, employees and agents, from any and all claims, demands, suits, penalties, losses, damages, judgments or costs of any kind whatsoever, arising out of or in 42 Attachment A any way resulting from a failure of the City, its successors, designees and assigns to wholly or partially comply with this Covenant; and B. to release, protect, defend, indemnify and save harmless the County, its officers, officials, and employees while acting within the scope of their employment as such, from any and all suits, costs, claims, actions, losses, penalties, judgments, and/or damages, of whatsoever kind ("Claims") relating to or arising from uses of the Property that occur on or after the effective date of this Covenant. C. The City, by mutual negotiation, hereby waives, with respect to the County only, any immunity that would otherwise be available against claims under the Industrial Insurance provisions of Title 51 RCW, but only to the extent necessary to carry out the indemnification duties herein. 9. Notice. Notice shall be sent to: King County: Director's Office King County Department of Natural Resources and Parks Rm 700, King Street Center 201 S. Jackson Street Seattle, WA 98104 With a copy to: King County Prosecuting Attorney's Office Attn: Chief Civil Deputy 516 Third Avenue W400 Seattle, WA 98104 City of Tukwila: Rick Still, Director Tukwila Parks & Recreation 12424 42" d Avenue S. Tukwila, WA 98168 Any notices required to be given by the Parties shall be delivered at the addresses set forth above. Any notices may be delivered (i) by personal service on the addressee of the notice, (ii) by deposit with a nationally recognized overnight delivery service, or (iii) by deposit as registered or certified mail in the United States mail, postage prepaid. Any notice so posted in the United States mail shall be deemed received three (3) days after the date of mailing. Any person delivering notice via an overnight delivery service shall be responsible to confirnl delivery. 10. Severability. if any provision of this Covenant shall be invalid, illegal, or unenforceable, the validity, legality, or enforceability of the remaining provisions hereof shall not in any way be affected or impaired thereby. 43 Attachment A 11. Amendments. This Covenant shall be amended only by a written instrument executed by the Parties hereto or their respective successors in title, and duly recorded in the real property records of King County, Washington. 12. Governing Law. This Covenant shall be governed by the laws of the state of Washington. Venue for any action concerning this Covenant shall be in King County, Washington. IN WITNESS WHEREOF, the City and the County have executed this Covenant on the date set forth above. CITY OF TUKWILA, a Washington State municipal corporation KING COU political s By Name Its TY, a di isi9. %of the State o ngton 44 Attachment A STATE OF WASHINGTON ) ss. COUNTY OF KING 1 certify that I know or have satisfactory evidence that L § cLr' !-= _ 'y is the person who appeared before me, and said person acknowledged that he/f.chr signed this instrument, on oath stated that he, he was authorized to execute the instrument and acknowledged it as the l a -,-,-Li0 s of the CITY OF TUKWILA, a Washington State municipal corporation, to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument. Dated: - - m ; ; Notary Public Print Name T) .rt My commission expires (Use this space for notarial stamp/seal) STATE OF WASHINGTON ss. COUNTY OF KING I certify., that I know or have satisfactory evidence that - is the person who appeared before me, and said person acknowledged that he/she signed this instrument, on oath stated_ that lel:sslie was authorized to execute the instrument and acknowledged it as the - i.- , of KING COUNTY, a political subdivision of the State of Washington, to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument. (Use this space for otarial stamplseal) Notary Public Print Name My commission expires 45 Attachment A EXHIBIT "A" LEGAL DESCRIPTION FOR LAKE TO SOUND TRAIL CITY OF TUKWILA INTERLOCAL AGREEMENT AN AREA OF LAND FOR AN INTERLOCAL AGREEMENT LOCATED IN THE SOUTHEAST QUARTER OF SECTION 14 AND NORTHEAST QUARTER -OF SECTION 23 TOWNSHIP 23 NORTH, RANGE 4 EAST, WILLAMETTE MERIDIAN, CITY OF TUKWILA, KING COUNTY, WASHINGTON, LYING WEST OF THE BURLINGTON NORTHERN SANTE FE RAILROAD RIGHT OF WAY AND BEING 9 FEET ON EACH SIDE OF THE FOLLOWING DESCRIBED CENTERLINE: COMMENCING AT THE SOUTHEAST CORNER OF SAID SECTION 14 (NORTHEAST CORNER SECTION 23); THENCE NORTH 88'4843` WEST ALONG THE SOUTH LINE SAID SECTION 14 (NORTH LINE SAID SECTION 23) A DISTANCE OF 737,40 FEET; THENCE SOUTH 00'11'17` WEST A DISTANCE OF 267,84 FEET TO THE TRUE POINT OF BEGINNING OF THE HEREIN DESCRIBED CENTERLINE; THENCE SOUTH 34'14'11" EAST A DISTANCE OF 0,37 FEET: THENCE ALONG A 60,00 FOOT RADIUS CURVE TO THE LEFT THROUGH A CENTRAL ANGLE OF 88'45 52" FOR AN ARC LENGTH OF 92.95 FEET; THENCE NORTH 56'59'57' EAST A DISTANCE OF 212.64 FEET; THENCE ALONG A 150,00 FOOT RADIUS CURVE TO THE LEFT THROUGH A CENTRAL ANGLE OF 23`38'30` FOR AN ARC LENGTH OF 61.89 FEET; THENCE ALONG A 150.00 FOOT RADIUS REVERSE CURVE TO THE RIGHT THROUGH A CENTRAL ANGLE OF 26`10'07' FOR AN ARC LENGTH OF 68,51 FEET; THENCE ALONG A 150,00 FOOT RADIUS REVERSE CURVE TO THE LEFT THROUGH A CENTRAL ANGLE OF 21'20'41' FOR AN ARC LENGTH OF 55.88 FEET; THENCE ALONG A 150.00 FOOT RADIUS REVERSE CURVE TO THE RIGHT THROUGH A CENTRAL ANGLE OF 18'58`56" FOR AN ARC LENGTH OF 49.70 FEET TO A POINT THAT INTERSECTS SAID SOUTH LINE SECTION 14 (NORTH LINE SECTION 23) AT A POINT BEARING NORTH 88°48'43' WEST A DISTANCE OF 310,82 FEET FROM SAID SOUTHEAST CORNER OF SECTION 14 (NORTHEAST CORNER SECTION 23); THENCE CONTINUING ALONG SAID 150,00 FOOT RADIUS REVERSE CURVE TO THE RIGHT THROUGH A CENTRAL ANGLE OF 1`50'30` FOR AN ARC LENGTH OF 4.82 FEET; THENCE NORTH 59`00'19" EAST A DISTANCE OF 10,79 FEET TO A POINT ON THE WEST LINE OF SAID BURLINGTON NORTHERN SANTE FE RAILROAD RIGHT OF WAY AND THE END OF THE HEREIN DESCRIBED CENTERLINE THE SIDELINES OF SAID INTERLOCAL AGREEMENT CORRIDOR BEING EXTENDED OR SHORTENED TO INTERSECT SAID WEST LINE OF THE BURLINGTON NORTHERN SANTE FE RAILROAD RIGHT OF WAY. CONTAINING 10,035 SQUARE FEET, MORE OR LESS 46 Attachment A APN 1 4230,041TR / SECTION 1 4 / SECTION 23 APN 3 230 4HYDR APN 2323049W _S34' 4'1 1.E 037 1 00" ‘, A -.88. 4552" R.60„00° APN 3779200155 . -- c — , r0i,V ' „-N887 4843" \4' 737.40" SECT VON CORNER TiE. _ A.26'1007' R.150,00' CENTERUNE TRAIL A.2338%30. R. 150,00' FORT DENT PARK APN 2323049001 1 I A" 7747.3,?1,===22271 10,035 SQ. FT, SE 114 SECTION 14 AND NE 1/4 SECTION 23, T. 23 N., R. 4 E., W.M. APN 7229500350 _ N5900" 1 9 DETAIL APN 2323049005 F 58'56 49, 70' R 50.00" APN 232304900 " 4 A= 1" 5('30* L=4,82' R=150.0 2. oe. DETAIL SCALE: 1" =20', - N86484311i 310,82" TO A r4, 2,5 2 4 EXHIBIT A LAKE TO SOUND TRAIL CITY OF TUKWILA INTERLOCAL AGREEMENT ")),, A.rr A 47 Attachment A Return Address: King County Department of Natural Resources & Parks Parks and Recreation Division 201 South Jackson Street, Room 700 Seattle, WA 98104-3855 EXHIBIT E Form of Bill of Sale QUITCLAIM BILL OF SALE Grantor: King County, a political subdivision of the State of Washington Grantee: The City of Tukwila, a municipal corporation of the State of Washington Legal Description (abbr.): SW 1/4, Sec. 13, Twn. 23, Rng. 4; SE 1/4, Sec. 14, Twn. 23, Rng. 4; NE '/ , Sec. 23, Twn. 23, Rng. 4. Assessor's Tax Parcel No.: 2323049001, 7229500360 and 1323049080. This Quit Claim Bill of Sale is made this day of , 20 between King County, a political subdivision of the State of Washington ("Grantor'), and the City of Tukwila, a municipal corporation of the State of Washington ("Grantee"), and collectively referred to as the "Parties." WITNESSETH: A. On , the City and the County entered into an Interagency Agreement in which the County agreed to fund and construct a portion of what is known as Segment A of the Lake to Sound Trail, a segment of trail traversing the Black River Riparian Forest crossing Monster Road SW and passing under the railroad tracks into Tukwila at Fort Dent Park. The portion of Segment A within the boundaries of the City, subject to the Interagency Agreement, is known as the "Project". B. The Interagency Agreement provides that, after construction of the Project by the County and recording of a Restrictive Covenant by the City requiring the property on which the trail was built to be used in perpetuity for a Regional Trail, the County will transfer to the City ownership of the Project improvements located on or within real property legally described in Exhibit A attached hereto and incorporated herein. C. All of the conditions and circumstances set forth in the Interagency Agreement for transfer of ownership of the Project improvements have been met. 48 Attachment A NOW THEREFORE, in consideration of the mutual covenants between the Parties recited herein, the receipt and adequacy of which is hereby acknowledged, Grantor hereby absolutely and unconditionally quitclaims, grants, sells, transfers, releases, confirms and delivers to Grantee, all of Grantor's right, title and interest in and to any and all Project improvements, fixtures, equipment, furnishings, and other tangible property owned by Grantor and located on the property described in Exhibit A, including, but not limited to the following and their components: curbing, catch basins, drains, inlets, piping, conduits, trenches, asphalt, concrete, signage, striping, electrical components, fencing, lighting, base materials, piles, boardwalks, bollards, markers, driveways, covers, frames, railings, retaining walls, rebar, wire fabric, and landscaping ("Improvements") The Grantor and Grantee agree that the transfer and sale of the Improvements is "as is where is" and that the Grantor makes no warranty nor representation express or implied regarding the fitness, quality, design and condition, capacity, suitability or performance of the Improvements. The Grantee agrees to release, protect, defend, indemnify and save harmless the Grantor, its officers, officials, and employees while acting within the scope of their employment as such, from any and all suits, costs, claims, actions, losses, penalties, judgments, and/or damages, of whatsoever kind ("Claims") relating to, arising out of, or in connection with or incident to the use by any person of the Improvements that occur on or after the effective date of this Quit Claim Bill of Sale. Dated this day of :kry ? GRANTOR: KING COUNTY BY: Its GRANTEE: CITY OF TUKWILA 49 Attachment A STATE OF WASHINGTON ) )SS. COUNTY OF KING ) I certify that I know or have satisfactory evidence that L -._ is the person who appeared before me, and said person acknowledged that signed this instrument, on oath stated that =- he _is authorized to execute the instrument and acknowledged it as the , _ } fo be the free and voluntary act of such party for the uses and purposes mentioned in the instrument. Dated: Notary Public in and for the State of Washington Residing at My appointment expires STATE OF WASHINGTON ) )SS. COUNTY OF KING ) I certify that I know or have satisfactory evidence that _ is the person who appeared before me, and said person acknowledged that instrument, on oath stated that he is authorized to execute the instrument and acknowledged it as the to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument. Dated: Notary Public in and for the State of Washington Residing at j My appointment exp es he signed this 50 Attachment A EXHIBIT A LAKE TO SOUND TRAIL CITY OF TUKWILA — WEST PARCEL AN AREA OF LAND LOCATED IN THE SOUTHEAST QUARTER OF SECTION 14 AND NORTHEAST QUARTER OF SECTION 23, TOWNSHIP 23 NORTH, RANGE 4 EAST, WILLAMETTE MERIDIAN, CITY OF TUKWILA, KING COUNTY, WASHINGTON AND BEING FURTHER DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHEAST CORNER OF SAID SECTION 14 (NORTHEAST CORNER SECTION 23); THENCE NORTH 88°48'43" WEST ALONG THE SOUTH LINE OF SAID SECTION 14 (NORTH LINE SAID SECTION 23) A DISTANCE OF 291.75 FEET TO A POINT ON THE WESTERLY LINE OF THE BURLINGTON NORTHERN SANTE FE RAILROAD AND THE TRUE POINT OF BEGINNING OF THE HEREIN DESCRIBED AREA OF LAND; THENCE NORTH 88°48'43" WEST ALONG SAID SOUTH LINE AND SAID WESTERLY RIGHT OF WAY LINE A DISTANCE OF 4.89 FEET; THENCE CONTINUING ALONG SAID WESTERLY RIGHT OF WAY LINE SOUTH 33°56'38" EAST A DISTANCE OF 36.72 FEET; THENCE LEAVING SAID WESTERLY RIGHT OF WAY LINE SOUTH 46°53'33" WEST A DISTANCE OF 139.49 FEET; THENCE SOUTH 56°58'02" WEST A DISTANCE OF 347.34 FEET; THENCE SOUTH 67°32'07" WEST A DISTANCE OF 319.68 FEET; THENCE NORTH 35°10'06" EAST A DISTANCE OF 308.58 FEET; THENCE NORTH 60°13'31" EAST A DISTANCE OF 284.13; THENCE NORTH 82°44'06" EAST A DISTANCE OF 123.32 FEET; THENCE NORTH 53°49'47" EAST A DISTANCE OF 120.52 FEET TO A POINT ON SAID WESTERLY RIGHT OF WAY LINE; THENCE SOUTH 33°56'38" EAST ALONG SAID WESTERLY RIGHT OF WAY LINE A DISTANCE OF 51.70 FEET TO THE TRUE POINT OF BEGINNING. CONTAINING 2.21 ACRES, MORE OR LESS 51 Attachment A UNE TABLE UNE NO. BEARING DIST. L1 N8848'431V 291.75 L2 N8648'43.E 4.89 L3 S33'56'381 36.72 L4 N5S49'47-E 120.52 L5 S33'56'381 51.70 / G APN 2323049001 77 77 v Parametrix 0 PROPOSED TRAIL APN 2323049001 FORT DENT PARK 1 0 0 1 " = 1 0 0 ' APN 7229500350 T.P.O.B. 14 23 EXHIBIT A LAKE TO SOUND TRAIL CITY OF TUKWILA-WEST PARCEL TOTAL AREA = 2.21 ACRES SECTION 14 & 23 T. 23 N., R. 4 E., W.M. 13 24 52 Attachment A EXHIBIT A LAKE TO SOUND TRAIL CITY OF TUKWILA — EAST PARCEL AN AREA OF LAND LOCATED IN THE SOUTHWEST QUARTER OF SECTION 13 TOWNSHIP 23 NORTH, RANGE 4 EAST, WILLAMETTE MERIDIAN, CITY OF TUKWILA, KING COUNTY, WASHINGTON AND BEING FURTHER DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHWEST CORNER OF SAID SECTION 13; THENCE NORTH 39°52'52" EAST A DISTANCE OF 199.59 FEET TO THE TRUE POINT OF BEGINNING OF THE HEREIN DESCRIBED AREE A OF LAND; THENCE ALONG A 523.68 FOOT RADIUS CURVE TO THE RIGHT THE CENTER OF WHICH BEARS SOUTH 64°21'39" EAST THROUGH A CENTRAL ANGLE OF 16°48'19" FOR AN ARC LENGTH OF 153.60 FEET TO A POINT ON THE SOUTHERLY LINE OF THE MONSTER ROAD SW RIGHT OF WAY; THENCE ALONG SAID SOUTHERLY RIGHT OF WAY LINE ON A 238.99 FOOT RADIUS CURVE TO THE LEFT THE CENTER OF WHICH BEARS NORTH 53°42'43" EAST THROUGH A CENTRAL ANGLE OF 36°24'20" FOR AN ARC LENGTH OF 151.85 FEET; THENCE SOUTH 74°10'49" WEST A DISTANCE OF 47.77 FEET; THENCE SOUTH 83°38'32" WEST A DISTANCE OF 60.86 FEET; THENCE ALONG A 668.29 FOOT RADIUS CURVE TO THE RIGHT THE CENTER OF WHICH BEARS NORTH 15°49'11" WEST THROUGH A CENTRAL ANGLE OF 8°49'23" FOR AN ARC LENGTH OF 102.91 FEET TO THE TRUE POINT OF BEGINNING. CONTAINING 11,088 SQUARE FEET (0.25 ACRES), MORE OR LESS 53 Attachment A 4 \ 23 APN 7229500320 APN 7229500330 PROPOSED TRAIL 4 APN 1423049008 4) T.P.O.B. APN 1323049080 \-, . • . S8338320.86'.'14 49"23., 9 g.-668.29' Parametrix TOTAL AREA = 11,088 SQUARE FEET SECTION 13 T. 23 N., R. 4 E., W.M. APN 2323049210 APN 7229500310 S7410'49161 47.77' EXHIBIT A LAKE TO SOUND TRAIL CITY OF TUKWILA - EAST PARCEL 54