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Home My WebLink AboutCOW 2024-12-09 Item 4A / 5A - Public Hearing - Ordinance Extending Term of Tukwila South Development Agreement with Segale Properties (Expiring 6/23/24)COUNCIL AGENDA SYNOPSIS nitiais Meeting Date Prepared by Mayor's review Council review 7/01/24 AY 12/09/24 DCS ITEM INFORMATION ITEM No. 4.A. 5.A. STAFF SPONSOR: N. GIERLOFF ORIGINAL AGENDA DATE: 7/1/24 AGENDA ITEM TITLE Tukwila South Development Agreement Six -Month Extension CATEGORY ® Discussion Mtg Date 12/9/24 ❑ Motion Mtg Date ❑ Resolution Mtg Date ® Ordinance Mtg Date 12/9/24 ❑ Bid Award Mtg Date ® Public Hearing Mtg Date 12/9/24 ❑ Other bltg Date SPONSOR ❑ Council ® Mayor ❑ Adtnin Svcs ® DCD ❑ Finance ❑ Fire ❑ P&R ❑ Police ❑ PW SPONSOR'S SUMMARY The 2009 Development Agreement governing the Tukwila South subarea expires on December 22, 2024. Segale Properties has requested a six month extension. Council is being asked to hold a public hearing and approve an ordinance authorizing an amendment agreeing to the six month extension. REVIEWED BY ❑ Trans&Infrastructure Svcs ❑ Community Svcs/Safety ❑ Finance & Governance ❑ Planning & Community Dev. ❑ LTAC DATE: N/A ❑ Arts Comm. ❑ Parks Comm. ❑ Planning Comm. COMMITTEE CHAIR: N/A RECOMMENDATIONS: SPONSOR/ADMIN. Mayor's Office/Department of Community Development Comm I"I EE COST IMPACT / FUND SOURCE EXPENDITURE REQUIRED So AMOUNT BUDGETED $o APPROPRIATION REQUIRED $o Fund Source: N/A Comments: N/A MTG. DATE RECORD OF COUNCIL ACTION 7/1/24 Briefing and Discussion 12/9/24 MTG. DATE ATTACHMENTS 12/9/24 Informational Memorandum dated 12/2/24 Proposed Ordinance Proposed Fourth Amendment to Development Agreement 1 2 City of Tukwila Thomas McLeod, Mayor INFORMATIONAL MEMORANDUM TO: City Council FROM: Marty Wine, City Administrator BY: Nora Gierloff, Director of Department of Community Development Brandon Miles, Director of Strategic Initiatives and Government Relations Derek Speck, Economic Development Administrator CC: Mayor McLeod DATE: December 2, 2024 SUBJECT: Tukwila South Development Agreement Six -Month Extension ISSUE The 2009 Development Agreement governing the Tukwila South subarea is due to expire this month. The purpose of this item is to authorize a six-month extension. BACKGROUND The 2009 Tukwila South Development Agreement will expire on December 22, 2024. Earlier this year, Segale Properties requested a fifteen -year extension of the current agreement. On July 1, 2024, staff briefed the City Council on that request and has since been negotiating with Segale Properties on terms for a new development agreement. Staff anticipates bringing a proposed new development agreement to Council for consideration in the first quarter of 2025. Segale Properties has requested the current development agreement be extended for six months so that it remains in effect until a new agreement is in place. DISCUSSION Staff supports extending the current development agreement for six months. FINANCIAL IMPACT This item has no impact on the city's budget. RECOMMENDATION The Council is being asked to approve the ordinance and consider this item at the December 9, 2024 Committee of the Whole meeting and subsequent December 16, 2024 Regular Meeting. ATTACHMENTS Draft Ordinance Proposed Fourth Amendment to Development Agreement for the Tukwila South Development 3 4 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF TUKWILA, WASHINGTON, EXTENDING THE TERM OF A DEVELOPMENT AGREEMENT BETWEEN THE CITY OF TUKWILA AND SEGALE PROPERTIES LLC AND ITS SUCCESSORS FOR THE TUKWILA SOUTH DEVELOPMENT FOR SIX MONTHS; PROVIDING FOR SEVERABILITY; AND ESTABLISHIN AN EFFECTIVE DATE. WHEREAS, the "Tukwila South Project" comprises approximately 512 acres of real property, and Segale Properties LLC and its successors owns or controls approximately 503 of those acres, which is known as the "Tukwila South Property;" and WHEREAS, on June 8, 2009, the City of Tukwila passed Ordinance No. 2233, which adopted the Development Agreement by and between the City of Tukwila and Segale Properties LLC (formerly known as La Pianta LLC) (the "Original Agreement") regarding the Tukwila South project; and WHEREAS, the Original Agreement was revised five times, with the First and Third Amendments recorded at King County recording nos. 20100726001101 and 20140624000980, and two Addenda recorded at King County recording nos. 20130228000691, and 20130228000692, and the Second Amendment, dated November 20, 2012, which remains unrecorded; and WHEREAS, MAS TUKWILA LLC, a Washington limited liability company ("Mas Tukwila"), LIT INDUSTRIAL LIMITED PARTNERSHIP, a Delaware limited partnership ("LIT Industrial"), H&H ANDOVER PARK, LLC, a Washington limited liability company ("H&H Andover Park") and CONTINENTAL MILLS, INC., a Washington for profit corporation ("Continental Mills") (collectively, "Successors") have each acquired certain parcels subject to the Original Agreement; and WHEREAS, the City of Tukwila owns real property operated as Fire Station 51, located at 17951 Southcenter Parkway, Tukwila, Washington 98188 (King County parcel nos. 3523049008 & 3523049040 (shown as vacant)) within the Tukwila South project area, which 2024 Legislation: Extending Tukwila South Development Agreement Version: 11/18/2024 Staff: N. Gierloff; D. Speck Page 1 of 3 5 Segale Properties dedicated to the City pursuant to a Fire Facilities Agreement (Contract No. 14-065); and WHEREAS, under Section 5.2.3 of the Development Agreement, the Tukwila South Project's vesting of development regulations applies for fifteen (15) years from the effective date of the annexation of the Tukwila South Property to the City of the Tukwila (the "Term" of the Development Agreement); and WHEREAS, the effective date of the annexation of the Tukwila South Property to the City of Tukwila was June 20, 2009, such that the Term of the Original Agreement, as revised, expires on December 22, 2024; and WHEREAS, the City of Tukwila, Segale Properties LLC, and its successors have agreed to a six-month extension of the Term of the Original Agreement, as revised, which extension also applies to Section 5.2.3 of the Original Agreement, Scope of Vesting; and WHEREAS, pursuant to RCW 36.70B.200 and TMC 18.86.050, a public hearing was held for this ordinance on December 9, 2024; NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF TUKWILA, WASHINGTON, HEREBY ORDAINS AS FOLLOWS: Section 1. Extension of Development Agreement Term. The Term of the Development Agreement between the City of Tukwila, Segale Properties LLC, and its successors, as approved by Or ce 2233 and as subsequently revised, shall be extended by six (6) months aki g the new expiration date of the Development Agreement June 23, 2025 as set forth in the attached "Fourth Amendment to Development Agreement for t ukwila South Development," a copy of which is attached hereto as "Exhibit A" and by this reference fully incorporated herein. Section 2. Corrections by City Clerk or Code Reviser Authorized. Upon approval of the City Attorney, the City Clerk, and the code reviser are authorized to make necessary corrections to this ordinance, including the correction of clerical errors; references to other local, state or federal laws, codes, rules, or regulations; or ordinance numbering and section/subsection numbering. Section 3. Severability. If any section, subsection, paragraph, sentence, clause or phrase of this ordinance or its application to any person or situation should be held to be invalid or unconstitutional for any reason by a court of competent jurisdiction, such invalidity or unconstitutionality shall not affect the validity or constitutionality of the remaining portions of this ordinance or its application to any other person or situation. Section 4. Effective Date. This ordinance or a summary thereof shall be published in the official newspaper of the City and shall take effect and be in full force five (5) days after passage and publication as provided by law. PASSED BY THE CITY COUNCIL OF THE CITY OF TUKWILA, WASHINGTON, at a Regular Meeting thereof this day of December 2024. 2024 Legislation: Extending Tukwila South Development Agreement Version: 11/18/2024 Staff: N. Gierloff; D. Speck Page 2of3 6 ATTEST/AUTHENTICATED: Andy Youn, City Clerk Thomas McLeod, Mayor APPROVED AS TO FORM BY: Filed with the City Clerk: Passed by the City Council: Published: Effective Date: Ordinance Number: Office of the City Attorney Attachment: Exhibit A — Fourth Amendment to DevelopAgreement 2024 Legislation: Extending Tukwila South Development Agreement Version: 11/18/2024 Staff: N. Gierloff; D. Speck Page3of3 7 8 When Recorded Return to: Nancy Bainbridge Rogers Cairncross & Hempelmann, P.S. 524 Second Avenue, Suite 500 Seattle, WA 98104-2323 FOURTH AMENDMENT TO DEVELOPMENT AGREEMENT FOR THE TUKWILA SOUTH DEVELOPMENT Reference Number(s) of Documents assigned or released: 20100726001100; 20100726001101; 20130228000691; 20130228000692; and 20140624000980 Grantor: SEGALE PROPERTIES LLC, a Washington limited liability company MAS TUKWILA LLC, a Washington limited liability company LIT INDUSTRIAL LIMITED PARTNERSHIP, a Delaware limited partnership H&H ANDOVER PARK, LLC, a Washington limited liability company CONTINENTAL MILLS, INC., a Washington for profit corporation Grantee: CITY OF TUKWILA, a non -charter, optional code Washington municipal corporation Abbreviated Legal: N/A Tax Parcel Nos.: 870021-0050; 870021-0100; 870021-0130; 870040-0230; 870040-0180; 870040-0070; 870040-0120; 870040-0170; 870021-0040; 870021-0090; 032204-9062; 870040-0240; 870040-0190; 870040-0082; 870040-0130; 870040-0010; 870021-0030; 870021-0080; 870040-0200; 870040-0250; 870040-0040; 870040-0090; 870040-0140; 870040-0020; 870021-0020; 870021-0110; 870040-0210; 870040-0260; 870040-0050; 870040-0100; 870040-0150; 870040-0030; 870021-0010; 870021-0120; 870040-0220; 870040-0270; 870040-0060; 870040-0110; 870040-0160; 352304-9109 1 9 FOURTH AMENDMENT TO DEVELOPMENT AGREEMENT FOR THE TUKWILA SOUTH DEVELOPMENT THIS FOURTH AMENDMENT TO THE DEVELOPMENT AGREEMENT (the "Fourth Amendment") is made and entered into this day of December, 2024, by and between the CITY OF TUKWILA, a non -charter, optional code Washington municipal corporation ("City"), SEGALE PROPERTIES LLC, a Washington limited liability company ("Segale"), MAS TUKWILA LLC, a Washington limited liability company ("Mas Tukwila"), LIT INDUSTRIAL LIMITED PARTNERSHIP, a Delaware limited partnership ("LIT Industrial"), H&H ANDOVER PARK, LLC, a Washington limited liability company ("H&H Andover Park") and CONTINENTAL MILLS, INC., a Washington for profit corporation ("Continental Mills") (together, the "Parties"). I. RECITALS WHEREAS, on June 10, 2009, the City and Segale (formerly known as La Pianta LLC) entered a Development Agreement (the "Original Agreement") regarding the Tukwila South project, then comprising approximately 512 acres of real property, and recorded the Original Agreement at King County recording no. 20100726001100, and the Original Agreement was revised five times, with the First and Third Amendments recorded at King County recording nos. 20100726001101 and 20140624000980, and two Addenda recorded at King County recording nos. 20130228000691 and 20130228000692, and the Second Amendment, dated November 20, 2012, which remains unrecorded. WHEREAS, Mas Tukwila, LIT Industrial, H&H Andover Park, and Continental Mills have each acquired certain parcels subject to the Original Agreement. WHEREAS, the Original Agreement, as revised, is set to expire on December 22, 2024, and all Parties wish to enter a six-month extension. NOW, THEREFORE, in consideration of the mutual promises set forth herein and the long-term benefit to the Parties, the Parties hereby agree as follows: II. AGREEMENT 1. The first sentence of Section 9.13 of the Original Agreement is hereby amended to read: "The Term of this Agreement is extended to June 23, 2025." The Parties agree the June 23, 2025 expiration date also applies to Section 5.2.3, Scope of Vesting. [signature pages to follow] 2 10 CITY OF TUKWILA, a Washington municipal corporation By: Name: Thomas McLeod Its: Mayor Date: ATTEST: City Clerk APPROVED AS TO FORM: City Attorney STATE OF WASHINGTON ) ) ss. COUNTY OF KING ) On this day personally appeared before me , to me known to be the mayor of CITY OF TUKWILA, a Washington municipal corporation that executed the within and foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said Washington municipal corporation for the uses and purposes therein mentioned, and on oath stated that is authorized to execute said instrument. 2024. GIVEN under my hand and official seal this day of (Print name of notary) NOTARY PUBLIC in and for the State of Washington, residing at My commission expires 3 11 SEGALE PROPERTIES LLC, a Washington limited liability company By: Metro Land Developme , nc. Its: Manager By: Name: Mark A. Seg Its: President Date: Cl/26/2 STATE OF WASHINGTON ) ) ss. COUNTY OF KING ) On this day personally appeared before me Mark A. Segale, to me known to be the person who signed as President of Metro Land Development, Inc., the manager of SEGALE PROPERTIES LLC, a Washington limited liability company, that executed the within and foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said limited liability company, for the uses and purposes therein mentioned, and on oath stated that said individual is authorized to execute said instrument. GIVEN under my hand and official seal this 24 day of 4C»fm,2024. 1 BRITTANY MICHELLE WAXMAN Notary Public State of Washington Commission # 23010404 My Comm. Expires Apr 26, 2027 0 Iimirwmes 1 / jrl iw i"f►iWI(1 (Print name of notary) NOTARY PUBLIC in and for the State of Washington, residing at 5gailigi 049 My commission expires Vi26/,.2Q.27' 12 4 MAS T KWILA LLC, a Wp.'�ngton limited liability company By: / Brett Jaco..en Manager Date: �1 . 2' ' -Lt STATE OF WASHINGTON ) ) ss. COUNTY OF KING ) On this day personally appeared before me BRETT JACOBSEN, to me known to be a manager of the MAS TUKWILA Limited Liability Company, the limited liability company that executed the within and foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said limited liability company, for the uses and purposes therein mentioned, and on oath stated that said individual is authorized to execute said instrument. GIVEN under my hand and official seal this Angela eano Notary Public State of Washington My Appointment Expires 812112027 Commission Number 23026425 day of �� , 2024. IN a ak^ —TeA (Print name offnotary) NOTARY PUBLIC in and for the State of Washington, residing at My commission expires 5 13 LIT INDUSTRIAL LIMITED PARTNERSHIP, a Delaware limited partnership By: LIT Holdings GP, LLC, a Delaware limited liability company Its: General Partner 1a on C 4Id n Bypayton onklin (Nov 22, 2024 06:58 PST) Name:Dayton Conklin Its: SVP Date: 27—Nov-2024 STATE OF TZ-00-15 ) ss. COUNTY OF D C'z 1`l - ) On this days pe sonally appeared before me D C3� ort.. COrMirto me known to be a 9s"\\Cr; L4Ce 2eSt&-ciof LIT Holdings GP, LLC, a ❑elab'are limited liability company, the general partner of LIT INDUSTRIAL LIMITED PARTNERSHIP, a Delaware limited partnership that executed the within and foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said limited partnership, for the uses and purposes therein mentioned, and on oath stated that said individual is authorized to execute said instrument. std GIVEN under my hand and official seal this . day of 'Oe_cp p , 2024. ,•+`"rp�'�.� RriiTTANY MCCARTHY z.. �•� s• I ::;,pry 'r'ub!ic, State of Texas Comm. Expires 10-07-2028 Notary ID 135120198 t 1CCrA(4 (Print name 'df notary) c NOTARY PUBLIC in and for the State of Tic$ residing at �c�11cti6 My commission expires icy 7 C�a� 1 a 6 14 H&H ANDOVER PARK, LLC, a Washington limited liability company By: Peter Hollomon Director Date: 2- i2.' f STATE OF WASHINGTON SS. COUNTY OF KING ) On this day personally appeared before me PETER HOLLOMON, to me known to be a member of the H&H ANDOVER PARK Limited Liability Company, the limited liability company that executed the within and foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said limited liability company, for the uses and purposes therein mentioned, and on oath stated that said individual is authorized to execute said instrument. ifd GIVEN under my hand and official seal this .2 day of °°°°$�INA8' r °° d4da, eteelki , 2024. ��audua T / M:�e (Print name of notary) NOTARY PUBLIC in and for the State of Washington, residing at 4Cl/'v't', Ld— My commission expires r . c y 7 15 CONTINENTAL MILLS, INC., a Washington for profit corporation By: Robert Dilworth CFO Date: _G. 3/AL( ) ) ss. COUNTY OF KING ) STATE OF WASHINGTON On this day personally appeared before me ROBERT DILWORTH, to me known to be CFO of CONTINENTAL MILLS, INC., the corporation that executed the within and foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and on oath stated that, is authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said corporation. GIVEN under my hand and official seal this VilJJ day of VttflfltV 2O2i- , 2024. ASHLEY SUSANNA NYAL HENDERSON Notary Public State of Washington Commission # 20103646 My Comm. Expires Feb 25, 2028 (Print name of notary) NOTARY PUBLIC in and for the State of Washington, residing at ttNA' Wk.]COANIChiiai Milli( f,. My commission expires 111.4 (Vb 16 8