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20151207000344
VALLEY VIEW SE AG 83.00
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GCOU
NTY, KING
WA
VALLEY VIEW SEWER DISTRICT
DEVELOPER EXTENSION AGREEMENT
THIS AGREEMENT is to be effective as of the 1 b day of /Jo vemkr. 0 ! , by
and between SEG 56th, LLC (the "Owner") and VALLEY '
VIEW SEWER DISTRICT, a municipal corporation of the State of Washington (the
"District").
RECITALS
A. The Board of Sewer Commissioners of the District operates a system of sewerage
for collection and treatment of sanitary sewerage in a portion of the District.
B. The Owner owns certain property legally described in Exhibit A, attached hereto
and by the reference made a part hereof (the "Property"), which is located at
14277 Tukwila International Boulevard, Tukwila, WA,
C. The Owner is willing to construct a system of sanitary sewer lines at Owner's
expense, pursuant to the terms of this Agreement, in order to connect the Property
to the District's existing system of sewerage along Tukwila International
Boulevard.
D. The construction of an intemal system of sewerage for the collection of sanitary
sewerage on the Property is consistent with the District's comprehensive plan.
E. As an initial step in providing sewage collection and treatment service to the
Property, certain improvements to the District's system must be constructed and
installed.
F. The improvements consist generally of furnishing and constructing (size and
footage) 300 if of 8-inch sanitary sewer lines and all
appurtenances necessary to comprise a complete system ready for operation (the
"Project").
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TERM AND CONDITIONS
IN CONSIDERATION of the mutual promises and performances provided
herein, the parties hereto for themselves, their assigns and successors in interest,
agree as follows:
1. Cash Deposit. Owner agrees to pay the District a cash deposit equal to One
Dollar and no/100 ($1.00) per each foot of main line sewer installed with a
minimum of Two Hundred Fifty Dollars and no/100 ($250.00) at the time of
the filing of this Agreement. This cash deposit shall be conditioned upon the
owner's strict compliance with the District's conditions and standards
contained herein and shall insure the District against any damage to the
existing sewer system as a result of the owner's failure to comply. This cash
deposit shall be in addition to the basic engineering and administrative fee and
the engineering, legal and administrative costs outlined in Section 6 below.
The cash deposit will be refunded to the owners one year after satisfactory
completion of the extension to the existing system, which completion shall be
signified by Section 10 below. In the event of the owner's failure to comply,
the District may exercise the right to irrevocably forfeit the total amount of the
cash deposit as liquidated damages.
The retention of such funds is in addition to and shall in no way limit the
owner's liability regarding the project guarantee as stipulated in the remainder
of the specification.
2. Permission to Construct Project. The District shall permit the Owner to
constrict and install the Project.
3. Standards of Construction. Construction and installation of the Project shall
be strictly in accordance with standards, rules and regulations of the District as
now in effect and as the same hereafter may be amended.
4. Submission of Schedule. Promptly after execution of this Agreement, the
Owner shall submit to the District a schedule regarding construction of the
Project.
5. Preparation and Review of Plans and Specifications. To insure that the
Project is designed to the satisfaction of the District, -its consulting engineer
shall review and approve in writing before work on the Project is commenced
the plans, specifications and drawings of the Project, which shall be prepared
by a licensed professional engineer of the Owner's choosing.
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6. Engineering, Legal and Administrative Costs. The Owner has paid to the
District a non-refundable Basic Engineering and Administrative fee for review
of the application for developer extension and initial services of the District
and its consulting engineers to determine the feasibility of the Project.
During the period of construction and installation of the Project, the
District shall submit monthly to the Owner a statement of charges for other
services of the Engineers pursuant to this Agreement, which statement shall be
equal to the statement submitted by the Consulting engineers to the District
Pursuant to the applicable fee arrangement for engineering services between the
District and the consulting engineers. The District shall also submit monthly to
the Owner during such period and until this Agreement has been fully
performed and the Project has been constructed and conveyed to the District, a
statement of charges for legal service, which statement shall be equal to the
statement submitted to the District by its attorneys, pursuant to the applicable
retainer resolution between the District and its attorneys, for all work performed
by its attorneys in connection with the preparation and performance of this
Agreement, including, but not limited to, participation in any pertinent '
administrative or court proceedings to which the District may become a party.
The Statement of charges shall include an amount equal to 15 percent of
the charges of the Engineers and the Attorneys for the administrative coast to
the District of handling such statement of charges and all out-of-pocket costs of
the District attributable to the Agreement. The Owner shall pay any statement
of charges within ten days of receipt. Statements not paid in full within ten.
days shall be deemed delinquent and shall accrue interest at the rate of 12
percent per annum from the date of delinquency.
The District shall have the right to commence, appear in or defend any
action or proceeding affecting the rights of the parties, and shall have the right
to pay necessary expenses, including the costs of engineering and legal
services, subject to reimbursement by the Owner in the manner provided in this
Agreement.
7. Connection Charges and Fees. Before issuance of a side sewer permit for
connection of any Project sewer lines to the District's sewer system, the
Owner shall pay all stub, trunkage, connection, latecomer and permit fees
which may be due for the project and the Property. The fees and charges shall
be calculated in accordance with the number of actual and planned building.
units at the time the Project is accepted by the District.
No other property of the Owner in the vicinity of the Property shall be
connected to the District's sewer system until a contract providing for the
connection has been entered into with the District.
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8. Commencement of the Project. In addition to any other requirements of this
Agreement and before construction of the Project is commenced, the Owner
shall take the following action:
(a) Obtain District approval of it contractor in accordance with the
qualification requirements of applicable law and the District's
Administrative Code.
(b) Obtain and file evidence acceptable to the District of a policy of
comprehensive general liability insurance for the work being performed
under this Agreement. The policy must provide minimum coverage of
$1,000,000 for bodily injury, including death, and property damages per
occurrence.
The District shall be named as an additional insured under the policy
maintained in full force and effective during the period of construction and
installation.
(c) Obtain or cause to be obtained all applicable permits and approvals at
Owner's expense for agencies of Cities, King County and the State of
Washington.
(d) File with the District executed copies of any easements, in a form
acceptable to the district, obtained for property located outside the
boundaries of the Property but within the boundaries of the District.
(e) Give the District one week's written notice before commencing
construction of the Project.
If construction or installation of any part of the Project will occur in a
public right-of-way under franchises or permits obtained by the District
or for which the District is responsible, provide to the District a
restoration performance bond executed by the Owner and a surety
company acceptable to the District, substantially in the form of the
restoration performance bond attached to this Agreement, in the sum of
$10,000 or fifty percent (50%) of the estimated cost of that part of the
project to be constructed or installed in the right-of-way, whichever is
greater. The restoration performance bond shall be conditioned upon
the Owner's (I) replacing, repairing and restoring the public right-of-
way in as good a condition as it was immediately before the right-of-
way was entered upon for construction of the Project, and correcting
and repairing any defects appearing or developing in the materials or
workmanship provided in such replacement, repair and restoration
within a period of one year after the date of acceptance of the Project by
the district; and (2) indemnifying and holding harmless the District from
any damage or expense by reason of the failure of such performance.
(f)
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Obtain approval and acceptance of the construction and installation of
the project by the District.
(b) Pay for engineering and legal services and administrative, out-of-pocket
and other applicable fees and charges, as provided herein.
(c) Satisfy and release all liens and encumbrances for labor, materials and
taxes relating to the Project.
(d) Convey without cost to the District easements and rights -of —way, in
location, width and form acceptable to the District, for all Project sewer
lines, with the right of ingress and egress for maintenance, operation,
repair and replacement.
(e) Obtain for the District such other easements, in form acceptable to. the
District, as are found by the District to be necessary to gain access to the
Project.
(f) By warranty bill of sale, substantially in the form of the Warranty Bill
of Sale attached to this Agreement, Convey the Project to the District
free and clear of all liens or encumbrances. The Owner's conveyance of
the Project to the District shall be completed before the Owner sells or
contracts to sell the Property or any portion thereof.
Upon request of the District, provide to the District a title report
concerning any easement of right-of-way that will be conveyed to the
District.
(h) When the Project is accepted by the District, provide to the District a
maintenance bond executed by the Owner and a surety company
acceptable to the District, substantially in the form of the maintenance
9. Inspection. The Owner shall permit the District and the Engineers to inspect
the construction and installation of the Project, both visually before any pipe is
covered and by test upon final completion, before connection is made to the
District's sewer system. The District and the Engineers shall have authority to
reject any construction and installation not conforming to the approved design
of the Project and the requirements, of this Agreement. The District and the
Engineers further shall have authority to reject any construction and
installation that conforms to the approved design of the Project, but does not
function properly, in the opinion of the District and the Engineers. An
example of improper functioning is back-up of sewer in the line due to
inadequate slope of the line. The determination of the District and the
Engineers shall be final.
10. Completion of the Project. Subject to any applicable state or local
requirements. the Owner shall take the following action to receive the
following approvals before the Project its connected to the District's sewer
system:
(a)
(g)
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(i)
bond attached to this agreement, in an amount prescribed by the District
but not to exceed 50 percent of the cost of the project. The maintenance
bond shall be conditioned upon (1) repairing and correcting any defects
appearing or developing in the materials or workmanship provided in
the construction and installation of the Project by the District: (2)
repairing and correcting any improper functioning or condition caused
by or occurring within the Project, even though the project was
constructed and installed in accordance with the approved plans,
specifications and drawings of the Project, within a period of one year
after the date of acceptance of the Project by the District; and (3)
indemnifying and holding harmless the District from any damages or
expenses by reason of the failure of such performance.
Deliver to the District an original Mylar & CAD disk as -built set of
plans for the Project, including all side sewer connections.
(j) Deliver to the District two final copies of the plat of the Property.
I I . District Authority; Delinquencies. The Owner shall be subject to all
standards, rules and regulations of the District as now in effect and as the same
hereafter may be amended. In the event of delinquency in the payment of any
rates, charges or assessments imposed by the District, the Owner shall be
subject to the lien and foreclosure provisions of the laws of the State of
Washington and the rules, regulations and resolutions of the District pertaining
to property served by the District.
12. Indemnification. The Owner shall indemnify, defend and hold harmless the
District, its officers, agents and employees from all suits, claims or liabilities
of any nature including attorneys' fees, costs and expenses, for or on account
of injuries or damages sustained by any persons or property resulting form
negligent (sole or concurrent) acts or omissions of the Owner, its agents or
employees under this Agreement or in connection with work performed under
this agreement. If suits in respect to the above is filed, the Owner shall appear
and defend the suit at its own cost and expense, and if judgment is rendered or
settlement made requiring payment of damages by the District, its officers,
agents or employees, the Owner shall pay the same.
13. Contractual Relationship; Assignment. This Agreement does not constitute
the Owner as the agent or legal representative of the District for any purpose
whatsoever. The Owner is not granted any express or implied right or
authority to assume or create any obligation or responsibility on behalf of or in
the name of the District or to bind the District in any manner or thing
whatsoever. The Owner shall not assign this Agreement without the prior
written consent of the District.
14. Utility Local Improvement Districts: Connection of Additional Property.
If any utility local improvement district ("ULID") is proposed to pay all or a
part of the coast of constructing sewers that serve or benefit all or a part of the
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Property, the Owner, its heirs, representatives, assigns and successors in
interest agree that they will sign any petition to form the ULID and will not
protest or object tot eh formation of the ULID. If the District constructs
additional sewer lines and facilities within or serving the property, nothing in
this Agreement shall prevent the District from Levying special assessments
against any of the Property for the cost of the sewers and the extent of the
benefit there from. After conveyance to the District of the Project, additional
property may be permitted to connect to it under such terms and condition as
the District in its sole discretion may determine.
15. Time of Essence; Termination for Nonpayment; Notices. Time is of the
essence of this Agreement. If any payment is not timely made by the Owner,
this Agreement, or any performance related to the payment, may be terminated
by the District at its option upon ten days' written notice to the Owner. All
notices and payments shall be made atthe following addresses, Unless
otherwise provided for in writing:
Valley View Sewer District
3460 S 148th St, Ste 100
PO Box 69550
• Seattle, WA 98168-9550
16. Delay in Completion. The Project shall be completed and accepted on or
before Ft bt.ae y 20 /6 . If the Projects is not completed and
accepted on or before that date, the Owner's rights under this Agreement shall
cease and no sanitary sewer service shall be connected to the Project unless
and until the District finds that the Project is substantially under way and the
Owner executes a new agreement with the District or the District consents to a
renewal of this Agreement. Any new agreement or renewal of this Agreement
shall be subject to the resolutions, rules, regulations and policies of the District
in effect at the time of such new agreement or renewal of this Agreement.
17. No Third Person Shall Have Any Rights Hereunder. This Agreement is
made only for the benefit of the District and the Developer and successors in
interest and no third person or party shall have any rights hereunder whether
by agency or third -party beneficiary or otherwise.
18. Applicable Law; Venue. This Agreement shall be construed and interpreted
in accordance with the laws of the State of Washington. The Venue of any
action brought under this Agreement shall be in the Superior Court for King
County.
i9. Recordation; Binding Effect. This Agreement shall be recorded in the
Records and Elections Division, King County, Washington, and shall
constitute an easement and servitude upon the Property, which the Owner
warrants it now owns and shall be bindi.ng upon the parties, their heirs,
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representatives, assigns and successors in interest. The cost of such recording
shall be paid by the Owner.
20. Attorneys' Fees. If the District or the Owner commences any legal action
relating to this Agreement, the prevailing party shall be entitled, in addition to
all other amounts to which it is otherwise entitled by this Agreement, to its
reasonable attorneys' fees and costs, including those incurred on appeal.
21. Amendments. The parties expressly reserve the right to modify this
Agreement, from time to time, by mutual agreement. No modification or
amendment of the provisions of this Agreement shall be effective unless in
writing and signed by authorized representatives of the parties.
22. Remedies Cumulative. Rights under this Agreement are cumulative. The
failure to exercise on any occasion any right shall not operate to forfeit the
right on another occasion. The use of one remedy shall not be taken to exclude
or waive the right to use another.
23. Invalidity of Particular Provisions. Should any term, provision, condition or
other portion of this Agreement or the application thereof be held to be
noperative, invalid or enforceable, the remainder of this Agreement or the
application of the term or provision to persons or circumstances other than
those to which it is held invalid or unenforceable shall not be affected'' thereby
and shall continue in full force and effect.
24. No Waiver. No waiver of full performance by either party shall be construed,
or operate, as a waiver of any subsequent default or breach of any of the terms,
covenants or conditions of this Agreement.
25. Previous Agreements Superseded. The terms and conditions of this
Agreement supersede the Terms, obligations and conditions of any existing or
prior agreement between the parties regarding the subject matter of this
Agreement.
26. Entire Agreement. This Agreement, including the attached exhibits, contains
all of the covenants, promises, agreements, and conditions, either oral or
written, between the parties.
27. fOptional] Latecomer Reimbursement. if any property within the area
described in Exhibit B, attached hereto and by this reference made a part
hereof, is connected to the Project within a period of fifteen years from the
effective date of this Agreement, the owners of such property, prior to making
such connection, shall pay to the District a pro rata share of the costs of the
Project, without adjustment for inflation or accrual of interest. The costs of the
Projects shall be the total of the costs listed on the warranty bill of sale for the
Project. Prior to submission of the warranty bill of sale, the Owner shall
provide to the District a summary of the costs of the Project, together with
copies of invoices and documents verifying such costs. The amount of
reimbursement for any connection shall be computed as follows:
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Within sixty days after receipt, the District shall pay such reimbursements to
the Owner, its assigns, or successors in interest ("Owner or assigns"). The duty
of the District to pay such reimbursements to the Owner or assigns shall be
conditioned upon the Owner or assigns notifying the District, on or before
every two-year anniversary of the date of this Agreement, of the current name,
street address, telephone number and email address of the Owner or assigns. If
the Owner or assigns fail to comply with this notification requirement within
sixty days of the applicable anniversary date, then the District may retain any
such reimbursements made thereafter to the District. Upon receipt of a
reimbursement, the District shall send a notice to the Owner or assigns, at the
last reported name and street address, stating that the District shall retain such
reimbursement unless the Owner or assigns claims the reimbursement by
written response to the District within thirty days of the date of the notice. The
written response shall resume the requirement to provide the notice to the
District on or before every two-year anniversary date of this Agreement.
Its
VALLEY3lIEW SE%,ER-DIS
By:
Chairm
By:
Secrete Co i io
By: [/
Vice Chairman / Commissioner
20151207000344.009
STATE OF WASHINGTON )
) ss.
COUNTY OF KING )
Har Kes-loci
1 certify that I know or have satisfactory evidence that
is the person who appeared before me, and said person acknowledged that
kt signed this instrument, on oath stated that IALwas authorized to
execute the instrument and cknowledged it as the of
to be the free and v` kl fi pch corporation for the uses and purposes
mentioned in the in`strur ent a
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STATE OF WASHINGTON )
COUNTY OF KING )
ss.
I certify that 1 know or have satisfactory evidence thatPj;i T1 (,,jest
Is the person who appeared before me, and said person acknowledged that he
signed this instrument, on oath stated that he was authorized to execute the
instrument and acknowledged it as the Chairman of The Board of Sewer
Commissioners of Valley View SewerDistrict to be the free and voluntary act
of such parties for the uses and purposes mentioned in the instrument.
N t!• Date na)evi4D.3, DI 5.
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STATE OF WASHINGTON )
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I certify that I know or have satisfactory evidence that -Paw, 62241er
its the person who appeared before me, and said person acknowledged that he
signed this instrument, on oath stated that he was authorized to execute the
instrument and acknowledged it as the Secretary of The Board of Sewer
Commissioners of Valley View Sewer District to be the free and voluntary act
of such parties for the e.aattd purposes mentioned in the instrument.
tit it
Dated ci l„.2')t5—
Notary Public in and for the Stang of
Washington, residing at G-e
My Appointment Expires fS,,p Zu1$
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20151207000344.011
STATE OF WASHINGTON )
) ss.
COUNTY OF KING )
1 certify that I know or have satisfactory evidence that kk,vr 1 'flC&sL
Is the person who appeared before me, and said person acknowledged that he
signed this instrument, on oath stated that he was authorized to execute the
instrument and acknowledged it as the Vice -Chairman of The Board of Sewer
Commissioners of Valley View Sewer District to be the free and voluntary act
of such parties for t%kisetmg purposes mentioned in the instrument.
.�y �EEIV 0.1141
�gsioa''ti �Dated
.S �,� AU91�G __ Z Notary Public in and for the State of
-sr '4 r-p3.it ,�� = Washington, residing at Sp y
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