HomeMy WebLinkAbout92-148 - Southcenter Joint Venture / Metro - Southcenter Mall Tri-Party Agreement92-148
Council Approval 1.2/2/91
#350/PJP
121391
TRI -PARTY AGREEMENT
This Tri -Party Agreement ("Agreement") is made and entered
into as of the Ny day of
199X, by and
among SOUTHCENTER JOINT VENTURE, an Ohio general partnership
("Southcenter"), the MUNICIPALITY OF METROPOLITAN SEATTLE, a
Washington municipal corporation ("Metro"), and the CITY OF
TUKWILA, a Washington municipal corporation (the "City").
RECITALS
WHEREAS, Connecticut General Life Insurance Company ("CG")
is the fee title owner and Southcenter is the ground lessee of
that certain parcel of land located at the intersection of
Strander Boulevard and Andover Park West, in the City of
Tukwila, King County, Washington, the legal description of
which is set forth on Exhibit A attached hereto and
incorporated herein by reference, which parcel is improved with
certain buildings and other improvements commonly known as
"Southcenter Shopping Center" (collectively the "Mall
Property"); and
WHEREAS, in order to satisfy certain requirements imposed
by the City in connection with Southcenter's proposed expansion
of Southcenter Shopping Center to mitigate the impact of such
expansion on transportation in the area of the Mall Property,
Southcenter, Metro and the City have agreed to cooperate in the
construction and maintenance .of a public bus stop on the
easterly portion of the Mall Property along Andover Park West,
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which shall include the widening of Andover Park West for bus
pull-out lanes, the construction and maintenance of public bus
shelters and the installation of a traffic signal at the
intersection of Andover Park West and Baker Street; and
WHEREAS, Southcenter has agreed to construct and maintain
public sidewalks along the southerly and easterly portions of
the Mall Property in connection with the foregoing mitigation
improvements in order to satisfy future sidewalk installation
requirements of the City (the said bus stop, road widening, bus
shelter and sidewalk improvements being collectively called the
"Project"); and
WHEREAS, Southcenter, Metro and the City desire to set
forth their respective rights and responsibilities with respect
to the Project.
NOW, THEREFORE, in consideration of the mutual covenants
and conditions contained herein, and other valuable
consideration, the mutual receipt and sufficiency of which is
hereby acknowledged by the parties to this Agreement,
Southcenter, Metro and the City agree as follows:
1. Design and Construction of Bus Pull -Out. Southcenter
shall cause the widening of Andover Park West with the
construction of a bus pull-out (the "Bus Pull -Out") in
accordance with those certain plans and specifications prepared
by Center Ridge Design Services, Inc., dated May 24, 1991,
revised July 23, 1991 .and designated as Plans C-1, C-2, C-3 and
C-4 (the "Bus Pull -Out Plans"). The construction of the Bus
Pull -Out shall include the pouring of footings for the Shelters
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described in Paragraph 4 below, the widening of Andover Park
West, the demolition of existing and the installation of new
curb and gutter, the relocation of certain utilities, the
construction of certain sidewalks, and the installation of
landscaping, all as shown on the Bus Pull -Out Plans.
Southcenter shall submit bids for the Bus Pull -Out to Metro for
approval of the contractor to whom the work is awarded and the
price therefor, which approval shall not be unreasonably
withheld. Southcenter shall be authorized to issue change
orders for such work without Metro's approval provided that no.
change order exceeds $1,000 and all such change orders do not
exceed, in the aggregate, $10,000. Within thirty (30) days
following completion of such construction and submission of an
invoice by Southcenter to Metro, Metro shall reimburse
Southcenter for all costs and expenses incurred by Southcenter
in the construction of the Bus Pull -Out; provided, however,
that the costs and expenses to be reimbursed by Metro pursuant
to Paragraphs 1 and 3 hereof shall not exceed, in the
aggregate, $230,000. Metro and the City acknowledge and agree
that each has reviewed and approved the Bus Pull -Out Plans.
2. Design and Construction of Sidewalks. Southcenter, at
its sole cost and expense, shall cause to be constructed public
sidewalks (the "Sidewalks") on the Mall Property along Andover
Park West' and Strander Boulevard in accordance with those
certain Site Development Plans prepared by Center Ridge Design
Services, Inc., dated March 13, 1991, revised July 25, 1991 and
approved by the City's Board- of Architectural Review (the
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"Sidewalk Plans"). The Sidewalks constructed hereunder shall
not include the sidewalks constructed pursuant to the Bus
Pull-Out Plans.
3. Traffic Signal. Southcenter shall design (or cause to
be designed) and install a traffic signal at the intersection
of Baker Street and Andover Park West (the "Traffic Signal").
Southcenter shall consult with Metro and the City in the design
of the Traffic Signal, and the final plans for the Traffic
Signal shall be subject to approval by Metro and the City prior
to its installation. Southcenter shall submit bids for the
traffic signal to the City and Metro for approval of the
contractor to whom the work is awarded and the price therefor,
which approval shall not be unreasonably withheld. Southcenter
shall be authorized to issue change orders for such work
without the approval of the City and Metro provided that no
change order exceeds $2,000 and all such change orders do not
exceed, in the aggregate, $10,000. Within thirty (30) days
following completion of the installation of the Traffic Signal
and submission of an invoice by Southcenter to Metro, Metro
shall reimburse Southcenter for all costs and expenses incurred
by Southcenter in the design and construction of the Traffic
Signal, including survey costs and costs for geotechnical
evaluations and recommendations; provided, however, that the
costs and expenses to be reimbursed by Metro pursuant to
Paragraphs 1 and 3 hereof shall not exceed, in the aggregate,
$230,000.
4. Bus Shelters. Within ninety (90) days from the
completion of the Bus Pull -Outs, Metro, at its sole cost and
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expense, shall install and thereafter maintain a maximum of
three (3) passenger shelters (the "Bus Shelters") using the
footings constructed by Southcenter. Metro will consult with
Southcenter in the design of the Bus Shelters, and the final
design plans for the Bus Shelters shall be subject to';approval
by Southcenter prior to construction, which approval shall not
be unreasonably withheld. Upon completion of the Bus Pull -Out
and Traffic Signal and installation of the Bus Shelters, Metro
shall remove from the Mall Property the bus shelters now in
use, repair any damage in connection therewith, and change its.
bus routes to cease operating buses on the Mall Property.
5. Permits. Upon the submission of an application by
Southcenter (or, with respect to the Bus Shelters, by Metro),
the City shall issue all building and other necessary permits
for the construction and/or installation of the Sidewalks, the
Bus Pull-outs, the Traffic Signal and the Bus Shelter.
6. Right -of -Way for Bus Pull -Out. Promptly following
completion of the Project, Southcenter shall cause to be
executed and delivered to the City for recordation a
Right -of -Way Deed in the form attached hereto and incorporated
herein by reference as EXHIBIT B (the "Right -of -Way Deed")
granting and- conveying unto the City a right-of-way for the
purpose of operating and maintaining the Bus Pull -Out over that
portion of the Mall Property more particularly described in a
legal description to be prepared by Southcenter's surveyor
based on an as -built survey of the Bus Pull -Out which legal
description shall be approved- by the City and Metro and
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attached to the Right -of -Way Deed (the "Bus Pull -Out Right -of -
Way"). The City hereby agrees to accept the conveyance of the
Bus Pull -Out Right -of -Way.
7. Sidewalk and Traffic Signal Easement. Promptly
following completion of the Project, Southcenter shall cause to
be executed and delivered to the City for recordation an
easement in the form attached hereto and incorporated herein by
reference as Exhibit C (the "Sidewalk and Traffic Signal
Easement") granting and conveying unto the City non-exclusive
easements for maintenance by the City and use by the public of
the Sidewalks, and operation, maintenance and reconstruction of
the Traffic Signal by the City, on and over that portion of the
Mall Property more particularly described in a legal
description to be prepared by Southcenter's surveyor based on
an as -built survey of the Sidewalks and Traffic Signal, which
legal description shall be approved by the City and attached to
the Sidewalk and Traffic Signal Easement. The City hereby
agrees to accept the Sidewalk and Traffic Signal Easement.
8. Consent of Ground Lessor and Mortgagees. Southcenter
shall obtain the consent and approval of the following parties
to the terms of this Agreement who shall join in the execution
of the Right of Way Deed and the Sidewalk and Traffic Signal
Easement:
a. CG, the fee owner of the Mall Property and the
Ground Lessor under that certain Amended and Restated Ground
Lease between CG and Southcenter, notice of which was recorded
in the Office of the King :County Auditor as document No.
851271133; and
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b. Teachers Insurance and Annuity Association of
America, a New York corporation ("TIAA"), Beneficiary of that
certain Deed of Trust, Security Agreement, Assignment of Rents
and Fixture Filing Statement encumbering Southcenter's
leasehold interest in the Mall Property, recorded in the office
of the King County Auditor as document No. 8912280042.
9. Maintenance of Sidewalks. From and after the'date of
completion of the Sidewalks, Southcenter shall maintain the
Sidewalks in accordance with the terms of the Sidewalk and
Traffic Signal Easement.
10. Maintenance of Bus Pull -Out and Traffic Signal. From
and after the completion of construction of the Bus Pull -Out
and the recordation of the Right -of -Way Deed, the City shall be
fully responsible for the maintenance of the Bus Pull -Out
Right -of- Way and the Traffic Signal.
11. Revisions of Plans. Any substantial changes or
revisions in the plans previously approved by Metro, the City,
or Southcenter shall be subject to their prior approval.
12. Inapplicability of Shadow Ordinances. The City
acknowledges and agrees that no open space or public area
shadow ordinance will be applied by the City to prevent the
construction of buildings or other improvements on the Mall
Property which might cast shadows over or otherwise shade the
Sidewalk Easements• or the Bus Pull -Out.:
13. Floor Area Ratio Calculations. The City acknowledges
and agrees that no portion .of the Mall Property which is
7
subject to the easements described herein shall be excluded
from the computation of the total area comprising the Mall
Property for the purpose of making any floor area ratio
calculations under applicable state or local laws, ordinances
or regulations governing or relating to the construction of
additional buildings or improvements on the Mall Prpoerty.
14. Traffic Mitigation Improvements. Southcenter agrees
to reimburse the City for Southcenter's proportionate share (as
described below) of the following traffic improvements to be
made by the City as provided in Condition 7 of the Mitigated
Determination of Nonsignificance made by the City on June 3,
1991 in connection with the proposed expansion of Southcenter
Shopping Center:
a. Southcenter shall reimburse the City for one
hundred percent (100%) of the cost of new curbing along the
west side of Andover Park West between Tukwila Parkway and
Strander Boulevard in connection with the widening of Andover
Park West by the City, which reimbursement shall not exceed
$10,400.
b. Southcenter shall reimburse the City for 8.2% of
the cost to improve the Level of Service and pedestrian safety
at the intersection of Southcenter Parkway and Strander
Boulevard, which reimbursement shall not exceed $12,300.
c. Southcenter shall reimburse the City for 22.4% of
the cost of widening the north/south left turn lanes at
Strander Boulevard and Andover Park West and improving the
intersection signal control, which reimbursement shall not
exceed $22,400.
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d. Southcenter shall reimburse the City for 12.4% of
the cost of improvements to the Andover Park East/Tukwila
Parkway traffic signal, which reimbursement .shall not exceed
$10,540.
The base project costs for items 14a. (curbing o'n the west
side of Andover Park West between Tukwila Parkway and Strander
Boulevard), 14b. (Southcenter Parkway and Strander Boulevard
intersection improvements), 14c. (Strander Boulevard and Andover
Park West left turn widening), and 14d. (Andover Park East and
Tukwila Parkway signalization) and corresponding fair shares
shall be adjusted using the Engineering News Record cost index
at the beginning of each year starting January, 1993. The base
to be used is January, 1992. The reimbursement required under
this Paragraph 14 shall be made by Southcenter within thirty
(30) days following completion of the improvement for which
reimbursement is sought and submission of an invoice from the
City to Southcenter.
15. Water Line "No Protest" Agreement. Southcenter agrees
to participate in a Local Improvement District formed for the
specific purpose of upgrading the eight (8) inch water line in
Andover Park West, and hereby waives the right to protest the
formation of such Local Improvement District; provided, however,
that Southcenter retains the right to contest the determination
of the boundaries of the Local Improvement District, the method
of calculating assessments in the Local Improvement District and
the amount thereof to be levied against the Mall Property.
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16. Successors and Assigns. The terms and conditions of
this Agreement shall be binding upon and inure to the benefit
of Metro, the City, Southcenter, and their respective
successorsandassigns.
17. No Amendment. Neither this Agreement nor any term or
provision hereof may be changed, waived, discharged, amended,
or modified, except by an instrument in writing signed by the
parties hereto, their successors and assigns.
18. Liability. Each party hereto shall indemnify, defend
and hold harmless each of the other parties for all damages and.
injuries to third parties arising out of or relating to
performance of such party's responsibilities under this
Agreement, except to the extent of the other party's negligence.
19. Interpretation. This Agreement shall be interpreted
in accordance with the laws of the State of Washington and
shall be enforced in the Superior Court of King County, State
of Washington, which shall have exclusive jurisdiction of
matters between the parties hereto.
IN WITNESS WHEREOF, this agreement is executed by
Southcenter, the City and Metro the date and year first above
written.
SOUTHCENTER JOINT VENTURE, an Ohio
general .artnership
By:
THE CITY OF TUKWILA, a Washington
municipal corporation
By: _ 4j�-- il9
its /
Ariz RI. 04a 0 -
THE MUNICIPALITY OF METROPOLITAN
SEATTLE, a Washington municipal
corporation
STATE OF OHIO )
) SS:
COUNTY OF CUYAHOGA )
I certify that I know or have satisfactory evidence
that ff r- 1'cl, C—lear is the person who appeared
before me, and said person cknowledged that he/she signed this
instrument, on oath stated that he/she was authorized to
execute the instrument and acknowledged it as the general
partner of •SOUTHCENTER JOINT VENTURE, an Ohio general
partnership to be the free and voluntary act of such party for
the uses an purposes mentioned in the instrument.
Dated: 0, ‘24i(
NOTARY PUBLIC n and for the State
of Ohio, residing at
My appointment expires:
NANCY A. LUSTR!
Notary Public, State of Ohio
My Commission Expires Oct.24,1994
STATE OF WASHINGTON)
) SS:
COUNTY OF KING )
I certify that I know or have satisfactory evidence
t h a t t....._hin--xj 4 /gei7 is the pers who appeared
before me, and said person acknowled ed that she signed this
instrument, on oath stated that she as authorized to
execute the instrument and acknowledged it as the
A-Yp/e _ of THE CITY OF TUKWILA to, be the
free and voluntary act of such party for the uses and purposes
mentioned in the instrument.
Dated. 2 Z
015.sF'T91g� ri.�O .
STATE OF WASHING?'WAsN\��`�
COUNTY QF KING
TARY PUBLIC in and for the
f Washington, residing at
y appointment expires: f
74.115'
3•
I certify hat I know or have satisfactory evidence
that is the person who appeared
before me, nd said person acknowledged that he/she signed this
instrument, on oath stated that he/she was authoriz-d to
xecute the instrument and acknowledged it as the
•,. , of THE MUNICIPALITY OF M T� �'OL TA
SEATTLE to se/ 1 free and voluntary act of such party for the
in the instrument.
uses and purposes mentioned
Dated :
NOTARY PUBLIC in and for the
of Washington, residing at��,
My appointment _expires:
EXHIBIT A
DEVELOPER PARCEL
That portion of the Northwest quarter of the Northeast quarter of Section 26,
Township 23 North, Range 4 East, W.M., King County, Washington, and of the
Northeast quarter of the Northwest quarter of said Section 26, and of the
Southwest quarter of the Southeast quarter of Section 23, said Township and
Range, and of the Southeast quarter of the Southwest quarter of said Section
23, and of the Interurban Addition to Seattle as recorded in Volume 10 of
Plats, Page 55, records of King County, Washington, and of Brookvale Garden
Tracts as recorded in Volume 10 of Plats, Page 47, records of said County, and
of the H. Gilliam Donation Land Claim No. 40, described as fellows:
Commencing at the Northeast corner of the Northwest quarter of the Northeast
quarter of said Section 26, thence, N00012'09"W along the northerly
production of the East line of said subdivision 406.49 feet; thence,
S89°47'51" W, 30 feet to the West margin of Andover Park West and THE POINT
OF BEGINNING OF THIS DESCRIPTION; thence, N87025'13"W, 526.42 feet; thence,
N00019'36'E, 178.75 feet to the beginning of a curve to the right of 45 foot
radius; thence along said curve 45.96 feet to a point of compound curve;
thence along a curve to the right of 122.35 foot radius, 63.68 feet to the
southerly margin of Tukwila Parkway as deeded to the City of Tukwila and
recorded under Auditor's File No. 5735981, records of King County, Washington;
thence, S88040'00"W along said southerly margin 76.15 feet to the beginning
of a curve to the right of 1472.39 foot radius; thence along said curve and
southerly margin 423.38 feet; thence, N74051'30"W along said southerly
margin 407.05 feet to the beginning of a curve to the left of 552.62 foot
radius; thence along said curve and southerly margin 185.63 feet; thence,
N00019'36'E, 1.55 feet to the Northeast corner of that portion of the
Southcenter Parkway vacated by Ordinance Number 555, City of Tukwila, and as
recorded under Auditor's File No. 6516239, records of said County, said
Northeast corner also being a point on a 565.79 foot radius curve concave to
the Southeast, through which a radial line bears 504034'32"E; thence West
along said curve and the southeasterly margin of said Southcenter Parkway
282.00 feet to a point of compound curve to the.left of 339.07 foot radius;
--thence southwesterly along said curve 37.76 feet to the most northerly point
of a tract of land conveyed to the City of Tukwila by deed recorded under
Auditor's File No. 6516243, records of said County; thence continuing
southwesterly along said curve and southeasterly margin 312.17 feet; thence,
S89°39'00"w along said southeasterly margin 17.04 feet to the easterly
margin of said Southcenter Parkway (formerly 57th Averue South) as deeded to
the City of Tukwila and recorded under said Auditor's File No. 5735981;
thence, S00°21'00'E along said East margin 438.12 feet to an angle point
therein; thence, 500023'45"E along said -East margin 633.44 feet to the
northerly line of State Highway right-of-way; thence, N89°52'42"E along said
northerly line 5.31 feet to the easterly line of said State Highway
right-of-way; thence, S00°07'18'E along said easterly line 134.50 feet to
the southeasterly line of -said right-of-way; thence, 543025'05"w along said
southeasterly line 6.74 feet to aforesaid East margin of Soutrcenter Parkway;
thence, S00°23'45'E along said East margin 471.45'feet to the beginning of a
curve to the left of 50 foot radius; thence along said curve 77.70 feet to a
point of tangency on the North line of South 164th Street as deeded to the
City of Tukwila by Quit Claim Deed from Sdutrcenter Corporation on 14 February
1963; thence, S89°26'22'E along said North -line 588.31 feet; thence,
EXHIBIT A (cont.)
589°30'56'E along said North line 1255.52 feet to the beginning of a curve
to the left of 50 foot radius; thence along said curve 79.14 feet to the west
line of Andover Park West as deeded to the City of Tukwila by Quit Claim Deed
from Southcenter Corporation on 1 November 1962; thence, N00012'09"W along
said West line 1652.93 feet.to THE POINT OF BEGINNING OF THIS DESCRIPTION;
excluding therefrom the following described parcel:
THE BON PARCEL
That portion of the Northwest quarter of the Northeast quarter of ,
Section 26, Township 23 North, Range 4 East, W.M., and of the
Northeast quarter of the Northwest quarter of said Section 26, and of
the Southwest quarter of the Southeast quarter of Section 23, said
Township and Range, and of the Southeast quarter of the Southwest
quarter of said Section 23, and of the Interurban Addition to Seattle
as recorded in Volume 10 of Plats, Page 55, Records of King County,
Washington, and of Brookvale Garden Tracts as:recorded in Volume 10
of Plats, Page 47, records of said County and of the W. H. Gilliam
Donation Land Claim No. 40, described as follows:
Commencing at the Northwest corner of the Northwest quarter of the
Northeast quarter of said Section 26; thence, 589040'24'E along the
northerly line of said Northwest quarter 25.00 feet; thence,
500°19'36"W, 10_83 feet to THE POINT OF BEGINNING OF THIS
OESCRIPTI0N; thence, continue 500°19'36"W, 138.17 feet; thence,
S89°40'24'E, 226.00 feet; thence, NO0019'36'E , 96.00 feet;
thence, S89°40'24'E , 72.00 feet; thence, NO0019'36'E, 42.17 feet;
thence, S89°40'24'E , 7.90 feet; thence, NO0019'361E, 36.83 feet;
thence, 5890404241E, 10.50 feet; thence, N00019'36'E, 196.00
feet; thence, N89°40'24"W, 406.80 feet; thence, 500019'36"W,
222.00 feet; thence, S89°40'241E, 10.50 feet; thence,
S00019'36"W, 10.83 feet; thence, S89°40'241E, 79.90 feet to THE
POINT OF BEGINNING OF THIS DESCRIPTION_
#351/PJP
082791
EXHIBIT B
RIGHT-OF-WAY DEED
This Right -of -Way Deed is made and given this day
of , 1991, by SOUTHCENTER JOINT VENTURE, an
Ohio general partnership ("Southcenter"), CONNECTICUT GENERAL
LIFE INSURANCE COMPANY, a Connecticut corporation ("CG"),
TEACHERS INSURANCE AND ANNUITY ASSOCIATION OF AMERICA, a
New York corporation ("TIAA") and TRANSAMERICA TITLE INSURANCE
COMPANY ("Trustee") (collectively, "Grantors"), to and for the
benefit of the CITY OF TUKWILA, a Washington municipal
corporation (the "City").
For TEN DOLLARS ($10.00) and other valuable. consideration,
the receipt and sufficiency of which is hereby acknowledged,
Grantors hereby convey and quitclaim to the City, without
warranties of title, a right-of-way for highway purposes over
that property being in the City of Tukwila, King County,
Washington, more particularly described on Exhibit A attached
hereto and incorporated herein by reference (the "Bus Pull -Out
Right -of -Way"), which is a portion of that property known as
"Southcenter Shopping Center,"
more particularly described
on
Exhibit B attached hereto and incorporated herein by reference
(the "Mall Property"), for the purpose of constructing and
maintaining a public bus pull-out lane (the "Bus Pull -Out").
In the event that any part of the Bus Pull -Out Right -of -Way
granted herein shall be abandoned or ceases to be used for the
Bus Pull -Out, then as to such part the right-of-way conveyed
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herein will terminate and title to such abandoned or unused
portion of the Bus Pull -Out Right -of -Way shall automatically
revert to the Grantors herein, their successors and assigns,
without notice being required.
The terms and conditions of this instrument shall be
binding upon and inure to the benefit of the City, Grantors,
and the respective successors and assigns. The right-of-way
conveyed herein is for the benefit of the public, and the
burden of the right-of-way conveyed herein shall run with the
title to the property subject thereto, and be binding upon
Grantors, and their successors and assigns.
CG joins in this instrument as the fee owner of the Mall
Property for the purpose of conveying the Bus Pull -Out Right -
of -Way and agreeing to amend the Ground Lease described below.
Southcenter joins in this instrument as a Grantor hereunder
solely to subordinate the leasehold estate in the Mall Property
conveyed in that certain Amended and Restated Ground Lease (the
"Ground Lease"), notice of which was recorded in the office of
the King County Auditor as Document No. 85121711 to the Bus
Pull -Out Right -of -Way.
TIAA joins in this instrument as a Grantor hereunder for
the purpose of directing Trustee, as trustee under that certain
Deed of Trust, Security Agreement, Assignment of Rents and
Fixture Filing Statement recorded in the office of the King
County Auditor as Document No. 8912280042 (the "Deed of
Trust"), to subordinate the Deed of Trust to the Bus Pull -Out
Right -of -Way to Southcenter.
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Trustee joins in this instrument as a Grantor hereunder to
subordinate the Deed of Trust to the Bus Pull -Out Right -of -Way.
IN WITNESS WHEREOF, grantors have executed, this instrument
the day and year first above -written.
SOUTHCENTER JOINT VENTURE, an Ohio
general partnership
By:
Its:
CONNECTICUT GENERAL LIFE INSURANCE
COMPANY, a Connecticut corporation
By:
Its:
TEACHERS INSURANCE AND ANNUITY
ASSOCIATION OF AMERICA, a New York
corporation
By:
Its:
TRANSAMERICA TITLE INSURANCE COMPANY
By:
Its:
STATE OF OHIO )
) SS:
COUNTY OF CUYAHOGA )
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 he/she was authorized to execute
the instrument and acknowledged it as the general partner of
_SOUTHCENTER JOINT VENTURE, an Ohio general partnership to be the
free and voluntary act of such party for the uses and purposes
mentioned in the instrument.
Dated:
STATE OF
COUNTY OF
) SS:
NOTARY PUBLIC in and for the State
of Ohio, residing at
My appointment expires:
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 he/she was authorized to execute
the instrument and acknowledged it as the
of CONNECTICUT GENERAL LIFE INSURANCE COMPANY, a Connecticut
corporation, 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 , residing at
My appointment expires:
STATE OF
COUNTY OF
)
) SS:
I certify that I know or have satisfactory evidence
that is the person whoappeared
before me, and said person acknowledged that he/she signed this
instrument, on oath stated that he/she was authorized to execute
the instrument and acknowledged it as the
of TEACHERS INSURANCE AND ANNUITY ASSOCIATION OF AMERICA, a
New York corporation, to be the free and voluntary act -of such
party for the uses and purposes mentioned in the instrument.
Dated:
STATE OF
COUNTY OF
)
) SS:
).
NOTARY PUBLIC in and for the State
of , residing at
My appointment expires:
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 he/she was authorized to execute
the instrument and acknowledged it as the
of TRANSAMERICA TITLE INSURANCE COMPANY, - 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 , residing at
My appointment expires:
#352/PJP
082791
EXHIBIT C
SIDEWALK AND TRAFFIC SIGNAL EASEMENT
This Sidewalk Easement is made and given this day
of , 1991, by SOUTHCENTER JOINTVENTURE,
an Ohio general partnership ("Southcenter"), CONNECTICUT
GENERAL LIFE INSURANCE COMPANY, a Connecticut corporation
("CG"), and TEACHERS INSURANCE AND ANNUITY ASSOCIATION OF
AMERICA, a New York corporation ("TIAA") (collectively,
"Grantors"),
to and for the benefit of the CITY OF TUKWILA, a
Washington municipal corporation (the "City").
For TEN DOLLARS ($10.00) and other valuable consideration,
the receipt. andsufficiency_. of which is—hereby. acknowledged,
Grantors hereby convey and quitclaim to the City,, without
warranties of title, the following non-exclusive easements:
1. An easement for the construction, maintenance and
use by the public of public sidewalks over that property more
particularly described on Exhibit A attached hereto and
incorporated herein by reference (the "Sidewalk Easements"),
which is a portion of that property known as "Southcenter
Shopping Center" more particularly described on Exhibit B
attached hereto and incorporated herein by reference (the "Mall
Parcel"). The right of the public to use the Sidewalk
Easements shall be subject to the reasonable right of
Southcenter to regulate or control any activities which may, in
Southcenter's reasonable discretion, present a threat of .harm
to persons or property, nuisance, annoyance, disturbance, or
breach of the peace on the Mall Property.
- 1 -
2. An easement for the purpose of constructing,
repairing, altering or reconstructing street traffic control
improvements consisting of, but not limited to, signal poles,
heads and' mast arms, controller, controller cabinets and
electrical service cabinets, electrical conduit and loop
detectors, and junction boxes, over that property more
particularly described on Exhibit C attached hereto and
incorporated herein by reference (the "Traffic Signal
Easement"). The City shall use the Traffic Signal Easement in
such a manner that the private improvements existing in the.
Traffic Signal Easement shall not be disturbed or destroyed, or
'in the event they are disturbed or destroyed, they will be
,..replaced in as. good a condition .as.•existed .immediately before
such disturbance or destruction.
The terms and conditions of this Easement shall be binding
upon and inure to the benefit of the City, Grantors, and their
respective successors and assigns. The Sidewalk Easements are
for the benefit of the public, and the burden of the Sidewalk
Easements and Traffic Signal Easement shall run with the title
to the Mall Property, and be binding upon Grantors and their
successors and assigns.
CG joins in this instrument as a Grantor hereunder for the
purpose of subjecting the fee interest in the Mall Property to
the easements conveyed herein.
Southcenter, the owner and holder of a leasehold interest
in the Mall Property pursuant to that certain Amended and
- 2 -
Restated Ground Lease, notice of which was recorded in the
Office of King County Auditor and Document No. 85121711, joins
in this instrument as a Grantor hereunder for the purpose of
subordinating its leasehold interest to the easements conveyed
herein.
TIAA joins in this instrument as a Grantor hereunder for
the purpose of subordinating its interest in the Mall Property
as Beneficiary under that certain, Deed of Trust, Security
Agreement, Assignment of Rents and Fixture Filing Statement,
recorded in the office of the King County Auditor as Document.
No. 8912280042, to the easements conveyed herein.
IN WITNESS WHEREOF, grantors have executed this instrument
as of the day.. and year first above -written.
SOUTHCENTER JOINT VENTURE, an Ohio
general partnership
By:
Its:
CONNECTICUT GENERAL LIFE INSURANCE
COMPANY, a Connecticut corporation
By:
Its:
TEACHERS INSUIRANCE AND ANNUITY
ASSOCIATION OF AMERICA, a New York
corporation
By: -
Its:
- 3 -
STATE OF OHIO )
) SS:
COUNTY OF CUYAHOGA )
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 he/she was authorized to execute
the instrument and acknowledged it as the general partner of
SOUTHCENTER JOINT VENTURE, an Ohio general partnership to be the
free and voluntary act of such party for the uses and purposes
mentioned in the instrument.
Dated:
STATE OF
COUNTY OF
) SS:
NOTARY PUBLIC in and for the State
of Ohio, residing at
My appointment expires:
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 he/she was authorized to execute
the instrument and acknowledged it as the of
CONNECTICUT GENERAL LIFE. INSURANCE COMPANY, a Connecticut
corporation, to be the free and voluntary act of such party for
the uses and purposes mentioned in the instrument.
Dated:
NOTARY PUBLIC in. and far the State
of , residing at
My appointment expires:
- 4 -
STATE OF
COUNTY OF
) SS:
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 he/she was authorized to execute
the instrument and acknowledged it as the of
TEACHERS INSURANCE AND ANNUITY ASSOCIATION OF AMERICA, a
New York corporation, 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 , residing at
My appointment expires:
5