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HomeMy WebLinkAbout06-082 - WIG Properties - Southcenter Square DevelopmentCITY OF TUKWILA DOCUMENT RECORDING COVER SHEET Return Address: CITY OF TUKWILA Office of the City Clerk 6200 Southcenter Blvd. Tukwila, WA 98188-2599 (206) 433-1800 Document Title(s): 1) 1�080�10�3�IV01§N1V �V Development Agreement By and Between the City of Tukwila and Wig Properties LLC -SS, for the Southcehter Square Development. 2) First Amendment to Development AgrePmPnt Py and Between the City of Tukwila and Wig Properties LLC -SS for the Southcenter Square Development. Parties: Other: City of Tukwila Last Name Wig Properties LLC -SS First Name Initials Company Name (if business) 4811 - 134th Place SE Address Bellevue, WA 98006 City State Zip Code Assessor's Property Tax Parcel/Account Numbers(s): N/A c(c) -- Ci (`t Contract AG06-082 Approved by City Council on 9/6/06 Resolution 1610 FIRST AMENDMENT TO DEVELOPMENT AGREEMENT BY AND BETWEEN THE CITY OF TUKWILA AND WIG PROPERTIES LLC -SS, FOR THE SOUTHCENTER SQUARE DEVELOPMENT I. PREAMBLE THIS FIRST AMENDMENT TO DEVELOPMENT AGREEMENT is made and entered into this 11 day of 7.2CP_Vnb2J, 2007, by and between the City of Tukwila, a noncharter, optional code Washington municipal corporation, hereinafter the "City," and Wig Properties, LLC -SS, a limited liability company, organized under the laws of the State of Washington, hereinafter the "Developer" and modifies that certain Development Agreement between the City and the Developer dated September f, 2006. References in this first amendment to the Development Agreement shall refer to the Development Agreement as modified by the telnls of this first amendment unless the context requires otherwise. To the extent the terms of this first amendment are inconsistent with the other terms of the Development Agreement, the terms of this first amendment shall control. Unless specifically stated otherwise, all capitalized Willis in this first amendment shall have the same meaning as defined in the Development Agreement. II. RECITALS WHEREAS, the Development Agreement requires the Developer to, among other things, dedicate to the City the easterly 24.5 feet of the Subject Property and complete "half street" improvements thereon along the eastern border of the Subject Property ("East Half Street") to support the City's continuous and comprehensive street network consistent with Comprehensive Plan Policy 10.3.2. WHEREAS, an Easement dated August 30, 1967 and recorded under King County Recording Number 627103 burdens the easterly thirty (30) feet of the Subject Property ("Easement Area") for the benefit of property northerly adjacent to the Subject Property ("Northerly Parcel"). WHEREAS, the City and the Developer have determined that the storm and sanitary sewer lines currently installed in the Easement Area service the Northerly Parcel (the "Existing Utilities") and can not economically or practically be relocated unless and until the Northerly Parcel is redeveloped and the lines are abandoned. WHEREAS, the City prefers not to accept dedication of the East Half Street as a public right of way until the Existing Utilities are forn1ally abandoned. WHEREAS, the Developer is willing to defer dedication of the East Half Street to the City until such time as the City is prepared to accept the dedication. WHEREAS, the City and the Developer agree that each has entered into this Agreement knowingly and voluntarily and agree to be bound by the terms and conditions of this Agreement; and WHEREAS, this first amendment is a modification to the agreement as allowed pursuant to section 11 of the Development Agreement and must be approved by the Mayor; and NOW THEREFORE, in consideration of the mutual promises set forth here, the parties hereto agree as follows: III. AGREEMENT Section 1. Modification of Terms. A. The following subsection of Section 8, A of III. Agreement of the Development Agreement is modified to read as follows: f� New Half Street Dedication and Improvement. In order to comply with Comprehensive Plan policy 10.3.2, which discusses supporting the development of a continuous and comprehensive street network that allows a range of travel route choices, etc., the Developer agrees to dedicate 24.E feet for right of way and to install "half -street" improvements along the subject property's north and east perimeter. The half street improvements shall be constructed per the City of Tukwila Infrastructure and Design Standards and shall consist of channelization, striping, utilities, travel lanes, curb, gutter, landscaping, sewer, water, street illumination, and sidewalk; and as generally illustrated on Exhibit A and it is hereby agreed that this work has been completed. Notwithstanding the foregoing, the dedication of the East Half Street, as shown on exhibit A attached hereto, and the underground utilities contained therein, shall be deferred until such time that the City, in its sole discretion, requests. Until such dedication, the Developer shall maintain the East Half Street in accordance with City Standards. B. The following subsections of Section 8, B of III. Agreement of the Development Agreement is modified to read as follows: a) Storm Water The Developer will increase the size of the Subject Property's on-site detention to account for the new north and east half streets. The Developer will install water quality treatment facilities in the new public street right of way for the new north and east half streets and it is hereby agreed that this work has been completed. FIRST AMENDMENT OF DEVELOPMENT AGREEMENT PAGE 2 OF 5 The existing storm drain lines on the north and east of the property serve the Northerly Parcel exclusively. b) Sanitary Sewer. The existing sanitary sewer line on the east serves the Northerly Parcel exclusively. C. The following subsections of Section 8, C of III. Agreement of the Development Agreement is modified to read as follows: The City agrees to assume ownership and maintenance responsibilities following City Council approval of turnover of the public improvements, including the two new half streets and associated utilities, the new signal, and improvements in Minkler Boulevard and Southcenter Parkway, except as stated in the Right of Way Use Chapter (11.12.130 TMC.); provided, however, that the City shall defer assumption of ownership and maintenance responsibilities on the East Half Street until such time that the City requests the dedication be completed. Developer shall, upon written request of the City's Public Works Director, dedicate the East Half Street to the City (provided that unreasonable wear and tear of the East Half Street shall be repaired prior to such dedication.) Section 2. Survival. The Developer's obligations to maintain and dedicate the East Half Street shall survive the termination of the Development Agreement. FIRST AMENDMENT OF DEVELOPMENT AGREEMENT PAGE 3 OF 5 IN WITNESS WHEREOF, the parties hereto have caused this Development Agreement to be executed as of the dates set forth below: OWNER/DEVELOPER: CITY OF TUKWILA By 1� Its FIRST AMENDMENT OF DEVELOPMENT AGREEMENT PAGE 4 OF 5 By—= 9\ Its Mayor ATTEST: APPROVED AS TO FORM: By City Attorney STATE OF WASHINGTON ) ) ss. COUNTY OF 6‹,i h (, On this 1i day of d' eCe-vy her& , 2007, before me personally appeared Hot() mohcn K- co/c, , to me known to be the individual that executed the within and foregoing instrument, and acknowledged the said instrument to be his/her free and voluntary act and deed for the uses and purposes therein mentioned, and on oath stated that he/sIldV `atlized to execute said instrument. • VS �yOTARy r A zt-=� cn• �; • PUBUG • `,9 ▪ n r STATE OF WASHINGTON ) ) ss. COUNTY OF ) Print name: @..)--49"(z/// E i 1 Ej/.60 NOTARY PUBLIC in and for the State of Washington/ (� Residing at -L--I 1 Q Commission expires: Lo/D VO r day tc�r�7E: On this j�' of 2007, before me personally appeared -}�-v z-,\ , and said person acknowledged that he/she signed this instrument, on oath stated that he/she was authorized to execute the instrument, and acknowledged as the 0=lL-I 0\c of the City of Tukwila to be the free and voluntary act of said party for the uses and purposes mentioned in this instrument. ' v . Ct _ GtL("Y Print name: A. 4-(t�� NOTARY PUBLIC in and for -the State of Washington Residing at l n _ C-,1 tc, Commission expires: 1 Q - (`i -c=1 FIRST AMENDMENT OF DEVELOPMENT AGREEMENT PAGE 5 OF 5 ale N31)1101 <s 1$ L2 ,c;Ftz RJ +0 N,t Jr o 47YJ 0 z AS'02 KOHL'S PARCEL 9 z 0 2 0 m z ii ot 9t 8 0 4 8 0 Y m 0 0 0 0 0 1 11 0 z QYQa H. ON .F- 'OM °1d32 CULYIECGi 9L06—fi0£Z9Z 11 3 L'Z s I- A a 0 b 0 0 0 0 CITY OF TUKWILA DOCUMENT RECORDING COVER SHEET ReturnAddress • CITY OF TUKWILA Office oftlie City Clerk.. 6200 Sputhcefiter Blvd. Tukwila, WA 98188-2599 (206) 433-180Q 1 hill 1111111 0080103001005 CITY OF TUKWIL AG 68.00 PAOE001 OF 027 01/03/2808 14:09 KING COUNTY, WA 111 Document Title(s): 1) Development Agreement By andJ3etween the City of Takwila and Wig Properties ILC -SS, for the Southce‘er S ) First Amendment to--m-e 1 -o 400.41.!".6 Tukwila and Wig Properties LLC -SS, for the Sotthcente.r Square bevelopment. Partie.s: Other: City of Tukwila Last Name Wig Propertie$. TALC -ss Coinpany Name (if buiiness) •lli34t Place SE Address First Name Initials Bellevue, NA 98906 • City State. Assessor's Property Tax Parcel/Account Numbers(s): N/A, Zip Code • 11A-6-1 — 0 8 oz DEVELOPMENT AGREEMENT BY AND BETWEEN THE CITY OF TUKWILA AND WIG PROPERTIES LLC -SS, FOR THE SOUTHCENTER SQUARE DEVELOPMENT I. PREAMBLE THIS DEVELOPMENT AGREEMENT is made and entered into this _day of September, 2006, by and between the City of Tukwila, a noncharter, optional code Washington municipal corporatioi, hereinafter the "City," and Wig Properties, LLC -SS, a limited liability company, organized under the laws of the State of Washington, hereinafter the "Developer." II. RECITALS WHEREAS, the Washington State Legislature has authorized the execution of a development agreement between a local government and a person having ownership or control of real property within its jurisdiction (RCW 36.70B.170 (1)); and WHEREAS, a development agreement must set forth the development standards and other provisions that shall apply to, govern and vest the development, use and mitigation of the development of the real property for the duration specified in the agreement (RCW 36.70B.170(1)); and WHEREAS, for the purposes of this development agreement, "development standards" includes, but is not limited to, all of the standards listed in RCW 36.70B.170 (3); and WHEREAS, a development agreement must be consistent with the applicable development regulations adopted by a local government planning under chapter 36.70A RCW (RCW 36.70B.170 (1)); and WHEREAS, this Development Agreement by and between the City of Tukwila and the Developer (hereinafter the "Agreement"), relates to the development known as Southcenter Square, which is located at: 17200 Southcenter Parkway (hereinafter the "Subject Property"); and WHEREAS, the Subject Property will contain multiple buildings and tenants, this agreement is only between the Developer and the City; and WHEREAS, the Developer has a tight schedule and permitting and construction will commence on a sequential basis rather than after all the necessary permits are approved due to the national timelines of the anchor tenant and weather related construction timelines; 01-1L • Wig Properties LLC, SS Development Agreement WHEREAS, the City and the Developer agree that each has entered into this Agreement knowingly and voluntarily and agree to be bound by the terms and conditions of this Agreement; and WHEREAS, the Developer provided $33,383.03 towards a traffic concurrency test to be performed by Mirai Transportation Planning and Engineering; WHEREAS, the Subject Property has type III wetlands that total 1.16 acres that the Developer proposes filling and ;,the City agrees that allowing off-site mitigation and enhancement at Tukwila Pond Park per a City approved mitigation plan will be beneficial; and WHEREAS, the City adopted Resolution 1565 authorizing the Mayor to negotiate an agreement with the Developer for use of Tukwila Pond, which is City owned property; and WHEREAS, a development agreement must be approved by ordinance or resolution after a public hearing (RCW 36.70B.200); and WHEREAS, a public hearing for this Development Agreement was held on September 5, 2006, and the City Council approved this Development Agreement by Resolution l (o loon September 5, 2006; NOW THEREFORE, in consideration of the mutual promises set forth here, the parties hereto agree as follows: III. AGREEMENT Section 1. The Project. The Project is the development and use of the Subject Property which historically has been referred to as the J.C. Penney warehouse site and consists of 18.77 acres in the City of Tukwila. The Project, as described in SEPA file number E04-019 and in the Board of Architectural Review file number L04-069, is approximately 230,200 square feet of retail and commercial service uses; accessory uses such as circulation, parking and landscaping; and improvements adjacent to the Subject Property such as utilities, street improvements and off-site wetland mitigation, which are described separately. Section 2. The Subject Property. The Subject Property for the Project was originally a warehouse and truck terminal service bay for J.C. Penney and includes an adjacent undeveloped area. The Subject Property is legally described on Exhibit 2 and shown and shown on Exhibit 1, attached hereto and incorporated herein by this reference. Page 2 of 15 08/18/2006 • 1 Wig Properties LLC, SS Development Agreement Section 3. Phasing. The Developer will be responsible for the construction of all the improvements to the Subject Property, such as the parking lots, landscaping, utilities, vehicular and pedestrian circulation, ingress and egress. The Developer will be responsible for constructing the off-site and adjacent public improvements identified in III. Agreement, Section 8. Terms. These improvements shall be completed or substantially complete prior to approval on a final inspection for any building on the Subject Property unless the City approves of and receives a financial guarantee for the outstanding work. Section 4. Exhibits. Exhibits to this Agreement are as follows: Exhibit 1. — Subject Property showing right of way dedications Exhibit 2. — Subject Property legal description Exhibit 3. — Minkler Boulevard typical cross section Exhibit 4. — Southcenter Parkway typical cross section Exhibit 5. — North and East half street typical cross section Exhibit 6. — Off-site Wetland Mitigation site plan. Section 5. Parties to Development Agreement. The parties to this Agreement are: A. The "City" is the City of Tukwila, 6200 Southcenter Blvd., Tukwila, WA 98188. B. The "Developer" or Owner is a private enterprise which owns the Subject Property in fee, and whose principal office is located at Wig Properties, LLC -SS 4811 134 Place SE, Bellevue, WA 98006. C. The "Landowner" " is a party who acquires all or a portion of the Subject Property from the Developer who, unless otherwise released as provided in this Agreement, shall be subject to the applicable provisions of this Agreement as it relates to the Subject Property or Tukwila Pond Park. Section 6. Project is a Private Undertaking. It is agreed among the parties that the Project is a private development and that the City has no interest therein except as authorized in the exercise of its governmental functions. Section 7. Effective Date and Term. The effective date of this Agreement shall be date of execution by both parties, and shall continue in force for a period of ten years unless extended or terminated as provided herein. Following the expiration of the term as outlined under IV. General Provisions, Section 4, or extension thereof, or if sooner terminated, this Page 3 of 15 08/18/2006 • Wig Properties LLC, SS Development Agreement Agreement shall have no force and effect, subject however, to post -termination obligations of the Developer or Landowner. Section 8. Terms. A. Transportation a) Transportation Concurrency The City agrees to reimburse to the Developer the difference between the actual cost of the concurrency test, which is based upon the time spent on the analysis and the Developer's contribution of $33,383.03. The City further agrees that a letter of concurrency will be issued by September 1, 2006. b) Transportation Impact Fee The City is authorized to assess and collect transportation impact fees according to rates established in the Concurrency Standards and Transportation Impact Fees Section of the Vehicles and Traffic Chapter(9.48.010 TMC) of the Tukwila Municipal Code, (hereinafter the "TMC.") The fee will be calculated according to the 2006 Impact Fee Schedule (9.48.030 TMC) and is based upon the location of the Project in Zone 1 and its land use category as a Shopping Center that measures 200,000 — 299,999 square feet. The gross leasable floor area of the Project at the time of building application will be used to calculate the total impact fee, which will then be apportioned to each separate building permit. In accordance with the Transportation Impact Fee Chapter (9.48.050 TMC,) a credit shall be applied toward the Transportation Impact Fee for the fair market value of land dedicated for and new construction of any system improvements that are identified in the City's Capital Improvement Program (CIP.) Minkler Boulevard lane widening is project number 84-RWO7 in the CIP and is required as a condition of the Project. The City agrees to apply a credit to the transportation impact fee, not to exceed the impact fee, for the full market value, as determined in a certified appraisal, for the right of way dedicated and for the new construction of any system improvements to Minkler Boulevard. c) Minkler Boulevard Dedication. The Developer agrees to dedicate four feet of right of way along the full length of the southern property line between Southcenter Parkway on the western end to the eastern edge of the Subject Property in order to widen Minkler Boulevard. Exhibit 1 shows the right of way dedication. d) Minkler Boulevard Frontage Improvement. The Developer will improve Minkler Boulevard by widening the street to 36 feet (curb face to curb face) to create three 12 foot lanes, by installing a four foot planting strip and an eight foot sidewalk and by Page 4 of 15 08/18/2006 • 0 Wig Properties LLC, SS Development Agreement relocating the street illumination, hydrants and other above ground utilities (with the possible exception of the signal pole and signal control cabinet) so that they are not located within the eight foot sidewalk. Exhibit 3 generally illustrates the improvements. e) Southcenter Parkway Frontage Improvement. The Developer will improve Southcenter Parkway by installing a 4 foot planting strip and an eight foot sidewalk and by relocating the street illumination, hydrants and other above ground utilities so that they are not located within the eight foot sidewalk. Exhibit 4 generally illustrates the improvements. f) New Half Street Dedication and Improvement. In order to comply with Comprehensive Plan policy 10.3.2, which discusses supporting the development of a continuous and comprehensive street network that allows a range of travel route choices, etc., the Developer agrees to dedicate 24.5 feet for right of way and to install "half -street" improvements along the subject property's north and east perimeter. The half street improvements shall be constructed per the City of Tukwila Infrastructure and Design Standards and shall consist of channelization, striping, utilities, travel lanes, curb, gutter, landscaping, sewer, water, street illumination, and sidewalk; and as generally illustrated on Exhibit 5. g) Traffic Signal at the new north half street and Southcenter Parkway. The Developer shall be responsible for the design and installation of the signal. Plans for the signal must be approved by the City. h) No Protest LID Agreement. Prior to issuance of the first building permit, the Developer shall execute separate no protest LID agreements for the following future projects: 1) 61 Ave South Bridget Widening 2) Tukwila Urban Access/Klickitat Improvement Project The Developer shall receive a credit against its assessment for the Tukwila Urban Access/Klickitat Improvement project LID for that portion of the Transportation Impact fee paid that is attributable to the Tukwila Urban Access/Klickitat Improvement Project. City agrees to estimate the percent of the Traffic Impact Fee that is attributable to the Tukwila Urban Access/Klickitat Improvement Project. Each agreement to not protest the formation of a future Local Improvement District shall include the right of the Developer and the Owner to protest the methodology and or specific amount of any LID assessment. Page 5 of 15 08/18/2006 Wig Properties LLC, SS Development Agreement i) Developer's Reimbursement Agreement. The Developer will apply to the Public Works Director to establish an assessment reimbursement area per the Developer Reimbursement Agreement Chapter of the TMC (11.16 TMC) before construction of public improvements begins. The City will follow its standards and guidelines in administering the reimbursement. At the minimum, the City agrees to enter into a Developer's Reimbursement Agreement with the Developer for the recovery of a pro rata share of the costs for the construction of the new East Street, the new North Street, land for the western portion of the north % of the North Street, and for the new signal at the northwest corner of the Subject Property. B. Utilities a) Storm Water The Developer will increase the size of the Subject Property's on-site detention to account for the new north and east half streets. The Developer will install water quality treatment facilities in the new public street right of way for the new north and east half streets. The existing storm drain lines on the north and east of the property appear to serve the property to the north. In order to avoid having a private drain line in public right-of- way, the Developer will repair the existing storm drain lines to the City's satisfaction before the City accepts turnover of the storm water lines. The City will allow use of these existing storm water lines on the north and east for the new street drainage if the condition, location, depth and material are acceptable to the City for such use. b) Sanitary Sewer The existing sanitary sewer line on the east appears to serve the property to the north. In order to avoid having a private sewer line in public right-of- way, the Developer will repair or replace the existing sewer line to the City's satisfaction before the City accepts turnover of the sewer lines and if the Developer negotiates its release from its property owner. c) Water Meter Fees The City agrees to waive the Permanent and Water Only meter installation water fee for each new meter in exchange for the new 12 inch main in the new North and East streets. The Cascade Water Alliance Fee shall be paid for each new service connection by the Developer. C. Acceptance of Public Improvements The City agrees to assume ownership and maintenance responsibilities following City Council approval of turnover of the public improvements, including the two new half streets and associated utilities, the new signal, and improvements in Minkler Boulevard and Southcenter Parkway, except as stated in the Right of Way Use Chapter (11.12.130 TMC.) Page 6 of 15 08/18/2006 • • Wig Properties LLC, SS Development Agreement D. Use of Tukwila Point Park a) Scope of Work. The Developer is hereby granted permission to use Tukwila Pond Park for off-site wetland mitigation as outlined in the City approved Mitigation Plan (Armour, August 2006,) (hereinafter the "Plan.") The Developer will create .88 acres and enhance 2.6 acres of wetland in the southeast quadrant of Tukwila Pond Park in accordance with the Plan. (Exhibit 6) This mitigation is in compliance with City Tukwila Municipal Code (TMC) Sensitive Area Chapter (18.45 TMC) and compensates for filling wetlands on the Subject Property. b) Wetland Mitigation Timing. The Developer will construct the work at Tukwila Pond Park as provided in the Plan including ten years of monitoring and maintenance to ensure compliance with the performance standards established in the Plan. All costs and required permits to perform the work on Tukwila Pond shall be the responsibility of the Developer. Mitigation work must begin in the first dry season after receipt of required permits. A final inspection for the first building permit at the Subject Property will not be approved until at the minimum a financial guarantee for 150% of the value of the work has been submitted to ensure completion and or maintenance of the mitigation site. c) Consideration for Park Property Use. The Developer shall pay the City a one time fee of $86,000 in exchange for the use of Tukwila Pond Park for wetland mitigation on the property. This dollar amount is based upon a sales comparison of wetland properties from an appraisal by Stickland, Heischman and Hoss, Inc. dated September 2005 and must be paid prior to issuance of any building or public works permit (except for the demolition permit) for the Subject Property. d) Liability Insurance while working in Tukwila Pond Park. The Developer will carry public liability and property damage insurance with carriers satisfactory to the City in the following amounts: i. $ 50,000 property damage ii. $ 500,000 public liability (each person) iii. $1,000,000 public liability (each occurrence) The Developer will provide the City with endorsements naming the City as an additional insured and with certificates of insurance prior to start of construction and with 30 days notice prior to cancellation. e) Performance Bond. The Developer will furnish to the City, prior to start of construction, a performance bond in an amount of 150% of the contract in a form acceptable to the City. Page 7 of 15 08/18/2006 • Wig Properties LLC, SS Development Agreement f) Protection of Work, Property and Persons. The Developer will adequately protect the work, adjacent property and the public and shall be responsible for any damage or injury due to his act or neglect. The Developer will permit and facilitate observation of the work by the City and its agents and public authorities at all times. Indemnification. The Developer shall indemnify, defend and hold harmless the City its officers, agents and employees, from and against any and all claims, losses or liability, including attorney's fees, arising from injury or death to persons or dame to property occasioned by an act, omission or failure of the Developer its officers, agents and employees, in performing the work required by this Agreement. With respect to the performance of this Agreement and as to claims against the City its officers, agents and employees, the Developer expressly waives its immunity under Title 51 of the Revised code of Washington, the Industrial Insurance Act, for injuries to its employees and agrees that the obligation to indemnify, defend and hold harmless provided for in this paragraph extends to any claim brought by or on behalf of any employee of or contractor for the Developer. This waiver is mutually negotiated by the parties. This paragraph shall not apply to any damage resulting from the sole negligence of the City, its agents and employees. To the extent any of the damages referenced by this paragraph were caused by or resulted from the concurrent negligence of the City its agents or employees, this obligation to indemnify, defend and hold harmless is valid and enforceable only to the extent of the negligence of the Developer, its officers, agents and employees. g) E. Permitting The City will issue a permit for demolition, clearing, grading, preloading and utility work prior to the Board of Architectural Review public hearing and decision. This approval will allow the Developer to begin preliminary site work as well as fill 1.16 acres of type 3 and unregulated wetlands on the Subject Property. The Developer assumes the risk of proceeding prior to final site plan approvals. G. Recycling Program The Developer shall designate recycling space that meets or exceeds City standards and work with the City to maintain an effective recycling program including recycling of plastic film apparel bags, paper cardboard bottles and cans. Recyclable collection points and haul routes shall be designed to minimize impacts to pedestrian and vehicle routes. Section 9. Vested Rights. During the term of this Agreement, unless terminated in accordance with the terms herein, the Developer is assured, and the City agrees to the following: Page 8 of 15 08/18/2006 Wig Properties LLC, SS Development Agreement A. Vesting of the Projectwill occur when the City determines that the Developer has submitted a complete building permit application in accordance with the Vesting section of the Buildings and Construction Chapter (16.60.080 TMC.) B. The provisions of the TMC excluding building and fire codes of TMC Chapter 16, in effect on the vesting date, shall apply to the Project, except as otherwise provided for in this Agreement or by State or Federally mandated laws preempting the City's authority to vest regulations for the Project. C. In addition, pursuant to RCW 36.70B.170 (4) (Development Agreements — Authorized) the City reserves authority to impose new or different officially adopted regulations of general applicability; but only if, and to the extent required by a serious threat to public health and safety as determined by the City Council and only after notice and an opportunity to be heard has been provided to the Developer. The Project shall not be subject to any development moratoria the City may adopt subsequent to the effective date of this Agreement unless necessitated by a serous threat to the public health safety and welfare. D. In the development of the Project on the Subject Property, the development rights, obligations, terms and conditions specified in this Agreement, are fully vested in the Developer and may not be changed or modified by the City, except as may be expressly permitted by, and in accordance with, the terms and conditions of this Agreement, including the Exhibits hereto, or as expressly consented thereto by the Developer. Section 11. Minor Modifications. A. Modifications to the Agreement. The Mayor of Tukwila is hereby authorized to approve minor modifications that are necessarily and generally consistent with this Agreement. B. Modifications to the Project. The City Public Works and Community Development Directors are authorized to approve minor modifications that are necessary and generally consistent this Agreement. Such minor revisions shall not require an amendment to this Agreement and shall include: • any revisions within the scope and intent of the original Project approvals; • any revisions within the scope of the environmental documents; or • any revisions that meet the provisions or processes of the TMC. Section 12. Further Discretionary Actions. Developer acknowledges that the existing Land Use Regulations contemplate the exercise of further discretionary powers by the City. These powers include, but are not limited to, review of additional permit applications under SEPA. Nothing in this Agreement shall be construed to limit the authority or the obligation of the City to hold legally required public hearings, or to limit the discretion Page 9 of 15 08/18/2006 Wig Properties LLC, SS Development Agreement of the City and any of its officers or officials in complying with or applying Existing Land Use Regulations. Section 13. Existing Land Use Fees and Impact Fees. Fees adopted by the City by ordinance as of the Effective Date of this Agreement may be increased by the City from time to time, and are applicable to permits and approvals for the Subject Property, as long as such fees apply to similar applications and projects in the City. IV. GENERAL PROVISIONS Section 1. Assignment of Interests, Rights, and Obligations. This Agreement shall be binding and inure to the benefit of the Parties. No Party may assign its rights under this Agreement without the written consent of the other Party, which consent shall not unreasonably be withheld. This Agreement shall be binding upon and shall inure to the benefit of the heirs, successors, and assigns of Wig Properties, LLC and the City. Section 2. Incorporation of Recitals. The Recitals contained in this Agreement, and the Preamble paragraph preceding the Recitals, are hereby incorporated into this Agreement as if fully set forth herein. Section 3. Severability. The provisions of this Agreement are separate and severable. The invalidity of any clause, sentence, paragraph, subdivision, section, or portion or the invalidity of the application thereof to any person or circumstance, shall not affect the validity of the remainder of this Agreement, or the validity of its application to other persons or circumstances. Section 4. Termination. This Agreement shall expire and/or terminate as provided below: A. This Agreement shall expire and be of no further force and effect if the Developer does not construct the Project as identified in this Agreement, and does not submit a complete building permit application, per TMC 16, for development of the Subject Property that is consistent with approvals within three years from the effective date of this Agreement. B. This Agreement shall expire and be of no further force and effect if the development contemplated in this Agreement, and all of the permits and/or approvals issued by the City for such development, are not substantially underway prior to expiration of such permits and/or approvals. Nothing in this Agreement shall extend the expiration date of any permit or approval issued by the City for any development. Page 10 of 15 08/18/2006 • i Wig Properties LLC, SS Development Agreement C. This Agreemerit shall terminate upon the expiration of the term identified in III Agreement, Section 7 or when the Subject Property has been fully developed, which ever first occurs, and all of the Developer's obligations in connection therewith are satisfied as determined by the City. Upon termination of this Agreement, the City shall record a notice of such termination in a form satisfactory to the City Attorney that the Agreement has been terminated. 'This Agreement shall terminate upon the abandonment of the Project by the Developer. The Developer shall be deemed to have abandoned the Project if/when application for development permits for the construction of the retail buildings or requests for revisions are not received in the allotted time frame. E. This Agreement may terminate pursuant to IV. General Provisions, Section 3. Severability or Section 10 Default. Section 5. Effect upon Termination on Developer Obligations. Termination of this Agreement as to the Developer of the Subject Property or any portion thereof shall not affect any of the Developer's obligations to comply with the City Comprehensive Plan and the terms and conditions or any applicable zoning code(s) or subdivision map or other land use entitlements approved with respect to the Subject Property, any other conditions of any other development specified in the Agreement to continue after the termination of this Agreement or obligations to pay assessments, liens, fees or taxes. Section 6. Effects upon Termination on City. Upon any termination of this Agreement as to the Developer of the Subject Property, or any portion thereof, the entitlements, conditions of development, limitations on fees and all other terms and conditions of this Agreement shall no longer be vested hereby with respect to the property affected by such termination (provided that vesting of such entitlements, conditions or fees may then be established for such property pursuant to then existing planning and zoning laws). Section 7. Specific Performance. The parties specifically agree that damages are not an adequate remedy for breach of this Agreement, and that the parties are entitled to compel specific performance of all material terms of this Agreement by any party in default hereof. Section 8. Governing Law and Venue. This Agreement shall be construed and enforced in accordance with the laws of the State of Washington. Venue for any action shall lie in King County Superior Court or the U.S. District Court for Western Washington. Section 9. Attorneys' Fees. In the event of any litigation or dispute resolution process between the Parties regarding an alleged breach of this Agreement, neither Party shall be entitled to any award of attorneys' fees. Page 11 of 15 08/18/2006 Wig Properties LLC, SS Development Agreement Section 10. Notice of Default/Opportunity to Cure/Dispute Resolution. A. In the event a Party, acting in good faith, believes the other Party has violated the terms of this Agreement, the aggrieved Party shall give the alleged offending Party written notice of the alleged violation by sending a detailed written statement of the alleged breach. The alleged offending Party shall have thirty (30) days from receipt of written notice in which to cure the alleged breach. This notice requirement is intended to facilitate a resolution by the Parties of any dispute prior to the initiation of litigation. Upon providing notice of an alleged breach, the Parties agree to meetk and agree upon a process for attempting to resolve any dispute arising out of this Agreement. A lawsuit to enforce the terms of this Agreement shall not be filed until the latter of (a) the end of the 30 day cure period or (b) the conclusion of any dispute resolution process. B. After notice and expiration of the thirty (30) day period, if such default has not been cured or is not being diligently cured in the manner set forth in the notice, the other party or Landowner to this Agreement may, at its option, institute legal proceedings pursuant to this Agreement. In addition, the City may decide to file an action to enforce the City's Codes, and to obtain penalties and costs as provided in the Tukwila Municipal Code for violations of this Development Agreement and the Code. Section 11. No Third -Party Beneficiaries. This Agreement is for the benefit of the Parties hereto only and is not intended to benefit any other person or entity, and no person or entity not a signatory to this Agreement shall have any third -party beneficiary or other rights whatsoever under this Agreement. No other person or entity not a Party to this Agreement may enforce the terms and provisions of this Agreement. Section 12. Integration. This Agreement and its exhibits represent the entire agreement of the parties with respect to the subject matter hereof. There are not other agreements, oral or written, except as expressly set forth herein. Section 13. Authority. The Parties each represent and warrant that they have full power and actual authority to enter into this Agreement and to carry out all actions required of them by this Agreement. All persons are executing this Agreement in their representative capacities and represent and warrant that they have full power and authority to bind their respective organizations. Section 14. Terms Running with the Land. The terms set forth in this Agreement and incorporated herein by the Exhibits shall run with the land and the benefits and burdens shall bind and inure to the benefit of the parties. The Developer, Landowner and every purchaser, assignee or transferee of an interest in the Subject Property, or any portion thereof, shall be obligated and bound by the terms and conditions of this Agreement, and shall be the beneficiary thereof and a party thereto, but only with respect to the Subject Property, or such Page 12 of 15 08/18/2006 • • Wig Properties LLC, SS Development Agreement portion thereof, sold, assigned or transferred to it. Any such purchaser, assignee or transferee shall observe and fully perform all of the duties and obligations of a Developer contained in this Agreement, as such duties and obligations pertain to the portion of the Subject Property sold, assigned or transferred to it. Section 15. Releases. Developer, and any subsequent Landowner, may free itself from further obligations relating to the sold, assigned, or transferred property, provided that the buyer, assignee or transferee expressly assumes the obligations under this Agreement as provided herein. Section 16. Notices. Notices, demands, correspondence to the City and Developer shall be sufficiently given if dispatched by pre -paid first-class mail to the addresses of the parties as designated in III Agreement, Section 5. Notice to the City shall be to the attention of both the City Administrator and the City Attorney. Notices to subsequent Landowners shall be required to be given by the City only for those Landowners who have given the City written notice of their address for such notice. The parties hereto may, from time to time, advise the other of new addresses for such notices, demands or correspondence. Section 17. Police Power. Nothing in this Agreement shall be construed to diminish, restrict or limit the police powers of the City granted by the Washington State Constitution or by general law. Section 18. Third Party Legal Challenge. In the event any legal action or special proceeding is commenced by any person or entity other than a party or a Landowner to challenge this Agreement or any provision herein alleging the negligence or wrongdoing of Developer, the City may elect to tender the defense of such lawsuit or individual claims in the lawsuit to Developer and/or Landowner(s). In such event and to such extent, Developer and/or such Landowners shall hold the City harmless from and defend the City from all costs and expenses incurred in the defense of such lawsuit or individual claims in the lawsuit, including but not limited to, attorneys' fees and expenses of litigation, and damages awarded to the prevailing party or parties in such litigation. The Developer and/or Landowner shall not settle any lawsuit without the consent of the City. The City shall act in good faith and shall not unreasonably withhold consent to settle. Section 19. No Presumption against Drafter. This Agreement has been reviewed and revised by legal counsel for both Parties and no presumption or rule that ambiguity shall be construed against the party drafting the document shall apply to the interpretation or enforcement of this Agreement. Section 20. Headings. The headings in this Agreement are inserted for reference only and shall not be construed to expand, limit or otherwise modify the terms and conditions of this Agreement. Page 13 of 15 08/18/2006 • • Wig Properties LLC, SS Development Agreement Section 21. Recording. Developer shall record an executed copy of this Agreement with the King County Auditor, pursuant to RCW 36.70B.190, no later than fourteen (14) days after the Effective Date. Section 22. Legal Representation. In entering into this Agreement, Developer represents that it has been advised to seek legal advice and counsel from its attorney concerning the legal consequences of this Agreement; that it has carefully read the foregoing Agreement and knows the contents thereof, and signs the same of its own free act; and that it fully understands and voluntarily accepts the terms and conditions of this Agreement. IN WITNESS WHEREOF, the parties hereto have caused this Development Agreement to be executed as of the dates set forth below: OWNER/DEVELOPER: BY r Its n,ia v; ,.� ✓1e STATE OF WASHINGTON ) ) ss. COUNTY OF [\ ► ( ` )1 On this 12M day of -��4rY� be ( , 2006, before me personally appeared rilcvnAra ki %J IfA, 6 , o me known to be the individual that executed the within and foregoing instrument and acknowledged the said instrument to be r free and voluntary act and deed for th&'uses and purposes therein mentioned, and on oath stated tha he s e is authorized to execute said instrument. Page 14 of 15 08/18/2006 CITY OF TUKWILA Its Mayor ATTEST: By City Clerk APPROVED AS TO FORM: By City Attorney Wig Properties LLC, SS Development Agreement Print nam NOTARI' PUBLI I in .. d fo. the State of Washington . Residing at G bv) ( / Commission expires: 2 / / d 8 STATE OF WASHINGTON ) ) ss.l COUNTY OF On this 6- 14 day of k `s . / AL. / , 2006, before me personally appeared; ; VEA/ 14 MWJ E1 , a d said person acknowledged thatcshe signed this instrument, on oath stated thatC /she was authorized to execute the instrument, and acknowledged as the M A V 4 of the City of Tukwila to be the free and voluntary, act of said party for the uses and purposes mentioned in this instrument. �..t»t' voluntary, �� +t SW' C»s ,-�'.•,k-V.,••"7 NII 14; i/�� ///y)/it ,i•3.29-A0�, k z.- Q:\HOME\MOIRA\penneys\80806devagree.DOC Print e . me: kJ NOTARY PUBLIC in and for the State of Washington /� c ; Residing at �,C 1��� t'� Z Commission expires: ,g - 29 / Page 15 of 15 08/18/2006 • A6, 66 - (Y(,) /et-f,6e_A Contract AG06-082 Approved by City Council on 9/6/06 Resolution 1610 FIRST AMENDMENT TO DEVELOPMENT AGREEMENT BY AND BETWEEN THE CITY OF TUKWILA AND WIG PROPERTIES LLC -SS, FOR THE SOUTHCENTER SQUARE DEVELOPMENT I. PREAMBLE THIS FIRST AMENDMENT TO DEVELOPMENT AGREEMENT is made and entered into this / / day of, i�P.cemb-ek, 2007, by and between the City of Tukwila, a noncharter, optional code Washington municipal corporation, hereinafter the "City," and Wig Properties, LLC -SS, a limited liability company, organized under the laws of the State of Washington, hereinafter the "Developer" and modifies that certain Development Agreement between the City and the Developer dated September 5, 2006. References in this first amendment to the Development Agreement shall refer to the Development Agreement as modified by the terms of this first amendment unless the context requires otherwise. To the extent the terms of this first amendment are inconsistent with the other terms of the Development Agreement, the terms of this first amendment shall control. Unless specifically stated otherwise, all capitalized terms in this first amendment shall have the same meaning as defined in the Development Agreement. II. RECITALS WHEREAS, the Development Agreement requires the Developer to, among other things, dedicate to the City the easterly 24.5 feet of the Subject Property and complete "half street" improvements thereon along the eastern border of the Subject Property ("East Half Street") to support the City's continuous and comprehensive street network consistent with Comprehensive Plan Policy 10.3.2. WHEREAS, an Easement dated August 30, 1967 and recorded under King County Recording Number 627103 burdens the easterly thirty (30) feet of the Subject Property ("Easement Area") for the benefit of property northerly adjacent to the Subject Property ("Northerly Parcel"). WHEREAS, the City and the Developer have determined that the storm and sanitary sewer lines currently installed in the Easement Area service the Northerly Parcel (the "Existing Utilities") and can not economically or practically be relocated unless and until the Northerly Parcel is redeveloped and the lines are abandoned. WHEREAS, the City prefers not to accept dedication of the East Half Street as a public right of way until the Existing Utilities are formally abandoned. • • WHEREAS, the Developer is willing to defer dedication of the East Half Street to the City until such time as the City is prepared to accept the dedication. WHEREAS, the City and the Developer agree that each has entered into this Agreement knowingly and voluntarily and agree to be bound by the terms and conditions of this Agreement; and WHEREAS, this first amendment is a modification to the agreement as allowed pursuant to section 11 of the Development Agreement and must be approved by the Mayor; and NOW THEREFORE, in consideration of the mutual promises set forth here, the parties hereto agree as follows: III. AGREEMENT Section 1. Modification of Terms. A. The following subsection of Section 8, A of III. Agreement of the Development Agreement is modified to read as follows: New Half Street Dedication and Improvement. In order to comply with Comprehensive Plan policy 10.3.2, which discusses supporting the development of a continuous and comprehensive street network that allows a range of travel route choices, etc., the Developer agrees to dedicate 24.5 feet for right of way and to install "half -street" improvements along the subject property's north and east perimeter. The half street improvements shall be constructed per the City of Tukwila Infrastructure and Design Standards and shall consist of channelization, striping, utilities, travel lanes, curb, gutter, landscaping, sewer, water, street illumination, and sidewalk; and as generally illustrated on Exhibits and it is hereby agreed that this work has been completed. Notwithstanding the foregoing, the dedication of the East Half Street, as shown on exhibit A attached hereto, and the underground utilities contained therein, shall be deferred until such time that the City, in its sole discretion, requests. Until such dedication, the Developer shall maintain the East Half Street in accordance with City Standards. B. The following subsections of Section 8, B of III. Agreement of the Development Agreement is modified to read as follows: a) Storm Water The Developer will increase the size of the Subject Property's on-site detention to account for the new north and east half streets. The Developer will install water quality treatment facilities in the new public street right of way for the new north and east half streets and it is hereby agreed that this work has been completed. FIRST AMENDMENT OF DEVELOPMENT AGREEMENT PAGE 2 OF 5 • The existing storm drain lines on the north and east of the property serve the Northerly Parcel exclusively. b) Sanitary Sewer. The existing sanitary sewer line on the east serves the Northerly Parcel exclusively. C. The following subsections of Section 8, C of III. Agreement of the Development Agreement is modified to read as follows: The City agrees to assume ownership and maintenance responsibilities following City Council approval of turnover of the public improvements, including the two new half streets and associated utilities, the new signal, and improvements in Minlder Boulevard and Southcenter Parkway, except as stated in the Right of Way Use Chapter (11.12.130 TMC.); provided, however, that the City shall defer assumption of ownership and maintenance responsibilities on the East Half Street until such time that the City requests the dedication be completed. Developer shall, upon written request of the City's Public Works Director, dedicate the East Half Street to the City (provided that unreasonable wear and tear of the East Half Street shall be repaired prior to such dedication.) Section 2. Survival. The Developer's obligations to maintain and dedicate the East Half Street shall survive the termination of the Development Agreement. FIRST AMENDMENT OF DEVELOPMENT AGREEMENT PAGE 3 OF 5 • • IN WITNESS WHEREOF, the parties hereto have caused this Development Agreement to be executed as of the dates set forth below: OWNER/DEVELOPER: By I FIRST AMENDMENT OF DEVELOPMENT AGREEMENT PAGE 4 OF 5 CITY OF TUKWILA By ATTEST: BY C f.c%'_l_vit, ity Clerk APPROVED AS TO FORM: By City Attorney • • STATE OF WASHINGTON ) ,� ) ss. COUNTY OF /l. t i ) On this //4:1 day of7eae.vn %€2 , 2007, before me personally appeared f 1 fln'►Oh u -n Jr". cf--) / to me known to be the individual that executed the within and foregoing instrument, Ynd acknowledged the said instrument to be his/her free and voluntary act and deed for the uses and purposes therein mentioned, and on oath stated that he/skto tis! wfiorized to execute said instrumeptt. ®�!\�E 6NOTARY syr �.:_: *":o .0ea rn• �•� PUBOO STATE OF WASHf ETON ) ) ss. COUNTY OF I ��,' ) On this f day of , 2007, before me personally appeared `Rj-+C.)Jt rN , and said person acknowledged that he/she signed this instrument, on oath stated that he/she was authorized to execute the instrument, and acknowledged as the &6- cfr- of the City of Tukwila to be the free and voluntary act of said party for the uses and purposes mentioned in this instrument. Print name: -#9't43/ hE ¶/ elt-}GL-571Z NOTARY PUBLIC in and for the State of Washington Residing at ��dl�• Commission expires: (7�a 7/O g mac. Ct CU ��c. r Print name: bk.n &, A . At NOTARY PUBLIC in and for the State of Washington Residing at�°-- Commission expires: (a - t - 0 FIRST AMENDMENT OF DEVELOPMENT AGREEMENT PAGE 5 OF 5 EXHIBIT A • • WEI }131>INIVI A r4 PTO;z KOHL'S PARCEL tLp 1La. ,t) a a w z a z 7 1 2.8 10 &CM H.WON 1 ao 1g '0141s3ga1s LG aivangi 9L06-VOCZ9Z 11 8 5 3 10 8 5 10 Id b 5 5 10 10 2 0 10 • • Return to: City Clerk City of Tukwila 6200 Southcenter Boulevard Tukwila, WA 98188 111111 1111111 IH 11111111111 20070131003244 CITY OF TUKWIL AG 36.00 PAGE001 OF 005 01/31/2007 15:55 KING COUNTY, WA Above this line reserved for Recorder's use 1 1 1 N NO PROTEST LOCAL IMPROVEMENT DISTRICT AGREEMENT Grantors: WIG PROPERTIES, LLC -SS, a limited liability company organized under laws of Washington State Grantee/Beneficiary: CITY OF TUKWILA, a municipal corporation of King County, Washington. Document Reference Number(s): M' 7- A ✓;z r la tole, Developer Agreement Section/Township/Range: SW 26 23 04 Assessor's Tax Parcel Number(s): 2623049080, 2623049081, 2629049117 Abbreviated Legal Description: NA Q:\PROJECTS\SC square\Dev Agrrement\11.27.06 SC Square NPLIDI.DOC/J/12/04/06 • ! NO PROTEST LOCAL IMPROVEMENT DISTRICT AGREEMENT{PRIVATE } THIS AGREEMENT ("Agreement") is made and entered into by Wig Properties, LLC -SS, a Washington state limited liability company ("Owner"), the owner of the property and developer of the property; and the City of Tukwila, a Washington municipal corporation ("City"). 1. Property. Owner is the owner of certain real property located in the City and as shown on Exhibit "A" attached hereto and incorporated herein by this reference ("Property"). 2. Development. Owner has entered into a Development Agreement with the City, effective September 15, 2006, for the development of the Property. As part of the Development Agreement, Section 8, Paragraph A.a., Owner has agreed to enter into this Agreement. 3. Improvement Projects. The City anticipates one or more Local Improvement Districts ("LID") will be formed to complete the following future projects ("Improvements"). A. 61st Avenue South Bridge Widening Project includes rebuilding and/or relocating the 61st Avenue South Bridge and installation of turn pockets and/or approach lane upgrades, signal upgrades/relocations, landscaping, sidewalks, utilities, and other normally associated improvements. WSDOT will replace the bridge with an equivalent structure. The City's modeling indicates a 7 -lane facility is necessary. Incremental cost for a wider bridge will not be covered by WSDOT. B. Tukwila Urban Access/Klickitat Improvement Project Project includes two-lane widening and pedestrian corridor widening of Southcenter Parkway from Strander Blvd to Nordstrom; grade separation of the southbound lanes of Southcenter Parkway at the Klickitat Drive intersection; construction of a new bridge structure to maintain the connection between the existing surface grades of Klickitat Drive and northbound and southbound Southcenter Parkway; a new signal on Southcenter Parkway south of Strander Boulevard; and a traffic signal interconnect of 4 intersections. 4. Waiver of Right to Protest. Owner agrees to participate in and waive protest of formation of an LID for the purpose of completing any or all of the Improvements. Owner shall retain the right to protest the methodology and/or specific amount of any LID assessment. 5. Traffic Impact Fee Credit. Owner shall receive a credit against the assessment for the Tukwila Urban Access/Klickitat Improvement Project LID for that portion of the traffic impact fees paid pursuant to Section 8, Paragraph A.a., of the Development Agreement that are attributable to the Tukwila Urban Access/Klickitat Improvement Project. City agrees to estimate the percent of the Traffic Impact Fee that is attributable to the Tukwila Urban Access/Klickitat Improvement Project. 1 • 1 5. Power of Attorney to initiate LID. Owner hereby appoints the City as their attorney-in-fact to act on their behalf for the purpose of executing a petition to initiate an LID as set forth in RCW 35.43.120. Said power of attorney to execute a petition to initiate an LID extends only to the LIDs that are the subject of this Agreement. 6. Term. This Agreement shall commence on the first date on which all parties have executed the Agreement and shall remain in full force and effect for a period of ten (10) years from that date. 7. Binding Effect. This Agreement touches and concerns the development of the Property and shall constitute a covenant running with the Property. This Agreement shall be binding upon and inure to the benefit of the parties and their successors, heirs, assigns, and personal representatives. 8. Applicable Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Washington. Jurisdiction over and venue of any suit arising out of or related to this Agreement shall be exclusively in the state and federal courts of King County, Washington. 9. Attorneys' Fees. In the event that any suit or other proceeding is instituted by any party(ies) to this Agreement arising out of or pertaining to this Agreement, including but not limited to filing suit, or requesting an arbitration, mediation, or other alternative dispute resolution process (collectively, "Proceeding"), and appeals and collateral actions relative to such a suit or Proceeding, the substantially prevailing party(ies) as determined by the court or in the Proceeding shall be entitled to recover its reasonable attorneys' fees and all costs and expenses incurred relative to such suit or Proceeding from the substantially nonprevailing party(ies), in addition to such other relief as may be awarded. 10. Entire Agreement. This Agreement contains the entire agreement between the parties with respect to this matter. It may not be modified except in a writing signed by all parties against whom enforcement of the modification is sought. 11. Waiver. The waiver by a party of a breach of any provision of this Agreement by another party shall not operate or be construed as a waiver of any subsequent breach by that party. No waiver shall be valid unless in writing and signed by the party against whom enforcement of the waiver is sought. 12. Severability. If for any reason any portion of this Agreement shall be held to be invalid or unenforceable, the holding of invalidity or unenforceability of that portion shall not affect any other portion of this Agreement and the remaining portions of this Agreement shall remain in full force and effect. office. 13. Recording. The City shall record this Agreement with the King County Auditor's 2- • • 14. Authority to Execute. The persons executing this Agreement on behalf of the Owner, and the City represent and warrant that they have the respective power and authority, and are duly authorized to execute and bind their respective entities to the terms of this Agreement. CITY OF TUKWILA: Date: /02 - By:gyri) Its: MJ4VO/Z ATTEST: APPROVED AS TO FORM: City Attorney_ OWNER: Date: 12 _ 1( 0 ( By: .ie.a... % Its: Date: PROPERTIES, LC -SS: NLr By: Its: STATE OF WASHINGTON ) ) ss: COUNTY OF KING ) i On this 2 2 day of ee nibs r'" 2006, before me personally appeared Steve Mullet, known to me to be the Mayor of the City of Tukwila, a Washington municipal corporation that executed the within and foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of the City of Tukwila for the uses and purposes therein mentioned, and on oath stated that he was authorized to execute said instrument. -3- IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year first above written. • :0 • �U v .s Pu1.31,P .41 °°,le�'", '•r2 « -gQ •• a�= T �F Sys �ai�� STATE OF WAgIGTON ) COUNTY OF KING ) ss: -Da. t'1 c A A i v1 b e v - Printed Name:TA Ni A A . YY. bQ NOTARY PUBLIC in and for the State —6f Washington Residing at: I tti ±u3 l.. a� My commission expires: 12- — / q - D7 On this I 1 day ofP'4Q'-20C4 before me personally appeared , the , a vcorpottion that executed the with 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 he was authorized to execute said instrument. 4AAA44A_ P' hrto IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year first above written. STATE OF WASHINGTON ) ) ss: COUNTY OF KING ) r Printed Name: cL t ca- E- • Lu -ii 6k. NOTARY PUBLIC in and for the Washington Residing at: (4.4---r- My --1My commission expires: -R%' % 17 State of Nor APP"CAbie— On this day of , the / , before me persorli"y appeared ,a / corporation that executed tl3e within and foregoing instrument, and acknowle ed the said instrument to be the free d voluntary act and flcd of said corporation, 4- • • } 0 LIJ A. I- O ce M CA on = V M coo X N W11▪ .1 w CO co NO Zr) in r3 N «i �M r ROW 0 19 N Z M.,01,617.LOS KOHL'S PARCEL ,ZL'S4£ N88 -00'36-W ,£4'£ l� M„ tiZ,69. LOS S88'00'36 -E M„ i�Z,69. WS marada ,99'91 •a 00 3„9£,40.10N a? in IIVII(0 �--tv DEVELOPER'S PARCEL ,OZ'6SZ M„01.,61'.1.0S ,00'1• O O to r� w N tr) co 03 cv Cn ,ZL't'£9 3„9�,80.1ON SOURICEN rER PARKWAY Minkler Boulevard 1 • EXHIBIT 2 SUBJECT PROPERTY LEGAL DESCRIPTION DEVELOPER'S PARCEL AND KOHL'S PARCEL THAT PORTION OF THE NORTHWEST QUARTER OF THE SOUTHEAST QUARTER AND OF THE NORTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 26, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHEAST CORNER OF THE SOUTHEAST QUARTER OF SAID SECTION 26; THENCE NORTH 88°05'42" WEST ALONG THE NORTH LINE OF SAID SOUTHEAST QUARTER, A DISTANCE OF 2678.68 FEET TO THE EAST LINE OF SAID NORTHEAST QUARTER OF THE SOUTHWEST QUARTER; THENCE SOUTH 01°12'25" WEST ALONG SAID EAST LINE 657.29 FEET TO A POINT HEREINAFTER REFERRED TO AS POINT "A"; THENCE CONTINUING SOUTH 01°12'25" WEST 24.50 TO THE POINT OF BEGINNING; THENCE NORTH 88°00'36" WEST 70.13 FEET; THENCE SOUTH 85°29'26" WEST 72.16 FEET; THENCE SOUTH 86°59'24" WEST 135.75 FEET; THENCE NORTH 88°00'36" WEST 152.79 FEET; THENCE SOUTH 81°59'24" WEST 174.39 FEET TO THE BEGINNING OF A CURVE CONCAVE TO THE SOUTHEAST, HAVING A RADIUS OF 34.50 FEET, AND A CENTRAL ANGLE OF 49°36'53"; THENCE SOUTHWESTERLY ALONG SAID CURVE AN. ARC LENGTH OF 29:87 FEET TO THE EAST RIGHT-OF-WAY MARGIN OF SOUTHCENTER PARKWAY; THENCE SOUTH O1°08'35" WEST ALONG SAID EAST RIGHT-OF-WAY MARGIN 534.72 FEET; THENCE SOUTH 87°55'27" EAST 1267.66 FEET; THENCE NORTH 01°49'10" EAST 603.37 FEET; THENCE NORTH 88°00'36" WEST 648.40 FEET TO THE POINT OF BEGINNING; TOGETHER WITH THAT PORTION OF SAID NORTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 26; COMMENCING AT AFOREMENTIONED POINT "A"; THENCE NORTH 88°00'36" WEST 413.26 FEET TO THE POINT OF BEGINNING; THENCE SOUTH 81°59'24" WEST 180.41 FEET TO THE BEGINNING OF A CURVE CONCAVE TO THE NORTHEAST, HAVING A RADIUS OF 34.50 FEET AND A CENTRAL ANGLE OF 67°55'15"; THENCE NORTHWESTERLY ALONG SAID CURVE AN ARC LENGTH OF 40.90 FEET TO THE EAST RIGHT-OF-WAY MARGIN OF SOUTHCENTER PARKWAY; THENCE NORTH .01°08'35" EAST ALONG SAID EAST RIGHT-OF-WAY MARGIN 15.86 FEET; 1746 ! of !7 • THENCE SOUTH 88°00'36" EAST 213.12 FEET TO THE POINT OF BEGINNING; CONTAINING AN AREA OF 756,907 FEET, OR 17.3762 ACRES MORE OR LESS. SITUATE IN THE CITY OF TUKWILA, KING COUNTY, WASHINGTON. 7/(37o6 WIG PROPERTIES NEW RETAIL SITE JOHANN G. WASSERMANN, P.L.S. BRH JOB NO. 95254.08 JULY 13, 2006 BUSH, ROED & HITCHINGS, INC. 2009 MINOR AVENUE EAST SEATTLE, WA 98102 (206) 323-4144 LEGAL DESCRIPTION DEVELOPER'S PARCEL THAT PORTION OF THE NORTHWEST QUARTER OF THE SOUTHEAST QUARTER AND OF THE NORTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 26, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHEAST CORNER OF THE SOUTHEAST QUARTER OF SAID SECTION 26; THENCE NORTH 88°05'42" WEST ALONG THE NORTH LINE OF SAID SOUTHEAST QUARTER, A DISTANCE OF, 2678.68 FEET TO THE EAST LINE OF SAID NORTHEAST QUARTER OF THE SOUTHWEST QUARTER; THENCE SOUTH 01°12'25" WEST ALONG SAID EAST LINE 657.29 FEET TO A POINT HEREINAFTER REFERRED TO AS POINT "A"; THENCE CONTINUING SOUTH 01°12'25" WEST 24.50; THENCE NORTH 88°00'36" WEST 70.13 FEET; THENCE SOUTH 85°29'26" WEST 20.13 FEET TO THE POINT OF BEGINNING; THENCE CONTINUING SOUTH 85°29'26" WEST 52.03 FEET; THENCE SOUTH 86°59'24" WEST 135.75 FEET; THENCE NORTH 8'8°00'36" WEST 152.79 FEET; THENCE SOUTH 81°59'24" WEST 174.39 FEET TO THE BEGINNING OF A CURVE CONCAVE TO THE SOUTHEAST, HAVING A RADIUS OF 34.50 FEET, AND A CENTRAL ANGLE OF 49°36'53"; THENCE SOUTHWESTERLY ALONG SAID CURVE AN ARC LENGTH OF 29.87 FEET TO THE EAST RIGHT-OF-WAY MARGIN OF SOUTHCENTER PARKWAY; THENCE SOUTH 01°08'35" WEST ALONG SAID EAST RIGHT-OF-WAY MARGIN 534.72 FEET; THENCE SOUTH 87°55'27" EAST 1267.66 FEET; THENCE NORTH 01°49'10" EAST 259.20 FEET; THENCE NORTH 88°00'36" WEST 382.55 FEET; THENCE SOUTH 01°59'24" WEST 13.83 FEET; THENCE NORTH 88°00'36" WEST 357.00 FEET; THENCE NORTH 01°59'24" EAST 355.72 FEET TO THE POINT OF BEGINNING; TOGETHER WITH THAT PORTION OF SAID NORTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 26; COMMENCING AT AFOREMENTIONED POINT "A"; THENCE NORTH 88°00'36" WEST 413.26 FEET TO THE POINT OF BEGINNING; THENCE SOUTH 81°59'24" WEST 180.41 FEET TO THE BEGINNING OF A CURVE CONCAVE TO THE NORTHEAST, HAVING A RADIUS OF 34.50 FEET AND A CENTRAL ANGLE OF 67°55'15"; THENCE NORTHWESTERLY ALONG SAID CURVE AN ARC LENGTH OF 40.90 FEET TO THE EAST RIGHT-OF-WAY MARGIN OF SOUTHCENTER PARKWAY; �,4(s� 3 of 5 THENCE NORTH 01°08'35" EAST ALONG SAID EAST RIGHT-OF-WAY MARGIN 15.86 FEET; THENCE SOUTH 88°00'36" EAST 213.12 FEET TO THE POINT OF BEGINNING; CONTAINING AN AREA OF 497,638 FEET, OR 11.4242 ACRES MORE OR LESS. SITUATE IN THE CITY OF TUKWILA, KING COUNTY, WASHINGTON. 77/3/o6 WIG PROPERTIES NEW RETAIL SITE JOHANN G. WASSERMANN, P.L.S. BRH JOB NO. 95254.08 JULY 13, 2006 BUSH, ROED & HITCHINGS, INC. 2009 MINOR AVENUE EAST SEATTLE, WA 98102 (206) 323-4144 Pfitt 4 oe 5 LEGAL DESCRIPTION KOHL'S PARCEL THAT PORTION OF THE NORTHWEST QUARTER OF THE SOUTHEAST QUARTER AND OF THE NORTHEAST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 26, TOWNSHIP 23 NORTH, RANGE 4 EAST, W.M., DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHEAST CORNER OF THE SOUTHEAST QUARTER OF SAID SECTION 26; THENCE NORTH 88°05'42" WEST ALONG THE NORTH LINE OF SAID SOUTHEAST QUARTER, A DISTANCE OF 2678.68 FEET TO THE EAST LINE OF SAID NORTHEAST QUARTER OF THE SOUTHWEST QUARTER; THENCE SOUTH 01°12'25" WEST ALONG SAID EAST LINE 657.29 FEET; THENCE CONTINUING SOUTH 01°12'25" WEST 24.50 FEET TO THE POINT OF BEGINNING; THENCE SOUTH THENCE SOUTH THENCE NORTH THENCE SOUTH THENCE NORTH THENCE NORTH THENCE NORTH THENCE SOUTH 88°00'36" .01°49'10" 88°00'36" 01°59'24" 88°00'36" 01°59'24" 85°29'26" 88°00'36" EAST 648.40 FEET; WEST 344.17 FEET; WEST 382.55 FEET; WEST 13.83 FEET; WEST 357.00 FEET; EAST 355.72 FEET; EAST 20.13 FEET; EAST 70.13 FEET TO THE POINT OF BEGINNING; CONTAINING AN AREA OF 259,269 SQUARE FEET, OR 5.9520 ACRES, MORE OR LESS. 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