HomeMy WebLinkAboutPL04-298 - Other - The Boeing Company - Pacific Gateway Development Agreement -11/05/2010 gill 11
x Return Address 20101105000328
City of Kent Engineering/Property Services BRRGHRUSEN AG 79 00
220 Fourth Avenue South PRGE-001 OF 017
,3
Kent, WA 98032-5895
KINGS COUNTY, WA9
7
Document Title(s)(or transactions contained therem)
1 Pacific Gateway Development Agreement between the City of Kent and The Boeing Company
dated and originally executed September 9, 2004
Grantor(s) (Last name first,then first name and initials)
l The Boeing Company
Grantee(s)(Last name first,then first name and initials):
1 City of Kent
Legal description(abbreviated i e lot,block,plat or section, township, range)
S 2,TW 22,R 4E
QX Full legal is on Exhibit I of document
Assessor's Property Tar Parcel/Account Number
022204-9019-08,022204-9062-04,022204-9063-03, 022204-9066-00,022204-9067-09,
022204-9068-08
Reference Nos. 20041130001940; 20061121002110
PACIFIC GATEWAY DEVELOPMENT AGREEMENT—Page I of 17 (August 9, 2004)
(between The Boeing Company and the City of Kent) (Revised August 2006)
(Re),ised Novembei 2010)
r r
PACIFIC GATEWAY
DEVELOPMENT AGREEMENT BETWEEN
THE BOEING COMPANY AND THE CITY OF KENT
I. PREAMBLE
This DEVELOPMENT AGREEMENT ("Agreement") between THE BOEING
COMPANY (`Boeing"), a Delaware corporation, and the CITY OF KENT (`City"), a
municipal corporation of the State of Washington, is entered into pursuant to the
authority of RCW 36 70B 170 through 210. under which a local government may enter
into a development agreement with an entity having ownership or control of real property
within Itslurisdiction.
II. RECITALS
A. Boeing is the owner of certain real property historically known as the
Boeing Kent Space Center (the "Property"), located in the City of Kent, King County,
Washington and more particularly described in EXHIBIT 1, attached hereto and by this
reference made a part hereof.
B. On May 2, 2002, the City issued approval with conditions for a 9-lot short
subdivision (see EXHIBIT 6 attached) of an approximately 67-acre portion of the
Property commonly known as Pacific Gateway Division 11 (`Division IF'), which short
subdivision was recorded on May 6, 2003 at King County, WA (Recording No
20030506900014) (the "Division 1I Short Plat"), attached hereto as EXHIBIT 7 The
location and extent of Division II is depicted on EXHIBIT 2, attached hereto and by this
reference made a part hereof.
C. On December 12, 2002, the City issued approval with conditions for a
4-lot short subdivision (See EXHIBIT 9 attached) of an approximately 26-acre portion of
the Property commonly known as Pacific Gateway Division III (`Division 111"), which
short subdivision was recorded on February 13, 2003 at King County, WA (Recording
No 20030213900020) (the "Division III Short Plat"), attached hereto as EXHIBIT 10
and by this reference made a part hereof. The location and extent of Division III is
depicted on EXHIBIT 3, attached hereto and by reference made a part hereof
D. Concurrent with review of this Agreement, Boeing received preliminary
approval of a 27-lot binding site plan (See EXHIBIT 1 I attached) for the approximately
136 remaining acres of the Property, commonly known as Pacific Gateway Division IV
(`Division IV") The final binding site plan once recorded shall be attached hereto as
EXHIBIT 12 (the "Division IV Binding Site Plan") and by this reference made a part
hereof. The location and extent of Division IV is depicted on EXHIBIT 4
PACIFIC GATEWAY DEVELOPMENT AGREEMENT—Page 2 of 17 (August 9, 2004)
(between The Boeing Company and the City of Kent)
E. It is anticipated that Divisions II, III and IV (Property) may be developed
or redeveloped (which terms are referenced collectively herein as "development") in
portions over an extended period of time. In light of this anticipated long-term buildout,
the parties desire to establish required stormwater and transportation improvements
necessary to support development of the Property, to vest future permit applications for
lots within the Property on a rolling, 5-year basis, and to reach certain other agreements
intended to enhance development consistency and predictability among the Divisions.
The location and extent of the Property is shown on EXHIBIT 5
F. Kent City Code 12 04 825(C) requires execution of a development
agreement, in accordance with RCW 36 70B 170, for binding site plans that contemplate
an extended period of development The code requires that such agreements shall govern
at a minimum, the use and development of the property subject to the binding site plan,
including: (1) vesting applicable to subsequent permits; (2) the manner in which each
phase of the development will proceed to ensure that the road and utilities necessary to
serve each phase of the development are constructed prior to the development of each
phase, and (3) expiration of the agreement and all provisions therein. This Agreement is
intended to meet the requirements of the code
NOW, THEREFORE, the City and Boeing agree as follows:
� III. AGREEMENT
1. Purpose
The parties acknowledge that this Agreement is premised upon the Division II and
III Short Plats, which have been previously approved and recorded, and the Division IV
Binding Site Plan, which has been approved concurrent with this Agreement The
Agreement shall be used to implement phased infrastructure development upon the sale
of the lots of Division IV, and to address traffic and stormwater improvements related to
future expansion, redevelopment, or new development on the Property The Agreement
also has provisions for the vesting of certain development regulations for Divisions 11, III
and IV.
In order to prepare for the possible future development of the Property while the
Property remains in single ownership, Boeing intends to identify and design stornmater
and transportation improvements to serve such development during the term of this
Agreement in order to provide the City, Boeing, and any future developers of the
Property with reasonable certainty regarding these infrastructure needs The term of this
Agreement is intended to be of adequate duration to provide for these established
improvements to serve future development while acknowledging that most of the
Property is not currently expected to develop outside of Boeing ownership This
PACIFIC GATEWAY DEVELOPMENT AGREEMENT—Page 3 of 17 (August 9,2004)
(between The Boeing Company and the City of Kent)
Agreement shall apply to all future development of the Property during the term of the
Agreement, as hereinafter defined.
2. Term of Agreement
The "Term" of this Agreement shall be twenty (20) years from the recording date
of this Agreement, unless both parties otherwise agree, during the year 2024, to either (a)
execute a confirmation of the continuation of this Agreement for an additional twenty
(20) years of the Term in substantially the form and content of EXHIBIT 20 attached
hereto and by this reference made a part hereof or (b) amend the Agreement as they may
deem reasonable and necessary A confirmation of continuation of this agreement and/or
any amendments that relate to an extension of the Term may require a public hearing as
in accordance with Section 13 of this Agreement Tennination of this Agreement shall
not affect the requirements related to the Binding Site Plan Approval for Division IV, set
forth in Sections 7 and 8 herein, which shall survive the termination of this Agreement
and continue to govern development with Division IV
3. Vesting of Development Regulations
Future permit applications for development of the Property shall be reviewed
under the development regulations in effect at the time of complete application, except
with respect to land use, zoning and site planning regulations The land use, zoning, and
site plan regulations in effect at the time of the effectiveness of this Agreement are
attached hereto as EXHIBIT 21 ("Vested Development Regulations"), and future permit
applications for development of the Property shall be reviewed pursuant to these
regulations as follows- the Vested Development Regulations shall govern development
of the Property until December 31, 2009 ("Initial Vesting Period") Following the initial
Vesting Period, this Agreement establishes vesting for subsequent five-year periods
("Subsequent Five Year Vesting Periods"), starting on January I of the first year and
ending December 31 of the fifth year, for the duration of the Term. At the beginning of
each Subsequent Five Year Vesting Period, the land use, zoning, and site planning
regulations in effect as of December 31 of the prior vesting period shall replace EXHIBIT
21 and this Agreement shall be automatically amended with said regulation through the
re-recording of this Agreement with the new regulations attached. It shall be the
responsibility of Boeing to re-record this Agreement at the beginning of each Subsequent
Five Year Vesting Period. The property owner(s) subject to this Agreement may, at any
time elect, in its (their) sole discretion, to conform to new development regulations that
may from time to time be adopted by the City
Notwithstanding the foregoing, the City reserves the authority under RCW
36 70B.170(4) to impose new or different regulations to the extent required by a serious
threat to public health and safety.
PACIFIC GATEWAY DEVELOPMENT AGREEMENT—Page 4 of 17 (August 9,2004)
(between The Boeing Company and the City of Kent)
4. Transportation Infrastructure and Mitigation
(a) Credit for Prior Transportation Mitigation
The City acknowledges Boeing's payment for transportation imptovements
serving development within the Property made under Local Improvement District Nos.
328 and 340 Except for the southbound right-turn lane at W Valley and 208°i identified
in the Division IV MDNS, any future permit applications for development of the Property
that generate traffic impacts on South 196°i/200`i' Street from East Valley Highway to
Orillia Road and/or West Valley Highway from South 189th Street to South 2 t2th Street
shall not be subject to additional mitigation fees for system improvements on these
roadways unless, at the time of permit application, the impacts cumulatively exceed, on a
trip generation basis, the total trips anticipated by the Traffic Impact Study, as defined in
Section 4(d), for future development of the Property If at the time a complete permit
application is submitted, the City has assessed a system development charge for one or
more grade separation projects, the Property shall be subject to the assessment Boeing
does not, however, waive, and expressly reserves, the right to challenge the number of
trips used by the City to calculate the dollar amount of the system development charge
assessed for grade separation projects to the Property.
(b) Division II
The Division II Short Plat was analyzed for environmental impacts pursuant to the
State Environmental Policy Act ("SEPA"), which included the evaluation of potential
traffic impacts resulting from the assumed build-out of Division II with an additional 1
million square feet of industrial park use over time and resulted in a Mitigated
Determination of Nonsigmficance ("Division II MDNS") issued February 26, 2002
(attached hereto as EXHIBIT 8 and by this reference made a part hereof)
The parties acknowledge that the transportation improvements to support the
future lot development of Division I1 have been established through the Division II
MDNS (EXHIBIT 8) conditions and the Division II Short Plat condition,, of approval
(EXHIBIT 6). Following completion of construction of the required transportation
improvements and any required inspections and approvals by the City, the conditions of
the short plat shall be deemed met and no additional transportation improvements to
mitigate total trip generation impacts in the Traffic Impact Study shall be required for
future development permit applications, subject to subsection (a) and (d) herein and
Section 9 of this Agreement.
Each future development application for the Property shall be required to
demonstrate, through an abbreviated traffic study or other acceptable technical document
approved by the City, consistency with the Division 1I MDNS traffic impact analysis to
PACIFIC GATEWAY DEVELOPMENT AGREEMENT—Page 5 of 17 (August 9,2004)
(between The Boeing Company and the City of Kent)
allow for the City's adoption of the Division 11 MDNS, or incorporation of a supporting
traffic report, to satisfy the City's responsibilities under SEPA for said application. If a
determination of consistency is made by the City, all traffic impacts shall be deemed
mitigated through the implementation of the Conditions/Mitigating Measures of the
Division 11 MDNS and conditions of approval for Division II Short Plat
(c) Division III
The parties acknowledge that the Division III Short Plat was categorically exempt
from SEPA review The parties also acknowledge that the Traffic Impact Study
(EXHIBIT 14) prepared for the Division IV MDNS included the analysis of cumulative
traffic impacts of the development of Division III
The parties acknowledge that the transportation improvements to support the
future lot development of Division III have also been established through the Division III
Short Plat conditions of approval (EXHIBIT 9) Following completion of construction of
the required transportation improvements and any required inspections and approvals by
the City, the conditions of the Division III Short Plat shall be deemed met and no
additional transportation improvements to mitigate total trip generation impacts in the
Traffic Impact Study shall be required for future development permit applications,
subject to subsection (a) and (d) herein and Section 9 of this Agreement.
Each future development application for the Property shall be required to
demonstrate, through an abbreviated traffic study or other acceptable technical document
approved by the City, consistency with the Division IV MDNS Traffic Impact Study to
allow for the City's adoption of the Division IV MDNS, or the incorporation of a
supporting traffic report, to satisfy the City's responsibilities under SEPA for said
application. if a determination of consistency is made by the City, all traffic impacts
shall be deemed mitigated through the implementation of the Conditions/Mitigating
Measures of the Division III Short Plat conditions of approval and Division IV MDNS
that pertain to development within Division IIl.
(d) Division IV
The Division IV Binding Site Plan was analyzed for environmental impacts
pursuant to SEPA, which included the evaluation of potential traffic impacts resulting
from the assumed build-out of Division IV with the potential additional development of
600,000 square feet of industrial park use and the reuse and/or redevelopment of the
existing 1 9 million square feet of industrial park use over time and resulted in a
Mitigated Determination of Nonsignificance ("Division IV MDNS") issued December 2,
2003 (attached hereto as EXHIBIT 13 and by this reference made a part hereof)
PACIFIC GATEWAY DEVELOPMENT AGREEMENT—Page 6 of 17 (August 9,2004)
(between The Boeing Company and the City of Kent)
The Division IV MDNS was supported by a Traffic Impact Study attached hereto
as EXHIBIT 14 and by this reference made a part hereof("Traffic Impact Study") The
Traffic Impact Study and the Division IV MDNS identifies required mitigation in two
separate forms (a) Recommended Project Improvements and (b) the pro-rate share of the
Recommended System Improvements
Recommended Project Improvements: The Recommended Project Improvements
are listed in the Traffic Impact Study and included within Attachment A of the Division
IV Binding Site Plan The completion of the Recommended Project Improvements shall
be implemented on a lot-by-lot basis prior to, or in conjunction with, the transfer of any
lot outside of the ownership of Boeing, or prior to or in conjunction with the issuance of a
"Project Related Building Permit," as defined in Section 7 of this Agreement, in
conformance with the schedule set forth on EXHIBIT I 1 attached hereto (matrix).
Recommended System Improvements• Boeing shall pay to the City their pro-
rated share of the Recommended System Improvements (see Division IV MDNS,
mitigating condition #I). This amount shall be paid in full to the City prior to the
recording of the Division IV Binding Site Plan Due to the fact the Traffic Impact Study
analyzed potential traffic impacts through the year 2010, during the year 2010, an
updated Traffic Impact Study shall be submitted to the City for review and approval
based on as then current development regulations, analyzing existing and future trip
generation for the next (5) year period The updated Traffic Impact Study, once 1 eviewed
and approved by the City, shall be appended to this Agreement and recorded as a
supplement to EXHIBIT 14 hereto and shall remain valid for the succeeding (5) year
period Any additional pro-rated share of any new Recommended System Improvements
shall be paid within 90 days of the City's approval of the updated Traffic Impact Study
and prior to issuance of any development permit. This traffic study update process shall
be completed every five (5) years after 2010, so long as this Agreement remains in effect.
Each future development application for the Property shall be required to
demonstrate, through an abbreviated traffic study or other acceptable technical document
approved by the City, consistency with the Division IV MDNS Traffic Impact Study to
allow for the City's adoption of the Division IV MDNS, or the incorporation of a
supporting traffic report, to satisfy the City's responsibilities under the SEPA for said
application The Public Works Director shall have the discretion to determine
incremental and total trip generation consistent with the ITE Trip generation Manual
(latest ed ) for the purpose of establishing the appropriate trip generation for the specified
use of a permit application If a determination of consistency is made by the City, no
additional transportation mitigation will be required so long as the estimated total PM
peak hour trip generation of the proposed use remains at or below the 4,902 trips
established in the Division IV MDNS on a cumulative basis for the Property as specified
in greater detail by EXHIBIT 15 attached hereto and by this reference made a part hereof
PACIFIC GATEWAY DEVELOPMENT AGREEMENT—Page 7 of 17 (August 9, 2004)
(between The Boeing Company and the Cary of Kent)
r
In the event the City determines the impacts of the development for the proposed permit
application are not fully mitigated through this consistency analysis, the City may prepare
a new threshold determination, or otherwise require additional mitigation, as deemed
appropriate at the time of application If the City determines the payment made as
required by this section represents more than the fair share for impacts generated by the
property, based on any updated traffic study, the City may credit Boeing for said excess
payment.
So long as Boeing holds title to any portion of the Property, Boeing shall provide
to the City a cumulative accounting of all then-existing development and Division IV
mitigation previously performed at the time of each project permit application,
substantially in the form attached hereto as EXHIBIT 16 and by this reference made a
part hereof.
In the event the City adopts a Growth Management Act, Ch. 3670A RCW,
impact fee ordinance in conformance with the requirements of RCW 82 02 050 et seq.,
the City acknowledges that the payments made by Boeing as required by this section are
being made for "system improvements reasonably related to the new development." as
defined therein, and the property owner(s) of property subject to this Agreement shall not
be required to pay traffic impact fees under any new ordinance as prohibited by RCW
82.02 100 provided no additional impacts are revealed in any subsequent updated traffic
studies Provided, however, this impact fee prohibition does not apply to system
development charges for grade separation projects provided for in section 4(a).
(e) Traffic Circulation
A conceptual "Traffic Circulation Plan" is attached as EXHIBIT 17 and by this
reference made a part hereof, which identities six access connections to the existing
public rights of way and two future internal circulation access routes on 204"' and 208"
anticipated to serve future development of the Property, and in accordance with Section 7
of this Agreement For all future development of the Property the six access connections
shall be provided consistent with the Traffic Circulation Plan and as supported by the
Traffic Impact Study, unless otherwise approved or restricted by the Public Works
Director. Project Related Building Permit Applications shall provide access routes and
rights-of-way consistent with the Traffic Circulation Plan in conformance with related
conditions of the Division IV Binding Site Plan
5. Stormwater Improvements
(a) Division II
The Division 11 Short Plat was analyzed for environmental impacts pursuant to
SEPA, which included the evaluation of potential stormwater impacts resulting from the
PACIFIC GATEWAY DEVELOPMENT AGREEMENT—Page 8 of 17 (August 9,2004)
(between The Boeing Company and the City of Kent)
assumed maximum impervious build-out of the Division II with development of an
additional 1 million square feet of industrial park use and approximately 53 acres of
impervious coverage over time and resulted in a Mitigated Determination of
Nonsignificance ("Division II MDNS") issued February 26, 2002 (attached hereto as
EXHIBIT 8 and by this reference made a part hereof)
The parties acknowledge that stormwater improvements required by the Division
II MDNS and the Division II Short Plat approval, including an on-site public
detention/water quality pond system, have been completed and are adequate to support
the level of development analyzed in support of the Division 11 SEPA review The
constructed improvements shall be deemed to satisfy all current and future storm water
detention and water quality treatment requirements for all future permit applications,
except as otherwise provided in Subsection (d) of this Section
(b) Division III
The parties acknowledge that the Division III Short Plat was exempt from SEPA
review, and that the storm water detention and water quality treatment requirements for
the future project permit applications for the potential future development and lot transfer
of the Division III shall be governed by the Division III Short Plat conditions of approval
(EXHIBIT 9) The parties also acknowledge that the engineering plans addressing
stormwater management for the Division IV Binding Site Plan, as set forth in Section
5(c), may include a consolidated solution to stormwater management for both Division
IV and Division 111.
(c) Division IV
The Division IV Binding Site Plan was analyzed for environmental impacts
pursuant to SEPA, which included the evaluation of the potential stormwater impacts
resulting from the assumed future maximum impervious build-out of Division IV
Binding Site Plan with approximately 123 acres of impervious coverage and the
additional new development of 600,000 square feet of industrial park use and the re-use
or redevelopment of the 1.9 million square feet of existing industrial park use over time
and resulted in a Mitigated Determination of Nonsigmficance ("Division IV MDNS")
issued December 2, 2003 (attached hereto as EXHIBIT 13 and by this reference made a
part hereof)
The parties acknowledge that the stormwater improvements required by the
Division IV MDNS and the Division IV Binding Site Plan approval shall govern the
stormwater improvements for stormwater quantity control (detention) and quality control
(water quality treatment) for future lot build-out (development and redevelopment) for all
property governed by the Division IV Binding Site Plan
PACIFIC GATEWAY DEVELOPMENT AGREEMENT—Page 9 of 17 (August 9, 2004)
(between The Boeing Company and the City of Kent)
Prior to the recording the Division IV Binding Site Plan, Boeing shall submit
detailed construction plans to the City (PWD) for review and approval addressing
stormwater management for the Division IV in accordance with BSP Conditions B 13
The completion or the stormwater improvements shown on the "approved" plans shall be
implemented on a phased construction schedule, as set forth on EXHIBIT 11 attached
hereto (matrix) prior to, or in conjunction with, the transfer of any lot outside of the
ownership of Boeing, or prior to or in conjunction with issuance of a Project Related
Building Permit, as defined in Section 7 of this Agreement
The "approved" plans shall serve as the required stromwater improvements for
stormwater quantity contiol (detention) and quality control (water quality treatment) for
all project permit applications for all future tot development of Division IV, except as
otherwise provided in Subsection (d) of this Section
(d) Water Quality Special Provision
The City may modify the stormwater improvements described in subsection 5.
(a), (b), and (c) above and require additional water quality improvements if any of the
following circumstances occur during the term of this Agreement.
1) The City reasonably believes, in good faith, that the City's
approval of a project permit application under the terms of this Agreement would result
in a decision by a State or Federal administrative agency, or a Court of competent
jurisdiction, that the City's eligibility for funding, grants, program eligibility or other
resources sought by the City would be materially impaired,
2) The City reasonably believes, in good faith, that the City's
approval of a project permit application under the terms of this Agreement would result
in a decision by a State or Federal administrative agency, or a Court of competent
jurisdiction, that the City unlawfully failed to comply with the Endangered Species Act,
Clean Water Act, or other State or Federal laws or regulations relating to water quality, or
3) A State or Federal statute or regulation requires the City to adopt
stormwater regulations to address cumulative water quality impacts on an area wide or
City-wide basis and the City reasonably believes, in good faith, that the City's failure to
apply said regulations to the property subject to this Agreement would result In municipal
liability for the City. Modifications under this subsection shall only be to the extent
necessary to address the applicant's proportionate share of such cumulative standard
Any modification or addition to the approved and constructed stormwater
improvements that is required as a result of one of the foregoing conditions occurring
shall be limited to the minimum necessary to avoid the consequences described herein.
PACIFIC GATEWAY DEVELOPMENT AGREEMENT—Page 10 of 17 (August 9, 2004)
(between The Boeing Company and the City of Kent)
The parties agree that the City shall attempt to, but not be obligated to, provide written
notice to Boeing prior to City Council action on a proposed modification when the City
believes any of the above circumstances have arisen Boeing shall have the right, at its
sole discretion and expense, to seek recourse from the appropriate administrative or
judicial body
Notwithstanding the foregoing, this Agreement is not intended to relieve Boeing
or any property owner subject to this Agreement from compliance with the Clean Water
Act, including, but not limited to, regulations requiring retrofitting of existing stormwater
facilities to correct nonconforming conditions that do not meet state and/or federal
stormwater regulation mandated by state and federal authorities
6. Boeing Ditch Agreement and Sensitive Areas Ordinance Compliance
Boeing and the City entered an easement agreement relating to the use of property
owned by Boeing known as the "Boeing Ditch" or "Boeing Cieek," and more particularly
described on EXHIBIT B to said agreement, King County Recording No.
20030 1 23 000744 ("the Boeing Ditch Agreement"), attached as EXHIBIT 18 hereto and
incorporated herein in full by this reference. Said easement was granted to the City for
the purpose of allowing for conveyance system improvements, habitat enhancement,
riparian plantings, and to establish a stream setback for development on the Property for
lots adjacent to the Boeing Creek Pursuant to the Division II MDNS, the Boeing Ditch
Agreement was required to establish compliance with the City's sensitive areas ordinance
for future lot development on lots within the Property adjacent to Boeing Creek Permit
applications for lots adjacent to Boeing Creek governed by the Boeing Ditch Agreement
shall conform to the requirements of said agreement and no further review or approval
under the City's sensitive areas ordinance shall be required foi all development that is
consistent with said agreement.
7. Phased Division IV Binding Site Plan Framework
The Division IV Binding Site Plan anticipates phased development of property
within Division IV over time. Technical documents supporting the Division IV Binding
Site Plan and related analysis under SEPA include the identification of transportation
infrastructure elements, transportation circulation elements, utility elements and
stormwater management elements for Division IV based upon maaunurn development
and redevelopment assumptions to serve each phase. All future permit applications for
the Property will be reviewed pursuant to the terms and conditions of this Agreement, the
related Approvals, and the SEPA process as that may apply to individual permit
applications.
PACIFIC GATEWAY DEVELOPMENT AGREEMENT—Page 1 I of 17 (August 9,2004)
(between The Boeing Company and the City of Kent)
Because development may not occur immediately following the effective date of
this Agreement, recording of the final Division IV Binding Site Plan is required within
two (2) years of preliminary binding site plan approval and all prerequisite conditions
thereto identified in section B of the binding site plan conditions (EXHIBIT 11) shall be
completed A one time one (1) year extension may be granted by the City upon receipt of
a written request from Boeing provided such request is submitted prior to the two (2) year
expiration.
Prior to, or in conjunction with, the transfer of any lot outside of the ownership of
Boeing, or prior to or in conjunction with the issuance of a Project Related Building
Permit, the conditions of section C of the BSP-2003-1 (EXHIBIT 1 1) shall be completed
on a lot-by-lot basis according to Attachment A (EXHIBIT I I) (matrix) For purposes of
this Agreement, "Project Related Building Pen-nit" shall mean all building permits for
development activity associated with a fee conveyance of property from Boeing to a non-
Boeing entity For any building permit, as deemed necessary by the Public Works
Director, that is not a Project Related Building Permit the conditions of section C of the
BSP-2003-1 shall not apply, except as follows: a) conditions C 9 , C A, and C 11 , and
only the Recommended Project Improvements (see section 4 (d)) shall be completed on a
lot-by-lot basis according to Attachment A (EXHIBIT 11)(matnx) and, b) stormwater
improvements shall be completed as required by Attachment A on lot by lot basis or
according to an acceptable alternative, approved by the City, to provide onsite detention
and water quality improvements on a lot-by-lot basis in accordance with design standards
and regulations in affect at the time of submission of a complete building permit
application.
8. Minor Adjustments to Division IV Binding Site Plan
Minor adjustments to the Binding Site Plan approval may be authorized by the
City per Kent City Code 12 04.840. The following aie examples of changes to the
Division IV Binding Site Plan that will be deemed by the City to involve a minor
adjustment and not require new binding site plan approval under the Kent City Code. a)
adjustments of lot lines through the boundary line adjustment process that do not increase
the number of resulting lots, b) adjustments in the dimension or location of buildings that
do not violate then current setback requirements, zoning code regulations, or uniform
codes adopted by the City, c) adjustments that do not result in substantial changes, as
determined by the planning manager or public works director, in the design or location of
access, parking, circulation, drainage, public utility improvements, or easements, d)
minor lot consolidation applications that combine tots, and e) incorporations of changes
showing permitted/constructed improvements, including but not limited to, building
locations, parking, landscape areas, drive aisles, and the like.
PACIFIC GATEWAY DEVELOPMENT AGREEMENT—Page 12 of 17 (August 9. 2004)
(between The Boeing Company and the City of Kent)
9. Adequacy of SEPA Mitigation
The City acknowledges the previously prepared environmental documents
referenced herein for the purposes of satisfying its responsibilities under SEPA for the
subject matters covered by this Agreement To the extent that future impacts associated
with new development of the Property are consistent with the identified prior SEPA
approvals, no further SEPA mitigation will be required for any future permit applications
so long as the City can rely on said environmental documents for the purposes of
complying with its responsibilities under SEPA through the adoption of said documents
To the extent practicable, the City will rely on existing SEPA documents to support
permit applications in a manner consistent with WAC 197-11-600(4)
10. Notification of Property Transfer Agreement
In conjunction with the transfer of any lot within Division IV, Boeing shall notify
the City of said transfer in accordance with the Notification of Property Transfer
Agreement attached hereto as EXHIBIT 19 and by this reference made a part hereof and
incorporated herein The City and Boeing shall execute said Notification of Property
Transfer Agreement within ten (10) days of the date of this Agreement For property
within Division III, the form of the property transfer notice shall conform to the Division
III Short Plat condition of approval (condition A 10), unless the Division III Short Plat
has been vacated and then the requirements of this section shall apply to property
transfers pertaining to Division III property.
11. Execution, Recording and Effective Date
The City shall cause this Agreement to be executed by its authorized
representative, within seven (7) days of its approval by the Kent City Council and receipt
of an executed Agreement by the authorized representative of Boeing Within ten (10)
days following mutual execution of this Agreement, the City shall cause this Agreement
to be recorded with the Real Property Records Division of the King County Records and
Elections Department This Agreement shall become effective upon recording
12. Successors and Assigns
This Agreement shall bind and inure to the benefit of Boeing and the City and
their successors in interest, and may be assigned to successors in interest to the Property
Consent by the City shall not be required for any transfer of rights pursuant to this
Agreement. Upon any such transfer, the transferee shall be entitled to all interests and
rights and be subject to all obligations under this Agreement. Upon assignment and
assumption by the assignee(s) of all obligations under this Agreement, Boeing shall be
released from all obligations under this Agreement as pertain to the particular interest
assigned.
PACIFIC GATEWAY DEVELOPMENT AGREEMENT—Page 13 of 17 (August 9,2004)
(between The Boeing Company and the City of Kent)
13. Amendment
This Agreement shall not be modified or amended without the express written
approval of the City and Boeing. Minor amendinerits to this Agreement shall not, except
to the extent otherwise required by law, require notice and a public hearing unless the
amendment relates to an extension of the Term or modification of Vested Development
Regulations as identified in Section 1I1.3. Notwithstanding the foregoing, the City retains
the authority to review and approve minor amendments in an open public meeting if such
a minor modification may be of interest or concern to the public
14. Continuation of Existing Uses
The City acknowledges that the Property contains a number of uses, some of
which may be nonconforming at the time future permit applications for redevelopment
are submitted to the City. If a future permit application for the redevelopment of a lot on
the Property contains a nonconforming use, redevelopment shall comply with Kent City
Code section 15 08.100 pertaining to nonconforming development.
AGREED this q day of 12004.
CITY OR KENT ATTEST:
61
:By- By re Its 4-
APPROVED AS TO E
City Attorney
PACIFIC GATEWAY DEVELOPMENT AGREEMENT—Page 14 of 17 (August 9,2004)
(between The Boeing Company and the City of Kent)
STATE OF WASHINGTON )
)ss
COUNTY OF )
On this(e—Q of - 2004, before me, the undersigned, a
Notary Public in and for the State of Washington, duly commissioned and swom,
personally appeared •r to me
known to be the person who signed as ml _ of the
CIT Y OF KENT, the corporation that executed the withi nd foregoing instrument, and
acknowledged said instrument to be the free and voluntary act and deed pf said
corporation for the uses and purposes therein mentioned, and on oath stated that VA-0--
was duly elected, qualified and acting as said officer of the corporation, that k-0 was
authorized to execute said instrument and that the seal affixed, if any, is the corporate
seal of said corporation.
IN WITNESS WHEREOF I have hereunto set my hand and official seal the day
and year first above written.
NR .40,t �}
1OTAf� Z I t� (Signature of Notary)
c� �� to: i �e-n�� W • `�1 '�'d Yl
(Print or stamp name of Notary)
NOT ng at t PUok-BLIC
i and
for the State of Washington
My appointment expires:
THE BOEING COMPANY
Jul
By: Colette M.Tennink
Its- AWM&W SVWt-o—ry
PACIRC GATEWAY DEVELOPMENT AGREEMENT—Page t5 of 17 (August 9,2004)
(between The Boeing Company and the City of Kent)
STATE OF WASHINGTON )
)ss.
COUNTY OF vt .
On this 301'day of ' , 2004, before me, the undersigned, a
Notary Public in and for the State Of Washingto , duly commissioned and sworn,
personally appeared Q Uhl�� , to me known to be the person
who signed as Aft-wilKA t of THE BOEING COMPANY, the
corporation that executed the within d foregoidg instrument, and acknowledged 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 was duly elected, qualified
and acting as said officer of the corporation, that was authorized to execute said
instrument and that the seal affixed, if any, is the corporate seal of said corporation.
IN WITNESS WHEREOF I have hereunto set my hand and official seal the day
and year first above written.
(Signature of Notary)
(Print or stamp name of Notary)
NOTARY PUBLIC in and for the State of Washington
residing at` -e-�in (
My appointment expires: S
Notary Public
FAPPOhtamt
te ofwa�hlnpton
RLEW C RICE
Expires Aug 15]2"008
PAC[F[C GATEWAY DEVELOPMENT AGREEMENT-Page 15 of 17 (August 9,2004)
(between The Boeing Company and lite City of Kent)
1
EXHIBIT REFERENCE SHEET
Recording No
Exhibit 1 Legal Description . ..20061121002110
Exhibit 2 Division II Map.... . . . 20061121002110
Exhibit 3 Division III Map.... . . 20061121002110
Exhibit 4 Division IV Map.. . ..20061121002110
Exhibit 5 Divisions II, III, and IV Map . .. 20061121002110
Exhibit 6 Division It Short Plat Approval . .20061121002110
Exhibit 7 Recorded Division II Short Plat 20030506900014 & 20061121002110
Exhibit 8 Division II MDNS 20061121002110
Exhibit 9 Division III Short Plat Approval and Amendment 20061121002110
Exhibit 10 Recorded Division III Short Plat 20060427900007 & 20061121002110
Exhibit 11 Division IV Preliminary BSP Approval
and Attachment A— Matrix 20061121002110
Exhibit 12 Recorded Division IV BSP 20060404000594 & 20061121002110
Exhibit 13 Division IV MDNS .20061121002110
Exhibit 14 Traffic Impact Study . . 20061121002110
Exhibit 15 PM Peak Hour Trip Generation ... 20061121002110
Exhibit 16 Cumulative Accounting Form PM Peak Hour
Trip Generation 20061121002110
Exhibit 17 Traffic Circulation Plan 20061121002110
Exhibit 18 Boeing Ditch Agreement ... . ... 20030123000744 & 20061121002110
Exhibit 19 Notification of Property Transfer Agreement(Example) 20061121002110
Exhibit 20 Confirmation of Continuation Agreement(Example).. 20061121002110
Exhibit 21 Vested Development Regulations .... . o?01o11656O0 3d3
PACIFIC GATEWAY DEVELOPMENT AGREEMENT—Page 17 of 17 (August 9, 2004)
(between The Boeing Company and the Caty of Kent) (Revised November 2010)