HomeMy WebLinkAboutPK14-294 - Original - Healthpoint - Maintenance of Private Improvements at 403 E Meeker St - 11/13/2014 m ,
Records M� `i�gerTne
KENT �,. . Document
WASH NOTON j
CONTRACT COVER SHEET
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This is to be completed by the Contract Manager prior to submission
to City Clerks Office. All portions are to be completed.
If you have questions, please contact City Clerk's Office.
Vendor Name: HealthPoint
Vendor Number:
7D Edwards Number
Contract Number4•.,<PC14-294; ;
This is assigned by City Clerk's Office
Project Name: Right-of-Way permit
Description. ❑ Interlocal Agreement ❑ Change Order ❑ Amendment ❑ Contract
❑ Other:
Contract Effective Date: Termination Date:
Contract Renewal Notice (Days):
Number of days required notice for termination or renewal or amendment
Contract Manager: Lynn Osborn Department: PARKS
Contract Amount: $
Approval Authority: ❑ Department Director ❑Mayor ❑City Council
Detail: (i.e. address, location, parcel number, tax id, etc.):
Limited License granting a permit to use a City right-of-way for HealthPoint to install and
maintain an awning at its 403 E. Meeker Street clinic location. License is fully revocable
at the will of the City.
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LIMITED LICENSE BETWEEN
THE CITY OF KENT AND
HEALTHPOINT
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PARTIES
THIS LIMITED NON-EXCLUSIVE LICENSE FOR MAINTENANCE OF PRIVATE
IMPROVEMENTS WITHIN PUBLIC RIGHT-OF-WAY ("License") is granted by the
CITY OF KENT, a Washington Municipal Corporation ("City"), to HealthPoint, a
Washington non-profit corporation, who acquired title as Community Health Center
of King County ("Licensee").
RECITALS
1. Licensee seeks to install an awning at the entrance to its 403 E.
Meeker Street Clinic Location in the City of Kent.
2. Licensee has requested that the City grant a permit to use City right-
of-way for the installation and maintenance of this awning.
3. The City has agreed to issue the issuance of such a permit, subject to
the terms and conditions contained herein..
NOW, THEREFORE, THE CITY AND LICENSEE AGREE AS FOLLOWS:
LICENSE
1. License Grantees. The City, for and in consideration of mutual
benefits derived and/or other valuable consideration, receipt of which is hereby
acknowledged by the City, grants this License ("License") to Licensee for the
installation and maintenance of an awning at Licensee's 403 E. Meeker Street Clinic
Location ("Premises") across, along, in, upon, and under the City's right-of-way
described in Exhibit A ("Property"). A general description of the plans and
specifications for the awning is attached as Exhibit K ("Improvements"). This
License is subject to all the terms and conditions established below.
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2. Damage to Property and Restoration. Licensee shall repair any
damage to the Property caused by the installation, construction, operation,
maintenance, removal, repair, reconstruction, replacement, use, and inspection of
the Improvements on the Property. Upon revocation, termination, or expiration of
this License, Licensee shall immediately restore the Property to its original condition
prior to the issuance of the License. Such restoration obligation shall survive the
expiration of this License.
LIMITED LICENSE--Page 1 of 9
(between City of Kent and HealthPoint)
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3. Revocation and Termination. The intent of this License is to
authorize Licensee to install an awning on the designated City right-of-way, which
right-of-way constitutes a valuable property interest owned by the City. This
License does not grant an estate in the land described as the Property; it is not an
easement; it is not a franchise; it is not exclusive; and it does not exclude the City j
from full possession of the Property. As a License upon real property, it is fully j
revocable at the will of the City. however, prior to termination or revocation by the
City, the City shall provide Licensee with at least sixty (60) calendar days' written j
notice of termination or revocation. Upon receipt of such notice from the City,
Licensee is required to remove all Improvements restore the Property pursuant to
Section 2. If Licensee fails to remove the Improvements within the allotted time,
the City may remove all or. part of the Improvements, restore the Property, and
recover the costs of such removal and restoration from Licensee. Licensee waives
any right it may have to any claim for damages of any kind incurred as a result of
the City's removal of all or part of the Improvements. If not revoked sooner by the
City, the Licensee shall last for a period of fifteen (15) years; provided, however,
that if Licensee removes its Improvements for a period of sixty (60) consecutive
days and fails to replace them during such time period, the license shall
immediately expire.
4. Permits Required. The City's grant of this License does not release
Licensee from any of its obligations to obtain applicable local, state, and federal
permits necessary to install, construct, operate, maintain, remove, repair,
reconstruct, replace, use, and inspect the Improvements. Licensee's failure to
comply with this Section 4 shall constitute grounds for immediate revocation by the
City.
S. Maintenance. Licensee shall maintain the Improvements and
Property in a clean, well-kept, orderly and safe condition at the Licensee's sole cost,
to the satisfaction of the City. Licensee shall promptly make repairs at Licensee's
cost, as necessary, to ensure the Improvements and Property are kept in good
condition to the satisfaction of the City.
6. As-Bunts. Within sixty (60) days of construction of the
Improvements, Licensee shall provide the City with accurate copies of all record
drawings and maps showing the horizontal and vertical location and configuration of
all located or relocated Improvements within the public right-of-way. Licensee j
warrants the accuracy of all record drawings and maps provided to the City.
Licensee shall provide the City with updated record drawings and maps upon
request.
7. Emergency. In the event of any emergency in which any portion of
the Improvements breaks, becomes damaged, or in any other way becomes an
immediate danger to the property, life, health, or safety of any individual, Licensee
LIMITED LICENSE--Page 2 of 9
(between City of Kent and HeatthPoint)
shall immediately take the proper emergency measures to remedy the dangerous
condition without first applying for and obtaining a permit as required by this
License. However, this emergency work shall not relieve Licensee from its
obligation to obtain all permits necessary for this purpose, and Licensee shall apply
for those permits within the next two (2) succeeding business days. If Licensee
fails to take immediate action to correct an imminent danger to property, life,
health or public safety, the City reserves the right to perform the necessary
emergency work itself and charge the Licensee for the cost thereof.
8. Indemnification. Licensee shall comply with the following
indemnification requirements:
8.1 Licensee shall defend, indemnify, and hold the City, its officers,
officials, employees, agents, assigns, and volunteers harmless from any and all
claims, actions, injuries, damages, losses, or suits, including all reasonable legal
costs, witness fees, and attorney fees, arising out of or in connection with the
performance of any of Licensee's rights or obligations granted by this License,
except to the extent caused by the sole negligence of the City, its employees,
agents, contractors, or invitees.
8.2 The City's inspection or acceptance of any of Licensee's work
when comple0ted shall not be grounds to avoid any of these covenants of
indemnification.
8.8 These indemnification obligations shall extend to any claim,
action or suit that may be settled by compromise, provided that Licensee shall not
be liable to indemnify the City for any settlement agreed upon without the consent
of Licensee; however, if Licensee consents to the agreed upon settlement, the
Licensee shall indemnify and hold the City harmless as provided for in this Section 8
by reason of that settlement. Moreover, if Licensee refuses to defend the City
against claims by third parties; Licensee shall indemnify the City regardless of
whether the settlement of such claims is made with or without Licensee's consent.
8.4 In the event that Licensee refuses to accept tender of defense in
any claim, action, or suit by a third party pursuant to this Section 8 and if
Licensee's refusal is subsequently determined by a court having jurisdiction (or
such other tribunal that the parties shall agree to decide the matter) to have been a
wrongful refusal, then Licensee shall pay all the City's costs for defense of the
action, including all reasonable legal costs, witness fees, and attorney fees and also
including the City's costs, including all legal costs, witness fees and reasonable
attorney fees, for recovery under this Section 8 indemnification clause.
8.5 The provisions of this Section 8 shall survive the expiration or
termination of this License.
LIMITED LICENSE--Page 3 of 9
(between City of Kent and Hea(thPoint)
9. Xnsurance. Licensee shall procure and maintain for the duration of
this License, insurance of the types and in the amounts described below against
claims for injuries to persons or damage to property that may arise from or in
connection with the performance of the work by Licensee. Licensee also agrees to
require the same coverage of its agents, representatives, employees, contractors,
subcontractors, consultants, subconsultants, or assigns performing work under the
scope of this License and to assure that such coverage is maintained.
9.1 Before beginning work on the project described in this License,
Licensee shall provide a Certificate of Insurance evidencing:
9.1.1 Automobile Liability insurance with limits no less than
$1,000,000 combined single limit per accident for bodily injury and property
damage; and
9.1.2 Commercial General Liability insurance written on an
occurrence basis with limits no less than $2,000,000 combined single limit per
occurrence and general aggregate for personal injury, bodily injury and property
damage. Coverage shall include but not be limited to: blanket contractual;
products/completed operations/broad form property damage; explosion, collapse
and underground (XCU); and employer's liability.
9.1.3 Excess Liabilitv insurance with limits not less than
$2,000,000 per occurrence and aggregate.
9.2 Any payment of deductible or self-insured retention shall be the
sole responsibility of Licensee.
9.3 The City, its officers, officials, employees, agents, assigns and
volunteers shall be named as an additional insured on the insurance policy, as
respects work performed by or on behalf of the Licensee and shall make its
endorsement available for inspection by the Licensor. City waives no rights and
Licensee is not excused from performance if Licensee fails to provide City with a
paper copy of the endorsement naming the City as an additional insured.
9.4 Licensee's insurance shall contain a clause stating that coverage
shall apply separately to each insured against whom claim is made or suit is
brought, except with respects to the limits of the insurer's liability.
9.5 Licensee's insurance shall be primary insurance as respects the
City, and the City shall be given thirty (30) calendar days prior written notice
electronically and by United States mail of any cancellation, suspension or material
change in coverage.
LIMITED LICENSE--Page 4 of 9
(between City of Kent and HealthPoint)
10. Modification, This License may not be modified, altered, or amended
unless first approved in writing by the City.
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11. Assignment. Licensee shall not assign all or any portion of its rights,
benefits, or privileges, in and under this License without prior written approval of
the City, which approval will not be unreasonably withheld or delayed. Licensee
shall, no later than thirty (30) days prior to the date of any proposed assignment,
file written notice of intent to assign the License with the City together with the
assignee's written acceptance of all terms and conditions of the License and
promise of compliance. Notwithstanding the foregoing, Licensee shall have the
right, without such notice or such written acceptance, to mortgage its rights,
benefits, and privileges in and under this License to the trustee for its bondholders
and assign to any subsidiary, parent, affiliate or company having common control
with Licensee so long as notice of same is provided to the City and provided
Licensee remains fully liable to the City for compliance with all terms and conditions
of this license until such time as the City shall consent to such assignment as
provided above.
12. Compliance with Laws. Licensee shall comply with all federal, state,
and municipal laws, rules, and regulations that are applicable to this License, the
Improvements, or the Premises
13. Venue and .jurisdiction. This License shall be construed in accordance
with the laws of the State of Washington. Venue and jurisdiction for the resolution
of disputes shall be in the Superior Court for King County, Washington. In the
event of claim or litigation regarding the enforcement of the terms of this License,
each party shall be responsible for its own legal costs and attorney fees except as
noted in Section 8.
14. Notices. All notices, requests, demands, or other communications
provided for in this License, unless otherwise noted, shall be in writing and shall be
deemed to have been given when sent by registered or certified mail, return receipt
requested, to the addresses listed below for each party, or to such other person or
address as either party shall designate to the other party in writing:
CITY: LICENSEE:
City of Kent NealthPoint
Attn: City Clerk Attn: Thomas Trompeter
220 Fourth Avenue South 955 Powell Ave SW
Kent, WA 98032 Renton, WA 981057
LIMITED LICENSE--Page 5 of 9
(between City of Kent and NealthPoint)
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15. No Waiver of Rights. Nothing in this License shall constitute a
waiver of either party's right to challenge any portion of the License that is not in
accordance with applicable federal, state and local laws.
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16. Entire Agreement and Effective Date, This License contains the
entire agreement between the parties and, in executing it, the City and Licensee do
not rely upon any statement, promise, or representation, whether oral or written,
not expressed in this License. This License shall be effective upon the last day
executed below (Effective Date).
17. Warranty of Authority to Execute. Each person executing this
License warrants that he/she has the requisite authority to bind the party for whom
that person is executing.
This License is executed and shall become effective as of the last date signed
below.
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CITY OF KENT LICENSE
By: By:
Poi t NN e: UZET E COOKE Arom_ Print Name: Thomas peter c/o
I s: M/a or— f HealthPoint
Da e: // / 3 l � _ Its: Chief eciftive Officer
Date:_
P.\CMfTort\Dwd;�=Me QwlClaim vALeamstLimOid Nlkallwww Rm I.iwns Pam Nlldoc
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LIMITED LICENSE--Page 6 of 9
(between City of Kent and HealthPoint)
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STATE OF WASHINGTON )
ss.
COUNTY OF KING )
I hereby certify that I know or have satisfactory evidence that Suzette Cooke
is the person who appeared before me, and said person acknowledged that she
signed this instrument, on oath stated that she is authorized to execute the
instrument on behalf of the City of Kent as its Mayor, and such execution to be the
free and voluntary act of such party for the uses and purposes mentioned in the
foregoing instrument.
-Notary Seat Must Appear Within This Box-
IN WITNESS WHEREOF, I have hereunto set my hand and official
seal the day and year first above written.
rya ,, r ,GB�' 7-. ,r�..:4�✓.L`�i-..S
L..y aarzr w
jg NOTARY PUBLIC, in and for the Stat
of Washington, residing at A0'6'L �
My appointment expires
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LIMITED LICENSE--Page 7 of 9
(between City of Kent and Hea(thPoint)
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STATE OF WASHINGTON }
ss.
COUNTY OF KING }
I hereby certify that I know or have satisfactory evidence that s
is the person who appeared before me, and said person acknowledged
that he/she signed this instrument, on oath stated that he/she is authorized to
execute the instrument on behalf of 14&n+ as its Cue)
, and such execution to be the free and voluntary act of such party for the
uses and purposes mentioned in the foregoing instrument.
-Notary Seal Must Appear Within This Box-
IN WITNESS WHEREOF, I have hereunto set my hand and official
seal the day and year first above written.
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4 ? fAN �150. ; I ; NOT RY PUBLIC, in and for the St to
b u) +0t/1300 p , d of shington, residing at�Do2 h
My appointment expires J& 16
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LIMITED LICENSE--Page 8 of 9
(between City of Kent and HealthPoint) �
EXHIBIT A
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LEGAL DESCRIPTION OF THE PROPERTY
Tax Assessors Parcel Numbers)
9179601100, (9179601080 ADJACENT PARKING AREA)
Leval Description
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9179601100-WASHINGTON CENTRAL IMPROVEMENT CO'S FIRST ADDITION TO
KENT LOTS 18 THRU 22 BLK 13 AS DESCRIBED & DELINEATED PER CITY OF
KENT LOT LINE ADJUSTMENT NO LL-96-33 RECORDING NO 9612051035.
9179601080-WN CENTRAL IMP COS 1ST TO KENT
LIMITED LICENSE--Page 9 of 9
(between City of Kent and HealthPoint)
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