HomeMy WebLinkAboutPW15-336 - Original - Ichijo USA Co Ltd - Midori Meadows aka Marilyn Pl - 09/21/2015 Records in . ti �dI�HYF ^ f
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CONTRACT COVER SHEET
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: 60, ✓'F
Vendor Number:
JD Edwards Number
Contract Number: 1JI (i
This is assigned by City Clerk's Office
Project Name: Hi'dc) 'i M,w(joW5 6Il�•c4 Maw VIOU
Description: ❑}nterlocal Agreement ❑ Change Order ❑Amendment ❑ Contract
M Other: +bM+,
Contract Effective Date: jI� Termination Date: 0 la 1115
Contract Renewral Notice (Days):
Number of days required notice for termination or renewal or amendment
Contract Manager: Department:
Contract Amount:
Approval Authority: ❑ Department Director 9Mayor ❑City Council
Detail. (i.e. address, location, parcel number, tax Id, etc.):
ZI211 1257y) R 'girt-e S k'€ U6I'. DNA MWI
adccW10877 8 14
LIMITED LICENSE AGREEMENT BETWEEN
THE CITY OF KENT AND
ICHIJO USA CO., LTD. i
PARTIES
THIS LIMITED LICENSE AGREEMENT ("License") is between the CITY OF
KENT, a Washington municipal corporation ("City"), and ICHIJO USA CO., LTD., a
Washington corporation ("Licensee"),
RECITALS
1. Licensee seeks to install landscaping and other vegetation within the
City's right-of-way along 132"d Ave SE, adjacent to the Midori Meadows plat (a/k/a
Marilyn Place), located approximately at 21827 132"d Ave SE, Kent, Washington,
98031.
2, Licensee has requested that the City grant permission to use City
right-of-way to Install the above landscaping within the City right-of-way,
3. The City has agreed to issue this license,
NOW, THEREFORE, THE CITY AND LICENSEE AGREE AS FOLLOWS;
LICENSE
1, License Granted. In consideration of mutual benefits derived and
other valuable consideration, receipt of which is hereby acknowledged by the City,
the City grants this License ("License") for a period of ten years from the Effective
Date (the "Term") for Licensee to install landscaping and other vegetation, including
necessary appurtenances, within a portion of the City's right-of-way along 132"d
Ave SE, adjacent to the Midorl Meadows plat (a/k/a Marilyn Place), located
approximately at 21827 132"d Ave SE, Kent, Washington, 98031, as described in
Exhibit A ("Property"). City and Licensee agree that this License shall
automatically renew at the end of the Term, and a new ten-year Term shall
commence, unless terminated as provided in Section 3 of this License. A general
description of the plans and specifications is on file with the City of Kent under
street use permit RESU-2153045 for landscaping and other vegetation, including
necessary appurtenances, within the Midor[ Meadows plat (a/k/a Marilyn Place),
located approximately at 21827 132"d Ave SE Kent, Washington 98031
("Landscaping"), as approximately shown on Exhibit B ("Licensed Area"). This
License is subject to all the terms and conditions established below.
LIMITED LICENSE--Page 1 of 8
(between City of Kent and Ichijo USA Co„ LTD.)
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2. Damage to Property and Restoration. Licensee shall repair any
damage to the Licensed Area or the Property caused by the planting, maintenance,
removal, repair, replacement, use, and inspection of the Landscaping within the
Licensed Area. Upon revocation, termination, or expiration of this License, Licensee
shall restore the Licensed Area to its original condition prior to the issuance of the
License. Such restoration obligation shall survive the expiration of this License,
3. Revocation and Termination. The Intent of this License is to
authorize Licensee to install landscaping and other vegetation, including necessary
appurtenances, at 21827 132nd Ave SE, within 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 Licensed Area; it is
not an easement; it is not a franchise; it is not exclusive; and it does not exclude
the City from full possession of the Licensed Area. As a License upon real property,
it is revocable at the will of the City. However, prior to termination or revocation by
the City, the City shall provide Licensee with at least fifteen calendar days' written
notice of termination or revocation, except where immediate revocation is expressly
authorized in this License. Upon receipt of such notice from the City, Licensee is
required to remove all Landscaping and restore the Licensed Area within thirty days
thereafter. If Licensee fails to remove the Landscaping within the allotted time, the
City may remove all or part of the Landscaping, restore the Licensed Area, 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 Landscaping.
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 plant, maintain, remove, repair, replace, use and inspect the
Landscaping. Licensee's failure to comply with this Section 4 shall constitute
grounds for immediate revocation by the City.
5. Maintenance. Licensee shall maintain the Landscaping and the
Licensed Area in a clean, well-kept, orderly condition to the satisfaction of the City.
Licensee shall be responsible for maintaining, at its sole expense, all of Licensee's
Landscaping, and shall keep the same in good and safe repair, order and condition.
Such duties shall include, but not be limited to: maintenance of all Landscaping and
vegetation in the City's right-of-way, prompt repair to any damage or defect within
the right-of-way, and removal or repair of obstacles or defects within the
landscaped areas in or adjacent to 21827 132nd Ave S,E.
6. Emergency. In the event of any emergency In which any portion of
the Landscaping becomes damaged, or In any other way becomes an Immediate
danger to the property, life, health or safety of any individual, Licensee shall
immediately take the proper emergency measures to remedy the dangerous
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LIMITED LICENSE--Page 2 of 8
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(between City of Kent and Ichijo USA Co., LTD.)
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 succeeding business days,
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7. Indemnification. Licensee shall comply with the following
indemnification requirements:
7.1 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.
7.2 The City's inspection or acceptance of any of Licensee's work
when completed shall not be grounds to avoid any, of these covenants of
Indemnification.
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7.3 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 7
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.
7.4 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 7 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 7, indemnification clause.
7.5 The provisions of this Section 7 shall survive the expiration or
termination of this License.
B. Insurance. 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
LIMITED LICENSE--Page 3 of 8
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(between City of Kent and Ich1Jo USA Co„ LTD.)
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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.
8.1 Before beginning work on the project described in this License,
Licensee shall provide a Certificate of Insurance evidencing:
8.1.1 Automobile Liability insurance with limits no less than
$1,000,000 combined single limit per accident for bodily injury and property
damage; and
8.1.2 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,
8.1.3 Excess Liability Insurance with limits not less than
$2,000,000 per occurrence and aggregate,
8.2 Any payment of deductible or self-insured retention shall be the
sole responsibility of Licensee,
8.3 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 City. The City waives no rights and
Licensee Is not excused from performance if Licensee fails to provide the City with a
paper copy of the endorsement naming the City as an additional insured,
8.4 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.
8.5 Licensee's insurance shall be primary insurance as respects the
City, and the City shall be given thirty calendar days prior written notice
electronically and by United States mail of any cancellation, suspension or material
change in coverage.
9. Modification. This License may not be modified, altered, or amended
unless first approved in writing by the City.
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LIMITED LICENSE--Page 4 of 8
(between City or Kent and IchfJo USA Co., LTD.)
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10. 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; provided,
however, that Licensee may only assign all or a portion of Its rights to a subsidiary,
parent, affiliate or company having common control with Licensee or to a
homeowner's association, properly formed and registered with the State, and then
only so long as thirty days' prior written notice of same is provided to the City; and
provided further that 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 the
assignment as provided above.
11. Compliance with Laws. Licensee shall comply with all federal, state
and local laws, rules and regulations that are applicable to this License.
12. 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 ,
�T kr 4P USA
13. Notices. All �iotrce'�, 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:
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City of Kent Ichljo USA Co., LTD.
Attn: City Clerk Attn: Ak!rN)_ou. Okm-o
220 Fourth Avenue South 15135 NE 90t" Street, Suite 200
Kent, WA 98032 Redmond, WA 98052-3560
Kent, WA 98032-1711
14. 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.
15. 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,
LIMITED LICENSE--Page 5 of 8
(between City of Kent and Ichijo USA Co., LTD.)
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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").
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CITY LICENSEE
CITY OF KENT ICHIJO USA CO.., LTD.
By: G "® �--- Print Name: AK;nobk, Qyj=—
Print Na e: UZETTE COOKE Its:
It Mayor Date: 9 f 111I and
Date: !,
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P:1C5vippilcsl0pu F0evWM5 e0U tienttnLPU I MThUu T1mIIM Home AmemenWaox
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LIMITED LICENSE--Page 6 of 8
(between City of Kent and Ichijo USA Co., LTD.)
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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 Sea!Must Appear Within This Box-
IN WITNESS WHEREOF, I have hereunto set my hand and official
seal the day and year first above written.
jy
Q A"` � NOTARY PUBLIC, in and for the State
3 POP � % of Washington, residing
POP
My appointment expires
!!/lIpill
FOF WAS���•�'
LIMITED LICENSE--Page 7 of 8
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(between City of Kent and Ichijo USA Co., LTD.)
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STATE OF WASHINGTON )
ss. i
COUNTY OF KING )
I hereby certify that I know or have satisfactory evidence that A
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 Ichijo USA Co., LTD as Its ,Aos� 1"., 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.
NotsryPublic
State otwashtugton v
YOSHIKOSAKURAGI NOTARY PUBLIC, in and for the State
MY COMMISSION EXPIRES of Washington, residing at 3e1(cv,ke bVA
Apri123,2018 My appointment expires ApyiI 7_3 zzw?
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LIMITED LICENSE--Poge B of B
(between City of Kent and IchlUo USA Co., LTD)
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EXHBIT_�
THAT PORTION OF THE DBDTCATED RIODT•OF-WAY OF 132ND AVLNUB SB AS SHOWN ON ICING
COUNTY SHORT PLATNO,1,000014 RECORDED UNDER RECORDING NUMEER 20140521900W3
AND SING COUN'i'Y SHORTFLAT NO,L06S0015 RECORDED UNDER ICTNO COUNTY RECORDING
NI MDER 2 01 4 052.19 0 0 004,DESCRIBED AS FOLLOWS!
SHOWING AT TER SOUTIIEAST CORNER OF LOT 4 OF SAID SHORT FLAT NO,L0650014;
THENCE N003]'I 3"E,ALONG 711E BAS'1'LEIB OF SAID LOT 4 AND ITS NORTHERLY EAT'HNTION,
FOR 79.10 FEET;
T1 IENCP-830-24-5VR FOR 9.87 PET;
THENCE R46'20'S9"E FOR 732 FBT;
THBNM S00°3 V 13"W FOR 5.60 FRET;
THENCE B89-27-9TRENCH 3003T13"WFALONG SA OR O FASTTLINBS5 FOR 271EAT LINE OI,1 FEET TO THE 9 UN LINE
OF SSAID RICRIT-OF-WAY AID
NGH'M1OF•WAY DEDICATION;
THENCE N89^59'49"W,ALONG SAID SOUTH LINE,VOR20-00 FEET TO TILE WEST LING OF SAID
RIOHT•OF-WAY DEDICATION;
THENCE N00"31'13"V,ALONG SAID WEST LINE,FOR 212.01 FEET TO TIM POINT OF BEOMNINO;
SITUATE IN ICING COUNTY,WASHINOT0N.
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Calaxin, David
From: )3T MO <a-ohno@ichljousa.com>
Sent: Friday,September 18,2015 11:48 AM
To: Tovel Amy
Cc: Galazin, David
Subject: Re:lchijo USA
OK, confirmed and authorize to change.
Thanks,
AKINOBU OHNO
ICHIJO USA CO„ LTD,
15135 NE 90th St. Suite 200
Redmond WA 98052-3560
T: 425-497-0616
F: 425-376-0797
http://www.ichiiousa.coni
a-ohno(@ichiiousa.com
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ICHIJ0 Technological Homes
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2015/09/18 11:42, Amy Tovel<amy,ihichijousa,com> Oa f —A,
Ohno,
Could you authorize this change via email? There was a tiny discrepancy in the contract that the
City of Kent sent to us for signature.
Amy
----------Forwarded message----------
From: Gatazln,David <DGalazin(i)kentwa.eov>
Date: Fri, Sep 18, 2015 at 9:34 AM
Subject:FW: Ichijo USA
To: "am_L,�ichiiousa.00m" <amvlti ichil xrsa com>
Cc: "Riege, Cynthia" <CRieae@kemwa,Qov>, "Willms-Dixon, Ingrid" <1Dixon�rr)kentwa.cov>,
"Komoto, Kim" <KKonroto(a;,kenlrva, >
i
Amy:
In my final review before approving the License for the Mayor's signature, I
noticed one tiny discrepancy. At the very end of Section 12 (on page 5) it
references "Section 8" when it should instead reference "Section 7."
t ;
Attached it the updated version. Rather than go through the process of
having the entire document re-executed, can someone with binding
authority just send me an email consenting to the change and authorizing
the city to initial it In the original document on behalf of Ichijo? Presumably, i
this would need to come to Aklnobu Ohno, unless corporate resolutions are
Included that show someone else has the authority to bind the corporate
entity to the agreement to begin with. I would rather choose the quicker
path as opposed to sending the entire document back and forth once again.
What do you think?
All other terms and conditions would remain intact - it would be this single
character typographical scrivener's error. My apologies for not catching it
sooner, though.
i
Thank you,
I
David
David A. Galazin, J.D., LL.M.
Assistant City Attorney Ili
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Civil Division i Law Department
220 Fourth Avenue South, Kent, WA 98032
Direct 253-856-5786 i Fax 253-856-6770
LUftLA iaeKontWA. ov
CITY OF KENT,WASHINGTON
KentWA.gov Facabooh fiml.tkii YouTube
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Amy Tovel
Ichijo USA Co.,LTD
T: 425-497-0616 F: 425-376-0797
ag a.ichijousa.com, www.icliiiousa.coln
<20150918092459448.pdfl
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3
REQUtST FOP. MAYOP. S ,SIGNATPRE
Rout]ng.Inform at!on:
V ry (ALL REQUESTS MUST QIRST,6E ROUTED THROUGH THE LAW DEPARTMENT)
ApproVed by Director
griginator: Phone (griginafdl )r 69
Karen Vllessgn
Date Sent: 9T /I�r Date Requifed� Routine
Return'Si ned p0 -nent to; Contract Termination Date;
g _ Karen Wesson 9J18J202'5
VENDOR NAME:', 'Date Finance Notlfled: p
(Only'requnred on contracts N/A
lchlfO USA Co., td 20 000 and over or an Grant
DATE QF CgUNGIL APPRQVAL: / Date Risk Manager Notified:NSA
. Re ulred on'Non-Cit .Standard C tracts A reements
Has this Document been Spe ifiCa�Iyy, Account Number
Authorized in the Budget2; YE�ENq t _
Brief'Explanation of Document'.
Limited License Agreement between the,city of Kent and Tchijo USA Cd., LTD for the
purpose of installing landscaping and vegetation along the City's riglrl ht of yway adjacent
Midori'Meadows a/k/a Moril0 ace. 21827 132nd. Ave SE`Kent, WA 98031
All Can#races Must Be Rou#ed Through The 4aw Departmenfi
(Thisere a to be completed by tha Law D Rartmenl) �
Received •
Approvalof Law bept . ,�1 ', f s kaV l /itt� G
Law De t, Comments. . . w
Date Forwarded to'Ma or: f
i t -
Shaded AreaS,7o'Be GQMpieted By ldministra77777777777777
tion'Staff
ReCelued r N.
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Redo men(iatI0YlS and Comments
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