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HomeMy WebLinkAboutEC16-327 - Original - FNW, Inc. & HAL Real Estate - Riverbend Par 3 Golf Course Sale - 08/18/2016 �n ,x cords WANT WAS Hex OTOH a� Document s+ eS 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: FNW, Inc. and HAL Real Estate Vendor Number: JD Edwards Number Contract Number: �:Cf Lo _ 3 gym( This is assigned by City Clerk's Office Project Name: Riverbend Par 3 Golf Course Sale Description: ❑ Interlocal Agreement ❑ Change Order ❑ Amendment ® Contract ❑ Other: Contract Effective Date: 8/18116 Termination Date: 9/30/16 Contract Renewal Notice (Days): N/A Number of days required notice for termination or renewal or amendment Contract Manager: Kurt Hanson Department: ECD Contract Amount: N/A Approval Authority: ❑ Department Director ® Mayor ❑ City Council Detail: (i.e. address, location, parcel number, tax id, etc.): 2030 W. Meeker St., Parcel Number 232204-9011-01. As of: 08/27/14 RIGHT OF ENTRY AGREEMENT THIS RIGHT OF ENTRY AGREEMENT ("Agreement") is made by and between the City of Kent, a Washington municipal corporation ("City"), and FNW, Inc., a Washington corporation and HAL Real Estate, a Washington corporation (collectively, "Developers"). .RECITALS A. The City owns property generally located at 2030 W. Meeker Street, Kent, Washington and identified by the King County Tax Parcel Number 232204- 9011-01 ("Property"). A legal description of the Property is attached as Exhibit A. B. The Property Is currently actively used as a Par 3 golf course within the City's Riverbend Golf complex, which the City operates as a stand-alone, proprietary business. The Par 3 course is open to the public on a fee-for-play basis seven days a week during daylight hours. The City wants to keep the Par 3 course open as much as possible before development to preserve and enhance the City's relationship with its golf customers and the local golfing community, as well as to generate much-needed revenue to support golf complex operations, C. Developers have indicated their Intent to purchase the Property for development in accord with their response to a Request for Proposals issued by the City, and the City has commenced negotiations with the Developers to finalize appropriate documents to complete the sale. D. Developers need to enter the site to conduct site investigations, including, without limitatlon, geotechnlcal study, surveying, and other work ("Investigation Work") to determine site viability for the proposed development. NOW, THEREFORE, in consideration of the foregoing recitals and the mutual covenants contained in this Agreement, the parties bgree as follows: GA REEMENT 1, Fight of Entry. The City grants Developers, their officers, employees, contractors, consultants, agents, and assigns, permission to enter upon the Property to conduct the Investigation Work, 2. Performance of Tnvestigatfon UVork, a. Without waiver of any protections provided pursuant to Washington laws, Developers will act in accordance with all applicable statutes and regulations In conducting the Investigation Work. b. Developers will give the City reasonable notice before commencing any on-site activities, but in any event (unless the parties mutually agree to a shorter time) not less than 7 calendar days prior written notice in order Right of Entry Page 1 of 3 that the City may take appropriate steps to close the Par 3 course while Developers conduct the Investigation Work. C. Developers will ensure that, to the greatest extent possible, they will perform the Investigation Work In a way that minimizes interference with the City's ongoing operations on the Property. Upon completion of the Investigation Work (or upon completion of each phase of the Investigation Work, If accomplished in more than one phase), Developers will return the Property to the general condition that existed before the commencement of on-site activities, to the extent reasonably practicable, but in any event restoration will be completed in a manner that will allow the City, in its sole discretion, to re-open its Par 3 course for general play. d. The City will have the opportunity to be present for any on-site activity. e. If the Developer fails at any point to complete the sale through no fault of the City, the City will be provided all Investigation Work reports and data, upon the City's request. In any event, if the Developer and the City execute a purchase and sale agreement, the Developer will provide the City all Investigation Work reports and data upon the City's request. 3. Indemnification & Insurance, Developers agree to defend, indemnify, and hold harmless the City from any liability, claims, damages, and actions that result from their negligence or willful misconduct when using or occupying the Property, except that this indemnification will not apply to any claims, actions or damages (a) that may arise out of, be occasioned by or result from any condition .existing on, or which did exist on, the Property at the time of the execution of this agreement, or at any time prior to the execution of this Agreement, or (b) that were caused solely by the City, Its heirs, successors, assigns. Prior to entering the Property and before commencing any Investigation Work, Developers will procure and maintain insurance of the types and in the amounts show in Exhibit 0, 4. Ggneraf Condit]ons. This Agreement represents the entire agreement between the parties concerning site access for Developers and supersedes all prior access negotiations, representations, or agreements, either written or oral between the parties unless otherwise expressly stated. So long as It remains in effect, this Agreement may only be terminated by the mutual written agreement of the Parties. Any modification to this Agreement shall be In writing. i S. Duration. The right of entry granted under this Agreement shall commence upon the Effective Date and shall automatically when the Developers provide the City that the Investigation Work is complete or midnight, September 30, 2016, whichever Occurs first, unless the parties mutually agree to a written extension of this Agreement. 6. Governing Law. This Agreement shall be governed by, construed, and Right of Entry Page 2 of 3 I i I enforced in accordance with the laws of the State of Washington. 7. Counterparts and Signatures by Fax or Ernail. This Agreement may be executed in any number of counterparts, each of which shall constitute an original, and all of which will together constitute this one Agreement. Further, upon executing this Agreement, either party may deliver the signature page to the other by fax or email and that signature shall have the same force and effect as if the Agreement bearing the original signature was received in person. IN WITNESS WHEREOF, the City and Developers have executed this Agreement, which shall take effect on the last date signed below (the "Effective Date"). FN ; INC CITY OF KENT 27 West V ey Hwy N., Suite 200 220 Fourth Avenue South Au urn, 9 - 1 Kent, WA 98032 By: By,'` Name: tt. acobsen _ Nafne` e Yif < — Title: Pre de t �Tit�ef Date: Is Date: r 6 Phone Nu rr - r:2 343 -6789 Phone Nu,tx her , HAL REAL ESTATE, INC. APPROVED AS TO FORM By By: Nam 7onathan Manheim Name: nth -'Pat'' FitzpatrckTcrvyt -ma Title: President Title: D 3ut Cit Attorney Date:`6 11 Dater R P.\Cia111Wlee\Open Ni Par 3 RedevE1vpmentSRiphc or Entry Agmoment.don I Right of Entry Page 3 of 3 i enforced in accordance with the laws of the State of Washington. 7. Counterparts and Sianatures by Fax or Email. This Agreement may be executed in any number of counterparts, each of which shall constitute an original, and all of which will together constitute this one Agreement. Further, upon executing this Agreement, either party may deliver the signature page to the other by fax or email and that signature shall have the same force and effect as If the Agreement bearing the original signature was received in person. IN WITNESS WHEREOF, the City and Developers have executed this Agreement, which shall take effect on the last date signed below (the "Effective Date"), FNT INC CITY OF KENT 27 ,West V ey Hwy N., Suite 200 220 Fourth Avenue South Au ur;' 9 1 Kent, WA 98032 By: „n By: Name: pi�tt. acobsen Name: Title: Pre 'de Title: Date: i I " Date: Phone Nunib r: 3 3 -6789 Phone Number: HAL REAL ESTATE, INC. APPROVED AS TO FORM Nam onathan Manheim Name: Arthur "Pat" Fitzpatrick Title: President Title: Deputy City Attorney Date: 1 6 Date: P.W,11kai1ee\0pen Flles1716-Par 3 RedevelopmenMRlyht of"Entry Agreement.dote I' Right of Entry Page 3 of 3 EXHIBIT A LEGAL DESCRIPTION: THOSE PORTIONS OF GOVERNMENT LOTS 4 AND 5 IN THE SOUTHWEST QUARTER OF SECTION 23,TOWNSHIP 22 NORTH, RANGE 4 EAST, W.M.,IN KING COUNTY,WASHINGTON,AND THAT PORTION OF THE SOUTHEAST QUARTER OF THE NORTHWEST QUARTER OF SAID SECTION 23,ALL LYING SOUTHERLY OF SECONDARY STATE HIGHWAY NUMBER 5-A AND WESTERLY OFJOHN DOWNEY ROAD NUMBER 722 (54TH PLACE SOUTH). EXCEPT PORTION THEREOF PLATTED AS COLONY PARK CONDOMINIUMS AS RECORDED IN VOLUME 31 OF CONDOMINIUMS,PAGES 55 THROUGH 57,INCLUSIVE,IN KING COUNTY,WASHINGTON; AND EXCEPTTHAT PORTION OF GOVERNMENT LOT 5IN SECTION 23,TOWNSHIP 22 NORTH, RANGE 4 EAST, W.M.,IN KING COUNTY,WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING ON THE CENTERLINEOF SECONDARY STATE HIGHWAY NUMBER 5-A AT HIGHWAY ENGINEER'S STATION 163+00.00 BACK, 163+48.2 AHEAD AS SHOWN ON THE STATE HIGHWAY MAP BEARING DATE OF APPROVAL OF JANUARY 29, 1957,REVISED MARCH 19, 1957,THE CENTERLINE OF WHICH IS ALSO SHOWN OF RECORD IN VOLUME 1, PAGE 32 OF HIGHWAY PLATS,IN KING COUNTY, WASHINGTON; THENCE NORTH 630 ST 30"EAST,ALONG THE CENTERLINE OF SAID HIGHWAY 549.68 FEET; THENCE SOUTH 140 51' 10"EAST,301.01 FEET; THENCE SOUTH 750_08' 50"WEST, 60.00 FEET; THENCE SOUTH 140 51' 10" EAST, 119.73 FELT TO THE TRUE POINT OF BEGINNING; THENCE CONTINUING SOUTH 14°51' 10" EAST, 166.14 FEET; THENCE NORTH 060 23' 25" EAST, 55.20 FEET; THENCE NORTH 140 51' 10"WEST,76.19 FEET; THENCE NORTH 42018' 10"WEST,43.69 FEET TO THE TRUE POINT OF BEGINNING. k..uaeWAAdk.•k 9d* DEVELOPER INSURANCE REQUIREMENTS FOR RIGHT OF WAY PERMITS INSURANCE The Developer shall procure and maintain for the duration of the Permit, insurance against claims for injuries to persons or damage to property which may arise from or in connection with 'operations or activities performed by or on the Applicant's behalf with the issuance of this Permit, A. Minimum Scope of Insurance Developer shall obtain Insurance of the type described below: 1. Commercial General Liability insurance shall be written on Insurance Services Office (ISO) occurrence form CG 00 01 and shall cover products liability. The City shall be named as an Insured under the Developer's Commercial General Liability insurance policy using ISO Additional Insured-State or Political Subdivisions-Permits CG 20 12 or a substitute endorsement providing equivalent coverage, 2, AutornobLe Liabi it., insurance covering all owned, non-owned, hired and leased vehicles, Coverage shall be written on Insurance Services Office (ISO) form CA 00 01 or a substitute form providing equivalent liability coverage, If necessary, the policy shall be endorsed to provide contractual liability coverage. R. Minimum Amounts of insurance Developer shall maintain the following insurance limits: 1. Commercial General Liability insurance shall be written with limits no less than $1,000,000 each occurrence, $2,000,000 general aggregate and a $2,000,000 products- completed operations aggregate limit, 2. Automobile Liability insurance with a minimum combined single limit for bodily injury and property damage of $1,000,000 per accident. C. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions for Commercial General Liability insurance: 1. The Developer's Insurance coverage shall be primary insurance as respect the City. Any Insurance, self-insurance, or insurance pool coverage maintained by the City shall be excess of the Developer's insurance and shall not contribute with it. 2. The Developer's Insurance shall be endorsed to state that coverage shall not be cancelled by either party, except after 30 days prior written notice by certified mall, return receipt requested, has been given to the City. D. Acceptability of Insurers Insurance is to be placed with insurers with a current A.M. Best rating of not less than i AWII. E. verification of Coverage Developer shall furnish the City with original certificates and a copy of the amendatory endorsements, including the additional insured endorsement, evidencing the insurance requirements of the Developer before issuance of the Permit III AC�R®® DATE(MMIDDIYYYY) CERTIFICATE F LIABILITY INSII ANCE eilDi2016 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder In Ileu Of such endorsement(S). PRODUCER CONTACT Laura Wilson NAM E: HENTSCHELL & ASSOC INC PHONE (253)272-1151 A!X Na: (253)272-1225 (AM 112 Emil.One Pacific Building EODaessaaura.wilson@hentschell.com 621 Pacific Ave. , Suite 400 INSURERS AFFORDING COVERAGE HAD# Tacoma WA 98402 INSURERAMt. Hawley Insurance Company INSURED INSURERB:Ohio Security FNW, Inc. INSURERC: 2711 West Valley Hwy, N. INSURER D: Suite 200 INSURER E: Auburn WA 98001 INSURER F: COVERAGES CERTIFICATE NUMBER:CL1522010797 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. ILTR KIDL SUER POLICY NUMBER MMIDDIYYYMIDDIYYYY POLICY EFF POLICYEXP LIMITS TYPE OF INSURANCE GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 1 DAMA ORENTED 50,000 X COMMERCIAL GENERAL LIABILITY PREMISES Ea occurrence $ A CLAIMS OCCUR GLo181101 10/1/2015 0/1/2016 MED EXP(Any one person) $ 5,000 PERSONAL B ADV INJURY S 1,000,000 GENERALAGGREGATE S 2,000,000 GENL AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OP AGO $ 2,000,000 POLICY X PRO- LOC $ CBINED AUTOMOBILE LIABILITY fOaeccident SINGLE LIMIT S 1 000 000 X ANY AUTO BODILY INJURY(Per person) $ B ALL OWNED SCHEDULED AW56B95766 1/12/2016 /12/2017 BODILY INJURY(Peracddent) $ AUTOS AUTOS X X NON OWNED -PROPERTY e�acc den-DAMAGE S HIRED AUTOS AUTOS undermsured motorist $ 11000,000 UMBRELLA LIAR X I OCCUR EACH OCCURRENCE $ 5,000,000 A X EXCESS LIAB CLAIMS MADE AGGREGATE $ 5,000,000 DED RETENTION$ 0917859 10/1/2015 O/1/2016 $ A WORKERS COMPENSATION WC STATU- X OTH- AND EMPLOYERS'LIABILITY ANY PROPRIETORIPARTNEWEXECUTIVE YIN 71 STOP GAP E.L.EACH ACCIDENT $ 1,000,000 OFFICERIMEMBER EXCLUDED? NIA GLO181101 10/1/2015 0/1/2016 E.L.DISEASE-EA EMPLOYE $ 1 000 000 (Mandatory In NH) If yes,desubs under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ 1,000,000 1 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (Attach ACORD 101,Additional Remarks Schedule,If more space Is requited) Certificate holder is included as primary and non contributory additional insured as required by contract per CG2033 and CG2001 attached. Completed Operations is provided per CG2037 attached CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Kent ACCORDANCE WITH THE POLICY PROVISIONS. 220 Fourth Ave S. Kent, WA 98032 AUTHORIZED REPRESENTATIVE Thomas Hentschell/L,7W ACORD 26(2010105) 91988.2010 ACORD CORPORATION. All rights reserved. INSn26 mmms m Thu AC()Rrl mmu and inns aru ronic}croA mar4c of Ar.OPn Policy Number: MOL0183117 Mt. Hawley Insurance Company THIS ENDORSEMENT CHANGES THE POLICY, PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS AUTOMATIC STATUS WHEN REQUIRED IN CONSTRUCTION AGREEMENT WITH YOU This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A. Section II — Who Is An Insured is amended to of, or the failure to render, any professional ar- include as an additional insured any person or chitectural, engineering or surveying services, organization for whom you are performing operations including: when you and such person or organization have agreed in writing in a contract or agreement that such a. The preparing, approving, or failing to prepare person or organization be added as an additional or approve, maps, shop drawings, opinions, Insured on your policy. Such person or organization is reports, surveys, field orders, change orders an additional insured only with respect to liability for or drawings and specifications;or "bodily injury", "property damage" or "personal and advertising injury"caused, in whole or in part, by: b, Supervisory, Inspection, architectural or engi- 1. Your acts or omissions; or nearing activities. 2. The acts or omissions of those acting on your This exclusion applies even if the claims against any behalf; insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring In the performance of your ongoing operations for the of others by that insured, if the "occurrence" which additional insured. caused the"bodily Injury"or"property damage", or the offense which caused the "personal and advertising However, the Insurance afforded to such additional injury", involved the rendering of or the failure to insured: render any professional architectural, engineering or surveying services. 1. Only applies to the extent permitted by law;and 2. "Bodily injury" or "property damage" occurring 2. Will not be broader than that which you are after: required by the contract or agreement to provide for such additional Insured. a. All work, including materials, parts or equip- ment furnished in connection with such work, A person's or organization's status as an additional on the project (other than service, mainte- insured under this endorsement ends when your oper- nance or repairs) to be performed by or on ations for that additional Insured are completed. behalf of the additional insured(s) at the location of the covered operations has been B. With respect to the insurance afforded to these completed;or additional insureds, the following additional exclusions apply: b. That portion of "your work" out of which the injury or damage arises has been put to its This Insurance does not apply to: intended use by any person or organization other than another contractor or subcontractor 1. "Bodily injury", "property damage" or "personal engaged in performing operations for a and advertising injury"arising out of the rendering principal as a part of the same project. CG 20 33 04 13 ©insurance Services Office, Inc.,2012 Page 1 of 2 Insured Policy Number: MGL0183117 Mt. Hawley Insurance Company THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY, ADDITIONAL INSURE® ® OWNERS, LESSEES OR CONTRACTORS ® COMPLETE® OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name of Additional Insured Person(s) Location and Description of or Organization(s) Completed Operations All persons or organizations where required by written contract. i I Information required to complete this Schedule, if not shown above,will be shown In the Declarations. A, Section II — Who Is An Insured Is amended to B. With respect to the insurance afforded to these include as an additional insured the person(s) or additional insureds, the following is added to Section organization(s) shown in the Schedule, but only with III—Limits Of Insurance: respect to liability for"bodily injury" or "property dam- age" caused, in whole or In part, by"your work"at the If coverage provided to the additional insured is re- location designated and described in the Schedule of qulred by a contract or agreement, the most we will this endorsement performed for that additional insured pay on behalf of the additional insured Is the amount and included in the "products-completed Operations of insurance: hazard" 1. Required by the contract or agreement;or However: 2. Available under the applicable Limits of Insurance 1, The Insurance afforded to such additional insured shown in the Declarations; only applies to the extent permitted by law; and whichever is less. 2. If coverage provided to the additional insured Is required by a contract or agreement, the insu- This endorsement shall not increase the applicable ante afforded to such additional insured will not Limits of Insurance shown In the Declarations. not be broader than that which you are required by the contract or agreement to provide for such additional Insured. CG 20 37 04 13 © Insurance Services Office, Inc„ 2012 Page 1 of 1 Insured Policy Number: MGLO183117 Mt. Hawley insurance Company THIS ENDORSEMENT CHANGES THE POLICY, PLEASE READ IT CAREFULLY, PRIMARY AND NONCONTRIBUTORY OTHER INSURANCE CONDITION I This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTSICOMPLETED OPERATIONS LIABILITY COVERAGE PART The following is added to the Other Insurance Condition (2) You have agreed in writing in a contract or agree- and supersedes any provision to the contrary: ment that this insurance would be primary and would not seek contribution from any other in- Primary And Noncontributory Insurance surance available to the additional insured. This insurance is primary to and will not seek con- tribution from any other insurance available to an additional insured under your policy provided that: I (1) The additional insured is a Named Insured under such other insurance; and it CG 20 01 04 13 ©Insurance Services Office, Inc.,2012 Page 1 of 1 Insured REQUEST FOR MAYOR'S SIGNATURE ® Print on Cherry-Colored Paper KENl' .......... Routing Information: (ALL REQUESTS MUST FIRST BE ROUTED THROUGH THE LAW DEPARTMENT) Approved by Director Originator: Kim KOMOtO Phone (Originator): 5788 Date Sent: 8/18/16 Date Required: ASAP Return Signed Document to: Kim KOmOto Contract Termination Date: September 30, 2016 VENDOR NAME: Date Finance Notified: FNW Inc and HAL Real Estate (Only required on contracts ry/ 20 000 and over or on an Grant I I a DATE OF COUNCIL APPROVAL: n/a Date Risk Manager Notified:n/a (Required on Non-City Standard C ntracts A reements Has this Document been Specifically Account Number: �/a Authorized in the Budget? YES NO Brief Explanation of Document: Right of Entry agreement for FNW, Inc and HAL Real Estate (and their contractors) to enter the Riverbend Par 3 site to perform Investigative Work. All Co r it Through The Law Department � * i ;'. . (This area to be cowl6eW the Law Department) Received: 1 , Approval of Law Dept.: Law Dept. Comments: A Date Forwarded to Ma orb a. f Shaded Areas To Be Compre a By Administration Staff Received: Recommendations and Comments: y btu zv Disposition'. 4- a M, ,G„��- ,E`�e.,".G p r' d/$'t�l /�O'1r: t Div P.✓4�`f±� ,t".!E, t, . : Date Returned: (�`r f J'