HomeMy WebLinkAboutCAG2017-0491 - Original - American Property Development, LLC - Sidewalk & Utilities along W Sipe St & 4th Ave - 10/26/2017 Return Address:
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City of Kent 201 8U 1 83
220 Fourth Avenue South AGREEMENT Rec: $85.60
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Document Title(s) (or transactions contained therein): (all areas applicable to your document must he Elled in)
i. LIMITED LICENSE AGREEMENT
2.
Reference Number(s) of Documents assigned or released:
Additional reference U's on page of document
Grantor(s) (Last name, first name, initials)
t. AMERICAN PROPERTY DEVELOPMENT
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i. CITY OF KENT
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2.
Additional names on page_ of document.
Legal description (abbreviated: i.e. lot, block,plat or section, township, range)
Additional Icgal is on page of document.
Assessor's Property Tax Parcel/Account Number Q Assessor Tax #not yet
assigned
The Auditor/Recorder will rely on the information provided on the form. The staffwill not read the document to
verify the accuracv or completeness of the indexing information Provided herein.
I am requesting an emergency nonstandard recording for an additional fee as provided in RCW
36.18.010. I understand that the recording processing requirements may cover up or otherwise
obscure some part of the text of the original document.
Signature of Requesting Party
LIMITED LICENSE AGREEMENT BETWEEN
THE CITY OF KENT AND
AMERICAN PROPERTY DEVELOPMENT, LLC
PARTIES
THIS LIMITED LICENSE AGREEMENT ("License") is between the CITY OF
KENT, a Washington municipal corporation ("City"), and American Property
Development, LLC, a Washington Corporation ("Licensee").
RECITALS
1. Licensee seeks to construct a sidewalk and place utilities within the
City's property, as identified in exhibit A-1 ("City Property"), and connect the
sidewalk with utilities to an existing sidewalk and subgrade utility vault along 4th
Avenue in the Washington State Department of Transportation's right-of-way
("WSDOT ROW"), immediately adjacent to Licensee's property also referred to as
the "Connections," for the benefit of the general public.
2. Licensee has requested that the City grant a license to use the City
Property and WSDOT ROW ("Licensed Area") to construct a sidewalk and
placement of utilities to the connect sidewalk from West Sipe Street to the existing
sidewalk along 4th Avenue and connection of existing utilities from 4th Avenue to
Licensee's Property.
3. The City has agreed to issue this license, pursuant to the following
conditions.
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
and Licensee, the City grants this License ("License") for a period of one year from
the Effective Date (the "Term"), or until completion of the sidewalk, for Licensee to
construct a sidewalk and utility connection in the Licensed Area as shown on
Exhibit A, attached hereto. This License is subject to all the terms and conditions
established below.
2. Damage to Property and Ownership. Licensee shall repair any
damage to the Property caused by the construction within the Licensed Area. Upon
completion, the sidewalk and utilities, including any appurtenances thereto, shall
become the sole property of the City without any reimbursement to Licensee.
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(City of Kent and American Property Development) Page 1 of 10
3. Revocation and Termination. The intent of this License is to
authorize Licensee to construct a sidewalk and utility connection within the City's
Property, which 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 freely revocable at the will of the City. However, prior to termination or
revocation by the City, the City shall provide Licensee with written notice of
termination or revocation, except where immediate revocation is expressly
authorized elsewhere in this License. If the City terminates this License, the City
may remove all or part of the sidewalk and restore the Licensed Area to its previous
condition. Licensee waives any right it may have to any claim for damages,
reimbursement, or compensation of any kind incurred as a result of the City's
removal of all or part of the sidewalk.
4. Permits Required. The City will obtain the required approvals and
permitting from WSDOT under Permit No. NWK-1643-KNG ("State Permit"), which
will be attached as Exhibit B and is incorporated herein. The City will also set up
an account through which Licensee shall pay WSDOT's actual costs for reviewing
and commenting on submitted engineering data and plans, as well as construction
inspection. Such costs may increase, but are currently estimated at six thousand
dollars ($6,000). Upon payment and execution of this License, the City will send the
executed permit applications to WSDOT.
Licensee shall abide by all applicable requirements and conditions of the State
Permit while working in the WSDOT ROW. The City's grant of this License does not
release Licensee from any of its obligations to obtain any other applicable local,
state, and federal permits necessary to install, construct, operate, maintain,
remove, repair, reconstruct, replace, use, and inspect the sidewalk and utility
connection. Licensee's failure to comply with this Section 4 shall constitute grounds
for revocation by the City if noncompliance is not cured within 30 days after written
notification from the City.
S. Safe Worksite. Licensee shall maintain the construction site of the
sidewalk and utility connection and any necessary appurtenances, along with the
rest of the Licensed Area, in a safe and orderly condition for the duration of
construction. Such duty shall terminate upon completion of the sidewalk and utility
connection and removal of Licensee's equipment and unused materials.
6. Indemnification. Licensee shall comply with the following
indemnification requirements:
6.1 Licensee shall defend, indemnify, and hold the City, its officers,
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(City of Kent and American Property Development) Page 2 of 10
officials, employees, agents, assigns, and volunteers harmless from any and all
claims, actions, injuries, damages, losses, or suits, including all reasonable legal
j costs, witness fees, and attorney fees, arising out of or in connection with the
construction of the sidewalk and utility connection, except to the extent caused by
the sole negligence of the City, its employees, agents, contractors, or invitees.
6.2 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.
6.3 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 6
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.
6.4 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 6 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 6 indemnification clause.
6.5 The provisions of this Section 6 shall be in effect until
expiration or termination of this License.
7. 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
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.
7.1 Before beginning work on the project described in this License,
Licensee shall provide a Certificate of Insurance evidencing:
7.1.1 Automobile Liability insurance with limits no less than
$1,000,000 combined single limit per accident for bodily injury and property
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(City of Kent and American Property Development) Page 3 of 10
damage; and
7.1.2 Commercial General Li .bilty 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.
7.1.3 Excess Liability insurance with limits not less than
$2,000,000 per occurrence and aggregate.
7.2 Any payment of deductible or self-insured retention shall be the
sole responsibility of Licensee.
7.3 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.
7.4 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.
7.5 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.
8. Modification. This License may not be modified, altered, or amended
unless first approved in writing by the City.
9. 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, benefits, and
privileges in and under this License to a subsidiary, parent, affiliate or company
having common control with Licensee; and then only so long as 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 the time as
the City shall consent to the assignment as provided above.
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(City of Kent and American Property Development) Page 4 of 10
10. Compliance with Laws. Licensee shall comply with all federal, state,
and municipal laws, rules, and regulations that are applicable to this License.
11. 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 6.
12. 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 American Property Development
Attn: City Clerk Attn: Dave Sinnett
220 Fourth Avenue South dsinnett@aco.com
Kent, WA 98032 _._. 110 -110th Ave NE #550_.______,w
Email:citygl.:erkaakentwa.00v Bellevue WA,98004
13. 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.
14. 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.
15. 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").
CITY LICENSEE
(CITY OF KENT) (American Property Development, LLC)
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(City of Kent and American Property Development) Page 5 of 10
By:, By•
Pri N me: UZE
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TTE CODKE Print Na ogeo I11 Kuula
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(City of Kent and American Property Development) Page 6 of 10
i
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 Ira d and official
seal the day and year first ab . e written. �
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LIMITED LICENSE
(City of Kent and American Property Development) Page 7 of 10
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STATE OF WASHINGTON )
ss.
COUNTY OF KING )
I hereby certify that I know or have satisfactory evidence that
_ is the person who appeared before me, and said person acknowledged
that he/she signed this instrument, on oath stated that he/shc is authorized to
execute the instrument on behalf of r�oucA� uopw'nvArE ., „� gala rrh�"as its
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. f
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NOTARY PUBLIC, in and for the State
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LIMITED LICENSE
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