Loading...
HomeMy WebLinkAboutLAG2019-005 - Original - Terreno Valley Corporate, LLC - Parking & Storage Area - 04/01/2019 CITY CLERK KEN T CITY OF KENT WAS„,NATO N 220 41h Avenue South Kent, WA 98032 Fax: 253-856-6725 PHONE: 253-856-5725 Lease Agreement Cover Sheet This document is to be used in lieu of the Contract Cover Sheet SECTION 1 - CONTRACT PROCESSING AND TENANT SET-UP: Contract Number: (to be completed by Clerk's Office) LAh,1011 60'5 1. Responsible Department/Division: Parks Planning & Development 2. Contact Person and Title: Lynn Osborn for Brian Levenhagen Telephone Extension: 5111 3. Tenant (Customer) Name: Terreno Valley Corporate LLC 4. Tenant (Customer) Number: 452726 5. General Ledger Account Number: P21012 6. King County Tax Parcel Number: 0006200018 7. Address of Parcel: South 222nd block of 68th Avenue South 8. Type of Lease: Ground Lease 9. Council Authorization Date: 5/7/2019 10. Mayor Signature Date: 5/15/2019 SECTION 2 - LEASE DURATION AND IMPORTANT DATES: 11. Lease Start Date: 4/1/2019 12. Tenant Lease Option Renewal Notification Due Date: 1/1/2024 13. Lease Termination Date: 3/31/2024 14. Lease Duration: 5 years SECTION 3 - RENT DETERMINATION AND DUE DATE: 15. Rent: $30,577.27 16. Rent Due Date: April 1 17. Calculation of Rental Increase(s): N/A Lease Agreement Cover Sheet—Page 1 of 2 SECTION 4 - LEASEHOLD EXCISE TAX: 18. Is this lease subject to leasehold excise taxes? ® YES (go to Question 19) ❑ NO, reason: 19. Are leasehold excise taxes for this tenant centrally assessed, i.e. directly collected from the tenant by the Washington State Department of Revenue? ❑ YES (attach written verification received directly from DOR or indirectly through the tenant, e.g. DOR notification letter) ® NO (go to Question 20) 20. Does Lease Rent include Leasehold Excise Tax? (Leasehold taxes must be broken out on the invoice and coded: Business unit.32500.0303) ® YES Calculate the leasehold excise tax (Stated Rent divided by 1.1284) ❑ NO Calculate the leasehold excise tax (Stated Rent times .1284) SECTION 5 - APPLICABLITY OF UTILITIES: 21. Applicability of Utilities - Check all that utilities that are affected and indicate provider (e.g. City of Kent), Account Number or basis of exclusion. ® Does Not Apply ❑ Water: ❑ Sewer: ❑ Drainage: ❑ Garbage: ❑ Electricity/Natural Gas: SECTION 6 - MONETARY PENALTIES AND LATE INTEREST CHARGES: 22. Monetary Penalties: 5% late payment after 5 calendar days 23. Late Interest: 1% per month on unpaid amounts SECTION 7 - OTHER LEASE CONSIDERATIONS: Special lease considerations, e.g. non-monetary rent, etc Lessee shall maintain 10- stall public parking area north and east of the premises, as shown on Exhibit B, at Lessee's sole cost and expense. ❑ None (check box if no considerations) Lease Agreement Cover Sheet—Page 2 of 2 8.G • KENT W A S M I N G T O N DATE: May 7, 2019 TO: Kent City Council SUBJECT: Terreno Valley Corporate Ground Lease - Authorize MOTION: Authorize the Mayor to sign a Ground Lease with Terreno Valley Corporate in the amount of $30,577.27 per year for five years, for parking and storage, subject to final terms and conditions acceptable to the City Attorney and Parks Director. SUMMARY: The City of Kent (Lessor) owns property located at the South 22nd block of 68th Avenue South, adjacent to the Puget Power Trail connecting 68th Avenue South with 64th Avenue South to the west. San Francisco-based Terreno Valley Corporate, LLC (Lessee) has agreed to rent the portion of the property described in Exhibit A and depicted in Exhibit B to the lease agreement for a period of five (5) years, commencing on April 1, 2019 and ending March 31, 2024. Annual rent shall be paid by the Lessee to the Lessor on the commencement date of the lease agreement and subsequently on or before April 1 for each year of the five-year term. The Annual Rent paid by the Lessee shall be $27,097.90 plus Leasehold Tax of $3,479.37 for a Total Annual Rent of $30,577.27. Lessee Terreno Valley Corporate agrees to use the premises in "as is" condition and solely for vehicular parking, telephone equipment storage and other incidental uses. The Lessee agrees to maintain at its sole expense the public parking area on the property to the Lessor's standards, pay utilities accrued at the premises and maintain and/or repair the leased premises according to the terms of the lease as well as applicable laws, ordinances, rules, regulations and requirements of the City and governmental authorities. Lessor City of Kent agrees to maintain at is sole expense the public pedestrian trail known as the Puget Power Trail, approximately twelve (12) feet in width, adjacent to and north of the premises, and to pay all applicable taxes levied against the premises excepting those taxes upon rents determined by law to be the responsibility of the Lessee. Lessee Terreno Valley shall be held harmless from costs associated with use of the public trail and parking area, but only to the extent of the Lessee's negligence. The trail and parking area shall be open for the use and enjoyment of the public. Lessor City of Kent shall maintain insurance as described in Exhibit C to the lease agreement. Packet Pg. 181 8.G Exhibit A, B and C are incorporated into the lease agreement by these references. BUDGET IMPACT: Revenue impact to the Parks Capital Fund SUPPORTS STRATEGIC PLAN GOAL: Inclusive Community, Thriving City, Evolving Infrastructure, Sustainable Services ATTACHMENTS: 1. Terreno Ground Lease (PDF) 04/18/19 Parks and Human Services Committee RECOMMENDED TO COUNCIL RESULT: RECOMMENDED TO COUNCIL [UNANIMOUS] Next: 5/7/2019 7:00 PM MOVER: Marli Larimer, Councilmember SECONDER: Satwinder Kaur, Councilmember AYES: Brenda Fincher, Satwinder Kaur, Marli Larimer Packet Pg_182 LEASE AGREEMENT BETWEEN THE CITY OF KENT AND TERRENO VALLEY CORPORATE, LLC FOR PARKING AND STORAGE AREA (At South 222nd Block and 681h Avenue South, Kent) THIS LEASE AGREEMENT (hereinafter "Lease" and "Agreement") is between Terreno Valley Corporate, LLC, a Delaware limited liability company, with offices located at 101 Montgomery Street, Suite 200, San Francisco, CA, 94104 ("Terreno" and "Lessee"), and the City of Kent, a Washington municipal corporation of the State of Washington with offices located at 220 4th Avenue South, Kent, Washington 98032 ("City" and "Lessor"). RECITALS A. Lessor is the owner of certain real property generally located at the South 222"d block and 68th Avenue South, in the city of Kent, King County, Washington. B. Lessee has agreed to rent a portion of Lessor's property, which is legally described in Exhibit A and depicted in Exhibit B, attached and incorporated by this reference (the "Premises"). C. Lessor is willing to lease the Premises to Lessee on the following terms and conditions. NOW, THEREFORE, Lessor and Lessee agree as follows: AGREEMENT 1. LEASE. Lessor hereby leases to Lessee, and Lessee hereby rents from Lessor, the Premises, upon the terms and conditions set forth in this Agreement. 2. TERM. 2.1 Term Defined. The term of this Lease shall be for five (5) years, commencing on April 1, 2019 ("Commencement Date"), and ending March 31, 2024 ("Termination Date"). It may be extended for an additional five (5) year term upon terms and conditions acceptable to the City of Kent Parks Director and Lessee. Lease Agreement Between Terreno and the City of Kent Page 1 of 10 3.1. RENT. Lessee agrees to pay Lessor as Annual Rent, without notice or demand, plus leasehold tax, at a rate established by the State of Washington, currently 12.84%, commencing on the Commencement Date. Subsequently, the Annual Rent shall be paid in advance, on or before the first day of April of each year of the five year term. Rent shall be mailed to: City of Kent, 220 Fourth Avenue South, Kent, Washington 98032, Attention: Financial Services. Dates Annual Rent Leasehold Tax Total Annual Rent 4/1/2019 - 3/31/2024 $27 097.90 $3 479.37 30,577.27 Lessee shall pay City a late payment charge equal to five percent (5%) of the Annual Rent for any payment not paid within five (5) calendar days of when due. Any amounts not paid when due shall bear interest until paid at the rate of one percent (1%) per month. 4. PREMISES. 4.1 Premises Defined. The Lessor leases to Lessee and Lessee leases from Lessor the Property legally described in Exhibit A and depicted in Exhibit B attached hereto and incorporated by this reference. 4.2 As-Is. The City is providing the Premises in "as-is" condition for Lessee's use. The City makes no representation regarding the condition of the Premises or improvements located on the same. 5. USE. 5.1 Permitted Use. Lessee shall use the Premises solely for the purposes of vehicular parking area and a telephone equipment storage yard and other incidental uses, but for no other purposes, without prior written consent of Lessor. In the event Lessee's use of the Premises increases fire insurance rates on the Premises, Lessee agrees to pay for that increase. 5.2 Restrictions on Use. Lessee shall not cause or permit any damage to the Premises. Lessee shall, at all times, keep current and comply with all conditions and terms of any permits, licenses, certificates, regulations, ordinances, statues, and other government rules and regulations regarding its use or occupancy of the Premises. Lessee shall keep the Premises free and clear of any liens and encumbrances arising out of or relating to its use or occupancy of the Lease Agreement Between Terreno and the City of Kent Page 2 of 10 premises. If Lessee fails to comply with all or any of the restrictions on the use of the Premises set out in this subsection 5.2, the City shall notify Tenant per Section 18. 6. LESSOR'S OBLIGATION TO MAINTAIN PUBLIC TRAIL AND LESSEE'S OBLIGATION TO MAINTAIN THE PARKING AREA. Lessor shall maintain the public pedestrian trail, approximately twelve (12) feet in width, adjacent to and north of the Premises, extending from the West Valley Highway on the east, westerly to 64th Avenue South, on Lessor's property as shown on Exhibit B. Lessee shall maintain, to standards specified by Lessor, a public parking area north and east of the Premises, on Lessor's property adjacent to West Valley highway, for ten (10) automobiles, as depicted on Exhibit B. The parking area shall be maintained at Lessee's sole cost and expense. The pedestrian trail and parking area described in this paragraph are called, collectively, "the Public Improvement." Lessor further agrees to indemnify and hold Lessee harmless from any and all fees, costs, and expenses arising out of or connected with any injury to persons or damage to property associated or connected with any use of the Public Improvements or any adjacent property owned by Lessor, but only to the extent of Lessee's negligence. The parties understand and agree that the Public Improvements shall be open for the use and enjoyment of the public. 7. TAXES. Lessor shall pay all applicable taxes, including real property taxes and assessments, whether general or special, levied against the Premises. Should there presently be in effect or should there be enacted during the term of this Agreement any law, statute or ordinance levying any tax (other than federal or state income taxes) upon rents, Lessee shall pay such tax or shall reimburse Lessor on demand for any such taxes paid by Lessor. 8. UTILITIES AND FEES. Lessee shall pay all charges for electricity and any other utility services accruing at the Premises. Lessee shall directly pay these utility charges and all other license fees or other governmental charges levied on the operation of the Lessee's business on the Premises, or the business. 9. REPAIRS AND MAINTENANCE. Lessee has inspected and accepts the Premises in its present condition. At its sole cost, Lessee shall at all times: (1) keep the Premises neat, clean and in a good, orderly, and sanitary condition; (2) replace as necessary all landscaped areas; and (3) keep and use the Premises in accordance with applicable laws, ordinances, rules, regulations and requirements of governmental authorities. In addition to, and without limiting, the foregoing, Lessee shall: (1) permit no waste, damage or injury to the Premises; (2) keep any Lease Agreement Between Terreno and the City of Kent Page 3 of 10 and all drain pipes free and open; (3) protect any water, heating, gas and other pipes to prevent freezing or clogging; and (4) repair all leaks and damages caused by leaks. 10. IMPROVEMENTS TO PREMISES. Lessee and its subtenant(s) shall make no additions, improvements and alterations to the Premises without Lessor's prior written approval, which shall not be unreasonably withheld. Such improvements shall not interfere with the Public Improvements. This work shall be done at Lessee's sole cost and must comply with the terms and conditions of that certain Easement between the City of Kent and Puget Sound Power & Light Company, dated December 28, 1987, and recorded under King County Recording No. 8712311349. Upon the expiration or termination of this Lease, Lessee shall, at Lessor's option, remove all Lessee's improvements, together with its equipment, and shall restore the Premises to its original condition within ninety (90) days of the expiration or termination date, at Lessee's sole cost and expense. 11. CONDEMNATION. If a substantial portion of the Premises is taken by any public authority under the power of eminent domain, so as to render the remaining Premises economically untenantable, this Agreement shall terminate as of the time of such taking at the option of either party. If a portion of the Premises is so taken, and neither party elects to terminate this Agreement, or until termination is effective as the case may be, the rent shall be reduced in direct proportion to the leased property taken. Lessee shall have no claim to any portion of the compensation for the taking or damaging of the land or building. Lessee shall be entitled to negotiate compensation for its own moving costs and its leasehold improvements. 12. LIENS AND INSOLVENCY. Lessee shall keep the Premises free from any liens arising by reason of work, labor, services or materials performed or supplied to Lessee and shall hold Lessor harmless against the same. Should Lessee become insolvent, bankrupt, or if a receiver, assignee or other liquidating officer is appointed for the business of Lessee, Lessor may cancel this Agreement at its option. 13. ACCESS. Lessor shall have the right to enter the Premises at all reasonable times for the purpose of inspection. 14. DAMAGE OR DESTRUCTION. In the event the Premises are rendered untenantable in whole or in part by fire, the elements, or other casualty, Lessee may elect not to restore or rebuild the Premises and shall notify Lessor, in which event Lessee shall restore the Premises to its original condition and then vacate the Premises and, at that time, this Lease shall be terminated. In the Lease Agreement Between Terreno and the City of Kent Page 4 of 10 alternative, Lessee shall notify Lessor within fifteen (15) days after such casualty that Lessee will undertake to rebuild or restore the Premises. If Lessee is unable to restore or rebuild the Premises within thirty (30) days, then the Lease may be terminated at Lessee's option by written notice to Lessor. 15. INDEMNIFICATION. Lessee shall defend, indemnify and hold the City, its officers, officials, employees, agents and volunteers harmless from any and all claims, injuries, damages, losses or suits, including all legal costs and attorney fees, arising out of or in connection with the Lessee's use of the Premises under this Agreement, except for that portion of the injuries and damages caused by the City's negligence. IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE INDEMNIFICATION PROVIDED HEREIN CONSTITUTES THE LESSEE'S WAIVER OF IMMUNITY UNDER INDUSTRIAL INSURANCE, TITLE 51 RCW, SOLELY FOR THE PURPOSES OF THIS INDEMNIFICATION. THE PARTIES FURTHER ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER. The provisions of this section shall survive the expiration or termination of this Agreement. 16. INSURANCE. The Lessor shall procure and maintain for the duration of the Agreement, insurance of the types and in the amounts described in Exhibit C attached and incorporated by this reference. 17. TERMINATION OF LEASE. If Lessee fails to perform any of the covenants and agreements in this Agreement, and that failure continues for thirty (30) or more days after receiving written notice from Lessor specifying Lessee's failure(s), unless appropriate action has been taken by Lessee in good faith to cure such failure, Lessor may terminate this Agreement and reenter the Premises. Lessee shall pay Lessor any deficiency arising from its default, including any rent owed, the cost of recovering the Premises and any repairs, maintenance, or utilities attributable to Lessee. 18. MISCELLANEOUS PROVISIONS. A. Non-Waiver of Breach. The failure of the City to insist upon strict performance of any of the covenants and agreements contained in this Agreement, or to exercise any option conferred by this Agreement in one or more instances shall not be construed to be a waiver or relinquishment of those covenants, agreements or options, and the same shall be and remain in full force and effect. Lease Agreement Between Terreno and the City of Kent Page 5 of 10 B. Resolution of Disputes and Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Washington. If the parties are unable to settle any dispute, difference or claim arising from the parties' performance of this Agreement, the exclusive means of resolving that dispute, difference or claim, shall only be by filing suit exclusively under the venue, rules and jurisdiction of the King County Superior Court, King County, Washington, unless the parties agree in writing to an alternative dispute resolution process. In any claim or lawsuit for damages arising from the parties' performance of this Agreement, each party shall pay all its legal costs and attorney's fees incurred in defending or bringing such claim or lawsuit, including all appeals, in addition to any other recovery or award provided by law; provided, however, nothing in this paragraph shall be construed to limit the City's right to indemnification under Section 15 of this Agreement. C. Written Notice. All communications regarding this Agreement shall be sent to the parties at the addresses listed on the signature page of the Agreement, unless notified to the contrary. Any written notice hereunder shall become effective three (3) business days after the date of mailing by registered or certified mail, and shall be deemed sufficiently given if sent to the addressee at the address stated in this Agreement or such other address as may be hereafter specified in writing. D. Assignment and Sublease. Lessee may assign its interest in this Agreement at any time or may sublease all or any portion of the Premises provided, however, assignee complies with paragraph 16 "INSURANCE" Assignment will not be valid without said compliance. E. Modification. No waiver, alteration, or modification of any of the provisions of this Agreement shall be binding unless in writing and signed by a duly authorized representative of the City and Lessee. F. Surrender of Premises. Lessee agrees, upon termination of this Agreement, to surrender the Premises peacefully, to leave the Premises neat and clean, and to deliver all keys to the Premises to the Lessor. G. Signs. Lessee may, at Lessee's sole expense, place external signs on the Premises provided such signs have been approved in advance by Lessor, and provided such signs do not violate any statute or regulations existing during the terms of this Agreement. Lessee shall pay the costs of removal of such signs upon termination of the Lease. H. Binding Upon Heirs Successors and Assigns. The covenants and agreements of this Agreement shall be binding upon the subtenants, heirs, Lease Agreement Between Terreno and the City of Kent Page 6 of 10 executors, administrators, successors, and assigns of both parties, except as limited elsewhere in this Agreement. I. Entire Agreement. The written provisions and terms of this Agreement, together with any Exhibits attached hereto, shall supersede all prior verbal statements of any officer or other representative of the City, and such statements shall not be effective or be construed as entering into or forming a part of or altering in any manner this Agreement. All of the above documents are hereby made a part of this Agreement. However, should any language in any of the Exhibits to this Agreement conflict with any language contained in this Agreement, the terms of this Agreement shall prevail. ). Compliance with Laws. The Lessee agrees to comply with all federal, state, and municipal laws, rules, and regulations that are now effective or in the future become applicable to Lessee's business, equipment, and personnel engaged in operations covered by this Agreement or accruing out of the performance of those operations. K. Counterparts. 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. Lease Agreement Between Terreno and the City of Kent Page 7 of 10 IN WITNESS, the parties below execute this Agreement, which shall become effective on the last date entered below. LESSEE: _ LESSOR: TERRENO V Y CORAD, RATE LLC CITY OF KENT nature) (signatu Print Name. fv O (A id OM E Print Name: Dana Ralph Its, v I cE� W rz p s i ran!r Its Mayor (title) GJ DATE: 3•�q.1`� DATE: NOTICES TO BE SENT TO: NOTICES TO BE SENT TO: TERRENO VALLEY CORPORATE LLC CITY OF KENT: Matthew Bean Brian Levenhagen Vice President Parks Deputy Director Terreno Realty Corporation City of Kent 101 Montgomery Street, Suite 200 220 Fourth Avenue South San Francisco, CA 94104 Kent, WA 98032 APPRO ED A O FORM •• K"t �Department Lease Agreement Between Terreno and the City of Kent Page 8 of 10 STATE OF WASHINGTON ) ss. COUNTY OF KING ) I hereby certify that on the day of A1,012019, 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/she is authorized to execute the instrument on behalf of the CITY OF KENT as its A4JI 04 , 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 W NESS WHEREOF, I have hereunto set my hand and official seal the day and y` a Nl#ritten. � I'�ssio ''+,,C i A Lease Agreement Between Terreno and the City of Kent Page 9 of 10 STATE OF WASHINGTON ) ss. COUNTY OF KING ) I hereby certify that on the day of 2019, 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/she is authorized to execute the instrument on behalf of TERRENO VALLEY CORPORATE LLC, a Delaware limited liability, 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 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. s• R r A, 4 Lease Agreement Between Terreno and the City of Kent Page 10 of 10 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE § 1189 A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached,and not the truthfulness,accuracy,or validity of that document. State of Californiaif� �� 1 County of `Yr1.VLUS('C� J} On lv' .�' 1 ('1I do19 before me, &1yM71ftLSY)AUIA (, Date Here to ert Name and Title of t Officer personally appeared e_- 1f�� Nome(s)of Signer(s) who proved to me on the basis of satisfactory evidence to be the person(s)whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the KAREN SIMMONS laws of the State of California that the foregoing S NotaryPublic-California paragraph is true and correct. 3 q. San:rancist0 County Commission s2213182 WITNESS my hand and official seal. My Comm.Expires Sep 8,2621 Signature Place Notary Seal and/or Stamp Above Signotur f Notary Public OPTIONAL — Completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document. Description of Attached Document t' Title or Type of Document: G �T f' Ttww &.kmeq Document Date: ftIA 1i"fil Number of Pages: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: Signer's Name: ❑ Corporate Officer—Title(s): ❑ Corporate Officer—Title(s): ❑ Partner— ❑ Limited ❑ General ❑ Partner— ❑ Limited ❑ General ❑ Individual ❑ Attorney in Fact ❑ Individual ❑ Attorney in Fact ❑ Trustee ❑ Guardian of Conservator ❑ Trustee ❑ Guardian of Conservator ❑ Other: ❑ Other: Signer is Representing: Signer is Representing: 02017 National Notary Association Y F✓��'�Q/T /9 DE$CitIPTiON COKKENCENC AT THE INTERSECTION OF TEE SOUTH LINE OF THE NORTH 319 FEET OF THE SOUTH HALF OF TkiE SOUTHEAST QUARTr-R. OF THE SOUTHEAST QUARTER OF SECTLON 11 , TOWNSHIP 22 NORTR, RANGE 4 CAST W.M. WIN( THE EAST QUARTER SECTION LINE OF SAID SECTION 11; THENCE NORTH 89012'17" WEST ALONG EHE SOUT9 LINE OF SAID NORTH 119.90 FEET, 50.00 FEET TO THE (JEST HARG:N OF WEST VALLEY HIGHWAY, AND THE TRUE POINT OF BEGINNING; THENCE CONTINUINC NORTH 89'12117" WEST 700.00 FEET; THENCE NORTH 0°53'41" EAST 75.00 FEET; THENCE SOUTH 89'I2'17" EAST 700.00 FEET TO THE WEST MARGIN OF NEST VALLEY HIGHWAY; THENCE ALONG SAID WEST MARGIN PARALLEL TO THE EAST LINE OF THE SOUTHEAST QUARTER OF SAID SECTION 11, SOUTH 0153141" WEST 75.00 FEET TO THE TRUE FUINT OF BEGLNNING. f � t f ' s OEgCRIPTCON COHMENCCNG AT THE INTERSECTION OF THE SOUTH LINE OF THE NORTH 319 FEET OF THE SOUT11 IiALF OF TFIE SOUTHEAST QUARTCR, OF 'TvE SOUTHEAST QUARTER OF SECTION I1, TOWNSHIP 22 NORTH, RANGE 4 CAST W_H. WI Cit THE EAST QUARTER SECTION LINE OF SAID SECTION It. THENCE NORTH 89612' 17" WEST ALONG ME SOUTH LINE OF SAID NORTH 319.00 FEET, 50.00 FEET TO THE VEST MARGIN OF WEST VALLEY HIGHWAY, AND THE TRUE POINT OF BEGINNING; THENCE CONTINUING NORTH 89'12117" HEST 700.00 FEET; THENCE NORTH 0°53'4I" EAST 75.00 FEET; THENCE SOUTH 99"I2'I7" EAST 700.00 FEET TO THE WEST MARGIN OF WEST VALLEY HIGHWAY; THENCE ALONG SAID NEST MARGIN PARALLEL TO 'THE EAST LINE OF THE SOUTHEAST QUARTER OF SAID SECTION 11, SOUTH 0'53'41" WEST 75.00 FEET TO THE TRUE POINT OF BECINNING. 14 4 Tetyf»-a4o3+ro1 s�+ i �._ I � lop YI �� IY t � t V ��� •' Ll 4'� r �,��Y• r�A �'. r N{ \V! wl le lz�I_^ XTT .��=..�� — . T TT N1 ♦Q liil e 5 4 S �•�y y�vf � EXHIBIT C INSURANCE REQUIREMENTS FOR STANDARD LEASE Insurance The Lessee shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the Lessee's operation and use of the Court. A. Minimum Scope of Insurance Lessee shall obtain insurance of the types described below: 1. Commercial General Liability insurance shall be written on Insurance Services Office (ISO) occurrence form CG 00 01 and shall cover premises and contractual liability. The City shall be named as an insured on Lessee's Commercial General Liability insurance policy using ISO Additional Insured-Managers or Lessors of Premises Form CG 20 it or a substitute endorsement providing equivalent coverage. B. Minimum Amounts of Insurance Lessee shall maintain the following insurance limits; 1. Commercial General Liability insurance shall be written with limits no less than $2,000,000 each occurrence, $2,000,000 general aggregate. 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 Lessee's insurance coverage shall be primary insurance as respect the City. Any Insurance or self-insurance coverage maintained by the City shall be excess of the Lessee's insurance and shall not contribute with it. 2. The Lessee's insurance shall be endorsed to state that coverage shall not be cancelled by either party, except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City. EXHIBIT C (Continued) D. Acceptability of Insurers Insurance is to be placed with insurers with a current A.M. Best rating of not less than ANII. E. Verification of Coverage Lessee shall furnish the City with original certificates and a copy of the amendatory endorsements, including but not necessarily limited to the additional insured endorsement, evidencing the insurance requirements of the Lessee. F. Waiver of Subrogation Lessee and City hereby release and discharge each other from all claims, losses and liabilities arising from or caused by any hazard covered by property insurance on or in connection with the premises or said building. This release shall apply only to the extent that such claim, loss or liability is covered by insurance. G. City's Property insurance City shall purchase and maintain during the term of the lease, all-risk property insurance covering the property. Page 1 of 1 DATE(MM/DD/Y CERTIFICATE OF LIABILITY INSURANCE Fo5,21,2D1919 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 have ADDITIONAL INSURED provisions or 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 lieu of such endorsement(s). PRODUCER CONTACT NAME: Willis of Maryland, Inc. PHONE 1-877-945-7378 FAX 1-888-467-2378 c/o 26 Century Blvd A/C No Ext: A/C No): P.O. Box 305191 E-MAIL ADDRESS:ADDRESS: Nashville, TN 372305191 USA INSURERS AFFORDING COVERAGE NAIC# INSURERA: Endurance American Specialty Insurance Com 41718 INSURED INSURERB: Endurance Assurance Corporation 11551 Terreno Valley Corporate, LLC - - --- - 101 Montgomery Street, Suite 200 INSURERC: San Francisco, CA 94104 INSURER0: INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER:W11301599 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. 1�7R TYPE OF INSURANCE ADDL SUER POLICY NUMBER MMroD PLICY EFF POLICY EXP /YYYY LIMITS X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 CLAIMS-MADE X OCCUR DAMA T RENTED PREMISES occurrence $ 1,000,000 - MED EXP(Any one person) $ 10,000 Y y GGRIO014496100 04/01/2019 04/01/2020-PERSONAL BADVINJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERALAGGREGATE $ 2,000,000 X POLICY PROECT LOC PRODUCTS-COMP/OP AGG $ 2,000,000 J OTHER: $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ _ Ea accident ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY(Per accident) $ HIRED NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY AUTOS ONLY Per accident $ B X UMBRELLALIAB X OCCUR EACH OCCURRENCE $ 25,000,000 EXCESS LIAB CLAIMS-MADE GUR30001011500 04/01/2019 04/01/2020 AGGREGATE $ 25,000,000 DED RETENTION$ $ WORKERS COMPENSATION PER OTH- AND EMPLOYERS'LIABILITY Y/N STATUTE ER ANYPROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $ OFFICER/MEMBEREXCLUDED? NIA (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached if more space is required) City of Kent, a Washington Municipal Corporation of the State of Washington is included as Additional Insured as respects to General Liability policy. Waiver of Subrogation applies in favor of Additional Insured with respects to General Liability. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Kent, a Washington Municipal Corporation of the State of Washington AUTHORIZED REPRESENTATIVE 220 4th Avenue South Ken Kent, WA 96032 ©1988-2016 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD SR ID: 17989524 BATCH: 1208362 A� EVIDENCE OF COMMERCIAL PROPERTY INSURANCE DA05/2111/20 9Y) THIS EVIDENCE OF COMMERCIAL PROPERTY INSURANCE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE ADDITIONAL INTEREST NAMED BELOW.THIS EVIDENCE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS EVIDENCE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE ADDITIONAL INTEREST. PRODUCER NAME, I PHONE 1-877-945-7378 COMPANY NAME AND ADDRESS NAICNO: 19437 CONTACT PERSON AND ADDRESS A/C No Ext: Willis of Maryland, Inc. Lexington Insurance Company c/o 26 Century Blvd 100 Summer Street P.O. Box 305191 Boston, MA 02110 Nashville, TN 372305191 USA FAX A/C No): 1-888-467-2378 ADDRIESS: Certificates@xillis.com IF MULTIPLE COMPANIES,COMPLETE SEPARATE FORM FOR EACH CODE: SUB CODE: POLICY TYPE AGENCY Commercial Property CUSTOMER ID#: NAMED INSURED AND ADDRESS LOAN NUMBER POLICY NUMBER Terreno Valley Corporate, LLC 101 Montgomery Street, Suite 200 '.VARIOUS San Francisco, CA 94104 EFFECTIVE DATE EXPIRATION DATE CONTINUED UNTIL 04/01/2019 04/01/2020 TERM INATEDIFCHECKED ADDITIONAL NAMED INSURED(S) THIS REPLACES PRIOR EVIDENCE DATED: PROPERTY INFORMATION ACORD 101 may be attached if mores ace is required) a] BUILDING OR O BUSINESS PERSONAL PROPERTY LOCATION I DESCRIPTION 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 EVIDENCE OF PROPERTY INSURANCE 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. COVERAGE INFORMATION PERILS INSURED BASIC I BROAD 1 1 SPECIAL I X Manuscript special form COMMERCIAL PROPERTY COVERAGE AMOUNTOF INSURANCE: $55,000,000 DED: See remarks YES NO NIA 0 BUSINESS INCOME ❑x RENTAL VALUE X If YES,LIMIT: Included above X I Actual Loss Sustained;#of months: 12 BLANKET COVERAGE X If YES,indicate value(s)reported on property identified above:$ TERRORISM COVERAGE X Attach Disclosure Notice/DEC IS THERE A TERRORISM-SPECIFIC EXCLUSION? X IS DOMESTIC TERRORISM EXCLUDED? X LIMITED FUNGUS COVERAGE X If YES,LIMIT: 5,000,000 DED: See Remarks FUNGUS EXCLUSION(If"YES",specify organization'sform used) X REPLACEMENT COST X AGREED VALUE X COINSURANCE X If YES, % EQUIPMENT BREAKDOWN(If Applicable) X If YES,LIMIT: Included DED: See Remarks ORDINANCEORLAW -Coverage for loss to undamaged portion ofbldg X If YES,LIMIT: 20,000,000 DED: See remarks Demolition Costs X If YES,LIMIT: 20,000,000 DED: See remarks Incr.Cost of Construction X If YES,LIMIT: 20,000,000 DED:See remarks EARTH MOVEMENT(if Applicable) X If YES,LIMIT: 75,000,000 DED: See remarks FLOOD(If Applicable) X If YES,LIMIT: See remarks DED: See remarks WIND/HAIL INCL x❑YES ❑NO Subject to Different Provisions: X If YES,LIMIT: Included DED: NAMED STORM INCL x❑YES ❑NO Subject to Different Provisions: X If YES,LIMIT: Included DED: See remarks PERMISSION TO WAIVE SUBROGATION IN FAVOR OF MORTGAGE HOLDER PRIOR TO LOSS X CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. ADDITIONAL INTEREST CONTRACT OF SALE LENDER'S LOSS PAYABLE LOSS PAYEE LENDER SERVICING AGENT NAME AND ADDRESS MORTGAGEE NAME AND ADDRESS City of Kent, a Washington Municipal Corporation of the State of Washington AUTHORIZED REPRESENTATIVE 220 4th Avenue South Kent, WA 98032 wy �- ©2003-2015 ACORD CORPORATION. All rights reserved. ACORD 28(2016/03) The ACORD name and logo are registered marks of ACORD 3R ID: 17989524 BATCH: 1208362 CERT: W11301600 AGENCY CUSTOMER ID: LOC#: ACO® ADDITIONAL REMARKS SCHEDULE Page 2 of 3 AGENCY NAMED INSURED Willis of Maryland, Inc. Terreno Valley Corporate, LLC 101 Montgomery Street, Suite 200 POLICY NUMBER San Francisco, CA 94104 See Page 1 CARRIER NAIC CODE See Page 1 See Page 1 EFFECTIVE DATE: See Page 1 ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 28 FORM TITLE: Evidence of Commercial Property Coverage is all risks of direct physical loss subject to policy exclusions. Layered Program Details: Primary $13.5M p/o $30M (45%) Lexington Insurance Company Policy #B080113703U19 Effective 04/01/2019 - 04/01/2020 Primary $6M p/o $30M (20%) Sompo Policy #GPR30001018600 Effective 04/01/2019 - 04/01/2020 $5.5M p/o Primary $55M (10%) Lloyds Policy # B080116796U19 Effective 04/01/2019 - 04/01/2020 $4.95M p/o Primary $55M AWAC Policy # 0311-7996-1N Effective 04/01/2019 - 04/01/2020 $3.85M p/o Primary $55M SwissRe Policy # NAP 2003367 00 Effective 04/01/2019 - 04/01/2020 $2.2M p/o Primary $55M Argo Policy # P136147 Effective 04/01/2019 - 04/01/2020 $2.75M p/o Primary $55M Tokio Policy # LCP6481197-00 Effective 04/01/2019 - 04/01/2020 $5M p/o $25M xs $30M (20%) BRIT Global Specialty USA Policy PD-10907-02 Effective 04/01/2019 - 04/01/2020 $9,250,000 p/o $25M xs $30M (37%) Arch Specialty Insurance Company Policy PRP0054168-06 Effective 04/01/2019 - 04/01/2020 $2,500,000 part of $25,000,000 Excess of $30,000,000 Limit (10%) Hamilton Insurance Services Bermuda Policy # PX19-5070-01 Effective 04/01/2019 - 04/01/2020 XLC Terrorism Policy # B080114171L19 Effective 04/01/2019 - 04/01/2020 Excess Earthquake ($10M p/o $20M x $40M) Vicko Policy # VAS1902414 (aka Aegis) Effective 04/01/2019 - 04/01/2020 ACORD 101 (2008/01) ©2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD SR ID: 17989524 BATCH: 1208362 CERT: W11301600 AGENCY CUSTOMER ID: _ LOC#: ,ac�o,Rn® ADDITIONAL REMARKS SCHEDULE Page 3 Of 3 AGENCY NAMED INSURED Willis of Maryland, Inc. Terreno Valley Corporate, LLC 101 Montgomery Street, Suite 200 POLICY NUMBER San Francisco, CA 94104 See Page 1 CARRIER NAIC CODE See Page 1 See Page 1 EFFECTIVE DATE: See Page 1 ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 28 FORM TITLE: Evidence of Commercial Property Excess Earthquake ($1.25M p/o $5M x $55M) Vicko Policy # VDL910216 (Lloyd's) Effective 04/01/2019 - 04/01/2020 Excess Earthquake ($10M p/o $10M x $60M) Maxum Policy # SPO-6032756-02 Effective 04/01/2019 - 04/01/2020 Excess Earthquake ($5M p/o $5M x $70M) Vicko Policy # VDL711496 (Lloyd's) Effective 04/01/2019 - 04/01/2020 Excess Earthquake ($5M p/o $20M x $40M) Vicko Policy # VDL711495 (Lloyd's) Effective 04/01/2019 - 04/01/2020 SUB-LIMITS: Property in Course of Construction - Included Deductibles: Property Damage and Time Element losses arising out of any one occurrence shall be adjusted together. The Insured will retain the first $25,000* except as indicated below: *Note that in the Lexington Policy, the retention level will be at $100,000 Flood High Hazard Zone A or V #30M All other flood $55m. California Earthquake - 5% with a minimum of $100,000; $5,000,000 maximum Locations Pacific Northwest S New Madrid Counties Earthquake - 2% with a $100,000 minimum Named Storm within the entire state of Florida - 5% with a $100,000 minimum Named Storm within the states of Texas through Alabama - 3% with a $100,000 minimum Named Storm within Tier 1 Zones from the states of Georgia through Virginia - 2% with a $100,000 minimum Named Storm within Tier 1 Zones from the state of Maryland through Maine - $100,000 Flood in NFIP Zones with prefixes A or V - 3% with a $100,000 minimum. Waiver of Subrogation applies in favor of Certificate Holder with respects to Property coverage. ACORD 101 (2008/01) ©2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD SR ID: 17989524 BATCH: 1208362 CERT: W11301600 GENERAL CHANGE ENDORSEMENT Named Insured: Terreno Realty Policy No.: GPR30001018600 Endorsement Effective Date: 05/20/2019 Issued By: Endurance American Specialty Insurance Company Endorsement No.: 09 THIS ENDORSEMENT CHANGES THIS POLICY.PLEASE READ IT CAREFULLY. It is hereby understood and agreed that this policy has been amended to reflect the following changes: The following entity is added to the policy and shall be endorsed to state that coverage shall not be cancelled by either party, except after thirty(30)days prior written notice by certified mail, return receipt requested, has been given to the City. Cert Holder: City of Kent, a Washington municipal corporation of the State of Washington 220 4th Avenue South Kent, WA 98032 Nothing herein contained shall vary, alter, waive, or extend any of the terms, representations, conditions or agreements of the policy other than as above stated. Authorized Representative Endurance American Specialty Insurance Company Page 1 of I ECP 1001 0606 Z tt: r P 1 i:n Y St. 5 I l 0 x o � E KENT REQUEST FOR MAYOR'S SIGNATURE Routing Information: (ALL REQUESTS MUST FIRST BE ROUTED THROUGH THE LAW DEPARTMENT) �} Approved by Direct Originator: Lynn Osborn for Brian Levenhagen Phone (Originator): X5111 Date Sent: 5/24/19 Date Required: Soonest possible please Return Signed Document to: Lynn Osborn Contract Termination Date: 3/31/2024 VENDOR NAME: Date Finance Notified: (Only required on contracts 5/24/2019 Terreno Valley Corporate 20 000 and over or on any Grant DATE OF COUNCIL APPROVAL: 5/7/19 Date Risk Manager Notified: (Required on Non-City Standard Contracts/Agreements) Has this Document been Specific-all Account Number: P21012 Authorized in the Budget? • YES NO Brief Explanation of Document: This is a five-year ground lease with Terreno Valley Corporate LLC in the amount of $30,577.27 per year, for parking and storage on city-owned property located in the South 222nd block of 68th Avenue South. First-year's annual rent will be paid in full upon commencement of this lease, with subsequent rent to be paid annually in advance on or before April 1. The recreational Puget Power Trail connects 68th and 64th Avenue South immediately north of and adjacent to the leased property. Lessee Terreno Valley agrees to use the leased property only for agreed upon purposes stated in the lease, maintain a 10-stall public parking area and the leased property to the City of Kent's standards, pay utilities and any applicable taxes. Lessor City of Kent agrees to maintain the recreational trail and pay any applicable taxes. The trail and parking area will remain open for public use. 1?N oft its All Contracts Mu s a Routed Through The Law Depart uk /14f_ a completed by t a Department) Received: Approval of Law Dept.: Law Dept. Comments: Date Forwarded to Mayor: m Shaded Areas To Be Completed By Administration Staff Received: RECEIVED Recommendations and Comments: Disposition: City of Kent Office of the Mayor Date Returned: P\Crv.1Torms\Doc,ment Processing\Request for Mayor's Signature.docz