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HomeMy WebLinkAboutCAG2019-360 - Original - Blue Origin, LLC - Development Agreement for Research and Development Facility - 07/15/2019 Agreement Routing Form KEN T For Approvals,Signatures and Records Management WASHINGTON This form combines&replaces the Request for Mayor's Signature and Contract Cover Sheet forms. (Print on pink or cherry colored paper) Originator: gill Ellis Department: ECD Date Sent. 7/15/19 Date Required: 7/16/19 R > Authorized ❑ Director or Designee Date of c 7/2/19 A. to Sign: ❑ Council Qa Mayor Approval: Budget N/A Grant? Yes No Account Number: Type: N/A Vendor or Name: Blue Origin, LLC Cate 9 Y: Contract C Vendor Sub-Category o Number. EProject Research and Development Facility III. Name: O c Project 76th Avenue - South 212th Street and South 228th Street �. Details: c E Agreement N/A Basis for i Amount. Selection of �j Contractor: Ch Q Start Date: Date of Mayor's signature Termination Date: 2039 Notice required prior to Yes No Contract Number: disclosure? Date Received by City Attorney: Comments: Cn 3 fR cc EIVED vlt Date Routed to the Mayor's Office: / 40 Date Routed to the City Clerk's Office:yid �17 •, - ny of Kent Date Sent to iginator: Offmce of the Mayor Visit Documents.KentWA.gov to obtain copies of all agreements adccW22373_6_19 DEVELOPMENT AGREEMENT BETWEEN BLUE ORIGIN AND THE CITY OF KENT The City of Kent,a Washington municipal corporation,and Blue Origin,LLC,a Washington limited liability company, on behalf of itself and its affiliate Blue Properties, LLC, enter into the following development agreement in accordance with Chapter 36.70B RCW to address certain project elements and requirements relating to Blue Origin's construction of a research and development facility that will be located on 76ih Avenue South,between South 212th Street and South 228a'Street in the City of Kent. I. DEFINITIONS When used in this Agreement, the following words and phrases shall have the meanings that follow: 1. "Agreement"means this Development Agreement between Blue Origin, LLC and the City of Kent. 2. "City"means the City of Kent, WA. 3. "Developer"means Blue Origin, LLC,on behalf of itself and its affiliate Blue Properties,LLC. 4. "Fee-in-Lieu" means a fee equal to the cost of constructing Half-Street Improvements which is paid instead of constructing the Half-Street Improvements. 5. "Half-Street Improvements" means the construction and dedication of improvements such as but not limited to: earthwork and excavation; paving or concrete work; street channelization and signing; street lighting systems; curbs, gutters, sidewalks, and landscaping; storm drainage systems; sanitary sewer systems; domestic water systems; traffic control systems; conduit and fiber optic systems; and/or other improvements necessary for the Project to meet the 2009 City of Kent Design and Construction Standards for an Industrial Collector Arterial Street; along with dedication of property for adequate rights-of-way and easements necessary to construct such improvements. 6. "KCC"means the Kent City Code. 7. "Party" or"Parties"means the City and the Developer collectively. 8. "Project"means the research and development facility and all of its appurtenances such as but not limited to its parking areas, open spaces, Storm Water Mitigation Facilities, etc., that will be built by Developer on property identified as King County Parcel Numbers 1222049018-07, 1222049019-06, 1222049127-05 and 1222049128-04 and which are depicted in the Plans. 9. "Plans"means the plans for the Project as reflected under Permit Number RECC 2172124,that Development Agreement Between Blue Origin, LLC&City of Kent n a g e 1 were approved by City Engineer Chad Bieren on April 3, 2019, and are titled "Blue Origin Development" as well as frontage improvement plans approved by the City under the same permit number 10. "RCW"means the Revised Code of Washington. 11. "TIP Project Number 23"means, the work and materials for improvements to the entire width of 761h Avenue South associated with Project Number 23 of the City's 2019-2024 Transportation Improvement Program, including but not limited to: earthwork and excavation; paving or concrete work; street channelization and signing; street lighting systems; curbs, gutters, sidewalks, and landscaping; storm drainage systems; sanitary sewer systems; domestic water systems; traffic control systems; conduit for electric and fiber optic systems; and other ancillary improvements, excluding the improvements required of Developer as described in Subsection 111.1.(a). 12. "Storm Water Mitigation Facilities"means the storm drainage detention and outflow control, storm drainage water quality, and flood plain compensatory storage facilities depicted in the Plans. II. BACKGROUND - RECITALS 1. The City is a municipal corporation incorporated under Title 35A of the laws of the State of Washington. The City has the authority to enact laws and enter into agreements to promote the health, safety and welfare of its citizens. 2. Developer maintains its engineering, manufacturing and business headquarters within the Kent City limits, with its principle office located at 21218 761h Avenue, Kent, WA 98032. 3. Developer will be building a new research and development facility and associated appurtenances on property identified as King County Parcel Numbers 1222049018-07, 1222049019-06, 222049127-05 and 1222049128-04. Plans for the Project are reflected under Permit Number RECC 2172124,were approved by City Engineer Chad Bieren on April 3,2019, and are titled "Blue Origin Development". The Plans are on file with the City of Kent and are incorporated into this Agreement by this reference. 4. During construction and once completed, the Project will be accessed by way of 761h Avenue South between South 212th Street and South 2281h Street. 5. The Parties are aware that 76th Avenue South in the area that the Project is accessed may, from time-to-time,become submerged with water during storm and other events due to high flows in Mill Creek. Developer currently occupies property at other locations on 761h Avenue South between South 212th Street and South 2281h Street and has experienced events in which 76th Ave South has been submerged, necessitating temporary street closures. In addition, the City has identified the need to raise 761h Ave South in its 2019-2024 Six-Year Transportation Improvement Program. Raising the elevation of the roadway should eliminate most Development Agreement Between Blue Origin, LLC& City of Kent c a g e 12 submergence events. 6. In accordance with state and City laws, Developer is required to mitigate the impacts of the Project by providing Half-Street Improvements up to the centerline of the roadway abutting the Project. In this instance, Half-Street Improvements would be required on the western side of 761h Avenue South only. 7. While Developer is responsible for the Half-Street Improvements on the western side of 76th Avenue South, it is not responsible for improvements to the eastern side of 76th Avenue South. Because the elevation of 761h Avenue South must be raised due to water that collects over 761h Avenue South, Developer's Half-Street Improvements cannot be constructed without also raising the elevation of the eastern side of 761h Avenue South and reconstructing the eastern side of 761h Avenue South. Raising the eastern side of 761h Avenue South will be the responsibility of the City (unless that responsibility falls on a property owner who develops property on the east side of 761h Avenue South). 8. While Developer is responsible for Half-Street Improvements on western side of 761h Avenue South, due to the fact that 761h Avenue South must be raised, improvements to the entire width (both sides) of 761h Avenue South must occur simultaneously. 9. Timing is of the essence for Developer, and there is a concern that improving the entire width of 761h Avenue South during Project development may delay the Project. In addition, having contractors from both the City and Developer constructing improvements to the east and west sides of 761h Avenue South at the same time may result in contractor conflict and delays, increasing the expense of the improvements to 76th Avenue South. While the Kent City Code allows the City to assess a fee in lieu of constructing Half-Street Improvements on the western side of 76th Avenue South, the Parties have instead agreed on a more beneficial and economical solution that will assist both Parties, and result in a cost savings to both Parties. 10. Per the Plans, construction of the Project requires the Developer to build facilities to account for storm drainage detention and outflow control, storm drainage water quality, and flood plain compensatory storage. Developer is constructing these Storm Water Mitigation Facilities on its Project site. The Storm Water Mitigation Facilities being constructed by the Developer provide the necessary storm drainage detention and outflow control, storm drainage water quality, and flood plain compensatory storage for the Project site as well as the Half-Street Improvements on the western side of 761h Avenue South. The Storm Water Mitigation Facilities will have excess capacity for additional water. The Parties have agreed that it is in the interests of both the Developer and City for the Developer to dedicate any excess capacity of the Storm Water Mitigation Facilities to the City for the purposes of providing the Storm Water Mitigation Facilities for future construction of improvements to 76th Avenue South in accordance with the 2019-2024 Six-Year Transportation Improvement Program. This is so because obtaining property and facilities to store roadway runoff on another property for these improvements to 761h Avenue South would be costly to the City. Moreover,requiring the Developer to construct the Half-Street Improvements on the western side of 761h Avenue South, which would trigger contemporaneous improvements to the entire width of 761h Avenue South, would cause delay Development Agreement Between Blue Origin, LLC&City of Kent P a g e 13 and added cost to the Project. 11. In summary, this Agreement requires Developer to construct limited temporary improvements to 76th Avenue South in accordance with the Plans, which will allow for access to the Project during and after construction and also maximize the capacity of the Storm Water Mitigation Facilities so that there is excess capacity of the Storm Water Mitigation Facilities for use by the City. Developer will not be required to construct the permanent Half-Street Improvements, and in exchange, Developer will grant any excess capacity of the Storm Water Mitigation Facilities exclusively for the future construction of improvements to 76th Avenue South in accordance with the 2019-2024 Six-Year Transportation Improvement Program. 12. Valuable consideration for this Agreement lies in the form of the Developer's dedication of the excess capacity of the Storm Water Mitigation Facilities to the City for construction of improvements to 76th Avenue South. The Parties recognize that consideration is adequate, as the City would not have the resources to purchase property and construct facilities for the purposes of storm drainage detention and outflow control, storm drainage water quality, and flood plain compensatory storage, and thus, TIP Project Number 23 would not be constructed for many years. 13. This Agreement is authorized by RCW 36.70B.170 through .210 (the "Development Agreement Statute") and KCC Section 15.08.450. This Agreement is also authorized by the City's general police power and contracting authority. 14. This Agreement will not be approved until after a public hearing and approval by the Kent City Council, and once approved by the City Council and executed by the Parties,the Agreement will be recorded in the real property records of King County, Washington. 15. All Recitals and incorporated documents referenced in this Agreement shall be considered as material terms of this Agreement. III. TERMS OF AGREEMENT 1. Obligations of Developer. a) Temporary and Permanent Improvements to 7611 Avenue South Constructed by Developer. Developer shall, at its sole cost, construct temporary improvements in accordance with the Plans to 76th Avenue South to allow safe ingress and egress to the Project site both during construction, and following occupancy for the period before the completion of TIP Project Number 23. The design documents for these temporary improvements have been submitted by Developer(Permit Number RVS4-2191662). In addition, Developer will be required to construct such improvements and systems within 76th Ave South,including but not limited to water mains, storm drainage conveyance systems, etc., as necessary to serve the Project during construction and following occupancy for the period before the completion of TIP Project Number 23 ("Permanent Improvements"). Development Agreement Between Blue Origin, LLC& City of Kent P a a, e 14 b) Dedication of Facilities and Capacity for Storm Drainage Detention and Outflow Control, Storm Drainage Water Quality, and Flood Plain Compensatory Storage for TIP Project Number 23 and Other Road Projects. Developer is obligated to construct Storm Water Mitigation Facilities in accordance with the Plans. The following additional obligations of Developer apply: i. Developer shall allow access to the City, upon being given a five (5) day notice by the City,for the purposes of inspecting the Storm Water Mitigation Facilities during construction to ensure that the capacity of the Storm Water Mitigation Facilities is maximized. ii. The Storm Water Mitigation Facilities will have capacity in excess of that required for the Project. Any excess capacity of the Storm Water Mitigation Facilities constructed by Developer shall, in perpetuity, be reserved for the sole purpose of the storm drainage detention and outflow control, storm drainage water quality, and flood plain compensatory storage required of TIP Project Number 23,regardless of who constructs the TIP Project Number 23. In the event TIP Project Number 23 does not utilize all of the excess storm drainage detention, storm drainage water quality, and flood plain compensatory storage, the remaining excess shall remain available, in perpetuity, solely to the City for use solely in road improvements that occur within one quarter of a mile of the Project site measured in a straight line. The excess capacity of the Storm Water Mitigation Facilities shall not be available or used for any other purpose. iii. Developer shall allow access to the City, upon being given a five (5) day notice by the City, to its property for the purposes of storm water conveyance in connection with TIP Project Number 23. iv. Developer shall retain responsibility for the maintenance of and the cost of maintenance of the Storm Water Mitigation Facilities notwithstanding their use for TIP Project Number 23 or other improvements made in accordance with this Agreement. V. The requirements of this Agreement shall run with the land and shall be binding on Developer's successors in interest. vi. Developer shall execute reasonable and necessary easements in favor of the City which allow the City to utilize the Storm Water Mitigation Facilities in accordance with this Agreement. Developer shall provide the legal descriptions necessary to identify the properties subject to the easements. The easements shall be recorded in the real property records of King County, Washington, as necessary to disclose this Agreement on title to the Property. However, the failure to prepare or record the easements shall have no bearing on the enforceability of any provision of this Agreement against the Parties or any of their respective heirs, assigns, successors, legatees, representatives, receivers and trustees. vii. Upon completion of construction of the Storm Water Mitigation Facilities, Developer shall provide the City with drawings which confirm the as-constructed excess capacity of the Storm Water Mitigation Facilities to be dedicated for City use in accordance with this Agreement. Such drawings shall be subject to review and approval of the City, which shall not be unreasonably withheld. Development Agreement Between Blue Origin, LLC&City of Kent P a g e 15 c) Penalty for Non-Performance or Breach. i. Satisfaction of the requirements set forth in this Agreement constitute satisfaction of the requirement that Developer construct Half-Street Improvements on 761h Avenue South or pay a Fee-In-Lieu. ii. Developer waives any administrative or legal challenge it may have in regard to its obligation to construct the Half-Street Improvements on western side of 76th Avenue South or pay a Fee-In-Lieu. iii. In the event Developer fails to comply with a material term of this Agreement, Developer shall pay to the City the reasonable costs of acquiring property for the purposes of constructing storm drainage detention, storm drainage water quality, and flood plain compensatory storage for TIP Project Number 23, and for designing and constructing the Storm Drainage Detention, Storm Drainage Water Quality, and Flood Plain Compensatory Storage facilities for TIP Project Number 23. The property acquired and the storm drainage detention, storm drainage water quality, and flood plain compensatory storage facilities constructed shall be in a location suitable to serve TIP Project Number 23. The foregoing notwithstanding, in no event shall the Developer's total liability to the City for costs under this section exceed the Fee-in-Lieu valued as of the effective date of this Agreement at $2,112,000 (1,320 LF X $1,600/LF) and adjusted for year of construction using cost escalation based on the Engineering News Record Construction Cost Index for Seattle-Everett-Tacoma. For the purposes of this section the phrase"material term" means Sections III.La, III.I.b.ii, III.I.b.iv, and III.l.b.vi of this Agreement; provided, this section shall not be interpreted as a limitation of remedies for the breach of any other provision of this Agreement. 2. Effective Date and Term. This Agreement shall go into full force and effect upon approval of the Kent City Council and execution by the parties. This Agreement shall be in effect for a period of twenty (20) years following the date of signature by the Parties; provided, the obligation of the Developer to provide for the use of the excess capacity of the Storm Water Mitigation facilities constructed by Developer shall be reserved for the sole purpose of the storm drainage detention, storm drainage water quality, and flood plain compensatory storage required of TIP Project Number 23 in perpetuity; and provided further, that in the event TIP Project Number 23 does not utilize all of the excess storm drainage detention, storm drainage water quality, and flood plain compensatory storage, the remaining excess shall remain available to the City in perpetuity for use in road improvements that occur within one quarter of a mile of the Project site measured in a straight line. 3. Vesting. The Project was previously deemed vested to storm water regulations in existence as of the date of the issuance of the grade and fill permit (RI26 2163906) on October 14, 2016. To the extent permitted by law,the improvements to 761h Avenue South shall be deemed vested to the same date as the civil construction permit. Notwithstanding the provisions of this Agreement, and in accordance with RCW 3 6.70B.170(4), authority is reserved to the City to impose new or different regulations to the extent reasonably required to counter a serious threat to public health and safety. Development Agreement Between Blue Origin, LLC&City of Kent P a g e 16 4. Construction of Documents. In the event there are any conflicts or ambiguities between the terms of the body of this Agreement and the terms of any incorporated documents, the terms of the body of this Agreement shall control. 5. Indemnification. Except as otherwise specifically provided in this Agreement, each Party shall protect, defend, indemnify and hold harmless the other Party and their officers, directors, agents, and employees, or any of them, from and against any and all claims, actions, suits, liability, loss, costs, expenses (including reasonable attorney's fees), and damages of any nature whatsoever, which are caused by or result from any negligent act or omission of the Party's own officers,agents,and employees in performing services pursuant to this Agreement. In the event that any suit based upon such a claim, action, loss, or damage is brought against a Party, the Party whose sole negligent actions or omissions gave rise to the claim shall defend the other Party at the indemnifying Party's sole cost and expense; and if final judgment be rendered against the other Party and its officers, directors, agents, and employees or be rendered jointly against the Parties and their respective officers, agents, and employees, the Party whose sole negligent actions or omissions gave rise to the claim shall satisfy the same; provided that, in the event of concurrent negligence, each Party shall indemnify and hold the other Party harmless only to the extent of the indemnifying Party's negligence, and in that instance each Party shall be responsible to pay all of its own legal fees and costs. The indemnification to the City hereunder shall be for the benefit of the City as an entity, and not for members of the general public. 6. Authority. Each signatory to this Agreement represents and warrants that he or she has full power and authority to execute and deliver this Agreement on behalf of the Party for which he or she is signing, and that he or she will defend and hold harmless the other Parties and signatories from any claim that he or she was not fully authorized to execute this Agreement on behalf of the person or entity for whom he or she signed. Upon proper execution, this Agreement will have been duly entered into by the Parties,will constitute as against each Party a valid,legal and binding obligation that shall run with the land,and will be enforceable against each Party in accordance with the terms herein. 7. Recordin2/Binding Effect/Assignability. This Agreement shall be recorded in the real property records of King County, Washington, as necessary to disclose this Agreement on title to the Property. It is mutually agreed that the terms of this Agreement touch and concern the land and shall be covenants running with the land. This Agreement shall run with the land as binding on the Parties and their respective heirs, assigns, successors, legatees, representatives, receivers and trustees and shall continue during and following the development,lease or transfer of ownership of all or any part of the Property during the term of this Agreement. 8. Agreement Consistency with RCW 82.02.020. The mitigation and dedications established by this Agreement are consistent with the requirements of RCW 82.02.020 and mitigate the direct impacts that have been identified as a consequence of the Project. Neither Developer nor any assignee shall assert a claim against City asserting that (i) the City lacked a legal basis for imposing the agreed-upon mitigation or dedications; (ii) that the mitigation or dedications Development Agreement Between Blue Origin, LLC & City of Kent P a g e 7 lacked sufficient nexus or proportionality with the identified impacts of the Project; or(iii)that the mitigation or dedications were greater than if they had been calculated using alternate rationales or formulae. 9. Delays — Force Majeure. If either Party is delayed in the performance of its obligations in this Agreement due to Force Majeure, then performance of such obligation shall be excused for the period of delay. The term Force Majeure as used herein shall mean extraordinary natural events or conditions such as war, war-like acts, riot, labor strikes, or other causes beyond the reasonable control of the obligated party. The City's or Developer's inability to fund or otherwise construct, or decision not to fund or otherwise construct, any of its obligations shall not constitute an event of Force Majeure or otherwise be an acceptable reason for delay. 10. Notices. All notices,requests, demands, and other communications called for or contemplated by this Agreement shall be in writing, and shall be duly given by mailing the same by certified mail, return receipt requested; or by delivering the same by hand, to the following addresses, or to such other addresses as the Parties may designate by written notice in the manner aforesaid: To City: Chief Administrative Officer City of Kent 220 Fourth Avenue South Kent, WA 98032 With a copy Public Works Director to: City of Kent 220 Fourth Avenue South Kent, WA 98032 To Developer: With a copy Legal & Compliance Department to: Blue Origin 21218 76th Avenue South Kent, WA 98032 Any Party hereto may change its address for the purpose of receiving notices as herein provided by a written notice given in the manner aforesaid to the other Party hereto. Development Agreement Between Blue Origin, LLC& City of Kent 8 11. Governing LawNenue. This Agreement shall be governed by and construed in accordance with the laws of the State of Washington. Venue for any judicial action arising out of or relating to this Agreement shall lie in King County Superior Court. 12. Specific Performance. The Parties specifically agree that damages are not an adequate remedy for breach of this Agreement and that the Parties are entitled to compel specific performance of all material terms of this Agreement by any Party in default hereof. All terms and provisions of this Agreement are material. 13. Attorneys' Fees. Except as provided in Section II1.5, in any alternative dispute resolution or judicial action to enforce or determine a Party's rights under this Agreement, each Party shall be responsible for payment of its own attorneys' fees, expert witness fees, and all other costs, if any. 14. No Third-Party Beneficiary. This Agreement is made and entered into for the sole protection and benefit of the Parties and their heirs,assigns,successors,legatees,representatives,receivers and trustees. No other person shall have any right of action based upon any provision of this Agreement. 15. Severability. This Agreement does not violate any federal or state statute, rule, regulation or common law known; provided, any provision which is found to be invalid or in violation of any statute, rule, regulation or common law shall be considered null and void, with the remaining provisions remaining viable and in effect. In the event any part of Section III.1. is deemed void prior to the City's utilization of the Storm Water Mitigation Facilities to service the eastern one-half of 761h Avenue South as contemplated in this Agreement,Developer shall, within three months of such determination,pay to the City a Fee-in-Lieu of construction of the Half-Street Improvements in accordance with terms set forth in Section III.l.c.iii of this Agreement. In the event any part of Section III.1. is deemed void after the City's utilization of the Storm Water Mitigation Facilities to service the eastem'one-half of 76th Avenue South as contemplated in this Agreement, the parties shall negotiate, in good-faith, to develop a structure the economic effect of which is nearly as possible the same as the economic effect of this Agreement without regard to such invalidity. 16. Final and Complete Agreement. This Agreement is integrated and constitutes the final and complete expression of the Parties on all subjects within the Agreement. This Agreement supersedes and replaces all prior agreements, discussions and representations on all subjects discussed herein. No Party is entering into this Agreement in reliance on any oral or written promises, inducements, representations, understandings, interpretations or agreements other than those contained in this Agreement. 17. Modification. The Agreement may be modified only with the written agreement of the City and Developer and their successors and assigns. 18. Counterparts. This Agreement may be executed in counterparts each of which shall be deemed an original. (signatures follow on next page) Development Agreement Between Blue Origin, LLC & City of Kent P a g e 19 CITY OF KENT DEVE OPER, 13 ©.� ',� L.L C-- Mayor Title: � ��.� � ►"�e� Dated: Dated: 4 Zv 1 ATTEST: City Clerk Print Name: Dated: APPROVED AS TO FORM: City Attorney Print Name: Dated: Development Agreement Between Blue Origin, LLC& City of Kent 10 CITY OF KEN DEVELOPE h`' "� ��-< <�u �. ayor Title: C-�P Dated: Dated: Z-- 2O 1 ATTEST: L-Q Iityk rintFNanme- Ot VU{l m Gt—" Dated:�l 11711, td: 1 AS TO FORM: ,, B Development Agreement Between Blue Origin, LLC& City of Kent 10 STATE OF WASHINGTON ) ) ss COUNTY OF KING ) On this /> day of �u11 2019, before me, the undersigned, a Notary Public in and for the State of Wa hi n on, duly commissioned and sworn, personally appeared d24--� , to me known as the Mayor for the City of Kent, the corporation who executed the within and foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said City of Kent, for the uses and purposes therein mentioned, and on oath stated that he is authorized to execute said instrument on behalf of said municipal corporation. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal on t�4�&t�&gpbove set forth. 'atAZZZ ` NOTARY PUBLIC in and for the State of 02 r Washington, residing at 7KV - 0 0 MY COMMISSION EXPIRES: Ir—A �A -v STATE OIIASPZ�IGTON ) ) ss: COUNTY OF KING ) On this/4 � day off/—WZ , 2019, before me, the undersigned, a Notary Public in and for the State of Washington, duly commissioned and sworn, personally appeared xY 19EAWE�V4--T and N A [on behalf of the DEVELOPER], the person(s) who executed within and foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said person(s), for the uses and purposes therein mentioned, and [if the DEVELOPER is a corporation or other entity warranting authorized signatures] on oath stated that they are authorized to execute said instrument on behalf of said DEVELOPER. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal on the date hereinabove set forth. /%l/�cY NOTARY UBLIC in and for the State of CINDY A WILLIAMS Washingfon, residing at AIAA&eA 1/ Notary Public State of Washington MY COMMISSION EXPIRES Commission # 202505 My Comm. Expires Jul 26, 2022 Development Agreement Between Blue Origin, LLC&City of Kent it