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Home My WebLink AboutCity Council Committees - Operations Committee - 12/02/2008 Operations Committee Agenda Councilmembers: Debbie Raplee*Les Thomas*Tim Clark, Chair Unless otherwise noted, the Operations Committee meets at 4:00 p.m. on the 1 st and 3rd Tuesdays of each month. Council Chambers East, Kent City Hall, 220 4th Avenue South, Kent, 98032 -5895. Dates and times are subject to change. For information please contact Nancy Clary at (253) 856- 5705. Any person requiring a disability accommodation should contact the City Clerk’s Office at (253) 856-5725 in advance. For TDD relay service call the Washington Telecommunications Relay Service at 1-800- 833-6388. December 2, 2008 4:00 p.m. ItemDescription Action Speaker Time Page 1. Approval of minutes YES 1 Dated November 18, 2008 2. Approval of vouchers dated YES Bob Nachlinger November 15, 2008 3. ShoWare Food and Beverage YES Ben Wolters 10 Min. 5 Agreement 4. Washington Dental Service Contract YES Becky Fowler 05 Min. 35 5. Aukeen Court Lease Agreement YES John Hodgson 10 Min. 63 6. 2008 Property Tax Levy Established YES Bob Nachlinger 05 Min. 169 7. Monthly Financial Report NO Bob Nachlinger 10 Min. 177 (Informational Only) This page intentionally left blank 1 2 3 4 ECONOMIC DEVELOPMENT Ben Wolters Phone: 253-856-5703 Fax: 253-856-6700 Address: 220 Fourth Avenue S. Kent, WA. 98032-5895 DATE: December 2, 2008 TO: Kent City Council Operations Committee FROM: Ben Wolters, Economic Development Director THROUGH: Staff SUBJECT: Showare Center at Kent Food & Beverage Agreement MOTION: “Recommend council authorize the Mayor to sign the Food and Beverage Agreement with SMG/Savor, subject to final terms and conditions acceptable to the City Attorney, and ratify all acts consistent with this motion.” SUMMARY: On July 26, 2007, the Kent City Council authorized the Mayor to take all acts necessary to construct and operate the Kent Events Center. In furtherance of Council’s directive City staff requested proposals from firms experienced in providing food and beverage services at multi-purpose sports and entertainment facilities. The City received 3 responses to its request for proposals. After substantial interviews and evaluation of the proposals, the City selected Savor, the food and beverage service division of SMG. SMG is also City’s operator of the ShoWare Center. The term of this proposed agreement with SMG/Savor is 3 years with an option to renew for an additional 2 years. As the food and beverage operator, SMG/Savor will be responsible for all food and beverage service at the ShoWare Center including concessions, suite food service, and catering. The SMG General Manager of the Center will also serve as the General Manager of Food and Beverage service. In summary, SMG/Savor will be paid the following amounts: A fixed fee of $35,000.00 for all services provided to the City prior to the opening of the Events Center. After the opening of the Events Center an annual overhead and administrative fixed fee of $110,000 per year (pro-rated by the number of actual months for which service are provided in the opening year of the Events Center). An incentive fee that is equal to 2 % of all gross sales, once the gross sales in any operating year, as defined below in paragraph 3.4C, exceed $3,500,000.00. SMG/Savor shall be paid an additional 1% of any gross sales that exceed $4,250,000.00 in any operating year. The maximum aggregate percentage share that can be paid to SMG/Savor in any year shall not exceed $100,000.00. 5 In addition, SMG/Savor agrees to invest $700,000 towards the acquisition of food and beverage equipment for use by the CITY during the term of this agreement. SMG/Savor agrees that the equipment purchased through this investment shall be amortized on a straight line depreciation schedule over a period of ten years. If you have any questions prior to the meeting, please call Ben Wolters, 856- 5703. EXHIBITS: Draft agreement BUDGET IMPACT: None 6 Kent Events Center Food and Beverage Services Contract - Page 1 of 5 (Between City of Kent and SMG Food and Beverage, LLC) Kent Events Center - Personal Services Contract For Food and Beverage Services City of Kent, Washington THIS CONTRACT is made and entered into by and between the City of Kent, Washington, hereinafter referred to as the ”City”, and SMG Food and Beverage, LLC, d/b/a SAVOR hereinafter referred to as the "Contractor," for the express purposes set forth in the following provisions of this Contract. WHEREAS, The City is authorized to enter into this revenue-generating Contract; and WHEREAS, the purpose of this Contract is for Food and Beverage Concessions and Catering Services; NOW THEREFORE, in consideration of the terms and conditions contained herein, or in the Contract documents specified herein and incorporated and made a part hereof, the City and Contractor mutually agree as follows: I. NATURE OF RELATIONSHIP AND WORK The Contractor will be the agent of the City, responsible for providing exclusive food and beverage concessions and catering services in the Kent Events Center, consistent with the goals of the City, in coordination with the Seattle Thunderbirds Western Hockey League Team (“Team”) and pursuant to the terms and conditions established in the License Agreement entered into between the City and the Team. (“License Agreement”), attached and incorporated as Exhibit “F”. The City shall set the prices for the food and beverage concessions and catering services provided by Contractor. All contracts entered into by Contractor in connection with its work under this Contract will be entered into on behalf of the City. The work of providing the food and beverage concessions and catering services shall include the purchase, preparation, and serving of food, alcoholic and non-alcoholic beverages, and other related food items for the Kent Events Center’s events, and the management of such work, and shall include operation of concession stands, portable food services, suite catering, and other food and beverage services as may be required by the Center as further contained in the RFP documents. The Contractor will provide all personnel, materials, tools, supplies, and transportation necessary, or reasonably incidental, to providing food and beverage concessions and catering services for the Kent Events Center’s events and visitors, using the kitchen, concessions, and portable equipment in the facility, all as further described in the Contract documents. II. CONTRACT DOCUMENTS The terms of the Contract are specified in the following Contract documents, which by their reference are made a part of this Contract: A. This Contract; B. Exhibit "A," which contains certain Certifications and Assurances; C. Exhibit "B," the Request for Proposals (RFP) document issued by the City; D. Exhibit "C," which contains the Specific Terms and Conditions governing work to be performed under this Contract; 7 Kent Events Center Food and Beverage Services Contract - Page 2 of 5 (Between City of Kent and SMG Food and Beverage, LLC) E. Exhibit "D," which contains the Standard Terms and Conditions governing work to be performed under this Contract; F. Exhibit “E,” Contractor's proposal submitted June 28, 2008, in response to the RFP issued by the City; and G. Exhibit “F,” the License Agreement between the City and the Team. III. PERIOD OF PERFORMANCE The period of performance under this Contract will begin on or about October 15, 2008, and will continue through January 1, 2011. During the period from October 15, 2008, through December 31, 2008, the Contractor agrees to provide Pre- Opening consulting services to the City providing support services to the City during construction of the Events Center and provide those services necessary to prepare the Food and Beverage Services for opening and operation. The Operating period of this Contract shall begin on December 31, 2008, and continue through January 1, 2011, with one (1), two-year extension option. The extension option will be exercised by the City with the approval of the Contractor by providing written notice to the Contractor 120 days prior to the expiration of the Contract. In addition, at the end of this Contract term, the Contract may be extended by the City for a period not to exceed two (2) months, if necessary in the sole judgment of the City to facilitate the process of securing competitive proposals on a replacement Contract. The City shall extend the Contract by providing the Contractor with written notice of the extension at least sixty (60) days before the termination date. IV. RIGHTS AND OBLIGATIONS All rights and obligations of the parties to this Contract shall be subject to and governed by the provisions in the Contract documents set forth in paragraph II of this Contract. V. COMPENSATION AND PAYMENTS All revenue generated by food and beverage sales and activities at the Kent Events Center inures to the benefit of the City. The City agrees to pay the Contractor for its services, and the Contractor agrees to accept in full compensation for its services as follows: 1. Contractor will be paid a fixed fee of $35,000.00 for all services provided to the City prior to the opening of the Events Center 2. After the opening of the Events Center, the City will pay to the Contractor, in full compensation for its services, an annual overhead and administrative fixed fee of $110,000 per year (pro-rated by the number of actual months for which services are provided in the opening year of the Events Center). 3. The Contractor will also receive an incentive fee that is equal to two percent (2%) of all gross sales, once the gross sales in any operating year exceed $3,500,000.00. The Contractor shall be paid an additional one percent (1%) of any gross sales that exceed $4,250,000.00 in any operating year. The maximum aggregate percentage share that can be paid to the Contractor in any year shall not exceed $100,000.00. 8 Kent Events Center Food and Beverage Services Contract - Page 3 of 5 (Between City of Kent and SMG Food and Beverage, LLC) 4. The Contractor shall be eligible to receive an additional $10,000.00 in incentive fee, if in the City’s sole judgment, the Contractor met or exceeded the anticipated level of quality food product and service to the customers of the Events Center. The Contractor’s total incentive compensation shall in no instance exceed $110,000.00 annually. 5. The Contractor shall be allowed to include an amount not to exceed $90,000 for the salary of the Food Service General Manager as an operating expense under this Contract. 6. The Contractor shall agree to pass along to the City one hundred percent (100%) of all savings accrued by Contractor as a result of National Volume Purchasing discounts it receives. 7. The Contractor shall manage and control losses from bad debts. Contractor shall bear and be responsible for bad debts in excess of one quarter of one percent (0.25%) of Gross Receipts under the Management Fee financial structure. Bad debts incurred up to one quarter of one percent (0.25%) will be charged to the Profit and Loss. VI. CONTRACTOR INVESTMENT Contractor agrees to invest $700,000 towards the acquisition of food and beverage equipment for use by the City during the term of this Contract. The Contractor shall make the funds available to the City for its use in acquiring the required food and beverage equipment within sixty (60) days of acceptance of this Contract. The Contractor agrees that the equipment purchased through this Contract investment shall be depreciated on a straight line depreciation schedule over a period of ten (10) years. The City agrees that if it terminates or does not renew this Contract, at any time during the amortization period, the successor food and beverage provider or the City will be responsible for the repayment of the Contractor’s unamortized investment. VII. CONTRACT REPRESENTATIVES The City has entered in to an Operator Agreement with SMG to manage and operate the Kent Events Center on a daily basis. SMG shall serve as the City’s representative and be responsible for coordination and oversight of operations of the Contractor on a daily basis. Additionally, the City shall appoint a Contract Administrator who shall be responsible for addressing any concerns within the scope of the agreement, or any issues which may arise in the relationship between the Contractor, the SMG management representative, and the Team. The Contract Administrator shall monitor the performance of the Contractor, the approval of actions by the Contractor, approval for payment of billings and expenses submitted by the Contractor, and the acceptance of any reports by the Contractor. Contractor's on-site representative on this Contract shall be Tim Higgins, who will be the contact person for all communications regarding the conduct of work under this Contract. All communications given or received from the Contractor's representative shall be binding on the Contractor. Contractor's representative shall ensure supervision and coordination of Contractor's work under this Contract, and shall take corrective action as necessary to meet the requirements of this Contract. Contractor's representative, or designee, shall be available at all times during normal 9 Kent Events Center Food and Beverage Services Contract - Page 4 of 5 (Between City of Kent and SMG Food and Beverage, LLC) working hours throughout the term of this Contract. Written notices of deficiency that result in termination of the Contract will be sent to the Contractor's listed address. VIII. INTERPRETATION OF CONTRACT A. Conflict. In the event of conflict between the Contract documents and applicable laws, codes, ordinances, or regulations, the most stringent or legally binding requirement shall govern and be considered a part of this contract to afford the City maximum benefits. B. Order of Precedence. In the event of an inconsistency in this Contract, unless paragraph A of this section is applicable, the inconsistency shall be resolved by giving precedence in the following order: 1. Applicable federal and State of Washington statutes and regulations, and City laws, ordinances and regulations; 2. This Contract; 3. Exhibit A to this Contract, Certifications and Assurances; 4. Exhibit C to this Contract, Specific Terms and Conditions; 5. Exhibit D to this Contract, Standard Terms and Conditions; 6. Exhibit B to this Contract, the Request for Proposals (RFP) Document, and any Addenda to the RFP; 7. Exhibit E to this Contract, the Contractor's Proposal Responding to the RFP; 8. Exhibit F to this Contract, the License Agreement between the City and the Team 9. Exhibit G to this Contract, the insurance and bond requirements governing work to be performed under this Contract. 10. Any other provision term, attachment or material incorporated herein by reference or otherwise incorporated. C. Entire Agreement. The Contract documents represent all the terms and conditions agreed upon by the parties. No other understandings or representations, oral or otherwise, regarding the subject matter of this Contract shall be deemed to exist or to bind any of the parties hereto. D. Conformance. If any provision of this Contract violates any statute or rule of law of the State of Washington, it is considered modified to conform to that statute or rule of law. E. Approval. This Contract shall be subject to the written approval of the Mayor of the City of Kent and shall not be binding until so approved. This Contract may be altered, amended, or waived only by a written amendment executed by both parties. THIS CONTRACT, consisting of five (5) pages and seven (7) referenced exhibits, is executed by the persons signing who warrant that they have the authority to execute the Contract. WARNING: Notwithstanding any other provision within this Contract, in no event is the Contractor authorized to perform services or provide goods which exceed the limitations of this Contract. The City and its agents will not be held responsible 10 Kent Events Center Food and Beverage Services Contract - Page 5 of 5 (Between City of Kent and SMG Food and Beverage, LLC) for such charges, and so, it is strongly recommended that the Contractor maintain sufficient records of services performed and reimbursable expenses to prevent this from occurring. CONTRACTOR: SMG Food and Beverage, LLC APPROVED AS TO FORM Signature: Signature: Name: Name: Title: Title: Date: CITY OF KENT: City of Kent, Washington APPROVED AS TO FORM Signature: Signature: Name: Name: Title: Title: Date: P:\Civil\Files\OpenFiles\1071\F&BServicesContract-FinalCLEAN112508.docx 11 Exhibit A To Kent Events Center Food and Beverage Services Contract CERTIFICATIONS AND ASSURANCES I/we make the following certifications and assurances as a required element of the proposal to which it is attached, understanding that the truthfulness of the facts affirmed here and the continuing compliance with these requirements are conditions precedent to the award or continuation of the related contract(s): 1. I/we declare that all answers and statements made in the proposal are true and correct. 2. The prices and/or costs data have been determined independently, without consultation, communication, or agreement with others for the purpose of restricting competition. However, I/we may freely join with other persons or organizations for the purpose of presenting a single proposal. 3. The attached proposal is a firm offer for a period of 60 days following receipt, and it may be accepted by the City of Kent, Washington without further negotiation (except where obviously required by lack of certainty in key terms) at any time within the 60-day period. 4. In preparing this proposal, I/we have not been assisted by any current or former employee of the City of Kent whose duties relate (or did relate) to this proposal or prospective contract, and who was assisting in other than his or her official, public capacity. (Any exceptions to these assurances are described in full detail on a separate page and attached to this document.) 5. I/we understand that the City of Kent will not reimburse me/us for any costs incurred in the preparation of this proposal. All proposals become the property of the City of Kent, and I/we claim no proprietary right to the ideas, writings, items, or samples, unless so stated in this proposal. 6. Unless otherwise required by law, the prices and/or cost data which have been submitted have not been knowingly disclosed by the Proposer and will not knowingly be disclosed by him/her prior to opening, directly or indirectly, to any other Proposer or to any competitor. 7. I/we agree that submission of the attached proposal constitutes acceptance of the solicitation contents and the attached sample contract and general terms and conditions. If there are any exceptions to these terms, I/we have described those exceptions in detail on a page attached to this document. 8. No attempt has been made or will be made by the Proposer to induce any other person or firm to submit or not to submit a proposal for the purpose of restricting competition. 9. I/we grant the City of Kent the right to contact references and others, who may have pertinent information regarding the Proposer's prior experience and ability to perform the services contemplated in this procurement. / S / Signature of Proposer / S / Title Date 12 Exhibit B To Kent Events Center Food and Beverage Services Contract [CITY’S REQUEST FOR PROPOSALS] 13 EXHIBIT C – SPECIFIC TERMS AND CONDITIONS - Page 1 of 9 to Kent Events Center Food and Beverage Services Contract EXHIBIT C to Kent Events Center Food and Beverage Services Contract SPECIFIC TERMS AND CONDITIONS 1. INVESTMENT IN SMALLWARES AND MISCELLANEOUS EQUIPMENT The City will furnish, at its own cost and expense, all kitchen and food service equipment that in the City’s opinion is required for performance of the food and beverage contract. In the event that Contractor desires to change or modify the type, location, or quantity of equipment furnished by the City, the City will consider suggestions for those changes and notify Contractor of its decision. At the end of the term or upon termination, the Contractor shall return all equipment in good condition, except for normal wear and tear. The Contractor and the City shall jointly conduct a closing inventory, documenting any damaged and/or missing equipment. The Contractor shall be responsible for replacing any missing equipment and or repairing any damaged equipment at its own expense. 2. REQUIRED RESERVES A. Normal Wear and Tear. Replacement, maintenance, and marketing reserves for normal kitchen and food service equipment wear and tear will be established in the following amounts as a percentage of Gross Food and Beverage Receipts: Equipment replacement and additions 1.5% (one and one-half percent) Repair and Maintenance 1.5% (one and one-half percent) Marketing and Promotion 2% (two percent) (1) The reserves will be deposited monthly and maintained throughout the term of this Contract in interest-bearing accounts at a local banking organization, selected by City and approved by Contractor, in the name of the Contractor and City. Any disbursement of these funds will require the written approval of the City’s Contract Administrator, and the City reserves the right to withdraw from any account within the reserve accounts at its discretion as required to discharge the obligations for which that account is maintained, and also use such funds for purposes of other required reserve accounts, to the extent it deems appropriate. (2) The City reserves the right to deposit cumulative balances in the reserve fund. If the cumulative balance of all three (3) funds exceeds $100,000.00, the City at its discretion can take the excess balance into the main operating account as operating revenue. (3) At the expiration or termination of the Contract, the City shall be entitled to all funds, including any accrued interest, remaining in the reserve accounts. 14 EXHIBIT C – SPECIFIC TERMS AND CONDITIONS - Page 2 of 9 to Kent Events Center Food and Beverage Services Contract B. Contractor’s Responsibility to Maintain Inventory. The reserves shall not serve to relieve the Contractor of its responsibility to: (1) Maintain original inventory levels and replace damaged, lost, and missing serviceware that has been put out of service due to Contractor’s carelessness, abuse, or neglect. Actual replacement expenses of up to one percent (1%) of gross sales are considered a direct cost of operations, and the Contractor will be solely responsible for replacements, whether or not sufficient reserves exist to cover the cost of replacement. A complete inventory will be conducted annually, at which time Contractor will purchase replacements to maintain the City’s inventory. (2) Manage the repair and maintenance of equipment and facilities as necessary to provide a continuous, high-quality operation. (3) Develop concession and catering menus, point of sale materials, and other appropriate sales tools for generating concession and catering sales. The cost of publishing these materials will come from the reserves on a City pre-approved basis. Sales personnel salaries and benefit costs shall be a direct labor cost and may not be paid out of reserves. 3. QUALITY OF GOODS Contractor recognizes that the quality of items sold and services performed at Kent Events Center is a matter of highest concern and is the essence of the Contract. The Contractor will meet or exceed each product specified in the minimum acceptable product specifications detailed in the Contractor’s proposal. Special attention will be given by Contractor to the promptness and delivery of services to Kent Events Center clients. Contractor represents and warrants that all its products will be of high quality and sold at prices at least consistent with similar products presently being offered in other similar facilities located in the Northwestern United States. The City reserves the right to determine whether a particular product complies with this standard. The City reserves the sole right to specify all products and the sources of those products to maintain the City’s expected level of quality assurance. 4. APPROVAL OF SALES While Contractor is encouraged to pursue sales for food functions, both inside and outside the Kent Event Center, the City must first approve those sales, which approval shall not be unreasonably withheld, so long as those sales are commercially profitable for the City and Contractor and are not in conflict with other events or clients. 5. OUTSIDE CATERING/CONCESSION SERVICES The exclusive rights granted under this Contract shall not be construed so as to prevent or prohibit either the City or, with the City’s approval, a licensee or lessee of the City from engaging or contracting with an outside catering or concession service to meet specific religious or special event needs when so required. However, the City will recommend the Contractor as first choice for all catered events, provided the Contractor demonstrates the required ability to meet the specific needs. Use of 15 EXHIBIT C – SPECIFIC TERMS AND CONDITIONS - Page 3 of 9 to Kent Events Center Food and Beverage Services Contract the Kent Event Center by an outside catering service shall not include the use of any of Contractor’s occupied areas or equipment other than the service corridors, unless otherwise agreed by Contractor and the City. 6. NO OFF-SITE DISTRIBUTION The Contractor shall not, without the written approval of the City, utilize the facilities and equipment provided by the City pursuant to this Contract for purposes of the preparation or distribution of food or beverage items to be consumed in locations other than the Kent Events Center or its grounds and parking lots. 7. NOVELTY SALES The Contractor shall provide for the sales of novelty merchandise on a non-exclusive basis as directed by the City or its representative. The Contractor shall establish procedures for those sales and will provide the City with appropriate documentation to provide for an accurate accounting of those novelty sales. The City shall approve any fee structure associated with these sales and the proceeds from the sales shall be considered a part of Gross Sales. 8. DAYS AND HOURS OF OPERATIONS The days and hours of operation for the food and beverage services shall be subject to the prior approval of the City. 9. KENT EVENTS CENTER LOGO All uniforms, plastic and paper cups, containers, napkins, etc., must prominently display the Kent Events Center name and/or logo. All artwork and design specifications will require prior written approval of the City. 10. EMPLOYEE ATTIRE All employees of Contractor, except key managers and office personnel, shall be neatly attired in uniforms that properly identify the Kent Events Center; the uniform style and design must be pre-approved by the City. All employees of Contractor shall be required to possess a valid food handler’s permit. All employees must be provided and wear a name badge, and be able to pass a security clearance check or drug tests at any time as may be required by the City and allowed by law. 11. PERSONAL BEHAVIOR OF EMPLOYEES The City will provide direction to Contractor’s management personnel in the quality service standards of the Center, but the Contractor shall remain solely responsible for the outcome of the Contract work. Contractor shall provide training and direction to its employees to ensure that the standards detailed by the City are followed, emphasizing, without limitation, competent interaction with clients, Events Center staff, and Contractor’s internal staff. All of Contractor’s staff associated with the Center shall approach their assigned responsibilities with an attitude of service to the client, above and beyond common courtesy. All employees of the Contractor shall park only in those areas authorized by City and enter and leave the Kent Events Center via the entrance(s) so designated by the City or its representative. Only those employees actually working shall be permitted in the Kent Events Center without charge, and the City or its representative may remove any employees observed in the Center at events at which they are not working. At no time will the Contractor permit the free entrance of any person not 16 EXHIBIT C – SPECIFIC TERMS AND CONDITIONS - Page 4 of 9 to Kent Events Center Food and Beverage Services Contract an employee for any event and no surplus of employees shall be permitted at any event. 12. CLEAN AND SANITARY CONDITIONS The Contractor shall maintain all food service facilities in the highest clean and sanitary condition in accordance and consistent with all applicable rules, demands, and requirements of law, pertinent health and sanitary codes, and requirements of duly authorized health authorities of the City and King County and any other health department having jurisdiction. The City shall determine acceptable performance levels relative to maintenance and sanitary conditions. A copy of all health inspections will be provided to the City within the 24 hours of any scheduled or non- scheduled inspection. 13. RULES AND REGULATIONS The City shall issue reasonable rules and regulations for the operation of the food and beverage services, and the Contractor shall operate the food and beverage services, in accordance with those rules and regulations, which the City may amend from time to time. Nevertheless, the decision to refuse service of alcoholic beverages to any individual shall be the sole responsibility of the Contractor. 14. MAINTENANCE CONTRACTS Contractor shall provide the City and its representative with copies of all maintenance contracts, together with the Contractor’s cleaning and maintenance schedules on at least an annual basis. 15. PEST CONTROL Contractor shall contract with an extermination service to control vermin and pests when necessary, performing such services as soon and as often as possible in order to eliminate any pest or vermin problem at the earliest possible time. The extermination services shall be supplied in all areas where food is prepared, dispensed, or stored. Documentation of these services is required. 16. WASTE MATERIAL All refuse and waste material created by the Contractor’s operations in all public areas shall be promptly disposed of during and after each event by the Contractor. Wet refuse must be stored in watertight containers pending removal from the property. Waste foods shall be kept in closed metal containers until removed from the Center. All waste material removal shall be made promptly during and after each event. The entire area within a radius of twenty-five (25) feet of each stand, commissary, and work area shall be kept free and clear of all debris at all times. Contractor shall employ the necessary personnel before, during, and after hours of any event to comply with these provisions. Damage done to floors, walls, windows, or other property within that radius by reason of operation of a concession stand shall be repaired immediately at Contractor’s sole expense. Contractor will incorporate a program for recyclingthat compliments the Center’s own recycling and waste reduction plans. 17. UTILITIES Utilities used by Contractor in the operation of the food service, so long as they are separately metered, will be provided by the City. Contractor shall develop an effective and continuous Energy Management and Conservation Program for its operations throughout the term of the Contract, consistent with the LEED standard attributed to this building. 17 EXHIBIT C – SPECIFIC TERMS AND CONDITIONS - Page 5 of 9 to Kent Events Center Food and Beverage Services Contract 18. SPECIALIZED SERVICES Contractor shall provide those types of services normally associated with arena operations to meet the requirements of the building, customer, anchor tenants, licensees, and the public. These services are primarily concession and catering- related functions. Additionally, specialized services consisting of, but not limited to, the following may be required: a. Suite Catering – This service is pertinent to the suites that are rented either on a full-time basis or on an event-by-event basis and are used by clients with requirements ranging from snacks to full catered meals. All these sales are subject to conditions established in the lease agreement for those suites. b. Club Seating Services – The service of concession items to club seat holders in Club areas, potentially includingin-seat services. c. Club Services for Suite and Club seat patrons- Services ranging from snacks to catered meals and full bar services. d. Backstage Catering – Contractor shall provide catering services for dressing rooms and other required catering for crew and performer feeding. e. Vending- Contractor may be permitted, to the extent allowed by state law, to operate vending machines subject to the approval of the City and its representative as to the location, number of machines, and products to be sold. All sales through vending shall be included in the Contractor’s Gross Receipts. Prices for vended items will require the approval of the City. 19. CONCESSION STANDS Contractor shall have a minimum number of ___ concession stands and/or portable concession outlets open for each event, unless the City approves a lesser number in advance. The City, in cooperation with the Contractor, will determine the minimum number of stands required for each event type and projected attendance for that event type. 20. WORKING CAPITAL Contractor shall be required to provide sufficient levels of working capital (till funds, petty cash), at no cost to the City, to adequately serve the patrons of the Center at all times. 21. FREE SAMPLES The Contractor shall not interfere with the free distribution of food or drinks or any other items of any nature whatsoever where that distribution has been authorized by the City or its representative. Free samples of a normal sample size may be given away by licensees. The Contractor will be required to provide or modify operations upon request of the City or of a licensee with City approval when it is necessary to comply with the terms of any agreement between the City and its Licensee. 22. MENU PRICING The Contractor shall post and display all menu items and prices on all permanent and portable stands. All signs shall be consistent with the graphics of the Center and shall be approved by the City’S representative. Hand written signs shall not be permitted. 18 EXHIBIT C – SPECIFIC TERMS AND CONDITIONS - Page 6 of 9 to Kent Events Center Food and Beverage Services Contract 23. SPONSORSHIPS The Contractor will participate in any food and beverage sponsorship agreements that are approved by the City. The City reserves the right of advertisement at all times on all of the Contractor’s disposable items including, but not limited to, cups, napkins, popcorn containers, etc. The City agrees to allow the Contractor up to a maximum of one-third of the agreed advertising space on each item. All sponsorship dollars generated by advertising shall be the property of the City. From time to time, the City reserves the sole right to grant advertising and sponsorship exclusively for food and beverage supplies consumed in the Center. Accordingly, the City reserves the right to specify any and all of the Contractor’s product sources. 24. ACCOUNTING RECORDS AND REPORTS For accounting purposes, pursuant to the Contract, Contractor hereby agrees to use a fiscal year basis (January 1 – December 31). Contractor further agrees to prepare and submit to the City and its representative a monthly profit and loss statement within twenty (20) days following the end of each month. In addition to operating results, the profit and loss statement shall include (but not be limited to) the overhead and administrative fee for the month. The Contractor shall maintain accounting records and shall use generally accepted accounting practices. These records and procedures shall be sufficient to clearly reflect all direct and indirect costs of any nature incurred in the performance of this Contract. All accounting records and related documentation will be available for the City’s review, upon the City’S demand, at any time during regular business hours, which shall include, without limitation, before, during, and after any event. Contractor shall retain all records relating to this Contract for a period of not less than six years following the date of final payment or following the completion of any required audit, whichever is later. The State Auditoror any authorized federal official shall have the right upon reasonable notice to inspect, review and audit all books, correspondence, memoranda, or other records of the Contractor relating to this Contract, during the Contract term and during any subsequent time period as necessary to accomplish verification. 25. MANAGEMENT The parties agree that the management by Contractor of the operation of the food and beverage services is of paramount importance, and that this agreement would not be made by the City except for its confidence in the Contractor’s representations as to its character, ability, and financial standing. In consideration of Contractor’s management representations, Contractor will not subcontract, assign, sublet, sell, hypothecate, or in any manner encumber the rights, concessions and privileges granted through this Contract, nor will it allow such subcontracting, assignment, subletting, sale, hypothecation or encumbrance to occur by operation of law or otherwise, nor will it in any way deal with its property upon the premises in a manner so as to impair its ability to perform this Contract. The Contractor acknowledges that the City may employ the services of a management company other than SMG to operate the daily activities and performance of the Center and that management company will serve as the City’S representative with respect to the daily operations of the Contractor. The Contractor 19 EXHIBIT C – SPECIFIC TERMS AND CONDITIONS - Page 7 of 9 to Kent Events Center Food and Beverage Services Contract confirms that it will use its best efforts to cooperate and comply with the instructions of the management company with respect to the daily operations of the Food and Beverage activities of the Center. In the event of a disagreement or dispute between the Contractor and the management company, the matter will be presented to the City’S Contract Administrator for resolution. The City’s conclusions related to these disagreements or disputes shall be final. 26. PERFORMANCE GUARANTEE Within fifteen (15) days after the date of this Contract, Contractor shall furnish the City with a performance guarantee. Said guarantee shall be in the form of a bond satisfactory to the City issued by a surety approved by the City, or an acceptable letter of credit issued by a financial institution acceptable to the City, or a cashier's check. The performance guarantee shall be in the amount of $500,000 and shall be conditioned upon the faithful performance and requirements of this Contract. Failure to provide and maintain the guarantee may result in cancellation or termination of the Contract, at the City’s sole option. 27. ABSOLUTE RIGHTS OF THE City The City shall have, and hereby reserves absolute rights, powers and privileges to include but not be limited to the follows: A. To ascertain and determine the kind and quality of food and beverages and other products and items to be sold by Contractor at the Kent Events Center; B. To ascertain and determine the number of personnel to be used by Contractor in the operation of the food service in order to obtain the most economical use of labor; and C. To ascertain and determine which products may be sold at particular events at the Kent Events Center; and D. To ascertain and determine the acceptability of services rendered, the manner of performance, and questions, which arise as to the acceptable fulfillment by Contractor of its obligations under this Contract. E. It is not intended by the reservation of rights, powers, and privileges in this paragraph to remove the State of Washington from jurisdiction in the issuance of licenses and regulations of the sale of alcoholic beverages, nor to interfere with the enforcement of State rules and regulations in connection therewith. F. Contractor expressly agrees to observe and comply fully with all directions of the City and its representative in the performance of Contractor’s duties under this Contract, and any failure, refusal, or neglect on the part of Contractor to keep, perform, and observe fully any of said directions and/or changes therein from time to time shall, for all purposes, be deemed a breach of the provisions hereof. 28. WORKERS’ COMPENSATION INSURANCE The Contractor shall, as a direct operating cost, insure, and keep insured at all times during the term of this Contract, the personnel engaged by it in the operation of this food service, pursuant to the Industrial Insurance laws of the State of Washington Title 51 RCW. 20 EXHIBIT C – SPECIFIC TERMS AND CONDITIONS - Page 8 of 9 to Kent Events Center Food and Beverage Services Contract 29. FIDELITY BONDS Contractor shall provide and keep in force during the term of this Contract a fidelity bond naming Contractor’s personnel as principals and the City as obligee in the amount of $100,000.00, protecting the City against loss of money or property sustained through any fraudulent or dishonest act of any of Contractor’s personnel. 30. PERSONAL LIABILITY It is agreed by and between the parties hereto that in no event shall any official, officer, employee, or agent of the City be in any way personally liable or responsible for any covenant or agreement herein contained whether expressed or implied, nor for any statement of representation made herein or in any connection with this agreement. 31. OPERATIONAL PROCEDURES The Contractor agrees to keep all office space, concession stands, storage rooms, alcoves, booths, kitchens, and service areas used by it in a safe, clean, and sanitary condition at all times to the satisfaction of the City, and the King County Health Dept. 32. SUPERVISION AND COORDINATION Contractor agrees to competently and efficiently supervise and direct the implementation and completion of all Contract requirements specified herein. 33. PERMITS, LICENSES, FOOD AND BEVERAGE LAWS The Contractor will comply with all valid requirements of state and local laws and regulations pertinent to or affecting the handling and disposal of food, beverages, and other goods or merchandise served or sold, and the Contractor will procure and keep in force all permits and licenses required by such laws and regulations. Contractor agrees to obtain and continue in force a liquor license issued pursuant to the laws of the State of Washington for the Kent Events Center facility. It is understood by and between the parties that the original cost of obtaining said liquor license is an expense borne by the Contractor. The parties recognize that in the event Contractor is succeeded by another after termination of this agreement, that Contractor may be required to transfer said license to such successor pursuant to the laws of the State of Washington. 34. IDENTIFICATION All invoices, packing lists, packages, instruction manuals, correspondence, shipping notices, shipping containers, and other written documents affecting this Contract shall be identified as applicable to this Contractor. 35. TITLE AND RISK OF LOSS Regardless of FOB point, Contractor agrees to bear all risks of loss, injury, or destruction of goods and materials ordered pursuant to the Contractor's work under this Contract that occur prior to delivery to the Kent Events Center. Such loss, injury, or destruction shall not release Contractor from any obligation hereunder. 36. LIENS, CLAIMS, AND ENCUMBRANCES The Contractor will take no action which will cause any property of the City, including real property, tangible and intangible personal property, and services to become subject to any lien, claim, or encumbrance of any kind and if the City requests, 21 EXHIBIT C – SPECIFIC TERMS AND CONDITIONS - Page 9 of 9 to Kent Events Center Food and Beverage Services Contract Contractor will deliver to the City a formal release of the same. Notwithstanding any other indemnification provision in this Contract, the Contractor shall indemnify, defend, and hold the City harmless from any claims or encumbrances of any type that may be filed in contravention of the requirements of this section. 37. ADVERTISING Contractor shall not advertise or publish information concerning this Contract in any form or media without prior written consent from the City. 38. OSHA AND WISHA REQUIREMENTS Contractor agrees to comply with conditions of the Federal Occupational Safety and Health Acts of 1970 (OSHA), as it may be amended, and the Washington Industrial Safety and Health Act of 1973 (WISHA), as it may be amended, and the standards and regulations issued thereunder, and certifies that all items furnished and purchased under this Contract will conform to and comply with said standards and regulations. Notwithstanding any other indemnification provision in this Contract, Contractor further agrees to indemnify, hold harmless, and defend the City from all damages asserted or assessed against the City as a result of Contractor's failure to comply with the acts and standards thereunder and for the failure of any item furnished under this Contractor to so comply. P:\Civil\Files\OpenFiles\1071\FB-ExC-SpecificTermsConditionsFinalCLEAN112508.doc 22 EXHIBIT D – STANDARD TERMS AND CONDITIONS – Page 1 of 10 to Kent Events Center Food and Beverage Services Contract EXHIBIT D to Kent Events Center Food and Beverage Services Contract STANDARD TERMS AND CONDITIONS The terms and conditions in this Exhibit D applies to the Food and Beverage Services Contract entered into between the City of Kent and SMG Food and Beverage, LLC, d/b/a SAVOR, unless any other Contract document notes otherwise. 1. ENTIRE AGREEMENT The Contract documents comprise the entire agreement between the City and the Contractor and shall be governed by the laws of the State of Washington incorporated herein by reference. The venue for legal action shall be the Superior Court of the State of Washington, County of King. 2. SEVERABILITY Any provision of this document found to be prohibited by law shall be ineffective to the extent of such prohibition without invalidating the remainder of the document. 3. RIGHTS AND REMEDIES In the event of any claim for default or breach of contract, no provision in the Contract documents or in the Contractor’s offer shall be construed, expressly or by implication, as a waiver by the City of any existing or future right and/or remedy available by law. Failure of the City to insist upon the strict performance of any term or condition of the Contract or to exercise or delay the exercise of any right or remedy provided in the Contract or by law, or the acceptance of (or payment for) materials, equipment, or services, shall not release the Contractor from any responsibilities or obligations imposed by this Contract or by law, and shall not be deemed a waiver of any right of the City to insist upon the strict performance of the Contract. 4. SAVE HARMLESS To the fullest extent permitted by law, Contractor shall indemnify, defend, and save harmless the City, and all officers and employees of the City, from and against any and all claims for injuries or death, including claims by Contractor’s employees, or for damages arising out of, resulting from, or incident to Contractor’s performance or failure to perform the Contract, or for patent, trademark, copyright, or franchise infringement arising from the purchase, installation, or use of goods and services ordered. Contractor’s obligation to indemnify, defend, and save harmless shall not be eliminated or reduced by any alleged concurrent negligence of the City or its agencies including City employees, and officers. Contractor waives its immunity to the extent required to indemnify, defend, and save harmless the City and its agencies, officers, or employees. 5. TAXES, FEES AND LICENSES Where required by state statute or regulation, Contractor shall pay for and maintain in current status all permits and all taxes that are necessary for Contract performance. The Contractor agrees to collect and pay state sales tax and to pay state use taxes on all goods and services subject to such taxes. 23 EXHIBIT D – STANDARD TERMS AND CONDITIONS – Page 2 of 10 to Kent Events Center Food and Beverage Services Contract 6. LIENS, CLAIMS AND ENCUMBRANCES All materials, equipment or services shall be free of all liens, claims, or encumbrances of any kind and if the City requests, a formal release of same shall be delivered to the City. 7. PERFORMANCE Acceptance by the City of unsatisfactory performance with or without objection or reservation shall not waive the right to claim damages for breach of, or to terminate, the Contract, nor constitute a waiver of requirements for satisfactory performance of any obligation remaining to be performed by Contractor hereunder. 8. DETERMINATION OF RESPONSIBILITY During the Contract term, should the Contractor be determined to be in violation of federal, state, or local laws or regulations, the City reserves the right to modify its initial determination of responsibility made at the time of award and to take other action as determined appropriate, including but not limited to termination of the contract. 9. ESTABLISHED BUSINESS Throughout the Contract term, Contractor must remain an established business firm with all required licenses, bonding, facilities, equipment, and trained personnel necessary to perform the work as specified in the bid solicitation; must maintain a valid Federal Tax Identifier Number as required by IRS regulations; and must have maintain a Uniform Business Identifier Number as required by the State of Washington Department of Revenue. The City reserves the right to require proof of said requirements including business references within ten (10) calendar days from the date of request. 10. CONFLICT OF INTEREST The City may, by written notice to the Contractor terminate this Contract if it is found after due notice and examination by the City that there is a violation of the Executive Conflict of Interest Act, Chapter 42.18 RCW, Code of Ethics for Public Officers and Employees, Chapter 42.22 RCW, Ethics in Public Service Act, Chapter 42.62 RCW, or any similar statue involving the Contractor Ethics in Public Service Act, in the procurement of, or performance under, this contract. In the event this Contract is terminated as provided above, the City shall be entitled to pursue the same remedies against the Contractor as it could pursue in the event of a breach of the Contract by the Contractor. The rights and remedies of the City provided for in this clause shall not be exclusive and are in addition to any other rights and remedies provided by law. The existence of facts upon which the City makes any determination under this clause shall be an issue and may be reviewed as provided in the “Disputes” clause of this contract. 11. TREATMENT OF ASSETS Title to all property furnished by the City shall remain property of the City. Title to all property furnished by the Contractor, for the cost of which the Contractor is entitled to be reimbursed, as a direct item of cost under this Contract, shall pass to and vest in the City upon delivery of such property by the Contractor. Title to other property, the cost of which is reimbursable to the Contractor under this Contract, shall pass to and vest in the City upon: (i) issuance for use of such property in the 24 EXHIBIT D – STANDARD TERMS AND CONDITIONS – Page 3 of 10 to Kent Events Center Food and Beverage Services Contract performance of this Contract, or (ii) commencement of use of such property in the performance of this Contract, or (iii) reimbursement of the cost thereof by the City in whole or in part, whichever first occurs. Any property of the City furnished to the Contractor shall, unless otherwise provided herein or approved by the City, be used only for the performance of this Contract. The Contractor shall be responsible for any loss or damage to property of the City, which results from the negligence of the Contractor or which results from the failure on the part of the Contractor to maintain and administer that property in accordance with sound management practices. Upon loss or destruction of, or damage to, any City property, the Contractor shall notify the City thereof and shall take all reasonable steps to protect that property from further damage. The Contractor shall surrender to the City all property of the City prior to settlement upon completion, termination or cancellation of this Contract. 12. RECORDS, DOCUMENTS, AND REPORTS The Contractor shall maintain books, records, documents, and other evidence of accounting procedures and practices, which sufficiently and properly reflect all direct and indirect costs of any nature expended in the performance of this Contract. These records shall be subject at all reasonable times to inspection, review, or audit by personnel duly authorized by the City, the Office of the State Auditor, and Federal officials so authorized by law, rule, regulation, or contract. The Contractor will retain all books, records, documents, and other materials relevant to this Contract for six (6) years after settlement, and make them available for inspection by persons authorized under this provision. 13. RIGHT ON INSPECTION The Contractor shall provide right of access to its facilities to the City or to any authorized agent or official of the State of Washington or the federal government at all reasonable times, in order to monitor and evaluate performance compliance, and/or quality assurance under this Contract. 14. SAFEGUARDING OR INFORMATION The use or disclosure by any party of any information concerning the City for any purpose not directly connected with the administration of the City’s or the Contractor’s responsibilities with respect to services provided under this Contract is prohibited by written consent of the City. 14. CHANGES No alteration in any of the terms, conditions, or contractual requirements herein shall be effective without the written consent of the City as evidenced by issuance by the City of a Contract change notice. 15. BREACH, DEFAULT, TERMINATION A. Breach. A breach of a term or condition of the Contract shall mean any one or more of the following events: 25 EXHIBIT D – STANDARD TERMS AND CONDITIONS – Page 4 of 10 to Kent Events Center Food and Beverage Services Contract (1) Contractor fails to perform the services by the date required or by a later date as may be agreed to in a written amendment to the Contract signed by the state; (2) Contractor breaches any warranty or fails to perform or comply with any term or agreement in the Contract; (3) Contractor makes any general assignment for the benefit of creditors; (4) In the state’s sole opinion, Contractor becomes insolvent or in an unsound financial condition so as to endanger performance hereunder; (5) Contractor becomes the subject of any proceeding under any law relating to bankruptcy, insolvency, or reorganization, or relief from creditors and/or debtors; (6) Any receiver, trustee, or similar official is appointed for Contractor or any of the Contractor’s property; (7) Contractor is determined to be in violation of federal, state, or local laws or regulations and that such determination, in the City’s sole opinion, renders the Contractor unable to perform any aspect of the Contract. B. Default. A Contractor may be declared in default for failing to perform a requirement of this Contract or for a material breach of any term or condition hereof. C. Termination For Default. Either party may terminate this Agreement upon a default by the other party hereunder. A party shall be in default hereunder if: (1) Such party fails to pay any sum payable hereunder within thirty (30) days after same is due and payable, or (2) Such party fails in any material respect to perform or comply with any of the other terms, covenants, agreements, or conditions hereof and such failure continues for more than thirty (30) days after written notice thereof from the other party. In the event that a default (other than a default in the payment of money) is not reasonably susceptible to being cured within the thirty (30) day period, the defaulting party shall not be considered in default if it shall, within three (3) days, have commenced with due diligence and dispatch to cure such default and thereafter completes with dispatch and due diligence the curing of such default. In the event of a default, the City reserves the right to suspend all or part of the Agreement, withhold further payments, or prohibit the Contractor from incurring additional obligations of funds during investigation of the alleged compliance breach and pending corrective action by the Contractor or a decision by the City to terminate the Agreement. D. Damages. In the event of termination, the Contractor shall be liable for damages as authorized by law including, but not limited to, any cost difference between the original Contract and the replacement or cover 26 EXHIBIT D – STANDARD TERMS AND CONDITIONS – Page 5 of 10 to Kent Events Center Food and Beverage Services Contract contract and all administrative costs directly related to the replacement contract, e.g. cost of the competitive bidding, mailing, advertising, and staff time. The rights and remedies of the City provided in this Contract are not exclusive and are in addition to any other rights and remedies provided by law. E. Termination Procedures. Upon termination of this Agreement, the City, in addition to any other rights provided in this Contract, may require the Contractor to deliver to the City any property specifically produced or acquired for the performance of the part of this Contract that was terminated. The provisions of the "Treatment of Assets" clause shall apply in such property transfer F. Payment Upon Termination. The City shall pay to the Contractor the agreed upon price, if separately stated, for completed work and services accepted by the City, and the amount agreed upon by the parties for: (1) Completed work and services for which no separate price is stated; (2) Partially completed work and services; (3) Other property or services that are accepted by the City; and (4) The protection and preservation of property, unless the termination is for default, in which case the City shall determine the extent of the liability of the City. Failure to agree to the City’s determination shall be a dispute within the meaning of the "Disputes" clause of this Contract. The City may withhold from any amounts due the Contractor such sum as the City determines to be necessary to protect the City against potential loss or liability. G. Exclusivity. The rights and remedies of the City provided in this Section 15 shall not be exclusive and are in addition to any other rights and remedies provided by law or under this Contract. H. After receipt of a notice of termination, and except as otherwise directed by the City’s Contract Administrator, without any further action on the part of Contractor or the City, the City shall, or shall cause another management company retained by it to, accept the assignment of Contractor’s rights, and assume and perform all of Contractor’s obligations, arising after the date of expiration or termination of this Agreement, under any licenses, occupancy agreements, rental agreements, booking commitments, advertising agreements, concession agreements, and any other contracts relating to the Events Center which have been executed by Contractor hereunder, except: (1) To the extent that any such license, agreement, commitment or contract was executed by Contractor in violation of any of the restrictions applicable to Contractor’s right to execute such licenses, agreements, commitments or contracts contained in this Agreement; and (2) For any such license, agreement, commitment or contract to which the consent of the other party thereto is required for such assignment and assumption unless such consent is obtained (in the case of any such consent, Contractor will use commercially reasonable efforts to obtain 27 EXHIBIT D – STANDARD TERMS AND CONDITIONS – Page 6 of 10 to Kent Events Center Food and Beverage Services Contract such consent and the City will cooperate in any reasonable manner with Contractor to obtain such consent). Without limiting the generality of the foregoing, the Contractor shall: (3) Stop work under the Contract on the date, and to the extent specified, in the notice; (4) Place no further orders or subcontracts for materials, services, or facilities except as may be necessary for completion of such portion of the work under the Contract that is not terminated and except for those materials and services absolutely necessary to continue the contract work up to the termination date; (5) Assign to the City or a successor management company hired by the City, in the manner, at the times, and to the extent directed by the City’s Contract Administrator, all of the rights, title, and interest of the Contractor under the orders and subcontracts so terminated, in which case the City has the right, at its sole discretion, to settle or pay any or all claims arising out of the termination of such orders and subcontracts. (6) Settle all outstanding liabilities and all claims arising out of such termination of orders and subcontracts, with the approval or ratification of the City to the extent City may require, which approval or ratification shall be final for all the purposes of this clause; (7) Transfer title to the City and deliver in the manner, at the times, and to the extent directed by the City any property which, if the Contract had been completed, would have been required to be furnished to the City; (8) Complete performance of such part of the work as shall not have been terminated by the City; and (9) Take such action as may be necessary, or as the City may direct, for the protection and preservation of the property related to this Contract which is in the possession of the Contractor and in which the City has or may acquire an interest. 16. OPPORTUNITY TO CURE DEFAULT A. Events. In the event that Contractor fails to perform a requirement of this Contract or materially breaches any term or condition hereof, the City may issue a written or oral notice of default and provide a period of time in which Contractor shall have the opportunity to cure. Time allowed for cure shall not diminish or eliminate Contractor’s liability for liquidated or other damages. The City is not required to allow the Contractor to cure defects if the opportunity for cure is not feasible as determined solely by the City. The City may terminate the Contract for nonperformance, breach or default without allowing the opportunity to cure by the Contractor. 28 EXHIBIT D – STANDARD TERMS AND CONDITIONS – Page 7 of 10 to Kent Events Center Food and Beverage Services Contract B. Remedies. If the nonperformance, breach, or default remains after Contractor has been provided the opportunity to cure, the City may do one or more of the following: 1. Exercise any remedy provided by law. 2. Terminate this Contract and any related contracts or portions thereof. 3. Impose liquidated damages. 4. Suspend Contractor from receiving future requests for proposals. 17. GOVERNING LAW This Contract shall be governed by the laws of the State of Washington. In the event of a lawsuit involving this Contract, venue shall be proper only in King County. The Contractor by execution of this Contract, acknowledges the jurisdiction of the courts of the State of Washington in this matter. 18. INDEMNIFICATION. Contractor shall defend, indemnify, and hold the City, its officers, officials, agents, volunteers, and employees harmless from and against any and all claims, damages, and expenses, including all legal costs and attorneys fees (collectively, “Losses”) arising from or connected with the Contractor’s adjudicated willful misconduct or negligent performance of this Contract; provided, however, Contractor shall not be responsible for any Losses directly attributable to the following: A. Any breach or default by the party seeking indemnification; B. Losses that are covered by commercial insurance (i.e., fire insurance) covering (1) the Events Center and its premises for physical damage or other loss and (2) business interruption and extra expenses; or C. The services of architects, engineers, and agents (other than Contractor) retained by the City in connection with the Events Center. City shall indemnify, defend, and hold harmless Contractor, its partners, officers, agents, and employees from and against any and all Losses arising from or connected with the City’s adjudicated willful misconduct or negligent performance of this Agreement; provided, however, City shall not be responsible for any Losses directly attributable to the following: D. Any breach or default by the party seeking indemnification; or E. Losses that are covered by commercial insurance (i.e., fire insurance) covering (1) the Events Center and its premises for physical damage or other loss and (2) business interruption and extra expenses. Third party defense costs when neither party has an indemnification claim shall be an Operating Expense IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE INDEMNIFICATION PROVIDED HEREIN CONSTITUTES THE CONSULTANT'S WAIVER OF IMMUNITY UNDER INDUSTRIAL INSURANCE, TITLE 51 RCW, SOLELY FOR THE 29 EXHIBIT D – STANDARD TERMS AND CONDITIONS – Page 8 of 10 to Kent Events Center Food and Beverage Services Contract PURPOSES OF THIS INDEMNIFICATION. THE PARTIES FURTHER ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER. The provisions of this Section 18 shall survive the expiration or termination of this Agreement. 19. ATTORNEYS’ FEES 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 18 of this Contract. 20. CAPTIONS Section or paragraph titles or other headings contained in this Contract are for the convenience only and shall not be pat of this Contract, or considered in its interpretation. 21. TIME OF ESSENCE Time is of the essence in each any every portion of this Contract. 22. COUNTERPARTS This Contract may be executed in any number of counterparts, each of which shall be an original, but such counterparts shall constitute one and the same instrument. 23. CONTRACT DATE The date of the Contract shall be the date on which it is signed by the last necessary party. 24. FORCE MAJEURE A. Definition. Except for payment of sums due, neither party shall be liable to the other or deemed in default under this Contract if and to the extent that such party’s performance of this Contract is prevented by reason of force majeure. The term “force majeure” means an occurrence that is beyond the control of the party affected and could not have been avoided by exercising reasonable diligence. Force majeure shall include acts of God, war, riots, strikes, fire, floods, epidemics, or other similar occurrence. B. Notification. If either party is delayed by force majeure, said party shall provide written notification within forty-eight (48) hours. The notification shall provide evidence of the force majeure to the satisfaction of the other party. Such delay shall cease as soon as practicable and written notification of same shall be provided. The time of completion shall be extended by Contract modification for a period of time equal to the time that the results or effects of such delay prevented the delayed party from performing in accordance with this Contract. C. Rights Reserved. The City reserves the right to cancel the Contract and/or to contract with another firm to provide food and beverage catering services at the City’s facilities during the time of force majeure, and Contractor shall have no recourse against the City. 30 EXHIBIT E – CONTRACTOR’S PROPOSAL to Kent Events Center Food and Beverage Services Contract EXHIBIT E To Kent Events Center Food and Beverage Services Contract [Contractor’s Proposal] 31 EXHIBIT F – LICENSE AGREEMENT BTWN CITY AND TEAM to Kent Events Center Food and Beverage Services Contract EXHIBIT F To Kent Events Center Food and Beverage Services Contract [License Agreement Between City and Team] 32 EXHIBIT G - INSURANCE AND BOND REQUIREMENTS (to the Kent Events Center Food and Beverage Services Agreement) Types and Amounts of Insurance Coverage. The Contractor agrees to obtain insurance coverage in the types and amounts set forth below. A. TYPES 1. Automobile Liability 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. 2. Commercial General Liability insurance shall be written on ISO occurrence form CG 00 01 and shall cover liability arising from premises, operations, independent contractors, products-completed operations, personal injury and advertising injury, and liability assumed under an insured contract. The City shall be named as an insured under the Contractor’s Commercial General Liability insurance policy with respect to the work performed for the City using ISO additional insured endorsement CG 20 10 11 85 or a substitute endorsement providing equivalent coverage. 3. Workers’ Compensation coverage as required by the Industrial Insurance laws of the State of Washington. 4. Professional Liability/Errors & Omissions insurance appropriate to the Contractor’s profession. 5. Umbrella or Excess Liability covering both the Automobile and Commercial General Liability Policies. B. AMOUNTS 1. Automobile Liability $1,000,000 minimum combined single limit for bodily injury and property damage of $1,000,000 per accident. 2. Commercial General Liability written with limits no less than $1,000,000 each occurrence. 3. Professional Liability/Errors & Omissions Insurance written with limits no less than $1,000,000 each occurrence. 4. Umbrella or Excess Liability written with limits no less than $4,000,000 per occurrence in excess of the CGL policy cited above. 5. Other Insurance Provisions a. Endorsement. The insurance policies are to contain, or be endorsed to contain, the following provisions for Automobile Liability and Commercial General Liability insurance: i. The Contractor’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 Contractor’s insurance and shall not contribute with it. 33 ii. The Contractor’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. iii. The City of Kent shall be named as an additional insured on all policies (except Professional Liability) as respects work performed by or on behalf of the Contractor and a copy of the endorsement naming the City as additional insured shall be attached to the Certificate of Insurance. The City reserves the right to receive a certified copy of all required insurance policies. The Contractor’s Commercial General Liability insurance shall also 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. b. Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best rating of not less than A:VII. c. Verification of Coverage. Contractor 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 Contractor before commencement of the work. d. Subcontractors. Contractor shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the same insurance requirements as stated herein for the Contractor. C. TYPES AND AMOUNTS OF BONDS 1. Fidelity Bonds. Those employees of Contractor who have access to or are responsible for the funds generated under this Agreement shall be bonded by a fidelity bond in the amount of $1,000,000. The Contractor shall be responsible for any losses attributable to its’ employees that are not covered by insurance and/or fidelity bonds. 2. Performance Bonds. Contractor shall supply to the City, in a form acceptable to the City, a Performance Bond in the amount of Five Hundred Thousand Dollars ($500,000) to protect against loss due to the inability or refusal of Contractor to perform under this Agreement. Contractor shall provide evidence to the City of its’ having obtained such bond prior to the effective date of the Operations and Management Agreement, and thereafter no later than thirty (30) days prior to the beginning of each new operating year. 34 BENEFITS DIVISION Becky Fowler Manager 400 West Gowe Kent, WA 98032 Fax: 253-856-6270 OFFICE: 253-856-5290 City of Kent Employee Services Department Sue Viseth, Director December 2, 2008 TO: Operations Committee FROM: Becky Fowler, Benefits Manager THRU: Sue Viseth, Employee Services Director SUBJECT: Washington Dental Service (WDS) Administrative Services Contract for 2009/11 Motion: I move to approve the Washington Dental Service (WDS) Administrative Services three year contract subject to approval of terms by the City Attorney’s Office and that the matter be placed on the City Council consent calendar for the December 9, 2008 meeting. SUMMARY: The city will contract with Washington Dental Service (WDS) as a third- party administrator (TPA) to process claims and provide access to WDS PPO network of dentists. The city is self-insured for this program and will wire the monthly claims cost to WDS for our dental expenses. The 2009/11 contract reflects an approximate 50% decrease in administrative fees over Premera Blue Cross and is budgeted in the health and wellness fund. BUDGET IMPACT: $50,857. (Administrative Services Contract) BACKGROUND: All of the city’s employee and dependent population are covered under the self-insured Washington Dental Service (WDS) program totaling 2,300 lives. Included in this coverage is our LEOFF I retirees and their dependents. The overall projected cost of our self-insured plan inclusive of administration fees is approximately $939,301. and is budgeted in the health and wellness fund. 35 36 37 38 39 40 41 42 43 44 45 46 47 48 49 50 51 52 53 54 55 56 57 58 59 60 61 62 1 LAW DEPARTMENT Tom Brubaker, City Attorney Phone: 253-856-5770 Fax: 253-856-6770 Address: 220 Fourth Avenue S. Kent, WA. 98032-5895 December 2, 2008 To: Operations Committee From: Kim Adams Pratt, Assistant City Attorney Regarding: Aukeen Lease Agreement SUMMARY: The City has leased space at the Aukeen District Court since 1998. Both the County and the City have identified needs for additional courtrooms. The City will fund and manage the scope of work, timeline and budget. The City has a right of first offer to purchase. In recognition of the city’s substantial investment, the city will receive consideration for its investment upon the eventual termination or expiration of the lease. The addition of the courtrooms will benefit the citizens served by the courts. BUDGET IMPACT: This project will be funded by $7.7 million in LTGO bonds that were budgeted and sold this fall. The funds are for design, construction, property acquisition for parking and mitigation. MOTION: Recommend Council authorize the Mayor to sign a twenty (20) year lease agreement with King County for space within the Aukeen District Court subject to final terms agreeable to the City Attorney. 63 LEASE AGREEMENT between KING COUNTY “LANDLORD” and THE CITY OF KENT “TENANT” BUILDING: Aukeen District Court 1210 C. Central Avenue Kent, WA 98032 PREMISES: 4,782 Square Feet of Office Space, and certain additional space to be constructed by Tenant FINAL DRAFT 64 Page i Table Of Contents Page SECTION 1: RECITALS AND BASIC PROVISIONS ................................................................1 SECTION 2: PREMISES AND CONSTRUCTION OF TENANT IMPROVEMENTS ..............4 SECTION 3: TERM AND COMMENCEMENT ..........................................................................6 SECTION 4: BASE RENT AND ADDITIONAL RENT ..............................................................8 SECTION 5: QUIET ENJOYMENT AND TENANT SECURITY ..............................................8 SECTION 6: UTILITIES AND SERVICES ..................................................................................9 SECTION 7: MAINTENANCE AND REPAIRS ........................................................................10 SECTION 8: ALTERATIONS .....................................................................................................10 SECTION 9: INSURANCE ..........................................................................................................11 SECTION 10: CASUALTY DAMAGE ......................................................................................12 SECTION 11: CONDEMNATION ............................................................................................13 SECTION 12: ASSIGNMENT AND SUBLEASE ......................................................................14 SECTION 13: PERSONAL PROPERTY AND LEASEHOLD TAXES ....................................14 SECTION 14: DEFAULT ............................................................................................................15 SECTION 15: RIGHTS RESERVED BY LANDLORD .............................................................17 SECTION 16: [INTENTIONALLY OMITTED] .........................................................................18 SECTION 17: RELEASE AND INDEMNITY ............................................................................18 SECTION 18: [INTENTIONALLY OMITTED] .........................................................................20 SECTION 19: TERMINATION ...................................................................................................20 SECTION 20: EXPIRATION OF LEASE TERM .......................................................................21 SECTION 21. HOLDING OVER.................................................................................................21 SECTION 22: DISPOSITION OF BUILDING UPON TERMINATION OR EXPIRATION OF LEASE ............................................................................21 SECTION 23: TELECOMMUNICATION LINES......................................................................21 SECTION 24: HAZARDOUS SUBSTANCES; DISRUPTIVE ACTIVITIES ...........................22 SECTION 25: DISABILITIES ACTS ..........................................................................................23 SECTION 26: APPRAISAL OF BUILDING ..............................................................................23 SECTION 27: RIGHT OF FIRST OFFER TO PURCHASE PROPERTY .................................24 SECTION 28: PARKING AND RECIPROCAL PARKING EASEMENT ................................24 65 Page ii SECTION 29: SUBORDINATION, ATTORNEMENT AND LENDER PROTECTION .........24 SECTION 30: ESTOPPEL CERTIFICATE .................................................................................25 SECTION 31: NOTICES ..............................................................................................................25 SECTION 32: MISCELLANEOUS .............................................................................................26 SECTION 33: ENTIRE AGREEMENT ......................................................................................27 66 AUKEEN DISTRICT COURT EXPANSION LEASE Page 1 LEASE THIS LEASE (―Lease‖) is made and entered into by and between KING COUNTY, a political subdivision of the State of Washington (―Landlord‖), and the CITY OF KENT, a municipal corporation of the State of Washington (―Tenant‖) (collectively "the Parties"). In consideration of this Lease, Landlord and Tenant covenant and agree as follows: SECTION 1: RECITALS AND BASIC PROVISIONS A. RECITALS WHEREAS, the County owns the Aukeen District Court Facility (―Building‖) located in the city of Kent; and WHEREAS, since 1998 the County has leased two of the four courtrooms in the Building to the City, together with certain ancillary space, for City municipal court (―Municipal Court‖) operations and has a continuing and growing need for Municipal Court facility space; and WHEREAS, the County has identified in its District Court Facility Master Plan, dated March 2007, an immediate need for an additional two (2) courtrooms in the Southeast Division of the District Court; and WHEREAS, the County’s District Court Facility Master Plan further identifies that the preferred long-term facility plan for the Southeast Division is to consolidate operations to a single location at, or adjacent to, the Maleng Regional Justice Center (―RJC‖) located in Kent, but there is currently no commitment of funding to accomplish this; and WHEREAS, the City has a present need for at least one (1) additional municipal court courtroom; and WHEREAS, the near-term facility needs for both Kent Municipal Court and Southeast Division of District Court can be addressed by expanding the number of courtrooms at the Building from four (4) to seven (7), together with an expansion of ancillary space (collectively, the ―Tenant Improvements‖); and WHEREAS, the Parties have agreed upon a preliminary scope of work, timeline and preliminary budget for the Tenant Improvements, and have further agreed that the Tenant Improvements will be funded and managed by the City as a City public work and at no time will any cost of the Tenant Improvements become an obligation of the County; and WHEREAS, it is integral to the willingness of both Parties to pursue the Tenant Improvements that the Building be open during regular business hours for both Municipal Court and District Court operations, including but not limited to the use of four (4) courtrooms, during the entirety of the construction of the Tenant Improvements; and WHEREAS, the City currently has a right of first offer to purchase the Building; and 67 AUKEEN DISTRICT COURT EXPANSION LEASE Page 2 WHEREAS, in recognition of the substantial investment to be made by the City in the Building, which is and shall remain for the duration of this Lease a County-owned facility, the Parties agree that the City should receive consideration for its investment upon the eventual termination or expiration of this Lease, whether the Building is retained by the County, sold to the City, or sold to a third party; and WHEREAS, the Parties agree that the formula included in this Lease for the calculation of the City’s and County allocation of value for the Building upon termination or expiration of the Lease represents full and fair value for same; WHEREAS, the Parties desire to continue to work collaboratively to ensure that the jointly occupied Building and adjacent parking lots will be operated to the mutual benefit of both the Parties and the public; and WHEREAS, the addition of courtrooms to address growing caseload of both the District Court and Municipal Court will be of benefit to the citizens served by these courts; NOW THEREFORE, in consideration of the promises and agreements contained in this agreement and subject to the terms and conditions set forth, it is mutually understood and agreed by the parties as follows: B. BASIC PROVISIONS 1. Building. Aukeen District Court Facility, 1210 S. Central Avenue, Kent, WA, the floorplan and use of which is generally depicted in Exhibit A before Tenant’s Work, and in Exhibit A-1 following Tenant's Work. 2. Property. The parcel of real property owned by the County on which the Building is located, legally described in Exhibit B. In order to meet permitting requirements for the Tenant’s Work, prior to commencement of any Tenant Improvements, the boundaries of the Property shall be expanded by lot line adjustment (LLA) completed at the expense of Tenant. The LLA will add to the Property from an adjacent parcel for purposes sufficient for the setback and zoning requirements of the City of Kent, which addition, upon the approval of the LLA Tenant shall convey to Landlord by bargain and sale deed, subject to the terms in Section 2.B below. Upon final approval of the LLA by the City of Kent, Exhibit B shall be replaced with an updated legal description, which shall become Exhibit B-1. Upon execution of the Lease, Landlord and Tenant agree to cooperate and use commercially reasonable efforts to obtain the City of Kent's approval of the LLA. 3. Premises. That portion of the Building leased to Tenant, initially depicted in Exhibit A, constituting approximately 4,782 square feet, excluding Common Areas. The Premises will be expanded by the Tenant Improvements to constitute approximately 6,904 square feet of space leased to Tenant as shown on Exhibit A-1. 4. Commencement Date. The date of full execution of this Lease. 68 AUKEEN DISTRICT COURT EXPANSION LEASE Page 3 5. Expiration Date. Two hundred and forty (240) full calendar months (20 years) following the Commencement Date. 6. Base Rent. The amount of annual base rental payments ("Rent") calculated as set forth in Section 4.A. 7. Additional Rent. A pro-rated share of Utilities, payable quarterly in arrears per Section 4.B. 8. Permitted Use. Tenant shall utilize the Premises for the purpose of operating a municipal court and for no other purpose without the advance written consent of Landlord. Landlord agrees to utilize its portion of the Building for District Court, prosecuting attorneys, probation offices, public defenders and other ancillary court functions, but excluding community corrections and other detention uses. 9. Parking. Vehicle parking available to Landlord and Tenant as described in that certain Amended Reciprocal Parking Easement to be recorded and set forth at Exhibit E, and pursuant to the Agreement to Execute Parking Lot Lease Between City of Kent and King County, attached as Exhibit F. Tenant intends to develop additional parking, depicted on Exhibit 3 of Exhibit E as Phase V, which shall be available for public parking use accessory to the Building, as well as City-owned facilities, during the term of this Lease and as provided in Section 28. 10. Riders/Exhibits. In addition to Rider One (Tenant's Right of First Offer), Rider Two (Landlord's Right of First Offer), this Lease contains Exhibit A (Diagram of Property, Building and Premises), Exhibit A-1 (Diagram Property, Building and Premises after Tenant Improvements), Exhibit B (Legal Description Before LLA), Exhibit B-1 (Legal Description After LLA ), Exhibit C (Work Letter), Exhibit D (Rent Formula), Exhibit E (Amended Reciprocal Parking Easement), Agreement to Execute Parking Lot Lease Between City of Kent and King County (Exhibit F), and a legal description of Lot B (Exhibit G). 11. Landlord’s Notice Address (subject to Section 24): King County Real Estate Services Section Attn: Leasing Supervisor King County Administration Building 500 Fourth Avenue, Room 500 Seattle, WA 98104 12. Tenant’s Notice Address: City of Kent Attn: Facilities Manager 220 Fourth Avenue South Kent, WA 98032 69 AUKEEN DISTRICT COURT EXPANSION LEASE Page 4 13. Rent Payments. Rent is to be paid monthly and shall be adjusted based on Tenant performing Tenant's Work in accordance with Section 4.A. SECTION 2: PREMISES AND CONSTRUCTION OF TENANT IMPROVEMENTS A. PREMISES 1. Landlord hereby leases to Tenant and Tenant hereby leases from Landlord the Premises subject to the provisions contained herein. Prior to completion of the Tenant Improvements defined in Exhibit C (―Tenant’s Work‖), the Premises is comprised of approximately 4782 square feet, as generally depicted in Exhibit A. Upon Substantial Completion of Tenant’s Work, the Premises shall be expanded to approximately 6,904.10 square feet, as generally depicted on Exhibit A-1. 2. In addition to the Premises depicted in Exhibit A-1, the Parties agree to continue to cooperate and coordinate courtroom use so that while Tenant is assigned the three (3) court rooms depicted in Exhibit A-1 (2 court rooms with jury rooms, one court room without a jury room), Tenant will also be allowed use of a fourth court room with a jury room subject to the priority use by district court. Landlord shall not unreasonably withhold consent to Tenant’s use of a fourth court room with a jury room. Likewise, while Landlord is assigned four court rooms depicted in Exhibit A-1 (3 court rooms with jury rooms, one court room without a jury room), Landlord will be allowed use of a fifth court room with a jury room subject to priority use by municipal court. Tenant shall not unreasonably withhold consent to Landlord’s use of a fifth court room with a jury room. 3. Tenant shall also have non exclusive access to Common Areas at all times during the Lease (subject to any restrictions in Exhibit C which are necessary to accomplish Tenant’s Work). Tenant shall be authorized to commence construction of ―Tenant’s Work" upon meeting the conditions described in Section 2.B below. 4. Five (5) years from the Commencement Date, the parties shall execute an addendum to this Lease that removes the file room in the east corner of the Building from Common Areas and includes the file room within the Premises for the exclusive use of the Tenant. Rent shall also be adjusted consistent with Section 4. B. TENANT’S WORK 1. Commencement. "Commencement of Tenant's Work" shall mean the date on which Tenant begins construction of Tenant's Work. Tenant shall be authorized to proceed to construct the Tenant’s Work described in Exhibit C only upon delivering written notice to the Landlord that the following conditions have been met and the Landlord agreeing in writing that the conditions have been satisfied (which agreement shall not be unreasonably withheld or delayed): a) Tenant has obtained and provided to Landlord copies of all permits, franchises, authorizations, approvals and property interests necessary for Tenant and its 70 AUKEEN DISTRICT COURT EXPANSION LEASE Page 5 contractors to perform Tenant’s Work, including but not limited to completion of the required LLA and recording of Rider 1 and Rider 2 as provided in Section 27. b) Tenant and Landlord have agreed in writing to the Final Approved Design, pursuant to the process described in Exhibit C. c) Tenant has issued Limited Tax General Obligations bonds in the amount of at least $7,500,000.00 for expenditure on the Aukeen Court expansion as described in Exhibit C and adjacent City owned real property, the funds from which shall in all instances be pledged for the purpose of completing Tenant's Work as described herein and as set forth in Kent Ordinance No. ____________. 2. Authority and Permitting. The Tenant has examined the recorded deeds, easements, agreements, leases, licenses, permits and other authorizations related to the Building, Property, and adjacent real property. Tenant shall at no expense to the Landlord acquire or obtain any further rights, titles, interests, notices or permissions required to perform Tenant’s Work. As owner of the Building and Property, the Landlord shall not create, amend, modify or change any easement, agreements, leases, license, permits, or right of entry affecting the Building or Property without Tenant’s written consent having been first obtained, which consent shall not be unreasonably withheld. 3. Tenant Responsibility for Design of Tenant’s Work. Tenant shall be responsible for the preparation and procurement of all designs, specifications and preliminary cost estimates, preparation of as-built plans and any other design work necessary to construct Tenant’s Work. Tenant expressly acknowledges and agrees that Landlord's participation in the assessment and design work under this Lease, including but not limited to, providing information and reviewing, commenting on, and disapproving and/or accepting designs, plans, field change orders, and specifications (i) is solely for the benefit and protection of the Landlord, (ii) does not create or impose upon the Landlord any standard or duty of care towards Tenant, all of which are hereby disclaimed, (iii) may not be relied upon by Tenant in determining requirements, and (iv) may not be asserted, nor may the Landlord’s exercise or failure to exercise any such rights be asserted, against the Landlord by Tenant as a defense, legal or equitable to Tenant’s obligation to fulfill such standards and requirements and regardless of any acceptance of work by Landlord. 4. Building Assessment. Tenant has had the opportunity to conduct all due diligence, studies, testing and investigations of the Building and is not relying on any statement or representation of Landlord as to the condition of the Building. The Landlord makes no warranties as to the condition of the Building or its fitness for modifications. Tenant acknowledges that the Building is made available for purposes of the Tenant’s Work on an ―as is‖ and ―with all faults‖ basis. 5. Completion of Tenant’s Work -- Timeline. Tenant shall substantially complete "Tenant's Work" in accordance with the Final Approved Design and the terms of Exhibit C within eleven (11) months of Commencement of Tenant's Work. The obligations of Tenant to perform work and supply materials and labor shall be as set forth in Exhibit C. Tenant shall submit for Landlord's approval the Preliminary Approved Design for 100 percent stage review Comment [A1]: Kim: Please insert the ordinance number. 71 AUKEEN DISTRICT COURT EXPANSION LEASE Page 6 within six (6) months of the Commencement Date. Tenant shall take all necessary steps to hire a contractor within five (5) months of Landlord’s approval of 100% Preliminary Approved Design. Tenant shall further satisfy the conditions contained in Section 2.B.1 within eleven (11) months of the Commencement Date. 6. Tenant's Financial Obligations. Tenant's Work shall be completed at Tenant's sole cost and expense. No part of the cost of construction of the Tenant Improvements shall ever be or become an obligation of Landlord, including the cost of any Field Change Order, regardless of whether it is initiated by Tenant or Landlord, except as provided in Exhibit C, Section 3. 7. Tenancy During Construction of Tenant Improvements. The Parties acknowledge that the Building is occupied by Landlord and Tenant and shall remain occupied and fully operational as a functioning courthouse, with four (4) operational courtrooms and attendant spaces necessary for clerical, security and judicial staff working in the Building as of the Commencement Date (but excluding King County probation staff), during all phases of Tenant's Work, as provided in Exhibit C SECTION 3: TERM AND COMMENCEMENT A. TERM AND CONFIRMATION This Lease shall be fully effective and enforceable in accordance with its terms on the date this Lease is fully executed, acknowledged and delivered by both Landlord and Tenant. The term (―Term‖) of this Lease shall commence on the Commencement Date and end on the Expiration Date as specified in Section 1 above, unless sooner terminated as provided herein, subject to adjustment as provided below and the other provisions hereof. B. ACCEPTANCE OF PREMISES Occupancy of the Premises by Tenant prior to the initiation of Tenant's Work shall be conclusive evidence the Premises were in good, clean and tenantable condition and delivered in accordance with this Lease. Following Substantial Completion of Tenant's Work, as defined in Exhibit C, Tenant shall have no right to object to Landlord as to the condition of the Premises, subject to Section 7. C. SCHEDULE FOR TENANT IMPROVEMENTS The Commencement Date shall precede the date of Commencement of Tenant's Work. Tenant shall complete or cause to be completed all of Tenant's Work, subject to punch list items, according to the scheduling provisions herein and terms contained in Exhibit C. 1. Substantial Completion. As used herein, ―substantially completed‖ or ―Substantial Completion‖ shall mean that each of the following have occurred subject only to completion of customary ―punch list‖ items: (a) Tenant's contractor shall have notified Tenant in writing that Tenant’s Work is substantially complete in accordance with the Approved Design; (b) Tenant's contractor shall have issued its Certificate of Substantial Completion (AIA 72 AUKEEN DISTRICT COURT EXPANSION LEASE Page 7 Document G704) (the ―Certificate of Completion‖) stating Tenant’s Work is sufficiently complete in accordance with the Final Approved Design, including Approved Field Change Orders, to permit Landlord and Tenant to occupy and utilize the portion of the Building included in the Tenant’s Work for the permitted use; (c) the City of Kent has issued a certificate of occupancy or temporary certificate of occupancy such that Landlord and Tenant are legally entitled to occupy the portion of the Building included in the Tenant’s Work for its permitted use; and (d) Landlord shall have accepted in writing, with Tenant’s concurrence, Tenant’s Work as substantially complete, provided, Landlord shall not unreasonably withhold, delay or condition its concurrence if each of the items (a) through (c) have occurred, and provided further, it shall be deemed unreasonable hereunder for Landlord to withhold its concurrence unless the Certificate of Completion is incorrect in any material respect. 2. Tenant agrees to provide Landlord no less than seven (7) business days advance notice of Substantial Completion, along with all supporting documentation (including but not limited to third party commissioning reports), and for the sole purpose of determining Substantial Completion hereunder, Landlord shall be deemed to have conclusively concurred with Tenant’s acceptance of Tenant’s Work unless Landlord provides Tenant notice that the Certificate of Completion is incorrect in any material respect prior to expiration of said seven (7) business day period. 3. Landlord and Tenant may alter any of the deadlines contained in Sections 3.C and D of the Lease by mutual written amendment to this Lease. Neither party’s approval shall be unreasonably withheld. Landlord's and Tenant's respective facilities directors shall submit any such dispute to the King County Chief Administrative Officer who shall, in consultation with Kent’s Chief Administrative Officer, render a decision within two (2) business days of submittal to him which decision shall be final and binding. D. TENANT DELAY Other than as provided in this Section 3, Tenant shall have no liability for loss or damage to Landlord resulting in any delay in the Substantial Completion of Tenant's Work, as defined in Exhibit C, except as follows: 1. Notwithstanding the foregoing, in the event Tenant fails to both a) submit the Preliminary Approved Design to Landlord for 100 percent stage review and approval within six (6) months of the Commencement Date, orand b) remove meet all contingenciesconditions providedspecified in Section 2.B.1.a and initiate Tenant's Work within nine (9) months following the Commencement Date of this Lease, and is not diligently and demonstrably pursuing compliance, Landlord may terminate this Lease upon sixty (60) days written advance notice of such termination to Tenant, and neither Landlord nor Tenant shall have any further rights or obligations hereunder, except as provided in Section 24. Provided, Tenant may exercise a one time opportunity to cure its failure to commence Tenant's Work by initiating it within the 60 day notice period referenced above. In the event of termination of this Lease pursuant to this Section 3.D.1, Tenant shall have sixteen (16) months to vacate the Premises and all Lease terms shall remain in effect, including payment of Rent and Additional Rent. 73 AUKEEN DISTRICT COURT EXPANSION LEASE Page 8 2. In the event Tenant initiates Tenant's Work within the time period required in Section 3.D.1 but fails to Substantially Complete Tenant's Work within eleven (11) months of the Commencement of Tenant's Work, Landlord may terminate this Lease upon ninety (90) days advance written notice, at which time Tenant agrees to vacate the Premises as provided in Section 3.D.1, and Landlord shall have the option of completing Tenant's Work. Should Landlord elect to complete Tenant's Work in accordance with the Final Approved Design and Exhibit C, upon Landlord's completion of the work Tenant shall be entitled to compensation as calculated by applying the formula in Exhibit D, minus Landlord's attorney's fees and legal costs incurred as a result of Tenant's failure to complete Tenant's Work. E. LANDLORD DELAY As used in this Lease the term ―Landlord Delay‖ shall mean any of the following events which result in delay to Tenant’s performance of Tenant's Work (and provided such events are not caused by Tenant’s default or an event of Force Majeure): (i) delay resulting from Landlord’s failure to act or perform within the applicable time frame required by this Lease for such Landlord action or performance; (ii) delay resulting from Landlord-initiated Field Change Orders pursuant to Exhibit C; and (iii) delay resulting from Landlord’s default of any term or condition of this Lease. Following Tenant’s discovery of any such Landlord Delay, Tenant agrees to provide Landlord’s project manager reasonably prompt notice of such Landlord Delay. Notwithstanding the foregoing, in any instance where this Lease expressly provides that if Landlord fails to act within a specified time period Landlord shall be conclusively deemed to have acted in a particular manner, the passage of such specified time period without Landlord action shall not be considered Landlord Delay hereunder. SECTION 4: BASE RENT AND ADDITIONAL RENT A. BASE RENT. Tenant shall pay the sum of $6,774.50 per month (based on an annual rent of $17.00 per square foot), due and payable on the first day of each calendar month in advance, for the period from the Commencement Date through the month of Substantial Completion. For the five year period from and immediately after Substantial Completion, Tenant shall pay Base Rent equal to the Post-Construction Appraised Rent Value (as provided in Section 26.C), calculated as a monthly amount, for the Premises (as expanded by Tenant's Work), which Base Rent shall be due and payable on the first day of each calendar month in advance. Base Rent shall thereafter be adjusted every five (5) years (counting forward from the end of the initial five year period immediately following Substantial Completion) ("Subsequent Base Rent Adjustment") based on the Seattle Tacoma Bremerton All Urban Consumers' Price Index year ending rate (December). 74 AUKEEN DISTRICT COURT EXPANSION LEASE Page 9 B. ADDITIONAL RENT FOR OPERATING EXPENSES Additional Rent shall be payable quarterly in arrears within 30 days of invoicing. From and after Substantial Completion Tenant shall pay as Additional Rent a pro-rata share of public utilities (electricity, water, sewer, garbage removal), grounds and/or Building maintenance and repair, assessments, insurance premiums, and janitorial service based on the ratio of square footage of the Building leased to Tenant versus square footage dedicated to the use by Landlord (i.e., excluding the square footage of Common Areas from the calculation.) Landlord shall provide Tenant quarterly with a written statement showing the calculation of said Additional Rent. SECTION 5: QUIET ENJOYMENT AND TENANT SECURITY A. QUIET ENJOYMENT Landlord agrees that if Tenant performs the terms and provisions hereunder, Tenant shall hold the Premises during the Term, free of lawful claims by any party acting by or through Landlord, subject to all other terms and provisions of this Lease. B. TENANT SECURITY Landlord and Tenant acknowledge that the Building will be used for criminal justice services, including courtrooms and judges' chambers. Landlord and Tenant agree to work cooperatively to maintain security for Court operations, and to the extent necessary, develop a joint operating plan for the provision of Court operational security. In the event Landlord and Tenant cannot agree upon a mutually acceptable security agreement, they shall form a committee of equal representation ("Security Committee"), who shall then agree on the final odd numbered member, to draft a security plan which will remain in effect for the term of this Lease, unless modified by the procedure contained in this Section 5.B. SECTION 6: UTILITIES AND SERVICES A. STANDARD UTILITIES Landlord shall make available to the Premises public utilities generally available to the Building. B. INTERRUPTIONS AND EMERGENCY MEASURES Landlord shall use reasonable diligence to remedy an interruption in the furnishing of such services and utilities. If, however, any governmental authority imposes regulations, controls or other restrictions upon Landlord or the Building which would require a change in the services provided by Landlord under this Lease (collectively ―Government Regulations‖), or if Landlord reasonably determines an interruption or other change in utilities, services or Building access is required due to an emergency or other similar concern for the safety of Building 75 AUKEEN DISTRICT COURT EXPANSION LEASE Page 10 occupants (collectively ―Emergency Measures‖), Landlord may proceed with such Emergency Measures and may comply with such Government Regulations, including without limitation, curtailment, rationing or restrictions on Building or Premises access, the use of electricity or any other form of utilities or services serving the Premises. Tenant will cooperate and do such things as are reasonably necessary to comply with Landlord’s Emergency Measures and to enable Landlord to comply with such Government Regulations and Landlord shall have no liability to Tenant for any loss, damage or expense Tenant may sustain due to such Emergency Measures or Government Regulations. Additionally, and notwithstanding anything in this Lease to the contrary, Landlord does not warrant that any of the services and utilities referred to above will be free from interruption. Interruption of services and utilities shall not be deemed an eviction or disturbance of Tenant’s use and possession of the Premises or any part thereof, or render Landlord liable to Tenant for damages or loss of any kind, or relieve Tenant from performance of Tenant’s obligations under this Lease. C. COMMON AREAS The following areas adjacent to or located in or on the Premises, shall constitute Common Areas available for Tenant’s non-exclusive use including without limitation: walkways, hallways, stairways, driveways, lavatories, janitorial rooms, mechanical rooms, electrical rooms, landscaped areas and grounds, and all other areas used in common by Landlord and invitees and employees of the Tenant. All Common Areas shall be subject to Landlord’s management and control and shall be operated and maintained in such a manner as Landlord, in its reasonable discretion, shall determine. Landlord may, from time to time in Landlord’s reasonable discretion, alter, modify or change the dimensions and location of the Common Areas; provided, however, that any such alterations, modifications or changes shall not materially interfere with Tenant’s use and enjoyment of the Premises as set forth in this Lease, and shall not alter, modify or change the dimensions and location of the Common Area expansion or renovation made by Tenant Improvements, unless otherwise agreed in writing by the parties Tenant and others entitled or allowed to use the Common Areas shall be subject to and shall comply with the rules and regulations applicable to the Common Areas as may be established by Landlord from time to time. Any damage to the Common Areas occasioned by the act of Tenant or its employees or invitees shall be paid by Tenant upon demand by Landlord. Common Areas are generally depicted on Exhibits A and, following Substantial Completion of Tenant Improvements, Exhibit A-1. SECTION 7: MAINTENANCE AND REPAIRS A. NORMAL MAINTENANCE AND REPAIR Unless expressly provided otherwise in this Lease or in Exhibit C, Landlord shall maintain and repair, suitable for use as the purpose identified in Section 1.B.8, the Building, including the Common Areas. Landlord's maintenance and repair obligations shall include the structural parts of the Building which shall include the foundations, bearing and exterior walls, subflooring, gutters, downspouts, and the roof of the Building and the Building Systems and Equipment, and malfunctioning fixtures; provided, in the event any such replacements, repairs or maintenance are caused by or result from Tenant’s excessive or improper use or occupation thereof or which are caused by or result from the negligence or improper conduct of Tenant, its 76 AUKEEN DISTRICT COURT EXPANSION LEASE Page 11 agents, employees or invitees, the cost of such repairs shall be paid solely by Tenant. Landlord's obligations under this Section 7 shall also include janitorial services. B. MAINTENANCE AND REPAIR DURING TENANT’S WORK During Tenant’s Work, Tenant’s contractor shall cooperate with Landlord to allow Landlord necessary access for normal maintenance and repairs. Landlord shall have no duty to perform any maintenance or repairs that will be made obsolete by Tenant’s Work, but will continue to perform emergency, or similar repairs, not necessitate or caused by Tenant’s Work. SECTION 8: ALTERATIONS Prior to the Commencement of Tenant's Work and following Substantial Completion, as provided in Section 2, Tenant shall not attach any fixtures, equipment or other items to the Premises, or paint or make any other additions, changes, alterations, repairs or improvements (collectively hereinafter ―alterations‖) to the Premises, Building or Property without Landlord’s prior written consent, which with respect to alterations to the Premises will not be unreasonably withheld. Any alterations, excluding Tenant's Work, so made shall remain on and be surrendered with the Premises upon expiration or earlier termination of this Lease, except that Landlord may, within thirty (30) days before or thirty (30) days after expiration or earlier termination hereof elect to require Tenant to remove any or all alterations at Tenant’s sole costs and expense; provided, notwithstanding the foregoing, Landlord shall not have the right to require removal of any improvement or alteration constructed by Tenant as part of Tenant’s Work. In the event Tenant desires to make any improvements or alterations other than Tenant’s Work, at the time Tenant submits plans for requested alterations to Landlord for Landlord’s approval, Tenant may request Landlord to identify which alterations Landlord may require Tenant to remove at the termination of or expiration of this Lease, and Landlord shall make such identification simultaneous with its approval (if any) of the alterations and Landlord shall have the right to require removal of any alterations not so marked. If Landlord elects to require removal of alterations, then at its own and sole cost Tenant shall restore the Premises to the condition designated by Landlord in its election, before the last day of the term or within thirty (30) days after notice of its election is given, whichever is later. SECTION 9: INSURANCE A. TENANT OBLIGATIONS The Tenant agrees, at its own expense, to maintain, through its self-funded Self-Insurance program, coverage for all of its liability exposures under this Lease. The Tenant agrees to provide Landlord with at least thirty (30) days prior written notice of any material change in the City’s self-funded Self-Insurance program, and will provide Landlord with a certificate of self- insurance as adequate proof of coverage. Landlord further acknowledges, agrees and understands that the Tenant does not purchase Commercial General Liability insurance and is a self-insured governmental entity; therefore the Tenant does not have the ability to add the Landlord as an additional insured. Should the Tenant elect and cease self-insuring its liability exposures and purchase Commercial General Liability insurance, Tenant agrees to add the Landlord (and Landlord’s Lender) as an additional insured. 77 AUKEEN DISTRICT COURT EXPANSION LEASE Page 12 B. LANDLORD OBLIGATIONS The Landlord agrees, at its own expense, to maintain, through its self-funded Self- Insurance program, coverage for all of its liability exposures under this Lease. The Landlord agrees to provide Tenant with at least thirty (30) days prior written notice of any material change in the County’s self-funded Self-Insurance Program, and will provide Tenant with a certificate of self-insurance as adequate proof of coverage. Tenant further acknowledges, agrees and understands that the Landlord does not purchase Commercial General Liability insurance and is a self-insured governmental entity; therefore the Landlord does not have the ability to add the Tenant as an additional insured. Should the Landlord elect and cease self-insuring its liability exposures and purchase Commercial General Liability insurance, Landlord agrees to add the Tenant as an additional insured. 1. Buildings/Structures/Facilities. The Landlord will carry "All Risk" property insurance in an amount equal to the full replacement value of all improvements, structures, and buildings located on the Premises. King County will not carry insurance on Tenant’s property. 2. Tenant shall maintain "All Risk" property insurance in an amount equal to the full replacement value of all its personal property located on the Premises. 3. In consideration of the duration of this Lease, the parties agree that the Insurance Requirements Section herein, at the discretion of Landlord, may be reviewed and adjusted with each amendment, within 90 days of the end of the first five (5) year period of the Lease Term, and the end of each successive five (5) year period thereafter, and immediately prior to Substantial Completion. Any adjustments made as determined by Landlord, shall be in accordance with reasonably prudent risk management practices and insurance industry standards and shall be effective upon 90 days written notice by Landlord. C. WAIVER OF SUBROGATION Landlord and Tenant release and relieve the other, and waive the entire right of recovery for loss or damage to property located within or constituting a part or all of the Premises, the Building or the Property to the extent that the loss or damage is actually covered (and claim amount recovered) by insurance, or self insurance, carried by either party and in force at the time of such loss or damage. This waiver applies whether or not the loss is due to the negligent acts or omissions of Landlord or Tenant, or their respective officers, directors, employees, agents, contractors, or invitees. Each of Landlord and Tenant shall have their respective property insurers endorse the applicable insurance policies or self insurance program, to reflect the foregoing waiver of claims, provided, however, that the endorsement shall not be required if the applicable policy of insurance, or self insurance program permits the named insured to waive rights of subrogation on a blanket basis, in which case the blanket waiver shall be acceptable. SECTION 10: CASUALTY DAMAGE A. DAMAGE OR DESTRUCTION 78 AUKEEN DISTRICT COURT EXPANSION LEASE Page 13 In the event the Building or Premises shall be destroyed or rendered untenantable, either wholly or in part, by fire or other casualty, Landlord may, at its option, elect to restore the Building or Premises to as near their previous condition as is reasonably possible and in the meantime the Base Rent and Additional Rent shall be abated in the same proportion as the untenantable portion of the Premises bears to the entire Premises, provided, such abatement (i) shall apply only to the extent the Premises are untenantable for the purposes permitted under this Lease and not used by Tenant as a result thereof, and (ii) shall not apply if Tenant or any other occupant of the Premises or any of their agents, employees, invitees, transferees or contractors caused the damage. Unless Landlord, within sixty (60) days after the happening of any such casualty, shall notify Tenant of its election to so restore, this Lease shall thereupon terminate, provided, if in Landlord’s estimation the Premises cannot be restored within one hundred twenty (120) days following such destruction, Landlord shall notify Tenant and Tenant may terminate this Lease (regardless of Landlord’s intent to restore) by delivery of notice to Landlord within thirty (30) days of Landlord’s notice. In the event the Lease is terminated after Substantial Completion of Tenant's Work, Tenant shall be entitled to compensation for Tenant's Work as provided in Exhibit D. In the event the Lease is terminated before the commencement of Tenant's Work, Exhibit D shall not apply. Tenant agrees that in the event the Building or Premises are destroyed or rendered untenantable, either in whole or in part, its sole remedy shall be as set forth in this Section 10. Tenant further agrees that if it elects not to terminate the Lease, that the abatement of Base Rent and Additional Rent as provided above shall be Tenant’s sole and exclusive recourse in the event of such damage, and Tenant waives any other rights Tenant may have under applicable law or this Lease to perform repairs or terminate the Lease by reason of damage to the Building or Premises. B. DAMAGE OR DESTRUCTION DURING TENANT IMPROVEMENTS; REBUILDING In the event the Building or Premises shall be destroyed or rendered untenantable, either wholly or in part, by fire or other casualty during Tenant's Work and prior to Substantial Completion, and Landlord elects to rebuild pursuant to Section 10.A above, Landlord and Tenant shall cooperate to rebuild the Tenant Improvements consistent with the Final Approved Plans attached to Exhibit C and shall rebuild the remainder of the Premises and Building to pre- casualty condition, with Tenant bearing responsibility and cost for the Tenant Improvements and Landlord bearing responsibility and cost for the remainder of the Premises and Building. Landlord and Tenant shall cooperate in the reconstruction, including public work administration, and may agree to different allocations of responsibility, including cost, for the most efficient and expedient arrangement for construction. The formula in Exhibit D shall not apply. C. DAMAGE OR DESTRUCTION DURING TENANT IMPROVEMENTS; NO REBUILDING. In the event, during construction of Tenant Improvements, Landlord elects to not rebuild as described in Section 10.A above, the Lease shall terminate, Landlord and Tenant shall have no further rights or obligations pursuant to the Lease and Tenant’s recovery shall be in all instances limited to the proceeds from its own insurer. The formula in Exhibit D shall not apply. 79 AUKEEN DISTRICT COURT EXPANSION LEASE Page 14 SECTION 11: CONDEMNATION A. NOTIFICATION Landlord and Tenant will immediately notify the other in writing of the receipt of notice of any proceedings with respect to a condemnation or intent of any authority to exercise the power of eminent domain. B. COMPENSATION AND TERMINATION OF LEASE Either party may terminate this Lease if the whole or any material part of the Premises shall be taken or condemned for any public or quasi-public purpose through the exercise of eminent domain. Landlord shall also have the right to terminate this Lease in the event of a Taking of any portion of the Building or Property which would leave the remainder of the Building unsuitable for use as a courthouse in a manner comparable to the use prior to the Taking. In order to exercise its right to terminate this Lease, Landlord or Tenant, as the case may be, must provide written notice of termination to the other within 45 days after the terminating party first received notice of Taking. Any such termination shall be effective as of the date the physical taking of the Premises or the portion of the Building or Property occurs. In addition, Base Rent and Additional Rent for any portion of the Premises taken or condemned shall be abated during the unexpired term of this Lease effective when the condemner takes possession. Tenant shall hold harmless Landlord for any and all costs incurred by Tenant as a result of a Taking. Tenant's only recourse for compensation in the event of a Taking shall be against the condemner. Landlord and Tenant agree to cooperate in any condemnation proceeding to determine just compensation. Tenant may file a claim against the condemner at its sole cost and expense, separate from any claim brought against the condemner by Landlord, for just compensation, but only to the extent such claim does not diminish the award which would otherwise be received by Landlord. D. WAIVER Tenant agrees that it shall not exercise the power of eminent domain, neither on a total or partial basis, nor on a permanent or temporary basis, with regard to the Property, Building or Premises at any time while this Lease is in effect unless it has obtained Landlord's assent to such condemnation in writing and upon terms acceptable to both Landlord and Tenant. Landlord agrees that it shall not exercise the power of eminent domain, neither on a total or partial basis, nor on a permanent or temporary basis, with regard to the Tenant's leasehold interest in the Premises at any time while this Lease is in effect unless it has obtained Tenant's assent to such condemnation in writing and upon terms acceptable to both Landlord and Tenant. SECTION 12: ASSIGNMENT AND SUBLEASE Tenant shall not assign this Lease or any part thereof and shall not let or sublet the whole or any portion of the Premises without the written consent of Landlord, which consent shall not 80 AUKEEN DISTRICT COURT EXPANSION LEASE Page 15 be unreasonably withheld by Landlord. This Lease shall not be assignable by operation of law. If consent is once given by the Landlord to a sublease of this Lease, or any interest therein, Landlord shall not be barred from afterwards refusing to consent to any further sublease. SECTION 13: PERSONAL PROPERTY AND LEASEHOLD TAXES To the extent applicable, Tenant shall pay prior to delinquency all taxes, charges or other governmental impositions assessed against, levied upon or otherwise imposed upon or with respect to all fixtures, furnishings, personal property, systems and equipment located in or exclusively serving the Premises, and any improvements made to the Premises under or pursuant to the provisions of this Lease. Whenever possible, Tenant shall cause all such items to be assessed and billed separately from the other property of Landlord. In the event any such items shall be assessed and billed with the other property of Landlord, Tenant shall pay Landlord its share of such taxes, charges or other governmental impositions within ten (10) days after Landlord delivers a statement and a copy of the assessment or other documentation showing the amount of impositions applicable to Tenant’s property. Tenant shall pay any rent tax, sales tax, service tax, transfer tax, value added tax, or any other applicable tax on the Rent, utilities or services herein, the privilege of renting, using or occupying the Premises, or collecting Rent therefrom, or otherwise respecting this Lease or any other document entered in connection herewith. SECTION 14: DEFAULT A. TENANT DEFAULT 1. Excluding Tenant’s Work and the deadlines associated with the same, the occurrence of any one or more of the following events shall constitute a ―Default‖ by Tenant and shall give rise to Landlord’s remedies set forth in Section 14.B below: (i) failure to pay when due all or any portion of Base Rent or Additional Rent, if the failure continues for three (3) days after written notice to Tenant; (ii) failure to observe or perform any term or condition of this Lease other than the payment of Base Rent or Additional Rent,t (or the other matters expressly described herein), u unless such failure is cured within any period of time following notice expressly provided with respect thereto in other Sections hereof, or otherwise within a reasonable time, but in no event more than sixty (60) days following notice from Landlord (provided, if the nature of Tenant’s failure is such that more time is reasonably required in order to cure, Tenant shall not be in Default if Tenant commences to cure promptly within such period and thereafter diligently pursues its completion); (iii) failure to cure immediately upon notice thereof any condition which is hazardous, interferes with another tenant or the operation or leasing of the Property, or may cause the imposition of a fine, penalty or other remedy on Landlord or its agents or affiliates; (iiiv) abandonment and vacation of the Premises (failure to occupy and operate the Premises for ten (10) consecutive days ). Section 14.B.1 notwithstanding, Tthe occurrence of any of the aforementioned events shall not under any circumstances excuse or relieve Tenant from any of its obligations under this Lease, including payment of Rent and Additional Rent.. In the event of a Tenant default under this Section 14 prior to Commencement of Tenant's Work, the formula provided in Exhibit D shall have no application and Tenant shall not be entitled to any compensation whatsoever 81 AUKEEN DISTRICT COURT EXPANSION LEASE Page 16 2. Defaults related to Tenant’s Work and the deadlines associated with the same shall be governed by the notice provisions, cure deadlines, Landlord remedies, deadlines for Tenant to vacate, and Tenant compensation for Tenant’s Work as specifically provided elsewhere in this Lease. B. LANDLORD’S REMEDIES If a Default occurs, Landlord shall have the rights and remedies hereinafter set forth to the extent permitted by law without notice or demand (except as provided in Section 14.A.1) to pursue any of its rights and remedies at Law or it equity, which shall be cumulative with and in addition to any other right or remedy allowed under this Lease. Landlord may elect to terminate this Lease and Tenant’s right to possession, at any time following a Default and upon sixty (60) days written notice to Tenant. In the event lLandlord terminates the Lease, the following shall apply: 1. In the event Tenant's default occurs after Substantial Completion of Tenant's Work, Landlord shall refund to Tenant its share of the value of the Tenant Improvements (Tenant's Work) based upon the formula and pursuant to the schedule in Exhibit D, minus Landlord's attorney's fees, costs and minus an amount equal to any deficiencythe between the total Base Rent and (to the extent applicable) Additional Rent that Tenant would have been required to pay for the remainder of the term of the Lease and a lesser rental amount of the Premises, subject to commercially reasonable efforts to relet the Premises that are commercially reasonable givenin light of the continued use by Landlord of its portion of the Building limited marketability as a secure court facility, with such deficiency amount discounted to present value at the Prime Rate (defined as the per annum interest rate publicly announced as its prime or base rate by a federally insured bank selected by Landlord in the State of Washington) then in effect ("Termination Refund Offset Cost"). Landlord's obligation to refund Tenant's net share of the value of the Tenant Improvements shall commence on the latter happening of either (a) the date of termination or, in the event such default results in litigation, (b) the date of entry of a judgment, or the date upon which a written settlement is reached, or as agreed to in writing by Landlord and Tenant. 2. In the event Tenant defaults after Commencement of Tenant's Work, but prior to Substantial Completion, and provided the default cannot be reasonably cured pursuant to Section 14.A, Landlord may elect to complete Tenant's Work in accordance with the Final Approved Design and Exhibit C. In such event, Tenant agrees to make available to Landlord the unexpended portion of the $7,500,000 2008 Limited Tax General Obligation bonds issued by Tenant and allocated for the contracted costs for construction and construction management costs of Tenant’s Work. In addition, Landlord reserves the right to pursue any and all remedies available at law or in equity against Tenant. Upon completion of Tenant's Work by Landlord, Tenant shall be entitled to a refund equal to the value of the Tenant Improvements as calculated by applying the formula provided in Exhibit D, less any legal costs incurred by Landlord as a result of Tenant's default. 3. In the event of any such reentry by Landlord, Landlord may, at Landlord’s option, require Tenant to remove from the Premises any of Tenant’s property located thereon. If Tenant Formatted: Font: (Default) Times New Roman, 12 pt Formatted: Font: (Default) Times New Roman, 12 pt Formatted: Font: (Default) Times New Roman, 12 pt Formatted: Font: (Default) Times New Roman, 12 pt Formatted: Font: (Default) Times New Roman, 12 pt Formatted: Font: (Default) Times New Roman, 12 pt Formatted: Font: (Default) Times New Roman, 12 pt Formatted: Font: (Default) Times New Roman, 12 pt Formatted: Font: (Default) Times New Roman, 12 pt 82 AUKEEN DISTRICT COURT EXPANSION LEASE Page 17 fails to do so, Landlord shall not be responsible for the care or safekeeping thereof and may remove any of the same from the Premises and place the same elsewhere in the Building or in storage in a public warehouse at the cost, expense and risk of Tenant with authority to the warehouseman to sell the same in the event that Tenant shall fail to pay the cost of transportation and storage, all in accordance with the rules and regulations applicable to the operation of a public warehouseman’s business. In any and all such cases of reentry Landlord may make any repairs in, to or upon the Premises which may be necessary, desirable or convenient, and Tenant hereby waives any and all claims for damages which may be caused or occasioned by such reentry or to any property in or about the Premises or any part thereof. 4. Forbearance by Landlord to enforce one or more remedies shall not constitute a waiver of any Default. C. LANDLORD DEFAULT AND TENANT REMEDIES Landlord’s failure to perform or observe any of its obligations under this Lease or to correct a breach of any warranty or representation made in this Lease within thirty (30) days after receipt of written notice from Tenant setting forth in reasonable detail the nature and extent of the failure referencing pertinent Lease provisions or if more than thirty (30) days is required to cure the breach, Landlord’s failure to begin curing within the thirty (30) day period and diligently prosecute the cure to completion, shall constitute a default. 1. If Landlord commits a default that materially affects Tenant’s use of the Premises, and Landlord has failed to commence to cure such default within thirty (30) days (or such shorter time as is commercially reasonable in the case of an emergency threatening imminent harm to persons or property), Tenant may, without waiving any claim for damages for breach of agreement, thereafter cure the default for the account of the Landlord. Such notice shall include notice of Tenant’s plans to undertake the cure if Landlord does not do so within thirty (30) days (or less as provided above). The reasonable cost of such cure shall be deemed paid or incurred for the account of Landlord, and Landlord shall reimburse Tenant for these costs. Landlord shall reimbursement Tenant within thirty (30) days after completion of the cure and invoice to Landlord itemizing the costs of cure. If Landlord disputes either the necessity of the cure or the cost thereof, the matter shall be settled by arbitration administered by the American Arbitration Association in accordance with its Rules for the Real Estate Industry before a single neutral arbitrator of the American Arbitration Association sitting in Seattle, Washington. The arbitrator shall be a person having at least ten (10) years’ experience and knowledge about commercial leasing and property management. The arbitration shall be held within sixty (60) days of Landlord notifying Tenant it disputes Tenant’s cure. The costs of the arbitrator shall be shared equally by the parties. The prevailing party shall be entitled to an award of reasonable attorney’s fees. The arbitrator’s award shall be final and binding on the parties. 2. If Landlord commits a default that materially affects Tenant’s use of the Premises after Substantial Completion, and Landlord has failed to commence to cure such default within thirty (30) days of receipt by Landlord of notice of default (or such shorter time as is commercially reasonable in the case of an emergency threatening imminent harm to persons or property), and the default is not reasonably cured by Tenant performing labor or similar cure, Tenant may elect to a) seek specific performance of the Landlord in court, or b) terminate this Formatted: Normal, Indent: First line: 0" Formatted: Font: Times New Roman, 12 pt 83 AUKEEN DISTRICT COURT EXPANSION LEASE Page 18 Lease. In the event Tenant elects termination, Tenant shall be entitled to a refund as calculated by applying the formula provided in Exhibit D. Either election remedy (specific performance or termination) by Tenant shall be Tenant’s exclusive remedy. Tenant shall have no right to terminate the Lease prior to Substantial Completion, but shall be limited to specific performance. SECTION 15: RIGHTS RESERVED BY LANDLORD Except to the extent expressly limited herein, Landlord reserves full rights to control the Property (which rights may be exercised without subjecting Landlord to claims for constructive eviction, abatement of Rent, damages or other claims of any kind), including more particularly, but without limitation, the following rights: A. GENERAL MATTERS To: (i) change the name of the Building or Property or designation of the Premises (subject to restrictions in 15.C. below), (ii) install and maintain signs on the exterior and interior of the Building or Property, and grant any other person the right to do so, (iii) retain at all times, and use in appropriate instances, keys to all doors within and into the Premises, subject to Tenant’s security rights under Section 5 above, (iv) grant to any person the right to conduct any business or render any service at the Property, whether or not the same are similar to the use permitted Tenant by this Lease, but only so long as those uses are not incompatible with Tenant’s use of the Premises, (v) grant any person the right to use separate security personnel and systems respecting access to their premises, subject to Section 5, (vi) have access for Landlord and other tenants of the Building to any mail chutes located on the Premises according to the rules of the United States Postal Service (and to install or remove such chutes), and (vii) in case of fire, invasion, insurrection, riot, civil disorder, emergency or other dangerous condition, or threat thereof: (a) limit or prevent access to the Building or Property or Premises, (b) shut down services, and (c) otherwise take such action or preventative measures deemed necessary by Landlord for the safety of tenants of the Building or Property or the protection of the Building or Property and other property located thereon or therein (but this provision shall impose no duty on Landlord to take such actions, and no liability for actions taken in good faith). B. ACCESS TO PREMISES To enter the Premises in order to inspect, supply cleaning service or other services to be provided Tenant hereunder, and perform any work or take any other actions under Section 15.C below, or exercise other rights of Landlord under this Lease or applicable Laws, subject to Tenant’s security rights under Section 5 above. However, Landlord shall: (a) provide reasonable advance written notice to Tenant’s court administrator or other appropriate person for matters which will involve a significant disruption to Tenant’s business (except in emergencies), (b) take reasonable steps to minimize any significant disruption to Tenant’s business, and following completion of any work, return Tenant’s leasehold improvements, fixtures, property and equipment to the original locations and condition to the fullest extent reasonably possible, and (c) take reasonable steps to avoid materially changing the configuration or reducing the square footage of the Premises, unless required by Laws or other causes beyond Landlord’s reasonable 84 AUKEEN DISTRICT COURT EXPANSION LEASE Page 19 control (and in the event of any permanent material reduction, the Base Rent and Additional Rent and other rights and obligations of the parties based on the square footage of the Premises shall be proportionately reduced). Tenant shall not place partitions, furniture or other obstructions in the Premises which may prevent or impair Landlord’s access to the systems and equipment for the Property or the systems and equipment for the Premises. If Tenant requests that any such access occur before or after Landlord’s regular business hours and Landlord approves, Tenant shall pay all overtime and other additional costs in connection therewith. C. CHANGES TO THE PROPERTY To: (i) paint and decorate, (ii) perform repairs or maintenance, and (iii) make replacements, restorations, renovations, alterations, additions and improvements, structural or otherwise in and to the Building or Premises or any part thereof, including any adjacent building, structure, facility, land, street or alley, or change the uses thereof (including changes, reductions or additions of corridors, entrances, doors, lobbies, parking facilities and other areas, structural support columns and shear walls, elevators, stairs, escalators, mezzanines, solar tint windows or film, kiosks, planters, sculptures, displays, and other amenities and features therein, and changes relating to the connection with or entrance into or use of the Building or Premises or any other adjoining or adjacent building or buildings, now existing or hereafter constructed). Provided that Landlord shall have no right to reduce the square footage of the Premises or change the designation of the Premises from that built per the Final Approved Design (as amended by Field Change Orders) unless otherwise agreed in writing by the parties. In connection with such matters, Landlord may among other things erect scaffolding, barricades and other structures, open ceilings, close entry ways, restrooms, elevators, stairways, corridors, parking and other areas and facilities, and take such other actions as Landlord deems appropriate. However, Landlord shall: (a) take reasonable steps to minimize or avoid any denial of access to the Premises except when necessary on a temporary basis, and (b) in connection with entering the Premises shall comply with Section 15.B above. SECTION 16: INTENTIONALLY OMITTED SECTION 17: RELEASE AND INDEMNITY A. INDEMNITY 1. Tenant shall indemnify, defend (using legal counsel reasonably acceptable to Landlord) and save Landlord harmless from all claims, suits, losses, damages, fines, penalties, liabilities and expenses (including Landlord’s reasonable attorneys fees incurred in connection with claims prior to Tenant’s acceptance of its indemnity and defense obligations hereunder, regardless of whether such claims involve litigation) resulting from any actual or alleged injury (including death) of any person or from any actual or alleged loss of or damage to any property occurring during the Term of this Lease and arising out of or in connection with (i) Tenant’s occupation, use or improvement of the Premises, including Tenant's Work as provided in Exhibit C or that of its employees, agents or contractors, (ii) Tenant’s breach of its obligations hereunder or (iii) any negligent act or omission of Tenant or any subtenant, licensee, assignee or concessionaire of Tenant, or of any officer, agent, employee, or contractor of Tenant. Nothing in 85 AUKEEN DISTRICT COURT EXPANSION LEASE Page 20 this Section 17.A shall require Tenant to protect, defend and indemnify Landlord to the extent of Landlord’s negligence. This indemnity with respect to acts or omissions during the term of this Lease shall survive termination or expiration of this Lease. The foregoing indemnity covers actions brought by Tenant’s own employees and it is specifically and expressly intended to constitute a waiver of Tenant’s immunity, as respects the Landlord only, under Washington’s Industrial Insurance Act, RCW Title 51, only to the extent necessary to provide Landlord with a full and complete indemnity from claims made by Tenant and its employees, to the extend provided herein. Tenant shall promptly notify Landlord of casualties or accidents occurring in or about the Premises. LANDLORD AND TENANT ACKNOWLEDGE THAT THE INDEMNIFICATION PROVISIONS OF SECTION 17 AND SECTION 24 WERE SPECIFICALLY NEGOTIATED AND AGREED UPON BY THEM. 2. Landlord shall indemnify, defend (using legal counsel reasonably acceptable to Tenant) and save Tenant harmless from all claims, suits, losses, damages, fines, penalties, liabilities and expenses (including Tenant’s reasonable attorneys fees incurred in connection with claims prior to Landlord’s acceptance of its indemnity and defense obligations hereunder, regardless of whether such claims involve litigation) resulting from any actual or alleged injury (including death) of any person or from any actual or alleged loss of or damage to any property occurring during the Term of this Lease and arising out of or in connection with (i) Landlord’s occupation, use or improvement of the Property, or that of its employees, agents or contractors, (ii) Landlord’s breach of its obligations hereunder, or (iii) any negligent act or omission of Landlord or any subtenant, licensee, assignee or concessionaire of Landlord, or of any officer, agent, employee, or contractor of Landlord. Nothing in this Section 17.A shall require Landlord to protect, defend and indemnify Tenant to the extent of Tenant’s negligence. This indemnity with respect to acts or omissions during the term of this Lease shall survive termination or expiration of this Lease. The foregoing indemnity covers actions brought by Landlord’s own employees and it is specifically and expressly intended to constitute a waiver of Landlord’s immunity, as respects the Tenant only, under Washington’s Industrial Insurance Act, RCW Title 51, only to the extent necessary to provide Tenant with a full and complete indemnity from claims made by Landlord and its employees, to the extend provided herein. LANDLORD AND TENANT ACKNOWLEDGE THAT THE INDEMNIFICATION PROVISIONS OF SECTION 17 AND SECTION 24 WERE SPECIFICALLY NEGOTIATED AND AGREED UPON BY THEM. B. RELEASE Landlord and Tenant hereby fully and completely waives and releases all claims against each other for any losses or other damages sustained by the other party or any person claiming through the other party resulting from any accident or occurrence in or upon the Property, Building, and Premises, or any act, omission or negligence of co-tenants, licensees or any other persons or occupants of the Building; provided only, that the releases contained in this Section 17.B shall not apply to claims for actual damage to persons or property resulting from the negligence or willful misconduct of the party making the claim. C. LIMITATION ON INDEMNITY 86 AUKEEN DISTRICT COURT EXPANSION LEASE Page 21 In compliance with RCW 4.24.115 as in effect on the date of this Lease, all provisions of this Lease pursuant to which Landlord or Tenant (the ―Indemnitor‖) agrees to indemnify the other (the ―Indemnitee‖) against liability for damages arising out of bodily injury to persons or damage to property relative to the construction, alteration, repair, addition to, subtraction from, improvement to, or maintenance of, any building, road, or other structure, project, development, or improvement attached to real estate, including the Premises, (i) shall not apply to damages caused by or resulting from the negligence of the Indemnitee, its agents or employees, and (ii) to the extent caused by or resulting from the concurrent negligence of (a) the Indemnitee or the Indemnitee’s agents or employees, and (b) the Indemnitor or the Indemnitor’s agents or employees shall apply only to the extent of the Indemnitor’s negligence. D. DEFINITIONS As used in any Section of this Lease establishing indemnity or release of Landlord, ―Landlord‖ shall include Landlord, its directors, elected officials, agents, employees and contractors, and ―Tenant‖ shall include Tenant and any person or entity claiming through Tenant. SECTION 18: INTENTIONALLY OMITTED SECTION 19: TERMINATION FOR CONVENIENCE This Section 19 is in addition to any other provision of this Lease authorizing or otherwise relating to early termination of this Lease. Landlord shall have no right to terminate for convenience pursuant to this Section 19 in the period prior to Substantial Completion of Tenant's Work. A. TERMINATION FOR CONVENIENCE – SALE NOTICE Landlord may terminate this Lease for convenience following Substantial Completion of Tenant's Work upon providing ninety (90) days advance written notice in the form of a Sale Notice to Tenant, which shall be commensurate with and in the form required in the Right of First Offer contained in Rider One. B. PRE-TERMINATION OBLIGATIONS Termination shall not release Tenant from any liability or obligation with respect to any matter occurring prior to such termination. Should Tenant not elect to purchase the Property, Landlord shall refund to Tenant an amount determined by the application of the formula prescribed in Exhibit D. 87 AUKEEN DISTRICT COURT EXPANSION LEASE Page 22 SECTION 20: EXPIRATION OF LEASE TERM Upon the expiration of the Lease Term, excluding termination pursuant to Section 3.D, unless Landlord has approved the Tenant Holding Over as provided in Section 21, or Landlord has offered, and Tenant has agreed, to exercise its Right of First Offer as provided in Rider One, Tenant shall vacate the Premises leaving them in good condition, ordinary wear and tear excepted. SECTION 21: HOLDING OVER If the Tenant shall, with the written consent of Landlord, holdover after the expiration of the term of this Lease, such tenancy shall be for an indefinite period of time on a month to month tenancy, such tenancy may be terminated as provided by the laws of the State of Washington. During such tenancy Tenant agrees to pay to the Landlord the same rate of rental as set forth herein, unless a different rate is agreed upon, and to be bound by all of the terms, covenants, and conditions as herein specified, so far as applicable. SECTION 22: DISPOSITION OF BUILDING UPON TERMINATION OR EXPIRATION OF LEASE Upon termination of this Lease, other than termination for convenience pursuant to Section 19, including any default termination, or upon expiration of this Lease, Landlord shall have the right in its sole discretion to determine whether to sell or retain the Building and Property. If Landlord determines to sell the Building, it agrees to also simultaneously sell the Property to the same purchaser. If Landlord determines to sell the Building, Tenant shall have the right to purchase the Property as provided in Rider One. Except as otherwise provided in this Lease, upon sale of the Property to Tenant or a third party, or upon a decision by Landlord to retain the Property, the price (in event of purchase by Tenant), or allocation of sale proceeds (in event of sale to a third party), or buy-out amount owed to Tenant (upon retention of the building by Landlord) shall be determined in accordance with the application of the formula described in Exhibit D. SECTION 23: TELECOMMUNICATION LINES Tenant is responsible for all installation, operation and termination charges related to its own independent telecommunications system, including, but not limited to, costs, expenses and charges for telephone equipment and line charges, line installation, inside wiring, re-configuration, and system repairs. Tenant shall install a system compatible with Landlord's system and shall coordinate and schedule with the Landlord all work by communications vendors for installation of such a compatible system. Tenant shall notify the Landlord thirty (30) days in advance of terminating their telephone service or increasing/decreasing the size of their telephone system. Tenant shall be responsible for acquiring and paying for local telephone directories. SECTION 24: HAZARDOUS SUBSTANCES; DISRUPTIVE ACTIVITIES A. PRESENCE AND USE OF HAZARDOUS SUBSTANCES 88 AUKEEN DISTRICT COURT EXPANSION LEASE Page 23 Tenant shall not, without Landlord’s prior written consent of Landlord’s sole discretion, keep on or around the Premises, Building or Property, for use, disposal, treatment, generation, storage or sale, any substances designed as, or containing components designated as, a ―hazardous substance,‖ ―hazardous material,‖ hazardous waste,‖ ―regulated substance‖ or ―toxic substance‖ (collectively referred to as ―Hazardous Substances‖). With respect to any such Hazardous Substances, Tenant shall: (i) comply promptly, timely and completely with all Laws for reporting, keeping and submitting manifests, and obtaining and keeping current identification numbers; (ii) submit to Landlord true and correct copies of all reports, manifests and identification numbers at the same time as they are required to be and/or are submitted to the appropriate governmental authorities; (iii) within five (5) days of Landlord’s request, submit written reports to Landlord regarding Tenant’s use, storage, treatment, transportation, generation, disposal or sale of Hazardous Substances and provide evidence satisfactory to Landlord of Tenant’s compliance with all applicable Laws; (iv) allow Landlord or Landlord’s agent or representative to come on the Premises at all times to check Tenant’s compliance with all applicable Laws; (v) comply with minimum levels, standards or other performance standards or requirements which may be set forth or established for certain Hazardous Substances (if minimum standards or levels are applicable to Hazardous Substances present on the Premises, such levels or standards shall be established by an on-site inspection by the appropriate governmental authorities and shall be set forth in an addendum to this Lease); and (vi) comply with all applicable Laws regarding the proper and lawful use, sale, transportation, generation, treatment and disposal of Hazardous Substances. B. MONITORING COSTS Any and all costs incurred by Landlord and associated with Landlord’s monitoring of Tenant’s compliance with this Section 24, shall be due and payable to Landlord immediately upon demand by Landlord. C. CLEANUP COSTS, DEFAULT, AND INDEMNIFICATION 1. Tenant shall be fully and completely liable to Landlord for any and all cleanup costs, and any and all other charges, fees, penalties (civil and criminal) imposed by any governmental authority with respect to Tenant’s use, disposal, transportation, generation and/or sale of Hazardous Substances, in or about the Premises, Building or Property. Tenant's obligations pursuant to this Section 24.C.1 shall survive the termination of this Lease. 2. Tenant shall fully indemnify, defend and save Landlord harmless from any and all of the costs, fees, penalties and charges assessed against or imposed upon Landlord as a result of Tenant’s use, disposal, transportation, generation and/or sale of Hazardous Substances, in or about the Premises, Building or Property. Tenant's obligations pursuant to this Section 24.C.2 shall survive the termination of this Lease. D. LANDLORD’S INDEMNITY Landlord shall fully indemnify, defend and save Tenant harmless from any and all of the costs, fees, penalties and charges assessed against or imposed upon Tenant (as well as Tenant’s 89 AUKEEN DISTRICT COURT EXPANSION LEASE Page 24 reasonable attorney fees and costs) as a result of Landlord’s use, disposal, transportation, generation and/or sale of Hazardous Substances in or about the Building, Premises or Property. SECTION 25: DISABILITIES ACTS The parties acknowledge that the Americans With Disabilities Act of 1990 (42 U.S.C. § 12101 et seq.) and regulations and guidelines promulgated thereunder (―ADA‖), and any similarly motivated state and local Laws, as the same may be amended and supplemented from time to time (collectively referred to herein as the ―Disabilities Acts‖) establish requirements for business operations, accessibility and barrier removal, and that such requirements may apply to the Premises, Building and Property depending on, among other things: (i) whether Tenant’s business is deemed a ―public accommodation‖ or ―commercial facility‖, (ii) whether such requirements are ―readily achievable‖, and (iii) whether a given alteration affects a ―primary function area‖ or triggers ―path of travel‖ requirements. The parties hereby agree that: (a) Landlord shall perform any required Disabilities Acts compliance in the common areas, except as provided below, (b) Tenant shall perform any required Disabilities Acts compliance in the Premises, including as part of Tenant's Work relating to Tenant Improvements and (c) Landlord may perform, or require that Tenant perform, and Tenant shall be responsible for the cost of, Disabilities Acts ―path of travel‖ and other requirements triggered by any public accommodation or other use of, or alterations in, the Premises by Tenant. Tenant shall be responsible for Disabilities Acts requirements relating to Tenant’s employees, and Landlord shall be responsible for Disabilities Acts requirements relating to Landlord’s employees and Disabilities Acts ―path of travel‖ and other requirements triggered by any public accommodation or other use of, or alterations in, the Building by Landlord. SECTION 26: APPRAISAL OF BUILDING A. The parties have selected Darin Shedd of Allen, Brackett, Shedd as the Appraiser to provide the Pre-Construction Appraisal Value, Post-Construction Appraisal Value, and Post- Construction Rental Value (as those terms are defined here in and in Exhibit D). In the event he/she is no longer willing or available to serve as appraiser, the parties shall select another appraiser. In the event the parties cannot agree, they shall each select an appraiser and the two appraisers shall in turn select the Appraiser. B. The Appraiser shall conduct an appraisal of the Fair Market Value of the Building as near as practicable to a date immediately prior to the Commence of Tenant’s Work; that value shall be the Pre-Construction Appraisal Value. The parties shall each pay one-half of the Appraiser's fee. C. The Appraiser shall conduct an appraisal of the Fair Market Value of the Building as near as practicable following Substantial Completion of Tenant's Work; that value shall be the Post Construction Appraisal Value. In conjunction with determining the Post Construction Appraisal Value, the Appraiser shall also conduct an appraisal to determine the Post-Construction Appraised Rent Value, which shall constitute the rental value of the Building for purposes of determining Base Rent from and after the Date of Substantial Completion. The parties shall each pay one-half of the Appraiser’s fee. 90 AUKEEN DISTRICT COURT EXPANSION LEASE Page 25 D. The Appraiser shall conduct a final appraisal, upon the request of Landlord, at the time the Lease is terminated or expires, for the purpose of determining the allocation of value in the Building and Land between Landlord and Tenant per Exhibit D, but prior to issuance of the Sale Notice pursuant to, and in conformity with, the provisions of the Right of First Offer (Rider One). SECTION 27: RIGHT OF FIRST OFFER TO PURCHASE PROPERTY In further consideration of this Lease and other related transactions set forth in the Recitals contained in Section 1, the Parties covenant to enter into the following agreements: A. Landlord and Tenant shall execute the Right of First Offer to purchase the Property attached as Rider One upon completion of the Lot Line Adjustment as provided in Section 1. B. Landlord and Tenant shall execute the Right of First Offer to purchase City real property attached as Rider Two simultaneously with the execution of Rider One. Landlord and Tenant further agree to execute and record an amendment to Rider Two incorporating the real property described in Exhibit G (also referred to as Lot B in Exhibit E) when Tenant has completed condemnation or otherwise acquired title to the Exhibit G property. SECTION 28: PARKING AND RECIPROCAL PARKING EASEMENT A. The Parties have previously executed and recorded the Reciprocal Parking Easement dated, January 22, 2003, King County recording number 20030122002929. That Easement shall be rescinded and replaced with the Reciprocal Parking Easement attached hereto as Exhibit E. The replacement Exhibit E shall be executed upon completion of the Phase V parking lot. Phase V shall consist of approximately 71 parking stalls located on Lots A and B as defined in Exhibit E and which parking shall be available for public parking uses accessory to this Lease as well as City of Kent owned facilities. Tenant shall invoice Landlord for repair and maintenance expenses of the Phase V parking in the same manner as other parking repair and maintenance expenses as provided in section 7 of Exhibit E during the term of this Lease. B. The Parties agree to work together in the scheduling of court calendars including jury trials so as to minimize parking demand at the Building. SECTION 29: SUBORDINATION, ATTORNMENT AND LENDER PROTECTION In the event Tenant fails to exercise its Right of First Offer to purchase the Property and provided Tenant is presented a Subordination, Non-Disturbance and Attornment Agreement in a commercially reasonable form as shall be reasonably acceptable to Tenant and such non- subordinating party (the "SNDA"), this Lease shall be subject and subordinate to all Mortgages now or hereafter placed upon the Property, Building, Premises or any interest of Landlord therein, and all other encumbrances, and matters of public record applicable to the Property, Building or Premises. Tenant agrees upon written request of any purchaser at the time of sale, to attorn and pay Base Rent and Additional Rent to such party, and recognize such party as Landlord (provided such purchaser shall agree not to disturb Tenant’s occupancy so long as 91 AUKEEN DISTRICT COURT EXPANSION LEASE Page 26 Tenant does not Default hereunder, on a form customarily used by, or otherwise reasonably acceptable to, such party). However, in the event of attornment, no purchaser or lender shall be: (i) liable for any act or omission of Landlord, or subject to any offsets or defenses which Tenant might have against Landlord (arising prior to such purchaser becoming Landlord under such attornment), and (ii) liable for any security deposit or bound by any prepaid Rent not actually received by such purchaser. Any lender may elect to make this Lease prior to the lien of its mortgage by written notice to Tenant, and if the lender of any prior mortgage shall require, this Lease shall be prior to any subordinate mortgage; such elections shall be effective upon written notice to Tenant, or shall be effective as of a later date set forth in such notice. Tenant agrees to give any lender by certified mail, return receipt requested, a copy of any notice of default served by Tenant upon Landlord, provided that prior to such notice Tenant has been notified in writing (by way of service on Tenant of a copy of an assignment of leases, or otherwise) of the address of such lender. SECTION 30: ESTOPPEL CERTIFICATES Tenant shall from time to time, within ten (10) business days after written request from Landlord, execute, acknowledge and deliver a statement certifying: (i) that this Lease is unmodified and in full force and effect or, if modified, stating the nature of such modification and certifying that this Lease as so modified, is in full force and effect (or specifying the ground for claiming that this Lease is not in force and effect); (ii) the dates to which the Rent has been paid, (iii) that Tenant is in possession of the Premises, and the status of any unpaid Base Rent or Additional Rent; or offsets, defenses or claims, or specifying the same if any are claimed; (iv) that there are not, to Tenant’s knowledge, any uncured defaults on the part of Landlord or Tenant which are pertinent to the request, or specifying the same if any are claimed; and (v) certifying such other matters as Landlord may reasonably request, or as may be requested by Landlord’s prospective purchasers and their lenders, insurance carriers, and auditors. Any such statement may be relied upon by any such parties. If Tenant shall fail to execute and return such statement within the time required herein, Tenant shall be deemed to have agreed with the matters set forth therein, and Landlord acting in good faith shall be authorized as Tenant’s agent and attorney-in- fact to execute such statement on behalf of Tenant (which shall not be in limitation of Landlord’s other remedies). SECTION 31: NOTICES All notices to be given hereunder shall be in writing and shall be personally delivered, mailed, or sent by facsimile and addressed to the party at their respective mailing addresses as follows: To Lessor at: King County Property Services Division Attn: Leasing Supervisor King County Administration Building 500 Fourth Avenue, Room 500 Seattle, Washington 98104 92 AUKEEN DISTRICT COURT EXPANSION LEASE Page 27 To Lessee at: City of Kent Attn: Facilities Manager 220 Fourth Avenue South Kent, Washington 98032 SECTION 32: MISCELLANEOUS A. CAPTIONS AND INTERPRETATION The captions of the Sections and Paragraphs of this Lease are for convenience of reference only and shall not be considered or referred to in resolving questions of interpretation. Tenant acknowledges that it has read this Lease and that it has had the opportunity to confer with counsel in negotiating this Lease; accordingly, this Lease shall be construed neither for nor against Landlord or Tenant, but shall be given a fair and reasonable interpretation in accordance with the meaning of its terms. The neuter shall include the masculine and feminine, and the singular shall include the plural. The term ―including‖ shall be interpreted to mean ―including, but not limited to.‖ B. SURVIVAL OF PROVISIONS All obligations (including indemnity, Rent and other payment obligations) or rights of either party arising during or attributable to the period prior to expiration or earlier termination of this Lease shall survive such expiration or earlier termination. C. SEVERABILITY If any term or provision of this Lease or portion thereof shall be found invalid, void, illegal, or unenforceable generally or with respect to any particular party, by a court of competent jurisdiction, it shall not affect, impair or invalidate any other terms or provisions or the remaining portion thereof, or its enforceability with respect to any other party. D. FORCE MAJEURE (1). Landlord. Landlord shall have no liability whatsoever to Tenant on account of Landlord’s inability to perform any of its obligations under this Lease, in whole or part, including the restoration of the Building and the Premises following damage or destruction, as a result of ―force majeure,‖ which shall include (a) strike, lockout, other labor trouble, dispute or disturbance; (b) governmental regulation, moratorium, action, preemption or priorities or other controls; (c) shortages of fuel, supplies or labor, other than those which were reasonably foreseeable; (d) any failure or defect in the supply, quantity or character of electricity or water furnished to the Premises by reason of any requirement, act or omission of the public utility or others furnishing the Building with electricity or water; and (e) for any other reason, whether similar or dissimilar to the above, or for Act of God, beyond Landlord’s reasonable control and 93 AUKEEN DISTRICT COURT EXPANSION LEASE Page 28 which were not reasonably foreseeable. If this Lease specifies a time period for performance of an obligation of Landlord to complete Landlord’s Work, or the restoration of the Building and the Premises following damage or destruction, that time period shall be extended by the period of any delay in Landlord’s performance caused by any of the events of force majeure described herein. (2) Tenant. Tenant shall have no liability whatsoever to Landlord on account of Tenant’s inability to timely complete Tenant’s Work as a result of ―force majeure,‖ which shall include (a) strike lockout, other labor trouble, dispute or disturbance; (b) governmental regulation, moratorium, action, preemption or priorities or other controls; (c) shortages of fuel, supplies or labor; (d) any failure or defect in the supply, quantity or character of electricity or water furnished to the Premises by reason of any requirement, act or omission of the public utility or others furnishing the Building with electricity or water; and (e) for any other reason, whether similar or dissimilar to the above, or for Act of God, beyond Tenant’s reasonable control. If this Lease specifies a time period for performance of an obligation of Tenant to complete Tenant’s Work, or the restoration of Tenant’s Work following damage or destruction, that time period shall be extended by the period of any delay in Tenant’s performance caused by any of the events of force majeure described herein. Nothing in this section shall be construed as excusing or delaying the obligation of Tenant to pay in a timely manner when due any Rent or other amounts due under this Lease. E. APPLICABLE LAW AND OTHER MATTERS This Lease shall be interpreted and construed under and pursuant to the laws of the State of Washington. Any action regarding or arising from this Lease shall be brought in the Washington State Superior Court located in the county where the Property is located. Time is of the essence of this Lease. In the event an attorney is engaged by either party to enforce the terms of this Lease or in the event suit is brought relating to or arising from this Lease, the prevailing party shall be entitled to recover from the other party its reasonable attorney fees and costs. SECTION 33: ENTIRE AGREEMENT This Lease, together with the Riders and Exhibits (which collectively are hereby incorporated where referred to herein and made a part hereof as though fully set forth), contain all the terms and provisions between Landlord and Tenant relating to the matters set forth herein and no prior or contemporaneous agreement or understanding pertaining to the same shall be of any force or effect, except any such contemporaneous agreement specifically referring to and modifying this Lease, signed by both parties. Neither this Lease, nor any Riders or Exhibits referred to above may be modified, except in writing signed by both parties; provided, in the event the consent of Landlord’s lender (if any) is required as a condition to the effectiveness of any amendment or modification, such modification or amendment shall not be effective until Landlord provides Tenant notice of any such Lender’s written consent. IN WITNESS WHEREOF, the parties have executed this Lease, which shall become effective on the last date entered below. 94 AUKEEN DISTRICT COURT EXPANSION LEASE Page 29 LANDLORD: KING COUNTY BY: Ronald Sims, King County Executive APPROVED AS TO FORM: BY: Timothy P. Barnes, Sr. Deputy Prosecuting Attorney TENANT: CITY OF KENT BY: Suzette Cooke, Mayor APPROVED AS TO FORM: BY: City Attorney’s Office P:\Civil\Files\OpenFiles\0676\AukeenLease7-14-08.doc 95 AUKEEN DISTRICT COURT EXPANSION LEASE Page 30 LANDLORD ACKNOWLEDGMENT STATE OF WASHINGTON ) ) ss. COUNTY OF KING ) I, the undersigned, a Notary Public, in and for the County and State aforesaid, do hereby certify that ____________________, personally known to me to be the ____________ and personally known to me to be the same person whose name is subscribed to the foregoing instrument, appeared before me this day in person and acknowledged that in such capacity of said limited liability company being authorized so to do, (s)he executed the foregoing instrument on behalf of said company, by subscribing the name of such company by himself/herself as such officer, as a free and voluntary act, and as the free and voluntary act and deed of said company, as member or agent for the Landlord designated in the foregoing instrument, for the uses and purposes therein set forth. GIVEN under my hand and official seal this _____ day of _______________, 200_. Notary Public [Printed Name] Residing at My Commission Expires: 96 AUKEEN DISTRICT COURT EXPANSION LEASE Page 31 TENANT ACKNOWLEDGMENT STATE OF WASHINGTON ) ) ss. COUNTY OF KING ) On this the ____ day of ______________, 20___, before me a Notary Public duly authorized in and for the said County in the State aforesaid to take acknowledgments personally appeared _______________________________________________________ known to me to be ________ of KING COUNTY, the political subdivision of the State of Washington described in the foregoing instrument, and acknowledged that as such officer, being authorized so to do, (s)he executed the foregoing instrument on behalf of said State by subscribing the name of such State by himself/herself as such officer, as his free and voluntary act, and as the free and voluntary act of said State, for the uses and purposes therein set forth. IN WITNESS WHEREOF, I hereunto set my hand and official seal. Notary Public [Printed Name] Residing at My Commission Expires: 97 AUKEEN DISTRICT COURT EXPANSION LEASE Page 32 EXHIBIT A: Diagram of Property Before Tenant’s Works EXHIBIT A (DIAGRAM OF BUILDING BEFORE TENANT'S WORK) 98 AUKEEN DISTRICT COURT EXPANSION LEASE Page 33 EXHIBIT A-1: Diagram of Property After LLA EXHIBIT A-1 (DIAGRAM OF BUILDING AFTER TENANT’S WORK) [To be inserted after substantial completion] 99 AUKEEN DISTRICT COURT EXPANSION LEASE Page 34 EXHIBIT B: Legal Description at Execution of Lease EXHIBIT B (LEGAL DESCRIPTION OF PROPERTY AT EXECUTION OF LEASE) 100 AUKEEN DISTRICT COURT EXPANSION LEASE Page 35 EXHIBIT B-1: Legal Description after LLA EXHIBIT B-1 (LEGAL DESCRIPTION OF PROPERTY AFTER LLA) [To be developed after execution of Lease] 101 AUKEEN DISTRICT COURT EXPANSION LEASE Page 36 EXHIBIT C: Work Letter Agreement – Tenant Improvements and Tenant’s Work EXHIBIT C WORK LETTER ADDENDUM TENANT IMPROVEMENTS AND TENANT’S WORK This Work Letter Addendum is part of and incorporated into that certain Lease (the ―Lease‖) between King County, a political subdivision of the State of Washington (hereafter ―Landlord‖) and the City of Kent, a municipal corporation (collectively "Parties"), for the Premises, as defined in Section 1.B of the Lease, located at 1210 S. Central Avenue, Kent, WA 98032. Capitalized terms in this Work Letter Addendum shall have the meanings set forth in the Lease. In case of conflicting definitions or terms, the definitions contained herein shall control. 1.0 GENERAL INTENT It is the intent of this Work Letter Addendum ("Work Letter") that Tenant shall construct ―Tenant’s Work‖ in accordance with the Final Approved Design (described below) so long as the same is done at the sole cost and risk of Tenant. The Final Approved Design shall contain the detailed design work necessary to achieve the design contained in the Attachment 1 Preliminary Approved Design. Tenant's Work shall include all tenant improvements to the Building (the ―Tenant Improvements‖) required in the Final Approved Design. As more fully set out in the Preliminary Approved Design, and incorporated into the Final Approved Design pursuant to the process contained below, the Building, upon completion of Tenant Improvements shall include at minimum the following: 1.1 A new total of seven (7) courtrooms (four (4) existing and three (3) new), five (5) of which will have a jury room with restroom facilities. 1.2 A new total of seven (7) judge’s chambers (four (4) existing and three (3) new),, accessible to courtroom or via secure hallway. 1.3 A new total of five (5) service windows (three (3) existing and two (2) new), to be allocated as three (3) for district court and two (2) for municipal court. 1.4 One private public defender screening room. 1.5 Administrative space to accommodate the district court and municipal court staff as depicted in Attachment 1. 1.6 One (1) private office for the district court administrator and one (1) private office for the municipal court administrator. 1.7 Expanded lobby area to accommodate additional traffic flow, including information area, ATM, public phone, computer kiosk, and other elements included in the Preliminary Approved Design. 1.8 An office for Tenant's Security Officer. 102 AUKEEN DISTRICT COURT EXPANSION LEASE Page 37 EXHIBIT C: Work Letter Agreement – Tenant Improvements and Tenant’s Work 1.9 Administrative space for five (5) probation staff (or Landlord's prosecutorial staff) including not less than three (3) private offices/interview rooms. The space will have security entrance and a lobby phone to contact staff in the secured space. 1.10 One (1) conference room. 1.11 One (1) holding cell. 1.12 File storage space to meet the needs of municipal court and district court. 1.13 One ―information technology‖ closet for Tenant (in addition to existing Landlord "information technology closet"). 1.14 All interior signage, including but not limited to court rooms, rest rooms, jury rooms, chambers, professional offices, staff areas and exits. 2.0 CONSTRUCTION DOCUMENTS. 2.1 Tenant will obtain all necessary plans required for the performance of Tenant's Work addressed in this Work Letter, including plans and specifications for the Tenant Improvements (the ―Preliminary Approved Design‖ and ―Final Approved Design") which are prepared by Tenant’s architect and which present a full and complete accounting of the scope of the Tenant Improvements. Tenant designates Dave Clark as architect ("Architect") for the Preliminary Approved Design. Tenant’s designation of an architect may be changed by written notice to Landlord. 2.2 The Preliminary Approved Design shall include construction drawings and specifications for the Tenant Improvements, including but not limited to any alterations, improvements or upgrades to Landlord's existing Building mechanical or electrical systems necessitated by the Tenant Improvements. Tenant shall contract directly with Architect for preparation of all design work. The Preliminary Approved Design at the thirty (30) percent plan development stage is attached to this Work Letter Attachment 1. Tenant shall provide the Preliminary Approved Design consistent with Attachment 1 to Landlord at 60%, 90% and 100% plan development stages for its review and written approval. Landlord approvals, comments or requests for revisions to the Preliminary Approved Design must be identified by Landlord and returned to Tenant within seven (7) business days after Landlord’s receipt. For each day beyond the seven (7) business days, one day shall be added to the six (6) month deadline for submission of the Preliminary Approved Design for 100 percent plan development stage provided in Section 2.B.5 of the Lease. Any revisions by Landlord to the Preliminary Approved Design shall similarly be responded to by Tenant within seven (7) business days after Tenant’s receipt. The Preliminary Approved Design so approved by Landlord at the 100% complete stage shall become the Final Approved Design for all purposes hereunder, subject only to approved Field Change Orders in accordance with section 3.0 below. The Final Approved Design, once 103 AUKEEN DISTRICT COURT EXPANSION LEASE Page 38 EXHIBIT C: Work Letter Agreement – Tenant Improvements and Tenant’s Work approved and signed by Landlord, shall be incorporated into this Work Letter as Attachment 2. Tenant shall also obtain the appropriate building permits and other approvals, and shall construct the Tenant Improvements in accordance with the Final Approved Design. At no time will any cost of construction of Tenant's Work become an obligation of Landlord. Tenant shall perform all work necessary to Substantially Complete the Tenant Improvements within the time periods specified in Section 3 of the Lease at Tenant's sole cost, expense and liability. 2.3 Landlord’s approval of the Preliminary Approved Design at the 60%, 90% and 100% review stages shall not be unreasonably withheld. Should Landlord and Tenant disagree as to the approval of the Preliminary Approved Design at any stage requiring Landlord approval, the King County director of the facilities management division and the Kent director of parks and community services shall attempt to resolve the dispute within five (5) days, and if not successful, shall submit the dispute in writing with appropriate documentation to the King County chief administrative officer or his designee for a decision, which shall be rendered within three (3) business days and shall be final and binding on both Landlord and Tenant. If the decision of the King County chief administrative officer is not rendered within three (3) business days of written notification of the dispute being submitted to him, Landlord's approval shall be deemed granted. The number of days used to obtain this decision shall be added to the six (6) month deadline to submit plans in Section 2.B.5 of the Lease. If Tenant disagrees with the decision of the King County Chief Administrative Officer, Tenant may provide Landlord written notice within seven (7) days of receiving Landlord's decision of its intention to immediately terminate this Work Letter addendum, in which case Tenant shall simultaneously terminate the Lease upon 16 months advance written notice to Landlord and Landlord and Tenant shall have no further rights or obligations thereunder. In case of such termination, the Lease and all of its terms excluding those pertaining to Tenant's Work shall remain in effect and Tenant shall vacate the Premises promptly after 16 months. In the event this Section 2.3 conflicts with any other provision of the Work Letter or Lease, this Section 2.3 shall control. 2.4 Landlord and Tenant agree that the Final Approved Design, once reviewed by Tenant and Landlord and approved in writing by Landlord and Tenant, and any Field Change Orders approved in accordance with Section 3.0 below, shall represent the complete understanding between Landlord and Tenant as to the scope of the Tenant Improvements to be constructed under the Lease and this Work Letter. 3.0 FIELD CHANGE ORDERS 3.1 Revisions to the Final Approved Design, if any, are to be accomplished by Field Change Orders. A ―Field Change Order‖ is a document which details the scope of a requested change to any work set forth in the Final Approved Plans and bears the signature of Landlord's and Tenant’s project manager, and if required, other representative's of Landlord and Tenant, (as provided below) approving such change. Field Change Orders shall be approved by Landlord and Tenant prior to being executed or acted upon by Tenant's contractor. With the exception of Section 3.5 below, the cost of any Field Change Order shall be the sole responsibility of Tenant. 3.2 In order to avoid delays in construction, in the event the cost of the work included in a Field Change Order request is Fifty Thousand Dollars ($50,000) or less, the aggregate 104 AUKEEN DISTRICT COURT EXPANSION LEASE Page 39 EXHIBIT C: Work Letter Agreement – Tenant Improvements and Tenant’s Work amount of Field Change Order requests has not exceeded Three Hundred Thousand Dollars ($300,000), and the Field Change Order will not likely result in a delay in the Substantial Completion date, Landlord's project manager shall have authority to provide the necessary approval in writing on Landlord’s behalf promptly with proper documentation and cost itemization to follow. In addition, Landlord's project manager may approve Field Change Orders on an emergency basis for those whichif he/she reasonably believes will result in that unreasonable delays in the construction schedule or unreasonable cost increases which cancannot otherwise be avoided only by timelyexpedited approval, but excluding any proposed Field Change Orders which fall within the provision of Section 3.3 below. All other Field Change Orders must be approved in advance on behalf of Landlord by Landlord's director of the facilities management division. 3.3 With the exception of Section 3.5 below, the cost of any Field Change Order shall be the sole responsibility of Tenant. In the event Landlord and Tenant, in the opinion of either facilities director, cannot agree upon the terms or necessity of a proposed Field Change Order which has the potential to cause a material deviation from the Final Approved Design, the King County chief administrative officer, in consultation with the City director of parks and community services, shall within three (3) business days of either party submitting same to the King County chief administrative officer in writing with appropriate documentation, render a decision which shall be communicated to Tenant in writing and shall be final and binding on both Landlord and Tenant. Disputes involving the terms or necessity of proposed Field Change Orders which do not have the potential to cause a material deviation from the Final Approved Design shall be resolved mutually by Landlord and Tenant. TheThe number of days required to render a decision in accord with this section shall be added to the eleven (11) month deadline in Section 2.B.5 of the Lease. 3.4 Landlord and Tenant shall provide each other written notice of the name and contact information of the individual designated as its project manager. Project managers shall be available on not more than one (1) business day notice to be present at the job site to respond to questions and Field Change Order issues. Approved Field Change Orders shall, if necessary, be accompanied by written amendments to the Lease adjusting the date for Substantial Completion and associated provisions in the Lease accordingly. 3.5 Landlord shall have authority to initiate Field Change Orders based upon aesthetics, practical considerations, cost savings, materials, and other discretionary purposes at Landlord's expense. Landlord shall also bear the cost of Tenant-initiated Field Change Orders arising from Maintenance issues which were not reasonably discoverable by Tenant, its agents, contractors or consultants, exercising due diligence prior to Tenant's preparation of its contract with its contractor. For purposes of this Section 3.5, "Maintenance" shall mean repair and replacement of existing Building systems for the purpose of operating such systems as originally intended, for reasonable use and operation of the Building as configured prior to this Lease and excluding alterations, improvements, interconnections, and upgrades to any Building system or structures necessary to achieve the Tenant's Improvements contemplated herein. 3.6 Landlord shall further have authority to initiate Field Change Orders based on commercially reasonable decisions that errors have occurred. The categories of errors subject to 105 AUKEEN DISTRICT COURT EXPANSION LEASE Page 40 EXHIBIT C: Work Letter Agreement – Tenant Improvements and Tenant’s Work this Section 3.6 shall include design errors, construction errors, architecture and engineering discrepancies, design and construction discrepancies, mutual mistake, lack of coordination between new and existing systems, or any other foreseen or unforeseen error, mistake, condition or discrepancy of any kind, except as provided in Section 3.5. 3.7 Tenant's contract, including all planned specifications therein, shall include provisions which require all work necessary to coordinate existing Building systems (mechanical, electrical, etc.) and structures with newly constructed systems and structures. Tenant shall ensure that all mechanical and other systems installed are compatible with and integrated into the Building control systems. 3.8 Tenant’s project manager shall oversee the daily construction activities on the Property. Landlord and Tenant acknowledge that Landlord’s project manager shall have the opportunity to inspect construction, attend construction meetings and receive copies of all construction meeting minutes, and in the event Landlord’s project manager becomes aware of any error or problem with respect to Tenant’s performance or construction of Tenant’s Work, or deviation from the Final Approved Design, Landlord’s project manager shall provide Tenant notice of the same so that Tenant may take any corrective action it deems appropriate. Landlord's failure to exercise its rights pursuant to this section 3.8 shall not constitute a waiver of rights to enforce any other provision of this Work Letter addendum or the Lease. Landlord shall fully cooperate with Tenant in responding to requests for information from Tenant's contractor. Tenant's project manager shall respond to Landlord's requests for information as expeditiously as possible. 3.9 For purposes of this Work Letter, the term "contractor" shall be a reference to Tenant's prime construction contractor. The term contract shall mean the document issued by the Tenant on which prospective contractors must bid and which shall become the construction agreement between Tenant and its contractor. 4.0 CONSTRUCTION OF TENANT IMPROVEMENTS 4.1 Tenant acknowledges that it is solely responsible for the Tenant Improvements contained in this Work Letter and that it will enter into a construction contract with a contractor of its choosing. 4.2 The Final Approved Design, and the terms of this Work Letter shall be the basis of Tenant's solicitation of bids from prospective contractors to construct the Tenant Improvements. 4.3 Given that Tenant’s Work will include tying into the Building’s existing systems, prior to Tenant's submittal of 60 percent design documents, Tenant shall establish the ―as is‖ condition of the Building’s mechanical and electrical systems through an agreed upon qualified third party consultant, which shall be incorporated into both the Final Approved Design and the requirements of the Tenant’s construction contract. Tenant shall provide Landlord’s project manager with a copy of the consultant’s findings. 106 AUKEEN DISTRICT COURT EXPANSION LEASE Page 41 EXHIBIT C: Work Letter Agreement – Tenant Improvements and Tenant’s Work 4.4 Prior to Commencement of Tenant’s Work, Landlord shall remove from the Property the two outdoor storage containers located near the northeast corner of the Building. These containers are located within the footprint of Tenant’s Improvements. 4.5 Prior to Substantial Completion, Tenant shall provide third party commissioning of all mechanical and electrical systems by a mutually agreed upon third party consultant.. 4.6 Warranty. Upon Substantial Completion of Tenant's Work, Tenant shall at minimum warrant to Landlord for a period of one (1) year (the ―Tenant Warranty Period‖) each of the following: (i) that Tenant’s Work has been substantially completed in accordance with the Final Approved Design (subject to completion of any customary punch list items), and (ii) that Tenant's Work is free from any material defects in workmanship or materials (the foregoing warranties collectively ―Tenant’s Warranty‖). Alternatively, Tenant may, subject to the aforementioned minimum warranty requirements, require Tenant’s contractor to provide Tenant a warranty assignable in full to Landlord for the duration of the Tenant Warranty Period. In addition to the foregoing, and upon the substantial completion of Tenant's Work, Tenant shall assign and deliver to Landlord all warranties, guarantees, maintenance contracts, and equipment warranties received by Tenant from Tenant's contractor, and any subcontractor, supplier, materialmen or equipment manufacturer arising from the performance of any part of Tenant’s Work, but only if such assignment and delivery will not adversely affect Tenant’s ability to independently enforce all such warranties, or warranty claims, against any such contractors, suppliers or materialmen during the Tenant Warranty Period. In the event any contractor, supplier, materialmen or equipment manufacturer provides a warranty that is of longer duration than Tenant’s Warranty Period, nothing herein shall be deemed to affect or limit the duration of such third party warranties. 4.7 Tenant agrees to make best efforts to seek the highest LEED certification points that are cost effective, as determined by Tenant, based on the life cycle cost analysis and the limits of available funding for the Tenant Improvements. Landlord and Tenant agree that the Preliminary Approved Design was at the 30 percent development stage as of May 2008. 5.0 CONSTRUCTION REQUIREMENTS Landlord and Tenant agree that the Building must continue to function as a courthouse during all phases of construction of the Tenant Improvements. Tenant shall be solely responsible for maintaining and safeguarding the construction site, and all related structures, appurtenances, systems and equipment at all times during construction of the Tenant Improvements. Tenant shall be responsible, either directly or indirectly through its contract with its contractor, for the following requirements, which shall be incorporated into the contract between Tenant and its contractor: 5.1 Restrictions 5.1.1 All construction work shall be performed on an off-shift basis, specifically, all construction work must take place between 3 P.M. and 10 P.M. on 107 AUKEEN DISTRICT COURT EXPANSION LEASE Page 42 EXHIBIT C: Work Letter Agreement – Tenant Improvements and Tenant’s Work weekdays, and between 3 P.M. Fridays and 6 A.M. on Mondays; provided, however, that no access shall be given nor shall any work occur in any portion of the Building accessible to the general public before 3:30 P.M. on weekdays, and no construction work shall be performed that causes disruptive noise until after 3:30 P.M. on weekdays. At no time shall the public be allowed in areas of active construction. 5.1.2 Tenant may make use of the existing water supply available at the project site for performance of the construction work as long as it does not overload the existing water supply system or cause any dangerous conditions or a condition which may impact the operation of court operations. 5.1.3 Use of the Premises shall be limited to the areas indicated on the contract documents and based upon the Final Approved Design. Keep driveways and entrances serving Building and Premises clear and available at all times during normal district court hours of operation to the public. Do not use these areas for parking or storage of materials. Move any stored products under contractor’s control that interfere with the operations of the court. 5.1.4 Schedule deliveries to minimize use of driveways and entrances; schedule deliveries to minimize space and time requirements for storage of materials and equipment on the site. 5.1.5 Coordinate use of Premises under the direction of Landlord’s project manager. 5.1.6 Construction Phasing:Given that Tenant’s Work includes both expansion of the Building and renovotion of the Building while the courts continue to operate, court personnel will need to relocate within the Building during various stages of construction. Tenant’s contractor and project manager shall schedule construction and coordinate the construction work with use of existing spaces with the district and municipal court administrators during regularly scheduled meetings. Each party will be responsible for moving its own staff. Tenant shall provide a minimum of four (4) days written advance notice to Landlord of any such requested moves. 5.1.7 Interruption of Services: Tenant’s contractor and project manager shall schedule interruption of services with district and municipal court administrators during regularly scheduled meetings, but in no case less than four (4) days prior to the scheduled interruption. 5.1.8 No signs or advertisements will be allowed to be displayed on the Property without the advance written approval of Landlord. 108 AUKEEN DISTRICT COURT EXPANSION LEASE Page 43 EXHIBIT C: Work Letter Agreement – Tenant Improvements and Tenant’s Work 5.2 Safety 5.2.1 Provide and maintain a temporary fence of the appropriate type and dimensions around all construction and materials to secure the work from unwanted visitors and to isolate potential hazards. Provide lockable gates at locations where required for access to the enclosed area. 5.2.2 Provide temporary barricades, safety guards, and warning lights at all open excavations and other unsafe areas outside fenced work areas. Barricades shall physically prohibit passage of pedestrians into excavations and other hazards. 5.2.3 Provide security/dust barricades around all work areas and maintain these for the entire construction phase. Sound attenuation barriers for applicable areas shall be constructed in areas which may be affected by construction noise. 5.2.4 Close joints between sheet materials, and seal edges and intersections with existing surfaces, to prevent penetration of dust or moisture. 5.2.5 Take all necessary precautions for the safety of employees, County and City staff, the public, and other persons on the site of the construction work. Comply with all applicable codes and ordinances to prevent accident or injury to persons on or adjacent to the Property where work is being done. Report to the Landlord's project manager immediately and in writing all accidents to persons or property occurring on the construction site or Property. 5.2.6 Comply with all governing laws, codes, and regulations to maintain required protection at all times. Include proper and adequate backup protection during any ―shut down‖ of normal protection systems. Conduct operations in a manner that is fire-safe for the construction work area and adjacent areas. Proper fire extinguishers shall be provided, identified, and maintained. The Property shall be maintained clear of rubbish, debris, or other material constituting a potential fire hazard. A proper fire separation shall be maintained between new and existing construction. 5.2.7 Where significant or continued non-compliance with fire safety is noted, Landlord reserves the right to stop the construction work at no extra costs or extension of time pending remedial action. Furthermore, Tenant's contractor shall be responsible for, and reimburse Tenant as appropriate, for any fines or penalties levied by the City of Kent. 5.3 Security 109 AUKEEN DISTRICT COURT EXPANSION LEASE Page 44 EXHIBIT C: Work Letter Agreement – Tenant Improvements and Tenant’s Work 5.3.1 Prevent damage to all Premises, and all related systems, structures, equipment, art works, and any other elements, to the extent they are not the object of replacement or modification as part of the Tenant’s Work. 5.3.2 Prevent entry into the Premises, except by authorized personnel and Landlord's employees, through use of barriers and provision of security services as necessary. 5.3.3 Prevent the creation in, and emanation from, the construction site, of odors, fumes, noise, dust, debris and any matter in levels that (i) are beyond any applicable statutes and regulations, (ii) give rise to a nuisance, inverse condemnation, trespass, waste, tort or other cause of action against Landlord, or (iii) violate any agreement, license, permit, easement or other obligation of Landlord. 5.3.4 Maintain the construction site in a clean and neat appearance at all times. Take all necessary fire prevention measures. Not allow hazardous, dangerous, or unsanitary conditions or nuisances to develop or persist at the site. 5.3.5 Initiate and maintain a specific program to prevent accumulation of debris at the construction site, storage and parking areas, and along access roads and haul routes and allow no flammable materials or other hazardous materials to be stored on the site without proper fire protection procedures and methods as approved by authority having jurisdiction. 5.3.6 Maintain storm sewers free of debris or extraneous materials; protect existing utilities from any damage or interruption of services. (Tenant shall be responsible for determining the exact location of all existing utilities, whether or not indicated on the drawings.) Coordinate the moving or adjustment of affected utilities. No interruption of service will be allowed without prior approval of Landlord. Interruptions of service will be scheduled per Section 5.1.7. 5.3.7 Security on site whenever access into the existing facility is required for work to be completed. Standards for selection of security personnel shall be subject to advance approval of Landlord. 5.3.8 Protection of work, stored materials, tools and vehicles from loss, theft and unauthorized entry. 5.3.9 Devise and initiate a construction security program in coordination with Landlord for review at the pre-construction conference. Maintain the construction security program throughout the construction period until a final occupancy permit has been issued. 110 AUKEEN DISTRICT COURT EXPANSION LEASE Page 45 EXHIBIT C: Work Letter Agreement – Tenant Improvements and Tenant’s Work 5.3.10 Abide by the law which prohibits transport of any alcoholic beverages, drugs, weapons or ammunition of any kind into the courthouse Building. 5.3.11 Storage of materials inside the Premises and Building will be coordinated with security personnel, Landlord and Tenant. All tools (ram sets, cartridges), hack saw blades, framing hammers and wire cutters, etc. will be inventoried in and out each day by security personnel. 5.3.12 All construction personnel may be subject to search each time they enter or leave the secured perimeter and buildings and shall carry a driver’s license or other government issue picture I.D. 5.3.13 Entry into the Building shall be in compliance with RCW 9A.76.140/150/160. All persons and items entering and leaving the facility are subject to search by security personnel. Security may deny entry to any personnel not previously cleared or for any suspicious behavior. 5.3.14 All of the contractor’s supervisory personnel shall be equipped with a mobile telephone for communications with the project managers and security personnel. 5.3.15 All of the contractor’s and subcontractors’ personnel will be required to undergo background checks prior to working on the site; background checks will be conducted by Landlord, and may require two (2) weeks to complete. There will be no compensable delay in the construction schedule for conduct of background checks. The contractor shall designate substitute personnel for background checks at the beginning of the job to avoid delays during the course of the work. 5.3.16 Barring of any employees from the site by security shall not be cause for any additional cost to Landlord and shall not be allowed as a reason for delays in the construction schedule. 5.3.17 Intoxicants, narcotics, dangerous drugs, firearms, edged weapons, mace, oleo capsicum, electronic weapons, ammunition, explosives, weapons, and/or anything that could be construed as a weapon (excluding construction tools) or illegal substance of any kind will be considered contraband and shall not be brought onto the Property for any reason. It will be confiscated by Security and not returned. 5.3.18 The contractor shall maintain control and accounting of all tools, materials, and equipment at all times; any loss of such items shall be reported immediately to Security and the project managers. Tools, materials, and equipment must be stored in locked metal boxes when not in use. 111 AUKEEN DISTRICT COURT EXPANSION LEASE Page 46 EXHIBIT C: Work Letter Agreement – Tenant Improvements and Tenant’s Work 5.3.19 Non-compliance with the requirements of this section 5.0 shall be considered a breeach of security. Individuals causing any breeach of security will be subject to non-admittance or expulsion from the Property and worksite and may be subject to arrest and prosecution. 5.4 Conduct of Work 5.4.1 Temporary heating and ventilation as required during construction to protect the work from freezing or frost damage, and as necessary to ensure suitable working conditions for the construction operations of all trades. In areas of the Building used for district court purposes during construction, Tenant’s Work shall not cause the temperature to be below 60 degrees Fahrenheit or above 80 degrees Farenheit. 5.4.2 Temporary heat and ventilation required to meet specified minimum conditions for installation of materials and to protect materials and finishes from damage due to temperature or humidity. 5.4.3 Adequate forced ventilation of enclosed areas to cure installed materials, disperse humidity, and prevent hazardous accumulations of dust, fumes, vapors, and gases. 5.4.4 After permanent systems are sufficiently installed, they may be used in lieu of temporary systems. (The responsibility for full operation remains with Tenant’s contractor until Substantial Completion.) Provide air filters on building fan equipment and return duct openings, heat pumps, and the like, used for temporary heat. Replace used filters with clean ones at the completion of the construction work. 5.4.5 Use of the existing electricity and lighting available at the project site for performance of the construction work as long as it does not overload the existing electrical circuitry or cause any dangerous conditions or a condition which may impact the operation of court operations. 5.4.6 Make all arrangements with the local electric company for temporary electrical service for service which exceeds existing at the site or provide on-site portable electrical generators. Provide all equipment necessary for temporary power and lighting for the safe operation of all construction tools and equipment without overloading the capacity of the existing system on site. 5.4.7 Remove all temporary wiring, lighting, and other temporary electrical equipment and devices when construction is completed. 5.4.8 Provide and maintain in a sanitary condition, closed weathertight toilets for the use of all construction personnel at a location within the job site, 112 AUKEEN DISTRICT COURT EXPANSION LEASE Page 47 EXHIBIT C: Work Letter Agreement – Tenant Improvements and Tenant’s Work complete with fixtures, water, and sewer connections and all appurtenances. Install in accordance with all applicable codes and regulations of authorities having jurisdiction. Chemical toilets may be permitted. The number of toilet rooms required shall be in accordance with the ANSI Standard Safety Code for Building Construction or other local authorities. Upon completion of the construction work, toilets and their appurtenances shall be removed. 5.4.9 The contractor’s personnel may use existing potable water available at the project site for performance of the construction work and for drinking. 5.5 Odor, Noise, and Control of Construction Impacts 5.5.1 Tenant’s contractor shall provide a portable weathertight field office at the job site with a telephone, fax machine, and email capability. 5.5.2 At no time shall the contractor cause disruption to tenants within the existing building as a result of objectionable odor producing activities, such as use of solvent-based paint or adhesive products by contractor personnel. If, in the sole opinion of Landlord, or its designee, if objectionable odor is produced, upon notification, Tenant, through its contractor, shall immediately take remedial action to address the problem. 5.5.3 Noise levels shall not exceed those for construction activities outlined in either King County Code 12.868 – 12.100 andor the Kent CityCity Code, whichever is more restrictive. 5.5.4 Furnish and maintain all pumps or other dewatering devices which may be required by this work. 5.5.5 Provide methods to control surface water and underground water (as applicable). Prevent damage to project work, site, and adjoining properties. Control excavation, grading and ditching to direct surface drainage away from construction areas, and to direct drainage to proper runoff sources. 5.5.6 Dispose of drainage water in a legal manner which prevents flooding, and other damage to any portion of the building, site or adjoining areas. 5.5.7 Apply for and obtain any required NPDES permit from the State. 5.5.8 Remove all temporary construction and facilities from structures and Property following Substantial Completion, and restore existing facilities used during construction to their original condition. Restore permanent facilities used during construction to specified condition. 113 AUKEEN DISTRICT COURT EXPANSION LEASE Page 48 EXHIBIT C: Work Letter Agreement – Tenant Improvements and Tenant’s Work 5.5.9 Provide mitigation and clean up of dust within office areas on at least a weekly basis, unless required more often. 5.6 Quality Assurance 5.6.1 Provide and maintain an effective quality control program and perform sufficient inspections and tests of all items of work, including those of subcontractors, to ensure compliance with Final Approved Design. 5.6.2 Furnish appropriate facilities, instruments, and testing devices required for performance of the quality control program. 5.6.3 Quality controls must be adequate to cover construction operations and be keyed to the construction sequence. 5.6.4 Tenant's contractor shall provide for procedures to ensure that the Final Approved Design, and latest shop drawings, and instruction by the contract are used for fabrication, testing, and inspection. 5.6.5 The Tenant's contractor is responsible for the coordination of the work for all trades under the contract and with other contractors. The Tenant's contractor shall check specifications, addenda, and the drawings covering all trades as the work progresses. The Tenant's contractor shall promptly report to the Landlord’s project manager any omissions, conflicts, or points requiring clarification. 5.6.6 Equipment and Material: It is the contractor's responsibility to be certain that all equipment and materials selected by him, or for him by his subcontractors or material suppliers, conform exactly to the requirements of the Final Approved Design. The approval of a manufacturer's name by Tenant’s project manager does not relieve the contractor of the responsibility for providing materials and equipment which comply with the Final Approved Design. 5.6.7 Before the installation of every major unit of work which requires coordination with other work, ensure that the unit of work can be installed and function as intended and required in conjunction with other work which has preceded or will follow. If the installer reports unsatisfactory conditions for installation, do not proceed until these conditions have been corrected. 5.6.8 Tenant's contractor warrants that all materials and equipment furnished under this Work Letter Agreement will be new unless otherwise specified, and that all work will be of good quality, free from faults and defects and in conformance with the Final Approved Design. All work not so conforming to these standards may be considered defective. If required by 114 AUKEEN DISTRICT COURT EXPANSION LEASE Page 49 EXHIBIT C: Work Letter Agreement – Tenant Improvements and Tenant’s Work Landlord, Tenant’s contractor shall furnish satisfactory evidence as to the kind and quality of materials and equipment. The warranty provided herein shall be in addition to and not in place of any other warranty or remedy required by law or elsewhere in this Work Letter Agreement or in the Lease. For the purposes of this Work Letter Agreement, "new materials and equipment" means that all such materials and equipment shall be in current production at time of bidding. No discontinued lines, patterns, materials, or colors will be permitted. 6.0 LANDLORD ACCESS TO PREMISES 6.1 During the construction period, Tenant’s contractor will need to alter or temporairily restrict the district court’s access to areas of the Property, Building and Premises. Such restrictions will accommodate the need to carry on the business of four (4) courtrooms, maintain systems within the Building , and address emergency situations not specifically mentioned Tenant’s contractor and project manager shall schedule access alterations with Landlord's Project Manager, inconsultation with the district and municipal court administrators during regularly scheduled meetings. 6.2 Except as specifically provided herein, Landlord shall have ―24/7‖ access to the Property, Building and Premises; provided, however, that except in situations requiring immediate access, Landlord shall reasonably notify Tenant to coordinate such access. 6.3 Landlord shall continue to provide rodent and pest control in the Building during the construction period. Such services will be provided on an ―as needed‖ basis by determination of Landlord’s pest control personnel or by specific request of Tenant. Landlord does not make and specifically disclaims any warranties, express or implied, including any warranty of merchantability or fitness for a particular purpose, with respect to such services. Tenant shall reimburse Landlord for all costs of such services required as a result of Tenant’s Work. Landlord may invoice Tenant for reimbursement for such costs on a quarterly basis with Additional Rent. Tenant shall fully reimburse Landlord within 30 days of receipt of such an invoice. Total rodent and pest control costs to be reimbursed by Tenant shall not exceed ten percent (10%) of the base rent for one month. 7.0 INDEMNITY AND HOLD HARMLESS Tenant shall indemnify, defend (using legal counsel acceptable to Landlord) and hold Landlord harmless from all claims, damages, costs, judgments and settlements against Landlord from Tenant's contractor or subcontractors arising from the construction covered in this Work Letter. Tenant further agrees to indemnify, defend and hold Landlord harmless for any personal injury or property damage claims arising from the construction of the Tenant Improvements contemplated in this Work Letter. Nothing in this Section 7.0 shall require Tenant to protect, defend and indemnify Landlord to the extent of Landlord's negligence. This indemnity with respect to acts or omissions during the term of construction of tenant improvements shall survive termination and expiration of the Lease. The foregoing indemnity covers actions brought by Tenant's own employees and it is specifically and expressly intended to constitute a waiver of 115 AUKEEN DISTRICT COURT EXPANSION LEASE Page 50 EXHIBIT C: Work Letter Agreement – Tenant Improvements and Tenant’s Work Tenant's own immunity, as respects the Landlord only, under Washington's Industrial Insurance Act, RCW Title 51, only to the extent necessary to provide Landlord with a full and complete indemnity from claims made by Tenant and its employees, to the extent provided herein. Tenant shall promptly notify Landlord of casualties or accidents occurring during construction. TENANT AND LANDLORD ACKNOWLEDGE THAT THE INDEMNIFICATION PROVISIONS OF THIS SECTION 7 WERE SPECIFICALLY NEGOTIATED AND AGREED UPON BY THEM. 8.0 INSURANCE REQUIREMENTS 8.1 By the date of execution of this Work Letter Agreement, and in addition to the insurance requirements in the Lease, the Tenant shall procure and maintain for the duration of this Work Letter Agreement, insurance against claims for injuries to persons or damages to property which may arise from, or in connection with, the performance of work hereunder by the Tenant, its agents, representatives, employees and/or contractor/sub-contractors. The Tenant or contractor/sub-contractor shall pay the costs of such insurance. The Tenant shall furnish separate certificates of insurance and policy endorsements from each contractor/sub-contractor as evidence of compliance with the insurance requirements of this Work Letter Agreement. The insurance requirements contained herein are separate and in addition to those required in the Lease. 8.2 The Tenant is responsible for ensuring compliance with all of the insurance requirements stated herein. Failure by the Tenant, its agents, employees, officers, contractor/sub-contractors to comply with the insurance requirements stated herein shall constitute a material breach of this Work Letter Agreement. 8.3 Each insurance policy shall be written on an ―occurrence‖ form; except that insurance on a ―claims made‖ form may be acceptable with prior Landlord approval. If coverage is approved and purchased on a ―claims made‖ basis, the Tenant warrants continuation of coverage, either through policy renewals or the purchase of an extended discovery period, if such extended coverage is available, for not less than three years from the date of Work Letter Agreement termination, and/or conversion from a ―claims made‖ form to an ―occurrence‖ coverage form. Nothing contained within these insurance requirements shall be deemed to limit the scope, application and/or limits of the coverage afforded by said policies, which coverage will apply to each insured to the full extent provided by the terms and conditions of the policy(s). Nothing contained in this provision shall affect and/or alter the application of any other provision contained within this Work Letter Agreement. 8.4 By requiring such minimum insurance, the Landlord shall not be deemed or construed to have assessed the risks that may be applicable to the Tenant under this Work Letter Agreement, nor shall such minimum limits be construed to limit the limits available under any insurance coverage obtained by the Tenant. The Tenant shall assess its own risks and, if it deems appropriate and/or prudent, maintain greater limits and/or broader coverage. 116 AUKEEN DISTRICT COURT EXPANSION LEASE Page 51 EXHIBIT C: Work Letter Agreement – Tenant Improvements and Tenant’s Work 8.5 Minimum Scope of Insurance. Coverage shall be at least as broad as the following: 8.5.1 General Liability: Insurance Services Office form number (CG 00 01) covering COMMERCIAL GENERAL LIABILITY. 8.5.2 Professional Liability, Errors and Omissions Coverage: In the event that services delivered pursuant to this Work Letter Agreement either directly or indirectly involve or require professional services, Professional Liability, Errors and Omissions coverage shall be provided. ―Professional Services‖, for the purpose of this Work Letter Agreement section, shall mean any services provided by a licensed professional or those services that require a professional standard of care. 8.5.3 Automobile Liability: Insurance Services Office form number (CA 00 01) covering BUSINESS AUTO COVERAGE, symbol 1 ―any auto‖; or the appropriate coverage provided by symbols 2, 7, 8, or 9. 8.5.4 Workers’ Compensation: Workers’ Compensation coverage, as required by the Industrial Insurance Act of the State of Washington, as well as any similar coverage required for this work by applicable federal or ―Other States‖ state law. 8.5.5 Stop Gap/Employers Liability: Coverage shall be at least as broad as the protection provided by the Workers’ Compensation policy Part 2 (Employers Liability) or, in states with monopolistic state funds, the protection provided by the ―Stop Gap‖ endorsement to the general liability policy. 8.5.6 Builder's Risk/Installation Floater: The Tenant/Contractor shall procure and maintain during the life of the Work Letter Agreement, or until issuance of a final occupancy permit, whichever is longer, ―All Risk‖ Builders Risk Insurance at least as broad as ISO form number CP0020 (Builders Risk Coverage Form) with ISO form number CP0030 (Causes of Loss—Special Form) including coverage for collapse, theft and property in transit. The coverage shall insure for direct physical loss to property of the entire construction project, for one hundred percent of the replacement value thereof. The policy shall be endorsed to cover the interests, as they may appear, of King County, Owner, Tenant, contractor and sub- contractors of all tiers with King County listed as a loss payee. 8.5.7 Minimum Limits of Insurance—Capital Projects: The Tenant shall maintain limits no less than the following: a) Commercial General Liability: $1,000,000 combined single limit per occurrence by bodily injury, personal injury, and property 117 AUKEEN DISTRICT COURT EXPANSION LEASE Page 52 EXHIBIT C: Work Letter Agreement – Tenant Improvements and Tenant’s Work damage; and for those policies with aggregate limits, a $2,000,000 aggregate limit. b) Professional Liability, Errors, and Omissions: $1,000,000, Per Claim and in the Aggregate. c) Automobile Liability: $1,000,000 combined single limit per accident for bodily injury and property damage if the use of motor vehicles is contemplated. d) Workers’ Compensation: Statutory requirements of the state of residency. e) Stop Gap /Employers Liability: $1,000,000. f) Builders Risk Insurance: One hundred percent replacement value of funded structure. 8.6 Deductibles and Self-Insured Retentions: Any deductibles or self-insured retentions must be declared to, and approved by, the Landlord. The deductible and/or self-insured retention of the policies shall not apply to the Tenant’s liability to the Landlord and shall be the sole responsibility of the Tenant. 8.7 Other Insurance Provisions: The insurance policies required in this Work Letter Agreement are to contain, or be endorsed to contain, the following provisions: 8.7.1 All Liability Policies except Professional and Workers Compensation: The Landlord, its officers, officials, employees, and agents are to be covered as additional insureds on the contractor’s insurance as respects liability arising out of activities performed by or on behalf of the Tenant/contractor in connection with this Work Letter Agreement. Such coverage shall include Products-Completed Operations. 8.7.2 The Tenant’s/contractor’s insurance coverage shall be primary insurance as respects Landlord, its officers, officials, employees, and agents. Any insurance and/or self-insurance maintained by Landlord, its officers, officials, employees, or agents shall not contribute with the Tenant’s insurance or benefit the Tenant in any way. 8.7.3 The Tenant’s/contractor’s insurance shall apply separately to each insured against whom claim is made and/or lawsuit is brought, except with respect to the limits of the insurer’s liability. 118 AUKEEN DISTRICT COURT EXPANSION LEASE Page 53 EXHIBIT C: Work Letter Agreement – Tenant Improvements and Tenant’s Work 8.7.4 Property Coverage Policies: Landlord shall be added as a Named Insured as their interests may appear to all Builders Risk policies. 8.7.5 All Policies: Coverage shall not be suspended, voided, canceled, reduced in coverage or in limits, except by the reduction of the applicable aggregate limit by claims paid, until after 45 days prior written notice has been given to Landlord. 8.8 Acceptability of Insurers. Unless otherwise approved by Landlord, insurance is to be placed with insurers with a Bests’ rating of no less than A: VIII, or, if not rated with Bests, with minimum surpluses the equivalent of Bests’ surplus size VIII. Professional Liability, Errors, and Omissions insurance may be placed with insurers with a Bests’ rating of B+VII. Any exception must be approved by Landlord. If, at any time, the foregoing policies shall fail to meet the above requirements, the Tenant shall, upon notice to that effect from Landlord, promptly obtain a new policy, and shall submit the same to Landlord, with appropriate certificates and endorsements, for approval. 8.9 Verification of Coverage. The Tenant shall furnish Landlord with certificates of insurance and endorsements required by this Work Letter Agreement. The certificates and endorsements for each insurance policy are to be signed by a person authorized by that insurer to bind coverage on its behalf. The certificates and endorsements for each insurance policy are to be on forms approved by Landlord prior to the commencement of activities associated with the Work Letter Agreement. Landlord reserves the right to require complete, certified copies of all required insurance policies at any time. 8.10 Tenant shall include all contractors as insureds under its policies or shall require separate certificates of insurance and policy endorsements from each contractor. If Tenant is relying on the insurance coverages provided by contractors as evidence of compliance with the insurance requirements of this Work Letter Agreement, then such requirements and documentation shall be subject to all of the requirements stated herein. 8.11 If Tenant is a municipal corporation or an Agent of the state of Washington and is self-insured for any of the above insurance requirements, a certification of self-insurance shall be provided for the self-insured requirements and attached hereto and be incorporated by reference and shall constitute compliance with this Section 8. If the certificate of self-insurance does not cover all mandatory requirements, Tenant shall provide separate certificates and endorsements that document coverage. 9.0 GENERAL 9.1 This Work Letter Agreement, the Preliminary and Final Approved Plans, and any approved Field Change Orders shall constitute the complete construction specifications and no other representations, or oral agreements between the parties shall be recognized in the event of a dispute between Landlord and Tenant. 119 AUKEEN DISTRICT COURT EXPANSION LEASE Page 54 EXHIBIT C: Work Letter Agreement – Tenant Improvements and Tenant’s Work 9.2 Time is of the essence with respect to each of the duties and obligations of Landlord and Tenant set forth in this Work Letter Agreement. Notwithstanding any of the foregoing provisions hereof, default by Tenant or Landlord under any provisions of this Work Letter Agreement which are not cured within applicable notice and cure periods set forth in the Lease shall constitute a default under the Lease. 9.3 Any notice, statement, advice, approval (with the exception of design approval pursuant to section 2.0 and Field Change Orders pursuant to section 3.0), consent or other communication required or permitted to be given by either party to the other pursuant to this Work Letter Agreement shall be given in the manner set forth in Section 31 (Notices) of the Lease. 9.4 In any instance where this Work Letter Agreement expressly provides that Tenant must obtain Landlord's approval or consent, and Landlord fails to act within the specified time period, Landlord shall be conclusively deemed to have granted its approval or consent. 9.5 It is understood and agreed that this Work Letter Agreement is solely for the benefit of the parties hereto and gives no right to any other party. No joint venture or partnership is formed as a result of this Work Letter Agreement. No employees or agents of Tenant or any of its contractors or subcontractors shall be deemed, or represent themselves to be, employees of Landlord. Tenant shall comply, and shall ensure its contractors comply, with all federal, state and local laws, regulations, and ordinances applicable to the work and services to be performed under this Work Letter Agreement. The parties’rights and remedies in this Work Letter Agreement are in addition to any other rights and remedies provided by law. This Work Letter Agreement shall be interpreted in accordance with the laws of the State of Washington in effect on the date of execution of this Work Letter Agreement. The Superior Court of King County, Washington, shall have exclusive jurisdiction and venue over any legal action arising under this Work Letter Agreement. TENANT AND LANDLORD AGREE TO THE ABOVE TERMS CONTAINED IN THIS EXHIBIT C AND ATTACHMENTS AND TO THE RELATED PROVISIONS OF THE LEASE TO WHICH THIS EXHIBIT C IS ATTACHED. TENANT: LANDLORD: CITY OF KENT KING COUNTY By: By: Its: Its: Date: Date: APPROVED AS TO FORM: Tom Brubaker, City Attorney Sr. Deputy Prosecuting Attorney 120 AUKEEN DISTRICT COURT EXPANSION LEASE Page 55 EXHIBIT C: ATTACHMENT 1 – Preliminary Approved Design, 30% Development Stage ATTACHMENT 1 PRELIMINARY APPROVED DESIGN 30 PERCENT DEVELOPMENT STAGE 121 AUKEEN DISTRICT COURT EXPANSION LEASE Page 56 EXHIBIT C: ATTACHMENT 2 – Final Approved Design ATTACHMENT 2 FINAL APPROVED DESIGN 122 AUKEEN DISTRICT COURT EXPANSION LEASE Page 57 EXHIBIT D: Formula for Allocating Value Upon Lease Termination or Expiration EXHIBIT D Formula for allocating value of Building and Property upon Termination or Expiration of Lease This formula for allocating value is part of and incorporated into that certain Lease (the ―Lease‖) between King County, a political subdivision of the State of Washington (hereafter ―Landlord‖) and the City of Kent, a municipal corporation (collectively "Parties"), for the Premises, as defined in Section 1.B of the Lease, located at 1210 S. Central Avenue, Kent, WA 98032. Capitalized terms shall have the meanings set forth in the Lease. In case of conflicting definitions, the definitions contained herein shall control. 1. Concept: 1.1 The City and County should both receive value for their respective investment upon sale of the Aukeen Court Facility, or termination or expiration of the Lease. That value should be determinable at any point in time based upon an agreed formula as set forth in this Exhibit D . 1.2 The formula below would apply whether the Facility is sold to a third party (because the City chose not to exercise its Right of First Offer), or to the City (upon termination for convenience or expiration of the Lease), or the County elects to retain the Facility (upon default termination or expiration of the Lease). 1.3 The formula would not apply in the event termination occurs prior to the Date of Commencement of Tenant Improvements. The formula should be read together with the City’s Right of First Offer to purchase the Facility in order to determine the cost to the City to exercise that right. 2. Terms: 2.1 Facility: Collectively, the Aukeen Court building (―Building‖ as defined in Section 1 of the Lease) and the parcel of real property on which it sits (the ―Property‖, as defined in Section 1 of the lLease), as the Building and Property are expanded and or modified in order to accomplish the Project. 2.2 Project: The defined project described in Exhibit C of the Lease, that generally being the addition of 3 courtrooms, 3 judges chambers, and renovation of common spaces in the Building, together with ancillary space. 2.3 Appraiser: An real property appraiser jointly selected by the City and County, through process defined in Section 26 of the Lease. 123 AUKEEN DISTRICT COURT EXPANSION LEASE Page 58 EXHIBIT D: Formula for Allocating Value Upon Lease Termination or Expiration 2.4 Lease: The Agreement between the City and County authorizing the City to lease portions of the existing Premises, undertake the Project, and upon completion of that Project, lease a defined portions of the expanded Building . 2.5 Pre-Construction Appraisal Value: The Fair Market Value of the Facility as a courthouse immediately prior to commencement of construction of the Project, as determined by the Appraiser. 2.6 Post-Construction Appraisal Value: The Fair Market Value of the Facility as a courthouse determined by the Appraiser, upon completion of the Project. 2.7 Fair Market Value: The amount in cash which a well informed buyer, willing but not obligated to buy the property, would pay, and which a well informed seller, willing but not obligated to sell, would accept, taking into consideration the continued use of the Facility as a courthouse. 2.8 Lease Term: The period in which the Lease is in effect. 2.9 Lease Commencement Date: The first date on which the Lease is in effect. 2.10 Lease Termination Date: The last date on which the Lease is in effect. 2.11 Expiration Date: The last date on which the Lease is in effect per Section 1.B.5 of the Lease (natural expiration of the Lease term, 20 years following Commencement Date), as that date may be extended. 2.12 Termination Refund Offset Cost: As defined in Section 14.B.1 of the Lease. 3. Formulas: the formulas for calculating the amounts owed to the County and City under various scenarios of lease termination and sale of Facility are as provided below: L = (S x K) + P T = (S – L) L = Amount owed to County, as owner and Landlord, upon sale of the Facility or Lease termination/expiration. T = Amount owed to City, as investor and Tenant, upon sale of the Facility or Lease termination/expiration. S = Fair Market Value of the Facility at the date of Lease Termination or Lease Expiration (as applicable), as determined by the Appraiser. If the Facility is sold to a third party, then S will equal Fair Market Value (as determined by the Appraiser) or the sale price, whichever is higher. Taxes, fees and closing costs paid by County, if any, to accomplish the sale to the City or third party shall be included in the calculation of ―S‖. In the event of a Formatted: Font: Bold 124 AUKEEN DISTRICT COURT EXPANSION LEASE Page 59 EXHIBIT D: Formula for Allocating Value Upon Lease Termination or Expiration termination of the Lease for condemnation or casualty/damage, ―S‖ shall equal the amount of proceeds of condemnation awarded, or insurance proceeds in the event of casualty/damage, to the County as owner of the Facility. K = The percentage that the Pre-Construction Appraisal Value bears to the Post- Construction Appraisal Value. For example, if the Pre-Construction Appraisal Value of the Facility is $2 Million, and the Post-Construction Appraisal Value is $5.6 Million, K = 35.7% P = tThe amount Termination Refund Offset Cost, if any, of default penalty chargeable to the City in the event the County terminates the Lease for default. 4. Timing of Payment: 4.1 In the event of a default termination in which the County retains the Facility, T is payable to the City over 3 years, in roughly equal amounts, subject to Section 14.B.1 of the Lease. 4.2 In the event of any other termination or expiration, payment to the City or County (as appropriate) shall be made at closing (in event of sale to City or a third party) or within ninety (90) days of Lease expiration (in event County retains the Facility). 5. Hypothetical Examples: the following are hypothetical examples of how the formulas would be used to calculate the amounts owed to the County and City under various scenarios of lease termination and sale of Facility: 5.1 Formula Calculation in event of termination for convenience by County. Assume: Building is valued at $4M by Appraiser prior to Tenant’s construction of Project. Post-construction value is appraised at $6M. 5 years later, County terminates Lease for convenience and City elects to purchase the Facility per its Right of First Offer. Appraised FMV of Facility at Lease Termination Date is $7M (including closing costs for transfer). Formula Calculation: K = 4 ÷ 6 = 667% S = $7M P = 0 L = ($7M x .66) = $4,620,000 == amount paid by City to County upon closing of sale. 125 AUKEEN DISTRICT COURT EXPANSION LEASE Page 60 EXHIBIT D: Formula for Allocating Value Upon Lease Termination or Expiration T = ($7M - $4,620,000) = $2,380,000 == share of building value credited to City at closing of salededucted from S to establish L.. 5.2 Formula Calculation in event City defaults under Lease and County terminates Lease and retains the Facility. : Assume: Building is valued at $4M by Appraiser prior to Tenant’s construction of Project. Post-construction value is appraised at $6M. 5 years later, Tenant defaults under Lease and Landlord terminates the Lease and elects to retain title to the Facility. Landlord incurs $300,000 in out of pocket costs as a direct result of Tenant’s default. Landlord incurs $10,000 in attorney's fees and costs as a result of default. Remaining years of lease would require Tenant payment of Base Rent and Additional Rent in the amount of $150,000. (note: these numbers are illustrative and do not reflect actual amount of rent obligation in years 5-20) Present value of rent: $115,000 (note: this discount amount is illustrative and does not reflect actual discount rate) (Rents are discounted to present value at the Prime Rate (defined as the per annum interest rate publicly announced as its prime or base rate by a federally insured bank selected by Landlord in the State of Washington) then in effect. Formula Calculation: K = 4 ÷ 6 = 66% S = $7M P = $300,000125,000 L = ($7M x .66) + $300125,000 = $4,745,000 4,920,000 = share of building value retained by County. T = ($7M - $4,920,000745,000) = $2,080,255,000 == amount paid to City by County in roughly equal amounts over 3 years. Formatted: Font: Italic Formatted: Indent: Left: 0.5", First line: 0.5" 126 AUKEEN DISTRICT COURT EXPANSION LEASE Page 61 EXHIBIT E RECIPROCAL PARKING EASEMENT AFTER RECORDING RETURN TO: City of Kent Attn: Property Manager 220 Fourth Avenue S Kent, Washington 98032 Grantor: City of Kent, a Washington municipal corporation. Grantee : King County, a political subdivision of Washington. Abbreviated Legal Description: Ptn. Tract 24 Horseshoe Acre Tracts recorded in Vol. 15, page 10 and a Ptn. of S.W. Russell DLC lying in the NW ¼, 25-22-04, King County, State of Washington. Additional Legal Description See Exhibit 1. Assessor's Tax Parcel ID No. 346280-0205-0 and 000660-0043-0. Project Name: Kent Municipal Court Parking Lot Document Date: __________________________________ RECIPROCAL PARKING EASEMENT THIS INSTRUMENT made this _____ day of ____________, 200, by and between the CITY OF KENT, a municipal corporation of the State of Washington (the ―City‖) and KING COUNTY, a political subdivision of the State of Washington (the ―County ‖). 1. Property. The City owns the real property legally described as Lot A, B and C in Exhibit 1 and depicted in Exhibit 2, which are incorporated by this reference. The County owns the adjoining real property legally described as Lot D in Exhibit 1 and depicted in Exhibit 2. The City has constructed five parking lots on the real property described in Exhibit 1. These parking lots are depicted on Exhibit 3 incorporated herein: a) Phase I consists of thirty-two (32) parking stalls, built on Lots C and D, non-restricted parking used by the public in conjunction with the government services existing on Lot C and D; b) Phase II consists of twenty-six (26) parking stalls, built on Lots C and D, restricted parking for City and County personnel; 127 AUKEEN DISTRICT COURT EXPANSION LEASE Page 62 c) Phase III consists of fifty-one (51) parking stalls, built on Lot C, 48 stalls restricted for City and County personnel and 3 stalls for general public; d) Phase IV consists of eighty-four (84) parking stalls, built on Lot C, non-restricted parking used by the public in conjunction with the government services existing on Lot C and D; and; e) Phase V is proposed to be built and will consist of approximately seventy-one (71) stalls to be constructed on Lots A and B. Maintenance and use of Phase V is addressed in that certain Lease between the parties dated ___________ and to which this Reciprocal Parking Easement is attached. 2. Purpose. The purpose of this Parking Easement is to grant the City and the County the right to use the portions of the parking lots constructed on the other party’s real property for Phase I, Phase II, Phase III, and Phase IV and to establish the allocation of the restricted parking stalls in Phase II and Phase III as between the City and the County to provide perpetual parking rights to the City and County buildings which are appurtenant to this easement. In consideration for the County entering into that certain Lease dated _____ (to which this Reciprocal Parking Easement is attached) is the assurance of continued access by the public and by County staff, both for the term of the Lease and thereafter in the event the County retains title to the Building and including further the ability to assure such parking access rights to the County’s successors in interest. Therefore, while the Lease is in effect, and so long thereafter as the County owns the building appurtenant to this easement and has not exercised its right to acquire title to the said parking lots and the City jail property, Tenant grants the County the non- exclusive right to use and access the parking stalls in the Phase I through IV parking lots/stalls described herein, including therein some spaces for the County's restricted use, and the balance for public use for access to both County and City services. 3. Grant to City. The County, for and in consideration of mutual benefits derived and/or other valuable consideration, receipt of which is hereby acknowledged by the County, does grant to the City, its successors and/or assigns, an easement for use of and access to that portion of the Phase I and Phase II parking stalls depicted in Exhibit 3 which are located on the real property legally described in Exhibit 1 as Lot D and the balance of the parking stalls for public use associated with County and City services provided by the buildings that are appurtenant to this easement. The County reserves the right to use the easement area, so long as that use does not unreasonably interfere with the use of the City and public parking and so long as that use is consistent with the conveyance by the City in the following paragraph. 4. Grant to County. The City, for and in consideration of mutual benefits derived and/or other valuable consideration, receipt of which is hereby acknowledged by City, does grant to the County, its successors and/or assigns, an easement for use of and access to any portion of the Phase I, Phase II, Phase III, and Phase IV parking stalls identified in Exhibit 3, which are located on the real property legally described in Exhibit 1 as Lot C and the balance of the parking stalls for public use associated with County and City services provided by the buildings that are appurtenant to this easement. The City shall retain the right to use the easement area, so long as that use does not unreasonably interfere with the use of the County and public parking and so long as that use is consistent with the conveyance by the County in the previous paragraph. 128 AUKEEN DISTRICT COURT EXPANSION LEASE Page 63 5. Non-Discrimination. The City shall not enact any policy which would have the effect, intended or unintended, of rendering public parking for County services at a disadvantage relative to public parking for City services. Likewise, the County shall not enact any policy which would have the effect, intended or unintended, of rendering public parking for City services at a disadvantage relative to public parking for County services. 6. Parking Stall Allocation. The County will have use of and access to seven (7) of the twenty-onesix (216) Phase II parking stalls and use of and access to sixteen (16) of the forty- eight (48) Phase III restricted parking stalls. 7. Maintenance. The City shall maintain and repair the constructed parking lots as shown in Exhibit 3. The cost of such maintenance and repair shall be allocated among the City and County until such time that the Lease shall expire or terminate, commencing upon completion of Phase V construction. The County shall pay to the City County’s share of Phase I, Phase II, Phase III, and Phase IV reasonable parking lot maintenance and repair expenses based on a one third (1/3) allocation of those direct expenses incurred by the City, which maintenance and repair expenses shall be commensurate with maintenance and repair expenses for City- owned and maintained parking lots of similar usage. A list and schedule of standard City maintenance and repair is attached and incorporated as Exhibit 4. The City shall provide the County quarterly with an invoice showing the calculation of these direct expenses, which shall be due and payable to the City within 30 days of invoicing. Upon expiration or termination of the Lease, the County's maintenance obligations shall increase to two-thirds (2/3) allocation for Phase I, Phase II, Phase III and Phase IV. 8. Terms of Use. The City and County shall at all times exercise their rights under this Easement in accordance with the requirements of all applicable statutes, orders, rules and regulations of any public authority having jurisdiction. The City and County accept the easement areas in their present physical condition, "as is." 9. Indemnification. County does hereby release, indemnify and promise to defend and save harmless City from and against any and all liability, loss, damage, expense actions and claims, including costs and reasonable attorney's fees incurred by City in connection therewith, arising directly or indirectly on account of or out of the negligent exercise by County, its servants, agents, employees, and contractors of the rights granted in this Easement. City does hereby release, indemnify and promise to defend and save harmless County from and against any and all liability, loss, damage, expense actions and claims, including costs and reasonable attorney's fees incurred by County in connection therewith, arising directly or indirectly on account of or out of the negligent exercise by City, its servants, agents, employees and contractors of the rights granted in this Easement. 10. Run with the Land; No Merger. This Reciprocal Easement shall be a covenant running with the land forever and shall be binding on the City and County, their successors and assigns, or until such time that the County may acquire the underlying fee interest in the City’s real property described in Exhibit 1, whereupon it is the intent of the County and City that the County's easement merge into its fee title; or until such time that the City may acquire the 129 AUKEEN DISTRICT COURT EXPANSION LEASE Page 64 underlying fee interest in the County’s real property described in Exhibit 1, whereupon it is the intent of the City and County that the City’s easement merge into its fee title. 11. Neither the City or County shall charge fees for parking in any of the parking lots encumbered by this Easement unless such fees have been mutually agreed to in writing by the City and County. KING COUNTY: CITY OF KENT: By: By: Print Name: Print Name: Suzette Cooke Its: Its: Mayor Date: Date: STATE OF WASHINGTON ) : ss. COUNTY OF KING ) I hereby certify that on the ______ day of ___________________, 2008, I know or have satisfactory evidence that _______________________ 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 KING COUNTY, 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. STATE OF WASHINGTON ) : ss. COUNTY OF KING ) -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. NOTARY PUBLIC, in and for the State of Washington residing at My appointment expires 130 AUKEEN DISTRICT COURT EXPANSION LEASE Page 65 I hereby certify that on the ______ day of ___________________, 2008, 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. APPROVED AS TO FORM: King County Sr. Prosecuting Attorney APPROVED AS TO FORM: City Attorney -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. NOTARY PUBLIC, in and for the State of Washington residing at My appointment expires 131 AUKEEN DISTRICT COURT EXPANSION LEASE Page 66 RIDER ONE WHEN RECORDED RETURN TO: Property Management City of Kent 220 Fourth Avenue South Kent, Washington 98032 Grantor: King County, a political subdivision of Washington. Grantee: City of Kent, a Washington municipal corporation. Abbreviated Legal Description: Ptn. Tract 24 Horseshoe Acre Tracts recorded in Vol. 15, page 10 and a Ptn. Of S.W. Russell DLC lying in the NW ¼, 25-22-04, King County, State of Washington. Additional Legal Description See Attachment A-1. Assessor's Tax Parcel ID No. 000660-0043-0. Project Name: Aukeen District Court Facility Purchase. Document Date: __________________________________ AMENDMENT TO RIGHT OF FIRST OFFER TO PURCHASE PROPERTY (Aukeen District Court Facility) This Amendment to Right of First Offer (the ―Amendment Agreement‖) is made this ____ day of ______________, by and between KING COUNTY, a municipal corporation and political subdivision of the State of Washington (―King County‖) and the CITY OF KENT, a municipal corporation of the State of Washington (―City of Kent‖). 132 AUKEEN DISTRICT COURT EXPANSION LEASE Page 67 RECITALS A. King County is the owner of certain real property commonly known as the Aukeen District Court facility and certain real property underlying that facility (collectively known as "Facility"). B. The City of Kent has an interest in acquiring the Facility. C. In order to preserve the potential for the City of Kent to acquire the Facility, King County has heretofore granted the City of Kent a right of first offer to purchase the Facility. D. The City of Kent has entered into a long-term Lease with King County which includes an expansion and renovation of the Facility at the sole cost of the City of Kent. Such expansion will affect the fair market value of the Facility. E. In consideration for the expansion costs borne by the City of Kent, the City of Kent will be charged fair market rent for the Premises described in the Lease, payment of which will be deferred (as a rent credit), until the exercise of this Right of First Offer, or sooner at the option of the City of Kent. F. In order to reflect the investment in the Facility and the value of the Facility to King County and the City of Kent, respectively, a formula will be used to determine the purchase price if and when the Right of First Offer is exercised. G. In order to accomplish the expansion of the Facility, the underlying real property shall be amended by a Lot Line Adjustment, after which time the Facility as amended by the Lot Line Adjustment shall be subject to the Right of First Offer, and an amended legal description shall be set forth in Attachment ―A‖ incorporated herein. AGREEMENT NOW, THEREFORE, for good and valuable consideration, the receipt of which is hereby acknowledged, the parties agree as follows: Upon removal of the Lot Line Adjustment contingency contained in Section 1.B.2 of that certain Lease, dated _________ (recording number _________________________) ("Lease"), Attachment A to that certain Right of First Offer Agreement dated January 22, 2003, and filed under recording number 20030122002928 (―Original Agreement‖) shall be repealed and replaced by the amended legal description reflecting the Lot Line Adjustment attached as Attachment A-1 incorporated herein. Upon exercise of the Right of First Offer, the formula provided in Attachment B hereto shall be applied to determine the purchase price of the Facility. The formula in Attachment B shall similarly be applied to determine the purchase price offered to third parties by King County. All other terms and conditions of said Original Agreement remain in full force and effect. 133 AUKEEN DISTRICT COURT EXPANSION LEASE Page 68 DATED as of the day and year first above written. KING COUNTY CITY OF KENT a political subdivision of Washington a Washington municipal corporation By: By: Print Name: Print Name: Suzette Cooke Its: Its: Mayor Date: Date: STATE OF WASHINGTON ) : ss. COUNTY OF KING ) I hereby certify that on the ______ day of ___________________, 2008, I know or have satisfactory evidence that _______________________ is the person who appeared before me, and said person acknowledged that he signed this instrument, on oath stated that he is authorized to execute the instrument on behalf of the KING COUNTY, 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. NOTARY PUBLIC, in and for the State of Washington residing at My appointment expires 134 AUKEEN DISTRICT COURT EXPANSION LEASE Page 69 STATE OF WASHINGTON ) : ss. COUNTY OF KING ) I hereby certify that on the ______ day of ___________________, 2008, 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 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. NOTARY PUBLIC, in and for the State of Washington residing at My appointment expires 135 AUKEEN DISTRICT COURT EXPANSION LEASE Page 70 ATTACHMENT A-1: LEGAL DESCRIPTION OF PROPERTY (as amended by Lot Line Adjustment) 136 AUKEEN DISTRICT COURT EXPANSION LEASE Page 71 ATTACHMENT B: Formula for allocating value of Building and Property upon Termination or Expiration of Lease This formula for allocating value is part of and incorporated into that certain Lease (the ―Lease‖) between King County, a political subdivision of the State of Washington (hereafter ―Landlord‖) and the City of Kent, a municipal corporation (collectively "Parties"), for the Premises, as defined in Section 1.B of the Lease, located at 1210 S. Central Avenue, Kent, WA 98032. Capitalized terms shall have the meanings set forth in the Lease. In case of conflicting definitions, the definitions contained herein shall control. 1. Concept: 1.1 The City and County should both receive value for their respective investment upon sale of the Aukeen Court Facility, or termination or expiration of the Lease. That value should be determinable at any point in time based upon an agreed formula as set forth in this Exhibit D . 1.2 The formula below would apply whether the Facility is sold to a third party (because the City chose not to exercise its Right of First Offer), or to the City (upon termination for convenience or expiration of the Lease), or the County elects to retain the Facility (upon default termination or expiration of the Lease). 1.3 The formula would not apply in the event termination occurs prior to the Date of Commencement of Tenant Improvements. The formula should be read together with the City’s Right of First Offer to purchase the Facility in order to determine the cost to the City to exercise that right. 2. Terms: 2.1 Facility: Collectively, the Aukeen Court building (―Building‖ as defined in Section 1 of the Lease) and the parcel of real property on which it sits (the ―Property‖, as defined in Section 1 of the lLease), as the Building and Property are expanded and or modified in order to accomplish the Project. 2.2 Project: The defined project described in Exhibit C of the Lease, that generally being the addition of 3 courtrooms, 3 judges chambers, and renovation of common spaces in the Building, together with ancillary space. 2.3 Appraiser: An real property appraiser jointly selected by the City and County, through process defined in Section 26 of the Lease. 137 AUKEEN DISTRICT COURT EXPANSION LEASE Page 72 2.4 Lease: The Agreement between the City and County authorizing the City to lease portions of the existing Premises, undertake the Project, and upon completion of that Project, lease a defined portions of the expanded Building. 2.5 Pre-Construction Appraisal Value: The Fair Market Value of the Facility as a courthouse immediately prior to commencement of construction of the Project, as determined by the Appraiser. 2.6 Post-Construction Appraisal Value: The Fair Market Value of the Facility as a courthouse determined by the Appraiser, upon completion of the Project. 2.7 Fair Market Value: The amount in cash which a well informed buyer, willing but not obligated to buy the property, would pay, and which a well informed seller, willing but not obligated to sell, would accept, taking into consideration the continued use of the Facility as a courthouse. 2.8 Lease Term: The period in which the Lease is in effect. 2.9 Lease Commencement Date: The first date on which the Lease is in effect. 2.10 Lease Termination Date: The last date on which the Lease is in effect. 2.11 Expiration Date: The last date on which the Lease is in effect per Section 1.B.5 of the Lease (natural expiration of the Lease term, 20 years following Commencement Date), as that date may be extended. 2.12 Termination Refund Offset Cost: As defined in Section 14.B.1 of the Lease. 3. Formulas: the formulas for calculating the amounts owed to the County and City under various scenarios of lease termination and sale of Facility are as provided below: L = (S x K) + P T = (S – L) L = Amount owed to County, as owner and Landlord, upon sale of the Facility or Lease termination/expiration. T = Amount owed to City, as investor and Tenant, upon sale of the Facility or Lease termination/expiration. S = Fair Market Value of the Facility at the date of Lease Termination or Lease Expiration (as applicable), as determined by the Appraiser. If the Facility is sold to a third party, Formatted: Font: Bold 138 AUKEEN DISTRICT COURT EXPANSION LEASE Page 73 then S will equal Fair Market Value (as determined by the Appraiser) or the sale price, whichever is higher. Taxes, fees and closing costs paid by County, if any, to accomplish the sale to the City or third party shall be included in the calculation of ―S‖. In the event of a termination of the Lease for condemnation or casualty/damage, ―S‖ shall equal the amount of proceeds of condemnation awarded, or insurance proceeds in the event of casualty/damage, to the County as owner of the Facility. K = The percentage that the Pre-Construction Appraisal Value bears to the Post- Construction Appraisal Value. For example, if the Pre-Construction Appraisal Value of the Facility is $2 Million, and the Post-Construction Appraisal Value is $5.6 Million, K = 35.7% P = Tthe amount, if any, of default penalty chargeable to the City in the event the County terminates the Lease for default. The amount of the penalty will be the amount of any out-of- pocket costs incurred by the County directly as a result of the default. of Termination Refund Offset Cost chargeable to the City in the event the County terminates the Lease for default. 4. Timing of Payment: 4.1 In the event of a default termination in which the County retains the Facility, T is payable to the City over 3 years, in roughly equal amounts, subject to Section 14.B.1 of the Lease. 4.2 In the event of any other termination or expiration, payment to the City or County (as appropriate) shall be made at closing (in event of sale to City or a third party) or within ninety (90) days of Lease expiration (in event County retains the Facility). 5. Hypothetical Examples: the following are hypothetical examples of how the formulas would be used to calculate the amounts owed to the County and City under various scenarios of lease termination and sale of Facility: 5.1 Formula Calculation in event of termination for convenience by County. Assume: Building is valued at $4M by Appraiser prior to Tenant’s construction of Project. Post-construction value is appraised at $6M. 5 years later, County terminates Lease for convenience and City elects to purchase the Facility per its Right of First Offer. Appraised FMV of Facility at Lease Termination Date is $7M (including closing costs for transfer). Formula Calculation: K = 4 ÷ 6 = 667% 139 AUKEEN DISTRICT COURT EXPANSION LEASE Page 74 S = $7M P = 0 L = ($7M x .66) = $4,620,000 == amount paid by City to County upon closing of sale. T = ($7M - $4,620,000) = $2,380,000 == share of building value credited to City at closing of salededucted from S to establish L.. 5.2 Formula Calculation in event City defaults under Lease and County terminates Lease and retains the Facility. : Assume: Building is valued at $4M by Appraiser prior to Tenant’s construction of Project. Post-construction value is appraised at $6M. 5 years later, Tenant defaults under Lease and Landlord terminates the Lease and elects to retain title to the Facility. Landlord incurs $300,000 in out of pocket costs as a direct result of Tenant’s default. Formula Calculation: K = 4 ÷ 6 = 66% S = $7M P = $300,000 L = ($7M x .66) + $300,000 = $4,920,000 = share of building value retained by County. T = ($7M - $4,920,000) = $2,080,000 == amount paid to City by County in roughly equal amounts over 3 years. Formatted: Indent: Left: 0.5", First line: 0.5" 140 AUKEEN DISTRICT COURT EXPANSION LEASE Page 75 RIDER TWO WHEN RECORDED RETURN TO: King County Property Services Division King County Administration Building 500 Fourth Avenue, Room 500 Seattle, WA 98104 Grantor: City of Kent, a Washington municipal corporation Grantee: King County, a political subdivision of Washington.. Abbreviated Legal Description: SW RUSSELL DLC NO 41 PORTION OF SAMUEL W RUSSELL DONATION CLAIM NO 41 IN NE QTR STR 25-22-04 DAF HORSESHOE ACRE TRS TO KENT POR TRACT 24 & POR SW RUSSELL DLC # 41 IN NW QTR STR 25 -22- 04 DAF Additional Legal Description See Attachment A. Assessor's Tax Parcel ID Nos. 000660-0021-0 and 346280-0205-0. Project Name: City Jail and Community Corrections Facility Purchase Document Date: __________________________________ RIGHT OF FIRST OFFER TO PURCHASE PROPERTY (City Jail and Community Corrections Facilities) This Right of First Offer (the ―Agreement‖) is made this ____ day of ______________, by and between KING COUNTY, a municipal corporation and political subdivision of the State of Washington (―King County‖) and the CITY OF KENT, a municipal corporation of the State of Washington (―City of Kent‖). RECITALS 141 AUKEEN DISTRICT COURT EXPANSION LEASE Page 76 A. City of Kent is the owner of certain real property commonly known as the Kent City Jail and Community Corrections Facility and associated parking areas, legally described in Attachment ―A‖ incorporated herein (the ―Property‖). B. King County has an interest in acquiring the Property. C. In order to preserve the potential for King County to acquire the Property, City of Kent has agreed to grant King County a right of first offer to purchase the Property. D. City of Kent has recorded a lot line adjustment to the Property in connection with the expansion of the Aukeen District Court facility. AGREEMENT NOW, THEREFORE, for good and valuable consideration, the receipt of which is hereby acknowledged, the parties agree as follows: 1. Right of First Offer. If at any time after the date of this Agreement City of Kent desires to sell the Property (which does not include a change of use or custodianship within the City), subject to City of Kent Council approval, City of Kent shall first provide King County the right of first offer to purchase the Property on the terms set forth herein. 2. Notice, Terms of Transaction. Before marketing or offering the Property for sale, City of Kent shall provide King County with notice of its intent to sell (the ―Sale Notice‖). The Sale Notice shall be in writing, and shall specify the minimum terms and conditions under which City of Kent is willing to sell the Property (the ―Minimum Terms‖). The Minimum Terms shall include an all cash price for the sale of the Property based upon a MIA appraisal of the Property. A copy of the appraisal shall be included with the Minimum Terms. King County may pay for a second MIA appraisal if King County does not find the first appraisal acceptable. If the parties are not able to agree on a price based on the two appraisals King County will be deemed to have failed to exercise the right of first offer. The Minimum Terms shall also include the form of conveyance deed to be provided, a general description of the representations and warranties (if any) to be provided by City of Kent, a preliminary title commitment for the Property, and such other matters as City of Kent shall deem appropriate. 3. Exercise of Right. King County shall have a period of ninety (90) days after its receipt of the Sale Notice in which to exercise its right of first offer to purchase the Property on the Minimum Terms, or on such other terms as mutually agreed between City of Kent and King County. King County must exercise this right of first offer in writing, and the right shall be deemed exercised only when written notice of exercise is personally delivered to City of Kent. Failure to exercise the right of first offer in writing within such 90 day period shall cause the right to terminate as it applies to the Sale Notice. If King County does not exercise the right of 142 AUKEEN DISTRICT COURT EXPANSION LEASE Page 77 first offer, at the request of City of Kent in connection with a subsequent sale of the Property, King County shall provide written confirmation that King County did not exercise the right. The written confirmation shall be in recordable form and may be provided by City of Kent to potential purchasers, lenders and title insurance companies which may be involved in the subsequent sales transaction. 4. Access to Property. For the ninety (90) day period after the date King County receives a Sale Notice, King County shall have the right to enter upon the Property for purposes of conducting studies, investigations and surveys of the Property. King County shall provide City of Kent with at least twenty-four (24) hours prior written notice before entering the Property for such purposes, shall conduct all studies and investigations so as not to interfere with the normal operation of the Property, and shall indemnify, defend and hold harmless City of Kent from all claims, actions or damages arising from King County’s entry onto and testing on the Property, except to the extent due to City of Kent’s negligence. King County shall also promptly repair any and all damage that arises due to King County’s entry onto and testing on the Property. To the extent not in conflict with applicable law, King County agrees to keep confidential all information with respect to the Property made available to King County by City of Kent, and will divulge such information only to those of its employees and advisors who have a specific need to know such information for the purposes of investigating the status of the property for potential purchase by the King County, and only after advising each such employee and/or advisor of the confidentiality provisions of this Agreement. If King County elects not to purchase the Property, King County shall immediately return to City of Kent all information relating to the Property made available by City of Kent. 5. Effect of Exercise. If King County exercises the right of first offer in the manner set forth in Section 3 above, King County shall thereafter proceed to purchase the Property from City of Kent on the Minimum Terms (or such other terms as mutually agreed between City of Kent and King County). Closing shall occur within one hundred twenty (120) days of the date of exercise of the right by King County. The sale of the Property to King County shall be through a purchase and sale agreement, statutory warranty deed and other related documents, the form of which shall be mutually agreed upon by the parties. 6. Failure to Exercise. If King County does not exercise its right of first offer in the manner set forth in Section 3 above, City of Kent shall have a period of twelve (12) months from the date the right of first offer terminates in which to market and sell the Property, provided that the sales price is no less than 95% of the sale price set forth in the Minimum Terms and the other terms of sale are not substantially more favorable to the buyer than the Minimum Terms offered to King County. City of Kent shall inform King County of the terms of such proposed sale to another buyer, so that King County can compare them to the Minimum Terms. If City of Kent has not closed the sale of the Property within such twelve (12) month period, or if City of Kent desires to sell the Property at a price which is less than 95% of the sales price set forth in the 143 AUKEEN DISTRICT COURT EXPANSION LEASE Page 78 Minimum Terms or on substantially more favorable terms than the Minimum Terms offered to King County, this right of first offer shall be reinstated in full, and City of Kent must first reoffer the property to King County on the terms set forth above. If King County does not exercise its right of first offer in the manner set forth in Section 3 above and City of Kent thereafter sells the Property as set forth above, the right of first offer and this Agreement shall thereafter terminate and become null and void. In this respect, and except as specifically provided in Section 7 below, this Agreement and the rights of King County hereunder shall not apply to a successor owner or purchaser of the Property. 7. Excluded Transactions. The right of first offer set forth in this Agreement shall not apply to (i) the merger, consolidation or reorganization of City of Kent, whether or not City of Kent is the surviving entity in such merger, consolidation or reorganization; and (ii) a foreclosure sale, trustees sale or deed in lieu of foreclosure with respect to any financial liens or encumbrances on the Property. Notwithstanding the foregoing, in the event of a transaction described in (i), or (ii) above, the right of first offer shall continue to apply to the Property notwithstanding such transfers and/or contributions (i.e., if the Property is transferred to a subsidiary as described above, the sale of the Property by the successor would be subject to the right of first offer). 8. Subordination. This Agreement and the rights of King County hereunder shall be subject and subordinate to any mortgages or deeds of trust that may now or hereafter be placed upon the Property and to any or all advances to be made or amounts owing thereunder, and all renewals, replacements, consolidations and extensions thereof. King County shall execute and deliver, within fifteen (15) days after demand therefore, whatever instruments may reasonably be required from time to time by any mortgagee or deed of trust beneficiary to confirm such subordination. 9. Personal Rights. The right of first offer set forth in this Agreement is personal to King County, and may not be transferred or assigned by King County without the express written consent of City of Kent, which shall not be unreasonably withheld. 10. Recordation/Release. This Agreement will be recorded in the real property records of King County, Washington. However, at the request of City of Kent, King County will sign and record a termination of this Agreement in connection with a sale of the Property (in accordance with the terms hereof). Without limiting the foregoing requirements, the failure of King County to record a termination of this Agreement within fifteen (15) days of request from City of Kent (and assuming City of Kent is otherwise entitled to such termination pursuant to this Agreement) shall constitute a default by King County hereunder, and City of Kent may seek immediate equitable relief to obtain such termination (in addition to any other rights of City of Kent hereunder). 144 AUKEEN DISTRICT COURT EXPANSION LEASE Page 79 11. Breach, Remedy. In the event either party defaults or fails to perform its obligations hereunder, the aggrieved party may seek any and all remedies available at law or in equity. Without limiting the foregoing, if the Property is sold in contravention of King County’s rights under this Agreement, King County shall have the right to equitable relief to declare the sale to be invalid. 12. Governing Law, Attorneys’ Fees. This Agreement shall be construed according to the laws of the State of Washington. If either City of Kent or King County should find it necessary to employ an attorney, including an employee of either party, to enforce a provision of the Agreement or to recover damages for the breach hereof (including proceedings in bankruptcy), the prevailing party shall be entitled to be reimbursed for its reasonable court costs and attorneys’ fees, in addition to all damages, through all levels of appeal. 13. Authority. Each person signing this Agreement on behalf of City of Kent and King County, respectively, warrants that he/she has the proper corporate authority to enter into this Agreement. 14. Notices. Any and all notices required under this Agreement shall be deemed to have been given upon receipt when personally delivered, sent overnight courier, or two days after deposit in the United States mail. All notices shall be addressed as set forth below or such other address as any party may later specify in writing: Seller: City of Kent Attn: Facilities Manager 220 Fourth Avenue South Kent, WA 98032-5895 With a copy to: City of Kent City Attorney's Office 220 Fourth Avenue South Kent, WA 98032-5895 Buyer: King County Property Services Division King County Administration Building 500 Fourth Avenue, Room 500 Seattle, WA 98104 With a copy to: King County Prosecuting Attorney Civil Division 500 Fourth Avenue, Room 900 Seattle, WA 98104 With a copy to: King County Transit Division 145 AUKEEN DISTRICT COURT EXPANSION LEASE Page 80 201 S. Jackson Street Seattle, WA 98104 15. Complete Agreement. This Agreement constitutes the full and complete agreement concerning the right of first offer. Any modification of this Agreement shall be in writing and properly executed by the parties hereto or their successors-in-interest. DATED as of the day and year first above written. KING COUNTY CITY OF KENT a political subdivision of Washington a Washington municipal corporation By: By: Print Name: Print Name: Suzette Cooke Its: Its: Mayor Date: Date: 146 AUKEEN DISTRICT COURT EXPANSION LEASE Page 81 STATE OF WASHINGTON ) : ss. COUNTY OF KING ) I hereby certify that on the ______ day of ___________________, 2008, I know or have satisfactory evidence that _______________________ 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 KING COUNTY, 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. NOTARY PUBLIC, in and for the State of Washington residing at My appointment expires 147 AUKEEN DISTRICT COURT EXPANSION LEASE Page 82 STATE OF WASHINGTON ) : ss. COUNTY OF KING ) I hereby certify that on the ______ day of ___________________, 2008, 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 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. NOTARY PUBLIC, in and for the State of Washington residing at My appointment expires 148 AUKEEN DISTRICT COURT EXPANSION LEASE Page 83 ATTACHMENT A: LEGAL DESCRIPTION OF PROPERTY 149 AUKEEN DISTRICT COURT EXPANSION LEASE Page 84 EXHIBIT F AGREEMENT TO EXECUTE PARKING LOT LEASE BETWEEN CITY OF KENT AND KING COUNTY This Agreement To Execute Parking Lot Lease (―Agreement‖) is made and entered into by and between KING COUNTY, a political subdivision of the State of Washington (―County‖), and the CITY OF KENT, a municipal corporation of the State of Washington (―City‖) (collectively "the Parties"). In consideration of this Agreement, the Parties covenant and agree as follows: Recitals A. The City owns or is acquiring ownership of Lot A , B, and C legally described in Exhibit 1 and depicted on Exhibit 2. The County owns the adjacent Lot D also legally described and depicted on Exhibit 1 and Exhibit 2. B. Five parking lots including approximately 258 parking stalls were constructed or are being constructed by the City on Lots A, B, C, and D. These parking lots were constructed for use by the occupants of the Aukeen Court building (―Aukeen), 1210 and 1220 South Central Avenue, and the City of Kent Municipal Jail (the ―Jail‖), 1230 South Central Avenue. The use of the five parking lots is used roughly two-thirds by the occupants of Aukeen and one-third each by the Jail. Also related to the use of the parking lots is the Reciprocal Parking Easement, recording number 20030122002929 and any amendments/replacements to same. C. Since 1998 the City has leased space in Aukeen for City municipal court (―Municipal Court‖) operations. The Parties currently operate under a Lease Agreement dated ----- (―Aukeen Lease‖). D. In the event of the termination of the Aukeen Lease the parties recognize the need for the County to continue to use the parking lots built on City owned real property. The Reciprocal Parking Easement addresses parking lots constructed on Lots C and D, and this Agreement is intended to address the parking lot on Lots A and B. NOW THEREFORE, in consideration of the promises and agreements contained in this Agreement and subject to the terms and conditions set forth, it is mutually understood and agreed by the parties as follows: Agreement 1. A Parking Lot Lease for Lot A and B between the City as landlord and the County as tenant is attached and incorporated as Exhibit 3. 150 AUKEEN DISTRICT COURT EXPANSION LEASE Page 85 2. The Parties agree to execute the Parking Lot Lease which is substantially similar to the Parking Lot Lease attached as Exhibit 3 in the event of the following: a) expiration or other termination of the Aukeen Lease; and b) Tenant’s Work described in Exhibit C to the Aukeen lease was Substantially Completed (as defined in the Aukeen Lease); and c) the City has vacated the Premises as described in the Aukeen Lease; and d) either the City has not exercised its rights under the Right of First Offer, King County recording number 20030122002928 and amendments thereto; or the County has determined it will retain ownership of Lot D and not offer Lot D for sale. 3. If any term or provision of this Agreement or portion thereof shall be found invalid, void, illegal, or unenforceable generally or with respect to any particular party, by a court of competent jurisdiction, it shall not affect, impair or invalidate any other terms or provisions or the remaining portion thereof, or its enforceability with respect to any other party. 4. This Agreement shall be interpreted and construed under and pursuant to the laws of the State of Washington. Any action regarding or arising from this Agreement shall be brought in the Washington State Superior Court located in the county where the real property is located. Time is of the essence of this Agreement. In the event an attorney is engaged by either party to enforce the terms of this Agreement or in the event suit is brought relating to or arising from this Agreement, the prevailing party shall be entitled to recover from the other party its reasonable attorney fees and costs. 5. This Agreement, together with the Exhibits (which are collectively incorporated where referred to herein and made a part hereof as though fully set forth), contain all the terms and provisions between the City and County relating to the matters set forth herein and no prior or contemporaneous agreement or understanding pertaining to the same shall be of any force or effect, except any such contemporaneous agreement specifically referring to and modifying this Agreement, signed by both parties. Neither this Agreement or Exhibits referred to above may be modified, except in writing signed by both parties. IN WITNESS WHEREOF, the parties have executed this Agreement, which shall become effective on the last date entered below. 151 AUKEEN DISTRICT COURT EXPANSION LEASE Page 86 KING COUNTY BY: Ronald Sims, King County Executive APPROVED AS TO FORM: BY: Timothy P. Barnes, Sr. Deputy Prosecuting Attorney CITY OF KENT BY: Suzette Cooke, Mayor APPROVED AS TO FORM: BY: Kent City Attorney’s Office P:\Civil\Files\OpenFiles\0676\AgreementToExecuteParkingLotLease.doc 152 AUKEEN DISTRICT COURT EXPANSION LEASE Page 87 Exhibit 1 153 AUKEEN DISTRICT COURT EXPANSION LEASE Page 88 Exhibit 2 154 AUKEEN DISTRICT COURT EXPANSION LEASE Page 89 EXHIBIT 3 PARKING LOT LEASE AGREEMENT THIS LEASE AGREEMENT (―Lease‖) is entered into by and between the CITY OF KENT, Washington municipal corporation ("Landlord") and KING COUNTY, a political subdivision of the State of Washington, (―Tenant"). In consideration of this Parking Lot Lease Agreement (―Lease‖), Landlord and Tenant covenant and agree as follows: BACKGROUND A. Landlord is the owner in fee simple of Lot A, B, and C located in the City of Kent, King County, Washington, legally described on the attached Exhibit 1 and depicted in the attached Exhibit 2. Tenant is in owner of the adjacent Lot D also legally described in Exhibit 1 and depicted in Exhibit 2. B. When the City was a tenant in the Aukeen Court building (―Aukeen‖) located on Lot D, the City constructed five parking lots on Lots A, B, C, and D, approximately 258 parking stalls as depicted in Exhibit 3. These parking lots were constructed for use by the occupants of Aukeen, 1210 and 1220 South Central Avenue, and the City of Kent Municipal Jail (the ―Jail‖), 1230 South Central Avenue. The use of the five parking lots is used roughly two-thirds, 172 parking stalls, by the occupants of Aukeen and one-third, 86 stalls, by the Jail. Approximately 46 of the parking stalls are located on Lot D, with the remainder on Lots A, B and C. C. Also, related to the use and maintenance of the parking lots is the Reciprocal Parking Easement, recording number 20030122002929 and any amendments/replacements to the same. Accordingly, the parties are entering into this Lease on the terms and conditions set forth below. AGREEMENT In consideration of their mutual covenants, the parties agree as follows: 1. Leased Premises. Landlord leases to Tenant and Tenant leases from Landlord the real property legally described on the attached Exhibit 1 (the ―Premises‖) labeled as Lot A and Lot B, which are comprised of approximately seventy-one (71) parking stalls. 155 AUKEEN DISTRICT COURT EXPANSION LEASE Page 90 2. Term. This Lease shall commence upon the last date executed by both parties (the ―Commencement Date‖), and end on the date that is one day before the Two hundred and forty (240) full calendar months (20 years) following the date on which this Lease is executed by both parties. 3. Rent. a. Base Rent. Tenant shall pay Base Rent equal to the Appraised Rent Value, as determined by Section 3.b., calculated as a monthly amount, for the Premises, which Base Rent shall be due and payable on the first day of each calendar month in advance and adjusted every five (5) years thereafter based on the Seattle Tacoma Bremerton All Urban Consumers' Price Index year ending rate (December). Monthly Rent shall be mailed to: City of Kent, 220 Fourth Avenue South, Kent, Washington 98032, Attention: Facilities Management. b. Appraised Rent Value. The parties have selected Darin Shedd of Allen, Brackett, Shedd as the Appraiser to provide the Appraisal Rent Value just prior to the Commencement Date. In the event he is no longer willing or available to serve as appraiser, the parties shall select another appraiser. In the event the parties cannot agree, they shall each select an appraiser and the two appraisers shall in turn select the Appraiser. The Appraiser shall conduct an appraisal of the Fair Rental Value of a 126 parking stall located on Lots A, B, and C, as near as practicable to a date immediately prior to the Commencement Date. One hundred and twenty- six (126) is the number of parking stalls the Tenant needs in order to have use of two-thirds (2/3) of the parking stalls on Lot A, B and C. The parties shall each pay one-half of the Appraiser's fee. 4. Additional Rent for Repair and Maintenance. Additional Rent shall be payable quarterly in arrears within 30 days of invoicing. Tenant shall pay as Additional Rent a two-thirds share of the total repair and maintenance expenses for the parking lots on Lots A and B. The Reciprocal Parking Easement provides for Tenant/County to pay two-thirds of the repair and maintenance costs for Lots C and D, which obligation is exclusive and separate from the obligations contained herein. Landlord shall provide Tenant quarterly with a written statement showing the calculation of said Additional Rent. 5. Use of Premises. a. Tenant shall use the Premises for parking lot purposes in conjunction with use of the Aukeen Court building as constructed at the time of execution of this Lease on Lot D (approximately _____ square feet). The Premises shall be used for no other purposes. b. Use of the Premises by Tenant shall be conclusive evidence the Premises were in good, clean and tenantable condition and delivered in accordance with this Lease. 156 AUKEEN DISTRICT COURT EXPANSION LEASE Page 91 6. Normal Maintenance and Repair. a. Unless expressly provided otherwise in this Lease, Landlord shall maintain and repair, suitable for use as a parking lot the Premises. Landlord's maintenance and repair obligations shall include: sweeping monthly, stripping every other year, seal coating every seven (7) to ten (10) years, and re-surfacing every fifteen (15) to twenty (20) years as needed. b. In the event any additional repairs or maintenance are caused by or result from Tenant’s excessive or improper use or occupation thereof or which are caused by or result from the negligence or improper conduct of Tenant, its agents, employees or invitees, the cost of such repairs or maintenance shall be paid solely by Tenant. 7. INSURANCE. a. The Tenant agrees, at its own expense, to maintain, through its self-funded Self- Insurance program, coverage for all of its liability exposures under this Lease. The Tenant agrees to provide Landlord with at least thirty (30) days prior written notice of any material change in the Tenant’s self-funded Self-Insurance program, and will provide Landlord with a certificate of self-insurance as adequate proof of coverage. Landlord further acknowledges, agrees and understands that the Tenant does not purchase Commercial General Liability insurance and is a self-insured governmental entity; therefore the Tenant does not have the ability to add the Landlord as an additional insured. Should the Tenant cease self-insuring its liability exposures and purchase Commercial General Liability insurance, Tenant agrees to add the Landlord (and Landlord’s Lender) as an additional insured. b. The Landlord agrees, at its own expense, to maintain, through its self-funded Self- Insurance program, coverage for all of its liability exposures under this Lease. The Landlord agrees to provide Tenant with at least thirty (30) days prior written notice of any material change in the Landlord’s self-funded Self-Insurance Program, and will provide Tenant with a certificate of self-insurance as adequate proof of coverage. Tenant further acknowledges, agrees and understands that the Landlord does not purchase Commercial General Liability insurance and is a self-insured governmental entity; therefore the Landlord does not have the ability to add the Tenant as an additional insured. Should the Landlord cease self-insuring its liability exposures and purchase Commercial General Liability insurance, Landlord agrees to add the Tenant as an additional insured. c. The Landlord will carry "All Risk" property insurance in an amount equal to the full replacement value of all improvements located on the Premises. 157 AUKEEN DISTRICT COURT EXPANSION LEASE Page 92 d. Tenant shall maintain "All Risk" property insurance in an amount equal to One Million Dollars ($1,000,000) combined single limit per occurrence and in the aggregate for bodily injury, personal injury and property damage. e. In consideration of the duration of this Lease, the parties agree that the Insurance Requirements Section herein, at the discretion of Landlord, may be reviewed and adjusted with each amendment of the Lease, with each assignment of this Lease, and every five years from Commencement Date. Any adjustments made as determined by Landlord, shall be in accordance with reasonably prudent risk management practices and insurance industry standards and shall be effective upon 90 days written notice by Landlord. 8. Waiver of Subrogation. Landlord and Tenant release and relieve the other, and waive the entire right of recovery for loss or damage to property located within or constituting a part or all of the Premises to the extent that the loss or damage is actually covered (and claim amount recovered) by insurance, or self insurance, carried by either party and in force at the time of such loss or damage. This waiver applies whether or not the loss is due to the negligent acts or omissions of Landlord or Tenant, or their respective officers, directors, employees, agents, contractors, or invitees. Each of Landlord and Tenant shall have their respective property insurers endorse the applicable insurance policies or self insurance program, to reflect the foregoing waiver of claims, provided, however, that the endorsement shall not be required if the applicable policy of insurance, or self insurance program permits the named insured to waive rights of subrogation on a blanket basis, in which case the blanket waiver shall be acceptable. 9. Damage or Destruction. In the event the Premises shall be destroyed or rendered untenantable, either wholly or in part, by fire or other casualty, Landlord may, at its option, elect to restore the Premises to as near its previous condition as is reasonably possible and in the meantime the Base Rent and Additional Rent shall be abated in the same proportion as the untenantable portion of the Premises bears to the entire Premises, provided, such abatement (i) shall apply only to the extent the Premises are untenantable for the purposes permitted under this Lease and not used by Tenant as a result thereof, and (ii) shall not apply if Tenant or any other occupant of the Premises or any of their agents, employees, invitees, transferees or contractors caused the damage. Unless Landlord, within sixty (60) days after the happening of any such casualty, shall notify Tenant of its election to so restore, this Lease shall thereupon terminate, provided, if in Landlord’s estimation the Premises cannot be restored within one hundred twenty (120) days following such destruction, Landlord shall notify Tenant and Tenant may terminate this Lease (regardless of Landlord’s intent to restore) by delivery of notice to Landlord within thirty (30) days of Landlord’s notice. Tenant agrees if it elects not to terminate the Lease, that the abatement of Base Rent and Additional Rent as provided above shall be Tenant’s sole and exclusive recourse in the event of such damage, and Tenant waives any other rights Tenant may have under 158 AUKEEN DISTRICT COURT EXPANSION LEASE Page 93 applicable law or this Lease to perform repairs or terminate the Lease by reason of damage to the Premises. 10. Condemnation. Either party may terminate this Lease if the whole or any material part of the Premises shall be taken or condemned for any public or quasi-public purpose through the exercise of eminent domain. Landlord shall also have the right to terminate this Lease in the event of a Taking of any portion of the Building or Property which would leave the remainder of the Building unsuitable for use as a courthouse in a manner comparable to the use prior to the Taking. In order to exercise its right to terminate this Lease, Landlord or Tenant, as the case may be, must provide written notice of termination to the other within 45 days after the terminating party first received notice of Taking. Any such termination shall be effective as of the date the physical taking of the Premises or the portion of the Building or Property occurs. In addition, Base Rent and Additional Rent for any portion of the Premises taken or condemned shall be abated during the unexpired term of this Lease effective when the condemner takes possession. Tenant shall hold harmless Landlord for any and all costs incurred by Tenant as a result of a Taking. Tenant's only recourse for compensation in the event of a Taking shall be against the condemner. Landlord and Tenant agree to cooperate in any condemnation proceeding to determine just compensation. Tenant may file a claim against the condemner at its sole cost and expense, separate from any claim brought against the condemner by Landlord, for just compensation, but only to the extent such claim does not diminish the award which would otherwise be received by Landlord. 11. Assignment and Sublease. Tenant shall not assign this Lease or any part thereof and shall not let or sublet the whole or any portion of the Premises without the written consent of Landlord, which consent shall not be unreasonably withheld by Landlord. This Lease shall not be assignable by operation of law. If consent is once given by the Landlord to a sublease of this Lease, or any interest therein, Landlord shall not be barred from afterwards refusing to consent to any further sublease. The Landlord does agree to provide written consent to assignments from Tenant to a third party that Tenant has sold or otherwise transferred Lot D and Aukeen. 12. Taxes. a. Tenant shall pay all real and personal property taxes (or payments in lieu of taxes) and assessments for the Premises that are directly the result of Tenant's use, if any, which become due and payable during the term of this Lease. All such payments shall be made, and evidence of all such payments shall be provided to Landlord, at least ten (10) days prior to the delinquency date of the payment. 159 AUKEEN DISTRICT COURT EXPANSION LEASE Page 94 b. If the methods of taxation in effect at the Commencement Date of the Lease are altered so that in lieu of or as a substitute for any portion of the property taxes and special assessments now imposed on property there is imposed a tax upon or against the rentals payable by Tenant to Landlord, Tenant shall pay those amounts in the same manner as provided for the payment of real and personal property taxes. 13. Rights Reserved by Landlord. Except to the extent expressly limited herein, Landlord reserves full rights to control the Premises (which rights may be exercised without subjecting Landlord to claims for constructive eviction, abatement of Rent, damages or other claims of any kind), including more particularly, but without limitation, the following rights: a. General Matters. To: (i) change the name or the designation of the Premises (subject to restrictions in Section 13.C. below), (ii) install and maintain signs on the Premises, and grant any other person the right to do so, (iii) grant to any person the right to conduct any business or render any service at the Premises, whether or not the same are similar to the use permitted Tenant by this Lease, but only so long as those uses are not incompatible with Tenant’s use of the Premises, and (vii) in case of fire, invasion, insurrection, riot, civil disorder, emergency or other dangerous condition, or threat thereof: (a) limit or prevent access to the Premises, (b) shut down services, and (c) otherwise take such action or preventative measures deemed necessary by Landlord for safety or the protection of the Premises (but this provision shall impose no duty on Landlord to take such actions, and no liability for actions taken in good faith). b. Access to Premises. To enter the Premises in order to inspect, maintain and repair, or exercise other rights of Landlord under this Lease or applicable Laws. However, Landlord shall: (i) provide reasonable advance written notice to Tenant’s court administrator or other appropriate person for matters which will involve a significant disruption to Tenant’s operations (except in emergencies), and (ii) take reasonable steps to minimize any significant disruption to Tenant’s operations. If Tenant requests that any such access occur before or after Landlord’s regular business hours and Landlord approves, Tenant shall pay all overtime and other additional costs in connection therewith. c. Changes to the Premises. To: (i) perform repairs or maintenance; (ii) make replacements, restorations, renovations, alterations, additions and improvements, otherwise in and to the Premises or any part thereof, including changes relating to the connection with or entrance into or use of the Premises; (iii) erect barricades and take such other actions as Landlord deems appropriate; (iv) provide the 71 parking stalls on Lot A and B in another location or configuration on Lot A, B, C, or other adjacent real property. Provided that Landlord shall have no right to reduce the number of parking stalls provided below the 71 parking stalls provided on Lot A and B; and, Landlord shall take reasonable steps to minimize or avoid any denial of access to the Premises except when necessary on a temporary basis. 160 AUKEEN DISTRICT COURT EXPANSION LEASE Page 95 14. Release and Indemnity. a. Tenant Indemnity. Tenant shall indemnify, defend (using legal counsel reasonably acceptable to Landlord) and save Landlord harmless from all claims, suits, losses, damages, fines, penalties, liabilities and expenses (including Landlord’s reasonable attorneys fees incurred in connection with claims prior to Tenant’s acceptance of its indemnity and defense obligations hereunder, regardless of whether such claims involve litigation) resulting from any actual or alleged injury (including death) of any person or from any actual or alleged loss of or damage to any property occurring during the Term of this Lease and arising out of or in connection with (i) Tenant’s occupation, use or improvement of the Premises, (ii) Tenant’s breach of its obligations hereunder or (iii) any negligent act or omission of Tenant or any subtenant, licensee, assignee or concessionaire of Tenant, or of any officer, agent, employee, or contractor of Tenant. Nothing in this Section 14.a. shall require Tenant to protect, defend and indemnify Landlord to the extent of Landlord’s negligence. This indemnity with respect to acts or omissions during the term of this Lease shall survive termination or expiration of this Lease. The foregoing indemnity covers actions brought by Tenant’s own employees and it is specifically and expressly intended to constitute a waiver of Tenant’s immunity, as respects the Landlord only, under Washington’s Industrial Insurance Act, RCW Title 51, only to the extent necessary to provide Landlord with a full and complete indemnity from claims made by Tenant and its employees, to the extend provided herein. Tenant shall promptly notify Landlord of casualties or accidents occurring in or about the Premises. LANDLORD AND TENANT ACKNOWLEDGE THAT THE INDEMNIFICATION PROVISIONS OF SECTION 14 WERE SPECIFICALLY NEGOTIATED AND AGREED UPON BY THEM. b. Landlord Indemnity. Landlord shall indemnify, defend (using legal counsel reasonably acceptable to Tenant) and save Tenant harmless from all claims, suits, losses, damages, fines, penalties, liabilities and expenses (including Tenant’s reasonable attorneys fees incurred in connection with claims prior to Landlord’s acceptance of its indemnity and defense obligations hereunder, regardless of whether such claims involve litigation) resulting from any actual or alleged injury (including death) of any person or from any actual or alleged loss of or damage to any property occurring during the Term of this Lease and arising out of or in connection with (i) Landlord’s occupation, use or improvement of the Property, or that of its employees, agents or contractors, (ii) Landlord’s breach of its obligations hereunder, or (iii) any negligent act or omission of Landlord or any subtenant, licensee, assignee or concessionaire of Landlord, or of any officer, agent, employee, or contractor of Landlord. Nothing in this Section 14.b. shall require Landlord to protect, defend and indemnify Tenant to the extent of Tenant’s negligence. This indemnity with respect to acts or omissions during the term of this Lease shall survive termination or expiration of this Lease. The foregoing indemnity covers actions brought by Landlord’s own employees and it is specifically and expressly intended to constitute a waiver of Landlord’s immunity, as respects the Tenant only, under Washington’s Industrial Insurance Act, RCW Title 51, only to the extent necessary to provide Tenant with a full and complete indemnity from claims made by Landlord and its employees, to the extend provided herein. LANDLORD AND TENANT ACKNOWLEDGE THAT THE INDEMNIFICATION 161 AUKEEN DISTRICT COURT EXPANSION LEASE Page 96 PROVISIONS OF SECTION 14 WERE SPECIFICALLY NEGOTIATED AND AGREED UPON BY THEM. c. Release. Landlord and Tenant hereby fully and completely waives and releases all claims against each other for any losses or other damages sustained by the other party or any person claiming through the other party resulting from any accident or occurrence in or upon the Property, Building, and Premises, or any act, omission or negligence of co-tenants, licensees or any other persons or occupants of the Building; provided only, that the releases contained in this Section shall not apply to claims for actual damage to persons or property resulting from the negligence or willful misconduct of the party making the claim. d. Limitation on Indemnity. In compliance with RCW 4.24.115 as in effect on the date of this Lease, all provisions of this Lease pursuant to which Landlord or Tenant (the ―Indemnitor‖) agrees to indemnify the other (the ―Indemnitee‖) against liability for damages arising out of bodily injury to persons or damage to property relative to the construction, alteration, repair, addition to, subtraction from, improvement to, or maintenance of, any building, road, or other structure, project, development, or improvement attached to real estate, including the Premises, (i) shall not apply to damages caused by or resulting from the negligence of the Indemnitee, its agents or employees, and (ii) to the extent caused by or resulting from the concurrent negligence of (a) the Indemnitee or the Indemnitee’s agents or employees, and (b) the Indemnitor or the Indemnitor’s agents or employees shall apply only to the extent of the Indemnitor’s negligence. e. Definitions. As used in any Section of this Lease establishing indemnity or release of Landlord, ―Landlord‖ shall include Landlord, its directors, elected officials, agents, employees and contractors, and ―Tenant‖ shall include Tenant and any person or entity claiming through Tenant. 15. Expiration of Lease Term. Upon the expiration of the Lease Term, unless Landlord has approved the Tenant Holding Over as provided in Section 16 Tenant shall vacate the Premises leaving them in good condition, ordinary wear and tear excepted. 16. Holding Over. If the Tenant shall, with the written consent of Landlord, holdover after the expiration of the term of this Lease, such tenancy shall be for an indefinite period of time on a month to month tenancy, such tenancy may be terminated as provided by the laws of the State of Washington. During such tenancy Tenant agrees to pay to the Landlord the same rate of rental as set forth herein, unless a different rate is agreed upon, and to be bound by all of the terms, covenants, and conditions as herein specified, so far as applicable. 17. Default. It shall be a default if: 162 AUKEEN DISTRICT COURT EXPANSION LEASE Page 97 a. Tenant defaults in the payment of Base Rent, Additional Rent, or any other sums payable to Landlord when due, and does not cure such default within fifteen (15) calendar days after written notice from Landlord. b. Tenant abandons or vacates the Premises for a period longer than thirty (30) days; or c. Either party defaults in the performance of any other covenant or condition of this Lease and does not cure such other default within thirty (30) calendar days after written notice from the non-defaulting party specifying the default at issue. 18. Cure by Landlord. In the event of any default of this Lease by Tenant, the Landlord may at any time, after notice, cure the default for the account of and at the expense of the Tenant. If Landlord is compelled to pay or elects to pay any sum of money or to do any act which will require the payment of any sum of money or is compelled to incur any expense, including reasonable attorney fees in instituting, prosecuting or defending any action to enforce the Landlord's rights under this Lease, the sums so paid by Landlord, with all interest, costs and damages shall be deemed to be Additional Rent and shall be due from the Tenant to Landlord on the first day of the month following the incurring of the respective expenses. If Tenant disputes the appropriateness of the Additional Rent in good faith, Tenant will pay such Additional Rent ―under protest‖. Any payment under protest by Tenant shall not be considered an admission of liability or a waiver of Tenant’s rights under this Agreement, and such payment shall be subject to refund if Tenant’s position is upheld by a court. 19. Damages and Attorney’s Fees. In the event of an instance of Tenant’s default as identified in Section 17, Landlord shall be entitled to the amount of unpaid rent accrued through the date of termination; and liquidated damages in the amount of six (6) months rent. If it becomes necessary for the Landlord to use an attorney and/or bring suit for damages or possession, or if Tenant shall bring any action for any relief against Landlord, declaratory or otherwise, arising out of this Agreement, the prevailing party shall have and recover against the other party in addition to the cost allowed by law, such sum as the court may adjudge to be reasonable attorney’s fees. 20. Notices. All notices, requests, demands, and other communications hereunder shall be in writing and shall be deemed given if personally delivered or mailed, certified mail, return receipt requested; to the following addresses: If to Landlord, to: City of Kent Attn: Facilities Manager 163 AUKEEN DISTRICT COURT EXPANSION LEASE Page 98 220 Fourth Avenue South Kent, WA 98032 If to Tenant, to: King County Real Estate Services Section Attn: Leasing Supervisor King County Administration Building 500 Fourth Avenue, Room 500 Seattle, WA 98104 21. Hazardous Substance Indemnification. Tenant represents and warrants that its use of the Premises herein will not generate any hazardous substance, and it will not negligently or intentionally store or dispose on the Premises nor transport to or over the Premises any hazardous substance in violation of any federal or state law. Tenant further agrees to hold Landlord harmless from and indemnify Landlord against any release of any such hazardous substance and any damage, loss, or expense or liability resulting from such release including all attorneys' fees, costs and penalties incurred as a result thereof except any release caused by the negligence of Landlord, its employees or agents. Similarly, Landlord warrants that the Premises are free of any hazardous substances and agrees to indemnify and hold Tenant harmless from the Landlord's negligent or intentional introduction of any hazardous substance by Landlord. "Hazardous substance" shall be interpreted broadly to mean any substance or material defined or designated as hazardous or toxic waste, hazardous or toxic material, hazardous or toxic or radioactive substance, or other similar term by any federal, state or local environmental law, regulation or rule presently in effect or promulgated in the future, as such laws, regulations or rules may be amended from time to time; and it shall be interpreted to include, but not be limited to, any substance which after release into the environment will or may reasonably be anticipated to cause sickness, death or disease. 22. Subordination to Mortgage. Any mortgage now or subsequently placed upon any property of which the Premises are a part shall be deemed to be prior in time and senior to the rights of the Tenant under this Lease. Tenant subordinate all of its interest in the leasehold estate created by this Lease to the lien of any such mortgage. Tenant shall, at Landlord's request, execute any additional documents necessary to indicate this subordination within ten (10) days of written request by Landlord. 28. Estoppel Certificate. Tenant shall, at any time and from time to time upon not less than thirty (30) days prior request by Landlord, deliver to Landlord a statement in writing certifying that (a) the Lease is unmodified and in full force (or if there have been modifications, that the Lease is in full force as modified and identify the modifications); (b) the dates to which rent and other charges have been paid; (c) so far as the person making the certificate knows, Landlord is not in default under any provisions of the Lease; and (d) such other matters as Landlord may reasonably request. 164 AUKEEN DISTRICT COURT EXPANSION LEASE Page 99 29. Non-Waiver. Failure of Landlord to insist on strict performance of any of the conditions, covenants, terms or provisions of this Lease or to exercise any of its rights hereunder shall not waive such rights, but Landlord shall have the rights to enforce such rights at any time and take such action as might be lawful or authorized hereunder, either in law or equity. The receipt of any sum paid by Tenant to Landlord after a breach of this Lease shall not be deemed a waiver of such breach unless expressly set forth in writing. 30. Miscellaneous. a. This Lease constitutes the entire agreement and understanding of the Parties and supersedes all offers, negotiations, and other agreements of any kind. There are no representations or understandings of any kind not set forth herein. Any modification of or amendment to this Lease must be in writing and executed by both parties. b. This Lease shall be construed in accordance with the laws of the State of Washington. Venue and jurisdiction of any lawsuit arising out of the performance or obligations of this lease shall be in the King County Superior Court, Norm Maleng Regional Justice Center, Kent, Washington. c. If any term of this Lease is found to be void or invalid, such invalidity shall not affect the remaining terms of this Lease, which shall continue in full force and effect. THIS LEASE IS EXECUTED and shall become effective on the last date indicated below. 165 AUKEEN DISTRICT COURT EXPANSION LEASE Page 100 TENANT: KING COUNTY BY: Ronald Sims, King County Executive APPROVED AS TO FORM: BY: Timothy P. Barnes, Sr. Deputy Prosecuting Attorney LANDLORD: CITY OF KENT BY: Suzette Cooke, Mayor APPROVED AS TO FORM: BY: Kent City Attorney’s Office 166 AUKEEN DISTRICT COURT EXPANSION LEASE Page 101 EXHIBIT G [Legal descriptions for Lot B parking] 167 This page intentionally left blank 168 Kent Council Operations Committee 2008 Total Tax Levy Established 1 FINANCE R. J. Nachlinger, Director Phone: 253-856-5260 Fax: 253-856-6255 Address: 220 Fourth Avenue S. Kent, WA. 98032-5895 DATE: December 2, 2008 TO: Kent City Council Operations Committee FROM: R. J. Nachlinger, Finance Director THROUGH: John Hodgson, Chief Administrative Officer SUBJECT: 2008 Property Tax Levy Established MOTION: Recommend council adopt the proposed ordinances which authorize and establish an increase in the 2008 property tax levy for collection in 2009, final numbers subject to minor adjustment upon receipt of the assessed valuation from King County. SUMMARY: The proposed ordinances establish the actual 2008 property tax levy for the 2009 budget. The levy includes the 1% increase over last year’s levy and increases resulting from new construction, increases in state assessed property, other adjustments and annexed properties. State law requires a separate ordinance to authorize any increase in property tax. The first ordinance authorizes an increase in the regular property tax to 1% over the previous maximum allowed tax levy. The second ordinance levies the tax for 2009 collection. The current estimates for the 2009 budget are 27,170,338 for the regular levy and $600,000 for the voted debt levy, for a total levy estimate of $27,770,338. Final numbers are pending receipt of the assessed valuation from King County. BUDGET IMPACT: 2009 Budget BACKGROUND: The actual levy amounts will be presented to Council on receipt of the certified assessed valuation numbers from King County. 169 1 Tax Levy Adjustment Authorized (1%) - 2009 Budget ORDINANCE NO. ____ AN ORDINANCE of the City Council of the City of Kent, Washington, authorizing the 2008 property tax levy for the 2009 budget at the previous year’s tax levy, with a statutorily allowed one (1) percent increase to partially cover impacts from inflation, together with any increases resulting from the addition of new construction and improvements to property, from any increase in the value of state-assessed property, from the refund fund levy, and from annexed properties. RECITALS A. Pursuant to RCW 84.55.120 and after providing all appropriate notice, the City Council held a public hearing on October 21, 2008, to consider the City of Kent's proposed operating and capital budget for the 2009 calendar year, and to address the City’s 2008 property tax levy, revenues, and limit factors, as well as the proposed 2009 budget. B. In accordance with RCW 84.55.120, any increase in property tax revenue other than that resulting from the addition of new construction and improvements to property, annexations, and any increase in the value of state-assessed property and the refund fund levy, requires the adoption of a separate ordinance from the tax levy ordinance specifically authorizing the increase in terms of both dollars and percentage. 170 2 Tax Levy Adjustment Authorized (1%) - 2009 Budget C. The City Council finds that to best protect the public health, safety, and welfare, to best protect the City’s future property tax levy capacity, to best serve the citizens of Kent by maintaining an appropriate level of service throughout the City, to appropriately discharge the City’s expected expenses and obligations, and to best serve the citizens of Kent through a continued commitment to capital improvements throughout the City, a substantial need exists to increase its tax levy over last year. NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF KENT, WASHINGTON, DOES HEREBY ORDAIN AS FOLLOWS: ORDINANCE SECTION 1. - Recitals Incorporated. The foregoing recitals are incorporated into this ordinance. SECTION 2. - Property Tax Levy Authorized. In addition to the increase resulting from new construction and improvements to property, from annexations, from any increase in the value of state-assessed property, and from the refund fund levy, the 2008 regular property tax dollar levy for the 2009 budget is authorized at the previous year’s property tax levy, plus a one (1) percent increase, representing $263,511. SECTION 3. - Severability. If any one or more sections, subsections, or sentences of this ordinance are held to be unconstitutional or invalid, such decision shall not affect the validity of the remaining portion of this ordinance and the same shall remain in full force and effect. / / / / 171 3 Tax Levy Adjustment Authorized (1%) - 2009 Budget SECTION 4. - Effective Date. This ordinance shall take effect and be in force five (5) days from and after its passage, approval, and publication as provided by law. SUZETTE COOKE, MAYOR ATTEST: BRENDA JACOBER, CITY CLERK APPROVED AS TO FORM: TOM BRUBAKER, CITY ATTORNEY PASSED: day of December, 2008. APPROVED: day of December, 2008. PUBLISHED: day of December, 2008. I hereby certify that this is a true copy of Ordinance No. passed by the City Council of the City of Kent, Washington, and approved by the Mayor of the City of Kent as hereon indicated. (SEAL) BRENDA JACOBER, CITY CLERK P:\Civil\Ordinance\TaxLevyIncreaseEstablished-2009.doc 172 1 Property Tax Levied (1%) 2009 Budget ORDINANCE NO. ______ AN ORDINANCE of the City Council of the City of Kent, Washington, levying 2008 property taxes for the 2009 budget for the City of Kent. RECITALS A. Pursuant to RCW 84.55.120 and after providing all appropriate notice, the City Council held a public hearing on October 21, 2008, to consider the City of Kent's proposed operating and capital budget for the 2009 calendar year, and to address the City’s 2008 property tax levy, revenues, and limit factors, as well as the proposed 2009 budget. B. In accordance with RCW 84.55.120, any increase in property tax revenue other than that resulting from the addition of new construction and improvements to property, annexations, and any increase in the value of state-assessed property and the refund fund levy, requires the adoption of a separate ordinance from the tax levy ordinance specifically authorizing the increase in terms of both dollars and percentage. C. By separate ordinance, the City Council has adopted an ordinance to establish a one (1) percent increase in property tax revenue to be levied and collected in year 2009. 173 2 Property Tax Levied (1%) 2009 Budget D. Pursuant to RCW 84.52.010 and WAC 458-12-365, taxes shall be levied in specific dollar amounts. NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF KENT, WASHINGTON, DOES HEREBY ORDAIN AS FOLLOWS: ORDINANCE SECTION 1. – Recitals Incorporated. The foregoing recitals are incorporated into this ordinance. SECTION 2. – Property Tax Levied. There is hereby levied against the assessed value of the property in the City of Kent, Washington, a tax for the City's 2007 budget in the following amounts for the following funds: A. For the General Fund, for the purpose of paying the general expenses of municipal government: Levy per $1,000 of Fund assessed valuation (estimated) (estimated) Dollar Amount General Fund $2.133 $27,170,338 B. For Voted Bond Interest and Redemption Fund, for the purpose of paying debt service in the following amounts for the following funds: Levy per $1,000 of assessed valuation Fund (estimated) Dollar Amount General Obligation Refunding $.0471 $600,000 (Public Safety and Senior Housing) C. Total General Fund and Voted Bond Interest and Redemption Fund: Levy per $1,000 of assessed valuation (estimated) Dollar Amount TOTAL LEVY $2.180 $27,770,338 174 3 Property Tax Levied (1%) 2009 Budget SECTION 3. - Limitation on Levy. The application of the General Fund levy shall be consistent with and shall not result in a tax revenue in excess of the limitation imposed by RCW 84.55.010. SECTION 4. - Adjustments. City administration shall administer the Annual Budget and in doing so may authorize adjustments pursuant to RCW 35A.33.120. SECTION 5. - Severability. If any one or more sections, subsections, or sentences of this ordinance are held to be unconstitutional or invalid, such decision shall not affect the validity of the remaining portion of this ordinance and the same shall remain in full force and effect. SECTION 6. - Effective Date. This ordinance shall take effect and be in force five (5) days from and after its passage, approval, and publication as provided by law. SUZETTE COOKE, MAYOR ATTEST: BRENDA JACOBER, CITY CLERK APPROVED AS TO FORM: TOM BRUBAKER, CITY ATTORNEY 175 4 Property Tax Levied (1%) 2009 Budget PASSED: day of December, 2008. APPROVED: day of December, 2008. PUBLISHED: day of December, 2008. I hereby certify that this is a true copy of Ordinance No. passed by the City Council of the City of Kent, Washington, and approved by the Mayor of the City of Kent as hereon indicated. (SEAL) BRENDA JACOBER, CITY CLERK P:\Civil\Ordinance\TaxLevied-2009.doc 176 City of Kent, Washington Summary Financial Report As of October 31, 2008 177 178 City of Kent QUARTERLY FINANCIAL REPORT Table of Contents Executive Summary and Graphic Analyses Executive Summary . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3 General Fund Revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5 General Fund Expenditures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6 Property Tax . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 Sales Tax . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8 Utility Tax . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9 Building Permits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10 Plan Check Fees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12 Recreation Fees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13 Fines And Forfeitures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14 Water Operating Revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15 Sewer & Drainage Operating Revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16 Golf Operating Revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17 Golf Operating Expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18 CURRENT BUDGET ANALYSIS AND FORECAST General Fund Analysis and Forecast . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19 Street Fund . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 20 Lodging Tax Fund . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22 Youth / Teen Programs Fund . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 23 Capital Improvement Fund . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 24 Criminal Justice Fund . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 26 INTERNAL SERVICE FUNDS PROFIT AND LOSS Equipment Rental & Fire Equipment Replacement. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27 Central Services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28 Information Services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29 Facilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 30 Unemployment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31 Workers Compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 32 Health Insurance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 33 Liability Insurance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 34 Property Insurance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 35 REVENUE AND EXPENSE SUMMARIES - System Reports General Fund . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 36 Special Revenue Operating Funds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 38 Debt Service Funds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 40 Water Utility Operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 41 Sewerage Utility Operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 42 Golf Course Operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 43 Internal Services - excluding Insurance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 44 Insurance Fund . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 45 Street Capital Projects . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 46 Parks Capital Projects . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 48 Other Capital Projects . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 50 Technology Capital Projects . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 51 Facilities Capital Projects . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 54 Water Capital Projects . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 55 Sewerage Capital Projects . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 57 179 November 24, 2008 City Of Kent October 2008 Monthly Financial Summary General Fund Summary Bottom Line – Early fourth quarter estimates indicate an ending fund balance for the year of $8,468,907 or 10.8%. Revenue estimates based on historical trends by line item and Transfers In are running about $4 million, or 4.4% below expectations. However, we project expenditures to be $4.8 million, or 5.7% under budget. We will continue to monitor our revenues and expenditures closely in order to address issues immediately. Revenues • Total revenues are projected to end about $4,701,855 or 5.7% under the adjusted budget. However, Transfers In are estimated to be about $650,000 over budget. As a result, it is expected that revenues and Transfers In will be running about 4.4% below expectations. • Based on historical patterns, sales taxes appear to be trending toward ending the year about $1.99 million or 9.9% under budget. The amount consumers have to spend on taxable goods and services has decreased with the softening of the economy. • Utility taxes are projected to end the year about $583,885 or 3.8% under budget. The decrease is primarily due to natural gas, which is down 33.4% from budget projections. • Building Permits are currently at $2,238 or .1% over budget. Plan Check Fees are down about $1,412,041 or 41.2% year to date. Both of these are volatile revenues that may vary widely from one quarter to the next. • Recreation Fees are about $216,159 or 15.4% under budget at the end of October. • Fines & Forfeitures are about 3.5% or $43,391 over budget. Expenditures • Current projections based on individual line item expenditure trends indicate ending the year about $4.8 million, or 5.7% under budget. This projected savings is the result of the implementation of cost-saving measures such as delaying the filling of open positions, and temporarily discontinuing the City’s and employee’s premiums for health care for the months of October through December. 180 Fund Balance • The 2008 beginning fund balance started the year $371,031 below the anticipated amount. With year-end revenue estimates projected to be 5.7% below budget for 2008, we made a conscious effort to reduce spending to offset that decline. By doing so, we were able to reduce expenditures by 5.7%. Revenues and Transfers In are expected to exceed expenditures by $442,899 which will be carried over into the 2009 budget. The ending fund balance projected for 2008 is $8,468,907 or 10.8% of expenditures. Other Funds • The Medical Insurance Fund has continued to improve and expenditures are projected to be about $390,355 under the adjusted budget. Our expenditures have been growing at a slower rate than the national trends for the last few years. We have now accumulated a fund balance that allows us to go into the next year without increasing our internal rates for health care costs. Although costs are expected to increase, we will adjust rates in future years to be in alignment with them and to maintain a reasonably safe fund balance. 181 182 183 184 185 186 JAN FEB MAR APR MAY JUN JUL AUG SEP OCT NOV DEC 2007 7,288,487 14,161,901 18,830,236 25,921,259 13,088,065 6,789,737 30,610,201 19,905,162 12,177,328 7,935,402 6,880,165 53,569,947 2008 9,552,477 7,243,450 7,464,190 15,594,625 14,689,086 44,416,540 9,648,976 14,424,287 4,832,976 5,123,934 +/-2,263,990 (6,918,451)(11,366,046)(10,326,634)1,601,021 37,626,803 (20,961,225)(5,480,875)(7,344,352)(2,811,468) 0 10,000,000 20,000,000 30,000,000 40,000,000 50,000,000 60,000,000 JAN FEB MAR APR MAY JUN JUL AUG SEP OCT NOV DEC Building Permits 2008 vs 2007Actual Valuation by Month 2007 2008 +/-2,263,990 (6,918,451)(11,366,046)(10,326,634)1,601,021 37,626,803 (20,961,225)(5,480,875)(7,344,352)(2,811,468) PCT +/-31.1% -48.9% -60.4% -39.8% 12.2% 554.2%-68.5% -27.5% -60.3% -35.4% JAN FEB MAR APR MAY JUN JUL AUG SEP OCT NOV DEC 2007 7,288,487 21,450,388 40,280,624 66,201,883 79,289,948 86,079,685 116,689,886 136,595,048 148,772,376 156,707,778 163,587,943 217,157,890 2008 9,552,477 16,795,927 24,260,117 39,854,742 54,543,828 98,960,368 108,609,344 123,033,631 127,866,607 132,990,541 +/-2,263,990 (4,654,461) (16,020,507) (26,347,141) (24,746,120) 12,880,683 (8,080,542) (13,561,417) (20,905,769) (23,717,237) PCT +/-31.1% -21.7% -39.8% -39.8% -31.2% 15.0%-6.9% -9.9% -14.1% -15.1% 0 50,000,000 100,000,000 150,000,000 200,000,000 250,000,000 JAN FEB MAR APR MAY JUN JUL AUG SEP OCT NOV DEC Building Permits 2008 vs 2007 Actual Year to Date Valuation 2007 2008 187 188 189 190 191 192 193 Ci t y o f K e n t Go l f C o m p l e x R e v e n u e s a n d O t h e r S o u r c e s o f W o r k i n g C a p i t a l - C o m p a r i s o n s Th r o u g h O c t o b e r 2 0 0 8 a n d 2 0 0 7 Pe r c e n t Es t i m a te d In c r e a s e I n c r e a s e Bu d g e t A c t u a l B a l a n c e De s c r i p t i o n 20 0 8 20 0 7 ( D e c r e a s e ) - D e c r e a s e 20 0 8 20 0 8 20 0 8 18 H o l e C o u r s e : G r e e n F e e s $1 , 2 0 3 , 1 0 5 $ 1 , 0 7 2 , 2 8 0 $ 1 3 0 , 8 2 5 12 % $1 , 4 3 8 , 0 0 0 $ 1 , 4 0 6 , 6 8 9 ( $ 3 1 , 3 1 1 ) C a r t & C l u b R e n t a l s $1 7 5 , 0 2 7 $0 $ 1 7 5 , 0 2 7 $2 0 4 , 0 0 0 $ 1 9 9 , 5 6 9 ( $ 4 , 4 3 1 ) F i r e C r e e k G r i l l L e a s e $1 1 5 , 1 6 9 $ 5 7 , 3 7 8 $ 5 7 , 7 9 1 10 1 % $6 0 , 0 0 0 $ 1 1 5 , 6 5 2 $ 5 5 , 6 5 2 Pa r 3 C o u r s e : G r e e n F e e s $2 6 7 , 0 2 0 $ 2 4 2 , 3 9 3 $ 2 4 , 6 2 7 10 % $2 8 5 , 0 0 0 $ 3 0 2 , 0 0 0 $ 1 7 , 0 0 0 C a r t & C l u b R e n t a l s $1 2 , 4 6 4 $0 $ 1 2 , 4 6 4 $1 4 , 0 0 0 $ 1 4 , 0 1 0 $1 0 F o o d & B e v e r a g e S a l e s $7 , 5 9 8 $0 $ 7 , 5 9 8 $2 0 , 0 0 0 $ 7 , 5 9 8 ( $ 1 2 , 4 0 2 ) Dr i v i n g R a n g e : D r i v i n g R a n g e F e e s $3 4 5 , 8 2 8 $ 3 4 4 , 7 7 1 $ 1 , 0 5 7 0% $4 1 5 , 0 0 0 $ 4 1 0 , 0 0 0 ( $ 5 , 0 0 0 ) M i n i - p u t t F e e s $3 0 , 6 3 4 $ 3 7 , 1 6 7 ( $ 6 , 5 3 3 ) -1 8 % $6 0 , 0 0 0 $ 3 6 , 0 0 0 ( $ 2 4 , 0 0 0 ) L e s s o n F e e s $1 0 2 , 6 6 8 $ 1 1 6 , 1 3 2 ( $ 1 3 , 4 6 4 ) -1 2 % $1 2 0 , 0 0 0 $ 1 1 0 , 0 0 0 ( $ 1 0 , 0 0 0 ) F o o d & B e v e r a g e S a l e s $2 1 , 8 8 3 $0 $ 2 1 , 8 8 3 $3 5 , 0 0 0 $ 2 3 , 0 0 0 ( $ 1 2 , 0 0 0 ) Me r c h a n d i s e S a l e s $4 4 5 , 7 9 5 $ 5 0 7 , 4 0 8 ( $ 6 1 , 6 1 3 ) -1 2 % $5 6 3 , 3 4 4 $ 4 9 5 , 0 0 0 ( $ 6 8 , 3 4 4 ) Un a l l o c a t e d C a r t & C l u b R e n t a l s $1 6 4 , 4 2 9 ($ 1 6 4 , 4 2 9 ) -1 0 0 % $0 $0 $0 Un a l l o c a t e d C a r t & C l u b R e n t a l s $1 6 4 , 4 2 9 ($ 1 6 4 , 4 2 9 ) -1 0 0 % $0 $0 $0 Un a l l o c a t e d F o o d & B e v e r a g e S a l e s $3 2 , 6 7 9 ( $ 3 2 , 6 7 9 ) - 1 0 0 % $0 $0 $0 Mi s c e l l a n e o u s R e v e n u e $1 0 $ 2 , 7 0 8 ( $ 2 , 6 9 8 ) - 1 0 0 % $0 $2 8 $2 8 In t e r e s t I n c o m e $3 , 0 5 9 $ 1 1 , 4 0 9 ( $ 8 , 3 5 0 ) -7 3 % $7 , 8 9 0 $ 6 , 8 8 1 ( $ 1 , 0 0 9 ) Tr a n s f e r s I n / C o n t r i b u t i o n s $2 1 6 , 6 6 7 $ 2 1 6 , 6 6 7 ($ 0 ) 0% $2 6 0 , 0 0 0 $ 2 6 0 , 0 0 0 $0 To t a l s $2 , 9 4 6 , 9 2 6 $ 2 , 8 0 5 , 4 2 1 $ 1 4 1 , 5 0 5 5% $3 , 4 8 2 , 2 3 4 $ 3 , 3 8 6 , 4 2 7 ( $ 9 5 , 8 0 7 ) $0 $2 0 0 , 0 0 0 $4 0 0 , 0 0 0 $6 0 0 , 0 0 0 $8 0 0 , 0 0 0 $1 , 0 0 0 , 0 0 0 $1 , 2 0 0 , 0 0 0 $1 , 4 0 0 , 0 0 0 $1 , 6 0 0 , 0 0 0 18 H o l e C o u r s e Pa r 3 C o u r s e Dr i v i n g R a n g e Me r c h a n d i s e S a l e s Un a l l o c a t e d C a r t & C l u b R e n t a l s Un a l l o c a t e d F o o d & B e v e r a g e S a l e s Mi s c e l l a n e o u s R e v e n u e In t e r e s t I n c o m e Tr a n s f e r s I n / C o n t r i b u t i o n s Go l f R e v e n u e C o m p a r i s o n 20 0 8 20 0 7 Op e r a t i n g r e v e n u e s w e r e i n c o r p o r a t e d i n t o a p p l i c a b l e c o s t c e n t e r s e f f e c t i v e 2 0 0 7 18 H o l e C o u r s e Pa r 3 C o u r s e Dr i v i n g R a n g e Me r c h a n d i s e S a l e s Un a l l o c a t e d C a r t & C l u b R e n t a l s Un a l l o c a t e d F o o d & B e v e r a g e S a l e s Mi s c e l l a n e o u s R e v e n u e In t e r e s t I n c o m e Tr a n s f e r s I n / C o n t r i b u t i o n s 194 Ci t y o f K e n t Go l f C o m p l e x E x p e n s e s a n d O t h e r U s e s o f W o r k i n g C a p i t a l - C o m p a r i s o n s Th r o u g h O c t o b e r 2 0 0 8 a n d 2 0 0 7 Do l l a r P e r c e n t a g e Es t i m a t e d In c r e a s e I n c r e a s e Bu d g e t A c t u a l B a l a n c e De s c r i p t i o n 20 0 8 20 0 7 ( D e c r e a s e ) - D e c r e a s e 20 0 8 20 0 8 2 0 0 8 18 H o l e C o u r s e $1 , 1 1 0 , 0 3 1 $0 $ 1 , 1 1 0 , 0 3 1 $1 , 3 7 4 , 5 1 9 $ 1 , 3 7 4 , 5 1 9 $0 Pa r 3 C o u r s e $2 4 0 , 9 8 4 $0 $ 2 4 0 , 9 8 4 $3 1 9 , 1 9 1 $ 3 1 9 , 1 9 1 $0 Dr i v i n g R a n g e $3 7 5 , 3 3 3 $0 $ 3 7 5 , 3 3 3 $3 6 4 , 0 2 4 $ 3 7 4 , 9 4 7 ( $ 1 0 , 9 2 3 ) Me r c h a n d i s i n g C e n t e r $4 4 6 , 7 9 7 $ 4 2 2 , 0 5 9 $ 2 4 , 7 3 8 6% $5 6 6 , 7 4 6 $ 4 4 9 , 9 9 7 $ 1 1 6 , 7 4 9 Ma i n t e n a n c e E x p e n s e ($ 1 , 3 8 6 ) $ 1 , 0 0 2 , 2 9 2 ( $ 1 , 0 0 3 , 6 7 8 ) - 1 0 0 % $0 ( $ 3 , 7 9 5 ) $ 3 , 7 9 5 Op e r a t i n g E x p e n s e $0 $ 8 1 7 , 2 0 9 ( $ 8 1 7 , 2 0 9 ) - 1 0 0 % $0 $0 $0 De b t S e r v i c e - P r i n c i p a l $0 $0 $0 $5 2 8 , 0 0 0 $ 5 2 8 , 0 0 0 $0 In t e r e s t E x p e n s e $6 2 , 8 3 0 $ 8 5 , 0 8 7 ( $ 2 2 , 2 5 7 ) - 2 6 % $1 2 8 , 6 3 1 $ 1 2 8 , 6 3 1 $0 Ca p i t a l R e p l a c e / C o n s t r u c t i o n $0 $ 6 2 , 1 5 4 ( $ 6 2 , 1 5 4 ) - 1 0 0 % $0 $0 $0 Ot h e r E x p e n s e s $0 $0 $0 $0 $0 $0 To t a l s $2 , 2 3 4 , 5 8 9 $ 2 , 3 8 8 , 8 0 1 ( $ 1 5 4 , 2 1 2 ) -6 % $3 , 2 8 1 , 1 1 1 $ 3 , 1 7 1 , 4 9 0 $ 1 0 9 , 6 2 1 Go l f E x p e n s e C o m p a r i s o n Ma i n t e n a n c e a n d O p e r a t i o n s e x p e n s e s w e r e i n c o r p o r a t e d i n t o a p p l i c a b l e c o s t c e n t e r s e f f e c t i v e 2 0 0 7 ($ 2 0 0 , 0 0 0 ) $0 $2 0 0 , 0 0 0 $4 0 0 , 0 0 0 $6 0 0 , 0 0 0 $8 0 0 , 0 0 0 $1 , 0 0 0 , 0 0 0 $1 , 2 0 0 , 0 0 0 Go l f E x p e n s e C o m p a r i s o n 20 0 8 20 0 7 195 2007 2008 2008 2008 2009 Actual Budget YTD Est Actual Budget Beginning Fund Balance 7,120,935 8,026,008 8,026,008 8,026,008 8,475,911 Revenues Taxes: Property 25,275,510 26,625,624 24,315,906 26,269,824 27,174,392 Sales Tax 18,589,242 20,066,326 14,300,480 18,077,572 20,066,326 Utility 13,926,905 15,169,319 12,026,312 14,585,434 16,079,477 Other 573,306 738,809 399,358 567,737 1,333,357 Licenses and permits 2,809,392 2,535,320 2,180,246 2,603,718 2,625,724 Intergovernmental revenue 6,672,478 7,752,869 5,024,757 8,100,670 8,270,767 Charges for services 5,049,138 5,869,876 3,661,864 4,207,662 5,915,303 Fines and forfeitures 1,373,235 1,483,307 1,276,647 1,527,784 1,707,360 Interest income 1,003,577 1,276,043 341,503 684,825 1,467,259 Fair Market Value Gain (Loss)(4,944) Miscellaneous revenue 1,128,152 970,999 1,034,091 1,161,412 1,055,771 Total Revenues 76,395,992 82,488,492 64,561,162 77,786,637 85,695,736 Transfers In 1,236,335 1,262,765 912,765 1,912,765 1,173,095 As of October 31, 2008 BUDGET ANALYSIS GENERAL FUND TOTAL RESOURCES 84,753,261 91,777,265 73,499,935 87,725,410 95,344,742 Operating Expenditures Salaries & Benefits 57,088,071 63,022,979 51,493,997 60,642,796 66,575,008 Supplies 3,052,887 3,708,451 2,704,321 3,503,440 3,896,742 Services & charges 21,019,412 22,660,540 18,174,382 22,157,146 23,493,142 Capital outlay 161,495 36,000 107,510 107,510 15,000 Cost allocation (4,917,893) (5,957,457) (5,330,304) (7,757,457) (8,055,339) Total Operating Expenditures 76,403,972 83,470,513 67,149,906 78,653,435 85,924,553 Transfers Out 339,682 603,068 520,000 603,068 1,002,935 TOTAL EXPENDITURES & USES 76,743,654 84,073,581 67,669,906 79,256,503 86,927,488 Increase (Decrease)888,672 (322,324) (2,195,979) 442,899 (58,657) Ending Fund Balance 10% Target for Contingency 7,606,429 8,347,051 7,865,343 7,865,343 8,592,455 Undesignated 403,178 (643,367) (2,035,315) 603,564 (175,201) Total Ending Balance 8,026,008 7,703,684 5,830,029 8,468,907 8,417,254 10.5%9.2%10.8% 9.8% Original Budget Ending Fund Balance 8,397,039 10.1% 196 2007 2008 2008 2008 2009 Actual Budget YTD Est Budget FINANCIAL RESOURCES Beginning Fund Balance 1,663,094 876,305 493,587 493,587 52,354 Intergovernmental Revenue Fuel Tax - Unrestricted 2,064,112 2,111,445 1,623,416 1,984,517 2,164,231 Utility Taxes Water 82,757 73,463 74,892 88,215 77,871 Sewer 179,316 189,821 159,796 191,382 201,210 Drainage 86,589 92,935 75,566 89,895 98,511 Electric 968,958 1,069,006 843,067 1,011,680 1,133,146 Gas 401,177 531,921 290,324 342,161 563,836 Garbage 219,304 243,749 184,881 225,140 258,374 Telephone 747,334 829,623 654,004 772,597 879,400 Interest Income 86,558 133,739 9,430 41,880 133,739 Total Revenues 4,836,105 5,275,702 3,915,375 4,747,467 5,510,318 TOTAL RESOURCES 6,499,199 6,152,007 4,408,962 5,241,054 5,562,672 CURRENT BUDGET ANALYSIS STREET FUND as of October 31, 2008 EXPENDITURES & TRANSFERS Debt Service PW Trust Fund Loan 521,148 543,822 543,822 543,822 657,777 LTGO Bonds 1999 67,509 70,197 35,099 70,197 73,702 LTGO Bonds 2000 359,773 336,506 36,112 336,506 332,005 LTGO Bonds 2002 648,205 649,628 137,020 649,628 646,919 GO Refund (96) 2004 131,703 130,153 29,826 130,153 106,884 LTGO / Taxable Bonds 2003 14,739 42 GO Refund 2005 (93,95,00,96TF)37,683 37,875 16,503 37,875 37,678 Total Debt Service 1,780,760 1,768,181 798,424 1,768,181 1,854,965 Effective Transportation System Operating Costs Street Utility Operations 220,287 178,092 239,015 124,219 121,472 Street Tree Maintenance Program 218,706 232,768 187,568 223,230 237,856 Engineering Services Allocation 407,682 423,989 603,324 923,989 423,989 Total Operating Expenditures 846,675 834,849 1,029,907 1,271,438 783,317 Arterials 256th (Kent Kangley-116th)104,179 Hwy 99 HOV Lanes - Phase 1 1,970,466 4th Avenue North Improvements 1,500,000 1,500,000 1,500,000 2nd Avenue Pedestrian Improvements 332,000 84th Avenue Rehabilitation/EVH SR 167 489,000 Central Avenue Pavement Rehabilitation (476,382) (476,382) (476,382) Total Arterials 2,074,645 1,023,618 1,023,618 1,023,618 821,000 197 2007 2008 2008 2008 2009 Actual Budget YTD Est Budget CURRENT BUDGET ANALYSIS STREET FUND as of October 31, 2008 Intersection Improvements LID 329 Willis & 74th Ave 572,520 572,520 572,520 124th Avenue Improvements 75,000 187,500 248th Street Improvements 75,000 187,000 Willis & Central Avenue 600,000 164,878 600,000 500,000 Total Intersection Improvements 150,000 1,172,520 737,398 1,172,520 874,500 Other Improvements Traffic Lighting & Safety Citywide Guardrail & Safety Improvements (120,030) Transportation Master Plan 425,000 450,000 450,000 Street Striping Program (92,467) 89,000 89,000 89,000 Transit Now Partnership Program 260,000 260,000 260,000 Neighborhood Traffic Control 75,000 75,000 75,000 Alternative Modes & Paths Sidewalk Rehabilitation (851,680) 500,000 63,406 63,406 Kent Shuttle Service 35,000 35,000 35,000 35,000 Bike Paths/ Canyon Drive Improvements (200,000)Bike Paths/ Canyon Drive Improvements (200,000) Misc Projects Asphalt Overlays/Slurry Seal Program 217,710 Pavement Rating Survey 15,000 15,000 15,000 15,000 15,000 SR 167 Study (96,138) (96,138) (96,138) East Hill M&O Facility Land (150,580) Downtown ITS Improvements 300,000 Aerial Flight 35,000 BNSF Grade Separation 1,425,000 East Hill Operations Center 150,580 Total Other Improvements 1,153,533 1,327,862 406,268 891,268 85,000 Total Effective Transportation System 4,224,853 4,358,849 3,197,191 4,358,844 2,563,817 TOTAL EXPENDITURES & TRANSFERS 6,005,613 6,127,030 3,995,615 6,127,025 4,418,782 Change In Fund Balance (1,169,508) (851,328) (80,240) (1,379,558) 1,091,536 Ending Fund Balance Unrestricted 493,587 (357,741) 413,347 (885,971) 1,143,890 Total Ending Fund Balance 493,587 24,977 413,347 (885,971) 1,143,890 198 2007 2008 2008 2008 2009 Actual Budget YTD Est Actual Budget BEGINNING FUND BALANCE 145,604 204,964 204,964 204,964 246,908 REVENUES Lodging Tax 195,667 185,000 166,126 202,376 185,000 Interest Income 8,148 5,500 5,239 6,180 5,500 TOTAL REVENUES 203,815 190,500 171,365 208,556 190,500 TOTAL RESOURCES 349,419 395,464 376,329 413,520 437,408 EXPENDITURES Senior Softball Tournament 4,788 Tourism Chamber 15,000 19,000 13,875 19,000 19,000 Seattle Southside Visitor Services 100,000 120,000 90,000 120,000 120,000 Downtown Partnership Maps 5,000 2008 Sponsorship Seattle Convention Center 16,667 Tourism Unallocated 3,000 20,000 12,500 20,000 20,000 TOTAL EXPENDITURES (TRANSFERS)144,455 159,000 116,375 159,000 159,000 Change in Fund Balance 59,360 31,500 54,990 49,556 31,500 ENDING FUND BALANCE 204,964 236,464 259,954 254,520 278,408 as of October 31, 2008 CURRENT BUDGET ANALYSIS LODGING TAX OPERATING FUND 199 2007 2008 2008 2008 2009 Actual Budget YTD Est Actual Budget BEGINNING FUND BALANCE 95,962 284,753 284,753 284,753 170,594 REVENUES Utility Taxes: Water 24,827 22,039 20,507 25,965 23,361 Sewer 53,795 56,946 43,309 57,302 60,363 Drainage 25,977 27,880 20,517 26,967 29,553 Electric 290,687 320,702 231,247 299,524 339,944 Gas 120,353 154,244 83,605 102,645 163,499 Garbage 65,791 73,125 50,217 61,801 77,513 Telephone 224,200 225,272 176,670 231,776 238,788 Interest Income 14,756 5,795 9,849 13,836 10,474 Gain/(Loss) Adjustment for FMV TOTAL REVENUES 820,386 886,003 635,921 819,816 943,495 TOTAL RESOURCES 916,348 1,170,756 920,674 1,104,569 1,114,089 EXPENDITURES CURRENT BUDGET ANALYSIS YOUTH/TEEN PROGRAMS OPERATING FUND As of October 31, 2008 Valued Government Services Transfer Out - General Fund Teen Programs 559,595 862,220 862,220 773,095 Transfer Out - Parks Capital Projects 5,000 50,000 50,000 Teen Golf Program 42,000 42,000 42,000 42,000 Transfer Out - GF Aquatics 25,000 25,000 25,000 TOTAL EXPENDITURES (TRANSFERS)631,595 979,220 979,220 815,095 Change In Fund Balance 188,791 (93,217)635,921 (159,404)128,400 ENDING FUND BALANCE 284,753 191,536 920,674 125,349 298,994 200 2007 2008 2008 2008 2009 Actual Adj Budget YTD Est Actual Forecast TOTAL BEGINNING FUND BALANCE 4,328,914 3,656,228 3,367,487 3,367,487 1,295,413 REVENUES AND OTHER FINANCIAL SOURCES Sales Tax 6,099,633 6,318,805 4,657,036 5,755,174 6,318,805 Real Estate Excise Tax 2,306,407 2,283,012 1,294,166 1,651,886 2,317,368 Real Estate Excise Tax - 2nd Qtr Percent 2,306,373 2,283,230 1,294,166 1,651,994 2,317,368 Real Estate Excise Tax - State 339,600 269,544 269,543 Interest 266,427 276,230 112,540 168,000 276,230 TOTAL REVENUES/OTHER FINANCIAL SOURCES 11,318,440 11,161,277 7,627,452 9,496,597 11,229,771 TOTAL RESOURCES 15,647,354 14,817,505 10,994,939 12,864,084 12,525,184 EXPENDITURES (TRANSFERS) Debt Service SubledgerTitle Non-Voted Debt Service 135,275 85,000 92,114 85,000 65,000 LTGO Bonds 1999 290,417 286,175 143,088 286,175 280,643 LTGO Bonds 2000 1,741,937 1,579,428 169,497 1,579,428 1,583,007 Valley Communications 159,141 250,479 250,479 250,479 250,630 LTGO Bonds 2002 506,245 509,222 107,405 509,222 510,129 LTGO / Taxable Bonds 2003 988,735 666,164 86,686 666,164 666,687 GO Refund (96) 2004 1,398,036 1,381,578 316,605 1,381,578 1,134,584 GO Refund 2005 (93,95,00,96TF)62,932 63,254 27,561 63,254 62,924 LTGO Bonds 2006 518,000 718,000 259,000 718,000 910,000 Golf Debt Service 260,000 260,000 216,667 260,000 260,000 Subtotal Debt Service 6,060,718 5,799,300 1,669,102 5,799,300 5,723,604 Safe Community CAPITAL IMPROVEMENT OPERATING FUND CURRENT BUDGET ANALYSIS As of October 31, 2008 INCLUDING BOTH PORTIONS OF ESTATE EXCISE TAXES Safe Community Fire - Replacement Radio Fund 400,000 400,000 400,000 400,000 Fire Dept. Property Purchases (0) Fire Equipment 400,000 300,000 250,000 300,000 220,000 Fire - Breathing Apparatus 120,000 150,000 150,000 150,000 157,500 Fire - Replacement Fire Hose 15,000 15,000 15,000 15,500 Fire - Exhaust Systems (2)55,000 62,000 62,000 62,000 15,000 Fire - Sleeping Quarters/Restrooms 200,000 200,000 Fire - Security Fences 57,000 62,000 62,000 62,000 Other Public Safety Projects (64) Police - Corrections-Camera Upgrade/Renovations (0) 30,000 30,000 30,000 Police - Portable Radios-Replacement 50,000 Police - Training Center Classroom Upgrades 25,000 Police - 2 Unmarked Detective Vehicles 60,000 Police - Satellie Processing of Traffic NOI's 30,000 Police - HQ Livescan 25,000 25,000 25,000 Subtotal Safe Community 631,936 1,244,000 994,000 1,244,000 973,000 Valued Government Services Contribution to LEOFF1 Retirement Medical 250,000 Citywide Aerial Flight / Annexation Study 4,986 3,850 3,850 Grant Matching - Land Acquisition 75,000 75,000 75,000 75,000 75,000 Park Development - REET Riverwalk/Riverview Park Development 900,000 454,000 454,000 454,000 West Fenwick Renovations 415,000 500,000 500,000 500,000 Demolition of Rental Houses 25,000 West Hill Park Development 115,000 Park Lifecycle Repairs and Renovations 250,000 250,000 250,000 250,000 250,000 Lifecycle-Play Equipment 50,000 60,000 60,000 60,000 50,000 Lifecycle- Ballfields 25,000 25,000 25,000 25,000 25,000 Lifecycle-Irrigation 25,000 25,000 25,000 25,000 25,000 Aquatic Center Study 250,000 Adopt-a-Park 35,000 35,000 35,000 35,000 35,000 Glenn Nelson Park Improvements 100,000 Lake Fenwick Park Improvements 100,000 First Avenue Plaza 35,000 Commons Neighborhood Park 30,000 Events Center (Lifecycle)300,000 300,000 300,000 300,000 East Hill "X" Park / Skate Park 260,000 Kiwanis Tot Lot #1 Improvements 75,000 201 2007 2008 2008 2008 2009 Actual Adj Budget YTD Est Actual Forecast CAPITAL IMPROVEMENT OPERATING FUND CURRENT BUDGET ANALYSIS As of October 31, 2008 INCLUDING BOTH PORTIONS OF ESTATE EXCISE TAXES Wilson Playfields 200,000 200,000 200,000 Aquatic Center Land Acquisition and Plan 1,000,000 1,000,000 1,000,000 East Hill Park Land Acquisition 325,000 Urban Forestry 5,000 5,000 5,000 5,000 5,000 Eagle Scout Projects 25,000 25,000 25,000 25,000 25,000 228th Corridor Park/Trailhead 50,000 10,000 10,000 10,000 150,000 Community Sports Fields 250,000 Softball/Soccer Field Developm 20,000 Life Cycle - Infield Soil 40,000 25,000 25,000 25,000 25,000 Master Plans 25,000 25,000 25,000 25,000 25,000 Architect/Engineering 10,000 10,000 Comprehensive Park & Recreation Plan 15,000 Uplands Playfield Parking/Stre 250,000 25,000 25,000 25,000 250,000 General Government Projects Senior Center Greenhouse Upgrades & Expansion 173,427 Roof Repairs 260,000 Replacement Furniture (Lifecycle)25,000 25,000 88,800 25,000 Parks Maintenance Renovation 25,000 Kent Pool Improvements 250,000 Senior Center Upgrades 40,000 40,000 40,000 City Hall Upgrades 25,000 25,000 25,000 Range Netting-(Golf Improvements)25,000 25,000 25,000 25,000 Sealcoat Parking Lots 110,000 110,000 110,000 Miscellaneous Facilities Projects 40,000 40,000 40,000 Comprehensive Plan EIS Update 75,000 ERP System Upgrade/Software Business Sys 500,000 500,000 500,000 500,000 Public Safety MDC Replacements 195,000 Neighborhood Programs 75,000 75,000 75,000 75,000 75,000 Annexation Study 100,000 Department Equipment 150,000 121,500 121,500 121,500 IT Annex Furniture/CATV Furnit 15,000 Resource Center Security Upgra 25,000 CKCF Improvements (Study/Impr)75,000 90,000 90,000 90,000 450,000 Shoreline Master Program 10,000 10,000 10,000 Police Patrol Remodel 30,000 Expansion Police/Fire Training 30,000 Remodel Washington Ave Fire St 150,000 Patrol Audio/Video Recording E 75,000 Taser Unit 25,000 Patrol Less Than Lethal Equipm 25,000 Downtown Gateways, Phase 2 75,000 100,000 100,000 100,000 Kent Parks Foundation 25,000 25,000 26,127 25,000 25,000 HVAC Lifecycle Replacements 275,000 175,000 175,000 175,000 Centennial Garage Seismic 178,799 Technology Projects 520,000 450,000 450,000 450,000 450,000 Fire Station Grounds Renovation 50,000 50,000 50,000 Aukeen Court Expansion 90,000 90,000 90,000 Major Entries into Kent 50,000 50,000 50,000 Other Projects 500,001 185,000 176,200 185,000 Subtotal Valued Government Services 5,587,213 5,225,500 5,285,477 5,229,350 4,575,000 TOTAL EXPENDITURES (TRANSFERS)12,279,868 12,268,800 7,948,580 12,272,650 11,271,604 Change in Fund Balance (961,428) (1,107,523) (321,128) (2,776,053) (41,833) TOTAL ENDING FUND BALANCE 3,367,487 2,548,705 3,046,359 591,434 1,253,580 202 2007 2008 2008 2008 2009 Actual Budget YTD Est Actual Forecast BEGINNING FUND BALANCE 451,358 870,184 967,219 967,219 816,299 Revenues Sales Tax - Local Option (1)2,123,885 2,139,869 1 1,723,267 2,087,045 2,139,869 MVET - Basic & High Crime 253,449 224,702 259,965 283,904 230,320 MVET - Special Programs 66,746 75,934 85,592 86,092 77,832 Interest & Miscellaneous Revenues 23,473 3,865 18,912 21,926 3,865 Total Revenues 2,467,552 2,444,370 2,087,736 2,478,967 2,451,886 Transfers In 46,237 30,000 30,000 30,000 Total Resources 2,965,147 3,344,554 3,084,955 3,476,186 3,268,185 Expenditures Law Salaries & Benefits 356,465 491,935 408,424 489,904 658,446 CITY OF KENT CURRENT BUDGET ANALYSIS AND FORECAST CRIMINAL JUSTICE OPERATING FUND As of October 31, 2008 Salaries & Benefits 356,465 491,935 408,424 489,904 658,446 Supplies 14,432 20,878 9,515 14,432 27,971 Services & Charges 8,997 47,715 32,180 38,616 8,840 Domestic Violence Salaries & Benefits 190,592 271,521 172,744 210,406 225,475 Supplies Services & Charges 5,808 7,749 6,697 7,923 8,136 Capital Outlay Project Lighthouse Services & Charges 25,195 25,195 5,000 15,195 25,195 Police Salaries & Benefits 1,291,274 1,665,628 1,124,192 1,390,766 1,843,196 Supplies 34,008 42,289 32,292 39,790 47,226 Services & Charges 60,457 103,270 53,312 77,702 108,368 Capital Outlay 49,438 125,000 85,918 125,000 Total Expenditures 2,036,667 2,801,180 1,930,274 2,409,734 2,952,853 Transfers Out (38,739) 185,000 155,000 185,000 215,000 Total Expenditures and Transfers 1,997,928 2,986,180 2,085,274 2,594,734 3,167,853 Increase (Decrease) In Fund Balance 515,861 (511,810) 32,462 (85,767) (715,967) ENDING FUND BALANCE 967,219 358,374 999,681 881,452 100,332 203 City of Kent 2007 2008 2008 2008 2009 Description Actual Budget YTD Est Actual Budget Beginning Working Capital 1,760,783 1,450,758 1,998,566 1,998,566 1,278,617 OPERATING REVENUE Fleet Operations 2,285,253 2,405,826 1,971,589 2,386,862 2,774,314 Fleet Replacement 1,311,057 1,439,655 1,201,471 1,441,794 1,582,333 Fire Equipment Replacement 458,000 577,080 480,900 577,080 577,080 Interest Income 127,339 125,062 74,686 91,448 148,835 Total Operating Revenue 4,181,649 4,547,623 3,728,646 4,497,184 5,082,562 Other Income Gain (Loss) On Sale Of Assets (33,509)34,135 34,135 Transfers In 400,000 300,000 250,000 300,000 Total Other Income 366,491 300,000 284,135 334,135 Total Resources 6,308,923 6,298,381 6,011,347 6,829,885 6,361,179 Operating Expense By Division Fleet Operations 3,465,699 4,771,824 3,509,479 4,527,365 4,893,546 Fire Equipment 82,088 219,340 49,513 40,927 1,096,378 Total Operating Expense 3,547,786 4,991,164 3,558,992 4,568,292 5,989,924 Equipment Rental and Fire Equipment Replacement As of October 31, 2008 Total Operating Expense 3,547,786 4,991,164 3,558,992 4,568,292 5,989,924 Operating Expense By Object Salaries 602,525 615,015 489,891 587,771 652,730 Benefits 201,152 242,610 164,272 198,341 246,358 Supplies 1,221,544 1,394,778 1,248,856 1,513,776 1,475,708 Services 653,849 808,511 555,178 668,747 838,090 Capital Outlay 868,716 1,930,250 1,100,795 1,599,657 2,777,038 Total Operating Expense 3,547,786 4,991,164 3,558,992 4,568,292 5,989,924 Other Financial Uses Transfers Out 762,572 645,727 645,727 645,727 Total Other Uses 762,572 645,727 645,727 645,727 Total Expenses and Uses 4,310,358 5,636,891 4,204,719 5,214,019 5,989,924 Net Change In Working Capital 237,782 (789,268) (191,937) (382,699) (907,362) Total Working Capital 1,998,566 661,490 1,806,629 1,615,867 371,255 204 2007 2008 2008 2008 2009 Description Actual Budget YTD Est Actual Budget Beginning Working Capital 54,921 10,699 23,730 23,730 REVENUE Central Stores 259,336 291,174 185,143 220,018 301,459 Postage 262,642 292,561 228,799 274,285 305,095 Photocopy 126,638 159,625 114,185 136,756 166,064 Total Revenue 648,615 743,360 528,127 631,059 772,618 Central Services As of October 31, 2008 Total Resources 703,536 754,059 551,857 654,789 772,618 EXPENSE Central Stores 268,459 280,740 166,473 210,565 280,740 Postage 256,290 293,972 226,195 268,929 294,000 Photocopy 155,057 98,790 137,213 168,916 98,959 Total Expense 679,806 673,502 529,881 648,410 673,699 Net Operating Income (31,191) 69,858 (1,754) (17,351) 98,919 Ending Working Capital 23,730 80,557 21,976 6,379 98,919 205 2007 2008 2008 2008 2009 Description Actual Budget YTD Est Actual Budget Beginning Working Capital 103,705 329,859 25,283 25,283 212,039 REVENUE Contributions & Other 4,255,858 4,461,585 3,684,423 4,476,861 4,632,154 Total Revenue 4,255,858 4,461,585 3,684,423 4,476,861 4,632,154 Transfers In Total Resources 4,359,563 4,791,444 3,709,706 4,502,144 4,844,193 EXPENSE Data Processing Salaries & Benefits 1,593,814 1,865,401 1,442,539 1,745,608 1,987,901 Supplies 75,208 37,076 55,202 65,850 33,024 Services and charges 1,069,371 1,111,535 985,351 1,115,501 1,199,933 Equipment City of Kent Information Technology As of October 31, 2008 Equipment Sub-total 2,738,394 3,014,012 2,483,092 2,926,959 3,220,858 Telecommunications Salaries & Benefits 128,379 133,838 107,057 127,998 141,728 Supplies 81,777 18,575 10,931 43,469 19,502 Services and charges 360,933 407,639 288,650 378,933 399,681 Equipment 1,872 Sub-total 572,960 560,052 406,639 550,399 560,911 Printing/Graphics/Cable TV Salaries & Benefits 575,744 685,093 456,390 548,138 702,162 Supplies 80,399 97,605 52,327 71,633 97,480 Services and charges 166,783 219,947 169,807 250,576 215,414 Equipment Sub-total 822,926 1,002,645 678,524 870,347 1,015,056 Total Operating Expense 4,134,280 4,576,709 3,568,255 4,347,705 4,796,825 Transfers Out 200,000 Total Expenses & Transfers 4,334,280 4,576,709 3,568,255 4,347,705 4,796,825 Net Income (78,422) (115,124) 116,168 129,156 (164,671) Ending Working Capital 25,283 214,735 141,451 154,439 47,368 206 2007 2008 2008 2008 2009 Description Actual Budget YTD Est Actual Budget Beginning Working Capital (68,038) 55,693 (82,936) (82,936) (1,834) Operating Revenue Rental Fees - Internal 4,449,616 4,778,024 3,984,827 4,821,261 5,230,325 Interest 22,286 29,269 19,708 24,321 29,269 Grants 2,389 0 0 0 0 Other revenue 41,811 73,109 32,705 38,921 73,109 Total revenue 4,516,102 4,880,402 4,037,240 4,884,503 5,332,703 Total Resources 4,448,064 4,936,095 3,954,304 4,801,567 5,330,869 Operating Expense Salaries and benefits 1,968,161 2,243,164 1,720,475 2,078,657 2,233,103 Supplies 360,038 342,921 278,158 381,435 361,839 Services and charges 4,313,442 4,646,585 3,423,966 4,283,383 4,948,480 Cost allocation (2,569,083) (2,767,878) (2,045,257) (2,455,979) (2,906,272) Total Operating Expense 4,072,559 4,464,792 3,395,923 4,306,078 4,637,150 City of Kent Facilities Fund As of October 31, 2008 Other Financial Uses Transfers-(out) - Projects 335,000 300,000 163,804 300,000 Transfers-(out)-Debt 117,903 152,903 76,452 152,903 662,903 Total Non Operating Rev (Exp)452,903 452,903 240,256 452,903 662,903 Total Expenses and Uses 4,525,462 4,917,695 3,636,180 4,758,981 5,300,053 Net Change In Working Capital (9,359) (37,293) 401,060 125,522 32,650 Working Capital, 12/31 (1)(82,936) 18,400 318,124 42,586 30,816 (1) Operating fund 540 only reported 207 2007 2008 2008 2008 2009 Description Actual Budget YTD Est Act Budget Beginning Working Capital 68,321 41,639 23,680 23,680 209 REVENUE Contributions 71,372 80,000 70,924 85,108 120,000 Interest Income 1,841 6,927 250 285 6,927 Total Revenue 73,213 86,927 71,174 85,393 126,927 Total Resources 141,534 128,566 94,853 109,073 127,136 EXPENSE Salaries and benefits 20,350 20,063 17,776 21,624 23,538 Supplies 3,751 751 3,938 Claims Paid 1st Quarter 29,468 33,506 32,626 32,626 33,506 2nd Quarter 16,936 20,000 5,900 5,900 20,000 3rd Quarter 28,878 20,000 20,000 20,000 4th Quarter 19,298 20,000 20,000 20,000 Personnel Costs Unemployment As of October 31, 2008 Personnel Costs Other services and charges 2,925 7,680 2,025 7,680 7,680 Transfer to Worker's Comp Capital Outlay Total Expenses 117,855 125,000 58,328 108,582 128,662 Net Income (44,642) (38,073) 12,846 (23,189) (1,735) Ending Working Capital 23,680 3,566 36,526 491 (1,526) 208 2007 2008 2008 2008 2009 Description Actual Budget YTD Est Actual Budget Beginning Working Capital 187,001 274,726 (61,482) (61,482) 48,262 REVENUE Contributions 1,398,871 1,406,651 1,266,680 1,517,863 1,615,823 Interest Income 73,898 110,062 42,067 71,224 110,062 Total Revenue 1,472,768 1,516,713 1,308,747 1,589,087 1,725,885 Transfers In Total Resources 1,659,769 1,791,439 1,247,265 1,527,605 1,774,147 EXPENSE Salaries and benefits 80,827 90,598 82,681 99,471 104,549 Judgements & Damages 865,432 883,050 619,022 883,050 883,050 Ultimate Loss Adjustment 331,271 Liability insurance 68,721 83,334 68,677 68,677 83,334 Intergovernmental services 181,078 204,750 145,897 186,317 204,750 Administrative costs 58,807 49,701 50,860 64,238 49,701 Debt and financial services 10,000 9,348 9,348 9,348 Other 90,492 14,685 33,970 33,977 15,368 Workers Compensation As of October 31, 2008 Other 90,492 14,685 33,970 33,977 15,368 Safety program 34,623 100,111 47,578 93,634 102,273 Total Expense 1,721,251 1,435,577 1,048,684 1,438,712 1,452,373 Net Income (248,482) 81,136 260,063 150,376 273,512 Ending Working Capital (61,482) 355,862 198,581 88,894 321,774 209 2007 2008 2008 2008 2009 Description Actual Budget YTD Est Actual Budget Beginning Working Capital 5,870,822 6,395,692 6,395,692 6,395,692 7,718,722 REVENUE Contributions Blue Cross 7,537,457 9,449,303 7,102,209 7,102,209 9,449,303 Group Health 304,373 363,602 291,665 291,665 363,602 Employee Share Blue Cross 745,982 925,644 667,769 667,769 925,644 Group Health 9,082 43,521 35,957 35,957 43,521 COBRA 79,289 104,703 44,698 104,703 104,703 LEOFF1 Retirees Interest 401,945 286,315 187,867 237,746 286,315 Miscellaneous 156,019 119,106 84,580 102,486 119,106 Total Revenue 9,234,147 11,292,194 8,414,744 8,542,535 11,292,194 Total Resources 15,104,968 17,687,886 14,810,435 14,938,227 19,010,916 EXPENSE Salaries and benefits 218,475 232,788 185,246 229,208 245,957 Blue Cross Claims 7,119,497 8,693,755 6,661,955 8,022,212 8,683,755 Health and Employee Wellness Fund As of October 31, 2008 Blue Cross Claims 7,119,497 8,693,755 6,661,955 8,022,212 8,683,755 Blue Cross Admin Fees 603,037 537,507 575,454 669,096 537,507 Blue Cross Audit Fees 640 54,835 4,835 54,835 Stop Loss Fees 400,407 442,683 359,099 442,683 442,683 Stop Loss Reimbursements (91,238) (342,934) (105,315) (105,315) (342,934) Group Health Premiums 375,494 370,495 327,622 393,366 370,495 IBNR adjustment (133,700) 189,449 189,449 189,449 Wellness 30,396 38,231 24,609 44,637 49,239 Other Professional Services 186,268 49,160 134,250 173,062 49,182 Total Expense 8,709,276 10,265,969 8,162,919 10,063,233 10,280,168 Change in Working Capital 524,871 1,026,225 251,825 (1,520,698) 1,012,026 Ending Working Capital 6,395,692 7,421,917 6,647,517 4,874,994 8,730,748 IBNR 907,000 1,086,800 1,086,800 1,086,800 1,222,200 Target Fund Bal @ 2 X IBNR 1,814,000 2,173,600 2,173,600 2,173,600 2,444,400 Ending Working Capital Less IBNR 4,581,692 5,248,317 4,473,917 2,701,394 6,286,348 5600010 Medical.xls 11/24/2008 210 2007 2008 2008 2008 2009 Description Actual Budget YTD Est Actual Budget Beginning Working Capital 644,466 827,999 579,503 579,503 476,386 REVENUE Contributions 1,797,492 1,797,564 1,496,352 1,796,593 1,886,494 Interest 73,593 61,989 31,381 50,446 61,989 Total Revenue 1,871,085 1,859,553 1,527,733 1,847,039 1,948,483 EXPENSE Salaries and benefits 81,397 80,201 71,103 86,490 94,096 Claims & Judgements 797,525 702,799 493,799 702,799 702,799 Loss reserves adjustment Insurance Premiums 807,531 955,612 933,433 933,433 955,612 Other Expenses 249,594 116,072 156,894 235,395 116,160 Total Expense 1,936,048 1,854,684 1,655,229 1,958,117 1,868,667 Transfers Out Total Expenses & Transfers 1,936,048 1,854,684 1,655,229 1,958,117 1,868,667 Net Income (64,963)4,869 (127,496) (111,078)79,816 Ending Working Capital 579,503 832,868 452,006 468,425 556,202 Liability Insurance As of October 31, 2008 Ending Working Capital 579,503 832,868 452,006 468,425 556,202 211 2007 2008 2008 2008 2009 Description Actual Budget YTD Est Act Budget Beginning Working Capital 42,833 67,515 82,865 82,865 44,925 REVENUE Contributions 287,808 302,212 251,008 301,288 316,821 Interest 448 310 268 521 310 Reimbursement-Loss/Damages Total Revenue 288,257 302,522 251,276 301,809 317,131 Total Resources 331,090 370,037 334,141 384,674 362,056 EXPENSE Brokerage Fees 14,000 17,136 1,468 17,136 17,136 Insurance Premiums 217,648 277,778 252,357 252,357 277,778 Property Claims/Deductibles (9,275) 23,269 (3,021) 2,328 23,269 Other costs 25,852 20,063 17,776 21,557 23,538 Total Expense 248,225 338,246 268,580 293,378 341,721 Net Income 40,032 (35,724)(17,305)8,431 (24,590) Property Insurance As of October 31, 2008 Net Income 40,032 (35,724)(17,305)8,431 (24,590) Working Capital 82,865 31,791 65,561 91,296 20,335 212 R5 5 G A 0 5 7 Ci t y o f K e n t 11 / 1 3 / 2 0 0 8 1 6 : 3 5 : 5 1 1 Pa g e - Ge n e r a l F u n d Ex c l u d e s P r o j e c t s as o f O c t o b e r 3 1 , 2 0 0 8 Ye a r E n d Re m a i n i n g Un r e a l i z e d R e v e n u e / Mo n t h s Pr o j e c t i o n Ye a r E n d Pe r c e n t Oc t o b e r Un e x p e n d e d B u d g e t De s c r i p t i o n Bu d g e t Pr o j e c t i o n Re a l i z e d / S p e n t Ye a r t o D a t e Pr o j e c t i o n % o f B u d g e t __ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ Av a i l a b l e R e s o u r c e s 8, 0 2 6 , 0 0 8 8, 0 2 6 , 0 0 8 8, 0 2 6 , 0 0 8 Be g i n n i n g F u n d B a l a n c e (0 1 0 0 . 0 0 % 8, 0 2 6 , 0 0 8 8, 0 2 6 , 0 0 8 (0 8, 0 2 6 , 0 0 8 To t a l F u n d B a l a n c e 91 . 3 3 % 10 0 . 0 0 % Pr o p e r t y T a x e s 26 , 6 2 5 , 6 2 4 9 , 9 9 5 , 4 9 3 2 4 , 3 1 5 , 9 0 6 2 , 3 0 9 , 7 1 9 2, 3 0 9 , 7 1 9 2 6 , 6 2 5 , 6 2 4 71 . 2 7 % 85 . 5 2 % Sa l e s & U s e T a x e s 20 , 0 6 6 , 3 2 6 1 , 1 0 1 , 7 8 4 1 4 , 3 0 0 , 4 8 0 5 , 7 6 5 , 8 4 6 2, 8 6 0 , 0 9 6 1 7 , 1 6 0 , 5 7 6 79 . 2 8 % 95 . 1 4 % Ut i l i t y T a x e s 15 , 1 6 9 , 3 1 9 1 , 2 0 6 , 5 8 7 1 2 , 0 2 6 , 3 1 3 3 , 1 4 3 , 0 0 7 2, 4 0 5 , 2 6 3 1 4 , 4 3 1 , 5 7 5 54 . 0 5 % 64 . 8 7 % Ot h e r T a x e s 73 8 , 8 0 9 98 , 6 2 0 3 9 9 , 3 5 8 33 9 , 4 5 1 79 , 8 7 2 4 7 9 , 2 2 9 85 . 9 9 % 10 3 . 1 9 % Li c e n s e s & P e r m i t s 2, 5 3 5 , 3 2 0 1 3 4 , 0 9 1 2 , 1 8 0 , 2 4 6 35 5 , 0 7 4 43 6 , 0 4 9 2 , 6 1 6 , 2 9 5 64 . 8 1 % 77 . 7 7 % In t e r g o v e r n m e n t a l 7, 7 5 2 , 8 6 9 2 6 8 , 6 1 6 5 , 0 2 4 , 7 5 7 2 , 7 2 8 , 1 1 2 1, 0 0 4 , 9 5 1 6 , 0 2 9 , 7 0 8 62 . 3 8 % 74 . 8 6 % Ch a r g e s f o r S e r v i c e s 5, 8 6 9 , 8 7 5 2 7 4 , 9 7 3 3 , 6 6 1 , 8 6 4 2 , 2 0 8 , 0 1 1 73 2 , 3 7 3 4 , 3 9 4 , 2 3 7 86 . 0 7 % 10 3 . 2 8 % Fi n e s & F o r f e i t u r e s 1, 4 8 3 , 3 0 7 1 3 9 , 2 9 0 1 , 2 7 6 , 6 4 7 20 6 , 6 6 0 25 5 , 3 2 9 1 , 5 3 1 , 9 7 6 61 . 0 0 % 73 . 2 0 % Mi s c e l l a n e o u s R e v e n u e s 2, 2 4 7 , 0 4 0 1 2 0 , 2 6 1 1 , 3 7 0 , 6 1 5 87 6 , 4 2 5 27 4 , 1 2 3 1 , 6 4 4 , 7 3 7 Ot h e r F i n a n c i n g S o u r c e s 4, 9 7 9 (4 , 9 7 9 ) 99 6 5, 9 7 5 72 . 2 8 % 86 . 7 4 % Op e r a t i n g T r a n s f e r s I n 1, 2 6 2 , 7 6 5 9 1 2 , 7 6 5 9 1 2 , 7 6 5 35 0 , 0 0 0 18 2 , 5 5 3 1 , 0 9 5 , 3 1 8 To t a l R e v e n u e 83 , 7 5 1 , 2 5 4 14 , 2 5 2 , 4 8 1 65 , 4 7 3 , 9 2 8 18 , 2 7 7 , 3 2 6 78 . 1 8 % 1 0 , 5 4 1 , 3 2 3 76 , 0 1 5 , 2 5 1 90 . 7 6 % To t a l A v a i l a b l e R e s o u r c e s 91 , 7 7 7 , 2 6 2 1 4 , 2 5 2 , 4 8 1 7 3 , 4 9 9 , 9 3 6 1 8 , 2 7 7 , 3 2 6 8 0 . 0 9 % 1 0 , 5 4 1 , 3 2 3 8 4 , 0 4 1 , 2 5 9 9 1 . 5 7 % Ex p e n d i t u r e s 28 6 , 1 7 7 19 , 1 0 1 1 9 9 , 7 9 2 86 , 3 8 5 39 , 9 5 8 2 3 9 , 7 5 1 Ci t y C o u n c i l 69 . 8 1 % 83 . 7 8 % 1, 7 7 0 , 3 4 5 1 1 6 , 6 5 7 1 , 3 1 6 , 5 4 9 45 3 , 7 9 6 26 3 , 3 1 0 1 , 5 7 9 , 8 5 9 Ma y o r ' s O f f i c e 74 . 3 7 % 89 . 2 4 % 58 8 , 1 9 3 31 , 4 7 8 4 3 0 , 2 6 2 15 7 , 9 3 1 86 , 0 5 2 5 1 6 , 3 1 5 Ci t y C l e r k 73 . 1 5 % 87 . 7 8 % 1, 6 0 2 , 9 6 5 1 0 8 , 3 9 4 1 , 1 4 4 , 4 6 2 45 8 , 5 0 3 22 8 , 8 9 2 1 , 3 7 3 , 3 5 4 Em p l o y e e S e r v i c e s 71 . 4 0 % 85 . 6 8 % 70 2 , 4 4 2 45 , 6 1 8 5 3 3 , 3 8 4 16 9 , 0 5 8 10 6 , 6 7 7 6 4 0 , 0 6 1 Le g a l 75 . 9 3 % 91 . 1 2 % 2, 0 9 4 , 7 1 4 1 2 7 , 5 4 1 1 , 5 7 6 , 7 2 2 51 7 , 9 9 2 31 5 , 3 4 4 1 , 8 9 2 , 0 6 7 Fi n a n c e 75 . 2 7 % 90 . 3 3 % 99 , 6 4 0 3, 6 3 5 61 , 8 0 4 37 , 8 3 6 12 , 3 6 1 74 , 1 6 5 Ci v i l S e r v i c e C o m m i s s i o n 62 . 0 3 % 74 . 4 3 % 86 , 2 5 3 3, 0 6 8 60 , 1 4 6 26 , 1 0 7 12 , 0 2 9 72 , 1 7 5 He a r i n g E x a m i n e r 69 . 7 3 % 83 . 6 8 % 7, 2 0 6 49 3 4, 7 7 6 2, 4 3 0 95 5 5, 7 3 1 La n d U s e & P l a n n i n g B o a r d s 66 . 2 8 % 79 . 5 4 % 81 3 , 9 6 2 62 , 0 6 1 6 3 5 , 6 3 7 17 8 , 3 2 5 12 7 , 1 2 7 7 6 2 , 7 6 4 Pe r m i t C e n t e r 78 . 0 9 % 93 . 7 1 % 1, 4 7 8 , 1 6 2 1 1 3 , 0 0 1 1 , 1 9 5 , 4 2 8 28 2 , 7 3 4 23 9 , 0 8 6 1 , 4 3 4 , 5 1 4 Pl a n n i n g S e r v i c e s 80 . 8 7 % 97 . 0 5 % 63 3 , 9 9 3 45 , 0 7 4 4 7 9 , 2 5 1 15 4 , 7 4 2 95 , 8 5 0 5 7 5 , 1 0 2 Co m m u n i t y D e v e l o p m e n t A d m i n 75 . 5 9 % 90 . 7 1 % 10 , 1 6 4 , 0 5 2 67 6 , 1 2 0 7, 6 3 8 , 2 1 5 2, 5 2 5 , 8 3 7 1, 5 2 7 , 6 4 3 9, 1 6 5 , 8 5 8 Ge n e r a l G o v e r n m e n t To t a l 75 . 1 5 % 90 . 1 8 % 25 , 3 2 9 , 6 0 5 2 , 1 1 2 , 8 4 5 1 9 , 9 8 3 , 3 9 9 5 , 3 4 6 , 2 0 6 3, 9 9 6 , 6 8 0 2 3 , 9 8 0 , 0 7 8 Po l i c e D e p a r t m e n t 78 . 8 9 % 94 . 6 7 % 24 , 2 4 3 , 1 2 9 1 , 8 9 3 , 5 4 3 2 0 , 3 4 5 , 1 7 7 3 , 8 9 7 , 9 5 2 4, 0 6 9 , 0 3 5 2 4 , 4 1 4 , 2 1 3 Fi r e D e p a r t m e n t 83 . 9 2 % 10 0 . 7 1 % 14 8 , 3 6 0 11 , 5 8 5 1 1 8 , 0 6 4 30 , 2 9 6 23 , 6 1 3 1 4 1 , 6 7 6 Jo i n t T r a i n i n g C e n t e r 79 . 5 8 % 95 . 4 9 % 213 R5 5 G A 0 5 7 Ci t y o f K e n t 11 / 1 3 / 2 0 0 8 1 6 : 3 5 : 5 1 2 Pa g e - Ge n e r a l F u n d Ex c l u d e s P r o j e c t s as o f O c t o b e r 3 1 , 2 0 0 8 Ye a r E n d Re m a i n i n g Un r e a l i z e d R e v e n u e / Mo n t h s Pr o j e c t i o n Ye a r E n d Pe r c e n t Oc t o b e r Un e x p e n d e d B u d g e t De s c r i p t i o n Bu d g e t Pr o j e c t i o n Re a l i z e d / S p e n t Ye a r t o D a t e Pr o j e c t i o n % o f B u d g e t __ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ 2, 2 3 2 , 5 9 5 1 8 9 , 8 7 8 1 , 9 1 5 , 6 4 7 31 6 , 9 4 8 38 3 , 1 2 9 2 , 2 9 8 , 7 7 7 Mu n i c i p a l C o u r t 85 . 8 0 % 10 2 . 9 6 % 24 7 , 1 9 2 9, 1 9 8 1 8 4 , 5 9 6 62 , 5 9 6 36 , 9 1 9 2 2 1 , 5 1 5 Le g a l P r o s e c u t o r s / D o m V i o l e n c e 74 . 6 8 % 89 . 6 1 % 1, 8 7 5 , 5 6 9 1 3 5 , 4 1 1 1 , 4 6 8 , 4 1 7 40 7 , 1 5 2 29 3 , 6 8 3 1 , 7 6 2 , 1 0 0 Bu i l d i n g S e r v i c e s 78 . 2 9 % 93 . 9 5 % 54 , 0 7 6 , 4 5 0 4, 3 5 2 , 4 6 0 44 , 0 1 5 , 3 0 0 10 , 0 6 1 , 1 5 0 8, 8 0 3 , 0 6 0 52 , 8 1 8 , 3 6 0 Pu b l i c S a f e t y To t a l 81 . 3 9 % 97 . 6 7 % 2, 6 8 4 , 5 6 8 ( 8 3 1 , 6 6 3 ) 1 , 7 8 3 , 9 3 3 90 0 , 6 3 5 35 6 , 7 8 7 2 , 1 4 0 , 7 2 0 Pu b l i c W o r k s E n g i n e e r i n g 66 . 4 5 % 79 . 7 4 % 2, 5 6 2 , 9 9 9 1 9 1 , 1 4 7 2 , 1 8 9 , 2 5 8 37 3 , 7 4 1 43 7 , 8 5 2 2 , 6 2 7 , 1 1 0 Pu b l i c W o r k s S t r e e t M t c 85 . 4 2 % 10 2 . 5 0 % 5, 2 4 7 , 5 6 7 (6 4 0 , 5 1 6 ) 3, 9 7 3 , 1 9 2 1, 2 7 4 , 3 7 5 79 4 , 6 3 8 4, 7 6 7 , 8 3 0 Tr a n s p o r t a t i o n To t a l 75 . 7 1 % 90 . 8 6 % 89 5 , 7 2 7 57 , 7 0 4 5 8 9 , 7 1 8 30 6 , 0 0 9 11 7 , 9 4 4 7 0 7 , 6 6 2 Yo u t h & T e e n P r o g r a m s 65 . 8 4 % 79 . 0 0 % 9, 3 7 9 , 1 4 9 6 9 1 , 8 0 2 7 , 8 3 3 , 7 9 0 1 , 5 4 5 , 3 5 9 1, 5 6 6 , 7 5 8 9 , 4 0 0 , 5 4 8 Pa r k s , R e c r e a t i o n & C o m m S v c 83 . 5 2 % 10 0 . 2 3 % 10 , 2 7 4 , 8 7 6 74 9 , 5 0 6 8, 4 2 3 , 5 0 9 1, 8 5 1 , 3 6 7 1, 6 8 4 , 7 0 2 10 , 1 0 8 , 2 1 0 Cu l t u r e & R e c r e a t i o n To t a l 81 . 9 8 % 98 . 3 8 % 1, 0 0 0 , 9 0 8 71 , 0 4 5 8 7 7 , 7 9 7 12 3 , 1 1 1 17 5 , 5 5 9 1 , 0 5 3 , 3 5 7 He a l t h & H u m a n S e r v i c e s 87 . 7 0 % 10 5 . 2 4 % 77 3 , 1 6 1 1 8 8 , 3 9 4 7 2 8 , 1 7 3 44 , 9 8 8 14 5 , 6 3 5 8 7 3 , 8 0 7 Hu m a n S e r v i c e A g e n c i e s 94 . 1 8 % 11 3 . 0 2 % 1, 5 4 0 , 3 3 2 1 0 9 , 7 7 2 1 , 3 4 6 , 0 6 2 19 4 , 2 7 0 26 9 , 2 1 2 1 , 6 1 5 , 2 7 4 Pa r k s - S e n i o r C e n t e r 87 . 3 9 % 10 4 . 8 7 % 47 1 , 8 4 3 46 , 7 4 7 4 1 7 , 6 6 0 54 , 1 8 3 83 , 5 3 2 5 0 1 , 1 9 2 Pa r k s - S p e c i a l P o p u l a t i o n s 88 . 5 2 % 10 6 . 2 2 % 3, 7 8 6 , 2 4 4 41 5 , 9 5 8 3, 3 6 9 , 6 9 2 41 6 , 5 5 2 67 3 , 9 3 8 4, 0 4 3 , 6 3 1 He a l t h & H u m a n S e r v i c e s To t a l 89 . 0 0 % 10 6 . 8 0 % 52 4 , 3 9 2 25 0 , 0 0 0 27 4 , 3 9 2 50 , 0 0 0 3 0 0 , 0 0 0 Ot h e r U s e s - T r a n s f e r s O u t 47 . 6 7 % 57 . 2 1 % 52 4 , 3 9 2 0 25 0 , 0 0 0 27 4 , 3 9 2 50 , 0 0 0 30 0 , 0 0 0 No n D e p a r t m e n t a l To t a l 47 . 6 7 % 57 . 2 1 % 84 , 0 7 3 , 5 8 1 5 , 5 5 3 , 5 2 7 6 7 , 6 6 9 , 9 0 7 1 6 , 4 0 3 , 6 7 4 13 , 5 3 3 , 9 8 1 8 1 , 2 0 3 , 8 8 8 To t a l E x p e n d i t u r e s % 80 . 4 9 % 96 . 5 9 7, 7 0 3 , 6 8 1 8, 6 9 8 , 9 5 4 5, 8 3 0 , 0 2 9 1, 8 7 3 , 6 5 2 (2 , 9 9 2 , 6 5 8 ) 2, 8 3 7 , 3 7 1 En d i n g B a l a n c e 214 R5 5 G A 0 5 7 Ci t y o f K e n t 11 / 1 3 / 2 0 0 8 1 6 : 3 5 : 2 6 1 Pa g e - Sp e c i a l R e v e n u e F u n d s Ex c l u d e s P r o j e c t s as o f O c t o b e r 3 1 , 2 0 0 8 Ye a r E n d Re m a i n i n g Un r e a l i z e d R e v e n u e / Mo n t h s Pr o j e c t i o n Ye a r E n d Pe r c e n t Oc t o b e r Un e x p e n d e d B u d g e t De s c r i p t i o n Bu d g e t Pr o j e c t i o n Re a l i z e d / S p e n t Ye a r t o D a t e Pr o j e c t i o n % o f B u d g e t __ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ Av a i l a b l e R e s o u r c e s 6, 3 8 3 , 6 6 1 6, 3 8 3 , 6 5 9 6, 3 8 3 , 6 5 9 Be g i n n i n g F u n d B a l a n c e 2 1 0 0 . 0 0 % 6, 3 8 3 , 6 6 1 6, 3 8 3 , 6 5 9 2 6, 3 8 3 , 6 5 9 To t a l F u n d B a l a n c e 75 . 7 4 % 90 . 8 8 % Sa l e s & U s e T a x e s 8, 6 4 3 , 6 7 4 5 5 9 , 7 1 4 6 , 5 4 6 , 4 2 9 2 , 0 9 7 , 2 4 5 1, 3 0 9 , 2 8 6 7 , 8 5 5 , 7 1 5 75 . 3 5 % 90 . 4 2 % Ut i l i t y T a x e s 3, 9 1 0 , 7 2 6 2 3 3 , 8 4 6 2 , 9 4 6 , 8 2 2 96 3 , 9 0 4 58 9 , 3 6 4 3 , 5 3 6 , 1 8 7 62 . 5 9 % 75 . 1 0 % Ot h e r T a x e s 4, 5 6 6 , 2 4 2 2 0 7 , 3 3 6 2 , 8 5 7 , 8 7 6 1 , 7 0 8 , 3 6 6 57 1 , 5 7 5 3 , 4 2 9 , 4 5 1 81 . 5 7 % 97 . 8 8 % In t e r g o v e r n m e n t a l 2, 6 0 5 , 6 7 4 2 7 8 , 2 7 8 2 , 1 2 5 , 3 3 9 48 0 , 3 3 5 42 5 , 0 6 8 2 , 5 5 0 , 4 0 7 68 . 7 7 % 82 . 5 3 % Fi n e s & F o r f e i t u r e s 11 4 , 1 8 6 16 5 78 , 5 2 8 35 , 6 5 8 15 , 7 0 6 94 , 2 3 3 56 . 4 5 % 67 . 7 4 % Mi s c e l l a n e o u s R e v e n u e s 1, 2 1 0 , 6 9 6 71 , 7 1 8 6 8 3 , 4 4 9 52 7 , 2 4 7 13 6 , 6 9 0 8 2 0 , 1 3 9 85 . 2 8 % 10 2 . 3 3 % Op e r a t i n g T r a n s f e r s I n 46 9 , 0 6 8 1 2 0 , 0 0 0 4 0 0 , 0 0 0 69 , 0 6 8 80 , 0 0 0 4 8 0 , 0 0 0 To t a l R e v e n u e 21 , 5 2 0 , 2 6 6 1, 4 7 1 , 0 5 8 15 , 6 3 8 , 4 4 3 5, 8 8 1 , 8 2 3 72 . 6 7 % 3 , 1 2 7 , 6 8 9 18 , 7 6 6 , 1 3 2 87 . 2 0 % To t a l A v a i l a b l e R e s o u r c e s 27 , 9 0 3 , 9 2 7 1 , 4 7 1 , 0 5 8 2 2 , 0 2 2 , 1 0 2 5 , 8 8 1 , 8 2 5 7 8 . 9 2 % 3 , 1 2 7 , 6 8 9 2 5 , 1 4 9 , 7 9 1 9 0 . 1 3 % Ex p e n d i t u r e s 15 9 , 0 0 0 4, 6 2 5 1 1 6 , 3 7 5 42 , 6 2 5 23 , 2 7 5 1 3 9 , 6 5 0 Ot h e r S o u r c e s 73 . 1 9 % 87 . 8 3 % 15 9 , 0 0 0 4, 6 2 5 11 6 , 3 7 5 42 , 6 2 5 23 , 2 7 5 13 9 , 6 5 0 Ge n e r a l G o v e r n m e n t To t a l 73 . 1 9 % 87 . 8 3 % 57 0 , 2 5 3 77 , 0 5 0 8 8 8 , 0 2 8 (3 1 7 , 7 7 5 ) 17 7 , 6 0 6 1 , 0 6 5 , 6 3 3 . 15 5 . 7 3 % 18 6 . 8 7 % 2, 6 3 3 , 8 3 5 3 5 7 , 9 3 2 1 , 7 9 7 , 5 9 7 83 6 , 2 3 8 35 9 , 5 1 9 2 , 1 5 7 , 1 1 6 Po l i c e D e p a r t m e n t 68 . 2 5 % 81 . 9 0 % 50 , 5 4 5 50 , 5 4 5 50 , 5 4 5 10 , 1 0 9 60 , 6 5 4 Mu n i c i p a l C o u r t 10 0 . 0 0 % 12 0 . 0 0 % 83 9 , 7 9 8 71 , 9 7 6 6 2 9 , 5 6 1 21 0 , 2 3 7 12 5 , 9 1 2 7 5 5 , 4 7 3 Le g a l P r o s e c u t o r s / D o m V i o l e n c e 74 . 9 7 % 89 . 9 6 % 93 , 1 0 2 3, 4 5 0 37 , 4 5 4 55 , 6 4 8 7, 4 9 1 44 , 9 4 5 Bu i l d i n g S e r v i c e s 40 . 2 3 % 48 . 2 8 % 4, 1 8 7 , 5 3 3 56 0 , 9 5 4 3, 4 0 3 , 1 8 5 78 4 , 3 4 8 68 0 , 6 3 7 4, 0 8 3 , 8 2 2 Pu b l i c S a f e t y To t a l 81 . 2 7 % 97 . 5 2 % 3, 7 0 2 , 0 9 2 4 7 1 , 1 1 2 2 , 4 1 0 , 1 5 0 1 , 2 9 1 , 9 4 2 48 2 , 0 3 0 2 , 8 9 2 , 1 8 0 Pu b l i c W o r k s E n g i n e e r i n g 65 . 1 0 % 78 . 1 2 % 42 3 , 9 8 9 2 8 5 , 3 3 2 6 0 3 , 3 2 4 (1 7 9 , 3 3 5 ) 12 0 , 6 6 5 7 2 3 , 9 8 9 Pu b l i c W o r k s S t r e e t M t c 14 2 . 3 0 % 17 0 . 7 6 % 23 2 , 7 6 8 18 , 4 2 2 1 8 7 , 5 6 8 45 , 2 0 0 37 , 5 1 4 2 2 5 , 0 8 1 Pa r k s , R e c r e a t i o n & C o m m S v c 80 . 5 8 % 96 . 7 0 % 4, 3 5 8 , 8 4 9 77 4 , 8 6 6 3, 2 0 1 , 0 4 2 1, 1 5 7 , 8 0 7 64 0 , 2 0 8 3, 8 4 1 , 2 5 0 Tr a n s p o r t a t i o n To t a l 73 . 4 4 % 88 . 1 3 % 69 , 0 6 8 10 , 3 1 8 44 , 6 2 0 24 , 4 4 8 8, 9 2 4 53 , 5 4 4 Pa r k s , R e c r e a t i o n & C o m m S v c 64 . 6 0 % 77 . 5 2 % 97 9 , 2 2 0 8 8 7 , 2 2 0 8 8 7 , 2 2 0 92 , 0 0 0 17 7 , 4 4 4 1 , 0 6 4 , 6 6 4 Ot h e r U s e s - T r a n s f e r s O u t 90 . 6 0 % 10 8 . 7 3 % 1, 0 4 8 , 2 8 8 89 7 , 5 3 8 93 1 , 8 4 0 11 6 , 4 4 8 18 6 , 3 6 8 1, 1 1 8 , 2 0 8 Cu l t u r e & R e c r e a t i o n To t a l 88 . 8 9 % 10 6 . 6 7 % 25 , 1 9 5 5, 0 0 0 5, 0 0 0 20 , 1 9 5 1, 0 0 0 6, 0 0 0 He a l t h & H u m a n S e r v i c e s 19 . 8 5 % 23 . 8 1 % 25 , 1 9 5 5, 0 0 0 5, 0 0 0 20 , 1 9 5 1, 0 0 0 6, 0 0 0 He a l t h & H u m a n S e r v i c e s To t a l 19 . 8 5 % 23 . 8 1 % 72 , 2 5 9 3, 3 9 0 41 , 3 4 1 30 , 9 1 8 8, 2 6 8 49 , 6 0 9 Pu b l i c W o r k s E n g i n e e r i n g 57 . 2 1 % 68 . 6 5 % 72 , 2 5 9 3, 3 9 0 41 , 3 4 1 30 , 9 1 8 8, 2 6 8 49 , 6 0 9 Ut i l i t i e s To t a l 57 . 2 1 % 68 . 6 5 % 14 , 0 3 6 , 9 8 1 5 , 0 9 5 , 9 4 6 8 , 7 4 3 , 1 5 3 5 , 2 9 3 , 8 2 8 1, 7 4 8 , 6 3 1 1 0 , 4 9 1 , 7 8 3 Ot h e r U s e s - T r a n s f e r s O u t 62 . 2 9 % 74 . 7 4 % 215 R5 5 G A 0 5 7 Ci t y o f K e n t 11 / 1 3 / 2 0 0 8 1 6 : 3 5 : 2 6 2 Pa g e - Sp e c i a l R e v e n u e F u n d s Ex c l u d e s P r o j e c t s as o f O c t o b e r 3 1 , 2 0 0 8 Ye a r E n d Re m a i n i n g Un r e a l i z e d R e v e n u e / Mo n t h s Pr o j e c t i o n Ye a r E n d Pe r c e n t Oc t o b e r Un e x p e n d e d B u d g e t De s c r i p t i o n Bu d g e t Pr o j e c t i o n Re a l i z e d / S p e n t Ye a r t o D a t e Pr o j e c t i o n % o f B u d g e t __ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ 14 , 0 3 6 , 9 8 1 5, 0 9 5 , 9 4 6 8, 7 4 3 , 1 5 3 5, 2 9 3 , 8 2 8 1, 7 4 8 , 6 3 1 10 , 4 9 1 , 7 8 3 No n D e p a r t m e n t a l To t a l 62 . 2 9 % 74 . 7 4 % 23 , 8 8 8 , 1 0 5 7 , 3 4 2 , 3 1 9 1 6 , 4 4 1 , 9 3 5 7 , 4 4 6 , 1 7 0 3, 2 8 8 , 3 8 7 1 9 , 7 3 0 , 3 2 2 To t a l E x p e n d i t u r e s % 68 . 8 3 % 82 . 5 9 4, 0 1 5 , 8 2 2 (5 , 8 7 1 , 2 6 1 ) 5, 5 8 0 , 1 6 7 (1 , 5 6 4 , 3 4 5 ) (1 6 0 , 6 9 8 ) 5, 4 1 9 , 4 6 9 En d i n g B a l a n c e 216 R5 5 G A 0 5 7 Ci t y o f K e n t 11 / 1 3 / 2 0 0 8 1 6 : 3 6 : 1 3 1 Pa g e - De b t S e r v i c e F u n d s Ex c l u d e s P r o j e c t s as o f O c t o b e r 3 1 , 2 0 0 8 Ye a r E n d Re m a i n i n g Un r e a l i z e d R e v e n u e / Mo n t h s Pr o j e c t i o n Ye a r E n d Pe r c e n t Oc t o b e r Un e x p e n d e d B u d g e t De s c r i p t i o n Bu d g e t Pr o j e c t i o n Re a l i z e d / S p e n t Ye a r t o D a t e Pr o j e c t i o n % o f B u d g e t __ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ Av a i l a b l e R e s o u r c e s 2, 9 6 5 , 9 4 1 2, 9 6 5 , 9 4 3 2, 9 6 5 , 9 4 3 Be g i n n i n g F u n d B a l a n c e (2 ) 1 0 0 . 0 0 % 2, 9 6 5 , 9 4 1 2, 9 6 5 , 9 4 3 (2 ) 2, 9 6 5 , 9 4 3 To t a l F u n d B a l a n c e 91 . 4 5 % 10 0 . 0 0 % Pr o p e r t y T a x e s 60 0 , 0 0 0 2 2 5 , 2 7 7 5 4 8 , 6 9 3 51 , 3 0 7 51 , 3 0 7 6 0 0 , 0 0 0 70 . 8 6 % 85 . 0 3 % Mi s c e l l a n e o u s R e v e n u e s 4, 9 0 2 , 5 2 7 1 8 6 , 2 9 2 3 , 4 7 3 , 9 0 5 1 , 4 2 8 , 6 2 2 69 4 , 7 8 1 4 , 1 6 8 , 6 8 6 45 . 3 4 % 54 . 4 1 % Op e r a t i n g T r a n s f e r s I n 7, 4 2 4 , 8 3 0 2 1 1 , 4 6 1 3 , 3 6 6 , 6 6 4 4 , 0 5 8 , 1 6 6 67 3 , 3 3 3 4 , 0 3 9 , 9 9 6 To t a l R e v e n u e 12 , 9 2 7 , 3 5 7 62 3 , 0 3 1 7, 3 8 9 , 2 6 2 5, 5 3 8 , 0 9 5 57 . 1 6 % 1 , 4 1 9 , 4 2 1 8, 8 0 8 , 6 8 2 68 . 1 4 % To t a l A v a i l a b l e R e s o u r c e s 15 , 8 9 3 , 2 9 8 6 2 3 , 0 3 1 1 0 , 3 5 5 , 2 0 5 5 , 5 3 8 , 0 9 3 6 5 . 1 5 % 1 , 4 1 9 , 4 2 1 1 1 , 7 7 4 , 6 2 5 7 4 . 0 9 % Ex p e n d i t u r e s 12 , 9 3 3 , 4 1 2 2 1 1 , 4 6 1 4 , 7 5 4 , 7 8 9 8 , 1 7 8 , 6 2 3 95 0 , 9 5 8 5 , 7 0 5 , 7 4 7 Ot h e r U s e s - D e b t S e r v i c e 36 . 7 6 % 44 . 1 2 % 12 , 9 3 3 , 4 1 2 21 1 , 4 6 1 4, 7 5 4 , 7 8 9 8, 1 7 8 , 6 2 3 95 0 , 9 5 8 5, 7 0 5 , 7 4 7 No n D e p a r t m e n t a l To t a l 36 . 7 6 % 44 . 1 2 % 12 , 9 3 3 , 4 1 2 2 1 1 , 4 6 1 4 , 7 5 4 , 7 8 9 8 , 1 7 8 , 6 2 3 95 0 , 9 5 8 5 , 7 0 5 , 7 4 7 To t a l E x p e n d i t u r e s % 36 . 7 6 % 44 . 1 2 2, 9 5 9 , 8 8 6 41 1 , 5 7 0 5, 6 0 0 , 4 1 6 (2 , 6 4 0 , 5 3 0 ) 46 8 , 4 6 3 6, 0 6 8 , 8 7 8 En d i n g B a l a n c e 217 R5 5 G A 0 5 7 Ci t y o f K e n t 11 / 1 3 / 2 0 0 8 1 6 : 5 2 : 4 7 1 Pa g e - Wa t e r U t i l i t y F u n d Ex c l u d e s P r o j e c t s as o f O c t o b e r 3 1 , 2 0 0 8 Ye a r E n d Re m a i n i n g Un r e a l i z e d R e v e n u e / Mo n t h s Pr o j e c t i o n Ye a r E n d Pe r c e n t Oc t o b e r Un e x p e n d e d B u d g e t De s c r i p t i o n Bu d g e t Pr o j e c t i o n Re a l i z e d / S p e n t Ye a r t o D a t e Pr o j e c t i o n % o f B u d g e t __ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ Av a i l a b l e R e s o u r c e s 1, 9 6 8 , 3 4 0 1, 9 6 8 , 3 4 0 1, 9 6 8 , 3 4 0 Be g i n n i n g F u n d B a l a n c e (0 1 0 0 . 0 0 % 1, 9 6 8 , 3 4 0 1, 9 6 8 , 3 4 0 (0 1, 9 6 8 , 3 4 0 To t a l F u n d B a l a n c e 85 . 7 4 % 10 2 . 8 8 % Ch a r g e s f o r S e r v i c e s 8, 8 3 7 , 4 6 8 6 5 9 , 0 0 7 7 , 5 7 6 , 9 4 7 1 , 2 6 0 , 5 2 1 1, 5 1 5 , 3 8 9 9 , 0 9 2 , 3 3 6 31 . 6 3 % 37 . 9 5 % Mi s c e l l a n e o u s R e v e n u e s 69 4 , 5 8 6 15 , 6 5 7 2 1 9 , 6 7 3 47 4 , 9 1 3 43 , 9 3 5 2 6 3 , 6 0 7 70 . 7 3 % 84 . 8 7 % No n R e v e n u e s 80 7 , 5 2 3 10 0 5 7 1 , 1 5 1 23 6 , 3 7 2 11 4 , 2 3 0 6 8 5 , 3 8 1 83 . 3 3 % 10 0 . 0 0 % Op e r a t i n g T r a n s f e r s I n 2, 2 1 7 , 1 8 6 1 8 4 , 7 6 6 1 , 8 4 7 , 6 5 5 36 9 , 5 3 1 36 9 , 5 3 1 2 , 2 1 7 , 1 8 6 To t a l R e v e n u e 12 , 5 5 6 , 7 6 3 85 9 , 5 2 9 10 , 2 1 5 , 4 2 6 2, 3 4 1 , 3 3 7 81 . 3 5 % 2 , 0 4 3 , 0 8 5 12 , 2 5 8 , 5 1 1 97 . 6 2 % To t a l A v a i l a b l e R e s o u r c e s 14 , 5 2 5 , 1 0 3 8 5 9 , 5 2 9 1 2 , 1 8 3 , 7 6 6 2 , 3 4 1 , 3 3 7 8 3 . 8 8 % 2 , 0 4 3 , 0 8 5 1 4 , 2 2 6 , 8 5 1 9 7 . 9 5 % Ex p e n d i t u r e s 10 , 3 3 5 , 8 5 8 1 , 5 3 7 , 1 4 9 7 , 9 2 5 , 5 9 8 2 , 4 1 0 , 2 6 0 1, 5 8 5 , 1 2 0 9 , 5 1 0 , 7 1 7 Pu b l i c W o r k s W a t e r M t c 76 . 6 8 % 92 . 0 2 % 2, 2 1 7 , 1 8 4 87 , 0 9 1 2 , 0 0 0 , 9 3 1 21 6 , 2 5 3 40 0 , 1 8 6 2 , 4 0 1 , 1 1 7 Ot h e r U s e s - D e b t S e r v i c e 90 . 2 5 % 10 8 . 3 0 % 2, 2 6 3 , 1 8 5 1 8 4 , 7 6 6 1 , 8 5 8 , 8 3 9 40 4 , 3 4 6 37 1 , 7 6 8 2 , 2 3 0 , 6 0 7 Ot h e r U s e s - T r a n s f e r s O u t 82 . 1 3 % 98 . 5 6 % 14 , 8 1 6 , 2 2 7 1, 8 0 9 , 0 0 5 11 , 7 8 5 , 3 6 8 3, 0 3 0 , 8 5 9 2, 3 5 7 , 0 7 4 14 , 1 4 2 , 4 4 2 Ut i l i t i e s To t a l 79 . 5 4 % 95 . 4 5 % 14 , 8 1 6 , 2 2 7 1 , 8 0 9 , 0 0 5 1 1 , 7 8 5 , 3 6 8 3 , 0 3 0 , 8 5 9 2, 3 5 7 , 0 7 4 1 4 , 1 4 2 , 4 4 2 To t a l E x p e n d i t u r e s % 79 . 5 4 % 95 . 4 5 (2 9 1 , 1 2 4 ) (9 4 9 , 4 7 6 ) 39 8 , 3 9 8 (6 8 9 , 5 2 2 ) (3 1 3 , 9 8 9 ) 84 , 4 0 9 En d i n g B a l a n c e 218 R5 5 G A 0 5 7 Ci t y o f K e n t 11 / 1 3 / 2 0 0 8 1 6 : 3 7 : 3 0 1 Pa g e - Se w e r a g e U t i l i t y F u n d Ex c l u d e s P r o j e c t s as o f O c t o b e r 3 1 , 2 0 0 8 Ye a r E n d Re m a i n i n g Un r e a l i z e d R e v e n u e / Mo n t h s Pr o j e c t i o n Ye a r E n d Pe r c e n t Oc t o b e r Un e x p e n d e d B u d g e t De s c r i p t i o n Bu d g e t Pr o j e c t i o n Re a l i z e d / S p e n t Ye a r t o D a t e Pr o j e c t i o n % o f B u d g e t __ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ Av a i l a b l e R e s o u r c e s 4, 2 2 9 , 4 7 5 4, 2 2 9 , 4 7 5 4, 2 2 9 , 4 7 5 Be g i n n i n g F u n d B a l a n c e 0 1 0 0 . 0 0 % 4, 2 2 9 , 4 7 5 4, 2 2 9 , 4 7 5 0 4, 2 2 9 , 4 7 5 To t a l F u n d B a l a n c e 37 . 2 1 % 44 . 6 5 % Li c e n s e s & P e r m i t s 13 2 , 4 3 4 2, 9 2 5 49 , 2 7 5 83 , 1 5 9 9, 8 5 5 59 , 1 3 0 89 . 1 4 % 10 6 . 9 7 % Ch a r g e s f o r S e r v i c e s 26 , 4 4 3 , 3 8 8 2 , 2 6 1 , 8 6 0 2 3 , 5 7 1 , 0 5 8 2 , 8 7 2 , 3 3 0 4, 7 1 4 , 2 1 2 2 8 , 2 8 5 , 2 7 0 77 . 9 6 % 93 . 5 6 % Mi s c e l l a n e o u s R e v e n u e s 34 1 , 1 5 4 25 , 6 4 8 2 6 5 , 9 7 7 75 , 1 7 7 53 , 1 9 5 3 1 9 , 1 7 3 16 . 2 0 % 19 . 4 3 % No n R e v e n u e s 17 4 , 5 7 8 1, 5 5 3 28 , 2 7 4 14 6 , 3 0 4 5, 6 5 5 33 , 9 2 9 83 . 3 3 % 10 0 . 0 0 % Op e r a t i n g T r a n s f e r s I n 1, 2 2 4 , 3 9 7 1 0 2 , 0 3 3 1 , 0 2 0 , 3 3 1 20 4 , 0 6 6 20 4 , 0 6 6 1 , 2 2 4 , 3 9 7 To t a l R e v e n u e 28 , 3 1 5 , 9 5 1 2, 3 9 4 , 0 2 0 24 , 9 3 4 , 9 1 5 3, 3 8 1 , 0 3 6 88 . 0 6 % 4 , 9 8 6 , 9 8 3 29 , 9 2 1 , 8 9 9 10 5 . 6 7 % To t a l A v a i l a b l e R e s o u r c e s 32 , 5 4 5 , 4 2 6 2 , 3 9 4 , 0 2 0 2 9 , 1 6 4 , 3 9 0 3 , 3 8 1 , 0 3 6 8 9 . 6 1 % 4 , 9 8 6 , 9 8 3 3 4 , 1 5 1 , 3 7 4 1 0 4 . 9 3 % Ex p e n d i t u r e s 92 4 , 2 0 6 88 , 4 7 1 8 0 0 , 4 4 4 12 3 , 7 6 2 16 0 , 0 8 9 9 6 0 , 5 3 3 Pu b l i c W o r k s E n g i n e e r i n g 86 . 6 1 % 10 3 . 9 3 % 7, 6 9 3 , 2 4 7 2 , 1 8 3 , 6 9 9 6 , 9 0 2 , 2 9 7 79 0 , 9 5 0 1, 3 8 0 , 4 5 9 8 , 2 8 2 , 7 5 6 Pu b l i c W o r k s D r a i n a g e 89 . 7 2 % 10 7 . 6 6 % 18 , 1 9 2 , 9 7 4 2 , 2 3 1 , 1 7 6 1 5 , 3 8 6 , 0 3 0 2 , 8 0 6 , 9 4 4 3, 0 7 7 , 2 0 6 1 8 , 4 6 3 , 2 3 6 Pu b l i c W o r k s S e w e r M t c 84 . 5 7 % 10 1 . 4 9 % 1, 2 2 8 , 8 2 0 28 3 , 2 4 4 94 5 , 5 7 6 56 , 6 4 9 3 3 9 , 8 9 2 Ot h e r U s e s - D e b t S e r v i c e 23 . 0 5 % 27 . 6 6 % 1, 2 9 5 , 7 4 7 1 0 2 , 0 3 3 1 , 0 3 7 , 6 7 9 25 8 , 0 6 8 20 7 , 5 3 6 1 , 2 4 5 , 2 1 5 Ot h e r U s e s - T r a n s f e r s O u t 80 . 0 8 % 96 . 1 0 % 29 , 3 3 4 , 9 9 4 4, 6 0 5 , 3 7 9 24 , 4 0 9 , 6 9 4 4, 9 2 5 , 3 0 0 4, 8 8 1 , 9 3 9 29 , 2 9 1 , 6 3 3 Ut i l i t i e s To t a l 83 . 2 1 % 99 . 8 5 % 29 , 3 3 4 , 9 9 4 4 , 6 0 5 , 3 7 9 2 4 , 4 0 9 , 6 9 4 4 , 9 2 5 , 3 0 0 4, 8 8 1 , 9 3 9 2 9 , 2 9 1 , 6 3 3 To t a l E x p e n d i t u r e s % 83 . 2 1 % 99 . 8 5 3, 2 1 0 , 4 3 2 (2 , 2 1 1 , 3 5 9 ) 4, 7 5 4 , 6 9 6 (1 , 5 4 4 , 2 6 4 ) 10 5 , 0 4 4 4, 8 5 9 , 7 4 1 En d i n g B a l a n c e 219 R5 5 G A 0 5 7 Ci t y o f K e n t 11 / 1 3 / 2 0 0 8 1 6 : 3 8 : 1 6 1 Pa g e - Go l f C o m p l e x F u n d Ex c l u d e s P r o j e c t s as o f O c t o b e r 3 1 , 2 0 0 8 Ye a r E n d Re m a i n i n g Un r e a l i z e d R e v e n u e / Mo n t h s Pr o j e c t i o n Ye a r E n d Pe r c e n t Oc t o b e r Un e x p e n d e d B u d g e t De s c r i p t i o n Bu d g e t Pr o j e c t i o n Re a l i z e d / S p e n t Ye a r t o D a t e Pr o j e c t i o n % o f B u d g e t __ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ Av a i l a b l e R e s o u r c e s (1 , 5 1 7 , 5 8 5 ) (1 , 5 1 7 , 5 8 5 ) (1 , 5 1 7 , 5 8 5 ) Be g i n n i n g F u n d B a l a n c e 0 1 0 0 . 0 0 % (1 , 5 1 7 , 5 8 5 ) (1 , 5 1 7 , 5 8 5 ) 0 (1 , 5 1 7 , 5 8 5 ) To t a l F u n d B a l a n c e 84 . 0 9 % 10 0 . 9 1 % Ch a r g e s f o r S e r v i c e s 2, 3 1 8 , 0 0 0 3 5 2 , 0 5 8 1 , 9 4 9 , 2 5 5 36 8 , 7 4 5 38 9 , 8 5 1 2 , 3 3 9 , 1 0 6 86 . 3 7 % 10 3 . 6 5 % Mi s c e l l a n e o u s R e v e n u e s 90 4 , 2 3 4 1 4 0 , 3 9 5 7 8 1 , 0 0 4 12 3 , 2 3 0 15 6 , 2 0 1 9 3 7 , 2 0 5 83 . 3 3 % 10 0 . 0 0 % Op e r a t i n g T r a n s f e r s I n 60 6 , 6 3 1 50 , 5 5 3 5 0 5 , 5 2 6 10 1 , 1 0 5 10 1 , 1 0 5 6 0 6 , 6 3 1 To t a l R e v e n u e 3, 8 2 8 , 8 6 5 54 3 , 0 0 5 3, 2 3 5 , 7 8 5 59 3 , 0 8 0 84 . 5 1 % 64 7 , 1 5 7 3, 8 8 2 , 9 4 2 10 1 . 4 1 % To t a l A v a i l a b l e R e s o u r c e s 2, 3 1 1 , 2 8 0 5 4 3 , 0 0 5 1 , 7 1 8 , 2 0 0 59 3 , 0 8 0 7 4 . 3 4 % 64 7 , 1 5 7 2 , 3 6 5 , 3 5 7 1 0 2 . 3 4 % Ex p e n d i t u r e s 2, 6 7 4 , 4 8 0 1 7 8 , 0 9 7 2 , 1 9 5 , 2 7 3 47 9 , 2 0 7 43 9 , 0 5 5 2 , 6 3 4 , 3 2 8 Pa r k s , R e c r e a t i o n & C o m m S v c 82 . 0 8 % 98 . 5 0 % 60 6 , 6 3 1 39 , 3 1 6 56 7 , 3 1 5 7, 8 6 3 47 , 1 7 9 Ot h e r U s e s - D e b t S e r v i c e 6. 4 8 % 7. 7 8 % 34 6 , 6 3 1 28 , 8 8 6 2 8 8 , 8 5 9 57 , 7 7 2 57 , 7 7 2 3 4 6 , 6 3 1 Ot h e r U s e s - T r a n s f e r s O u t 83 . 3 3 % 10 0 . 0 0 % 3, 6 2 7 , 7 4 2 20 6 , 9 8 3 2, 5 2 3 , 4 4 8 1, 1 0 4 , 2 9 4 50 4 , 6 9 0 3, 0 2 8 , 1 3 8 Cu l t u r e & R e c r e a t i o n To t a l 69 . 5 6 % 83 . 4 7 % 3, 6 2 7 , 7 4 2 2 0 6 , 9 8 3 2 , 5 2 3 , 4 4 8 1 , 1 0 4 , 2 9 4 50 4 , 6 9 0 3 , 0 2 8 , 1 3 8 To t a l E x p e n d i t u r e s % 69 . 5 6 % 83 . 4 7 (1 , 3 1 6 , 4 6 2 ) 33 6 , 0 2 2 (8 0 5 , 2 4 8 ) (5 1 1 , 2 1 4 ) 14 2 , 4 6 7 (6 6 2 , 7 8 1 ) En d i n g B a l a n c e 220 R5 5 G A 0 5 7 Ci t y o f K e n t 11 / 1 3 / 2 0 0 8 1 6 : 3 8 : 3 9 1 Pa g e - In t e r n a l S e r v i c e F u n d s ( w i t h o u t I n s u r a n c e F u n d s ) Ex c l u d e s P r o j e c t s as o f O c t o b e r 3 1 , 2 0 0 8 Ye a r E n d Re m a i n i n g Un r e a l i z e d R e v e n u e / Mo n t h s Pr o j e c t i o n Ye a r E n d Pe r c e n t Oc t o b e r Un e x p e n d e d B u d g e t De s c r i p t i o n Bu d g e t Pr o j e c t i o n Re a l i z e d / S p e n t Ye a r t o D a t e Pr o j e c t i o n % o f B u d g e t __ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ Av a i l a b l e R e s o u r c e s 1, 9 6 4 , 6 4 3 1, 9 6 4 , 6 4 3 1, 9 6 4 , 6 4 3 Be g i n n i n g F u n d B a l a n c e (0 1 0 0 . 0 0 % 1, 9 6 4 , 6 4 3 1, 9 6 4 , 6 4 3 (0 1, 9 6 4 , 6 4 3 To t a l F u n d B a l a n c e 82 . 0 5 % 98 . 4 6 % Ch a r g e s f o r S e r v i c e s 10 , 6 1 3 , 3 3 8 8 8 3 , 2 8 2 8 , 7 0 8 , 6 2 3 1 , 9 0 4 , 7 1 5 1, 7 4 1 , 7 2 5 1 0 , 4 5 0 , 3 4 8 81 . 3 5 % 97 . 6 2 % Mi s c e l l a n e o u s R e v e n u e s 4, 0 1 9 , 6 3 2 3 2 8 , 2 7 3 3 , 2 6 9 , 8 1 3 74 9 , 8 1 9 65 3 , 9 6 3 3 , 9 2 3 , 7 7 6 Ot h e r F i n a n c i n g S o u r c e s 34 , 1 3 5 (3 4 , 1 3 5 ) 6, 8 2 7 40 , 9 6 2 72 . 0 8 % 86 . 5 0 % Op e r a t i n g T r a n s f e r s I n 45 2 , 9 0 3 25 , 0 0 0 3 2 6 , 4 5 2 12 6 , 4 5 1 65 , 2 9 0 3 9 1 , 7 4 2 To t a l R e v e n u e 15 , 0 8 5 , 8 7 3 1, 2 3 6 , 5 5 5 12 , 3 3 9 , 0 2 3 2, 7 4 6 , 8 5 0 81 . 7 9 % 2 , 4 6 7 , 8 0 5 14 , 8 0 6 , 8 2 8 98 . 1 5 % To t a l A v a i l a b l e R e s o u r c e s 17 , 0 5 0 , 5 1 6 1 , 2 3 6 , 5 5 5 1 4 , 3 0 3 , 6 6 6 2 , 7 4 6 , 8 5 0 8 3 . 8 9 % 2 , 4 6 7 , 8 0 5 1 6 , 7 7 1 , 4 7 1 9 8 . 3 6 % Ex p e n d i t u r e s 67 3 , 5 0 2 74 , 5 0 8 5 2 9 , 8 8 1 14 3 , 6 2 1 10 5 , 9 7 6 6 3 5 , 8 5 8 Fi n a n c e 78 . 6 8 % 94 . 4 1 % 4, 5 7 6 , 7 0 9 2 9 9 , 6 8 3 3 , 5 6 8 , 2 5 5 1 , 0 0 8 , 4 5 4 71 3 , 6 5 1 4 , 2 8 1 , 9 0 6 In f o r m a t i o n T e c h n o l o g y 77 . 9 7 % 93 . 5 6 % 4, 4 6 4 , 7 9 2 3 2 3 , 4 4 0 3 , 3 9 5 , 9 2 4 1 , 0 6 8 , 8 6 8 67 9 , 1 8 5 4 , 0 7 5 , 1 0 8 Fa c i l i t i e s M a n a g e m e n t 76 . 0 6 % 91 . 2 7 % 86 5 , 0 6 7 69 5 , 2 4 0 16 9 , 8 2 7 13 9 , 0 4 8 8 3 4 , 2 8 7 Fi r e E q u i p m e n t R e p l a c e m e n t 80 . 3 7 % 96 . 4 4 % 4, 7 7 1 , 8 2 4 3 9 5 , 2 2 1 3 , 5 0 9 , 4 7 9 1 , 2 6 2 , 3 4 5 70 1 , 8 9 6 4 , 2 1 1 , 3 7 5 Pu b l i c W o r k s F l e e t S e r v i c e s 73 . 5 5 % 88 . 2 6 % 15 2 , 9 0 3 76 , 4 5 2 76 , 4 5 1 15 , 2 9 0 91 , 7 4 2 Ot h e r U s e s - D e b t S e r v i c e 50 . 0 0 % 60 . 0 0 % 45 2 , 9 0 3 1 5 0 , 0 0 0 2 4 0 , 2 5 6 21 2 , 6 4 7 48 , 0 5 1 2 8 8 , 3 0 8 Ot h e r U s e s - T r a n s f e r s O u t 53 . 0 5 % 63 . 6 6 % 15 , 9 5 7 , 7 0 0 1, 2 4 2 , 8 5 2 12 , 0 1 5 , 4 8 6 3, 9 4 2 , 2 1 4 2, 4 0 3 , 0 9 7 14 , 4 1 8 , 5 8 4 In t e r n a l S e r v i c e s To t a l 75 . 3 0 % 90 . 3 6 % 15 , 9 5 7 , 7 0 0 1 , 2 4 2 , 8 5 2 1 2 , 0 1 5 , 4 8 6 3 , 9 4 2 , 2 1 4 2, 4 0 3 , 0 9 7 1 4 , 4 1 8 , 5 8 4 To t a l E x p e n d i t u r e s % 75 . 3 0 % 90 . 3 6 1, 0 9 2 , 8 1 6 (6 , 2 9 7 ) 2, 2 8 8 , 1 8 0 (1 , 1 9 5 , 3 6 4 ) 64 , 7 0 8 2, 3 5 2 , 8 8 7 En d i n g B a l a n c e 221 R5 5 G A 0 5 7 Ci t y o f K e n t 11 / 1 9 / 2 0 0 8 1 0 : 2 7 : 1 9 1 Pa g e - In s u r a n c e F u n d s Ex c l u d e s P r o j e c t s as o f O c t o b e r 3 1 , 2 0 0 8 Ye a r E n d Re m a i n i n g Un r e a l i z e d R e v e n u e / Mo n t h s Pr o j e c t i o n Ye a r E n d Pe r c e n t Oc t o b e r Un e x p e n d e d B u d g e t De s c r i p t i o n Bu d g e t Pr o j e c t i o n Re a l i z e d / S p e n t Ye a r t o D a t e Pr o j e c t i o n % o f B u d g e t __ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ Av a i l a b l e R e s o u r c e s 7, 4 1 7 , 5 0 3 7, 4 1 7 , 5 0 3 7, 4 1 7 , 5 0 3 Be g i n n i n g F u n d B a l a n c e 0 1 0 0 . 0 0 % 7, 4 1 7 , 5 0 3 7, 4 1 7 , 5 0 3 0 7, 4 1 7 , 5 0 3 To t a l F u n d B a l a n c e 76 . 8 6 % 92 . 2 3 % Mi s c e l l a n e o u s R e v e n u e s 15 , 0 5 7 , 9 0 9 3 7 0 , 6 5 8 1 1 , 5 7 3 , 6 7 4 3 , 4 8 4 , 2 3 5 2, 3 1 4 , 7 3 5 1 3 , 8 8 8 , 4 0 8 To t a l R e v e n u e 15 , 0 5 7 , 9 0 9 37 0 , 6 5 8 11 , 5 7 3 , 6 7 4 3, 4 8 4 , 2 3 5 76 . 8 6 % 2 , 3 1 4 , 7 3 5 13 , 8 8 8 , 4 0 8 92 . 2 3 % To t a l A v a i l a b l e R e s o u r c e s 22 , 4 7 5 , 4 1 2 3 7 0 , 6 5 8 1 8 , 9 9 1 , 1 7 7 3 , 4 8 4 , 2 3 5 8 4 . 5 0 % 2 , 3 1 4 , 7 3 5 2 1 , 3 0 5 , 9 1 1 9 4 . 8 0 % Ex p e n d i t u r e s 12 5 , 0 0 0 1, 8 9 0 58 , 3 2 8 66 , 6 7 2 11 , 6 6 6 69 , 9 9 3 Un e m p l o y m e n t C o m p e n s a t i o n 46 . 6 6 % 55 . 9 9 % 1, 4 3 5 , 5 7 7 59 , 1 0 9 1 , 0 4 8 , 6 8 4 38 6 , 8 9 3 20 9 , 7 3 7 1 , 2 5 8 , 4 2 1 Wo r k e r s C o m p e n s a t i o n 73 . 0 5 % 87 . 6 6 % 10 , 2 6 5 , 9 6 9 7 4 3 , 9 1 1 8 , 1 6 2 , 9 1 9 2 , 1 0 3 , 0 5 0 1, 6 3 2 , 5 8 4 9 , 7 9 5 , 5 0 2 Me d i c a l I n s u r a n c e 79 . 5 1 % 95 . 4 2 % 1, 8 5 4 , 6 8 4 1 7 2 , 3 1 7 1 , 6 5 5 , 2 2 9 19 9 , 4 5 5 33 1 , 0 4 6 1 , 9 8 6 , 2 7 5 Li a b i l i t y I n s u r a n c e 89 . 2 5 % 10 7 . 1 0 % 33 8 , 2 4 6 1, 6 6 5 2 6 8 , 5 8 0 69 , 6 6 6 53 , 7 1 6 3 2 2 , 2 9 6 Pr o p e r t y I n s u r a n c e 79 . 4 0 % 95 . 2 8 % 14 , 0 1 9 , 4 7 6 97 8 , 8 9 3 11 , 1 9 3 , 7 4 0 2, 8 2 5 , 7 3 6 2, 2 3 8 , 7 4 8 13 , 4 3 2 , 4 8 8 In t e r n a l S e r v i c e s To t a l 79 . 8 4 % 95 . 8 1 % 14 , 0 1 9 , 4 7 6 9 7 8 , 8 9 3 1 1 , 1 9 3 , 7 4 0 2 , 8 2 5 , 7 3 6 2, 2 3 8 , 7 4 8 1 3 , 4 3 2 , 4 8 8 To t a l E x p e n d i t u r e s % 79 . 8 4 % 95 . 8 1 8, 4 5 5 , 9 3 6 (6 0 8 , 2 3 5 ) 7, 7 9 7 , 4 3 7 65 8 , 4 9 9 75 , 9 8 7 7, 8 7 3 , 4 2 3 En d i n g B a l a n c e 222 City of Kent 11/13/200816:15:25R55JC021 Street Capital Projects FundFiscal Year: Period: 108 1Page - Fiscal YTD Prj to Date Variance % Prior Years Budget Beginning Fund Balance 87,009- 84,261.60-84,261.60- 2,747.40- 96.84 Fund Balance Adjustments 2,747 2,747.00 Licenses & Permits 9,260- 9,260.00-9,260.00-100.00 Intergovernmental 53,139,381- 41,297,600.95- 6,093,457.35- 47,391,058.30- 5,748,322.70- 89.18 Charges for Services 74,663- 90,715.31- 4,030.81- 94,746.12- 20,083.12 126.90 Miscellaneous Revenues 23,411,683- 19,051,007.82- 301,111.10- 19,352,118.92- 4,059,564.08- 82.66 Non Revenues 16,150,863- 20,784,903.44-20,784,903.44- 4,634,040.44 128.69 Other Financing Sources 25,769,795- 16,791,580.30- 2,500,000.00- 19,291,580.30- 6,478,214.70- 74.86 Operating Transfers In 17,133,570- 14,493,606.78- 1,824,422.76- 16,318,029.54- 815,540.46- 95.24 135,773,477-112,602,936.20-10,723,022.02-123,325,958.22-12,447,518.78-90.83Total Available Resources Unallocated Street Projects 18,728 18,728.00 Street Mitigation Receipts 434,923 434,923.00 Central Ave Pavement Rehab 24,618 24,617.29 24,617.29 .71 100.00 Street Light Wiring Upgrade 120,000 30,390.11 30,390.11 89,609.89 25.33 LID 329-Willis & 74th Ave 816,706 640,572.41 257,559.91 898,132.32 81,426.32- 109.97 Misc Intersection Signals 200,000 124,407.95 124,407.95 75,592.05 62.20 Pedestrian Walkways 265,231 200,770.48 18,658.41 219,428.89 45,802.11 82.73 Traf Signal Control Cabinets 209,183 202,383.89 202,383.89 6,799.11 96.75 Signal Battery Backup 379,776 308,983.96 308,983.96 70,792.04 81.36 124th Avenue Improvements 75,000 75,000.00 248th Street Improvements 75,000 75,000.00 Asphalt Overlays 2007 1,213,029 1,082,232.06 122,398.52 1,204,630.58 8,398.42 99.31 Sidewalk Renovations 2005 325,222 325,221.94 325,221.94 .06 100.00 Sidewalk Renovations 2008 585,000 148,773.43 148,773.43 436,226.57 25.43 Citywide Guardrails 2004 9,681 9,680.37 9,680.37 .63 99.99 Kent Station 4,738,550 3,218,955.02 5,051.13 3,224,006.15 1,514,543.85 68.04 Downtown ITS Improvements 3,850,489 4,294,983.61 60,005.35 4,354,988.96 504,499.96- 113.10 196th Street Corridor-East 1,016,911 618,753.07 618,753.07 398,157.93 60.85 84th Avenue Rehabilitation 314,958 663,933.67 1,127,434.92 1,791,368.59 1,476,410.59- 568.76 Lincoln Ave/Smith St Improv 5,270.02 237.77 5,507.79 5,507.79- 256th Street - 116th to 132nd 315,277 16,622.75 16,622.75-315,277.00 116th & 248th Intersection 330,406 617.80 617.80 329,788.20 .19 BNSF Grade Separation 21,138,619 3,304,968.20 7,099,755.75 10,404,723.95 10,733,895.05 49.22 Military/Reith Intersection 100,000 30,031.01 30,031.01 69,968.99 30.03 272nd Extension (KK to 256th)4,890,219 5,230,581.60 1,150,979.96 6,381,561.56 1,491,342.56- 130.50 2nd Avenue Pedestrian Imp 392,710 91,200.77 319,900.72 411,101.49 18,391.49- 104.68 LID 361 - 272nd Extension 213,168.31 113,496.05- 99,672.26 99,672.26- 124th Ave & SE 248th St. Imp.257,982 257,982.00 2nd Avenue (Smith & Meeker)50,000 50,000.00 4th Ave Impr (James to Cloudy)1,500,000 276,988.60 1,625,151.04 1,902,139.64 402,139.64- 126.81 Willis St UPRR/BNRR Grade Sepr 341,190 146,326.22 3,693.50 150,019.72 191,170.28 43.97 James Ave Impr (4th to UPRR)134,437.88 1,782,515.98 1,916,953.86 1,916,953.86- 223 City of Kent 11/13/200816:15:25R55JC021 Street Capital Projects FundFiscal Year: Period: 108 2Page - Fiscal YTD Prj to Date Variance % Prior Years Budget Event Ctr Floodplain Mitigatio 672,438.34 6,117.14 678,555.48 678,555.48- 256th Imps(Kent Kangley-116th)2,100,000 13,368.06 7,829.52 21,197.58 2,078,802.42 1.01 LID 341-196th Corridor Mid 35,333,026 33,851,313.64 533.40 33,851,847.04 1,481,178.96 95.81 LID 353 224th-228th Corridor 33,526,911 30,488,049.65 1,177,987.79 31,666,037.44 1,860,873.56 94.45 224th-228th Corridor East Leg 1,920,117 838,364.16 113,192.77 951,556.93 968,560.07 49.56 Russell Road Maint. Facility 178,819.10 831,358.20 1,010,177.30 1,010,177.30- East Hill Operations Center 150,580 1,602,087.32 973,503.46 2,575,590.78 2,425,010.78- ******** Hwy 99 HOV Lanes - Phase 1 4,398,063 1,373,429.44 5,864.27 1,379,293.71 3,018,769.29 31.36 Hwy 99 HOV - 240th-252nd 307,075 698,057.48 55.77 698,113.25 391,038.25- 227.34 Hwy 99 HOV - 252nd-SR516 6,727,503 7,158,300.86 505,292.53 7,663,593.39 936,090.39- 113.91 Hwy 99 HOV Lanes - Phase 2 7,320,794 8,871,707.97 59,968.76 8,931,676.73 1,610,882.73- 122.00 135,773,477 106,942,035.01 17,273,701.20 124,215,736.21 11,557,740.79 91.49Total Expenditures 5,660,901.19-6,550,679.18 889,777.99Ending Balance 224 City of Kent 11/13/200816:16:12R55JC021 Parks Capital Projects FundFiscal Year: Period: 108 1Page - Fiscal YTD Prj to Date Variance % Prior Years Budget Beginning Fund Balance 1,145,480- 1,149,387.38-1,149,387.38- 3,907.38 100.34 Intergovernmental 4,876,334- 3,584,901.89- 546,558.89- 4,131,460.78- 744,873.22- 84.72 Charges for Services 4,794- 4,862.80- 743.12- 5,605.92- 811.92 116.94 Miscellaneous Revenues 3,182,581- 2,940,362.60- 297,046.60- 3,237,409.20- 54,828.20 101.72 Other Financing Sources 333,109- 33,108.45- 300,000.00- 333,108.45-.55- 100.00 Operating Transfers In 32,923,164- 29,910,923.27- 3,357,877.41- 33,268,800.68- 345,636.68 101.05 42,465,462-37,623,546.39-4,502,226.02-42,125,772.41-339,689.59-99.20Total Available Resources Wilson Playfields Acq & Renov 200,000 200,000.00 Lake Fenwick 55,000 10,443.17 39,117.43 49,560.60 5,439.40 90.11 Parks Fee-in-Lieu 1,911,846 1,794,094.53 117,750.00 1,911,844.53 1.47 100.00 Lake Meridian Boat Ramp Renov 358,414 498,233.74 13,750.05 511,983.79 153,569.79- 142.85 Paths and Trails 83,243 51,330.02 51,330.02 31,912.98 61.66 Three Friends 646,486 650,364.70 10,763.75 661,128.45 14,642.45- 102.26 Adopt-a-Park Program 314,383 263,835.91 53,648.50 317,484.41 3,101.41- 100.99 Service Club Ballfields 7,298,410 6,953,174.46 13,391.64 6,966,566.10 331,843.90 95.45 Clark Lake Outfall 105,879 108,930.55 108,930.55 3,051.55- 102.88 Clark Lake Mgmt Plan/Develop 201,559 166,892.57 11,888.51 178,781.08 22,777.92 88.70 Russell Road Maint Shop 60,000 22,730.86 66,432.47 89,163.33 29,163.33- 148.61 Kent Meridian Pool 224,685 195,745.26 195,745.26 28,939.74 87.12 Glenn Nelson Park 433,321 424,320.86 9,953.55 434,274.41 953.41- 100.22 Turnkey Neighborhood Park 240,366 13,841.91 46,991.87 60,833.78 179,532.22 25.31 Native Plants 52,037 52,037.27 52,037.27 .27- 100.00 Street Tree Replacements 155,103 48,267.76 12,965.89 61,233.65 93,869.35 39.48 East Hill "X" Park 1,981,100 1,871,720.08 42,526.99 1,914,247.07 66,852.93 96.63 Rental Houses Demolition 100,000 88,035.66 88,035.66 11,964.34 88.04 Park Land Acquisition 3,499,608 4,248,092.19 381.50 4,248,473.69 748,865.69- 121.40 Van Doren's River Emer Access 20,000 16,929.78 16,929.78 3,070.22 84.65 Seven Oaks Park Improvements 127,947 6,710.15 6,710.15 121,236.85 5.24 Eagle Creek Park Development 194,370 104,065.49 104,065.49 90,304.51 53.54 Botanical Garden 10,000 10,000.00 Town Square Park 3,744,578 4,990,502.26 1,284,102.28 6,274,604.54 2,530,026.54- 167.57 Riverwalk / Riverview Park Dev 1,900,836 336,950.39 8,207.81 345,158.20 1,555,677.80 18.16 West Fenwick Renovations 1,363,724 145,330.34 789,426.73 934,757.07 428,966.93 68.54 Big Blue Mobile Computer Lab 85,000 85,000.00 Tudor Square Renovations 74,768 74,768.00 Kent Parks Foundation 50,000 8,127.41 18,000.00 26,127.41 23,872.59 52.25 132nd Street Park 178,960 136,042.53 3,271.51 139,314.04 39,645.96 77.85 Clark Lake Trails 38,500 29,716.55 1,348.13 31,064.68 7,435.32 80.69 Clark Lake Outfall IV 21,500 12,365.13 4,223.77- 8,141.36 13,358.64 37.87 Uplands Playfield Parking/St.275,000 250,000.00 3,604.56 253,604.56 21,395.44 92.22 Light Pole Replacement 530,324 287,373.79 7,564.55 294,938.34 235,385.66 55.61 Wilson Playfields 5,571,237 5,577,739.51 5,577,739.51 6,502.51- 100.12 225 City of Kent 11/13/200816:16:12R55JC021 Parks Capital Projects FundFiscal Year: Period: 108 2Page - Fiscal YTD Prj to Date Variance % Prior Years Budget Basketball Court Dev 173,372 138,891.66 138,891.66 34,480.34 80.11 Wilson Playfields Acq & Dev 478,761 335,807.44 3,388.81- 332,418.63 146,342.37 69.43 Aquatics Land Acquisition 6,826,316 6,039,611.37 22,447.36 6,062,058.73 764,257.27 88.80 Urban Forestry 15,000 1,440.00 2,546.81 3,986.81 11,013.19 26.58 Eagle Scout Projects 79,376 35,723.88 26,799.22 62,523.10 16,852.90 78.77 Russell Road Infield Soil 25,000 14,189.74 4,629.27 18,819.01 6,180.99 75.28 228th Corridor Park/Trailhead 60,000 50,000.00 9,024.22 59,024.22 975.78 98.37 Multi-use Ballfields/KSD 20,000 20,000.00 Earthworks Stairs 66,246 2,779.75 2,779.75 63,466.25 4.20 272nd Neighbor Park Acq & Dev 267,711 193,131.66 193,131.66 74,579.34 72.14 Local Off-Leash Parks 15,000 2,900.72 2,900.72 12,099.28 19.34 Canterbury Park 620,745 522,119.65 522,119.65 98,625.35 84.11 Grant Matching Funds/Land Acq.150,000 3,500.00 3,500.00 146,500.00 2.33 Downtown Gateways, Phase 2 175,000 75,000.00 26,995.99 101,995.99 73,004.01 58.28 Parks Grant Matching 246,655 78,102.59 922.87- 77,179.72 169,475.28 31.29 Park Lifecycle Mtc 2008 324,618 87,334.14 87,334.14 237,283.86 26.90 Park Master Plans 2008 25,000 24,468.78 24,468.78 531.22 97.88 Misc Contract Services 2006 19,960 15,712.59 15,712.59 4,247.41 78.72 Misc Contract Services 2007 10,000 10,000.00 10,000.00 100.00 Lifecycle-Play Equipment 2007 113,721 12,571.50 12,571.50 101,149.50 11.05 Lifecycle-Play Equipment 2008 60,000 14,868.03 14,868.03 45,131.97 24.78 Lifecycle-Ballfields 2007 44,797 39,405.47 4,539.52 43,944.99 852.01 98.10 Lifecycle-Ballfields 2008 25,000 25,596.32 25,596.32 596.32- 102.39 Lifecycle-Irrigation 2007 50,000 13,650.25 13,650.25 36,349.75 27.30 Lifecycle-Irrigation 2008 25,000 7,323.08 7,323.08 17,676.92 29.29 Lifecycle-Infield Soil 2007 40,000 37,694.39 1,143.45 38,837.84 1,162.16 97.09 Lifecycle-Infield Soil 2008 25,000 20,746.79 20,746.79 4,253.21 82.99 Event Center Lifecycle 300,000 300,000.00 Major Entries to Kent 50,000 50,000.00 Multi-Use Sports Field Imprmts 25,000 25,000.00 Lake Meridian Play Equipment 1,916.00 1,916.00 1,916.00- 42,465,462 36,983,397.74 2,829,711.00 39,813,108.74 2,652,353.26 93.75Total Expenditures 640,148.65-1,672,515.02-2,312,663.67-Ending Balance 226 City of Kent 11/13/200816:16:22R55JC021 Other Capital Projects FundFiscal Year: Period: 108 1Page - Fiscal YTD Prj to Date Variance % Prior Years Budget Beginning Fund Balance 106,057- 106,057.02-106,057.02-.02 100.00 Fund Balance Adjustments 770 770.00 Intergovernmental 78,600,000-52,673,536.52- 52,673,536.52- 25,926,463.48- 67.01 Charges for Services 20,000- 20,000.00-20,000.00-100.00 Miscellaneous Revenues 558,634- 1,307,368.49- 7,977.02- 1,315,345.51- 756,711.51 235.46 Non Revenues 13,280,774- 14,880,773.83-14,880,773.83- 1,599,999.83 112.05 Other Financing Sources 54,559,230- 49,507,348.58-49,507,348.58- 5,051,881.42- 90.74 Operating Transfers In 9,863,170- 9,248,735.64- 575,000.00- 9,823,735.64- 39,434.36- 99.60 156,987,095-75,070,283.56-53,256,513.54-128,326,797.10-28,660,297.90-81.74Total Available Resources Kent Station 39,454,424 36,059,106.28 36,059,106.28 3,395,317.72 91.39 Event Center 78,650,000 16,600,838.32 36,122,833.34 52,723,671.66 25,926,328.34 67.04 LTGO Bonds - 2000 16,694,696 16,634,722.79 22,719.81 16,657,442.60 37,253.40 99.78 LTGO / Taxable Bonds 2003 7,518,000 7,509,943.16 7,509,943.16 8,056.84 99.89 LTGO Bonds 2006 12,000,000 12,394,510.58 12,394,510.58 394,510.58- 103.29 Replacement Fire Hose 15,000 14,999.49 14,999.49 .51 100.00 Downtown Gateways 538,427 538,387.62 538,387.62 39.38 99.99 Fire Radio Equipment 726,000 132,399.40 467,997.57 600,396.97 125,603.03 82.70 Olympic Pipeline Project 20,000 16,571.78 16,571.78 3,428.22 82.86 ECC Operating Equipment 180,000 60,943.25 60,943.25 119,056.75 33.86 Breathing Apparatus Cylinders 1,180,548 868,639.31 868,639.31 311,908.69 73.58 Department Equipment 2008 10,000 9,354.51 9,354.51 645.49 93.55 156,987,095 90,816,062.49 36,637,904.72 127,453,967.21 29,533,127.79 81.19Total Expenditures 15,745,778.93 16,618,608.82-872,829.89-Ending Balance 227 City of Kent 11/13/200816:16:26R55JC021 Technology Capital ProjectsFiscal Year: Period: 108 1Page - Fiscal YTD Prj to Date Variance % Prior Years Budget Charges for Services 8,231- 8,479.24-8,479.24- 248.24 103.02 Miscellaneous Revenues 23,503- 45,654.29- 3,096.79- 48,751.08- 25,248.08 207.42 Non Revenues 190,626.88 190,626.88 190,626.88- Operating Transfers In 25,021,798- 23,778,505.74- 950,000.00- 24,728,505.74- 293,292.26- 98.83 25,053,532-23,642,012.39-953,096.79-24,595,109.18-458,422.82-98.17Total Available Resources Tech Equipment 2001 522,668 469,959.91 469,959.91 52,708.09 89.92 Communications Replacement 1,527,292 1,530,000.00 1,530,000.00 2,708.00- 100.18 Technology Plan 1998 12,380,572 12,221,681.16 12,221,681.16 158,890.84 98.72 ERP System Upgrade 1,000,000 148,664.10 172,940.97 321,605.07 678,394.93 32.16 Police Project 1,870,197 1,735,181.52 30,340.00 1,765,521.52 104,675.48 94.40 Wireless Pilot 25,602 25,602.18 25,602.18 .18- 100.00 Municipal Court 74,000 2,329.75 2,329.75 71,670.25 3.15 Legal/Prosecution 80,000 18,157.49 33,808.32 51,965.81 28,034.19 64.96 Network Backbone Phase I 354,173 354,172.83 354,172.83 .17 100.00 Network Backbone Phase II 154,996 154,995.72 154,995.72 .28 100.00 Lifecycle Server Replacement 285,494 285,494.37 285,494.37 .37- 100.00 Exchange 2003 Upgrade 75,961 75,960.46 75,960.46 .54 100.00 Building Wiring 90,000 63,447.52 5,131.05 68,578.57 21,421.43 76.20 Network Security 40,564 40,563.68 40,563.68 .32 100.00 Training 19,127 19,126.70 19,126.70 .30 100.00 Online Permits 60,000 60,000.00 Online Payment Infrastructure 51,000 16,885.98 16,885.98 34,114.02 33.11 Website Redesign 58,000 102,829.00 102,829.00 44,829.00- 177.29 Electronic Forms Infrastructur 51,220 51,219.97 51,219.97 .03 100.00 Online City Code 1,592 1,591.20 1,591.20 .80 99.95 Contingency Other 84,640 52,364.55 37,052.25 89,416.80 4,776.80- 105.64 Document Management 2003 47,860 47,860.00 47,860.00 100.00 Document Management 2004 39,395 39,395.00 39,395.00 100.00 Accella GIS 30,314 30,314.00 30,314.00 100.00 Kiva 7.1 Upgrade 23,225 34,824.59 589.66 35,414.25 12,189.25- 152.48 Database Projects 6,357 6,356.42 6,356.42 .58 99.99 Software Tools 9,855 9,855.07 9,855.07 .07- 100.00 Parks Planning CAD 3,324 3,323.44 3,323.44 .56 99.98 Pathlore LMS 18,000 18,000.00 Clerk Records Tracking System 2,056 2,055.62 2,055.62 .38 99.98 UPS Upgrade 122,658 122,657.98 122,657.98 .02 100.00 Replace Cable TV Equipment 30,606 30,605.87 30,605.87 .13 100.00 Cable TV Mastering Station 8,141 8,141.20 8,141.20 .20- 100.00 Call Pilot Upgrade 3,012 3,011.58 3,011.58 .42 99.99 Symposium Upgrade 35,975 35,975.19 35,975.19 .19- 100.00 Training 20,270 20,269.91 20,269.91 .09 100.00 Training Room Update 9,345 9,344.77 9,344.77 .23 100.00 228 City of Kent 11/13/200816:16:26R55JC021 Technology Capital ProjectsFiscal Year: Period: 108 2Page - Fiscal YTD Prj to Date Variance % Prior Years Budget Laptop Replacement 78,348 78,347.64 78,347.64 .36 100.00 MDC Replacement 116,268 116,268.38 116,268.38 .38- 100.00 Online Training Content 20,622 20,622.00 20,622.00 100.00 Third-Party Software Licenses 14,328 14,328.10 14,328.10 .10- 100.00 Microsoft License Management 306,398 306,397.68 306,397.68 .32 100.00 Customer Services Cashiering 19,000 18,609.19 18,609.19 390.81 97.94 Fire Systems 15,000 6,024.65 1,018.00- 5,006.65 9,993.35 33.38 Utility Billing System 443,345 237,163.50 3,544.00 240,707.50 202,637.50 54.29 Streaming Video 18,000 17,533.67 17,533.67 466.33 97.41 Network Upgrade/Reconfigure 11,000 11,894.89 11,894.89 894.89- 108.14 GIS Migration 76,686 66,100.37 66,100.37 10,585.63 86.20 Document Management 2005 16,971 12,226.29 12,226.29 4,744.71 72.04 Wireless Network 264,762 52,040.79 52,040.79 212,721.21 19.66 Wireless Evidence Barcoding 985 1,064.19 1,064.19 79.19- 108.04 Crime Analysis 70,000 70,000.00 Tiburon Upgrade 62,950 62,950.00 Public Safety IT Staffing 204,892 350,994.50 197,141.76 548,136.26 343,244.26- 267.52 Server Replacement 2005 51,633 51,632.59 51,632.59 .41 100.00 Server Replacement 2006 50,000 60,670.14 60,670.14 10,670.14- 121.34 ERP IT Staffing 201,000 298,428.72 79,216.71 377,645.43 176,645.43- 187.88 Fire MDC Replacement 155,982 155,981.59 155,981.59 .41 100.00 Pending Proj - End User HW/SW 20,252 4,854.22 4,854.22 15,397.78 23.97 Microsoft Licensing 2005 93,602 91,215.55 91,215.55 2,386.45 97.45 Laptop Replacement 2005 50,000 32,456.13 32,456.13 17,543.87 64.91 Kent Station Hot Zone 50,000 41,515.50 41,515.50 8,484.50 83.03 Pending Proj - Public Safety 16,058 5,744.64 5,744.64 10,313.36 35.77 Training 2006 25,000 19,076.05 19,076.05 5,923.95 76.30 Backup & Recovery Solution 150,000 143,814.74 143,814.74 6,185.26 95.88 Lifecycle Replacements 1,577,690 636,512.88 266,449.70 902,962.58 674,727.42 57.23 Multimedia eForm 10,000 10,000.00 Permit Center Fill/Print Forms 30,771 30,771.35 30,771.35 .35- 100.00 ERP 8.12 Training/Consulting 30,000 17,572.50 20,460.00 38,032.50 8,032.50- 126.78 Large Format Scanning 24,196 3,261.95 3,261.95 20,934.05 13.48 Utility Billing Backfill 65,000 76,070.92 76,070.92 11,070.92- 117.03 Centralized AP OT 2005/2006 17,000 1,334.94 1,334.94 15,665.06 7.85 JE Workflow Scanners/Equip 45,000 37,995.84 6,601.56 44,597.40 402.60 99.11 P-Cards Backfill 2005/2006 35,000 46,275.54 46,275.54 11,275.54- 132.22 Sunpro Citrix Servers 10,003 10,003.08 10,003.08 .08- 100.00 Digital Cable Upgrade 110,040 294,369.25 15,347.42 309,716.67 199,676.67- 281.46 Valley Comm. Mobile Mapping 28,000 12,337.92 12,337.92 15,662.08 44.06 2006 PC Replacements 235,238 174,650.12 174,650.12 60,587.88 74.24 JDE Upgr Customer Trng/Backfil 48,000 3,401.22 68,182.75 71,583.97 23,583.97- 149.13 Enterprise GIS Planning 67,470 49,600.00 10,934.88 60,534.88 6,935.12 89.72 Training 77,500 13,016.27 6,523.11- 6,493.16 71,006.84 8.38 229 City of Kent 11/13/200816:16:26R55JC021 Technology Capital ProjectsFiscal Year: Period: 108 3Page - Fiscal YTD Prj to Date Variance % Prior Years Budget Content Management System 300,000 76,395.20 17,411.25 93,806.45 206,193.55 31.27 Connected Comm. Prog/Prog Mgr 58,000 49,518.78 66,231.31 115,750.09 57,750.09- 199.57 Staff 86,754 8,667.14 8,667.14 78,086.86 9.99 Software Projects 34,700 6,213.83 6,213.83 28,486.17 17.91 Hardware Projects 80,000 46,515.49 999.70 47,515.19 32,484.81 59.39 Network Projects 19,600 9,029.72 9,029.72 10,570.28 46.07 Comcast Cable Franchise Negot.77,952 77,952.00 Video Projects 60,000 60,000.00 In-plant Bus. Product Phase I 55,000 55,000.00 IT Administration 6,393.50 6,393.50 6,393.50- IT Systems 60,626.00 60,626.00 60,626.00- IT Tech Services 27,014.97 27,014.97 27,014.97- 25,003,487 21,584,071.24 1,127,543.79 22,711,615.03 2,291,871.97 90.83Total Expenditures 50,045-2,057,941.15-174,447.00 1,883,494.15-Ending Balance 230 City of Kent 11/13/200816:16:33R55JC021 Facilities Capital ProjectsFiscal Year: Period: 108 1Page - Fiscal YTD Prj to Date Variance % Prior Years Budget Charges for Services 1,779- 1,824.42-1,824.42-45.42 102.55 Miscellaneous Revenues 157,458- 157,458.38-157,458.38-.38 100.00 Operating Transfers In 8,227,949- 7,602,095.71- 613,284.23- 8,215,379.94- 12,569.06- 99.85 8,387,186-7,761,378.51-613,284.23-8,374,662.74-12,523.26-99.85Total Available Resources Senior Center Greenhouse Exp 652,981 652,981.20 652,981.20 .20- 100.00 Municipal Lot 125,000 299,261.06 299,261.06 174,261.06- 239.41 Fire Security Fences 140,000 67,596.50 1,124.42 68,720.92 71,279.08 49.09 Fire Exhaust Systems 342,608 262,980.20 262,980.20 79,627.80 76.76 Facility Minor Renovations 210,670 155,444.14 9,435.80 164,879.94 45,790.06 78.26 Resource Ctr Security Upgrades 25,000 14,213.16 3,075.79 17,288.95 7,711.05 69.16 Courtyard & Sidewalk Renov 747,476 747,475.83 747,475.83 .17 100.00 IT Annex Furniture/CATV Furn.15,000 9,914.46 5,085.54 15,000.00 100.00 Facilities Card Access 65,000 47,720.05 47,720.05 17,279.95 73.42 Centennial Garage Seismic 657,653 654,644.67 3,008.51 657,653.18 .18- 100.00 Legal and Parks Renovations 350,632 331,946.09 18,685.91 350,632.00 100.00 Senior Center Upgrades 40,000 24,386.26 24,386.26 15,613.74 60.97 East Hill Shops Artwork 50,000 23,035.26 23,035.26 26,964.74 46.07 City Hall Upgrades 25,000 15,115.32 15,115.32 9,884.68 60.46 Fire Station Grnds Renovation 50,000 50,000.00 Corrections Improvements 2003 465,243 436,398.73 22,719.81 459,118.54 6,124.46 98.68 Police Firing Range Remodel 105,000 105,000.00 East Hill M&O Facility Land 3,954,923 3,954,923.00 3,954,923.00 100.00 Remodel Washington Av Fire Stn 150,000 8,604.83 990.00 9,594.83 140,405.17 6.40 Permit Center Minor Renovation 40,000 490.49 33,062.47 33,552.96 6,447.04 83.88 Police Patrol Remodel 30,000 13,737.29 2,625.63 16,362.92 13,637.08 54.54 Expansion Police/Fire Trng Ctr 30,000 32,240.20 2,240.00- 30,000.20 .20- 100.00 Golf Course Improvements 25,000 21,828.60 21,828.60 3,171.40 87.31 Aukeen Court Expansion 90,000 96,021.96 96,021.96 6,021.96- 106.69 8,387,186 7,642,851.85 325,681.33 7,968,533.18 418,652.82 95.01Total Expenditures 118,526.66-287,602.90-406,129.56-Ending Balance 231 City of Kent 11/13/200816:16:38R55JC021 Water FundFiscal Year: Period: 108 1Page -Projects Only Fiscal YTD Prj to Date Variance % Prior Years Budget Beginning Fund Balance 193,927- 193,926.30-193,926.30-.70- 100.00 Intergovernmental 751,892- 591,020.75-591,020.75- 160,871.25- 78.60 Charges for Services 1,488- 3,418.49-3,418.49- 1,930.49 229.74 Miscellaneous Revenues 723,891- 2,428,065.26- 226,529.98- 2,654,595.24- 1,930,704.60 366.71 Non Revenues 20,024,729- 20,024,728.53-20,024,728.53-100.00 Other Financing Sources 1,000,000- 2,500,903.04-2,500,903.04- 1,500,903.04 250.09 Operating Transfers In 29,931,757- 27,824,756.99- 950,085.35- 28,774,842.34- 1,156,914.66- 96.13 52,627,683-53,566,819.36-1,176,615.33-54,743,434.69-2,115,751.52 104.02Total Available Resources Seismic Vulnerability Assess 901,311 514,754.09 514,754.09 386,556.91 57.11 Water Comp Plan Update 2007 500,000 2,138.64 383,905.17 386,043.81 113,956.19 77.21 Groundwater Study 178,298 178,298.01 178,298.01 .01- 100.00 Elec/Mech Engr Analysis 75,000 75,000.00 Water Conservation Plan 407,000 411,464.05 23,911.09 435,375.14 28,375.14- 106.97 Water Unallocated Projects 200,000 200,000.00 Rock Creek Mitigation Projects 550,000 62.50 62.50 549,937.50 .01 Russell Road Nursery 250,000 2,381.90 192.96 2,574.86 247,425.14 1.03 Clark Springs HCP 167,016 403,410.37 344,162.24 747,572.61 580,556.61- 447.61 Tacoma Intertie 32,509,252 27,270,762.26 260,557.23 27,531,319.49 4,977,932.15 84.69 CS Monitor/CS Roof/CS Well 18,000 18,000.00 3.5 Mixing/Blue Boy Mix/98th 105,000 105,000.00 Clark Springs Tran Main Repair 10,000 10,000.00 Clark Springs Well #2VFD Repl.12,000 12,000.00 Seismic System Controls 100,000 100,000.00 Corrosion Control 2,564,470 1,450,428.54 88,946.10 1,539,374.64 1,025,095.36 60.03 Pump Station #3 Replacement 721,572 105,321.16 105,321.16 616,250.84 14.60 Kent Springs Source Upgrade 527,779 319,284.46 319,284.46 208,494.07 60.50 Pump Station #5 Add Pump 113,457 113,714.30 113,714.30 257.30- 100.23 Kent Springs Trans Main Repair 250,000 250,000.00 Pump Station #8 VFD's 15,000 8,856.70 8,856.70 6,143.30 59.04 Misc Water Improvements 600,000 414,557.23 112,197.69 526,754.92 73,245.08 87.79 Additional Water Source Dev 1,554,824 1,035,845.60 1,035,845.60 518,978.40 66.62 Well Head Protection 271,384 162,648.51 162,648.51 108,735.49 59.93 Security Improvement per VA 20,000 12,609.14 12,609.14 7,390.86 63.05 East Hill Pressure Zone 160,000 53,878.43 53,878.43 106,121.57 33.67 Impoundment Reservoir 1,075,000 2,086,175.79 31,854.40 2,118,030.19 1,043,030.19- 197.03 East Hill Reservoir 474,000 244,303.81 244,303.81 229,696.19 51.54 East Hill Well Supply Assess.121,702 1,145.25 77,245.11 78,390.36 43,311.64 64.41 Kent Kangley Road Repair 350,000 4,867.00 4,867.00 345,133.00 1.39 Asset Management System 26,532 5,000.00 5,000.00 21,532.00 18.85 East Hill Well Generator 70,000 70,000.00 Misc Water Mains 2005 1,414,187 1,414,187.00 59,769.82 1,473,956.82 59,769.82- 104.23 Hydrant Replacement 2005 115,043 8,044.92 8,044.92 106,998.08 6.99 232 City of Kent 11/13/200816:16:38R55JC021 Water FundFiscal Year: Period: 108 2Page -Projects Only Fiscal YTD Prj to Date Variance % Prior Years Budget Hydrant Replacement 2008 30,000 30,000.00 Large Meter/Vault Replace 2008 168,341 4,508.26 4,508.26 163,832.74 2.68 Kent Station - Water 117,982 109,197.68 109,197.68 8,784.32 92.55 Downtown ITS Improvements 145,100 233,131.16 233,131.16 88,031.16- 160.67 Remote Telemetry Upgrade 448,368 425,737.95 28,484.93 454,222.88 5,854.88- 101.31 BNSF Grade Separation 1,205,000 1,205,000.00 272nd Extension (KK to 116th)178 300,480.43 300,480.43 300,302.43- ******** Scenic Hill - Water 340,000 1,559.02 1,559.02 338,440.98 .46 LID 341-196th Corridor Mid 194,888 194,002.60 194,002.60 885.40 99.55 LID 353 224th-228th Corridor 100,000 149,099.50 149,099.50 49,099.50- 149.10 Russell Road Maint. Facility 600,000 2,639.64 2,639.64 597,360.36 .44 East Hill Operations Center 2,850,000 1,867.40 97.18 1,964.58 2,848,035.42 .07 Hwy 99 HOV Lanes - Phase 1 14,110.32 14,110.32 14,110.32- 52,627,683 37,579,062.07 1,492,735.47 39,071,797.54 13,555,885.63 74.24Total Expenditures 15,987,757.29-316,120.14 15,671,637.15-Ending Balance 233 City of Kent 11/13/200816:16:44R55JC021 Sewerage FundFiscal Year: Period: 108 1Page -Projects Only Fiscal YTD Prj to Date Variance % Prior Years Budget Beginning Fund Balance 2,417,078- 2,417,078.39-2,417,078.39-.39 100.00 Intergovernmental 3,490,173- 1,654,509.64- 418,574.88- 2,073,084.52- 1,417,088.48- 59.40 Charges for Services 5,613- 295,238.65- 1,651.42- 296,890.07- 291,277.07 ******** Miscellaneous Revenues 394,736- 250,731.77- 806,200.00- 1,056,931.77- 662,195.77 267.76 Non Revenues 657,572- 525,791.92-525,791.92- 131,780.08- 79.96 Other Financing Sources 1,500,000- 1,500,000.00-1,500,000.00-100.00 Operating Transfers In 23,342,636- 20,138,198.42- 3,280,999.61- 23,419,198.03- 76,562.03 100.33 31,807,808-26,781,548.79-4,507,425.91-31,288,974.70-518,833.30-98.37Total Available Resources NPDES Permit 1,870,000 388,923.74 1,105,868.88 1,494,792.62 375,207.38 79.94 Drainage Master Plan 1,000,000 241,540.66 852,138.42 1,093,679.08 93,679.08- 109.37 Integrated Pest Management 150,000 150,000.00 Misc Environmental Projects 790,562 350,447.50 90,197.07 440,644.57 349,917.43 55.74 Mill Creek Trunk 1,765,486 1,761,530.53 877.07 1,762,407.60 3,078.40 99.83 Seven Oaks Pond Imps 2,886.13 2,886.13 2,886.13- Soos Creek Basin Improve 1,392,792 1,360,338.94 1,360,338.94 32,453.06 97.67 LID 352-3rd Avenue Storm 2,304,572 2,297,073.36 2,297,073.36 7,498.64 99.67 Lower Garrison Creek 1,675,171 1,136,640.47 16,132.95 1,152,773.42 522,397.58 68.82 Earthworks Overlays 1,011,621 102,652.40 764,687.54 867,339.94 144,281.06 85.74 Horseshoe Acres Pump Station 500,000 482,253.43 482,253.43 17,746.57 96.45 256th Flume 510,000 438,417.88 438,417.88 71,582.12 85.96 Lake Meridian Outlet 2,668,065 1,251,924.65 1,171,463.18 2,423,387.83 244,677.17 90.83 Soosette Creek/Springwood Apts 20,000 14,134.09 14,134.09 5,865.91 70.67 Upper Meridian Crk 234th/236th 375,000 420,563.35 86,440.23- 334,123.12 40,876.88 89.10 Upper Meridian Valley Creek 90,000 67,544.11 3,140.40 70,684.51 19,315.49 78.54 E Fork Soosette Crk/144th Clvt 65,000 1,055.60 1,055.60 63,944.40 1.62 Meridian Valley Crk Revegetate 800.00 800.00 800.00- 81st Av So Storm Drainage Impr 150,000 24,587.16 24,587.16 125,412.84 16.39 Misc Drainage 2008 357,492 134,659.19 134,659.19 222,832.81 37.67 Drainage Imp. w/Rd Imp.Unalloc 1,000,000 1,000,000.00 Drainage Infractructure Improv 613,379 23,560.37 430,536.93 454,097.30 159,281.70 74.03 Kent Station - Drainage 226,831 142,758.17 142,758.17 84,072.83 62.94 Downtown ITS Improvements 158,406.09 158,406.09 158,406.09- 116th & 248th Intersection 7,072 7,072.00 Remote Telemetry Upgrade 149,456 93,385.03 4,048.97 97,434.00 52,022.00 65.19 BNSF Grade Separation 993,000 993,000.00 Military/Reith Intersection 100,000 100,000.00 272nd Extension (KK to 116th)500,942 421,042.32 115,053.29 536,095.61 35,153.61- 107.02 Endangered Species Act Study 460,000 470,244.42 470,244.42 10,244.42- 102.23 124th Ave & SE 248th St. Imp.250,000 250,000.00 2nd Avenue (Smith & Meeker)50,000 50,000.00 Event Ctr Floodplain Mitigatio 7,697.15 7,697.15 7,697.15- LID 341-196th Corridor Mid 1,359,000 1,167,076.54 1,167,076.54 191,923.46 85.88 234 City of Kent 11/13/200816:16:44R55JC021 Sewerage FundFiscal Year: Period: 108 2Page -Projects Only Fiscal YTD Prj to Date Variance % Prior Years Budget 224th-228th Corridor 1,500,000 1,483,686.12 3,175.00 1,486,861.12 13,138.88 99.12 Russell Road Maint. Facility 1,205.23 296.49 1,501.72 1,501.72- East Hill Operations Center 250,000 70,557.55 70,557.55 179,442.45 28.22 Hwy 99 HOV Lanes - Phase 1 2,051,200 1,811,949.34 22,132.46 1,834,081.80 217,118.20 89.42 Hwy 99 HOV Lanes - Phase 2 1,976,930 2,178,026.99 2,178,026.99 201,096.99- 110.17 Sanitary Sewer Master Plan 1,000,000 36,557.85 159,605.93 196,163.78 803,836.22 19.62 Unallocated Sewer Projects 200,000 200,000.00 LID 360-SE 227th Sewer 216,000 298,265.30 6,410.48 304,675.78 88,675.78- 141.05 Misc Sewer 2007 1,273,580 24,780.50 157,895.83 182,676.33 1,090,903.67 14.34 Kent Station - Sewer 229,935 93,935.42 93,935.42 135,999.58 40.85 Downtown ITS Improvements 12,967.74 12,967.74 12,967.74- Remote Telemetry Upgrade 149,456 99,876.36 5,360.60 105,236.96 44,219.04 70.41 272nd Extension (KK to 116th)86,290 518,166.10 7,192.40 525,358.50 439,068.50- 608.83 Scenic Hill - Sewer 210,000 210,000.00 LID 341-196th Corridor Mid 8,976 8,737.87 8,737.87 238.13 97.35 224th-228th Corridor 132,566.92 3,833.15 136,400.07 136,400.07- East Hill Operations Center 250,000 250,000.00 31,807,808 19,502,563.07 5,064,466.31 24,567,029.38 7,240,778.62 77.24Total Expenditures 7,278,985.72-557,040.40 6,721,945.32-Ending Balance 235