HomeMy WebLinkAboutCAG2022-339 - Original - Viking Avenue Investments, LLC - Poulsbo RV Property Site Improvements - 08/11/2022CAG2022-339
LIMITED LICENSE BETWEEN
THE CITY OF KENT AND
VTKING AVENUE TNVESTMENTS, LLC
PARTIES
THIS LIMITED LICENSE ("License") is between the CITY OF KENT, a
Washington Municipal Corporation ("City"), and Vikinq Avenue Xnvestments, LLC,
a Washinqton limited liabilitv companv, ("Licensee").
RECITALS
1. Licensee owns land located in the City of Kent known as King County
Tax Parcel No. 1522049109 (the "Poulsbo RV Property").
2. Licensee leases the Poulsbo RV Property to Poulsbo RV, Inc., which
operates a recreational vehicle sales and maintenance facility on the Poulsbo RV
Property,
3, Licensee seeks to install parking and associated site improvements in
the City right-of-way adjacent to the Poulsbo RV Property in the City of Kent.
4. Licensee has requested that the City grant a license to use City right-
of-way to install parking and associated site improvements within the City.
5, The City has agreed to issue this license.
NOW, THEREFORE, THE CITY AND LICENSEE AGREE AS FOLLOWS:
LICENSE
1. License Granted. The City grants this License ("License") commencing
on the Effective Date and continuing for so long as Poulsbo RV, Inc. or a comparable
recreational vehicle sales and maintenance facility is located on the Poulsbo RV
Propefty and is conducting such sales and maintenance activities (the "Term") for
Licensee to install and use parking and associated site improvements across, along,
in, upon, and under the City's right-of-way described in Exhibit A (the "License
Property"). City and Licensee agree that this License shall remain in effect unless
and until terminated as provided in Section 3 of this License. A general description
of the plans and specifications for the Poulsbo RV Property and the License Property
entitled "Poulsbo RV Kent Onsite Improvements" prepared by Barghausen Consulting
Engineers, Inc, is attached as Exhibit B ("Improvements"). This License is subject
to all the terms and conditions established below.
2. Damage to Property and Restoration. Licensee shall repair any
LIMITED LICENSE--Page 1 of 10
damage to the Property caused by the installation, construction, operation,
maintenance/ removal, repair, reconstruction, replacement, use, and inspection of
the Improvements on the Property. Upon revocation, termination, or expiration of
this License, Licensee shall restore the Property to its original condition prior to the
issuance of the License. Such restoration obligation shall survive the expiration of
this License,
3. Revocation and Termination. The intent of this License is to
authorize Licensee to install parking and associated site improvements as depicted
on Exhibit B on the designated City right-of-way, which right-of-way constitutes a
valuable property interest owned by the City. This License does not grant an estate
in the land described as the License Property; it is not an easement; it is not a
franchise; it is not exclusive; and it does not exclude the City from full possession of
the Property. The City may terminate this License only if and when Licensee, Poulsbo
RV, Inc., or its successors or assigns, ceases to conduct primarily recreational vehicle
sales and maintenance services on the Poulsbo RV Property. However, prior to
termination or revocation by the City, the City shall provide Licensee with at least
ninety (90) calendar days' written notice of termination or revocation. Upon receipt
of such notice from the City, Licensee is required to remove all Improvements and
restore the Property pursuant to Section 2. If Licensee fails to remove the
Improvements within the allotted time, the City may remove all or part of the
Improvements, restore the Property, and recover the costs of such removal and
restoration from Licensee or its successors and assigns. Licensee, for itself and any
successors or assigns, waives any right it may have to any claim for damages of any
kind incurred as a result of the City's revocation of this License and removal of all or
part of the Improvements.
4. Permits Required, The City's grant of this License does not release
Licensee from any of its obligations to obtain applicable local, state, and federal
permits necessary to install, construct, operate, maintain, remove, repair,
reconstruct, replace, use, and inspect the Improvements. Licensee's failure to
comply with this Section 4 shall constitute grounds for immediate revocation by the
City.
5. Maintenance. Licensee shall maintain the Improvements and the
License Property in a clean, well-kept, orderly condition to the satisfaction of the City.
Licensee shall promptly make repairs at Licensee's cost, as necessary, to ensure the
Improvements and License Property are kept in good and safe condition to the
satisfaction of the City.
6. Emergency. In the event of any emergency in which any portion of
the Improvements breaks, becomes damaged, or in any other way becomes an
immediate danger to the property, life, health, or safety of any individual, Licensee
shall immediately take the proper emergency measures to remedy the dangerous
condition without first applying for and obtaining a permit as required by this License.
LIMITED LICENSE--Page 2 of 10
However, this emergency work shall not relieve Licensee from its obligation to obtain
all permits necessary for this purpose, and Licensee shall apply for those permits
within the next two (2) succeeding business days.
7. Indemnification. Licensee shall
i ndemnification requirements :
comply with the following
7,L Licensee shall defend, indemnify, and hold the City, its officers,
officials, employees, agents, assigns, and volunteers harmless from any and all
claims, actions, injuries, damages, losses, or suits, including all reasonable legal
costs, witness fees, and attorney fees, arising out of or in connection with the
pefformance of any of Licensee's rights or obligations granted by this License, except
to the extent caused by the sole negligence of the City, its employees, agents,
contractors, or invitees.
7.2 The City's inspection or acceptance of any of Licensee's work
when completed shall not be grounds to avoid any of these covenants of
indemnification.
7.3 These indemnification obligations shall extend to any claim,
action or suit that may be settled by compromise, provided that Licensee shall not
be liable to indemnify the City for any settlement agreed upon without the consent
of Licensee; however, if Licensee consents to the agreed upon settlement, the
Licensee shall indemnify and hold the City harmless as provided for in this Section 7
by reason of that settlement. Moreover, if Licensee refuses to defend the City against
claims by third parties, Licensee shall indemnify the City regardless of whether the
settlement of such claims is made with or without Licensee's consent.
7.4 In the event that Licensee refuses to accept tender of defense in
any claim, action, or suit by a third party pursuant to this Section 7 and if Licensee's
refusal is subsequently determined by a court having jurisdiction (or such other
tribunal that the parties shall agree to decide the matter) to have been a wrongful
refusal, then Licensee shall pay all the City's costs for defense of the action, including
all reasonable legal costs, witness fees, and attorney fees and also including the City's
costs, including all legal costs, witness fees and reasonable attorney fees, for
recovery under this Section 7 indemnification clause.
7,5 The provisions of this Section 7 shall survive the expiration or
termination of this License.
8. Insurance. Licensee shall procure and maintain for the duration of this
License, insurance of the types and in the amounts described below against claims
for injuries to persons or damage to property that may arise from or in connection
with the performance of the work by Licensee. Licensee also agrees to require the
same coverage of its agents, representatives, employees, contractors,
LIMITED LICENSE--Page 3 of 10
subcontractors, consultants, subconsultants, or assigns performing work under the
scope of this License and to assure that such coverage is maintained.
8,1 Before beginning work on the project described in this License,
Licensee shall provide a Certificate of Insuranse evidencing:
8.1.1 Autgmobile ljability insurance with limits no less than
$1,000,000 combined single limit per accident for bodily injury and property damage;
and
8.1.2 Commercial General Liability insurance written on an
occurrence basis with limits no less than $2,000,000 combined single limit per
occurrence and general aggregate for personal injury, bodily injury and property
damage. Coverage shall include but not be limited to: blanket contractual;
products/completed operations/broad form property damage; explosion, collapse
and underground (XCU); and employer's liability.
8.1.3 Excess Liability insurance with limits not less than
$2,000,000 per occurrence and aggregate.
8.2 Any payment of deductible or self-insured retention shall be the
sole responsibility of Licensee.
8.3 The City, its officers, officials, employees, agents, assigns and
volunteers shall be named as an additional insured on the insurance policy, as
respects work performed by or on behalf of the Licensee and shall make its
endorsement available for inspection by the Licensor. Licensor waives no rights and
Licensee is not excused from performance if Licensee fails to provide Licensor with a
paper copy of the endorsement naming the City as an additional insured.
8.4 Licensee's insurance shall contain a clause stating that coverage
shall apply separately to each insured against whom claim is made or suit is brought,
except with respects to the limits of the insurer's liability.
8.5 Licensee's insurance shall be primary insurance as respects the
City, and the City shall be given thirty (30) calendar days prior written notice
electronically and by United States mail of any cancellation, suspension or material
change in coverage.
9. Modification. This License may not be modified, altered, or amended
unless first approved in writing by the City.
1O. Assignment. Licensee shall not assign all or any portion of its rights,
benefits, or privileges, in and under this License without prior written approval of the
City, which approval will not be unreasonably withheld or delayed. Licensee shall, no
LIMITED LICENSE--Page 4 of 10
later than thirty (30) days prior to the date of any proposed assignment, file written
notice of lntent to assign the License with the City together with the assignee's written
acceptance of all terms and conditions of the License and promise of compliance.
Notwithstanding the foregoing, Licensee shall have the right, without such notice or
such written acceptance, to mortgage its rights, benefits, and privileges in and under
this License to the trustee for its bondholders and assign to any subsidiary, parent,
affiliate or company having common control with Licensee so long as notice of same
is provided to the City and provided Licensee remains fully liable to the City for
compliance with all terms and conditions of this license until such time as the City
shall consent to such assignment as provided above. Regardless of any assignment
by Licensee, or succession of Licensee, the License shall remain subject to revocation
and termination as provided in Section 3 above.
11. Compliance with Laws. Licensee shall comply with all federal, state,
and municipal laws, rules, and regulations that are applicable to this License.
12. Venue and furisdiction. This License shall be construed in accordance
with the laws of the State of Washington. Venue and jurisdiction for the resolution
of disputes shall be in the Superior Court for King County, Washington, In the event
of claim or litigation regarding the enforcement of the terms of this License, each
party shall be responsible for its own legal costs and attorney fees except as noted
in Section 7.
13. Notices. All notices, requests, demands, or other communications
provided for in this License, unless otherwise noted, shall be in writing and shall be
deemed to have been given when sent by registered or certified mail, return receipt
requested, to the addresses listed below for each party, or to such other person or
address as either party shall designate to the other party in writing:
CITY:LICENSEE:
City of Kent
Attn: City Clerk
220 Fourth Avenue South
Kent, WA 98032
Viking Avenue Investments LLC,
a Washington limited liability company
23031 Military Rd S
Kent, WA 98032
L4. No Waiver of Rights. Nothing in this License shall constitute a waiver
of either party's right to challenge any portion of the License that is not in accordance
with applicable federal, state and local laws.
15. Entire Agreement and Effective Date. This License contains the
entire agreement between the parties and, in executing it, the City and Licensee do
LIMITED LICENSE--Page 5 of 10
not rely upon any statement, promise, or representation, whether oral or written, not
expressed in this License. This License shall be effective upon the last day executed
below (Effective Date).
16. Warranty of Authority to Execute, Each person executing this
License warrants that he/she has the requisite authority to bind the party for whom
that person is executlng.
LIMITED LICENSE--Page 6 of 10
below.
This License is executed and shall become effective as of the last date signed
CITY OF KENT LICENSEE
Viking Avenue Investments LLC,
a Washington limited liability company
By .t By:
Prin
Its:
t Name: Dana loh Print Name
Date:Date:
Its
LIMITED LICENSE--Page 7 of 10
STATE OF WASHINGTON )
COUNTY OF KING
ss
)
I hereby certify that I know or have satisfactory evidence that Dana Ralph 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 Thls Box-
IN WITNESS WHEREOF, I have hereunto set my hand and official seal
the day and r first above written\\\tl tt lpA
h
PUBLIC, in d for S
ngton, residing at
intment expires
LIMITED LICENSE--Page B of 10
STATE OF WASHINGTON )
couNrY oF KrNG ;
tt'
I hereby certify that I know or have satisfactory evidence that RichGfd hlOlOZUf&
is the person who appeared before me, and said person acknowledged
that he/she signed this instrument, on oath stated that he/she is authorized to execute
the instrument on behalf of
liability company as its and such execution to be the
free and voluntary act of such party fo
foregoing instrument.
uses and purposes mentioned in the
-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.
tlJ?
NOTARY PUBLIC, in and
of Washington, residing
My appointment expires
for the State
o at
WA
ttttttt0lgrG
LIMITED LICENSE--Page 9 of 10
EXHIBIT'A'
LEGAL DESCRIPTION OF RIGHT OF WAY CONVEYANCE
(vlKING AVENUE TNVESTMENTS, LLC)
Being a strip of land which is a portion of the parcel described in the Statutory Warranty Deed
recorded under Auditor's File No. (AFN) 20180806000986, situated in the Southwest Quarter of
the Northwest Quarter of Section 15, Township 22 North, Range 4 East, W.M., City of Kent, King
County, Washington, and lying northeasterly of the following described line:
Commencing at the West Quarter Corner of said Section 15;
Thence 589'51'27"E along the East-West centerline of said section a distance of 790.64 feet to
a point on a line parallel with and 47.00 feet southwesterly of (as measured perpendicularly to)
the centerline of Military Road S.;
Thence N24"44'A5"W along said parallel line a distance of 330,61feet to the south boundary
line of said statutory warranty deed parcel;
Thence continuing N24"44'A5" W along said parallel line a distance of L97.65 feet to the north
boundary line of said parcel and the terminus of this line description.
Contains 988 square feet (0.023 acre).
3t22/2022
20762 - POULSEo RV
20762t.002 - MWD
MARCH 22, 2022
38970
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EXHIBIT B
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VIKING AVENUE INVESTMENTS, LLC
PTN. SW1/4 NWl/4 6EC,15 T22N R4E, WM,
1f.51' CITY OF KENT, KING COUNTY, WA
50'99' coNVEYANcE AREA
coNTAtNS 988 SF (0,023 AC)
R.1452.69'
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CITY OF KENT
For:
7621,002,DOCBarghausen
Consultlng Engineers, lnc.
'lg2l5 72nd Avenue South
Kent,W g)32
425251,6i122 berghausen.oom
RIGHT OF WAY
DEDICATION
Tltla:SHEET