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Home My WebLink AboutCAG2023-505 - Original - Post 15 American Legion - Limited License Exchange of Property Use - 09/28/2023 FOR CITY OF KENT OFFICIAL USE ONLY s Sup/Mgr: Agreement Routing Form Dir e • For Approvals,Signatures and Records Management Dir/Dp: 11� KEN T This form combines&replaces the Request for Mayor's Signature and Contract Cover (Optional) WASH 1 N G T O N Sheet forms. (Print on pink or cherry colored paper) Originator: Department: Parks Planning - Bryan Higgins Parks, Recreation & Community Services Date Sent: Date Required: > 09/12/2023 09/30/23 0 i Authorized to Sign: Date of Council Approval: 0' Q Mayor or Designee N/A Budqet Account Number: Grant? Yes NoF N/A Type: N/A Budget?❑Yes W]No Vendor Name: Category: American Legion License Vendor Number: Sub-Category: C N/A Original 0 Project Name: Limited License exchange agreement between the city of Kent and Kent Post No.15 American Legion a- Project Details: License agreement for American Legion to use city property in exchange 0 C for parking lot use and trail access through American Legion Property. C Basis for Selection of Contractor: Agreement Amount: N/A *Memo to Mayor mustbe attached A. Start Date: 09/30/23 Termination Date: 10 years from effective date Cn Q Local Business?❑Yes 7No*lfmeets requirements per KCC 3,70.100,please complete"Vendor Purchase-Local Exceptions"form on Cityspace. Business License Verification: ❑Yes❑In-Process❑Exempt(KCC 5.01.045) El Authorized Signer Verified Notice required prior to disclosure? Contract Number: F1YesO5o CAG2023-505 Comments: i 7 � C1 C C tm a+ Vf n 3 � a, a, Date Received:City Attorney: ,2�-��a Date Routed:Mayor's Office- -� ity Clerk's Office 9/28/23 IdccW22373_1_20 Visit Documents.KentWA.gov to obtain copies of all agreements rev.20221201 LIMITED LICENSE EXCHANGE AGREEMENT BETWEEN THE CITY OF KENT AND KENT POST NO. 15 - AMERICAN LEGION THIS LIMITED LICENSE EXCHANGE AGREEMENT ("Agreement") is between the CITY OF KENT, a Washington municipal corporation ("City"), and Kent Post No. 15, Department of Washington, American Legion, a Washington not-for-profit corporation located at 25406 97th Place South, Kent, WA, 98030-6367 ("the Legion"). RECITALS 1. The Legion seeks to use and maintain a strip of City property, identified as Tax Parcel No. 1922059078 ('City Property"), immediately adjacent to The Legion's property, identified as Tax Parcel No. 1922059264 ("Legion Property"). 2. The Legion has requested that the City grant a license to use the City Property so that it may have general access to the area and so that it may reconnect and maintain its utility service. 3. The City has requested that the Legion grant the City a license over portions of the Legion Property so that the City may route a public trail through the Legion Property and provide associated public parking. THE CITY AND THE LEGION AGREE AS FOLLOWS: LICENSES 1. License Granted by the City. The City grants a license to the Legion to have general use of and access to a portion of the City Property, as generally depicted in Exhibit A, attached hereto, as well as to permit maintenance of utility lines within the City Property that serve Legion buildings. The Legion shall be responsible for the maintenance and upkeep of this portion of City Property. However, the City shall remain responsible for paying all taxes, fees, and assessments, including storm and surface water utility charges, on the entirety of the City Property. 2. License Granted by the Legion to the City. The Legion grants a license to the City to route a public trail along the eastern portion of the Legion Property and to maintain the existing trail at the southwest corner of the Legion Property as roughly shown on Exhibit B, attached hereto. 3. Parking. In exchange for the public use of 10 parking stalls along the eastern edge of the Legion Property, shown on Exhibit C, the City shall seal and restripe the entire parking lot one time prior to opening the public trail, and will maintain the surface and striping for the 10 dedicated stalls for the duration of this agreement. The Legion shall remain responsible for maintaining all other areas of the LIMITED LICENSE EXCHANGE AGREEMENT (City of Kent and American Legion - Kent Post No. 15) Page 1 of 6 parking lot. The city will be responsible for weekly trash collection generated by park use near the trail and the 10 dedicated parking stalls, and the Legion shall be responsible for collection of all other trash in the parking lot. Parking use will be appropriately signed and limited to hours outside of the Legion's use. 4. Option to Purchase. If the Legion decides to sell the Legion Property, in whole or in part, the Legion will first offer such sale to the City for fair market value. The City will have 60 days to have the Legion Property, or the portion being offered for sale, appraised at the City's expense to establish the fair market value. This option to purchase shall survive this agreement. S. Revocation and Termination. This Agreement does not grant an estate in either property; it does not create an easement; it does not grant a franchise; and neither license created is exclusive. As licenses upon real property, after the Initial Term, each is freely revocable at the will of the property owner. However, prior to termination or revocation by either party, the party seeking termination or revocation shall provide the other party with at least 90 calendar days' written notice of termination or revocation. Upon receipt of such notice, the Legion may be required to remove all improvements and personal property on City Property, and the City may be required to revegetate the trail entrances on Legion Property and remove any trail or parking signage. 6. Permits Required. The City's grant of a license pursuant to this Agreement does not release the Legion from any obligation to obtain applicable permits necessary to reconnect or maintain utility service on the City Property. 7. Maintenance. Each party shall maintain its respective licensed areas at all times in a safe and orderly condition to the satisfaction of the other party. In the event of an emergency in which any portion of either Property becomes unexpectedly damaged, or in any other way constitutes an immediate danger to the property, life, health, or safety of the public, each party shall immediately take reasonable emergency measures to remedy the dangerous condition on its licensed area. S. Indemnification. Each party shall comply with the following indemnification requirements: 8.1 Each party shall defend, indemnify, and hold the other, 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 performance of any of rights or obligations granted by this Agreement, except to the extent caused by the sole negligence of the other party, its employees, agents, contractors, or invitees. 8.2 In the event that a party refuses to accept tender of defense in LIMITED LICENSE EXCHANGE AGREEMENT (City of Kent and American Legion - Kent Post No. 15) Page 2 of 6 any claim, action, or suit by a third party pursuant to this Section 8, and if that party'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 that party shall pay all the other party's costs for defense of the action, including all reasonable legal costs, witness fees, and attorney fees for recovery under this Section 8 indemnification clause. 8.3 The provisions of this Section 8 shall survive the expiration or termination of this Agreement. 9. Modification. This Agreement may not be modified, altered, or amended unless first approved in writing by each party. Neither party shall assign all or any portion of its rights, benefits, or privileges in and under this Agreement without prior written approval of the other party. 10.• Notices. All notices 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: CITY: THE LEGION: City of Kent American Legion Post 15 Attn: City Clerk P.O. BOX 1164 220 Fourth Avenue South Kent WA 98035-1164 Kent, WA 98032 Email: Cityclerk@kentwa.gov 11. Warranty of Authority to Execute. Each person executing this Agreement warrants that he or she has the requisite authority to bind the party for whom that person is executing. 12. Term. This Agreement, and the licenses exchanged herein, shall be effective for a minimum period of 10 years from the Effective Date (the "Initial Term"), unless terminated earlier by mutual agreement. After the Initial Term, this Agreement shall remain in effect until terminated in accordance with Section 5 or by mutual agreement. 13. Entire Agreement and Effective Date. This Agreement contains the entire agreement between the parties. This Agreement shall be effective upon the last day executed below ("Effective Date"). CITY THE LEGION (CITY OF KENT) (American Legion - Kent Post No. 15) LIMITED LICENSE EXCHANGE AGREEMENT (City of Kent and American Legion - Kent Post No. 15) Page 3 of 6 By: 1 By: Print Name: DANA R Print Name: �T 01 Its: Ma or Its: � 114/1/D Date �`?.� Date: LIMITED LICENSE EXCHANGE AGREEMENT (City of Kent and American Legion - Kent Post No. 15) Page 4 of 6 STATE OF WASHINGTON ) SS. COUNTY OF KING ) 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 This Box- IN WITNESS WHEREOF, I have hereunto set my hand an official seal the day and year first above writp6n.. LEY A M Oil Vl 060 *Put' TP.RY PUBLIC, N BLIC in and for t. Stat / M N; 120137 01111ashington residing at y 9'��h eb`' o* appointment expires - 0 OP LIMITED LICENSE EXCHANGE AGREEMENT (City of Kent and American Legion - Kent Post No. 15) Page 5 of 6 STATE OF WASHINGTON ) . ss. COUNTY OF KING ) I hereby certify that I know or have satisfactory evidence that �A Vjn: o 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 Kent Post No 15 Department of Washington, American Legion 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. TESSA CURTIS Notary Pubiic State of Washington N ARY PUBLIC, in and for the State Commission#22000763 ashington, residing at My Comm. Expires Nov 28, 20 appointment expires J�rn1 Zi 2.o75 LIMITED LICENSE EXCHANGE AGREEMENT (City of Kent and American Legion - Kent Post No. 15) Page 6 of 6 I elt A • �T as lit w F E,Mf a t • 0 - 0 0 0 0 Ar i% American Parcels Kent owned _• Parcels y .,t r •�iw 4 T Exhibit B ti. Existing *Trail alignment conceptual • will be ParcelsProposed Trail adjusted based on field conditions Kent Owned Parcels 0 0.01 0.01 1 y, r h.:�s T� 1 � � u �• may\ Exhibit c f YK l� V^ 1. Y - ' ParkingStalls for • ark Use