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HomeMy WebLinkAboutCAG2025-085 - Original - 7730 202nd Street, LLC - 2/24/25 FOR CITY OF KENT OFFICIAL USE ONLY Sup/Mgr: Agreement Routing Form DirAsst: • For Approvals,Signatures and Records Management Dir/Dep: KEN T This form combines&replaces the Request for Mayor's Signature and Contract Cover (optional) WASHINGTON Sheet forms. (Print on pink or cherry colored paper) Originator: Department: Cheryl Rolcik-Wilcox Public Works Date Sent: Date Required: > 02/19/2025 02/26/2025 0 Q Authorized to Sign: Date of Council Approval: C. Q Mayor or Designee N/A Budqet Account Number: Grant? Yes NoEl e: Budget? Yes� Type:yp N/A Vendor Name: Category: 7730 202nd Street, LLC License Vendor Number: Sub-Category: = Other 0 Project Name: License Agreement 3- Project Details: This License Agreement will allow the vendor's consultant to install two monitoring wells in City right-of-way 0 as part of Agreed Order DE22343 between the property owner adjacent to the ROW (vendor)and the 4- 0 Department of Ecology. The property adjacent to the City right-of-way is the former Maralco property. The �+ wells allow for routine monitoring of groundwater elevations and collection of groundwater samples. C Agreement Amount: Q Basis for Selection of Contractor: N *Memo to Mayor must be attached i Start Date: Termination Date: p1 Q Local Business?❑Yes❑NO*lfrneets requirements per KCC 3.70.100,please complete"Vendor Purchase-Local Exceptions"form on Cityspace. Business License Verification: El YesEJ In-Process❑Exempt(KCC 5.01.045) El Authorized Signer Verified Notice required prior to disclosure? Contract Number: F—]Yesl—l/]No CAG2025-085 Comments: 1 Mayor Ralph - Please sign the 7th page of this packet and have your 3 signature notarized on the 8th page. Thank you! N Cheryl R-W = c imZ 3 cc a, Date Received:City Attorney: 2/19/25 Date Routed:Mayor's Office , 'pity Clerk's Office 2/24/25 ad«w22323_1_20 Visit Documents.KentWA.gov to obtain copies of all agreements rev.20221201 LIMITED LICENSE BETWEEN THE CITY OF KENT AND 7730 202"d Street, LLC PARTIES THIS LIMITED LICENSE ("License") is between the CITY OF KENT, a Washington Municipal Corporation ("City"), and 7730 202"d Street, LLC, a Delaware limited liability company ("Licensee"). RECITALS 1. Licensee seeks to install two monitoring wells in City right-of-way along 77t" Avenue S. adjacent to property located at 7730 S. 202"d Street, in Kent, WA (King County Tax Parcel No. 631500-0300). 2. The wells are being installed as part of Agreed Order DE22343 between Licensee and the Washington State Department of Ecology. The wells allow for routine monitoring of groundwater elevations and collection of groundwater samples. 2. Licensee has requested that the City grant a license to use City right- of-way to install the monitoring wells in accordance with permit plans on file with the City. 3. 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") for a period of two years from the Effective Date (the "Term") for Licensee to install two wells to monitor groundwater elevations and collection of groundwater samples across, along, in, upon, and under the City's right-of-way described in Exhibit A ("Property"). City and Licensee agree that this License shall not automatically renew at the end of the Term, and a new two-year Term shall commence only if requested in writing by the Licensee and approved by the City. The License may also be terminated as provided in Section 3 of this License. A general description of the plans and specifications for the monitoring wells is attached as Exhibit B ("Improvements"). 2. Damage to Property and Restoration. Licensee shall repair any 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 LIMITED LICENSE--Page 1 of 9 (between City of Kent and 7730 202"d Street, LLC) this License, Licensee shall restore the Property to its original condition prior to the issuance of the License. Decommissioning of the wells shall be part of the restoration and shall be completed in accordance with state laws and requirements. This restoration obligation shall survive the expiration of this License. 3. Revocation and Termination. The intent of this License is to authorize Licensee to install two wells on the designated City right-of-way to monitor groundwater elevations and to collect groundwater samples to be tested for chemical impacts, 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 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. As a License upon real property, it is revocable at the will of the City. However, prior to termination or revocation by the City, the City shall provide Licensee with at least 15 calendar days' written notice of termination or revocation. Upon receipt of such notice from the City, Licensee is required to remove all Improvements within the time frame set forth in the notice 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. Licensee waives any right it may have to any claim for damages of any kind incurred as a result of the City's removal of all or part of the Improvements. 4. Permits Required and Traffic Safety. 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. Licensee shall ensure that drivers are notified of the presence of Licensee while conducting any work in the right-of way. S. Maintenance and Groundwater Testing Results. Licensee shall maintain the Improvements and Property in a clean, well-kept, orderly and safe condition to the satisfaction of the City. Licensee shall promptly make repairs at Licensee's cost, as necessary, to ensure the Improvements and Property are kept in good condition to the satisfaction of the City. Licensee shall provide the City with test results of groundwater samples produced from the wells at the time they are provided to the Washington Department of Ecology. 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 9 (between City of Kent and 7730 20211 Street, LLC) 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 succeeding business days. 7. Indemnification. Licensee shall comply with the following indemnification requirements: 7.1 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 performance 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 officers, officials, employees, agents, assigns, volunteers, 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 LIMITED LICENSE--Page 3 of 9 (between City of Kent and 7730 202nd Street, LLQ same coverage of its agents, representatives, employees, contractors, 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 Insurance evidencing: 8.1.1 Automobile Liability insurance with limits no less than $2,000,000 combined single limit per accident for bodily injury and property damage. 8.1.2 Commercial General Liability insurance written on an occurrence basis with limits no less than $3,000,000 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 primary, noncontributory 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 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 and Licensee. 10. Assignment. Licensee shall not assign all or any portion of its rights, LIMITED LICENSE--Page 4 of 9 (between City of Kent and 7730 202"d Street, LLC) 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 later than 30 days prior to the date of any proposed assignment, file written notice of intent 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. 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 Jurisdiction. 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 7730 202nd Street, LLC Attn: City Clerk c/o Bridge Industrial 220 Fourth Avenue South 10655 NE 4th Street, Ste. 212 Kent, WA 98032 Bellevue, WA 98004 14. 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 9 (between City of Kent and 7730 202"d Street, LLC) 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 executing. This License is executed and shall become effective as of the last date signed below. CITY OF KENT LICENSEE By: By: Print Name: Dana Ra Print Name: Nick Siegel Title: Ma or Title: Vice President Date: �i r') Date: 02/19/2025 LIMITED LICENSE--Page 6 of 9 (between City of Kent and 7730 202"d Street, LLC) 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 and official seal the day and year first above writt n. A Kp 1ir/ Xe b O 1Zp137 Z �JOTARY PUBLIC, n and for th St �o --Of Washington, residing at ;1i/ (P� `'��, 0 :My appointment expires © '© LIMITED LICENSE--Page 7 of 9 (between City of Kent and 7730 202"d Street, LLC) STATE OF Illinois ) : SS. COUNTY OF Cook ) I hereby certify that I know or have satisfactory evidence that Nick Siegel 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 7730 202nd Street, LLC as its Vice President, 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. SAKU E NA ��^7""` �• /V01 Official Seal OTARY PUBLIC, in and for the State Notary Public-State of Illinois My Commission Expires Feb 8, 2027 f Illinois, residing in Gourtfe Ak CooK y appointment expires ice 9 23-�o2 LIMITED LICENSE--Page 8 of 9 (between City of Kent and 7730 202nd Street, LLC) EXHIBIT A DESCRIPTION OF THE PROPERTY LIMITED LICENSE--Page 9 of 9 (between City of Kent and 7730 202"d Street, LLC) rw-tz l I ' I � i 0� Chn P rDrtch LEGEND � sto he Proposed or Canbngent Montarng Well Parcel Bound-y �T� + �• .p ( I iF Z col i I i PROPOSED BUILDING �J u —T � Maralco Site N_ CRETE_ g �� 7730 South 202nd Street Figure 1 s Kent,Washington Proposed Monitoring Wells Locations e....I T I M e,r tr c. SCALE IN FEET 1/10/2025 Monitoring Well Construction Detail Client: Project Number. WELL ID: CR�TF Site Location: „„s� Date installed: Well Location: Inspector: Method: Contractor.• MONITORING WELL CONSTRUCTION DETAIL Depth from G.S.(feet) Elevation(feet) Top of Steel Guard Pipe Datum Measuring Point for Surveying& Water Levels Top of Riser Pipe Ground Surface(G.S.) Cement,Bentonite, Bentonite Slurry Grout,or Native Riser Pipe: Materials Length Inside Diameter(ID) Type of Material •Cement Bottom of Steel Guard Pipe •Bentonite •Native Materials Top of Bentonite Bentonite Seal Thickness Top of Sand Top of Screen Z Stabilized Water Level Screen: Length Inside Diameter(ID) Slot Size Type of Material Type/Size of sand Sand Pack Thickness Bottom of Screen Bottom of Tail Pipe: Length Bottom of Borehole Borehole Diameter Describe Measuring Point: Signature Date