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2020-08-11 Council Packet - RegularThe City Council may add items and take action on items not listed on the agenda. Regular Meetings are recorded and televised live on Government Access Channel 21. To view Council Meetings online please visit www.cityoffederalway.com. CITY COUNCIL REGULAR MEETING AGENDA Remote Meeting August 11, 2020 – 6:30 p.m. Notice: Pursuant to Governor Inslee’s Proclamation 20 -28, all in-person meetings are prohibited until further notice. The Mayor and City Council are providing opportunit ies for public comment by submitting written comment or calling into the meeting to provide oral testimony. To access these options please use the following: Click Here to Watch Online Live Streaming Video of the Meeting Listen to the live meeting: (888) 788-0099 or 253-215-8782 Meeting ID: 363 503 282 Sign-Up here to give citizen comment during the meeting* (via telephone) *form should be submitted no later than 2 hours prior to the beginning of the meeting Click Here to submit written comments to the City Council Watch from the Zoom mobile app with meeting: 363 503 282 and password: 738163 1.CALL MEETING TO ORDER 2.PLEDGE OF ALLEGIANCE 3.PRESENTATIONS a.Proclamation: Purple Heart City b.Mayor’s Emerging Issues and Report •City Financial Report – Ade Ariwoola, Finance Director •Recent Community Events: Public Forum with the African American/Black Community (7/29), 64th Annual Salmon Bake at Steel Lake Park (7/24) •Upcoming Events: Drive-In Movie Nights at the PAEC – August 15 (Toy Story 4) and September 12 (Aladdin) •August City Council Schedule – August 18 meeting cancelled •Appointment process for Council Vacancy – Position 5 c.Council Committee Reports •Parks/Recreation/Human Services/Public Safety Committee (PRHSPS) •Land Use/Transportation Committee (LUTC) •Finance, Economic Development Regional Affairs Committee (FEDRAC) •Lodging Tax Advisory Committee (LTAC) •Regional Committees Report (PIC) •Council President Report -~ Federal Way Centered on Opportunity The City Council may add items and take action on items not listed on the agenda. Regular Meetings are recorded and televised live on Government Access Channel 21. To view Council Meetings online please visit www.cityoffederalway.com. 4.CITIZEN COMMENT Please email comments to COUNCIL@cityoffederalway.com or complete a citizen comment request form (found here) prior to the meeting, to provide comments via telephone during the meeting. All comments are limited to 3 minutes each. 5.CONSENT AGENDA Items listed below have been previously reviewed in their entirety by a Council Committee of three members and brought before full Council for approval; all items are enacted by one motion. Individual items may be removed by a Councilmember for separate discussion and subsequent motion. a.Minutes – July 21, 2020 Regular Meeting & July 28, 2020 Special Meeting b.Vouchers – June 2020 c.Monthly Financial Report – June 2020 d.Civic Plus – SeeClickFix for Eyes on Federal Way e.Microsoft Enterprise Agreement f.Citywide Adaptive Traffic Signal Control-Traffic Control Center – Project Acceptance g.RESOLUTION: 2021-2023 Solid Waste and Recycling Grant Approvals h.SW 296th At 14th Slide Restoration Bid Award 6.COUNCIL BUSINESS a.Land Use Transportation Committee Chair Appointment b.Edward Bryne Memorial Justice Assistance Grant (JAG) Program for 2018 c.Regency Cleaners Amendment #5 Goods and Services For Police Uniform and Dry Cleaning 7.ORDINANCES First Reading a.Council Bill #784/Relating to the Extinguishing of a Certain Operation and Easement Agreement AN ORDINANCE OF THE CITY OF FEDERAL WAY, WASHINGTON, PROVIDING FOR THE ACQUISITION OF CERTAIN PROPERTY RIGHTS FOR THE PURPOSE OF EXTINGUISHING THAT CERTAIN OPERATION AND EASEMENT AGREEMENT RECORDED UNDER KING COUNTY RECORDING NO. 8612194598, AS AMENDED UNDER RECORDING NO. 8704071270, AS AMENDED UNDER RECORDING NO. 20050718000838, AS AMENDED UNDER RECORDING NO. 20101222000936, AND AS AMENDED UNDER RECORDING NO. 20101222000937 (HEREIN “OEA”); DESCRIBING THE PUBLIC USE AND NECESSITY OF SUCH PROPERTY; DIRECTING STAFF TO EXHAUST REASONABLE NEGOTIATION EFFORTS TO PURCHASE SUCH EXTINGUISHMENT RIGHTS; PROVIDING FOR THE CONDEMNATION OF THE EXTINGUISHMENT RIGHTS; AND DIRECTING THE CITY ATTORNEY OR DESIGNATED OUTSIDE LEGAL COUNSEL TO INITIATE ALL NECESSARY ACTIONS AND PROCEEDINGS IN THE MANNER PROVIDED BY LAW FOR SAID CONDEMNATION IF ATTEMPTS TO PURCHASE SAID EXTINGUISHMENT RIGHTS ARE NOT SUCCESSFUL. •Staff Report: Ryan Call, City Attorney •Citizen Comment – 3 minutes each •City Council Discussion The City Council may add items and take action on items not listed on the agenda. Regular Meetings are recorded and televised live on Government Access Channel 21. To view Council Meetings online please visit www.cityoffederalway.com. b.Council Bill #785/ ExteNet Systems LLC - Franchise AN ORDINANCE OF THE CITY OF FEDERAL WAY, WASHINGTON, GRANTING EXTENET SYSTEMS LLC, ITS AFFILIATES, SUCCESSORS AND ASSIGNS A NONEXCLUSIVE FRANCHISE TO OCCUPY THE RIGHTS-OF-WAY OF THE CITY OF FEDERAL WAY, WASHINGTON, WITHIN THE SPECIFIED FRANCHISE AREA FOR THE PURPOSES OF CONSTRUCTING, MAINTAINING, OPERATING, REPLACING, AND REPAIRING A TELECOMMUNICATIONS NETWORK IN, ACROSS, OVER, ALONG, UNDER, THROUGH AND BELOW THE CITY OF FEDERAL WAY. •Staff Report: Desiree Winkler, Deputy Public Works Director •Citizen Comment – 3 minutes each •City Council Discussion Second Reading/Enactment c.Council Bill #782/Amending Title 19.142 FWRC, Flood Damage Prevention AN ORDINANCE OF THE CITY OF FEDERAL WAY, WASHINGTON, RELATING TO FLOODPLAIN DEVELOPMENT AND PERMITTING PROCESSES WITHIN THE CITY, AMENDING FWRC 19.142 (Amending Ordinance Nos. 06-536, 09-593, 09-597, and 18-856). d.Council Bill #783/ Relating to Vacation of Rights of Way AN ORDINANCE OF THE CITY OF FEDERAL WAY, WASHINGTON, RELATING TO RIGHT OF WAY VACATIONS; AMENDING FWRC 4.20.120 AND ADDING A NEW SECTION TO CHAPTER 19.135 FWRC. (Amending Ordinance No 19-107) 8.COUNCIL REPORTS 9.ADJOURNMENT PROCLAMATION FEDERAL WAY MAYOR AND CITY COUNCIL Jim Ferrell, Mayor Susan Honda, Council President Lydia Assefa-Dawson, Councilmember Gregory Baruso, Councilmember Hoang V. Tran, Councilmember Martin Moore, Councilmember Linda Kochmar Councilmember “Purple Heart Recognition Day” WHEREAS, our nation and its principles have been defended throughout history by brave and patriotic men and women who willingly sacrificed their own well-being for the cause of freedom and democracy; and WHEREAS, President George Washington created the Badge of Military Merit to honor brave military personnel; and WHEREAS, in 1932, on the 200th anniversary of George Washington's birth, the Badge of Military Merit was renamed the Order of the Purple Heart; and WHEREAS, today the Purple Heart is awarded to honor the combat wounded veterans of this country and those who made the ultimate sacrifice and never returned home; and WHEREAS, the 1991 Washington State Legislature passed Senate Bill 5718 recognizing the seventh day of August as a day to pay tribute to those who hold the distinction of having been awarded the Purple Heart; and WHEREAS, our veterans have earned profound and eternal gratitude from all of the people of this state for their willingness to risk life and limb for the sake of this nation, its people, and our cherished freedoms; NOW, THEREFORE, we, the undersigned Mayor and City Council of the City of Federal Way, do hereby proclaim that the City of Federal Way is declared a Purple Heart City and today, August 11, as Purple Heart Recognition Day for 2020. I urge all people in our city to join me in acknowledging and honoring this city's veterans who have been wounded in battle while defending the principles of democracy, individual freedom, and human rights. SIGNED this 11th day of August, 2020 COUNCIL MEETING DATE: August 11, 2020 ITEM#: CITY OF FEDERAL WAY CITY COUNCIL AGENDA BILL SUBJECT: CITY COUNCIL MEETING MINUTES POLICY QUESTION: Should the City Council approve the draft minutes for the July 21, 2020 Regular and the July 28m 2020 Special Meetings? COMMITTEE: NI A CATEGORY: ~ Consent D City Council Business D Ordinance D Resolution MEETING DATE: NI A • • Public Hearing Other STAFF REPORT BY: Ste hanie Courtne 2-..C_i_.ty'----C_le_r_k _________ D_E_P_T_:_M_a_y _or_'_s _O_f_fi_ce _____ _ Attachments: Draft minutes for the July 21, 2020 Regular Meeting Draft minutes for the July 28, 2020 Special Meeting Options Considered: 1. Approve the minutes as presented. 2. Amend the minutes as necessary. MAYOR'S RECOMMENDATION: NIA MAYOR APPROVAL: NIA -------Committee Initial/Date COMMITTEE RECOMMENDATION: NIA NIA NIA Counc_il Initial/Date NIA NIA Committee Chair Committee Member Committee Member PROPOSED COUNCIL MOTION: "I move approval of the minutes as presented. " (BELOW TO BE COMPLETED BY CITY CLERK'S OFFICE) COUNCIL ACTION: • APPROVED • DENIED • TABLED/DEFERRED/NO ACTION • MOVED TO SECOND READING (ordinances only) REVISED -4/2019 COUNCIL BILL# First reading Enactment reading ORDINANCE# RESOLUTION # CITY COUNCIL REGULAR MEETING MINUTES Remote Meeting July 21, 2020 -6:30 p.m. 1. CALL MEETING TO ORDER Mayor Ferrell called the meeting held remotely to order at 6:30 p.m. City officials in attendance: Mayor Jim Ferrell, Council President Susan Honda, Councilmember Lydia Assefa-Dawson, Councilmember Greg Baruso, Counci!member Hoang Tran , Councilmember Mark Koppang , Councilmember Martin Moore, and Councilmember Linda Kochmar. City staff in attendance: City Attorney Ryan Call and City Clerk Stephanie Courtney. 2. PLEDGE OF ALLEGIANCE Mayor Ferrell led the flag salute. Mayor thanked King County Councilmember Pete von Reichbauer for the donation of thousands of masks that were handed out to the community at the King County Aquatics Center. 3. PRESENTATIONS a. Mayor's Emerging Issues and Report Financial Update: Finance Director Ade Ariwoola provided a brief presentation to update Council on the city's financial position. Council thanked Mr. Ariwoola and asked clarifying questions regarding salary figures in relation to closed facilities and layoffs, and the balance of utility taxes owed after the recent court decision . Virtual Miles for Meso -SK Parks Direction John Hutton was pleased to provide information on the annual Miles for Meso SK which was held virtually this year due to COVID-19 restrictions. Public Forum with the African American/Black American Community Mayor Ferrell noted the public forum would be held via zoom on July 29 beginning at 7:00 p.m . There will be a number of speakers including Police Chief Hwang and he encouraged anyone wanting to attend or speak during the meeting contact his office for more details. Federal Way City Council Regular Minutes July 21, 2020 Page 1 o/8 COVID-19 Phase Update Emergency Manager Ray Gross provided updated information regarding the COVID- 19 pandemic. He reported the numbers in Washington State has now exceeded the peak from March and shared how Federal Way is in relation neighboring cities. He also provided information on researching long term effects of COVID and answered the Council's various questions. Upcoming Community Events Mayor Ferrell shared information regarding the 64th Annual Kiwanis Salmon Bake scheduled for Friday, July 24. The event has been modified from previous years to comply with COVI D-19 restrictions. Dinner tickets must be purchased in advance and participants will be given a time slot to come and pick up dinners to go. CARES Act Grant Distribution Update Economic Development Director Tim Johnson provided an update to Council regarding the CARES Act Small Business grants . Mr. Johnson thanked supporting staff for their help in deploying this program which received 643 applications. He noted the Council would be briefed on recommendations for Round 2 at a special meeting following the FEDRAC meeting on July 28. Governor lnslee's visit to Federal Way Mayor Ferrell briefly reported on the Governor's visit to the Performing Arts and Event Center on July 17 to talk to the South King County area cities and chamber leaders including representatives from Kent, Auburn, and Pacific; the Governor held a press conference following the meeting. Mayor Ferrell also announced the city would have Drive-in Movie nights in August and September at the PAEC parking lot. A showing of Toy Story4 is scheduled for August 15 beginning at 8:40 p.m. Attendees will view the movie from the comfort of their vehicles. b. Council Committee Reports Parks/Recreation/Human Services/Public Safety Committee (PRHSPS) -Chair Kochmar reported on the July 14 committee meeting; the two items were moved forward to tonight's Consent Agenda for Council approval. Land Use/Transportation Committee (LUTC) -Chair Koppang reported the last meeting was held July 6 and all items have been moved forward for Council approval. He announced he would be resigning from the City Council due to relocation for new employment. He noted it has been an honor and privilege to serve on the Council. Finance, Economic Development Regional Affairs Committee (FEDRAC) -Chair Tran noted the next meeting will be held July 28 at 5:00 p.m. on Zoom. He thanked Councilmember Koppang for his service and wished him well. Lodging Tax Advisory Committee (L TAC) -Chair Assefa-Dawson reported the next meeting will be August 12 at 10:00 a.m. Federal Way City Council Regular Minutes July 21, 2020 Page 2 o/8 Regional Committees Report (PIC) -Councilmember Moore asked Councilmember Assefa-Dawson, who attended the meeting, to provide a report. Councilmember Assefa-Dawson noted meeting focused on a Race and Equity panel; she encouraged other Councilmembers to participate and noted they are looking for youth who are interested in participating on the panel as well. Council President Report-Council President Honda thanked Mayor Ferrell for inviting the Council to attend the meeting with the Governor. She was pleased to be able to ask him a few questions. She further noted there is a tentative schedule for the appointment process for Council Position #5. She encouraged interested individuals check the Council Facebook page for more information. 4. CITIZEN COMMENT Bo b Co le m an spoke regarding a letter he wrote to the Mayor, Council and Planning Commission containing concerns about possible conflict of inte rest by some of the Planning Commissioners and concerns regarding city staff. Mr. Coleman shared he wants to see the South 376th Street minor collector removed from the Comprehensive Plan . Lyn ldah os a thanked Councilmember Koppang for his service . She voiced concerns about Commissions cancelling meetings during the pandemic and the inconsistencies in the closure of park equipment and restrooms . She indicated the black community does not want the police used as the first line in certain matters . Mayor Ferrell reported the play equipment and restrooms are closed in all of the city parks due to COVID-19. He also stated the parks employees have been diligent in re-taping off the equipment when people tear it down. Steve Smith shared information about the upcoming 64th Annual Kiwanis Club Annual Salmon Bake . He stated that while event will be hosted differently it will still benefit a great cause . He encouraged citizens to purchase tickets for the event. Ka th e rine Fe sta expressed that she is going to miss having Councilmember Koppang on the City Council. She thanked the Mayor and Council for the great job they are doing during COVID-19 and the Black Lives Matter movement. 5. CONSENT AGENDA a. Minutes : July 7, 2020 Regular and Special Meetings b. Washington State Patrol (WSP) Marijuana Eradication 2020 c. Edward Byrne Memorial Justice Assistance Grant (JAG) Program for FY2019 d. SW 356 th Street Preservation Project -85% Design Status/Authorization to Bid e. SW 320th Street Preservation Project -85% Design Status/Authorization to Bid f. Greenway Pavement Markings Phase I -Bid Award g. Transportation Grant Funding Applications COUNCIL PRESIDENT HONDA MOVED APPROVAL OF ITEMS A THROUGH G ON THE CONSENT AGENDA; COUNCILMEMBER TRAN SECOND. The motion passed unanimously as follows: Council President Honda yes Counci/member Assefa-Dawson yes Federal Way City Coun cil Regular Minutes July 21, 2020 Councilmember Koppang Councilmember Moore yes yes Page 3 of 8 Councilmember Baruso Councilmember Kachmar 6. PUBLIC HEARING yes yes Councilmember Tran Mayor Ferrell opened the public hearing at 8 :14 p.m. yes a . Six-Month Extension of Small Wireless Telecommunication Facilities Interim Zoning Code/Ordinance Public Works Director EJ Walsh provided a background on the small wireless telecommunication facilities requirements. He noted due to the gap in the timeline the request tonight is to waive first reading to allow for enactment at this meeting during the Ordinance section of the agenda. Citizen Comment-No citizen comment was provided. COUNCILMEMBER KOPPANG MOVED TO CLOSE THE PUBLIC HEARING; COUNCILMEMBER BARUSO SECOND. The motion passed unanimously as follows: Council President Honda Councilmember Assefa-Dawson Councilmember Baruso Councilmember Kachmar yes yes yes yes Councilmember Koppang Councilmember Moore Councilmember Tran Mayor Ferrell noted action would take place later in the meeting . 7. COUNCIL BUSINESS yes yes yes a. Approval of 2020-2021 Collective Bargaining Agreement with Teamsters Local Union No . 117 Representing Federal Way Police Commanders City Attorney Ryan Call presented the proposed Collective Bargaining Agreement reached with the Federal Way Police Commanders who are represented by Teamster Local Union No. 117. This agreement was negotiated and has been approved by the union through December 31, 2021. COUNCIL PRESIDENT HONDA MOVED THE APPROVAL OF THE PROPOSED 2020-2021 COLLECTIVE BARGAINING AGREEMENT WITH TEAMSTER LOCAL UNION NUMBER 117; COUNCILMEMBER MOORE SECOND. The motion passed unanimously as follows: Council President Honda Councilmember Assefa-Dawson Councilmember Baruso Councilmember Kachmar yes yes yes yes Councilmember Koppang Councilmember Moore Councilmember Tran b. Annual Pipe Rehabilitation Phase 3 (2020) Bid Award yes yes yes Capital Engineer John Cole presented background information on this item. He noted six (6) storm pipes need replacing and identified locations for these pipes throughout the city. The city received two bids with Assorted Endeavors as the lowest responsive , responsible bidder. Funding is available and the estimated total project cost is $150,000. Federal Way City Council Regular Minutes July 21, 2020 Page4 of8 COUNCILMEMBER KOPPANG MOVED TO AUTHORIZE STAFF TO AWARD THE ANNUAL PIPE REHABILITATION PHASE 3 (2020) PROJECT TO ASSORTED ENDEAVORS LLC, THE LOWEST RESPONSIVE, RESPONSIBLE BIDDER, IN THE AMOUNT OF $120,486 AND APPROVE A 10% CONTINGENCY OF $12,049 FOR A TOTAL OF $132,535 AND AUTHORIZE THE MAYOR TO EXECUTE THE CONTRACT; COUNCILMEMBER MOORE SECOND. The motion passed unanimously as follows: Council President Honda Councilmember Assefa-Dawson Councilmember Baruso Councilmember Kachmar 8. ORDINANCES First Reading yes yes yes yes Councilmember Koppang Councilmember Moore Councilmember Tran yes yes yes a. Counci l Bil l #782/Ame nding Title 19.142 FWRC, Flood Damage Prevention AN ORDINANCE OF THE CITY OF FEDERAL WAY, WASHINGTON, RELATING TO FLOODPLAIN DEVELOPMENT AND PERMITTING PROCESSES WITHIN THE CITY, AMENDING FWRC 19.142 (Amending Ordinance Nos. 06-536, 09-593, 09-597, and 18- 856). Community Development Director Brian Davis provided information on the proposed ordinance. He noted the amendments are mandated by the State and Federal Government in order to keep flood insurance in the National Flood Insurance Program provided by the Federal Government. He reviewed the specific modifications which add and amend definitions, provide greater restriction in some floodplain areas, identify Mobile Home parks as a subdivision, and limit personal storage in floodplain areas. Citizen Comment -No citizen comment was provided. City Clerk Stephanie Courtney read the ordinance title into the record . COUNCILMEMBER KOPPANG MOVED TO FORWARD THE PROPOSED ORDINANCE TO THE AUGUST 11, 2020 COUNCIL MEETING FOR SECOND READING AND ENACTMENT; COUNCILMEMBER BARUSO SECOND. The motion passed unanimously as follows: Council President Honda Councilmember Assefa-Dawson Councilmember Baruso Councilmember Kachmar yes yes yes yes Councilmember Koppang Councilmember Moore Councilmember Tran b. Council Bill #783/ Relating to Vacation of Rights of Way yes yes yes AN ORDINANCE OF THE CITY OF FEDERAL WAY, WASHINGTON, RELATING TO RIGHT OF WAY VACATIONS; AMENDING FWRC 4.20.120 AND ADDING A NEW SECTION TO CHAPTER 19.135 FWRC. (Amending Ordinance No 19-107) Public Works Director EJ Walsh provided background on this ordinance. He noted this code revision will clarify and outline the process requirements to guide the applicant, city staff and the public. Mr. Walsh noted this code revision was reviewed and moved forward by both the Planning Commission on July 1 and the Land Use/Transportation Committee on July 6. Citizen Comment -No citizen comment was provided. Federal Way City Council Regular Minutes July 21, 2020 Page 5 o/8 City Clerk Stephanie Courtney read the ordinance title into the record . COUNCILMEMBER KOPPANG MOVED TO FORWARD THE PROPOSED ORDINANCE TO THE AUGUST 11, 2020 COUNCIL MEETING FOR SECOND READING AND ENACTMENT; COUNCILMEMBER ASSEFA-DAWSON SECOND. The motion passed unanimously as follows: Council President Honda Councilmember Assefa-Dawson Councilmember Baruso Councilmember Kachmar yes yes yes yes Councilmember Koppang Councilmember Moore Councilmember Tran First & Second Reading/Enactment yes yes yes c. Council Bill #781/ Six-Month Extension of Small Wireless Telecommunication Facilitie s Interim Zoning Code/APPROVED ORDINANCE #20-890 AN ORDINANCE OF THE CITY OF FEDERAL WAY, WASHINGTON, RELATING TO THE ADOPTION AND EXTENSION OF INTERIM LAND USE REGULATIONS AND OFFICIAL CONTROLS PURSUANT TO RCW 35A.63 .220 AND RCW 36.70A.390 TO CONTROL THE PROVISION OF TELECOMMUNICATION FACILITIES WITHIN THE CITY, WHICH WERE ADOPTED PURSUANT TO ORDINANCE NO. 19-862. (Amending Ordinance Nos. 19-862, 18-850, 15-804, 15-797, 13-754, 11-700, 09-610, 09-605, 09- 593, 08-585, 97-291, 90-43, and 19-862). Mayor Ferrell noted the staff report was presented as part of the Public Hearing earlier in the meeting. Citizen Comment -No citizen comment was provided. COUNCILMEMBER KOPPANG MOVED TO SUSPEND CITY COUNCIL RULE 2.2(H) TO ALLOW FIRST READING AND ENACTMENT OF THE ORDINANCE IN ONE MEETING; COUNCILMEMBER KOCHMAR SECOND. The motion passed unanimously as follows: Council President Honda Councilmember Assefa-Dawson Councilmember Baruso Councilmember Kachmar yes yes yes yes Councilmember Koppang Councilmember Moore Councilmember Tran yes yes yes City Clerk Stephanie Courtney read the ordinance title into the record. COUNCILMEMBER KOPPANG MOVED APPROVAL AND ADOPTION OF THE PROPOSED ORDINANCE; COUNCILMEMBER KOCHMAR SECOND. The motion passed unanimously as follows: Council President Honda Councilmember Assefa-Dawson Councilmember Baruso Counci/member Kachmar yes yes yes yes Second Reading/Enactment Councilmember Koppang Councilmember Moore Councilmember Tran yes yes yes d. Council Bill #779/ 2019/2020 Biennial Budget Adjustment/APPROVED ORDINANCE #20-891 AN ORDINANCE OF THE CITY OF FEDERAL WAY, WASHINGTON, RELATING TO AMENDING THE 2019-2020 BIENNIAL BUDGET. (AMENDING ORDINANCE NO . 18-860, 19-867 AND 19-881) City Clerk Stephanie Courtney read the ordinance title into the record. COUNCILMEMBER TRAN MOVED APPROVAL OF THE PROPOSED ORDINANCE; Federal Way City Council Regular Minutes July 21, 2020 Page 6 o/8 COUNCILMEMBER KOPPANG SECOND. The motion passed unanimously as follows : Council President Honda Councilmember Assefa-Dawson Councilmember Baruso Counci/member Kachmar yes yes yes yes Councilmember Koppang Councilmember Moore Councilmember Tran yes yes yes e . Council Bill #780/South 320th Street Annexation APPROVED ORDINANCE#20-892 AN ORDINANCE OF THE CITY OF FEDERAL WAY, WASHINGTON, RELATING TO ANNEXING APPROXIMATELY TWENTY-ONE (21) ACRES KNOWN AS THE"S. 320TH STREET ANNEXATION," INTO THE CITY PURSUANT TO RCW 35A.14.120 ; ASSIGNING ZONING AND COMPREHENSIVE PLAN DESIGNATIONS UPON ANNEXATION ; REQUIRING ASSUMPTION OF A PROPORTIONATE SHARE OF CITY INDEBTEDNESS AND PROVIDING FOR SEVERABILITY AND AN EFFECTIVE DATE . City Clerk Stephanie Courtney read the ordinance title into the record . COUNCILMEMBER KOPPANG MOVED APPROVAL OF THE PROPOSED ORDINANCE; COUNCILMEMBER BARUSO SECOND. The motion passed unanimously as follows: Council President Honda Councilmember Assefa-Dawson Councilmember Baruso Councilmember Kachmar 9. COUNCIL REPORTS yes yes yes yes Councilmember Koppang Councilmember Moore Councilmember Tran yes yes yes Councilmember Kochmar was pleased to have attended the Unity Rally at Hillside Plaza that was put on by a number of churches. She shared it was wonderful to see the amount of diversity and several other councilmembers in attendance. At Mayor Ferrell and Councilmember Kochmar's request, Parks Director Hutton gave an update on the status of the parks in the City. Councilmember Moore shared it is bittersweet to see Council member Koppang go but he is thankful for his service. He thanked Mayor Ferrell for hosting the African American/Black American Community Public Forum and encouraged him to consider this for the Samoan and Ukrainian communities as well. He met with the Finance Director regarding his desire for a financial dashboard as he feels this software would make the City's budget easier for the public to understand . Councilmember Koppang thanked Council member Moore for his kind words . He spoke regarding his departure and the pleasure he has experienced serving the citizens of Federal Way in his role on the City Council as well as the time on city commissions and committees . He looks forward to Federal Way's future and noted his last meeting will be July 28. Council member Tran expressed his gratitude for Councilmember Koppang's service, guidance and friendship. Councilmember Baruso is thankful for the African American/Black American Community Public Forum coming up and is hopeful it will continue . He expressed disappointment that Council member Koppang is leaving as he was looking forward to working with him . Councilmember Assefa-Dawson was unable to join via video due to a back injury. She was also unable to attend the unity rally supported by the faith rally but heard feedback. She shared her appreciation for Councilmember Koppang and wished him all the best in the future. Federal Way City Council Regular Minutes July 21, 2020 Page 7 of8 Council President Honda gave a reminder about the Kiwanis Salmon Bake. She shared about the opportunity to meet with Governor lnslee at the PAEC, where she had the opportunity to ask him about the reopening of schools. She expressed concern about the City helping support families if children do not physically return to school. She also questioned Governor lnslee about holding City Council meetings in person as she feels strongly the Council should attend the upcoming budget meetings in person if they can do so safely. Mayor Ferrell and Councilmember Kochmar also wished Councilmember Koppang well and are looking forward to him returning to Federal Way for a special presentation. 10. ADJOURNMENT There being nothing further on the agenda; the regular meeting was adjourned at 9: 16 p.m . Attest: Stephanie Courtney City Clerk Approved by Council : Federal Way City Council Regular Minutes July 21, 2020 Page8 o/8 CITY COUNCIL SPECIAL MEETING AGENDA Remote Meeting July 28, 2020 -6:00 p.m. 1. CALL MEETING TO ORDER Mayor Ferrell called the meeting held remotely to order at 6:00 p.m . City officials in attendance: Mayor Jim Ferrell, Council President Susan Honda, Councilmember Lydia Assefa-Dawson, Councilmember Greg Baruso, Councilmember Hoang Tran, Councilmember Mark Koppang, Councilmember Martin Moore, and Councilmember Linda Kachmar. City staff in attendance: City Attorney Ryan Call and City Clerk Stephanie Courtney. 2. PLEDGE OF ALLEGIANCE Mayor Ferrell led the flag salute. 3. COUNCIL BUSINESS a. Approval of Grant Criterion for Round 2 of Cares Act Small Business Assistance Grant Economic Development Director Tim Johnson provided updated information on Round 1 of the Small Business Assistance Grant program. He provided insight and recommendations for alterations to the eligibility requirements for Round 2. Councilmembers thanked Mr. Johnson and his team for their hard work on this process and asked questions regarding the use of additional monies towards rent assistance and non-profit organizations in Federal Way. Citizen Comment-No citizen comment was received. COUNCIL PRESIDENT HONDA MOVED TO AUTHORIZE STAFF TO IMPLEMENT RECOMMENDATION AND TO AUTHORIZE EXPENDITURE OF $1,000,000 FROM THE CITY'S GENERAL BUDGET AND DIRECT STAFF TO TAKE ALL STEPS NECESSARY TO PROCURE REIMBURSEMENT THROUGH THE STATE FOR COVID-19 RELATED EXPENDITURE; SECOND BY COUNCILMEMBER MOORE. The motion carried unanimously as follows: Council President Honda yes Councilmember Assefa-Dawson yes Councilmember Baruso yes Councilmember Kachmar yes Federal Way City Council Special Minutes July 28, 2020 Councilmember Koppang Councilmember Moore Councilmember Tran yes yes yes Page 1 o/2 Councilmember Koppang noting his last meeting, spoke highly of city staff and extended his .appreciation to all those who are working hard on behalf of the citizens. He believes staff members care and in these challenging situations, are doing their best and working hard. He again thanked the Mayor, Council, and other community entities for the great partnerships that all work for a better Federal Way; he is looking forward to returning and visiting. Mayor Ferrell and Councilmembers wished Councilmember Koppang well in his new endeavor. 4. ADJOURNMENT There being nothing further on the agenda; the special meeting was adjourned at 6:35 p.m. Attest: Stephanie Courtney City Clerk Approved by Council : Federal Way City Council Special Minutes July 28, 2020 Page2 o/2 COUNCIL MEETING DATE: August, 11, 2020 ____________ I_T_E_M_#-=: ==S=b=:::c--- CITY OF FEDERAL WAY CITY COUNCIL AGENDA BILL SUBJECT: AP VOUCHERS 06/16/2020-07/15/2020 AND PAYROLL VOUCHERS 06/0l/2020-06/30/2020 POLICY QUESTION: Should the City Council approve the AP vouchers in the total amount of $3,246,333.43 and payroll vouchers in the total amount of $3,550,671.71? COMMITTEE: Finance, Economic Development, and Regional Affairs Committee CATEGORY: IZJ Consent D City Council Business D Ordinance D Resolution .~!AFF REPORT BY: Ade Ariwoola, Finance Director MEETING DATE: July 28, 2020 • • Public Hearing Other DEPT: Finance I, the undersigned, do hereby certify under penalty of perjury that the materials have been furnished, the services rendered, or the labor performed as described herein and that the claims are just and due obligations against the Cit of Federal Way, W .hington, and that I am authorized to authenticate and certify said liens. Finance Director Attachments: Voucher List Options Considered: MAYOR'S RECOMMENDATION: MAYOR APPROVAL: ft ~4,~L?-:> COMMITTEE RECOMMENDATION: I move to forward the vouchers to the August f I > 2020 consent agenda/or approval. ln---1'\ \[ i •'--'lpor,, , /is j-z,o 1-o Committee Chair ;:::'ol,.hrn«_r V , ... 1,o,..,.,. 1 /1-ft /~ Committee Member PROPOSED COUNCIL MOTION: "/ move approval of the vouchers pursuant to RCW 42.24." (BELOW TO BE COMPLETED BY CITY CLERKS OFFICE) COUNCIL ACTION: • APPROVED • DENIED • TABLED/DEFERRED/NO ACTION • MOVED TO SECOND READING (ordinances only) REVISED -08/12/2010 COUNCIL BILL# 15T reading Enactment reading ORDINANCE# RESOLUTION # City of Federal Way -Accounts Payable Check List Key Bank Page 1 of 33 Check No. Date Vendor Invoice Date Invoice Des arfp llon AmountGL Total ACCOUNT PAYABLE-ESCOM $17,953.52 272870 6/30/2020 REYNOLDS, JULIE 6/17/2020 58787 $4,734 .70 PKDBC-REFUND CANCELLED CONTRAC 272882 6/30/2020 TAHOMA UNITARIAN UNIV COS/19/2020 58790-1-2-3 $3,362 .36 PKDBC-REFUND CANCELLED CONTRAC 272931 7/15/2020 DALE GOLDEN, ATTN: DALE G7r7/2020 58833 $900 .00 PKDBC-REFUND CANCELLED CONTRAC 273013 7/15/2020 ST PATRICKS PARISH, 6/23/2020 58804 &58805 & 58806 $4,458 .30 PKDBC-REFUND CANCELLED CONTRAC 272986 7/15/2020 NW WASHINGTON SYNOD, 6/23/2020 58809 & 58810 $3,243 .24 PKDBC-REFUND CANCELLED CONTRAC 273005 7/15/2020 SIERRA CLUB, 6/24/2020 58819 $1,254 .92 PKDBC-REFUND CANCELLED CONTRAC ADVERTISING $450.00 273008 7/15/2020 SOUND PUBLISHING INC, 6/26/2020 83733388 $450 .00 MO-AD#2504860 MAYOR'S MEMO AGRICULTURAL SUPPLIES $1,172.86 272793 6/30/2020 COASTAL FARM & HOME SUPS/22/2020 3793 $52 ,79 PKM-REPAIR & MAINT SUPPLIES 273045 7/15/2020 WILBUR-ELLIS COMPANY, 5(7/2020 13449627 $591.75 PWST-OPER SUPPLIES 273045 7/15/2020 WILBUR-ELLIS COMPANY. 5/12/2020 13465996 $237.93 PWST-OPER SUPPLIES 272910 7/15/2020 AGRISHOP INC, 6/9/2020 61137/1 $248 .68 SWM-EQUIPMENT PARTS & REPAIRS 272972 7/15/2020 LOWE'S HIW INC, 6/19/2020 01021 $41.71 SWM-MAINT SUPPLIES ANIMAL LICENSE $45.00 272973 7/15/2020 LUBY, PATRICIA 7/8/2020 3-00096458 $45 ,00 PD-REFUND DUPLICATED PAYMENT# ASPHALT & ROAD OIL $1,444.53 272843 6/30/2020 MILES RESOURCES LLC, 6/8/2020 308542 $280.17 SWM-ASPHALT SUPPLIES 272829 6/30/2020 LAKESIDE INDUSTRIES INC, 3/31/2020 119609 $831 .60 SWM-REPAIR SUPPLIES 272975 7/15/2020 MILES RESOURCES LLC, 6/22/2020 309024 $332 _76 SWM-ASPHALT SUPPLIES AUTOMATION FEE $190.25 272875 6/30/2020 SEKHON DDS PLLC, 6/19/2020 BUSINESS LICENSE $1.00 Fl-REFUND OVERPAYMENT FOR BUS 272969 7/15/2020 LAY COMMERCIAL ROOFING LS/12/2020 20-101894 $151.65 CD-REFUND OVERPAYMENT #20-1018 273000 7/15/2020 S M E SOLUTIONS, 5/12/2020 20-101895 $37.60 CD-REFUND TACOMA PWOER'S PJ #2 BOOKS, MAPS, & PERIODICALS $499 .20 2728 50 6/30/20 20 NEWS TRIBUNE, 5/29/2020 TAC -7699 9850 $499 .20 CHB-NEWSPAPER ADS/SUBSCRIPTION BUILDING MATERIALS $270 .15 272837 6/30/2020 LOWE'S HIW INC, 6/19/2020 27.13 $27 .13 PKM-MAINT SUPPLIES Key Bank Page 2 of 33 Check No . Date Vendor Invoice Date Invoice Description AmountGL Total 272837 6/30/2020 LOWE'S HIW INC, 6/17/2020 23857 $139.98 CHS-REPAIR & MAINT SUPPLIES 272815 6/30/2020 HOME DEPOT-DEPT 32-250076/11/2020 5624342 $47 75 CHS-REPAIR & MAINT SUPPLIES 272972 7/15/2020 LOWE'S HIW INC, 6/29/2020 11618 $10.44 CHB-MAINT SUPPLIES 272972 7/15/2020 LOWE'S HIW INC , 71712020 23050 $13 ,57 CHB-MAINT SUPPLIES 272972 7/15/2020 LOWE'S HIW INC, 71712020 02927 $31 28 CHB-MAINT SUPPLIES BUILDING PERMITS $3,033.00 272969 7/15/2020 LAY COMMERCIAL ROOFING 15/12/2020 20-101894 $3,033 .00 CD -REFUND OVERPAYMENT #20-1018 CELLULAR PHONE AIR TIME $14,953.61 272781 6/30/2020 AT&T MOBILITY, 6/11/2020 287288982773X0619202 $3,043.50 IT-06/20 DATA CARDS 272781 6/30/2020 AT&T MOBILITY, 6/5/2020 287290386709X0613202 $40 .04 IT-06/20 DATA CARDS 272781 6/30/2020 AT&T MOBILITY, 6/5/2020 2872903B6709X0613202 $441 34 IT-06/20 DATA CARDS 272885 6/30/2020 T-MOBILE USA INC, 6/14/2020 830401935 $37 .60 IT-06/20 CELLULAR SVC 272891 6/30/2020 VER IZON WIRELESS, 6/13/2020 9856656805 $480, 12 IT-05/20 CELLULAR SVC ACCT# 272891 6/30/2020 VERIZON WIRELESS, 6/13/2020 9856656805 $120.03 IT-05/20 CELLULAR SVC ACCT# 272891 6/30/2020 VERIZON WIRELESS, 6/13/2020 9856656806 $5,405.53 IT/PAEC-06/20 CELLULAR SVC 272891 6/30/2020 VERIZON WIRELESS, 6/13/2020 9856656806 $4,646 ,66 IT/PAEC-06/20 CELLULAR SVC 272891 6/30/2020 VERIZON WIRELESS, 6/13/2020 9856656806 $191 ,89 IT/PAEC-06/20 CELLULAR SVC 272891 6/30/2020 VERIZON WIRELESS, 6/13/2020 9856656807 $443.20 IT-06/20 CELLULAR SVC ACCT# 272891 6/30/2020 VERIZON WIRELESS, 6/13/2020 9856656807 $103 .70 IT-06/20 CELLULAR SVC ACCT# CEMENT $659.37 272815 6/30/2020 HOME DEPOT-DEPT 32-250076/17/2020 9021478 $203 .92 SWM-REPAIR & MAINT SUPPLIES 272953 7/15/2020 HOME DEPOT-DEPT 32-250076/9/2020 7020584 $32 .56 SWM-REPAIR & MAINT SUPPLIES 272972 7/15/2020 LOWE'S HIW INC, 6/11/2020 01332 $69.92 PWST-MAINT SUPPLIES 272981 7/15/2020 NATIONAL BARRICADE COMPS/18/2020 287034 $241 .38 PWST-MAINT SUPPLIES 272972 7/15/2020 LOWE'S HIW INC, 6/16/2020 02007 $13.57 PWST-MAINT SUPPLIES 273044 7/15/2020 WESTSIDE CONCRETE ACCES/18/2020 1379193-IN $89.23 PWST-CONCRETE SUPPLIES 273029 7/15/2020 TRINITY ACE HARDWARE, 6/23/2020 116007 $8 79 PWST-SUPPLIES CLAIMS PROPERTY -OTHER DEPT $2,147.64 Key Bank Page 3 of 33 Check No. Date Vendor Invoice Date Invo ice Description AmountGL Total 272 874 6/30/2020 SECOMA FENCE INC, 6/17/2020 15014 $2,147 .64 LAW-RM ST LK MAINT FENCE/GATE; CLOTHING AND FOOlWEAR $3,249.21 27277 2 6/30/2020 911 SUPPLY INC , 6/12/2020 INV-2-3178 $93 .39 PD -UNIFORM SUPPLIES 272877 6/30/2020 SOUND UNIFORM/BRATWEAffi/9/2020 202006SU074 $46 .28 PD-UN IFORM/EQU IP MENT 272793 6/3 0/2020 COASTAL FARM & HOME SUPS/19/2020 3792 $140 79 PKM-UNIFORM SUPPLIES 272798 6/30 /2020 DJ TROPHY, 1/14/2020 283504 $13 0.35 PARKS-CLOTHING SUPPLIES 272798 6/30/2020 DJ TROPHY, 1/15/2020 283550 $180 .02 PARKS-CLOTHING SUPPLIES 272772 6/30/2020 911 SUPPLY INC , 2/7/2020 85715 $193.57 PD-UNIFORM SUPPLIES 272772 6/30/2020 911 SUPPLY IN C, 2/7/2020 85716 $355.29 PD-UNIFORM SUPPLIES 272905 6/30/2020 ZAICHKIN , ETHAN 6/22/2020 ZAICHKIN 2020 $200 .00 PD-REIMB BOOTS 272858 6/30/2020 PETTY CASH-POLICE DEPT, 6/24/2020 032961 $65 12 PD-MOTORCYCLE GLOVES- 272847 6/30 /2020 MURPHY, CAR Y 6/24/2020 MURPH Y 20 20 $192 .32 PD-REIMB BOOTS 273011 7/15/2020 SPORTSMAN'S WAREHOUSE ,6/16/2020 210-466074 $322 ,28 SWM-UNIFORM SUPPLIES 273010 7/15/2020 SOUND UNIFORM/BRATWEAffi/15/2020 202006SU 133 $548.80 PD-UNIFORM/EQUIPMENT 273010 7/15/2020 SOUND UNIFORM /BRATWEAffi/15/2020 202006SU134 $548 .80 PD-UNIFORM/EQUIPMENT 273009 7/15/2020 SOUND SAFETY PRODUCTS 16/19/2020 160139/3 $174.34 PWST-SAFETY CLOTHING 2730 10 7/15/2020 SOUND UNIFORM/BRATWEAffi/12/2020 202006SU 114 $57 .86 PD-UNIFORM/EQUIPMENT COMMUNICATIONS $2,534.76 272786 6/30/2020 CENTURYLINK, 5/19/2020 1492103182 $228 .39 IT-05/20 FACILITY PHONE SERVIC 272786 6/30/2020 CENTURYLINK, 5/19/2020 1492103182 $228 .39 IT-05/20 FACILITY PHONE SERVIC 272785 6/30/2020 CENTURYLINK , 6/4/2020 206-204-0609 472B $909.07 IT-06/20 PHONE SERVICES 272785 6/30/2020 CENTURYLINK, 6/4/2020 206-204-0609 472B $909 .06 IT-06/20 PHONE SERVICES 272913 7/15/2020 AMERICALL COMMUNICATIOf\7/1/2020 2D6417200701 $86.62 SWM/PWST/CHB-CALL CENTER SVC 2729 13 7/15/2020 AMERICALL COMMUNICATIOIW/1/2020 2D64 17200701 $86 .62 SWM/PWST/CHB-CALL CENTER SVC 272913 7/15/2020 AMERICALL COMMUNICATIOl'l7/1/2020 2D6417200701 $86 .61 SWM/PWST/CHB-CALL CENTER SVC COMPUTER HARDWARE/EQUIPMENT $45,661.52 272816 6/30/2020 HP INC ., 6/1/2020 9010349209 $28 ,427 .22 IT-PD-RR Getac B300 G7 , Intel Key Bank Page 4 of 33 Check No. Date Vendor Invoice Date Invoice Description AmountGL Total 272816 6/30/2020 HP INC ., 6/1/2020 9010349209 $2,842 .72 Sales Tax 273049 7/15/2020 ZONES INC, 6/26/2020 K15509440101 $13,083 25 PD-IT SH-IN2440 5-in-1 Low Pro 273049 7/15/2020 ZONES INC, 6/26/2020 K15509440101 $1,308,33 Sales Tax CONCEALED PISTOL LIC -FBI $13.25 273039 7/15/2020 WA STATE PATROL, 7/6/2020 120007686 $13 .25 PD-BACKGROUND CHECKS CONCEALED PISTOL LIC -STATE $1,323 .00 273037 7/15/2020 WA STATE DEPT OF LICENSINS/26/2020 06/26/20 CPL FEES $1,323 .00 PD-06/26/2020 CPL FEES- CONSTRUCTION PROJECTS $472,344.03 272852 6/30/2020 NORTHWEST PLAYGROUND, 6/26/2020 46688 $194.12 Sales Tax 272852 6/30/2020 NORTHWEST PLAYGROUND, 6/26/2020 46688 $1,941 .20 PK/ADM/PL: 50 CUBIC YARDS OF E 272887 6/30/2020 TRANSPO GROUP USA INC, 6/11/2020 24839 $4,803.43 PWST-CITYWlDE ADAPTIVE TRAFFIC 272887 6/30/2020 TRANSPO GROUP USA INC, 6/11/2020 24839 $753 .06 PWST-CITYWlDE ADAPTIVE TRAFFIC 272849 6/30/2020 NATIONAL CONSTRUCTION R6/11/2020 5778831 $93 .50 PKM-STORAGE CONTAINER 272843 6/30/2020 MILES RESOURCES LLC, 6/16/2020 AG20-053 #1 $94,147.50 PWST-AG20-053 2020 ASPHALT OVE 272843 6/30/2020 MILES RESOURCES LLC, 6/16/2020 AG20-053 #1 $264,937.46 PWST-AG20-053 2020 ASPHALT OVE 273004 7/15/2020 SHOPE CONCRETE PRODUCll/12/2020 10001296 $35.17 PKM-RISER 272957 7/15/2020 KCDA PURCHASING COOPER5/13/2020 300483184 $95,775.22 PK.ADM/PL: PLAYGROUND EQUIPMEN 272959 7/15/2020 KING COUNTY FINANCE DIVIS4/30/2020 105157-105163 $1,222.81 PW-RSD FW PJ#105157-105163 273027 7/15/2020 TRANSPO GROUP USA INC, 6/30/2020 24913 $6,244 .11 PWST-CITYWIDE ADAPTIVE TRAFFIC 273027 7/15/2020 TRANSPO GROUP USA INC, 6/30/2020 24913 $2,196.45 PWST-CITYWlDE ADAPTIVE TRAFFIC CONSULTING CONTRACTS $236,854.85 272800 6/30/2020 EFELLE MEDIA, 6/24/2020 40506 $810 .00 MOED-ANNUAL HOSTING JULY-DEC 2 272855 6/30/2020 PARAMETRIX INC, 6/15/2020 19519 $55,951.31 PWST-CITY CENTER ACCESS AG17-1 272783 6/30/2020 BRIGHT ENGINEERING INC , 6/11/2020 6440 $1,427 .70 PARKS-AG17-183 SUPPRTWTRSLD R 272825 6/30/2020 KPFF INC, KPFF CONSULTINGS/11/2020 327810 $89,143 .10 PW-AG20-008 PACIFIC HW NON-MOT 272822 6/30/2020 KBA, INC., 6/10/2020 3005303 $1,454 .36 PW-AG19-030 ON-CALL CONSTRUCT! 272855 6/30/2020 PARAMETRIX INC, 5/11/2020 18656 $68,593 .05 PWST-CITY CENTER ACCESS AG17-1 272901 6/30/2020 WEST COAST CODE CONSUL"S/4/2020 220-FED-APR $1,055 .00 CD-AG19-070 BUILDING DIVISION Key Bank Page 5 of 33 Check No. Date Vendor Invoice Date Invoice Description AmountGL Total 272959 7/15/2020 KING COUNTY FINANCE DIVIS4/30/2020 105157-105163 $2,555 22 PW-RSD FW PJ#i05157-105163 272932 7/15/2020 DKS ASSOCIATES, 6/16/2020 73992R1 $4,576.77 PW-AG20-004 SW DASH POINT RD/47 272923 7/15/2020 CENTURY WEST ENGINEERINS/26/2020 241251 $10,928 .34 PW-AG19-219 ON-CALL PRO CONSUL 273043 7/15/2020 WEST COAST CODE CONSUL 7/10/2020 220-FED-JUN $360 .00 CD-AG19-070 BUILDING DIVISION COPIER & PRINTER SUPPLIES $607.73 272928 7/15/2020 COMPLETE OFFICE, 7/2/2020 1975035-0 $101 .29 HR-OFFICE SUPPLIES 272928 7/15/2020 COMPLETE OFFICE , 7/2/2020 1975036-0 $101.29 HR-OFFICE SUPPLIES 272928 7/15/2020 COMPLETE OFFICE, 7/2/2020 1975037-0 $202 58 HR-OFFICE SUPPLIES 272928 7/15/2020 COMPLETE OFFICE, 7/2/2020 1975038-0 $101 .29 HR-OFFICE SUPPLIES 272928 7/15/2020 COMPLETE OFFICE, 7/2/2020 1975039-0 $50.64 HR-OFFICE SUPPLIES 272928 7/15/2020 COMPLETE OFFICE, 7/2/2020 1975040-0 $50 .64 HR-OFFICE SUPPLIES CORPORATIONS-GENERAL $80.00 272875 6/30/2020 SEKHON DDS PLLC, 6/19/2020 BUSINESS LICENSE $80 00 Fl-REFUND OVERPAYMENT FOR BUS COURT -AUTO THEFT PREVENTION $2,300.38 272895 6/30/2020 WA STATE-STATE REVENUES,6/19/2020 MAY 2020 $2,300 .38 Fl-05/20 AUTO THEFT PREVENTION COURT -CRIME VICTIMS $600 .29 272866 6/30/2020 PROSECUTING ATTORNEYS CS/19/2020 06/19/20 $600.29 Fl-REFUND KC CRIME VICTIMS REM COURT -DEATH INV ACCT $52.05 272895 6/30/2020 WA STATE-STATE REVENUES,6/19/2020 MAY 2020 $52.05 Fl-05/20 DEATH INVESTIGATIONS COURT· HWY SAFETY ACT $170.22 272895 6/30/2020 WA STATE-STATE REVENUES,6/19/2020 MAY 2020 $170.22 Fl-05/20 HIGHWAY SAFETY COURT -PSEA JIS $8,801.03 272895 6/30/2020 WA STATE-STATE REVENUES,6/19/2020 MAY 2020 $8,801 03 Fl-05/20 PSEA JIS FEES COURT -SCHOOL SAFETY ZONE $71.11 272895 6/30/2020 WA STATE-STATE REVENUES,6/19/2020 MAY2020 $7111 Fl-05/20 SCHOOL ZONE SAFETY COURT -STATE PORTION $19,437.48 272895 6/30/2020 WA STATE-STATE REVENUES,6/19/2020 MAY2020 $19,437.48 Fl-05/20 STATE PORTION REMIT F COURT -STATE PSEA 2 $9 ,091.30 272895 6/30/2020 WA STATE-STATE REVENUES,6/19/2020 MAY 2020 $9,091 30 Fl-05/20 PSEA COURT FEES #2 COURT-STATEPSEA3 $187.14 272895 6/30/2020 WA STATE-STATE REVENUES,6/19/2020 MAY 2020 $187.14 Fl-05/20 PSEA COURT FEES #3 COURT -TRAUMA BRAIN INJURY $786.03 Key Bank Page 6 of 33 Check No, Date Vendor Invoice Date Invoice Description AmountGL Total 272895 6/30/2020 WA STATE-STATE REVENUES,6/19/2020 MAY 2020 $786,03 Fl-05/20 BRAIN TRAUMA INJ . COURT -WSP HIWAY ACCT $295.86 272895 6/30/2020 WA STATE-STATE REVENUES,6/19/2020 MAY 2020 $295 .86 Fl-05/20 WSP HIGHWAY COURT-TRAUMA VICTIMS $1,155.69 272895 6/30/2020 WA STATE-STATE REVENUES,6/19/2020 MAY 2020 $1,155,69 Fl-05/20 TRAUMA VICTIMS CUSTODIAL & CLEANING $3,798.44 272784 6/30/2020 CEDAR BUILDING SERVICE INS/31/2020 50131 $1,029_ 15 PKDBC-AG19-170 JANITORIAL & 272869 6/30/2020 REGENCY CLEANERS, DBA: [5/31/2020 578 $1,216.72 PD-DRY CLEANING SVC AG14-024~ 272779 6/30/2020 ARAMARK UNIFORM SERVICES/21/2020 1991759018 $73.92 FWCC-LINEN SVC 272779 6/30/2020 ARAMARK UNIFORM SERVICES/21/2020 1991759017 $39.62 FWCC-LINEN SVC 272779 6/30/2020 ARAMARK UNIFORM SERVICES/14/2020 1991750297 $33 .68 FWCC-LINEN SVC 272779 6/30/2020 ARAMARK UNIFORM SERVICffi/9/2020 1991783207 $29 .82 FWCC-LINEN SVC 272779 6/30/2020 ARAMARK UNIFORM SERVICES/7/2020 1991741467 $73.92 FWCC-LINEN SVC 272779 6/30/2020 ARAMARK UNIFORM SERVICES/7/2020 1991741466 $39,62 FWCC-LINEN SVC 273014 7/15/2020 STANLEY CONVERGENT SEC!l/1/2020 17604401 $115.50 CHB-FW CITY HALL 08/01/20-10/3 272980 7/15/2020 MY ALARM CENTER, 7/1/2020 14073331 $118.29 CHB-ALARM MONITORING 272922 7/15/2020 CEDAR BUILDING SERVICE 1115/30/2020 50218 $1,028 .20 'PKDBC-AG19-170 JANITORIAL & DEF REV-FWCC-REC TRAC $202.08 272951 7/15/2020 HESKIN, ROGER 6/24/2020 334098 $202.08 FWCC-REFUND CANCELLED MEMB #33 DEF REV-GEN REC-REC TRAC $625.00 272834 6/30/2020 LIFE CHRISTIAN CHURCH, 6/17/2020 333995 $210 ,00 FWCC-REFUND CANCELLED PGM #333 272853 6/30/2020 NORWESCON, 6/17/2020 333989 $155.00 FWCC-REFUND CANCELLED PGM #333 272876 6/30/2020 SLAVIC GOSPEL CHURCH, 6/17/2020 333992 $260.00 FWCC-REFUND CANCELLED PGM #333 DEPOSIT/BONDS PAYABLE-PW $1,772.00 272821 6/30/2020 JOHN KORSMO CONSTRUCTl5/19/2020 17-100045 $1,772.00 PW-REFUND CASH DEPOSIT#17-100 DEPOSIT-CD-BLDG OTHER BLDG RV $480.00 272901 6/30/2020 WEST COAST CODE CONSUL.5/4/2020 220-FED-APR $480.00 CD-AG19-070 BUILDING DIVISION DISPATCH SERVICES-INTERGOV $453,988.15 273034 7115/2020 VALLEY COMMUNICATIONS C7/10/2020 0024751 $451 ,614.50 PD -JULY/AUG 2020 EMER DISPATCH 273034 7/15/2020 VALLEY COMMUNICATIONS C7/10/2020 0024793 $2,373.65 PD-WSP ACCESS 2020 Q2 Key Bank Page 7 of 33 Check No . Date Vendor Invoice Date Invoice Description AmountGL Total EDUCATIONAL ASSISTANCE $2,931.71 272841 6/30/2020 MCCONNELL , JOSH 6/22/2020 MCCONNELL 2020 $2,013 ,21 PD-REIMB TUITION & BOOKS 272961 7/15/2020 KOPIS, GARY 7/6/2020 KOPIS 2020 $918 50 PD-TUITION REIMB CJUS 300 ELECTRICAL PERMITS $848.51 273000 7/15/2020 S M E SOLUTIONS , 5/12/2020 20-101895 $752 .01 CD-REFUND TACOMA PWOER'S PJ #2 273020 7/15/2020 TAYLOR HEATING , 5m2020 20-101849 $96 ,50 CD-REFUND OVERPAYMENT #20-1018 ELECTRICITY $103,304.09 272881 6/30/2020 TACOMA PUBLIC UTILITIES, 3/9/2020 100826512 $23 .84 PWTR-11/14/19-1/16/20 PUBLIC U 272868 6/30/2020 PUGET SOUND ENERGY INC, 5/22/2020 300000001978 $230 .78 PKM-2410 S 312TH BEACH RR/CON 272868 6/30/2020 PUGET SOUND ENERGY INC, 5/22/2020 300000001978 $14 .98 PKM-1ST AVE & CAMPUS DR . WING 272868 6/30 /2020 PUGET SOUND ENERGY INC, 6/1/2020 300000007322 $7 ,534 18 PWTR-06/20 PSE ELECTRICITY CHG 272868 6/30/2020 PUGET SOUND ENERGY INC, 5/22/2020 300000001978 $15.30 PKM-2410 S 312TH STORAGE- 272868 6/30/2020 PUGET SOUND ENERGY INC , 5/22/2020 30000000 1978 $112.64 PKM-2410 S 312TH WOODSHOP- 272868 6/30/2020 PUGET SOUND ENERGY INC, 5/22/2020 300000001978 $303 .80 PKM-2645 S 312TH ANX-RR/FIELD 272868 6/30/2020 PUGET SOUND ENERGY INC, 5/22/2020 300000001978 $11.02 PKM-28156 1/2 24TH HERITGE PA 272868 6/30/2020 PUGET SOUND ENERGY INC, 5/22/2020 300000001978 $83 .72 CHB-31104 28TH AVES HAUGE BO 272868 6/30/2020 PUGET SOUND ENERGY INC, 5/22/2020 300000001978 $652.43 PKDBC-3200 SW DASH PT ROAD- 272868 6/30/2020 PUGET SOUND ENERGY INC, 5/22/2020 300000001978 $59.31 PKDBC-3200 SW DASH PT ROAD- 272868 6/30 /2020 PUGET SOUND ENERGY INC, 5/22/2020 300000001978 $9,454.75 CHB-33325 8TH AVE 2004537423 272868 6/30/2020 PUGET SOUND ENERGY INC, 5/22/2020 300000001978 $1,250 .97 PKM-33914 19TH AVE SAG FIELD 272868 6/30/2020 PUGET SOUND ENERGY INC, 5/22/2020 300000001978 $14 11 PKM-34915 4TH AVE MARKX HOUSE 272868 6/30/2020 PUGET SOUND ENERGY INC , 5/22/2020 300000001978 $561 .41 CHB-600 S 333RD EVID BLDG U0 272868 6/30/2020 PUGET SOUND ENERGY INC , 5/22/2020 300000001978 $28.91 FWCC-876 S 333RD LIGHTS U0962 272868 6/30/2020 PUGET SOUND ENERGY INC , 5/22/2020 300000001978 $570.03 PKM-S 324TH BLDG A 2004354804 272868 6/30/2020 PUGET SOUND ENERGY INC , 5/22/2020 300000001978 $55 1.56 PKM-S 324TH BLDG B 2007917706 272868 6/30/2020 PUGET SOUND ENERGY INC, 5/22/2020 300000001978 $43 .66 PKM-7TH AVE SW N OF SW 320TH N 272868 6/30/2020 PUGET SOUND ENERGY INC , 5/22/2020 300000001978 $229_60 PKM-21ST AVE LAKOTA RR BLDG & Key Bank Page 8 of 33 Check No . Date Vendor Invoice Date Invoice Description AmountGL Total 272868 6/30/2020 PUGET SOUND ENERGY INC, 5/22/2020 300000001978 $23 .62 PKM-2410 S 312TH STLK ST LIGH 272868 6/30/2020 PUGET SOUND ENERGY INC, 5/22/2020 300000001978 $157.49 PKM-31600 PETE VON REICHBAUER 272868 6/30/2020 PUGET SOUND ENERGY INC, 5/22/2020 300000001978 $102.77 PKM-726 S 356TH A093042663 272868 6/30/2020 PUGET SOUND ENERGY INC, 5/22/2020 300000001978 $127 .99 PKM-726 S 356TH BROOKLAKE B 272868 6/30/2020 PUGET SOUND ENERGY INC, 5/22/2020 300000001978 $353 .09 CHB-31104 28TH AVES STLK SHO 272868 6/30/2020 PUGET SOUND ENERGY INC, 5/22/2020 300000001978 $7,549-29 FWCC-876 S 333RD 2003478572 272868 6/30/2020 PUGET SOUND ENERGY INC, 5/22/2020 300000001978 $8.10 PKM-726 S 356TH BROOKLAKE MOBI 272868 6/30/2020 PUGET SOUND ENERGY INC, 4/30/2020 300000007322 $8,230 .60 PWTR-04/20 PSE ELECTRICITY CHG 272881 6/30/2020 TACOMA PUBLIC UTILITIES, 5/6/2020 100826512 $23 .09 PWTR-1/17/20 -3/18/20 PUBLIC U 272996 7/15/2020 PUGET SOUND ENERGY INC, 6/16/2020 220023000239 $16 .69 PWTR-06/20 32513 39TH AVES FE 272996 7/15/2020 PUGET SOUND ENERGY INC, 6/17/2020 220003675349 $8.10 PKM-06/20 726 S 356TH ELECTRIC 272996 7/15/2020 PUGET SOUND ENERGY INC, 6/17/2020 220018358782 $131 27 PKM-06/20 550 SW CAMPUS DR #20 272996 7/15/2020 PUGET SOUND ENERGY INC, 6/15/2020 220014198398 $11 42 PKM-06/20 2645 S 312TH ST ELEC 272996 7/15/2020 PUGET SOUND ENERGY INC, 5/28/2020 220023000239 $43.41 PWTR-05/20 32513 39TH AVES FE 272996 7/15/2020 PUGET SOUND ENERGY INC, 6/11/2020 300000009526 $40,130 .00 PWTR-06/20 PWTR STREETLIGHTS 272996 7/15/2020 PUGET SOUND ENERGY INC, 6/22/2020 300000001978 $11 .21 PKM-28156 1/2 24TH HERITGE PA 272996 7/15/2020 PUGET SOUND ENERGY INC, 6/22/2020 300000001978 $8,450 .99 FWCC-876 S 333RD 2003478572 272996 7/15/2020 PUGET SOUND ENERGY INC, 6/22/2020 300000001978 $8 .10 PKM-726 S 356TH BROOKLAKE MOBI 272996 7/15/2020 PUGET SOUND ENERGY INC, 6/22/2020 300000001978 $10,017 .03 CHB-33325 8TH AVE 2004537423 272996 7/15/2020 PUGET SOUND ENERGY INC, 6/22/2020 300000001978 $1,291.41 PKM-33914 19TH AVE SAG FIELD 272996 7/15/2020 PUGET SOUND ENERGY INC, 6/22/2020 300000001978 $14 ,26 PKM-34915 4TH AVE MARKX HOUSE 272996 7/15/2020 PUGET SOUND ENERGY INC, 6/22/2020 300000001978 $548.69 CHB-600 S 333RD EVID . BLDG U0 272996 7/15/2020 PUGET SOUND ENERGY INC, 6/22/2020 300000001978 $26 79 FWCC-876 S 333RD LIGHTS U0962 272996 7/15/2020 PUGET SOUND ENERGY INC, 6/22/2020 300000001978 $559.49 PKM-S 324TH BLDG A 2004354804 272996 7/15/2020 PUGET SOUND ENERGY INC, 6/22/2020 300000001978 $585.77 PKM-S 324TH BLDG B 2007917706 272996 7/15/2020 PUGET SOUND ENERGY INC, 6/22/2020 300000001978 $44 .83 PKM-7TH AVE SW N OF SW 320TH N Key Bank Page 9 of 33 Check No. Date Vendor Invoice Date Invoice Description AmountGL Total 272996 7/15/2020 PUGET SOUND ENERGY INC, 6/22/2020 300000001978 $104.39 PKM-21 ST AVE LAKOTA RR BLDG & 272996 7/15/2020 PUGET SOUND ENERGY INC, 6/22/2020 300000001978 $24 .10 PKM-2410 S 312TH STLK ST UGH 272996 7/15/2020 PUGET SOUND ENERGY INC, 6/22/2020 300000001978 $158 .95 PKM-31600 PETE VON REICHBAUER 272996 7/15/2020 PUGET SOUND ENERGY INC, 6/22/2020 300000001978 $110.65 PKM-726 S 356TH A093042663 272996 7/15/2020 PUGET SOUND ENERGY INC, 6/22/2020 300000001978 $152.31 PKM-726 S. 356TH BROOKLAKE B 272996 7/15/2020 PUGET SOUND ENERGY INC, 6/22/2020 300000001978 $357 15 CHB-31104 28TH AVES STLK SHO 272996 7/15/2020 PUGET SOUND ENERGY INC, 6/22/2020 300000001978 $67114 PKDBC-3200 SW DASH PT ROAD- 272996 7/15/2020 PUGET SOUND ENERGY INC, 6/22/2020 300000001978 $61 .01 PKDBC-3200 SW DASH PT ROAD~ 272996 7/15/2020 PUGET SOUND ENERGY INC, 6/22/2020 300000001234 $47.32 PWTR-06/20 34016 9TH AVE FLOOD 272996 7/15/2020 PUGET SOUND ENERGY INC, 6/22/2020 300000001978 $634.38 PKM-SAC PARK RR FIELD IGHTS Z 272996 7/15/2020 PUGET SOUND ENERGY INC, 6/22/2020 300000001978 $20.09 PKM-1ST AVE & CAMPUS DR. WING 272996 7/15/2020 PUGET SOUND ENERGY INC, 6/22/2020 300000001978 $216 .89 PKM-2410 S 312TH BEACH RR/CON 272996 7/15/2020 PUGET SOUND ENERGY INC, 6/22/2020 300000001978 $16.78 PKM-2410 S 312TH STORAGE- 272996 7/15/2020 PUGET SOUND ENERGY INC, 6/22/2020 300000001978 $118.69 PKM-2410 S 312TH WOODSHOP~ 272996 7/15/2020 PUGET SOUND ENERGY INC, 6/22/2020 300000001978 $281 .75 PKM-2645 S 312TH ANX-RR/FIELD 272996 7/15/2020 PUGET SOUND ENERGY INC, 6/22/2020 300000001978 $105.99 CHB-31104 28TH AVES HAUGE BO FIRST CLASS POSTAGE $1,745.83 272943 7/15/2020 FEDEX OFFICE, 6/26/2020 7-049-48222 $6.25 Fl-MAILING SVC 272993 7/15/2020 PITNEY BOWES PRESORT SV6/6/2020 1015794666 $102.74 Fl-PITNEY BOWES POSTAGE DEPOSI 272993 7/15/2020 PITNEY BOWES PRESORT SV6/6/2020 1015794667 $1,636 84 Fl-PITNEY BOWES POSTAGE DEPOSI FOOD & BEVERAGE $1,031.31 272900 6/30/2020 WATER LOGIC USA LLC, 6/1/2020 65041 $356.40 PD-06/20 RENTAL DEFERRED COOLE 272845 6/30/2020 MOUNTAIN MIST WATER, 5/31/2020 077665 $48.35 PD-WATER ACCT#077665 272807 6/30/2020 FEDERAL WAY NUTRITION SE3/31/2020 6292 $24.25 PD-03/20 OFFICER LUNCHES 272858 6/30/2020 PETTY CASH-POLICE DEPT, 6/24/2020 032961 $33.96 PD-CUP OF NOODLES FOR~ 272920 7/15/2020 GAFFE D'ARTE LLC, 6/29/2020 442712 $40 .00 HR-COFFEE SUPPLIES 272977 7/15/2020 MOUNTAIN MIST WATER, 6/30/2020 077665 $24 ,30 PD-WATER ACCT#077665 Key Bank Page 10 of 33 Check No . Date Vendor Invoice Date Invoice Description AmountGL Total 272997 7/15/2020 QUENCH, INC, 7/1/2020 INV02521503 $65 .90 PARKS/FWCC-DRINKING WATER SERV 272997 7/15/2020 QUENCH, INC, 7/1/2020 INV02521503 $32 95 PARKS/FWCC-DRINKING WATER SERV 272948 7/15/2020 GROSSNICKLE, TRACY 7/7/2020 GROSSNICKLE 2020 $405.20 PD-REIMB FOOD FOR JULY 4TH BBQ GASOLINE $15,973.74 272808 6/30/2020 FEDERAL WAY PUBLIC SCHOCS/31/2020 AR13095 $15,695 ,68 PD-VEHICLE FUEL 272801 6/30/2020 ERNIE'S FUEL STOPS (OBA), 6/15/2020 469142CT $183 .61 PD-VEHICLE FUEL 272940 7/15/2020 ERNIE'S FUEL STOPS (OBA), 6/30/2020 474422CT $94.45 PD-VEHICLE FUEL HEALTH INSURANCE PREMIUM $200.00 272871 6/30/2020 ROY, MICHELLE 6/18/2020 ROY 2020 $100.00 PD-DEDUCTIBLE REIMB 273017 7/15/2020 SUND, GRETCHEN 6/29/2020 SUND 2020 $100 .00 PD-DEDUCTIBLE REIMB HOUSEHOLD SUPPLIES $14,747.73 272896 6/30/2020 WALTER E NELSON CO ., 6/24/2020 764325 $26 .34 CHS-JANITORIAL SUPPLIES 272896 6/30/2020 WALTER E NELSON CO ., 6/16/2020 763168 $85.56 PARKS-JANITORIAL SUPPLIES 272896 6/30/2020 WALTER E NELSON CO ., 6/12/2020 762694 $734.27 FWCC-JANITORIAL SUPPLIES 272896 6/30/2020 WALTER E NELSON CO ., 6/16/2020 763171 $157.45 CHB-MAINT SUPPLIES 272896 6/30/2020 WALTER E NELSON CO ,, 6/16/2020 763169 $85 .56 PARKS-JANITORIAL SUPPLIES 272896 6/30/2020 WALTER E NELSON CO ., 6/15/2020 762901 $762 83 CHS-JANITORIAL SUPPLIES 272896 6/30/2020 WALTER E NELSON CO., 6/15/2020 762906 $256.19 FWCC-JANITORIAL SUPPLIES 272896 6/30/2020 WALTER E NELSON CO., 6/15/2020 762907 $42.77 FWCC-JANITORIAL SUPPLIES 272896 6/30/2020 WALTER E NELSON CO., 6/15/2020 762908 $390 63 FWCC-JANITORIAL SUPPLIES 272896 6/30/2020 WALTER E NELSON CO ,, 6/8/2020 761713 $32.74 FWCC-JANITORIAL SUPPLIES 273040 7/15/2020 WALTER E NELSON CO ,, 6/25/2020 764532 $78 31 PKM-JANITORIAL SUPPLIES 273040 7/15/2020 WALTER E NELSON CO ., 6/29/2020 764824 $3,826.90 CHS-JANITORIAL SUPPLIES 273040 7/15/2020 WALTER E NELSON CO ., 6/29/2020 764825 $3,826.90 CHS-JANITORIAL SUPPLIES 273040 7/15/2020 WALTER E NELSON CO ,, 6/29/2020 764831 $134.42 CHS-JANITORIAL SUPPLIES 273040 7/15/2020 WALTER E NELSON CO ., 6/29/2020 764832 $33 .60 PKM-JANITORIAL SUPPLIES 273040 7/15/2020 WALTER E NELSON CO ., 7/1/2020 765254 $17.95 PKM-JANITORIAL SUPPLIES Key Bank Page 11 of 33 Check No. Date Vendor Invoice Date Invoice Description AmountGL Total 273040 7/15/2020 WALTER E NELSON CO .. 7/1/2020 765266 $1,241 66 CHB-JANITORIAL SUPPLIES 273040 7/15/2020 WALTER E NELSON CO ,, 7/1/2020 765271 $26 ,93 PKM-JANITORIAL SUPPLIES 273040 7/15/2020 WALTER E NELSON CO ., 7/2/2020 765716 $2,432 58 CHB-JANITORIAL SUPPLIES 273040 7/15/2020 WALTER E NELSON CO ., 7/9/2020 766388 $554 14 PKM-JANITORIAL SUPPLIES INSURANCE-STOP LOSS $57,110.77 701203039 7/1/2020 KAISER FOUNDATION HEALH7/1/2020 JULY 2020 $6,297 54 Fl-07/20 ADMIN FEE KAISER HEAL 701203040 7/1/2020 KAISER FOUNDATION HEALH7/1/2020 JULY 2020 #2 $50,813 .23 Fl-07/20 ADMIN FEE KAISER HEAL INVESTMENT INCOME $2.08 272809 6/30/2020 FEDERAL WAY SCHOOL DISTFS/19/2020 SIF-MAY 2020 $2 08 Fl-MAY 2020 SCHL IMPACT FEE JAIL CS -ISSAQ $90 AG19-068 $50,310.00 272789 6/30/2020 CITY OF ISSAQUAH, 6/16/2020 20000470 $24,750 .00 PD-AG19-068 JAIL SVC-INMATE HO 272925 7/15/2020 CITY OF ISSAQUAH, 7/10/2020 20000523 $25,560 .00 PD-AG19-068 JAIL SVC-INMATE HO JAIL CS -KENT $150 + AG19-133 $25,555.00 272926 7/15/2020 CITY OF KENT, 7/8/2020 RI 59143 $25,555.00 PD-AG19-133 JAIL SVC INMATE HO JAIL CS· KING CO $197 + AG13-015 $7,501.75 272824 6/30/2020 KING COUNTY FINANCE DIVISS/9/2020 3002950 $7,501 75 PD-05/20 DAJD 0TH CITIES AG13- JAIL CS -PUYALLUP $95 + AG19-069 $2,525.64 272791 6/30/2020 CITY OF PUYALLUP. 6/3/2020 AR113851 $2,525 .64 PD-05/20 AG19-069 JAIL SVC INM JAIL CS -YAKIM CTY $57.65+ AG19-06I $7,133.25 273048 7/15/2020 YAKIMA COUNTY, 7/10/2020 JUNE 2020 $7,13325 PD-AG19-066 JAIL SVC-INMATE HO LEGAL NOTICES $1,514.49 272983 7/15/2020 NEWS TRIBUNE, 5/31/2020 104674580-05152020 $397.63 CD-05/20 NEWSPAPER ADS/SUBSCRI 272983 7/15/2020 NEWS TRIBUNE, 5/27/2020 104655560-05272020 . $563.79 CDHS-05/20 NEWSPAPER ADS/SUBSC 272983 7/15/2020 NEWS TRIBUNE, 5/6/2020 104639536-05062020 $553 .07 CDHS-05/20 NEWSPAPER ADS/SUBSC LONG DISTANCE CHARGES $412.27 272924 7/15/2020 CENTURYLINK, 6/19/2020 1493898982 $206.14 IT-06/20 FACILITY PHONE SERVIC 272924 7/15/2020 CENTURYLINK, 6/19/2020 1493898982 $206.13 IT-06/20 FACILITY PHONE SERVIC LOW INCOME SENIOR UTAX REBATE $457,21 272999 7/15/2020 ROBINSON, DELLA 7/6/2020 ROBINSON 2019 $71 .87 Fl-2019 UTILITY TAX REBATE 273003 7/15/2020 SHINN, BONNIE 7/6/2020 SHINN 2019 $98.96 Fl-2019 UTILITY TAX REBATE 272911 7/15/2020 ALBRIGHT, C 7/6/2020 ALBRIGHT 2019 $203.78 Fl-2019 UTILITY TAX REBATE Key Bank Page 12 of 33 Check No. Date Vendor Invoice Date Invoice Description AmountGL Total 272919 7/15/2020 BENNETT, LYNN 7/6/2020 BENNETT 2019 $82 ,60 Fl-2019 UTILITY TAX REBATE MEDICAL SERVICES $19.51 273048 7/15/2020 YAKIMA COUNTY, 7/10/2020 JUNE 2020 $19 .51 PD-AG19-066 JAIL SVC-INMATE HO MEDICAL SERVICES -CLAIMS $239,035.65 619206180 6/19/2020 KAISER FOUNDATION HEALTfB/19/2020 INVSF0006180 $5,265.20 Fl-06/09/20-06/15/20 KAISER HE 619206194 6/19/2020 KAISER FOUNDATION HEALTfB/19/2020 INVSF0006194 $27,478.4 5 Fl-06/09/20-06/15/20 KAISER HE 626206251 6/26/2020 KAISER FOUNDATION HEALTfB/26/2020 INVSF0006251 $61,648.49 Fl-06/16/20-06/22/20 KAISER HE 626206229 6/26/2020 KAISER FOUNDATION HEALTfB/26/2020 INVSF0006229 $523.63 Fl-06/16/20-06/22/20 KAISER HE 707206269 7/7/2020 KAISER FOUNDATION HEALH7/7/2020 I NVS F0006269 $2,481 .05 Fl-06/23/20-06/30/20 KAISER HE 707206293 7/7/2020 KAISER FOUNDATION HEALH7/7/2020 I NVS F0006293 $84,623.23 Fl-06/23/20-06/30/20 KAISER HE 710206306 7/10/2020 KAISER FOUNDATION HEALH7/10/2020 INVSF0006306 $2,865 71 Fl-07/01/20-07/06/20 KAISER HE 710206344 7/10/2020 KAISER FOUNDATION HEALH7/10/2020 INVSF0006344 $54,149 89 Fl-07/01/20-07/06/20 KAISER HE MENTAL HEALTH SERVICES $556.86 272824 6/30/2020 KING COUNTY FINANCE DIVl$/9/2020 3002950 $556.86 PD-05/20 DAJD 0TH CITIES AG13- MINOR DP SOFTWARE $2,050.40 272832 6/30/2020 LENOVO INC, 6/6/2020 6454597029 $1,700 00 IT-CD-SOUND TRANSIT LENOVO THI 272832 6/30/2020 LENOVO INC, 6/6/2020 6454597029 $170 00 Sales Tax 272832 6/30/2020 LENOVO INC, 6/13/2020 6454638915 $164.00 IT-CD-SOUND TRANSIT LENOVO THI 272832 6/30/2020 LENOVO INC, 6/13/2020 6454638915 $16 .4 0 Sales Tax MINOR EQUIP-MISC $12,334.03 272904 6/30/2020 WILSON, JUSTIN 6/12/2020 WILSON 2020 $185.80 PD-REIMB HARD DRIVE 272883 6/30/2020 TAN, JEDIDIAH T 6/19/2020 TAN 2020 $100 .00 PD-EQUIP ALLOW 272782 6/30/2020 BRACCO, ROBERT 6/23/2020 BRACCO 2020 $219 .99 PD-EQUIP ALLOW 272858 6/30/2020 PETTY CASH-POLICE DEPT, 6/24/2020 032961 $42 ,00 PD-SWAT RIFLE PARTS- 272782 6/30/2020 BRACCO, ROBERT 6/25/2020 BRACCO2020 $187.00 PD-EQUIP ALLOW 272914 7/15/2020 AMERICAN BARCODE & RFID,7/9/2020 167906 $3,015 .00 IT-PD-ZEBRA ZQ520 272914 7/15/2020 AMERICAN BARCODE & RFID,7/9/2020 167906 $301 50 Sales Tax 272914 7/15/2020 AMERICAN BARCODE & RFID,7/8/2020 167799 $80.00 IT-PD-ZEBRAACCESSORY MICRO US Key Bank Page 13 of 33 Check No. Date Vendor Invoice Date Invoice Description AmountGL Total 272914 7/15/2020 AMERICAN BARCODE & RFID,7/8/2020 167799 $21 .09 Freight 272914 7/15/2020 AMERICAN BARCODE & RFID,7/8/2020 167799 $10 .11 Sales Tax 272967 7/15/2020 LARSON, DAVID A 7/3/2020 LARSON 2020 $219 ,98 MC-REIMB WIRELESS HEADSET 272953 7/15/2020 HOME DEPOT-DEPT 32-250076/12/2020 4093739 $240 ,81 SWM-REPAIR & MAINT SUPPLIES 273010 7/15/2020 SOUND UNIFORM/BRATWEARS/16/2020 202006SU146 $1,173 .59 PD-UNIFORM/EQUIPMENT 273010 7/15/2020 SOUND UNIFORM/BRATWEARS/16/2020 202006SU147 $1,173.59 PD-UNIFORM/EQUIPMENT 273012 7/15/2020 SRN SYSTEMS INC, 6/3/2020 179692 $4,880.98 PD-DOUBLE BARRIER PACKAGE 273012 7/15/2020 SRN SYSTEMS INC, 6/3/2020 179693 $482,59 PD-CANOPY PACKAGE MISC PROFESSIONAL SVS-INTERGOV $123,403.91 272893 6/30/2020 WA STATE DEPT OF ECOLOG'S/18/2020 RS-000000064 $45,062.00 SWM-F92AA500 & F92AB500 WAR045 272894 6/30/2020 WA STATE DEPT OF TRANSPCS/15/2020 RE 41 JZ0247 L018 $1,734.01 PW-PROJECT JZ0247 FEES 272892 6/30/2020 WA STATE AUDITOR'S OFFICES/10/2020 L136934 $21,274 .11 Fl-STATE AUDITOR SERVICES 272824 6/30/2020 KING COUNTY FINANCE DIVIS/31/2020 11009140 $87 .00 IT-AG20-063 KING COUNTY I-NET 272824 6/30/2020 KING COUNTY FINANCE DIVIS/31/2020 11009140 $500.00 IT-AG20-063 KING COUNTY I-NET 273039 7/15/2020 WA STATE PATROL, 6/15/2020 00072402 $600.00 IT-ACCESS USER FEE 272959 7/15/2020 KING COUNTY FINANCE DIVIES/8/2020 105654 $26,429.00 SWM-WRIA TOTAL 2020 COST CFW 272959 7/15/2020 KING COUNTY FINANCE DIV1S4/30/2020 105157-105163 $4,767.97 PW-RSD FW PJ#105157-105163 272959 7/15/2020 KING COUNTY FINANCE DIVIS3/31/2020 104669-10467 4 $10,852.02 PW-RSD FW PJ#104669-104674 272960 7/15/2020 KING COUNTY RADIO, 6/29/2020 16013 $12,097.80 IT-06/20 RADIO COMMUNICATION MISC SERVICES & CHARGES $117,653.47 272804 6/30/2020 FDS HOLDINGS INC, OBA CARS/24/2020 REMl1477348 $344.85 FWCC/PARKS-05/20 CARD CONNECT 272804 6/30/2020 FDS HOLDINGS INC, OBA CARS/24/2020 REMl1477348 $344.85 FWCC/PARKS-05/20 CARD CONNECT 272804 6/30/2020 FDS HOLDINGS INC, OBA CARS/24/2020 REMl1477349 $12.50 FWCC/PARKS-05I20 CARD CONNECT 272804 6130/2020 FDS HOLDINGS INC, OBA CARS/24/2020 REMl1477349 $12.50 FWCC/PARKS-05/20 CARD CONNECT 272787 6/30/2020 CITY OF AUBURN, 12/20/2019 19-034043 $2,916.66 Fl-01/20 GAME FARM PARKADMIN 272867 6/30/2020 PUBLIC SAFETY TESTING, 6/10/2020 2020-0297 $60.00 HR-AG16-017 POLICE OFFICER 272901 6/30/2020 WEST COAST CODE CONSUL-6/3/2020 220-FED-MAY-WA $4,529 95 CD-AG19-070 BUILDING DIVISION Key Bank Page 14 of 33 Check No. Date Vendor Invoice Date Invoice Description AmountGL Total 272891 6/30/2020 VERIZON WIRELESS, 6/12/2020 9856524128 $160 04 PD-06/20 WATPA CELLULAR SVC AC 272806 6/30/2020 FEDERAL WAY INDOOR RANC:6/12/2020 202 $224.40 PD-INDIVIDUAL RANGE USE 272806 6/30/2020 FEDERAL WAY INDOOR RANC:6/12/2020 203 $224 40 PD-INDIVIDUAL RANGE USE 272806 6/30/2020 FEDERAL WAY INDOOR RANC:6/12/2020 204 $171 .60 PD-INDIVIDUAL RANGE USE 272891 6/30/2020 VERIZON WIRELESS, 6/13/2020 9856656809 $433.44 PD-06/20 CELLULAR SVC ACCT# 272819 6/30/2020 IRON MOUNTAIN INFORMATICS/31/2020 CRZR130 $852 .63 PD-STORAGE SVC 272856 6/30/2020 PETEK, PHD, THOMAS C 5/31/2020 10851 $900.00 PD-PSYCHOLOGICAL EVALUATION 272848 6/30/2020 MV TOWING LLC, 6/20/2020 17633 $77 .00 PD-VEHICLE TOW 272819 6/30/2020 IRON MOUNTAIN INFORMATIC12/31/2019 CGZJ177 $900 ,16 PD-STORAGE SVC 272819 6/30/2020 IRON MOUNTAIN INFORMATIC1/31/2020 CJSH752 $858 ,85 PD-STORAGE SVC 272787 6/30/2020 CITY OF AUBURN, 4/15/2020 20-034796 $28,105.88 Fl-03/20 MISCELLANEOUS REIMB 272862 6/30/2020 PORT OF SEATTLE, 4/15/2020 CM-3905 $10,296 .39 Fl-3/1/20-3/31/20 AUTO THEFT R 272792 6/30/2020 CITY OF TACOMA POLICE DEF4/20/2020 0032 $12,314.47 Fl-03/20 WATPA GRANT REIMB 272788 6/30/2020 CITY OF BONNEY LAKE, 4/13/2020 03312020 $13,203 .59 Fl-03/20 WATPA GRANT AUTO THEF 272790 6/30/2020 CITY OF LAKEWOOD, 417/2020 PD-01456 $18,689 .96 Fl-03/20 WATPA GRANT REIMB 272860 6/30/2020 PIERCE COUNTY FINANCE DEJ/31/2020 Cl-286744 $11,146.76 Fl-03/20 WATPA GRANT REIMB 272819 6/30/2020 IRON MOUNTAIN INFORMATIC3/31/2020 CMXH359 $975 18 PD-STORAGE SVC 272939 7/15/2020 EQUIFAX CREDIT INFORMATICS/17/2020 701VC01748 $83 75 PD-CREDIT REPORTING SVC 273042 7/15/2020 WATCH SYSTEMS LLC, 6/18/2020 45785 $424 .10 PD-COMM NOTIFICATION SVC 272979 7/15/2020 MV TOWING LLC, 6/24/2020 17640 $220 00 PD-VEHICLE TOW 272979 7/15/2020 MV TOWING LLC, 6/24/2020 17852 $77.00 PD-VEHICLE TOW 273032 7/15/2020 UNIVERSITY OF WASHINGTOIZ/26/2020 313 $100 .00 PD-JOB FAIR TICKET 272998 7/15/2020 REGIONAL TOXICOLOGY SERS/30/2020 61294063020 $316.45 MC-DRUG TESTS 273046 7/15/2020 WILD WEST INTERNATIONAL 16/30/2020 9795 $12 .09 PD-RANGE FEE 272956 7/15/2020 IRON MOUNTAIN INFORMATICS/30/2020 CTKZB23 $954.23 PD-STORAGE SVC 272991 7/15/2020 PIERCE COUNTY SECURITY lrl/1/2020 379135 $7,210.76 MC-SECURITY SERVICES AG16-023 Key Bank Page 15 of 33 Check No . Date Vendor Invoice Date Invoice Description AmountGL Total 272930 7115/2020 DJ TROPHY, 711/2020 284069 $136 03 PD-RETIREMENT PLAQUE 272942 7115/2020 FEDERAL WAY INDOOR RANGl/212020 205 $158.40 PD-INDIVIDUAL RANGE USE 273028 7115/2020 TRANSUNION RISK &ALTERN.71112020 837597 $204 ,60 PD-06I20 BACKGROUND CHECKS NATURAL GAS $6,977.12 272868 6/30/2020 PUGET SOUND ENERGY INC, 6/1712020 220006213759 $12.45 PKM-06I20 726 S 356TH GAS #493 272868 6130/2020 PUGET SOUND ENERGY INC , 5122/2020 300000001978 $1 ,860.61 FWCC-876 S 333RD LIGHTS U0962 272868 6/3012020 PUGET SOUND ENERGY INC, 5122/2020 300000001978 $157,56 CHB-31104 28TH AVES STLK SHO 272868 6/3012020 PUGET SOUND ENERGY INC, 5122/2020 300000001978 $193 .79 PKM-726 S 356TH BROOKLAKE C- 272868 6130/2020 PUGET SOUND ENERGY INC, 5122/2020 300000001978 $157 08 CHB-600 S 333RD EVID BLDG 000 272868 6/30/2020 PUGET SOUND ENERGY INC, 5/2212020 300000001978 $812 23 PKDBC-3200 SW DASH PT ROAD- 272868 6130/2020 PUGET SOUND ENERGY INC, 5/2212020 300000001978 $73,84 PKDBC-3200 SW DASH PT ROAD- 272868 6/3012020 PUGET SOUND ENERGY INC, 5/2212020 300000001978 $32 ,21 CHB-31104 28TH AVES HAUGE~ 272996 7115/2020 PUGET SOUND ENERGY INC, 6/22/2020 300000001978 $2,361 75 FWCC-876 S 333RD LIGHTS U0962 272996 7115/2020 PUGET SOUND ENERGY INC, 6/22/2020 300000001978 $188.27 PKM-726 S 356TH BROOKLAKE C- 272996 7115/2020 PUGET SOUND ENERGY INC, 6/22/2020 300000001978 $130.71 CHB-600 S 333RD EVID BLDG 000 272996 7115/2020 PUGET SOUND ENERGY INC, 6/22/2020 300000001978 $813 46 PKDBC-3200 SW DASH PT ROAD- 272996 7/1512020 PUGET SOUND ENERGY INC, 6122/2020 300000001978 $73 .95 PKDBC-3200 SW DASH PT ROAD- 272996 7/15/2020 PUGET SOUND ENERGY INC, 6122/2020 300000001978 $87.74 CHB-31104 28TH AVES S'TLK SHO 272996 7115/2020 PUGET SOUND ENERGY INC, 6/22/2020 300000001978 $21.47 CHB-31104 28TH AVES HAUGE- NON GOVT DP SERVICES $11,227.10 272804 6/3012020 FDS HOLDINGS INC, OBA CARS/24I2020 REMl1477347 $25.00 IT-05/20 CH CARD CONNECT FEE 272824 6/30/2020 KING COUNTY FINANCE DIVISS/31/2020 11009140 $500 .00 IT-AG20-063 KING COUNTY I-NET 272780 6/30/2020 ARCHIVESOCIAL INC, 5117/2020 10431 $4,788.00 IT-ARCHIVE-STANDARD-399, ONE M 272842 6/30/2020 MOE INC, 5/2012020 8260 $310 .00 Sales Tax 272842 6/30/2020 MOE INC, 5/2012020 8260 $3,100.00 IT-PD YEARLY MAINENANCE PLAN - 272954 7/1512020 IDENTITY AUTOMATION LP, 6/3012020 INV-04174 $2,135.00 IT-PD-MULTIFACTOR AUTHENTICATI 272954 7/1512020 IDENTITY AUTOMATION LP. 6/30/2020 INV-04174 $141 .45 IT-PD-MULTIFACTOR AUTHENTICATI Key Bank Page 16 of 33 Check No. Date Vendor Invoice Date Invoice Description AmountGL Total 272954 7/15/2020 IDENTITY AUTOMATION LP, 6/30/2020 INV-04174 $227.65 Sales Tax OFFICE SUPPLIES $1,020.59 272795 6/30/2020 COMPLETE OFFICE, 6/3/2020 1966867-1 $14 .39 PW-OFFICE SUPPLIES 272795 6/30/2020 COMPLETE OFFICE, 6/5/2020 1966867-2 $90.42 PW-OFFICE SUPPLIES 272795 6/30/2020 COMPLETE OFFICE, 5/29/2020 1966867-0 $57.74 PW/SWM/SWR-OFFICE SUPPLIES 272795 6/30/2020 COMPLETE OFFICE, 5/29/2020 1966867-0 $74 .72 PW/SWMISWR-OFFICE SUPPLIES 272795 6/30/2020 COMPLETE OFFICE, 5/29/2020 1966867-0 $98 .54 PWISWM/SWR-OFFICE SUPPL! ES 272795 6/30/2020 COMPLETE OFFICE, 5/29/2020 1966867-0 $19 .24 PWISWM/SWR-OFFICE SUPPL! ES 272795 6130/2020 COMPLETE OFFICE, 5/29/2020 1966867-0 $77 00 PW/SWM/SWR-OFFICE SUPPL! ES 272795 6/30/2020 COMPLETE OFFICE, 5/29/2020 1966867-0 $57 .74 PW/SWM/SWR-OFFICE SUPPL! ES 272928 7/15/2020 COMPLETE OFFICE, 6/18/2020 1972049-0 $33 12 CD-OFFICE SUPPLES 272928 7/15/2020 COMPLETE OFFICE, 6/18/2020 1972049-0 $22 .95 CD-OFFICE SUPPLES 273036 7/15/2020 VILMA SIGNS, 5126/2020 3227 $170 .50 PW-OFFICE SUPPLIES 273015 7115/2020 STAPLES BUSINESS ADVANT!ll/30/2020 3450188378 $44.11 PD-OFFICE SUPPLIES 273015 7/15/2020 STAPLES BUSINESS ADVANT!ll/30/2020 3450188379 $17 .62 PD-OFFICE SUPPLIES 272928 7/15/2020 COMPLETE OFFICE, 7/2/2020 1975041-0 $101.29 MC-OFFICE SUPPLIES 272928 7/15/2020 COMPLETE OFFICE, 7/6/2020 1966769-0 $81 .06 SWM-OFFICE SUPPLIES 272928 7/15/2020 COMPLETE OFFICE, 6/29/2020 1974229-0 $60.15 PW-OFFICE SUPPLIES OPERATING RENTALS/LEASES $17,175.36 272819 6/30/2020 IRON MOUNTAIN INFORMATICS/31/2020 CSBR711 $2,082 72 HRCK-SHREDDING SVC 272813 6/30/2020 HAROLD LEMAY ENTERPRISEB/1/2020 441496 $60.71 HRCK-SHREDDING SVC 272813 6/3012020 HAROLD LEMAY ENTERPRISEB/1/2020 4661478 $33.30 HRCK-SHREDDING SVC 272813 6/30/2020 HAROLD LEMAY ENTERPRISEB/1/2020 4661479 $193 .30 HRCK-SHREDDING SVC 272917 7/15/2020 BALLI ROAD LLC, 6/1/2020 3160 $3,000.00 PD-06/20 SUBSTATION RENT AG14- 273022 7/15/2020 THE HUMANE SOCIETY FOR, 7/1/2020 IVC0002225 $6,350 00 PD-AG19-094 AGR FOR SHELTER & 273022 7115/2020 THE HUMANE SOCIETY FOR, 6/30/2020 IVC0002226 $360.50 PD-AG19-094 AGR FOR SHELTER & 272956 7115/2020 IRON MOUNTAIN INFORMATIC:S/30/2020 CTLR903 $2,094.83 HRCK-STORAGE SVC Key Bank Page 17 of 33 Check No . Date Vendor Invoice Date Invoice Description AmountGL Total 272917 7/15/2020 BALLI ROAD LLC, 7/1/2020 3161 $3,000,00 PD-07/20 SUBSTATION RENT AG14- OTHER MISC REVENUE $173.17 625203485 6/25/2020 WA STATE REVENUE DEPART6/25/2020 601-223-5385 $11.36 Fl-05/20 REMIT SALES TAX 625203485 6/25/2020 WA STATE REVENUE DEPART6/25/2020 601-223-5385 $0.01 Fl-05/20 REMIT SALES TAX 625203485 6/25/2020 WA STATE REVENUE DEPART6/25/2020 601-223-5385 $161 .80 Fl-05/20 REMIT SALES TAX FWCC OTHER MISCELLANEOUS REVENUE $1,494.77 625203485 6/25/2020 WA STATE REVENUE DEPART6/25/2020 601-223-5385 $1,494 .77 Fl-05/20 REMIT SALES TAX DBC OTHER OPERATING SUPPLIES $49,851.62 272896 6/30/2020 WALTER E NELSON CO., 6/24/2020 764411 $16,257 96 CHB-JANITORIAL SUPPLIES 272890 6/30/2020 VADINO, BILL 6/25/2020 VADINO 2020 $258 51 MO-REIMB JUNETEENTH FLAG 272858 6/30/2020 PETTY CASH-POLICE DEPT, 6/24/2020 032961 $27.48 PD-FIREARMS TRAINING BOOK~ 272858 6/30/2020 PETTY CASH-POLICE DEPT, 6/24/2020 032961 $69.03 PD-DOG FOOD SUPPLIES FOR~ 272858 6/30/2020 PETTY CASH-POLICE DEPT, 6/24/2020 032961 $60 .19 PD-DOG FOOD SUPPLIES FOR~ 272837 6/30/2020 LOWE'S HIW INC, 3/6/2020 01332 $78 14 SWM-MAINT SUPPLIES 272872 6/30/2020 SAN DIEGO POLICE EQUIPMES/3/2020 642954 $565 02 Sales Tax 272872 6/30/2020 SAN DIEGO POLICE EQUIPMES/3/2020 642954 $5,650.20 PD-POLICE AMMUNITION SUPPLIES~ 272896 6/30/2020 WALTER E NELSON CO ., 6/15/2020 762905 $204.95 PARKS-JANITORIAL SUPPLIES 272896 6/30/2020 WALTER E NELSON CO., 6/16/2020 763170 $85 ,56 PARKS-JANITORIAL SUPPLIES 272795 6/30/2020 COMPLETE OFFICE, 6/15/2020 1970622-0 $263.78 CHB-OFFICE SUPPLIES 272795 6/30/2020 COMPLETE OFFICE, 6/15/2020 1969930-0 $38.49 CC-FACE MASK 272865 6/30/2020 PROFORCE LAW ENFORCEMl6/12/2020 413653 $3,877 51 PD-TASER SUPPLIES 272826 6/30/2020 L N CURTIS & SONS, 5/29/2020 INV392952 $1,165.91 PD-OPER SUPPLIES 272858 6/30/2020 PETTY CASH-POLICE DEPT, 6/24/2020 032961 $10.27 PD-DOG FOOD FOR DOG TRAP USED 272896 6/30/2020 WALTER E NELSON CO., 5/27/2020 760165 $76.54 PARKS-JANITORIAL SUPPLIES 272837 6/30/2020 LOWE'S HIW INC, 6/18/2020 23887 $28.03 CHB-REPAIR & MAINT SUPPLIES 272837 6/30/2020 LOWE'S HIW INC, 3/11/2020 01140 $295 76 SWM-MAINT SUPPLIES 272837 6/30/2020 LOWE'S HIW INC, 3/11/2020 98407 $1,484 .99 SWM-MAINT SUPPLIES Key Bank Page 18 of 33 Check No . Date Vendor Invoice Date Invoice Description AmountGL Total 272837 6/30/2020 LOWE'S HIW INC, 3/12/2020 01324 $148.04 SWM-MAINT SUPPLIES 272837 6/30/2020 LOWE'S HIW INC, 3/12/2020 01424 $96 .69 SWM-MAINT SUPPLIES 272811 6/30/2020 FOOTPRINT PROMOTIONS INIS/5/2020 52841 $584.92 MC-SANITIZER, MASK & ALC WIPES 272837 6/30/2020 LOWE'S HIW INC, 3/12/2020 01347 $203.84 SWM-MAINT SUPPLIES 272981 7/15/2020 NATIONAL BARRICADE COMPS/18/2020 287035 $55 .00 SWM-OPER SUPPLIES 272915 7/15/2020 ARAMARK UNIFORM SERVICEG/18/2020 22513254 $2,500.96 CHS-FACE MASK 272915 7/15/2020 ARAMARK UNIFORM SERVICEG/18/2020 22513974 $3,126 .20 CHS-FACE MASK 272915 7/15/2020 ARAMARK UNIFORM SERVICEG/17/2020 22510349 $3,126 20 CHS-FACE MASK 272946 7/15/2020 GRAINGER INC, 6/12/2020 9559633699 $34 ,11 PWST-FACILITY MAINT SUPPLIES 272946 7/15/2020 GRAINGER INC, 6/12/2020 9559633707 $17 .06 PWST-FACILITY MAINT SUPPLIES 272953 7/15/2020 HOME DEPOT-DEPT 32-250076/15/2020 1616626 $9.28 IT-REPAIR & MAINT SUPPLIES 272937 7/15/2020 EMERALD SERVICES INC, 6/2/2020 83084563-2002272088 $153 .50 FLT-MAINT SUPPLIES 272941 7/15/2020 EXCEL SUPPLY COMPANY, IN<B/12/2020 122841 $341.96 SWM-SAFETY SUPPLIES 272941 7/15/2020 EXCEL SUPPLY COMPANY, IN<B/12/2020 122862 $202 .36 PWST-SAFETY SUPPLIES 272972 7/15/2020 LOWE'S HIWINC, 6/12/2020 01484 $58.48 PWST-MAINT SUPPLIES 272945 7/15/2020 FLOYD EQUIPMENT COMPAN'B/26/2020 459358 $153 84 CHB-REPAIR/MAINT SUPPLIES 273030 7/15/2020 TRI-TECH FORENSICS INC, 6/25/2020 281672 $1,907.70 PD-OPER SUPPLIES 273030 7/15/2020 TRI-TECH FORENSICS INC, 6/25/2020 281675 $479 .25 PD-OPER SUPPLIES 272972 7/15/2020 LOWE'S HIW INC, 6/23/2020 23229 $100.82 CHB-MAINT SUPPLIES 272984 7/15/2020 NORMED, 6/24/2020 12378-813824 $492 .65 PD-FIRST AID SUPPLIES 272972 7/15/2020 LOWE'S HIW INC, 6/24/2020 16426 $-85.66 CHS-RETURN CREDIT 272941 7/15/2020 EXCEL SUPPLY COMPANY, INC3/12/2020 3977 $220.04 PWST-SAFETY SUPPLIES 272941 7/15/2020 EXCEL SUPPLY COMPANY, INC3/12/2020 3978 $76 .93 PWST-SAFETY SUPPLIES 273015 7/15/2020 STAPLES BUSINESS ADVANT,16/30/2020 3450188367 $41.51 PD-OFFICE SUPPLIES 273015 7/15/2020 STAPLES BUSINESS ADVANT,16/30/2020 3450188368 $15.64 PD-OFFICE SUPPLIES 273015 7/15/2020 STAPLES BUSINESS ADVANT,16/30/2020 3450188370 $15 .64 PD-OFFICE SUPPLIES Key Bank Page 19 of 33 Check No. Date Vendor Invoice Date Invoice Description AmountGL Total 273015 7/15/2020 STAPLES BUSINESS ADVANT,16/30/2020 3450188371 $184 84 PD-OFFICE SUPPLIES 273015 7/15/2020 STAPLES BUSINESS ADVANT,16/30/2020 3450188372 $328 10 PD-OFFICE SUPPLIES 273015 7/15/2020 STAPLES BUSINESS ADVANT,16/30/2020 3450188374 $31 .28 PD-OFFICE SUPPLIES 273015 7/15/2020 STAPLES BUSINESS ADVANT,16/30/2020 3450188375 $282 .72 PD-OFFICE SUPPLIES 273015 7/15/2020 STAPLES BUSINESS ADVANT,16/30/2020 3450188377 $15 64 PD-OFFICE SUPPLIES 272946 7/15/2020 GRAINGER INC, 7/1/2020 9577368401 $1,358 .58 PKM-FACILITY MAINT SUPPLIES 272928 7/15/2020 COMPLETE OFFICE, 7/6/2020 1975942-0 $366 .70 MO-OFFICE SUPPLIES 272928 7/15/2020 COMPLETE OFFICE, 7/6/2020 1975944-0 $6 .66 MO-OFFICE SUPPLIES 273047 7/15/2020 XTREME GRAPHIX INC, 7/7/2020 20-1089 $15 85 PKM-PARK SIGNS AG17-050- 272934 7/15/2020 DOOLEY ENTERPRISES INC. 7/15/2020 57494 $2,685.97 PD-AMMUNITION -AFFIDAVIT PARKING/TOLLS $6.00 272858 6/30/2020 PETTY CASH-POLICE DEPT, 6/24/2020 032961 $6 ,00 PD-TOLL FEES FOR BACKGROUND PD -CLAIMS AUTO $5,258.14 272794 6/30/2020 COMPLETE COLLISION CENTl1/7/2020 24944 $3,198 .69 LAW-RM PD 6402 12/31/19 DAMAGE 272844 6/30/2020 MONARCH COLLISION CENTES/13/2020 1231 $1,988 01 LAW-RM PD 6343 EVOC DAMAGE; RM 272830 6/30/2020 LARSEN SIGN CO, 6/2/2020 27126 $71.44 LAW-RM-PD 6343 EVOC DAMAGE;RSK PER DIEM MEALS $1,400.00 272841 6/30/2020 MCCONNELL, JOSH 6/26/2020 MCCONNELL 2020 $580 ,00 PD-ADV TVL REIMB FHI LV1 272782 6/30/2020 BRACCO,ROBERT 6/26/2020 BRACCO 2020 $580.00 PD-ADC TVL REIMB FHI LV1 272831 6/30/2020 LARSON, DAYNA 6/24/2020 LARSON 2020 $240.00 PD-ADV TVL REIMB BACO CERT POSTAGE/DELIVERY SERVICES $1,022.76 272889 6/30/2020 UNITED PARCEL SERVICE, 6/6/2020 0000F6588V230 $1 .11 PD-DOCUMENT DELIVERY SERVICE 272993 7/15/2020 PITNEY BOWES PRESORT SV6/6/2020 1015794666 $24.46 Fl-PITNEY BOWES POSTAGE DEPOSI 272993 7/15/2020 PITNEY BOWES PRESORT SV6/6/2020 1015794666 $35 .88 Fl-PITNEY BOWES POSTAGE DEPOSI 272993 7/15/2020 PITNEY BOWES PRESORT SV6/6/2020 1015794667 $389 .72 Fl-PITNEY BOWES POSTAGE DEPOSI 272993 7/15/2020 PITNEY BOWES PRESORT SV6/6/2020 1015794667 $571 .59 Fl-PITNEY BOWES POSTAGE DEPOSI PRESCRIPTION SERVICES -CLAIMS $64,876.49 619206180 6/19/2020 KAISER FOUNDATION HEALTttl/19/2020 I NVS F000S 180 $25,970 14 Fl-06/09/20-06/15/20 KAISER HE Key Bank Page 20 of 33 Check No , Date Vendor Invoice Date Invoice Description AmountGL Total 619206194 6/19/2020 KAISER FOUNDATION HEALTt6/19/2020 INVSF0006194 $9,760 50 Fl-06/09/20-06/15/20 KAISER HE 626206229 6/26/2020 KAISER FOUNDATION HEALTt6/26/2020 INVSF0006229 $1,295 04 Fl-06/16/20-06/22/20 KAISER HE 626206251 6/26/2020 KAISER FOUNDATION HEALTt6/26/2020 INVSF0006251 $8,260 .98 Fl-06/16/20-06/22/20 KAISER HE 707206269 7/7/2020 KAISER FOUNDATION HEALT~7/7/2020 INVSF0006269 $107.79 Fl-06/23/20-06/30/20 KAISER HE 707206293 717/2020 KAISER FOUNDATION HEALH7/7/2020 INVSF0006293 $11,013.98 Fl -0 6/23 /20-06/30/20 KAISER HE 710206344 7/10/2020 KAISER FOUNDAT ION HEALH7/10/2020 INVSF0006344 $8,450.08 Fl -07/01/20-07/06/20 KAISER HE 710206306 7/10/2020 KAISER FOUNDATION HEALH7/10/2020 INVSF0006306 $17 .98 Fl-07/01/20-07/06/20 KAISER HE PRINTING/PHOTO SERVICES $275.14 272863 6/30/2020 PRINTERY COMMUNICATIONffi/29/2020 200330 $275 .14 HR-BC IMPRINTS PROFESSIONAL SERVICES $341,533.67 272820 6/30/2020 JIMENEZ PRODUCTIONS, DA\6/23/2020 JIMENEZ 06/23/2020 $72 50 IT-VIDEO SVC FEDRAC ZOOM MTG 272774 6/30/2020 ABOU-ZAKI , KAMAL 6/23/2020 06/23/20 $110.00 MC-INTERPRETER SVC 272823 6/30/2020 KIM, CHUL JOON 6/23/2020 06/23/20 $110 .00 MC-INTERPRETER SVC 272823 6/30/2020 KIM, CHUL JOON 6/23/2020 06/23/20 #2 $110 ,00 MC-INTERPRETER SVC 272818 6/30/2020 INTERCOM LANGUAGE SVCSl,/19/2020 20-325 $1,041 .25 MC-INTERPRETER SVC 272854 6/30/2020 OGDEN, MURPHY, WALLACE , 5/25/2020 839272 $37 ,000 00 LAW-AG18-150 LEGAL SERVICES- 272878 6/30/2020 SPECTRA LABORATORIES LL0/1/2020 0000013-IN $1,322.00 CDHS-2020 MLK COMM EVENT 272814 6/30/2020 HERRERA ENVIRONMENTAL, 6/10/2020 46727 $5,245 .04 SWM-AG 18-104 SWM COMPREHENSIV 272820 6/30/2020 JIMENEZ PRODUCTIONS, DA\6/9/2020 JIMENEZ 06/09/2020 $43 .50 CC-6/9/2020 PRHSPS MTG 272818 6/30/2020 INTERCOM LANGUAGE SVCSl,/12/2020 20-318 $1,547.26 MC-INTERPRETER SVC 272820 6/30/2020 JIMENEZ PRODUCTIONS, DA\6/16/2020 JIMENEZ 06/16/20 $188 .50 IT-VIDEO SVC CC MTG 272820 6/30/2020 JIMENEZ PRODUCTIONS, DA\6/16/2020 JIMENEZ 06/16/20 #2 $120 .00 IT-VIDEO SVC BEHALF ST 272774 6/30/2020 ABOU-ZAKI , KAMAL 6/17/2020 06/17/20 $110.00 MC-INTERPRETER SVC 272854 6/30/2020 OGDEN , MURPHY, WALLACE, 6/16/2020 840186 $770 .00 LAW-AG18-150 LEGAL SERVICES- 272828 6/30/2020 LAKEHAVEN UTILITY DISTRICo/17/2020 232804 $37 ,69 PAEC-05/20 31510 20 AVES. IRR 272840 6/30/2020 MAD RONA LAW GROUP PLLCl,/2/2020 10225 $4,700.00 LAW-AG19-245 LEGAL SERVICES- 272797 6/30/2020 CORRECTIONS SOFTWARE, ffi/1/2020 48146 $500 00 MC-06/20 PROBATION COMPUTER SY Key Bank Page 21 of 33 Check No . Date Vendor Invoice Date Invoice Description AmountGL Total 272805 6/30/2020 FEDERAL WAY BOYS & GIRLS6/26/2020 1 /1 /20 -6/30/20 $35,358 .00 CDHS-AG20-082 EXPANDED LEARNIN 272859 6/30/2020 PHENOMENAL SHE, 6/25/2020 06/25/20 $35,059.38 CDHS-AG20-072 PHENOMENAL SHE A 701203039 7/1/2020 KAISER FOUNDATION HEALTr7/1/2020 JULY 2020 $4,538.24 Fl-07/20 ADMIN FEE KAISER HEAL 701203040 7/1/2020 KAISER FOUNDATION HEALTr7/1/2020 JULY 2020 #2 $35,262.74 FI-Oi/20 ADMIN FEE KAISER HEAL 273001 7/15/2020 SAFAROVA-DOWNEY, ALMIRA7/3/2020 07/03/20 $121.00 MC-INTERPRETER SVC 272949 7/15/2020 HAWKINS & CRAWFORD, PLLC7/3/2020 20200703 $46,030.00 MO-AG19-109 06/20 PUBLIC DEFEN 272932 7/15/2020 OKS ASSOCIATES, 7/7/2020 0074120 $6113 PW-AG19-216 HORIZONTAL CURVE W 272968 7/15/2020 LAW OFFICES OF MATTHEW F7/6/2020 293 $500.00 MO-AG16-049 CONFLICT DEFENDER 272958 7/15/2020 KIM, CHUL JOON 6/30/2020 06/30/20 $110 00 MC-INTERPRETER SVC 272907 7/15/2020 ABOU-ZAKI, KAMAL 6/30/2020 06/30/20 $112.50 MC-INTERPRETER SVC 273001 7/15/2020 SAFAROVA-DOWNEY, ALMIRA6/30/2020 06/30/20 $121 .00 MC-INTERPRETER SVC 272938 7/15/2020 EPICENTER SERVICES LLC, 6/29/2020 2020-04 $586.58 PWSWR-AG18-090 RECYCLING COLLE 272990 7/15/2020 PERFORMING ARTS & EVENT3/1/2020 0000013-IN $1,322.00 CDHS-2020 MLK COMM EVENT 273033 7/15/2020 USIC HOLDINGS INC, 3/31/2020 375492 $2,301.75 PWTR/SWM-AG19-078 UGO ULT LOCA 273033 7/15/2020 USIC HOLDINGS INC, 3/31/2020 375492 $5,370 .75 PWTR/SWM-AG19-078 UGD ULT LOCA 272959 7/15/2020 KING COUNTY FINANCE DIVIS3/31/2020 104669-10467 4 $1,375 .38 PW-RSD FWPJ#104669-104674 273014 7/15/2020 STANLEY CONVERGENT SECl?/1/2020 17598590 $115.50 CHB-FW EVIDENCE BULD 08/01/20- 272978 7/15/2020 MULTICARE CENTERS OF, OC7/1/2020 138550 $990 .00 PD-OFFICER PHYSICAL 272982 7/15/2020 NAVIA BENEFIT SOLUTIONS, 6/30/2020 10261672 $262.65 HR-06/20 FLEX PLAN ADM SVCS 272987 7/15/2020 OCCUPATIONAL HEALTH CENS/30/2020 68335506 $102.50 HR-WELLNESS SCREENING 272965 7/15/2020 LANGUAGE LINE SERVICES, 16/30/2020 4853583 $210.88 PD-LANGUAGE SVC 273035 7/15/2020 VIGILNET AMERICA LLC, 6/30/2020 1989479 $6,111.15 MC-PROBATION ALCOHOL MONITORIN 273024 7/15/2020 THUILLIER, JENNIFER 6/30/2020 202041 $210.00 PW/SWM-EDITS TO GP PUBLICATION 273024 7/15/2020 THUILLIER, JENNIFER 6/30/2020 202041 $210 .00 PW/SWM-EDITS TO GP PUBLICATION 272907 7/15/2020 ABOU-ZAKI, KAMAL 7/8/2020 07/08/20 $121.00 MC-INTERPRETER SVC 272958 7/15/2020 KIM, CHUL JOON 7/8/2020 07/08/20 $110 .00 MC-INTERPRETER SVC Key Bank Page 22 of 33 Check No. Date Vendor Invoice Date Invoice Description AmountGL Total 273027 7/15/2020 TRANSPO GROUP USA INC, 7/8/2020 24931 $378 .12 PW-AG19-168 VARIABLE LANE USE 272964 7/15/2020 LANE POWELL PC, 6/22/2020 3829324 $85,871 .00 PW-AG19-225 LEGAL SERVICES~ 272976 7/15/2020 MILLER, NASH, GRAHAM & Dl.6/25/2020 2140162 $413.00 LAW-AG 18-075 CONDEMNATION LE 272955 7/15/2020 INTERCOM LANGUAGE SVCSS/26/2020 20-333 $491 .00 MC-INTERPRETER SVC 272952 7/15/2020 HISTORICAL SOCIETY-FEDERS/28/2020 23 $5,000 00 FI-Q2/20 MOU HISTORICAL SOC I ET 272918 7/15/2020 BENCHMARK HOLDCO LLC, D6/1/2020 258 $15,500.00 PD-AG20-071 BENCHMARK ANALYTIC 272962 7/15/2020 KPG INC, 4/1/2020 3-8320 $2,642 68 SWM-AG19-182 ON-CALL SURVEYING 273016 7/15/2020 SUMMIT LAW GROUP, 6/19/2020 113769 $1,536 .00 HR-AG19-235 LEGAL SVC TEAMSTER PUBLIC WORKS -INSPECTION DEPOS $413.00 272821 6/30/2020 JOHN KORSMO CONSTRUCTl5/20/2020 17-100045-00-OP $413 ,00 PW-REFUND CASH DEPOSIT #17-100 PW -CLAIMS GUPL $583.00 272810 6/30/2020 FLOYD, PFLUEGER & RINGERG/3/2020 59901 $454.50 LAW-LEGAL SVCS AG13-033~ 272810 6/30/2020 FLOYD, PFLUEGER & RINGERG/3/2020 59900 $128 .50 LAW-LEGAL SVCS AG13-033~ RENTAL OF FURNITURE/EQUIPMENT $2,302.00 272950 7/15/2020 HEAD-QUARTERS PTS, 4/30/2020 35436 $1,151 .00 PARKS-AG18-017 SANICAN SERVICE 272950 7/15/2020 HEAD-QUARTERS PTS, 6/30/2020 35726 $1,151 00 PARKS-AG18-017 SANICAN SERVICE REPAIR & MAINT SUPPLIES $27,228.10 272815 6/30/2020 HOME DEPOT-DEPT 32-250076/24/2020 2618138 $22.45 PKM-REPAIR & MAINT SUPPLIES 272773 6/30/2020 986 LABS INC, 6/2/2020 986-1163 $-1,154.99 CHS-DISCOUNT 272773 6/30/2020 986 LABS INC, 6/2/2020 986-1163 $2,100 .00 CHS-PEDESTALS FOR TEMPERTURE S 272773 6/30/2020 986 LABS INC, 6/2/2020 986-1163 $21,000 .00 CHS-AUTOMATED TEMPERATURE SCRE 272773 6/30/2020 986 LABS INC, 6/2/2020 986-1163 $495 .65 Freight 272851 6/30/2020 NORTHSHORE VILLAGE, 6/9/2020 11364 $7 90 PKDBC-MAINT SUPPLIES 272837 6/30/2020 LOWE'S HIW INC, 6/11/2020 02140 $65 .54 SWM-MAINT SUPPLIES 272812 6/30/2020 GRAINGER INC, 6/11/2020 9557443190 $433.40 CHS-FACILITY MAINT SUPPLIES 272837 6/30/2020 LOWE'S HIW INC, 6/12/2020 10511 $36.21 CHB-MAINT SUPPLIES 272837 6/30/2020 LOWE'S HIW INC, 6/15/2020 09290 $11.48 SWM-MAINT SUPPLIES 272815 6/30/2020 HOME DEPOT-DEPT 32-250076/11/2020 5616122 $6 88 PKM-REPAIR & MAINT SUPPLIES Key Bank Page 23 of 33 Check No_ Da te Vendor Invo ice Date Invoice Description AmountGL Tota l 272824 6/30/2020 KING COUNTY FINANCE DIVIS:l/4/2020 2123173 $408 ,84 SWM-METERIALS FOR FEB 2020 272824 6/30/2020 KING COUNTY FINANCE DIVIS:l/4/2020 2123178 $648 ,01 SWM-METERIALS FOR FEB 2020 ACC 272888 6/30/2020 TRINITY ACE HARDWARE, 6/19/2020 115146 $18 .68 PKM-SUPPLIES 272851 6/30/2020 NORTHSHORE VILLAGE , 6/23/2020 11405 $93.46 PKM-MAINT SUPPLIES 272815 6/30/2020 HOME DEPOT-DEPT 32-2500714/24/2020 3616902 $65 ,96 SWM-REPAIR & MAINT SUPPLIES 272972 7/15/2020 LOWE'S HIW INC , 6/18/2020 02445 $177.85 SWM-MAINT SUPPLIES 273029 7/15/2020 TRINITY ACE HARDWARE, 6/10/2020 113466 $21 .71 $WM-SUPPLIES 273029 7/15/2020 TRINITY ACE HARDWARE, 4/17/2020 101270 $98 .98 PKM-SUPPLIES 273023 7/15/2020 THE PART WORKS INC, 4/29/2020 INV55902 $544 .05 PKDBC-MAINT SUPPLIES 273029 7/15/2020 TRINITY ACE HARDWARE, 6/8/2020 113124 $61 .56 SWM-SUPPLIES 272972 7/15/2020 LOWE'S HIW INC , 6/5/2020 01280 $117 .27 SWM-MAINT SUPPLIES 273029 7/15/2020 TR I NITY ACE HARDWARE, 6/2/2020 111789 $5 49 SWM-SUPPLIES 272980 7/15/2020 MY ALARM CENTER, 6/12/2020 14114809 $181.29 PKM-ALARM MONITORING SVC 272988 7/15/2020 O'REILLY AUTO PARTS, 6/11/2020 3710-398184 $55.42 SWM-MAINT PARTS 272972 7/15/2020 LOWE'S HIW INC, 6/12/2020 01455 $20 .89 PWST-MAINT SUPPLIES 272972 7/15/2020 LOWE'S HIW INC, 6/12/2020 01466 $166 .16 PWST-MAINT SUPPLIES 273029 7/15/2020 TRINITY ACE HARDWARE, 6/29/2020 117413 $18.83 PKM-SUPPLIES 272910 7/15/2020 AGRISHOP INC, 6/26/2020 61351/1 $244.46 PKM-EQUIPMENT PARTS & REPAIRS 272912 7/15/2020 AMB TOOLS & EQUIPMENT CCS/26/2020 T322804 $348 29 PKM-MAINT SUPPLIES 273029 7/15/2020 TRINITY ACE HARDWARE , 6/25/2020 116477 $76.89 PKM-SUPPLIES 272910 7/15/2020 AGRISHOP INC , 6/24/2020 6 1317/1 $224 .93 PKM-EQUIPMENT PARTS & REPAIRS 272936 7/15/2020 ECOLIGHTS NORTHWEST, 6/25/2020 INV-001593 $152 .60 CHB-RECYCING SUPPLIES 272929 7/15/2020 CONSOLIDATED ELECTRICAL6/22/2020 8073-645860 $256 63 CHS-LIGHTING SUPPLIES 273029 7/15/2020 TRINITY ACE HARDWARE, 6/30/2020 117553 $10.99 PKM-SUPPLIES 273029 7/15/2020 TRINITY ACE HARDWARE, 6/30/2020 117557 $7.69 PKM-SUPPLIES 272994 7/15/2020 PLATT ELECTRIC SUPPLY, 6/25/2020 0L90020 $247 ,16 CHS-ELECTRICAL SUPPLIES Key Bank Page 24 of 33 Check No . Date Vendor Invoice Date Invoice Description AmountGL Total 273029 7/15/2020 TRINITY ACE HARDWARE, 3/30/2020 98163 $18 .69 SWM-SUPPLIES 272972 7/15/2020 LOWE'S HIW INC, 7/2/2020 23760 $14 .59 PKM-MAINT SUPPLIES 272910 7/15/2020 AGRISHOP INC, 7/2/2020 61426/1 $9 ,19 PKM-EQUIPMENT PARTS & REPAIRS 272929 7/15/2020 CONSOLIDATED ELECTRICAL6/30/2020 8073-648305 $-247 ,50 CHS-LIGHTING SUPPLIES 272910 7/15/2020 AGRISHOP INC, 7nt2020 61467/1 $134 ,52 PKM-EQUIPMENT PARTS & REPAIRS REPAIR PARTS $9,940.91 272899 6/30/2020 WASHINGTON TRACTOR INC,6/15/2020 2115865 $246 .05 FLT-MAI NT PARTS 272899 6/30/2020 WASHINGTON TRACTOR INC,6/15/2020 2115858 $374 ,76 FLT-MAINT PARTS 272776 6/30/2020 ADVANCE AUTO PARTS, 6/11/2020 13144-391873 $131 96 FLT-MAINT SUPPLIES 272778 6/30/2020 ADVANCED TRAFFIC PRODUC6/18/2020 0000027031 $4,536.40 PD-EMITTER 272802 6/30/2020 EVERGREEN AUTO ELECTRICA/20/2020 32027 $115 ,34 FLT-MAINT SUPPLIES 272909 7/15/2020 ADVANCED TRAFFIC PRODUC6/25/2020 0000027079 $4,536.40 PD-EMITTER REPAIRS AND MAINTENANCE $204,058.71 272858 6/30/2020 PETTY CASH-POLICE DEPT, 6/24/2020 032961 $78 ,00 PD-ROADSIDE ASSISTANCE- 272858 6/30/2020 PETTY CASH-POLICE DEPT, 6/24/2020 032961 $12 .00 PD-CAR WASH FOR TAKE HOME- 272835 6/30/2020 LIMITED ENERGY SERVIC INC4/15/2020 P 4822 $1,655.78 CHS-SYSTEM MAINT SVC 272903 6/30/2020 WHITMAN GLOBAL CARPET C5/1/2020 85203 $2,043.14 CHS-CARPET CLEANING SVC AG13-0 272775 6/30/2020 ACTION SERVICES CORPORM/30/2020 105183 $5,235.30 PWST-AG19-002, ST SWEEPING~ 272879 6/30/2020 SPEEDY GLASS -TACOMA, 4/29/2020 6005-1946614 $345.51 PD-VEHICLE WINDSHIELD REPAIR 272846 6/30/2020 MT VIEW LOCATING SERVICE3/30/2020 22351 ,20734 $212 .50 PKM-LOCATING SVC 272861 6/30/2020 PIRTEK KENT, 4/6/2020 KE-T00000203 $382.43 FLT-VEHICLE MAINT 272897 6/30/2020 WASHDUP, LLC, 5/31/2020 366 $541 70 PD-05/20 CAR WASH SERVICES 272799 6/30/2020 EAGLE TIRE & AUTOMOTIVE (6/2/2020 1-39135 $867.49 PD-VEHICLE MAINT 272848 6/30/2020 MV TOWING LLC, 6/19/2020 17500 $77.00 PD-VEHICLE TOW 272796 6/30/2020 COPIERS NORTHWEST INC, 6/19/2020 INV2157547 $27.46 IT-AG17-182 PRINTER MAINT EXP: 272796 6/30/2020 COPIERS NORTHWEST INC, 6/19/2020 INV2157547 $62 ,25 IT-AG17-182 PRINTER MAINT EXP: 272796 6/30/2020 COPIERS NORTHWEST INC, 6/19/2020 INV2157547 $39 ,97 IT-AG17-182 PRINTER MAINT EXP: Key Bank Page 25 of 33 Check No Date Vendor Invoice Date Invoice Description AmountGL Total 272880 6/30/2020 SYSTEMS FOR PUBLIC SAFE"'S/18/2020 37768 $98 .09 PD-VEHICLE REPAIR SVC 272880 6/30/2020 SYSTEMS FOR PUBLIC SAFE"'S/18/2020 37815 $49 .05 PD-VEHICLE REPAIR SVC 272886 6/30/2020 TOTAL LANDSCAPE CORP, 5/31/2020 77465 $1,656 .00 PKDBC-GROUNDSSERVCE 272886 6/30/2020 TOTAL LANDSCAPE CORP, 5/31/2020 77465 $165.60 Sales Tax 272830 6/30/2020 LARSEN SIGN CO., 5/29/2020 27107 $769 .30 PD-VEHICLE GRAPHICS REPLACE SV 272857 6/30/2020 PETERSEN BROTHERS INC, 5/30/2020 18057031 $3,676 .54 PWST-AG#18-079 ON-CALL GUARD R 272799 6/30/2020 EAGLE TIRE & AUTOMOTIVE (6/10/2020 1-39212 $58.24 FLT-VEHICLE MAINT 272799 6/30/2020 EAGLE TIRE & AUTOMOTIVE (6/4/2020 1-39131 $2,126.41 PD-VEHICLE MAINT 272817 6/30/2020 HTR GLASS & CONSTRUCTIO6/10/2020 20009-1 $2,750 .00 PKDBC-AG20-018 DOOR & WINDOW M 272817 6/30/2020 HTR GLASS & CONSTRUCTIO6/10/2020 20013-1 $2,024 .00 PKDBC-DOOR MAINT SVC 272839 6/30/2020 MACMOR INC, 6/12/2020 14318 $3,869 ,50 PWST/SWR-LANDSCAPE MAINT AG17- 272799 6/30/2020 EAGLE TIRE & AUTOMOTIVE (6/3/2020 1-39138 $935 .62 PD-VEHICLE MAINT 272799 6/30/2020 EAGLE TIRE & AUTOMOTIVE (6/3/2020 1-39137 $806 ,38 PD-VEHICLE MAINT 272830 6/30/2020 LARSEN SIGN CO ., 6/5/2020 27142 $675 .89 PD-VEHICLE GRAPHICS REPLACE SV 272799 6/30/2020 EAGLE TIRE & AUTOMOTIVE (6/9/2020 1-39202 $41 .75 FLT-VEHICLE MAINT 272799 6/30/2020 EAGLE TIRE & AUTOMOTIVE (6/8/2020 1-39183 $434.45 PD-VEHICLE MAINT. 272799 6/30/2020 EAGLE TIRE & AUTOMOTIVE (6/8/2020 1-39184 $92 78 PD-VEHICLE MAINT 272799 6/30/2020 EAGLE TIRE & AUTOMOTIVE (6/8/2020 1-39187 $42 .30 FLT-VEHICLE MAINT 272799 6/30/2020 EAGLE TIRE & AUTOMOTIVE (6/8/2020 1-39190 $96 ,71 PD-VEHICLE MAINT 272799 6/30/2020 EAGLE TIRE & AUTOMOTIVE (6/8/2020 1-39191 $346 .74 FLT-VEHICLE MAINT 272873 6/30/2020 SCARFF FORD, 6/3/2020 24522 $2,698.00 PD-VEHICLE MAINT SVC 272799 6/30/2020 EAGLE TIRE & AUTOMOTIVE (6/5/2020 1-39157 $689.00 PD-VEHICLE MAINT 272864 6/30/2020 PRO TOUCH AUTO INTERIOR 6/5/2020 48972 $456.50 PD-CAR 5891 DETAIL 272799 6/30/2020 EAGLE TIRE & AUTOMOTIVE (6/4/2020 1-39153 $42.30 PD-VEHICLE MAINT 272873 6/30/2020 SCARFF FORD, 6/15/2020 25329 $616.51 PD-VEHICLE MAINT SVC 272864 6/30/2020 PRO TOUCH AUTO INTERIOR 6/17/2020 48998 $165,00 PD-CAR 5211 DETAIL Key Bank Page 26 of 33 Check No Date Vendor Invoice Date Invoice Description AmountGL Total 272830 6/30/2020 LARSEN SIGN CO, 6/16/2020 27177 $769.30 PD-VEHICLE GRAPHICS INSTALL SV 272864 6/30/2020 PRO TOUCH AUTO INTERIOR 6/11/2020 48986 $165 00 PD-CAR 6263 DETAIL 272799 6/30/2020 EAGLE TIRE & AUTOMOTIVE (6/13/2020 1-39255 $82.45 FLT-VEHICLE MAINT 272796 6/30/2020 COPIERS NORTHWEST INC, 6/12/2020 INV2154891 $268.63 IT-06/20 NASP05214 COPIER MAIN 272796 6/30/2020 COPIERS NORTHWEST INC, 6/12/2020 INV2154891 $300.00 IT-06/20 NASP05214 COPIER MAIN 272796 6/30/2020 COPIERS NORTHWEST INC, 6/12/2020 INV2154891 $1,000 .00 IT-06/20 NASP05214 COPIER MAIN 272884 6/30/2020 THUNDERING OAK ENTERPRIS/17/2020 10519 $990.00 PKM-AG19-115 TREE SVC AGREEMEN 272830 6/30/2020 LARSEN SIGN CO ,, 6/16/2020 27178 $769 ,30 PD-VEHICLE GRAPHICS INSTALL SV 272777 6/30/2020 ADVANCED SAFETY & FIRE S'6/16/2020 280216 $795 .30 PD-ANNUAL SVC EXTINGUISHER 272864 6/30/2020 PRO TOUCH AUTO INTERIOR 6/15/2020 48994 $165 .00 PD-CAR 5201 DETAIL 272935 7/15/2020 EAGLE TIRE & AUTOMOTIVE (6/9/2020 1-39205 $42.30 PD-VEHICLE MAINT 272935 7/15/2020 EAGLE TIRE & AUTOMOTIVE (6/9/2020 1-39208 $42 ,30 PD-VEHICLE MAINT 272935 7/15/2020 EAGLE TIRE & AUTOMOTIVE (6/8/2020 1-39182 $888 ,93 PD-VEHICLE MAINT 272992 7/15/2020 PIRTEK KENT, 5/13/2020 KE-T00000424 $376 ,94 FLT-VEHICLE MAINT 273025 7/15/2020 THUNDERING OAK ENTERPRl4/21/2020 10430 $1,650 .00 PKM-AG19-115 TREE SVC AGREEMEN 273025 7/15/2020 THUNDERING OAK ENTERPRl4/21/2020 10431 $1,705 .00 PKM-AG19-115 TREE SVC AGREEMEN 273025 7/15/2020 THUNDERING OAK ENTERPRl4/21/2020 10432 $1,870 .00 PKM-AG19-115 TREE SVC AGRE EM EN 273025 7/15/2020 THUNDERING OAK ENTERPRl4/21/2020 10433 $2,090.00 PKM-AG19-115 TREE SVC AGREEMEN 272974 7/15/2020 MACDONALD MILLER SERVIC4/1/2020 PM098534 $6,875.00 CHB/FWCC-HVAC SVC- 272935 7/15/2020 EAGLE TIRE & AUTOMOTIVE (6/16/2020 1-39279 $359 .90 PD-VEHICLE MAINT 272935 7/15/2020 EAGLE TIRE & AUTOMOTIVE (6/16/2020 1-39280 $187 .50 PD-VEHICLE MAINT 272935 7/15/2020 EAGLE TIRE & AUTOMOTIVE (6/15/2020 1-39262 $245.20 PD-VEHICLE MAINT 272935 7/15/2020 EAGLE TIRE & AUTOMOTIVE (6/15/2020 1-39264 $148.15 PD-VEHICLE MAINT 272935 7/15/2020 EAGLE TIRE &AUTOMOTIVE (6/17/2020 1-39292 $408.13 PD-VEHICLE MAINT 272935 7/15/2020 EAGLE TIRE &AUTOMOTIVE (6/17/2020 1-39294 $172.98 PD-VEHICLE MAINT 272935 7/15/2020 EAGLE TIRE & AUTOMOTIVE (6/22/2020 1-39342 $940.37 PD-VEHICLE MAINT Key Bank Page 27 of 33 Check No. Date Vendor Invoice Date Invoice Descri ption AmountGL Total 272935 7/15/2020 EAGLE TIRE & AUTOMOTIVE (6/20/2020 1-39314 $1,586 ,21 PD-VEHICLE MAINT 272935 7/15/2020 EAGLE TIRE & AUTOMOTIVE (6/20/2020 1-39333 $42 ,30 FLT-VEHICLE MAINT 272935 7/15/2020 EAGLE TIRE & AUTOMOTIVE (6/20/2020 1-3 9336 $1,289 ,16 FLT-VEHICLE MAINT 272921 7/15/2020 CAR WASH ENTERPRISES, 6/18/2020 MAY 2020 $256 ,00 PD-MAY 2020 VEHICLE WASHES 272953 7/15/2020 HOME DEPOT-DEPT 32-250076/11/2020 5072908 $55 66 PWST-REPAIR & MAINT SUPPLIES 272935 7/15/2020 EAGLE TIRE & AUTOMOTIVE (6/12/2020 1-39241 $72.60 PD-VEHICLE MAINT 272935 7/15/2020 EAGLE TIRE & AUTOMOTIVE (6/12/2020 1-39247 $144 ,58 PD-VEHICLE MAINT 272935 7/15/2020 EAGLE TIRE & AUTOMOTIVE (6/12/2020 1-39248 $212 .51 PD-VEHICLE MAINT 272935 7/15/2020 EAGLE TIRE & AUTOMOTIVE (6/22/2020 1-39352 $71 ,70 PD-VEHICLE MAINT 273002 7/15/2020 SECOMA FENCE INC , 6/22/2020 15023 $3,787 00 SWM-REPAIR FENCE ON CITY PROPE 273002 7/15/2020 SECOMA FENCE INC, 6/22/2020 15023 $378,70 Sales Tax 272916 7/15/2020 ARC DOCUMENT SOLUTIONS6/22/2020 2329903 $109.73 IT-06/20 MPS PLOTTER WORK ORDE 272935 7/15/2020 EAGLE TIRE & AUTOMOTIVE (6/25/2020 1-3 9378 $536.46 PD-VEHICLE MAINT 272935 7/15/2020 EAGLE TIRE & AUTOMOTIVE (6/26/2020 1-39395 $992.00 FLT-VEHICLE MAINT 272935 7/15/2020 EAGLE TIRE & AUTOMOTIVE (6/26/2020 1-39396 $344.27 PD-VEHICLE MAINT 272995 7/15/2020 PRO TOUCH AUTO INTERIOR 6/25/2020 49115 $165.00 PD-CAR 6402 DETAIL 272947 7/15/2020 GREENPOINT LANDSCAPING 6/25/2020 58454 $1 ,567 51 FWCC-AG19-119 LANDSCAPE MAINT 272960 7/15/2020 KING COUNTY RADIO, 6/29/2020 00451279 $370 70 IT-RADIO MAINT/REPAIR 272935 7/15/2020 EAGLE TIRE & AUTOMOTIVE (6/29/2020 1-39318 $23.10 PD-VEHICLE MAINT 272935 7/15/2020 EAGLE TIRE & AUTOMOTIVE (6/29/2020 1-39425 $42 .30 PD-VEHICLE MAINT 272935 7/15/2020 EAGLE TIRE & AUTOMOTIVE (6/29/2020 1-39430 $23 .10 PD-VEHICLE MAINT 272935 7/15/2020 EAGLE TIRE & AUTOMOTIVE (6/29/2020 1-39434 $42.30 PD-VEHICLE MAINT 272935 7/15/2020 EAGLE TIRE & AUTOMOTIVE (6/23/2020 1-39355 $42.30 PD-VEHICLE MAINT 273021 7/15/2020 TERMINIX, 6/23/2020 397876572 $97 90 FWCC-PEST CONTROL 272935 7/15/2020 EAGLE TIRE & AUTOMOTIVE (6/24/2020 1-39373 $42 30 PD-VEHICLE MAINT 272966 7/15/2020 LARSEN SIGN CO ., 6/23/2020 27213 $769.30 PD-VEHICLE GRAPHICS REPLACE SV Key Bank Page 28 of 33 Check No Date Vendor Invoice Date Invoice Description AmountGL Total 272935 7/15/2020 EAGLE TIRE & AUTOMOTIVE (6/23/2020 1-39356 $369.62 PD-VEHICLE MAINT 272989 7/15/2020 PAVEMENT MAINT OF WA LLC?/2/2020 AG20-070 #1 $115,248.00 PWST-AG20-070 2020 PAVEMENT RE 273006 7/15/2020 SMS CLEANING, 7/6/:?020 FedVVay-0620 $4,635 07 CHB/PKM-AG20-022 JANITORIAL SV 273006 7/15/2020 SMS CLEANING , 7/6/:?020 FedVVay-0620 $3 ,179 .93 CHB/PKM-AG20-022 JANITORIAL SV 272935 7/15/2020 EAGLE TIRE & AUTOMOTIVE (6/10/2020 1-39218 $42 _30 PD-VEHICLE MAINT 273018 7/15/2020 SYSTEMS FOR PUBLIC SAFElB/30/2020 37880 $470 .89 PD-VEHICLE REPAIR SVC 273018 7/15/2020 SYSTEMS FOR PUBLIC SAFElB/30/2020 37919 $123 ,78 PD-VEHICLE REPAIR SVC 273026 7/15/2020 TOTAL LANDSCAPE CORPOR.6/30/2020 77857 $1,900.80 PKDBC-AG19-224 LANDSCAPE MAINT 272985 7/15/2020 NORTHWEST PLAYGROUND, 7/1/:1020 46712 $4,232 .00 Pl<Jf\DM/PL: 60 CUBIC YARDS OF W 272985 7/15/2020 NORTHWEST PLAYGROUND, 7/1/:?020 46712 $423 20 Sales Tax 272933 7/15/2020 DMX LLC DBA MOOD MEDIA, 7111:!020 55525611 $97 .56 IT-07/20 MEDIA SERVICES RETAINAGE PAYABLE $32,700.39 272944 7/15/2020 FIELDTURF USA INC, 717/2020 AG19-135 RETAINAGE $32,700.39 PARKS-AG19-135 RETAINAGE RELEA ROJ,D SVCS/PERMITS-INTGVT $140,774.45 272894 6/30/2020 WA STATE DEPT OF TRANSPCS/15/2020 RE 41 JZ0491 LOO? $269.34 PW-l'ROJECT JZ0491 FEES 272959 7/15/2020 KING COUNTY FINANCE DIVIS4/30/2020 105157-105163 $11,654 .65 PW-l~SD FW PJ#105157-105163 272959 7/15/2020 KING COUNTY FINANCE DIVIS4/30/2020 105157-105163 $2,250.83 PW-RSD FWPJ#105157-105163 272959 7/15/2020 KING COUNTY FINANCE DIVIS4/30/2020 105157-105163 $2,704 .37 PW-HSD FW PJ#105157-105163 272959 7/15/2020 KING COUNTY FINANCE DIVIS4/30/2020 105157-105163 $1,588 .28 PW-HSD FW PJ#105157-105163 272959 7/15/2020 KING COUNTY FINANCE DIVIS4/30/2020 105177-105180 $6,293.40 PW-RSD FW PJ#105177-105180 272959 7/15/2020 KING COUNTY FINANCE DIVIS4/30/2020 105254-105285 $48,395 .34 PW-RSD FW PJ#105254-105285 272959 7/15/2020 KING COUNTY FINANCE DIVIS:3/31/2020 104669-10467 4 $5 ,936 .87 PW-RSD FW PJ#104669-104674 272959 7/15/2020 KING COUNTY FINANCE DIVIS:3/3112020 104695-104698 $18,971.58 PW-RSD FW PJ#104695-104698 272959 7/15/2020 KING COUNTY FINANCE DIVIS:3/31/2020 104771-104796 $42,709 .79 PW-RSD FW PJ#104771-104796 SALES TAX PAYABLE $-1,258.41 625203485 6/25/2020 WA STATE REVENUE DEPART6/25/2020 601-223-5385 $-1,258.41 Fl-05/20 REMIT SALES TAX DBC SALES TAX PAYABLE-RECREAT $74.45 625203485 6/25/2020 WA STATE REVENUE DEPART6/25/2020 601-223-5385 $74.45 Fl-05/20 REMIT SALES TAX FWCC Key Bank Page 29 of 33 Check No. Date Vendor Invoice Date Invoice Description AmountGL Total SBCC SURCHARGE $388.50 272895 6/30/2020 WA STATE-STATE REVENUES,6/19/2020 MAY 2020 $388 ,50 Fl-05/20 SBCC SURCHARGE FEES SCHOOL IMPACT FEES $5,035.00 272809 6/30/2020 FEDERAL WAY SCHOOL DISTFG/19/2020 SIF-MAY 2020 $5,035 .00 Fl-MAY 2020 SCHL IMPACT FEE SEWER BILLINGS $1,067.83 272828 6/30/2020 LAKEHAVEN UTILITY DISTRIC.6/17/2020 899802 $31.44 PKM-05/20 2410 312TH ST S BEAC 272828 6/30/2020 LAKEHAVEN UTILITY DISTRIC.6/17/2020 824102 $62 88 PKM-05/20 30000 14TH AVES M#5 272828 6/30/2020 LAKEHAVEN UTILITY DISTRIC.6/17/2020 888103 $136.72 CHB-05/20 31132 28TH AVES M#9 272828 6/30/2020 LAKEHAVEN UTILITY DISTRIC.6/17/2020 888302 $47.89 PKM-05/20 31104 28TH AVES M#1 272828 6/30/2020 LAKEHAVEN UTILITY DISTRIC.6/17/2020 101 $31.44 PKM-05/20 31132 28TH AVES #A 272828 6/30/2020 LAKEHAVEN UTILITY DISTRIC.6/17/2020 2426304 $31 44 PAEC-05/20 2141 314 ST. S, #08 272828 6/30/2020 LAKEHAVEN UTILITY DISTRIC.6/11/2020 460602 $34 .73 PKM-05/20 2645 312TH ST S #143 272828 6/30/2020 LAKEHAVEN UTILITY DISTRIC.6/11/2020 3671801 $38 ,02 PKM-05/20 31600 20TH AVES , M# 272963 7/15/2020 LAKEHAVEN UTILITY DISTRIC7/6/2020 3075401 $31.44 PKM-06/20 1095 324TH ST S #985 272963 7/15/2020 LAKEHAVEN UTILITY DISTRIC7/6/2020 3405101 $34 .73 CHB-06/20 600 S 333RD ST #6239 272963 7/15/2020 LAKEHAVEN UTILITY DISTRIC7/6/2020 2926501 $31.44 PKM-06/20 33914 19TH AVE SW M# 272963 7/15/2020 LAKEHAVEN UTILITY DISTRIC7/6/2020 3075201 $31.44 PKM-06/20 1095 324TH ST S M#97 272963 7/15/2020 LAKEHAVEN UTILITY DISTRIC7/6/2020 3075301 $44.60 PKM-07/20 1095 324TH ST S #985 272963 7/15/2020 LAKEHAVEN UTILITY DISTRIC7/6/2020 101002 $61 .05 PKM-06/20 BROOKLAKE MAIN HALL 272963 7/15/2020 LAKEHAVEN UTILITY DISTRIC7/6/2020 2865803 $31 44 PKM-05/01-07/06 726 356 ST SM 272963 7/15/2020 LAKEHAVEN UTILITY DISTRIC7/6/2020 2865902 $31.44 PKM-5/1-7/6 729 356 ST S. CRE 272963 7/15/2020 LAKEHAVEN UTILITY DISTRIC7/6/2020 2913103 $320.96 CHB-06/20 33325 8TH AVES M#94 272963 7/15/2020 LAKEHAVEN UTILITY DISTRIC7/6/2020 2926402 $34 .73 PKM-06/20 33914 19TH AVE SW#9 SMALL TOOLS -SHOP $2,428.80 273007 7/15/2020 SONSRAY MACHINERY LLC, 6/23/2020 P39794-08 $969 54 PWST-MAINT SUPPLIES 273029 7/15/2020 TRINITY ACE HARDWARE, 6/25/2020 116484 $17.59 CHS-SUPPLIES 272940 7/15/2020 ERNIE'S FUEL STOPS (DBA), 5/15/2020 459503CT $66.67 PKM-VEHICLE FUEL 272953 7/15/2020 HOME DEPOT-DEPT 32-250076/9/2020 7072709 $221 .99 SWM-REPAIR & MAINT SUPPLIES Key Bank Page 30 of 33 Check No _ Date Vendor Invoice Date Invoice Description AmountGL Tota l 272910 7/15/2020 AGRISHOP INC, 6/17/2020 61228/1 $1,153.01 SWM-EQUIPMENT PARTS & REPAIRS STATE PENSIONS -PERS $3,634.94 272906 7/8/2020 WA STATE DEPT OF RETIREM3/1/2020 01382482 $3,634 .94 SWM-EMPLOYER PORTION OF MEMB'S STONE & GRAVEL $2,081.93 272898 6/30/2020 WASHINGTON ROCK QUARRl6/8/2020 112511 $1,242 .32 PKM-TRAIL MIX 273041 7/15/2020 WASHINGTON ROCK QUARRl6/20/2020 112996 $839 61 PKM-FAIRWAY TOP DRESSING SAN TAXES/ASSESSMENTS-INTERGOVT $9,513.54 625203485 6/25/2020 WA STATE REVENUE DEPART6/25/2020 601-223-5385 $236 36 Fl-05/20 REMIT SALES TAX DBC 625203485 6/25/2020 WA STATE REVENUE DEPART6/25/2020 601-223-5385 $9,513 .54 Fl-05/20 REMIT SALES TAX SWM 625203485 6/25/2020 WA STATE REVENUE DEPART6/25/2020 601-223-5385 $-236 ,36 Fl-05/20 REMIT SALES TAX DBC TIRES $4,713.51 272833 6/30/2020 LES SCHWAB TIRE CTRS OF 16/5/2020 37800472390 $53 89 FLT-TIRES 272799 6/30/2020 EAGLE TIRE & AUTOMOTIVE (6/4/2020 1-39131 $714.59 PD-VEHICLE MAINT 272799 6/30/2020 EAGLE TIRE & AUTOMOTIVE (6/3/2020 1-39147 $714.60 PD-TIRES 272935 7/15/2020 EAGLE TIRE &AUTOMOTIVE (6/17/2020 1-39294 $771.45 PD-VEHICLE MAINT 272935 7/15/2020 EAGLE TIRE & AUTOMOTIVE (6/17/2020 1-39292 $470 .66 PD-VEHICLE MAINT 272935 7/15/2020 EAGLE TIRE & AUTOMOTIVE (6/1712020 1-39278 $1,197 .66 PD-TIRES 272935 7/15/2020 EAGLE TIRE & AUTOMOTIVE (6/23/2020 1-39355 $369.40 PD-VEHICLE MAINT 272970 7/15/2020 LES SCHWAB TIRE CTRS OF \717/2020 37800477069 $421.26 FLT-VEHICLE MAINT TOPSOIL $1,481.47 272836 6/30/2020 LLOYD ENTERPRISES INC, 3/16/2020 3317687 $368 ,65 PKM-INFIELD MIX-RET 272836 6/30/2020 LLOYD ENTERPRISES INC, 3/17/2020 3317717 $1,112.82 PKM-INFIELD MIX-RET TRANSPORTATION EQUIPMENT $150,429.18 272803 6/30/2020 EXCEL SUPPLY COMPANY. INC3/26/2020 119571 $303 57 FLT-SAFETY SUPPLIES 272902 6/30/2020 WESTERN EQUIPMENT DISTR4/15/2020 8057181-00 $743.62 Sales Tax 272902 6/30/2020 WESTERN EQUIPMENT DISTR4/15/2020 8057181-00 $7,436.16 FLT-TORO ZMASTER 48" MOWER W/R 272880 6/30/2020 SYSTEMS FOR PUBLIC SAFElS/11/2020 37380 $18,481 17 PD-VEHICLE REPAIR SVC 272880 6/30/2020 SYSTEMS FOR PUBLIC SAFElS/11/2020 37393 $16,097.44 PD-VEHICLE REPAIR SVC 272803 6/30/2020 EXCEL SUPPLY COMPANY, IN(S/16/2020 122920 $360.37 FLT-SAFETY SUPPLIES Key Bank Page 31 of 33 Check No . Date Vendor Invoice Date Invoice Description AmountGL Total 272880 6/30/2020 SYSTEMS FOR PUBLIC SAFEll/18/2020 37329 $6,246.23 PD-VEHICLE REPAIR SVC 272816 6/30/2020 HP INC, 5/29/2020 9010342123 $22,110.06 IT-PD-GETAC B300G7 INTEL 15-82 272816 6/30/2020 HP INC ., 5/29/2020 9010342123 $2,211 .01 Sales Tax 272946 7/15/2020 GRAINGER INC, 6/15/2020 9561589699 $91.02 FLT-FACILITY MAINT SUPPLIES 272908 7/15/2020 ADVANCE AUTO PARTS, 6/16/2020 13144-392542 $5.21 FLT-MAINT PARTS 273038 7/15/2020 WA STATE DEPT OF LICENSINB/17/2020 L0103961420 $247 00 FLT-TURCKS TITLE 272927 7/15/2020 COLUMBIA FORD, 6/12/2020 3-L 1260 $53,112.00 FLT-Ford F-450 to repl Truck 1 272927 7/15/2020 COLUMBIA FORD, 6/12/2020 3-L 1260 $4,461.41 Sales Tax 273031 7/15/2020 TRUE NORTH EQUIPMENT INCS/6/2020 01E00077 $18,522 .91 FLT-QUICKVIEWAIR HD SYSTEM, I UREA $34,882.68 272838 6/30/2020 LTI, INC, 5/4/2020 SLT-7002033 $34,882 .68 PWST-BULK SALT/SNOW MELT WASTE DISPOSAL BILLINGS $595.62 272836 6/30/2020 LLOYD ENTERPRISES INC, 3/24/2020 3317884 $143.60 PKM-CLEAN CONCRETE 272836 6/30/2020 LLOYD ENTERPRISES INC, 6/15/2020 3319347 $164.53 PKM-DUMPASPHALT 272824 6/30/2020 KING COUNTY FINANCE DIVIS/31/2020 105998 $90 80 PWST-05/20 ALGONA TS R#SWD-722 272975 7/15/2020 MILES RESOURCES LLC, 6/8/2020 308541 $3 .96 SWM-WASTE ASPHALT 272971 7/15/2020 LLOYD ENTERPRISES INC, 6/3/2020 3319107 $30 .00 SWM-DUMP ASPHALT 272971 7/15/2020 LLOYD ENTERPRISES INC, 6/18/2020 3319422 $162 ,73 SWM-DUMP ASPHALT WATER BILLINGS $13,310.96 272828 6/30/2020 LAKEHAVEN UTILITY DISTRIC'6/17/2020 101 $27.18 PKM-05/20 31132 28TH AVES #A 272828 6/30/2020 LAKEHAVEN UTILITY DISTRIC'6/17/2020 2426604 $27 18 PAEC-05/20 2141 314 ST. S, IRR 272828 6/30/2020 LAKEHAVEN UTILITY DISTRIC'6/17/2020 2446104 $14.10 PAEC-05/20 2141 314 ST. S. DET 272828 6/30/2020 LAKEHAVEN UTILITY DISTRIC'6/17/2020 822402 $330 64 PKM-05/20 30009 16TH AVES IRR 272828 6/30/2020 LAKEHAVEN UTILITY DISTRIC'6/17/2020 824102 $168 .16 PKM-05/20 30000 14TH AVES M#5 272828 6/30/2020 LAKEHAVEN UTILITY DISTRIC'6/17/2020 2814401 $27.18 PKM-05/20 2645 312TH I RR/ANNEX 272828 6/30/2020 LAKEHAVEN UTILITY DISTRIC'6/11/2020 460602 $170.31 PKM-05/20 2645 312TH ST S #143 272828 6/30/2020 LAKEHAVEN UTILITY DISTRIC'6/11/2020 3586001 $27 18 PKM-05/20 31531 1ST AVES M#42 Key Bank Page 32 of 33 Check No . Date Vendor Invoice Date Invoice Description AmountGL Total 272828 6/30/2020 LAKEHAVEN UTILITY DISTRIC"6/11/2020 3671801 $112 .04 PKM-05/20 31600 20TH AVES . M# 272828 6/30/2020 LAKEHAVEN UTILITY DISTRIC.6/11/2020 1941803 $584 .62 PKM-05/20 31600 20 AVES M#152 272828 6/30/2020 LAKEHAVEN UTILITY DISTRIC.6/11/2020 2049903 $27 .18 PKM-05/20 31531 1STAVE S M#59 272827 6/30/2020 LAKEHAVEN UTILITY DISTRIC.6/9/2020 6314018 $227 67 PAEC-UTILITIES 272881 6/30/2020 TACOMA PUBLIC UTILITIES, 6/5/2020 100048250 $107 39 PKDBC-04/25/20-05/26/20 PUBLIC 272881 6/30/2020 TACOMA PUBLIC UTILITIES, 6/5/2020 100048250 $1,181.28 PKDBC-04/25/20-05/26/20 PUBLIC 272828 6/30/2020 LAKEHAVEN UTILITY DISTRIC.6/17/2020 924602 $27 18 PKM-05/20 2301 S 292ND ST IRR 272828 6/30/2020 LAKEHAVEN UTILITY DISTRIC-6/17/2020 896402 $27 18 PKM-05/20 2410 312TH ST #89640 272828 6/30/2020 LAKEHAVEN UTILITY DISTRIC.6/17/2020 899802 $168.16 PKM-05/20 2410 312TH ST S BEAC 272828 6/30/2020 LAKEHAVEN UTILITY DISTRIC.6/17/2020 888302 $37.93 PKM-05/20 311 04 28TH AVE S M#1 272828 6/30/2020 LAKEHAVEN UTILITY DISTRIC.6/17/2020 888103 $126 ,20 CHB-05/20 31132 28TH AVES M#9 272828 6/30/2020 LAKEHAVEN UTILITY DISTRIC.6/17/2020 2426304 $168.16 PAEC-05/20 2141 314 ST. S. #08 272963 7/15/2020 LAKEHAVEN UTILITY DISTRIC.6/11/2020 3278301 $27.18 PWST-05/20 32009 23 AVES IRR 272963 7/15/2020 LAKEHAVEN UTILITY DISTRIC.6/11/2020 3336101 $183.21 PW-05/20 31026 PACIFIC HWY SI 272963 7/15/2020 LAKEHAVEN UTILITY DISTRIC"S/11/2020 3364101 $109 .89 PWST-04/20 1618 S 288TH ST IRR 272963 7/15/2020 LAKEHAVEN UTILITY DISTRIC"6/11/2020 3488801 $96 .02 PWST-05/20 31802 21ST AVES IR 272963 7/15/2020 LAKEHAVEN UTILITY DISTRIC.6/11/2020 3540201 $2718 PWST-05/20 29627 PACIFIC HWY S 272963 7/15/2020 LAKEHAVEN UTILITY DISTRIC.6/11/2020 3545101 $27.18 PWST-05/20 29102 PACIFIC HWY S 273019 7/15/2020 TACOMA PUBLIC UTILITIES, 7/7/2020 100048250 $148.71 PKDBC-05/27/20-06/24/20 PUBLIC 273019 7/15/2020 TACOMA PUBLIC UTILITIES, 7/7/2020 100048250 $1,635 .86 PKDBC-05/27/20-06/24/20 PUBLIC 272963 7/15/2020 LAKEHAVEN UTILITY DISTRIC7/6/2020 2926402 $179.96 PKM-06/20 33914 19TH AVE SW #9 272963 7/15/2020 LAKEHAVEN UTILITY DISTRIC7/6/2020 2922203 $14 .10 CHB-06/20 33325 8TH AVES M#93 272963 7/15/2020 LAKEHAVEN UTILITY DISTRIC7/6/2020 2922503 $511 .94 CHB-06/20 33325 8TH AVES M#94 272963 7/15/2020 LAKEHAVEN UTILITY DISTRIC7/6/2020 2913103 $357.36 CHB-06/20 33325 8TH AVES M#94 272963 7/15/2020 LAKEHAVEN UTILITY DISTRIC7/6/2020 101103 $209.29 PKM-06/20 630 356TH ST M#90704 272963 7/15/2020 LAKEHAVEN UTILITY DISTRIC7/6/2020 3075301 $176.76 PKM-07/20 1095 324TH ST S #985 Key Bank Check No. Date Vendor Invoice Date 272963 7/15/2020 LAKEHAVEN UTILITY DISTRIC7/6/2020 272963 7/15/2020 LAKEHAVEN UTILITY DISTRIC7/6/2020 272963 7/15/2020 LAKEHAVEN UTILITY DISTRIC7/6/2020 272963 7/15/2020 LAKEHAVEN UTILITY DISTRIC7/6/2020 272963 7/15/2020 LAKEHAVEN UTILITY DISTRIC7/6/2020 272963 7/15/2020 LAKEHAVEN UTILITY DISTRIC7/6/2020 272963 7/15/2020 LAKEHAVEN UTILITY DISTRIC7/6/2020 272963 7/15/2020 LAKEHAVEN UTILITY DISTRIC7/6/2020 272963 7/15/2020 LAKEHAVEN UTILITY DISTRIC7/6/2020 272963 7/15/2020 LAKEHAVEN UTILITY DISTRIC7/6/2020 272963 7/15/2020 LAKEHAVEN UTILITY DISTRIC7/6/2020 272963 7/15/2020 LAKEHAVEN UTILITY DISTRIC7/6/2020 272963 7/15/2020 LAKEHAVEN UTILITY DISTRIC7/6/2020 272963 7/15/2020 LAKEHAVEN UTILITY DISTRIC7/6/2020 273019 7/15/2020 TACOMA PUBLIC UTILITIES, 7/2/2020 272963 7/15/2020 LAKEHAVEN UTILITY DISTRIC7/1/2020 272963 7/15/2020 LAKEHAVEN UTILITY DISTRIC7/1/2020 272963 7/15/2020 LAKEHAVEN UTILITY DISTRIC.6/23/2020 272963 7/15/2020 LAKEHAVEN UTILITY DISTRIC.6/11/2020 272963 7/15/2020 LAKEHAVEN UTILITY DISTRIC.6/11/2020 272963 7/15/2020 LAKEHAVEN UTILITY DISTRIC"6/11/2020 272963 7/15/2020 LAKEHAVEN UTILITY DISTRIC"6/11/2020 Total 06/19/2020 07/02/2020 Invoice Description 2926501 PKM-06/20 33914 19TH AVE SW M# 2957001 PKM-06/20 1095 324TH ST S M#64 3050801 PKM-06/20 1095 324TH ST S M#10 3075201 PKM-06/20 1095 324TH ST S M#97 3499201 CHB-06/20 2220 S 333RD ST#8293 3552401 PWST-06/20 35503 PACIFIC HWY S 3568601 PKM-06/20 34915 4TH AVES A 3753001 PKM-06/20 550 SW CAMPUS DR M#4 99902 PKM-06/20 411 348TH ST S M#995 3075401 PKM-06/20 1095 324TH ST S #985 3266301 PKM-06/20 1540 SW 356TH ST#568 3405101 CHB-06/20 600 S 333RD ST #6239 2573402 PKM-06/20 34800 14 PL SW M#890 101002 PKM-06/20 BROOKLAKE MAIN HALL 101177226 PKM-05/01/20-06/30/20 DRINKING 3481301 PWST-05/20 SR 99 S 279TH TO S 3540301 PWST-05/20 28719 PACIFIC HWY S 3033601 PKM-06/20 28159 24TH PL S M#97 482303 PWST-05/20 28866 PACIFIC HWY S 482405 PWST-05/20 28850 PACIFIC HWY S 3568101 PWST-04/20 30799 PAC HWY IRRIG 3621801 PWST-05/20 1401 SW 312TH STREE $3,246,333.43 CW-PAYROLL VOUCHERS 06/01-06/15 CW-PAYROLL VOUCHERS 06/16-06/30 $3,550,671.71 Page 33 of 33 AmountGL Total $177.81 $27 18 $4,053 .74 $168.16 $27 18 $27 18 $44 .08 $185 .44 $27.18 $166 .16 $27 .18 $59 .55 $27 18 $46 .53 $412.69 $118 .4 9 $109 89 $111 .60 $27.18 $27 18 $120.64 $27 .18 $1,477,111.38 $2,073,560.33 COUNCIL MEETING ~~TE: Aug~~ll, 2020 CITY OF FEDERAL WAY CITY COUNCIL AGENDA BILL SUBJECT: JUNE 2020 MONTHLY FINANCIAL REPORT ITEM#: POLICY QUESTION: Should the Council approve the June 2020 Monthly Financial Report? COMMITTEE: Finance, Economic Development and Regional Affairs Committee CATEGORY: ~ Consent D City Council Business D Ordinance D Resolution STAFF REPORT BY: Ade Ariwoola, Finance Director Attachments: • June 2020 Monthly Financial Report Options Considered: 1. Approve the June 2020 Monthly Financial Report as presented MEETING DATE:July 28 , 2020 • • Public Hearing Other DEPT: Finance 2. Deny approval of the June 2020 Monthly Financial Report and provide direction to staff. MAYOR'S RECOMMENDATION: Mayor recommends approval of Option 1. MAY0RAPPR0VAL: ~ Pfi:;;),,/J!::•croRAPPROVAL: :@: Sc COMMITTEE RECOMMENDATION: I move to forward the June 2020 Monthly Financial Report to the August If 1 2020 consent agenda for approval. lf:tl-.1'"1 \{.A @•'YI I /u /iom Committee Chair Ko@~ ,A k,..,, 1 /1,,i /LDw 1(01.,hf\ll.v-Vlk b,m '/z.t:,/2-<>2c. ommittee Member Committee Member PROPOSED COUNCIL MOTION: "I move approval of the June 2020 Monthly Financial Report." (BELOW TO BE COMPLETED BY CITY CLERKS OFFICE) COUNCIL ACTION: 0 APPROVED 0 DENIED 0 TAB LED/DEFERRED/NO ACTION 0 MOVED TO SECOND READING (ordinances only) REVISED -08/12 /20 I 0 COUNCIL BILL# 15T reading Enactment reading ORDINANCE# RESOLUTION# CITY .. Federal Way June 2020 Monthly Financial Report -Highlights The following are highlights of the June 2020 Monthly Financial Report. Detailed financial information can be found in the June 2020 Monthly Financial Report detail. Notable Areas 1. Sales Tax is $0.28M or 4.4% below 2020 year-to-date budget, and $0.0lM or 0.2% below 2019 year-to- date collections. 2. CD Permits & Fees is $0.7M or 39.4% below 2020 year-to-date budget and $1.2M or 54.3% below 2019 year-to-date collections. 3 . Utility Tax is $0.27M or 5.2% below 2020 year-to-date budget, and $0 .04M or 0.9% below 2019 year-to- date collections. 4. Business License Fees are 88K or 32.6% above 2020 year-to-date budget, and $181K or 102.8% above 2019 year-to-date collections. Business licensing has increased due to the City going live with the State system. Fees received for the first year of business licenses is pro-rated to the businesses State anniversary date, and therefore the revenue will grow more evenly throughout the year. General & StJ•eet Fun d Szm1mm·1 Revenues are below the year-to-date budget by $I.3M or 6.3%. Property tax, Sales tax, criminal justice sales tax admissions tax, gambling tax, court and probation revenue, CD permits and fees, passport agency fees, parks and general recreation fees, and interest earnings are primarily responsible for the decrease in revenues. Leasehold tax, PW permits and fees, franchise fees, and business license fees are above the year-to-date budget. Total General & Street Fund expenditures are below the year-to-date budget by $2.lM or 9.3%. Jail is under the year-to-date budget by $838K or 49.1 % primarily due to having lower average daily population (ADP) of inmates. The budgeted ADP is 70, but actual ADP is 38.6 for January, 43.6 for February, 39.8 for March, 29.5 for April, and 20.0 for May. June ADP numbers will be available in the July report. Property tax is above 2019 year-to-date actual by $18K or 0.3%, but below 2020 year-to-date budget by $155K or 2.6%. Sales tax is below 2019 year-to-date actual by $0.0lM or 0.2%, and below 2020 year-to-date budget by $0.28M or 4.4%. Additionally, criminal justice sales tax collected county-wide is below 2019 year-to-date actual by $98K or 8.2%, and below 2020 year-to-date budget by $87K or 7.3%. Community Development permits and fees are below the 2019 year-to-date actual by $1.2M or 54.3%, and below 2020 year-to-date budget by $0.7M or 39.4%. This is primarily due to receiving less large project permit fees in 2020, and construction stopping due to Covid-19. In 2019, two large permit and review fees were collected in February last year for Davita and Federal Way premier storage. We do not have as many large projects scheduled in 2020 as 2019. Court revenue is below 2019 year-to-date actual by $88K or 17.3%, and below 2020 year-to-date budget by$ l l 3K or 21.0%. This is primarily due to a decrease in traffic and non-parking infraction enforcement. Probation revenue is below 2019 year-to-date actual by $38K. As of the end ofJune, probation revenue is $116K less than expenditures, although the probation division was intended to be self-sufficient. New state law prevents the City from aggressive collection of both court and probation fees from indigent individuals; most individuals in our courts are identified as indigents. Admissions Tax was a new source of revenue in 2017. It is being paid monthly and as of the end of June, the City has collected $61K, which is $137K below actuals last year. This is due to the AMC movie theater being purchased by Sound Transit and closing, and a decrease in tax from other businesses due to the Covid-19 pandemic. Business License Fees is above 2020 year-to-date budget by $88K or 32 .6%, and above 2019 year-to-date actual by $181K or 102.8%. The City went live with the State system on October 3, 2019. Using the State system allows us to see or find businesses that are located in Federal Way with a State license but without a city license. We have professionally and aggressively gone after these businesses and it is paying off. Park & General Recreation Fees is below 2020 year-to-date budget by $262K or 60.9%, and $284K or 62.9% below 2019 year-to-date actuals. This is primarily due to parks facilities closing due to Covid-19 on March 12, 2020. Designated Operating Funds Expenditures are below 2020 year-to-date budget by $1.94M or 20.5% and are primarily due to timing of payments in Arterial Streets Overlay, Hotel/Motel Lodging Tax, Traffic Safety, Utility Tax Prop 1, Surface Water Management, and the closure of Federal Way Community Center, Performing Arts & Event Center due to Covid-19. Utility tax revenues received year-to-date as reported on the monthly financial report totals $5.0M and is $0.04M or 0.9% below 2019 year-to-date actual and $0.27M or 5.2% below 2020 year-to-date budget. The following is the comparison of 2020 year-to-date actual to 2019 year-to-date actual utility taxes by category: Electricity-current year-to-date decrease by $82K or 3.6% Gas -current year-to-date increase by $103K or 13.5% Solid Waste -current year-to-date increase by $1 lK or 2.4% Cable -current year-to-date decrease by $13K or 1.8%. Cellular -current year-to-date decrese by $58K or 15.8%. Federal Way Community Center 2020 year-to-date revenues received of $377K is below 2020 year-to-date budget by $560K or 59.8%, and below 2019 year-to-date actual by $486K or 56.3%. 2020 year-to-date expenditures of $743K is below 2020 year-to-date budget by $360K or 32.7%, and below 2019 year-to-date actual by $420K or 36.1%. The ending fund balance of$1.1M is below the required reserve fund balance policy of$1.5M by $0.4M due to lower revenues at the Federal Way Community Center. Due to the Covid-19 pandemic the Community Center closed to the public on March 12, 2020. The full annual budgeted amount of utility tax subsidy has been transferred to the Federal Way Community Center fund for operations in the amount of $3 l 2K. Real estate excise tax 2020 year-to-date revenues of$1.4M is below 2019 year-to-date actual by $747K or 35.4%, and below the 2020 year-to-date budget by $230K or 14.5%. In June, there were 124 taxable residential sales (total sales $48.3M / $238K tax), and two commercial sales (total sale $8.4M I $41K tax). Lakehaven Utility District The City signed an agreement with Lakehaven in 2016 for a 3.6% franchise fee, and in exchange the City will pay for the fire hydrant maintenance and street lights that were initially paid for by Lakehaven and charged to the citizens. The franchise fees received thru June amount to $498K; billings for fire hydrants and streetlights are $389K. The billings for fire hydrants are quarterly, and streetlights are monthly. Revenue from the franchise agreement is received monthly. The City extended the 7.75% utility tax to Water and Sewer services in 2018. The Council action was challenged in court and reached the Washington State Supreme Court. The Supreme Court decided in the City's favor and we are currently working with Lakehaven on the tax payments from March 2018 through June 2020. CITY Of Federal Way June 2020 Monthly Financial Report -Detail GENERAL & STREET 2019 2020 YfD Budget ,s. Actual FUND SUMMARY Annual Annual YfD Annual YfD YfD Fawrable/(Unfawrablc) Budget Actual Actual Budget Budget Actual $ % Beginning Fund Balance $ 11,662,052 $ 11,662,052 $ 11,662,052 $10,419,235 $10,419,235 $ 11,604,04 I n/a n/a Rewnues: Property Taxes 11,143,718 10,917,428 5,783,222 11,243,718 5,956,066 5,801,424 (154,642) -2.6% Sales Tax 15,555,486 15,908,863 6,180,166 15,949,755 6,447,994 6,166,732 (281,261) -4.4% Criminal Justice Sales Tax 3,027,361 3,056,010 1,205,957 3,027,361 1,194,651 1,107,650 (87,001) -7.3% Admissions Tax 798,312 827,537 198,184 806,513 193,149 61,391 (131,758) -68.21% Gambling Taxes 213,724 232,942 71,258 195,000 59,651 50,168 (9,483) -15.9% State Shared Revenue 3,157,507 3,174,111 1,198,677 3,022,000 1,141,234 1,138,625 (2,608) -0.2% Leasehold Tax 6,000 5,898 1,504 6,000 1,530 4,285 2,755 180.1% Court Revenue 1,012,742 1,015,193 511,384 1,012,742 535,629 423,057 (112,571) -21.0% Probation Revenue 188,459 160,622 90,102 188,459 94,230 52,017 (42,212) -44.8% CD Pennits & Fees 3,859,114 4,546,432 2,292,091 3,395,775 1,730,416 1,048,112 (682,304) -39.4% PW Pennits & Fees 700,752 1,125,969 304,733 700,752 232,063 332,848 100,785 43.4% Business License Fees 531,491 406,666 175,908 622,000 269,052 356,781 87,729 32.6% Franchise Fees 1,186,578 1,092,423 342,923 1,198,444 263,943 263,943 -0.0% Lakehaven Franchise Fees 848,580 900,380 375,158 848,580 353,575 498,006 144,431 40.8% Passport Agency Fees 68,000 89,645 50,811 68,500 38,826 19,845 (18,981) -48.9% Park & General Recreation Fees 1,112,418 1,105,288 451,851 1,050,000 429,249 167.744 (261,505) -60.9% Police Services 1,424,766 1,585,141 196,000 1,424,766 431,267 431,267 -0.0% Admin/Cash Management Fees 375,896 375,896 187,948 375,896 187,948 187,948 0 0.0% Interest Earnings 175,616 241,881 92,696 168,216 64,466 43,705 (20,760) -32.2% Miscellaneous/Other/Grants 1,248,537 1,273,177 381,859 1,027,175 308,076 526,107 218,031 70.8% Total Rewnues 46,635,058 48,041,503 20,092,431 46,331,652 19,933,013 18,681,655 (1,251,358) -6.3% Expenditures: City Council 493,462 422,167 255,752 503,643 305,111 287,437 17,674 5.8% Mayor's Office 1,465,673 1,497,282 748,439 1,520,881 760,441 733,814 26,627 3.5% Community Development 2,699,112 2,546,372 1,299,552 2,796,556 1,427,235 1,223,039 204,196 14.3% Economic Development 415,973 340,503 112,102 415,973 207,987 172,139 35,848 17.2% Humm Services 966,388 871,103 464,335 957,307 478,654 398,071 80,583 16.8% Finance 1,153,267 1,045,013 518,855 1,269,595 630,361 513,161 117,200 18.6% Hu1mn Resources/City Clerk 1,171,179 1,113,978 404,461 1,028,865 514,433 416,875 97,557 19.0% Law 1,550,895 1,607,291 789,287 1,685,403 827,645 742,768 84,877 10.3% Municipal Court 1,384,797 1,403,941 682,277 1,399,681 699,841 663,962 35,879 5.1% Probation 355,508 348,498 164,811 367,468 173,782 167,936 5,846 3.4% Jail 5,964,972 5,932,095 2,953,550 3,428,950 1,707,251 869,501 837,750 49.'1% Police 21,305,693 21,225,938 10,325,838 21,592,505 10,796,253 10,664,236 132,017 1.2% Parks & Recreation 4,224,351 4,231,231 1,865,885 4,096,474 1,741,001 1,714,180 26,821 1.5% Lakehaven Fire Hydrant/Street Light 955,947 871,984 448,815 955,947 477,974 389,048 88,926 18.6% Public Works 4,601,609 4,420,751 1,928,912 4,217,648 1,840,292 1,539,442 300,850 16.3% Total Expenditures 48,708,826 47,878,147 22,962,871 46,236,896 22,588,258 20,495,609 2,092,649 9.3% Rewnues owr/(under) Expenditures (2,073,768) 163,356 (2,870,440) 94,756 (2,655,244) (1,813,954) 841,291 31.7% Other Sources: Ongoing Transfers In: Traffic Safety for Operations 1,470,333 1,470,333 1,035,312 1,549,087 377,777 377,777 -0.0% Utility Tax for Operations 8,058,122 5,713,801 2,922,751 8,030,881 3,327,572 3,327,572 . 0.0% Other Transfers In 549,199 40,000 . 508,000 43,000 43,000 . 0.0% Total Other Financing Sources 10.077.654 7.224,134 3,958,063 10.087.968 3.748.349 3.748.349 -0.0% Other Uses: Transfers Out/Other 3,349,243 1,963,898 369,570 5,134,249 1,640,867 1,640,867 -0.0% Non-Departmental Internal Service Charges 5,897,461 5,481,602 2,904,861 5,940,719 2,970,360 2,970,360 -0.0% Total Other Financing Uses 9,246,704 7,445,500 3,274,431 11,074,968 4,611,227 4,611 ,227 . 0.0% Total Ending Fund Balance $10,419,234 $ 11,604,041 $ 9,475,243 $ 9,526,991 $ 6,901,113 $ 8,927,212 n/a n/a DESIGNATED OPERATING 2019 2fl20 Yl'D Budget w. Actual FUNDS SUMMARY Annual Annual YTD Annual Yl'D Yl'D Fawrable/CU,l'awrable) Budget Actual Actual Buc!Ret Budjtet Actual s .,,. Beainning Fund Balance S 22,163,689 S 22,163,685 S 22,163,685 S 20.551 ,068 Sl0,551.068 S 24,959,751 n/a n/a Re\-enues: Utility Tax 9,108,135 8,593,469 3,880,539 9,153,135 4,070,445 3,847,627 (222.817 ) -55% Utili ty Tax·-Prop I Voter Package 2,675,891 2,508,615 1,134,010 2,675,891 1,172,887 1,123,712 (49,175) -4.2% Affordable Housing Sales Tax . . . 39,243 39,243 n/a Hotel/Motel Lodging Tax 300,000 292,986 109,010 300,000 104,611 69,126 (35,485) -33 .9"/o Real Estate E>a:ise Tax 4,647,564 5,171 ,643 2,111,644 3,640,000 1,594,919 1,364,448 (230,471 ) -)4 5'}~ Property Tax-Kin g Co &pans ion u,vy 160,000 196,176 91,291 160,000 74,456 119,173 44,716 60,1% State Sh a red Revenue 539,000 552,996 215,948 539,000 210,482 187,391 (23,091 ) -11 .0% Traffic Safety (Red Light/School Zone) 3,802,000 3,577 ,248 1,932,350 3,802,000 2,053,756 1,307,541 (746,215) -36.3% Fed eral Way Community Center 1,968,351 1,748,651 862,772 1,940,875 936,332 376,781 (559,551) -5 9.8% Dumas Bay Centre Fund 938,751 925,91 7 480,896 765,251 401 ,856 128,346 (273,510) -681 % Perfonnin g A rts & Event Ctr Operations 1,059,967 1,259,655 172,687 1,307,592 653,796 342,944 (310,852 ) -47.5% Surface Water Management Fees 4,260,392 4,339,632 2,350,358 4,260,392 2,307,442 2 ,338,924 3 1,483 1.4% Refus e Collection Fees 413.496 421.101 206.006 437,560 214,057 224,525 J0,468 4.9"/o Automation Fees 20,000 2,991 256 20,000 5,310 5,310 . 0.0% Interest Earnin g s 196,305 508,831 219,145 161,305 69,472 99,754 30,283 43 .6% Miscellaneous/Other/Gnmts/Contribution from SCORE 702,534 1,641 ,383 100,609 298,704 49,147 49,147 . 0.0"/a Total Re>enues 30,792,386 31.741.294 13.867,520 29,461 ,705 13,918,966 11.623.991 (2,294.975) -16.5% Expenditures: Arteria l Streets Overlav Proaram 1.625.064 1,646.344 I 025,921 1.515,064 944,114 41 9 .291 524.823 55.6%, .Solid W aste & Recvcling 595.549 515.765 238.300 581.800 290.900 251.217 39.683 13.6% Hotel/Motel Lodgin_g Tax 394,700 167,985 22,960 224,700 30,712 9.089 21 .623 70.4% Traffic Safe ty (Red Light/School Zone) 2,586.203 2,571,099 1,157.767 2,640,639 1,189,081 1,074.270 114.811 9. 7°/4 Utility Tax Proposition l 3,446.374 3.170,406 1,573,417 3,475,246 1,724,704 1,5 12,690 212,014 123% Debt Serv ice (Debt & Admin Fee) 2,152,510 1,268,564 2 14,636 2,894,957 679,039 679,039 . 0.0"/o Federal Way Corrununity Center 2,314,036 2,456,184 1,163,116 2,333,150 1,102,889 742,744 360,145 32.7% Perfonning Arts & Event Or Operations 2,0 78,407 2,5 89,53 1 364.623 2.249.835 1,124,918 889,358 23 5,559 20.9"/o Technology Fund 15.986 . . -. n/a Dumas Bay Centre Fund 955,872 905,194 400,096 846,472 374,178 322,053 52,125 13,9"/o Surface Water Management 4,295,628 3,909,935 1,827,896 4,224,061 1,974,750 1,598,259 376,491 19.1% Total Expenc&tures 20,460,330 19,201,008 7 ,988,731 20,985,924 9 ,435,283 7,498.010 1.937,273 20.5% Rc~nues o~r/(under) Ei<penditures 10,332.057 12,540,286 5,878,789 8,475,781 4,483,683 4,125,981 (357,702) -8.0% Other Sources: Ongoing Transfers In: Utility Tax for DBC Oper/Reserves 23 ,000 . -23.000 23 .000 23.000 -0.0% Utilitv Tax/GF for FWCC' Doer/Reserves 387,000 387.000 270.86~--312.000 312.000 312.000 . 0.0"/4 Utilitv Tax/Gen. Fund/REET for Debt 81 3,473 2.1 13,473 813,473 2.328.567 2.328,567 2,328.567 . 0.O"lo Utilitv Tax to Stratev:ic Reserve 44.570 44.570 . . . . n/a REET for Arterilll Streets Overlay 1.417.461 1.648.387 944.570 1.013.000 . Jl /8 REET fo r Parks Res erve . -. 45.000 45 .000 45.000 . 0.0"/4 Refundin2 -SCORE 13.982.290 U .723,95 2 . . . n/a Utilitv Tax/GF for PA EC/Proc. from Sale o fTP/SC0RE Con tr. 2.297.339 2.296.484 728.778 1.607.254 879.599 879.599 . 0 0"/4 Total Other Sources 18.965,133 19.213,866 2,757,684 5,328,821 3,588,166 3,588,166 -0.0°/a Other Uses: On g oin g Tnmsfer0ut: Traffic Safety (Red Light/School Zone) 1,560,333 1,560,333 1,035.312 1,549 .. 087 377,777 377,777 . 0.0% Utility Taxto FWCCOper/Reserves 387.000 387.000 270,863 312,000 312,000 312,000 . 0.0% U tilitv Taxto DBC'Ooer/Reserves 23.000 . -23 .000 23000 23.000 -0.0% Utillitv T ax to General/Street Ooer/Dbt/Str Rs v/Bldll Fnd 8,058,122 7.513.801 2.922.751 8.030.881 3.327.572 3.327.572 . O.()% REET to Arterial Streets 0verlav J .013.000 1.013,000 900,000 1,013 .000 . n /a RE.ET t o Parks Res en,e Fund 25.000 25.000 . 45.000 45.000 45.000 . 0.0% REET to Debt Service/PA.EC Caoital 1.363 370 1.363.370 1.363.370 1.328.567 1,328,567 1.328.567 . 0 O"lo REET to PAEC CIP Fund 1,000.000 1.000,000 . . . . . n/a SCOREDebt Service 13 .000.000 12.659.667 . . . . . n/a Tran.sfers /Otber/Unalloc IS/Strateaic Rs v Prooertv Purchase 4.479.984 3.435.907 1.763.624 2.799.254 322.515 322.515 0.O"lo Total Other Uses 30,909,809 28.958,078 8.255.920 15.100,789 5,736,431 5,736.431 -0 .0°/a £11ding Fund Bnl unce Arterial Streets Overlay 127,618 621 ,582 190,960 160,554 . 402,005 n/a n/a Utility Tax (non-Prop 1) 1,500,000 1,569,984 1,878,965 1,500,000 . 1,515,135 n/a n /a Utility Tax -Prop 1 Voter Package 1,012,102 1.144.640 999.998 ).020.000 . 1,004,463 n/a n /a Affordable & Supportive Housing Sales & Use Tax . . . . . 39,243 n/a n /a Solid Waste & Recycling 88,942 194,473 133,695 75,616 . 168,408 n/a n /a Hotel/M o tel Lodg in g Tax 1,089,180 1,329.005 1,274,105 1,170,480 . 1.393.606 n/a n /a Fed eral Way Commmity Center 1,590,275 1,208.268 1.503,362 1.500.000 . 1.140.700 n/a n /a Traffic Safety Fund 1,578.075 1,389,467 1,663,145 1,203,849 . 1,250,007 n/a n /a Real Estate E>cise Tax Fund 2,667,131 3,219,084 2,879,146 2,037,564 . 3,220,704 n/a n /a Performing Arts & Event Or Operation s 96,638 (110,536) (315,518) 0 . (0) n/a n/a Paths & Trails 1,151 ,997 1.191.437 1.066.634 1.320.997 . 1.318.147 n/a n/a Techno logy Fund 4.014 2,991 256 24,014 . 8,323 n/a n/a Strateg ic Resen.re Fund 2,998,000 3,573,800 2,742,135 3,000,000 . 3,585,889 n/a n/a Parks Reserve Fund 1,075,796 1,080,793 1,276,488 1.125.796 . 1.129.597 n/a n/a Debt Service Fund 2.597.201 3,933,732 3,585,837 2,060,811 . 5,597,817 n/a n/a Surface Water Management 1,386,527 3,009,977 1,999,764 1,529,847 . 3,796,564 n/a n/a Dumas Bay Centre Fund 1,587,574 1,601 ,055 1,665,262 1,525,353 . 1,366,874 n/a n/a Total .Fndirur.Fund Babnce S 20,551.070 524,959,751 S 22.544.233 S 19.254.881 s . S 26,937 ,484 o/a o/a Sales Tax Compared to year-to-date 2019 actual, sales tax revenues are below by $13K or 0.2%. Compared to 2020 year-to-date budget, sales tax revenues are below by $28 lK or 4.4%. There is usually a two month lag in sales tax revenue. The sales tax collected for April 2020 is paid to the City in June 2020. LOCAL RETAIL SALES TAX REVENUES YfD June Famrable/(Unfamrable) 2019 2020 Change from 2019 YfD Actual w Budget Month Actual Budget Actual $ % $ % Jan $ ------- Feb 1,501,715 1,600,006 1.632,752 131,037 8.7% 32.746 2.0% Mar 1,104,726 1,132,842 1,182,535 77,809 7.0% 49.693 4.4% Apr 997,513 1,132.558 1,066,267 68,754 6.9% (66,291) -5.9% May 1,346,880 1,353,658 1,130,545 (216,335) -16.1% (223.113) -16.5% Jun 1,229,332 1,228,929 1,154,633 (74,699) -6.1% (74,296) -6.0% Jul 1,263,066 1,284,582 ----- Aug 1,502,252 1,458,580 ----- Sep 1,401269 1,364,099 ----- Oct 1,438,593 1,368,398 ----- Nov 1,528,439 1,434,239 ----- Dec 2,595,078 2,591 ,863 ----- YfDTotal $ 6,180 ,166 $ 6,447,994 $ 6,166,732 $ (13,434) -0.2% $ (281 ,262) -4.4% Annual Total $ 15,908,863 $ 15,949,755 n/a n/a n/a n/a n/a COMPARISON OF SALES TAX COLLECTIONS BYS IC GROUP Famrable/(Unfawrable) Component 2019 2020 Change from 2019 Groop Actual Actual $ % Explanation Retail Trade $ 3,109,919 $ 3,071,053 $ (38,867) -1.2% Up $78K-Health & Personal Care, General Merchandise, Miscellaneous Store Retailers, Gasoline Stations, Food & Beverage, Nonstore, Building Material & Garden Down $116K-Motor Vehicle, Furnitur and Home Furnishings, Electronics & Appliances, Oothing & Accessories, Sporting Giods/Hobbies Services 1,483,403 1,263,350 (220,053) -14,8% Up $45K-Administrative & Support Services Down $265K-Accmrodation, Nursing & Residental Care, Educational Services, Ambulatory Health Care Service, Professional, Scientific, & Technology, Anusement & Gambling, Personal & Laundry Services, Performing Arts, Hospitals, Food Services, Drinking Places Construct 712,283 1,018,979 306,6% 43 .1% General Increase Wholesaling 220,008 208 ,439 (11.569) -5 .3% Down $12K-Wholesale Trade Durable & Nondurable goods Transp/Utility 2,318 1,460 (858) -37 .0% General Decrease In formation 268,625 265,238 (3,387) -1.3% Up $SK-Internet Services, Other Information Services Down $11K-Telecomnunications, Publishing, Motion Picture & Sound Recording Manufacturing 83,647 72,536 (ll,111) -13.3% General Decrease Givemment 104,977 81,848 (23,129) -220% General Decrease Fin/Insurance 157,681 163,022 5,341 3.4% Up $BK Real Estate, Insurance Carriers & Related /Real Estate Down $8K Credit Intennediation, Rental & Leasing Services Other 37,304 20,807 (16,497) -44.2% General Decrease \1DTotal $ 6,180,166 $ 6,166,732 s (13,434) -0.2% SALES TAX COMPARISON by AREA Year-to-Date June Famrable/(Unfamrable) Chg from 201 9 Location 2019 2020 $ % Explanation YTD Sales Tax $ 6,180,166 $ 6,166,732 $ (13 ,434) -0.2% S 348th Retail Block 885,747 977,203 91,456 10.3% Up $143K-General Merchandise, Retail Misc. Store, Retail Bldg. Materials. Retail Electronis & Appliances Down $51K -Retail Eating/Drinking, Retail Automative/Gas The Commons 430,293 354.308 (75.985) -17.7% Down S76K Retail Electronics/Appliances, Retail General Merchandise, & Apparel and Accessories, Eating & Drinking, Misc Retail Trade S 312th to S 316th 335,775 349.488 13,713 4.1% General Increase Pavilion Center 196,987 171,160 (25,827) -13.1% Gen era I Decrease Hotels & Motels 76.994 58,820 (18,174) -23.6% General Decrease Gateway Center 81,765 60,158 (21,607) -26.4% Down $22K Food & Beverage, & Telecommunications Utility Tax (Total 7. 75%) The utility taxes year-to-date is $0.04M or 0.9% below 2019 year-to-date actual, and $0.27M or 5.2% below 2020 year-to-date budget. There is usually a two month lag in utility tax revenue. The utility tax collected by utility companies for April 2020 is paid to the City in June 2020. UTILITY TAXES Year-to-date thru June Famrable/(Unfamrable) 2019 2020 Change from 2019 YTD Actual \S Budget Month Actual Budget Actual $ Var % Var $ Var % Var Jan $ 521 $ 645 $ 372 $ (149) -28.6% $ (273) -42.3% Feb 780,534 1,027,339 996,007 215,473 27.6% (31,332) -3.0% Mar 1,108,776 1,129,815 1,122,530 13,755 1.2% (7,285) -0.6% Apr 1,376,813 1,182,847 1,096,086 (280,727) -20.4% (86,761), -7.3% May 939,409 930,790 963,935 24,526 2.6% 33,145 3.6% Jun 815,993 991,572 797,507 (18,486) -2.3% (194,065) -19.6% Jul 797,684 846,570 ----- Aug 785,130 563,326 ----- Sept 786,724 1,113,161 ----- Oct 866,190 990,389 ----- Nov 771,503 820,544 ---. - Dec 2,080,305 2,252,028 . -. -- YfD Subtotal $ 5,022,045 $ 5,263,008 $ 4,976,437 $ (45,608) -0.9% $ (286,571) -5.4% Rebate (7,497) (19,677) (5,098) 2,399 0.0% 14,578 -74.1% YfDTotal $ 5 ,014,548 $ 5 ,243.331 $ 4.971,339 $ (43,210) -0.9% $ (271,993) -5.2% Annual Total $ 11.102,084 $ I 1.829,026 n/a n/a n/a n/a n/a The City of Federal Way provides a utility tax rebate for qualifying individuals that have paid for Utility bills within the City of Federal Way, who are 65 years or older, disabled/unabl e to work, and qualify as low inc om e during the affected calendar year. This is an annual program th at opens January 151 an d closes April 30th of each year. Th e Ci ty processed 115 rebates at a total cost of $12K in 2017. The City processed 87 rebates at a total cost of $10K annually in 2018. The City processed 74 rebates in 2019, for a total of$7,497. The City has processed 48 rebates so far in 2020, for a total of$5,098. Due to COVID-19 we accepted applications through the end of May instead of April. The City was in litigation with Lakehaven and other water and sewer providers in Federal Way regarding the 7.75% excise tax ordinance extended to business activities of public and private water and sewer utilities. The City has spent $33K this year in legal costs and $302K life-to-date related to this litigation. The Supreme Court decided in the City's favor and we are currently working with Lakehaven on the tax payment from March 2018 through June 2020. UTILITY TAXES -by Type Year-to-date thru June Fawrable/(Unfawrable) Utility 2019 2020 Change from 2019 Type . Actual Actual $ % Electric $ 2,271,039 $ 2,188,832 $ (82,207) -3.6% Gas 767,195 870,677 103,482 13.5% Solid Waste 474,171 485,659 11,488 2.4% Cable 716,882 704,237 (12,645) -l.8% Phone 261,421 234,226 (27,196) -10.4% Cellular 369,062 310,643 (58,419) -15.8% Pager 26 18 (8) -30.8% SWM 162,249 182,146 19,897 12.3% Tax Rebate (7,497) (5,098) 2,399 0.0% YTDTotal $ 5.014,548 $ 4.971.339 $ (43.210) -0.9% Proposition 1 Voter-Approved Utility Tax Water/Sewer Litigation I I Project-to-Date Month-to-Date YTD2020 Actual s -s 33,245 s 301,558 *Includes cost of ordinance review prior to actual litigation *Provided by the Law Department *The City had a favorable outcome in the lawsuit and is expecting about $1.0 million a year in new revenue. 2020 Prop 1 expenditures year-to-date of$1.51M or 43.5% of the $3.SM annual budget. Current life-to-date Prop 1 Utility tax collections and transfer is $39.4M and expenditures is $38.4M. 2019 PROPl 2020 life Budget Actual Budget Actual To Date Beginning Balance: 1,002,101 1,002,101 1,012,101 1,144,644 n/a OPERA TING REVffiUl<S January 144 1.946 143 84 1,607,808 February 229,669 177,223 228,811 225,638 3,270,893 March 267,871 251 ,743 266.871 255,045 3,924,934 April 214,865 311,990 214,063 248,012 3,528,611 May 201,696 213,668 200,943 217.959 3,260,891 June 263 ,038 185,966 262,056 180,329 3,430,081 July 167,123 181,745 166,499 2,527,591 August 119,523 178,649 119,076 -2,374,458 September 266,981 179,080 265,984 -2,621,341 October 237,812 196,974 236,924 -3,057,431 November 168,592 175,409 167,962 -2,501,920 December 538,577 478,067 546,559 -5,333,530 Total Prop 1 Revenues: 2,675,891 2 ,532 ,461 2,675,89 _1 1,127,067 37,439,488 Transfer in from Utilitv Tax Fund 780,484 780,484 807,254 245,442 2,009,737 OPERA TING EXPENDITURES Public Safety Improvement Positions & Costs: Police Services (includes I Records Specialist, 16 Police Officers, & 2 Lieutenants) 2,756,239 2,552,946 2,764,419 1.207,309 29.263.489 Court Services (includes .50 Judge, I Court Clerk, and Pro Tern Pay. Public Defender contract. I .5 Prosecutors) 428.393 336,221 441 ,159 163,244 4,662,000 Total Public Safety Improvement Costs 3,184,632 2,889,166 3,205,577 1,370,553 33,925,489 Community Safety Program Costs: I Code Enforcement Officer 9 1,119 96,088 95.218 50,465 764,094 .5 Assistant City Attorney 67,186 68,820 71,013 35,647 808,348 I Parks Maintenance Worker I & Security 103,437 116,328 103,437 56,026 1,396,120 Total Community Safety Improvement Costs 261 ,742 281,235 269,667 142,138 2,968,563 Indirect Support -HR Analyst ----291,695 SafeCity M&O ----245,929 Subtotal Ongoing Expenditures ----537,624 SafeCity Startup ----189,066 Other Transfer-Prop I OT for Police ----824,021 Subtotal Other Expenditures ----1,013,087 Total Prop 1 Expenditures: 3,446,374 3,170,402 3,475,245 1,512,691 38,444,763 Total Endlne, Fund Balance: s 1,012,102 s 1,144,644 s 1,020,001 s 1,004,462 S 1.004,462 Real Estate Excise Tax Compared to 2019 year-to-date actuals, collections are below by $747K or 35.4%. June's receipt of $238K is below June 2020's projections by $74K or 23.8%. June 2020 activities include 124 real estate transactions, of which none were tax exempt. There were 124 taxable residential sales (total sales $48.3M / $238K tax), and no commercial sales. Hotel/Motel Lodging Tax Hotel/Motel lodging tax received year-to-date in 2020 is $69K and is below 2019's year- to-date collections by $40K or 36.6%. 2020 year-to-date receipts are below year-to-date projections by $35K or 33.9%. The lodging tax collected for April 2020 is paid to the City in June 2020. Permit Activity Building, planning, and zoning permit activities are below 2019's year-to-date activity by $1.2M or 54.3%. Compared to year-to-date budget, permit activity is below by $0.7M or 39.4%. Month Jan Feb Mar Apr Mav Jun Jul Aug Seo Oct Nov Dec YfDTotal Annual Total Month Jan Feb Mar Apr May Jun Jul Aug Sept Oct Nov Dec YTDTotal Annual Total Month Jan Feb Mar Apr May Jun Jul Aug Sept Oct Nov Dec YfDTotal $ Annual Total $ RFAL ESTA TE EXCISE TAX REVllNUES Year-to-date thru June Fawrable/(Unfawrable) 2019 2020 Change from2019 YfD Actual w Budget Actual Budget Actual $ % $ % $ 242.395 $ 203 ,482 $ 193.226 $ (49,168) -20.3% $ (10,256) -5.0% 588.487 272,795 273.266 (315 ,221) -53.6% 471 0.2% 253.664 327.064 164.884 (88.779) -35.0% (162.180) -49.6% 237.306 230,335 185.348 (51.958) -21.9% (44.987) -19.5% 296.386 248.915 309.742 13.357 4.5% 60.827 24.4% 493.407 312.327 237.980 (255.426) -51.8% (74,347) -23.8% 327.771 280.100 ----- 799.244 343.289 ----- 349,971 332,585 ----- 388,533 383,030 ----- 258,753 286.079 ... ----- 935.728 419.997 ----- 2,111,644 1,594,919 1,364,448 (747,196) -35.4% (230,471) -14.5% $ 5 ,171,643 $ 3,640,000 n/a n/a n/a n/a n/a HOTFUMOTFL WDGING TAX REVffiUES Year-to-date tliru June Fawrable/(Unfawrable) 2019 2020 Change from 2019 YfD Actual w Budget Actual Budget Actual $ % s % $ -$ -$ -$ --$ -- 22,862 18,263 20,477 (2,384) -10.4% 2,215 12.1% 17,340 17,615 18,201 861 5.0% 585 3.3% 21,015 21,984 12,425 (8,590) -40,9% (9,559) -43.5% 26,343 25,283 6,289 (20,054) -76.1% (18,993) -75.1% 21,450 21,466 11,734 (9,716) -45.3% (9,733) -45.3% 23,485 24,875 ----- 31,724 32,603 ----- 31,912 35,477 ----- 32,607 36,348 ----- 26,575 27,969 ----- 37,672 38,118 ----- $ 109,010 $ J04,6U s 69,126 s (39,884) -36.6% s (35,485) -33.9% s 292,986 s 300,000 n/a n/a n/a n/a n/a BUILDING & LAND USEPFRMITS AND FEES (CD) Year-to-date thru June Famrable/(Unfamrable) 2019 2020 Chanj!;e from 2019 YTD Actual w Budj?et Actual Budget Actual $ % $ % 203,996 171,645 170,936 (33,060) -16.2% (709) -0.4% 371,050 321,145 164,352 (206,697) -55.7% (156,793) -48.8% 217,643 251,596 198,647 (18,996) -8.7% (52,949) -21.0% 510,894 328,862 208,283 (302,610) -59.2% (120,579) -36.7% 825,324 416,781 143,034 (682,290) -82.7% (273,748) -65.7% 163,185 240,387 162,861 (325) -0.2% (77,527) -32.3% 238,899 298,966 ----- 436,819 302,991 ----- 181,193 251,788 ----- 600,317 329,693 ----- 359,558 253,269 ----- 437,556 228,651 ----- 2,292,091 $ 1,730,416 $1,048,112 $ (1,243,978) -54.3% $ (682.304) -39.4% 4,546,432 $ 3.395,775 n/a n/a n/a n/a n/a Police Department The total overtime budget of $1.0IM consists of $767K for City overtime and $239K for billable time. Compared to 2020 year-to-date budget, City's portion of overtime is $96K or 25.9% above year-to-date projections. Compared to year-to-date 2019 actuals, City's portion of overtime is above by $51K or 12.2%. Including the increase in billable overtime, total overtime increased by $4 7K or 8 .1 % above the same time last year. The June overtime decrease of $25K below 2019 year-to-date actual is primarily due to a decrease in shift-call in and shift extension for special investigations. PD Owrtime by Month PD Owrtime by Type Year-to-date thru June Year-to-date thru June (Fawrabie)/Unfawrable (Fawrable)/Unfawrable 2019 2020 Chanj!e from 2019 YTD Actual "' Budget 2019 2020 Change from2019 Month Actual Bud2et Actual $ % $ % Type Actual Actual $ % Jan s 58,150 $ 63.246 s 127.979 $ 69,829 120.1% $ 64,733 102.4% Training $ 3.796 $ 6.782 s 2.986 78.7% Feb 52.654 59.371 101.411 48.757 92 ,6% 42.041 70.8% Court 12.319 7.655 (4.664) -37.9% Mar 56,669 55.457 64,125 7,455 13.2% 8,667 15.6% Field Oper 329.257 402.024 I 72,767 22 .1% Apr 75,230 59,808 44,288 (30,942) -41.1% (15,520) -25.9% Other 73.055 53.030 l (20.025)--27.4% May 85,669 70,270 66,174 (19.495) -22.8% (4,096) -5.8% Citv Portion 418,427 469,490 I 51,06] I 12.2% Contract/Grant 157.870 156.164 (l.706) -l.1% Traffic School 2.252 -(2.252) Billable 160.121 156.164 I (3,957) -2.5% YTDTotal $ 578.548 $ 625.654 $ 47.106 8.1% Jun 90,055 64,846 65,514 (24,540) -27.3% 669 1.0% Jul 122,545 88,019 --- Aug 64,ll8 54.863 --- Sep 67.299 56.368 ---" - Oct 93,804 73,193 -. --- Nov 67,610 61,761 . - Dec I 13,705 59,954 ---- City Portion 418,427 372,996 469,490 51.063 12.2% 96.494 25.9% Billable 160.121 119.250 156,164 (3,957) -2 ,5% 36,914 31.0% YTDTotal s 578.548 s 492.246 $ 625.654 s 47,106 8.1% s 133,408 27.1% Billable $ 223.392 s I 19.250 $ -$ --$ -- Annual Total $1,331,021 $ 1,005,655 n/a n/a n/a n/a n/a Jail Services The City discontinued its relationship with SCORE as of December 31, 2019. The City now has multiple contracts with other governmental agencies for its jail services. The total jail budget is $3.43M and it is for jail services, salaries and wages for a jail coordinator, 2 jail transport officers, and equipment and vehicles needed to transport inmates. Jail and Alternathes to Confinement 2018 2019 2020 Annual Actual Annual Actual Annual Budi!;et YfDActual Other Jail & Alternative Programs $ 126,507 $ 114,830 $ 35,000 $ 1,197 Salaries & Benefits --335,736 154,159 Supplies ---1,200 Intergovernmental Jail Services/SCORE 6,290,972 5,817,265 2,920,300 687,289 Machinery & Eauipment & Reserves --137,914 25,655 Total $ 6.417,479 $ 5,932,095 $ 3.428,950 $ 869,501 Debt Service Payments -889,718 934,390 227,103 Total Jail Cost $ 6,417.479 $ 6,821,813 $ 4.363,340 $ 1,096.604 Intergovernmental jail services in 2018 and 2019 are payments to SCORE. 2018 Debt Service of$934K was paid for by SCORE. In 2019 SCORE Debt was refinanced and includes debt service refinance costs. In addition to the $3.43 million budget above, the City continues to be liable for its portion of the debt service on the SCORE building. The total remaining principal debt the City owes as of 12/31/2019 for SCORE is $10,945,000. Traffic Safety -Red Light I School Zone Traffic Safety Red light & school zone enforcement revenues are accounted for in the Traffic Safety Fund to be used for, but not limited to prevention, education, and enforcement efforts related to traffic safety and compliance with traffic control devices within the City, including maintenance and operations costs. Traffic Safety Fund pays for 1 Lieutenant, 7 Police Officers, 3 City Traffic positions, Municipal Court security services, red light photo services, Valleycomm emergency communication services, School Zone Enhancements capital improvement projects, and patrol vehicles. 2019 2020 Variance Famrable/(Unfamrable) C.ros ~ Payments Snluric. & Wages Net Gross Payments Salaries & Wages Net Month Re>enue toATS & Crt S rcuril)' Re>enue Re>enue toATS & Crt Security Re>enue $ Variance % Variance Jan $ 397,776 $ $ (147,542) $ 250,234 $ 257,784 $ -$ (144,627) $ 113.158 s (137,076) -54.8% Feb 263,413 (52,250) (154,701) 56,462 269,723 (38,934) (156,989) 73,800 17,338 30.7% Mar 216,489 (52,250) (153,618) 10,621 256,700 (52,250) (157,143) 47,307 36,685 345.4% Apr 355,041 (156,119) 198,922 300,444 (26,125) (156,356) 117,963 (80,959) -40.7% May 294,168 (52,250) (166,599) 75,319 110,173 (28,500) (157,225) (75,553) (150,872) -200.3% Jun 405,464 (222,438) 183,026 112,718 (156,122) (43,404) (226,430) -123.7% Jul 309.469 -(154,840) 154,630 --. . (154,630) -100.0% Aug 237,046 -(146,615) 90,431 . . --(90,431) -100.0% Sep 249,582 (156,750) (145,876) (53,044) . --53,044 -100.0% Oct 299,469 (52,250) (156,400) 90,819 -. . -(90,819) -100.0% Nov 287,654 (52.250) (168,589) 66.815 . --(66,815) -100.0% Dec 261.679 (209.000) (170.763) (118.084) . --Jl8.084 -100.0% YfDTotal $1 ,932,350 $ (156,750) $ (1 ,001 ,016)1 $ 774,584 $1.,307 ,541 $ (145,809) $ (928 ,461)1 $ 233,271 $ (83.053) -10.7% Annual Total $3,577 248 $ (621,00011 s (1,944,097)1 $1 ,006,151 $1 ,307,541 $ (145.809) $ (928,461)1 $ 233,271 $ (772,880) n/a Court Court operation and probation service revenues are $126K or 21.0% below 2019 year-to-date actuals and $155K or 24.6% below 2020 year-to-date budget. COURT RE\fFNUE COURTREVINUE Year-to-da~ lhru June Year-to-date lhru June f.,,,...Jje{(l.l,Jl11ol"lble) Joa1•orab/e1(Unjal'orable} 2019 2020 Cha/I/It from 2019 YTD ActUJJI vs Bwll/d 2019 2020 Change from 2019 Month ActUJJI Budgd ActUJJI $ " s " Actual Actual s % Januaiy $ 85.735 $ 60.118 $ %.!33 s I0.398 12.1% S 36.015 59,9% Civil Penalties $ 4,495 $ 2,211 $ (2,283) -50.8% Februarv 73.831 123.387 67.112 (6,719 ) -91% (56.275 ) -45.6% Traffic & Non-Parking 319.960 261.241 (58,719) -18.4% March 81.352 I 104,435 86.025 4,672 5.7% (18.410 ) -17.6% Parking Infractions 5,588 5,254 (334) -60% Aoril 112.794 95 .898 65,325 (47.469 ) -421% (30.573 ) -31.9% DUI & Other M isd 38.499 36.280 (2.219) -5 .8% May 73.142 79.271 49.511 (23,630 ) -323% (29.760) -37.5% Criminal Traffic M isd 24 119 96 406.8% June 84.530 72.520 58.892 (25,638) -30.3% (13,628 ) -18.8% Criminal Costs 32.087 30.028 (2,059) -6.4% Julv 113.372 80.127 (1)3 ,372) - Interest /Other/Misc 50,881 32,728 (18,153) -35.7% Criminal Conv Fees 14,738 15.479 740 5,0% Shared Court Costs 21.660 21.536 (124) -06% Services & Chargs,s 23.453 18,121 (5,332) -22 7% Subtotal $ 511.384 $ 422,997 $ (88,387) -17.3¾ Probation Fees -60 I 60 n/a Probation Services 90.102 52.017 (38.085) -42.3% YfDTotal s 601,486 $ 475,075 $ (126,411) -21,0'A AuQust 76.176 82.579 -(76.176 " Seotember 71.979 81.791 (71.979 October 87.545 79.598 1 (87,545 ) -- Noverroer 75.186 77.983 I (75,186) - December 79,551 75 ,035 Probation Fees --60 60 n/a 60 n/a Probation Services 90.102 94.230 52.017 (38,085 ) n/a (42,212) -44 ,8% Yl'l)Total s 601,486 s 629,858 s 475,075 s (126,411) -21.0% s (154,784) -24.6% Probation Services 70.520 94.230 n/a n/a n/a n/a n/a Annual Total $ 1,175,814 $ 1,201,201 n/a nla n1a l n/a o/a Federal Way Community Center The Federal Way Community Center Fund was established as a special revenue fund supported by user fees and utility tax transfer. Due to the Covid-19 pandemic this facility closed to the public as of March 12 1 \ 2020. Federal Way 2019 2020 YID Budget w Actual Community Center Annual YID YID YID Fawrable/(Unfawrable) ~ of06/30/2020 Budget Actual Actual Budget Budget Actual $ % Be2innin!! Fund Balance $1,566,460 $ 1,566,460 $1,566,460 $1,590,275 $ 1,208,275 $1,208,275 n/a n/a Oneratin!! Re\enues: Daily Drop-ins $ 370.000 $ 324,802 $ 175,196 $ 370,000 $ 199,576 $ 67,876 $ (131 ,700)1 -66.0% Passes 850.000 751.781 355,250 850,000 401 ,663 200,720 (200,943) -50 .00/4 City Err(Jloyee Membership Program 32.550 22.699 11.404 32.550 16,353 2,424 (13,929) -85.2% Youth Athletic Prog_ram; 47,250 31.041 15.354 47150 23.372 10,970 (12,402) -53.1% Aquatics Program;-1.essons /Classes 146,950 156,014 80,755 146,950 76,064 23 ,941 (52,123) .{i8.5% Child care Fees 3,000 9,635 4.460 3,000 1.389 1.352 (36) -2.6% Fitness Classes/Fitness Training 133,250 35.362 9,391 133,250 35.387 10,120 (25,267) -71.4% ToweVequipirent Rentals 4,000 7,005 5,260 4,000 3,004 224 (2,780) -92.5% Pool Rentals/Competitive-Lap Lanes 30,000 21 ,971 11 ,297 30,000 15,425 10,416 (5 ,009) -32.5% Rentals 246.000 236.515 122,510 246,000 127,423 35 ,645 (91 ,778} -72 .00/4 Merchandise Sales 7.875 7,167 3,992 7,875 4,386 1,314 (3,072} -70.0% Concessions /Vending 60,000 54.857 25 ,175 60,000 27,534 10,796 (16,738 .{iQ.8% Interest Earnings /Other Misc 37,476 89,802 42 ,729 10.000 4,758 983 (3,776} -79.3% Total Oneratin2 Re\enues 1,968,351 1,748,651 862 ,772 1,940,875 936,332 376,781 (559,551 -59.8% Operating hpenditures: Personnel Costs 1,586,536 1,660,795 817,153 1,605,650 790,020 512.372 277,649 35.1% Supplies 184,000 227.150 102,226 184.000 82 ,807 63,621 19,186 23.2% Other Services & Charges 193,000 256.423 112,086 193,000 84.363 54,571 29,792 35.3% Utility Cost 330,000 308,138 128,091 330,000 137,179 103 ,662 33.517 24.4% lntergovemm:ntal 20,500 3,679 3,559 20,500 8.519 8,519 . 0.0% Total Operatine hnenditures 2,314,036 2,456,184 1,163,116 2,333,150 1,102,889 742,744 360,145 32.7% Re\enues Oler I (Under} Exnenditures (345,685) (707,533) (300,344 (392,275 (166,557) (365,963) ()99.407 119.7% RecO\ery Ratio 85.1% 71.2% 74.2% 83.2% 84.9% 50.7% n/a n/a Utility Tax-Operations 387,000 387,000 270,863 312,000 312,000 312 ,000 . 0.0% Total Other Sources 387,000 387,000 270,863 312,000 312,000 312,000 . 0.0% OtherUies: Capital/Use of Reserves/Grants 17,500 37,652 33 ,612 10,000 10,000 13.599 (3.599) -36.0% Total Other Uies 17,500 37,652 33,612 10,000 10,000 13.599 (3.599) -36.0% Net Income 23,815 (358,185} (63,093' (90,275) 135 ,443 (67 ,562 (203,006 -149.9% Fnding Fund Balance $1,590,275 $ 1,208,275 S 1,503,367 $1,500,000 $ 1,343,719 S 1,140,713 $ (203,006) -15.1 % Debt Service Payments 813 ,473 813 ,773 . 813 ,473 141,811 141.811 . 0.0% Total IWCC Cmt $3,145,009 $ 3,307,609 $1 ,196,727 $3,156 ,623 $ 1,254 ,700 $ 898,154 s 356,546 28.4% Total City Support $1,125,473 $ 453,811 The operating revenue budget includes $1.94M in user fees /program revenues, and $312K contribution from utility tax for operation. Year-to-date operating revenues total $0.4M which is $560K or 59.8% below the 2020 year-to-date budget. In comparison to 2020's year-to-date budget: Daily Drop-in revenues are $132K or 66.0% below the projected revenue, and $107K or 61.3% below last year. Revenues are down due to Covid-19 and closing the Community Center on March 12 1 \ 2020. Pass Revenues are $201K or 50 .0% below the projected revenue, and $155K below last year. The Community Center has implemented a new registration system and membership software system, and we are seeing a significant drop in pass renewals from some of our members. When customers were contacted and asked to provide updated account information, many chose to cancel for various reasons. Staff has implemented new and improved marketing and sales efforts to retain and attract new members and this has been put on hold due to Covid-19. Revenues are also down due to Covid-19 and closing the Community Center on March 12th , 2020. • Aquatic Programs/Lessons are $52K or 68.5% below the projected revenue, and $57K below last year. Due to the Covid- 19 pandemic the pool has been closed since March 12 1 \ 2020, and swim lesson payments have been refunded. • Rentals are $92K or 72.0% below the projected revenues, and 87K below last year. Loss of the rental coordinator attributed to the loss of revenue. Due to Covid-19 rentals from March 11 th on were cancelled. This accounted for $25K in loss of rental revenue. Youth Athletic Programs are $12K or 53.1 % below the projected revenues. Revenues are also down due to Covid-19 and closing the Community Center on March 121 \ 2020. Year-to-date operating expenditures total $0.7M which is $360K or 32.7% below the year-to-date budget. Federal Way Community Center has recovered 50.7% of operating expenditures compared to the year-to-date budgeted recovery ratio of 84.9%. • Personnel Costs are $278K or 35.1 % below the projected budget. The facility closed to the public as of March It\ 2020, part-time staff hours were not paid, and 9 full-time employees were placed on inactive status. ~ Supplies are $19K or 23.2% below the projected budget. The facility closed to the public as of March 12 th , 2020 and building supplies have been reduced. • Other Services and Charges are $30K or 35.3% below the projected budget due to the facility being closed to the public as of March 12 1 \ 2020 and services have been reduced. Although expenditures are down, the facility has required major repair and maintenance this year such as air filters, fire hood certification, fire alarm inspections, sand media replacement in pool filters, and pool light replacement. Community Center remaining debt service principal as of 12/31/2019 is $9 .3 8M. Dumas Bay Centre Dumas Bay Centre Fund year-to-date revenue of$128K is $274K or 68.1% below 2020 year-to-date budget of$402K, and $353K or 73.3% below year-to-date 2019 actual. Year-to-date operating expenses total $322K, which is $52K or 13.9% below 2020 year-to-date budget of $374K. Dumas Bay Centre has recovered 39.85% of operating expenditures compared to 120.20% last year. Due to the Covid-19 pandemic this facility closed to the public as of March 12t\ 2020. 2019 zozo ,,TO Bud!!et vs Actu~I Dumas Bay Centre Fund Annual YfD YfD YfD Favorable/(Unfawrable) as of06/30/2020 Budget Actual Actual Budget Budl!et Actual s % Be2innin2 Fund Balance $ 1.585.695 $ 1.585.695 $ 1.585.695 $ 1.587.574 $ 1.587.574 $ 1.601.055 n/a n/a Ooeratine Rewnues: In-House Food Services 375.000 388-615 L96 .. 824 275 ,000 139.281 51.796 (87.484) -62.8% Dumas Bay Retreat Center 537.751 502.864 269.330 490.251 262.575 70.181 092.394) -73.3% Knutzen Family Theatre 26.000 34.438 14.742 --6.368 6.368 n/a Total Ooeralin2 Revenues 938,751 925 ,917 4811 ,896 765,251 401 ,856 128,346 /273,SJ0 ) -68.1% Ooeratin2 Exoenses: In-House Food Services 396.709 359.468 164.988 349.309 160.326 115.169 45.156 28.2% Dumas Bay Retreat Center 551.563 541.838 233.345 489.563 210.833 203.864 6.%9 3.3% Knutzen Family Theatre 7.600 3.888 1.762 7.600 3.019 3.019 -0.0% Total Ooerati.02 Exoenses 955,872 905.] 94 400,096 846,472 374,178 322,053 52.125 13.9% Re,,enues Owr/(Under) Expenses (17.12-1) 20,723 80.801 (81.221 ) 27,678 (193,707) (221.385) -799.9% Recowrv Ratio 98.21% 102.29% 120.20% 90.40% 107.40% 39.85% n/a n/a Transfer In Utility Tax 23.000 . -23.000 23.000 23 ,000 -n/a Total Other Sources 23 ,000 . -23.000 23,000 23 .000 -ola PUJilD Stat io n. M &O 4.000 5.362 1,234 4.000 220 220 -0% Repairs & Maintenance . --63.254 /63.254) n/a Total Other Uses 4.000 5.362 1.234 4.000 220 63,474 (63.254) -28781 % Net Income 1,879 15,361 79.567 (62.221) 50,458 (234,JSI) (28.4,639) -564.1% F.ndin2 Fund Balance $ 1.587.574 $1.601.056 S 1.665.261 s 1.525.352 S 1.638.032 S 1.366,874 $ (271,157 ) -16.6% lnterfund Loan Issue Date lnterfund Loan Original Amount Balance Responsible Fund Due Date 2/4/2020 CDBG Grant Res 16-708 $ 400,000 $ 130,570 119-CDBG Grant fund 4/13/2023 11/7/2017 Transportation Street Light Res 17-728 $ 2,500,000 $1,507,972 101-Street Fund 12/31/2022 Self-Insured Health Insurance Fund Self-Insured Health Insurance Fund year-to-date contributed revenue is $2.6M. Currently the revenue is generated from the employee paid contribution (range from $34 to $141 per employee per month) and the employer paid contribution (range from $666 to $1,973 per employee), varying depending on number of dependents. The City will maintain a reserve in the amount not less than 16 weeks of budgeted expenses ($1.29 million) as recommended by our consultant. Self-Insured Health Insurance Fund year-to-date expenditures are $2.6M for prescription services, medical services, stop loss, professional services, and wellness program. The ending fund balance for the program is $3.6M. Self Insured Health Insurance Fund -2020 Description 2017 Annual 2018 Annual 2019 Annual 2020 Adopted Jan Feb Mar Apr May Jun YTDActual Actual Actual Actual Bdgt Beginning Fund Balance 2,020,466 2,550,138 2,940,231 2,650,305 3,657,598 3,657,598 Health Insurance Prellium-Erll>k>yer Contribution Revenue 4,238,581 4,284,099 4,392,860 4,400,000 360,436 358,180 364,670 353,101 351,895 346,675 2,135,957 Health Insurance Prellium-Erll>k>yee Contribution Revenue 216,562 209,633 222,779 150,000 17,416 17,897 17,889 17,347 17,337 16,864 104,750 Health Insurance Prellium-COBRA 10,026 21,805 34,319 6,000 13,894 -13,264 11,140 9,546 47,845 Stop Loss Recovery Revenue 306,963 482,308 281,299 400,000 24,842 117,831 11,486 102,945 257,104 Interest Earnings 13,247 31,992 50,753 10,800 2,896 5,539 1,536 1,001 775 11,747 Total Rsvenue and Transfer In 4,785,379 5,029,837 4,982,011 4,966,800 402,694 393,867 505,929 396,734 381,373 476,805 2,557,402 Prescription Services 461,723 1176,391 1,634,143 800,000 133,510 68,633 90,776 76,404 84,345 73,118 526,786 Medk:al Services 2,944,877 2,747,675 1,656,869 3,300,000 36,858 586,917 322,698 261,246 84,765 161,846 1,454,331 Health Insurance -Stop Loss 464,184 642,805 567,344 730,000 59,314 58,090 59,506 56,004 57,642 59,709 350,266 Professional Services & Other 384,922 371,253 406,028 396,726 36,765 40,930 55,726 51,125 50,525 47,255 282,325 Taxes/assessrrents-interogovernrrent ·-1,620 260 30,000 260 260 Total Expenditures for Sew Insured Health 4,255,707 4,639,743 4,264,644 5,256,726 266,447 754,830 528,706 444,779 277,278 341,929 2,613,969 Ending Fund Balance 2,550,137 2,940,231 3,657,598 2,360,379 3,793,845 (360,963) (22,777) (48,045) 104,095 134,876 3,601,031 Performing Arts & Event Center Operations (PAEC) Performing Arts & Event Center Operations (P AEC) year-to-date revenue and beginning balance, and transfer in is $0.89M, and is $0.28M or 24.2% below year-to-date budget. Year-to-date operating expenditures total $0.89M, and are $0.24M or 20.9% below year-to-date budget of $1. lM. Year-to-date, $0.63M or 79.3% of $0.8M budgeted operating subsidy has been used and the P AEC Fund has a fund balance of $0. A new management company took over the management of PAEC in August 2018. As of 12/31/2019 the balance of debt service principal was $4,840,000. 115 Performing Arts & Event Center Annual 2017 Annual 2018 Annual 2019 2020 Adjusted YTDBudget YTDJune YTD Budget vs. Actual Operations (PAEC) Budget Actual Favor able/( Uni avorab le) Beginning Balance 177,413 477 (447,382) 96,638 96,638 (110,546) $ % ncketing Sales/Adrrissions Fees 124,278 136,465 597,072 523,846 261,923 114,971 (146,952 ) -561% Theatre/Event Rentals 27,824 75,123 242,223 300,000 150,000 73,204 (76,796) -51 ,2% Concessions 1,291 13,230 38,614 178,000 89,000 6,022 (82,978) -93 ,2% Advertising --15,0Q0 7,500 -(7,500) -100,0% Grants . 100,000 ----n/a Contributed Revenue -A-ivate Sources 147,170 283,100 381,746 290,746 145,373 148,747 3,374 2 ,3% Transfer in from Utility Tax/General Fund 694,703 626,762 1,516,000 800,000 400,000 634,157 234,157 58.5% nterfund Loan 500,000 . . . -n/a nvestrrent lnteresUNMTC Interest 23,264 45,611 50,722 45,605 22,803 22,803 0 0.0% Total Beg Bal, Revenue & Transfer In 1,195,943 1,680,768 2,478,995 2,249,835 1,173,237 889,358 (283,879) -24.2% Personnel Services 487,179 338,233 81,628 100,000 50,000 44,676 5,324 10.6% Personnel Benefits 167,073 82,907 26,865 40,337 20,169 15,421 4,748 23.5% Supplies 23,466 24,539 ---. -n/a other Services & Charges 496,326 1,080,185 2,259,567 1,944,684 972,342 767.145 205,197 21 .1% lntergov_ernmental Services 1,221 1,221 -----n/a, capital Outlays 1,155 36,799 103,905 ---n/a lnterfund Services 19,045 64,266 117,577 164,814 82,407 62,116 20,291 24.6% Total Expenditures 1,195,466 1,628,150 2,589,541 2,249,835 1,124,918 889,358 235,560 20.9% Total PAEC Operation Balance $ 477 $ 52,618 $ (110,546) $ (0) $ 48,319 $ (OJ $ (48,319) ·100.0% Debt Service Payments ---632,000 52 ,577 52,577 -- Total PAEC Cost $ 1,195,466 $ 1,628,150 $ 2,589,541 $ 2,881,835 $ 1,177,495 $ 941,935 $ 235,560 20.0% Total City Support $ 1,432,000 $ 452,577 $ 686,734 $ (234,157) -51.7% COVID-19 Update On March 9, 2020 Mayor Ferrell issued a Proclamation of Emergency in order to prevent the spread of coronavirus disease (COVID-19). On March 12, 2020 the Federal Way Community Center, Dumas Bay Centre, and Preforming Arts & Event Center closed to the public. Then, on March 23, 2020, State Gov. Jay lnslee issued statewide two week stay home orders and closed all the businesses except essential services. On April 3, 2020 the stay home orders were extended through May 4th • Year-to-date the city has spent $250,200 on Covid-19 related expenditures. COVID -19 Expenditures 2020 Year-to-Date June State Grant CDBG Grant Total Payrol I Expenditures 136,842 9,442 146,284 Supplies/Equipment & Services 103,916 -103,916 Total Expenditures $ 240,758 $ 9,442 $ 250J200 The City will be seeking reimbursement for some of these expenditures. FUND ACTIVITY SUMMARY Fund #/Fund Name Begin Balance YID YID YID Net Ending Balance Required Fund 1/1/2020 Rewnue Expenditures lncome/Ooss) 06/30/2020* Balance 001/101 General/Street Fund I s 11,604,046 · $ 23,222,674 . 25,899,508 l $ (2,676,834) $ 8,927,212 $9,500,000** Special Revenue Funds: 102 Arterial Street 621,584 199,713 419,290 (219,577) 402,006 $100,000 103 Utility Tax(•) 1,569,984 3,853,165 3,908,014 (54,849) 1,515,135 1,500,000 104 Affordable & Supportive Housing Sales Tax . 39,243 -39,243 39,243 - 106 Solid Waste & Recycling 194,472 225,153 251,218 (26,065) 168,408 . 107 Special Contracts/Studies Fund 748,927 21,017 . 21,017 769,944 . 109 Hotel/Motel Lodging Tax 1,329,006 73,689 9,088 64,601 1,393,607 200,000 110 2% for the Arts . . . . -. 111 Federal Way Corrnnunity Center 1,208,267 688,781 756,346 (67,566) 1,140,702 $1,500,ooo•n 112 Traffic Safety Fund 1,389,468 1,312,586 1,452,047 (139,461) 1,250,007 1,200,000 I 13 Real Estate &ise Tax Fund 3,219,084 1,375,188 1,373,567 1,621 3,220,704 2,000,000 114 Prop 1 Utility Tax 1,144,644 1,372,509 1,512,691 (140,182) 1,004,462 1,000,000 115 Performing Arts & Event Or Operations (I 10,546) 999,904 889,358 110,546 (0) . 119CDBG 35,284 876 179,924 (179,047) (143,763) . 120 Path & Trails ),191,437 126,710 . 126,710 1,318,147 . 121 Technology 3,013 5,310 . 5,310 '8,323 . 188 Strategic Reserve Fund 3,573,800 12,089 . 12,089 3,585,889 3,000,000 189 Parks Reserve Fund 1,080,794 48,804 . 48,804 1,129,597 1,125,000 Subtotal Special Revenue Funds 17,199,217 10,354,737 10,751,544 (396,807) 16,802,410 $11,625,000 I 201 Debt Service Fund 3,933,732 2,343,125 679,039 1,664,086 5,597,817 - Capital Project Funds: 301 Downtown Redevelopment 2,526,754 22,819 . 22,819 2,549,573 . 302 Municipal Facilities 288,595 976 . 976 289,571 . 303 Parks 1,741,591 70,854 35,535 35,319 1,776,910 . 304 Surface Water Management 1,925,945 5,808 100,678 (94,870) 1,831,075 . 306 Transportation 4,885,700 1,017,486 3,040,384 (2,022,898) 2,862,802 . 307 Capital Project Reserve Fund 367,936 1,245 . 1,245 369,181 . 308 PAEC Capital Fund . . 338 (338) (338) . Subtotal Capital Project Funds 11,736,521 1,119,188 3,176,935 (2,057,747) 9,678,775 . Enterprise Funds: 401 Surface Water Management 3,009,977 2,384,846 1,598,259 786,588 3,796,565 690,000 402 Duiras Bay Centre Fund 1,601,055 151,346 385,527 (234,181) 1,366,874 1,500,000 Subtotal Enlerprise Funds 4,611,033 2,536,192 1,983,785 552,406 5,163,439 2,190,000 Internal Service Funds 501 RiskManagemmt 1,502,529 606,521 1,876,553 (1,270,032) 232,497 1,200,000 .... 502 Inforrmtion Systems 3,718,972 1,274,461 1,224,249 50,212 3,769,184 503 Mail & Duplication 217,369 77,001 30,948 46,052 263,421 . 504 Fleet & Equipment 7,808,824 1,148,858 1,574,672 (425,814) 7,383,010 505 Buildings & Furnishings 2,973,258 254,955 302,945 (47,990) 2,925,268 2,000,000 506 Health Selflnsurance Fund 3,657,598 2,557,402 2,613,969 (56,567) 3,601,031 $0 ..... 507 Unemployment Insurance Fund 273,701 949 7,509 (6,559) 267,142 250,000 Subtotal lnlernal Service Funds 20,152,251 5,920,147 7,630,845 (1,710,698) 18,441,553 3,450,000 Total All Funds s 69,236,800 s 45,496,062 s 50,121,656 s (4,625,594) s 64,611,205 *The Fund balance prior to any adjustments or depreciation ** The General and Street Fund requiredfand balance is $9.5M and the current endingfand balance as o/06/30/2020 is $8,927,212 due to timing of revenue received such as property tax versus payments, and Covid-19 response to pandemic resulting in less revenue. *** The Federal Way Community Center Fund required fand balance is $1.5M and the current ending fund balance as of 06/30/2020 is $1,140,702 primarily due to the Covid-19 pandemic and the facility being closed to the public as of March 12th, 2020. Year-to-date $312K, the full annual budgeted amount of utility tax subsidy has been transferred to the Federal Way Community Center fund for operations. ****The Risk Management Fund requiredfand balance is $1.2M and the current endingfund balance as o/06/30/2020 is $232,497 due to the timing of paying insurance expenditures and claims for the year. *****The Health Self Insurance Fund will maintain a reserve in an amount not less than 16 weeks of budgeted expenses as recommended by our consultant. COUNCIL MEETING DATE: August 11, 2020 CITY OF FEDERAL WAY CITY COUNCIL AGENDA BILL SUBJECT: CIVIC PLUS -SEECLICKFIX FOR EYES ON FEDERAL WAY ITEM#: 5d POLICY QUESTION: Should Council approve the agreement with Civic Plus for the SeeClickFix Platform to support the Eyes on Federal Way Program? COMMITTEE: FEDRAC CATEGORY: IZJ Consent D City Council Business 0 Ordinance 0 Resolution STAFF REPORT BY: Thomas Fichtner, IT Director Attachments: 1. Staff Report 2. Draft Contract for SeeClickFix. Options Considered: 1. Approve the proposed purchase. MEETING DATE: July 28, 2020 • • Public Hearing Other DEPT: Information Technology 2. Do not approve the proposed purchase and provide direction to staff. DIRECTOR APPROVAL: <'ff i,~ ch luhi al/Dn lc COMMITTEE RECOMMENDATION: "I move to forward the proposed agreement to the August 11, 2020 consent agenda for approval. " ~~" v ~ -Z..ru.-n , /z.t;Juz.v Committee Chair i<oPv',.,__~ V';,\. 7.-uo(Y\ ...,/z.1;Ju7,v \(0£-hl"\~ vi ... 7-D,xv-, 1 /ti$/1,r;;ZZ> Comm ittee Member Committee Member PROPOSED COUNCIL MOTION: "I move approval of the proposed 5-year agreement for the SeeClickFix pla(form from Civic Plus for a total not to exceed $241,000.00 and authorize the Mayor to execute said agreement." (BELOW TO BE COMPLETED BY CITY CLERK'S OFFICE) COUNCIL ACTION: 0 APPROVED • DENIED • TABLED/DEFERRED/NO ACTION • MOVED TO SECOND READING (ordinances only) REVISED-11/2019 COUNCIL BILL# First reading Enactment reading ORDINANCE# RESOLUTION # DATE: July 20, 2020 CITY OF FEDERAL WAY MEMORANDUM TO: City Council Members VIA: Jim Ferrell, Mayor FROM: Thomas Fichtner, IT Director SUBJECT: Civic Plus -SeeClickFix for Eyes on Federal Way Financial Impacts: The cost to the City of $48,400 for the SeeClickFix platform Year 1, is included in the proposed 2020 Budget Amendment. After Year 1, the initial renewal term will have a base amount of $41,000 with an annual percentage increase along with any applicable taxes, which will be included as part of the IT Department's proposed budget for the 2021/2022 Budget. Background Information: At the 2020 State of the City Address , Mayor Ferrell announced the Eyes on Federal Way initiative which consisted of a smart phone app that allows residents and visitors to report any issues to the City in a simple, easy to use interface. The IT Department was tasked with surveying Federal Way 's neighboring cities and come up with a recommendation for the software platform for the app. After touring Lakewood, Auburn, Renton, and Redmond, the City narrowed the search for the app down to two platforms. After a thorough examination of the features , capabilities, integrations, and price of the two systems, the SeeClickFix platform by Civic Plus was the recommended platform to move forward with. SeeClickFix is currently used by Auburn, Renton, Shoreline, Tukwila, Covington, and SeaTac to name a few. The SeeClickFix platform is a Customer/Citizen Relations Management (CRM) system. This allows for requests to be submitted in a variety of ways such as from the City's website as well as the Android/ Apple app, with more ways including text messaging coming in future a future release. The request form is populated by City staff and will route requests to the appropriate department or staff person. If wanted , staff can interact with the citizen over the platform if additional information is needed about a particular request and once the request is completed, the system automatically notifies the requestor. Rev. 7/18 One of the deciding factors to recommend SeeClick:Fix was the platform's abilities to integrate with other City systems such as the ESRI GIS, Vueworks , and GovQA systems . In a future release , the City can also add integration to the City's AMANDA permitting system as well. These integrations allow staff to continue to utilize the system that they are used to working on, while SeeClickFix routes the requests into those systems. This means that the staff who use the Vueworks (PublicWorks) and GovQA (multiple City departments) systems won 't need to learn another system making for an easier transition. Th e propose agre em ent 1s a -year a ~reement d 5 b k d ro en own as £ 11 0 ows: Year 1 Year 2 Year 3 Year4 Year 5 Total 5-vear Base $44,000 41,000 $41,820 $42,657 $43 ,511 $212,988 Price Estimated $4 ,400 $4 ,100 $4,182 $4,266 $4 ,351 Sales/lJse $21,299 Tax (10%) Yearly $48 ,400 $45,100 $46,002 $46,923 $47,862 $234,287 Total Not to $50,000 $45,500 $47,000 $48 ,500 $50,000 $241 ,000 Exceed Amount *The Yearly Total figures subject to change based on finalized agreement annual escalator, sales/use tax increases, and additional modules purchased in future years, the "Not to Exceed Amount" provides for some contingency. Rev. 7/18 C ;t CivicPlus 302 South 4th St. Suite 500 Manhattan, KS 66502 us Ship To Thomas Fichtn er Federal Way WA -CP Connect SALESPERSON Quote#: Date: Expires On: Product: Bill To Federal Way WA -CP Connect Phone EMAIL DELIVERY METHOD Andrew Shetty x(203) andrew .shetty@civicplus .com 349-6685 Exhibit A.1 -Statement of Work QTY 1.00 1.00 Product Name DESCRIPTION CP Connect Annual Fee CP Connect Base Annual Fee CP Connect Standard CP Connect Implementation and Initial Training Implementation Total Da ys of Quote :457 Total Investment -Year 1 USD 0.00 Annual Services -Year 2 USO 0.00 CivicPlus • 302 S. 4th Street, Suite 500 • Manhattan, KS 66502 • www.CivicPlus.com Toll Free 888-228-2233 • Accounting Ext. 291 • Support Ext. 307 • Fax 785-587-8951 Page 1 Q-09334-1 5/22/2020 1 :35 PM 5/31/2020 CP Connect PAYMENT METHOD Net 30 PRODUCT TYPE Renewable One-time 1. This Sales Form and the Statement of Work (SOW) attached as Exhibit A, constitute the entire agreement ("Agreement") of CivicsPlus and the City of Federal Way ("Parties").This Agreement shall remain in effect for an initial term beginning at signing and ending August 28, 2021. In the event that neither party gives 60 days ' notice to terminate prior to the end of the initial or any subsequent Renewal Term, this Agreement will automatically renew for an additional one-year renewal term ("RenewalTerm"). 2. The subscription described herein shall have an initial term beginning with mutual execution of this form (the "Effective Date") and ending August 28, 2021, and shall automatically renew for any number of additional 1 year Renewal Terms . The Initial Term Fee of $44,000 (sum of One Time Costs and Annual Recurring Costs) for the initial term shall be invoiced at signing. Annual Costs for any renewal terms shall be invoiced on the first day of such Renewal Term beginning August 29, 2021. 3. Each full year that this Agreement is in effect as measured from the date it is signed , a technology investment and benefit fee up to 5% will be applied to the Annual Fee Increase. Client will be invoiced electronically through email. Upon request CivicPlus will mail the invoice and the Client will be charged a $5.00 convenience fee. 4. All prices for software or services billed under this Agreement are reflected on the SOW attached as Exhibit A to this Agreement, which is incorporated by reference. 5. The Recurring Costs herein are for a maximum of 120 user licenses. Client may purchase additional licenses for individual users ("User Licenses") at the annual rate of $1,000 per User License . Upon purchase of additional User Licenses, Clients Annual Services fee shall be increased from the time of purchase, reflecting the additional User Licenses and prorated to align with the Client's billing cycle. 6. The Phone Services (Voice/SMS) with unlimited lines, unlimited recordings (as further described herein), and up to 3000 minutes per user license per month and 500 SMS per user license per month. If phone usage (voice/SMS) exceeds the set usage amounts included herein, additional minutes and additional SMS will be invoiced in arrears to the client at $0.01 per minute and $0.01 per SMS. 7. The number of phone recordings and file size of phone recordings through CP Connect are unlimited . CivicPlus will store the phone recordings for up to 3 years and purge all recordings over 3 years old. Client understands it is Client's sole responsibility to download and store recordings prior to the third year. 8. Client understands that CP Connect does not collect, and discourages Client from collecting, any personally identifiable information ("PII") of the requesting citizens. In the event Client does collect PII, Client, and not CivicPlus, shall be solely responsible for the collection of such PII . 9. Client allows CivicPlus to display a "Government Websites by CivicPlus" insignia, and web link at the bottom of their web pages . Client understands that the pricing and any related discount structure provided under this SOW #1 assumes such perpetual permission. 10. The Client will be invoiced electronically through email. Upon request CivicPlus will mail invoices and the Client will be charged a $5.00 convenience fee . 11 . Client agrees to use CP Connect service (the "Service") in ways that conform to all applicable laws and regulations. Client agrees not to make any attempt to gain unauthorized access to any of CivicPlus' systems or networks. Client agrees that CivicPlus shall not be responsible or liable for the content of messages created by Client, or by those who access Service, or otherwise delivered by Service on behalf of Client. 12. CivicPlus does not own any data, information or material that Client, or its constituents, submit to the Service in the course of using the Service ("Client Data"). CivicPlus will establish and maintain safeguards against the destruction, loss or CivicPlus • 302 S. 4th Street, Suite 500 • Manhattan, KS 66502 • www.CivicPlus.com Toll Free 888-228-2233 • Accounting Ext. 291 • Support Ext. 307 • Fax 785-587-8951 Page 2 alteration of Client Data in its possession that are no less rigorous than those in effect for Civic Pius's own operations. CivicPlus will not intentionally withhold, remove and/or discard Client Data for breach of contract without first giving Client 30 days' notice and an opportunity to cure . In addition, Client shall, at all times during the life of this SOW have the right to export any existing data which qualifies as a public record under Washington state law. 13. CivicPlus will provide unlimited telephone support Monday-Friday, 7:00 am -7:00 pm (Central Time) excluding holidays, for authorized callers. Client is responsible for providing CivicPlus with authorized caller contact updates. 14. Support includes providing technical support and technical maintenance of the CP Connect software. Following initial setup, additional setup support may be contracted separately for an additional fee. 15. During the period of this Agreement and subsequent Renewal Periods, CivicPlus warrants that it will, without additional charge to the Client, take action to correct any problems or defects discovered in the CP Connect software and reported to CivicPlus by the Client, such warranty to include ongoing maintenance upgrades and technical error correction. 16. TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER CIVICPLUS NOR CLIENT SHALL BE LIABLE FOR SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND INCLUDING, BUT NOT LIMITED TO, LOST PROFITS, OR LOST DATA, REGARDLESS OF THE FORESEEABILITY OF THOSE DAMAGES, ARISING OUT OF OR IN CONNECTION WITH CLIENT'S USE OF CP CONNECT. IN NO EVENT SHALL EITHER PARTY'S AGGREGATE LIABILITY FOR DIRECT DAMAGES ARISING OUT OF A BREACH OF CONTRACT OR WARRANTY EXCEED THE AMOUNTS ACTUALLY PAID BY CLIENT IN THE 12 MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THIS CLAIM . 17. Each party represents and warrants that it has the legal power and authority to enter into this Agreement. CivicsPlus warrants that all Service provided in accordance with this SOW is free from material defects, performs substantially in accordance with its end-user documentation when used as designed , does not infringe on the intellectual property rights of third parties, and that any software included in the Service does not contain harmful code, such as viruses or malware .. CivicPlus will use commercially reasonable efforts to maintain continuous access but will not be responsible for events beyond CivicPlus' control. 18. The Parties agree that any dispute or controversy arising out of or in connection with this Agreement shall be referred to arbitration for final and binding resolution to the maximum extent allowable by law. Either Party to this Agreement may initiate arbitration of the dispute by the filing of an application for resolution by one arbitrator appointed by and in accordance with the rules of the American Arbitration Association. The arbitration shall be conducted in the city and state in which the non-filing Party is located, but the Parties agree that counsel and witnesses for all Parties may appear remotely, by live video feed (Zoom, Skype, or a similar service). The award in the arbitration shall be final, binding and non-appealable. The award may be entered as a final, non-appealable judgment in any court having jurisdiction in Washington state or Kansas. Each Party will bear their own costs and attorneys' fees arising out of the dispute and will split the cost of the arbitrator's fees . 19. The laws of the United States and the State of Washington shall govern this Agreement, without regard to conflicts of laws principles. 20. The parties agree that CivicPlus shall be the sole and exclusive owner of any and all software, materials or other original works created by or licensed to CivicPlus prior to the execution of this Agreement and that the City will refrain from any actions which interfere with those ownership rights or exceed the scope of its license as defined by this Agreement. 21 . The parties agree that scanned, copied, or electronic signatures shall have the same legal effect as originals. CivicPlus • 302 S. 4th Street, Suite 500 • Manhattan, KS 66502 • www.CivicPlus.com Toll Free 888-228-2233 • Accounting Ext . 291 • Support Ext. 307 • Fax 785-587-8951 Page 3 22 . If any prov1s1on of this Agreement shall be determined to be invalid or unenforceable, such invalidity or unenforceability shall not affect the remainder of this Agreement, which shall be construed as if such invalid or unenforceable provision had never been a part of this Agreement but in a manner so as to carry out as nearly as possible the Parties' original intent Acceptance We, the undersigned, agreeing to the conditions specified in this document, understand and authorize the provision of services outlined in this Agreement. Client By: Name: Title : Date: CivicPlus By: Name: Title: Date : CivicPlus • 302 S. 4th Street, Suite 500 • Manhattan, KS 66502 • www.CivicPlus .com Toll Free 888-228-2233 • Accounting Ext. 291• Support Ext. 307 • Fax 785-587-8951 Page4 Contact Information *all documents must be returned: Master Service Agreement, Statement of Work, and Contact Information Sheet. Organization URL Street Address Address 2 City State Postal Code CivicPlus provides telephone support for all trained clients from 7am -7pm Central Time, Monday-Friday (excluding holidays). Emergency Support is provided on a 24/7/365 basis for representatives named by the Client. Client is responsible for ensuring CivicPlus has current updates. Emergency Contact & Mobile Phone Emergency Contact & Mobile Phone Emergency Contact & Mobile Phone Billing Contact E-Mail Phone Ext. Fax Billing Address Address 2 City State Postal Code Tax ID# Sales Tax Exempt# Billing Terms Account Rep Info Required on Invoice (PO or Job #) Contract Contact Email Phone Ext. Fax Project Contact Email Phone Ext. Fax Page 5 Prepared for: Thomas Fichtner Federal Way Washington , Washington, thomas . fichtner@cityoffederalway.com (253) 835-2547 Product Name SeeClickFix Annual SeeClickFix Year 1 Annual Fee Discount Marketplace App Annual SeeClickFix Year 1 Annual Fee Discount Single Sign-On SeeClickFix Year 1 Annual Fee Discount SeeClickFix Connector for ArcGIS SeeClickFix Year 1 Annual Fee Discount SeeClickFix Connector for GovQA SeeClickFix Year 1 Annual Fee Discount SeeClickFix Connector for VUEWorks SeeClickFix Year 1 Annual Fee Discount SeeClickFix Custom Account Configuration SeeClickFix Custom Training Exhibit A-Statement of Work Prepared by: Andrew Shelly Account Executive andrew.shetty@civicplus.com (203) 349-6685 DESCRIPTION SeeClickFix Annual Licenses Year 1 Annual Fee Discount Marketplace App Annual Year 1 Annual Fee Discount Single sign-on uses SAML to replace standard SeeClickFix authentication with a third party authentication service such as Active Directory. Year 1 Annual Fee Discount Feature Service within ArcGIS to display your request data in internal reports, public maps and Open Data Portals Year 1 Annual Fee Discount SeeClickFix-hosted integration with GovQA's CRM/311 solution (WebQA). Requires GovQA Open311 API. Features include: Syncing Request Categories Syncing Request Questions & Answers Syncing Requests Year 1 Annual Fee Discount SeeClickFix-hosted integration with VUEWorks (DTS GIS), via Service Call Web Service (REST methods) Year 1 Annual Fee Discount SeeClickFix Custom Account Configuration SeeClickFix Custom Training Issue Date: 5/26/2020 Pricing Expires: 5/31/2020 QTY TOTAL 120.( 0 USO 41,979.46 1.00 USD-9,100.00 1.00 USO 3,498 .29 1.00 USO -800.00 1.00 USO 787.11 1.00 USO -100 .00 1.00 USO 787 .11 1.00 USD -49 .92 1.00 USO 1,574.23 1.00 USO -100 .00 1.00 USO 2,623 .72 1.00 USO -100.00 1.00 USO 1,500 .00 1.00 USO 1,500.00 TOTAL: USO 44,000.00 Page 6 One Time Costs USO 3,000.00 Recurring Costs USO 41,000.00 *Annual Fee is subject to 5% annual technology uplift in subsequent renewal years, starting with the second renewal year. Page 7 COUNCIL MEETING DATE: August 11, 2020 CITY OF FEDERAL WAY CITY COUNCIL AGENDA BILL SUBJECT: MICROSOFT ENTERPRISE AGREEMENT ITEM#: Se POLICY QUESTION: Should Council approve the 3-year Microsoft Enterprise Agreement with Insight Public Sector, Inc.? COMMITTEE: FEDRAC CATEGORY: [8] Consent D City Council Business D Ordinance D Resolution STAFF REPORT BY: Thomas Fichtner IT Director MEETING DATE: July 28, 2020 • • Public Hearing Other DEPT: Information Technology ---------------------- Attachments: 1. Staff Report 2. City of Federal Way Microsoft EA Renewal Pricing 3. Sample Enterprise Agreement from Washington State DES Options Considered: 1. Approve the proposed purchase. 2. Do not approve the proposed purchase and provide direction to staff. MAYOR'S RECOMMENDATION: Option 1. DIRECTOR APPROVAL: • COMMITTEE RECOMMENDATION: "I move to forward the proposed agreement to the August 11, 2020 consent agenda for approval. " ~y-()d\ V I t\ /_,Oort\ , lu I u 1-o Committee Chair KufPt>--GJ \(1"'-1(»/Y\ 7 /i,e:,J~1--"D eommittee Member -Ko£,1,,m1--r v-,· .... 1.oofV\ 1fz,,s/z..c2<:::> Committee Member PROPOSED COUNCIL MOTION: "I move approval of the proposed Microsoft Enterprise Agreement from Insight Public Sector, Inc.for a total not to exceed $389,168.99 and authorize the Mayor to execute said agreement." (BELOW TO BE COMPLETED BY CITY CLERK'S OFFICE) COUNCIL ACTION: • APPROVED • DENIED • TABLED/DEFERRED/NO ACTION • MOVED TO SECOND READING (ordinances only) REVISED-11 /2019 COUNCIL BILL# First reading Enactment reading ORDINANCE# RESOLUTION # DATE: July 20, 2020 CITY OF FEDERAL WAY MEMORANDUM TO: City Council Members VIA: Jim Ferrell, Mayor FROM: Thomas Fichtner, IT Manager SUBJECT: Microsoft Enterprise Agreement Financial Impacts: The EA renewal is split into three payments. The three payments are taken from 2020, 2021, and 2022 funds respectively. The total cost to the City for the entire agreement is $389,168.99 inclusive of a 10% tax. The total "Year-1" (2020) payment will be $133,858.11 inclusive of tax. The "Year-2" (2021) payment will be $116,050.40 plus tax (figured with a 5% inflator) and the "Y ear-3" (2022) payment will be approximately $116,050.40 plus tax (figured with a 5% inflator). The IT Department has budgeted a total amount of $109,045 for the Microsoft Enterprise Agreement. Included in the proposed 2020 Budget Amendment is an additional $20 ,000 to cover the Windows 7 Extended Security, which brings a total budgeted amount of $129,045. The additional $4,814 will be absorbed by savings within the IT fund. For Years 2 and 3, the additional $18,610.44 will be included as part of the IT Department's proposed budget for the 2021/2022 Budget. Background Information: The City has maintained an Enterprise Agreement (EA) with Microsoft since 2008. The EA provides licensing for all of the City's Microsoft software ranging from the Wi~dows desktop operating system, Office productivity suite, Exchange/Outlook email system, SQL database and Windows Server platforms. The EA also provides many benefits to the City such as technical support and Software Assurance for licensed products which includes version upgrades to the latest release of the software, staff training resources for Windows, Office and other products. Based on the previous Enterprise Agreement, Microsoft has increased the prices of their products across the board on average of 6.64%, with some products such as Office increasing by 19.9% and Windows by 18 .8%. Meanwhile, Microsoft is also pushing adoption to their Microsoft 365 cloud platforms, which include many additional features and licensing advantages over traditional on-premise licensing models. With the increase in the City's license staying status-quo, a calculation was performed to determine if it was Rev 7/18 possible to leverage some of the Microsoft 365 benefits, while keeping our annual payment inline with what we would be paying for the traditional on-premise model. A hybrid approach that blends both on-premise as well as Microsoft 365 was crafted that allows the City to reduce the total amount of licenses it needs due to the Microsoft 365 platform licensing up to 5 devices per user. Originally the City had 4 79 user/device licenses, but only needed 405. This was due to the City having more physical devices than users. With the Microsoft 365 and on-premise hybrid plan, the City can scale back down to 405 total user licenses. This will give the City 130 licenses for the Microsoft 365 platform, while still keeping 275 users licensed with on-premise licensing. This hybrid model will allow the City to deploy the Microsoft 365 plans to users who can take full advantage of it, such as users with Microsoft Surface devices and users who are more mobile focused. It will also allow the City to pilot the Microsoft 365 cloud and figure out the best way to deploy it to users City-wide . In addition, should the City increase staffing and licensing requirements, it is possible to add additional licenses as needed throughout the term of the agreement, by performing a True-Up. This agreement also includes the Software Assurance (SA) cost for the additional 80 Remote Desktop licenses that the City purchased to facilitate remote work during the COVID-19 pandemic. The additional 80 licenses will bring the total amount of remote licenses available to the City to 100 at the time of this writing. This Enterprise Agreement will be purchased from Insight Public Sector, Inc., an authorized Microsoft Reseller, which is selected based on the Washington State Department of Enterprise Services (DES) Master Contract# 06016. The current Washington State DES Master Contract will expire in 2021, at which time DES will solicit bids again from Microsoft resellers. Each reseller provides a different price for software based on their margin with Microsoft. This is why there is a 5% inflater for the "Year-2" and "Year-3" payments, as it is unknown which reseller will be chosen based on the DES bids, and what the winning reseller's margin will be. Hopefully it will be the same or less, however, it is necessary to provide a possibility of up to a 5% increase. Rev. 7/18 City of Federal Way Microsoft EA Renewal Pricing Part# ~ 076-01912 Prjct ALNG SA MVL 228-04433 SQLSvrStd ALNG SA MVL 269-12442 OfficeProPlus ALNG SA MVL Pltfrm AAD-34700 M365 E3 FromSA GCC Unified ShrdSvr ALNG SubsVL MVL PerUsr AAD-63084 M365 ES frmSAw/o WDATP/CAS GCC Unif ShrdSvr ALNG SubsVL MVL PerUsr 312-02257 ExchgSvrStd ALNG SA MVL 359-00792 SQLCAL ALNG SA MVL DvcCAL 6VC-01254 WinRmtDsktpSrvcsCAL ALNG SA MVL UsrCAL 77D-00111 VSProSubMSDN ALNG SA MVL 7NQ-00292 SQLSvrStdCore ALNG SA MVL 2Lic Corelic 9EA-00278 WinSvrDCCore ALNG SA MVL 2Lic Corelic 9EM-00270 WinSvrSTDCore ALNG SA MVL 2Lic Corelic 9EN-00198 SysCtrStdCore ALNG SA MVL 2Lic Corelic 9EP-00208 SysCtrDatactrCore ALNG SA MVL 2Lic Corelic D87-01159 VisioPro ALNG SA MVL KV3-00353 WINENTperDVC ALNG SA MVL Pltfrm W06-01072 CoreCAL ALNG SA MVL Pltfrm UsrCAL AAD-50078 Win7 ESU 2020 Alng Per Device fili'J -· ~ \I:m8 6.00 117.17 $ 703.02 1.00 147.13 $ 147.13 275.00 95.25 $ 26,193.75 120.00 292.56 $ 35,107.20 10.00 484.34 $ 4,843.40 2.00 126.79 $ 253.58 5.00 34.23 $ 171.15 100.00 21.68 $ 2,168.00 3.00 307.79 $ 923.37 8.00 587.69 $ 4,701.52 60.00 126.18 $ 7,570.80 136.00 18.03 $ 2,452.08 8.00 18.03 $ 144.24 8.00 49.21 $ 393.68 7.00 100.36 $ 702.52 275.00 42.26 $ 11,621.50 275.00 45.19 $ 12,427.25 220.00 50.75 $ 11,165.00 Sub Total $ 121,689.19 Tax@10% $ 12,168.92 Total Estimated Payment $ 133,858.11 $ 121,689.19 Year 1-Pre Tax $ 116,050.40 Year 2 -Pre Tax w/5% inflator $ 116,050.40 Year 3 -Pre Tax w/5% inflator $ 353,789.99 Total 3-Year Contract ~ $ 703.02 $ 147.13 $ 26,193.75 $ 35,107.20 $ 4,843.40 $ 253.58 $ 171.15 $ 2,168.00 $ 923.37 $ 4,701.52 $ 7,570.80 $ 2,452.08 $ 144.24 $ 393.68 $ 702.52 $ 11,621.50 $ 12,427.25 $ 110,524.19 $ 11,052.42 $ 121,576.61 $ 389,168.99 Total 3-Year Contract w/10% Tax .! Microsoft Volume Licensing Enterpris e Agreement State and Lo cal CTM (Custom Agreement) for Washington State-Department of Enterpri se Services Not for Use with Microsoft Business Agreement or Microsoft Business and Services Agreement ' . WA~~s~oJq~,15, This Microsoft Enterprise Agreement ("Agreement") is entered into between the entities identified on the signature form. Effective date. The effective date of this Agreement is the first day of August, 2016. Any reference in this Agreement or an Enrollment to a "day" mean s a calendar day , except references that specify "business day". This Agreement consists of (1) these Agreement terms and conditions, includi ng any amendments and the signature form and all attachments identified therein, (2) the Product T~n-ns applic:able to Products license-0 und er this Agreement , (3) the Onl ine Services Terms , (4) any Affiliate -Enrollment entered into under th is Agreement, and (5) any order subm itted under this Agreement. ~ .,..,. :. . ' \-~ .. Please note: Do_c uments refe:ence_d in this Agreei:nent ~ut not attach~d. i~;j~~J!1j1Tr,~~!~ fo rm '!lay be fou nd at http://www.m1crosoft.com/1tcens1ng/con trac ts, 1nclu 91ng the Proct.1;1~t, ~f.ifil'.~f ~hd Us ~✓-Rights . Th ese documents may contai~ additi~,r~~ terms and conditi.<;>p ~-~or .Pro-du~~~ l~~en,M~l:i'ij~~ t_h1~4Qr;eement and may be changed from ti m. ~J9 ~m;~uston:ier shoyld review such do,cl'l~l'E;!i'.lt_~'V~f~f Ul!¥ii.1;bo:tpJat..the time of ~ign ing and period ical!y;;ffu'e~~a,i~!; al'i,ti~l ul !Y. ._y1f)d«::rs ~~-aJ( lf:!f!Jl S ~f , cqn Bjfi,6~~J . " -· :~r,oducts hcensed. Nonethel~s~l ?fr~ ih e 'i:lqpumeQts1n·c1ua_~d 1~:·the p~~_grap~~f!l.f?.piJJ }{!r:i_:,, .. ·~: . .,, sl!W.ments they may ret~wn..ce as bmdmg) are-5,!nte~~ed',t~ ~1.4q,cofP,Oiat~~ In t$ t~1,ft$(f1fF.f mept .·••=-$;;:.,;·, t\;_f; .~ '1 ••• , ··1 .,,.·· ~ • -~_':_~~~~ .• ~~::.,~·J;t';~1~ ~-ff\, ,ir.~ Terms and-~(j~;tli!€/ttt9~s-i-'{t:;; -!•,• }, . 1. Definitionst,, •~: .. ··.• ~_; I.• "Affilia.f--~m'e'a~'$-'~. J '.t ., -!:l~ • " , ,a. '·with regard to Customer, .;.:.:•: ,.;;• •,., (i) any government agency, department, office, instrumentality, divi sion, un it or other entity of the state or local government that is superv ised by or is part of Customer , or wh[ch supervises Customer or of which Customer is a part, or which is under common supervision with Customer; (Ii) any county, borough, commonwealth , city , municipal ity , town , township, special purpose district, o r oth er si milar type of governmen ta l instrumentality established by the laws of Custome r's state and located within Customer's state Jur isdiction and geographic boundaries; and (iii) any other entity in Customer's state expressly authorized by the laws of Customer's state to purchase under sta te contracts; provided that a state and its Affiliates shall not, for pu rp oses of this definition , be considered to be Affiliates of the federal government and its Affiliates; and b. with regard to Microsoft, any legal entity that Microsoft owns, that owns Microsoft, or that is under common ownership with Microsoft; "Customer" means the legal entity that has entered into this Agreement with Microsoft; EA2015Agr(US)SLG(ENG}(Aug2015) CTM Page 1 of 12 Based on Document X20-12056 "Customer Data" means all data, including all text, sound, software, image, or video files that are provided to Microsoft by, or on behalf of, an Enrolled Affiliate and its Affiliates through use of Online Services. "Enrolled Affiliate" means an entity, either Customer or any one of Customer's Affiliates that has entered into an Enrollment under this Agreement; "Enrollment" means the document that an Enrolled Affiliate submits under this Agreement to place its initial order; "Enterprise" means an Enrolled Affiliate and the Affiliates for which it is responsible and chooses on its Enrollment to include in its enterprise; "Fixes· means Product fixes, modifications or enhancements, or their derivatives, that Microsoft either releases generally (such as Product service packs) or provides to Customer to address a specific issue. "License" means the right to download, install, access and use a Product. For certain Products, a License may be available on a fiXed term or subscription basis ("Subscription License"). Licenses for Online Services will be considered Subscription Licenses ; "Microsoft" means the Microsoft Affiliate that has entered into this Agreement or an Enrollment and its Affiliates, as appropriate; · "Online Services" means the Microsoft-hosted services identified as Online Services in the Product Terms. "Online Services Terms" means the additional terms that apply to (?u~tpmer's use of Online Services published on the Volume Licensing Site and updated from time t.o time .. ::}~{,·,, . ~., -·: ·,: .... ,. i~·; ;!"•.,, ~ ',, "Product" means all products identified in the Product i;:erm s , s1:ich as al ['~~fl»'Jlf~.Or:i i/.n e Services and other web-based services, inc%~ pre-r~lease or P~!~:~versions.~ , 1 ,_ 1 •• ,,·· 1}(~+~~lr:. /· -,i "Pro~uct Terr:is" mean~.~-~~~}~~t~Ptt .provide~;infor,rn~ti on abo!~~ 1icfu~~1it_oq~(ts~;~/ .. · fessional Services available thr!ll,ti@h:v.dltlfDe licsnsJng , · The Product Terms dq:cu .m!;llJ,i -J~·P.l!O:lr'§:, eg ~o· .... ¥plume Licensing Si~~ .ang -rs'upaated from timeM> ti fn ,e. · .: . ·~t,,' ·.:..$~'~!fl·\; ./:lf:i. ,.• ;)1?" t·r.-,;-'---',,i:~ • •ft" ... •· •:~•r ,:·:•'~,. . a,. .... f..:~t;-# ,-• h.-1 • "SLA" means 'S"eivlce Level.-Agreement >\.vhictt~f:!~~W~s tt1·~·T-i!1ln:.)'q~terv_1~@ evel f~r, 9,nli,ri~ Services and is published on the Volume Licensing Site. ••,,,, .... ,1,. _. '.I:( ·• .,t ,i~'-~'0• .. -·: :;1 "} ,---,'..:~t t : 1 1" ,:-; , ~ ,r;;:.:.-if :; " :·software" ~eans li~ensed copies of Microsoft softw'~~~.aen~[~.~;t.?n ~~ '.of:luct Terms. Software does not include Online Services, but Software may be part of al');-1~cr:1.~ne Service; ·fr~ f. ., .. ,..~..,, • "Software Assurance" is . an offering by Microsoft that provides new version rights and othe r benefits for Products as furtt.ier described in the Product Terms. . -1:e , • ., .,,,...,.,.._ ' .. :!· ..... :°'!"·: i ·=[~ ••: ,,.......... , -·'·.. ·•.: ... "Tra ·e S,ecret" 'means information that is not generally known or readily ascerl,c:!j~abl.'?. !Q the public, has ecqogJnic'value as a result, and has been subject to reasonabl_e steps under the,c.ltt'r!mstances t6:maintain its ·secrecy; ""< .. "use" or "run" means to copy, install, use, access, display, run or otherwise interact. "Use Rights" means the use rig hts or terms of service for each Product published on the Volume Licens ing Site and updated from time to time . The Use Rights supersede th e terms of any end user license agreement that accompanies a Product. The Use Rig hts for Software are published by Microsoft ln the Product Terms. The Use Rights for Online Serv ices are published in the ·Online Services Terms. "Volume Licensing Site" means http:/lwww.microsoft.com/llcensinq/contracts or a successor site. 2. How the Enterprise program works. a. General. The Enterprise program consists of the terms and conditions on which an Enrolled Affiliate may acquire Product Licenses. Under the Enterprise program, Customer and its Affiliates may order Licenses for Products by entering into Enrollments. b. Enrollments. The Enterprise program gives Customer and/or its Affiliates the ability to enter into one or more Enrollments to order Products. Subscription Enrollments may be available for EA2015Agr(US)SLG(ENG)(Aug2015) CTM Page 2 of 12 Based on Document X20-12056 some of these Enrollments. Notwithstanding any other provision of th is Agreement, only Enrolled Affiliates identified in an Enrollment will be responsible for complying wl\h the terms of that Enrollment, including the terms of this Agreement incorporated by reference in that Enrollment c. Licenses. The types of Licenses available are (1) Licenses obtained under Software Assurance (L&SA), and (2) Subscription Licenses. These License types, as well as additional license Types, are further described in the Product List. d. Pricing. (/) Establishing Price Levels. The Pr.ice Levels that Microsoft will charge Enrolled Affiliale's reseller for all Enrollments entered into on or after the Effective Date of this Agreement, and that will apply for the entire term of such Enrollments, are as follows: 1) Enterprise Products & Enterprise Online Services: Level D minus 8% for initial orders; and Level D for all subsequent orders (e .g . Tru e-ups, Supplemental Orders, Annual Orders). 2) Additional Products & Additional Online Services: Level D for initial orders and for alt subsequent orders (e.g. True-ups, Supplemental Orders, Annual Orders). (ii) Placing Orders through Reseller. Orders under ao Enrollment will be made to Enrolled Affiliate's Reseller. Microsoft will invoice the Re.seller according to the terms in the applicable Enrollment. Throughout this Agreeinen(:_J /:Ja.A e@. "price· refers to reference price. The Reselfer and the Errolied.,Wtiliateft Wf..ll.~'det~llninf) the Enrolled Affiliate's actualprice and payment te~ms.J' .:·"\,. ... , '''•'"':•:·,~\ ' · ~"•t'., ,. . . '';""{<~:)it\.~_, ' ~! _;<" . ··.· ::·;,: .. ;f'.~.'~.:.t{~:,rr,-;_ 3. Licenses (R r...P~aucts.• .,.~ ·· ,-"'~-~--~f .. ·.i',,.,-rr ~t .•. :Cllft,•·,;r. . .. a•M-""" .:,·,. :•· • '{ _. · !• ,! z'1 ..,.I' •iJ-.;.!.~,'_jiJ't:··1 ~ r ,/• ,. 3 •~• · ":,.('\ a. -~-~~_nse Gra~t. Microsoft ·want ~V~ .. .:"' Entef P,_ ise. ~ ri ~-e J lif.~~v$}iv~r ~vJif ... ,.;,f1hjiYt~d _right to download, install an"d use.,1.software~J:~roduc.ts, .and fo ,a·eq:ess':and us~}he,.Gnlme Seivtces, each_ in the quantity ordered· O~dei-=ci~i gn,rol~·m~~f ·~l.he1'i~pJ~:g~lit.ite9 i'.f.~~!sub'ject to t~e terms of this Agreement,_ the_ Use Rights anclr tt.i~;,P.ro~~~~.,:;~r~;?.~l.r,~Je_rosq1t1teserves all nghts not expressly granted 1n this Agreement. ".', , , . ~•.. ,, ''i'';, · •)!, , • .,. b. Duration of Licenses. Subscription Ll t ertses and most S_oftware Assurance rights are temporary ·and exp ire w hen the applicable Enrollm~rt is terminated or expires, unless the .,~-Enrolled Affiliate exercises a buy-out option, which •isd ivailable;f<1r some Subscription Licenses. · _ Exeept as otherwise noted in the appllc~ble Enrbllment or Use Rights , all other Licenses , . ;,_, ,;'"'· ~,i'' · become perpetual only when all payments for that License have 5een made and the Initial 7: Enrollment term has expired . ' c. Applicable Use Rights. (i) Products {other than Online Services). The Use Rights in effect on the effective date of the Enrollment will apply to Enterprise's lJSe of the version of each Product that is current at the time. For future versions and new Products, the Use Rights in effect when those versions and Products are first released will apply. Changes Microsoft makes to the Use Rights for a particular version will not apply unless the Enrolled Affiliate chooses to have those changes apply. The Use Rights appllcable to perpetual Licenses that were acquired under a previous agreement or Enrollment are determined by the Agreement or Enrollment under which they were acquired. Renewal of Software Assurance does not change which Use Rights apply to those Licenses. (ii) Online Services. For Online Services, the Use Rights in effect on the subscription start date will apply for the subscrip ti on term els defined in the Product Terms, d. Downgrade rights. Enrolled Affiliate may use an earlier vers ion of a Product other than Online Serv ices than the version that is CL!rrent on the effective date of the Enrollment. In .that case , the Use Rights for the current version apply to the use of the earlier version . If the earlie r EA2015Agr(US)SLG(ENG)(Aug2015) CTM Page 3 of 12 Based on Document X20-12056 Product version includes features that are not in the new version, then the Use Rights applicable to the earlier version apply with respect to those features. e. New Version Rights under Software Assurance. Enrolled Affiliate must order and maintain continuous Software Assurance coverage for each License ordered. With Software Assurance coverage, E nterprise automatically has th e right to use a new version of a licensed Product as soon as it is released, even If Enrolled Affiliate chooses not to use the new version i mmediately. (i) Except as otherwis e per mitted under an Enrollment, use of the new version will be subject to the new vers ion's Use Rights. (ii) If the License for the earlier version of the Product is perpetual at the time the new version is released, the License for the new version will also be perpetual. Perpetual Licenses obtained through Software Assurance replace any perpetual Licenses for the earlier version. f. License confirtnation. This Agreement, the applicable Enrollment, Enrolled Affiliate's order confirmation, and any doc umentation evidencing transfers of perpetual Licenses , together w ith proof of payment , will be Enrolled Affiliate's evidence of all Licenses obtained under an Enrollment. g, Reorganizations, consolidations and privatizations. lfttie number of Licenses covered by an Enrollment changes by more than ten percent as a . result of (1) a reorganization, consolidation or privatization of an entity or an •operating .alvlslor:,, (2) a privatization of an Affiliate or an operating division of Enrolled Affiliate-or any'.:(~'f_;({s1Xffi.ilates,.or (3) a consolidation including a merger with a third party that h c1s an. ext~tihg·:agfe:~%'~1,Yor-Er:iro l,lrnent, Microsoft will work with EnroJl~.d Affiliate in good J~itfi ·.to ~eterm_ine P.9'!tJ~:;~q.9Pmrrl'Q;c1~t7, its changed circumstanc~~ .. lg~fS1$,£~Q,~exJ of this Ag(~ment. . '~0 {'. ·;,:7f'· ~ :_-'~~~~;" 1 \::;~ '. i•1,.t ";;t,,fl-1?~-,..,~ . ·. --:;,-. :!' ~.? •3-"'}:=. '. ' .. I,-, ;!..:/..'..i;, .. , __ ·•'-.' 4. Making 'c,;,pfes ""of Prodti.cfs .-.anilr?#i~agih'g r"ig#ts.. . . :r\,!.-::~}\t}-'.! · n~~-~ '~ -t~. ~.:!,. ,~\I ., -;~ t ~1 ~:"'•\ .; .f (1 _:· ~ -~,,,, a General. Enro.lled Affiliate ifjay nJ.~~~-'~s maf1Y,_ c~_i~~--,aeag_9ts, ~~Jit,needs to distribute the m within t~e Enterprise. Co pie ~~t;,,?e1!.trH~·~~tl.,. ~0,mP.lete (irj'Jifuding copyright and . trademark notices) from mast~r cop!M-,o~t~·\ti;~~1f'2,1r a.··~~<ts9ft approved ~lfillment so~rc7. Enrolled Affiliate may use a third party to n1,ake . tl:iese -cop1es,:01.,1.t Enrolled Affiliate agrees 1t will be responsible for any third party's actions . Enrolled Affiliate agrees to make reasonable efforts to notify .jt/;i ·,emplqyees, agents, and any other .,irJ~h!iduals Who 1,1s e the Products that the .. .. ,. .. F;>rQducts are licensed' from Microsoft and subject, to~tfi~ terms-of this Agr.eement. ;..,-.. ~ ... -. ~ . "b., "€opies for training/evaluation and back-up. For all ProdLicts otheJ-1:han Online Services, • 1,f·-Enrolled Affiliate r:nay : (1 ,) use up to 40 complimentary .copies -of any llcensed Product in a ·· dedicated training facility on its premises for purposes of train ing on that particular Product.~(2) use up to 20 complimentary copies of any Products for a 60 day evaluation period, and (3) use one complimentary copy of any licensed Product for back-up or archival purposes for each of its distinct geographic locations. Trials for Online Services may be available if specified in the Use Rights. c. Rig ht to re-image. In certain cases , re-imaging is permitted using the Product media . If the Microsoft Product is licen sed (1) from an original equipment manufacturer (OEM), (2) as a full packaged Product through a retail source, or (3) under anothe r Microsoft program, then media provided u nder this Agreement may gene rally be used to create images f or use in place of copies provided through that separate source. This right is conditional upon the following : (i) Separate Licenses must be acquired from the separate source for each Product that is re- imaged. (ii) The Product, language, version, and components of the cop ies made must be identica l to the Product, language, version, and all components of the copies they replace and the number of copies or instances of the re-ima ged Pro duct permitted remains the same . EA2015Agr(US)SLG(ENG)(Aug2015) CTM Page 4 of 12 Based on Document X20-12056 . (iii) Except for cop ies of an operating system and copies of Products licensed under another Microsoft program, the Product type (e.g., l:Jpgrade or full License) re-imaged must be identical to the Product type licensed from the separate source. (iv) Enrolled Affiliate must adhere to any Product-specific processes or requirements for re- imaging identified in the Product Terms. Re-imaged Products remain subject to the terms and use rights of the License acquired from the separate source. This subsection does not create or extend any Microsoft warranty or support obligation. 5. Transferring and reassigning Licenses. 6 , . .. a. License transfers. Enrolled Affiliate may transfer only fully-paid perpetual Licenses to: (i) an Affiliate or (ii) an unaffiliated third party in connection with (A) a privatization of an Affiliate or agency or of an operating division of Enrqlled Affiliate or an Affiliate , (B) a reorganization, or (C) a consolidation . Upon such transfer, Enrolled Affiliate must uninstall and d1~s9ritinue using the licensed Product and render any copies unusable. • ·· ., .. b. Notification of License Transfer. Enrolled Affiliate mu~t notifY':-ik1i 9(~~9.ft of a License transfer by completing a license transfer_. form , ,.·-;vvlilcH '.' · i"'ai:i;~(~be .).:-;obtained from http ://www.m icroso~~<??mllice nslng/cont~ait's}and sclr:,i.gio g 'tn:E!~~:~rJipl ~l~_cfH~cqi_ t o Microsoft before the Llq~~~~~ll~r,(sfer. No License ti'.~ri sfe_r will ~e\y?~I~ •~ )~2f"'~.QJ!.$,~;~ffj !j.~t~. provides to the tra11.~~,(~~/~~~-~9.;,_tra ~~_wree i!~f .. ~f ts1• 1n ~{J~mg ,l ~OS!:'.FQ ~l!l.t~,~if~W .. ~t.~t<?.!;~r,1able the transfere~#j~~cert:~fti.,t~e*.~co ~~.~ RU,WP ~J~nd li ~1tlb ~~:-~f~h tf[(\$,!l ~;;..~ij(1!~sJ,il{Y1M~osoft ~~~ri-the li ceAses be(n~ tri;lnsfert:e ~:'t!~cl ~~~~• "."''t~q~t _IJ )Jnt~t!.9.Pi.{~~,,ijp__@~~~i~~ D~~1ghts, tis'e'!.a~<:I transf~r restrr_ct1on~_;.,wa~f_ar !,!.~~;ana ·1_1,m1t~flo'lJ!f o{J~t;li'Q&i._ :Ani ~~lce_p~e transfer not made 1n compliance with th1 s,sectiol):Y'l1l l_p,,, vo,1 q .. j_{-i(,1:(.'i";l .~ ·., ~ \_'· :. · c. Internal Assignment of License•;-~\cl);'sd'ft'#f;;;t;i;~µ}~te. Lic~nses and Software Assurance must be assigned to a sing·l~li§'er-o r'd~lll ce witbit:J; the Enterprise. Licenses and Software A_ssurance may be reassigned wilhiri the Enterprise ~s described in the Use Rights. ''fifi:rrf and termination. ,,,,1..:._r .. •• :!li-~-,~"'~: Term. The te,rm of this Agreement will be 36 full calendar months from the Effective date ·--· .unless termi nated by either party as des.cribed below. Each Enrollment will have the term provided in that Enrollment. b. Termination without cause. Either party may termi nate this Ag,reement, without cause , upon 60 days written notl ce. In the even t of termination, new Enrollmen ts will not be accepted, but any ex istlng Enrollmen t will continue for the term of such Enrollment and will continue to be governed by this Agreement. c. Mid-term termination for non-appropriation of Funds. Enrolled Affiliate may terminate this Agreement or an Enrollment without liability, penalty or furthe r ob li gation to make payments if fu nds to make payments under the Agreement or Enrollment are not appropriated or allocated by the Enrolled Affiliate for such purpose. d. Termination for cause. Without lim iting any other remed ies it may have , either party may term inate an Enrollment If the othe r party materially breaches its obligations under this Agreement, including any ob li gation to subm it orders or pay invoices. Except where the breach is by its nature not cu rable wlthin 30 days, the t erminating party must give th e other party 30 days ' no tice of lts Intent to terminate and an opportunity to cure the breach. EA2015Agr(US)SLG(ENG)(Aug2015) CTM Page 5 of 12 Based on Document X20-12056 If Microsoft gives such notice to an Enrolled Affiliate , Microsoft also will give Customer a copy of that notice and Customer agrees to help resolve the breach. If the breach affects other Enrollments and cannot be resolved between Microsoft and Enrolled Affiliate, together w ith Customer's help, within a reasonable period of time, Microsoft may terminate this Agreement and all Enrollments under it. If an Enrolled Affiliate ceases to be Customer's Affiliate, it must promptly notify Microsoft, and Microsoft may terminate the former Afflliate's Enrollment. If an Enrolled Affiliate terminates Its Enrollment as a resu lt of a breach by Microsoft, or if Microsoft terminates an Enrollment because Enrolled Affiliate ceases to be Customer's Affiliate, then Enrolled Affiliate will have the early termination rights described in the Enrollment. e. Early termination. If (1) an Enrolled Affiliate terminates it s Enrollment as a result of a breach by Microsoft, or (2) if Microsoft terminates an Enrollment because the Enrolled Affiliate has ceased to be an Affiliate of Customer, or (3) Enrolled Affiliate term inates an Enrollment for non- appropriation of funds, or (4) Microsoft terminates an Enrollment for non-payment due to non- appropriation of funds, then the Enrolled Affi liate will have the following options : f. (i) It may immediately pay the total remaining amount due, including all installments, in which case, the Enrolled Affiliate will have perpetual rights for all Licenses it has ordered; or (II) It may pay only amounts due as of the termination date, ·in which case the Enrolled Affiliate will have perpetual Licenses for: 1'< 1) all cop ies of Products {including the latest versio~i'.of Products ordered under SA coverage in the current term) for which \f3/.J.1.Jent •.l:l~~~:~'!,l'lJ~9~ i_n full, and 2) the number of copies of Produc;;t~J It has ... rde r~d 1tf.f~1.u4,toJJ -.tb.~latest version of Products orp ered under Softwa~e._ Assurance . co)le_r,~-g ·· ... (n'Y.cu .rr~~t1~1erm) that is propo.r:!ior,i~l,.·.!~ ~e total of in~tall~ent payments gaicl j~~ws:t~f~Q~9tnoi.in !~ .due (pa id ar)c;J P.aya)3Lt© tf the ,early j ~rmmat,on had net occurrgd.>~ f.' ~ ., ~:'•.f'f.{J;.;\: ·.,. . (ill).,!9 thii €.is~~b tEiriy'Ter.~p:iti~,~n~e r ·i YP.tcrip )~n ,E~~MJ~t~; ~nrt1JlJt~w~~t~~Jil have '"i1ftie followlng ·opt1ons· ,,,. ' ~ :•1; :'I'~-• ,~ ',"' '. ·, , • · 'f "·1•E• ~ •; -._ •~ 0 t • 4 ~-" • ,•I • ):~ .-• i~ ~I ; •• i~;. /:-;1:7; t ~.. • ~' ~ 1) For eligi~le ~roducts Enroff~-9 .. ~ffiliate !J?-~,>';~obta(~~ :it£~!\Jal ui~~nses as described in the section titled "Buy-out optlqn;.\p,J.\ll \fI~.sid , th~i {r0:. C!:J,~~o.ff rece-.ves the buy-out order for those Licenses within 60 day°Sia'.f;ti l •En~ol,le,~•A'ffih a" e ·provides notice of termination. • •• 'I .I 2) VVl:)_~re not exercising buy-out op ti on , /n'tiie event of breach by Microsoft, Microsoft wlll issue Reseller a credit for any amount paid in adva nce that wou_ld apply after the date of term ination .' · ; .,..~""-:ril,ld~ . " Not~ing in this section shall affect perpetual License rights. acquired ,either in a ~eparate agreement or in a prior term of the tenninated Enrollment. ·· Effect of termination or expiration. When an Enrollment expires or is terminated, (i} Enrolled Affiliate must order Licenses for all copies of Products it has run for which it has not previously submitted an order. Any and all unpa id payments or any order of any kind, including subscription services, remain due and payable. Except as provided in the subsection titled "Early termination," all unpaid payments for Licenses immediately become d_ue and payable. (ii) Enrolled Affiliate's right to Software Assurance benefits under this Agreement ends if it does not renew Software Assurance. g. Modification or termination of an Online Service for regulatory reasons. Microsoft may modify or term inate an Online Service where there is any curren t or future government requirement or obligation that (1) subj ects Microsoft to any regulation or requi r ement not generally appli cable to businesses operating there ; (2) presents a hardship for Microsoft to continue opera.ting the Online Service w ithout modification ; and/or {3) causes Microsoft to believe these terms or the Online Service may conflict with any such requirement or obligation. EA2015Agr(US)SLG(ENG)(Aug2015) CTM Page 6 of 12 Based on Document X20-12056 h. Program updates. Microsoft may make changes to this program that will make it necessary for Customer and its Enrolled Affiliates to enter into new agreements and Enrollments at the time of an Enrollment renewal. 7. Use, ownership, rights, and restrictions. a. Products. Unless otherwise specified in a supplemental agreement, use of any Product is governed by the Use Rights specific to each Product and version and by the terms of the applitab!e sL1pplemental agreement. b. Fixes. Each Fix is licensed under the same terms as the Product to which it applies. If a Fix is not provided for a specific Product, any use terms Microsoft provides with the Fix will apply. c. Non-Microsoft software and technology. Enrolled Afiliate is solely responsible for any non- Microsoft software or technology that it installs or uses with the Products or Fixes. d. Restrictions. Enrolled Affiliate must not (and must not attempt to) (1) reverse engineer, decompile, or disassemble any Product or Fix, (2) install or use non-Microsoft software or technology in any way that would subject Microsoft's intellecutal property or technology to obligations beyond those included in this agreement, ,or (3) work around any technical limitations in the Products or restrictions in Product documentation. Except as expressly permitted in this agreement, Customer must not (i) sep!3rate1:in9 ,run parts of a Product on more than one device, upgrade or .?o~ng_rade parts ot~ Pro~~·sli-~.f_~rrfet~Q,t times, or transfer parts of a Product separately; or (11) distribute, subllC"ense_, (~At,f lea·s¢~ .. l~1jl"d,_or use any Product or Fix to offer hosting services to a third party .. · ·'-t , ,,\, ~,t!i_ ~--::-· ~&"'.' e. No tr:ansfer .~tp~~}~,~i~j reserva!t?O ~,~f rights. J?r~s~P~1~£;g~,)r~~f-.~r.e ·Rs?te~ted by copyright -~l)~~;Q~!~ lnteH~9tllal _ pr9P.~rt~ ,,rlgpts·.,l~ws aoa ·1rter_n~tlR_!'.1,.a!:~,J~~sz;f:.i1Icrosoft (1} doe~,n:Ot~t}a.n ste r, any oiNr)er~[iip ~ights,il:)' aAy Pr9.;duct~ ~Cir-· 1:l>~f~~fJq{(~)'i!re:.s:e_t~es.:~L.rights pot,E'}xpressly granted In thi~1Agt i:feme.r;,t. ·) ,~-¼~;i, · · · f.1~.'I' .., .. :-'i:•~ ;·. ~~~. ~ ,. ·ti• ' ,: ~\ 1·;it~-. ~. ~-~:~7;1~• tf~~. ;, B. Confidentiality. ~v-." ->~; ' 1~~/= :. -\' '"_tf/' ;- ''Confidential Informatio n" is non-public information th"-~N§ gi~~~aj ed '1'~fid;ntial" or that a reasonab le person should understanq is confidential, in~luding Cu~tomer-Dat,:i'. Confic ~rtial Information does not Include information th_r:it (a) becomes publicly available without ,r breach of thi s agreement, (b) the re,ceiYJ9 9.,P.;?lffi'.J~.c.eived lawfully from another source without a confi_dentiality..:~~ligation, {c) is inl?l ~f)erider:itry ·developed, or (d) i s, a comment or suggestion volunteered 'aljout the other party's b~sines.s ,,products or services. ~,, Each party wlll take reasonable steps to protect the other's Confidential lnform'atlon and will use the other party's Confidential Information only for purposes of the parties' business re lationship. Neither party will disclose that Confidential lnformatlon to third parties, except to its employees , Affiliates, contractors, advisors and consultants ("Representatives") and then only on a need-to-know basis under nond!sclosure obHgatlons at least as protectlve as this ag reement Each party remains responsible for the use of the Confidential Information by its Representatives and, in the event of discovery of any unauthorized use or disclosure, must promptly notify the other party. A party may disclose the other's Confidential Information if required by law; but only after it notifies the other p arty (if legally permissib le) to enable the other party to seek a protective order. Neither party is required to restrict work assignments of its Representatives who have had access to Confidential Information. Each party agrees that the use of information retained in Representatives' unaided memories in the development or deployment of the parties' resp ective products or services does not create liab ility under this agreement or trade secret law, and each party agrees to limit what it discloses to the other accordingly. These obligations apply (i) for Customer Data un til it is deleted from the Online Services., and (ii) for all other Confidential Information, for a period of five years afte r the Confidential lnformqtion is received. EA2015Agr(US)SLG(ENG)(Aug2015) CTM Page 7 of 12 Based on Document X20-12056 9. Privacy and Compliance and Laws. a. Enrolled Affiliate consents to the processing of personal information by Microsoft and its agents to facilitate the subject matter of this Agreement. Enrolled Affiliate will obtain all requ ired consents from third parties under applicable privacy and data protection law before providing personal information to Microsoft. b. Personal information collected under this agreement (i) may be transferred, stored and processed in the United States or any other country in which Microsoft or Its contractors maintain facilities and (ii) will be subject to the privacy terms specified in the Use Ri ghts. Microsoft abides by the EU Safe Harbor and th,e Swiss Sa fe Harbo r frameworks as set forth by the U.S. Department of Commerce regarding the collection, use, and retention of data from the European Union, the European Economic Area, and Switzerland. c. U.S. export jurisdiction. Products and Fixes are subject to U.S. export jurisdiction. Enrolled Affiliate must comply with all applicable international and national laws, including the U .S. Export Administration Regulations and International Traffic in Arms Regulations, and end-user, end use and desti nation restrictions issued by U.S. and other governments related to Microsoft products, services and technologies. 10. Warranties. a. Limited warranties and remedies. . ·· .: _~;:._·~:. .. _11. _ ~ (i) Software. Microsoft warrants that eac~ v~rsion~of th~.~1{' . ·i':.~nr: p~r:form substantially as described ,i,Gf!t)e applicable Pr~~d~f.,,p ocumeq,ta P,q ', 1f~:.0jie? y~a_r fc~rn _"the date the Enterpris~,,J~~i-~ ,,fi.s.ensed for th~t ., #fsion . If it',g1i,,..not:_ ~~gci;~ lf'i' n'te~~f:l notifies Microsof ¾i.ffii°f,)' th e livarranti term , .th~n-Micrci~o ft wf!l, at '.lts:Jopti . . · r.en(i~the price En~ol !.~tFAffiliate.-p ~id f~~.th ~;so~~re -l)cense : o,t p ) r.~~1~: o,;I Bti~:t ,..~ti~~r:~~ ati f b _nllne Sery~ces. Micr(\ott•f a~n tp thaf~ea.f h Of Jlr;;i ~~~'e''~ili' ~iro'rrr,!)r accordance w ith the applicable SLA dLJ rl ng :t h,e-Eriterpr~-e·s u~~1.~_!il~;Er::i,~rpn,sE;t~1'i~med 1es fo r breach of th is warranty are i n the SLA ' • -·' ' · ", · 1 • -~ I .;_~I -~ .,,. l I ; The remed ies above are the Enterprise~sJ ;ole remedi es 'fot..breach of the warranties ln this section . C~stomer waives any breach of war ra nty' cl i:litns nof rii~de during the warranty period . ~ , b. Exclusions.'"'~The-,warranties in this agreelll.€l.r:i -do !J.Q!;,<;:over l?!o.b le ms ca used ~y accident, . ,:,;.-~1\'f~!ft.:,a.~~·s:e·~or use in a manner inconsi stent with this Agreement, inclJ:fding 'failu re to meet mini mum sy stem requirements . These warranties do not apply to free , trial, pre-release , or beta -f!'.:. 1-tf-,,:: .;" Prod ucts, or to components of Products that Enrolled Affili ate is, perm itted to redistribute . . -:-:'. c. DISCLAIMER. Microsoft provides no other warranties or conditions and disclaims any other express, implied, or statutory warranties, Including warranties of quality, title, non- infringement, merchantablllty, and fitness for a particular purpose. 11. Defense of third party claims. a. By Microsoft. Microsoft will defe nd Enrolled Affi liate against any claims made by an unaffiliat ed th ird party (1 ) that any Product or Fix In fringes its patent, copyright, or trademark ot makes unlawful use of its Trade Secret; or (2) that arises from Microsoft's provision of an Online Service in violation of laws applicable to all online services provide rs. Microsoft will pay the amount of any resulting adverse final judgment or approved settlement. This does not apply to claims based on (i) Customer Data; (ii) non-Microsoft software: (Ii i) modifications to a Product or Fix Enrolled Affiliate makes or any specifications or materials Enrolled Affiliate provides; (iv) Enrolled Affiliate's combination of the Product or Fix with (or damages based on the value of) a non-Microsoft product, data, or business process; (V) Enrolled Affiliate's use of a Microsoft trademark without express, written consent or the use or redistribution of a Product or Fix in EA2015Agr(US)SLG(ENG)(Aug2015) CTM Page 8 of 12 Based on DocumentX20-12056 violation of this Agreement; (vi) Enrolled Affiliate's continued use of a Product or Fix after being notified to stop due to a third party claim; or (vii) Products or Fixes provided free of charge. b. By Enrolled Affiliate. Enrolled Affiliate will defend Microsoft against any claims made by an unaffiliated third party that: {i) any Customer Data or non-Microsoft software Microsoft hosts on Enrolled Afflliate's behalf infringes the th ird party's patent; copyright , or trademark or makes unlawful use of its Trade Secret; or {ii) arises from use of an Online Service in violation of applicable laws and regulations; a v iolation of the legal rights of others; or unauthorized access to or disruption of any service, data, account, or network in connection with the use of the Onllne Services. Enrolled Affiliate will pay the amount of any adverse final judgment or approved settlement resulting from a claim covered by this section titled "By Enrolled Affiliate." c. Rights and remedies in case of possible infringement or misappropriation. If Microsoft reasonably believes that a claim under this section may result in a legal bar prohibiting Enrolled Affiliate's use of the Product or Fix, Microsoft will seek to obtain the right for Enrolled Affiliate to keep using it or modify or replace it with a functional equivalent, in which case Enrolled Affiliate must discontinue use of the prior version imrn.!3.diately. If these options are not commercially reasonable, Microsoft may terminate Enrolled .Affillate's right to the Product or Fix and refund any amounts Enrolled Affiliate has paid for th-e~a._rlghts to Software or Fixes and, for Online Services, any amount paid for a .usage P,E1Iie>"d, ''" t:i)i'.~termination date. ,,~,.1-~ · Y •, • ,. d. Other terms. The .g_art.y being defendepf:~!',l der thl~:~ecti0i\J ... J~i hot!f.Y;the other party promptly of a~y 9I~J)h;~~bject to the subSije 10n titled ·•e .y Mier~:· · :~\:~~ ~e ,,~!P-ir party sole control over ,tfi~•dijfe.\il s'e, or:;Se~tlement, and prov iqe reasdnal)J_, -~is~• c::,~.l~~ i~f~i:tding the claim. ~~l1~¥i_~i ~g~fJ:ie Jgfo_t~~~o.J;l~ill rfiffl~E~e,J~~~-qtijlJ.ila,~_: ~t~1\o~~~Slt out ?f _P.Q.£,~~t-,e~~f.rs.es that_ 1t mc_ur s 1~pr_oyrd1 n~;1f ,,_,S.~ISt?Jn~.e. •~i\\1/,~e{~Je!;'1~At _ll)~~~/~~}1r,>,p.;t_o ve~ m 'Wf:1tl)il9 by the defending P?.f.!Y· =(he\r,el'[led1e~ .pr9v1dJ?.d ,1_rnij!~:~ecy1;m;J11 .aI~.JJ ne'!l;,exclus1ve reme dies for the claims desc(ibed<11 •Jt:i 1s·<Secti~f'!-.' :~,,'. i.f,:t:i°f-~;,' ·"/ ., r.:;'.;i,, ,r, .. · .,''8.1\: .~, ,. -,~t i:,~ .. ~t>\. ·:~J~"";•._:, •' ." .. l • -~ ... j-~;~.! {!_• ..J .... ~~:,,,r •1V o#l'-•r.,,~~••·-' • • 12. Limitation of liability. ~-.:.}~?\, ~-··;, ~,!'a::-,_.-:- • J .• For each Product, each·party's maximum, aggregate liability fo1he other if"Atler this Agreement is limited to direct darryage~ .fl n1:\lly awarded in an amount not to exceed ;tl'ii a_mourit~J=nrnu~d _Affil iate w~s requi(~d to .pay:.forJ'tti'e .. ~p-pficable Products· during the term of this Agre·ertfen1, subjecfto tne., following : ~~,::.., "'•,• t < L ;.;,;.;; a/ Online Serxices. For 011line Services, Microsoft's maximum. liebil,lty fo , En'rcil fed .Affilfate for ~ any incident. givi ng rise to a claim will not exceed the monthly ainount Enrolled Affiliate paid · or is required to pay for the Online Service multiplied by 24 . · ~ b. Free Products and Distributable Code. For Products provided free of charge and code that Enrolled Affiliate is authorized to redistribute to third parties without separate payment to Microsoft, Microsoft's liability is limited to direct damages finally awarded up to US$5 ,000. c. Exclusions. In no event will either party be liable for indirect, incidental, special, punitive, or conseq uential damages, including loss of use, loss of profits, or interruption of business, however caused or on any theory of liability. d. Exceptions. No lim itation or exclusions will apply to liability arising out of either party's (1) confidentiality obligations (except for all liability related to Customer Data, which will remaln subject to the limitations and exclusions above); (2) defense obligations; (3) v iolation of the other party's i ntellectual property rights; or (4) liability for damages caused by either party's gross negligence or willful misconduct and awarded by a court of final adjudication {provided that, in jurisdictions that do not recognize a legal distincfjon between "gross negligence" and "negf(gence," "gross neglig_ence" as used in this subsection shall mean "reoklessness'7. EA2015Agr(US)SLG(ENG)(Aug2015) CTM Page 9 of 12 Based on Document X20·12056 13. Verifying compliance. 14. r:' ··--• .. ;(~.;-:: a. Right to verify compliance. Enrolled Affil iate must keep accurate and complete records relating to all use and distribution of Products by Enrolled Affiliate and its Affiliates. Microsoft has the right, at its expense, to the extent permitted by applicable law, to verify Enrolled Affiliate and its Affiliates' co mpli ance with the Product's license terms for the Products. b. Verification process and limitations. Microsoft will provide Enrolled Affiliate at least 30 days' notice of its intent to verify compliance. Verification will take place during normal business hours and in a manner that does not interfere unreasonably with Enrolled Affiliate's operations. Microsoft will engage an independent auditor, which will be subject to a confidentiality obligation . Enrolled Affiliate must promptly provide the independent auditor with any Information the auditor reasonably requests in furtherance of the verification, including access to systems running the Products and evidence of Licenses for Products Enrolled Affiliate hosts, sublicenses, or distributes to third pa rties . Enrolled Affiliate agrees to complete Microsoft's self-audit process, which Microsoft may require as an al ternattve to a third party audit. Any information collected in the self-audit will be used solely for purposes of determining compliance. c. Remedies for non-compliance. If verification or self-a!,Jdit reveals any unlicensed use or distribution, then within 30 days, (1) Enrolled Affiliate must order sufficient licenses to cover that use or distribution, and (2) if unlicensed use or distributi6Jl is 5% or more, Enrolled Affiliate must reimburse Microsoft for the cost Microsoft·-J;1 as incur.r~tj',if!-V ~cation and acquire the necessary additional licenses at 125% of the prkle .. based .,~ '· · :{~~),!current price list and Enrolled Affiliate pric_e level. The unlicens_E)\~~~e pe~ceAtage :s~<f on ·tn •~,total number of licenses purchased·c·empared to actual i s .... If base. If tbere-js· -;~iUfllic.ensed ~4,!;f. Microsoft will not subject Enrol'i:e~·J;-tflliate to anoth_e'r.\?eri'fication for'1!!(1~asl:Hr:fe'1'f ":: "'· ~~exercising the rights an~ •. ~,4o~erl.9fes d_es?ribe~·,a?ov.e, .Micr~so~_,,does .\·~-ot v{fJk~~!L~c:, _;,\~~~~t~rce this Agreement~~~1~·'protect · 1t.s ,/£tell,{il:<lJ-PWP.~~ by_'._any 1 otJ:le\f~e~9.:~P.~~~itt~,d.1~f:-~a~_._,,_:1. • ' ,• f ~= ~ 1.~h , .. 1 ~--~i~;,.,-I •• ' l'.. _ ... ~, '\ 't O • ~ .... • -:;_, • ~~•,• '\-., '·.: .:,.:'_ • ' ·_. :•i: ,. '-_: .-. !• ~1•.•'fi _' , I 1 /1 i~-~ Miscellaneous. ".'i·:,'l5=t: '.. -~ .. ~ ~v .:¥.b;• L; ··,:· .. ', •:, -::,., .,=; }~·:_ -~~ t"· ~ ._-:-•. ~; ·ir: '.(-' '-~ :; • :¥ .. a. Notices. Notices to Microsoft must be s·tiP.!~tc{ttWrMicrosott:ac;td,te~s oli the signature form with a copy sent to the address below. Notices· must be..in writiJw1l nd will be treated as delivered on the date shown on the retwn receipt or"-on :·t he courie f~tjr fax confirmation of delivery. Microsoft ,may.,.provide information to Enrolled )~,fflliate about upcoming ordering deadlines, · s.er:v ic:es , and subscription information in , e·lectronic-~form ,. Tricfuding by email to contacts , pr'o'v ided by Enrolled Affiliate: Emails will be treated '•as delivered on-tb~ transmission da~e. •I~..,. . ., ••·• • A copy of each notice should be sent to: Microsoft Corporation Legal and Corporate Affairs Volume Licensing Group One Microsoft Way Redmond, WA 98052 USA b. Assignment. Either party may assign this Agreement to an Affiliate, but must notify the other party in writing of the assignment. Any other proposed assignment must be approved by the other party in writing . Assignment will not relieve the assigning party of its obligations under the assigned agreement. Any attempted assignment without requ ired approval will be void . c. Severability. If any provision in this agreement is found unenforceable, the balance of the agreement will remain in full force and effect. EA2015Agr(US)SLG(ENG)(Aug2015) CTM Page 10 of 12 Based on Document X20-12056 d. Use of contractors. Microsoft may use contractors to perform services, but will be responsible for their performance subject to the terms of this Agreement. e. Waiver, Failure to enforce any provision of this agreement will not constitute a waiver. Any waiver must be in writing and signed by the waiving party. f. Applicable law; dispute resolution. The terms of this Agreement will be governed by the laws of Customer's state , without giving effect to its conflict of laws. Disputes relating to this Agreement will be subject to applicable dispute resolution laws of Customer's state. g. Thi s Agreement is not exclusi ve. Customer and its Affiliates are free to enter into agreements t o license, use or promot e non-Microsoft products. h. Management and Reporting. Customer and/or Enrolled Affiliate may manage account details (e.g., contacts, orders, Licenses, software downloads) on Microsoft's Volume licensing Service Center ("VLSC") web site (or successor site) at: https ://www.microsoft.com/licensi ng/servicece nte r. Upon th e effec tive date of this A g re em ent an d a ny Enroll me nts , th e co ntact(s) id ent ifie d fo r t h is p urpose will be provi ded acce ss to t his site and may authorize additional users an d contacts . Microso ft wilf take commercially- reasonable efforts to assure the information on the web site is accurate. i. Order of precedence. In the case of a conflict between a ny.documents in this Agreement that is not expressly resolved in those documents, their terms Wil l,~o{)trol in the following order from highest to lowest priority: (1) this Enterprise Ag r.e errjei1t 1'.'(2f ar;iY, Enrollment, (3) the Product Terms, (4) the Online Services Terms, _(5) o_rd e~~il!bm i~ejf~,~~~.f.J~J~;~$r~.:~ent, and (6) a~y other documents that are referenced 1n this i¥greeni~mt; ;m ii._~!(lj __ G~s~lj tqeprporate d herein, including but not Ii if~d to the Service Level''Agr eements'E!f!.l ~JH!ffi~J:J.W-at ij yfg Enrollments and ap pllcab~e · ff~(~ pnJine S erv ice$, ~ti se~ fort h in ll!J(:)tf:?Ariqc~nirifi .. icJ,_QnlilJ,,~ Services Tenns, rqr. .e :o.~C,(1PJlo,n. !~,zn.-.,,-T~~~s :1n a9 ,,~m;J ~me1J __ :c9Dt r,~f:9Y r.fFt ~Er,\c;ime nd ed d ~-~U~@fi\_f-)· ''. .~.n~r a_l"{);-~_dwir.Jt?.fn::-m,ng ~f'.a~l#~Pf~~tma~e~;;;~Jt:~, .. :it~ j. -S ij.r;y.lval. A ll prov1s1ons s ll_JY,!Y~ }~r:~ll;lfit 1on,~or-:exp1 :atl oJ1 ·'.0f.r i ~1s ·~A g ~~!;!nfel)t~except those reql,J fr ing performance only di:1ring-th !3'~e fm of U,e agre·el'l)_entf ... ~" 1 , ,/2~,:~--·· ~.. -' •,•, .. , • .. ,t,4'(.li;il • ; .. i'!••• •: I ;_.:;• ,• k. ~ree Pr~ducts. ~tis Micros:>ft's inte n'UQ~PE!-~~J~t,m~of'tti'ii\~~f f emeni·~nd the Use Ri~hts be m compliance with all apphcable fed erc:l~~!f!W~DP .reg ulatrq:fu:~~-Any free Product provided to Enrolled Affiliate is for the sole use and be~efifof the EnrollecfAffiliate , and is not provided for use by or personal benefit of any specific government employee. c._.,.::...;·;,;l:·~-~>l'A mendments. A ny amendm e nt to this Agreeme~J musFl;>e '¢x~et!.it e•e= by bot h pa rties, except · ,,. · · , .,th at Mi cro 1?oft may c hange the P roduct Terms ,a·~.d the· Use •R ig ~_ts fro rrJ .,tiro.e to time i n · ·' accord a nce with the terms of th is Agree ment. A.ny co nfl icting t ~rm s .,:m~ con dit i<ins·¢orit,?i n~d in an Enroll ed Affiliate's pu rc hase order will not apply. Mi c rosoft may req ui re Custome rfo sign ·a new agreement or an amendment before an Enrolled Affiliate enters into an Enrollment under this agreement. m. Voluntary Product Accessibility Templates. Microsoft supports the government's obligation to provide accessible technologies to its citizens with disabiliti es as required by Section 508 of the Rehabi litation Act of 1973, and its state law counterparts. The Voluntary Product Accessibility Templates ("VPATs") for the Microsoft technologies used in providing the online services can be found at Microsoft's VPAT page. Further information regarding Microsoft's commitment to accessibility can be found at htto ://www.microsoft.c om/enable. n. Natural disaster. In the event of a "natural disaster," Microsoft may provide additional assistance or rights by posting them on http ://www.micros oft.com at such time. o. Copyright violation. Except as set forth in the section above entitled "Transferring and reassigning Licenses", the Enrolled Affiliate agrees to pay for, and comply with the terms of this Agreeme nt and the Use Right s , for the Products it uses. Except to the extent Enrolled Affiliate is licensed under this Agreem ent, it will be responsible for its breach of this contract and EA2015Agr(US)SLG(ENG)(Aug2015) CTM Page 11 of 12 Based on Document X20--12056 violation of Microsoft's copyright in the Products, including payment of License fees specified in this Agreement for unlicensed use. p. Calendar days. Any reference in this Agreement or an Enrollment to a "day" means a calendar day, except references that specify "business day". q. F o r ce Majeur e. Neither p a rty s hall be liable or deemed to be in de faul t for a ny Force Ma}eure d elay in p elformance occasioned b y unforeseea b le causes beyond the co n tr ol and witho ut the fault or negligence of the parties, including, but not restricted to, acts of God or the public enemy (other than a Security Incident, as defined in the Online Services Terms), fires, floods, epidemics, quarantine, restrictions, strikes, freight embargoes, or unusually severe weather. EA2015Agr(US)SLG(ENG)(Aug2015) \t . - , ... ~. CTM ,, ,_ Page 12 of 12 Based on Document X20-12056 111 ~ Microsoft Volume Licensing Supplemental Contact Information Form This form applies to : 0 MBSA [8'J Agreement D EnrollmenUAffiliate Registration Form Insert primary entity name if more than one Enrollment/Registration Form is submitted • . l ?" .,..,_ ~ .:,i !;. ' ; :!. \ 't~fi};: ~ -::~· :. Contact information. . .... ,.. .. .f < .... ~ -"· Each party will notify the oth~r }n wri~in~ if any of. t hg _Ll':l fdrm~tion . if1 t q!Ij t~J/~W}ng.,.e9,?tact_ information page{s) changes. The ast er ~s.K *) indicate requ1 r~d field s; 1f !h.e ent 1ty,·Gtf~.~sgs fo:,des1g nate other contact types, the same~ [ .. Ields must ~e cb mpleted for ifeJ¢ti · se.ct/o.ff)i/i~:Y'.. p'rovj digg contact into~mation , entity ~on ?~~f : -: ~'<l·tdr}ld!Ff pie s ~f.~?,mi.~ist~~!ng -~~i .. ~~ir~·a.f'.tfy:,: ,.•·· '· i9-~i ~_n_d ot~er p~rt1es ~hat hel f: ¥.•cn::i.,.f?ft:, · mm1s.ter t~_!s 9 °9.ro~lf!!,ent·,J !lie Her~;on '¼'t<?'i'ryal!?n:·P,~":<?' _1J 1_r,i :~?,~nect1on with th)s ag ~~p,~en t will be us~d and prore,cted ae.eer~,ng ·'.,~ ,tne t R.f})!'.at yf,s,t~ e .:~~t ava1lable at https ://ll censlnq .trnc rosoft.com. · '1:-. , ~ . ;• .,; .. , ~ · :\'j_'. • ':-,,~ ,:--:·•.- .. 1 l~l'":~ •• .• .:f:it~._, r ;'fj, ·ti../'' ~ •· '1•, .J'-'t"y'" ~l,'."~1;,; f... .•-I 1. Additional notices contact. ·-.~:,.(t~. ,-:'· ·\{~~~ This contact receives \<!Ill notices that are sent from Mi'cros 9ft . No online access is granted to this individual, N am:~t6fiffi~ tT'· Co~l~st li~•m'e•: First Con·tact email addres~* Street address* City* State/Province* Country* Phone* Fax Last Postal code* .•,.~:.:,·1··~:1:~~"-~ .. _; ·,. D This contact is a third party (not the entity). Warning: This contact receives personally identifiable information of the entity. 2. Software Assurance manager. This contact will receive online permissions to manage the Software Assurance benefits under the Enrollment or Registration . Name of entity" Contact name*: First Last Contact email address* Street address* City* State/Province* Postal code* SupContactlnfoForm(NA,IND)(ENG)(Oct2013) Page 1 of3 Country"' Phone"' Fax D This contact is a third party (not the entity). Warning: This contact receives personally identifiable information of the entity. 3. Subscriptions manager. This contact will assign MSDN, Expression, and TechNet Plus subscription licenses to the individual subscribers under this Enrollment or Registration. Assignment of the subscription licenses is necessary for access to any of the online benefits, such as subscription downloads. This contact will also manage any complimentary or additional media purchases related to these subscriptions. Name of entity"' Contact name"': First Contact email address"' Street address• City• State/Province• Country"' Last Postal code" Phone• Fax O This contact is a third party {not the entity). information of the entity. Warning : This _co ~t"~ct receives personally identifiable ;,~~ ·-.: ~ . ~··\:'i/ ~<:~;if.~.: :.•:'::: .. ~ 4. Online services manager. · ,•. '""~ i?:. · -/{:~/--~_fl-'· ~-·,, This contact will _be ~ro ~iP.~~!'~~J i[.le permissions t~:;%anage the. :.P~l i;/i ~~~~-~~~~;l:I under the Enrollment or Reg 1st ratr ol']f, :·· ., :.1.r··• •, .. ... -.-~" f ".:t' .. -;; · ~~•.,,;-,*1;iVlli'.t. Name of entity* .,· /.:. ~: ;}: rJ-;.-, r~ ~g,: }}J/ \; :f'· ;~:-·:1-~~1~/:.':~t?~;;,l.:;'\4~ .. Contact name•~rF'irst · · L_ast. ft ,:~~--•• , ,~' · ·• -~ --~~, ,-Jt·'' . '· -:.~•••.·' ;,>- Contact em.i°i(add ress• •.. -'8;,,. \ ,'5,;•, , ~ ,-,~;.' •'f_:; '.~-~r ,, , ~-., }1:-' •~i.Jl:'f, Street address* \.-~: ...... · {h . •--.-:.~r ,·~> ""1 r·,· ~ flt ' City• State/Province* Postal code* .... , ,.., •1 Country* · .. ,. , Phone* Fax ,, O This contact is a-,tf:iird ,party (not the entity). Warni ng: This contacf''receives personally identifiable inf?r.~~!J,<?~~e.,entity. r--· ;,··.· r ;J~ vT" ... -.;-- 5 .. . · Customer SuppQrt Manager (CSM). This person is designated as the Customer Support Manager (CSM) for support-related activities . Name of entity* Contact name•: First Last Contact email address"' Street address• City• State/Province• Postal code* Country" Phone" Fax 6. Primary contact information. An individual from inside the organization must serve as the primary contact. This contact receives online administrator permissions and may grant online access to others. This contact also receives all notices unless Microsoft is provided written notice of a change. Name of entity• Department of Enterprise Services SupContactlnfoForm (NA, IND)(ENG)(Oct2013) Page 2 of3 Contact name*: First Mike Last Dombrowsky Contact email address* mike.dombrowsky@des.wa.gov Street address• 1500 Jefferson St SW City* Olympia State/Province• WA Postal code* 98501-2355 Country• USA Phone"' 360-407-8717 Fax 7. Notices contact and online administrator information. This individual receives online administrator permissions and may grant online access to others. This contact also receives all notices. ~ Same as primary contact Name of entity< Contact name•: First Contact email address* Street address• Last City* State/Province* Postal code* Country* Phone* Fax D This contact is a third party (not the entity). information of the entity. .,11:p)~-- .i:' ),\·_· ~...-=:·-~ ··~~ f'· .. =· ·i: .-.,•.•• l ,,,. SupContactlnfoForm(NA, IND)(ENG)(Oct2013) Warning : This con.tap l._ receives personally identifiable ; Page 3 of 3 E E M' ft •,·r1 teroso Volume Licensing Program Signature Form MBNMBSA nu.mber WADES-070616 Agreement number Note: Enter the applicable active numbers associated with the docurr1ents below. Microsoft requires the ·associated active number be Indicated here, or listed below as new. This signature form and all contract docµments identified in the tab.Je below are entered Into between the Customer and the Microsoft Al'flllate signing, as of the effective date identified below. Contract Docume1~~ I Number or Code ~~ <Choose Aareement> <Choose Aareement> <Choose Agr!3~ent> <Choose AQre-ement> <Choo.se Erirollment/Re..Clhitt3Jl'iin> .•. ... ,; • ·.~.· J -.~ _,' <Choose Enrollm.er,ifYRec:ilstraUon> ·,,,. <C.hoose ·En(o11me ntlRegtstratlon> = <Choose Enr6llment/Registrallon> <Choose Enrollment/Registration> By ,s_i gl')lnQ below, Customer and -tlie Microsoft Affiliate agree that poth parties (1) have re.ceiv.ed, read and -understand the abo.ve contract document$, including. any websites o.r documents ihGorpqraied' by referen¢e and ~ny amendme.nts and (2): agree to .be bound by the terms of all such documents. Customer Name of Entity (must be legal entity namet Department of Enterprise Seivlces Signature* C,,ru... lolbe.-vt . .l Printed First and Last Name* Gr~g Tolbert Printed Title Legal Services Manager Signature Date* July 27, 2016 Tax ID ~ indicates reql)Jred field ProgramSlgnForm(MSSlgn)(NA,LatArri)ExBRA,MLl(ENG)(Aug2014) Page 1 of2 i 1· --------------------... Printed Title Signature Date (data Mlcro 5ofl Affiliate countersigns) Agreement Effective Date (may. be different than Microsoft's signature data) Venessa Johnson Duly AuthOrlzed on be~alf of Mfcrosoft Corporation Optional 2 nd Customer signature or Outsourcer signature (if applicable) Customer Name of Entity (must be legal entity name)* Signature" ________________ ...,;._ ____ ,.-_.:...----------- :~::::~•=• Lo~ N~:~~, ff'. .. ' / \:: ::;;11Jt!2ti;t * indicates required filJ!cf,*.t:~\ilrr'i!:i!.\\i·,,-~ _ ~ :11',.,•.t~l.r,'-~~•l.~• ,r I --•• ••. ·i; Outsourcer :::t::;ntity (must be legal entity name},\ · :~ ·t; \\\I~~~=?( ;:{~~1-?!:fi .·. ;t,!. Printed First and Last Name* ... ·:· Printed Title ·s•ifn~hhe.t>.~i~• .;· .. ,.'. 4! f qdicates required field '. If Customer requires physical media, additional contacts, or is reporting multiple previous Enrollments, include the appropriate form{s) with this signature form. After this signature form is signed by the Customer, send it and the Contract Documents to Customer's channel partner or Microsoft account manager, who must submit them to the ·following address. When the signature form is fully executed by Microsoft, Customer will receive a confirmation copy. Microsoft Corporation Dept. 551, Volume Licensing 6100 Neil Road, Suite 210 Reno, Nevada 89511-1137 USA ProgramSlgnForm(MSSlgn)(NA,LatAm)ExBRA,Mll(ENG)(Aug2014) Page 2 of 2 COUNCIL MEETING DATE: August 11, 2020 CITY OF FEDERAL WAY CITY COUNCIL AGENDA BILL ITEM#: SUBJECT: CITYWIDE ADAPTIVE TRAFFIC SIGNAL CONTROL-TRAFFIC CONTROL CENTER-PROJECT ACCEPTANCE 5£ POLICY QUESTION: Should City Council accept the Citywide Adaptive Traffic Signal Control-Traffic Control Center Project constru.cted by Shaiman Contracting, Inc., as complete? COMMITTEE: Land Use and Transportation CATEGORY: ~ Consent D City Council Business D Ordinance D Resolution MEETING DATE: August 3, 2020 • • Public Hearing Other STAFF REPORT BY: Naveen Chandra, P.E., Senior Ca ital Engineer DEPT: Public Works Attachments: 1. Staff Report Options Considered: I. Approve the proposed final acceptance of the Citywide Adaptive Traffic Signal C:ontrol-Traffic Control Center Project constructed by Shairnan Contracting, Inc .. in the amount of$121,993.50 as complete. 2. Do not approve proposed final acceptance of the Citywide Adaptive Traffic Signal Control-Traffic Control Center Project and provide direction to staff. MAYOR'S RECOMMENDATION: The Mayor recommends Option 1 be forwarded to the August 11, 2020Coun~il·- Consent A · ncla for a ·oval DIR CTOR APPROVAL: ! =--·· -,-_ .. ~ __ ___;;=-..;c.;;._;;__ Initial/Date COMMITTEE RECOMMENDATION: "/ move to f01ward the proposed final acceptance of the Citywide Adaptive Traffic Signal-Traffic Control Center Project to the August I/, 2020 consent agenda for approval." Vt o , If Id G-(D Ci'J \/\~-er e vi c e Committee Chair 11 , Cl_ iA d e Cc!>v1.f= ~ ,,...~"U'c.c~------------ -Committee Member Committee Member PROPOSED COUNCIL MOTION: "1 move to accept the Citywide Adaptive Traffic Control-Traffic Control Center Project constructed by Shaiman Contracting, Inc., in the amount of $121,993.50 as complete. '' (BELOW TO BE COMPLETED BY CITY CLERK'S OFFICE) COUNCIL ACTION: 0 APPROVED 0 DENIED 0 T ABLEDffiEFERRED/NO ACTION 0 MOVED TO SECOND READING (ordinances onlv) REVISED -2/2020 COUNCIL BILL # First reading Enactment reading ORDINANCE# RESOLUTION# DATE: TO: VIA: FROM: August 3, 2020 CITY OF FEDERAL WAY MEMORANDUM Land Use & Transportation Committee Jim Ferrell, Mayor EJ Walsh, P.E., Public Works Director ':·-~--~~:_~ Naveen Chandra, P.E., Senior Capital Engineer SUBJECT: Citywide Adaptive Traffic Signal Control-Traffic Control Center -Project Acceptance Financial Impacts This is the acceptance of construction as complete ; therefore, no additional funds are proposed to be spent as part of this agenda item. Background Information: Prior to release ofretainage on a Public Works construction project, the City Council must accept the work as complete to meet State Department of Revenue, State Depaiiment of Labor and Industries and Employment Security Depmtment requirements . The Citywide Adaptive Traffic Signal Control-Traffic Control Center Project contract with Shaiman Contracting, Inc. is complete. The final construction contract amount is $121,993.50. This is $5,006.50 below the $127,000 .00 (including contingency and increase to contract expenditm-es) budget approved by the City Council on September 1 7, 2019 and February 18, 2020, respectively. Rev. 6/2020 COUNCIL MEETING DATE: August 11, 2020 CITY OF FEDERAL WAY CITY COUNCIL AGENDA BILL SUBJECT: RESOLUTION: 2021-2023 Solid Waste and Recycling Grant Approvals ITEM#: Sg POLICY QUESTION: Should the City apply for grants, enter into related interlocal agreements, and allocate the funding for implementation ofrelated Solid Waste and Recycling projects, per the proposed Resolution? COMMITTEE: Land Use and Transportation CATEGORY: 121 Consent D City Council Business D Ordinance 121 Resolution STAFF REPORT BY: Jeanette Brizendine, Recycling Project Manager Attachments: Staff Report Resolution Options Considered: 1. Approve proposed resolution. MEETING DATE: August 3, 2020 • • Public Hearing Other DEPT: Public Works 2. Do not a roved ro osed resolution and rovide direction to staff. MAYOR'S RECOMMENDATION: Option 1 COMMITTEE RECOMMENDATION: I move to forward the proposed resolution to the August I 1, 2020 consent agenda for approval. \/ID--Vt'.d-eo GD1fl fac111cc-[/1c,.__ v,·cJ C:ovife,ev1ce. ' Committee Chair Committee Member Committee Member PROPOSED COUNCIL MOTION: "/ move approval of the proposed resolution. " (BELOW TO BE COMPLETED BY CITY CLERK'S OFFICE) COUNCIL ACTION: • APPROVED • DENIED • TABLED/DEFERRED/NO ACTION • MOVED TO SECOND READING (ordinances only) REVISED -2/2020 COUNCIL BILL # First reading Enactment reading ORDINANCE# RESOLUTION# DATE: TO: VIA: FROM: August 3, 2020 CITY OF FEDERAL WAY MEMORANDUM Land Use & Transportation Committee Jim Ferrell, Mayor EJ Walsh , P.E., Public Works Director ';' ,,_ .. , ~~~ Jeanette Brizendine, Recycling Project Manager SUBJECT: Resolution: 2021-2023 Solid Waste and Recycling Grant Approvals Financial Impacts: Revenues from the grants described in this memorandum would be encumbered into the 2021-22 biennium budget via the following revenue accounts: 106-0000-000-334-03-010 STATE GRANTS -DEPT OF ECOLOGY I 06-0000-000-337-00-00 I KC -HAZARDOUS WASTE MGMT . 106-0000-000-337-00-003 KC -WASTE REDUCTION GRANT $42,450 (estimate) $ 74 ,190 (estimate) $114,500 (estimate) Grant revenues will be distributed within the 106 Solid Waste Special Revenue Fund to offset the costs of eligible projects and services. This is considered one-time funding and has no significant impact to General Fund administration. Background Information: The Solid Waste and Recycling Division (SWR) requests City Council approval of three upcoming grants that support SWR projects. Combined, these three grants will provide an estimated $231,140 in revenue over the coming biennium. For over two decades, these non-competitive allocation grants have funded an array of SWR projects. The attached City Council Resolution would approve grant applications and encumbrance of grant funds. Discussion: Prnjected Grant Amounts and Required Maleh: The WA-DOE's 2021-2023 Solid Waste Financial Assistance Grant (SWF A) (formerly "Coordinated Prevention Grant") is projected to be $42,450 with a 25% match requirement of $14,150. King County Solid Waste Division's 2021-2022 Waste Reduction/Recycling (WRR) grant is estimated at $114,500 while the 2021-2022 Hazardous Waste Management Program (HWMP) allocates $66, I 90 (plus $8,000 for SWR staff support discussed below). The WRR and HWMP grants have no match requirements, easily meeting SWFA's 25% match. The estimated funding from all three grants totals $231,140. This amount may vary due to the economic impacts of the pandemic. Final allocations are also adjusted based on population allocation and level of participation by other local governments. Together, these grants fund waste reduction and recycling programs that benefit Federal Way residents and businesses. SWR prepares applications and detailed project scopes and then coordinates grant contracts and ongoing reporting with grant agencies. Grant funding programmed into the SWR budget also reimburses for staff costs and overhead for related project implementation and reporting . Rev. 6/2020 August 3, 2020 Land Use and Transportation Committee Resolution: 2021-2023 Solid Waste and Recycling Grant Approvals Page2 Potential Canvforward of CwTent Grant Funds Due to Pandemic: Grant agencies recognize that community-based outreach programs and services (such as Recycling Collection Events and site visits) have been limited due to the pandemic. Agencies are planning to allow carryforward of unspent funding from 2019-2020 grants . This may offset funding reductions necessary due to the pandemic, or act as a one-time boost to grant eligible expenditures in 2021-2022. Details about the process for carryforward of grant funding are pending, but the new grant contracts executed with the respective grantors will encumber the carryforward funding and reference established scope of work elements. This will reduce paperwork and multiple redundant amendments. Details may vary among the grantors (maximum allowed to be carried forward, restrictions on carryforward funding allocation, etc.) Some flexibility is required to allow for this process, as set forth in the accompanying Resolution. The City's upcoming 2021-2022 biennium budget process will incorporate related carryforward funding. As in prior cycles, grant amounts are estimates, and award is contingent on adoption ofrespective budgets by the State Legislature for the SWF A program, King County Council for the WRR grant, and King County Board of Health for the HWMP funding. Related projects established by each grant's scope of work will only be implemented after agencies have adopted respective budgets and finalization of grant agreements. SWFA Funding May Varv: Of these three grants, SWFA funding has varied widely over the recent cycles. The 2020 legislative session restored funding which leads to a projected uptick in funding for the upcoming cycle. However, the State is likely to face funding constraints which may result in sizable reduction or elimination of this grant program. For the City's budget planning, SWF A funding is anticipated for both in the City's 2021-2022 budget and via this grant approval process. If SWF A funding varies considerably, a budget adjustment will be considered in mid-2021. The draft Resolution anticipates this potential funding variability. SWF A funding is routinely allocated in two distinct cycles: Regular and Offset. This has allowed flexibility for unspent grant funds from one jurisdiction to be re-allocated to successful projects in other jurisdictions. Federal Way has sought and received Offset-cycle funding in the past. Should SWF A funding return to "historical" levels, Offset-cycle funding may also become available, so the draft Resolution anticipates procuring Offset-cycle funding as well. Fundine: Cirv taff Support for HWMP Administration: HWMP allocates $8,000 in additional funding to Federal Way to offset SWR staff support of this County-wide program. Per SCA authorization, SWR staff participate in the HWMP's Moderate Risk Waste Collection Committee (coordinating services provided via King County, Seattle Public Utilities, and the roving Wastemobile) as well support with communications and outreach planning. In this upcoming cycle, two changes may occur: HWMP may use an alternative funding distribution (direct payments rather than via the grant), and/or staff from a different City may be solicited by HWMP to fulfill this role (eliminating this additional funding). However, the draft Resolution anticipates this additional funding will be available. Cirv C01mC'i l Approval Process: The attached draft Resolution serves several functions: it approves applying for and receiving grant funds, specifies budget accounts, and outlines grant-specific projects. The draft Resolution includes a summary table that shows anticipated grant funds, match, and related 2021-2022 projects. August 3, 2020 Land Use and Transportation Committee Resolution: 2021-2023 Solid Waste and Recycling Grant Approvals Page 3 Update on SWR Grant Proi ects : To date, during the current 2019-2020 grant cycle, projects have resulted in approximately $60,000 in reimbursable expenditures, through twelve grant report/reimbursement requests. Eight additional requests will be prepared prior to close-out. Highlights of current waste reduction, recycling, and moderate risk waste projects follow. These projects will continue to be supported by grant funding in the upcoming cycle. • Recycling Collection Events: Promoting, organizing and managing spring and fall Recycling Collection Events, which average nearly 1,000 participants bringing over 70 tons of materials for recycling and reuse (ranging from Styrofoam to refrigerators). Due to the pandemic two events have been cancelled. Alternatives are being planned, which could include vouchers for curbside collection or to offset the fees for use of King County recycling services, as well as smaller scale events in order to accommodate social distancing. Residential and Community Outreach: Production and distribution of educational materials to residents, providing an array of waste reduction, recycling and composting information, plus household hazardous waste disposal options . Annual service calendars are also distributed to remind single-family residents of recycling service schedules and schedule changes due to holidays , as well as current rates for collection services. Grant funds support community workshops on recycling- related topics, as well as waste prevention initiatives such as the South King Tool Library and Repair Cafes focusing on repair of mendable items . Grants also support promotion of "product stewardship " initiatives (product-specific disposal options for various items ranging from unwanted medicines to mercury-containing lighting), as well as public battery recycling drop-offs at City facilities. • Multi-Family Recycling Promotion: Supporting recycling services at multi-family residences (including recycling signage and container labels , recycling tote bags for resident use, promotional newsletters distributed directly to residents, and translations). Alternatives to Door-to-door education efforts will be considered in order to accommodate social distancing . Focused outreach will be provided to allow recycling services at complexes serviced via "valet" (front door-step) refuse collection. • Business Recycling Outreach: Assisting area businesses to implement or expand commercial recycling efforts, including provision of interior recycling containers, signage and staff training to suit each business. SWR staff provides this outreach in conjunction with hauler outreach staff. Information is distributed to describe disposal options for difficult to manage wastes. SWR staff also supported food waste prevention and edible food recovery from Commons Mall restaurants. • Public Area Services : Maintain litter/recycling containers located in right-of-way, parks, and facilities , as well as supplies for volunteer litter/recycling collection. • Upstream Waste Reduction Focus: Develop outreach materials and provide low-cost solutions that eliminate generation of waste in the first place . For example: o Similar to "repair cafe" initiatives , practical outreach would be provided for extending shelf life of produce, food preservation, extending the useful life of personal electronics, and supporting clothing and footwear repair. Coordinate with local businesses to support related services via vouchers or coupons. o Exploration of a potential 'pea patch' or community garden for renters, or coordination on small-scale container gardening with an outside agency. August 3, 2020 Land Use and Transportation Committee Resolution: 2021-2023 Solid Waste and Recycling Grant Approvals Page4 o Focus internally on City practices to lead toward waste reduction -for example, potential options for water catchment, solar hearing, and solar lighting options. • Culturally Relevant Outreach: In furthe1ing the Public Works Department's Social Equity Initiatives, make connections with culturally-focused community organizations to foster transcreation/translation of waste reduction practices and outreach materials with specific appeal to diverse groups residing in Federal Way. • Focused Social Media Communications: Retain consultant or intern staff to engage in relevant social media and electronic messaging (for example, to provide direct outreach to those reliant on mobile devices). • Establish "New Normal" Outreach Protocols. Re-think how education and outreach services will be provided and enhanced while also accommodating social distancing protocols. The attached draft Resolution outlines projects funded by the combined grants. Pending its approval by City Council, scopes of work and formal grant applications will be prepared to meet grant agency timelines, followed by contract execution, project implementation, and reporting/reimbursement. Resolution No. 20-_____ Page 1 of 5 Rev 1/19 RESOLUTION NO. A RESOLUTION of the City of Federal Way, Washington, authorizing grant applications, acceptance of monies, and directing execution of agreements to accept funds from various state and county sources for establishing projects within the solid waste and recycling fund. ________________________________________________________________________________ WHEREAS, cities are charged with providing and maintaining public projects necessary to maintain and improve the public health, safety, and welfare; and WHEREAS, the financial resources of cities to provide these necessary services and improvements are limited; and WHEREAS, various state and county sources have dedicated grant funds available to supplement city projects, which are awarded based on population allocation and project eligibility; and WHEREAS, City staff pursues these funds in order to maximize the local public benefits of these funds; and WHEREAS, the grants identified herein will potentially net the City of Federal Way an estimated Two Hundred Thirty-One Thousand One Hundred Forty and No/100 Dollars ($231,140.00) during the 2021-2022 biennium; and WHEREAS, the City commits to accountability by measuring and quantifying the results of the funded programs. NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF FEDERAL WAY, RESOLVES AS FOLLOWS: Resolution No. 20-_____ Page 2 of 5 Rev 1/19 Section 1. Grant Applications and Agreements Authorized. For all projects identified in Column 1 of Exhibit A, attached hereto and incorporated herein by this reference, the Mayor or his or her designated representative is authorized and directed to submit grant applications, develop scopes of work, and execute related agreements with the agencies identified in Column 2 of Exhibit A as are necessary to accept the grant monies identified in Column 3 of Exhibit A. The grant amounts shown in Column 3 are estimated and subject to change, and agency-specific funding variations are anticipated per this resolution. In particular, two funding agencies may also change either basic funding levels and/or how funds are disbursed, as follows: Solid Waste Financial Assistance Grant funding plus related Offset-cycle funding are subject to change per State Legislature action, and the Hazardous Waste Management Program’s instrument for distributing funding to compensation for City support of this county-wide program is also subject to change. Further, the pandemic has limited expenditures under the prior grant cycle, and in response grantor agencies encourage carryforward of unspent grant funding from the prior grant cycle (authorized by Resolution 18-742). These carryforward amounts will be calculated before close-out of the prior grant cycle, allowing this carryforward funding to be incorporated into new grant agreements per this resolution. The City’s 2021-2022 biennium budget will incorporate related carryforward funding. Section 2. Receipts of Funds Authorized. The Mayor or his or her designee is hereby authorized to accept the grant monies estimated in Column 3 of Exhibit A attached hereto. Section 3. Creation of Solid Waste Project Grant Fund Accounts Authorized. At the time of execution of each agreement and acceptance of the grant funds specific to that agreement, separate Resolution No. 20-_____ Page 3 of 5 Rev 1/19 projects shall be established within the Solid Waste and Recycling Fund, into which monies specific to that grant project shall be deposited. Section 4. Mayor Shall Administer Funds. The Mayor or his or her designated representative shall have responsibility for the administration of the grant monies received, and for the awarding of eligible grant-funded projects to qualified vendors and contractors. Section 5. Identification of Source Funds. The approximate amounts and anticipated sources of revenue for the grant funded projects are identified in Exhibit A attached hereto. Section 6. Severability. If any section, sentence, clause or phrase of this resolution should be held to be invalid or unconstitutional by a court of competent jurisdiction, such invalidity or unconstitutionality shall not affect the validity or constitutionality of any other section, sentence, clause, or phrase of this resolution. Section 7. Corrections. The City Clerk and the codifiers of this resolution are authorized to make necessary corrections to this resolution including, but not limited to, the correction of scrivener/clerical errors, references, resolution numbering, section/subsection numbers and any references thereto. Section 8. Ratification. Any act consistent with the authority and prior to the effective date of this resolution is hereby ratified and affirmed. Section 9. Effective Date. This resolution shall be effective immediately upon passage by the Federal Way City Council. Resolution No. 20-_____ Page 4 of 5 Rev 1/19 RESOLVED BY THE CITY COUNCIL OF THE CITY OF FEDERAL WAY, WASHINGTON this day of , 20__. CITY OF FEDERAL WAY: JIM FERRELL, MAYOR ATTEST: STEPHANIE COURTNEY, CMC, CITY CLERK APPROVED AS TO FORM: J. RYAN CALL, CITY ATTORNEY FILED WITH THE CITY CLERK: PASSED BY THE CITY COUNCIL: RESOLUTION NO.: Resolution No. 20-_____ Page 5 of 5 Rev 1/19 Exhibit A CITY OF FEDERAL WAY- SOLID WASTE & RECYCLING DIVISION 2021-2023 GRANT PROJECTS AND ANTICIPATED GRANT AMOUNTS GRANT/PROJECTS Column 1 SOURCE Column 2 GRANT AMOUNT Column 3 MATCH REQUIRED Column 4 GRANT TERMS Column 5 Solid Waste Financial Assistance (SWFA) Funding - Regular and Offset-cycle Four Recycling Collection Events Waste Reduction & Recycling Outreach (Single-Family, Multi-Family and Businesses) Funding for staff and overhead Washington Department of Ecology (DOE) $42,450 $14,150* 07/01/21 to 6/30/23 Waste Reduction and Recycling Program Grant (WRR) Four Recycling Collection Events Waste Reduction & Recycling Outreach (Single-Family, Multi-Family and Businesses) Litter and Recycling Collection in Public Places Funding for staff and overhead King County Solid Waste Division (KCSWD) $114,500* $0 01/01/21 to 12/31/22 Hazardous Waste Management Program Funding (HWMP) Four Recycling Collection Events Moderate Risk Waste Outreach Staff Participation as a Sound Cities Association appointed representative to the HWMP in support of program administration. Funding for staff and overhead Hazardous Waste Management Program in King County $74,190* $0 01/01/21 to 12/31/22 TOTAL $231,140 * The WRR and HWMP grants will provide all necessary matching funds for the Solid Waste Financial Assistance Grant. COUNCIL MEETING DATE: August 11, 2020 CITY OF FEDERAL WAY CITY COUNCIL AGENDA BILL SUBJECT: SW 296™ AT 14TH SLIDE RESTORATION-BID AWARD ITEM#: Sh POLICY QUESTION: Should the Council award the SW 296th At 14th Slide Restoration to the lowest responsive, responsible bidder? COMMITTEE: Land Use and Transportation Committee CATEGORY: � Consent D City Council Business D Ordinance D Resolution Attachments: Land Use and Transportation Committee memorandum Options Considered: MEETING DATE: August 3, 2020 □□ Public Hearing Other DEPT: Public Works I.Award the SW 296 th At 14th Slide Restoration project to R W Scott Construction, the lowest responsive, responsible bidder, in the amount of$74,859.00 and approve a 10% contingency of $7,486.00 for a total of $82,345.00 and authorize the Mayor to execute the contract. 2.Reject all bids for the SW 296 th At 14th Slide Restoration project and direct staff to rebid the project and return to Committee for further action. MAYOR'S RECOMMENDATION: The Mayor recommends forwarding Option 1 to the August 11, 2020 City Council Consent Agend for approval. u 1.t,7 ,v,,,,_ � n-.. :::.DIRECTOR APPROVAL: , :::=:-e.::-, Initial/Date COMMITTEE RECOMMENDATION: "I move to forward Option 1 to the August 11, 2020 consent agenda for approval." \[ \ c.._ \I � c\-e,0 t".,e;, v\ (:e: '' I/\..(' -e,_ Committee Chair V, r� v J <2 � cei tl\f er< 11 ec; ___________ _Committee Member Committee Member PROPOSED COUNCIL MOTION: "/ move authorize staff to award the SW 2961" At 14'" Slide Restoration project to R W Scott Construction, the lowest responsive, responsible bidder in the amount of $74,859.00 and approve a 10% contingency of $7,486.00 for a total of $82,345.00 and authorize the Mayor to execute the contract. " (BELOW TO BE COMPLETED BY CITY CLERK'S OFFICE) COUNCIL ACTION: 0 APPROVED 0 DENIED 0 TABLED/DEFERRED/NO ACTION 0 MOVED TO SECOND READING (ordinances only) REVISED-11/2019 COUNCIL BILL# First reading Enactment reading ORDINANCE# RESOLUTION# DATE: August 3, 2020 CITY OF FEDERAL WAY MEMORANDUM TO: City Council Members VIA: Jim Ferrell, Mayor FROM: EJ Walsh, P.E., Public Works Director' ~---~~ Kent Smith, P.E., Senior Capital Engineer SUBJECT: SW 296th At 14th Slide Restoration-Bid Award Financial Impacts: The cost to the City for the SW 296th at 14th Slide Restoration Project 227 was approved as a request to modify the Transportation Systems Capital Improvement Plan on May 19, 2020. This project is funded through unallocated SWM Capital Fund 304 and unallocated Streets Capital Funrl 106. This is replacement of existing infrastructure. Additional costs associated with operations and maintenance are not anticipated. Background Information: In January and February of 2020 multiple landslides occurred in the vicinity of the west end of SW 296th St, west of the intersection of 12 th Ave SW that compromised both the roadway section and the existing stormwater infrastructure. A project was created to remediate the damages. PROJECT EXPENDITURES Design Right of Way Construction 10% Construction Contingency Constructio11 Engineering Total Project Costs AVAILABLE FUNDING Unallocated SWM fund 304 Unallocated Streets fund 306 Total Available Budget $60,000.00 $5,000.00 $74,859.00 $7,486.00 $15.000.00 $162,345.00 $125,000 $125.000 $250,000 The SW 296th at 14 th Slide Restoration project will include realignment of the existing roadway on SW 296th St and adjustment to the existing City stormwater conveyance system at the same location. Additional project components include right of way acquisition, tree removal, site grading and/or construction of a small retaining wall, Rev. 7/18 guardrail removal and replacement, and landscape restoration. Solicitations were sent to contractors on the MRSC Roster in the category of Roadway Construction, Repair and Maintenance. Five bids were received and opened on July 24, 2020 for the SW 296th at 14th Slide Restoration project. Please see the attached Bid Tabulation Summary. The lowest responsive, responsible bidder is R W Scott Construction, with a total bid of $74,859.00 . Rev. 7/18 City of Federal Way SW 296TH AT 14TH SLIDE RESTORATION· BID TABS BID# 1 BID# 2 m o #3 BID# 4 BID #S WESTWATER CONSTRUCTION scom·s GENERAL ITEM# ITEM DESCRIPTION UNIT PLAN QTY RW SCOTT CONSTRUCTION COMPANY CONSTRUCTION, INC , NORTHWEST CASCADE, INC , MARONI CONSTRUCTION INC. \JnitPrke Amount Unit Price Amount Unit Price Amount Unit Price Amount Unit Price Amount 1 UNEXPECTED SITE CHANGES FA 1 s 10,000.00 s 10,000.00 s 10,000.00 s 10,000.00 s 10,000,00 s 10,000.00 s 10.,000.00 $ 10,000 00 $ 10,000.00 s 10,000.00 2 ROADWAY SURVEYING LS 1 $ 5,000.00 $ 5,000,00 s 5,000 00 $ 5,000.00 s 6.000,00 s 6,000.00 s 8,000.00 s 8,000,00 s S,000,00 s S,000.00 3 AS-BUILT SURVEY & RECORD DRAWINGS LS 1 s 1,S00.00 s 1,500.00 $ 1,000.00 s 1,000,00 s 2,500.00 s 2,500 00 s 1,000 00 s 1000,00 $ 2,350.00 s 2,350.00 4 SPCC PLAN_ LS 1 $ 500.00 s 500.00 s 1,000.00 s 1,000.00 s 800.00 S 800.00 s 275.00 s 27S .OO $ 100,00 s 100,00 5 MOBILIZATION LS 1 $ 10,000.00 $ 10,000.00 s 25,000.00 s 2S,000.00 s 8,000.00 s 8,000.00 $ ll.000.00 $ 11,000.00 $ 5,000.00 s 5,000.00 6 TEMPORARY TRAFFIC CONTROL LS 1 $ 500.00 s 500.00 s 30,000.00 s 30,000.00 s 2,000.00 s 2,000.00 s 5,8SO.OO s 5,850.00 ·s 500.00 s 500.00 7 CLEARING AND GRUBBING LS 1 s 8,800 00 s 8,800.00 s 5,000,00 s 5,000,00 s 47,000.00 s 47,000.00 s 11,000.00 s 11,000.00 s 9,850.00 s 9,850.00 8 REMOVE EXISTING STORM SEWER PIPE LF 65 $ 28,60 s 1859.00 s 100,00 s 6.500,00 s 60.00 s 3,900.00 s 85.00 s 5 525 00 s 38.00 s 2.470 00 9 REMOVE EXISTING CATCH BASIN EA 2 s 500.00 s 1.000.00 s 1,000.00 s 2,000,00 s 700,00 $ 1.400 00 s 500.00 s 1,000.00 s 425 .00 $ 850,00 10 REMOVAL OF STRUCTURES AND OBSTRUCTIONS LS 1 s 1,500.00 s 1,500.00 s 5,000 00 s 5,000.00 s 5.S00.00 s 5,500.00 s 3,000.00 $ 3,000.00 $ 5,200.00 $ 5,200,00 11 ROADWAY EXCAVATION INCL. HAUL CY 10 s 70.00 s 700.00 s 1,000.00 $ 10,000 00 s 150.00 $ 1,500.00 $ 90.00 s 900.00 s lOS .00 $ 1,050.00 12 COMMON BORROW INCL. HAUL CY 15 $ 75 00 $ 1,125 00 s 200 00 s 3,000 00 s 66 .00 s 990.00 $ 9S.00 $ 1,425,00 s 125.00 s 1,875.00 13 TRENCH SAFETY SYSTEM LS 1 s 500.00 s 500 00 s 500.00 $ 500,00 s 220,00 $ 220.00 s 600 00 $ 600.00 s 200.00 $ 200,00 14 STRUCTURE EXCAVATION CLASS B INCLUDING CY HAUL 3 s 400,00 s 1,200.00 s 1000.00 s 3,000.00 s 200.00 s 600.00 $ 100.00 s 300.00 s 135.00 s 405 .00 15 CRUSHED SURFACING TOP COURSE CY 7 s 200.00 s 1,400.00 $ 500,00 s 3,500 ,00 s S5.00 s 385.00 .$ 150.00 $ 1.050.00 s 130.00 $ 910 00 16 HMA CL½ IN PG 56H -22. TN 3S s 500,00 s l.7SO 00 s 1,000.00 $ 3.S00.00 s 300.00 $ 1,050.00 $ 1,3SO.OO s 4,725.00 s 1,028,00 s 3.S98.00 17 HIGH-DENSITY POLYETHYLENE (HOPE) PIPE -8 IN LF OIAM . 40 s 85.00 $ 3,400.00 $ SOD .DO s 20,000 ,00 $ 38.00 $ 1,520.00 $ 210.00 $ 8.400.00 $ 92 .00 s 3,680,00 18 CONNECTION TO DRAINAGE STRUCTURE EA 1 $ 7SO.OO $ 7SO.OO $ 1,000.00 s 1 .. 000 .00 s SOD.OD .$ SOD .OD s 2,500.00 $ 2,S00.00 $ 150.00 $ lS0,00 19 CATCH BASIN TYPE 2 -48 IN , DIAM EA l s 4.000 00 s 4,000 00 $ 10,000.00 s 10,000 .00 s 8,900.00 $ 8,900,00 $ 7,000,00 $ 7 000.00 s 4,292 .00 s 4,292.00 20 DOWNSLOPE STORM PIPE ANCHORS EA 2 $ 1,000.00 s 2,000.00 s 2,000.00 $ 4,000 .00 s 1.480.00 S 2.960.00 s 2,500.00 s 5,000.00 s 250.00 s 500.00 21 DEAOMAN ANCHOR EA 1 $ 2,200.00 s 2,200.00 s S,000.00 5 5,000.00 s 770,00 s 770.00 s 3,000.00 $ 3,000,00 s 500.00 $ 500.00 22 INLET PROTECTION EA 1 s 150.00 s 150.00 s 100.00 $ 100.00 $ 440.00 $ 440.00 s 75 .00 s 75,00 s 100.00 s 100.00 23 EROSION CONTROL & WATER POLLUTION LS PREVENTION 1 $ 1,000.00 $ 1,000 00 s 5,000.00 s S.000,00 $ 1.000,00 $ 1.000,00 $ 4,600,00 s 4,600.00 s 6SO.OO $ 650.00 24 PROPERTY RESTORATION FA 1 s 5,000.00 s 5,000.00 s 5,000.00 s 5,000.00 $ 5,000.00 $ 5,000.00 $ 5,000,00 s 5,000.00 s 5_.ooo.oo s 5,000 00 25 SEEDED LAWN INSTALLATION SY 170 $ 12.00 $ 2,040.00 $ 10.00 $ 1,700.00 $ 6.00 $ 1,020.00 s 21.00 s 3,570.00 s 1.45 s 246.SO 26 BEAM GUARDRAIL TYPE 31 LF 45 $ 133.00 s 5,985 .00 s 200.00 s 9,000.00 s 240.00 s 10,800.00 $ lU.00 $ 4,995 .00 s 240.00 $ 10,800.00 27 PERMANENT SIGNING LS 1 s 1,000.00 s 1,000.00 s 1,500.00 s 1,S00.00 $ 250.00 s 250.00 s 320.00 s 320.00 s 200.00 s 200.00 SUBTOTAL s 74,859.00 s 176,300.00 s l25,00S.ll0. s UOU0.00 $ 75,476.50 TotaJ s 74,859.00 $ 193,930.00 $ .l25,005.00 s 110,110.00 $ 75,476.50 Bid Form YES YES YES YES YES Bid Schedule YES YES YES YES YES Bid Signature Page YES YES YES YES YES Contractor Wage Law Compliance Certification YES YES YES YES YES Incorporating Recycled Materials YES YES YES YES YES ITEM#: 6a COUNCIL MEETING DATE: August 11, 2020 -~===== CITY OF FEDERAL WAY CITY COUNCIL AGENDA BILL SUBJECT: RATIFICATION OF LAND USE/TRANSPORTATION COMMITTEE MEMBER AND CHAIR APPOINTMENT POLICY QUESTION: Should th e Council ratify the Council Committee appointment for the Land Use/Transportation Committee through 2021? COMMITTEE: NI A CATEGORY: D Consent IZJ City Council Business D Ordinance 0 Resolution STAFF REPORT BY: Ste hanie Courtne , Ci Clerk MEETING DA TE: NI A • • Public Hearing Other DEPT: Mayor 's Office Per Section 20 of the Council Rules of Procedure, Council Committee appointment (chairs and members) shall be made by the Council President in January. Membership to the Land Use/Transportation Committee (LUTC); Finance, Economic Development and Regional Affairs Committee (FEDRAC); and Parks, Recreation and Human Services Committee (PRHSPSC) consists of three Councilmembers each with one chair. Appointments to Committees are for two years; this appointment is to fill the unexpired term through December 2021 . Options Considered: 1. Ratify Council President Honda's Council Committee appointment of Councilmember _____ _ as a member and chair of the Land Use/Transportation Committee through 2021 . 2. Amend Council President Honda's Council Committee member and chair appointment. MAYOR'S RECOMMENDATION: n/a MAYOR APPROVAL: NIA Committee Initial/Date COMMITTEE RECOMMENDATION: N/ A Committee Chair NIA Council Initial/Date Committee Member Committee Member PROPOSED COUNCIL MOTION: "I move to ratify the Council President Honda 's Council Committee appointment of Councilmember _______ as a member and chair of the Land Use /Transportation Committee through 2021." (BELOW TO BE COMPLETED BY CITY CLERKS OFFICE) COUN CIL ACTION: • APPROVED • DENIED • TABLED/DEFERRED/NO ACTION • MOVED TO SECOND READING (ordinances only) REVISED -4/2019 COUNCIL BILL# lsT reading Enactment reading ORDINANCE# RESOLUTION # COUNCIL MEETING DATE: August 11, 2020 CITY OF FEDERAL WAY CITY COUNCIL AGENDA BILL ITEM#: 6b SUBJECT: EDWARD BRYNE MEMORIAL JUSTICE ASSISTANCE GRANT (JAG) PROGRAM FOR FY 2018 POLICY QUESTION: Should the City of Federal Way, Federal Way Police Department accept the Edward Byrne Memorial Justice Assistance Grant (JAG) for FY2018? Acceptance of grant requires no matching funds. COMMITTEE: NI A CATEGORY: t8] Consent 0 City Council Business D Ordinance D Resolution MEETING DATE: NIA • • Public Hearing Other STAFF REPORT BY: DIANE C. SHINES , CIVILIAN OPERATIONS MANAGER DEPT: POLICE Attachments: 1. Staff Report JAG FY2018 2. JAG 2018 Grant Award 3. FY18 JAG Contract MOU 4. 2018 Jag MOU Allocations REV Belle-Bur Decline 5. 2018 Project Narrative 7-15-2020 6. 2018 Budget Worksheet Options Considered: 1. Approve the proposed FY 2018 Grant 2. Reject the proposed FY 2018 Grant MAYOR'S RECOMMENDATION: Option 1. MAYOR APPROVAL: a:z:7 fJ-1 /rl'-' t7' Col)folitte{ lnitio VDa te COMMITTEE RECOMMENDATION: N/ A Committee Chair Committee Member Committee Member PROPOSED COUNCIL MOTION: I move approval of the proposed FY 2018 JAG Grant. (BELOW TO BE COMPLETED BY CITY CLERK'S OFFICE) COUNCIL ACTION: 0 APPROVED D DENIED 0 TABLED/DEFERRED/NO ACTION 0 MOVED TO SECOND READING (ordinances only) REVISED -4/2019 COUNCIL BILL# First reading Enactment reading ORDINANCE# RESOLUTION# CITY OF FEDERAL WAY CITY COUNCIL COMMITTEE STAFF REPORT DATE: TO: VIA: FROM: July 15, 2020 City Council Jim Ferrell, Mayor Andy Hwang, Chief of Police SUBJECT: FY 2018 Edward Byrne Memorial Justice Assistance (JAG) Grant Program Financial Impacts: JAG funds support all components of the criminal justice system. JAG funded projects may address crime through the provision of services directly to individuals or communities and by improving the effectiveness and efficiency of criminal justice systems, processes, and procedures. Specific projects are described in the attached financial and narrative summary document. Project Award: $41,894 for the purchase of Safe City server and network infrastructure and Mobile Data Computer (MDC) spares. Background The Edward Byrne Memorial Justice Assistance Grant (JAG) Program is the primary provider of federal criminal justice funding to state and local jurisdictions. JAG funds support all components of the criminal justice system. JAG funded projects may address crime through the provision of services directly to individuals and/or communities and by improving the effectiveness and efficiency of criminal justice systems, processes, and procedures. The City of Seattle is identified as the Fiscal Agent, submitting the joint application to the Bureau of Justice Assistance to request JAG program funds; and pursuant to the terms of the grant, the City of Seattle is to distribute grant funds to the County and one or more jurisdictions, including the City of Federal Way. The City of Seattle ("Seattle") is submitting its Grant Award Document and Certifications Document for the Fiscal Year (FY) 2018 Byrne Justice Assistance Grant (JAG) Award per the guidance provided by the Department of Justice ("DOJ"), but continues its strong objection to certain conditions, Paragraph 7 and 8 of the Certifications and Assurances by the Chief Executive and Conditions 41-4 7 (pertaining to non-interference with federal law enforcement, access to facilities, and notification of release from custody). Please note the prominent disclaimers pursuant to the September 26, 2019 order that permanently enjoined the DOJ from enforcing the challenged immigration-related grant conditions against U.S. Conference of Mayors members. City of Evanston v. Barr, --F. Supp. 3d --, 2019 WL 4694734 (N.D. III. Sept. 26, 2019). Seattle is a member of the U.S. Conference of Mayors. Acceptance of the FY 2018 Edward Byrne Memorial Justice Assistance Grant will ensure that services or projects under this Agreement will be conducted for the stated purpose of the Byrne 1 MemorialJusticeAssistanceGrant(JAG)Program(42.U.S.C.3751(a.)TheEdwardBymeMemorial Justice Assistance Grant (JAG) Program is the primary provider of federal criminal justice funding to state and local jurisdictions. 2 a,~ City of Seattle Mayor Jenny A. Durkan December 13, 2019 Ms. Katharine T. Sullivan Principal Deputy Assistant Attorney General U.S. Department of Justice Bureau of Justice Assistance/Office of Justice Assistance 810 Seventh Street, NW Washington, DC 20531 RE: FY 2018 Byrne JAG Award #2018-DJ-BX-0200 Dear Ms. Sullivan, The City of Seattle ("City") is submitting its Grant Award Document and Certifications Document for the FY 2018 Byrne Justice Assistance Grant ("JAG") Award. The City continues to maintain its strong objection to certain conditions, specifically Paragraphs 7 and 8 of the Certifications and Assurances by the Chief Executive and Conditions 41-47, inclusive, in the Grant Award and Special Conditions document. Although the City has not modified or crossed out Special Conditions 41-47, please note the prominent disclaimers pursuant to the September 26, 2019 order that permanently enjoined DOJ from enforcing the challenged immigration-related grant conditions against U.S. Conference of Mayors members. City of Evanston v. Barr, -F. Supp. 3d -, 2019 WL 4694734 (N .D. Ill. Sept. 26, 2019). The City is a member of the U.S. Conference of Mayors. Nothing in the City's acceptance of this award shall be construed as a certification of compliance with Paragraph 7 or 8 of the certification document or as an acceptance of Special Conditions 41-47 in the Grant Award and Special Conditions documents. In addition, the City interprets the term "applicable federal laws" in paragraph 6 of the certification document as denoting only those laws that expressly apply to federal grants. Please do not hesitate to contact me at (206) 684-5452 or via email at Michelle.Chen@Seattle.gov if you have any questions. Sincerely, fa·c;h,ffi, f. Ck---- Michelle 5. Chen Legal Counsel, Mayor of Seattle cc: Pete Holmes, Seattle City Attorney Sierra Howlett Browne, Office of Intergovernmental Relations Office of the Mayor I 600 Fourth Avenue, P.O. Box 94749, Seattle, WA 98124 I 206-684-4000 I seattle.gov/mayor U.S. DEPARTMENT OF JUSTICE OFFICE OF JUSTICE PROGRAMS EdWard Byrne Justice Assistance Grant Program FY 2018 Local Solicitation Certifications and Assurances by the Chief Executive of the Applicant Government On behalf of the applicant unit of local government named below, in support of that locality's application for an award under the FY 2018 Edward Byrne Justice Assistance Grant ("JAG") Program, and further to 34 U.S.C. § 10153(a), I certiry under penalty of perjury to the Office of Justice Programs ("OJP'), U.S. Department of Justice ("USDOJ"), that all of the following are true and correct: 1. I am the chief executive of the applicant unit of local government named below, and I have the authority to make the following representations on my own behalf and on behalf of the applicant unit or local government. I understand that these representations will be relied upon as material in any OJP decigion to make an award, under the application described above, to the applicant unit of local government. 2 I certify that no federal funds made available by the award (if any) Iha! OJP makes based on the applicallon described above will be lJsed to supplant local funds, but will be used to increase the amounts or suoh funds that would, in the absence of federal funds, be made available for law enforcement activities. 3. I assure that the application described above (and any amendment to that application) was submitted for review to the governing boay of the unit of local government (e.g., city council or county commission), or to an organization designated by that governing body, not less than 30 days before the dale of lhiscertirication. 4. I assure that, before tl7e date of this certification-(a) the application described above (and any amendment to that application) was made public; and (b) an opportunity to comment on that application (or amendment) was provided lo citizens and to neighborhood or community-based organizations, to lhe extent applicable law or established procedure made such an opportunity available. 5. I assure that, for each fiscal year of the award (if any) that OJP makes based on the application described above, the applicant unit of local government wlll maintain and report such data, records, and Information (programmatic and financial), as OJP may reasonably require. 6. I certify that-(a) the programs to be funded by the award (if any) that OJP makes based on the application described above meet all the requirements of the JAG Program statute (34 U.S.C. §§ 10151-10158); (b) all the information contained in that application is correct; (c) in connection with that application, there has been appropriate coordination with arfecled agencies; and (d} in connection with that award (if any), the applicant unit of local government will comply with all provisions of the JAG Program statute and all other applicable federal laws. 7. I hav& ex:.minQ.CiJ::e ·ricalion entitled •state or Local Government: FY 2018 Certification of Colllilfi~ * U.S.C. §§ 1373 & 1644" exec he-61:!ieL!egitl,gffice r of the applicant QOlt6FRft,e,I1 w,th respect to the FY 201 B JAG program and submitted in suppc;irt of ~I, ue:,•d al:x)ye , and I hereby adopt that certification as my ow government. (This provision is not appllcab le to Indfar'Hr-it:i,a_1 __ _ pp cants.) * 6:-1 1ed certification entitled "State or Local Government: FY 2018 Certification Relating to 6 u_s_c, §§ 1226(a) & c. . 1366(1) & (3)" executed b t appllcant government with respect to the FY 2018 JAG of II ie application described above, and I hPrek>¥-,a 1 ,ca 10n as my own on behalf of that government. ( 1s · · ' appllcabie lo Indian tribal government applicants.) I acknowledge that a materially false, fictitious, or fraudulent statement (or concealment or omission of a material fact) in this certification, or in the application that it supports, may be the subject of criminal prosecution (inoludfng under 1 B US.C . §§ 1001 .and/or 1621, and/or 34 lJ.S.C. §§ 10271-10273), and also may subject me and the applicant unit of local government to civil penalUes and admin istrative remed ies for false claims or otherwise (inc luding under 31 U.S.C . §§ 3729-3730 and§§ 3801-3812). I also acknowledge that OJP awards, Including certifications provided In connection ' uch awards, are subject 10 review by' USOOJ. lnoludlng by OJP and by the USDOJ Office or the lnspecto ral. JI 1f7 I/_ # ~ /l.-1~ -19 Signa cutive of the Applicant Unll of Date of Certification Loca G vernmen :..J (3:JJAJ'i b u.({l(A-,J Printed Name of Chief Execulive Title of Chief Exeoulive C-1('f of-5G't:JTL-~ Name of Applicant Unit or Local Government * Acceptance of FY 2018 JAG awards by U.S. Conference of Mayors members (as designated in Evanston v. Barr) shall not be construed as acceptance of Special Conditions 41 through 47 thereof. Nor, given the injunction, currently in effect, in the litigation, against inclusion of those conditions in FY 2018 JAG awards, shall Special Conditions 41-4 7 be enforced against the foregoing jurisdictions while that ruling ;s in effect. 41 BJA-2018-13626 Office of the Assistant Attorney General July 19,2019 The Honorable Jenny Durkan City ofSeattle 700 Fifth Avenue Suite5800 Seattle, WA98124-4708 Dear Mayor Durkan: U.S. Department o£Justice Office of Justice Programs Washing/on , D.C. 2053 I On behalf of Attorney General William P. Barr, it is my pleasure to infonn you that the Office of Justice Programs has approved your application for funding under the FY 18 Edward Byrne Memorial Justice Assisfllnce Grant (JAG) Program- Local Solicitation in the amount of$681,367 for City ofSeattle. Enclosed you will find the Grant Award and Special Conditions documents. This award is subject to all administrative and financial requirements, including the timely submission of all financial and programmatic reports, resolution of all interim audit findings, and the maintenance of a minimum level of cash-on-hand. Should you not adhere to these requirements, you will be in violation of the terms of this agreement and the award will be subject to termination for cause or other administrative action as appropriate. lfyou have questions regarding this award, please contact: -Program Questions, Jeffi-ey S. Felten-Green, Program Manager al (202) 514-8874; and -Financial Questions, the Office of the Chief Financial Officer, Customer Service Center (CSC) at l!OO 4 -s-on > 0 1· VO ii 1111 C m ncl the ' '(' al IL\k m;fo(lfl 1s tJo .• •ov Congratulations, and we look forward lo working with you . Sincerely, [lf7VV ....__- Katharine T. Sullivan Principal Deputy Assistant Attorney General Enclosures Accepfance of FY 201 B JAG awards by U.S. Conference of Ma)'M members (as designated in Evanston v. Barr) shall not be constroed as acceptance of Spacial Conditions 41 through 47 /h8/'9of. Nor, given the injunction, currently in effec/, in the litigation, against inclusion of those conditions in FY 2018 JAG a111urd$., s118/1 Special Condifi(l(IS 41-47 be en/Cl((;el/ aga,nst the forego/ng}vnsd,aions whlle that mllng 1s in effect. July 19,2019 The Honorable Jenny Durkan City ofSeattle 700 Fifth Avenue Suite 5800 Seattle, WA 98124-4708 Dear Mayor Durkan: U.S. Department of Justice Office of Justice Programs Office of Civil Rights Washington, DC 20531 Congratulations on your recent award! The Office for Civil Rights (OCR), Office ofJustice Programs (OJP), U.S. Department of Justice (DOJ) has been delegated the responsibility for ensuring that recipients of federal financial assistance from the OJP, the Office of Community Oriented Policing Seivices (COPS), and the Office on Violence Against Women (OVW) are not engaged in discrimination prohibited by law. Several federal civil rights laws, such as Title VI of the Civil Rights Act of 1964 and Title IX of the Education Amendments of 1972, require recipients of federal financial assistance to give assurances that they will comply with those laws. In addition to those civil rights laws, many grant program statutes contain nondiscrimination provisions that require compliance with them as a condition ofreceiving federal financial assistance. For a complete review of these civil rights laws and nondiscrimination requirements, in connection with OJP and other DOJ awards, sec https://ojp.gov/funding/Explore/LegalOverview/CivilRightsRequiremenls.htm Under the delegation of authority, the OCR investigates allegations of discrimination against recipients from individuals, entities, or groups. In addition, the OCR conducts limited compliance reviews and audits based on regulatory criteria. These reviews and audits permit the OCR to evaluate whether recipients of financial assistance from the Department are providing services in a non- discriminatory manner to their service population or have employment practices that meet equal-opportunity standards. If you are a recipient of grant awards under the Omnibus Crime Control and Safe Streets Act or the Juvenile Justice and Delinquency Prevention Act and your agency is part of a criminal justice system, there are two additional obligations that may apply in connection with the awards: ( 1) complying with the regulation relating to Equal Employment Opportunity Programs (EEOPs); and (2) submitting findings of discrimination to OCR. For additional information regarding the EEOP requirement, sec 28 CFR Part 42, subpart E, and for additional information regarding requirements when !here is an adverse frnding, see 28 C.F.R. §§ 42.204(c), .205(cX5). Please submit information about any adverse finding lo the OCR at the above address. We at the OCR are available to help you and your organization meet the civil rights requirements that are associated with OJP and otlier DOJ grant funding. If you would like the OCR to assist you in fulfilling your organization's civil rights or nondiscrimination responsibilities as a recipient of federal financial assistance, please do not hesitate to let us know. Sincerely, Michael L.Alston Director cc: Grant Manager Financial Analyst U.S . Department ofJustice Office of Justice Programs Bureau of Justice Assistance I. RECJPJENT NAME AND ADDRESS (lncluding Zip Code) City ofSealtle 700 Fifth Avenue Suite5800 Seattle, WA 98 I 24-4 708 2a. GRANTEE !RS/VENDOR NO. 9 16001303 2b . GRANTEE DUNS NO. 790597814 3. PROJECTTITLE Sealllo/King County Joint JAG Program 12 . SPECIAL CONOrllONS PAGE I OF 23 Grant 4 . AWARD NUMBER : 2018-DJ-BX-0200 5. PROJECT PERIOD : FROM BUDGET PERIOD : FROM 6 AWARD DATE 07/19/2019 8. SUPPLEMENT NUMBER 00 9. PREVIOUS AWARD AMOUNT 10.AMOUNTOFTHIS AWARD 11 ."JDTAI .AWARD 10/01/2017 TO 09/30/2021 10/01/2017 TO 09/30/2021 7.ACTION Initial $0 $681,367 $681 ,367 THE ABOVE GRANT PROJECT IS APPROVED SUBJECT TO SUCH CONDrr!ONS OR LIMITATIONS AS ARE SET FORTH ON THE ATTACHED PAGE(S). 13. STATUTORY AUTHORITY FOR GRANT •n,i~ J>mjcct is.,uppartcd undor FYl 8(B.I A -JAGSmto & JAG Lot:111) Title I of Pnb L, No. 90 -35 I (llP'cnil ly codified oi 34 U.S.C. 1010 1 -10726).includins ,ubp ttn I of pon '"(codified ~! 34 U.S .C. 10 15 1 -10 15R );see·•lso 28 U.S:C 53DC(n) 14 . CATALOG OF DOMESTIC FEDERAL ASSISTANCE (CFDA Number) 16.738 -Edward Byrne Memorial Justice Assistance Grant Program 15. METHOD OF PAYMENT GPRS AGENCY APPROVAL 16. TYPED NAME AND TITLE OF APPROVING OFFICIAL -KatharineT.Sullivan Principal Deputy Assistant Attomey General 17. SIGNATURE OF APPROVING OFFICIAL * GRANTEE ACCEPTANCE 18 TYPED NAME AND TITLE OF AUTHORIZED GRANTEE OFFICIAL RIZl!D RECIPIENTOFFICIAL 19A.DATE AGENCY US E ONLY 2D. ACCOUNTING Cl .ASSIFICATION CODES FISCAL FUND BUD. DIV. YEAR CODE ACT OFC. REG. SUB . POMS AMOUNT X B DJ 80 00 00 681367 OJP FORM 4000/2 (REV 5-87) PREVIOUS EDITIONS AREOBSOLETE OJP FORM 4000/2 (REV.4-88) 21. TDJUGT0345 Acceptance of FY 2018 JAG awards by U.S. Conference of Mayors members (as designated in Evanston v. Ba") shall not be construed as acceptance of Special Conditions 41 lhrough 47 theroof. Nor, given /he lrlJtn clion, cu"enl/y in effect, in the lffigalion, against inclusion of those conditions in FY 2018 JAG awards, shall Special Condi/ions 41-47 be enforced againsl the foregoing jurisdictions while Iha/ ruling is in effect. U.S. Department ofJustice Office of Justice Programs Bureau of Justice Assistance AWARD CONTINUATION SHEET PAGE 2 OF 23 Grant PROJECTNUMBER 2018-DJ-BX-0200 AWARD DATE 07/19/2019 SPECIAL CONDITIONS I. Requirements of the award; remedies for non-compliance or for materially false statements * The conditions of this award are material requirements of the award. Compliance with any certifications or assurances submitted by or on behalf of the recipient that relate to conduct during the period of performance also is a material requirement of this award. Failure to comply with any one or more oftbese award requirements --whether a condition set out in full below, a condition incorporated by reference below, or a certification or assurance related to conduct during the award period- -may result in the Office of Justice Programs ("OJP") taking appropriate action with respect to the recipient and the award. Among other things, the OJP may withhold award funds, disallow costs, or suspend or terminate the award. The Department of Justice ("DOJ"), including OJP, also may take other legal action as appropriate. Any materially false, fictitious, or fraudulent statement to the federal government related to this award (or concealment or omission of a material fact) may be the subject of criminal prosecution (including under 18 U.S.C. 1001 and/or 1621, and/or 34 U.S.C . 10271-l 0273 ), and also may lead to imposition of civil penalties and administrative remedies for false claims or otherwise (including under 31 U.S.C. 3729-3730 and 3801-3812). Should any provision of a requirement of this award be held to be invalid or unenforceable by its tenns, that provision shall first be applied with a limited construction so as to give it the maximum effect permitted by law. Should it be held, instead, that the provision is utterly invalid or -unenforceable, such provision shall be deemed severable from this award. 2. Applicability of Part 200 Uniform Requirements The Uniform Administrative Requirements, Cost Principles, and Audit Requirements in 2 C.F.R. Part 200, as adopted and supplemented by DOJ in 2 C.F.R. Part 2800 (together, the "Part 200 Uniform Requirements") apply to this FY 2018 award fromOJP. The Part 200 Uniform Requirements were first adopted by DOJ on December 26, 2014. If this FY 2018 award supplements funds previously awarded by OJP under the same award number (e.g., funds awarded during or before December 2014), the Part 200 Uniform Requirements apply with respect to all funds under that award number (regardless of the award date, and regardless of whether derived from the initial award or a supplemental award) that are obligated on or after the acceptance date of this FY 2018 award. For more infonnation and resources on the Part 200 Uniform Requirements as they relate to OJP awards and subawards ("subgrants"), see tbe OJP website alhttps://ojp.gov/li.mding/Part200UniformRequirements.htm. Record retention and access : Records pertinent to the award that the recipient (and any subrecipient ("subgrantee") at any tier) must retain -typically for a period of3 years from the date of submission of the final expenditure report(SF 425), unless a different retention period applies --and to which the recipient (and any subrecipient ("subgrantee") at any tier) must provide access, include performance measurement information, in addition to the financial records, supporting documents, statistical records, and other pertinent records indicated at 2 C.F.R. 200.333. In the event that an award-related question arises from documents or other materials prepared or distributed by OJ P that may appear to conflict with, or differ in some way from, the provisions of the Part200 Uniform Requirements, the recipient is to contact OJP promptly for clarification. *Acceptance of FY 201 B JAG awards by U.S. Conference of Mayors members (as designated in Evanston v. Barr) shall not be construed as acceptance of Special Conditions 41 through 47 thereof. Nor, given the injunction, currently in effect, in the litigation, against inclusion of those condilions in FY 2018 JAG awards, shall Special Conditions 41-47 be enforced against the foregoing jurisdictions while that ruling is in effect. OJP FORM 4000/2 (REV.4-88) U.S. Department of Justice Office of Justice Programs Bureau of Justice Assistance PROJ ECT NUMBER 2018-DJ-BX-0200 AWARD CONTINUATION SHEET Grant AWARD DATE 07/19/2019 SPECIAL CONDITIONS 3. Compliance with DOJ Grants Financial Guide PAGE 3 OF 23 References to the DOJ Grants Financial Guide are to the DOJ Grants Financial Guide as posted on the OJP website (currently, the "DOJ Grants Financial Guide" available at https ://ojp.gov/financialguide/DOJ/index.htm), including any updated version that may be posted during the period of performance. The recipient agrees to comply with the DOJ Grants Financial Guide . 4 . Reclassification of various statutory provisions to a new Title 34 of the United States Code On September I, 2017, various statutory provisions previously codified elsewhere in the U.S . Code were editorially reclassified to a new T itle 34, entitled "Crime Control and Law Enforcement" The reclassification encompassed a number of statutory provisions pertinent to OJP awards (that is , OJP grants and cooperative agreements), including many provisions previously codified in Title 42 of the U.S . Code . Effective as of September 1,2017, _any reference in this award document to a statutory provision that has been reclassified to the new Tille 34 of the U.S. Code is to be read as a reference to that statutory provision as reclassified to Tille 34. This rule of construction specifically includes references set out in award conditions, references set out in material incorporated by reference through award conditions, and references set out in other award requirements. 5. Required training for Point of Contact and all Finnncial Poinls of Contact Both the Point of Contact (POC) and all Financial Points of Contact (FPOCs) for this award must have successfully completed an "OJP financial management and grant administration training" by 120 days after the date of the recipient's acceptance of the award. Successful completion of such a training on or after January I, 2016, will satisfy this condition . Tn the event that either the POC or an FPOC for this award changes during the period of performance, the new POC or FPOC must have successfully completed an "OJP financial management and grant administration training" by 120 calendar days after-(1) the date ofOJP's approval of the "Change Grantee Contact" GAN (in the case ofa new POC), or (2) the date the POC enters information on the new FPOC in GMS (in the case of a new FPOC). Successful completion of such a training on or after January I, 2016, will satisfy this condition. A list of OJP trainings that OJP will consider "OJP financial management and grant administration training" for purr< sc,rnfth1s cond ition l~ a ai labh.: nl hi! --11www.o ·n.gov/lraining/()11 1s.l 11 m All trainin gs that satisfy this condition in clude a session on grant :fra ud pre vention o.nd detection. The recipient should anticipate that OJP will immediately withhold ("freeze") award funds ifthc recipient fails to comply with this condition. The recipient's failure to comply also may lead OJP to impose additional appropriate conditions on this award. 6. Requirements related to "de minimis" indirect cost rate A recipient that is eligible under the Part 200 Uniform Requirements and other applicable law to use the "de minimis" indirect cosl rale described in 2 C .F.R . 200.414(f), and that elect.,; to use the "de minimis" indirect cost rate, must advise OJP in writing of both its eligibility and its election, and must comply with all associated requirements in the Part200 Uniform Requirements. The "de minimis" rate may be applied only to modified total direct costs (MTDC) as defined by the Part 200 Uniform Requirements. OJP FORM 4000/2 (REV.4-88) U.S. Department ofJustice Office of Justice Programs Bureau of Justice Assistance PROJECTNUMBER 2018-DJ-BX-0200 AWARD CONTINUATION SHEET Grant AWARD DATE 07/19/2019 SPECIAL CONDITIONS 7. Requirement to report potentially duplicative funding PAGE 4 OF 23 If the recipient currently has other active. awards of federal funds, or if the recipient receives any other award of federal funds during the period of performance for this award, the recipient promptly must determine whether funds from any of those other federal awards have been, are being, or are to be used (in whole or in part) for one or more of the identical cost items for which funds are provided under this award. If so, the recipient must promptly notify the DOJ awarding agency (OJP or OVW, as appropriate) in writing of the potential duplication, and, ifso requested by the DOJ awarding agency, must seek a budget-modification or change-of-project-scope grant adjustment notice (GAN) to eliminate any inappropriate duplication of funding. 8 . Requirements related to System for Award Management and Universal Identifier Requirements The recipient must comply with applicable requirements regarding the System for Award Management (SAM), 911rrc111l y ncg;s.-;i bl~ at hllp,s ./fwww si un.uo ,,/_ This includes applicable requirements regarding registration with SAM, as well as maintaining the currency of information in SAM. The recipient also must comply with applicable restrictions on subawards ("subgrants") to first-tier subrecipients (first-tier "subgrantees"), including restrictions on subawards to entities that do not acquire and provide (to the recipient) the unique entity identifier required for SAM registration. The details of the recipient"s obligations related to SAM and to unique entity identifiers are posted on the OJP web site at https://ojp.gov/funding/Explore/SAM.htm (Award condition: System for Award Management (SAM) and Universal Identifier Requirements), and are incorporated by reference here. This condition does not apply to an award to an individual who received the award as a natural person (i .e ., unrelated to any business or non-profit organization that he or she may own or operate in his or her name). 9. Requirement to report actual or imminent breach of personally identifiable information (PII) The recipient (aud any "subrecipient" at any tier) must have written procedures in place to respond in the event of an actual or imminent "breach" (0MB M-17-12) ifit (ora subrecipient)--1) creates, collects, uses, processes, stores, maintains, disseminates, discloses, or disposes of"personally identifiable information (Pll)" (2 CFR 200.79) within lhe scope of an OJP grant-funded program or activity, or 2) uses or operates a "Federal information system" (0MB Circular A-130). The recipient"s breach procedures must include a requirement to report actual or imminent breach of PII to an OJP Program Manager no later than 24 hours after an occurrence of an actual breach, or the detection of an imminent breach. 10 . All subawards ("subgrants") must have specific federal authorization The recipient, and any subrecipient ("subgrantee") at any tier, must comply with all applicable requirements for authorization of any subaward. This condition applies to agreements that -for purposes of federal grants administrative requirements --OJP considers a "subaward" (and therefore does not consider a procurement "contract"). The details of the requirement for authorization of any subaward are posted on the OJP web site at https://ojp.gov/funding/Explore/SubawardAuthorization.htm (Award condition: All subawards ("subgrants") must have specific federal authorization), and are incorporated by reference here. OJP FORM 400012 (REV . 4-88) U.S. Department ofJustice Office of Justice Programs Bureau of Justice Assistance PROJECT NUMBER 2018-DJ-BX-0200 AWARD CONTINUATION SHEET Grant AWARD DATE 07/19/2019 SPECIAL CONDITIONS PAGE 5 OF 23 11. Specific post-award approval required to use a noncompetitive approach in any procurement contract that would exceed $150,000 The recipienl, and any subrecipient ("subgrantee") at any tier, must comply with all applicable requirements to obtain ~-pc oitic a dv ance approval to us e a noneo mp crfti vc a pproach in n11y procuremen1 conrmcl th at would exceed the implified Acqui s itio n Threshold (currently, U S0,000). T his conditi on appl ies to agreement s that•· for purposes of fu deral grants 11dmm is1rative re quire ments -OJP conside rs a proc urement "conrrn ct " (and therefore does not consider a subaward). The details of the requirement for advance approval to use a noncompetitive approach in a procurement contract under an OJP award are posted on the OJ P web site at https://ojp.gov/funding/Explore/NoncompetitiveProcurement.htm (Award condition : Specific post-award approval required to use a noncompetitive approach in a procurement contract (if contract would exceed $150,000)), and are incorporated by reference here. 12 . Requirements pertaining to prohibited conduct related to trafficking in persons (including reporting requirements and OJP authority to terminate award) The recipient, and any subrecipient ("subgrantee") at any tier, must comply with all applicable requirements (including requirements to report all egalions) pertaining to prohibited conduct rel ated to th e traffic king of persons, whether on the part ofrecipients, subrecipicnts (''sub grwi rees"), or individuals defined (fo r purpos es of thi s condition) as "employees" of the recipient or of any subrecipient. The details of the recipient's obligations related to prohibited conduct related to trafficking in persons are posted on the OJP web site at hllps://ojp.gov/fimding/Explorc/ProhibiledConduct-Trafficking.htm (Award condition : Prohibited conduct by recipients and subrecipients related to trafficking in persons (including reporting requirements and OJP authority to terminate award)), and are incorporated by reference here. 13. Compliance with applicable rules regarding approval, planning, and reporting of conferences, meetings, trainings, and other events The recipient, and any subrecipienl ("subgrantee") at any tier, must comply with all applicable laws, regulations, policies, and official DOJ guidance (including specific cost limits, prior approval and reporting requirements, where applicable) governing the use of federal funds for expenses related lo conferences (as that term is defined by DOJ), including the provision of food and/or beverages at such conferences, and costs of attendance at such conferences. Information on the pertinent DOJ definition of conferences and the rules applicable to this award appears in the DOJ Granls Financial Guide (currently, as section 3 .10 of "Postaward Requirements" in the "DOJ Grants Financial Guide"). 14. Requirement for data on performance and elTectiveness under the award The recipient must collect and maintain data that measure the performance and effectiveness of work under this award. The data must be provided to OJP in the manner (including within the timeframes) specified by OJP in the program solicitation or other applicable written guidance. Data collection supports compliance with the Government Performance and Results Act (GPRA) and the GPRA Modernization Act of2010, and other applicable laws. 15. OJP Training Guiding Principles Any training o r !rai ning materials th at lhc rec ip ien t -or any subrecipient ("subgrantee") at any tier --develops or delivers with OJP ew ard funds must adh ere 10 the OJ P Training Guiding Principles for Grantees and Subgrantees, available at https://ojp.gov/funding/lmplementfrrainingPrinciplesF orGrantees-Subgrantees. htm. OJP FORM 4000/2 (REV. 4-88) U.S. Department ofJusticc Office of Justice Programs Bureau of Justice Assistance PROJECT NUMBER 2018-DJ-BX-0200 AWARD CONTINUATION SHEET Grant AWARD DATE 01I19noI9 SPECIAL CONDITIONS 16 . Effect of failure to address audit issues PAGE 6 OF 23 The recipient understands and agrees that the DOJ awarding agency (OJP or OVW, as appropriate) may withhold award funds, or may impose other related requirements, if (as determined by the DOJ awarding agency) the recipient does not satisfactorily and promptly address outstanding issues from audits required by the Part 200 Unifonn Requirements (or by the terms of this award), or other outstanding issues that arise in connection with audits, investigations, or reviews of DOJ awards. 17 . Potential imposition of additional requirements The recipient agrees to comply with any additional requirements that may be imposed by the DOJ awarding agency (OJP or OVW, as appropriate) during the period of performance for this award, if the recipient is designated as "high- risk" for purposes of the DOJ high-risk grantee list. 18 . Compliance with DOJ regulations pertaining to civil rights and nondiscrimination -28 C.F.R. Part42 The recipient, and any subrecipient ("subgrantee") at any tier, must comply with all applicable requirements of28 C.F .R. Part 42, specifically including any applicable requirements in Subpart E of28 C.F.R . Part 42 that relate to an equal employment opportunity program. 19. Compliance with OOJ regulations pertaining to civil rights and nondiscrimination -28 C.F.R. Part54 The recipient, and any subrecipient ("subgrantee") at any tier, must comply with all applicable requirements of28 C.F.R. Part 54, which relates to nondiscrimination on the basis of sex in certain "education programs." 20. Compliance with DOJ regulations pertaining to civil rights and nondiscrimination -28 C.F.R. Part38 The recipient, and any subrecipient ("subgrantee") at any tier, must comply with all applicable requirements of28 C.F.R. Part 38, specifically including any applicable requirements regarding written notice to program beneficiaries and prospective program beneficiaries. Among other things, 28 C.F.R. Part 38 includes rules that prohibit specific fonns of discrimination on the basis of religion, a religious belief, a refusal to hold a religious belief, or refusal to attend or participate in a religious practice. Part 38 also sets out rules and requirements that pertain to recipient and subrecipient ("subgrantee") organizations that engage in or conduct explicitly religious activities, as well as rules and requirements that pertain to recipients and subrecipients that are faith-based or religious organizations. The text of the regulation, now enlitled "Partnerships with Faith-Based and Other Neighborhood Organizations," is availa bl e vfa the e lectronic Co de offcdcrnl Rsic ul nlious IL-urremly accc.,;_qib li: n1 hllp s:/lwww .c-0fr,gnv/c;c i- bin/ECFR?page=cbrowse), by browsing to Title 28-Judicial Administration, Chapter I, Part 38, under e-CFR "current" data. OJP FORM 400012 (REV. 4-88) U.S. Department of Justice Office of Justice Programs Bureau of Justice Assistance PROJECT NUMBER 20 I 8-DJ-BX-0200 A WARD CONTINUATION SHEET Grant AWARD DATE 07/19/2019 SPEC/AL CONDITIONS 21. Restrictions on "lobbying" PAGE 7 OF 23 In general, as a matter of federal law, federal funds awarded by OJP may not be used by the recipient, or any subrecipient ("subgrantee") al any tier, either directly or indirectly, to support or oppose the enactment, repeal, modification, or adoption of any law, regulation, or policy, at any level of government. See 18 U.S.C. 1913. (There may be exceptions if an applicable federal statute specifically authori7..es certain activities that otherwise would be barred by law.) Another federal law generally prohibits federal funds awarded by OJP from being w;ed by the recipient, or any subrecipient at any tier, to pay any person to influence (or attempt to influence) a federal agency, a Member of Congress, or Congress (or an official or employee of any oflhem) with respect to the awarding ofa federal grant or cooperative agreement, subgrant, contract, subcontract, or loan, or with respect to actions such as renewing, extending, or modifying any such award. See 31 U .S.C. 1352. Certain exceptions to this law apply, including an exception that applies to Indian tribes and tribal organizations. Should any question arise as to whether a particular use of federal funds by a recipient (or subrecipient) would or might fall within the scope of these prohibitions, the recipient is to contact OJP for guidance, and may not proceed without the express prior written approval ofOJP. 22. Compliance with general appropriations-law restrictions on the use of federal funds (FY 2018) The recipient, and any subrecipient ("subgrantee") at any tier, must comply with all applicable restrictions on the use of federal funds set out in federal approprialions statutes. Pertinent restrictions, including from various "general provisions" in the Consolidated Appropriations Act, 2018, are set out at https://ojp.gov/funding/Explore/FYI 8AppropriationsRcstrictions.htm, and are inco!poraled by reference here. Should a question arise as to whether a particular use offederal funds by a recipient (or a subrecipient) would or might fall within the scope of an appropriations-law restriction, the recipient is to contact OJP for guidance, and may not proceed without the express prior written approval ofOJP. 23. Reporting Potential Fraud, Waste, and Abuse, and Similar Misconduct The recipient and any subrecipients ("subgrantees") must promptly refer to the DOJ Office of the Inspector General (OIG) any credible evidence that a principal, employee, agent, subrecipient. contractor, subcontractor, or other person has, in connection with fonds under this award -(I) submitted a claim that violates the False Claims Act; or (2) committed a criminal or civil violation oflaws pertaining to fraud, conflict of interest, bribery, gratuity, or similar misconduct. Potential fraud, waste, abuse, or misconduct involving or relating to funds under this award should be ceported to the OlG by--(I) mail directed to: Office oflhe Inspector General, U.S . Department ofJusticc, Investigations Division, 1425 New York Avenue, N.W.Suite7100, Washington, DC 20530; and/or (2) lhe DOJ OIG hotline: (contact information in English and Spanish) at (800) 869-4499 (phone) or (202) 616-988 I (fax). Additional information is available from the DOJ OIG website athttps://oig.justice.gov/hotline. OJP FORM 4000/2 (REV. 4-88) I) I. - U.S. Department ofJustice Office of Justice Programs Bureau of Justice Assistance AWARD CONTINUATION SHEET Grant PAGE 8 OF 23 PROJECT NUMBER 2018-DJ-BX-0200 AWARD DATE 07/19/2019 SPECIAL CONDITIONS 24. Restrictions and certifications regarding non-disclosure agreements and related matters No recipient or subrecipient ("subgrantcc") under this award, or entity that receives a procurement contract or subcontract with any funds under this award, may require any employee or contractor to sign an internal confidentiality agreement or statement tl1at prohibits or otherwise restricts, or purports to prohibit or restrict, the reporting ( in accordance with law) of waste, fraud, or abuse to an investigative or law enforcement representative ofa federal department or agency authorized to receive such infonnation. The foregoing is not intended, and shall not be understood by the agency making this award, to contravene requirements applicable to Standard Fonn 312 (which relates to classified infonnation), Form 4414 (which relates to sensitive compartmented information), or any other fonn issued by a federal department or agency governing the nondisclosure of classified infonnation. I. In accepting this award, therecipient- a.represents that ii neither requires nor has required internal confidentiality agreements or statements from employees or contractors that currently prohibit or otherwise currently restrict (or purport to prohibit or restrict) employees or contractors from reporting waste, fraud, or abuse as described above; and b .certifies that, ifit learn.~ or is notified that it is or has been requiring its employees or contraclors lo execute agreements or statements that prohibit or otherwise restrict ( or purport to prohibit or restrict), reporting of waste, fraud, or abuse as described above, it will immediately stop any further obligations of award funds, will provide prompt written notification to the federal agency making this award, and will resume (or pennit resumption of) such obligations only if expressly authorized to do so by that agency. 2.Ifthe recipient does or is authorized under this award to make subawards ("subgrants"), procurement contracts, or both-- a. it represents that-- ( I )it has determined that no other entity that the recipient's application proposes may or will receive award funds ( whether through a subaward ("subgrant"), procurement contract, or subcontract under a procurement contract) either requires or hos required internal confidentiality agreements or statements fro m employees or contracco.rs tha t currently prohi bit or oth erwi se ourrcnL!y restri ct (or purport to prohibit or res trict) empl o yees or contractors fro m reporting waste, fraud, or abuse as described above; and (2) it has made appropriate inquiry, or otherwise has an adequate factual basis, to support this representation; and b. it certifies that, if it learns or is notified that any subrecipient, contractor, or subcontractor entity that receives funds under this award is or has been requiring its employees or contractors to execute agreements or statements that prohibit or otherwise restrict (or purport to prohibit or restrict), reporting of waste, fraud, or abuse as described above, it will immediately stop any further obligations of award funds to or by that entity, will provide prompt written notification to the federal agency making this award, and will resume (or permit resumption of) such obligations only if expressly authorized to do so by that agency. OJP FORM 4000/2 (REV. 4-88) U.S. Department ofJustice Office of Justice Programs Bureau of Justice Assistance PROJECT NUMBER 20 I S-DJ-BX-0200 AWARD CONTINUATION SHEET Grant AWARD DATE 07/19/2019 SPECIAL CONDITIONS 25 . Compliance with 41 U.S.C. 4712 (including prohibitions on reprisal; notice tDemployees) PAGE 9 OF 23 The recipient (and any subrecipient at any tier) must comply with, and is subject to, all applicable provisions of41 U.S.C. 4712, including all applicable prnvisions that prohibit, under specified circumstances, discrimination against an employee as reprisal for the employee's disclosure of information related to gross mismanagement of a federal grant, a gross waste of federal funds, an abuse of authority relating lo a lederal grant, a substantial and specific danger to public health or safety, or a violation of law, rule, or regulation related to a federal grant The recipient also must inform its employees, in writing (and in the predominant native language oflhe workforce), of employee rights and remedies under 41 U.S.C.4712. Should a question arise as to the applicability of the provisions of 41 U.S .C. 4712 to this award, the recipient isto contact the DOJ awarding agency (OJP or OVW, as appropriate) for guidance. 26. Encouragement of policies to ban text messaging while driving Pursuant to Executive Order 13513, "Federal Leadership on Reducing Text Messaging While Driving," 74 Fed. Reg. 51225 (October 1, 2009), DOJ encourages recipients and subrecipients ("subgrantees") to adopt and enforce policies banning employees from text messaging while driving any vehicle during the course of performing work funded by this award, and to establish workplace safety policies and conduct education, awareness, and other outreach to decrease crashes caused by distracted drivers. 27 . Requirement to disclose whether recipient is designated "high risk" by a federal grant-making agency outside ofDOJ If the recipient is designated "high risk" by a federal grant-making agency outside ofDOJ, currently or at anytime during the course of the period ofperfonnance under this award;the recipient must disclose that fact and certain related jnlonnnt ion h> OJ P by email 111 )W.C<,111 plim 1ccR c pcu1ing, 0 ·1),us cl oj .gov. For purposes of this disclosure, high risk includes any status under which a federal awarding agency provides additional oversight due to lhe recipient's past performance, or other programmatic or financial concerns with the recipient. The recipient's disclosure must include the following : I . The federal awarding agency that currently designates lhe recipient high risk, 2. The dale the recipient was designated high risk, 3. The high-risk point of contact at that federal awarding agency (name, phone number, and email address), and 4. The reasons for the high-risk status, as set oul by the federal awarding agency. 28. Cooperating with OJPMonitoring The recipient agrees to cooperate with OJP monitoring of this award pursuant to OJP's guidelines, protocols, and procedures, and to cooperate with OJP (including the grant mannger for this award and the Office of Chief Financial Officer (OCFO)) requests related to such monitoring, including requests related to desk reviews and/or site visits. TI1e recipient agrees to provide to OJP all documentation necessary for OJP to complete its monitoring tasks, including documentation related to any subawards made under this award. Further, the recipient agrees to abide by reasonable deadlines set by OJP for providing the requested documents. Failure to cooperate with OJ P's monitoring activities may result in actions that affi:ct the recipient's DOJ awards, including, but not limited to: withholding.5 and/or other restrictions on the recipient's access to award funds; referral to the DOJ OIG for audit review; designation of the recipient as a DOJ High Risk grantee; or termination of an award(s). OJP FORM 4000/2 (REV 4-88) U.S. Depar1ment ofJustice Office of Justice Programs Bureau of Justice Assistance PROJECT NUMBER 2018-DJ-BX-0200 AWARD CONTINUATION SHEET Grant AWARD DATE 07/19/2019 SPECIAL CONDITIONS 29 . FFATA reporting: Subawards and executive compensation PAGE JO OF 23 The recipient must comply with applicable requirements to report first-tier subawards ("subgrants") of $25,000 or more and, in certain circumstances, to report the names and total compensation of the five most highly compensated executives ofthe recipient and first-tier subrecipients (first-tier "subgrantees") of award funds. The details of recipient obligations, which derive from the Federal Funding Accountability and Transparency Act of2006 (FFATA), are posted on the OJP web site at https://ojp.gov/fonding/Explore/FFAT A.htm (Award condition : Reporting Subawards and Executive Compensation), and are incorporated by reference here. This condition, including its reporting requirement, does not apply to--(I) an award ofless than $25,000, or (2) an award made to an individual who received the award as a natural person (i .e., unrelated to any business or non-profit organization that he or she may own or operate in his or hername ). 30 . Required monitoring ofsubawards The recipient must monitor subawards under this award in accordance with all applicable statutes, regulations, award conditions, and the DOJ Grants Financial Guide, and must include the applicable conditions of this award in any subaward. Among other things, the recipient is responsible for oversight of subrecipient spending and monitoring of specific outcomes and benefits attributable to use of award funds by subrecipients. The recipient agrees to submit, upon request, documentation of its policies and procedures for monitoring of subawards under this award. 31. Use of program income Program income (as defined in the Part 200 Uniform Requirements) must be used in accordance with the provisions of the Part 200 Uniform Requirements . Program income earnings and expenditures both must be reported on the quarterly Federal Financial Report, SF 425. 32 . Justice Information Sharing Information sharing projects funded under this award must comply with DOJ's Global Justice Information Sharing Initiative (Global) guidelines. The recipient (and any subrecipient at any tier) must conform to the Global Standards Package (GSP) and all constituent elements, where applicable, as described at: https:/ / it.ojp.gov/ gsp_grantcondition. The recipient (and any subrecipient at any tier) must document planned approaches to information sharing and describe compliance with the GSP and appropriate privacy policy that protects shared information , or provide detailed justification for why an alternative approach is recommended . 33 . Avoidance of duplication ofnetworks To avoid duplicating existing networks or IT systems in any initiatives funded by BJA for law enforcement information shsring systems which involve interstate co ,mc cti vity bl:tm:en jurisdi ctious, such.system, shnll employ, to the extent poss ibl e, existing networks as the com muoi cati on backb one to achieve inters tate conn ecti vi ty , unl ess the recipient can demonstrate to the satisfaction ofBJA that this requirement woul d not be cos t effective or wo uld im pai r th e functionality of an existing or proposed IT system. 34 . Compliance with 28 C .F.R. Part23 With respect to any information ·technology system funded or supported by funds under this award , the recipient (and any subrecipient at any tier) must comply with 28 C.F.R. Part 23, Criminal Intelligence Systems Operating Policies, if OJP determines this regulation to be applicable. Should OJP determine 28 C.F.R. Part 23 to be applicable, OJP may, at its discretion, perform audits of the system, as per the regulation . Should any violation of28 C.F .R. Part 23 occur, the recipient may be fmed as per 34 U.S .C. 1023 l(c)-(d). The recipient may not satisfy such a fine with federal funds . OJP FORM 4000/2 (REV. 4-88) U.S. Department of Justice Office of Justice Programs Bureau of Justice Assistance PROJECT NUMBER 2018-DJ-BX-0200 A WARD CONTINUATION SHEET Grant AWARD DATE 07/19/2019 SPECIAL CONDITIONS 35. Protection of human research subjects PAGE II OF 23 The rcciJ)ient (and any s ubrc ci picn t ut any tier) mu st comply wi lh the requirements of28 C.F.R. Par1 46 and all OJP poli cies a nd procedures regard ing Lhc pro te ction of human research s ubjc::ots, including obtainment of Institutional Re view Board a pproval, if a ppro priate, and subj ccl infonned co nsent. 36. Confidentiality of data The recipient (and any subrecipient at any tier) must comply with all confidentiality requirement~ of34 U .S .C. I 0231 and 28 C .F .R. Part 22 that are applicable to collection, use, and revelation of data or infom1ation. The recipient further agrees, as a condition of award approval, to submit a Privacy Certificate that is in accord with requirements of28 C.F.R. Part 22 and, in particular, 28 C .F.R. 22 .23 . 37. Verification and updating of recipient contact infonnation T ile rccl pie nt must verify its Point ofCont act(POC), Fimmc!al Poillt of Contact (FP OC). and Auth orized Rcprescutative co nt act informatio n in GMS, incl uding tele phone n umber a nd e-mail ca ddress . Jf any inform ation is incom:et or has changed, 11 G rant Adj ust ment Nn tice (GAN) mu.'11. be subrnitrod via th e G ran ts MaruJgemenrSysreru (GMS) to document changes . 38 . Law enforcement task forces -required training Within 120 days of award acceptance, each current member ofa Jaw enforcement task force funded with award funds who is a task force commander, agency executive, task force officer, or other task force member of equivalent rank, must complete required onlfne (intern et-based) task fo rce training. Additionally, all future task force members must complete this tra inin g once·duri ng the period n fperfonnance for this award, or once every four years if mulliple OJP awards include this requirement. T he requir ed training is available free of charge onl ine through the BJA-flm de d Center fo r Task. force lnLegri ty and Leadership (www.ctfli.org). The training addresses tas k force effectiveness, as we ll as o ther key issues incl uding privacy a nd civil liberties/righ ts , task force perfonnance me ~su nrrnen t, personnel seh:clion, wt d lnsk force ovcrsighl and acco untability. If award funds are used to support a task force, the recipient must compile and maintain a task force personnel roster, along with course completion certificates. Additional information regarding the training is available through BJA's web site and the Center for Task Force Integrity and Leadership (www.ctfli.org). 39 . Justification ofconsultantrate Approval of this award does not indicate approval of any consultant rate in excess of$650 per day. A detailed justification must be submitted to and approved by the OJP program office prior to obligation or expenditure of such funds. OJP FORM 4-000/2 (REV. 4-88) U.S. Department of Justice Office of Justice Programs Bureau of Justice Assistance PROJECT NUMBER 2018-DJ-BX-0200 AWARD CONTINUATION SHEET Grant AWARD DATE 07/19/2019 SPECIAL CONDITIONS 40. Submission of eligible records relevant to the National Instant Background Check System PAGE 12 OF 23 Consonant with federal statutes that pertain to firearms and background checks --including 18 U.S .C . 922 and 34 U.S.C. ch. 409 --if the recipient (or any subrecipient at any tier) uses this award to fund (in whole or ia pert) a specific project or program (such as a law enforcement, prosecution, or court program) that results in any court dispositions, information, or other records that are "eligible records" (under federal or State Jaw) relevant to the National Instant Background Check System (NICS), or that has as one of its purposes the establishment or improvement of records systems that contain any court dispositions, information, or other records that are "eligible records" (under federal or State law) relevant to the NICS, the recipient (or subrecipient, if applicable) must ensure that all such court dispositions, information, or other records that are "eligible records" (under federal or State law) relevant to the NICS are promptly made available to the NlCS or to the "State" repository/database that is electronically available to (and accessed by) the NICS, and -when appropriate -promptly must update, correct, modify, or remove such NICS- relevant "eligible records". In the event of minor and transitory non-<:0mpliance, the recipient may submit evidence to demonstrate diligent monitoring of compliance with this condition (including subrecipient compliance). DOJ will give great weight to any such evidence in any express written determination regarding this condition. 41. Certification of Compliance with 8 U.S.C. 1373 and 1644 (within the funded "program or activity") required for valid award acceptance by a local government In order validly to accept this award, the applicant local government must submit the required "State or Local Government: FY 2018 Certification of Compliance with 8 U.S.C. 1373 and 1644" (executed by the chief legal officer of the local government). Unless that executed certification either-(l) is submitted to OJP together with the fully- executed award document, or (2) is uploaded in OJP's GMS no later than the day the signed award document is submitted to OJP, any submission by a local government that purports to accept the award is invalid. If an initial award-acceptance submission by the recipient is invalid, once the local government does submit the necessary certification regarding 8 U.S.C. 1373 and l 644, it may submit a fully-executed award document executed by the local government on or after the date of that certification. For purposes of this condition, "local government" does not include any Indian tribe. 'Acceptance of FY 2018 JAG awards by U.S. Conference of Mayors members (as designated in Evanston v. Barr) shall not be construed as acceptance of Special Conditions 41 through 47 thereof. Nor, given the injunction, currently in effect, in the litigation, against inclusion of those conditions in FY 2018 JAG awards, shall Special Conditions 41-47 be enforced against the foregoing jurisdictions while that ruling is in effect. OJP FORM 4000/2 (REV. 4-88) U.S. Department of Justice Office of Justice Programs Bureau of Justice Assistance PROJECT NUMBER 2018-DJ-BX-0200 A WARD CONTINUATION SHEET Grant AWARD DATE 07/19/20)9 SPECJAL CONDITIONS PAGE 13 OF 23 42 . Noninterference (within the funded "program or activity") with federal law enforcement: 8 U.S.C . 1373 and 1644; ongoing compliance * I. With respect to the "program or activity" funded in whole or part under this award (including any such program or activity of any subrccipicnt at any tier), throughout the period of performance, no State or local government entity, - agency, or-official may prohibit or in any way restrict--(\) any government entity or -official from sending or receiving information regarding citizenship or immigration status as described in 8 U.S.C. 1373(a); or (2) a government entity or -agency from sending, requesting or receiving, maintaining, or exchanging information regarding immigration status as described in either 8 U.S.C . 1373(b) or 1644. Any prohibition (or restriction) that violates thi s condition is an "information-communication restriction" under Ibis award. 2.Certifications from subrecipients . The recipient may not make a subaward to a State, a local government, or a "public" institution of higher education, unless it first obtain s a certification of compliance with 8 U.S .C . 1373 and 1644, properly executed by the chieflegal officer of the government or educational institution that would receive the subaward , using the appropriate fonn available at https://ojp .gov/funding/Explore/SampleCertifications-8USC 1373 .htm. Also, the recipient must require that 110 subrecipient ( at any tier) may make a fort her snbaward lo a State, a local government, or a public institution of higher education , un less it first obtains a ce rtifi cation ofcompli1111 ce with8 U.S.C. 1373 and 1644, properly exec ut ed by the chief legal officer of the govern men t or in slirution th at would receive the further subaward, using the appropriate OJPform. 3. The recipient's monitoring responsibilities ioclude monitoring of subrecipient compliance with the requirements o f this condition. 4.Allowable costs. Compliance with these requirements is an authorized and priority purpose of this award. To the extent that such costs are not reimbursed under aoy other foderal program, award funds may be obligated for the reasonable, necessary, and allocable costs (if any) that the recipient, or any subrecipient at any tier that is a State, a local government, or a public institution of higher education, incurs to iroplement this condition. 5. Rules ofConstruction A. For purposes of this coodition: ( l)"State" and "local government" include any agency or othc,r entity thereof, but not any institution ofhigher education or any lndia11 tribe. (2)A "public" iostitution of higher education is defined as one that is owned, controlled, or directly funded (in whole or in substantial part) by a State or local government. (Such a public iostitution is considered to be a "government entity," and its officials to be "government officials.") (3) "Program or activity" means what it means tuider title VI of the Civil Rights Act of 1964 (see 42 U.S .C . 2000d-4a). (4) "Immigration status" means what it means under 8 U.S.C . 1373 and 8 U.S.C. 1644; and terms that are defined in 8 U.S.C . I \OJ mean what they mean under that section I IOI, except that "State" also includes American Samoa. (5) Pursuant to the provisions set out at (or referenced in) 8 U.S .C . 1551 11ote ("Abolition ... and Traosfer of Functions"), references to the "Immigration aod Naturalization Service" in 8 U.S.C. 1373 and 1644 are to be read as references to particular components of the Department of Homeland Security (DHS). B. Nothing in this condition shall be understood to authorize or require any recipieot, any subrecipient at any lier, any State or local government, any public institution of higher education, or any other entity (or individual) to violate aoy federal law, including any applicable civil rights or nondiscrimination law. IMPORTANT NOTE: Any questions about the meaning or scope of this condition should be directed to OJP, before 'Acceptance of FY2018 JAG aw1ds by U.S Conference of Mayors members (as designated in Evanston v. Barr) shall not be construed as acceptance of Spacial Conditions 41 through 47 lharaol Nor, given the injunction, currently 1n effect, in the litigation, against inclusion of those OJP FORM 4000/2 (REV.4-SQ<jndilions in FY 2018 JAG awattts. shall Special Conditions 41-47 be enforced against the foregoing jurisdictions while Iha/ ruling is 1n effect <P' r U.S . Department of Justice Office of Justice Programs Bureau of Justice Assistance PROJECT NUMBER 20 I 8-DJ-BX-0200 AWARD CONTINUATION SHEET Grant AWARD DATE 07/19/2019 SPECIAL CONDITIONS award acce ptance. PAGE 14 OF 23 43 . Authority to obligate award funds contingent on noninterference (within the funded "program or activity") with federal law enforcement (8 U.S.C. 1373 and 1644); unallowable cosls;notification I. lfthe re cipient is a "State," a local government, or a "public" institution of higher education: A.The recipient may not obligate award funds if, at the time of the obligation, the "program or activity" of the recipient (or of any subrecipient at any tier that is a State, a local government, or a public institution of higher education) that is funded in whole or in part with award funds is subject to any "information-communication restriction." B.ln addition, with respect to any project costs it incurs "at risk," U1e recipient may not obligate award funds to reimburse itself if•· at the time it incurs such costs --the program or activity of the recipient (or of any subrecipient al any lier lhal is a State, a local government, or a public institution of higher education) that would be reimbursed in whole or in part with award funds was subject to any information-communication restriction . C.Any dra wdown of award tiinds by U1e rt:cipie nt shall be considered, for all purposes, lo be a materinl representation by the recipient to OJ P 1.hot, as o f the d ate th e recip ie nt req uests 1.he d mwdown , the reci pi e nt an d each subrecipien t (regardl ess of tie r) that is a. State , local governm e nt, o r p ublic insli lut ion of h igher c ducali on, is.in comp liance wit h !he award condili o n entitl e d "N oninterferen ce (wi th in the funded 'program or activity') wiU1 federa l (_aw en forc eme nt ; 8 U .S.C. 1373 and 1644 and ongoing compliance." D. The recipient must promptly notify OJP (in writing) if the recipient, from its requisite monitoring of compliance with award conditions or otherwise, hes credible evidence that indicates that the funded progrwn or activity of the recipient, or of any subrecipient at any tier that is either a State or a local government or a public institution ofhigher education, may be subject to any information-communication restriction. In addition, any subaward (at any tier) to a subrecipient that is a State, a local government, or a public institution of higher education must require prompt notification to the entity that made the subaward, should the subrecipicnt have such credible evidence regarding an information-communication restriction. 2.Any subeward (at any tier) to a subrecipient that is a State, a local government, or a public institution of higher education must provide that the subrecipient may not obligate award funds if, at the time of the obligation, the program or activity of the subrecipient (or of any further such subrecipient at any tier) that is funded in whole or in part with award funds is subject to any infonnation-communication restriction. 3 .Absent an express written determination by DOJ to the contrary, based upon a finding by DOJ of compelling circumstances (e.g., a small amount of award fonds obligated by the recipient at the time ofa subrccipicnt's minor and transitory non-compliance, which was unknown lo the recipient despite diligent monitoring), any obligations of award funds that, wider this condition, may not be made shall be unallowable costs for purposes of this award . In making any such determination , DOJ will give great weight to evidence submitted by the recipient that demonstrates diligent monitoring ofsubrecipicnt compliance with the requirements set out in the "Noninterference ... 8 U .S.C . 1373 and 1644 and ongoing compliance" award condition. 4. Rules ofConstruction A.For purposes of this condition "information-communication restriction" has the meaning set out in the "Noninterference ... 8 U .S.C. 1373 and 1644 and ongoing compliance" condition. B .Both the "Rules of Construction" and the "Importllnl Note" set out in the "Noninterference ... 8 U.S.C . 1373 and 1644 and ongoing compliance" condition are incorporated by reference as though set forth here in full. ., 'Acceptance of FY 2018 JAG awards by U.S. Conference of Mayors members /as designated in Evanston v. Barr) shall not be construed as acceptance of Special Conditions 41 through 47 thereof. Nor, given the ,njunction. currently in effect, in the liUgation, against inclusion of those condffions in FY 2018 JAG awards, shall Special Conditions 41-47 be enforced against the foregoing jurisdictions while that ruling is in effect. /f: OJP FORM 400012 (REV. 4-88) Initial U.S. Department of Justice Office of Justice Programs Bureau of Justice Assistance PROJECTNUMBER 2018-DJ-BX-0200 AWARD CONTINUATION SHEET Grant AWARD DATE 07/19/2019 SPECIAL CONDITIONS PAGE 15 OF 23 44. Noninterference (within the funded "program or activily") with federal law enforcement: No public disclosure of certain law enforcement sensitive information SCOPE. This condition applies with respect to the "program or activity" that is funded (in whole or in part) by the award, as of the date the recipient accepts this award, and throughout the remainder of the period of performance. lls provisions must be among those included in any subaward (at any tier). * I .Noninterference: No public disclosure of federal law enforcement information in order to conceal, harbor, or shield Consistent with the purposes and objectives of federal law enforcement statutes and federal criminal law (including 8 U.S.C. 1324 and 18 U.S.C. chs . I, 49,227), no public disclosure may be made of any federal law enforcement infonnalion in a direct or indirect attempt to conceal, harbor, or shield from detection any fugitive from justice under 18 U.S.C. ch. 49, or any alien who has come to, entered, or remains in the United States in violation of8 U.S.C. ch. 12- without regard to whether such disclosure would constitute (or could form a predicate for) a violation of 18 U.S.C. 1071 or 1072orof8 U.S .C.1324(a). 2. Monitoring The recipient's monitoring responsibilities include monitoring of subrecipient compliance with this condition. 3. Allowable costs To the extent that such costs are not reimbursed under any other federal program, award funds may be obligated for the reasonable, necessary, and allocable costs (if any) ofactions (e.g., training) designed to ensure compliance with this condition. 4. Rules of construction A . For purposes ofthiscondition- (l)the tenn "alien" means what it means under section IOI of the Immigration and Nationality Act (see 8 U.S .C. 1101 (a)(3)); • (2)the term "federal law enforcement information" means law enforcement sensitive information communicated or made available, by the federal government, to a State or local government entity, -agency, or -official, through any means, including, without limitation-(!) through any database, (2) in connection with any law enforcement partnership or-task-force, (3) in connection with any request for Jaw enforcement assistance or-cooperation, or (4) through any deconfliction (or courtesy) notice of planned, imminent, commencing, continuing, or impending federal law enforcement activity; (3)the term "law enforcement sensitive information" means records or information compiled for any law enforcement purpose; and ( 4)the term "public disclosure" means any communication or release other than one--(a) within the recipient, or (b) to any subrecipient (at any tier) that is a government entily. B. Both the "Rules of Construction" and the "Important Nole" set out in the "Noninterference (within the funded 'program or activily') with federal law enforcement: 8 U.S.C. 1373 and I 644 and ongoing compliance" award condition are incorporated by reference as though set forth here in full. • Acceptance of FY2018 JAG awards by U.S . Conference of Mayo,s members (as designated in Evanston v. Barr) shall not be construed as acceptance of Special Conditions 41 through 47 thereof. Nor, given the injunction, currently in effect, in the li/iga#on, against inclusion of those conditions in FY 2018 JAG awards, shall Special Conditions 41-47 be enforced against the foregoing jurisdictions while Iha/ ruling is in effect. OJP FORM 4000/2 (REV.4-88) U.S. Department of Justice Office of Justice Programs Bureau of Justice Assistance PROJECTNUMBER 2018-DJ-BX-0200 AWARD CONTINUATION SHEET Grant AWARD DATE 07/19/2019 SPECIAL CONDITIONS PAGE 16 OF 23 45. Noninterference (within the funded "program or activity") with federal law enforcement: Interrogation of certain aliens SCOPE. This condition applies with respect to the "program or activity" that is funded (in whole or in part) by this award, as oflhe date the recipient accepts this award, and throughout lhe remainder of the period ofperfonnance for the award. Its provisions must be among those included in any subaward (at any tier). I. Noninterference with statutory law enforcement access to correctional facilities Consonant with federal law enforcement statutes and regulations --including 8 U.S.C. 1357(a), under which certain federal officers and employees "have power without warrant ... to interrogate any alien or person believed to be an alien as to his right to be or to remain in the United States," and 8 C.F.R. 287.S(a), under which that power may be exercised "anywhere in or outside the United States" --within the funded program or activity, no State or local government entity, -agency, or -official may interfere with the exercise of that power to interrogate "without warrant" (by agents of the United States acting under color offederal Jaw) by impeding access to any State or local government (or government-contracted) correctional facility by such agents for the purpose "interrogat[ing] any alien or person believed to be an alien as to his [or her] right to be or to remain in the United States." 2. Monitoring The recipient's monitoring responsibilities include monitoring of subrecipient compliance with this condition. 3. Allowable costs To the extent that such costs are not reimbursed under any other federal program, award funds may be obligated for the reasonable, necessary, and allocable costs (if any) of actions (e.g., training) designed to ensure compliance with this condition. 4. Rules of construction A. For purposes of this condition: (1 )The term "alien" means what it means under section 101 of the lrnrnigration and Nationality Act (INA) (see 8 U.S.C. 110l(a)(3)). (2)The tenn "correctional facility" means what it means tmder the title I of the Omnibus Crime Control and Safe Streets Act of1968 (see 34 U S.C. 1025 l(a)(7)). (3)The tenn "impede" includes laking or continuing any action, or implementing or maintaining any law, policy,rule, or practice, that-- ( a) is designed to prevent or to significantly delay or complicate, or (b) has the effi:ct of preventing or of significantly delaying or complicating. B. Both lhe "Rules of Construction" and the "Important Note" set out in the "Noninterference (within the funded 'program or activity') with :federal law enforcement: 8 U.S.C. 1373 and 1644 and ongoing compliance" award condition are incorporated by reference as though set forth here in full. • Acceptance of FY 2018 JAG awards by U.S. Conference of Mayors members (as designated in Evanston v. Barr) shall not be construed as acceptance of Special Condffions 41 through 47 thereol Nor, given the injunction, currently in effect, in the litigation, against inclusion of those conditions in FY 2018 JAG awards, shall Special Conditions 41-47 be enforced against the foregoing jurisdictions while /hat ruling is in effect. OJP FORM 4000/2 (REV.4-88) U.S . Department of Justice Office of Justice Programs Bureau of Justice Assistance PROJECT NUMBER 20\8-DJ-BX-0200 AWARD CONTINUATION SHEET Grant AWARD DATE 07/19/2019 SPECIAL CONDITIONS PAGE 17 OF 23 46. Noninterference (within the fonded "program or activity") with federal law enforcement: Notice of scheduled release * SCOPE. This condition applies with respect lo the "program or activity" that is funded (in whole or in part) by the award, as of the date the recipient accepts the award, and throughout the remainder of the period of performance. Its provisions must be among those included in any subaward at any tier. I. Noninterference with "removal" process: Notice of scheduled release date and time Consonant with federal law enforcement statutes --including 8 U.S.C. 1231 (for an alien incarcerated by a Slate or local government, a 90-day "removal period" during which the federal government "shall" detain and then "shall" remove an alien from the U.S. "begins" no later than "the date the alien is released from ... confinement"; also, the federal government is expressly authorized to make payments to a "State or a political subdivision of the State ... with respect to the incarceration of [an] 11J1documented criminal alien"); 8 U.S .C .. 1226 (the federal government "shall take into custody" certain criminal aliens "when the alien is released"); and 8 U.S.C. 1366 (requiring en annual DOJ report to Congress on "the number of illegal alien[ felons] in Federal and State prisons" and programs underway "to ensurelhe prompt removal" from the U.S. of removable "criminal aliens")·· within the funded program or activity, no State or local government entity, -agency, or -official (including a government-contracted correctional facility) may interfere with the "removal" process by failing to provide --as early as practicable (see para. 4.C. below) •· advance notice to OHS of the scheduled release date and time for a particular alien, ifa Slate or local government (or government- contracted) correctional facility receives from OHS a formal written request pursuant to the INA that seeks such advance notice. 2. Monitoring The recipient's monitoring responsibilities include monitoring of subrccipicnt compliance with this condition. 3. Allowable costs To the extent that such costs are not reimbursed under any other federal program, award funds may be obligated for the reasonable, necessary, and allocable costs (if any) of actions (e.g., training) designed to ensure compliance with this condition . 4. Rules of construction A . For purposes of this condition: (l)The term "alien" means what it means 11J1der section IOI of the INA (see 8 U.S.C. lJ0l(a)(J)). (2)The term "correctional facility" means what it means 11J1der the title I of the Omrubus Crime Control and Safe Streets Act of1968 (see 34 U.S.C 1025l(a)(7)). B.Nothing in this condition shall be 11J1derstood to authorize or require any recipient, any subrecipient at any tier, any State or local government, or any other entity or individual to maintain (or detain) any individual in custody beyond the date and time the individual otherwise would have been released. C. Applicability (l)C1DTent DHS practice is ordinarily to request advance notice of scheduled release "as early as practicable (at least 48 hours, if possible)." (See DHS Form l-247A (3/17)). If(e.g., in light of the date DHS made such request) the scheduled release date and time for an alien are such as not to allow for the advance notice that DHS has requested, it shall NOT be a violation ofthis condition to provide only as much advance notice as practicable. (2) Curre nt OHS practice is to use the same fo m1 for a seco nd , distin ct purpose -(o request that an indivi d1i.1 l be • AG-ceplilnco of FY 2018 JAG awan:ls by US . ConfCfllnco cf MBY'OfS 111omb1:i. (as r/esign/1/e~ In Evanston v Barr} shall no/ he cor,troed e~ aa;eptar.ce of Sps c/JI Condlliolis 41 through 47 thereof Nor. given the injunction, currently in effr,ct, in the litigarion, against inclusion of those conditions in FY 2018 JAG awards, shall OJ l'l'ORl\o~~P •. ·~1-471>0e1tf~a~t.l/lO~Pt1dic/,Mtwhffe1/l/Jlnh19JSmolfecl. S - F U.S. Department of Justice Office of Justice Programs Bureau of Justice Assistance PROJECTNUMBER 2018-DJ-BX-0200 A WARD CONTINUATION SHEET Grant AWARDDA'IB 07/19/2019 SPECIALCONDJTIONS PAGE 18 OF 23 detained for up to 48 hours AFTER the scheduled release. This condition docs NOT encompass such DJ-IS requests for detention. D. Both the "Rules ofConslruction" and the "Important Note" set out in the "Noninterference (within the funded 'program or activity') with federal law enforcement: 8 U.S.C. 1373 and 1644 and ongoing compliance" award condition are incorporated by reference as though set forth here in full. 47. Requirement to collect certain infonnation fromsubrecipients * The recipient may not make a subaward to a State, a local government, or a "public" institution of higher education, unless it first obtains from the proposed subrecipient responses to the questions identified in the program solicitation as "Information regarding Communication with the Department of Homeland Security (DHS) and/or Immigration and Customs Enforcement (ICE)." All subrecipient responses must be collected and maintained by the recipient, consistent with regular document retention requirements, and must be made available to DOJ upon request. Responses to these questions are not required from subrecipients that are either a tribal government/organization, a nonprofit organization, or a private institution of higher education. OJP foORM 4000/2 (REV. 4-88) • Acceptance of FY 2018 JAG a.ards by U.S. Conference of May01S members (as designated in Evanston v. Barr) shall no/ be cons/Ned as acceptance of Special Conditions 41 through 4 7 tharaof. Nor, given the injunction, currently in effect, in Iha /fligation, against inclusion of those rondHJons in FY 2018 JAG alfillfs, shall Special Condi/ions 41-47 be enforced against the lorogoin gjurisdictions while that ruling is in effect. U.S. Department ofJ ustice Office of Justice Programs Bureau of Justice Assistance PROJECT NUMBER 2018-DJ-BX-0200 AWARD CONTINUATION SHEET Grant AWARD DATE 07/19/2019 SPECIAL CONDITIONS 48. Compliance with National Environmental Policy Act and related statutes PAGE 19 OF 23 Upon request, the recipient (and any subrecipient at any tier) must assist BJA in complying with the National Environmental Policy Act (NEPA), the National Historic Preservation Act, and other related federal envirornnental impact analyses requirements in the use of these award funds, either directly by the recipient or by a subrecipient. Accordingly, the recipient agrees to first detennine if any of the following activities will be funded by the grant, prior to obligating funds for any of these purposes. !fit is determined that any of the following activities will be funded by the award, the recipient agrees lo contact BJ A. The recipient understands that this condition applies to new activities as set out below, whether or not they are being specifically funded with these award funds. That is, as long as the activity is being conducted by the recipient, a subrecipient, or any third party, and the activity needs to be undertaken in order to use these award funds, this condition must first be met. The activities covered by this condition are: a.New construction; b.Minor renovation or remodeling of a property located in an environmentally or historically sensitive area, including properties located within a JOO-year flood plain, a wetland, or habitat for endangered species, or a property listed on or eligible for listing on the National Register of Historic Places; c.A renovation, lease, or any proposed use of a building or facility that will eitl1er (a) result in a change in its basic prioruse or (b) significantly change its size; d.lmplementation ofa new program involving the use ofchernicals other than chemicals that are (a) purchased as an incidental component ofa funded activity and (b) traditionally used, for example, in office, household, recreational, or education environments; and e.lmplementation of a program relating to clandestine methamphetamine laboratory operations, including the identification, seizure, or closure of clandestine methamphetamine laboratories. The recipient understands and agrees that complying with NEPA may require the preparation ofan Environmental Assessment and/or an Environmental Impact Statement, as directed by BJA. The recipient further understands and agrees to the requirements for implementation ofa Mitigation Plan, as dctaUcd at https://bja.gov/Funding/nepa.html, for programs relating lo methamphetamine laboratory operations. Application of This Condition to Recipient's Existing Programs or Activities: For any of the recipient's or its subrecipients' existing programs or activities that will be funded by these award funds, the recipient, upon specific request from BJA, agrees to cooperate with BJA in any preparation by BJA of a national or program environmental assessment of that funded program or activity. 49. Establishment of trust fund If award funds are being drawn down in advance, the recipient ( or a subrecipient, with respect to a subaward) is required to establish a trust fund account. Recipients (and subrecipients) must maintain advance payments offederal awards in interest-bearing accounts, unless regulatory exclusions apply (2 C.F.R. 200.305(b)(8)). The trust fund, including any interest, may not be used to pay debt~ or expenses incurred by other activities beyond t11e scope of the Edward Byrne Memorial Justice Assistance Grant Program (JAG). The recipient also agrees to obligate the award funds in the trust fund (including any interest earned) during the period of performance for the award and expend within 90 days tl1ereafler. Any unobligated or unexpended funds, including interest earned, must be returned to OJP at the time ofcloseout. OJP FORM 4000/2 (REV. 4-88) U.S . Department of Justice Office of Justice Programs Bureau of Justice Assistance PROJECTNUMBER 2018-DJ-BX-0200 AWARD CONTINUATION SHEET Grant AWARD DATE 07/19/2019 SPECIAL CONDITIONS 50 . Prohibition on use of award funds for match under BVPprogram PAGE 20 OF 23 JAG funds may not be used as the 50% match for purposes of the DOJ Bulletproof Vest Partnership (BVP)program. 51. Ccnification of body armor "mandatory wear" policies The recipient agrees to submit a signed certification that all law enforcement agencies receiving body annorpurchased with funds from this award have a written "mandatory wear" policy in effect . The recipient must keep signed certifications on file for any subrecipients planning to utilize funds from this award for ballistic-resistant and stab- resistant body armor purchases. This policy must be in place for at least all unifonned officers before any funds from this award may be used by an agency for body armor. There are no requirements regarding the nature of the policy other than it be a mandatory wear policy for all uniformed officers while on duty. 52 . Body armor -compliance with NIJ standards and otherrequirements Ballistic-resistant and stab-resistant body armor purchased with JAG award funds may be purchased at any threat level, make or model, from any distributor or manufacturer, as long as the body armor has been tested and found to comply with applicable National Institute of Justice ballistic or stab standards and is listed on the NIJ Complianl Body Armor Model List (https://nij.gov/topics/technology/body-armor/Pages/compliant-ballistic-armor.aspx). In addition, ballistic-resistant and stab-resistant body armor purchased must be made in the United States and must be uniquely fitted, as set forth in 34 U.S .C . 10202(c)(l)(A). The latest NIJ standard information can be found here: https:/ /nij.gov/ topics/ technology/ body-armor/ pages/ safety-initiative.aspx. 53. Body armor -impact on eligibility for other program funds The recipient understands that the use of funds under this award for purchase of body armor may impact eligibility for funding under the Bulletproof Vest Partnership (BVP) program, a separate program operated by BJA, pursuant to the BVP statute at 34 USC I 053l(c)(5). 54. Reporting requirements The recipient must submit quarterly Federal Financial Reports (SF-425) and semi-annual performance reports through OJP's GMS (https://grants.ojp .usdoj.gov). Consistent with the Depanment's responsibilities under the Government Performance and Result~ Act (GPRA) and the GPRA Modernization Act of 2010, the recipient must provide data that measure the results of its work. The recipient must submit quarterly performance metrics reports through BJ A's Performance Measurement Tool (PMT) website (www.bjaperfonnancetools.org). For more detailed infonnation on reporting and other JAG requirements, refer to the JAG reporting requirements webpage. Failure to submit required JAG reports by established deadlines may result in the freezing of grant funds and future High Risk designation . 55 . Required data on law enforcement agency training Any law enforcement agency receiving direct or sub-awarded funding from Ibis JAG award must submit quarterly accountability metrics data related to training that officers have received on the use of force, racial and ethnic bias, de-escalation of conflict, and constructive engagement with the public. 56. Expenditures prohibited without waiver No funds under this award may be expended on the purchase of items prohibited by the JAG program statute, unless, as set forth at 34 U.S .C. 10152, the BJA Director certifies that extraordinary and exigent circumstances exist, making such expenditures essential to the maintenance of public safety and good order. OJP FORM 4000n (REV.4-88) U.S. Department of Justice Office of Justice Programs Bureau of Justice Assistance PROJECTNUMBER 2018-DJ-BX-0200 A WARD CONTINUATION SHEET Grant AWARD DATE 07/19/2019 SPECIAL CONDITIONS PAGE 21 OF 23 57. Authorization to obligate (federal) award funds to reimburse certain project costs incurred on or after October I, 2017 The recipient may obligate (federal) award funds only after the recipient makes a valid acceptance of the award. As of the first day of the period of performance for the award (October 1, 2017), however, the recipient may choose to incur project costs using non-federal funds, but any such project cost~ are incurred at the recipient's risk until, at a minimum--(!) the recipient makes a valid acceptance of the award, and (2) all applicable withholding conditions are removed by OJP (via a Grant Adjustment Notice). (A withholding condition is a condition in the award document that precludes the recipient from obligating, expending, or drawing down all or a portion of the award funds until the condition is removed.) Except to the extent (if any) that an award condition expressly precludes reimbursement of project costs incurred "at- risk," if and when the recipient makes a valid acceptance of this award and OJP removes each applicable withholding condition through a Grant Adjustment Notice, the recipient is authorized to obligate (federal) award funds to reimburse itself for project costs incurred "at-risk" earlier during the period ofperfom1ance (such as project costs incurred prior to award acceptance or prior to removal of an applicable withholding condition), provided that those project costs otherwise are allowable costs under the award. Nothing in this condition shall be understood to authorize the recipient (or any subrecipient at any tier) to use award funds to "supplant" State or local funds in violation of the recipient's certification (executed by the chief executive of the State or local government) that federal funds will be used to increase the amounts of such funds that would, in the absence of federal funds, be made available for law enforcement activities. 58. Use of funds for DNA testing; upload of DNA profiles If award funds are used for DNA testing of evidentiary materials, any resulting eligible DNA profiles must be uploaded to the Combined DNA Index System ("CODIS," lhe DNA database operated by the FBI) by a government DNA laboratory with access toCODIS. No profiles generated under this award may be entered or uploaded into any non-governmental DNA database without prior express written approval fromBJA. Award funds may not be used for the purchase of DNA equipment and supplies unless the resulting DNA profiles may be accepted for entry intoCODIS. 59. Three percent set-aside for NIBRS compliance The recipient must ensure that at least 3 percent of the total amount ofthi~ award is dedicated to nchieving full compliance with the FBl's National Incident-Based Reporting System (NlBRS), unless the FBI or appropriate Slate official has certified that the recipient locality is already NIB RS compliant, and evidence of this has been submitted to and approved by BJA. The recipient will be required by BJA to make revisions to budgets that do not clearly indicate what projects will be supported by this 3 percent set-aside, unless evidence ofNIBRS compliance has been submitted to and approved by BJA. Recipients serving as fiscal agents for "disparate jurisdictions," (as defined at 34 USC 10156(d)(4)) have to pass this requirement through to in subawards to other localities in the disparate jurisdiction, so that each locality in a disparate jurisdiction group dedicates at least 3 percent of award funds to NIBRS compliance, unless, with respect to each locality in the disparate jurisdiction group, evidence ofNIBRS compliance has bee!] submitted to and approved byBJA. OJP FORM 4000/2 (REV.4-88) U .S. Department ofJustice Office of Justice Programs Bureau of Justice Assistance PROJECTNUMBER 20!8-DJ-BX-0200 AWARD CONTINUATION SHEET Grant AWARD DATE 07/1912019 SPECIAL CONDITIONS 60 . Encouragement of submission of "success stories" PAGE 22 OF 23 BJA strongly encourages the recipient to submit annual (or more frequent) JAG success stories. To submit a success story. ~ign in to 3 My !3JA ;u:.:9 1111! ~l hU ps :/ I w1.,l\v.bj11 _40 I Login.aspx to access the Success Story Submission form. If the recipient docs not yet have a My BJA account, please register at https:I / www.bja.gov/ profile .aspx. Once registered, one oflhe available areas on lhe My BJA page will be "My Success Stories." Within this box, there is an option to add a Success Story. Once reviewed and approved by BJA , all success stories will appear on the BJA Success Story web page at https :/ / www.bja.gov/ SuccessStoryList.aspx. 61. Withholding of funds : Required certification from the chief executive ofthe applicant government The recipient may not obligate, expend, or draw down any award funds until the recipient submits the required "Certifications and Assurances by the Chief Executive of the Applicant Government," properly-executed (as determined by OJP), and a Grant Adjustment Notice (GAN) has been issued to remove this condition. 62 . Withholding of funds : Memorandum ofUnderstanding The recipient may not obligate, expend, or draw down any award funds until OJP has reviewed and approved lhe Memorandum of Understanding (MOU), and a Grant Adjustment Notice (GAN) has been issued to remove this condition. 63 , The recipient agrees promptly to provide, upon request, financial or programmatic-related documentation related to this award, including documentation of expenditures and achievements. 64. The recipient understands that it will be subject to additional financial and programmatic on-site monitoring, which may be on short notice, and agrees that it will cooperate with any such monitoring. 65 . Withholding of funds : Completion of"OJP financial management and grant administration training" required The recipient may not obligate, expend, or draw down any award funds until--(I) OJP determines that the recipient's Point of Contact (POC) and all Financial Points of Contact (FPOCs) for this award have successfully completed an "OJP financial management and grant administration training" on or after January 1, 2016, and (2) OJP issues a Grant Adjustment Notice (GAN) to modify or remove this condition . · Once both the POC and all FPOCs have successfully completed the training required by this condition , the recipient may contact the designated grant manager for the award to request initiation ofa GAN to remove this condition. A list of the OJP trainings that OJP will consider an "OJP financial management and grant administration training" for purposes of this condition is available at https ://ojp .gov/training/fints.htm . All trainings that satisfy this condition include a session on grant fraud prevention and detection. 66 . Withholding of funds: Disclosure oflobbying The recipienl may not obi iga te . e xp end, or draw do wn any fun ds under this award until it has provided to the grant manager for th is OJP aw!ll'd a co mpl ete Disclosure o(Lobbying Activities (SF-LLL) form , and OJP has issued a Grant Adjustment Notice to remove this special condition. OJP FORM 4000/2 (REV. 4-88) U.S. Department of Justice Office of Justice Programs Bureau of Justice Assistance PROJECT NUMBER 20 I 8-DJ-BX-0200 AWARD CONTINUATION SHEET Grant AWARD DATE 07/19/2019 SPECIAL CONDITIONS 67. Withholding -OHS question attachment * PAGE 23 OF 23 The recipient may not obligate, expend or draw down funds until the Office of Justice Programs has received and approved the required application attachment(s) described in the program solicitation as "Information regarding Communication with the Department of Homeland Security (OHS) and/or Immigration and Customs Enforcement (ICE)," and has issued a Grant Adjustment Notice (GAN) releasing this special condition. 68. Recipient integrity and performance matters: Requirement to report information on certain civil, criminal, and administrative proceedings to SAM andFAPIIS The recipient must comply with any and all applicable requirements regarding reporting of information on civil, criminal, and administrative proceedings connected with (or connected to the performance of) either this OJP award or any other grant, cooperative agreement, or procurement contract from the federal government. Under certain circumstances, recipients of OJP awards are required to report information about such proceedings, through the federal System for Award Management (known as "SAM"), to the designated federal integrity and performance system (currently, "FAPIIS"). The details of recipient obligations regarding the required reporting (and updating) of information on certain civil, criminal, and administrative proceedings to the federal designated integrity and performance system (currently, "F ~PIIS ") within SAM are posted on the OJP web site at https://ojp.gov/funding/F APIIS.htm (A ward condition: Recipient Integrity and Performance Matters, including Recipient Reporting to FAPIIS), and are incorporated by reference here. • Acceptance of FY 2018 JAG awards by U.S. Conference of Mayors members (as designated in Evanston v. Barr) shall not be construed as acceptance of Special Conditions 41 through 47. Nor, given the injunction, currently in effect, in the litigation, against inclusion of those condltlons in FY 2018 JAG awards, shall Special Conditions 41-47 be enftna// against the foregoing jurisdictions while that ruling is in effect. OJP FORM 4000/2 (REV.4-88) U.S. Department of Justice Office of Justice Programs Bureau of Justice Assistance Wa shing /on, D.C. 1053 I Memorandum To: Official Grant File From: Orbin Terry, NEPA Coordinator Subject: Incorporates NEPA Compliance in Further Developmental Stages for City of Seattle The Edward Byrne Memorial Justice Assistance Grant Program (JAG) allows states and local governments to support a broad range of activities to prevent and control crime and to improve the criminal justice system, some of which could have environmental impacts. All recipients of JAG funding must assist BIA in complying with NEPA and other related federal environmental impact analyses requirements in the use of grant funds, whether the funds are used directly by the grantee or by a subgrantee or third party. Accordingly, prior to obligating funds for any of the specified activities, the grantee must first determine if any of the specified activities will be funded by the grant. The specified activities requiring environmental analysis are: a .New construction; b.Any renovation or remodeling of a property located in an environmentally or historically sensitive area, including properties located within a 100-year flood plain, a wetland, or habitat for endangered species , or a property listed on or eligible for listing on the National Regist.er of Historic Places; c.A renovation, lease, or any proposed use of a building or facility that will either (a) result in a change in its basic prior use or (b) significantly change its size; d.hnplementation of a new program involving the use of chemicals other than chemicals that are (a) purchased as an incidental component of a funded activity and (b) traditionally used, for example, in office, household, recreational, or education environments; and e.hnplementation ofa program relating to clandestine methamphetamine laboratory operations, including the identification, seizure, or closure of clandestine methamphetarnine laboratories. Complying with NEPA may require the preparation of an Environmental Assessment and/or an Environmental hnpact Statement, as directed by BJA. Further, for programs relating to methamphetamine laboratory operations, the preparation of a detailed Mitigation Plan will be required. For more information about Mitigation Plan req uire ments. p lease see https://www.b ja .gov/Fund ing/ncpa .ht ml. Please be sure to carefully review the grant conditions on your award document, as it may contain more specific information about environmental compliance. U.S. Department ofJusticc Office of JusricePrograms Bureau of Justice Assistance GRANT MANAGER'S MEMORANDUM, PT. I: PROJECTNUMBER 20 l 8-DJ-BX-0200 PROJECT SUMMARY Grant PAGE I OF l This project is supported under FY18(8JA • JAG State & JAG 1..ocel) Title 1 of Pub. lh No . 90-351 (generally codified et 34 U.S,C 10101 • 10726),including subpanl of pan E (codified at 34 U.S.C. l0151-10158);see olso 28 U S.C.530C(a) I. STAFF CONT ACT (Nome & telephone number) Jeffrey S.Felten-Green (202)514-8874 3a TITLE OF THEPROGRAM 2 , PROJECT DJRECTOR (Name, address & tclephoucnumber) Diane Pilon Grant Manager 700 Fiflh A venue Suile5800 Seattle, WA 98124 (206)386-1996 BJA FY 18 Edward Byrne Memorial Justi cc Assis1ancc C'mmt (JAG) Program • Local Solici talion 3b. POMS CODE (SEEINSlRUCTIONS ONREVERSE) 4. lllLE OFPROJECT Seattle/King County Joint JAG Program 5 NAJvfE & ADDRESS or GRANTEE City ofSeattle 700 Fifth Avenue Suite5800 Seattle, WA98124-4708 7 PROGRAMPERJOD FROM : 10/01/2017 9 AMOUNTOFAWARD $681,367 11. SECOND YEAR'S BUDGET 13. THIRD YEAR'S BUDGET PERIOD TO : 09/30/202 I 15 . SUMMARY DESCRJPTION OF PROJECT (See inslrucrion onrever,e) 6, NAME & ADRESS or SUBGRANTEE 8. BUDGETPERJOD FROM: 10/01/2017 10 DATEOFAWARD 07/19/2019 TO : 09/30/2021 12. SECOND YEAR'S BUDGET AMOUNT 14 . TIIIRD YEAR'S BUDGET AMOUNT The Edward Byrne Memorial Justice AssiSlance Grant Program (JAG) allows states and uni ls oflocal govemmenl, including tribes, to support a broad nmge of criminal ju stice related activities based on thelr own state and local needs and condit ions . Grant funds can be used for slate and local in itiatives,. tec:hnicaJ assistan ce,, training. pcrsonnc~ equipment, supplies, conlractual support, and information systems for crimineljusrice, including for any one or more of the following purpose areas: I) law enforcement programs; 2) prosecution and court programs; 3) prevention and education prognms; 4) corrections and community corrections programs; 5) drug trcnlJm:nl and onfotccm ent programs; 6) planning, evaluor ion, and h:chnology improvement programs; ?}crime vlctim an d witness pn;,&nm1s (other than compenn tion); on d 8) mentn f health programs and related law cnforceme111 1111d corm:1ion s pmgrams, including behavi llfO I programs nnd crisis l11 1orvenliouteams This Local JAG award will be shared by lhe County aml one or more jurisdictions identified as disparate within the cu1TC11t Fiscal Year eligibility list ,,...,w.t,j..co ,•ll~gl, JAG funding will be used to support criminal jusrice initiatives that fall under one or mon, oflhe allowable progra1n areas above . Any OJP FORM 4000/2 (REV 4-88) equipment purchues or funded inlliativos such aa overtimo, tuk ibnlllll, drug programs. lnfmmelion sharing. 110. will be aimed at reducing crime end/orcnhancing publio/oftiocr11iay. The dispuratejuriadlctions will use funding to support lite following prioritios: pn,IICIVinB and oupporring e variety of law tnforcemcnt progrum • aimod at prwoncingand teducing1'rirne; providing =vices to victims;puriihll!inglnw onforccmt:nl and invcsrigative equipment; enhancing law onfo,ccmcnllraining; Implementing c:omn1unlty based progrone,; provlding luw anibrocmc111 ovonimo; and for tho slmrunlininBnn d nugmcnring oftecbn'ology systems. NCA/NCF - Memorandum of Understanding -Contract Edward Byrne Memorial Justice Assistance Grant (JAG) Program FY 2018 Local Solicitation Executed by City of Seattle Department Authorized Representative: Faye Landskov 610 5th Avenue PO Box 34986 Seattle, WA 98124-4986 and City of Federal Way, hereinafter referred to as "Subrecipient" JAG Grant Manager: Diane Shines City of Federal Way 1.5 #20-00461 33325 8 Ave S Federal Way, WA 98003 pg. 1 IN WITNESS WHEREOF, the parties have executed this Agreement by having their representatives affix their signatures below. City of Federal Way City of Seattle Jim Ferrell, Mayor Mark R. Baird, Chief Operating Officer Seattle Police Department Date:___ Date: ___ _ Authorized by: Edward Byrne Memorial Justice Assistance Grant ljAG) Program WHEREAS, the Justice Assistance Grant (JAG) Program is the primary provider of federal criminal justice funding to state and local jurisdictions; and WHEREAS, the JAG Program supports all components of the criminal justice system, from multi-jurisdictional drug and gang task forces to crime prevention and domestic violence programs, courts, corrections, treatment, and justice information sharing initiatives; and WHEREAS, the United States Congress authorized $681,367 in the Justice Assistance Grant (JAG) Program for jurisdictions in King County; and WHEREAS, 11 jurisdictions in King County were required to apply for a JAG Program award with a single, joint application; and WHEREAS, the City of Seattle ("City"), as the identified Fiscal Agent, had DOJ submit the joint application to the Bureau of Justice Assistance on Aug 22, 2018 to request JAG Program funds; and WHEREAS, based on the City's successful application, the Bureau of Justice Assistance has awarded $681,367 to the City from these JAG Program funds; and WHEREAS, pursuant to the terms of the grant whereby the City, as the identified Fiscal Agent for this award, is to distribute grant funds to co-applicants, the City intends to transfer some of the JAG funds it receives to those co-applicants; and WHEREAS, the City is not obligated to continue or maintain grant funding levels for the JAG Program once grant funds have lapsed; and WHEREAS, Subrecipients of JAG funds from the City should not anticipate the City will assume rrsponsibility for any program costs funded by JAG once JAG funds are spent; City offecierai Way I 5 #20-00.1.6] NOW THEREFORE, the parties hereto agree as follows: This lnteragency Agreement contains seven Articles: ARTICLE I: TERM OF AGREEMENT: The term of this Interagency Agreement shall be in effect from the date it is executed, until September 30, 2021 unless terminated earlier pursuant to the provisions hereof. ARTICLE II: DESCRIPTION OF SERVICES The services to be performed under this Agreement shall be conducted for the stated purposes of the Byrne Memorial Justice Assistance Grant (JAG) Program (42 U.S.C. 3751(a.) The Edward Byrne Memorial Justice Assistance Grant (JAG) Program is the primary provider of federal criminal justice funding to state and local jurisdictions. The JAG Program provides states and units of local governments with critical funding necessary to support a range of program areas including law enforcement; prosecution and court programs; prevention and education programs; corrections and community corrections; drug treatment and enforcement; crime victim and witness initiatives; and planning, evaluation, and technology improvement programs. ARTICLE III: SPECIAL CONDITIONS 1. Funds are provided by the U.S. Department of Justice, Office of Justice Programs, Bureau of Justice Assistance solely for the purpose of furthering the stated objectives of the Edward Byrne Memorial Justice Assistance Grant (JAG) Program. The Subrecipient shall use the funds to perform tasks as described in the Scope of Work portion of this Agreement. 2. The Subrecipient acknowledges that because this Agreement involves federal funding, the period of performance described herein will likely begin prior to the City's receipt of appropriated federal funds. The Subrecipient agrees that it will not hold the City or the Department of Justice liable for any damages, claim for reimbursement, or any type of payment whatsoever for services performed under this Agreement prior to the City's receipt and distribution of federal funds. In the event that the Department of Justice requires the City to repay awarded funds for failure to comply with Special Conditions 41-4 7 listed in Attachment A, the Subrecipient will repay the City any funds it received under this Agreement that the City is required to repay to the federal government. Subrecipient further acknowledges and agrees that the City may reject federal funds if it is required to comply with Special Conditions 41-4 7 as a prerequisite for receiving these funds. Subrecipient will not pursue the City for such funds but may be able to pursue the federal government. 3. This contract is funded with federal grant funds under CFDA 16.738. The grant is FY 2018 Justice Assistance Grant Program Award# 2018-DJ-BX-0200. All federal financial and grant management rules and regulations must be adhered to in the execution of this contract. Exhibit Attachment A is a copy of the federal award documents. All City o f Federal Way 1.5 #20-00461 pg.3 special conditions stated in the award documents apply to the execution of this contract. All Subrecipients are assumed to have read, understood, and accepted the Award as binding. 4. The Subrecipient acknowledges that all allocations and use of funds under this agreement will be in accordance with the Edward Byrne Memorial Justice Assistance Grant (JAG) Program: FY 2018 Local Solicitation. Allocation and use of grant funding must be coordinated with the goals and objectives included in the Local Solicitation. All Subrecipients are assumed to have read, understood, and accepted the Local Solicitation as binding. 5. Subrecipient agrees to obtain a valid DUNS profile and create an active registration with the Central Contractor Registration (CCR) database no later than the due date of the Subrecipient's first quarterly report after a subaward is made. 6. The Subrecipient shall comply with all applicable laws, regulations, and program guidance. The Uniform Administrative Requirements, Cost Principles, and Audit Requirements in 2 C.F.R. Part 200, as adopted and supplemented by the Department of Justice (DOI) in 2 C.F.R Part 2800 (together, the "Part 200 Uniform Requirements") apply to this 2017 award from the Office of Justice Programs (OJP). 7. The Subrecipient must comply with the most recent version of the Administrative Requirements, Cost Principals, and Audit Requirements. a. Non-Federal entities that expend-$750,000 or more in one fiscal year in Federal awards shall have a single or program-specific audit conducted for that year in accordance with the Office of Management and Budget (0MB) Circular A-133- Audits of States, Local Governments, and non-Profit Organizations. Non-federal entities that spend less than $750,000 a year in federal awards are exempt from federal audit requirements for that year, except as noted in Circular No. A-133, but records must be available for review or audit by appropriate officials of the Federal agency, pass-through entity, and General Accounting Office (GAO). b. Subrecipients required to have an audit must ensure the audit is performed in accordance with Generally Accepted Auditing Standards (GAAS), as found in the Government Auditing Standards (the Revised Yellow Book) developed by the Comptroller General and the 0MB Compliance Supplement. The Subrecipient has the responsibility of notifying the Washington State Auditor's Office and requesting an audit. c. The Subrecipient shall maintain auditable records and accounts so as to facilitate the audit requirement and shall ensure that any sub-recipients also maintain auditable records. d. The Subrecipient is responsible for any audit exceptions incurred by its own organization or that of its subcontractors. Responses to any unresolved management findings and disallowed or questioned costs shall be included with the audit report submitted to the Seattle Police Department. The Subrecipient pg. 4 City of Federal Way 1.5 #20-00461 must respond to requests for information or corrective action concerning audit issues or findings within 30 days of the date ofrequest. The City reserves the right to recover from the Subrecipient all disallowed costs resulting from the audit. e. If applicable, once any single audit has been completed, the Subrecipient must send a full copy of the audit to the City and a letter stating there were no findings, or if there were findings, the letter should provide a list of the findings. The Subrecipient must send the audit and the letter no later than nine months after the end of the Subrecipient's fiscal year(s) to: Faye Landskov, JAG Program Manager Seattle Police Department 610 5th Avenue PO Box 34986 Seattle, WA 98124-4986 206-733-9163 f. In addition to sending a copy of the audit, the Subrecipient must include a corrective action plan for any audit findings and a copy of the management letter if one was received. The Subrecipient shall include the above audit requirements in any subcontracts. g. The Subrecipient agrees to cooperate with any assessments, national evaluation efforts, or information or data collection requirements, including, but not limited to, the provision of any information required for assessment or evaluation of activities within this agreement, and for compliance BJA reporting requirements. h. Suspension and Debarment: The Subrecipient certifies that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participating in transactions by any Federal department or agency. By signing and submitting this Agreement, the Subrecipient is providing the signed certification set out below. The certification this clause is a material representation of fact upon which reliance was placed when this transaction was entered into. If it is later determined that the Subrecipient rendered an erroneous certification, the Federal Government and City may pursue available remedies, including termination and/or debarment. The Subrecipient shall provide immediate written notice to the City if at any time the Subrecipient learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. The Subrecipient agrees by signing this Agreement that it shall not enter into any covered transaction vvith a person or subrnntractor who is debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from City of Federal Way 1.5 #20-00461 pg. 5 participation in this covered transaction, unless authorized in writing by the City. The Subrecipient shall include the requirement in this section in any subcontracts. ARTICLE IV: SCOPE OF WORK The Scope of Work of this Agreement and the time schedule for completion of such work is as described in Attachment B: JAG Budget Worksheet, as approved by BJA. Attachment B is attached to and made part of this agreement. The work shall, at all times, be subject to the City's general review and approval. The Subrecipient shall confer with the City periodically during the progress of the Work, and shall prepare and present such information and materials ( e.g. a detailed outline of completed work) as may be pertinent, necessary, or requested by the City or BJA to determine the adequacy of the Work or Subrecipient's progress. ARTICLE V: PAYMENT 1. Compensation The Subrecipient shall be reimbursed on an actual cost basis. Compensation under this Agreement cannot exceed $41,894. The Subrecipient shall incur authorized allowable expenses in accordance with the Project Budget, as detailed in Attachment B. The Subrecipient may request additional reimbursement up to the amount of interest accrued on their portion of the grant award. The City will provide quarterly statements to the Subrecipient, once the interest balance accrued equals at least $1,000. Reimbursements will not be made for interest accrued that is less than $1,000. Reimbursements can be requested, up to the total amount of interest accrued, after the initial quarterly statement has been sent, to perform tasks in accordance with the Project Budget, as detailed in Attachment B. No travel or subsistence costs, including lodging and meals, reimbursed with federal funds may exceed federal maximum rates, which can be found at: http:/ /www.gsa.gov. 2. Ma nner o f Payme nt The Subrecipient shall submit reimbursement requests not more than monthly, and at least quarterly. After the first quarter, monthly submission is preferred. Requests are due no later than 30 days after the end of the period in which the work was performed. Reimbursement request forms are provided. Substitute forms are acceptable. With each reimbursement request, the Subrecipient shall submit: • Detailed spreadsheet of expenditures by task and related financial documents (timesheets, invoices) Cii.y ofFcdcr2.l \\1:;y 1 5 f~20-C10~-6 l pg 6 • These documents and invoices must be kept on file by the Subrecipient and be made available upon request by the City or to state or federal auditors, for at least six years after the closure of the grant. Reimbursement will not be processed without accompanying documentation for the corresponding costs. Once the above conditions are met, payment shall be made by the City to the Subrecipient. Submit invoicing to Submit Documentation to Fiscal Accounts Payable Faye Landskov, JAG Program Manager Seattle Police Department Seattle Police Department 610 5th Avenue 610 5th Avenue PO Box 34986 PO Box 34986 Seattle, WA 98124-4986 Seattle, WA 98124-4986 SPDAP@seattle.gov 206-733-9163 Article VI. COOPERATION IN MONITORrNG AND EVALUATION. 1. SPD Responsibilities: SPD shall monitor, evaluate and provide guidance and direction to Subrecipient in the conduct of Approved Services performed under this Agreement. SPD has the responsibility to determine whether Subrecipient has spent funds in accordance with applicable laws, regulations, including the federal audit requirements and agreements and shall monitor the activities of Subrecipient to ensure that Subrecipient has met such requirements. SPD may require Subrecipient to take corrective action if deficiencies are found. SPD will not monitor Subrecipient's adherence to Special Conditions 41-47 in the Grant Award and Special Conditions documents. 2. Subrecipient Responsibilities .. a. Subrecipient shall permit SPD to carry out monitoring and evaluation activities, including any performance measurement system required by applicable law, regulation, funding sources guidelines or by the terms and conditions of the applicable Notice of Prime Award, and Subrecipient agrees to ensure, to the greatest extent possible, the cooperation of its agents, employees and board members in such monitoring and evaluation efforts. This provision shall survive the expiration or termination of this Agreement. b. Subrecipient shall cooperate fully with any reviews or audits of the activities under this Agreement by authorized representatives of SPD, DOJ, the U.S. Government Accountability Office or the Comptroller General of the United States and Subrecipient agrees to ensure to the extent possible the cooperation of its agents, employees and board members in any such reviews and audits. This provision shall survive the expiration or termination of this Agreement. ARTICLE VII: AMENDMENTS City ofFece~d \V:::.y l: ~:O-OCJ!:61 pg 7 No modification or amendment of the provisions hereof shall be effective unless in writing and signed by authorized representatives of the parties hereto. The parties hereto expressly reserve the right to modify this Agreement, by mutual agreement. City ofFederal Way 1.5 #20-00461 pg. 8 Memorandum ofUnderstanding FY 2018 Edward Byrne Memorial Justice Assistance Grant Rev 3/2020 This Memorandum of Understanding (MOU) outlines the responsibilities and protocols for participating jurisdictions pertaining to the FY 2018 Edward Byrne Memorial Justice Assistance Grant -2018-DJ-BX-0200. I. Par:ticipating Jurisdictions The participating jurisdictions, relevant to this MOU, in the Edward Byrne Memorial Justice Assistance Grant are: • City of Auburn City of Bellevue -declined City of Burien-declined • Des Moines • City of Federal Way • City of Kent • King County • City of Renton • City of SeaTac • City of Seattle • City of Tukwila II. Background and Purpose Proposed to streamline justice funding and grant administration, the Edward Byrne Memorial Justice Assistance Grant (JAG) Program allows states, tribes, and local governments to support a broad range of activities to prevent and control crime based on their own local needs and conditions. JAG blends previous Byrne Formula and Local Law Enforcement Block Grant (LLEBG) Programs to provide agencies with the flexibility to prioritize and place justice funds where they are most needed. Ill. Disparate Certification Jurisdictions certified as disparate must submit a joint application for the aggregate of funds allocated to them, specifying the amount of funds that are to be distributed to each of the units of local government and the purposes for which the funds will be used, and indicating who will serve as the applicant/fiscal agent for the joint funds. The above jurisdictions are certified as disparate. IV. Fiscal Agent and Fund Allocation The City of Seattle will act as the applicant and will serve as the fiscal agent for the joint funds. The City of Seattle will charge a 3% administrative fee to all sub-recipients for these services. Page 1 of 3 Allocation of the declined Bellevue funds has been made along the percentages that DOJ allocated each agency their JAG funds. The allocation of funding is as follows: with Subtract declined Admin Initial Allocations FY18JAG 00}% % Sub-Total Fee Final Totals KING COUNTY 39,669 5.822% 6.206% $ 42,284 $ 1,269 $ 217,104 AUBURN CITY 32,296 4.740% 5.036% $ 34,312 $ 1,029 $ 33,283 BELLEVUE CITY 14,812 2.174% $ -$ -$ - BURIEN CITY 23,842 3.499% $ -$ -$ - DES MOINES CITY 11,972 1.757% 1.859% $ 12,663 $ 380 $ 12,284 FEDERAL WAY CITY 40,413 5.931% 6.339% $ 43,190 $ 1,296 $ 41,894 KENT CITY 36,388 5.340% 5.677% $ 38,683 $ 1,160 $ 37,523 RENTON CITY 29,422 4.318% 4.563% $ 31,091 $ 933 $ 30,158 SEATAC CITY 16,977 2.492% 2.713% $ 18,483 $ 555 $ 17,929 SEATTLE CITY 419,208 61.525% 65.015% $ 442,990 $ -., $ 274,363 TUKWILA CITY 16,368 2.402% 2.546% $ 17,350 $ 520 $ 16,829 Total: $ 681,367 100% $ 681,046 $ 7,463 $ 681,367 V. Project Allocations and Reporting Participating jurisdictions are responsible for identifying their own projects for funding, and for providing project information to the identified fiscal agent, the City of Seattle, for purposes of submitting one joint application on behalf of all participating jurisdictions. Upon receipt of award documents, and prior to expense of funds pertaining to the JAG Program, the fiscal agent will enter into Memorandums of Understanding -Contracts with all participating jurisdictions. VI. Funds Remaining at End of Grant If an agency has funds remaining that it will not spend and no extension is requested, all parties agree that the funds will be re-obligated to Seattle within the final three months of the grant. Notification between Seattle and the agency willing to forgo funds will occur three months prior to the end of the period of performance. P2ge 2 of 3 Memorandum of Understanding FY 2018 Edward Byrne Memorial Justice Assistance Grant Signature Page Jurisdiction : Signature: Name & Title : Date: Must be signed by Mayor, City Administrator or Executive Page 3 of 3 Agency: Federal Way Police Department Contact Name: Diane Shines Contact Phone: Diane.Shines@cityoffederalway.com 253 835-6854 FY 2018 JAG Purpose Areas Permissible uses of JAG Funds -In general In general, JAG funds awarded to a unit of local government under this FY 2018 solicitation may be used to provide additional personnel, equipment, supplies, contractual support, training, technical assistance, and information systems for criminal justice, including for any one or more of the following: • Law enforcement programs • Prosecution and court programs • Prevention and education programs • Corrections and community corrections programs • Drug treatment and enforcement programs • Planning, evaluation, and technology improvement programs • Crime victim and witness programs (other than compensation) • Mental health programs and related law enforcement and corrections programs, including behavioral programs and crisis intervention teams Under the JAG Program, units of local government may use award funds for broadband deployment and adoption activities as they relate to criminal justice activities. BJA areas of emphasis (Please see full descriptions in 2018 Local Solicitation): BJA recognizes that there are significant pressures on local criminal justice systems. In these challenging times, shared priorities and leveraged resources can make a significant impact. As a component of OJP, BJA intends to focus much of its work on the areas of emphasis described below, and encourages each unit of local government recipient of an FY 2018 JAG award to join us in addressing these challenges: • Reducing Gun Violence • National Incident-Based Reporting System {NIBRS) • Officer Safety and Wellness •Border Security • Collaborative Prosecution Evidence-Based Programs or Practices OJP strongly emphasizes the use of data and evidence in policy making, program development, and program implementation in criminal justice, juvenile justice, and crime victim services. OJP is committed to: • Improving the quantity and quality of evidence OJP generates • Integrating evidence into program, practice, and policy decisions within OJP and the field 1 I • Improvi ng the translation of evidence into practice Project Name: 1) Safe City Server and Network Infrastructure Upgrade 2) MDC Spares (Mobile Data Computer) purchase Project Description: Project Cost: $41,894 1) $31,394 · 2) $10,500 3.7% Admin Fee (Seattle PD) $1,296 Total Allocation: $ 43,190 1) The Safe City camera system is a highly effective investigative tool to combat crime within our city. JAG funds will be dedicated to upgrade and enhance hardware and network systems to improve efficiencies and storage capacity. 2) Purchase and maintain a supply of spare MDC's (mobile data computer) to exchange during routine computer maintenance. Goals, Objectives, and Deliverables -In general, the FY 2018 JAG Program is designed to provide additional personnel, equipment, supplies, contractual support, training, technical assistance, and information systems for criminal justice. The JAG Local Program is designed to assist units of local government with respect to criminal justice: The Safe City camera system hosts the City interior CCTV/Security cameras as well as the 80+ cameras that operate in the public right of way around the city and major arterials. As we continue to add more cameras to the Safe City program, it becomes necessary to augment the Safe City infrastructure to maintain optimal performance and storage capacity. MDCs require routine repairs and upgrades. Generally, patrol vehicles are taken out of service for the entire day until maintenance is complete. There are only two spare MDCs for a fleet size of 87, by adding three more spares, will ensure vehicles are operational with technology and quickly redeployed onto the road. 2 Statement of the Problem -Identify the unit of local government's strategy/funding priorities for the FY 2018 JAG funds and a description of the programs to be funded over the grant period. Units of local government are strongly encouraged to prioritize the funding on evidence-based projects. The Federal Way Police Department continues to explore all opportunities to identify funds available for equipment and technology needs. The 2018 JAG grant provides a vital funding mechanism so the Federal Way Police Department can continue to utilize and support highly technical systems such as the Safe City camera program. Project Design and Implementation -Describe the unit of local government's strategic planning process, if any, that guides its priorities and funding strategy. This should include a description of how the local community is engaged in the planning process and the data and analysis utilized to support the plan; it should identify the stakeholders currently participating in the strategic planning process, the gaps in the needed resources for criminal justice purposes, and how JAG funds will be coordinated with State and related justice funds: All projects on behalf of the Federal Way Police Department will require interdepartmental coordination with the City of Federal Way IT Department to purchase, install and maintain hardware/software for intended projects. Capabilities and Competencies -Describe any additional strategic planning/coordination efforts in which the units of local government participates with other criminal justice criminal/juvenile justice agencies in the State: N/A Plan for Collecting the Data Required for this Solicitation's Performance Measures- BJA does not require applicants to submit performance measures data with their application. Performance measures are included as an alert that BJA will require successful applicants to submit specific data as part of their reporting requirements. For the application, applicants should indicate an understanding of these requirements and provide the applicant's plan for collection of performance measures that pertain to their proposed program: Record of overtime costs and officer activity reports are maintained . The Federal Way Police Department has participated in the JAG program for many years and is familiar with the performance measures and requirements needed for collection. The Civilian Operations Manager will work in partnership with the IT Supervisor to gather and report performance measures during the grant cycle. 3 Applicants must identify between 1 and 5 Project Identifiers that would be associated with proposed project activities. • Equipment-Technology • Equipment -General BUDGET: Budget Worksheet: Please use Attached Budget Worksheet Template Budget Narrative: The Budget Narrative should thoroughly and clearly describe every category of expense listed in the proposed Budget Detail Worksheet. OJP expects proposed budgets to be complete, cost effective, and allowable (e.g., reasonable, allocable, and necessary for project activities). This narrative should include a full description of all costs, including administrative costs (if applicable). An applicant should demonstrate in its Budget Narrative how it will maximize cost effectiveness of award expenditures. Budget narratives should generally describe cost effectiveness in relation to potential alternatives and the goals of the project. For example, a budget narrative should detail why planned in-person meetings are necessary, or how technology and collaboration with outside organizations could be used to reduce costs, without compromising quality. The Budget Narrative should be mathematically sound and correspond clearly with the information and figures provided in the Budget Detail Worksheet . The narrative should explain how the applicant estimated and calculated all costs, and how those costs are necessary to the completion of the proposed project. The narrative may include tables for clarification purposes, but need not be in a spreadsheet format. As with the Budget Detail Worksheet, the Budget Narrative should describe costs by year. Please indicate the project's compliance with federal grant criteria and briefly explain any affirmative responses. 4 No JAG funds may be expended outside of the JAG purpose areas. Even within these purpose areas, however, JAG funds cannot be used directly or indirectly for security enhancements or equipment to nongovernmental entities not engaged in criminal justice or public safety. Nor may JAG funds be used directly or indirectly to provide for any of the following matters unless BJA certifies that extraordinary and exigent circumstances exist, making them essential to the maintenance of public safety and good order: • Vehicles, vessels, or aircraft • Luxury items • Real estate • Construction projects, other than penal or correctional institutions • Any similar matters Is there anything in your project that could be interpreted as inconsistent with this requirement? No. Federal funds must be used to supplement existing funds for program activities and cannot replace or supplant nonfederal funds that have been appropriated for the same purpose Is there anything in your project that could be interpreted as inconsistent with this requirement? No. Applicant Disclosure of Pending Applications Applicants are to disclose whether they have pending applications for federally funded grants or subgrants (including cooperative agreements) that include requests for funding to support the same project being proposed under this solicitation and will cover the identical cost items outlined in the budget narrative and worksheet in the application under this solicitation. The disclosure should include both direct applications for federal funding (e .g., applications to federal agencies) and indirect applications for such funding (e.g., applications to state agencies that will subaward federal funds). OJP seeks this information to help avoid any inappropriate duplication of funding . Leveraging multiple funding sources in a complementary manner to implement comprehensive programs or projects is encouraged and is not seen as inappropriate duplication. Applicants that have pending applications as described above are to provide the following information about pending applications submitted within the last 12 months : -the federal or state funding agency -the solicitation name/project name -the point of contact information at the applicable funding agency. Please use table below for any pending applications: Federal or State Funding Agency None Solicitation Name/Project Name/Phone/E-mail for Name Point of Contact at Funding Agency 5 6 A. Personnel -List each position by title and name of employee, if available. Show the annual salary rate and the percentage of time to be devoted to the project. Compensation paid for employees engaged in grant activities must be consistent with that paid for similar work within the applicant organization. Include a description of the responsibilities and duties of each position in relationship to fulfilling the project goals and objectives. (Note: Use whole numbers as the percentage of time, an example is 75.50% should be shown as 75.50) To View an Example, Click Here PERSONNEL (FEDERAL) Computation Name Position Cost Salary Basis Percentage of Time Length of Time Year FEDERAL TOTAL PERSONNEL NARRATIVE (FEDERAL) $0 $0 PERSONNEL (NON-FEDERAL) Computation Name Position Cost Salary Basis Percentage of Time Length of Time Year $0 NON-FEDERAL TOT AL $0 PERSONNEL NARRATIVE (NON-FEDERAL) TOTAL PERSONNEL! $01 B. Fringe Benefits -Fringe benefits should be based on actual known costs or an approved negotiated rate by a Federal agency. If not based on an approved negotiated rate, list the composition of the fringe benefit package. Fringe benefits are for the personnel listed in budget category (A) and only for the percentage of time devoted to the project. Fringe benefits on overtime hours are limited to FICA, Workman's Compensation and Unemployment Compensation. (Note: Use decimal numbers for the fringe benefit rates, an example is 7. 65% should be shown as . 0765) To View an Example, Click Here FRINGE BENEFITS (FEDERAL) Computation Description Cost Base Rate FEDERAL TOTAL FRINGE BENEFITS NARRATIVE (FEDERAL) $0 $0 FRINGE BENEFITS (NON-FEDERAL) Computation Description Cost Base Rate $0 NON-FEDERAL TOTAL $0 FRINGE BENEFITS NARRATIVE (NON-FEDERAL) TOTAL FRINGE BENEFITS! $0] C. Travel -Itemize travel expenses of staff personnel by purpose (e.g., staff to training, field interviews, advisory group meeting, etc.). Describe the purpose of each travel expenditure in reference to the project objectives. Show the basis of computation (e.g., six people to 3-day training at $X airfare, $X lodging, $X subsistence). In training projects, travel and meals for trainees should be listed separately. Show the number of trainees and the unit costs involved. Identify the location of travel, if known; or if unknown, indicate "location to be determined." Indicate source of Travel Policies applied Applicant or Federal Travel Regulations. Note: Travel expenses for consultants should be included in the "Contractual/Consultant" category. To View an Example, Click Here TRAVEL (FEDERAL) Purpose of Travel Location Item Cost Rate Lod~in Meals Mileage Transportation: Local Travel Other Subtotal TRAVEL NARRATIVE (FEDERAL) Basis for Rate Ni~ht Da Computation Q . I Number of I Number of uant1ty . People Tnps Cost Cost $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 FEDERAL TOTAL $0 $0 TRAVEL (NON-FEDERAL) Purpose of Travel Location Item Cost Rate Lodgin Meals Mileage Transportation : Local Travel Other Subtota] TRAVEL NARRATIVE (NON-FEDERAL) Basis for Rate Night Day Computation Quantit I Number ofl Num?er of y People Tnps Cost Cost $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0 NON-FEDERAL TOTAL $0 TOTAL TRAVEd so] D. Equipment -List non-expendable items that are purchased (Note: Organization's own capitalization policy for classification of equipment should be used). Expendable items should be included in the "Supplies" category. Applicants should analyze the cost benefits of purchasing versus leasing equipment, especially high cost items and those subject to rapid technological advances. Rented or leased equipment costs should be listed in the "Contractual" category. Explain how the equipment is necessary for the success of the project, and describe the procurement method to be used. To View an Example, Click Here EQUIPMENT (FEDERAL) Computation Item Cost Quantity Cost Safe City Server and Network Infastructure 1 $31,394.00 $31 ,394 MDC (Mobile Data Computer 3 $3 ,500.00 $10,500 FEDERAL TOTAL $41,894 EQUIPMENT NARRATIVE (FEDERAL) The Safe City camera system hosts the City interior CCTV/Security cameras as well as the 80+ cameras that operate in the public right of way around the city and major arterials. As we continue to add more cameras to the Safe City program, it becomes necessary to augment the Safe City infrastructure to maintain optimal performance and storage capacity. MDCs require routine repairs and upgrades. Generally, patrol vehicles are taken out of service for the entire day until maintenance is complete. There are only two spare MDCs for a fleet size of 87, by adding three more spares, will ensure vehicles are operational with technology and quickly redeployed onto the road. EQUIPMENT (NON-FEDERAL) Computation Item Cost Quantity Cost $0 NON-FEDERAL TOT AL $0 EQUIPMENT NARRATIVE (NON-FEDERAL) TOTAL EQUIPMENT! $41,8941 E. Supplies -List items by type (office supplies, postage, training materials, copying paper, and expendable equipment items costing less than $5,000, such as books, hand held tape recorders) and show the basis for computation. Generally, supplies include any materials that are expendable or consumed during the course of the project. To View an Example, Click Here SUPPLIES (FEDERAL) Computation Supply Items Cost Quantity/Duration Cost FEDERAL TOTAL SUPPLIES NARRATIVE (FEDERAL) $0 $0 SUPPLIES (NON-FEDERAL) Computation Supply Items Cost Quantity/Duration Cost $0 NON-FEDERAL TOTAL $0 SUPPLIES NARRATIVE (NON-FEDERAL) TOTAL SUPPLIES[ $01 F. Construction -Provide a description of the construction project and an estimate of the costs. As a rule, construction costs are not allowable. In some cases, minor repairs or renovations may be allowable. Minor repairs and renovations should be classified in the "other" category. Consult with the program office before budgeting funds in this category. To View an Example, Click Here CONSTRUCTION (FEDERAL) Purpose Description of Work Cost FEDERAL TOTAL CONSTRUCTION NARRATIVE (FEDERAL) $0 CONSTRUCTION (NON-FEDERAL) Purpose Description of Work Cost NON-FEDERAL TOTAL $0 CONSTRUCTION NARRATIVE (NON-FEDERAL) TOTAL CONSTRUCTION! $01 G. Consultants/Contracts -Indicate whether applicant's formal, written Procurement Policy or the Federal Acquisition Regulations are followed. Consultant Fees: For each consultant enter the name, if known, service to be provided, hourly or daily fee (8-hour day), and estimated time on the project. Consultant fees in excess of $650 per day or $81.25 per hour require additional justification and prior approval from OJP. To View an Example, Click Here CONSULTANT FEES (FEDERAL) Computation Name of Consultant Service Provided Cost Fee Basis Quantity 8 Hour Day SUBTOTAL CONSULTANT FEES NARRATIVE (FEDERAL) $0 $0 CONSULTANT FEES (NON-FEDERAL) Computation Name of Consultant Service Provided Cost Fee Basis Quantity &Hour Day $0 SUBTOTAL $0 CONSULTANT FEES NARRATIVE {NON-FEDERAL) Consultant Expenses: List all expenses to be paid from the grant to the individual consultants in addition to their fees (i.e., travel, meals, lodging, etc.). This includes travel expenses for anyone who is not an employee of the applicant such as participants, volunteers, partners, etc. CONSULTANT EXPENSES (FEDERAL) Purpose of Travel Location Item Cost Rate Lod1dng Meals Mileage Transportation: Local Travel Other Subtotal CONSULTANT EXPENSES NARRATIVE (FEDERAL) Basis for Rate Night Da Computation Q . I Number of I Number of uantity . People Tnps Cost Cost $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 SUBTOTAL FEDERAL TOTAL $0 $0 $0 CONSULTANT EXPENSES (NON-FEDERAL) Purpose of Travel Location Item Cost Rate Lodging Meals Mileage Transportation: Local Travel Other Subtotal CONSULTANT EXPENSES NARRATIVE (NON-FEDERAL) Basis for Rate Night Da Computation Cost Q . I Number of l Number of uantity . People Tnps Cost $0 .00 $0 .00 $0.00 $0.00 $0.00 $0.00 $0.00 $0 SUBTOTAL $0 NON-FEDERAL TOT AL $0 TOTAL CONSULTANTS! $01 Contracts:_Provide a description of the product or service to be procured by contract and an estimate of the cost. Applicants are encouraged to promote free and open competition in awarding contracts. A separate justification must be provided for sole source contracts in excess of$150,000. A sole source contract may not be awarded to a commercial organization that is ineligible to receive a direct award. Note: This budget category may include subawards. CONTRACTS (FEDERAL) Item Cost . FEDERAL TOTAL $0 CONTRACTS NARRATIVE (FEDERAL) CONTRACTS (NON-FEDERAL) Item Cost NON-FEDERAL TOTAL $0 CONTRACTS NARRATIVE (NON-FEDERAL} TOTAL CONTRACTS $0 TOTAL CONSULTANTS/CONTRACTS $0 H. Other Costs-List items (e.g., rent ( arm s-length transaction only ), reproduction, telephone,janitorial or security services, and investigative or confidential funds) by major type and the basis of the computation. For example, provide the square footage and the cost per square foot for rent or provide a monthly rental cost and how many months to rent. The basis field is a text field to describe the quantity such as square footage, months, etc. To View an Example. Click Here OTHER COSTS (FEDERAL) Computation Description Cost Quantity Basis Cost Length of Time $0 FEDERAL TOTAL $0 OTHER COSTS NARRATIVE (FEDERAL) OTHER COSTS (NON-FEDERAL) Computation Description Cost Quantity Basis Cost Length of Time $0 NON-FEDERAL TOTAL $0 OTHER COSTS NARRATIVE (NON-FEDERAL) TOTAL OTHER COSTS! $01 I. Indirect Costs -Indirect costs are allowed if the applicant has a Federally approved indirect cost rate. A copy of the rate approval, (a fully executed, negotiated agreement), must be attached. If the applicant does not have an approved rate, one can be requested by contacting the applicant's cognizant Federal agency , or the applicant may elect to charge a deminimis rate of 10% of modified total direct costs as indicated in 2 CFR Part 200.414f. If the applicant's accounting system pennits, costs may be allocated in the direct cost categories. (Use whole numbers as the indirect rate, an example is an indirect rate of 15.73%should be shown as 15.73) To View an Example, Click Here INDIRECT COSTS (FEDERAL) Computation Description Cost Base Rate $0 FEDERAL TOTAL $0 INDIRECT COSTS NARRATIVE (FEDERAL) INDIRECT COSTS (NON-FEDERAL) Computation Description Cost Base Rate $0 NON-FEDERAL TOTAL $0 INDIRECT COSTS NARRATIVE (NON-FEDERAL) TOTAL INDIRECT COSTS] $01 Budget Summary -When you have completed the budget worksheet, transfer the totals for each category to the spaces below. Compute the total direct costs and the total project costs. Indicate the amount of Federal funds requested and the amount of non-Federal funds that will support the project. Budget Category Federal Request Non-Federal Amounts Total A. Personnel $0 $0 $0 B. Fringe Benefits $0 $0 $0 C. Travel $0 $0 $0 D. Equipment $41 ,894 $0 $41 ,894 E. Supplies $0 $0 $0 F. Construction $0 $0 $0 G. Consultants/Contracts $0 $0 $0 H. Other $0 $0 $0 Total Direct Costs $41,894 $0 $41 ,894 [. Indirect Costs $0 $0 $0 TOTAL PROJECT COSTS $41,894 $0 $41,894 Federal Request $41,894 Non-Federal Amount $0 Total Project Cost $41,894 Public Reporting Burden Paperwork Reduction Act Notice: Under the Paperwork Reduction Act, a person is not required to respond to a collection of information unless it displays a current valid 0MB control number. We try to create forms and instructions that are accurate, can be easily understood, and which impose the least possible burden on you to provide us with information. The estimated average time to complete and file this application is four ( 4) hours per application. If you have comments regarding the accuracy of this estimate, or suggestions for making this form simpler, you can write the Office of Justice Programs, Office of the Chief Financial Officer, 810 Seventh Street, NW, Washington, DC 20531; and to the Public Use Reports Project, 1121-0188, Office of Information and Regulatory Affairs, Office of Management and Budget, Washington, DC 20503. 6c COUNCIL MEETING DATE: August 11, 2020 ITEM#: '...____....'.,__ ______________ ~:.=::....=...:~====- CITY OF FEDERAL WAY CITY COUNCIL AGENDA BILL SUBJECT: REGENCY CLEANERS AMENDMENT #5, GOODS AND SERVICES FOR POLICE UNIFORM AND DRY CLEANING POLICY QUESTION: Should the City of Federal Way, Federal Way Police Department extend the original 2014 Regency Cleaners Agreement with Amendment #5, and amend total compensation to December 31, 2020? COMM(TTEE: N I A CATEGORY: D Consent ~ City Council Business D Ordinance D Resolution MEETING DATE: NIA • • Public Hearing Other STA~F R~PORT BY: Andy J. Hw~n~g=,_C_h_i_e_f _o_f _P_o_li_c_e _______ D_E_PT_:_P_o_l_ic_e_D_e_p_a_rt_m_e_n_t ___ _ Attachments: 1. Staff Report 2. Amendment #5 Goods and Services for Police Uniform and Dry Cleaning Options Considered: 1. Approve the proposed agreement #5 2. Do not approve the proposed agreement #5 --·------- MAYOR'S RECOMMENDATION: Option 1. MAYOR APPROVAL: .,...qi+.a:¥-=--LJ'-P-__._,_,.~o ~izrr/40 DIRECTORAPPROVAL: ./4:::;r ~ Z 1111 Initial/Date COMMITTEE RECOMMENDATION: NI A Committee Chair Committee Member Committee Member PROPOSED COUNCIL MOTION: "I move approval of the proposed Amendment, and authorize the Mayor to exe c ute said agreement. " (BELOW TO BE COMPLETED BY CITY CLERK'S OFFICE) COUNCIL ACTION: • APPROVED • DENIED • TABLED/DEFERRED/NO ACTION • MOVED TO SECOND READING (ordinances only) REVISED -11/2019 COUNCIL BILL# First reading Enactment reading ORDINANCE# RESOLUTION # DATE: TO: VIA: FROM: CITY OF FEDERAL WAY CITY COUNCIL COMMITTEE STAFF REPORT July 27, 2020 City Council Jim Ferrell, Mayor Andy J. Hwang, Chief of Police SUBJECT: Regency Cleaners Amendment #5, and amends total compensation, to the Goods and Services Agreement for Police Uniform and Dry Cleaning. Financial Impacts: The Federal Way Police Department is not requesting new money. Background: The Federal Way Police Department (FWPD) entered into a Goods and Services Agreement with Regency Cleaners Enterprises for Police Uniform and Dry Cleaning on February 6, 2014. We are requesting an extension to that agreement. Amendment # 1 extended the term of the agreement through December 31, 2016. Amendment #2 extended the term of the agreement through January 31, 2018, and also amended the compensation. Amendment #3 extended the term of the agreement through December 31, 2019, and amends the total compensation to be no more than $40,000 for 2017-2019. Amendment #4 extends the term of the agreement through June 30, 2020. Amendment #5 extends the term of the agreement through December 31, 2020, adds a $5 delivery fee, and amends the total compensation not to exceed $85,000 for the entire contract agreement, 2014 -2020. This is the fifth contract amendment, and will be the last extension under this contract. The Federal Way Police Department will be going out to bid to find the best rates for these services prior to December 31, 2020. CITY OF CITY HALL ~ Federal Way 33325 8th Avenue South Federal Way, WA 98003-6325 (253) 635-7000 AMENDMENT NO. 5 TO www cityoffedem/waycom GOODS AND SERVICES AGREEMENT FOR POLICE UNIFORM AND DRY CLEANING This Amendment ("Amendment No. 5") is made between the City of Federal Way, a Washington municipal corporation ("City"), and Regency Cleaners Enterprises , LLC, a Washington limited liability company ("Contractor"). The City and Contractor (together "Parties"), for valuable consideration and by mutual consent of the Parties , agree to amend the original Agreement for Dry Cleaning Services ("Agreement") dated effective February 6, 2014 , as amended by Amendment Nos. 1, 2 , 3, and 4 , as follows: 1. AMENDED TERM. The term of the Agreement, as referenced by Section 1 of the Agreement and any prior amendments thereto , shall be amended and shall continue until the completion of the Services, but in any event no lat er than December 31 , 2020 ("Amended Term"). 2. AMENDED COMPENSATION. The amount of compensation, as referenced by Section 4 of the Agreement, shall be amended to change the total compensation the City shall pay the Contractor and the rate or m ethod of payment, as delineated in Exhibit B-5 , attached hereto and incorporated by this reference . The Contractor agrees that any hourly or flat rate charged by it for its services contracted for herein shall remain locked at the negotiated rate (s) for the Amended Term. Except as otherwise provided in an attached Exhibit, the Contractor shall be solely responsible for the payment of any taxes imposed by any lawful jurisdiction as a result of the performance and payment of this Agreement. 3. GENERAL PROVISIONS. All other terms and provisions of the Agreement, together with any prior amendments thereto, not modified by this Amendment, shall remain in full force and effect. Any and all acts done by either Party consistent with the authority of the Agreement, together with any prior amendments thereto , after the previous ex piration date and prior to the effective date of this Amendment, are hereby ratified as having been perfo rmed under the Agreement, as modified by any prior amendments, as it existed prior to this Amendment. The pro visions o f Section 13 of the Agreement shall apply to and govern this Amendment. The Parties whose names app e ar below swear under penalty of perjury that they are authorized to enter into this Amendment, which is binding on the parties of this contract. [Signature page follows] AMENDMENT -1 -3/2017 ~ Federal Way CITY HALL 33325 8th Avenue South Federaf Way, WA 98003-6325 (253) 835-7000 1vw'wci tyoffederoiwaycom IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY: By:--------------- Jim Ferrell, Mayor DATE: --------------- REGENCY CLEANERS ENTERPRISES, LLC: By: ---------------- Printed Name: Title: Date: --------------- ST A TE OF WASHING TON ) ) ss. COUNTY OF -----~ ATTEST: Stephanie Courtney, CMC, City Clerk APPROVED AS TO FORM: J. Ryan Call, City Attorney On this day personally appeared before me . to me known to be the of _________________ that executed the foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said limited liability company, for the uses and purposes therein mentioned, and on oath stated that he/she was authorized to execute said instrument. GIVEN my hand and official seal this ___ day of __________ , 20 AMENDMENT Notary's signature Notary's printed name ________________ _ Notary Public in and for the State of Washington. My commission expires _______ _ -2 -3/2017 ~ Federal Way EXHIBIT B-5 ADDITIONAL COMPENSATION CITY HALL 33325 8th Avenue Soutl1 Federal Way, WA 98003-6325 (253) 835-7000 1 vi,vw cit_voffedera/way_ com 1. Total Compensation: In return for the Services, the City shall pay the Contractor an additional amount not to exceed Ten Thousand and NO/100 Dollars ($10,000.00). The total amount payable to Contractor pursuant to the original Agreement, all previous Amendments, and this Amendment shall be an amount not to exceed Eighty-Five Thousand and Noll 00 Dollars ($85 ,000.00). The listed prices does not include applicabale sales tax, which will be added to each monthly invoice sent to the City. 2. Method of Compensation: In consideration of the Contractor performing the Services, the City agrees to pay the Contractor an amount calculated on the rate schedule shown below : Pants Dry Clean Shirts Dry Clean Overall Shirts Laundered Pants Laundered Skirts Dry Clean Jackets Dry Clean Blouses Dry Clean Ties Misc. Deli very Fee AMENDMENT $4.00 $4.00 $5.25 $2.00 $4.00 $4 .00 $4.00 $4.00 $2.00 Prices as Received $5 .00 -3 -3/2017 COUNCIL MEETING DATE: August 11, 2020 ---------------- CITY OF FEDERAL WAY CITY COUNCIL AGENDA BILL ITEM#: 7a SUBJECT: ORDINANCE: CONDEMANTION OF OPERATION AND EASEMENT AGREEMENT ("OEA") WITH HILLSIDE PLAZA ASSOCIATES, LLC. POLICY QUESTION: Should City Council approve an ordinance authorizing the City Attorney to commence condemnation proceedings for the purpose of extinguishing the OEA with Hillside Plaza Associates, LLC? COMMITTEE: NI A CATEGORY: D Consent D City Council Business ~ Ordinance D Resolution STAFF REPORT ~Y: -!:. ... R an Call, City Attornei~------- Attachments: 1. Staff Report 2. Condemnation Ordinance Options Considered: MEETING DATE: NIA • • Public Hearing Other DEPT:Law 1. Approve the proposed ordinance authorizing the filing of a condemnation suit 2. Do not adopt the proposed ordinance authorizing condemnation and provide direction to staff. MAYOR'S RECOMMENDATION: Option 1. MAYOR APPROVAL: NIA Committee In itia l/Date COMMITTEE RECOMMENDATION: NI A Committee Chair PROPOSED COUNCIL MOTION(S): DIRECTOR APPROVAL: ~ 1/flzt>Jo Initial/Date Committee Member Committee Member FIRST READING OF ORDINANCE (811112020): "I move to forward the proposed ordinance to the September I, 2020 Council Meeting for second reading and enactment. " SECOND READING OF ORDINANCE (9/1/2020): "I move approval of the proposed ordinance." (BELOW TO BE COMPLETED BY CITY CLERK'S OFFICE) COUNCIL ACTION: 0 APPROVED 0 DENIED 0 TABLED/DEFERRED/NO ACTION 0 MOVED TO SECOND READING (ordinances only) REVISED-11/2019 COUNCIL BILL# First reading Enactment reading ORDINANCE# RESOLUTION# DATE: TO: VIA: FROM: CITY OF FEDERAL WAY MEMORANDUM August 11, 2020 City Council Members Jim Ferrell, Mayor J. Ryan Call, City Attorney SUBJECT: Condemnation of Operation and Easement Agreement ("OEA") with Hillside Plaza Associates, LLC. Financial Impacts: A budget for extinguishing the subject OEA was included in the amended 2020 budget. Our appraiser estimated the value of the property right in question to be $330,000 in 2018. Subsequent appraisals that will be necessary, as part of this legal proceeding, may increase that number somewhat. Hillside Plaza Associates' appraisal comes up with a much more significant number of $4.3 million based on a theory of loss of business. Negotiations to reach a mutually agreed upon value have been ongoing, but staff, retained condemnation counsel, and expert appraisers believe that Hillside's number is highly inflated. Ultimately, if we are unable to reach agreement on the value of this property right, a court would decide its worth. Background Information: The City purchased the former Target property encumbered with an Operation and Easement Agreement that restricts the use to mostly commercial uses like the operation of a large retail store. The City desires to create more parking for the P AEC, use the property as a temporary construction lay-down site when needed, and create designated space reserved for future City-related facilities ("Project"). The OEA limits the City's ability to use the property in these ways. The City has been in negotiations with Hillside Plaza Associates LLC to clear this easement. However, the parties appear to be very far apart on their estimations of the value of this property right. Staff and counsel will continue to negotiate to clear the easement, but recommends proceeding with condemnation in parallel with these negotiations in case no agreement can be reached. If condemned, the City will be required to use the property for public use. The City will also be required to pay the fair market value of the property as determined by the court and our own legal fees. Rev. 7/18 ORDINANCE NO. ------ AN ORDINANCE of the City of Federal Way, Washington, providing for the acquisition of certain property rights for the purpose of extinguishing that certain Operation and Easement Agreement recorded under King County Recording No. 8612194598, as amended under Recording No. 8704071270, as amended under Recording No. 20050718000838, as amended under Recording No. 20101222000936, and as amended under Recording No. 20101222000937 (herein "OEA"); describing the public use and necessity of such property; directing staff to exhaust reasonable negotiation efforts to purchase such extinguishment rights; providing for the condemnation of the extinguishment rights; and directing the City Attorney or designated outside legal counsel to initiate all necessary actions and proceedings in the manner provided by law for said condemnation if attempts to purchase said extinguishment rights are not successful. WHEREAS, the City desires to improve the walkability of downtown Federal Way while connecting the Performing Arts and Event Center to Town Square Park and the nearby Federal Way Transit Center; create additional parking needs for the Performing Arts and Event Center; create temporary construction lay-down space for existing and future City improvement projects; and create designated space reserved for future City-related facilities (the "Project"); and WHEREAS, the City has secured funding for the Project; and WHEREAS, the City must acquire certain real property rights necessary for construction of the Project and must justly compensate affected property owners for the property rights and interests acquired; and WHEREAS, the City prefers to acquire the necessary real property interests through active negotiations with the affected owners of said properties, time is of the essence and the City may not be able to acquire said interests by negotiation within the time limit mandated by the Project; and Ordinance No . 20-Page 1 of 5 Rev 2/19 WHEREAS, there exists in the City of Federal Way certain real property interests legally described in Exhibit "A" of this ordinance that the City must extinguish for Project purposes; and WHEREAS, the City Council finds that extinguishment of the OEA is critical to the Project and that it is in the public interest to have the OEA extinguished for public convenience, economic, safety, and City needs; and WHEREAS, completion of the Project will positively address the important public convenience, economic, safety, and City needs by providing improved facilities within the City. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF FEDERAL WAY, WASHINGTON, DO ORDAIN AS FOLLOWS: Section 1. Notice. Pursuant to RCW 8.12.005 and RCW 8.25.290, notice of the consideration of this ordinance was properly issued by mail on July 31, 2020 to all potentially affected property owners and published in the proper legal newspapers on July 31, and August 7, 2020. Section 2. Public Necessity. The public health, safety, necessity, and convemence demand that the Project be constructed and maintained within the City and that certain real property rights be extinguished, condemned, appropriated, taken, and/or damaged for the construction of said Project needs as provided by this ordinance. Section 3. Public Use. The improvements demanded by public health, safety, convenience, and necessity, to wit: the construction of the Project, together with all appurtenances and related work necessary to make a complete improvement in accordance with the Project and other applicable City standards. Said improvements will be a part of property owned by the City of Federal Way and open for use by the general public, and therefore extinguishment of the OEAs for the construction of said Project constitutes a public use. Ordinance No . 20-Page 2 o/5 Rev 2/19 Section 4. Property Acquisition Authorized. The Mayor or designee is authorized and directed to negotiate and prepare such agreements as are customary and necessary for the acquisition and extinguishment of the OEA interests described in Exhibit "A." The Mayor or designee is further authorized to settle any condemnation litigation or enter into administrative settlements (a settlement in lieu of initiating condemnation litigation) for the extinguishment of the real property interests described in Exhibit "A." Such settlements shall be made only upon the recommendation of legal counsel, for amounts deemed to be a reasonable estimation of fair market value. Section 5. Condemned Property. The City Council of the City of Federal Way, after reviewing the planned improvements, hereby declares that the OEA legally described in Exhibit "A," to be and are hereby condemned, appropriated, taken, and/or damaged for the public use and purpose of constructing the Project described in Sections 2 and 3 above. Further, the condemnation, appropriation, taking, and/or damaging of the OEA shall be subject to paying just compensation to the benefited owners thereof in the manner provided by law. Section 6. Condemnation Legal Action. City staff is directed to exhaust reasonable negotiation efforts to purchase such OEA extinguishment rights. In the event that these negotiations are unsuccessful, the City Attorney or other attorney selected by the Mayor or his designee is hereby authorized and directed to file all necessary actions and proceedings provided by law to condemn, take, damage, and extinguish the OEA in order to carry out the provisions of this ordinance, and is further authorized in conducting said condemnation proceedings and for the purpose of minimizing damages, to stipulate as to the use of the Property and as to the reservation of any right of use to the Property owner(s), provided that such reservation does not interfere with the use of the Property by the City as provided in this ordinance. Ordinance No . 20-Page 3 of5 Rev 2/19 Section 7. Source of Funds. The entire cost of the property acquisition authorized by this ordinance, including all costs and expenses of condemnation proceedings, shall be paid out of the general fund and available grants. Section 8. Severability. Should any section, subsection, paragraph, sentence, clause, or phrase of this ordinance, or its application to any person or situation, be declared unconstitutional or invalid for any reason, such decision shall not affect the validity of the remaining portions of this ordinance or its application to any other person or situation. The City Council of the City of Federal Way hereby declares that it would have adopted this ordinance and each section, subsection, sentence, clauses, phrase, or portion thereof, irrespective of the fact that any one or more sections, subsections, sentences, clauses, phrases, or portions be declared invalid or unconstitutional. Section 9. Corrections. The City Clerk and the codifiers of this ordinance are authorized to make necessary corrections to this ordinance including, but not limited to, the correction of scrivener/clerical errors, references, ordinance numbering, section/subsection numbers, and any references thereto. Sect ion 10. Ratification. Any act consistent with the authority and prior to the effective date of this ordinance is hereby ratified and affirmed. Section 1 1. Effective Date. This ordinance shall take effect and be in force thirty (30) days from and after its passage and publication, as provided by law. [ signatures to follow] Ordinance No. 20-__ Page4 o/5 Rev 2/19 PASSED by the City Council of the City of Federal Way this ____ day of --------' 20 ATTEST: STEPHANIE COURTNEY, CMC, CITY CLERK APPROVED AS TO FORM: J. RYAN CALL, CITY ATTORNEY FILED WITH THE CITY CLERK: PASSED BY THE CITY COUNCIL: PUBLISHED: EFFECTIVE DATE: ORDINANCE NO.: Ordinance No. 20-__ CITY OF FEDERAL WAY: JIM FERRELL, MAYOR Page5 o/5 Rev 2/19 Exhibit A • J ~ 0--. ~ co 0' ~ LI) -a-- ('J --D ,:0 !•,J:• • · ', ·, -r, , .. :,rn1:f~l Of l ', •. ·, .:, >:i~ i1t 1} . r•~. : , :,\:l: : ,,;.~P1-~:v ... , ; •• 'j ,\ ' ;. ; .... . .. . . .. - : •, ,,•1 I ,,::: r,, .,,,.,,,, ·1,~. :iau1H s,s~ttr.,1 ·t O~ERATION AND EASEMENT AGREEMENT BF.:TWBEN DAYTON HUDSON CORPORATION and BCE DEVELOPMENT, INC. C'4'=,L,';.: '-. \•ui Co. i:~i;~, J.. u.,,s ;on ... ,., •,:: ~ .,, "" ~ ----------------------· ---------------- a) a- LD a- N ...0 00 -- • OPERATION AND EASEMENT AGREEMENT TABLE OF CONTENTS ,.... • . , PARTIES .••.•.•.•••.•.• , ••••• , ••• : ; , , • , Article I DEFINITIONS ••••••.•.•••••.•••. , •• ,, ••• 1.1 l. 2 l. 3 l.4 l.5 l.6 1.7 1,8 l.9 Articl •~ II 2.1 2. 2 2.J 2.4 2.5 2.6 Building Area .•......•...•.•• , ..... , •.• Common Acee •..•..••.•..• , ..•..•. , •.... Floor Area .••.. , .. , .•• , • , • , •.•• , , ••••• Occupant. •. , •.• , ..•••••••.••.•..• ,.•., oute 1<le Sales Area •...•• ,.., ••• ,., •.•• Party .... , ............... , ... ~., .... ,, Pers'?n •.................... ", ••. ., ......... . Perm1 ttee •••.••..••••...•..•• , .•.••••• Tract ............................ , ... . EhSE:MENTS •••.• , ....•...• ,,.,, ..••.•.. , Ingress and Egress •.....••••.••..•..•. Utilities ••.••••••..•.•.•••.••...••.•. Construction, Maintenance and Re-construction ........................ . No-build Easement ...•..•••.•••.•••••.• f<estr iction ...•..••..•.•........•.•... Abandonment •..••.•.•.••.•..•••.....••• Article III CONSTRUCTION ••.•.••.•..••...••.•.••... J,l l. 2 ).) Artlcl& 4 , t 4 . 2 4 ,) Articld S,i 5, 2 5 ') IV V General Requirements, ••••..•.•.•..• , .. Co mmon Area ...•... , , •.... , ..•. , ...... . Bulldlng Improvement •••.•.•••.•..•..•• MAIN'l'!:NANCE AND REP/UR •. ,,,.,,,,,,,,, lltl 11 ties.,, •• ,., •• , •••• , •. ,,.,,.,.,,, Ccmmon Area ••..••••• , ....• , •• ,· •.. , , •.. Bulldlng Improvements and f)11 t1tlde Sales 1\.raa ........................... . OPERATION OF THR SHOPPING CENTER,,,, .• Ua~s. 1 ................ , •••••••• , •••••••• Light1ng .• ,,, •• , ..•.•.. ,, ••. , , . , • , , , . , Signs ........• , .. , ......•.....•...... , l l l l 2 2 2 2 3 3 4 4 4 6 7 a a 8 9 9 11 lJ 15 l S 1 6 18 18 18 2,l 23 -' 'i ' t: . --"'------=-·· ----------~ co C1' Li) a-- ('\J ,[, .1:J r-1------- • • 5.4 Insurance, •••.••••.•...•..••.•.•. '..... 25 5. 5 Tal<ee and l\ssessmenti, ............ ; ... :::· 28 5.6 Liens •••••••• , •• •····••·•• .. •••·i ••.. 29 Art ic le VI MISCE LLANEOUS •... ~••••••••••~••~•:•~•• 29 6.1 6.2 6.3 6.4 6.5 6.6 6 .7 6.a 6 .9 6.10 6 .11 6.12 6.13 6 .14 6.15 6.16 6.17 6 ,18 6 .19 6.20 Default .......................... , •••• Interest ....•..•.• , .••••••••••••.•••.. Estoppel Cer:iflcate •••••••••..•.•.... N'ot!cea ..................... , •• "', ••••• ,. Appro11al Rights •••••••••• , ••••••••• , •• Cond~mnatlon •• ···•···•·•···••••·•····· Binding Effect ......... , ......... ,., •• Singular and Plural ••••••••••••••••••• Counterparts and Signature Pages ...•.• Negation of Partnership ••••• , •• Not a Public Dedication ••••••• , .•••..• Excusable Delays •••••••.••••••••••• , •• Seve rabi l i ty ••••••••••••..•.•.•••••••• Amendments •............ ,. .............. " • ,._. Captions and Capitalized Terms ••..•... Minimization of Damages ••••••••••..••. 0E!I\ Shall Contin11e Noti,ithstanding Breach •••..••.•.•.••.•••.•.•...•..•.• Time .................................. . Non Waiver ........ ~ •.• ~ ................ .. Bene fit .•••..••• , ••• ,., ••••••••.....•• 29 30 30 31 32 32 33 33 33 33 33 33 34 H 34 34 J4 34 JS 35 Article VII TE RM .,•., ....... , ... , .•.•..••. ,.,..... 35 7.1 Term of thiz OEA •••••••••••••••••• , ••• Exhibit A L~gal D&acrlptlon of Target Tract El<hiblt B Lagal Daacrlpllon of Developer Tract P.xhiblt C A~hmlanlon r.uldel!nes Exhibit X Sit.:, Plan 35 -~-~~--------------------------------~-----~ co a-- I.[) er- "' • - I .. •' ·' OPERATION AND EASEMENT AGREEMENT THIS AGREE ME NT ("OEA") is m11 de and en tered i nto as of the 19::!' day o f tx,,,.m b.-:e , U-!)6, bct.,ccn DA'l'TON' HUDSON CORPOR ATION , a Minnesota c o.t:poro t i ~n ( "Ta r g_e t" I and BCE DEVE LOPM EN T, lN C., a D1'laware corporation ( •oavel o per• 1. WITNESSETfl WHER£AS, Target is the owner of a certain tract of land described in Exhibit A attached hereto ("Target Tract") and identlfl~d as euch on Exhibit X (the •stte Plan"J attached hereto; and WHEREAS , Deve_loper is the o wn e r of a·'. c"rtain trac t of land desc.riber. in exhibit ·a atta ched hereto I "D e veloper Tract•J and identified as such on the Site.Plan; and WHEReAs, the Ta r g e t Tract and (collectively the "S ho p ping Cente r•) adjacent as shown .on the site Plan1 and 1:he : D'!!veloper Tract are contiguous and ~HEREAS, the signatories hereto intend to develop and operate their respective Tracts in c onjunction with each other as integral parts of a retail shopping complex and in order to effectuate the common use and 'operation thereof they desire to enter into certain covenants and agreements as a part of a general plan, and to grant to each other cer- tain reciprocal easements, in, to, over, and across their respective Tracts. NOW, THEREFORE, in consideration of the premises, the covenants and agreemen te he re ina f ter set forth and in furtheranc <" of the _pa_r ties un d ers t a nding, it ia agr eed as followo; ARTICLE I O&FINITIONS 1. l !!.!1.il fu?_geA. "Bu ild i ng Area~. J hall meiin the 11,nlt&d are a o : t he S hopplng Center wlthi'i) 11 h lch bu lJ.dings < includi ng c "nop l aa, a u p po r ta , l oad ing dack M, t ru clc r amps and other outward extensional and/or 04ts[d~ Sales Areas may be constructed, pl~ced or located. · l.2 Com.'llon 1,rea. •common Area• '.ahall mean all 11r<1aa within tho ext a r for boundaries of t he Shopping Center, exclusive of Ci> bulldin~a and their respe9tlvc truck docks and/or receiving areas, and (ii) any Out~lde SaleY Area, ~------------___,..., ___ ._,.,_j co a- l.I") CJ' (\I • • I: ., 1.3 rloor Area. "Flo_oi;-llrea• shall me11n 1 the actual number of ,iquare feet of space contained on .each floor within the bnildlng a ,s· mt'ltliu red from t.ha e11terl9/ !-aces of the e11teriot walln or o t ore front and/or the cen.tl!-r line of any comm on waller provlda-d, hovever, that. th e,, following areas shall r.ot be lncluded in such c11lculatlon~·1 outside Salee ~rea, mezzanine storage space, mezzanine of(jce space, and any utillf.y and/or mec hanical equipme nt -r oo111 or space. Each Party !!hall d irect its 11rchitect to ,make II deter- minat ion of the total Floor l\re11 of any building on such Party's Tract within one hundred twenty (1201 day• of the date of completion of such building, With in a_ reasonable time there.after, such Party shall cettify to _ all other Parties the Floor Area appli"cable to such buildin~, During an y pe riod 0f re buildi ng, repalri~g , ;~placement or r ec:onsc.r u ction of a b11 il d i ng, the Ploor l\ro.1 of that buU d ing Sh all .be cleemed to be the sam" as exl.stod imme- diately prior to that perJod. Upon compl:etiori of such rebuilding, r e pa i ring, r epl.iceme nt or recon struc;-tlon, the Party upon who sp T ra ct s uc h building is located, shall cause a """' dc,teTmina tion of Floor Area for such bul.ldi·ng to be ma ce in th e m•nn<>r desc d bed llbovi!, an d auch determi nation shall be sent to any Party requesting the same. 1 .4 Occupant. •occupant • shall mean any Person from time to time ontl tled to c.he use and occupancy o"f. 3ny por- tion of a building in the Sho;,p!ng Ce11t:!!r un!ler any ,lease, sublease, .license, concession, or other similar ag:r_e·e111ent. L..5 ouuidi? Sales r~a_ •outside sal e3 /lrea• -11hall mean an r e a lrnmed i ,Hol y od j acen t to a bu ild!ng ·wh kl\ h used exc luoivo ly by an Occu pant of ouch buildin g (or sa.leo and/or storage and ,.;hlch ls enclosed by a fenc-e or oth_cr security barrier. The numbc,r ot equare feot cont.alned withi n an Outaide Salos /\rc,a may not excood twent:· percent t201) of the Floor /\rea attributable to the Occupant using the Outside Salee Area, 1,6 _ta_~y. "Party• ahall mean each e lqnato'(11 herato and, after r.om plian c u with the notlca requir ~menta -~c t forth bolow, to th~ir reapectiYe eucceaoors and e6eignG who become ownera of any portion of tho Shopping Csnter. ,Until the notice requirement l• complied with, the tranefer~ing Party shall (for the purpose of this OBA only> be the traneferee'a agant. Each Party •hall i,,, J fable (or tho perfor~nce of all covonants, obligot Iona and undart.,i,k lngn herein •et forth with reopect to the po r tion ot the Shop ping Centei owned by 2 ., --• r co u- li) (T- N • • n ,;• I .. :: it wh ic b a ccr ue cb ring the pe_riod of 9uc.h o"'nE!J:-•bip, and auch l la.bl ll ty ehall c o n tlnue with respect , to ~y portion trans fer.red unt:_i_l the not-,lce requi rement aet. f.>rth below is complied wi th , at which time the transfe r .ring Party's per- sonal . l.labl 11. t y uhnl 1 terml na te. The transferee !1arty a hall ae1tomatically become liable for all obligatio.11s arising after compli ance wi t h the,notlce and asaumpt ion r ~g uirement. A Party transferring a l l or any portion ,of lte interest in the Shopping Cfollter whall give notice to all other Parties of such transfer and shall include therein at I least the following inform~tion, Ii) the nam~ and addreaa of the transferee, and ( i I) a copy of the survey showing the location and indicati· J the legal description ci.f the por- tion of the Shopping Center transfe~red. Nothing contalned herein to the contrary shall •~ffect the existence, priority, validity or enforceability of any lien permi tt,ed hereunde,: which h placed upon the .ti:anaferred portion of the Shopping Center prior to receipt of the notice. · 1.7 ?er~on . "Person" shall mean any Individual, part- nership, f1rm, association, corporation, trust, or .any other form of business or government entity. 1.8 Pe rm lttce .. "Pt>r tn ittee• shall mean all Occtjp<1 nts and the off.i ct-r,., <;Ji rectot:'!, employees, agon f s, contractors, customers , vendors , suppl ie rs, vi si tor s, i nvi tees, licen- sees, ~ubtenanta, 11nd concess!onai res of Occupsnta !nsof·sr as their activities relate to the intended use of the Shopping Center. /IJnong others, Persons engaging ln the following activities on the Common l\raa will no~ be con- sidered to be Permitter.s, Cil Exhibiting any placard, aign, or notice, I U) Di •tributing any circular, handbUl, pl11card, or booklet1 1111) Soliciting membBrshipa or contcibutioris1 (ivl ~aradlng, picketing, or demon~tratlng1 and (v) Foiling to follow regul~tiona relat!~g to the use of the Shopping Center. 3 ·--l r cO a- l.') • 1 . 9 ~-"Tract" shall mean Shopping Center cwned by a Party. ARTICLB II EASEMENTS • ·, t .-:"I •! :, I ·t that · portion ,of the '.! 2 .1 In g ress .ind l:."qress . Durin g th<1 te r m ;:,f ~'119 OE}>. each Part)' hereby grnnts arid c o n veys to each othel' P~_~ty f o r ite une .,nd for the use of its Peemit:.tees, l n common with o t h~rs e n ti t le_d to U!le th e Si>IJ'e' a non-e:Xclcts i.v e ease me nt far t h @ p a ssage and ?<!_eking bf v e hl.cle il o ve r and,, 4Croaa t he p ll:rk!rl'g , a nd driveway areas of the gtil n tor'e T,;act as the a am@ may f rom t ime t o ti me be c o n stc ll c ted and ma int .. ine d f oe suc b u 3e !Ind for the pa s n.ge a nd a ccom!l\p dat:,l on o f - pede etr l _a n ll over and across the pa.rlllng, dr'v_e.,11ys an d s ·1 c1 ewall< area~ of the qc!l .,tOr's T.:-act as the same m11y f rom time to tline be cons truc~e d 11 1.,d mainhlnod foo a u'c:h uae. such e,i11omont d9hta shall be subject to tho l<>l.J..o win9 tese r v,i t:.lon s a s well a s other p ro v isions con t a l ned .l,_n tn 1.a OEA : Ii) Except for situations specifically provided for ln the following subparagraphs, no-fence or other barri@r which would unreaLonably pre- vent or obstruct the passage of pedestrian or vehicular travel for the purposeo herein per- mitted sh~ll be erected or permitted within or across the easement areas; provided, however, that the foregoing provision shall not '.prohi- bit the installation of convenience facilities ( such as mailboxes, public telephones, benches or oublic transportation sheliersJ. of landscaping, berms or olanters, nor of limited curbing and other forms of traffic controls. ( II J In connection "ith any conetrLlction, roconetruction, repair or maintenanco on it11 Tr~rt, ~l\ch Party re•erv ea th• rlgh~ to create n .• t,.glng and/cir .. torag e area in :the-·:common hren on its Tract at such location ae will not unr.,11sonably interfere "1th accea • beb•eon ~uch Tract and the other areas of the S~opplng Cu11tor. (iii> Ea<>h Party hereby raaarve1 the right,. frorn time to time without obtaining thn cona11 nt or appro1••l of any othru Party, to !Mkn a t . i~a own· expenne any innlgnHicant change, modifi- 4 • ..,..,..,,:r .• ---------------------:-----,,---------~ .,, • • cation or alteration in its pQt~ion of the Common Area, provided that: (al t he a c ccssablli t.y of such C~~mo n Area for ped eiltriAn and y,,!'hit:ulal'"· t n(!l<1 -,(U it rela- tes to th e rem a lnd er of t he ShoP.pi ng canter) is no t un re o!lona bly r eo t.rh:~ad s>~ hindered, (bl the.re shall be mai ntai ned a.t all times ,.,ithin such Common Ar ea , a !!Uf.ficient number of vehicular parking epacea t9 meet the parking requirements set forth in, 3.2CEl, and all parking stall~ and rows ~hall remain gene~ally as !Shown on the Site Plap ; (cl no governmental rule, ordinanc~ or regula- tion shall be violated as a res,\.llt of such action, and such action shall not result in any other Party being in v,iolat1on of any governmental rule, ordinance or r~gulation; ( d > no change shall be m11 de in -the access point9 between the Common Area and the public streets; provided, however, thaf additional access points may be created wi~h the approval of Target a nd De veloper, .~11ch approval not to be unreason ably withheld; · Ce) at least thirty (30) da y s prior to making any such change, modification or ·alteration, the Party des i ring to do such work •hall deliver to each other Party copies of th~ plans therefor, and provid~d furth~r that such work shall not occur between October lat and the following January 31st. · (iv) lla<.:h Party reserves the right to cln•e oCf its portion of the Commun 11rea tor,auch rea11on11bl11 perl od or time a,e may be lega lly ne c e as ory, in thie opln ,on of auch P<1 rty '• c ouni!l l!l l, to r,.,re- vont lhe acq11laltlon Df p r a scr i p t i v e righ t.a by a11yon111 provided, how&var, that pr ior to clo4lng off any P"rtlon of the C_ommon l'.r&a, aa horein prnvld.id, auch Party shall gtve written notice to each othor Party o! ite inte,tl~n to do so , and •hall att<!'mpt to coordinate !Such clo~l ng with each other Party so that no unreasonabl& lnter!erencs ln tho !p11aaa9a ot pe~estrlan~ or vehi cl e• shall occur1 --------.. -~ I_ •t ,., •.;) • - ' ,.1 d Iv) ~ach Party reserves the right ,;t any time and from tJme to time to exclude and restrain any Person who is not II Permittee · from using its Common Area, 2.2 lltilities. I Al Each Party hereby grants and convey 11: to each other Party n<m-e1<clual.ve perpetual easements .in, to, over, unde;-r, along and across those portions . of the C0111111on Area (cexclusive of. any portion lo;.ated within 6 .Building Acea) loc.ated on the grant.or I s Tra c t neces s1u :y f q r _ tho inst_-.lla- tl011, · opcr111t-ion, flo.,, p:u.,aga, use, malntenAnco, connec- tion, repair, relocation , and ,:om.o val of lJ 11 es or systems for Utilities serving the gr-,ntee's 'l'rb.ci:, i ·n ,i::luding. but no~ Hmlted to, s .ani• uy sewers, s .torrn drain~, l<(a·ter (fire and d_omestlcJ, g111s, electrical, telephone : and.. conununicatl-on lines. except With respect to ground mounted ele·ctrlcal tranaformers at the rear of a buildillg ,,or ae may be necessary during per1ods of. cons u •uction, r e pali;, or t em- pora:y service, all u tilities si,all be undergr.ound unl es s required to be above ground by th e ut il ity provldlng such service. Prior to exerciaing the dght granted here:in, the grantee shall first provide the granter with a written sta- tement describing the need for such easement,,shall identify the proposed location of the utility, and shall furnish a certificllte of insu.l'ance showing. that lts contractor has obtained the minimum insurance,. c ove.rage rcqul r e d by 5. 4 (Cl hereof, Any Party installing utli1ti<'s p4-rouant to the pro- visions oC thls subparagraph shall pay all cost!I and expen- ses with respect thereto and shall cau&.e all wodt in connection ther e wi th Clncludl11g gen e r a l c lean-up a nd pr?per eurface and /or nubs1u •f ace reo t or.,tlon) to be co:n pleted as quickly nn p os 3 !ble nd in a manner ao as ·to mini~!te intec- f11ri,nca wl th the usce of the Common Atllll. ·by thu PartJ es hereto. If any of the Parties elect• to install convoon uti- litlon, all coets and expense• thereof may be ~et furth in o eeparata agrcBmont between tho•o cooporlltlng Partl~s. ,. IIJJ T l1n (n .l t ln l loco t l o n nnd Width o[ 11ny util ity Rh All b" HU b jac:c to the prior written Ap p roval of the Porty Who ~~ Couvnon /\roa b t o bo burdeni,d th o n~by, !l'uCh approv.:il n o-t. t o ba u 11 r oa1on obly 1,1 lth ho l d. The 11a11e01e n t ar~,, ahaU bo no l.srg c:r t han .,h 4 t dY Or la nc co a uar y to roas o nab l,y eaUsfy tho utili t y c o~p.:iny an to a pu~llc utility or f!vo (oet (S'J on e ach aide o f t h e c~n t'l rl-Lna .>11 to a prl v a t f' lino. Up o ri req u est , th n g r 11n t ee shall provide t o t h". gn,~t o r a c op\' o f 11 n a11-bu1lt aurv e y ah o wl n·9 t l,a locHlon of s u ch wtllH.y . ,----------,,.~ 1 ~ . ,,i_ t ; ·" ~, r ' .¼ J ~i•,• 1 _j t • • . ' ~: t'he gr&ntor shall have the right at an·Y. time to relocate a utility line 1.1;,on thirty C30) days' prior written notice, p,ovided that such relocation: ( i) ohall not interfere with~or diminish the uti- lity services to the gran~eer l ii l shall not reduce or '. ~nreasonably impair the usefulness or fun~tio9: of such utility; : --~ (iii) shall be performed withou~ coat or expense to grantee; C iv) shall be completed,· using materials and design standards which equal or exceed those originally used; and Cv) shall have been approved ,by pany and the appropriate quasi-governmental agenci~s tion thereover. the utility com- governmental or having jurisdic- Documentation of the relocated easoment area shall be the grantor's expense and shall be accomplished as soon as possible. Grantee shall have a right to require an as~built survey of such relocated utility be delivered to it at gran- tor's expense. 2.3 con9 t ructlon , Ma lnten.>.n ce and Reco ns tructi on. (Al In order to accor11111odate any foo.tin!]a, foundations, c:olumns or walls which may be construcfed or reconstructed ll!llllediately adj11cent to a coll\'non bo11ndaryi line and \/hieh rn11y overlap that c:omn1on boundary lJ..ne, eaeh Party grant~ to e.11ch other Parcy a non-sxclueive easement• in, to, over, under, and ocroa• that portion of lta Tract aajacont to such conuncn bountlory I !no in space not thorotofore o.c::cu pl ad by a ny then e~i•tlng Structure for the construction, m11 Jntona nce and replacement of footlngu to a m~xlmum dlutance of five feet !5'1 onto tlJe grantor's Traot and for-, the conatructlon, replacement and maintenance of !oundat;lona, colUll\na, or walls to 11 =xlrnum dlatance of a.be inches (6~) onto th<! grantor's Tract . The grant of eallam&nt• shall include tha reaaonable right of a ccoaa necaa ~o.ry to .exercise and enjoy auch grAnt. The eal>amo n t ahall c ont..inue in e!fect for the term of thiB OEA and thereafter •o long aa tho building uti- lizing the ~aaement area exiata, including a reasonable period to perm i t roconatructJon or raplaooment of euc:h 7 . ;.· -~ ...,,_. ·•: ! .. ~ cO a- ll) (.r- ('J ,:l •.D • • .'( , . . ' ;J building if the same shall be destr.oyed, damaged, or demo- 1.lshed. (9) Prior to utllblng th.,. eaeement ,rlght set forth in (A) above, the gr~ntee Party shall advJ,~ the grantor Party of its int e nt l on to use the oam e, shall provide plans and specifications ~nd proposed constru~tion techniques Ior the improvement s to be located within the e~aement aree. Tile grantor Por ty shall have thLrty I 30 ) daya to sugge:1t d esign changes n,asona b l y nec,:,s3ary t o pennit the placam,,rnt above grou.nd nf a building on each 'l'a<>t. LirwT104iately adjacent to the boundary line, or to permlt t ·he use of a common sub- te..-rane,rn construction element, which ci:,anges the grantee Puty shall incorpor11te ln .itir plane and ,specifications, the grantee Party to commence those construction activities required to b • undortll~en 1.lmultaneou,i.ly . wlth thoso of the grantee P"c t y i f both parties are to ,Use a common sub- terranean conetcuctlon element and/or p l ace a building upon eac h Tra,:it iflll?lediat..,ly ·adjacent to the · oorr.rn on boundary Une . such delay sha ll in no even t e><ceed ·1so , days from the date the gr--antor Party receives the grant;ee ' ·Party'" plans and 11 peciU,at.ions . If the grantor's Party does not respond 'In wr iting within th i rty (JO) days of receipt o f tile plans and speciflcat.lons, the granter Party ,iha l l be dee.med to have .,.,iveci any r ight to suggest changes or to .fo-rce any delay lJ'\ the grantee Party's construction. 2.4 No-buil d ease me nt. Developer hereby g c--a nts and con- veys to T"-<9et lo , Its use nnd bcn~.it a! U>ln y (30) foot easeme nt l oca tad nlong tile south boanda r:y of real property cont ig uous to the Target Tr ac t and owned by Developer, which rea l prope,ty is legally de~cribed as Exhibit •o.• No bu ·i.ldl ngs oc o t her improvemen'ts e h 11l1 :be b uilt on the e,sse- me.nt by any Pa rty and Target shall be 11.i1tltled to u~e the easement for set back requirements. 2 .5 Roqt.:r ic tlon. No P,srty shall gcnnt any e.011ement for the purr,01111 set (orth l n th! o Ar ticl-e for the b11ne!lt of any proper ty not wlthln the Shopping Centet/ provided, however, that the f.oteqolng ~ha.ll not prohlb.it the grarnlnc;, or dedi·· catlng of utl lity en5nm~nte t,y a rnrty on ltB Tract to governmfl nt.a l oc gua..,.1-governmen tal authQritles or to p ublic utllitiei,. 2.6 /lb.,ndo ome nt. 11ny eaee.11ont granted purnu.o.nt to the proviflio:-111 o~OP.A may be abando ned or tt!rmln.atcd by ( i J l!!xecutlon of an a9reem11nt 110 abandoni'ng P." terminating the aamo, by the Parties who th!!n own the dol'l\lnnnt and ervient 8 cO 0-- lJ) (J'- N ,O JJ • • : ,, esta t es, o r I 11 > afte r a period of !l ve /51 y ears :f -rom the datfi of th is /\gr er.me nt by the non-u s e t he re of by t ho ~ grantee for a period e xceeding two (2) y ea r s an d the e xp iratlon of a period of nl n i,t y (9 0 ) <lz:y.11 aft er no ti c e o f ,;u ch non -ua o ia given by the granter _to the grantee and the 9ra7Jtce,fails to res1::i,e use theraof lfithln such ninety 1-90) day perioi;I. 2. 7 Pi,r g etJ!.!.! ~111~. Notwil:hu t a n d-!n g the ter- mination d,i.t e of t h is Ag reement, t he Par t i e s her,nby 11 9 -ree to grant each o tho r a p e r petual easeme nt f o r lng r e o s .a nd · egress as shown on Exhibit X (Ea s ement Areal , '< I\RTICLE III CONSTRUCTION 3.1 Ge nen1l Reg uirem--·nts. (J\J Enr.h Party agrees tha t all cans t-r uct ion ac t i v i t ies performed by . it wi thin the Shopp i n g Cente r sh11l l be per- .Eorma li in c o mp 1 i,,nce wlrch all appli c able law s , ru l co , r e gu- l ati on11 , ord a rs, ,1nd o rdin<1 11 ces of the c ity , c oun t y, s tat:e 1 and fe d_e r .i.l gove~n ments , o r any depd rtme n t o r: . age ncy thl!ccof, a.!fecLlng l1n;ir oveme n ts con st:cuc t cd \li t h!n t h e Shopplng Center. CR) Each Party further agrees that its construction activities shall not: ( i) cause any unrensonable increase in ofconstructing improvementg upon Party's Tract, th._e cost another (il) unreasonably interfere with construction work b eing performed on any other part 'of the Shopping Center; CiilJ unreao cn a b Jy Interfere with t ~e use, occupancy or enjoymo nt of ,i.n y po rl o( t h" rem al nicl cr of the Sh oppi ng cen ter by a ny o th~r Party or its P"rmit tcoa ; !iv) cau .,e any other Party to be in vi-olAtlon of any ldw, rul~, regulation, order oi ordlnance applicab l e to lta Tract of the city,, coul'lty, state, t.ideral government, or any ._department or agency thereof. CCI Ea ch Par t y agree_. t o d eCo nd , Indemnify a nd hold harmlese &a ch oth e c Par ty from a ll ..-la l ma, o c tl ona , pro- ceediriga a l'ld co1a 9 tr.curred l n connc-ct l on th crevith (including reaaonl\ble attorneys' fees and coata of suit) resulting from any acci den t , injury or leas or damage what- soever occurring to any ~~r ~o n or to tho proparty o! any 9 --o&_-----------:----------------•----••H ----------.------_ __, ... --"-•1• ' -... r -• I• Person a.·,a1ng out of or resulting from j:he pcrformance of any construction activities performed or authorized by euch indemnifying Party. (DI Pr Lor t:.o constructin·g, reconstructing, repair in9, malntalnlnq, remodel1ng, or enlarglng a bulldlng or main- t aining or chonglng the Common 1\re.:i on it:B Tr11ct, a Pa'rty ohal 1 des lgna.t:e · ~ s rngi ng and s totag C! i,ren o,n the Co111n1on -Area on Its Tr,.ct .:ind ,;ho1 ll glvc oach other Party notlce of sach location .:it least ton ClOl d;iy-s ptlor t:o com111enc.in9 such work. illl storage o f r.,aterla,la .:ind the p.:irldn, of construct.ion vehic les, lncludlng vehicles of wo.ckecs , Jhal.l occur on.ly on t.ha constructing p.,rty's Tract. If sut.. r.an - tlal wor~ is to be performed, t ~o con5tructing Party &hAll, "t the reque st of ony other Party, fence off the staging and sto-rngo oce.s. 'tpon co111pteUon of auch, war):, t.he c _ono,tructing Party shall rentore the affected ColNllon l\rea to a cond i.tlon at li,ast equ"-l to that exloting prtor to commen- cement of su.ch ·~or k • ,. !El E~ch Part.y here by g rants and conveys to each other 1?11.rty an\! to lts respec-tivc contracton1, 111 otedalmen and labor e r s II temporary license to cntet· upon the Common l\rea ot the g ran t or's Tract 3S shall be roa~on~bly necess3ry for the gra.ntce to ,onstr•ict and/or mnlnt.a.in I mpro vement!! upon the g r dntee 's Tract; provided, however, that r;uc·h l.ican.se ·shall be In e ff.-,cc only duclng period& wherl actµal construc- ti.o,n nnd/o:-ou, in t.e nance .is bei g performe d 'and p,cov lded fur ther that the use. of ,;,;ch license shall no·t be c xerr:i sed so as to unrea.son-,fbly intecfece with the pse dnd op·eration of the Common Arca by othc r.,i. Pdor tb cxcrclslng t.he rights gr.-ntod herein , the g.r,.ntec ehall !lrst orovide the g r:,ntor >1lth a written statement describing 'th·e need foe 11uch llcen.!e, an rl shall furnish• certHlcata of ln"u ~ance sho,.,!ng th-11t ltn cont-rac or ha" obtaJned tho mlnl,num \nour11nce cover..,.90 requl,ed by S. ~ (Cl h,:,rco .f . An;• PA.rty a v ll lr,g !t.nolf <>f the tempora .ry liconae 5h~ll prnmiit111 pay nll cos ta and expeM.-011 4'1.00C lated wl tb such >f¢f"k, "hall -till l gontly cornpleto such work 4! quickly u posslbl,., a.nd shall promptly clean tJio area ond r.eatoro lh~ aUected poc- tloo of the Co,omon /lroa to a condition which Js equal to o r bettar th"n the condition whlcil o~iated prlo,r to thP commen- ce me n t. of auch work. Notwi thstanding the foregofrtg, in the e11a11L n tl l aputc oxlet.a bctw.,.,n tho contracto:.u, l.:borer• nnd/or othrr~-conn ect.ed with c<.>nacrn~t lon nc tlvlllos, ""ch Party oholl havo tha dght to prohlblt. .tho contractors , labon1ra ond/or othllrn wocKJng for anot.hor Party !c.,,n u11l ng the CofflDIOO Area on lta Tract. 10 f <O a- ll) er- "' • • ·i· ·., J. 2 Common r.r e a . Up on it,i election . to f. c on!l t ruct a building u po,i i ts 'tq ,ct, t>o c h Party shall, c a u se t hl!! Common 11rea on i t,i Trac t to be mprov e d substhntilll i y,'. a s shown on the Site Plan w.i th substantial comp l et t o r of such Common ,.rea to be no l at"r than the d4te t he f i rst bu •inea a on such Truct opens for business with the public .. SU<!>/l work shall be done in a good and wor km anlike manner ~nd in accordance with good e ng i n e erlng s t and.ard s: prov.i d itd , however, the following mi -n im um general d esign st11nd11rds ,ahaU be co111pl1ed with, (II ) The lighting s ystem shal l be dedgned -t o prod11 c e a m.lni mu m malntalnecl lightinc; in t ensity me:11 ,11.ired, a t g r llde at all poi nts in the Commo n l\rea o•f l. 00 f o ot canil,le: p rov i ded however, that the e~treme edge of the parking or drive areas may hav e not less t :,an a minimum rr.aintained lig hti ng inten- sity me asured at grade of 0.5 f oot Cdndle, ;s nd provided f urt.her that the drive areas immediately in front of the entrance to any building shall have not less than o minimum maintained lighting intensity measured at grade of 5.0 foot candles . Each Party may elect to control the light stan- dards located on its land. The type and design of the light standard ~hall be approved by Target and Developer. (Bl The slope in the parking area aball not el<r: .. ed a maximum of four percent (41), nor be less than a minimum of one percent (11). (Cl All sidewalks shall b9 concrete or other material approved by the Pllr ties. The p a ve d portions of the cornrnon Area 8hllll be p aved in accordl!nCc Iii th a paving recommen- dation obtained ftom a reputable engineo;dng Hrm approved by the Parties. (Dl Utilities that nra placed underground shall be at depths of not less than that deaignated by consultants approved t,y the Parties. Design and working, drawlnga may be prepareJ by the utility company providJng the ee~vice, IE) ·rhe par~ing 11re"' on ~11ch Tract shall cont11in •uf- flclent ground level, st&ndarc\ automobile aiae, p·arklng epa- CAH Ln ol'd,.r to comply with the folloi,ing minimum requi rnmen ts, Cal five [5.0l parking Bpacea for each one thousand (1,000) aquare feet of Floor ,.rea located on the Target Tract, 11 ···i I -. co o- lJ) a- ,J ,[/ •,:.) • • ,, Cb) five (5.0> parkin<J spaces for ; each one tho1Hand (1,000) square feet , of ~l',;or -'ree. located on the Developer Tract;, plus, with resp~ct to each Tract, (c) (dJ if a business use contalne 11. drive-up unit C such ~s remote bankln9 teller or food ordering/dispensing facility, then there shall also be creat~rl space for stacking not less than five (SJ automobiles for each drive- up unit; and ' if a business use includes a restaurant which has less than five thousand (5,0~0) square feet of Floor Area, then five (5) additional parking spaces for each one thousand (1,000) square feet of Floor Area Jevoted to . such use; or (el if a business use includes a restaurant which has five thousand (5,000) square feet of Floor Area or more, then ten ( 10) addi tiona1 parking spaces for each one thousand r 1,000) square feet of Floor Area devcted to such use; prov ided howev"r, if a re ;itilu rant is operated incidentally to a noth er busi ness opera tlon (gross sales o! 10\ or less than total b usl.11>11 s operation), then the, P lco r Area oc.cupied bi such restauran t shall be e,cclud·ed from t.he applicatlon of Id) ar:d /el a bove.. f'or the purpo~ea of (rl) lllld (eJ above, •.restau rant• shall not Include such U3es ,u a. yogu .rt shop , a muffin s hop, an ice cream shop, a deli, a donut·· :,!lop, a candy shop , o r a t:lnn;,mon-bu n nhop, provlded, howe vtic, that i n no even t s hall a nv of tchO!lC shopa occupy on nn l'ndi11Jdu4l b1nh ,,,.o m th nn t i,o t h oum,nd (2,000 ) square foot of floor area. The f orn9o(n9 raQu(r omr,n t~ 11a wall 11n ;,11 govornm.,nta l regu- lat!ono, <ird!"n11c en 11nd almll 11 r order• r e1 11 ~l ng to pa rking ahall be o a Uatlod w i thout rol1once o n t he p .. r klng s paces that may be nvall~b l o on 11noth a r 'l'r 4 c t . ln the event. of a condemnlltion of part of a Trac:t or 1ale or tr11nefe1 In lieu tho r eor th;,t red uces th " numbor-of U0 4 bln p11 rlc!ng spacu bel ow t h at 1o1h!ch la r egu ! rod her ein, t h i-P11ct 7 1o1ho~~ Tract ie 110 offected a hall uue lte te11601 ,at-la efforta (lnclud!ng ug ! n,; proceedll f r o1• th e c o ndamna t I o n 6"'" rd or 3 o t t l1Hr,e n t l to restore nnd /or substitute packing space~ Jn order to comply 12 '~ '. ----·" .... -J I r -- • • , .. with the parking requirements set forth above. If such complJance is not possible, such Party shall no~ be deemed in default hereunder, bu~ shall not be perny.tteq. to e,cpand the 11mou11-t oi. Floor Area l oca t e d up o n its Tract,, un til t ·he for<1 goi n g req u i r "mc nts of th is S e c t i o ·n ) .. 2 C !:J ar.,."sat i.s fied. If such Fl o o r Are a is th e r eafter reduci,d, t h en -,it may not aubseq!Jently be increased unless the parlting req·ui rement is satisfied . (Pl Develop•r and Target herebr approve the -~rading and drainage plan to be used in in ltial const,ruct,i_on of the Common Arei'l, consisting of sheet 1 dated June, l9i8,6, sheet 2 da ~~d Nov embe r , 1 9 86, sheet 3 d t ed Oc tober, 1 98 6 , and sheet 4 el a ted J u n e, 1 9 86 and prepare d by St e p pa n i ,As;,oc i ates as Job, No . ~14 60 .2 8 wit.h last r e•1i sed dat" to all a h e et~ being De c e mbe r 9, 198 6. ~Jch grad ing and d raln 119 0 'p lan shall be folloW<?d by the Parti.es d u r i n g construction. ,ou ·rJ n 9 the term of t)li!I OE>,, no Party sha).J alter the gra de: c.-lev a t ions on any portion of its Tra~t from those establisbed by such plans if such alteration would increase the flowtof su r face water onto another Party's Tract, affect ingress and egress, or otherwise aaver.,ely affect another Party's[Trac,t. ].] eulldinq Improv eme nt . (A) The Parties hereby agree that all bulldings and any outside Sales Areas may be located only within th, Building Areas designated on the Sit e Plan. CB) In order to produce an architecturally compatible Shopping Center, ~eveloper and Target agree that th~ lnitial building construction and any additions, exterior remodeling or reconstruction of existing improvements thereafter shall be performed only in accordance with approved plan~ f~r such work as provided herein. The Party proposing such work shall submit to Developer and Torget detalled plana ("~lnna'J a~ required by ~xhibit C attached hereto and ma~a a part there,,!. l'lP.vcloper and Target, reapectlvely, ahall either ap ·p:ove, diaapproV<', or m11lte reconvnendation• for change in t.h<• Pl11n• wl thln thirty {)0) dayn of the receipt thereof . F~llure to ~pprove, dlsapprove, or malt1> recommen- dations foe change within said thirty (JO) day 1 per1od shall constitute an approval of the Plana as subnHt~ed. Any dlaapproval or recommenda tion for ch ang<!' sht1l l · spocl fy with particularlty tho raason the refor. Upon ~ubJtd aa l on of any tlleapproval or ri,c.-omm e nd Atlc.n l ->r o ha ngb, 1:he 1!.ubmlttlng Party, D~ve loper nd Tatget •hal l mutual ly o~hsult to establish app~ovi,d Pla n s fo r t he p c opo sed wo rk , +ar9~t and 13 .,·'\' ~ -------------~--~ f,,... __ _, ___ _ -• ,. Developer-shall not arbitnrlly or unr~~sonably withhold approval of the Plans oc-recommend ,chan.ges in the Plans wh.i.ch otherwise conform with the requirements hereof. In addition, Developer and Target shall not-withhold approval of e x.tP.rlo,r reqi od e Hng or exterior reconst~.uction w_h .lc:h does not e l ther substantiall y enlarge an ex.ist,lng structure , or ,rnL,hn tiiilly c-hango 11n exl !ltlng str uc t u~i:e . In no event shall one l'.i-rty require any other Pa,rty ,to utlli11> design standard s ,rnperi·or to those utili 2ed by t:h,e requi dng Party in the construction of improvements on its Tract. Approval of Plans by Dev~lopec and Target s haLJ not constitute assumption of responsibility for the accuracy, sufficiency, or propriety thec-eof, nor shall such approval conetitute a representation oc-warranty that the Plans comply with appli- cable laws. No material deviation shall ,bA made from the approved Plans. Notwithstanding anythlng ·contained herein, Developer acknowledges that it is familiac-,with the "Target retail store" and agrees that Tac-get shall ,not be obligated to submit Plans with respect to such type of building. (C) The Parties hereby specifically consent to the pla- cement of buildings along the common boundary line between the Target Tract and the Developer Tract, and each agrees to su~port any request by the other for a ,idc-yard or &etback variance if the same is required in 'order to accommodate such construction. (DI Developer acknowledges that Tac-get intends to construct on the Target Tract a "Target retail store" which is generally classified under applicable bu~lding code regu- lation as an •unlimited area" building. (By way of explana- tion, but not limitation, such building clu,~ification i~ designiited II-N or SN under the Uniform B1.i"Uding Code.) So long as Target pll\ns to construct a building of such classi- fic,ation, or so long "" a building of such cll\!!Siflcation exists on the '[\Hg_et Trac~ ! including any restor..,tlon or reconstruction thereof), oevelopor l\gree• that any building to be plnceJ or can~Lructed on the Developor Tract that ls I I J locl\ted wlthln 60 feet of the hullding Araa on the TanJet •1•ract or (1 l) located with I~ 60 {Bot of any building referenced in Ii) ab,:,11e :;hall comply with the requlcen,~~ts of RaIJ c1allsif-lcaUon, including thi> inst,illation of an approved aprln\ler sy~toms 1or fire protection. In order to r.onflrm t.he exlatence of a sixty foot (60') yard or clear are" 4round t~e Target building and the building •, 1£ any, which .ue lnclud:)<l within (iJ and (ll) above, it ""'Y be necessary to place of record an lnatrument ostabll3hlng the same. Bach Party agrees to join in the eXt!CUtlon of such 14 ---.. ·--·----- ( LO (J' N ,n .. ., • • r t i . instrument in~ form satisfactory to auch Parties. In addi- tion to the requirement" set forth above, no , building located on the D<?veloper Tract · shall be pl.aced or constructed in a manner lihlch will itself prcciude the cnnstruction of ~ building of such class if le~ tlo11 on the Target Tract. (El The s<?cond Party to construct a building : ~Jong the co1M1on boundary line betlieen the Target Tract. and the Developer Tract ,ii1all do so in a manner that do.es n.ot result in damage to the improvements in place on the l!ldjoining Tract, and furth<lr shall undertake and !ssume at :its sole coat the obligation or completing and maintaining the nomi- nal attachment !flashing and seal) of its building to that of the existing building on the other Tract, it being the intent of the Partl~9 to establish and maintain the appearance of. one continuous building complex. · In per- forming such attachm<?nt, the wall of one buildlng shall not receive s~pport from nor ~pply pressure to the liala of the other building. (Fl If a portion of any Building Area is at·one point in time paved and used a~ common Area, such portion may be sub- sequently used as Building Area provided that all parking requirements and other provisions of this OEA for such Tract are also ~omplied with. Likewise, if an area is at one point in time occupied by a building, such building may be subsequently razed, and until replaced, the area shall thereafter, be deemed part of the Common Ar•: , • CG) The follo ~in9 buildlng height restrictions shall be ~pplicable to the Shopping Ce nter: (i> Target Tract r ii> Developer Tract 30 I 30' No mechanical equipment, penthouse or dimilar app~rt~nant atructuro located on the rooC: of a buUdin9 •hall extend Upli1Hd above the top of the building more th11n flve feet ( s I ) • 4 • l tJt i lit i ea , ARTICLE IV MAlNT~NANCB AND REPAIR (Al Each Farty shall repair ftnd maintain in flrat-claoa condition all utility facilities, lines, and systems , loc~ted lS --------------· ·-----. I • • . I ,. on !ts Tract that serve only its Tract unless ~he same are rledicated to ar,d "ccepted by " public or quasi--public uti- lity or autho rity and unleas th,: PartieB elect to install common utilities, in which instance all costs ,_and expenses thereof shall be set forth on a separate agreeme~t between the Part lea. · · CS) The grantee oE a utility easement referred to in 2.2(A) shall maJntain and repair at its cost any fac i l i ties insta lled pur~uant to s u ch grant which exclusively serve such gra ntee' 3 Tract un l e ss the same are _granted or dedi- ca~ed to ~nd ~ccepted by a utility or a governmental agency acceptable to the grantor which agrees to IMintain and r>1place the same, Any maintenance ""d repair of non - dedicated utilities located on another Party';s Tract shall be performed on ly a r ~er t wo (2) weel<s ' notice to the g r antor (except in an eme r 9ency t he wock may be lnf t!a t ed with reasonable n o U ce) a n d s h a.11 be done afte r no r.mal b u s ines,i hours whenever possible and shall otherwise be ,performed in such a man11er as to cause as little disturbance in the use of the grantor' 11 Tract "& is practicuble under the cir- cumstances. Any Party performing or causing to :be performed maintenance or repair work agrees to promptly pay all costs and expenses associated therewith to diligen t ly complete such work 11s quickly as possible and to pr·omp t:ly clean the area and restore the effected portion of the Common Area to a condition equal to or better than the cond1tion which existed prior to the commPncemcnt of such work. 4.2 Common Area. CA) Each Party agrees at its sole cost .ind expenae to maint'!l n or ciluse to be r:iaintained those p o ctlonB ot the Common Area loc1'ted on lts 'T'ract in flrst -c l•,;11 con<.lition and in com pl lance with all appli c able gove rnmen ta l l111wa, rule•, n,gul11 tions, orders, and ord lnanc!!e and the r,rovi- siona o! this OP.A . 10, Until the co,runon /lrna on II Tn•~t H initiAlly improved, It ehall be planted ao aa to ·reduc11 dust and thercaft1tr kept mowed and free of debrl11, and otherwise malntain1td so a,. to prevent ero•lon and present an attrac- tive appearance. CC) Th~ minlmu~ standard of maintenance for ~he Common Area sh1111 Lie com~aro.ble to that followiid first class retail developments of comparable King County , Washington and ahall include , but limited to, the following, 16 improved in other size in not be co 0' If) CJ' N ,:] -:0 • - ' ·r (i) Maintain, repair and resu rJ:ace all d ri v e a nd parking anias to keep the .a11 ma ln a smo oth and evenly covnred cond ition an d p e riod l c ally sweep, clea n a n d r e s tr ipe the same . Such activit i~s eh4 U , t o th e e x tent pos s i ble , be scheduled to occur prior to or after normal business hours of the Shopping Center. (ii) R<>move papers, tl ebr l a, f 1,1 t h, refuee, ice and sn'ow [rom the d dve and p a r king areas to the extent necessary to keep .the same in a first- clase, clean, and orderly,condition. < iii J Install and maintain 11.pp'r:opriate directional signsand markers, and (eplace the same as necess,•::y. (iv) Illuminate the drive .and_;:parldng maintain and replace l.ighting bulbs and ballasts. ,,. areas, and- facllitiE>S, (vl Mai-ntain a ll l andsca ped area s, incl uding the replacement of ah r u bi and ~th e r land s capi ng as necessary, a nd ma.int,i:ln a n y au t omatic sprinkler system se.rv lng the la n d s c aped aceas. (vi) Clean, s~eep, maintain, and repair all sidewalks. (vii) Store all trash and ga.rbage .in adequate, screened containers and pcovide foe cegular collection of eame. CD) In the event any of the Common l\rea is damaged oc destroyed by any cau se o t hi,r than n orm4 l vear and tear, whether i n9t.il'.e d or u ni nsured , during the t erm of thJs DEA, the Party upon whose Tract Buc h Common Arca is located shall repair or ,·e e l o re euch Co mmo n 11 re a at . I ts Bo l e coa t and expense w!t h a ll d.u e d i ~lg o n ce1 p rov ided h ow eve r , that no Parlv shall be req ui r e d t o e~pe nd mo re th an $25 0,0 0 0 (which ilmo11nt shall b e !ncri,a11 c d on the (Lrth a n nl v~n ar y of thJ.s OP.A an d e ach liv" yoar p eriod thereo ft"r be $50 ,0 00 ) J.n oxcasn of I n surance procot'do wt,l c h may~~ ava i l a ble for such r 11pa 1.r or r oa toratlon . No twiths t anding . t h e t o rego l ng, Jn tho e v ent auc h dama ge or dea tructlon o ! Co:nmon Ar eo i s cauaad Jn vholo or lo port by t1n o tl'Jer Party or t hird Perso n , t he P~r ty obli g ated to ~.o.k e euch repa ir or rQ ~toration rea erve•. ond ra t al n e the rig ht to p r (?ce ed 119a.l na t auch ot.her 17 -----------------,,--------.,-J <O G' Lf) a-- N ,._ .. ____ .. • • 1·, ,, Party or thi,d Person for indemnity, contribution 9,r dama- ges. I • 4. 3 BuUding 1morovement!I n nd Out.side Sille!I, Area . (Al After c o mpletion of c o nstruction, e a c h ,Party cove- nants and agre es to main t a in ,i nd keep t h e buil•l :.i ng if.)nprove- ments and Outs id e Sales Are a , i J: any, l ocatod on it.'e Tract in first-class condition and state of repair, in compliance with all government~l laws, rules, regulationa, orders, and ordinances exercising jurisdiction thereovet, and in compliance with the provisions of this OE/\. Each Party furLher agrees to store all trash and ga rba g e in adequate containers, to locate such container s ao that they ~re not readily vhible from the parking area , and to ;arra!'lge for regular removal of such t ash or garbage. · (Bl In the event any of . the b uilding improvements are damaged by fire or other casualty .(whether in6ured cir not), the Party upon whose Tract such building improvements are located immediately shall remove the debris resulting from such event and provide a sightly barrier and wJthin a · reaso- nable time thereafter shall either Cl) repair or restore the building improvements so damaged, such repair or ,restoration to be performed in accordance with all provisions of this OEA, or (ii) erect other building improvements in such loca- tion, prov i ded all provisions of this OEA are complied wit.h, or ( iii l demolish the damaged portion of such building improvements and restore the area to an attractive condition in which event the area shall be Common Area until a repla- cement building is erected. such Party shall have the option to choose which of the foregoing alternatives.to per- form, but auch Party shall be obligated to perform one of such alternatives . Such Party shall give notice ·to eac.,h other Party within ninety (90) days from the date lit such caeualty of which alternative it elects. ARTICLE!: V OPERATION OF THE SHOPPING CENTER 5. l !:1..!.!!• (AJ No part of the Shopping Center shall b.e used for other than retail sales or :-etail .services or COIIUll",cial purposes, provid~d any ratall services located on any Tract shall be of the type defined be l ow anrl ehall in no ev&nt be located in more than eight per c e nt ( 8\ l of the Snopplng Center, Retail aervic"s as to the Oevelopor Tract shall 18 _J • - :I ·I •::' mean reta 1 l financial institutions, real estate , and stock brokerage offices, travel agencies and similar uses pro- viding services dircctly to the public for retail, -fees. Notwithstanding the foregoing, no ~se ~r service shall be permitted in the Shopping Center which h incon- sistent with the operation of a firat-cla•a retail •hopping center, Without limiting the generality of the -~oregoing, the following uses or service9 shall not be conststent with the concept of a first class retail Shopping Center, (i) Any use which emits an obnoxio11s odor, noise, or sound which can be heard or smelled outside of any building in the Shopping Center; pro- vided however,-that this prohibStion .shall not prohibit a paging system or a restaurant; (ii) Any operation primarily used as a -warehouse operation and, any assembling, manufacturing, distilling, refining, smelting, agricultural, or. mining operation; (iii> Any "second hand" store or •surplua• store; (iv) Any mobile home park, trailer court, labor camp, junkyard, or stockyard (except that this provision shall not prohibit the temporary use of construction trailers during periods of construction, reconstruction, or maintenan~e); (v) Any dumping, disposing, incinerirtion, or reduction of garbage (exclusive of garbage compactors located in the rear of any bu1lding) 1 (vi l Any fire 8ale, bankruptcy sale (unless pur- suAnt to a court crdec) or auction house ope rd t. ion 1 (vi l) llny central laundry, dry cleaning plant, or laundromat1 provided, how.ov.or, thla prohibi- tion shall not be appllcable to on-eit.o aer- vlce orientad to pickup and delivery by the ultimate consumer, lncludlnlJ no111inal aup- porting facilitiea, 1111 the oame ,n.oy be found in retail ahopplng dietricta in tha metropoli- tan area where the Shopping Center is located, 19 -------------·-·--· ----=-------""""'-. _j r • • ,I, ,I (viii) An.Y automobile, truck, trailer or R .V. sales, leasing, display or repair, (ix) Any bowling alley; IX) Any skating rink; !Xi) Any living quarters, sleeping apartments, or lodging.rooms; (xii) Any veterinary hospital or animal raising facilities (except that this pr~-ibitlon shall not prohibit pet ahops)1 (xiii) Any m0rtuary; (xiv) Any establishment selling or ethibiting por- nographic materials, (XV) ·Any bar, tavern, r1tfttaurant;, or other establishment whose reasonably projected annual gross revenues from the sale of alcoho- lic beverages for on-premises consumption exceeds sixty percent (6011 of the gross reve- nues of such business; Cxvi) Any health epa1 (xviii Any theatre; Cxviil) Any flea market, amusement arcade, pool or billiard hall, car wash, or dance hall. (Bl The following use and occu9ancy restrictions shall be applicable to the Developer Tract, Ci) No restaurant shall be locate~ thereon wlthln 150 feet oC the Target Tra~t, Cl; l No junior department stora and/or apparel store e>rceeding 30,000 sqn"~" {!!.'_et of Floor Area shall be permitted1 (Cl Tho namo "Target• ahnll not be uaed to 1d~ntify the Shopping Ceu.ter or any bu11inaaa oc trade conducced on the Developer Tract. ID) No merchandiae, equipment or eacvlcas •hall be dieplayed, offered for eale or lease, or stoned within the 20 . ··-·------------.. ----·· •-----------IPIIIIII\ .:~, \ .. r co G' lO G'- (\J • - Col!ll!lon Area; provided however, th.it the foreg.o.i:ig prohibi- tion shall not be applicable to ( i) the storage of shoppi,,<: carts; I ii J the seasonal display and sale of ,bedding plants on the sidewalk in front of a building, or \iii) temporary Shopping Center promotions. .1, (El No Permittee shall be charged foe th~' right to use the Common Area. (f') Each Party s ha ll use its best efforts '' to cause the employees of the Oc c u p ants of i ts Tract t6 park their v~hlcles only on such Tract. 5.2 Lighting. !: (A) After c o mp ' ,tion of the Common Areli lighting system on its Tract, each Party hereby c o ve nants and agrees to keep its Tract fu lly illum i na ted ea c h d a y f:::om dusk t o at least thirty (30) mi n utes af te r the last bus iness ope r a tion on its Tract has c losea , and fu r th er ng r e e e to keep any exterior building security lights on from dusk until dawn. (Bl It is r ecognized that business esta b ll &hmenta within the Shopping Ce n ter may be open for bus ines s at different hours, and t hat t he owner o r p rinc i pa.l occupant ,of one Tract upon which a b u s iness e s t.a _b lis hme n t i s open l a,ter may Iii sh to have the Co111mon Area l i ghts on enother Tract-contJ n ue to burn b e y ond th ~ req ui r e d period. Accord i ng l y, t h e owner or princi pal Oc c upa n t of s uch Tract ("Request i n g Ow n er") shall have t he right , a t _any time to r eg uire the owner or prin- cipal Oc cupa n t of the othe r Tra c~ I "fli,g ues t ed o.:n er-•l to keep i ts Coftll!lon Ar .,a li gh ts o n un t il a l a ter hour as s ti pu- lated by the !leg ue s ti n9 Owner; prov id cd t h!' t t he Re qu est l n') Owner no U f le ~ tlie Requ ested Owner o! o uch re q,res t n o_t l ess than fif teen C 15) days in ad v a nce. •rr,e 'Ri,qu<'.:stlng Owner shall •ta te the period during wh i c h it wi shes the l ig hts to be kept o n to a llltl!r hour !nd !t h11 ll pe y to the Requested Owner a preµayment deposit aa followa1 1. If the period la leau than thirty (30) d -•ys, then th~ depoalt ahftll be one hundrad ten perc~nt Cll0ll of the rea1tonable cost (as estimated by ttic RPquested Owner) of !!lectrlc11l power for &llch later hours to be incurred by the Req~eated Owner. ; l 2. If the perio,d is greatsr than !,or equ11l to thirty (30) day3, then the deposit shall he one hundred ten percent I 1101) of the rE!asonabl!! cost ( as estimated 21 -· --. ---------- ____________ ...__ _____________ _j r co G' l.() ~- C\J • • '· by the :1eque,.ted owner), of electricAl power during the first thirty ()0) days of the perlod for such later hours t'.:' be incurred by the Requested OwrieL If the period is greater than thirty (30) days, then the Request lng OWne r sha 11 rene1,1 ~llch pr4'payme~ t deposit II t the end of each thirty (JO) day period. The Requesting 01,1 ne , agrec,i to pay one hundred ten percent C 1101 l of the cost to the Requested · Owner or. eie ctr ical po1,1er to provid e such extra-ho.:rs illumina tion. I-1. the Requested owner iu of the opinion that tho deposl.ta ffl.llde by the Reque,iting owner do not cover one hundi:-ed ten . p·srcent C 1101 l of such co.~ts, the Parties shall attempt to ·agree to the coat of such electrical powei:-and if they canno,t do so, then th<' amount the RE''lUesting owner is obligated to pay shall be deter.tined fro, .. tlie power costs as estimatep by the electrical utility r.ompany furnishing such power, or if the utility .fails to do so, by a reputable en9lneer. Upon 'the failure of a Requesting owner to pay the aforesaid a~ount or renew a deposit as required hereby, the Requested Owner shall have the r!ght to discontinue such additional li9hting and to exerc!se uther remodies herein provided, Any such request for a1lditional lighting may be withdra1tn or ter- minated at any time by written notice from the Requesting owner, and a new regui,st or requeats for changed hours may be made fro,n time to time. (C) As an alternative to th~ proce~s of lighting another's Tract as set forth in CBI above, a Pacty ("Constructing Party") may install, with the consent o,: the other Party <"Consenting Partr">, a secondary wiring system, from the Constructing Party's Tract to the liqht standards on the Consentir,g Purty's Tract, which would permit a por- tion or all of the Ll.ghtlng on the Consenting Part~•s Tract tc be operated cont e mp o r .. neous.ly wt'th the lighting on the ConstrucUng Party's Tract, All coata and l?Xpens&a as,io- ciated ~ith the lnatallatlon, maintenance, replacement, and opero1tlon o t etlch •econdary wiring, including the coat ot ener9y to lig ht any porti o n of the Con~en t ing Pn r ty's T ract, ~hall be na,um~d ftlld p r.omptly paid by the Con,.r.r 11c ting Party, The Conatructlng ;:>arty ahall aubmit fo the Con,.enting p,.rty approprlate plane a11d ep.,clfication3 for the installation o[ Rllch secondary wiring ayetema. The Conoentin9 Pai:-ty shall nave thirty ()0) dfty! to approve or disapprove of ouch submission, auch approval not to be unri,,uonably withheld. If th11 Consenting Party do<>• not dleap~rove of the submi~aion within the JO-day period, approval ohall be deemed given, if disapproval is <Jiven, the 22 -------------·--+ • • I • constructing Party shall .revise the nubmiaslon to 11ccom- modate the reasonable objections of the Consenting Party and then IMY resubmit such plans and specif lca·t.ion9 to the Consenting ~acty fer its approvaJ.. ~ 5,3 Signs, No e:cterior idc-ntt fication signs shall-be ,illowed "!thin the Shopping Center except as set forth h~rein~fter. CAI No fr1>estandin9 sign shall be permi.tted "!thin the Shopping Center unless constructed in Ar<0As , designAted on t.he Site Plan, and only one sucb sign may be located in ea.ch de,;lg'nated area, The Target sign area may be used to lclen- t.ily not mote thAr• t"o ( 2 l Occupants of ·the Target ·Troct. The Developer sign Jrea may be used to identlfi the Shopping Center name and/or one occupant of the Developer react. Tile designation of a freestanding sign locatlon on, a Tract ahall in no way obliqa te the benefl ting !'arty to cqns true t such freest.anding sJgn. However, lf s:uch a freestanding sign is constructed, the bene flting Party shall be-re_sponsible for the sign's o~eration and maintenance on a f1rst-class basis. Developer 11n<'.l Targc 6hall have the right to appcove the deslgn · and s1:e ot al 1 freestanding sig ns; provided, however, that Develope r hereby appx:oves t he use by Target of its standard prototype identification ~ign as the same exists f.com time to time. Notwithstanding anything above to the contrary, each Party shall be permitted to place withip the Common Arca located on its Tract directional signs or informational sig:is such as "HAnd .icappod Pa.king•, th• temporary dis play of leasing information and the temporary er:ection of one sign identitying each cont n,ctor "'orl<Jng on a cons truction job. (Bl Any Occupant occupy ing lesa than twenty-five thounan,i (25,000) sqLlArl! foct of l'loor AreA may not have mor e th11n one Cl) l<lentlficatlon atgn placod on ~ha axtarior of the bu!~~lng 1t occup!as, provided ho.,cvoc : that lr any au r.:h Occupant le locatl!d at the corner of II bu ilding, then auch Occupant. may have an ldant lClcetlon aign on each ai de ot auch cornnr. Any Occupant occupying at ieas,t twl!nty-flve thous11nd !25,0GOJ equ~re !.aet of l"looL AcuA inoy have more than one lrlentlrlcatlon sign pla<:cd on the .,_.t _l!cior of the bulldlng Lt occupll!e. Thia paragraph (DI shall not 11pply to 11 free~t11nd !ng b~lldlng havJng II nlnglc occ11panl. 21 r----------------------------------_J I (X) a- l() a , N ...!:, :..~, • • No exterior identification si~n attached to a building shall be of the type set forth below, ( i) placed on canopy :oofs e>ctending abovci the building roof, placed on penthouse walls, or placed so as to: p ro ject "?Ove the parapet, ninoPY.-• or t ·op of the wall u pon which it !a mountedr (ii) placed at any angle to the building: provided, howeve., thP. foregoing shall not apply to any sign located under a sldewa.lk canopy lf .such sign is at least eight 1--a) f_ee t above the sidewalk, unless in-corpora ted in an QVerall decorative scheme applied t ·o the entire building or section thereof • Cilil painted en the surface of any building. No exterior sign shall ldontify le1>sed departments, con- cessionaires, products· or services. (CJ Nl•ither exterior identification signs attached to bu1ldings nor freestanding signs shall be of the type get for-th below, (il flashing, moving or audible signs; (ii) signs employing exposed : raceways, exposed neon tubes, exposed ballast boxes, or exposed transformers; (iii) paper or cardboard signs, temporary signs !exclusive of contractor or construction- related signs), stickers or d.,c:als: provided. however, the foregoing shall not prohibit the placement at the entrance of each occupant'• space a small sticker or decal, indicating hourH of business, emergency telephone num- bers, and other similar blta of information. (r)I l, ony "pylor,• •ig ng ,ire , 6llowc-d b y 1 t he a pp lc~bl" <Jov~rnmental e ntl tl a s, Target ah11 ll h a ve t he· ri g ht tn ut1- l(u, tho pi le-on -"19(1 c o I de nt ify i te Ta r9e t S toco. lf the Shopp(ng Cen te , l a U mlted to o nly l dentl f lng o n e oto ro> by us" of a pl le -on $ign, Tar'}ot shall have th& right to utl- llze th!> • !gn. If more th&n one lltore can uae the pile-<1n sign for ldenti!ic.:,ttori, then up to three atoree, Including Tatget, •hall be i!ble to identify thelr :1tore· on th& sign, provided, however, that Targot shall have the, sole right and 24 ··-· ......... ·---------------- .. ,-••-~-..., r cO 0 ' U) a-- (\J ,,:1 :.1 .. ; -- '. authority to designate the location and size of e11ch store identlfic.!ltion. 5 .4, Insu r an c e . IA) Each Party with respect to itu Tract ~hall maintain or caus e to be mai n ~ai ned i n Cull fo rce and , e!!ect Comp r ehen s iv e Ge ne r .:i l Liabi lit y Insur a nce , l ncluding P.e ns o n a l l njur y Li11bll l t y Ins u r an e e a nd . Con _tr11ctual L.hbil i t y i nsu ra nc•: wJ th a f l na nclolly respon.!!i bl e i ns.ur,.-nca c_ompan y o~ campa n iea llce nsed i n t.hc uta te whClro the Shop p i ng c;i.>n t e r ls located , w.J.t h A mini mum Be9t 's e a t ing of A~X; ·a uc h insu r a nce to p r o vi de f or a l im it o( ~o t l eso t han Th ree 11 i.11 i o n Oo -l h rs (?J,Oo o,0 00.00, for b od l ly i·l')j u ry or death to any one p11p1on , for a limit of not less than Five Million Dollars 1$5,000,vOO.OII) for bodily injury o r death to an~• number of persons arising out of any onq occ·u t rence, and for a llmit of not less than one Mi:llion ;'Dollars ($1,000,000.00) for any pr_operty damage . Additionally, such insurance sh~ll include the following minimu~ requirements: (i) shall provide coverage on an occurrence basis; C ii l shall pro.v-ide that the policy may not '.be can- celled or materfally reduced in amount or coverage without at lea,;t 30 days prio_r written notice by the insurer to each of the other Parties; (iii) shall include the other Parties as addltiona- linsureds; (iv) shall provide for eeverability of interests, Cvi) shull provide that an act or omission of one of the Insureds or additional insureds which would void or oth~rwise reduce coverage, shall not reduce or void the coverage a" to the other additional Insureds or the insured, ronpoctivoly . Such inauranc-, a:,all specltlcal ly oxtand to th" conti:actual oblig11tion of th& insured Jlarty arldng out of th11 Indem- nification obllgatlona aet forth in the next a~ntence, Each Party ("lndemhitor") covenants and agraeu to Indemnify, defend and hold harmless the other Party l"lndemnltoe•J from and again •t all claims, cost-a, OX ?l!n soa a nd lia'bil.lty {including ceaaonabl~ attornby 'a fe n s a nd con t ~t suit incurred In connection with all claim•) including any action or proceodingo brought thereon, ariaing from ur ad a raault 25 --l ,- IX> u-m a-- (\J • - of th e i n jury t o or d e ath of any per5 on, or damape to the pn,per t.y of any pe rs on or entity wh lch 1:h11ll o c cur on the Tract owned by e;1ch Indem nitor, exccp·t fo r c lalmo c a used by the 11~9J.l911nce or. willful act O:t omission. '>i such Indemnitee, its licensees, concessionaires,. agents, ser- Vdnts, or employees, or the agent", ervant.~, o,.:; employees of any licensee or cor.cessionai re the.reef . T~.~ Parties agree to re vi ew the ml nirr.11m limit.fl set forth ab ova ;,evecy ten (10) years and further agree to adjust such limi t s if cir- cumstances warrant. (Bl Effective upon the commencement of constt'-uction of improvem·ents, the constructing Party will carry or· cause to be c.irried, fire insurance with an extended coverage endor- sement. .,i th a f inane ia lly respc.,ns lble insu r ance company or companies licensed in t.1e sta.te .,here the Shoppi ng ; Ce n t e r is located, with s minimum Best's rating of A:X, in an amount at least equal to eighty percent (901) of the r•placement cost (exclusive of the cost of excavation, founda6ions, and footings) of the buildings and Improvements, ~uch . coverage extending. at l e,.s t t:o· the fo llowi ng periis: l .oss or damage by fire, wind:s t,:,nn, cyclone, tornad o , hail, explosi•on, riot, riot attendl.llg a strike., civil commotion, malicious mischief, vandalism, aircraft, vehicle, smoke damage, and sprinkler leakage. Each Pa r ty (the "Releas i ng Party") hereby releases and waives for itself and on behalf of its insurer, claim& against any other Party ( the "Released Pa .rty • l .:from any liability for any loss o.r damage to all pr·ope r t y of such Releasing Party located upon any portion ot the Shopping Center, wh i ch loss or d~mnge ia o f the t y po g e nerally covered by fir e l nouran ce wi th an e~tended coverage endor- sement, irr e s p ective either of a ny negligDnce on the p4~t of rhe Released Party which may have contributed to o .r caused such looe, or of the amount of such insurance rwtjuired or actually carried, Each Party agrees to uae its be~t sfforta to obtain, It needed , appropriate endoraemonta to its poli- cies of inaurance with respect-to tho foregoing releaser provlclod, howev,ir, t fl a t {al tu r a to ob t ain au c h endi:ir8oments •hall not hlfoct tho ro lea a o ha r oJna bov e i l von , Each Party 1•1ndomnltor•1 cov~nan;• and a9 r ooa to lndemn lfy, d~fend and hold harmlcsa each other Party l"Indemnltee•) from and agalnHt all claims asserted by o~ through any Perm1tt~•a of the lndomnl tor's Tract for any loss or damage to the pro- perty of ouch J>ormitteo lo:;·11tad upon the redpectivo Indemnl.tor's Tract, which 1011,i or damage i~ of tho tvpe generally covered · by flrc Insurance with an extended 26 ·==---! ,----·- • • coverage endorsement irrespective of sny neglJgence on the part of the Indemnitee which may have cont"ributed to or caused such loss. (Cl Prior to commencing any constructlon activities within the Shopping Center, each Psr~y shall obtaln or require !ta contractor to obtain and thereafter maintain so lqng as such canst.ruction activity is occurrin9, at least the minimum insurance coverages set forth below: (il Workers' Compens~tion -statutory limits (ii) ~mployere Liability -$100,000 l lii) Comp·ehensive General and Compi:,~hensive Auto Liabili~y as tallows: · (al Bodily Injury -$1,000,0~0 p~r occurrence .\ ( bl Property Da111age $1 ;-·ooo ,ooo per occurrence (c) Independent Contractots [,!ability or owner's Protect! ve Liability I sam·e coverage ns set forth in (a) and (b) above; Cd) Products/Compl~teci Opera ti.!ina which shall be kept in effect for two after completion of work1 Coverage (2) years (el •xcu• Hazard Endorsement, if :applicable; lfl 'Broad Form" Property Damag~ Endor~ement; (g) •p~rsonal Injury• Endoraements, I h l Enrlorsom.,nt. "Blanket ' Contractu'al I.labil lty• If the co,,atrui:tlon nctlvlty 1nv<o1V&9 the 11ae of anoth"r p.-rty 1 ~ Trnct, th.in the 01o111er of auch Tr11ct shal L he named aa 1>n "ddltlon11l Insured and aucti inaurc,nr.e 11h;1l.l provldo that the earn~ ehall not ba canceled without at loaet thirty ()QI day11 prlor w~lttnn notica to the nafl\ed tr,surl!dll, rt auch in~urance I~ canc~led or expire~ then Lhe conatructl~g Party $hall l mmodlat<>!y ucop llll work on or u~e of another Pacty'e Tract unt l eLLher the requl r o,J \naurance la relnstatod or r~plac.,mont lneuran:o ob:.11inod. 27 co CT' II) CJ' N • • .,. (I:) ?he .lnsurance doi,cribed above ~y be car ried under Cil an individual policy covedng t.hle lOCdtion, I 1 J a blanket policy or poltc ie" ~hich lnc.tudea other llabll i c.ies, properti"es and 10.::ations cf such Part-)1, (iUI II pll\n of self -i~aurance, provided that the party so self-inaurlng has and maintalne S40,000,000 or mere of net current assets as evider,ced by such party's annu al re1)"ort._ that ls audltt!d by an indepe nden t ccrtlfled public accountant, er llv) a com- b!nat.ion of any of the foregolng insurance programs. To the exte~t any deductible ls permitted o r allowea a~ a part of any ins-uranci, pol icy carrlecl by a Part.y, In compliance w th 5 .4, su ·ch P.-.rty :thall be deemed to be covsr•ing the amount thereo! under an Informal plan of aelf~inau~ance; provided howevec, that ln no event shall any deductible exceed $50,000.00 unles " ·9uch party quallflee , for . oetf-lnau-ran ce pursuant to ( l 1 ( 1 abo•:e. Each Party agrees--to f\trnish to any Party requesting th.e same, a certificate(.sl ol' insurance evidencing that the insurance requicud to be carried by s~ch requested Party ls in full force and effect. 5.S T,1x e" nnd Asseosmente. &ach Party shalL p4y , or cause to be ~ald prior ~o delinquency, a ll taxes and assessments with respcc•. to ite T ract, the buildin·gs, and improvements located thereo n and any personal pr operty cwned or lea!led by such ?arty in the Shopping center, provided that if the taxe~ o r asse·ssments or any part thereoE m.1y be paid in installments, the Party may pay each such installment as and when the same becomes due and payable. Nothing contained in.this subsection shall prevent any Party from contesting at its cost and expense any such taxe" and ass,:,ssmcn t..s with respe_ct to lta Tract in any 1!14nner such Party elec:te, so long as s1fch cont.est ls malntalnP.d with reasonable diligence an~ ln good faith, At the tlmo sa such conten t is co·nc.luded (allowing for ap·('eal to the highest ~ppellsto court), the contesting Party shall proinptly pay all •uch ta"es 4nd asse~amenta dett!rmi.ned to ba owing, together with all Interest, penalties and.costs ther~on. 5,6 I•i~~!• ln the avont any mochan lc's . 1l e n· la filed agAinat tho Trsct of one Party aa a result oC •orvlces per- formed or materlala furnl~h~d for ths uwe of ftnother Party, tiln Party pormltting or ca11alng 1uch llen to b• ao filed agrel!B to cauas auch lien to be dlachargecJ. prlor to autry of final jud1ment (a[ter all a~pealaJ for the (orecloaura of euct, l lern and further ag .rea • to I ndomn l fy:, def end, and hold h,umleas the other Partt and lt• T,nct against llabillty, loss, damage, coata or expense• llncludlnq roadonable attor- neys' lees and coat of ault J on account of such claim of 2B ----------------------------~ _J r ,D .-,:., --------------• • ... Uen . Upo,1 reque~t of the Party 11hoae Tract ,.ls sl.lbj-ect to such llen, the Part·; perm.ltt.lng er callsing su·!!h lien to be filed agree ? to promptly cause such lien t:o b~ released and dischar9~d of record, either by paying th a , indebtedness which 9ave rl s o to ouch lien or by pou.t!n') _b o nd or other secur i ty as shall be required by la11 to obtain nuch release ancl discharge. Not.hi.ng herein shall prl!!vent a Party pee- ml tUng or causing such lien ficom ccntest_Lng the validit-.y t:horeof ln any manner such Party choose-lil 110 -lon<J as such contest ls r,uraued with ceaaona.t.le diligence. 1 In the event such contest ls determined adversely (tllowlng for appeal to the hlghnet appellate court>, such Party •hall promptly pny in full the required amoun t, together with any interest, penalties, cost~. or other chargeg neceesery to release auch lien. Af!TICLE VI MISCELLANEOUS I fAJ !f Any ?arty falls to comply wlth any provision herein ( "Defaulting Pal'ty•), then any other Party f "Non-Defaulting Party" J '"<'Y, upon fox-ty:-fiv,e C 45) days' prior written notice to the Def<1ulting 1!acty, proceed to cure the default (and shall have a license to do eo) ~y the payment of money or performance ~f aome other .icUcn for the account of the Def.iu k c. ng Party. 'I'he foregoing rlght to cure shall no t he exerdsed if with.in th9 fort.y-ffve ( 451 Jay notice peri o d (I) the nefault:.Jng Party cures the defaul t , o r CHI if the de(ault is curable, but cannot reasonnbly be ci.,.red wi t h.in that time p<!rdod, th .. oef11.u1 Ung Puty b egins t -o cure auch default w1th1n sur.h time p.erlod and diligently puc.sues ~uch action to comp.lctlon. T~e forty-five 145) da}• noUctt pedod aha.\l nut:. be raqulrei, if, uol n 'J r e n ,ona b l e Judgment, the Non-Defaulting Pori:..y deems th"t an e merg en cy e,dst11 11hlch requ_lre9 lmmedi_at.e i,ttonUon. ln t he ovent of such An emergency, the Non -Defau lt ing PArty nh11U glv<' .,h,.tovor notice to the Oo!aulting Party ae la reasonablo under the circumatnncea. (BJ Within ten (10) day& of written demand (lnclurling providing coplRe ol lnvolces reflecting co~t~I the Defaulting Por t.y uholl re!tnburao the Non-Def~u l tlng Party for any aum reeiaonably expended by the Non-Defaulting Porty to cure tha deiault, togetner 111th Jnte r~e t thereon. (Cl In the ovent any Party ahall tnatitute ~ny action ~r proceeding against another Party relating to the provlaion~ _j -• ,,. of this OEA, or if any def.a ult hereunder I or to collect any amounta o win9 hereunder, the u n successful llt.lgz,nt 11), such action or proceeding ehall relmbucae the successful litigant ther ein for coa ts and expenses incurred by the i,ur.ceas!ul liU g,int i n connecUon with sll ch aetion or proeeedlng and any :ippi,als t here f ,:-om, including at t o rneys• !ee-i . and .· court coate, (DJ All remedies are cumulative c1nd shall be deemed <1ddl tiona-,l to any and all other ("emedies to 11h lch , any •P.arty may be entitled in law or in equity. P.ach Pa'°ty 1nalt also h.we th~ right t o restraJ n by lnjunct lon any v i olat-t ·on or thre atcn'!c\ vlolatlon by 11ny othe r Party of any of t.ho te r ms, covenant~, o r conditions of this CEA, or to obtal ~ a ~ecrec to com~el performance of any such terms, cove nan ts, o ~ con - ditions, it being ;3greed t :,at: the remedy at la1<1 for a breach of a ny such teem, covenant, or condJ.tion !except tho:(e, if any, r e qu i ring the p;iymen t of a liquidated sum> 1a not;" ade- quate. 6.2 Interes t. Hherever and as often as one Party shall not have paid any sum payable hereunder to another Party within five [SJ days of the due date, such delinquent Party shall pay intere st on such amount from the due date to and including the date euch payment is received by the Party entitled thP.rcto, at the leaser o!: (A) The h igh e s t rate permitted by lau to be paid on such type of obli gatio n hy the Party obUg-a ted ta make such payment or th e p;irty to wham such payment is due, "1hlehever is less; or (BJ ]II per annum in excess of the prlme rato from , t1mo to time publicly announced by Tne B11nk of America NTSA or !ts .rnec<!sso r, incl ud ing by merger, consolidation or other operation of l11w. 6.J F:•t~_<;'l!rt.Hlc1>t<-. !!11ch Party 119re<1s tfo•t · upon wrltton icc,juo!ltrwl,Tch-n nnlr not be mor o fro ql1<'i:\t than three Ill tlma~ dur ln1 Any c nlBn~nr year) trom tlm<-to time o( 11ny othffr rArty, lt wl ll laour, to a prospl!ctlVI! mor t g119ee of Much othor rarty or to a prospectlve aucceaaor Pacty to auch other Party, an eatoppel certl!lcate atating1 (A) whether the Party to wh am the rc~ueet has been directed knows of any de fa u lt by the cequeating Party u~der thi~ CEA, and lf the,., are known defaults, 11peclfying the nature thereof, JO (r--~---------·-... ------------------------- ·.----. . IA _ -~-.·-~ .,,. ., ', , r, .~·•• i.~ •• .. ~ ... ~ .. . -~ ~: --# ,,_ . '• .. ~ co a-- II) a--- 01 • • ., (Bl whether thh OE!\ hae been assigned,, modified or amended in any way by the requested Party (!ind J,J it has, then stating tha nature thereo!l1 ,. (Cl that to the requested Party's knowledge this OEA ae at' that date ia in full fore~ and effect; ' Such statement shall act aB a waiver·of any cl·aim by the Party furniahing 1 t to the extent such claim la bai,ed upon facts contrary t.o those asserted in the statement and to the extent the claim is asserted against a 1¥Jna fide encumbrancer or purchaser for value without knowledge of facts to the contrary of those contained in the statement, and who has acted in reasonable reliance upon the statement; however, such statement shall in no event subject the Party furnishing it ta any . iability whatsoeve,r, notwithstanding the negligent or otherwise inadvertent failure, of ~uch Party to disclose correct and/or relevant information. All notice~, demands, statements, and requests ("notice") r~guired or permitted to be given under thie OE!\ musr, be in writ.ing arid shall be deemed to huve been properly given or served 11s of the date of personal de.livery, or as of the date the ilanie h deposited in the United States or Canadian mail, prepai°d, by registered or cei:"tified mail, return receipt requested, or as of the date deposited with a reputable courier service such as Federal Expnraa. The address of the signatories to this OE!\ is set for·th below. In the event a Party shall encumber its Tract 'by a mortgage and notice of such fact has been given to the Party issuing such notice, clemand, sta i;.em ent, or request, tl\~n ii c opy of any notica of amounts due or notice of default directed to ~uch mortgaging Party ahall also be sent to its mortgagee. Target, Doveloper1 Dayton Hudson Corporation Target StoreB-Real Estate Attn, Property Administration 33 s. Sixth Street Minnuapolia, HN 55402 BCE Development Inc. 999 West Hasting• Street V~ncouvar, e.c. Canada V6C 2W7. !\ttenti~n• Vice President Shopping Center Management ll ,--L--------,-,-----------------------------1·-_j I .._•j :t,I ,-····· ---··-----• • Any Par~y shall hav~ the right from time to time and at any time, ~pon at least ten tl0) days' prior wrlt ~en notice there,,! in accordance with the provisions hereof, i to change 1 ts resp·ectl:ve .idd ress and to sp.eeify any ot.h~r address within t.he Ur• l ted Sta t.es o .f All)er 1 c ai or Canada, 1p r o vi ded, h:iweve r, notwithstanding any t h i n g here i n c onta i n e d to the contrary , i n ordo r for t he not i ce of addre t ~ cha.nge t ·o be effective i t must a c tually be r eceived, and further provided such addre~s may not be a post office box, ! 'I 6,5 Ap pro val lll gh t:.s . Un l e s s other11ise he[c i n . p r ov i ded, whenever a pproval is requ l r ed, such approval· s ha•l l Ti o t be unreasonnbl y wit hh eld o r d elayed. Un l es~ provisioh is made for~ specific time period, approval shall be giveo or with- held wi thin t h i r t y 13 01 days o ! t ho reci,ipt 9 ! th~ r i,gu&st for a pp r ova'l. If a •1 iu p p rova l h not givpn '(i thLn the requlrc d time pe r iod, th e req uested Pa r ty eha ll be ,d ee.me d to have g ive n its a·p p r ov a l . I £ a Party .9hall d lsapp;rove , the reasons therefor shall be stated. Except with respect to an approval given by lapse of time, all approvala and_diaappro- vals sha ll be in writing. The "right to a pprove" herein reserve d by Tarqet and Developer, respecti vely, · shall be assignable by each, but only by Developer in total to a Party who owns a Tract within the Developer Tract, and only by Target in total to a Party who owns a Tract within •the Target Tract; each successor assignee may aleo assign such "right to approve" on the same condition. If tho holder of the "right to approve.• 6.6 Condemnation. In the event o! a condemnation or a sale in l ieu there of concerning a portion or all of the Shopping Center or improvements, the award or purchase price paid t or ~u c h taking s hall be pa id to t he Pa c t y ow~l ng such land o r lmprovc montA 30 taken. Any P~r t y wh o mi g~t hav e an eaa cm<-nt oc other prOfHtT ty lntac e..a t o r right und e ·r -t h is 01!:A in th u l ,,n<l or lmpro vem unts ao tn k on, h era by r J laaa ea And waives $Uch property lr\t11rest or right wit.h rnspect. to such award nr purchase prlce1 provided, however, auch other Party •hall h11v<' the right to eee.k an award or compi,nei!tion for the los11 of lt~ eaaament right or property interest to the extent such awacd or comp11ne~tion paid or alloc~t11d for auch lou d o u not reduce or d1::1lnhh th• amount .p aid t .o the Party awn ing auch land. NotwithAt11ndlng the (l b o Ve , 6.6 1s not lntendad to alter any other agreement wh.lch m11y exiat between the owner ol thi, land so taken and any ~ereon bavlng an inter~at ln said land pursuant to other cont~actu~l reie- tlonshlps. 32 _j l cO (J' Lt) • • ·,·: I h ,· 6. 7 Fllnrll 'l £:feet. Ti11: cecma of thl!i OE,'\ Sh<1ll COnlltt- t~~e covenants runnTng with the land and shall inure to the baoor!-t or and be binding upon the a1qnatorles hereto and their respective succe,,,.or3 ,ind 11sc.!qns \<ho bec¢me Pilrtlcis hereunder. Thi.s OEA ls not Intended to ouper£e,lo, 111od1.fy, amend, or otherwise change the provlslons of ,;any prio~ !nst rum.,nt 4ff_ecUng tho l<1nd burdened hereby,. , 6.8 Sirgui...r and Pl un,l. Whll.never required b"y the con- te><t of LIi s O~A, the-;1lngui.ar shall include the pluul, and vice versa, and ~he m,,5cul!ne shall include the feminine and neuter ge_nders, and vice versa . 6.9 Couritoroarts and Signature Pnges. Thls OEA ms-y be executed 1-n sovoraf counterpnrto, "adi ot which · shall be deemed an OtigJnAl. T·ho signatures to th.19 O,E:A m·ay be exe~ cuted and no tac lied o " ae_para te pages, and when a ttachod to this OEA shall constitute one complete docume.nt. 6.1() Hegati::,n of Partnershlp. None of th o te.rllls oc pro- v isions of t1,!·s OE/\ shaU bo deenied to creo.u, ·a p""rtncrsh.!p between or among •the Piitties ln their rcspc.>cdvc businesses or otherwi~e, no r ohall it cause them to be consldered joint vc.ntllrers or me mbers o( any joint cnterpriae. Each Party sha ll b e considered " separate owner, and no Pilrty shall hllvc, the rlghc to act as a .n agent for another Party, unles.ll cxpc.cssly au tho·r L :ed to do so hare.!n o r by sepa ra to wr; ttc" in_strument: slgnod ·by the Party to be ch<lrged. 6.11 Not a PllblJe Dedkatlon. Nothlng her~n eonta l 11t-d ~h,ill be de<!med to be a gift oc ded1ce.tion of any portion of the Shopp.i,nq Center or of uny 'l't'oet or portion therec: to the general oubllc, or fer any publl.c 1/6e or purpo.a" whcit • aoov.,r. EXCl!'pt "" herelri specl!lcally provided, no right, orlvltc "" or l mrn u nl tica ol any Pa.rty horeto ah,lll lnur-e to the b ene ~it or ar,y third-party p.,.rson , nor ,.hall any thl-rd- p,.rty PcrBon be d~ar.,ed to bo a benenelary ot any of tho pi·ov l11 !<ina con t1dno.d ho r" In. 6.12 g><cu~~~~~_Qdl.nya, Wh~novor porCormopco ia required o( Any PArty horoun ar, th11t P,Hty ahall uae all due, dlll - q cn ca to porto rrn ,;nri t4ka all nocoas.sry me,.aucoa In good faith to porJorm1 provldod, howaver, t h at 1( completion of por!otmanco 8hdl be doJayad at 11,ny tlnie by roa•on oI acta o! Ood, "" r, c I vll commotlon, r iota, •trllrns, plclcot ! n g or ol her l11bor dlapuce11, unavallat:dl!t.y ol 1 b.or or 1Mteri.1ll, d11m119e to -...erk In p ro9reaa by reason o ! fl re, or· other conu111ty, or 11ny C--A11a11 boyond the rc,11oon3ble concrot ct 11 33 ,___ __ --:--;--:-------'----~-:----~-~ co cr- lf) cr-- (\J ,- • - .,. Party, thP.n the tlme for P.i!i.-formance as hereln specified shall be appropriately extended by the amount of the delay actually so caused. The provisions of this section shall not operate to excuse any Party f~om the pro~p~ pay~ent of any monies required by thls OE/\. 6.13 Sever1,bl.lit!i" Invalidation of any ofl the. provi- sions con t"Lned in t is OEA, or of the application thereof to any person by judgment or court order shall in·. no way affect any of the o':her provisions hereof or the appHcation thereof to any other person and the same shall remain in full force and effect. 6.H /\mendml!n t 9 . Thlil OE/\ ma y b e amended by, arid only by, a wr {tten a 9 r~e;n,ent sig n ed by o.11 of the then ,current Parties and shllll be ef ·e¢tJ.11ce only when r.ecorded,iin the county and state where the Shopping Center ia located, No consent to the amendment of th.is OEA shall ever be r.iquired of any Occup"nt or Person other than the Parties, nor shall any Occupant or Person other, than the Partiee have any right to enforce any of the provisions hereof; · 6.15 Ca ptJt,ni; and Caol t;0U-z:ed Te,cms, The cap tions pre- ceding t he text of _each iH~icl c &nd section ":ce included only for convenience of referen¢e. captions shall be dlsre- gard<ad ln th._. con:;itruction and interpret11tlo11 of the OEA. Capital i-z:ed terms .are also sele.cted only for convenience of rE'ference and do not necessarily have any connection. to the meaning that might otherwise be at:tached to such ter;m in a context outside of this OEA. 6,16 Minimization of Damages. In all situations arising out of this OEA, al l Parties shall attPmpt to avoid and minimi1.e the damages resulting from the conduct or any other Party. Each Party hereto s~all take all reasonable ~easures to effectuate the provieions of this OEA, 6,17 OE/\ Shal l Conti.nu" r-Mtwi t h n tnl'ldln·q . !lreach . It ia expresely nqn,e<f ·th.a t nq br<1nc F. o { thh 01:!A o hal l ( 1) ontltls any Party to cnnc~l, rescind or, otherwla-terminate thi • OE/\, or ( i I) dAfe,H or render invlllid the Uen of any mortgage or daed of truat made in good talth and for value aa to a~y part of the Shopping Center, ttowevat, auch liml- tation shall not 11f!ect in a ·n y ma nn er any othar rights or remEc-d!es which II Party may h ave he·r au :,der by re1111on of any such breach. 6.18 Time. Time ls of the assence cf this OEA. 34 _j Cf:) O- U) U- C\) ,,(; .() • • 6 .19 Non Waiv"c. Tn<'.! failure of :any P11rty r.o insist upon strict per(ormar>ce of ally of the r.et'll)!l, coven11n ts oc c _ondJt!ons hereof sh11ll not ba d"emed a ,;,o!w;c o[ any dghts or re medies which that Party may have h<?rou.nder or a.t law or equlty and sh'o,11 not bo decn,ed II waiver of any subsequent br·each or default lo on:, of auch terl'ln, covenants or con- di tion11, G,20 e-anetlt. This 1.green,ent ehclt lnur~ to the bent!fit of, and tie1iI'iiillog upon, .t.he Parties. The provillicns of this Ol!A are for the excluliiVo benefit of the Parties, and are not for the benefit of any third Per-son, nor shall this Aqreemc,nt be dc-.,mcd to h11vo confer~ed any ri9ht,;, express or implied, upon any th i.rd Pc non. l t is eKpre_oaly understood and agreed th11t no modification or amendment, in whole or in art, shalt requ i.e any consent or approval ,on the part of any Occupant or Permi.ttee ot·her than a Part}\. ARTICLE VII TERM ',f. '1 7.1 Term oi! thi n o-EA. This oi;:,, shall be .,effcctive as of the d.-ite f i rst at;,cve wdtten and Dhall coil~inu&. in full tor.cc nnd effect until ll:5.9 p.m. on oecember 31, 2086; pro- vid:ed, however, that the easeme nt!! referred to in 2.'2 or 2.3 hereof which are speolf11td as btdng perpe·.tual or a.e con~ tlnoln9 beyond the term of this OE:,\ ,ehall continue ln force and eHec.t as provided therein. Vpon termination of this 0£11·; all d9ht,i and privileges derived from and all duties and ob! lga tions created and I mposed by the provisiona of the OE/\, except as relate" to the <1aeemen ta mentioned abovo, shall terminate and hnve no further force or offect; oro- vided, howev<!;:, that the termination of thia OE,\ shall not 11mlt or Affnc~ any remody at law or fn equity that a Party may have .,9ain.st any othor Party with respc-ct to any liabi- lity or ob!lgarion ar!slng or to be perform~d ·under thla OE:A prlor to tha dato of 8Uch termlnatlon. ARTICLE VIIt OPTION ·a .1 ~on to Purchaa.a. Il Ta r gat caaai,11 to op11r:1>t o In the entire b111Tdln9 oo tha '!'argot Tr,1ct, " general morchnn- dl•o dlacount dcp11 rtmont &tori, ot th'! style and q1u1lity of t:ie '1'4rqot Storo )nltJally oi>eratod In auch b-ulldlng 1rnd aa changod from tlmo to :lme by Target and lta pollclos (provl.dod tnot Target ahatl not bo dec-·med not ao to be operating the Tar9&t Store H the building~ on th• Tuget 1 35 ----..... _., _______ . ·--------.-J I I (X) rr- lI) 01 • • ' I Tract i s temporarily not open for business so~ely by reason •c,f reno,·atio11 or remodeling Cbut not in exoe~ of six ccn- secutlvP months) or by reason or reconstruction of the 'l'arget Store buUding as a result or damage O't destruction Cbut not i n excess of 12 consecutive calendar months aftP.r the event of damag,e or destructlon )J, the :owne-.-of the Duve loper's Tract shall have the right, "'hich , may be exer- cise,d by written notice (a "Purchase No ti~:" l to Target within one year after the da te Target ceases to operate the entire floor a reo of its building , to elect to purchase the Targ·et Tract and all improvements and appurtenances thereon c collec t! ve l y, the "TargP.t Property • l , as set forth in th.Jg Article; provided, howe ver, that this op tion shall not apply ~.o a sa le of the Target 'l'rac t to any entit)' owned or con~roll e d by rarge or in the event Target sells a majority of i ts Ta<"g e t sto,~-~ i n the Western washin9ton area to one purchaser. In ac;ldi tion, prior to ,:xerci si ng its option ::o purcha s e as set forth in this Agreement, Developer shal l g.ive Targe t sixty (60) days notice ofter th e .expiration of the twel ve Cl 2J months of non-opero.-tion o .f i 't:s i nten t to exercise this option, at which time Target shall have the right to reopen the Target store and this option shall be null and void until such time as Target ceases to operate as defined herein for a period of twel v e (12) consecutive man ths and Ta rget has been given a i xty C 60 ) days written notice: provided ho wever, that if •r a rget JM.kes a Target Company an nounce ment that it !a closing this Target Store, the sixty (601 day notice as defined herein shall b e redu ced to fifteen t l 5) day,., The Targ et Property shall not .include Target's moveable crade fixtui:-es, signs or other pe.-aonal property. If the o·.v ner of the Dev eloper's Tract Chereinafte r re!erred to as the "Pu.rchaaer"I ,so electe to purchase the Target Property, the purcha se pr le"! Hh\'ll l be the (air market. value of the Target Pro perty aa determined by appr4isal 48 he.reJnafter provided. ThE, Purcha8e Notlc .. , to be e f f.,ctlve, shall name o.n Apprnlae·r solected by the Purc haser wh o shall be a member ot th" Amf'ricen Inotltuto of Roal Eat.ate Appraisers and ahall have hod at least five year• experien c e )n appr .,lsl n<J commerci1>l r,iel property . Pc-r pur- poses of t!:I ~ /\rtlcle , "flllr market val ue,• nh<1tl rnpar. the prlc& At wh ich Lhe Target Propercy could be oold by one who <1eaireo, hu t I s not r equ.lrf'u to ru,11, a n d la a ouqht. by one who dcsiree, but is not regulrcd to buy, after due con- alden,tton of all thtt elements reaaonably s[fectlng value. Within fifteen !l5) <.Jayo from th" date that ·:arget ah11ll have ritceived the Purchaae Notice, Target ahall select an Appra!s~r and give Purchnaor notice in wrltln9, of the name and qu111lficntions of the appraiser ao selected. Target'• J6 r co ':T' L[) ::r- ("'\J • • appraiser shall have the same qualific11tlons as set forth above in connecti~n with the PurchaaEr's appraiser. In-the event Target fails to appoint its app.aiser within said fif- teen (15) day period, then Developer may request appointnient of such appniser by the then Chief Judge of the Un.l.~ed States District Court having jurisdiction over the County of King, in the State of Washington, acting in his personal, private capl!lc l ty, and nei th"r Developer nor Target sh11ll raise any question as to such Judge's full power and juria- dictlon to entertain the application and make the appoipt- ment. The two appraisers so selected shall determine the fair market value of the Target Property at a meeting which shall be held in Seattle, Waahingtnn, within thirty (30) days of the appointment of th" seco .. d appraiser. The apprai11ers shall continue to consult at such times as they deem necessary for a fifteen Cl5l day period from the pate of their first meeting in an attempt to agree on the fair ma~ket value of the Target Property. · If the two appraisers so selected are unable to agree on the fair market value of the Target property, the two appraisers shall, within ten Cl0l days of the i mnied Jat~ly aforesaid fifteen (15) day period from the· date o •f their first meeting in an attempt to agree on the fair market value of the Target Property. If the two appraisers so selected are unable to agree on the fair market value of the Target Property, the two appraiser>! shall, within ten (10) days of the immedioltely aforesaid fifteen (15) day period, name a third apprai .. er who shall also be a member of the American Institute of Real Estate Appraiser and shBll have had 11t least five (SJ years ~xperie~ce in appraising commercial real property. Th0 three appraisers shAll tlll!reupon meet in Seattle, Waahingt·on and contlnuf? to consult with each other 11t 11uch timea all they docm ni,c"e"Ary (or ,, flftllon Cl5) day poriod from the date of the flr11t mocf lnq of tho threo of them in an Attempt to llgrcc on the fair mArkct value of the Target Property. In tho ev~nt that tow or more of the appraisers are not able to reach agreoment as to th~ fair market VAlue of th~ Targot Property within fifteen (lSl day, after the flr•t meoting of the thre& appraisers, then each appra i.er ahal 1 aubmi t his independent appraisal t:.1 Purchaser dnd Target (which nerd only be in letter form) statin~ that (i) he madA an apprai9al of th!! Target Property, I 11 l hie appraisal as to the fair marlcl!t value of the Target Property a,id (iii) tho 37 ·---------I - ca rr- lf) U- N •. r: -'.) • • basis on which he made such an appraisal. 1he three lnde- pe-nde11t .ippr<aisa ls s hall be added together and the re su lting sum divided by thre,a; th,a ro2sultln9 quotient., .shall be the apprllls(!d f 11lr mHket value 0£ tho Tacgot Property; .erE.- vlded holofever, if tlJe lo.,est 11p p r;;dsal 11-ncl/or t.l'ie highest apr,,.11sal are7h moce than 251 lower and/or ),.l.gher than the m ddl<> upp;rals11l , the lowest apprllisa l and/or the highest appraisal 11lra LL b., ~i:il"egard.,d ·. [f only ono 11p pralao1l is d l.s r,ag:i ,;d eci, the re'ma!nl'lg t110 .:ippraisa 1s s·h11U b<i added together an~ their to t al. divided by two; r.he resu l ci ng quotient s hall b e the apprai,;ed value of the proJect . If both the lowest appra laal l!nd the hig,hes t appra,i8.a l at!! disri,garded because each var l es more than 251 (.com the middle appraisal, then t h,. middle i,pp.ralsal shall pe deeme d the faic inarket vr t ue of the Target Propi,r t y. The app.alser or appraisers' delermination of the fair mark,at value of the Target Property shall be findl and binding upon the parties, absent fraud or gross erroc. Each party shall bear th,a fees and expens,as of its own appraiser and the fi,es and charges of the third appraiser shall be borne equally by Purchaser and Target. The purchase o E Target 's lnter,ae t in the Target Property sh-all be consurnn;ated through an escrm.-esta blished at a mutua.lly acceptable-t.clt.le insu rance company 11i thin siJ<ty ( 60 l d ays after c ompletion of appraisal. The purc hase price sha ll be payable ln ca·sh unless oth,ands·e a g reed b y Target. Title to the Targ et Property shall be conveyed by Targe t to Purchaser o r its nominee by statutory warranty deed subject to al l eas·ements , n,strictions, cr.,vem,nta and conditions of reco~d, except that unpaid taxes, ass essments and any mortgage, oc-liens then outs ta nd ing on the Target Tract sha ll bte discharged irom the pu rch aae price proceeds paya ble by Deve_loper hereu11der, NondellquP-nt re11l property l:axe, ah.:i ll be r,ro rat.ad as of th e date the deed I a recorded. Torget ,;hall hi,ar t he coa t of an AL1'A Owner'• Standard Policy or ti t lc lnsur11nce, which ah11ll b"' doliverod to r.he huy"r at closing, and 11ny exclse taxes or documenlary or st11mp lllKP~ i mpo sed in connection wlth the sale. Purchaser and Targe._ shall P./\ch be11r 50\ of all other closing costs lnc1udlnq escrow 11nd recording feeA. Notwithstanding any other terms or con,l!tlon~ of this Option to Purchase, this Option shall termlnat~ and be null ~nd void on September 30, 2006. 38 -' -. -• OPERATION AND EASEMENT AGREEMENT BETW8EN DAYTON HUDSON CORPORATION AND BCE DEVELOPMENT INC. IN WITNESS WHEREOF, the Parties have caused this OEA to be exe- cuted effective as of the day and year first above written. By ________ _ Name Title ___________ _ ATTEST: By Nam_e ____________ _ ~· i tle )9 ("Target") By (-~~ Name Ti t~l~e---.,~~ ... ...,,~u:,...,,;~iiJ\i=,~.,,------f S,. Hti Fnndt11i $:bJp,/S,,,,H __________ , ·---J • • OPERATION AHO EAS&HENT AGREEMENT BETl'IE&lf DAYTON HUDSON ~ORPORATION I\N!I BCE DEVE~OPMENT INC. IN WITNESS WHEREOF, cuted effective Pa ~tiea have ca~sei thi~ OEA to be exe- da y and year firat above written. 1.•oev iop r •1 :!m=e-\:P-¾si':niii'n;>'6,o,\,l=r .......:--- Title ATTEST : 67. :: .. ~$ T1 tle • · 39 l"Target"I By Na me T it~l-e __________ _ ATTEST, By --------------Ila me Title ----------- • STATE OF Ml NNESOTA ) )SS COUNTY OF HEHNEP!N ) ... , --..__----~-----• On this j}J:!.J__ day of /',~11c,.,,,l,,p· , 19~, before me, a Notary Publir. ~ithin and for said county, personally appe.sred Jack D. Fontaine , and Hl)]jam p Hise , to me personally known, being edch by me duly sworn, did .say that they are respectively the f~;-gHcstbm 18t~ft100 and Assistant Scceet.ry of Dayton Hud so n Corporatjgn , and that said instrument w.ss r,iga,?d in behalf of said corporation ~ by authority of its noard of Directors and .....1ill_Q rontafne LD and William P. Hise acknowledged .5aid instrument to be er-the free act and de~d of said corporation, N ...0 :Q STATE OF {)-f,,d .•• 1f...:.:i ' )SS CuUtlTY OF~ . ) On this day of ~i,,C._, 19~ before me, a Not:iry Public wit h~n and for said county, persr>r,ally app.,ared {A) ,l , 1-.,../4~, and __________ , to me per5,.:rn ap knc-wn, buin~ coch by mo duly sworn, did say that ¥~-~~y tl10 ~~le-fr ,-... .}.~~-0*1:r..n!',b!-(?C ](E ~,.,...,J: 1".'::< • , .,nd ti.,;{~Jn,iluuna,{t wua ei<Jnod in behnl{ ot ea.id corpo·ratlon by authority of its Doard oC Directors and ?v-- ~...........,__= = .......,___ 11cknc,wledg'!d Bdid instrument ~o b,:, the free ac~ and deed of ~3id corporation. Notary Public r l l co rr- U) a-- N • • EXHIBIT "A" Lot 4 of Survey rvcorded in Volume 52 of Surveys page 220 under King County Recording No. 8612129019, Situate in the County of King, State of Washington. ···---·-------------------------1 : .. ',• . · .... •.· ~-:, . . .. . , , ·J:.f•· . .. ~ ..... :: '. , .. :: .. l, .. - '·"' ~I • c,• •• -•·· ~· .... , •· .. . -.,.') , . . , .. -:_~- • 30618 EXHBI IT B TO • OPERATION AND EASEMENT AGREEMENT (DEVELOPER TRACT) Lot~ 2 and 3 of Survey recorded in Volume 52 of Surveys page 220 under king County Recording No. 8612129019, Situate in the County of King, State of Wa:.hington. • EXHIBIT C SUBMISSION GUIDELINES • l. curing the conceptual desi gn phase, the constructing party s~all submit to the other parties the fol~owing1 A. site Design Documents to Indicate the Following, Parking configurations and car parking count Typical bay width and stall dimensions Drive widths Setbacks curb cuts Spot elevations or rough conto~rs Rough landscape scope Lighting pole locations Preliminary utility strategies B. Building Degign Single Line Plans to Indicate the Pollowi,g: Exterior wall configuration Doors and store front exlent Canopies ~nd overhangs Probable c.olumn locationa at exterior and Abutting our building on interior c. Exterior ~l~vatlon Drawinga to Indicate the Pollowing1 Opaque wall areas with doors and atora fronts 2. After approval ha& b11nn granted ol conce·ptual deaign phase submitted .ln accordance wi~.h tho guldelinee speci fied in l above, tho conetructing party ehall eubmit final design phaa~ plana to the othor parti~~ aa follow•, ~-Sita Design Documents Delineatir.g Information Outlined in the Concept Phaae w1 th the .P'ollowinl) Added> Detllil 1 l r----·--· _j 8. • • Refined grsdinq plans Selected lighting fixtures and resultant lighting levels in foot. candles Landscaping showing generic plantin!J materials and locations Proposed paving section designs and location Utility layouts including hydrants and aizes proposed Froposed details for curbs, site atructurea, manho- les, etc. Proposed site signage designs and locations Building Design Plans Delineating Information outlined in the Concept Pha~e with the Following Added Detail, Exterior wall thicknesses Structural columns or b·ea:-ing w~lls at building exterior and proposed foundation design at adjoining wall between abutting bu111inga Where common foo ti ngo are to be shared provide wall or column l oad Informat ion for design of ttat f coting P reposed roof plan sho,,.i ng a lopes and locat ion of penthouses or other majo r mechanical equi pment References of key flashing details of roof to adjoining building C. Exterior El i,ve t ior, •ra,,.ings •elinea Ung Info rmation Outlined !n the Concopt Phnnc with the Pollowing Ad dod Detail, Propos.,,t building sign standards Paint c olo r chlpo 411 d 1111mplol'I oC ot hor materials such au brick or conc re tu aggrogatra (glo ss or alu- m1num tl ntshn~ may be annotated on the elavationa) Proposed large scale dotaila of key section conditions to show eKterior design intent 2 --------1 _j co a- lf) a- C--.J ... !J ·.o r ·-···--- 3 . • • Maj~r penthouses or rooftop equipment profiles Features such as special masonry patterns, band • or social materials and textures ,. Rain leaders or scuppers Wall sections at v~r loua e~ter i o r locations inpluding at the demising wall to tho a djo in i.ng building with · key ver- tical dimensinning lf a bu llding i s t o ha ve a thro ugh-t he-wall p&di!l!lt..r l.an access connec ti o n t o a n a d j oln i ng b 1,1 ild i n9, th&n the fl n al design phaae su bml s.sion shal l 41,Jo i nclude (to the owne r of such adjoi nin g build i n 9) t he fo,Uowing: Plana of the pedestrian mall circulation showing any variations in floor elevations Elevations/sections of the pr.opo s ed mall · space showing store front s i gn bulkheads and k ey dlmensiqns Proposed celling design including sp&cial feat'ures such as variations in helght or skylights Floor material patterns Landscaping and mall seating areas Proposed interior sign guidelines Paint color c:h!ps an d s am p l es of o ther 11111terl11l.s such 4.!I brick or concrete a gg reg a t e s (glass or aluminum finishes may be an not~t e d on the p lans or eleva tions) Proposed lnrge 9cftle details of key section condition• to ahow interior design !ntent ~. •rhe conatructln9 p11rty ohidl provide the other parUea with a compl<ttt' ••tt of hid doc um l\~a tor the building and/or improve- ments to he locatod upon ltu Tract. ·-···-· ·--------------. --4 co a-- Li) cr- (\J -CJ .(j • :;•· .. " i\ 'j 11 -( __ ·i' . _,,,1 ~ll ,1h..-,,:--,:, " 1 ·--- ~ -~ !·-; •. I ,,, ' ,-,._ ., 8: • lt------f--II -~ -~ 4-~ --;ii --_J!T-t1r:', :,· '~~ ~-!I'.:_! ' ·, ,. ~· ·--·-----------.. --- • Recorded at the Requeat of and after Reco rding Return to .~Fl'ER l!E:r.ono ri-m lUIL TO rt U~~~tl <, Tou~l~y, £H~, Tousl'!Y, Btllh, Reinhardsen r. alack Suite 1700 720 Olive Way S~attlo, Washington 98101-1661 No!F.NDMEll'I' 110. l '.t'O ,: ' ·, • "" ' ,' LX{:l~c r ,•11 f""-r: . 0 ,, ,/\ ,v I r(I• (Jll lr,r !) ., 1 C:>. _R o,u~ o,.;;~.0~1'\L _ ·-,~· -~-...... t-.•··· 87••04,•0i! ~Ecn F CA$HSL I ::, 2:-IH270 I) ~.o'il1 ,. -.-0-t +.--r20.~ i-.J~=· _.., . t!!. o,n•·\ < ~:-,.-,~ .b.. ~ OPERATrON A:;o EA.SEMENT >.GREEMEN'I; C-•,-~~~ ...... ~;·..:_§ r. ;:.:_:;~. ;g This /o.Hl'a!DMEN'I' NO. l TO Ol>EAATION AND . EASfl•!Elli•i ~ A<lREEMENT, mada and entered Into as o,t the 7th day o!. ·• April, l987, h by and between DAYTON HUDSON CORPORA'l)ION;',. a Minnesota corporation ("Tatl)C·L"), BCE D!Vl!:LOPMENT INC., a Delaware corporation ("Developer") and TOYS "R" US, · INC., a Delaware corporation ("Toys•). ' Target and Developer are parties to· that cer~•i~~ OpcrJtlon and . Eanemenl AQreement made and entered into es : a[ the 19th day of December, 1986, and rocorded under: · Recording No. 8612191598 In the records o~ the Department of Records and Elections oC King County, Washington ('the "OEA"). Except na speciflcnlly defined heraln, c~pltalize~ terms horein have the same meaning as set forth In tho OF.A. Developer hna sold a portion of the neveloper Tract to Toys and the parties wlsh to amend th~ OE>. to admit Toys an a Party and to otherwise amend the OU in certain respects in connection ther:ewith, NOW, THERF.FORE, for and In consideration of the ' premise~ and the covenants and agreements hereinafter ~set forth, the parties hereto do hereby amend the OEA and j agree as follows: :. 1. Toys, the owner of tho tract of land described on Exhlblt 8-1 attached hereto ("Toya Tract~) _ a~d Identified as such on the Site Plan attached her•to •~ Rxhlbit x, la hereby admitted aa a Party for all purp~~~s of th·a OEA. i , iho Toya T ract la h11raby ramov1d from t.ha ' O~veloper Tr act and E~hlb!t R to the OE~ I" deleted and In its plac• la aubaLltuted lxhlblt B attached hereto. I Exhibit X to the DEA ID deleted and ln itm place la i aull~tlt utad Exh lblt X att~ched hereto, Roferencu ln thft (t' ~\ 1 OEA to the TarQet Tract, the Devolopar Tract and th• Toya .~1 Tract, roapectlvely, ~nail mean the areas ld•ntitl•d 11 auch on the Site Pl an atttchad ~ereto ea lxhlblt x , 0J/09/87 J518B ..... <_ h··•·U••=·' .l.,... r - • • •.•, I ·I ·i 3. Section 2 .4 of, th11 OP.-' ill amended !l>Y ch11nging "thirty (30) foot• to •twenty-~ive (25) foot• ip the second line . ~\. . 4. Section J.3(B) of the OEA is ilmen'dijd by changing all references to "Dev11loper and 'llarg'qb" or to "Target and Developer• to read "Developer ~nd T~rget and Toys" and by deleting the last sentence of 'tha:Section and substituting in its place: :-: ·· ~ :t Notwithstanding anything contained' .het'liin, the partie~ aclrnowleclge that (i) they are familiar with the "Target Retail Store• and agree that Target shall not be obliga~ed to subrni t Plans with respect to such ·type of building, and (ii) that they have reviewed those certain plans known as sheet· l of 4, revision No.l, dated 2/26/87 monument aign, revision No. 2 pylon sign, Fed•ral WaY.• Grading Plar. as prepar•d by Stepan and Associates as it pertains to the location and size of signs, and thoae certa_in pijans known as the fourth rovlsion, a qenera,_l revblqn, of Toys' Drawlng A-3·, el111vat'1ons, Issued December-23, U86., previous rev;hlon No. 3 dated March 16, 1987, and h1~e ~ approved (~nd wal11ed further ri9ht'. to•· disaapprove) conatructlon.in accor~ with sarne. ' ' b ;•: s. Section 3.3(C) of the OEA is a~ended by deleting "the THget Tract and the Develo pe'r Tfa.c t• from the third line and substituting •their re 9p~ctive Tracts•. . ' 6. In Section 3.3(D) and Section J.J(E) of the OEA, references t.o the "Developer Tract• are he··r-eby amended to read "the Developer Tract and thd Toy,11 Tract• and references to "Developer• are hereby amended: to read "De11eloper attd Toys•. 7, Subparagraph (iii) is added to Section J.3(0) of the OEA as follows: (Ill) Toya Tract 30' 8. section 5,l(B) of the OEA i• oolet •cl and in lta place la aubatltuted the following: 03/09/87 3518B (B) The following uae and occupari.cy ro•trlctlona shall~• 1pplic1bl• to th•- nevtlop•r Tract1 ' · (I) No restaurant ahall bi loc•ted thereon within 150 feet of the Tar_get Tract ind n~ r e ataurant e xceeding ~.500 11quar a feet of the P'loor Area '1haii. be located in th • loc1tlon cro 11 1 ~at~hed on the Site Plan; 'I ·.--~;,.., -t.,...i.'d::!iiti;Jfif'!ilii/iiiiiijii;;.,;:.;111ili~,::-.-:a:i-----------:: .. -;:_7,:-, :-.::-=-.=~.--::.._.::=:~.::: .. ~-~-----•••j ·. I "~. J. I~ • • J ~- .\- (ii) No junior d~partment 5tore end/or apparel star~ exceeding ~o.ooo square feet of Floor Area shall'~e p-,rmitted; (ill) No children's clothing store exceeding 3,500 square feet of Floor Area shall be permitted; and (iv) ·No toy store shall be permitted. 9. New Section(!) ia added to Sectl~n 5.3 of the OEA 18 follows: l· (E) •o twJthntanding anything 11x>vo to the contrary, 'Developer and T1r9e~ .h~roby a,,iree that Toys :shall b1111 p11rmitt11d ~o erect a Creestandlnq or pylon at,,in in ~he atea shown on the Site Pian and hereb~ ap~rove th e u~e by Toya of Lts standard P'J'ototype dontJ(lcatlon ai9n. 10. Section 6·.4 of the 01!:A ia 1n/tnd~d by 1ddin9 Toya• addreas lmmediatl!ly below Developer•;a ail~reas, 11 fol lows: , follows: 03/09/87 l5l8B Toya: Toya "R"i Ua, ,Inc. 39~ West Pas~alc street Rochell• Park, NJ 07662 Attn: President 11, New Section B.2 is added to the OEA aa e.2 Option to Purchase, If Toys ceases to opornto 1n aubst1nti1lly tho entire building on the Toy • Tract, a ~oy atore of the style and quallty of the:Toys Stora initially operated in •uch bulld!no an~ 11 chan~ed erom tlm• to tlm• by Toy • ,nd ltH policies [provided that ToyB ahall nnt be deemed not so to be oper1tin,,i the ;Toya Store l! the bulldin,,i on the Toy• Tu.i;t la temporarily not open Car ·buain•••"~oleJy by reason ct renovation or r1mod•lin9 .(but not in 11xc1ss of 111 con1ecutlv1 mont~•) or by '8ason or recon1t.ru0t1on of the Ttf>ya s.tore buildin,,i •~ 1 reault of dam19e or i . -i de •tructiun (but not in 11ce11 of,l2 3 I I. ' .-. g, .'1·· .. d J. . ( • 03/09/87 351811 -i: ; .. ;, :; ' • :•· -~· j'. ;·'): 1, 1f' .... conMecutlve calendar months ~!t~ the event o! dama90 or doatructlnn)l, the bwner of tho Dl!lVOlop,;,c•e Tract ahall h'il""I th~ right, whlch m~y be exerc1ac~ by w~itt~n notice (o "Purcha&e Notice•) to Toya within one year aft~r the date Toy$ ceaae, t~ ope~ato substantially the nntiro floor a.-ea ot Its bu. ldi 09, to e loct to purch'liso the To.)'s Tract and all Improvements a~d appurtenbnc e s thereon (colJecttv·cly, the "·Toyrf Pro·perty"J, u :set !Otth in this Attlclt-: pt!ovidod, howovcr, ,thot thh option ah"lll H not apply to a sale of tho Toys Tract to ~ny ;entit_y owned or contt~Jl&d by Toya or in the '11Vent Toys sell., 1 ma j'or:lty of its Toy,r 11tol"es in the wo,tern Wash! n9ton area to one p\.i:rchaetlr, In oddltlon, prlor to exerci !i ln9•:lta option to purchua u aol forth In thla AQraemont, De11elop11r 11hall 9lv11, i•oy:, 11ixty (•60) d1tyJ no tice otter the •xplr,tlon ot th• twalve month:s of non-oporatinn of it:s intent to exorche th15 option, ot which tjmo Toye .,h~l I hove tha rlqht to raopon t tt e Toys Storo ond · thl:s option 1holl ~• null ~nd void until s uch tlmo es Toys coasos to oporot1 ea do!inad hero,ln for I porlod o! t welve (12) consecutive months and Toya hu b•en Qiven 5 l xty (60) daye written notlce i provided , ho..,ove r, that if Toys ma kas • publ'ic annou ncement that it l o cloelnQ t hJ:s Toys Stace , the :sixty (60) day notice •a defined ho :eln shell be reduced to f1Cteen (15) da ys. Th o Toys Property eholl not include Toy ,• moveablo tredo tlxtur11s , 11!9.ns or other pot:sonol pro per t y, It the o wnor o f t h o 011'V elopor":s Tr11ct (hor11lnaftec referred to a, the "Purehaaer") 10 elects to purchaDo the Toy& Property , the purch,~o p ri ce aholl be the Calr mar k•t value ot the Toya Prop~rty as d11tormlned by appr11~~1 ~s hereinafter provldad, The Putcha~• Nolle•, to be ortoctlvo, shall ns ma an appral,~r "el11 c_ted by the Purchnser who shall be a me mbor oC the An1 11rlc1n triatltu'te oC Rea l totate Appralaor • and 1h1ll h,ve hid at l•••t !ivo year, experience in apprai3lnQ conim.rc!al real property , Tor purpo1es ot thJ 1 Section 8 .1, •t,ir morket value• shall mean tho price 1t ~hloh th• Toyo Pr.oporty could be aold by on• who desires, but Is not required to 1111, and S• •ought by ono who ,. • ; .)·1, .... - • • 03/09/87 3!1188 I \ ,. ~I • rluire •, but. l •· not nquitld to buy, .ii\tter due considaatlo,i of 1111 the alamtinta•\" rensonably atrectln; Yalu~. Wlthth fVft11n ( 1~) days from the rl•t• that Toy • 1.ah1l<1l hlYI rac1IYed the Purehas~ Hotict, Toyi 1h111 solect an appraiser ;ind g!Ya Purcriasar1°- notice in writing, of the name and qualification~ of the appraiser so aolocted, Toys' appraiser ahall haYo'tho same qualifications as sat forth above:in connection with the Purchaser's apprai~~r. In th~ event Toys fails to appoin~ it~I appralaer within said !!!teen (15Y da~ -prulod, then P1uchaser may request" ap·pointment of !!II.Joh eppta ·l.ser by the then Chief Judge af the United States Diatiict court having jurisdi ction over the County of XinQ . ln the State of WashinQton, actjng In his porsonal, priv,11ta capacity, and nelthe_r Purchaser nor Toys 5hall raise ~ny quoation 11• to such Judge's full p.ower ind · • juri.sdiction t .o entertain the appH~•~lon and make the appointment. , , The two appraisers so selected shall determine tha fair market volue of •tha Toys Property at a mootln9 wh4oh 1hall ~. hold In SootUa, Wu h in9ton, wlthln thJ rty· (30) days oC th e ~ppo!ntment of th• aecond 1ppr1iear, The appr~!aar1 shall contlnu, to consult at s uch ttmes a, they ~eom naceaaary for 11 f iE tcc n (t5) doy porlod from tha data or thalr tlrst me eting i n en attempt to ,;r•• on tho roir ma rket valuo ot the Toya Property. tr the two apprala,re ao selected are unable to a9ree on the C1ir market ,value of the Toys Property, tho two appTa!sera ahall, within ton (10) doyo of th• imadiately afore •ald fif•~•n (:5) day period !tom ~ha data of their flr •t meeting in •n attampt to •~roe on the fair market value of the Toys Property, If th• two appral.uu ao ulected :,re unable to agree on th • fair market ~alue of the Toya Property, the two appr~is•ra shall, within ten (10) days of the immod1.1t•ly atoraaaid flt teen (l!!) day period, :name , 1 third appraiser who ahall allo be II me·mber .,. ,., ,) ~ 4t '!..'11•.\ ,.,•\, ., ;/{• ,lr • • 03/09/87 35188 I • r· ·1 I. I·• :, or the American Institvte or ReaV Est~te Appraiser and shall have had at l~as~!five (~) ye1rs e~perie~~~ in appraising 1 convn.;,rchl real property, 'The th:r1111 f_ appralsars shall theraupon m1111t i~ S~attl•, Washinoton and continua to consult with each other at such times as they daem nece~11ry for a fifteen (l~l day period from tho date of the first meeting or the three.of them in an 1t~~mpt to 1graB on the t1ir m~rk ~ value o! the Toys Property .. In tho event hat two or m~re oC the a~pr1i1•r1 'ar1 not .able to reach •~reement as to the tair matke~·valua of tho Toys Property within fl!teon ~15) day • after ~h• [ir •t m•otlng of the t.hreo appraisers . than each appraiHr •h·,111 •ubmU his independent appulsal to Purch111e'r' ~nd Toya (which need only ba In letter lo~m) ,t1ting that (i) ha made an appralcal ·ot the Toys Property, (Ii) hi, appraisal as ti~ the fair market value o! the Toy • Property and (iii) the basis on which he made •uch an appra1sal, The three 1ndependent appraisals shall be added together and the resulting sum divided by three; the resulting qu6tient shall be the appraised fair market value of the Toys Property; provided, ho wever , lf the lowest appraisal nn d/or the highe3t appraisal are/is more than 25\ lower and/or higher than the middle appraisal, the lowest appraisal and/or the highest appraisal shall be disregarded, If only one appraisal is disregarded, th • remaining two appr1ls1l1 shall he added together Rnd their total divided by two1 the resulting quotient ahall be the appraised value of the proj~ct. If both the lowest appraiul and the .hl;h'aat appraisal are diare911rded becauae ·uch: varies more than 25\ from the middle · appralul, then the middle 1ppr •ia'1l iih1ll be ~eemed the fair market v•lue o~ th~·Toys Property, The appraiser of 1ppral~era, d•t•rmlnation of th• lair market v•1ue or the Toy • Property •hall be final and blndinQ upon th• p•rtie•, 1b11nt fraud or groi• error, !1ch party ahall bur the tee •,1nd axpanaea of it • own 1ppr1l11r ind the fee • and char;u of the third 1ppr •inr eha'll be borne equally by Purch11er ind Toya, 6 I t , ' -·--=...,:,..=;:;;::-:ffiiiiii~J:iii,;.;;;:.,; •.• --""T---------~-.:-:-.;'. ... :; __ =·:;-=:=-~.~-~~-~------~r ., ~"!~;., -,i • • ,: .. The .purchase of Toya' inter~st in the Toys Property ~hall be consunvna,ted throuqh an escrow established at a mutually acceptable title insuranc• company within sixty (60) days after cQmpletion of appraisal, The purcha1a priqa shall be payable in cash unl1tu othelwi11. •greed by Toys, Title to th• Toy1 Prop•rty 1h111 ba conveyed by Toys to Purchaser or its nominee by statutory warranty dttd 1uu1•ct to 111 easements, restrictions, covenants and conditions ot rec~rd, 1xc11pt that unpaid taxes, 1ssessment1 and any mortqages or liens the n outs tandi ng on th• Toys trac t sholl ba dischatg~a ttom th• purchas• price p ro c e•·ds p1yab l • by PUr c:h u or he'reund• r. Nondclinquent r eal prope r ty taxes fthal t bo proretod 11 11 o t t he dat e the ,deod , L• rocorded . Toy:s sh1l l bo r the ce·s t o( an ALTA Own•1'• standa rd Polley of title insur a nce, which ahall be d•livar11d to th e buyer at clo1in9, and any e lcl1•it1x11 or documentory or 1temp tl%11 imp011d in c:onnoet1on with th• ul •, Pl.lrehuer 1nd Toys ah1ll ••ch b••r ~O\ or 111 or th • closlno cost • including 11erow ind r1cordin9 fee~. ~otwith1t1ndino any other t•r~• •nd conditions ot th!a OptJon to Purch•••• thi1 Option shtll t1rminat11 and bt null and void on Soptombor 30, 2006. 12 . This Amondm1nt No . l may be e%1Cut •d in counterparts and each Party's execution or• count e rpart hereof ahall have the same force and of!ect 1s execution and delivery ot all counterpart, he reof, · ll. Except 1a 1m•nded he r e by , th e OEA i • unmodified and continu11 in full force and 11!!1ct, 03/09/87 3'lell ~: OAYTON HUOSON CORPORATION, :,~,,~ ' d . 'citta ,,. '-- 5,, ~ hvJidMI : ~;g,t~ 7 c' STATE Of COUNTY OF • • TOYS "R" US, INC., a DPlaware corporation By: By : ss. I certify that I know or have satisfactory evidence that ----,-,--,--,-~---,-----------1 igned thia instrument, on oa th stat ed that he was au thorized to execute the instrument and acknowledged it as the of DAYTON HUDSON CORPORATION to be the free and voluntary act of such party for the uaea and purposns mentioned in the Instrument, 03/09/67 BlBB Dat11d: Notary Public My appolntmant •xpir ,, 8 ~.4~~--- ,, ' ,.- ' . ,l /, 0 l'- N ..-f ["- 0 <:1' 0 l'- • • BCE D!VELOPMENT INC, , , a Delaware corporation I By: ,I By:-------------- TOYS "R" us, INC. I 8 Delaware corporation By: \.y , ,t), ,,. S,S?,.., •\ I • I 4-/ By: cn STATE OF 115. COUNTY OF _____ _ l certify that I know or have 11tl1t1ctory ev i d1 nc:a that --,-,--....,......,..---:--,-,,.-,,....-:,---,------..,...,.-,-· 11 g n ad th la instrument, on oath at1ted that ht w11 1uthorl1ed to executa the inatrum,nt and acknowledged it ab tha ot DAYTON HUDSON CORPORA _TION to be the !ree a nd volu n ta ry act ot auch party for the uaaa and purposes mentioned in the lnatrument, 03/09/87 35188 Dated: ___________ _ Notary Public My ap.,ointment explru· _____ _ 6 , ........ r---"l ;:z:;: a l i .•; ', ~ ( s. ··-i,' ,_.,, ;I. r s . ,l • STATE OF ..AUJJJJ~~ COUNTY OF l:k, f,HJ Cf'! I/ BCE D!VELOPMJ™r INC,, a Delaware corporation By; By: TOYS "R" US, INC,, a Delawace corporation By: By: ) ) ) ss . - I certify t or h~ve 11tl1tactory evidence that , 1l9ned this instrument, on 01th st a ted tha t ho was author zed to e ocu tho nst ru ent and acknowledged it as the '-"u.I.U.OLJ..J."°,....;:..J.Jl:J~i,..,,,U'dJ,r o! DAYTON HUDSON CORPORATION to be and luntacy act of such party tor the uses and purposes mentioned in the instrument. Dated : __ ,$=-=--=J=S_--"-8+-,1 __ _ NotA7l( Publ le ~ My appolntm•nt n:plres ..S:{1·fl OJ/09187 lSlSI! e ...... ,_,.._ .. , .... l ' • • fncui11cl! (){" btll IIStl C:,._u,-,f,1A 61'..,'l'E or lf.ll~ltt1fflrelf-) V1tt-1~~w~ l 35 • · COUNT'! OF ~ ) I certify that I know or have satisfactory evidence that OoQpld R. 111)!11<.r o · and -.1 11""'" H. r.tndloy :s i gned th i:s i ristrument, on oath stated that they were authorized bo oxecute the instrument and icknowledr,ied it III the ' .', Vk11-Pro11idi,nt, Shoppinq •:ontrcs anCI f:xoc u tiyo Yice~Pn Al .don t , i:-o 't'p<>rat•, respectively, of BC! DEVELOPMENT INC. to be the free and voluntary act of such party for the u•ea and purpose• mentioned in the instrument, STATE 01' 13 , 1987 • \ 110±¥:~c f ~~~co vln<:o or Britl11h Columbia My appointment expires •~ tTor M;,,19 •;y 's rtoosuro , -------SS, COUNT'! OP' I carti!y that I know or have satiatactory evidonc:e that ------------r---:--:-:C"'I""--. a·nd ~I9nod t h !~ i nstrument, on oa th at1tod that they were authoriwad to oxocute the instrument and acknowledr,ied it a • the rospe-ctively, of voluntary ac:t of mentioned in the Dat1>d; and TO'lS "R" ~u~s-.---=t ~N~c-.---=t-o---=b-.---=t~h-e--:t:-r~e and such party tor the uses and purpo8ea instrument, ------------ 03/09/87 BlSB Not ary Pub! le My appointment •xpire1 _. _____ _ 9 -... ~.~-jif,~,::;-;:;;:=, ,..,..r;:-.-:--. -,-----------,,---_..,...,, -,-J--.;p:: ..... ~~-' ) . , • STATE OF WASHINGTON COUNT'i OF KING • ss . I certify that I know or hava •atisfactory ' evidence that _______________ ~nd sionad this instrument, on 011th st at ed t hat thoy wen, authorized to executet1the instrument and acknowledged it as the and ---------~• respec ti vely , o( ~€£ D!V!LOPMgNT fNC. to be the lr•e 1nd voluntary act ot such party toe t h e Uttl and pu rp01 •a mentioned in the inatcument. Dated: ____ _ Notary Public My appointment expires _____ _ STATE or Akal :::foa'.t '/ • COUNTY OF 8e C6£rJ r j ss . I cert-iJx ~_hyt r ,,-nn ol ~vp la):isfnctory evidence that -LY./.u!Mi fc,b!JJJl_ llA_L_f.().._/ and ----,-,----,----,--__________ s.ignW this l nstrument, on oath stated tha t they were a uthori zed to execute the j nstrume..n_: an;f!,,.atjno;,,,l odoed it a:s the .Jf::• ,J. p. -15 IA!,..~ and re~pectivaly, o f TOYS "R" us, IIIC. to be the fr ee i nd voluntary act or such party for the uses and purposes mentioned in the Instrument, 03/09/87 Bl SB Dat •d:~ 1/, l'rnJ f<>.L•·t.1 al ~0-{,uJ} llotar yunfubli c My lppolntment upl ru /l--/flqo RCX -~NNE MO~RUL NO!At.Y fU:Jl !C Of IICW JE.~~tY My C~mm11~on Elpirn we , 4, 1990 9 I . ' . i ~ .... ,· T f'. ; I' J . .. ?"] ·, t ; I .. • EXHIBlT A TO AMENDMENT NO, TO O~ERATION AND EASEMENT AGREEMENT • Lot 4 of Surv~y recorded In Volumt 52 of Survey, pa;, 220 undtr Xln9 Countr Recording No . 8612129019. Sltuate in tha County of Kln9, State of Waahinoton, ·r ·'· ~-·. I I '. I ,·· '. ~~-rr-.L..----=~~l!llliilillii<ii'!~::-:--:-----~-~:-,!:"-'-:-:. -::::-::rr:-~ .. ~::..:X=r:"'f!'l.~ •. -~-----t~l ' .,. -. .,,.,;;011 •!1llJ<ll'l4-l,I.!,.' -----.... f ,l I • EXHIBIT B TO AMENDMENT NO. 1 TO • OPERATION AND EASEMENT AGREEMENT De veloper Tuct Lot i o! Survey record1d in Volume 52 or Surveys poye llO under KlnQ County RecardlnQ No, 861.!129019, Situat• in tho County of XinQ, State of Wairhin9t,,n, •, . . , " ., ,. " ,. ,.;i. ,r---11-----::=~.-;,:;:..,;-;.,;;;_;:;;;.i;j,di(:Jlii:l'.iiliiiiiiiiiia::o~IJlliiti .. ;;;i.ltif w;:::;;::.::;;.:=-:-:.,-:-. --,-------~.:i-,-,.,~~:m:::umu=ti::,:1,o::ai1T--'l':,!!J!=-°--.,.i:~~i i • ,f • EXHIBIT B-1 TO AMENDMENT NO. 1 • ' ·'· TO .. OPERATION AND EASEMENT AGREEMENT Toys Tr a c t Lot 3 of Survey r•corded in Volume 52 of Surveys pa9 e 220 under Kin9 County Recordin9 No. 8612129019, Situate in the County of King, State of \'lash i 119ton. 'i'"~ fi ·tt ·f ·1 I; t i , l , ! ·, i ,•. -~ '' H J .: ( ; •• ·=.,, n -, • ~ ~~+---it-t--+.--t! ; • I i g \ ... --~ --.., .. !·•' :. • ,, ,. ,, k, Jii 1 f ~~j /1 - ~ 1. l I ~ ·~•J.-.. .... ~• ·- 1.•·.:1 .,, ,, ,, I ;. •' -; •'• ?, ; . ,. -• fl J I. After Recording, Retum to: ~fia:pnon S.pem, Esq. _La$her Holzapf~I Sperry & Ebberson PLLC ,./ 60·1 U,nio·~ Streit, #2600 .• , ./,.,· s·eatifo, WA 9:3101'.4000. . .-. . .. !.-·· , ... -····' ., ;• ,,·· II ,i II ; i I I ·20-1''0122200093 7 .CHICAGO TITLE EAS 71.00 PAGE-091 OF 010 1212i12010 12: 32 l<lNG COU~T.Y, IJA ' / . -·••. :·sEcoND AMENDMENT to OPERATION AND ·EiSEMENi AGREEMENT. .. Refererfce Nos.: Owpers: · .......... , .. · Abbr: Legal .for/Lot 2: Abbr. Legal for Lot 4: .•• · •:,·' A.PN for Lot 2: APN for Lot 4 : p081 J\Tl2516l.DOC) (Final) . : .. -.,•· 861291598; and 8707150889 ,. "" - HILLSIDE PLAZA ASSoci.tXTES .. LLc···~-' ' a Washington jjmited liability co.mpnny ·(as to L,ot 2) ... ···;· .. ~AL-DO COMPANY, INC. a· Washington corporation (as to Lot 4) PTN·OF.THE NE¼ OF THE SW¼ OF SEC. 9-21-4 -(s.ee Exhibit "A'!. for full lcgnl description) :PTN ·oF -rm.: NE ½ OF THE sw ¼ OF SEC. 9-21-4 . (sec ;'Exhibit "C" fo~ fulflcg.i ,l:d~crlption) r,';:\ ' @, 0.92104~9053:.09 ... , .. ·· 092104-90:1 7-04 ·.•· CHICAGO.TITLE INS . CO. "REf# I 31853 -z. -G ....... Page I 6f8 •! t SECOND AMENDMENT TO OPERATION Ml) EASEMENT AGREEMENT / •'This SECOND AMENDMENT TO OPERATION AND EASE:MENT AGREEMENT _ .. ·· (the "Secdnd Amen:a·rncnt") is made effective the 17 th day of December, 2010 (the ''Effective . . . bate") by and between HU:.LSIDE''.PLAZA ASSOCL<\ TES LLC, a Washington limited Iiabifity '. ~_o.rapant ("RPA").-and . P.1\L-J?'O COt41'ANY 1 INC., a Washington cmporation ("PDC") (HPA and PDC n:fay e.a~n be refetrecl lO as a '1parry°"an4 collectively as the "p?rties"). A. -HPA f; the iegafowner of.the lo·t in . Federal Way, WA legally described 0 in Exhibit "A" atta.ched hereto and riJ.~d~ a par:t hereof (her~fhaft,.er/'L,Q!.1"). B . PDC is the legal owne/of.the lot jn Fegeral Way, WA 16gally described in Exhibit "B" attached hereto and made a part hereof (her~ina~~r, 1'1!.o~:is"), ·. . . .·· r··-·" . ' ' C. . ~ot 2 and Lot 4 (collectively, "J,ots'!)"iu:e cw.,rently subject to a.n Oper{rtfon and Easemcnt ,Agreement between Dayton Hudson -Corponitlon and BCE D~velopmenl, foe.• rpade a.nd ente.red into as .of December 19, 1986 and recorded undez: Kirig ·eot:mty Auditoh F.ile No . 8612 I 9 f 598 .as -.subs~quently modified by Amendment No .. I feco'~de~.-und_er King Audjtors File No. 87040Y27O: (th~ "OEA"). ·· · · · · · n: 'ffi>A.• and_Ppc are successors-in-interest to the ()EA .-ilu-9tlgh their respective pmchase of.$e Lois. .. . ' . . .. ·. !•·· . E. .The partl~s l)OW wish _tQ. amend the OEA, · •. \,; •••• : • . ,.i•" F. Any and . all ref erenc~s to the owners of the Lots shall hereinafter include the respective successt>rs and/~r· assign.s'tbereof: NOW, THEREFORE; in cg,psideration of the .mutual promises and covenants contained herein, and other valuable consideration;_. the· receipt :·a.np sufficiency of which are hereby acknowledged, the parties hereby agree as:follo,vs: ·· AGREEMENT :' . . .. •. I. Amendments to OEA . Pursu~t to'Sectiop 6. I 4 of the OE,A, 9Te ·parties hereby amend the OEA as of the Effective Date as follows: a. The building height restrictions, set forth uncl_er Sectioas 3J(G)(iJ arid (fi) of the OEA, are hereby deleted from the OEA and no longer of. nny fore~ or ·effect : Notwithstanding the foregoing, no mechanical equipment or similar appurienant ,sfr1.1ct1.1re located " · (208l l\T115163.DOC} (Final) P;ige2 of a . ·' "•,., ... ,,• on _ the·-roof of a building shall extend upward above the top of the building more than five feet (5 ;), prov1dc!i that the foregoing prohibition sb~ll not apply to any mechanical equipment or ~imilar appu!i e'nant structure existing as of the date of this Second Amendment. ,,•· ·:· ., ., J, .... ·•"The following provisions of the OEA arc hereby deleted and of no further :f0rce or .effect : Sections 3·1(E)(c){3::Z-re)(d), and 3.2(E)(e) inclusive of the two (2) paragraphs :· .. th1/tenfter a_ntl oe.fo~e··section 3.2(}'). . . <' . . C. -' Se<;ctiOIJ,5 5.1 (A')x {B), (C); arid (D) are deleted and in substitution thereof is the following:_ ~ . . .· , ...... . , .. ·· .... (208l l\Tl25163 .DOC) (Finni) No p<¥t of .th,e Shopping Center shall be used for uses other than ·-re ta il · sales or . ·retail.. services 9r commercial purposes. Not;with ~tanding th~ foregoing, the }oil.owing uses shall not be petmitt.ed iq. the Shoppi~g Cerit~r: ' .i (i) Any 1-)'Se y.,hieh emits an ·obn ~xio,;t.S ,.odor, noise, or sound which can Be heard · ar ~rnell~tl oliisi!if of art)( buildin-g-ui the Shopping Center; .provided · howev~r, that tltis proqjbitiqr:i' s~ll not prohibit a paging systemi' t:i. r~tall!an~,•·tavem.or'b~; (ii) Ally operation prirnarily°used as ;·~ehouse operation and any assembling, manufacturing, ·-distilling, refining) smelting, agricultural, . or mitring operation, 'prov ided .·however that a restaurant, ta vern or bar that distills alcoholic hev.ei-ages on-si te, s4ch as a brewpub, shall be permitted; (iii),... Any. mobile home park, trailer court, labor camp, junkyard, 6r stockyarcj'_-(except that this provision shall not prohibit the t~mppfary use of construction trailers during periods of construction, :reconstruction, or maintenance); ·_(iv) .. Any dumpi_ng, disposi'ng, incineration, or reduction of garbag~.-(exclusi•/e of garbage compactors located in the rear. of any build'ing); . . .. .: "' . ,.• .,•· (v) Any fire ·· ~ale, bankruptcy s'ale_.(unless.;pursu~t to a court order) or auction hquse _.C:lperation;. ' :. (vi) Any automobile, tru~k, tiai ler or -· :R..V .. -sales,·, le ~sing, display, or repair; (vii) Any mortuary; and ,~• ·• Page 3 6f 8 _. , ,•· t.: .! .. , .. (viii) Any establishment selling or exhibiting pornographic materials . ........ 1• -: ',., ··"(B} No merchandise, equipment, or services shall be displayed, offered for s?,le Qr (ease; qr stored within the Common Area; provided however, .· ···t~at tpe .foreg o (ng prohibition shaJI not be applicable to (i) the storage of ~hoppici'g ca~; (ii) µ1f!-display and sale of retail products on the sidewalk ., in fyont :of a hµ1~Eijng; (iij)' t~mporary Shopping Center promotions; or (iv) .-p~nnqflent storage wi{n'iri. rhe _¢omrnon Area not to exceed four thqusand ... (4,0Q0) square feet on· i,_ot 2 and not to exceed four thousand (4,000) squ,ire f~et on cLot 1:. ;· : ,;; .· . d. Notwithstanding,. an)'thing· i~·th~ OEA. or thi.s Second Amendment to the contrary, structures where a residenc.e' is .-n patt (i.e., ~partm~nl, cond_pminium, and mixed-used building with a residence) may be-~6nstiucted upot}'tot ,2 ~1d/or Lot 4; provided, however, no mobile home park, trailer court, or the 'Jik1f miiy be maintained or •'peni).itt_ed on Lot 2 or .Lot 4 except for the temporary use of con·struction ... l.fa.i lers during . p'eriods •··•of consfruction, reconstruc.tion, or maintenance. Prior to BIJY c.onstructfon. and upon appr(1 .val pf c9iistti).ction drawings: for any structure with a residence, hy .. lhe _<Sity of .-Federal.. .WaY.-or · applicable admini~.frativ~·i;:,ffice ~: the owners of lhe lot being improved sl}all pay tjl~ owned' of' the,;-otbcr lot collec.tively ·a 6ne-time lump-sum fee of Two Hundred Thoµsan ·o pollars' ($200;000) (the ''Resi'dentiill C on.~tr~c tion Fee" or "RCF") for the privilege of.con·s~ctigg a ~esj dence. For pw:poses ·of clarification and by way of example, the owners of Lot 2"would b¢ obligated to pay tM owners l-,ot 4 . an , RCF upon approval of construction drawings for . th~-CO!}struction of a residence·1.1pon I..,6t 2. Li!w,vise, the owners of Lot 4 .would be ·obligated to pay-Jhe owners ofLot 2 a:fr RCF uporrapprovaf of construction drawings for the constrt.1ction 0f a resid.ence upon Lot 4. Once ah RGF h.ru{ been p~d, no additiona! RCFs will be due or payable for any construction of an additional residenc~ __ ~n the. same· lot. Any breach of this Section i (f) shall constitute a breach of the OEA. / NotwitJ:istanding the fbrcgoing_/ihe RCF shall be adjusted to r~flect the increase, if any, in the Consumer Price Jnde_i, Ali Items, 1.-982::8~ = I 00 for All Urban Consu.Iilers (CPI-U) for the Seanle-Taco~~ AI,e,a., ,as current!~ publi.sh~d b~'.q1e United Sta_tes Department of Labor, Bureau of Labor StatJst.Jcs. The _base pe_IJod, fur purposes of·such adJustmenls shall be December, 2010. Eac h base period snal l th~n bt{ used fcir t;:ompafison purposes, and any adjustment in the RCF shall be effective begi:nning · on~ (15 ye;fr from the "date of this Second Amendment and on the same day of each year thereaficJ . S.nou)'d the Index_. liste9 above be discontinued, the parties shall select and use another cc;immeroi ·a11y ··equ'i°val.ent ·fndex th-n_t reflects consumer prices. In no event shall the RCF be less than $200,000, [BALANCE OF PAGE LEFT BLANKJ .... {2081 JITJ2Sl 63.DOC) (Fino!) Page 4 of8 ... ,. , •, .... , i 2. Counteroarts. Thls Second Amendment may be executed in any number of counterparts. ._and all counterparts shall b~ deemed to constitute a single amendment. The execution and delivery of one counterpart by any party shall have the same force and effect as if _/t h!lt. p~·fy,ad s(gned all other counterparts . ..... .. . _:: , 3 > i Heirs and Sticcessors. -~is Second Amendment shall be binding upon the heirs, :-_ legril tepres~n~tiveJ; succes:soi:s,.:ind ~~lgns of the parties. ·~, :· ;··· .,:~ :· . . . . .;:' . ~··· -· ... , -:'.4._/ .. Miscell aneeus .. The foregoing Recitals set forth at the beginning of this Second Amendment :1µe }mforp9rat~a betei•1f and lfr ''thi's ~.efere nce made a part hereof. Except as expressly modH'ied ~~-rein,:•.il l of the -terms qnd co·nilitions of the OEA remain in full force and effect. · ·•·· IN' WITNESS WHEREOFt the pani'es b~ve··h~~~utito. execgted this Second Amendment as of the date set forth hereinaboyie, · HPA: _...-:,._ HILLSIOE PLAZJi(ASSOCIATES LLC a Washµigtorrlimited;liability company ~-., . . . ' ~ ·P.DC: ..... ,···"'· .,. h •• . .- By: Stapley Rosen I~: Manager· . : Byung Chan Park: .: Its: President \,1 ..... • .£NOTARY BLO.E;KS ON FOLLOWING PAGE) (2081 J\Tl25163 .DOC) (Finol) .,•·· Puge .,, • , ' ' :'• 4. Counterparts. This Second Amendment may be executed in any number of coUn!_erparts. and all counterparts shall b~ deemed to constitute a single amendment. The ,' exci;ution !ma·q_elivery of one counterpart by any party shalt have the same force and effect as if ., th~t' i:ra~ bad si _gn.ed all other counterparts. ,./ ,: _' 3. ·· . r.H eit;··~d Successors . -~:rh_\s Second Amendment shall be binding upon the heirs, ... le&~l repres ~rit~iive~, -succeS:sor_s, and assfgns of the pruties . . ::.4 .. / .? Miscellaneous .. The fpr~gping Reci-tals set forth at 1he beginning of this . Second Amendmt nt \are inc·brp 9tated he,r~Jn :•·a:od by W,s r.¢ference made 13 part hereof. Except as expressly modified herefo, .au of. the terms and .c·on.ditions of the OEA remain in foll force and effect. ,.,··· .. IN WITNESS WHE'?,EOF; the parties b_a v~ he;eunt9 executed ~his Second Amendment as of the date set forth herei nabo ye . · ... · HPA: HILLSIDf PLAZA:A Ci~TES LLC By > al').l'ey R,e'sen lt§: Man·ag~r-· •' .. liability company .-••··, .1 •· • ,: PD.C : P 1L-D0 CO~AN,X:::~-c. . , ~kr? By: Byung Chan Patk j .: · Its: President ·· ..... ~··· {NOTARY BL0€KS ON FOLLOWING PAGE] .. , .. •·· . ,. ,.••· {20811\Tl2Sl6l.DOC} (Finol) Pog6 5 of:S ,1 '"" .. ,, ' ! . ............. ST~Tij 9F WASHrNGTON ) )ss . . •' COUNTY.:rn'-'·)q.NG ) . ,-·1 .~ertit{ th.ot 1 k.1;1ow or.,.have satisfactory evidence that STANLEY ROSEN is the person who appeared ' before me,. and th9C-said person ackno.'\~l~gged signing this instrument as the Manager of Hillside Plaza . ·Assi;fc iat~s LI};:: end n~knowl~_dged .. tliai he 'Signed the same as his free and voluntary act and on oath staJing that his p·owe.FS a4thorizlnft be eisc.~utidn of this instrument have not been revoked. . ' . ,. ..., DATE~~ £-0,e;~Jl,g,,, ·/7,.20 10 , .. ~ .... ,dJ~ of OS--.... .• ER I N L, ... -::..A 1·T A NOTARY P JBLIO· STATE Of ;V:'1.'hlN.G.T ON COMMIS.3i 1·'-: :XPIRES JANLIA.f:I 1 •. ) ?.012 ; ... "'f7">.-· STA TE OF WASHINGTON COVNTY,PF K·INc )ss. ) ·(p,rint~d nnme): D,x Z. ~ -NOTARY PUBLIC in and for the Stl!.le ·of Wasbmgior1, residing at' ~;1U.\. My Commission expires :' , ,,z9,/7,/JJ2..-. .. ... . . ' ' ~ .. • ·. ,••· •1--.-.,'.,-., ..... I certify, that .F,know ,or have satisfactory evidence that BYUN,;:t N P RK ii the p~,t-s on who appearicl be~e're ri)e, anp that said person acl<nowledged signing t ·· in $trumen~.~ the .. Pre,sident of Pal-do Company Inc., and aclc.nowledge d that he signed the same his fre~ and volun,tary act /l'nd on oath stat.i,ng th~r his P.6wers authorizing the execution of this i ment have rtet be i!n r~.i,,o~ed . ......... DATED::__.,;._---,---,-__ __,·2_0 Io .. ·•' {20811\Tm 163.00C} (Finul) __ ,.,. .... , . .... (printed name): _______ _ NOTARY PUBLIC in and for the State of Washington, residing at ___ _ : My Cof!lmission expires: ____ _ . .... .,,· ·········· I 1- •' /STNfE.OF WASHINGTON ) ' •• .-· .• ·=·.. )ss . .: c6t.JNTY . .-G>F"KING ) t . ... ,. ~...-··· -·'! c~rtify°rhat I krfow or have satisfactory evidence thal STANLEY ROSEN is the person who appeared before · me,.ancl that said pe1:son acknow!~d_ged signing this instr d{ent as the Manager of Hillside Plaza . A.ssQt:iate.s LLC _a"~d ack.nowl :edged _lh'at he signed the same his free and voluntary act and on oath statii1g thnthjs' p,owe~irnuthorii,inflhe e~.~cution oftbis in umcnt have not been revoked . DATED:_,___:_• ---------2010 .,. ,•· -· STATE OF WASHTNGTON COUNTY OF 1<.ING ) )ss . ) . ,· (pri11fed name): _______ _ NbTA'RY PUBLIC in and for the State _of Wosh _i.ngti'.in,. residing at -_· _, __ _ My., Commission ~pires:_· ---,,----- ,.•· ..... , . .... ,.. ./ .• [ cer1jfy . hat I. know··or have satisfnctory evidence tho t°~YUNG CHA; PARK is _:11te persbn who appeared befofe il}.e, ani:I that said person acknowledged signing·thi .s' ins.frumeiifo~ the Presi·denl;'of Pa l-do Comp,;iny In~·., a11d acknowlec\ged that he signed the same as his fre.e anll -i,:olunlf!iy ll,Ct ari'd on oath statirfg thet nis powers authorizing the execution of this ins1n)mcnt have nol,!~_e,e_n reyokc1i. · . \1. -f.k · D_ATED,. [)eL , 2~10 i· ·,,1•'0 {2081 !\Tl2516l.DOC) (Final) (printed n ·:·.NOTARY P LIC in and for the State ~·of Wll,Shington, residing ut @""-"~ My Co~mission expires: /H'/-tZ.,. • _.r ·.•• ... ·· .... , .: Page 6 ofi . ,· { . .,· EXHIBIT "A" ,.: .. ~ ... (Legal Description for Lot 2) /LOT 2· OF SURVEY RECORDED IN VOLUME 52 OF SURVEYS, 'PAGE 220, UNDER -:·. R.EC d RDING.NlJMBER 8612 1290 19, INKING COUNTY, WASHINGTON. -.., •. . .: .r· . •, _.,.-.• , ... :r.\,.,;:/ .. . ,· .,· .,· .,· .,· :" .... ·•' ..... , ..... .• ... ...... .. ·' (2081 I\TI 2S 163.DOC) (Fine.I) •. ,• ... ... ,/ ,. [E'Nl}OF·EXHIB IT"A") ' ••' ' ,·' ..... . ..... .· :. ·;• ,••··. ···~,.~ . r·.::• •• 1. .. ····!• . ...... "' ..... ·.~~--. ...... ~., ... -... ,,,.' ··:~· ........... , ,•·· , ... - . •··· P;1ge 7 of 8 ,. ....... ,. ,,. . •· . ,:'' ..... ..... ... ,j ~-,. EXHIBIT "B" (Legal Description for Lot 4) ... - ,.tor 4,.Qf SURVEY RECORDED IN VOLUME 52 OF SURVEYS, PAGE 220, UNDER ...... · 1JECORD1NG _jIDMBER 8612129019, IN KING COUNTY, WASHINGTON . .. ·: ,.. . ,. . " ,. ~ ~· '·- ,. , . . • ,.>,•' , .. , .. •.. .... '. (2081 I\Tl 25163.DOC) (Final) : "·'-•''''. •·' £:END O~ EXI-IIBIT "8"] ' ·' .. • ,· . . .... ,. '• .. .•·· ..... •. _, .. ...... •' ~·., , .. - .. , ;· :' 1 , • .; Page 8 of 8 COUNCIL MEETING DATE: August 11, 2020 CITY OF FEDERAL WAY CITY COUNCIL AGENDA BILL SUBJECT: ORDINANCE: EXTENET SYSTEMS LLC FRANCHISE ORDINANCE ITEM#: 7b POLICY QUESTION: Should the City grant ExteNet Systems LLC a Franchise to install, operate, maintain and repair a telecommunications network consisting of small wireless and wireline facilities in, across, over, along, under, through and below the City of Federal Way? COMl\fiTTEE: Land Use and Transportation Committee CATEGORY: D Consent D City Council Business ~ Ordinance D Resolution STAFF REPORT BY: Desiree Winkler, P.E., D uty Director Attachments: 1. Staff Report 2. Ordinance Options Considered: 1. Adopt the proposed ordinance. MEETING DATE: August 3, 2020 • • Public Hearing Other DEPT: Public Works 2. Do not adopt the proposed ordinance and provide direction to staff. MAYOR'SRECOMMENDATION: Option 1. COMl\fiTTEE RECOMMENDATION: I move to forward the proposed ordinance to First Reading on August 11, 2020. Committee Member PROPOSED COUNCIL MOTION(S): FIRST READING OF ORDINANCE (AUGUST 11, 2020): "J move to forward the proposed ordinance to the September 1, 2020 Council Meeting for second 1·eading and enactment." SECOND READING OF ORDINANCE (SEPTEMBER 1, 2020): "J move approval of the proposed ordinance." (BELOW TO BE COil'IPl,ETED BY CITY CLERK'S OFFICE) COUNCIL ACTION: • APPROVED • DENIED • TABLED/DEFERRED/NO ACTION 0 MOVED TO SECOND READING (ordinances 011/y) REVISED -11/20 I 9 COUNCIL BILL# First reading Enactment reading ORDINANCE# RESOLUTION# DATE: TO: August 3, 2020 City Council CITY OF FEDERAL WAY MEMORANDUM VIA: Jim Ferrell Mayor -·-· EJ Walsh, "P .E., Public Works Director ' <--~~..:,.::.""- FROM: {5k ' De si re e Winklet·, P .E . De puty Public Works Director SUBJECT: ExteNet Systems LLC -Franchise Ordinance FINANCIAL IMPACTS: ExteNet Systems LLC (Extenet) paid a fee of Five Thousand Dollars ($5,000.00) to recover the administrative expenses incurred by the City that are directly related to preparing and approving this Franchise. ExteNet will be required to pay additional perrmttmg fees for installation, operation and maintenance of their facilities, including, but not limited to right-of-way use permits, master license, and small wireless permits. Annual rental fees for attachment to city infrastructure are limited by Federal Communications Commission (FCC) ruling to $270 per site. There are currently no applications for installations, nor detailed deployment plans to estimate potential revenue. BACKGROUND INFORMATION : ExteNet requested a franchise from the City of Federal Way in order to install, operate, maintain and repair a telecommunications network consisting of small wireless and wireline ( e.g. fiber optics) facilities in, across, over, along, under, through and below the City of Federal Way rights- of-way. The term of this Franchise is for a period of ten (10) years commencing on the effective date of this Franchise consistent with franchises the City has granted to other utility providers. Franchisee shall provide City with a bond in the amount of Fifty Thousand Dollars ($50,000.00) ("Franchise Bond") running or renewable for the term of this Franchise. In addition, ExteNet shall guarantee work they complete in the right-of-way during project construction to final acceptance through a Performance Bond in an amount of 120 percent (120%) of the value of work performed followed by a two-year Maintenance Bond valued at 10% of the value of construction work not to exceed $250,000. ExteNet will maintain insurance of $5 Million for commercial general liability, $5 Million for automobile, and cairy an excess umbrella liability policy with limits of $10,000,000 per occurrence and in the aggregate. ORDINANCE NO. ---- AN ORDINANCE of the City of Federal Way, Washington, granting ExteNet Systems LLC, its affiliates, successors and assigns a nonexclusive franchise to occupy the rights-of-way of the City of Federal Way, Washington, within the specified franchise area for the purposes of constructing, maintaining, operating, replacing, and repairing a telecommunications network in, across, over, along, under, through and below the City of Federal Way. WHEREAS, ExteNet Systems LLC has requested a franchise from the City of Federal Way, in order to locate a telecommunications network, including small wireless facilities and wireline facilities, within the rights-of-way; and WHEREAS, the City Council of Federal Way finds that it is in the public interest to grant such a franchise, which will specify the rights and duties of ExteNet Systems LLC; and WHEREAS, RCW 35A.47.040 permits the City of Federal Way to grant nonexclusive franchises for the use of public streets, bridges or other public ways for, inter alia, conduits, wires, and appurtenances for transmission of signals and other methods of communications; and WHEREAS, in granting such a nonexclusive franchise, the City of Federal Way reserves such other powers and authorities granted to Washington code cities by general law and specifically reserves its right to adopt further regulations under its police powers. NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF FEDERAL WAY, WASHINGTON, DO ORDAIN AS FOLLOWS: Section 1 . Definitions Where used in this Franchise the following terms shall be defined as follows: 1.1 "City" means the City of Federal Way, Washington, a municipal corporation of the State of Washington, and its respective successors and assigns. Ordinance No. 20-__ Page I of 51 Rev 2/19 1.2 "Council" means the City of Federal Way Council acting in its official capacity. 1.3 "Director" means the Public Works Director, or designee, of the City of Federal Way Public Works Department. 1.4 Force Majeure Event: Circumstances beyond the control of a party including strikes, lockouts, sit-down strike, unusual transportation delays, riots, floods, washouts, explosions, earthquakes, fire, storms, weather (including inclement weather which prevents construction), epidemic casualty, acts of the public enemy, wars, terrorism, insurrections, and any other similar act of God event. 1.5 "Facilities" or "Facility" means one or more elements of Franchisee's telecommunications network, with all necessary cables, wires, conduits, ducts, pedestals, antennas, electronics, and other necessary appurtenances; provided that new utility poles for overhead wires or cabling are specifically excluded unless otherwise specifically approved by the City. For the purposes of this Franchise the term "Facilities" includes Small Wireless Facilities. Unless otherwise specifically stated in a section, "Facilities" or "Facility" shall encompass both Small Wireless Facilities and wireline services used to provide the Services. 1.6 "Franchise Area" means the rights-of-way of the City. 1. 7 "Franchisee" means ExteNet Systems LLC and its respective successors and assigns if consented to by the City of Federal Way as provided in Section 26.2herein. 1.8 "FWRC" means the Federal Way Revised Code. 1.9 "Rights-of-Way" means land acquired or dedicated for public roads and streets, but does not include: (a) State highways; (b) land dedicated for roads, streets, and highways not opened and not improved for motor vehicle use by the public; ( d) Federally granted trust lands or forest board trust lands; (e) lands owned or managed by the state parks and recreation commission; (f) Ordinance No . 20-__ Page 2 of 51 Rev 2/19 Federally granted railroad rights-of-way acquired under 43 U.S.C. § 912 and related provisions of federal law that are not open for vehicular use; or (g) leasehold or City-owned property to which the City holds fee title or other title and which is utilized for park, utility, or a governmental or proprietary use and not primarily for road, street, or highway use. Franchisee is still required to obtain a lease or similar agreement for the usage of any City or third party owned poles, conduit, fixtures, or structures. 1.10 "Services" shall include: (i) high speed data and fiber optic services, internet protocol- based services, internet access services, conduit and dark fiber leasing, telephone, and data transport services and (ii) the infrastructure development to be used for Small Wireless Facilities. Services do not include those personal wireless services and associated facilities or infrastructure that fall outside of the definition of Small Wireless Facilities (i.e. macro facilities). 1.11 "Small Wireless Facilities" means a personal wireless services facility as defined in FWRC 19.256.020. Small Wireless Facilities shall also include all necessary cables, transmitters, receivers, equipment boxes, backup power supplies, power transfer switches, electric meters, coaxial cables, wires, conduits, ducts, pedestals, antennas, electronics, and other necessary or convenient appurtenances used for the specific wireless communications facility. Equipment enclosures with equipment generating noise that exceeds the noise limits allowed in the Codes or associated permit are excluded from "Small Wireless Facilities." Section 2. Grant/Acceptance 2.1 Grant of Franchise. The City hereby grants to Franchisee the nonexclusive right to enter upon the Franchise Area for the limited purpose of constructing, operating, excavating, installing, maintaining, restoring, replacing and repairing Facilities within the Franchise Area. This Franchise is specifically limited to the right for Franchisee to install Facilities owned and operated by Ordinance No. 20-__ Page 3 of 51 Rev 2/19 Franchisee. Nothing contained within this Franchise shall be construed to grant or convey any right, title, or interest in the Rights-of-Way to Franchisee other than for the purpose of providing the Services, nor to subordinate the primary use of the Right-of-Way as a public thoroughfare. If Franchisee desires to expand the Services provided within the City, it shall request a written amendment to this Franchise; provided, however, that Franchisee may not offer Cable Services as defined in 47 U.S.C. § 522(6) under this Franchise. 2.2 Acceptance. bv Franchisee. Franchisee shall have no rights under this Franchise, nor shall Franchisee be bound by the terms and conditions of this Franchise, unless Franchisee shall, within thirty (30) days after the effective date of this Franchise, file with the City its written acceptance of this Franchise and all ofits terms and conditions. In addition, Franchisee shall submit proof of insurance obtained and additional insured endorsement pursuant to Error! Reference source not found., and shall provide the City with the name and contact information for the Franchise manager pursuant to Section 26.7. The administrative fee pursuant to Section 21 is due within thirty (30) days of receipt of the invoice from the City. Section 3. Citv Property/Non -Exclusive Franchise 3.1 City Propeity. This Franchise does not and shall not convey any right to Franchisee to install its Facilities on, under, over, across, or to otherwise use City-owned or leased properties of any kind outside the Franchise Area, or to install Facilities on, under, over, across or otherwise use any City-owned or leased property within the Franchise Area other than the Rights-of-Way. Further, no right to install any facility, infrastructure, wires, lines, cables, or other equipment, upon private property without the owner's consent is granted herein. If Franchisee desires to use City-owned structures, physical facilities, parks, poles (including, but not limited to, utility poles and light poles), Ordinance No. 20-Page 4 of 51 Rev 2/19 conduits, fixtures, or real property located within the Rights-of-Way, it shall enter into a separate lease or license agreement with the City. 3.2 Non-Exclusive Franchise. This Franchise is not an exclusive Franchise and shall not be construed to in any manner prohibit the City from granting other and further Franchises in, under, over, upon, and along the Franchise Area, nor from exercising such other powers and authorities granted to the City by the Washington State Constitution and general law, including the City's right to adopt future regulations under its police powers. Such Franchise shall in no way prevent or prohibit the City from using any of said roads, streets, or other public properties or affect its jurisdiction over them or any part of them, and the City shall retain power to make all necessary changes, relocations, repairs, maintenance, establishment, improvement, dedication of same as the City may deem fit, including the dedication, establishment, maintenance, and improvement of all new Rights-of-Way, thoroughfares and other public properties of every type and description. Section 4. Subject to Franchisee filing its acceptance pursuant to Section 2.2, the term of this Franchise shall be for a period of ten (10) years commencing on the effective date of this Franchise, unless terminated earlier pursuant to this Franchise or other applicable law. Section 5. Location of Facilities 5.1 Location . The Facilities, excluding Small Wireless Facilities, permitted by this Franchise shall be installed underground, except as approved per the variance procedures established in Section 11.05.080 of the FWRC. Small Wireless Facilities permitted by this Franchise shall be installed consistent with the City's standards, including but not limited to, Chapter 19 .256 FWRC and the City of Federal Way Development Guidelines. The location of the Facilities, their depths below surface of ground, their height above the surface of the ground, or grade of a Right-of-Way, Ordinance No . 20-__ Page 5 of 51 Rev 2/19 and any related existing equipment to which the Facilities are connected shall be depicted on a map and submitted to the City within thirty (30) days after the installation of the Facilities. Upon written request of the City, Franchisee shall update such map to reflect actual or anticipated improvements to the system. Any such map ( or update thereof) so submitted shall be for informational purposes only and shall not obligate Franchisee to undertake any specific improvements, nor shall such map be construed as a proposal to undertake any specific improvements. 5.2 WSDOT. To the extent that any Rights-of-Way within the Franchise Area are part of the state highway system ("State Highways") are considered managed access by the City and are governed by the provisions of Chapter 4 7 .24 RCW and applicable Washington State Department of Transportation ("WSDOT") regulations, Franchisee shall comply fully with said requirements in addition to local ordinances and other applicable regulations. Without limitation of the foregoing, Franchisee specifically agrees that: A. Any pavement trenching and restoration performed by Franchisee within State Highways shall meet or exceed applicable WSDOT and City requirements; B. Any portion of a State Highway damaged or injured by Franchisee shall be restored, repaired, and/or replaced by Franchisee to a condition that meets or exceeds applicable WSDOT and City requirements; and C. Without prejudice to any right or privilege of the City, WSDOT is authorized to enforce in an action brought in the name of the State of Washington any condition of this Franchise with respect to any portion of a State Highway. 5.3 GIS Data. At such time as Franchisee develops or employs Geographic Information System ("GIS") technology, Franchisee shall submit the information required in Section 5 .1 above in digital GIS format, showing the location of its Facilities within the Franchise Area. Ordinance No. 20-__ Page 6 of 51 Rev 2/19 5.4 Design Markings. In the event the City desires to design new streets or intersections, renovate existing streets, or make any other public improvements, Franchisee shall at the City's request, provide the location of Franchisee's Facilities within the Franchise Area by either field markings or by locating the Facilities on the City's design drawings, and shall provide all other reasonable cooperation and assistance to the City. 5.5 One Call Locator Service. Prior to doing any work in the Franchise Area, the Franchisee shall follow established procedures, including contacting the Utility Notification Center in Washington and comply with all applicable State statutes regarding the One Call Locator Service pursuant to Chapter 19.122 RCW. Further, upon request from a third party or the City, Franchisee shall locate its Facilities consistent with the requirements of Chapter 19.122 RCW. The City shall not be liable for any damages to Franchisee's Facilities or for interruptions in service to Franchisee's customers that are a direct result of Franchisee's failure to locate its Facilities within the prescribed time limits and guidelines established by the One Call Locator Service regardless of whether the City issued a permit. Section 6. N oninte.rference of Facilities 6.1 Maintenance ofFacilities. Franchisee agrees to maintain its Facilities and perform any and all activities authorized by this Franchise: (1) so as not to unreasonably interfere with the free passage of traffic; (2) in accordance with the laws of the State of Washington and FWRC requirements, Franchise provisions, regulations, resolutions and rules, as now existing or as hereafter amended; and (3) as required by the Director. This requirement applies whether the work is performed by the Franchisee, its agents, employees, subcontractors, or other third parties at Franchisee's direction. Ordinance No. 20-Page 7 of 51 Rev 2/19 6.2 Interference with Use of the Streets. When installing, locating, laying, or maintaining Facilities, apparatus, or improvement, Franchisee shall not interfere with the use of any street to any greater extent than is necessary, and shall leave the surface of any such street in as good condition as it was prior to performance by Franchisee of such work. Any Facility, apparatus, or improvement shall be laid, installed, located, or maintained in conformance with instructions given by, and to the satisfaction of the City. In any event, Franchisee shall, at its own expense, and to the satisfaction of the City in accordance with the terms of the right-of-way permit, restore to City standards and specifications any damage or disturbance caused to the Rights-of-Way or any City property as a result of Franchisee's construction or operations. Section 7. Requirement-to Obtain Permits & Work in the Right of Wav 7.1 Penni ls amt Permit A.vµlications. frranchisee shall, at its expense, obtain all permits, including but not limited to rights-of-way permits and small wireless facility permits, and pay all permit fees required by applicable City ordinances, regulations, resolutions, and rules prior to commencing any work within the Franchise Area. The manner of excavation, construction, installation, backfill, and temporary structures such as, but not limited to, traffic turnouts and road obstructions shall meet the standards of the FWRC and be satisfactory to the Director. All traffic control shall be in accordance with the right-of-way permit and shall be in accordance with the Manual on Uniform Traffic Control Devices ("MUTCD"). 7.2 Emergency Exception to Permit Requirement. In the event of an emergency in which Franchisee's Facilities within the Franchise Area are in a condition as to immediately endanger the property, life, health, or safety of any individual, Franchisee may take action immediately to correct the dangerous condition without first obtaining any required permit so long as: (1) Franchisee informs the City of the nature and extent of the emergency, and the work to be performed, prior to Ordinance No. 20-Page 8 o/51 Rev 2/19 commencing the work; and (2) such permit is obtained by Franchisee as soon as practicable following cessation of the emergency. 7.3 Design Standards for Wireless Services and Undergrounding Facilities. Franchisee shall adhere to the City's Design and Construction Standards for the deployment of Small Wireless Facilities, and shall und~rground its wireline Facilities and/or place its wireline Facilities within the pole as may be required by such design standards and this Franchise. Franchisee shall not be permitted to erect new poles, except as permitted pursuant to Chapter 19.256 FWRC. A. Franchisee acknowledges and agrees that if the City allows the placement of Facilities above ground the City may, at any time in the future, require the conversion of Franchisee's aerial facilities to an underground installation or to be relocated at Franchisee's expense if the existing poles on which Franchisee's Facilities are located are designated for removal due to a City projects as described in Section 12. This Franchise does not place an affirmative obligation on the City to allow the relocation of such Facilities on public property or in the Right-of-Ways nor does it relieve Franchisee from any FWRC provision(s) related to the siting of wireless facilities. B. Franchisee shall not be required to underground any portion of the Facility that must technically remain above-ground to operate. If the City requires undergrounding ofwirelines ( either telecommunications or electrical) and allows Franchisee's Facilities to remain above ground, then Franchisee shall fully cooperate with the City and modify the affected Facilities to incorporate the placement of wireline services underground and internal to the pole if the replacement pole is hollow (for example, electrical and fiber) or otherwise consistent with a design plan agreed to between the City and Franchisee, at no cost to the City. C. Franchisee shall not remove any underground Facilities that require trenching or other opening of the Rights-of-Way, except as provided in this Section 7. Franchisee may remove Ordinance No . 20-Page 9 o/51 Rev 2/19 any underground Facilities from the Rights-of-Way that have been installed in such a manner that it can be removed without trenching or other opening of the Rights-of-Way, or if otherwise permitted by the City. Franchisee may remove any underground cable from the Rights-of-Way where reasonably necessary to replace, upgrade, or enhance its Facilities, or pursuant to Section 12. When the City determines, in the City's sole discretion, that Franchisee's underground Facilities must be removed in order to eliminate or prevent a hazardous condition, Franchisee shall remove such Facilities at Franchisee's sole cost and expense. Franchisee must apply and receive a permit, pursuant to Section 7 .1, prior to any such removal of underground Facilities from the Rights-of-Ways and must provide as-built plans and maps pursuant to Section 8.3. 7.4 Work in the Rights-of-Way. During any period of relocation, construction or maintenance, all work performed by Franchisee or its contractors and subcontractors shall be accomplished in a safe and workmanlike manner, so to minimize interference with the free passage of traffic and the free use of adjoining property, whether public or private. Franchisee shall at all times post and maintain proper barricades, flags, flaggers, lights, flares and other measures as required for the safety of all members of the general public and comply with all applicable safety regulations during such period of construction as required by the ordinances of the City or the laws of the State of Washington, including RCW 39.04.180 for the construction of trench safety systems. 7.5 Coordination of Activities. Franchisee shall meet with the City and other franchise holders and users of the Rights-of-Way upon written notice as determined by the City, to schedule and coordinate construction in the Rights-of-Way. All construction locations, activities, and schedules shall be coordinated, as ordered by the City to minimize public inconvenience, disruption or damages. Ordinance No. 20-__ Page JO of 51 Rev 2/19 Section 8. Standard of Performance 8.1 Backfilling Requirements. The Franchisee shall not excavate for a distance of more than one hundred feet (100') without immediately backfilling and compacting to surface grade and City standards. Backfilled trench areas within a driving lane must be patched, either temporarily or permanently, before the end of the day in which they have been opened. Trench areas within the Right-of-Way, but not within a driving lane, must also be patched within the time limits specified by the City on the right-of-way use permit. Final surface restoration shall be completed within thirty (30) days and shall be equal to or better than the surface condition prior to permit issuance. 8 .2 Asphalt Overlay. Any asphalt overlay completed within the Franchise Area during the five (5) year-period immediately prior to the date of permit application shall not be open cut by Franchisee unless required by an emergency and subject to the provisions of Section 7.2 above. Franchisee shall install new asphalt overlay on any street that is open cut, whether in an emergency or otherwise, for a minimum of one (1) block (approximately 500 feet) in length in both directions from the open cut, unless determined otherwise by the Director. 8.3 As-Built Maps. Within fifteen (15) days of completion of any installation or modification of Franchisee's Facilities within the Franchise Area, Franchisee shall submit to the Director plans, stamped by a Professional Engineer licensed by the State of Washington, showing the "as-built" location of the Facilities. These plans and maps shall be provided at no cost to the City and shall include hard copies and digital files in Autocad or other industry standard readable formats that are acceptable to the City and delivered electronically. Franchisee shall warrant the accuracy of all plans, maps, and as-builts provided to the City. Ordinance No. 20-__ Page I I of 51 Rev 2/19 8.4 Joint Trench. If Franchisee shall at any time plan to make excavations in any area covered by this Franchise, Franchisee shall afford the City, upon receipt of a written request to do so, an opportunity to share such excavation, PROVIDED THAT: A. Such joint use shall not unreasonably delay the work of the Franchisee causing the excavation to be made; B. Such joint use shall be arranged and accomplished on terms and conditions satisfactory to both parties; and C. Franchisee may deny such request for safety reasons. 8.5 Open Utility Trenches. Franchisee shall be entitled to reasonable access to open utility trenches when the City is constructing new utility trenches, provided that such access does not interfere with the City's placement of utilities or increase the City's costs. Franchisee shall pay to the City the actual cost to the City resulting from providing Franchisee access to an open trench, including without limitation the pro rata share of the costs of access to an open trench, additional costs, as determined by the City, attributed to Franchisee due to Franchisee's request to access the utility trenches, and any costs associated with the delay of the completion of a public works project. Further, the City may deny such requests if: A. Such joint use unreasonably delays the work of the City; B. The parties cannot agree on terms and conditions; or C. Granting access to the utility trench creates a safety concern. 8.6 Additional Ducts/Conduit. Franchisee shall inform the City with at least thirty (30) days' advance written notice that it is constructing, relocating, or placing ducts or conduits in the Rights-of-Way and provide the City with an opportunity to request that Franchisee provide the City Ordinance No. 20-__ Page 12 of 51 Rev 2/19 with additional duct or conduit and related structures necessary to access the conduit pursuant to RCW 35.99.070. 8. 7 Tree T1imming. Franchisee may trim trees upon and overhanging on the Rights-of- Ways, streets, alleys, sidewalks, and other public places of the City so as to prevent the trees from coming in contact with Franchisee's Facilities . The right to trim trees in this Section 8.7 shall only apply to the extent necessary to protect Franchisee's Facilities. Franchisee shall ensure that its tree trimming activities protect the appearance, integrity, and health of the trees to the extent reasonably possible. Franchisee shall be responsible for all debris removal from such activities. All trimming, except in emergency situations, is to be done after the explicit prior written notification and approval of the City and at the expense of Franchisee. Franchisee may contract for such services, however, any firm or individual so retained must first receive City approval prior to commencing such trimming. Nothing herein grants Franchisee any authority to act on behalf of the City, to enter upon any private property, or to trim any tree or natural growth not owned by the City. Franchisee shall be solely responsible and liable for any damage to any third parties ' trees or natural growth caused by Franchisee's actions. Franchisee shall indemnify, defend, and hold harmless the City from third-party claims of any nature arising out of any act or negligence of Franchisee with regard to tree and/or natural growth trimming, damage, and/or removal. Franchisee shall reasonably compensate the City or the property owner for any damage caused by trimming, damage, or removal by Franchisee. Except in an emergency situation, all tree trimming must be performed under the direction of an arborist certified by the International Society of Arboriculture, unless otherwise approved by the Director. 8.8 Safety. Franchisee shall, at all times, employ professional care and shall install and maintain and use industry-standard methods for preventing failures and accidents that are likely to Ordinance No . 20-__ Pag e 13 of 51 Rev 2/19 cause damage, injuries, or nuisances to the public. All structures and all lines, equipment, and connections in, over, under, and upon the Rights-of-Ways, wherever situated or located, shall at all times be kept and maintained in a safe condition. Franchisee shall comply with all federal, State, and City safety requirements , rules , regulations, laws , and practices , and employ all necessary devices as required by applicable law during the construction, operation, maintenance, upgrade , repair, or removal of its Facilities. By way of illustration and not limitation, Franchisee shall also comply with the applicable provisions of the National Electric Code, National Electrical Safety Code, FCC regulations, and Occupational Safety and Health Administration ("OSHA") Standards. Upon reasonable notice to Franchisee, the City reserves the general right to inspect the Facilities to evaluate if they are constructed and maintained in a safe condition. 8.9 Additional Safety Standard . A. Franchisee shall endeavor to maintain all equipment lines and facilities in an orderly manner, including, but not limited to, the removal of all bundles of unused cable on any aerial facilities. B. All installations of equipment, lines, and ancillary facilities shall be installed in accordance with industry-standard engineering practices and shall comply with all federal, State, and local regulations, ordinances, and laws . C. Any opening or obstruction in the Rights-of-Way or other public places made by Franchisee in the course of its operations shall be protected by Franchisee at all times by the placement of adequate barriers, fences, or boarding, the bounds of which, during periods of dusk and darkness, shall be clearly marked and visible. 8.10 Stop Wo rk Order. On notice from the City that any work is being performed contrary to the provisions of this Franchise, or in an unsafe or dangerous manner as determined by the City, or Ordinance No . 20-__ Page 14 of 51 Rev 2/19 in violation of the terms of any applicable permit, laws , regulations, ordinances, or standards, the work may immediately be stopped by the City. The stop work order shall: A. B. C. D. E. Section 9. Be in writing; Be given to the person doing the work or posted on the work site; Be sent to Franchisee by overnight delivery; Indicate the nature of the alleged violation or unsafe condition; and Establish conditions under which work may be resumed. Su rv ey M arkers and M onuments 9.1 Survey Markers an d M onuments . Franchisee shall, using a licensed surveyor, immediately replace all markers or monuments disturbed during any work by Franchisee within the Franchise Area. Franchisee shall pay all costs associated with such lost, destroyed or disturbed monuments or markers. In accordance with RCW 58.24.040(8), no cadastral or geodetic survey monument may be disturbed without a valid permit to remove or destroy a survey monument, issued by the Washington State Department of Natural Resources. Permit applications can be obtained on the DNR Public Land Survey Office website. The permit application must be stamped by a registered Washington State Land Surveyor. Franchisee shall obtain the permit to remove or destroy a survey monument as necessary. All costs to obtain and comply with the permit shall be paid by Franchisee. 9.2 S urfac Markin gs/Stake s. Prior to Franchisee commencing any excavation work within the Franchise Area, Franchisee shall reference all monuments and markers relating to subdivisions, plats, highways, and other surveys. The reference points shall be located so that they shall not be disturbed during the Franchisee's operations under this Franchise. The method of referencing these monuments or other points shall be approved by the City before placement. The construction shall be made as expeditiously as conditions permit, and as directed by the City. The Ordinance No. 20-Page 15 of 51 Rev 2/19 cost of monuments or other markers lost, destroyed, or disturbed, and the expense of replacement of the monuments, shall be borne solely by the Franchisee. A complete set of reference notes for monuments and other ties shall be filed with the City. Section 10. Work of Subcontractors and Contractors Franchisee's contractors and subcontractors shall be licensed and bonded in accordance with State law and the City's ordinances, regulations, and requirements. Work by contractors and subcontractors are subject to the same restrictions, limitations, and conditions as if the work were performed by Franchisee. Franchisee shall be responsible for all work performed by its contractors and subcontractors and others performing work on its behalf as if the work were performed by Franchisee and shall ensure that all such work is performed in compliance with this Franchise and applicable law. Section 11. Right of City to Complete Work 11.1 Non-Compliance/Work Perfo1med by City. In the event Franchisee fails to comply with any applicable federal, state or City laws, ordinances, rules, regulations, or standards or with any of the terms of this Franchise, or if such work by Franchisee endangers property or the public and such noncompliance continues for a period of ten (10) days after Franchisee receives written notice from the City regarding the noncompliance, the City may, but in no event is the City obligated to, order any work completed, including without limitation Franchisee's obligation to repair pursuant to Section 13 herein and Franchisee's obligation to remove or relocate facilities pursuant to Section 12 herein. If the City causes such work to be done by its own employees or by any person or entity other than Franchisee, Franchisee shall, upon the City's written request, immediately reimburse the City for all reasonable costs and expenses incurred by the City in having such work performed, which costs may include the City's reasonable overhead expenses and attorneys' fees; however, the Ordinance No. 20-Page 16 of 51 Rev 2/19 City shall not have any electrical work accomplished by any person or entity other than Franchisee or a qualified and licensed electrical contractor. 11.2 Emergency Work Performed by Citv. The City retains the right and privilege to cut or move any Facilities located within the Rights-of-Way of the City, as the City may determine to be necessary, appropriate, or useful in response to any public health or safety emergency. Consistent with Section 21.2, Franchisee shall reimburse the City for the costs associated with the repair. 11.3 No Liabilitv for Damage. The City shall not be liable for any damage to or loss of Facilities within the Rights-of-Way as a result of or in connection with any public works, public improvements, construction, grading, excavation, filling, or work of any kind in the Rights-of-Way by or on behalf of the City, except to the extent directly and proximately caused by the sole negligence or intentional misconduct of the City, its employees, contractors, or agents. The City shall further not be liable to Franchisee for any direct, indirect, or any other such damages suffered by any person or entity of any type as a direct or indirect result of the City's actions under this Section 11 except to the extent caused by the sole negligence or intentional misconduct of the City, its employees, contractors, or agents. Section 12. Required Relocation of Facilities 12.1 City Reservation of Rights. The City reserves the right to use, occupy and enjoy all or any part of the Franchise Area, either above, below, or adjacent to the Facilities, for any purpose. The rights reserved herein include, without limitation, the construction, installation, and/or maintenance of any electrical, water, sewer or storm drainage line, traffic signals, street lights, trees, landscaping, bicycle paths and lanes, equestrian trails, sidewalks, other pedestrian amenities, and other public street and Right-of-Way improvement projects. Ordinance No. 20-Page 17 o/51 Rev 2/19 12.2 Relocation. The City may require Franchisee, and Franchisee covenants and agrees, to protect, support, temporarily disconnect, relocate, remove, and/or modify its Facilities within the Rights-of-Way when reasonably necessary for construction, alteration, repair, or improvement of the Right-of-Way for purposes of public welfare, health, or safety. These projects may include, but are not limited to, improving the Rights-of-Way for traffic conditions, dedications of new Rights-of-Way and the establishment and improvement thereof; widening and improvement of existing Rights-of- Way, street vacations, roadway construction, change or establishment of street grade, or the construction of any public improvement or structure, or as otherwise necessary for the operations of the City, regardless of the type of entity (public or private) performing the project. Collectively all such projects described in this Section 12.2 shall be considered "Public Improvement Projects." Except as otherwise provided by law, the costs and expenses associated with relocation or disconnections ordered pursuant to this Section shall be borne by Franchisee. 12.3 Notice of Public fmproverneo Projects. If the City determines that the project necessitates the relocation of Franchisee's existing Facilities, the City shall provide Franchisee in writing with a date by which the relocation shall be completed (the "Relocation Date") consistent with RCW 35.99.060(2). In calculating the Relocation Date, the City shall consult with Franchisee and consider the extent of facilities to be relocated, the services requirements, and the construction sequence for the relocation, within the City's overall project construction sequence and constraints, to safely complete the relocation. Franchisee shall complete the relocation by the Relocation Date, unless the City or a reviewing court establishes a later date for completion, as described in RCW 35.99.060(2). To provide guidance on this notice process, the City will make reasonable efforts to engage in the following recommended process, absent an emergency posing a threat to public safety Ordinance No. 20-Page 18 of 51 Rev 2/19 or welfare or an emergency beyond the control of the City that will result in severe financial consequences to the City: A. The City will consult with the Franchisee in the predesign phase of any Public Improvement Project in order to coordinate the project's design with Franchisee's Facilities within such project's area. B. Franchisee shall participate in predesign meetings until such time as (i) both parties mutually determine that Franchisee's Facilities will not be affected by the Public Improvement Project or (ii) until the City provides Franchisee with written notice regarding the relocation as provided in subsection O below. C. Franchisee shall , during the predesign phase, evaluate and provide comments to the City related to any alternatives to possible relocations. The City will give any alternatives proposed by the Franchisee full and fair consideration, but the final decision accepting or rejecting any specific alternative shall be within the City's sole discretion. D. The City will provide Franchisee with its decision regarding the relocation of Franchisee 's Facilities as soon as reasonably possible, endeavoring to provide no less than ninety (90) days prior to the commencement of the construction of such Public Improvement Project; provided, however, that in the event that the provisions of a state or federal grant require a different notification period or process than that outlined in this Section, the City will notify the Franchisee during the predesign meetings and the process mandated by the grant funding will control. E. After receipt of such written notice, Franchisee shall relocate such Facilities to accommodate the Public Improvement Project consistent with the timeline provided by the City and at no charge or expense to the City. Such timeline may be extended by a mutual agreement. Ordinance No. 20-__ Page 19 of 51 Rev 2/19 12.4 F ranchisee's Duties. Within the time frame established by the City under Section Error! Reference source not found. requiring relocation, Franchisee shall raise, lower, or move such Facilities within the Franchise Area to the location or position directed by the City, to cause the least interference with the improvement, repair, or alteration contemplated by the City and to conform to such new grades as may be established. If the City improves a Right-of-Way, Franchisee shall, upon receipt of notice, replace the Facilities located in the improved subgrade of the improvement with substitute Facilities conforming to the specifications for the improvement of the ·Right-of-Way. The relocation of the Facilities shall be at the Franchisee's sole cost and expense except as otherwise provided in RCW 35.99.060. 12.5 Delay. Franchisee shall be solely responsible for the out-of-pocket costs incurred by the City for delays in a Public Improvement Project to the extent the delay is caused by or arises out of Franchisee's failure to comply with the final schedule for the relocation ( other than as a result of a Force Majeure Event or causes or conditions caused by the acts or omissions of the City or any third party unrelated to Franchisee. Franchisee vendors and contractors shall not be considered unrelated third parties). Such out-of-pocket costs may include, but are not limited to, payment to the City's contractors and/or consultants for increased costs and associated court costs, interest, and attorneys' fees incurred by the City to the extent directly attributable to such Franchisee's caused delay in the Public Improvement Project. Franchisee shall indemnify, hold harmless, and pay the costs of defending the City, in accordance with the provisions of Section 22, against any and all claims, suits, actions, damages, or liabilities for delays on City construction projects caused by or arising out of the failure of Franchisee to remove or relocate its Facilities as provided in this Section 12; provided, that Franchisee shall not be responsible for damages due to delays caused by Ordinance No . 20-Page 20 of 51 Rev 2/19 circumstances beyond the control of Fnµ1chisee or the sole negligence, intentional misconduct, or unreasonable delay of the City or any unrelated third party. 12.6 Third-Party Relocations. The provisions of this Section 12 shall in no manner preclude or restrict Franchisee from making arrangements it may deem appropriate when responding to a request for relocation of its Facilities by any person or entity other than the City, or a third-party on behalf of the City, where the facilities to be constructed by said person or entity are not or will not become City-owned, operated, or maintained facilities provided that such arrangements do not unduly delay a City construction project. 12. 7 Relocation -Frnnchisee Owned Structures. The cost of relocation of any Franchisee owned poles or structures shall be determined in accordance with the requirements of RCW 35.99.060(3)(b), provided, however, that the Franchisee may opt to pay for the cost of relocating its Small Wireless Facilities in order to provide consideration for the City's approval to site a Small Wireless Facility on Franchisee owned structures or poles in a portion of the Right-of-Way designated or proposed for a Public Improvement Project. For this Section 12.7, designation of the Right-of-Way for a Public Improvement Project shall be undertaken in the City's Comprehensive Plan in accordance with the requirements of Ch. 3 6. 70A RCW. The Comprehensive Plan includes, but is not limited to, the Transportation element or Transportation Improvement Plan (TIP), Capital Facilities element, utilities element and any other element authorized by RCW 36.70A.070 and RCW 36.70A.080. The parties acknowledge that this provision is mutually beneficial to the parties, as the City may otherwise deny the placement of the Small Wireless Facility at a particular site because of the cost impact of such relocation and the conflict with the City's Comprehensive Plan. 12.8 Third Party Structures. If the request for relocation from the City originates due to a Public Improvement Project, in which structures or poles are either replaced or removed, then Ordinance No . 20-Page 21 o/51 Rev 2/19 Franchisee shall relocate or remove its Facilities as required by the City at no cost to the City, subject to the procedures in this Section 12. Franchisee acknowledges and agrees that, to the extent Franchisee's Facilities are located on poles owned by third-parties, the City shall not be responsible for any costs associated with requests arising out of a City Public Improvement Project. 12.9 Locate. Upon request of the City and in order to facilitate the design of City street and Right-of-Way improvements, Franchisee agrees, at its sole cost and expense, to locate, and if reasonably determined necessary by the City, to excavate and expose its Facilities for inspection so that the Facilities' location may be taken into account in the improvement design. The decision as to whether any Facilities need to be relocated in order to accommodate the City's improvements shall be made by the City upon review of the location and construction of Franchisee's Facilities. The City shall provide Franchisee at least fourteen ( 14) days' written notice prior to any request for excavation or exposure of Facilities. 12.10 City's Costs. If Franchisee fails, neglects, or refuses to remove or relocate its Facilities as directed by the City following the procedures outlined in this Section 12, then upon at least ten (10) days' written notice to Franchisee, the City may perform such work or cause it to be done, and the City's costs shall be paid by Franchisee pursuant to Section 21. Section 13. Damage Repair In case of damage by the Franchisee, its agents or employees or by the Facilities of the Franchisee to Rights-of-Way, or to public and private improvements within or adjacent to Rights-of- Way, the Franchisee agrees to repair the damage at its own cost and expense. The Franchisee shall, upon discovery of any such damage, immediately notify the City. The City will inspect the damage, and set a time limit for completion of the repair. If the City discovers damage caused by the Franchisee to Rights-of-Way, or to public and private improvements within or adjacent to Rights-of- Ordinance No . 20-__ Page 22 of 51 Rev 2/19 Way, the City shall give the Franchisee notice of the damage and set a time limit in which the Franchisee must repair the damage. In the event the Franchisee does not repair a Right-of-Way or an improvement as required in this section, the City may repair the damage pursuant to Section 11 of this Franchise. Section 14. Default 14.1 Remedies. The City may elect, without any prejudice to any of its other legal rights and remedies, to obtain an order from the superior court havingjurisdiction compelling Franchisee to comply with the provisions of this Franchise and to recover damages and costs incurred by the City by reason of Franchisee's failure to comply. In addition to any other remedy provided herein, the City reserves the right to pursue any remedy to compel or force Franchisee and/or its successors and assigns to comply with the terms hereof, and the pursuit of any right or remedy by the City shall not prevent the City from thereafter declaring a forfeiture or revocation for breach of the conditions herein. Provided, further, that by entering into this Franchise, it is not the intention of the City or Franchisee to waive any other rights, remedies, or obligations as otherwise provided by law equity, or otherwise, and nothing contained herein shall be deemed or construed to affect any such waiver. 14.2 Notice and Cure: Dama ge s . If Franchisee shall violate, or fail to comply with any of the provisions of this Franchise, or should it fail to heed or comply with any notice given to Franchisee under the provisions of this Franchise, the City shall provide Franchisee with written notice specifying with reasonable particularity the nature of any such breach and Franchisee shall undertake all commercially reasonable efforts to cure such breach within thirty (30) days of receipt of notification. If the parties reasonably determine the breach cannot be cured within (30) thirty days, the City may specify a longer cure period, and condition the extension of time on Franchisee's submittal of a plan to cure the breach within the specified period, commencement of work within the Ordinance No. 20-__ Page 23 o/51 Rev 2/19 original thirty (30) day cure period, and diligent prosecution of the work to completion. If the breach is not cured within the specified time, or Franchisee does not comply with the specified conditions, City may, at its discretion, (1) commence revocation proceedings pursuant to Section 14.3, or (2) claim damages of Two Hundred Fifty Dollars ($250.00) per day against the Franchisee or bond set forth in Section 24, or (3) pursue other remedies as described in Section 14.1 above. 14.3 Revocation of Franchise. If Franchisee willfully violates or fails to comply with any of the provisions of this Franchise, or through willful misconduct or gross negligence fails to heed or comply with any notice given Franchisee by the City under the provisions of this Franchise, then Franchisee shall, at the election of the Federal Way City Council, forfeit all rights conferred hereunder and this Franchise may be revoked or annulled by the Council after a hearing held upon notice to Franchisee. Section 15. Deployment of Facilities 15.1 City Retains Approval Authority. The City shall have the authority at all times to control by appropriately exercised police powers through ordinance or regulation, consistent with 4 7 U.S.C. § 253, 47 U.S.C. § 332(c)(7) and the laws of the State of Washington, the location, elevation, manner of construction, and maintenance of any of Franchisee's Facilities, and Franchisee shall promptly conform with all such requirements, unless compliance would cause Franchisee to violate other requirements oflaw. This Franchise does not prohibit the City from exercising its rights under federal, state or local law to deny or give conditional approval to an application for a permit to construct any individual Facility. 15 .2 City Approvals and Permits. The granting of this Franchise is not a substitute for any other City required approvals to construct Franchisee's Facilities in the Rights-of-Way ("City Approvals"). The parties agree that such City Approvals ( except Right-of-Way use permits as Ordinance No. 20-Page 24 of 51 Rev 2/19 described in Section 7 of this Franchise) are not considered use permits, as that term is defined in RCW 35.99.010. These City Approvals do not grant general authorization to enter and utilize the Rights-of-Way but rather grant Franchisee permission to build its specific Facilities. Therefore, City Approvals are not subject to the thirty (30) day issuance requirement described in RCW 35.99.030. The parties recognize that this provision is specifically negotiated as consideration for designating the entire City as the Franchise Area. Such City Approvals shall be issued consistent with the Codes, state, and federal laws governing wireless communication facility siting and may be in addition to any permits required under Section 7 .1. 15.3 Preference for Existing Infrastructure~ Site Specific Agreements. A. Franchisee shall utilize existing infrastructure in the City whenever possible and consistent with the design, concealment, and siting of the Codes. The erection of new poles or structures in the Right-of-Way may only be permitted if no other alternative space feasible for the installation of the Facility is available. In the event that existing infrastructure is not available or feasible for a Facility, or if the City prefers new poles or infrastructure in a particular area of the City, then Franchisee may request the placement of new or replacement structures in the Rights-of-Way consistent with the requirements of the Codes. B. Franchisee acknowledges and agrees that pursuant to RCW 35.21.860, Franchisee may be required to enter into a site-specific agreement or lease for any of the following: (i) The placement of new poles or structures in the Right-of-Way regardless of height, unless the new structure is the result of a mandated relocation; (ii) The placement of replacement structures when the replacement is necessary for the installation or attachment of the Facilities, the replacement structure is higher Ordinance No. 20-__ Page 25 o/51 Rev 2/19 than the replaced structure, and the overall height of the replacement structure and the Facility is more than sixty feet; or (iii) The placement of Facilities on poles structures owned by the City located in the Right-of-Way. C. Replacement poles or structures which remain substantially similar to existing structures or deviate in height or design as permitted within the FWRC are permissible provided that Franchisee, or the pole owner at the Franchisee's request, removes the old pole or structure promptly, but no more than ninety (90) days after the installation of the replacement pole or structure. D. This Section 15.3.4 does not place an affirmative obligation on the City to allow the placement of new infrastructure on public property or in the Rights-of-Way, nor does it relieve Franchisee from any Code provision related to the siting of wireless facilities. 15 .4 Concealment. Franchisee shall construct its Facilities consistent with the concealment or stealth requirements as described in the Codes, as the same exist or are hereafter amended, or in the applicable permit( s ), lease, site specific agreement, or license agreement, in order to minimize the visual impact of such Facilities. 15 .5 Eligible Facilities Requests. The parties acknowledge that it is the intent of this Franchise to provide general authorization to use the Rights-of-Way for Small Wireless Facilities. When considering whether a proposed modification is a substantial change under Section 6409(a) of the Spectrum Act, 47 U.S.C. § 1455(a), the parties acknowledge that the designs as illustrated in a Small Wireless Permit, including the dimensions and number of antennas and equipment boxes and the pole height are intended and stipulated to be aesthetic conditions to minimize the visual impact of the Small Wireless Facilities, and specifically to utilize concealment elements intended to maintain the look of a utility or light pole to which the Facilities are attached. Ordinance No. 20-__ Page 26 of51 Rev 2/19 15 .6 Inventory. Franchisee shall maintain a current inventory of Facilities throughout the Term of this Franchise. Franchisee shall provide to the City a copy of an inventory report within thirty (30) days after a request by the City. The inventory report shall include GIS coordinates, date of installation, type of pole used for installation, description/type of installation for each Facility installation and photographs taken before and after the installation of the Facility and taken from the public street. Facilities that are considered Deactivated Facilities, as described in Section 25.2, shall be included in the inventory report and Franchisee shall provide the same information as is provided for active installations as well as the date the Facilities were deactivated and the date the Deactivated Facilities were removed from the Right-of-Way. The City shall compare the inventory report to its records to identify any discrepancies, and the parties will work together in good faith to resolve any discrepancies. Franchisee is not required to report on future inventory reports any Deactivated Facilities that were removed from the Right-of-Way since the last reported inventory and may thereafter omit reference to the Deactivated Facilities. 15.7 Unauthorized Facilities. Any Small Wireless Facilities installations in the Right-of- Way that were not authorized under this Franchise or other required City Approval ("Unauthorized Facilities") will be subject to the payment of an Unauthorized Facilities charge by Franchisee. The City shall provide written notice to Franchisee of any Unauthorized Facilities identified by City staff and Franchisee shall either (i) establish that the site was authorized, or (ii) submit a complete application to the City for approval of the Unauthorized Facilities. Upon notice of the Unauthorized Facility, Franchisee shall be charged Five Hundred Dollars ($500.00) per day per Unauthorized Facility ("Unauthorized Facility Penalty"). The Unauthorized Facility Penalty shall be waived in its entirety if Franchisee can establish that the site was in fact authorized. The Unauthorized Facility Penalty shall be suspended upon the submission of a complete application to the City requesting Ordinance No . 20-Page 27 o/51 Rev 2/19 approval of the Unauthorized Facility. If the application for such Unauthorized Facilities is denied as the final decision, then the Unauthorized Facility Penalty will resume until the Unauthorized Facilities are removed and Franchisee shall remove the Unauthorized Facilities from the City's Right-of-Way within thirty (30) days after the expiration of all appeal periods for such denial. Upon the conclusion of any matter involving an Unauthorized Facility, City shall provide Franchise an invoice detailing the total amount of the Unauthorized Facility Penalty, if any, which penalty Franchisee shall pay within thirty (3 0) days after receipt of notice thereof. This Franchise remedy is in addition to any other remedy available to the City at law or equity. Notwithstanding the foregoing, an Unauthorized Facility Penalty pursuant to this Franchise shall not be assessed if Franchisee received City Approval for the Small Wireless Facilities but such Small Wireless Facilities are technically inconsistent with the City Approval; provided, however, Franchisee is still required to :fix any inconsistencies with the permit requirements and that this provision does not restrict the City's other enforcement rights. 15.8 Graffiti Abatement. As soon as practical, but not later than seven (7) days from the date Franchisee receives notice or is otherwise aware, Franchisee shall remove all graffiti on any of its Facilities of which it is the owner of the pole or structure or on the Facilities themselves attached to a third-party pole (e.g., graffiti on the shrouding protecting the radios). The foregoing shall not relieve Franchisee from complying with any City graffiti or visual blight ordinance or regulation. 15. 9 Emissions Reports. A. Franchisee is obligated to comply with all laws relating to allowable presence of or human exposure to Radiofrequency Radiation ("RFs") or Electromagnetic Fields ("EMFs") on or off any poles or structures in the Rights-of-Way, including all applicable FCC standards, whether such RF or EMF presence or exposure results from the Facility alone or from the cumulative effect Ordinance No. 20-Page 28 of 51 Rev 2/19 of the Facility added to all other sources operated by Franchisee or on behalf of Franchisee on or near the specific pole or structure. Franchisee shall comply with the RF emissions certification requirements ofFWRC 4.23.020(2). B. Nothing in this Franchise prohibits the City from requiring periodic testing of Franchisee's Facilities, provided that such testing is not requested on any one Facility more than once in a calendar year, unless as otherwise required by a permit or due to a modification of the Facility. The City may inspect any of Franchisee's Facilities and equipment located in the Rights-of-Way. If the City discovers that the emissions from a Facility exceeds the FCC standards, then the City may order Franchisee to immediately tum off the Facility or portion thereof committing the violation, until the emissions exposure is remedied. Such notification shall be made orally by calling 866-892- 5327 and by written notice pursuant to Section 26.7. Franchisee is required to promptly tum off that portion of the Facility that is in violation, no later than forty-eight ( 48) hours after receipt of oral notice. Franchisee shall reimburse the City for any costs incurred by the City for inspecting the Facility and providing notice as described in Section 21. 15.10 Interference with Public Facilities. Franchisee's Facilities shall not physically interfere or cause harmful interference, as defined in 4 7 CFR l 5.3(m), with any City operations (including, but not limited to, traffic lights, public safety radio ,systems, or other City communications infrastructure), or the emergency communications operation or equipment. If the Facilities cause such harmful interference, Franchisee shall respond to the City's request to address the source of the interference as soon as practicable, but in no event later than forty-eight ( 48) hours after receipt of notice. The City may require, by written notice, that Franchisee power down the specific Facilities, or portion thereof, causing such interference if such interference is not remedied within forty-eight ( 48) hours after notice. If, within thirty (30) days after receipt of such written Ordinance No . 20-Page 29 of 51 Rev 2/19 notice from the City of such interference, Franchisee has not abated such interference, such Facility may be deemed an Unauthorized Facility and subject to the provisions of Section 15.7 or removal by the City consistent with Section 11.2 . 15 .11 Interferen ce wi th Other Facilities . Franchisee is solely responsible for determining whether its Facilities interfere with telecommunications facilities of other utilities and franchisees within the Rights-of-Way. Franchisee shall comply with the rules and regulations of the Federal Communications Commission regarding radio frequency interference when siting its Facilities within the Franchise Area. Franchisee, in the performance and exercise of its rights and obligations under this Franchise shall not physically or technically interfere in any manner with the existence and operation of any and all existing utilities , sanitary sewers, water mains, storm drains , gas mains, poles, aerial and underground electrical and telephone wires, electroliers, cable television, and other telecommunications, utility, or municipal property, without the express written approval of the owner or owners of the affected property or properties, except as expressly permitted by applicable law or this Franchise. Section 16. L imited Rights This Franchise is intended to convey only a limited right and interest to Franchisee in the Franchise Area. This Franchise is not a warranty of title or conveyance of any ownership interest in or to the Franchise Area to Franchisee. The City reserves the right to limit or exclude Franchisee 's access to a specific route, Right-of-Way or other location when, in the judgment of the Director there is inadequate space (including, but not limited to, compliance with ADA clearance requirements and maintaining a clear and safe passage through the Rights-of-Way), a pavement cutting moratorium, unnecessary damage to public property, public expense, inconvenience, interference with City utilities, or for any other reason determined by the Director. Ordinance No . 20-Page 30 of 51 Rev 2/1 9 Section 17. Eminent Domain The existence of this Franchise shall not preclude the City from acquiring by condemnation, in accordance with applicable law, all or a portion of Franchisees Facilities within the Franchise Area for the fair market value thereof. In determining the value of such Facilities, no value shall be attributed to the right to occupy the Franchise Area conferred by this Franchise. Section 18. Vacation If at any time the City, by ordinance, vacates all or any portion of the Franchise Area, the City will not be liable for any damages or loss to the Franchisee by reason of such vacation. The City shall notify Franchisee in writing not less than thirty (30) days before vacating all or any portion of the Franchise Area, if Franchisee has Facilities within such area planned for vacation and the City is aware of Franchisee's Facilities in such area through the submission of as-builts required in Section 8.3. The City may, after thirty (30) days written notice to Franchisee, terminate this Franchise with respect to any such vacated area. At Franchisee's request, the City will, if practicable, reserve an easement for Franchisee's existing facilities to continue to use the vacated area. Franchisee must provide to the City information necessary for the City to reserve such easement within the thirty (30) day period. Section 19. Compliance with Laws 19.l General. Franchisee shall comply with all applicable federal, state and City laws, franchises, resolutions, regulations, standards, policies and procedures, as now existing or hereafter amended or adopted, including without limitation the State Environmental Policy Act; provided, however, that if any term or condition of this Franchise and any term or condition of any City law, code, franchise, resolution, regulation, standard, procedure, permit, or approval are in conflict, the term or condition of this Franchise will control. Ordinance No. 20-Page 31 of 51 Rev 2/19 19.2 Future City of Federal Way Regulation. Franchisee acknowledges that the City may develop rules, regulations, ordinances, and specifications for the use of the right-of-way which shall govern Franchisee's Facilities and activities hereunder as if they were in effect at the time this Franchise was executed by the City and Franchisee covenants and agrees to be bound by same. 19.3 Franchise Fees. Franchisee hereby represents that its operations as authorized under this Franchise are those of a telephone business as defined in RCW 82.16.010, or service provider as defined in RCW 35.99.010. As a result, the City will not impose a franchise fee under the terms of this Franchise, other than as described herein. The City hereby reserves its right to impose a franchise fee on Franchisee if Franchisee's operations as authorized by this Franchise change such that the statutory prohibitions of RCW 35.21.860 no longer apply or, if statutory prohibitions on the imposition of such fees are removed. In either instance, the City also reserves its right to require that Franchisee obtain a separate franchise for its change in use, which franchise may include provisions intended to regulate Franchisee's operations, as allowed under applicable law. 19 .4 Taxes. Franchisee stipulates and agrees that certain of its business activities are subject to taxation as a cellular telephone service and that Franchisee shall pay to the City the rate applicable to such taxable services under Chapter 3 .10 FWRC, and consistent with state and federal law. The parties agree that if there is a dispute regarding tax payments that the process in Chapter 3 .10 FWRC shall control. The parties agree that nothing in this Franchise shall limit the City's power of taxation as may exist now or as later imposed by the City. This provision does not limit the City's power to amend Chapter 3.10 FWRC as may be permitted by law. Section 20. Guarantee Franchisee shall guarantee work completed by the Franchisee under this Franchise for a period of2 years against settlement or repair including Facilities and right-of-way restoration. This Ordinance No . 20-Page 32 o/51 Rev 2/19 guarantee shall apply only to such settlement or repair that the City attributes to Franchisee's Facilities, actions or omissions. Section 21. Charge for Administrative Costs 21.1 Administrative Fee. Franchisee shall pay a one-time fee for the actual administrative expenses incurred by the City that are directly related to the receiving and approving this Franchise pursuant to RCW 35.21.860, including the costs associated with the City's legal costs incurred in drafting and processing this Franchise. Such administrative fee shall be offset against the fee deposit required pursuant to FWRC 4.22.040; provided, however, if the administrative fee exceeds the fee deposit, then the Franchisee shall remit such additional amounts within thirty (30) days ofreceipt of an invoice from the City. No construction permits shall be issued for the installation of Facilities authorized until such time as lhe Cily has received payment of this fee. franchisee shall further be subject to all permit fees associated with activities undertaken through the authority granted in this Franchise or under the laws of the City. Where the City incurs costs and expenses for review, inspection, or supervision of activities, including but not limited to reasonable fees associated with attorneys, consultants, City Staff and City Attorney time, undertaken through the authority granted in this Franchise or any ordinances relating to the subject for which a permit fee is not established, Franchisee shall pay such costs and expenses directly to the City in accordance with the provisions of Section 21.3. 21.2 Emergency Repair Costs. In addition to Section 21.1, Franchisee shall promptly reimburse the City in accordance with the provisions of Section 21.3 and Section21.4 for any and all costs the City reasonably incurs in response to any emergency situation involving Franchisee's Facilities, to the extent said emergency is not the fault of the City. Ordinance No. 20-Page 33 of 51 Rev 2/19 21.3 Reimbursement of Expenses. Franchisee shall reimburse the City within sixty (60) days of submittal by the City of an itemized billing for reasonably incurred costs, itemized by project, for Franchisee's proportionate share of all actual, identified expenses incurred by the City in planning, constructing, installing, repairing, altering, or maintaining any City facility as the result of the presence of Franchisee's Facilities in the Rights-of-Way. Such costs and expenses shall include but not be limited to Franchisee's proportionate cost of City personnel assigned to oversee or engage in any work in the Rights-of-Way as the result of the presence of Franchisee's Facilities in the Rights-of-Way. Such costs and expenses shall also include Franchisee's proportionate share of any time spent reviewing construction plans in order to either accomplish the relocation of Franchisee's Facilities or the routing or rerouting of any utilities so as not to interfere with Franchisee's Facilities. 21.4 Calculation of Costs. The time of City employees shall be charged at the hourly rate specified in the applicable Code, schedule, or other City adopted regulation. Any other costs will be billed proportionately on an actual cost basis. All billings will be itemized so as to specifically identify the costs and expenses for each project for which the City claims reimbursement. A charge for the actual costs incurred in preparing the billing may also be included in said billing. At the City's option, the billing may be on an annual basis, but the City shall provide the Franchisee with the City's itemization of costs, in writing, at the conclusion of each project for information purposes. Section 22. Indemnification 22.1 Franchisee releases, covenants not to bring suit, and agrees to indemnify, defend, and hold harmless the City, its officers, elected and appointed officials, employees, agents, volunteers and representatives from any and all claims, costs, judgments, awards, or liability to any person, for injury or death of any person, or damage to property caused by or arising out of any acts or omissions of Franchisee, its agents, servants, officers, or employees in the performance of this Franchise and Ordinance No . 20-Page 34 of 51 Rev 2/19 any rights granted within this Franchise. The indemnification shall include, but is not limited to, Franchisee indemnifying, defending and holding the City harmless from any and all claims, costs, judgments, awards or liability to any person arising from radio frequency emissions or radiation emitted from Franchisee's Facilities located in the Rights-of-Way, regardless of whether Franchisee's equipment complies with applicable federal statutes and/or FCC regulations related thereto. These indemnification obligations shall extend to claims that are not reduced to a suit and any claims that may be compromised, with Franchisee's prior written consent, prior to the culmination of any litigation or the institution of any litigation. 22.2 Inspection or acceptance by the City of any work performed by Franchisee at the time of completion of construction shall not be grounds for avoidance by Franchisee of any of its obligations under this Section 22. 22.3 The City shall promptly notify Franchisee of any claim or suit and request in writing that Franchisee indemnify the City. Franchisee may choose counsel to defend the City subject to this Section 22.3. City's failure to so notify and request indemnification shall not relieve Franchisee of any liability that Franchisee might have, except to the extent that such failure prejudices Franchisee 's ability to defend such claim or suit. In the event that Franchisee refuses the tender of defense in any suit or any claim, as required pursuant to the indemnification provisions within this Franchise, and said 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 on the part of Franchisee, Franchisee shall pay all of the City's reasonable costs for defense of the action, including all expert witness fees , costs, and attorney's fees , and including costs and fees incurred in recovering under this indemnification provision. If separate representation to fully protect the interests of both parties is necessary, such as a conflict of interest between the City and the counsel selected by Franchisee to Ordinance No. 20-__ Page 35 o/51 Rev 2/19 represent the City, then upon the prior written approval and consent of Franchisee, which shall not be unreasonably withheld, the City shall have the right to employ separate counsel in any action or proceeding and to participate in the investigation and defense thereof, and Franchisee shall pay the reasonable fees and expenses of such separate counsel, except that Franchisee shall not be required to pay the fees and expenses of separate counsel on behalf of the City for the City to bring or pursue any counterclaims or interpleader action, equitable relief, restraining order or injunction. The City's fees and expenses shall include all out-of-pocket expenses, such as consultants and expert witness fees, and shall also include the reasonable value of any services rendered by the counsel retained by the City but shall not include outside attorneys' fees for services that are unnecessarily duplicative of services provided the City by Franchisee. Each party agrees to cooperate and to cause its employees and agents to cooperate with the other party in the defense of any such claim and the relevant records of each party shall be available to the other party with respect to any such defense. 22.4 Except to the extent that damage or injury arises from the sole negligence or willful misconduct of the City, its officers, officials ( elected and appointed), employees or agents, the obligations of Franchisee under the indemnification provisions of this Section 22, and any other indemnification provision herein shall apply regardless of whether liability for damages arising out of bodily injury to persons or damages to property were caused or contributed to by the concurrent negligence of the City, its officers, officials ( elected and appointed), employees or agents and the Franchisee. Notwithstanding the proceeding sentence, to the extent the provisions ofRCW 4.24.115 are applicable, the parties agree that the indemnity provisions hereunder shall be deemed amended to conform to said statute and liability shall be allocated as provided therein. It is further specifically and expressly understood that the indemnification provided constitutes Franchisee's waiver of immunity under Title 51 RCW, solely for the purposes of this indemnification, relating solely to Ordinance No. 20-__ Page 36 of 51 Rev 2/19 indemnity claims made by the City directly against the Franchisee for claims made against the City by Franchisee's employees. This waiver has been mutually negotiated by the parties. 22.5 Notwithstanding any other provisions of this Section 22, Franchisee assumes the risk of damage to its Facilities located in the Rights-of-Way and upon City-owned property from activities conducted by the City, its officers, officials ( elected and appointed) agents, employees, volunteers, elected and appointed officials, and contractors, except to the extent any such damage or destruction is caused by or arises from any solely negligent, willful misconduct, or criminal actions on the part of the City, its officers, officials ( elected and appointed) agents, employees, volunteers, or elected or appointed officials, or contractors. In no event shall the City be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, including by way of example and not limitation lost profits, lost revenue, loss of goodwill, or loss of business opportunity in connection with its performance or failure to perform under this Franchise. Franchisee releases and waives any and all such claims against the City, its officers, agents, employees, volunteers, or elected or appointed officials, or contractors. Franchisee further agrees to indemnify, hold harmless and defend the City against any claims for damages, including, but not limited to, business interruption damages, lost profits and consequential damages, brought by users of Franchisee's Facilities as the result of any interruption of service due to damage or destruction of Franchisee's Facilities caused by or arising out of activities conducted by the City, its officers, officials ( elected and appointed) agents, employees or contractors. 22.6 The provisions of this Section 22 shall survive the expiration, revocation, or termination of this Franchise. Ordinance No. 20-__ Page 37 o/51 Rev 2/19 Section 23. Insurance 23.1 Franchisee shall procure and maintain for so long as Franchisee has Facilities in the Public Ways, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the acts or omissions of Franchisee. Franchisee shall require that every subcontractor maintain substantially the same insurance coverage with substantially the same policy limits as required of Franchisee. Franchisee shall procure insurance from insurers with a current A.M. Best rating of not less than A. Franchisee shall provide a copy of a certificate of insurance and additional insured endorsement to the City for its inspection at the time of acceptance of this Franchise, and such insurance certificate shall evidence a policy of insurance that includes: A. Automobile Liability insurance with limits of no less than $5,000,000 combined single limit per occurrence for bodily injury and property damage; B. Commercial General Liability insurance, written on an occurrence basis with limits of no less than $5,000,000 per occurrence for bodily injury and property damage and $5,000,000 general aggregate including personal and advertising injury, blanket contractual; premises;-operations; independent contractors; products and completed operations; and broad form property damage; explosion, collapse and underground (XCU); C. Pollution liability shall be in effect throughout the entire Franchise term, with a limit of one million dollars ($1,000,000) per occurrence, and two million dollars ($2,000,000) in the aggregate; D. Workers' Compensation coverage as required by the Industrial Insurance laws of the State of Washington and Employer's Liability with a limit of $1,000,000 each accident/disease/policy limit. Evidence of qualified self-insurance is acceptable; and Ordinance No. 20-Page 38 o/51 Rev 2/19 E. Excess Umbrella liability policy with limits of $10,000,000 per occurrence and in the aggregate. Franchisee may use any combination of primary and excess to meet required total limits. 23.2 Payment of deductible or self-insured retention shall be the sole responsibility of Franchisee. Franchisee may utilize primary and umbrella liability insurance policies to satisfy the insurance policy limits required in this Section 23. Franchisee's umbrella liability insurance policy shall provide "follow form" coverage over its primary liability insurance policies. 23 .3 The required insurance policies, with the exception of Workers' Compensation and Employer's Liability obtained by Franchisee shall include the City, its officers, officials (elected and appointed), employees, agents, and volunteers ("Additional Insureds"), as an additional insured with regard to activities performed under this Franchise by or on behalf of Franchisee, with coverage at least as broad as Additional Insured Managers Lessors of Premises ISO form CG 20 11. The coverage shall contain no special limitations on the scope of protection afforded to the Additional Insureds. In addition, the insurance policy shall contain a clause stating that coverage shall apply separately to each insured against whom a claim is made, or suit is brought, except with respect to the limits of the insurer's liability. Franchisee shall provide to the City upon acceptance a certificate of insurance and blanket additional insured endorsement. Receipt by the City of any certificate showing less coverage than required is not a waiver of Franchisee's obligations to fulfill the requirements. Franchisee's required general and auto liability insurance shall be primary insurance with respect to the City. Any insurance, self-insurance, or insurance pool coverage maintained by the City shall be in excess of Franchisee's required insurance and shall not contribute with it. 23.4 Upon receipt of notice from its insurer(s) Franchisee shall provide the City with thirty (30) days prior written notice of any cancellation of any insurance policy, required pursuant to this Ordinance No. 20-Page 39 of 51 Rev 2/19 Section 23. Franchisee shall, prior to the effective date of such cancellation, obtain replacement insurance policies meeting the requirements of this Error! Reference source not found .. Failure to provide the insurance cancellation notice and to furnish to the City replacement insurance policies meeting the requirements of this Section 23 shall be considered a material breach of this Franchise and subject to the City's election ofremedies described in Section 14 above. Notwithstanding the cure period described in Section 14 above, the City may pursue its remedies immediately upon a failure to furnish replacement insurance. 23.5 Franchisee's maintenance of insurance as required by this Section 23 shall not be construed to limit the liability of Franchisee to the coverage provided by such insurance, or otherwise limit the City's recourse to any remedy available at law or equity. Further, Franchisee's maintenance of insurance policies required by this Franchise shall not be construed to excuse unfaithful performance by Franchisee. If Franchisee maintains higher insurance limits than the minimums shown above, the City shall be insured for the full available limits of Commercial General and Excess Umbrella liability maintained by the Franchisee, irrespective of whether such limits maintained by the Franchisee are greater than those required by this contract or whether any certificate of insurance furnished to the City evidences limits ofliability lower than those maintained by the Franchisee. 23 .6 The City may review all insurance limits once every three years during the Term and upon prior written notice to and review by Franchisee, may make reasonable adjustments in the limits upon thirty (30) days' prior written notice to Franchisee. Franchisee shall then issue a certificate of insurance to the City showing compliance with these adjustments. 23.7 As of the Effective Date of this Franchise, Franchisee is not self-insured. Should Franchisee wish to become self-insured at the levels outlined in this Franchise at a later date. Ordinance No . 20-Page 40 of 51 Rev 2/19 Franchisee or its affiliated parent entity shall comply with the following: (1) provide the City, upon request, a copy of Franchisee's, or its parent company's, most recent audited financial statements, if such financial statements are not otherwise publicly available; (2) Franchisee or its parent company is responsible for all payments within the self-insurance program; and (3) Franchisee assumes all defense and indemnity obligations as outlined in the indemnification section of this Franchise. Section 24. Bond 24.1 Construction P erformance Bond. Franchisee shall furnish a performance bond ("Performance Bond") written by a corporate surety reasonably acceptable to the City equal to at least 120% of the estimated cost of constructing Franchisee's Facilities within the Rights-of-Way of the City prior to commencement of any such work or such other amount as deemed appropriate by the Director. The Performance Bond shall guarantee the following: (1) timely completion of construction; (2) construction in compliance with all applicable plans, permits, technical codes, and standards; (3) proper location of the Facilities as specified by the City; ( 4) restoration of the Rights- of-Way and other City properties affected by the construction; (5) submission of as-built drawings after completion of construction; and ( 6) timely payment and satisfaction of all claims, demands, or liens for labor, materials, or services provided in connection with the work which could be asserted against the City or City property. Said bond must remain in full force until the completion of construction, including final inspection, corrections, and final approval of the work, recording ofall easements, provision of as-built drawings, and the posting of a Maintenance Bond as described in Section 24.2 . Compliance with the Performance Bond requirement of the City's current Design and Construction Standards shall satisfy the provisions of this Section 24.1. 24.2 Maintenance Bond. Franchisee shall furnish a two (2) year maintenance bond ("Maintenance Bond"), or other surety acceptable to the City, at the time of final acceptance of Ordinance No. 20-__ Pag e 41 of 51 Rev 2/19 construction work on Facilities within the Rights-of-Way. The Maintenance Bond amount will be equal to ten percent (10%) of the documented final cost of the construction work, but in no event shall a bond of more than $250,000 be required. The Maintenance Bond in this Section 24.2 must be in place prior to City's release of the bond required by Section 24.1 . Compliance with the Maintenance Bond requirement of the City's current Design and Construction Standards shall satisfy the provisions of this Section 24.2. 24.3 Franchise Bond. Franchisee shall provide City with a bond in the amount of Fifty Thousand Dollars ($50,000.00) ("Franchise Bond") running or renewable for the term of this Franchise, in a form and substance reasonably acceptable to City. In the event Franchisee shall fail to substantially comply with any one or more of the provisions of this Franchise following notice and a reasonable opportunity to cure, then there shall be recovered jointly and severally from Franchisee and the bond any actual damages suffered by City as a result thereof, including but not limited to staff time, material and equipment costs, compensation or indemnification of third parties, and the cost ofremoval or abandonment of facilities hereinabove described. Franchisee specifically agrees that its failure to comply with the terms of this Section 24 shall constitute a material breach of this Franchise. The amount of the bond shall not be construed to limit Franchisee's liability or to limit the City's recourse to any remedy to which the City is otherwise entitled at law or in equity. Section 25. Abandonment 25.1 Where any Facilities or portions of Facilities are no longer needed, and their use is to be discontinued, the Franchisee shall report within thirty (30) days such Facilities in writing ("Deactivated Facilities") to the Director. This notification is in addition to the inventory revisions addressed in 15.6. Deactivated Facilities, or portions thereof, shall be completely removed within ninety (90) days and the site, pole or infrastructure restored to its pre-existing condition. This Ordinance No. 20-__ Page 42 of51 Rev 2/19 requirement shall include the removal of any underground Facilities within the Rights-of-Way unless otherwise agreed to by the City. Franchisee must apply and receive a permit, pursuant to Section 7 .1, prior to any such removal of Facilities from the Rights-of-Ways. 25.2 In the event that the use of any part of the Facilities are discontinued for any reason for a continuous period of six (6) months or more, or in the event such Facility has been installed in any Right-of-Way or other public place without complying with the requirements of this Franchise or other City ordinances, the provisions of Section 15. 7 shall govern. 25.3 Any property of Franchisee remaining in place thirty (30) days after such notice, termination or expiration of this Franchise shall be considered permanently abandoned. The City may extend such time not to exceed an additional thirty (30) days. Any costs incurred by the City in safeguarding such Facilities or removing the Facilities shall be reimbursed by Franchisee. Nothing contained within this Section 25 shall prevent the City from compelling Franchisee to remove any such Facilities through judicial action when the City has not permitted Franchisee to abandon said Facilities in place. 25.4 Any property of Franchisee permitted by the City to be abandoned in place shall be abandoned in such manner as the City shall prescribe. Upon permanent abandonment of the property of Franchisee in place, the property shall become that of the City, and Franchisee shall submit to the City Clerk an instrument in writing, to be approved by the City Attorney, transferring to the City the ownership of such property. 25.5 The provisions of this Section 25 shall survive the expiration, revocation, or termination of this Franchise. Section 26. General Provisions 26.1 Entire Agreement. This Franchise contains all of the agreements of the Parties with Ordinance No. 20-Page 43 o/51 Rev 2/19 respect to any matter covered or mentioned in this Franchise and no prior agreements or understandings pertaining to any such matters shall be effective for any purpose. 26.2 Modification. No provision of this Franchise may be amended or added to except by agreement in writing signed by both of the Parties. 26.3 Assignment. A. This Franchise may not be directly or indirectly assigned, transferred, or disposed ofby sale, lease, merger, consolidation or other act of Franchisee, by operation of law or otherwise, unless approved in writing by the City, which approval shall not be unreasonably withheld, conditioned or delayed. The above notwithstanding, Franchisee may freely assign this Franchise in whole or in part to a parent, subsidiary, or affiliated entity, unless there is a change of control as described in Section 26.3B below, or for collateral security purposes. Franchisee shall provide prompt, written notice to the City of any such assignment. In the case of transfer or assignment as security by mortgage or other security instrument in whole or in part to secure indebtedness, such consent shall not be ~equired unless and until the secured party elects to realize upon the collateral. For purposes of this Section, no assignment or transfer of this Franchise shall be deemed to occur based on the public trading of Franchisee's stock; provided, however, any tender offer, merger, or similar transaction resulting in a change of control shall be subject to the provisions of this Franchise. B. Any transactions that singularly or collectively result in a change of more than fifty percent (50%) of the: ultimate ownership or working control of Franchisee, ownership or working control of the Facilities, ownership or working control of affiliated entities having ownership or working control of Franchisee or of the Facilities, or of control of the capacity or Ordinance No. 20-Page44 o/51 Rev 2/19 bandwidth of Franchisee's Facilities, shall be considered an assignment or transfer requiring City approval. Transactions between affiliated entities are not exempt from City approval if there is a change in control as described in the preceding sentence. Franchisee shall promptly notify the City prior to any proposed change in, or transfer of, or acquisition by any other party of control of Franchisee. Every change, transfer, or acquisition of control of Franchisee shall cause a review of the proposed transfer. The City shall approve or deny such request for an assignment or transfer requiring City's consent within one-hundred twenty (120) days of a completed application from Franchisee, unless a longer period of time is mutually agreed to by the parties or when a delay in the action taken by the City is due to the schedule of the City Council and action cannot reasonably be obtained within the one hundred twenty (120) day period. In the event that the City adopts a resolution denying its consent and such change, transfer, or acquisition of control has been affected, the City may revoke this Franchise, following the revocation procedure described in Section 14.3 above. The assignee or transferee must have the legal, technical, financial, and other requisite qualifications to own, hold, and operate Franchisee's Services. Franchisee shall reimburse the City for all direct and indirect costs and expenses reasonably incurred by the City in considering a request to transfer or assign this Franchise, in accordance with the provisions of Section 21.3 and Section 21.4, and shall pay the applicable application fee. C. Franchisee may, without prior consent from the City: (1) lease the Facilities, or any portion, to another person; (2) grant an indefeasible right of user interest in the Facilities, or any portion, to another person; or (3) offer to provide capacity or bandwidth in its Facilities to another person, provided further, that Franchisee shall at all times retain ownership over its Facilities and remain fully responsible for compliance with the terms of this Franchise, and Franchisee shall furnish, upon request from the City, a copy of any such lease or agreement, provided that Franchisee Ordinance No. 20-Page 45 o/51 Rev 2/19 may redact the name, street address (except for City and zip code), Social Security Numbers, Employer Identification Numbers or similar identifying information, and other information considered confidential under applicable laws provided in such lease or agreement, and the lessee complies, to the extent applicable, with the requirements of this Franchise and applicable City codes. Franchisee's obligation to remain fully responsible for compliance with the terms under this Section 26.2 shall survive the expiration of this Franchise but only if and to the extent and for so long as Franchisee is still the owner or has exclusive control over the Facilities used by a third party. 26.4 o Waiver. Failure of either party to declare any breach or default by the other party immediately upon the occurrence thereof, or delay in taking any action in connection therewith, shall not waive such breach or default, but such party shall have the right to declare any such breach or default at any time. Failure of either party to declare one breach or default does not act as a waiver of such party's right to declare another breach or default. 26.5 Governing Law. This Franchise shall be made in and shall be governed by and interpreted in accordance with the laws of the State of Washington. Venue for any dispute related to this Franchise shall be the United States District Court for the Western District of Washington, or King County Superior Court. 26.6 Authority. Each individual executing this Franchise on behalf of the City and Franchisee represents and warrants that such individual is duly authorized to execute and deliver this Franchise on behalf of the Franchisee or the City. 26. 7 Designated Contact. Franchisee shall designate a Franchise manager as a single point of contact for Franchise related questions, including but not limited to questions related to Franchise compliance, scheduling and construction. Such information shall be provided at the time of Ordinance No. 20-Page 46 of 51 Rev 2/19 acceptance of this Franchise. Franchisee shall be responsible for updating the Franchise manager and his/her contact information if such information changes. 26.8 Notices. Any notices required to be given by the City to Franchisee or by Franchisee to the City shall be delivered to the parties at the following addresses: CITY OF FEDERAL WAY Attn: Public Works Director 33325 8th Avenue South Federal Way, WA 98003 with a copy to: CITY OF FEDERAL WAY Attn: City Attorney 33325 8th Avenue South Federal Way, WA 98003 EXTENET SYSTEMS LLC Attn: Franchise Manager 3030 Warrenville Road, Suite 340 Lisle, Illinois 60532 Invoices: ExteN et Systems, Inc Attn: CFO 3030 Warrenville Road, Suite 340 Lisle, Illinois 60532 Any notices shall be delivered personally to the addressee of the notice or sent by United States certified mail, postage prepaid, to the address set forth herein. Any notice so sent shall be deemed received three (3) business days after the date of mailing. 26.9 aptions. The respective captions of the sections of this Franchise are inserted for convenience of reference only and shall not be deemed to modify or otherwise affect in any respect any of the provisions of this Franchise. 26.10 Remedies Cumulative. Any remedies provided for under the terms of this Franchise are not intended to be exclusive but shall be cumulative with all other remedies available to the City at law, in equity or by statute. 26.11 Hazardous Substances. Franchisee shall not introduce or use any hazardous substances ( chemical or waste), in violation of any applicable law or regulation, nor shall Franchisee Ordinance No. 20-Page 47 o/51 Rev 2/19 allow any of its agents, contractors or any person under its control to do the same. Franchisee will be solely responsible for and will defend, indemnify and hold the City, its officers, officials, employees, agents and volunteers harmless from and against any and all claims, costs and liabilities including reasonable attorneys' fees and costs, arising out of or in connection with the cleanup or restoration of the property associated with Franchisee 's use, storage, or disposal of hazardous substances, whether or not intentional, and the use, storage, or disposal of such substances by Franchisee's agents, contractors or other persons acting under Franchisee's control, intentional or not. 26.12 FAA. Franchisee acknowledges that it, and not the City, shall be responsible for the premises and equipment's compliance with all marking and lighting requirements of the FAA and the FCC. Franchisee shall indemnify and hold the City harmless from any fines or other liabilities caused by Franchisee's failure to comply with such requirements. Should Franchisee or the City be cited by either the FCC or the FAA because the Facilities or the Franchisee's equipment is not in compliance and should Franchisee fail to cure the conditions of noncompliance within the timeframe allowed by the citing agency, the City may either terminate this Franchise immediately on notice to the Franchisee or proceed to cure the conditions of noncompliance at the Franchisee's expense. Section 27. Severability If any section, sentence, clause, or phrase of this Franchise should be held to be invalid or unconstitutional by a court of competent jurisdiction, such invalidity or unconstitutionality shall not affect the validity or constitutionality of any other section, sentence, clause, or phrase of this Franchise. Section 28. Ratification Any act consistent with the authority and prior to the effective date of this Franchise is hereby ratified and affirmed. Ordinance No. 20-Page 48 of 51 Rev 2/19 Section 29. Effective Date This Franchise shall take effect and be in full force thirty (30) days after its passage and publication, according to law (see Effective Date below). PASSED by the City Council of the City of Federal Way this day of ---- --------,20_ [ signatures to follow] CITY OF FEDERAL WAY: JIM FERRELL, MAYOR ATTEST: STEPHANIE COURTNEY, CMC, CITY CLERK Ordinance No. 20-__ Page 49 o/51 Rev 2/19 APPROVED AS TO FORM: J. RYAN CALL, CITY ATTORNEY FILED WITH THE CITY CLERK: PASSED BY THE CITY COUNCIL: PUBLISHED: EFFECTIVE DATE: ORDINANCE NO.: Ordinance No. 20-~-Page 50 of51 Rev 2/19 ACCEPTANCE: The undersigned hereby accepts all the rights and privileges of the above granted Franchise and acknowledges that such rights and privileges are subject to and limited by all of the terms, conditions and obligations contained therein. DATED this __ day of _________ , 20_. EXTENET SYSTEMS, LLC By:------------- Its: -------------- Ordinance No . 20-__ Page 51 of 51 Rev 2/19 ITEM#: 7c COUNCIL MEETING DATE: July 21, 2020 --------------------======- CITY OF FEDERAL WAY CITY COUNCIL AGENDA BILL SUBJECT: ORDINANCE: AMEND 19.142 FWRC, FLOOD DAMAGE PREVENTION IN ORDER TO CONTINUE PARTICIPATION IN THE NATIONAL FLOOD INSURANCE PROGRAM POLICY QUESTION: Should the City Council amend the FWRC 19 .142, Flood Damage Prevention, COMMITTEE: Land Use and Transportation CATEGORY: D Consent D City Council Business ~ Ordinance D Resolution STAFF REPORT BY: Doc Hansen, Planning Manager Attachments: Staff Report Ordinance Options Considered: 1. To adopt the proposed ordinance MEETING DATE: July 6, 2020 • • Public Hearing Other DEPT: Community Development 2. To not adopt the proposed ordinance and provide direction to staff. MAYOR'S RECOMMENDATION: Option 1: To adopt the proposed ordinance MAYORAPPROVAL: ~ for DIRECTOR APPROVAL: ~ Mayor Ferrell 6-30-2020 Committee Initial/Date Council lnitia I/Date 6-~a -~01 0 Initial/Date COMMITTEE RECOMMENDATION: I move to fo,ward the proposed ordinance to First Reading on July 21, 2020 Council meeting i1'0--. V L'de.d fbv"\t<-'rC::V\C-C. \,h c.... v ; t:!c e o L/) 1(\£:ece""'(:.e Mark Koppang, Committee Chair Martin Moore, Committee Member ✓,'c,.. v, d-e9 C.:>v'\.{erc:v\C,e_ Hoang Tran, Committee Member PROPOSED COUNCIL MOTION(S): FIRST READING OF ORDINANCE (JULY 21): "J move to forward the proposed ordinance to the August 11, 2020 Council Meeting.for second reading and enactment." SECOND READING OF ORDINANCE (AUGUST 11): "J move approval of the proposed ordinance." (BELOW TO BE COMPLETED BY CITY CLERK'S OFFICE) COUNCIL ACTION: 0 APPROVED 0 DENIED (2 /T ,\BLED/DEFER RED/NO .-\CTION er i\•lOVED TO SECO1 D READI , G (ordi11a11ces only) REVISED-12/2017 COUNCIL BILL# First reading Enactment reading ORDINANCE# RESOLUTION # CITY OF FEDERAL WAY DATE: MEMORANDUM July 6, 2020 TO: Mark Koppang, Chair of Land Use Transportation Committee VIA: Jim Ferrell, Mayor FROM: B1ian Davis, Community Development Director 1Ji.--:-- Robert "Doc" Hansen, Planning Manager 'tf'-1-( SUBJECT: Amendments to Chapter FWRC 19 .142 Regarding Flood Damage Prevention I. FINANCIAL IMPACT The approval of the following proposed Code amendment will not cost the City any additional funds, and will require no transfer of general funds for the action. II. BACKGROUND In February, new digital maps designating the City of Federal Way's coastal area and determining the floodplains location were adopted by Federal Emergency Management Agency (FEMA) and the State of Washington. On February 19 ,2020, the City was sent a letter from the FEMA regarding amendments that need to be made to FWRC 19.142 to meet to the new Federal floodplain standards. The amendments are necessary for the City to keep flood insurance through the National Flood Insurance Program provided by the Federal government. Most lands considered "floodplains," or special flood hazard area (SFHA), are located on the City's coastline according to past Floodplain Insurance Rate Maps (FIRM). The new digitized maps to be adopted and which go into effect on August 19 th will not significantly change these previous maps. The new language will minimally affect areas classified under the program as VE and AE zones under the new digital floodplain maps approved. III. PROPOSED CHANGES TO CODE The draft proposed code amendments are attached as Exhibit A at the end of this brief. The amendments will mainly place more responsibility on local governments for implementation and place greater limitation on developments in areas that have more environmental significance. In summary, proposed amendments would: 1. Amend and add a number of definitions to the Code, many of which are designed to provide clarity to intentions of the regulation relating to substantial improvement, meaning of new construction, and reference to measuring water level. Manufactured Homes are identified more specifically in a number of definitions as are historic structures for their protection. 2. Reference the effective date that new maps will be used. 3. Place more responsibility upon local agencies in approving permits and variances. 4. Require the Director to notify the Federal Insurance Administrator whenever development may change the mean sea level on the property. 5. Provide greater distinction between the "AE" zone and the more environmental sensitive "VE" zone as identified on the new maps by placing greater restriction to development proposed in the "VE" zone. 6. Require manufactured home parks to be considered subdivisions in order to be considered under flood insurance program. IV. PLANNING COMMISSION ACTION Per Code, the Planning Commission held a public hearing and made recommendation to the City Council on proposed code amendments. Public Notice was made in the official newspaper on June 15, 2020 and was posted on line. No comments were received regarding the proposal. The Planning after public hearing and discussion unanimously agreed to pass the proposal to City Council with recommendation for approval. V. TIMELINE The planned actions to amend FWRC 19 .142 are as shown below: 1. Notice of Planning Commission Public Hearing -May 29, 2020 2. SEPA DNS Notice issued-May 15, 2020 3. Planning Commission Public Hearing-June 15, 2020 4. Land Use/Transportation Committee Public Meeting -July 6, 2020 5. City Council Public Meeting 1st Reading of Ordinance-July 21, 2020 6. City Council Public Meeting 2nd Reading of Ordinance -August 11, 2020 7. Ordinance Effective -August 14, 2020 VI. MAYOR'S RECOMMENDATION After consideration of the review of staff analysis and options available for action ( approval, approval with modification or denial), the Mayor recommends that the proposed amendments be approved as recommended by the Planning Commission. Exhibit A: Amendments to FWRC 19.142 presented to Planning Commission and recommended for approval Exhibit A: Amendments to FWRC 19.142 Chapter 19.142 FLOOD DAMAGE PREVENTION 1 Sections: Article I. Generally 19.142.010 Purpose. 19.142.020 Adoption of state and federal statutes and regulat ions. 19.142.030 Methods of reducing flood l o sses. 19.142.040 Definitions . Article II. Provisions 19.142.050 General provisions. 19.142.060 Development activities subject to floodplain development permits. 19.142.070 U s e of other base flood data (in A and V zones). 19.142.080 Information to be obtained and m aintained. 19.142.090 Alteration of watercourses. 19 142 095 NotificatIon to Other Entities Changes to floodofain Maps 19.142.100 Conditions for variance s . 19.142.110 Provisions for flood hazard reduction. 19.142.120 Development Proposa ls, Including Manufactured Home Parks and Subdivision proposals. 19.142.130 Review of building permits. 19.142.140 Specifi c standards. 19.142.150 AE and A1-30 zones with base flood elevations but no f loodways. 19.142.160 Floodways . 19.142.170 Critical facility. Article I. Generally I 19.142.010 Purpose. It is the purpose of this chapter to promote the public health, safety, and general welfare and minimize public and private losses due to flood conditions in specific areas by provisions designed : (1) To protect human life and health; (2) To minimize expenditure of public money and costly flood control projects; (3) To minimize the need for rescue and relief efforts associated with flooding and generally undertaken at the expense of the general public; (4) To minimize prolonged business interruptions ; (5) To minimize damage to public facilities and utilities such as water and gas mains; electric, telephone and sewer lines; streets; and bridges located in areas of special flood hazard; (6) To help maintain a stable tax base by providing for the sound use and development of areas of special flood hazard so as to minimize future flood blight areas; (7) To ensure that potential buyers are notified that property is in an area of special flood hazard; (8) To ensure that those who occupy the areas of special flood hazard assume responsibility for their actions. 19.142.020 Adoption of state and federal statutes and regulations. The following state statutes and administrative regulations as currently existing and hereafter amended are hereby adopted by this reference as if set forth in full : (1) Chapter 86 .16 RCW , Floodplain Management. (2) 44 CFR 59.22(a). (3) 44 CFR 60.3(c)(1 )(d)(2). (4) 44 CFR 60.3(b)(1). (5) 44 CFR 59.22(b )(1 ). (6) 44 CFR 60.3(a)(2). (Ord . No . 06-536, § 2(Exh . A), 11-7-06. Code 2001 § 21-101 . Formerly 16.40 .020 .) 19.142.030 Methods of reducing flood losses. In order to accomplish its purposes, this chapter includes methods and provisions for: (1) Restricting or prohibiting uses which are dangerous to health, safety, and property due to water or erosion hazards, or which result in damaging increases in erosion or in flood heights or velocities; (2) Requiring that uses vulnerable to floods, including facilities which serve such uses, be protected against flood damage at the time of initial construction; (3) Controlling the alteration of natural floodplains, stream channels , and natural protective barriers, which help accommodate or channel floodwaters; (4) Controlling filling, grading, dredging , and other development which may increase flood damage; and (5) Preventing or regulating the construction of flood barriers that unnaturally divert floodwaters or may increase flood hazards in other areas . 19.142.040 Definitions. The definitions in this section apply throughout this chapter unless the context clearly requires otherwise . Terms not defined here are defined according to Chapter 19.05 or 16.05 FWRC or FWRC 1.05.020 , in that order. "Actual start of construction" means either the first placement of permanent construction of a structure on a site, such as the pouring of slab or footings, the installation of piles, the construction of columns, any work beyond the stage of excavation, or the placement of a manufactured home on a foundation. Permanent construction does not include land preparation , such as clearing, grading and filling; nor does it include the installation of streets and/or walkways; nor does it include excavation for a basement, footings, piers, or foundations or the erection of temporary forms; nor does it include the installation on the property of accessory buildings, such as garages or sheds not occupied as dwelling units or not part of the main structure. "Actual start of construction," for a substantial improvement, means the first alteration of any wall, ceiling, floor, or other structural part of a building, whether or not that alteration affects the external dimensions of the building . "Alteration of watercourse" means any action that will change the location of the channel occupied by water within the banks of any portion of a riverine waterbody. "Appeal" means a request for a review of the interpretation of any provision of this chapter or a request for a variance. "Area of shallow flooding" means designated as AO or AH zone on the flood insurance rate map (FIRM). AO zones have base flood depths that range from one to three feet above the natural ground ; a clearly defined channel does not exist; the path of flooding is unpredictable and indeterminate; and velocity flow may be evident. AO is characterized as sheet flow ; AH indicates ponding, and is shown with standard base flood elevations. "Area of special flood hazard" means the land in the floodplain within a community subject to a one percent or greater chance of flooding in any given year. Designalion on maps always includes lhe letter A or V. "Base flood" means the flood having a one percent chance of being equaled or exceeded in any given year (also referred to as the "100-year flood"). Designated on flood insurance rate maps by the letter A or V. ~Base flood elevation (BFEJ " mea ns the elevation to which floodwa ter Is anticipated to rise during the base flood. "Basement" means any area of the building having its floor sub-grade (below ground level) on all sides. "Breakaway wall " means a wall that is not part of the structural support of the building and is intended through its design and construction to collapse under specific lateral loading forces, without causing damage to the elevated portion of the building or supporting foundation system. "Coastal high hazard area" means an area of special flood hazard extending from offshore to the inland limit of a primary frontal dune along an open coast and any other area subject to high velocity wave action from storms or seismic sources. The area is designated on the FIRM as zone V1-30, VE or V. "Critical facility" means a facility for which even a slight chance of flooding might be too great. Critical facilities include (but are not limited to) schools , nursing homes, hospitals, police, fire and emergency response installations, and installations which produce, use, or store hazardous materials or hazardous waste. "Development" means any manmade change to improved or unimproved real estate, including, but not limited to, buildings or other structures, mining, dredging, filling, grading, paving, excavations, drilling operations , or storage of equipment or materials located within the area of special flood hazard. "Director" means the director of the city of Federal Way community 'development department or his or her designee. "Elevated building" means, for insurance purposes, a nonbasement building that has its lowest elevated floor raised above ground level by foundation walls, shear walls, posts, piers, pilings, or columns. "Elevation certificate" means the official form tFEM/\ Form 81 31) an administrative loo! of the National Flood Insurance Program U1at can be used to track development, provide elevation information necessary to ensure compliance with community floodplain managemen~ ordinanees , aoo !Q_determine the proper insurance premium rate, with Section B completed by Federal Way , and to support a request for a Letter of Map Amendment (LOMA) or Letter of Map Revision -Based on Fill (LOMR-F). "Existing manufactured home park or subdivision" means a manufactured home park or subdivision for which the construction of facilities for servicing the lots on which the manufactured homes are to be affixed (including, at a minimum, the installation of utilities, the construction of streets, and either final site grading or the pouring of concrete pads) is completed before the effective date of the adopted floodplain management regulations. "Expansion to an existing manufactured home park or subdivision" means the preparation of additional sites by the construction of facilities for servicing the lots on which the manufactured homes are to be affixed (including the installation of utilities, the construction of streets, and either final site grading or the pouring of concrete pads). "Flood" or "flooding" means a general and temporary condition of partial or complete inundation of normally dry land areas from : (1) The overflow of inland or tidal waters; and/or (2) The unusual and rapid accumulation of runoff of surface waters from any source . (3) Mudslides (i.e ., mud nows} which are proximately caL1sed bv floodlng as defined in (a)(2) of this definition and are akin to a river of liquid and flowing mud on lhe surfaces of nom1ally dry land areas. as when earth Is earned by a current of water and deposited along the path of the current. (b) The collapse or subsid ence of land along the shore of a lake or other body of water as a resull of eros ion or undermining caused by waves or currents of water exceed ing anticipated cyclical levels or su dden ly caused by an unusually high wate r level in a natural body of water accompanied by a severe storm , or by an unanticipated force of natu re, such as flash flood or an abnormal ti dal su rge, or by some simi larly unusual and unforeseeable event wl1ich results In flooding as defined in {a ){1 ) of this definition "Flood insurance rate map (FIRM)" means the official map on which the Federal Insurance Administrat1eA or has delineated both the areas of special flood hazards and the risk premium zones applicable to the community. "Flood insurance study (FIS)" means an examination , eva luation and determination of flood hazards and, if appropriate. correspond ing water surface elevations, or an examlnal!on, evaluation and de termination of mudslide (I e .. mud flow) and/or flo od-related erosion hazards. Also known as a Flood Elevation Study ~e official report pFOvlded by the Federal Insurance Administration that mcludes need profiles the flood boundary floodway map , and the water surface eleva~ion of the base flood . ~Floodplain or flood-prone area "means any land area susceptible to being inundated by water from any source. See 'Flood or noodmg". "Floodplain management reguletions "means zornng ordinances. subdivision regulations . bui lding codes, health regulations, special purposes ord inances (such as noodplain ord inance. grading ordinance and erosion control ordinance) and other app lications of police power . The term describes such state or local regulati ons . in any combination thereof, which provide sta ndards for the purpose of Flood damage prevention and reduction . "Flood proofing " means any combination of structural and nonstructural additions, changes, or ad justments to structures which reduce or eliminate nsk of flood damage to real estate or improved real property, water and sanitary facilities , structures and their contents Flood proofed structures are those that have the structural mtegnty and deslgn to be Imperv1ous to floodwater below the Base Flood Elevation "Floodway" means the channel of a river or other watercourse and the adjacent land areas that must be reserved in order to discharge the base flood without cumulatively increasing the water surface elevation more than one f:oot a d esi gnated height. Al so known as a Regulatory Fl oodway". "Functionally dependent use " means a use which cannot perform its intended purpose unless It Is located or carried out in close proximi ty to water. The term includes only docking facilities, port facilities thal are necessary for the loading and unloading of cargo or passengers. and sh i p buJldino and shio repair facil ities , and does not include long term stora g e or related man ufact u ring facilities . "Highest adjacent grade " means the highest natural elevation of the ground surface prior to construction next to the proposed walls of a structure. "H1stonc structure " means any structure that is · 1) Listed individually in the National Register of Historic Places (a li sti na maintained by the Department of Interior) o r prelimina ri ly determ ined by the Secretary of the Interior as meeting the requirements for individual listing on the National Register; or 2) Certified or prel im i narily determined by the S ecreta ry of the Interior as con tributi ng to th e historical significance of a registered historic district or a district prelim i narily determ in ed by the Secretary to qualify as a reg i stered historic district; or 3) Individually listed on a state inventory of historic places in states with historic preservation programs which have been approved bv the Secretary of Interior; or 4) Individually listed on a local inventory of historic places in commun ities with historic preservation programs that h ave been certified either: a) By an approved state orogram as determined by the Secretary of the l ntenor, or b) OJrectly by the Secretary of the Interior In states without approved programs. "Lowest floor" means the lowest enclosed area (including basement), except that where an unfinished or flood-resistant enclosure, usable solely for parking of vehicles, building access, or storage in an area other than a basement area, is built in compliance with the applicable non- elevation design requirements of FWRC 19.142.140(1 )(b), the next lowest enclosed area is the lowest floor. "Manufactured home" means a structure, transportable in one or more sections, which is built on a permanent chassis and is designed for use with or without a permanent foundation when attached to the required utilities, but does not include a recreational vehicle. "Manufactured home park or subdivision" means a parcel (or contiguous parcels) of land divided into two or more manufactured home lots for rent or sale. "Mean Sea Level · means fo r pu rposes of the National Flood Insurance Program . the vertica l d atum to whi ch Base Flood Elevations shown on a community's Flood In su ra nce Rate Map a re referenced "New construction" means For the pu rooses of determin ing insurance rates. structures for which the "start of co nstructio n" commenced on or after the effective date of an initial Flood Insu rance Rate Map o r after D ecember 31 . 1974 , whichever Is later, and includes any subseq uent i m pro vements to such stru ctu res For floodplain manag e ment purposes. "new construction " m eans structures for which the "start of construction'' commenced on or after the effective date of a floodplain m anaoement regulation adopted by a commu n ity and includes any subsequent improvements to such structu res . for which the start of constru elion commenced on or a~r t=Ae cffccti't1c date of the ordinance cod ified in lhis chapter. "New manufactured home park or subdivision" means a manufactured home park or subdivision for which the construction of facilities for servicing the lots on which the manufactured homes are to be affixed (including at a minimum the installation of utilities, the construction of streets, and either final site grading or the pouring of concrete pads) is completed on or after the effective date of adopted floodplain management regulations . "Recreational vehicle" means a vehicle: (1) Built on a single chassis; (2) Four hundred square feet or less when measured at the largest horizontal projection; (3) Designed to be self-propelled or permanently towable by a light duty truck; and (4) Designed primarily not for use as a permanent dwelling but as temporary living quarters for recreational, camping, travel, or seasonal use. "Start of construction" includes substantial improvement, and means the date the building permit was issued, where the actual start of construction, repair, reconstruction, placement or other improvement occurs within 180 days of the permit date. See also "actual start of construction." "Structure" means a walled and roofed building, including a gas or liquid storage tank that is principally above ground , as well as a manufactured home . "Substantial damage"means damage of any origin sustained by a structure whereby the cost of restoring the structure to its before-damaged condition would equal or exceed 50 percent of the market value of the structure before the damage occurred . "Substantial improvement" means any improvement of a structure, including any repair or reconstruction, rehab11itat1011 1 add1tmn. or other improvement of a structure wl=lefe the cost of which the improYement equals or exceeds 50 percent of the market value of the structure either before the improvement is started or, 1f the structure has been damaged and is being restored , before the damage occurred . Substantial 1mpro'<1cmen'.: docs not include "Start of Construction " means the Improvemcnt of structures which have Incurred "substantial damage··. regardless o f the actual repair work performed The term does not, however, include e ither : (a) any project for improvement of a structure to correct pre-cited existing violations of state or local health, sanitary, or safety code specifications which have been previously identified by the local code enforcement official and which are the minimum necessary to assure safe living conditions; or (b) any alteration of a "historic structure" that precludes the structures continued designation as a "historic structure" lmted on the ~Jatlonal Reg ister of Histono Places or a State Inventory of Historie Plaees . Sttestontial ,m~gms when the first alteration of any· wall , eciling , floor, or other s:truotural part of lhe bu ildmg eommences. whether or not that alteration affects the e)(ternal d1rnons1ons of the strueture . "Variance" means a grant of relief from the requirements of this chapter that permits construction in a manner that would otherwise be prohibited by this chapter. '"Violation " means the fai lure of a structure or other development to be fu ll y compliant with the community's flood plain management regu lations . A structure or other development without the elevation certificate, other certifications or other evidence of compliance required in th is ordinance is presumed to be in violation until such time as that documentation is provided. "Water-dependent" means a structure for commerce or industry that cannot exist in any other location and is dependent on the water by reason of the intrinsic nature of its operations. Article II. Provisions 19.142.050 General provisions. (1) Application of chapter. This chapter shall apply to all areas of special flood hazards within the jurisdiction of Federal Way. The areas of special flood hazard identified by the Federal Insurance Administra · _r in a scientific and engineering report entitled "The Flood Insurance Study for King County, Washington and Incorporated Areas" dated May 16, 1995 August 19, 2020 , and any revisions thereto, with an accompanying flood insurance rate map (FIRM), and any revisions thereto, are hereby adopted by reference and declared to be a part of this chapter. The flood insurance study and the FIRM are on file at Federal Way City Hall. The best available information for flood hazard area identification as outlined in FWRC 19.142.070 shall be the basis for regulation until a new FIRM is issued that incorporates data utilized under FWRC 19.142.070 . (2) Penalties for noncompliance. Pfo structure or land shall hereafter be oonstrueted . located. mctended, oorwertcd, or altered Anv person responsible for constructing . localing . extending . convert1na . or altering a structure or land without full compliance with the terms of this chapter and other applicable regulations shall be sub1ect to civi l enforcement penalties under FWRC 1 .15 . (3) Summary abatement. Whenever any violation of this chapter causes or creates a condition which constitutes or contributes to an immediate and emergent threat to the public health, safety or welfare or to the environment, the director may summarily and without prior notice abate the condition. Notice of such abatement, including the reason for it, shall be given to the person responsible-for the violation as soon as reasonably possible after abatement. The costs -of such summary abatement shall be recoverable via procedures for recovery of abatement costs as set forth in Chapter 1.15 FWRC, Civil Enforcement of Code. (4) Abrogation and greater restrictions. This chapter is not intended to repeal, abrogate, or impair any existing easements, covenants, or deed restrictions . However, where this chapter and another ordinance , easement, covenant, or deed restriction conflict or overlap, whichever imposes the more stringent restrictions shall prevail. (5) Interpretation. In the interpretation and application of this chapter, all provisions shall be: (a) Considered as minimum requirements; (b) Liberally construed in favor of the governing body; and (c) Deemed neither to limit nor repeal any other powers granted under state statutes. (6) Warning and disclaimer of liability. The degree of flood protection required by this chapter is considered reasonable for regulatory purposes and is based on scientific and engineering considerations. Larger floods can and will occur on rare occasions. Flood heights may be increased by manmade or natural causes. This chapter does not imply that land outside the areas of special flood hazards or uses permitted within such areas will be free from flooding or flood damages. This chapter shall not create liability on the part of Federal Way, any officer or employee thereof, or the Federal Insurance Administration, for any flood damages that result from reliance on this chapter or any administrative decision lawfully made hereunder. 19.142.060 Development activities subject to floodplain development permits. (1) Floodplain development permit required. A floodplain development permit shall be obtained before construction or development begins within any area of special flood hazard established in FWRC 19.142.050 (1 ). The permit shall be for all structures including manufactured homes, as set forth in FWRC 19.142.040 , and for all development including fill and other activities, also as set forth in FWRC 19.142 .040. (2) Nondevelopment activities. The following aA ctivities that do not meet the definition of "development'' in this ehaptel= are allowed in the regulatory floodplain without the need for a floodplain development permit under this chapter, provided all other federal, state, and local requirements are met. The following are examples of activities not considered development or manmade changes to improved or unimproved real estate: (a) Routine maintenance of landscaping that does not involve grading, excavation, or filling; (b) Removal of noxious weeds and hazard trees and replacement of nonnative vegetation with native vegetation; (c) Normal maintenance of structures, such as reroofing and replacing siding, as long as such work does not qualify as a substantial improvement; (d) Normal maintenance of above ground public utilities and facilities, such as replacing downed power lines; (e) Normal street and road maintenance, including filling potholes, repaving, and installing signs and traffic signals, but not including expansion of paved areas; and (f) Normal maintenance of a levee or other flood control facility prescribed in the operations and maintenance plan for the levee or flood control facility. (3) Other activities. All other activities not described in subsection (2) of this section are allowed, as long as a floodplain development permit is approved, and, if required, as long as such activities meet all the other requirements of this chapter and the other provisions of the FWRC. (4) Application for floodplain development permit m the AE zone . Application for a floodplain development permit shall be made and will include, but not be limited to, plans in duplicate drawn to scale showing the nature, location, dimensions , and elevations of the area in question , existing or proposed structures , fill, storage of materials, drainage facilities, and the location of the foregoing . Specifically, the following information is required : (a) Proposed eelevat1on in relation to mean sea level, of the lowest floor (including basement) of all structures recorded on a current elevation certificate (FEMA Form 81-31) with Section B completed by the city of Federal Way building official; (b) Proposed EelevalIon in relation to mean sea level to which any structure has been will be flood proofed ; (c) Certification by a registered professional engineer or architect that the floodproofing methods for any nonresidential structure meet flood proofing criteria in FWRC 19.142.140(2); (d) Description of the extent to which a watercourse will be altered or relocated as a result of proposed development. ffil Application for development permit for Zone VE . Application for a floodplain development pern11t shall be made and will include . but not be limited to , plans in duplicate drawn to scale showing the nature . location, dimensions. and elevations of the area m gueslmn, existing or proposed structures. fill, storage of materials, drainage facilities, and the location of the foreqrnng , Specificallv . the following 111format1on 1s required : (a) Proposed elevation in re lation to mean sea level of the bottom of the lowest structural member of the lowest f loor (excluding pilings and columns) of all structures, and whether such structures contain a basement; (bl Base Flood Elevation data for subdivision proposa ls or other development. including manufactured home parks or subdivis ions, greater lhan 50 lots or 5 acres, whichever is lhe lesser; and (cl Oescnpt1on of the extent to which any watercourse will be altered or relocated as a result of proposed development (6_§_) Designation of the local administrator. The director or designee is hereby appointed to administe ri aoo implemen t and enforce this chapter by granting or denying development permit applications in accordance with its provisions. The director shall: (a) Review all development applications to determine that the requirements of this chapter have been satisfied ; (b) Review all development applications to determine that all necessary permits have been obtained from those federal, state, or local governmental agencies from which prior approval is required; and (c) Review all development applications to determine if the proposed development is located in the floodway. If located in the floodway , assure that the encroachment provisions of FWRC 19.142 .160 (1) are met. (e I) Project requirements . If the project is located in the regulatory floodpla in and includes activities not listed in subsection (2) of this section , the application shall include a habitat impact assessment completed by a professional biologist. If that assessment determines that impacts upon the habitat would result from the project, the application shall also include a habitat mitigation plan. The habitat assessment and the habitat mitigation plan shall be performed as described in FEMA's Regional Guidance for Floodplain Habitat Assessment and Mitigation in the Puget Sound Basin, 2013, and any revisions thereto . (-7~) Third-party review. For any habitat impact assessment or habitat mitigation plan, the city may require a third-party review. Third-party review requires the applicant's habitat impact assessment, habitat mitigation plan, and/or additional technical studies to be reviewed by an independent third party, paid for by the applicant, but hired by the city . Third-party review shall be conducted by a qualified consultant as defined in the Floodplain Habitat Assessment and Mitigation Regional Guidance, FEMA Region X, 2010, and any revisions thereto. 19.142.070 Use of other base flood data (in A and V zones). When base flood elevation data has not been provided (in A or V zones) in accordance with FWRC 19.142.050(1 ), the director shall obtain, review, and reasonably utilize any base flood elevation and floodway data available from a federal , state or other source , in order to administer FWRC 19.142.140 , Specific standards, and FWRC 19 .142.160 , Floodways. 19.142.080 Information to be obtained and maintained. (1) Where base flood elevation data is provided through the FIS, FIRM, or required as in FWRC 19.142.070 , the applicant shall obtain and record the actual (as-built) elevation (in relation to mean sea level) of the lowest floor (including basement) of all new or substantially improved structures, and whether or not the structure contains a basement and provide such information to the director or designee on a current FEMA elevation certificate (FEMA Form 81-31 ). Section B will be completed by the city. (2) For all new or substantially improved flood proofed nonresidential structures where base flood elevation data is provided through the FIS, FIRM, or as required in FWRC 19.142.070 , the applicant shall obtain and record the elevation (in relation to mean sea level) to which the structure was floodproofed and provide such information to the city. The city shall maintain the floodproofing certifications required in FWRC 19.142.060(2)(c). (3) The city shall maintain for public inspection all records pertaining to the provisions of this chapter. 19.142.090 Alteration of watercourses. The city shall notify adjacent communities and the Department of Ecology prior to any alteration or relocation of a watercourse, and submit evidence of such notification to the Federal Insurance Administratkfflor and shall require assure that FF1aintenance 1s provided within the altered or relocated portion of said watercourse so that the flood carrymg capacity 1s not diFFlinished the cari,J in9:capaclty of the a ltered or re located portio n of said watercourse is maintained . 19.142.095. Notification to Other Entities Changes to Floodplain Maps Base Flood Elevations may increase or decrease resultlng from physical changes affecting flooding conditions. As soon as practicable, but not later l han six months after the date such information becomes available. the Director shall notify lhe Federal Insurance Administrator of the changes by submitting technical or scientific data in accordance with Volume 44 Code of Federal Regulations Section 65.3 Such a submission is necessary so that upon confirmatmn of those phvsical changes affecting flooding conditions . risk premium rates and floodplain management requirements wlll be based upon current data. The Director sha ll notify the Fede ral Insurance Administrator in writing of acquisit ion by means of annexation . incorporation or otherwise . of additional areas of juris diction. 19.142.100 Conditions for variances. (1) Generally , the only condition under which a variance from the elevation standard may be issued is for new construction and substantial improvements to be erected on n small or irregularly shaped lot one~half acre or less in size contiguous to and surrounded by lots with existing structures constructed below the base flood level. As the lot size increases the technical justification required for issuing the variance increases. (2) Variances shall not be issued within a designated floodway if any increase in flood levels during the base flood discharge would result. (3) Variances shall only be issued upon a determination that the variance is the minimum necessary , considering the flood hazard, to afford relief. (4) Variances shall only be issued upon : (a) A showing of good and sufficient cause; (b) A determination that failure to grant the variance would result in exceptional hardship to the applicant; and (c) A determination that the granting of a variance will not result in increased flood heights , additional threats to public safety, extraordinary public expense, create nuisances , cause fraud on or victimization of the public , or conflict with other existing laws or ordinances. (5) Variances as interpreted in the National Flood Insurance Program are based on the general zoning law principle that they pertain to a physical piece of property; they are not personal in nature and do not pertain to the structure, its inhabitants, economic or financial circumstances. They primarily address small lots in densely populated residential neighborhoods . As such, variances from flood elevations should be quite rare . (6) Variances may be issued for nonresidential buildings in very limited circumstances to allow a lesser degree of floodproofing than watertight or dry floodproofing, where it can be determined that such action will have low damage potential, complies with all other variance criteria except subsection (1) of this section and otherwise complies with FWRC 19 .142.110 (1) and (3), and 19.142 .120 . (7) Any applicant to whom a variance is granted shall be given written notice over the signature of the Director that the permitted issuance of a variance to construct a structure will be built with its lowest floor below the base flood elevation w ill result rn increased prem i um rates for flood insurance up to amounts as high as $25 for every $100 of insurance coverage and that such construction below the BFE increases risks to hfe and property and that the cost of flood insuranoc will be commensurate ·,,.,ith the JAcreased nslc (8) The D i rector shall maintain a record of all variance actions, includ i ng justification for their issuance. (9) The Director shall condiUon lh e variance as needed to ensure that the requirements and cnteria of this chapter are met 19.142.110 Provisions for flood hazard reduction. In all areas of special flood hazards, the following standards are required : (1) Anchoring. (a) All new construction and substantial improvements shall be anchored to prevent flotation, collapse, or lateral movement of the structure resulting from hydrodynam ic or hydrostatic loads. i nclud i ng the effects of buoyancy; (b) All manufactured homes shall be anchored to prevent flotation, collapse, or lateral movement, and shall be installed using methods and practices that minimize flood damage. Anchoring methods may include, but are not limited to, use of over-the-top or frame ties to ground anchors. (2) Construction materials and methods. (a) All new construction and substantial improvements shall be constructed with materials and utility equipment resistant to flood damage. (b) All new construction and substantial improvements shall be constructed using methods and practices that minimize flood damage. (c) Electrical, heating, ventilation, plumbing, and air-conditioning equipment and other service facilities shall be designed and/or otherwise elevated or located so as to prevent water from entering or accumulating within the components during conditions of flooding. Locating such equipment below the base flood elevation may cause annual flood insurance premiums to be increased. (3) Utilities . (a) All new and replacement water supply systems shall be designed to minimize or eliminate infiltration of floodwaters into the systems; (b) Water wells shall be located on high ground that is not in the floodway; (c) New and replacement sanitary sewage systems shall be designed to minimize or eliminate infiltration of floodwaters into the systems and discharges from the systems into floodwaters; (d) On-site waste disposal systems shall be located to avoid impairment to them or contamination from them during flooding. (4) Storage of Materials and Equipment (a) The storage or processing of materials that could be m1urlous to human . animal. or plant life if released due to damage from floodi ng is prohibited in special flood hazard areas . (bl Storage of other material or equipment may be allowed if nol subiect to damage by floods and if firmly anchored to prevent flotation. or if readily removab le from the area within the time available after flood warning. 19.142.120 Development Proposals, Including Manufactured Home Parks and Subdivision proposals. All development proposals. including subdivision and manufactured home park or subdivision proposals. shall · (1) Al! subdPw<1slon proposals shall oBe consistent with the need to minimize flood damage; (2) A ll subdivision proposals shall hHave publ ic utilities and facilities , such as sewer, gas , electrical, and water systems located and constructed to minimize or eliminate flood damage ; (3) /\II subd1v1s1on proposals shall hHave adequate drainage provided to reduce exposure to flood damage; (4) Where base flood elevation data has not been provided or is not available from another authoritative source , it shall be generated for subdi 1o'ision proposals and other proposed de-1,,e-lopmcnls 1Nhlch contain at least all development proposals greater than 50 lots or five acres (whichever is less). 19.142.130 Review of building permits. Where elevation data is not available either through the FIS, FIRM, or from another authoritative source (FWRC 19 .142 .070 ), applications for building permits shall be reviewed to assure that proposed construction will be reasonably safe from flooding as determined by the director. The test of reasonableness is a local judgment and includes use of historical data, high water marks, photographs of past flooding , etc., where available. 19.142.140 Specific standards. The following provisions are required in all areas of special flood hazards where base flood elevation data has been provided as set forth in FWRC 19.142.050 (1) or 19.142.070 . (1) Residential construction in Zone AE. (a) New construction and substantial improvement of any residential structure shall have the lowest floor, including basement, elevated one foot or more above the base flood elevation (BFE). (b) Fully enclosed areas below the lowest floor that are subject to flooding are prohibited, or jf used solely for parking, access or storage, shall be designed to automatically equalize hydrostatic flood forces on exterior walls by allowing for the entry and exit of floodwaters. Designs for meeting this requirement must either be certified by a registered professional engineer or architect or must meet or exceed the following minimum criteria: (i) A minimum of two openings having a total net area of not less than one square inch for every square foot of enclosed area subject to flooding shall be provided. (ii) The bottom of all openings shall be no higher than one foot above grade. (iii) Openings may be equipped with screens, louvers , or other coverings or devices; provided, that they permit the automatic entry and exit of floodwaters. Foundation vent standards required by the IBC/IRC outside the floodplain do not meet this standard and are often inadvertently permitted. Insurance rates reflect an "all or nothing" standard. Partially ventilated crawlspaces may be subject to an additional loading fee of 20 to 25 percent attached to the annual insurance premium. Upon comp letion of the structure . certification by a reg ist ered professional engineer or surveyor that the elevation requirements of the lowest floor, including base m ent of th is section have been satisfied shall be provided to the Director for verification . (2) Res1dent1al construction in Zone VE (a) Be located landward of the reach of mean high tide ; (b) Have the bottom of the lowe st structural member of the lo west floor (excluding pilings and columns), elevated to or above the Base Flood Elevation ; (c) Have the pile or column found ation and structure attached thereto be anchored lo resist notation, collapse and lateral movem ent due to the effects of wind and water loads acting simultaneously on all building componenls . Water loading values used shall be thos e associated with the base flood. Wind loading values used shall be those requ ired by applicable State or local building standards : (d) Have lhe space below the lowest floor. usable solely for parking of vehicles , building access. or storage. either iree of obstruction or constructed with non-supporting breakaway walls . open wood lattice-work . or insect screening intended to collapse under wind and water loads without causing collapse , d isplacement. or other structural damage to the elevated portion of the building or supporting founda tion system . For the purposes of this section, a breakaway wall shall have a design safe load1no resistance of not less than 10 and no more than 20 pounds per square foot; (e) Prohibit the use of fill for structural support of buildings : and (f) Prohibit man-made alteration of sand dunes and manarave stands. A registered professional engineer or architect s ha ll deve lop o r revie w the stru ctural desig n. specifications and plans for the construction, and shall certify that lhe design and methods of construction to be used are in accordance with accepted standards of oractice for meeting the prov,s,ons of Lhis Section . Upon completion of construction , certification by a registered professional engineer or architect that these design standards have been satisfied . and certification by a regi stered orofessional engineer or surveyor that the elevation reqwrements of the bottom of the lowest structural member of the lowest Hoar. excluding oilings and columns , of this section have been satisfied shall be provided to the Director for verification . (~~) Nonresidential construction in an AE zone . New construction and substantial improvement of any commercial, industrial or other nonresidential structure shall either have the lowest floor, including basement, elevated one foot or more above the base flood elevation; or, together with attendant utility and sanitary facilities, shall: (a) Be floodproofed so that below one foot or more above the base flood level the structure is watertight with walls substantially impermeable to the passage of water; (b) Have structural components capable of resisting hydrostatic and hydrodynamic loads and effects of buoyancy; (c) Be certified by a registered professional engineer or architect that the design and methods of construction are in accordance with accepted standards of practice for meeting provisions of this subsection based on their development and/or review of the structural design, specifications and plans . Such certifications shall be provided to the official as set forth in FWRC 19 .142.060 (2); (d) Nonresidential structures that are elevated, not flood proofed , must meet the same standards for space below the lowest floor as described in subsection (1 )(b) of this section . Applicants who are floodproofing nonresidential buildings should beware that flood insurance premiums will be based on rates that are one foot below the floodproofed level (e.g., a building floodproofed to the base flood level will be rated as one foot below). Floodproofing the building an additional foot will reduce insurance premiums significantly. Upon completion of the structure, certification by a registered professional engineer or surveyor that the elevation requirements of the lowest floor, including basement, of this section have been satisfied shall be provided to the Director for verification: or certification by a registered professiona l engineer or architect that the floodproofinq design of this section is satisfied . including the specific elevation in relation to mean sea level to which such structures are floodproofed. shall be provided to the Director for verification . (4) Non-res idential construction in Zo ne VE. Flood proofing of non-residential structures Is proh ibited All structures must be elevated a hd constructed according to the requirements set forth in FWRC 19 .142.140(1 ). (3§) Manufactured homes. All manufactured homes in the floodplain to be placed or substantially improved on sites shall be elevated on a permanent foundation such that the lowest floor of the manufactured home is elevated one foot or more above the base flood elevation and be securely anchored to an adequately anchored foundation system to resist flotation, collapse and lateral movement. Upon completion of installabon of the manufactured home. ce rtifi catio n by a reg istered p rofes sional engineer or surveyor that the elevation requirements of this section have been satisfied shall be provided to the Director for veri fication. (6) Manufactured homes i n Zone VE. All manufactured homes to be placed or substantially improved on sites shall meet the standards of residential construction in VE Zones in FWRC 19.142.140(1 }. Upon Gompletion of installation of the manufactured home. certtficatmn by a reg i stered professional engineer or survevor that the elevation requirements of this section have been satisfied shall be provided to the Director for verificabon. (4I) Recreational vehicles. Recreational vehicles placed on sites are required to either: (a) Be on the site for fewer than 180 consecutive days; or (b) Be fully licensed and ready for highway use, on wheels or jacking system, attached to the site only by quick disconnect type utilities and security devices, and have no permanently attached additions; or (c) Meet the requirements of subsection (3) of this section and the elevation and anchoring requirements for manufactured homes. 19.142.150 AE and A1 30 zones with base flood elevations but no floodways. In areas with base flood elevations (but a regulatory floodway has not been designated), no new construction, substantial improvements, or other development (including fill) shall be permitted within zones /\1 30 and Zone AE on the community's FIRM, unless it is demonstrated that the cumulative effect of the proposed development, when combined with all other existing and anticipated development, will not increase the water surface elevation of the base flood more than one foot at any point within the community. 19.142.160 Floodways. Located within areas of special flood hazard established in FWRC 19.142.050 (1) are areas designated as floodways. Chapter 86.16 RCW will need to be consulted in addition to this Code. The more restrictive provisions shall apply. Since the floodway is an extremely hazardous area due to the velocity of floodwaters that can carry debris, and increase erosion potential, the following provisions apply: (1) Encroachments, including fill, new construction, substantial improvements, and other development shall be prohibited unless certification by a registered professional engineer is provided demonstrating through hydrologic and hydraulic analyses performed in accordance with standard engineering practice that the proposed encroachment would not result in any increase in flood levels during the occurrence of the base flood discharge. (2) Construction or reconstruction of residential structures is prohibited within designated floodways , except for (a) repairs, reconstruction , or improvements to a structure which do not increase the ground floor area; and (b) repairs, reconstruction or improvements to a structure, the cost of which does not exceed 50 percent of the market value of the structµre either (i) before the repair, or reconstruction is started, or (ii) if the structure has been damaged, and is being restored, before the damage occurred. Any project for improvement of a structure to correct existing violations of state or local health , sanitary, or safety code specifications which have been identified by the local code enforcement official and which are the minimum necessary to assure safe living conditions , or to structures identified as historic places, may be excluded in the 50 percent. (3) If subsection (1) of this section is satisfied , all new construction and substantial improvements shall comply with all applicable flood hazard reduction provisions of FWRC 19.142.110 , Provisions for flood hazard reduction. 19.142.170 Critical facility. Construction of new critical facilities shall be, to the extent possible, located outside the limits of the special flood hazard area (SFHA) (100-year floodplain). Construction of new critical facilities shall be permissible within the SFHA if no feasible alternative site is available. Critical facilities constructed within the SFHA shall have the lowest floor elevated three feet above BFE or to the height of the 500-year flood, whichever is higher. Access to and from the critical facility should also be protected to the height utilized above . Floodproofing and sealing measures must be taken to ensure that toxic substances will not be displaced by or released into floodwaters. Access routes elevated to or above the level of the base flood elevation shall be provided to all critical facilities to the extent possible. ORDINANCE NO. ---- AN ORDINANCE of the City of Federal Way, Washington, relating to floodplain development and permitting processes within the City; amending FWRC 19.142 (Amending Ordinance Nos. 06-536, 09-593, 09-597, and 18-856) WHEREAS,.the City recognizes the need to periodically modify Title 19 of the Federal Way Revised Code ("FWRC"), "Zoning and Development Code ," in order to conform to state and federal law, codify administrative practices, clarify and update zoning regulations as deemed necessary, and improve the efficiency of the regulations and the development review process; and WHEREAS, this ordinance, containing amendments to development regulations and the text of Title 19 FWRC, has complied with Process VI review, Chapter 19.80 FWRC, pursuant to Chapter 19 .35 FWRC; and WHEREAS, it is in the public interest for the City Council to revise the regulations for flood damage prevention which establishes development regulations within flood hazard areas within the City of Federal Way; and WHEREAS, it is in the public interest for the City Council to adopt amended development regulations for Chapter 19.142 FWRC regarding development within frequently flooded areas ; and WHEREAS , the State developed new language regarding flood prevention that has not been incorporated into Chapter 19.142 FWRC ; and WHEREAS , the State Department of Ecology , through its Community Assistance Visit, informed the City that the new State language needed to be added to the chapters of the FWRC Ordinance No. 20-__ Page I of 31 that regulate development within the areas designated as floodplains by the Federal Emergency Management Agency ("FEMA"); and WHEREAS, the absence of such language necessitates amendment to the FWRC Section 19 .142 to incorporate the State-required language; and WHEREAS , the Planning Commission conducted public discussion of these code amendments throughout May and early June 2020; and WHEREAS, an Environmental Determination of Nonsignificance ("DNS") was properly issued for the Proposal on May 15 , 2020 and no comments or appeals were received and the DNS was finalized on June 19, 2020; and 'WHEREAS , the Planning Commission properly conducted a duly noticed public hearing on these code amendments on June 17, 2020 and forwarded a recommendation for approval to the City Council to (1) amend FWRC 19.142.040 add and amend definitions; (2) amend FWRC 19.142.050 by referencing the date of affect for new data; (3) amend FWRC 19.142.060 to distinguish regulations for the AE and VE; and (5) amend FWRC 19.142.090 and adding FWRC 19 .142.095 placing greater responsibility upon the floodplain administrator insuring that developments meet adopted criteria; and (6) amend FWRC 19 .142.100 by placing additional actions necessary in granting variances to the code ; and (7) amend FWRC 19.142.110 by placing greater restriction on storage of hazardous materials upon areas of floodplain; and (8) amend FWRC 19.142.120 by including manufactured home parks as subdivisions; and (9) amend FWRC 19.142 .140 adding standards for development in the AE and VE zones; and (10) amend FWRC 19.142.150 eliminating the Al-30 flood classification. Ordinance No . 20-__ Page 2 of 31 WHEREAS, this ordinance, containing amendments to development regulations and the text of Title 19 FWRC, has complied with Process VI review, Chapter 19.80 FWRC, pursuant to Chapter 19.35 FWRC; and WHEREAS, the Land Use & Transportation Committee of the Federal Way City Council considered these code amendments on July 6, 2020, and recommended adoption of the text amendments as recommended by the Planning Commission. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF FEDERAL WAY, WASHINGTON, DO ORDAIN AS FOLLOWS: Section 1. Findings. The City Council of the City of Federal Way makes the following findings with respect to the proposed amendments: (a) These code amendments are in the best interest of the residents of the City and will benefit the City as a whole by clarifying requirements of State regulation and correcting textual duplication within the Code that will mitigate the need for interpretation when reviewing projects proposed within the identified floodplains. (b) These code amendments comply with Chapter 36.70A RCW, Growth Management. (c) These code amendments are consistent with the intent and purpose of Title 19 and Title 15 FWRC and will implement, and are consistent with, the applicable provisions of the Federal Way Comprehensive Plan. ( d) These code amendments bear a substantial relationship to, and will protect and not adversely affect, the public health, safety, and welfare. ( e) These code amendments have followed the proper procedure required under the Federal Way Revised Code. Ordinance No. 20-Page 3 of 31 ection 2. Conclusions. Pursuant to Chapter 19.80 FWRC and Chapter 19.35 FWRC, and based upon the recitals and the findings set forth in Section 1, the Federal Way City Council makes the following Conclusions of Law with respect to the decisional criteria necessary for the adoption of the proposed amendments: (a) The proposed FWRC amendments are consistent with, and substantially implement, the following Federal Way Comprehensive Plan goals and policies: Goals: NEGl NEP4 NEP6 NEP7 NEG6 To preserve the City's natural systems in order to protect public health, safety, and welfare, and to maintain the integrity of the natural environment. The City will continue to work with internal departments, state and regional agencies, neighboring jurisdictions, and tribes to protect environmentally critical areas and the City's natural environment. Mitigation sequencing steps, which begin with avoiding impacts altogether by not taking certain action or parts of an action, should be applied to all projects where impacts to environmentally critical areas are proposed. Implement and periodically update environmentally critical area regulations consistent with Best Available Science while also taking into consideration the City's obligation to meet urban-level densities and other requirements under the GMA. To prevent the loss of life, property, and habitat in frequently flooded areas. NEP41 New improvements should not be located in floodplains unless fully mitigated via best building practices within areas of special flood hazard, shallow flooding, coastal high hazard, and floodways. FWCP -Chapter Nine, Natural Environment Revised 2015 IX-10 (b) The proposed FWRC amendments bear a substantial relationship to the public health, safety, and welfare because they provide clarification and additions to the sections of the Ordinance No. 20-__ Page 4 of 31 Code designed to prevent flood damage to life and property located in identified floodplains within the City of Federal Way. ( c) The proposed amendments are in the best interest of the public and the residents of the City of Federal Way because they conform to requirements of the Federal Emergency Management Agency and allow land within the City to remain eligible for federal flood msurance. Section 3. Chapter 19.142 is hereby amended to read as follows: Chapter 19.142 FLOOD DAMAGE PREVENTION Sections: Article I. Generally 19.142.010 Purpose. 19 .142.020 Adoption of state and federal statutes and regulations. 19.142.030 Methods ofreducing flood losses. 19.142.040 Definitions. Article IL Provisions 19.142.050 General provisions. 19 .142.060 Development activities subject to floodplain development permits. 19.142.070 Use of other base flood data (in A and V zones). 19.142.080 Information to be obtained and maintained. 19 .142.090 Alteration of watercourses. 19.142.095 otification to Other Entities Chanire-s to Floodplain Maps 19.142.100 Conditions for variances. Ordinance No. 20-Page 5 of 31 19 .142.110 Provisions for flood hazard reduction. 19.142.120 Development proposals , including manufacturing home parks and Subdivision proposals. 19.142.130 Review of building permits. 19.142.140 Specific standards. 19.142.150 AE and Al 30 zones with base flood elevations but no floodways. 19.142.160 Floodways. 19.142.170 Critical facility. S ection 4 . FWRC 19.142.040 is hereby amended to read as follows: 19.142.040 Definitions. The definitions in this section apply throughout this chapter unless the context clearly requires otherwise. Terms not defined here are defined according to Chapter 19.05 or 16.05 FWRC or FWRC 1.05.020, in that order. "Actual start of construction" means either the first placement of permanent construction of a structure on a site, such as the pouring of slab or footings, the installation of piles, the construction of columns, any work beyond the stage of excavation, or the placement of a manufactured home on a foundation. Pe1manent construction does not include land preparation, such as clearing, grading and filling; nor does it include the installation of streets and/or walkways; nor does it include excavation for a basement, footings, piers, or foundations or the erection of temporary forms; nor does it include the installation on the property of accessory buildings, such as garages or sheds not occupied as dwelling units or not part of the main structure. "Actual start of construction, " for a substantial improvement, means the first alteration of any wall, ceiling, floor, or other structural part of a building, whether or not that alteration affects the external dimensions of the building. 'A lt eration of wat ercourse " means any action that wiJ l ch a nge th e location of the channel occupied by water within the banks of any portion of a riverine waterbody. "Appeal" means a request for a review of the interpretation of any provision of this chapter or a request for a variance. Ordinance No. 20-__ Page 6 of 31 "Area of shallow flooding" means designated as zone AO or AH :WH:e-on the flood insurance rate map (FIRM). Zone AO zones havehas base flood depths that range from one to three feet above the natural ground; a clearly defined channel does not exist; the path of flooding is unpredictable and indeterminate; and velocity flow may be evident. Zone AO is characterized as sheet flow; zone AH indicates ponding, and is shown with standard base flood elevations. "Area of special.flood hazard" means the land in the floodplain within a community subject to a one percent or greater chance of flooding in any given year. Designation on maps always includes the letter A or V. "Base flood" means the flood having a one percent chance of being equaled or exceeded in any given year (also referred to as the "l 00-year flood"). Designated on flood insurance rate maps by the letter A or V. "Base flood ele, ation (BFE)" means the ele ation to which floodwater is anticipated to rise during the base flood . "Basement" means any area of the building having its floor sub-grade (below ground level) on all sides. "Breakaway ,,11all" means a wall that is not part of the structural support of the building and is intended through its design and construction to collapse under specific lateral loading forces, without causing damage to the elevated portion of the building or supporting foundation system. "Coastal high hazard area" means an area of special flood hazard extending from offshore to the inland limit of a primary frontal dune along an open coast and any other area subject to high velocity wave action from storms or seismic sources. The area is designated on the FIRM as zone Vl-30, VE or V. "Critical .facility" means a facility for which even a slight chance of flooding might be too great. Critical facilities include (but are not limited to) schools, nursing homes, hospitals, police, fire and emergency response installations, and installations which produce, use, or store hazardous materials or hazardous waste. "Development" means any manmade change to improved or unimproved real estate, including, but not limited to, buildings or other structures, mining, dredging, filling, grading, paving, excavations, drilling operations, or storage of equipment or materials located within the area of special flood hazard. Ordinance No. 20-__ Page 7 of 31 "Director" means the director of the city of Federal Way community development department or his or her designee. The director or his or her designee is the Floodplain Administrator for the city. "Elevated building" means, for insurance purposes, a nonbasement building that has its lowest elevated floor raised above ground level by foundation walls, shear walls, posts, piers, pilings, or columns. "Elevation cerftficate" means the official forrn (FEMA Form 81 31 )an administrative tool of the National Fl od Insurance Program that can b e used to track development, provide elevation information necessary to ensure compliance with comn1LLD::ity floodplain manage ment ordinances: af¼fr-to determine the proper insurance premium rate, with Section B completed by Federal Way,. and to support a request for a Letter of Map Amendment (LOMA) or Letter of Map Revision - Based on Fill (LOMR-F). "Existing mamifactured home park or subdivision" means a manufactured home park or subdivision for which the construction of facilities for servicing the lots on which the manufactured homes are to be affixed (including, at a minimum, the installation of utilities, the construction of streets, and either final site grading or the pouring of concrete pads) is completed before the effective date of the adopted floodplain management regulations. "Expansion to an existing mam!factured home park or subdivision" means the preparation of additional sites by the construction of facilities for servicing the lots on which the manufactured homes are to be affixed (including the installation of utilities , the construction of streets, and either final site grading or the pouring of concrete pads). "Flood" or ''.flooding" means a general and temporary condition of partial or complete inundation of normally dry land areas from: (1) The overflow of inland or tidal waters; and/or (2) The unusual and rapid accumulation of runoff of surface waters from any source. (3) M ud lides (i.e .. mudflows) which are pro imately caused by flooding as defined in: a) (_·) of this definition and are akin to a river of liquid and :flow_ing mud on the surfaces of nonnally dry land areas . as when earth is caiTied by a current of water and deposited along th path of the cmrent. b) The collapse or subsidence of land along the shore of a lake or other body of water a a result of erosion or undem1ining caused bv wa es or currents of water exceeding anticipated cyclical levels or suddenly caused bv an unusually high water level in a natural body of water. accompanied by a severe storm. or bv an unanticipated force of nature. such as flash flood or an Ordinance No. 20-__ Page 8 of 31 abnormal tidal surge. or bv some similarlv unusual and unforeseeable event whjch results m flooding as d fined in (1) of Lhis definition. "Flood insurance rate map (FIRM)" means the official map on which the Federal Insurance Administratientor has delineated both the areas of special flood hazards and the risk premium zones applicable to the community. "Flood insurance study (FIS)" means an e , am ination. eval uation and determination of flood hazards and. if appropriate. conesponding water surface elevations. or an examination, evaluation and determination of mudslide (i.e .. mudflow) and/or flood-related erosion hazards. A lso known as a Flood E levation Study. the official report provided by4A..e-Federal Jnstw!lfl:ee Administration that includes flood profiles, the flood bou-B.ti-at-y flood.way map and the water surface elevation of the base flood . "Floodplain or flood-prone area " means any land area susceptible to being inundated by water from anv source. See "Flood or floodin!!'·. "Floodplain management regulations" means zoning ordinances. subdivision regulations. building codes. health regulations. special purposes ordinances (such as floodplain.. ordinance, grad ing mdinanc aod e rosion control ordinance) and other applications of police power. TI1e term describes such state or local regulations. in any combination thereof. which provide standards for the purpose of flood damag prevent ion and reduction. "Flood proofing" means anv combination of structural and nonstructural additions, changes. or adjustments to structures which reduce or liminate risk of flood datnage to real estate or improved real property, water and sanitary faciJjties. structures. and their contents. Flood proofed structures are those that have th structmal integrity and design to be impervious to floodwater below the Base Flood Elevation. "Floodway" means the channel of a river or other watercourse and the adjacent land areas that must be reserved in order to discharge the base flood without cumulatively increasing the water surface elevation more than one foot a designated height. Also known as a Regulator y Flood-way'. "Functionally dependent use" means a use which cannot perfonn its in tended purpose unless it is located or carried out in close proximity to water. The term includes onlv docking facil ities. port facilities that ar e nece ssary foJ the Loading and unloading: of cargo or passengers. and ship building and ship repair facilities. and does not include long term storage or related manufacturi n g fac il ities. Ordinance No. 20-__ Page 9 of 31 "Highest adiacent grade" means the highest natural elevation of the ground surface prior to construction next to the proposed walls of a structure. "Historic structure" means any strucwre that is: (l) Listed individually in the National Register of Historic Places (a listing maintained by the Deprutme•t of lnteri01·) or preliminarily determined b the ecretary of lhe Interior as meeting the requirements for individual listing on the National Register; or (2) Certified or preliminarily determined by the ecretruy of the Interior as contributing to the historical significance of a registered historic district or a district preliminarily determined by the Secretarv to qualify as a registered historic district: or (3) 1ndividually listed on a state inventory of historic places in states with historic preservation programs wh ich have been approved by the ecretar of Interior: or (4) Individually listed on a local inventory of historic places in communities with histo1ic pre ervation pro!!rams that have been ce1tified either: (a) Bv an a_pproved state program as determined by the Secretary of the Inte1ior. or (b) Directly by the S cretary of the Interior in states without approv d pro!!rams. "Lowest floor" means the lowest enclosed area (including basement), except that where an unfinished or flood-resistant enclosure, usable solely for parking of vehicles, building access, or storage in an area other than a basement area, is built in compliance with the applicable non- elevation design requirements of FWRC 19.142.140(1)(b), the next lowest enclosed area is the lowest floor. "Manufactured home" means a structure, transportable in one or more sections, which is built on a pennanent chassis and is designed for use with or without a pennanent foundation when attached to the required utilities, but does not include a recreational vehicle. "Manufactured home park or subdivision" means a parcel ( or contiguous parcels) of land divided into two or more manufactured home lots for rent or sale. "Mean Sea Level " means for purposes of the National Flood Insurance Program. the vertical datum to which Base Flood Elevations shown on a community's Flood Insurance Rate Map are referenced. "New construction" means for the purp ses of determining insurance rates. structures for which the "start of construction" commenced on or after the effective date of an initial Flood Insurance Rate Map or after December 31. 1974. whichever is later, and includes anv subsequent Ordinance No. 20-__ Page 10 of 31 improvement to such structures. For :floodplain managemen purposes. "new construction" means structures for which the "start of construction" commenced on or after the effective date of a floodplain manao;ement segu lation adopted by a community and includes any sub eguent improvements lo such structmes for •.vhi cb the start of construction commenced on or after the effective date of the ordinal1€e codified iA: this chapter. "New mam(!actured home park or subdivision" means a manufactured home park or subdivision for which the construction of facilities for servicing the lots on which the manufactured homes are to be affixed (including at a minimum the installation of utilities, the construction of streets, and either final site grading or the pouring of concrete pads) is completed on or after the effective date of adopted floodplain management regulations. "Recreational vehicle" means a vehicle: (1) Built on a single chassis; (2) Four hundred square feet or less when measured at the largest horizontal projection; (3) Designed to be self-propelled or permanently towable by a light duty truck; and (4) Designed primarily not for use as a pennanent dwelling but as temporary living quarters for recreational, camping, travel, or seasonal use. "Start of construction" includes substantial improvement, and means the date the building pe1mit was issued, where the actual start of construction, repair, reconstruction, placement or other improvement occurs within 180 days of the permit date. See also "actual start of construction." "Structure" means a walled and roofed building, including a gas or liquid storage tank that is principally above ground, as well as a manufactured home. "Substantial damage" means damage of any origin sustained by a structure whereby the cost of restoring the structure to its before-damaged condition would equal or exceed 50 percent of the market value of the structure before the damage occurred. "Substantial improvement" means any improvement of a structure, including any repair Or reconstruction, rehabilitation. addition. or other i.mpr vement fa structure where the cost of which the uuprovement equals or exceeds 50 percent of the market value of the structure either before the strui of construction·' of the improvement is started or if the structure has been damaged and is being restored, before the damage oocuned .. Ordinance No. 20-Page 11 of 31 Substantial improvement does not iaelude:This t rm includes structures which have incurred "substantial damage". regardless of the actual repair work performed. The term does not, however, include either: ill any project for improvement of a structure to correct pre-cited existing violations of state or local health, sanitary, or safety code specifications which have been previously identified by the local code enforcement official and which are the minimum necessary to assure safe living conditions; or ill any alteration of a "historic structure" provided that the alteration will not preclude the structure's continued designation as a "historic structure" listed on the National Register of Historic Places or a State Inventory of.Historic Places. Substantial improvement begins when the first alteration of any wall, ceiling, floor, or other structural part of the building commences, whether or not that alteration affects the external dimensions of the structure. "Variance" means a grant of relief from the requirements of this chapter that permits construction in a manner that would otherwise be prohibited by this chapter. "Violation" means the failure of a structure or other development to be fully compliant with the communitv's flood plain management regulations. A structure or other development without the elevation certificate. other certifications. or other evidence of compliance required in this ordinance is presumed to be in violation Lmtil. such time as Lbat documentation is provid d. "Water-dependent" means a structure for commerce or industry that cannot exist in any other location and is dependent on the water by reason of the intrinsic nature of its operations. ection5. FWRC 19.142.050 is hereby amended to read as follows: 19.142.050 General Provisions (1) Application of chapter. This chapter shall apply to all areas of special flood hazards within the jurisdiction of Federal Way. The areas of special flood hazard identified by the Federal Insurance-Administrationor in a scientific and engineering report entitled "The Flood Insurance Study for King County, Washington and Incorporated Areas" dated ~1ay 16, 1995 August 19, 2020, and any revisioris thereto, with an accompanying flood insurance rate map (FIRM), and any revisions thereto, are hereby adopted by reference and declared to be a part of this chapter. Ordinance No. 20-Page 12 of 31 The flood insurance study and the FIRM are on file at Federal Way City Hall. The best available information for flood hazard area identification as outlined in FWRC 19.142.070 shall be the basis for regulation until a new FIRM is issued that incorporates data utilized under FWRC 19.142.070. (2) Penalties for noncompliance. No structure or 1and shall .hereafter be constructed, located , extended eon•verted or altered Any person responsible for constructing, locating, extending. convertinll, or altering a structure or land without full compliance with the terms of this chapter and other applicable regulations-: shall be subject to civil enforcement penalties under FWRC 1.15. (3) Summary abatement. Whenever any violation of this chapter causes or creates a condition which constitutes or contributes to an immediate and emergent threat to the public health, safety or welfare or to the environment, the director may summarily and without prior notice abate the condition. Notice of such abatement, including the reason for it, shall be given to the person responsible for the violation as soon as reasonably possible after abatement. The costs of such summary abatement shall be recoverable via procedures for recovery of abatement costs as set forth in Chapter 1.15 FWRC, Civil Enforcement of Code. ( 4) Abrogation and greater restrictions. This chapter is not intended to repeal, abrogate, or impair any existing easements, covenants, or deed restrictions. However, where this chapter and another ordinance, easement, covenant, or deed restriction conflict or overlap, whichever imposes the more stringent restrictions shall prevail. (5) Interpretation. In the interpretation and application of this chapter, all provisions shall be: (a) Considered as minimum requirements; (b) Liberally construed in favor of the governing body; and ( c) Deemed neither to limit nor repeal any other powers granted under state statutes. (6) Warning and disclaimer of liability. The degree of flood protection required by this chapter is considered reasonable for regulatory purposes and is based on scientific and engineering considerations. Larger floods can and will occur on rare occasions. Flood heights may be increased by manmade or natural causes. This chapter does not imply that land outside the areas of special flood hazards or uses permitted within such areas will be fyee from flooding or flood damages. This chapter shall not create liability on the part of Federal Way, any officer or employee thereof, or the Federal Insurance Administration, for any flood damages that result from reliance on this chapter or any administrative decision lawfully made hereunder. Section 6: FWRC 19.142.060 is hereby amended to read as follows: Development activities subject to floodplain development permits. ( 1) Floodplain development permit required A floodplain development permit shall be obtained before construction or development begins within any area of special flood hazard established in FWRC 19.142.050(1). The permit shall be for all structures including manufactured homes, as set forth in FWRC 19 .142.040, and for all development including fill and other activities, also as .. set forth in FWRC 19.142.040. Ordinance No. 20-Page 14 of 31 (2) Nondevelopment activities. The following aActivities that do not meet the definition of ~e¥elepment in this chapter are allowed in the regulatory floodplain without the need for a floodplain development permit under this chapter, provided all other federal, state, and local requirements are met. The following are examples of activities not considered development or manmade changes to improved or unimproved real estate: (a) Routine maintenance oflandscaping that does not involve grading, excavation, or filling; (b) Removal of noxious weeds and hazard trees and replacement of nonnative vegetation with native vegetation; (c) Normal maintenance of structures, such as reroofing and replacing siding, as long as such work does not qualify as a substantial improvement; (d) Normal maintenance of above ground public utilities and facilities, such as replacing downed power lines; (e) Normal street and road maintenance, including filling potholes, repaving, and installing signs and traffic signals, but not including expansion of paved areas; and (f) Normal maintenance of a levee or other flood control facility prescribed in the operations and maintenance plan for the levee or flood control facility. (3) Other activities. All other activities not described in subsection (2) of this section are allowed, as long as a floodplain development permit is approved, and, if required, as long as such activities meet all the other requirements of this chapter and the other provisions of the FWRC . Ordinance No. 20-Page 15 of 31 (4) Application for floodplain development permit in z one AE. Application for a floodplain development permit shall be made and will include, but not be limited to, plans in duplicate drawn to scale showing the nature, location, dimensions, and elevations of the area in question, existing or proposed structures, fill, storage of materials, drainage facilities, and the location of the foregoing. Specifically, the following information is required: (a) Proposed Eel vation in relation to mean sea level, of the lowest floor (including basement) of all structures recorded on a current elevation certificate (FEMA Form 81-31) with Section B completed by the city of Federal Way building official; (b) Proposed Eelevation in relation to mean sea level to which any structure has been will be floodproofed; ( c) Certification by a registered professional engineer or architect that the floodproofing methods for any nonresidential structure meet floodproofing criteria in FWRC 19.142.140(2); ( d) Description of the extent to which a watercourse will be altered or relocated as a result of proposed development. (5) Application for floodplain development p er mit for zone VE. Application for a floodplain development permit shall be made and wil l include. but not be limited to. plans in duplicate drawn to cale showing the nature. location, dimensions. and elevations of the area in question. existing or proposed structures, fill. storage of materials. drainage facilities, and the location of the foregoit1g. Specifically, the following information is required: Ordinance No. 20-Page 16 of 31 (a) Proposed elevation in relation to mean sea level of the bottom of the lowest structural member of the lowest floor (excluding pilings and columns) of all structures, and whether such structures contain a basement; (b) Base Flood Elevation data for subdivision proposal or other development including manufactured home parks or subdivisions, greater than 50 lots or 5 acres. whichever is the lesser: and (c) Description of the extent to which any watercourse will be altered or relocated as a result of proposed development (.§.§_) Designation of the local administrator. The director or designee is hereby appointed to administer.,_ aoo implement and enforce this chapter by granting or denying development permit applications in accordance with its provisions. The director shall: (a) Review all development applications to determine that the requirements of this chapter have been satisfied; (b) Review all development applications to determine that all necessary permits have been obtained from those federal, state, or local governmental agencies from which prior approval is required; and ( c) Review all development applications to determine if the proposed development is located m the floodway. If located in the floodway, assure that the encroachment provisions of FWRC 19.142.160(1) are met. Ordinance No. 20-__ Page 17 of 31 (61) Project requirements. If the project is located in the regulatory floodplain and includes activities not listed in subsection (2) of this section, the application shall include a habitat impact assessment completed by a professional biologist. If that assessment determines that impacts upon the habitat would result from the project, the application shall also include a habitat mitigation plan. The habitat assessment and the habitat mitigation plan shall be performed as described in FEMA's Regional Guidance for Floodplain Habitat Assessment and Mitigation in the Puget Sound Basin, 2013, and any revisions thereto. (+~) Third-party review. For any habitat impact assessment or habitat mitigation plan, the city may require a third-party review. Third-party review requires the applicant's habitat impact assessment, habitat mitigation plan, and/or additional technical studies to be reviewed by an independent third party, paid for by the applicant, but hired by the city. Third-party review shall be conducted by a qualified consultant as defined in the Floodplain Habitat Assessment and Mitigation Regional Guidance, FEMA Region X, 2010, and any revisions thereto. ection 7. FWRC 19 .142.090 is hereby amended to read as follows: Alteration of watercourses. The city shall notify adjacent communities and the Department of Ecology prior to any alteration or relocation of a watercourse, and submit evidence of such notification to the Federal Insurance Administratienor and shall require assure that maintenanee is provided ·.vithin the altered or relocated portion of said watercourse so that the flo od carrying capaet ty is not diminished the carrying-capacitv of the altered or relocated portion of said watercourse is maintained. Ordinance No. 20-Page 18 of 31 The Director shall notify the Federal Insurance Administrator in writing of acquisition by means of annexation. incorporation or otherwise. of additional areas of i urisdiction. e tion 8. FWRC 19 .142.100 is hereby amended to read as follows: Conditions for variances. (1) Generally, the only condition under which a variance from the elevation standard may be issued is for new construction and substantial improvements to be erected on a small or inegularly shaped lot one-half acre or less in size contiguous to and surrounded by lots with existing structures constructed below the base flood level. As the lot size increases the technical justification required for issuing the variance increases. (2) Variances shall not be issued within a designated floodway if any increase in flood levels during the base flood discharge would result. (3) Variances shall only be issued upon a determination that the variance is the mm1mum necessary, considering the flood hazard, to afford relief. (4) Variances shall only be issued upon: (a) A showing of good and sufficient cause; (b) A determination that failure to grant the variance would result in exceptional hardship to the applicant; and Ordinance No. 20-__ Page 19 of 31 ( c) A determination that the granting of a variance will not result in increased flood heights, additional threats to public safety, extraordinary public expense, create nuisances, cause fraud on or victimization of the public, or conflict with other existing laws or ordinances. (5) Variances as interpreted in the National Flood Insurance Program are based on the general zoning law principle that they pertain to a physical piece of property; they are not personal in nature and do not pertain to the structure, its inhabitants, economic or financial circumstances. They primarily address small lots in densely populated residential neighborhoods. As such, variances from flood elevations should be quite rare. (6) Variances may be issued for nonresidential buildings in very limited circumstances to allow a lesser degree of floodproofing than watertight or dry floodproofing, where it can be determined that such action will have low damage potential, complies with all other variance criteria except subsection (1) of this section and otherwise complies with FWRC 19 .142.110(1) and (3), and 19.142.120. (7) Any applicant to whom a variance is granted shall be given written notice over the signature of the Director that the permitted issuance of a v ariance to construct a structure will be built with its lowest floor below the base flood elevation will result in increased premium rates for flood insurance up to amounts as high as $25 for every $100 of insurance coverage and that such construction below the BFE increases risks to life and property and that the cost of flood insurance will be commensurate v.rith the increased risk. (8) The Director shall maintain a record of all variance actions, including justification for their issuance. (9) The Director shall condition the variance as needed to ensure that the requirements and criteria of this chapter are met. Section 9. FWRC 19.142.110 is hereby amended to read as follows: Provisions for flood hazard reduction. In all areas of special flood hazards, the following standards are required: (1) Anchoring. (a) All new construction and substantial improvements shall be anchored to prevent flotation, collapse, or lateral movement of the structure resulting from. hydrodynamic or hydrostatic loads. including the effects of buoyancy: (b) All manufactured homes shall be anchored to prevent flotation, collapse, or lateral movement, and shall be installed using methods and practices that minimize flood damage. Anchoring methods may include, but are not limited to, use of over-the-top or frame ties to ground anchors. (2) Construction materials and methods. (a) All new construction and substantial improvements shall be constructed with materials and utility equipment resistant to flood damage. (b) All new construction and substantial improvements shall be constructed using methods and practices that minimize flood damage. Ordinance No. 20-__ Page 21 of 31 ( c) Electrical, heating, ventilation, plumbing, and air-conditioning equipment and other service facilities shall be designed and/or otherwise elevated or located so as to prevent water from entering or accumulating within the components during conditions of flooding. Locating such equipment below the base flood elevation may cause annual flood insurance premiums to be increased. (3) Utilities . (a) All new and replacement water supply systems shall be designed to minimize or eliminate infiltration of floodwaters into the systems; (b) Water wells shall be located on high ground that is not in the floodway; ( c) New and replacement sanitary sewage systems shall be designed to minimize or eliminate infiltration of floodwaters into the systems and discharges from the systems into floodwaters; ( d) On-site waste disposal systems shall be located to avoid impairment to them or contamination from them during flooding. (4) Storage ofMaterials and Equipment (a) The storage or processing of materials that could be injurious to human. animal. or plant life if released due to damage from flooding is prohibited in special flood hazard areas. Ordinance No. 20-Page22 o/31 (b) Storage of other material or equipment may be allowed if not sub ject to damage by floods and if firmlv anchored to prevent flotation. or if readilv removable from the area within the time available after flood warning. Section 10. Chapter 19.142.120 is hereby amended to read as follows: Subdivision proposals. AU development proposals, including subdivision and manufactured home park or subdivis ion proposals. shall : (1) All subdivision proposals shall bBe consistent with the need to minimize flood damage; (2) All subdivision propos-al-s--5-ltall-hl-Iave public utilities and facilities, such as sewer, gas, electrical, and water systems located and constructed to minimize or eliminate flood damage; (3) All subdivision proposals shall hHave adequate drainage provided to reduce exposure to flood damage; (4) Where base flood elevation data has not been provided or is not available from another authoritative source, it shall be generated for 5tl:bdivision proposals and other proposed developments t,vhich contain at least all development proposals greater than 50 lots or five acres (whichever is less). Ordinance No. 20-__ Page 23 of31 Section 11. FWRC 19.142.140 is hereby amended to read as follows: Specific standards. The following provisions are required in all areas of special flood hazards where base flood elevation data has been provided as set forth in FWRC 19.142.050(1) or 19 .142.070. (1) Residential construction in ~one AE. (a) New construction and substantial improvement of any residential structure shall have the lowest floor, including basement, elevated one foot or more above the base flood elevation (BFE). (b) Fully enclosed areas below the lowest floor that are subject to flooding are prohibited, or if used solely for parking. access or storag , shall be designed to automatically equalize hydrostatic flood forces on exterior walls by allowing for the entry and exit of floodwaters. Designs for meeting this requirement must either be certified by a registered professional engineer or architect or must meet or exceed the following minimum criteria: (i) A minimum of two openings having a total net area of not less than one square inch for every square foot of enclosed area subject to flooding shall be provided. (ii) The bottom of all openings shall be no higher than one foot above grade. (iii) Openings may be equipped with screens, louvers, or other coverings or devices; provided, that they permit the automatic entry and exit of floodwaters. Ordinance No. 20-Page 24 o/31 Foundation vent standards required by the IBC/IRC outside the floodplain do not meet this standard and are often inadvertently permitted. Insurance rates reflect an "all or nothing" standard. Partially ventilated crawlspaces may be subject to an additional loading fee of 20 to 25 percent attached to the annual insurance premium. Upon completion of the structure. certification by a registered professional engineer or surveyor that the elevation requirements of the lowest floor. including basement of this section have been satisfied shall be provided to the Director for verification. (2) Residential construction in Zone VE (a) Be located landward ofthereacb of mean high tide; (b) Have the bottom of the lowest structural member of the lowest floor (excluding pilings and columns). elevated to or above the Base Flood Elevation: (c) Have the pile or column. foundation and structure attached thereto be anchored to resist flotation. collapse and lateral movement due to the effects of wind and water loads acting simultaneously on all building components. Water loading values used shall be those associated with the base flood. Wind loading values used shall be those required by applicable state or local building standards: (d) Have the space below the lowest floor, usable solelv for parking of vehicles, building access, or storage. either free of obstruction or constructed with non-supporting breakaway walls. open wood lattice-work. or insect screening intended to collapse under wind and water loads without causing collapse. displacement. or other structural damage to the elevated portion of the building or supporting forndation svstem. For the purposes of this section, a breakaway wall shall have a design safe loading resistance of not less than 10 and no more than 20 poun'ds per square foot: (e) Prohibit the use of fill for structural support of buildings : and (f) Prohibit man-made alteration of sand dunes and mangrove stands. A registered professional engineer or architect shall develop or review the structural design, specifications and plans for the construction, and shall certify that the design and methods of construction to be used are in accordance with accepted standards of practice for meeting the provisions of this Section. Upon completion of construction, certification by a regjstered professional engineer or architect that these design standards have been satisfied, and certification by a registered professional engineer or surveyor that the elevation requirements of the bottom of the lowest structural member of the lowest floor. excluding pilings and columns. of this section have been satisfied shall be provided to the Director for verification. (:2-1) Nonresidential construction in an AE z one. New construction and substantial improvement of any commercial, industrial or other nonresidential structure shall either have the lowest floor, including basement, elevated one foot or more above the base flood elevation; or, together with attendant utility and sanitary facilities, shall: (a) Be floodproofed so that below one foot or more above the base flood level the structure is watertight with walls substantially impermeable to the passage of water; (b) Have structural components capable of resisting hydrostatic and hydrodynamic loads and effects of buoyancy; ( c) Be certified by a registered professional engineer or architect that the design and methods of construction are in accordance with accepted standards of practice for meeting provisions of this subsection based on their development and/or review of the structural design, specifications and plans. Such certifications shall be provided to the official as set forth in FWRC 19.142.060(2); ( d) Nonresidential structures that are elevated, not floodproofed, must meet the same standards for space below the lowest floor as described in subsection (l)(b) of this section. Applicants who are floodproofing nonresidential buildings should beware that flood insurance premiums will be based on rates that are one foot below the floodproofed level (e.g., a building floodproofed to the base flood level will be rated as one foot below). Floodproofing the building an additional foot will reduce insurance premiums significantly. Upon completion of the structure, certification by a registered professional engineer or surveyor that the elevation requirements of the lowest floor, includjng basement, of this section have been satisfied shall be provided to the Director for verification; or certification by a registered professional engineer or architect that the floodproofing design of this section is satisfied, including the specific elevation in relation to mean sea level to which such structures are floodproofed. shall be provided to the Director for verification. Ordinance No. 20-Page 27 of 31 (4) Non-residential constrnction in Zone VE. Floodproofing of non-residential structur s is prohibited. All structures must be elevated and constructed according to the requirements set forth in FWRC 19.142.140(1). (J~.) Manufactured homes in z one A E. All manufactured homes in the fl.oedplaia to be placed or substantially improved on sites shall be elevated on a permanent foundation such that the lowest floor of the manufactured home is elevated one foot or more above the base flood elevation and be securely anchored to an adequately anchored foundation system to resist flotation, collapse and lateral movement. Upon completion of installation of the manufactured home, certification by a registered professional engineer or surveyor that the elevation requirements of this section have been satisfied shall be provided to the Director for verification. (6) All manufactured homes to be placed or substantially improved on sites shall meet the standards of residential construction in VE Zones in FWR 19 .14 2 .140( 1). Upon completion of installation of the manufactured home, certification bv a registered professional engineer or surveyor that the elevation requirements of this section have been satisfied shall be provided to the Director for verification. ( 41) Recreational vehicles. Recreational vehicles placed on sites are required to either: (a) Be on the site for fewer than 180 consecutive days; or Ordinance No. 20-Page 28 of 31 (b) Be fully licensed and ready for highway use, on wheels or jacking system, attached to the site only by quick disconnect type utilities and security devices, and have no permanently attached additions; or (c) Meet the requirements of subsection (3) of this section and the elevation and anchoring requirements for manufactured homes. Section 12. Chapter 19.142.150 is hereby amended to read as follows: AE Rftd ,A,.l 30 zones with base flood elevations but no floodways. In areas with base flood elevations (but a regulatory floodway has not been designated), no new construction, substantial improvements, or other development (including fill) shall be permitted within zones l..l 30 and Zone AE on the community's FIRM, unless it is demonstrated that the cumulative effect of the proposed development, when combined with all other existing and anticipated development, will not increase the water surface elevation of the base flood more than one foot at any point within the community. Section 13. FWRC 19.142.095 is hereby added to read as follows: Notification to Other Entities Changes to Floodplain Maps Base Flood Elevations may increase or decrease resulting from physical ohanges affecting flooding conditions. As soon as practicable. but not later than six months after the date such information becomes a ailable. the Director shall notify the Federal Insurance Administrator of the changes by submitting technical or scientific data in accordance with Volume 44 Code of Federal Regulations Section 65.3. Such a submission is necessary so that upon confirmation of Ordinance No. 20-Page 29 of 31 those physical changes affecting flooding conditions. risk premrnm rates and floodplain management requirements will be based upon current data. Section 14. Severability. The provisions of this ordinance are declared separate and severable. The invalidity of any clause, sentence, paragraph, subdivision, section, or portion of this ordinance, or the invalidity of the application thereof to any person or circumstance, shall not affect the validity of the remainder of the ordinance, or the validity of its application to any other persons or circumstances. Section 15. Corrections. The City Clerk and the codifiers of this ordinance are authorized to make necessary corrections to this ordinance including, but not limited to, the correction of scrivener/clerical errors, references, ordinance numbering, section/subsection numbers and any references thereto. Section 16. Ratification. Any act consistent with the authority and prior to the effective date of this ordinance is hereby ratified and affirmed. Section 17. Effective Date. This ordinance shall be effective five (5) days after passage and publication as provided by law. PASSED by the City Council of the City of Federal Way this 11th day of August, 2020. [ signatures to follow] Ordinance No. 20-Page 30 of 31 CITY OF FEDERAL WAY: JIM FERRELL, MAYOR ATTEST: STEPHANIE COURTNEY, CMC, CITY CLERK APPROVED AS TO FORM: J. RYAN CALL, CITY ATTORNEY FILED WITH THE CITY CLERK: PASSED BY THE CITY COUNCIL: PUBLISHED: EFFECTIVE DATE: ORDINANCE NO.: Ordinance No. 20-Page 31 of 31 COUNCIL MEETING DATE: July 21, 2020 CITY OF FEDERAL WAY CITY COUNCIL AGENDA BILL SUBJECT: ORDINANCE: RELATING TO VACATION OF RIGHT OF WAYS ITEM#: 7d POLICY QUESTION: Should City Council approve the ordinance to modify and add new sections to Federal Way Revised Code related to vacation of Right of Ways? COMMITTEE: Land Use and Transportation Committee CATEGORY: D Consent D City Council Business ~ Ordinance D Resolution STAFF REPORT BY: EJ Walsh, P.E., Public Works Director Attachments: 1. Staff Report 2. Ordinance Options Considered: 1. Approve the proposed ordinance. MEETING DATE: July,6, 2020 • • Public Hearing Other DEPT: Public Works 2. Reject the proposed ordinance and provide direction to staff. COMMITTEE RECOMMENDATION: I move to forward the proposed ordinance to First Reading on July 21, 2020 . Y\'o... Vld. eo to .,..(~,~""c.~ Committee Chair \J'i'a 1/\' J ~o C-e>V\+er~"" c.e. ./, o-v 1. d -eo Ce)~C"rc:>""<:!1 -e_ Committee Member Committee Member PROPOSED COUNCIL MOTION(S): FIRST READING OF ORDINANCE (JULY 21, 2020): "I move to forward approval of the ordinance to the August I I, 2020 Council Meeting for enactment." SECOND READING OF ORDINANCE (AUGUST 11, 2020): "/ move approval of the proposed ordinance." (BELOW TO BE COMPLETED BY CITY CLERK'S OFFTCE) COUNCIL ACTION: 0 APPROVED 0 DENIED ~ /TABLED/DEFERRED O ACTION cgr MOVED TO SECOND READING (ordinances only) REVISED-11/2019 COUNCIL BlLL # First reading Enactment reading ORDINANCE# RESOLUTION# DATE: TO: VIA: FROM: July 6, 2020 City Council CITY OF FEDERAL WAY MEMORANDUM Jim Ferrell, Mayor EJ Walsh, P .E., Director of Public Works ··-· %.~ SUBJECT: ORDINANCE: Relating to vacation of Right of Ways FINANCIAL IMP ACTS: This Ordinance does not contain provisions that staff anticipates will have a financial impact. BACKGROUND: Public Right of Ways are held by the City in trust for public use, and, relinquishing a Right of Way restricts public movement and is therefore a significant act. From time to time the City receives requests to vacate public Right of Ways. Typically, these requests are in conjunction with, or as a result of, private development. Current adopted code does contain a section related to Right of Way vacations, however does not establish criteria under which such requests should be reviewed. Further, in accordance with the Revised Code of Washington, vacations should only be completed when it significantly serves the public interest. Therefore, the proposed Ordinance establishes criteria under which to review requests for Right of Way vacation, requires the applicant to demonstrate the public benefit, and directs establishment of Administrative policies, including an application and checklist. ORDINANCE NO. ---- AN ORDINANCE of the City of Federal Way, Washington, relating to Right of Way Vacations; amending FWRC 4.20.120 and adding a new section to chapter 19.135 FWRC. (Amending Ordinance No. 19- 107) WHEREAS, the City of Federal Way ("City") is a non-charter code city under Title 35A of the Revised Code of Washington ("RCW"); and WHEREAS, occasionally property owners desire to acquire the Right of Way next to their property; and WHEREAS, the City holds Right of Ways in trust for public use; and WHEREAS, relinquishing the easement and restricting public movement through the Right of Way is a significant act and not done lightly; and WHEREAS, the City Council shall determine that doing so significantly serves the public interest. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF FEDERAL WAY, WASHINGTON, DO ORDAIN AS FOLLOWS: Section 1. FWRC 4.20.120 is hereby amended to read as follows: 4.20.120 Conduct of hea.ring-Basis for decision. A public hearing on a proposed street vacation shall be held before the city council. At the time of the hearing on the vacation, or at such time as the same may be continued by the city council, the matter shall be considered and those desiring to speak on the vacation shall be heard. Following the hearing, the council shall decide whether to grant or deny the petition for vacation. Such determination shall include, but not be limited to: (I) Compliance with the following criteria: Ordinance No. 20-Page I of 4 (a) The vacation provides a public benefit or is for a public benefit. The benefit may include economic or business supp01i the community as a whole derives from the abutting property owner; (b) The street, alley or portion thereof is no longer required for public use; (c) The vacation does not abut a body of water, such as a river, lake, or salt water, except for a public purpose such as a park or port (acility and which reverts to a public authority; and (2) Consideration of the following criteria: (a) The vacation meets the intent of the city's comprehensive plan's general purposes and objectives; (b) The vacation provides for an exchange of public property in the public interest; ( c) Whether conditions may so change in the future as to provide a greater use or need than presently exists; (d) Whether objections to the proposed vacation are made by owners of private property, exclusive of petitioners, abutting the same; ( e) The vacation would not interfere with future development or access to other existing or future developments. (f) The petitioner bas demonstrated the vacation complies with FWRC 19.135 .25?. Section 2. Chapter 19.135 of the Federal Way Revised Code is hereby amended to add a new section 19.135.252 to read as follows: 19.135.252 Vacation of Right of Way. (1) Generally. The Public Works Director shall prepare and make available for distribution administrative Street Vacation Policies. inducting an appli.cation checklist and application. (2) Right of Way may be r duced or vacated onlv after th following requir ments are completed: (a) Analysis and documentation consistent with the Street Vacation Policies. (b) Demonstration that the remaining s treet network meets the block perimeter s tandards of FWRC 19.135.251. Where block perim ter standards are not met prior to vacation. any Ordinance No. 20-__ Page 2 of 4 vacation of public Right of Way shall not result in ai1 increase in the non-conforming block length. (c) A traffic analysis demonstrating that there will be no increase i.n trips by v hicles. pedes1Tian . or other mode on the Right of Way netvv·ork as a result of the va ation: or proposed improvements required for mitigation so there is no resulting increase in trips on the Right of Way network. (d) A public hearing before the City Council complving with the requirement of FWRC 4.20.120. ection 3. Severability. Should any section, subsection, paragraph, sentence, clause, or phrase of this ordinance, or its application to any person or situation, be declared unconstitutional or invalid for any reason, such decision shall not affect the validity of the remaining portions of this ordinance or its application to any other person or situation. The City Council of the City of Federal Way hereby declares that it would have adopted this ordinance and each section, subsection, sentence, clauses, phrase, or portion thereof, irrespective of the fact that any one or more sections, subsections, sentences, clauses, phrases, or portions be declared invalid or unconstitutional. Section 4. C0rrections. The City Clerk and the codifiers of this ordinance are authorized to make necessary corrections to this ordinance including, but not limited to, the correction of scrivener/clerical errors, references, ordinance numbering, section/subsection numbers and any references thereto. Section 5. Ratification. Any act consistent with the authority and prior to the effective date of this ordinance is hereby ratjfied and affirmed. Section 6. Effective Date. This ordinance shall take effect and be in force thirty (30) days from and after its passage and publication, as provided by law. Ordinance No. 20-__ Page3 o/4 PASSED by the City Council of the City of Federal Way this ____ day of ________ ,20_ CITY OF FEDERAL WAY: JIM FERRELL, MAYOR ATTEST: STEPHANIE COURTNEY, CMC, CITY CLERK APPROVED AS TO FORM: J. RYAN CALL, CITY ATTORNEY FILED WITH THE CITY CLERK: PASSED BY THE CITY COUNCIL: PUBLISHED: EFFECTIVE DATE: ORDINANCE NO.: Ordinance No. 20-__ Page4 o/4 CITY OF FEDERAL WAY ADMINISTRATIVE STREET VACATION POLICIES PUBLIC WORKS DEPARTMENT JULY 2020 TABLE OF CONTENTS Introduction ........................................................................................................................................... 2 Public Trust Doctrine .......... , ................................................................................................................. 5 Public Trust Analysis ............................................................................................................................. 7 Analysis of Public Benefits of the Vacation ....................................................................................... 17 Process for City Review of Riglit of Way Vacation Applications .................................................... 21 1 INTRODUCTION The City's existing Right of Way network of improved and unimproved public streets as currently exist and as contemplated in the Comprehensive Plan, City Code, and Development Standards contain the City's vision for the future transportation network to support residents, businesses, commerce, tourism and more. Right of Way vacations may be initiated in two ways. The first is by a property owner(s) whom desire to acquire the Right of Way adjacent to and abutting their property. This process is called a Right of Way Vacation. To commence a property-owner initiated Right of Way Vacation, the property owner petitions the City in accordance with State law, City Code and this Policy. The second is City initiated through a resolution. Council may initiate Right of Way vacations by resolution only for a public purpose or when extraordinary circumstances prevent following the petition process. If the Council initiates a petition, all other aspects and procedures of State Law, City Code and these pol i cies still apply. To grant a Right of Way Vacation, the City is responsible to ensure that the public's interest in the transportation network is protected; approves an associated public benefits proposal; and typically receives the property's fair market value . These policies guide petitioners, City departments, Boards and Commissions, and the public through the City's process to analyze, review and assess Right of Way vacation petitions. They apply to all Right of Ways whether improved or unimproved. The City's default position is that unless there are compelling reasons to vacate a Right of Way and it is in the public's benefit to do so; the City will keep it for future public purposes. PROPERTY OWNER INITIATED RIGHT-OF-WAY VACATIONS IN GENERAL A Right of Way Vacation is a discretionary legislative act by the City Council that relinquishes the public's right to use the Right of Way. Through a petition, a property owner asks the City, on behalf of the public, to relinquish the public's right to use a street, alley, or other public Right of Way1 abutting their property. For the purposes of these policies a "Right of Way Vacation " describes vacating any Right of Way over which the public has the right of travel. These policies use the term "street" to refer to all types of public Right of Way including streets, alleys, boulevards, paths, stairways, and public places, whether improved or unimproved. The Revised Code of Washington (RCW) Chapter 35 .79 guides the City's review of Right of Way Vacation petitions. That Chapter assigns responsibility over Right of Way vacation decisions to the Council. FRAMEWORK FOR DECISION-MAKING Right of Ways are different and unique from other types of property. When the City grants a Right of Way Vacation, it is relinquishing the public's rights to utilize an area and allowing the abutting property owners to take possession and control of the former Right of Way. The City holds Right of Ways in trust on behalf of the public, for public use. Relinquishment, and subsequently restricting public movement through the remaining Right of Way is a significant act. For a Right of Way Vacation petition to be approved, the Council shall determine that to do so would significantly serve the public's interest. It is the petitioner's obligation to provide a 1 "Public right of way" is any property where the City has a right to use the land for street purposes, whether improved or not. 2 justification for the vacation, information demonstrating there are no feasible alternatives, and ensure that the remaining transportation network is not negatively impacted. Right of Ways are dedicated in perpetuity for use by the public for travel, transportation of goods, and locating utilities. The dedication carries with it public rights to circulation, access, utilities, light, air, open space, views, free speech, and assembly, and contributes significantly to the form and function of the city. The primary concern of the City in evaluating vacation petitions is to safeguard the public's present and future needs and to act in the public's best interest. The Council's responsibility is to weigh the public trust and land use effects of a vacation, mitigating measures, and the public benefit provided by the vacation to determine if the vacation is in the public's interest. In balancing these elements of the public interest, the Council places primary importance upon protecting the public trust it holds in the Right of Way. Guidance of this process is based upon the following: Public Trust Doctrine: The City is responsible for holding the rights-of-way in public trust. The components of the public trust form the foundation of the City's review of vacation petitions and public benefit proposals. Public Trust Analysis: Describes the criteria the City uses to determine whether it is appropriate to vacate a Right of Way. Public Benefit Analysis: Describes the types of public benefits the City expects to see provided in exchange for vacation of a Right of Way. Process for City Review of Right of Way Vacation Petitions: Describes the process the City utilizes to review Right of Way vacations. DISTINCTION BETWEEN RIGHT-OF-WAY VACATIONS AND LAND USE DECISIONS There are no rights under Federal Way Revised Code, the Revised Code of Washington, or elsewhere to acquire or develop within a public Right of Way. To do so, a property owner shall petition for and receive the Council's approval for a Right of Way Vacation. Under State law, the Council may not approve a Right of Way vacation unless it is in the public's best interest. The City uses a two-part test to make this determination. First, based on materials submitted by the Petitioner, the City performs a "Public Trust Analysis," a determination of whether the Right of Way is needed and whether the public interest can be protected if the Right of Way is vacated . Second, also based on materials submitted by the Petitioner, the City undertakes a "Public Benefit Analysis," assessing the petitioner's proposal to provide benefits to the public. Established plans, policies, and standards guide this review. The City will not support vacations that conflict with City planning goals. However, land use policies and codes do not bind the Council's decision to grant or deny a Right of Way vacation petition. The Council may condition or deny vacations as it deems necessary to protect the public's interest. In land use decisions, the Council's role is administrative. The Council sets policies in the form of zoning and land use codes, development standards, and environmental policies and regulations, while the decision authority has been delegated to various staff or the Hearing Examiner. Under state law, Right of Way Vacation decisions must be made by the Council. The Council cannot delegate that authority. Unless the Council approves a Right of Way vacation, property owners have no right to use or occupy the Right of Way, if not otherwise permitted by the Public Works 3 Department. The Council typically makes its approval of a vacation conditional on the petiti oner meeting a number of requ ire m ents. In addition to reviewing the vacation petition under these polic ies, a development proposal t hat requires a vacation may also undergo one or more ofthe following reviews: • Land use and zoning review, including review of re-zones; • Design review and other discretionary land use actions; • State Environmental Policy Act (SEPA); • Transportation modal plans; • Right of Way Permit; or • Engineering review. These reviews may result in additional conditions applied in the Right of Way vacation review . Petitioners are required to obtain all necessary land use and building permits before developing the site. 4 1) PUBLIC TRUST DOCTRINE City Right of Ways are held in trust for the public, meaning the City is the trustee and guardian of the Right of Way, not an underlying property owner. The Council may approve vacations only when they are in the public's interest. Right of Ways will be retained unless it can be shown that they are not needed for a current or foreseeable public use , there is no negative impacts to the remaining transportation network, and the Council is assured that the vacation is in the public interest. Documentation is required from the Petitioner to demonstrate each of the following areas is maintained with the proposed vacation. a) CIRCULATION Right of Ways enable the movement of people, goods, and vehicles through the city as part of a transportation network. If a part of the network is removed, there may be rippling effects throughout. The City will only vacate a Right of Way if doing so does not result in negative effects or displacement of trips onto the remaining network; disrupt the movement of people, goods, and vehicles through the city; and it is consistent with the City's transportation plans. b} ACCESS Right of Ways provide access to abutting property from the surrounding community and to the surrounding community from private property. Improved rights-of ways or streets are designed to provide access via a range of transportation modes, including walking, bicycling, riding transit, and driving. The City will only vacate a Right of Way if doing so does not result in negative effects on the current or future needs of the City's vehicular, bicycle, or pedestrian circulation systems, or on access to private property. c) UTILITIES City and private utilities use Right of Ways to serve the community and their customers . The City will only vacate a Right of Way when all utilities using or potentially using the Right of Way can be adequately protected with easements, relocations, or utility corridors satisfactory to the utilities' owners . Future potential utilities are required to be accommodated. d) FREE SPEECH The public has traditionally had the right and ability to use Right of Ways to exercise constitutional rights under the First Amendment. The City will only vacate a Right of Way when offsetting publicly-accessible spaces on the site will be kept open for the same speech-related purposes . e) PUBLIC ASSEMBLY Right of Ways act as places for people to gather, to meet their neighbors, for children to play, and for all segments of society to interact. This role of the Right of Way can be particularly important for people who have the fewest resources. The City will only vacate a Right of Way when the Petitioner demonstrates that the remaining Right of Way network provides the same level of service to the surrounding properties. f) OPEN SPACE In addition to providing space for people to gather, interact, and travel, Right of Ways offer open space benefits. This includes space between structures, connections to the community 5 surroundings, places for trees and vegetation, and contributions to the open space network. The City will only vacate a Right of Way when the Petitioner demonstrates that any development will have a similar resulting function. g) LIGHT AND AIR Right of Ways maintain access to light and air to their users and surrounding properties. The City will consider loss of light and air, and shadow impacts in considering whether to approve a Right of Way vacation. Of particular importance are shadow impacts on nearby spaces where public may gather. h) VIEWS Right of Ways provide views to mountains, bodies of water, and the city itself. The City will consider feedback from impacted property owners, the impacts on views of and from public places, and views of the natural landscape. i) LAND USE AND URBAN FORM The Right of Way plays a significant role in the shape of the city. The City will consider the relationship between the intended character of the area as described in the Comprehensive Plan and adopted neighborhood, subarea, or community plans. The width and spacing of streets, the presence and absence of connector streets, and the location and path of boulevards, pedestrian trails, and other linear open spaces have significant impacts on neighborhoods and how they function. The City will consider impacts that disrupt an existing pattern of development in a neighborhood or area. 6 2) PUBLIC TRUST ANALYSIS This section describes the components of the City's analysis in reviewing petitions under the public trust doctrine. In reviewing a vacation petition, the City evaluates the impacts of a vacation on the public trust, mitigating measures, and public benefits proposed by the petitioner to determine if the vacation is in the public interest. In balancing these elements of the public interest, the City will place primary importance on protecting the public trust. / Right of Ways are dedicated in perpetuity for public travel and the movement of goods. The designation of a Right of Way carries with it rights to circulation, access, utilities, public speech, public use, open space, light, air, views, land use, and urban form. City government acts as the public's trustee in managing the uses within the Right of Way. The City has an interest in protecting the rights of those with the least access to other resources and those most likely to be harmed by development. In that endeavor, the primary concern of the City in vacation decisions is to safeguard the public's present and future needs. Existing and potential future uses of the Right of Way, whether improved or unimproved, will be identified during the vacation petition review All or a portion of the Right of Way may be retained for public purposes, including potential future needs that are unknown at the time of review. The City will consider the impacts of a vacation on the immediately surrounding neighborhood, the broader city and, when appropriate, the region. The larger the project, the more the City's focus will be on broader community impacts, particularly impacts on communities with the least access to opportunity and most likely to experience the negative resulting impacts. When several vacations are proposed for a particular area of the City by one or multiple petitioners, City staff or Council may request that a comprehensive review be undertaken to determine the cumulative effects of the vacations, particularly on circulation, access, land use and urban form, and impacts to the overall city transportation network. City reviewers shall consider the impacts on the larger transportation system, and impacts on the loss of the Right of Way proposed for vacation. The requirements for a Right of Way Vacation petition is not limited to documents prepared for other aspects of the project under review. To fully assess the impacts of a vacation on the public trust, City departments, boards and commissions, and the Council may ask petitioners for additional information regarding impacts. a) CIRCULATION Right of Ways provide necessary space for the movement of people and vehicles . Vacations may be approved only if they do not result in negative effects on the current and future needs for the City's vehicular, bicycle, or pedestrian circulation systems unless the negative effects are fully mitigated by the petitioner. When the traffic functions of a street are necessary for the transportation network, the City will not grant the vacation. Arterial streets, truck routes, and truck streets may be vacated only when an alternative circulation route is substituted and impacts of the loss of the street are mitigated. The City will not approve vacations that: i) Propose agreements for public vehicular travel across private property to offset impacts; ii) Result in diverting truck or commercial traffic to nearby residential streets; iii) May encourage traffic code violations, such as backing out from an alley onto a street; 7 iv) Result in a measurable reduction to the functionality or capacity of arterials or collector streets, as defined by the City's Comprehensive Plan, that cannot be mitigated to a level of no impact; v) Result in increase response times for emergency responders; vi) Result in non-conformance with City block length standards, or where block perimeter standards are not met prior to vacation, any Right of Way vacation which results in an increase in non-conformance block length; vii) Result in an increase in vehicle or pedestrian trips on surrounding existing streets as a result of the vacation of the Right of Way; viii) Result in partial vacation of a Right of Way where the remaining Right of Way width is less than that required in the Comprehensive Plan; or which creates a Right of Way island, where the remainder is not connected or feasibly utilized for the transportation network. Transit facilities and routes will be protected through the Right of Way Vacation process. Right of Ways that are used by public transit agencies will be considered for vacation only after review and comment by those agencies and identification of alternative locations or routes for those transit functions. Pedestrian circulation shall be protected when approving a vacation. Formal and informal pedestrian routes, may be vacated only for public purposes, such as parks. Pedestrian circulation functions of the Right of Way may be replaced by a pedestrian route across private property only when: ix) A major public benefit, as approved by City Council, is provided; x) A perpetual agreement for public access across the property is reached; xi) The public access to be provided is comparable in terms of safety, convenience, and directness; and xii) The free speech functions of the Right of Way will be maintained in public spaces. Alleys and paths that are part of the pedestrian circulation system, may be vacated only when comparable public pedestrian circulation is provided and the pedestrian environment along the corridor is improved . Similarly, vacations resulting in a reduction of sidewalk width may be vacated only when provisions are made to otherwise accommodate the pedestrian traffic. Right of Way vacations that include unimproved pedestrian trails may be approved only when the public pedestrian function is protected. The continuity and integrity of existing and planned bicycle paths and bicycle lanes, will be protected. Such streets and off-street pathways may be vacated only when a comparable or better bicycle Right of Way is provided as part of the vacation. Bicycle access shall be comparable in terms of safety, convenience, and directness. If a vacation is granted, the Council may impose conditions on the vacation to reduce impacts on vehicular, transit, freight, pedestrian, and bicycle circulation. Such conditions may be in addition to any conditions resulting from environmental review or land use regulation. b) ACCESS Right of Way Vacation petitions may be approved only if access is retained to properties on the block where the Right of Way is located and to properties on neighboring blocks or streets, or through dedication and improvements by the Petitioner so an equal level of access is provided. If the number of curb cuts along a street frontage is likely to be increased due to the petition, the vacation will not be approved. 8 If there is public parking on the Right of Way proposed to be vacated, the City will analyze if the Petitioner's proposal for mitigation meets or exceeds the currently available parking. Only petitions that improve parking availability and ease of use will be approved. If a vacation is granted, the Council may impose conditions on the vacation to reduce impacts on vehicular, freight, pedestrian, and bicycle access. The conditions may be in addition to any conditions resulting from environmental or land use review and analysis. c) UTILITIES Right of Ways that contain or are needed for current or future utility lines or facilities may be vacated only when the utility can be adequately protected with an easement, relocation, fee ownership, or similar agreement satisfactory to the utility owner and the Petitioner has obtained and provided the consent of all utilities. Public Right of Way provide utilities with corridors for the efficient transportation of people and goods, collection of solid waste, and delivery of utility services to the public in the least costly manner possible. Utilities generally assess vacation petitions from an operational perspective to ensure that a vacation will not impair current service reliability and capacity levels, nor limit the ability to expand services in the future. The growth of telecommunications utilities above and below ground, increased urban densities, and demand for undergrounding of utility facilities all place pressure on the value of public rights-of-way, for future utility needs. Utilities will be given an opportunity to review the proposed vacation, to identify existing and future interests in the Right of Way, and to indicate what actions are necessary to protect their interests and the interests of their customers. The petitioner is responsible for working with the utilities to identify and address any utility issues. The petitioner shall ensure that each utility will be in a similar position as before the vacation without detriment to current or future utility services. If utility easements are required to maintain service, the easements shall state the rights and responsibilities of each party. Utilities may prohibit constructing buildings, structures, grading and filing, and other uses over or under their easements where the activities would inhibit operation of or prevent access to the utility facilities for maintenance and repair, cause extra cost or liability to the utility, or affect the safety and integrity of the utility. Any costs for the repair of damages to the improvements placed on or over the utility easement by the property owner due to the utility maintenance repair or installation will be the express responsibility of property owner. The Council may impose conditions on vacations to assure continued service to the public in the most efficient and least costly manner. d) FREE SPEECH Courts have recognized the role of Right of Way as spaces for public speech and dialogue. The City will consider the potential loss of free speech activities when reviewing Right of Way Vacations and will not vacate a public place if the loss of the public speech function cannot be adequately mitigated. Right of Ways are dedicated for public use and enjoyment. Vacations that solely result in the private regulation of access to public property shall not be granted. Vacations are not considered a solution to security problems and shall not normally be approved for this reason absent extraordinary circumstances. 9 The Council may impose conditions on vacations to preserve the public's right to free speech, particularly within any privately-owned public space offered as a public benefit in exchange for a Right of Way vacation. e) PUBLIC ASSEMBLY Right of Ways have always served as a place of public assembly. The City will consider the importance and impact of the request on the community. Right of Ways that are adjacent to public uses will be particularly scrutinized to ensure that the public's right to congregate will not be impaired. The City may impose conditions on vacations to maintain the public's right to assembly, particularly within any privately-owned public space offered as a public benefit in exchange for a Right of Way Vacation . f) OPEN SPACE The open space opportunities provided by Right of Ways are important resources that contribute to quality of life and become more valuable as the City becomes more densely developed. The contribution of this function to the public's existing and future quality of life is an important consideration when reviewing each proposed vacation. The open space functions provided by the Right of Way will be identified and the effects of their loss will be analyzed . When the City determines that the open space function provided by a Right of Way shall be retained, the Right of Way may be vacated only if the open space functions can be retained or replaced by dedicating to the City other comparable Right of Way or by providing other publicly- accessible property. The impact of development associated with Right of Way Vacations on open space and pedestrian amenities shall be limited . The analysis of the open space functions of Right of Ways will consider the impact of the proposed vacation on: i) The contribution of the Right of Way to open space areas; ii) Use of the Right of Way as a space for play and recreation; iii) The role of the Right of Way as an area of neighborhood focus and activity, and iv) Privacy impacts resulting from the Right of Way open space being occupied by a proposed structure . The City will only approve vacation requests of undeveloped Right of Ways used by the community as open space to facilitate development when the proposed mitigation exceeds the existing conditions. Existing and proposed urban trails, public paths, other rights-of-way connecting parks and open spaces, or streets connecting the community with parks, schools, shorelines, or other public facilities will not be vacated unless the Right of Way is exchanged for other land that provides better pedestrian or bicycle pathways resulting in improved open space function. The Council may impose conditions on vacations to mitigate any potential negative effects of the vacation on the open space functions of the Right of Way. g) LIGHT AND AIR 10 The light and air opportunities provided by the Right of Way are important resources that contribute to quality of life and public health and becomes more valuable as the City becomes more densely developed. The contribution to the public's existing and future quality of life is a consideration in each proposed vacation. The analysis of the light and air functions of Right of Ways will consider the impact of the proposed vacation upon the access to sun, light, and air circulation provided to pedestrians, bicyclists, vehicle occupants, and abutting properties. The analysis will include the potential shadow impacts of the increase in development potential directly attributable to the vacation on nearby public parks and public open spaces . Any potential impacts of the vacation on light and air will be compared with similar impacts that would result from development without the vacation. Vacations generally shall not be approved if the development proposed as part of the vacation request would result in additional shadowing of parks or other public spaces. The Council may impose conditions on a vacation to reduce shadow impacts . h) VIEWS The views provided along Right of Ways are important resources that contribute to the public's quality of life. Views are of particular value to members of the public that do not have private views . The contribution of this function to the public's existing and future quality of life will be a consideration in reviewing vacations. Within the City Center, as identified within the City's Comprehensive Plan, Right of Ways shall not be vacated except when conditions are placed on the vacation to ensure public views are preserved . Right of Ways shall not be vacated unless the Petitioner ensures that the areas above the former Right of Way remains open to the sky and to protect views from uphill public spaces. Public views worthy of protection include, but are not limited to views : i) From public streets, public open spaces, or public places; ii) From a substantial number of residences or properties abutting the Right of Way proposed to be vacated, iii) Of important natural features, such as mountains, waterbodies, and public greenbelts; and iv) Of designated landmarks and points of cultural or civic interest. Potential view impacts from a vacation will be identified and compared with a no vacation alternative. The quality of impacted views will be considered when evaluating each proposed Right of Way vacation. The Council may impose conditions, including height limitations on development, on vacations to mitigate any potential negative effects of the vacation on the view functions of the Right of Way. i) LAND USE AND URBAN FORM Vacations affect the land use and development patterns in an area by adding to the developable land base, altering the local land division pattern, changing vehicular and pedestrian movement patterns, and increasing the development potential on the vacated and abutting properties. 11 Typically, Right of Way Vacation petitions are intended to facilitate a development project. Petitioners shall provide the City with information about the completed project's density and the development potential of the property without a vacation. The information shall be provided as the percentage increase in the development potential and the additional square footage added to the project. Petitioners shall provide the City with information on how the project advances City planning goals, how it relates to City Comprehensive Plan, and how the project meets the zoning criteria where the project is located. A vacation petition may be approved only when the increase in development potential that is attributable to the vacation would be consistent with the Comprehensive Plan. The criteria considered for making individual vacation decisions will vary with the plans, policies, and regulations for the area where the Right of Way is located. The Council may place conditions on a vacation to mitigate negative land use effects. Vacations may be approved only when the remaining Right of Way network meets the maximum block perimeter requirements, or in areas where the block perimeter requirements are not met prior to the vacation petition there is no increase in non-conformance. i) Land Use Considerations To determine if the land use and urban form effects of a vacation are in the public interest, the following factors will be considered: (1) The long-and short-term effects of the changes in development potential attributable to the vacation on the circulation, access, utility, light, air, open space, and view functions of nearby streets and public places; (2) The consistency of land use changes with the Comprehensive Plan, particularly in the land use, transportation, and neighborhood elements of the plan; (3) The compatibility ofthe size, scale, and character of potential development with the size, scale, and character of existing development in the area and development as provided for by the Land Use Code, given typical lot sizes and configurations; (4) The compatibility of the size, scale, and character of the blocks formed by the vacation when compared with the size, scale, and character of existing blocks in the area and goals for pedestrian connectivity and circulation; and (5) The post-vacation lot size and configuration compared with surrounding properties and with the local pattern of land division and organization. In areas where streets provide an edge or boundary between zones or areas of different scale and character, the Right of Way may be vacated only when a suitable alternative boundary buffer can be achieved with the proposed vacation . In addition to the general Right of Way vacation policies and guidelines, Comprehensive Plan policies for the area and the relationship between the proposed vacation to other City plans and policies such as transportation modal plans will be used to determine if the land use changes of each vacation are in the public interest. ii) Area-specific review 12 Guidelines related to specific areas are provided below. They shall be used to supplement the general provisions and guidelines of these policies and other policies for protecting the public interest. (1) Urban Centers and Urban Villages In addition to other guidance regarding specific land uses described below, for Urban Centers and Urban Villages the policies of adopted neighborhood plans will be considered, as appropriate. (2) Manufacturing/Industrial Centers Many Right of Ways in or adjacent to Manufacturing/Industrial Centers provide transportation for freight transport, loading, and delivery. Impacts on truck routes, intersections, and access points as a result of Right of Way vacations may impact supply chains that serve areas outside the immediate area of vacation. The capacity and functionality of these critical corridors will be preserved. (3) Single-family areas Right of Ways in single-family areas provide a number of public benefits including providing for consistency in the pattern and scale of development and providing important open space in a neighborhood . Except as noted below, Right of Ways in single-family areas shall be retained as these areas may be needed to provide for public uses, such as utility corridors that cannot be currently identified or anticipated. Petitions for vacations in single-family areas shall be reviewed by the same criteria as applied to other vacation petitions, including the requirement that the vacation provide a long- term benefit to the public. Clustered housing and other planned housing developments or innovative housing initiatives in single-family-zoned areas shall be reviewed based on the criteria established for the review of multifamily areas. (4) Multi-family areas In general, Right of Ways in multifamily areas will be retained to aid in vehicular, bicycle, and pedestrian circulation and neighborhood access. Petitions will be reviewed for potential impact on neighborhood traffic volumes, associated noise, and access. (5) Commercial, mixed-use, and City Center areas In general, Right of Ways in commercial, mixed-use, and City Center areas will be preserved to facilitate moving goods and people and maintain access to property that is separate from pedestrian routes. In general, these Right of Ways will be retained unless it can be demonstrated that the vacation meets another important public purpose without jeopardizing the area's functioning and its compatibility with surrounding areas. A vacation must preserve access to off-street loading and parking areas and the continuity of street fronts, particularly in areas with pedestrian activity . (6) Shoreline overlay districts Vacation of a Right of Way that abuts a waterbody is regulated by RCW 35. 79.035. (a) The City will consider vacating Right of Ways that abut a salt or fresh waterbody only if the vacation is sought to enable the City to acquire the property for beach or water access purposes, boat moorage or launching sites, park purposes (including 13 open space preservation), public view, recreational purposes, water-dependent or water-related educational or interpretive purposes, water quality improvement purposes, or other water-dependent or water-related public uses . (b) To preserve future public access opportunities, the option of leasing Right of Way ends, as permitted in RCW 35 .23 .410, shall be explored as an alternative to vacation . (c) Vacations of public Right of Way abutting any waterbody may be approved only when comparable or improved public access is provided . Providing new public access shall not be considered a public benefit for the purposes of these policies . (d) Right of Way that is needed for vehicular access to the water may be vacated only when comparable access will be provided. (e) If upland Right of Way is needed for public access to waterfront Right of Way or other public access to the water, it may be vacated only when comparable or better public access is provided. (7) Environmentally critical areas Right of Ways in geologic hazard areas and steep slope erosion hazard areas, wetlands, flood plains, fish and wildlife habitat conservation areas, or other critical areas shall generally be retained to reduce development intensity in environmentally critical areas and to protect public health, safety, and welfare. iii) Land use conditions on vacations The Council may place conditions on vacations to guard against the negative land use effects of additional development potential attributable to the vacation and to ensure that policy objectives are met, as follows : (1) The conditions will be related to the identified negative effects attributable to the vacation . (2) Land use conditions will be stated in terms of development parameters, such as floor area maximums or building envelopes that may not be surpassed and will generally run with the land. (3) Land use conditions imposed on a vacation do not preclude related project conditions being imposed under SEPA . If a vacation-related proposal is subject to SEPA review, the review may reveal the need for SEPA conditioning that reduces the upper limits placed on the vacation. (4) Land use conditions imposed on a vacation, in addition to conditions applied pursuant to the Land Use Code, SEPA, the Building Code and other City codes, will be relied on to regulate post-vacation development. (5) Approval of a Right of Way vacation is not City approval of the development project for the site and shall not relieve the petitioner of obtaining all necessary land use approvals, building permits, Right of Way use permits, or other City approvals before developing the site. j) OTHER CONSIDERATIONS IN PUBLIC TRUST ANALYSIS i) Undeveloped Right of Ways 14 Vacation of undeveloped Right of Way sections will generally be discouraged to: (1) Retain the existing pattern of extra setbacks and open space in residential neighborhoods; (2) Provide opportunities for pedestrian and bicycle amenities and connections; (3) Preserve opportunities for utility connections; (4) Maintain areas of natural scenery along view streets and boulevards; (5) Provide a buffer between land uses and zoning districts; and (6) Provide continuity of wildlife habitat corridors. ii) Subsurface Vacations Subsurface Right of Way vacations may be approved only when protection against future impairment of the street's surface is assured, current and future utility functions are provided for, and the City is adequately protected from potential liability from failure of the surface and any other retained segment below grade due to problems with the underlying structure. A subsurface vacation shall maintain or improve all current and planned functions of the Right of Way and shall not increase traffic impacts on surrounding Right of Way. Subsurface vacations shall consider future use of the subsurface portions of the Right of Way for future utility needs and future transportation needs. A subsurface vacation shall, at a minimum, be deep enough to provide space for a utility corridor large enough to accommodate all utilities currently serving the area and potential future utility needs. The Council may require that a project including a subsurface vacation provide a utility corridor or other mitigation of impacts on potential future utility needs. The subsurface vacation shall be designed so that there will be no impact to the public nature and the surface functions of the Right of Way. iii) Aerial vacations Aerial vacations will be considered only in limited circumstances . Aerial portions of the Right of Way are an important resource providing light, air, open space, and consistency in the development pattern. These aerial portions are an important public trust function of the Right of Way. Aerial vacations will be considered only as follows: (1) For the development or expansion of public facilities, public institutions, or non-profit institutions, the petitioner shall demonstrate to the satisfaction of the Council that no feasible development alternative exists; and (2) That neither a Right of Way lease or subsurface vacation can adequately meet the needs of the petitioner. Petition review shall include specific review of the impacts of the proposed aerial structure, including addressing items as the design of the structure and its dimensions, transparency, material quality, the scale of the project including the aerial portion, and the impact on the streetscape below the structure. The public trust functions of light, air, open space, and views will be carefully reviewed for aerial vacations . The Council shall require mitigation specific to the urban design impacts of the aerial structure. 15 iv) Trade or exchange of property The review of any vacation may consider the opportunity for exchange of property. Any proposed property exchange shall identify property the City is willing to accept. The Petitioner shall be responsible for providing, as needed, title insurance, environmental site assessment and environmental remediation, deeds in a form acceptable to the City, and filing and recording fees or escrow. Additionally, the petitioner shall be responsible for any taxes resulting from the transfer. Exchanges may be considered when the property: (1) Would be useful to mitigate or enhance the various aspects identified in the property proposed to be vacated, such as exchanging a vacation for a street conforming to the ultimate built condition in the Comprehensive Plan; (2) Would result in better circulation and access than is provided for by the current street grid, by aligning misaligned streets; (3) Would exchange property identified as open space for property that would create a contiguous open space parcel; or (4) Would shift development from property identified as open space to a property with less environmental impact. v) Alternatives to vacation When reviewing the petitioner's indicated use of the property, the City may consider the practicality of issuing Right of Way use permits to provide for temporary uses. In circumstances where a Right of Ways use permit can accommodate the uses indicated by the petitioner, a permit is preferred and a vacation will not be granted. A Right of Way use permit as an alternative to a Right of Way vacation may be issued under the following conditions: (1) The private use of an undeveloped Right of Way does not hinder the achievement of any identified objectives; (2) Private landscaping or gardening of undeveloped Right of Way may be allowed with a Right of Way use permit, provided that public pedestrian access and circulation and access to shoreline areas are retained; and 3) Street corridor views are not obstructed. 16 4) ANALYSIS OF PUBLIC BENEFITS OF THE VACATION a) PUBLIC BENEFIT REQUIREMENT A vacation shall include a commitment to provide public benefits. The concept of providing a public benefit is derived from the public nature of Right of Ways. Right of Ways, whether improved or unimproved, provide important benefits to the public. Among the various benefits are preserving the street grid that provides for consistency in the development pattern and influences the scale and orientation of buildings. These benefits are in addition to the public functions provided by Right of Ways, including: i) Moving people and goods in vehicles, on foot, or by bicycle; and providing for current and future utility services, and for street trees and other amenities. ii) The City acts as a trustee for the public in its administration of Right of Ways. Courts have required that in each vacation there shall be an element of public use or benefit, and a vacation cannot be granted solely for a private use or benefit. Therefore, before this public asset can be vacated, there shall be a permanent, long-term, benefit to the public. iii) The fact that these benefits are provided equally to all members of the public may be most important to those who have the least. To best address the needs of the community, a strong focus on social equity is important in assessing the public benefits included as part of a Right of Way vacation petition. iv) Proposed vacations may be approved only when they provide a permanent, long-term, public benefit. Because the public permanently loses the Right of Way, short-term public benefits or public benefits that solely benefit individuals will not be considered. The following are not considered public benefits: (1) Mitigating the vacation's adverse effects; (2) Meeting code requirements for development; (3) Paying the required vacation fee; (4) Facilitating economic activity; or (5) Providing a public, governmental, or educational service. While the nature of the project is a factor in deciding the adequacy of a public benefit proposal, it is not itself a public benefit. Consequently, the public benefit shall exceed elements required by City Code or mitigation required under SEPA or other regulations and is in addition to Right of Way vacation fees and other obligations. The petitioner's public benefit proposal shall recognize the loss of the benefits provided by the Right of Way to the public and the gains received by the petitioner. The public benefit proposal should also consider the comments, ideas, and concerns voiced by the public in the early community engagement process. The public benefit analysis should balance what the public loses through the vacation with what the public will gain from the project. The comparison is intended to be an element of evaluating a public benefit proposal. The public benefit should not merely be compensatory and should provide a benefit to the public. In particular, public benefits that address the needs of those members of the public most vulnerable to the negative impacts of development. The proposal to provide a public benefit does not entitle a petitioner to a vacation; the decision whether to grant a vacation is based on a holistic review of all elements in these policies. The 17 petitioner shall provide objective information about the public benefit proposal, such as budget, dimensions, materials, and other relevant facts. The public benefit proposal shall include a table or chart that details the public benefit elements, the cost/budget, timing of implementing the public benefit elements, whether the elements are required by code, and additional information as requested by the City. As part of the petition process, the petitioner shall provide information to the City regarding the public benefit proposal. The City will assist the petitioner in refining and developing the public benefit proposal. The Council will make the final determination as to whether the public benefit package is acceptable. Several factors will be considered in identifying whether a public benefit package is sufficient, including the: • Zoning designation; • Street classification of the Right of Way to be vacated; • Traffic volumes on the street proposed to be vacated; • Designation of the street in transportation modal plans and functions of the street in modal networks; • Square footage of the project; • Square footage of the area to be vacated; • Vacated area's contribution to the site's development potential, including the percentage increase of the project and additional square feet; and • Cumulative impacts of vacations in the area. The following factors are not public benefits, but may be considered when reviewing the public benefit package: • Project compliance with City policies, goals, and the Comprehensive Plan; • Proposals designed to improve race and social equity, improve access to opportunity, and reduce the threat of displacement by providing quality jobs or education to communities with low access to opportunity or increasing the supply of affordable housing beyond City requirements; • Addressing the effects of the vacation on vulnerable low-income populations; • Providing affordable or special needs housing, job training, or other human services; • The public nature of the project; • Ideas resulting from the early community engagement process; • Neighborhood support or opposition; • Broad-based community support or opposition; • Support or opposition from non-governmental organizations or other government entities; • Agreements with non-governmental organizations or community-based organizations to provide benefits beyond those proposed for the Right of Way vacation; 18 • Protecting landmarks and other historic/community resources; and • Protecting environmentally sensitive lands. b) PUBLIC BENEFITS IDENTIFIED Public benefit proposals may be informed by needs and ideas identified through community engagement. Public benefits may include, but are not limited to: i) Physical public benefits The City may accept a commitment to provide and maintain physical benefits that serve the public, including but not limited to: (1) Creating or enhancing publicly-accessible plazas, open spaces, or other green spaces; (2) Streetscape enhancements beyond those required by codes such as widened sidewalks, stairways, additional street trees or landscaping, street furniture, pedestrian lighting, wayfinding, art, or fountains; (3) Public art; (4) Enhancing the pedestrian or bicycle environment; (5) Pedestrian trails, accessible public routes providing access through the site, and improvements to existing public stairs; (6) Spaces that support City goals for social equity; (7) Bicycle paths, protected bike lanes, or cycle tracks; (8) Other improvements to the pedestrian or bicycle environment, such as intersection safety improvements; (9) View easements or corridors; (l0)Preserving landmark buildings or other community resources; or (ll)lmplementing an element from a City adopted Neighborhood Plan or other City adopted plans. ii) Programmatic public benefits The City may accept a long-term or permanent commitment to undertake a program to address systemic inequities as a public benefit. The City will not accept a short-term proposal or a proposal to fund an existing program. The City will look for a long-term commitment to the program and may impose conditions on the proposed public benefit to ensure that the long-term nature of the benefit is ensured. iii) Real Property The City may accept real property as a public benefit. The property proposed to be conveyed must be property the City is willing to accept. The petitioner is responsible for any costs associated with the conveyance including appraisals, title work, environmental site assessment and remediation, deeds or other document production, taxes on the transaction, or other expenses related to the conveyance of real property, including environmental remediation. Where other conditions or specific mitigations require dedication of land, such dedication is a mitigation of impacts and will not constitute a public benefit. 19 iv) Payment of Funds Where the City has ah identified project on its Transportation Improvement Plan that would provide an equal or above public benefit and the Petition has demonstrated to the City's satisfaction that it is not practicable to provide or develop public benefits such as those listed above, at the City's sole discretion, it may accept the payment of in-lieu funds for the identified project provided the project can be constructed in a City determined reasonable time frame concurrent with the Petitioner's proposal to provide the public benefit. A payment to meet public benefit opligations does not substitute for paying the required Right of Way vacation fee or meeting any other policy re.quirements. 20 s) PROCESS FOR CITY REVIEW OF RIGHT OF WAY VACATION APPLICATIONS a) GOALS/INTENT OF PROCESS Depending on the complexity and completeness of the Petitioner's application, a Right of Way vacation review process can be lengthy and complicated. While City Council is the ultimate decision-maker, the Council looks to City departments and the Land Use and Transportation Committee to provide a thorough review and analysis of a petition based on City Code, City Policies, and the interests of the public. Review timeframes of a Right of Way vacation petition largely rely on the timeliness and responsiveness of the petitioner to requests for information and comments. This section is to provide transparency and predictability for petitioners, the public, and City departments. b) PETITIONERS RCW Chapter 35.79, restricts petitions for Right of Way vacations to "owners of an interest in any real estate abutting upon any street or alley." A petition shall be filed first with the Public Works Department and subsequently with the City Clerk iii accordance with the requirements of this section. If the petition contains all required information and is signed by the owners of two- thirds of the property owners adjacent to the Right of Way to be vacated, the City will proceed with analyzing the petition. . The Council may also initiate a Right of Way vacation process through a resolution. City Council will initiate Right of Way vacations by resolution only for a public purpose or when extraordinary circumstances prevent following the petition process. If the Council initiates a petition, all other aspects of these policies, including protecting the public trust and the requirements for providing a public benefit still apply. c) PRE-PETITION ACTIVITIES In preparing to file a petition for a Right of Way vacation, consult with Public Works staff on the feasibility of the petition. A meeting to discuss feasibility with City staff and other interested agencies, utilities with facilities or jurisdiction will be held. Prior to submitting a vacation petition, the petitioner is required to: i) Prepare a community engagement plan. The Right of Way vacation petition shall include a community engagement plan and a report on early community engagement; ii) Conduct early community engagement according to the community engagement plan; iii) Present the vacation at a regularly scheduled meeting of the Land Use and Transportation Committee; and, iv) If the project is a Capital Improvement Project brought by the City or any other public agency, present an evaluation of vacation and no-vacation alternatives. d) REQUIRED COMPONENTS OF THE PETITION Petitions shall be submitted to Public Works through the City's Permit Center with all required supporting documentation. Petitions submitted with incomplete or missing required information will be returned to the petitioner with no action. Once the petition is determined to be complete, Public Works will file the petition with the City Clerk, which begins the formal review of the petition. 21 Petitions shall, at a minimum, include the following: i) Site information: (1) Identification of the Right of Way proposed for vacation, including a legal description and, if Public Works determines it is necessary, survey and title work; (2) Site and topographical maps; and (3) Signatures of the owners of more than two-thirds of the property abutting the Right of Way proposed for vacation. ii) Project information: (1) Information identifying the development team; and (2) Location and description of the project proposed for the site, including preliminary project site plans. iii) Land use information: (1) Current zoning and Comprehensive Plan land use designation; (2) A summary of current applicable City plans and policies, including Comprehensive Plan policies; (3) Identification of any land use actions required to develop the project and a report on the status of each of those reviews; (4) A comparison of development of the site with and without a Right of Way vacation; (5) An urban design analysis of the area surrounding the project site that includes½ mile area surrounding the vacation; (6) An analysis of the land use and urban design impacts of development; and, (7) An analysis of the impacts of the vacation on existing essential public facilities; iv) Transportation information: (1) Information regarding the Right of Way to be vacated, including the current use and design of the street; (2) Designation of the street, including street type; (3) Analysis of the transportation irT)pacts of any loss of Right of Way, including impacts to transit, freight, pedestrian, and bicycle circulation and access; and (4) Analysis demonstrating the capacity of the transportation network with and without the vacation and identifying mitigation measures, if necessary, to mitigate any reduction in vehicular, pedestrian and bike capacity. v) Utility information: (1) Identification of all utilities in the Right of Way. vi) Historic sites or buildings: (1) If the Right of Way vacation would include or would be adjacent to a historic landmark or site, identify any historic resources and provide a determination of completeness for an application for a certificate of approval from the relevant board . 22 vii) Community engagement: (1) The community engagement plan and a report on all community engagement completed to date, including a report on comments from the public and how the petition responds to those comments; (2) If the project is in an urban center, urban village, or other area covered by a neighborhood plan, the goals and policies from the neighborhood plan ; and (3) If the project is in or adjacent to a zoned Manufacturing or Industrial Land Use, the goals and related policies from the Comprehensive Plan, and input from businesses and public agencies that may be impacted by the vacation. viii) Right of Way vacation policies : (1) A preliminary outline on how the vacation meets or addresses the Right of Way vacation policies; and (2) A preliminary public benefit proposal. ix) Environmental review: (1) If environmental review is required for the project, a SEPA checklist. x) Appraisal: (1) An appraisal report of the area requested to be vacated, completed by a certified appra iser. xi) Previously rejected Right of Way vacations: (1) If the Council has previously rejected a Right of Way vacation petition for part or all of the Right of Way proposed to be vacated , the new petition should explain how circumstances have changed since the previous Council vote . xii) Filing fee (1) A filing fee shall be paid pursuant to the current adopted fee schedule . e) REVIEW PROCESS There are two stages to the Right of Way vacation review: public trust analysis and public benefit analysis. The following steps will provide for review of a Right of Way vacation petition . Each step may be iterative and may take multiple rounds of review depending on the complexity of the project or the quality of the information provided. While Right of Way vacations are legislative actions that are not subject to the specific timelines for review that apply to land use permits, City staff will work with the petitioner to make the process as efficient as possible, assuming all necessary information to support City staff efforts is provided by the applicant in a timely manner. i) Circulating the petition After Public Works files the complete petition with the City Clerk, Public Works will circulate the petition to City departments, South King Fire Department, Federal Way School District, utilities, transit agencies, and other organizations as appropriate or requested by Council. ii) Early Council Briefing or Forum Upon receipt of a complete petition Public Works will provide an informational briefing to the Land Use and Transportation Committee. When the committee deems it appropriate, they may request a briefing for the full Council. 23 The Land Use and Transportation committee may also direct staff to work with the Petitioner to host a briefing or public open house on the Right of Way vacation petition prior to commencing technical review. The purpose is to provide the public with an early opportunity to provide input on the vacation to the Council, the petitioner, and City reviewers . iii) Public Trust Analysis The Public Works department will make the petition available to other City departments, South King Fire Department, Federal Way School District, utilities, transit agencies, and other organizations as appropriate, may review the public trust elements of the petition and provide comments to Public Works on whether the petitioner has fully analyzed the impacts of the proposed vacation along with developing mitigating measures to address any such impacts. Public Works will provide the Petitioner with any comments and provide the Petitioner an opportunity to respond to the comments. This may result in multiple rounds of review, comment, and refinement of the analysis and petition with subsequent information to adequately addresses the impacts of the vacation. Additional information may be requested from the petitioner to complete the analysis. If an environmental impact statement is required, the Land Use and Transportation Committee will not make a final recommendation to the Council on the public trust elements of a Right of Way vacation petition until a Final Environmental Impact Statement has been published. If an environmental impact statement is not required, the Land Use and Transportation Committee will only make a final recommendation on the public trust elements of a Right of Way vacation petition when sufficient information to assess the impacts of the vacation on the public trust functions has been compiled. For City Capital Improvement Projects seeking a vacation, the Land Use and Transportation Committee shall also have approved the project concept, or 30% review, either before or concurrent to making any final recommendations on the public trust analysis. Non-city public agencies seeking a vacation may request the Land Use and Transportation Committee, through a request to Public Works, to review and make a preliminary recommendation to the Council on the public trust analysis concurrent with submission of a 30% project submission and issuance of a draft environmental impact statement, provided that sufficient information to assess the impacts of the vacation on the public trust functions has been submitted by the petitioner. Subsequent substantial changes to the 30% drawings, at the sole determination of the City, may invalidate the public trust analysis and require additional or updated analysis. No final action will be taken until after a Final Environmental Impact Statement has been published. The Public Works Director shall prepare a report on the vacation petition request and make an overall recommendation on the petition, addressing each component of the public trust analysis and any recommended mitigation, to the Land Use and Transportation Committee. The Land Use and Transportation Committee will consider comments and issues identified by City Departments, South King Fire Department, Federal Way School District, utilities, transit agencies, and other organizations, and, as relevant, other City Boards and Committees, and make a recommendation to the Council on the public trust elements of the petition . The Public Works Director shall incorporate the Committee's recommendation into 24 the report on the public trust elements of the petition and make a final recommendation to the full Council. iv) Public Benefit Analysis The intent of the public benefit analysis phase of the Right of Way vacation review is to ensure that adequate public benefits will be provided to offset the loss to the public of the public trust functions. This review will be guided by these policies . City departments, South King Fire Department, Federal Way School District, utilities, transit agencies, and other organizations as appropriate, may review the public benefit analysis and provide comments to Public Works. Public Works will provide the Petitioner with any comments and provide the Petitioner an opportunity to respond to the comments. This may result in multiple rounds of review, comment, and refinement of the analysis with subsequent information to adequately resolve the comments. Additional information may be requested from the petitioner to complete the analysis. For City Capital Improvement Projects seeking a vacation, the Land Use and Transportation Committee shall also have approved a 60% review either before or concurrent to the Committee making any final recommendations on the public benefit analysis. Non-city public agencies seeking a vacation may request the Land Use and Transportation Committee, through a request to Public Works, to review and make a preliminary recommendation to the Council on the public benefits analysis concurrent with submission of a 60% project submission and subsequent to issuance of a draft environmental impact statement, provided that sufficient information to evaluate the public benefit analysis has been submitted by the petitioner. Subsequent substantial changes to the 60% drawings, at the sole determination of the City, may invalidate the public benefit analysis and require additional or updated analysis . No final action will be taken until after a Final Environmental Impact Statement has been published . At the recommendation of the Land Use and Transportation Committee, the City Council may convene a subcommittee consisting of Council or Commission members, City staff, and individuals with expertise related to items within the public benefit analysis to receive public comment and review public benefit packages. The Public Works Director shall prepare a report on the public benefit analysis and make an overall recommendation, addressing each component of the public trust analysis and any recommended mitigation, to the Land Use and Transportation Committee. The Land Use and Transportation Committee will consider comments and issues identified by City Departments, South King Fire Department, Federal Way School District, utilities, transit agencies, and other organizations, and, as relevant, other City Boards and Committees, and make a recommendation to the Council on the public benefits elements of the petition. The Public Works Director shall incorporate the Committee's recommendation into the report on the public benefits elements of the petition and make a final recommendation to the full Council. The Land Use and Transportation Committee will consider the recommendations of the subcommittee, City departments, and public testimony in developing a recommendation to the Council on the public benefit package. v) Final Recommendation 25 Public Works will compile all recommendations and comments on the public trust analysis and the public benefit package. The Public Works Director will prepare a recommendation and a resolution setting a public hearing date for the Right of Way vacation for presentation to the Land Use and Transportation Committee and then City Council. vi) Council Review and Conditional Approval The Council will hold a public hearing on the petition. It will consider public comments, the recommendations of the Public Works Director, City departments, South King Fire Department, Federal Way School District, utilities, transit agencies, and other organizations as appropriate. The Council may ask for additional information from the petitioner related to the public trust analysis or public benefit proposal before deciding whether to approve the petition. If the Council grants a Right of Way vacation, its initial approval will be conditional. The Council grants a Right of Way vacation subject to conditions to ensure the project is built as proposed, to mitigate any impacts, to assure the provision of the public benefit, and to guarantee required fees are paid. Following this conditional approval, City departments may issue other necessary permits and the petitioner may proceed with developing the project. Before beginning work that would alter the Right of Way, the petitioner shall submit and obtain approval of a plan documenting how and when each condition will be met. Once approved, the petitioner shall obtain any required permits from Public Works for work within the Right of Way prior to it being vacated. The petitioner shall fulfill the conditions in a manner approved by the City. As the development proceeds and the petitioner works on meeting the conditions, regular reports shall be provided to Public Works. The petitioner bears the responsibility for satisfying the conditions and all costs associated with satisfying the conditions. The conditions imposed on a vacation vary and the means to assure compliance will also vary as follows: (1) Time for completion: Conditions will be placed on the vacation requiring starting development by a certain date and completing development by a certain date. The maximum time for starting development will be 12 month and completion of development will be 5 years, unless the petitioner demonstrates special circumstances and the Council approves longer time frames. If work is not started or completed within the stated period, the petitioner will be required to receive approval from the Council to extend the conditional approval. If construction work has not started within the stated period the Council may require that a new petition be filed, and the vacation be reviewed anew. (2) Conditions related to the development: Conditions related to developing the project vary and may be imposed to address design, transportation issues, to mitigate impacts, or as related to providing the public benefit. These types of conditions are generally met by completing the project. The City may require a performance bond or other method to ensure the work is completed. (3) Conditions related to utilities: Following the vacation conditional approval, the petitioner shall perform all identified work associated with utilities identified in the vacation conditions. All easements, restrictive covenants, and relocation agreements shall be executed before the vacation ordinance is passed. If acceptable to the utility, a performance bond may be posted before final vacation approval. 26 (4) Transportation Conditions: Any conditions imposed to ensure the smooth and safe operation of the transportation network, including constructing required improvements, shall be carried out before the vacation ordinance is passed. (5) Conveying real property: If the conditions require the dedication of property, exchange of property, or the dedication of Right of Way, the petitioner shall convey the property before the vacation ordinance is passed. The petitioner shall convey property acceptable to the City and provide an acceptable deed form, title insurance, environmental site assessment and environmental remediation, perform any other review deemed necessary by the City, and pay any applicable taxes. (6) Conditions that extend beyond the development phase of the project: For conditions that will last for the life of the project such as public benefit requirements, areas to remain accessible to the public, or any other item deemed by the City to extend beyond the development phase, a Property Use and Development Agreement (PUDA), easement, or other binding mechanism acceptable to the City shall be required and recorded before the vacation ordinance is passed. (7) Payment of fees: All fees shall be paid before the vacation ordinance is passed. Any conditions that require the payment of funds shall occur before the vacation ordinance is passed. In no circumstances will the City pass a final vacation ordinance without certainty about completing all required conditions and paying all required fees. vii) Final Right of Way vacation Once all conditions have been satisfied, Public Works will prepare and the Council will consider and pass a final Right of Way vacation ordinance granting control of the Right of Way to the abutting property owners. Unless otherwise stipulated in the Petition, when more than one party owns property abutting the Right of Way, the Right of Way will be divided so that each side of the Right of Way receives the part of the Right of Way closest to their property. viii) Costs and Fees The costs and fees associated with a vacation are established in the City of Federal Way fee schedule. The petitioner is responsible for preparing and providing information necessary to respond to City questions or concerns. Additional costs may include required mitigation measures and the costs associated with providing the public benefit. To protect the integrity of the legislative Right of Way vacation review process, a notarized statement shall be signed by the petitioner and included in the petition for the proposed vacation. The statement shall indicate that the petitioner acknowledges that the vacation petition may be subsequently denied at the Council's discretion; and that any financial commitment the petitioner has made before vacation approval is at their own risk and will not be a factor in the Council's decision on the proposed Right of Way vacation. 27 CITY OF FEDERAL WAY RIGHT OF WAY VACATION CHECKLIST This checklist is intended to provide an overview of key requirements for submission, see the Administrative Street Vacation Policies for additional information. STEP 1: Before Applying - n Contact Public Works -Development Services to discuss feasibility and alternatives • Schedule and conduct a pre-application meeting lJ Prepare a written initial community engagement plan consistent with the WSDOT Community Engagement Plan Guide • Conduct early community engagement and collect feedback STEP 2: Petition - 1. Complete the attached Request for Petition Form and submit it to Public Works. 2. Collect signatures on the provided form(s). 3. Once signatures have been collected, proceed to Step 3. Note: The City will provide the petition signature form after the information in step 1 is submitted. STEP 3: Application for Vacation - Submit the completed Right of Way Vacation Application Form, all pages of the signed petition forms, and all required supporting documentation. Applications submitted without all required information will be returned to petitioner with no action. Once Public Works has determined all required information has been provided and is complete, Public Works will file it with the City Clerk, which commences the review process. Five (5) hard copies and an electronic copy, in file formats acceptable to the City, of the following minimum information is required: 11 Completed petition forms with notarized signatures of 2/3 of adjacent property owners proposed to be vacated. o Petition must contain signatures of property owners on both sides of street, even if only a portion of the Right of Way is sought for vacation. o For property owned by other than an individual, petition must include notarized signatures of two authorized officers. Submittal must also include documentation demonstrating the authorized officer's authority to bind the entity. n Project description, including: o Dimensions, height, stories, parking, land use and site access for all modes of transportation for both existing and proposed conditions o Site plans, elevations, conceptual building drawings and renderings demonstrating proposed conditions o Description for the reason the vacation is needed, including what the vacation contributes to the property, and the increase in development potential attributable to the vacation o Provision for a "no vacation" alternative, describing what could be built on site without a vacation. Site plans showing a layout with no vacation must be provided and document why it is in the public's interest to vacate the Right of Way o Proposed development timeline o Project construction value, itemized by AIA specification numbering o Project taxable value I I Site Information: o Legal description of street proposed to be vacated, prepared and sealed by a Licensed Surveyor o Site, zoning, overlay and topographical maps, identified site constraints 11 Project Information : o Development and consultant team contact information o Background information on petitioner proposing vacation o Documentation showing the petitioner has legal authority to initiate the petition o Map of Right of Way proposed for vacation o Description of existing conditions and uses n Land Use Information : o Current Zoning and Comprehensive Plan Land Use designations o Summary of City plans and policies impacted o Identification of land use actions by both the City and other regulatory authorities required to develop the project o Comparison of development with and without the vacation o Urban design analysis of area surrounding the project site that includes a minimum of½ mile in all directions o Analysis of land use and urban design impacts of development o Analys is of impacts on essential public facilities [l Transportation Information: o Current use and design of the Right of Way o Roadway designation, including street type o Analysis of transportation impacts from vacation, for both a build and no build condition, for: • Vehicles • Pedestrian • Transit • Freight • Bicycle ,-, Utilities Information : o Identification of current utilities within the area proposed for vacation o Potential future utilities o Proposed mitigation for impacts to current and future utilities D Historic sites or buildings Information: o Identification of any designated historical site or building within½ mile in all directions o Proposed mitigation for impacts • Community Engagement Plan: o Preliminary community engagement plan o All comments and feedback received from preliminary community engagement o Full community engagement plan I I Vacation Policies : o Public Trust Analysis o Public Benefit Proposal LJ Environmental Review : o SEPA/NEPA checklist lJ Previously rejected vacation proposal: o Explanation of altered circumstances since previous rejection I J Filing Fee PROJECT INFORMATION CITY OF FEDERAL WAY RIGHT OF WAY VACATION REQUEST FOR PETITION FORM Project Name : ______________________________ _ Short Name of Right of Way to be vacated: ___________________ _ Pre-application Meeting Date: ________ _ CONTACT INFORMATION Company Name: __________________ _ Individual Point of Contact : ______________ _ Phone Number: ___________ Email : ________________ _ Address :--------------------------------- GENERAL INFORMATION Street Name requested to be vacated: _____________________ _ Nearest intersection on each side of requested vacation : (1) (2) Centerline length of requested vacation : _____ feet Number of total adjacent property owners between identified intersections: ________ _ REQUIRED ATTACHMENTS Legal description of Right of Way proposed to be vacated -Map of proposed vacation -Plan for the proposed project -Names and addresses of all property owners adjacent to vacation area, inclusive of the entire Right of Way to the nearest intersections adjacent to the proposed vacation Initial Community Engagement Plan -Collected community feedback -Proof of Signature Authority (not applicable to a request by an individual) I certify under penalty of perjury that I am the property owner. I certify that to the best of my knowledge, the information submitted is true and correct. I certify that I will comply with all applicable City of Federal Way regulations pertaining to the Right of Way vacation process. I understand that a Right of Way vacation does not remove the owner's responsibility for compliance with local, state, or federal laws and understand it is my responsibility to obtain all other required permits prior to the commencement of work. I further agree to hold harmless the City of Federal Way as to any claim (including costs, expenses, and attorneys' fees incurred in the investigation and defense of such claim), which may be made by any person, including the undersigned, and filed against the city, but only where such claim arises out of the reliance of the city, including its officers and employees, upon the accuracy of the information supplied to the city by the petitioner. Signature Typed Name Title Date CITY OF FEDERAL WAY RIGHT OF WAY VACATION APPLICATION FORM PROJECT INFORMATION Project Name: _____________________________ _ Short Name of Right of Way to be vacated : ___________________ _ CONTACT INFORMATION Company Name : _________________ _ Individual Point of Contact : _____________ _ Phone Number: __________ Email: ________________ _ Address:-------------------------------- GENERAL INFORMATION Street Name requested to be vacated:--------------'---------- Nearest intersection on each side of requested vacation : (1) ----------------------- (2) --------------------------- Centerline length of requested vacation: _____ feet Number of total adjacent property owners between identified intersections: _______ _ Number of adjacent property owners who signed in favor of petition : __________ _ REQUIRED ATTACHMENTS Submit five (5) hard copies and an electronic copy of each of the following: n Completed, notarized, petition forms • Historic Sites or Buildings Information • Written description of proposed project • Community Engagement Plan LJ Project plans and renderings lJ Public Trust Analysis LJ Site Information 0 Public Benefit Analysis LJ Project Information and contact II Environmental Review Information information LI Alterations from previous application (if • Land Use Information applicable) u Transportation Information 11 Filing Fee LI Utilities Information (Signature Page Follows) PROJECT INFORMATION Project Name:-------------------------------- Short Name of Right of Way to be vacated : ___________________ _ I certify under penalty of perjury that I am the property owner. I certify that to the best of my knowledge, the information submitted is true and correct. I certify that I will comply with all applicable City of Federal Way regulations pertaining to the Right of Way vacation process. I understand that a Right of Way vacation does not remove the owner's responsibility for compliance with local, state, or federal laws and understand it is my responsibility to obtain all other required permits prior to the commencement of work. I further agree to hold harmless the City of Federal Way as to any claim (including costs, expenses, and attorneys' fees incurred in the investigation and defense of such claim), which may be made by any person, including the undersigned, and filed against the city, but only where such claim arises out of the reliance af the city, including its officers and employees, upon the accuracy of the information supplied to the city by the petitioner. Signature STATE OF WASHINGTON COUNTY OF ____ _ Typed Name ) ss . ) Title Date On this day personally appeared before me----------------~ to me known to be the _______________ of ___________ that executed the foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said corporation/ limited liability company, for the uses and purposes therein mentioned, and on oath stated that he/she was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said corporation. GIVEN my hand and official seal this ___ day of _________ ____, 20_. (typed/printed name of notary) Notary Public in and for the State of Washington . My commission expires ________ _ Owner Name: Address: Parcel No.: CITY OF FEDERAL WAY RIGHT OF WAY VACATION SAMPLE PETITION FORM The City has received a request from _____ to vacate a Right of Way in association with ____ project. City Code and State Law governs the process for vacation of a Right of Way and requires a petition of adjacent property owners with support of 2/3s for the vacation process to proceed. If a petition does not receive support from 2/3s of the adjacent property owners the vacation process does not continue. Information related to the vacation request: Street Name requested to be vacated: Nearest intersection on each side of requested vacation : (1) (2) Centerline length of requested vacation: feet Number of total adjacent property owners: I, as the owner identified above: DO support vacation of the above Right of Way DO NOT support vacation of the above Right of Way I certify under penalty of perjury that I am the property owner and the information submitted is true and correct. Signature Typed Name Title Date Signature Typed Name Title Date Corporate: STATE OF WASHINGTON ) ) ss. COUNTY OF On this day personally appeared before me _________ _, to me known to be the __________ of ________________ that executed the foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and on oath stated that he/she was authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said corporation. GIVEN my hand and official seal this ___ day of _________ __, 20 Notary's signature _______________ _ Notary's printed name _____________ _ Notary Public in and for the State of Washington. My commission expires. _______ _ LLC: STATE OF WASHINGTON ) ) ss . COUNTY OF -----~ On this day personally appeared before me __________ , to me known to be the ___________ of _________________ that executed the foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said limited liability company, for the uses and purposes therein mentioned, and on oath stated that he/she was authorized to execute said instrument. GIVEN my hand and official seal this ___ day of _________ _, 20 Notary's signature _______________ _ Notary's printed name --------------- Notary Public in and for the State of Washington. My commission expires _______ _ Individual: STATE OF WASHINGTON ) ) ss. COUNTY OF ____ ) On this day personally appeared before me, _________________ , to me known to be the individual described in and who executed the foregoing instrument, and on oath swore that he/she/they executed the foregoing instrument as his/her/their free and voluntary act and deed for the uses and purposes therein ~entioned. GIVEN my hand and official seal this ___ day of _________ _, 20 Notary's signature ________________ _ Notary's printed name ______________ _ Notary Public in and for the State of Washington. My commission expires _______ _