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HomeMy WebLinkAboutAG 21-140 - FEDERAL WAY CAMPUSRETURN TO: PW ADMIN EXT: 2700 ID #: 3976 CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT/DIv: PUBLIC WORKS/ Capital Engineering Division 2. ORIGINATING STAFF PERSON: Naveen Chandra EXT: 2729 3. DATE REQ. BY: 3. TYPE OF DOCUMENT (CHECK ONE): p CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ) ❑ PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT ❑ PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES / CDBG o REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT (E.G. BOND RELATED DOCUMENTS) ❑ ORDINANCE ❑ RESOLUTION ❑ CONTRACT AMENDMENT (AG#): ❑ INTERLOCAL * OTHER_ -Right -of -Ent 4. PROJECT NAMIE:-CitY Center Access Pro'ect 15. SIGNATURE NAME: Dana Ostenson EXHIBITS AND ATTACHMENT REFERENCED EXHIBITS CFW LICENSE #. FAX: TITLE: Executive Vice Preside S: ❑ SCOPE, WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS/CERTIFICATE ❑ ALL OTHER ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT/AMENDMENTS BL, EXP. 12/31/ UBI #_ , EXP.- / / 7. TERM: COMMENCEMENT DATE: Upon Execution COMPLETION DATE: 2/28/2022 8. TOTAL COMPENSATION: $ 0.0 (INCLUDE EXPENSES AND SALES TAX, IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: ❑ YES d NO IF YES, MAXIMUM DOLLAR AMOUNT: $ IS SALES TAX OWED: ❑ YES ❑ NO IF YES, S PAID BY: ❑ CONTRACTOR ❑ CITY RETAINAGE: RETAINAGE AMOUNT: ❑ RETAINAGE AGREEMENT (SEE CONTRACT) OR ❑ RETAINAGE BOND PROVIDED ❑ PURCHASING: PLEASE CHARGE TO: 9. DOCUMENT / CONTRACT REVIEW 8 PROJECT MANAGER 6 DIVISION MANAGER d DEPUTY DIRECTOR 8 DIRECTOR ❑ RISK MANAGEMENT (IF APPLICABLE) 11 LAW DEPT 10. COUNCIL APPROVAL (IF APPLICABLE) 11. CONTRACT SIGNATURE ROUTING INITIAL / DATE REVi[WED NC//9-21-21 SLH 9/23/2021 DSW 9122/21 EJW 10/12/2021 KVA 9/23/2021; 10/5/2021 SCHEDULED COMMITTEE DATE: SCHEDULED COUNCIL DATE: INITIAL / DATE APPROVED COMMITTEE APPROVAL DATE: COUNCIL APPROVAL DATE: ❑ SENT TO VENDOR/CONTRACTOR DATE SENT: 10/13/21 DATE REC' D: 10/14/21 ❑ ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBITS ❑ CREATE ELECTRONIC REMINDER(NOTIFICATION FOR 1 MONTH PRIOR TO EXPIRATION DATE (INCLUDE DEPT. SUPPORT STAFF IF NECESSARY AND FEEL FREE TO SET NOTIFICATION MORE THAN A MONTH IN ADVANCE IF COUNCIL APPROVAL IS NEEDED.) INITIAL / DATE SIGNED ❑ FINANCE DEPARTMENT • LAW DEPT SIGNATORY (MAYOR OR DIRECTOR)] ,pL CITY CLERK Na ASSIGNEDAG # AG# —i ❑ SIGNED COPY RETURNED DATE SENT: - COMMENTS: ML!fdiii•r�= This is very similar to previously executed ROE agreement AG 20-966 Electronic signatures approved by Melissa Plemmons on 10/14/21. SG 1/2020 TEMPORARY RIGHT OF ENTRY AGREEMENT This Temporary Right of Entry Agreement ("Agreement") is entered into between Federal Way Campus, LLC, a Delaware limited liability company ("FWC"), and the City of Federal Way ("City"), effective as of the Effective Date. The 'Effective Date" means the date that both parties have signed this Agreement. RECITALS A. FWC owns Lot 1 and Lot 2 of City of Federal Way Boundary Line Adjustment No. 18-100123-SU, recorded at King County Recording Number 20181004900005, known as King County Assessor Numbers 797820-0520 and 162104-9036, respectively (collectively, "Lake Parcel"). B. FWC owns Lot 2 of City of Federal Way Boundary Line Adjustment No. 17-100455-SU, recorded at King County Recording Number 20171108900002, known as King County Assessor Number 162104-9056 ('Pipeline Parcel"). The Olympic Pipeline crosses a portion of the Pipeline Parcel. C. The City desires temporary access to portions of the FWC Property to perform testing and investigations in connection with a planned road extension, and FWC has agreed to grant to the City such access, in accordance with the terms set forth herein. AGREEMENTS In consideration of the mutual covenants and obligations set forth herein, the parties agree as follows: Grant of Access (a) FWC hereby grants to the City a nonexclusive right of access and nonexclusive right to use the portion of the Lake Parcel designated for Archaeological Survey (purple shading) attached hereto as Exhibit A ("Lake Right of Entry Area"), for the purpose of conducting surveys, soils testing, wetland and buffer delineation, surface and ground water monitoring and historic and cultural review including shovel probes. (b) FWC hereby grants to the City a nonexclusive right of access and nonexclusive right to use a portion of the Pipeline Parcel designated for Archaeological Survey (purple shading) attached hereto as Exhibit B ('Pipeline Right of Entry Area") for the purpose of performing historic and cultural review including shovel probes. The Lake Right of Entry Area and the Pipeline Right of Entry Area are sometimes collectively referred to herein as the "Right of Entry Area." Temporary Right of Entry Agreement 1 rev 11/11/20 2. Restrictions. The City, its employees, consultants, contractors and engineers (the "Users"), shall not enter any portions of the FWC Property outside the boundaries of the Right of Entry Area. The Users shall enter and exit the Pipeline Right of Entry Area only via Interstate 5 or Weyerhaeuser Way, and the Users shall enter and exit the Lake Right of Entry Area only via Weyerhaeuser Way. The Right of Entry Area may be entered and used only by the Users for the purposes described above. The City shall give FWC at least 48 hours' prior email and telephonic notice before entering the Right of Entry Area. Such notice shall be given to FWC c/o Dana Dstenson, email address dostenson@industrialrealtygroug.com, telephone number 310 722- 8972. FWC shall have the right to have representatives of FWC present at the activities conducted by the City in the Right of Entry Area. The City shall remove all of its vehicles, equipment and supplies from the Right of Entry Area when the City is not using the Right of Entry Area. 3. Term. The term of this Agreement shall expire on February 28, 2022 ("Termination Date"). 4. Restoration. Upon completion of its use of the Right of Entry Area, the City shall restore the Right of Entry Area to the condition in which it existed prior to the City's use of the Right of Entry Area. The City shall complete the restoration work promptly upon completion of its use of the Right of Entry Area. 5. Reports. The City shall provide to FWC, at no cost to FWC, copies of all written studies, test results, reports and other documents prepared by or for City with respect to the environmental, physical or other condition of the Right of Entry Area. Hazardous Substances (a) The City shall not store, generate, dispose of or otherwise allow or cause the release or migration of any Hazardous Substances in, on, to, from or under the Right of Entry Area. The City represents and warrants to FWC that the City's intended exercise of the rights hereunder does not and will not involve the use, production, disposal or bringing onto the Right of Entry Area of any Hazardous Substances. As used herein, the term "Hazardous Substance" includes any substance, waste or material defined or designated as hazardous, toxic or dangerous (or any similar term) by any federal, state or local statute, regulation, rule or ordinance now or hereafter in effect, including, but not limited to, the Comprehensive Environmental Response, Compensation and Liability Act, 42 U.S.C. §§ 9601 et seq, or the Washington Model Toxics Control Act, RCW 70.105D.010 et seq. (b) The City shall promptly comply with all statutes, regulations and ordinances, and with all orders, decrees or judgments of governmental authorities or courts having jurisdiction, relating to the use, collection, treatment, disposal, storage, control, removal or cleanup of Hazardous Substances in, on or under the Right of Entry Area or any adjacent property to the extent the City is responsible for the use, collection, treatment, disposal, storage, control, removal or clean-up of such Hazardous Substances, at the City's expense. Temporary Right of Entry Agreement 2 rev 11/11/20 (c) After notice to the City and a reasonable opportunity for the City to effect compliance with this Section 6, FWC may, but shall not be obligated to take such actions and incur such costs and expenses to effect such compliance as it deems advisable to protect its interest in the FWC Property; provided, however, that FWC shall not be obligated to give the City notice and an opportunity to effect such compliance if (i) such delay might result in material adverse damage to FWC or the FWC's Property or FWC's tenants, (ii) the City has already had actual knowledge of the situation and a reasonable opportunity to effect such compliance, or (iii) an emergency exists. (d) Whether or not the City has actual knowledge of the release or migration of Hazardous Substances in, to or from the Right of Entry Area or any adjacent property as the result of the City's use of the Right of Entry Area, the City shall reimburse FWC for all costs and expenses incurred by FWC in connection with any compliance activities; provided, however, the City's reimbursement obligations hereunder shall be limited to costs and expenses that are directly attributable to the City's activities in, on, under, above, or adjacent to the Right of Entry Area. Any such reimbursement shall be limited to FWC's actual and documented out of pocket costs in connection with such compliance activities. (e) The City shall notify FWC immediately of any release or migration of any Hazardous Substance in, on, to, under or from the Right of Entry Area. The City shall indemnify, defend and hold harmless FWC against any and all losses, liabilities, suits, obligations, fine, damages, judgments, penalties, claims, charges, cleanup costs, remedial actions, costs and expenses (including, without limitation, consultant fees, attorneys' fees and disbursements) which may be imposed on, incurred or paid by, or asserted against FWC or the FWC Property by reason of, or in connection with (i) any misrepresentation, breach of warranty or other default by the City under this Agreement, (ii) the acts or omissions by the City under this Agreement, or (iii) the acts or omissions of the City, its employees, consultants, contractors and engineers, resulting in the release or migration of any Hazardous Substance. This indemnity and the City's other duties under this Section 6 shall survive the termination of this Agreement. 7. Indemnification and Release. The City hereby agrees to assume all risk of injury, damage or loss, and to defend, indemnify and save harmless FWC and its employees and tenants against any and all loss, damage, liability, claims, damages or costs resulting from injury or harm to persons or property arising out of or in any way connected with the City's and Users' activities on the FWC Property during the use of the Right of Entry Area under this Agreement, excepting only such injury or harm as may have been caused by the fault or negligence of FWC. The City's use of the Right of Entry Area shall be lien -free, and the City hereby agrees to indemnify, defend and hold FWC harmless from and against any liens or claims for payment asserted by the Users. The City and all Users, for themselves, their successors, assigns, heirs and estates, hereby release FWC from all claims, costs, damages, injury, liability or expenses associated in any way, directly or indirectly, with the Users' access to the Right of Entry Area and the conduct of their activities thereon, and the existence of any condition, seen or unforeseen, on the Right of Entry Area. Temporary Right of Entry Agreement 3 rev 11/11/20 8. Compliance with Laws. The City shall at all times exercise its rights herein in accordance with the requirements (as from time to time amended) of any public authority having jurisdiction and all applicable statutes, orders, rules and regulations. 9. FWC's Use of Right of Entry Area. During the term of this Agreement, FWC may use the Right of Entry Area for any purposes not inconsistent with the rights herein granted. 10. Remedies for Breach. If any violation of the Agreement occurs, then either party may institute and prosecute any proceeding at law or in equity to abate, prevent or enjoin any such violation or to compel specific performance of the obligations hereunder. Should any legal action or proceeding be commenced by either party in order to enforce or interpret this Agreement or any provision hereof, or in connection with any dispute, breach or default related hereto, the prevailing party shall be entitled to recover its reasonable attorneys' fees and costs incurred in connection with such action or proceeding, including costs of pursuing or defending any legal action, including, without limitation, any appeal, discovery or negotiation and preparation of settlement arrangements, in addition to such other relief as may be granted. 11. Governing Law. This Agreement shall be governed by, construed and enforced in accordance with the laws of the State of Washington. 12. Entire Agreement. This Agreement constitutes the entire agreement between the parties and any prior understanding or representation of any kind preceding the date of this Agreement shall not be binding on either party except to the extent incorporated in this Agreement. 13. Modification of Agreement. Any modification of this Agreement or additional obligation assumed by either party in connection with this Agreement shall be binding only if evidenced in writing signed by each party or an authorized representative of each party. 14. Recording. This Agreement shall not be recorded. 15. Time. Time is of the essence of this Agreement. Temporary Right of Entry Agreement 4 rev 11/11/20 [INTENTIONAL PAGE BREAK] Temporary Right of Entry Agreement 5 rev 11/11/20 16. Counterparts; Electronic Signature. This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same Agreement. Delivery of an electronic signature of a signed version of this Agreement via email or facsimile shall have the same effect as delivery of an original. EXECUTED as of the Effective Date. F WC: FEDERAL WAY CAMPUS, LLC, a Delaware limited liability company By: 'P Ka, OsrcvsoK Print name: Dana Ostenson Title: Authorized Signatory Date signed: 10/13/2021 CITY: CITY OF FEDERAL WAY By: -z,-- Print nam LET Title: WoV,.- Date signed: tV t1stW2 Temporary Right of Entry Agreement 6 rev 11/11/20 EXHIBIT A DEPICTION OF LAKE RIGHT OF ENTRY AREA City of FmkrW way" City Center Access Project — _ �^• �« ' ""� Area of Potential Effects (APE) CITY OF FEDERAL WAY CRY CENTER Access PROJECT ® Previous Culural Stutlbs - Paroel Requlrng AnYMeerursl Inventory nir uM 7r v - - Naosa scxc raeee ..: - - - -. N.• v.A...r.d - Archsedoglral Survey Area of Dirw rmpea (ADP hM r.r le .Jr m7. ub a T�....r W.T Q Parcels Pf. Cw.lw Aeew. rhrl.c! rr�.y.• a� r �a �a F.r�r-ten. n��w •er �r.o� ��4Wrnrow.BO.r4 41.'.wtw.r.r�r ... � 0 Temporary Right of Entry Agreement 7 rev 11/11/20 EXHIBIT B DEPICTION OF PIPELINE RIGHT OF ENTRY AREA City of Federal Way My Ceftler Access Project Area of PotwWal Effects (APE) ® Previous Cultural Studley - Paroat Requlnnp Amridecturat Inventory ML Arch"cloglml Survey Area of ouocl Impact (ADII pPafcwa I� ' YI.Yn NNl�o.l N—b A..xe...4— `.. - — !NA CRY OF FEDERAL WAY CRY CANTER ACCE S PROJECT -�f •.: Fj.. IrTM 2irN �e I64077 10,000 1W"WNwt hq Mlrb hFN e N! to Jw am �l N iNNrrrl Wq Gfa c..r.. wcs... wnt.G M.. r .�c.�.r.A...a Temporary Right of Entry Agreement 8 rev 11/11/20 9/22/21, 1:29 PM Corporations and Charities System BUSINESS INFORMATION Business Name: FEDERAL WAY CAMPUS, LLC UBI Number: 603 573 286 Business Type: FOREIGN LIMITED LIABILITY COMPANY Business Status: ACTIVE Principal Office Street Address: 11111 SANTA MONICA BLVD # 810, LOS ANGELES, CA, 90025-3333, UNITED STATES Principal Office Mailing Address: 11111 SANTA MONICA BLVD # 810, LOS ANGELES, CA, 90025-3333, UNITED STATES Expiration Date: 01/31/2022 Jurisdiction: UNITED STATES, DELAWARE Formation/ Registration Date: 01/07/2016 Period of Duration: PERPETUAL Inactive Date: Nature of Business: REAL ESTATE, COMMERCIAL REAL ESTATE REGISTERED AGENT INFORMATION Registered Agent Name: CORPORATION SERVICE COMPANY Street Address: 300 DESCHUTES WAY SW STE 208 MC-CSC1, TUMWATER, WA, 98501, UNITED STATES Mailing Address: 300 DESCHUTES WAY SW STE 208 MC-CSC1, TUMWATER, WA, 98501, UNITED STATES GOVERNORS Title Governors Type GOVERNOR INDIVIDUAL Entity Name First Name Last Name STUART LICHTER https://cds.sos.wa.gov/#/BusinessSearch/Businessinformation ill 9/22/21, 1:39 PM Washington State Department of Revenue Washington State Department of Revenue A C Services Business Lookup Clear search Search Search for business licenses, tax accounts, and reseller permits issued by the Washington State Department of Revenue. Search By General license (Z::) Tax account Governing Trade name Reseller permit O people Q Business name federal way campus Street address Q Endorsement type City Business Licenses Narrow your search Federal Way I'm not a robot Other Resources Q UBI/Account ID # City Q License # County Page 1 of 1 fed Account does not exist or the account has been closed more than 5 years. Search Professional Licenses (DOW Verify a Contractor, Tradesperson, or Corporations Registration Data (SOS) Business (L&I) Health Care Provider Credential (DOH) Find Public Works Projects & Contractors Suspect Fraud (DOR) (L&I) *This site only displays business licenses, tax accounts, and reseller permits issued by the Washington State Department of Revenue. See "Other Resources" above for links to information on licenses and accounts issued by other agencies. hftps:Hsecure.dor.wa.gov/gteunauth/—,/#3 1/2 9/22/21, 1:39 PM Washington State Department of Revenue Contact us How are we doing? Take our survey! Don't see what you expected? Check if your browser is supported https://secure.dor.wa.govtgteunauth/_/#3 2/2 Christine Tollefson From: EJ Walsh Sent: Thursday, October 14, 2021 11:55 AM To: Naveen Chandra; Christine Tollefson Subject: RE: City Center Access Project Approved, Dana is known to us. EJ Walsh, PE Public Works Director Federal Way 33325 8th Ave South Federal Way, WA 98003 Office: (253) 835-2713 www.CityofFederalWay.com From: Naveen Chandra Sent: Thursday, October 14, 2021 11:36 AM To: Christine Tollefson <Christine.Tollefson@cityoffederalway.com>; EJ Walsh <EJ.Walsh@cityoffederalway.com> Subject: RE: City Center Access Project Hi Christine: Please see attached email where we did not require Dana to submit the signature authority to sign the ROE document — approved by EJ. EJ: I would like to be same this time around not requiring the signature authority from Dana. Can you please approve it? Thanks, Naveen Chandra, P.E. Senior Capital Engineer Federal Way Public Works Department -Capital Engineering Division 33325 8th Avenue S, Federal Way, WA 98003-6325 Naveen.Chandra@cityoffederalway.com P: 253 835 2729 1 M: 253 797 6820 1 F: 253.835 2709 From: Christine Tollefson Sent: Thursday, October 14, 2021 11:16 AM To:'dostenson@indurialrealtygroup.com' Cc: Naveen Chandra Subject: City Center Access Project Hey Dana, 1 We are working to process the Right of Entry Agreement and we need signature authority showing that you have authority to sign on behalf of the company. Thank you, Christine Tollefson Administrative Assistant 2 City of Federal Way Public Works Department 33325 8th Avenue S Federal Way, WA 98003-6325 Phone: 253-835-2706