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Home My WebLink AboutAG 22-030 - INDUSTRIAL REALTY GROUP (IRG)RETURN TO: PW ADMIN EXT: 2700 ID #: 4 C� CB? CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT/DIV: PUBLIC WORKS / Traffic Division 2. ORIGINATING STAFF PERSON: Sarady Long EXT: 2743 3. DATE REQ. R, . ASAP 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 ❑ REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT (E.G. BOND RELATED DOCUMENTS) ❑ ORDINANCE ❑ RESOLUTION ❑ CONTRACT AMENDMENT (AG#): ❑ INTERLOCAL * oTHER ueveioper Agreement 4. PROJECT NAM: -Wood brida Building A Implementation Agreement 5. NAMEOFCONTRACTOR: Industrial Realty Group, LLC ADDRESS: 11111 Santa Monica Blvd., Ste. 800. LA. CA 90025 TELEPHONE: E-MAIL: dostenson Oindustrialrealtyar uD.com FAX: SIGNATURE NAME: Dana Ostenson TITLE: Executive vice Presides 6. EXHIBITS AND ATTACHMENTS: ❑ SCOPE, WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS/CERTIFICATE ❑ ALL OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT/AMENDMENTS CFW LICENSE # BL, EXP. 12/31f_ UBI # , EXP. 7. TERM: COMMENCEMENT DATE: S' 7 L COMPLETION DATE: J' iUA4 8. TOTAL COMPENSATION: $ (INCLUDE EXPENSES AND SALES TAX, IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: ❑ YES ❑ NO IF YES, MAXIMUM DOLLAR AMOUNT: $ IS SALES TAX OWED: ❑ YES ❑ NO IF YES, $ PAID BY: ❑ CONTRACTOR ❑ CITY RETAINAGE: RETAINAGE AMOUNT: ❑ RETAINAGE AGREEMENT (SEE CONTRACT) OR ❑ RETAINAGE BOND PROVIDED ❑ PURCHASING: PLEASE CHARGE To:. 9. DOCUMENT / CONTRACT REVIEW INITIAL / DATE REVIEWED INITIAL / DATE APPROVED 6 PROJECT MANAGER SL / 14Feb2022 6 DIVISION MANAGER RAP / 15 Feb 2022 ❑ DEPUTY DIRECTOR DSW 2/16122 ❑ DIRECTOR EJW 2/22/2022 ❑ RISK MANAGEMENT (IF APPLICABLE) ❑ LAW DEPT KVA 2/17/2022 10. COUNCIL APPROVAL (IF APPLICABLE) SCHEDULED COMMITTEE DATE: COMMITTEE APPROVAL DATE: SCHEDULED COUNCIL DATE: COUNCIL APPROVAL DATE: 11. CONTRACT SIGNATURE ROUTING ❑ SENT TO VENDOR/CONTRACTOR DATE SENT: Z i "L DATE REC' D: 2 ❑ ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBITS ❑ CREATE ELECTRONIC REMINDERINOTIFICATION 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 )EL- SIGNATORY (MAYOR OR D3RTC [t) 'Zi7� tTI-V CLERK ASSIGNED AG # AG# r IGNED DATE SENT: L7 COMMENTS: { EXECUTE " 2 " ORIGINALS 01, � l t LI r7 L! Woodbrldge Bullding A truck (30.000 Ibs grass weig ) implementation agr m , with IRG. Route the agreement intemally for review and approval but developer will sign first. 172020 IMPLEMENTATION AGREEMENT WOODBRIDGE BUILDING A PROCESS III APPROVAL CONDITION 28 This Implementation Agreement ("Agreement") is entered into this ay ��vc4. of F,�lartfary, 2022 ("Effective Date"), by and between Federal Way Parcel A, LLC, a Delaware limited liability company ("Owner"), and the City of Federal Way, a Washington municipal corporation (the "City") (collectively the "Parties"). RECITALS A. Owner is the owner of real property located in Federal Way Washington, as legally described in Exhibit A, commonly known as the Woodbridge Building A property ("Property"). B. The City issued Process III approval for a development project known as Woodbridge Building A ("Project") on February 4, 2019. C. The Process III approval included Condition #28 ("Condition #28"), which requires: [P]rior to a certificate of occupancy issuance, the applicant shall provide a fully executed bond for 120 percent of the engineer's estimate for design and construction costs to upgrade the existing pavement on Weyerhaeuser Way South, from the proposed truck entrance to South 320th Street. The bond term shall be for a period of three years from the time of notification by applicant of full occupancy and use of the facility, unless a shorter term is mutually agreed to in the implementation agreement discussed below. The applicant shall provide the engineer's estimate. Should the truck trips generated by the project traveling north of the site (to or from the site) exceed 28 truck trips per week as set forth in the implementation agreement discussed below, the city will use the bond for design and construction costs to upgrade the existing pavement on Weyerhaeuser Way South. from the proposed truck entrance to South 3201' Street, and/or from the proposed truck entrance to SR-99 via South 336th Street, to the city's required design standards. In the alternative, the applicant may choose to design and construct the implicated roadway(s) identified by the city. For the purposes of this condition, a "truck" shall mean a vehicle rated in excess of 30,000 pounds gross weight as discussed in Chapter 8.40 FWRC. Prior to building permit issuance, the applicant and the city shall enter into an implementation agreement to set forth the conditions by which the city will monitor the truck trips; how the city will make its determination that the applicant has exceeded the 28 or more truck trips per week; how notice will be provided to the applicant; the cure period for the applicant to remedy the excess truck trips described in the above condition; when the city will call the bond or require the applicant to construct the implicated roadways; the bond conditions; and all other requirements deemed necessary by the city. D. The parties now enter into this Agreement to satisfy Condition #28 of the Process III approval. AGREEMENTS 1. Bond. On or before issuance of the certificate of occupancy for the Project, the Owner will provide a performance bond ("Bond") to the City. The amount of the Bond will be 120% of the Project engineer's estimate for design and construction costs to upgrade the existing pavement on Weyerhaeuser Way South, from the proposed truck entrance to South 3201h Street. The engineer's estimate for this work is $3,972,250. Based on this, the band amount is $4,766,700. If the Owner is required to upgrade the existing pavement on Weyerhaeuser Way South between the proposed truck entrance and South 320th Street in connection with the development of the Woodbridge Business Park project, then the bond amount will be reduced by an amount determined by a revised Project engineer's estimate. The term of the Bond will be 3 years from the time of notification to the City by the Owner of full occupancy and use of the Project as provided in Section 3.a. The Bond will meet applicable requirements of Federal Way Revised Code ("FWRC" or "City Code") Ch. 19.25. 2. Truck trip limit. For purposes of this Agreement, a truck is a vehicle rated in excess of 30,000 pounds gross weight required to use a truck route by FWRC 8.40.040. The City has determined that vehicles having 3 or more axles are generally rated in excess of 30,000 pounds gross weight and therefore the truck trips subject to this Agreement are those made by trucks having 3 or more axles. Truck trips generated by the Project traveling north of the site (to or from the site) shall not exceed 28 truck trips per week as measured by the monitoring process set out in Section 3 of this Agreement. Mon itorine. a. Regular monitoring. The Owner will conduct video monitoring for: (1) three years following notice to the City by the Owner of full occupancy and use of the Project, reports based on which shall be provided to the City as provided in Section 6 of this Agreement within 10 days of one or a combination of building occupants taking possession of 80% or more of the building, or (2) until the Project is found to be non-compl iant after notice and an opportunity to cure as provided in Section 5, whichever is earlier. b. Methodolog . Monitoring shall be conducted by a third -party vendor approved by the City and retained by the Owner at the approximate locations shown in Exhibit B. The Parties acknowledge that placement of any camera in the public right of way will require a limited right-of-way use permit pursuant to FWRC 4.25.090. If such permit is not obtained, then any camera located in the right-of-way on Exhibit B shall be relocated to a mutually agreeable location. The Owner shall maintain and control the video equipment and video regardless of the camera location. Video monitoring shall be conducted continuously 24 hours a day, every day, with time and date stamps. During the first year following the start of monitoring, within 30 days of the end of each quarter, the monitoring vendor shall provide a report directly to the City identifying any seven-day period where the total number of truck trips entering and exiting the monitoring locations traveling north of the Project site (to or from the site) exceeds the truck trip limit. During the second and third years following the start of monitoring, within 30 days of the end of June and December, the video monitoring company shall provide a report directly to the City identifying any seven-day period where the total number of truck trips entering and exiting the monitoring locations traveling north of the Project site (to or from the site) exceeds the truck trip limit. The Owner is required to maintain any video record that is used to generate a report to the City for a period of twelve months after capture of the video. The Owner is required to maintain any video record that is not used to generate a report to the City for a period of six months after capture of the video. 4. City determination. a. Compliance: non-compliance. If the report determines that the total number of truck trips entering and exiting the monitoring locations traveling north of the Project site (to or from the site) did not exceed the truck trip limit for any seven-day period, then the City will determine the Project is in compliance. If, at the end of the three-year monitoring period the City determines the Project is in compliance, the City shall release the bond as provided in F WRC 19.25.090 within 30-days of the end of the monitoring period. b. Notice and opportunity to cure. If the report documents that the total number of truck trips entering and exiting the monitoring locations traveling north of the Project site (to or from the site) exceeded the truck trip limit for any seven-day period, and it is the first such instance of exceedance, then the City will notify the Owner of its opportunity to cure. Notice will be provided by the City's Public Works Director or designee to the Owner's representative identified in Section 5 of this Agreement. The notice will require the Owner to take immediate action and will provide the Owner two weeks following issuance of the notice ("Cure Period") to reduce the total truck trips entering and exiting the monitoring locations traveling north of the Project site (to or from the site) to at or below the truck trip limit. C. Additional monitoring and repnrt. On or before the end of the Cure Period, The Owner shall direct the monitoring vendor to provide a report directly to the City for the 30- day period immediately following the end of the Cure Period identifying any seven-day period where the total number of truck trips entering and exiting the monitoring locations traveling north of the project site (to or from the site) exceeds the truck trip limit. If the report determines that the total number of truck trips entering and exiting the monitoring locations traveling north of the Project site (to or from the site) did not exceed the truck trip limit for any seven-day period, then the City will determine the cure was effective and the Project is in compliance. d. Additional notice. If the owner provides an effective cure for an identified instance of non-compliance and any subsequent report identifies another instance of exceedance of the truck trip limit for another seven-day period, there shall be no additional opportunity to cure as provided in Sections 4.b and 4.c, and the Owner shall be provided notice as provided in Section 5. 5. Noncompliance. a. Notice and paveincin improvements. If the report documents that the total number of truck trips entering and exiting the monitoring locations traveling north of the Project site (to or from the site) exceeded the truck trip limit for any seven-day period, and either (I ) compliance is not subsequently achieved following notice and an opportunity to cure as provided in Paragraph 4, or (2) the instance of exceedance occurs subsequent to an effective cure of a previously identified instance of non-compliance as provided in Section 4.d, then the City will provide notice to the Owner in accordance with FWRC 19.25.100. Within the time specified in the notice, the Owner may, at its option, notify the City that it elects to design and construct improvements to the existing pavement on Weyerhaeuser Way South, from the proposed truck entrance to South 3201h Street, and/or from the proposed truck entrance to SR-99 via South 336th Street, to bring the pavement into conformance with the City's adopted design standards applicable to the Project ("Pavement Improvements"). If the Owner elects to design and construct the Pavement Improvements, it shall submit a permit application within six months of its notice of election and complete the work within one year of permit issuance. if the Owner elects to design and construct the Pavement Improvements, then completion of construction will fully satisfy the Owner's obligations under Condition #28. b. Bond. If the Owner does not elect to design and construct the Pavement Improvements, then the City will use the Bond proceeds to design and construct the Pavement Improvements. The City's use of the Bond proceeds will comply with FWRC 19.25.100 — 19.25.140. The City's use of the Bond proceeds will fully satisfy the Owner's obligations under Condition #28. 6. Notices. Notices required by this Agreement shall be provided by electronic mail with a copy provided by first class mail to the following: Owner: Dana Ostenson Executive Vice President Industrial Realty Group, LLC 1 I I I I Santa Monica Blvd., Ste. 800 Los Angeles, CA 90025 dostensonCindustrialreal Troup.com With a copy to: Courtney Kaylor McCullough Hill Leary PS 701 Fifth Ave., Ste. 6600 Seattle, WA 98104 co u rto gym m h seatt le. cam 4 City: EJ Walsh, PE Public Works Director City of Federal Way 33325 81h Ave. S. Federal Way, WA 98003 EJ.Walsh@cityoffederalw,ay.com With a copy to: Kent van Alstyne Assistant City Attorney City of Federal Way 33325 81h Ave S. Federal Way, WA 98003 Kent.VarAlst ne cit offederalwa .corn The Parties may designate different individuals from time to time by written notice to the other party. 7. Governing law. venue. attorneys' fees. This Agreement shall be governed by and construed under the laws of the State of Washington. The exclusive venue for any suit or action arising out of, or in connection with, this Agreement shall be the Superior Court of King County, Washington. In any suit or action seeking to enforce any provision of this Agreement, the substantially prevailing party shall be entitled to an award of its reasonable attorneys' fees and costs in addition to any other remedy provided by law or this Agreement. 8. S ecife enforcement. In addition to any other remedy and/or penalty provided by law or this Agreement, the terms of this Agreement may be specifically enforced. 9. !mc 3ration: antendmeM. This Agreement represents the entire understanding between the Parties regarding the subject matter of this Agreement, and supersedes any prior oral agreements. Except as otherwise expressly provided herein, this Agreement may only be amended, modified, or terminated by a recorded, acknowledged writing mutually executed by the Parties. 10. No third-artythird-12arty beneficiaries. This Agreement is executed for the exclusive benefit of the signatory Parties and may be enforced only by the same as provided in this Agreement. Nothing in this Agreement shall be construed as vesting any enforceable rights, benefits or entitlements in or for any third -parties. 11. CountMarts_ This Agreement may be executed in counterparts. EXECUTED on the date first set forth above. FEDERAL WAY PARCEL A, LLC, a Delaware limited liability company By: — �J—ff Dana Ostenspn Its Authorized Signatory CITY OF FEDERAL WAY By: Print name: