AG 23-232 - CITY OF KENTRETURN TO: PW ADMIN EXT: 2700 ID#: 4132
CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM
1. ORIGINATING DEPT/DIV: PUBLIC WORKS / Engineering Division
2. ORIGINATING STAFF PERSON: John Cole EXT: 2718 3. DATE REQ. BY': 21-Oct-2022
3. TYPE OF DOCUMENT (CHECK ONE):
O 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
0 OTHER Limited License between Citv of Kent and Federal Wav
4. PROJECT NAME: 36239 - Fiber Optic Loop
5. NAME OF CONTRACTOR: City of Kent
ADDRESS: 220 Fourth Ave. S. Kent WA 98032 TELEPI[ONE:_253-856-5521
E-MAIL:-mmadfaie-kentwa.aov _ FAX:_
SIGNATURE NAME: Mark Madfai TITLE: DeSIQn Enaineerina SLL9
6. EXHIBITS AND ATTACHMENTS: ❑ SCOPE, WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS/CERTIFICATE 0 ALL OTHER
REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT/AMENDMENTS
CFW LICENSE # BL, EXP. 12/31/ UBI # , EXP.
7. TERM: COMMENCEMENT DATE: TBD — COMPLETION DATE; 12/31/23 W/ 10 YEAR RENEW
S. TOTAL COMPENSATION: $ n/a (INCLUDE EXPENSES AND SALES TAX, IF ANY)
(IF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES)
REIMBURSABLE EXPENSE: 13 YES O 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
8 PROJECT MANAGER Jc 7/26122
O DIVISION MANAGER o:ivaaa"s�>`iinuv" oa'�mwn°VGoi°ezaroo"
in DEPUTY DIRECTOR DSW 10/11/22 DSW 3123/23
O DIRECTOR = - -
❑ RISK MANAGEMENT (IF APPLICABLE)
d LAW DEPT KVA 10/28/2022; KVA 1/6/2023; KVA 1/30/2023
10. COUNCIL APPROVAL (IF APPLICABLE) SCHEDULED COMMITTEE DATE: COMMITTEE APPROVAL DATE: t
SCHEDULED COUNCIL DATE: COUNCIL APPROVAL DATE: Z
11. CONTRACT SIGNATURE ROUTING
❑ SENTTO VENDOR/CONTRACTOR DATE SENT:_ DATE REC' D: C
❑ 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
Oil- SIGNATORY (TVIAYOR'OR DIRECTOR) i0 S
❑ CITY CLERK 3
❑ ASSIGNED AG # AG# "!
❑ SIGNED COPY RETURNED DATE SENT: �Jt
COMMENTS:
EXECUTE" " ORI INALS
12020
LIMITED LICENSE BETWEEN
THE CITY OF KENT AND
THE CITY OF FEDERAL WAY
PARTIES
THIS LIMITED LICENSE ("License") is between the CITY OF KENT, a
Washington Municipal Corporation ("Kent"), and the City of Federal Way, a
Washington Municipal Corporation ("Licensee").
RECITALS
1. This License will authorize the installation and maintenance of innerduct
within one 4-inch diameter conduit within Kent's right-of-way on S. 272nd Street
(between Star Lake Road and approximately 500 feet east of Pacific Highway South).
2. The installation of the 4-inch diameter conduit will take place as part of
the traffic mitigation work associated with the Sound Transit Federal Way Link
Extension project (7WLE Project").
3. Additionally, this License will also govern the terms of the installation of
and payment for one 2-inch diameter conduit for Kent from Pacific Highway South to
500 feet east.
NOW, THEREFORE, KENT AND LICENSEE AGREE AS FOLLOWS:
LICENSE
1. License Granted. Kent grants this License ("License") for a period of
ten (10) years from the Effective Date (the "Term") for Licensee to install and
maintain one 1.5 -inch diameter innerduct within one 4-inch diameter conduit within
Kent's right-of-way on S. 272nd Street (between Star Lake Road and approximately
500 feet east of Pacific Highway South) ("Facilities") across, along, in, upon, and
under the portions of Kent's right-of-way described in Exhibit A ("Licensed Area").
This 4-inch diameter conduit will be equally shared between the parties. Kent and
Licensee agree that this License shall automatically renew at the end of the Term,
and a new ten (10) year Term shall commence, unless terminated as provided in
Section 3 of this License. A general description of the plans and specifications for the
installation and maintenance of these Facilities is attached as Exhibit B. This License
is subject to all the terms and conditions established below.
LIMITED LICENSE --Page 1 of 10(between City of Kent and City of Federal Way)
2. Installation of Facilities.
2.1 Kent will direct the installation of the Facilities (the one 4-inch
diameter conduit for Licensee to share with Kent) on S. 272nd St. between Star Lake
Road and approximately 500 east of Pacific Highway South.
2.2 Licensee will direct the installation of one separate 2-inch
diameter conduit for Kent on S. 272nd from Pacific Highway South to approximately
500 feet east.
3. Damage to Licensed Area and Restoration. Licensee shall repair
any damage to the Licensed Area caused by the installation, construction, operation,
maintenance, removal, repair, reconstruction, replacement, use, and inspection of
the Facilities on the Licensed Area. Upon revocation, termination, or expiration of
this License, Licensee shall restore the Licensed Area to its original condition prior to
the issuance of the License. Such restoration obligation shall survive the expiration
of this License.
4. Revocation and Termination. The intent of this License is to
authorize Licensee to install and maintain the Facilities on the designated Kent right-
of-way, which right-of-way constitutes a valuable property interest owned by Kent.
This License does not grant an estate in the land described as the Licensed Area; it
is not an easement; it is not a franchise; it is not exclusive; and it does not exclude
Kent from full possession of the Licensed Area. As a License upon real property, it is
revocable at the will of Kent. However, prior to termination or revocation by Kent,
Kent shall provide Licensee with at least thirty (30) calendar days' written notice of
termination or revocation. Upon receipt of such notice from Kent, Licensee is required
to remove all Facilities and restore the Licensed Area pursuant to Section 3. If
Licensee fails to remove the Facilities within the allotted time, Kent may remove all
or part of the Facilities, restore the Licensed Area, and recover the costs of such
removal and restoration from Licensee. Licensee waives any right it may have to any
claim for damages of any kind incurred as a result of Kent's removal of all or part of
the Facilities.
5. Permits Required. Kent's grant of this License does not release
Licensee from any of its obligations to obtain applicable local, state, and federal
permits necessary to install, construct, operate, maintain, remove, repair,
reconstruct, replace, use, and inspect the Facilities. Licensee's failure to comply with
this Section shall constitute grounds for immediate revocation by Kent.
6. ' Maintenance. Licensee shall maintain the Facilities and Licensed Area
in a clean, well -kept, orderly, and safe condition to the satisfaction of Kent. Licensee
shall promptly make repairs at Licensee's cost, as necessary, to ensure the Facilities
and Licensed Area are kept in good condition to the satisfaction of Kent.
LIMITED LICENSE --Page 2 of 10(between City of Kent and City of Federal Way)
7. Relocation of Facilities. Whenever Kent causes the grading or
widening of the Licensed Area or undertakes construction of storm drainage lines,
lighting, signalization, sidewalk improvement, pedestrian amenities, or other public
street improvements and such project requires the relocation of the Licensee's then
existing Facilities within the Licensed Area, the following shall take place:
(a) Kent will consult with Licensee in the predesign phase of any such
project. Kent and Licensee agree that cost to taxpayers will be a significant
consideration in consultations regarding the design of any such project.
(b) After receipt of written notice from Kent, Licensee shall design
and relocate Facilities within the Licensed Area within 90 days, unless the parties
agree on a different time period. The parties will work in good faith and use their
best efforts to coordinate their project schedules to avoid delay to Kent's project.
(c) The relocation shall be at the Licensee's sole cost.
8. Location of Facilities.
8.1 Upon written request of Kent, or a third -party performing work in
the right-of-way, and in order to facilitate the design of Kent streets and right-of-way
improvements, Licensee agrees, at its sole cost and expense; to locate, and if
determined necessary by Kent, to excavate and expose its Facilities for inspection so
that the Facilities' location may be taken into account in the improvement design.
Kent shall provide Licensee at least fourteen (14) calendar days' written notice prior
to any excavation or exposure of Facilities. Licensee shall be responsible for any
delays due to failure to locate its Facilities when requested, except that Licensee shall
not be responsible for delays or damages due to circumstances beyond the control of
the Licensee.
8.2 Licensee shall provide Kent with as -built drawings of the
Facilities within Kent right-of-way at no cost to Kent.
9. Emergency. In the event of any emergency in which any portion of
the Facilities breaks, becomes damaged, or in any other way becomes an immediate
danger to the property, life, health, or safety of any individual, Licensee shall
immediately take the proper emergency measures to remedy the dangerous
condition without first applying for and obtaining a permit as required by this License.
However, this emergency work shall not relieve Licensee from its obligation to obtain
all permits necessary for this purpose, and Licensee shall apply for those permits
within the next two (2) business days.
LIMITED LICENSE --Page 3 of 10(between City of Kent and City of Federal Way)
10. Indemnification. Licensee shall comply with the following
indemnification requirements:
10.1 Licensee shall defend, indemnify, and hold Kent, its officers,
officials, employees, agents, assigns, and volunteers harmless from any and all third
party claims, actions, injuries, damages, losses, or suits, including all reasonable
legal costs, witness fees, and attorney fees, arising out of or in connection with the
performance of any of Licensee's rights or obligations granted by this License, except
to the extent caused by the negligence of Kent, its employees, agents, contractors,
or invitees.
10.2 Kent's inspection or acceptance of any of Licensee's work when
completed shall not be grounds to avoid any of these covenants of indemnification.
10.3 These indemnification obligations shall extend to any claim,
action or suit that may be settled by compromise, provided that Licensee shall not
be liable to indemnify Kent for any settlement agreed upon without the consent of
Licensee; however, if Licensee consents to the agreed upon settlement, the Licensee
shall indemnify and hold Kent harmless as provided for in this Section 10 by reason
of that settlement. Moreover, if Licensee refuses to defend Kent against claims by
third parties in violation of section 10.1, Licensee shall indemnify Kent regardless of
whether the settlement of such claims is made with or without Licensee's consent.
10.4 In the event that Licensee refuses to accept tender of defense in
any claim, action, or suit by a third party pursuant to this Section 10 and if Licensee's
refusal is subsequently determined by a court having jurisdiction (or such other
tribunal that the parties shall agree to decide the matter) to have been a refusal in
violation of section 10.1, then Licensee shall pay all Kent's costs for defense of the
action, including all reasonable legal costs, witness fees, and attorney fees and also
including Kent's costs, including all legal costs, witness fees and reasonable attorney
fees, for recovery under this Section 10 indemnification clause.
10.5 The provisions of this Section 10 shall survive the expiration or
termination of this License.
11. Insurance. Licensee shall procure and maintain for the duration of this
License, insurance of the types and in the amounts described below against claims
for injuries to persons or damage to property that may arise from or in connection
with the performance of the work by Licensee. Licensee also agrees to require the
same coverage of its agents, representatives, employees, contractors,
subcontractors, consultants; subconsultants, or assigns performing work under the
scope of this License and to assure that such coverage is
11.1 Before beginning work on the project described in this License,
Licensee shall provide a Certificate of Insurance evidencing:
LIMITED LICENSE --Page 4 of 10(between City of Kent and City of Federal Way)
11.1.1 Automobile LiabiAy insurance with limits no less
than $1,000,000 combined single limit per accident for bodily injury and property
damage; and
11.1.2 Commercial General Liability insurance written on an
occurrence basis with limits no less than $2,000,000 combined single limit per
occurrence and general aggregate for personal injury, bodily injury and property
damage. Coverage shall include but not be limited to: blanket contractual;
products/completed operations/broad form property damage; explosion, collapse
and underground (XCU); and employer's liability.
11.1.3 Excess Liability insurance with limits not less than
$2,000,000 per occurrence and aggregate.
11.2 Any payment of deductible or self -insured retention shall be the
sole responsibility of Licensee.
11.3 Kent, its officers, officials, employees, agents, assigns and
volunteers shall be named as an additional insured on the insurance policy, as
respects work performed by or on behalf of the Licensee and shall make its
endorsement available for inspection by the Licensor. Licensor waives no rights and
Licensee is not excused from performance if Licensee fails to provide Licensor with a
paper copy of the endorsement naming Kent as an additional insured.
11.4 Licensee's insurance shall contain a clause stating that coverage
shall apply separately to each insured against whom claim is made or suit is brought,
except with respects to the limits of the insurer's liability.
11.5 Licensee's insurance shall be primary insurance as respects Kent,
and Kent shall be given thirty (30) calendar days prior written notice electronically
and by United States mail of any cancellation, suspension or material change in
coverage.
12. Modification. This License may not be modified, altered, or amended
unless first approved in writing by both Kent and Licensee.
13. Assignment. Licensee shall not assign all or any portion of its rights,
benefits, or privileges, in and under this License without prior written approval of
Kent, which approval will not be unreasonably withheld or delayed. Licensee shall,
no later than thirty (30) days prior to the date of any proposed assignment, file
written notice of intent to assign the License with Kent together with the assignee's
written acceptance of all terms and conditions of the License and promise of
compliance. Notwithstanding the foregoing, Licensee shall have the right, without
such notice or such written acceptance, to mortgage its rights, benefits, and
LIMITED LICENSE --Page 5 of 10(between City of Kent and City of Federal Way)
privileges in and under this License to the trustee for its bondholders and assign to
any subsidiary, parent, affiliate or company having common control with Licensee so
long as notice of same is provided to Kent and provided Licensee remains fully liable
to Kent for compliance with all terms and conditions of this license until such time as
Kent shall consent to such assignment as provided above.
14. Compliance with Laws. Licensee shall comply with all federal, state,
and municipal laws, rules, and regulations that are applicable to this License.
15. Venue and Jurisdiction. This License shall be construed in accordance
with the laws of the State of Washington. Venue and jurisdiction for the resolution
of disputes shall be in the Superior Court for King County, Washington. In the event
of claim or litigation regarding the enforcement of the terms of this License, each
party shall be responsible for its own legal costs and attorney fees except as noted
in Section 10.
16. Notices. All notices, requests, demands, or other communications
provided for in this License, unless otherwise noted, shall be in writing and shall be
deemed to have been given when sent by registered or certified mail, return receipt
requested, to the addresses listed below for each party, or to such other person or
address as either party shall designate to the other party in writing:
KENT:
City of Kent
Attn: City Clerk
220 Fourth Avenue South
Kent, WA 98032
LICENSEE:
City of Federal Way
Attn: El Walsh
33325 8th Ave. South
Federal Way, WA 98003
17. No Waiver of Rights. Nothing in this License shall constitute a waiver
of either party's right to challenge any portion of the License that is not in accordance
with applicable federal, state and local laws.
18. Entire Agreement and Effective Date. This License contains the
entire agreement between the parties and, in executing it, Kent and Licensee do not
rely upon any statement, promise, or representation, whether oral or written, not
expressed in this License. This License shall be effective upon the last day executed
below (Effective Date).
LIMITED LICENSE --Page 6 of 10(between City of Kent and City of Federal Way)
19. Warranty of Authority to Execute. Each person executing this
License warrants that he/she has the requisite authority to bind the party for whom
that person is executing.
This License is executed and shall become effective as of the last date signed
below.
CITY OF KENT
By: �Jad(�
Print Name: Dana Ralph
Its: Mayor
Date: i t[ 0Z2�
P:\Civil\Forms\Deeds,Easements,QuitClaimDeed,Leases\Limited License Agreement docx
CITY OF FEDERAL WAY
By: f
Prin ame: Jim Ferrell
Its, Mayor
Date: lC> 0'a
LIMITED LICENSE --Page 7 of 10(between City of Kent and City of Federal Way)
STATE OF WASHINGTON )
ss.
COUNTY OF KING
I hereby certify that I know or have satisfactory evidence that Dana Ralph is the
person who appeared before me, and said person acknowledged that she signed this
instrument, on oath stated that she is authorized to execute the instrument on behalf
of the City of Kent as its Mayor, and such execution to be the free and voluntary act of
such party for the uses and purposes mentioned in the foregoing instrument.
-Notary Seal Must Appear Within This Box -
IN WITNESS WHEREOF, I have hereunto set my hand and official seal
the day and year first above writ n.
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LIMITED LICENSE --Page 8 of 10(between City of Kent and City of Federal Way)
STATE OF WASHINGTON )
ss.
COUNTY OF KING
I hereby certify that I know or have satisfactory evidence that Jim Ffdrrell is the
person who appeared before me, and said person acknowledged that he/she signed
this instrument, on oath stated that he/she is authorized to execute the instrument on
behalf of City of Federal Way as its Mayor, and such execution to be the free and
voluntary act of such party for the uses and purposes mentioned in the foregoing
instrument.
-Notary Seal Must Appear Within This Box -
IN WITNESS WHEREOF, I have hereunto set my hand and official seal
the day and year first above written.
NOTARY PUBLIC, in and for the State
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of Washington, residing at _�M4, W.q
My appointment expires
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State of Washkglon
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LIMITED LICENSE --Page 9 of 10(between City of Kent and City of Federal Way)
Exhibit A
Licensed Area
THE NORTH 50 FEET OF THE EAST 1,186 FEET OF THE WEST 2,133 FEET OF SECTION
33, TOWNSHIP 22 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON,
LYING WITHIN THE CITY OF KENT CORPORATE LIMITS AS ESTABLISHED UNDER CITY
OF KENT ORDINANCE NO. 3351.
ALSO, THE SOUTH 30 FEET OF THE EAST 1,186 FEET OF THE WEST 2,133 FEET OF
SECTION 28, TOWNSHIP 22 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY,
WASHINGTON.