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AG 08-096I I RETURN TO: EXT: CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM I. ORIGINATING 2. ORIGINATING 4. TYPE ❑ CONTRACTOR ❑ PUBLIC ❑ PROFESSIONAL ❑ GOODS ❑ REAL ❑ ORDINANCE ❑ CONTRACT .OTHER 5. PROJECT 6. NAME 7. EXHIBITS 8. TERM: 9. TOTAL REIMBURSABLE IS SALES RETAINAGE: ❑ PURCHASING: 10. DOCUMENT ❑ DIRECTOR ❑ RISK ❑ LAW 11. COUNCIL 12. CONTRACT ❑ SENT ❑ ATTACH: ❑ LA f16NATORY ❑ CITY ❑ ASSIGNED ❑ SIGNED COMMENTS: DEPT./DIV: Pfg..1e--"> STAFF PERSON: I EXT: 3. DATE REQ. BY: OF DOCUMENT (CHECK ONE): SELECTION DOCUMENT (E.G., RFB, RFP, RFQ) WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT AND SERVICE AGREEMENT ❑ HUMAN SERVICES / CDBG ESTATE DOCUMENT ❑ SECURITY DOCUMENT (E.G. BOND RELATED DOCUMENTS) ❑ RESOLUTION AMENDMENT (AG #): O i)S L ❑ INTERLOCAL LEA AMME.N t> MEN 'r NAME: F4t9Y 1 cat voce Lea.--- OF CONTRACTOR: FW A voitx leak ADDRESS:'PO PSCMZ5ti3c,1 F. 7. 45 S. 31 L= St FW1cleca5 TELEPHONE ?,63 945 -1e4v E -MAIL: CLt aAN.3 6 1 [ t ford . Gower FAX: gu SIGNATURE NAME: Ica. na Nobel cvkAtucarci TITLE preS . AND ATTACHMENTS: ❑ SCOPE, WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS /CERTIFICATE ❑ ALL OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT /AMENDMENTS COMMENCEMENT DATE: 1 1 1 L'' COMPLETION DATE: V u Iy 31 )202-5 COMPENSATION $ (INCLUDE EXPENSES AND SALES TAX, IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) EXPENSE: ❑ YES ❑ NO IF YES, MAXIMUM DOLLAR AMOUNT: $ TAX OWED ❑ YES ❑ NO IF YES, $ PAID BY: ❑ CONTRACTOR ❑ CITY RETAINAGE AMOUNT: ❑ RETAINAGE BY (SEE CONTRACT) OR ❑ RETAINAGE BOND PROVIDED PLEASE CHARGE TO: /CONTRACT REVIEW INITIAL / DATE REVIEWED INITIAL / DATE APPROVED ROJECT MANAGER al 1202..t6 MANAGEMENT (IF APPLICABLE) • tc, 1 Z113'i(0 APPROVAL (IF APPLICABLE) COMMITTEE APPROVAL DATE: I -I J/ 11_ _ COUNCIL APPROVAL DATE: ` h / I) 1 SIGNATURE ROUTING ■ TO VENDOR/CONTRACTOR DATE SENT: 11 4 / .--1 DATE REC'D: �3 L /) n SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBITS INITIAL / DATE IGNED PARTMENT n f (MAYOR OR DIRECTOR) 410vri-rAtcl Ai CLERK '� W3Ll AG# AG# I `. -0q , , COPY RETURNED DATE SENT: 0JqD /?- Tax Iv. ) -.1-, t„. Ot3 CITY OF .�,'�...., Federal Way AMENDMENT NO. 1 TO LEASE AGREEMENT FOR STEEL LAKE ANNEX BUILDING CITY HALL 33325 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 www cityoffederatway corn This Amendment ( "Amendment No. 1") is made between the City of Federal Way, a Washington municipal corporation ( "City "), and the Historical Society of Federal Way, a Washington nonprofit corporation ( "Contractor "). The City and Contractor (together "Parties "), for valuable consideration and by mutual consent of the Parties, agree to amend the original Agreement for the Steel Lake Annex Building ( "Agreement ") dated effective July 28, 2008, 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 July 31, 2028 ( "Amended Term "). 2. 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 expiration date and prior to the effective date of this Amendment, are hereby ratified as having been performed under the Agreement, as modified by any prior amendments, as it existed prior to this Amendment. The provisions of Section 13 of the Agreement shall apply to and govern this Amendment. The Parties whose names appear below swear under penalty of perjury that they are authorized to enter into this Amendment, which is binding on the parties of this contract. AMENDMENT [Signature page follows] 1 - 1/2015 Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003 -6325 (253) 835 -7000 www. cityoffederahway. corn IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY DATE: •7 THE HISTORICAL SOCIETY OF FEDERAL WAY By: plazdA220ede- ATTEST: ph ie Courtney, CM APPROVED AS TO FORM: ity Clerk City Attorney, 'vi,et, ('44 Printed Name: ,f%l� �IDD/e- Gu /Ji /a--) Title: 7)41/11:4141/ DATE: STATE OF WASHINGTON ) ) ss. COUNTY OF \lixime.i ) TONIA PROCTOR _NOTARY PUBLIC STATE OF WASHINGTON COMMISSION EXPIRES OCTOBER 11 2017 On this day personally appeared before me ')anro. bke - CDtaSO4 to me known to be the (name of signatory) i ¢or I* of the Historical Society of Federal Way that executed the foregoing instrument, (position or title) (corporation name) 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 a1 day of O-r-vva _ , 201-4 AMENDMENT Notary's signatur m.e� Notary's printed name c r c oL ' Notary Public in and for the State of Washington. My commission expires 10 -11-- a01k 2 1/2015 Non Profit Insurance Program CERTIFICATE OF COVERAGE Date: Issue THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONVERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF COVERAGE DOES NOT CONSTITUE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERT IFICATE HOLDER, IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGRATION IS WAIVED, Subject to the terms and conditions of the policy, certain coverage may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER HistSFW4Revised Clear Risk Solutions 451 Diamond Drive Ephrata, WA 98823 INSURED Historical Society of Federal Way 1600 B SW Dash Point Rd, #125 Federal Way, WA 98023 COVERAGES COMPANIES AFFORDING COVERAGE GENERAL LIABILITY American Alternative Insurance Corporation AUTOMOBILE LIABILITY American Alternative Insurance Corporation PROPERTY American Alternative Insurance Corporation, et al. MISCELLANEOUS PROFESSIONAL LIABILITY THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE COVERAGE PERIOD INDICATED, NOT WITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN. THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. TYPE OF INSURANCE POLICY NUMBER GENERAL LIABILITY POLICY EFF DATE POLICY EXP DESCRIPTION LIMITS DATE COMMERCIAL GENERAL LIABILITY N1- A2 -RL- 0000013.08 OCCURRENCE FORM INCLUDES STOP GAP LIABILITY IS SUBJECT 10 UTOMOBILE LIABILITY A ANY AUTO (LIABILITY IS SUBJECT TO PROPERTY 06/01/2016 A $50,000 SIR PAYABLE FROM PROGRAM FUNDS) 06/01/2018 PER OCCURRENCE PER MEMBER AGGREGATE PRODUCT -CO MP /OP PERSONAL & ADV. INJURY ANNUAL POOL AGGREGATE $5,000,000 $10,000,000 $5,000,000 $5,000,000 $50,000,000 N1- A2 -RL- 0000013.08 06/01/2016 A $50,000 SIR PAYABLE FROM PROGRAM FUNDS) N1- A2 -RL- 0000013.08 06/01/2016 06/01/2018 COMBINED SINGLE LIMIT $5,000,000 ANNUAL POOL AGGREGATE NONE (PROPERTY IS SUBJECT TO A $50 000 SIR PAYABLE FROM PROGRAM FUNDS MISCELLANEOUS PROFESSIONAL LIABILITY 06/01/2018 ALL RISK PER OCC EXCL EQ & FL EARTHQUAKE PER OCC FLOOD PER OCC ANNUAL POOL AGGREGATE $75,000,000 $1,000,000 $1,000,000 NONE O0/O1/2016 06/01/2018 PER CLAIM (LIABILITY IS SUBJECT TO A SIR PAYABLE FROM PROGRAM FUNDS ) ANNUAL POOL AGGREGATE DESCRIPTION OF OPERATIONS I LOCATIONS / VEHICLES / SPECIAL ITEMS Regarding space leased at 2645 South 312th Street, Federal Way. City of Federal Way is named as Additional Insured regarding this lease only and is subject to policy terms, conditions, and exclusions. Additional Insured endorsement is attached. CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. CERTIFICATE HOLDER AUTHORIZED REPRESENTATIVE City of Federal Way 3325 8th Avenue S Federal Way, WA 98003 3204824 AMERICAN ALTERNATIVE INSURANCE COMPANY ADDITIONAL INSURED — DESIGNATED PERSON OR ORGANIZATION (GENERAL LIABILITY) Named Insured Non Profit Insurance Program (NPIP) Policy Number Ni -A2 -RL -0000013 -08 Endorsement Effective 6/1/2016 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY This endorsement modifies insurance provided under the following: GENERAL LIABILITY COVERAGE PART This endorsement changes the policy effective on the inception date of the policy unless another date is indicated above. Schedule Person or Organization (Additional Insured): As Per Schedule on file with Clear Risk Solutions, Underwriting Administrator City of Federal Way 3325 8th Avenue S Federal Way, WA 98003 Regarding space leased at 2645 South 312th Street, Federal Way. City of Federal Way is named as Additional Insured regarding this lease only and is subject to policy terms, conditions, and exclusions. Additional Insured endorsement is attached. A. With respects to the General Liability Coverage Part only, the definition of insured in the Liability Conditions, Definitions and Exclusions section of this policy is amended to include as an Insured the Person or Organization shown in the above Schedule. Such Person or Organization is an Insured only with respect to liability for Bodily Injury, Property Damage, or Personal and Advertising Injury caused in whole or in part by your acts or omissions or the acts or omissions of those acting on your behalf: 1. In performance of your ongoing operations; or 2. In connection with your premises owned or rented to you. B. The Limits of Insurance applicable to the additional Insured are those specified in either the: 1. Written contract or written agreement; or 2. Declarations for this policy, whichever is less. These Limits of Insurance are inclusive and not in addition to the Limits Of Insurance shown in the Declarations. All other terms and conditions remain unchanged. Includes copyrighted material of the Insurance Services Office, Inc., with its permission. RI 2163 12/12 3204825 Page 1 of 1 RETURN TO Donna Hanson CITY OF FEDERAL WAY LAW DEPARTMENT REQUEST FOR CONTRACT PREPARATIONIDOCUMENT REVIEW/SIGNATURE ROUTING SLIP (E.G., RFB, RFP, RFQ) CONTRACT AMENDMENT D CDBG x OTHER-LEASEAGREEMENT'2,S4 5V \,.0- 0o-\.. "l~ct)3 PROJECTNAME:_HISTORICALSOCIETYOFFEDERAL WAY LEASE AGREEMENT A 'f\;~\ ~ f><' NAME OF CONTRACTOR: HISTORICAL SOCIETY ~F ~lj.(..rb-\ \..J....-'\ ~ ' ADDRESS: 26<15 ~8UTII J 12TH S'fRLET, F~);)~Rf.L 'NAY 98eeJ .~HONE ~ - l-f' '"2,..- 5S"f.~.--.- SIGNATURE NAME: ._DIANA}-Jmu.Il GULLIFOIW TITLE.-,PHESroEN-~_J~~~v..-rL/ (;,U"~ C. ~'""~ ATTACH ALL EXHIBITS AND CHECK BOXES D SCOPE OF SERVICES D ALL EXHIBITS REFERENCED IN DOCUMENT D INSURANCE CERTIFICATE 0 DOCUMENT AUTHORIZING SIGNATURE TERM: COMMENCEMENTDA.TE: <is )1JI;2:J COMPLETION DATE:_13 YEARS FROM SIGNATURE_ C~~. e. 1 /Z-~J 1. ORIGINATING DEPT.IDIV: PRCS 2. ORIGINATING STAFF PERSON: DONNA HANSON 4. TYPE OF DOCUMENT REQUESTED (CHECK ONE) DPROFESSIONAL SERVICE AGREEMENT D MAINTENANCE/LABOR AGREEMENT D PUBLIC WORKS CONTRACT D SMALL PUBLIC WORKS CONTRACT (LESS THAN $200,000) D PURCHASE AGREEMENT) (MATERIALS, SUPPLIES, EQUIPMENT) D REAL ESTATE DOCUMENT 5. 6. 7. 8. 9. EXT: 2412 3. DATEREQ.BY: D SECURITY DOCUMENT (E.G. AGREEMENT & PERF/MAIN BOND; ASSIGNMENT OF FUNDS IN LIEU OF BOND) D CONTRACTOR SELECTION DOCUMENT AG#: TOTAL COMPENSATION $1.00 A YEAR _ (INCLUDE EXPENSES AND SALES TAX, IF ANY) REIMBURSABLE EXPENSE: DYES D NO IF YES, MAXIMUM DOLLAR AMOUNT: $ ..____._________ IS SALES TAX OWED DYES NO IF YES, $ PAID BY: D CONTRACTOR 0 CITY o PURCHASING: PLEASE CHARGE TO: ~ p~ '-"0 CONTRACT REVIEW INITIALIDATE APPROVED D PROJECT MANAGER D DIRECTOR lS; MANAGEMENT (IF APPLICABLE) CONTRACT SIGNATURE ROUTING ~AWDEPARTMENT ITYMANAGER ~ITY CLERK ' >:OSIGN COPY BACK TO ORGINATING DEPT. . ' ~SSIGNED AG# Of) ~CPIl.O COMMENTS i dpt1\ ~ at-(: o~ ->J;:~tYl~~~~~~; p.3 { E"JCA-,'" f G -;--Uu.nJ ot..-fv 10. 11. 02/08 INITIALIDATEAPPROVED fJI/ l-,Ic-oV ~ I 1/ 7/rl/O g , I INITIALIDATE APPROVED STEEL LAKE ANNEX BUILDING LEASE AGREEMENT ~iS Lease Agreement ("Agreement") is dated effective this ~ay of . ,2008. The parties ("Parties") to this Agreement are the City of Federal Way, a Was . gton municipal corporation, ("City") and The Historical Society of Federal Way, a Washington non-profit corporation ("Society"). NOW, THEREFORE, the Parties agree as follows: 1. Premises. The City, as fee owner of certain real property described in Exhibit "A", does hereby agree to lease to the Society and the Society does hereby agree to lease from the City, the Premises described in Exhibit "A" attached hereto and incorporated herein by this reference, constituting a certain single-family residence at 2645 S. 312th St., Federal Way, W A 98003, commonly known as the Steel Lake Annex Building, and the surrounding area shown on the attached map located on the property legally described in Exhibit A. The Society agrees to occupy and to use the Premises for the purpose of an office, storage, exhibits, public meetings and Society activities. For activities outside of the Steel Lake Annex Building, a Special Use Permit may be required by the Parks Department on a case by case basis. 2. Term. T . s Agreement shall be for a term of thirteen (13) years, commencing on the 1 st day of , 2008. The Society may elect to extend this Agreement for an additional te often (10) years with approval of the City. Notice of intent to extend this Agreement must be provided to the City ninety (90) days prior to the expiration of the Term. In addition, the terms and conditions of this lease shall be in full force and effect as of the date of which the Society obtains possession of the Premises pursuant to section 5 ofthe Agreement. 3. Termination. Prior to the expiration of the Term, this Agreement may be terminated upon one (1) year written notice by either party. If terminated by the City within the original thirteen (13) year term, the City will reimburse the Society's original $30,000 investment prorated over a twenty (20) year period. 4. Rent. During the Term of the Agreement, the Society shall pay to the City as rent for the use of the Premises annual rent in the amount of ONE DOLLAR ($1.00), payable in advance, on the .]Lday of ~ at the City's address specified in section 26 1 below, or at any other address of which the City notifies the Society in writing. the Society shall pay to the City the rent in advance of or on the first day of the term each year, except that the annual rent for the first term shall be payable upon execution of this Agreement. 5. Possession. Beginning on , 2008, the Society shall be entitled to possession of the Premises. By taking possession of the Premises, the Society shall be deemed to have accepted the Premises as is subject to the warranty and repair work to be performed pursuant to section 8 of this Agreement. Use of the Premises shall be exclusive to the Society and shall not be shared by others without the written approval of the City which approval shall not be unreasonably withheld. 6. Ri2ht of First Refusal to Lease Barn. In the event that the Barn located on the Premises becomes surplus to the City and the Society is not in default of any terms or conditions of this Agreement, the City agrees to give the Society the right of first refusal to lease the barn until termination of this lease. The City shall notify the Society of its availability in writing and the Society shall have ninety (90) days from the date of the City's notice to the Society to advise the City in writing that the Society accepts the Barn offered in its present condition, and agrees that it shall become part of the Premises. Prior to delivery of possession, the Parties shall execute an amendment to this Lease Agreement reflecting the addition to the Premises and any other revisions necessary because of the additional property added to the original Premises. All other terms and conditions of this Lease shall apply to the additional Premises. 7. Repairs and Maintenance. (a) The Society agrees during the term ofthis Agreement to keep the Premises in a condition and state of repair as good as the same shall be on the date of the Society's possession ofthe Premises pursuant to section 5 above. (b) The Society shall pay the full cost of all repairs and maintenance to the Premises pursuant to the "Maintenance Schedule" described in Exhibit "B" attached hereto and incorporated by this reference, unless otherwise agreed upon by the Parties to jointly share the costs or that the repairs are necessary as deemed by the City to be the responsibility of the City. The City agrees to provide repair and maintenance for major building systems prior to possession by the Society as identified in section 8. (c) The City shall not be required to make any repairs unless and until written notice of the need for said repairs shall have first been given by the Society to the City in writing at the City's address specified in section 26 below. The City shall not be called upon to make any improvements, alterations, or repairs of any kind with respect to the Premises except as specifically provided for in this section. 2 (d) The Society shall provide its own cleaning and custodial servIces, including waste disposal, at its expense. 8. Maior Buildin2 System Improvements/Stora2e The City agrees to have all major building systems, including the roof, heating, windows and electric systems in good working order prior to the date that the Society takes possession of the Premises. The Society shall have the right to inspect these systems prior to move in to ensure that the building systems are in good working order to the Society's satisfaction. The City also agrees to remove all of its property from the Premises prior to the date that the Society takes possession of the Premises. The Society agrees to use their best efforts to help the City fund the initial improvements to the major building systems through their own resources and through grants, with a maximum contribution from the Society of $30,000, to be paid no later than August 30, 2009. 9. Future Alterations or Improvements. (a) All alterations or improvements to the Premises undertaken by the Society shall be constructed at the Society's expenses, and the Society agrees to bear full responsibility for insuring that all construction on the Premises is undertaken and conducted in a safe and professional manner, and that all alterations or improvements shall be of high quality construction. The Society agrees that it will not allow any liens to attach to the Premises as a result of any construction preformed on the Premises. However, should a laborer's or material man's liens be filed per Chapter 60.04 RCW, the City agrees that this will not be considered a breach of this Agreement. The Society further agrees to hold the City harmless from any and all claims, including costs, attorney's fees, and expenses, arising in any way iI-om any construction on the Premises. Unless specifically agreed otherwise in writing signed by the City prior to construction or addition of any alterations or improvements to the Premises, all alterations and improvements shall become the property of the City upon termination or expiration of this Agreement. (b) The Society shall not perform, or cause to be preformed any alterations or improvements to the Premises without first providing written notice to the City and obtaining the City's review and approval of said alterations or improvements, including signage on the building, which must comply with the Federal Way City Code, and all applicable laws. All hours of work in performing alterations or improvements shall also be subject to the City's prior approval. (c) At the termination of this Agreement, the Society shall ensure that the condition of the Premises is equal to or better than the condition existing at the commencement of this Agreement, as determined by the City. 3 10. ADA Compliance Currently, the ground level of the residence complies with public accessibility requirements in the Americans with Disabilities Act ("ADA"). The basement and second floor of the residence will not be open to the public. 11. Encumbrances. The Society agrees to keep the Premises free and clear of all mortgages, levies, liens, and encumbrances, whether voluntary or involuntary, and to notify the City in writing within ten (10) days after any such mortgage, levy, lien, or encumbrance shall attach to the Premises. The City may, in addition to exercising any other right it may have under this Agreement, and at its sole option, discharge any such mortgage, levy, lien, or encumbrance, and the Society shall, upon demand, reimburse the City for the full amount of any payment for this purpose, plus interest thereon at the rate of twelve percent (12%) per annum, or such lesser rate as may be the maximum permitted by applicable law. 12. Taxes. 12.1 Personal Property Taxes: the Society shall pay, prior to delinquency, all taxes assessed against and levied upon fixtures, furnishings, equipment, and all other personal property of the Society contained in the Premises. 12.2 Tax on Rent: the Society shall pay any business and occupation or similar gross receipts tax, but not including any federal or state income tax or franchise tax. 13. Utilities/Service Contracts Upon possession, the Society shall pay for all services and utilities supplied to the Premises including, without limitation, all power, heating oil, water, garbage, and security system services. 14. Indemnitv/Insurance. (a) The City shall not be liable for any injury to any person, or for any loss of or damage to any property (including property of the Society), occurring in or about the Premises from any cause whatsoever. The Society shall hold and save the City harmless from any and all losses, damages, liabilities, or expenses (including attorneys' fees and other expenses of litigation) resulting from any actual or alleged injury to any person, and/or from any actual or alleged loss of or damage to any property, occurring in or about the Premises from any cause whatsoever. 4 (b) The Society shall, at its own expense, maintain proper liability insurance with a reputable insurance company or companies in the minimum amount of One Million and NollOO Dollars ($1,000,000.00) per incident and in the minimum amount of Two Million and No/I 00 Dollars ($2,000,000.00) annual aggregate to indemnify both the City and the Society against any such claims, demands, losses, damages, liabilities, or expenses. The City shall be named as additional insured and shall be furnished with a copy of the certificate of insurance, which shall bear an endorsement that the same shall not be canceled except upon 30 days prior written notice to the City. (c) The Society agrees that it will not do nor permit to be done in or about the Premises any act or thing which will invalidate any insurance thereon, or increase the rate of insurance over and above the usual rate for buildings used for general business purposes, nor will the Society permit the Premises to be put, kept, or maintained in such condition or so occupied that the same will not be insured. (d) The Society hereby releases the City from liability and waives all right of recovery against the City for any loss of, in or about the Premises, from perils insured against under the Society's fire insurance contacts, including any extended coverage endorsements thereof, whether due to negligence or any other cause; provided, however, that this section shall be inapplicable if it would have the effect, but only to the extent it would have the effect, or invalidating any insurance coverage of the City or the Society. 15. Fire or Other casualty. In the event the Premises are damaged and/or destroyed by unavoidable casualty or risks covered by standard insurance to such an extent as to render any portion of the Premises untenantable, the City shall have the option to demolish, rebuild or repair the Premises. The City shall have thirty (30) days after the date of written notification by the Society of the happening of any such contingency in which to notify the Society of the City's intention to rebuild or repair the Premises or the parts so damaged. If the City elects to rebuild or repair said Premises, the City shall prosecute the work of such rebuilding or repairing without unreasonable delay. If the City fails to give said notice within said period, the Society shall have the right to terminate this Agreement by written notice to the City at any time prior to commencement of reconstruction or repair of the Premises. 16. Eminent Domain. In the event of a taking of all or any part of the Premises by eminent domain and such taking renders the Premises unsuitable for the activities of the Society, then this Agreement may at the option of either party, be terminated as of the date when the Society is required to vacate the portion of the Premises so taken. Exercise of said option to terminate shall be made by written notice given to the other party not more than ninety (90) days after either party has received notice of the taking, and if terminated, all rents shall be paid to the date of termination. The City reserves and accepts all rights to compensation and damages to the Premises for any taking by eminent domain, and the 5 Society shall make no claim whatsoever against the City for damages for termination of its leasehold interest in the Premises or for interference with its business. the Society may pursue its own claim against the condemning authority for compensation and damages for loss of its leasehold interest. 17. Bankruptcv. Neither this Agreement nor any interest therein nor any estate hereby created shall pass to any trustee or receiver in bankruptcy or to any other receiver or assignee for the benefit of creditors or otherwise by operation of law. In the event that the Society is declared or adjudicated bankrupt, or voluntarily offers to creditors terms of composition, or in case a receiver is appointed to take charge of and conduct the affairs of the Society, the City may, at is option, declare this Agreement terminated and null and void, and may re-enter the Premises immediately. Nothing in this section 17 shall be construed to limit the right of the City to prove its claim in any such bankruptcy or receivership for installments of rent due and unpaid at the time of such bankruptcy or receivership regardless of whether the City elects to terminate this Agreement as provided in this 17, and acceptance of any such rent or proceeds shall not impair the City's rights to so terminate this Agreement. 18. Assi!!nment or Sublease. The Society agrees that it will not assign this Agreement, permit, or suffer any assignment hereof by operation of law, or sublet the Premises or any portion thereof, without the prior written consent of the City. No consent given by the City or under this section 18 shall have the effect of thereafter rendering inapplicable any of the restrictions contained in this section 18, but all such restrictions shall remain in full force and effect as to any subsequent transactions notwithstanding the giving of such consent. 19. The Society's Compliance with Laws. The Society shall observe, and be responsible for and bear all expenses of complying with all orders, ordinances, rules, regulations, requirements, and instructions of all municipal, state, and federal authorities relative to the Premises. The Society will not allow any illegal acts to be conducted on the Premises, will not overload or permit waste of or damage or injury to the Premises, and will keep all drainage pipes free and open and will protect water, heating, and other pipes from freezing so that they will not become clogged or broken. 20. Si!!ns. No signs shall be placed on the Premises without the prior written approval of the City. 6 21. Inspection. The City shall have the right to inspect the Premises at all reasonable times and the right to enter the same whenever it is reasonably necessary for the exercise of any right or privilege of the City under this Agreement. Provided, however, that except in the case of an emergency, the City shall endeavor to provide the Society with reasonable notice prior to entering the Premises. 22. Default. (a) Time is of the essence hereof. If the Society shall neglect or fail to perform or observe any of the covenants or conditions contained herein on its part to be observed and performed and continue to be in default for a period of ten (10) days or, if the default be other than one due to non-payment of any sums due by the Society under this Agreement ten (10) days (if more than ten (10) days are required to cure any such default, the Society shall commence to cure such default with said days and shall faithfully pursue completion thereof as expeditiously as possible) after written notice by the City of such breach, then the City may, at its option, perform such duties or obligations for the Society and upon completion thereof bill the Society for the cost of said performance (payable immediately), and bearing interest at twelve percent (12%) per annum, or such lesser rate as may be permitted by applicable law) or at its option the City may, without notice and immediately upon such breach, enter into and upon the Premises, or any part thereof, and repossess the same, and upon entry, as aforesaid, this Agreement, at the option of the City shall terminate and wholly expire, and the Society covenants and agrees that upon such termination it will indemnify the City of the cost of renovation the Premises for a new tenant and against all loss of rent which the City may incur by reason of such termination during the residue of the term of this Agreement. (b) Upon any termination of this Agreement, whether by lapse of time or otherwise, or upon termination of the Society's right to possession without termination of this Agreement, the Society shall surrender possession and vacate the Premises immediately and deliver possession thereof to the City. The Society hereby specifically grants to the City full and free license to enter into and upon the Premises in such event with or without process of law and to repossess itself of the Premises as of the City's former estate and to expel or remove the Society and any others who may be occupying or within the Premises and, at the City's option, to remove any and all property therefrom using such force as may be necessary. The Society hereby grants said license to enter as aforesaid to the City and/or its designated agents, who in the exercise of which shall not be deemed in any manner guilty of trespass, eviction, or forcible entry or detainer, and without relinquishment of the City's rights to rent or any other right given to the City hereunder or by operation of law. The Society expressly waives the service of any demand for the payment of rent or for possession and, except for notice provided in section 22(a), the Society expressly waives service of any notice ofthe City's elections to terminate this Agreement or to re-enter the Premises, including any statute or other law, and agrees that the simple breach of any covenant or provision of this Agreement by the 7 Society shall, of itself, without the service of any notice of demand whatsoever, constitute a forcible and/or unlawful detainer on the Premises by the Society. 23. No Waiver. No failure by either of the Parties to exercise any of the remedies available to it by the terms of this Agreement, or by operation of law, upon any breach of this Agreement by the Society or upon any default hereunder by the Society shall constitute a waiver by the City of any other breach or default by the Society, or any subsequent like breach or default; and the acceptance of rent hereunder by the City shall in no event constitute a waiver by the City of any branch or default unless the City specifically intends it is so to do advises of such fact in writing. 24. Attornev Fees. In the event either of the Parties defaults on the performance of any terms of this Agreement or either Party places the enforcement of this Agreement in the hands of an attorney, or files a lawsuit, each Party shall pay all its own attorneys' fees, costs and expenses. The venue for any dispute related to this Agreement shall be King County, Washington. 25. HoldiDf! Over. Any holding over and continued occupancy by the Society after the expiration of the term herein created shall be on a tenancy from month to month, and either party hereto shall have the right to terminate the same by giving twenty (20) days' written notice of its intention to terminate said tenancy. 26. Notices. All notices herein provided or permitted to be given by either the City or the Society to the other may be given by enclosing the same in a sealed envelope properly addressed to the other and depositing the same, registered with postage prepaid thereon, in the United States Post Office, and service shall be deemed complete at the time of such deposit. For the purpose of this section, the address of the Society shall be P.O. Box 25430, Federal Way, W A 98093, and the address of the City shall be P.O. Box 9718, Federal Way, W A 98063-9718, subject to the right of either party to designate by notice in writing to the other a new address to which said notice shall be sent. 27. Successors and Assh!ns. This Agreement shall be binding upon and for the benefit of the City and the Society, and their respective successors and assigns; provided that no assignment by the Society, or by operation of law, which violates any of the terms of this Agreement shall vest any rights in the assignee. 8 28. Shmature Authoritv. It is hereby acknowledged that the Society's signatory of this Agreement has the authority to so sign and bind the Society in its entirety. 29. General Provisions. This Agreement contains all of the Agreements between the City and the Society with respect to any matter covered or mentioned in this Agreement. No provision of this Agreement, including this provision, may be amended or modified except by written agreement signed by the Parties. 30. Headin!!s. The headings herein contained are inserted only as a matter of convenience and for reference and in no way define, limit, or describe the scope of intent of this Agreement or in any way affect the terms and provisions hereof. 31. No commission. The City and the Society agree that there is no commission due to any broker upon execution of this Agreement. 32. Severability. If any provision of this Agreement is held invalid for any reason whatsoever, such invalidity shall not affect any other provision which can be given effect without the invalid provision, and to that end, provisions of this Agreement are declared to be severable. 9 DATED the day and year set forth above. ATTEST: 10 CITY OF FEDERAL WAY By-a /h ~ Cory M. Roe, ;:( Assistant City Manager/Chief Operating Officer Emergency Manager 33325 8th Ave S PO Box 9718 Federal Way, WA 98063-9718 THE HISTORICAL SOCIETY OF FEDEr W~~~ ~~~~oat 6,.t<A<-~ C K","'r1R.~ 2645 South 312th Street T(L~~ Federal Way, WA 98003 206-412-5545 STATE OF WASHINGTON) ~ . ) ss. COUNTY OF 14ft) \ 1- G~c:..l(). t. \c:.~.,-~ On this day personally appeared before me ~a Noble-Gulliford, to me known to be the 1vuSv-yeJ' .l4-ssidoot of The Historical Society of Federal Way 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 ~ was authorized to execute said instrument and that the seal affixed, if any, is the corp&<ate seal of said corporation. GIVEN my hand and official seal this !1L ~ day of ~ ' 2008 .. ~ 6. -<tae-tcIuJ A.. &1/A.U>o~ (typed/printed name of notary) Notary Public in and for the State of Washington. My commission expires /0 - 3c:> - /l) 11 EXHIBIT A TO LEASE AGREEMENT Premises Area Exhibit A ............................................................. 50 'Feet Legend . t.... . Building ; ...: Property Line street pavement. Sidewalk Map Date: 512008 ~ Scale: N 0 25 , ~ Federal Way This map Is accompanied by NO warranties. 12 EXHIBIT B TO LEASE AGREEMENT Maintenance Schedule Circuits to be used within the rated amperage. Extension cords and space heaters to be used in accordance to current fire codes. Maintain and repair all outlets, switches, lighting and service anel. Maintain all fixtures, sewer lines and waterlines. Protect interior and exterior hose bibs from freezing. Inspect fittings and test relief valve. Hot water heater thermostat not to be set above 120 degrees F. to prevent scalding Service per manufacturers recommendations. Entire system to have a minimum of an annual full service. Maintain rust corrosion inhibitor in the radiator lines. Fire Extinguishers and . . k d t t Test and servIce and replace battenes 2/year smo e e ec ors Electrical outlets Electrical system Plumbing system Hot water heater Heating system Roof Gutters Sidewalks, entries Pest control Painting Floor coverings Landscape beds Fire Codes Exterior of building GraffitiN andalism Inspect and repair as needed. Inspect, clean as needed Keep clean and accessible Inspect and control as needed Protect and maintain interior and exterior walls, ceilings, interior and exterior trim and all paint coatings from damage. Changing of color must be approved by Park manager/supervisor Protect and maintain all surfaces to keep clean and sanitized. Landscape beds to be weed free and trees and shrubs pruned and maintained properly around the building. Maintain fire code requirements and correct any deficiencies that may be identified from a Fire Dept inspection. Keep vegetation off of building and clean exterior walls, brick, windows etc..., to remove dirt, moss and to keep in good repair Repair/restore to condition before incident Exterior, including Pick up all litter and debris and dispose of in dumpster or lawn area and sign bed recycling on site; includes emptying exterior garbage cans. 13 as needed ongomg ongomg annual annual annual annual semi-annual ongomg ongomg as needed as needed as needed annual ongomg semi-annual as needed ongomg EXHIBIT C TO LEASE AGREEMENT The following is a list of the major building system improvements and maintenance items from Paragraph 8 of this agreement that the City agrees to have completed prior to the Society taking possession. I. Electrical: Bring existing electrical up to code throughout the whole building, including but not limited to anew service panel, surface mounted wire molding and a dedicated outlet for a copier in the administrator's office (main floor, southwest comer near east side of entrance door). New service panel will be able to accommodate a new electrical boiler. 2. Roof: Tear off and replace with a 45-year architectural shingle. Gutters and downspouts to be cleaned and/or repaired and painted if needed. 3. Replace all existing windows with double paned vinyl windows, 4. Replace the original oil boiler with a new energy efficient electrical boiler. City to disconnect oil tank from the building and properly de-commission ofthe tank. 5. City to remove current vegetation off the building and clean exterior walls and brick. 6. City to trim trees and shrubs around building and over the roof. Landscaped beds to be weed free. 7. Exterior walls, trim and porches to be repaired and painted. 8. City to replace existing hot water heater with new hot water heater. Existing water heater is 18 years old. When installing new hot water heater, add dielectric nipples at top oftank, seismic restraints around tank and secure to wall. 9. Before taking possession the City shall have the fire department do an inspection for deficiencies. Any deficiencies identified, the City will correct before the Society takes posseSSIOn. 10. City to appraise Society of existing pest control program and pest issues. City to make repairs, before Society takes possession, as advised by pest management company to eliminate any pests in the future in order to eliminate or manage the pest problem. II. The City understands that the Society will be applying for a grant to offset part of the Society's costs for above improvements. The Society will apply for said grant immediately upon agreement of this lease agreement by the City and the Society. The City agrees to perform the work on the roof and heat after the Society receives the grant 14 monies for the roof to be replaced. The City understands that 4Culture will not grant monies for improvements after the improvements have been completed. 15 License Detail Page 1 ofl License Detail Help us improve this online se License Information: Entity Name: Firm Name: License Type: Entity Type: UBI: Status HISTORICAL SOCIETY OF FEDERAL WAY HISTORICAL SOCIETY OF FEDERAL WAY Washington State Business Nonprofit Corporation 601116929 Business ID:001 Location ID:0002 To check the status of this company, go to Secretary of State.. Location Address: 31850 7TH AVE SW FEDERAL WAY, WA, 98023 Mailing Address: PO BOX 25430 FEDERAL WAY, WA, 98093 View Additional Locations Governing People: GERALD KNUTZEN Information Current as of 07/18/2008 4:31AM Pacific Time [ New Search] This site is limited to searching for business and professional licenses issued by the Departme Licensing or through the Master License Service. You may wish to click on OTHER LICENSE: check for information on licenses issued by other agencies. Department of Licensl!:l9.-Home Privacy Policy Other Licenses Contact Us Use of lists of individuals provided on this site for commercial purposes is prohibited under Ch 42.56 of the Revised Code of Washington. https://fortress.wa.gov/dol! dolprod/bpdLicenseQuery /lqsLicenseDetail.aspx?SessID=4363... 7/18/2008