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ORD 15-789 ORDINANCE NO. #15-789 AN ORDINANCE of the City of Federal Way, Washington, extending the term of the franchise agreement established in ordinance 05-512 and granting Twin Lakes Golf and Country Club nonexclusive rights to occupy rights-of-way of the City of Federal Way, within the specified franchise area, for purposes of maintaining, repairing and operating an irrigation system within and through the City of Federal Way; (Amending Ordinance No. 05-512). WHEREAS, Twin Lakes Golf and Country Club has previously requested a franchise from the City of Federal Way in order to operate, maintain, and repair an irrigation system within certain rights-of-way as depicted in Exhibit A attached hereto and incorporated herein; and WHEREAS, the City Council of Federal Way previously found that it is in the public interest to grant such a franchise and did grant a franchise that specifies the rights and duties of Twin Lakes Golf and Country Club through a franchise; and WHEREAS, RCW 35A.47.040 permits the City of Federal Way to grant nonexclusive franchises for the use of public streets, bridges or other public ways for things such as poles, conduits, tunnels, towers and structures, pipes and wires and appurtenances thereof for water, sewer and other private and publicly owned and operated facilities; and WHEREAS, in granting such a nonexclusive franchise, the City of Federal Way reserves such other powers and authorities granted to Washington code cities by general law; and WHEREAS, Section 4 of the franchise established in Ordinance 05-512 allows the parties to extend the term of the original 10-year franchise for an additional term of 10 years, and the Twin Lakes Golf and Country Club has expressed a desire to do so; and WHEREAS, the City Council of Federal Way finds that it is in the public interest to extend this franchise for an additional 10 year term; Ordinance No. 15-789 Page 1 of 5 NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF FEDERAL WAY, WASHINGTON, DO ORDAIN AS FOLLOWS: Section 1. The term of the franchise established in Ordinance 05-512 and attached as Exhibit A is extended for an additional ten (10) years commencing on the effective date of this ordinance. Section 2. Severability. The provisions of this ordinance are declared separate and severable. The invalidity of any clause, sentence, paragraph, subdivision, section, or portion of this ordinance, or the invalidity of the application thereof to any person or circumstance, shall not affect the validity of the remainder of the ordinance, or the validity of its application to any other persons or circumstances. Section 3. Corrections. The City Clerk and the codifiers of this ordinance are authorized to make necessary corrections to this ordinance including, but not limited to, the correction of scrivener/clerical errors, references, ordinance numbering, section/subsection numbers and any references thereto. Section 4. Ratification. Any act consistent with the authority and prior to the effective date of this ordinance is hereby ratified and affirmed. Section 5. Effective Date. This ordinance shall be effective thirty (30) days after passage and publication as provided by law. Ordinance No. 15-789 Page 2 of 5 PASSED by the City Council of the City of Federal Way this 5th day of May, 2015. CITY OF FEDERAL WAY tiLAGIL. ► OR, IM FERRELL ATTEST: A6LL,A. AW LERK, STEPHA COURTNEY, CMC APPROVED AS TO FORM: CITY AT EY, AMY JO PEARSALL FILED WITH THE CITY CLERK: 04/17/2015 PASSED BY THE CITY COUNCIL: 05/05/2015 PUBLISHED: 05/08/2015 EFFECTIVE DATE: 06/07/2015 ORDINANCE NO.: 15-789 Ordinance No. 15-789 Page 3 of 5 ACCEPTANCE: The undersigned hereby accepts all the rights and privileges of the above granted License and acknowledges that such rights and privileges are subject to and limited by all of the terms,conditions and obligations contained therein. DATED this 2�°day of ,2015. TWIN LAKES GOLF AND COUNTRY CLUB BY: G %/ T v 6 � iG'r-5 b acv , Ordinance No. 15-789 Page 4 of 5 EXHIBIT A Ordinance No. 15-789 Page 5 of 5 EXHIBIT A ORDINANCE NO.013:11.4,_ AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF FEDERAL WAY,WASHINGTON,GRANTING TWIN LAKES GOLF AND COUNTRY CLUB, A NONEXCLUSIVE FRANCHISE TO OCCUPY RIGHTS- OF-WAY OF THE CI'T'Y OF ,FEDERAL WAY, WASHINGTON,WITHIN THE SPECIFIED FRANCHISE AREA FOR THE PURPOSES OF MAINTAINING, REPAIRING AND OPERATING AN IRRIGATION SYSTEM WITHIN AND THROUGII THE CITY OF FEDERAL WAY. WHEREAS,Twin Lakes Golf and Country Club has requested a franchise from the City of Federal Way, in order to operate, maintain,and repair an irrigation system within certain rights-of-way as depicted in Exhibit A attached hereto and incorporated herein;and WHEREAS, the City Council of Federal Way finds that it is in the public interest to grant such a franchise,which will specify the rights and duties of Twin Lakes Golf and Country Club through a franchise;and WHEREAS,RCW 35A.47.040 permits the City of Federal Way to grant nonexclusive - franchises for the use of public streets, bridges or other public ways for,inter alia for poles, conduits,tunnels,towers and structures,pipes and wires and appurtenances thereof for water, sewer and other private and publicly owned and operated facilities;and WHEREAS,in granting such a nonexclusive franchise,the City of Federal Way reserves such other powers and authorities granted to Washington code cities by general taw; NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF FEDERAL WAY, WASHINGTON, DOES HEREBY ORDAIN AS FOLLOWS: ORD#Qc-Sj?- , PAGE t C- 3 Section 1. Definitions Where used in this Franchise the following terms shall be defined as follows: 1.1 "City"means the City of Federal Way,Washington,a municipal corporation of the State of Washington,and its respective successors and assigns_ 1,2 "Council"means the City of Federal Way Council acting in its official capacity. 1.3 "Director"means the Public Works Director,or designee,of the City of Federal Way Public Works Department. 1.4 "Facilities";means Franchisee's pipes and equipment to be located within the public right-of-way. 1.5 "FWCC"means the Federal Way City Code. 1.6 "Franchise Area" means rights-of-way located in the City of Federal Way and } shown in Exhibit A attached hereto,and/or any other areas approved by the Federal Way City Council and incorporated into this Ordinance via amendment. The Franchisee shall place Facilities on the rights-of-way in the Franchise Area only and not on any other public property, owned in whole or in part,leased,or otherwise occupied by the City. 1.7 "Franchisee" means Twin Lakes Golf and Country Club, and its respective successors and assigns if consented to by the City of Federal Way as provided in Section 25 herein. Section 2. Grant/Acceptance 2.1 Grant of Franchise. The City hereby grants to Franchisee the nonexclusive right to enter upon the Franchise Area for the limited purpose of constructing,excavating,installing, maintaining, restoring, and repairing Facilities within the Franchise Area. This franchise is ORD it D$- (a. ,PAGE 2 C- specifically limited to the right for Franchisee to install Facilities owned and operated by Franchisee. 2.2 Acceptance by Franchisee. Franchisee shall have no rights under this Franchise,nor shall"Franchisee be bound by the terms and conditions of this Franchise,unless Franchisee shall,within thirty(30)days after the effective date of this Franchise, file with the City its written acceptance of this Franchise and all of its terms and conditions. Section 3. Non-Franchise Area City Property This Franchise does not and shall not convey any right to Franchisee to install its Facilities on, under,over, across,or to otherwise use City-owned or leased properties of any kind outside the Franchise Area,or to install Facilities on,under,over,across or otherwise use any City owned or leased property within the Franchise Area other than public roads,streets, avenues,alleys and highways. Section 4. Term - Subject to Franchisee filing its acceptance pursuant to Subsection 2.2,the term of this Franchise shall be for a period of ten (10) years commencing on the effective date of this Franchise,unless terminated earlier pursuant to this Franchise or other applicable law. This Franchise may be renewed for one additional ten (10) year period upon written request of Franchisee,not more than two(2)years or less than one hundred eighty(180)days prior to the expiration of the initial term. Section 5. Location of Facilities 5.1 Location. The Facilities permitted by this Franchise shall be installed underground. The "locatioo of the Facilities, including the underground Facilities and ORD# ,/ .,PAGE 3 " c- S appurtenances,their depths below surface of ground or grade of a right-of-way,and any related 3 existing equipment to which the Facilities are connected shall be depicted on a map and submitted to the City within thirty(30)days of the installation of the Facilities. Upon written request of the City, Franchisee shall update such map to reflect actual or anticipated improvements to the system. Any such map (or update thereof) so submitted shall be for informational purposes only and shall not obligate Franchisee to undertake any specific improvements, nor shall such map be. construed as a proposal to undertake any specific improvements. 5.2 GIS Data. At such time as Franchisee develops or employs Geographic Information System("GIS") technology,Franchisee shall submit the information required in Subsection 5.1 above in digital GIS format, showing the location of its Facilities within the Franchise Area. 5.3 Design Marking_ In the event the City desires to design new streets or intersections,renovate existing streets,or make any other public improvements,Franchisee shall at the City's reasonable request, provide the location of Franchisee's underground Facilities within the Franchise Area by either field markings or by locating the Facilities on the City's design drawings,and shall provide all other reasonable cooperation and assistance to the City. 5A Utilities. Nothing herein is intended to relieve the parties of their respective obligations arising under Chapter 19.122 RCW or other applicable law with respect to determining the location of utility facilities prior to construction. Section 6. Noninterference of Facilities Franchisee agrees to maintain its Facilities,perform any and all activities,and exercise ORD#O, 2- ,PAGE 4 G_ 6 any and all rights authorized by this Franchise:(1)so as not to unreasonably interfere with the free passage of traffic; (2) in accordance with the laws of the State of Washington and City ordinances,requirements, franchise provisions,regulations,resolutions,rules,and policies as now existing or as hereafter amended;and(3) as required by the Director. This requirement applies whether or not the work is performed by the Franchisee, its agents, employees, subcontractors,or other third parties at Franchisee's direction. Section 7. Requirement to Obtain Permits 7.1 Permits and.Permit Applications. Franchisee shall,at its expense, obtain all permits,including rights-of-way permits,and pay all permit fees required by applicable City ordinances,regulations,resolutions,rules and policies prior to commencing any work within the Franchise Area. Franchisee permit applications shall show the position and location of the proposed facilities to be constructed,laid,installed,or erected at that time show their relative position to existing rights-of-way or property lines upon prints drawn to scale,designate rights- of-way by their names and improvements,such as,but not limited to,sidewalks,curbs,gutters, shoulders of roadway,ditches,paved roadways,roadways to property lines,turnouts,parking strips, telephone or electric distribution poles, and water pipes existing on the ground to be occupied,or as required by the Director. The Franchisee shall specify the class and type of materials to be used,equipment to be used,and mode of safeguarding and facilitating the public traffic during construction. Materials and equipment shall be in new or like-new condition for its type and kind. The manner of excavation,construction,installation,backfill,and temporary structures such as; but not limited to, traffic turnouts and road obstructions shall meet the standards of the FWCC and be satisfactory to the Director. AR traffic control shall be in ORD# .S - 1 • ,PAGE 5 C-7 accordance with the right-of-way permit, and shall be in accordance with the Manual on Uniform Traffic Control Devices (MUTCD). The Franchisee shalt indicate on any permit application the time needed to complete the work. The time needed to complete the work is subject to approval by the City as a condition of the issuance of the permit or approval. 7.2 Fmer,enc Exce 6 Lion to Permit R.+Like ent. In the event of an emergency in which Franchisee's Facilities within the Franchise Area are in a condition as to immediately endanger the property, life, health or safety of any individual, Franchisee may take action immediately to correct the dangerous condition without first obtaining any required permit so long as:(1)Franchisee informs the City of nature and extent of the emergency,and the work to be performed,prior to commencing the work;and(2)such permit is obtained by Franchisee as soon as practicable following cessation of the emergency. M1 7.3 Routine Maintenance. Franchisee shall have the right to conduct routine maintenance to repair, modify, supplement, replace or upgrade the Franchisee's Facilities, provided that the Franchisee shalt obtain any necessary right of way use permit and any other permits or authorizations required by all applicable federal, state, and local laws, rules and regulations prior to the performance of any said routine maintenance. Section 8. Standard of Performance The Franchisee shall not excavate for a distance of more than one hundred feet(10(Y) without immediately backfilling and compacting to surface grade and city standards; Backfilled trench areas within a driving lane must be patched,either temporarily or permanently,before the end of the work day in which they have been opened_ Trench areas within the right-of-way,but 'not within a driving lane,must also be patched within the time limits specified by the City on ORD# PAGE 6 C the right-of-way use permit. Final surface restoration shall be completed within thirty(30)days and shall be equal to or better than the surface condition prior to permit issuance. Any asphalt overlay completed within the Franchise Area during the five(5)year-period - immediately prior to the date of permit application shall not be open cut by Franchisee unless required by an emergency and subject to the provisions of Subsection 7.2 above. Franchisee shall install new asphalt overlay on any street that is open cut, whether in an.emergency or otherwise,for a minimum of one(1)block(approximately 500 feet)in length in both directions from the open cut,unless determined otherwise by the Director. Within fifteen (15) days of completion of any installation of Franchisee's Facilities within the Franchise Area, Franchisee shall submit to the Director plans, stamped by a Professional Engineer licensed by the State of Washington,showing the"as-built" location of the Facilities. Section 9. Survey Markers and Monuments Franchisee shall, using a licensed surveyor, immediately replace all markers or monuments disturbed during any work by Franchisee within the Franchise Area. Franchisee shall pay all costs associated with such lost,destroyed or disturbed monuments or markers. Section 10. Surface fiarldtt s/Stakes Prior to Franchisee commencing any excavation work within the Franchise Area that disturbs any monument or marker, Franchisee shall, using a licensed surveyor,reference all monuments and markers relating to subdivisions, plats, highways, and other surveys. The reference points shall be located so that they shall not be disturbed during the Franchisee's - operations under this Franchise. The method of referencing these monuments or other points ORD#C6:6/671- , PAGE 7 CA shall be approved by the City before placement. The construction shall be made as expeditiously as conditions permit,and as directed by the City. The cost of monuments or other markers lost,destroyed,or disturbed,and the expense of replacement of the monuments,shall be borne solely by the Franchisee. A complete set of reference notes for monuments and other ties shall be filed with the City. Section 11. Right of City to Complete Work In the event Franchisee fails to comply with any applicable federal,state or City laws, ordinances,rules,regulations,standards or policies or with any of the terms of this Franchise, and such noncompliance continues for a period often(10)days after Franchisee receives written notice from the City regarding the noncompliance, the City may, but in no event is the City obligated to,order any work completed,including without limitation Franchisee's obligation to repair pursuant to Section 13 herein and Franchisee's obligation to remove or relocate facilities pursuant to Section 12 herein. If the City causes such work to be done by its own employees or by any person or entity other than Franchisee,Franchisee shall,upon the City's written request, immediately reimburse the City for all reasonable costs and expenses incurred by the City in having such work performed,which costs may include the City's reasonable overhead expenses and attorneys fees_ Section 12. Required Relocation of Facilities 12.1 City Reservation of Rights. The City reserves the right to use,occupy and enjoy all or any part of the Franchise Area,either above,below,or adjacent to the Facilities,for any purpose that is not inconsistent with the terms and conditions of this Franchise. The rights reserved herein include,without limitation,the construction,installation,and/or maintenance of ORD#05 5 ,PAGE 8 C—/� any electrical, water, sewer or storm drainage line, traffic signals, street lights, trees, landscaping,bicycle paths and lanes, equestrian trails,sidewalks,otherpedestrian amenities, and other public street improvement projects. This Franchise is not an exclusive and Franchise shall not be construed to in any manner prohibit the City from granting other and further Franchises in,under,over,upon,and along the Franchise Area,nor from exercising such other powers and authorities granted to the City by the Washington State Constitution and general law. 12.2 Ciys Duties. fn the event the City undertakes any work, including necessary maintenance within a right-of-way in which Franchisee's facilities are located,and such work necessitates the relocation of Franchisee's then existing Facilities within the Franchise Area,the City shall: (a) Provide written notice of the required relocation to Franchisee within a reasonable time prior to the commencement of such City work;and • (h) Provide Franchisee with copies of pertinent portions of the City's plans and specifications so that Franchisee may relocate its Facilities to accommodate the City work. Nothing in this section shall be construed as to relieve Franchisee of its duty and obligation to relocate its Facilities, at Franchisee's sole cost, for any improvement project undertaken by,or on behalf of,the City in the interest of public health,safety,welfare,necessity or convenience,as adjudged in the sole discretion.of the City. • 12.3 Franchisee's Duties. Within thirty(30)days of receipt of the City notice under Subsection 12.2(a)requiring relocation and receipt of the plans and specifications pursuant to Subsection 12.2(b),Franchisee shall raise,lower,or move such Facilities within the Franchise ORD##_OS �. l2 PAGE 9 �_ lt Area at its sole cost and expense to the location or position directed by the City, to cause the [east interference with the improvement,repair,or alteration contemplated by the City and to conform to such new grades as may be established. If the City improves a right-of-way, Franchisee shall, at its sole cost and expense, upon receipt of notice, replace the Facilities located in the improved subgrade of the improvement with substitute Facilities conforming to the specifications for the improvement of the right-of-way. 12.4 Other Relocation. Whenever any person or entity,other than the City,requires the relocation of Franchisee's Facilities to accommodate.the work of such person or entity within the Franchise Area;or,whenever the City requires any person or entity undertaking any work(other than work undertaken at the City's cost and expense or on the City's behalf as described below)within the Franchise Area to undertake any street improvement project in or use of the Franchise Area as authorized under Subsection 12, and such work, street improvement project or other use necessitates the relocation of Franchisee's then existing Facilities within the Franchise Area,then Franchisee shall have the right as a condition of any such relocation to require such person or entity to make payment to Franchisee,at a time and upon terms acceptable to Franchisee,for any.and all costs and expenses incurred by Franchisee in the relocation of Franchisee's Facilities_ . Any condition or requirement imposed by the City upon any person or entity(including, without limitation, any condition or requirement imposed pursuant Ito any contract or in conjunction with approvals or permits for zoning,land use,construction or development)which necessitates the relocation of Franchisee's Facilities within the Franchise Area shall be a required relocation for purposes of this Subsection 12.4;provided,however,(a)in the event the ORD#06 -,,1 J 7s ,PAGE 10 C- lZ City reasonably determines(and promptly notifies Franchisee in writing of such determination) that the primary purpose of imposing such condition or requirement upon such person or entity is to cause the construction ofan electrical,water,sewer or storm drainage line,a public street improvement(including without limitation the construction or installation ofany traffic signals, streetlights, trees, landscaping,bicycle paths and lanes,equestrian trails,sidewalks, or other pedestrian amenities),on the City's behalf,and(b)such public street improvement is otherwise reflected in the current "capital facilities"element of the City's comprehensive plan or other similar City Council-approved improvement plans,then only those costs and expenses incurred by Franchisee in integrating and connecting such relocated Facilities with Franchisee's other Facilities shall be paid to Franchisee by such person or entity,and Franchisee shall otherwise relocate its Facilities within such segment of the Franchise Area in accordance with the provisions of Subsection 123. Section 13. Daaiie Repair In case of damage by the Franchisee,its agents or employees or by the Facilities of the Franchisee to rights-of-way,or to public and private improvements within or adjacent to rights- of-way,the Franchisee agrees to repair the damage at its own cost and expense. The Franchisee shall,upon discovery of any such damage,immediately notify the City. The City will inspect the damage, and set a time limit for completion of the repair. If the City discovers damage caused by the Franchisee to rights-of-way,or to public and private improvements within or adjacent to rights-of-way,the City shall give the Franchisee notice of the damage and set a time limit in which the Franchisee must repair the damage. In the event the Franchisee does not 01W# , PAGE 11 C_ f3 repair a right-of-way or an improvement as required in this section, the City may repair the damage pursuant to Section 11 of this Agreement. Section 14. Default 14.1 Notice of Default. In addition to other remedies set forth herein,if Franchisee shall fail to comply with any of the provisions of this Franchise,the City may serve a written notice to Franchisee ordering such compliance and Franchisee shall have sixty(60)days from the receipt of such notice in which to comply. 14.2 Revocation of Franchise.If Franchisee is not in compliance with this Franchise after the expiration of the sixty (60) day period, the City may, by resolution, declare the franchise immediately revoked. Section 15. Nonexclusive Franchise J This Franchise is not an exclusive franchise.Without limiting Franchisee's rights under this Franchise,this Franchise shall not in any manner prohibit the City from granting other and further franchises in,under,over,upon,and along the Franchise Area. This Franchise shall not prohibit or prevent the City from using the Franchise Area for any reason not inconsistent with this Franchise or affect the jurisdiction of the City over the Franchise Area or any part thereof. The City reserves the right to use,occupy and enjoy the Franchise Area for any purpose that is not inconsistent with the terms and conditions of this Franchise,including without limitation, the construction of any electrical, water, sewer or storm drainage line, installation of traffic signals, street lights,trees, landscaping, bicycle paths and lanes, equestrian trails,sidewalks, other pedestrian amenities,and other public street improvement projects. ORD # -901' ,PAGE 12 c- 1� Section 16. Limited Riehts This Franchise is intended to convey only a limited right and interest to Franchisee in the . Franchise Area. This Franchise is not a warranty of title or conveyance of any ownership interest in or to the Franchise Area to Franchisee. Section 17. Eminent Domain The existence of this Franchise shall not preclude the City from acquiring by condemnation, in accordance with applicable law, all or a portion of Franchisees Facilities within the Franchise Area for the fair market value thereof. In determining the value of such Facilities, no value shall be attributed to the right to occupy-the Area conferred b`y this Franchise. Section 18. Vacation j. • If at any time the City,by ordinance,vacates all or any portion of the Franchise Area,the City will not be liable for any damages or loss to the Franchisee by reason of such vacation.The City shall notify Franchisee in writing not less than 30 days before vacating all or any portion of the Franchise Area. The City may,after thirty(30)days written notice to Franchisee,terminate this Franchise with respect to any such vacated area. Section 19. Compliance with Laws 19.1 General. Franchisee shall comply with all applicable federal,state and City laws, franchises, resolutions, regulations, standards, policies and procedures, as now existing or hereafter amended or adopted,including without limitation the State Environmental Policy Act; provided,however,that if any term or condition of this Franchise and any term or condition of ORD#05--S-A? ,PAGE 13 any City law,code,franchise,resolution,regulation,standard,procedure,permit or approval are in conflict,the team or condition of this Franchise will control. 19.2 Future City of Federal Way Regulation. Franchisee acknowledges that the City may develop rules,regulations,ordinances and specifications for the use of the right-of-way which shall Franchisee's govern Franchisee s Facitit►es and activities hereunder as if they were in effect at the time this Franchise was executed by the City and Franchisee covenants and agrees to be bound by same. Section 20. Guarantee Franchisee shall guarantee work completed by the Franchisee under this Franchise fora period of 10 years against settlement or repair. Section 21. Charge for Administrative Costs Franchisee agrees to pay a fee or a charge to recover the actual reasonable administrative expenses incurred by the City that are directly related to preparing and approving this Franchise. Nothing herein shall preclude the City from charging administrative fees or recovering any administrative costs incurred by the City in the approval of permits or in the supervision, inspection or examination of all work by Franchisee in the Franchise Area as prescribed in accordance with applicable provisions of the Federal Way City Code. Section 22. Indemnification Franchisee agrees to indemnify and hold harmless and defend the City, its elected . officials,officers,employees,agents,and volunteers from any and all claims,demands,losses, actions and liabilities(including costs and all attorney fees) to or by any and all persons or entities, including, without limitation, their respective agents, licensees, or representatives, ORD#L - ,l ,PAGE 14 e !lo arising from;resulting from,or connected with this Franchise to the extent caused in part or in whole by the acts, errors or omissions of the Franchisee, its officers,partners, shareholders, agents,employees,or by the Franchisee's breach of any provisions of this Franchise;provided, however, that this section shall not be construed as requiring Franchisee to indemnify,hold harmless or defend the City against claims or damages arising from the negligence of the City, its agents or employees. In the event any claim,demand,suit or action is commenced against the City that gives rise to Franchisee's obligation pursuant to this Section , the City shall promptly notify Franchisee thereof.Franchisee's selection of an attorney to defend any such claim, demand, suit or action shall be subject to the City's approval, which shall not be unreasonably withheld. Franchisee shall not settle or compromise any such suit or action except with prior written consent of the City,which shall not be unreasonably withheld The City shall have the right at all times.to participate through its own attorney in any suit or action which arises pursuant to this Franchise when the City determines that such participation is required to protect the interest of the City or the public. hi the event it is determined that RCW 4.24.115 applies to this Franchise,Franchisee agrees to defend,hold harmless and indemnify the City to the maximum extent permitted thereunder, to the full extent of Franchisee's negligence. Section 23. Insurance 23.1 Minimum Limits.The Franchisee agrees to carry as a minimum,the following insurance,in such forms and with such carriers as are satisfactory to the City. (a) Workers compensation and employer's liability insurance in amounts sufficient pursuant to the laws of the State of Washington; (b) Commercial general liability insurance with combined single limits of ORD# l of,,,PAGE 15 C - I� liability not less than$1,000,000 for bodily injury,including personal injury or death, products liability,contractual coverage,operations,explosion,collapse, underground and property damage;and (c) Automobile liability insurance with combined single limits of liability not less than $1,000,000 for bodily injury, including personal injury or death and property damage. 23.2 Mandate insurance Provisions. The comprehensive general liability insurance and automobile liability jnsurance policies shall be endorsed to contain the following provisions: (a) The City,its officers,elected officials,employees,and volunteers are to be named as additional insured; „+^ (b) Coverage shall apply separately to each insured against whom claim is made or suit is brought,except with respect to the limits of the insurer's liability, Coverage shall not be suspended,canceled,modified or reduced except after thirty(30) days prior written notice to the City delivered by certified mail,return receipt requested;and " Coverage shall be primary as to the City,its officers,officials,employees and volunteers.Any insurance or self-insurance by the City,its officers,officials,employees or volunteers shall be in excess of Franchisee's required insurance. 23.3 Verification of Coverage. Franchisee shall furnish the City with certificates of insurance and original endorsements evidencing the coverages required by this Section. The certificates and endorsements shall be signed by a person authorized by the insurer to bind coverage on its behalf and must be received and approved by the City prior to the ORD# - /2 ,PAGE 16 commencement of any work.At the City's request,Franchisee shall deliver certified copies of all required insurance policies. Section 24. Bond The Franchisee shall post a bond or assignment of funds in lieu of bond in the form attached as Exhibit B or C in the amount of 520,000 to guarantee performance,maintenance or repair in accordance with any provisions of this franchise. Additionally,before commencing any additional construction,improvement or work within"the City,the Franchisee shall post a bond or assignment of funds in lieu of bond in the form attached as Exhibit B or C in an amount determined by the City to guarantee performance,maintenance or repair in accordance with any permits required and with any provisions of this franchise. Procedures for submission and release of the bond or assignment of funds in lieu of bond shall be as provided in FWCC Sections 22-146 and 22-175 or as otherwise provided in the City Code. In the event that the Franchisee fails to perform as required herein or by any permits required,the City may perform the work as provided herein,and may have recourse to the bond or assignment of funds in lieu of bond in addition to or in lieu of the remedies provided herein,at the City's sole discretion. Franchisee shall be entitled to return of the bond or assignment of funds,or portion thereof,as remains sixty(60)days after the expiration of the term of the Franchise,provided the City has not notified Franchisee of any actual or potential damages incurred as a result of Franchisee's operations pursuant to the Franchise or as a result of default thereunder. Section 25. General Provisions 25.1 Entire Agreement. This Franchise contains all of the agreements of the Parties with respect to any matter covered or mentioned in this Franchise and no prior agreements or Oi t # S 5/97- ,PAGE 17 c_ +R understandings pertaining to any such matters shall be effective for any purpose. 25.2 aodifeation. No provision of this Franchise may be amended or added to except by agreement in writing signed by both of the Parties. 25.3 Assignment. Franchisee shall not have the right to transfer or assign,in whole or in part,any or all of its obligations and rights hereunder without the prior written consent of the City.Any assignee shall,within thirty(30)days of the date ofany approved assignment,file -' written notice of the assignment with the City together with its written acceptance of all terms and conditions of this Franchise.Notwithstanding the foregoing,Franchisee shall have the right, without such notice or such written consent,to mortgage its rights,benefits and privileges in and under this Franchise to the Trustee for its bondholders. 25.•4. Attorney_Fees. In the event the City or the Franchisee defaults on the performance of any terms in this Franchise, and the Franchisee or the City places the enforcement of the Franchise or any part thereof or for the collection of any monies due,or to become due hereunder,in the hands of an attorney,or files suit upon the same,the prevailing party shall be entitled to an award of all reasonable attorneys' fees, costs and expenses. The venue for any dispute related to this Franchise shall be King County,Washington. 25.5 No Waiver_ Failure of either party to declare any breach or default by the other party immediately upon the occurrence thereof or delay in taking any action in connection therewith,shall not waive such breach or default,but such party shall have the right to declare any such breach or default at any time.Failure of either party to declare one breach or default does not act as a waiver of such party's right to declare another breach or default. 25.6 Governing Law. This Franchise"shatl be made in and shall be governed by and ORD# Dc _,S/o?PAGE 18 22) interpreted in accordance with the laws of the State of Washington. 25.7 Authority. Each individual executing this Franchise on behalf of the City and Franchisee represents and warrants that such individual is duly authorized to execute and deliver this Franchise on behalf of the Franchisee or the City. 25.8 Notices. Any notices required to be given by the City to Franchisee or by Franchisee to the City shall be delivered to the parties at the following addresses: Franchisee: City: '1 :1 z. .baka g Galt & Countyy Club City of Federal Way ATT�_Gene xal anager ; Attn: City Attorney 3583 SW 320th S t. 33325 8th Avenue South Federal Way, WA 98023 P.O.Box 9718 Federal Way,WA 98063-9718 Any notices may be delivered personally to the addressee of the notice or may be deposited in the United States mail,postage prepaid,to the address set forth herein.Any notice so posted in the United States mail shall be deemed received three(3)days after the date of mailing. 25.9 Captions, The respective captions of the sections of this Franchise are inserted for convenience of reference only and shall not be deemed to modify or otherwise affect in any respect any of the provisions of this Franchise. 25.10 Remedies Cumulative. Any remedies provided for under the terms of this Franchise are not intended to be exclusive but shall be cumulative with all other remedies available to the City at law,in equity or by statute. Section 26_ Severabitity If any section,sentence,clause,or phrase of this Franchise should be held to be invalid ORD# O,S-S.,'o7 ,PAGE 19 C- 2-1 or unconstitutional by a court of competent jurisdiction,such invalidity or unconstitutionality shall not affect the val idi ty or constitutionality of any other section,sentence,clause or phrase of this Franchise. Section 27. Ratification Any act consistent with the authority and prior to the effective date of this Franchise is hereby ratified and affirmed. . Section 28. Effective Date This ordinance shall take effect and be in force thirty(30)days from the time of its final passage,as provided by law. PASSED by the City Council of the City of Federal Way this 641---. day of 2004( CITY OF FEDERAL WAY 0011126 JIPP MA, •R,DEAN M ,O AN A.TT" T: 3 �{ . C E APPROVED AS TO FORM: CITY ATTORNEY,PATRICIA A.RICHARDSON FILED WITH THE CITY CLERK: 1/ f PASSED BY THE CITY COUNCIL: PUBLISHED: EFFECTIVE DATE: 14O - • ORDINANCE NO #S 401- ACCEPTANCE: ORD# 05--5p- ,PAGE 20 C- 2� ACCEPTANCE: The undersigned hereby accepts all the rights and privileges of the above granted License and acknowledges that such rights and privileges are subject to and limited by all of the terms, conditions and obligations contained therein. DATED this '1-a day of $�?=t' ,2005. TWIN LAKES GOLF AND COUNTRY CLUB By: Aroy Its: w, • K:V win Lakes Franchise19.15.05 ORD . --,51« __,PAGE 21 �,.23 EXHIBIT A LOCATION OF FACILITIES WITHIN THE FRANCHISE AREA ORD# .-V x PAGE 22 ..,— . ...._:..—.: • ..,.....,. ,—, __ ........ ... ,,t .. a - SW 30931 ,4 ay ° :' Sw310ST . C } SW 311 ST 1) ' 044312111 < t0�i 313 444 suit 7 ST a w �l,sT r �te 4`1 l 113 1'4 > Sr �i ° ' 5 SW315ST 4 3 ��' 316 31?,'ST:9/(3164 t & 17 gg 317 r �,'.. 2 e Ii SW 318 Irr r- "'0' u"i, ST °lid 4 .> `,' ,it- °.a 3%9 Pt A" r< ii' SW 320 ST SW .4L C 1 ++s1`1 .; .. . "° j,, SW 322 A. g •Y^' ,' 1 . e . srf326ST ' "_ . at 325 . •sr sr < ..Pi r .Va t 4y• 0.132$ 4 i h 7i te; 5tN3�S1 li .i SN/S ST ;g° U 4 g swsr 'mss . . Ann ' d11111.111 it: N W iN E Twin lakes Golf Course . s . Street Franchise Area Map Printed-Oct 02005 Mai)made by kcm e City of Federal Way makes no war► t only. Me d- 35 EXHIBIT B CITY OF FEDERAL WAY PERFORMANCE BOND FOR RIGHT OF WAY FRANCHISE AGREEMENT KNOW ALL PEOPLE BY THESE PRESENTS: We, the undersigned ("Principal") and the • undersigned corporation organized and existing under the laws of the State of and legally doing business in the State of Washington as a surety ("Surety"),are held and firmly bound unto the City of Federal Way,a Washington municipal corporation, ("City") in the penal sum of Dollars and NO/100 (S ) for the payment of which We firmly bind ourselves and our legal representatives,heirs,successors and assigns,jointly and severally. This obligation is entered into pursuant to the statutes of the State of•Washington and the ordinances,regulations,standards and policies of the City,as now existing or hereafter amended or adopted.. The Principal has entered into an Agreement with the City dated to NOW,THEREFORE,if the Principal shall perform all the provisions of the Agreement in the manner and within the time period prescribed by the City,or within such extensions of time as may be granted under the Agreement,and shall pay all laborers,mechanics,subcontractors and material men or women,and all persons who shall supply the Principal or subcontractors with provisions and supplies for the carrying on of said work,and shall hold the City,their officials, agents,employees and volunteers harmless from any loss or damage occasioned to any person or property by reason of any carelessness or negligence on the part of the Principal,or my subcontractor in the performance of said work,and shall indemnify and hold the City harmless from any damage or expense by reason of failure of performance as specified in the Agreement, or from defects appearing or developing in the material or workmanship provided or performed under the Agreement within the period not less than: 1. the term of the Agreement;or 2. two (2) years beyond the completion of final installation or construction by the Principal pursuant to the Agreement if required by the City;whichever is longer,then and in the event this obligation shall be void;but otherwise,it shall be and remain in full force and effect. ORD# f 5W? ,PAGE 23 C, zS And the Surety, for value received, hereby further stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Agreement or to the work to be performed thereunder or the specifications accompanying the same shall in any way affect its obligation on this bond, and it does hereby waive notice of any change, extension of time, alterations or addition's to the terms of the Agreement or to the Work. Within forty-five(45)days of receiving notice that the Principal has defaulted on all or part the terms of the Agreement,the Surety shall make a written commitment to the City that it will either: (a)cure the default itself within a reasonable time period,or(b)tender to the City,the amount necessary for the City to remedy the default,including legal fees incurred by the City,or (c)in the event that Surety's evaluation of the dispute is not complete or in the event the Surety disputes the City's claim of default,the Surety shall notify the City of its finding and its intent,if any,to interplead. The Surety shall then fulfill its obligations under this bond,according to the , option it has elected. Should Surety elect option(a) to cure the default,the penal sum of the Bond shalt be reduced in an amount equal to the costs actually incurred by the Surety in curing the default_ If the Surety elects option(b),theft upon completion of the necessarywork,.the City shall notify the Surety of its actual costs. The City shall return, without interest, any overpayment made by the Surety and the Surety shall pay to the City any actual costs which exceed the City estimate, limited to the bond amount. Should the Surety elect option(c),the Parties shall first complete participation in mediation,described in the below paragraph,prior to any interplead action. In the event a dispute should arise between the Parties to this Bond with respect espect to the City's declaration of default by the Principal,the Parties agree to participate in at least four hours of mediation in accordance with the mediation procedures of United States Arbitration and Mediation("USA&M"). The Parties shall proportionately share in the cost of the mediation. The mediation shall be administered by the Seattle USA&M office,4300 Two Union Square, 601 Union Street, Seattle,Washington 98101-2327. The Surety shall not interplead prior to completion of the mediation. DATED this day of ,,20 . CORPORATE SEAL OF PRINCIPAL: PRINCIPAL By: (Name of Person Executing Bond) Its: (Title) QRD#c%-S/? ,PAGE 24 (Address) (Phone) CERTIFICATE AS TO CORPORATE SEAL I hereby certify that I am the(Assistant)Secretary of the Corporation named as Principal in the within bond; that who signed the said bond on behalf of the Principal, was of the said Corporation;that I know his or her signature thereto is genuine,and that said bond was duly signed,sealed,and attested for and in behalf of said Corporation„by authority of its governing body. Secretary or Assistant Secretary CORPORATE SEAL OF SURETY: SURETY By Attorney-in-Fact (Attach Power of Attorney) (Name of Person Executing Bond) (Address) (Phone) APPROVED AS TO FORM: Patricia A Richardson,City Attorney ORD#i ,PAGE 25 c-27 EXHIBIT C Applicant: Account Amount: $ Project: Property Address: Cash Deposit Amount: $ CITY OF FEDERAL WAY ASSIGNMENT OF FUNDS IN LIEU OF BOND THIS ASSIGNMENT("Assignment")is dated effective this day of ,20 The parties ("Parties") to this Assignment are the City of Federal Way, a Washington municipal corporation("City")and the undersigned owner or applicant("Assignor"). A. The Assignor is required to perform certain work and/or construct certain improvements including at the above-referenced property address located in Federal Way, Washington ("Property") in connection with Assignor's application for a Franchise; B. The improvements will be constructed or the work will be performed in accordance with the Franchise Agreement on file with the City of Federal Way("Franchise"); C. The City has determined that Assignor must post security with the City pursuant to the Franchise and Sections 22-146 through 22-159 of the Federal Way City Code("FWCC")as now ) existing or hereafter adopted or amended to guarantee Assignor's performance under the Franchise,of required maintenance or repair, and Assignor's performance of construction of certain work or improvements,as a condition of granting the Franchise. NOW,THEREFORE,the Parties agree as follows: 1. Amount of Account. a., Pursuant to the Franchise and Section 22-149 of the FWCC,Assignor shall post security in an amount equal to Twenty Thousand Dollars($20,000)for the term of the franchise and any additional period identified in the franchise or herein. b. In the event additional construction,improvements,or work is performed under the Franchise,the City may seek additional security. in the event the City requires additional security,. that portion of this Assignment which is in lieu of performance bond,shall be equal to one hundred and twenty percent (120%) of the cost of the work or improvements and that portion of this Assignment which is in lieu of a maintenance bond,shall be equal to thirty percent(30%)of the cost of the work or improvements. 2. Assignment. Assignor does hereby assign,transfer and set over unto the City all right, title and interest in and to the sum of ? Dollars and NO/100 ($ ) on deposit at the branch of TM ("Bank"),under account No. ("Account"); -26- C �� said Account being in the name of the City, as principal with full power and authority to demand, collect and receive the Account and to give receipt and acquittance for the Account. 3_ Improvements. Assignor shall perfonn all work, improvements and maintenance required pursuant to the Franchise, to the City's satisfaction. The maintenance obligation shall continue for two(2)years from the termination or expiration date of the Franchise,or such longer period as required by the FWCC or other applicable law,rule or regulation. 4. Release. Assignor agrees that the Account will be released to the City,on demand, with no other conditions of release. This Assignment may be terminated with the City's written consent,which consent shall not be granted until the City has determined that(i)all the improvements have been constructed and installed,all work and maintenance performed,and all obligations of the Franchise performed to its satisfaction,in full compliance with the Franchise,plans and all applicable local,state or federal law,and within the time period prescribed by the City,and(ii)Assignor has performed all its obligations under this Assignment. The City may release this Assignment as follows: (a) Partial eas . Upon completion of the improvements in compliance with the foregoing provisions,the City will release all but thirty percent(30%)of the cost of the work or improvements covered by this Assignment, which amount is equal to Dollars and NO/100($ ), by executing and delivering the Partial Release of Assignment attached hereto as Exhibit l to Assignor. (b) Full Release.. Two (2) years after completion of the improvements and performance of the maintenance in compliance with the foregoing provisions,the City will release the remaining portion of the Account, in the amount of Dollars and NO/100 ($ ), by executing and delivering the Full Release of Assignment attached hereto as Exhibit 2 to Assignor. 5. Right to Complete Work. The City may,but in no event is it obligated to,perform any of the necessary work in connection with the construction or completion of the improvements or P p performance of the maintenance required by the Franchise. Upon demand,Assignor agrees to pay the City an amount equal to all of the City's costs and expenses in performing such work or the City shall be reimbursed its costs and expenses from the Account at the City's election. 6. Notice. The Public Works Department of the City shall be given forty-eight(48)hours notice prior to the commencement of any work. 7. Indemnification. Assignor agrees to indemnify and hold the City,its elected officials, officers,employees,agents,and volunteers harmless from any and all claims,demands,losses,actions and liabilities (including costs and attorney fees) arising from, resulting,or connected with this Assignment,including without limitation,the City's performance of any maintenance or other work or construction of the improvements pursuant to Section 5 herein. 8. Remedies Cumulative. No remedy provided for by this Assignment shall be deemed exclusive,but shall be deemed cumulative and in addition to every other remedy available to the City -27- c-7 at law,in equity or by statutc. Assignor agrees that its liability under this Assignment is not limited to the amount of the Account. • 9_ General Provisions. This Assignment may not be amended except by written• agreement signed by the Parties. Any provision of this Assignment which is declared invalid shall not invalidate the remaining provisions.`The failure or delay of the City to declare any breach or default shall not waive such breach or default. This Assignment may not be assigned by either Party without the other Party's written consent. This Assignment shall be binding upon and inure to the benefit of the Parties'successors in interest. In the event of any dispute between the Parties regarding this Assignment, each Party shall pay its own attorney fees and costs. Each person executing this Assignment represents that he or she is authorized to execute this Assignment on behalf of their respective entity. Time is of the essence. NAME OF APPLICANT By (Signature) (Name) Its: (Title) (Address) (Phone) STATE OF WASHINGTON ) )ss. COUNTY OF KING . ) On this day personally appeared before me ,to me known to be the of the corporation that executed the foregoing Assignment of Funds in Lieu of Bond,and acknowledged the said instrument to be the free and voluntary act and deed of said corporation,for the uses and purposes therein mentioned,and on oath stated that he/she was authorized to execute said instrument and that the seal affixed,if any,is the corporate seal of said corporation. GIVEN my hand and official seal this day of ,20 (notary signature) (typed/printed name of notary) Notary Public in and for the State of Washington. My commission expires -28- APPROVED AS TO FORM CITY OF FEDERAL WAY Patricia A.Richardson,City Attorney • l • -29- C-31 BANK ACCEPTANCE The undersigned financial institution('Bank")hereby accepts that certain Assignment of Funds in Lieu of Bond provided to the City of Federal Way ("City") by , ("Assignor") dated providing for Assignor's assignment to the City of all right, title and interest in and to the sum of Dollars and NO/100($ ,)on deposit at the branch, under account No: ("Account"), payment of which shall be made upon demand by the City with no other conditions of release of the Account. The Bank agrees to hold the Account,without deduction or withdrawal,until it receives a written release of this Assignment from the City. The Bank acknowledges that it has no duty to evaluate any dispute which may exist between the City and Assignor regarding the Account and shall not interplead or in any manner delay payment of the Account to the City;upon its demand. The Bank hereby agrees to bind itself, and its heirs, executors, administrators and assigns,jointly and severally. (BANK TITLE) By: (Signature) (Name) Its: (Title) � s (Address) (Phone) STATE OF WASHINGTON ) ss. (BANK NOTARY] COUNTY OF KING ) On this day personally appeared before me ,to me known to be the__ of ,the corporation that executed the within and foregoing instrument,and aclmow(ed ed the said instrument to be the free and voluntary act and deed eed of said corporation,,for the uses and purposes therein mentioned,and on oath stated that heJshe 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 hereto affixed this day of ,20 . (notary signature) (typed or printed name of notary) Notary Public in and for the State of Washington. My commission expires C 3-2" EXHIBIT l PARTIAL RELEASE OF ASSIGNMENT The undersigned hereby acknowledges that a portion of the conditions set forth in that Assignment of Funds in Lieu of Bon d ("Assignment") provided to the City of Federal Way ("City")by ("Assignor') dated for (Project Name and Permit If)have been satisfied and hereby authorizes the release of an amount equal to Dollars and NO/100($ ) from account number ("Account") in Bank. The remaining funds equaling thirty percent(30%) of the cost of the work or improvements shall be held by the Bank in the Account pursuant to ° the terms of the Assignment for a period of two(2)years as security for Assignor's performance of all maintenance for the project described therein and as a guarantee against defective materials or workmanship,in the construction and maintenance of such improvements., DATED this day of ,20 . CITY OF FEDERAL WAY BY David H.Moseley,City Manager PO Box 9718 Federal Way,WA 98063-9718 c_ 23 • EXHIBIT 2 FULL RELEASE OF ASSIGNMENT/LICENSE Pursuant to the terms and conditions of that certain Assignment of Funds in Lieu of Bond ("Assignment") provided to the City of Federal Way ("City") by , ("Assignor"), dated for (Project Name and Permit t#),the City hereby acknowledges that the two(2)year maintenance period has expired, that the obligations of the Franchise have been met, and work or improvements covered by the Assignment have been completed to the City's satisfaction and that the City•is not aware of any defect in workmanship or materials. Accordingly, the undersigned hereby releases the sum of Dollars and NO/100($ } from account number in Bank. DATED this day of ,20_. CITY OF FEDERAL WAY B David H.Moseley,City Manager PO Box 9718 Federal Way,WA 98063-9718 KATWin Lakes Franchise\Assignment of Funds e, 34 i • ©a py EXHIBIT C Applicant: Twin Lakes Golf&Country Club Account.Amount: $ 20,000.00 Project: Franchise Agreement Property Address:3583 SW 320th Street Cash Deposit Amount: $ 0.00 Federal Way,WA 98023 CITY OF FEDERAL WAY ASSIGNMENT OF FUNDS IN LIEU OF BOND THIS ASSIGNMENT("Assignment") is dated effective this 7 day of Tv • E 20d6. The parties("Parties")to this Assignment are the City of Federal Way,a Washington municipal corporation("City") and the undersigned owner or applicant("Assignor"). A. The Assignor is required to perform certain work and/or construct certain improvements including to operate,maintain and repair an irrigation system at the above-referenced property address located in Federal Way,Washington("Property")in connection with Assignor's application for a Franchise; B. The improvements will be constructed or the work will be performed in accordance with the Franchise Agreement on file with the City of Federal Way("Franchise"); C. The City has determined that Assignor must post security with the City pursuant to the Franchise and Sections 22-146 through 22-159 of the Federal Way City Code("FWCC") as now existing or hereafter adopted or amended, to guarantee Assignor's performance under the Franchise,of required maintenance or repair,and Assignor's performance of construction of certain work or improvements,as a condition of granting the Franchise. NOW,THEREFORE;the Parties agree as follows: 1. Amount of Account. a. Pursuant to the Franchise and Section 22-149 of the FWCC,Assignor shall post security in an amount equal to twenty thousand dollars ($20,000) for the term of the franchise and any additional period identified in the franchise or herein. b. In the event additional construction,improvements,or work is performed under the Franchise, the City may seek additional security. In the event the City requires additional security,that portion of this Assignment which is in lieu of a performance bond,shall be equal to one hundred and twenty percent(120%)of the cost of the work or improvements and that portion of this Assignment which is in lieu of a maintenance bond,shall be equal to thirty percent(30%)of the cost of the work or improvements. 2. Assignment. Assignor does hereby assign,transfer and set over unto the City all right,title and interest in and to the sum of Twenty Thousand Dollars and NO/100 ($20,000.00) on deposit at the FE t w,,y branch of C 0 L wwa J,. Sr,,,-. B.free/c ("Bank"), under account No. _ 7000303300 ("Account");said Account being in the name of the City,as principal with full power and authority to demand,collect and receive the Account and to give receipt and acquittance for the Account. • 3. Improvements. Assignor shall perform all work, improvements and maintenance required pursuant to the Franchise,to the City's satisfaction. The maintenance obligation shall continue for two(2)years from the termination or expiration date of the Franchise,or such longer period as required by the FWCC or other applicable Iaw,rule or regulation. 4. Release. Assignor agrees that the Account will be released to the City,on demand,with no other conditions of release. This Assignment may be terminated with the City's written consent,which consent shall not be granted until the City has determined that(i)all the improvements have been constructed and installed,all work and maintenance performed, and all obligations of the Franchise performed to its satisfaction, in full compliance with the Franchise,plans and all applicable local,state or federal law,and within the time period prescribed by the City,and(ii)Assignor has performed all its obligations under this Assignment. The City may release this Assignment as follows: (a) Partial Release. Upon completion of the improvements in compliance with the foregoing provisions,the City will release all but thirty percent(30%)of the cost of the work or improvements covered by this Assignment, which amount is equal to Fourteen Thousand Dollars and No/100 ($14,000.00),by executing and delivering the Partial Release of Assignment attached hereto as Exhibit 1 to Assignor. (b) Full Release. Two years 2) after completion of the improvements and performance of ( Y P the maintenance in compliance with the foregoing provisions,the City will release the remaining portion of the Account, in the amount of Six Thousand Dollars and No/100 ($6,000.00), by executing and delivering the Full Release of Assignment attached hereto as Exhibit 2 to Assignor. 5. Right to Complete Work. The City may,but in no event is it obligated to,perform any of the necessary work in connection with the construction or completion of the improvements or performance of the maintenance required by the Franchise. Upon demand,Assignor agrees to pay the City an amount equal to-all of the City's costs and expenses in performing such work or the City shall be reimbursed its costs and expenses from the Account at the City's election. 6. Notice. The Public Works Department of the City shall be given forty-eight(48)hours notice prior to the commencement of any work. 7. Indemnification. Assignor agrees to indemnify and hold the City,its elected officials,officers, employees,agents,and volunteers harmless from any and all claims, demands,losses,actions and liabilities (including costs and attorney fees)arising from,resulting,or connected with this Assignment,including without limitation, the City's performance of any maintenance or other work or construction of the improvements pursuant to Section 5 herein. 8. Remedies Cumulative. No remedy provided for by this Assignment shall be deemed exclusive, but shall be deemed cumulative and in addition to every other remedy available to the City at law,in equity or by statute. Assignor agrees that its liability under this Assignment is not limited to the amount of the Account. 9. General Provisions. This Assignment may not be amended except by written agreement signed by the Parties. Any provision of this Assignment which is declared invalid shall not invalidate the remaining provisions. The failure or delay of the City to declare any breach or default shall not waive such breach or default. This Assignment may not be assigned by either Party without the other Party's written consent. This Assignment shall be binding upon and inure to the benefit of the Parties'successors in interest. In the event of • S • any dispute between the Parties regarding this Assignment,each Party shall pay its own attorney fees and costs. Each person executing this Assignment represents that he or she is authorized to execute this Assignment on behalf of their respective entity. Time is of the essence. TWIN LAKES GOLF&COUNTRY CLUB By. --'`" (Signature) Or-144 L- Chtioto (Printed Name) Its: (Title) 326 Os 34 r'' A-vc Sc,-) 12-0c/colt. 6-14 V, c.ri4 9g'Q42 (Address) 253-538-795'8 (Phone) STATE OF WASHINGTON ) )ss. COUNTY OF KING ) On this day personally a P eared before me n A to me known to be the r-rs$fele, of Jc /17 . ate.s. l - . ... , c the corporation that executed the foregoing Assignment of Funds in Lieu of Bond,and acknc ledged 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. #e ^tal seal this / day of Jet ,20 ' { (notary signature) Lr•, (typed/printed name of notary) 44%4 Notary Public in and for the State of Washington. ttltttt� te �' My commission expires JJ- �-z o 9 APPROVED AS TO FORM CITY OF FEDERAL WAY City Attorney,Patricia A.Richardson . S BANK ACCEPTANCE The undersigned financial institution("Bank")hereby accepts that certain Assignment of Funds in Lieu of Bond provided to the City of Federal Way ("City") by Tw+nt z.sx+IFs 64xF 4- co a.,,, ("Assignor") dated W4.4,4e 7, aoa( providing for Assignor's assignment to the City of all right,title and interest in and to the sum of Twenty Thousand Dollars and NO/100 ($20,000.00) on deposit at the Fe ceR.1-t w r9 Y branch, under account no. 760030.13 0 0 ("Account"),payment of which shall be made upon demand by the City with no other conditions of release of the Account. The Bank agrees to hold the Account,without deduction or withdrawal, until it receives a written release of this Assignment from the City. The Bank acknowledges that it has no duty to evaluate any dispute which may exist between the City and Assignor regarding the Account and shall not interplead or in any manner delay payment of the Account to the City,upon its demand. The Bank hereby agrees to bind itself,and its heirs,executors,administrators and assigns,jointly and severally. (BANK TITLE) BY (Signature) (Printed Name) Its V P '+ l ,44-g rx. (Title) 33170 ;P.1- ,"- t. . r s F4c0j.--02, -/ ...A 9 1?'c0 3 (Address) r3— T38- 4.ici (Phone) STATE OF WASHINGTON ) )ss. [BANK NOTARY] COUNTY OF KING ) On this day personally appeared before me 4 - ,r a r"t"/S ,tome known to be the tIP ?- .of . , . T` ,,, the corporation that executed the within and foregoing inst ument,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, /she was authorized to execute said instrument and that the seal affixed,if any,is the corporate seal of said corporation. r GIVEN my hand and official seal hereto affixed '. day of , ,20"G 4101101046 `mss`~'lw► # �{ (notary sib ? .r APR $�y (typed or printed name of notary) R ♦♦ f the State of Washington. � � Notary Public in and or S g i l� Z = My commission expires ti-1-2 7 k . EXHIBIT 1 PARTIAL RELEASE OF ASSIGNMENT } The undersigned hereby acknowledges that a portion of the conditions set forth in that Assignment of Funds in Lieu of Bond ("Assignment") provided to the City of Federal Way ("City") by ("Assignor")dated for the Twin Lakes Golf&Country Club Franchise Agreement have been satisfied and hereby authorizes the release of an amount equal to Fourteen Thousand Dollars and NO/100 ($14,000.00) from account number ("Account") in Bank. The remaining funds equaling thirty percent (30%)of the cost of the work or improvements shall be held by the Bank in the Account pursuant to the terms of the Assignment for a period of two(2)years as security for Assignor's performance of all maintenance for the project described therein and as a guarantee against defective materials or workmanship in the construction and maintenance of such improvements. DATED this day of 20 • CITY OF FEDERAL WAY By: (Signature) (Printed Name) (Title) EXHIBIT 2 FULL RELEASE OF ASSIGNMENT/LICENSE Pursuant to the terms and conditions of that certain Assignment of Funds in Lieu of Bond ("Assignment") provided to the City of Federal Way ("City") by ("Assignor"), dated for the Twin.Lakes Golf& Country Club Franchise Agreement,the City hereby acknowledges that the two(2)year maintenance period has expired, that the obligations of the Franchise have been met, and work or improvements covered by the Assignment have been completed to the City's satisfaction and that the City is not aware of any defect in workmanship or materials. Accordingly,the undersigned hereby releases the sum of Six Thousand Dollars and NO/100 ($6,000.00) from account number in Bank. DATED this_day of ,20_. CITY OF FEDERAL WAY By: (Signature) (Printed Name) (Title) K:\ken miller\twin lakes golf&country club\franchise agreement.doc K:\Twin Lakes Franchise\Assignment of Funds