HomeMy WebLinkAbout04-03-2023 City Council AgendaCity Council Meeting
April 3, 2023 - 7:00 P M
City Hall Council Chambers
A GE NDA
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I .C AL L T O O RD E R
I I .L AND AC K NO WL E D G M E NT
We would like to acknowledge the Federally Recognized Muckleshoot I ndian Tribe, the
ancestral keepers of the land we are gathered on today. We thank them for their
immense contributions to our state and local history, culture, economy, and identity as
Washingtonians.
I I I .P UB L I C PART I C IPAT IO N
1.Public Participation
T he Auburn City Council Meeting scheduled for Monday April 3, 2023 at 7:00
p.m. will be held in person and virtually.
Virtual P articipation L ink:
To view the meeting virtually please click the below link, or call into the meeting at
the phone number listed below. The link to the Virtual Meeting is:
https://www.youtube.com/user/watchauburn/live/?nomobile=1
To listen to the meeting by phone or Z oom, please call the below number or click
the link:
Telephone: 253 215 8782
Toll Free: 877 853 5257
Z oom: https://us06web.zoom.us/j/87666139439
A .P ledge of Allegiance
I V.Roll Call
V.ANNO UNC E M E NT S, M AY O R'S P RO C L AM AT IO NS, AND P RE S E NTAT I O NS
A .A rbor Day
Mayor Backus to proclaim A pril 28, 2023 as "Arbor Day" in the City of Auburn
B .National Public Safety Telecommunicators Week
Mayor Backus to proclaim A pril 9, 2023 through April 15 , 2023 as "National Public
Page 1 of 211
S afety Telecommunicators Week" in the City of A uburn
C.S ikh Heritage Month
Mayor Backus to proclaim A pril as "S ikh Heritage Month" in the City of A uburn
D.J unior City Council P resentation (Hinman)
The A uburn J unior City Council to provide a report to the A uburn City Council on their
activities and goals
V I .AP P O I NT M E NT S
A .A ppointment to Human Services Commission
City Council to approve the appointment of David Wright and Adriel Foxley to the
Human Services Commission, for a three year term expiring December 31, 2025
(RE C O M M E ND E D AC T I O N: M ove to approve the appointment of David Wright
and Adriel F oxley to the Human Services Commission, for a three year term to
expire December 31, 2025.)
B .A ppointment to S alary Commission
City Council to approve the appointment of K atherine Murray to the S alary
Commission, for a four year term expiring December 31, 2026.
(RE C O M M E ND E D AC T I O N: M ove to approve the appointment of Katherine
M urray to the S alary Commission, for a four year term to expire December 31,
2026.)
V I I .AG E ND A M O D I F IC AT I O NS
V I I I .C IT IZE N I NP UT, P UB L I C HE ARI NG S AND C O RRE S P O ND E NC E
A .P ublic Hearings - (No public hearing is scheduled for this evening.)
B .Audience Participation
This is the place on the agenda where the public is invited to speak to the City
Council on any issue.
1.T he public can participate in-person or submit written
comments in advance.
Participants can submit written comments via mail, fax, or email. All written
comments must be received prior to 5:00 p.m. on the day of the scheduled
meeting and must be 350 words or less.
Please mail written comments to:
City of A uburn
Attn: Shawn Campbell, City Clerk
25 W Main S t
Auburn, WA 98001
Please fax written comments to:
Attn: Shawn Campbell, City Clerk
Page 2 of 211
F ax number: 253-804-3116
Email written comments to:
publiccomment@auburnwa.gov
I f an individual requires an accommodation to allow for remote oral comment
because of a difficulty attending a meeting of the governing body, the City
requests notice of the need for accommodation by 5:00 p.m. on the day of the
scheduled meeting. Participants can request an accommodation to be able to
provide remote oral comment by contacting the City Clerk’s Office in person, by
phone (253) 931-3039, or email to publiccomment@auburnwa.gov
C.Correspondence - (T here is no correspondence for Council review.)
I X.C O UNC I L AD HO C C O M M IT T E E RE P O RT S
Council Ad Hoc Committee Chairs may report on the status of their ad hoc Council
Committees' progress on assigned tasks and may give their recommendation to the
City Council, if any.
1.F inance Ad Hoc Committee (Chair B aldwin)
2.Mayoral B enefits and L eave Compensation Review A d
Hoc Committee (Chair B aldwin)
X .C O NS E NT AG E ND A
All matters listed on the Consent Agenda are considered by the City Council to be
routine and will be enacted by one motion in the form listed.
A .Minutes of the March 6, 2023 Regular City Council Meeting
B .Minutes of the March 13, 2023 S tudy S ession Meeting
C.Minutes of the March 20, 2023 S pecial City Council Meeting
D.Claims Voucher (Thomas)
Claims voucher list dated March 20, 2023 which includes voucher number 471293
through 471447, in the amount of $4,659,856.47 and two wire transfers in the amount
of $957,038.33
Claims voucher list dated A pril 3, 2023 which includes voucher number 471448
through 471550, in the amount of $4,720,925.59 and three wire transfers in the amount
of $841,459.18
E .P ayroll Voucher (T homas)
P ayroll check numbers 539475 through 539478 in the amount of $78,165.14,
electronic deposit transmissions in the amount of $2,575,889.59 for a grand total of
$2,654,054.73 for the period covering March 2, 2023 to March 15, 2023
P ayroll check numbers 539479 through 539481 in the amount of $722,979.29,
electronic deposit transmissions in the amount of $2,447,751.14 for a grand total of
Page 3 of 211
$3,170,730.43 for the period covering March 16, 2023 to March 29, 2023
(R ECOMMENDE D A C T I ON: Move to approv e the Conse nt Agenda.)
X I .UNF INIS HE D B US I NE S S
X I I .NE W B US I NE S S
X I I I .RE S O L UT IO NS
A .Resolution No. 5704 (Comeau)
A Resolution authorizing the Mayor to execute a Utility Easement on City Property in
favor of Puget Sound E nergy
(RE C O M M E ND E D AC T I O N: M ove to adopt Resolution No. 5704.)
B .Resolution No. 5705 (Faber)
A Resolution authorizing the Mayor to execute a Capital Grant A greement with King
County, Washington for P arks Capital and Open Space P rogram F unds, and to
appropriate and expend the Grant Funds
(RE C O M M E ND E D AC T I O N: M ove to adopt Resolution No. 5705.)
C.Resolution No. 5708 (Comeau)
A Resolution authorizing the Mayor to execute an A llocation Agreement and
P articipation F orms related to Opioid P harmacy and Manufacturer Settlements
(RE C O M M E ND E D AC T I O N: M ove to adopt Resolution No. 5708.)
D.Resolution No. 5709 (Gaub)
A Resolution authorizing the Mayor to execute the A quatic Easements from the
Washington Department of Natural Resources for the L ea Hill Bridge and associated
City-Owned Utilities
(RE C O M M E ND E D AC T I O N: M ove to adopt Resolution No. 5709.)
X I V.M AY O R AND C O UNC I L M E M B E R RE P O RT S
At this time the Mayor and City Council may report on significant items associated with
their appointed positions on federal, state, regional and local organizations.
A .From the Council
B .From the M ayor
X V.AD J O URNM E NT
Agendas and minutes are available to the public at the City Clerk's Office, on the City website
(http://www.auburnwa.gov), and via e-mail. Complete agenda packets are available for review
at the City Clerk's Office.
Page 4 of 211
AGENDA BILL APPROVAL FORM
Agenda Subject:
Minutes of the March 6, 2023 Regular City Council Meeting
Date:
March 29, 2023
Department:
City Council
Attachments:
03-06-2023 Minutes
Budget Impact:
Current Budget: $0
Proposed Revision: $0
Revised Budget: $0
Administrativ e Recommendation:
Background for Motion:
Background Summary:
Rev iewed by Council Committees:
Councilmember:Staff:
Meeting Date:April 3, 2023 Item Number:CA.A
Page 5 of 211
City Council Meeting
March 6, 2023 - 7:00 P M
City Hall Council Chambers
MINUT E S
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hours after the meeting has concluded.
I .C AL L T O O RD E R
I I .L AND AC K NO WL E D G M E NT
I I I .P UB L I C PART I C IPAT IO N
1.Public Participation
The City Council Meeting was held in person and virtually.
A .P ledge of Allegiance
Mayor Nancy Backus called the meeting to order at 7:00 p.m. in the
Council Chambers of A uburn City Hall, 25 West Main S treet and led those
in attendance in the Pledge of Allegiance.
I V.Roll Call
Councilmembers present: Deputy Mayor J ames J eyaraj, Bob B aggett,
K ate Baldwin, L arry Brown, Robyn Mulenga, and Cheryl Rakes.
Councilmember Trout-Manuel was excused.
Department directors and staff members present included: City Attorney
K endra Comeau, Director of F inance J amie T homas, Director of P arks,
A rts and Recreation Daryl F aber, Senior S taff Attorney Doug Ruth, Chief
of P olice Mark Caillier, Director of Public Works I ngrid Gaub, Director of
E quity and I nclusion Brenda Goodson-Moore, Director of I nnovation and
Technology David Travis, Development Services Manager J ason
K rum, B usiness S ystems Analyst Chrissy Malave, and City Clerk S hawn
Campbell.
V.ANNO UNC E M E NT S, M AY O R'S P RO C L AM AT IO NS, AND P RE S E NTAT I O NS
There were no announcements, Mayor's proclamations, or presentations.
V I .AG E ND A M O D I F IC AT I O NS
There were no modifications to the agenda.
V I I .C IT IZE N I NP UT, P UB L I C HE ARI NG S AND C O RRE S P O ND E NC E
Page 1 of 5Page 6 of 211
A .Audience Participation
This is the place on the agenda where the public is invited to speak to the City
Council on any issue.
1.T he public can participate in-person or submit written
comments in advance.
Written P ublic Comments:
Waverly Mitchell
Ms. Mitchell expressed her gratitude for Aunty's P lace E arly L earning
& Child Care Center and owner Phanta Tofa.
K risten Reinken
Ms. Reinken expressed her gratitude for Aunty's P lace E arly
L earning & Child Care Center.
In-P erson Public Comments:
A nsworth J ackson 14318 S E 279th S t. Kent WA
Mr. J ackson, Chair of the Board of Advisors for the YMC A located in
K ent, shared the services the Kent YMC A offers.
J erold Smiley Auburn W A
Mr. Smiley thanked the Mayor, Council, and staff for the work they do
for the community.
P hanta Tofa 5111 S 291st S t. A uburn WA
Ms. Tofa, owner and operator of Aunty's P lace E arly L earning & Child
Care Center, shared her frustration with the conflict between the
A uburn City Code and D C YF Regulations.
Virginia Haugen 2503 R S T S E A uburn WA
Ms. Haugen expressed her concerns regarding Resolution No. 5700.
S hirley Chittenden 1440 22nd St. S E A uburn WA
Ms. Chittenden expressed concerns regarding City employee
benefits received, and the affordable housing in Auburn.
B .Correspondence
There was no correspondence for Council to review.
V I I I .C O UNC I L AD HO C C O M M IT T E E RE P O RT S
Council Ad Hoc Committee Chairs may report on the status of their ad hoc Council
Committees' progress on assigned tasks and may give their recommendation to the
City Council, if any.
Page 2 of 5Page 7 of 211
1.F inance Ad Hoc Committee (Chair B aldwin)
Councilmember B aldwin, Chair of the F inance ad hoc committee,
reported she and Councilmember Baggett have reviewed the claims
and payroll vouchers described on the agenda this evening and
recommended their approval.
2.Mayoral B enefits and L eave Compensation Review A d
Hoc Committee (Chair B aldwin)
Councilmember B aldwin, Chair of the Mayoral B enefits and L eave
Compensation Review ad hoc committee, reported the committee
met and reviewed the requested documents. The committee will
meet again on March 10 and 14, 2023.
I X.C O NS E NT AG E ND A
All matters listed on the Consent Agenda are considered by the City Council to be
routine and will be enacted by one motion in the form listed.
A .Minutes of the February 21, 2023 City Council Meeting
B .Minutes of the February 27, 2023 S tudy S ession Meeting
C.Claims Voucher (Thomas)
Claims voucher list dated March 6, 2023 which includes voucher number 471176
through 471292, in the amount of $2,020,804.49 and 5 wire transfers in the amount of
$827,151.10
D.P ayroll Voucher (T homas)
P ayroll check numbers 539472 through 539474 in the amount of $626,039.64,
electronic deposit transmissions in the amount of $2,387,564.44 for a grand total of
$3,013,604.08 for the period covering F ebruary 16, 2023 to March 1, 2023
Deputy Mayor J eyaraj moved and Councilmember B rown seconded to
approve the consent agenda.
MO T I O N C A R R I E D UNA NI MO US LY. 6-0
X .UNF INIS HE D B US I NE S S
There was no unfinished business.
X I .NE W B US I NE S S
There was no new business.
Page 3 of 5Page 8 of 211
X I I .RE S O L UT IO NS
A .Resolution No. 5700 (Tate)
A Resolution authorizing agreements for the funding of A ffordable Housing P rojects,
as recommended by the S outh King Housing and Homelessness Partners (S K HHP )
E xecutive B oard, utilizing funds contributed by the City to the S K HHP Housing Capital
Fund
Councilmember Rakes moved and Deputy Mayor J eyaraj seconded to
approve Resolution No. 5700.
MO T I O N C A R R I E D UNA NI MO US LY. 6-0
X I I I .M AY O R AND C O UNC I L M E M B E R RE P O RT S
At this time the Mayor and City Council may report on significant items associated with
their appointed positions on federal, state, regional and local organizations.
A .From the Council
Councilmember B aggett reported on the status of a case of Tuberculosis
in Pierce County, and the upcoming Tacoma-P ierce County Opioid Task
Force Annual S ummit.
Councilmember Rakes reported she attended the 25th A nnual A sian
P acific New Year Celebration.
B .From the M ayor
Mayor Backus reported she attended the Good E ggs Breakfast, Ribbon
Cutting at the J oy Hour, toured the S ound Transit Ballard L ink addition and
the Lynnwood to Everett L ink Extension, hosted the South K ing Housing
and Homeless P artners Executive Director on a tour of affordable housing
in A uburn, and did an interview with L ive from Seattle.
1.Executive Session
Mayor Backus adjourned into an executive session at 7:29 p.m. per
R C W 42.30.110(1)(i) to discuss with legal counsel representing the
agency matters relating to agency enforcement actions, or to discuss
with legal counsel representing the agency litigation or potential
litigation to which the agency, the governing body, or a member acting
in an official capacity is, or is likely to become, a party, when public
knowledge regarding the discussion is likely to result in an adverse
legal or financial consequence to the agency for 15 minutes. City
A ttorney Comeau, Senior S taff Attorney Ruth, and Director of P ublic
Works Gaub were required to attend. There is anticipated action after
the executive session.
Mayor Backus reconvened the meeting at 7:45 p.m.
Page 4 of 5Page 9 of 211
2.Resolution No. 5707
Deputy Mayor J eyaraj moved and Councilmember B rown seconded
to approve Resolution No. 5707.
MO T I O N C A R R I E D UNA NI MO US LY. 6-0
X I V.AD J O URNM E NT
There being no further business to come before the Council, the
meeting was adjourned at 7:46 p.m.
A P P R O V E D this 3rd day of A pril, 2023.
____________________________ ____________________________
NA NC Y B A C K US, MAYO R S hawn Campbell, City Clerk
Agendas and minutes are available to the public at the City Clerk's Office, on the City website
(http://www.auburnwa.gov), and via e-mail. Complete agenda packets are available for review
at the City Clerk's Office.
Page 5 of 5Page 10 of 211
AGENDA BILL APPROVAL FORM
Agenda Subject:
Minutes of the March 13, 2023 Study Session Meeting
Date:
March 29, 2023
Department:
City Council
Attachments:
03-13-2023 Minutes
Budget Impact:
Current Budget: $0
Proposed Revision: $0
Revised Budget: $0
Administrativ e Recommendation:
Background for Motion:
Background Summary:
Rev iewed by Council Committees:
Councilmember:Staff:
Meeting Date:April 3, 2023 Item Number:CA.B
Page 11 of 211
City Council Study Session Finance,
Technology and Economic Dev elopment
Special Focus Area
March 13, 2023 - 5:30 P M
City Hall Council Chambers
MINUT E S
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hours after the meeting has concluded.
I .C A L L TO O R D E R
I I .P UB L I C PA RT I C I PAT I O N
A .P ublic P articipation
The City Council Meeting was held in person and virtually.
B .Roll Call
Councilmembers present: Deputy Mayor J ames J eyaraj, Bob B aggett,
K ate Baldwin, L arry Brown, Cheryl Rakes, and Yolanda Trout-Manuel.
Councilmember Robyn Mulenga was excused.
Department directors and staff members present include: Senior City S taff
A ttorney Harry B oesche, A ssistant Chief of P olice Samuel Betz, Director
of I nnovation and Technology David Travis, Director of F inance J amie
Thomas, B usiness S ystems Analyst Chrissy Malave, and Deputy City
Clerk Hannah Scholl.
I I I .A G E ND A MO D I F I C AT I O NS
There were no modifications to the agenda.
I V.A NNO UNC E ME NT S , R E P O RT S , A ND P R E S E NTAT I O NS
There were no announcements, reports, or presentations.
V.F I NA NC E, T E C HNO L O G Y A ND E C O NO MI C D E V E L O P ME NT D I S C US S I O N I T E MS
A .4th Quarter 2022 F inancial Report Update (Thomas) (10 Minutes)
This portion of the meeting was Chaired by Chair B aldwin.
Director T homas provided Council with an overview of the 2022 4th
Quarter F inancial Report including the General Fund Revenue overview,
Tax Revenue, P roperty Tax, Retail S ales and Use Tax, comparison of
Retail S ales Tax collections by group, Utility Tax including Water, S ewer,
Page 1 of 2Page 12 of 211
S torm, S olid Waste, E lectric, Natural Gas, Cable, and Telephone tax rate.
S he also discussed the Business and Occupation Tax, and other taxes
including Criminal J ustice Sales Tax, A dmissions Tax, Gambling Tax,
L easehold Excise Tax, and Franchise F ees, L icenses and Permits,
I ntergovernmental Revenue, charges for services including General
Government, Public Safety, Development S ervices, and Culture and
Recreation. Director Thomas also provided Council with an overview of
the General Fund Expenditures including expenditures by department,
A R PA F unds update, Non-General Fund highlights, and E nterprise F unds.
Council discussed tax adjustments, number of available off-duty P olice
Officers, A R PA F unds, Solid Waste Rate increases, and recruitment.
Council also discussed the Council Retreat, agenda, and budget.
V I .A D J O UR NME NT
There being no further business to come before the Council, the meeting
was adjourned at 6:13 p.m.
A P P R O V E D this 3rd day of A pril 2023.
____________________________ _______________________________
J A ME S J E YA R A J , D E P UT Y MAYO R Hannah S choll, Deputy City Clerk
Agendas and minutes are available to the public at the City Clerk's Office, on the City website
(http://www.auburnwa.gov), and via e-mail. Complete agenda packets are available for review
at the City Clerk's Office.
Page 2 of 2Page 13 of 211
AGENDA BILL APPROVAL FORM
Agenda Subject:
Minutes of the March 20, 2023 Special City Council Meeting
Date:
March 29, 2023
Department:
City Council
Attachments:
03-20-2023 Minutes
Budget Impact:
Current Budget: $0
Proposed Revision: $0
Revised Budget: $0
Administrativ e Recommendation:
Background for Motion:
Background Summary:
Rev iewed by Council Committees:
Councilmember:Staff:
Meeting Date:April 3, 2023 Item Number:CA.C
Page 14 of 211
City Council Meeting
March 20, 2023 - 7:00 P M
S P E C IA L ME E T ING - City Hall Council
Chambers
MINUT E S
Watch the meeting L I V E !
Watch the meeting video
Meeting videos are not available until 72
hours after the meeting has concluded.
I .C AL L T O O RD E R
I I .L AND AC K NO WL E D G M E NT
I I I .P UB L I C PART I C IPAT IO N
1.Public Participation
The Special City Council Meeting was held in person and virtually.
A .P ledge of Allegiance
Mayor Nancy Backus called the meeting to order at 7:00 p.m. in the
Council Chambers of A uburn City Hall, 25 West Main S treet and led those
in attendance in the Pledge of Allegiance.
I V.Roll Call
Councilmembers present: Deputy Mayor J ames J eyaraj, Bob B aggett,
K ate Baldwin, L arry Brown, Robyn Mulenga, Cheryl Rakes, and Yolanda
Trout-Manuel.
Department directors and staff members present included: S enior City
S taff Attorney Harry Boesche, P olice Commander Dave
Colglazier, Director of F inance J amie T homas, Human Resources and
Risk Management Director Candis Martinson, and City Clerk S hawn
Campbell.
V.E X E C UT IV E S E S S I O N
1.Executive Session
Mayor Backus adjourned into an executive session at 7:03 p.m. per
R C W 42.30.110(1)(i) to discuss with legal counsel representing the
agency in matters relating to agency enforcement actions, or to
discuss with legal counsel representing the agency litigation or
potential litigation to which the agency, the governing body, or a
member acting in an official capacity is, or is likely to become, a party,
Page 1 of 3Page 15 of 211
when public knowledge regarding the discussion is likely to result in
an adverse legal or financial consequence to the agency for 15
minutes. S enior City Staff A ttorney B oesche, Director of Human
Resources Martinson, Director of Finance T homas, T hird-Party
A dministrator (T PA ) Representative Dawn B ristlin,(T PA) E berle
Vivian, and outside Counsel Ryan Miller were required to attend.
There is anticipated action after the executive session.
Mayor Backus extend the executive session by 5 minutes.
Mayor Backus reconvened the meeting at 7:28 p.m.
2.Settlement Agreement
Deputy Mayor J eyaraj moved and Councilmember Trout-Manuel
seconded to authorize Attorney Ryan Miller, and the L aw F irm of Hall
& Miller, to explore a potential settlement regarding the pending
Worker’s Compensation Claim, Claim No. S M06179, to authorize
Ryan Miller to offer up the remaining balance of the City’s liability
under its excess policy, and to offer any authority provided by the
excess carrier, in order to obtain a Global S ettlement. P rovided, F inal
S ettlement of this Claim will be subject to Council review and
approval of a written Settlement Agreement.
V I .C IT IZE N I NP UT, P UB L I C HE ARI NG S AND C O RRE S P O ND E NC E
A .Audience Participation
This is the place on the agenda where the public is invited to speak to the City
Council on any issue.
1.T he public can participate in-person or submit written
comments in advance.
No public comments were received and no one came forward to speak.
V I I .AD J O URNM E NT
There being no further business to come before the Council, the
meeting was adjourned at 7:32 p.m.
A P P R O V E D this 3rd day of A pril, 2023.
____________________________ ____________________________
NA NC Y B A C K US, MAYO R S hawn Campbell, City Clerk
Page 2 of 3Page 16 of 211
Agendas and minutes are available to the public at the City Clerk's Office, on the City website
(http://www.auburnwa.gov), and via e-mail. Complete agenda packets are available for review
at the City Clerk's Office.
Page 3 of 3Page 17 of 211
AGENDA BILL APPROVAL FORM
Agenda Subject:
Claims Voucher (Thomas)
Date:
March 16, 2023
Department:
Finance
Attachments:
No Attachments Av ailable
Budget Impact:
Current Budget: $0
Proposed Revision: $0
Revised Budget: $0
Administrativ e Recommendation:
Approve Claim Vouchers.
Background for Motion:
Background Summary:
Claims voucher list dated March 20, 2023 which includes voucher number 471293 through
471447, in the amount of $4,659,856.47 and two wire transfers in the amount of
$957,038.33.
Claims voucher list dated April 3, 2023 which includes voucher number 471448 through
471550, in the amount of $4,720,925.59 and three wire transfers in the amount of
$841,459.18.
Rev iewed by Council Committees:
Councilmember:Baldwin Staff:Thomas
Meeting Date:April 3, 2023 Item Number:CA.D
Page 18 of 211
AGENDA BILL APPROVAL FORM
Agenda Subject:
Payroll Voucher (Thomas)
Date:
March 16, 2023
Department:
Finance
Attachments:
No Attachments Av ailable
Budget Impact:
Current Budget: $0
Proposed Revision: $0
Revised Budget: $0
Administrativ e Recommendation:
Approve Payroll Vouchers.
Background for Motion:
Background Summary:
Payroll check numbers 539475 through 539478 in the amount of $78,165.14, electronic
deposit transmissions in the amount of $2,575,889.59 for a grand total of $2,654,054.73 for
the period covering March 2, 2023 to March 15, 2023.
Payroll check numbers 539479 through 539481 in the amount of $722,979.29, electronic deposit
transmissions in the amount of $2,447,751.14 for a grand total of $3,170,730.43 for the period
covering March 16, 2023 to March 29, 2023.
Rev iewed by Council Committees:
Councilmember:Baldwin Staff:Thomas
Meeting Date:April 3, 2023 Item Number:CA.E
Page 19 of 211
AGENDA BILL APPROVAL FORM
Agenda Subject:
Resolution No. 5704 (Comeau)
Date:
March 14, 2023
Department:
Legal
Attachments:
Res olution No. 5704
Exhibit A PSE Utility Eas ement
Budget Impact:
Current Budget: $0
Proposed Revision: $0
Revised Budget: $0
Administrativ e Recommendation:
City Council to approve Resolution No. 5704.
Background for Motion:
This easement allows Puget Sound Energy legal access to work in within the easement area
and defines the roles and responsibilities of the City and Puget Sound Energy.
Background Summary:
Puget Sound Energy is a gas and electric utility provider. PSE has existing utility facilities
located along the northern boundary of City-owned real property identified as King County
parcel number 7331400135 (the City Property”). These facilities exist on the City property
without having the property rights to be there. Because these facilities supply critical utilities to
several commercial and residential properties located along the northern boundary of the City
Property, it is in the best interest of the public that the facilities be allowed to remain along the
northern boundary of the City Property. Further, executing an easement in favor of Puget
Sound Energy will clearly establish the approved location of the facilities as well as the rights,
benefits, and responsibilities of each party.
Rev iewed by Council Committees:
Councilmember:Jeyaraj Staff:Comeau
Meeting Date:April 3, 2023 Item Number:RES.A
Page 20 of 211
--------------------------------
Resolution No. 5704
3/7/2023
Page 1 of 2 Rev. 2020
RESOLUTION NO. 5704
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
AUBURN, WASHINGTON, AUTHORIZING THE MAYOR TO
EXECUTE A UTILITY EASEMENT ON CITY PROPERTY IN
FAVOR OF PUGET SOUND ENERGY
WHEREAS, the City of Auburn owns real property identified as King County parcel
number 7331400135 (the “Property”); and
WHEREAS, Puget Sound Energy has utility facilities (“PSE Facilities”) located
along the Property’s northern boundary line that serve a number of commercial and
residential properties in that area; and
WHEREAS, it is in the best interest of the City and PSE to have a utility easement
agreement in place that identifies the location of the PSE Facilities, and sets forth the
rights, benefits and responsibilities of each party regarding the facilities and the Property.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF AUBURN,
WASHINGTON, RESOLVES as follows:
Section 1. The Auburn City Council authorizes the Mayor to execute and
convey the utility easement attached as “Exhibit A” to PSE. By its terms, this conveyance
will be at no cost to either party.
Section 2. The Mayor is authorized to implement those administrative
procedures and/or execute minor amendments necessary to carry out the directives of
this Resolution.
Page 21 of 211
--------------------------------
Resolution No. 5704
3/7/2023
Page 2 of 2 Rev. 2020
Section 3. This Resolution will take effect and be in full force on passage and
signatures.
Dated and Signed:
CITY OF AUBURN
____________________________
NANCY BACKUS, MAYOR
ATTEST:
______________________________
Shawn Campbell, MMC, City Clerk
APPROVED AS TO FORM:
____________________________
Kendra Comeau, City Attorney
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PSE UG Electric Easement 2022
WO 101129599 / RW-118003
Page 1 of 6
RETURN ADDRESS:
Puget Sound Energy, Inc.
Attn: ROW Department
PO Box 97034 / BEL08W (SAM)
Bellevue, WA 98009-9734
Attn: Sam Meldrum
EASEMENT
REFERENCE #:
GRANTOR (Owner): CITY OF AUBURN
GRANTEE (PSE):PUGET SOUND ENERGY, INC.
SHORT LEGAL:Portion of the NW ¼ of the SW ¼ Sect. 18, T21N, R5E, W.M., King County
: 733140-0135
For and in consideration of good and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged,CITY OF AUBURN, a municipal corporation of the State of Washington
grants and conveys to PUGET SOUND ENERGY, INC., a Washington corporation ("PSE" herein), for the purposes
described below, a nonexclusive perpetual easement over, under, along across and through the following described
real property (the "Property" herein) in King County, State of Washington:
SEE EXHIBIT ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF.
Except as may be otherwise set forth herein PSE's rights shall be exercised upon that portion of the Property
("Easement Area" herein) described as follows:
SEE EXHIBITS &ATTACHED HERETO AND BY THIS REFERENCE MADE A
PART HEREOF.
1. Purpose. PSE shall have the right to use the Easement Area to construct, operate, maintain, repair,
replace, improve, remove, upgrade and extend one or more utility systems for purposes of transmission, distribution
and sale of electricity. Such systems may include, but are not limited to:
Underground facilities. Conduits, lines, cables, vaults, switches and transformers for electricity; fiber optic
cable and other lines, cables and facilities for communications; semi-buried or ground-mounted facilities and
pads, manholes, meters, fixtures, attachments and any and all other facilities or appurtenances necessary or
convenient to any or all of the foregoing.
Following the initial construction of all or a portion of its systems, PSE may, from time to time, construct
such additional facilities as it may require for such systems. PSE shall have the right of access to the Easement Area
over and across the Property to enable PSE to exercise its rights granted in this easement.
2. Easement Area Clearing and Maintenance. PSE shall have the right, but not the obligation to cut, remove
and dispose of any and all brush, trees or other vegetation in the Easement Area. PSE shall also have the right, but
not the obligation, to control, on a continuing basis and by any prudent and reasonable means, the establishment and
growth of brush, trees or other vegetation in the Easement Area.
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PSE UG Electric Easement 2022
WO 101129599 / RW-118003
Page 2 of 6
3. Trees Outside Easement Area. PSE shall have the right to cut, trim remove and dispose of any trees
located on the Property outside the Easement Area that could,
trees and make a reasonable effort to give Owner prior notice that such trees will be cut, trimmed, removed or disposed.
Owner shall be entitled to compensation for the actual market value of merchantable timber (if any) cut and removed
from the Property by PSE.
4. Restoration. Following initial installation, repair or extension of its facilities, PSE shall, to the extent
condition existing immediately prior to such work, unless said work was done at the request of Owner, in which case
Owner shall be responsible for such restoration. All restoration which is the responsibility of PSE shall be performed
5. Owner's Use of Easement Area. Owner reserves the right to use the Easement Area for any purpose
not inconsistent with the rights herein granted, provided, however, Owner shall not excavate within or otherwise change
the grade of the Easement Area or construct or maintain any buildings or structures on the Easement Area and Owner
shall do no blasting within 300 feet of PSE's facilities without PSE's prior written consent.
6. Indemnity.PSE agrees to indemnify Owner from and against liability incurred by Owner as a result of the
negligence of PSE or its contractors in the exercise of the rights herein granted to PSE, but nothing herein shall require
PSE to indemnify Owner for that portion of any such liability attributable to the negligence of Owner or the negligence
of others.
7. Termination. The rights herein granted shall continue until such time as PSE terminates such right by
written instrument. If terminated, any improvements remaining in the Easement Area shall become the property of
8. Successors and Assigns. PSE shall have the right to assign, apportion or otherwise transfer any or all
of its rights, benefits, privileges and interests arising in and under this easement. Without limiting the generality of the
foregoing, the rights and obligations of the parties shall be binding upon their respective successors and assigns.
DATED this _______ day of ________________________________, 20_____.
OWNER: CITY OF AUBURN
By: ____________________________________
(name)
Printed
Name: _________________________________
Its: ____________________________________
(title)
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PSE UG Electric Easement 2022
WO 101129599 / RW-118003
Page 3 of 6
STATE OF WASHINGTON )
) SS
COUNTY OF ___________ )
On this _______ day of ______________________, 20_____, before me, the undersigned, a Notary Public
in and for the State of Washington, duly commissioned and sworn, personally appeared
________________________________________________________, to me known to be the person(s) who signed
as ______________________________________________________, of CITY OF AUBURN, the corporation that
executed the within and foregoing instrument, and acknowledged said instrument to be his/her/their free and voluntary
act and deed and the free and voluntary act and deed of said corporation for the uses and purposes therein mentioned;
and on oath stated that he/she/they was authorized to execute the said instrument on behalf of said corporation.
IN WITNESS WHEREOF I have hereunto set my hand and official seal the day and year first above written.
__________________________________________________
(Signature of Notary)
__________________________________________________
(Print or stamp name of Notary)
NOTARY PUBLIC in and for the State of Washington, residing
at ________________________________________________
My Appointment Expires:______________________________
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PSE UG Electric Easement 2022
WO 101129599 / RW-118003
Page 4 of 6
LEGAL DESCRIPTION
APN: 733140-0135
THAT PORTION OF PARCEL A, CITY OF AUBURN LOT LINE ADJUSTMENT NO. BLA 13-0007, ACCORDING TO
THE OFFICIAL PLAT THEREOF, RECORDING NO. 20131108900002, RECORDS OF KING COUNTY, STATE OF
WASHINGTON;
TOGETHER WITH VACATED ADJOINING ALLEY, ACCORDING TO CITY OF AUBURN ORDINANCE NO. 3200,
RECORDED UNDER RECORDING NOS. 7710130225 AND 7711100780, RECORDS OF KING COUNTY, STATE
OF WASHINGTON;
AND
TOGETHER WITH VACATED ADJOINING ROAD AND ALLEY, ACCORDING TO CITY OF AUBURN ORDINANCE
NO. 6614, RECORDED UNDER RECORDING NO. 20161010000262, RECORDS OF KING COUNTY, STATE OF
WASHINGTON.
Page 26 of 211
PSE EASEMENT LEGAL DESCRIPTION
THAT PORTION OF PARCEL A, CITY OF AUBURN BOUNDARY LINE ADJUSTMENT NO.
BLA13-0007 RECORDED UNDER RECORDING NO. 20131108900002, RECORDS OF
KING COUNTY, WASHINGTON, TOGETHER WITH VACATED ADJOINING ALLEY PER
CITY OF AUBURN ORDINANCE NO. 3200 UNDER RECORDING NOS. 7710130225 AND
7711100780, AND TOGETHER WITH VACATED ADJOINING ROAD AND ALLEY PER
CITY OF AUBURN ORDINANCE NO. 6614 UNDER RECORDING NO. 20161010000262,
MORE PARTICULARLY DESCRIBED AS FOLLOWS:
BEGINNING AT THE NORTHEAST CORNER OF SAID PARCEL A;
ERLY LINE OF SAID PARCEL
A AND THE SOUTHERLY RIGHT-OF-WAY MARGIN OF ALLEY DESCRIBED IN DEED,
RECORDED UNDER KING COUNTY RECORDING NO. 1018859, A DISTANCE OF 481.76
FEET;
THENCE SOUTH
NORTHERLY LINE;
THENCE SOUTH 88°, ALONG SAID NORTHERLY LINE, 6.72 FEET;
THENCE
LINE OF SAID
PARCEL A AND THE EASTERLY RIGHT-OF-WAY MARGIN OF A STREET SE (MAIN
STREET);
, ALONG SAID EASTERLY MARGIN, 16.01 FEET;
THEN
THENCE NORTH
THENCE NORTH
9.00 FEET;
4.00 FEET;
18.00 FEET;
8.50 FEET;
86.75 FEET;
FEET;
THENCE
THENCE
THENCE
THENCE NORTH
PARCEL A;
T, ALONG SAID EASTERLY LINE, 10.02 FEET TO
THE POINT OF BEGINNING;
SAID EASEMENT CONTAINS 6,173 SQUARE FEET, MORE OR LESS;
SITUATE IN KING COUNTY, WASHINGTON.
MSRE APARTMENT LLC
JOB NO. 22-119
FEBRUARY 16, 2023
STEVEN C. BERG, P.L.S.
NORTH PEAK ASSOCIATES LLC
17270 WOODINVILLE REDMOND RD NE, STE 705
WOODINVILLE, WASHINGTON 98072 03/07/2023Page 27 of 211
03/07/2023Page 28 of 211
AGENDA BILL APPROVAL FORM
Agenda Subject:
Resolution No. 5705 (Faber)
Date:
March 16, 2023
Department:
Parks, Arts & Recreation
Attachments:
Res olution No. 5705
Exhibit A
Budget Impact:
King County Grant
Acceptance: $234,925
Administrativ e Recommendation:
City Council to approve Resolution No. 5705.
Background for Motion:
Resolution 5705 accepts grant funding awarded to the City by King County’s Parks Capital
and Open Space Program to implement several construction projects at Cedar Lanes Park.
Background Summary:
King County has granted the City with $234,925 from the Parks Capital and Open Space
Program for amenities at Cedar Lanes Park. These amenities include a new restroom, picnic
shelter, bicycle storage building, and parking and pathway improvements. City-matching funds
from Park Impact Fees are $338,000.
Rev iewed by Council Committees:
Councilmember:Baldwin Staff:Faber
Meeting Date:April 3, 2023 Item Number:RES.B
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-------------------------------------
Resolution No. 5705
February 27, 2023
Page 1 of 2
RESOLUTION NO. 5705
A RESOLUTION OF THE CITY COUNCIL OF THE
CITY OF AUBURN, WASHINGTON, AUTHORIZING
THE MAYOR TO EXECUTE A CAPITAL GRANT
AGREEMENT WITH KING COUNTY, WASHINGTON
FOR PARKS CAPITAL AND OPEN SPACE
PROGRAM FUNDS, AND TO APPROPRIATE AND
EXPEND THE GRANT FUNDS
WHEREAS, King County’s Parks Capital and Open Space Program
provides grants to projects that that expand and improve recreation opportunities,
including the development of active and passive recreation and trail facilities; and
WHEREAS, the City of Auburn desires to add amenities to the 7 acre Cedar
Lanes Park in coordination with construction of the new mountain bike skills course
and pump track. These amenities include a restroom, picnic shelter, storage
container (for City bike programs), and parking and pathway improvements; and
WHEREAS, The King County Parks and Recreation Division has accepted
the City of Auburn’s Cedar Lanes Amenities project as a grant fund recipient; and
WHEREAS, the Grant shall provide up to $234,925.00 to the City for
construction of the amenities; and
WHEREAS, execution of a Capital Project Grant Agreement with King
County is a condition for receipt of the capital grant funds.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF AUBURN,
WASHINGTON, HEREBY RESOLVES as follows:
Section 1. The Mayor is authorized to execute with King County a capital
grant agreement substantially similar to the one attached as Exhibit A.
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-------------------------------------
Resolution No. 5705
February 27, 2023
Page 2 of 2
Section 2. The Mayor is authorized to expend the grant funds and
implement such administrative procedures as may be necessary to carry out the
directives of this legislation.
Section 3. This Resolution shall take effect and be in full force upon
passage and signature.
Dated and Signed this _____ day of _________________, 2020.
CITY OF AUBURN
___________________________________
NANCY BACKUS, MAYOR
ATTEST:
_________________________
Shawn Campbell, City Clerk
APPROVED AS TO FORM:
_________________________
Kendra Comeau, City Attorney
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City of Auburn Parks Department – Cedar Lanes Amenities – 6328584
PARKS CAPITAL AND OPEN SPACE PROGRAM
CAPITAL PROJECT GRANT AGREEMENT
Department/Division: Natural Resources and Parks / Parks and Recreation
Grant Recipient: City of Auburn Parks Department
Project: Cedar Lanes Amenities
Award Amount: $234,925.00 Project#: 1144509 Contract#: 6328584
Term Period: To 11/31/2024
THIS AGREEMENT is a grant agreement entered into between City of Auburn Parks
Department (the “Grant Recipient”) and King County (the “County”) (collectively the “Parties”)
for an active recreation, passive recreation, local trail, or other capital project in a park or
recreational facility using a Parks Capital and Open Space Program grant.
RECITALS
A. Ordinance 18890, which took effect May 13, 2019, called for a special election to
authorize the King County parks, recreation trails and open space levy. On August 6,
2019, King County voters approved the levy, which included funding for capital projects
for active and passive recreation, local trails, or capital projects in parks and recreation
facilities in order to construct new and improve existing recreation facilities to address
the pressures of rapid growth in King County.
B. Motion 15378, Section A.1., and Attachment A, further delineated the use of levy funds
for the Parks Capital and Open Space Grants Program and the guidelines governing that
use.
C. Ordinance 19166, Attachment A established the grant award criteria and the process for
the distribution of Parks Capital and Open Space Grants as well as the proposed
composition of an advisory committee to review and make recommendations on the grant
awards.
D. King County, a home rule charter county and political subdivision of the State of
Washington, is authorized to administer the Parks Capital and Open Space Grant
Program and enter into agreements for the use of the grant funds with King County
towns, cities, or metropolitan parks districts for capital projects for active and passive
recreation, local trails, or capital projects in parks and recreation facilities.
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E. Grant Recipient is a City.
F. The Parks Capital and Open Space Grant Program Advisory Committee has
recommended an allocation of levy grant funds to specific projects, pursuant to
Ordinance 19433
G. King County has selected Grant Recipient to receive a Parks Capital and
Open Space Grant award in the amount of $234,925.00 (“Grant Award
Funds”) in order to construct, improve, or repair the Project described
below and in the attached exhibits.
NOW THEREFORE, in consideration of the promises, covenants, and other provisions set forth
in this Agreement, the Parties agree as follows:
GRANT AWARD TERMS AND CONDITIONS
1. DEFINITIONS
1.1 Project.
The term “Project” means the design, development and construction of the Facility
described in Exhibit A. Grant Award Funds available pursuant to this Agreement may
only be used for the Project. To complete the Project, Grant Recipient shall use the Grant
Award Funds to design, develop, and construct the Facility, as set forth in Exhibit B,
consistent with the requirements set forth in this Agreement and in the following attached
exhibits, which are incorporated herein by reference:
Map of Facility and Location Attached hereto as Exhibit A
Scope of Work Attached hereto as Exhibit B
Project Budget Attached hereto as Exhibit C
Insurance Requirements Attached hereto as Exhibit D
Notice of Grant Attached hereto as Exhibit E
1.2 Map of Facility and Location. This Agreement applies to the Project to improve the
park and recreational facility (“Facility”) which is located at:
1002 25th Street SE, Auburn, WA. 98002
See Exhibit A for a depiction of the Facility and a map of specific Facility location and
boundaries.
1.3 Scope of Work. Grant Recipient shall provide a scope of work (“Scope of Work”),
attached hereto as Exhibit B, which describes the Project in detail and includes a
description of the various design, development, permitting, and construction
milestones required for completion of the Project and intended use of the Grant
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Award Funds. Grant Recipient shall apply the funds received from the County for
the Project under this Agreement in accordance with the Scope of Work, attached
hereto as Exhibit B.
1.4 Project Budget. Grant Recipient shall work with King County to develop a Project
Budget, attached hereto as Exhibit C. King County shall provide the Grant Award
Funds to the Grant Recipient to pay for costs and expenditures related to the
Project, as set forth in Exhibits B and C. Grant Award Funds provided to Grant
Recipient may only be used to pay for costs and expenditures related to the Project,
as set forth in Exhibits B and C.
1.5 Contractor. Contractor shall include any contractor or consultant hired by Grant
Recipient, including any of the contractor’s or consultant’s subcontractors or
subconsultants.
2. EFFECTIVE DATE
The Agreement shall be effective upon signature by both Parties (“Effective Date”).
3. TERM
The term (“Term”) of this Agreement shall begin on the Effective Date and end on
11/31/2024. This Agreement shall remain in effect until such time as it is amended in
writing or terminated as provided herein.
4. AMENDMENTS
This Agreement together with the attached exhibits expressly incorporated herein by
reference and attached hereto shall constitute the whole Agreement between the Parties.
This Agreement may be amended only by an instrument, in writing, duly executed by the
Parties. Either party may request changes to this Agreement, however, changes that deviate
substantially from the proposal submitted to and approved by the Advisory Committee and
the King County Council will need to be approved by those entities.
5. NOTICES
Unless otherwise specified in the Agreement, all notices or documentation required or
provided pursuant to this Agreement shall be in electronic form and shall be deemed duly
given when received at the addresses first set forth below via electronic mail.
KING COUNTY City of Auburn Parks Department
Rusty Milholland Thaniel Gouk
Program Manager, Community
Investments Parks Planning and Development Manager
King County Parks City of Auburn Parks Department
201 S Jackson Street Suite #5702 25 West Main Street
Seattle, WA 98104 Auburn, WA. 98001
206-477-4577 253-931-4011
butch.lovelace@kingcounty.gov tgouk@auburnwa.gov
Either Party hereto may, at any time, by giving ten (10) days written notice to the other
Party to designate any other address in substitution of the foregoing address to which
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City of Auburn Parks Department – Cedar Lanes Amenities – 6328584
such notice or communication shall be given.
6. DISBURSEMENT OF GRANT FUNDS
6.1 The County may authorize, at County’s sole discretion, release of a portion of the
Grant Award Funds to Grant Recipient, upon execution of this Agreement, and
receipt of Grant Recipient’s County-approved completed Scope of Work and
Project Budget (see Section 1 and Exhibits B and C).
6.2 The County shall initiate authorization for payment and disbursement of Grant
Award Funds after approval of sufficiently detailed Project-related invoices
submitted by Grant Recipient. The County shall make payment to Grant
Recipient not more than thirty (30) days after a complete and accurate invoice and
any other required documentation is received and approved.
6.3 Grant Recipient shall submit the final invoice, supporting documentation and any
outstanding deliverables, as specified in the Scope of Work (Exhibit B) and
Project Budget (Exhibit C), within thirty (30) days of the date this Agreement
expires or is terminated. If the Grant Recipient’s final invoice, supporting
documentation and reports are not submitted by the day specified in this
subsection, the County will be relieved of all liability for payment to Grant
Recipient of the amounts set forth in said invoice or any subsequent invoice.
7. GRANT REPORTING
All Grant Award Funds received pursuant to this Agreement and accrued interest
therefrom will be accounted for separately from all other Grant Recipient accounts and
moneys. Until the Project is completed, and all proceeds provided pursuant to this
Agreement have been expended, the Grant Recipient shall provide reports to the King
County Project Manager on a schedule determined by the County.
8. COMPLETION OF THE PROJECT
Grant Recipient shall complete the Project described in Section 1.1 and Exhibits A, B
and C of this Agreement. If Grant Recipient cannot complete the Project, as specified by
the Scope of Work and deliverables set forth in Exhibit B, the County shall be released
from any obligation to fund the Project, and the County in its sole discretion may
reallocate such funds for other projects in other jurisdictions.
Pursuant to Section 19, Termination, this Agreement will be terminated if the Grant
Recipient is unable or unwilling to expend the Grant Award Funds for the Project as
provided in this Agreement. The Grant Recipient may not redirect Grant Award Funds
for a purpose other than completion of the Project as approved by the Advisory
Committee and King County Council.
9. COMMUNICATION AND KING COUNTY MILESTONE NOTIFICATION
Grant Recipient shall recognize County as a “grant sponsor” for the Project in the
following manner:
9.1 Events: Grant Recipient shall invite and recognize “King County Parks” at all
events promoting the Project, and at the final Project dedication.
9.2 Community Relations: Grant Recipient shall recognize “King County Parks” as a
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“grant sponsor” in all social media, websites, brochures, banners, posters, press
releases, and other promotional material related to the Project.
9.3 King County Parks Notification: Grant Recipient shall notify the King County
Parks Project Manager 30 days prior to any major milestone, such as a
groundbreaking or opening dates.
9.4 King County Council Notification: If Grant Recipient is a city or town
notification to the King County Council 30 days prior to any major milestone,
such as a groundbreaking or opening dates is, required.
9.5 Signage: Grant Recipient shall recognize “King County Parks” on any signage as
a funder/contributor of project/facility. Grant Recipient is required to use
appropriate King County logo on any signage and communications.
10. DISPOSITION OF REMAINING GRANT AWARD FUNDS
If Grant Recipient does not expend all proceeds obligated to be provided through this
Agreement, such proceeds, if held by Grant Recipient, shall be refunded to the County. For
purposes of this section, “proceeds” shall include all Grant Award Funds obligated to be
provided by the County plus interest accrued by Grant Recipient on the grant funds. Any
proceeds in excess of those required to be provided by the County for the actual costs of
the Project shall remain with the County for use in its sole discretion.
11. PUBLIC ACCESS
The Grant Award is provided to Grant Recipient for the Project for the purpose of land
protection and recreation for the citizens of King County. Therefore, Grant Recipient and
any successor in interest agree to maintain the Facility for public use as required by
Ordinances 18890 and 19166, and the Parks Capital and Open Space Grant program
requirements specified in Moton 15378. The Facility shall be open and accessible to the
public at reasonable hours and times. Grant Recipient shall notify the public of the
availability of use by posting and updating that information on its website and by
maintaining at entrances and/or other locations openly visible signs with such
information. Fees for use of the Facility shall be no greater than those generally charged
by public operators of similar facilities in King County.
Notwithstanding temporary closure for required maintenance or repairs, the minimum
period of time Grant Recipient must ensure the Project is available for public use is thirty
(30) years. If the Facility is retired or otherwise removed from use before the end of the
thirty-year period, then the Grant Recipient shall reimburse the Grant Award Funds to
King County. Grant Recipient’s duties under this Section 11 will survive the
expiration or earlier termination of this Agreement.
12. NOTICE OF GRANT
Upon completion of construction of the Facility, Grant Recipient shall record the
executed Notice of Grant, attached hereto as Exhibit E.
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13. CONSTRUCTION OF THE FACILITY
13.1 Capital Improvements.
Grant Recipient shall design, develop, and construct mutually agreed upon
Facility, features, and amenities in accordance with all applicable design(s),
timelines, restrictions, environmental considerations, permitting determinations,
neighborhood impact mitigations, and all other requirements in coordination with
King County Parks staff. All contracted work by Grant Recipient, its agents,
representatives, or subcontractors, shall be bonded and properly insured to ensure
the complete and safe design and construction of all facilities, features, and
amenities. As between Grant Recipient and King County, Grant Recipient will be
solely responsible to comply with all applicable authorities and to obtain all
necessary permits, approvals, and endorsements for the Project.
13.2 Warranties.
With respect to all warranties, express or implied, for work performed or
materials supplied in connection with the Project, Grant Recipient shall:
• Obtain all warranties, express or implied, that would be given in normal
commercial practice from suppliers, manufacturers, contractors or installers;
• Require all warranties be executed, in writing;
• Be responsible to enforce any warranty of a contractor, subcontractor,
manufacturer, or supplier.
If, within an applicable warranty period, any part of the Facility or work
performed to construct the Facility is found not to conform to specifications,
permit requirements, or industry standard, Grant Recipient shall correct it
promptly.
13.3 Right to Inspect- Construction.
King County personnel or agents may inspect the construction project at any time
provided that such persons observe due regard for workplace safety and security.
King County may require Grant Recipient or its contractors to stop work if King
County deems work stoppage necessary to remedy construction defects or to
address risks to health, safety, or welfare. Grant Recipient specifically
understands, acknowledges, and agrees that at a minimum, King County will
inspect the Facility construction project before final completion of the Project.
13.4 Design.
Grant Recipient has retained a licensed architect and/or licensed professional
engineer, registered in the State of Washington, who will prepare a Project design
for the Facility and exterior landscaping, which visually blends with the setting.
King County shall review the design plans for the Project in concept and reserves
the right to approve the final design of the Project, consistent with established
zoning, design code, or both.
13.5 Construction Site/Work Fencing.
Grant Recipient will be solely responsible for the site work, required permits, and
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grading for the Project. Grant Recipient will ensure the work area is properly
barricaded, and will ensure that signage is installed, directing unauthorized
persons not to enter onto the construction site during any phase of development or
construction. Unless otherwise agreed by the Parties in writing, fencing will be
placed around work areas. In addition, construction areas will be kept clean and
organized during development periods. Grant Recipient will be responsible for
site security, traffic, and pedestrian warnings at the site during the development
and construction phases.
13.5 Alteration of Site or Facility after Construction.
After the Facility is completed and accepted by Grant Recipient and King County
as defined herein, Grant Recipient will not make any material alteration to the
Facility without express, written consent by King County.
13.6 Development and Construction Fees and Expenses.
Grant Recipient will be responsible to obtain and pay for all necessary permits,
fees, and expenses associated with the Project.
13.7 Public Works Laws.
To the extent applicable, Grant Recipient will comply with all public works laws,
regulations, and ordinances, including but not limited to those related to
prevailing wages (see RCW 39.12), retainage (see RCW 60.28), bonding (see
RCW 39.08), use of licensed contractors (see RCW 39.06), and competitive
bidding (see RCW 36.32 and RCW 35.21.278). Grant Recipient will indemnify
and defend King County should it be sued or made the subject of an
administrative investigation or hearing for a violation of such laws, regulations,
and ordinances in connection with the improvements.
13.8 Contractor Indemnification and Hold Harmless.
Grant Recipient will require its construction contractors and subcontractors to
defend, indemnify, and hold King County, its officers, officials, employees, and
volunteers harmless from any and all claims, injuries, damages, losses, or suits
including attorney's fees and costs, arising out of or in connection with the design,
development, and construction of the Facility (hereinafter "Design and
Construction Phase"), except for injuries and damages caused by the negligence
of King County.
13.9 Minimum Scope and Limits of Insurance.
Grant Recipient shall maintain, and/or require its Contractor(s) to maintain the
minimum scope and limits of insurance as required in Exhibit D – Insurance
Requirements.
14. INTERNAL CONTROL AND ACCOUNTING SYSTEM
Grant Recipient shall establish and maintain a system of accounting and internal controls
which complies with applicable, generally accepted accounting principles, and
governmental accounting and financial reporting standards in accordance with Revised
Code of Washington (RCW) Chapter 40.14.
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15. MAINTENANCE OF RECORDS
15.1 Grant Recipient shall maintain accounts and records, including personnel, property,
financial, Project records, including Agreement deliverables, and other such
records as may be deemed necessary by the County to ensure proper accounting for
all Grant Award Funds and compliance with this Agreement.
15.2 These records shall be maintained for a period of six (6) years after the expiration
or earlier termination of this Agreement unless permission to destroy them is
granted by the Office of the Archivist in accordance with RCW Chapter 40.14.
15.3 Grant Recipient shall inform the County in writing of the location, if different from
the Grant Recipient address listed in Section 5 of this Agreement of the aforesaid
books, records, documents, and other evidence and shall notify the County in
writing of any changes in location within ten (10) working days of any such
relocation.
16. RIGHT TO INSPECT
King County reserves the right to review and approve the performance of Grant Recipient
with regard to this Agreement, and, at its sole discretion, to inspect or audit the Grant
Recipient’s records regarding this Agreement and the Project upon seventy-two (72) hours’
notice during normal business hours.
17. COMPLIANCE WITH ALL LAWS AND REGULATIONS
Grant Recipient shall comply with all applicable laws, ordinances and regulations in
using funds provided by the County, including, without limitation, those relating to
providing a safe working environment to employees and, specifically, the requirements of
the Washington Industrial Safety and Health Act (WISHA); and, to the extent applicable,
those related to “public works,” payment of prevailing wages, and competitive bidding of
contracts. The Grant Recipient specifically agrees to comply and pay all costs associated
with achieving such compliance without notice from King County; and further agrees that
King County, does not waive this Section by giving notice of demand for compliance in
any instance. The Grant Recipient shall indemnify and defend the County should it be
sued or made the subject of an administrative investigation or hearing for a violation of
such laws related to this Agreement.
18. CORRECTIVE ACTION
18.1 If the County determines that a breach of contract has occurred or does not
approve of the Grant Recipient’s performance, it will give the Grant Recipient
written notification of unacceptable performance. Grant Recipient will then take
corrective action within a reasonable period of time, as may be defined by King
County in its sole discretion in its written notification to Grant Recipient.
18.2 King County may withhold any payment owed Grant Recipient until the County
is satisfied that corrective action has been taken or completed.
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19. TERMINATION
19.1 King County may terminate this Agreement in whole or in part, with or without
cause, at any time during the Term of this Agreement, by providing Grant
Recipient ten (10) days advance written notice of the termination.
19.2 If the termination results from acts or omissions of Grant Recipient, including but
not limited to misappropriation, nonperformance of required services, or fiscal
mismanagement, Grant Recipient shall return to the County immediately any
funds, misappropriated or unexpended, which have been paid to Grant Recipient
by the County.
19.3 Any King County obligations under this Agreement beyond the current
appropriation biennium are conditioned upon the County Council's appropriation
of sufficient funds to support such obligations. If the Council does not approve
such appropriation, then this Agreement will terminate automatically at the close
of the current appropriation biennium.
19.4 The Agreement will be terminated if the Grant Recipient is unable or unwilling to
expend the Grant Award Funds as specified in Section 1 and Exhibits B and C, or
upon reimbursement by the Grant Recipient to the County of all unexpended
proceeds provided by the County pursuant to this Agreement and payment of all
amounts due pursuant to Section 6.
20. FUTURE SUPPORT; UTILITIES AND SERVICE
The County makes no commitment to support the services contracted for herein and
assumes no obligation for future support of the activity contracted for herein except as
expressly set forth in this Agreement. Grant Recipient understands, acknowledges, and
agrees that the County shall not be liable to pay for or to provide any utilities or services
in connection with the Project contemplated herein.
21. HOLD HARMLESS AND INDEMNIFICATION
Grant Recipient shall protect, indemnify, and save harmless the County, its officers,
agents, and employees from and against any and all claims, costs, and/or losses
whatsoever occurring or resulting from (1) Grant Recipient’s failure to pay any such
compensation, wages, benefits, or taxes, and/or (2) work, services, materials, or supplies
performed or provided by Grant Recipient’s employees or other suppliers in connection
with or support of the performance of this Agreement.
Grant Recipient further agrees that it is financially responsible for and will repay the
County all indicated amounts following an audit exception which occurs due to the
negligence, intentional act, and/or failure, for any reason, to comply with the terms of this
Agreement by the Grant Recipient, its officers, employees, agents, representatives, or
subcontractors. This duty to repay the County shall not be diminished or extinguished by
the expiration or prior termination of the Agreement.
Grant Recipient agrees for itself, its successors, and assigns, to defend, indemnify, and
hold harmless King County, its appointed and elected officials, and employees from and
against liability for all claims, demands, suits, and judgments, including costs of defense
thereof, for injury to persons, death, or property damage which is caused by, arises out of,
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or is incidental to any use of or occurrence on the Project that is the subject of this
Agreement, or Grant Recipient’s exercise of rights and privileges granted by this
Agreement, except to the extent of the County's sole negligence. Grant Recipient’s
obligations under this Section shall include:
A. The duty to promptly accept tender of defense and provide defense to the County at
the Grant Recipient’s own expense;
B. Indemnification of claims made by Grant Recipient’s employees or agents; and
C. Waiver of Grant Recipient’s immunity under the industrial insurance provisions of
Title 51 RCW, but only to the extent necessary to indemnify King County, which
waiver has been mutually negotiated by the parties.
In the event it is necessary for the County to incur attorney's fees, legal expenses or other
costs to enforce the provisions of this Section, all such fees, expenses and costs shall be
recoverable from the Grant Recipient.
In the event it is determined that RCW 4.24.115 applies to this Agreement, the Grant
Recipient agrees to protect, defend, indemnify and save the County, its officers, officials,
employees and agents from any and all claims, demands, suits, penalties, losses damages
judgments, or costs of any kind whatsoever for bodily injury to persons or damage to
property (hereinafter "claims"), arising out of or in any way resulting from the Grant
Recipient’s officers, employees, agents and/or subcontractors of all tiers, acts or
omissions, performance of failure to perform the rights and privileges granted under this
Agreement, to the maximum extent permitted by law or as defined by RCW 4.24.115, as
now enacted or hereafter amended.
A hold harmless provision to protect King County similar to this provision shall be
included in all Agreements or subcontractor Agreements entered into by Grant Recipient
in conjunction with this Agreement. Grant Recipient’s duties under this Section 21
will survive the expiration or earlier termination of this Agreement.
22. NONDISCRIMINATION
King County Code (“KCC”) chapters 12.16 through 12.19 apply to this Agreement and
are incorporated by this reference as if fully set forth herein. In all hiring or employment
made possible or resulting from this Agreement, there shall be no discrimination against
any employee or applicant for employment because of sex, race, color, marital status,
national origin, religious affiliation, disability, sexual orientation, gender identity or
expression or age except minimum age and retirement provisions, unless based upon a
bona fide occupational qualification.
23. POLITICAL ACTIVITY PROHIBITED
None of the funds, materials, property, or services provided directly or indirectly under
this Agreement shall be used for any partisan political activity or to further the election or
defeat of any candidate for public office.
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24. PROJECT MAINTENANCE; EQUIPMENT PURCHASE, MAINTENANCE, AND
OWNERSHIP
A. As between the County and Grant Recipient, Grant Recipient shall be responsible to
operate and maintain the completed Project at its own sole expense and risk. Grant
Recipient shall maintain the completed Project in good working condition consistent with
applicable standards and guidelines. Grant Recipient understands, acknowledges, and
agrees that the County is not responsible to operate or to maintain the Project in any way.
B. Grant Recipient shall be responsible for all property purchased pursuant to this
Agreement, including the proper care and maintenance of any equipment.
C. Grant Recipient shall establish and maintain inventory records and transaction
documents (purchase requisitions, packing slips, invoices, receipts) of equipment and
materials purchased with Grant Award Funds.
Grant Recipient’s duties under this Section 24 shall survive the expiration of this
Agreement.
25. ASSIGNMENT
Grant Recipient shall not assign any portion of rights and obligations under this
Agreement or transfer or assign any claim arising pursuant to this Agreement without the
written consent of the County. Grant Recipient must seek such consent in writing not
less than fifteen (15) days prior to the date of any proposed assignment.
26. WAIVER OF BREACH OR DEFAULT
Waiver of breach of any provision in this Agreement shall not be deemed to be a waiver
of any subsequent breach and shall not be construed to be a modification of the terms of
the Agreement unless stated to be such through written approval by the County, which
shall be attached to the original Agreement. Waiver of any default shall not be deemed to
be a waiver of any subsequent defaults.
27. TAXES
Grant Recipient agrees to pay on a current basis all taxes or assessments levied on its
activities and property, including, without limitation, any leasehold excise tax due under
RCW Chapter 82.29A; PROVIDED, however, that nothing contained herein will modify
the right of the Grant Recipient to contest any such tax, and Grant Recipient shall not be
deemed to be in default as long as it will, in good faith, be contesting the validity or amount
of any such taxes.
28. WASHINGTON LAW CONTROLLING; WHERE ACTIONS BROUGHT
This Agreement is made in and will be in accordance with the laws of the State of
Washington, which will be controlling in any dispute that arises hereunder. Actions
pertaining to this Agreement will be brought in King County Superior Court, King
County, Washington.
29. PUBLIC DOCUMENT
This Agreement will be considered a public document and will be available for inspection
and copying by the public.
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30. LEGAL RELATIONS
Nothing contained herein will make, or be deemed to make, County and Grant Recipient a
partner of one another, and this Agreement will not be construed as creating a partnership
or joint venture. Nothing in this Agreement will create, or be deemed to create, any right,
duty or obligation in any person or entity not a party to it.
31. PERMITS AND LICENSES
Grant Recipient shall develop and run the Project in accordance with all applicable laws
and regulatory requirements including environmental considerations, permitting
determinations, and other legal requirements. All activities and improvements shall be
performed by Grant Recipient at its sole expense and liability. Grant Recipient shall, at
its sole cost and expense, apply for, obtain and comply with all necessary permits, licenses
and approvals required for the Project.
32. INTERPRETATION OF COUNTY RULES AND REGULATIONS
If there is any question regarding the interpretation of any County rule or regulation, the
County decision will govern and will be binding upon the Grant Recipient.
33. ENTIRE AGREEMENT
This Agreement, including its attachments, constitutes the entire Agreement between the
County and Grant Recipient. It supersedes all other agreements and understandings
between them, whether written, oral or otherwise.
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the first date
written.
City of Auburn Parks Department King County
By___________________________________ By_________________________________
Title _______________________________ Title _____________________________
Date _________________________________ Date _______________________________
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EXHIBIT A – MAP OF FACILITY AND LOCATION
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EXHIBIT B – SCOPE OF WORK
Levy Grant
Capital and Open Space Grants
Scope of Services
The City of Auburn will add new restrooms, expanded parking, storage, and pedestrian paths to
Cedar Lanes Bike Park project that is in design.
Milestones Estimated
Completion
Date
Deliverables
1 Project design and permitting 5/2023 Completed design
2 Construction of parking, paths 10/2023
3 Installation of water meter and connection 10/2023
4 Installation of picnic shelter and restroom 10/2023
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EXHIBIT C – PROJECT BUDGET
Project Budget
Organization and Project Name: City of Auburn Parks Department- Cedar
Lanes Amenities
Project Tasks Project Costs Grant
Request
Planning / Design / Permits
Civil Design $30,000 $20,000
$0
$0
Construction / Installation / Materials $0
Precast Restroom $141,607 $94,405
Picnic shelter $32,415 $21,610
Water meter and connection $33,389 $22,259
Storage Container $7,650 $5,100
Parking and Paths $75,000 $50,000
Other $0
Contingency $0
Tax $32,326 $21,551
Project Management (Max 15% of grant) $0
TOTALS $352,387 $234,925
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EXHIBIT D – INSURANCE REQUIREMENTS
1. Insurance Requirements
1.1. Grant Recipient shall purchase and maintain, at its sole cost and expense, the minimum
insurance set forth below. By requiring such minimum insurance, the County does not
and shall not be deemed or construed to have assessed the risks that may be applicable to
Grant Recipient, or any Contractor under this Agreement, or in any way limit the
County’s potential recovery to insurance limits required hereunder. To the contrary, this
Agreement’s insurance requirements may not in any way be construed as limiting any
potential liability to the County or the County’s potential recovery from Grant Recipient.
Grant Recipient and any Contractor shall assess their own risks and if they deem
appropriate and/or prudent, maintain greater limits and/or broader coverage.
1.2. Nothing contained within these insurance requirements shall be deemed to limit the
scope, application and/or limits of the coverage afforded, which coverage shall apply to
each insured to the full extent provided by the terms and conditions of the policy(s).
Nothing contained within this provision shall affect and/or alter the application of any
other provision contained within this Agreement.
1.3. Each insurance policy shall be written on an “occurrence” basis; excepting insurance for
Professional Liability (Errors and Omissions), and/or Pollution Liability, and/or Cyber
Liability (Technology Errors and Omissions). These coverages required by this
Agreement may be written on a “claims made” basis.
If coverage is approved and purchased on a “claims made” basis, the coverage provided
under that insurance shall be maintained through: (i) consecutive policy renewals for not
less than three (3) years from the date of completion of the Project which is subject of
this Agreement or, if such renewals are unavailable, (ii) the purchase of a tail/extended
reporting period for not less than three (3) years from the date of completion of the
Project which is the subject of this Agreement.
2. Evidence and Cancellation of Insurance
2.1. Upon execution of the Agreement, and within thirty (30) days of request by the County,
Grant Recipient shall furnish the County certificates of insurance and endorsements
certifying the issuance of all insurance required by this Agreement. All evidence of
insurance shall be signed by a properly authorized officer, agent, general agent, or
qualified representative to the insurer(s), shall certify the name of the insured(s), the type
and amount of insurance, the location and operations to which the insurance applies, the
inception and expiration dates, shall specify the form numbers of any endorsements
issued to satisfy this Agreement’s insurance requirements, and shall state that the County
shall receive notice at least thirty (30) days prior to the effective date of any cancellation,
lapse, or material change in the policy(s). Similar documentation confirming renewal of
required insurance shall be provided on each insurance renewal date.
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2.2. The County reserves the right to require complete, certified copies of all required
insurance policies, including all endorsements and riders, which may be redacted of any
confidential or proprietary information. Grant Recipient shall deliver such policies to
the County within five (5) business days of County’s request.
2.3. County’s receipt or acceptance of Grant Recipient’s or any Contractor’s evidence of
insurance at any time without comment or objection, or County’s failure to request
certified copies of such insurance, does not waive, alter, modify, or invalidate any of the
insurance requirements set forth in this Exhibit D or, consequently, constitute the
County’s acceptance of the adequacy of Grant Recipient’s or any Contractor’s insurance
or preclude or prevent any action by County against Grant Recipient for breach of the
requirements of this section.
3. Minimum Scope and Limits of Insurance
3.1. Grant Recipient shall maintain the following types of insurance and minimum insurance
limits:
3.1.1. Commercial General Liability: $1,000,000 per occurrence and $2,000,000 in
the aggregate for bodily injury, personal and advertising injury, and property
damage. Coverage shall be at least as broad as that afforded under ISO form number
CG 00 01. Such insurance shall include coverage for, but not limited to premises
liability, products and completed operations, ongoing operations, and contractual
liability. Limits may be satisfied by a single primary limit or by a combination of
separate primary and umbrella or excess liability policies, provided that coverage
under the latter shall be at least as broad as that afforded under the primary policy
and satisfy all other requirements applicable to liability insurance including but not
limited to additional insured status for the County.
3.1.2. Professional Liability (Errors and Omissions): Grant Recipient @or its
Contractor(s) shall procure and maintain Professional Liability (Errors and
Omissions) insurance with minimum limits of $1,000,000 per claim and in the
aggregate
3.1.3. Automobile Liability: $1,000,000 combined single limit per accident for bodily
injury and property damage. Coverage shall be at least as broad as that afforded
under ISO form number CA 00 01 covering BUSINESS AUTO COVERAGE,
symbol 1 “any auto”; or the combination of symbols 2, 8, and 9. Limits may be
satisfied by a single primary limit or by a combination of separate primary and
umbrella or excess liability policies, provided that coverage under the latter shall be
at least as broad as that afforded under the primary policy. @Policy shall be
endorsed to include endorsement CA 9948 (or its substantive equivalent).
3.1.4. Workers Compensation: Workers Compensation coverage, as required by the
Industrial Insurance Act of the State of Washington, as well as any similar coverage
required for this Project by applicable Federal or “Other States” State Law.
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3.1.5. Employers Liability or “Stop Gap” coverage: $1,000,000 each occurrence and
shall be at least as broad as the protection provided by the Workers Compensation
policy Part 2 (Employers Liability), or, in monopolistic states including but not
limited to Washington, the protection provided by the “Stop Gap” endorsement to
the commercial general liability policy.
3.1.6. Builder’s Risk/Installation Floater Insurance: Grant Recipient or its Contractor(s)
shall procure and maintain prior to and for the duration of the construction phase of
the Project, “All Risk” Builder’s Risk insurance or Installation Floater insurance at
least as broad as ISO form number CP0020 (Builder’s Risk Coverage Form) with
ISO form number CP0020 (Causes of Loss – Special Form). The coverage shall
insure for direct physical loss to property of the entire term of the Project, for 100%
of the replacement value and include earthquake coverage Policy shall include a
waiver of subrogation in favor of King County.
4. Other Insurance Provisions and Requirements
4.1. All insurance policies purchased and maintained by Grant Recipient and any Contractor
required in this Agreement shall contain, or be endorsed to contain the following
provisions:
4.1.1. With respect to all liability policies except Professional Liability (Errors and
Omissions) and Workers Compensation:
4.1.1.1. King County, its officials, employees and agents shall be covered as
additional insured for full coverage and policy limits as respects liability
arising out of activities performed by or on behalf of the Grant Recipient, its
agents, representatives, employees, or Contractor(s) in connection with this
Agreement. Additional Insured status shall include products-completed
operations CG 20 100 11/85 or its substantive equivalent. The County requires
the endorsement(s) to complete the Agreement.
4.1.2. With respect to all liability policies (except Workers Compensation):
4.1.2.1. Coverage shall be primary insurance as respects the County, its officials,
employees and agents. Any insurance and/or self-insurance maintained by the
County, its officials, employees or agents shall not contribute with any Grant
Recipient’s, or Contractor(s) insurance or benefit the Grant Recipient, or any
Contractor, or their respective insurers in any way.
4.1.2.2. Insurance shall expressly state that it applies separately to each insured
and additional insured against whom a claim is made and/or lawsuit is brought,
except with respect to the limits of insurer’s liability.
5. Waiver of Subrogation
5.1. Grant Recipient, its Contractor(s), and their respective insurance carriers release and
waive all rights of subrogation against King County, its officials, agents and employees
for damages caused by fire or other perils which can be insured by a property insurance
policy. This provision shall be valid and enforceable only to the extent permissible by
the applicable property insurance policies.
6. Deductibles/Self-Insured Retentions
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6.1. Any deductible and/or self-insured retention of the policies shall not in any way limit the
County’s right to coverage under the required insurance, or to Grant Recipient’s, or any
Contractor’s liability to the County, and shall in all instances be the sole responsibility of
Grant Recipient or its Contractor, even if no claim has been made or asserted against
them.
7. Acceptability of Insurers
7.1. Unless otherwise approved by the County, insurance is to be placed with insurers with
an A.M. Best rating of no less than A:VIII.
7.2. Professional Liability (Errors and Omissions) insurance may be placed with insurers
with an A.M. Best rating of no less than B+:VII.
7.3. If at any time any of the foregoing policies fail to meet the above stated requirements,
Grant Recipient shall, upon notice to that effect from the County, promptly obtain a new
policy, and shall submit the same to the County, with the appropriate certificates and
endorsements, for review.
8. Self-Insurance
8.1. If the Grant Recipient is a governmental entity or municipal corporation, Grant Recipient
may maintain a fully funded self-insurance program or participate in an insurance pool
for the protection and handling of its liabilities including injuries to persons and damage
to property.
9. Contractors
9.1. Grant Recipient shall include all Contractors as insureds under its policies or,
alternatively, Grant Recipient must require each of its Contractors to procure and
maintain appropriate and reasonable insurance coverage and insurance limits to cover
each of the Contractor’s liabilities given the scope of work and services being provided
herein. To the extent reasonably commercially available, insurance maintained by any
Contractor must comply with the specified requirements of this Exhibit D, including the
requirement that all liability insurance policies (except Professional Liability and
Workers Compensation) provided by the Contractor(s) must include the County, its
officials, agents and employees as additional insured for full coverage and policy limits.
Grant Recipient is obligated to require and verify that each Contractor(s) to maintain the
required insurance and ensure the County is included as additional insured. Upon
request by the County, and within five (5) business days, Grant Recipient must provide
evidence of each Contractor(s) insurance coverage, including endorsements.
10. Work Site Safety
10.1. Grant Recipient shall have the “right to control” and bear the sole responsibility
for the job site conditions, and job site safety. Grant Recipient shall comply with all
applicable federal, state and local safety regulations governing the job site, employees,
and Contractors.
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EXHIBIT E- NOTICE OF GRANT
Upon Recording Return To:
King County
Department of Natural Resources and Parks
Parks and Recreation Division
201 S Jackson Street, KSC-NR-5702
Seattle, WA 98104-3855
Document Title:
Reference No. of Related Document:
Legal Description:
Assessor's Parcel No.:
NOTICE OF GRANT
This Notice of Grant is effective as of the ___ day of __________, 202_, and is made and
executed by the Parks Capital and Open Space Grant recipient, the City of Auburn and King
County (the “County”), a political subdivision of the State of Washington.
The City is the owner of the in King County, State of Washington (the “Property”), legally
described and attached hereto in Exhibit A.
Pursuant to a Parks Capital and Open Space Grant Agreement, between the King County and the
City, dated__________ (“Grant Agreement”), attached hereto as Exhibit B, the City has
constructed a Facility Improvement to the “Facility” on the Property for the purpose of providing
recreation for the public. A map of the Property and Facility is attached hereto as Exhibit C.
The City hereby agrees to be bound by the terms of the Grant Agreement including the
obligation to ensure public access to the Facility.
IN WITNESS WHEREOF, the City and King County have executed this Notice of Grant on the
date set forth above.
City of Auburn Parks Department
KING COUNTY
By: _____________________________
By: _____________________________
Name: ____________________________
Name: ____________________________
Its: _____________________________
Its: _____________________________
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STATE OF WASHINGTON )
) ss.
COUNTY OF KING )
I certify that I know or have satisfactory evidence that ____________________ is the person who
appeared before me, and said person acknowledged that he/she signed this instrument, on oath stated that
he/she was authorized to execute the instrument and acknowledged it as the ____________________ of
the City of Auburn Parks Department to be the free and voluntary act of such party for the uses and
purposes mentioned in the instrument.
Dated: ___________________
________________________________
NOTARY PUBLIC
Print Name: _____________________
My Commission Expires: ___________
STATE OF WASHINGTON )
) ss.
COUNTY OF KING )
I certify that I know or have satisfactory evidence that ____________________ is the person who
appeared before me, and said person acknowledged that he/she signed this instrument, on oath stated that
he/she was authorized to execute the instrument and acknowledged it as the ____________________ of
KING COUNTY, a political subdivision of the State of Washington, to be the free and voluntary act of
such party for the uses and purposes mentioned in the instrument.
Dated: ___________________
________________________________
NOTARY PUBLIC
Print Name: _____________________
My Commission Expires: ___________
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NOTICE OF GRANT EXHIBIT A-
LEGAL DESCRIPTION
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NOTICE OF GRANT EXHIBIT B-
GRANT AGREEMENT
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NOTICE OF GRANT EXHIBIT C-
PROPERTY AND FACILITY MAP
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AGENDA BILL APPROVAL FORM
Agenda Subject:
Resolution No. 5708 (Comeau)
Date:
March 16, 2023
Department:
Legal
Attachments:
Res olution No. 5708
Allocation Agreement II
Participation Form Allergan
Participation Form - CVS
Participation Form - Teva
Participation Form - Walgreens
Participation Form - Walmart
Budget Impact:
Current Budget: $0
Proposed Revision: $0
Revised Budget: $0
Administrativ e Recommendation:
City Council to approve Resolution No. 5708.
Background for Motion:
The State of Washington recently negotiated settlement agreements with several
pharmaceutical and manufacturing companies that played a role in creating the opioid crisis.
The settlements reserve a portion of the funds for local governments. To receive funds from
the settlements, the City must sign participation forms with each of the pharmaceutical and/or
manufacturing companies as well as enter into an allocation agreement with the State. The
city’s portion of the settlement funds will be allocated over 15 years and must be used to
remediate/abate the opioid pandemic.
Background Summary:
In 2022, the State of Washington settled lawsuits against three opioid distributors for
approximately $430.2 million dollars. The city was eligible to receive some of these funds
and through enacting Resolution No. 5682 this council authorized the mayor to obtain the
funds.
Presently, the State is pursuing settlements with five pharmaceutical and manufacturing
companies. Although the amount that the State receives through the settlements depends on the
number of eligible cities and towns that join, the Attorney General estimates that the five
settlements could provide $434.4 million to the State, half of which ($217.2 million) would go to
counties and cities. Similar to the first (“Distributor”) settlement, in order to receive funds, the City
is required to sign participation forms with each of the named pharmaceutical and manufacturing
companies, as well as enter into an Allocation Agreement with the State. Any amount the City
receives must be spent on opioid remediation, including mitigating the effects of the crisis. If not all
eligible cities and counties approve the settlement, the settlement will be reduced or eliminated,
depending on the number of participating cities.
Rev iewed by Council Committees:
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Councilmember:Jeyaraj Staff:Comeau
Meeting Date:April 3, 2023 Item Number:RES.C
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Resolution No. 5708
March 14, 2023
Page 1 of 2
RESOLUTION NO. 5708
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
AUBURN, WASHINGTON, AUTHORIZING THE MAYOR TO
EXECUTE AN ALLOCATION AGREEMENT AND
PARTICIPATION FORMS RELATED TO OPIOID
PHARMACY AND MANUFACTURER SETTLEMENTS
WHEREAS, in 2022, the State of Washington settled a lawsuit against three
opioid distributors whose actions and practices contributed to the opioid crisis currently
facing the State and Washington localities; and
WHEREAS, on September 19, 2022, the City Council adopted Resolution No.
5682 authorizing the Mayor to execute a Memorandum of Understanding and related
documents that enabled the City to participate in, and receive funds from, the settled
lawsuit; and
WHEREAS, in December 2022, the State of Washington joined in a second set of
settlements that resolved litigation against five companies (CVS, Walgreens, Walmart,
Teva, and Allergan) whose pharmaceutical and manufacturing practices contributed to
the opioid crisis; and
WHEREAS, the Attorney General’s Office estimates that these five settlements
could total $434.4 million for Washington state; and
WHEREAS, the settlements are contingent on a high percentage of eligible cities
and counties joining the settlements; and
WHEREAS, if all eligible cities and counties join the settlements the local
governments will receive half of the settlement funds (217.2 million), which must be used
on abating the opioid crisis in their communities; and
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Resolution No. 5708
March 14, 2023
Page 2 of 2
WHEREAS, participating in the settlements requires the City to sign an allocation
agreement, which releases the five manufacturers from any potential city claims, and
five participation forms, which document the city’s willingness to participate in the terms
of the settlements; and
WHEREAS, in light of the devastating effects of the opioid crisis on the City and
the surrounding region, and the need for additional funding to support opioid treatment
and prevention, it is appropriate for the City to join in the settlements.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF AUBURN,
WASHINGTON, RESOLVES as follows:
Section 1. The Mayor is authorized to execute the five Participation Forms and
the Allocation Agreement II, attached hereto, enabling the City to participate in, and
receive money from, opioid pharmacy and manufacturer settlements.
Section 2. The Mayor is authorized to implement those administrative
procedures necessary to carry out the directives of this Resolution.
Section 3. This Resolution will take effect and be in full force on passage.
Dated and Signed:
CITY OF AUBURN
____________________________
NANCY BACKUS, MAYOR
ATTEST:
______________________________
Shawn Campbell, MMC, City Clerk
APPROVED AS TO FORM:
______________________________
Kendra Comeau, City Attorney
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WASHINGTON STATE ALLOCATION AGREEMENT GOVERNING THE
ALLOCATION OF FUNDS PAID BY CERTAIN SETTLING OPIOID
MANUFACTURERS AND PHARMACIES
JANUARY 27, 2023
This Washington State Allocation Agreement Governing the Allocation of Funds Paid by
Certain Settling Opioid Manufacturers and Pharmacies (the “Allocation Agreement II”) governs
the distribution of funds obtained from (1) Walmart, (2) Teva, (3) Allergan, (4) CVS, and (5)
Walgreens (the “Settling Entities”) in connection with the resolution of any and all claims by the
State of Washington and the counties, cities, and towns in Washington State (“Local
Governments”) against the Settling Entities via the following settlements:
Walmart Settlement Agreement dated November 12, 2022 and any subsequent
amendments (“Walmart Settlement”).
Teva Public Global Settlement Agreement dated November 22, 2022 and any
subsequent amendments (“Teva Settlement”).
Allergan Public Global Settlement Agreement dated November 22, 2022 and any
subsequent amendments (“Allergan Settlement”).
CVS Settlement Agreement dated December 9, 2022 and any subsequent
amendments (“CVS Settlement”).
Walgreens Settlement Agreement dated December 9, 2022 and any subsequent
amendments (“Walgreens Settlement”).
Collectively, the Walmart Settlement, the Teva Settlement, the Allergan Settlement, the CVS
Settlement, and the Walgreens Settlement shall be referred to as “the Settlements”. Each of the
Settlements can be accessed at https://nationalopioidsettlement.com/. The terms and definitions
of each of the respective Settlement are incorporated into this Allocation Agreement II, and any
undefined terms in this Allocation Agreement II are as defined in the Settlements.
1. This Allocation Agreement II is intended to be a State-Subdivision Agreement as
defined in the Settlements. This Allocation Agreement II shall be interpreted to be
consistent with the requirements of a State-Subdivision Agreement in the
Settlements.
2. This Allocation Agreement II shall become effective only if all of the following
occur:
A. The State of Washington joins one of the Settlements and becomes a
Settling State as provided for in the respective Settlement.
B. One of the Settlements becomes final and effective and a Consent
Judgment is filed and approved as provided for in the respective
Settlement.
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C. The number of Local Governments that execute and return this Allocation
Agreement II satisfies the participation requirements for a State-
Subdivision Agreement as specified in one of the Settlements, Washington
is a Settling State for that Settlement, and a Consent Judgment has been
filed and approved for that Settlement.
3. Requirements to become a Participating Local Government . To become a
Participating Local Government that can participate in this Allocation Agreement
II with respect to any one of the Settlements, a Local Government must do all of
the following:
A. The Local Government must execute and return this Allocation
Agreement II.
B. The Local Government must release its claims against the Settling Entities
identified in the respective Settlement and agree to be bound by the terms
of the Settlement by timely executing and returning the Participation Form
for that Settlement. The forms are attached hereto as Exhibits 1-5.
C. Litigating Subdivisions, also referred to as Litigating Local Governments,
must dismiss the Settling Entities identified in the respective Settlement
with prejudice from their lawsuits.
D. Each of the Local Governments that is eligible to participate in this
Allocation Agreement II has previously executed and signed the One
Washington Memorandum of Understanding Between Washington
Municipalities (“MOU”) agreed to by the Participating Local
Governments in Washington State, which is attached hereto as Exhibit 6.
By executing this Allocation Agreement II, the local government agrees
and affirms that the MOU applies to and shall govern the Local
Government Share as modified by this Allocation Agreement II for each
of the Settlements in which the Local Government participates.
A Local Government that meets all of the conditions in this paragraph for any of
the Settlements shall be deemed a “Participating Local Government” for that
Settlement. A Local Government can be a “Participating Local Government” for
less than all of the Settlements. If a Local Government is a Participating Local
Government for less than all of the Settlements, the Local Government can only
receive a portion of the Washington Abatement Amount for the specific
Settlement(s) for which it is a Participating Local Government.
4. This Allocation Agreement II applies to the following, all of which collectively
shall be referred to as the “Washington Abatement Amount”:
A. For the Walmart Settlement, the State of Washington’s allocation of the
(1) Global Settlement Remediation Amount and (2) Additional
Remediation Amount.
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3
B. For the Teva Settlement, the State of Washington’s allocation of the (1)
Net Abatement Amount and (2) Additional Restitution Amount.
C. For the Allergan Settlement, the State of Washington’s allocation of the
(1) Global Settlement Abatement Amount and (2) Additional Restitution
Amount.
D. For the CVS Settlement, the State of Washington’s allocation of the (1)
Maximum Remediation Payment and (2) Additional Remediation
Amount.
E. For the Walgreens Settlement, the State of Washington’s allocation of the
(1) Adjusted State Remediation Payment and (2) Additional Remediation
Amount.
As specified in each of the Settlements, the Washington Abatement Amount will
vary dependent on the percentage of Participating Local Governments and
whether there are any Later Litigating Subdivisions.
5. The Teva Settlement provides the option for Settling States to obtain Settlement
Product or the discretion to convert any portion of the Settlement Product
allocated to the Settling State into a cash value equaling twenty percent (20%) of
the WAC value of the Settling State’s allocated Settlement Product in specified
years. It shall be solely the decision of the State regarding whether to convert any
portion of the Settlement Product allocated to Washington into a cash value or to
obtain the Settlement Product. If the State elects to obtain Settlement Product, the
State in its sole discretion shall make all decisions related to the Settlement
Product, including but not limited to where, how, and to whom it shall be
distributed. For purposes of calculating the division of the Washington Abatement
Amount in Paragraph 10 of this Allocation Agreement II, the Settlement Product
allocated to Washington shall be considered “State Share” and shall have the cash
value assigned to it in the Teva Public Global Settlement Agreement dated
November 22, 2022.
6. This Allocation Agreement II does not apply to the State Cost Fund, State AG
Fees and Costs, or any attorneys’ fees, fees, costs, or expenses referred to in the
Settlement or that are paid directly or indirectly via the Settlements to the State of
Washington (“State’s Fees and Costs”).
7. This Allocation Agreement II and the MOU are a State Back-Stop Agreement.
The Settling Entities are paying a portion of the Local Governments’ attorneys’
fees and costs as provided for in the Settlements. The total contingent fees an
attorney receives from the Contingency Fee Fund in the Settlements, the MOU,
and this Allocation Agreement II combined cannot exceed 15% of the portion of
the LG Share paid to the Litigating Local Government that retained that firm to
litigate against the Settling Entities (i.e., if City X filed suit with outside counsel
on a contingency fee contract and City X receives $1,000,000 from the Walmart
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4
Settlement, then the maximum that the firm can receive is $150,000 for fees as to
the Walmart Settlement; if City X did not retain the same firm for potential
litigation against CVS and City X receives $1,000,000 from the CVS Settlement,
then the firm receives no fees from the CVS Settlement.)
8. No portion of the State’s Fees and Costs and/or the State Share as defined in
Paragraphs 6 and 10 of this Allocation Agreement II shall be used to fund the
Government Fee Fund (“GFF”) referred to in Paragraph 12 of this Allocation
Agreement II and Section D of the MOU, or in any other way to fund any
Participating Local Government’s attorneys’ fees, costs, or common benefit tax.
9. The Washington Abatement Amount shall and must be used by the State and
Participating Local Governments for future Opioid Remediation as defined in the
Settlements, except as allowed by the Settlements.
10. The State and the Participating Local Governments agree to divide the
Washington Abatement Amount as follows:
A. Fifty percent (50%) to the State of Washington (“State Share”).
B. Fifty percent (50%) to the Participating Local Governments (“LG Share”).
11. The LG Share shall be distributed to Participating Local Governments pursuant to
the MOU attached hereto as Exhibit 6 as amended and modified in this Allocation
Agreement II.
12. For purposes of this Allocation Agreement II only, the MOU is modified as
follows and any contrary provisions in the MOU are struck:
A. Exhibit A of the MOU is replaced by Exhibit E of each of the respective
Settlements.
B. The definition of “Litigating Local Governments” in Section A.4 of the
MOU shall mean Litigating Subdivisions as defined in each the respective
Settlements.
C. The definition of “National Settlement Agreement” in Section A.6 of the
MOU shall mean the Settlements.
D. The definition of “Settlement” in Section A.14 of the MOU shall mean the
Settlements.
E. The MOU is amended to add new Section C.4.g.vii, which provides as
follows:
“If a Participating Local Government receiving a direct payment
(a) uses Opioid Funds other than as provided for in the respective
Settlements, (b) does not comply with conditions for receiving
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5
direct payments under the MOU, or (c) does not promptly submit
necessary reporting and compliance information to its Regional
Opioid Abatement Counsel (“Regional OAC”) as defined at
Section C.4.h of the MOU, then the Regional OAC may suspend
direct payments to the Participating Local Government after
notice, an opportunity to cure, and sufficient due process. If direct
payments to Participating Local Government are suspended, the
payments shall be treated as if the Participating Local Government
is foregoing their allocation of Opioid Funds pursuant to Section
C.4.d and C.4.j.iii of the MOU. In the event of a suspension, the
Regional OAC shall give prompt notice to the suspended
Participating Local Government and the Settlement Fund
Administrator specifying the reasons for the suspension, the
process for reinstatement, the factors that will be considered for
reinstatement, and the due process that will be provided. A
suspended Participating Local Government may apply to the
Regional OAC to be reinstated for direct payments no earlier than
five years after the date of suspension.”
F. The amounts payable to each law firm representing a Litigating Local
Government from the GFF shall be consistent with the process set forth in
the Order Appointing the Fee Panel to Allocate and Disburse Attorney’s
Fees Provided for in State Back-Stop Agreements, Case No. 1:17-md-
02804-DAP Doc #: 4543 (June 17, 2022). JoJo Tann (the “GFF
Administrator”), who is authorized by the MDL Fee Panel (David R.
Cohen, Randi S. Ellis and Hon. David R. Herndon (ret.)) to calculate the
amounts due to eligible counsel from each State Back-Stop fund (i.e., the
GFF) (see id. at p. 4), will oversee and confirm the amounts payable to
each law firm representing a Litigating Local Government from the GFF.
Upon written agreement between the law firms representing the Litigating
Local Governments on the one hand and the Washington Attorney
General’s Office on the other, in consultation with the Washington State
Association of Counties and the Association of Washington Cities, the
GFF Administrator may be replaced by another person, firm, or entity.
G. The GFF set forth in the MOU shall be funded by the LG Share of the
Washington Abatement Amount only. To the extent the common benefit
tax is not already payable by the Settling Entities as contemplated by
Section D.8 of the MOU, the GFF shall be used to pay Litigating Local
Government contingency fee agreements and any common benefit tax
referred to in Section D of the MOU, which shall be paid on a pro rata
basis to eligible law firms as determined by the GFF Administrator.
H. To fund the GFF, fifteen percent (15%) of the LG Share shall be deposited
in the GFF from each LG Share settlement payment until the Litigating
Subdivisions’ contingency fee agreements and common benefit tax (if
any) referred to in Section D of the MOU are satisfied. Under no
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6
circumstances will any Primary Subdivision or Litigating Local
Government be required to contribute to the GFF more than 15% of the
portion of the LG Share allocated to such Primary Subdivision or
Litigating Local Government. In addition, under no circumstances will
any portion of the LG Share allocated to a Litigating Local Government be
used to pay the contingency fees or litigation expenses of counsel for some
other Litigating Local Government.
I. The maximum amount of any Litigating Local Government contingency
fee agreement (from the Contingency Fee Fund of the respective
Settlements) payable to a law firm permitted for compensation shall be
fifteen percent (15%) of the portion of the LG Share paid to the Litigating
Local Government that retained that firm (i.e., if City X filed suit with
outside counsel on a contingency fee contract and City X receives
$1,000,000 from the Walmart Settlement, then the maximum that the firm
can receive is $150,000 for fees.) The firms also shall be paid documented
expenses due under their contingency fee agreements that have been paid
by the law firm attributable to that Litigating Local Government.
Consistent with Agreement on Attorneys’ Fees, Costs, and Expenses,
which is Exhibit R of the Settlements, amounts due to Participating
Litigating Subdivisions’ attorneys under this Allocation Agreement II
shall not impact (i) costs paid by the subdivisions to their attorneys
pursuant to a State Back-Stop agreement, (ii) fees paid to subdivision
attorneys from the Common Benefit Fund for common benefit work
performed by the attorneys pursuant to Exhibit R of the Settlements, or
(iii) costs paid to subdivision attorneys from the MDL Expense Fund for
expenses incurred by the attorneys pursuant to the Settlements.
J. Under no circumstances may counsel receive more for its work on behalf
of a Litigating Local Government than it would under its contingency
agreement with that Litigating Local Government. To the extent a law
firm was retained by a Litigating Local Government on a contingency fee
agreement that provides for compensation at a rate that is less than fifteen
percent (15%) of that Litigating Local Government’s recovery, the
maximum amount payable to that law firm referred to in Section D.3 of
the MOU shall be the percentage set forth in that contingency fee
agreement.
K. For the avoidance of doubt, both payments from the GFF and the payment
to the Participating Litigating Local Governments’ attorneys from the
Contingency Fee Fund in the respective Settlements shall be included
when calculating whether the aforementioned fifteen percent (15%)
maximum percentage (or less if the provisions of Paragraph 10.J of this
Allocation Agreement II apply) of any Litigating Local Government
contingency fee agreement referred to above has been met.
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7
L. To the extent there are any excess funds in the GFF, the GFF
Administrator and the Settlement Administrator shall facilitate the return
of those funds to the Participating Local Governments as provided for in
Section D.6 of the MOU.
13. In connection with the execution and administration of this Allocation Agreement
II, the State and the Participating Local Governments agree to abide by the Public
Records Act, RCW 42.56 et seq.
14. All Participating Local Governments, Regional OACs, and the State shall
maintain all non-transitory records related to this Allocation Agreement II as well
as the receipt and expenditure of the funds from the Settlements for no less than
five (5) years.
15. If any party to this Allocation Agreement II believes that a Participating Local
Government, Regional OAC, the State, an entity, or individual involved in the
receipt, distribution, or administration of the funds from the Settlements has
violated any applicable ethics codes or rules, a complaint shall be lodged with the
appropriate forum for handling such matters, with a copy of the complaint
promptly sent to the Washington Attorney General, Complex Litigation Division,
Division Chief, 800 Fifth Avenue, Suite 2000, Seattle, Washington 98104.
16. To the extent (i) a region utilizes a pre-existing regional body to establish its
Opioid Abatement Council pursuant to the Section 4.h of the MOU, and (ii) that
pre-existing regional body is subject to the requirements of the Community
Behavioral Health Services Act, RCW 71.24 et seq., the State and the
Participating Local Governments agree that the Opioid Funds paid by the Settling
Entities are subject to the requirements of the MOU and this Allocation
Agreement II.
17. Upon request by any of the Settling Entities, the Participating Local Governments
must comply with the Tax Cooperation and Reporting provisions of the respective
Settlement.
18. Venue for any legal action related to this Allocation Agreement II (separate and
apart from the MOU or the Settlements) shall be in King County, Washington.
19. Each party represents that all procedures necessary to authorize such party’s
execution of this Allocation Agreement II have been performed and that such
person signing for such party has been authorized to execute this Allocation
Agreement II.
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FOR THE STATE OF WASHINGTON:
ROBERT W. FERGUSON
Attorney General
JEFFREY ( RUP RT
Division Chie
Date: / 0 7 3
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9
FOR THE PARTICIPATING LOCAL GOVERNMENT:
Name of Participating Local Government:
Authorized signature:
Name:
Title:
Date:
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10
EXHIBIT 1
Subdivision Settlement Participation Form
(Exhibit K of the Walmart Settlement)
Page 70 of 211
EXHIBIT K
Subdivision Participation Form
Governmental Entity: State:
Authorized Official: /officialname_walmart/
Address 1: /address1_walmart/
Address 2: /address2_walmart/
City, State, Zip: /cit_wm/ /state_wm/ /zi_wm/
Phone: /phone_walmart/
Email: /email_walmart/
The governmental entity identified above (“Governmental Entity”), in order to obtain and in
consideration for the benefits provided to the Governmental Entity pursuant to the Settlement
Agreement dated November 14, 2022 (“Walmart Settlement”), and acting through the undersigned
authorized official, hereby elects to participate in the Walmart Settlement, release all Released Claims
against all Released Entities, and agrees as follows.
1.The Governmental Entity is aware of and has reviewed the Walmart Settlement, understands
that all terms in this Election and Release have the meanings defined therein, and agrees that
by this Election, the Governmental Entity elects to participate in the Walmart Settlement and
become a Participating Subdivision as provided therein.
2.The Governmental Entity shall promptly, and in any event within 14 days of the Effective
Date and prior to the filing of the Consent Judgment, dismiss with prejudice any Released
Claims that it has filed. With respect to any Released Claims pending in In re National
Prescription Opiate Litigation, MDL No. 2804, the Governmental Entity authorizes the
Plaintiffs’ Executive Committee to execute and file on behalf of the Governmental Entity a
Stipulation of Dismissal With Prejudice substantially in the form found at
https://nationalopioidsettlement.com/.
3.The Governmental Entity agrees to the terms of the Walmart Settlement pertaining to
Subdivisions as defined therein.
4.By agreeing to the terms of the Walmart Settlement and becoming a Releasor, the
Governmental Entity is entitled to the benefits provided therein, including, if applicable,
monetary payments beginning after the Effective Date.
5.The Governmental Entity agrees to use any monies it receives through the Walmart
Settlement solely for the purposes provided therein.
1
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6.The Governmental Entity submits to the jurisdiction of the court in the Governmental
Entity’s state where the Consent Judgment is filed for purposes limited to that court’s role
as provided in, and for resolving disputes to the extent provided in, the Walmart
Settlement.
7.The Governmental Entity has the right to enforce the Walmart Settlement as provided
therein.
8.The Governmental Entity, as a Participating Subdivision, hereby becomes a Releasor for all
purposes in the Walmart Settlement, including but not limited to all provisions of Section X
(Release), and along with all departments, agencies, divisions, boards, commissions, districts,
instrumentalities of any kind and attorneys, and any person in their official capacity elected
or appointed to serve any of the foregoing and any agency, person, or other entity claiming
by or through any of the foregoing, and any other entity identified in the definition of
Releasor, provides for a release to the fullest extent of its authority. As a Releasor, the
Governmental Entity hereby absolutely, unconditionally, and irrevocably covenants not to
bring, file, or claim, or to cause, assist or permit to be brought, filed, or claimed, or to
otherwise seek to establish liability for any Released Claims against any Released Entity in
any forum whatsoever. The releases provided for in the Walmart Settlement are intended by
the Parties to be broad and shall be interpreted so as to give the Released Entities the broadest
possible bar against any liability relating in any way to Released Claims and extend to the
full extent of the power of the Governmental Entity to release claims. The Walmart
Settlement shall be a complete bar to any Released Claim.
9.In connection with the releases provided for in the Walmart Settlement, each
Governmental Entity expressly waives, releases, and forever discharges any and all
provisions, rights, and benefits conferred by any law of any state or territory of the
United States or other jurisdiction, or principle of common law, which is similar,
comparable, or equivalent to § 1542 of the California Civil Code, which reads:
General Release; extent. A general release does not extend to claims that the
creditor or releasing party does not know or suspect to exist in his or her favor at the
time of executing the release that, if known by him or her, would have materially
affected his or her settlement with the debtor or released party.
A Releasor may hereafter discover facts other than or different from those which it knows,
believes, or assumes to be true with respect to the Released Claims, but each Governmental
Entity hereby expressly waives and fully, finally, and forever settles, releases and discharges,
upon the Effective Date, any and all Released Claims that may exist as of such date but which
Releasors do not know or suspect to exist, whether through ignorance, oversight, error,
negligence or through no fault whatsoever, and which, if known, would materially affect the
Governmental Entities’ decision to participate in the Walmart Settlement.
10.Nothing herein is intended to modify in any way the terms of the Walmart Settlement, to
which Governmental Entity hereby agrees. To the extent this Election and Release is
interpreted differently from the Walmart Settlement in any respect, the Walmart Settlement
controls.
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I have all necessary power and authorization to execute this Election and Release on behalf of the
Governmental Entity.
Signature:/signer_1_walmart/
Name:/name_1_walmart/
Title:/title_1_walmart/
Date:/date_1_walmart/
3
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11
EXHIBIT 2
Subdivision Settlement Participation Form
(Exhibit K of the Teva Settlement)
Page 74 of 211
Exhibit K
Subdivision and Special District Settlement Participation Form
Governmental Entity:State:
Authorized Signatory: /officialname_teva_allergan/
Address 1: /address1_teva_allergan/
Address 2: /address2_teva_allergan/
City, State, Zip: /cit_ta/ /state_ta/ /zi_ta/
Phone: /phone_teva_allergan/
Email: /email_teva_allergan/
The governmental entity identified above (“Governmental Entity”), in order to obtain and in
consideration for the benefits provided to the Governmental Entity pursuant to the Agreement
dated November 22, 2022 (“Teva Settlement”), and acting through the undersigned authorized
official, hereby elects to participate in the Teva Settlement, release all Released Claims against all
Released Entities, and agrees as follows.
1.The Governmental Entity is aware of and has reviewed the Teva Settlement, understands that
all terms in this Election and Release have the meanings defined therein, and agrees that by
this Election, the Governmental Entity elects to participate in the Teva Settlement as provided
therein.
2.Following the execution of this Settlement Participation Form, the Governmental Entity shall
comply with Section III.B of the Teva Settlement regarding Cessation of Litigation Activities.
3.The Governmental Entity shall, within 14 days of the Reference Date and prior to the filing of
the Consent Judgment, file a request to dismiss with prejudice any Released Claims that it has
filed. With respect to any Released Claims pending in In re National Prescription Opiate
Litigation, MDL No. 2804, the Governmental Entity authorizes the Plaintiffs’ Executive
Committee to execute and file on behalf of the Governmental Entity a Stipulation of Dismissal
With Prejudice substantially in the form found at https://nationalopioidsettlement.com.
4.The Governmental Entity agrees to the terms of the Teva Settlement pertaining to
Subdivisions as defined therein.
5.By agreeing to the terms of the Teva Settlement and becoming a Releasor, the Governmental
Entity is entitled to the benefits provided therein, including, if applicable, monetary payments
beginning after the Effective Date.
6.The Governmental Entity agrees to use any monies it receives through the Teva Settlement
solely for the purposes provided therein.
7.The Governmental Entity submits to the jurisdiction of the court in the Governmental Entity’s
state where the Consent Judgment is filed for purposes limited to that court’s role as provided
in, and for resolving disputes to the extent provided in, the Teva Settlement.
1
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8.The Governmental Entity has the right to enforce the Teva Settlement as provided therein.
9.The Governmental Entity, as a Participating Subdivision or Participating Special District,
hereby becomes a Releasor for all purposes in the Teva Settlement, including but not limited
to all provisions of Section V (Release), and along with all departments, agencies, divisions,
boards, commissions, districts, instrumentalities of any kind and attorneys, and any person in
their official capacity elected or appointed to serve any of the foregoing and any agency,
person, or other entity claiming by or through any of the foregoing, and any other entity
identified in the definition of Releasor, provides for a release to the fullest extent of its
authority. As a Releasor, the Governmental Entity hereby absolutely, unconditionally, and
irrevocably covenants not to bring, file, or claim, or to cause, assist or permit to be brought,
filed, or claimed, or to otherwise seek to establish liability for any Released Claims against
any Released Entity in any forum whatsoever. The releases provided for in the Teva
Settlement are intended by Released Entitles and the Governmental Entity to be broad and
shall be interpreted so as to give the Released Entities the broadest possible bar against any
liability relating in any way to Released Claims and extend to the full extent of the power of
the Governmental Entity to release claims. The Teva Settlement shall be a complete bar to
any Released Claim.
10.The Governmental Entity hereby takes on all rights and obligations of a Participating
Subdivision or Participating Special District as set forth in the Teva Settlement.
11.In connection with the releases provided for in the Teva Settlement, each Governmental Entity
expressly waives, releases, and forever discharges any and all provisions, rights, and benefits
conferred by any law of any state or territory of the United States or other jurisdiction, or
principle of common law, which is similar, comparable, or equivalent to § 1542 of the
California Civil Code, which reads:
General Release; extent. A general release does not extend to claims
that the creditor or releasing party does not know or suspect to exist in
his or her favor at the time of executing the release that, if known by
him or her, would have materially affected his or her settlement with
the debtor or released party.
A Releasor may hereafter discover facts other than or different from those which it knows,
believes, or assumes to be true with respect to the Released Claims, but each Governmental
Entity hereby expressly waives and fully, finally, and forever settles, releases and discharges,
upon the Effective Date, any and all Released Claims that may exist as of such date but which
Releasors do not know or suspect to exist, whether through ignorance, oversight, error,
negligence or through no fault whatsoever, and which, if known, would materially affect the
Governmental Entities’ decision to participate in the Teva Settlement.
12.Nothing herein is intended to modify in any way the terms of the Teva Settlement, to which
Governmental Entity hereby agrees. To the extent this Election and Release is interpreted
differently from the Teva Settlement in any respect, the Teva Settlement controls.
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I have all necessary power and authorization to execute this Election and Release on behalf of the
Governmental Entity.
Signature:/signer_1_teva_allergan/
Name:/name_1_teva_allergan/
Title:/title_1_teva_allergan/
Date:/date_1_teva_allergan/
3
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12
EXHIBIT 3
Subdivision Settlement Participation Form
(Exhibit K of the Allergan Settlement)
Page 78 of 211
EXHIBIT K
Subdivision and Special District Settlement Participation Form
Governmental Entity:State:
Authorized Signatory: /officialname_teva_allergan/
Address 1: /address1_teva_allergan/
Address 2: /address2_teva_allergan/
City, State, Zip: /cit_ta/ /state_ta/ /zi_ta/
Phone: /phone_teva_allergan/
Email: /email_teva_allergan/
The governmental entity identified above (“Governmental Entity”), in order to obtain and in
consideration for the benefits provided to the Governmental Entity pursuant to the Agreement dated
November 22, 2022 (“Allergan Settlement”), and acting through the undersigned authorized official,
hereby elects to participate in the Allergan Settlement, release all Released Claims against all Released
Entities, and agrees as follows.
1.The Governmental Entity is aware of and has reviewed the Allergan Settlement, understands
that all terms in this Election and Release have the meanings defined therein, and agrees that
by this Election, the Governmental Entity elects to participate in the Allergan Settlement as
provided therein.
2.Following the execution of this Settlement Participation Form, the Governmental Entity shall
comply with Section III.B of the Allergan Settlement regarding Cessation of Litigation
Activities.
3.The Governmental Entity shall, within fourteen (14) days of the Reference Date and prior to
the filing of the Consent Judgment, file a request to dismiss with prejudice any Released
Claims that it has filed. With respect to any Released Claims pending in In re National
Prescription Opiate Litigation, MDL No. 2804, the Governmental Entity authorizes the MDL
Plaintiffs’ Executive Committee to execute and file on behalf of the Governmental Entity a
Stipulation of Dismissal With Prejudice substantially in the form found at
https://nationalopioidsettlement.com.
4.The Governmental Entity agrees to the terms of the Allergan Settlement pertaining to
Subdivisions and Special Districts as defined therein.
5.By agreeing to the terms of the Allergan Settlement and becoming a Releasor, the
Governmental Entity is entitled to the benefits provided therein, including, if applicable,
monetary payments beginning after the Effective Date.
6.The Governmental Entity agrees to use any monies it receives through the Allergan Settlement
solely for the purposes provided therein.
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7.The Governmental Entity submits to the jurisdiction of the court in the Governmental Entity’s
state where the Consent Judgment is filed for purposes limited to that court’s role as provided
in, and for resolving disputes to the extent provided in, the Allergan Settlement.
8.The Governmental Entity has the right to enforce the Allergan Settlement as provided therein.
9.The Governmental Entity, as a Participating Subdivision or Participating Special District,
hereby becomes a Releasor for all purposes in the Allergan Settlement, including, but not
limited to, all provisions of Section V (Release), and along with all departments, agencies,
divisions, boards, commissions, Subdivisions, districts, instrumentalities of any kind and
attorneys, and any person in their official capacity whether elected or appointed to serve any of
the foregoing and any agency, person, or other entity claiming by or through any of the
foregoing, and any other entity identified in the definition of Releasor, provides for a release to
the fullest extent of its authority. As a Releasor, the Governmental Entity hereby absolutely,
unconditionally, and irrevocably covenants not to bring, file, or claim, or to cause, assist in
bringing, or permit to be brought, filed, or claimed, or to otherwise seek to establish liability
for any Released Claims against any Released Entity in any forum whatsoever. The releases
provided for in the Allergan Settlement are intended to be broad and shall be interpreted so as
to give the Released Entities the broadest possible bar against any liability relating in any way
to Released Claims and extend to the full extent of the power of the Governmental Entity to
release claims. The Allergan Settlement shall be a complete bar to any Released Claim.
10.The Governmental Entity hereby takes on all rights and obligations of a Participating
Subdivision or Participating Special District as set forth in the Allergan Settlement.
11.In connection with the releases provided for in the Allergan Settlement, each Governmental
Entity expressly waives, releases, and forever discharges any and all provisions, rights, and
benefits conferred by any law of any state or territory of the United States or other jurisdiction,
or principle of common law, which is similar, comparable, or equivalent to § 1542 of the
California Civil Code, which reads:
General Release; extent. A general release does not extend to claims that the
creditor or releasing party does not know or suspect to exist in his or her favor
at the time of executing the release that, if known by him or her, would have
materially affected his or her settlement with the debtor or released party.
A Releasor may hereafter discover facts other than or different from those which it knows,
believes, or assumes to be true with respect to the Released Claims, but each Governmental
Entity hereby expressly waives and fully, finally, and forever settles, releases and discharges,
upon the Effective Date, any and all Released Claims that may exist as of such date but which
Releasors do not know or suspect to exist, whether through ignorance, oversight, error,
negligence or through no fault whatsoever, and which, if known, would materially affect the
Governmental Entities’ decision to participate in the Allergan Settlement.
12.Nothing herein is intended to modify in any way the terms of the Allergan Settlement, to
which the Governmental Entity hereby agrees. To the extent this Settlement Participation
Form is interpreted differently from the Allergan Settlement in any respect, the Allergan
Settlement controls.
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I have all necessary power and authorization to execute this Settlement Participation Form on behalf
of the Governmental Entity.
Signature:/signer_1_teva_allergan/
Name:/name_1_teva_allergan/
Title:/title_1_teva_allergan/
Date:/date_1_teva_allergan/
3
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EXHIBIT 4
Subdivision Settlement Participation Form
(Exhibit K of the CVS Settlement)
Page 82 of 211
EXHIBIT K
Subdivision Participation and Release Form
Governmental Entity:State:
Authorized Signatory: /officialname_cvs/
Address 1: /address1_cvs/
Address 2: /address2_cvs/
City, State, Zip: /cit_cv/ /state_cv/ /zi_cv/
Phone: /phone_cvs/
Email: /email_cvs/
The governmental entity identified above (“Governmental Entity”), in order to obtain and in
consideration for the benefits provided to the Governmental Entity pursuant to the Settlement
Agreement dated December 9, 2022 (“CVS Settlement”), and acting through the undersigned authorized
official, hereby elects to participate in the CVS Settlement, release all Released Claims against all
Released Entities, and agrees as follows.
1.The Governmental Entity is aware of and has reviewed the CVS Settlement, understands that all
terms in this Participation and Release Form have the meanings defined therein, and agrees that
by executing this Participation and Release Form, the Governmental Entity elects to participate
in the CVS Settlement and become a Participating Subdivision as provided therein.
2.The Governmental Entity shall promptly, and in any event no later than 14 days after the
Reference Date and prior to the filing of the Consent Judgment, dismiss with prejudice any
Released Claims that it has filed. With respect to any Released Claims pending in In re
National Prescription Opiate Litigation, MDL No. 2804, the Governmental Entity authorizes
the Plaintiffs’ Executive Committee to execute and file on behalf of the Governmental Entity a
Stipulation of Dismissal with Prejudice substantially in the form found at
https://nationalopioidsettlement.com.
3.The Governmental Entity agrees to the terms of the CVS Settlement pertaining to Participating
Subdivisions as defined therein.
4.By agreeing to the terms of the CVS Settlement and becoming a Releasor, the Governmental
Entity is entitled to the benefits provided therein, including, if applicable, monetary payments
beginning after the Effective Date.
5.The Governmental Entity agrees to use any monies it receives through the CVS Settlement
solely for the purposes provided therein.
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6.The Governmental Entity submits to the jurisdiction of the court in the Governmental Entity’s
state where the Consent Judgment is filed for purposes limited to that court’s role as provided in,
and for resolving disputes to the extent provided in, the CVS Settlement. The Governmental
Entity likewise agrees to arbitrate before the National Arbitration Panel as provided in, and for
resolving disputes to the extent otherwise provided in, the CVS Settlement.
7.The Governmental Entity has the right to enforce the CVS Settlement as provided therein.
8.The Governmental Entity, as a Participating Subdivision, hereby becomes a Releasor for all
purposes in the CVS Settlement, including without limitation all provisions of Section XI
(Release), and along with all departments, agencies, divisions, boards, commissions, districts,
instrumentalities of any kind and attorneys, and any person in their official capacity elected or
appointed to serve any of the foregoing and any agency, person, or other entity claiming by or
through any of the foregoing, and any other entity identified in the definition of Releasor,
provides for a release to the fullest extent of its authority. As a Releasor, the Governmental
Entity hereby absolutely, unconditionally, and irrevocably covenants not to bring, file, or
claim, or to cause, assist or permit to be brought, filed, or claimed, or to otherwise seek to
establish liability for any Released Claims against any Released Entity in any forum
whatsoever. The releases provided for in the CVS Settlement are intended by the Parties to be
broad and shall be interpreted so as to give the Released Entities the broadest possible bar
against any liability relating in any way to Released Claims and extend to the full extent of the
power of the Governmental Entity to release claims. The CVS Settlement shall be a complete
bar to any Released Claim.
9.The Governmental Entity hereby takes on all rights and obligations of a Participating
Subdivision as set forth in the CVS Settlement.
10.In connection with the releases provided for in the CVS Settlement, each Governmental Entity
expressly waives, releases, and forever discharges any and all provisions, rights, and benefits
conferred by any law of any state or territory of the United States or other jurisdiction, or
principle of common law, which is similar, comparable, or equivalent to § 1542 of the
California Civil Code, which reads:
General Release; extent. A general release does not extend to claims that
the creditor or releasing party does not know or suspect to exist in his or her
favor at the time of executing the release that, if known by him or her would
have materially affected his or her settlement with the debtor or released
party.
A Releasor may hereafter discover facts other than or different from those which it knows,
believes, or assumes to be true with respect to the Released Claims, but each Governmental Entity
hereby expressly waives and fully, finally, and forever settles, releases and discharges, upon the
Effective Date, any and all Released Claims that may exist as of such date but which Releasors do
not know or suspect to exist, whether through ignorance, oversight, error, negligence or through no
fault whatsoever, and which, if known, would materially affect the Governmental Entities’
decision to participate in the CVS Settlement.
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11.Nothing herein is intended to modify in any way the terms of the CVS Settlement, to which
Governmental Entity hereby agrees. To the extent this Participation and Release Form is
interpreted differently from the CVS Settlement in any respect, the CVS Settlement controls.
I have all necessary power and authorization to execute this Participation and Release Form on
behalf of the Governmental Entity.
Signature:/signer_1_cvs/
Name:/name_1_cvs/
Title:/title_1_cvs/
Date:/date_1_cvs/
3
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14
EXHIBIT 5
Subdivision Settlement Participation Form
(Exhibit K of the Walgreens Settlement)
Page 86 of 211
EXHIBIT K
Subdivision Participation and Release Form
Governmental Entity: State:
Authorized Signatory: /officialname_walgreens/
Address 1: /address1_ walgreens/
Address 2: /address2_ walgreens/
City, State, Zip: /cit_wg/ /state_wg/ /zi_wg/
Phone: /phone_walgreens/
Email: /email_walgreens/
The governmental entity identified above (“Governmental Entity”), in order to obtain and in
consideration for the benefits provided to the Governmental Entity pursuant to the Settlement
Agreement dated December 9, 2022 (“Walgreens Settlement”), and acting through the undersigned
authorized official, hereby elects to participate in the Walgreens Settlement, release all Released
Claims against all Released Entities, and agrees as follows.
1.The Governmental Entity is aware of and has reviewed the Walgreens Settlement, understands
that all terms in this Participation and Release Form have the meanings defined therein, and
agrees that by executing this Participation and Release Form, the Governmental Entity elects to
participate in the Walgreens Settlement and become a Participating Subdivision as provided
therein.
2.The Governmental Entity shall promptly, and in any event no later than 14 days after the
Reference Date and prior to the filing of the Consent Judgment, dismiss with prejudice any
Released Claims that it has filed. With respect to any Released Claims pending in In re
National Prescription Opiate Litigation, MDL No. 2804, the Governmental Entity authorizes
the Plaintiffs’ Executive Committee to execute and file on behalf of the Governmental Entity a
Stipulation of Dismissal with Prejudice substantially in the form found at
https://nationalopioidsettlement.com.
3.The Governmental Entity agrees to the terms of the Walgreens Settlement pertaining to
Participating Subdivisions as defined therein.
4.By agreeing to the terms of the Walgreens Settlement and becoming a Releasor, the
Governmental Entity is entitled to the benefits provided therein, including, if applicable,
monetary payments beginning after the Effective Date.
5.The Governmental Entity agrees to use any monies it receives through the Walgreens
Settlement solely for the purposes provided therein.
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6.The Governmental Entity submits to the jurisdiction of the court in the Governmental Entity’s
state where the Consent Judgment is filed for purposes limited to that court’s role as provided in,
and for resolving disputes to the extent provided in, the Walgreens Settlement. The
Governmental Entity likewise agrees to arbitrate before the National Arbitration Panel as
provided in, and for resolving disputes to the extent otherwise provided in, the Walgreens
Settlement.
7.The Governmental Entity has the right to enforce the Walgreens Settlement as provided therein.
8.The Governmental Entity, as a Participating Subdivision, hereby becomes a Releasor for all
purposes in the Walgreens Settlement, including without limitation all provisions of Section XI
(Release), and along with all departments, agencies, divisions, boards, commissions, districts,
instrumentalities of any kind and attorneys, and any person in their official capacity elected or
appointed to serve any of the foregoing and any agency, person, or other entity claiming by or
through any of the foregoing, and any other entity identified in the definition of Releasor,
provides for a release to the fullest extent of its authority. As a Releasor, the Governmental
Entity hereby absolutely, unconditionally, and irrevocably covenants not to bring, file, or
claim, or to cause, assist or permit to be brought, filed, or claimed, or to otherwise seek to
establish liability for any Released Claims against any Released Entity in any forum
whatsoever. The releases provided for in the Walgreens Settlement are intended by the Parties
to be broad and shall be interpreted so as to give the Released Entities the broadest possible bar
against any liability relating in any way to Released Claims and extend to the full extent of the
power of the Governmental Entity to release claims. The Walgreens Settlement shall be a
complete bar to any Released Claim.
9.The Governmental Entity hereby takes on all rights and obligations of a Participating
Subdivision as set forth in the Walgreens Settlement.
10.In connection with the releases provided for in the Walgreens Settlement, each Governmental
Entity expressly waives, releases, and forever discharges any and all provisions, rights, and
benefits conferred by any law of any state or territory of the United States or other jurisdiction,
or principle of common law, which is similar, comparable, or equivalent to § 1542 of the
California Civil Code, which reads:
General Release; extent. A general release does not extend to claims that the
creditor or releasing party does not know or suspect to exist in his or her favor
at the time of executing the release that, if known by him or her would have
materially affected his or her settlement with the debtor or released party.
A Releasor may hereafter discover facts other than or different from those which it knows,
believes, or assumes to be true with respect to the Released Claims, but each Governmental
Entity hereby expressly waives and fully, finally, and forever settles, releases and discharges,
upon the Effective Date, any and all Released Claims that may exist as of such date but which
Releasors do not know or suspect to exist, whether through ignorance, oversight, error,
negligence or through no fault whatsoever, and which, if known, would materially affect the
Governmental Entities’ decision to participate in the Walgreens Settlement.
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11.Nothing herein is intended to modify in any way the terms of the Walgreens Settlement, to
which Governmental Entity hereby agrees. To the extent this Participation and Release Form
is interpreted differently from the Walgreens Settlement in any respect, the Walgreens
Settlement controls.
I have all necessary power and authorization to execute this Participation and Release Form on
behalf of the Governmental Entity.
Signature:/signer_1_walgreens/
Name:/name_1_walgreens/
Title:/title_1_walgreens/
Date:/date_1_walgreens/
3
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15
EXHIBIT 6
One Washington Memorandum of Understanding Between Washington Municipalities
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1
ONE WASHINGTON MEMORANDUM OF UNDERSTANDING BETWEEN
WASHINGTON MUNICIPALITIES
Whereas, the people of the State of Washington and its communities have been harmed by
entities within the Pharmaceutical Supply Chain who manufacture, distribute, and dispense
prescription opioids;
Whereas, certain Local Governments, through their elected representatives and counsel,
are engaged in litigation seeking to hold these entities within the Pharmaceutical Supply Chain of
prescription opioids accountable for the damage they have caused to the Local Governments;
Whereas, Local Governments and elected officials share a common desire to abate and
alleviate the impacts of harms caused by these entities within the Pharmaceutical Supply Chain
throughout the State of Washington, and strive to ensure that principals of equity and equitable
service delivery are factors considered in the allocation and use of Opioid Funds; and
Whereas, certain Local Governments engaged in litigation and the other cities and counties
in Washington desire to agree on a form of allocation for Opioid Funds they receive from entities
within the Pharmaceutical Supply Chain.
Now therefore, the Local Governments enter into this Memorandum of Understanding
(“MOU”) relating to the allocation and use of the proceeds of Settlements described.
A.Definitions
As used in this MOU:
1.“Allocation Regions” are the same geographic areas as the existing
nine (9) Washington State Accountable Community of Health (ACH) Regions
and have the purpose described in Section C below.
2.“Approved Purpose(s)” shall mean the strategies specified and set
forth in the Opioid Abatement Strategies attached as Exhibit A.
3.“Effective Date” shall mean the date on which a court of
competent jurisdiction enters the first Settlement by order or consent decree. The
Parties anticipate that more than one Settlement will be administered according to
the terms of this MOU, but that the first entered Settlement will trigger allocation
of Opioid Funds in accordance with Section B herein, and the formation of the
Opioid Abatement Councils in Section C.
4.“Litigating Local Government(s)” shall mean Local Governments
that filed suit against any Pharmaceutical Supply Chain Participant pertaining to
the Opioid epidemic prior to September 1, 2020.
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2
5.“Local Government(s)” shall mean all counties, cities, and towns
within the geographic boundaries of the State of Washington.
6.“National Settlement Agreements” means the national opioid
settlement agreements dated July 21, 2021 involving Johnson & Johnson, and
distributors AmerisourceBergen, Cardinal Health and McKesson as well as their
subsidiaries, affiliates, officers, and directors named in the National Settlement
Agreements, including all amendments thereto.
7.“Opioid Funds” shall mean monetary amounts obtained through a
Settlement as defined in this MOU.
8.“Opioid Abatement Council” shall have the meaning described in
Section C below.
9.“Participating Local Government(s)” shall mean all counties,
cities, and towns within the geographic boundaries of the State that have chosen
to sign on to this MOU. The Participating Local Governments may be referred to
separately in this MOU as “Participating Counties” and “Participating Cities and
Towns” (or “Participating Cities or Towns,” as appropriate) or “Parties.”
10.“Pharmaceutical Supply Chain” shall mean the process and
channels through which controlled substances are manufactured, marketed,
promoted, distributed, and/or dispensed, including prescription opioids.
11.“Pharmaceutical Supply Chain Participant” shall mean any entity
that engages in or has engaged in the manufacture, marketing, promotion,
distribution, and/or dispensing of a prescription opioid, including any entity that
has assisted in any of the above.
12.“Qualified Settlement Fund Account,” or “QSF Account,” shall
mean an account set up as a qualified settlement fund, 468b fund, as authorized by
Treasury Regulations 1.468B-1(c) (26 CFR §1.468B-1).
13.“Regional Agreements” shall mean the understanding reached by
the Participating Local Counties and Cities within an Allocation Region
governing the allocation, management, distribution of Opioid Funds within that
Allocation Region.
14.“Settlement” shall mean the future negotiated resolution of legal or
equitable claims against a Pharmaceutical Supply Chain Participant when that
resolution has been jointly entered into by the Participating Local
Governments. “Settlement” expressly does not include a plan of reorganization
confirmed under Title 11of the United States Code, irrespective of the extent to
which Participating Local Governments vote in favor of or otherwise support such
plan of reorganization.
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15.“Trustee” shall mean an independent trustee who shall be
responsible for the ministerial task of releasing Opioid Funds from a QSF account
to Participating Local Governments as authorized herein and accounting for all
payments into or out of the trust.
16.The “Washington State Accountable Communities of Health” or
“ACH” shall mean the nine (9) regions described in Section C below.
B.Allocation of Settlement Proceeds for Approved Purposes
1.All Opioid Funds shall be held in a QSF and distributed by the
Trustee, for the benefit of the Participating Local Governments, only in a manner
consistent with this MOU. Distribution of Opioid Funds will be subject to the
mechanisms for auditing and reporting set forth below to provide public
accountability and transparency.
2.All Opioid Funds, regardless of allocation, shall be utilized
pursuant to Approved Purposes as defined herein and set forth in Exhibit A.
Compliance with this requirement shall be verified through reporting, as set out in
this MOU.
3.The division of Opioid Funds shall first be allocated to
Participating Counties based on the methodology utilized for the Negotiation
Class in In Re: National Prescription Opiate Litigation, United States District
Court for the Northern District of Ohio, Case No. 1:17-md-02804-DAP. The
allocation model uses three equally weighted factors: (1) the amount of opioids
shipped to the county; (2) the number of opioid deaths that occurred in that
county; and (3) the number of people who suffer opioid use disorder in that
county. The allocation percentages that result from application of this
methodology are set forth in the “County Total” line item in Exhibit B. In the
event any county does not participate in this MOU, that county’s percentage share
shall be reallocated proportionally amongst the Participating Counties by applying
this same methodology to only the Participating Counties.
4.Allocation and distribution of Opioid Funds within each
Participating County will be based on regional agreements as described in
Section C.
C.Regional Agreements
1.For the purpose of this MOU, the regional structure for decision-
making related to opioid fund allocation will be based upon the nine (9) pre-
defined Washington State Accountable Community of Health Regions (Allocation
Regions). Reference to these pre-defined regions is solely for the purpose of
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4
drawing geographic boundaries to facilitate regional agreements for use of Opioid
Funds. The Allocation Regions are as follows:
King County (Single County Region)
Pierce County (Single County Region)
Olympic Community of Health Region (Clallam, Jefferson, and Kitsap
Counties)
Cascade Pacific Action Alliance Region (Cowlitz, Grays Harbor, Lewis,
Mason, Pacific, Thurston, and Wahkiakum Counties)
North Sound Region (Island, San Juan, Skagit, Snohomish, and Whatcom
Counties)
SouthWest Region (Clark, Klickitat, and Skamania Counties)
Greater Columbia Region (Asotin, Benton, Columbia, Franklin, Garfield,
Kittitas, Walla Walla, Whitman, and Yakima Counties)
Spokane Region (Adams, Ferry, Lincoln, Pend Oreille, Spokane, and
Stevens Counties)
North Central Region (Chelan, Douglas, Grant, and Okanogan Counties)
2.Opioid Funds will be allocated, distributed and managed within
each Allocation Region, as determined by its Regional Agreement as set forth
below. If an Allocation Region does not have a Regional Agreement enumerated
in this MOU, and does not subsequently adopt a Regional Agreement per Section
C.5, the default mechanism for allocation, distribution and management of Opioid
Funds described in Section C.4.a will apply. Each Allocation Region must have
an OAC whose composition and responsibilities shall be defined by Regional
Agreement or as set forth in Section C.4.
3.King County’s Regional Agreement is reflected in Exhibit C to this
MOU.
4.All other Allocation Regions that have not specified a Regional
Agreement for allocating, distributing and managing Opioid Funds, will apply
the following default methodology:
a. Opioid Funds shall be allocated within each Allocation Region by
taking the allocation for a Participating County from Exhibit B and
apportioning those funds between that Participating County and its
Participating Cities and Towns. Exhibit B also sets forth the allocation to
the Participating Counties and the Participating Cities or Towns within the
Counties based on a default allocation formula. As set forth above in
Section B.3, to determine the allocation to a county, this formula utilizes:
(1) the amount of opioids shipped to the county; (2) the number of opioid
deaths that occurred in that county; and (3) the number of people who
suffer opioid use disorder in that county. To determine the allocation
within a county, the formula utilizes historical federal data showing how
the specific Counties and the Cities and Towns within the Counties have
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5
made opioids epidemic-related expenditures in the past. This is the same
methodology used in the National Settlement Agreements for county and
intra-county allocations. A Participating County, and the Cities and Towns
within it may enter into a separate intra-county allocation agreement to
modify how the Opioid Funds are allocated amongst themselves, provided
the modification is in writing and agreed to by all Participating Local
Governments in the County. Such an agreement shall not modify any of
the other terms or requirements of this MOU.
b.10% of the Opioid Funds received by the Region will be reserved,
on an annual basis, for administrative costs related to the OAC. The OAC
will provide an annual accounting for actual costs and any reserved funds
that exceed actual costs will be reallocated to Participating Local
Governments within the Region.
c.Cities and towns with a population of less than 10,000 shall be
excluded from the allocation, with the exception of cities and towns that
are Litigating Participating Local Governments. The portion of the Opioid
Funds that would have been allocated to a city or town with a population
of less than 10,000 that is not a Litigating Participating Local Government
shall be redistributed to Participating Counties in the manner directed
in C.4.a above.
d.Each Participating County, City, or Town may elect to have its
share re-allocated to the OAC in which it is located. The OAC will then
utilize this share for the benefit of Participating Local Governments within
that Allocation Region, consistent with the Approved Purposes set forth in
Exhibit A. A Participating Local Government’s election to forego its
allocation of Opioid Funds shall apply to all future allocations unless the
Participating Local Government notifies its respective OAC otherwise. If a
Participating Local Government elects to forego its allocation of the
Opioid Funds, the Participating Local Government shall be excused from
the reporting requirements set forth in this Agreement.
e.Participating Local Governments that receive a direct
payment maintain full discretion over the use and distribution of their
allocation of Opioid Funds, provided the Opioid Funds are used solely for
Approved Purposes. Reasonable administrative costs for a Participating
Local Government to administer its allocation of Opioid Funds shall not
exceed actual costs or 10% of the Participating Local Government’s
allocation of Opioid Funds, whichever is less.
f.A Local Government that chooses not to become a Participating
Local Government will not receive a direct allocation of Opioid Funds.
The portion of the Opioid Funds that would have been allocated to a Local
Government that is not a Participating Local Government shall be
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6
redistributed to Participating Counties in the manner directed
in C.4.a above.
g.As a condition of receiving a direct payment, each Participating
Local Government that receives a direct payment agrees to undertake the
following actions:
i. Developing a methodology for obtaining proposals for use
of Opioid Funds.
ii. Ensuring there is opportunity for community-based input
on priorities for Opioid Fund programs and services.
iii. Receiving and reviewing proposals for use of Opioid Funds
for Approved Purposes.
iv. Approving or denying proposals for use of Opioid
Funds for Approved Purposes.
v. Receiving funds from the Trustee for approved proposals
and distributing the Opioid Funds to the recipient.
vi. Reporting to the OAC and making publicly available all
decisions on Opioid Fund allocation applications,
distributions and expenditures.
h.Prior to any distribution of Opioid Funds within the Allocation
Region, The Participating Local Governments must establish an Opioid
Abatement Council (OAC) to oversee Opioid Fund allocation,
distribution, expenditures and dispute resolution. The OAC may be a
preexisting regional body or may be a new body created for purposes of
executing the obligations of this MOU.
i.The OAC for each Allocation Region shall be composed of
representation from both Participating Counties and Participating Towns
or Cities within the Region. The method of selecting members, and the
terms for which they will serve will be determined by the Allocation
Region’s Participating Local Governments. All persons who serve on the
OAC must have work or educational experience pertaining to one or more
Approved Uses.
j.The Regional OAC will be responsible for the following actions:
i. Overseeing distribution of Opioid Funds from Participating
Local Governments to programs and services within the
Allocation Region for Approved Purposes.
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ii. Annual review of expenditure reports from
Participating Local Jurisdictions within the Allocation
Region for compliance with Approved Purposes and the
terms of this MOU and any Settlement.
iii. In the case where Participating Local Governments chose
to forego their allocation of Opioid Funds:
(i) Approving or denying proposals by Participating Local
Governments or community groups to the OAC for use of
Opioid Funds within the Allocation Region.
(ii) Directing the Trustee to distribute Opioid Funds for use
by Participating Local Governments or community groups
whose proposals are approved by the OAC.
(iii) Administrating and maintaining records of all OAC
decisions and distributions of Opioid Funds.
iv. Reporting and making publicly available all decisions on
Opioid Fund allocation applications, distributions and
expenditures by the OAC or directly by Participating Local
Governments.
v. Developing and maintaining a centralized public dashboard
or other repository for the publication of expenditure data
from any Participating Local Government that receives
Opioid Funds, and for expenditures by the OAC in that
Allocation Region, which it shall update at least annually.
vi. If necessary, requiring and collecting additional outcome-
related data from Participating Local Governments to
evaluate the use of Opioid Funds, and all Participating
Local Governments shall comply with such requirements.
vii. Hearing complaints by Participating Local Governments
within the Allocation Region regarding alleged failure to
(1) use Opioid Funds for Approved Purposes or (2) comply
with reporting requirements.
5. Participating Local Governments may agree and elect to share,
pool, or collaborate with their respective allocation of Opioid Funds in any
manner they choose by adopting a Regional Agreement, so long as such
sharing, pooling, or collaboration is used for Approved Purposes and
complies with the terms of this MOU and any Settlement.
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6. Nothing in this MOU should alter or change any Participating
Local Government’s rights to pursue its own claim. Rather, the intent of
this MOU is to join all parties who wish to be Participating Local
Governments to agree upon an allocation formula for any Opioid Funds
from any future binding Settlement with one or more Pharmaceutical
Supply Chain Participants for all Local Governments in the State of
Washington.
7. If any Participating Local Government disputes the amount it
receives from its allocation of Opioid Funds, the Participating Local
Government shall alert its respective OAC within sixty (60) days of
discovering the information underlying the dispute. Failure to alert its
OAC within this time frame shall not constitute a waiver of the
Participating Local Government’s right to seek recoupment of any
deficiency in its allocation of Opioid Funds.
8. If any OAC concludes that a Participating Local Government’s
expenditure of its allocation of Opioid Funds did not comply with the
Approved Purposes listed in Exhibit A, or the terms of this MOU, or that
the Participating Local Government otherwise misused its allocation of
Opioid Funds, the OAC may take remedial action against the alleged
offending Participating Local Government. Such remedial action is left to
the discretion of the OAC and may include withholding future Opioid
Funds owed to the offending Participating Local Government or requiring
the offending Participating Local Government to reimburse improperly
expended Opioid Funds back to the OAC to be re-allocated to the
remaining Participating Local Governments within that Region.
9. All Participating Local Governments and OAC shall maintain all
records related to the receipt and expenditure of Opioid Funds for no less
than five (5) years and shall make such records available for review by
any other Participating Local Government or OAC, or the public. Records
requested by the public shall be produced in accordance with
Washington’s Public Records Act RCW 42.56.001 et seq. Records
requested by another Participating Local Government or an OAC shall be
produced within twenty-one (21) days of the date the record request was
received. This requirement does not supplant any Participating Local
Government or OAC’s obligations under Washington’s Public Records
Act RCW 42.56.001 et seq.
D.Payment of Counsel and Litigation Expenses
1.The Litigating Local Governments have incurred attorneys’ fees
and litigation expenses relating to their prosecution of claims against the
Pharmaceutical Supply Chain Participants, and this prosecution has inured to the
benefit of all Participating Local Governments. Accordingly, a Washington
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9
Government Fee Fund (“GFF”) shall be established that ensures that all Parties
that receive Opioid Funds contribute to the payment of fees and expenses incurred
to prosecute the claims against the Pharmaceutical Supply Chain Participants,
regardless of whether they are litigating or non-litigating entities.
2.The amount of the GFF shall be based as follows: the funds to be
deposited in the GFF shall be equal to 15% of the total cash value of the Opioid
Funds.
3.The maximum percentage of any contingency fee agreement
permitted for compensation shall be 15% of the portion of the Opioid Funds
allocated to the Litigating Local Government that is a party to the contingency fee
agreement, plus expenses attributable to that Litigating Local Government. Under
no circumstances may counsel collect more for its work on behalf of a Litigating
Local Government than it would under its contingency agreement with that
Litigating Local Government.
4.Payments from the GFF shall be overseen by a committee (the
“Opioid Fee and Expense Committee”) consisting of one representative of the
following law firms: (a) Keller Rohrback L.LP.; (b) Hagens Berman Sobol
Shapiro LLP; (c) Goldfarb & Huck Roth Riojas, PLLC; and (d) Napoli Shkolnik
PLLC. The role of the Opioid Fee and Expense Committee shall be limited to
ensuring that the GFF is administered in accordance with this Section.
5.In the event that settling Pharmaceutical Supply Chain Participants
do not pay the fees and expenses of the Participating Local Governments directly
at the time settlement is achieved, payments to counsel for Participating Local
Governments shall be made from the GFF over not more than three years, with
50% paid within 12 months of the date of Settlement and 25% paid in each
subsequent year, or at the time the total Settlement amount is paid to the Trustee
by the Defendants, whichever is sooner.
6.Any funds remaining in the GFF in excess of: (i) the amounts
needed to cover Litigating Local Governments’ private counsel’s representation
agreements, and (ii) the amounts needed to cover the common benefit tax
discussed in Section C.8 below (if not paid directly by the Defendants in
connection with future settlement(s), shall revert to the Participating Local
Governments pro rata according to the percentages set forth in Exhibits B, to be
used for Approved Purposes as set forth herein and in Exhibit A.
7.In the event that funds in the GFF are not sufficient to pay all fees
and expenses owed under this Section, payments to counsel for all Litigating
Local Governments shall be reduced on a pro rata basis. The Litigating Local
Governments will not be responsible for any of these reduced amounts.
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8.The Parties anticipate that any Opioid Funds they receive will be
subject to a common benefit “tax” imposed by the court in In Re: National
Prescription Opiate Litigation, United States District Court for the Northern
District of Ohio, Case No. 1:17-md-02804-DAP (“Common Benefit Tax”). If this
occurs, the Participating Local Governments shall first seek to have the settling
defendants pay the Common Benefit Tax. If the settling defendants do not agree
to pay the Common Benefit Tax, then the Common Benefit Tax shall be paid
from the Opioid Funds and by both litigating and non-litigating Local
Governments. This payment shall occur prior to allocation and distribution of
funds to the Participating Local Governments. In the event that GFF is not fully
exhausted to pay the Litigating Local Governments’ private counsel’s
representation agreements, excess funds in the GFF shall be applied to pay the
Common Benefit Tax (if any).
E.General Terms
1.If any Participating Local Government believes another
Participating Local Government, not including the Regional Abatement Advisory
Councils, violated the terms of this MOU, the alleging Participating Local
Government may seek to enforce the terms of this MOU in the court in which any
applicable Settlement(s) was entered, provided the alleging Participating Local
Government first provides the alleged offending Participating Local Government
notice of the alleged violation(s) and a reasonable opportunity to cure the alleged
violation(s). In such an enforcement action, any alleging Participating Local
Government or alleged offending Participating Local Government may be
represented by their respective public entity in accordance with Washington law.
2.Nothing in this MOU shall be interpreted to waive the right of any
Participating Local Government to seek judicial relief for conduct occurring
outside the scope of this MOU that violates any Washington law. In such an
action, the alleged offending Participating Local Government, including the
Regional Abatement Advisory Councils, may be represented by their respective
public entities in accordance with Washington law. In the event of a conflict, any
Participating Local Government, including the Regional Abatement Advisory
Councils and its Members, may seek outside representation to defend itself
against such an action.
3.Venue for any legal action related to this MOU shall be in the
court in which the Participating Local Government is located or in accordance
with the court rules on venue in that jurisdiction. This provision is not intended to
expand the court rules on venue.
4.This MOU may be executed in two or more counterparts, each of
which shall be deemed an original, but all of which shall constitute one and the
same instrument. The Participating Local Governments approve the use of
electronic signatures for execution of this MOU. All use of electronic signatures
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shall be governed by the Uniform Electronic Transactions Act. The Parties agree
not to deny the legal effect or enforceability of the MOU solely because it is in
electronic form or because an electronic record was used in its formation. The
Participating Local Government agree not to object to the admissibility of the
MOU in the form of an electronic record, or a paper copy of an electronic
document, or a paper copy of a document bearing an electronic signature, on
the grounds that it is an electronic record or electronic signature or that it is not in
its original form or is not an original.
5.Each Participating Local Government represents that all
procedures necessary to authorize such Participating Local Government’s
execution of this MOU have been performed and that the person signing for such
Party has been authorized to execute the MOU.
[Remainder of Page Intentionally Left Blank – Signature Pages Follow]
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This One Washington Memorandum of Understanding Between Washington
Municipalities is signed this _____ day of ___________________, 2022 by:
_______________________________________________
Name & Title ___________________________________
On behalf of ____________________________________
4894-0031-1574, v. 2
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EXHIBIT A
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1
O P I O I D A B A T E M E N T S T R A T E G I E S
PART ONE: TREATMENT
A.TREAT OPIOID USE DISORDER (OUD)
Support treatment of Opioid Use Disorder (OUD) and any co-occurring Substance Use
Disorder or Mental Health (SUD/MH) conditions, co-usage, and/or co-addiction through
evidence-based, evidence-informed, or promising programs or strategies that may include,
but are not limited to, the following:
1.Expand availability of treatment for OUD and any co-occurring SUD/MH conditions,
co-usage, and/or co-addiction, including all forms of Medication-Assisted Treatment
(MAT) approved by the U.S. Food and Drug Administration.
2.Support and reimburse services that include the full American Society of Addiction
Medicine (ASAM) continuum of care for OUD and any co-occurring SUD/MH
conditions, co-usage, and/or co-addiction, including but not limited to:
a.Medication-Assisted Treatment (MAT);
b.Abstinence-based treatment;
c.Treatment, recovery, or other services provided by states, subdivisions,
community health centers; non-for-profit providers; or for-profit providers;
d.Treatment by providers that focus on OUD treatment as well as treatment by
providers that offer OUD treatment along with treatment for other SUD/MH
conditions, co-usage, and/or co-addiction; or
e.Evidence-informed residential services programs, as noted below.
3.Expand telehealth to increase access to treatment for OUD and any co-occurring
SUD/MH conditions, co-usage, and/or co-addiction, including MAT, as well as
counseling, psychiatric support, and other treatment and recovery support services.
4.Improve oversight of Opioid Treatment Programs (OTPs) to assure evidence-based,
evidence-informed, or promising practices such as adequate methadone dosing.
5.Support mobile intervention, treatment, and recovery services, offered by qualified
professionals and service providers, such as peer recovery coaches, for persons with
OUD and any co-occurring SUD/MH conditions, co-usage, and/or co-addiction and
for persons who have experienced an opioid overdose.
6.Support treatment of mental health trauma resulting from the traumatic experiences of
the opioid user (e.g., violence, sexual assault, human trafficking, or adverse childhood
experiences) and family members (e.g., surviving family members after an overdose
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2
or overdose fatality), and training of health care personnel to identify and address such
trauma.
7.Support detoxification (detox) and withdrawal management services for persons with
OUD and any co-occurring SUD/MH conditions, co-usage, and/or co-addiction,
including medical detox, referral to treatment, or connections to other services or
supports.
8.Support training on MAT for health care providers, students, or other supporting
professionals, such as peer recovery coaches or recovery outreach specialists,
including telementoring to assist community-based providers in rural or underserved
areas.
9.Support workforce development for addiction professionals who work with persons
with OUD and any co-occurring SUD/MH conditions, co-usage, and/or co-addiction.
10.Provide fellowships for addiction medicine specialists for direct patient care,
instructors, and clinical research for treatments.
11.Provide funding and training for clinicians to obtain a waiver under the federal Drug
Addiction Treatment Act of 2000 (DATA 2000) to prescribe MAT for OUD, and
provide technical assistance and professional support to clinicians who have obtained
a DATA 2000 waiver.
12.Support the dissemination of web-based training curricula, such as the American
Academy of Addiction Psychiatry’s Provider Clinical Support Service-Opioids web-
based training curriculum and motivational interviewing.
13. Support the development and dissemination of new curricula, such as the American
Academy of Addiction Psychiatry’s Provider Clinical Support Service for
Medication-Assisted Treatment.
B.SUPPORT PEOPLE IN TREATMENT AND RECOVERY
Support people in treatment for and recovery from OUD and any co-occurring SUD/MH
conditions, co-usage, and/or co-addiction through evidence-based, evidence-informed, or
promising programs or strategies that may include, but are not limited to, the following:
1.Provide the full continuum of care of recovery services for OUD and any co-occurring
SUD/MH conditions, co-usage, and/or co-addiction, including supportive housing,
residential treatment, medical detox services, peer support services and counseling,
community navigators, case management, and connections to community-based
services.
2.Provide counseling, peer-support, recovery case management and residential
treatment with access to medications for those who need it to persons with OUD and
any co-occurring SUD/MH conditions, co-usage, and/or co-addiction.
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3.Provide access to housing for people with OUD and any co-occurring SUD/MH
conditions, co-usage, and/or co-addiction, including supportive housing, recovery
housing, housing assistance programs, or training for housing providers.
4.Provide community support services, including social and legal services, to assist in
deinstitutionalizing persons with OUD and any co-occurring SUD/MH conditions, co-
usage, and/or co-addiction.
5.Support or expand peer-recovery centers, which may include support groups, social
events, computer access, or other services for persons with OUD and any co-occurring
SUD/MH conditions, co-usage, and/or co-addiction.
6.Provide employment training or educational services for persons in treatment for or
recovery from OUD and any co-occurring SUD/MH conditions, co-usage, and/or co-
addiction.
7.Identify successful recovery programs such as physician, pilot, and college recovery
programs, and provide support and technical assistance to increase the number and
capacity of high-quality programs to help those in recovery.
8.Engage non-profits, faith-based communities, and community coalitions to support
people in treatment and recovery and to support family members in their efforts to
manage the opioid user in the family.
9.Provide training and development of procedures for government staff to appropriately
interact and provide social and other services to current and recovering opioid users,
including reducing stigma.
10.Support stigma reduction efforts regarding treatment and support for persons with
OUD, including reducing the stigma on effective treatment.
C.CONNECT PEOPLE WHO NEED HELP TO THE HELP THEY NEED
(CONNECTIONS TO CARE)
Provide connections to care for people who have – or are at risk of developing – OUD and
any co-occurring SUD/MH conditions, co-usage, and/or co-addiction through evidence-
based, evidence-informed, or promising programs or strategies that may include, but are not
limited to, the following:
1.Ensure that health care providers are screening for OUD and other risk factors and
know how to appropriately counsel and treat (or refer if necessary) a patient for OUD
treatment.
2.Support Screening, Brief Intervention and Referral to Treatment (SBIRT) programs to
reduce the transition from use to disorders.
3.Provide training and long-term implementation of SBIRT in key systems (health,
schools, colleges, criminal justice, and probation), with a focus on youth and young
adults when transition from misuse to opioid disorder is common.
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4.Purchase automated versions of SBIRT and support ongoing costs of the technology.
5.Support training for emergency room personnel treating opioid overdose patients on
post-discharge planning, including community referrals for MAT, recovery case
management or support services.
6.Support hospital programs that transition persons with OUD and any co-occurring
SUD/MH conditions, co-usage, and/or co-addiction, or persons who have experienced
an opioid overdose, into community treatment or recovery services through a bridge
clinic or similar approach.
7.Support crisis stabilization centers that serve as an alternative to hospital emergency
departments for persons with OUD and any co-occurring SUD/MH conditions, co-
usage, and/or co-addiction or persons that have experienced an opioid overdose.
8.Support the work of Emergency Medical Systems, including peer support specialists,
to connect individuals to treatment or other appropriate services following an opioid
overdose or other opioid-related adverse event.
9.Provide funding for peer support specialists or recovery coaches in emergency
departments, detox facilities, recovery centers, recovery housing, or similar settings;
offer services, supports, or connections to care to persons with OUD and any co-
occurring SUD/MH conditions, co-usage, and/or co-addiction or to persons who have
experienced an opioid overdose.
10.Provide funding for peer navigators, recovery coaches, care coordinators, or care
managers that offer assistance to persons with OUD and any co-occurring SUD/MH
conditions, co-usage, and/or co-addiction or to persons who have experienced on
opioid overdose.
11.Create or support school-based contacts that parents can engage with to seek
immediate treatment services for their child; and support prevention, intervention,
treatment, and recovery programs focused on young people.
12.Develop and support best practices on addressing OUD in the workplace.
13.Support assistance programs for health care providers with OUD.
14.Engage non-profits and the faith community as a system to support outreach for
treatment.
15.Support centralized call centers that provide information and connections to
appropriate services and supports for persons with OUD and any co-occurring
SUD/MH conditions, co-usage, and/or co-addiction.
16.Create or support intake and call centers to facilitate education and access to
treatment, prevention, and recovery services for persons with OUD and any co-
occurring SUD/MH conditions, co-usage, and/or co-addiction.
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17.Develop or support a National Treatment Availability Clearinghouse – a
multistate/nationally accessible database whereby health care providers can list
locations for currently available in-patient and out-patient OUD treatment services
that are accessible on a real-time basis by persons who seek treatment.
D.ADDRESS THE NEEDS OF CRIMINAL-JUSTICE-INVOLVED PERSONS
Address the needs of persons with OUD and any co-occurring SUD/MH conditions, co-
usage, and/or co-addiction who are involved – or are at risk of becoming involved – in the
criminal justice system through evidence-based, evidence-informed, or promising programs
or strategies that may include, but are not limited to, the following:
1.Support pre-arrest or post-arrest diversion and deflection strategies for persons with
OUD and any co-occurring SUD/MH conditions, co-usage, and/or co-addiction,
including established strategies such as:
a.Self-referral strategies such as the Angel Programs or the Police Assisted
Addiction Recovery Initiative (PAARI);
b.Active outreach strategies such as the Drug Abuse Response Team (DART)
model;
c.“Naloxone Plus” strategies, which work to ensure that individuals who have
received naloxone to reverse the effects of an overdose are then linked to
treatment programs or other appropriate services;
d.Officer prevention strategies, such as the Law Enforcement Assisted Diversion
(LEAD) model;
e.Officer intervention strategies such as the Leon County, Florida Adult Civil
Citation Network or the Chicago Westside Narcotics Diversion to Treatment
Initiative;
f.Co-responder and/or alternative responder models to address OUD-related 911
calls with greater SUD expertise and to reduce perceived barriers associated with
law enforcement 911 responses; or
g.County prosecution diversion programs, including diversion officer salary, only
for counties with a population of 50,000 or less. Any diversion services in matters
involving opioids must include drug testing, monitoring, or treatment.
2.Support pre-trial services that connect individuals with OUD and any co-occurring
SUD/MH conditions, co-usage, and/or co-addiction to evidence-informed treatment,
including MAT, and related services.
3.Support treatment and recovery courts for persons with OUD and any co-occurring
SUD/MH conditions, co-usage, and/or co-addiction, but only if these courts provide
referrals to evidence-informed treatment, including MAT.
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4.Provide evidence-informed treatment, including MAT, recovery support, or other
appropriate services to individuals with OUD and any co-occurring SUD/MH
conditions, co-usage, and/or co-addiction who are incarcerated in jail or prison.
5.Provide evidence-informed treatment, including MAT, recovery support, or other
appropriate services to individuals with OUD and any co-occurring SUD/MH
conditions, co-usage, and/or co-addiction who are leaving jail or prison have recently
left jail or prison, are on probation or parole, are under community corrections
supervision, or are in re-entry programs or facilities.
6.Support critical time interventions (CTI), particularly for individuals living with dual-
diagnosis OUD/serious mental illness, and services for individuals who face
immediate risks and service needs and risks upon release from correctional settings.
7.Provide training on best practices for addressing the needs of criminal-justice-
involved persons with OUD and any co-occurring SUD/MH conditions, co-usage,
and/or co-addiction to law enforcement, correctional, or judicial personnel or to
providers of treatment, recovery, case management, or other services offered in
connection with any of the strategies described in this section.
E.ADDRESS THE NEEDS OF PREGNANT OR PARENTING WOMEN AND
THEIR FAMILIES, INCLUDING BABIES WITH NEONATAL ABSTINENCE
SYNDROME
Address the needs of pregnant or parenting women with OUD and any co-occurring
SUD/MH conditions, co-usage, and/or co-addiction, and the needs of their families, including
babies with neonatal abstinence syndrome, through evidence-based, evidence-informed, or
promising programs or strategies that may include, but are not limited to, the following:
1.Support evidence-based, evidence-informed, or promising treatment, including MAT,
recovery services and supports, and prevention services for pregnant women – or
women who could become pregnant – who have OUD and any co-occurring SUD/MH
conditions, co-usage, and/or co-addiction, and other measures to educate and provide
support to families affected by Neonatal Abstinence Syndrome.
2.Provide training for obstetricians or other healthcare personnel that work with
pregnant women and their families regarding treatment of OUD and any co-occurring
SUD/MH conditions, co-usage, and/or co-addiction.
3.Provide training to health care providers who work with pregnant or parenting women
on best practices for compliance with federal requirements that children born with
Neonatal Abstinence Syndrome get referred to appropriate services and receive a plan
of safe care.
4.Provide enhanced support for children and family members suffering trauma as a
result of addiction in the family; and offer trauma-informed behavioral health
treatment for adverse childhood events.
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5.Offer enhanced family supports and home-based wrap-around services to persons with
OUD and any co-occurring SUD/MH conditions, co-usage, and/or co-addiction,
including but not limited to parent skills training.
6.Support for Children’s Services – Fund additional positions and services, including
supportive housing and other residential services, relating to children being removed
from the home and/or placed in foster care due to custodial opioid use.
PART TWO: PREVENTION
F.PREVENT OVER-PRESCRIBING AND ENSURE APPROPRIATE
PRESCRIBING AND DISPENSING OF OPIOIDS
Support efforts to prevent over-prescribing and ensure appropriate prescribing and dispensing
of opioids through evidence-based, evidence-informed, or promising programs or strategies
that may include, but are not limited to, the following:
1.Training for health care providers regarding safe and responsible opioid prescribing,
dosing, and tapering patients off opioids.
2.Academic counter-detailing to educate prescribers on appropriate opioid prescribing.
3.Continuing Medical Education (CME) on appropriate prescribing of opioids.
4.Support for non-opioid pain treatment alternatives, including training providers to
offer or refer to multi-modal, evidence-informed treatment of pain.
5.Support enhancements or improvements to Prescription Drug Monitoring Programs
(PDMPs), including but not limited to improvements that:
a.Increase the number of prescribers using PDMPs;
b.Improve point-of-care decision-making by increasing the quantity, quality, or
format of data available to prescribers using PDMPs or by improving the
interface that prescribers use to access PDMP data, or both; or
c.Enable states to use PDMP data in support of surveillance or intervention
strategies, including MAT referrals and follow-up for individuals identified
within PDMP data as likely to experience OUD.
6.Development and implementation of a national PDMP – Fund development of a
multistate/national PDMP that permits information sharing while providing
appropriate safeguards on sharing of private health information, including but not
limited to:
a.Integration of PDMP data with electronic health records, overdose episodes,
and decision support tools for health care providers relating to OUD.
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b.Ensuring PDMPs incorporate available overdose/naloxone deployment data,
including the United States Department of Transportation’s Emergency
Medical Technician overdose database.
7.Increase electronic prescribing to prevent diversion or forgery.
8.Educate Dispensers on appropriate opioid dispensing.
G.PREVENT MISUSE OF OPIOIDS
Support efforts to discourage or prevent misuse of opioids through evidence-based, evidence-
informed, or promising programs or strategies that may include, but are not limited to, the
following:
1.Corrective advertising or affirmative public education campaigns based on evidence.
2.Public education relating to drug disposal.
3.Drug take-back disposal or destruction programs.
4.Fund community anti-drug coalitions that engage in drug prevention efforts.
5.Support community coalitions in implementing evidence-informed prevention, such
as reduced social access and physical access, stigma reduction – including staffing,
educational campaigns, support for people in treatment or recovery, or training of
coalitions in evidence-informed implementation, including the Strategic Prevention
Framework developed by the U.S. Substance Abuse and Mental Health Services
Administration (SAMHSA).
6.Engage non-profits and faith-based communities as systems to support prevention.
7.Support evidence-informed school and community education programs and
campaigns for students, families, school employees, school athletic programs, parent-
teacher and student associations, and others.
8.School-based or youth-focused programs or strategies that have demonstrated
effectiveness in preventing drug misuse and seem likely to be effective in preventing
the uptake and use of opioids.
9.Support community-based education or intervention services for families, youth, and
adolescents at risk for OUD and any co-occurring SUD/MH conditions, co-usage,
and/or co-addiction.
10.Support evidence-informed programs or curricula to address mental health needs of
young people who may be at risk of misusing opioids or other drugs, including
emotional modulation and resilience skills.
11.Support greater access to mental health services and supports for young people,
including services and supports provided by school nurses or other school staff, to
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address mental health needs in young people that (when not properly addressed)
increase the risk of opioid or other drug misuse.
H.PREVENT OVERDOSE DEATHS AND OTHER HARMS
Support efforts to prevent or reduce overdose deaths or other opioid-related harms through
evidence-based, evidence-informed, or promising programs or strategies that may include,
but are not limited to, the following:
1.Increase availability and distribution of naloxone and other drugs that treat overdoses
for first responders, overdose patients, opioid users, families and friends of opioid
users, schools, community navigators and outreach workers, drug offenders upon
release from jail/prison, or other members of the general public.
2.Provision by public health entities of free naloxone to anyone in the community,
including but not limited to provision of intra-nasal naloxone in settings where other
options are not available or allowed.
3.Training and education regarding naloxone and other drugs that treat overdoses for
first responders, overdose patients, patients taking opioids, families, schools, and
other members of the general public.
4.Enable school nurses and other school staff to respond to opioid overdoses, and
provide them with naloxone, training, and support.
5.Expand, improve, or develop data tracking software and applications for
overdoses/naloxone revivals.
6.Public education relating to emergency responses to overdoses.
7.Public education relating to immunity and Good Samaritan laws.
8.Educate first responders regarding the existence and operation of immunity and Good
Samaritan laws.
9.Expand access to testing and treatment for infectious diseases such as HIV and
Hepatitis C resulting from intravenous opioid use.
10.Support mobile units that offer or provide referrals to treatment, recovery supports,
health care, or other appropriate services to persons that use opioids or persons with
OUD and any co-occurring SUD/MH conditions, co-usage, and/or co-addiction.
11.Provide training in treatment and recovery strategies to health care providers,
students, peer recovery coaches, recovery outreach specialists, or other professionals
that provide care to persons who use opioids or persons with OUD and any co-
occurring SUD/MH conditions, co-usage, and/or co-addiction.
12.Support screening for fentanyl in routine clinical toxicology testing.
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PART THREE: OTHER STRATEGIES
I.FIRST RESPONDERS
In addition to items C8, D1 through D7, H1, H3, and H8, support the following:
1.Current and future law enforcement expenditures relating to the opioid epidemic.
2.Educate law enforcement or other first responders regarding appropriate practices and
precautions when dealing with fentanyl or other drugs.
J.LEADERSHIP, PLANNING AND COORDINATION
Support efforts to provide leadership, planning, and coordination to abate the opioid epidemic
through activities, programs, or strategies that may include, but are not limited to, the
following:
1.Community regional planning to identify goals for reducing harms related to the
opioid epidemic, to identify areas and populations with the greatest needs for
treatment intervention services, or to support other strategies to abate the opioid
epidemic described in this opioid abatement strategy list.
2.A government dashboard to track key opioid-related indicators and supports as
identified through collaborative community processes.
3.Invest in infrastructure or staffing at government or not-for-profit agencies to support
collaborative, cross-system coordination with the purpose of preventing
overprescribing, opioid misuse, or opioid overdoses, treating those with OUD and any
co-occurring SUD/MH conditions, co-usage, and/or co-addiction, supporting them in
treatment or recovery, connecting them to care, or implementing other strategies to
abate the opioid epidemic described in this opioid abatement strategy list.
4.Provide resources to staff government oversight and management of opioid abatement
programs.
K.TRAINING
In addition to the training referred to in various items above, support training to abate the
opioid epidemic through activities, programs, or strategies that may include, but are not
limited to, the following:
1.Provide funding for staff training or networking programs and services to improve the
capability of government, community, and not-for-profit entities to abate the opioid
crisis.
2.Invest in infrastructure and staffing for collaborative cross-system coordination to
prevent opioid misuse, prevent overdoses, and treat those with OUD and any co-
occurring SUD/MH conditions, co-usage, and/or co-addiction, or implement other
Page 113 of 211
11
strategies to abate the opioid epidemic described in this opioid abatement strategy list
(e.g., health care, primary care, pharmacies, PDMPs, etc.).
L.RESEARCH
Support opioid abatement research that may include, but is not limited to, the following:
1.Monitoring, surveillance, and evaluation of programs and strategies described in this
opioid abatement strategy list.
2.Research non-opioid treatment of chronic pain.
3.Research on improved service delivery for modalities such as SBIRT that demonstrate
promising but mixed results in populations vulnerable to opioid use disorders.
4.Research on innovative supply-side enforcement efforts such as improved detection of
mail-based delivery of synthetic opioids.
5.Expanded research on swift/certain/fair models to reduce and deter opioid misuse
within criminal justice populations that build upon promising approaches used to
address other substances (e.g. Hawaii HOPE and Dakota 24/7).
6.Research on expanded modalities such as prescription methadone that can expand
access to MAT.
Page 114 of 211
EXHIBIT B
Local
County Government % Allocation
Adams County
Adams County 0.1638732475%
Hatton
Lind
Othello
Ritzville
Washtucna
County Total:0.1638732475%
Asotin County
Asotin County 0.4694498386%
Asotin
Clarkston
County Total:0.4694498386%
Benton County
Benton County 1.4848831892%
Benton City
Kennewick 0.5415650564%
Prosser
Richland 0.4756779517%
West Richland 0.0459360490%
County Total:2.5480622463%
Chelan County
Chelan County 0.7434914485%
Cashmere
Chelan
Entiat
Leavenworth
Wenatchee 0.2968333494%
County Total:1.0403247979%
Clallam County
Clallam County 1.3076983401%
Forks
Port Angeles 0.4598370527%
Sequim
County Total:1.7675353928%
*** - Local Government appears in multiple counties B-1 Page 115 of 211
EXHIBIT B
Local
County Government % Allocation
Clark County
Clark County 4.5149775326%
Battle Ground 0.1384729857%
Camas 0.2691592724%
La Center
Ridgefield
Vancouver 1.7306605325%
Washougal 0.1279328220%
Woodland***
Yacolt
County Total:6.7812031452%
Columbia County
Columbia County 0.0561699537%
Dayton
Starbuck
County Total:0.0561699537%
Cowlitz County
Cowlitz County 1.7226945990%
Castle Rock
Kalama
Kelso 0.1331145270%
Longview 0.6162736905%
Woodland***
County Total:2.4720828165%
Douglas County
Douglas County 0.3932175175%
Bridgeport
Coulee Dam***
East Wenatchee 0.0799810865%
Mansfield
Rock Island
Waterville
County Total:0.4731986040%
Ferry County
Ferry County 0.1153487994%
Republic
County Total:0.1153487994%
*** - Local Government appears in multiple counties B-2 Page 116 of 211
EXHIBIT B
Local
County Government % Allocation
Franklin County
Franklin County 0.3361237144%
Connell
Kahlotus
Mesa
Pasco 0.4278056066%
County Total:0.7639293210%
Garfield County
Garfield County 0.0321982209%
Pomeroy
County Total:0.0321982209%
Grant County
Grant County 0.9932572167%
Coulee City
Coulee Dam***
Electric City
Ephrata
George
Grand Coulee
Hartline
Krupp
Mattawa
Moses Lake 0.2078293909%
Quincy
Royal City
Soap Lake
Warden
Wilson Creek
County Total:1.2010866076%
*** - Local Government appears in multiple counties B-3 Page 117 of 211
EXHIBIT B
Local
County Government % Allocation
Grays Harbor County
Grays Harbor County 0.9992429138%
Aberdeen 0.2491525333%
Cosmopolis
Elma
Hoquiam
McCleary
Montesano
Oakville
Ocean Shores
Westport
County Total:1.2483954471%
Island County
Island County 0.6820422610%
Coupeville
Langley
Oak Harbor 0.2511550431%
County Total:0.9331973041%
Jefferson County
Jefferson County 0.4417137380%
Port Townsend
County Total:0.4417137380%
*** - Local Government appears in multiple counties B-4 Page 118 of 211
EXHIBIT B
Local
County Government % Allocation
King County
King County 13.9743722662%
Algona
Auburn***0.2622774917%
Beaux Arts Village
Bellevue 1.1300592573%
Black Diamond
Bothell***0.1821602716%
Burien 0.0270962921%
Carnation
Clyde Hill
Covington 0.0118134406%
Des Moines 0.1179764526%
Duvall
Enumclaw***0.0537768326%
Federal Way 0.3061452240%
Hunts Point
Issaquah 0.1876240107%
Kenmore 0.0204441024%
Kent 0.5377397676%
Kirkland 0.5453525246%
Lake Forest Park 0.0525439124%
Maple Valley 0.0093761587%
Medina
Mercer Island 0.1751797481%
Milton***
Newcastle 0.0033117880%
Normandy Park
North Bend
Pacific***
Redmond 0.4839486007%
Renton 0.7652626920%
Sammamish 0.0224369090%
SeaTac 0.1481551278%
Seattle 6.6032403816%
Shoreline 0.0435834501%
Skykomish
Snoqualmie 0.0649164481%
Tukwila 0.3032205739%
Woodinville 0.0185516364%
Yarrow Point
County Total:26.0505653608%
*** - Local Government appears in multiple counties B-5 Page 119 of 211
EXHIBIT B
Local
County Government % Allocation
Kitsap County
Kitsap County 2.6294133668%
Bainbridge Island 0.1364686014%
Bremerton 0.6193374389%
Port Orchard 0.1009497162%
Poulsbo 0.0773748246%
County Total:3.5635439479%
Kittitas County
Kittitas County 0.3855704683%
Cle Elum
Ellensburg 0.0955824915%
Kittitas
Roslyn
South Cle Elum
County Total:0.4811529598%
Klickitat County
Klickitat County 0.2211673457%
Bingen
Goldendale
White Salmon
County Total:0.2211673457%
Lewis County
Lewis County 1.0777377479%
Centralia 0.1909990353%
Chehalis
Morton
Mossyrock
Napavine
Pe Ell
Toledo
Vader
Winlock
County Total:1.2687367832%
*** - Local Government appears in multiple counties B-6 Page 120 of 211
EXHIBIT B
Local
County Government % Allocation
Lincoln County
Lincoln County 0.1712669645%
Almira
Creston
Davenport
Harrington
Odessa
Reardan
Sprague
Wilbur
County Total:0.1712669645%
Mason County
Mason County 0.8089918012%
Shelton 0.1239179888%
County Total:0.9329097900%
Okanogan County
Okanogan County 0.6145043345%
Brewster
Conconully
Coulee Dam***
Elmer City
Nespelem
Okanogan
Omak
Oroville
Pateros
Riverside
Tonasket
Twisp
Winthrop
County Total:0.6145043345%
Pacific County
Pacific County 0.4895416466%
Ilwaco
Long Beach
Raymond
South Bend
County Total:0.4895416466%
*** - Local Government appears in multiple counties B-7 Page 121 of 211
EXHIBIT B
Local
County Government % Allocation
Pend Oreille County
Pend Oreille County 0.2566374940%
Cusick
Ione
Metaline
Metaline Falls
Newport
County Total:0.2566374940%
Pierce County
Pierce County 7.2310164020%
Auburn***0.0628522112%
Bonney Lake 0.1190773864%
Buckley
Carbonado
DuPont
Eatonville
Edgewood 0.0048016791%
Enumclaw***0.0000000000%
Fife 0.1955185481%
Fircrest
Gig Harbor 0.0859963345%
Lakewood 0.5253640894%
Milton***
Orting
Pacific***
Puyallup 0.3845704814%
Roy
Ruston
South Prairie
Steilacoom
Sumner 0.1083157569%
Tacoma 3.2816374617%
University Place 0.0353733363%
Wilkeson
County Total:12.0345236870%
San Juan County
San Juan County 0.2101495171%
Friday Harbor
County Total:0.2101495171%
*** - Local Government appears in multiple counties B-8 Page 122 of 211
EXHIBIT B
Local
County Government % Allocation
Skagit County
Skagit County 1.0526023961%
Anacortes 0.1774962906%
Burlington 0.1146861661%
Concrete
Hamilton
La Conner
Lyman
Mount Vernon 0.2801063665%
Sedro-Woolley 0.0661146351%
County Total:1.6910058544%
Skamania County
Skamania County 0.1631931925%
North Bonneville
Stevenson
County Total:0.1631931925%
Snohomish County
Snohomish County 6.9054415622%
Arlington 0.2620524080%
Bothell***0.2654558588%
Brier
Darrington
Edmonds 0.3058936009%
Everett 1.9258363241%
Gold Bar
Granite Falls
Index
Lake Stevens 0.1385202891%
Lynnwood 0.7704629214%
Marysville 0.3945067827%
Mill Creek 0.1227939546%
Monroe 0.1771621898%
Mountlake Terrace 0.2108935805%
Mukilteo 0.2561790702%
Snohomish 0.0861097964%
Stanwood
Sultan
Woodway
County Total:11.8213083387%
*** - Local Government appears in multiple counties B-9 Page 123 of 211
EXHIBIT B
Local
County Government % Allocation
Spokane County
Spokane County 5.5623859292%
Airway Heights
Cheney 0.1238454349%
Deer Park
Fairfield
Latah
Liberty Lake 0.0389636519%
Medical Lake
Millwood
Rockford
Spangle
Spokane 3.0872078287%
Spokane Valley 0.0684217500%
Waverly
County Total:8.8808245947%
Stevens County
Stevens County 0.7479240179%
Chewelah
Colville
Kettle Falls
Marcus
Northport
Springdale
County Total:0.7479240179%
Thurston County
Thurston County 2.3258492094%
Bucoda
Lacey 0.2348627221%
Olympia 0.6039423385%
Rainier
Tenino
Tumwater 0.2065982350%
Yelm
County Total:3.3712525050%
Wahkiakum County
Wahkiakum County 0.0596582197%
Cathlamet
County Total:0.0596582197%
*** - Local Government appears in multiple counties B-10 Page 124 of 211
EXHIBIT B
Local
County Government % Allocation
Walla Walla County
Walla Walla County 0.5543870294%
College Place
Prescott
Waitsburg
Walla Walla 0.3140768654%
County Total:0.8684638948%
Whatcom County
Whatcom County 1.3452637306%
Bellingham 0.8978614577%
Blaine
Everson
Ferndale 0.0646101891%
Lynden 0.0827115612%
Nooksack
Sumas
County Total:2.3904469386%
Whitman County
Whitman County 0.2626805837%
Albion
Colfax
Colton
Endicott
Farmington
Garfield
LaCrosse
Lamont
Malden
Oakesdale
Palouse
Pullman 0.2214837491%
Rosalia
St. John
Tekoa
Uniontown
County Total:0.4841643328%
*** - Local Government appears in multiple counties B-11 Page 125 of 211
EXHIBIT B
Local
County Government % Allocation
Yakima County
Yakima County 1.9388392959%
Grandview 0.0530606109%
Granger
Harrah
Mabton
Moxee
Naches
Selah
Sunnyside 0.1213478384%
Tieton
Toppenish
Union Gap
Wapato
Yakima 0.6060410539%
Zillah
County Total:2.7192887991%
*** - Local Government appears in multiple counties B-12 Page 126 of 211
Exhibit C
Page 127 of 211
KING COUNTY REGIONAL AGREEMENT
King County intends to explore coordination with its cities and towns to facilitate a Regional
Agreement for Opioid Fund allocation. Should some cities and towns choose not to participate in
a Regional Agreement, this shall not preclude coordinated allocation for programs and services
between the County and those cities and towns who elect to pursue a Regional Agreement. As
contemplated in C.5 of the MOU, any Regional Agreement shall comply with the terms of the
MOU and any Settlement. If no Regional Agreement is achieved, the default methodology for
allocation in C.4 of the MOU shall apply.
Page 128 of 211
EXHIBIT K
Subdivision and Special District Settlement Participation Form
Governmental Entity:State:
Authorized Signatory: /officialname_teva_allergan/
Address 1: /address1_teva_allergan/
Address 2: /address2_teva_allergan/
City, State, Zip: /cit_ta/ /state_ta/ /zi_ta/
Phone: /phone_teva_allergan/
Email: /email_teva_allergan/
The governmental entity identified above (“Governmental Entity”), in order to obtain and in
consideration for the benefits provided to the Governmental Entity pursuant to the Agreement dated
November 22, 2022 (“Allergan Settlement”), and acting through the undersigned authorized official,
hereby elects to participate in the Allergan Settlement, release all Released Claims against all Released
Entities, and agrees as follows.
1.The Governmental Entity is aware of and has reviewed the Allergan Settlement, understands
that all terms in this Election and Release have the meanings defined therein, and agrees that
by this Election, the Governmental Entity elects to participate in the Allergan Settlement as
provided therein.
2.Following the execution of this Settlement Participation Form, the Governmental Entity shall
comply with Section III.B of the Allergan Settlement regarding Cessation of Litigation
Activities.
3.The Governmental Entity shall, within fourteen (14) days of the Reference Date and prior to
the filing of the Consent Judgment, file a request to dismiss with prejudice any Released
Claims that it has filed. With respect to any Released Claims pending in In re National
Prescription Opiate Litigation, MDL No. 2804, the Governmental Entity authorizes the MDL
Plaintiffs’ Executive Committee to execute and file on behalf of the Governmental Entity a
Stipulation of Dismissal With Prejudice substantially in the form found at
https://nationalopioidsettlement.com.
4.The Governmental Entity agrees to the terms of the Allergan Settlement pertaining to
Subdivisions and Special Districts as defined therein.
5.By agreeing to the terms of the Allergan Settlement and becoming a Releasor, the
Governmental Entity is entitled to the benefits provided therein, including, if applicable,
monetary payments beginning after the Effective Date.
6.The Governmental Entity agrees to use any monies it receives through the Allergan Settlement
solely for the purposes provided therein.
1
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7.The Governmental Entity submits to the jurisdiction of the court in the Governmental Entity’s
state where the Consent Judgment is filed for purposes limited to that court’s role as provided
in, and for resolving disputes to the extent provided in, the Allergan Settlement.
8.The Governmental Entity has the right to enforce the Allergan Settlement as provided therein.
9.The Governmental Entity, as a Participating Subdivision or Participating Special District,
hereby becomes a Releasor for all purposes in the Allergan Settlement, including, but not
limited to, all provisions of Section V (Release), and along with all departments, agencies,
divisions, boards, commissions, Subdivisions, districts, instrumentalities of any kind and
attorneys, and any person in their official capacity whether elected or appointed to serve any of
the foregoing and any agency, person, or other entity claiming by or through any of the
foregoing, and any other entity identified in the definition of Releasor, provides for a release to
the fullest extent of its authority. As a Releasor, the Governmental Entity hereby absolutely,
unconditionally, and irrevocably covenants not to bring, file, or claim, or to cause, assist in
bringing, or permit to be brought, filed, or claimed, or to otherwise seek to establish liability
for any Released Claims against any Released Entity in any forum whatsoever. The releases
provided for in the Allergan Settlement are intended to be broad and shall be interpreted so as
to give the Released Entities the broadest possible bar against any liability relating in any way
to Released Claims and extend to the full extent of the power of the Governmental Entity to
release claims. The Allergan Settlement shall be a complete bar to any Released Claim.
10.The Governmental Entity hereby takes on all rights and obligations of a Participating
Subdivision or Participating Special District as set forth in the Allergan Settlement.
11.In connection with the releases provided for in the Allergan Settlement, each Governmental
Entity expressly waives, releases, and forever discharges any and all provisions, rights, and
benefits conferred by any law of any state or territory of the United States or other jurisdiction,
or principle of common law, which is similar, comparable, or equivalent to § 1542 of the
California Civil Code, which reads:
General Release; extent. A general release does not extend to claims that the
creditor or releasing party does not know or suspect to exist in his or her favor
at the time of executing the release that, if known by him or her, would have
materially affected his or her settlement with the debtor or released party.
A Releasor may hereafter discover facts other than or different from those which it knows,
believes, or assumes to be true with respect to the Released Claims, but each Governmental
Entity hereby expressly waives and fully, finally, and forever settles, releases and discharges,
upon the Effective Date, any and all Released Claims that may exist as of such date but which
Releasors do not know or suspect to exist, whether through ignorance, oversight, error,
negligence or through no fault whatsoever, and which, if known, would materially affect the
Governmental Entities’ decision to participate in the Allergan Settlement.
12.Nothing herein is intended to modify in any way the terms of the Allergan Settlement, to
which the Governmental Entity hereby agrees. To the extent this Settlement Participation
Form is interpreted differently from the Allergan Settlement in any respect, the Allergan
Settlement controls.
2
Page 130 of 211
I have all necessary power and authorization to execute this Settlement Participation Form on behalf
of the Governmental Entity.
Signature:/signer_1_teva_allergan/
Name:/name_1_teva_allergan/
Title:/title_1_teva_allergan/
Date:/date_1_teva_allergan/
3
Page 131 of 211
EXHIBIT K
Subdivision Participation and Release Form
Governmental Entity:State:
Authorized Signatory: /officialname_cvs/
Address 1: /address1_cvs/
Address 2: /address2_cvs/
City, State, Zip: /cit_cv/ /state_cv/ /zi_cv/
Phone: /phone_cvs/
Email: /email_cvs/
The governmental entity identified above (“Governmental Entity”), in order to obtain and in
consideration for the benefits provided to the Governmental Entity pursuant to the Settlement
Agreement dated December 9, 2022 (“CVS Settlement”), and acting through the undersigned authorized
official, hereby elects to participate in the CVS Settlement, release all Released Claims against all
Released Entities, and agrees as follows.
1.The Governmental Entity is aware of and has reviewed the CVS Settlement, understands that all
terms in this Participation and Release Form have the meanings defined therein, and agrees that
by executing this Participation and Release Form, the Governmental Entity elects to participate
in the CVS Settlement and become a Participating Subdivision as provided therein.
2.The Governmental Entity shall promptly, and in any event no later than 14 days after the
Reference Date and prior to the filing of the Consent Judgment, dismiss with prejudice any
Released Claims that it has filed. With respect to any Released Claims pending in In re
National Prescription Opiate Litigation, MDL No. 2804, the Governmental Entity authorizes
the Plaintiffs’ Executive Committee to execute and file on behalf of the Governmental Entity a
Stipulation of Dismissal with Prejudice substantially in the form found at
https://nationalopioidsettlement.com.
3.The Governmental Entity agrees to the terms of the CVS Settlement pertaining to Participating
Subdivisions as defined therein.
4.By agreeing to the terms of the CVS Settlement and becoming a Releasor, the Governmental
Entity is entitled to the benefits provided therein, including, if applicable, monetary payments
beginning after the Effective Date.
5.The Governmental Entity agrees to use any monies it receives through the CVS Settlement
solely for the purposes provided therein.
1
Page 132 of 211
6.The Governmental Entity submits to the jurisdiction of the court in the Governmental Entity’s
state where the Consent Judgment is filed for purposes limited to that court’s role as provided in,
and for resolving disputes to the extent provided in, the CVS Settlement. The Governmental
Entity likewise agrees to arbitrate before the National Arbitration Panel as provided in, and for
resolving disputes to the extent otherwise provided in, the CVS Settlement.
7.The Governmental Entity has the right to enforce the CVS Settlement as provided therein.
8.The Governmental Entity, as a Participating Subdivision, hereby becomes a Releasor for all
purposes in the CVS Settlement, including without limitation all provisions of Section XI
(Release), and along with all departments, agencies, divisions, boards, commissions, districts,
instrumentalities of any kind and attorneys, and any person in their official capacity elected or
appointed to serve any of the foregoing and any agency, person, or other entity claiming by or
through any of the foregoing, and any other entity identified in the definition of Releasor,
provides for a release to the fullest extent of its authority. As a Releasor, the Governmental
Entity hereby absolutely, unconditionally, and irrevocably covenants not to bring, file, or
claim, or to cause, assist or permit to be brought, filed, or claimed, or to otherwise seek to
establish liability for any Released Claims against any Released Entity in any forum
whatsoever. The releases provided for in the CVS Settlement are intended by the Parties to be
broad and shall be interpreted so as to give the Released Entities the broadest possible bar
against any liability relating in any way to Released Claims and extend to the full extent of the
power of the Governmental Entity to release claims. The CVS Settlement shall be a complete
bar to any Released Claim.
9.The Governmental Entity hereby takes on all rights and obligations of a Participating
Subdivision as set forth in the CVS Settlement.
10.In connection with the releases provided for in the CVS Settlement, each Governmental Entity
expressly waives, releases, and forever discharges any and all provisions, rights, and benefits
conferred by any law of any state or territory of the United States or other jurisdiction, or
principle of common law, which is similar, comparable, or equivalent to § 1542 of the
California Civil Code, which reads:
General Release; extent. A general release does not extend to claims that
the creditor or releasing party does not know or suspect to exist in his or her
favor at the time of executing the release that, if known by him or her would
have materially affected his or her settlement with the debtor or released
party.
A Releasor may hereafter discover facts other than or different from those which it knows,
believes, or assumes to be true with respect to the Released Claims, but each Governmental Entity
hereby expressly waives and fully, finally, and forever settles, releases and discharges, upon the
Effective Date, any and all Released Claims that may exist as of such date but which Releasors do
not know or suspect to exist, whether through ignorance, oversight, error, negligence or through no
fault whatsoever, and which, if known, would materially affect the Governmental Entities’
decision to participate in the CVS Settlement.
2
Page 133 of 211
11.Nothing herein is intended to modify in any way the terms of the CVS Settlement, to which
Governmental Entity hereby agrees. To the extent this Participation and Release Form is
interpreted differently from the CVS Settlement in any respect, the CVS Settlement controls.
I have all necessary power and authorization to execute this Participation and Release Form on
behalf of the Governmental Entity.
Signature:/signer_1_cvs/
Name:/name_1_cvs/
Title:/title_1_cvs/
Date:/date_1_cvs/
3
Page 134 of 211
Exhibit K
Subdivision and Special District Settlement Participation Form
Governmental Entity:State:
Authorized Signatory: /officialname_teva_allergan/
Address 1: /address1_teva_allergan/
Address 2: /address2_teva_allergan/
City, State, Zip: /cit_ta/ /state_ta/ /zi_ta/
Phone: /phone_teva_allergan/
Email: /email_teva_allergan/
The governmental entity identified above (“Governmental Entity”), in order to obtain and in
consideration for the benefits provided to the Governmental Entity pursuant to the Agreement
dated November 22, 2022 (“Teva Settlement”), and acting through the undersigned authorized
official, hereby elects to participate in the Teva Settlement, release all Released Claims against all
Released Entities, and agrees as follows.
1.The Governmental Entity is aware of and has reviewed the Teva Settlement, understands that
all terms in this Election and Release have the meanings defined therein, and agrees that by
this Election, the Governmental Entity elects to participate in the Teva Settlement as provided
therein.
2.Following the execution of this Settlement Participation Form, the Governmental Entity shall
comply with Section III.B of the Teva Settlement regarding Cessation of Litigation Activities.
3.The Governmental Entity shall, within 14 days of the Reference Date and prior to the filing of
the Consent Judgment, file a request to dismiss with prejudice any Released Claims that it has
filed. With respect to any Released Claims pending in In re National Prescription Opiate
Litigation, MDL No. 2804, the Governmental Entity authorizes the Plaintiffs’ Executive
Committee to execute and file on behalf of the Governmental Entity a Stipulation of Dismissal
With Prejudice substantially in the form found at https://nationalopioidsettlement.com.
4.The Governmental Entity agrees to the terms of the Teva Settlement pertaining to
Subdivisions as defined therein.
5.By agreeing to the terms of the Teva Settlement and becoming a Releasor, the Governmental
Entity is entitled to the benefits provided therein, including, if applicable, monetary payments
beginning after the Effective Date.
6.The Governmental Entity agrees to use any monies it receives through the Teva Settlement
solely for the purposes provided therein.
7.The Governmental Entity submits to the jurisdiction of the court in the Governmental Entity’s
state where the Consent Judgment is filed for purposes limited to that court’s role as provided
in, and for resolving disputes to the extent provided in, the Teva Settlement.
1
Page 135 of 211
8.The Governmental Entity has the right to enforce the Teva Settlement as provided therein.
9.The Governmental Entity, as a Participating Subdivision or Participating Special District,
hereby becomes a Releasor for all purposes in the Teva Settlement, including but not limited
to all provisions of Section V (Release), and along with all departments, agencies, divisions,
boards, commissions, districts, instrumentalities of any kind and attorneys, and any person in
their official capacity elected or appointed to serve any of the foregoing and any agency,
person, or other entity claiming by or through any of the foregoing, and any other entity
identified in the definition of Releasor, provides for a release to the fullest extent of its
authority. As a Releasor, the Governmental Entity hereby absolutely, unconditionally, and
irrevocably covenants not to bring, file, or claim, or to cause, assist or permit to be brought,
filed, or claimed, or to otherwise seek to establish liability for any Released Claims against
any Released Entity in any forum whatsoever. The releases provided for in the Teva
Settlement are intended by Released Entitles and the Governmental Entity to be broad and
shall be interpreted so as to give the Released Entities the broadest possible bar against any
liability relating in any way to Released Claims and extend to the full extent of the power of
the Governmental Entity to release claims. The Teva Settlement shall be a complete bar to
any Released Claim.
10.The Governmental Entity hereby takes on all rights and obligations of a Participating
Subdivision or Participating Special District as set forth in the Teva Settlement.
11.In connection with the releases provided for in the Teva Settlement, each Governmental Entity
expressly waives, releases, and forever discharges any and all provisions, rights, and benefits
conferred by any law of any state or territory of the United States or other jurisdiction, or
principle of common law, which is similar, comparable, or equivalent to § 1542 of the
California Civil Code, which reads:
General Release; extent. A general release does not extend to claims
that the creditor or releasing party does not know or suspect to exist in
his or her favor at the time of executing the release that, if known by
him or her, would have materially affected his or her settlement with
the debtor or released party.
A Releasor may hereafter discover facts other than or different from those which it knows,
believes, or assumes to be true with respect to the Released Claims, but each Governmental
Entity hereby expressly waives and fully, finally, and forever settles, releases and discharges,
upon the Effective Date, any and all Released Claims that may exist as of such date but which
Releasors do not know or suspect to exist, whether through ignorance, oversight, error,
negligence or through no fault whatsoever, and which, if known, would materially affect the
Governmental Entities’ decision to participate in the Teva Settlement.
12.Nothing herein is intended to modify in any way the terms of the Teva Settlement, to which
Governmental Entity hereby agrees. To the extent this Election and Release is interpreted
differently from the Teva Settlement in any respect, the Teva Settlement controls.
2
Page 136 of 211
I have all necessary power and authorization to execute this Election and Release on behalf of the
Governmental Entity.
Signature:/signer_1_teva_allergan/
Name:/name_1_teva_allergan/
Title:/title_1_teva_allergan/
Date:/date_1_teva_allergan/
3
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EXHIBIT K
Subdivision Participation and Release Form
Governmental Entity: State:
Authorized Signatory: /officialname_walgreens/
Address 1: /address1_ walgreens/
Address 2: /address2_ walgreens/
City, State, Zip: /cit_wg/ /state_wg/ /zi_wg/
Phone: /phone_walgreens/
Email: /email_walgreens/
The governmental entity identified above (“Governmental Entity”), in order to obtain and in
consideration for the benefits provided to the Governmental Entity pursuant to the Settlement
Agreement dated December 9, 2022 (“Walgreens Settlement”), and acting through the undersigned
authorized official, hereby elects to participate in the Walgreens Settlement, release all Released
Claims against all Released Entities, and agrees as follows.
1.The Governmental Entity is aware of and has reviewed the Walgreens Settlement, understands
that all terms in this Participation and Release Form have the meanings defined therein, and
agrees that by executing this Participation and Release Form, the Governmental Entity elects to
participate in the Walgreens Settlement and become a Participating Subdivision as provided
therein.
2.The Governmental Entity shall promptly, and in any event no later than 14 days after the
Reference Date and prior to the filing of the Consent Judgment, dismiss with prejudice any
Released Claims that it has filed. With respect to any Released Claims pending in In re
National Prescription Opiate Litigation, MDL No. 2804, the Governmental Entity authorizes
the Plaintiffs’ Executive Committee to execute and file on behalf of the Governmental Entity a
Stipulation of Dismissal with Prejudice substantially in the form found at
https://nationalopioidsettlement.com.
3.The Governmental Entity agrees to the terms of the Walgreens Settlement pertaining to
Participating Subdivisions as defined therein.
4.By agreeing to the terms of the Walgreens Settlement and becoming a Releasor, the
Governmental Entity is entitled to the benefits provided therein, including, if applicable,
monetary payments beginning after the Effective Date.
5.The Governmental Entity agrees to use any monies it receives through the Walgreens
Settlement solely for the purposes provided therein.
1
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6.The Governmental Entity submits to the jurisdiction of the court in the Governmental Entity’s
state where the Consent Judgment is filed for purposes limited to that court’s role as provided in,
and for resolving disputes to the extent provided in, the Walgreens Settlement. The
Governmental Entity likewise agrees to arbitrate before the National Arbitration Panel as
provided in, and for resolving disputes to the extent otherwise provided in, the Walgreens
Settlement.
7.The Governmental Entity has the right to enforce the Walgreens Settlement as provided therein.
8.The Governmental Entity, as a Participating Subdivision, hereby becomes a Releasor for all
purposes in the Walgreens Settlement, including without limitation all provisions of Section XI
(Release), and along with all departments, agencies, divisions, boards, commissions, districts,
instrumentalities of any kind and attorneys, and any person in their official capacity elected or
appointed to serve any of the foregoing and any agency, person, or other entity claiming by or
through any of the foregoing, and any other entity identified in the definition of Releasor,
provides for a release to the fullest extent of its authority. As a Releasor, the Governmental
Entity hereby absolutely, unconditionally, and irrevocably covenants not to bring, file, or
claim, or to cause, assist or permit to be brought, filed, or claimed, or to otherwise seek to
establish liability for any Released Claims against any Released Entity in any forum
whatsoever. The releases provided for in the Walgreens Settlement are intended by the Parties
to be broad and shall be interpreted so as to give the Released Entities the broadest possible bar
against any liability relating in any way to Released Claims and extend to the full extent of the
power of the Governmental Entity to release claims. The Walgreens Settlement shall be a
complete bar to any Released Claim.
9.The Governmental Entity hereby takes on all rights and obligations of a Participating
Subdivision as set forth in the Walgreens Settlement.
10.In connection with the releases provided for in the Walgreens Settlement, each Governmental
Entity expressly waives, releases, and forever discharges any and all provisions, rights, and
benefits conferred by any law of any state or territory of the United States or other jurisdiction,
or principle of common law, which is similar, comparable, or equivalent to § 1542 of the
California Civil Code, which reads:
General Release; extent. A general release does not extend to claims that the
creditor or releasing party does not know or suspect to exist in his or her favor
at the time of executing the release that, if known by him or her would have
materially affected his or her settlement with the debtor or released party.
A Releasor may hereafter discover facts other than or different from those which it knows,
believes, or assumes to be true with respect to the Released Claims, but each Governmental
Entity hereby expressly waives and fully, finally, and forever settles, releases and discharges,
upon the Effective Date, any and all Released Claims that may exist as of such date but which
Releasors do not know or suspect to exist, whether through ignorance, oversight, error,
negligence or through no fault whatsoever, and which, if known, would materially affect the
Governmental Entities’ decision to participate in the Walgreens Settlement.
2
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11.Nothing herein is intended to modify in any way the terms of the Walgreens Settlement, to
which Governmental Entity hereby agrees. To the extent this Participation and Release Form
is interpreted differently from the Walgreens Settlement in any respect, the Walgreens
Settlement controls.
I have all necessary power and authorization to execute this Participation and Release Form on
behalf of the Governmental Entity.
Signature:/signer_1_walgreens/
Name:/name_1_walgreens/
Title:/title_1_walgreens/
Date:/date_1_walgreens/
3
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EXHIBIT K
Subdivision Participation Form
Governmental Entity: State:
Authorized Official: /officialname_walmart/
Address 1: /address1_walmart/
Address 2: /address2_walmart/
City, State, Zip: /cit_wm/ /state_wm/ /zi_wm/
Phone: /phone_walmart/
Email: /email_walmart/
The governmental entity identified above (“Governmental Entity”), in order to obtain and in
consideration for the benefits provided to the Governmental Entity pursuant to the Settlement
Agreement dated November 14, 2022 (“Walmart Settlement”), and acting through the undersigned
authorized official, hereby elects to participate in the Walmart Settlement, release all Released Claims
against all Released Entities, and agrees as follows.
1.The Governmental Entity is aware of and has reviewed the Walmart Settlement, understands
that all terms in this Election and Release have the meanings defined therein, and agrees that
by this Election, the Governmental Entity elects to participate in the Walmart Settlement and
become a Participating Subdivision as provided therein.
2.The Governmental Entity shall promptly, and in any event within 14 days of the Effective
Date and prior to the filing of the Consent Judgment, dismiss with prejudice any Released
Claims that it has filed. With respect to any Released Claims pending in In re National
Prescription Opiate Litigation, MDL No. 2804, the Governmental Entity authorizes the
Plaintiffs’ Executive Committee to execute and file on behalf of the Governmental Entity a
Stipulation of Dismissal With Prejudice substantially in the form found at
https://nationalopioidsettlement.com/.
3.The Governmental Entity agrees to the terms of the Walmart Settlement pertaining to
Subdivisions as defined therein.
4.By agreeing to the terms of the Walmart Settlement and becoming a Releasor, the
Governmental Entity is entitled to the benefits provided therein, including, if applicable,
monetary payments beginning after the Effective Date.
5.The Governmental Entity agrees to use any monies it receives through the Walmart
Settlement solely for the purposes provided therein.
1
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6.The Governmental Entity submits to the jurisdiction of the court in the Governmental
Entity’s state where the Consent Judgment is filed for purposes limited to that court’s role
as provided in, and for resolving disputes to the extent provided in, the Walmart
Settlement.
7.The Governmental Entity has the right to enforce the Walmart Settlement as provided
therein.
8.The Governmental Entity, as a Participating Subdivision, hereby becomes a Releasor for all
purposes in the Walmart Settlement, including but not limited to all provisions of Section X
(Release), and along with all departments, agencies, divisions, boards, commissions, districts,
instrumentalities of any kind and attorneys, and any person in their official capacity elected
or appointed to serve any of the foregoing and any agency, person, or other entity claiming
by or through any of the foregoing, and any other entity identified in the definition of
Releasor, provides for a release to the fullest extent of its authority. As a Releasor, the
Governmental Entity hereby absolutely, unconditionally, and irrevocably covenants not to
bring, file, or claim, or to cause, assist or permit to be brought, filed, or claimed, or to
otherwise seek to establish liability for any Released Claims against any Released Entity in
any forum whatsoever. The releases provided for in the Walmart Settlement are intended by
the Parties to be broad and shall be interpreted so as to give the Released Entities the broadest
possible bar against any liability relating in any way to Released Claims and extend to the
full extent of the power of the Governmental Entity to release claims. The Walmart
Settlement shall be a complete bar to any Released Claim.
9.In connection with the releases provided for in the Walmart Settlement, each
Governmental Entity expressly waives, releases, and forever discharges any and all
provisions, rights, and benefits conferred by any law of any state or territory of the
United States or other jurisdiction, or principle of common law, which is similar,
comparable, or equivalent to § 1542 of the California Civil Code, which reads:
General Release; extent. A general release does not extend to claims that the
creditor or releasing party does not know or suspect to exist in his or her favor at the
time of executing the release that, if known by him or her, would have materially
affected his or her settlement with the debtor or released party.
A Releasor may hereafter discover facts other than or different from those which it knows,
believes, or assumes to be true with respect to the Released Claims, but each Governmental
Entity hereby expressly waives and fully, finally, and forever settles, releases and discharges,
upon the Effective Date, any and all Released Claims that may exist as of such date but which
Releasors do not know or suspect to exist, whether through ignorance, oversight, error,
negligence or through no fault whatsoever, and which, if known, would materially affect the
Governmental Entities’ decision to participate in the Walmart Settlement.
10.Nothing herein is intended to modify in any way the terms of the Walmart Settlement, to
which Governmental Entity hereby agrees. To the extent this Election and Release is
interpreted differently from the Walmart Settlement in any respect, the Walmart Settlement
controls.
2
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I have all necessary power and authorization to execute this Election and Release on behalf of the
Governmental Entity.
Signature:/signer_1_walmart/
Name:/name_1_walmart/
Title:/title_1_walmart/
Date:/date_1_walmart/
3
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AGENDA BILL APPROVAL FORM
Agenda Subject:
Resolution No. 5709 (Gaub)
Date:
March 28, 2023
Department:
Public Works
Attachments:
Res olution No. 5709
Draft Bridge Easement
Draft Utility Easement
Budget Impact:
Current Budget: $0
Proposed Revision: $0
Revised Budget: $0
Administrativ e Recommendation:
City Council to approve Resolution No. 5709.
Background for Motion:
This Resolution authorizes the Mayor to execute easements with the Washington Department
of Natural Resources for the Lea Hill Bridge and associated city-owned utilities that are
required for the City to be able to perform on-going maintenance and repairs of the bridge
and utilities.
Background Summary:
The Washington Department of Natural Resources (DNR) has jurisdiction over State Owned
Aquatic Lands (SOAL) and the Green River is located within the SOAL. The Lea Hill Bridge
and associated city-owned utilities spans over the Green River, therefore DNR requires that
the City obtain aquatic easements for those City facilities. King County did not obtain the
aquatic easement from DNR for the bridge prior to annexation of the bridge into the City of
Auburn.
Resolution No. 5709 authorizes the Mayor to execute the required aquatic easements from
DNR for the Lea Hill Bridge and associated city-owned utilities.
Rev iewed by Council Committees:
Councilmember:Brown Staff:Gaub
Meeting Date:April 3, 2023 Item Number:RES.D
Page 144 of 211
--------------------------------
Resolution No. 5709
3/20/2023
Page 1 of 2 Rev. 2020
RESOLUTION NO. 5709
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
AUBURN, WASHINGTON, AUTHORIZING THE MAYOR TO
EXECUTE THE AQUATIC EASEMENTS FROM THE
WASHINGTON DEPARTMENT OF NATURAL
RESOURCES FOR THE LEA HILL BRIDGE AND
ASSOCIATED CITY-OWNED UTILITIES
WHEREAS, the Washington Department of Natural Resources has jurisdiction
over State Owned Aquatic Lands (the “Property”); and
WHEREAS, the Green River is located within the Property; and
WHEREAS, the City of Auburn’s Lea Hill Bridge and associated city-owned utilities
spans over the Property; and
WHEREAS, it is required that the City obtain aquatic easements for the bridge,
road improvements and associated City-owned utilities from the Washington Department
of Natural Resources, and the easements will set forth the rights, benefits and
responsibilities of each party regarding the facilities and the Property.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF AUBURN,
WASHINGTON, RESOLVES as follows:
Section 1. The Auburn City Council authorizes the Mayor to execute the aquatic
easements for the bridge and City-owned utilities attached as “Exhibit A” from the
Washington Department of Natural Resources. By its terms, this conveyance will be at
no cost to either party.
Section 2. The Mayor is authorized to implement those administrative
procedures and/or execute minor amendments necessary to carry out the directives of
this Resolution.
Page 145 of 211
--------------------------------
Resolution No. 5709
3/20/2023
Page 2 of 2 Rev. 2020
Section 3. This Resolution will take effect and be in full force on passage and
signatures.
Dated and Signed:
CITY OF AUBURN
____________________________
NANCY BACKUS, MAYOR
ATTEST:
______________________________
Shawn Campbell, MMC, City Clerk
APPROVED AS TO FORM:
____________________________
Kendra Comeau, City Attorney
Page 146 of 211
THIS DRAFT DOES NOT CONSTITUTE AN OFFER
NOR A COMMITMENT TO EXTEND AN OFFER
Aquatic Lands Easement (1/10/2022) Page 1 of 32 Easement No. 51-104137
When recorded, return to:
City of Auburn
25 West Main Street
Auburn, WA 98001
AQUATIC LANDS EASEMENT
Easement No. 51-104137
Grantor: Washington State Department of Natural Resources
Grantee(s): CITY OF AUBURN
Abbreviated Legal Description: SW1/4 SW1/4 Section 8 and NW1/4 NW1/4 Section 17,
Township 21 North, Range 5 East , W.M.
Complete Legal Description on Page 31
Auditor Reference Number(s) 20230111900004
Assessor’s Property Tax Parcel or Account Number: Not Applicable
Assessor’s Property Tax Parcel or Account Number for Upland parcel used in conjunction with
this Easement: Not Applicable
THIS EASEMENT is made by and between the STATE OF WASHINGTON, acting through the
Department of Natural Resources (“State”), and CITY OF AUBURN, a government agency
(“Grantee”). State has authority to enter into this Easement under Chapter 43.12 RCW, Chapter
43.30 RCW, and Title 79 of the Revised Code of Washington (RCW).
THEREFORE, the Parties agree as follows:
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THIS DRAFT DOES NOT CONSTITUTE AN OFFER
NOR A COMMITMENT TO EXTEND AN OFFER
Aquatic Lands Easement (1/10/2022) Page 2 of 32 Easement No. 51-104137
SECTION 1 GRANT OF EASEMENT
1.1 Easement Defined.
(a) State grants and conveys to Grantee a nonexclusive in gross easement, subject to
the terms and conditions of this agreement, over, upon, and under shorelands and
bedlands legally described in Exhibit A (“Easement Property”). In this agreement,
the term “Easement” means this agreement and the rights granted.
(b) This Easement is subject to all valid interests of third parties noted in the records
of King County, or on file in the Office of the Commissioner of Public Lands,
Olympia, Washington; rights of the public under the Public Trust Doctrine or
federal navigation servitude; and treaty right s of Indian Tribes.
(c) This Easement does not include any right to harvest, collect or damage any
natural resources, including, but not limited to, aquatic life or living plants; any
water rights; any mineral rights; or any right to excavate or withdraw sand, gravel,
or other valuable materials.
(d) This Easement is not exclusive. State may enter and use the Easement Property
for any purpose or permit others to enter and use the Easement Property for any
purpose so long as such use does not unreasonably interfere with the rights
granted herein.
1.2 Survey and Easement Property Descriptions.
(a) Grantee’s obligation to provide a true and accurate description of the Easement
Property is a material term of this Easement . Grant ee warrants that the record of
survey referenced in Exhibit A includes a true and accurate description of the
Easement Property, and the location of the Improvements existing on the
Easement Property.
(b) Grantee’s use of any state-owned aquatic lands outside the Easement Property
boundaries is a material breach of this Easement and State may seek remedies
under Section 14 of this Easement in addition to any other remedies afforded by
law or equity or otherwise.
1.3 Condition of Easement Property. State makes no representation regarding the condition
of the Easement Property, Improvements located on the Easement Property, the suitability of the
Easement Property for Grantee’s Permitted Use, compliance with governmental laws and
regulations, availability of utility rights, access to the Easement Property, or the existence of
hazardous substances on the Easement Property.
SECTION 2 USE
2.1 Permitted Use. This Easement is granted for the purpose of and is limited to:
a three lane vehicle bridge (the “Permitted Use”).
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NOR A COMMITMENT TO EXTEND AN OFFER
Aquatic Lands Easement (1/10/2022) Page 3 of 32 Easement No. 51-104137
Exhibit B includes additional details about the Permitted Use, the Easement Property, and the
Improvements. The Permitted Use is subject to the restrictions and additional obligations set
forth in this Easement. The Permitted Use of this Easement shall not be changed or modified
without the written consent of State, which shall be at State’s sole discretion.
2.2 Restrictions on Permitted Use and Operations.
(a) Grantee shall not cause or permit:
(1) Damage to land or natural resources on the Easement Property or adjacent
state-owned aquatic lands, regardless of whether the damages are a direct
or indirect result of the Permitted;
(2) Waste on the Easement Property or adjacent state-owned aquatic lands; or
(3) Deposit of material or filling activity on the Easement Property or adjacent
state-owned aquatic lands, unless approved by State in writing. This
prohibition includes, but is not limited to, any deposit of fill, rock, earth,
ballast, wood waste, hydrocarbons, refuse, garbage, waste matter
(including, but not limited to, chemical, biological, or toxic wastes),
pollutants, or other matter.
(b) Nothing in this Easement shall be interpreted as an authorization to dredge the
Easement Property.
(c) Grantee shall immediately notify State if Grantee breaches any of the terms and
conditions of this Easement.
(d) State’s failure to notify Grantee of Grantee’s failure to comply with all or any of
the restrictions set out in this Paragraph 2.2 does not constitute a waiver of any
remedies available to State.
(e) Grantee’s compliance with the restrictions in this Paragraph 2.2 does not limit
Grantee’s liability under any other provision of this Easement or the law.
2.3 Conformance with Laws. Grantee shall keep current and comply with all conditions and
terms of any permits, licenses, certificates, regulations, ordinances, statutes, and other
government rules and regulations regarding Grantee’s use of the Easement Property.
2.4 Liens and Encumbrances. Unless expressly authorized by State in writing, Grantee
shall keep the Easement Property free and clear of any liens and encumbrances arising out of or
relating to the Permitted Use or Grantee’s use of the Easement Property.
2.5 Interference with Other Uses.
(a) Grantee shall exercise Grantee’s rights under this Easement in a manner that
minimizes or avoids interference with the rights of State, the public, or others
with valid rights to use or occupy the Easement Property or surrounding lands and
water.
(b) To the fullest extent reasonably possible, Grantee shall place and construct
Improvements in a manner that allows unobstructed movement in and on the
waters above and around the Easement Property.
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NOR A COMMITMENT TO EXTEND AN OFFER
Aquatic Lands Easement (1/10/2022) Page 4 of 32 Easement No. 51-104137
(c) Except in an emergency, Grantee shall provide State with written notice regarding
the start of construction or other Significant Activity on the Easement Property at
least sixty (60) days in advance (“Notice of Significant Activity”). “Significant
Activity” means any activity that may affect the use or enjoyment of the
Easement Property or adjacent state-owned aquatic lands by the State of
Washington, public, or others with valid rights to use or occupy the Easement
Property or adjacent state-owned aquatic lands.
(d) Grantee shall mark the location of any hazards associated with the Permitted Use
and any hazards associated with the Improvements in a manner that ensures
reasonable notice to the public, including, but not limited to, boaters, kayakers,
swimmers, and divers.
SECTION 3 TERM
3.1 Term Defined. The term of this Easement is Twelve (12) years, beginning on the 1st day
of May, 2023 (the “Commencement Date”), and ending on the 30th day of April, 2035 (the
“Termination Date”), unless terminated sooner under the terms of this Easement (the “Term”).
Whenever the phrase “termination of this Easement” or “termination of the Easement” is used in
this Easement, it shall refer to the ending, termination, cancellation, or expiration of the
Easement.
3.2 Renewal of Easement and/or Application for New Easement.
This Easement does not provide a right of renewal. Grantee may apply for a new Easement,
which State has discretion to grant. Grantee must apply for a new Easement at least one (1) year
prior to Termination Date.
3.3 End of Term.
(a) Removal of Improvements: Prior to the termination of this Easement, Grantee
shall remove Improvements in accordance with Section 7.
(b) Restoration of the Easement Property:
(1) Prior to the termination of this Easement, Grantee shall restore the
Easement Property to its condition before the installation of any
Improvements on the Easement Property.
(2) Restoration of the Easement Property is to be done at Grantee’s expense
and to the satisfaction of State. Restoration of the Easement Property is
considered to be Work, as described in Section 7 of the Easement.
Grantee’s plans for restoring the Easement Property shall be submitted to
State for prior approval in accordance with Section 7 of this Easement.
(3) If Grantee fails to restore the condition of the Easement Property as
required by this Paragraph, State may take steps reasonably necessary to
remedy Grantee’s failure. Upon demand by State, Grantee shall pay all
costs of State’s remedy, lost revenue resulting from the condition of the
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Aquatic Lands Easement (1/10/2022) Page 5 of 32 Easement No. 51-104137
Easement Property, and administrative costs associated with State’s
remedy.
(c) Vacation of Property: Upon the termination of this Easement, Grantee shall cease
all operations on and use of the Easement Property.
SECTION 4 FEES
4.1 Fee. For the Term, Grantee shall pay to State an administrative fee calculated in
accordance with RCW 79.110.120. Grantee’s payment is due thirty (30) days after Grantee
receives State’s invoice. State’s invoice is a “notice” under Section 15 of this Easement; and the
invoice shall be deemed received by Grantee when the notice is effective under Section 15. Any
payment not paid by State’s close of business on the date due is past due.
4.2 Payment Place. Grantee shall make payment to Financial Management Division, 1111
Washington St SE, PO Box 47041, Olympia, WA 98504-7041.
SECTION 5 OTHER EXPENSES
5.1 Utilities. Grantee shall pay all fees charged for utilities required or needed by the
Permitted Use.
5.2 Taxes and Assessments. Grant ee shall pay all taxes, assessments, and other
governmental charges applicable or attributable to the Easement, the Grantee-Owned
Improvements, or the Permitted Use.
5.3 Proof of Payment. If required by State, Grantee shall furnish to State receipts or other
appropriate evidence establishing the payment of amounts this Easement requires Grantee to pay.
SECTION 6 LATE PAYMENTS AND OTHER CHARGES
6.1 Failure to Pay. Failure to pay any fees or other expenses due under this Easement is a
breach by Grantee. State may seek remedies in Section 14 as well as late charges and interest as
provided in this Section 6. In addition, if Grantee fails to pay any amounts due to third parties
under this Easement, State may pay the amount due, and recover its cost in accordance with this
Section 6.
6.2 Late Charge. If State does not receive any payment within ten (10) days of the date due,
Grantee shall pay to State a late charge equal to four percent (4%) of the unpaid amount or Fifty
Dollars ($50), whichever is greater, to defray the overhead expenses of State incident to the
delay.
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NOR A COMMITMENT TO EXTEND AN OFFER
Aquatic Lands Easement (1/10/2022) Page 6 of 32 Easement No. 51-104137
6.3 Interest Penalty for Past Due Fees and Other Sums Owed.
(a) Grantee shall pay interest on the past due fees at the rate of one percent (1%) per
month until paid, in addition to paying t he late charges determined under
Paragraph 6.2. Fees not paid by the close of business on the due date will begin
accruing interest the day after the due date.
(b) If State pays or advances any amounts for or on behalf of Grantee, Grantee shall
reimburse State for the amount paid or advanced and shall pay interest on that
amount at the rate of one percent (1%) per month from the date State notifies
Grantee of the payment or advance. This includes, but is not limited to State’s
payment of taxes, assessments, insurance premiums, costs of removal and
disposal of unauthorized materials, costs of removal and disposal of
Improvements under any provision of this Easement, or other amounts not paid
when due.
6.4 Referral to Collection Agency and Collection Agency Fees. If State does not receive
full payment within thirty (30) days of the due date, State may refer the unpaid amount to a
collection agency as provided by RCW 19.16.500 or other applicable law. Upon referral, Grantee
shall pay collection agency fees in addition to the unpaid amount.
6.5 No Accord and Satisfaction. If Grantee pays, or State otherwise receives, an amount
less than the full amount then due, State may apply such payment as it elects. State may accept
payment in any amount without prejudice to State’s right to recover the balance or pursue any
other right or remedy. No endorsement or statement on any check, any payment, or any letter
accompanying any check or payment constitutes accord and satisfaction.
SECTION 7 IMPROVEMENTS, PERSONAL PROPERTY, AND WORK
7.1 Improvements and Personal Property Defined.
(a) “Improvements,” consistent with RCW 79.105 through 79.140, are additions
within, upon, or attached to the Easement Property. Improvements include, but
are not limited to, fill, structures and fixtures.
(b) “Personal Property” means items that can be removed from the Easement
Property without (1) injury to the Easement Property, adjacent state-owned lands
or Improvements or (2) diminishing the value or utility of the Easement Property,
adjacent state-owned lands or Improvements.
(c) “State-Owned Improvements” are Improvements made or owned by the State of
Washington. State-Owned Improvements include any construction, alteration, or
addition to State-Owned Improvements made by Grantee.
(d) “Grantee-Owned Improvements” are (1) Improvements owned by Grantee that
are existing on the Easement Property on the Commencement Date or (2)
Improvements made by Grantee with State’s consent.
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(e) “Unauthorized Improvements” are Improvements made on the Easement Property
during the Term without State’s prior consent or Improvements made by Grantee
that do not conform with plans submitted to and approved by State.
(f) “Improvements Owned by Others” are Improvements made by others with a right
to occupy or use the Easement Property or adjacent state-owned lands.
7.2 Existing Improvements.
On the Commencement Date, the following Grantee-Owned Improvements are located on the
Easement Property: three lane vehicle bridge, aerial and in conduit fiber optic cable, power,
water and sewer. On the Commencement Date, the following Improvements Owned by Others
are located on the Easement Property: gas main.
7.3 Construction, Major Repair, Modification, and Other Work.
(a) This Paragraph 7.3 governs construction, alteration, replacement, major repair,
modification, and removal of Improvements ( collectively “Work”).
(b) Except in an emergency, Grantee shall not conduct any Work without State’s
prior written consent. Grantee shall obtain State’s prior written consent as
follows:
proposed Work at least sixty (60) days before submitting permit applications to
regulatory authorities, unless Grantee and State otherwise agree to
coordinate permit applications. At a minimum, or if no permits are
necessary, Grantee shall submit plans and specifications to State at least
ninety (90) days before commencement of Work.
(2) State may deny consent if State determines that denial is in the best
interests of the State of Washington or if the proposed Work does not
comply with Paragraph 7.4. State may impose additional conditions
intended to protect and preserve the Easement Property or adjacent state-
owned aquatic lands.
(3) State will not approve plans to construct new Improvements or expand
existing Improvements in or over habitats designated by State as important
habitat, including, but not limited to: native aquatic vegetation,
commercial geoduck tracts, forage fish spawning areas, and salmon
critical habitat. Grantee shall confirm location of important habitat on
Property, if any, with State before submitting plans and specifications in
accordance with Paragraph 7.3.
(c) Grantee shall immediately notify State of emergency Work. Upon State’s request,
Grantee shall provide State with as-built plans and specifications of emergency
Work.
(d) Grantee shall not commence Work until Grantee or Grantee’s contractor has:
(1) Obtained a performance and payment bond in an amount equal to one
hundred twenty-five percent (125%) of the estimated cost of construction.
Grantee or Grantee’s contractor shall maintain the performance and
payment bond until the costs of the Work, including all laborers and
material persons, are paid in full.
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(2) Obtained all required permits.
(3) Provided Notice of Significant Activity in accordance with Paragraph
2.5(c).
(e) Grantee shall preserve and protect Improvements Owned by Others, if any.
(f) Grantee shall preserve all legal land subdivision survey markers and witness
objects (“Markers”). If disturbance of a Marker will be a necessary consequence
of Grantee’s construction, Grantee shall reference and/or replace the Marker in
accordance with all applicable laws and regulations current at the time, including,
but not limited to Chapter 58.24 RCW. At Grantee’s expense, Grantee shall retain
a registered professional engineer or licensed land surveyor to reestablish
destroyed or disturbed Markers in accordance with United States General Land
Office standards.
(g) Before completing Work, Grantee shall remove all debris and restore the
Easement Property, as nearly as possible, to its natural condition before the Work
began. If Work is intended for removal of Improvements at End of Term, Grantee
shall restore the Easement Property in accordance with Paragraph 3.3, End of
Term.
(h) Upon completing Work, Grantee shall promptly provide State with as-built plans
and specificatio ns. State may also require Grantee to obtain an updated record of
survey showing the Easement Property boundaries and the as-built location of all
Improvements on the Easement Property.
(i) State shall not charge additional fees for authorized Improvements installed by
Grantee on the Easement Property during this Term, but State may charge
additional fees for such Improvements if and when the Grantee or successor
obtains a subsequent use authorization for the Easement Property and State has
waived the requirement for removal of Improvements as provided in Paragraph
7.5.
7.4 Standards for Work. Grantee shall comply with State’s standards for Work current at
the time Grantee submits plans and specifications for State’s approval. Grantee shall ascertain
State’s current standards for Work as follows:
(a) Before submitting plans and specifications for State’s approval as required by
Paragraph 7.3 of the Easement, Grantee shall request State to provide Grantee
with State’s current standards for Work on state-owned aquatic lands.
(b) Within thirty (30) days of receiving Grantee request, State shall provide Grantee
with State’s current standards for Work, which will be effective for the purpose of
State’s approval of Grantee’s proposed Work, provided Grantee submits plans
and specifications for State’s approval within two (2) years of Grantee’s request
for State’s current standards for Work.
(c) If Grantee fails to (1) make a request for State’s current standards for Work or (2)
timely submit plans and specif ications to State after receiving State’s current
standards for Work, Grantee shall, at Grantee’s sole expense, make changes in
plans or Work necessary to conform to State’s current standards for Work upon
State’s demand.
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7.5 Grantee-Owned Improvements at End of Easement.
(a) Disposition.
(1) Grantee shall remove Grantee-Owned Improvements in accordance with
Paragraph 7.3 upon the termination of the Easement unless State waives
the requirement for removal.
(2) Grantee-Owned Improvements remaining on the Easement Property on the
termination of the Easement shall become State-Owned Improvements
without payment by State, unless State elects otherwise. State may refuse
or waive ownership.
(3) If Grantee-Owned Improvements remain on the Easement Property after
the termination of the Easement without State’s consent, State may
remove all Improvements and Grantee shall pay State’s costs of removal
and disposal.
(b) Conditions Under Which State May Waive Removal of Grantee-Owned
Improvements.
(1) State may waive removal of any Grantee-Owned Improvements whenever
State determines that it is in the best interests of the State of Washington.
(2) If Grantee enters into a new Easement, State may waive requirement to
remove Gr antee-Owned Improvements. State also may consent to
Grantee’s continued ownership of Grantee-Owned Improvements.
(3) State may waive requirement to remove Grantee-Owned Improvements
upon consideration of a timely request from Grantee, as follows:
(i) Grant ee shall submit its request to leave Grantee-Owned
Improvements to State at least one (1) year before the
Termination Date.
(ii) State, within ninety (90) days of receiving Grantee’s request, will
notify Grantee whether State consents to any Grantee-Owned
Improvements remaining. State has no obligation to grant consent.
(iii) State’s failure to respond to Grantee’s request to leave
Improvements within ninety (90) days is a denial of the request.
(c) Grantee’s Obligations if State Waives Removal.
(1) Grantee shall not remove a Grantee-Owned Improvement if State waives
the requirement for removal of that Grantee-Owned Improvement.
(2) Grantee shall maintain such Grantee-Owned Improvements in accordance
with this Easement until the termination of this Easement. State may
require Grantee to take appropriate steps to decommission the structure.
Grantee is liable to State for cost of repair if Grantee causes or allows
damage to Grantee-Owned Improvements State has designated to remain.
(3) State may condition its waiver of removal on Grantee entering into a new
Easement for the Grantee-Owned Improvements.
7.6 Unauthorized Improvements.
(a) Unauthorized Improvements belong to State, unless State elects otherwise.
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(b) The placement of Unauthorized Improvements on the Easement Property is a
breach of this Easement and State may require removal of any or all Unauthorized
Improvements. If State requires removal of Unauthorized Improvements and if
Grantee fails to remove the Unauthorized Improvements, State may remove the
Unauthorized Improvements and Grantee shall pay for the cost of removal and
disposal.
(c) In addition to requiring removal of Unauthorized Improvements, State may
charge Grantee a use fee that is sixty percent (60%) higher than the full market
value of the use of the land for the Unauthorized Improvements from the time of
installation or construction until the time the Unauthorized Improvements are
removed.
(d) If State consents to Unauthorized Improvements remaining on the Easement
Property, upon State’s consent, the Unauthorized Improvements will be treated as
Grantee-Owned Improvements and the removal and ownership of such
Improvements shall be governed by Paragraph 7.5. If State consents to the
Unauthorized Improvements remaining on the Easement Property, State may
charge a use fee that is sixty percent (60%) higher than the full market value of
the use of the land for the Unauthorized Improvements from the time of
installation or construction until State consents.
7.7 Personal Property.
(a) Grantee retains ownership of Personal Property unless Grantee and State agree
otherwise in writing.
(b) Grantee shall remove Personal Property from the Easement Property by the
termination of the Easement. Grantee is liable for damage to the Easement
Property and to any Improvements that may result from removal of Personal
Property.
(c) State may remove, sell, or dispose of all Personal Property left on the Easement
Property after the termination of the Easement.
(1) If State conducts a sale of Personal Property, State shall first apply
proceeds to State’s costs of removing the Personal Property, State’s costs
in conducting the sale, and any other payment due from the Grantee to
State. State shall pay the remainder, if any, to the Grantee. Grantee shall
be liable for any costs of removing the Personal Property and conducting
the sale that exceed the proceeds received by State.
(2) If State disposes of Personal Property, Grantee shall pay for the cost of
removal and disposal.
SECTION 8 ENVIRONMENTAL LIABILITY/RISK ALLOCATION
8.1 Definitions.
(a) “Hazardous Substance” means any substance that now or in the future becomes
regulated or defined under any federal, state, or local statute, ordinance, rule,
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regulation, or other law relating to human health, environmental protection,
contamination, pollution, or cleanup.
(b) “Release or threatened release of Hazardous Substance” means a release or
threatened release as defined under any law described in Paragraph 8.1(a).
(c) “Utmost care” means such a degree of care as would be exercised by a very
careful, prudent, and competent person under the same or similar circumstances;
the utmost care required under RCW 70A.305.040(3)(a)(iii) of the Washington
State Model Toxics Control Act.
(d) “Grantee and affiliates” when used in this Section 8 means Grantee or Grantee’s
subgrantees, contractors, agents, employees, guests, invitees, licensees, affiliates,
or any person on the Easement Property with the Grantee’s permission.
(e) “Liabilities” as used in this Section 8 means any claims, demands, proceedings,
lawsuits, damages, costs, expenses, fees (including attorneys’ fees and
disbursements), penalties, or judgments.
8.2 General Conditions.
(a) Grantee’s obligations under this Section 8 extend to the area in, on, under, or
above:
(1) The Easement Property and
(2) Adjacent state-owned aquatic lands if affected by a release of Hazardous
Substances that occurs as a result of the Permitted Use.
(b) Standard of Care.
(1) Grantee shall exercise the utmost care with respect to Hazardous
Substances.
(2) As relates to the Permitted Use, Grantee shall exercise utmost care for the
foreseeable acts or omissions of third parties with respect to Hazardous
Substances, and the foreseeable consequences of those acts or omissions,
to the extent required to establish a viable, third-party defense under the
law.
8.3 Current Conditions and Duty to Investigate.
(a) State makes no representation about the condition of the Easement Property or
adjacent state-owned aquatic lands. Hazardous Substances may exist in, on,
under, or above the Easement Property or adjacent state-owned aquatic lands.
(b) This Easement does not impose a duty on State to conduct investigations or
supply information to Grantee about Hazardous Substances.
(c) Grantee is responsible for conducting all appropriate inquiry and gathering
sufficient information concerning the Easement Property and the existence, scope,
and location of Hazardous Substances on or near the Easement Property necessary
for Grantee to meet Grantee’s obligations under this Easement and utilize the
Easement Property for the Permitted Use.
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8.4 Use of Hazardous Substances.
(a) Grantee and affiliates shall not use, store, generate, process, transport, handle,
release, or dispose of Hazardous Substances, except in accordance with all
applicable laws.
(b) Grantee shall not undertake, or allow others to undertake by Grantee’s
permission, acquiescence, or failure to act, activities that result in a
release or threatened release of Hazardous Substances.
(c) If use of Hazardous Substances related to the Permitted Use or Grantee’s use of
the Property results in a violation of law:
(1) Grantee shall submit to State any plans for remedying the violation, and
(2) Grantee shall implement any measures to restore the Easement Property or
natural resources that State may require in addition to remedial measures
required by regulatory authorities.
8.5 Management of Contamination.
(a) Grantee and affiliates shall not undertake activities that:
(1) Damage or interfere with the operation of remedial or restoration
activities, if any;
(2) Result in human or environmental exposure to contaminated sediments, if
any;
(3) Result in the mechanical or chemical disturbance of on-site habitat
mitigation, if any.
(b) If requested, Grantee shall allow reasonable access to:
(1) Employees and authorized agents of the United States Environmental
Protection Agency (EPA), the Washington State Department of Ecology,
health department, or other similar environmental agencies; and
(2) Potentially liable or responsible parties who are the subject of an order or
consent decree that requires access to the Easement Property. Grantee may
negotiate an access agreement with such parties, but Grantee may not
unreasonably withhold such agreement.
8.6 Notification and Reporting.
(a) Grantee shall immediately notify State if Grantee becomes aware of any of the
following:
(1) A release or threatened release of Hazardous Substances;
(2) Any new discovery of or new information about a problem or liability
related to, or derived from, the presence of Hazardous Substances;
(3) Any lien or action arising from Hazardous Substances;
(4) Any actual or alleged violation of any federal, state, or local statute,
ordinance, rule, regulation, or other law pertaining to Hazardous
Substances;
(5) Any notification from the EPA or the Washington State Department of
Ecology that remediation or removal of Hazardous Substances is o r may
be required at the Easement Property.
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(b) Grantee’s duty to report under Paragraph 8.6(a) extends to lands described in
Paragraph 8.2(a), and to any other property used by Grantee in conjunction with
the Easement Property if a release of Hazardous Substances on the other property
could affect the Easement Property.
(c) Grantee shall provide State with copies of all documents Grantee submits to any
federal, state, or local authorities concerning environmental impacts or proposals
relative to the Easement Property. Documents subject to this requirement include,
but are not limited to, applications, reports, studies, or audits for National
Pollutant Discharge Elimination System permits (NPDES); United States Army
Corps of Engineers permits; State Hydraulic Project Approvals (HPA); State
Water Quality Certifications; Substantial Shoreline Development permits; and any
reporting necessary for the existence, location, and storage of Hazardous
Substances on the Easement Property.
8.7 Indemnification.
(a) Grantee shall fully indemnify, defend, and hold harmless State from and against
any Liabilities that arise out of, or relate to:
(1) The use, storage, generation, processing, transportation, handling, or
disposal of any Hazardous Substance by Grantee and affiliates occurring
whenever Grantee uses or has used the Easement Property;
(2) The release or threatened release of any Hazardous Substance resulting
from any act or omission of Grantee and affiliates occurring whenever
Grantee uses or has used the Easement Property.
(b) Grantee shall fully indemnify, defend, and hold harmless State for any Liabilities
that arise out of or relate to Grantee’s breach of obligations under Paragraph 8.5.
(c) If Grantee fails to exercise care as described in Paragraph 8.2(b)(2), Grantee shall
fully indemnify, defend, and hold harmless State from and against Liabilities
arising from the acts or omissions of third parties in relation to the release or
threatened release of Hazardous Substances.
8.8 Reservation of Rights.
(a) For Liabilities not covered by the indemnification provisions of Paragraph 8.7, the
Parties expressly reserve and do not waive any rights, claims, immunities, causes
of action, or defenses relating to Hazardous Substances that either Party may have
against the other under law.
(b) The Parties expressly reserve all such rights, claims, immunities, and defenses
that either Party may have against third parties. Nothing in this Section 8 benefits
or creates rights for third parties.
(c) The allocations of risks, Liabilities, and responsibilities set forth in this Section 8
do not release either Party from or affect the liability of either Party for Hazardous
Substances claims or actions by regulatory agencies.
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8.9 Cleanup.
(a) If Grantee’s act, omission, or breach of obligation under Paragraph 8.4 results in a
release of Hazardous Substances that exceeds the threshold limits of any
applicable regulatory standards, Grantee shall, at Grantee’s sole expense,
promptly take all actions necessary or advisable to clean up the Hazardous
Substances in accordance with applicable law.
(b) If a cleanup is eligible for the Washington State Department of Ecology’s
Voluntary Cleanup Program, Grantee may undertake a cleanup of the Easement
Property pursuant to the Washington State Department of Ecology’s Voluntary
Cleanup Program, provided that Grantee cooperates with the Department of
Natural Resources in development of cleanup plans. Grantee shall not proceed
with Voluntary Cleanup without the Department of Natural Resources’ approval
of final plans. Nothing in the operation of this provision is an agreement by the
Department of Natural Resources that the Voluntary Cleanup complies with any
laws or with the provisions of this Easement. Grantee’s completion of a Voluntary
Cleanup is not a release from or waiver of any obligation for Hazardous
Substances under this Easement.
8.10 Sampling by State, Reimbursement, and Split Samples.
(a) State may conduct sampling, tests, audits, surveys, or investigations (“Tests”) of
the E asement Property at any time to determine the existence, scope, or effects of
Hazardous Substances.
(b) If such Tests, along with any other information, demonstrate a breach of
Grantee’s obligations regarding Hazardous Substances under this Easement,
Grant ee shall promptly reimburse State for all costs associated with such Tests,
provided State gave Grantee thirty (30) days’ advance notice in nonemergencies,
and reasonably practical notice in emergencies.
(c) In nonemergencies, Grantee is entitled to obtain split samples of Test samples,
provided Grantee gives State written notice requesting split samples at least ten
(10) days before State conducts Tests. Upon demand, Grantee shall promptly
reimburse State for additional cost, if any, of split samples.
(d) If either Party conducts Tests on the Easement Property, the conducting Party
shall provide the other Party with validated final data and quality
assurance/quality control/chain of custody information about the Tests within
sixty (60) days of a written request by the other Party, unless Tests are part of a
submittal under Paragraph 8.6(c) in which case Grantee shall submit data and
information to State without written request by State. Neither party is obligated to
provide any analytical summaries or the work product of experts.
SECTION 9 NATURE OF ESTATE AND ASSIGNMENT
This Easement shall be in gross for the sole benefit of Grantee’s use associated with the
Permitted Use. This Easement shall not run with the land. This Easement is indivisible. Grantee
shall not sell, convey, mortgage, assign, pledge, grant franchises for, or otherwise transfer or
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encumber any part of Grantee’s interest in this Easement or any part of Grantee’s interest in the
Easement Property without State’s prior written consent, which shall be at State’s sole discretion.
State reserves the right to reasonably change the terms and conditions of this Easement upon
State’s consent to requests made under this Section 9.
SECTION 10 INDEMNITY, INSURANCE, FINANCIAL SECURITY
10.1 Indemnity.
(a) Grantee shall indemnify, defend, and hold harmless State, its employees, officials,
officers, and agents from any Claim arising out of the Permitted Use, any Claim
arising out of activities related to the Permitted Use, and any Claim arising out of
the use of the Easement Property by Grantee, its contractors, agents, invitees,
guests, employees, affiliates, licensees, or permittees, to the fullest extent
permitted by law and subject to the limitations provided below.
(b) “Claim” as used in this Paragraph 10.1 means any financial loss, claim, suit,
action, damages, expenses, costs, fees (including attorneys’ fees), fines, penalties,
or judgments attributable to: bodily injury; sickness; disease; death; damages to
tangible property, including, but not limited to, land, aquatic life, and other
natural resources. “Damages to tangible property” includes, but is not limited to,
physical injury to tangible property, diminution in value of tangible property,
damages resulting from loss of use of tangible property, and loss or diminution of
natural resource values.
(c) State sha ll not require Grantee to indemnify, defend, and hold harmless State, its
employees, officials, officers, and agents for a Claim caused solely by or resulting
solely from the negligence or willful act of State or State’s employees, officials,
officers, or agents.
(d) Grantee specifically and expressly waives any immunity that may be granted
under the Washington State Industrial Insurance Act, Title 51 RCW in connection
with its obligation to indemnify, defend, and hold harmless State and its
employees, officials, officers, and agents. Further, Grantee’s obligation under this
Easement to indemnify, defend, and hold harmless State and its employees,
officials, officers, and agents shall not be limited in any way by any limitation on
amount or type of damages, compensation, or benefits payable to or for any third
party under the workers’ compensation acts.
(e) Only to the extent RCW 4.24.115 applies and requires such a limitation, if a
Claim, is caused by or results from the concurrent negligence of (a) State or
State’s employees, officials, officers, or agents and (b) the Grantee or Grantee’s
agents or employees, these indemnity provisions shall be valid and enforceable
only to the extent of the negligence of the Grantee and those acting on its behalf.
(f) Section 8, Environmental Liability/Risk Allocation, exclusively shall govern
Grantee’s liability to State for Hazardous Substances and its obligation to
indemnify, defend, and hold harmless State for Hazardous Substances.
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10.2 Insurance Terms.
(a) Insurance Required.
(1) Grantee certifies that on the Commencement Date of this Easement it is a
member of a self-insured risk pool for all the liability exposures, its self-
insurance plan satisfies all State requirements, and its self-insurance plan
provides coverage equal to that required in this Paragraph 10.2 and by
Paragraph 10.3, Insurance Types and Limits. Grantee shall provide to
State evidence of its status as a member of a self-insured risk pool. Upon
request by State, Grantee shall provide a written description of its financial
condition and/or the self-insured funding mechanism. Grantee shall
provide State with at least thirty (30) days’ written notice prior to any
material changes to Grantee’s self-insured funding mechanism. If during
the Term Grantee’s self-insurance plan fails to provide coverage equal to
that required in Paragraph 10.2 and Paragraph 10.3 of this Easement,
Grantee shall procure additional commercial insurance coverage to meet
the requirements of this Easement. The requirements in Paragraphs
10.2(a)(3) and (4) only apply where the Grantee procures additional
commercial insurance to meet the requirements of this Easement.
(2) Unless State agrees to an exception, Grantee shall provide insurance
issued by an insurance company or companies admitted to do business in
the State of Washington and have a rating of A- or better by the most
recently published edition of A.M. Best’s Insurance Reports. Grantee may
submit a request to the risk manager for the Department of Natural
Resources to approve an exception to this requirement. If an insurer is not
admitted, the insurance policies and procedures for issuing the insurance
policies shall comply with Chapter 48.15 RCW and 284-15 WAC.
(3) All general liability, excess, umbrella, and pollution legal liability
insurance policies must name the State of Washington, the Department of
Natural Resources, its elected and appointed officials, officers, agents, and
employees as an additional insured by way of endorsement.
(4) All property, builder’s risk, and equipment breakdown insurance must
name the State of Washington, the Department of Natural Resources, its
elected and appointed officials, officers, agents, and employees as loss
payees.
(5) All insurance provided in compliance with this Easement must be primary
as to any other insurance or self-insurance programs afforded to or
maintained by State.
(b) Waiver.
(1) Grantee waives all rights against State for recovery of damages to the
extent insurance maintained pursuant to this Easement covers these
dama ges.
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(2) Except as prohibited by law, Grantee waives all rights of subrogation
against State for recovery of damages to the extent that they are covered
by insurance maintained pursuant to this Easement.
(c) Proof of Insurance.
(1) Grantee shall provide State with a certificate(s) and endorsement(s) of
insurance executed by a duly authorized representative of each insurer,
showing compliance with insurance requirements specified in this
Easement and, if requested, copies of policies to State.
(2) The certificate(s) of insurance must reference the Easement number.
(3) Receipt of such certificates, endorsements, or policies by State does not
constitute approval by State of the terms of such policies.
(d) State must receive written notice before cancellation or non-renewal of any
insurance required by this Easement, as follows:
(1) Insurers subject to RCW 48.18 (admitted and regulated by the Insurance
Commissioner): If cancellation is due to non-payment of premium,
provide State ten (10) days’ advance notice of cancellation; otherwise,
provide State forty-five (45) days’ advance notice of cancellation or non-
renewal.
(2) Insurers subject to RCW 48.15 (surplus lines): If cancellation is due to
non-payment of premium, provide State ten (10) days’ advance notice of
cancellation; otherwise, provide State twenty (20) days’ advance notice of
cancellation or non-renewal.
(e) Adjustments in Insurance Coverage.
(1) State may impose changes in the limits of liability for all types of
insurance as State deems necessary.
(2) Grantee shall secure new or modified insurance coverage within thirty
(30) days after State requires changes in the limits of liability.
(f) If Grantee fails to procure and maintain the insurance required in this Easement
within fifteen (15) days after Grantee receives a notice to comply from State,
State may either:
(1) Terminate this Easement, or
(2) Procure and maintain comparable substitute insurance and pay the
premiums. Upon demand, Grantee shall pay to State the full amount paid
by State, together with interest at the rate provided in Paragraph 6.3 from
the date of State’s notice of the expenditure until Grantee’s repayment.
(g) General Terms.
(1) State does not represent that coverage and limits required under this
Easement are adequate to protect Grantee.
(2) Coverage and limits do not limit Grantee’s liability for indemnification
and reimbursements granted to State under this Easement.
(3) The Parties shall use any insurance proceeds payable by reason of damage
or destruction to Easement Property first to restore the Easement Property,
then to pay the cost of the reconstruction, then to pay State any sums in
arrears, and then to Grantee.
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10.3 Insurance Types and Limits.
(a) General Liability Insurance.
(1) Grantee shall maintain commercial general liability insurance (CGL) or
marine general liability (MGL) covering claims for bodily injury, personal
injury, or property damage arising on the Easement Property and/or
arising out of the Permitted Use and, if necessary, commercial umbrella
insurance with a limit of not less than One Million Dollars ($1,000,000)
per each occurrence. If such CGL or MGL insurance contains aggregate
limits, the general aggregate limit must be at least twice the “each
occurrence” limit. CGL or MGL insurance must have products-completed
operations aggregate limit of at least two times the “each occurrence”
limit.
(2) CGL insurance must be written on Insurance Services Office (ISO)
Occurrence Form CG 00 01 (or a substitute form providing equivalent
coverage). All insurance must cover liability arising out of premises,
operations, independent contractors, products completed operations,
personal injury and advertising injury, and liability assumed under an
insured contract (including the tort liability of another party assumed in a
business contract) and contain separation of insured (cross-liability)
condition.
(3) MGL insurance must have no exclusions for non-owned watercraft.
(b) Workers’ Compensation.
(1) State of Washington Workers’ Compensation.
(i) Grantee shall comply with all State of Washington workers’
compensation statutes and regulations. Grantee shall provide
workers’ compensation coverage for all employees of Grantee.
Coverage must include bodily injury (including death) by accident
or disease, which arises out of or in connection with the Permitted
Use or related activities.
(ii) If Grantee fails to comply with all State of Washington workers’
compensation statutes and regulations and State incurs fines or is
required by law to provide benefits to or obtain coverage for such
employees, Grantee shall indemnify State. Indemnity shall include
all fines; payment of benefits to Grantee, employees, or their heirs
or legal representatives; and the cost of effecting coverage on
behalf of such employees.
(2) Longshore and Harbor Workers’ and Jones Acts. The Longshore and
Harbor Workers’ Act (33 U.S.C. Section 901 et seq.) and/or the Jones Act
(46 U.S.C. Section 30104) may require Grantee to provide insurance
coverage in some circumstances. Grantee shall ascertain if such insurance
is required and, if required, shall maintain insurance in compliance with
the law. Grantee is responsible for all civil and criminal liability arising
from failure to maintain such coverage.
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(c) Employers’ Liability Insurance. Grantee shall procure employers’ liability
insurance, and, if necessary, commercial umbrella liability insurance with limits
not less than One Million Dollars ($1,000,000) each accident for bodily injury by
accident and One Million Dollars ($1,000,000) each employee for bodily injury
by disease.
(d) Property Insurance.
(1) Grantee shall buy and maintain property insurance covering all real
property and fixtures, equipment, Improvements and betterments
(regardless of whether owned by Grantee or State). Such insurance must
be written on an all risks basis and, at minimum, cover the perils insured
under ISO Special Causes of Loss Form CP 10 30, and cover the full
replacement cost of the property insured. Such insurance may have
commercially reasonable deductibles. Any coinsurance requirement in the
policy must be waived.
(2) Grantee shall buy and maintain equipment breakdown insurance covering
all real property and fixtures, equipment, Improvements and betterments
(regardless of whether owned by Grantee or State) from loss or damage
caused by the explosion of equipment, fired or unfired vessels, electric or
steam generators, electrical arcing, or pipes.
(3) In the event of any loss, damage, or casualty that is covered by one or
more of the types of insurance described above, the Parties shall proceed
cooperatively to settle the loss and collect the proceeds of such insurance,
which State shall hold in trust, including interest earned on such proceeds,
for use according to the terms of this Easement. The Parties shall use
insurance proceeds in accordance with Paragraph 10.2(g)(3).
(4) When sufficient funds are available, using insurance proceeds described
above, the Parties shall continue with reasonable diligence to prepare
plans and specifications for, and thereafter carry out, all work necessary
to:
(i) Repair and restore damaged Improvements to their former
condition, or
(ii) Replace and restore damaged Improvements with new
Improvements on the Easement Property of a quality and
usefulness at least equivalent to, or more suitable than, damaged
Improvements.
(e) Builder’s Risk Insurance.
(1) Grantee shall procure and maintain in force, or require its contractor(s) to
procure and maintain in force, builder’s risk insurance on the entire work
during the period construction is in progress and until completion of the
project and acceptance by State. Such insurance must be written on a
completed form and in an amount equal to the value of the completed
Improvements, subject to subsequent modifications to the sum. The
insurance must be written on a replacement cost basis. The insurance must
name Grantee, all contractors, and subcontractors in the work as insured.
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(2) Insurance described above must cover or include the following:
(i) All risks of physical loss except those specifically excluded in the
policy, including loss or damage caused by collapse;
(ii) The entire work on the Easement Property, including reasonable
compensation for architect’s services and expenses made necessary
by an insured loss;
(iii) Portions of the work located away from the Easement Property but
intended for use at the Easement Property, and portions of the
work in transit;
(iv) Scaffolding, falsework, and temporary buildings located on the
Easement Property; and
(v) The cost of removing debris, including all demolition as made
legally necessary by the operation of any law, ordinance, or
regulation.
(3) Grantee or Grantee’s contractor(s) is responsible for paying any part of
any loss not covered because of application of a deductible contained in
the policy described above.
(f) Business Auto Policy Insurance.
(1) Grantee or Grantee’s contractor(s) shall maintain business auto liability
insurance and, if necessary, commercial umbrella liability insurance with a
limit not less than One Million Dollars ($1,000,000) per accident. Such
insurance must cover liability arising out of “Any Auto.”
(2) Business auto coverage must be written on ISO Form CA 00 01, or
substitute liability form providing equivalent coverage. If necessary, the
policy must be endorsed to provide contractual liability coverages and
cover a “covered pollution cost or expense” as provided in the 1990 or
later editions of CA 00 01.
(g) Protection and Indemnity Insurance (P&I). Whenever any Work requires a vessel
to be operated on the property, Grantee or Grantee’s contractor(s) shall procure
and maintain P&I insurance with limits of liability not less than One Million
Dollars ($1,000,000) for the duration of such Work. The P&I insurance must
cover, at a minimum, all claims relating to injuries or damages to persons or
property sustained in, on, or about the property; fuel spills; wreck removal;
salvage; injuries to passengers and crew of the vessel; and damages to nets and
fishing lines. If necessary, Grantee shall procure and maintain commercial
umbrella liability insurance covering claims for these risks. Grantee shall submit
proof of this P&I insurance to State prior to Commencing any such Work.
(h) Hull Insurance. Grantee or Grantee’s contractor shall procure and maintain hull
insurance for each vessel owned and/or operated by the Grantee or Grantee’s
contractor on the Easement Property. The coverage amount of each hull insurance
policy must be equal to the value of the covered vessel.
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10.4 Financial Security.
(a) On the Commencement Date of this Easement, Grantee is not required to procure
and maintain a corporate security bond or other financial security (“Security”).
During the Term, State may require Grantee to procure and maintain Security
upon any of the event s listed in Paragraph 10.4(c)(1). Grantee’s failure to
maintain the Security in the required amount during the Term constitutes a breach
of this Easement.
(b) All Security must be in a form acceptable to State.
(1) Bonds must be issued by companies admitted to do business within the
State of Washington and have a rating of A-, Class VII or better, in the
most recently published edition of A.M. Best’s Insurance Reports, unless
State approves an exception in writing. Grantee may submit a request to
the Risk Manager for the Department of Natural Resources for an
exception to this requirement.
(2) Letters of credit, if approved by State, must be irrevocable, allow State to
draw funds at will, provide for automatic renewal, and comply with
RCW 62A.5-101, et. seq.
(3) Savings account assignments, if approved by State, must allow State to
draw funds at will.
(c) Adjustment in Amount of Security.
(1) State may require an adjustment in the Security amount:
(i) As a condition of approval of assignment of this Easement,
(ii) Upon a material change in the condition or disposition of any
Improvements, or
(iii) Upon a change in the Permitted Use.
(2) Grantee shall deliver a new or modified form of Security to State within
thirty (30) days after State has required adjustment of the amount of the
Security.
(d) Upon any breach by Grantee in its obligations under this Easement, State may
collect on the Security to offset the liability of Grantee to State. Collection on the
Security does not (1) relieve Grantee of liability, (2) limit any of State’s other
remedies, (3) reinstate the Easement or cure the breach or (4) prevent termination
of the Easement because of the breach.
SECTION 11 MAINTENANCE AND REPAIR
11.1 State’s Repairs. State shall not be required to make any alterations,
maintenance, replacements, or repairs in, on, or about the Easement Property, or any
part thereof, during the Term.
11.2 Grantee’s Repairs and Maintenance.
(a) Grantee shall, at its sole cost and expense, keep and maintain the Easement
Property and all Grantee-Owned Improvements in good order and repair, in a
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clean, attractive, and safe condition. Grantee shall repair all damage caused or
permitted by Grantee to Improvements Owned by Others on the Easement
Property.
(b) Grantee shall, at its sole cost and expense, make any and all additions,
repairs, alterations, maintenance, replacements, or changes to the
Easement Property or to any Grantee-Owned Improvements on the
Easement Property that may be required by any public authority having
jurisdiction over the Easement Property and requiring it for public health,
safety and welfare purposes.
(c) Except as provided in Paragraph 11.2(d), all additions, repairs, alterations,
maintenance, replacements or changes to the Easement Property and to any
Grantee-Owned Improvements on the Easement Property shall be made in
accordance with, and ownership shall be governed by, Section 7 above.
(d) Routine maintenance and repair are acts intended to prevent a decline, lapse, or
cessation of the Permitted Use and associated Grantee-Owned Improvements.
Routine maintenance or repair that does not require regulatory permits does not
require authorization from State pursuant to Section 7.
(e) Upon completion of maintenance activities, Grantee shall remove all debris and
restore the Easement Property to the condition prior to the commencement of
Work.
SECTION 12 DAMAGE OR DESTRUCTION
12.1 Damage to Improvements.
(a) In the event of any damage to or destruction of any Improvements on the
Easement Property, Grantee shall immediately notify State, with subsequent
written notice to State within five (5) days.
(b) Grantee shall be solely responsible for any reconstruction, repair, or replacement
of any Grantee-Owned Improvements. If Grantee elects not to reconstruct, repair,
or replace all or a portion of any damaged Improvements, Grantee shall promptly
remove any damaged or destroyed Improvements and restore the Easement
Property. Any reconstruction, repair, or replacement of Improvements is governed
by Section 7 Improvement s, Personal Property, and Work, and Section 11,
Maintenance and Repair, and any Additional Obligations in Exhibit B.
(c) If Grantee is in breach of this Easement at the time damage or destruction occurs
to Grantee-Owned Improvements, State may elect to terminate the Easement
without giving Grantee an opportunity to cure, and State may retain any insurance
proceeds payable as a result of the damage or destruction.
12.2 Damage to Land or Natural Resources
(a) In the event of any damage to or destruction to the land or natural resources on the
Easement Property, Grantee shall immediately notify State, with subsequent
written notice to State within five (5) days. In the event of any damage or
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destruction to land or natural resources on adjacent state-owned aquatic lands that
is attributable to Grantee’s use of the Property, to the Permitted Use, or to related
activities, Grantee shall immediately notify State, with subsequent written notice
to State within five (5) days.
(b) Grantee, at Grantee’s sole cost, shall remedy any damages to land or natural
resources on the Easement Property and adjacent state-owned aquatic lands that
are attributable to Grantee’s use of the Property, the Permitted Use, or related
activities, in accordance with a plan approved by State. Grantee shall also
compensate State for any lost or damaged natural resource values in accordance
with Paragraph 12.2(c).
(c) Compensation for lost resource values:
(1) If damages to the land or natural resources result in lost or damaged
natural resource values, Grantee shall compensate State with (1) monetary
compensation; (2) the completion of a project approved by State that
includes replacing, enhancing, or otherwise providing in-kind habitats,
resources, or environments on other state-owned aquatic lands in order to
offset the damage and impacts; or (3) a mixture of both monetary
compensation and a project. State shall have the discretion to determine if
Grantee will compensate with monetary compensation, a project, or both.
If State requires monetary compensation, the value of damages shall be
determined in accordance with Paragraph 12.2(c)(2).
(2) If State requires monetary compensation under Paragraph 12.2(c)(1),
unless the Parties otherwise agree on the value, a three-member panel of
professional appraisers or resource economists will determine the measure
of lost resource values, and issue a writ ten decision. The appraisers or
resource economists shall be qualified to assess economic value of natural
resources. State and Grantee each shall appoint and compensate one
member of the panel. By consensus, the two appointed members shall
select the third member, who will be compensated by State and Grantee
equally. The panel shall base the calculation of compensation on generally
accepted valuation principles. The written decision of the majority of the
panel shall bind the Parties.
(d) If damage to land or natural resources on the Easement Property or adjacent state-
owned aquatic lands are attributable to Grantee’s use of the Property, to the
Permitted Use, or to related activities, or if such damage occurs when Grantee is
in breach of the Easement, State may elect to terminate the Easement in
accordance with Section 14. If State elects to terminate the Easement, Grantee is
still responsible for restoring any damages to land or natural resources on the
Easement Property and adjacent state-owned aquatic lands, and for compensating
State for any lost resource values in accordance with Paragraph 12.2(c). State may
retain any insurance proceeds payable as a result of the damage or destruction.
(e) State may, with or without terminating the Easement, at the sole expense of
Grantee, remedy any damages and complete a project that offsets lost or damaged
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natural resource values. If State takes any such actions, upon demand by State,
Grantee shall pay all costs incurred by State.
12.3 State’s Waiver of Claim. State does not waive any claims for damage or destruction of
the Easement Property or adjacent state-owned aquatic lands unless State provides written notice
to Grantee of each specific claim waived.
12.4 Insurance Proceeds. Grantee’s duties under Paragraphs 12.1 and 12.2 are not
conditioned upon the availability of any insurance proceeds to Grantee from which the cost of
repairs may be paid. The Parties shall use insurance proceeds in accordance with Paragraph
10.2(g)(3).
SECTION 13 CONDEMNATION
In the event of condemnation, the Parties shall allocate the condemnation award between State
and Grantee based upon the ratio of the fair market value of (1) Grantee’s rights in the Easement
Property and Grantee-Owned Improvements and (2) State’s interest in the Easement Property;
the reversionary interest in Grantee-Owned Improvements, if any; and State-Owned
Improvements, if any. In the event of a partial taking, the Parties shall compute the ratio based on
the portion of Easement Property or Improvements taken. If Grantee and State are unable to
agree on the allocation, the Parties shall submit the dispute to binding arbitration in accordance
with the rules of the American Arbitration Association.
SECTION 14 REMEDIES AND TERMINATION
14.1 Termination by Breach. State may terminate this Easement upon Grantee’s failure to
cure a breach of the terms and conditions of this Easement. Unless otherwise stated in this
Easement, State shall provide Grantee written notice of breach, and Grantee shall have sixty (60)
days after receiving the notice to cure the breach. State may extend the cure period if breach is
not reasonably capable of cure within sixty (60) days. This sixty (60) day cure period does not
apply where State terminates this Easement under Paragraph 10.2(f) or Section 12.
14.2 Termination by Nonuse. If Grantee does not use the Easement Property for a period of
three (3) successive years, this Easement terminates without further action by State and
Grantee’s rights revert to State. Grantee shall still be responsible for complying with all end of
Term requirements.
14.3 Termination by Grantee. Grantee may terminate this Easement upon providing State
with sixty (60) days written notice of intent to terminate. If Grantee terminates under this
Paragraph, the date of Grantee’s termination shall be deemed the Termination Date and Grantee
shall comply with all end of Term requirements. Grantee is not entitled to any refunds of
Easement fees already paid to State.
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14.4 Remedies Not Exclusive. The remedies specified under this Section 14 are not exclusive
of any other remedies or means of redress to which State is lawfully entitled for Grantee’s breach
or threatened breach of any provision of this Easement.
SECTION 15 NOTICE AND SUBMITTALS
15.1 Notice. Following are the locations for delivery of notice and submittals required or
permitted under this Easement. Any Party may change the place of delivery upon ten (10) days’
written notice to the other.
State: DEPARTMENT OF NATURAL RESOURCES
Shoreline District
950 Farman Avenue North
Enumclaw, WA 98022
Grantee: City of Auburn
25 West Main Street
Auburn, WA 98001
The Parties may deliver any notice in person, by facsimile machine, or by certified mail.
Depending on the method of delivery, notice is effective upon personal delivery, upon receipt of
a confirmation report if delivered by facsimile machine, or three (3) days after mailing. All
notices must identify the Easement number. On notices transmitted by facsimile machine, the
Parties shall state the number of pages contained in the notice, including the transmittal page, if
any.
15.2 Contact Persons. On the Commencement Date, the following persons are designated
day-to-day contact persons. Any Party may change the Contact Person upon reasonable notice to
the other.
State: DEPARTMENT OF NATURAL RESOURCES
Shoreline District
950 Farman Avenue North
Enumclaw, WA 98022
Phone: (360) 825-1631
Email: aquaticleasing.shoreline@dnr.wa.gov
Grantee: City of Auburn, Public Works
Phone: (253)931-3010
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SECTION 16 MISCELLANEOUS
16.1 Authority. Grantee and the person or persons executing this Easement on behalf of
Grantee represent that Grantee is qualified to do business in the State of Washington, that
Grantee has full right and authority to enter into this Easement, and that each and every person
signing on behalf of Grantee is authorized to do so. Upon State’s request, Grantee shall provide
evidence satisfactory to State confirming these representations.
16.2 Successors and Assigns. Subject to the limitations set forth in Section 9, this Easement
binds and inures to the benefit of the Parties, their successors, and assigns.
16.3 Headings. The headings used in this Easement are for convenience only and in no way
define, limit, or extend the scope of this Easement or the intent of any provisio n.
16.4 Entire Agreement. This Easement, including the exhibits, attachments, and addenda, if
any, contains the entire agreement of the Parties. This Easement merges all prior and
contemporaneous agreements, promises, representations, and statements relating to this
transaction or to the Easement Property.
16.5 Waiver.
(a) The waiver of any breach of any term, covenant, or condition of this Easement is
not a waiver of such term, covenant, or condition; of any subsequent breach of the
same; or of any other term, covenant, or condition of this Easement. State’s
acceptance of a payment is not a waiver of any preceding or existing breach other
than the failure to pay the particular payment that was accepted.
(b) The renewal of the Easement, extension of the Easement, or the issuance of a new
Easement to Grantee, does not waive State’s ability to pursue any rights or
remedies under the Easement.
16.6 Cumulative Remedies. The rights and remedies of State under this Easement are
cumulative and in addition to all other rights and remedies afforded by law or equity or
otherwise.
16.7 Time is of the Essence. TIME IS OF THE ESSENCE as to each and every provision of
this Easement.
16.8 Language. The word “Grantee” as used in this Easement applies to one or more persons
and regardless of gender, as the case may be. The singular includes the plural, and the neuter
includes the masculine and feminine. If there is more than one Grantee, their obligations are joint
and several. The word “persons,” whenever used, shall include individuals, firms, associations,
and corporations. The word “Parties” means State and Grantee in the collective. The word
“Party” means either or both State and Grantee, depending on the context.
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16.9 Invalidity. The invalidity, voidness, or illegality of any provision of this Easement does
not affect, impair, or invalidate any other provision of this Easement.
16.10 Applicable Law and Venue. This Easement is to be interpreted and construed in
accordance with the laws of the State of Washington. Venue for any action arising out of or in
connection with this Easement is in the Superior Court for Thurston County, Washington.
16.11 Statutory Reference. Any reference to a statute or rule means that statute or rule as
presently enacted or hereafter amended or superseded.
16.12 Recordation. At Grantee’s expense and no later than thirty (30) days after receiving the
fully-executed Easement, Grantee shall record this Easement in the county in which the
Easement Property is located. Grantee shall include the parcel number of the upland property
used in conjunction with the Easement Property, if any. Grantee shall provide State with
recording information, including the date of recordation and file number.
16.13 Modification. No modification of this Easement is effective unless in writing and signed
by both Parties. Oral representations or statements do not bind either Party.
16.14 Survival. Any obligations of Grantee not fully performed upon termination of this
Easement do not cease, but continue as obligations of the Grantee until fully performed.
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16.15 Exhibits and Attachments. All referenced exhibits and attachments are incorporated in
this Easement unless expressly identified as unincorporated.
THIS AGREEMENT requires the signature of all Parties and is effective on the date of the last
signature below.
CITY OF AUBURN
Dated: _____________________, 20__ __________________________________________
By:
Title:
Address: 25 West Main Street
Auburn, WA 98001
Phone:
STATE OF WASHINGTON
DEPARTMENT OF NATURAL RESOURCES
Dated: _____________________, 20__ __________________________________________
By: ALEXANDRA K. SMITH
Title: Deputy Supervisor for Forest Resilience,
Regulation, and Aquatics
Address: 950 Farman Avenue North
Enumclaw, WA 98022
Aquatic Lands Easement
Template approved as to form this
10th day of January 2022
Jennifer Clements, Assistant Attorney General
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REPRESENTATIVE ACKNOWLEDGMENT
Notarized online using audio-video communication
STATE OF )
) ss
County of )
I certify that I know or have satisfactory evidence that [NAME UPPERCASE] is the person who
appeared before me, and said person acknowledged that (he/she) signed this instrument, on oath
stated that (he/she) was authorized to execute the instrument and acknowledged it as the [type of
authority] of [name of corporation] to be the free and voluntary act of such party for the uses
and purposes mentioned in the instrument.
This notarial act involved the use of communication technology.
Dated: _____________________, 20__ _________________________________________
(Signature)
(Seal or stamp)
_________________________________________
(Print Name)
Notary Public in and for the State of
Washington, residing at
___________________________________
My appointment expires _______________
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STATE ACKNOWLEDGMENT
Notarized online using audio-video communication
STATE OF WASHINGTON)
) ss.
County of )
I certify that I know or have satisfactory evidence that ALEXANDRA K. SMITH is the person
who appeared before me, and said person acknowledged that she signed this inst rument, on oath
stated that she was authorized to execute the instrument and acknowledged it as the Deputy
Supervisor for Forest Resilience, Regulation, and Aquatics of the Department of Natural
Resources, to be the free and voluntary act of such party for the uses and purposes ment ioned in
the instrument.
This notarial act involved the use of communication technology.
Dated: _____________________, 20__ _________________________________________
(Signature)
(Seal or stamp)
_________________________________________
(Print Name)
Notary Public in and for the State of
Washington, residing at
___________________________________
My appointment expires _______________
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EXHIBIT A
PROPERTY DESCRIPTION
Agreement Number 51-104137
1. That real property legally defined and shown as Easement Parcel Detail in that Record of
Survey recorded in King County, Washington on January 11, 2023 under Instrument
Number 20230111900004 and in Volume 478 of Surveys at page 46 and 47.
2. SQUARE FOOTAGE OF EASEMENT:
Total square feet 8,425
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EXHIBIT B
1. DESCRIPTION OF PERMITTED USE
A. Existing Facilities.
Continued use of existing three lane vehicle bridge located over the Green River
within the City of Auburn located in King County.
Other improvements on the bridge include aerial and in conduit fiber optic cable,
power line, water line, sewer line (City of Auburn easement 51-104138) and gas line
(Puget Sound Energy easement 51-086661).
B. Proposed Work. Grantee proposes no new facilities or Work.
2. ADDITIONAL OBLIGATIONS
None
Aquatic Lands Easement
Template approved as to form this
10th day of January 2022
Jennifer Clements, Assistant Attorney General
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When recorded, return to:
City of Auburn
25 West Main Street
Auburn, WA 98001
AQUATIC LANDS EASEMENT
Easement No. 51-104138
Grantor: Washington State Department of Natural Resources
Grantee(s): CITY OF AUBURN
Abbreviated Legal Description: Govt. Lot. 2 and 3 (NW1/4 NW1/4) Section 17, Township 21
North, Range 5 East , W.M. a Govt. Lot. 5 and 8 (SW1/4 SW1/4) Section 8, Township 21 North,
Range 5 East, W.M.
Complete Legal Description on Page 31 and 32
Auditor Reference Number(s) 20230111900008, 20230111900007, 20230111900006,
20230111900005, 20230111900009
Assessor’s Property Tax Parcel or Account Number: Not Applicable
Assessor’s Property Tax Parcel or Account Number for Upland parcel used in conjunction with
this Easement: Not Applicable
THIS EASEMENT is made by and between the STATE OF WASHINGTON, acting through the
Department of Natural Resources (“State”), and the CITY OF AUBURN, a government agency
(“Grantee”). State has authority to enter into this Easement under Chapter 43.12 RCW, Chapter
43.30 RCW, and Title 79 of the Revised Code of Washington (RCW).
THEREFORE, the Parties agree as follows:
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SECTION 1 GRANT OF EASEMENT
1.1 Easement Defined.
(a) State grants and conveys to Grantee a nonexclusive in gross easement, subject to
the terms and conditions of this agreement, over, upon, and under those bedlands
and shorelands legally described in Exhibit A (“Easement Property”). In this
agreement, the term “Easement” means this agreement and the rights granted.
(b) This Easement is subject to all valid interests of third parties noted in the records
of King County, or on file in the Office of the Commissioner of Public Lands,
Olympia, Washington; r ights of the public under the Public Trust Doctrine or
federal navigation servitude; and treaty rights of Indian Tribes.
(c) This Easement does not include any right to harvest, collect or damage any
natural resources, including, but not limited to, aquat ic life or living plants; any
water rights; any mineral rights; or any right to excavate or withdraw sand, gravel,
or other valuable materials.
(d) This Easement is not exclusive. State may enter and use the Easement Property
for any purpose or permit others to enter and use the Easement Property for any
purpose so long as such use does not unreasonably interfere with the rights
granted herein.
1.2 Survey and Easement Property Descriptions.
(a) Grantee’s obligation to provide a true and accurate description of the Easement
Property is a material term of this Easement . Grant ee warrants that the record of
survey referenced in Exhibit A includes a true and accurate description of the
Easement Property, and the location of the Improvements existing on the
Easement Property.
(b) Grantee’s use of any state-owned aquatic lands outside the Easement Property
boundaries is a material breach of this Easement and State may seek remedies
under Section 14 of this Easement in addition to any other remedies afforded by
law or equity or otherwise.
1.3 Condition of Easement Property. State makes no representation regarding the condition
of the Easement Property, Improvements located on the Easement Property, the suitability of the
Easement Property for Grantee’s Permitted Use, compliance with governmental laws and
regulations, availability of utility rights, access to the Easement Property, or the existence of
hazardous substances on the Easement Property.
SECTION 2 USE
2.1 Permitted Use. This Easement is granted for the purpose of and is limited to:
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Water line, Sewer line, power line, aeril fiber optic cable and fiber optic cable in
conduit (the “Permitted Use”).
Exhibit B includes additional details about the Permitted Use, the Easement Property, and the
Improvements. The Permitted Use is subject to the restrictions and additional obligations set
forth in this Easement. The Permitted Use of this Easement shall not be changed or modified
without the written consent of State, which shall be at State’s sole discretion.
2.2 Restrictions on Permitted Use and Operations.
(a) Grantee shall not cause or permit:
(1) Damage to land or natural resources on the Easement Property or adjacent
state-owned aquatic lands, regardless of whether the damages are a direct
or indirect result of the Permitted Use;
(2) Waste on the Easement Property or adjacent state-owned aquatic lands; or
(3) Deposit of material or filling activity on the Easement Property or adjacent
state-owned aquatic lands, unless approved by State in writing. This
prohibition includes, but is not limited to, any deposit of fill, rock, earth,
ballast, wood waste, hydrocarbons, refuse, garbage, waste matter
(including, but not limited to, chemical, biological, or toxic wastes),
pollutants, or other matter.
(b) Nothing in this Easement shall be interpreted as an authorization to dredge the
Easement Property.
(c) Grantee shall immediately notify State if Grantee breaches any of the terms and
conditions of this Easement.
(d) State’s failure to notify Grantee of Grantee’s failure to comply with all or any of
the restrictions set out in this Paragraph 2.2 does not constitute a waiver of any
remedies available to State.
(e) Grantee’s compliance with the restrictions in this Paragraph 2.2 does not limit
Grantee’s liability under any other provision of this Easement or the law.
2.3 Conformance with Laws. Grantee shall keep current and comply with all conditions and
terms of any permits, licenses, certificates, regulations, ordinances, statutes, and other
government rules and regulations regarding Grantee’s use of the Easement Property.
2.4 Liens and Encumbrances. Unless expressly authorized by State in writing, Grantee
shall keep the Easement Property free and clear of any liens and encumbrances arising out of or
relating to the Permitted Use or Grantee’s use of the Easement Property.
2.5 Interference with Other Uses.
(a) Grantee shall exercise Grantee’s rights under this Easement in a manner that
minimizes or avoids interference with the rights of State, the public, or others
with valid rights to use or occupy the Easement Property or surrounding lands and
water.
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(b) To the fullest extent reasonably possible, Grantee shall place and construct
Improvements in a manner that allows unobstructed movement in and on the
waters above and around the Easement Property.
(c) Except in an emergency, Grantee shall provide State with written notice regarding
the start of construction or other Significant Activity on the Easement Property at
least sixty (60) days in advance (“Notice of Significant Activity”). “Significant
Activity” means any activity that may affect the use or enjoyment of the
Easement Property or adjacent state-owned aquatic lands by the State of
Washington, public, or others with valid rights to use or occupy the Easement
Property or adjacent state-owned aquatic lands.
(d) Grantee shall mark the location of any hazards associated with the Permitted Use
and any hazards associated with the Improvements in a manner that ensures
reasonable notice to the public, including, but not limited to, boaters, kayakers,
swimmers, and divers.
SECTION 3 TERM
3.1 Term Defined. The term of this Easement is thirty (30) years, beginning on the 1st day
of May, 2023 (the “Commencement Date”), and ending on the 30th day of April, 2053 (the
“Termination Date”), unless terminated sooner under the terms of this Easement (the “Term”).
Whenever the phrase “termination of this Easement” or “termination of the Easement” is used in
this Easement, it shall refer to the ending, termination, cancellation, or expiration of the
Easement.
3.2 Renewal of Easement and/or Application for New Easement.
This Easement does not provide a right of renewal. Grantee may apply for a new Easement,
which State has discretion to grant. Grantee must apply for a new Easement at least one (1) year
prior to Termination Date.
3.3 End of Term.
(a) Removal of Improvements: Prior to the termination of this Easement, Grantee
shall remove Improvements in accordance with Section 7.
(b) Restoration of the Easement Property:
(1) Prior to the termination of this Easement, Grantee shall restore the
Easement Property to its condition before the installation of any
Improvement s on the Easement Property.
(2) Restoration of the Easement Property is to be done at Grantee’s expense
and to the satisfaction of State. Restoration of the Easement Property is
considered to be Work, as described in Section 7 of the Easement.
Grantee’s plans for restoring the Easement Property shall be submitted to
State for prior approval in accordance with Section 7 of this Easement.
(3) If Grantee fails to restore the condition of the Easement Property as
required by this Paragraph, State may take steps reasonably necessary to
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remedy Grantee’s failure. Upon demand by State, Grantee shall pay all
costs of State’s remedy, lost revenue resulting from the condition of the
Easement Property, and administrative costs associated with State’s
remedy.
(c) Vacation of Property: Upon the termination of this Easement, Grantee shall cease
all operations on and use of the Easement Property.
SECTION 4 FEES
4.1 Fee. For the Term, Grantee shall pay to State an administrative fee calculated in
accordance with RCW 79.110.240 of Eight Thousand Six Hundred Dollars ($8,600), which is
due and payable on or before the Commencement Date. Any payment not paid by State’s close
of business on the date due is past due.
4.2 Payment Place. Grantee shall make payment to Financial Management Division, 1111
Washington St SE, PO Box 47041, Olympia, WA 98504-7041.
SECTION 5 OTHER EXPENSES
5.1 Utilities. Grantee shall pay all fees charged for utilities required or needed by the
Permitted Use.
5.2 Taxes and Assessments. Grantee shall pay all taxes, assessments, and other
governmental charges applicable or attributable to the Easement, the Grantee-Owned
Improvements, or the Permitted Use.
5.3 Proof of Payment. If required by State, Grantee shall furnish to State receipts or other
appropriate evidence establishing the payment of amounts this Easement requires Grantee to pay.
SECTION 6 LATE PAYMENTS AND OTHER CHARGES
6.1 Failure to Pay. Failure to pay any fees or other expenses due under this Easement is a
breach by Grantee. State may seek remedies in Section 14 as well as late charges and interest as
provided in this Section 6. In addition, if Grantee fails to pay any amounts due to third parties
under this Easement, State may pay the amount due, and recover its cost in accordance with this
Section 6.
6.2 Late Charge. If State does not receive any payment within ten (10) days of the date due,
Grantee shall pay to State a late charge equal to four percent (4%) of the unpaid amount or Fifty
Dollars ($50), whichever is greater, to defray the overhead e xpenses of State incident to the
delay.
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6.3 Interest Penalty for Past Due Fees and Other Sums Owed.
(a) Grantee shall pay interest on the past due fees at the rate of one percent (1%) per
month until paid, in addition to paying the late charges determined under
Paragraph 6.2. Fees not paid by the close of business on the due date will begin
accruing interest the day after the due date.
(b) If State pays or advances any amounts for or on behalf of Grantee, Grantee shall
reimburse State for the amount paid or advanced and shall pay interest on that
amount at the rate of one percent (1%) per month from the date State notifies
Grantee of the payment or advance. This includes, but is not limited to State’s
payment of taxes, assessments, insurance premiums, costs of removal and
disposal of unauthorized materials, costs of removal and disposal of
Improvements under any provision of this Easement, or other amounts not paid
when due.
6.4 Referral to Collection Agency and Collection Agency Fees. If State does not receive
full payment within thirty (30) days of the due date, State may refer the unpaid amount to a
collection agency as provided by RCW 19.16.500 or other applicable law. Upon referral, Grantee
shall pay collection agency fees in addition to the unpaid amount.
6.5 No Accord and Satisfaction. If Grantee pays, or State otherwise receives, an amount
less than the full amount then due, State may apply such payment as it elects. State may accept
payment in any amount without prejudice to State’s right to recover the balance or pursue any
other right or remedy. No endorsement or statement on any check, any payment , or any letter
accompanying any check or payment constitutes accord and satisfaction.
SECTION 7 IMPROVEMENTS, PERSONAL PROPERTY, AND WORK
7.1 Improvements and Personal Property Defined.
(a) “Improvements,” consistent with RCW 79.105 through 79.140, are additions
within, upon, or attached to the Easement Property. Improvements include, but
are not limited to, fill, structures and fixtures.
(b) “Personal Property” means items that can be removed from the Easement
Property without (1) injury to the Easement Property, adjacent state-owned lands
or Improvements or (2) diminishing the value or utility of the Easement Property,
adjacent state-owned lands or Improvements.
(c) “State-Owned Improvements” are Improvements made or owned by the State of
Washington. State-Owned Improvements include any construction, alteration, or
addition to State-Owned Improvements made by Grantee.
(d) “Grantee-Owned Improvements” are (1) Improvements owned by Grantee that
are existing on the Easement Property on the Commencement Date or (2)
Improvements made by Grantee with State’s consent.
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(e) “Unauthorized Improvements” are Improvements made on the Easement Property
during the Term without State’s prior consent or Improvements made by Grantee
that do not conform with plans submitted to and approved by State.
(f) “Improvements Owned by Others” are Improvements made by others with a right
to occupy or use the Easement Property or adjacent state-owned lands.
7.2 Existing Improvements.
On the Commencement Date, the following Grantee-Owned Improvements are located on the
Easement Property: three lane vehicle bridge, aerial and in conduit fiber optic cable, power,
water and sewer. On the Commencement Date, the following Improvements Owned by Others
are located on the Easement Property: gas main.
7.3 Construction, Major Repair, Modification, and Other Work.
(a) This Paragraph 7.3 governs construction, alteration, replacement, major repair,
modification, and removal of Improvements ( collectively “Work”).
(b) Except in an emergency, Grantee shall not conduct any Work without State’s
prior written consent. Grantee shall obtain State’s prior written consent as
follows:
(1) Grantee shall submit to State plans and specifications describing the
proposed Work at least sixty (60) days before submitting permit
applications to regulatory authorities, unless Grantee and State otherwise
agree to coordinate permit applications. At a minimum, or if no permits
are necessary, Grantee shall submit plans and specifications to State at
least ninety (90) days before commencement of Work.
(2) State may deny consent if State determines that denial is in the best
interests of the State of Washington or if the proposed Work does not
comply with Paragraph 7.4. State may impose additional conditions
intended to protect and preserve the Easement Property or adjacent state-
owned aquatic lands.
(c) Grantee shall immediately notify State of emergency Work. Upon State’s request,
Grantee shall provide State with as-built plans and specifications of emergency
Work.
(d) Grantee shall not commence Work until Grantee or Grantee’s contractor has:
(1) Obtained a performance and payment bond in an amount equal to one
hundred twenty-five percent (125%) of the estimated cost of construction.
Grantee or Grantee’s contractor shall maintain the performance and
payment bond until the costs of the Work, including all laborers and
material persons, are paid in full.
(2) Obtained all required permits.
(3) Provided Notice of Significant Activity in accordance with Paragraph
2.5(c).
(e) Grantee shall preserve and protect Improvements Owned by Others, if any.
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(f) Grantee shall preserve all legal land subdivision survey markers and witness
objects (“Markers”). If disturbance of a Marker will be a necessary consequence
of Grantee’s construction, Grantee shall reference and/or replace the Marker in
accordance with all applicable laws and regulations current at the time, including,
but not limited to Chapter 58.24 RCW. At Grantee’s expense, Grantee shall retain
a registered professional engineer or licensed land surveyor to reestablish
destroyed or disturbed Markers in accordance with United States General Land
Office standards.
(g) Before completing Work, Grantee shall remove all debris and restore the
Easement Property, as nearly as possible, to its natural condition before the Work
began. If Work is intended for removal of Improvements at End of Term, Grantee
shall restore the Easement Property in accordance with Paragraph 3.3, End of
Term.
(h) Upon completing Work, Grantee shall promptly provide State with as-built plans
and specifications. State may also require Grantee to obtain an updated record of
survey showing the Easement Property boundaries and the as-built location of all
Improvements on the Easement Property.
(i) State shall not charge additional fees for authorized Improvements installed by
Grantee on the Easement Property during this Term, but State may charge
additional fees for such Improvements if and when the Grantee or successor
obtains a subsequent use authorization for the Easement Property and State has
waived the requirement for removal of Improvements as provided in Paragraph
7.5.
7.4 Standards for Work.
(a) Applicability of Standards for Work.
(1) The standards for Work in Paragraph 7.4(b) apply to Work commenced in
the five-year period following the Commencement Date. Work
commences when State approves plans and specifications.
(2) If Grantee commences Work five years or more after the Commencement
Date, Grantee shall comply with State’s current standards for Work.
(3) If Grantee commences Work five years or more after the Commencement
Date, Grantee shall ascertain State’s current standards for Work as
follows:
(i) Before submitting plans and specifications for State’s approval as
required by Paragraph 7.3 of the Easement, Grantee shall request
State to provide Grantee with State’s current standards for Work
on state-owned aquatic lands.
(ii) Within thirty (30) days of receiving Grantee’s request, State shall
provide Grantee with State’s current standards for Work, which
will be effective for the purpose of State’s approval of Grantee’s
proposed Work, provided Grantee submits plans and specifications
for State’s approval within two (2) years of Grantee’s request for
standards.
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(iii) If State does not timely provide State’s current standards for Work
upon Grantee’s request, the standards for Work under Paragraph
7.4(b) apply to Grantee’s Work, provided Grantee submits plans
and specifications as required by Paragraph 7.3 within two (2)
years of Grantee’s request for State’s current standards for Work.
(iv) If Grantee fails to (1) make a request for State’s current standards
for Work or (2) timely submit plans and specifications to State
after receiving State’s current standards for Work, Grantee, at
Grantee’s sole expense, shall make changes in plans or Work
necessary to conform to State’s current standards for Work upon
State’s demand.
(b) The following standards for Work apply to Work commenced in the five-year
period following the Commencement Date.
7.5 Grantee-Owned Improvements at End of Easement.
(a) Disposition.
(1) Grantee shall remove Grantee-Owned Improvements in accordance with
Paragraph 7.3 upon the termination of the Easement unless State waives
the requirement for removal.
(2) Grantee-Owned Improvements remaining on the Easement Property on the
termination of the Easement shall become State-Owned Improvements
without payment by State, unless State elects otherwise. State may refuse
or waive ownership.
(3) If Grantee-Owned Improvements remain on the Easement Property after
the termination of the Easement without State’s consent, State may
remove all Improvements and Grantee shall pay State’s costs of removal
and disposal.
(b) Conditions Under Which State May Waive Removal of Grantee-Owned
Improvements.
(1) State may waive removal of any Grantee-Owned Improvements whenever
State determines that it is in the best interests of the State of Washington.
(2) If Grantee enters into a new Easement, State may waive requirement to
remove Grantee-Owned Improvements. State also may consent to
Grantee’s continued ownership of Grantee-Owned Improvements.
(3) State may waive requirement to remove Grantee-Owned Improvements
upon consideration of a timely request from Grantee, as follows:
(i) Grantee shall submit its request to leave Grantee-Owned
Improvements to State at least one (1) year before the
Termination Date.
(ii) State, within ninety (90) days of receiving Grantee’s request, will
notify Grantee whether State consents to any Grantee-Owned
Improvements remaining. State has no obligation to grant consent.
(iii) State’s failure to respond to Grantee’s request to leave
Improvements within ninety (90) days is a denial of the request.
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(c) Grantee’s Obligations if State Waives Removal.
(1) Grantee shall not remove a Grantee-Owned Improvement if State waives
the requirement for removal of that Grantee-Owned Improvement.
(2) Grantee shall maintain such Grantee-Owned Improvements in accordance
with this Easement until the termination of this Easement. State may
require Grantee to take appropriate steps to decommission the structure.
Grantee is liable to State for cost of repair if Grantee causes or allows
damage to Grantee-Owned Improvements State has designated to remain.
(3) State may condition its waiver of removal on Grantee entering into a new
Easement for the Grantee-Owned Improvements.
7.6 Unauthorized Improvements.
(a) Unauthorized Improvements belong to State, unless State elects otherwise.
(b) The placement of Unauthorized Improvements on the Easement Property is a
breach of this Easement and State may require removal of any or all Unauthorized
Improvements. If State requires removal of Unauthorized Improvements and if
Grantee fails to remove the Unauthorized Improvements, State may remove the
Unauthorized Improvements and Grantee shall pay for the cost of removal and
disposal.
(c) In addition to requiring removal of Unauthorized Improvements, State may
charge Grantee a use fee that is sixty percent (60%) higher than the full market
value of the use of the land for the Unauthorized Improvements from the time of
installation or construction until the time the Unauthorized Improvements are
removed.
(d) If State co nsents to Unauthorized Improvements remaining on the Easement
Property, upon State’s consent, the Unauthorized Improvements will be treated as
Grantee-Owned Improvements and the removal and ownership of such
Improvements shall be governed by Paragraph 7.5. If State consents to the
Unauthorized Improvements remaining on the Easement Property, State may
charge a use fee that is sixty percent (60%) higher than the full market value of
the use of the land for the Unauthorized Improvements from the time of
installation or construction until State consents.
7.7 Personal Property.
(a) Grantee retains ownership of Personal Property unless Grantee and State agree
otherwise in writing.
(b) Grantee shall remove Personal Property from the Easement Property by the
termination of the Easement. Grantee is liable for damage to the Easement
Property and to any Improvements that may result from removal of Personal
Property.
(c) State may remove, sell, or dispose of all Personal Property left on the Easement
Property after the termination of the Easement.
(1) If State conducts a sale of Personal Property, State shall first apply
proceeds to State’s costs of removing the Personal Property, State’s costs
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in conducting the sale, and any other payment due from the Grantee to
State. State shall pay the remainder, if any, to the Grantee. Grantee shall
be liable for any costs of removing the Personal Property and conducting
the sale that exceed the proceeds received by State.
(2) If State disposes of Personal Property, Grantee shall pay for the cost of
removal and disposal.
SECTION 8 ENVIRONMENTAL LIABILITY/RISK ALLOCATION
8.1 Definitions.
(a) “Hazardous Substance” means any substance that now or in the future becomes
regulated or defined under any federal, state, or local statute, ordinance, rule,
regulation, or other law relating to human health, environmental protection,
contamination, pollution, or cleanup.
(b) “Release or threatened release of Hazardous Substance” means a release or
threatened release as defined under any law described in Paragraph 8.1(a).
(c) “Utmost care” means such a degree of care as would be exercised by a very
careful, prudent, and competent person under the same or similar circumstances;
the utmost care required under RCW 70A.305.040(3)(a)(iii) of the Washington
State Model Toxics Control Act.
(d) “Grantee and affiliates” when used in this Section 8 means Grantee or Grantee’s
subgrantees, contractors, agents, employees, guests, invitees, licensees, affiliates,
or any person on the Easement Property with the Grantee’s permission.
(e) “Liabilities” as used in this Section 8 means any claims, demands, proceedings,
lawsuits, damages, costs, expenses, fees (including attorneys’ fees and
disbursements), penalties, or judgments.
8.2 General Conditions.
(a) Grantee’s obligations under this Section 8 extend to the area in, on, under, or
above:
(1) The Easement Property and
(2) Adjacent state-owned aquatic lands if affected by a release of Hazardous
Substances that occurs as a result of the Permitted Use.
(b) Standard of Care.
(1) Grantee shall exercise the utmost care with respect to Hazardous
Substances.
(2) As relates to the Permitted Use, Grantee shall exercise utmost care for the
foreseeable acts or omissions of third parties with respect to Hazardous
Substances, and the foreseeable consequences of those acts or omissions,
to the extent required to establish a viable, third-party defense under the
law.
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8.3 Current Conditions and Duty to Investigate.
(a) State makes no representation about the condition of the Easement Property or
adjacent state-owned aquatic lands. Hazardous Substances may exist in, on,
under, or above the Easement Property or adjacent state-owned aquatic lands.
(b) This Easement does not impose a duty on State to conduct investigations or
supply information to Grantee about Hazardous Substances.
(c) Grantee is responsible for conducting all appropriate inquiry and gathering
sufficient information concerning the Easement Property and the existence, scope,
and location of Hazardous Substances on or near the Easement Property necessary
for Grantee to meet Grantee’s obligations under this Easement and utilize the
Easement Property for the Permitted Use.
8.4 Use of Hazardous Substances.
(a) Grantee and affiliates shall not use, store, generate, process, transport, handle,
release, or dispose of Hazardous Substances, except in accordance with all
applicable laws.
(b) Grantee shall not undertake, or allow others to undertake by Grantee’s
permission, acquiescence, or failure to act, activities that result in a
release or threatened release of Hazardous Substances.
(c) If use of Hazardous Substances related to the Permitted Use or Grantee’s use of
the Property results in a violation of law:
(1) Grantee shall submit to State any plans for remedying the violation, and
(2) Grantee shall implement any measures to restore the Easement Property or
natural resources that State may require in addition to remedial measures
required by regulatory authorities.
8.5 Management of Contamination.
(a) Grantee and affiliates shall not undertake activities that:
(1) Damage or interfere with the operation of remedial or restoration
activities, if any;
(2) Result in human or environmental exposure to contaminated sediments, if
any;
(3) Result in the mechanical or chemical disturbance of on-site habitat
mitigation, if any.
(b) If requested, Grantee shall allow reasonable access to:
(1) Employees and authorized agents of the United States Environmental
Protection Agency (EPA), the Washington State Department of Ecology,
health department, or other similar environmental agencies; and
(2) Potentially liable or responsible parties who are the subject of an order or
consent decree that requires access to the Easement Property. Grantee may
negotiate an access agreement with such parties, but Grantee may not
unreasonably withhold such agreement.
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8.6 Notification and Reporting.
(a) Grantee shall immediately notify State if Grantee becomes aware of any of the
following:
(1) A release or threatened release of Hazardous Substances;
(2) Any new discovery of or new information about a problem or liability
related to, or derived from, the presence of Hazardous Substances;
(3) Any lien or action arising from Hazardous Substances;
(4) Any actual or alleged violation of any federal, state, or local statute,
ordinance, rule, regulation, or other law pertaining to Hazardous
Substances;
(5) Any notification from the EPA or the Washington State Department of
Ecology that remediation or removal of Hazardous Substances is or may
be required at the Easement Property.
(b) Grantee’s duty to report under Paragraph 8.6(a) extends to lands described in
Paragraph 8.2(a), and to any other property used by Grantee in conjunction with
the Easement Property if a release of Hazardous Substances on the other property
could affect the Easement Property.
(c) Grantee shall provide State with copies of all documents Grantee submits to any
federal, state, or local authorities concerning environmental impacts or proposals
relative to the Easement Property. Documents subject to this requirement include,
but are not limited to, applications, reports, studies, or audits for National
Pollutant Discharge Elimination System permits (NPDES); United States Army
Corps of Engineers permits; State Hydraulic Project Approvals (HPA); State
Water Quality Certifications; Substantial Shoreline Development permits; and any
reporting necessary for the existence, location, and storage of Hazardous
Substances on the Easement Property.
8.7 Indemnification.
(a) Grantee shall fully indemnify, defend, and hold harmless State from and against
any Liabilities that arise out of, or relate to:
(1) The use, storage, generation, processing, transportation, handling, or
disposal of any Hazardous Substance by Grantee and affiliates occurring
whenever Grantee uses or has used the Easement Property;
(2) The release or threatened release of any Hazardous Substance resulting
from any act or omission of Grantee and affiliates occurring whenever
Grantee uses or has used the Easement Property.
(b) Grantee shall fully indemnify, defend, and hold harmless State for any Liabilities
that arise out of or relate to Grantee’s breach of obligations under Paragraph 8.5.
(c) If Grantee fails to exercise care as described in Paragraph 8.2(b)(2), Grantee shall
fully indemnify, defend, and hold harmless State from and against Liabilities
arising from the acts or omissions of third parties in relation to the release or
threatened release of Hazardous Substances.
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8.8 Reservation of Rights.
(a) For Liabilities not covered by the indemnification provisions of Paragraph 8.7, the
Parties expressly reserve and do not waive any rights, claims, immunities, causes
of action, or defenses relating to Hazardous Substances that either Party may have
against the other under law.
(b) The Parties expressly reserve all such rights, claims, immunities, and defenses
that either Party may have against third parties. Nothing in this Section 8 benefits
or creates rights for third parties.
(c) The allocations of risks, Liabilities, and responsibilities set forth in this Section 8
do not release either Party from or affect the liability of either Party for Hazardous
Substances claims or actions by regulatory agencies.
8.9 Cleanup.
(a) If Grantee’s act, omission, or breach of obligation under Paragraph 8.4 results in a
release of Hazardous Substances that exceeds the threshold limits of any
applicable regulatory standards, Grantee shall, at Grantee’s sole expense,
promptly take all actions necessary or advisable to clean up the Hazardous
Substances in accordance with applicable law.
(b) If a cleanup is eligible for the Washington State Department of Ecology’s
Voluntary Cleanup Program, Grantee may undertake a cleanup of the Easement
Property pursuant to the Washington State Department of Ecology’s Voluntary
Cleanup Program, provided that Grantee cooperates with the Department of
Natural Resources in development of cleanup plans. Grantee shall not proceed
with Voluntary Cleanup without the Department of Natural Resources’ approval
of final plans. Nothing in the operation of this provision is an agreement by the
Department of Natural Resources that the Voluntary Cleanup complies with any
laws or with the provisions of this Easement. Grantee’s completion of a Voluntary
Cleanup is not a release from or waiver of any obligation for Hazardous
Substances under this Easement.
8.10 Sampling by State, Reimbursement, and Split Samples.
(a) State may conduct sampling, tests, audits, surveys, or investigations (“Tests”) of
the Easement Property at any time to determine the existence, scope, or effects of
Hazardous Substances.
(b) If such Tests, along with any other information, demonstrate a breach of
Grantee’s obligations regarding Hazardous Substances under this Easement,
Grantee shall promptly reimburse State for all costs associated with such Tests,
provided State gave Grantee thirty (30) days’ advance notice in nonemergencies,
and reasonably practical notice in emergencies.
(c) In nonemergencies, Grantee is entitled to obtain split samples of Test samples,
provided Grantee gives State written notice requesting split samples at least ten
(10) days before State conducts Tests. Upon demand, Grantee shall promptly
reimburse State for additional cost, if any, of split samples.
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(d) If either Party conducts Tests on the Easement Property, the conducting Party
shall provide the other Party with validated final data and quality
assurance/quality control/chain of custody information about the Tests within
sixty (60) days of a written request by the other Party, unless Tests are part of a
submittal under Paragraph 8.6(c) in which case Grantee shall submit data and
information to State without written request by State. Neither party is obligated to
provide any analytical summaries or the work product of experts.
SECTION 9 NATURE OF ESTATE AND ASSIGNMENT
This Easement shall be in gross for the sole benefit of Grant ee’s use associated with the
Permitted Use. This Easement shall not run with the land. This Easement is indivisible. Grantee
shall not sell, convey, mortgage, assign, pledge, grant franchises for, or otherwise transfer or
encumber any part of Grantee’s int erest in this Easement or any part of Grantee’s interest in the
Easement Property without State’s prior written consent, which shall be at State’s sole discretion.
State reserves the right to reasonably change the terms and conditions of this Easement upon
State’s consent to requests made under this Section 9.
SECTION 10 INDEMNITY, INSURANCE, FINANCIAL SECURITY
10.1 Indemnity.
(a) Grantee shall indemnify, defend, and hold harmless State, its employees, officials,
officers, and agents from any Claim arising out of the Permitted Use, any Claim
arising out of activities related to the Permitted Use, and any Claim arising out of
the use of the Easement Property by Grantee, its contractors, agents, invitees,
guests, employees, affiliates, licensees, or permit tees, to the fullest extent
permitted by law and subject to the limitations provided below.
(b) “Claim” as used in this Paragraph 10.1 means any financial loss, claim, suit,
action, damages, expenses, costs, fees (including attorneys’ fees), fines, penalt ies,
or judgments attributable to: bodily injury; sickness; disease; death; damages to
tangible property, including, but not limited to, land, aquatic life, and other
natural resources. “Damages to tangible property” includes, but is not limited to,
physical injury to tangible property, diminution in value of tangible property,
damages resulting from loss of use of tangible property, and loss or diminution of
natural resource values.
(c) State shall not require Grantee to indemnify, defend, and hold harmless State, its
employees, officials, officers, and agents for a Claim caused solely by or resulting
solely from the negligence or willful act of State or State’s employees, officials,
officers, or agents.
(d) Grantee specifically and expressly waives any immunity that may be granted
under the Washington State Industrial Insurance Act, Title 51 RCW in connection
with its obligation to indemnify, defend, and hold harmless State and its
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employees, officials, officers, and agents. Further, Grantee’s obligation under this
Easement to indemnify, defend, and hold harmless State and its employees,
officials, officers, and agents shall not be limited in any way by any limitation on
amount or type of damages, compensation, or benefits payable to or for any third
party under the workers’ compensation acts.
(e) Only to the extent RCW 4.24.115 applies and requires such a limitation, if a
Claim, is caused by or results from the concurrent negligence of (a) State or
State’s employees, officials, officers, or agents and (b) the Grantee or Grantee’s
agents or employees, these indemnity provisions shall be valid and enforceable
only to the extent of the negligence of the Grantee and those acting on its behalf.
(f) Section 8, Environmental Liability/Risk Allocation, exclusively shall govern
Grantee’s liability to State for Hazardous Substances and its obligation to
indemnify, defend, and hold harmless State for Hazardous Substances.
10.2 Insurance Terms.
(a) Insurance Required.
(1) Grantee certifies that on the Commencement Date of this Easement it is a
member of a self-insured risk pool for all the liability exposures, its self-
insurance plan satisfies all State requirements, and its self-insurance plan
provides coverage equal to that required in this Paragraph 10.2 and by
Paragraph 10.3, Insurance Types and Limits. Grantee shall provide to
State evidence of its status as a member of a self-insured risk pool]. Upon
request by State, Grantee shall provide a written description of its financial
condition and/or the self-insured funding mechanism. Grantee shall
provide State with at least thirty (30) days’ written notice prior to any
material changes to Grantee’s self-insured funding mechanism. If during
the Term Grantee’s self-insurance plan fails to provide coverage equal to
that required in Paragraph 10.2 and Paragraph 10.3 of this Easement,
Grantee shall procure additional commercial insurance coverage to meet
the requirements of this Easement. The requirements in Paragraphs
10.2(a)(3) and (4) only apply where the Grantee procures additional
commercial insurance to meet the requirements of this Easement.
(2) Unless State agrees to an exception, Grantee shall provide insurance
issued by an insurance company or companies admitted to do business in
the State of Washington and have a rating of A- or better by the most
recently published edition of A.M. Best’s Insurance Reports. Grantee may
submit a request to the risk manager for the Department of Natural
Resources to approve an exception to this requirement. If an insurer is not
admitted, the insurance policies and procedures for issuing the insurance
policies shall comply with Chapter 48.15 RCW and 284-15 WAC.
(3) All general liability, excess, umbrella, and pollution legal liability
insurance policies must name the S tate of Washington, the Department of
Natural Resources, its elected and appointed officials, officers, agents, and
employees as an additional insured by way of endorsement.
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(4) All property, builder’s risk, and equipment breakdown insurance must
name the State of Washington, the Department of Natural Resources, its
elected and appointed officials, officers, agents, and employees as loss
payees.
(5) All insurance provided in compliance with this Easement must be primary
as to any other insurance or self-insurance programs afforded to or
maintained by State.
(b) Waiver.
(1) Grantee waives all rights against State for recovery of damages to the
extent insurance maintained pursuant to this Easement covers these
damages.
(2) Except as prohibited by law, Grantee waives all rights of subrogation
against State for recovery of damages to the extent that they are covered
by insurance maintained pursuant to this Easement.
(c) Proof of Insurance.
(1) Grantee shall provide State with a certificate(s) and endorsement(s) of
insurance executed by a duly authorized representative of each insurer,
showing compliance with insurance requirements specified in this
Easement and, if requested, copies of policies to State.
(2) The certificate(s) of insurance must reference the Easement number.
(3) Receipt of such certificates, endorsements, or policies by State does not
constitute approval by State of the terms of such policies.
(d) State must receive written notice before cancellation or non-renewal of any
insurance required by this Easement, as follows:
(1) Insurers subject to RCW 48.18 (admitted and regulated by the Insurance
Commissioner): If cancellation is due to non-payment of premium,
provide State ten (10) days’ advance notice of cancellation; otherwise,
provide State forty-five (45) days’ advance notice of cancellation or non-
renewal.
(2) Insurers subject to RCW 48.15 (surplus lines): If cancellation is due to
non-payment of premium, provide State ten (10) days’ advance notice of
cancellation; otherwise, provide State twenty (20) days’ advance notice of
cancellation or non-renewal.
(e) Adjustments in Insurance Coverage.
(1) State may impose changes in the limits of liability for all types of
insurance as State deems necessary.
(2) Grantee shall secure new or modified insurance coverage within thirty
(30) days after State requires changes in the limits of liability.
(f) If Grantee fails to procure and maintain the insurance required in this Easement
within fifteen (15) days after Grantee receives a notice to comply from State,
State may either:
(1) Terminate this Easement, or
(2) Procure and maintain comparable substitute insurance and pay the
premiums. Upon demand, Grantee shall pay to State the full amount paid
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by State, together with interest at the rate provided in Paragraph 6.3 from
the date of State’s notice of the expenditure until Grantee’s repayment.
(g) General Terms.
(1) State does not represent that coverage and limits required under this
Easement are adequate to protect Grantee.
(2) Coverage and limits do not limit Grantee’s liability for indemnification
and reimbursements granted to State under this Easement.
(3) The Parties shall use any insurance proceeds payable by reason of damage
or destruction to Easement Property first to restore the Easement Property,
then to pay the cost of the reconstruction, then to pay State any sums in
arrears, and then to Grantee.
10.3 Insurance Types and Limits.
(a) General Liability Insurance.
(1) Grantee shall maintain commercial general liability insurance (CGL) or
marine general liability (MGL) covering claims for bodily injury, personal
injury, or property damage arising on the Easement Property and/or
arising out of the Permitted Use and, if necessary, commercial umbrella
insurance with a limit of not less than One Million Dollars ($1,000,000)
per each occurrence. If such CGL or MGL insurance contains aggregate
limits, the general aggregate limit must be at least twice the “each
occurrence” limit. CGL or MGL insurance must have products-completed
operations aggregate limit of at least two times the “each occurrence”
limit.
(2) CGL insurance must be written on Insurance Services Office (ISO)
Occurrence Form CG 00 01 (or a substitute form providing equivalent
coverage). All insurance must cover liability arising out of premises,
operations, independent contractors, products completed operations,
personal injury and advertising injury, and liability assumed under an
insured contract (including the tort liability of another party assumed in a
business contract) and contain separation of insured (cross-liability)
condition.
(3) MGL insurance must have no exclusions for non-owned watercraft.
(b) Workers’ Compensation.
(1) State of Washington Workers’ Co mpensation.
(i) Grantee shall comply with all State of Washington workers’
compensation statutes and regulations. Grantee shall provide
workers’ compensation coverage for all employees of Grantee.
Coverage must include bodily injury (including death) by accident
or disease, which arises out of or in connection with the Permitted
Use or related activities.
(ii) If Grantee fails to comply with all State of Washington workers’
compensation statutes and regulations and State incurs fines or is
required by law to provide benefits to or obtain coverage for such
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employees, Grantee shall indemnify State. Indemnity shall include
all fines; payment of benefits to Grantee, employees, or their heirs
or legal representatives; and the cost of effecting coverage on
behalf of such employees.
(2) Longshore and Harbor Workers’ and Jones Acts. The Longshore and
Harbor Workers’ Act (33 U.S.C. Section 901 et seq.) and/or the Jones Act
(46 U.S.C. Section 30104) may require Grantee to provide insurance
coverage in some circumstances. Grantee shall ascertain if such insurance
is required and, if required, shall maintain insurance in compliance with
the law. Grantee is responsible for all civil and criminal liability arising
from failure to maintain such coverage.
(c) Employers’ Liabi lity Insurance. Grantee shall procure employers’ liability
insurance, and, if necessary, commercial umbrella liability insurance with limits
not less than One Million Dollars ($1,000,000) each accident for bodily injury by
accident and One Million Dollars ($1,000,000) each employee for bodily injury
by disease.
(d) Property Insurance.
(1) Grantee shall buy and maintain property insurance covering all real
property and fixtures, equipment, Improvements and betterments
(regardless of whether owned by Grantee or State). Such insurance must
be written on an all risks basis and, at minimum, cover the perils insured
under ISO Special Causes of Loss Form CP 10 30, and cover the full
replacement cost of the property insured. Such insurance may have
commercially reasonable deductibles. Any coinsurance requirement in the
policy must be waived.
(2) Grantee shall buy and maintain equipment breakdown insurance covering
all real property and fixtures, equipment, Improvements and betterments
(regardless of whether owned by Grantee or State) from loss or damage
caused by the explosion of equipment, fired or unfired vessels, electric or
steam generators, electrical arcing, or pipes.
(3) In the event of any loss, damage, or casualty that is covered by one or
more of the types of insurance described above, the Parties shall proceed
cooperatively to settle the loss and collect the proceeds of such insurance,
which State shall hold in trust, including interest earned on such proceeds,
for use according to the terms of this Easement. The Parties shall use
insurance proceeds in accordance with Paragraph 10.2(g)(3).
(4) When sufficient funds are available, using insurance proceeds described
above, the Parties shall continue with reasonable diligence to prepare
plans and specifications for, and thereafter carry out, all work necessary
to:
(i) Repair and restore damaged Improvements to their former
condition, or
(ii) Replace and restore damaged Improvements with new
Improvements on the Easement Property of a quality and
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usefulness at least equivalent to, or more suitable than, damaged
Improvements.
(e) Builder’s Risk Insurance.
(1) Grantee shall procure and maintain in force, or require its contractor(s) to
procure and maintain in force, builder’s risk insurance on the entire work
during the period construction is in progress and until completion of the
project and acceptance by State. Such insurance must be written on a
completed form and in an amount equal to the value of the completed
Improvements, subject to subsequent modifications to the sum. The
insurance must be written on a replacement cost basis. The insurance must
name Grantee, all contractors, and subcontractors in the work as insured.
(2) Insurance described above must cover or include the following:
(i) All risks of physical loss except those specifically excluded in the
policy, including loss or damage caused by collapse;
(ii) The entire work on the Easement Property, including reasonable
compensation for architect’s services and expenses made necessary
by an insured loss;
(iii) Portions of the work located away from the Easement Property but
intended for use at the Easement Property, and portions of the
work in transit;
(iv) Scaffolding, falsework, and temporary buildings located on the
Easement Property; and
(v) The cost of removing debris, including all demolition as made
legally necessary by the operation of any law, ordinance, or
regulation.
(3) Grantee or Grantee’s contractor(s) is responsible for paying any part of
any loss not covered because of application of a deductible contained in
the policy described above.
(4) Grantee or Grantee’s contractor(s) shall buy and maintain equipment
breakdown insurance covering insured objects during installation and until
final acceptance by permitting authority. If testing is performed, such
insurance must cover such operations. The insurance must name Grantee,
all contractors, and subcontractors in the work as insured.
(f) Business Auto Policy Insurance.
(1) Grantee or Grantee’s contractor(s) shall maintain business auto liability
insurance and, if necessary, commercial umbrella liability insurance with a
limit not less than [One Million Dollars ($1,000,000) per accident. Such
insurance must cover liability arising out of “Any Auto.”
(2) Business auto coverage must be written on ISO Form CA 00 01, or
substitute liability form providing equivalent coverage. If necessary, the
policy must be endorsed to provide contractual liability coverages and
cover a “covered pollution cost or expense” as provided in the 1990 or
later editions of CA 00 01.
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10.4 Financial Security.
(a) On the Commencement Date of this Easement, Grantee is not required to procure
and maintain a corporate security bond or other financial security (“Security”).
During the Term, State may require Grantee to procure and maintain Security
upon any of the event s listed in Paragraph 10.4(c)(1). Grantee’s failure to
maintain the Security in the required amount during the Term constitutes a breach
of this Easement.
(b) All Security must be in a form acceptable to State.
(1) Bonds must be issued by companies admitted to do business within the
State of Washington and have a rating of A-, Class VII or better, in the
most recently published edition of A.M. Best’s Insurance Reports, unless
State approves an exception in writing. Grantee may submit a request to
the Risk Manager for the Department of Natural Resources for an
exception to this requirement.
(2) Letters of credit, if approved by State, must be irrevocable, allow State to
draw funds at will, provide for automatic renewal, and comply with
RCW 62A.5-101, et. seq.
(3) Savings account assignments, if approved by State, must allow State to
draw funds at will.
(c) Adjustment in Amount of Security.
(1) State may require an adjustment in the Security amount:
(i) As a condition of approval of assignment of this Easement,
(ii) Upon a material change in the condition or disposition of any
Improvements, or
(iii) Upon a change in the Permitted Use.
(2) Grantee shall deliver a new or modified form of Security to State within
thirty (30) days after State has required adjustment of the amount of the
Security.
(d) Upon any breach by Grantee in its obligations under this Easement, State may
collect on the Security to offset the liability of Grantee to State. Collection on the
Security does not (1) relieve Grantee of liability, (2) limit any of State’s other
remedies, (3) reinstate the Easement or cure the breach or (4) prevent termination
of the Easement because of the breach.
SECTION 11 MAINTENANCE AND REPAIR
11.1 State’s Repairs. State shall not be required to make any alterations,
maintenance, replacements, or repairs in, on, or about the Easement Property, or any
part thereof, during the Term.
11.2 Grantee’s Repairs and Maintenance.
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(a) Grantee shall, at its sole cost and expense, keep and maintain the Easement
Property and all Grantee-Owned Improvements in good order and repair, in a
clean, attractive, and safe condition. Grantee shall repair all damage caused or
permitted by Grantee to Improvements Owned by Others on the Easement
Property.
(b) Grantee shall, at its sole cost and expense, make any and all additions,
repairs, alterations, maintenance, replacements, or changes to the
Easement Property or to any Grantee-Owned Improvements on the
Easement Property that may be required by any public authority having
jurisdiction over the Easement Property and requiring it for public health,
safety and welfare purposes.
(c) Except as provided in Paragraph 11.2(d), all additions, repairs, alterations,
maintenance, replacements or changes to the Easement Property and to any
Grantee-Owned Improvements on the Easement Property shall be made in
accordance with, and ownership shall be governed by, Section 7 above.
(d) Routine maintenance and repair are acts intended to prevent a decline, lapse, or
cessation of the Permitted Use and associated Grantee-Owned Improvements.
Routine maintenance or repair that does not require regulatory permits does not
require authorization from State pursuant to Section 7.
(e) Upon completion of maintenance activities, Grantee shall remove all debris and
restore the Easement Property to the condition prior to the commencement of
Work.
SECTION 12 DAMAGE OR DESTRUCTION
12.1 Damage to Improvements.
(a) In the event of any damage to or destruction of any Improvements on the
Easement Property, Grantee shall immediately notify State, with subsequent
written notice to State within five (5) days.
(b) Grantee shall be solely responsible for any reconstruction, repair, or replacement
of any Grantee-Owned Improvements. If Grantee elects not to reconstruct, repair,
or replace all or a portion of any damaged Improvements, Grantee shall promptly
remove any damaged or destroyed Improvements and restore the Easement
Property. Any reconstruction, repair, or replacement of Improvements is governed
by Section 7 Improvements, Personal Property, and Work, and Section 11,
Maintenance and Repair, and any Additional Obligations in Exhibit B.
(c) If Grantee is in breach of this Easement at the time damage or destruction occurs
to Grantee-Owned Improvements, State may elect to terminate the Easement
without giving Grantee an opportunity to cure, and State may retain any insurance
proceeds payable as a result of the damage or destruction.
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12.2 Damage to Land or Natural Resources
(a) In the event of any damage to or destruction to the land or natural resources on the
Easement Property, Grantee shall immediately notify State, with subsequent
written notice to State within five (5) days. In the event of any damage or
destruction to land or natural resources on adjacent state-owned aquatic lands that
is attributable to Grantee’s use of the Property, to the Permitted Use, or to related
activities, Grantee shall immediately notify State, with subsequent written notice
to State within five (5) days.
(b) Grantee, at Grantee’s sole cost, shall remedy any damages to land or natural
resources on the Easement Property and adjacent state-owned aquatic lands that
are attributable to Grantee’s use of the Property, the Permitted Use, or related
activities, in accordance with a plan approved by State. Grantee shall also
compensate State for any lost or damaged natural resource values in accordance
with Paragraph 12.2(c).
(c) Compensation for lost resource values:
(1) If damages to the land or natural resources result in lost or damaged
natural resource values, Grantee shall compensate State with (1) monetary
compensation; (2) the completion of a project approved by State that
includes replacing, enhancing, or otherwise providing in-kind habitats,
resources, or environments on other state-owned aquatic lands in order to
offset the damage and impacts; or (3) a mixture of both monetary
compensation and a project. State shall have the discretion to determine if
Grantee will compensate with monetary compensation, a project, or both.
If State requires monetary compensation, the value of damages shall be
determined in accordance with Paragraph 12.2(c)(2).
(2) If State requires monetary compensation under Paragraph 12.2(c)(1),
unless the Parties otherwise agree on the value, a three-member panel of
professional appraisers or resource economists will determine the measure
of lost resource values, and issue a writ ten decision. The appraisers or
resource economists shall be qualified to assess economic value of natural
resources. State and Grantee each shall appoint and compensate one
member of the panel. By consensus, the two appointed members shall
select the third member, who will be compensated by State and Grantee
equally. The panel shall base the calculation of compensation on generally
accepted valuation principles. The written decision of the majority of the
panel shall bind the Parties.
(d) If damage to land or natural resources on the Easement Property or adjacent state-
owned aquatic lands are attributable to Grantee’s use of the Property, to the
Permitted Use, or to related activities, or if such damage occurs when Grantee is
in breach of the Easement, State may elect to terminate the Easement in
accordance with Section 14. If State elects to terminate the Easement, Grantee is
still responsible for restoring any damages to land or natural resources on the
Easement Property and adjacent state-owned aquatic lands, and for compensating
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State for any lost resource values in accordance with Paragraph 12.2(c). State may
retain any insurance proceeds payable as a result of the damage or destruction.
(e) State may, with or without terminating the Easement, at the sole expense of
Grantee, remedy any damages and complete a project that offsets lost or damaged
natural resource values. If State takes any such actions, upon demand by State,
Grantee shall pay all costs incurred by State.
12.3 State’s Waiver of Claim. State does not waive any claims for damage or destruction of
the Easement Property or adjacent state-owned aquatic lands unless State provides written notice
to Grantee of each specific claim waived.
12.4 Insurance Proceeds. Grantee’s duties under Paragraphs 12.1 and 12.2 are not
conditioned upon the availability of any insurance proceeds to Grantee from which the cost of
repairs may be paid. The Parties shall use insurance proceeds in accordance with Paragraph
10.2(g)(3).
SECTION 13 CONDEMNATION
In the event of condemnation, the Parties shall allocate the condemnation award between State
and Grantee based upon the ratio of the fair market value of (1) Grantee’s rights in the Easement
Property and Grantee-Owned Improvements and (2) State’s interest in the Easement Property;
the reversionary interest in Grantee-Owned Improvements, if any; and State-Owned
Improvements, if any. In the event of a partial taking, the Parties shall compute the ratio based on
the portion of Easement Property or Improvements taken. If Grantee and State are unable to
agree on the allocation, the Parties shall submit the dispute to binding arbitration in accordance
with the rules of the American Arbitration Association.
SECTION 14 REMEDIES AND TERMINATION
14.1 Termination by Breach. State may terminate this Easement upon Grantee’s failure to
cure a breach of the terms and conditions of this Easement. Unless otherwise stated in this
Easement, State shall provide Grantee written notice of breach, and Grantee shall have sixty (60)
days after receiving the notice to cure the breach. State may extend the cure period if breach is
not reasonably capable of cure within sixty (60) days. This sixty (60) day cure period does not
apply where State terminates this Easement under Paragraph 10.2(f) or Section 12.
14.2 Termination by Nonuse. If Grantee does not use the Easement Property for a period of
three (3) successive years, this Easement terminates without further action by State and
Grantee’s rights revert to State. Grantee shall still be responsible for complying with all end of
Term requirements.
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14.3 Termination by Grantee. Grantee may terminate this Easement upon providing State
with sixty (60) days written notice of intent to terminate. If Grantee terminates under this
Paragraph, the date of Grantee’s termination shall be deemed the Termination Date and Grantee
shall comply with all end of Term requirements. Grantee is not entitled to any refunds of
Easement fees already paid to State.
14.4 Remedies Not Exclusive. The remedies specified under this Section 14 are not exclusive
of any other remedies or means of redress to which State is lawfully entitled for Grantee’s breach
or threatened breach of any provision of this Easement.
SECTION 15 NOTICE AND SUBMITTALS
15.1 Notice. Fo llowing are the locations for delivery of notice and submittals required or
permitted under this Easement. Any Party may change the place of delivery upon ten (10) days’
written notice to the other.
State: DEPARTMENT OF NATURAL RESOURCES
Aquatic Resources, Shoreline District
950 Farman Avenue North
Enumclaw, WA 98022
Grantee: City of Auburn
25 West Main Street
Auburn, WA 98001
The Parties may deliver any notice in person, by facsimile machine, or by certified mail.
Depending on the method of delivery, notice is effective upon personal delivery, upon receipt of
a confirmation report if delivered by facsimile machine, or three (3) days after mailing. All
notices must identify the Easement number. On notices transmitted by facsimile machine, the
Parties shall state the number of pages contained in the notice, including the transmittal page, if
any.
15.2 Contact Persons. On the Commencement Date, the following persons are designated
day-to-day contact persons. Any Party may change the Contact Person upon reasonable notice to
the other.
State: DEPARTMENT OF NATURAL RESOURCES
Shoreline District
950 Farman Avenue North
Enumclaw, WA 98022
Phone: (360) 825-1631
Email: aquaticleasing.shoreline@dnr.wa.gov
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Grantee: City of Auburn, Public Works
Phone: (253)931-3010
SECTION 16 MISCELLANEOUS
16.1 Authority. Grantee and the person or persons executing this Easement on behalf of
Grantee represent that Grantee is qualified to do business in the State of Washington, that
Grantee has full right and authority to enter into this Easement, and that each and every person
signing on behalf of Grantee is authorized to do so. Upon State’s request, Grantee shall provide
evidence satisfactory to State confirming these representations.
16.2 Successors and Assigns. Subject to the limitations set forth in Section 9, this Easement
binds and inures to the benefit of the Parties, their successors, and assigns.
16.3 Headings. The headings used in this Easement are for convenience only and in no way
define, limit, or extend the scope of this Easement or the intent of any provision.
16.4 Entire Agreement. This Easement, including the exhibits, attachments, and addenda, if
any, contains the entire agreement of the Parties. This Easement merges all prior and
contemporaneous agreements, promises, representations, and statements relating to this
transaction or to the Easement Property.
16.5 Waiver.
(a) The waiver of any breach of any term, covenant, or condition of this Easement is
not a waiver of such term, covenant, or condition; of any subsequent breach of the
same; or of any other term, covenant, or condition of this Easement. State’s
acceptance of a payment is not a waiver of any preceding or existing breach other
than the failure to pay the particular payment that was accepted.
(b) The renewal of the Easement, extension of the Easement, or the issuance of a new
Easement to Grantee, does not waive State’s ability to pursue any rights or
remedies under the Easement.
16.6 Cumulative Remedies. The rights and remedies of State under this Easement are
cumulative and in addition to all other rights and remedies afforded by law or equity or
otherwise.
16.7 Time is of the Essence. TIME IS OF THE ESSENCE as to each and every provision of
this Easement.
16.8 Language. The word “Grantee” as used in this Easement applies to one or more persons
and regardless of gender, as the case may be. The singular includes the plural, and the neuter
includes the masculine and feminine. If there is more than one Grantee, their obligations are joint
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and several. The word “persons,” whenever used, shall include individuals, firms, associations,
and corporations. The word “Parties” means State and Grantee in the collective. The word
“Party” means either or both State and Grantee, depending on the context.
16.9 Invalidity. The invalidity, voidness, or illegality of any provision of this Easement does
not affect, impair, or invalidate any other provision of this Easement.
16.10 Applicable Law and Venue. This Easement is to be interpreted and construed in
accordance with the laws of the State of Washington. Venue for any action arising out of or in
connection with this Easement is in the Superior Court for Thurston County, Washington.
16.11 Statutory Reference. Any reference to a statute or rule means that statute or rule as
presently enacted or hereafter amended or superseded.
16.12 Recordation. At Grantee’s expense and no later than thirty (30) days after receiving the
fully-executed Easement, Grantee shall record this Easement in the county in which the
Easement Property is located. Grantee shall include the parcel number of the upland property
used in conjunction with the Easement Property, if any. Grantee shall provide State with
recording information, including the date of recordation and file number.
16.13 Modification. No modification of this Easement is effective unless in writing and signed
by both Parties. Oral representations or statements do not bind either Party.
16.14 Survival. Any obligations of Grantee not fully performed upon termination of this
Easement do not cease, but continue as obligations of the Grantee until fully performed.
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16.15 Exhibits and Attachments. All referenced exhibits and attachments are incorporated in
this Easement unless expressly identified as unincorporated.
THIS AGREEMENT requires the signature of all Parties and is effective on the date of the last
signature below.
CITY OF AUBURN
Dated: _____________________, 20__ __________________________________________
By:
Title:
Address:
Phone:
STATE OF WASHINGTON
DEPARTMENT OF NATURAL RESOURCES
Dated: _____________________, 20__ __________________________________________
By: ALEXANDRA K. SMITH
Title: Deputy Supervisor for Forest Resilience,
Regulation, and Aquatics
Address: 950 Farman Avenue North
Enumclaw, WA 998022
Aquatic Lands Easement
Template approved as to form this
10th day of January 2022
Jennifer Clements, Assistant Attorney General
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REPRESENTATIVE ACKNOWLEDGMENT
[Notarized online using audio-video communication]
STATE OF )
) ss
County of )
I certify that I know or have satisfactory evidence that [NAME UPPERCASE] is the person who
appeared before me, and said person acknowledged that (he/she) signed this instrument, on oath
stated that (he/she) was authorized to execute the instrument and acknowledged it as the [type of
authority] of CITY OF AUBURN to be the free and voluntary act of such party for the uses and
purposes mentioned in the instrument.
[This notarial act involved the use of communication technology.]
Dated: _____________________, 20__ _________________________________________
(Signature)
(Seal or stamp)
_________________________________________
(Print Name)
Notary Public in and for the State of
Washington, residing at
___________________________________
My appointment expires _______________
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STATE ACKNOWLEDGMENT
Notarized online using audio-video communication
STATE OF WASHINGTON)
) ss.
County of )
I certify that I know or have satisfactory evidence that ALEXANDRA K. SMITH is the person
who appeared before me, and said person acknowledged that she signed this instrument, on oath
stated that she was authorized to execute the instrument and acknowledged it as the Deputy
Supervisor for Forest Resilience, Regulation, and Aquatics of the Department of Natural
Resources, to be the free and voluntary act of such party for the uses and purposes mentioned in
the instrument.
This notarial act involved the use of communication technology
Dated: _____________________, 20__ _________________________________________
(Signature)
(Seal or stamp)
_________________________________________
(Print Name)
Notary Public in and for the State of
Washington, residing at
___________________________________
My appointment expires _______________
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EXHIBIT A
Water Main
1. That real property legally defined and shown as 10’ easement centered on existing water
main in that Record of Survey recorded in King County, Washington on January 11, 2023
under Instrument Number 20230111900008 and in Volume 478 of Surveys at page 54
and 55.
2. SQUARE FOOTAGE OF EASEMENT:
Total square feet 1,240
Power Line
1. That real property legally defined and shown as 10’ easement centered on existing buried
power line and conduit in that Record of Survey recorded in King County, Washington
on January 11, 2023 under Instrument Number 20230111900007 and in Volume 478 of
Surveys at page 52 and 53.
2. SQUARE FOOTAGE OF EASEMENT:
Total square feet 1,388
Sewer Line
1. That real property legally defined and shown as 10’ easement centered on existing sewer
main in that Record of Survey recorded in King County, Washington on January 11, 2023
under Instrument Number 20230111900006 and in Volume 478 of Surveys at page 50
and 51.
2. SQUARE FOOTAGE OF EASEMENT:
Total square feet 1,390
Fiber Optic (buried)
1. That real property legally defined and shown as 10’ easement centered on existing buried
fiber optic conduit in that Record of Survey recorded in King County, Washington on
January 11, 2023 under Instrument Number 20230111900005 and in Volume 478 of
Surveys at page 48 and 49.
2. SQUARE FOOTAGE OF EASEMENT:
Total square feet 1,361
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Fiber Optic (aerial)
1. That real property legally defined and shown as 10’ easement centered on existing aerial
fiber optic line in that Record of Survey recorded in King County, Washington on
January 11, 2023 under Instrument Number 20230111900009 and in Volume 478 of
Surveys at page 56 and 57.
2. SQUARE FOOTAGE OF EASEMENT:
Total square feet 1,252
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EXHIBIT B
1. DESCRIPTION OF PERMITTED USE
A. Existing Facilities.
Continued use of existing aerial and in conduit fiber optic cable, power line, water
line, and sewer line located over the Green River within the City of Auburn located in
King County.
Other improvements include a three lane bridge (City of Auburn easement 51-
104137) and gas line (Puget Sound Energy easement 51-086661).
B. Proposed Work. Grantee proposes no new facilities or Work.
2. ADDITIONAL OBLIGATIONS
None
Aquatic Lands Easement
Template approved as to form this
10th day of January 2022
Jennifer Clements, Assistant Attorney General
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