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Home My WebLink About20250429000964 Agreement Parcel 3522049047 Instrument Number: 20250429000964 Document:AG Rec: $322.50 Page-1 of 20 Record Date:4/29/2025 4:41 PM Electronically Recorded King County,WA Return Address: City of Auburn City Clerk 25 West Main Auburn,WA 98001 Above this line reserved for recording information. DEVELOPER PUBLIC FACILITY EXTENSION AGREEMENT 287TH INDUSTRIAL PARK FAC21-0021 Reference#(if applicable): N/A Grantor/Borrower: CARPINITO 287th LLC Grantee/Assignee/Beneficiary: City of Auburn Legal Description/STR: SE 35-22-07 Assessor's Tax Parcel ID#: 352204-9047 • WASH INGTO City of Auburn Public Works Department 25 West Main St. Auburn, WA 98001-4998 (253) 931-3010 Agreement for Developer Public Facility Extension-FAC21-0021:287TH INDUSTRIAL PARK September 22,2022 Page 1 of 20 ENG-053,Revised 10/23 Instrument Number: 20250429000964 Document:AG Rec: $322.50 Page-2 of 20 Record Date:4/29/2025 4:41 PM King County,WA AGREEMENT for DEVELOPER PUBLIC FACILITY EXTENSION FACILITY EXTENSION NUM k,ER: FAC21-0021 The CITY of AUBURN ("City"), and CARPINITO 287111 LLC ("Developer"), enter into this Developer Public Facility Extension Agreement ("Agreement"). The City and Developer (collectively, the "Parties"), make the following expressed mutual promises and covenants regarding the Developer's proposed Developer Public Facility Extension ("Extension"). The City agrees to accept the public portions of the Extension for operation and maintenance if the Developer, at the Developer's expense, designs, constructs the Extension and conveys and transfers the public portions of the Extension to the City pursuant to the terms and conditions of this Agreement. This Agreement is valid and binding for the Extension designated in the Plans as defined in Section Il and as summarized below: Facility Extension Summary Public facilities (Public Extension): • 133 LF of watermain • 32 LF of storm • 434 street improvements • Any other associated proposed or relocated public facilities shown in the Plans Private facilities: • 1531 LF of private street • 974 LF of private street storm • Private Landscaping and Restoration/Mitigation of Critical Areas • Any other associated proposed or relocated private facilities shown in the Plans Final Extension content and quantities may vary from those summarized above and shall be based on the As-Built Records as defined in Section XIII, Agreement for Developer Public Facility Extension - FAC2 I-0021,287'h Industrial Park September 22,2022 Page 2 of 20 ENG-053,Revised 2/22 Instrument Number: Roc: S322.50Pugo'3of20 RocordDuro:4/29/2#25 4:41PM King County,WA U. EXTENSION FEE Extension fees are determined based on the City's Fee Schedule in eff-ect at the time this agreement is executed and based nuthe 800pcu[Work identified in the Dnu} Approved Mons. The Luto\ ozLmnuiun 6cc is to be paid in [u|l by the [)ovduper to the City prior to, ur p/}ih, the execution of this agreement. This fee pays for the permit administration, p|ou review and coordination, field inspections and other City Administrative costs accrued during this project uademcribed in the Ciiy`u Fee Schedule. The fee is based on the final approved plans and the Construction Period. The Parties agree that the City may require uddibonul fees i[tho improvement quantities inorcumc firoru those mhuvvn in the 5ou! Approved Plans, if the Developer exceeds the Construction Period, if the 0evc)uper`y work is incomplete or deficient and requires additional orrc'inspeclion` ori[the City incurs costs to obtain consulting support services to assist the City in its review, administration, and inspection ofthe Extension for Extension work that is beyond the City's normal area of expertise or the City's ability to review within u reasonable time. Furthermore, the Developer is responsible to pay fees associated with the ,Vu|!oy Regional Fire Authority's (l/RPA) revicYvu[p|onsaa requested hv the City. The City will allocate these fees ou established by the Auburn Fee Schedule. IL PLANS The Plans, as made part u[1hio agreement by reference include the [b||ovvhng items: � w Construction D,nvving8ciTidcd: P/\[2|-0O2}` 207, INDUSTRIAL PARK mmsigned and approved by the City onO9/i2l%02Z m 81ormvvuicc Pollution Prevention Plan (SW9PP) dated 06/16/2022 w SLorrnvvnLcr8iic Plan (8Q9) dutcd 06/16/2022 * Portions o[Construction Drawing Set Titled: Ff\C2O-O0lb, Auburn }2 Warehouse, ux signed and approved 6y the City un9/lb/2l, as specified herein. w City uf Auburn Construction Standards Parts | and w City oF/\uburn Design Standards * Standard Specifications for Fluad, Bridge, and Municipal Construction, Washington State Department of Transportation Standard Plans Any inconsistencies in the parts of the P|uoo will be ruxu|vcd by the Parties in the order of precedence as listed above. lJn|cso otherwise noted in the Plans, documents and standards incorporated into the Plans by reflerence will be the versions of said documents and standards that were/are current usof the BOeobvc Date uf this &g/rcmcnL --`----------'—`—`-----............. ------- xareumoot for Developer Public Facility Extension - ,^cz|'onzizo7m Industrial Park xoptonburz2,zuzz Page sorzo nwo~ms,Revised z/2z Instrument Number: Roc: S322.50Pugo'4of20 RocordDuro:4/29/2#25 4:41PM King County,WA Thc Developer will curc[u}|yatudy and compare all plans and specifications and other documents and will, prior to ordering muie,iu|u or pedbnning work, report in writing Lo the City any crvu,, inconsistency,uromiumiouin respect tothu plans and mpccifiouiions,of-mode uf construction which it discovers, If the Developer, in the course of' this study nr }n the accomplishment of' (lie work, finds any discrepancy between the plans and xpcciOoationa and the physical condition of'the locality as represented in the plans and specifications, it will bc the Developer's sole duty ho inform tile City immediately in writing, and the Developer will promptly investigate. Changes of- Deviations from tile Plans (including the addition of phasing plans) will require the Developer to prepare and submit revised and/or additional Munu for City review. The Developer will pay all fees as indicated on the City Fee Schedule that are applicable to the review and administration o[dhcp,opoacd revisions and additions o1 the time the revised or additional Plans are submitted to the City for review. Any revised and/or additional Plans are made pail o[this agreement by reference oil uppnuvu\ with signature(s) by the City /\hJ[), in cases when the revised and/or additional Plans would modify the Extension parameters used to determine tile Extension Fees, an amendment to this agreement is executed that revises the Extension Pecs to reflect the Extension Parameters as modified by the revised and/or additional Plans. If design or construction activities on the extension(s) become inactive on the Developer's part for upudud o[yis months, the City may require the Developer revise the Plans to cunfhrm to existing field conditions, or to meet current City design standards and regulations. The City may also require the execution of new Agreement, in which case, this Agreement will become mill and void. Portions of the work required to be completed with this Extension by the Developer are to be completed with another project hvasepuroic party. This work inrcflernud Loax "Work byOthers" and iushown oil the construction drawing Set Titled: F/\[20-00(6, Auburn 12 Warehouse, as yignedundopprovudbyihcCityoo4/|6/21. ThcWorkbyCtbcminoludcxcucho[Uhc [b||mwin8 elements: * Sanitary sewer main improvements shown on Sheet C5.2. This includes improvements to the aevvcr main between existing sanitary sewer manhole 206-07 to proposed nnunho|c 206-20 and a sewer extension to the northern property line of' this project (287m Industrial Park), • West Valley Hwy pavement and striping transitions from the northern property line o[ this project(287~ Industrial Park). w Storm improvements and transitions in West Valley I{wy from the northern property line of this project(207m Industrial Park). * Water main improvements in West l7n||cy |)vvy on shown on Sheet Cb.\ firurn the existing 12" vvuic, main located in West Vu|\cy Rvvy joai north of 287th Si to the � northern property |ioeo[this project (287� Industrial Park). * Relocation o[ihc high transmission power poles along the west side o[Weat Valley 10 be outside o[the clear zone uu shown on Sheet C8.|. ______,_ _ xgrcenmL for nc clorctpubxcraci/ityExtension - rxcz1'ooz/.zo7*/ounumalPark September zz.zo2z Page 4wf'zo sms'o53.Revised zuz Instrument Number: Roc: S322.50Pugo'5of20 RocordDuro:4/29/2#25 4:41PM King County,WA ° As required by Chapter 13.32/\ u[ihe Auburn City Code, converting all nonexempt ucriu| facilities along the vvcai side of West Valley Rvvy along the punoeKy) frontage associated with the permitted actions tounderground, • Provide ue,iu| aoucxs as required per the 2010 International Fire Code along the northern part or the proposed warehouse building with this project (287,hlnduoiria\ Pork). 7[ at any time, the Developer desires tu complete any portion of' the Work by Others, ap|un revision would he required (oincorporate the work into [lie F&C2|'0U2| plan set.Certain elements of the Work by Others, such as providing aerial access to the warehouse building, could require the Developer to secure additional euaorncnia, property acquisition, and significant plan revisions should it not be completed as set forth in the Work by Others uoof the date o[thoexecution o[dhis /\AruernenL Thc City makes no warranty or guarantee to dlc Developer that the Work by (}{hcm will be completed by others and the City further disclaims and makes no representations regarding the quality of the Work by Others or [lie iirnc0ume that such work will he completed in. It is the Developer's sole responsibility to coordinate with others to complete the Work by Others. 818. PUBLIC RIGHT-OF-WAY AND EASEMENTS At thoDcv6opc/scxpenoe,tbeCiLynoayrequircLhcDcve|opertosccurcunddedivateceriuinn:a! property in the City as street right-or-way and/or easements. On receipt of certified legal description(s) and exhibit(s) nf street right-nf-nmy and/or easements From the Developer, prepared by u licensed land surveyor orregistered professional engineer, the City will prepare the necessary ugrcennon{x, righi'of-w/ay dedication deed, cumenncntu, and real estate excise tax affidavit for the Developer's signature. The [}uvc\uper will provide the City with u title nz[xod for the parcel(s) from which cuacmmniu and/or hghL'uf-vvuy are being dedicated. Dedications will be [-ee 0nm encumbrances, except as approved by the City uu noted oil u1`iUe Exceptions Report provided hy the Developer with City /\ppnuvuL The Developer will provide the City with ddu insurance policy(s) fbrri&ht'of-vvoy dedications in the amount nf$50.00 per square foot o[rigbt-of-p/uy area dedicated or other amount as proposed by the Developer and accepted by tile City Engineer. The Developer will execute and provide all required documents for street righ1-nf-n'aydedication and/or easements prior to the start u('unoxtroobunu[ihuExtension, Where ibc Extension work includes the construction or use ofprivate access truo1(x), rwudwoy(a), and/or private storm facilities on property not owned by ihc Developer, the Developer is responsible for securing all required property rights oucdcd to construct, maintain, and utilize the private facilities. The Developer will provide documentation to the City to verify all necessary private property access, use, and construction rights. The street right-of-way dedication and any easements dedicated From someone other than the Developer will be recorded by Ule City prior to start of construction and the casement documents dedicated by the Developer will be held by the City until construction completion at which time the Developer will modify the documents as needed to reflect as-built conditions and re-submit to the City for review, approval, and recording by tile City. .............. Aeuumemtmr Developer pobucroomtycsteuo"m ' Fxcz1-ouz|`zx7m Industrial Park u,pumbc,zz.zozz Page rvfzn cwu-oys,Revised z/2z Instrument Number: Roc: S322.50Pugo'6of20 RocordDuro:4/29/2#25 4:41I'M King County,WA The Developer will execute and the City will record as applicable, uamemcntund maintenance agreements for miornovvoier [ociUdem,criiion| urcou, and planting areas un determined tn be required by tile City. IV. PAYBACK AGREEMENT Prior to czuuudng this F/\C /\gnccnnent, Developer did not submit ocomp\xtc application(s) {�r payback agreements For extension work, and therefore, waives any and all rights for entering into u payback agreement for the extension work. V. PERFORMANCE GUARANTEE This section does not apply when the Developer is u public agency, Before the City iyauca a Notice to Proceed, ihc Developer will be required to furnish an approved Performance Guarantee based on one hundred twenty-five percent (|25%) of the Ciiy'eodmated innLu}}mbon cna10 for the public improvements constructed within the existing and new right-of- way or when the City 6nginccrdccmx it to be in the Ci1y`x heyi interest to secure u Pedbonunce Guarantee. Two forms of Performance Guarantees are acceptable: 1)a Performance Bond or 2)an Assignment of Funds. The City Engineer may authorize another form ofPerformonon Gournntco if the City Cnginuer determines that the proposed guarantee will provide an equivalent level of security, The Developer may designate unAgent io provide the required Performance Guarantee to the City but the Developer will remain responsible for dle contractual obligations set forth in this Agreement. ThoPortbrmaocc8mndvvi|\ beixaoodinupcnalsumoquo| toominirnunno[iheunomuntdcsoribcd above and will be conditioned on the pur(orrnunccbythe Developer ofall undertakings,covenants, terms, and conditions u[the Agreement relating iu the Extension. The Developer urDeveloper's Agent will execute that bond and u corporate bonding company licensed to transact that business in the State nfWashington, and who are named on auuocnt |ixi of surety companies acceptable ux published by the Insurance Commissioner's office, will act ausurety. Tile Developer will bear the expense of the bond. l/'oi any time a surety on any bond imdeclared bankrupt, loses its d&bi to do business in the State of Washington' or is removed from the |iu1 o[ upprnvedaurc1ycnmpunico, iheDcvc|operwillauhxdiuLeunoocoptoh|cbuudorbondsinthu[bnn and sum and signed by another surety or sureties as may be satisfactory to the City. The Developer will pay the premiums un that bond or bonds. The Assignment of Funds will be in a required amount. held in u Financial Institution ucucpiab|c by the City and secured under the use ofthe City of Auburn Standard Assignment oflunds form. ................ Agrcemcnt mr Developer Public Facility evmn»/m, |'«c21'0021.297mmou»`,im pmx u^ptenov,zz`znzz Page 6^oo Instrument Number: Roc: S322.50Pugo7of20 RocordDuro:4/29/2#25 4:41PM King County,WA Y/1. INSURANCE The Contractor will procure and maintain for the duration of this Agreement, insurance against claims [br injuries Lupcmonmordumugcstnpropcctyvvhiuhrnoyuriuehnm, orinconouodonwid/ tile performance ofwork by the Developer, the Developer's agents, representatives, onup}oyccs^ and subcontractors. Tbr Developer io responsible for tile Cost o[insuraoce. The Developer's maintenance o[inuu/nnun, its scope ofonverugc, and limits as required herein, will not he conxirued to limit the liability of the Developer to the coverage provided by the insurance, or otherwise lirn it tile City's recourse to any remedy available at law or in equity. The Developer's required insurance will be of tile types and covet-age as stated below: 1 AULOIlWhUo | iwhUi', insurance covering all owned, nmn-ovvned, hired and |euucd vehicles. Coverage will be at |ruot as broad as Insurance Services Office ([8[) [bnn C/\ 00 01. Automobile Liability insurance will include u minimum combined single limit for bodily injury and property damage n[$|,O00,O00 per uuoidcnL B. Gcnrrx| Uubi|ihp insurance will be at least as hnmd as ISO occurrence konn CG 00 01 and will cover liability arising Rnm premises, operations, stop gap |iubUdv' independent contractors, products-completed operations, personal injury and advertising injury, and liability assumed undcr an insured contract. Thc Commercial Gonccu| Liability insurance will hc endorsed to provide u per project general aggregate !inuh, using (8O /lorru CG 25 03 05 09 or an equivalent codomenucnL There will be no exclusion for liability arising From explosion, collapse,or underground property damage. The City will he named usunadditional insured under the Contractor's Commercial General l.iub\|iiy insurance policy with respect to the work performed /br the City using [80 Additional Insured endorsement CG 20 10 |O Ol and /\ddidunu| baurod'Cornp|ciod Operations endorsement CG 20 37 10 0 1,or substitute endorsements providing at least as broad covet-age. The limits for tile Commercial General Liability insurance policy will be no |oau than $1,000,000 each occurrence, $2,000,000 general aggregate, and a $2,O00,0U0 products- completed operations aggregate [in-tit. C. Compensation coverage as required by the Industrial Insurance laws of o ihc S4ot o[�Vuuhington. D. Builders R�k insurance covering interests of' the City, the Developer-, Subcontractors, and Sub-subcontractors in the work. Builders Risk inmmnumoe is only required for Extensions that include public buildings mr public structures with an estimated vmXmo of $1,000,000 or more, and as determined to be required by the City Engineer. Builders Risk insurance will he uo u xpcc}u| pch|y policy Rznn and will insure against the perils u[ fire and extended coverage and physical \omx o, damage including flood, earthquake, theft, vandalism, malicious mischief, and collapse. --~--^--^--~-----^—~--^—~—'—~—~—^--^-- Agreement mrmevelonc'Public Facility Extension - cxcz|'oaz/.zx7*Industrial Park muntcmbxzz.zuzz Page 7v/'zo swo'os3'Revised z/2z Instrument Number: Roc: S322.50Pugo'8of20 RocordDuro:4/29/2#25 4:41I'M King County,WA Thu Builders Risk insurance will include coverage lbr iornpnra[y buildings, debris rconnvai and damage to noa1cria|a in transit or stored off-yiic. This Builders Risk insurance covering the work will have udedooiih|c o[$5,000 for each occurrence, which will bc the responsibility o[thcDeveloper. Higher deductibles for flood and earthquake perils may be accepted by tile City based on un/hiicn request hytile Developer and written acceptance hy the City. Any increased deductibles accepted by the City will remain the responsibility of' the Developer. The Builders Risk insurance will be maintained until the City has granted oubs(undu) connpiodnu o[ the pro ject. Builder's Risk Insurance will be written in tile arnount of the completed value ofthe project with no coinsurance provisions. The Developer's Automobile Liability, Commercial General Liability, and Builders Risk (if required) insurance policies will bu primary insurance uorespect to the City. Any Insurance, self- insurance, or self-insured pool cwvcnugo maintained by the City will he in excess o[ the Developer's insurance. The Developer will uoxuunc Ou|\ responsibility for all loss or damage Onnn any cause whatsoever to any tools, Developer's employee owned tools, machinery, equipment, or rnoLor vehicles owned or ,cnicd by the Developer or the Dovu|opu,`m agents, suppliers, uunbaoioo, or aubuun\ruu1om as well as to any temporary structures, scaffolding, and protective fences, The Developer and the City waive all rights against each other, any of their Subcontractors, Sub- subcontractors, agents,and employees,each ofthe other, for damages caused by fire o,other perils io the extent covered by Builders Risk insurance or other property insurance obtained pursuant to the Insurance Requirements Section of this Contract or other property insurance applicable to the work. Insurance is to be placed with insurers with n current/\.M. Best rating u[no1less than A: V|l. Developer will furnish the City with original certificates and u copy o[ the amendatory undurmemcuto, including but not necessarily limited to the additional insured cndn,ocmuniu, evidencing the /\utonnohi|c Liability and Commercial General |.iuhi|ity insurance bofbn: beginning work. 8cfhro any exposure to |oyu may occur, the Developer will file with the City u copy of the Builders Risk insurance policy that includes all applicable conditions, exclusions, definitions, icnnu" and endorsements related to this project, The City may request that the Developer furnish oediUcd copies of' all required insurance policies, including endorsements, required in this contract and uvidenueufe|l subcontractors' coverage. The Developer will cause each and every Subcontractor to provide insurance coverage that complies with all applicable requirements of the Developer-provided insurance, except the Developer will have sole responsibility for determining the limits of coverage required to be obtained bySubcontractors. The Developer will ensure that the City is an additional insured on every Subcontractor's Comnnunuiu[ General liability insurance policy using on endorsement at least as broad as l8() Additional Insured endorsement CG2V38 04 13. ......--- ................ ...... -- ...... —................ Agreemeni m,ou elurupubxcrmuoiLyxsunmoo racz|-0oz).zx7^/noustr.a[Park September zz^mzz Page xorzo emo-o5z.Revised zoz Instrument Number: Roc: S322.50Pugo'9of20 RocordDuro:4/29/2#25 4:41PMI King County,WA The Developer will provide the City and all Additional Insureds for this work with written notice of any policy cancellation within two business days ofthcir receipt o[1hut notice. Failure on the part orthe Developer to maintain the insurance as required will constitute a material breach of contract and the City may, after giving five husiocxe days' uctiuu to the Developer to correct the breach, immediately terminate the contract or, at its discretion, procure or rcocw that insurance and pay any and all premiums in connection therewith, with any su/nouu expended io be repaid to the City on demand, or at the sole discretion of the City, offset against funds due tile Developer hnnn the City. VUK, INDEMNIFICATION The Developer will defend, indemnify, and hold the City, its elected and appointed officials, unp|uyucu, and agents horm|cuy from any actions, causes of' action, liabilities, oiuirnx, suits, judgments, liens,awards, demands,and damages ofany kind including,property damage,personal injury, or death (including any c|ainoo brought by onnp|oyceo of the Developer or any subcontractor) arising out oforin connection with the performance of this Agreement, except for injuries and damages caused by the sole negligence of the City. Tile City will buindemni§cdand held harmless for all expenses, uooiu of litigation, and ruuaooub|e uUornoy'x fees, expert vvitncxx fees, and costs of services of engineering and other personnel related (oany that action, orincident to establishing the right to indemnification, to the extent that claims arise from any negligent act o, omission or vvi||{b| misconduct of the 0evc}upnr. Contractor, any subcontractor, or their employees arising out o[ or in any way related to, their performance ofthe Agreement, including without limitation the provision of services, personnel, facilities, equipment, support, supervision, or reviews. If uour1 ofuurnpcicn[jurisdiction determines that this /\grocnood is subject to KCW 424.1 |5 then, in the event of'liability for dnnougca arising out of'bodily injury to persons or dnrnugeu to property caused by or resulting from the concurrent negligence ofthe Developer and the City, its officer, officials, employees and volunteers,the Developer's liability hercunder will be only to the extent of the Oevdnper`m negligence. The Developer expressly vvuivro any immunity under industrial insurance, whether arising honu A|CVVTitle 51 cnbdrd "Industrial Insurance" or any other statute or source solely |'ordhc benefit o[the City and »n|c|y to the cx1cui of the indemnity set forth in this Agreement. This waiver has been mutually negotiated by the Parties. The provisions of this action will survive the expiration or termination nf this Agreement. VV0U. CONSTRUCTION WORK The Developer will not start construction ofany Extension(s) prior to the City's written issuance o[Notice tu Proceed. Notice to Proceed will not be issued prior to the Devu|operuuiixFving all of the following: A. F.xtension Fcepuid ;n fb|) in accordance with Section K. ----------------.1--1111 ImDcv |mrur Public Fm;imypyunamo ' rxcz)~oon`zx7m Industrial Park Sepieniber 22,2022 Page vv/zo |rmo'o5a,Revised zoz Instrument Number: 20250429000964 Document:AG Rec: $322.50 Page-10 of 20 Record Date:4/29/2025 4:41 PM King County,WA B. All Developer provided plans submitted and approved by the City in accordance with Section II. C. Provide all street right of way and easement dedication documents in accordance with Section III, including, but not limited to, Stormwater Easement and Maintenance Agreement (SWEMA), utility casements, and easements for critical areas and plantings. D. Schedule and attend a Pre-Construction Meeting with the City that includes the Developer's General Contractor(s) and Subcontractors performing significant items of work, as determined by the City. The Developer must request a pre- construction conference a minimum of two weeks in advance of the pre- construction conference date. E. Provide a Performance Bond or Assignment of Funds to the City per Section V. F. Provide Certificate of Insurance to the City naming the City (and Developer if Contractor supplies insurance) as an additional insured per Section VI. G. Possess an Active Contractor's Labor& Industry license. Provide an Emergency Call List for Contractor and Subcontractors. Obtain a Business License through the Customer Service Center for all contractors and subcontractors when working within the City limits. J. Obtain Authorized Construction Period for construction work to be completed within the existing public right-of-way (see additional information in Section VIII herein), if applicable. For work outside of Auburn's City limits, adequate County permits/approvals must be in place. The City will apply for the right-of-way permit(s) once plans are approved. I If sewer extension, King County Waste Water Treatment Division approval is needed. The City will submit for approval, once plans are approved. M. Provide Proof of Contract for Non-City Utility Relocates. The Developer acknowledges the obligation to enter into a separate contract, at the Developer's expense, to relocate Non-City utility facilities as necessary to comply with City Standards where applicable. N. Obtain all necessary permits from the City of Auburn and other agencies or jurisdictions. Agreement for Developer Public Facility Extension - FAC21-0021,2876 Industrial Park September 22,2022 Page I 0 of 20 ENG-053,Revised 2/22 Instrument Number: Roc: S322.50Pugo11of20 RocordDuro:4/29/2#25 4:41PM King County,WA (} Obtain and furnish uvv,iiien copyu[u\| executed private easements, rights of entry, and/or agreements with other property u*nom related to the work to be performed, inciudingmodiUuuiinnund /euonnecbnno[ex\ubnguti|ib/ ucrviuroond/orproperiy access, P. Submit and receive uppnuwul from the City on the following: Schedule of Submittals (utilizing City tcnnpio1u), |nidu) Uou| }luu1co, lnhiu! TruA5u Cmobn| Plans, and Preliminary Schedule (see Item K). The City may appoint }nxpnutmo to assist in determining that the work and materials meet the Plan requirements and City standards. lnmprotnra have the authority to rejectdefective material and suspend work that is being done improperly, subject to [lie final decisions of the Engineer. Inspectors are not authorized to accept work, to accept muicriu)y, to issue instructions, or to give advice that is cnubmy to the 9|unx. Work done or material furnished which is not in accordance with the Plans will bcut the Developer's risk even if the Inspectors purport to approve the deviation /rom the Plans. Inspectors may uJviuo thc [)cvc|uper of any faulty work or muboriu|o or infiingcmento o[ the terms of this ugromncn\; however, failure of the Inspectors to advise the Developer does not constitute acceptance nrapproval. All construction performed by the Developer will bcin compliance with the Plans,and City design and construction standards. The Developer will be responsible for acquiring the CiLy'x Construction Standards and having uuopy of the Standards and Plans on-site during construction. The Developer agrees to comply with all Federal, State, County, and City regulations. The Authorized Construction Period is the time frame, in calendar days, in which the Developer will complete all >�xtcnuion work, including Dnn| dean op and all docuounntabon required fbr extension acceptance as described in Section l}(. The City and Developer will determine the Authorized Construction Period ai the pre-construction conference, The Authorized Construction Period will start when construction of the Extension begins, which will be within !0 business days o[ihe City,a ixuuonoo o/'Nctico to Proceed. If the Extension p/o,k` including Unn| clean op and all duuunoxn(ohon required for extension acceptance, is not unmnp|ntod within the Authorized Construction Period,the City may amncau additional extension fees in accordance with the City /ee schedule and/or suspend all construction work except tile work required iu complete the public improvements and work to restore the right o[vvay. lf1hc public improvements and dghtn[vvay o:uiuuUiun is not completed within the time period dcfincdabove nri[uonatcuciion activities bmoomc inactive for more than 6-moniho, the Developer agrees that the City may hire nn independent contractor Uo complete the public inupnovcnuenio and right of way n:ab/robon as deemed necessary by dlc City and bill thu Developer for the actual uuuLu incurred or place u cluino against the Performance Guarantee, The City has the authority 10 decide all questions regarding the quality and acceptability of the materials furnished and of the work performed for the construction of the improvements. The City will also have the authority to suspend construction work, in whole or part, for the failure of the Developer to carry out tile work in conformance with the Plans. ------------ Agreement for De eloperrum,crucxuye,te,mion ' pxcz|-ouz).zo7*Industrial Park uenLemocrzz'znzz Page I or20 owo-053`wcvmex2/22 Instrument Number: 20250429000964 Document:AG Rec: $322.50 Page-12 of 20 Record Date:4/29/2025 4:41 PM King County,WA IX. ACCEPTANCE OF EXTENSION FOR OPERATION AND OWNERSHIP The City agrees to accept the Extension for operation and ownership based on approval of the completion of all Extension Work and the Developer has provided the following to the City: A. Approved Warranty Guarantee (see Section XI herein). B. As-Built Records and Related AutoCAD File(s) (see Section XIII herein). C. Executed and recorded Public Utility Easements and Right of Way Deeds (see Section III herein), Title encumbrances required by the City Engineer to he cleared from title by the Developer shall be removed from title and the Developer shall provide a revised title report confirming this has been completed. I). Approved Developer Contribution Document provided fbr all facilities (see Section XVII herein). E. Final Storm Water Site Plan (Report) and Cover Letter. This letter will address any changes between the project's original storm water site plan (report) and the final construction of detention/retention and water quality facilities (See Section XIV herein). F. Payment of applicable system development charges and paybacks. G. For complex facilities that have pump stations and traffic signals, additional prerequisites that have testing, training, operation manuals, component extended warrantees, etc., will be required. H. Application and issuance of right-of-way use permit(s) or other applicable agreement(s) as may be needed for any Non-City owned facilities constructed with the project that reside or encroach upon the City right-of-way. On approval and acceptance, the City will send a Final Acceptance letter to the Developer accepting the public extension for ownership and operation and, fir subdivision projects, issue a Certificate of Improvements. For subdivision projects, the Developer may request partial acceptance of the Extension work in accordance with Section X. For subdivision projects where the Extension includes public street lighting, the Developer agrees that it will he responsible for electricity costs for public street lighting until at least 50% + I of the lots in the subdivision are occupied and the Developer provides notification to the City that this threshold has been met with a request to transfer the electric bill into the City's name. The City will release the Performance Guarantee, if applicable, to the Developer within 30 days of the letter of acceptance. Agreement for Developer Public Facility Extension - FAC2 I-0021,287h Industrial Park September 22,2022 Page 12 of 20 ENG-OS) Revised 2/22 Instrument Number: 20250429000964 Document:AG Rec: $322.50 Page-13 of 20 Record Date:4/29/2025 4:41 PM King County,WA X. PARTIAL ACCEPTANCE OF'EXTENSION FOR SUBDIVISIONS On written request from the Developer and for subdivision projects only, the City may agree to partial acceptance of the Extension work and issue a Certificate of Improvements allowing the Developer to seek finalization of the subdivision, subject to the following requirements: A. Extension work within the existing right-of-way is complete. B. All underground utility Extension work is complete. C. In the sole opinion of the City Engineer, only minor street construction Extension work remains to be completed, such as the final lift of asphalt, adjustment of utility castings to grade, installation of monuments, planting of street trees, etc. D. Developer provides the City with an assignment of funds, irrevocable letter of credit, bond, or other security in lieu of completion for no less than 150% of the costs of the outstanding Extension work as determined by the City, in accordance with Auburn City Code Section 17.1 4.010. E. Conditions of acceptance as listed in Section IX (Items A thru I-I) have been satisfied for the Extension work completed and being accepted. F. The ability of the City to maintain and operate the facilities being accepted without any restrictions (access, etc.) as determined by the City. Final acceptance of the improvements remaining will be in accordance with Section IX of this Agreement. XI. WARRANTY GUARANTEE The extension work performed under this agreement will be guaranteed by the Developer during the Warranty Period, as defined herein, against defective design elements, materials, equipment, and workmanship and will also include the landscape establishment required in the Construction Standards per Section 8-02.3(13) (Plant Establishment). On receipt of notice from the City of failure of any part of the design, material, equipment, or workmanship during the warranty period, the affected part or parts will be re-designed and/or replaced with new materials or equipment by, and at the expense of, the Developer. Developer agrees to start work to remedy any defect within seven (7) days of written notice by the City and will complete the required work within a reasonable period oftime. The warranty period for this project will be I-year, except as noted herein, and will begin on the date the City has accepted all extension work as complete and final. When partial acceptance has been granted, the warranty period will not begin until all work is complete and accepted. Agreement tin-Developer Public Facility Fxtension - FA C21-002 I,287'h Industrial Park September 22,2022 Page 13 0{20 F,1\10-053, Revised 2/22 Instrument Number: Roc: S322.50Pugo14of20 RocordDuro:4/29/2#25 4:41PM King County,WA I[inc|udcd in the Extension, the warranty period for the aevvcr lift station and ira[Do signal work will bc2-yeom. Before Final Acceptance by the City, the Dcvc|oper wilt provide u Warranty (3uaronk:o in the amount oftwo thousand dollars ($2,000) or ten percent(10%) of the City's estimated replacement costs o[the improvements, whichever iogreater. Two forms of Warranty Guarantees are acceptable: |) uWarranty Bond o, 2) an Assignment of Funds. /\ny request {o use other [brmuo[VVunnnh/ Guarantee will be determined on u cuxc by cuac basis by the City Engineer. The City Engineer may authorize another form of Warranty Gou,unico if the City Engineer determines that the p,upuaud guarantee will provide an equivalent level ofsecurity. The Developer may designate as an /\uuni, a contractor or engineer, to provide the required Warranty Guarantee to the City. In that event, the Developer will rcnnuin responsible fnr the ouniruoiou| obligations yet [bdh in this agreement. If the Agent dctbu)(o mn the Warranty Bond, this authorization for designation of an Agent does not preclude the City proceeding to foreclosure o,demanding |hrƒbiturco[the bond against the Developer. The Developer will bear the full expense of the bond, If at any time u surety on ally bond is declared bankrupt, loses its right to do business in the State o[WoohingLou, or is removed from the !iui of Surety companies uccoptoh\o on Federal bonds, the Developer will subsiiiute an acceptable bond or bonds in that form and sum and signed by that other surety or sureties ou may be satisfactory to the City. The Assignment of Funds will be in o required amount held in u Financial Institution acceptable by the City and secured under the use o[the City o[/\uburn Standard Assignment ofFunds (brm. During this Warranty Guarantee period, [he Developer will warrant that the rnotorin|u and equipment furnished by the Developer for the Fxtension are in normal working order and condition except where abused or neglected by the City. The Developer will guarantee that ii will repair o,replace at its own expense any work ormaterial that proves to be defective during that warranty period. The Developer will bc available approximately b0 calendar days prior to the expiration n[the guarantee period to tour the proJect, with the City, in support o[LheOty`aeffort to establish u \ist o[oornccbvc work required undo, the guarantee. Not more than 30-duyn prior to this inspection, the Developer will have all public sanitary ucvver and storm lines o|cuncd and then inspected with a remote television unit by an approved firm` at the Developer's expense, The video will then be compared to the video made prior to acceptance to ensure that no substantial change has occurred. If the City determines that there are no defective design c|ennuntu, nnu|cria|x, equipment, and workmanship the City will release the Warranty Bond. l[the re-inspection determines that there are defective design elements, materials, equipment, and workmanship, the Developer will re- design,replace, or repair said Extension and the City, ui its option,may extend the warranty period for that replacement or repair for upio I-ycor. ----`---------^--`---- ........... -------^—~ ^*,cumon/mrocvclvpopvmmruu/xtypsteuuioo rxcz|-0oz<'zx7*Industrial Park September zz.2ozz Page ^4^/zn ovo~u53` Revised z/2z Instrument Number: 20250429000964 Document:AG Rec: $322.50 Page-15 of 20 Record Date:4/29/2025 4:41 PM King County,WA The City will release the Warranty Bond after the warranty period has expired and all extensions are determined by the City to not have defective design elements, materials, equipment, and workmanship. XII. TRANSFER OF PUBLIC PORTION OF EXTENSION TO CITY Upon the City's issuance of Final Acceptance, the Developer agrees to transfer the title to the public portion of the Extension, as constructed and documented in the As-Built Records described in Section XIII of this Agreement, to the City by representing the following: A. The Developer is the lawful Owner of thc public portion of the Extension and it is free from all encumbrances. B. The Developer has paid all bills for all labor and material used during construction of the Extension or has obtained lien waivers from all persons who have not been paid tbr their labor or material. C. The Developer has the right to transfer the public portion of'the Extension to the City For the consideration of incorporation into the City system. D. The Developer will warrant the public portion of the Extension and defend the same against lawful claims and demands of all persons for one year from the date of Final Acceptance by the City, as described in Section IX of this Agreement. The City will record this Agreement with the King County Recorder's Office (for extension developments in King County), and the Pierce County Auditor (for extension developments in Pierce County). The Developer agrees to defend the title of the City against claims of all third parties claiming to own the same or claiming any interest or encumbrance to the public portion of the Extension. XIII. AS-BUILT RECORDS Before the City accepts the public portion of the Extension for operation and ownership, the Developer agrees to provide the City with As-Built Records for all items listed under the Facility Extension Summary per the following: Step 1: Developer submits Construction Record Drawings per Section 1-05.18 of the Engineering Construction Standards in electronic PDF format, Agreement for Developer Public Facility Extension - FAC2I-0021,287h Industrial Park September 22,2022 Page 15 0120 ENG-053,Revised 2/22 Instrument Number: 20250429000964 Document:AG Rec: $322.50 Page-16 of 20 Record Date:4/29/2025 4:41 PM King County,WA Step 2: Once the City approves the Construction Record Drawings, the Developer uses the approved Construction Record Drawings to prepare and submit electronic As-Built Records in accordance with the City's Development Construction Record Documents In formational Brochure. XIV. FINAL STORM WATER SITE PLAN/REPORT The Developer will update the storm water site plan/report to reflect as-built conditions. The Developer will submit the final storm water site plan/report with a cover letter certifying that the final plan/report reflect as-built conditions. XV. RECORDED DOCUMENT REQUIREMENTS Documents that are to be recorded will meet the following requirements: • Documents will be per City standard document templates. Developer requested modifications to these templates mar delay the Construction Notice to Proceed and may not be accepted by the City. • Documents will be provided in both editable format (MS Word for legal descriptions,easements,deeds.,and Auto('AL)for exhibits)and non-editable format (PDF). • All documents will he formatted to 8 1/2 x 1-inch and 8 1/2 x 11iuch paper size and have a minimum margin of 1-inch top, bottom and sides. „Ise of 8 x 14-inch paper size will be limited to exhibit attachments. • Any writing or markings, including the notary stamp, which intrudes into the document's margin area, may he cause for the document to be returned. Original documents used for recording will not be stapled. • Documents will meet all other recording requirements as specified the applicable County's Recorder's Office. XVI. SERVICE CONNECTIONS For subdivision projects, there will be no water meter installation, connection to, or usage of, the public portion of the Extension before the City accepts the Extension for operation and ownership or the City has granted Partial Acceptance that includes acceptance of the water and sanitary sewer (including side sewer connections) Extensions in accordance with Section X. For non-subdivision projects, water meter installation, connection to, and usage may occur after the completion and City acceptance of the water and sanitary sewer (including side sewer connections) Extension work,with approval from the City Engineer. The following items are required for the City to accept the water and sewer Extension work separate from the acceptance of other Extension work: Completion of all punch list/correction work for the water and sewer Extension work, Developer submittal and City approval of Record Construction Drawings for the water and sewer Extension. work, Developer submittal of accurate and executed easements for the water and sewer Extension, Developer submittal and City approval of Bill of Sale for the water and sewer Extension. Agreement for Developer Public Facility Bxtension - FAC2 I-002 ,287'Industrial Park September 22,2(122 Page 16(>1'20 ENG-051,Revised 2/22 Instrument Number: 20250429000964 Document:AG Rec: $322.50 Page-17 of 20 Record Date:4/29/2025 4:41 PM King County,WA The Developer will notify the City in writing of any intent to make service connections to the public portion of the Extension or any existing City system. Note that certain other utility permit fees and system development charges may be required prior to service connection. fn addition, the City will supervise all service connections. Connections to and utilization ofthe public portion of the Extension will not relieve the Developer of the obligation to correct defects in labor or materials as provided in Section XI of this Agreement. All City-authorized connections will be subject to the control, use, and operation of the City, which will be subject to all regulations and conditions of service. XVII. DEVELOPER CONTRIBUTION DOCUMENTATION As per ACC 13.40.040, a written statement as to the actual cost of the public utility and street extension(s) will be provided by the Developer at the time the public utility extension(s) is turned over to the City on the City provided Developer Contribution Document form. XVIII. SEPA REQUIREMENTS Nothing in this Agreement will he construed as to limit the City of Auburn's ability to require mitigation of any impacts of Developer's proposed actions that are identified in the SEPA process or to waive any of the City's authority to proceed in any way under the SEPA process. XIX. AGREEMENT ALTERATIONS OR AMENDMENTS No amendment, modification or waiver of any condition, provision or term of this Agreement will be valid or of any effect unless made in writing, signed by the party or parties to be bound, or that party's or parties' duly authorized representative(s) and specifying with particularity the nature and extent of that amendment, modification or waiver. Any waiver by any party ofany default of the other party will not affect or impair any right arising from any subsequent default. Nothing in this section will limit the remedies or rights of the parties under this Agreement. XX. ASSIGNMENT BINDING ON SUCCESSORS AND ASSIGNS Neither party to this Agreement will assign any right or obligation under this Agreement in whole or in part, without the prior written consent of the other party. No assignment or transfer of any interest under this Agreement will be deemed to release the assignor from any liability or obligation under this Agreement, or to cause any that liability or obligation to be reduced to a secondary liability or obligation. This Agreement is binding and the benefits and obligations provided for in this Agreement will inure to and hind the parties and their respective successors and assigns, provided that this section will not be deemed to permit any transfer or assignment otherwise prohibited by this Agreement. Agreement for Developer Public Facility Extension - FAC21-0021,287'h Industrial Park September 22,2022 Page 17 of 20 ENG-053,Revised 2/22 Instrument Number: 20250429000964 Document:AG Rec: $322.50 Page-18 of 20 Record Date:4/29/2025 4:41 PM King County,WA This Agreement is for the exclusive benefit of the parties and it does not create a contractual relationship with or exist for the benefit of any third party, including contractors, sub-contractors and their sureties. XXI. NO THIRD PARTY BENEFICIARIES This Agreement is solely for the benefit of the Parties and no third party will be entitled to claim or enforce any rights here under except as specifically provided herein. XXII. WAIVER A failure by either party to exercise its rights under this Agreement will not preclude that party from subsequent exercise of its rights and will not constitute a waiver of any other rights under this Agreement unless stated to be that in writing, signed by an authorized representative of the party, and attached to the original Agreement. XXIII. GOVERNING LAW This Agreement and the rights of the Parties will be construed and entbreed in accordance with the Auburn City Code and the laws of the State of Washington. Any suit arising from this Agreement will be brought in the county where the project is located. The Parties agree that any applicable statute of limitation will begin to run on the final acceptance date of the Extension or, if the City declines to accept the extension, the date of the letter from the City declining to accept the Extension. XXIV. SEVERABILITY Ifany provisions of this Agreement or any provision of any document incorporated by reference are held invalid, that invalidity will not affect the other provisions of this agreement that can he given effect without the invalid provision, if that remainder conforms to the requirements of applicable law and the fundamental purpose of this Agreement. To this end, the provisions of this Agreement are declared to he severable. XXV. ATTORNEY FEES In the event of litigation or other legal action to enforce any rights, responsibilities, or obligations under this Agreement, the prevailing party will be entitled to receive its reasonable costs and attorney's fees. Agreement for Developer Public Facility Extension - FAC21-0021,2871/1 Industrial Park September 22,2022 Page 18 of 20 ENG-053,Revised 2/22. Instrument Number: 20250429000964 Document:AG Rec: $322.50 Page-19 of 20 Record Date:4/29/2025 4:41 PM King County,WA XXVI, CAPTIONS, HEADINGS AND TITLES All captions, headings, or titles in the paragraphs or sections of this Agreement are inserted for convenience of reference only and will not constitute a part ofthis Agreement or act as a limitation of the scope ofthe particular paragraph or sections to which they apply. As used herein, where appropriate, the singular will include the plural and vice versa and masculine, feminine, and neuter expressions will be interchangeable. Interpretation or construction of this Agreement will not be affected by any determination as to who is the drafter of this Agreement, this Agreement having been drafted by mutual agreement of the parties. XXVII. ENTIRE AGREEMENT This Agreement contains the entire understanding of the parties hereto in respect to the transactions contemplated hereby and supersedes all prior agreements and understandings between the parties with respect to that subject matter. Agreement tin Developer Public Facility Extension - FAC2 I-0021,287'h Industrial Park September 22,2022 Page I 9 of 20 ENG-053,Revised 2/22 Instrument Number: 20250429000964 Document:AG Rec: $322.50 Page-20 of 20 Record Date:4/29/2025 4:41 PM King County,WA IN WITNESS WHEREOF, the parties below have executed this Contract. SIGNATORY ("1'I1r" OF AUBURN 03/09/2023 DATE: 4i1e.`$),)47 Jacob Sweeting, Assistant Director of Engineering/City Engineer CARPINITO 287T11 LLC DATE: 3 ,.� �.. - ' r rp Signature: ti l ect/pt t r7 t- Printed Name: �____......... . ..._ Title: ` tr ;, -E'f- Agreement for Developer Public Facility Extension - FAC21-0021,287'Industrial Park September 22.2022 Page 20 of 20 ENG-053,Revised 2/22