HomeMy WebLinkAbout5901 (2) CITY OF AUBURN
OPERATING AGREEMENT FOR SERVICES
SOOS CREEK BOTANICAL GARDEN FOUNDATION
THIS OPERATING AGREEMENT FOR SERVICES("Agreement")is made and entered into on
this 21 s+ of May ,2026,by and between the CITY OF AUBURN("City"),a municipal
corporation of the State of Washington, and THE SOOS CREEK BOTANICAL GARDEN
FOUNDATION,a Washington nonprofit corporation(UBI Number 602 961 230)("Foundation"),whose
mailing address is 29308 132nd Ave SE, Auburn, WA 98092. Individually, the City and the Foundation
are referred to herein as a"Party,"and collectively,as the"Parties."
RECITALS:
1. By Bargain and Sale Deed dated , and recorded under King County Recording No.
,the City is the owner of that certain real property commonly known as Soos Creek Botanical
Garden & Heritage Center, located at 29308 132nd Ave SE, Auburn, King County, Washington 98092,
legally described as set forth on Exhibit A,and as depicted on Exhibit B(the"Property"). The Property
consists of approximately 15.93 acres of land and contains a main house and attached aviary, an open
pavilion for events,and an additional structure,the Heritage Center,and all its historical items and personal
property contents, which is devoted to the history of the early settlers of the area called the Soos Creek
Plateau.
2. The Property was acquired by the City with King County Conservation Futures Tax Levy("CFT")
Funds, in part, and as a result of the charitable gift and benevolence of Morris (or Maurice) W. Skagen,
whose Norwegian immigrant ancestors purchased the acreage on which the Property is located, in part,
between 1891 and 1905, in the early years following Auburn's incorporation. The City intends to acquire
an additional 2.89 acres legally described and set forth on Exhibit E,and depicted on Exhibit F from the
Foundation when CFT funds become available(the"Foundation Property"). Because of the utilization of
CFT funds to acquire the Property, a relevant portion of the Property and the Foundation Property is and
will be (in the case of the Foundation Property) subject to and restricted by a deed restriction covenant,
effectively maintaining both properties as open space for the benefit of the public, consistent with the
charitable intent of Maurice Skagen and the Foundation.
3. The Soos Creek Botanical Garden Foundation(Foundation)is a Washington nonprofit corporation,
registered as a 501(c)(3)entity with EIN 27-1104322. The Foundation was initially formed in 2009 as The
James Daly and Morris Skagen Garden Foundation,'for the purpose of"the preservation and enhancement
of exceptional gardens for the benefit of the public," among other related purposes. Since that time, and
On June 17,2010,the Articles of Incorporation were amended to change the name of the nonprofit entity to The
Soos Creek Botanical Garden Foundation.
City of Auburn/Soos Creek Botanical Garden Foundation
Operating Agreement—Execution Copy Page 1 of 25
prior to the City's acquisition of the Property, the Foundation, along with Mr. Daly and Mr. Skagen, has
improved, maintained, and operated the Property (in addition to other adjacent property parcels, not
acquired by the City)for the benefit of the public as the Soos Creek Botanical Garden&Heritage Center
(hereinafter,the"Garden"). Per the Garden's website,the Garden"provides a diversity of gardens based
upon international, regional, and historical gardens, while providing education and conversation of
horticulture,the environment,and history". See www.sooscreekbotanicalgarden.org.
4. It was a required condition in each of the purchase and sale contracts between the City and
Foundation and the City and Mr. Skagen that the Parties would enter into this Agreement in order to
establish the Foundation's continuing operation and maintenance of the Garden after the City's acquisition.
Neither the City,the Foundation nor Mr.Skagen would have agreed to the City's acquisition of the Property
unless the Foundation continues to operate and maintain the Garden as long as it is adequately able to do
so.
5. The City and the Foundation mutually desire for the Foundation to continue to maintain and operate
the Property and when acquired,the Foundation Property,as the Soos Creek Botanical Garden&Heritage
Center as the Foundation has done since its founding in 2009, order to preserve its natural and historical
significance and to ensure the Property remains an asset in perpetuity for the benefit of the public,including
the residents of the City of Auburn as well as those local and regional patrons of Soos Creek Botanical
Garden&Heritage Center.
6. Until such time when the City acquires the Foundation Property, the City will require the
Foundation to execute an easement for ingress, egress, parking and operations substantially in the form
attached as Exhibit D.
AGREEMENT:
In consideration of the recitals set forth above, and the conditions and the mutual promises and
covenants contained in this Agreement,the Parties agree as follows:
1. Foundation's Duties and Responsibilities
The Foundation agrees to continue to operate, maintain, and improve the Property, and when
acquired,the Foundation Property,as part of the Garden in order to maintain and enhance a regionally
significant botanical garden and collection of native species,as well as non-native species compatible
with the region, while providing education and conservation of horticulture, the environment, and
history consistent with those duties and responsibilities as outlined on Exhibit C(the"Services").
2. Additional Services
The Parties may, within their respective discretion, agree to amend this Agreement if additional
property is acquired or if additional services are required beyond those specified in Exhibit C. An
amendment must be written and agreed to by the Parties before Foundation performs any additional
services,and it must specify the nature,scope,and payment terms,if any,for the additional services.
If the period for completing additional services makes the advance signing of an amendment
City of Auburn/Soos Creek Botanical Garden Foundation
Operating Agreement—Execution Copy Page 2 of 25
impractical, the Parties agree to perform only the additional services approved in writing by their
authorized representative pending the signing of an Amendment as set forth in this Section.
3. Foundation's Representations,Qualifications,and Financial Strength
Foundation represents and warrants that it has all the required licenses,certifications,qualifications,
and operational finances necessary to perform the services in this Agreement and agrees to maintain
its 501(c)(3)status during the entire term of this Agreement. Foundation represents that its signatory
to this Agreement has the requisite legal authority to bind Foundation to the terms and conditions of
this Agreement.
4. No Rent or Compensation to be Paid
a. No Rent or Compensation to be Paid to either Party. The City obtained CFT funds to
acquire the Property, in part, with the balance of the purchase price gifted to the City by Maurice
Skagen. In consideration of the fact the Foundation is a 501(c)(3) charitable organization whose
purpose and mission is to provide public benefit via its work at the Garden,including particularly to
the residents of the City of Auburn,the City and Foundation agree that no rent will be payable by the
Foundation to the City for its use of the Garden,nor shall the City pay the Foundation any monetary
compensation for the Foundation's performance of this Agreement, including the performance of
those Services set forth on Exhibit C, absent mutual agreement and contingent upon available
funding. The Parties agree to work cooperatively in the Foundation's attempts to acquire available
grant funding that would enhance the operation and offerings of the Garden to the public, including
without limitation via applications to various potentially applicable Washington State and King
County grant programs.
b. Prevailing Wage. The Foundation will pay its non-volunteer personnel, if any, the
applicable prevailing wage for all laborers and staff in the performance of the Services. The minimum
prevailing wage rate paid for each year shall be the rate in effect on January 1 of each year. The
Foundation shall file annually its Intent to Pay Prevailing Wages form and an Affidavit of Wages
Paid form with the Department of Labor&Industries.
c. Leasehold Excise Tax.If Washington State requires the City to collect a Leasehold Excise
Tax(LET)because the Foundation is deemed to have a leasehold interest in all or any portion of the
Property or Garden,owed by the City,then the Foundation will be responsible for the LET,at 12.84%
of the value then determined for the leasehold interest.
5. Time for Performance,Term,and Termination of Agreement
a. Term. The term of this Agreement commences upon the Closing of the transaction
whereby the City acquires the Property (the "Effective Date"). Once commenced, the
Foundation shall perform all Services set forth in Exhibit C,for an initial term often(10)
years ("Initial Term"). This Agreement shall be automatically extended in five (5) year
increments ("Extension Terms") unless terminated earlier as provided herein. Any
Extension Term shall be effectuated by a written notice,addendum, or amendment to this
City of Auburn/Soos Creek Botanical Garden Foundation
Operating Agreement—Execution Copy Page 3 of 25
Agreement, which amendment shall include such modified or additional terms and
conditions as the Parties may agree upon within their respective discretion.
b. Termination. In recognition of the Parties' mutual intent that the Foundation continue
operating and maintaining the Property as the Garden for as long as it is reasonably able to
do so,as reflected in the above Recitals,the Parties agree that this Agreement may only be
terminated for cause or necessity.
Termination for Cause. Either party may terminate this Agreement for cause
with written notice to the other Party. A termination is"for cause"if a party substantially
fails to perform in accordance with the terms of this Agreement through no fault of the
other Party, if said Party fails to correct or perform within thirty (30) days of receipt of
written notice(or such other period of notice as may be specified in this Agreement), or
within such longer time as the Parties agree upon in the event correction is not reasonably
possible within 30 days. The notice will specify the termination reason(s) and the
termination effective date,and the correction action(s)necessary to prevent termination. If
the City terminates this Agreement for cause, all City payments otherwise due to
Foundation, if any, will be suspended and the City will have no further obligations to
Foundation.
Termination for Necessity. Either Party may terminate this Agreement out of
necessity upon at least ninety (90) days advance written notice to the other Party. A
termination is out of"necessity"if a party can no longer reasonably perform in accordance
with the terms of this Agreement through no fault of the other Party, and such failure is
due to financial hardship, severe casualty loss to the Property preventing the ongoing
operation of the Property as the Garden for public benefit, or a similar type(s)of problem
that the terminating party has been unable to resolve despite good faith efforts including
engaging in discussions with the non-terminating party. The notice shall specify the
termination reason(s)and the termination effective date. If the termination is by the City,
the City will compensate Foundation for those compensable services performed,if any,up
to the Termination Date,if eligible for compensation. The compensation will fully satisfy
the City's obligations under this Agreement and will discharge the City from any further
obligations and liabilities to the Foundation (including any Foundation claims of
anticipated profits or other consequential damages resulting from the termination).
c. Surrender of Possession upon Termination. Upon receipt of any termination notice,the
Foundation will, no later than the termination effective date, deliver possession of all
structures on the Property in which the Foundation has possession,discontinue all services,
and deliver to the City all vendor information and contracts, keys for all gates and
buildings/structures, reports, summaries, and such other documents, information and
materials the Foundation has accumulated, prepared, or obtained in performing this
Agreement (whether fully or partially completed). The Parties agree that as long as Mr.
Skagen is leasing the primary residence on the Property(which lease is under a separate
City of Auburn/Soos Creek Botanical Garden Foundation
Operating Agreement—Execution Copy Page 4 of 25
agreement between the City and Mr. Skagen),the Foundation will not be deemed to have
possession of such residence for purposes of this Agreement, unless the Foundation has
leased or subleased a portion of the primary residence for Foundation purposes—in which
case such portion shall be subject to this Section Sc.
d. The rights and remedies in this Section do not exclude any other legal or equitable rights
or remedies available to the City.
6. Ownership and Use of Documents
The City will own all documents related to the maintenance and operations of the Property including,
reports, memoranda, diagrams, sketches, plans, surveys, working drawings and any other materials
that the Foundation creates or prepares in performing this Agreement (the "Work Products"),
provided, however, City understands and agrees that the City does not own Foundation donor
information and the Foundation cannot disclose donor information. The City may use these Work
Products for any lawful purpose. Foundation acknowledges that this Agreement and the Work
Products are public records subject to RCW 42.56 unless exempt from public records disclosure
requirements. The Foundation agrees to fully assist the City in identifying,locating,and copying any
records Foundation possesses that the City determines in its sole discretion are responsive to a Public
Records request. The City agrees to process Public Records requests with appropriate exemptions
from disclosure requirements.
7. Records Inspection and Audit
All City payments to the Foundation, if any, are subject to adjustment for any amounts found upon
audit or otherwise to have been improperly invoiced. The City may inspect and audit any Foundation
records and books of account pertaining to any work performed under this Agreement for up to 3
years after the City's final payment to Foundation. If any litigation,claim,dispute,or audit is initiated
before this 3-year period expires, Foundation shall retain all records and books of account for any
work performed under this Agreement until final resolution of any such litigation,claim,dispute,or
audit.
8. Continuation of Performance
If any dispute or conflict arises between the Parties while this Agreement is in effect,the Foundation
agrees to cooperate and continue in good faith toward successful completion of its responsibilities
under this Agreement notwithstanding such dispute or conflict.
9. Independent Contractor
The Foundation will perform the Services as an independent contractor and will not be deemed by
virtue of this Agreement or the performance of it to be in a partnership,joint venture, employment,
or other relationship with the City. Nothing in this Agreement creates any contract relationship
between the City and the Foundation's volunteers, employees, agents, or subcontractors. The City
shall not be responsible for withholding or otherwise deducting federal income tax or Social Security
City of Auburn/Soos Creek Botanical Garden Foundation
Operating Agreement—Execution Copy Page 5 of 25
or contributing to the State Industrial Insurance Program, or otherwise assuming the duties of an
employer with respect to Foundation or any employee of Foundation.
10. Administration of Agreement ,�``�� ((..
This Agreement will be administered by odffi et i U6nn1o�Sehalf of the Foundation, and by
the City of Auburn Mayor(or designee)on behalf of the City.
11. Notices
Notices or communications permitted or required under this Agreement will be written and delivered
to the following addresses:
Notice to the City: Notice to Foundation:
Director of Parks&Recreation The Soos Creek Botanical Garden Foundation
City of Auburn Attn: Matt Jennings
25 West Main St 29308 132nd Ave SE
Auburn WA 98001-4998 Auburn,WA 98092
Phone:(253)931-3043 Phone:(415)370-7468
Email:parks@auburnwa.gov Add Phone:(253)639-0949
Email:MJ2543@gmai l.com
Add Email:
info@sooscreekbotanical garden.org
Either party may change its above address by giving written notice to the other party. Notices to non-
parties will be delivered as designated by a party to this Agreement.
12. Insurance
The Foundation will,at its sole expense,procure and maintain for the duration of this Agreement and
for thirty(30)days thereafter insurance against claims for injuries to persons or damage to property
which may arise from or in connection with the performance of this Agreement by the Foundation,
its agents,representatives, or employees. Foundation's maintenance of insurance as required by the
Agreement will not be construed to limit the liability of the Foundation to the coverage provided by
such insurance or otherwise limit the City's recourse to any remedy available at law or in equity.
The Foundation will obtain insurance of the types described below:
a. Automobile Liability insurance covering all owned,non-owned,hired and leased vehicles.
Coverage will be at least as broad as Insurance Services Office (ISO) form CA 00 01
(Foundation may use a substitute form providing equivalent liability coverage).
City of Auburn/Soos Creek Botanical Garden Foundation
Operating Agreement—Execution Copy Page 6 of 25
b. Commercial General Liability insurance will be at least as broad as ISO occurrence form
CG 00 01 and will cover liability arising from premises,operations,stop-gap independent
contractors, products-completed operations, personal injury and advertising injury, and
liability assumed under an insured contract.The City will be named as an additional insured
under the Foundation's Commercial General Liability insurance policy with respect to the
work performed for the City using an additional insured endorsement at least as broad as
ISO Additional Insured endorsement CG 20 26.
c. Worker's Compensation coverage as required by the Industrial Insurance laws of the State
of Washington.
d. Tenant Discrimination Liability Insurance,applicable if the Foundation leases or subleases
any portion of the Property for residential purposes(e.g.a garden caretaker).The City will
be named as an additional insured under the Foundation's Tenant discrimination Liability
insurance policy.
For Automobile Liability and Commercial General Liability insurance,the policies are to contain or
be endorsed to contain that Foundation's insurance coverage will be primary insurance with respect
to the City. Any insurance, self-insurance, or self-insurance pool coverage maintained by the City
will be excess of the Foundation's insurance and will not contribute to it.
Insurance is to be placed with an authorized insurer in Washington State. The insurer must have a
current A.M.Best rating of not less than A:VII.
The Foundation will furnish the City with original certificates of insurance and a copy of the
amendatory endorsements, including but not necessarily limited to the additional insured
endorsement,evidencing the insurance requirements of this Agreement before commencement of the
work.
The City reserves the right to require that complete,certified copies of all required insurance policies
and/or evidence of all subcontractors' coverage be submitted to the City at any time. The City may
withhold payment, if any is due, if the Foundation does not fully comply with this request.
If the Foundation maintains higher insurance limits than the minimums shown below,the City will
be insured for the full available limits of Commercial General and Excess or Umbrella liability
maintained by the Foundation,irrespective of whether such limits maintained by the Foundation are
greater than those required by this Agreement or whether any certificate of insurance furnished to the
City evidences limits of liability lower than those maintained by the Foundation.
The Foundation will provide the City with written notice of any policy cancellation within two
business days of their receipt of such notice. Failure by the Foundation to maintain the insurance as
required will constitute a material breach of this agreement, upon which the City may, after giving
five (5) business days' notice to the Foundation to correct the breach, immediately terminate the
agreement or, at its discretion, procure or renew such insurance and pay any and all premiums in
City of Auburn/Soos Creek Botanical Garden Foundation
Operating Agreement—Execution Copy Page 7 of 25
connection therewith,with any sums so expended to be repaid to the City on demand,or at the City's
sole discretion,offset against funds due the Foundation from the City,if any.
13. Insurance Minimums
The Foundation shall provide:
• Automobile Liability: $1,000,000 per accident for bodily injury and property damage.
• Commercial General Liability (CGL): Coverage shall be no less than $2,000,000 each
occurrence with $2,000,000 aggregate, and $2,000,000 products completed operations
aggregate limit.
• Builders Risk.May be required up to the amount of the completed value of a new building
or major construction project.
• Tenant Discrimination Liability: Coverage shall be no less than$2,000,000 per claim and
$2,000,000 policy aggregate limit.Applicable if the Foundation leases or subleases any
portion of the Property for residential purposes(e.g. a garden caretaker).
14. Indemnification/Hold Harmless
Except for injuries and damages caused by the sole negligence of the City, the Foundation will
defend, indemnify and hold the City and its officers, officials, employees, and volunteers harmless
from any and all claims,injuries,damages,losses,or suits of every kind,including attorney fees and
litigation expenses, arising out of or resulting from the acts, errors, or omissions of the Foundation,
its employees, agents, representatives, or subcontractors, including employees, agents, or
representatives of its subcontractors, made in the performance of the Services required by this
Agreement, or arising out of worker's compensation, unemployment compensation, or
unemployment disability compensation claims.
However,should a court of competent jurisdiction determine that this Agreement is subject to RCW
4.24.115,then,in the event of liability for damages arising out of bodily injury to persons or damages
to property caused by or resulting from the concurrent negligence of the Foundation and the City,its
officers,officials, employees, and volunteers,the Foundation's liability, including the duty and cost
to defend,hereunder shall be only to the extent of the Foundation's negligence.
It is further specifically and expressly understood that this indemnification constitutes the
Foundation's waiver of immunity under Industrial Insurance,Title 51 RCW,solely for the purposes
of this indemnification. This waiver has been mutually negotiated by the parties. The provisions of
this section will survive the expiration or termination of this Agreement.
15. No Acts in Contravention of Foundation Nonprofit Status.
Regardless of any provisions herein,the City understands and agrees that nothing in this Agreement
(including Exhibit C)requires the Foundation to provide private inurement or impermissible private
benefit, or otherwise take any action that violates or jeopardizes in any way the Foundation's
City of Auburn/Soos Creek Botanical Garden Foundation
Operating Agreement-Execution Copy Page 8 of 25
501(c)(3)charitable status or its status as a Washington nonprofit corporation governed by Chapter
24.03A RCW.
16. Assignment
Neither party to this Agreement may partially or wholly assign any right or obligation in it without
the other Party's prior written consent. No assignment or transfer of any interest under this
Agreement will release the assignor from any liability or obligation under this Agreement or cause
any such liability or obligation to be reduced to a secondary liability or obligation.
16. Nondiscrimination
The Foundation may not engage in any unfair practice identified in RCW 49.60.180 and/or 42 U.S.C.
§2000e-2 in the performance of any services or activities under this Agreement (either directly or
through contractual,hiring,or other arrangements).
17. Amendment,Modification and Waiver
No amendment,modification,or waiver of any condition, provision,or term of this Agreement will
be valid or effective unless written and signed by the Party to be bound (or the Party's authorized
representative), specifying the nature and extent of such amendment, modification or waiver. Any
waiver,approval or acceptance,or payment by any Party will not affect or impair that Party's rights
arising from any default by the other Party.
18. Parties in Interest
This Agreement will bind (and its benefits and obligations will inure to) the Parties and their
respective successors and assigns. This section will not permit any transfer or assignment otherwise
prohibited by this Agreement.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 sureties).
19. Force Majeure
Delays in performing this Agreement will be excused to the extent caused by acts outside a Party's
control, such as fires, cyber/ransomware attacks, earthquakes, floods, explosions, actions of the
elements, riots, mob violence, strikes, pandemics, labor strikes or lockouts, and state or federal
government emergency orders.
20. Applicable LawNenue/Dispute Resolution
This Agreement and the rights of the Parties under it will be governed by the laws,regulations, and
ordinances of the City,King County,and the State of Washington. Venue for actions involving this
Agreement will be in King County Superior Court. An applicable statute of limitation will commence
no later than the Foundation's substantial completion of the Services in this Agreement. Prior to
commencing any legal action involving this Agreement, the Parties agree to engage in informal or
City of Auburn/Soos Creek Botanical Garden Foundation
Operating Agreement—Execution Copy Page 9 of 25
formal mediation with a mediator mutually agreed to by the Parties, with the cost of the mediation
shared equally.
21. 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 act to limit the scope of their paragraph or section. Where
appropriate,the singular will include the plural(and vice versa),and masculine,feminine and neuter
expressions will be interchangeable. This Agreement has been drafted by mutual agreement of the
Parties,and it will be interpreted and/or constructed without regard to its drafter.
22. Severable Provisions
Each provision of this Agreement is intended to be severable. The illegality or invalidity of any
provision in this Agreement will not affect the validity of the Agreement's remaining provisions.
23. Entire Agreement
This Agreement (together with any subsequent amendments or addendums) contains the entire
understanding of the Parties regarding its subject matter, and it supersedes all prior oral or written
representations, agreements and understandings between the parties. No other oral or written
understandings regarding this Agreement shall bind any Party.
24. Non-Availability of Funds
Every City obligation under this Agreement is contingent on the availability of appropriated or
allocated City funds,to the extent City funds are required-if at all-for the City to perform a given
obligation. If funds required for the City's performance are not allocated and available,the City may
terminate this Agreement for necessity at the end of the available funding period,subject the required
Section 5 notice period. The City will not be liable if it exercises this provision and will not be
obligated or liable for any future payments or damages as a result of termination under this Section.
25. Counterparts
This Agreement may be executed in multiple counterparts,with each counterpart being one and the
same Agreement,and the Agreement will become effective when one or more counterparts have been
signed by each of the Parties and delivered to the other Party.
IN WITNESS WHEREOF,the parties hereto have executed this Agreement as of the dates set forth
below,with the term of the Agreement beginning on the Effective Date set forth above.
City of Auburn/Soos Creek Botanical Garden Foundation
Operating Agreement—Execution Copy Page 10 of 25
CITY OF AUBURN,a Washington THE SOOS CREEK BOTANICAL GARDEN
municipal corporation FOUNDATION,a Washington nonprofit
corporation
• . I.• Illied44di44444470°
Nancy Ba Alerik or Signature
Date: 5•2.t.2 . Name: A✓VIr�- 1' 4 ,ti J P.Khit4.3
Title: 50 s(Y,( act;r
Date: 5A 21202,E
Appr. -I as to form:
frarP‘',
Jason M.Whalen,Auburn Ci Attorney
City of Auburn/Soos Creek Botanical Garden Foundation
Operating Agreement—Execution Copy Page 11 of25
EXHIBIT A
Legal Description of the Property
(Revised Parcel B)
THAT PORTION OF THE NORTH HALF OF THE SOUTHWEST QUARTER OF THE NORTHWEST
QUARTER TOGETHER WITH THAT PORTION OF THE NORTHWEST QUARTER OF THE SOUTHEAST
QUARTER OF THE NORTHWEST QUARTER OF SECTION 3,TOWNSHIP 21 NORTH, RANGE 5 EAST,
W.M., IN KING COUNTY,WASHINGTON, DESCRIBED AS FOLLOWS;
COMMENCING AT THE WEST QUARTER CORNER OF SAID SECTION 3,AS MONUMENTED BY CITY
OF AUBURN MONUMENT 1419,AN ENCASED BRASS PLUG IN CONCRETE NEAR THE CENTER OF
132ND AVE SE;
THENCE ALONG THE WEST LINE OF THE SOUTHWEST QUARTER OF THE NORTHWEST QUARTER
OF SAID SECTION, NORTH 01°29'47"EAST, 988.05 FEET;
THENCE DEPARTING SAID WEST LINE, SOUTH 88°43'54"EAST, 30.00 FEET TO THE EAST RIGHT OF
WAY MARGIN OF 132ND AVE SE,ALSO BEING THE SOUTHWEST CORNER OF LOT A, KING COUNTY
BOUNDARY LINE ADJUSTMENT NO. L96L0155 RECORDED UNDER RECORDING NO.9612301254
AND AS CORRECTED PER BOUNDARY LINE ADJUSTMENT NO. L96L0155, RECORDED UNDER
RECORDING NO.20020211002613 AND THE POINT OF BEGINIING;
THENCE CONTINUING ALONG THE SOUTH LINE OF SAID KING COUNTY BOUNDARY LINE
ADJUSTMENT NO. L96L0155,SOUTH 88°43'54"EAST,779.34 FEET TO THE SOUTHWEST CORNER
OF LOT 2, KING COUNTY SHORT PLAT NO.477101, RECORDED UNDER RECORDING NO.
7711221019;
THENCE ALONG THE WEST LINE OF SAID LOT 2 OF SAID SHORT PLAT, NORTH 01°29'47"EAST,
299.45 FEET TO THE NORTH LINE OF SAID LOT 2;
THENCE ALONG SAID NORTH LINE SOUTH 88°44'20"EAST, 509.29 FEET TO THE SOUTHEAST
CORNER OF TRACT"X"OF SAID SHORT PLAT;
THENCE ALONG THE EAST LINE OF SAID TRACT"X"NORTH 01°28'40"EAST, 30.00 FEET TO THE
NORTHWEST CORNER OF THE NORTHWEST QUARTER OF THE SOUTHEAST QUARTER OF THE
NORTHWEST QUARTER OF SAID SECTION 3;
THENCE ALONG THE NORTH LINE OF SAID SUBDIVISION SOUTH 88°44'20"EAST, 262.85 FEET;
THENCE DEPARTING SAID NORTH LINE SOUTH 01°28'40"WEST, 329.55 FEET TO THE SOUTH LINE
OF THE NORTH HALF OF SAID SUBDIVISION;
THENCE ALONG SAID SOUTH LINE SOUTH 88°43'54"EAST,369.50 FEET TO THE SOUTHEAST
CORNER OF SAID NORTH HALF;
City of Auburn/Soos Creek Botanical Garden Foundation
Operating Agreement—Execution Copy Page 12 of 25
THENCE ALONG THE EAST LINE OF THE SOUTH HALF OF SAID SUBUDIVISION SOUTH 01°28'07"
WEST,164.80 FEET;
THENCE NORTH 88°43'30"WEST,659.37 FEET TO THE EAST LINE OF THE NORTH HALF OF THE
SOUTHWEST QUARTER OF THE NORTHWEST QUARTER OF SAID SECTION 3;
THENCE ALONG SAID EAST LINE SOUTH 01°28'40"WEST,164.79 FEET TO THE SOUTHEAST
CORNER OF SAID NORTH HALF;
THENCE ALONG THE SOUTH LINE OF SAID NORTH HALF NORTH 88°43'27"WEST,812.79 FEET;
THENCE DEPARTING SAID SOUTH LINE NORTH 01°29'51"EAST, 165.00 FEET;
THENCE NORTH 88°43'27"WEST,476.00 FEET TO SAID EAST RIGHT OF WAY MARGIN;
THENCE ALONG SAID EAST MARGIN NORTH 01°29'47"EAST,164.35 FEET TO THE POINT OF
BEGINNING.
CONTAINING 693,798 SQUARE FEET(15.93 ACRES),MORE OR LESS.
TOGETHER WITH AN UNDIVIDED INTEREST IN TRACT"X"AS DELINEATED ON SAID KING COUNTY
SHORT PLAT NO.477101;
TOGETHER WITH A NON-EXCLUSIVE EASEMENT FOR INGRESS,EGRESS AND UTILITIES OVER THE
NORTH 30 FEET OF THE WEST HALF OF THE NORTH HALF OF THE NORTH HALF OF THE
SOUTHWEST QUARTER OF THE NORTHWEST QUARTER OF SECTION 3,TOWNSHIP 21 NORTH,
RANGE 5 EAST,W.M.,IN KING COUNTY,WASHINGTON;
EXCEPT THE WEST 30 FEET THEREOF LYING WITHIN 132ND AVENUE SOUTHEAST.
TOGETHER WITH A NON-EXCLUSIVE EASEMENT FOR INGRESS,EGRESS AND UTILITIES OVER,
ACROSS AND UNDER THE EAST 30 FEET,AND THE SOUTH 30 FEET OF THE NORTHEAST QUARTER
OF THE SOUTHEAST QUARTER OF THE NORTHWEST QUARTER,THE WEST 15 FEET OF THE SOUTH
HALF OF THE NORTHEAST QUARTER OF THE SOUTHEAST QUARTER OF THE NORTHWEST
QUARTER OF SAID SECTION.
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City of Auburn/Soos Creek Botanical Garden Foundation
Operating Agreement—Execution Copy Page 13 of25
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3 T21N,3R5E T21N, R5E L11 = N 88'43'27" W 812.79' SCALE: 1'=300 FEET
L12 = N 01'29'51" E 165.00'
L13 = N 88'43'27" W 476.00' OTiiiiQ
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EXHIBIT C
The Services
Foundation Maintenance Responsibilities. The Foundation shall maintain all of the following
at its sole cost and expense:
Garden: The Foundation shall operate, maintain, and improve the Garden, including its
plant collections, as it currently exists on and within the Property. The Foundation may modify
existing garden areas or establish new areas within the Property, provided such work remains
consistent with the mission and purpose of a public botanical garden.
Irrigation: If irrigation systems are to be installed in the future, the Foundation shall be
responsible for their installation, operation,maintenance,repair, and replacement as necessary.
Equipment: The Foundation shall be responsible for and perform all maintenance and
repair of onsite equipment owned by the Foundation or the City, if any, that is used by the
Foundation for Garden Maintenance.If equipment needs replacement,the Foundation shall replace
said equipment in a timely manner,to not disrupt Garden operations.
Buildings: The Foundation shall be responsible for all maintenance of all buildings on the
Garden and within the Property, provided, however, that the Foundation shall be responsible for
the "Main House" or a portion thereof only if and when the primary purpose of the Main House
or a portion thereof(e.g. a Garden caretaker apartment)is to support the Garden operations. Thus,
as of the Effective Date of the Services Agreement, the Foundation shall be responsible for the
"Soos Creek Heritage Center",the"Pavilion by the Pond",the aviary(attached to the Main House),
and all Garden-related outbuildings,including but not limited to the"Hoop Nursery",greenhouses,
sheds, and other structures, whether currently located on the Garden or installed in the future for
Garden-related purposes. Maintenance shall include, but not be limited to, normal and routine
maintenance (e.g. painting, minor repairs, replacing light bulbs, pest control, etc.), as well as
Capital Improvements (e.g. roof replacement, siding repairs, system replacements, etc.). In the
event of significant Capital Improvements or other significant alterations or improvements desired
by the Foundation — with "significant" defined as improvements or alterations exceeding ten
thousand dollars ($10,000) in total cost—the Foundation shall obtain the City's written consent
prior to engaging in such work, with such consent not unreasonably withheld. The Foundation
may, but is not required to, consult with the City for minor repairs, replacements, or routine
maintenance. The Foundation shall be responsible for the investigation and acquisition of any
permits needed,with City as owner cooperating as needed for such permits.
Historic/Cultural Effects: The Foundation shall be responsible for maintaining artwork,
furniture, photos, historic tools and equipment, newspaper articles, etc. (collectively, the
"Historic/Cultural Effects") as part of its maintenance of the Soos Creek Heritage Center.
City of Auburn/Soos Creek Botanical Garden Foundation
Operating Agreement—Execution Copy Page 15 of 25
Additionally,after Maurice Skagen no longer resides in the Main House,the Foundation shall also
be responsible for maintaining such Historic/Cultural Effects that Mr. Skagen determines within
his discretion to leave in the Main House.
All Other Site Appurtenances: The Foundation shall be responsible for all maintenance,
repair, and replacement of all site appurtenances, including but not limited to, the entrance gate,
parking areas,water/sewage/electrical systems,kiosks,memorials,benches,and fencing. City and
Foundation mutually understand and agree that existing and future memorials placed on the
Property by the Foundation are intended to be permanent,e.g.the granite memorial bench near the
vegetable garden, and shall be replaced if damaged.
Vehicle and Pedestrian Areas: The Foundation shall be responsible for maintaining the
grounds of the Garden in a safe and well-maintained condition, including, without limitation,
parking areas, roads, driveways, walkways, pathways, patios, and other vehicle and pedestrian
areas located within the Property.
Soosette Creek:The Foundation shall conduct its activities within the Property in a manner
that complies with all applicable State and City regulations governing Soosette Creek and its
associated critical areas and buffers.Nothing in this Agreement shall prohibit the Foundation from
coordinating educational or habitat-related activities associated with the creek (e.g. children
releasing salmon frye)and in coordination with applicable organizations(e.g.Muckleshoot Indian
Tribe, State of Washington, etc.).
Foundation Operational Responsibilities.
Hours of the Garden and Soos Creek Heritage Center: The City and Foundation
acknowledge that the Garden is an asset meant to be enjoyed by and open to the public. The
Foundation shall consult with the City but ultimately shall have the final authority to determine
the days, times, or seasons when the Garden is open to the public or for private events. The
Foundation shall keep the City apprised of such open hours, special events, etc. so that the City
may assist in public outreach.
Educational Uses and Fundraising: The Foundation,at its sole discretion,may continue
to offer the Garden and its amenities for educational purposes, including but not limited to,public
education (e.g. schools), private education (e.g. garden workshops), and for fundraising events,
compliant with its tax-exempt status.
City Rights and Responsibilities.
City ofAuburn/Soos Creek Botanical Garden Foundation
Operating Agreement—Execution Copy Page 16 of 25
City use of the Property and Buildings: The City may request use of portions of the
Property or Garden facilities for City-related events or gatherings. Any such use shall be
coordinated with the Foundation and shall be subject to availability and the Foundation's
scheduling of Garden operations, programs, and private rentals. The Foundation may, at its
discretion,permit such use and may charge the City the same or a discounted rate consistent with
the Foundation's facility rental policies. Nothing in this Agreement obligates the Foundation to
provide facilities for City use without charge.
Use of any facilities subject to a residential occupancy, including without limitation Maurice
Skagen's lease of the main house on his former property, shall only occur if such use is permitted
under the terms of that occupancy. City events approved under this section shall be scheduled in
coordination with the Foundation, and the City shall be responsible for reasonable cleanup and
restoration of the facilities following such use.
Public Outreach: The City may include Foundation and Garden events and other
information in City-sponsored public outreach(e.g. e-blasts, social media posts,etc.),though it is
not required to do so.The Foundation should keep in contact with City Staff to assist in said efforts
for public outreach. If the Foundation provides its own public outreach,the Foundation shall not
indicate that the City is a sponsor of said events or information provided.
Periodic Meetings & Reports: The Foundation and City shall coordinate quarterly
meetings, at a time and location as is convenient for each party. Reports, as may be listed in the
Foundation Services Agreement, shall be provided in a timely manner to the City.
Financial Responsibilities of Foundation. The City and Foundation acknowledge that the
purpose of the City's acquisition of the Property and Garden was to ensure in perpetuity the
opportunity to continue the historic use of the Property as public gardens, open space and
cultural/historic education for the benefit of the Auburn community. The Foundation shall be
financially responsible for its Maintenance Responsibilities and Operational Responsibilities, as
outlined above. The Foundation intends to rely in part for its financial stability on a donor-advised
endowment intended to be created by the investment and benevolence of Garden and Foundation
co-founder Maurice Skagen. To the extent allowed by the entity managing such endowment(e.g.
the Seattle Foundation or a similar philanthropic management organization),the City will be listed
as contingent beneficiary of any such endowment created, provided that all income and principal
of the endowment is used solely to maintain and improve the Property and Garden for public
benefit as contemplated herein and in accordance with the governing instruments for any such
endowment. The Foundation and City acknowledge that in the event the Foundation becomes
insolvent or is otherwise unable to maintain the Garden, Property, and other associated buildings,
City of Auburn/Soos Creek Botanical Garden Foundation
Operating Agreement—Execution Copy Page 17 of 25
as described in this Agreement, the City shall receive the full financial benefit, as designated
contingent beneficiary of any endowment established for the ongoing maintenance and operation
of the Property and Garden, subject to any dissolution/wind-down requirements the Foundation
must meet in accordance with its 501(c)(3) status and as a Washington nonprofit corporation
governed by Chapter 24.03A RCW. Notwithstanding the City's receipt of available income from
the endowment, if financial resources are insufficient to maintain the Garden, then, in the City's
sole determination, the Garden and Property may revert to natural open space, for the benefit of
the public. If the Foundation is unable to maintain the buildings and other built structures on the
Property, the City retains the rights to use the endowment funds, to maintain any such buildings
or structures, in such conditions as determined by the City, in the City's sole discretion but subject
to the requirement that any donated funds must be used for the charitable purpose(s) for which
they were donated.
The City understands and agrees that nothing in the Services Agreement or this Exhibit C shall
require the Foundation to provide private inurement or impermissible private benefit,or otherwise
take any action that violates or jeopardizes in any way its 501(c)(3) charitable status or its status
as a Washington nonprofit corporation governed by Chapter 24.03A RCW.
Subject to the terms and conditions of the Agreement,the Foundation may enter into an agreement
with another nonprofit organization to take over the Foundation responsibilities as described
herein, subject to the City's written approval and consent, which shall not be unreasonably
withheld.
City of Auburn/Soos Creek Botanical Garden Foundation
Operating Agreement—Execution Copy Page 18 of 25
EXHIBIT D
Easement for Ingress,Egress,Parking& Operations
(Cover Page)
City of Auburn/Soos Creek Botanical Garden Foundation
Operating Agreement—Execution Copy Page 19 of 25
RECORDING REQUESTED BY AND WHEN
RECORDED MAIL TO:
City of Auburn
25 W Main
Auburn,WA 98001
ATTN:Josh Arndt
The information contained in this boxed section is for recording purposes only pursuant to RCW 36.18 and RCW 65.04,and is not to be
relied upon for any other purpose,and shall not affect the intent of or any warranty contained in the document itself.
Reference#(if applicable):
Grantor:The Soos Creek Botanical Garden Foundation,a Washington nonprofit corporation
Grantee:City of Auburn,a Washington municipal corporation
Tax Parcel ID Numbers:
Q-S-T-R of burdened property:
Full Legal Descriptions Located:Exhibits A&B
EASEMENT FOR INGRESS,EGRESS,PARKING & OPERATIONS
THIS EASEMENT FOR INGRESS, EGRESS, PARKING & OPERATIONS
("Easement") by and between The Soos Creek Botanical Garden Foundation, a Washington
nonprofit corporation ("Grantor"), and City of Auburn, a Washington municipal corporation
("Grantee") is effective as of MOIL 21,702(0 (the"Effective Date").
I. RECITALS
A. Grantor is the owner of real property described and depicted in Exhibit A,attached
hereto and incorporated herein by reference("Grantor Property").
B. Grantee is the owner of real property described and depicted in Exhibit B, attached
hereto and incorporated herein by reference("Grantee Property").
C. The Grantor and Grantee intend for the Grantee to purchase Grantor's Property
upon availability of King County Conservation Futures Tax Levy grant funding.
D. Until such time, Grantee requests that Grantor enter into this Easement Agreement for
the Grantor to operate the Botanical Garden(defined below) located on Grantee's Property.
Ingress_Egress_Parking_Operations Easement
The Soos Creek Botainical Garden Foundation/City of Auburn Page 1 of 7
E. Grantor's Property provides supportive services such as storage and parking for the
Botanical Garden, therefore the parties wish to memorialize the synergies of the two properties
until such time as the funds are available for Grantee to purchase Grantor's Property.
II. EASEMENT
1. Grant of Easement. Grantor hereby grants and conveys to Grantee a perpetual non-
exclusive blanket easement upon, over, across, and through Grantor's Property (the "Easement
Area") for the purposes of ingress, egress, parking, and general support of Grantee's Property in
the operations of Soos Creek Botanical Garden (the"Botanical Garden").
1.1 Grantor reserves the right to control, amend, alter, direct, or redirect the flow and
direction of traffic on Grantor's Property,and to restrict Grantee's use of the Easement to daytime
hours and at other times when Grantee's use of the Easement may interfere with Grantor's
reasonable use of the Easement Area for Botanical Garden purposes.
1.2 Grantor is responsible (at its sole cost and discretion) to maintain, repair, replace,
and/or reconfigure(together"Work")the surface and subsurface of the Easement Area so long as
the Work does not impede or diminish the supportive and operational services Grantor's Property
provides to the Botanical Garden,provided,however,that Grantee is responsible for repairing any
damage (beyond ordinary wear and tear) resulting from Grantee's employees, agents, guests,
licensees, lessees and officials' use of the Easement Area.
2. Conditions of Easement. The Easement is granted subject to and conditioned upon the
following terms,conditions,and covenants which the parties,their agents,tenants,successors and
assigns,agree to fully observe and perform:
2.1 Rights of Easement. Grantee's right to use the Easement Area shall extend equally
to Grantee's employees, agents, guests, licensees, lessees and officials. For the purposes of this
Easement, all shall be collectively considered the"Grantee."
3. General Provisions. The following general provisions shall also apply to this Easement:
3.1 Running Covenants. The terms,conditions,rights and obligations contained in this
Easement shall be covenants running with the land and shall inure to and bind the successors,
assigns,heirs, and personal representatives of the parties.
3.2 Applicable Law. This Easement shall be governed by and construed in accordance
with the laws of the State of Washington.
3.3 Recording. Grantee shall record this Easement with the King County Recorder at
its expense. Grantee shall provide Grantor with a copy of the recorded Easement.
Ingress_Egress_Parking_Operations Easement
The Soos Creek Botainical Garden Foundation/City of Auburn Page 2 of 7
3.4 Attorneys' Fees. If either party brings suit to enforce or interpret this Easement, a
court judgment to the substantially prevailing party shall include that party's attorneys' fees and
legal costs and expenses of the suit. Awarded attorneys' fees and expenses shall include those
incurred before, during and after trial, including those related to any appeal.
3.5 Authority. Each of the individuals whose signature appears below represents and
warrants that he or she has full authority to execute this Easement on behalf of the party on whose
behalf he or she has affixed his or her signature to this Easement.
GRANTOR: GRANTEE:
The Soos Creek Botanical Garden Foundation, a CITY OF AUBURN, a Washington municipal
Washington nonprofit corporation corporation
Signature: 1440/4Signature:
Date: cf(qua Date: S•2.1•
Name(printed): ,k ` tuk, Joints S Name (printed): Nancy Backus
Title: Dom" ChA r Title: Mayor
•
(14,164, 434-Aity
Ingress_Egress_Parking_Operations FAsement
The Soos Creek Botainical Garden Foundation/City of Auburn Page 3 of 7
[GRANTOR'S NOTARY BOX]
STATE OF WASHINGTON )
) ss.
COUNTY OF KING )
On this tQ day of MAY , 2021p I certify that I know or have satisfactory
evidence that n is the person who appeared before me, and said person
acknowledged that(s)he signed thrls instrument, on oath stated that she was authorized to execute
the instrument and acknowledged it as the (Title)Romp (3.1.41)2— of THE SOOS CREEK
BOTANICAL GARDEN FOUNDATION,a Washington nonprofit corporation,to be the free and
voluntary act of such party for the uses and purposes mentioned in the instrument.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the
day and year first above written.
1,11,1/1 ►►►►,,,, , I /�
era v.•.00,3'••. A-Itt
�:•• rinted Name: ///b p of Ci Dv
� NOTARY = Notary PubIl�i in and for the State of W shington
..- ; residing ate a 11'0
N o PUBLIC 2` My commission xpires: D"j-b -2L)2,�
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wAsr
[GRANTEE'S NOTARY BOX]
STATE OF WASHINGTON )
ss.
COUNTY OF KING )
On this I Stay of f'4Gy ,202tD I certify that I know or have satisfactory evidence
that NANCY BACKUS 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 MAYOR of the CITY OF AUBURN,a Washington municipal corporation,
to be the free and voluntary act of such party for the uses and purposes mentioned in the instrument.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the
day and year first above written.
Afii� Sort lrYlt,
ATIE SORUM .K�� Q
NOTARY PUBUC fl 930 Printed Name:
CICYAS-41-4"-N
STATE OF WASHINGTON Notary PubF ,in and for the S ate of Washington
COMMISSION EXPIRES residing at -Pf U h
MAY 4, 2030 My commission expires: 0 2 YSO
Ingress_ . ent
The Soos Creek Botainical Garden Foundation/City of Auburn Page 4 of 7
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EXHIBIT A
GRANTOR PROPERTY
LOT B, KING COUNTY BOUNDARY LINE ADJUSTMENT NO. L96L0155 RECORDED UNDER
RECORDING NO. 9612301254 AND AS CORRECTED PER BOUNDARY LINE ADJUSTMENT NO.
L96L0155, RECORDED UNDER RECORDING NO. 20020211002613 BEING A PORTION OF THE
WEST HALF OF THE NORTH QUARTER OF THE SOUTHWEST QUARTER OF THE NORTHWEST
QUARTER OF SECTION 3,TOWNSHIP 21 NORTH, RANGE 5 EAST,W.M.;
EXCEPT THAT PORTION OF SAID LOT B LYING WEST OF THE FOLLOWING DESCRIBED LINE:
COMMENCING AT THE MOST NORTHERLY NORTHWEST CORNER OF SAID LOT B,ALSO BEING A
POINT ON THE EAST RIGHT OF WAY MARGIN OF 132ND AVE SE,THENCE ALONG THE NORTH LINE
OF SAID LOT B,SOUTH 88°44'20"EAST,247.50 FEET TO THE POINT OF BEGINNING;
THENCE DEPARTING SAID NORTH LINE SOUTH 01°29'47"WEST,329.39 FEET TO THE SOUTH LINE
OF SAID LOT B AND THE TERMINUS OF SAID DESCRIBED LINE;
CONTAINING 125,771 SQUARE FEET(2.89 ACRES), MORE OR LESS.
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Ingress_Egress_Park ing_Operations Easement
The Soos Creek Botainical Garden Foundation/City of Auburn Page 5 of 7
EXHIBIT B
GRANTEE PROPERTY
THAT PORTION OF THE NORTH HALF OF THE SOUTHWEST QUARTER OF THE NORTHWEST
QUARTER TOGETHER WITH THAT PORTION OF THE NORTHWEST QUARTER OF THE SOUTHEAST
QUARTER OF THE NORTHWEST QUARTER OF SECTION 3,TOWNSHIP 21 NORTH, RANGE 5 EAST,
W.M.,IN KING COUNTY,WASHINGTON, DESCRIBED AS FOLLOWS;
COMMENCING AT THE WEST QUARTER CORNER OF SAID SECTION 3,AS MONUMENTED BY CITY
OF AUBURN MONUMENT 1419,AN ENCASED BRASS PLUG IN CONCRETE NEAR THE CENTER OF
132ND AVE SE;
THENCE ALONG THE WEST LINE OF THE SOUTHWEST QUARTER OF THE NORTHWEST QUARTER
OF SAID SECTION, NORTH 01°29'47"EAST,988.05 FEET;
THENCE DEPARTING SAID WEST LINE,SOUTH 88°43'54"EAST,30.00 FEET TO THE EAST RIGHT OF
WAY MARGIN OF 132ND AVE SE,ALSO BEING THE SOUTHWEST CORNER OF LOT A, KING COUNTY
BOUNDARY LINE ADJUSTMENT NO. L96L0155 RECORDED UNDER RECORDING NO.9612301254
AND AS CORRECTED PER BOUNDARY LINE ADJUSTMENT NO. L96L0155,RECORDED UNDER
RECORDING NO.20020211002613 AND THE POINT OF BEGINIING;
THENCE CONTINUING ALONG THE SOUTH LINE OF SAID KING COUNTY BOUNDARY LINE
ADJUSTMENT NO.L96L0155,SOUTH 88°43'54"EAST,779.34 FEET TO THE SOUTHWEST CORNER
OF LOT 2, KING COUNTY SHORT PLAT NO.477101, RECORDED UNDER RECORDING NO.
7711221019;
THENCE ALONG THE WEST LINE OF SAID LOT 2 OF SAID SHORT PLAT,NORTH 01°29'47"EAST,
299.45 FEET TO THE NORTH LINE OF SAID LOT 2;
THENCE ALONG SAID NORTH LINE SOUTH 88°44'20"EAST,509.29 FEET TO THE SOUTHEAST
CORNER OF TRACT"X"OF SAID SHORT PLAT;
THENCE ALONG THE EAST LINE OF SAID TRACT"X"NORTH 01°28'40"EAST,30.00 FEET TO THE
NORTHWEST CORNER OF THE NORTHWEST QUARTER OF THE SOUTHEAST QUARTER OF THE
NORTHWEST QUARTER OF SAID SECTION 3;
THENCE ALONG THE NORTH LINE OF SAID SUBDIVISION SOUTH 88°44'20"EAST,262.85 FEET;
THENCE DEPARTING SAID NORTH LINE SOUTH 01°28'40"WEST,329.55 FEET TO THE SOUTH LINE
OF THE NORTH HALF OF SAID SUBDIVISION;
THENCE ALONG SAID SOUTH LINE SOUTH 88°43'54"EAST,369.50 FEET TO THE SOUTHEAST
CORNER OF SAID NORTH HALF;
Ingress_Egress_Parking_Operations Easement
The Soos Creek Botainical Garden Foundation/City of Auburn Page 6 of 7
THENCE ALONG THE EAST LINE OF THE SOUTH HALF OF SAID SUBUDMSION SOUTH 01°28'07"
WEST,164.80 FEET;
THENCE NORTH 88°43'30"WEST,659.37 FEET TO THE EAST LINE OF THE NORTH HALF OF THE
SOUTHWEST QUARTER OF THE NORTHWEST QUARTER OF SAID SECTION 3;
THENCE ALONG SAID EAST LINE SOUTH 01°28'40"WEST,164.79 FEET TO THE SOUTHEAST
CORNER OF SAID NORTH HALF;
THENCE ALONG THE SOUTH LINE OF SAID NORTH HALF NORTH 88°43'27"WEST,812.79 FEET;
THENCE DEPARTING SAID SOUTH LINE NORTH 01°29'51"EAST,165.00 FEET;
THENCE NORTH 88°43'27"WEST,476.00 FEET TO SAID EAST RIGHT OF WAY MARGIN;
THENCE ALONG SAID EAST MARGIN NORTH 01°29'47"EAST,164.35 FEET TO THE POINT OF
BEGINNING.
CONTAINING 693,798 SQUARE FEET(15.93 ACRES),MORE OR LESS.
TOGETHER WITH AN UNDIVIDED INTEREST IN TRACT"X"AS DELINEATED ON SAID KING COUNTY
SHORT PLAT NO.477101;
TOGETHER WITH A NON-EXCLUSIVE EASEMENT FOR INGRESS,EGRESS AND UTILITIES OVER THE
NORTH 30 FEET OF THE WEST HALF OF THE NORTH HALF OF THE NORTH HALF OF THE
SOUTHWEST QUARTER OF THE NORTHWEST QUARTER OF SECTION 3,TOWNSHIP 21 NORTH,
RANGE 5 EAST,W.M.,IN KING COUNTY,WASHINGTON;
EXCEPT THE WEST 30 FEET THEREOF LYING WITHIN 132ND AVENUE SOUTHEAST.
TOGETHER WITH A NON-EXCLUSIVE EASEMENT FOR INGRESS,EGRESS AND UTILITIES OVER,
ACROSS AND UNDER THE EAST 30 FEET,AND THE SOUTH 30 FEET OF THE NORTHEAST QUARTER
OF THE SOUTHEAST QUARTER OF THE NORTHWEST QUARTER,THE WEST 15 FEET OF THE SOUTH
HALF OF THE NORTHEAST QUARTER OF THE SOUTHEAST QUARTER OF THE NORTHWEST
QUARTER OF SAID SECTION.
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Ingress_EgressParking_Operations Easement
The Soos Creek Botainical Garden Foundation/City of Auburn Page 7 of 7