HomeMy WebLinkAboutITEM VIII-B-2
AGENDA BILL APPROVAL FORM
Agenda Subject:
Resolution No. 3803
Department: Planning Attachments: Resolution No. 3803
and Develo ment A reement
Administrative Recommendation:
Date:
Decem ber 27, 2004
Budget Impact:
City Council to adopt Resolution No. 3803.
Backaround Summary:
Resolution No. 3803 approves a development agreement between the City of Auburn and the Boeing
Company. A public hearing on the development agreement was held January 3, 2005.
CC\RES 3803
L0103-2
A3.13.8
Reviewed by Council & Committees:
o Arts Commission COUNCIL COMMITTEES:
o Airport 0 Finance
D Hearing Examiner 0 Municipal Servo
o Human Services 181 Planning & CD
o Park Board [gJPublic Works
o Planning Comm. 0 Other
Reviewed by Departments & Divisions:
[gJ Building 0 M&O
o Cemetery [gJ Mayor
181 Finance 0 Parks
181 Fire 181 Planning
181 Legal 0 Police
[gJ Public Works 0 Human Resources
Action:
Committee Approval:
Council Approval:
Referred to
Tabled
OYes ONo
OYes ONo Call for Public Hearing _/~_
Until_/~_
Until _1_1_
Councilmember: Sin er
Meetin Date: Janua 3, 2005
Staff: Krauss
Item Number: VIII.B.2
AUBURN * MORE THAN YOU IMAGINED
RESOLUTION NO.3 8 0 3
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
AUBURN, WASHINGTON, AUTHORIZING THE MAYOR AND
CITY CLERK TO EXECUTE A DEVELOPMENT AGREEMENT
BETWEEN THE CITY OF AUBURN AND THE BOEING
COMPANY FOR FUTURE DEVELOPMENT AND
REDEVELOPMENT PROJECTS
WHEREAS, pursuant to RCW 36.70B.170 through .210, cities are
authorized to enter into agreements for development projects whereby the
development standards, including impact fees, SEPA requirements and
mitigation, design standards, phasing issues, review procedures, vesting
issues, and any other appropriate development requirements, are defined; and,
WHEREAS, it is anticipated that the Boeing Company will have future
development and redevelopment projects, that would benefit from such a
development agreement, so that the development requirements can be planned
with certainty, not only as to the more immediate portions of the project, but
also as to later planned phases, and as to the types of improvements that will
be built; and,
WHEREAS, state law requires that such projects be consistent with
current local regulatory requirements, and the Development Agreement would
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Resolution No. 3803
December 28, 2004
Page 1
be able to assure such consistency, while at the same time fixing requirements
for future planned phases; and,
WHEREAS, pursuant to RCW 36.70B.200, a public hearing before the
Auburn City Council was held on the
day of
200_, on the proposed development agreement, at which public hearing those
persons whishing to speak to the issues were afforded an opportunity to do so;
and,
WHEREAS, it is in the public interest and best interests of the City to
enter into such a Development Agreement with the Boeing Company for future
development and redevelopment projects.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF AUBURN,
KING COUNTY, WASHINGTON, HEREBY RESOLVES as follows:
Section 1. The Mayor of the City of Auburn and the Auburn City Clerk
are hereby authorized to execute an Agreement between the City of Auburn
and The Boeing Company for future development and redevelopment projects
to be located within the City of Auburn, which agreement shall be in substantial
conformity with the Agreement a copy of which is attached hereto, marked as
Exhibit "A" and incorporated herein by this reference.
Section 2. The Mayor is hereby further authorized to implement such
administrative procedures as may be necessary to carry out the directives of
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Resolution No. 3803
December 28, 2004
Page 2
this legislation, including recording the development agreement with the real
property records of King County, Washington, pursuant to RCW 36.70B.190.
Section 3. This resolution shall be in full force and affect upon
passage and signatures hereon.
DATED and SIGNED this _ day of
,200_.
CITY OF AUBURN
PETER B. LEWIS
MAYOR
ATTEST:
Danielle E. Daskam,
City Clerk
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Resolution No. 3803
December 28, 2004
Page 3
I R,,".. Add,,,,
Document Title(s) (or transactions contained therein):
1. Auburn Fabrication Plant Development Agreement
Reference Number(s) of Documents assigned or released:
(on page _ of documents(s)
Grantor(s) (Last name first, then first name and initials):
I. The Boeing Company
Grantee(s) (Last name first, then first name and initials):
1. City of Auburn
Legal description (abbreviated: Le. lot, block, plat or section, township, range)
Œ] Full legal is on pages of document.
Assessor's Property Tax Parcel/Account Number
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Auburn Fabrication Plant Development Agreement
This DEVELOPMENT AGREEMENT ("Agreement") between THE BOEING COMPANY
("Boeing"), a Delaware corporation, and the CITY OF AUBURN, a municipal corporation of the
State of Washington (the "City"), is entered into pursuant to the authority ofRCW 36.70B.170
through .210, under which a local government may enter into a development agreement with an
entity having ownership or control of real property within its jurisdiction.
Recitals
A. Boeing is the owner of certain real property, used for the Auburn Fabrication Plant
(the "Property"), located in the City of Auburn, King County, Washington, and more particularly
described in Exhibit 1 (the "Property").
B. The Property contains approximately 354 acres of land, most of which is occupied
by Boeing's existing Auburn Fabrication Plant and related industrial buildings and accessory uses,
southwest of the intersection ofC Street SW and 15th Street SW. Approximately 255 acres of the
Property is within the City of Auburn, with a current zoning designation of M-2, Heavy Industrial.
The Property is adjacent to, but not within, the City of Pacific's municipal boundaries. A map
depicting geographic city boundaries relative to the Property is attached hereto as Exhibit 2.
C. Approximately 98 acres of the Property is located within the City of Algona, with a
current zoning designation ofM-l, Light Industrial. Boeing's property located in Algona contains
some building and parking areas, but is predominantly occupied by a large wetland that is partially
used as a regional stormwater detention facility serving the Property and its drainage basin (referred
to as "Ellingson Road Regional Detention Facility" herein).
D. The City of Auburn, a noncharter optional municipal code city incorporated under
the laws.of the State of Washington, has authority to enact laws and enter into agreements to promote
the health, safety and welfare of its citizens and thereby to control the use and development of
property within its jurisdiction and to annex territory and specify zoning and development standards
for annexed areas.
E. The City of Auburn has cooperatively planned for appropriate land uses and
infrastructure for the Property, consistent with its comprehensive plan for uses and development in
the area where the Property is located.
F. The City of Auburn adopted a traffic impact fee ordinance in 2001, amended in
2003, which is codified at Auburn City Code Ch. 19.04. This ordinance acknowledges and provides
for grandfathering of existing uses and establishes a credit against the· payment of traffic impact fees
for existing uses. Boeing seeks confirmation that the ordinance does not apply in a way that would
limit the grandfathering credit for the Property at the time of redevelopment to a credit for a single lot
by treating the remaining credit as "surplus." Such an application of the traffic impact fee ordinance
would effectively eliminate the credit for Boeing because of the size of its property and the number
of structures on several different lots and number of lots with multiple structures. Due to the size and
number of structures on several lots under single ownership, the application of the ordinance to the
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Property is unique and the ordinance does not appear to intend, expressly or implicitly, to eliminate a
full grandfathering credit for Boeing.
G. Some or a portion of the Property may be further developed or redeveloped over
time, depending on future Boeing needs, into uses that are or may be authorized by the City's zoning
code, either as a permitted use or through a discretionary land use process requiring an administrative
use permit or conditional use permit, including, but not limited to one or more of the following uses;
general manufacturing and processing, industrial enterprises involving manufacturing, assembling,
fabrication, and processing, bulk handling of products, storage and warehousing, government
facilities, restaurants, retail sales, mini storage warehouses, professional offices, health club
facilities, recreational facilities, and accessory daycare facilities. In order to provide certainty and
efficiency with respect to certain review and approval processes for future development and
redevelopment, Boeing and the City desire to enter into this Development Agreement governing
future development and redevelopment of the Property. Therefore, Boeing and the City agree as
follows:
Agreement
1. Term. This Agreement shall be in effect Twenty (20) years from the recording date
of this Agreement, unless both parties otherwise agree, during the year 2024, to either (a) execute a
confirmation of the continuation of this Agreement for an additional twenty (20) years of the Term in
substantially the form and content of Exhibit 3 attached hereto and by this reference made a part
hereof, or (b) amend the Agreement as the parties deem reasonable and necessary. If the City and
Boeing cannot agree to any proposed amendments or extensions to this Agreement on or before the
expiration of the current period, then the City and Boeing shall negotiate, in good faith, mutually
acceptable conditions of termination of this Agreement within six (6) months of the expiration of the
current period and this Agreement shall remain in effect until the end of said period. If mutually
acceptable conditions of termination are not agreed during this period, this Agreement shall terminate
and the parties shall have no further obligations under this Agreement.
2. Vesting and Development Regulations. The City's development regulations
identified in Exhibit 4 of this Agreement ("Development Regulations") that are in effect and
applicable to applications as of the recording date of this Agreement shall govern the future
development or redevelopment of the Property for all future applications for any required
governmental permits or approvals that are submitted to the City within the Term of this Agreement.
For the purposes of this Agreement, "development applications" shall mean all applications for any
required governmental permits or approvals submitted pursuant to the Development Regulations
identified in Sections 2 and 3 of this Agreement after the execution of this Agreement. All other
issues involving the Boeing's Project, other than those identified in Sections 2 and 3 of this
Agreement, shall be governed by codes and standards applicable at the time of submittal and shall be
considered accordingly on a cases-by-case basis.
3. Development Regulation Updates and Vesting Periods. The Development
Regulations that are in effect and applicable to applications as ofthe recording date ofthis
Agreement shall govern development or redevelopment applications until December 31,2009
("Initial Vesting Period"). Following the Initial Vesting Period, this Agreement establishes vesting
for subsequent five-year periods ("Subsequent Five Year Vesting Periods"), starting on January 1 of
the first year and ending December 31 of the fifth year, for the duration of the Term. At the
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beginning of each Subsequent Five Year Vesting Period, the Development Regulations in effect as of
December 31 of the prior vesting period shall replace Exhibit 3 and this Agreement shall be
automatically amended with said regulations through Boeing's rtHecording of this Agreement with
the new regulations attached. It shall be the responsibility of Boeing to re-record this Agreement at
the beginning of each Five Year Vesting Period. Notwithstanding this vesting period, the property
owner(s) subject to this Agreement may, at any time elect, in its (their) sole discretion, to conform to
new development regulations that may from time to time be adopted by the City by providing the
City with the applicable Development Regulations that apply under this Agreement or providing the
then current regulations the applicant elects to have applied to the application along with a sworn
statement that the property owner shall be bound by the new regulations at the time of permit
application. Failure to submit said regulations with an application shall result in a waiver by the
property owner of any claim that the City applied the incorrect regulations and the City shall have the
discretion to apply either the vested regulations or the current regulations.
Notwithstanding the foregoing, the City reserves the authority under RCW 36. 70B.170( 4) to
impose new or different regulations to the extent required by a serious threat to public health and
safety, as determined by the Auburn City Council in its sole discretion.
4. Stormwater Management for Development and Redevelopment. The City
acknowledges that the Ellingson Road Regional Detention Facility that provides storm water
detention/retention for the property satisfies any and all current and future stormwater detention
requirements for all future development and redevelopment to full build out of the Property (as
defined by the Storm water Report and Revised Storm water Report), except as otherwise provided
below. The analyses computed the maximum allowable 100 year discharge rate from the Ellingson
Road Regional Detention Facility to be 69 cfs. The analyses concluded that the 69 cfs will be
maintained under full (100%) impervious build out of the Property. The City of Auburn
acknowledges receipt of Boeing's November 27,2002 Stormwater Report and related exhibits, and
Revised Stormwater Report, dated April 16, 2003, as amended, which provides detailed information
regarding the existing impervious surfaces on the Property and the current methodology and
effectiveness of controlling runoff from the Property and related drainage basin. The existing
stormwater improvements controlling runoff from the Property and related drainage basin are
depicted generally on Exhibit 5 ("Storm water Improvements"). The City has also reviewed the
permits received from the City of Algona for the construction and operation of the Ellingson Road
Regional Detention Facility located on Boeing's property situated in Algona, which is adjacent to the
Property that is the subject of this Agreement. All documents received and reviewed by the City are
identified in and attached to the SEPA checklist prepared in conjunction with the City's SEPA
responsibilities for its action on this Agreement, and incorporated into the City's Determination of
Nonsignificance, dated August 31,2004, and Addendum, both attached hereto as Exhibit 6 ("DNS").
Based on this data and applicable requirements, the City has analyzed Boeing's stormwater
runoff management controls and practices and deems them compliant with existing City stormwater
regulations related to the control of runoff and' the nature and sizing Of detention facilities for
development or redevelopment that does not exceed the impervious surface coverage analyzed in the
Stormwater Report and Revised Stormwater Report, and supporting the DNS for the Property. All
future permit applications related to storm water and subject to this Agreement shall, therefore, not
require further review under the City's stormwater regulations regarding stormwater runoff control in
effect when such applications are submitted so long as the applicant has the right to discharge
stormwater into the Ellingson Road Regional Detention Facility. Notwithstanding the foregoing, the
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City may require additional review under stormwater management regulations if one of the following
circumstances occurs:
a) The City reasonably believes, in good faith, that the City's approval of a project
permit application under the terms of this Agreement would result in a decision by a State or Federal
administrative agency, or a Court of competent jurisdiction, that the City's eligibility for funding,
grants, program eligibility or other resources sought by the City would be materially impaired;
b) The City reasonably ·believes, in good faith, that the City's approval of a project
permit application under the terms of this Agreement would result in a decision by a State or Federal
administrative agency, or a Court of competent jurisdiction, that the City unlawfully failed to comply
with the Endangered Species Act, Clean Water Act, or other State or Federallawi or regulations
relating to water quality; or
c) A State or Federal statute or regulation requires the City to adopt stormwater
regulations to address cumulative water quality impacts on an area wide or City-wide basis and the
City reasonably believes, in good faith, that the City's failure to apply said regulations to the property
subject to this Agreement would result in municipal liability for the City. Modifications under this
subsection shall only be to the extent necessary to address the applicant's proportionate share of such
cumulative standard.
Any modification or addition to the approved and constructed stormwater improvements that is
required as a result of one of the foregoing conditions occurring shall be limited to the minimum
necessary to avoid the consequences described herein. Boeing shall have the right, at its sole
discretion and expense, to seek recourse from the appropriate administrative or judicial body.
Notwithstanding the foregoing, the City's approval of this development agreement is not
intended to relieve Boeing or any property owner subject to this agreement from compliance with the
Clean Water Act, the Endangered Species Act or in complying with federal or state requirements or
permits under the Clean Water Act, including, but not limited to, regulations requiring retrofitting of
existing stormwater facilities to correct nonconforming conditions that do not meet state and/or
federal stormwater regulations mandated by state and federal authorities.
No connection to the public storm drainage system shall be required for
development/redevelopment on the Property so long as no public facilities are built or dedicated. A
separate agreement will be required if public storm water is to be directed to the Ellingson Road
Regional Detention Facility. In the event that the City adopts or amends regulations pertaining to the
control of runoff in a manner that would render the Stormwater Improvements non-compliant, the
Stormwater Improvements shall be deemed legally nonconforming and not subject to any newly
adopted regulations during the term of this Agreement. In analyzing this Agreement, the City applied
the applicable City of Auburn Design and Construction Standards in effect on the effective date of
this Agreement relating to stormwater runoff control, water quantity, detention, and release rates.
5. SEPA Compliance. The SEPA Checklist prepared in support of this Agreement
analyzes the impacts associated with the City's review and approval of this Agreement. The City has
reviewed said SEP A Checklist and conducted additional analysis prior to issuing its Determination of
Non-significance, and subsequently, issuing a SEPA Addendum, both attached as Exhibit 6 ("DNS").
The City Council has reviewed the SEP A record and DNS, and finds that its action in approving this
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Agreement is adequate under SEP A. No SEP A mitigation related to stormwater management or to
traffic impact fee credits will be required of future development/redevelopment applications;
provided that, the applicant documents that impacts of the future development/redevelopment
applications are within the scope of impacts analyzed in the DNS. Provided that the impacts of the
proposed development/redevelopment are adequately addressed in the DNS, the City will adopt the
DNS, but only with specific reference to said impacts. Environmental impacts of any future
development/redevelopment proposal that are not addressed in the Final DNS issued August 31,
2004, and SEP A Addendum, will be addressed through a separate environmental review process.
The City acknowledges that, due to the existing conditions on the Property in which there is
substantial development and impervious surface coverage of approximately Eighty Percent (80%),
and that development and/or redevelopment would likely entail replacement of existing levels of
development of the Property, and storm water runoff from up to 100% of impervious surface
coverage have been calculated to be able to be managed within the existing storm water facilities, it
is likely that many aspects of development and/or redevelopment relating to stormwater impacts will
not involve probable significant adverse impacts. Unless future development and/or redevelopment
proposals involve new information relating to stormwater impacts to suggest that an impact is a
probable significant adverse impact, pursuant to WAC 197-11-600(3)(b) and ACC 16.06.020, it is
anticipated that limited additional SEP A analysis relating to stormwater impacts will be required at
the time of submission of pennit applications subject to this Agreement.
6. Storm water Maintenance. Unless and until Boeing transfers all of any portion of the
Property and creates a stormwater improvement association properly responsible for maintaining the
storm water facilities serving the Property, Boeing shall maintain these facilities including, but not
limited to the Ellingson Road Regional Detention Facility, Government Canal and the outfall to the
White River as required by applicable law or contract. This provision is not intended to increase the
scope or extent of Boeing's maintenance obligations under applicable law or contract. Prior to title
transfer of any portion of the Property, a cross-drainage agreement shall be executed assuring
drainage rights to the transferred parcel. A recorded City Storm Water Easement and Maintenance
Agreement, substantially in the form attached hereto as Exhibit 7, shall be provided by the owners of
any transferred parcels to insure proper maintenance and operation of any newly constructed storm
drainage facilities on said transferred parcels.
7. Establishment of Traffic Impact Fee Credits. In any future application for
development activity related to the Property that requires an assessment of impact fees under Auburn
City Code ("ACC") 19.04.040, the City shall provide an existing grandfather capacity credit for the
Property in the total amount no less than is set forth on Exhibit 8 attached hereto and incorporated
herein by this reference (the "Total Grandfather Capacity Credit"). The Total Grandfather Capacity
Credit shall be updated whenever the City revises the impact fee schedule found in ACC 19.04.120,
with the submission of a revised Exhibit 8, to reflect the current traffic impact fee rates and a
recalculation of the Total Grandfather Capacity Credit based on the current traffic impact fee rates.
The revised exhibit reflecting the remaining credits shall be prepared by a Professional Engineer
licensed by the State of Washington with a working knowledge of transportation engineering
principles and practices. Said revised exhibit shall be submitted to the City for review and approval.
The Total Grandfather Capacity Credit shall be in effect at the time of mutual execution of
this Agreement. In order to maintain an accounting for reductions to the Total Grandfather Capacity
Credit based upon future utilization for development applications for the Property, any applicant
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wishing to have a portion of the Total Grandfather Capacity Credit applied to its application must
prepare a calculation based on the fee rates set forth on Exhibit 9, and submit the Auburn Impact Fee
Account Transaction and Status Report along with the development application, substantially in the
form attached hereto as Exhibit 10 ("Impact Fee Report"). Exhibit 9 shall be updated concurrent
with any updates required for Exhibit 8.
At the time of submission of the Impact Fee Report, the applicant must submit an impact fee
calculation that sets forth the impact fee that would be due in accordance with the transportation
impact fee rate schedule in effect at the time of the application. This impact fee would be subtracted
from the current Total Grandfather Capacity Credit (TGCC) to establish the Total Grandfather
Capacity Credit balance;
Current TGCC - Impact Fee = TGCC Balance,
where; the "Current TGCC" is the current Total Grandfather Capacity Credit depicted on Exhibit 8
and reflective of the transportation impact fee rate schedule in effect at the time of submittal; "Impact
Fee" is the impact fee that would be due in accordance with the rate schedule in effect at the time of
permit application; and "TGCC Balance" is the Total Grandfather Capacity Credit remaining after
reduced by the subject impact fee. An example of the calculation of this formula may be made
available in the City's file or following request to Boeing.
The grandfathering credit accounting process provided for in the Impact Fee Report provides
for the administration of the Total Grandfather Capacity Credit established for the Property and,
unless the remaining Grandfather Capacity Credit is less than the required impact fee for a proposed
development activity, no fee will be due. No surplus is created for any individual application.
8. Miscellaneous Provisions.
8.1 Governing Law. This Agreement shall be governed by and interpreted in
accordance with the laws of the State of Washington. Venue shall be in King County, Washington.
8.2 Binding. This Agreement shall be binding upon and inure to the benefit of
the successors and assigns of each Boeing and the City.
8.3 Assignment. The parties acknowledge that development and redevelopment
within the Property may involve sale and assignment of portions of the Property to other persons or
entities who will own, develop and/or occupy portions ofthe Property and buildings thereon. Boeing
shall have the right to assign or transfer all or any portion of the respective interests, rights or
obligations under this Agreement to other parties acquiring an interest or estate in all or any portion
of the Property, including transfer of all interests through foreclosure Gudicial or nonjudicial) or by
deed in lieu of foreclosure. Upon any transfer under this Section 8.3, the transferee shall be entitled
to all interests and rights and be subject to all obligations under this Agreement.
8.4 Recording. This Agreement shall be recorded with the Real Property
Records Division of the King County Records and Elections Department by the City within twenty
(20) days of execution by the parties and approval of the Agreement by resolution of the City
Council.
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8.5 Severability. If any provisions of this Agreement are determined to be
unenforceable or invalid by a court of law, then this Agreement shall thereafter be modified to
implement the intent of the parties to the maximum extent allowable under law. If the determination
of un enforceability or invalidity affects Boeing's rights to vesting under Section 2 and 3, then the
court in granting relief shall consider the significance and impact upon Boeing of the change in
vesting from that contemplated by the parties under Section 2 and 3.
8.6 Authority. The City and Boeing each represent and warrant it has the
respective power and authority to bind said entity to perform its respective obligations under this
Agreement. The City and Boeing, and their respective representatives who sign this Agreement, each
represent and warrant each has been duly authorized to execute and deliver this Agreement.
8.7 Amendment. This Agreement shall not be modified or amended without the express
written approval of the City and Boeing (and any party to whom Boeing has sold or assigned its
interest who is affected by the proposed amendment), except as provided in this Section 8. The
Director of the Planning Department shall determine whether any proposed amendment is
administrative or will require approval of the City Council.
8.7.1 Nothing in this agreement shall prevent either party from seeking to expand the
scope of this agreement, either by a new agreement or as an amendment to this agreement, in
order to address additional subject matters and environmental review, provided, however,
that additional matters not covered under this agreement must independently meet all
procedural and regulatory requirements at that time, including but not limited to
requirements under SEP A and City Ordinances. Such additional matters may include,
without limitation, proposed amendments related to additional environmental analysis and
disclosure of environmental impacts resulting from future potential develo¡:ment and
redevelopment of the Property, including, but not limited to, impacts associated with
earthwork activities, building area expansions, traffic generation, demolition, utility
installations, and parking lot construction. Purposes of a proposed amendment could
include, but may not be limited to, creating additional certainty for development and
redevelopment of the Property with respect to the identification of mitigation for
environmental impacts covered by the additional analysis, and providing certainty in the
application of development regulations related to the subjects covered by additional
environmental analysis.
8.8 Exhibits. Exhibits 1 through 10 are incorporated herein by this reference as
if set forth in full herein.
8.9 Headings. The headings in this Agreement are inserted for reference only
and shall not be construed to expand, limit or otherwise modify the terms and conditions of this
Agreement.
8.10 Integration. This Agreement and incorporated exhibits represents the entire
agreement of the parties with respect to the subject matter hereof. There are no other agreements,
oral or written, except as expressly set forth herein.
8.11 Dispute Resolution. In the event of any dispute relating to this Agreement,
any party may require a meeting, upon seven (7) days written notice to the other party to allow the
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parties to endeavor to seek in good faith to resolve the dispute. The City shall send a department
director and staff persons with information relating to the dispute, and Boeing shall send an owner's
representative and any consultant or other person with technical information or expertise related to
the dispute, and the meeting shall take place within thirty (30) days of the notice. If the dispute is not
resolved following this meeting, the matter shall be referred to the Auburn City Council at the option
of either party for review within thirty (30) days of its referral. This provision shall not preclude the
disputing party from initiating any administrative or judicial appeal within applicable time limits
while complying with these dispute resolution procedures, provided, however, that the disputing
party shall complete the dispute resolution procedures required by this Section.
8.12 Construction. This Agreement has been reviewed and revised by legal
counsel for all parties and no presumption or rule that ambiguity shall be construed against the party
drafting the document shall apply to the interpretation or enforcement of this Agreement.
8.13 Cooperation. The parties agree to take further actions and execute further
documents, either jointly or within their respective powers and authority, to implement the intent of
this Agreement. Where appropriate, the City shall become or provide lead agency assistance or
otherwise assist Boeing in obtaining other permits or approvals reasonably necessary to implement
this Agreement. The City shall use its eminent domain powers to facilitate implementation of this
Agreement, subject to the City's independent exercise of judgment following all applicable
procedures necessary to use eminent domain power.
AGREED this
dav of
,2004.
THE CITY OF AUBURN
THE BOEING COMPANY
By:
Its:
By:
Its:
ATTEST:
, City Attornev
STATE OF W ASlllNGTON )
) ss.
COUNTY OF )
On this _ day of , 2004, before me, the undersigned, a Notary
Public in and for the State of Washington, duly commissioned and sworn, personally appeared
, to me known to be the person who signed
as of the CITY OF AUBURN, the corporation that executed
the within and foregoing instrument, and acknowledged said instrument to be the free and voluntary
act and deed of said corporation for the uses and purposes therein mentioned, and on oath stated that
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was duly elected, qualified and acting as said officer of the corporation, that was
authorized to execute said instrument and that the seal affixed, if any, is the corporate seal of said
corporation.
IN WITNESS WHEREOF I have hereunto set my hand and official seal the day and year
first above written.
(Signature of Notary)
(Print or stamp name of Notary)
NOTARY PUBLIC in and for the State
of Washington, residing at
My appointment expires:
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STATE OF WASHINGTON )
) ss.
COUNTY OF )
On this _ day of , 2004, before me, the undersigned, a Notary
Public in and for the State of Washington, duly commissioned and sworn, personally appeared
, to me known to be the person who signed
as of THE BOEING COMPANY, the corporation that
executed the within and foregoing instrument, and acknowledged said instrument to be the free and
voluntary act and deed of said corporation for the uses and purposes therein mentioned, and on oath
stated that was duly elected, qualified and acting as said officer of the corporation, that
was authorized to execute said instrument and that the seal affixed, if any, is the corporate
seal of said corporation.
IN WITNESS WHEREOF I have hereunto set my hand and official seal the day and year
first above written.
(Signature of Notary)
(Print or stamp name of Notary)
NOTARY PUBLIC in and for the State
of Washington, residing at
My appointment expires:
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Exhibit 1
Legal Description of Property
Lots 4,5,6, 10, and 11, City of Auburn Lot Line Adjustment No. LLA02-0015,
as recorded under Recording No. 20020725001632, Records of King County,
Washington;
AND
Lots 2,3, 7, 8,9, 12, and 14, City of Auburn Lot Line Adjustment No. LLA03-
0004, as recorded under Recording No. 20030321002048, Records of King County,
Washington;
AND
Lots 1 and 2, City of Auburn Short SubdivisionNo. SPL03-0003, as recorded
under Recording No. 20031117001617, Records of King County, Washington
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Exhibit 2
Map Depicting Property and City Boundaries
[to be provided by Barghausen prior to recording]
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Exhibit 3
Form of Renewal of Agreement
Confirmation of Continuation of Agreement
The development agreement entered into by and between THE BOEING
COMPANY, a Delaware corporation ("Owner") and the CITY OF AUBURN, a
municipal corporation of the State of Washington (the "City"), dated
, concerning property owned by Owner known as the Auburn
Fabrication Plant, and described in the development agreement, is hereby amended to
add a new paragraph 2a as follows:
2a. Term of Agreement
By mutual consent of the parties hereto, the Term of this Agreement shall
extend an additional twenty (20) years, for a total of 40 years from the recording date
ofthis Agreement. [A public hearing has been held in accordance with Section 8.7 of
this Agreement.] OR [The parties have determined that no public hearing is required
to implement this extension in accordance with Section 8.7 of this Agreement]. All
other provisions of this Agreement remain in full force and effect.
Dated this
of
,20
THE CITY OF AUBURN
THE BOEING COMPANY
By:
Its:
By:
Its:
ATTEST:
, City Attorney
.
[/DOCUMENT.OI.DOC]
12/28/04
Exhibit 4
Development Regulations
ACC Title 12, except Chapters 12.04 and 12.64, and excluding any provisions in Title 12
requiring payment of permit fees and assessments and excluding provisions setting forth
permit procedures
ACC Title 16 (Environmental Review and Shoreline Development Permits)
ACC Title 17 (Subdivisions)
ACC Title 18 (Zoning)
[IDOCUMENT.01.DOC]
12/28/04
[/DOCUMENT.OI.DOC]
Exhibit 5
Depiction of Storm water Improvements
[to be provided by Barghausen prior to recording]
12/28/04
Exhibit 6
SEP A Determination
DNS [and Addendum]
[/DOCUMENT.OI.DOC]
12/28/04
Exhibit 7
Form of Storm water Easement
Above this line reserved for recording information.
STORM WATER EASEMENT AND MAINTENANCE AGREEMENT
THIS EASEMENT AND AGREEMENT made and entered into this day of
, 20_, by and between the City of Auburn, a municipal corporation of King
County, Washington, hereinafter referred to as "CITY" and
hereinafter referred to as "PROPERTY OWNER".
WHEREAS, PROPERTY OWNER has applied for certain permits with the CITY for the
construction of facilities for located at
which create impervious surface; and
WHEREAS, the PROPERTY OWNER will complete a storm system; and
WHEREAS, the PROPERTY OWNER and the CITY desire that the storm system be
maintained to provide adequate facilities for controlling both the quantity and quality of storm
drainage; and
WHEREAS, for maintenance of a storm system it is necessary to have appropriate right-of-
way to bring in equipment to conduct maintenance functions; and
WHEREAS, maintenance requirement is a covenant running with the land and binding upon
all heirs, successors and assigns of both parties; and
WHEREAS, the parties desire that this Agreement be recorded to advise heirs, successors and
assigns of both parties as to the existence of this easement and agreement; and
WHEREAS, an easement is needed to bring in maintenance equipment; and
WHEREAS, the parties are both desirous of permitting inspection of the storm system to make
certain that it is functioning properly and for purposes of determining the appropriate repairs.
NOW, THEREFORE, BASED UPON MUTUAL COVENANTS TO BE DERIVED THE
PARTIES AGREE AS FOLLOWS:
Section 1.
EASEMENT
PROPERTY OWNER hereby provides a non-exclusive easement to the City for access,
inspection, and maintenance for the purposes of this Agreement and the attached Storm Water
Pollution Prevention Plan, over, under and on that real estate described in Exhibit "A" and on that
portion of the property as showing on the approved Record Drawings revised pursuant to construction
records for the City of Auburn under Permit No. , which record drawings are hereby
incorporated by reference as if set out in full. This easement shall be a burden to that real estate which
[/DOCUMENT.O I.DOC]
12/28/04
is legally described and attached as Exhibit "A" and incorporated herein by this reference, and shall be
a benefit to the City Storm Drainage Utility System.
Section 2.
HEIRS, SUCCESSORS AND ASSIGNS
This Agreement shall be binding upon the heirs, successors and assigns of the parties.
Section 3.
MAINTENANCE
The PROPERTY OWNER agrees to maintain the storm system in accordance with the
ordinances and all applicable codes of the CITY and the Storm Water Pollution Prevention
Maintenance and Operation Schedule attached as Exhibit "B" and incorporated herein by this
reference. The PROPERTY OWNER does hereby agree that the CITY may enter onto the property of
the PROPERTY OWNER via the easement described above to inspect and perform necessary
maintenance if, after the PROPERTY OWNER is given notice to maintain, the PROPERTY OWNER
fails to maintain. Further, the PROPERTY OWNER agrees the CITY may enter onto the property of
PROPERTY OWNER via the easement described above to perform emergency maintenance in the
event of the storm system's failure which might result in adverse impacts(s) on public facilities or
private facilities of other property owners. In both events the PROPERTY OWNER agrees to
reimburse the CITY for the costs incurred by the CITY in maintaining the storm system. Should the
CITY incur attorney's fees and/or costs in enforcing the agreement and/or in maintaining or collecting
maintenance fees, the PROPERTY OWNER agrees to pay reasonable attorney's fees and all costs
incurred by the CITY.
Section 4.
ACKNOWLEDGMENT OF OTHER ENFORCEMENT ACTIONS
PROPERTY OWNER acknowledges that there may be liability for violations of codes that
could result in additional fines and/or the possibility of incarceration in addition to the fees for
maintenance should violations occur.
. EXECUTED as of the date first written above.
CITY OF AUBURN
Tim Carlaw, Storm Drainage Engineer Date
Owner
Date
Owner
Date
[/DOCUMENT.OI.DOC]
-2-
12/28/04
STATE OF WASHINGTON )
County of King )
)ss.
I certify that I know or have satisfactory evidence that is the person who appeared
before me, and said person acknowledged that he signed this instrument, on oath stated that he was
authorized to execute the instrument and acknowledged it as the STORM DRAINAGE ENGINEER of
THE CITY OF AUBURN to be the free and voluntary act of such party for the uses and purposes
mentioned in this instrument.
Dated
Notary Public in and for the State of Washington
Residing at
My appointment expires
[/DOCUMENT.OI.DOC]
-3-
12/28/04
Exhibit 8
Total Grandfather Capacity Credit
Existin
g Predominant Size Impact Impact Fee
Bldg.
No. Land Use Type (sf/GFA) Fee Rate Credit
1 7 -04 Manufacturing 172,322 $0.96 $165,429.12
17-05 Manufacturing 550,219 $0.96 $528,210.24
17 -06 Heavy Industry 988,798 $0.67 $662,494.66
17-07 Manufacturing 548,746 $0.96 $526,796.16
17-08 Manufacturing 56,372 $0.96 $54,117.12
1 7-09 Manufacturing 24,380 $0.96 $23,404.80
17-10 Manufacturing 360,953 $0.96 $346,514.88
17-11 Manufacturing 28,409 $0.96 $27,272.64
17-12 Manufacturing 81,747 $0.96 $78,477.12
17-13 Manufacturing 42,046 $0.96 $40,364.16
17-15 Manufacturing 3,833 $0.96 $3,679.68
17-16 Manufacturing 3,065 $0.96 $2,942.40
17-18 Office 3,500 $2.24 $7,840.00
17-29 Manufacturing 3,072 $0.96 $2,949.12
17-34 Manufacturing 9,857 $0.96 $9,462.72
17-36 Manufacturing 1,400 $0.96 $1,344.00
17-44 Manufacturing 23,392 $0.96 $22,456.32
17-45 Manufacturing 1,007,786 $0.96 $967,474.56
1 7-64 Manufacturing 3,975 $0.96 $3,816.00
1 7-66 Manufacturing 165,633 $0.96 $159,007.68
17-67 Office 9,109 $2.24 $20,404.16
17-68 Manufacturing 247,056 $0.96 $237,173.76
17-70 Office 82,244 $1.92 $157,908.48
17-85 Manufacturing 2,244 $0.96 $2,154.24
17-220 Office 92,380 $1.92 $177,369.60
$4,229,063.62 Total
[IDOCUMENT.O l.DOC]
12/28/04
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Exhibit 10
Auburn Impact Fee Account Transaction and Status Report
The development agreement entered into by The Boeing Company ("Boeing") and the City of
Auburn ("City") dated concerning property owned by Boeing known as the Auburn Plant
includes a provision for the establishment of an Impact Fee Account to account for the total number
of trips and grandfathered capacity impact fee credits applied for the various lots on the property
("Impact Fee Credit"). Impact Fee Credits means the credit balance in the Impact Fee Account
established for the Auburn Plant as a result of the calculation of system capacity credits for the land
uses in effect on the date of adoption of the City's impact fee ordinance, July I, 2001, as depicted on
Exhibit 8 to the Development Agreement. As of the date of the Development Agreement, the Impact
Fee Credit for the Auburn Plan was $4,242,429.16.
The Impact Fee Account was created upon mutual execution of the Development Agreement.
Boeing may, at its sole discretion, withdraw, or authorize the withdrawal from the Impact Fee
Account, of all or a portion of the Impact Fee Credits, to be credited against and to constitute full
payment of City impact fees for the equal amount of traffic impact fees generated by develcpment of
any property covered by the Development Agreement within the City of Auburn that was owned by
Boeing on the date of the Development Agreement and that would otherwise be subject to the City
impact fees.
This Report, in form and content as depicted in this Exhibit 10, shall be used to report a transaction
to withdraw, designate, or assign all or a portion of the trips in the Impact Fee Account and by the
City to record and acknowledge such transaction. The development permit applicant shall submitthe
Report to the City at the time of a planned withdrawal, which will not be valid unless signed by
Boeing so long as Boeing owns any of the property covered by the Development Agreement, and,
thereafter, unless signed by a person so authorized under the Cascade Industrial Association
Agreement. The Administrator of Planning, Building and Public Works shall acknowledge the
withdrawal and designation by signature. Copies of the Report shall be placed in the City's project
file for the receiving project, and a copy shall be provided to Boeing.
[/DOCUMENT.OI.DOC]
12/28/04
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