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HomeMy WebLinkAboutITEM II-A-2CITY OF UBURa~T WASHINGTON Peter B. Lewis, Mayor 25 West Main Street * Auburn WA 98001-4998 * www.auburnwa.gov * 253-931-3000 NOTICE OF APPLICATION Notice Released: August 15, 2007 This notice is provided to inform you the City of Auburn has received the following application that may be of interest to you. The application and any related documents are available for public review during normal business hours at the City of Auburn, 25 West Main Street, Auburn, WA. For additional information, please contact the Planning, Building, and Community Department at 253-931-3090. Project Name: Utility Vault Development Agreement Application Date: July 18, 2007 Complete Application Date: August 9, 2007 Application Numbers: MIS07-0009 and SEP07-0015 Name of Applicant: Utility Vault, 2808 A Street SE, Auburn, WA Project Description: The proposed development agreement addresses permitted uses, vesting, truck routes, and access for continued operations, maintenance, repair, alteration, enlargement, and/or expansion of Utility Vault's facilities. The proposal does not include specific changes in use or size of the existing operations. Location: The project is located at 2808 A Street SE, Auburn, WA. The site is within the northwest quarter of Section 30, Township 21 North, Range 5 East, W.M. King County, Washington. Parcel Numbers: 3021059006, 3021059205, 3021059005, 1921059104, and 1921059127 Environmental Documents: Environmental Checklist dated July 18, 2007 Requested Approvals: No other permits are required prior to the issuance of a SEPA Determination but the known approval required is the development agreement. Staff Contact: Elizabeth Chamberlain, Senior Planner, Planning, Building, and Community 253-931- 3092. Based on the City's review of the environmental checklist and other information on file, the City expects to issue a Determination ofNon-significance (DNS) for the proposal in accordance with the optional DNS process identified in WAC 197-11-355. This may be the only opportunity to comment on environmental impacts of the proposal. The review process for approval of the proposal may include requiring mitigation measures under applicable codes and imposition of mitigation measures regardless of whether an Environmental Impact Statement (EIS) is prepared. A public hearing is required for this proposal. A separate notice will be issued when the date has been scheduled. You are invited to express comments, request a copy of the decision when it becomes available, and be made aware of any appeal rights. Written comments may be submitted to Elizabeth Chamberlain, Senior Planner, Planning, Building, and Community Department, 25 West Main Street, Auburn, WA 98001- 4998. ANY COMMENTS MUST BE SUBMITTED BY 5:00 P.M. ON AUGUST 30, 2007. AUBUR[~T * MORE THAN YOU IMAGINED SI * ; CITY OF UBU~~~1. ~1 Peter B. Lewis, Mayor WASHINGTON 25 West Main Street * Auburn WA 98001-4998 * www.auburnwa.gov * 253-931-3000 Notice of Public Hearing Notice Published: October 3, 2007 NOTICE IS HEREBY GIVEN that the Auburn City Council will hold a public hearing at 7:30 p.m. on Monday, October 15, 2007, in the Council Chambers at City Hall, located at 25 West Main Street, in downtown Auburn on the following: Project Name: Utility Vault Development Agreement Application Numbers: MIS07-0009 and SEP07-0015 Name of Applicant: Utility Vault, 2808 A Street SE, Auburn, WA Project Description: The proposed development agreement addresses permitted uses, vesting, truck routes, and access for continued operations, maintenance, repair, alteration, enlargement, and/or expansion of Utility Vault's facilities. The proposal does not include specific changes in use or size of the existing operations. Location: The project is located at 2808 A Street SE, Auburn, WA. The site is within the northwest quarter of Section 30, Township 21 North, Range 5 East, W.M. King County, Washington. Parcel Numbers: 3021059006, 3021059205, 3021059005, 1921059104, and 1921059127 The public is invited to attend to express comments or opinions. Written comments may be submitted up until and at the public hearing to Elizabeth Chamberlain, Senior Planner, Planning, Building and Community Department, 25 West Main Street, Auburn, WA 98001-4988. If you have further comments or questions, please call Elizabeth Chamberlain at (253) 931-3092. For citizens with speech, sight or hearing disabilities wishing to review documents pertaining to this hearing, should contact the City of Auburn within 10 calendar days prior to the meeting, as to the type of service or equipment needed. Each request will be considered individually according to the type of request, the availability of resources, and the financial ability of the City to provide the requested services or equipment. AUBURN * MORE THAN YOU IMAGINED ,~ ~ CITY OF UBURN WASHINGTON Peter B. Lewis, Mayor 25 West Main Street * Auburn WA 98001-4998 * www.auburnwa.gov * 253-931-3000 * MEMORANDUM TO: Interested Parties FROM: Elizabeth Chamberlain, Senior Planner Department of Planning, Building, and Community DATE: September 14, 2007 RE: Notice of Determination of Non-Significance for the Utility Vault Development Agreement Current File Nos. SEP07-0015 and MIS07-0009 Please find enclosed a copy of the proposed determination of non-significance in accordance with 197-11- 340(2) for the above referenced project. The notice of application was sent to you on August 15, 2007 along with a copy of the environmental checklist. If you have any questions regarding this process or would like to receive additional documentation on the proposal, pplease contact Elizabeth Chamberlain, Senior Planner, at 253-931-3092 or via e-mail at ecl_~an7herlamlcz~auburnwa.~ov A[.j$j.jj~j~ ~ MORE THAN YOU IMAGINED * ~` CITTYTOFR lJ .L ~J J~~~l r WASHINGTON Description of Peter B. Lewis, Mayor 25 West Main Street * Auburn WA 98001-4998 * www.auburnwa.gov * 253-931-3000 Final Determination of Non-Significance Utility Vault SEP07-OOI S Proposal: The proposed development agreement addresses permitted uses, vesting, truck routes, and access for continued operations, maintenance, repair, alteration, enlargement, and/or expansion of Utility Vault's facilities. The proposal does not include specific changes in use or size of the existing operations. Proponent: Elizabeth Chamberlain, Senior Planner City of Auburn Planning, Building, and Community Department Location: The project is located at 2808 A Street SE, Auburn, WA. The site is within the northwest quarter of Section 30, Township 21 North, Range 5 East, W.M. King County, Washington. Parcel Numbers: 3021059006, 3021059205, 3021059005, 1921059104, and 1921059127 Lead Agency: City of Auburn The lead agency for this proposal has determined that it does not have probable significant adverse impact on the environment. An environmental impact statement (EIS) is not required under RCW 43.21 C.030(2)(c). This decision was made after review of a completed environmental checklist and other information on file with the lead agency. This information is available to the public on request. This DNS is issued after using the optional DNS process in WAC 197-11-355. There is no further comment period on the DNS. Any appeals shall be filed with the City Clerk's Office no later than 5:00 p.m. on October 2, 2007. Responsible Official: David Osaki, AICP Position/Title: Interim Director of Planning, Building, and Community Department Address: 25 West Main Street Auburn, Washington 989 253-931-3090 ~~,. 1~ Date Issued: September 17, 2007 Sig ur Note: This determination does not constitute approval of the proposal. Approval of the proposal can only be made by the legislative or administrative body vested with that authority. The proposal will be required to meet all applicable regulations. AUBURN * MORE THAN YOU IMAGINED Ct"LY Ui ~~~~~~~ °~ ~V~SHI[~GTC3hI ;~ _'~ r~ t`i>. ~ ~~ J ~~4 ~~' Planning, Building, and Community Department ENVIRONMENTAL CHECKL-ST 1. Name of proposed project, if applicable: Utility Vault Development Agreement 2. Name of Applicant: Utility Vault 3. Address and phone number of applicant and contact person: Applicant: Agent (if applicable): Gary Venn P.O. Box 588 Brent Carson Auburn, WA 98071 GordonDerc LLP .253-839-3500 2025 First Avenue, Suite 500 Seattle, WA 98121 (206)382-9540 4. Date checklist prepared: July 18, 2007 5. Agency requesting checklist: Auburn Planning, Building, and Community Department 6. Proposed timing or schedule (including phasing, if applicable): Development Agreement is proposed to last 17 years with potential for 25 year extension if land owner extends its lease with Utility Vault. 7. Do you have any plans for future additions, expansion, or further activity related to or connected with this proposal? If yes, explain. The Development Agreement would establish speGfk types of uses as permitted uses and establish specific vested rights for the term of the agreement. No specfc additions, expansions or further activities are authorized by the Development Agreement nor proposed at this time. Any development in the future that Niggers SEPA review will 6e processed subject to the normal SEPA process. 8. List any environmental information you know about that has been prepared, or will be prepared, directly related to this proposal. None related to this Development Agreement but existing zoning and development was subject to prior SEPA review. 9. Do you know whether applications are pending for. governmental approvals of other proposals directly affecting the property covered by your proposal? If yes, explain. N o. 10. List any government approvals or permits that will be needed for your proposal, if known. Development Agreement. 11. Give a .brief, complete description of your proposal, including the proposed uses and the size of the project and site. There are several questions later in this The proposed Development Agreement addresses permitted uses, vesting, truck routes and access for continued operations, maintenance, repair, alteration, enlargement and/or expansion of Utility Vault's facilities. No specific changes in use or size of the existing operations are proposed. ENVIRONMENTAL CHECKLIST Page 1 of 13 Environmental Checklist (continued) TO BE COMPLETED BY APPLICANT checklist that ask you to describe certain aspects of your proposal. You need not repeat those answers on this page. 12. Location of the proposal. Give sufficient information for a person to understand the precise location of your proposed project, including a street address, if any, and section, township, and range, if known. If a proposal would occur over a range of area, provide the range or boundaries of the site(s). Provide a legal description, site plan, vicinity map, and topographic map, if reasonably available. While you should. submit any plans required by the agency, you are not required to duplicate maps or detailed plans submitted with any permit applications related to this checklist. 2808 A. St. SE, Auburn WA. NW 30 21 5 A legal description is attached as Exhibit A. B. ENVIRONMENTAL ELEMENTS: 1. Earth: A. General description of the site (circle one): Flat, rolling, hilly, steep slopes, mountainous, other. B. What is the steepest slope on the site (approximate percent slope)? 3% C. What general types of soils are found on the site (for example, clay, sand, gravel, peat, muck)? If you know the classification of agricultural soils, specify them and note any prime farmland. gravel & sand D. Are there surface indications or history of unstable soils in the immediate vicinity? If so, describe. no. E. Describe the purpose, type, and approximate quantities of any filling or grading proposed. Indicate source of fill. NA F. Could erosion occur as a result of clearing, construction, or use? If so, generally describe. NA Page 2 of 13 Environmental Checklist (continued) TO BE COMPLETED BY APPLICANT G. About what percent of the site will be covered with impervious surfaces after project construction (for example, asphalt or buildings)? NA H. Proposed measures to reduce or control erosion, or other impacts to the earth. Development Agreement does not authorize earth impacts. Any future development under Development Agreement that triggers SEPA review will be processed subject to the normal SEPA process and subject to appropriate mitigation and applicable code requirements. 2. Air: A. What types of emissions to the air would result from -the proposal (i.e., dust, automobile, odors, industrial wood smoke) during construction and when the project is completed? If any, generally describe and give approximate quantities if know. NA B. Are there any off-site sources of emissions or odors that may affect your proposal? If so, generally describe. no C. Proposed measures to reduce or control emissions or other impacts to air, if any: Development Agreement does not authorize air impacts. Any future development under Development Agreement that triggers SEPA review will be processed subject to the normal SEPA process and subject to appropriate mitigation and applicable code requirements. 3. Water: A. Surface: 1) Is there any surface water body on or in the immediate vicinity of the site (including year round and seasonal streams, saltwater, lakes, ponds, wetlands): If yes, describe type and provide names. If appropriate, state what stream or river it flows into. No. 2) Will the project require any work over, in, or adjacent to (within 200 feet) the described waters? If yes, please describe and attach available plans. na 3) Estimate the amount of fill and dredge material that would be placed in or removed from surface water or wetlands and indicate the area of the site that would be affected. Indicate the source of fill material. NA 4) Will the proposal require surface water withdrawals or diversions? Give general description, purpose, and approximate quantities if known. NA Page 3 of 13 Environmental Checklist (continued) TO BE COMPLETED BY APPLICANT 5) Does the proposal lie within a 100-year floodplain? If so, note location on the site plan. No. 6) Does the proposal involve any discharges of waste materials to surtace waters? If so, describe the type of waste and anticipated volume of discharge. NA B. Ground: 1) Will ground water be withdrawn, or will water be discharged to ground water? Give general description, purpose, and approximate quantities if known. NA 2) Describe waste material that will be discharged into the ground from septic tanks or other sources, if any (for example: domestic sewage; industrial, containing any toxic chemicals; agricultural; etc.). Describe the general size of the system, the number of such systems, the number of houses to be served (if applicable), or the number of animals or humans the system(s) is (are) expected to serve. NA C. Water Runoff (including storm water): 1) Describe the source of runoff (including storm water) and method of collection and disposal, if any (include quantities, if known). Where will this water flow? Will this water flow into other waters? If so, describe. NA 2) Could waste materials enter ground or surface waters? If so, generally describe. NA D. Proposed measures to reduce or control surtace, ground, and runoff water impacts, if any: Development Agreement does not authorize water runoff impacts. Any future development under Development Agreement that triggers SEPA review will be processed subject to the normal SEPA process and subject to appropriate mitigation and applicable code requirements. 4. Plants: A. Check or circle types of vegetation found on the site: deciduous tree: alder, maple, aspen, other. Page 4 of 13 Environmental Checklist (continued) TO BE COMPLETED BY APPLICANT ^ evergreen tree: fir, cedar, pine, other. ~ shrubs. ^ grass. ^ pasture. p crop or grain. ^ wet soil plants: cattail, buttercup, bullrush, skunk cabbage, other. ^ water plants: water lily, eelgrass, milfoil, other. ~ other types of vegetation. B. What kind and amount of vegetation will be removed or altered? NA C. List threatened or endangered species known to be on or near the site: none D. Proposed landscaping, use of native plants, or other measures to preserve or enhance vegetation on the site, if any: Development Agreement does not authorize impacts to vegetation. Any future development under Development Agreement that triggers SEPA review will be processed subject to the normal SEPA process and subject to appropriate mitigation and applicable code requirements. 5. Animals: A. Circle any birds and animals which have been observed on or near the site or are known to be on or near the site: Birds: hawk, heron, eagle, songbirds, other: geese, ducks, crows, etc. Mammals: deer, bear, elk, beaver, other: Fish: bass, salmon, trout, herring, shellfish, other: B. List any threatened or endangered species known to be on or near the site. none C. Is the site part of a migration route? If so, explain. unknown D. Proposed measures to preserve or enhance wildlife, if any: Development Agreement does not authorize wildlife impacts. Any future development under Development Agreement that triggers SEPA review will be processed subject to the normal SEPA process and subject to appropriate mitigation and applicable code requirements. 6. Energy and Natural Resources: A. What kinds of energy (electric, natural gas, oil, wood stove, solar) will be used to meet the completed project's energy needs? Describe whether it will be used for heating, manufacturing, etc. NA Page 5 of 13 Environmental Checklist (continued) TO BE COMPLETED BY APPLICANT B. Would your project affect the potential use of solar energy by adjacent properties? If so, generally describe. NA C. What kinds of energy conservation features are included in the plans of this proposal? List other proposed measures to reduce or control energy impacts, if any: Development Agreement does not authorize energy impacts. Any future development under Development Agreement that triggers SEPA review will be processed subject to the normal SEPA process and subject to appropriate mitigation and applicable code requirements. 7. Environmental Health: A. Are there any environmental health hazards, including exposure to toxic chemicals, risk of fire and explosion, spill, or hazardous waste that could occur as a result of this proposal? If so, describe. NA 1) Describe special emergency services that might be required: 2) Proposed measures to reduce or control environmental health hazards, if any: B. Noise: 1) What types of noise exist in the area which may affect your project (for example: traffic, equipment, operation, other)? none. 2) What types and levels of noise would be created by or associated with the project on a short-term or a long-term basis (for example: traffic, construction, operation, other)? Indicate what hours noise would come from the site. NA 3) Proposed measures to reduce or control noise impact, if any: Development Agreement does not authorize noise impacts. Any future development under Development Agreement that triggers SEPA review will be processed subject to the normal SEPA process and subject to appropriate mitigation and applicable code requirements. 8. Land and Shoreline Use: Page 6 of 13 Environmental Checklist (continued) TO BE COMPLETED BY APPLICANT A. What is the current use of the site and adjacent properties? Current site is now used by Utility Vault for the manufacture of cement vaults and related items. Uses on adjacent properties include residential and railroad yard, B. Has the site been used for agriculture? If so, describe: not for many decades. C. Describe any structures on the site: 140,000 SF of precast concrete manufacturing plants with misc. subporting structures. D. Will any structures be demolished? If so, what? NA E. What is the current zoning classification of the site? M2 (Heavy tndustriat) F. What is the current comprehensive plan designation of the site? Heavy Industrial G. If applicable, what is the current shoreline master program designation of the site? NA H. Has any part of the site been classified as an "environmentally sensitive" area? If so, specify: No. I. Approximately how many people would reside or work in the completed project? NA J. Approximately how many people would the completed project displace? NA K. Proposed measures to avoid or reduce displacement impacts, if any: NA L. Proposed measures to ensure the proposal is compatible with existing and projected land uses and plans, if any: Development Agreement would establish specified uses as permitted uses and vested to specific regulations. Any future development under Development Agreement that triggers SEPA review will be processed subject to the normal SEPA process and subject to appropriate mitigation and applicable code requirements. Page 7 of 13 Environmental Checklist (continued) TO BE COMPLETED BY APPLICANT 9. Housing: A. Approximately how many units would be provided, if any? Indicate whether high, middle, orlow-income housing. NA 6. Approximately how many units, if any, would be eliminated? Indicate whether high, middle, or low-income housing. NA C. Proposed measures to reduce or control housing impacts, if any: NA 10. Aesthetics: A. What is the tallest height of any proposed structure(s), not including antennas; what is the principal exterior building material(s) proposed? NA B. What views in the immediate vicinity would be altered or obstructed? NA C. Proposed measures to reduce or control aesthetic impacts, if any: Development Agreement does not authorize aesthetic impacts. Any future development under Development Agreement that triggers SEPA review will be processed subject to the normal SEPA process and subject to appropriate mitigation and applicable code requirements. 11. Light and Glare: A. What type of light or glare will the proposal produce? What time of day would it mainly occur? NA B. .Could light or glare from the finished project be a safety hazard or interfere with views? NA C. What existing off-site sources of light or glare may affect your proposal? none D. Proposed measures to reduce or control light and glare impacts, if any: Development Agreement does not authorize light and glare impacts. Any future development under Development Agreement that triggers SEPA review will be processed subject to the normal SEPA process and subject to appropriate mitigation and applicable code requirements. Page 8 of 13 Environmental Checklist (continued) TO BE COMPLETED BY APPLICANT 12. Recreation: A. What designated and informal recreational opportunities are in the immediate vicinity? NA B. Would the proposed project displace any existing recreational uses? If so, describe. NA C. Proposed measures to reduce or control impacts on recreation including recreation opportunities to be provided by the project or applicant, if any: NA 13. Historic and Cultural Preservation: A. Are there any places or objects listed on, or proposed for, national, state, or local preservation registers known to be on or next to the site? If so, generally describe: No. B. Generally describe any landmarks or evidence of historic, archaeological, scientific, or cultural importance known to be on or next to the site. None C. Proposed measures to reduce or control impacts, if any: NA 14. Transportation: A. Identify public streets and highways serving the site, and describe proposed access to the existing street system. Show on site plans, if any. "A" Street S.E.; 29th Street S:E. B. Is site currently served by public transit? If not, what is the approximate distance to the nearest transit stop? no, appox 1/2 mile to local bus stop. C. How many parking spaces would the completed project have? How many would the project eliminate? NA Page 9 of 13 Environmental Checklist (continued) TO BE COMPLETED BY APPLICANT D. Will the proposal require any new roads or streets, or improvements to existing roads or streets, not including driveways? If so, generally describe (indicate whether public or private): Improvements to 29th Street S.E. may be needed to meet Auburn Design Standards and Construction Standards for direct access to 29th Street S.E. E. Will the project use (or occur in the immediate vicinity of) water, rail, or air transportation? If so, generally describe: NA F. How many vehicular trips per day would be generated by the completed project? If known, indicate when peak volumes would occur. NA G. Proposed measures to reduce or control transportation impacts, if any: Development Agreement does not authorize transportation impacts. Any future development under Development Agreement. that triggers SEPA review will be processed subjec# to the normal SEPA process and subject to appropriate mitigation and applicable code requirements. 15. Public Services: A. Would the project result in an increased need for public services (for example: fire protection, police protection, health care, schools, other)? If so, generally describe: NA B. Proposed measures to reduce or control direct impact on public services, if any: Development Agreement does not authorize impacts on public services. Any future development under Development Agreement that triggers SEPA review will be processed subject to the normal SEPA process and subject to appropriate mitigation and applicable code requirements. 16. Utilities: A. Circle utilities currently available at the site: Water, Gas, Sewer, Storm sewer, Power, Telephone, Cable B. Describe the utilities that are proposed for the project, the utility providing the service, and the general construction activities on the site or in the immediate vicinity which might be needed: NA C. SIGNATURE The above answers are true and complete to the best of my knowledge. I understand that the lead agency is relying on them to make its decision. Page 10 of 13 Environmental Checklist (continued) TO BE COMPLETED BY APPLICANT OWNER/AGENT SIGNATURE: ~__.~~`~-~` DATE SUBMITTED: ~ - ~ ~ - U Page 11 of 13 Environmental Checklist (continued) TO BE COMPLETED BY APPLICANT D. SUPPLEMENTAL SHEET FOR NONPROJECT ACTIONS (Do not use this sheet for project actions.) Because these questions are very general, it may be helpful to read them in conjunction with the list of the elements of the environment. When answering these questions, be aware of the extent of the proposal, or the types of activities likely to result from the proposal that would affect the item at a greater intensity or at a faster rate than if the proposal were not implemented. Respond briefly and in general terms. 1. How would the proposal be likely to increase discharge to water; emissions to air; production, storage, or release of toxic or hazardous substances; or production of noise? Development Agreement would establish vesting for existing uses including manufacturing, processing, blending and packaging of clay and cement products and accessory uses; outside storage yards and wholesale trade of products manufactured, processed or assembled on-site. Impacts from continuation of these uses or expansion of these uses could occur. Proposed measures to avoid or reduce such increases are: Any future project proposed under the Development Agreement and not otherwise categorically exempt would be subject to future review and mitigation of environmental impacts based on applicable codes and policies. In addition, future development would be subject to the current performance standards of ACC Chapter 18.58. 2. How would the proposal be likely to affect plants, animals, fish, or marine life? . Unlikely. Proposed measures to protect or conserve plants, animals, fish, or marine life are: Any future project proposed under the Development Agreement and not otherwise categorically exempt would be subject to future review and mitigation of environmental impacts based on applicable codes and policies and subject to other applicable regulations such as stormwater controls. 3. How would the proposal be likely to deplete energy or natural resources? The permitted uses under the Development Agreement use a relatively modest amount of energy for industrial uses. These permitted uses consume mineral resources. Proposed measures to protect or conserve energy and natural resources are: Utility Vault will work with Puget Sound Energy to consider more energy efficient means to conduct its business. 4. How would the proposal be likely to use or affect environmentally sensitive areas or areas designated (or eligible or under study) for governmental protection; such as parks, wilderness, wild and scenic rivers, threatened or endangered species habitat, historic or cultural sites, wetlands, floodplains, or prime farmlands? Unlikely Proposed measures to protect such resources or to avoid or reduce impacts are: Any future project proposed under the Development Agreement and not otherwise categorically exempt would be subject to future review and mitigation of environmental impacts based on applicable codes and policies and compliance with applicable city codes and state and federal laws and regulations. 5. How would the proposal be likely to affect land and shoreline use, including whether it would allow or encourage land or shoreline uses incompatible with existing plans? The Development Agreement would have no greater impact on allowing or encouraging other uses in the vicinity than continuation of existing uses on this site if they were nonconforming uses. Page 12 of 13 Environmental Checklist (continued) TO BE COMPLETED BY APPLICANT Proposed measures to avoid or reduce shoreline and land use impacts are: Any future project proposed under the Development Agreement and not otherwise categorically exempt would be subject to future review and mitigation of environmental impacts based on applicable codes and policies. 6. How would the proposal be likely to increase demands on transportation or public services and utilities? Expansion of authorized uses under the Development Agreement could increase impacts on transportation, public services and utilities. Proposed measures to reduce or respond to such demand(s) are: Any future project proposed under the Development Agreement and not otherwise categorically exempt would be subject to future review and mitigation of environmental impacts based on vested codes and policies. In addition, future development would be subject to applicable city codes for traffic improvements and payment of traffic impact fees. 7. Identify, if possible, whether the proposal may conflict with local, state, or federal laws or requirements for the protection of the environment. NA Page 13 of 13 RESOLUTION N0.4254 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 AUBURN REAL PROPERTIES LLP AND OLDCASTLE PRECAST, INC. TO ALLOW CONTINUED OPERATIONS AND VEST CERTAIN USES FOR PROPERTY LOCATED AT 2808 A STREET SE WHEREAS, Auburn City Code Chapter 14.21 allows the CITY to consider entering into a development agreement whereby the development standards, including vesting issues and other appropriate development requirements are defined; and WHEREAS, the City of Auburn introduced certain comprehensive plan and zoning amendments for the subject property during the 2006 Comprehensive Plan amendment cycle; and WHEREAS, the City of Auburn issued a SEPA determination on the 2006 Comprehensive Plan amendments on September 14, 2006 and Utility Vault filed a timely appeal on October 16, 2006; and WHEREAS, the City of Auburn and Oldcastle Precast, Inc. (Utility Vault) entered into a settlement agreement on November 20, 2006 for the SEPA appeal filed by Utility Vault; and WHEREAS, the settlement agreement directed the City of Auburn and Utility Vault to negotiate in good faith a development agreement regarding the Utility Vault property pursuant to RCW 36.70B.170-.210 that would provide, among its terms, vesting of the Utility Vault property to the existing M-2, Heavy Industrial, zone; and Resolution No. 4254 October 9, 2007 Page 1 of 3 WHEREAS, the proposed development agreement has been reviewed by the Public Works and Planning and Community Development Committees, and the City Council; and WHEREAS, on October 15, 2007, the City Council conducted a duly noticed public hearing as required by ACC Section 14.21.050; and WHEREAS, the CITY hereby finds that the proposed development agreement is consistent with the following provisions of ACC Chapter 14.21: 1. Provide development that is consistent with the goals and policies of the comprehensive plan; 2. Provide efficient and effective use of land, open space and public facilities that result in a higher quality of development than is required by the standards of the applicable zone; 3. Provide building and site design that complement surrounding land uses and their environment; and 4. Provide for superior protection of critical areas. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF AUBURN, WASHINGTON, IN A REGULAR MEETING DULY ASSEMBLED, HEREWITH RESOLVES AS FOLLOWS: Section 1. The-Mayor and City Clerk of the City of Auburn are herewith authorized to execute a Development Agreement with Auburn Real Properties LLP and Oldcastle Precast, Inc. for the purposes of identifying vested uses of the Utility Vault property. A copy of said agreement is attached hereto as Exhibit A and made a part hereof as thought set forth in full herein. Resolution No. 4254 October 9, 2007 Page 2 of 3 Section 2. The .Mayor is hereby authorized to implement such administrative procedures as may be necessary to carry out the directives of this legislation. DATED and SIGNED this day of October, 2007. PETER B. LEWIS, MAYOR ATTEST: Danielle E. Daskam, City Clerk APPROVED AS TO FORM: aniel Heid, City Attorney Resolution No. 4254 October 9, 2007 Page 3 of 3 CONTRACT# DEVELOPMENT AGREEMENT BETWEEN THE CITY OF AUBURN, AUBURN REAL PROPERTIES-LLP, AND OLDCASTLE PRECAST, INC. D/B/A UTILITY VAULT FOR THE OPERATION AND DEVELOPMENT OF UTILITY VAULT Section 1: Parties 1.1 This Development Agreement ("Agreement") is entered into by and between the CITY OF AUBURN, a Washington municipal corporation (the "City"), AUBURN REAL PROPERTIES LLP, a Washington limited liability partnership, the owner of the property (the "Owner"), and OLDCASTLE PRECAST, INC., a Washington corporation, d/b/a Utility Vault Company ("Oldcastle"), a lessee, developer and current business operator of the property. This Agreement is entered into pursuant to the authority of RCW 36.70B.170 through .210 under which a local government. may enter into a development agreement with any entity having ownership or control of real property within its jurisdiction. Each entity shall be known individually as a "Party" and all three entities shall be known collectively as the "Parties" to this Agreement. Section 2: Recitals 2.1 AUBURN REAL PROPERTIES LLP is the owner of certain real property more particularly described in Exhibit "A" (Legal Description), which is attached to this instrument and incorporated herein by this reference (hereinafter, "the Utility Vault Property"). The Utility Vault Property, comprising approximately 41 acres, is located on land zoned M2 (Heavy Industrial) on the east side of "A" Street S.E. within the City of Auburn. Oldcastle designs and manufactures precast and custom concrete vaults, pipes and related products (hereinafter referred to as "Oldcastle's Operations") in the main buildings, outbuildings and other accessory structures located throughout the Utility Vault Property (hereinafter referred to as "Oldcastle's Facility"). Oldcastle and its predecessor have been an Auburn business since 1968, providing services and over 160 jobs to the Auburn community. 2.2 On July 5, 2006, the City adopted Ordinance No. 6033 (the "Ordinance"). The Ordinance adopted code amendments regarding uses and development standards in the M1 (Light Industrial) and M2 (Heavy Industrial) zones in the City. Among its terms, the Ordinance removed language from the zoning code that listed various specific permitted uses in the M2 zone including "Manufacturing, processing, blending and packaging of products such as the following ...Clay and cement products such as brick, tile, pipe, etc." but retained DEVELOPMENT AGREEMENT -PAGE 1 of 25 language that listed as a permitted use in the M2 zone "Manufacturing, assembling and packaging of articles, products, or merchandise." 2.3 On September 6, 2006, the City's Department of Planning, Building and Community Development (the "Department") issued proposed amendments to the text of the City's Comprehensive Plan (the "Text Amendments"). Among the Text Amendments are proposed revisions to Policy LU-116 on Page 3-40 and revisions to the text on Page 14-16; both changes are referred to hereinafter as the "A Street Text Amendments" and are shown in Exhibit "B" attached to this instrument and incorporated herein by this ° reference. On September 6, 2006 and October 3, 2006, the Department issued proposed amendments to the Comprehensive Plan land use designations for various properties in the City (the "Land Use Map Amendments"). Among the proposed Land Use Map Amendments were changes to Area 20, which is the Utility Vault Property, that would revise the designation from "Heavy Industrial" to "Heavy Commercial" ("CPM #20 Map Amendment"). On ,the Department issued proposed amendments to the City's Zoning Map (the "Zoning Map Amendments"). Among the proposed Zoning Map Amendments were changes to Area W, which is the Utility Vault Property, that would revise the zoning from M2 to C3 (the "Area W Zoning Map Amendment"). The A Street Text Amendments, the CPM #20 Map Amendment and the Area W Zoning Map Amendment are collectively referred to as the "Utility Vault Related Amendments." 2.4 On November 22, 2006 Auburn City Attorney Daniel B. Heid issued an opinion letter, a copy of which is attached to this instrument as Exhibit "C" (Opinion Letter) and incorporated herein by this reference, which stated as follows: Ordinance No. 6033 was not intended, and shall not be interpreted by the City, to prohibit or limit Oldcastle's use of the Utility Vault property for any of the following uses: manufacturing, processing, blending and packaging of clay and cement products including but not limited to brick, tile, pipe, etc.; and uses accessory thereto, including but not limited to concrete mincing and batching, outside storage yards, and retail and wholesale trade of products manufactured, processed or assembled on-site. 2.5 On December 18, 2006, the City adopted Resolution No. 4129, which extended an existing six-month moratorium on the filing of applications for licenses, permits and approvals for commercial and industrial land uses o.f properties zoned Ml and M2 on or along the east side of "A" Street S.E., including the Utility Vault Property, for an additional six months in order to allow the City time to take action on the Utility Vault Related Amendments and to negotiate a Development Agreement with Oldcastle and Owner. DEVELOPMENT AGREEMENT -PAGE 2 of 25 2.6 The Parties agree that Oldcastle's presence in the community provides significant economic and, community benefit to the City and its residents. 2.7 The Parties agree that the City's anticipated adoption of the Utility Vault Related Amendments after the execution of this Agreement is an appropriate and proper exercise of the City's police power. 2.8 The purpose of this Agreement is to address the continuation of Oldcastle's Operations and the maintenance, repair, alteration, enlargement and/or expansion of Oldcastle's Facility on the Utility Vault property in accordance with development agreements under Washington State law (RCW 36.70B.170 et seq.), which authorizes local governments to enter into Development Agreements with any entity having ownership or control of real property within a local government's jurisdiction. Development Agreements are specifically authorized by RCW 36.70B.170 through .210 and by Auburn City Code (ACC) 14.21.020.D as a proper exercise of the City's police power. 2.9 Oldcastle and Owner-a~xA-desire assurances that they and their successors or assigns (as defined herein) may continue Oldcastle's Operations and maintain, repair, alter, enlarge and/or expand the Oldcastle Facility on the Utility Vault Property (hereinafter referred to as "Future Projects or "Future Project""). 2.10 The Parties desire assurance that Future Projects will be developed in accordance with certain ordinances, resolutions, codes, rules, regulations and official policies of the City governing the development and use of land existing on the date of the this Agreement. This Agreement reduces risk for all Parties and provides certainty that Future Projects will be developed under the terms and conditions set forth herein. 2.11 The Parties recognize that Oldcastle's Operations require the operation of trucks rated in excess of 30,000 pounds gross weight (as defined by RCW 46.16.111, as amended) on "A" Street S.E./East Valley Highway from 6th Street S.E. to the southern end of the city limits; on 6th Street S.E. from "A" Street S.E. to State Route 18; and on Ellingson Road from "A" Street S.E. to "C" Street S.W. (the "Utility Vault Truck Routes"). 2.12 The Parties desire to memorialize Oldcastle's and Owner's vested right to develop Future Projects consistent with the terms and conditions of this Agreement and to operate trucks on the Utility Vault Truck Routes; all subject to future review and mitigation of environmental impacts under the State Environmental Policy Act, RCW Ch. 43.21 (SEPA), with any substantive SEPA conditions based on vested codes and polices. 2.13 The City issued a Determination of Nonsignificance (DNS) relating to this Agreement on q ~ ('7. 0 ~ determining that this Agreement does not have a probable significant adverse impact on the environment. DEVELOPMENT AGREEMENT -PAGE 3 of 25 2.14 The Auburn City Council held a public hearing to consider this Agreement pursuant to RCW 36.70B.200 and ACC 14.21.050 on (p . ~ 5 • ~7 . 2.15 The City, Oldcastle and Owner agree that each has entered into this Agreement knowingly and voluntarily, and agree to be bound by the terms and conditions of this Agreement. 2.16 Pursuant to RCW 36.70B.170, Oldcastle and Owner represent that they are vested with ownership or control over that real property identified in the attached Exhibit "A." 2.17 The Parties agree that the foregoing terms and recitals are material to this Agreement, and that each Party has relied on the material nature of such terms and recitals in entering into this Agreement. Section 3: The Agreement THEREFORE, in consideration of the mutual promises and covenants set forth below, and for other good and valuable consideration, the receipt of which is hereby acknowledged, the Parties acknowledge and agree as follows: 3.1 Effective Date. This Agreement shall become effective on the first date on which all Parties have executed this Agreement ("Effective Date"). 3.2 Term. This Agreement shall commence on the Effective Date and shall remain in effect for seventeen (17) years thereafter unless the Parties sooner agree in writing to terminate this Agreement; provided, however, that if Oldcastle extends its lease with Owner, this Agreement shall remain in effect for up to an additional twenty-five (25) years after the initial seventeen-year period ("Term"). The Term of this Agreement shall be tolled pending any appeals of any land use permits or approvals granted by the City necessary to complete Future Projects, and pending any appeals of any state or federal agency necessary to complete Future Projects. If Oldcastle or Owner submits a complete building permit application for a Future Project prior to end of the Term of this Agreement but the Term is reached prior to occupancy, this Agreement shall continue until building permits (including any extension to the terms thereofl for such Future Project expire, or until the City issues all required certificates of occupancy, whichever occurs first. This Agreement may not be extended or its Term lengthened. At the conclusion of the Term of this Agreement, Oldcastle and Owner shall have status as a legally established nonconforming use ("Nonconforming Status") pursuant to the provisions of ACC Chapter 18.54 as codified on the Effective Date; provided, however, that such Nonconforming Status shall extend only to the specific uses permitted under this Agreement. This Section 3.2 shall survive termination of this Agreement. DEVELOPMENT AGREEMENT -PAGE 4 of 25 3.3 No Opposition to Utility Vault Related Amendments. Oldcastle and Owner shall not appeal, challenge, contest or oppose the City's adoption of the Utility Vault Related Amendments, including appeals of related environmental reviews under SEPA. 3.4 Lifting of Development Moratorium. Prior to or concurrent with the execution of this Agreement, the City shall repeal the development moratorium extended by Resolution No. 4129 as it applies to the Utility Vault Property. 3.5 Development Agreement Fee. Prior to or concurrent with the execution of this Agreement, Oldcastle or Owner shall pay the Development Agreement Fee set forth by Resolution No.~~. 3.6 Permitted Uses. a. The following uses shall be permitted on the Utility Vault Property throughout the Term of this Agreement: Manufacturing, processing, blending and packaging of clay and cement products including but not limited to brick, tile, pipe, etc., and uses accessory thereto, including but not limited to associated metal fabrication, concrete mixing and batching; outside storage yards; and retail and wholesale trade of products manufactured, processed or assembled on-site (e.g., distribution, warehousing and trucking of materials and products) (the "Existing Uses"). b. In the event that the City adopts a zoning designation other than the current M2 zoning for the Utility Vault Property, Oldcastle and Owner may elect to terminate this Agreement in part as to any legal lot or lots within the Property by giving the City ninety (90) days written notice of their intent to do so. Upon such partial termination, any and all uses allowed by then-current zoning shall be permitted on such legal lot or lots in lieu of the Existing Uses. 3.7 Vested Rights. a. .Vested Rules. Future Projects shall be vested to the provisions of the City of Auburn Comprehensive Plan and the ACC identified in Exhibit D hereto that are in effect on the Effective Date (the "Vested Rules"). Vested Rules shall not include any provisions of Chapter 19.27 RCW (the State Building Code), including any building, fire, plumbing or electrical codes. Vested Rules shall also not include any parking requirements set forth in any of the following: the Americans with Disabilities Act (ADA), the State Building Code, or administrative regulations adopted pursuant to either the ADA or the State Building Code. b. Subsequent Rules. Except as expressly provided herein, Future Projects shall not be subject to any ordinances, resolutions, codes, rules, regulations and official DEVELOPMENT AGREEMENT -PAGE 5 of 25 policies of the City amended or adopted after the Effective Date and prior to the expiration or termination of this Agreement which amend any Vested Rules or are inconsistent with any Vested Rules (collectively referred to herein as the "Subsequent Rules"). c. New Applicable Rules. Future Projects shall be subject to any code provisions adopted after the Effective Date, excluding Subsequent Rules (the "New Applicable Rules"). d. Right to Develop Future Projects. Oldcastle and Owner shall have a vested right to develop the Property in accordance with, and to the extent of the Vested Rules and New Applicable Rules, except as otherwise provided in this Agreement or by state or federally mandated laws preempting the City's authority to vest regulations for Oldcastle's Operations or Future Projects. Future Projects shall remain subject to all subsequent project approvals required by law or city policy to develop Future Projects, including but not limited to clearing and grading permits and building permits; provided, however, that such subsequent project approvals shall be made pursuant to the Vested-Rules and New Applicable Rules. Future Projects shall not be subject to any development moratoria the City may adopt subsequent to the date of this Agreement unless necessitated by a serious threat to the public health, safety and welfare. e. Timing of Development. The parties acknowledge that Oldcastle and Owner cannot at this time predict when or the rate at which Future Projects will be developed. Such decision depends upon numerous factors, which are not within the control of Oldcastle and Owner, such as market orientation and demand, interest rates, and other similar factors. During the Term of this Agreement, Oldcastle and Owner shall have the right to develop the Property in such order, in such phases, at such rate and at such times as Oldcastle and Owner deem appropriate within the exercise of their subjective business judgment, subject -only to any timing or phasing requirements set forth in the Vested Rules and New Applicable Rules. f. SEPA Review. For any aspect of development of Future Projects that triggers SEPA review, such review shall be processed subject to the normal procedures set forth in ACC Title 16, as amended; provided, however, that any substantive conditions imposed under SEPA shall be made pursuant to the, Vested Rules and New Applicable Rules. g. Truck Traffic. Oldcastle and Owner shall have the right to operate its trucks, and to allow operation of its suppliers', vendors' and customers' trucks, on the Utility Vault Truck Routes. The City retains the right to manage its transportation system by identifying comparable alternative routes that may be used in lieu of the Utility Vault Truck Routes and to temporarily disrupt such routes to allow for DEVELOPMENT AGREEMENT -PAGE 6 of 25 maintenance and operations, construction, and emergency activities. Oldcastle's and Owner's right to use the Utility Vault Truck Routes shall be subject to SEPA review as provided in section 3.7(f) and any mitigation permitted under city, state, or federal codes. h. Access to 29`h Street S.E. The City agrees to grant Oldcastle and Owner direct access to 29`h Street S.E. for trucks and other vehicles so that Oldcastle and Owner may utilize the signalized intersection of "A" Street S.E. and 29`'' Street S.E. to access "A" Street S.E., provided the 29"' Street access meets the Auburn Design Standards and Construction Standards (currently referenced at ACC ~h 1 a. ~" in effect at the time of development. Oldcastle and the City should continue to work towards maximizing the number of vehicles that are able to leave the Utility Vault Property by utilizing the intersection of 29`b Street S.E. and "A" Street S.E. for left turns onto "A" Street S.E. 3.8 Reservations of Authority. Notwithstanding any other provision of this Agreement, the following shall apply to the development of the Property; provided, however, that nothing in this Agreement shall diminish Oldcastle's or Owner's rights for vesting by submission of a complete building permit application pursuant to RCW 19.27.09'5: a. Regulations governing. construction standards and specifications as follows: the International Building Code, Uniform Plumbing Code, National Electric Code, and Uniform Fire Code as maybe amended ("Construction Regulations"). b. Conditions imposed pursuant to Construction Regulations on building permits issued for Future Projects. c. New or different officially adopted regulations of general applicability, even if in conflict with the Vested Rules and New Applicable Rules, but only if, and to the extent required by a serious threat to public health, safety, and welfare, as determined by the City Council, and only after notice and a meaningful opportunity to be heard has been provided to Oldcastle and Owner. d. Regulations which the City, Oldcastle and Owner mutually agree, by written consent, can be applied to development of Future Projects. In the event that the City, Oldcastle and Owner desire to apply a Subsequent Rule to Future Projects, the City shall provide public notice of the proposed application of the Subsequent Rule to Future Projects and shall provide an opportunity for public comment. The City shall take any public comments into account prior to written consent to apply such regulation to the Development. e. Applicable fees in effect at such time the building permit application for a Future Project is submitted and deemed complete by the City. DEVELOPMENT AGREEMENT -PAGE 7 of 25 Section 4: Transfer of Property by Oldcastle or Owner 4.1 Authority to Transfer. Oldcastle's and Owner's right to sell, transfer, mortgage, hypothecate, convey or take any other similar action regarding real property interests in the Property or any fmancing thereto shall not be infringed by this Agreement; provided, however, that any such sale, transfer, sale, lease, etc. shall be subject to the terms and conditions, rights and obligations of this Agreement. 4.2 Obligations of Successors. This Agreement shall be binding upon all subsequent heirs, successors, assigns, purchasers, owners, lessees or lessors and transferees of every nature and kind. Upon transfer of all interest in the Property, Oldcastle and/or Owner, as the case may be, shall be released from all obligations under this Agreement. 4.3 Estoppel Certificate. Oldcastle or Owner may, at any time, and from time to time, deliver written notice to the City .requesting the City to certify in writing that, to the knowledge of the City (i) this Agreement is in full force and effect and a binding obligation of the Parties; (ii) this Agreement has not been amended or modified either orally or in writing, and if so amended, identifying the amendments; and (iii) the requesting Party is not in default in the performance of its obligations under this Agreement, or if in default, to describe therein the nature and amount of any such defaults. The City shall execute and return such certificate within thirty (30) days following the receipt thereof. The City shall not have any liability to the requesting Party or to any third party for inaccurate information if it provides the estoppel certificate in good faith and with reasonable care. Section 5: Binding Nature; Modification; Termination 5.1 Bindin Ng store. Once executed, this Agreement shall be binding on the Parties to this Agreement and their heirs, successors and assigns, from the effective date through the Term of the Agreement. 5.2 Modification or Termination of Agreement. a. Modification. This Agreement may be modified only upon the mutual written agreement of the City Council, Oldca tle and Owner and their respective successors and/or assigns. b. Termination. The Parties may mutually agree to terminate this agreement in whole or in part at any time, upon terms and conditions agreed to by the Parties. Oldcastle and Owner may terminate the effect of this Agreement as to any legal lot within the Property pursuant to Section 3.6(b) of this Agreement. Oldcastle, Owner or the City may record a notice of such complete or partial termination against the Property. Termination of this Agreement, whether in whole or in part, shall not constitute termination of any other land use entitlements approved for the Property. DEVELOPMENT AGREEMENT -PAGE 8 of 25 5.3 Other Agreements. The Parties acknowledge that this Agreement is complete and sets forth and contains the entire understanding and agreement between the Parties with respect to the development of Future Projects, and that there are no oral or written representations, understandings or ancillary covenants, undertakings or agreements that are not contained or expressly referred to herein. No testimony or evidence of any such representations, understandings or covenants shall be admissible in any proceeding of any kind or nature. Section 6: General Terms 6.1 Venue. Venue for all disputes arising under or connected with this Agreement and its component parts shall be the Superior Court of King County. This Agreement shall be governed and interpreted in accordance with the laws of the State of Washington. 6.2 No Waiver of Police Power or Condemnation Authority. The City does not waive its police power or condemnation authority by entering into this Agreement, but shall not exercise its police power in any manner inconsistent with this Agreement. 6.3 Covenant Running with the Land. This Agreement and its component parts shall be covenants running with the land and/or equitable servitudes, and shall be binding on the Parties and their successors and assigns, and on all subsequent owners, purchasers, lessees or lessors, and transferees of every nature as set forth herein. Oldcastle shall record a full and complete original of this Agreement against title to the Property within five (5) days following the Effective Date of this Agreement with the Real Property Records Division of the King County Records and Elections Department. 6.4 Oldcastle's and Owner's Responsibility. Any act or omission required of or permitted by the Oldcastle or Owner may be taken by Oldcastle or Owner or by their agents, contractors or employees; provided that the Oldcastle and Owner shall not thereby be relieved of their responsibility or liability to the City under this Agreement. 6.5 Attorney's Fees. In any action arising under or related to this Agreement, each Party shall bear its own attorney fees and expenses, whether at trial or on appeal, or in any bankruptcy proceeding. 6.6 Specific Performance. In the event that any Party fails to perform as set forth in this Agreement, the non-defaulting Party or Parties shall be entitled to pursue specific performance against the defaulting Party. The Parties acknowledge that money damages and remedies at law generally are inadequate to compensate the Parties for the unique benefits available through this Agreement and specific performance and other non-monetary relief are particularly appropriate remedies for the enforcement of this Agreement and should be available to the Parties. DEVELOPMENT AGREEMENT -PAGE 9 of 25 6.7 No Third Party Beneficiary. This Agreement is for the benefit of the Parties hereto only and is not intended to benefit any other person or entity, and no person or entity a signatory to this Agreement shall have any third party beneficiary or other rights whatsoever under this Agreement. No other person or entity not a Party to this Agreement may enforce the terms and provisions of this Agreement. 6.8 Severability. If any section, sentence, clause, provision or portion of this Agreement is declared unlawful or unconstitutional for any reason, the remainder of this Agreement shall continue in full force and effect. 6.9 Notice. All notices or communications provided for by this Agreement must be in writing, and may either be delivered personally, by certified mail, or by express delivery service, return receipt requested. Such notices shall be deemed delivered on the date of receipt, as evidenced by the return receipt or the equivalent (e.g., date stamp of recipient). All notices or communications shall be given to the Parties at their addresses set forth below: For the City of Auburn: For Oldcastle: Oldcastle Precast, Inc. c/o Utility Vault Company Attn: Gary Venn P.O. Box 588 Auburn, WA 98071 For Owner: Auburn Real Properties LLP Attn: James Schack P.O. Box 8289 Covington, WA 98042-8289 Any Party may, upon ten (10) days written notice to the other Parties, substitute an alternative address for that listed above, either for a particular duration or permanently. DEVELOPMENT AGREEMENT -PAGE 10 of 25 6.10 Mutual Drafting and Construction. The Parties agree that each of them participated fully in the negotiation and drafting of this Agreement and the rules of construction of ambiguities against the drafter shall not apply to any Party. 6.11 Section Headings. All section headings and subheadmgs are inserted for convenience only and shall not affect any construction or interpretation of this Agreement. 6.12 Authority to Execute. The City, Oldcastle and Owner represent and warrant that they have the respective power and authority, and are duly authorized to execute, deliver, and perform all of the obligations under this Agreement. 6.13 Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original. Section 7: List of Exhibits Exhibit Description A. Legal Description for the Utility Vault Property B. "A" Street Text Amendments C. Opinion Letter D. Vested Rules [REMAINDER OF PAGE IS INTENTIONALLY BLANK] DEVELOPMENT AGREEMENT -PAGE 11 of 25 CITY OF AUBURN: Date of Execution: Peter Lewis, Mayor ATTEST: City Clerk City STATE OF WASHINGTON ss. COUNTY OF KING ) I certify that I know or have satisfactory evidence that Peter Lewis 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 Mayor of the City of Auburn, a Washington municipal corporation, and acknowledged said instrument to be the free and voluntary act and deed of said municipal corporation for the uses and purposes therein mentioned, and on oath stated that he was duly elected, qualified and acting as said office of the municipal corporation, that he was authorized to execute said instrument and that the seal. affixed, if any, is the corporate seal of said municipal corporation. Dated: Notary Public Print Name My commission expires (Use this space Yor notarial stamp/seal) DEVELOPMENT AGREEMENT -PAGE 12 of 25 AUBURN REAL PROPERTIES LLP: By and through each of its partners: Charles d Ellen Harley 2' ~/1 ~ Date of Execution: ~ ~ ~ V Date of Execution: ~ "" 2Z -- ~~ Date of Execution: ~ 2Z" Date of Execution: 6 ~2 2cSZ~~ Date of Execution: ~ ~' ~' ~ '" ~ ~" Davis :.~~~& 22, Z.~o7 James B. Date of Execution: John B. Schack II Date of Execution: Jacob U. Schack Idamae Schack ~~.L~i~e~ry Execution: 6 "~ o'] QTIl' Exempt Trust u/w John~B. S" chack gy; Date of Execution: ~O Z~ Idamae Schack, Trustee Non-QT1P Exe pt Trust u/w John B. Schack // By; .~„k. a.,L j /~..-- Date of Execution: b Z~ Idamae Schack, Trustee DEVELOPMENT AGREEMENT -PAGE 13 of 25 STATE OP WASHINGTON ) ss. COUNTY OF {~na ) I certify that I~know or have satisfactory evidence that Charles Harley and Ellen Harley are the persons who appeazed before me, and they acknowledged that they signed this instrument, on oath stated that they were authorized to execute the instrument and acknowledged it as a partner of Auburn Real Properties LLP, a Washiungton limited liability partnership, and acknowledged it to be the free and voluntary act of such partner for the uses and purposes mentioned in the instrument. Dated: ~~l 1C1Q r/rXn~~~ this space STATE OF WASHINGTON ) Notary Public y ~~ p S Print Name r'i t~ +! '~~~ i_ My commission expires U~D~~~ I 1 ss. COUNTY OF ~~~ ) I certify that I know or have satisfactory evidence that Margaret S. Davis is the person who appeared before me, and she acknowledged that she signed this instrument, on oath stated that she was authorized to execute the instrument and acknowledged it as a partner of Auburn Real Properties LLP, a Washington limited .liability partnership, and acknowledged it to be the free and voluntary act of such partner for the uses and purposes mentioned in the instrument. Dated: S~u.'(tQ n~0~~ U~`-~~~ space ~l-lw/ ~ ~~.6 .Notary Public c`M r ` ~ • '(~,~ y 11 i p S Print Name c~7 l.~ ~ t ti My commission expires Qla/QG I 11 DEVELOPMENT AGREEMENT -PAGE 14 of 25 STATE OF WASHINGTON ) ss. COUNTY OF 1 n ) I certify that I know or have satisfactory evidence that Margaret E. Davis is the parson who appeared before me, and she acknowledged that she signed this instrument, on oath stated that she was authorized to execute the instrument and acknowledged it as a partner of Auburn Reat Properties LLP, a Washington limited liability partnership, and acknowledged it to be the free and voluntary act of such partner for the uses and purposes mentioned in the instrument. Dated: ~~~~.~ ~ O~~ scacc Notary Public ;-~j~ c Print Name ~/1Q~'t ~... i~'Y \ t~~tPJ My commission expires CS.s~t~}'+l~Ot t STATE OF WASHINGTON ) ` ) ss. COUNTY OF _ If~ ~ ~ ) I certify that I know ar have satisfactory evidence that Kenneth Davis is the person who appeared before me, and he acknowledged that he signed this instrument, on oath stated that he was authorized to execute the instrtment and acknowledged it as a partner of Auburn Real Properties LLP, a Washington limited .liability partnership, and acknowledged it to be the free and voluntary act of such partner for the uses and purposesm(e~ntioned in the instrument. `.. (Use this space for notarial stamp/seal) <- _ Notary Public ~,,,, ~j~~ n c Print Name ~ ,1' ~f1 ~. `T'C ~l~`11~'J My commission expires She t bq 12.011 DEVELOPMENT AGREEMENT -PAGE 15 of 25 STATE OF WASHINGTON ) ~ .I G ) ss. COUNTY OF _~i° _ J ) I certify that I know or have satisfactory evidence that James B. Schack is the person who appeared before me, and he acknowledged that he signed this instrument, on oath stated that he was authorized to execute the instrument and acknowledged it as a partner of Auburn Real Properties LLP, a Washington limited liability partnership, and acknowledged it to be the free and voluntary act of such partner for the uses and purposes mentioned in the instrument. Dated: \~(~~.. ,~~~~~~ ~- Notary Public Print Name 1^1 (... ~ ~ ~ ~ ` t~~ My commission expires Ulaa~ 6_ q l2b y ~ STATE OF WASHINGTON ss. COUNTY OF ) I certify-that I know or have satisfactory evidence that John B. Schack II is the person who appeared before me, and he acknowledged that he signed this instrument, on oath stated that he was authorized to execute the instrument and acla;;owledged h as a partner of Auburn Real Properties LLP, a Washington limited liability partnership, and acknowledged it to be the free and voluntary act of such partner for the uses and purpases mentioned in the instrument. Dated: (Use this space for notarial stamp/seat) Notary Public Print Name My commission expires DEVELOPMENT AGREEMENT -PAGE 16 of 25 ,STATE OF WASHINGTON ) ss. COUNTY OF ) I certify that I know or have satisfactory evidence that Jacob D. Schack is the person who appeared before me, and he acknowledged that he signed this instrument, on oath stated that he was authorized to execute the instrument and acknowledged it as a partner of Auburn Real Properties LLP, a Washington limited liability partnership, and acknowledged it to be the free and voluntary act of such partner for the uses and purposes mentioned in the instrument. Dated: Notary Public Print Name My commission expires space [REMAINDER OF PAGE IS INTENTIONALLY BLANK] DEVELOPMENT AGREEMENT -PAGE 17 of 25 STATE OF WASHINGTON ) ss. COUNTY OP~r-o o ~ I1 ) I certify that X know or have satisfactory evidence that Idamae Schack is the person who appeared before me, and she acknowledged that she signed this instrument, on oath stated that she was authorized to execute the instrument and acknowledged it as a partner of Auburn Real Properties LLP, a Washington limited liability partnership, .and acknowledged it as Trustee of the QTIP Exempt Marital Trust under the Will of John B. Schack, a partner of Auburn Real Properties LLP, a Washington limited liability partnership, and acknowledged it as Trustee of the Non-QTIP Exempt Marital Tnist under the Will of John B. Schack, a partner of Auburn Real Properties LLP, a Washington limited liability partnership, and acknowledged each act to be the free and voluntary act of each said partner for the uses and purposes mentioned in the instnuent. Dated: / P ~ RF ~ `~~ ~5S10N Fx L'p Notary blic . ~ ~~` i?,, ~ Print Name L ; n t.~ 2.G© 2. a° p14TARY ~' My commission expires ~ o~ ,~ AUBLIG tea. 9~, 10-26-2007 ~O F ofi wAS~\~ his space or a stamp/seal) [REMAINDER OF PAGE IS INTENTIONALLY BLANK] DEVELOPMENT AGREEMENT -PAGE 18 of 25 AUBURN REAL PROPERTIES LLP: By and through each of its partners: Charles and Ellen Barley Date of Execution: Charles. E. Harley Date of Execution: Ellen S. Harley Margaret S. Davis Margaret E. Davis Date ofExecution: Date of Execution: Kenneth Davis James~ack John B. Schack II Date of Execution: Date of Execution: Date of Execution: ~ 2'g o Date of Execution: Jacob D. Schack Idamae Schack QTIP Exempt Trust u/w John B. Schack sy: Idamae Schack, Trustee Date of Execution: Date of Execution: Non-QTI:P Exempt Trust u/w John B. Schack gy: Date of Execution: Idamae Schack, Trustee ~ . DEVELOPMENT AGREEMENT -PAGE 13 of 25 STATE OF WASHINGTON ) ss. COUNTY OF ) I certify that I know or have satisfactory evidence that James B. Schack is the person who appeared before me, and he acknowledged that he signed this instrument, on oath stated that he was authorized to execute the instrument and acknowledged it as a partner of Auburn Real Properties LLP, a Washington limited liability partnership, and acknowledged it to be the free and voluntary act of such partner for the uses and purposes mentioned in the instrument. Dated: space for Notary Public - Print Name My commission expires STATE OF WASHINGTON ) L COUNTY OF ~ 1.r f1~. ) ss. ) I certify that I know or have satisfactory evidence that John B. Schack II is the person who appeared before me, and he acknowledged that he signed this instrument, on oath stated that he was authorized to execute the instrument and acknowledged it as a partner of Auburn Real Properties LLP, a Washington limited liability partnership, and acknowledged it to be the free and voluntary act of such partner for the uses and purposes mentioned in the instrument. Dated:~ur"-- c~~ a.UV~ NOTARY PUBLiC STATE OF WASHINGTON T A piitLtlPS ... ~.....,:nrmont Expires 7122!2010 space for notarial NotaryPu c t ~, P~+ ~~ Print Naicne 1' ;-~S My commissionsion eacpires~+.~Ln as .~Ql..U DEVELOPMENT AGREEMENT -PAGE 16 of 25 AUBI7RN REAL PRUPERT~'~ LLP: By and through each of Sts partners: Charley and EUen Marley Date of Execution: Charles S. Harley Date of Execution: Ellen S, Harley Margaret S. Davis - A+Iargarct E, Davis Ke~aaeth Dat+is Jaans B. hack duha ]~, SchaekII . . w~~ l/ 3 cab D. Schack Date of Execution: Date of Executiou• Date of Execution: Date of l~asecution: Date of Execution: ~.~ Date of Execution• G ~ ~ ~ Idamae Schack QTII' Exerapf Trust uhv Doha B. Schack Date of Execution: gy; Date of Execution: - Idan~ae Schack, TrusEee Non-QT]I)<' Exempt Tract a/vr Johte 8. Schack gy; Date of Execution; Idatnae Schack, 2rt~stee DEVEi:APMENT AGREEMENT -PAGE 13 of 2S t certify that I know or have satisfactory evidence that Jacob D. Schack is the person who appeared before me, and he acknowledged that he signed this instrument, on oath stated that he-was authorized to execute the instrument and acknowledged it as a partner of Auburn Real Properties LLP, a Washington Limited liability partnership, and acknowledged it to be.the free and voluntary act of such partner for the uses and purposes mentioned in the instrument. Dated: ~~,~ 3 , o~~ ! OFFICIAL SEAL, JILL THQMAS Notary Public NOTARY Pt18UC - State ~ Atlnxta MARlCOPA GOtJMY `~ ~ t ~ My Comm. ExpiFees Aug. S, 2tX?8 Print Name: ~ J I iG~'I~S My Commission expires: ~~' S,_aUOB OLDCASTLE PRECAST, INC. By: Date of Execution: Gary Venn, Vice President /General Manager STATE OF WASHINGTON ) ' ss. COUNTY OF ) I certify that I know or have satisfactory evidence that Gary Venn is the person who appeared before me, and he acknowledged that he signed this instrument, on oath stated that he was authorized to execute the instrument and acknowledged it as the Vice President /General Manager of Oldcastle Precast, Inc., a Washington corporation, d/b/a Utility Vault Company, to be the free and voluntary act of such corporation for the uses and purposes mentioned in the instrument. Dated: Notary Pubtic Print Name My commission expires space for DEVELOPMENT AGREEMENT -PAGE 19 of 25 Exhibit A Legal Description Parcel A THAT PORTION OF SOUTHWEST QUARTER OF THE SOUTHWEST QUARTER SECTION 19, TOWNSHIP 21 NORTH, RANGE 5 EAST, W M ,DESCRIBED AS BEGINNING ON THE SOUTHWEST CORNER OF SAID SECTION 19, THENCE NORTH ALONG THE WEST LINE THEREOF 328.20, THENCE EAST PARALLEL WITH THE SOUTH LINE OF SAID SECTION 320 FEET TO TRUE POINT OF BEGINNING, THENCE EAST PARALLEL WITH SAID SOUTH LINE 100 FEET, THENCE SOUTH PARALLEL WITH SAID WEST LINE 328.20 FEET TO THE SOUTH LINE OF SAID SECTION, THENCE WEST ALONG SAID SOUTH LINE 100 FEET, THENCE NORTH 328.20 FEET TO THE POINT OF BEGINNING. Parcel B A PORTION OF GOVERNMENT LOT 4, SECTION 19, TOWNSHIP 21 NORTH, RANGE 5 EAST W M DESCRIBED AS FOLLOWS BEGINNING ON THE SOUTH LINE 597.4 EAST OF THE SW CORNER OF SAID GOVT LOT, THENCE NORTH 328.75 FEET; THENCE EAST 597.4 FEET TO A POINT 129.3 FEET NORTH OF THE SOUTHEAST CORNER OF LOT 4, THENCE SOUTH 129.3 FEET TO SOUTHEAST CORNER, THENCE WEST 597.4 FEET TO.BEGINNING, ALSO SOUTH 328.75 FEET OF THE EAST 177.4 FEET OF THE WEST 597.4 FEET OF SAID GOVERNMIENT LOT 4, EXCEPT ROADS Parcel C WEST 2 ACRES OF NORTH 6 ACRES GOVERNMENT LOT 1 LESS STATE HIGHWAY, SECTION 30, TOWNSHIP 21 NORTH, RANGE S EAST, W M IN KING COUNTY, WASHINGTON DEVELOPMENT AGREEMENT -PAGE 20 of 25 Exhibit A Legal Description (continued) Parcel D GOVERNMENT LOT 1, SECTION 30, TOWNSHIP 21 NORTH, RANGE 5 EAST, W M APPROXIMATELY NORTH 6 ACRES OF GL 1 LESS THE WEST 2 ACRES, IN KING COUNTY, WASHINGTON Parcel E GOVERNMENT LOT 1, SECTION 30, TOWNSHIP 21 NORTH, RANGE 5 EAST, W M APPROXIMATLY SOUTH 30 ACRES OF GL I LESS CO RD LESS STATE RD, IN KING COUNTY, WASHINGTON DEVELOPMENT AGREEMENT -PAGE 21 of 25 Exhibit B "A" Street Text Amendments Chapter 3 LU-113 Heavy industrial uses shall be separated from lighter industrial, commercial and residential areas. LU-114 The most appropriate areas for heavy industrial uses are in the central part of the Region Serving Area adjoining the rail lines. LU-115 Heavy industrial uses are appropriate in the southern portion of the Region Serving Area which is now developed in large scale industrial facilities. LU-116 Heavy industrial uses shall be strictly prohibited fi-om the Community Serving Area of Auburn (see Map 3.2). Tke-ealy ~ t C i. - ..e n o n c...e... e c ..t,...... ~... Redevelopment and Infill A major goal of the Growth Management Act is to reduce urban sprawl. One way to min;m;~a sprawl IS to fully develop areas already receiving urban services prior to extending these services to additional areas. A further benefit of redevelopment is that it may lead to the removal of buildings and uses that detract finm an area Redevelopment can serve as a major catalyst in the stabilization and revitalization of areas throughout the city. Page 3-40 DEVELOPMENT AGREEMENT -PAGE 22 of 25 Exhibit B "A" Street Text Amendments (continued) Chapter 14 which is now developed in large. scale industrial facilities (the Boeing and the General Services Administration facilities). Considerations Against Apptying this Designation: This designaflon should not besan-eni~be applied in the Community Serving Area-tesites a r a t.' t. t c e a •n.,.,.e „ Wit. .. t s t, t •a t t. a..-.-.~ ..t....,ta t.e rT '~ '•••*"'°-°"•°'~°'•• ~-a••-'~°' •• It is not an appropriate designation for highly visible areas. Appropriate Implementation: This designation is implemceted by the M-2 zone. Placated Aress Special Plan Areas (See Map 14.1) Purpose: To allow large areas within the City, under a single or a coordinated management, to be developed as a planned unit 'Ibis designation can also be used to provide flexibility when there is uncertainty regarding how an area may be most appropriately developed in tbe fudge. Descrlptfon: This designation applies to specafic areas identified as being appropriate for mixed, urban level development on a planned basis. It is intended that the future development of these areas wr71 be guided by individual "elements" of the Comprehensive Plan, to be developed and adopted at a later date. The Plan elements should be consistent with the following. Compatible Uses: Uses and intensities within Special Planning Areas shall be detemuned for each area through individual planning processes. Each individual planning process will result in the adoption of a Comprehensive Plan element for that particular Special Planning Area. Each Plan element shall be consistent with the general goals, objectives and policies of the Comprehensive Plan. Development of the individual Plan elements shall also be based upon the following guidelines: Academy Special Planning Area: The Aubum Adventist Academy Plan was adopted by resolution No. 2254 in November 1991. The Plan applies to tbe area within the property owned by the Academy and allows for a diversity of uses on the site, primarily those related to the mission and objectives of the Academy. As part of the adopfion of the Plan, the area was zoned under the I-Institutional Use District which permits uses such Page 1416 DEVELOPMENT AGREEMENT -PAGE 23 of 25 Exhibit C Opinion Letter crrY ox * . - ~: Peter 6. Lewis, Mayor -- WASHINGTON 25 W~stMalnShA9t ~ Aubum WA 980014998 * www.aibumwa,gov * ~r _93]•3000 November 22, 2006 Duncan Greene Buds & Gordon L.t_P 2025 First Ave; Ste 500 Seattle WA 98121 RE: Confidential Draft Settlement Agreement Dear Mr. Gr~e: ~~ Pursuant to our earlier discussions and the agreement between the parties calling for an opinion letter to address an issue related to Ordinance No. 6033, I am sending this to you. Ordinance No. 6033 was not intended, and shall not be interpreted by the City, to prohibit or limit Oldcastle's use of the Utility Vault properly for any of the following uses: manufacturing, processing, blending and packaging of clay and cement products including but not lim'ded to brick, tile, pipe, etc.; and uses accessory thereto, including but not limited to concrete mixing and hatching, outside storage yards, and retail and wholesale trade of products manufactured, processed or assembled on-site. If you have any questions, or wish to discuss this matter further, please do not hesitate to contact me. Very truly yours, aniel B. Heid City Attorney OESH:mbs 1-1UBYIRN'k MURE TEiAN YOU IMAGINED DEVELOPMENT AGREEMENT -PAGE 24 of 25 Exhibit D Vested Rules ACC Sections 18.34.050-.060 ACC Section 18.48.070 ACC Chapter 18.54 ACC Chapter 18.58 The following provisions of the City of Auburn Comprehensive Plan are vested to the extent they are regulatory and related to the permitted uses in this Agreement: City of Auburn Comprehensive Plan, Chapter 1; City of Auburn Comprehensive Plan, Chapter 3 and Map 3.2; City of Auburn Comprehensive Plan, Chapter 14 and Map ~14. L The provisions of the City of Auburn Comprehensive Plan and the ACC attached as Exhibit D (the "Vested Rules") are not in a form suitable for recording. Copies of the Vested Rules have been provided to Oldcastle, Owner and the City with this Agreement. Any person wanting copies of this Exhibit D may obtain such copies by contacting the City of Auburn Planning, Building and Community Department, 25 West Main Street, Auburn, WA 98001, (253) 931- 3090; or by contacting Utility Vault Company, P.O. Box 588, Auburn, WA 98071, (253). 839- 3500. DEVELOPMENT AGREEMENT -PAGE 25 of 25