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HomeMy WebLinkAbout2785 ! RESOLUTION NO. 2 7 8 5 2 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF AUBURN, KING 4 COUNTY, WASHINGTON, AUTHORIZING THE MAYOR TO EXECUTE AN AGREEMENT BETWEEN THE CITY OF AUBURN AND NORTHWEST RACING 5 ASSOCIATES LIMITED PARTNERSHIP, TO ACCEPT REAL ESTATE CONSISTING OF THE THORMOD SITE, A WETLAND CREATED TO MITIGATE WETLAND LOSS UPON THE CREATION OF EMERALD DOWNS RACE TRACK, 7 AND PROVIDE THE CONTINUATION OF MONITORING BY NORTHWEST RACING ASSOCIATES. 8 9 WHEREAS, as part of the development of Emerald Downs Race 10 Track by Northwest Racing Associates a filling of wetland necessitated the development of a new wetland referred to as 12 13 the ~Thormod site"; and ]4 WHEREAS, agreements were entered into to provide ]5 monitoring of the Thormod site by Northwest Racing Associates among other obligations; and 17 18 WHEREAS, the obligations of Northwest Racing Associates 19 are to continue as per agreement after the transfer of that 20 real estate to the City, 2! NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF AUBURN, 22 WASHINGTON, IN A REGULAR MEETING DULY ASSEMBLED, HEREWITH 24 RESOLVES AS FOLLOWS: 25 Resolution No. 2785 Novem2)er 25, 1996 Page 1 ! ~a~. The Mayor of the City of Auburn, Washington 2 is herewith authorized to execute an Agreement between $ NORTHWEST RACING ASSOCIATES LIMITED PARTNERSHIP and the CITY 4 5 to accept real estate consisting of the Thormod site, a wetland created to mitigate wetland loss upon the creation of 7 Emerald Downs Race Track, and provide the continuation of 8 monitoring by NORTHWEST RACING ASSOCIATES. A copy of said 9 Agreement is attached hereto, denominated as Exhibit "A" and ]] Statutory Warranty Deed, denominated as Exhibit "B", and both ]2 are made a part hereof as though set forth in full herein. ~9_c~. The Mayor is hereby authorized to implement ]4 such administrative procedures as may be necessary to carry 15 out the directives of this legislation. DATED and SIGNED this 2nd day of December, 1996. 18 19 20 CITY OF AUBURN 24 CHARLES A. BOOTH MAYOR 25 Resolution No. 2785 November 25, 1996 Page 2 ! ATTEST: 2 Rob±n ~ohihueter 5 C±ty Clerk 7 8 APPROVED AS TO FORM: 9 12 Michael J. Reynolds, City Attorney ]4 17 19 20 22 23 24 25 26 Resolution NO. 2785 November 25, 1996 Page 3 AGREEMENT This Agreement is made by and between NORTHWEST RACING ASSOCIATES LIMITED PARTNERSHIP, a Washington limited partnership (~NWRA") and the City of Auburn, a Washington municipal corporation, with a mailing address of 25 W Main Street, Auburn, WA 98001 (~City"). RECITALS A. NWRA is the sole owner in fee simple o~ certain real property located in King County, Washington, which is legally described in Exhibit A, attached hereto and incorporated herein by this reference ("Property"). B. NWRA created and restored wetland functions and values on the Property under a Section 404 wetland fill permit issued by the U. S. Army Corps of Engineers. NWRA'S wetland mitigation plan was published in the Final Wetland Mitigation Plan for the Auburn Thoroughbred Racetrack Project, Auburn, Washington, September, 1994 ("Wetland Mitigation Plan") and was included as Appendix B3 of the Final Federal Environmental Impact Statement for the Auburn Thoroughbred Horse Racing Facility, January, 1995, issue by the Corps. The Wetland Mitigation Plan requires NWRA to perform certain monitoring and maintenance obligations for a fifteen year period (~Ongoing Obligations"). C. City desires to maintain the property as a wetland to protect the health, safety and welfare of its citizens. D. City is a municipal government organized pursuant to RCA 35A and is a qualifying charitable organization in accordance with the provisions of l~W~AA~reement Resolution No. 2785 Exhibit November 26, 1996 Page 1 Section 501(a) of the Internal Revenue Code of 1986, as amended. E. NWRA desires to transfer the Property to the City as a gift free and clear of all liens and encumbrances except the NWRA duty of Ongoing Obligations and the City desires to obtain fee simple ownership of the Property free and clear of all liens and encumbrances except the NWRA duty of Ongoing Obligations, all subject to the terms and provisions set forth herein. NOW THEREFORE, for good and valuable consideration the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows: 1. ~ NWRA hereby agrees to transfer, assign and convey all its right, title and interest in the Property free and clear of all liens and encumbrances except as set forth in Number 2, as a gift to City and City hereby agrees to accept fee simple ownership of the Property. The conveyance hereunder shall be evidenced by a Statutory Warranty Deed in the form of Exhibit B hereto. The property shall be recorded in the interest of the City of Auburn. 2. Onqoinq Obliqations N-WRA shall retain full and absolute responsibility to carry out the Ongoing Obligations and City shall have no obligation whatsoever by accepting title to the Property to undertake any portion of the Ongoing Obligations. NWRA reserves the right of entry for a period of fifteen (15) years in order to fulfill its ongoing obligation. NWR3%Agreement Resolution No. 2785 Exhibit ~A" November 26, 1996 Page 2 3. ' ' ' NWRA agrees to indemnify and hold harmless City and its members, directors, officers, employees and agents from any liabilities arising out of the Ongoing Obligations, except as aforesaid. City agrees to indemnify and hold harmless NWRA and its partners, officers, employees and agents from any liabilities associated with the Property. IN WITNESS WHEREOF, the parties have executed this Agreement as of the ~" day of November, 1996. NORTHWEST RACING ASSOCIATES LIMITED PARTNERSHIP By: RACING, INC., CITY OF AUBURN its general partner Charles A. Booth Mayor NWRAAgreement Resolution No. 2785 Exhibit "A" November 26, 1996 Page 3